MOLSON COORS BREWING CO, 10-K filed on 2/14/2014
Annual Report
Document and Entity Information Document (USD $)
12 Months Ended
Dec. 31, 2013
Jun. 28, 2013
Feb. 7, 2014
Class A common stock, voting
Feb. 7, 2014
Class B common stock, non-voting
Feb. 7, 2014
Class A exchangeable shares
Feb. 7, 2014
Class B exchangeable shares
Document Information [Line Items]
 
 
 
 
 
 
Entity Registrant Name
MOLSON COORS BREWING CO 
 
 
 
 
 
Trading Symbol
tap 
 
 
 
 
 
Entity Central Index Key
0000024545 
 
 
 
 
 
Document Type
10-K 
 
 
 
 
 
Document Period End Date
Dec. 31, 2013 
 
 
 
 
 
Document Fiscal Year Focus
2013 
 
 
 
 
 
Document Fiscal Period Focus
FY 
 
 
 
 
 
Current Fiscal Year End Date
--12-31 
 
 
 
 
 
Amendment Flag
false 
 
 
 
 
 
Entity Filer Category
Large Accelerated Filer 
 
 
 
 
 
Entity Common Stock, shares outstanding
 
 
2,556,894 
159,737,216 
 
 
Entity Exchangeable, shares outstanding
 
 
 
 
2,896,941 
18,935,453 
Entity Well-known Seasoned Issuer
Yes 
 
 
 
 
 
Entity Voluntary Filers
No 
 
 
 
 
 
Entity Current Reporting Status
Yes 
 
 
 
 
 
Entity Public Float
 
$ 7,089,069,915 
 
 
 
 
CONSOLIDATED STATEMENTS OF OPERATIONS (USD $)
In Millions, except Per Share data, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 29, 2012
Dec. 31, 2011
Sales
$ 5,999.6 
$ 5,615.0 
$ 5,169.9 
Excise taxes
(1,793.5)
(1,698.5)
(1,654.2)
Net sales
4,206.1 
3,916.5 
3,515.7 
Cost of goods sold
(2,545.6)
(2,352.5)
(2,049.1)
Gross profit
1,660.5 
1,564.0 
1,466.6 
Marketing, general and administrative expenses
(1,193.8)
(1,126.1)
(1,019.0)
Special items, net
(200.0)
(81.4)
(12.3)
Equity income in MillerCoors
539.0 
510.9 
457.9 
Operating income (loss)
805.7 
867.4 
893.2 
Other income (expense), net
 
 
 
Interest expense
(183.8)
(196.3)
(118.7)
Interest income
13.7 
11.3 
10.7 
Other income (expense), net
18.9 
(90.3)
(11.0)
Total other income (expense), net
(151.2)
(275.3)
(119.0)
Income (loss) from continuing operations before income taxes
654.5 
592.1 
774.2 
Income tax benefit (expense)
(84.0)
(154.5)
(99.4)
Net income (loss) from continuing operations
570.5 
437.6 
674.8 
Income (loss) from discontinued operations, net of tax
2.0 
1.5 
2.3 
Net income (loss) including noncontrolling interests
572.5 
439.1 
677.1 
Less: Net (income) loss attributable to noncontrolling interests
(5.2)
3.9 
(0.8)
Net income (loss) attributable to Molson Coors Brewing Company
567.3 
443.0 
676.3 
Basic net income (loss) attributable to Molson Coors Brewing Company per share:
 
 
 
From continuing operations (in dollars per share)
$ 3.09 
$ 2.44 
$ 3.65 
From discontinued operations (in dollars per share)
$ 0.01 
$ 0.01 
$ 0.01 
Basic net income (loss) attributable to Molson Coors Brewing Company (in dollars per share)
$ 3.10 
$ 2.45 
$ 3.66 
Diluted net income (loss) attributable to Molson Coors Brewing Company per share:
 
 
 
From continuing operations (in dollars per share)
$ 3.07 
$ 2.43 
$ 3.62 
From discontinued operations (in dollars per share)
$ 0.01 
$ 0.01 
$ 0.01 
Diluted net income (loss) attributable to Molson Coors Brewing Company (in dollars per share)
$ 3.08 
$ 2.44 
$ 3.63 
Weighted-average shares—basic
183.0 
180.8 
184.9 
Weighted-average shares for diluted EPS
184.2 
181.8 
186.4 
Amounts attributable to Molson Coors Brewing Company
 
 
 
Net income (loss) from continuing operations
565.3 
441.5 
674.0 
Income (loss) from discontinued operations, net of tax
2.0 
1.5 
2.3 
Net income (loss) attributable to Molson Coors Brewing Company
567.3 
443.0 
676.3 
Retained earnings
 
 
 
Other income (expense), net
 
 
 
Net income (loss) including noncontrolling interests
567.3 
443.0 
676.3 
Net income (loss) attributable to Molson Coors Brewing Company
567.3 
 
 
Amounts attributable to Molson Coors Brewing Company
 
 
 
Net income (loss) attributable to Molson Coors Brewing Company
$ 567.3 
 
 
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 29, 2012
Dec. 31, 2011
Net income (loss) including noncontrolling interests
$ 572.5 
$ 439.1 
$ 677.1 
Other comprehensive income (loss), net of tax:
 
 
 
Foreign currency translation adjustments
(207.7)
344.9 
(67.7)
Unrealized gain (loss) on derivative instruments
35.5 
(26.4)
(6.1)
Reclassification of derivative (gain) loss to income
(3.2)
8.6 
19.4 
Pension and other postretirement benefit adjustments
240.7 
(195.8)
(189.6)
Amortization of net prior service (benefit) cost and net actuarial (gain) loss to income
46.4 
30.9 
10.2 
Ownership share of unconsolidated subsidiaries' other comprehensive income (loss)
81.2 
(6.9)
(67.0)
Total other comprehensive income (loss), net of tax
192.9 
155.3 
(300.8)
Comprehensive income (loss)
765.4 
594.4 
376.3 
Less: Comprehensive income (loss) attributable to noncontrolling interests
(5.2)
3.9 
(0.8)
Comprehensive income (loss) attributable to Molson Coors Brewing Company
$ 760.2 
$ 598.3 
$ 375.5 
CONSOLIDATED BALANCE SHEETS (USD $)
In Millions, unless otherwise specified
Dec. 31, 2013
Dec. 29, 2012
Current assets:
 
 
Cash and cash equivalents
$ 442.3 
$ 624.0 
Trade, less allowance for doubtful accounts of $13.6 and $13.4, respectively
572.8 
608.3 
Affiliates
30.8 
52.2 
Current notes receivable and other receivables, less allowance for doubtful accounts of $1.1 and $1.6, respectively
124.4 
92.9 
Inventories:
 
 
Finished
133.2 
139.9 
In process
23.3 
20.3 
Raw materials
36.9 
43.5 
Packaging materials
11.9 
10.2 
Total inventories
205.3 
213.9 
Maintenance and operating supplies, less allowance for obsolete supplies of $6.8 and $7.2, respectively
29.6 
28.3 
Other current assets
82.1 
89.2 
Deferred tax assets
50.4 
39.2 
Total current assets
1,537.7 
1,748.0 
Properties, less accumulated depreciation of $1,458.7 and $1,224.6, respectively
1,970.1 
1,995.9 
Goodwill
2,418.7 
2,453.1 
Other intangibles, less accumulated amortization of $513.7 and $497.2, respectively
6,825.1 
7,234.8 
Investment in MillerCoors
2,506.5 
2,431.8 
Deferred tax assets
38.3 
125.4 
Notes receivable, less allowance for doubtful accounts of $2.8 and $4.0, respectively
23.6 
26.3 
Other assets
260.1 
196.9 
Total assets
15,580.1 
16,212.2 
Current liabilities:
 
 
Accounts payable and other current liabilities (includes affiliate payable amounts of $22.8 and $34.1, respectively)
1,336.4 
1,186.9 
Derivative hedging instruments
73.9 
6.0 
Deferred tax liabilities
138.1 
152.3 
Current portion of long-term debt and short-term borrowings
586.9 
1,245.6 
Discontinued operations
6.8 
7.9 
Total current liabilities
2,142.1 
2,598.7 
Long-term debt
3,213.0 
3,422.5 
Pension and postretirement benefits
462.6 
833.0 
Derivative hedging instruments
3.0 
222.2 
Deferred tax liabilities
911.4 
948.5 
Unrecognized tax benefits
92.7 
81.8 
Other liabilities
74.2 
93.9 
Discontinued operations
17.3 
20.0 
Total liabilities
6,916.3 
8,220.6 
Commitments and contingencies
   
   
Capital stock:
 
 
Preferred stock, no par value (authorized: 25.0 shares; none issued)
Paid-in capital
3,747.6 
3,623.6 
Retained earnings
4,233.2 
3,900.5 
Accumulated other comprehensive income (loss)
154.9 
(72.3)
Class B common stock held in treasury at cost (7.5 shares and 7.5 shares, respectively)
(321.1)
(321.1)
Total Molson Coors Brewing Company stockholders' equity
8,638.9 
7,966.9 
Noncontrolling interests
24.9 
24.7 
Total equity
8,663.8 
7,991.6 
Total liabilities and equity
15,580.1 
16,212.2 
Class A common stock, voting
 
 
Capital stock:
 
 
Common stock - Class A, $0.01 par value (authorized: 500.0 shares; issued and outstanding: 2.6 shares and 2.6 shares, respectively); Class B, $0.01 par value (authorized: 500.0 shares; issued and outstanding: 167.2 shares and 164.2 shares, respectively)
Class B common stock, non-voting
 
 
Capital stock:
 
 
Common stock - Class A, $0.01 par value (authorized: 500.0 shares; issued and outstanding: 2.6 shares and 2.6 shares, respectively); Class B, $0.01 par value (authorized: 500.0 shares; issued and outstanding: 167.2 shares and 164.2 shares, respectively)
1.7 
1.6 
Class A exchangeable shares
 
 
Capital stock:
 
 
Exchangeable shares - Class A, no par value (issued and outstanding: 2.9 shares and 2.9 shares, respectively); Class B, no par value (issued and outstanding: 19.0 shares and 19.3 shares, respectively)
108.5 
110.2 
Class B exchangeable shares
 
 
Capital stock:
 
 
Exchangeable shares - Class A, no par value (issued and outstanding: 2.9 shares and 2.9 shares, respectively); Class B, no par value (issued and outstanding: 19.0 shares and 19.3 shares, respectively)
$ 714.1 
$ 724.4 
CONSOLIDATED BALANCE SHEETS (PARENTHETICAL) (USD $)
In Millions, except Share data, unless otherwise specified
Dec. 31, 2013
Dec. 29, 2012
Assets
 
 
Trade receivables, allowance for doubtful accounts
$ 13.6 
$ 13.4 
Current notes receivable and other receivables, allowance for doubtful accounts
1.1 
1.6 
Maintenance and operating supplies, allowance for obsolete supplies
6.8 
7.2 
Properties, accumulated depreciation
1,458.7 
1,224.6 
Other intangibles, accumulated amortization
513.7 
497.2 
Notes receivable, allowance for doubtful accounts
2.8 
4.0 
Due to Affiliate, Current
$ 22.8 
$ 34.1 
Equity [Abstract]
 
 
Preferred stock, non-voting, par value
$ 0 
$ 0 
Preferred stock, non-voting, authorized shares
25,000,000 
25,000,000 
Preferred stock, non-voting, issued shares
Treasury shares
7,500,000 
7,500,000 
Class A common stock, voting
 
 
Equity [Abstract]
 
 
Common stock, par value
$ 0.01 
$ 0.01 
Common stock, authorized shares
500,000,000 
500,000,000 
Common stock, issued shares
2,600,000 
2,600,000 
Common stock, outstanding shares
2,600,000 
2,600,000 
Class B common stock, non-voting
 
 
Equity [Abstract]
 
 
Common stock, par value
$ 0.01 
$ 0.01 
Common stock, authorized shares
500,000,000 
500,000,000 
Common stock, issued shares
167,200,000 1
164,200,000 1
Class A exchangeable shares
 
 
Equity [Abstract]
 
 
Exchangeable shares, par value
$ 0 
$ 0 
Exchangeable shares, issued shares
2,900,000 
2,900,000 
Exchangeable shares, outstanding shares
2,900,000 
2,900,000 
Class B exchangeable shares
 
 
Equity [Abstract]
 
 
Exchangeable shares, par value
$ 0 
$ 0 
Exchangeable shares, issued shares
19,000,000 
19,300,000 
Exchangeable shares, outstanding shares
19,000,000 
19,300,000 
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 29, 2012
Dec. 31, 2011
Cash flows from operating activities:
 
 
 
Net income (loss) including noncontrolling interests
$ 572.5 
$ 439.1 
$ 677.1 
Adjustments to reconcile net income to net cash provided by operating activities:
 
 
 
Depreciation and amortization
320.5 1
272.7 1
217.1 1
Amortization of debt issuance costs and discounts
20.3 
41.7 
22.5 
Share-based compensation
19.5 
14.0 
24.7 
Loss (gain) on sale or impairment of properties and other assets, net
164.0 
46.4 
8.6 
Excess tax benefits from share-based compensation
(7.7)
(4.9)
(2.0)
Deferred income taxes
(17.6)
72.5 
38.9 
Unrealized (gain) loss on foreign currency fluctuations and derivative instruments, net
8.4 
38.0 
9.1 
Equity income in MillerCoors
(539.0)
(510.9)
(457.9)
Distributions from MillerCoors
539.0 
510.9 
457.9 
Equity in net income of other unconsolidated affiliates
(19.1)
(15.7)
(23.2)
Distributions from other unconsolidated affiliates
13.0 
15.2 
28.4 
Change in current assets and liabilities (net of assets acquired and liabilities assumed in business combinations) and other:
 
 
 
Receivables
70.4 
105.5 
(29.0)
Inventories
4.2 
54.1 
(17.1)
Payables and other current liabilities
178.6 
(69.9)
(2.6)
Other assets and other liabilities
(156.8)
(23.5)
(82.1)
(Gain) loss from discontinued operations
(2.0)
(1.5)
(2.3)
Net cash provided by operating activities
1,168.2 
983.7 
868.1 
Cash flows from investing activities:
 
 
 
Additions to properties
(293.9)2
(222.3)2
(235.4)2
Proceeds from sales of properties and other assets
53.6 
15.7 
4.6 
Acquisition of businesses, net of cash acquired
(2,258.3)
(41.3)
Change in restricted cash balances
6.7 
Payment on discontinued operations
(6.8)
Investment in MillerCoors
(1,186.5)
(1,008.8)
(800.1)
Return of capital from MillerCoors
1,146.0 
942.4 
782.7 
Investment in and advances to an unconsolidated affiliate
(83.2)
Loan repayments
10.6 
22.9 
22.4 
Loan advances
(6.8)
(9.3)
(9.9)
Proceeds from settlements of derivative instruments
15.4 
Payments on settlement of derivative instruments
(110.6)
Net cash used in investing activities
(277.0)
(2,635.1)
(338.1)
Cash flows from financing activities:
 
 
 
Exercise of stock options under equity compensation plans
88.8 
34.1 
11.6 
Excess tax benefits from share-based compensation
7.7 
4.9 
2.0 
Payments for purchase of treasury stock
(321.1)
Dividends paid
(234.6)
(232.2)
(228.1)
Dividends paid to noncontrolling interest holders
(4.1)
(5.0)
(2.3)
Payments for purchase of noncontrolling interest
(0.7)
(27.9)
Debt issuance costs
(0.4)
(40.3)
(2.2)
Proceeds from issuances of long-term debt
2,195.4 
Payments on long-term debt and capital lease obligations
(1,317.0)
(226.7)
(0.3)
Payments on debt assumed in Acquisition
(424.3)
Proceeds from short-term borrowings
15.0 
16.0 
6.8 
Payments on short-term borrowings
(15.2)
(17.2)
(18.3)
Net proceeds from (payments on) revolving credit facilities and commercial paper
507.4 
7.8 
2.1 
Proceeds from settlement of derivative instruments
6.6 
Payments on settlement of derivative instruments
(119.4)
(8.2)
(104.5)
Change in overdraft balances and other
6.7 
(105.0)
(10.8)
Net cash provided by (used in) financing activities
(1,059.2)
1,171.4 
(665.1)
Cash and cash equivalents:
 
 
 
Net increase (decrease) in cash and cash equivalents
(168.0)
(480.0)
(135.1)
Effect of foreign exchange rate changes on cash and cash equivalents
(13.7)
25.1 
(3.6)
Balance at beginning of year
624.0 
1,078.9 
1,217.6 
Balance at end of year
$ 442.3 
$ 624.0 
$ 1,078.9 
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY AND NONCONTROLLING INTERESTS (USD $)
In Millions, unless otherwise specified
Total
Total
Retained earnings
Accumulated other comprehensive income (loss)
Common stock issued, Class A
Common stock issued, Class B
Common stock held in treasury, Class B
Exchangeable shares issued, Class A
Exchangeable shares issued, Class B
Paid-in capital
Noncontrolling interest
Balance at Dec. 25, 2010
 
$ 7,842.6 
$ 3,241.5 
$ 171.1 
$ 0 
$ 1.6 
$ 0 
$ 111.2 
$ 725.0 
$ 3,548.4 
$ 43.8 
Increase (Decrease) in Stockholders' Equity [Roll Forward]
 
 
 
 
 
 
 
 
 
 
 
Exchange of shares
 
 
 
 
 
 
(0.7)
(0.2)
0.9 
 
Shares issued under equity compensation plan
 
6.9 
 
 
 
 
 
 
 
6.9 
 
Amortization of stock based compensation
 
15.9 
 
 
 
 
 
 
 
15.9 
 
Net income (loss) including noncontrolling interests
677.1 
677.1 
676.3 
 
 
 
 
 
 
 
0.8 
Other comprehensive income (loss), net of tax
(300.8)
(300.8)
 
(300.8)
 
 
 
 
 
 
 
Deconsolidation of MC Si'hai
 
(321.1)
 
 
 
 
(321.1)
 
 
 
 
Dividends declared and paid
 
(230.4)
(228.1)
 
 
 
 
 
 
 
(2.3)
Balance at Dec. 31, 2011
 
7,690.2 
3,689.7 
(129.7)
1.6 
(321.1)
110.5 
724.8 
3,572.1 
42.3 
Increase (Decrease) in Stockholders' Equity [Roll Forward]
 
 
 
 
 
 
 
 
 
 
 
Exchange of shares
 
 
 
 
 
 
(0.3)
(0.4)
0.7 
 
Shares issued under equity compensation plan
 
36.9 
 
 
 
 
 
 
 
36.9 
 
Amortization of stock based compensation
 
12.5 
 
 
 
 
 
 
 
12.5 
 
Acquisition of a business
 
40.6 
 
 
 
 
 
 
 
 
40.6 
Purchase of noncontrolling interest in Central Europe
 
(27.9)
 
 
 
 
 
 
 
1.4 
(29.3)
Net income (loss) including noncontrolling interests
439.1 
439.1 
443.0 
 
 
 
 
 
 
 
(3.9)
Other comprehensive income (loss), net of tax
155.3 
155.3 
 
155.3 
 
 
 
 
 
 
 
Deconsolidation of MC Si'hai
(321.1)
(20.0)
 
 
 
 
 
 
 
 
(20.0)
Reclassification and tax adjustments related to investment in MillerCoors
 
97.9 
 
97.9 
 
 
 
 
 
 
 
Dividends declared and paid
 
(237.2)
(232.2)
 
 
 
 
 
 
 
(5.0)
Balance at Dec. 29, 2012
7,991.6 
7,991.6 
3,900.5 
(72.3)
1.6 
(321.1)
110.2 
724.4 
3,623.6 
24.7 
Increase (Decrease) in Stockholders' Equity [Roll Forward]
 
 
 
 
 
 
 
 
 
 
 
Exchange of shares
 
 
 
 
 
 
(1.7)
(10.3)
12.0 
 
Shares issued under equity compensation plan
 
94.6 
 
 
 
0.1 
 
 
 
94.5 
 
Amortization of stock based compensation
 
17.3 
 
 
 
 
 
 
 
17.3 
 
Purchase of noncontrolling interest in Central Europe
 
(0.7)
 
 
 
 
 
 
 
0.2 
(0.9)
Proceeds from call options related to settlement of convertible notes
 
2.6 
 
 
 
 
 
 
 
2.6 
 
Premium payment on settlement of convertible notes
 
(2.6)
 
 
 
 
 
 
 
(2.6)
 
Net income (loss) including noncontrolling interests
572.5 
572.5 
567.3 
 
 
 
 
 
 
 
5.2 
Other comprehensive income (loss), net of tax
192.9 
192.9 
 
192.9 
 
 
 
 
 
 
 
Reclassification and tax adjustments related to investment in MillerCoors
 
(34.3)
 
(34.3)1
 
 
 
 
 
 
 
Dividends declared and paid
 
(238.7)
(234.6)
 
 
 
 
 
 
 
(4.1)
Balance at Dec. 31, 2013
$ 8,663.8 
$ 8,663.8 
$ 4,233.2 
$ 154.9 
$ 0 
$ 1.7 
$ (321.1)
$ 108.5 
$ 714.1 
$ 3,747.6 
$ 24.9 
Basis of Presentation and Summary of Significant Accounting Policies
Basis of Presentation and Summary of Significant Accounting Policies
Basis of Presentation and Summary of Significant Accounting Policies
Unless otherwise noted in this report, any description of "we", "us" or "our" includes Molson Coors Brewing Company ("MCBC" or the "Company"), principally a holding company, and its operating and non-operating subsidiaries included within our reporting segments and Corporate. Our reporting segments include: Molson Coors Canada ("MCC" or Canada segment), operating in Canada; MillerCoors LLC ("MillerCoors" or U.S. segment), which is accounted for by us under the equity method of accounting, operating in the United States ("U.S."); Molson Coors Europe (Europe segment), operating in Czech Republic, Serbia, Croatia, Romania, Bulgaria, Hungary, Montenegro, Bosnia-Herzegovina and Slovakia (collectively, "Central Europe"), as well as the United Kingdom ("U.K.") and the Republic of Ireland; and Molson Coors International ("MCI"), operating in various other countries. Effective for the first day of our 2013 fiscal year, we combined our U.K. and Ireland business with our Central Europe operations, which resulted in our Europe segment, and we have recast the historical presentation of segment information accordingly. Any reference to "Coors" means the Adolph Coors Company prior to the 2005 merger with Molson Inc. (the "Merger"). Any reference to Molson Inc. or Molson means MCC prior to the Merger. Any reference to "Molson Coors" means MCBC after the Merger.
Unless otherwise indicated, information in this report is presented in U.S. dollars ("USD" or "$").
Our Fiscal Year
On November 14, 2013, our Board of Directors approved a resolution to change MCBC's fiscal year from a 52/53 week fiscal year to a calendar year. As such, our 2013 fiscal year was extended from December 28, 2013, to December 31, 2013, with subsequent fiscal years beginning on January 1 and ending on December 31 of each year. Beginning January 1, 2014, quarterly results will be for the three month periods ending March 31, June 30, September 30, and December 31. This change aligns our fiscal year and interim reporting periods with our Central Europe business and MillerCoors, which are already following a monthly fiscal reporting calendar as noted below. Unless otherwise indicated, fiscal year 2013 refers to the period from December 30, 2012, through December 31, 2013, fiscal year 2012 refers to the 52 weeks ended December 29, 2012, and fiscal year 2011 refers to the 53 weeks ended December 31, 2011. The impact of the three additional days in fiscal year 2013 is immaterial to the consolidated financial statements.
Central Europe and MillerCoors follow a monthly fiscal reporting calendar. For Central Europe, fiscal year 2013 refers to the 12 months ended December 31, 2013, and fiscal year 2012 refers to the period from the Acquisition date of June 15, 2012, through December 31, 2012. For MillerCoors, fiscal years 2013, 2012 and 2011 refer to the 12 months ended December 31, 2013, December 31, 2012, and December 31, 2011, respectively.
The results from Brewers' Retail, Inc. ("BRI"), Brewers' Distributor Ltd. ("BDL") and Modelo Molson Imports, L.P. ("MMI"), equity method investments, are reported one month in arrears. Our policy is to accelerate recording the effect of events occurring in the lag period that significantly affect our consolidated financial statements, such as the impact to other comprehensive income for our proportionate share of the change in the BRI and BDL pension and postretirement liabilities resulting from the annual actuarial valuation performed as of December 31, 2013.
Principles of Consolidation
Our consolidated financial statements include our accounts and our majority-owned and controlled domestic and foreign subsidiaries, as well as certain variable interest entities ("VIEs") for which we are the primary beneficiary. All intercompany accounts and transactions have been eliminated in consolidation. We deconsolidated our joint venture in China, Molson Coors Si'hai ("MC Si'hai"), from our financial statements during the third quarter of 2012, due to a loss of our ability to control the joint venture. See Note 5, "Investments" for further information.
Use of Estimates
Our consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP"). These accounting principles require us to make certain estimates, judgments and assumptions. We believe that the estimates, judgments and assumptions used to determine certain amounts that affect the financial statements are reasonable, based on information available at the time they are made. To the extent there are differences between these estimates and actual results, our consolidated financial statements may be materially affected.
Revenue Recognition
Our net sales represent the sale of beer and other malt beverages (including adjacencies, such as cider) net of excise taxes, the vast majority of which are brands that we own and brew ourselves. We import or brew and sell certain non-owned partner brands under licensing and related arrangements. In addition, we contract manufacture for other brewers in some of our markets.
Revenue is recognized when the significant risks and rewards of ownership, including the risk of loss, are transferred to the customer or distributor depending upon the method of distribution and shipping terms. The cost of various programs, such as price promotions, rebates and coupon programs are treated as a reduction of sales. In certain of our markets, slotting or listing fees are paid to customers and are also treated as a reduction of sales. Sales of products are for cash or otherwise agreed upon credit terms. Sales are stated net of incentives, discounts and returns.
We do not have standard terms that permit return of product; however, in certain markets where returns occur we estimate the amount of returns based on historical return experience and adjust our revenue accordingly. Products that do not meet our high quality standards are returned by the customer or recalled and destroyed and are recorded as a reduction of revenue. The reversal of revenue is recorded upon determination that the product will be recalled and destroyed. We estimate the costs required to facilitate product returns and record them in cost of goods sold as required.
In addition to supplying our own brands, the U.K. business (within our Europe segment) sells other beverage companies' products to on-premise customers to provide them with a full range of products for their retail outlets. We refer to this as the "factored brand business." Sales from this business are included in our net sales and cost of goods sold when ultimately sold, but the related volume is not included in our reported sales volumes. In the factored brand business, we normally purchase inventory, which includes excise taxes charged by the vendor, take orders from customers for such brands, and invoice customers for the product and related costs of delivery. In accordance with guidance pertaining to reporting revenue gross as a principal versus net as an agent, sales under the factored brands are reported on a gross income basis.
Payments made to customers are conditional on the achievement of volume targets, marketing commitments, or both. If paid in advance, we record such payments as prepayments and amortize them in the consolidated statements of operations over the relevant period to which the customer commitment is made (up to five years). Where there is no sufficiently separate identifiable benefit, and the payment is linked to volumes, or fair value cannot be established, the amortization of the prepayment or the cost as incurred is included in sales discounts as a reduction to sales and where there are specific marketing activities/commitments the cost is included as marketing, general and administrative expenses. The amounts capitalized are reassessed regularly for recoverability over the contract period and are impaired where there is objective evidence that the benefits will not be realized or the asset is otherwise not recoverable.
In the U.K., loans are extended to a portion of the retail outlets that sell our brands. We reclassify a portion of beer revenue to interest income to reflect a market rate of interest on these loans. In fiscal years 2013, 2012 and 2011, these amounts were $4.9 million, $5.7 million, and $6.3 million, respectively, included in the Europe segment.
Excise Taxes
Excise taxes collected from customers and remitted to tax authorities are government-imposed excise taxes on beer shipments. Excise taxes on beer shipments are shown in a separate line item in the consolidated statements of operations as a reduction of sales. Sales taxes collected from customers are recognized as a liability, with the liability subsequently reduced when the taxes are remitted to the tax authority.
Cost of Goods Sold
Our cost of goods sold includes costs we incur to make and ship beer. These costs include brewing materials, such as barley, hops and various grains. Packaging materials, including glass bottles, aluminum and steel cans, cardboard and paperboard are also included in our cost of goods sold. Additionally, our cost of goods sold include both direct and indirect labor, shipping and handling including freight costs, utilities, maintenance costs, depreciation, promotional packaging, other manufacturing overheads and costs to purchase factored brands from suppliers, as well as the estimated cost to facilitate product returns.
Marketing, General and Administrative Expenses
Our marketing, general and administrative expenses include media advertising (television, radio, print), tactical advertising (signs, banners, point-of-sale materials) and promotion costs on both local and national levels within our operating segments. The creative portion of our advertising activities is expensed as incurred. Production costs of advertising and promotional materials are expensed when the advertising is first run. Advertising expense was $458.5 million, $423.5 million and $398.8 million for fiscal years 2013, 2012 and 2011, respectively. Prepaid advertising costs of $13.8 million and $23.9 million, were included in other current assets in the consolidated balance sheets at December 31, 2013, and December 29, 2012, respectively.
This classification includes general and administrative costs for functions such as finance, legal, human resources and information technology, which consist primarily of labor and outside services, as well as bad debt expense related to our allowance for doubtful accounts. Unless capitalization is allowed or required by U.S. GAAP, legal costs are expensed when incurred. These costs also include our marketing and sales organizations, including labor and other overheads. This line item additionally includes amortization costs associated with intangible assets, as well as certain depreciation costs related to non-production equipment and share-based compensation.
Share-based compensation is recognized using a straight-line method over the vesting period of the awards. Certain share-based compensation plans contain provisions that accelerate vesting of awards upon change in control, retirement, disability or death of eligible employees and directors. Our share-based awards are considered vested when the employee's retention of the award is no longer contingent on providing service, which for certain awards can result in immediate recognition for awards granted to retirement-eligible individuals or accelerated recognition for awards granted to individuals that will become retirement eligible within the stated vesting period. Also, if less than the stated vesting period, we recognize these costs over the period from the grant date to the date retirement eligibility is achieved. We report the benefits of tax deductions in excess of recognized compensation cost as a financing cash flow, thereby reducing net operating cash flows and increasing net financing cash flows.
Special Items
Our special items represent charges incurred or benefits realized that we do not believe to be indicative of our core operations; specifically, such items are considered to be one of the following:
infrequent or unusual items,
impairment or asset abandonment-related losses,
restructuring charges and other atypical employee-related costs, or
fees on termination of significant operating agreements and gains (losses) on disposal of investments.
Although we believe these items are not indicative of our core operations, the items classified as special items are not necessarily non-recurring.
Equity Income in MillerCoors
Our equity income in MillerCoors represents our proportionate share for the period of the net income of our investment in MillerCoors accounted for under the equity method. Such amount typically reflects adjustments to eliminate intercompany gains and losses, and to amortize, if appropriate, any difference between cost and underlying equity in net assets upon the formation of MillerCoors.
Interest Expense, net
Our interest costs are associated with borrowings to finance our operations. In addition to interest earned on our cash and cash equivalents across our business, interest income in the Europe segment is associated with trade loans receivable from customers, primarily in the U.K. As noted above, this includes a portion of beer revenue which is reclassified to interest income to reflect a market rate of interest on these loans. We capitalize interest cost as a part of the original cost of acquiring certain fixed assets if the cost of the capital expenditure and the expected time to complete the project are considered significant.
Other Income (Expense)
Our other income (expense) classification primarily includes gains and losses associated with activities not directly related to brewing and selling beer. For instance, certain gains or losses on foreign exchange and on sales of non-operating assets are classified in this line item.
Income Taxes
Deferred income taxes are provided for the temporary differences between the financial reporting basis and the tax basis of our assets, liabilities, and certain unrecognized gains and losses recorded in accumulated other comprehensive income (loss). We provide for taxes that may be payable if undistributed earnings of overseas subsidiaries were to be remitted to the U.S., except for those earnings that we consider to be permanently reinvested. Interest, penalties and offsetting positions related to unrecognized tax benefits are recognized as a component of income tax expense. Our deferred tax valuation allowances are primarily the result of uncertainties regarding the future realization of recorded tax benefits on tax loss carryforwards from operations in various jurisdictions. These valuation allowances are primarily related to deferred tax assets generated from net operating losses.
Other Comprehensive Income (Loss)
Other comprehensive income (loss) ("OCI") represents income and losses for the reporting period which are excluded from net income (loss) and recognized directly within accumulated other comprehensive income (loss) ("AOCI") as a component of equity. These amounts are expected to be reclassified out of AOCI in the future, at which point they will be recognized within the consolidated statement of operations as a component of net income (loss). We recognize OCI related to the translation of assets and liabilities of our foreign subsidiaries which are denominated in currencies other than USD, unrealized gains and losses on the effective portion of our derivatives designated in hedging relationships, actuarial gains and losses and prior service costs related to our pension and other post-retirement benefit plans, as well as our proportionate share of our equity method investments' OCI.
Cash and Cash Equivalents
Cash consists of cash on hand and bank deposits. Cash equivalents represent highly liquid investments with original maturities of 90 days or less. Our cash deposits may be redeemed upon demand and are maintained with multiple, reputable financial institutions. The following presents our supplemental cash flow information:
 
For the fiscal years ended
 
December 31, 2013
 
December 29, 2012
 
December 31, 2011
 
(In millions)
Cash paid for interest
$
163.8

 
$
191.4

 
$
102.3

Cash paid for taxes
$
107.8

 
$
34.6

 
$
62.7

Non-cash convertible note issued upon close of the Acquisition
$

 
$
645.9

 
$


We also have non-cash issuances of share-based awards. See Note 14, "Share-Based Payments" for further discussion.
Accounts Receivable and Notes Receivable
We record accounts and notes receivable at net realizable value. This carrying value includes an appropriate allowance for estimated uncollectible amounts to reflect any loss anticipated on the accounts and notes receivable balances. We calculate this allowance based on our country-specific history of write-offs, level of past-due accounts based on the contractual terms of the receivables and our relationships with and the economic status of our customers, which may be impacted by current macroeconomic and regulatory factors specific to the country of origin.
In the U.K., loans are extended to a portion of the retail outlets that sell our brands. At December 31, 2013, and December 29, 2012, total loans outstanding, net of allowances, were $31.7 million and $35.8 million, respectively, and are classified as either current or non-current notes receivable in our consolidated balance sheets. An allowance for credit losses is maintained to provide for loan losses deemed to be probable related to specifically identified loans and for losses in the loan portfolio that have been incurred at the balance sheet date. We establish our allowance through a provision for loan losses charged against earnings and recorded in marketing, general and administrative expenses. Loan balances that are written off are recorded against the allowance as a write-off. Activity within the allowance is immaterial for fiscal years 2013, 2012 and 2011.
Inventories
Inventories are stated at the lower of cost or market. Cost is determined by the first-in, first-out ("FIFO") method. We regularly assess the shelf-life of our inventories and reserve for those inventories when it becomes apparent the product will not be sold within our freshness specifications. We did not have a material allowance for obsolete finished goods or packaging materials at December 31, 2013, or at December 29, 2012.
Properties
Properties are stated at original cost less accumulated depreciation. Depreciation is recorded using the straight-line method over the estimated useful lives of the assets, which are reviewed periodically and have the following ranges: buildings and improvements: 20-40 years; machinery and equipment: 3-25 years; furniture and fixtures: 3-10 years; returnable containers: 2-15 years; and software: 3-5 years. Land is not depreciated, and construction in progress is not depreciated until ready for service. Costs of enhancements or modifications that substantially extend the capacity or useful life of an asset are capitalized and depreciated accordingly. Ordinary repairs and maintenance are expensed as incurred. When property is retired or otherwise disposed of, the cost and accumulated depreciation are removed from our consolidated balance sheets and the resulting gain or loss, if any, is reflected in our consolidated statements of operations. Long-lived assets are evaluated for impairment whenever events or changes in circumstances indicate the carrying value of an asset (or asset group) may not be recoverable.
Returnable containers are recorded at acquisition cost and consist of returnable bottles, kegs, pallets and crates that are both in our direct control within our breweries, warehouses and distribution facilities and those that we indirectly control in the market through our agreements with our customers and other brewers and for which a deposit is received. The deposits received on our returnable containers in the market are recorded as deposit liabilities, included as current liabilities within accounts payable and other current liabilities in the consolidated balance sheets. We estimate that the loss, breakage and deterioration of our returnable containers is comparable to the depreciation calculated on an estimated useful life of approximately 2 years for pallets, 4 years for bottles, 7 years for crates, and 15 years for returnable kegs. We also own and maintain other equipment in the market related to delivery of our products to end consumers, for example on-premise dispense equipment and refrigeration units. This equipment is recorded at acquisition cost and depreciated over lives of up to 7 years, depending on the market, reflecting the use of the equipment, as well as the loss and deterioration of the asset.
The costs of acquiring or developing internal-use computer software, including directly-related payroll costs for internal resources, are capitalized and classified within properties. Software maintenance and training costs are expensed in the period incurred.
Properties held under capital lease are depreciated using the straight-line method over the estimated useful life or the lease term, whichever is shorter, and the related depreciation is included in depreciation expense.
Goodwill and Other Intangible Assets
Goodwill is allocated to the reporting unit in which the business that created the goodwill resides. A reporting unit is an operating segment, or a business unit one level below that operating segment, for which discrete financial information is prepared and regularly reviewed by segment management. In certain cases, we have aggregated business units, within an operating segment, into one reporting unit if the specific aggregation criteria under U.S. GAAP are met. The Canada and Europe reporting units are consistent with our operating segments. However, for our India business, the reporting unit is one level below the MCI operating segment. We evaluate the carrying value of our goodwill and indefinite-lived intangible assets for impairment at the reporting unit level at least annually or when an interim triggering event occurs that would indicate that impairment may have taken place. We evaluate our other definite-lived intangible assets for impairment when evidence exists that certain events or changes in circumstances indicate that the carrying amount of these assets may not be recoverable. Significant judgments and assumptions are required in such impairment evaluations. We are required to perform goodwill and indefinite-lived intangible asset impairment tests on at least an annual basis and more frequently in certain circumstances. Our annual impairment testing day is as of the first day of our fiscal third quarter. Definite-lived intangible assets are stated at cost less accumulated amortization. Amortization is recorded using the straight-line method over the estimated lives of the assets. We continuously monitor the performance of definite-lived intangible assets for potential triggering events suggesting an impairment review should be performed.
Equity Method Investments
We apply the equity method of accounting to 20% to 50% owned investments where we exercise significant influence or VIEs for which we are not the primary beneficiary. Equity method investments include our equity ownership in MillerCoors in the U.S., along with MMI, BRI and BDL in Canada. In December 2013, we sold our interest in Tradeteam Ltd ("Tradeteam") (a transportation and logistics joint venture) to DHL, our previous joint venture partner. Additionally, in November 2013, Anheuser-Busch InBev ("ABI") and MCBC entered into an agreement providing for the accelerated termination of the MMI joint venture, effective February 2014. See Note 5, "Investments" for further discussion.
There are no related parties that own interests in our equity method investments as of December 31, 2013.
Derivative Hedging Instruments
We use derivatives as part of our normal business operations to manage our exposure to fluctuations in interest, foreign currency exchange, commodity, production and packaging material costs and for other strategic purposes related to our core business. We enter into derivatives for risk management purposes only, including derivatives designated in hedge accounting relationships as well as those derivatives utilized as economic hedges. We do not enter into derivatives for trading or speculative purposes. We recognize our derivatives on the consolidated balance sheets as assets or liabilities at fair value and are classified in either current or non-current assets or liabilities based on each contract's respective unrealized gain or loss position and each contract's respective maturity. Our policy is to present all derivative balances on a gross basis, without regard to counterparty master netting agreements or similar arrangements. Further, our current derivative agreements do not allow us to net positions with the same counterparty and therefore, we present our derivative positions gross in our consolidated balance sheets.
Changes in fair values (to the extent of hedge effectiveness) of outstanding cash flow and net investment hedges are recorded in OCI, until earnings are affected by the variability of cash flows of the underlying hedged item or the sale of the underlying net investment, respectively. Effective cash flow hedges offset the gains or losses recognized on the underlying exposure in the consolidated statements of operations, or for net investment hedges the foreign exchange translation gain or loss recognized in AOCI. Any ineffectiveness is recorded directly into earnings.
We record realized gains and losses from derivative instruments in the same financial statement line item as the hedged item/forecasted transaction. Changes in unrealized gains and losses for derivatives not designated in a hedge accounting relationship are recorded directly in earnings each period and are also recorded in the same financial statement line item as the hedged item/forecasted transaction. Cash flows from the settlement of derivatives, including both economic hedges and those designated in hedge accounting relationships, appear in the consolidated statements of cash flows in the same categories as the cash flows of the hedged item.
In accordance with authoritative accounting guidance, we do not record the fair value of derivatives for which we have elected the Normal Purchase Normal Sale ("NPNS") exemption. We account for these contracts on an accrual basis, recording realized settlements related to these contracts in the same financial statement line items as the corresponding transaction.
Pension and Postretirement Benefits
We maintain retirement plans for the majority of our employees. Depending on the benefit program, we provide either defined benefit or defined contribution plans to our employees in each of our segments. Each plan is managed locally and in accordance with respective local laws and regulations. All retirement plans for our employees in the U.S. and Central Europe are defined contribution pension plans. Additionally, we offer other postretirement benefits ("OPEB") to the majority of our Canadian, U.S. and European employees. These plans are not funded. MillerCoors, BRI and BDL maintain defined benefit pension and postretirement benefit plans as well.
We recognize the underfunded or overfunded status of a defined benefit postretirement plan as an asset or liability in the consolidated balance sheets and recognize changes in the funded status in the year in which the changes occur within OCI. The funded status of a plan, measured as the difference between the fair value of plan assets and the projected benefit obligation, and the related net periodic pension cost are calculated using a number of significant actuarial assumptions. Changes in net periodic pension cost and funding status may occur in the future due to changes in these assumptions.
Projected benefit obligation is the actuarial present value as of the measurement date of all benefits attributed by the plan benefit formula to employee service rendered before the measurement date using assumptions as to future compensation levels if the plan benefit formula is based on those future compensation levels. Accumulated benefit obligation is the actuarial present value of benefits (whether vested or unvested) attributed by the plan benefit formula to employee service rendered before the measurement date and based on employee service and compensation, if applicable, prior to that date. Accumulated benefit obligation differs from projected benefit obligation in that it includes no assumption about future compensation levels and years of service.
We employ the corridor approach for determining each plan's potential amortization from AOCI of deferred gains and losses, which occur when actual experience differs from estimates, into our net periodic pension and postretirement benefit cost. This approach defines the “corridor” as the greater of 10% of the projected benefit obligation or 10% of the market-related value of plan assets and requires amortization of the excess net gain or loss that exceeds the corridor over the average remaining service periods of active plan participants. As our U.K. plan is closed, the average remaining life expectancy of all plan participants (including retirees) is used.
Fair Value Measurements
The carrying amounts of our cash and cash equivalents, accounts receivable, accounts payable and other current liabilities approximate fair value as recorded due to the short-term nature of these instruments. In addition, the carrying amounts of our trade loan receivables, net of allowances, approximate fair value. The fair value of derivatives is estimated by discounting the estimated future cash flows utilizing observable market interest, foreign exchange and commodity rates adjusted for non-performance credit risk associated with our counterparties (assets) or with MCBC (liabilities). See Note 17, "Derivative Instruments and Hedging Activities" for additional information. Based on current market rates for similar instruments, the fair value of long-term debt is presented in Note 13, "Debt".
U.S. GAAP guidance for fair value includes a hierarchy that prioritizes fair value measurements based on the types of inputs used for the various valuation techniques (market approach, income approach and cost approach). Our financial assets and liabilities are measured using inputs from the three levels of the fair value hierarchy.
The three levels of the hierarchy are as follows:
Level 1—Inputs are unadjusted quoted prices in active markets for identical assets or liabilities that we have the ability to access at the measurement date.
Level 2—Inputs include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are less active, inputs other than quoted prices that are observable for the asset or liability (i.e., interest rates, yield curves, etc.), and inputs that are derived principally from or corroborated by observable market data by correlation or other means (market corroborated inputs).
Level 3—Unobservable inputs that reflect the assumptions that we believe market participants would use in pricing the asset or liability. We develop these inputs based on the best information available, including our own data.
Foreign Currency
Assets and liabilities recorded in foreign currencies that are the functional currencies for the respective operations are translated at the prevailing exchange rate at the balance sheet date. Revenue and expenses are translated at the average exchange rates during the period. Translation adjustments resulting from this process are reported as a separate component of OCI. Gains and losses from foreign currency transactions are included in earnings for the period. Our primary operating currencies, other than USD, include the Canadian Dollar ("CAD"), the British Pound ("GBP"), and our Central European operating currencies such as the Euro ("EUR").
New Accounting Pronouncements
New Accounting Pronouncements
New Accounting Pronouncements
Adoption of New Accounting Pronouncements
Disclosure about Offsetting Assets and Liabilities
In December 2011, the Financial Accounting Standards Board ("FASB") issued authoritative guidance enhancing the disclosure requirements related to offsetting asset and liability positions. The update creates new disclosure requirements about the nature of an entity's rights of offset and related arrangements associated with its financial instruments and derivative instruments. The new disclosures are designed to better facilitate comparison between financial statements prepared under U.S. GAAP and International Financial Reporting Standards ("IFRS") by requiring entities to provide financial statement users information about both gross and net exposures. The guidance was effective for our quarter ended March 30, 2013. The adoption of this guidance does not have an impact on our financial position or results from operations, although we have included additional disclosure noting that our derivative agreements do not allow us to net positions with the same counterparty and therefore, we present our derivative positions gross in our consolidated balance sheets. See Note 17, "Derivative Instruments and Hedging Activities."
Reclassification of Items from Accumulated Other Comprehensive Income (Loss)
In February 2013, the FASB issued authoritative guidance which adds new disclosure requirements for items reclassified out of AOCI. The update requires that an entity present either in a single note or parenthetically on the face of the financial statements, the effect of significant amounts reclassified from each component of AOCI based on its source and the income statement line items affected by the reclassification. The guidance was effective for our quarter ended March 30, 2013. We have separately disclosed the required information related to reclassification adjustments within Note 15, "Accumulated Other Comprehensive Income (Loss)." The adoption of this guidance does not have an impact on our financial position or results from operations.
New Accounting Pronouncements Not Yet Adopted
Joint and Several Liability Arrangements
In February 2013, the Financial Accounting Standards Board ("FASB") issued authoritative guidance for the recognition, measurement and disclosure of obligations resulting from joint and several liability arrangements for which the total amount of the obligation is fixed at the reporting date. The guidance is effective for annual reporting periods beginning on or after December 15, 2013, and interim reporting periods thereafter. We do not anticipate that this guidance will have an impact on our financial position or results of operations.
Cumulative Translation Adjustment
In March 2013, the FASB issued authoritative guidance on a parent's accounting for the cumulative translation adjustment upon derecognition of certain subsidiaries or groups of assets within a foreign entity or of an investment in a foreign entity. This update will also resolve the diversity in practice for the treatment of business combinations achieved in stages (sometimes also referred to as step acquisitions) involving a foreign entity. The guidance is effective for annual reporting periods beginning on or after December 15, 2013, and interim reporting periods thereafter. We do not anticipate that this guidance will have an impact on our financial position or results of operations.
Liquidation Basis of Accounting
In April 2013, the FASB issued authoritative guidance to clarify when it is appropriate to apply the liquidation basis of accounting. Additionally, the update provides guidance for recognition and measurement of assets and liabilities and requirements for financial statements prepared using the liquidation basis of accounting. Under the amendment, entities are required to prepare their financial statements under the liquidation basis of accounting when a liquidation becomes imminent. The guidance is effective for annual reporting periods beginning after December 15, 2013, and interim reporting periods therein. We do not anticipate that this guidance will have an impact on our financial position or results of operations.
Presentation of Unrecognized Tax Benefits
In July 2013, the FASB issued authoritative guidance related to the presentation of unrecognized tax benefits. The update requires that the entity present an unrecognized tax benefit, or a portion of an unrecognized tax benefit, as a reduction to a deferred tax asset for a net operating loss carryforward or a tax credit carryforward in the statement of financial position. The guidance does not apply to the extent that a net operating loss carryforward or tax credit carryforward at the reporting date is not available under the tax law of the applicable jurisdiction to settle any additional income taxes that would result from the disallowance of a tax position. The guidance is effective for annual reporting periods beginning after December 15, 2013, and interim reporting periods thereafter. We expect to present deferred tax assets net of unrecognized tax benefits, as appropriate, in the consolidated balance sheets. We do not anticipate that this guidance will have a material impact on our financial position or results of operations.
Acquisition of StarBev
Acquisition of StarBev
Acquisition of StarBev
General
In accordance with our strategy to increase our portfolio of premium brands and deepen our reach into growth markets around the world, we completed the Acquisition of StarBev from StarBev L.P. (the "Seller") on June 15, 2012, for €2.7 billion (or $3.4 billion), including the assumption and payoff of pre-existing StarBev indebtedness. Headquartered in Prague, this business is one of the largest brewers in Central Europe. The operating results of Central Europe are reported in our Europe segment and our MCI segment. See Note 4, "Segment Reporting" for additional information. We incurred acquisition and integration costs of $10.7 million and $41.1 million in 2013 and 2012, respectively, in connection with the Acquisition. We also incurred financing-related expenses. See Note 6, "Other Income and Expense" for further information.
Unaudited Pro Forma Financial Information
Central Europe contributed net sales of $841.3 million, of which $814.7 million is included in our Europe segment, and a loss from continuing operations before income taxes of $35.5 million, of which $47.2 million is included in our Europe segment, for the fiscal year ended December 31, 2013. The loss from continuing operations for the fiscal year ended December 31, 2013 is primarily driven by a $150.9 million non-cash impairment charge related to two indefinite-lived brand intangibles assumed in the Acquisition. See Note 12, "Goodwill and Intangible Assets" for further discussion. From the Acquisition date of June 15, 2012 through December 29, 2012, Central Europe contributed net sales of $493.6 million, of which $481.2 million is included in our Europe segment, and income from continuing operations before income taxes of $102.8 million, of which $97.4 million is included in our Europe segment. The incremental portion not included in our Europe segment results is our Europe export and license business reflected in our MCI segment results effective July 1, 2012. The following unaudited pro forma summary presents our consolidated statements of operations as if Central Europe had been acquired on December 26, 2010, the first day of our 2011 fiscal year. These amounts were calculated after conversion of StarBev's historical operating results to U.S. GAAP, conforming to our accounting policies, and adjusting StarBev's results to reflect the depreciation and amortization that would have been charged assuming the fair value adjustments to properties and other intangibles resulting from the purchase had it been applied from December 26, 2010, together with the consequential tax effects. These adjustments also reflect the removal of StarBev historical interest expense on debt that was repaid at the time of Acquisition, the addition of interest expense to be prospectively incurred on the debt issued to finance the Acquisition and the removal of the previously mentioned acquisition-related costs of $31.4 million incurred in the first half of 2012. Additional significant adjustments for 2012 include the removal of the following non-recurring, transaction-related costs included in the historical operating results: a $57.9 million Euro currency loss, a $39.2 million loss related to standard pre-issuance U.S. Treasury interest rate hedges ("Treasury Locks") and bridge facility costs of $13.0 million, as further described in Note 6, "Other Income and Expense" and Note 17, "Derivative Instruments and Hedging Activities", as well as expense of $8.6 million related to the fair value adjustment to Acquisition date inventory that was recorded in the post-Acquisition consolidated statements of operations. The adjustments recorded in the first half of 2013 upon finalizing purchase accounting, as further described below, did not result in an adjustment to our previously presented pro forma information. These adjustments do not reflect changes in fair value of the embedded conversion feature or foreign exchange movements of the convertible note issued to the Seller as part of the Acquisition. This unaudited pro forma financial information is not intended to reflect the performance which would have actually resulted had the Acquisition been effected on the dates indicated. Further, the unaudited pro forma results of operations are not necessarily indicative of the results of operations that may be obtained in the future.
 
For the years ended
 
December 29, 2012(1)
 
December 31, 2011
 
(In millions)
Net sales
$
4,257.0

 
$
4,455.7

Income from continuing operations before income taxes
$
720.8

 
$
850.0

Net income attributable to MCBC
$
559.0

 
$
762.5

Net income per common share attributable to MCBC:
 
 
 
         Basic
$
3.09

 
$
4.12

         Diluted
$
3.08

 
$
4.09

(1)
The year ended December 29, 2012, includes actual results of Central Europe for the period from the Acquisition date of June 15, 2012.
Fair Value of the Purchase Price
The following table summarizes the purchase price, inclusive of pre-existing debt assumed and subsequently repaid, to acquire StarBev:
 
Fair Value
 
(In millions)
Cash consideration to Seller
$
1,816.0

Fair value of convertible note issued to Seller(1)
645.9

Senior debt facilities with third-party creditor(2)
585.0

Total consideration
$
3,046.9

Cash, net of bank overdraft acquired(3)
$
(42.3
)
Subordinated deferred payment obligation ("SDPO") with third-party creditors(4)
423.4

Total purchase price, inclusive of pre-existing debt assumed and subsequently repaid
$
3,428.0

(1)
We issued a €500 million Zero Coupon Senior Unsecured Convertible Note due 2013 to the Seller upon close of the Acquisition. See Note 13, "Debt" for further discussion.
(2)
According to our agreement with the Seller and in accordance with the terms of the senior debt facility agreement, upon the closing of the Acquisition, we immediately repaid pre-existing StarBev third-party debt including accrued interest.
(3)
Consists of $143.6 million of cash acquired and $101.3 million of bank overdrafts assumed as part of Central Europe's cash pool arrangement and repaid during the third quarter of 2012.
(4)
We assumed the pre-existing StarBev $423.4 million SDPO payable to third-party creditors, which we subsequently repaid on June 29, 2012, in accordance with the terms of the SDPO agreement. The SDPO was held by private investors and accrued interest at 11%. The settlement of the SDPO was not required by our agreement with the Seller.
The following table represents the classifications of the cash flows used, which are included within our consolidated statement of cash flows for the year ended December 29, 2012:
 
(In millions)
Operating activities(1)
$
1.4

Investing activities(2)
2,257.4

Financing activities(1)
424.3

Total cash used
$
2,683.1

Non-cash(3)
$
645.9

(1)
Includes the SDPO discussed above, which was assumed in the Acquisition and was subsequently repaid on June 29, 2012, for $425.7 million including the $1.4 million of interest incurred subsequent to the close of the Acquisition noted as "Operating activities" in the table above.
(2)
Includes $1,816.0 million of cash consideration to the Seller for shares acquired and release of StarBev's pre-existing obligations to the Seller. Also, included is $585.0 million of pre-existing third-party debt immediately repaid in accordance with our agreement with the Seller and the terms of the senior debt facility agreement. This amount is presented net of cash acquired of $143.6 million.
(3)
Reflects the $645.9 million fair value of the €500 million Zero Coupon Senior Unsecured Convertible Note issued to the Seller upon close of the Acquisition. See Note 13, "Debt" for further discussion.
Allocation of Consideration Transferred
The following table represents the finalized allocation of the total consideration to the identifiable net assets, fair value of the noncontrolling interest, and resulting residual goodwill as of June 15, 2012. These allocated amounts were updated for immaterial changes in the first half of 2013 and are now finalized. During the second quarter of 2013 we recorded liabilities in several Central European countries primarily related to local country regulatory matters associated with pre-acquisition periods. Some of these items, if materialized, are subject to various claims with the previous owners of the Central Europe business. We also made adjustments to the brand intangible assets, and related deferred tax impacts, as we completed our brand intangible asset valuation in the second quarter of 2013.
 
Fair Value
 
(In millions)
Cash and cash equivalents
$
143.6

Current assets(1)
263.5

Properties
571.7

Other intangibles(2)
2,481.0

Other assets
36.7

Total assets acquired
$
3,496.5

Current liabilities(3)
849.0

Non-current liabilities(4)
456.1

Total liabilities assumed
$
1,305.1

Total identifiable net assets
$
2,191.4

Noncontrolling interest measured at fair value
40.6

Goodwill(5)
896.1

Total consideration
$
3,046.9

(1)
Includes trade receivables of $167.5 million and inventory of $57.3 million.
(2)
Includes the fair values of $145.6 million for brand intangibles with a 30 year useful life, $2,323.4 million for brand intangibles with an indefinite-life and a fair value of a favorable supply contract and other intangibles of $12.0 million with a 1.5 year useful life. See Note 12, "Goodwill and Intangible Assets" for further discussion of changes to intangible assets resulting from our annual goodwill and indefinite-lived intangible testing in the third quarter of 2013.
(3)
Includes the $423.4 million SDPO assumed, which was subsequently repaid for $425.7 million on June 29, 2012.
(4)
Includes $404.0 million of deferred tax liabilities.
(5)
The goodwill resulting from the Acquisition is primarily attributable to Central Europe's licensed brand brewing, distribution and import business, anticipated synergies and the assembled workforce. We assigned the majority of the goodwill to our Europe reporting unit with a portion allocated to the Canada reporting unit resulting from synergies. The goodwill is not deductible for tax purposes. See Note 12, "Goodwill and Intangible Assets" for further discussion.
Segment Reporting
Segment Reporting
Segment Reporting
Our reporting segments are based on the key geographic regions in which we operate, which are the basis on which our chief operating decision maker evaluates the performance of the business.
Reporting Segments
Canada
The Canada segment consists of our production, marketing and sales of the Molson brand family, Coors Light, Coors Banquet, Rickard's, Carling, and other owned and licensed brands in Canada. Also included in the Canada segment is MMI, our joint venture with Grupo Modelo S.A.B. de C.V. ("Modelo"), established to import, distribute, and market the Modelo beer brand portfolio across all Canadian provinces and territories. MMI is accounted for under the equity method. In November 2013, Anheuser-Busch InBev ("ABI") and MCBC entered into an agreement providing for the accelerated termination of the MMI joint venture. See Note 5, "Investments" for further discussion. In addition, the Canada segment includes BRI, our joint venture arrangement related to the distribution and retail sale of beer in Ontario, and BDL, our joint venture arrangement related to the distribution of beer in the western provinces. Both BRI and BDL are accounted for as equity method investments.
We have an agreement with Heineken N.V. ("Heineken") that grants us the right to import, market, distribute and sell Heineken products and with SABMiller plc ("SABMiller") that grants us the right to brew or import, market, distribute and sell several SABMiller brands. We also contract brew and package Labatt Blue and Asahi brands for the U.S. market.
United States (U.S.)
The U.S. segment consists of our interest, and results from our interest, in MillerCoors, our joint venture with SABMiller for all U.S. operations. MillerCoors produces, markets, and sells beer brands in the U.S. and Puerto Rico. Its major brands include Coors Light, Miller Lite, Miller High Life, Keystone Light, Blue Moon, Leinenkugel's, Coors Banquet and Miller Genuine Draft. Our interest in MillerCoors is accounted for under the equity method of accounting. See Note 5, "Investments" for further discussion.
Europe
The Europe segment consists of our production, marketing and sales of our brands, including Carling, Ozujsko, Jelen, Staropramen, Coors Light, Kamenitza, Niksicko, Bergenbier, Branik, Worthington's, Sharp's Doom Bar, Borsodi, Ostravar, Noroc, Astika, Apatinsko and Blue Moon, as well as a number of smaller regional ale brands in the U.K., Ireland and Central Europe. The European business has licensing agreements with various other brewers through which it also brews or distributes the Stella Artois, Hoegaarden, Leffe, Beck's, Lowenbrau, Spaten, Löwenweisse and Belle-Vue Kriek brands in certain Central European countries; our consolidated joint venture arrangements to produce, import and distribute the Grolsch and Cobra brands in the U.K. and the Republic of Ireland; and factored brand sales (beverage brands owned by other companies, but sold and delivered to retail by MCBC) in the U.K. Additionally, our previous joint venture arrangement with DHL ("Tradeteam") provided for the distribution of products throughout the U.K. and was accounted for under the equity method of accounting. In December 2013, we terminated our existing distribution agreements with Tradeteam and concurrently entered into new agreements for the continued distribution of our products in the U.K. through 2023. Subsequent to the execution of the new distribution agreements, we executed a sale and purchase agreement for the termination of the joint venture and sale of our interest in Tradeteam to DHL. See Note 5, "Investments" for further discussion. We also distribute the Modelo brands, including Corona, in the U.K. pursuant to a distribution agreement with Modelo and we contract manufacture for Heineken U.K. and Carlsberg U.K. In conjunction with negotiations in November 2013 with ABI around our Modelo distribution agreements, we agreed with ABI to continue to represent the Modelo brands in the U.K. through the end of 2014. See Note 5, "Investments" for further discussion. Additionally, in December 2013, we entered into an agreement with Heineken to early terminate the contract brewing arrangement, whereby we produce and package Heineken products. As a result of the termination, Heineken has agreed to pay us an aggregate early termination payment of GBP 13 million during and through the end of the transition period, concluding on April 30, 2015.
Molson Coors International (MCI)
The objective of MCI is to grow and expand our business and brand portfolio in markets, including emerging markets, outside the U.S., Canada, U.K. and Central Europe, comprising our standalone businesses in India (consisting of the Molson Coors Cobra India joint venture), Japan and China; our export business, which is expanding the reach of our international brands, in Latin America, the Caribbean, Western Europe, and Australia; and our license business, which builds long term licensing partnerships with leading global brewers to market and grow our international brands in markets which typically have a greater barrier to entry, in Ukraine, Russia, Mexico and Spain. In addition to Staropramen, Coors Light, Carling, Cobra, Blue Moon and Corona, brands unique to these international markets include Zima, Iceberg 9000, King Cobra, Coors, Coors Gold, and Coors Extra. Beginning July 1, 2012, our Central Europe export and license business is being reported in our MCI segment.
Corporate
Corporate is not a segment and includes interest and certain other general and administrative costs that are not allocated to any of the operating segments. The majority of these corporate costs relate to worldwide administrative functions, such as corporate affairs, legal, human resources, finance and accounting, treasury, tax, internal audit, insurance and risk management. Additionally, the results of our water resources and energy operations in the state of Colorado are included in Corporate. Corporate also includes certain royalty income and administrative costs related to the management of intellectual property.
Summarized Financial Information
No single customer accounted for more than 10% of our consolidated or segmented sales in 2013, 2012 or 2011. Net sales represent sales to third-party external customers. Inter-segment sales and income (loss) from continuing operations before income taxes, other than sales to MillerCoors, are insignificant and eliminated in consolidation.
The following tables represent consolidated net sales, consolidated interest expense, consolidated interest income, and reconciliations of amount shown as income (loss) from continuing operations before income taxes to income (loss) from continuing operations attributable to MCBC:
 
Year ended December 31, 2013
 
Canada
 
U.S.
 
Europe(1)
 
MCI
 
Corporate
 
Eliminations(2)
 
Consolidated
 
(In millions)
Net sales
$
1,943.8

 
$

 
$
2,128.3

 
$
137.6

 
$
1.2

 
$
(4.8
)
 
$
4,206.1

Interest expense

 

 

 

 
(183.8
)
 

 
(183.8
)
Interest income

 

 
4.9

 

 
8.8

 

 
13.7

Income (loss) from continuing operations before income taxes
$
363.3

 
$
539.0

 
$
34.3

 
$
(11.8
)
 
$
(270.3
)
 
$

 
$
654.5

Income tax benefit (expense)
 

 
 

 
 

 
 

 
 
 
 
 
(84.0
)
Net income (loss) from continuing operations
 

 
 

 
 

 
 

 
 
 
 
 
570.5

Less: Net (income) loss attributable to noncontrolling interests
 

 
 

 
 

 
 

 
 
 
 
 
(5.2
)
Net income (loss) from continuing operations attributable to MCBC
 

 
 

 
 

 
 

 
 
 
 
 
$
565.3


(1)
Income from continuing operations for the fiscal year ended December 31, 2013 includes a $150.9 million non-cash impairment charge related to two indefinite-lived brand intangibles assumed in the Acquisition. See Note 12, "Goodwill and Intangible Assets" for further discussion.
(2)
Represents inter-segment sales from the Europe segment to the MCI segment.


 
Year ended December 29, 2012
 
Canada
 
U.S.
 
Europe(1)
 
MCI
 
Corporate
 
Eliminations(2)
 
Consolidated
 
(In millions)
Net sales
$
2,036.8

 
$

 
$
1,747.5

 
$
147.0

 
$
1.2

 
$
(16.0
)
 
$
3,916.5

Interest expense

 

 

 

 
(196.3
)
 

 
(196.3
)
Interest income

 

 
5.7

 

 
5.6

 

 
11.3

Income (loss) from continuing operations before income taxes
$
423.0

 
$
510.9

 
$
136.2

 
$
(72.1
)
 
$
(405.9
)
 
$

 
$
592.1

Income tax benefit (expense)
 

 
 

 
 

 
 

 
 
 
 
 
(154.5
)
Net income (loss) from continuing operations
 

 
 

 
 

 
 

 
 
 
 
 
437.6

Less: Net (income) loss attributable to noncontrolling interests
 

 
 

 
 

 
 

 
 
 
 
 
3.9

Net income (loss) from continuing operations attributable to MCBC
 

 
 

 
 

 
 

 
 
 
 
 
$
441.5

(1)
Includes results from our Central Europe operations from the Acquisition date of June 15, 2012.
(2)
Represents inter-segment sales from the Europe segment to the MCI segment.
 
 
Year ended December 31, 2011
 
Canada
 
U.S.
 
Europe(1)
 
MCI
 
Corporate
 
Eliminations(2)
 
Consolidated
 
(In millions)
Net sales
$
2,067.3

 
$

 
$
1,333.5

 
$
122.6

 
$
1.3

 
(9.0
)
 
$
3,515.7

Interest expense

 

 

 

 
(118.7
)
 

 
(118.7
)
Interest income

 

 
6.3

 

 
4.4

 

 
10.7

Income (loss) from continuing operations before income taxes
$
474.9

 
$
457.9

 
$
99.3

 
$
(33.3
)
 
$
(224.6
)
 

 
$
774.2

Income tax benefit (expense)
 

 
 

 
 

 
 

 
 
 
 
 
(99.4
)
Net income (loss) from continuing operations
 

 
 

 
 

 
 

 
 
 
 
 
674.8

Less: Net (income) loss attributable to noncontrolling interests
 

 
 

 
 

 
 

 
 
 
 
 
(0.8
)
Net income (loss) from continuing operations attributable to MCBC
 

 
 

 
 

 
 

 
 
 
 
 
$
674.0

(1)
Europe amounts reflect results from our U.K. operations only, as our Central Europe business was acquired in 2012.
(2)
Represents inter-segment sales from the Europe segment to the MCI segment.
The following table presents total assets by segment:
 
As of
 
December 31, 2013
 
December 29, 2012
 
(In millions)
Canada
$
6,103.2

 
$
6,547.1

U.S.
2,506.5

 
2,431.8

Europe
6,547.7

 
6,742.4

MCI
83.3

 
92.0

Corporate
339.4

 
398.9

Consolidated total assets
$
15,580.1

 
$
16,212.2


The following table presents select cash flow information by segment:
 
For the years ended
 
December 31, 2013
 
December 29, 2012
 
December 31, 2011
 
 
 
(In millions)
 
 
Depreciation and amortization(1):
 
 
 
 
 
Canada
$
122.8

 
$
128.2

 
$
125.0

Europe
185.0

 
131.6

 
75.6

MCI
2.9

 
3.4

 
3.2

Corporate
9.8

 
9.5

 
13.3

Consolidated depreciation and amortization
$
320.5

 
$
272.7

 
$
217.1

Capital expenditures(2):
 
 
 
 
 
Canada
$
75.7

 
$
98.8

 
$
138.8

Europe
204.6

 
110.7

 
80.3

MCI
1.6

 
5.8

 
12.4

Corporate
12.0

 
7.0

 
3.9

Consolidated capital expenditures
$
293.9

 
$
222.3

 
$
235.4

(1)
Depreciation and amortization amounts do not reflect amortization of bond discounts, fees, or other debt-related items.
(2)
Capital expenditures increased in 2013 due to including the results of our Central Europe operations for a full year. Capital expenditures decreased in 2012 as the impact of including the results of our Central Europe operations was more than offset by the decrease due to cycling the 2011 Canada capital spending on the high-speed can line in our Montréal brewery.
The following table presents net sales by geography, based on the location of the customer:
 
For the years ended
 
December 31, 2013
 
December 29, 2012
 
December 31, 2011
 
(In millions)
Net sales to unaffiliated customers:
 
 
 
 
 
Canada
$
1,839.8

 
$
1,930.7

 
$
1,987.4

United States and its territories
105.2

 
107.3

 
81.3

United Kingdom
1,261.6

 
1,218.4

 
1,313.9

Other foreign countries(1)
999.5

 
660.1

 
133.1

Consolidated net sales
$
4,206.1

 
$
3,916.5

 
$
3,515.7

(1)
Reflects net sales from the individual countries within our Central European operations (included in our Europe segment), as well as our MCI segment, for which no individual country has total net sales exceeding 10% of the total consolidated net sales.
The following table presents net properties by geographic location:
 
As of
 
December 31, 2013
 
December 29, 2012
 
(In millions)
Net properties:
 
 
 
Canada
$
814.8

 
$
893.8

United States and its territories
38.6

 
33.1

United Kingdom
503.4

 
474.7

Other foreign countries(1)
613.3

 
594.3

Consolidated net properties
$
1,970.1

 
$
1,995.9

(1)
Reflects net properties within the individual countries included in our Central European operations (included in our Europe segment), as well as our MCI segment, for which no individual country has total net properties exceeding 10% of the total consolidated net properties.
Investments
Investments
Investments
Our investments include both equity method and consolidated investments. Those entities identified as VIEs have been evaluated to determine whether we are the primary beneficiary. The VIEs included under "Consolidated VIEs" below are those for which we have concluded that we are the primary beneficiary and accordingly, consolidate these entities. None of our consolidated VIEs held debt as of December 31, 2013, or December 29, 2012. We have not provided any financial support to any of our VIEs during the fiscal year 2013 that we were not previously contractually obligated to provide. Amounts due to and due from our equity method investments are recorded as affiliate accounts payable and affiliate accounts receivable.
Authoritative guidance related to the consolidation of VIEs requires that we continually reassess whether we are the primary beneficiary of VIEs in which we have an interest. As such, the conclusion regarding the primary beneficiary status is subject to change and we continually evaluate circumstances that could require consolidation or deconsolidation. As of December 31, 2013, and December 29, 2012, our consolidated VIEs are Cobra Beer Partnership, Ltd. ("Cobra U.K.") and Grolsch and our unconsolidated VIEs are BRI, BDL and MMI. See further discussion below.
Equity Investments
Investment in MillerCoors
MillerCoors has a Board of Directors consisting of five MCBC appointed and five SABMiller appointed directors. The percentage interests in the profits of MillerCoors are 58% for SABMiller and 42% for MCBC, and voting interests are shared 50% - 50%. Each party to the MillerCoors joint venture agreed not to transfer its economic or voting interests in the joint venture for a period of five years from July 1, 2008. With the expiration of the restriction in 2013, both parties to the joint venture are now able to transfer their economic and voting interest, however, certain rights of first refusal will apply to any assignment of such interests. Our interest in MillerCoors is accounted for under the equity method of accounting.
Summarized financial information for MillerCoors is as follows:
Condensed Balance Sheets
 
As of
 
December 31, 2013
 
December 31, 2012
 
(In millions)
Current assets
$
798.4

 
$
841.4

Non-current assets
8,989.3

 
8,949.9

Total assets
$
9,787.7

 
$
9,791.3

Current liabilities
$
950.1

 
$
958.5

Non-current liabilities
1,346.2

 
1,537.5

Total liabilities
2,296.3

 
2,496.0

Noncontrolling interests
20.7

 
28.4

Owners' equity
7,470.7

 
7,266.9

Total liabilities and equity
$
9,787.7

 
$
9,791.3

The following represents our proportional share in MillerCoors' equity:
 
As of
 
December 31, 2013
 
December 31, 2012
 
(In millions, except percentages)
MillerCoors owners' equity
$
7,470.7

 
$
7,266.9

MCBC economic interest
42
%
 
42
%
MCBC proportionate share in MillerCoors' equity
3,137.7

 
3,052.1

Difference between MCBC contributed cost basis and proportional share of the underlying equity in net assets of MillerCoors(1)
(666.2
)
 
(670.8
)
Accounting policy elections
35.0

 
35.0

Timing differences of cash contributions and distributions as a result of different fiscal periods

 
15.5

Investment in MillerCoors
$
2,506.5

 
$
2,431.8

(1)
Our net investment in MillerCoors is based on the carrying values of the net assets contributed to the joint venture which is less than our proportional share of underlying equity (42%) of MillerCoors (contributed by both Coors Brewing Company ("CBC") and Miller Brewing Company ("Miller")). This basis difference, with the exception of certain non-amortizing items (goodwill, land, etc.), is being amortized as additional equity income over the remaining useful lives of the contributed long-lived amortizing assets.
Results of Operations
 
For the years ended
 
December 31, 2013
 
December 31, 2012
 
December 31, 2011
 
(In millions)
Net sales
$
7,800.8

 
$
7,761.1

 
$
7,550.2

Cost of goods sold
(4,723.7
)
 
(4,689.7
)
 
(4,647.9
)
Gross profit
$
3,077.1

 
$
3,071.4

 
$
2,902.3

Operating income(1)
$
1,287.4

 
$
1,211.1

 
$
1,020.3

Net income attributable to MillerCoors(1)
$
1,270.5

 
$
1,190.9

 
$
1,003.8

(1)
Fiscal year 2013 includes special charges related to restructuring activities and asset write-offs of $17.2 million and $2.6 million, respectively. Fiscal year 2012 includes special charges of $31.8 million primarily due to the write-down of assets related to discontinuing the production of the Home Draft package in the U.S. and the write-down of information systems assets related to a business transformation project. Fiscal year 2011 includes special charges of $60.0 million for a write-down in the value of the Sparks brand and a $50.9 million charge resulting from the planned assumption of the Milwaukee Brewery Worker's Pension Plan, an under-funded multi-employer pension plan, as well as charges related to consulting, relocation and other integration costs.
The following represents our proportional share in MillerCoors' net income, reported under the equity method:
 
For the years ended
 
December 31, 2013
 
December 31, 2012
 
December 31, 2011
 
(In millions, except percentages)
Net income attributable to MillerCoors
$
1,270.5

 
$
1,190.9

 
$
1,003.8

MCBC economic interest
42
%
 
42
%
 
42
%
MCBC proportionate share of MillerCoors net income
533.6

 
500.2

 
421.6

Amortization of the difference between MCBC contributed cost basis and proportional share of the underlying equity in net assets of MillerCoors
4.6

 
4.9

 
35.4

Share-based compensation adjustment(1)
0.8

 
5.8

 
0.9

Equity income in MillerCoors
$
539.0

 
$
510.9

 
$
457.9


(1)
The net adjustment is to record all share-based compensation associated with pre-existing equity awards to be settled in Class B common stock held by former employees now employed by MillerCoors and to eliminate all share-based compensation impacts related to pre-existing SABMiller equity awards held by former Miller employees now employed by MillerCoors. As of the end of the second quarter of 2011, the share-based awards granted to former CBC employees now employed by MillerCoors became fully vested. As such, no further adjustments will be recorded related to these awards. We are still recording adjustments to eliminate the impacts related to the pre-existing SABMiller equity awards, which represent the amounts recorded in 2013 and 2012.
The following table summarizes our transactions with MillerCoors:
 
For the years ended
 
December 31, 2013
 
December 29, 2012
 
December 31, 2011
 
(In millions)
Beer sales to MillerCoors
$
16.6

 
$
18.9

 
$
28.2

Beer purchases from MillerCoors
$
19.2

 
$
13.1

 
$
11.5

Service agreement costs and other charges to MillerCoors
$
2.5

 
$
3.7

 
$
6.0

Service agreement costs and other charges from MillerCoors
$
1.1

 
$
1.2

 
$
1.3


As of December 31, 2013, and December 29, 2012, we had $4.4 million and $0.8 million net payables due to MillerCoors, respectively.
We assigned the United States and Puerto Rican rights to the legacy Coors brands, including Coors Light, Coors Banquet, Keystone Light and the Blue Moon brands, to MillerCoors. We retained all ownership rights of these brands outside of the United States and Puerto Rico. In addition, we retained numerous water rights in Colorado. We lease these water rights to MillerCoors at no cost for use at its Golden, Colorado brewery.
There were no undistributed earnings in MillerCoors as of December 31, 2013, or December 29, 2012.
Other Equity Investments
Brewers' Retail Inc.
BRI, a VIE, is a beer distribution and retail network for the Ontario region of Canada, owned by MCBC, ABI and Sleeman. BRI charges its owners administrative fees that are designed so the entity operates at break-even profit levels. This administrative fee is based on costs incurred, net of other revenues earned, and is allocated in accordance with the operating agreement to its owners based on volume of products. Contractual provisions cause our interests to fluctuate based on this calculated market share requiring frequent primary beneficiary evaluations. However, based on the existing structure, control is shared, and remains shared through changes in interest, and therefore we do not anticipate becoming the primary beneficiary in the foreseeable future.
We have an obligation to proportionately fund BRI's operations. As a result of this obligation, we continue to record our proportional share of BRI's net income or loss and OCI activity, including when we have a negative equity method balance. As of December 31, 2013, we had an equity method investment balance of $13.6 million and as of December 29, 2012, we had a negative equity method balance of $41.9 million. The increase to our net investment balance was primarily driven by a decrease to BRI's employee retirement plan obligations (resulting from the annual actuarial valuation) positively impacting the net assets of BRI. Administrative fees under the agreement with BRI were approximately $118.1 million, $124.3 million and $99.5 million for fiscal years 2013, 2012 and 2011, respectively, recorded in cost of goods sold. As of December 31, 2013, and December 29, 2012, we had net receivables of $29.1 million and $37.9 million due from BRI related to trade receivables for sales to external customers and costs incurred by BRI offset by administrative fees charged and paid by MCBC (which may be in a payable or receivable position depending on the amount under or over charged), respectively.
Brewers' Distributor Ltd.
BDL, a VIE, is a distribution operation owned by MCBC and ABI and pursuant to an operating agreement, acts as an agent for the distribution of their products in the western provinces of Canada. The two owners share 50% - 50% voting control of this business.
BDL charges the owners administrative fees that are designed so the entity operates at break-even profit levels. This administrative fee is based on costs incurred, net of other revenues earned, and is allocated in accordance with the operating agreement to the owners based on volume of products. No other parties are allowed to sell beer through BDL, which does not take legal title to the beer distributed for the owners. As of December 31, 2013, and December 29, 2012, our investment in BDL was $15.4 million and $8.4 million, respectively. The increase in our investment was primarily related to a decrease in BDL's employee retirement plan obligation (resulting from the annual actuarial valuation) positively impacting the net assets of BDL. Administrative fees under the contract were approximately $59.6 million, $61.9 million, and $41.6 million for the fiscal years 2013, 2012 and 2011, respectively, recorded in cost of goods sold. As of December 31, 2013, we had net payables of $3.5 million to BDL and as of December 29, 2012, we had net receivables of $9.1 million due from BDL, related to trade receivables for sales to external customers and costs incurred by BDL offset by administrative fees charged and paid by MCBC (which may be in a payable or receivable position depending on the amount under or over charged).
Modelo Molson Imports, L.P.
MMI, a 50% - 50% joint venture with Grupo Modelo S.A.B. de C.V. ("Modelo"), imports, distributes, and markets the Modelo beer brand portfolio across all Canadian provinces and territories. Our sales team is responsible for selling the brands across Canada on behalf of the joint venture. We account for MMI, a VIE, under the equity method of accounting.
On November 5, 2013, ABI and MCBC entered into an agreement providing for the accelerated termination of the MMI joint venture. The joint venture was originally a 10 year agreement ending January 1, 2018. In June 2013, ABI completed its combination with Modelo, including Modelo’s interest in MMI. Following negotiations with ABI, MCC shall receive a CAD 70 million payment in exchange for the consent to change, effective upon closing and the successful completion of the transition period, the termination date in the various joint venture agreements from January 1, 2018, to end of day on February 28, 2014. Similarly, in conjunction with these negotiations, ABI has also agreed that we will continue to represent the Modelo brands in the U.K. and Japan through the end of 2014.
During the transition period, from November 5, 2013, through February 28, 2014, MMI will continue, in its current capacity, to import, distribute, and market the Modelo beer brand portfolio across Canada in the ordinary course. Following the transition period, Modelo will pay MCC the CAD 70 million early termination payment accelerating the termination of the joint venture to end of day on February 28, 2014. As a result, effective end of day on February 28, 2014, MMI will cease all operations and will ultimately be dissolved. As part of the early termination agreement, the book value of the joint venture’s net assets will then be distributed to the respective joint venture partners for the owners’ proportionate ownership interest. As of December 31, 2013, our consolidated balance sheet includes our investment in MMI of $21.2 million, an affiliate net payable to MMI of $13.8 million and a definite-lived intangible asset of $5.4 million. During the fiscal years ended 2013, 2012, and 2011, MCC recognized equity earnings of $11.7 million, $12.0 million and $15.4 million, respectively, under the MMI arrangement recorded within cost of goods sold. In addition to the equity earnings, during the fiscal years ended 2013, 2012 and 2011, MCC recognized fixed and variable marketing and administrative cost recoveries related to the promotion, sale and distribution of Modelo products under our agency and services agreement with MMI of $11.3 million, $12.5 million and $11.3 million, respectively. These cost recoveries are recorded within marketing, general and administrative expenses.
Upon completion of the transition period and receipt of the CAD 70 million early termination payment, the termination will be effective, which is expected to occur at the end of the day on February 28, 2014. At termination, we expect to recognize the termination fee income of CAD 70 million, net of the remaining carrying value of the definite-lived intangible asset, within special items.  Subsequently, upon distribution of our proportionate share of the net assets of the joint venture, we will derecognize our equity investment within other non-current assets and recognize a gain (loss), if any, within special items resulting from the excess (deficit) of the total proceeds, consisting of our proportionate ownership interest in the book value of the joint venture’s assets, over our equity investment and joint venture related net asset balances upon final distribution.
Our other equity method investments are not considered significant for disclosure of financial information on either an individual or aggregated basis and there were no significant undistributed earnings as of December 31, 2013, or December 29, 2012, for any of these companies.
Consolidated VIEs
Grolsch
Grolsch is a joint venture between us and Royal Grolsch N.V. (a member of the SABMiller group) in which we hold a 49% interest. The Grolsch joint venture markets Grolsch brands in the U.K. and the Republic of Ireland. The majority of the Grolsch brands are produced by us under a contract brewing arrangement with the joint venture. MCBC and Royal Grolsch N.V. sell beer to the joint venture, which sells the beer back to MCBC (for onward sale to customers) for a price equal to what it paid, plus a marketing and overhead charge and a profit margin. Grolsch is a taxable entity in Europe. Accordingly, income tax expense in our consolidated statements of operations includes taxes related to the entire income of the joint venture. We consolidate the results and financial position of Grolsch and it is reported within our Europe operating segment.
Cobra Beer Partnership, Ltd
We hold a 50.1% interest in Cobra U.K., which owns the worldwide rights to the Cobra beer brand (with the exception of the Indian sub-continent, owned by Cobra India). The noncontrolling interest is held by the founder of the Cobra beer brand. We consolidate the results and financial position of Cobra U.K., and it is reported within our Europe operating segment.
The following summarizes the assets and liabilities of our consolidated VIEs (including noncontrolling interests).
 
As of
 
December 31, 2013
 
December 29, 2012
 
Total Assets
 
Total Liabilities
 
Total Assets
 
Total Liabilities
 
(In millions)
Grolsch
$
5.6

 
$
1.7

 
$
10.0

 
$
5.6

Cobra U.K.
$
36.5

 
$
1.9

 
$
33.2

 
$
3.3


Sale of Investments
Tradeteam Ltd.
On December 23, 2013, we early terminated our existing distribution agreements with Tradeteam, our joint venture with DHL, and varied or terminated certain other agreements with Tradeteam and DHL, which had collectively provided Tradeteam the exclusive rights to provide our transportation and logistics services in the U.K. We made an early termination payment of approximately $40 million upon exiting and varying these agreements. Concurrently, we entered into new distribution agreements with Tradeteam resulting in future distribution cost savings achieved through market competitive pricing and improved payment terms through the agreements' new 10 year term.
Subsequently, on December 30, 2013, we executed a sale and purchase agreement for the termination of the joint venture and sale of our 49.9% interest in Tradeteam to DHL for proceeds of $29.5 million. The finalized purchase price is subject to certain working capital adjustments, which are expected to be finalized in the first quarter of 2014 and are anticipated to be immaterial.
As a result of the continuing involvement with Tradeteam following the termination and sale through the new distribution agreements, $19.8 million is considered an upfront payment for the benefits to be provided under the new agreement. As a result of the effective modification to our agreements we have concluded that the upfront payment should be recorded as an asset and amortized over the 10 year term of the new distribution agreements. The remaining net proceeds of $9.7 million were used in determining the loss on sale of the investment based on its carrying value at sale, resulting in a loss of $13.2 million recognized as a special item.
The financial commitments on early termination of the new secondary distribution agreement are to essentially assume and settle liabilities related to the various assets and infrastructure required to deliver the service to us, and to compensate Tradeteam, depending on the circumstances of such early termination. These early termination commitments decline over the term of the new agreement, and are calculable by reference to the circumstances of termination. Services provided under the Tradeteam contract were approximately $126.9 million, $128.5 million, and $130.7 million for the fiscal years ended 2013, 2012 and 2011, respectively, and are included in cost of goods sold. As of December 31, 2013, and December 29, 2012, we had $18.5 million and $14.6 million, respectively, due to Tradeteam for services provided. Additionally, as of December 29, 2012, our consolidated balance sheet includes our investment in Tradeteam of $17.7 million. During the fiscal years ended 2013, 2012 and 2011, we recognized equity earnings from our Tradeteam investment of $4.6 million, $6.0 million and $6.4 million, respectively, which are recorded within cost of goods sold.
MC Si'hai
Since its inception, the performance of the MC Si'hai joint venture did not meet our expectations due to delays in executing its business plans as well as significant difficulties in working with our business partner. Through the on-going arbitration process, which began in 2012 as discussed below, we began discussions with the joint venture partner and concluded upon a price that we would accept to exit the relationship through the sale of our interest in the joint venture. As a result, in December 2013, we sold our interest in the joint venture and, upon finalizing the sale, we recognized a gain of $6.0 million, recorded as a special item. The gain consists of the non-cash release of the $5.4 million liability remaining upon deconsolidation in 2012, as further discussed below, as well as $0.6 million of proceeds received upon closing of the sale. We also recognized legal and related fees in relation to the sale of $1.2 million during 2013.
In 2012, we recorded impairment charges related to the goodwill and definite-lived intangible assets in the joint venture, as well as concluded that we had lost our ability to exercise control of the joint venture which led to the deconsolidation of the joint venture. Specifically, due to the ongoing operational challenges of the joint venture, coupled with the impact of increased competitive pressures in China, we evaluated and subsequently impaired the full amount of the goodwill and definite-lived brand and distribution rights intangible assets recorded in relation to the joint venture. As a result, we recognized charges recorded as special items of $9.5 million and $0.9 million related to the goodwill and intangible asset impairments, respectively. Further, following the impairment, a number of events occurred that caused us to re-assess the consolidation of the joint venture. Specifically, due to the actions of our joint venture partner, we entered into arbitration for the termination and proposed liquidation of the joint venture. This resulted in a loss of our ability to exercise legal or operational control over the joint venture in accordance with the terms of the joint venture agreement. As a result, we deconsolidated the joint venture during the third quarter of 2012. Upon deconsolidation, the fair value of the remaining investment was a liability of $5.4 million representing our share of the joint venture's liabilities at termination of the joint venture, resulting in an impairment loss of $27.6 million recorded as a special item in the third quarter of 2012.
Other Income and Expense
Other Income and Expense
Other Income and Expense
The table below summarizes other income and expense:
 
For the years ended
 
December 31, 2013
 
December 29, 2012
 
December 31, 2011
 
(In millions)
Gain on sale of non-operating assets(1)
$
23.5

 
$
5.2

 
$
1.0

Bridge facility fees(2)

 
(13.0
)
 

Euro currency purchase loss(3)

 
(57.9
)
 

Gain from Foster's swap and related financial instruments(4)

 

 
0.8

Gain (loss) from other foreign exchange and derivative activity(5)
(7.8
)
 
(25.2
)
 
(6.9
)
Loss related to the change in designation of cross currency swaps(6)

 

 
(6.7
)
Other, net
3.2

 
0.6

 
0.8

Other income (expense), net
$
18.9

 
$
(90.3
)
 
$
(11.0
)
(1)
In 1991, we became a limited partner in the Colorado Rockies Baseball Club, Ltd. ("the Partnership"), treated as a cost method investment. Effective November 8, 2013, we sold our 14.6% interest in the Partnership and recognized a gain of $22.3 million. We did not make any cash contributions in 2013, 2012 or 2011, and cash distributions, recognized within other income, from the Partnership were immaterial in 2013, 2012 and 2011.
Additionally, during the first quarter of 2013, we realized a $1.2 million gain for proceeds received related to a non-income-related tax settlement resulting from historical activity within our former investment in the Montreal Canadiens.
Included in this amount is a $5.2 million gain related to the sale of water rights in 2012. This also includes a related party gain of $1.0 million in 2011 related to sales of non-core real estate in Golden, Colorado to MillerCoors for $1.0 million. The selling price was based on a market appraisal by an independent third party.
(2)
We incurred costs in connection with the issuance and subsequent termination of the bridge loan agreement entered into concurrent with the announcement of the Acquisition during the second quarter of 2012. See Note 13, "Debt" for further discussion.
(3)
In connection with the Acquisition, we used the proceeds from our issuance of the $1.9 billion senior notes to purchase Euros in the second quarter of 2012. As a result of a negative foreign exchange movement between the Euro and USD prior to using these proceeds to fund the Acquisition, we realized a foreign exchange loss on our Euro cash holdings.
(4)
During 2010, we settled the majority of our Foster's Group Limited's ("Foster's") (ASX:FGL) total return swaps, which we used to gain an economic interest exposure to Foster's stock, and related option contracts, which we used to limit our exposure to future changes in Foster's stock price. The remaining total return swaps and related options matured in January of 2011.
(5)
Included in this amount are losses of $2.4 million and $23.8 million for 2013 and 2012, respectively, related to foreign currency movements on foreign-denominated financing instruments entered into in conjunction with the financing and the closing of the Acquisition. Additionally, we recorded a net loss of $4.9 million during 2013, related to foreign cash positions and foreign exchange contracts entered into to hedge our risk associated with the payment of this foreign-denominated debt. See Note 13, "Debt" and Note 17, "Derivative Instruments and Hedging Activities" for further discussion of financing and hedging activities related to the Acquisition. Additionally, we recorded losses of $0.5 million, $1.4 million and $6.9 million related to other foreign exchange and derivative activity during 2013, 2012 and 2011, respectively.
(6)
See Note 17, "Derivative Instruments and Hedging Activities" under "Cross Currency Swaps" sub-heading for further discussion.

Income Tax
Income Tax
Income Tax
Our income (loss) from continuing operations before income taxes on which the provision for income taxes was computed is as follows:
 
For the years ended
 
December 31, 2013
 
December 29, 2012
 
December 31, 2011
 
(In millions)
Domestic
$
809.7

 
$
712.8

 
$
767.2

Foreign
(155.2
)
 
(120.7
)
 
7.0

Total
$
654.5

 
$
592.1

 
$
774.2


Income tax expense (benefit) includes the following current and deferred provisions:
 
For the years ended
 
December 31, 2013
 
December 29, 2012
 
December 31, 2011
 
(In millions)
Current:
 
 
 
 
 
Federal
$
39.1

 
$
45.5

 
$
29.8

State
11.8

 
8.3

 
5.7

Foreign
50.7

 
28.2

 
25.0

Total current tax expense (benefit)
$
101.6

 
$
82.0

 
$
60.5

Deferred:
 
 
 
 
 
Federal
$
59.6

 
$
47.9

 
$
58.8

State
5.1

 
6.3

 
2.1

Foreign
(82.3
)
 
18.3

 
(22.0
)
Total deferred tax expense (benefit)
$
(17.6
)
 
$
72.5

 
$
38.9

Total income tax expense (benefit) from continuing operations
$
84.0

 
$
154.5

 
$
99.4


The decrease in income tax expense in 2013 was primarily driven by the net foreign deferred tax benefits. These foreign deferred tax benefits largely resulted from the release of valuation allowances in Canada, as further discussed below, as well as decreases in deferred tax liabilities related to certain intangible assets that were impaired in 2013.
Our income tax expense varies from the amount expected by applying the statutory federal corporate tax rate to income as follows:
 
For the years ended
 
December 31, 2013
 
December 29, 2012
 
December 31, 2011
Statutory Federal income tax rate
35.0
 %
 
35.0
 %
 
35.0
 %
State income taxes, net of federal benefits
1.3
 %
 
1.4
 %
 
1.6
 %
Effect of foreign tax rates
(27.4
)%
 
(24.5
)%
 
(21.4
)%
Effect of foreign tax law and rate changes
0.5
 %
 
6.8
 %
 
(0.4
)%
Effect of unrecognized tax benefits
3.3
 %
 
(0.7
)%
 
(1.1
)%
Change in valuation allowance
(1.5
)%
 
6.0
 %
 
 %
Other, net
1.6
 %
 
2.1
 %
 
(0.9
)%
Effective tax rate
12.8
 %
 
26.1
 %
 
12.8
 %

Our fiscal year effective tax rate was approximately 13% in 2013, 26% in 2012 and 13% in 2011. Our effective tax rates were significantly lower than the federal statutory rate of 35% primarily due to the impact of lower effective income tax rates applicable to our foreign businesses and tax planning. In addition, as part of the Acquisition, the statutory tax rates in the countries of Central Europe, ranging from 9% to 20%, in which we began doing business drove the 2013 and 2012 change in the effect of foreign tax rates versus 2011. The 2012 foreign tax law and rate change impact, primarily relates to the increased statutory corporate income tax rate in Serbia from 10% to 15%, effective January 1, 2013 (enacted in 2012). As a result of the impact of the rate change on differences between the book basis and tax basis of intangible and other assets purchased in the Acquisition, we increased our deferred tax liability by $38.3 million in the fourth quarter of 2012. We recorded additional tax expense in 2012 due to increases in our valuation allowance related to capital loss carryforwards and operating losses in several of our jurisdictions. See further discussion below.
The table below summarizes our deferred tax assets and liabilities:
 
As of
 
December 31, 2013
 
December 29, 2012
 
(In millions)
Current deferred tax assets:
 
 
 
Compensation related obligations
$
1.2

 
$
2.9

Foreign exchange
29.3

 

Accrued liabilities and other
49.4

 
53.5

Tax loss carryforwards

 
6.1

Valuation allowance
(3.0
)
 
(20.2
)
Balance sheet reserves and accruals
2.4

 

Other

 
0.6

Total current deferred tax assets
$
79.3

 
$
42.9

Current deferred tax liabilities:
 
 
 
Partnership investments
160.9

 
151.6

Balance sheet reserves and accruals

 
4.5

Other
6.1

 
(0.1
)
Total current deferred tax liabilities
$
167.0

 
$
156.0

Net current deferred tax assets

 

Net current deferred tax liabilities
$
87.7

 
$
113.1


 
As of
 
December 31, 2013
 
December 29, 2012
 
(In millions)
Non-current deferred tax assets:
 
 
 
Compensation related obligations
$
8.7

 
$
13.3

Postretirement benefits
94.8

 
209.6

Foreign exchange losses
14.8

 
119.5

Convertible debt

 
0.4

Hedging

 
9.4

Tax credit carryforward
1.7

 

Tax loss carryforwards
154.7

 
110.9

Intercompany financing
8.4

 
8.4

Partnership investments
11.8

 
12.2

Accrued liabilities and other
5.5

 
19.3

Other(1)
16.6

 
19.6

Valuation allowance
(94.7
)
 
(137.3
)
Total non-current deferred tax assets
$
222.3

 
$
385.3

Non-current deferred tax liabilities:
 
 
 
Fixed assets
120.5

 
132.6

Partnership investments
22.1

 
39.6

Intangibles
939.5

 
1,028.7

Hedging
7.2

 

Other
6.1

 
7.5

Total non-current deferred tax liabilities
$
1,095.4

 
$
1,208.4

Net non-current deferred tax assets

 

Net non-current deferred tax liabilities
$
873.1

 
$
823.1

(1)
Primarily relates to certain capitalized costs related to the Acquisition as of December 29, 2012. These capitalized costs are amortized over different periods for book and tax purposes, giving rise to differences in book basis and tax basis in 2012.
The following table presents our deferred tax assets and liabilities on a net basis:
 
As of
 
December 31, 2013
 
December 29, 2012
 
(In millions)
Domestic net current deferred tax liabilities
$
138.1

 
$
152.3

Foreign net current deferred tax assets
50.4

 
39.2

Net current deferred tax liabilities
$
87.7

 
$
113.1

Domestic net non-current deferred tax assets
$
22.2

 
$
125.4

Foreign net non-current deferred tax assets
16.1

 

Foreign net non-current deferred tax liabilities
911.4

 
948.5

Net non-current deferred tax liabilities
$
873.1

 
$
823.1


The decrease in the net current deferred tax liabilities is primarily driven by the current classification of the deferred tax asset related to our outstanding cross currency swaps, which were to mature in March 2014. Specifically, the unrealized foreign exchange losses on the outstanding cross currency swaps resulted in a current deferred tax asset of $29.3 million as of December 31, 2013. In January 2014, we early settled the final remaining outstanding currency swaps, resulting in the realization of the related domestic deferred tax asset at the settled upon amount. See Note 17, "Derivative Instruments and Hedging Activities" for further discussion.
The increase in the net non-current deferred tax liabilities was primarily driven by the decrease in the non-current deferred tax assets. This decrease was largely due to the current classification of the outstanding cross currency swaps and settlement of a significant portion of our cross currency swaps throughout 2013, as well as the decrease in our pension and other postretirement benefit obligations and valuation allowances discussed below. See Note 16, "Employee Retirement Plans and Postretirement Benefits" for further discussion. The decrease in the non-current deferred tax assets was partially offset by the reduction of non-current deferred tax liabilities resulting from the intangible asset impairments recorded in 2013. See Note 12, "Goodwill and Intangible Assets" for further discussion.
We have deferred tax assets for U.S. tax loss carryforwards that expire between 2014 and 2029 of $8.6 million and $13.0 million at December 31, 2013, and December 29, 2012, respectively. We have foreign loss carryforwards that expire between 2014 and 2033 of $125.6 million and $109.1 million as of December 31, 2013, and December 29, 2012, respectively. We have foreign loss carryforwards that do not expire of $22.2 million and $9.3 million as of December 31, 2013, and December 29, 2012, respectively. The measurement of deferred tax assets is reduced by a valuation allowance if, based upon available evidence, it is more likely than not that the deferred tax assets will not be realized. Our valuation allowance was $97.7 million and $157.5 million as of December 31, 2013, and December 29, 2012, respectively. The valuation allowance decrease in fiscal year 2013 was primarily due to changes in deferred tax assets resulting from decreased pension liabilities in Europe and Canada, realized ordinary and capital gains that offset previously valued losses in Canada and realization of capital gains that offset previously valued losses in the U.S. These decreases were offset by an increase in certain operating losses in Europe.
A reconciliation of the beginning and ending amount of unrecognized tax benefits, excluding interest and penalties, is as follows:
 
For the years ended
 
December 31, 2013
 
December 29, 2012
 
December 31, 2011
 
(In millions)
Balance at beginning of year
$
75.5

 
$
70.7

 
$
84.9

Additions for tax positions related to the current year
3.7

 
9.9

 
9.6

Additions for tax positions of prior years
59.2

 
8.6

 
4.3

Reductions for tax positions of prior years
(3.2
)
 
(0.1
)
 
(0.1
)
Settlements
(2.6
)
 
(0.9
)
 
(1.5
)
Release due to statute expiration and legislative changes
(24.9
)
 
(14.4
)
 
(25.6
)
Foreign currency adjustment
(3.5
)
 
1.7

 
(0.9
)
Balance at end of year
$
104.2

 
$
75.5

 
$
70.7


Annual tax provisions include amounts considered sufficient to pay assessments that may result from examination of prior year tax returns; however, the amount ultimately paid upon resolution of issues may differ materially from the amount accrued. The net increase in our unrecognized tax benefits in 2013 was primarily driven by the addition for tax positions of prior years resulting from the proposed settlement of a tax audit in Canada, discussed below, an identified immaterial out-of-period adjustment to uncertain tax positions related to prior years, and the adjustments to unrecognized tax benefits in Europe upon finalization of purchase accounting related to the Acquisition, partially offset by increased releases in Canada resulting from the favorable impact of enacted tax law in the second quarter.
During 2014, we anticipate that approximately $19 million to $24 million of unrecognized tax benefits will be released to reflect settlement of the 2007-2008 tax years in Canada. The following is a reconciliation of our unrecognized tax benefits:
 
For the years ended
 
December 31, 2013
 
December 29, 2012
 
December 31, 2011
2013 Reconciliation of Unrecognized Tax Benefits balance
(In millions)
Estimated interest and penalties
$
15.5

 
$
8.5

 
$
8.6

Offsetting positions
(3.8
)
 
(1.9
)
 
(1.9
)
Unrecognized tax positions
104.2

 
75.5

 
70.7

Total unrecognized tax benefits
$
115.9

 
$
82.1

 
$
77.4

 
 
 
 
 
 
Current (included in accounts payable and other current liabilities)
$
23.2

 
$
0.3

 
$
1.0

Noncurrent
92.7

 
81.8

 
76.4

Total unrecognized tax benefits
$
115.9

 
$
82.1

 
$
77.4

 
 
 
 
 
 
Amount of unrecognized tax benefits that would impact the effective tax rate
$
104.2

 
$
75.5

 
$
70.7


We file income tax returns in most of the federal, state, and provincial jurisdictions in the U.S., U.K., Canada and various countries in Central Europe. Tax years through 2006 are closed in the U.S., while exam years 2007 and 2008 have been effectively settled and only remain open pending finalization of an advanced pricing agreement. At this time, we do not yet know the tax consequences that will result from finalizing the advanced pricing agreement, but we anticipate the effect on our tax rate would be significant. We expect that finalizing the advanced pricing agreement will have a significant effect on our consolidated financial statements, resulting in a reduction in the full-year effective tax rate and a discrete item in the quarter the agreement is signed. In Canada, tax years through fiscal year ended 2008 are closed or have been effectively settled through examination except for issues relating to an intercompany transaction. In the fourth quarter of 2013 we received a proposed audit settlement from the Canada tax authorities and have reflected the effect of this proposed settlement in our unrecognized tax benefits as of December 31, 2013 within additions for tax positions of prior years. We anticipate realizing existing current deferred tax assets to offset most of the tax liability resulting from the finalized settlement. Tax years through fiscal year 2005 are closed for most countries in European jurisdictions with statutes of limitations varying from 3-7 years.
We treat our portion of all foreign subsidiary earnings through December 31, 2013, as permanently reinvested under the accounting guidance and accordingly, have not provided any U.S. federal or state tax thereon. As of December 31, 2013, approximately $886.0 million of retained earnings attributable to foreign subsidiaries was considered to be indefinitely invested. Our intention is to reinvest the earnings permanently or to repatriate the earnings when it is tax efficient to do so. It is not practicable to determine the amount of incremental taxes that might arise were these earnings to be remitted. However, we believe that U.S. foreign tax credits would largely eliminate any U.S. taxes and offset any foreign withholding taxes due on remittance.
Special Items
Special Items
Special Items
We have incurred charges or recognized gains that we do not believe to be indicative of our core operations. As such, we have separately classified these charges (benefits) as special items. The table below summarizes special items recorded by segment:
 
For the years ended
 
December 31, 2013
 
December 29, 2012
 
December 31, 2011
 
(In millions)
Employee-related charges
 
 
 
 
 
Restructuring(1)
 
 
 
 
 
Canada
$
10.6

 
$
10.1

 
$
0.6

Europe
14.5

 
19.8

 
2.1

MCI
0.4

 
3.0

 

Corporate
1.3

 
2.0

 

Special termination benefits
 
 
 
 
 
Canada(2)
2.2

 
5.0

 
5.2

Impairments or asset abandonment charges
 
 
 
 
 
Canada - Intangible asset impairment(3)
17.9

 

 

Europe - Asset abandonment(4)

 
7.2

 

Europe - Intangible asset impairment(5)
150.9

 

 

MCI - China impairment and related costs(6)

 
39.2

 

Unusual or infrequent items
 
 
 
 
 
Canada - Flood loss (insurance reimbursement)(7)

 
(1.4
)
 
0.2

Canada - BRI loan guarantee adjustment(8)

 

 
(2.0
)
Canada - Fixed asset adjustment(9)

 

 
7.6

Europe - Release of non-income-related tax reserve(10)
(4.2
)
 
(3.5
)
 
(2.3
)
Europe - Flood loss (insurance reimbursement)(11)
(2.0
)
 

 

Europe - Costs associated with strategic initiatives

 

 
(0.1
)
MCI - Costs associated with outsourcing and other strategic initiatives

 

 
1.0

Termination fees and other (gains)/losses
 
 
 
 
 
Europe - Tradeteam transactions(12)
13.2

 

 

MCI - Sale of China joint venture(6)
(4.8
)
 

 

Total Special items, net
$
200.0

 
$
81.4

 
$
12.3

(1)
During 2013, 2012 and 2011, we recognized expenses associated with restructuring programs related to severance and other employee related charges. See further discussion of restructuring activities below.
(2)
During 2013, 2012 and 2011, we recognized charges for pension curtailment and special termination benefits related to certain defined benefit pension plans in Canada. See Note 16, "Employee Retirement Plans and Postretirement Benefits" for impact to our defined benefit pension plans.
(3)
During the fourth quarter of 2013, we recognized an impairment charge related to our definite-lived intangible asset associated with our licensing agreement with Miller in Canada. See Note 19, "Commitments and Contingencies" for further discussion.
(4)
During the second quarter of 2012, we recognized an asset abandonment charge related to the discontinuation of primary packaging in the U.K. We determined that our Home Draft package was not meeting expectations driven by a lack of demand in the U.K. market and as a result, we recognized a loss related to the write-off of the Home Draft packaging line, tooling equipment and packaging materials inventory.
(5)
During the third quarter of 2013, we recognized impairment charges related to indefinite-lived intangible assets in Europe. See Note 12, "Goodwill and Intangible Assets" for further discussion.
(6)
In December of 2013, we sold our interest in the MC Si'hai joint venture in China and recognized a gain of $6.0 million. The gain consists of the non-cash release of the $5.4 million liability representing the fair value of our remaining investment upon deconsolidation of the joint venture in 2012, as well as $0.6 million of proceeds received for our interest in the joint venture. We also recognized legal and related fees in relation to the sale of $1.2 million during 2013.
In the second quarter of 2012, we recognized impairment charges of $10.4 million related to goodwill and definite-lived intangible assets in our MC Si'hai joint venture in China, and in the third quarter of 2012, we deconsolidated the joint venture and recognized an impairment loss of $27.6 million upon deconsolidation. See Note 5, "Investments" for further discussion of the deconsolidation and subsequent sale of the joint venture.
(7)
During 2012, we received insurance proceeds in excess of expenses incurred related to flood damages at our Toronto offices. During 2011, we incurred expenses in excess of insurance proceeds related to these damages.
(8)
During the second quarter of 2011, we recognized a $2.0 million gain resulting from a reduction of our guarantee of BRI debt obligations.
(9)
During the second quarter of 2011, we recognized a $7.6 million loss related to the correction of an immaterial error in prior periods in the Canada segment, resulting from the performance of a fixed asset count that reduced properties by $13.9 million in 2011. The adjustment also resulted in an increase to goodwill of $6.3 million for the assets identified as not present as of the Merger date. The impact of the error and the related correction in 2011 was not material to any prior annual or interim financial statements and was not material to the fiscal year results for 2011.
(10)
During 2009, we established a non-income-related tax reserve of $10.4 million that was recorded as a special item. Our estimates indicated a range of possible loss relative to this reserve of zero to $22.3 million, inclusive of potential penalties and interest. The amounts recorded in 2013, 2012 and 2011 represent the release of this reserve as a result of a change in estimate. As a result, the remaining amount of this non-income-related tax reserve was fully released in 2013.
(11)
During 2013, we recorded losses and related net costs of $5.4 million in our Europe business related to significant flooding in Czech Republic in the second quarter of 2013. These losses were offset by $7.4 million insurance proceeds received in 2013.
(12)
Upon termination of our Tradeteam distribution agreements and subsequent termination of the joint venture and sale of our 49.9% interest in Tradeteam to DHL, we recognized a loss of $13.2 million in December 2013. See Note 5, "Investments" for further discussion.
In addition to the previously mentioned termination-related items recorded in special items, in the fourth quarter of 2013 we received termination notifications from Modelo and Heineken related to our MMI joint venture agreement and contract-brewing agreement, respectively. Upon termination of the MMI joint venture, which is expected to occur at the end of the day on February 28, 2014, we expect to recognize termination fee income of CAD 70.0 million, net of the remaining carrying value of the definite-lived intangible asset, within special items. See Note 5, "Investments" for further discussion. Additionally, we have a contract brewing and kegging agreement with Heineken whereby we produce and package the Foster's and Kronenbourg brands in the U.K. In December 2013, we entered into an agreement with Heineken to early terminate this arrangement. As a result of the termination, Heineken has agreed to pay us an aggregate early termination payment of GBP 13.0 million during and through the end of the transition period, concluding on April 30, 2015, which will be recognized within special items.
Restructuring Activities
In 2012, we introduced several initiatives focused on increasing our efficiencies and reducing costs across all functions of the business in order to develop a more competitive supply chain and global cost structure. Included in these initiatives is a long-term focus on reducing labor and general overhead costs through restructuring activities. We view these restructuring activities as actions to allow us to meet our long-term growth targets by generating future cost savings within cost of goods sold and general and administrative expenses and include organizational changes that strengthen our business and accelerate efficiencies within our operational structure. As a result of these restructuring activities, we have reduced headcount by approximately 910 employees, of which 310 and 600 relate to 2013 and 2012 activities, respectively. Consequently, we recognized severance and other employee related charges during 2013 and 2012, which we have recorded as special items within our consolidated statements of operations. As we continually evaluate our cost structure and seek opportunities for further efficiencies and cost savings, we may incur additional restructuring related charges in the future, however, are unable to estimate the amount of charges at this time.
During 2011, we recognized expenses associated with the employee terminations at the Montréal and Edmonton breweries and employee termination costs related to U.K. supply chain restructuring activity.
The accrued restructuring balances represent expected future cash payments required to satisfy the remaining severance obligations to terminated employees, the majority of which we expect to be paid in the next 12-24 months. The table below summarizes the activity in the restructuring accruals by segment:
 
Canada
 
Europe
 
MCI
 
Corporate
 
Total
 
(In millions)
Balance at December 25, 2010
$
0.2

 
$
2.2

 
$

 
$

 
$
2.4

Charges incurred
0.1

 
2.6

 

 

 
2.7

Payments made
(0.5
)
 
(2.6
)
 

 

 
(3.1
)
Foreign currency and other adjustments
0.3

 
(0.4
)
 

 

 
(0.1
)
Balance at December 31, 2011
$
0.1

 
$
1.8

 
$

 
$

 
$
1.9

Charges incurred
10.1

 
19.8

 
3.0

 
2.0

 
34.9

Payments made
(2.9
)
 
(8.0
)
 
(0.2
)
 
(0.5
)
 
(11.6
)
Foreign currency and other adjustments
(0.2
)
 
(0.2
)
 

 

 
(0.4
)
Balance at December 29, 2012
$
7.1

 
$
13.4

 
$
2.8

 
$
1.5

 
$
24.8

Charges incurred
10.6

 
14.5

 
0.4

 
1.3

 
26.8

Payments made
(7.7
)
 
(14.6
)
 
(2.7
)
 
(1.9
)
 
(26.9
)
Foreign currency and other adjustments
(0.3
)
 
0.3

 

 

 

Balance at December 31, 2013
$
9.7

 
$
13.6

 
$
0.5

 
$
0.9

 
$
24.7

Stockholders' Equity
Stockholders' Equity
Stockholders' Equity
Changes to the number of shares of capital stock issued were as follows:
 
Common stock
issued
 
Exchangeable
shares issued
 
Class A
 
Class B(1)
 
Class A
 
Class B
 
(Share amounts in millions)
Balance at December 25, 2010
2.6

 
162.0

 
3.0

 
19.2

Shares issued under equity compensation plans

 
0.7

 

 

Shares exchanged for common stock

 

 
(0.1
)
 
0.1

Balance at December 31, 2011
2.6

 
162.7

 
2.9

 
19.3

Shares issued under equity compensation plans

 
1.5

 

 

Balance at December 29, 2012
2.6

 
164.2

 
2.9

 
19.3

Shares issued under equity compensation plans

 
2.7

 

 

Shares exchanged for common stock

 
0.3

 

 
(0.3
)
Balance at December 31, 2013
2.6

 
167.2

 
2.9

 
19.0

(1)
During 2011, we repurchased Class B common shares which results in a lower number of outstanding shares compared to issued shares. See "Share Repurchase Program" below for further discussion. For all other classes, issued shares equal outstanding shares.
Exchangeable Shares
The Class A exchangeable shares and Class B exchangeable shares were issued by Molson Coors Canada Inc. ("MCCI") a wholly-owned subsidiary. The exchangeable shares are substantially the economic equivalent of the corresponding shares of Class A and Class B common stock that a Molson shareholder would have received in the Merger if the holder had elected to receive shares of Molson Coors common stock. Holders of exchangeable shares also receive, through a voting trust, the benefit of Molson Coors voting rights, entitling the holder to one vote on the same basis and in the same circumstances as one corresponding share of Molson Coors common stock.
Voting Rights
Each holder of record of Class A common stock, Class B common stock, Class A exchangeable shares and Class B exchangeable shares is entitled to one vote for each share held, without the ability to cumulate votes on the election of directors. Our Class B common stock has fewer voting rights than our Class A common stock and holders of our Class A common stock have the ability to effectively control or have a significant influence over company actions requiring stockholder approval. Specifically, holders of Class B common stock voting together as a single class have the right to elect three directors of the Molson Coors Board of Directors, as well as the right to vote on certain additional matters as outlined in the our Amended and Restated Certificate of Incorporation (as amended, the “Certificate”), such as merger agreements that require approval under applicable law, sales of all or substantially all of the our assets to unaffiliated third parties, proposals to dissolve MCBC, and certain amendments to the Certificate that require approval under applicable law, each as further described and limited by the Certificate. The Certificate also provides that holders of Class A common stock and Class B common stock shall vote together as a single class, on an advisory basis, on any proposal to approve the compensation of MCBC's named executive officers.
Conversion Rights
The Certificate provides for the right of holders of Class A common stock to convert their stock into Class B common stock on a one-for-one basis at any time. The exchangeable shares are exchangeable at any time, at the option of the holder on a one-for-one basis for corresponding shares of Molson Coors common stock.
Share Repurchase Program
In 2011, the Board of Directors authorized a program to repurchase up to $1.2 billion of outstanding shares of Class A and Class B common stock in the open market or in privately negotiated transactions. We have purchased a total of 7.5 million shares of our Class B common stock under the share repurchase program as of December 31, 2013, for $321.1 million. There were no repurchases in 2012 or 2013.
Earnings Per Share
Earnings Per Share
Earnings Per Share
Basic net income per share was computed using the weighted-average number of shares of common stock outstanding during the period. Diluted net income per share includes the additional dilutive effect of our potentially dilutive securities, which includes stock options ("options"), stock-only stock appreciation rights ("SOSARs"), restricted stock units ("RSUs"), performance units ("PUs"), performance share units ("PSUs") and deferred stock units ("DSUs"). The dilutive effects of our potentially dilutive securities are calculated using the treasury stock method. The following summarizes the effect of dilutive securities on diluted EPS:
 
For the years ended
 
December 31, 2013
 
December 29, 2012
 
December 31, 2011
 
(In millions, except per share amounts)
Amount attributable to MCBC
 
 
 
 
 
Net income (loss) from continuing operations
$
565.3

 
$
441.5

 
$
674.0

Income (loss) from discontinued operations, net of tax
2.0

 
1.5

 
2.3

Net income (loss) attributable to MCBC
$
567.3

 
$
443.0

 
$
676.3

Weighted-average shares for basic EPS
183.0

 
180.8

 
184.9

Effect of dilutive securities:
 
 
 
 
 
Options and SOSARs
0.7

 
0.5

 
0.9

RSUs, PUs and DSUs
0.5

 
0.5

 
0.6

Weighted-average shares for diluted EPS
184.2

 
181.8

 
186.4

Basic net income (loss) per share:
 
 
 
 
 
Continuing operations attributable to MCBC
$
3.09

 
$
2.44

 
$
3.65

Discontinued operations attributable to MCBC
0.01

 
0.01

 
0.01

Basic net income (loss) attributable to MCBC
$
3.10

 
$
2.45

 
$
3.66

Diluted net income (loss) per share:
 
 
 
 
 
Continuing operations attributable to MCBC
$
3.07

 
$
2.43

 
$
3.62

Discontinued operations attributable to MCBC
0.01

 
0.01

 
0.01

Diluted net income (loss) attributable to MCBC
$
3.08

 
$
2.44

 
$
3.63

Dividends declared and paid per share
$
1.28

 
$
1.28

 
$
1.24


Our calculation of weighted-average shares includes Class A common stock and Class B common stock, and Class A exchangeable shares and Class B exchangeable shares. All classes of stock have in effect the same dividend rights and share equitably in undistributed earnings. Holders of Class A common stock receive dividends only to the extent dividends are declared and paid to holders of Class B common stock. See Note 9, "Stockholders' Equity" for further discussion of the Class A common stock and Class B common stock and Class A exchangeable shares and Class B exchangeable shares. We have no unvested outstanding equity share awards that contain non-forfeitable rights to dividends.
The following anti-dilutive securities were excluded from the computation of the effect of dilutive securities on diluted earnings per share:
 
For the years ended
 
December 31, 2013
 
December 29, 2012
 
December 31, 2011
 
(In millions)
Stock options, SOSARs and RSUs
0.1

 
1.5

 
0.9

Total anti-dilutive securities
0.1

 
1.5

 
0.9


Convertible Notes
In June 2007, we issued $575 million of senior convertible notes due July 2013. On July 30, 2013, these notes matured and were repaid for their face value of $575 million. The required premium payment of $2.6 million, based on our weighted-average Class B common stock price exceeding the then-applicable conversion price on any of the 25 trading days following the maturity date, was settled in cash and entirely offset by the cash proceeds received from the settlement of the call options we purchased in 2007 related to these notes. As a result, these notes and related call options did not impact our shares outstanding. Additionally, the potential impacts of these notes and related call options had no impact on diluted income per share for all periods presented. Simultaneously with the issuance of these notes, we issued warrants which began expiring in December 2013 and the final warrants expired February 6, 2014, during which time the outstanding warrants had no impact on diluted income per share. The potential impacts of these warrants had no impact on diluted income per share for all periods presented and $10.9 million of anti-dilutive securities were excluded from the computation of the effect of dilutive securities on diluted earnings per share for the year ended December 31, 2013. See Note 13, "Debt" for further discussion.
Upon closing of the Acquisition in June 2012, we issued a €500 million Zero Coupon Senior Unsecured Convertible Note to the Seller. On August 13, 2013, the Seller exercised the embedded put option and we subsequently settled the note using cash. As a result, the convertible note did not impact our shares outstanding and was excluded from the computation of the effect of diluted securities on diluted earnings per share for all periods presented. See Note 13, "Debt" for further discussion.
Properties
Properties
Properties
The cost of properties and related accumulated depreciation consists of the following:
 
As of
 
December 31, 2013
 
December 29, 2012
 
(In millions)
Land and improvements
$
192.1

 
$
190.4

Buildings and improvements
505.0

 
485.5

Machinery and equipment
1,802.7

 
1,700.3

Returnable containers
313.5

 
285.6

Furniture and fixtures
365.4

 
323.9

Software
120.8

 
109.7

Natural resource properties
3.0

 
3.0

Construction in progress
126.3

 
122.1

Total properties cost
3,428.8

 
3,220.5

Less: accumulated depreciation
(1,458.7
)
 
(1,224.6
)
Net properties
$
1,970.1

 
$
1,995.9


Depreciation expense was $272.5 million, $230.3 million and $177.0 million for fiscal years 2013, 2012 and 2011, respectively. Loss and breakage expense related to our returnable containers, included in the depreciation expense amounts noted above, was $51.8 million, $45.3 million and $33.7 million for fiscal years 2013, 2012 and 2011, respectively, and is classified within cost of goods sold in the consolidated statements of operations.
Goodwill and Intangible Assets
Goodwill and Intangible Assets
Goodwill and Intangible Assets
The following summarizes the changes in goodwill:
 
Canada
 
Europe
 
MCI
 
Consolidated
 
(In millions)
Balance at December 31, 2011
$
689.5

 
$
746.1

 
$
17.7

 
$
1,453.3

Business acquisition(1)
57.8

 
853.7

 

 
911.5

Impairment related to China reporting unit

 

 
(9.5
)
 
(9.5
)
Foreign currency translation
16.7

 
81.1

 
(0.4
)
 
97.4

Purchase price adjustment

 

 
0.4

 
0.4

Balance at December 29, 2012
764.0

 
1,680.9

 
8.2

 
2,453.1

Foreign currency translation
(45.8
)
 
27.7

 
(0.9
)
 
(19.0
)
Purchase price adjustment(1)

 
(15.4
)
 

 
(15.4
)
Balance at December 31, 2013
$
718.2

 
$
1,693.2

 
$
7.3

 
$
2,418.7


(1)
On June 15, 2012, we completed the Acquisition of StarBev. During the second quarter of 2013, we finalized purchase accounting related to the Acquisition with a resulting reduction to Europe goodwill in the first half of 2013 of $15.4 million. We assigned the majority of the goodwill resulting from the Acquisition to our Europe reporting unit with a portion allocated to the Canada reporting unit resulting from synergies. The allocation of goodwill to our Canada reporting unit was not impacted by the changes made in the first half of 2013 and is now final. See Note 3, "Acquisition of StarBev" for further discussion.
The following table presents details of our intangible assets, other than goodwill, as of December 31, 2013:
 
Useful life
 
Gross
 
Accumulated
amortization
 
Net
 
(Years)
 
(In millions)
Intangible assets subject to amortization:
 
 
 
 
 
 
 
Brands
3 - 40
 
$
537.5

 
$
(224.7
)
 
$
312.8

Distribution rights
2 - 23
 
314.1

 
(255.0
)
 
59.1

Patents and technology and distribution channels
3 - 10
 
36.2

 
(32.8
)
 
3.4

Favorable contracts, land use rights and other
2 - 42
 
1.2

 
(1.2
)
 

Intangible assets not subject to amortization:
 
 
 
 
 
 
 
Brands
Indefinite
 
5,482.3

 

 
5,482.3

Distribution networks
Indefinite
 
952.3

 

 
952.3

Other
Indefinite
 
15.2

 

 
15.2

Total
 
 
$
7,338.8

 
$
(513.7
)
 
$
6,825.1


The following table presents details of our intangible assets, other than goodwill, as of December 29, 2012:
 
Useful life
 
Gross
 
Accumulated
amortization
 
Net
 
(Years)
 
(In millions)
Intangible assets subject to amortization:
 
 
 
 
 
 
 
Brands
3 - 40
 
$
480.6

 
$
(205.7
)
 
$
274.9

Distribution rights
2 - 23
 
350.8

 
(255.0
)
 
95.8

Patents and technology and distribution channels
3 - 10
 
35.3

 
(31.1
)
 
4.2

Favorable contracts, land use rights and other
2 - 42
 
13.6

 
(5.4
)
 
8.2

Intangible assets not subject to amortization:
 
 
 
 
 
 
 
Brands
Indefinite
 
5,821.6

 

 
5,821.6

Distribution networks
Indefinite
 
1,014.7

 

 
1,014.7

Other
Indefinite
 
15.4

 

 
15.4

Total
 
 
$
7,732.0

 
$
(497.2
)
 
$
7,234.8


The changes in the gross carrying amounts of intangibles from December 29, 2012, to December 31, 2013, are driven by the impact of foreign exchange rates, as a significant amount of intangibles are denominated in foreign currencies, the indefinite-lived brand intangible impairments recorded in the third quarter of 2013, the change in classification of the Ostravar brand from an indefinite life to a useful life subject to amortization, as well as the adjustments recorded on brand intangible assets during the first half of 2013 related to the finalization of the purchase price allocation. See Note 3, "Acquisition of StarBev" for further discussion. Further, in addition to the amortization recorded during 2013 on our intangible assets subject to amortization we also recorded a $17.9 million impairment charge related to our licensing agreement with Miller in Canada as further discussed below.
Based on foreign exchange rates as of December 31, 2013, the estimated future amortization expense of intangible assets is as follows:
Fiscal year
 
Amount
 
 
(In millions)
2014
 
$
43.5

2015
 
$
41.0

2016
 
$
41.0

2017
 
$
15.3

2018
 
$
11.8


Amortization expense of intangible assets was $48.0 million, $42.4 million, and $40.1 million for the years ended December 31, 2013, December 29, 2012, and December 31, 2011, respectively, and is presented within marketing, general and administrative expenses.
We completed our required annual goodwill and indefinite-lived intangible impairment testing as of June 30, 2013, the first day of our fiscal third quarter, and concluded there were no impairments of goodwill within our Europe, Canada or India reporting units or impairments of our indefinite-lived intangible assets, with the exception of the Jelen and Ostravar brand intangibles as discussed below.
Reporting Units and Goodwill
Given the change in our operating segments effective the first day of our fiscal year 2013 to combine our U.K. and Ireland business with our Central Europe organization, which resulted in a single European segment, we re-evaluated our reporting units during the first quarter of 2013. This re-evaluation resulted in an aggregation of our U.K. and Central Europe businesses into one Europe reporting unit during the first quarter of 2013 and for purposes of our 2013 annual impairment test. As part of this re-evaluation, we also determined that a goodwill impairment trigger did not exist at either of the previous U.K. or Central Europe reporting unit levels prior to or upon aggregation. Our annual goodwill impairment testing determined that our Europe and Canada reporting units were at risk of failing step one of the goodwill impairment test. Specifically, the fair value of the Europe and Canada reporting units were estimated at approximately 11% and 16% in excess of carrying value, respectively. The risk in the Europe reporting unit is due to continued adverse impacts of a weak economy in Europe partially offset by the realized benefits of combining our U.K. and Central Europe businesses. The Canada reporting unit had a marginal improvement over the prior year primarily as a result of incremental anticipated cost savings and improvements to market multiples more than offsetting the continued competitive pressures and challenging macroeconomic conditions in the Canada market.
Indefinite-Lived Intangibles
In 2013, our annual indefinite-lived intangible impairment testing determined that the fair values of the Jelen and Ostravar indefinite-lived brand intangibles within our Europe segment were below their respective carrying values. As a result, we recorded an aggregate impairment charge of $150.9 million recorded within special items in our consolidated statements of operations in the third quarter of 2013. The impairment of Jelen was primarily the result of increased competition, reduced market share and macroeconomic difficulties driving decreased projected cash flows, as well as unfavorable discount rate and income tax rate movements within Serbia. The impairment of Ostravar was primarily the result of decreased projected cash flows driven by recent economic challenges within the Ostrava region of Czech Republic. These changes in assumptions, driven by adverse economic and competitive factors specific to the markets in which these brands perform, have outpaced forecasted macroeconomic recoveries, resulting in the impairments. The remaining Europe indefinite-lived brand intangibles' fair values, including Staropramen and Carling brands, while facing similar macroeconomic challenges, were sufficiently in excess of their respective carrying values, with the exception of two brands acquired in the Acquisition. Specifically, these two brands, Ozujsko in Croatia and Branik in Czech Republic, are at risk of future impairment as a result of discount rate pressures due to country specific macroeconomic risk factors that are currently more than offset by improved cash flow projections driven by post-Acquisition performance and innovations. The Jelen, Ozujsko and Branik brands are therefore at risk of future impairment with an aggregate fair value estimated at approximately 1% in excess of their aggregate carrying value as of the impairment testing date. As of December 31, 2013 these at-risk intangible assets had a carrying value of $1,310.9 million.
Additionally, in conjunction with the brand impairment tests, we also reassessed each brand's indefinite-life classification and determined that the indefinite life classification could no longer be supported for the Ostravar brand. The Ostravar brand has therefore been reclassified as a definite-lived intangible asset and the remaining fair value of the asset will be amortized over its estimated remaining life of approximately 29 years.
Separately, our Molson core brand intangible continues to be at risk of future impairment with a fair value estimated at approximately 10% in excess of its carrying value, as of the impairment testing date, as the Molson core brands have continued to face significant competitive pressures and challenging macroeconomic conditions in the Canada market. These challenges have been partially offset by anticipated cost savings initiatives. As of December 31, 2013 the Molson core brand intangible had a carrying value of $2,857.9 million. The value of the Coors Light brand distribution rights and our other indefinite-lived intangibles in Canada continue to be substantially in excess of their carrying values.
We utilized Level 3 fair value measurements in our impairment analysis of our indefinite-lived intangible assets, which utilizes an excess earnings approach to determine the fair values of the assets as of the testing date. The future cash flows used in the analysis are based on internal cash flow projections based on our long range plans and include significant assumptions by management as noted below.
Key Assumptions
The Europe and Canada reporting units' goodwill, the Molson core brand intangible, and certain indefinite-lived brand intangibles within Europe are at risk of future impairment in the event of significant unfavorable changes in the forecasted cash flows (including significant delays in projected macroeconomic recovery or prolonged adverse economic conditions), terminal growth rates, market transaction multiples and/or weighted-average cost of capital utilized in the discounted cash flow analysis. For testing purposes, management's best estimates of the expected future results are the primary driver in determining the fair value. Current projections used for our Europe reporting unit and indefinite-lived intangible testing reflect continued challenging environments in the near and medium term followed by growth resulting from a longer term recovery of the macroeconomic environment, as well as the benefit of anticipated cost savings and specific brand-building and innovation activities. Our Canada reporting unit and Molson core brand projections also reflect a continued challenging environment that has been adversely impacted by a weak economy across all industries, as well as weakened consumer demand, partially offset by anticipated cost savings and specific brand-building and innovation activities. Fair value determinations require considerable judgment and are sensitive to changes in underlying assumptions and factors. As a result, there can be no assurance that the estimates and assumptions made for purposes of the annual goodwill and indefinite-lived intangible impairment test will prove to be an accurate prediction of the future. Examples of events or circumstances that could reasonably be expected to negatively affect the underlying key assumptions and ultimately impact the estimated fair value of our Europe reporting unit, Molson core brand, and the at-risk European brands may include such items as: (i) a decrease in expected future cash flows, specifically, an increase in required pension contributions, a decrease in sales volume driven by a prolonged weakness in consumer demand or other competitive pressures adversely affecting our long term volume trends, unfavorable working capital changes and an inability to successfully achieve our cost savings targets, (ii) an economic recovery that significantly differs from our assumptions in timing and/or degree, (iii) volatility in the equity and debt markets or other country specific factors which could result in a higher discount rate; and (iv) sensitivity to market transaction multiples.
While historical performance and current expectations have resulted in fair values of our reporting units in excess of carrying values, if our assumptions are not realized, it is possible that an impairment charge may need to be recorded in the future.
Regarding definite-lived intangibles, we continuously monitor the performance of the underlying asset for potential triggering events suggesting an impairment review should be performed. No such triggering events were identified in 2013, with the exception of litigation discussions with Miller in Canada in December 2013, which resulted in a $17.9 million impairment charge of our definite-lived intangible asset related to our licensing agreement. As of December 31, 2013, the intangible has a remaining carrying value of $38.6 million (CAD 41.0 million) with an estimated remaining life of approximately three years. The outcome of any future settlement discussions with Miller could result in additional impairments. We utilized Level 3 fair value measurements in our impairment analysis of this definite-lived intangible asset, which include significant assumptions by management. See Note 19, "Commitments and Contingencies" for further discussion.
Debt
Debt
Debt
Debt Obligations
Our total long-term borrowings as of December 31, 2013, and December 29, 2012, were composed of the following:
 
As of
 
December 31, 2013
 
December 29, 2012
 
(In millions)
Senior notes:
 
 
 
$575 million 2.5% convertible notes due 2013(1)
$

 
$
575.0

€500 million 0.0% convertible note due 2013(2)
61.8

 
668.7

CAD 900 million 5.0% notes due 2015(3)
847.2

 
902.7

CAD 500 million 3.95% Series A notes due 2017(3)
470.7

 
501.5

$300 million 2.0% notes due 2017(4)
300.0

 
300.0

$500 million 3.5% notes due 2022(4)
500.0

 
500.0

$1.1 billion 5.0% notes due 2042(4)
1,100.0

 
1,100.0

€120 million term loan due 2016(5)

 
123.9

Other long-term debt
0.2

 
0.5

Long-term credit facilities(6)

 

Less: unamortized debt discounts(7)
(5.1
)
 
(17.4
)
Total long-term debt (including current portion)
3,274.8

 
4,654.9

Less: current portion of long-term debt
(61.8
)
 
(1,232.4
)
Total long-term debt
$
3,213.0

 
$
3,422.5

 
 
 
 
Short-term borrowings(8)
$
525.1

 
$
13.2

Current portion of long-term debt
61.8

 
1,232.4

Current portion of long-term debt and short-term borrowings
$
586.9

 
$
1,245.6


(1)
On June 15, 2007, MCBC issued in a public offering $575 million of 2.5% Convertible Senior Notes (the "Notes") payable semi-annually in arrears. The Notes were senior unsecured obligations and ranked equal in rights of payment with all of our other senior unsecured debt and senior to all of our future subordinated debt. The Notes were guaranteed by MCBC and certain of our U.S. and Canadian subsidiaries. The Notes matured on July 30, 2013. The Notes contained certain customary anti-dilution and make-whole provisions to protect holders of the Notes as defined in the Indenture.    As noted above, our $575 million convertible notes matured and were repaid on July 30, 2013, for their face value of $575 million. The required premium payment of $2.6 million, which was based on our weighted-average Class B common stock price exceeding the then-applicable conversion price on any of the 25 trading days following the maturity date, was paid in September 2013. This premium was hedged by call options that mitigated our exposure to increases in our stock price and resulted in proceeds of $2.6 million from these call options in September 2013, which fully offset the premium payment. The premium payment and call option proceeds were recorded in the stockholders' equity section of the consolidated balance sheets upon settlement in 2013. Separately, the warrants entered into concurrent with these call options, pursuant to which we would have been required to issue Class B common stock to the counterparty in the event our stock price reached $66.13 per share, began expiring in December 2013 and the final warrants expired February 6, 2014, all of which were out-of-the-money. The original conversion price for each $1,000 aggregate principal amount of notes was $54.76 per share of our Class B common stock, which represented a 25% premium above the stock price on the day of issuance of the notes and corresponded to the initial conversion ratio of 18.263 shares per each $1,000 aggregate principal amount of notes. The conversion ratio and conversion price were subject to adjustments for certain events and provisions, as defined in the indenture, including adjustments reflected for exceeding defined thresholds related to our dividend payments. At the maturity date our conversion price and ratio were $51.8284 and 19.2944 shares, respectively.
We initially accounted for the Notes pursuant to guidance pertaining to convertible bonds with issuer option to settle for cash upon conversion, that is, we did not separate and assign values to the conversion feature of the Notes but rather accounted for the entire agreement as one debt instrument as the conversion feature met the requirements of guidance pertaining to accounting for derivative financial instruments indexed to, and potentially settled in, a company's own stock.
During the fiscal years 2013, 2012 and 2011, we incurred additional non-cash interest expense of $10.8 million, $18.1 million and $17.5 million, respectively. The additional non-cash interest expense impact (net of tax) to net income per basic share was a decrease of $0.04, $0.06 and $0.06 for the fiscal years 2013, 2012 and 2011, respectively. We also incurred interest expense related to the 2.5% coupon rate of $8.4 million, $14.4 million and $14.6 million for the fiscal years 2013, 2012 and 2011, respectively. The combination of non-cash and cash interest resulted in an effective interest rate of 5.73%, 5.75% and 5.90% for the fiscal years 2013 (through settlement), 2012 and 2011, respectively. As of December 31, 2013, there was no unamortized debt discount outstanding as we recorded the remaining discount amortization upon maturity in the third quarter of 2013. As of December 29, 2012, $10.8 million of the unamortized debt discount related to our $575 million convertible debt.
Convertible Note Hedge and Warrants:
In connection with the issuance of the Notes, we entered into a privately negotiated convertible note hedge transaction. The convertible note hedge (the "purchased call options") covered up to approximately 10.8 million shares of our Class B common stock. The purchased call options, if exercised by us, required the counterparty to deliver to us shares of Class B common stock adequate to meet our net share settlement obligations under the Notes and were expected to reduce the potential dilution to our Class B common stock to be issued upon conversion of the Notes, if any. Separately and concurrently, we also entered into warrant transactions with respect to our Class B common stock pursuant to which we were required to issue to the counterparty up to approximately 10.8 million shares of our Class B common stock. The warrant price is $67.82 which represents a 60% premium above the stock price on the date of the warrant transaction. These warrants began expiring in December 2013 and the final warrants expired February 6, 2014, during which time none of the warrants were exercised.
At issuance, we used a portion of the net proceeds from the issuance of the Notes to pay for the cost of the purchased call options, which was partially offset by the proceeds received from the warrant transaction, resulting in a net use of proceeds of approximately $50 million. The net cost of these transactions, net of tax, was recorded in the stockholders' equity section of the consolidated balance sheets.
(2)
On June 15, 2012, we issued a €500 million Zero Coupon Senior Unsecured Convertible Note due December 31, 2013 (the ''Convertible Note'') to the Seller in conjunction with the closing of the Acquisition. The Seller had the ability to exercise a put right with respect to the Convertible Note as of March 14, 2013, (the “First Redemption Date”) and ending on December 19, 2013, for the greater of the principal amount of the Convertible Note or the aggregate cash value of 12,894,044 shares of our Class B Common Stock, as adjusted for certain corporate events. In accordance with these terms, on August 13, 2013, the Seller exercised the conversion feature for an agreed upon value upon exercise of €510.9 million, consisting of €500 million in principal and €10.9 million for the conversion feature. At issuance, the total value of the Convertible Note was €511.1 million, consisting of the principal (€500 million), discount (€1.0 million), and conversion feature (€12.1 million), initially recorded as a component of the purchase price associated with the Acquisition.
On September 3, 2013, we paid the seller in cash a total of €466.0 million ($614.7 million) consisting of €455.1 million ($600.3 million) in principal and €10.9 million ($14.4 million) for the conversion feature. Separate from the Seller's notice to put, we have made claims with regard to the representations and warranties provided to us upon close of the Acquisition. As a result, we withheld €44.9 million ($61.8 million as of December 31, 2013) from the €500 million in principal related to these outstanding claims. The remaining balance as of December 31, 2013, continues to be classified as current portion of long-term debt pending the resolution of the unsettled claims. In January 2014, we settled one of the claims resulting in a payment to the Seller of €34.0 million ($46.3 million at settlement). We have not incurred, and do not expect to incur, any interest on the remaining amounts withheld.
The Convertible Note's embedded conversion feature was determined to meet the definition of a derivative required to be bifurcated and separately accounted for at fair value with changes in fair value recorded in earnings. During the fiscal year 2013 and 2012, we recognized a net loss of $6.5 million and a net gain of $7.3 million, respectively, on the conversion feature primarily related to the change from the previously recorded fair value to the value upon exercise. The Convertible Note was issued at a discount of $1.3 million, which has been recognized as interest expense over the period from issuance to the First Redemption Date. The non-cash interest, excluding the change in fair value of the convertible feature, resulted in an immaterial impact to our effective interest rate for the fiscal year 2013 and 2012. See Note 17, "Derivative Instruments and Hedging Activities" for further discussion.
(3)
During the third quarter of 2005, Molson Coors Capital Finance ULC completed a CAD 900 million private placement in Canada due September 22, 2015. Additionally, during the fourth quarter 2010, Molson Coors International LP completed a CAD 500 million private placement in Canada due October 6, 2017. Prior to issuing the bonds, we entered into forward starting interest rate transactions for a portion of each Canadian offering. The bond forward transactions effectively established, in advance, the yield of the government of Canada bond rate over which the Company's private placement was priced. At the time of the private placement offerings and pricings, the government of Canada bond rates were trading at a yield lower than that locked in with the Company's interest rate locks. This resulted in a loss on the bond forward transactions of $4.0 million related to the CAD 900 million bonds, and $7.8 million on the CAD 500 million bonds. Per authoritative accounting guidance pertaining to derivatives and hedging, the losses are being amortized over the life of each respective Canadian issued private placement and will serve to increase our effective cost of borrowing compared to the stated coupon rates by 0.05% and 0.23% on the CAD 900 million and CAD 500 million bonds, respectively.
(4)
On May 3, 2012, we issued $1.9 billion of senior notes with portions maturing in 2017, 2022 and 2042. The 2017 senior notes were issued in an initial aggregate principal amount of $300 million at 2.0% interest and will mature on May 1, 2017. The 2022 senior notes were issued in an initial aggregate principal amount of $500 million at 3.5% interest and will mature on May 1, 2022. The 2042 senior notes were issued in an initial aggregate principal amount of $1.1 billion at 5.0% interest and will mature on May 1, 2042. The issuance resulted in total proceeds to us, before expenses, of $1,880.7 million, net of underwriting fees and discounts of $14.7 million and $4.6 million, respectively. Total debt issuance costs capitalized in connection with these senior notes, including the underwriting fees and discounts, are approximately $18.0 million and will be amortized over the life of the notes. The issuance adds a number of guarantors to these debt securities as well as to our existing senior obligations, pursuant to requirements of our existing senior debt obligation agreements. These new guarantors consist principally of the U.K. operating entity. See Note 20, "Supplemental Guarantor Information" for further discussion and guarantor financial information reflective of this change.
Concurrent with the announcement of the Acquisition, we entered into a bridge loan agreement, which we terminated upon the issuance of the $1.9 billion senior notes. In connection with the issuance and subsequent termination of the bridge loan, we incurred costs of $13.0 million recorded in other expense in the second quarter of 2012. See Note 6, "Other Income and Expense" for further discussion.
Our risk management policy prohibits speculating on specific events, including the direction of interest rates. In advance of our issuance of the $1.9 billion senior notes, we systematically removed a portion of our interest rate market risk by entering into Treasury Locks. This resulted in an increase in the certainty of our yield to maturity when issuing the notes. In the second quarter of 2012, we recognized a cash loss of $39.2 million on settlement of the Treasury Locks recorded in interest expense. See Note 17, "Derivative Instruments and Hedging Activities" for further discussion.
(5)
On April 3, 2012, we entered into a term loan agreement (the ''Term Loan Agreement'') that provides for a 4-year term loan facility of $300 million, composed of one $150 million borrowing and one Euro-denominated borrowing equal to $150 million at issuance (or €120 million borrowing) both of which were funded upon close of the Acquisition on June 15, 2012. The Term Loan Agreement required quarterly principal repayments equal to 2.5% of the initial principal obligation, which commenced on September 30, 2012, with the remaining 62.5% principal balance due at the June 15, 2016 maturity date. The obligations under the Term Loan Agreement were our general unsecured obligations. The Term Loan Agreement contained customary events of default, specified representations and warranties and covenants, including, among other things, covenants that limited our and our subsidiaries' ability to incur certain additional priority indebtedness, create or permit liens on assets or engage in mergers or consolidations. Debt issuance costs capitalized in connection with the Term Loan Agreement were amortized over the life of the debt and totaled approximately $3 million.
During 2012, we repaid the $150 million borrowing and made principal repayments of €26.0 million on the €120 million borrowing. During the third quarter of 2012, we designated the €120 million term loan as a net investment hedge of our Central European operations. During 2013, we made principal repayments of $123.8 million (€93.7 million) on the remaining balance of our €120 million term loan. As a result, the term loan was fully repaid in the third quarter of 2013. See Note 17, "Derivative Instruments and Hedging Activities" for further discussion.
(6)
On April 3, 2012, we entered into a revolving credit agreement (the ''Credit Agreement''). The Credit Agreement provides for a 4-year revolving credit facility of $300 million that was subsequently amended to increase the borrowing limit to $550 million. The Credit Agreement contains customary events of default and specified representations and warranties and covenants, including, among other things, covenants that limit our subsidiaries' ability to incur certain additional priority indebtedness, create or permit liens on assets, or engage in mergers or consolidations. In relation to the credit facilities issued during 2012, we incurred $5.5 million of total issuance costs and up-front fees, which are being amortized over the terms of each respective facility.
In the second quarter of 2011, we entered into an agreement for a 4-year revolving multicurrency credit facility of $400 million, which provides a $100 million sub-facility available for the issuance of letters of credit.
There were no outstanding borrowings on these credit facilities as of December 31, 2013. These credit facilities support our commercial paper program discussed below.
(7)
In addition to the unamortized debt discount on the $575 million convertible notes as of December 29, 2012, we have unamortized debt discounts on the additional debt balances of $5.1 million and $6.6 million as of December 31, 2013, and December 29, 2012, respectively.
(8)
In the first quarter of 2013, a $950 million commercial paper program was approved and implemented. The commercial paper program is supported by our $550 million and $400 million revolving credit facilities. To fund the repayment of our €500 million Zero Coupon Senior Unsecured Convertible Note, we issued short-term commercial paper during the third quarter of 2013. As of December 31, 2013, the outstanding borrowings under the commercial paper program were $379.8 million at a weighted average effective interest rate and tenor of 0.49% and 47.2 days, respectively.
In the third quarter of 2012, we entered into a revolving credit agreement ("Euro Credit Agreement") to support the operations of our Europe segment. The Euro Credit Agreement provides for a 1-year revolving credit facility of €150 million on an uncommitted basis. In the third quarter of 2013, this revolving credit facility was renewed and restructured and will continue to provide €150.0 million on an uncommitted basis through September 2014. As of December 31, 2013, the outstanding borrowings under this revolving credit facility were $137.4 million. There were no outstanding borrowings under this revolving credit facility as of December 29, 2012.
Other short-term borrowing facilities consist of an overdraft facility of CAD $30.0 million at either USD Prime or CAD Prime depending on the borrowing currency, a GBP line of credit , which was temporarily increased to GBP 20.0 million as of December 31, 2013 and subsequently reduced to GBP 10.0 million in January 2014, and an overdraft facility for GBP 10.0 million, both at GBP LIBOR +1.5%, and a line of credit for Japanese Yen 1.5 billion (of which Japanese Yen 575.0 million is committed under an outstanding letter of credit, at a base rate of less than 1.0%). As of December 31, 2013, and December 29, 2012, we had outstanding borrowings of $3.1 million and $9.3 million, respectively, under the Japanese Yen line of credit, and no borrowings under the GBP and CAD facilities. See Note 19, "Commitments and Contingencies" for discussion related to letters of credit. Also included in short-term borrowings is $4.8 million and $3.9 million related to factoring arrangements and other short-term borrowings within our Europe business as of December 31, 2013, and December 29, 2012, respectively.
Debt Fair Value Measurements
We utilize market approaches to estimate the fair value of certain outstanding borrowings by discounting anticipated future cash flows derived from the contractual terms of the obligations and observable market interest and foreign exchange rates. As of December 31, 2013, and December 29, 2012, the fair value of our outstanding long-term debt (including current portion) was $3,359.1 million and $4,993.0 million, respectively. All senior notes are valued based on significant observable inputs and would be classified as Level 2 in the fair value hierarchy. The fair value measurement of the conversion feature embedded in the Convertible Note included significant unobservable inputs and was classified as Level 3 in the fair value hierarchy prior to settlement. See Note 17, "Derivative Instruments and Hedging Activities" for further discussion regarding the fair value of the conversion feature related to the Convertible Note which was settled in 2013. The carrying values of all other outstanding long-term borrowings and our short-term borrowings approximate their fair values.
Other
Under the terms of each of our debt facilities, we must comply with certain restrictions. These include restrictions on priority indebtedness (certain threshold percentages of secured consolidated net tangible assets), leverage thresholds, liens, and restrictions on certain types of sale lease-back transactions and transfers of assets. As of December 31, 2013, and December 29, 2012, we were in compliance with all of these restrictions and have met all debt payment obligations.
As of December 31, 2013, the aggregate principal debt maturities of long-term debt and short-term borrowings, based on foreign exchange rates at fiscal year end 2013, for the next five fiscal years are as follows:
Fiscal year
 
Amount
 
 
(In millions)
2014
 
$
586.9

2015
 
847.4

2016
 

2017
 
770.7

2018
 

Thereafter
 
1,600.0

Total
 
$
3,805.0


Interest
Interest incurred, capitalized and expensed were as follows:
 
For the years ended
 
December 31, 2013
 
December 29, 2012
 
December 31, 2011
 
(In millions)
Interest incurred(1)
$
185.2

 
$
198.6

 
$
121.0

Interest capitalized
(1.4
)
 
(2.3
)
 
(2.3
)
Interest expensed
$
183.8

 
$
196.3

 
$
118.7

(1)
Interest incurred includes total non-cash interest of $11.2 million, $19.0 million and $17.5 million for the fiscal years 2013, 2012 and 2011, respectively. Interest incurred also includes the change in fair value of the embedded conversion feature related to the Euro-denominated Convertible Notes of $5.4 million expense and $8.0 million income for the fiscal years 2013 and 2012, respectively.
Share-Based Payments
Share-Based Payments
Share-Based Payments
At December 31, 2013, we had three share-based compensation plans.
The 1990 Equity Incentive Plan
The 1990 Equity Incentive Plan ("EI Plan") generally provides for two types of grants for our employees: stock options for shares of Class B common stock and restricted stock awards of Class B common stock. The stock options have a term of 10 years and one-third of the stock option award vests in each of the three successive years after the date of grant. There were no awards granted under the EI Plan in 2013, 2012 or 2011 and we are not expecting to grant any new awards under this plan.
Equity Compensation Plan for Non-Employee Directors
The Equity Compensation Plan for Non-Employee Directors ("EC Plan") provides for awards of shares of Class B common stock or options for shares of Class B common stock. Awards vest after completion of the director's annual term. The compensation cost associated with the EC plan is amortized over the directors' term. There were no awards granted under the EC Plan in 2013, 2012 or 2011 and we are not expecting to grant any new awards under this plan.
Molson Coors Brewing Company Incentive Compensation Plan
During 2013, 2012 and 2011, we issued the following awards related to shares of Class B common stock to certain directors, officers, and other eligible employees, pursuant to the Molson Coors Brewing Company Incentive Compensation Plan ("MCBC IC Plan"): RSUs, DSUs, PUs, PSUs, stock options, and SOSARs.
RSU awards are issued at the market value equal to the price of our stock at the date of the grant and vest over a period of 3 years. In 2013, 2012 and 2011, we granted 0.3 million, 0.4 million and 0.3 million RSUs, respectively, with a weighted-average market value of $42.74, $42.04 and $44.27 each, respectively. Prior to vesting, RSUs have no voting rights.
DSU awards, under the Directors' Stock Plan pursuant to the MCBC IC Plan, are elections made by non-employee directors of MCBC that enable them to receive all or one-half of their annual cash retainer payments in our stock. The deferred stock unit awards are issued at the market value equal to the closing price on the date of the grant. The DSUs are paid in shares of stock upon termination of service. Prior to vesting, DSUs have no voting rights. In 2013, 2012 and 2011, we granted a small number of DSUs with a weighted-average market value of $50.56, $43.74 and $43.53 per share, respectively.
PUs were granted based on a target value established at the date of grant and vest upon completion of a service requirement. The payout value can range from zero to two times the target value based on achievement of specified adjusted earnings per share targets. The PU award value can be settled in cash or shares, or partly in cash and partly in shares, at the discretion of the Company. If settled in shares, it will be based on the closing Class B common stock price on the date of vesting. Prior to vesting, no shares are issued and PUs have no voting or dividend rights. We account for the PUs as liabilities, resulting in variable compensation expense until settled. The variability of compensation expense arises primarily from changing estimates of adjusted earnings per share. Changes in the price of Class B common stock during the vesting period do not impact compensation expense but will impact the number of shares ultimately issued if the awards are settled in stock. Compensation expense is determined based upon the estimated fair value and recognized over the requisite service period of the grant once we have determined that achievement of the performance condition is probable. If in the future it becomes improbable that the performance condition will be met, previously recognized compensation cost will be reversed, and no compensation cost will be recognized. The service condition vesting period is three years. In 2013, there were a small number of PUs granted. In 2012 and 2011, we granted 0.7 million and 0.6 million PUs, respectively. The aggregate intrinsic value of PUs outstanding at December 31, 2013, and December 29, 2012, was $2.9 million and $18.9 million, respectively.
As part of our annual grant in the first quarter of 2013 we granted PSUs, rather than PUs that we had historically granted, for performance awards. PSUs are granted with a target value established at the date of grant and vest upon completion of a service requirement. The settlement amount of the PSUs is determined based on market and performance metrics, which include our total stockholder return performance relative to the S&P 500 and specified adjusted earnings per share. PSU compensation expense is based on a fair value assigned to the market metric using a Monte Carlo model, which will remain constant throughout the vesting period of three years, and a performance multiplier, which will vary due to changing estimates of adjusted earnings per share. We granted 0.2 million PSUs with a weighted-average fair value of $43.10.
Stock options are granted with an exercise price equal to the market value of a share of common stock on the date of grant. Stock options have a term of 10 years and generally vest over three years. During 2013, we granted 0.2 million options with a weighted-average fair value of $8.39 each. During 2012, we granted 0.3 million options with a weighted-average fair value of $8.09 each. During 2011, we granted 0.7 million options with a weighted-average fair value of $9.60 each.
SOSARs were granted with an exercise price equal to the market value of a share of common stock on the date of grant. The SOSARs entitle the award recipient to receive shares of the Company's stock with a fair value equal to the excess of the trading price over the exercise price of such shares on the date of the exercise. SOSARs have a term of ten years and generally vest over three years. No SOSARs were granted in 2013, 2012 or 2011.
The mark-to-market share-based compensation expense before tax, related to our share-based awards granted to former CBC employees now employed by MillerCoors during the fiscal year 2011, was a benefit of $0.1 million and this amount is included in the table below. We did not record an adjustment in 2012 or 2013 as these awards were fully vested as of the end of the second quarter of 2011. No further adjustments will be recorded related to these awards.
The following table summarizes share-based compensation expense:
 
For the years ended
 
December 31, 2013
 
December 29, 2012
 
December 31, 2011
 
(In millions)
Pretax compensation expense
$
19.5

 
$
14.0

 
$
24.6

Tax benefit
(5.6
)
 
(4.2
)
 
(6.8
)
After-tax compensation expense
$
13.9

 
$
9.8

 
$
17.8


The increase in expense during 2013 was primarily driven by accelerated expense related to certain RSUs and PSUs granted in the first quarter of 2013. The decrease in expense from 2011 to 2012 was primarily driven by lower values of performance units at year end, fewer options granted during the year and increased forfeitures.
As of December 31, 2013, there was approximately $15.6 million of total unrecognized compensation cost from all share-based compensation arrangements granted under the plans, related to unvested shares. This compensation is expected to be recognized over a weighted-average period of approximately 1.0 year.
The following table represents non-vested RSUs, DSUs, PSUs and PUs as of December 31, 2013, and the activity during 2013:
 
RSUs and DSUs
 
PUs
 
PSUs
 
Units
 
Weighted-average
grant date fair value per unit
 
Units
 
Weighted-average
grant date fair value per unit
 
Units
 
Weighted-average grant date fair value per unit
 
(In millions, except per share amounts)
Non-vested as of December 29, 2012
0.7
 
$43.06
 
1.7
 
$10.90
 
 
$—
Granted
0.3
 
$42.94
 
 
$—
 
0.2
 
$43.10
Vested
(0.2)
 
$42.96
 
(0.6)
 
$11.61
 
 
$—
Forfeited
(0.1)
 
$41.81
 
(0.1)
 
$3.58
 
 
$—
Non-vested as of December 31, 2013
0.7
 
$42.08
 
1.0
 
$2.87
 
0.2
 
$43.10

The total intrinsic values of RSUs and DSUs vested during 2013, 2012 and 2011 were $10.2 million, $9.4 million and $24.4 million, respectively. The total share based liabilities paid for PU's vested during 2013, 2012, and 2011 were $6.9 million, $7.3 million and $4.9 million, respectively.
The following table represents the summary of options and SOSARs outstanding as of December 31, 2013, and the activity during 2013.
 
Shares outstanding
 
Shares exercisable at year end
 
Shares
 
Weighted-
average
exercise price
 
Weighted-
average
remaining
contractual
life (years)
 
Aggregate
intrinsic
value
 
Shares
 
Weighted-
average
exercise price
 
Weighted-
average
remaining
contractual
life (years)
 
Aggregate
intrinsic
value
 
(In millions, except per share amounts and years)
Outstanding as of December 29, 2012
6.0
 
$40.55
 
4.05
 
$
23.2

 
5.2
 
$40.07
 
3.38
 
$
23.1

Granted
0.2
 
$45.22
 
 
 
 

 
 
 
 
 
 
 
 

Exercised
(2.7)
 
$37.11
 
 
 
 

 
 
 
 
 
 
 
 

Forfeited
 

 
 
 
 

 
 
 
 
 
 
 
 

Outstanding as of December 31, 2013
3.5
 
$43.41
 
4.57
 
$
45.1

 
2.9
 
$43.26
 
3.86
 
$
38.4


The total intrinsic values of options exercised during 2013, 2012 and 2011 were $36.0 million, $16.7 million and $3.9 million, respectively. During 2013, 2012 and 2011, cash received from stock options exercises was $88.8 million, $34.1 million and $11.6 million, respectively, and the total tax benefit to be realized for the tax deductions from these option exercises and other awards was $7.7 million, $4.9 million and $2.0 million, respectively.
The shares of common stock to be issued under the stock option plans are made available from authorized and unissued Company common stock. As of December 31, 2013, there were 7.9 million shares of the Company's common stock available for the issuance as option, SOSAR, RSU, DSU, PSU, and PU awards under the MCBC IC Plan.
The fair value of each option granted in 2013, 2012 and 2011 was determined on the date of grant using the Black-Scholes option-pricing model with the following weighted-average assumptions:
 
For the years ended
 
December 31, 2013
 
December 29, 2012
 
December 31, 2011
Risk-free interest rate
1.43%
 
1.50%
 
2.57%
Dividend yield
2.88%
 
2.99%
 
2.57%
Volatility range
22.4% - 25.9%
 
25.8% - 27.6%
 
25.3% - 29.4%
Weighted-average volatility
25.02%
 
25.86%
 
26.29%
Expected term (years)
7.7
 
4.0 - 7.7
 
4.0 - 7.7
Weighted-average fair value
$8.39
 
$8.09
 
$9.60

The risk-free interest rates utilized for periods throughout the contractual life of the options are based on a zero-coupon U.S. Treasury security yield at the time of grant. Expected volatility is based on a combination of historical and implied volatility of our stock. The expected term of options is estimated based upon observations of historical employee option exercise patterns and trends. The range on the expected term in 2011 and 2012 results from awards granted to separate groups of employees who exhibit different historical exercise behavior.
The fair value of the market metric for each PSU granted in the first quarter of 2013 was determined on the date of grant using a Monte Carlo model to simulate total stockholder return for MCBC and peer companies. This value was calculated at $43.10 using a term of 2.83 years as the time between grant date and the end of the performance period. Specific inputs into this valuation, derived using the specified term include a volatility of 21.13% for MCBC and between a range of 12% and 69% for our peers, a risk-free interest rate of 0.33% and a dividend yield of 2.88%.
Accumulated Other Comprehensive Income (Loss)
Accumulated Other Comprehensive Income (Loss)
Accumulated Other Comprehensive Income (Loss)
 
MCBC shareholders
 
Foreign
currency
translation
adjustments
 
Gain (loss) on
derivative
instruments
 
Pension and
Postretirement
Benefit
adjustments
 
Equity Method
Investments
 
Accumulated
other
comprehensive
income (loss)
 
(In millions)
As of December 25, 2010
$
906.3

 
$
(11.6
)
 
$
(497.4
)
 
$
(226.2
)
 
$
171.1

Foreign currency translation adjustments
(49.6
)
 

 

 

 
(49.6
)
Unrealized gain (loss) on derivative instruments

 
(2.0
)
 

 

 
(2.0
)
Reclassification of derivative losses to income(1)

 
14.9

 

 

 
14.9

Pension and other postretirement benefit adjustments

 

 
(255.8
)
 

 
(255.8
)
Amortization of net prior service costs and net actuarial losses to income(1)

 

 
13.8

 

 
13.8

Ownership share of unconsolidated subsidiaries' other comprehensive income (loss)

 

 

 
(106.2
)
 
(106.2
)
Tax benefit (expense)
(18.1
)
 
0.4

 
62.6

 
39.2

 
84.1

As of December 31, 2011
$
838.6

 
$
1.7

 
$
(676.8
)
 
$
(293.2
)
 
$
(129.7
)
Foreign currency translation adjustments
340.3

 
(1.6
)
 
(2.4
)
 

 
336.3

Unrealized gain (loss) on derivative instruments

 
(37.7
)
 

 

 
(37.7
)
Reclassification of derivative losses to income(1)

 
10.2

 

 

 
10.2

Pension and other postretirement benefit adjustments

 

 
(176.5
)
 

 
(176.5
)
Amortization of net prior service costs and net actuarial losses to income(1)

 

 
36.3

 

 
36.3

Ownership share of unconsolidated subsidiaries' other comprehensive income (loss)

 

 

 
(79.5
)
 
(79.5
)
Reclassification from investment in MillerCoors(2)

 

 

 
(97.9
)
 
(97.9
)
Tax benefit (expense)
8.6

 
9.7

 
(24.7
)
 
72.6

 
66.2

As of December 29, 2012
$
1,187.5

 
$
(17.7
)
 
$
(844.1
)
 
$
(398.0
)
 
$
(72.3
)
Foreign currency translation adjustments
(177.7
)
 

 
0.7

 

 
(177.0
)
Unrealized gain (loss) on derivative instruments

 
58.6

 

 

 
58.6

Reclassification of derivative losses to income(1)

 
(5.5
)
 

 

 
(5.5
)
Pension and other postretirement benefit adjustments

 

 
278.0

 

 
278.0

Amortization of net prior service costs and net actuarial losses to income(1)

 

 
53.7

 

 
53.7

Ownership share of unconsolidated subsidiaries' other comprehensive income (loss)

 

 

 
114.5

 
114.5

Reclassification from investment in MillerCoors(2)

 

 

 
34.3

 
34.3

Tax benefit (expense)
(30.7
)
 
(20.8
)
 
(44.6
)
 
(33.3
)
 
(129.4
)
As of December 31, 2013
$
979.1

 
$
14.6

 
$
(556.3
)
 
$
(282.5
)
 
$
154.9

(1)
The tax benefit (expense) recognized on reclassification of derivative gains and losses to income was $(2.3) million, $1.6 million and $4.5 million for the fiscal years 2013, 2012 and 2011, respectively. The tax benefit recognized on reclassification of net prior service costs and net actuarial gains and losses to income was $7.3 million, $5.4 million and $3.6 million for the fiscal years 2013, 2012 and 2011, respectively.
(2)
During the first quarter of 2013, we recorded a tax adjustment related to the reclassification of amounts from the investment in MillerCoors to AOCI that was recorded in the fourth quarter of 2012 to reflect our proportional share of MillerCoors AOCI at formation. We made this reclassification in 2012 as we believe the new presentation provides improved transparency of our share of MillerCoors AOCI. This tax adjustment, which should have been made in 2012 with the reclassification, was not material to either the current or prior period financial statements taken as a whole and therefore the adjustment was recorded in 2013 and prior periods do not reflect the adjustment.
We have significant levels of net assets denominated in currencies other than the USD due to our operations in foreign countries, and therefore recognize OCI gains and/or losses when those items are translated to USD. The foreign currency translation losses recognized during 2013 are largely due to the weakening of the CAD slightly offset by the strengthening of the GBP and certain currencies of our Central Europe operations versus the USD, compared to the strengthening of the CAD, GBP and currencies of our Central European operations in 2012, and the weakening of both the CAD and GBP in 2011. OCI gains/losses related to our pension and OPEB plans are due to changes in our plan obligations, driven by actuarial gains/losses related to fluctuations in discount rate and other actuarial assumptions. OCI associated with our equity method investments is primarily related to our 42% share of the MillerCoors OCI activity (unrealized gains and losses on derivative instruments and pension obligations) and changes to BRI and BDL pension obligations.
Reclassifications from AOCI to income:
 
 
For the year ended
 
 
 
 
December 31, 2013
 
 
 
 
Reclassifications from AOCI
 
Location of gain (loss)
recognized in income
 
 
(In millions)
 
 
Gain/(loss) on cash flow hedges:
 
 
 
 
Forward starting interest rate swaps
 
$
(1.6
)
 
Interest expense, net
Foreign currency forwards
 
2.2

 
Other income (expense), net
Foreign currency forwards
 
5.2

 
Cost of goods sold
Commodity swaps
 
(0.3
)
 
Cost of goods sold
Total income (loss) reclassified, before tax
 
5.5

 
 
Income tax benefit (expense)
 
(2.3
)
 
 
Net income (loss) reclassified, net of tax
 
$
3.2

 
 
 
 
 
 
 
Amortization of defined benefit pension and other postretirement benefit plan items:
 
 
 
 
Prior service benefit (cost)
 
$
2.8

 
(1)
Net actuarial gain (loss)
 
(56.5
)
 
(1)
Total income (loss) reclassified, before tax
 
(53.7
)
 
 
Income tax benefit (expense)
 
7.3

 
 
Net income (loss) reclassified, net of tax
 
$
(46.4
)
 
 
 
 
 
 
 
Total income (loss) reclassified, net of tax
 
$
(43.2
)
 
 
(1)
These components of AOCI are included in the computation of net periodic pension and other postretirement benefit cost. See Note 16, "Employee Retirement Plans and Postretirement Benefits" for additional details.
Employee Retirement Plans and Postretirement Benefits
Employee Retirement Plans and Postretirement Benefits
Employee Retirement Plans and Postretirement Benefits
We maintain retirement plans for the majority of our employees. Depending on the benefit program, we provide either defined benefit pension or defined contribution plans to our employees in each of our segments. Each plan is managed locally and in accordance with respective local laws and regulations. We have defined benefit pension plans in the U.K., Canada and Japan. All retirement plans for MCBC employees in the U.S. are defined contribution pension plans. Additionally, we offer OPEB plans to the majority of our Canadian, U.S. and Central European employees; these plans are not funded. MillerCoors, BRI and BDL maintain defined benefit pension and postretirement benefit plans as well; however, those plans are excluded from this disclosure as they are equity method investments and not consolidated.
Defined Benefit and OPEB Plans
Net Periodic Pension and OPEB Cost
 
For the years ended
 
December 31, 2013
 
December 29, 2012
 
December 31, 2011
 
Pension
 
OPEB
 
Consolidated
 
Pension
 
OPEB
 
Consolidated
 
Pension
 
OPEB
 
Consolidated
 
(In millions)
Components of net periodic pension and OPEB cost:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Service cost—benefits earned during the year
$
15.8

 
$
3.4

 
$
19.2

 
$
16.8

 
$
2.9

 
$
19.7

 
$
18.8

 
$
2.4

 
$
21.2

Interest cost on projected benefit obligation
157.0

 
7.2

 
164.2

 
165.7

 
8.0

 
173.7

 
180.5

 
7.7

 
188.2

Expected return on plan assets
(177.9
)
 

 
(177.9
)
 
(175.2
)
 

 
(175.2
)
 
(199.4
)
 

 
(199.4
)
Amortization of prior service cost (benefit)
0.8

 
(3.6
)
 
(2.8
)
 
0.8

 
(3.7
)
 
(2.9
)
 
0.8

 
(3.8
)
 
(3.0
)
Amortization of net actuarial loss (gain)
56.6

 
(0.1
)
 
56.5

 
39.4

 
(0.2
)
 
39.2

 
20.2

 
(3.4
)
 
16.8

Curtailment loss

 

 

 
1.3

 

 
1.3

 

 

 

Special termination benefits

 

 

 
0.4

 

 
0.4

 

 

 

Less: expected participant contributions
(1.2
)
 

 
(1.2
)
 
(1.5
)
 

 
(1.5
)
 
(1.6
)
 

 
(1.6
)
Net periodic pension and OPEB cost
$
51.1

 
$
6.9

 
$
58.0

 
$
47.7

 
$
7.0

 
$
54.7

 
$
19.3

 
$
2.9

 
$
22.2



Obligations and Changes in Funded Status
The changes in the benefit obligation, plan assets and the funded status of the pension and OPEB plans are as follows:
 
For the year ended December 31, 2013
 
For the year ended December 29, 2012
 
Pension
 
OPEB
 
Consolidated
 
Pension
 
OPEB
 
Consolidated
 
(In millions)
Change in benefit obligation:
 
 
 
 
 
 
 
 
 
 
 
Prior year benefit obligation
$
3,955.5

 
$
186.4

 
$
4,141.9

 
$
3,603.9

 
$
168.4

 
$
3,772.3

Postretirement benefit obligation assumed in Acquisition

 

 

 

 
2.7

 
2.7

Service cost, net of expected employee contributions
14.7

 
3.4

 
18.1

 
15.6

 
2.9

 
18.5

Interest cost
157.0

 
7.2

 
164.2

 
165.7

 
8.0

 
173.7

Actual employee contributions
1.1

 

 
1.1

 
1.3

 

 
1.3

Curtailment loss

 

 

 
1.3

 

 
1.3

Special termination benefits

 

 

 
0.4

 

 
0.4

Actuarial loss (gain)
(84.6
)
 
(15.7
)
 
(100.3
)
 
243.7

 
8.3

 
252.0

Amendments
0.5

 
(0.1
)
 
0.4

 
0.5

 

 
0.5

Benefits paid
(201.0
)
 
(8.5
)
 
(209.5
)
 
(199.0
)
 
(8.1
)
 
(207.1
)
Adjustment due to change in historical accounting
8.1

 

 
8.1

 

 

 

Foreign currency exchange rate change
(34.4
)
 
(10.6
)
 
(45.0
)
 
122.1

 
4.2

 
126.3

Benefit obligation at end of year
$
3,816.9

 
$
162.1

 
$
3,979.0

 
$
3,955.5

 
$
186.4

 
$
4,141.9

Change in plan assets:
 
 
 
 
 
 
 
 
 
 
 
Prior year fair value of assets
$
3,353.8

 
$

 
$
3,353.8

 
$
3,138.9

 
$

 
$
3,138.9

Actual return on plan assets
359.7

 

 
359.7

 
254.4

 

 
254.4

Employer contributions
113.1

 
8.5

 
121.6

 
55.3

 
8.1

 
63.4

Actual employee contributions
1.1

 

 
1.1

 
1.3

 

 
1.3

Benefits and plan expenses paid
(204.5
)
 
(8.5
)
 
(213.0
)
 
(201.1
)
 
(8.1
)
 
(209.2
)
Foreign currency exchange rate change
(27.0
)
 

 
(27.0
)
 
105.0

 

 
105.0

Fair value of plan assets at end of year
$
3,596.2

 
$

 
$
3,596.2

 
$
3,353.8

 
$

 
$
3,353.8

Funded status:
$
(220.7
)
 
$
(162.1
)
 
$
(382.8
)
 
$
(601.7
)
 
$
(186.4
)
 
$
(788.1
)
Amounts recognized in the Consolidated Balance Sheets:
 
 
 
 
 
 
 
 
 
 
 
Other non-current assets
$
91.8

 
$

 
$
91.8

 
$
56.5

 
$

 
$
56.5

Accounts payable and other current liabilities
(3.1
)
 
(8.9
)
 
(12.0
)
 
(2.6
)
 
(9.0
)
 
(11.6
)
Pension and postretirement benefits
(309.4
)
 
(153.2
)
 
(462.6
)
 
(655.6
)
 
(177.4
)
 
(833.0
)
Net amounts recognized
$
(220.7
)
 
$
(162.1
)
 
$
(382.8
)
 
$
(601.7
)
 
$
(186.4
)
 
$
(788.1
)
The accumulated benefit obligation for our defined benefit pension plans was $3,805.9 million and $3,953.0 million at December 31, 2013, and December 29, 2012, respectively. The $405.3 million improvement in the net underfunded status of our aggregate pension and OPEB plans from December 29, 2012 to December 31, 2013 was primarily driven by the increase in the weighted average discount rates used, discussed below, as well as increased employer contributions and the performance of our plan assets exceeding the expected return for our funded plans by approximately $180 million.
Information for defined benefit pension and OPEB plans with aggregate accumulated benefit and projected benefit obligations in excess of plan assets is as follows:
 
As of December 31, 2013
 
As of December 29, 2012
 
Pension
 
OPEB
 
Consolidated
 
Pension
 
OPEB
 
Consolidated
 
(In millions)
Accumulated benefit obligation
$
3,105.7

 
$
162.1

 
$
3,267.8

 
$
3,580.9

 
$
186.4

 
$
3,767.3

Projected benefit obligation
$
3,115.5

 
$
162.1

 
$
3,277.6

 
$
3,582.3

 
$
186.4

 
$
3,768.7

Fair value of plan assets
$
2,803.0

 
$

 
$
2,803.0

 
$
2,924.1

 
$

 
$
2,924.1

Accumulated Other Comprehensive Income
Amounts recognized in AOCI not yet recognized as components of net periodic pension and OPEB cost, pretax were as follows:
 
As of December 31, 2013
 
As of December 29, 2012
 
Pension
 
OPEB
 
Consolidated
 
Pension
 
OPEB
 
Consolidated
 
(In millions)
Net actuarial loss (gain)
$
811.1

 
$
(21.7
)
 
$
789.4

 
$
1,130.9

 
$
(6.1
)
 
$
1,124.8

Net prior service cost
3.1

 
(3.9
)
 
(0.8
)
 
3.4

 
(7.2
)
 
(3.8
)
Total not yet recognized
$
814.2

 
$
(25.6
)
 
$
788.6

 
$
1,134.3

 
$
(13.3
)
 
$
1,121.0


Changes in plan assets and benefit obligations recognized in OCI, pretax were as follows:
 
Pension
 
OPEB
 
Consolidated
 
(In millions)
Accumulated other comprehensive loss (income) as of December 31, 2011
$
1,003.0

 
$
(24.6
)
 
$
978.4

Amortization of prior service costs (benefit)
(0.8
)
 
3.7

 
2.9

Amortization of net actuarial loss (gain)
(39.4
)
 
0.2

 
(39.2
)
Current year actuarial loss
168.2

 
8.3

 
176.5

Foreign currency exchange rate change
3.3

 
(0.9
)
 
2.4

Accumulated other comprehensive loss (income) as of December 29, 2012
$
1,134.3

 
$
(13.3
)
 
$
1,121.0

Amortization of prior service costs (benefit)
(0.8
)
 
3.6

 
2.8

Amortization of net actuarial loss (gain)
(56.6
)
 
0.1

 
(56.5
)
Current year actuarial loss (gain)
(262.3
)
 
(15.7
)
 
(278.0
)
Plan amendment

 
(0.1
)
 
(0.1
)
Foreign currency exchange rate change
(0.4
)
 
(0.2
)
 
(0.6
)
Accumulated other comprehensive loss (income) as of December 31, 2013
$
814.2

 
$
(25.6
)
 
$
788.6


Amortization of AOCI expected to be recognized in net periodic pension and OPEB cost during fiscal year 2014 pretax is as follows:
 
Pension
 
OPEB
 
Consolidated
 
(In millions)
Amortization of net prior service cost (gain)
$
0.7

 
$
(3.3
)
 
$
(2.6
)
Amortization of actuarial net loss (gain)
$
(9.5
)
 
$
(0.9
)
 
$
(10.4
)

Assumptions
Periodic pension and OPEB cost is actuarially calculated annually for each individual plan based on data available at the beginning of each year. Assumptions used in the calculation include the settlement discount rate selected and disclosed at the end of the previous year as well as other assumptions detailed in the table below. The weighted-average rates used in determining the periodic pension and OPEB cost for the fiscal years 2013, 2012 and 2011 were as follows:
 
For the years ended
 
December 31, 2013
 
December 29, 2012
 
December 31, 2011
 
Pension
 
OPEB
 
Pension
 
OPEB
 
Pension
 
OPEB
Weighted-average assumptions:
 
 
 
 
 
 
 
 
 
 
 
Settlement discount rate
4.18%
 
4.12%
 
4.61%
 
4.66%
 
5.32%
 
5.33%
Rate of compensation increase(1)
2.50%
 
N/A
 
2.50%
 
N/A
 
3.00%
 
N/A
Expected return on plan assets(2)
5.83%
 
N/A
 
5.57%
 
N/A
 
6.17%
 
N/A
Health care cost trend rate
N/A
 
Ranging ratably from 7.9% in 2013 to 4.5% in 2028
 
N/A
 
Ranging ratably from 8.2% in 2012 to 4.5% in 2028
 
N/A
 
Ranging ratably from 8.5% in 2011 to 4.5% in 2028
(1)
U.K. plan was closed to future accrual during 2009.
(2)
We develop our long term expected return on assets ("EROA") assumptions annually with input from independent investment specialists including our actuaries, investment consultants and other specialists. Each EROA assumption is based on historical data, including historical returns, historical market rates and is calculated for each plan's individual asset class. The calculation includes inputs for interest, inflation, credit, and risk premium (active investment management) rates and fees paid to service providers. We consider our EROA to be a significant management estimate. Any material changes in the inputs to our methodology used in calculating our EROA could have a significant impact on our reported defined benefit pension plans' expense.
Benefit obligations are actuarially calculated annually at the end of each year based on the assumptions detailed in the table below. Obligations under the OPEB plans are determined by the application of the terms of medical and life insurance plans, together with relevant actuarial assumptions and heath care cost trend rates. The weighted-average rates used in determining the projected benefit obligation for defined pension plans and the accumulated postretirement benefit obligation for OPEB plans, as of December 31, 2013, and December 29, 2012, were as follows:
 
As of December 31, 2013
 
As of December 29, 2012
 
Pension
 
OPEB
 
Pension
 
OPEB
Weighted-average assumptions:
 
 
 
 
 
 
 
Settlement discount rate
4.57%
 
4.79%
 
4.18%
 
4.12%
Rate of compensation increase(1)
2.50%
 
N/A
 
2.50%
 
N/A
Health care cost trend rate
N/A
 
Ranging ratably from 7.7% in 2014 to 4.5% in 2028
 
N/A
 
Ranging ratably from 7.9% in 2013 to 4.5% in 2028
(1)
U.K. plan was closed to future accrual during 2009.
The increase to the weighted-average discount rates used for our defined benefit pension plans and postretirement plans at December 31, 2013, from December 29, 2012, largely resulted from improving economic conditions in the countries in which our respective plans reside and central banks' anticipated reduced emphasis on continued monetary stimulus.
Assumed health care cost trend rates have a significant effect on the amounts reported for OPEB health care plans. A one-percentage point change in assumed health care cost trend rates would have the following effects on related OPEB plans:
 
1% point
increase
(unfavorable)
 
1% point
decrease
favorable
 
(In millions)
Effect on total of service and interest cost components
$
(1.2
)
 
$
1.3

Effect on postretirement benefit obligations
$
(17.4
)
 
$
15.9


Investment Strategy
The obligations of our defined benefit pension plans in Canada and the U.K. are supported by assets held in trusts for the payment of future benefits. The business segments are obligated to adequately fund these asset trusts. The underlying investments within our defined benefit pension plans include: cash and short term instruments, debt securities, equity securities, investment funds, and other investments including hedge fund of funds and real estate. Investment allocations reflect the customized strategies of the respective plans.
The plans use liability driven investment strategies in managing defined pension benefits. For all defined benefit pension plan assets the plans have the following primary investment objectives:
(1)
optimize the long-term return on plan assets at an acceptable level of risk and manage projected future cash contributions;
(2)
maintain a broad diversification across asset classes and among investment managers;
(3)
manage the risk level of the plan' assets in relation to the plans' liabilities
Each plan's respective allocation targets promote optimal expected return and volatility characteristics given a focus on a long-term time horizon for fulfilling the plans' obligations. All assets are managed by external investment managers with a mandate to either match or outperform their benchmark. The plans use different asset managers in the U.K. and Canada and each plan's respective asset allocation could be impacted by a change in asset managers. The U.K. plan has committed to investing with certain investment managers but is awaiting their capital calls. As such, the asset allocation is expected to change during 2014.
Our investment strategies for our defined benefit pension plans also consider the funding status for each plan. For defined benefit pension plans that are highly funded, assets are invested primarily in fixed income holdings that have a similar duration to the associated liabilities. For plans with lower funding levels, the fixed income component is managed in a similar manner to the highly funded plans. In addition to this liability-matching fixed income allocation, these plans also contain exposure to return generating assets including: equities, real estate, debt, and other investments held with the goal of producing higher returns, which may also have a higher risk profile. These investments are diversified by investing globally with limitations placed on issuer concentration.
For both our U.K. and Canadian plans, the plans hedge a portion of the foreign exchange exposure between plan assets which are not denominated in the local plan currency and the local currency as the Canadian and U.K. pension liabilities will be settled in CAD and GBP, respectively.
Target Allocations
The following compares target asset allocation percentages with actual asset allocations on a weighted-average asset basis at December 31, 2013:
 
Target
allocations
 
Actual
allocations
Equities
31.8%
 
34.4%
Fixed income(1)
48.7%
 
45.8%
Hedge funds
9.9%
 
9.4%
Real estate
4.3%
 
6.3%
Other
5.3%
 
4.1%
(1)
Target allocation and actual allocation percentages for fixed income include associated repurchase agreements.
Significant Concentration Risks
We periodically evaluate our defined benefit pension plan assets for concentration risks. As of December 31, 2013, we did not have any individual underlying asset positions that composed greater than 10% of each plan's overall assets. However, we currently have significant plan assets invested in U.K., U.S. and Canadian government fixed income holdings. A provisional credit rating downgrade for any of these governments could negatively impact the asset values.
Further, as our benefit plans maintain exposure to non-government investments, a significant system-wide increase in credit spreads would also negatively impact the reported plan asset values. In general, equity and fixed income risks have been mitigated by company-specific concentration limits and by utilizing multiple equity managers. We do have significant amounts of assets invested with individual fixed income and hedge fund managers, and so the plans use outside investment consultants to aid in the oversight of these managers and fund performance.
Valuation Techniques
We use a variety of industry accepted valuation techniques to value our plan assets. The techniques vary depending upon instrument type. Whenever possible, we prioritize the use of observable market data in our valuation processes. We use market, income and cost approaches to value our plan assets as of period end. See Note 1 "Basis of Presentation and Summary of Significant Accounting Policies" for additional information on our fair value methodologies and accounting policies. We have not changed our fair value techniques used to value plan assets this year.
Major Categories of Plan Assets
As of December 31, 2013, our major categories of plan assets included the following:
Cash and short-term instruments—Includes cash, trades awaiting settlement, bank deposits, short-term bills and short-term notes. Our "trades awaiting settlement" category includes payables and receivables associated with asset purchases and sales that are awaiting final cash settlement as of year end due to the use of trade date accounting for our pension plans assets. These payables normally settle within a few business days of the purchase or sale of the respective asset. The respective assets are included in or removed from our year end plan assets and categorized in their respective asset categories in the fair value hierarchy below. We include these items in Level 1 of this hierarchy, as the values are derived from quoted prices in active markets. Short-term instruments are included in Level 2 of the fair value hierarchy as these are highly liquid instruments that are valued using observable inputs, but their asset values are not publicly quoted.
Debt securities—Includes various government and corporate fixed income securities, interest and inflation-linked assets such as bonds and swaps, collateralized securities, and other debt securities. The majority of the plans' fixed income assets trade on "over the counter" exchanges, which provides observable inputs that are the primary data used to determine each individual investment's fair value. We also use independent pricing vendors, as well as matrix pricing techniques. Matrix pricing uses observable data from other similar investments as the primary input to determine the individual security's fair value. Government and corporate fixed income securities are generally classified as Level 2 in the fair value hierarchy as they are valued using observable inputs. Assets included in our collateralized securities include mortgage backed securities and collateralized mortgage obligations, which are considered Level 3 due to the use of the significant unobservable inputs used in deriving these assets' fair values.
Equities—Includes publicly traded common and other equity-like holdings, primarily publicly traded common stock, including real estate investment trusts, certain commingled funds investing in equities and other fund holdings. Equity assets are well diversified between international and domestic investments. We consider equities quoted on public exchanges as Level 1 while other assets that are not quoted on public exchanges but valued using significant observable inputs as Level 2 depending on the individual asset's characteristics.
Investment funds—Includes our debt funds, equity funds, hedge fund of funds, and real estate fund holdings. The market values for these funds are based on the net asset values multiplied by the number of shares owned. For some of our hedge fund of funds, debt funds and equity funds, we have the ability to liquidate without material delays at their net asset value and have recorded these assets at Level 2 as the values were based upon significant observable inputs.
Other hedge fund of funds, debt funds and real estate funds, where we do not have this flexibility to liquidate the entire portfolio, are considered Level 3. This category does not directly hold physical real estate assets. For our real estate funds, these investment managers employ third-party appraisers to value each fund's underlying real estate holdings, which include apartments, office space, hotels and industrial holdings. Each property is valued at least once a year, but not all assets are valued by the independent appraiser during the same quarter. The highest and best use of each holding is used to determine the value of the holding. The independent appraisers use a combination of comparable sales methods and discounted cash flow techniques to value these holdings.
Other—Includes credit default swaps, repurchase agreements, recoverable taxes for taxes paid and awaiting reclaim due to the tax exempt nature of the pension plan, venture capital, corporate real estate debt and private equity. Repurchase agreements are agreements where our plan has created an asset exposure using borrowed assets, creating a repurchase agreement liability, to facilitate the trade. The assets associated with the repurchase agreement are included in the other category in the fair value hierarchy, and the repurchase agreement liability is classified as Level 1 in the hierarchy, as the liability is valued using quoted prices in active markets. When determining the presentation of our target and asset allocations for repurchase agreements, we are viewing the asset type, as opposed to the investment vehicle, and accordingly include the associated assets within fixed income, specifically interest and inflation linked assets. The significant increase in repurchases agreements from 2012 to 2013 is due to the relative favorable pricing of obtaining interest rate and inflation exposure in comparison to obtaining swaps. We include recoverable tax items in Level 1 of this hierarchy, as these are cash receivables and the values are derived from quoted prices in active markets. Our credit default swaps are included in Level 2 as the values were based upon significant observable inputs and our venture capital and private equity are included in Level 3 as the values are based upon the use of unobservable inputs.
Fair Value Hierarchy
The following presents our fair value hierarchy for our defined benefit pension plan assets:
 
 
 
Fair value measurements as of December 31, 2013
 
Total at
December 31, 2013
 
Quoted prices
in active
markets
(Level 1)
 
Significant
observable
inputs
(Level 2)
 
Significant
unobservable
inputs
(Level 3)
Cash and cash equivalents
 
 
 
 
 
 
 
Cash
$
127.5

 
$
127.5

 
$

 
$

Trades awaiting settlement
25.9

 
25.9

 

 

Bank deposits, short-term bills and notes
33.8

 

 
33.8

 

Debt
 
 
 
 
 
 
 
Government securities
790.4

 

 
790.4

 

Corporate debt securities
438.7

 

 
438.1

 
0.6

Interest and inflation linked assets
1,100.6

 

 
1,073.4

 
27.2

Collateralized debt securities
5.0

 

 

 
5.0

Other debt securities

 

 

 

Equities
 
 
 
 
 
 
 
Common stock
712.3

 
711.4

 
0.9

 

Other equity securities
6.4

 
6.4

 

 

Investment funds
 
 
 
 
 
 
 
Debt funds
325.0

 

 
196.2

 
128.8

Equity funds
515.6

 

 
515.6

 

Real estate funds
43.6

 

 

 
43.6

Hedge funds of funds
339.5

 

 
112.8

 
226.7

Other
 
 
 
 
 
 
 
Repurchase agreements
(917.5
)
 
(917.5
)
 

 

Credit default swaps
(5.0
)
 

 
(5.0
)
 

Private equity
53.3

 

 

 
53.3

Recoverable taxes
0.8

 
0.8

 

 

Venture capital
0.3

 

 

 
0.3

Total
$
3,596.2

 
$
(45.5
)
 
$
3,156.2

 
$
485.5

 
 
 
Fair value measurements as of December 29, 2012
 
Total at
December 29, 2012
 
Quoted prices
in active
markets
(Level 1)
 
Significant
observable
inputs
(Level 2)
 
Significant
unobservable
inputs
(Level 3)
Cash and cash equivalents
 
 
 
 
 
 
 
Cash
$
108.2

 
$
108.2

 
$

 
$

Trades awaiting settlement
5.4

 
5.4

 

 

Bank deposits, short-term bills and notes
36.4

 

 
36.4

 

Debt
 
 
 
 
 
 
 
Government securities
837.2

 

 
837.2

 

Corporate debt securities
536.8

 

 
536.8

 

Interest and inflation linked assets
171.6

 

 
205.7

 
(34.1
)
Collateralized debt securities
4.3

 

 

 
4.3

Other debt securities

 

 

 

Equities
 
 
 
 
 
 
 
Common stock
583.7

 
581.7

 

 
2.0

Other equity securities
1.2

 
1.2

 

 

Investment funds
 
 
 
 
 
 
 
Debt funds
273.7

 

 
157.5

 
116.2

Equity funds
499.7

 
7.8

 
491.9

 

Real estate funds
55.9

 

 

 
55.9

Hedge funds of funds
321.9

 

 
101.7

 
220.2

Other
 
 
 
 
 
 
 
Repurchase agreements
(98.1
)
 
(98.1
)
 

 

Credit default swaps
(13.5
)
 

 
(13.5
)
 

Private equity
28.4

 

 

 
28.4

Recoverable taxes
0.5

 
0.5

 

 

Venture capital
0.5

 

 

 
0.5

Total
$
3,353.8

 
$
606.7

 
$
2,353.7

 
$
393.4


Fair Value: Level Three Rollforward
The following presents our Level 3 Rollforward for our defined pension plan assets.
 
Amount
 
(In millions)
Balance at December 31, 2011
$
334.9

Total gain or loss (realized/unrealized):
 
Realized gain (loss)
(1.0
)
Unrealized gain (loss) included in AOCI
(23.0
)
Purchases, issuances, settlements
68.5

Transfers in/(out) of Level 3

Foreign exchange translation (loss)/gain
14.0

Balance at December 29, 2012
$
393.4

Total gain or loss (realized/unrealized):
 
Realized gain (loss)
5.9

Unrealized gain (loss) included in AOCI
63.1

Purchases, issuances, settlements
7.0

Transfers in/(out) of Level 3
1.9

Foreign exchange translation loss
14.2

Balance at December 31, 2013
$
485.5


Expected Cash Flows
In 2014, we expect to make contributions to our defined benefit pension plans totaling approximately $20 million to $40 million and benefit payments for our OPEB plans of approximately $10 million. MillerCoors, BRI and BDL contributions to their respective defined benefit pension plans are excluded here, as they are not consolidated in our financial statements. Plan funding strategies are influenced by employee benefits, tax laws and plan governance documents.
Expected future benefit payments for defined benefit pension and OPEB plans, based on foreign exchange rates at December 31, 2013, are as follows:
Expected benefit payments
 
Pension
 
OPEB
 
 
(In millions)
2014
 
$
207.1

 
$
8.6

2015
 
$
211.3

 
$
8.4

2016
 
$
215.4

 
$
8.8

2017
 
$
218.7

 
$
9.2

2018
 
$
221.7

 
$
9.4

2019-2023
 
$
1,226.4

 
$
57.3


Defined Contribution Plans
We offer defined contribution pension plans for the majority of our Canadian, U.S. and U.K. employees. The investment strategy for defined contribution plans are determined by each individual participant. The employer contributions to the U.K. and Canadian plans range from 3% to 8.5% of employee compensation. U.S. employees are eligible to participate in the Molson Coors Savings and Investment Plan, a qualified defined contribution plan, which provides for employer contributions ranging from 5% to 9% of our hourly and salaried employees' compensation (certain employees are also eligible for additional employer contributions). Both employee and employer contributions were made in cash in accordance with participant investment elections.
We recognized costs associated with defined contribution plans of $20.5 million, $23.0 million and $27.6 million in 2013, 2012 and 2011, respectively.
We have a nonqualified defined contribution plan for certain U.S. employees. MCBC has voluntarily funded these liabilities through a Rabbi Trust. These are company assets which are invested in publicly traded mutual funds whose performance is expected to closely match changes in the plan liabilities. As of December 31, 2013, and December 29, 2012, the plan liabilities were equal to the plan assets noted in the table below and were included in other assets and other liabilities on our consolidated balance sheets, respectively.
Fair Value Hierarchy
The following presents our fair value hierarchy for our corporate invested plan assets used in the aforementioned "Rabbi Trust" arrangements.
 
 
 
Fair value measurements as of December 31, 2013
 
Total at
December 31, 2013
 
Quoted prices
in active markets
(Level 1)
 
Significant
observable
inputs
(Level 2)
 
Significant
unobservable
inputs
(Level 3)
Equities
 
 
 
 
 
 
 
Mutual funds
$
3.9

 
$
3.9

 
$

 
$

Total—Corporate
$
3.9

 
$
3.9

 
$

 
$

 
 
 
Fair value measurements as of December 29, 2012
 
Total at
December 29, 2012
 
Quoted prices
in active markets
(Level 1)
 
Significant
observable
inputs
(Level 2)
 
Significant
unobservable
inputs
(Level 3)
Equities
 
 
 
 
 
 
 
Mutual funds
$
3.1

 
$
3.1

 
$

 
$

Total—Corporate
$
3.1

 
$
3.1

 
$

 
$

Derivative Instruments and Hedging Activities
Derivative Instruments and Hedging Activities
Derivative Instruments and Hedging Activities
Overview and Risk Management Policies
We use derivatives as part of our normal business operations to manage our exposure to fluctuations in interest rates, foreign currency and commodity price risk and for other strategic purposes related to our core business. We have established policies and procedures that govern the risk management of these exposures. Our primary objective in managing these exposures is to decrease the volatility of cash flows affected by changes in the underlying rates and prices.
To achieve our objectives, we enter into a variety of financial derivatives, including foreign currency exchange, commodity, interest rate and cross currency swaps. We also enter into physical hedging agreements directly with our suppliers to manage our exposure to certain commodities.
Counterparty Risk
While, by policy, the counterparties to any of the financial derivatives we enter into are major institutions with investment grade credit ratings of at least A- (Standard & Poor's or the equivalent) or better, we are exposed to credit-related losses in the event of non-performance by counterparties. This credit risk is generally limited to the unrealized gains in such contracts, should any of these counterparties fail to perform as contracted.
We have established a counterparty credit policy and guidelines that are monitored and reported to management according to prescribed guidelines to assist in managing this risk. As an additional measure, we utilize a portfolio of institutions either headquartered or operating in the same countries that we conduct our business. In calculating the fair value of our derivative balances, we also record an adjustment to recognize the risk of counterparty credit and our non-performance risk.
Price and Liquidity Risks
We base the fair value of our derivative instruments upon market rates and prices. The volatility of these rates and prices are dependent on many factors that cannot be forecasted with reliable accuracy. The current fair values of our contracts could differ significantly from the cash settled values with our counterparties. As such, we are exposed to price risk related to unfavorable changes in the fair value of our derivative contracts.
We may be forced to cash settle all or a portion of our derivative contracts before the expected settlement date upon the occurrence of certain contractual triggers including a change of control termination event or other breach of agreement. This could have a negative impact on our liquidity. For derivative contracts that we have designated as hedging instruments, early cash settlement would result in the timing of our hedge settlement not being matched to the cash settlement of the forecasted transaction or firm commitment. We may also decide to cash settle all or a portion of our derivative contracts before the expected settlement date through negotiations with our counterparties, which could also impact our cash position.
Due to the nature of our counterparty agreements, we are not able to net positions with the same counterparty across business units. Thus, in the event of default, we may be required to early settle all out-of-the-money contracts, without the benefit of netting the fair value of any in-the-money positions against this exposure.
Collateral
We do not receive and are not required to post collateral unless a change of control event occurs. This termination event would give either party the right to early terminate all outstanding swap transactions in the event that the other party consolidates, merges with, or transfers all or substantially all its assets to, another entity, and the creditworthiness of the surviving entity that has assumed such party's obligations is materially weaker than that of such party. As of December 31, 2013, we did not have any collateral posted with any of our counterparties.
Derivative Accounting Policies
Overview
The majority of our derivative contracts qualify and are designated in a hedge accounting relationship. Our cross currency swaps, historically designated as a cash flow hedge, were designated as a net investment hedge in 2011. Our other foreign currency and commodity derivative instruments that are designated in hedge accounting relationships are designated as cash flow hedges. In certain situations, we may execute derivatives that do not qualify for hedge accounting but are determined to be important for managing risk. Economic hedges are measured at fair value on our consolidated balance sheets with changes in fair value recorded in earnings. We have historically elected to apply the NPNS exemption to certain contracts, as applicable. These contracts are typically transacted with our suppliers and include risk management features that allow us to fix the price on specific volumes of purchases for specified delivery periods. We also consider whether any provisions in our contracts represent embedded derivative instruments as defined in authoritative accounting guidance. As of December 31, 2013, we have concluded that no embedded derivative instruments warrant separate fair value accounting.
Hedge Accounting Policies
We formally document all relationships receiving hedge accounting treatment between hedging instruments and hedged items, as well as the risk-management objective and strategy for undertaking hedge transactions pursuant to prescribed guidance. We also formally assess effectiveness both at the hedge's inception and on an ongoing basis, specifically whether the derivatives that are used in hedging transactions have been highly effective in mitigating the risk designated as being hedged and whether those hedges may be expected to remain highly effective in future periods.
We discontinue hedge accounting prospectively when (1) the derivative is no longer highly effective in offsetting changes in the cash flows of a forecasted future transaction; (2) the derivative expires or is sold, terminated, or exercised; (3) it is no longer probable that the forecasted transaction will occur; (4) management determines that designating the derivative as a hedging instrument is no longer appropriate; or (5) management decides to cease hedge accounting.
When we discontinue hedge accounting prospectively, but it continues to be probable that the forecasted transaction will occur in the originally expected period, the existing gain or loss on the derivative remains in AOCI and is reclassified into earnings when the forecasted transaction affects earnings. However, if it is no longer probable that a forecasted transaction will occur by the end of the originally specified time period or within an additional two-month period of time thereafter, the gains and losses in AOCI are recognized immediately in earnings. In all situations in which hedge accounting is discontinued and the derivative remains outstanding, we carry the derivative at its fair value on the consolidated balance sheets until maturity, recognizing future changes in the fair value in current period earnings.
Significant Derivative/Hedge Positions
Derivative Activity Related to the Acquisition
In May 2012, in connection with the Acquisition, we issued $1.9 billion of senior notes with portions maturing in 2017, 2022 and 2042. Prior to the issuance of the notes, we systematically removed a portion of our interest rate market risk by entering into Treasury Locks. This resulted in an increase in the certainty of our yield to maturity when issuing the notes. Subsequent to entering into the hedges, market interest rates decreased, resulting in more favorable interest rates for the issued notes. Consequently, in 2012 we recognized a cash loss of $39.2 million on settlement of the Treasury Locks recorded in interest expense for the year ended December 29, 2012.
Additionally, in June 2012, we issued a Euro-denominated Convertible Note to the Seller simultaneous with the closing of the Acquisition. The Seller had the ability to exercise a put right with respect to the Convertible Note as of March 14, 2013, (the “First Redemption Date”) and ending on December 19, 2013, for the greater of the principal amount of the Convertible Note or the aggregate cash value of 12,894,044 shares of our Class B common stock, as adjusted for certain corporate events. The Convertible Note's embedded conversion feature was determined to meet the definition of a derivative required to be bifurcated and separately accounted for at fair value with changes in fair value recorded in earnings. The Convertible Note was put to us in 2013 and settled at a premium of $14.4 million. The related conversion feature was settled in full and therefore is no longer outstanding as of December 31, 2013. Refer to Note 13, "Debt" for further discussion.
In the first quarter of 2013, we began executing a series of financial foreign exchange forward contracts to hedge our risk associated with payments of our Euro-denominated Convertible Note issued to the Seller simultaneous with the closing of the Acquisition in June 2012. The Convertible Note was put to us in the third quarter of 2013. The related conversion feature was settled in full and therefore is no longer outstanding as of December 31, 2013. As a result, all existing foreign exchange forward contracts related to the Convertible Note were settled in the third quarter of 2013. These contracts were not designated in hedge accounting relationships. As such, changes in fair value of these swaps were recorded in other income (expense) in our consolidated statement of operations.
On April 3, 2012, we entered into a term loan agreement that provided for a 4-year Euro-denominated term loan facility equal to 150 million (or €120 million at issuance), which was funded upon close of the Acquisition on June 15, 2012. In the third quarter of 2012, we designated the term loan as a net investment hedge of our Central European operations. In the third quarter of 2013, we repaid the outstanding balance on this term loan. See Note 13, "Debt" for further discussion of the term loan.
Cross Currency Swaps
We historically designated the cross currency swap contracts as cash flow hedges of the variability of cash flows related to GBP denominated principal and interest payments on intercompany notes of GBP 530 million. In September 2011, we cash settled approximately 25% of our GBP 530 million/$774 million and CAD 1.2 billion/GBP 530 million cross currency swaps. As a result of the settlement, we extinguished $98.7 million of the outstanding liability. Cash flow hedge accounting was discontinued on the settled swaps and losses of $0.9 million were reclassified from AOCI to other income (expense), net related to the hedge termination. Simultaneously with the settlement of the swaps, we paid down an equal portion of the outstanding principal of the intercompany notes in the amount of GBP 132 million.
In October 2011, we simultaneously extended both the terms of approximately half of the original intercompany notes and cross currency swaps, such that the new maturities are March 2014. The remaining approximate 25% was left unadjusted and continued to be due in May 2012. Following this extension, in November 2011, we dedesignated all of the remaining swaps as cash flow hedges and designated the aggregate swaps as a net investment hedge of our Canadian business. Following the dedesignation of the cash flow hedges, a $6.7 million loss was reclassified from AOCI to earnings and recorded as other income (expense).
In March 2012, we cash settled the remaining approximate 25% of our original cross currency swaps that was not refinanced in October 2011 as discussed above. As a result of the 2012 settlement, we extinguished $110.6 million of the outstanding liability.
During 2013, we cash settled CAD 361 million notional, of our outstanding cross currency swaps designated as a net investment hedge of our Canadian operations for $113.9 million. Our outstanding cross currency swaps, which were to mature in March 2014, were in a net liability position of $71.7 million at December 31, 2013. In January 2014, we early settled the final remaining CAD 241 million notional of our outstanding currency swaps designated as a net investment hedge of our Canadian operations for $65.2 million.
Foreign Currency Forwards
As of year end, we have financial foreign exchange forward contracts in place to manage our exposure to foreign currency fluctuations. We hedge foreign currency exposure related to certain royalty agreements, exposure associated with the purchase of production inputs and imports that are denominated in currencies other than the functional entity's local currency, and other foreign exchanges exposures. These contracts have been designated as cash flow hedges of forecasted foreign currency transactions. We use foreign currency forward contracts to hedge these future forecasted transactions up to a 60 month horizon.
Commodity Swaps
As of year end, we had financial commodity swap contracts in place to hedge certain future expected purchases of natural gas. Essentially, these contracts allow us to swap our floating exposure to natural gas prices for a fixed rate. These contracts have been designated as cash flow hedges of forecasted natural gas purchases. The fair value of these swaps depends upon current market rates in relation to our fixed rate under the swap agreements at period end. MCBC uses these swaps to hedge forecasted purchases up to 48 months in advance in line with our risk management policy.
Additionally, as of year end, we had financial commodity swap contracts in place to hedge changes in the prices of aluminum, including surcharges relating to our aluminum exposures, corn and diesel. These contracts allow us to swap our floating exposure to changes in these commodity prices for a fixed rate. These contracts are not designated in hedge accounting relationships. As such, changes in fair value of these swaps are recorded in cost of goods sold in the consolidated statements of operations. We hedge forecasted purchases of aluminum up to 60 months, corn up to 60 months and diesel up to 24 months out in the future for use in our supply chain, in line with our risk management policy. For purposes of measuring segment operating performance, the unrealized changes in fair value of the swaps not designated in hedge accounting relationships are reported in Corporate outside of the segment specific operating results until such time that the exposure we are managing is realized. At that time we reclassify the gain or loss from Corporate to the operating segment, allowing our operating segments to realize the economic effects of the derivative without the resulting unrealized mark-to-market volatility.
Forward Starting Interest Rate Swaps
In order to manage our exposure to the volatility of the interest rates associated with the future interest payments on a forecasted debt issuance, we transacted forward starting interest rate swap contracts on our CAD 900 million and CAD 500 million private placements in Canada. These swaps had effective dates mirroring the terms of the forecasted debt issuances. Under these agreements we were required to early terminate these swaps at the approximate time we issued the previously forecasted debt. See Note 13, "Debt" for further discussion of our CAD 900 million and CAD 500 million fixed rate senior notes, and the impact of the forward starting interest rates swaps on the effective interest rate of each issuance. We had designated these contracts as cash flow hedges of a portion of the interest payments on a future forecasted debt issuance.
Derivative Fair Value Measurements
We utilize market approaches to estimate the fair value of our derivative instruments by discounting anticipated future cash flows derived from the derivative's contractual terms and observable market interest, foreign exchange and commodity rates. The fair values of our derivatives also include credit risk adjustments to account for our counterparties' credit risk, as well as our own non-performance risk.
The table below summarizes our derivative assets and liabilities that were measured at fair value as of December 31, 2013, and December 29, 2012. See Note 1 "Basis of Presentation and Summary of Significant Accounting Policies" for further discussion related to measuring fair value derivative instruments.
 
 
 
Fair Value Measurements at
December 31, 2013 Using
 
Total at
December 31, 2013
 
Quoted prices
in active markets
(Level 1)
 
Significant
Other
Observable
Inputs
(Level 2)
 
Significant
Unobservable
Inputs
(Level 3)
 
(In millions)
Cross currency swaps
$
(71.7
)
 
$

 
$
(71.7
)
 
$

Foreign currency forwards
19.7

 

 
19.7

 

Commodity swaps
(4.9
)
 

 
(4.9
)
 

Total
$
(56.9
)
 
$

 
$
(56.9
)
 
$

 
 
 
Fair Value Measurements at
December 29, 2012 Using
 
Total at
December 29, 2012
 
Quoted prices
in active markets
(Level 1)
 
Significant
Other
Observable
Inputs
(Level 2)
 
Significant
Unobservable
Inputs
(Level 3)
 
(In millions)
Cross currency swaps
$
(220.4
)
 
$

 
$
(220.4
)
 
$

Foreign currency forwards
(1.7
)
 

 
(1.7
)
 

Commodity swaps
(2.5
)
 

 
(2.5
)
 

Equity conversion feature of debt
(7.9
)
 

 

 
(7.9
)
Total
$
(232.5
)
 
$

 
$
(224.6
)
 
$
(7.9
)

The table below summarizes derivative valuation activity using significant unobservable inputs (Level 3):
 
Rollforward of
Level 3 Inputs
 
(In millions)
Balance at December 31, 2011
$

Total gains or losses (realized/unrealized)
 
Included in earnings
7.3

Included in other comprehensive income

Purchases

Issuances(1)
(15.2
)
Settlements

Transfers In/Out of Level 3

Balance at December 29, 2012
$
(7.9
)
Total gains or losses (realized/unrealized)
 
Included in earnings
(6.5
)
Included in other comprehensive income

Purchases

Issuances

Settlements(1)
14.4

Transfers In/Out of Level 3

Balance at December 31, 2013
$

Unrealized gains or losses for Level 3 assets/liabilities settled in 2013
$
(6.5
)

(1)
At issuance, we recorded a liability of $15.2 million related to the conversion feature of the Euro-denominated Convertible Note. During the third quarter of 2013, we settled the liability at $14.4 million.
We did not have any significant transfers between Level 1 and Level 2 during 2013 or 2012. As of December 29, 2012, the conversion feature related to the Convertible Note was classified as a Level 3 derivative due to valuations based upon significant unobservable inputs. The Convertible Note was put to us in the third quarter of 2013 and as a result, we settled the remaining balance associated with the conversion feature which was historically included within Level 3 derivatives. As of December 31, 2013, we have no outstanding derivatives classified as Level 3. New derivative contracts transacted during fiscal year 2013 are all included in Level 2.

Results of Period Derivative Activity
The following tables include the year-to-date results of our derivative activity in our consolidated balance sheets as of December 31, 2013, and December 29, 2012, and our consolidated statements of operations for the year ended December 31, 2013, December 29, 2012, and December 31, 2011, respectively.
Fair Value of Derivative Instruments in the Consolidated Balance Sheets (in millions, except for certain commodity swaps with notional amounts measured in Metric Tonnes, as noted)
 
As of December 31, 2013
 
 
 
 
 
Asset derivatives
 
Liability derivatives
 
Notional amount
 
Balance sheet
location
 
Fair value
 
Balance sheet
location
 
Fair value
Derivatives designated as hedging instruments:
 
 
 
 
 
 
 
 
Cross currency swaps
CAD
 
240.7

 
Other current assets
 
$

 
Current derivative hedging instruments
 
$
(71.7
)
Foreign currency forwards
USD
 
476.1

 
Other current assets
 
11.5

 
Current derivative hedging instruments
 

 
 
 
 

 
Other non-current assets
 
8.2

 
Non-current derivative hedging instruments
 

Commodity swaps
kWh
 
848.8

 
Other current assets
 
0.2

 
Current derivative hedging instruments
 
(0.2
)
 
 
 
 

 
Other non-current assets
 
0.1

 
Non-current derivative hedging instruments
 
(0.3
)
Total derivatives designated as hedging instruments
 
 

 
 
 
$
20.0

 
 
 
$
(72.2
)
Derivatives not designated as hedging instruments:
 
 
 
 
 
 
 
 
Commodity swaps
Metric tonnes (actual)
 
55,653

 
Other current assets
 
$

 
Current derivative hedging instruments
 
$
(2.0
)
 
 
 
 
 
Other non-current assets
 

 
Non-current derivative hedging instruments
 
(2.7
)
Total derivatives not designated as hedging instruments
 
 

 
 
 
$

 
 
 
$
(4.7
)

 
As of December 29, 2012
 
 
 
Asset derivatives
 
Liability derivatives
 
Notional amount
 
Balance sheet location
 
Fair value
 
Balance sheet location
 
Fair value
Derivatives designated as hedging instruments:
 
 
 
 
 
 
 
 
Cross currency swaps
CAD
 
601.3

 
Other current assets
 
$

 
Current derivative hedging instruments
 
$

 
 
 
 

 
Other non-current assets
 

 
Non-current derivative hedging instruments
 
(220.4
)
Foreign currency forwards
USD
 
507.3

 
Other current assets
 
2.0

 
Current derivative hedging instruments
 
(3.4
)
 
 
 
 

 
Other non-current assets
 
1.4

 
Non-current derivative hedging instruments
 
(1.7
)
Commodity swaps
kWh
 
486.1

 
Other current assets
 

 
Current derivative hedging instruments
 
(1.0
)
 
 
 
 

 
Other non-current assets
 
0.2

 
Non-current derivative hedging instruments
 
(0.1
)
Total derivatives designated as hedging instruments
 
 

 
 
 
$
3.6

 
 
 
$
(226.6
)
Derivatives not designated as hedging instruments:
 
 
 
 
 
 
 
 
Equity conversion feature of debt
EUR
 
500.0

 
 
 
 
 
Current portion of long-term debt and short-term borrowings
 
$
(7.9
)
Commodity swaps
Metric tonnes (actual)
 
8,343

 
Other current assets
 

 
Current derivative hedging instruments
 
(1.6
)
Total derivatives not designated as hedging instruments
 
 

 
 
 
$

 
 
 
$
(9.5
)
Non-derivative financial instruments in net investment hedge relationships:
 
 
 
 
 
 
 
 
€120 million term loan due 2016
EUR
 
93.7

 
 
 
 
 
Long-term debt
 
$
(123.9
)
Total non-derivative financial instruments in net investment hedge relationships
 
 
 
 
 
$
(123.9
)
MCBC allocates the current and non-current portion of each contract to the corresponding derivative account above.
The Effect of Derivative Instruments on the Consolidated Statements of Operations (in millions)
For the year ended December 31, 2013
Derivatives in cash flow hedge relationships
Amount of gain
(loss) recognized
in OCI on
derivative
(effective portion)
 
Location of gain
(loss) reclassified
from AOCI
into income
(effective portion)
 
Amount of gain
(loss) recognized
from AOCI
on derivative
(effective portion)
 
Location of gain
(loss) recognized
in income
on derivative
(ineffective portion
and amount
excluded from
effectiveness testing)
 
Amount of gain
(loss) recognized
in income
on derivative
(ineffective portion
and amount
excluded from
effectiveness testing)
Forward starting interest rate swaps
$

 
Interest expense, net
 
$
(1.6
)
 
Interest expense, net
 
$

Foreign currency forwards
28.9

 
Other income (expense), net
 
2.2

 
Other income (expense), net
 

 
 

 
Cost of goods sold
 
5.2

 
Cost of goods sold
 

Commodity swaps
0.1

 
Cost of goods sold
 
(0.3
)
 
Cost of goods sold
 

Total
$
29.0

 
 
 
$
5.5

 
 
 
$



For the year ended December 31, 2013
Derivatives in net investment hedge relationships
Amount of gain
(loss) recognized
in OCI on
derivative
(effective portion)
 
Location of gain
(loss) reclassified
from AOCI
into income
(effective portion)
 
Amount of gain
(loss) recognized
from AOCI
on derivative
(effective portion)
 
Location of gain
(loss) recognized
in income
on derivative
(ineffective portion
and amount
excluded from
effectiveness testing)
 
Amount of gain
(loss) recognized
in income
on derivative
(ineffective portion
and amount
excluded from
effectiveness testing)
Cross currency swaps
$
29.6

 
Other income (expense), net
 
$

 
Other income (expense), net
 
$

€120 million term loan due 2016
0.1

 
Other income (expense), net
 

 
Other income (expense), net
 

Total
$
29.7

 
 
 
$

 
 
 
$

Note: Amounts recognized in AOCI related to cash flow and net investment hedges are presented gross of taxes
During the period, we recorded no significant ineffectiveness related to these cash flow and net investment hedges.
For the year ended December 29, 2012
Derivatives in cash flow hedge relationships
Amount of gain
(loss) recognized
in OCI on
derivative
(effective portion)
 
Location of gain
(loss) reclassified
from AOCI
into income
(effective portion)
 
Amount of gain
(loss) recognized
from AOCI
on derivative
(effective portion)
 
Location of gain
(loss) recognized
in income
on derivative
(ineffective portion
and amount
excluded from
effectiveness testing)
 
Amount of gain
(loss) recognized
in income
on derivative
(ineffective portion
and amount
excluded from
effectiveness testing)
Forward starting interest rate swaps
$

 
Interest expense, net
 
$
(1.6
)
 
Interest expense, net
 
$

Foreign currency forwards
(10.3
)
 
Other income (expense), net
 
(2.3
)
 
Other income (expense), net
 

 
 

 
Cost of goods sold
 
(4.9
)
 
Cost of goods sold
 

Commodity swaps
0.1

 
Cost of goods sold
 
(1.4
)
 
Cost of goods sold
 

Total
$
(10.2
)
 
 
 
$
(10.2
)
 
 
 
$


For the year ended December 29, 2012
Derivatives in net investment hedge relationships
Amount of gain
(loss) recognized
in OCI on
derivative
(effective portion)
 
Location of gain
(loss) reclassified
from AOCI
into income
(effective portion)
 
Amount of gain
(loss) recognized
from AOCI
on derivative
(effective portion)
 
Location of gain
(loss) recognized
in income
on derivative
(ineffective portion
and amount
excluded from
effectiveness testing)
 
Amount of gain
(loss) recognized
in income
on derivative
(ineffective portion
and amount
excluded from
effectiveness testing)
Cross currency swaps
$
(27.5
)
 
Other income (expense), net
 
$

 
Other income (expense), net
 
$

€120 million term loan due 2016
(8.1
)
 
Other income (expense), net
 

 
Other income (expense), net
 

Total
$
(35.6
)
 
 
 
$

 
 
 
$


Note: Amounts recognized in AOCI related to cash flow and net investment hedges are presented gross of taxes
During the period, we recorded no significant ineffectiveness related to these cash flow and net investment hedges.
For the year ended December 31, 2011
Derivatives in cash flow hedge relationships
Amount of gain
(loss) recognized
in OCI on
derivative
(effective portion)
 
Location of gain
(loss) reclassified
from AOCI
into income
(effective portion)
 
Amount of gain
(loss) recognized
from AOCI
on derivative
(effective portion)
 
Location of gain
(loss) recognized
in income
on derivative
(ineffective portion
and amount
excluded from
effectiveness testing)
 
Amount of gain
(loss) recognized
in income
on derivative
(ineffective portion
and amount
excluded from
effectiveness testing)
Cross currency swaps(1)
$
0.2

 
Other income (expense), net
 
$
3.0

 
Other income (expense), net
 
$

Forward starting interest rate swaps

 
Interest expense, net
 
(1.6
)
 
Interest expense, net
 

Foreign currency forwards
0.4

 
Other income (expense), net
 
(6.7
)
 
Other income (expense), net
 

 
 

 
Cost of goods sold
 
(9.6
)
 
Cost of goods sold
 

Commodity swaps
0.1

 
Cost of goods sold
 

 
Cost of goods sold
 

Total
$
0.7

 
 
 
$
(14.9
)
 
 
 
$

(1)
As cash flow hedges, the foreign exchange gain (loss) component of these cross currency swaps was offset by the corresponding gain (loss) on the hedged forecasted transactions in other income (expense), net and interest expense, net. In the fourth quarter of 2011, the cross currency swaps were dedesignated as cash flow hedges and redesignated as net investment hedges.
For the year ended December 31, 2011
Derivatives in net investment hedge relationships
Amount of gain
(loss) recognized
in OCI on
derivative
(effective portion)
 
Location of gain
(loss) reclassified
from AOCI
into income
(effective portion)
 
Amount of gain
(loss) recognized
from AOCI
on derivative
(effective portion)
 
Location of gain
(loss) recognized
in income
on derivative
(ineffective portion
and amount
excluded from
effectiveness testing)
 
Amount of gain
(loss) recognized
in income
on derivative
(ineffective portion
and amount
excluded from
effectiveness testing)
Cross currency swaps
$
(0.3
)
 
Other income (expense), net
 
$

 
Other income (expense), net
 
$

Total
$
(0.3
)
 
 
 
$

 
 
 
$

Note: Amounts recognized in AOCI are presented gross of taxes
During the period, we recorded no significant ineffectiveness related to these cash flow hedges.
We expect gains of approximately $11.3 million (pretax) recorded in AOCI at December 31, 2013, will be reclassified into earnings within the next 12 months. The maximum length of time over which forecasted transactions are hedged is 3.6 years, and such transactions relate to foreign exchange, interest rate and commodity exposures.
Other Derivatives (in millions)
For the year ended December 31, 2013
Derivatives not in hedging relationship
 
Location of gain (loss) recognized
in income on derivative
 
Amount of gain (loss) recognized
in income on derivative
Equity conversion feature of debt
 
Interest expense, net
 
$
(5.4
)
 
 
Other income (expense), net
 
(1.1
)
Commodity swaps
 
Cost of goods sold
 
(5.1
)
Foreign currency forwards
 
Other income (expense), net
 
3.9

Total
 
 
 
$
(7.7
)

For the year ended December 29, 2012
Derivatives not in hedging relationship
 
Location of gain (loss) recognized
in income on derivative
 
Amount of gain (loss) recognized
in income on derivative
Equity conversion feature of debt
 
Interest expense, net
 
$
8.0

 
 
Other income (expense), net
 
(0.7
)
Commodity swaps
 
Cost of goods sold
 
(0.5
)
Treasury locks
 
Interest expense, net
 
(39.2
)
Total
 
 
 
$
(32.4
)
For the year ended December 31, 2011
Derivatives not in hedging relationship
 
Location of gain (loss) recognized
in income on derivative
 
Amount of gain (loss) recognized
in income on derivative
Commodity swaps
 
Cost of goods sold
 
$
(4.7
)
Cash settled total return swap
 
Other income (expense), net
 
(0.6
)
Option contracts
 
Other income (expense), net
 
1.5

Foreign currency forwards
 
Other income (expense), net
 
(0.1
)
Total
 
 
 
$
(3.9
)
Accrued Expenses and Other Liabilities
Accrued Expenses and Other Liabilities
Accounts payable and other current liabilities
 
As of
 
December 31, 2013
 
December 29, 2012
 
(In millions)
Accounts payable and accrued trade payables(1)
$
599.7

 
$
490.3

Accrued compensation
91.5

 
93.7

Accrued excise and other non-income related taxes
216.6

 
212.3

Accrued interest
29.3

 
36.8

Accrued selling and marketing costs
134.2

 
105.0

Container liability
93.4

 
104.1

Accrued pension and postretirement benefits
12.0

 
11.6

Other
159.7

 
133.1

Accounts payable and other current liabilities
$
1,336.4

 
$
1,186.9


(1)
Beginning in 2013, we have reclassified accrued trade payables from the "other" classification to provide additional detail to our accrued trade spend. Balances as of December 29, 2012 reflect our revised presentation.
Commitments and Contingencies
Commitments and Contingencies
Commitments and Contingencies
Letters of Credit
As of December 31, 2013, we had approximately $54.2 million outstanding in letters of credit with financial institutions. These letters expire throughout 2014. Approximately $29.6 million of the letters contain a feature that automatically renews the letter for an additional year if no cancellation notice is submitted. These letters of credit are being maintained as security for deferred compensation payments, reimbursements to insurance companies, reimbursements to the trustee for pension payments, deductibles or retention payments made on our behalf, various payments due to governmental agencies, operations of underground storage tanks and other general business purposes, and are not included on our consolidated balance sheets.
Guarantees
We guarantee indebtedness and other obligations to banks and other third parties for some of our equity investments and consolidated subsidiaries.
Rocky Mountain Metal Container ("RMMC"), a Colorado limited liability company, is a joint venture with Ball Corporation in which MillerCoors holds and consolidates a 50% interest. RMMC produces cans and ends for MillerCoors. Prior to the formation of MillerCoors on July 1, 2008, we held the 50% interest in RMMC and consolidated the results and financial position of RMMC. As of December 29, 2012, we guaranteed $4.5 million of RMMC debt which matured and was repaid by MillerCoors in December 2013. As of December 31, 2013, we no longer guarantee any RMMC debt.
Related to our previous ownership in the Montréal Canadiens, we guarantee its obligations under a ground lease for the Bell Centre Arena (the "Ground Lease Guarantee"). Upon sale of our interest, the new owners agreed to indemnify us in connection with the liabilities we may incur under the Ground Lease Guarantee and provided us with a CAD 10 million letter of credit to guarantee such indemnity. This transaction did not materially affect our risk exposure related to the Ground Lease Guarantee, which continues to be recognized as a liability on our consolidated balance sheets.
Related to guarantees, other liabilities in the accompanying consolidated balance sheets include $5.8 million as of December 31, 2013, and $6.2 million as of December 29, 2012, both of which are non-current.
Supply and Distribution Contracts
We have various long-term supply contracts with unaffiliated third parties and our joint venture partners to purchase materials used in production and packaging. The supply contracts provide that we purchase certain minimum levels of materials throughout the terms of the contracts. Additionally, Tradeteam has distribution agreements with us to provide for transportation and logistics services in the U.K. See Note 5, "Investments" for further discussion. The future aggregate minimum required commitments under these supply and distribution contracts are shown in the table below based on foreign exchange rates as of December 31, 2013. The amounts in the table do not represent all anticipated payments under long-term contracts. Rather, they represent unconditional and legally enforceable committed expenditures:
Fiscal year
 
Amount
 
 
(In millions)
2014
 
$
552.0

2015
 
347.3

2016
 
328.5

2017
 
130.7

2018
 
133.4

Thereafter
 
716.5

Total
 
$
2,208.4


Total purchases under our supply and distribution contracts in 2013, 2012 and 2011 were $1,042.7 million, $920.1 million and $690.2 million, respectively.
Advertising and Promotions
We have various long-term non-cancelable commitments for advertising, sponsorships and promotions, including marketing at sports arenas, stadiums and other venues and events. Based on foreign exchange rates as of December 31, 2013, these future commitments are as follows:
Fiscal year
 
Amount
 
 
(In millions)
2014
 
$
84.2

2015
 
47.7

2016
 
42.2

2017
 
43.3

2018
 
33.1

Thereafter
 
19.7

Total
 
$
270.2


Total advertising expense was $458.5 million, $423.5 million and $398.8 million in 2013, 2012 and 2011, respectively.
Operating Leases
We lease certain office facilities and operating equipment under cancelable and non-cancelable agreements accounted for as operating leases. Based on foreign exchange rates as of December 31, 2013, future minimum lease payments under operating leases that have initial or remaining non-cancelable terms in excess of one year are as follows:
 Fiscal year
 
Amount
 
 
(In millions)
2014
 
$
33.3

2015
 
24.9

2016
 
18.6

2017
 
9.3

2018
 
4.6

Thereafter
 
16.9

Total
 
$
107.6


Total rent expense was $34.3 million, $37.0 million and $35.3 million in 2013, 2012 and 2011, respectively.
Discontinued Operations
Kaiser
In 2006, we sold our entire equity interest in Kaiser to FEMSA. The terms of the sale agreement require us to indemnify FEMSA for certain exposures related to tax, civil and labor contingencies arising prior to FEMSA's purchase of Kaiser. We provided an indemnity to FEMSA for losses Kaiser may incur with respect to tax claims associated with certain previously utilized purchased tax credits. We generally classify such purchased tax credits into two categories.
During 2010, we reached a settlement agreement with FEMSA for the entirety of our indemnity obligations corresponding to the principal, penalties, interest and attorney's fees owed by Kaiser for the first category of purchased credits. This favorable settlement involved a cash payment of $96.0 million, and eliminated $284.5 million of maximum potential tax claims, of which $131.2 million of indemnity liabilities were accrued on our consolidated balance sheets at December 26, 2009. The payment was made in the second quarter of 2010. The maximum potential claims amount remaining for the second category of purchased tax credits (which we believe present less risk than the first category), was $148.2 million as of December 31, 2013. As of December 31, 2013, our total estimate of the indemnity liability was $17.0 million, $6.8 million of which was classified as a current liability and $10.2 million of which was classified as non-current.
Our estimates consider a number of scenarios for the ultimate resolution of these issues, the probabilities of which are influenced not only by legal developments in Brazil but also by management's intentions with regard to various alternatives that could present themselves leading to the ultimate resolution of these issues. The liabilities are impacted by changes in estimates regarding amounts that could be paid, the timing of such payments, adjustments to the probabilities assigned to various scenarios and foreign currency exchange rates.
Additionally, we also provided FEMSA with indemnity related to all other tax, civil, and labor contingencies existing as of the date of sale. In this regard, however, FEMSA assumed their full share of all of these contingent liabilities that had been previously recorded and disclosed by us prior to the sale on January 13, 2006. However, we may have to provide indemnity to FEMSA if those contingencies settle at amounts greater than those amounts previously recorded or disclosed by us. We will be able to offset any indemnity exposures in these circumstances with amounts that settle favorably to amounts previously recorded. Our exposure related to these indemnity claims is capped at the amount of the sales price of the 68% equity interest of Kaiser, which was $68.0 million. As a result of these contract provisions, our estimates include not only probability-weighted potential cash outflows associated with indemnity provisions, but also probability-weighted cash inflows that could result from favorable settlements, which could occur through negotiation or settlement programs arising from the federal or any of the various state governments in Brazil. The recorded value of the tax, civil, and labor indemnity liability was $7.1 million as of December 31, 2013, which is classified as non-current.
Future settlement procedures and related negotiation activities associated with these contingencies are largely outside of our control. The sale agreement requires annual cash settlements relating to the tax, civil, and labor indemnities. Indemnity obligations related to purchased tax credits must be settled upon notification of FEMSA's settlement. Due to the uncertainty involved with the ultimate outcome and timing of these contingencies, significant adjustments to the carrying values of the indemnity obligations have been recorded to date, and additional future adjustments may be required. These liabilities are denominated in Brazilian Reais and are therefore, subject to foreign exchange gains or losses, which are recognized in the discontinued operations section of the consolidated statements of operations.
The table below provides a summary of reserves associated with the Kaiser indemnity obligations from December 25, 2010, through December 31, 2013:
 
Total indemnity
reserves
 
(In millions)
Balance at December 25, 2010
$
33.7

Changes in estimates

Foreign exchange impacts
(3.1
)
Balance at December 31, 2011
$
30.6

Changes in estimates

Foreign exchange impacts
(2.7
)
Balance at December 29, 2012
$
27.9

Changes in estimates

Foreign exchange impacts
(3.8
)
Balance at December 31, 2013
$
24.1

Distribution Litigation
During the fiscal years 2012 and 2011, we recognized losses of $2.0 million and $0.4 million, respectively, related to distributorship litigation which was settled in the third quarter of 2012 for $6.8 million.
The gains (losses) recorded for the Kaiser indemnities and the distribution litigation are presented within discontinued operations. The table below summarizes the income (loss) from discontinued operations, net of tax, presented on our consolidated statements of operations:
 
For the years ended
 
December 31, 2013
 
December 29, 2012
 
December 31, 2011
 
(In millions)
Loss related to adjustment in legal reserves for distribution litigation due to changes in estimates, fees and foreign exchange gains and losses
$

 
$
(2.0
)
 
$
(0.4
)
Adjustments to Kaiser indemnity liabilities due to changes in estimates and foreign exchange gains and losses
2.0

 
3.5

 
2.7

Income (loss) from discontinued operations, net of tax
$
2.0

 
$
1.5

 
$
2.3


Litigation and Other Disputes and Environmental
Related to litigation, other disputes and environmental issues, we have accrued an aggregate of $14.0 million as of December 31, 2013, and $14.5 million as of December 29, 2012. We believe that any reasonably possible losses in excess of the amounts accrued are immaterial to our consolidated financial statements.
In addition to the specific cases discussed below, we are involved in other disputes and legal actions arising in the ordinary course of our business. Additionally, during the first quarter of 2013 we became aware of potential liabilities in several Central European countries primarily related to local country regulatory matters. See Note 3, "Acquisition of StarBev" for further discussion. While it is not feasible to predict or determine the outcome of these proceedings, in our opinion, based on a review with legal counsel, none of these disputes and legal actions is expected to have a material impact on our business, consolidated financial position, results of operations or cash flows. However, litigation is subject to inherent uncertainties and an adverse result in these or other matters may arise from time to time that may harm our business.
While we cannot predict the eventual aggregate cost for environmental and related matters in which we are currently involved, we believe that any payments, if required, for these matters would be made over a period of time in amounts that would not be material in any one year to our results from operations, cash flows or our financial or competitive position. We believe adequate reserves have been provided for losses that are probable and estimable.
Litigation and Other Disputes
In December 2012, Miller Brewing Company (“Miller”) orally informed us of its intent to terminate the license agreement between Miller and us whereby we have exclusive rights to distribute certain Miller products in Canada (the “License Agreement”). Miller alleges that we failed to meet certain volume sales targets under the License Agreement. We do not believe Miller has any right under the License Agreement or otherwise to terminate the License Agreement. We filed a lawsuit in Ontario, Canada (Molson Canada 2005 v. Miller Brewing Company, Sup. Ct. of Justice-Ontario, CV-12-470589) seeking an injunction preventing Miller from terminating the License Agreement and ordering Miller to abide by its contractual terms. On January 18, 2013, Miller sent written notice to us purporting to terminate the License Agreement. On June 20, 2013, we were granted an injunction preventing Miller's termination of the License Agreement, pending a trial on the merits, originally scheduled for December 2013. During December 2013, upon completion of discovery and exchange of affidavits, both parties requested an extension of the trial and entered into private settlement discussions.
As a result of significant developments in the fourth quarter of 2013 including the completion of the discovery process, exchange of affidavits, and the current status of the on-going private settlement discussions with Miller, we updated our analyses of potential outcomes of the litigation, including potential settlement outside of court, in regard to assessing the associated definite-lived intangible asset for impairment. While it is not feasible to predict or determine the outcome of these negotiations or any subsequent legal proceedings, we have utilized estimates for purposes of concluding on the asset’s fair value and remaining life as of December 31, 2013. Our analysis used a weighted average approach applied to the probability of various outcomes. The analysis resulted in a valuation of $38.6 million (CAD 41.0 million) for the definite-lived intangible asset related to the License Agreement as of December 31, 2013, resulting in a non-cash impairment charge of $17.9 million recorded as a special item within our consolidated statement of operations for the year ended December 31, 2013. Furthermore, the analysis performed in the fourth quarter of 2013 indicated a probability-based remaining useful life of three years representing an acceleration compared to the asset’s remaining contractual life of six years. The concluded upon fair value and useful life for this asset are based on management’s best estimate based on assumptions made by management using the most recent and best information available. The ultimate outcome of ongoing settlement negotiations or, failing settlement, subsequent litigation could result in a materially different outcome than currently estimated by management, including the potential of further impairment, or possible recovery of impaired amounts.
Should settlement negotiations fail to result in an agreeable outcome for both parties, the litigation will proceed to trial where we would intend to vigorously assert and defend our rights in this lawsuit. At this time we are unable to predict the outcome of this matter or the impact, if any, of an adverse outcome on our business and results of operations, including any possible future asset impairment. We recognized net sales related to the License Agreement of $92.3 million, $98.0 million and $110.6 million for the fiscal years of 2013, 2012 and 2011, respectively. As of December 31, 2013, we had a definite-lived intangible asset related to the License Agreement with a carrying value of approximately $38.6 million (CAD 41.0 million) and a remaining life of three years reflective of the impairment charge and accelerated life discussed above.
Environmental
When we determine it is probable that a liability for environmental matters or other legal actions exists and the amount of the loss is reasonably estimable, an estimate of the future costs is recorded as a liability in the financial statements. Costs that extend the life, increase the capacity or improve the safety or efficiency of our assets or are incurred to mitigate or prevent future environmental contamination may be capitalized. Other environmental costs are expensed when incurred. Total environmental expenditures are recognized as other expense for 2012 and 2011 of $0.4 million and $0.2 million, respectively. There were no environmental expenditures for 2013.
Canada
Our Canada brewing operations are subject to provincial environmental regulations and local permit requirements. Our Montréal and Toronto breweries have water treatment facilities to pre-treat waste water before it goes to the respective local governmental facility for final treatment. We have environmental programs in Canada including organization, monitoring and verification, regulatory compliance, reporting, education and training, and corrective action.
We sold a chemical specialties business in 1996. We are still responsible for certain aspects of environmental remediation, undertaken or planned, at those chemical specialties business locations. We have established provisions for the costs of these remediation programs.
United States
We were previously notified that we are or may be a potentially responsible party ("PRP") under the Comprehensive Environmental Response, Compensation and Liability Act or similar state laws for the cleanup of sites where hazardous substances have allegedly been released into the environment. We cannot predict with certainty the total costs of cleanup, our share of the total cost, the extent to which contributions will be available from other parties, the amount of time necessary to complete the cleanups or insurance coverage.
Lowry
We are one of a number of entities named by the Environmental Protection Agency ("EPA") as a PRP at the Lowry Superfund site. This landfill is owned by the City and County of Denver ("Denver") and is managed by Waste Management of Colorado, Inc. ("Waste Management"). In 1990, we recorded a pretax charge of $30 million, a portion of which was put into a trust in 1993 as part of a settlement with Denver and Waste Management regarding the then-outstanding litigation. Our settlement was based on an assumed remediation cost of $120 million (in 1992 adjusted dollars). We are obligated to pay a portion of future costs, if any, in excess of that amount.
Waste Management provides us with updated annual cost estimates through 2032. We review these cost estimates in the assessment of our accrual related to this issue. We use certain assumptions that differ from Waste Management's estimates to assess our expected liability. Our expected liability (based on the $120 million threshold being met) is based on our best estimates available.
The assumptions used are as follows:
trust management costs are included in projections with regard to the $120 million threshold, but are expensed only as incurred;
income taxes, which we believe are not an included cost, are excluded from projections with regard to the $120 million threshold;
a 2.5% inflation rate for future costs; and
certain operations and maintenance costs were discounted using a 3.50% risk-free rate of return.
Based on these assumptions, the present value and gross amount of the costs at December 31, 2013, are approximately $2.7 million and $7.3 million, respectively. We did not assume any future recoveries from insurance companies in the estimate of our liability, and none are expected.
Considering the estimates extend through the year 2032 and the related uncertainties at the site, including what additional remedial actions may be required by the EPA, new technologies and what costs are included in the determination of when the $120 million is reached, the estimate of our liability may change as further facts develop. We cannot predict the amount of any such change, but additional accruals in the future are possible.
Other
In prior years, we have been notified by the EPA and certain state environmental divisions that we are a PRP, along with other parties, at the Cooper Drum site in southern California, the East Rutherford and Berry's Creek sites in New Jersey and the Chamblee and Smyrna sites in Georgia. Certain former non-beer business operations, which we discontinued use of and sold (excluding the property of the former Chamblee site) in the mid-1990s, were involved at these sites. Potential losses associated with these sites could increase as remediation planning progresses.
We are aware of groundwater contamination at some of our properties in Colorado resulting from historical, ongoing, or nearby activities. There may also be other contamination of which we are currently unaware.
Europe and MCI
We are subject to the requirements of governmental and local environmental and occupational health and safety laws and regulations within each of the countries in which we operate. Compliance with these laws and regulations did not materially affect our 2013 capital expenditures, results of operations or our financial or competitive position, and we do not anticipate that they will do so in 2014.
Supplemental Guarantor Information
Supplemental Guarantor Information
Supplemental Guarantor Information
        For purposes of this Note 20, including the tables, "Parent Guarantor and 2012 Issuer" shall mean MCBC and "Subsidiary Guarantors" shall mean certain U.S., European and Canadian subsidiaries reflecting the substantial operations of each of our U.S. and Canadian segments, as well as our U.K. operations of our European segment.
SEC Registered Securities
On May 3, 2012, MCBC issued $1.9 billion of senior notes, in a registered public offering, consisting of $300 million 2.0% senior notes due 2017, $500 million 3.5% senior notes due 2022, and $1.1 billion 5.0% senior notes due 2042. These senior notes are guaranteed on a senior unsecured basis by the Subsidiary Guarantors. Each of the Subsidiary Guarantors is 100% owned by the Parent Guarantor. The guarantees are full and unconditional and joint and several. See Note 13, "Debt" for further discussion.
On June 15, 2007, MCBC issued $575 million of 2.5% Convertible Senior Notes due July 30, 2013, in a registered public offering. These notes matured and were repaid in cash in the third quarter 2013. See Note 13, "Debt" for further discussion.
Other Debt
On September 22, 2005, Molson Coors Capital Finance ULC ("MC Capital Finance") issued $1.1 billion of senior notes consisting of $300 million 4.85% U.S. publicly registered notes due 2010 and CAD 900 million 5.0% privately placed notes maturing on September 22, 2015. These CAD 900 million senior notes were subsequently exchanged for substantially identical CAD 900 million senior notes which were quantified by way of a prospectus in Canada. In connection with an internal corporate reorganization, Molson Coors International LP ("MCI LP") was subsequently added as a co-issuer of the CAD 900 million senior notes in 2007. The $300 million senior notes were repaid in 2010. The continuous disclosure requirements applicable to MC Capital Finance in Canada are satisfied through the consolidating financial information in respect of MC Capital Finance, MCI LP and other subsidiary guarantors of the CAD 900 million senior notes as currently presented within the Subsidiary Guarantors column.
None of our other outstanding debt is publicly registered and it is all guaranteed on a senior and unsecured basis by the Parent Guarantor and certain Subsidiary Guarantors. These guarantees are full and unconditional and joint and several. See Note 13, "Debt" for details of all debt issued and outstanding as of December 31, 2013.
Presentation
During the first quarter of 2013, we identified necessary corrections to our historical treatment of certain intercompany transactions included as a component of the net investment in and advances to subsidiaries within total assets and MCBC stockholders' equity of the Parent Guarantor. While consolidated totals were not impacted, our December 29, 2012, guarantor condensed consolidating balance sheet presented within this note has been adjusted to reflect the impact of this change, which is limited to the Parent Guarantor column. This revision resulted in a reduction to the amounts attributable to the Parent Guarantor for net investment in and advances to subsidiaries from $11,342.2 million as previously reported, to $10,465.2 million as adjusted, with the offsetting adjustment to the "eliminations" column. This resulted in an equal reduction to MCBC stockholders' equity attributable to the Parent Guarantor from $8,843.9 million as previously reported, to $7,966.9 million as adjusted, with the offsetting adjustment to the "eliminations" column. The changes to our historical guarantor condensed consolidating balance sheet are not material to the financial statements taken as a whole for any periods impacted.
The following information sets forth the condensed consolidating statements of operations for the fiscal years ended December 31, 2013, December 29, 2012, and December 31, 2011, condensed consolidating balance sheets as of December 31, 2013, and December 29, 2012, and condensed consolidating statements of cash flows for the fiscal years ended December 31, 2013, December 29, 2012, and December 31, 2011. Investments in subsidiaries are accounted for on the equity method; accordingly, entries necessary to consolidate the Parent Guarantor and all of our guarantor and non-guarantor subsidiaries are reflected in the eliminations column. In the opinion of management, separate complete financial statements of MCBC and the Subsidiary Guarantors would not provide additional material information that would be useful in assessing their financial composition.
MOLSON COORS BREWING COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS
FOR THE FISCAL YEAR ENDED DECEMBER 31, 2013
(IN MILLIONS)
 
Parent
Guarantor and
2012 Issuer
 
Subsidiary
Guarantors
 
Subsidiary
Non
Guarantors
 
Eliminations
 
Consolidated
Sales
$
27.5

 
$
4,784.7

 
$
1,388.8

 
$
(201.4
)
 
$
5,999.6

Excise taxes

 
(1,491.5
)
 
(302.0
)
 

 
(1,793.5
)
Net sales
27.5

 
3,293.2

 
1,086.8

 
(201.4
)
 
4,206.1

Cost of goods sold

 
(1,968.8
)
 
(718.0
)
 
141.2

 
(2,545.6
)
Gross profit
27.5

 
1,324.4

 
368.8

 
(60.2
)
 
1,660.5

Marketing, general and administrative expenses
(117.4
)
 
(779.1
)
 
(357.5
)
 
60.2

 
(1,193.8
)
Special items, net
(2.8
)
 
(53.5
)
 
(143.7
)
 

 
(200.0
)
Equity income (loss) in subsidiaries
668.5

 
(375.1
)
 
251.4

 
(544.8
)
 

Equity income in MillerCoors

 
539.0

 

 

 
539.0

Operating income (loss)
575.8

 
655.7

 
119.0

 
(544.8
)
 
805.7

Interest income (expense), net
(99.5
)
 
317.5

 
(388.1
)
 

 
(170.1
)
Other income (expense), net
(4.4
)
 
27.0

 
(3.7
)
 

 
18.9

Income (loss) from continuing operations before income taxes
471.9

 
1,000.2

 
(272.8
)
 
(544.8
)
 
654.5

Income tax benefit (expense)
95.4

 
(231.3
)
 
51.9

 

 
(84.0
)
Net income (loss) from continuing operations
567.3

 
768.9

 
(220.9
)
 
(544.8
)
 
570.5

Income (loss) from discontinued operations, net of tax

 

 
2.0

 

 
2.0

Net income (loss) including noncontrolling interests
567.3

 
768.9

 
(218.9
)
 
(544.8
)
 
572.5

Add back (less): Loss (net income) attributable to noncontrolling interests

 

 
(5.2
)
 

 
(5.2
)
Net income (loss) attributable to MCBC
$
567.3

 
$
768.9

 
$
(224.1
)
 
$
(544.8
)
 
$
567.3

Comprehensive income (loss) attributable to MCBC
$
760.2

 
$
1,021.8

 
$
146.8

 
$
(1,168.6
)
 
$
760.2


MOLSON COORS BREWING COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS
FOR THE FISCAL YEAR ENDED DECEMBER 29, 2012
(IN MILLIONS)
 
Parent
Guarantor and
2012 Issuer
 
Subsidiary
Guarantors
 
Subsidiary
Non
Guarantors
 
Eliminations
 
Consolidated
Sales
$
20.7

 
$
4,839.5

 
$
947.8

 
$
(193.0
)
 
$
5,615.0

Excise taxes

 
(1,503.9
)
 
(194.6
)
 

 
(1,698.5
)
Net sales
20.7

 
3,335.6

 
753.2

 
(193.0
)
 
3,916.5

Cost of goods sold

 
(1,954.2
)
 
(558.1
)
 
159.8

 
(2,352.5
)
Gross profit
20.7

 
1,381.4

 
195.1

 
(33.2
)
 
1,564.0

Marketing, general and administrative expenses
(113.7
)
 
(814.7
)
 
(230.9
)
 
33.2

 
(1,126.1
)
Special items, net
(4.1
)
 
(35.2
)
 
(42.1
)
 

 
(81.4
)
Equity income (loss) in subsidiaries
391.9

 
(582.7
)
 
393.6

 
(202.8
)
 

Equity income in MillerCoors

 
510.9

 

 

 
510.9

Operating income (loss)
294.8

 
459.7

 
315.7

 
(202.8
)
 
867.4

Interest income (expense), net
(107.7
)
 
312.8

 
(390.1
)
 

 
(185.0
)
Other income (expense), net
30.1

 
(39.9
)
 
(80.5
)
 

 
(90.3
)
Income (loss) from continuing operations before income taxes
217.2

 
732.6

 
(154.9
)
 
(202.8
)
 
592.1

Income tax benefit (expense)
225.8

 
(345.8
)
 
(34.5
)
 

 
(154.5
)
Net income (loss) from continuing operations
443.0

 
386.8

 
(189.4
)
 
(202.8
)
 
437.6

Income (loss) from discontinued operations, net of tax

 

 
1.5

 

 
1.5

Net income (loss) including noncontrolling interests
443.0

 
386.8

 
(187.9
)
 
(202.8
)
 
439.1

Add back (less): Loss (net income) attributable to noncontrolling interests

 

 
3.9

 

 
3.9

Net income (loss) attributable to MCBC
$
443.0

 
$
386.8

 
$
(184.0
)
 
$
(202.8
)
 
$
443.0

Comprehensive income (loss) attributable to MCBC
$
598.3

 
$
529.8

 
$
(167.7
)
 
$
(362.1
)
 
$
598.3


MOLSON COORS BREWING COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS
FOR THE FISCAL YEAR ENDED DECEMBER 31, 2011
(IN MILLIONS)
 
Parent
Guarantor and
2012 Issuer
 
Subsidiary
Guarantors
 
Subsidiary
Non
Guarantors
 
Eliminations
 
Consolidated
Sales
$
28.2

 
$
5,061.3

 
$
276.4

 
$
(196.0
)
 
$
5,169.9

Excise taxes

 
(1,603.3
)
 
(50.9
)
 

 
(1,654.2
)
Net sales
28.2

 
3,458.0

 
225.5

 
(196.0
)
 
3,515.7

Cost of goods sold

 
(1,947.9
)
 
(266.0
)
 
164.8

 
(2,049.1
)
Gross profit
28.2

 
1,510.1

 
(40.5
)
 
(31.2
)
 
1,466.6

Marketing, general and administrative expenses
(119.3
)
 
(852.7
)
 
(78.2
)
 
31.2

 
(1,019.0
)
Special items, net
(0.8
)
 
(11.2
)
 
(0.3
)
 

 
(12.3
)
Equity income (loss) in subsidiaries
736.5

 
(426.1
)
 
446.6

 
(757.0
)
 

Equity income in MillerCoors

 
457.9

 

 

 
457.9

Operating income (loss)
644.6

 
678.0

 
327.6

 
(757.0
)
 
893.2

Interest income (expense), net
(28.8
)
 
275.9

 
(355.1
)
 

 
(108.0
)
Other income (expense), net
(10.6
)
 
(2.4
)
 
2.0

 

 
(11.0
)
Income (loss) from continuing operations before income taxes
605.2

 
951.5

 
(25.5
)
 
(757.0
)
 
774.2

Income tax benefit (expense)
71.1

 
(213.2
)
 
42.7

 

 
(99.4
)
Net income (loss) from continuing operations
676.3

 
738.3

 
17.2

 
(757.0
)
 
674.8

Income (loss) from discontinued operations, net of tax

 

 
2.3

 

 
2.3

Net income (loss) including noncontrolling interests
676.3

 
738.3

 
19.5

 
(757.0
)
 
677.1

Add back (less): Loss (net income) attributable to noncontrolling interests

 

 
(0.8
)
 

 
(0.8
)
Net income (loss) attributable to MCBC
$
676.3

 
$
738.3

 
$
18.7

 
$
(757.0
)
 
$
676.3

Comprehensive income (loss) attributable to MCBC
$
375.5

 
$
455.7

 
$
(145.0
)
 
$
(310.7
)
 
$
375.5

MOLSON COORS BREWING COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATING BALANCE SHEETS
AS OF DECEMBER 31, 2013
(IN MILLIONS)
 
Parent
Guarantor and
2012 Issuer
 
Subsidiary
Guarantors
 
Subsidiary
Non
Guarantors
 
Eliminations
 
Consolidated
Assets
 
 
 
 
 
 
 
 
 
Current assets:
 
 
 
 
 
 
 
 
 
Cash and cash equivalents
$
90.6

 
$
248.7

 
$
103.0

 
$

 
$
442.3

Accounts receivable, net
0.7

 
466.3

 
136.6

 

 
603.6

Other receivables, net
48.0

 
56.5

 
19.9

 

 
124.4

Total inventories, net

 
166.8

 
38.5

 

 
205.3

Other assets, net
8.4

 
60.1

 
43.2

 

 
111.7

Deferred tax assets

 

 
53.3

 
(2.9
)
 
50.4

Intercompany accounts receivable

 
3,186.8

 
196.5

 
(3,383.3
)
 

Total current assets
147.7

 
4,185.2

 
591.0

 
(3,386.2
)
 
1,537.7

Properties, net
31.0

 
1,282.8

 
656.3

 

 
1,970.1

Goodwill

 
1,161.8

 
1,256.9

 

 
2,418.7

Other intangibles, net

 
4,292.3

 
2,532.8

 

 
6,825.1

Investment in MillerCoors

 
2,506.5

 

 

 
2,506.5

Net investment in and advances to subsidiaries
12,860.9

 
3,303.7

 
6,654.9

 
(22,819.5
)
 

Deferred tax assets
28.8

 
3.1

 
1.0

 
5.4

 
38.3

Other assets, net
35.5

 
175.0

 
73.2

 

 
283.7

Total assets
$
13,103.9

 
$
16,910.4

 
$
11,766.1

 
$
(26,200.3
)
 
$
15,580.1

Liabilities and equity
 
 
 
 
 
 
 
 
 
Current liabilities:
 
 
 
 
 
 
 
 
 
Accounts payable and other current liabilities
$
52.2

 
$
925.4

 
$
358.8

 
$

 
$
1,336.4

Derivative hedging instruments

 
73.2

 
0.7

 

 
73.9

Deferred tax liability
8.8

 
132.2

 

 
(2.9
)
 
138.1

Current portion of long-term debt and short-term borrowings
379.7

 
61.8

 
145.4

 

 
586.9

Discontinued operations

 

 
6.8

 

 
6.8

Intercompany accounts payable
2,120.7

 
228.3

 
1,034.3

 
(3,383.3
)
 

Total current liabilities
2,561.4

 
1,420.9

 
1,546.0

 
(3,386.2
)
 
2,142.1

Long-term debt
1,896.2

 
1,316.6

 
0.2

 

 
3,213.0

Pension and postretirement benefits
2.6

 
453.3

 
6.7

 

 
462.6

Derivative hedging instruments

 
1.6

 
1.4

 

 
3.0

Deferred tax liability

 

 
906.0

 
5.4

 
911.4

Other liabilities, net
8.0

 
20.8

 
138.1

 

 
166.9

Discontinued operations

 

 
17.3

 

 
17.3

Intercompany notes payable

 
1,693.9

 
6,138.9

 
(7,832.8
)
 

Total liabilities
4,468.2

 
4,907.1

 
8,754.6

 
(11,213.6
)
 
6,916.3

MCBC stockholders' equity
8,638.9

 
18,332.5

 
4,487.0

 
(22,819.5
)
 
8,638.9

Intercompany notes receivable
(3.2
)
 
(6,329.2
)
 
(1,500.4
)
 
7,832.8

 

Total stockholders' equity
8,635.7

 
12,003.3

 
2,986.6

 
(14,986.7
)
 
8,638.9

Noncontrolling interests

 

 
24.9

 

 
24.9

Total equity
8,635.7

 
12,003.3

 
3,011.5

 
(14,986.7
)
 
8,663.8

Total liabilities and equity
$
13,103.9

 
$
16,910.4

 
$
11,766.1

 
$
(26,200.3
)
 
$
15,580.1

MOLSON COORS BREWING COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATING BALANCE SHEETS
AS OF DECEMBER 29, 2012
(IN MILLIONS)
 
Parent
Guarantor and
2012 Issuer
 
Subsidiary
Guarantors
 
Subsidiary
Non Guarantors
 
Eliminations
 
Consolidated
Assets
 
 
 
 
 
 
 
 
 
Current assets:
 
 
 
 
 
 
 
 
 
Cash and cash equivalents
$
189.8

 
$
249.3

 
$
184.9

 
$

 
$
624.0

Accounts receivable, net
1.7

 
524.7

 
134.1

 

 
660.5

Other receivables, net
22.7

 
54.6

 
15.6

 

 
92.9

Total inventories, net

 
172.5

 
41.4

 

 
213.9

Other assets, net
10.7

 
67.1

 
39.7

 

 
117.5

Deferred tax assets

 

 
40.7

 
(1.5
)
 
39.2

Intercompany accounts receivable

 
2,077.8

 
1,137.5

 
(3,215.3
)
 

Total current assets
224.9

 
3,146.0

 
1,593.9

 
(3,216.8
)
 
1,748.0

Properties, net
25.1

 
1,338.9

 
631.9

 

 
1,995.9

Goodwill

 
1,068.5

 
1,384.6

 

 
2,453.1

Other intangibles, net

 
4,606.8

 
2,628.0

 

 
7,234.8

Investment in MillerCoors

 
2,431.8

 

 

 
2,431.8

Net investment in and advances to subsidiaries
10,465.2

 
2,291.6

 
5,291.7

 
(18,048.5
)
 

Deferred tax assets
47.4

 
104.8

 
4.9

 
(31.7
)
 
125.4

Other assets, net
38.6

 
125.0

 
59.6

 

 
223.2

Total assets
$
10,801.2

 
$
15,113.4

 
$
11,594.6

 
$
(21,297.0
)
 
$
16,212.2

Liabilities and equity
 
 
 
 
 
 
 
 
 
Current liabilities:
 
 
 
 
 
 
 
 
 
Accounts payable and other current liabilities
$
64.0

 
$
787.7

 
$
335.2

 
$

 
$
1,186.9

Derivative hedging instruments

 
6.0

 

 

 
6.0

Deferred tax liability
11.3

 
142.5

 

 
(1.5
)
 
152.3

Current portion of long-term debt and short-term borrowings
564.2

 
668.3

 
13.1

 

 
1,245.6

Discontinued operations

 

 
7.9

 

 
7.9

Intercompany accounts payable
1,166.3

 
1,133.3

 
915.7

 
(3,215.3
)
 

Total current liabilities
1,805.8

 
2,737.8

 
1,271.9

 
(3,216.8
)
 
2,598.7

Long-term debt
1,895.6

 
1,402.5

 
124.4

 

 
3,422.5

Pension and postretirement benefits
3.3

 
823.1

 
6.6

 

 
833.0

Derivative hedging instruments

 
222.2

 

 

 
222.2

Deferred tax liability

 

 
980.2

 
(31.7
)
 
948.5

Other liabilities, net
6.6

 
64.4

 
104.7

 

 
175.7

Discontinued operations

 

 
20.0

 

 
20.0

Intercompany notes payable

 
1,135.8

 
6,971.9

 
(8,107.7
)
 

Total liabilities
3,711.3

 
6,385.8

 
9,479.7

 
(11,356.2
)
 
8,220.6

MCBC stockholders' equity
7,966.9

 
15,036.7

 
3,011.8

 
(18,048.5
)
 
7,966.9

Intercompany notes receivable
(877.0
)
 
(6,309.1
)
 
(921.6
)
 
8,107.7

 

Total stockholders' equity
7,089.9

 
8,727.6

 
2,090.2

 
(9,940.8
)
 
7,966.9

Noncontrolling interests

 

 
24.7

 

 
24.7

Total equity
7,089.9

 
8,727.6

 
2,114.9

 
(9,940.8
)
 
7,991.6

Total liabilities and equity
$
10,801.2

 
$
15,113.4

 
$
11,594.6

 
$
(21,297.0
)
 
$
16,212.2

MOLSON COORS BREWING COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED DECEMBER 31, 2013
(IN MILLIONS)
 
Parent
Guarantor and
2013 Issuer
 
Subsidiary
Guarantors
 
Subsidiary
Non
Guarantors
 
Eliminations
 
Consolidated
Net cash provided by (used in) operating activities
$
660.9

 
$
579.2

 
$
297.3

 
$
(369.2
)
 
$
1,168.2

CASH FLOWS FROM INVESTING ACTIVITIES:
 
 
 
 
 
 
 
 
 
Additions to properties
(11.7
)
 
(154.0
)
 
(128.2
)
 

 
(293.9
)
Proceeds from sales of properties and other assets

 
45.7

 
7.9

 

 
53.6

Investment in MillerCoors

 
(1,186.5
)
 

 

 
(1,186.5
)
Return of capital from MillerCoors

 
1,146.0

 

 

 
1,146.0

Loan repayments

 
10.6

 

 

 
10.6

Loan advances

 
(6.8
)
 

 

 
(6.8
)
Net intercompany investing activity
(446.4
)
 
(59.3
)
 
(70.5
)
 
576.2

 

Net cash provided by (used in) investing activities
(458.1
)
 
(204.3
)
 
(190.8
)
 
576.2

 
(277.0
)
CASH FLOWS FROM FINANCING ACTIVITIES:
 
 
 
 
 
 
 
 
 
Exercise of stock options under equity compensation plans
88.8

 

 

 

 
88.8

Excess tax benefits from share-based compensation
7.7

 

 

 

 
7.7

Dividends paid
(206.5
)
 
(142.8
)
 
(254.5
)
 
369.2

 
(234.6
)
Dividends paid to noncontrolling interest holders

 

 
(4.1
)
 

 
(4.1
)
Payments for purchase of noncontrolling interest

 

 
(0.7
)
 

 
(0.7
)
Debt issuance costs
(0.2
)
 

 
(0.2
)
 

 
(0.4
)
Payments on long-term debt and capital lease obligations
(578.0
)
 
(615.1
)
 
(123.9
)
 

 
(1,317.0
)
Proceeds from short-term borrowings

 

 
15.0

 

 
15.0

Payments on short-term borrowings

 

 
(15.2
)
 

 
(15.2
)
Net proceeds from (payments on) revolving credit facilities and commercial paper
379.6

 

 
127.8

 

 
507.4

Payments on settlement of derivative instruments

 
(119.4
)
 

 

 
(119.4
)
Proceeds from settlement of derivative instruments
6.6

 

 

 

 
6.6

Change in overdraft balances and other

 

 
6.7

 

 
6.7

Net intercompany financing activity

 
516.9

 
59.3

 
(576.2
)
 

Net cash provided by (used in) financing activities
(302.0
)
 
(360.4
)
 
(189.8
)
 
(207.0
)
 
(1,059.2
)
CASH AND CASH EQUIVALENTS:
 
 
 
 
 
 
 
 
 
Net increase (decrease) in cash and cash equivalents
(99.2
)
 
14.5

 
(83.3
)
 

 
(168.0
)
Effect of foreign exchange rate changes on cash and cash equivalents

 
(15.1
)
 
1.4

 

 
(13.7
)
Balance at beginning of year
189.8

 
249.3

 
184.9

 

 
624.0

Balance at end of period
$
90.6

 
$
248.7

 
$
103.0

 
$

 
$
442.3

MOLSON COORS BREWING COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED DECEMBER 29, 2012
(IN MILLIONS)
 
Parent
Guarantor and
2012 Issuer
 
Subsidiary
Guarantors
 
Subsidiary
Non
Guarantors
 
Eliminations
 
Consolidated
Net cash provided by (used in) operating activities
$
757.6

 
$
1,241.6

 
$
(380.1
)
 
$
(635.4
)
 
$
983.7

CASH FLOWS FROM INVESTING ACTIVITIES:
 
 
 
 
 
 
 
 
 
Additions to properties
(6.7
)
 
(162.8
)
 
(52.8
)
 

 
(222.3
)
Proceeds from sales of properties and other assets

 
7.9

 
7.8

 

 
15.7

Acquisition of businesses, net of cash acquired

 

 
(2,258.3
)
 

 
(2,258.3
)
Investment in MillerCoors

 
(1,008.8
)
 

 

 
(1,008.8
)
Return of capital from MillerCoors

 
942.4

 

 

 
942.4

Payment on discontinued operations

 

 
(6.8
)
 

 
(6.8
)
Loan repayments

 
22.9

 

 

 
22.9

Loan advances

 
(9.3
)
 

 

 
(9.3
)
Proceeds from settlements of derivative instruments

 
(110.6
)
 

 

 
(110.6
)
Net intercompany investing activity
(2,853.9
)
 
(2,621.5
)
 

 
5,475.4

 

Net cash provided by (used in) investing activities
(2,860.6
)
 
(2,939.8
)
 
(2,310.1
)
 
5,475.4

 
(2,635.1
)
CASH FLOWS FROM FINANCING ACTIVITIES:
 
 
 
 
 
 
 
 
 
Exercise of stock options under equity compensation plans
34.1

 

 

 

 
34.1

Excess tax benefits from share-based compensation
4.9

 

 

 

 
4.9

Payments for purchase of noncontrolling interest

 

 
(27.9
)
 

 
(27.9
)
Dividends paid
(203.5
)
 
(628.6
)
 
(35.5
)
 
635.4

 
(232.2
)
Dividends paid to noncontrolling interest holders

 

 
(5.0
)
 

 
(5.0
)
Debt issuance costs
(39.2
)
 

 
(1.1
)
 

 
(40.3
)
Proceeds from issuance of long-term debt
2,045.4

 

 
150.0

 

 
2,195.4

Payments on long-term debt and capital lease obligations
(150.0
)
 
(44.8
)
 
(31.9
)
 

 
(226.7
)
Payments on debt assumed in Acquisition

 

 
(424.3
)
 

 
(424.3
)
Proceeds from short-term borrowings

 

 
16.0

 

 
16.0

Payments on short-term borrowings

 

 
(17.2
)
 

 
(17.2
)
Net proceeds from (payments on) revolving credit facilities and commercial paper

 

 
7.8

 

 
7.8

Payments on settlement of derivative instruments

 
(8.2
)
 

 

 
(8.2
)
Change in overdraft balances and other

 

 
(105.0
)
 

 
(105.0
)
Net intercompany financing activity

 
2,193.1

 
3,282.3

 
(5,475.4
)
 

Net cash provided by (used in) financing activities
1,691.7

 
1,511.5

 
2,808.2

 
(4,840.0
)
 
1,171.4

CASH AND CASH EQUIVALENTS:
 
 
 
 
 
 
 
 
 
Net increase (decrease) in cash and cash equivalents
(411.3
)
 
(186.7
)
 
118.0

 

 
(480.0
)
Effect of foreign exchange rate changes on cash and cash equivalents

 
13.5

 
11.6

 

 
25.1

Balance at beginning of year
601.1

 
422.5

 
55.3

 

 
1,078.9

Balance at end of period
$
189.8

 
$
249.3

 
$
184.9

 
$

 
$
624.0

MOLSON COORS BREWING COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED DECEMBER 31, 2011
(IN MILLIONS)
 
Parent
Guarantor and
2012 Issuer
 
Subsidiary
Guarantors
 
Subsidiary
Non
Guarantors
 
Eliminations
 
Consolidated
Net cash provided by (used in) operating activities
$
253.1

 
$
156.6

 
$
1,761.8

 
$
(1,303.4
)
 
$
868.1

CASH FLOWS FROM INVESTING ACTIVITIES:
 
 
 
 
 
 
 
 
 
Additions to properties
(3.7
)
 
(207.2
)
 
(24.5
)
 

 
(235.4
)
Proceeds from sales of properties and other assets

 
4.6

 

 

 
4.6

Acquisition of businesses, net of cash acquired

 
(30.7
)
 
(10.6
)
 

 
(41.3
)
Change in restricted cash balances

 

 
6.7

 

 
6.7

Investment in MillerCoors

 
(800.1
)
 

 

 
(800.1
)
Return of capital from MillerCoors

 
782.7

 

 

 
782.7

Investment in and advances to an unconsolidated affiliate

 
(93.9
)
 
10.7

 

 
(83.2
)
Loan repayments

 
22.4

 

 

 
22.4

Loan advances

 
(9.9
)
 

 

 
(9.9
)
Proceeds from settlements of derivative instruments
15.4

 

 

 

 
15.4

Net intercompany investing activity
15.4

 
(800.7
)
 
(2,004.5
)
 
2,789.8

 

Net cash provided by (used in) investing activities
27.1

 
(1,132.8
)
 
(2,022.2
)
 
2,789.8

 
(338.1
)
CASH FLOWS FROM FINANCING ACTIVITIES:
 
 
 
 
 
 
 
 
 
Exercise of stock options under equity compensation plans
11.6

 

 

 

 
11.6

Excess tax benefits from share-based compensation
2.0

 

 

 

 
2.0

Payments for purchase of treasury stock
(321.1
)
 

 

 

 
(321.1
)
Dividends paid
(201.4
)
 
(1,192.9
)
 
(137.2
)
 
1,303.4

 
(228.1
)
Dividends paid to noncontrolling interest holders

 

 
(2.3
)
 

 
(2.3
)
Debt issuance costs
(2.2
)
 

 

 

 
(2.2
)
Payments on long term-debt and capital lease obligations

 
(0.3
)
 

 

 
(0.3
)
Proceeds from short-term borrowings

 
11.9

 
(5.1
)
 

 
6.8

Payments on short-term borrowings

 
(3.0
)
 
(15.3
)
 

 
(18.3
)
Net proceeds from (payments on) revolving credit facilities and commercial paper

 
2.1

 

 

 
2.1

Payments on settlement of derivative instruments

 
(104.5
)
 

 

 
(104.5
)
Change in overdraft balances and other

 
(10.8
)
 

 

 
(10.8
)
Net intercompany financing activity

 
2,364.0

 
425.8

 
(2,789.8
)
 

Net cash provided by (used in) financing activities
(511.1
)
 
1,066.5

 
265.9

 
(1,486.4
)
 
(665.1
)
CASH AND CASH EQUIVALENTS:
 
 
 
 
 
 
 
 
 
Net increase (decrease) in cash and cash equivalents
(230.9
)
 
90.3

 
5.5

 

 
(135.1
)
Effect of foreign exchange rate changes on cash and cash equivalents

 
(17.3
)
 
13.7

 

 
(3.6
)
Balance at beginning of year
832.0

 
349.5

 
36.1

 

 
1,217.6

Balance at end of period
$
601.1

 
$
422.5

 
$
55.3

 
$

 
$
1,078.9

Quarterly Financial Information (Unaudited)
Quarterly Financial Information (Unaudited)
Quarterly Financial Information (Unaudited)
The following summarizes selected quarterly financial information for fiscal years 2013 and 2012.
2013
First
 
Second
 
Third
 
Fourth
 
Full Year
 
(In millions, except per share data)
Sales
$
1,184.8

 
$
1,659.7

 
$
1,665.4

 
$
1,489.7

 
$
5,999.6

Excise taxes
(356.3
)
 
(481.7
)
 
(494.2
)
 
(461.3
)
 
(1,793.5
)
Net sales
828.5

 
1,178.0

 
1,171.2

 
1,028.4

 
4,206.1

Cost of goods sold
(547.1
)
 
(684.1
)
 
(670.0
)
 
(644.4
)
 
(2,545.6
)
Gross profit
$
281.4

 
$
493.9

 
$
501.2

 
$
384.0

 
$
1,660.5

Amounts attributable to Molson Coors Brewing Company:
 
 
 
 
 
 
 
 
 
Net income (loss) from continuing operations
$
36.5

 
$
276.7

 
$
120.9

 
$
131.2

 
$
565.3

Income (loss) from discontinued operations, net of tax
(0.9
)
 
1.7

 
0.9

 
0.3

 
2.0

Net income (loss) attributable to Molson Coors Brewing Company
$
35.6

 
$
278.4

 
$
121.8

 
$
131.5

 
$
567.3

Basic net income (loss) attributable to Molson Coors Brewing Company per share(1):
 
 
 
 
 
 
 
 
 
From continuing operations
$
0.20

 
$
1.51

 
$
0.65

 
$
0.72

 
$
3.09

From discontinued operations

 
0.01

 
0.01

 

 
0.01

Basic net income (loss) attributable to Molson Coors Brewing Company per share
$
0.20

 
$
1.52

 
$
0.66

 
$
0.72

 
$
3.10

Diluted net income (loss) attributable to Molson Coors Brewing Company per share(1):
 
 
 
 
 
 
 
 
 
From continuing operations
$
0.20

 
$
1.50

 
$
0.65

 
$
0.71

 
$
3.07

From discontinued operations

 
0.01

 
0.01

 

 
0.01

Diluted net income (loss) attributable to Molson Coors Brewing Company per share
$
0.20

 
$
1.51

 
$
0.66

 
$
0.71

 
$
3.08

2012
First
 
Second
 
Third
 
Fourth
 
Full Year
 
(In millions, except per share data)
Sales
$
1,008.1

 
$
1,440.9

 
$
1,685.8

 
$
1,480.2

 
$
5,615.0

Excise taxes
(316.7
)
 
(441.5
)
 
(490.3
)
 
(450.0
)
 
(1,698.5
)
Net sales
691.4

 
999.4

 
1,195.5

 
1,030.2

 
3,916.5

Cost of goods sold
(438.8
)
 
(580.1
)
 
(687.0
)
 
(646.6
)
 
(2,352.5
)
Gross profit
$
252.6

 
$
419.3

 
$
508.5

 
$
383.6

 
$
1,564.0

Amounts attributable to Molson Coors Brewing Company:
 
 
 
 
 
 
 
 
 
Net income (loss) from continuing operations
$
79.4

 
$
104.3

 
$
197.7

 
$
60.1

 
$
441.5

Income (loss) from discontinued operations, net of tax
0.1

 
0.8

 
0.7

 
(0.1
)
 
1.5

Net income (loss) attributable to Molson Coors Brewing Company
$
79.5

 
$
105.1

 
$
198.4

 
$
60.0

 
$
443.0

Basic net income (loss) attributable to Molson Coors Brewing Company per share(1):
 
 
 
 
 
 
 
 
 
From continuing operations
$
0.44

 
$
0.58

 
$
1.09

 
$
0.33

 
$
2.44

From discontinued operations

 

 

 

 
0.01

Basic net income (loss) attributable to Molson Coors Brewing Company per share
$
0.44

 
$
0.58

 
$
1.09

 
$
0.33

 
$
2.45

Diluted net income (loss) attributable to Molson Coors Brewing Company per share(1):
 
 
 
 
 
 
 
 
 
From continuing operations
$
0.44

 
$
0.57

 
$
1.09

 
$
0.33

 
$
2.43

From discontinued operations

 

 

 

 
0.01

Diluted net income (loss) attributable to Molson Coors Brewing Company per share
$
0.44

 
$
0.57

 
$
1.09

 
$
0.33

 
$
2.44


(1)
The sum of the quarterly net income per share amounts may not agree to the full year net income per share amounts. We calculate net income per share based on the weighted average number of outstanding shares during the reporting period. The average number of shares fluctuates throughout the year and can therefore produce a full year result that does not agree to the sum of the individual quarters.
Subsequent Event Impacting Interim Reporting
In previous years, including interim periods within fiscal year 2013, we recognized advertising costs in expense over the interim periods within a fiscal year based on the proportion of net sales volumes for the interim period in relation to the estimated annual net sales volumes under U.S. GAAP, which permits the allocation of costs across interim periods within a fiscal year when future periods benefit from the expenditure. Advertising expenses were not deferred from one fiscal year to the next. During the first quarter of fiscal 2014, we changed our method of accounting for advertising expense for interim periods such that advertising expense is recognized as incurred, effective at the beginning of the first quarter. We adopted this change as a result of management’s belief that the new method is preferable and results in a more objective measure of quarterly expense that will better support planning and resource allocation decisions by management, results in improved financial statements for investor analysis, and further aligns our treatment with that of our U.S. operations within MillerCoors.  The new policy of expensing advertising costs as incurred additionally eliminates the uncertainty in estimating overall expected net sales volumes, advertising expenses, and the benefit period of the advertising on an interim basis, and conforms the Company’s interim accounting policy with that used to prepare the annual financial statements. The change will be applied retrospectively to all prior interim periods, and advertising expense for such interim periods will be recast beginning with our first quarter 2014 interim reporting period.
SCHEDULE II
SCHEDULE II
SCHEDULE II
MOLSON COORS BREWING COMPANY AND SUBSIDIARIES
VALUATION AND QUALIFYING ACCOUNTS
(IN MILLIONS)
 
Balance at
beginning
of year
 
Additions
charged to
costs and
expenses
 
Deductions(1)
 
Foreign
exchange
impact
 
Balance at
end of year
Allowance for doubtful accounts—trade accounts receivable
 
 
 
 
 
 
 
 
 
Year ended:
 
 
 
 
 
 
 
 
 
December 31, 2013
$
13.4

 
$
7.6

 
$
(7.5
)
 
$
0.1

 
$
13.6

December 29, 2012
$
10.3

 
$
10.3

 
$
(7.6
)
 
$
0.4

 
$
13.4

December 31, 2011
$
7.4

 
$
3.7

 
$
(0.7
)
 
$
(0.1
)
 
$
10.3

Allowance for doubtful accounts—current trade loans
 
 
 
 
 
 
 
 
 
Year ended:
 
 
 
 
 
 
 
 
 
December 31, 2013
$
1.6

 
$
0.6

 
$
(1.1
)
 
$

 
$
1.1

December 29, 2012
$
1.8

 
$
0.9

 
$
(1.1
)
 
$

 
$
1.6

December 31, 2011
$
2.5

 
$
1.6

 
$
(2.4
)
 
$
0.1

 
$
1.8

Allowance for doubtful accounts—long-term trade loans
 
 
 
 
 
 
 
 
 
Year ended:
 
 
 
 
 
 
 
 
 
December 31, 2013
$
4.0

 
$
1.4

 
$
(2.6
)
 
$

 
$
2.8

December 29, 2012
$
4.4

 
$
2.2

 
$
(2.8
)
 
$
0.2

 
$
4.0

December 31, 2011
$
6.6

 
$
2.5

 
$
(4.8
)
 
$
0.1

 
$
4.4

Allowance for obsolete supplies
 
 
 
 
 
 
 
 
 
Year ended:
 
 
 
 
 
 
 
 
 
December 31, 2013
$
7.2

 
$
9.3

 
$
(9.8
)
 
$
0.1

 
$
6.8

December 29, 2012
$
5.9

 
$
7.0

 
$
(6.0
)
 
$
0.3

 
$
7.2

December 31, 2011
$
4.1

 
$
2.0

 
$
(0.2
)
 
$

 
$
5.9

Deferred tax valuation account
 
 
 
 
 
 
 
 
 
Year ended:
 
 
 
 
 
 
 
 
 
December 31, 2013
$
157.5

 
$
29.6

 
$
(88.8
)
 
$
(0.6
)
 
$
97.7

December 29, 2012
$
29.0

 
$
136.6

 
$
(9.2
)
 
$
1.1

 
$
157.5

December 31, 2011
$
39.0

 
$
2.4

 
$
(12.3
)
 
$
(0.1
)
 
$
29.0

(1)
Amounts related to write-offs of uncollectible accounts, claims or obsolete inventories and supplies. Amounts related to the deferred tax asset valuation allowance are primarily due to the utilization of capital loss and operating loss carryforwards and re-evaluations of deferred tax assets.
Basis of Presentation and Summary of Significant Accounting Policies (Policies)
Unless otherwise indicated, fiscal year 2013 refers to the period from December 30, 2012, through December 31, 2013, fiscal year 2012 refers to the 52 weeks ended December 29, 2012, and fiscal year 2011 refers to the 53 weeks ended December 31, 2011. The impact of the three additional days in fiscal year 2013 is immaterial to the consolidated financial statements.
Central Europe and MillerCoors follow a monthly fiscal reporting calendar. For Central Europe, fiscal year 2013 refers to the 12 months ended December 31, 2013, and fiscal year 2012 refers to the period from the Acquisition date of June 15, 2012, through December 31, 2012. For MillerCoors, fiscal years 2013, 2012 and 2011 refer to the 12 months ended December 31, 2013, December 31, 2012, and December 31, 2011, respectively.
The results from Brewers' Retail, Inc. ("BRI"), Brewers' Distributor Ltd. ("BDL") and Modelo Molson Imports, L.P. ("MMI"), equity method investments, are reported one month in arrears. Our policy is to accelerate recording the effect of events occurring in the lag period that significantly affect our consolidated financial statements, such as the impact to other comprehensive income for our proportionate share of the change in the BRI and BDL pension and postretirement liabilities resulting from the annual actuarial valuation performed as of December 31, 2013.
Our consolidated financial statements include our accounts and our majority-owned and controlled domestic and foreign subsidiaries, as well as certain variable interest entities ("VIEs") for which we are the primary beneficiary. All intercompany accounts and transactions have been eliminated in consolidation. We deconsolidated our joint venture in China, Molson Coors Si'hai ("MC Si'hai"), from our financial statements during the third quarter of 2012, due to a loss of our ability to control the joint venture. See Note 5, "Investments" for further information.
Our consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP"). These accounting principles require us to make certain estimates, judgments and assumptions. We believe that the estimates, judgments and assumptions used to determine certain amounts that affect the financial statements are reasonable, based on information available at the time they are made. To the extent there are differences between these estimates and actual results, our consolidated financial statements may be materially affected.
Revenue is recognized when the significant risks and rewards of ownership, including the risk of loss, are transferred to the customer or distributor depending upon the method of distribution and shipping terms. The cost of various programs, such as price promotions, rebates and coupon programs are treated as a reduction of sales. In certain of our markets, slotting or listing fees are paid to customers and are also treated as a reduction of sales. Sales of products are for cash or otherwise agreed upon credit terms. Sales are stated net of incentives, discounts and returns.
We do not have standard terms that permit return of product; however, in certain markets where returns occur we estimate the amount of returns based on historical return experience and adjust our revenue accordingly. Products that do not meet our high quality standards are returned by the customer or recalled and destroyed and are recorded as a reduction of revenue. The reversal of revenue is recorded upon determination that the product will be recalled and destroyed. We estimate the costs required to facilitate product returns and record them in cost of goods sold as required.
In addition to supplying our own brands, the U.K. business (within our Europe segment) sells other beverage companies' products to on-premise customers to provide them with a full range of products for their retail outlets. We refer to this as the "factored brand business." Sales from this business are included in our net sales and cost of goods sold when ultimately sold, but the related volume is not included in our reported sales volumes. In the factored brand business, we normally purchase inventory, which includes excise taxes charged by the vendor, take orders from customers for such brands, and invoice customers for the product and related costs of delivery. In accordance with guidance pertaining to reporting revenue gross as a principal versus net as an agent, sales under the factored brands are reported on a gross income basis.
Payments made to customers are conditional on the achievement of volume targets, marketing commitments, or both. If paid in advance, we record such payments as prepayments and amortize them in the consolidated statements of operations over the relevant period to which the customer commitment is made (up to five years). Where there is no sufficiently separate identifiable benefit, and the payment is linked to volumes, or fair value cannot be established, the amortization of the prepayment or the cost as incurred is included in sales discounts as a reduction to sales and where there are specific marketing activities/commitments the cost is included as marketing, general and administrative expenses. The amounts capitalized are reassessed regularly for recoverability over the contract period and are impaired where there is objective evidence that the benefits will not be realized or the asset is otherwise not recoverable.
Excise taxes collected from customers and remitted to tax authorities are government-imposed excise taxes on beer shipments. Excise taxes on beer shipments are shown in a separate line item in the consolidated statements of operations as a reduction of sales. Sales taxes collected from customers are recognized as a liability, with the liability subsequently reduced when the taxes are remitted to the tax authority.
Our cost of goods sold includes costs we incur to make and ship beer. These costs include brewing materials, such as barley, hops and various grains. Packaging materials, including glass bottles, aluminum and steel cans, cardboard and paperboard are also included in our cost of goods sold. Additionally, our cost of goods sold include both direct and indirect labor, shipping and handling including freight costs, utilities, maintenance costs, depreciation, promotional packaging, other manufacturing overheads and costs to purchase factored brands from suppliers, as well as the estimated cost to facilitate product returns.
Our marketing, general and administrative expenses include media advertising (television, radio, print), tactical advertising (signs, banners, point-of-sale materials) and promotion costs on both local and national levels within our operating segments. The creative portion of our advertising activities is expensed as incurred. Production costs of advertising and promotional materials are expensed when the advertising is first run. Advertising expense was $458.5 million, $423.5 million and $398.8 million for fiscal years 2013, 2012 and 2011, respectively. Prepaid advertising costs of $13.8 million and $23.9 million, were included in other current assets in the consolidated balance sheets at December 31, 2013, and December 29, 2012, respectively.
This classification includes general and administrative costs for functions such as finance, legal, human resources and information technology, which consist primarily of labor and outside services, as well as bad debt expense related to our allowance for doubtful accounts. Unless capitalization is allowed or required by U.S. GAAP, legal costs are expensed when incurred. These costs also include our marketing and sales organizations, including labor and other overheads. This line item additionally includes amortization costs associated with intangible assets, as well as certain depreciation costs related to non-production equipment and share-based compensation.
Share-based compensation is recognized using a straight-line method over the vesting period of the awards. Certain share-based compensation plans contain provisions that accelerate vesting of awards upon change in control, retirement, disability or death of eligible employees and directors. Our share-based awards are considered vested when the employee's retention of the award is no longer contingent on providing service, which for certain awards can result in immediate recognition for awards granted to retirement-eligible individuals or accelerated recognition for awards granted to individuals that will become retirement eligible within the stated vesting period. Also, if less than the stated vesting period, we recognize these costs over the period from the grant date to the date retirement eligibility is achieved. We report the benefits of tax deductions in excess of recognized compensation cost as a financing cash flow, thereby reducing net operating cash flows and increasing net financing cash flows.
Our special items represent charges incurred or benefits realized that we do not believe to be indicative of our core operations; specifically, such items are considered to be one of the following:
infrequent or unusual items,
impairment or asset abandonment-related losses,
restructuring charges and other atypical employee-related costs, or
fees on termination of significant operating agreements and gains (losses) on disposal of investments.
Although we believe these items are not indicative of our core operations, the items classified as special items are not necessarily non-recurring.
Deferred income taxes are provided for the temporary differences between the financial reporting basis and the tax basis of our assets, liabilities, and certain unrecognized gains and losses recorded in accumulated other comprehensive income (loss). We provide for taxes that may be payable if undistributed earnings of overseas subsidiaries were to be remitted to the U.S., except for those earnings that we consider to be permanently reinvested. Interest, penalties and offsetting positions related to unrecognized tax benefits are recognized as a component of income tax expense. Our deferred tax valuation allowances are primarily the result of uncertainties regarding the future realization of recorded tax benefits on tax loss carryforwards from operations in various jurisdictions. These valuation allowances are primarily related to deferred tax assets generated from net operating losses.
Cash consists of cash on hand and bank deposits. Cash equivalents represent highly liquid investments with original maturities of 90 days or less. Our cash deposits may be redeemed upon demand and are maintained with multiple, reputable financial institutions. The following presents our supplemental cash flow information:
 
For the fiscal years ended
 
December 31, 2013
 
December 29, 2012
 
December 31, 2011
 
(In millions)
Cash paid for interest
$
163.8

 
$
191.4

 
$
102.3

Cash paid for taxes
$
107.8

 
$
34.6

 
$
62.7

Non-cash convertible note issued upon close of the Acquisition
$

 
$
645.9

 
$


We also have non-cash issuances of share-based awards. See Note 14, "Share-Based Payments" for further discussion.
We record accounts and notes receivable at net realizable value. This carrying value includes an appropriate allowance for estimated uncollectible amounts to reflect any loss anticipated on the accounts and notes receivable balances. We calculate this allowance based on our country-specific history of write-offs, level of past-due accounts based on the contractual terms of the receivables and our relationships with and the economic status of our customers, which may be impacted by current macroeconomic and regulatory factors specific to the country of origin.
In the U.K., loans are extended to a portion of the retail outlets that sell our brands. At December 31, 2013, and December 29, 2012, total loans outstanding, net of allowances, were $31.7 million and $35.8 million, respectively, and are classified as either current or non-current notes receivable in our consolidated balance sheets. An allowance for credit losses is maintained to provide for loan losses deemed to be probable related to specifically identified loans and for losses in the loan portfolio that have been incurred at the balance sheet date. We establish our allowance through a provision for loan losses charged against earnings and recorded in marketing, general and administrative expenses. Loan balances that are written off are recorded against the allowance as a write-off. Activity within the allowance is immaterial for fiscal years 2013, 2012 and 2011.
Inventories are stated at the lower of cost or market. Cost is determined by the first-in, first-out ("FIFO") method. We regularly assess the shelf-life of our inventories and reserve for those inventories when it becomes apparent the product will not be sold within our freshness specifications. We did not have a material allowance for obsolete finished goods or packaging materials at December 31, 2013, or at December 29, 2012.
Properties are stated at original cost less accumulated depreciation. Depreciation is recorded using the straight-line method over the estimated useful lives of the assets, which are reviewed periodically and have the following ranges: buildings and improvements: 20-40 years; machinery and equipment: 3-25 years; furniture and fixtures: 3-10 years; returnable containers: 2-15 years; and software: 3-5 years. Land is not depreciated, and construction in progress is not depreciated until ready for service. Costs of enhancements or modifications that substantially extend the capacity or useful life of an asset are capitalized and depreciated accordingly. Ordinary repairs and maintenance are expensed as incurred. When property is retired or otherwise disposed of, the cost and accumulated depreciation are removed from our consolidated balance sheets and the resulting gain or loss, if any, is reflected in our consolidated statements of operations. Long-lived assets are evaluated for impairment whenever events or changes in circumstances indicate the carrying value of an asset (or asset group) may not be recoverable.
Returnable containers are recorded at acquisition cost and consist of returnable bottles, kegs, pallets and crates that are both in our direct control within our breweries, warehouses and distribution facilities and those that we indirectly control in the market through our agreements with our customers and other brewers and for which a deposit is received. The deposits received on our returnable containers in the market are recorded as deposit liabilities, included as current liabilities within accounts payable and other current liabilities in the consolidated balance sheets. We estimate that the loss, breakage and deterioration of our returnable containers is comparable to the depreciation calculated on an estimated useful life of approximately 2 years for pallets, 4 years for bottles, 7 years for crates, and 15 years for returnable kegs. We also own and maintain other equipment in the market related to delivery of our products to end consumers, for example on-premise dispense equipment and refrigeration units. This equipment is recorded at acquisition cost and depreciated over lives of up to 7 years, depending on the market, reflecting the use of the equipment, as well as the loss and deterioration of the asset.
The costs of acquiring or developing internal-use computer software, including directly-related payroll costs for internal resources, are capitalized and classified within properties. Software maintenance and training costs are expensed in the period incurred.
Properties held under capital lease are depreciated using the straight-line method over the estimated useful life or the lease term, whichever is shorter, and the related depreciation is included in depreciation expense.
Goodwill is allocated to the reporting unit in which the business that created the goodwill resides. A reporting unit is an operating segment, or a business unit one level below that operating segment, for which discrete financial information is prepared and regularly reviewed by segment management. In certain cases, we have aggregated business units, within an operating segment, into one reporting unit if the specific aggregation criteria under U.S. GAAP are met. The Canada and Europe reporting units are consistent with our operating segments. However, for our India business, the reporting unit is one level below the MCI operating segment. We evaluate the carrying value of our goodwill and indefinite-lived intangible assets for impairment at the reporting unit level at least annually or when an interim triggering event occurs that would indicate that impairment may have taken place. We evaluate our other definite-lived intangible assets for impairment when evidence exists that certain events or changes in circumstances indicate that the carrying amount of these assets may not be recoverable. Significant judgments and assumptions are required in such impairment evaluations. We are required to perform goodwill and indefinite-lived intangible asset impairment tests on at least an annual basis and more frequently in certain circumstances. Our annual impairment testing day is as of the first day of our fiscal third quarter. Definite-lived intangible assets are stated at cost less accumulated amortization. Amortization is recorded using the straight-line method over the estimated lives of the assets. We continuously monitor the performance of definite-lived intangible assets for potential triggering events suggesting an impairment review should be performed.
We apply the equity method of accounting to 20% to 50% owned investments where we exercise significant influence or VIEs for which we are not the primary beneficiary. Equity method investments include our equity ownership in MillerCoors in the U.S., along with MMI, BRI and BDL in Canada. In December 2013, we sold our interest in Tradeteam Ltd ("Tradeteam") (a transportation and logistics joint venture) to DHL, our previous joint venture partner. Additionally, in November 2013, Anheuser-Busch InBev ("ABI") and MCBC entered into an agreement providing for the accelerated termination of the MMI joint venture, effective February 2014. See Note 5, "Investments" for further discussion.
There are no related parties that own interests in our equity method investments as of December 31, 2013.
We use derivatives as part of our normal business operations to manage our exposure to fluctuations in interest, foreign currency exchange, commodity, production and packaging material costs and for other strategic purposes related to our core business. We enter into derivatives for risk management purposes only, including derivatives designated in hedge accounting relationships as well as those derivatives utilized as economic hedges. We do not enter into derivatives for trading or speculative purposes. We recognize our derivatives on the consolidated balance sheets as assets or liabilities at fair value and are classified in either current or non-current assets or liabilities based on each contract's respective unrealized gain or loss position and each contract's respective maturity. Our policy is to present all derivative balances on a gross basis, without regard to counterparty master netting agreements or similar arrangements. Further, our current derivative agreements do not allow us to net positions with the same counterparty and therefore, we present our derivative positions gross in our consolidated balance sheets.
Changes in fair values (to the extent of hedge effectiveness) of outstanding cash flow and net investment hedges are recorded in OCI, until earnings are affected by the variability of cash flows of the underlying hedged item or the sale of the underlying net investment, respectively. Effective cash flow hedges offset the gains or losses recognized on the underlying exposure in the consolidated statements of operations, or for net investment hedges the foreign exchange translation gain or loss recognized in AOCI. Any ineffectiveness is recorded directly into earnings.
We record realized gains and losses from derivative instruments in the same financial statement line item as the hedged item/forecasted transaction. Changes in unrealized gains and losses for derivatives not designated in a hedge accounting relationship are recorded directly in earnings each period and are also recorded in the same financial statement line item as the hedged item/forecasted transaction. Cash flows from the settlement of derivatives, including both economic hedges and those designated in hedge accounting relationships, appear in the consolidated statements of cash flows in the same categories as the cash flows of the hedged item.
In accordance with authoritative accounting guidance, we do not record the fair value of derivatives for which we have elected the Normal Purchase Normal Sale ("NPNS") exemption. We account for these contracts on an accrual basis, recording realized settlements related to these contracts in the same financial statement line items as the corresponding transaction.
We maintain retirement plans for the majority of our employees. Depending on the benefit program, we provide either defined benefit or defined contribution plans to our employees in each of our segments. Each plan is managed locally and in accordance with respective local laws and regulations. All retirement plans for our employees in the U.S. and Central Europe are defined contribution pension plans. Additionally, we offer other postretirement benefits ("OPEB") to the majority of our Canadian, U.S. and European employees. These plans are not funded. MillerCoors, BRI and BDL maintain defined benefit pension and postretirement benefit plans as well.
We recognize the underfunded or overfunded status of a defined benefit postretirement plan as an asset or liability in the consolidated balance sheets and recognize changes in the funded status in the year in which the changes occur within OCI. The funded status of a plan, measured as the difference between the fair value of plan assets and the projected benefit obligation, and the related net periodic pension cost are calculated using a number of significant actuarial assumptions. Changes in net periodic pension cost and funding status may occur in the future due to changes in these assumptions.
Projected benefit obligation is the actuarial present value as of the measurement date of all benefits attributed by the plan benefit formula to employee service rendered before the measurement date using assumptions as to future compensation levels if the plan benefit formula is based on those future compensation levels. Accumulated benefit obligation is the actuarial present value of benefits (whether vested or unvested) attributed by the plan benefit formula to employee service rendered before the measurement date and based on employee service and compensation, if applicable, prior to that date. Accumulated benefit obligation differs from projected benefit obligation in that it includes no assumption about future compensation levels and years of service.
We employ the corridor approach for determining each plan's potential amortization from AOCI of deferred gains and losses, which occur when actual experience differs from estimates, into our net periodic pension and postretirement benefit cost. This approach defines the “corridor” as the greater of 10% of the projected benefit obligation or 10% of the market-related value of plan assets and requires amortization of the excess net gain or loss that exceeds the corridor over the average remaining service periods of active plan participants. As our U.K. plan is closed, the average remaining life expectancy of all plan participants (including retirees) is used.
The carrying amounts of our cash and cash equivalents, accounts receivable, accounts payable and other current liabilities approximate fair value as recorded due to the short-term nature of these instruments. In addition, the carrying amounts of our trade loan receivables, net of allowances, approximate fair value. The fair value of derivatives is estimated by discounting the estimated future cash flows utilizing observable market interest, foreign exchange and commodity rates adjusted for non-performance credit risk associated with our counterparties (assets) or with MCBC (liabilities). See Note 17, "Derivative Instruments and Hedging Activities" for additional information. Based on current market rates for similar instruments, the fair value of long-term debt is presented in Note 13, "Debt".
U.S. GAAP guidance for fair value includes a hierarchy that prioritizes fair value measurements based on the types of inputs used for the various valuation techniques (market approach, income approach and cost approach). Our financial assets and liabilities are measured using inputs from the three levels of the fair value hierarchy.
The three levels of the hierarchy are as follows:
Level 1—Inputs are unadjusted quoted prices in active markets for identical assets or liabilities that we have the ability to access at the measurement date.
Level 2—Inputs include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are less active, inputs other than quoted prices that are observable for the asset or liability (i.e., interest rates, yield curves, etc.), and inputs that are derived principally from or corroborated by observable market data by correlation or other means (market corroborated inputs).
Level 3—Unobservable inputs that reflect the assumptions that we believe market participants would use in pricing the asset or liability. We develop these inputs based on the best information available, including our own data.
Assets and liabilities recorded in foreign currencies that are the functional currencies for the respective operations are translated at the prevailing exchange rate at the balance sheet date. Revenue and expenses are translated at the average exchange rates during the period. Translation adjustments resulting from this process are reported as a separate component of OCI. Gains and losses from foreign currency transactions are included in earnings for the period. Our primary operating currencies, other than USD, include the Canadian Dollar ("CAD"), the British Pound ("GBP"), and our Central European operating currencies such as the Euro ("EUR").
Basis of Presentation and Summary of Significant Accounting Policies (Tables)
Schedule of Cash Flow, Supplemental Disclosures
The following presents our supplemental cash flow information:
 
For the fiscal years ended
 
December 31, 2013
 
December 29, 2012
 
December 31, 2011
 
(In millions)
Cash paid for interest
$
163.8

 
$
191.4

 
$
102.3

Cash paid for taxes
$
107.8

 
$
34.6

 
$
62.7

Non-cash convertible note issued upon close of the Acquisition
$

 
$
645.9

 
$

Acquisition of StarBev (Tables)
his unaudited pro forma financial information is not intended to reflect the performance which would have actually resulted had the Acquisition been effected on the dates indicated. Further, the unaudited pro forma results of operations are not necessarily indicative of the results of operations that may be obtained in the future.
 
For the years ended
 
December 29, 2012(1)
 
December 31, 2011
 
(In millions)
Net sales
$
4,257.0

 
$
4,455.7

Income from continuing operations before income taxes
$
720.8

 
$
850.0

Net income attributable to MCBC
$
559.0

 
$
762.5

Net income per common share attributable to MCBC:
 
 
 
         Basic
$
3.09

 
$
4.12

         Diluted
$
3.08

 
$
4.09

(1)
The year ended December 29, 2012, includes actual results of Central Europe for the period from the Acquisition date of June 15, 2012.
The following table summarizes the purchase price, inclusive of pre-existing debt assumed and subsequently repaid, to acquire StarBev:
 
Fair Value
 
(In millions)
Cash consideration to Seller
$
1,816.0

Fair value of convertible note issued to Seller(1)
645.9

Senior debt facilities with third-party creditor(2)
585.0

Total consideration
$
3,046.9

Cash, net of bank overdraft acquired(3)
$
(42.3
)
Subordinated deferred payment obligation ("SDPO") with third-party creditors(4)
423.4

Total purchase price, inclusive of pre-existing debt assumed and subsequently repaid
$
3,428.0

(1)
We issued a €500 million Zero Coupon Senior Unsecured Convertible Note due 2013 to the Seller upon close of the Acquisition. See Note 13, "Debt" for further discussion.
(2)
According to our agreement with the Seller and in accordance with the terms of the senior debt facility agreement, upon the closing of the Acquisition, we immediately repaid pre-existing StarBev third-party debt including accrued interest.
(3)
Consists of $143.6 million of cash acquired and $101.3 million of bank overdrafts assumed as part of Central Europe's cash pool arrangement and repaid during the third quarter of 2012.
(4)
We assumed the pre-existing StarBev $423.4 million SDPO payable to third-party creditors, which we subsequently repaid on June 29, 2012, in accordance with the terms of the SDPO agreement. The SDPO was held by private investors and accrued interest at 11%. The settlement of the SDPO was not required by our agreement with the Seller.
The following table represents the classifications of the cash flows used, which are included within our consolidated statement of cash flows for the year ended December 29, 2012:
 
(In millions)
Operating activities(1)
$
1.4

Investing activities(2)
2,257.4

Financing activities(1)
424.3

Total cash used
$
2,683.1

Non-cash(3)
$
645.9

(1)
Includes the SDPO discussed above, which was assumed in the Acquisition and was subsequently repaid on June 29, 2012, for $425.7 million including the $1.4 million of interest incurred subsequent to the close of the Acquisition noted as "Operating activities" in the table above.
(2)
Includes $1,816.0 million of cash consideration to the Seller for shares acquired and release of StarBev's pre-existing obligations to the Seller. Also, included is $585.0 million of pre-existing third-party debt immediately repaid in accordance with our agreement with the Seller and the terms of the senior debt facility agreement. This amount is presented net of cash acquired of $143.6 million.
(3)
Reflects the $645.9 million fair value of the €500 million Zero Coupon Senior Unsecured Convertible Note issued to the Seller upon close of the Acquisition. See Note 13, "Debt" for further discussion.
 
Fair Value
 
(In millions)
Cash and cash equivalents
$
143.6

Current assets(1)
263.5

Properties
571.7

Other intangibles(2)
2,481.0

Other assets
36.7

Total assets acquired
$
3,496.5

Current liabilities(3)
849.0

Non-current liabilities(4)
456.1

Total liabilities assumed
$
1,305.1

Total identifiable net assets
$
2,191.4

Noncontrolling interest measured at fair value
40.6

Goodwill(5)
896.1

Total consideration
$
3,046.9

(1)
Includes trade receivables of $167.5 million and inventory of $57.3 million.
(2)
Includes the fair values of $145.6 million for brand intangibles with a 30 year useful life, $2,323.4 million for brand intangibles with an indefinite-life and a fair value of a favorable supply contract and other intangibles of $12.0 million with a 1.5 year useful life. See Note 12, "Goodwill and Intangible Assets" for further discussion of changes to intangible assets resulting from our annual goodwill and indefinite-lived intangible testing in the third quarter of 2013.
(3)
Includes the $423.4 million SDPO assumed, which was subsequently repaid for $425.7 million on June 29, 2012.
(4)
Includes $404.0 million of deferred tax liabilities.
(5)
The goodwill resulting from the Acquisition is primarily attributable to Central Europe's licensed brand brewing, distribution and import business, anticipated synergies and the assembled workforce. We assigned the majority of the goodwill to our Europe reporting unit with a portion allocated to the Canada reporting unit resulting from synergies. The goodwill is not deductible for tax purposes. See Note 12, "Goodwill and Intangible Assets" for further discussion.
Segment Reporting (Tables)
The following tables represent consolidated net sales, consolidated interest expense, consolidated interest income, and reconciliations of amount shown as income (loss) from continuing operations before income taxes to income (loss) from continuing operations attributable to MCBC:
 
Year ended December 31, 2013
 
Canada
 
U.S.
 
Europe(1)
 
MCI
 
Corporate
 
Eliminations(2)
 
Consolidated
 
(In millions)
Net sales
$
1,943.8

 
$

 
$
2,128.3

 
$
137.6

 
$
1.2

 
$
(4.8
)
 
$
4,206.1

Interest expense

 

 

 

 
(183.8
)
 

 
(183.8
)
Interest income

 

 
4.9

 

 
8.8

 

 
13.7

Income (loss) from continuing operations before income taxes
$
363.3

 
$
539.0

 
$
34.3

 
$
(11.8
)
 
$
(270.3
)
 
$

 
$
654.5

Income tax benefit (expense)
 

 
 

 
 

 
 

 
 
 
 
 
(84.0
)
Net income (loss) from continuing operations
 

 
 

 
 

 
 

 
 
 
 
 
570.5

Less: Net (income) loss attributable to noncontrolling interests
 

 
 

 
 

 
 

 
 
 
 
 
(5.2
)
Net income (loss) from continuing operations attributable to MCBC
 

 
 

 
 

 
 

 
 
 
 
 
$
565.3


(1)
Income from continuing operations for the fiscal year ended December 31, 2013 includes a $150.9 million non-cash impairment charge related to two indefinite-lived brand intangibles assumed in the Acquisition. See Note 12, "Goodwill and Intangible Assets" for further discussion.
(2)
Represents inter-segment sales from the Europe segment to the MCI segment.


 
Year ended December 29, 2012
 
Canada
 
U.S.
 
Europe(1)
 
MCI
 
Corporate
 
Eliminations(2)
 
Consolidated
 
(In millions)
Net sales
$
2,036.8

 
$

 
$
1,747.5

 
$
147.0

 
$
1.2

 
$
(16.0
)
 
$
3,916.5

Interest expense

 

 

 

 
(196.3
)
 

 
(196.3
)
Interest income

 

 
5.7

 

 
5.6

 

 
11.3

Income (loss) from continuing operations before income taxes
$
423.0

 
$
510.9

 
$
136.2

 
$
(72.1
)
 
$
(405.9
)
 
$

 
$
592.1

Income tax benefit (expense)
 

 
 

 
 

 
 

 
 
 
 
 
(154.5
)
Net income (loss) from continuing operations
 

 
 

 
 

 
 

 
 
 
 
 
437.6

Less: Net (income) loss attributable to noncontrolling interests
 

 
 

 
 

 
 

 
 
 
 
 
3.9

Net income (loss) from continuing operations attributable to MCBC
 

 
 

 
 

 
 

 
 
 
 
 
$
441.5

(1)
Includes results from our Central Europe operations from the Acquisition date of June 15, 2012.
(2)
Represents inter-segment sales from the Europe segment to the MCI segment.
 
 
Year ended December 31, 2011
 
Canada
 
U.S.
 
Europe(1)
 
MCI
 
Corporate
 
Eliminations(2)
 
Consolidated
 
(In millions)
Net sales
$
2,067.3

 
$

 
$
1,333.5

 
$
122.6

 
$
1.3

 
(9.0
)
 
$
3,515.7

Interest expense

 

 

 

 
(118.7
)
 

 
(118.7
)
Interest income

 

 
6.3

 

 
4.4

 

 
10.7

Income (loss) from continuing operations before income taxes
$
474.9

 
$
457.9

 
$
99.3

 
$
(33.3
)
 
$
(224.6
)
 

 
$
774.2

Income tax benefit (expense)
 

 
 

 
 

 
 

 
 
 
 
 
(99.4
)
Net income (loss) from continuing operations
 

 
 

 
 

 
 

 
 
 
 
 
674.8

Less: Net (income) loss attributable to noncontrolling interests
 

 
 

 
 

 
 

 
 
 
 
 
(0.8
)
Net income (loss) from continuing operations attributable to MCBC
 

 
 

 
 

 
 

 
 
 
 
 
$
674.0

(1)
Europe amounts reflect results from our U.K. operations only, as our Central Europe business was acquired in 2012.
(2)
Represents inter-segment sales from the Europe segment to the MCI segment.
The following table presents total assets by segment:
 
As of
 
December 31, 2013
 
December 29, 2012
 
(In millions)
Canada
$
6,103.2

 
$
6,547.1

U.S.
2,506.5

 
2,431.8

Europe
6,547.7

 
6,742.4

MCI
83.3

 
92.0

Corporate
339.4

 
398.9

Consolidated total assets
$
15,580.1

 
$
16,212.2

The following table presents select cash flow information by segment:
 
For the years ended
 
December 31, 2013
 
December 29, 2012
 
December 31, 2011
 
 
 
(In millions)
 
 
Depreciation and amortization(1):
 
 
 
 
 
Canada
$
122.8

 
$
128.2

 
$
125.0

Europe
185.0

 
131.6

 
75.6

MCI
2.9

 
3.4

 
3.2

Corporate
9.8

 
9.5

 
13.3

Consolidated depreciation and amortization
$
320.5

 
$
272.7

 
$
217.1

Capital expenditures(2):
 
 
 
 
 
Canada
$
75.7

 
$
98.8

 
$
138.8

Europe
204.6

 
110.7

 
80.3

MCI
1.6

 
5.8

 
12.4

Corporate
12.0

 
7.0

 
3.9

Consolidated capital expenditures
$
293.9

 
$
222.3

 
$
235.4

(1)
Depreciation and amortization amounts do not reflect amortization of bond discounts, fees, or other debt-related items.
(2)
Capital expenditures increased in 2013 due to including the results of our Central Europe operations for a full year. Capital expenditures decreased in 2012 as the impact of including the results of our Central Europe operations was more than offset by the decrease due to cycling the 2011 Canada capital spending on the high-speed can line in our Montréal brewery.
The following table presents net sales by geography, based on the location of the customer:
 
For the years ended
 
December 31, 2013
 
December 29, 2012
 
December 31, 2011
 
(In millions)
Net sales to unaffiliated customers:
 
 
 
 
 
Canada
$
1,839.8

 
$
1,930.7

 
$
1,987.4

United States and its territories
105.2

 
107.3

 
81.3

United Kingdom
1,261.6

 
1,218.4

 
1,313.9

Other foreign countries(1)
999.5

 
660.1

 
133.1

Consolidated net sales
$
4,206.1

 
$
3,916.5

 
$
3,515.7

(1)
Reflects net sales from the individual countries within our Central European operations (included in our Europe segment), as well as our MCI segment, for which no individual country has total net sales exceeding 10% of the total consolidated net sales.
The following table presents net properties by geographic location:
 
As of
 
December 31, 2013
 
December 29, 2012
 
(In millions)
Net properties:
 
 
 
Canada
$
814.8

 
$
893.8

United States and its territories
38.6

 
33.1

United Kingdom
503.4

 
474.7

Other foreign countries(1)
613.3

 
594.3

Consolidated net properties
$
1,970.1

 
$
1,995.9

(1)
Reflects net properties within the individual countries included in our Central European operations (included in our Europe segment), as well as our MCI segment, for which no individual country has total net properties exceeding 10% of the total consolidated net properties.
Investments (Tables)
Summarized financial information for MillerCoors is as follows:
Condensed Balance Sheets
 
As of
 
December 31, 2013
 
December 31, 2012
 
(In millions)
Current assets
$
798.4

 
$
841.4

Non-current assets
8,989.3

 
8,949.9

Total assets
$
9,787.7

 
$
9,791.3

Current liabilities
$
950.1

 
$
958.5

Non-current liabilities
1,346.2

 
1,537.5

Total liabilities
2,296.3

 
2,496.0

Noncontrolling interests
20.7

 
28.4

Owners' equity
7,470.7

 
7,266.9

Total liabilities and equity
$
9,787.7

 
$
9,791.3

The following represents our proportional share in MillerCoors' equity:
 
As of
 
December 31, 2013
 
December 31, 2012
 
(In millions, except percentages)
MillerCoors owners' equity
$
7,470.7

 
$
7,266.9

MCBC economic interest
42
%
 
42
%
MCBC proportionate share in MillerCoors' equity
3,137.7

 
3,052.1

Difference between MCBC contributed cost basis and proportional share of the underlying equity in net assets of MillerCoors(1)
(666.2
)
 
(670.8
)
Accounting policy elections
35.0

 
35.0

Timing differences of cash contributions and distributions as a result of different fiscal periods

 
15.5

Investment in MillerCoors
$
2,506.5

 
$
2,431.8

(1)
Our net investment in MillerCoors is based on the carrying values of the net assets contributed to the joint venture which is less than our proportional share of underlying equity (42%) of MillerCoors (contributed by both Coors Brewing Company ("CBC") and Miller Brewing Company ("Miller")). This basis difference, with the exception of certain non-amortizing items (goodwill, land, etc.), is being amortized as additional equity income over the remaining useful lives of the contributed long-lived amortizing assets.
Results of Operations
 
For the years ended
 
December 31, 2013
 
December 31, 2012
 
December 31, 2011
 
(In millions)
Net sales
$
7,800.8

 
$
7,761.1

 
$
7,550.2

Cost of goods sold
(4,723.7
)
 
(4,689.7
)
 
(4,647.9
)
Gross profit
$
3,077.1

 
$
3,071.4

 
$
2,902.3

Operating income(1)
$
1,287.4

 
$
1,211.1

 
$
1,020.3

Net income attributable to MillerCoors(1)
$
1,270.5

 
$
1,190.9

 
$
1,003.8

(1)
Fiscal year 2013 includes special charges related to restructuring activities and asset write-offs of $17.2 million and $2.6 million, respectively. Fiscal year 2012 includes special charges of $31.8 million primarily due to the write-down of assets related to discontinuing the production of the Home Draft package in the U.S. and the write-down of information systems assets related to a business transformation project. Fiscal year 2011 includes special charges of $60.0 million for a write-down in the value of the Sparks brand and a $50.9 million charge resulting from the planned assumption of the Milwaukee Brewery Worker's Pension Plan, an under-funded multi-employer pension plan, as well as charges related to consulting, relocation and other integration costs.
The following represents our proportional share in MillerCoors' net income, reported under the equity method:
 
For the years ended
 
December 31, 2013
 
December 31, 2012
 
December 31, 2011
 
(In millions, except percentages)
Net income attributable to MillerCoors
$
1,270.5

 
$
1,190.9

 
$
1,003.8

MCBC economic interest
42
%
 
42
%
 
42
%
MCBC proportionate share of MillerCoors net income
533.6

 
500.2

 
421.6

Amortization of the difference between MCBC contributed cost basis and proportional share of the underlying equity in net assets of MillerCoors
4.6

 
4.9

 
35.4

Share-based compensation adjustment(1)
0.8

 
5.8

 
0.9

Equity income in MillerCoors
$
539.0

 
$
510.9

 
$
457.9


(1)
The net adjustment is to record all share-based compensation associated with pre-existing equity awards to be settled in Class B common stock held by former employees now employed by MillerCoors and to eliminate all share-based compensation impacts related to pre-existing SABMiller equity awards held by former Miller employees now employed by MillerCoors. As of the end of the second quarter of 2011, the share-based awards granted to former CBC employees now employed by MillerCoors became fully vested. As such, no further adjustments will be recorded related to these awards. We are still recording adjustments to eliminate the impacts related to the pre-existing SABMiller equity awards, which represent the amounts recorded in 2013 and 2012.
The following table summarizes our transactions with MillerCoors:
 
For the years ended
 
December 31, 2013
 
December 29, 2012
 
December 31, 2011
 
(In millions)
Beer sales to MillerCoors
$
16.6

 
$
18.9

 
$
28.2

Beer purchases from MillerCoors
$
19.2

 
$
13.1

 
$
11.5

Service agreement costs and other charges to MillerCoors
$
2.5

 
$
3.7

 
$
6.0

Service agreement costs and other charges from MillerCoors
$
1.1

 
$
1.2

 
$
1.3

The following summarizes the assets and liabilities of our consolidated VIEs (including noncontrolling interests).
 
As of
 
December 31, 2013
 
December 29, 2012
 
Total Assets
 
Total Liabilities
 
Total Assets
 
Total Liabilities
 
(In millions)
Grolsch
$
5.6

 
$
1.7

 
$
10.0

 
$
5.6

Cobra U.K.
$
36.5

 
$
1.9

 
$
33.2

 
$
3.3

Other Income and Expense (Tables)
Summarization of other income and expenses
The table below summarizes other income and expense:
 
For the years ended
 
December 31, 2013
 
December 29, 2012
 
December 31, 2011
 
(In millions)
Gain on sale of non-operating assets(1)
$
23.5

 
$
5.2

 
$
1.0

Bridge facility fees(2)

 
(13.0
)
 

Euro currency purchase loss(3)

 
(57.9
)
 

Gain from Foster's swap and related financial instruments(4)

 

 
0.8

Gain (loss) from other foreign exchange and derivative activity(5)
(7.8
)
 
(25.2
)
 
(6.9
)
Loss related to the change in designation of cross currency swaps(6)

 

 
(6.7
)
Other, net
3.2

 
0.6

 
0.8

Other income (expense), net
$
18.9

 
$
(90.3
)
 
$
(11.0
)
(1)
In 1991, we became a limited partner in the Colorado Rockies Baseball Club, Ltd. ("the Partnership"), treated as a cost method investment. Effective November 8, 2013, we sold our 14.6% interest in the Partnership and recognized a gain of $22.3 million. We did not make any cash contributions in 2013, 2012 or 2011, and cash distributions, recognized within other income, from the Partnership were immaterial in 2013, 2012 and 2011.
Additionally, during the first quarter of 2013, we realized a $1.2 million gain for proceeds received related to a non-income-related tax settlement resulting from historical activity within our former investment in the Montreal Canadiens.
Included in this amount is a $5.2 million gain related to the sale of water rights in 2012. This also includes a related party gain of $1.0 million in 2011 related to sales of non-core real estate in Golden, Colorado to MillerCoors for $1.0 million. The selling price was based on a market appraisal by an independent third party.
(2)
We incurred costs in connection with the issuance and subsequent termination of the bridge loan agreement entered into concurrent with the announcement of the Acquisition during the second quarter of 2012. See Note 13, "Debt" for further discussion.
(3)
In connection with the Acquisition, we used the proceeds from our issuance of the $1.9 billion senior notes to purchase Euros in the second quarter of 2012. As a result of a negative foreign exchange movement between the Euro and USD prior to using these proceeds to fund the Acquisition, we realized a foreign exchange loss on our Euro cash holdings.
(4)
During 2010, we settled the majority of our Foster's Group Limited's ("Foster's") (ASX:FGL) total return swaps, which we used to gain an economic interest exposure to Foster's stock, and related option contracts, which we used to limit our exposure to future changes in Foster's stock price. The remaining total return swaps and related options matured in January of 2011.
(5)
Included in this amount are losses of $2.4 million and $23.8 million for 2013 and 2012, respectively, related to foreign currency movements on foreign-denominated financing instruments entered into in conjunction with the financing and the closing of the Acquisition. Additionally, we recorded a net loss of $4.9 million during 2013, related to foreign cash positions and foreign exchange contracts entered into to hedge our risk associated with the payment of this foreign-denominated debt. See Note 13, "Debt" and Note 17, "Derivative Instruments and Hedging Activities" for further discussion of financing and hedging activities related to the Acquisition. Additionally, we recorded losses of $0.5 million, $1.4 million and $6.9 million related to other foreign exchange and derivative activity during 2013, 2012 and 2011, respectively.
(6)
See Note 17, "Derivative Instruments and Hedging Activities" under "Cross Currency Swaps" sub-heading for further discussion.
Income Tax (Tables)
Our income (loss) from continuing operations before income taxes on which the provision for income taxes was computed is as follows:
 
For the years ended
 
December 31, 2013
 
December 29, 2012
 
December 31, 2011
 
(In millions)
Domestic
$
809.7

 
$
712.8

 
$
767.2

Foreign
(155.2
)
 
(120.7
)
 
7.0

Total
$
654.5

 
$
592.1

 
$
774.2

Income tax expense (benefit) includes the following current and deferred provisions:
 
For the years ended
 
December 31, 2013
 
December 29, 2012
 
December 31, 2011
 
(In millions)
Current:
 
 
 
 
 
Federal
$
39.1

 
$
45.5

 
$
29.8

State
11.8

 
8.3

 
5.7

Foreign
50.7

 
28.2

 
25.0

Total current tax expense (benefit)
$
101.6

 
$
82.0

 
$
60.5

Deferred:
 
 
 
 
 
Federal
$
59.6

 
$
47.9

 
$
58.8

State
5.1

 
6.3

 
2.1

Foreign
(82.3
)
 
18.3

 
(22.0
)
Total deferred tax expense (benefit)
$
(17.6
)
 
$
72.5

 
$
38.9

Total income tax expense (benefit) from continuing operations
$
84.0

 
$
154.5

 
$
99.4

Our income tax expense varies from the amount expected by applying the statutory federal corporate tax rate to income as follows:
 
For the years ended
 
December 31, 2013
 
December 29, 2012
 
December 31, 2011
Statutory Federal income tax rate
35.0
 %
 
35.0
 %
 
35.0
 %
State income taxes, net of federal benefits
1.3
 %
 
1.4
 %
 
1.6
 %
Effect of foreign tax rates
(27.4
)%
 
(24.5
)%
 
(21.4
)%
Effect of foreign tax law and rate changes
0.5
 %
 
6.8
 %
 
(0.4
)%
Effect of unrecognized tax benefits
3.3
 %
 
(0.7
)%
 
(1.1
)%
Change in valuation allowance
(1.5
)%
 
6.0
 %
 
 %
Other, net
1.6
 %
 
2.1
 %
 
(0.9
)%
Effective tax rate
12.8
 %
 
26.1
 %
 
12.8
 %

Our fiscal year effective tax rate was approximately 13% in 2013, 26% in 2012 and 13% in 2011. Our effective tax rates were significantly lower than the federal statutory rate of 35% primarily due to the impact of lower effective income tax rates applicable to our foreign businesses and tax planning. In addition, as part of the Acquisition, the statutory tax rates in the countries of Central Europe, ranging from 9% to 20%, in which we began doing business drove the 2013 and 2012 change in the effect of foreign tax rates versus 2011. The 2012 foreign tax law and rate change impact, primarily relates to the increased statutory corporate income tax rate in Serbia from 10% to 15%, effective January 1, 2013 (enacted in 2012). As a result of the impact of the rate change on differences between the book basis and tax basis of intangible and other assets purchased in the Acquisition, we increased our deferred tax liability by $38.3 million in the fourth quarter of 2012. We recorded additional tax expense in 2012 due to increases in our valuation allowance related to capital loss carryforwards and operating losses in several of our jurisdictions. See further discussion below.
The table below summarizes our deferred tax assets and liabilities:
 
As of
 
December 31, 2013
 
December 29, 2012
 
(In millions)
Current deferred tax assets:
 
 
 
Compensation related obligations
$
1.2

 
$
2.9

Foreign exchange
29.3

 

Accrued liabilities and other
49.4

 
53.5

Tax loss carryforwards

 
6.1

Valuation allowance
(3.0
)
 
(20.2
)
Balance sheet reserves and accruals
2.4

 

Other

 
0.6

Total current deferred tax assets
$
79.3

 
$
42.9

Current deferred tax liabilities:
 
 
 
Partnership investments
160.9

 
151.6

Balance sheet reserves and accruals

 
4.5

Other
6.1

 
(0.1
)
Total current deferred tax liabilities
$
167.0

 
$
156.0

Net current deferred tax assets

 

Net current deferred tax liabilities
$
87.7

 
$
113.1


 
As of
 
December 31, 2013
 
December 29, 2012
 
(In millions)
Non-current deferred tax assets:
 
 
 
Compensation related obligations
$
8.7

 
$
13.3

Postretirement benefits
94.8

 
209.6

Foreign exchange losses
14.8

 
119.5

Convertible debt

 
0.4

Hedging

 
9.4

Tax credit carryforward
1.7

 

Tax loss carryforwards
154.7

 
110.9

Intercompany financing
8.4

 
8.4

Partnership investments
11.8

 
12.2

Accrued liabilities and other
5.5

 
19.3

Other(1)
16.6

 
19.6

Valuation allowance
(94.7
)
 
(137.3
)
Total non-current deferred tax assets
$
222.3

 
$
385.3

Non-current deferred tax liabilities:
 
 
 
Fixed assets
120.5

 
132.6

Partnership investments
22.1

 
39.6

Intangibles
939.5

 
1,028.7

Hedging
7.2

 

Other
6.1

 
7.5

Total non-current deferred tax liabilities
$
1,095.4

 
$
1,208.4

Net non-current deferred tax assets

 

Net non-current deferred tax liabilities
$
873.1

 
$
823.1

(1)
Primarily relates to certain capitalized costs related to the Acquisition as of December 29, 2012. These capitalized costs are amortized over different periods for book and tax purposes, giving rise to differences in book basis and tax basis in 2012.
The following table presents our deferred tax assets and liabilities on a net basis:
 
As of
 
December 31, 2013
 
December 29, 2012
 
(In millions)
Domestic net current deferred tax liabilities
$
138.1

 
$
152.3

Foreign net current deferred tax assets
50.4

 
39.2

Net current deferred tax liabilities
$
87.7

 
$
113.1

Domestic net non-current deferred tax assets
$
22.2

 
$
125.4

Foreign net non-current deferred tax assets
16.1

 

Foreign net non-current deferred tax liabilities
911.4

 
948.5

Net non-current deferred tax liabilities
$
873.1

 
$
823.1

A reconciliation of the beginning and ending amount of unrecognized tax benefits, excluding interest and penalties, is as follows:
 
For the years ended
 
December 31, 2013
 
December 29, 2012
 
December 31, 2011
 
(In millions)
Balance at beginning of year
$
75.5

 
$
70.7

 
$
84.9

Additions for tax positions related to the current year
3.7

 
9.9

 
9.6

Additions for tax positions of prior years
59.2

 
8.6

 
4.3

Reductions for tax positions of prior years
(3.2
)
 
(0.1
)
 
(0.1
)
Settlements
(2.6
)
 
(0.9
)
 
(1.5
)
Release due to statute expiration and legislative changes
(24.9
)
 
(14.4
)
 
(25.6
)
Foreign currency adjustment
(3.5
)
 
1.7

 
(0.9
)
Balance at end of year
$
104.2

 
$
75.5

 
$
70.7

 
For the years ended
 
December 31, 2013
 
December 29, 2012
 
December 31, 2011
2013 Reconciliation of Unrecognized Tax Benefits balance
(In millions)
Estimated interest and penalties
$
15.5

 
$
8.5

 
$
8.6

Offsetting positions
(3.8
)
 
(1.9
)
 
(1.9
)
Unrecognized tax positions
104.2

 
75.5

 
70.7

Total unrecognized tax benefits
$
115.9

 
$
82.1

 
$
77.4

 
 
 
 
 
 
Current (included in accounts payable and other current liabilities)
$
23.2

 
$
0.3

 
$
1.0

Noncurrent
92.7

 
81.8

 
76.4

Total unrecognized tax benefits
$
115.9

 
$
82.1

 
$
77.4

 
 
 
 
 
 
Amount of unrecognized tax benefits that would impact the effective tax rate
$
104.2

 
$
75.5

 
$
70.7

Special Items (Tables)
The table below summarizes special items recorded by segment:
 
For the years ended
 
December 31, 2013
 
December 29, 2012
 
December 31, 2011
 
(In millions)
Employee-related charges
 
 
 
 
 
Restructuring(1)
 
 
 
 
 
Canada
$
10.6

 
$
10.1

 
$
0.6

Europe
14.5

 
19.8

 
2.1

MCI
0.4

 
3.0

 

Corporate
1.3

 
2.0

 

Special termination benefits
 
 
 
 
 
Canada(2)
2.2

 
5.0

 
5.2

Impairments or asset abandonment charges
 
 
 
 
 
Canada - Intangible asset impairment(3)
17.9

 

 

Europe - Asset abandonment(4)

 
7.2

 

Europe - Intangible asset impairment(5)
150.9

 

 

MCI - China impairment and related costs(6)

 
39.2

 

Unusual or infrequent items
 
 
 
 
 
Canada - Flood loss (insurance reimbursement)(7)

 
(1.4
)
 
0.2

Canada - BRI loan guarantee adjustment(8)

 

 
(2.0
)
Canada - Fixed asset adjustment(9)

 

 
7.6

Europe - Release of non-income-related tax reserve(10)
(4.2
)
 
(3.5
)
 
(2.3
)
Europe - Flood loss (insurance reimbursement)(11)
(2.0
)
 

 

Europe - Costs associated with strategic initiatives

 

 
(0.1
)
MCI - Costs associated with outsourcing and other strategic initiatives

 

 
1.0

Termination fees and other (gains)/losses
 
 
 
 
 
Europe - Tradeteam transactions(12)
13.2

 

 

MCI - Sale of China joint venture(6)
(4.8
)
 

 

Total Special items, net
$
200.0

 
$
81.4

 
$
12.3

(1)
During 2013, 2012 and 2011, we recognized expenses associated with restructuring programs related to severance and other employee related charges. See further discussion of restructuring activities below.
(2)
During 2013, 2012 and 2011, we recognized charges for pension curtailment and special termination benefits related to certain defined benefit pension plans in Canada. See Note 16, "Employee Retirement Plans and Postretirement Benefits" for impact to our defined benefit pension plans.
(3)
During the fourth quarter of 2013, we recognized an impairment charge related to our definite-lived intangible asset associated with our licensing agreement with Miller in Canada. See Note 19, "Commitments and Contingencies" for further discussion.
(4)
During the second quarter of 2012, we recognized an asset abandonment charge related to the discontinuation of primary packaging in the U.K. We determined that our Home Draft package was not meeting expectations driven by a lack of demand in the U.K. market and as a result, we recognized a loss related to the write-off of the Home Draft packaging line, tooling equipment and packaging materials inventory.
(5)
During the third quarter of 2013, we recognized impairment charges related to indefinite-lived intangible assets in Europe. See Note 12, "Goodwill and Intangible Assets" for further discussion.
(6)
In December of 2013, we sold our interest in the MC Si'hai joint venture in China and recognized a gain of $6.0 million. The gain consists of the non-cash release of the $5.4 million liability representing the fair value of our remaining investment upon deconsolidation of the joint venture in 2012, as well as $0.6 million of proceeds received for our interest in the joint venture. We also recognized legal and related fees in relation to the sale of $1.2 million during 2013.
In the second quarter of 2012, we recognized impairment charges of $10.4 million related to goodwill and definite-lived intangible assets in our MC Si'hai joint venture in China, and in the third quarter of 2012, we deconsolidated the joint venture and recognized an impairment loss of $27.6 million upon deconsolidation. See Note 5, "Investments" for further discussion of the deconsolidation and subsequent sale of the joint venture.
(7)
During 2012, we received insurance proceeds in excess of expenses incurred related to flood damages at our Toronto offices. During 2011, we incurred expenses in excess of insurance proceeds related to these damages.
(8)
During the second quarter of 2011, we recognized a $2.0 million gain resulting from a reduction of our guarantee of BRI debt obligations.
(9)
During the second quarter of 2011, we recognized a $7.6 million loss related to the correction of an immaterial error in prior periods in the Canada segment, resulting from the performance of a fixed asset count that reduced properties by $13.9 million in 2011. The adjustment also resulted in an increase to goodwill of $6.3 million for the assets identified as not present as of the Merger date. The impact of the error and the related correction in 2011 was not material to any prior annual or interim financial statements and was not material to the fiscal year results for 2011.
(10)
During 2009, we established a non-income-related tax reserve of $10.4 million that was recorded as a special item. Our estimates indicated a range of possible loss relative to this reserve of zero to $22.3 million, inclusive of potential penalties and interest. The amounts recorded in 2013, 2012 and 2011 represent the release of this reserve as a result of a change in estimate. As a result, the remaining amount of this non-income-related tax reserve was fully released in 2013.
(11)
During 2013, we recorded losses and related net costs of $5.4 million in our Europe business related to significant flooding in Czech Republic in the second quarter of 2013. These losses were offset by $7.4 million insurance proceeds received in 2013.
(12)
Upon termination of our Tradeteam distribution agreements and subsequent termination of the joint venture and sale of our 49.9% interest in Tradeteam to DHL, we recognized a loss of $13.2 million in December 2013. See Note 5, "Investments" for further discussion.
The table below summarizes the activity in the restructuring accruals by segment:
 
Canada
 
Europe
 
MCI
 
Corporate
 
Total
 
(In millions)
Balance at December 25, 2010
$
0.2

 
$
2.2

 
$

 
$

 
$
2.4

Charges incurred
0.1

 
2.6

 

 

 
2.7

Payments made
(0.5
)
 
(2.6
)
 

 

 
(3.1
)
Foreign currency and other adjustments
0.3

 
(0.4
)
 

 

 
(0.1
)
Balance at December 31, 2011
$
0.1

 
$
1.8

 
$

 
$

 
$
1.9

Charges incurred
10.1

 
19.8

 
3.0

 
2.0

 
34.9

Payments made
(2.9
)
 
(8.0
)
 
(0.2
)
 
(0.5
)
 
(11.6
)
Foreign currency and other adjustments
(0.2
)
 
(0.2
)
 

 

 
(0.4
)
Balance at December 29, 2012
$
7.1

 
$
13.4

 
$
2.8

 
$
1.5

 
$
24.8

Charges incurred
10.6

 
14.5

 
0.4

 
1.3

 
26.8

Payments made
(7.7
)
 
(14.6
)
 
(2.7
)
 
(1.9
)
 
(26.9
)
Foreign currency and other adjustments
(0.3
)
 
0.3

 

 

 

Balance at December 31, 2013
$
9.7

 
$
13.6

 
$
0.5

 
$
0.9

 
$
24.7

Stockholders' Equity (Tables)
Schedule Of Capital Stock
Changes to the number of shares of capital stock issued were as follows:
 
Common stock
issued
 
Exchangeable
shares issued
 
Class A
 
Class B(1)
 
Class A
 
Class B
 
(Share amounts in millions)
Balance at December 25, 2010
2.6

 
162.0

 
3.0

 
19.2

Shares issued under equity compensation plans

 
0.7

 

 

Shares exchanged for common stock

 

 
(0.1
)
 
0.1

Balance at December 31, 2011
2.6

 
162.7

 
2.9

 
19.3

Shares issued under equity compensation plans

 
1.5

 

 

Balance at December 29, 2012
2.6

 
164.2

 
2.9

 
19.3

Shares issued under equity compensation plans

 
2.7

 

 

Shares exchanged for common stock

 
0.3

 

 
(0.3
)
Balance at December 31, 2013
2.6

 
167.2

 
2.9

 
19.0

(1)
During 2011, we repurchased Class B common shares which results in a lower number of outstanding shares compared to issued shares. See "Share Repurchase Program" below for further discussion. For all other classes, issued shares equal outstanding shares.
Earnings Per Share (Tables)
The following summarizes the effect of dilutive securities on diluted EPS:
 
For the years ended
 
December 31, 2013
 
December 29, 2012
 
December 31, 2011
 
(In millions, except per share amounts)
Amount attributable to MCBC
 
 
 
 
 
Net income (loss) from continuing operations
$
565.3

 
$
441.5

 
$
674.0

Income (loss) from discontinued operations, net of tax
2.0

 
1.5

 
2.3

Net income (loss) attributable to MCBC
$
567.3

 
$
443.0

 
$
676.3

Weighted-average shares for basic EPS
183.0

 
180.8

 
184.9

Effect of dilutive securities:
 
 
 
 
 
Options and SOSARs
0.7

 
0.5

 
0.9

RSUs, PUs and DSUs
0.5

 
0.5

 
0.6

Weighted-average shares for diluted EPS
184.2

 
181.8

 
186.4

Basic net income (loss) per share:
 
 
 
 
 
Continuing operations attributable to MCBC
$
3.09

 
$
2.44

 
$
3.65

Discontinued operations attributable to MCBC
0.01

 
0.01

 
0.01

Basic net income (loss) attributable to MCBC
$
3.10

 
$
2.45

 
$
3.66

Diluted net income (loss) per share:
 
 
 
 
 
Continuing operations attributable to MCBC
$
3.07

 
$
2.43

 
$
3.62

Discontinued operations attributable to MCBC
0.01

 
0.01

 
0.01

Diluted net income (loss) attributable to MCBC
$
3.08

 
$
2.44

 
$
3.63

Dividends declared and paid per share
$
1.28

 
$
1.28

 
$
1.24

The following anti-dilutive securities were excluded from the computation of the effect of dilutive securities on diluted earnings per share:
 
For the years ended
 
December 31, 2013
 
December 29, 2012
 
December 31, 2011
 
(In millions)
Stock options, SOSARs and RSUs
0.1

 
1.5

 
0.9

Total anti-dilutive securities
0.1

 
1.5

 
0.9


Convertible Notes
In June 2007, we issued $575 million of senior convertible notes due July 2013. On July 30, 2013, these notes matured and were repaid for their face value of $575 million. The required premium payment of $2.6 million, based on our weighted-average Class B common stock price exceeding the then-applicable conversion price on any of the 25 trading days following the maturity date, was settled in cash and entirely offset by the cash proceeds received from the settlement of the call options we purchased in 2007 related to these notes. As a result, these notes and related call options did not impact our shares outstanding. Additionally, the potential impacts of these notes and related call options had no impact on diluted income per share for all periods presented. Simultaneously with the issuance of these notes, we issued warrants which began expiring in December 2013 and the final warrants expired February 6, 2014, during which time the outstanding warrants had no impact on diluted income per share. The potential impacts of these warrants had no impact on diluted income per share for all periods presented and $10.9 million of anti-dilutive securities were excluded from the computation of the effect of dilutive securities on diluted earnings per share for the year ended December 31, 2013. See Note 13, "Debt" for further discussion.
Upon closing of the Acquisition in June 2012, we issued a €500 million Zero Coupon Senior Unsecured Convertible Note to the Seller. On August 13, 2013, the Seller exercised the embedded put option and we subsequently settled the note using cash. As a result, the convertible note did not impact our shares outstanding and was excluded from the computation of the effect of diluted securities on diluted earnings per share for all periods presented. See Note 13, "Debt" for further discussion.
Properties (Tables)
Schedule of Property, Plant and Equipment
The cost of properties and related accumulated depreciation consists of the following:
 
As of
 
December 31, 2013
 
December 29, 2012
 
(In millions)
Land and improvements
$
192.1

 
$
190.4

Buildings and improvements
505.0

 
485.5

Machinery and equipment
1,802.7

 
1,700.3

Returnable containers
313.5

 
285.6

Furniture and fixtures
365.4

 
323.9

Software
120.8

 
109.7

Natural resource properties
3.0

 
3.0

Construction in progress
126.3

 
122.1

Total properties cost
3,428.8

 
3,220.5

Less: accumulated depreciation
(1,458.7
)
 
(1,224.6
)
Net properties
$
1,970.1

 
$
1,995.9

Goodwill and Intangible Assets (Tables)
The following summarizes the changes in goodwill:
 
Canada
 
Europe
 
MCI
 
Consolidated
 
(In millions)
Balance at December 31, 2011
$
689.5

 
$
746.1

 
$
17.7

 
$
1,453.3

Business acquisition(1)
57.8

 
853.7

 

 
911.5

Impairment related to China reporting unit

 

 
(9.5
)
 
(9.5
)
Foreign currency translation
16.7

 
81.1

 
(0.4
)
 
97.4

Purchase price adjustment

 

 
0.4

 
0.4

Balance at December 29, 2012
764.0

 
1,680.9

 
8.2

 
2,453.1

Foreign currency translation
(45.8
)
 
27.7

 
(0.9
)
 
(19.0
)
Purchase price adjustment(1)

 
(15.4
)
 

 
(15.4
)
Balance at December 31, 2013
$
718.2

 
$
1,693.2

 
$
7.3

 
$
2,418.7


(1)
On June 15, 2012, we completed the Acquisition of StarBev. During the second quarter of 2013, we finalized purchase accounting related to the Acquisition with a resulting reduction to Europe goodwill in the first half of 2013 of $15.4 million. We assigned the majority of the goodwill resulting from the Acquisition to our Europe reporting unit with a portion allocated to the Canada reporting unit resulting from synergies. The allocation of goodwill to our Canada reporting unit was not impacted by the changes made in the first half of 2013 and is now final. See Note 3, "Acquisition of StarBev" for further discussion.
The following table presents details of our intangible assets, other than goodwill, as of December 31, 2013:
 
Useful life
 
Gross
 
Accumulated
amortization
 
Net
 
(Years)
 
(In millions)
Intangible assets subject to amortization:
 
 
 
 
 
 
 
Brands
3 - 40
 
$
537.5

 
$
(224.7
)
 
$
312.8

Distribution rights
2 - 23
 
314.1

 
(255.0
)
 
59.1

Patents and technology and distribution channels
3 - 10
 
36.2

 
(32.8
)
 
3.4

Favorable contracts, land use rights and other
2 - 42
 
1.2

 
(1.2
)
 

Intangible assets not subject to amortization:
 
 
 
 
 
 
 
Brands
Indefinite
 
5,482.3

 

 
5,482.3

Distribution networks
Indefinite
 
952.3

 

 
952.3

Other
Indefinite
 
15.2

 

 
15.2

Total
 
 
$
7,338.8

 
$
(513.7
)
 
$
6,825.1

The following table presents details of our intangible assets, other than goodwill, as of December 29, 2012:
 
Useful life
 
Gross
 
Accumulated
amortization
 
Net
 
(Years)
 
(In millions)
Intangible assets subject to amortization:
 
 
 
 
 
 
 
Brands
3 - 40
 
$
480.6

 
$
(205.7
)
 
$
274.9

Distribution rights
2 - 23
 
350.8

 
(255.0
)
 
95.8

Patents and technology and distribution channels
3 - 10
 
35.3

 
(31.1
)
 
4.2

Favorable contracts, land use rights and other
2 - 42
 
13.6

 
(5.4
)
 
8.2

Intangible assets not subject to amortization:
 
 
 
 
 
 
 
Brands
Indefinite
 
5,821.6

 

 
5,821.6

Distribution networks
Indefinite
 
1,014.7

 

 
1,014.7

Other
Indefinite
 
15.4

 

 
15.4

Total
 
 
$
7,732.0

 
$
(497.2
)
 
$
7,234.8

Based on foreign exchange rates as of December 31, 2013, the estimated future amortization expense of intangible assets is as follows:
Fiscal year
 
Amount
 
 
(In millions)
2014
 
$
43.5

2015
 
$
41.0

2016
 
$
41.0

2017
 
$
15.3

2018
 
$
11.8

Debt (Tables)
Our total long-term borrowings as of December 31, 2013, and December 29, 2012, were composed of the following:
 
As of
 
December 31, 2013
 
December 29, 2012
 
(In millions)
Senior notes:
 
 
 
$575 million 2.5% convertible notes due 2013(1)
$

 
$
575.0

€500 million 0.0% convertible note due 2013(2)
61.8

 
668.7

CAD 900 million 5.0% notes due 2015(3)
847.2

 
902.7

CAD 500 million 3.95% Series A notes due 2017(3)
470.7

 
501.5

$300 million 2.0% notes due 2017(4)
300.0

 
300.0

$500 million 3.5% notes due 2022(4)
500.0

 
500.0

$1.1 billion 5.0% notes due 2042(4)
1,100.0

 
1,100.0

€120 million term loan due 2016(5)

 
123.9

Other long-term debt
0.2

 
0.5

Long-term credit facilities(6)

 

Less: unamortized debt discounts(7)
(5.1
)
 
(17.4
)
Total long-term debt (including current portion)
3,274.8

 
4,654.9

Less: current portion of long-term debt
(61.8
)
 
(1,232.4
)
Total long-term debt
$
3,213.0

 
$
3,422.5

 
 
 
 
Short-term borrowings(8)
$
525.1

 
$
13.2

Current portion of long-term debt
61.8

 
1,232.4

Current portion of long-term debt and short-term borrowings
$
586.9

 
$
1,245.6


(1)
On June 15, 2007, MCBC issued in a public offering $575 million of 2.5% Convertible Senior Notes (the "Notes") payable semi-annually in arrears. The Notes were senior unsecured obligations and ranked equal in rights of payment with all of our other senior unsecured debt and senior to all of our future subordinated debt. The Notes were guaranteed by MCBC and certain of our U.S. and Canadian subsidiaries. The Notes matured on July 30, 2013. The Notes contained certain customary anti-dilution and make-whole provisions to protect holders of the Notes as defined in the Indenture.    As noted above, our $575 million convertible notes matured and were repaid on July 30, 2013, for their face value of $575 million. The required premium payment of $2.6 million, which was based on our weighted-average Class B common stock price exceeding the then-applicable conversion price on any of the 25 trading days following the maturity date, was paid in September 2013. This premium was hedged by call options that mitigated our exposure to increases in our stock price and resulted in proceeds of $2.6 million from these call options in September 2013, which fully offset the premium payment. The premium payment and call option proceeds were recorded in the stockholders' equity section of the consolidated balance sheets upon settlement in 2013. Separately, the warrants entered into concurrent with these call options, pursuant to which we would have been required to issue Class B common stock to the counterparty in the event our stock price reached $66.13 per share, began expiring in December 2013 and the final warrants expired February 6, 2014, all of which were out-of-the-money. The original conversion price for each $1,000 aggregate principal amount of notes was $54.76 per share of our Class B common stock, which represented a 25% premium above the stock price on the day of issuance of the notes and corresponded to the initial conversion ratio of 18.263 shares per each $1,000 aggregate principal amount of notes. The conversion ratio and conversion price were subject to adjustments for certain events and provisions, as defined in the indenture, including adjustments reflected for exceeding defined thresholds related to our dividend payments. At the maturity date our conversion price and ratio were $51.8284 and 19.2944 shares, respectively.
We initially accounted for the Notes pursuant to guidance pertaining to convertible bonds with issuer option to settle for cash upon conversion, that is, we did not separate and assign values to the conversion feature of the Notes but rather accounted for the entire agreement as one debt instrument as the conversion feature met the requirements of guidance pertaining to accounting for derivative financial instruments indexed to, and potentially settled in, a company's own stock.
During the fiscal years 2013, 2012 and 2011, we incurred additional non-cash interest expense of $10.8 million, $18.1 million and $17.5 million, respectively. The additional non-cash interest expense impact (net of tax) to net income per basic share was a decrease of $0.04, $0.06 and $0.06 for the fiscal years 2013, 2012 and 2011, respectively. We also incurred interest expense related to the 2.5% coupon rate of $8.4 million, $14.4 million and $14.6 million for the fiscal years 2013, 2012 and 2011, respectively. The combination of non-cash and cash interest resulted in an effective interest rate of 5.73%, 5.75% and 5.90% for the fiscal years 2013 (through settlement), 2012 and 2011, respectively. As of December 31, 2013, there was no unamortized debt discount outstanding as we recorded the remaining discount amortization upon maturity in the third quarter of 2013. As of December 29, 2012, $10.8 million of the unamortized debt discount related to our $575 million convertible debt.
Convertible Note Hedge and Warrants:
In connection with the issuance of the Notes, we entered into a privately negotiated convertible note hedge transaction. The convertible note hedge (the "purchased call options") covered up to approximately 10.8 million shares of our Class B common stock. The purchased call options, if exercised by us, required the counterparty to deliver to us shares of Class B common stock adequate to meet our net share settlement obligations under the Notes and were expected to reduce the potential dilution to our Class B common stock to be issued upon conversion of the Notes, if any. Separately and concurrently, we also entered into warrant transactions with respect to our Class B common stock pursuant to which we were required to issue to the counterparty up to approximately 10.8 million shares of our Class B common stock. The warrant price is $67.82 which represents a 60% premium above the stock price on the date of the warrant transaction. These warrants began expiring in December 2013 and the final warrants expired February 6, 2014, during which time none of the warrants were exercised.
At issuance, we used a portion of the net proceeds from the issuance of the Notes to pay for the cost of the purchased call options, which was partially offset by the proceeds received from the warrant transaction, resulting in a net use of proceeds of approximately $50 million. The net cost of these transactions, net of tax, was recorded in the stockholders' equity section of the consolidated balance sheets.
(2)
On June 15, 2012, we issued a €500 million Zero Coupon Senior Unsecured Convertible Note due December 31, 2013 (the ''Convertible Note'') to the Seller in conjunction with the closing of the Acquisition. The Seller had the ability to exercise a put right with respect to the Convertible Note as of March 14, 2013, (the “First Redemption Date”) and ending on December 19, 2013, for the greater of the principal amount of the Convertible Note or the aggregate cash value of 12,894,044 shares of our Class B Common Stock, as adjusted for certain corporate events. In accordance with these terms, on August 13, 2013, the Seller exercised the conversion feature for an agreed upon value upon exercise of €510.9 million, consisting of €500 million in principal and €10.9 million for the conversion feature. At issuance, the total value of the Convertible Note was €511.1 million, consisting of the principal (€500 million), discount (€1.0 million), and conversion feature (€12.1 million), initially recorded as a component of the purchase price associated with the Acquisition.
On September 3, 2013, we paid the seller in cash a total of €466.0 million ($614.7 million) consisting of €455.1 million ($600.3 million) in principal and €10.9 million ($14.4 million) for the conversion feature. Separate from the Seller's notice to put, we have made claims with regard to the representations and warranties provided to us upon close of the Acquisition. As a result, we withheld €44.9 million ($61.8 million as of December 31, 2013) from the €500 million in principal related to these outstanding claims. The remaining balance as of December 31, 2013, continues to be classified as current portion of long-term debt pending the resolution of the unsettled claims. In January 2014, we settled one of the claims resulting in a payment to the Seller of €34.0 million ($46.3 million at settlement). We have not incurred, and do not expect to incur, any interest on the remaining amounts withheld.
The Convertible Note's embedded conversion feature was determined to meet the definition of a derivative required to be bifurcated and separately accounted for at fair value with changes in fair value recorded in earnings. During the fiscal year 2013 and 2012, we recognized a net loss of $6.5 million and a net gain of $7.3 million, respectively, on the conversion feature primarily related to the change from the previously recorded fair value to the value upon exercise. The Convertible Note was issued at a discount of $1.3 million, which has been recognized as interest expense over the period from issuance to the First Redemption Date. The non-cash interest, excluding the change in fair value of the convertible feature, resulted in an immaterial impact to our effective interest rate for the fiscal year 2013 and 2012. See Note 17, "Derivative Instruments and Hedging Activities" for further discussion.
(3)
During the third quarter of 2005, Molson Coors Capital Finance ULC completed a CAD 900 million private placement in Canada due September 22, 2015. Additionally, during the fourth quarter 2010, Molson Coors International LP completed a CAD 500 million private placement in Canada due October 6, 2017. Prior to issuing the bonds, we entered into forward starting interest rate transactions for a portion of each Canadian offering. The bond forward transactions effectively established, in advance, the yield of the government of Canada bond rate over which the Company's private placement was priced. At the time of the private placement offerings and pricings, the government of Canada bond rates were trading at a yield lower than that locked in with the Company's interest rate locks. This resulted in a loss on the bond forward transactions of $4.0 million related to the CAD 900 million bonds, and $7.8 million on the CAD 500 million bonds. Per authoritative accounting guidance pertaining to derivatives and hedging, the losses are being amortized over the life of each respective Canadian issued private placement and will serve to increase our effective cost of borrowing compared to the stated coupon rates by 0.05% and 0.23% on the CAD 900 million and CAD 500 million bonds, respectively.
(4)
On May 3, 2012, we issued $1.9 billion of senior notes with portions maturing in 2017, 2022 and 2042. The 2017 senior notes were issued in an initial aggregate principal amount of $300 million at 2.0% interest and will mature on May 1, 2017. The 2022 senior notes were issued in an initial aggregate principal amount of $500 million at 3.5% interest and will mature on May 1, 2022. The 2042 senior notes were issued in an initial aggregate principal amount of $1.1 billion at 5.0% interest and will mature on May 1, 2042. The issuance resulted in total proceeds to us, before expenses, of $1,880.7 million, net of underwriting fees and discounts of $14.7 million and $4.6 million, respectively. Total debt issuance costs capitalized in connection with these senior notes, including the underwriting fees and discounts, are approximately $18.0 million and will be amortized over the life of the notes. The issuance adds a number of guarantors to these debt securities as well as to our existing senior obligations, pursuant to requirements of our existing senior debt obligation agreements. These new guarantors consist principally of the U.K. operating entity. See Note 20, "Supplemental Guarantor Information" for further discussion and guarantor financial information reflective of this change.
Concurrent with the announcement of the Acquisition, we entered into a bridge loan agreement, which we terminated upon the issuance of the $1.9 billion senior notes. In connection with the issuance and subsequent termination of the bridge loan, we incurred costs of $13.0 million recorded in other expense in the second quarter of 2012. See Note 6, "Other Income and Expense" for further discussion.
Our risk management policy prohibits speculating on specific events, including the direction of interest rates. In advance of our issuance of the $1.9 billion senior notes, we systematically removed a portion of our interest rate market risk by entering into Treasury Locks. This resulted in an increase in the certainty of our yield to maturity when issuing the notes. In the second quarter of 2012, we recognized a cash loss of $39.2 million on settlement of the Treasury Locks recorded in interest expense. See Note 17, "Derivative Instruments and Hedging Activities" for further discussion.
(5)
On April 3, 2012, we entered into a term loan agreement (the ''Term Loan Agreement'') that provides for a 4-year term loan facility of $300 million, composed of one $150 million borrowing and one Euro-denominated borrowing equal to $150 million at issuance (or €120 million borrowing) both of which were funded upon close of the Acquisition on June 15, 2012. The Term Loan Agreement required quarterly principal repayments equal to 2.5% of the initial principal obligation, which commenced on September 30, 2012, with the remaining 62.5% principal balance due at the June 15, 2016 maturity date. The obligations under the Term Loan Agreement were our general unsecured obligations. The Term Loan Agreement contained customary events of default, specified representations and warranties and covenants, including, among other things, covenants that limited our and our subsidiaries' ability to incur certain additional priority indebtedness, create or permit liens on assets or engage in mergers or consolidations. Debt issuance costs capitalized in connection with the Term Loan Agreement were amortized over the life of the debt and totaled approximately $3 million.
During 2012, we repaid the $150 million borrowing and made principal repayments of €26.0 million on the €120 million borrowing. During the third quarter of 2012, we designated the €120 million term loan as a net investment hedge of our Central European operations. During 2013, we made principal repayments of $123.8 million (€93.7 million) on the remaining balance of our €120 million term loan. As a result, the term loan was fully repaid in the third quarter of 2013. See Note 17, "Derivative Instruments and Hedging Activities" for further discussion.
(6)
On April 3, 2012, we entered into a revolving credit agreement (the ''Credit Agreement''). The Credit Agreement provides for a 4-year revolving credit facility of $300 million that was subsequently amended to increase the borrowing limit to $550 million. The Credit Agreement contains customary events of default and specified representations and warranties and covenants, including, among other things, covenants that limit our subsidiaries' ability to incur certain additional priority indebtedness, create or permit liens on assets, or engage in mergers or consolidations. In relation to the credit facilities issued during 2012, we incurred $5.5 million of total issuance costs and up-front fees, which are being amortized over the terms of each respective facility.
In the second quarter of 2011, we entered into an agreement for a 4-year revolving multicurrency credit facility of $400 million, which provides a $100 million sub-facility available for the issuance of letters of credit.
There were no outstanding borrowings on these credit facilities as of December 31, 2013. These credit facilities support our commercial paper program discussed below.
(7)
In addition to the unamortized debt discount on the $575 million convertible notes as of December 29, 2012, we have unamortized debt discounts on the additional debt balances of $5.1 million and $6.6 million as of December 31, 2013, and December 29, 2012, respectively
As of December 31, 2013, the aggregate principal debt maturities of long-term debt and short-term borrowings, based on foreign exchange rates at fiscal year end 2013, for the next five fiscal years are as follows:
Fiscal year
 
Amount
 
 
(In millions)
2014
 
$
586.9

2015
 
847.4

2016
 

2017
 
770.7

2018
 

Thereafter
 
1,600.0

Total
 
$
3,805.0


Interest incurred, capitalized and expensed were as follows:
 
For the years ended
 
December 31, 2013
 
December 29, 2012
 
December 31, 2011
 
(In millions)
Interest incurred(1)
$
185.2

 
$
198.6

 
$
121.0

Interest capitalized
(1.4
)
 
(2.3
)
 
(2.3
)
Interest expensed
$
183.8

 
$
196.3

 
$
118.7

(1)
Interest incurred includes total non-cash interest of $11.2 million, $19.0 million and $17.5 million for the fiscal years 2013, 2012 and 2011, respectively. Interest incurred also includes the change in fair value of the embedded conversion feature related to the Euro-denominated Convertible Notes of $5.4 million expense and $8.0 million income for the fiscal years 2013 and 2012, respectively.
Share-Based Payments (Tables)
The following table summarizes share-based compensation expense:
 
For the years ended
 
December 31, 2013
 
December 29, 2012
 
December 31, 2011
 
(In millions)
Pretax compensation expense
$
19.5

 
$
14.0

 
$
24.6

Tax benefit
(5.6
)
 
(4.2
)
 
(6.8
)
After-tax compensation expense
$
13.9

 
$
9.8

 
$
17.8

The following table represents non-vested RSUs, DSUs, PSUs and PUs as of December 31, 2013, and the activity during 2013:
 
RSUs and DSUs
 
PUs
 
PSUs
 
Units
 
Weighted-average
grant date fair value per unit
 
Units
 
Weighted-average
grant date fair value per unit
 
Units
 
Weighted-average grant date fair value per unit
 
(In millions, except per share amounts)
Non-vested as of December 29, 2012
0.7
 
$43.06
 
1.7
 
$10.90
 
 
$—
Granted
0.3
 
$42.94
 
 
$—
 
0.2
 
$43.10
Vested
(0.2)
 
$42.96
 
(0.6)
 
$11.61
 
 
$—
Forfeited
(0.1)
 
$41.81
 
(0.1)
 
$3.58
 
 
$—
Non-vested as of December 31, 2013
0.7
 
$42.08
 
1.0
 
$2.87
 
0.2
 
$43.10
The fair value of each option granted in 2013, 2012 and 2011 was determined on the date of grant using the Black-Scholes option-pricing model with the following weighted-average assumptions:
 
For the years ended
 
December 31, 2013
 
December 29, 2012
 
December 31, 2011
Risk-free interest rate
1.43%
 
1.50%
 
2.57%
Dividend yield
2.88%
 
2.99%
 
2.57%
Volatility range
22.4% - 25.9%
 
25.8% - 27.6%
 
25.3% - 29.4%
Weighted-average volatility
25.02%
 
25.86%
 
26.29%
Expected term (years)
7.7
 
4.0 - 7.7
 
4.0 - 7.7
Weighted-average fair value
$8.39
 
$8.09
 
$9.60
The following table represents the summary of options and SOSARs outstanding as of December 31, 2013, and the activity during 2013.
 
Shares outstanding
 
Shares exercisable at year end
 
Shares
 
Weighted-
average
exercise price
 
Weighted-
average
remaining
contractual
life (years)
 
Aggregate
intrinsic
value
 
Shares
 
Weighted-
average
exercise price
 
Weighted-
average
remaining
contractual
life (years)
 
Aggregate
intrinsic
value
 
(In millions, except per share amounts and years)
Outstanding as of December 29, 2012
6.0
 
$40.55
 
4.05
 
$
23.2

 
5.2
 
$40.07
 
3.38
 
$
23.1

Granted
0.2
 
$45.22
 
 
 
 

 
 
 
 
 
 
 
 

Exercised
(2.7)
 
$37.11
 
 
 
 

 
 
 
 
 
 
 
 

Forfeited
 

 
 
 
 

 
 
 
 
 
 
 
 

Outstanding as of December 31, 2013
3.5
 
$43.41
 
4.57
 
$
45.1

 
2.9
 
$43.26
 
3.86
 
$
38.4

Accumulated Other Comprehensive Income (Loss) (Tables)
 
MCBC shareholders
 
Foreign
currency
translation
adjustments
 
Gain (loss) on
derivative
instruments
 
Pension and
Postretirement
Benefit
adjustments
 
Equity Method
Investments
 
Accumulated
other
comprehensive
income (loss)
 
(In millions)
As of December 25, 2010
$
906.3

 
$
(11.6
)
 
$
(497.4
)
 
$
(226.2
)
 
$
171.1

Foreign currency translation adjustments
(49.6
)
 

 

 

 
(49.6
)
Unrealized gain (loss) on derivative instruments

 
(2.0
)
 

 

 
(2.0
)
Reclassification of derivative losses to income(1)

 
14.9

 

 

 
14.9

Pension and other postretirement benefit adjustments

 

 
(255.8
)
 

 
(255.8
)
Amortization of net prior service costs and net actuarial losses to income(1)

 

 
13.8

 

 
13.8

Ownership share of unconsolidated subsidiaries' other comprehensive income (loss)

 

 

 
(106.2
)
 
(106.2
)
Tax benefit (expense)
(18.1
)
 
0.4

 
62.6

 
39.2

 
84.1

As of December 31, 2011
$
838.6

 
$
1.7

 
$
(676.8
)
 
$
(293.2
)
 
$
(129.7
)
Foreign currency translation adjustments
340.3

 
(1.6
)
 
(2.4
)
 

 
336.3

Unrealized gain (loss) on derivative instruments

 
(37.7
)
 

 

 
(37.7
)
Reclassification of derivative losses to income(1)

 
10.2

 

 

 
10.2

Pension and other postretirement benefit adjustments

 

 
(176.5
)
 

 
(176.5
)
Amortization of net prior service costs and net actuarial losses to income(1)

 

 
36.3

 

 
36.3

Ownership share of unconsolidated subsidiaries' other comprehensive income (loss)

 

 

 
(79.5
)
 
(79.5
)
Reclassification from investment in MillerCoors(2)

 

 

 
(97.9
)
 
(97.9
)
Tax benefit (expense)
8.6

 
9.7

 
(24.7
)
 
72.6

 
66.2

As of December 29, 2012
$
1,187.5

 
$
(17.7
)
 
$
(844.1
)
 
$
(398.0
)
 
$
(72.3
)
Foreign currency translation adjustments
(177.7
)
 

 
0.7

 

 
(177.0
)
Unrealized gain (loss) on derivative instruments

 
58.6

 

 

 
58.6

Reclassification of derivative losses to income(1)

 
(5.5
)
 

 

 
(5.5
)
Pension and other postretirement benefit adjustments

 

 
278.0

 

 
278.0

Amortization of net prior service costs and net actuarial losses to income(1)

 

 
53.7

 

 
53.7

Ownership share of unconsolidated subsidiaries' other comprehensive income (loss)

 

 

 
114.5

 
114.5

Reclassification from investment in MillerCoors(2)

 

 

 
34.3

 
34.3

Tax benefit (expense)
(30.7
)
 
(20.8
)
 
(44.6
)
 
(33.3
)
 
(129.4
)
As of December 31, 2013
$
979.1

 
$
14.6

 
$
(556.3
)
 
$
(282.5
)
 
$
154.9

(1)
The tax benefit (expense) recognized on reclassification of derivative gains and losses to income was $(2.3) million, $1.6 million and $4.5 million for the fiscal years 2013, 2012 and 2011, respectively. The tax benefit recognized on reclassification of net prior service costs and net actuarial gains and losses to income was $7.3 million, $5.4 million and $3.6 million for the fiscal years 2013, 2012 and 2011, respectively.
(2)
During the first quarter of 2013, we recorded a tax adjustment related to the reclassification of amounts from the investment in MillerCoors to AOCI that was recorded in the fourth quarter of 2012 to reflect our proportional share of MillerCoors AOCI at formation. We made this reclassification in 2012 as we believe the new presentation provides improved transparency of our share of MillerCoors AOCI. This tax adjustment, which should have been made in 2012 with the reclassification, was not material to either the current or prior period financial statements taken as a whole and therefore the adjustment was recorded in 2013 and prior periods do not reflect the adjustment.
Reclassifications from AOCI to income:
 
 
For the year ended
 
 
 
 
December 31, 2013
 
 
 
 
Reclassifications from AOCI
 
Location of gain (loss)
recognized in income
 
 
(In millions)
 
 
Gain/(loss) on cash flow hedges:
 
 
 
 
Forward starting interest rate swaps
 
$
(1.6
)
 
Interest expense, net
Foreign currency forwards
 
2.2

 
Other income (expense), net
Foreign currency forwards
 
5.2

 
Cost of goods sold
Commodity swaps
 
(0.3
)
 
Cost of goods sold
Total income (loss) reclassified, before tax
 
5.5

 
 
Income tax benefit (expense)
 
(2.3
)
 
 
Net income (loss) reclassified, net of tax
 
$
3.2

 
 
 
 
 
 
 
Amortization of defined benefit pension and other postretirement benefit plan items:
 
 
 
 
Prior service benefit (cost)
 
$
2.8

 
(1)
Net actuarial gain (loss)
 
(56.5
)
 
(1)
Total income (loss) reclassified, before tax
 
(53.7
)
 
 
Income tax benefit (expense)
 
7.3

 
 
Net income (loss) reclassified, net of tax
 
$
(46.4
)
 
 
 
 
 
 
 
Total income (loss) reclassified, net of tax
 
$
(43.2
)
 
 
(1)
These components of AOCI are included in the computation of net periodic pension and other postretirement benefit cost. See Note 16, "Employee Retirement Plans and Postretirement Benefits" for additional details.
Employee Retirement Plans and Postretirement Benefits (Tables)
Net Periodic Pension and OPEB Cost
 
For the years ended
 
December 31, 2013
 
December 29, 2012
 
December 31, 2011
 
Pension
 
OPEB
 
Consolidated
 
Pension
 
OPEB
 
Consolidated
 
Pension
 
OPEB
 
Consolidated
 
(In millions)
Components of net periodic pension and OPEB cost:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Service cost—benefits earned during the year
$
15.8

 
$
3.4

 
$
19.2

 
$
16.8

 
$
2.9

 
$
19.7

 
$
18.8

 
$
2.4

 
$
21.2

Interest cost on projected benefit obligation
157.0

 
7.2

 
164.2

 
165.7

 
8.0

 
173.7

 
180.5

 
7.7

 
188.2

Expected return on plan assets
(177.9
)
 

 
(177.9
)
 
(175.2
)
 

 
(175.2
)
 
(199.4
)
 

 
(199.4
)
Amortization of prior service cost (benefit)
0.8

 
(3.6
)
 
(2.8
)
 
0.8

 
(3.7
)
 
(2.9
)
 
0.8

 
(3.8
)
 
(3.0
)
Amortization of net actuarial loss (gain)
56.6

 
(0.1
)
 
56.5

 
39.4

 
(0.2
)
 
39.2

 
20.2

 
(3.4
)
 
16.8

Curtailment loss

 

 

 
1.3

 

 
1.3

 

 

 

Special termination benefits

 

 

 
0.4

 

 
0.4

 

 

 

Less: expected participant contributions
(1.2
)
 

 
(1.2
)
 
(1.5
)
 

 
(1.5
)
 
(1.6
)
 

 
(1.6
)
Net periodic pension and OPEB cost
$
51.1

 
$
6.9

 
$
58.0

 
$
47.7

 
$
7.0

 
$
54.7

 
$
19.3

 
$
2.9

 
$
22.2



The changes in the benefit obligation, plan assets and the funded status of the pension and OPEB plans are as follows:
 
For the year ended December 31, 2013
 
For the year ended December 29, 2012
 
Pension
 
OPEB
 
Consolidated
 
Pension
 
OPEB
 
Consolidated
 
(In millions)
Change in benefit obligation:
 
 
 
 
 
 
 
 
 
 
 
Prior year benefit obligation
$
3,955.5

 
$
186.4

 
$
4,141.9

 
$
3,603.9

 
$
168.4

 
$
3,772.3

Postretirement benefit obligation assumed in Acquisition

 

 

 

 
2.7

 
2.7

Service cost, net of expected employee contributions
14.7

 
3.4

 
18.1

 
15.6

 
2.9

 
18.5

Interest cost
157.0

 
7.2

 
164.2

 
165.7

 
8.0

 
173.7

Actual employee contributions
1.1

 

 
1.1

 
1.3

 

 
1.3

Curtailment loss

 

 

 
1.3

 

 
1.3

Special termination benefits

 

 

 
0.4

 

 
0.4

Actuarial loss (gain)
(84.6
)
 
(15.7
)
 
(100.3
)
 
243.7

 
8.3

 
252.0

Amendments
0.5

 
(0.1
)
 
0.4

 
0.5

 

 
0.5

Benefits paid
(201.0
)
 
(8.5
)
 
(209.5
)
 
(199.0
)
 
(8.1
)
 
(207.1
)
Adjustment due to change in historical accounting
8.1

 

 
8.1

 

 

 

Foreign currency exchange rate change
(34.4
)
 
(10.6
)
 
(45.0
)
 
122.1

 
4.2

 
126.3

Benefit obligation at end of year
$
3,816.9

 
$
162.1

 
$
3,979.0

 
$
3,955.5

 
$
186.4

 
$
4,141.9

Change in plan assets:
 
 
 
 
 
 
 
 
 
 
 
Prior year fair value of assets
$
3,353.8

 
$

 
$
3,353.8

 
$
3,138.9

 
$

 
$
3,138.9

Actual return on plan assets
359.7

 

 
359.7

 
254.4

 

 
254.4

Employer contributions
113.1

 
8.5

 
121.6

 
55.3

 
8.1

 
63.4

Actual employee contributions
1.1

 

 
1.1

 
1.3

 

 
1.3

Benefits and plan expenses paid
(204.5
)
 
(8.5
)
 
(213.0
)
 
(201.1
)
 
(8.1
)
 
(209.2
)
Foreign currency exchange rate change
(27.0
)
 

 
(27.0
)
 
105.0

 

 
105.0

Fair value of plan assets at end of year
$
3,596.2

 
$

 
$
3,596.2

 
$
3,353.8

 
$

 
$
3,353.8

Funded status:
$
(220.7
)
 
$
(162.1
)
 
$
(382.8
)
 
$
(601.7
)
 
$
(186.4
)
 
$
(788.1
)
Amounts recognized in the Consolidated Balance Sheets:
 
 
 
 
 
 
 
 
 
 
 
Other non-current assets
$
91.8

 
$

 
$
91.8

 
$
56.5

 
$

 
$
56.5

Accounts payable and other current liabilities
(3.1
)
 
(8.9
)
 
(12.0
)
 
(2.6
)
 
(9.0
)
 
(11.6
)
Pension and postretirement benefits
(309.4
)
 
(153.2
)
 
(462.6
)
 
(655.6
)
 
(177.4
)
 
(833.0
)
Net amounts recognized
$
(220.7
)
 
$
(162.1
)
 
$
(382.8
)
 
$
(601.7
)
 
$
(186.4
)
 
$
(788.1
)
The accumulated benefit obligation for our defined benefit pension plans was $3,805.9 million and $3,953.0 million at December 31, 2013, and December 29, 2012, respectively. The $405.3 million improvement in the net underfunded status of our aggregate pension and OPEB plans from December 29, 2012 to December 31, 2013 was primarily driven by the increase in the weighted average discount rates used, discussed below, as well as increased employer contributions and the performance of our plan assets exceeding the expected return for our funded plans by approximately $180 million.
Information for defined benefit pension and OPEB plans with aggregate accumulated benefit and projected benefit obligations in excess of plan assets is as follows:
 
As of December 31, 2013
 
As of December 29, 2012
 
Pension
 
OPEB
 
Consolidated
 
Pension
 
OPEB
 
Consolidated
 
(In millions)
Accumulated benefit obligation
$
3,105.7

 
$
162.1

 
$
3,267.8

 
$
3,580.9

 
$
186.4

 
$
3,767.3

Projected benefit obligation
$
3,115.5

 
$
162.1

 
$
3,277.6

 
$
3,582.3

 
$
186.4

 
$
3,768.7

Fair value of plan assets
$
2,803.0

 
$

 
$
2,803.0

 
$
2,924.1

 
$

 
$
2,924.1

Amounts recognized in AOCI not yet recognized as components of net periodic pension and OPEB cost, pretax were as follows:
 
As of December 31, 2013
 
As of December 29, 2012
 
Pension
 
OPEB
 
Consolidated
 
Pension
 
OPEB
 
Consolidated
 
(In millions)
Net actuarial loss (gain)
$
811.1

 
$
(21.7
)
 
$
789.4

 
$
1,130.9

 
$
(6.1
)
 
$
1,124.8

Net prior service cost
3.1

 
(3.9
)
 
(0.8
)
 
3.4

 
(7.2
)
 
(3.8
)
Total not yet recognized
$
814.2

 
$
(25.6
)
 
$
788.6

 
$
1,134.3

 
$
(13.3
)
 
$
1,121.0

Changes in plan assets and benefit obligations recognized in OCI, pretax were as follows:
 
Pension
 
OPEB
 
Consolidated
 
(In millions)
Accumulated other comprehensive loss (income) as of December 31, 2011
$
1,003.0

 
$
(24.6
)
 
$
978.4

Amortization of prior service costs (benefit)
(0.8
)
 
3.7

 
2.9

Amortization of net actuarial loss (gain)
(39.4
)
 
0.2

 
(39.2
)
Current year actuarial loss
168.2

 
8.3

 
176.5

Foreign currency exchange rate change
3.3

 
(0.9
)
 
2.4

Accumulated other comprehensive loss (income) as of December 29, 2012
$
1,134.3

 
$
(13.3
)
 
$
1,121.0

Amortization of prior service costs (benefit)
(0.8
)
 
3.6

 
2.8

Amortization of net actuarial loss (gain)
(56.6
)
 
0.1

 
(56.5
)
Current year actuarial loss (gain)
(262.3
)
 
(15.7
)
 
(278.0
)
Plan amendment

 
(0.1
)
 
(0.1
)
Foreign currency exchange rate change
(0.4
)
 
(0.2
)
 
(0.6
)
Accumulated other comprehensive loss (income) as of December 31, 2013
$
814.2

 
$
(25.6
)
 
$
788.6

Amortization of AOCI expected to be recognized in net periodic pension and OPEB cost during fiscal year 2014 pretax is as follows:
 
Pension
 
OPEB
 
Consolidated
 
(In millions)
Amortization of net prior service cost (gain)
$
0.7

 
$
(3.3
)
 
$
(2.6
)
Amortization of actuarial net loss (gain)
$
(9.5
)
 
$
(0.9
)
 
$
(10.4
)
The weighted-average rates used in determining the periodic pension and OPEB cost for the fiscal years 2013, 2012 and 2011 were as follows:
 
For the years ended
 
December 31, 2013
 
December 29, 2012
 
December 31, 2011
 
Pension
 
OPEB
 
Pension
 
OPEB
 
Pension
 
OPEB
Weighted-average assumptions:
 
 
 
 
 
 
 
 
 
 
 
Settlement discount rate
4.18%
 
4.12%
 
4.61%
 
4.66%
 
5.32%
 
5.33%
Rate of compensation increase(1)
2.50%
 
N/A
 
2.50%
 
N/A
 
3.00%
 
N/A
Expected return on plan assets(2)
5.83%
 
N/A
 
5.57%
 
N/A
 
6.17%
 
N/A
Health care cost trend rate
N/A
 
Ranging ratably from 7.9% in 2013 to 4.5% in 2028
 
N/A
 
Ranging ratably from 8.2% in 2012 to 4.5% in 2028
 
N/A
 
Ranging ratably from 8.5% in 2011 to 4.5% in 2028
(1)
U.K. plan was closed to future accrual during 2009.
(2)
We develop our long term expected return on assets ("EROA") assumptions annually with input from independent investment specialists including our actuaries, investment consultants and other specialists. Each EROA assumption is based on historical data, including historical returns, historical market rates and is calculated for each plan's individual asset class. The calculation includes inputs for interest, inflation, credit, and risk premium (active investment management) rates and fees paid to service providers. We consider our EROA to be a significant management estimate. Any material changes in the inputs to our methodology used in calculating our EROA could have a significant impact on our reported defined benefit pension plans' expense.
Benefit obligations are actuarially calculated annually at the end of each year based on the assumptions detailed in the table below. Obligations under the OPEB plans are determined by the application of the terms of medical and life insurance plans, together with relevant actuarial assumptions and heath care cost trend rates. The weighted-average rates used in determining the projected benefit obligation for defined pension plans and the accumulated postretirement benefit obligation for OPEB plans, as of December 31, 2013, and December 29, 2012, were as follows:
 
As of December 31, 2013
 
As of December 29, 2012
 
Pension
 
OPEB
 
Pension
 
OPEB
Weighted-average assumptions:
 
 
 
 
 
 
 
Settlement discount rate
4.57%
 
4.79%
 
4.18%
 
4.12%
Rate of compensation increase(1)
2.50%
 
N/A
 
2.50%
 
N/A
Health care cost trend rate
N/A
 
Ranging ratably from 7.7% in 2014 to 4.5% in 2028
 
N/A
 
Ranging ratably from 7.9% in 2013 to 4.5% in 2028
(1)
U.K. plan was closed to future accrual during 2009.
A one-percentage point change in assumed health care cost trend rates would have the following effects on related OPEB plans:
 
1% point
increase
(unfavorable)
 
1% point
decrease
favorable
 
(In millions)
Effect on total of service and interest cost components
$
(1.2
)
 
$
1.3

Effect on postretirement benefit obligations
$
(17.4
)
 
$
15.9

The following compares target asset allocation percentages with actual asset allocations on a weighted-average asset basis at December 31, 2013:
 
Target
allocations
 
Actual
allocations
Equities
31.8%
 
34.4%
Fixed income(1)
48.7%
 
45.8%
Hedge funds
9.9%
 
9.4%
Real estate
4.3%
 
6.3%
Other
5.3%
 
4.1%
The following presents our fair value hierarchy for our defined benefit pension plan assets:
 
 
 
Fair value measurements as of December 31, 2013
 
Total at
December 31, 2013
 
Quoted prices
in active
markets
(Level 1)
 
Significant
observable
inputs
(Level 2)
 
Significant
unobservable
inputs
(Level 3)
Cash and cash equivalents
 
 
 
 
 
 
 
Cash
$
127.5

 
$
127.5

 
$

 
$

Trades awaiting settlement
25.9

 
25.9

 

 

Bank deposits, short-term bills and notes
33.8

 

 
33.8

 

Debt
 
 
 
 
 
 
 
Government securities
790.4

 

 
790.4

 

Corporate debt securities
438.7

 

 
438.1

 
0.6

Interest and inflation linked assets
1,100.6

 

 
1,073.4

 
27.2

Collateralized debt securities
5.0

 

 

 
5.0

Other debt securities

 

 

 

Equities
 
 
 
 
 
 
 
Common stock
712.3

 
711.4

 
0.9

 

Other equity securities
6.4

 
6.4

 

 

Investment funds
 
 
 
 
 
 
 
Debt funds
325.0

 

 
196.2

 
128.8

Equity funds
515.6

 

 
515.6

 

Real estate funds
43.6

 

 

 
43.6

Hedge funds of funds
339.5

 

 
112.8

 
226.7

Other
 
 
 
 
 
 
 
Repurchase agreements
(917.5
)
 
(917.5
)
 

 

Credit default swaps
(5.0
)
 

 
(5.0
)
 

Private equity
53.3

 

 

 
53.3

Recoverable taxes
0.8

 
0.8

 

 

Venture capital
0.3

 

 

 
0.3

Total
$
3,596.2

 
$
(45.5
)
 
$
3,156.2

 
$
485.5

 
 
 
Fair value measurements as of December 29, 2012
 
Total at
December 29, 2012
 
Quoted prices
in active
markets
(Level 1)
 
Significant
observable
inputs
(Level 2)
 
Significant
unobservable
inputs
(Level 3)
Cash and cash equivalents
 
 
 
 
 
 
 
Cash
$
108.2

 
$
108.2

 
$

 
$

Trades awaiting settlement
5.4

 
5.4

 

 

Bank deposits, short-term bills and notes
36.4

 

 
36.4

 

Debt
 
 
 
 
 
 
 
Government securities
837.2

 

 
837.2

 

Corporate debt securities
536.8

 

 
536.8

 

Interest and inflation linked assets
171.6

 

 
205.7

 
(34.1
)
Collateralized debt securities
4.3

 

 

 
4.3

Other debt securities

 

 

 

Equities
 
 
 
 
 
 
 
Common stock
583.7

 
581.7

 

 
2.0

Other equity securities
1.2

 
1.2

 

 

Investment funds
 
 
 
 
 
 
 
Debt funds
273.7

 

 
157.5

 
116.2

Equity funds
499.7

 
7.8

 
491.9

 

Real estate funds
55.9

 

 

 
55.9

Hedge funds of funds
321.9

 

 
101.7

 
220.2

Other
 
 
 
 
 
 
 
Repurchase agreements
(98.1
)
 
(98.1
)
 

 

Credit default swaps
(13.5
)
 

 
(13.5
)
 

Private equity
28.4

 

 

 
28.4

Recoverable taxes
0.5

 
0.5

 

 

Venture capital
0.5

 

 

 
0.5

Total
$
3,353.8

 
$
606.7

 
$
2,353.7

 
$
393.4

The following presents our Level 3 Rollforward for our defined pension plan assets.
 
Amount
 
(In millions)
Balance at December 31, 2011
$
334.9

Total gain or loss (realized/unrealized):
 
Realized gain (loss)
(1.0
)
Unrealized gain (loss) included in AOCI
(23.0
)
Purchases, issuances, settlements
68.5

Transfers in/(out) of Level 3

Foreign exchange translation (loss)/gain
14.0

Balance at December 29, 2012
$
393.4

Total gain or loss (realized/unrealized):
 
Realized gain (loss)
5.9

Unrealized gain (loss) included in AOCI
63.1

Purchases, issuances, settlements
7.0

Transfers in/(out) of Level 3
1.9

Foreign exchange translation loss
14.2

Balance at December 31, 2013
$
485.5

Expected future benefit payments for defined benefit pension and OPEB plans, based on foreign exchange rates at December 31, 2013, are as follows:
Expected benefit payments
 
Pension
 
OPEB
 
 
(In millions)
2014
 
$
207.1

 
$
8.6

2015
 
$
211.3

 
$
8.4

2016
 
$
215.4

 
$
8.8

2017
 
$
218.7

 
$
9.2

2018
 
$
221.7

 
$
9.4

2019-2023
 
$
1,226.4

 
$
57.3

The following presents our fair value hierarchy for our corporate invested plan assets used in the aforementioned "Rabbi Trust" arrangements.
 
 
 
Fair value measurements as of December 31, 2013
 
Total at
December 31, 2013
 
Quoted prices
in active markets
(Level 1)
 
Significant
observable
inputs
(Level 2)
 
Significant
unobservable
inputs
(Level 3)
Equities
 
 
 
 
 
 
 
Mutual funds
$
3.9

 
$
3.9

 
$

 
$

Total—Corporate
$
3.9

 
$
3.9

 
$

 
$

 
 
 
Fair value measurements as of December 29, 2012
 
Total at
December 29, 2012
 
Quoted prices
in active markets
(Level 1)
 
Significant
observable
inputs
(Level 2)
 
Significant
unobservable
inputs
(Level 3)
Equities
 
 
 
 
 
 
 
Mutual funds
$
3.1

 
$
3.1

 
$

 
$

Total—Corporate
$
3.1

 
$
3.1

 
$

 
$

Derivative Instruments and Hedging Activities (Tables)
The table below summarizes our derivative assets and liabilities that were measured at fair value as of December 31, 2013, and December 29, 2012. See Note 1 "Basis of Presentation and Summary of Significant Accounting Policies" for further discussion related to measuring fair value derivative instruments.
 
 
 
Fair Value Measurements at
December 31, 2013 Using
 
Total at
December 31, 2013
 
Quoted prices
in active markets
(Level 1)
 
Significant
Other
Observable
Inputs
(Level 2)
 
Significant
Unobservable
Inputs
(Level 3)
 
(In millions)
Cross currency swaps
$
(71.7
)
 
$

 
$
(71.7
)
 
$

Foreign currency forwards
19.7

 

 
19.7

 

Commodity swaps
(4.9
)
 

 
(4.9
)
 

Total
$
(56.9
)
 
$

 
$
(56.9
)
 
$

 
 
 
Fair Value Measurements at
December 29, 2012 Using
 
Total at
December 29, 2012
 
Quoted prices
in active markets
(Level 1)
 
Significant
Other
Observable
Inputs
(Level 2)
 
Significant
Unobservable
Inputs
(Level 3)
 
(In millions)
Cross currency swaps
$
(220.4
)
 
$

 
$
(220.4
)
 
$

Foreign currency forwards
(1.7
)
 

 
(1.7
)
 

Commodity swaps
(2.5
)
 

 
(2.5
)
 

Equity conversion feature of debt
(7.9
)
 

 

 
(7.9
)
Total
$
(232.5
)
 
$

 
$
(224.6
)
 
$
(7.9
)
The table below summarizes derivative valuation activity using significant unobservable inputs (Level 3):
 
Rollforward of
Level 3 Inputs
 
(In millions)
Balance at December 31, 2011
$

Total gains or losses (realized/unrealized)
 
Included in earnings
7.3

Included in other comprehensive income

Purchases

Issuances(1)
(15.2
)
Settlements

Transfers In/Out of Level 3

Balance at December 29, 2012
$
(7.9
)
Total gains or losses (realized/unrealized)
 
Included in earnings
(6.5
)
Included in other comprehensive income

Purchases

Issuances

Settlements(1)
14.4

Transfers In/Out of Level 3

Balance at December 31, 2013
$

Unrealized gains or losses for Level 3 assets/liabilities settled in 2013
$
(6.5
)

(1)
At issuance, we recorded a liability of $15.2 million related to the conversion feature of the Euro-denominated Convertible Note. During the third quarter of 2013, we settled the liability at $14.4 million.
We did not have any significant transfers between Level 1 and Level 2 during 2013 or 2012. As of December 29, 2012, the conversion feature related to the Convertible Note was classified as a Level 3 derivative due to valuations based upon significant unobservable inputs. The Convertible Note was put to us in the third quarter of 2013 and as a result, we settled the remaining balance associated with the conversion feature which was historically included within Level 3 derivatives. As of December 31, 2013, we have no outstanding derivatives classified as Level 3. New derivative contracts transacted during fiscal year 2013 are all included in Level 2.

Fair Value of Derivative Instruments in the Consolidated Balance Sheets (in millions, except for certain commodity swaps with notional amounts measured in Metric Tonnes, as noted)
 
As of December 31, 2013
 
 
 
 
 
Asset derivatives
 
Liability derivatives
 
Notional amount
 
Balance sheet
location
 
Fair value
 
Balance sheet
location
 
Fair value
Derivatives designated as hedging instruments:
 
 
 
 
 
 
 
 
Cross currency swaps
CAD
 
240.7

 
Other current assets
 
$

 
Current derivative hedging instruments
 
$
(71.7
)
Foreign currency forwards
USD
 
476.1

 
Other current assets
 
11.5

 
Current derivative hedging instruments
 

 
 
 
 

 
Other non-current assets
 
8.2

 
Non-current derivative hedging instruments
 

Commodity swaps
kWh
 
848.8

 
Other current assets
 
0.2

 
Current derivative hedging instruments
 
(0.2
)
 
 
 
 

 
Other non-current assets
 
0.1

 
Non-current derivative hedging instruments
 
(0.3
)
Total derivatives designated as hedging instruments
 
 

 
 
 
$
20.0

 
 
 
$
(72.2
)
Derivatives not designated as hedging instruments:
 
 
 
 
 
 
 
 
Commodity swaps
Metric tonnes (actual)
 
55,653

 
Other current assets
 
$

 
Current derivative hedging instruments
 
$
(2.0
)
 
 
 
 
 
Other non-current assets
 

 
Non-current derivative hedging instruments
 
(2.7
)
Total derivatives not designated as hedging instruments
 
 

 
 
 
$

 
 
 
$
(4.7
)

 
As of December 29, 2012
 
 
 
Asset derivatives
 
Liability derivatives
 
Notional amount
 
Balance sheet location
 
Fair value
 
Balance sheet location
 
Fair value
Derivatives designated as hedging instruments:
 
 
 
 
 
 
 
 
Cross currency swaps
CAD
 
601.3

 
Other current assets
 
$

 
Current derivative hedging instruments
 
$

 
 
 
 

 
Other non-current assets
 

 
Non-current derivative hedging instruments
 
(220.4
)
Foreign currency forwards
USD
 
507.3

 
Other current assets
 
2.0

 
Current derivative hedging instruments
 
(3.4
)
 
 
 
 

 
Other non-current assets
 
1.4

 
Non-current derivative hedging instruments
 
(1.7
)
Commodity swaps
kWh
 
486.1

 
Other current assets
 

 
Current derivative hedging instruments
 
(1.0
)
 
 
 
 

 
Other non-current assets
 
0.2

 
Non-current derivative hedging instruments
 
(0.1
)
Total derivatives designated as hedging instruments
 
 

 
 
 
$
3.6

 
 
 
$
(226.6
)
Derivatives not designated as hedging instruments:
 
 
 
 
 
 
 
 
Equity conversion feature of debt
EUR
 
500.0

 
 
 
 
 
Current portion of long-term debt and short-term borrowings
 
$
(7.9
)
Commodity swaps
Metric tonnes (actual)
 
8,343

 
Other current assets
 

 
Current derivative hedging instruments
 
(1.6
)
Total derivatives not designated as hedging instruments
 
 

 
 
 
$

 
 
 
$
(9.5
)
Non-derivative financial instruments in net investment hedge relationships:
 
 
 
 
 
 
 
 
€120 million term loan due 2016
EUR
 
93.7

 
 
 
 
 
Long-term debt
 
$
(123.9
)
Total non-derivative financial instruments in net investment hedge relationships
 
 
 
 
 
$
(123.9
)
MCBC allocates the current and non-current portion of each contract to the corresponding derivative account above.
The Effect of Derivative Instruments on the Consolidated Statements of Operations (in millions)
For the year ended December 31, 2013
Derivatives in cash flow hedge relationships
Amount of gain
(loss) recognized
in OCI on
derivative
(effective portion)
 
Location of gain
(loss) reclassified
from AOCI
into income
(effective portion)
 
Amount of gain
(loss) recognized
from AOCI
on derivative
(effective portion)
 
Location of gain
(loss) recognized
in income
on derivative
(ineffective portion
and amount
excluded from
effectiveness testing)
 
Amount of gain
(loss) recognized
in income
on derivative
(ineffective portion
and amount
excluded from
effectiveness testing)
Forward starting interest rate swaps
$

 
Interest expense, net
 
$
(1.6
)
 
Interest expense, net
 
$

Foreign currency forwards
28.9

 
Other income (expense), net
 
2.2

 
Other income (expense), net
 

 
 

 
Cost of goods sold
 
5.2

 
Cost of goods sold
 

Commodity swaps
0.1

 
Cost of goods sold
 
(0.3
)
 
Cost of goods sold
 

Total
$
29.0

 
 
 
$
5.5

 
 
 
$



For the year ended December 31, 2013
Derivatives in net investment hedge relationships
Amount of gain
(loss) recognized
in OCI on
derivative
(effective portion)
 
Location of gain
(loss) reclassified
from AOCI
into income
(effective portion)
 
Amount of gain
(loss) recognized
from AOCI
on derivative
(effective portion)
 
Location of gain
(loss) recognized
in income
on derivative
(ineffective portion
and amount
excluded from
effectiveness testing)
 
Amount of gain
(loss) recognized
in income
on derivative
(ineffective portion
and amount
excluded from
effectiveness testing)
Cross currency swaps
$
29.6

 
Other income (expense), net
 
$

 
Other income (expense), net
 
$

€120 million term loan due 2016
0.1

 
Other income (expense), net
 

 
Other income (expense), net
 

Total
$
29.7

 
 
 
$

 
 
 
$

Note: Amounts recognized in AOCI related to cash flow and net investment hedges are presented gross of taxes
During the period, we recorded no significant ineffectiveness related to these cash flow and net investment hedges.
For the year ended December 29, 2012
Derivatives in cash flow hedge relationships
Amount of gain
(loss) recognized
in OCI on
derivative
(effective portion)
 
Location of gain
(loss) reclassified
from AOCI
into income
(effective portion)
 
Amount of gain
(loss) recognized
from AOCI
on derivative
(effective portion)
 
Location of gain
(loss) recognized
in income
on derivative
(ineffective portion
and amount
excluded from
effectiveness testing)
 
Amount of gain
(loss) recognized
in income
on derivative
(ineffective portion
and amount
excluded from
effectiveness testing)
Forward starting interest rate swaps
$

 
Interest expense, net
 
$
(1.6
)
 
Interest expense, net
 
$

Foreign currency forwards
(10.3
)
 
Other income (expense), net
 
(2.3
)
 
Other income (expense), net
 

 
 

 
Cost of goods sold
 
(4.9
)
 
Cost of goods sold
 

Commodity swaps
0.1

 
Cost of goods sold
 
(1.4
)
 
Cost of goods sold
 

Total
$
(10.2
)
 
 
 
$
(10.2
)
 
 
 
$


For the year ended December 29, 2012
Derivatives in net investment hedge relationships
Amount of gain
(loss) recognized
in OCI on
derivative
(effective portion)
 
Location of gain
(loss) reclassified
from AOCI
into income
(effective portion)
 
Amount of gain
(loss) recognized
from AOCI
on derivative
(effective portion)
 
Location of gain
(loss) recognized
in income
on derivative
(ineffective portion
and amount
excluded from
effectiveness testing)
 
Amount of gain
(loss) recognized
in income
on derivative
(ineffective portion
and amount
excluded from
effectiveness testing)
Cross currency swaps
$
(27.5
)
 
Other income (expense), net
 
$

 
Other income (expense), net
 
$

€120 million term loan due 2016
(8.1
)
 
Other income (expense), net
 

 
Other income (expense), net
 

Total
$
(35.6
)
 
 
 
$

 
 
 
$


Note: Amounts recognized in AOCI related to cash flow and net investment hedges are presented gross of taxes
During the period, we recorded no significant ineffectiveness related to these cash flow and net investment hedges.
For the year ended December 31, 2011
Derivatives in cash flow hedge relationships
Amount of gain
(loss) recognized
in OCI on
derivative
(effective portion)
 
Location of gain
(loss) reclassified
from AOCI
into income
(effective portion)
 
Amount of gain
(loss) recognized
from AOCI
on derivative
(effective portion)
 
Location of gain
(loss) recognized
in income
on derivative
(ineffective portion
and amount
excluded from
effectiveness testing)
 
Amount of gain
(loss) recognized
in income
on derivative
(ineffective portion
and amount
excluded from
effectiveness testing)
Cross currency swaps(1)
$
0.2

 
Other income (expense), net
 
$
3.0

 
Other income (expense), net
 
$

Forward starting interest rate swaps

 
Interest expense, net
 
(1.6
)
 
Interest expense, net
 

Foreign currency forwards
0.4

 
Other income (expense), net
 
(6.7
)
 
Other income (expense), net
 

 
 

 
Cost of goods sold
 
(9.6
)
 
Cost of goods sold
 

Commodity swaps
0.1

 
Cost of goods sold
 

 
Cost of goods sold
 

Total
$
0.7

 
 
 
$
(14.9
)
 
 
 
$

(1)
As cash flow hedges, the foreign exchange gain (loss) component of these cross currency swaps was offset by the corresponding gain (loss) on the hedged forecasted transactions in other income (expense), net and interest expense, net. In the fourth quarter of 2011, the cross currency swaps were dedesignated as cash flow hedges and redesignated as net investment hedges.
For the year ended December 31, 2011
Derivatives in net investment hedge relationships
Amount of gain
(loss) recognized
in OCI on
derivative
(effective portion)
 
Location of gain
(loss) reclassified
from AOCI
into income
(effective portion)
 
Amount of gain
(loss) recognized
from AOCI
on derivative
(effective portion)
 
Location of gain
(loss) recognized
in income
on derivative
(ineffective portion
and amount
excluded from
effectiveness testing)
 
Amount of gain
(loss) recognized
in income
on derivative
(ineffective portion
and amount
excluded from
effectiveness testing)
Cross currency swaps
$
(0.3
)
 
Other income (expense), net
 
$

 
Other income (expense), net
 
$

Total
$
(0.3
)
 
 
 
$

 
 
 
$

Note: Amounts recognized in AOCI are presented gross of taxes
Other Derivatives (in millions)
For the year ended December 31, 2013
Derivatives not in hedging relationship
 
Location of gain (loss) recognized
in income on derivative
 
Amount of gain (loss) recognized
in income on derivative
Equity conversion feature of debt
 
Interest expense, net
 
$
(5.4
)
 
 
Other income (expense), net
 
(1.1
)
Commodity swaps
 
Cost of goods sold
 
(5.1
)
Foreign currency forwards
 
Other income (expense), net
 
3.9

Total
 
 
 
$
(7.7
)

For the year ended December 29, 2012
Derivatives not in hedging relationship
 
Location of gain (loss) recognized
in income on derivative
 
Amount of gain (loss) recognized
in income on derivative
Equity conversion feature of debt
 
Interest expense, net
 
$
8.0

 
 
Other income (expense), net
 
(0.7
)
Commodity swaps
 
Cost of goods sold
 
(0.5
)
Treasury locks
 
Interest expense, net
 
(39.2
)
Total
 
 
 
$
(32.4
)
For the year ended December 31, 2011
Derivatives not in hedging relationship
 
Location of gain (loss) recognized
in income on derivative
 
Amount of gain (loss) recognized
in income on derivative
Commodity swaps
 
Cost of goods sold
 
$
(4.7
)
Cash settled total return swap
 
Other income (expense), net
 
(0.6
)
Option contracts
 
Other income (expense), net
 
1.5

Foreign currency forwards
 
Other income (expense), net
 
(0.1
)
Total
 
 
 
$
(3.9
)
Accrued Expenses and Other Liabilities (Tables)
Accrued Expenses and Other Liabilities
 
As of
 
December 31, 2013
 
December 29, 2012
 
(In millions)
Accounts payable and accrued trade payables(1)
$
599.7

 
$
490.3

Accrued compensation
91.5

 
93.7

Accrued excise and other non-income related taxes
216.6

 
212.3

Accrued interest
29.3

 
36.8

Accrued selling and marketing costs
134.2

 
105.0

Container liability
93.4

 
104.1

Accrued pension and postretirement benefits
12.0

 
11.6

Other
159.7

 
133.1

Accounts payable and other current liabilities
$
1,336.4

 
$
1,186.9


(1)
Beginning in 2013, we have reclassified accrued trade payables from the "other" classification to provide additional detail to our accrued trade spend. Balances as of December 29, 2012 reflect our revised presentation.
Commitments and Contingencies Commitments and Contingencies (Tables)
The future aggregate minimum required commitments under these supply and distribution contracts are shown in the table below based on foreign exchange rates as of December 31, 2013. The amounts in the table do not represent all anticipated payments under long-term contracts. Rather, they represent unconditional and legally enforceable committed expenditures:
Fiscal year
 
Amount
 
 
(In millions)
2014
 
$
552.0

2015
 
347.3

2016
 
328.5

2017
 
130.7

2018
 
133.4

Thereafter
 
716.5

Total
 
$
2,208.4

Based on foreign exchange rates as of December 31, 2013, these future commitments are as follows:
Fiscal year
 
Amount
 
 
(In millions)
2014
 
$
84.2

2015
 
47.7

2016
 
42.2

2017
 
43.3

2018
 
33.1

Thereafter
 
19.7

Total
 
$
270.2

Based on foreign exchange rates as of December 31, 2013, future minimum lease payments under operating leases that have initial or remaining non-cancelable terms in excess of one year are as follows:
 Fiscal year
 
Amount
 
 
(In millions)
2014
 
$
33.3

2015
 
24.9

2016
 
18.6

2017
 
9.3

2018
 
4.6

Thereafter
 
16.9

Total
 
$
107.6

The table below provides a summary of reserves associated with the Kaiser indemnity obligations from December 25, 2010, through December 31, 2013:
 
Total indemnity
reserves
 
(In millions)
Balance at December 25, 2010
$
33.7

Changes in estimates

Foreign exchange impacts
(3.1
)
Balance at December 31, 2011
$
30.6

Changes in estimates

Foreign exchange impacts
(2.7
)
Balance at December 29, 2012
$
27.9

Changes in estimates

Foreign exchange impacts
(3.8
)
Balance at December 31, 2013
$
24.1

The table below summarizes the income (loss) from discontinued operations, net of tax, presented on our consolidated statements of operations:
 
For the years ended
 
December 31, 2013
 
December 29, 2012
 
December 31, 2011
 
(In millions)
Loss related to adjustment in legal reserves for distribution litigation due to changes in estimates, fees and foreign exchange gains and losses
$

 
$
(2.0
)
 
$
(0.4
)
Adjustments to Kaiser indemnity liabilities due to changes in estimates and foreign exchange gains and losses
2.0

 
3.5

 
2.7

Income (loss) from discontinued operations, net of tax
$
2.0

 
$
1.5

 
$
2.3

Supplemental Guarantor Information Supplemental (Tables)
MOLSON COORS BREWING COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS
FOR THE FISCAL YEAR ENDED DECEMBER 31, 2013
(IN MILLIONS)
 
Parent
Guarantor and
2012 Issuer
 
Subsidiary
Guarantors
 
Subsidiary
Non
Guarantors
 
Eliminations
 
Consolidated
Sales
$
27.5

 
$
4,784.7

 
$
1,388.8

 
$
(201.4
)
 
$
5,999.6

Excise taxes

 
(1,491.5
)
 
(302.0
)
 

 
(1,793.5
)
Net sales
27.5

 
3,293.2

 
1,086.8

 
(201.4
)
 
4,206.1

Cost of goods sold

 
(1,968.8
)
 
(718.0
)
 
141.2

 
(2,545.6
)
Gross profit
27.5

 
1,324.4

 
368.8

 
(60.2
)
 
1,660.5

Marketing, general and administrative expenses
(117.4
)
 
(779.1
)
 
(357.5
)
 
60.2

 
(1,193.8
)
Special items, net
(2.8
)
 
(53.5
)
 
(143.7
)
 

 
(200.0
)
Equity income (loss) in subsidiaries
668.5

 
(375.1
)
 
251.4

 
(544.8
)
 

Equity income in MillerCoors

 
539.0

 

 

 
539.0

Operating income (loss)
575.8

 
655.7

 
119.0

 
(544.8
)
 
805.7

Interest income (expense), net
(99.5
)
 
317.5

 
(388.1
)
 

 
(170.1
)
Other income (expense), net
(4.4
)
 
27.0

 
(3.7
)
 

 
18.9

Income (loss) from continuing operations before income taxes
471.9

 
1,000.2

 
(272.8
)
 
(544.8
)
 
654.5

Income tax benefit (expense)
95.4

 
(231.3
)
 
51.9

 

 
(84.0
)
Net income (loss) from continuing operations
567.3

 
768.9

 
(220.9
)
 
(544.8
)
 
570.5

Income (loss) from discontinued operations, net of tax

 

 
2.0

 

 
2.0

Net income (loss) including noncontrolling interests
567.3

 
768.9

 
(218.9
)
 
(544.8
)
 
572.5

Add back (less): Loss (net income) attributable to noncontrolling interests

 

 
(5.2
)
 

 
(5.2
)
Net income (loss) attributable to MCBC
$
567.3

 
$
768.9

 
$
(224.1
)
 
$
(544.8
)
 
$
567.3

Comprehensive income (loss) attributable to MCBC
$
760.2

 
$
1,021.8

 
$
146.8

 
$
(1,168.6
)
 
$
760.2


MOLSON COORS BREWING COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS
FOR THE FISCAL YEAR ENDED DECEMBER 29, 2012
(IN MILLIONS)
 
Parent
Guarantor and
2012 Issuer
 
Subsidiary
Guarantors
 
Subsidiary
Non
Guarantors
 
Eliminations
 
Consolidated
Sales
$
20.7

 
$
4,839.5

 
$
947.8

 
$
(193.0
)
 
$
5,615.0

Excise taxes

 
(1,503.9
)
 
(194.6
)
 

 
(1,698.5
)
Net sales
20.7

 
3,335.6

 
753.2

 
(193.0
)
 
3,916.5

Cost of goods sold

 
(1,954.2
)
 
(558.1
)
 
159.8

 
(2,352.5
)
Gross profit
20.7

 
1,381.4

 
195.1

 
(33.2
)
 
1,564.0

Marketing, general and administrative expenses
(113.7
)
 
(814.7
)
 
(230.9
)
 
33.2

 
(1,126.1
)
Special items, net
(4.1
)
 
(35.2
)
 
(42.1
)
 

 
(81.4
)
Equity income (loss) in subsidiaries
391.9

 
(582.7
)
 
393.6

 
(202.8
)
 

Equity income in MillerCoors

 
510.9

 

 

 
510.9

Operating income (loss)
294.8

 
459.7

 
315.7

 
(202.8
)
 
867.4

Interest income (expense), net
(107.7
)
 
312.8

 
(390.1
)
 

 
(185.0
)
Other income (expense), net
30.1

 
(39.9
)
 
(80.5
)
 

 
(90.3
)
Income (loss) from continuing operations before income taxes
217.2

 
732.6

 
(154.9
)
 
(202.8
)
 
592.1

Income tax benefit (expense)
225.8

 
(345.8
)
 
(34.5
)
 

 
(154.5
)
Net income (loss) from continuing operations
443.0

 
386.8

 
(189.4
)
 
(202.8
)
 
437.6

Income (loss) from discontinued operations, net of tax

 

 
1.5

 

 
1.5

Net income (loss) including noncontrolling interests
443.0

 
386.8

 
(187.9
)
 
(202.8
)
 
439.1

Add back (less): Loss (net income) attributable to noncontrolling interests

 

 
3.9

 

 
3.9

Net income (loss) attributable to MCBC
$
443.0

 
$
386.8

 
$
(184.0
)
 
$
(202.8
)
 
$
443.0

Comprehensive income (loss) attributable to MCBC
$
598.3

 
$
529.8

 
$
(167.7
)
 
$
(362.1
)
 
$
598.3


MOLSON COORS BREWING COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS
FOR THE FISCAL YEAR ENDED DECEMBER 31, 2011
(IN MILLIONS)
 
Parent
Guarantor and
2012 Issuer
 
Subsidiary
Guarantors
 
Subsidiary
Non
Guarantors
 
Eliminations
 
Consolidated
Sales
$
28.2

 
$
5,061.3

 
$
276.4

 
$
(196.0
)
 
$
5,169.9

Excise taxes

 
(1,603.3
)
 
(50.9
)
 

 
(1,654.2
)
Net sales
28.2

 
3,458.0

 
225.5

 
(196.0
)
 
3,515.7

Cost of goods sold

 
(1,947.9
)
 
(266.0
)
 
164.8

 
(2,049.1
)
Gross profit
28.2

 
1,510.1

 
(40.5
)
 
(31.2
)
 
1,466.6

Marketing, general and administrative expenses
(119.3
)
 
(852.7
)
 
(78.2
)
 
31.2

 
(1,019.0
)
Special items, net
(0.8
)
 
(11.2
)
 
(0.3
)
 

 
(12.3
)
Equity income (loss) in subsidiaries
736.5

 
(426.1
)
 
446.6

 
(757.0
)
 

Equity income in MillerCoors

 
457.9

 

 

 
457.9

Operating income (loss)
644.6

 
678.0

 
327.6

 
(757.0
)
 
893.2

Interest income (expense), net
(28.8
)
 
275.9

 
(355.1
)
 

 
(108.0
)
Other income (expense), net
(10.6
)
 
(2.4
)
 
2.0

 

 
(11.0
)
Income (loss) from continuing operations before income taxes
605.2

 
951.5

 
(25.5
)
 
(757.0
)
 
774.2

Income tax benefit (expense)
71.1

 
(213.2
)
 
42.7

 

 
(99.4
)
Net income (loss) from continuing operations
676.3

 
738.3

 
17.2

 
(757.0
)
 
674.8

Income (loss) from discontinued operations, net of tax

 

 
2.3

 

 
2.3

Net income (loss) including noncontrolling interests
676.3

 
738.3

 
19.5

 
(757.0
)
 
677.1

Add back (less): Loss (net income) attributable to noncontrolling interests

 

 
(0.8
)
 

 
(0.8
)
Net income (loss) attributable to MCBC
$
676.3

 
$
738.3

 
$
18.7

 
$
(757.0
)
 
$
676.3

Comprehensive income (loss) attributable to MCBC
$
375.5

 
$
455.7

 
$
(145.0
)
 
$
(310.7
)
 
$
375.5

MOLSON COORS BREWING COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATING BALANCE SHEETS
AS OF DECEMBER 31, 2013
(IN MILLIONS)
 
Parent
Guarantor and
2012 Issuer
 
Subsidiary
Guarantors
 
Subsidiary
Non
Guarantors
 
Eliminations
 
Consolidated
Assets
 
 
 
 
 
 
 
 
 
Current assets:
 
 
 
 
 
 
 
 
 
Cash and cash equivalents
$
90.6

 
$
248.7

 
$
103.0

 
$

 
$
442.3

Accounts receivable, net
0.7

 
466.3

 
136.6

 

 
603.6

Other receivables, net
48.0

 
56.5

 
19.9

 

 
124.4

Total inventories, net

 
166.8

 
38.5

 

 
205.3

Other assets, net
8.4

 
60.1

 
43.2

 

 
111.7

Deferred tax assets

 

 
53.3

 
(2.9
)
 
50.4

Intercompany accounts receivable

 
3,186.8

 
196.5

 
(3,383.3
)
 

Total current assets
147.7

 
4,185.2

 
591.0

 
(3,386.2
)
 
1,537.7

Properties, net
31.0

 
1,282.8

 
656.3

 

 
1,970.1

Goodwill

 
1,161.8

 
1,256.9

 

 
2,418.7

Other intangibles, net

 
4,292.3

 
2,532.8

 

 
6,825.1

Investment in MillerCoors

 
2,506.5

 

 

 
2,506.5

Net investment in and advances to subsidiaries
12,860.9

 
3,303.7

 
6,654.9

 
(22,819.5
)
 

Deferred tax assets
28.8

 
3.1

 
1.0

 
5.4

 
38.3

Other assets, net
35.5

 
175.0

 
73.2

 

 
283.7

Total assets
$
13,103.9

 
$
16,910.4

 
$
11,766.1

 
$
(26,200.3
)
 
$
15,580.1

Liabilities and equity
 
 
 
 
 
 
 
 
 
Current liabilities:
 
 
 
 
 
 
 
 
 
Accounts payable and other current liabilities
$
52.2

 
$
925.4

 
$
358.8

 
$

 
$
1,336.4

Derivative hedging instruments

 
73.2

 
0.7

 

 
73.9

Deferred tax liability
8.8

 
132.2

 

 
(2.9
)
 
138.1

Current portion of long-term debt and short-term borrowings
379.7

 
61.8

 
145.4

 

 
586.9

Discontinued operations

 

 
6.8

 

 
6.8

Intercompany accounts payable
2,120.7

 
228.3

 
1,034.3

 
(3,383.3
)
 

Total current liabilities
2,561.4

 
1,420.9

 
1,546.0

 
(3,386.2
)
 
2,142.1

Long-term debt
1,896.2

 
1,316.6

 
0.2

 

 
3,213.0

Pension and postretirement benefits
2.6

 
453.3

 
6.7

 

 
462.6

Derivative hedging instruments

 
1.6

 
1.4

 

 
3.0

Deferred tax liability

 

 
906.0

 
5.4

 
911.4

Other liabilities, net
8.0

 
20.8

 
138.1

 

 
166.9

Discontinued operations

 

 
17.3

 

 
17.3

Intercompany notes payable

 
1,693.9

 
6,138.9

 
(7,832.8
)
 

Total liabilities
4,468.2

 
4,907.1

 
8,754.6

 
(11,213.6
)
 
6,916.3

MCBC stockholders' equity
8,638.9

 
18,332.5

 
4,487.0

 
(22,819.5
)
 
8,638.9

Intercompany notes receivable
(3.2
)
 
(6,329.2
)
 
(1,500.4
)
 
7,832.8

 

Total stockholders' equity
8,635.7

 
12,003.3

 
2,986.6

 
(14,986.7
)
 
8,638.9

Noncontrolling interests

 

 
24.9

 

 
24.9

Total equity
8,635.7

 
12,003.3

 
3,011.5

 
(14,986.7
)
 
8,663.8

Total liabilities and equity
$
13,103.9

 
$
16,910.4

 
$
11,766.1

 
$
(26,200.3
)
 
$
15,580.1

MOLSON COORS BREWING COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATING BALANCE SHEETS
AS OF DECEMBER 29, 2012
(IN MILLIONS)
 
Parent
Guarantor and
2012 Issuer
 
Subsidiary
Guarantors
 
Subsidiary
Non Guarantors
 
Eliminations
 
Consolidated
Assets
 
 
 
 
 
 
 
 
 
Current assets:
 
 
 
 
 
 
 
 
 
Cash and cash equivalents
$
189.8

 
$
249.3

 
$
184.9

 
$

 
$
624.0

Accounts receivable, net
1.7

 
524.7

 
134.1

 

 
660.5

Other receivables, net
22.7

 
54.6

 
15.6

 

 
92.9

Total inventories, net

 
172.5

 
41.4

 

 
213.9

Other assets, net
10.7

 
67.1

 
39.7

 

 
117.5

Deferred tax assets

 

 
40.7

 
(1.5
)
 
39.2

Intercompany accounts receivable

 
2,077.8

 
1,137.5

 
(3,215.3
)
 

Total current assets
224.9

 
3,146.0

 
1,593.9

 
(3,216.8
)
 
1,748.0

Properties, net
25.1

 
1,338.9

 
631.9

 

 
1,995.9

Goodwill

 
1,068.5

 
1,384.6

 

 
2,453.1

Other intangibles, net

 
4,606.8

 
2,628.0

 

 
7,234.8

Investment in MillerCoors

 
2,431.8

 

 

 
2,431.8

Net investment in and advances to subsidiaries
10,465.2

 
2,291.6

 
5,291.7

 
(18,048.5
)
 

Deferred tax assets
47.4

 
104.8

 
4.9

 
(31.7
)
 
125.4

Other assets, net
38.6

 
125.0

 
59.6

 

 
223.2

Total assets
$
10,801.2

 
$
15,113.4

 
$
11,594.6

 
$
(21,297.0
)
 
$
16,212.2

Liabilities and equity
 
 
 
 
 
 
 
 
 
Current liabilities:
 
 
 
 
 
 
 
 
 
Accounts payable and other current liabilities
$
64.0

 
$
787.7

 
$
335.2

 
$

 
$
1,186.9

Derivative hedging instruments

 
6.0

 

 

 
6.0

Deferred tax liability
11.3

 
142.5

 

 
(1.5
)
 
152.3

Current portion of long-term debt and short-term borrowings
564.2

 
668.3

 
13.1

 

 
1,245.6

Discontinued operations

 

 
7.9

 

 
7.9

Intercompany accounts payable
1,166.3

 
1,133.3

 
915.7

 
(3,215.3
)
 

Total current liabilities
1,805.8

 
2,737.8

 
1,271.9

 
(3,216.8
)
 
2,598.7

Long-term debt
1,895.6

 
1,402.5

 
124.4

 

 
3,422.5

Pension and postretirement benefits
3.3

 
823.1

 
6.6

 

 
833.0

Derivative hedging instruments

 
222.2

 

 

 
222.2

Deferred tax liability

 

 
980.2

 
(31.7
)
 
948.5

Other liabilities, net
6.6

 
64.4

 
104.7

 

 
175.7

Discontinued operations

 

 
20.0

 

 
20.0

Intercompany notes payable

 
1,135.8

 
6,971.9

 
(8,107.7
)
 

Total liabilities
3,711.3

 
6,385.8

 
9,479.7

 
(11,356.2
)
 
8,220.6

MCBC stockholders' equity
7,966.9

 
15,036.7

 
3,011.8

 
(18,048.5
)
 
7,966.9

Intercompany notes receivable
(877.0
)
 
(6,309.1
)
 
(921.6
)
 
8,107.7

 

Total stockholders' equity
7,089.9

 
8,727.6

 
2,090.2

 
(9,940.8
)
 
7,966.9

Noncontrolling interests

 

 
24.7

 

 
24.7

Total equity
7,089.9

 
8,727.6

 
2,114.9

 
(9,940.8
)
 
7,991.6

Total liabilities and equity
$
10,801.2

 
$
15,113.4

 
$
11,594.6

 
$
(21,297.0
)
 
$
16,212.2

MOLSON COORS BREWING COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED DECEMBER 31, 2013
(IN MILLIONS)
 
Parent
Guarantor and
2013 Issuer
 
Subsidiary
Guarantors
 
Subsidiary
Non
Guarantors
 
Eliminations
 
Consolidated
Net cash provided by (used in) operating activities
$
660.9

 
$
579.2

 
$
297.3

 
$
(369.2
)
 
$
1,168.2

CASH FLOWS FROM INVESTING ACTIVITIES:
 
 
 
 
 
 
 
 
 
Additions to properties
(11.7
)
 
(154.0
)
 
(128.2
)
 

 
(293.9
)
Proceeds from sales of properties and other assets

 
45.7

 
7.9

 

 
53.6

Investment in MillerCoors

 
(1,186.5
)
 

 

 
(1,186.5
)
Return of capital from MillerCoors

 
1,146.0

 

 

 
1,146.0

Loan repayments

 
10.6

 

 

 
10.6

Loan advances

 
(6.8
)
 

 

 
(6.8
)
Net intercompany investing activity
(446.4
)
 
(59.3
)
 
(70.5
)
 
576.2

 

Net cash provided by (used in) investing activities
(458.1
)
 
(204.3
)
 
(190.8
)
 
576.2

 
(277.0
)
CASH FLOWS FROM FINANCING ACTIVITIES:
 
 
 
 
 
 
 
 
 
Exercise of stock options under equity compensation plans
88.8

 

 

 

 
88.8

Excess tax benefits from share-based compensation
7.7

 

 

 

 
7.7

Dividends paid
(206.5
)
 
(142.8
)
 
(254.5
)
 
369.2

 
(234.6
)
Dividends paid to noncontrolling interest holders

 

 
(4.1
)
 

 
(4.1
)
Payments for purchase of noncontrolling interest

 

 
(0.7
)
 

 
(0.7
)
Debt issuance costs
(0.2
)
 

 
(0.2
)
 

 
(0.4
)
Payments on long-term debt and capital lease obligations
(578.0
)
 
(615.1
)
 
(123.9
)
 

 
(1,317.0
)
Proceeds from short-term borrowings

 

 
15.0

 

 
15.0

Payments on short-term borrowings

 

 
(15.2
)
 

 
(15.2
)
Net proceeds from (payments on) revolving credit facilities and commercial paper
379.6

 

 
127.8

 

 
507.4

Payments on settlement of derivative instruments

 
(119.4
)
 

 

 
(119.4
)
Proceeds from settlement of derivative instruments
6.6

 

 

 

 
6.6

Change in overdraft balances and other

 

 
6.7

 

 
6.7

Net intercompany financing activity

 
516.9

 
59.3

 
(576.2
)
 

Net cash provided by (used in) financing activities
(302.0
)
 
(360.4
)
 
(189.8
)
 
(207.0
)
 
(1,059.2
)
CASH AND CASH EQUIVALENTS:
 
 
 
 
 
 
 
 
 
Net increase (decrease) in cash and cash equivalents
(99.2
)
 
14.5

 
(83.3
)
 

 
(168.0
)
Effect of foreign exchange rate changes on cash and cash equivalents

 
(15.1
)
 
1.4

 

 
(13.7
)
Balance at beginning of year
189.8

 
249.3

 
184.9

 

 
624.0

Balance at end of period
$
90.6

 
$
248.7

 
$
103.0

 
$

 
$
442.3

MOLSON COORS BREWING COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED DECEMBER 29, 2012
(IN MILLIONS)
 
Parent
Guarantor and
2012 Issuer
 
Subsidiary
Guarantors
 
Subsidiary
Non
Guarantors
 
Eliminations
 
Consolidated
Net cash provided by (used in) operating activities
$
757.6

 
$
1,241.6

 
$
(380.1
)
 
$
(635.4
)
 
$
983.7

CASH FLOWS FROM INVESTING ACTIVITIES:
 
 
 
 
 
 
 
 
 
Additions to properties
(6.7
)
 
(162.8
)
 
(52.8
)
 

 
(222.3
)
Proceeds from sales of properties and other assets

 
7.9

 
7.8

 

 
15.7

Acquisition of businesses, net of cash acquired

 

 
(2,258.3
)
 

 
(2,258.3
)
Investment in MillerCoors

 
(1,008.8
)
 

 

 
(1,008.8
)
Return of capital from MillerCoors

 
942.4

 

 

 
942.4

Payment on discontinued operations

 

 
(6.8
)
 

 
(6.8
)
Loan repayments

 
22.9

 

 

 
22.9

Loan advances

 
(9.3
)
 

 

 
(9.3
)
Proceeds from settlements of derivative instruments

 
(110.6
)
 

 

 
(110.6
)
Net intercompany investing activity
(2,853.9
)
 
(2,621.5
)
 

 
5,475.4

 

Net cash provided by (used in) investing activities
(2,860.6
)
 
(2,939.8
)
 
(2,310.1
)
 
5,475.4

 
(2,635.1
)
CASH FLOWS FROM FINANCING ACTIVITIES:
 
 
 
 
 
 
 
 
 
Exercise of stock options under equity compensation plans
34.1

 

 

 

 
34.1

Excess tax benefits from share-based compensation
4.9

 

 

 

 
4.9

Payments for purchase of noncontrolling interest

 

 
(27.9
)
 

 
(27.9
)
Dividends paid
(203.5
)
 
(628.6
)
 
(35.5
)
 
635.4

 
(232.2
)
Dividends paid to noncontrolling interest holders

 

 
(5.0
)
 

 
(5.0
)
Debt issuance costs
(39.2
)
 

 
(1.1
)
 

 
(40.3
)
Proceeds from issuance of long-term debt
2,045.4

 

 
150.0

 

 
2,195.4

Payments on long-term debt and capital lease obligations
(150.0
)
 
(44.8
)
 
(31.9
)
 

 
(226.7
)
Payments on debt assumed in Acquisition

 

 
(424.3
)
 

 
(424.3
)
Proceeds from short-term borrowings

 

 
16.0

 

 
16.0

Payments on short-term borrowings

 

 
(17.2
)
 

 
(17.2
)
Net proceeds from (payments on) revolving credit facilities and commercial paper

 

 
7.8

 

 
7.8

Payments on settlement of derivative instruments

 
(8.2
)
 

 

 
(8.2
)
Change in overdraft balances and other

 

 
(105.0
)
 

 
(105.0
)
Net intercompany financing activity

 
2,193.1

 
3,282.3

 
(5,475.4
)
 

Net cash provided by (used in) financing activities
1,691.7

 
1,511.5

 
2,808.2

 
(4,840.0
)
 
1,171.4

CASH AND CASH EQUIVALENTS:
 
 
 
 
 
 
 
 
 
Net increase (decrease) in cash and cash equivalents
(411.3
)
 
(186.7
)
 
118.0

 

 
(480.0
)
Effect of foreign exchange rate changes on cash and cash equivalents

 
13.5

 
11.6

 

 
25.1

Balance at beginning of year
601.1

 
422.5

 
55.3

 

 
1,078.9

Balance at end of period
$
189.8

 
$
249.3

 
$
184.9

 
$

 
$
624.0

MOLSON COORS BREWING COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED DECEMBER 31, 2011
(IN MILLIONS)
 
Parent
Guarantor and
2012 Issuer
 
Subsidiary
Guarantors
 
Subsidiary
Non
Guarantors
 
Eliminations
 
Consolidated
Net cash provided by (used in) operating activities
$
253.1

 
$
156.6

 
$
1,761.8

 
$
(1,303.4
)
 
$
868.1

CASH FLOWS FROM INVESTING ACTIVITIES:
 
 
 
 
 
 
 
 
 
Additions to properties
(3.7
)
 
(207.2
)
 
(24.5
)
 

 
(235.4
)
Proceeds from sales of properties and other assets

 
4.6

 

 

 
4.6

Acquisition of businesses, net of cash acquired

 
(30.7
)
 
(10.6
)
 

 
(41.3
)
Change in restricted cash balances

 

 
6.7

 

 
6.7

Investment in MillerCoors

 
(800.1
)
 

 

 
(800.1
)
Return of capital from MillerCoors

 
782.7

 

 

 
782.7

Investment in and advances to an unconsolidated affiliate

 
(93.9
)
 
10.7

 

 
(83.2
)
Loan repayments

 
22.4

 

 

 
22.4

Loan advances

 
(9.9
)
 

 

 
(9.9
)
Proceeds from settlements of derivative instruments
15.4

 

 

 

 
15.4

Net intercompany investing activity
15.4

 
(800.7
)
 
(2,004.5
)
 
2,789.8

 

Net cash provided by (used in) investing activities
27.1

 
(1,132.8
)
 
(2,022.2
)
 
2,789.8

 
(338.1
)
CASH FLOWS FROM FINANCING ACTIVITIES:
 
 
 
 
 
 
 
 
 
Exercise of stock options under equity compensation plans
11.6

 

 

 

 
11.6

Excess tax benefits from share-based compensation
2.0

 

 

 

 
2.0

Payments for purchase of treasury stock
(321.1
)
 

 

 

 
(321.1
)
Dividends paid
(201.4
)
 
(1,192.9
)
 
(137.2
)
 
1,303.4

 
(228.1
)
Dividends paid to noncontrolling interest holders

 

 
(2.3
)
 

 
(2.3
)
Debt issuance costs
(2.2
)
 

 

 

 
(2.2
)
Payments on long term-debt and capital lease obligations

 
(0.3
)
 

 

 
(0.3
)
Proceeds from short-term borrowings

 
11.9

 
(5.1
)
 

 
6.8

Payments on short-term borrowings

 
(3.0
)
 
(15.3
)
 

 
(18.3
)
Net proceeds from (payments on) revolving credit facilities and commercial paper

 
2.1

 

 

 
2.1

Payments on settlement of derivative instruments

 
(104.5
)
 

 

 
(104.5
)
Change in overdraft balances and other

 
(10.8
)
 

 

 
(10.8
)
Net intercompany financing activity

 
2,364.0

 
425.8

 
(2,789.8
)
 

Net cash provided by (used in) financing activities
(511.1
)
 
1,066.5

 
265.9

 
(1,486.4
)
 
(665.1
)
CASH AND CASH EQUIVALENTS:
 
 
 
 
 
 
 
 
 
Net increase (decrease) in cash and cash equivalents
(230.9
)
 
90.3

 
5.5

 

 
(135.1
)
Effect of foreign exchange rate changes on cash and cash equivalents

 
(17.3
)
 
13.7

 

 
(3.6
)
Balance at beginning of year
832.0

 
349.5

 
36.1

 

 
1,217.6

Balance at end of period
$
601.1

 
$
422.5

 
$
55.3

 
$

 
$
1,078.9

Quarterly Financial Information (Unaudited) Quarterly Financial Information (Tables)
Schedule of Quarterly Financial Information
The following summarizes selected quarterly financial information for fiscal years 2013 and 2012.
2013
First
 
Second
 
Third
 
Fourth
 
Full Year
 
(In millions, except per share data)
Sales
$
1,184.8

 
$
1,659.7

 
$
1,665.4

 
$
1,489.7

 
$
5,999.6

Excise taxes
(356.3
)
 
(481.7
)
 
(494.2
)
 
(461.3
)
 
(1,793.5
)
Net sales
828.5

 
1,178.0

 
1,171.2

 
1,028.4

 
4,206.1

Cost of goods sold
(547.1
)
 
(684.1
)
 
(670.0
)
 
(644.4
)
 
(2,545.6
)
Gross profit
$
281.4

 
$
493.9

 
$
501.2

 
$
384.0

 
$
1,660.5

Amounts attributable to Molson Coors Brewing Company:
 
 
 
 
 
 
 
 
 
Net income (loss) from continuing operations
$
36.5

 
$
276.7

 
$
120.9

 
$
131.2

 
$
565.3

Income (loss) from discontinued operations, net of tax
(0.9
)
 
1.7

 
0.9

 
0.3

 
2.0

Net income (loss) attributable to Molson Coors Brewing Company
$
35.6

 
$
278.4

 
$
121.8

 
$
131.5

 
$
567.3

Basic net income (loss) attributable to Molson Coors Brewing Company per share(1):
 
 
 
 
 
 
 
 
 
From continuing operations
$
0.20

 
$
1.51

 
$
0.65

 
$
0.72

 
$
3.09

From discontinued operations

 
0.01

 
0.01

 

 
0.01

Basic net income (loss) attributable to Molson Coors Brewing Company per share
$
0.20

 
$
1.52

 
$
0.66

 
$
0.72

 
$
3.10

Diluted net income (loss) attributable to Molson Coors Brewing Company per share(1):
 
 
 
 
 
 
 
 
 
From continuing operations
$
0.20

 
$
1.50

 
$
0.65

 
$
0.71

 
$
3.07

From discontinued operations

 
0.01

 
0.01

 

 
0.01

Diluted net income (loss) attributable to Molson Coors Brewing Company per share
$
0.20

 
$
1.51

 
$
0.66

 
$
0.71

 
$
3.08

2012
First
 
Second
 
Third
 
Fourth
 
Full Year
 
(In millions, except per share data)
Sales
$
1,008.1

 
$
1,440.9

 
$
1,685.8

 
$
1,480.2

 
$
5,615.0

Excise taxes
(316.7
)
 
(441.5
)
 
(490.3
)
 
(450.0
)
 
(1,698.5
)
Net sales
691.4

 
999.4

 
1,195.5

 
1,030.2

 
3,916.5

Cost of goods sold
(438.8
)
 
(580.1
)
 
(687.0
)
 
(646.6
)
 
(2,352.5
)
Gross profit
$
252.6

 
$
419.3

 
$
508.5

 
$
383.6

 
$
1,564.0

Amounts attributable to Molson Coors Brewing Company:
 
 
 
 
 
 
 
 
 
Net income (loss) from continuing operations
$
79.4

 
$
104.3

 
$
197.7

 
$
60.1

 
$
441.5

Income (loss) from discontinued operations, net of tax
0.1

 
0.8

 
0.7

 
(0.1
)
 
1.5

Net income (loss) attributable to Molson Coors Brewing Company
$
79.5

 
$
105.1

 
$
198.4

 
$
60.0

 
$
443.0

Basic net income (loss) attributable to Molson Coors Brewing Company per share(1):
 
 
 
 
 
 
 
 
 
From continuing operations
$
0.44

 
$
0.58

 
$
1.09

 
$
0.33

 
$
2.44

From discontinued operations

 

 

 

 
0.01

Basic net income (loss) attributable to Molson Coors Brewing Company per share
$
0.44

 
$
0.58

 
$
1.09

 
$
0.33

 
$
2.45

Diluted net income (loss) attributable to Molson Coors Brewing Company per share(1):
 
 
 
 
 
 
 
 
 
From continuing operations
$
0.44

 
$
0.57

 
$
1.09

 
$
0.33

 
$
2.43

From discontinued operations

 

 

 

 
0.01

Diluted net income (loss) attributable to Molson Coors Brewing Company per share
$
0.44

 
$
0.57

 
$
1.09

 
$
0.33

 
$
2.44


(1)
The sum of the quarterly net income per share amounts may not agree to the full year net income per share amounts. We calculate net income per share based on the weighted average number of outstanding shares during the reporting period. The average number of shares fluctuates throughout the year and can therefore produce a full year result that does not agree to the sum of the individual quarters.
Basis of Presentation and Summary of Significant Accounting Policies Cash flows (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 29, 2012
Dec. 31, 2011
Organization, Consolidation and Presentation of Financial Statements [Abstract]
 
 
 
Maximum maturities period of cash equivalents (in days)
90 days 
 
 
Cash paid for interest
$ 163.8 
$ 191.4 
$ 102.3 
Cash paid for taxes
107.8 
34.6 
62.7 
Non-cash convertible note issued upon close of the Acquisition
$ 0 
$ 645.9 
$ 0 
Basis of Presentation and Summary of Significant Accounting Policies Narrative (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 31, 2013
Dec. 29, 2012
Dec. 31, 2011
Advertising expense
 
$ 458.5 
$ 423.5 
$ 398.8 
Prepaid advertising
13.8 
13.8 
23.9 
 
Interest income
 
13.7 
11.3 
10.7 
Loans receivable, net
31.7 
31.7 
35.8 
 
Fiscal Year, Reporting Period
12 months 
 
 
 
Minimum
 
 
 
 
Number of weeks in fiscal year reporting period
 
 
52 
 
Maximum
 
 
 
 
Number of weeks in fiscal year reporting period
 
53 
 
53 
Term of customer marketing commitments
 
5 years 
 
 
Europe
 
 
 
 
Interest income
 
$ 4.9 
$ 5.7 
$ 6.3 
Buildings and improvements |
Minimum
 
 
 
 
Useful economic lives, minimum (in years)
 
20 years 
 
 
Buildings and improvements |
Maximum
 
 
 
 
Useful economic lives, minimum (in years)
 
40 years 
 
 
Machinery and equipment |
Minimum
 
 
 
 
Useful economic lives, minimum (in years)
 
3 years 
 
 
Machinery and equipment |
Maximum
 
 
 
 
Useful economic lives, minimum (in years)
 
25 years 
 
 
Furniture and fixtures |
Minimum
 
 
 
 
Useful economic lives, minimum (in years)
 
3 years 
 
 
Furniture and fixtures |
Maximum
 
 
 
 
Useful economic lives, minimum (in years)
 
10 years 
 
 
Returnable containers |
Minimum
 
 
 
 
Useful economic lives, minimum (in years)
 
2 years 
 
 
Returnable containers |
Maximum
 
 
 
 
Useful economic lives, minimum (in years)
 
15 years 
 
 
Returnable bottles
 
 
 
 
Useful economic lives, minimum (in years)
 
4 years 
 
 
Crates [Member]
 
 
 
 
Useful economic lives, minimum (in years)
 
7 years 
 
 
Returnable kegs
 
 
 
 
Useful economic lives, minimum (in years)
 
15 years 
 
 
Returnable pallets
 
 
 
 
Useful economic lives, minimum (in years)
 
2 years 
 
 
Software |
Minimum
 
 
 
 
Useful economic lives, minimum (in years)
 
3 years 
 
 
Software |
Maximum
 
 
 
 
Useful economic lives, minimum (in years)
 
5 years 
 
 
Dispensing equipment [Member]
 
 
 
 
Useful economic lives, minimum (in years)
 
7 years 
 
 
Acquisition of StarBev - General (Details) (StarBev L.P. [Member])
0 Months Ended 12 Months Ended
Jun. 15, 2012
USD ($)
Jun. 15, 2012
EUR (€)
Dec. 31, 2013
USD ($)
Dec. 29, 2012
USD ($)
Business Acquisition [Line Items]
 
 
 
 
Business acquisition, cost of acquired entity, liabilities incurred
$ 3,400,000,000 
€ 2,700,000,000 
 
 
Business acquisition-related costs
 
 
$ 10,700,000 
$ 41,100,000 
Acquisition of StarBev - Pro Forma Results (Details) (USD $)
In Millions, except Per Share data, unless otherwise specified
3 Months Ended 12 Months Ended 6 Months Ended 12 Months Ended 6 Months Ended
Dec. 31, 2013
Sep. 28, 2013
Jun. 29, 2013
Mar. 30, 2013
Dec. 29, 2012
Sep. 29, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2013
Dec. 29, 2012
Dec. 31, 2011
Dec. 29, 2012
Euro currency purchase loss
Dec. 29, 2012
Fair value adjustment to acquisition date inventory
Dec. 29, 2012
Senior Notes
Bridge facility fees
Dec. 29, 2012
Interest Rate Contract
Treasury Lock Loss
Jun. 30, 2012
Pro Forma Adjustment
Dec. 29, 2012
Molson Coors Central Europe (MCCE)
Dec. 31, 2013
Molson Coors Central Europe (MCCE)
Dec. 29, 2012
Molson Coors Central Europe (MCCE)
Dec. 31, 2011
Molson Coors Central Europe (MCCE)
Dec. 31, 2013
Molson Coors Central Europe (MCCE)
Europe
Dec. 29, 2012
Molson Coors Central Europe (MCCE)
Central Europe
Business Acquisition [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net sales
$ 1,489.7 
$ 1,665.4 
$ 1,659.7 
$ 1,184.8 
$ 1,480.2 
$ 1,685.8 
$ 1,440.9 
$ 1,008.1 
$ 5,999.6 
$ 5,615.0 
$ 5,169.9 
 
 
 
 
 
$ 493.6 
$ 841.3 
 
 
$ 814.7 
$ 481.2 
Income (loss) from continuing operations before income taxes
 
 
 
 
 
 
 
 
654.5 
592.1 
774.2 
 
 
 
 
 
102.8 
(35.5)
 
 
(47.2)
97.4 
Business acquisition-related costs
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
31.4 
 
10.7 
41.1 
 
 
 
Business acquisition, pro forma adjustments
 
 
 
 
 
 
 
 
 
 
 
57.9 
8.6 
13.0 
39.2 
 
 
 
 
 
 
 
Business Acquisition, Pro Forma Information
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net sales, pro forma
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
4,257.0 1
4,455.7 
 
 
Income from continuing operations before income taxes, pro forma
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
720.8 1
850.0 
 
 
Net income attributable to MCBC, pro forma
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 559.0 1
$ 762.5 
 
 
Net income per common share attributable to MCBC, Basic, pro forma (in dollars per share)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 3.09 1
$ 4.12 
 
 
Net income per common share attributable to MCBC, Diluted, pro forma (in dollars per share)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 3.08 1
$ 4.09 
 
 
Acquisition of StarBev - Fair Value of Consideration Transferred (Details)
12 Months Ended 0 Months Ended 6 Months Ended 0 Months Ended 0 Months Ended
Dec. 31, 2013
USD ($)
Dec. 29, 2012
USD ($)
Dec. 31, 2011
USD ($)
Dec. 31, 2013
Senior Debt Facilities
Convertible Senior Unsecured Note Due 2013 €500 Million 0.0% [Member]
Jun. 15, 2012
Molson Coors Central Europe (MCCE)
USD ($)
Jun. 15, 2012
Molson Coors Central Europe (MCCE)
EUR (€)
Dec. 29, 2012
Molson Coors Central Europe (MCCE)
USD ($)
Jun. 29, 2012
Molson Coors Central Europe (MCCE)
Subordinated Deferred Payment Obligation, Including Interest and Other Costs [Member]
USD ($)
Jun. 15, 2012
Molson Coors Central Europe (MCCE)
Subordinated Deferred Payment Obligation [Member]
Jun. 15, 2012
Molson Coors Central Europe (MCCE)
Senior Debt Facilities
USD ($)
Jun. 15, 2012
Molson Coors Central Europe (MCCE)
Convertible, Unsecured Debt
USD ($)
Jun. 15, 2012
Molson Coors Central Europe (MCCE)
Convertible, Unsecured Debt
Convertible Senior Unsecured Note Due 2013 €500 Million 0.0% [Member]
EUR (€)
Business Acquisition, Cost of Acquired Entity, Purchase Price [Abstract]
 
 
 
 
 
 
 
 
 
 
 
 
Cash consideration to Seller
 
 
 
 
$ 1,816,000,000 
 
$ 2,257,400,000 1
 
 
 
 
 
Cost of acquired entity, liabilities incurred
 
 
 
 
3,400,000,000 
2,700,000,000 
 
 
 
585,000,000 2
645,900,000 3
500,000,000 
Total consideration
 
 
 
 
3,046,900,000 
 
 
 
 
 
 
 
Cash, net of bank overdraft acquired
 
 
 
 
(42,300,000)4
 
 
 
 
 
 
 
Subordinated deferred payment obligation (SDPO) with third-party creditors
 
 
 
 
423,400,000 5
 
 
 
 
 
 
 
Cash Acquired from Acquisition
 
 
 
 
143,600,000 
 
 
 
 
 
 
 
Bank Overdrafts Assumed In Acquisition
 
 
 
 
101,300,000 
 
 
 
 
 
 
 
Debt instrument, interest rate percentage
 
 
 
0.00% 
 
 
 
 
11.00% 
 
 
 
Payments on debt assumed in Acquisition
424,300,000 
 
 
 
 
425,700,000 
 
 
 
 
Interest expense, SDPO
(183,800,000)
(196,300,000)
(118,700,000)
 
 
 
 
(1,400,000)
 
 
 
 
Statements of Cash Flow Information, Business Acquisition
 
 
 
 
 
 
 
 
 
 
 
 
Operating activities
 
 
 
 
 
 
1,400,000 6
 
 
 
 
 
Cash consideration to Seller
 
 
 
 
1,816,000,000 
 
2,257,400,000 1
 
 
 
 
 
Financing activities
(6,700,000)
105,000,000 
10,800,000 
 
 
 
424,300,000 6
 
 
 
 
 
Total cash used
 
 
 
 
 
 
2,683,100,000 
 
 
 
 
 
Non-cash convertible note issued upon close of the Acquisition
645,900,000 
 
 
 
645,900,000 7
 
 
 
645,900,000 
 
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net
 
 
 
 
$ 3,428,000,000 
 
 
 
 
 
 
 
Acquisition of StarBev - Allocation of Consideration Transferred (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended 0 Months Ended 12 Months Ended
Dec. 31, 2013
Dec. 29, 2012
Dec. 31, 2011
Jun. 15, 2012
Molson Coors Central Europe (MCCE)
Jun. 29, 2012
Molson Coors Central Europe (MCCE)
Subordinated Deferred Payment Obligation, Including Interest and Other Costs [Member]
Jun. 15, 2012
Molson Coors Central Europe (MCCE)
Subordinated Deferred Payment Obligation, Including Interest and Other Costs [Member]
Dec. 31, 2013
Europe
Brand Impairment [Member]
Business Acquisition [Line Items]
 
 
 
 
 
 
 
Impairment of Intangible Assets, Indefinite-lived (Excluding Goodwill)
 
 
 
 
 
 
$ 150.9 1
Purchase price adjustment
(15.4)
 
 
 
 
 
 
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net [Abstract]
 
 
 
 
 
 
 
Cash and cash equivalents
 
 
 
143.6 
 
 
 
Current assets
 
 
 
263.5 2
 
 
 
Properties
 
 
 
571.7 
 
 
 
Other intangibles, net
 
 
 
2,481.0 3
 
 
 
Other assets
 
 
 
36.7 
 
 
 
Total assets acquired
 
 
 
3,496.5 
 
 
 
Current liabilities
 
 
 
849.0 
 
423.4 
 
Non-current liabilities
 
 
 
456.1 
 
 
 
Total liabilities assumed
 
 
 
1,305.1 
 
 
 
Total identifiable net assets
 
 
 
2,191.4 
 
 
 
Noncontrolling interest measured at fair value
 
 
 
40.6 
 
 
 
Goodwill
2,418.7 
2,453.1 
1,453.3 
896.1 
 
 
 
Total consideration
 
 
 
3,046.9 
 
 
 
Business acquisition, assets assumed, net receivables
 
 
 
167.5 
 
 
 
Business acquisition, assets assumed, inventory
 
 
 
57.3 
 
 
 
Payments on debt assumed in Acquisition
424.3 
 
425.7 
 
 
Deferred tax liabilities
$ 911.4 
$ 948.5 
 
$ 404.0 
 
 
 
Segment Reporting Income (Loss) From Continuing Operations (Details)
In Millions, unless otherwise specified
3 Months Ended 12 Months Ended 0 Months Ended 12 Months Ended
Dec. 31, 2013
USD ($)
Sep. 28, 2013
USD ($)
Jun. 29, 2013
USD ($)
Mar. 30, 2013
USD ($)
Dec. 29, 2012
USD ($)
Sep. 29, 2012
USD ($)
Jun. 30, 2012
USD ($)
Mar. 31, 2012
USD ($)
Dec. 31, 2013
USD ($)
Dec. 29, 2012
USD ($)
Dec. 31, 2011
USD ($)
Nov. 5, 2013
Heineken
Subsequent Event
CAD ($)
Dec. 31, 2013
Canada
USD ($)
Dec. 29, 2012
Canada
USD ($)
Dec. 31, 2011
Canada
USD ($)
Dec. 31, 2013
U.S.
USD ($)
Dec. 29, 2012
U.S.
USD ($)
Dec. 31, 2011
U.S.
USD ($)
Dec. 31, 2013
Europe
USD ($)
Dec. 29, 2012
Europe
USD ($)
Dec. 31, 2011
Europe
USD ($)
Dec. 31, 2013
Europe
Brand Impairment
USD ($)
intangible_asset
Dec. 31, 2013
MCI
USD ($)
Dec. 29, 2012
MCI
USD ($)
Dec. 31, 2011
MCI
USD ($)
Dec. 31, 2013
Corporate
USD ($)
Dec. 29, 2012
Corporate
USD ($)
Dec. 31, 2011
Corporate
USD ($)
Dec. 31, 2013
Eliminations
USD ($)
Dec. 29, 2012
Eliminations
USD ($)
Dec. 31, 2011
Eliminations
USD ($)
Segment Reporting
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net sales
$ 1,028.4 
$ 1,171.2 
$ 1,178.0 
$ 828.5 
$ 1,030.2 
$ 1,195.5 
$ 999.4 
$ 691.4 
$ 4,206.1 
$ 3,916.5 
$ 3,515.7 
 
$ 1,943.8 
$ 2,036.8 
$ 2,067.3 
$ 0 
$ 0 
$ 0 
$ 2,128.3 
$ 1,747.5 1
$ 1,333.5 2
 
$ 137.6 
$ 147.0 
$ 122.6 
$ 1.2 
$ 1.2 
$ 1.3 
$ (4.8)3
$ (16.0)3
$ (9.0)3
Interest expense
 
 
 
 
 
 
 
 
(183.8)
(196.3)
(118.7)
 
1
2
 
(183.8)
(196.3)
(118.7)
3
3
3
Interest income
 
 
 
 
 
 
 
 
13.7 
11.3 
10.7 
 
4.9 
5.7 1
6.3 2
 
8.8 
5.6 
4.4 
3
3
3
Income (loss) from continuing operations before income taxes
 
 
 
 
 
 
 
 
654.5 
592.1 
774.2 
 
363.3 
423.0 
474.9 
539.0 
510.9 
457.9 
34.3 4
136.2 1
99.3 2
 
(11.8)
(72.1)
(33.3)
(270.3)
(405.9)
(224.6)
3
3
3
Income tax benefit (expense)
 
 
 
 
 
 
 
 
(84.0)
(154.5)
(99.4)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net income (loss) from continuing operations
 
 
 
 
 
 
 
 
570.5 
437.6 
674.8 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Less: Net (income) loss attributable to noncontrolling interests
 
 
 
 
 
 
 
 
(5.2)
3.9 
(0.8)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net income (loss) from continuing operations attributable to MCBC
131.2 
120.9 
276.7 
36.5 
60.1 
197.7 
104.3 
79.4 
565.3 
441.5 
674.0 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Non-cash impairment on indefinite-lived intangible assets
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
150.9 5
 
 
 
 
 
 
 
 
 
Number of indefinite-lived intangible assets
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Proceeds from divestiture of joint venture interest
 
 
 
 
 
 
 
 
 
 
 
$ 13.0 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Total Assets (Details) (USD $)
In Millions, unless otherwise specified
Dec. 31, 2013
Dec. 29, 2012
Segment Reporting
 
 
Total assets
$ 15,580.1 
$ 16,212.2 
Canada
 
 
Segment Reporting
 
 
Total assets
6,103.2 
6,547.1 
U.S.
 
 
Segment Reporting
 
 
Total assets
2,506.5 
2,431.8 
Europe
 
 
Segment Reporting
 
 
Total assets
6,547.7 
6,742.4 
MCI
 
 
Segment Reporting
 
 
Total assets
83.3 
92.0 
Corporate
 
 
Segment Reporting
 
 
Total assets
$ 339.4 
$ 398.9 
Segment Reporting Cash Flows (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 29, 2012
Dec. 31, 2011
Segment Reporting
 
 
 
Depreciation and amortization
$ 320.5 1
$ 272.7 1
$ 217.1 1
Capital expenditures
293.9 2
222.3 2
235.4 2
Canada
 
 
 
Segment Reporting
 
 
 
Depreciation and amortization
122.8 1
128.2 1
125.0 1
Capital expenditures
75.7 2
98.8 2
138.8 2
Europe
 
 
 
Segment Reporting
 
 
 
Depreciation and amortization
185.0 1
131.6 1
75.6 1
Capital expenditures
204.6 2
110.7 2
80.3 2
MCI
 
 
 
Segment Reporting
 
 
 
Depreciation and amortization
2.9 1
3.4 1
3.2 1
Capital expenditures
1.6 2
5.8 2
12.4 2
Corporate
 
 
 
Segment Reporting
 
 
 
Depreciation and amortization
9.8 1
9.5 1
13.3 1
Capital expenditures
$ 12.0 2
$ 7.0 2
$ 3.9 2
Segment Reporting Net Sales (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2013
Sep. 28, 2013
Jun. 29, 2013
Mar. 30, 2013
Dec. 29, 2012
Sep. 29, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2013
Dec. 29, 2012
Dec. 31, 2011
Segment Reporting
 
 
 
 
 
 
 
 
 
 
 
Restructuring, Settlement and Impairment Provisions
 
 
 
 
 
 
 
 
$ 200.0 
$ 81.4 
$ 12.3 
Maximum Percentage of Sales Accounted for by Single Customer
 
 
 
 
 
 
 
 
10.00% 
 
 
Net sales
1,028.4 
1,171.2 
1,178.0 
828.5 
1,030.2 
1,195.5 
999.4 
691.4 
4,206.1 
3,916.5 
3,515.7 
Interest Expense
 
 
 
 
 
 
 
 
183.8 
196.3 
118.7 
Investment Income, Interest
 
 
 
 
 
 
 
 
13.7 
11.3 
10.7 
Income (Loss) from Continuing Operations before Equity Method Investments, Income Taxes, Extraordinary Items, Noncontrolling Interest
 
 
 
 
 
 
 
 
654.5 
592.1 
774.2 
Unaffiliated Customers
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting
 
 
 
 
 
 
 
 
 
 
 
Net sales
 
 
 
 
 
 
 
 
4,206.1 
3,916.5 
3,515.7 
Europe
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting
 
 
 
 
 
 
 
 
 
 
 
Net sales
 
 
 
 
 
 
 
 
2,128.3 
1,747.5 1
1,333.5 2
Interest Expense
 
 
 
 
 
 
 
 
1
2
Investment Income, Interest
 
 
 
 
 
 
 
 
4.9 
5.7 1
6.3 2
Income (Loss) from Continuing Operations before Equity Method Investments, Income Taxes, Extraordinary Items, Noncontrolling Interest
 
 
 
 
 
 
 
 
34.3 3
136.2 1
99.3 2
Canada
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting
 
 
 
 
 
 
 
 
 
 
 
Net sales
 
 
 
 
 
 
 
 
1,943.8 
2,036.8 
2,067.3 
Interest Expense
 
 
 
 
 
 
 
 
Investment Income, Interest
 
 
 
 
 
 
 
 
Income (Loss) from Continuing Operations before Equity Method Investments, Income Taxes, Extraordinary Items, Noncontrolling Interest
 
 
 
 
 
 
 
 
363.3 
423.0 
474.9 
Canada |
Unaffiliated Customers
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting
 
 
 
 
 
 
 
 
 
 
 
Net sales
 
 
 
 
 
 
 
 
1,839.8 
1,930.7 
1,987.4 
United States and its territories |
Unaffiliated Customers
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting
 
 
 
 
 
 
 
 
 
 
 
Net sales
 
 
 
 
 
 
 
 
105.2 
107.3 
81.3 
Europe |
Unaffiliated Customers
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting
 
 
 
 
 
 
 
 
 
 
 
Net sales
 
 
 
 
 
 
 
 
1,261.6 
1,218.4 
1,313.9 
Other foreign countries(1) |
Unaffiliated Customers
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting
 
 
 
 
 
 
 
 
 
 
 
Net sales
 
 
 
 
 
 
 
 
$ 999.5 4
$ 660.1 4
$ 133.1 4
Segment Reporting Properties (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 29, 2012
Segment Reporting
 
 
Properties, net
$ 1,970.1 
$ 1,995.9 
Maximum percentage of properties accounted for by single country
10.00% 
 
Canada
 
 
Segment Reporting
 
 
Properties, net
814.8 
893.8 
United States and its territories
 
 
Segment Reporting
 
 
Properties, net
38.6 
33.1 
Europe
 
 
Segment Reporting
 
 
Properties, net
503.4 
474.7 
Other foreign countries(1)
 
 
Segment Reporting
 
 
Properties, net
$ 613.3 1
$ 594.3 1
Investments Investment in MillerCoors (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Directors
Dec. 31, 2013
Directors
Dec. 31, 2012
Dec. 31, 2011
Dec. 29, 2012
Dec. 31, 2010
Home Draft
 
 
 
 
 
 
Results Of Operations
 
 
 
 
 
 
Impairment of finite-lived intangible assets
 
 
$ 31.8 
 
 
 
MillerCoors
 
 
 
 
 
 
Schedule of Equity Method Investments [Line Items]
 
 
 
 
 
 
Number of directors appointed
 
 
 
 
MCBC economic Interest (as a percent)
42.00% 
42.00% 
 
 
42.00% 
42.00% 
Voting interest shared (as a percent)
50.00% 
50.00% 
 
 
 
 
Restriction on transferring economic or voting interest in the joint venture (in years)
 
5 years 
 
 
 
 
Condensed balance sheets
 
 
 
 
 
 
Current assets
798.4 
798.4 
841.4 
 
 
 
Non-current assets
8,989.3 
8,989.3 
8,949.9 
 
 
 
Total assets
9,787.7 
9,787.7 
9,791.3 
 
 
 
Current liabilities
950.1 
950.1 
958.5 
 
 
 
Non-current liabilities
1,346.2 
1,346.2 
1,537.5 
 
 
 
Total liabilities
2,296.3 
2,296.3 
2,496.0 
 
 
 
Noncontrolling interests
20.7 
20.7 
28.4 
 
 
 
Owners' equity
7,470.7 
7,470.7 
7,266.9 
 
 
 
Total liabilities and equity
9,787.7 
9,787.7 
9,791.3 
 
 
 
Results Of Operations
 
 
 
 
 
 
Net sales
7,800.8 
 
7,761.1 
7,550.2 
 
 
Cost of goods sold
(4,723.7)
 
(4,689.7)
(4,647.9)
 
 
Gross profit
3,077.1 
 
3,071.4 
2,902.3 
 
 
Operating income
1,287.4 1
 
1,211.1 1
1,020.3 1
 
 
Net income attributable to MillerCoors
1,270.5 1
 
1,190.9 1
1,003.8 1
 
 
Impairment of finite-lived intangible assets
 
 
 
60.0 
 
 
SAB Miller
 
 
 
 
 
 
Schedule of Equity Method Investments [Line Items]
 
 
 
 
 
 
Number of directors appointed
 
 
 
 
MCBC economic Interest (as a percent)
58.00% 
58.00% 
 
 
 
 
Voting interest shared (as a percent)
50.00% 
50.00% 
 
 
 
 
Milwaukee Brewery Pension Plan [Member]
 
 
 
 
 
 
Results Of Operations
 
 
 
 
 
 
Impairment of finite-lived intangible assets
 
 
 
$ 50.9 
 
 
Investments MCBC proportional share in MillerCoors (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 29, 2012
Dec. 31, 2011
Dec. 31, 2013
MillerCoors
Dec. 31, 2012
MillerCoors
Dec. 31, 2011
MillerCoors
Dec. 29, 2012
MillerCoors
Dec. 31, 2010
MillerCoors
Dec. 31, 2013
Molson Coors Brewing Company (MCBC)
Dec. 31, 2012
Molson Coors Brewing Company (MCBC)
Schedule of Equity Method Investments [Line Items]
 
 
 
 
 
 
 
 
 
 
MillerCoors owners' equity
$ 8,638.9 
$ 7,966.9 
 
$ 7,470.7 
$ 7,266.9 
 
 
 
 
 
Net income attributable to MillerCoors
 
 
 
1,270.5 1
1,190.9 1
1,003.8 1
 
 
 
 
MCBC economic Interest (as a percent)
 
 
 
42.00% 
 
 
42.00% 
42.00% 
42.00% 
42.00% 
MCBC proportionate share in MillerCoors' equity
 
 
 
 
 
 
 
 
3,137.7 
3,052.1 
Difference between MCBC contributed cost basis and proportional share of the underlying equity in net assets of MillerCoors
 
 
 
 
 
 
 
 
(666.2)
(670.8)
Accounting policy elections
 
 
 
 
 
 
 
 
35.0 
35.0 
Timing differences of cash contributions and distributions as a result of different fiscal periods
 
 
 
 
 
 
 
 
15.5 
Investment in MillerCoors
2,506.5 
2,431.8 
 
 
 
 
 
 
2,506.5 
2,431.8 
MCBC proportionate share of MillerCoors net income
 
 
 
533.6 
500.2 
421.6 
 
 
 
 
Amortization of the difference between MCBC contributed cost basis and proportional share of the underlying equity in net assets of MillerCoors
 
 
 
4.6 
4.9 
35.4 
 
 
 
 
Share-based compensation adjustment
 
 
 
0.8 2
5.8 2
0.9 2
 
 
 
 
Equity income in MillerCoors
539.0 
510.9 
457.9 
539.0 
510.9 
457.9 
 
 
 
 
Restructuring charges
26.8 
34.9 
2.7 
17.2 
 
 
 
 
 
 
Asset write-offs
 
 
 
2.6 
 
 
 
 
 
 
Impairment of finite-lived intangible assets
 
 
 
 
 
$ 60.0 
 
 
 
 
Investments Transactions with MillerCoors (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 31, 2011
Dec. 29, 2012
MillerCoors
Dec. 31, 2013
MillerCoors
Schedule of Equity Method Investments [Line Items]
 
 
 
 
Beer sales to MillerCoors
$ 16.6 
$ 28.2 
$ 18.9 
 
Beer purchases from MillerCoors
19.2 
11.5 
13.1 
 
Service agreement costs and other charges to MillerCoors
2.5 
6.0 
3.7 
 
Service agreement costs and other charges from MillerCoors
1.1 
1.3 
1.2 
 
Net payables due to affiliate
 
 
 
4.4 
Net receivables due from affiliate
 
 
0.8 
 
Undistributed Earnings, Basic
 
 
$ 0 
 
Investments Other Equity Investments (Details)
12 Months Ended 0 Months Ended 12 Months Ended 0 Months Ended 12 Months Ended 0 Months Ended 12 Months Ended 0 Months Ended 12 Months Ended 1 Months Ended 3 Months Ended 1 Months Ended
Dec. 31, 2013
USD ($)
Dec. 29, 2012
USD ($)
Dec. 31, 2011
USD ($)
Dec. 31, 2013
Grolsch
Nov. 5, 2013
Modelo
Dec. 31, 2013
Modelo
USD ($)
Dec. 29, 2012
Modelo
USD ($)
Dec. 31, 2011
Modelo
USD ($)
Nov. 5, 2013
Modelo
Subsequent Event
CAD ($)
Dec. 31, 2013
Modelo
Affiliate
USD ($)
Dec. 31, 2013
ABI
Dec. 29, 2013
Tradeteam Ltd
USD ($)
Dec. 23, 2013
Tradeteam Ltd
USD ($)
Dec. 31, 2013
Tradeteam Ltd
USD ($)
Dec. 29, 2012
Tradeteam Ltd
USD ($)
Dec. 31, 2011
Tradeteam Ltd
USD ($)
Dec. 29, 2013
Tradeteam Ltd
Prepayment received for future benefits
USD ($)
Dec. 29, 2013
Tradeteam Ltd
Determination of loss on sale of investment
USD ($)
Dec. 23, 2013
Tradeteam Ltd
Distribution Agreement
Dec. 31, 2013
BRI
USD ($)
Dec. 29, 2012
BRI
USD ($)
Dec. 31, 2011
BRI
USD ($)
Dec. 31, 2013
BDL
USD ($)
members
Dec. 29, 2012
BDL
USD ($)
Dec. 31, 2011
BDL
USD ($)
Dec. 31, 2013
Modelo Molson Imports LP (MMI)
Dec. 31, 2013
MC Si Hai
USD ($)
Sep. 30, 2012
MC Si Hai
USD ($)
Jun. 30, 2012
MC Si Hai
USD ($)
Dec. 31, 2013
MC Si Hai
Deconsolidation liability
USD ($)
Dec. 31, 2013
MC Si Hai
Proceeds from sale
USD ($)
Schedule of Equity Method Investments [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Early termination payment upon exit of joint venture
$ 0 
$ 0 
$ (83,200,000)
 
 
 
 
 
 
 
 
 
$ 40,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Estimated useful life
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
10 years 
 
 
 
 
 
 
 
 
 
 
 
 
Investment in joint venture
2,506,500,000 
2,431,800,000 
 
 
 
21,200,000 
 
 
 
 
 
 
 
 
17,700,000 
 
 
 
 
(13,600,000)
41,900,000 
 
15,400,000 
8,400,000 
 
 
 
 
 
 
 
Purchase accounting historical costs corrections
 
400,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Administrative fees related to agreements
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
118,100,000 
124,300,000 
99,500,000 
59,600,000 
61,900,000 
41,600,000 
 
 
 
 
 
 
Administrative fees receivable related to agreements
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
29,100,000 
37,900,000 
 
(3,500,000)
9,100,000 
 
 
 
 
 
 
 
Number of members in distribution operation
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Voting control percentage shared by members (as a percent)
 
 
 
 
 
50.00% 
 
 
 
 
50.00% 
 
 
 
 
 
 
 
 
 
 
 
50.00% 
 
 
50.00% 
 
 
 
 
 
Joint venture agreement, term
 
 
 
 
10 years 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Proceeds from divestiture of joint venture interest
 
 
 
 
 
 
 
 
70,000,000 
 
 
29,500,000 
 
 
 
 
19,800,000 
9,700,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
Loss on disposal on joint venture
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
6,000,000 
 
 
5,400,000 
600,000 
Restructuring, Settlement and Impairment Provisions
200,000,000 
81,400,000 
12,300,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Legal and other fees related to disposal of joint venture
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1,200,000 
 
 
 
 
Net payable owed to joint venture
 
 
 
 
 
 
 
 
 
13,800,000 
 
 
 
18,500,000 
14,600,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Definite-lived intangible asset, carrying value
 
 
 
 
 
5,400,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Equity earnings from joint venture interest
19,100,000 
15,700,000 
23,200,000 
 
 
11,700,000 
12,000,000 
15,400,000 
 
 
 
 
 
4,600,000 
6,000,000 
6,400,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Marketing and administrative cost recoveries
 
 
 
 
 
11,300,000 
12,500,000 
11,300,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Joint venture, ownership percentage
 
 
 
49.00% 
 
 
 
 
 
 
 
 
 
49.90% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Service costs incurred under joint venture
 
 
 
 
 
 
 
 
 
 
 
 
 
126,900,000 
128,500,000 
130,700,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Loss on goodwill impairment
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
9,500,000 
 
 
Loss on impairment of intangible assets
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
900,000 
 
 
Asset impairment charges
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 27,600,000 
$ 10,400,000 
 
 
Investments Consolidated Variable Interest Entity and Other (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 29, 2012
Dec. 31, 2011
Variable Interest Entity
 
 
 
Restructuring, Settlement and Impairment Provisions
$ 200.0 
$ 81.4 
$ 12.3 
Total assets
15,580.1 
16,212.2 
 
Liabilities
6,916.3 
8,220.6 
 
Grolsch
 
 
 
Variable Interest Entity
 
 
 
Total assets
5.6 
10.0 
 
Liabilities
1.7 
5.6 
 
Cobra
 
 
 
Variable Interest Entity
 
 
 
Total assets
36.5 
33.2 
 
Liabilities
1.9 
3.3 
 
Cobra
 
 
 
Variable Interest Entity
 
 
 
Interest Purchased (as a percent)
50.10% 
 
 
Termination fees and other (gains)/losses |
Europe
 
 
 
Variable Interest Entity
 
 
 
Restructuring, Settlement and Impairment Provisions
$ 13.2 1
$ 0 1
$ 0 1
Other Income and Expense (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 29, 2012
Dec. 31, 2011
Other income and expense:
 
 
 
Other income (expense), net
$ 18.9 
$ (90.3)
$ (11.0)
Gain on sale of non-operating asset
 
 
 
Other income and expense:
 
 
 
Other income (expense), net
23.5 1
5.2 1
1.0 1
Bridge facility fees
 
 
 
Other income and expense:
 
 
 
Other income (expense), net
2
(13.0)2
2
Euro currency purchase loss
 
 
 
Other income and expense:
 
 
 
Other income (expense), net
3
(57.9)3
3
Gain from Foster's swap and related financial instruments
 
 
 
Other income and expense:
 
 
 
Other income (expense), net
4
4
0.8 4
Gain (loss) from foreign exchange and derivatives
 
 
 
Other income and expense:
 
 
 
Other income (expense), net
(7.8)5
(25.2)5
(6.9)5
Loss related to change in designation of cross currency swaps
 
 
 
Other income and expense:
 
 
 
Other income (expense), net
6
6
(6.7)6
Other, net
 
 
 
Other income and expense:
 
 
 
Other income (expense), net
$ 3.2 
$ 0.6 
$ 0.8 
[1] In 1991, we became a limited partner in the Colorado Rockies Baseball Club, Ltd. ("the Partnership"), treated as a cost method investment. Effective November 8, 2013, we sold our 14.6% interest in the Partnership and recognized a gain of $22.3 million. We did not make any cash contributions in 2013, 2012 or 2011, and cash distributions, recognized within other income, from the Partnership were immaterial in 2013, 2012 and 2011. Additionally, during the first quarter of 2013, we realized a $1.2 million gain for proceeds received related to a non-income-related tax settlement resulting from historical activity within our former investment in the Montreal Canadiens.Included in this amount is a $5.2 million gain related to the sale of water rights in 2012. This also includes a related party gain of $1.0 million in 2011 related to sales of non-core real estate in Golden, Colorado to MillerCoors for $1.0 million. The selling price was based on a market appraisal by an independent third party.
[5] Included in this amount are losses of $2.4 million and $23.8 million for 2013 and 2012, respectively, related to foreign currency movements on foreign-denominated financing instruments entered into in conjunction with the financing and the closing of the Acquisition. Additionally, we recorded a net loss of $4.9 million during 2013, related to foreign cash positions and foreign exchange contracts entered into to hedge our risk associated with the payment of this foreign-denominated debt. See Note 13, "Debt" and Note 17, "Derivative Instruments and Hedging Activities" for further discussion of financing and hedging activities related to the Acquisition. Additionally, we recorded losses of $0.5 million, $1.4 million and $6.9 million related to other foreign exchange and derivative activity during 2013, 2012 and 2011, respectively.
Other Income and Expense Footnotes (Details) (USD $)
12 Months Ended 0 Months Ended 3 Months Ended 12 Months Ended
Dec. 31, 2013
Dec. 29, 2012
Dec. 31, 2011
Dec. 31, 2011
MillerCoors
May 3, 2012
Senior Notes
Oct. 6, 2010
Senior Notes
Nov. 8, 2013
Gain on sale of non-operating asset
Mar. 30, 2013
Gain on sale of non-operating asset
Nov. 8, 2013
Gain on sale of non-operating asset
Molson Coors Brewing Company (MCBC)
Dec. 31, 2013
Loss from foreign exchange and derivatives
Molson Coors Central Europe (MCCE)
Dec. 29, 2012
Loss from foreign exchange and derivatives
Molson Coors Central Europe (MCCE)
Dec. 31, 2011
Loss from foreign exchange and derivatives
Molson Coors Central Europe (MCCE)
Dec. 31, 2013
Foreign cash positions and foreign exchange contracts
Molson Coors Central Europe (MCCE)
Dec. 29, 2012
Sale of water rights
Related Party Transaction [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Ownership percentage by noncontrolling owners
 
 
 
 
 
 
 
 
14.60% 
 
 
 
 
 
Gain on sale of noncontrolling interest
 
 
 
 
 
 
$ 22,300,000 
 
 
 
 
 
 
 
Gain for proceeds received related to non-income-related tax settlement
 
 
 
 
 
 
 
1,200,000 
 
 
 
 
 
 
Face amount of senior notes
 
 
 
 
1,900,000,000 
500,000,000 
 
 
 
 
 
 
 
 
Loss on foreign currency movements
 
 
 
 
 
 
 
 
 
(2,400,000)
(23,800,000)
 
 
 
Loss on other foreign exchange and derivative activity
(8,400,000)
(38,000,000)
(9,100,000)
 
 
 
 
 
 
(500,000)
(1,400,000)
(6,900,000)
(4,900,000)
 
Other nonoperating income
 
 
 
 
 
 
 
 
 
 
 
 
 
5,200,000 
Gain on sale of non-core real estate to related parties
 
 
 
$ 1,000,000 
 
 
 
 
 
 
 
 
 
 
Income Tax Tax (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 12 Months Ended 6 Months Ended 19 Months Ended 6 Months Ended 12 Months Ended
Dec. 29, 2012
Dec. 31, 2013
Dec. 29, 2012
Dec. 31, 2011
Dec. 29, 2012
Central Europe
Dec. 31, 2013
Central Europe
Dec. 29, 2012
Serbia
Dec. 31, 2013
Serbia
Forecast
Pre-tax income
 
 
 
 
 
 
 
 
Domestic
 
$ 809.7 
$ 712.8 
$ 767.2 
 
 
 
 
Foreign
 
(155.2)
(120.7)
7.0 
 
 
 
 
Income (loss) from continuing operations before income taxes
 
654.5 
592.1 
774.2 
 
 
 
 
Current:
 
 
 
 
 
 
 
 
Federal
 
39.1 
45.5 
29.8 
 
 
 
 
State
 
11.8 
8.3 
5.7 
 
 
 
 
Foreign
 
50.7 
28.2 
25.0 
 
 
 
 
Total current tax expense (benefit)
 
101.6 
82.0 
60.5 
 
 
 
 
Deferred:
 
 
 
 
 
 
 
 
Federal
 
59.6 
47.9 
58.8 
 
 
 
 
State
 
5.1 
6.3 
2.1 
 
 
 
 
Foreign
 
(82.3)
18.3 
(22.0)
 
 
 
 
Total deferred tax expense (benefit)
 
(17.6)
72.5 
38.9 
 
 
 
 
Total income tax expense (benefit) from continuing operations
 
84.0 
154.5 
99.4 
 
 
 
 
Effective Income Tax Rate Reconciliation, Percent [Abstract]
 
 
 
 
 
 
 
 
Statutory Federal income tax rate
 
35.00% 
35.00% 
35.00% 
9.00% 
20.00% 
10.00% 
15.00% 
State income taxes, net of federal benefits
 
1.30% 
1.40% 
1.60% 
 
 
 
 
Effect of foreign tax rates
 
(27.40%)
(24.50%)
(21.40%)
 
 
 
 
Effect of foreign tax law and rate changes
 
0.50% 
6.80% 
(0.40%)
 
 
 
 
Effect of unrecognized tax benefits
 
3.30% 
(0.70%)
(1.10%)
 
 
 
 
Change in valuation allowance
 
(1.50%)
6.00% 
0.00% 
 
 
 
 
Other, net
 
1.60% 
2.10% 
(0.90%)
 
 
 
 
Effective tax rate
 
12.80% 
26.10% 
12.80% 
 
 
 
 
Increase in deferred tax liability
$ 38.3 
 
 
 
 
 
 
 
Income Tax Deferred Tax Assets And Liabilities (Details) (USD $)
In Millions, unless otherwise specified
Dec. 31, 2013
Dec. 29, 2012
Current deferred tax assets:
 
 
Compensation related obligations
$ 1.2 
$ 2.9 
Foreign exchange
29.3 
Accrued liabilities and other
49.4 
53.5 
Tax loss carryforwards
6.1 
Valuation allowance
(3.0)
(20.2)
Balance sheet reserves and accruals
2.4 
Other
0.6 
Total current deferred tax assets
79.3 
42.9 
Current deferred tax liabilities:
 
 
Partnership investments
160.9 
151.6 
Balance sheet reserves and accruals
4.5 
Other
6.1 
(0.1)
Total current deferred tax liabilities
167.0 
156.0 
Net current deferred tax liabilities
87.7 
113.1 
Non-current deferred tax assets:
 
 
Compensation related obligations
8.7 
13.3 
Postretirement benefits
94.8 
209.6 
Foreign exchange losses
14.8 
119.5 
Convertible debt
0.4 
Hedging
9.4 
Tax credit carryforward
1.7 
Tax loss carryforwards
154.7 
110.9 
Intercompany financing
8.4 
8.4 
Partnership investments
11.8 
12.2 
Accrued liabilities and other
5.5 
19.3 
Other(1)
16.6 1
19.6 1
Valuation allowance
(94.7)
(137.3)
Total non-current deferred tax assets
222.3 
385.3 
Non-current deferred tax liabilities:
 
 
Fixed assets
120.5 
132.6 
Partnership investments
22.1 
39.6 
Intangibles
939.5 
1,028.7 
Hedging
7.2 
Other
6.1 
7.5 
Total non-current deferred tax liabilities
1,095.4 
1,208.4 
Deferred Tax Liabilities, Net [by Jurisdiction], Noncurrent
873.1 
823.1 
Net non-current deferred tax liabilities
911.4 
948.5 
Net Deferred Tax Assets and Liabilities Are Presented And Composed Of The Following
 
 
Domestic net current deferred tax liabilities
138.1 
152.3 
Foreign net current deferred tax assets
50.4 
39.2 
Net current deferred tax liabilities
(87.7)
(113.1)
Domestic net non-current deferred tax assets
22.2 
125.4 
Deferred tax assets net noncurrent foreign
16.1 
Foreign net non-current deferred tax liabilities
911.4 
948.5 
Net non-current deferred tax liabilities
(873.1)
(823.1)
General Business Tax Credit Carryforward [Member] |
Internal Revenue Service (IRS)
 
 
Operating Loss Carryforwards [Line Items]
 
 
Operating Loss and Tax Credit Carryforwards, Valuation Allowance
$ 97.7 
$ 157.5 
Income Tax Unrecognized Tax Benefit (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 29, 2012
Dec. 31, 2011
Dec. 31, 2014
Minimum
Forecast
Dec. 31, 2014
Maximum
Forecast
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward]
 
 
 
 
 
Balance at beginning of year
$ 75.5 
$ 70.7 
$ 84.9 
 
 
Additions for tax positions related to the current year
3.7 
9.9 
9.6 
 
 
Additions for tax positions of prior years
59.2 
8.6 
4.3 
 
 
Reductions for tax positions of prior years
(3.2)
(0.1)
(0.1)
 
 
Settlements
(2.6)
(0.9)
(1.5)
(19.0)
(24.0)
Release due to statute expiration and legislative changes
(24.9)
(14.4)
(25.6)
 
 
Foreign currency adjustment
(3.5)
1.7 
(0.9)
 
 
Balance at end of year
$ 104.2 
$ 75.5 
$ 70.7 
 
 
Income Tax Narrative (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended 12 Months Ended 12 Months Ended 0 Months Ended 12 Months Ended
Dec. 31, 2013
Dec. 29, 2012
Dec. 31, 2011
Dec. 25, 2010
Dec. 31, 2013
Minimum
Dec. 31, 2013
Maximum
Dec. 31, 2013
General Business
Internal Revenue Service (IRS)
Dec. 29, 2012
General Business
Internal Revenue Service (IRS)
Dec. 31, 2013
General Business
U.S. States
Dec. 29, 2012
General Business
U.S. States
Dec. 31, 2014
General Business
U.S. States
Minimum
Jan. 2, 2029
General Business
U.S. States
Maximum
Dec. 31, 2013
General Business
Foreign Tax Authority [Member]
Dec. 29, 2012
General Business
Foreign Tax Authority [Member]
Dec. 31, 2033
General Business
Foreign Tax Authority [Member]
Maximum
Dec. 31, 2013
General Business
Europe(1)
Dec. 29, 2012
General Business
Europe(1)
Tax loss carryforwards
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Statutory Federal income tax rate
35.00% 
35.00% 
35.00% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Current deferred tax asset, unrealized foreign exchange losses
$ 29.3 
$ 0 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Operating Loss and Tax Credit Carryforwards Expiration Date
 
 
 
 
 
 
 
 
 
 
2014 
2029 
 
 
2033 
 
 
Operating Loss and Tax Credit Carryforwards, Valuation Allowance
 
 
 
 
 
 
97.7 
157.5 
 
 
 
 
 
 
 
 
 
Capital Loss Carryforwards, tax effect
 
 
 
 
 
 
 
 
8.6 
13.0 
 
 
125.6 
109.1 
 
22.2 
9.3 
Unrecognized tax positions
104.2 
75.5 
70.7 
84.9 
 
 
 
 
 
 
 
 
 
 
 
 
 
Estimated interest and penalties
15.5 
8.5 
8.6 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Statutes of limitations, term
 
 
 
 
3 years 
7 years 
 
 
 
 
 
 
 
 
 
 
 
Retained Earnings Attributable to Foreign Subsidiaries Considered to be Indefinitely Invested
$ 886.0 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Income Tax Unrecognized Tax Benefits Balance (Details) (USD $)
In Millions, unless otherwise specified
Dec. 31, 2013
Dec. 29, 2012
Dec. 31, 2011
Dec. 25, 2010
Income Tax Disclosure [Abstract]
 
 
 
 
Estimated interest and penalties
$ 15.5 
$ 8.5 
$ 8.6 
 
Offsetting positions
(3.8)
(1.9)
(1.9)
 
Unrecognized tax positions
104.2 
75.5 
70.7 
84.9 
Total unrecognized tax benefits
115.9 
82.1 
77.4 
 
Current (included in accounts payable and other current liabilities)
23.2 
0.3 
1.0 
 
Noncurrent
92.7 
81.8 
76.4 
 
Amount of unrecognized tax benefits that would impact the effective tax rate
$ 104.2 
$ 75.5 
$ 70.7 
 
Special Items (Details)
12 Months Ended 1 Months Ended 3 Months Ended 0 Months Ended 12 Months Ended 3 Months Ended 12 Months Ended 3 Months Ended 12 Months Ended 12 Months Ended 3 Months Ended 12 Months Ended
Dec. 31, 2013
USD ($)
Dec. 29, 2012
USD ($)
Dec. 31, 2011
USD ($)
Dec. 31, 2013
MC Si Hai
USD ($)
Sep. 30, 2012
MC Si Hai
USD ($)
Jun. 30, 2012
MC Si Hai
USD ($)
Nov. 5, 2013
Heineken
Subsequent Event
CAD ($)
Dec. 31, 2011
Canada
USD ($)
Dec. 31, 2013
Canada
Restructuring
USD ($)
Dec. 29, 2012
Canada
Restructuring
USD ($)
Dec. 31, 2011
Canada
Restructuring
USD ($)
Dec. 31, 2013
Canada
Other atypical employee-related costs
USD ($)
Dec. 29, 2012
Canada
Other atypical employee-related costs
USD ($)
Dec. 31, 2011
Canada
Other atypical employee-related costs
USD ($)
Dec. 29, 2012
Canada
Software abandonment
USD ($)
Dec. 31, 2011
Canada
Software abandonment
USD ($)
Dec. 31, 2013
Canada
Flood insurance loss (reimbursement)
USD ($)
Dec. 29, 2012
Canada
Flood insurance loss (reimbursement)
USD ($)
Dec. 31, 2011
Canada
Flood insurance loss (reimbursement)
USD ($)
Jun. 25, 2011
Canada
BRI loan guarantee adjustment
USD ($)
Dec. 31, 2013
Canada
BRI loan guarantee adjustment
USD ($)
Dec. 29, 2012
Canada
BRI loan guarantee adjustment
USD ($)
Dec. 31, 2011
Canada
BRI loan guarantee adjustment
USD ($)
Jun. 25, 2011
Canada
Fixed asset adjustment
USD ($)
Dec. 31, 2013
Canada
Fixed asset adjustment
USD ($)
Dec. 29, 2012
Canada
Fixed asset adjustment
USD ($)
Dec. 31, 2011
Canada
Fixed asset adjustment
USD ($)
Dec. 31, 2013
Europe(1)
Restructuring
USD ($)
Dec. 29, 2012
Europe(1)
Restructuring
USD ($)
Dec. 31, 2011
Europe(1)
Restructuring
USD ($)
Dec. 31, 2013
Europe(1)
Asset abandonment
USD ($)
Dec. 29, 2012
Europe(1)
Asset abandonment
USD ($)
Dec. 31, 2011
Europe(1)
Asset abandonment
USD ($)
Dec. 31, 2013
Europe(1)
Release of non-income-related tax reserve
USD ($)
Dec. 29, 2012
Europe(1)
Release of non-income-related tax reserve
USD ($)
Dec. 31, 2011
Europe(1)
Release of non-income-related tax reserve
USD ($)
Dec. 26, 2009
Europe(1)
Release of non-income-related tax reserve
USD ($)
Dec. 31, 2013
Europe(1)
Costs associated with strategic initiatives
USD ($)
Dec. 29, 2012
Europe(1)
Costs associated with strategic initiatives
USD ($)
Dec. 31, 2011
Europe(1)
Costs associated with strategic initiatives
USD ($)
Dec. 31, 2013
Europe(1)
Termination fees and other (gains)/losses
USD ($)
Dec. 29, 2012
Europe(1)
Termination fees and other (gains)/losses
USD ($)
Dec. 31, 2011
Europe(1)
Termination fees and other (gains)/losses
USD ($)
Nov. 30, 2013
Europe(1)
Termination fees and other (gains)/losses
Dec. 29, 2012
Europe
Brand Impairment
USD ($)
Dec. 31, 2011
Europe
Brand Impairment
USD ($)
Jun. 29, 2013
Europe
Flood insurance loss (reimbursement)
USD ($)
Dec. 31, 2013
Europe
Flood insurance loss (reimbursement)
USD ($)
Dec. 29, 2012
Europe
Flood insurance loss (reimbursement)
USD ($)
Dec. 31, 2011
Europe
Flood insurance loss (reimbursement)
USD ($)
Dec. 31, 2013
MCI
Restructuring
USD ($)
Dec. 29, 2012
MCI
Restructuring
USD ($)
Dec. 31, 2011
MCI
Restructuring
USD ($)
Dec. 31, 2013
MCI
China impairment and related costs
USD ($)
Dec. 29, 2012
MCI
China impairment and related costs
USD ($)
Dec. 31, 2011
MCI
China impairment and related costs
USD ($)
Dec. 31, 2013
MCI
Costs associated with outsourcing and other strategic initiatives
USD ($)
Dec. 29, 2012
MCI
Costs associated with outsourcing and other strategic initiatives
USD ($)
Dec. 31, 2011
MCI
Costs associated with outsourcing and other strategic initiatives
USD ($)
Dec. 31, 2013
MCI
Termination fees and other (gains)/losses
USD ($)
Dec. 29, 2012
MCI
Termination fees and other (gains)/losses
USD ($)
Dec. 31, 2011
MCI
Termination fees and other (gains)/losses
USD ($)
Dec. 31, 2013
Corporate
Restructuring
USD ($)
Dec. 29, 2012
Corporate
Restructuring
USD ($)
Dec. 31, 2011
Corporate
Restructuring
USD ($)
Restructuring Cost and Reserve [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Loss on disposal on joint venture
 
 
 
$ 6,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Legal and other fees related to disposal of joint venture
 
 
 
1,200,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total special items
200,000,000 
81,400,000 
12,300,000 
 
 
 
 
 
10,600,000 1
10,100,000 1
600,000 1
2,200,000 2
5,000,000 2
5,200,000 2
3
3
4
(1,400,000)4
200,000 4
 
5
5
(2,000,000)5
 
6
6
7,600,000 6
14,500,000 1
19,800,000 1
2,100,000 1
7
7,200,000 7
7
(4,200,000)8
(3,500,000)8
(2,300,000)8
 
(100,000)
13,200,000 9
9
9
 
10
10
5,400,000 
(2,000,000)11
11
11
400,000 1
3,000,000 1
1
12
39,200,000 12
12
1,000,000 
(4,800,000)12
12
12
1,300,000 1
2,000,000 1
1
Restructuring, Settlement and Impairment Provisions - Gain
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
7,400,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Joint venture, ownership percentage
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
49.90% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Impairment loss
 
 
 
 
27,600,000 
10,400,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Gain on reduction of guarantee obligations
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Loss related to correction of prior period error
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
7,600,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Change in net properties
 
 
 
 
 
 
 
(13,900,000)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Goodwill, other changes
 
 
 
 
 
 
 
(6,300,000)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Non-income-related tax reserves
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
10,400,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Loss related to restructuring reserve, low range
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Loss related to restructuring reserve, high range
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
22,300,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Proceeds from divestiture of joint venture interest, termination fee
 
 
 
 
 
 
$ 13,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
[12] In December of 2013, we sold our interest in the MC Si'hai joint venture in China and recognized a gain of $6.0 million. The gain consists of the non-cash release of the $5.4 million liability representing the fair value of our remaining investment upon deconsolidation of the joint venture in 2012, as well as $0.6 million of proceeds received for our interest in the joint venture. We also recognized legal and related fees in relation to the sale of $1.2 million during 2013. In the second quarter of 2012, we recognized impairment charges of $10.4 million related to goodwill and definite-lived intangible assets in our MC Si'hai joint venture in China, and in the third quarter of 2012, we deconsolidated the joint venture and recognized an impairment loss of $27.6 million upon deconsolidation. See Note 5, "Investments" for further discussion of the deconsolidation and subsequent sale of the joint venture.
Special Items Restructuring Accruals (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended 24 Months Ended
Dec. 31, 2013
Employees
Dec. 29, 2012
Employees
Dec. 31, 2011
Dec. 31, 2013
Employees
Restructuring Cost and Reserve [Line Items]
 
 
 
 
Restructuring related reduction in employees
310 
600 
 
910 
Restructuring Reserve [Roll Forward]
 
 
 
 
Restructuring accruals, beginning balance
$ 24.8 
$ 1.9 
$ 2.4 
$ 1.9 
Charges incurred
(26.8)
(34.9)
(2.7)
 
Payments made
(26.9)
(11.6)
(3.1)
 
Foreign currency and other adjustments
(0.4)
(0.1)
 
Restructuring accruals, ending balance
24.7 
24.8 
1.9 
24.7 
Canada
 
 
 
 
Restructuring Reserve [Roll Forward]
 
 
 
 
Restructuring accruals, beginning balance
7.1 
0.1 
0.2 
0.1 
Charges incurred
(10.6)
(10.1)
(0.1)
 
Payments made
(7.7)
(2.9)
(0.5)
 
Foreign currency and other adjustments
(0.3)
(0.2)
0.3 
 
Restructuring accruals, ending balance
9.7 
7.1 
0.1 
9.7 
Central Europe
 
 
 
 
Restructuring Reserve [Roll Forward]
 
 
 
 
Restructuring accruals, beginning balance
13.4 
1.8 
2.2 
1.8 
Charges incurred
(14.5)
(19.8)
(2.6)
 
Payments made
(14.6)
(8.0)
(2.6)
 
Foreign currency and other adjustments
0.3 
(0.2)
(0.4)
 
Restructuring accruals, ending balance
13.6 
13.4 
1.8 
13.6 
MCI
 
 
 
 
Restructuring Reserve [Roll Forward]
 
 
 
 
Restructuring accruals, beginning balance
2.8 
Charges incurred
(0.4)
(3.0)
 
Payments made
(2.7)
(0.2)
 
Foreign currency and other adjustments
 
Restructuring accruals, ending balance
0.5 
2.8 
0.5 
Corporate
 
 
 
 
Restructuring Reserve [Roll Forward]
 
 
 
 
Restructuring accruals, beginning balance
1.5 
Charges incurred
(1.3)
(2.0)
 
Payments made
(1.9)
(0.5)
 
Foreign currency and other adjustments
 
Restructuring accruals, ending balance
$ 0.9 
$ 1.5 
$ 0 
$ 0.9 
Stockholders' Equity Common Stock (Details)
12 Months Ended
Dec. 31, 2013
Dec. 29, 2012
Dec. 31, 2011
Common stock issued, Class A
 
 
 
Capital Stock Activity [Roll Forward]
 
 
 
Common stock issued, beginning balance (in shares)
2,600,000 
2,600,000 
2,600,000 
Shares issued under equity compensation plans
Shares exchanged for common stock
 
Common stock issued, ending balance (in shares)
2,600,000 
2,600,000 
2,600,000 
Common stock issued, Class B
 
 
 
Capital Stock Activity [Roll Forward]
 
 
 
Common stock issued, beginning balance (in shares)
164,200,000 1
162,700,000 1
162,000,000 1
Shares issued under equity compensation plans
2,700,000 1
1,500,000 1
700,000 1
Shares exchanged for common stock
300,000 
 
Common stock issued, ending balance (in shares)
167,200,000 1
164,200,000 1
162,700,000 1
Exchangeable shares issued, Class A
 
 
 
Capital Stock Activity [Roll Forward]
 
 
 
Exchangeable stock issued, beginning balance (in shares)
2,900,000 
2,900,000 
3,000,000 
Shares issued under equity compensation plans
Shares exchanged for common stock
 
(100,000)
Exchangeable stock issued, ending balance (in shares)
2,900,000 
2,900,000 
2,900,000 
Exchangeable shares issued, Class B
 
 
 
Capital Stock Activity [Roll Forward]
 
 
 
Exchangeable stock issued, beginning balance (in shares)
19,300,000 
19,300,000 
19,200,000 
Shares issued under equity compensation plans
Shares exchanged for common stock
(300,000)
 
100,000 
Exchangeable stock issued, ending balance (in shares)
19,000,000 
19,300,000 
19,300,000 
Stockholders' Equity Conversion Rights (Details) (USD $)
1 Months Ended 12 Months Ended
Jul. 31, 2011
Dec. 29, 2012
Dec. 31, 2013
Class A exchangeable shares
Dec. 29, 2012
Class A exchangeable shares
votes
Dec. 31, 2013
Class B exchangeable shares
votes
Class of Stock [Line Items]
 
 
 
 
 
Common stock, votes per share
 
 
 
Common stock, conversion ratio
 
 
 
 
Stock repurchase program, authorized amount
$ 1,200,000,000 
 
 
 
 
Stock repurchased during period, shares
 
7,500,000 
 
 
 
Stock repurchased during period, value
 
$ 321,100,000 
 
 
 
Earnings Per Share Basic and Diluted (Details) (USD $)
In Millions, except Per Share data, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2013
Sep. 28, 2013
Jun. 29, 2013
Mar. 30, 2013
Dec. 29, 2012
Sep. 29, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2013
Dec. 29, 2012
Dec. 31, 2011
Net income (loss) from continuing operations
$ 131.2 
$ 120.9 
$ 276.7 
$ 36.5 
$ 60.1 
$ 197.7 
$ 104.3 
$ 79.4 
$ 565.3 
$ 441.5 
$ 674.0 
Income (loss) from discontinued operations, net of tax
0.3 
0.9 
1.7 
(0.9)
(0.1)
0.7 
0.8 
0.1 
2.0 
1.5 
2.3 
Net income (loss) attributable to MCBC
$ 131.5 
$ 121.8 
$ 278.4 
$ 35.6 
$ 60.0 
$ 198.4 
$ 105.1 
$ 79.5 
$ 567.3 
$ 443.0 
$ 676.3 
Weighted-average shares for basic EPS
 
 
 
 
 
 
 
 
183.0 
180.8 
184.9 
Effect of dilutive securities:
 
 
 
 
 
 
 
 
 
 
 
Weighted-average shares for diluted EPS
 
 
 
 
 
 
 
 
184.2 
181.8 
186.4 
Basic net income (loss) per share:
 
 
 
 
 
 
 
 
 
 
 
Continuing operations attributable to MCBC
$ 0.72 
$ 0.65 
$ 1.51 
$ 0.20 
$ 0.33 
$ 1.09 
$ 0.58 
$ 0.44 
$ 3.09 
$ 2.44 
$ 3.65 
Discontinued operations attributable to MCBC
$ 0.00 
$ 0.01 
$ 0.01 
$ 0.00 
$ 0.00 
$ 0.00 
$ 0.00 
$ 0.00 
$ 0.01 
$ 0.01 
$ 0.01 
Basic net income (loss) attributable to MCBC
$ 0.72 
$ 0.66 
$ 1.52 
$ 0.20 
$ 0.33 
$ 1.09 
$ 0.58 
$ 0.44 
$ 3.10 
$ 2.45 
$ 3.66 
Diluted net income (loss) per share:
 
 
 
 
 
 
 
 
 
 
 
Continuing operations attributable to MCBC
$ 0.71 
$ 0.65 
$ 1.50 
$ 0.20 
$ 0.33 
$ 1.09 
$ 0.57 
$ 0.44 
$ 3.07 
$ 2.43 
$ 3.62 
Discontinued operations attributable to MCBC
$ 0.00 
$ 0.01 
$ 0.01 
$ 0.00 
$ 0.00 
$ 0.00 
$ 0.00 
$ 0.00 
$ 0.01 
$ 0.01 
$ 0.01 
Diluted net income (loss) attributable to MCBC
$ 0.71 
$ 0.66 
$ 1.51 
$ 0.20 
$ 0.33 
$ 1.09 
$ 0.57 
$ 0.44 
$ 3.08 
$ 2.44 
$ 3.63 
Dividends declared and paid per share (in dollars per share)
 
 
 
 
 
 
 
 
$ 1.28 
$ 1.28 
$ 1.24 
Options and SOSARs
 
 
 
 
 
 
 
 
 
 
 
Effect of dilutive securities:
 
 
 
 
 
 
 
 
 
 
 
Incremental common shares attributable to share-based compensation arrangements
 
 
 
 
 
 
 
 
0.7 
0.5 
0.9 
RSU PU DSU
 
 
 
 
 
 
 
 
 
 
 
Effect of dilutive securities:
 
 
 
 
 
 
 
 
 
 
 
Incremental common shares attributable to share-based compensation arrangements
 
 
 
 
 
 
 
 
0.5 
0.5 
0.6 
Earnings Per Share Antidilutive (Details)
Share data in Millions, unless otherwise specified
0 Months Ended 12 Months Ended 12 Months Ended
Jul. 31, 2013
Dec. 31, 2013
Dec. 29, 2012
Dec. 31, 2011
Dec. 31, 2013
Convertible Senior Notes Due 2013 $575 Million 2.5% [Member]
Jul. 31, 2013
Convertible Senior Notes Due 2013 $575 Million 2.5% [Member]
USD ($)
Jun. 30, 2012
Convertible Senior Unsecured Note Due 2013 €500 Million 0.0% [Member]
EUR (€)
Dec. 31, 2013
Stock options, SOSARs and RSUs
Dec. 29, 2012
Stock options, SOSARs and RSUs
Dec. 31, 2011
Stock options, SOSARs and RSUs
Dec. 31, 2013
Warrants to issue shares of Class B common stock
Anti-dilutive securities:
 
 
 
 
 
 
 
 
 
 
 
Anti-dilutive security (in shares)
 
0.1 
1.5 
0.9 
 
 
 
0.1 
1.5 
0.9 
10.9 
Debt instrument, interest rate percentage
 
 
 
 
2.50% 
 
 
 
 
 
 
Face amount of senior convertible notes
 
 
 
 
 
$ 575,000,000 
€ 500,000,000 
 
 
 
 
Period following convertible debt maturity date to calculate weighted average stock price
25 days 
 
 
 
 
 
 
 
 
 
 
Properties (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 29, 2012
Dec. 31, 2011
Cost Of properties and related accumulated depreciation and amortization
 
 
 
Total properties cost
$ 3,428.8 
$ 3,220.5 
 
Less: accumulated depreciation
(1,458.7)
(1,224.6)
 
Net properties
1,970.1 
1,995.9 
 
Depreciation expense
272.5 
230.3 
177.0 
Loss and breakage expense
51.8 
45.3 
33.7 
Land and improvements
 
 
 
Cost Of properties and related accumulated depreciation and amortization
 
 
 
Total properties cost
192.1 
190.4 
 
Buildings and improvements
 
 
 
Cost Of properties and related accumulated depreciation and amortization
 
 
 
Total properties cost
505.0 
485.5 
 
Machinery and equipment
 
 
 
Cost Of properties and related accumulated depreciation and amortization
 
 
 
Total properties cost
1,802.7 
1,700.3 
 
Returnable containers
 
 
 
Cost Of properties and related accumulated depreciation and amortization
 
 
 
Total properties cost
313.5 
285.6 
 
Furniture and fixtures
 
 
 
Cost Of properties and related accumulated depreciation and amortization
 
 
 
Total properties cost
365.4 
323.9 
 
Software
 
 
 
Cost Of properties and related accumulated depreciation and amortization
 
 
 
Total properties cost
120.8 
109.7 
 
Natural resource properties
 
 
 
Cost Of properties and related accumulated depreciation and amortization
 
 
 
Total properties cost
3.0 
3.0 
 
Construction in progress
 
 
 
Cost Of properties and related accumulated depreciation and amortization
 
 
 
Total properties cost
$ 126.3 
$ 122.1 
 
Goodwill and Intangible Assets Goodwill (Details) (USD $)
6 Months Ended 12 Months Ended
Jun. 29, 2013
Dec. 31, 2013
Dec. 29, 2012
Goodwill activity:
 
 
 
Balance at beginning of year
$ 2,453,100,000 
$ 2,453,100,000 
$ 1,453,300,000 
Business acquisition
 
 
911,500,000 
Impairment related to China reporting unit
 
Foreign currency translation
 
(19,000,000)
97,400,000 
Historical corrections
 
 
(400,000)
Purchase price adjustment
 
(15,400,000)
 
Balance at end of year
 
2,418,700,000 
2,453,100,000 
China
 
 
 
Goodwill activity:
 
 
 
Impairment related to China reporting unit
 
 
(9,500,000)
Canada
 
 
 
Goodwill activity:
 
 
 
Balance at beginning of year
764,000,000 
764,000,000 
689,500,000 
Business acquisition
 
 
57,800,000 
Foreign currency translation
 
(45,800,000)
16,700,000 
Historical corrections
 
 
Purchase price adjustment
 
 
Balance at end of year
 
718,200,000 
764,000,000 
Canada |
China
 
 
 
Goodwill activity:
 
 
 
Impairment related to China reporting unit
 
 
Europe(1)
 
 
 
Goodwill activity:
 
 
 
Balance at beginning of year
1,680,900,000 
1,680,900,000 
746,100,000 
Business acquisition
 
 
853,700,000 
Foreign currency translation
 
27,700,000 
81,100,000 
Historical corrections
 
 
Purchase price adjustment
15,400,000 
(15,400,000)1
 
Balance at end of year
 
1,693,200,000 
1,680,900,000 
Europe(1) |
China
 
 
 
Goodwill activity:
 
 
 
Impairment related to China reporting unit
 
 
MCI
 
 
 
Goodwill activity:
 
 
 
Balance at beginning of year
8,200,000 
8,200,000 
17,700,000 
Business acquisition
 
 
Foreign currency translation
 
(900,000)
(400,000)
Historical corrections
 
 
(400,000)
Purchase price adjustment
 
 
Balance at end of year
 
7,300,000 
8,200,000 
MCI |
China
 
 
 
Goodwill activity:
 
 
 
Impairment related to China reporting unit
 
 
$ (9,500,000)
Goodwill and Intangible Assets Intangible Assets (Details)
12 Months Ended 12 Months Ended 12 Months Ended 12 Months Ended 12 Months Ended 12 Months Ended 3 Months Ended 3 Months Ended 12 Months Ended 3 Months Ended
Dec. 31, 2013
USD ($)
Dec. 29, 2012
USD ($)
Dec. 31, 2011
USD ($)
Dec. 31, 2013
Brands
USD ($)
Dec. 29, 2012
Brands
USD ($)
Jun. 15, 2012
Brands
USD ($)
Dec. 31, 2013
Brands
Minimum
Dec. 29, 2012
Brands
Minimum
Dec. 31, 2013
Brands
Maximum
Dec. 29, 2012
Brands
Maximum
Dec. 31, 2013
Distribution rights
USD ($)
Dec. 29, 2012
Distribution rights
USD ($)
Dec. 31, 2013
Distribution rights
Minimum
Dec. 29, 2012
Distribution rights
Minimum
Dec. 31, 2013
Distribution rights
Maximum
Dec. 29, 2012
Distribution rights
Maximum
Dec. 31, 2013
Patents and technology and distribution channels
USD ($)
Dec. 29, 2012
Patents and technology and distribution channels
USD ($)
Dec. 31, 2013
Patents and technology and distribution channels
Minimum
Dec. 29, 2012
Patents and technology and distribution channels
Minimum
Dec. 31, 2013
Patents and technology and distribution channels
Maximum
Dec. 29, 2012
Patents and technology and distribution channels
Maximum
Dec. 31, 2013
Favorable contracts, land use rights and other
USD ($)
Dec. 29, 2012
Favorable contracts, land use rights and other
USD ($)
Jun. 15, 2012
Favorable contracts, land use rights and other
USD ($)
Dec. 31, 2013
Favorable contracts, land use rights and other
Minimum
Dec. 29, 2012
Favorable contracts, land use rights and other
Minimum
Dec. 31, 2013
Favorable contracts, land use rights and other
Maximum
Dec. 29, 2012
Favorable contracts, land use rights and other
Maximum
Dec. 31, 2013
Distribution networks
USD ($)
Dec. 29, 2012
Distribution networks
USD ($)
Dec. 31, 2013
Other
USD ($)
Dec. 29, 2012
Other
USD ($)
Dec. 31, 2013
Jelen Ozujsko Branik
USD ($)
Dec. 31, 2013
Ostravar
Dec. 31, 2013
Molson Core Brand
USD ($)
Dec. 31, 2013
Europe(1)
USD ($)
Dec. 29, 2012
Europe(1)
USD ($)
Dec. 31, 2011
Europe(1)
USD ($)
Dec. 31, 2013
Canada
USD ($)
Dec. 29, 2012
Canada
USD ($)
Dec. 31, 2011
Canada
USD ($)
Sep. 30, 2012
MC Si Hai
USD ($)
Jun. 30, 2012
MC Si Hai
USD ($)
Dec. 31, 2013
License Agreement
USD ($)
Dec. 31, 2013
License Agreement
CAD ($)
Dec. 31, 2013
License Agreement
Canada
USD ($)
Dec. 31, 2013
Software abandonment
Canada
Intangible assets subject to amortization:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Gross
 
 
 
$ 537,500,000 
$ 480,600,000 
 
 
 
 
 
$ 314,100,000 
$ 350,800,000 
 
 
 
 
$ 36,200,000 
$ 35,300,000 
 
 
 
 
$ 1,200,000 
$ 13,600,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Accumulated amortization
(513,700,000)
(497,200,000)
 
(224,700,000)
(205,700,000)
 
 
 
 
 
(255,000,000)
(255,000,000)
 
 
 
 
(32,800,000)
(31,100,000)
 
 
 
 
(1,200,000)
(5,400,000)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net
 
 
 
312,800,000 
274,900,000 
 
 
 
 
 
59,100,000 
95,800,000 
 
 
 
 
3,400,000 
4,200,000 
 
 
 
 
8,200,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
38,600,000 
41,000,000 
 
 
Intangible assets not subject to amortization:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Indefinite-lived intangibles
 
 
 
5,482,300,000 
5,821,600,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
952,300,000 
1,014,700,000 
15,200,000 
15,400,000 
1,310,900,000 
 
2,857,900,000 
 
 
 
 
 
 
 
 
 
 
 
 
Total Gross
7,338,800,000 
7,732,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total Net
6,825,100,000 
7,234,800,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Loss on impairment of finite-lived intangible assets
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
17,900,000 
 
Finite-lived intangible assets, fair value
 
 
 
 
 
145,600,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
12,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Useful life, minimum
 
 
 
30 years 
 
 
3 years 
3 years 
40 years 
40 years 
 
 
2 years 
2 years 
23 years 
23 years 
 
 
3 years 
3 years 
10 years 
10 years 
1 year 6 months 
 
 
2 years 
2 years 
42 years 
42 years 
 
 
 
 
 
29 years 
 
 
 
 
 
 
 
 
 
 
 
 
3 years 
Indefinite-lived intangible assets, fair value
 
 
 
 
 
2,323,400,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Percentage of fair value exceeding carrying value
 
 
 
10.00% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1.00% 
 
 
11.00% 
 
 
16.00% 
 
 
 
 
 
 
 
 
Goodwill
2,418,700,000 
2,453,100,000 
1,453,300,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1,693,200,000 
1,680,900,000 
746,100,000 
718,200,000 
764,000,000 
689,500,000 
 
 
 
 
 
 
Loss on goodwill impairment
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
9,500,000 
 
 
 
 
Asset impairment charges
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 27,600,000 
$ 10,400,000 
 
 
 
 
Goodwill and Intangible Assets Amortization Expense (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 29, 2012
Dec. 31, 2011
Estimated amortization expense of finite-lived intangible assets
 
 
 
2013
$ 43.5 
 
 
2014
41.0 
 
 
2015
41.0 
 
 
2016
15.3 
 
 
2017
11.8 
 
 
Amortization expense of intangible assets
$ 48.0 
$ 42.4 
$ 40.1 
Debt Long Term Borrowings (Details)
12 Months Ended 9 Months Ended 12 Months Ended 3 Months Ended 12 Months Ended 3 Months Ended 12 Months Ended 0 Months Ended 0 Months Ended 12 Months Ended 12 Months Ended 12 Months Ended 12 Months Ended 0 Months Ended 48 Months Ended 3 Months Ended 12 Months Ended 0 Months Ended 12 Months Ended 1 Months Ended 0 Months Ended 0 Months Ended 0 Months Ended 12 Months Ended
Dec. 31, 2013
USD ($)
Dec. 29, 2012
USD ($)
Dec. 31, 2011
USD ($)
Sep. 28, 2013
Noncash Interest Expense
USD ($)
Dec. 31, 2013
Noncash Interest Expense
USD ($)
Dec. 29, 2012
Noncash Interest Expense
USD ($)
Sep. 30, 2010
Foreign currency forwards
CAD ($)
Sep. 25, 2005
Foreign currency forwards
CAD ($)
Oct. 6, 2010
Foreign currency forwards
CAD ($)
Sep. 25, 2010
Foreign currency forwards
Sep. 22, 2005
Foreign currency forwards
CAD ($)
Dec. 29, 2012
Treasury Lock Loss
Interest Rate Contract
USD ($)
Sep. 9, 2013
$575 million 2.5% convertible Senior Notes due 2013
USD ($)
Dec. 31, 2013
$575 million 2.5% convertible Senior Notes due 2013
USD ($)
Dec. 29, 2012
$575 million 2.5% convertible Senior Notes due 2013
USD ($)
Dec. 31, 2011
$575 million 2.5% convertible Senior Notes due 2013
USD ($)
Jul. 31, 2013
$575 million 2.5% convertible Senior Notes due 2013
USD ($)
Jun. 15, 2007
$575 million 2.5% convertible Senior Notes due 2013
USD ($)
Jun. 15, 2012
Convertible Senior Unsecured Note Due 2013 €500 Million 0.0% [Member]
USD ($)
May 3, 2012
Convertible Senior Unsecured Note Due 2013 €500 Million 0.0% [Member]
Treasury Lock Loss
Interest Rate Contract
Dec. 31, 2013
Other Debt Balances
USD ($)
Dec. 29, 2012
Other Debt Balances
USD ($)
Jun. 15, 2012
Molson Coors Central Europe (MCCE)
USD ($)
Jun. 15, 2012
Molson Coors Central Europe (MCCE)
EUR (€)
Dec. 31, 2013
Fair value, level 3 inputs
USD ($)
Dec. 29, 2012
Fair value, level 3 inputs
USD ($)
Dec. 31, 2011
Fair value, level 3 inputs
USD ($)
Dec. 29, 2012
Senior Notes
USD ($)
May 3, 2012
Senior Notes
USD ($)
Oct. 6, 2010
Senior Notes
USD ($)
Dec. 29, 2012
Senior Notes
Bridge facility fees
USD ($)
Dec. 31, 2013
Senior Notes
$575 million 2.5% convertible Senior Notes due 2013
USD ($)
Dec. 29, 2012
Senior Notes
$575 million 2.5% convertible Senior Notes due 2013
USD ($)
Dec. 31, 2013
Senior Notes
Convertible Senior Unsecured Note Due 2013 €500 Million 0.0% [Member]
USD ($)
Dec. 29, 2012
Senior Notes
Convertible Senior Unsecured Note Due 2013 €500 Million 0.0% [Member]
USD ($)
Dec. 31, 2013
Senior Notes
Canadian dollar ("CAD") 900 million 5.0% notes due 2015
USD ($)
Dec. 31, 2013
Senior Notes
Canadian dollar ("CAD") 900 million 5.0% notes due 2015
CAD ($)
Dec. 29, 2012
Senior Notes
Canadian dollar ("CAD") 900 million 5.0% notes due 2015
USD ($)
Dec. 31, 2013
Senior Notes
CAD 500 million 3.95% Series A notes due 2017
USD ($)
Dec. 31, 2013
Senior Notes
CAD 500 million 3.95% Series A notes due 2017
CAD ($)
Dec. 29, 2012
Senior Notes
CAD 500 million 3.95% Series A notes due 2017
USD ($)
Dec. 31, 2013
Senior Notes
$300 million 2.0% notes due 2017
USD ($)
Dec. 29, 2012
Senior Notes
$300 million 2.0% notes due 2017
USD ($)
May 3, 2012
Senior Notes
$300 million 2.0% notes due 2017
USD ($)
Dec. 31, 2013
Senior Notes
$500 million 3.5% notes due 2022
USD ($)
Dec. 29, 2012
Senior Notes
$500 million 3.5% notes due 2022
USD ($)
May 3, 2012
Senior Notes
$500 million 3.5% notes due 2022
USD ($)
Dec. 29, 2012
Senior Notes
$1.1 billion 5.0% notes due 2042
USD ($)
Dec. 31, 2013
Senior Notes
$1.1 billion 5.0% notes due 2042
USD ($)
May 3, 2012
Senior Notes
$1.1 billion 5.0% notes due 2042
USD ($)
Jun. 15, 2012
Senior Notes
Molson Coors Central Europe (MCCE)
USD ($)
Apr. 3, 2016
Term Loan Agreement
Apr. 3, 2012
Term Loan Agreement
USD ($)
Sep. 29, 2012
Term Loan Agreement
Tranch 1
USD ($)
Apr. 3, 2012
Term Loan Agreement
Tranch 1
Tranche
Sep. 29, 2012
Term Loan Agreement
Tranch 2
EUR (€)
Dec. 31, 2013
Term Loan Agreement
Tranch 2
USD ($)
Dec. 31, 2013
Term Loan Agreement
Tranch 2
EUR (€)
Dec. 29, 2012
Term Loan Agreement
Tranch 2
USD ($)
Apr. 3, 2012
Term Loan Agreement
Tranch 2
USD ($)
Tranche
Apr. 3, 2012
Term Loan Agreement
Tranch 2
EUR (€)
Jun. 15, 2012
Convertible Debt
Molson Coors Central Europe (MCCE)
USD ($)
Sep. 3, 2013
Convertible Debt
Molson Coors Central Europe (MCCE)
Convertible Senior Unsecured Note Due 2013 €500 Million 0.0% [Member]
USD ($)
Sep. 3, 2013
Convertible Debt
Molson Coors Central Europe (MCCE)
Convertible Senior Unsecured Note Due 2013 €500 Million 0.0% [Member]
EUR (€)
Aug. 13, 2013
Convertible Debt
Molson Coors Central Europe (MCCE)
Convertible Senior Unsecured Note Due 2013 €500 Million 0.0% [Member]
EUR (€)
Jun. 15, 2012
Convertible Debt
Molson Coors Central Europe (MCCE)
Convertible Senior Unsecured Note Due 2013 €500 Million 0.0% [Member]
EUR (€)
Dec. 31, 2013
Convertible Debt
Molson Coors Central Europe (MCCE)
Convertible Senior Unsecured Note Due 2013 €500 Million 0.0% [Member]
USD ($)
Dec. 31, 2013
Convertible Debt
Molson Coors Central Europe (MCCE)
Convertible Senior Unsecured Note Due 2013 €500 Million 0.0% [Member]
EUR (€)
Jan. 31, 2014
Convertible Debt
Molson Coors Central Europe (MCCE)
Convertible Senior Unsecured Note Due 2013 €500 Million 0.0% [Member]
Subsequent Event
USD ($)
Jan. 31, 2014
Convertible Debt
Molson Coors Central Europe (MCCE)
Convertible Senior Unsecured Note Due 2013 €500 Million 0.0% [Member]
Subsequent Event
EUR (€)
Apr. 3, 2012
Line of Credit
USD ($)
Dec. 29, 2012
Line of Credit
USD ($)
Jun. 30, 2012
Line of Credit
USD ($)
Sep. 10, 2012
Line of Credit
Central Europe
EUR (€)
Dec. 31, 2013
Line of Credit
Central Europe
EUR (€)
Jun. 30, 2011
Line of Credit
Revolving Multicurrency Bank Credit Facility
Jun. 25, 2011
Line of Credit
Revolving Multicurrency Bank Credit Facility
USD ($)
Jun. 25, 2011
Line of Credit
Revolving Multicurrency Bank Credit Facility
Letter of Credit
USD ($)
Mar. 30, 2013
Commercial Paper Program
USD ($)
Dec. 31, 2013
Interest expense, net
Debt
USD ($)
Dec. 29, 2012
Interest expense, net
Debt
USD ($)
Debt Instrument [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Long-term Debt, Gross
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 0 
$ 575,000,000 
$ 61,800,000 1
$ 668,700,000 1
$ 847,200,000 2
$ 900,000,000 2
$ 902,700,000 2
$ 470,700,000 2
$ 500,000,000 2
$ 501,500,000 2
$ 300,000,000 3
$ 300,000,000 3
 
$ 500,000,000 3
$ 500,000,000 3
 
$ 1,100,000,000 3
$ 1,100,000,000 3
 
 
 
 
 
 
 
$ 0 4
 
$ 123,900,000 4
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Other Long-term Debt
200,000 
500,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Long-term credit facilities
5
5
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Less: unamortized debt discounts and other
(5,100,000)6
(17,400,000)6
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(5,100,000)
(6,600,000)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total long-term debt (including current portion)
3,274,800,000 
4,654,900,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Current portion of long-term debt
61,800,000 
1,232,400,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Long-term debt
3,213,000,000 
3,422,500,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Short-term Debt
525,100,000 
13,200,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Debt, Current
586,900,000 
1,245,600,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Debt Instruments [Abstract]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Debt instrument, face amount
 
 
 
 
 
 
 
 
500,000,000 
 
900,000,000 
 
 
 
 
 
 
575,000,000 
 
 
 
 
 
 
 
 
 
 
1,900,000,000 
500,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
300,000,000 
 
 
500,000,000 
 
 
1,100,000,000 
 
 
300,000,000 
150,000,000 
 
 
 
 
 
150,000,000 
120,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Required premium payment
 
 
 
 
 
 
 
 
 
 
 
 
2,600,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Proceeds from call options
 
 
 
 
 
 
 
 
 
 
 
 
2,600,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Stock price that must be attained to require issuance of warrants
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 66.13 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Debt Instrument Increase in Effective Cost of Borrowing Expressed as Basis Points over Stated Coupon, Rate
 
 
 
 
 
 
 
 
 
0.23% 
0.05% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Derivative, Loss on Derivative
 
 
 
 
 
 
7,800,000 
4,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Debt instrument, interest rate percentage
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2.50% 
 
 
 
 
 
 
 
 
 
 
 
 
 
2.50% 
 
0.00% 
 
5.00% 
5.00% 
 
3.95% 
3.95% 
 
2.00% 
 
2.00% 
3.50% 
 
3.50% 
 
5.00% 
5.00% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Debt instrument, term
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
4 years 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Debt instrument, principal amount, per share
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Convertible debt, conversion price per share
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 51.8284 
$ 54.76 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Percentage of premium over stock price of convertible debt
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
25.00% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Debt instrument, convertible number of equity instruments, ratio
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
19.2944 
18.263 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Less: unamortized debt discounts and other
(5,100,000)6
(17,400,000)6
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(5,100,000)
(6,600,000)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Non-cash interest expense
 
 
 
10,800,000 
 
18,100,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Effect of change on basic earnings per share
$ (0.04)
$ (0.06)
$ (0.06)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Convertible debt, interest expense
183,800,000 
196,300,000 
118,700,000 
 
 
 
 
 
 
 
 
 
 
8,400,000 
14,400,000 
14,600,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Debt instrument, effective interest rate
5.73% 
5.75% 
5.90% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Noncash interest expense due to amortization of unamortized debt discount in future periods, convertible debt, estimated range high
 
 
 
 
10,800,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Convertible note hedge cover class B common shares
 
 
 
 
 
 
 
 
 
 
 
 
 
10,800,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Class of warrant, exercise price of warrant
 
 
 
 
 
 
 
 
 
 
 
 
 
67.82 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Class of warrant premium percentage over stock price
 
 
 
 
 
 
 
 
 
 
 
 
 
60.00% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net proceeds resulting from issuance of notes offset by proceeds received from warrant transaction
 
 
 
 
 
 
 
 
 
 
 
 
 
 
50,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Business acquisition, cost of acquired entity, liabilities incurred
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
3,400,000,000 
2,700,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
585,000,000 7
 
 
 
 
 
 
 
 
 
 
645,900,000 8
 
 
 
500,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Business Combination, Payment of Claim Settlement
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
46,300,000 
34,000,000 
 
 
 
 
 
 
 
 
 
 
 
Convertible debt, settlement of conversion feature
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
14,400,000 
 
10,900,000 
12,100,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Business Combination, Payment Withheld
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
61,800,000 
44,900,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
Convertible debt, shares issued upon conversion
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
12,894,044 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Debt Conversion, Converted Instrument, Amount
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
614,700,000 
466,000,000 
510,900,000 
511,100,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Long-term debt, principal repayment
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
123,800,000 
93,700,000 
 
 
 
 
600,300,000 
455,100,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Derivative liabilities
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(7,900,000)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Debt Instrument, Unamortized Discount
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1,300,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Unrealized gain (loss) on derivatives
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(6,500,000)
7,300,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Proceeds from issuance of long-term debt
2,195,400,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1,880,700,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Underwriting fees related to long-term debt
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
14,700,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Discounts to long-term debt
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
4,600,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Debt issuance costs, capitalized
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
18,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
3,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
5,500,000 
 
 
 
 
 
 
 
 
 
Business acquisition, pro forma adjustments
 
 
 
 
 
 
 
 
 
 
 
39,200,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
13,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Number of tranches
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Long-term debt, quarterly installment payments, percentage of initial principal obligation
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2.50% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Long-term debt, lump sum payment due following installments, percent of principal obligation
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
62.50% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Repayments of long-term debt
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
26,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Line of credit facility, maximum borrowing capacity
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
300,000,000 
 
550,000,000 
150,000,000 
150,000,000 
 
400,000,000 
100,000,000 
950,000,000 
 
 
Line of credit facility, term of facility
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
4 years 
 
 
1 year 
 
4 years 
 
 
 
 
 
Derivative Instruments Not Designated as Hedging Instruments, Gain (Loss), Net
$ (7,700,000)
$ (32,400,000)
$ (3,900,000)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$ (5,400,000)
$ 8,000,000 
[1] On June 15, 2007, MCBC issued in a public offering $575 million of 2.5% Convertible Senior Notes (the "Notes") payable semi-annually in arrears. The Notes were senior unsecured obligations and ranked equal in rights of payment with all of our other senior unsecured debt and senior to all of our future subordinated debt. The Notes were guaranteed by MCBC and certain of our U.S. and Canadian subsidiaries. The Notes matured on July 30, 2013. The Notes contained certain customary anti-dilution and make-whole provisions to protect holders of the Notes as defined in the Indenture. As noted above, our $575 million convertible notes matured and were repaid on July 30, 2013, for their face value of $575 million. The required premium payment of $2.6 million, which was based on our weighted-average Class B common stock price exceeding the then-applicable conversion price on any of the 25 trading days following the maturity date, was paid in September 2013. This premium was hedged by call options that mitigated our exposure to increases in our stock price and resulted in proceeds of $2.6 million from these call options in September 2013, which fully offset the premium payment. The premium payment and call option proceeds were recorded in the stockholders' equity section of the consolidated balance sheets upon settlement in 2013. Separately, the warrants entered into concurrent with these call options, pursuant to which we would have been required to issue Class B common stock to the counterparty in the event our stock price reached $66.13 per share, began expiring in December 2013 and the final warrants expired February 6, 2014, all of which were out-of-the-money. The original conversion price for each $1,000 aggregate principal amount of notes was $54.76 per share of our Class B common stock, which represented a 25% premium above the stock price on the day of issuance of the notes and corresponded to the initial conversion ratio of 18.263 shares per each $1,000 aggregate principal amount of notes. The conversion ratio and conversion price were subject to adjustments for certain events and provisions, as defined in the indenture, including adjustments reflected for exceeding defined thresholds related to our dividend payments. At the maturity date our conversion price and ratio were $51.8284 and 19.2944 shares, respectively. We initially accounted for the Notes pursuant to guidance pertaining to convertible bonds with issuer option to settle for cash upon conversion, that is, we did not separate and assign values to the conversion feature of the Notes but rather accounted for the entire agreement as one debt instrument as the conversion feature met the requirements of guidance pertaining to accounting for derivative financial instruments indexed to, and potentially settled in, a company's own stock.During the fiscal years 2013, 2012 and 2011, we incurred additional non-cash interest expense of $10.8 million, $18.1 million and $17.5 million, respectively. The additional non-cash interest expense impact (net of tax) to net income per basic share was a decrease of $0.04, $0.06 and $0.06 for the fiscal years 2013, 2012 and 2011, respectively. We also incurred interest expense related to the 2.5% coupon rate of $8.4 million, $14.4 million and $14.6 million for the fiscal years 2013, 2012 and 2011, respectively. The combination of non-cash and cash interest resulted in an effective interest rate of 5.73%, 5.75% and 5.90% for the fiscal years 2013 (through settlement), 2012 and 2011, respectively. As of December 31, 2013, there was no unamortized debt discount outstanding as we recorded the remaining discount amortization upon maturity in the third quarter of 2013. As of December 29, 2012, $10.8 million of the unamortized debt discount related to our $575 million convertible debt. Convertible Note Hedge and Warrants:In connection with the issuance of the Notes, we entered into a privately negotiated convertible note hedge transaction. The convertible note hedge (the "purchased call options") covered up to approximately 10.8 million shares of our Class B common stock. The purchased call options, if exercised by us, required the counterparty to deliver to us shares of Class B common stock adequate to meet our net share settlement obligations under the Notes and were expected to reduce the potential dilution to our Class B common stock to be issued upon conversion of the Notes, if any. Separately and concurrently, we also entered into warrant transactions with respect to our Class B common stock pursuant to which we were required to issue to the counterparty up to approximately 10.8 million shares of our Class B common stock. The warrant price is $67.82 which represents a 60% premium above the stock price on the date of the warrant transaction. These warrants began expiring in December 2013 and the final warrants expired February 6, 2014, during which time none of the warrants were exercised.At issuance, we used a portion of the net proceeds from the issuance of the Notes to pay for the cost of the purchased call options, which was partially offset by the proceeds received from the warrant transaction, resulting in a net use of proceeds of approximately $50 million. The net cost of these transactions, net of tax, was recorded in the stockholders' equity section of the consolidated balance sheets.
[2] On June 15, 2012, we issued a €500 million Zero Coupon Senior Unsecured Convertible Note due December 31, 2013 (the ''Convertible Note'') to the Seller in conjunction with the closing of the Acquisition. The Seller had the ability to exercise a put right with respect to the Convertible Note as of March 14, 2013, (the “First Redemption Date”) and ending on December 19, 2013, for the greater of the principal amount of the Convertible Note or the aggregate cash value of 12,894,044 shares of our Class B Common Stock, as adjusted for certain corporate events. In accordance with these terms, on August 13, 2013, the Seller exercised the conversion feature for an agreed upon value upon exercise of €510.9 million, consisting of €500 million in principal and €10.9 million for the conversion feature. At issuance, the total value of the Convertible Note was €511.1 million, consisting of the principal (€500 million), discount (€1.0 million), and conversion feature (€12.1 million), initially recorded as a component of the purchase price associated with the Acquisition.On September 3, 2013, we paid the seller in cash a total of €466.0 million ($614.7 million) consisting of €455.1 million ($600.3 million) in principal and €10.9 million ($14.4 million) for the conversion feature. Separate from the Seller's notice to put, we have made claims with regard to the representations and warranties provided to us upon close of the Acquisition. As a result, we withheld €44.9 million ($61.8 million as of December 31, 2013) from the €500 million in principal related to these outstanding claims. The remaining balance as of December 31, 2013, continues to be classified as current portion of long-term debt pending the resolution of the unsettled claims. In January 2014, we settled one of the claims resulting in a payment to the Seller of €34.0 million ($46.3 million at settlement). We have not incurred, and do not expect to incur, any interest on the remaining amounts withheld. The Convertible Note's embedded conversion feature was determined to meet the definition of a derivative required to be bifurcated and separately accounted for at fair value with changes in fair value recorded in earnings. During the fiscal year 2013 and 2012, we recognized a net loss of $6.5 million and a net gain of $7.3 million, respectively, on the conversion feature primarily related to the change from the previously recorded fair value to the value upon exercise. The Convertible Note was issued at a discount of $1.3 million, which has been recognized as interest expense over the period from issuance to the First Redemption Date. The non-cash interest, excluding the change in fair value of the convertible feature, resulted in an immaterial impact to our effective interest rate for the fiscal year 2013 and 2012. See Note 17, "Derivative Instruments and Hedging Activities" for further discussion.
[3] During the third quarter of 2005, Molson Coors Capital Finance ULC completed a CAD 900 million private placement in Canada due September 22, 2015. Additionally, during the fourth quarter 2010, Molson Coors International LP completed a CAD 500 million private placement in Canada due October 6, 2017. Prior to issuing the bonds, we entered into forward starting interest rate transactions for a portion of each Canadian offering. The bond forward transactions effectively established, in advance, the yield of the government of Canada bond rate over which the Company's private placement was priced. At the time of the private placement offerings and pricings, the government of Canada bond rates were trading at a yield lower than that locked in with the Company's interest rate locks. This resulted in a loss on the bond forward transactions of $4.0 million related to the CAD 900 million bonds, and $7.8 million on the CAD 500 million bonds. Per authoritative accounting guidance pertaining to derivatives and hedging, the losses are being amortized over the life of each respective Canadian issued private placement and will serve to increase our effective cost of borrowing compared to the stated coupon rates by 0.05% and 0.23% on the CAD 900 million and CAD 500 million bonds, respectively.
[4] On May 3, 2012, we issued $1.9 billion of senior notes with portions maturing in 2017, 2022 and 2042. The 2017 senior notes were issued in an initial aggregate principal amount of $300 million at 2.0% interest and will mature on May 1, 2017. The 2022 senior notes were issued in an initial aggregate principal amount of $500 million at 3.5% interest and will mature on May 1, 2022. The 2042 senior notes were issued in an initial aggregate principal amount of $1.1 billion at 5.0% interest and will mature on May 1, 2042. The issuance resulted in total proceeds to us, before expenses, of $1,880.7 million, net of underwriting fees and discounts of $14.7 million and $4.6 million, respectively. Total debt issuance costs capitalized in connection with these senior notes, including the underwriting fees and discounts, are approximately $18.0 million and will be amortized over the life of the notes. The issuance adds a number of guarantors to these debt securities as well as to our existing senior obligations, pursuant to requirements of our existing senior debt obligation agreements. These new guarantors consist principally of the U.K. operating entity. See Note 20, "Supplemental Guarantor Information" for further discussion and guarantor financial information reflective of this change.Concurrent with the announcement of the Acquisition, we entered into a bridge loan agreement, which we terminated upon the issuance of the $1.9 billion senior notes. In connection with the issuance and subsequent termination of the bridge loan, we incurred costs of $13.0 million recorded in other expense in the second quarter of 2012. See Note 6, "Other Income and Expense" for further discussion.Our risk management policy prohibits speculating on specific events, including the direction of interest rates. In advance of our issuance of the $1.9 billion senior notes, we systematically removed a portion of our interest rate market risk by entering into Treasury Locks. This resulted in an increase in the certainty of our yield to maturity when issuing the notes. In the second quarter of 2012, we recognized a cash loss of $39.2 million on settlement of the Treasury Locks recorded in interest expense. See Note 17, "Derivative Instruments and Hedging Activities" for further discussion.
[5] On April 3, 2012, we entered into a term loan agreement (the ''Term Loan Agreement'') that provides for a 4-year term loan facility of $300 million, composed of one $150 million borrowing and one Euro-denominated borrowing equal to $150 million at issuance (or €120 million borrowing) both of which were funded upon close of the Acquisition on June 15, 2012. The Term Loan Agreement required quarterly principal repayments equal to 2.5% of the initial principal obligation, which commenced on September 30, 2012, with the remaining 62.5% principal balance due at the June 15, 2016 maturity date. The obligations under the Term Loan Agreement were our general unsecured obligations. The Term Loan Agreement contained customary events of default, specified representations and warranties and covenants, including, among other things, covenants that limited our and our subsidiaries' ability to incur certain additional priority indebtedness, create or permit liens on assets or engage in mergers or consolidations. Debt issuance costs capitalized in connection with the Term Loan Agreement were amortized over the life of the debt and totaled approximately $3 million.During 2012, we repaid the $150 million borrowing and made principal repayments of €26.0 million on the €120 million borrowing. During the third quarter of 2012, we designated the €120 million term loan as a net investment hedge of our Central European operations. During 2013, we made principal repayments of $123.8 million (€93.7 million) on the remaining balance of our €120 million term loan. As a result, the term loan was fully repaid in the third quarter of 2013. See Note 17, "Derivative Instruments and Hedging Activities" for further discussion.
[6] On April 3, 2012, we entered into a revolving credit agreement (the ''Credit Agreement''). The Credit Agreement provides for a 4-year revolving credit facility of $300 million that was subsequently amended to increase the borrowing limit to $550 million. The Credit Agreement contains customary events of default and specified representations and warranties and covenants, including, among other things, covenants that limit our subsidiaries' ability to incur certain additional priority indebtedness, create or permit liens on assets, or engage in mergers or consolidations. In relation to the credit facilities issued during 2012, we incurred $5.5 million of total issuance costs and up-front fees, which are being amortized over the terms of each respective facility. In the second quarter of 2011, we entered into an agreement for a 4-year revolving multicurrency credit facility of $400 million, which provides a $100 million sub-facility available for the issuance of letters of credit.There were no outstanding borrowings on these credit facilities as of December 31, 2013. These credit facilities support our commercial paper program discussed below.
Debt Short Term Borrowings (Details)
12 Months Ended 12 Months Ended 12 Months Ended
Dec. 31, 2013
USD ($)
Dec. 29, 2012
USD ($)
Dec. 31, 2013
Factoring Arrangement
USD ($)
Dec. 29, 2012
Factoring Arrangement
USD ($)
Dec. 31, 2013
Line Of Credit - CAD
CAD ($)
Dec. 31, 2013
Line Of Credit - GBP
GBP (£)
Jan. 3, 2014
Line Of Credit - GBP
GBP (£)
Dec. 31, 2013
Overdraft facility - GBP
GBP (£)
Dec. 31, 2013
Line Of Credit - YEN
USD ($)
Dec. 31, 2013
Line Of Credit - YEN
JPY (¥)
Dec. 29, 2012
Line Of Credit - YEN
USD ($)
Dec. 31, 2013
Commercial Paper Program
USD ($)
Mar. 30, 2013
Commercial Paper Program
USD ($)
Dec. 31, 2013
Revolving Credit
USD ($)
Debt Instrument [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Commercial Paper Outstanding, Amount
 
 
 
 
 
 
 
 
 
 
 
$ 379,800,000 
 
 
Debt Instrument, Basis Spread on Variable Rate
 
 
 
 
 
1.50% 
 
 
1.00% 
1.00% 
 
 
 
 
Line of credit facility, maximum borrowing capacity
 
 
 
 
30,000,000.0 
20,000,000 
10,000,000.0 
10,000,000.0 
 
1,500,000,000.0 
 
 
950,000,000 
 
Line of Credit Facility, Interest Rate Description
 
 
 
 
 
GBP LIBOR +1.5% 
 
 
base rate of less than 1.0% 
base rate of less than 1.0% 
 
 
 
 
Letters of Credit Outstanding, Amount
54,200,000 
 
 
 
 
 
 
 
575,000,000 
 
 
 
 
 
Short-term credit facilities
1
1
 
 
 
 
 
 
3,100,000 
 
9,300,000 
 
 
137,400,000 
Short-term borrowings
$ 525,100,000 
$ 13,200,000 
$ 4,800,000 
$ 3,900,000 
 
 
 
 
 
 
 
 
 
 
Weighted average effective interest rate
 
 
 
 
 
 
 
 
 
 
 
0.49% 
 
 
Debt instrument, remaining term to maturity (tenor)
 
 
 
 
 
 
 
 
 
 
 
1133 hours 
 
 
[1] On April 3, 2012, we entered into a term loan agreement (the ''Term Loan Agreement'') that provides for a 4-year term loan facility of $300 million, composed of one $150 million borrowing and one Euro-denominated borrowing equal to $150 million at issuance (or €120 million borrowing) both of which were funded upon close of the Acquisition on June 15, 2012. The Term Loan Agreement required quarterly principal repayments equal to 2.5% of the initial principal obligation, which commenced on September 30, 2012, with the remaining 62.5% principal balance due at the June 15, 2016 maturity date. The obligations under the Term Loan Agreement were our general unsecured obligations. The Term Loan Agreement contained customary events of default, specified representations and warranties and covenants, including, among other things, covenants that limited our and our subsidiaries' ability to incur certain additional priority indebtedness, create or permit liens on assets or engage in mergers or consolidations. Debt issuance costs capitalized in connection with the Term Loan Agreement were amortized over the life of the debt and totaled approximately $3 million.During 2012, we repaid the $150 million borrowing and made principal repayments of €26.0 million on the €120 million borrowing. During the third quarter of 2012, we designated the €120 million term loan as a net investment hedge of our Central European operations. During 2013, we made principal repayments of $123.8 million (€93.7 million) on the remaining balance of our €120 million term loan. As a result, the term loan was fully repaid in the third quarter of 2013. See Note 17, "Derivative Instruments and Hedging Activities" for further discussion.
Debt Debt Fair Value Measurements (Details)
Dec. 31, 2013
USD ($)
Dec. 29, 2012
USD ($)
Apr. 3, 2012
Term Loan Agreement
USD ($)
Sep. 29, 2012
Tranch 1
Term Loan Agreement
USD ($)
Apr. 3, 2012
Tranch 2
Term Loan Agreement
USD ($)
Apr. 3, 2012
Tranch 2
Term Loan Agreement
EUR (€)
Debt Instrument [Line Items]
 
 
 
 
 
 
Long-term debt, fair value
$ 3,359,100,000 
$ 4,993,000,000 
 
 
 
 
Debt instrument, face amount
 
 
$ 300,000,000 
$ 150,000,000 
$ 150,000,000 
€ 120,000,000 
Debt Maturities (Details) (USD $)
In Millions, unless otherwise specified
Dec. 31, 2013
Debt Disclosure [Abstract]
 
2014
$ 586.9 
2015
847.4 
2016
2017
770.7 
2018
Thereafter
1,600.0 
Total
$ 3,805.0 
Debt Cost Incurred (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended 9 Months Ended 12 Months Ended
Dec. 31, 2013
Dec. 29, 2012
Dec. 31, 2011
Sep. 28, 2013
Noncash Interest Expense
Dec. 29, 2012
Noncash Interest Expense
Dec. 31, 2013
Noncash interest expense and amortization of debt discount
Dec. 29, 2012
Noncash interest expense and amortization of debt discount
Dec. 31, 2011
Noncash interest expense and amortization of debt discount
Debt Disclosure [Abstract]
 
 
 
 
 
 
 
 
Interest incurred
$ 185.2 1
$ 198.6 1
$ 121.0 1
 
 
 
 
 
Interest capitalized
(1.4)
(2.3)
(2.3)
 
 
 
 
 
Interest expensed
183.8 
196.3 
118.7 
 
 
 
 
 
Non-cash interest expense
 
 
 
$ 10.8 
$ 18.1 
$ 11.2 
$ 19.0 
$ 17.5 
Share-Based Payments Compensation Expense (Details) (Options, SOSARs, RSUs, DSUs, PSUs, and PU Awards, USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 29, 2012
Dec. 31, 2011
Options, SOSARs, RSUs, DSUs, PSUs, and PU Awards
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Pre-tax compensation expense (in dollars)
$ 19.5 
$ 14.0 
$ 24.6 
Tax benefit (in dollars)
(5.6)
(4.2)
(6.8)
After-tax compensation expense (in dollars)
$ 13.9 
$ 9.8 
$ 17.8 
Share-Based Payments Non-vested (Details) (USD $)
In Millions, except Share data, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 29, 2012
Dec. 31, 2011
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Compensation cost not yet recognized on nonvested awards
$ 15.6 
 
 
Compensation cost not yet recognized on nonvested awards, period for recognition
1 year 
 
 
RSUs and DSUs
 
 
 
Equity Instruments Other than Options, Nonvested [Roll Forward]
 
 
 
Non-vested awards outstanding at the beginning of the period (in shares)
700,000 
 
 
Granted (in shares)
300,000 
 
 
Vested (in shares)
(200,000)
 
 
Forfeited (in shares)
(100,000)
 
 
Non-vested awards outstanding at the end of the period (in shares)
700,000 
 
 
Non-vested, weighted-average grant date fair value at the beginning of the period (in dollars per unit)
$ 43.06 
 
 
Granted, weighted-average grant date fair value (in dollars per unit)
$ 42.94 
 
 
Vested, weighted-average grant date fair value (in dollars per unit)
$ 42.96 
 
 
Forfeited, weighted-average grant date fair value (in dollars per unit)
$ 41.81 
 
 
Non-vested, weighted-average grant date fair value at the end of the period (in dollars per unit)
$ 42.08 
 
 
PUs
 
 
 
Equity Instruments Other than Options, Nonvested [Roll Forward]
 
 
 
Non-vested awards outstanding at the beginning of the period (in shares)
1,700,000 
 
 
Granted (in shares)
700,000 
600,000 
Vested (in shares)
(600,000)
 
 
Forfeited (in shares)
(100,000)
 
 
Non-vested awards outstanding at the end of the period (in shares)
1,000,000 
1,700,000 
 
Non-vested, weighted-average grant date fair value at the beginning of the period (in dollars per unit)
$ 10.90 
 
 
Granted, weighted-average grant date fair value (in dollars per unit)
$ 0.00 
 
 
Vested, weighted-average grant date fair value (in dollars per unit)
$ 11.61 
 
 
Forfeited, weighted-average grant date fair value (in dollars per unit)
$ 3.58 
 
 
Non-vested, weighted-average grant date fair value at the end of the period (in dollars per unit)
$ 2.87 
$ 10.90 
 
Equity instruments other than options, vested in period, fair value
6.9 
7.3 
4.9 
Performance shares (PSUs)
 
 
 
Equity Instruments Other than Options, Nonvested [Roll Forward]
 
 
 
Non-vested awards outstanding at the beginning of the period (in shares)
 
 
Granted (in shares)
200,000 
 
 
Vested (in shares)
 
 
Forfeited (in shares)
 
 
Non-vested awards outstanding at the end of the period (in shares)
200,000 
 
 
Non-vested, weighted-average grant date fair value at the beginning of the period (in dollars per unit)
$ 0.00 
 
 
Granted, weighted-average grant date fair value (in dollars per unit)
$ 43.10 
 
 
Vested, weighted-average grant date fair value (in dollars per unit)
$ 0.00 
 
 
Forfeited, weighted-average grant date fair value (in dollars per unit)
$ 0.00 
 
 
Non-vested, weighted-average grant date fair value at the end of the period (in dollars per unit)
$ 43.10 
 
 
RSUs, DSUs, PUs and PSUs
 
 
 
Equity Instruments Other than Options, Nonvested [Roll Forward]
 
 
 
Equity instruments other than options, vested in period, fair value
$ 10.2 
$ 9.4 
$ 24.4 
Share-Based Payments Stock Options and SOSARs (Details) (USD $)
In Millions, except Per Share data, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 29, 2012
Dec. 31, 2011
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward]
 
 
 
Exercise of stock options under equity compensation plans
$ 88.8 
$ 34.1 
$ 11.6 
Options and SOSARs
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward]
 
 
 
Outstanding at the beginning of the period (in shares)
6.0 
 
 
Granted (in shares)
0.2 
 
 
Exercised
(2.7)
 
 
Forfeited
 
 
Outstanding at the end of the period (in shares)
3.5 
6.0 
 
Exercisable at beginning of period (in shares)
5.2 
 
 
Exercisable at end of period (in shares)
2.9 
5.2 
 
Weighted-average exercise price of shares outstanding, beginning of the period (in dollars per share)
$ 40.55 
 
 
Weighted-average exercise price of shares granted (in dollars per share)
$ 45.22 
 
 
Weighted-average exercise price of shares exercised (in dollars per share)
$ 37.11 
 
 
Weighted-average exercise price of shares forfeited (in dollars per share)
   
 
 
Weighted-average exercise price of shares outstanding, end of the period (in dollars per share)
$ 43.41 
$ 40.55 
 
Weighted-average exercise price of shares exercisable, beginning or period (in dollars per share)
$ 40.07 
 
 
Weighted-average exercise price of shares exercisable, end of period (in dollars per share)
$ 43.26 
$ 40.07 
 
Weighted-average remaining contractual life outstanding, beginning of period (in years)
4 years 6 months 25 days 
4 years 18 days 
 
Weighted-average remaining contractual life outstanding, end of period (in years)
4 years 6 months 25 days 
4 years 18 days 
 
Weighted-average remaining contractual life exercisable, beginning of period (in years)
3 years 10 months 10 days 
3 years 4 months 17 days 
 
Weighted-average remaining contractual life exercisable, end of period (in years)
3 years 10 months 10 days 
3 years 4 months 17 days 
 
Aggregate intrinsic value of shares outstanding, beginning of period (in dollars)
23.2 
 
 
Aggregate intrinsic value of shares outstanding, end of period (in dollars)
45.1 
23.2 
 
Aggregate intrinsic value of shares exercisable, beginning of period (in dollars)
23.1 
 
 
Aggregate intrinsic value of shares exercisable, end of period (in dollars)
38.4 
23.1 
 
Total intrinsic value of stock options exercised
36.0 
16.7 
3.9 
Exercise of stock options under equity compensation plans
88.8 
34.1 
11.6 
Tax benefit from stock options exercised
$ 7.7 
$ 4.9 
$ 2.0 
Options, SOSARs, RSUs, DSUs, PSUs, and PU Awards
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward]
 
 
 
Shares authorized and available for issuance (in shares)
7.9 
 
 
Share-Based Payments Weighted Average Assumptions (Details)
12 Months Ended
Dec. 31, 2013
Dec. 29, 2012
Dec. 31, 2011
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Risk-free interest rate (as a percent)
1.43% 
1.50% 
2.57% 
Dividend yield (as a percent)
2.88% 
2.99% 
2.57% 
Weighted-average volatility (as a percent)
25.02% 
25.86% 
26.29% 
Weighted-average fair market value (in dollars per share)
$ 8.39 
$ 8.09 
$ 9.60 
Performance shares (PSUs)
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Risk-free interest rate (as a percent)
0.33% 
 
 
Dividend yield (as a percent)
2.88% 
 
 
Expected term, minimum (in years)
2 years 9 months 29 days 
 
 
Granted, weighted-average grant date fair value (in dollars per unit)
$ 43.10 
 
 
Volatility rate
21.13% 
 
 
Performance shares (PSUs) |
Volatility rate |
Minimum
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Volatility rate
12.00% 
 
 
Performance shares (PSUs) |
Volatility rate |
Maximum
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Volatility rate
69.00% 
 
 
Stock options
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Volatility, low end of range (as a percent)
22.40% 
25.80% 
25.30% 
Volatility, high end of range (as a percent)
25.90% 
27.60% 
29.40% 
Expected term, minimum (in years)
7 years 8 months 15 days 
 
 
Stock options |
Minimum
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Expected term, minimum (in years)
 
4 years 
4 years 
Stock options |
Maximum
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Expected term, minimum (in years)
 
7 years 8 months 15 days 
7 years 8 months 15 days 
Share-Based Payments Narrative (Details) (USD $)
In Millions, except Share data, unless otherwise specified
12 Months Ended 12 Months Ended 12 Months Ended 12 Months Ended
Dec. 31, 2013
Grant_Types
Share-based_Compensation_Plans
Dec. 31, 2011
Class B common stock, non-voting
Dec. 31, 2013
Class B common stock, non-voting
Dec. 29, 2012
Class B common stock, non-voting
Dec. 25, 2010
Class B common stock, non-voting
Dec. 31, 2013
Stock options
Dec. 29, 2012
Stock options
Dec. 31, 2011
Stock options
Dec. 31, 2013
RSUs
Dec. 29, 2012
RSUs
Dec. 31, 2011
RSUs
Dec. 31, 2013
DSUs
Dec. 29, 2012
DSUs
Dec. 31, 2011
DSUs
Dec. 31, 2013
PUs
Dec. 29, 2012
PUs
Dec. 31, 2011
PUs
Dec. 31, 2013
PUs
Class B common stock, non-voting
Dec. 31, 2013
SOSARs
Dec. 29, 2012
SOSARs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Number of share-based compensation plans
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Number of SBC plan grants, by type
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Terms of SBC award
 
 
 
 
 
10 
10 years 
 
 
 
 
 
 
 
 
 
 
 
10 years 
 
Annual vesting percentage
 
 
 
 
 
33.33% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Award vesting period
 
 
 
 
 
3 years 
 
 
3 years 
 
 
 
 
 
3 years 
 
 
 
3 years 
 
Granted (in shares)
 
 
 
 
 
200,000 
300,000 
700,000 
300,000 
400,000 
300,000 
 
 
 
700,000 
600,000 
 
 
Equity instruments other than options, nonvested, weighted average grant date fair value
 
 
 
 
 
$ 8.39 
$ 8.09 
$ 9.60 
$ 42.74 
$ 42.04 
$ 44.27 
$ 50.56 
$ 43.74 
$ 43.53 
$ 2.87 
$ 10.90 
 
 
 
 
Performance units, payout value low end of range
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Performance units, payout value high end of range
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Common stock, issued shares
 
162,700,000 1
167,200,000 1
164,200,000 1
162,000,000 1
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Stock options outstanding, intrinsic value
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 2.9 
$ 18.9 
 
 
 
 
Equity instruments other than options, compensation expense, mark-to-market
 
$ 0.1 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Accumulated Other Comprehensive Income (Loss) (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 29, 2012
Dec. 31, 2011
Accumulated Other Comprehensive Income (Loss) [Roll Forward]
 
 
 
Balance
$ (72.3)
 
 
Amortization of net prior service costs and net actuarial losses to income(1)
240.7 
(195.8)
(189.6)
Balance
154.9 
(72.3)
 
MillerCoors
 
 
 
Accumulated Other Comprehensive Income (Loss) [Roll Forward]
 
 
 
MCBC economic Interest (as a percent)
 
42.00% 
 
Foreign currency translation adjustments
 
 
 
Accumulated Other Comprehensive Income (Loss) [Roll Forward]
 
 
 
Balance
1,187.5 
838.6 
906.3 
Foreign currency translation adjustments
(177.7)
340.3 
(49.6)
Unrealized gain (loss) on derivative instruments
Reclassification of derivative losses to income(1)
1
1
1
Pension and other postretirement benefit adjustments
Amortization of net prior service costs and net actuarial losses to income(1)
1
1
1
Ownership share of unconsolidated subsidiaries' other comprehensive income (loss)
Tax adjustment related to investment in MillerCoors reclassification
2
 
Tax benefit (expense)
(30.7)
8.6 
(18.1)
Balance
979.1 
1,187.5 
838.6 
Gain (loss) on derivative instruments
 
 
 
Accumulated Other Comprehensive Income (Loss) [Roll Forward]
 
 
 
Balance
(17.7)
1.7 
(11.6)
Foreign currency translation adjustments
(1.6)
Unrealized gain (loss) on derivative instruments
58.6 
(37.7)
(2.0)
Reclassification of derivative losses to income(1)
(5.5)1
10.2 1
14.9 1
Pension and other postretirement benefit adjustments
Amortization of net prior service costs and net actuarial losses to income(1)
1
1
1
Ownership share of unconsolidated subsidiaries' other comprehensive income (loss)
Tax adjustment related to investment in MillerCoors reclassification
2
 
Tax benefit (expense)
(20.8)
9.7 
0.4 
Balance
14.6 
(17.7)
1.7 
Pension and Postretirement Benefit adjustments
 
 
 
Accumulated Other Comprehensive Income (Loss) [Roll Forward]
 
 
 
Balance
(844.1)
(676.8)
(497.4)
Foreign currency translation adjustments
0.7 
(2.4)
Unrealized gain (loss) on derivative instruments
Reclassification of derivative losses to income(1)
1
1
1
Pension and other postretirement benefit adjustments
278.0 
(176.5)
(255.8)
Amortization of net prior service costs and net actuarial losses to income(1)
53.7 
36.3 
13.8 
Ownership share of unconsolidated subsidiaries' other comprehensive income (loss)
Tax adjustment related to investment in MillerCoors reclassification
2
 
Tax benefit (expense)
(44.6)
(24.7)
62.6 
Balance
(556.3)
(844.1)
(676.8)
Equity Method Investments
 
 
 
Accumulated Other Comprehensive Income (Loss) [Roll Forward]
 
 
 
Balance
(398.0)
(293.2)
(226.2)
Foreign currency translation adjustments
Unrealized gain (loss) on derivative instruments
Reclassification of derivative losses to income(1)
1
1
1
Pension and other postretirement benefit adjustments
Amortization of net prior service costs and net actuarial losses to income(1)
1
1
1
Ownership share of unconsolidated subsidiaries' other comprehensive income (loss)
114.5 
(79.5)
(106.2)
Tax adjustment related to investment in MillerCoors reclassification
34.3 2
(97.9)
 
Tax benefit (expense)
(33.3)
72.6 
39.2 
Balance
(282.5)
(398.0)
(293.2)
Accumulated other comprehensive income (loss)
 
 
 
Accumulated Other Comprehensive Income (Loss) [Roll Forward]
 
 
 
Balance
(72.3)
(129.7)
171.1 
Foreign currency translation adjustments
(177.0)
336.3 
(49.6)
Unrealized gain (loss) on derivative instruments
58.6 
(37.7)
(2.0)
Reclassification of derivative losses to income(1)
(5.5)1
10.2 
14.9 
Pension and other postretirement benefit adjustments
278.0 
(176.5)
(255.8)
Amortization of net prior service costs and net actuarial losses to income(1)
53.7 1
36.3 
13.8 
Ownership share of unconsolidated subsidiaries' other comprehensive income (loss)
114.5 
(79.5)
(106.2)
Tax adjustment related to investment in MillerCoors reclassification
34.3 2
(97.9)
 
Tax benefit (expense)
(129.4)
66.2 
84.1 
Balance
$ 154.9 
$ (72.3)
$ (129.7)
Accumulated Other Comprehensive Income (Loss) AOCI Reclassifications (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2013
Sep. 28, 2013
Jun. 29, 2013
Mar. 30, 2013
Dec. 29, 2012
Sep. 29, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2013
Dec. 29, 2012
Dec. 31, 2011
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Foreign currency forwards, Other income (expense), net
 
 
 
 
 
 
 
 
$ 18.9 
$ (90.3)
$ (11.0)
Cost of goods sold
(644.4)
(670.0)
(684.1)
(547.1)
(646.6)
(687.0)
(580.1)
(438.8)
(2,545.6)
(2,352.5)
(2,049.1)
Net actuarial gain (loss)
 
 
 
 
 
 
 
 
56.5 
39.2 
 
Total income (loss) reclassified, before tax
 
 
 
 
 
 
 
 
570.5 
437.6 
674.8 
Income tax benefit (expense)
 
 
 
 
 
 
 
 
(84.0)
(154.5)
(99.4)
Reclassification out of Accumulated Other Comprehensive Income
 
 
 
 
 
 
 
 
 
 
 
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Net income (loss) reclassified, net of tax
 
 
 
 
 
 
 
 
(43.2)
 
 
Accumulated Net Gain (Loss) from Designated or Qualifying Cash Flow Hedges |
Reclassification out of Accumulated Other Comprehensive Income
 
 
 
 
 
 
 
 
 
 
 
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Total income (loss) reclassified, before tax
 
 
 
 
 
 
 
 
5.5 
 
 
Income tax benefit (expense)
 
 
 
 
 
 
 
 
(2.3)
1.6 
4.5 
Net income (loss) reclassified, net of tax
 
 
 
 
 
 
 
 
3.2 
 
 
Accumulated Defined Benefit Plans Adjustment |
Reclassification out of Accumulated Other Comprehensive Income
 
 
 
 
 
 
 
 
 
 
 
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Prior service benefit (cost)
 
 
 
 
 
 
 
 
2.8 1
 
 
Net actuarial gain (loss)
 
 
 
 
 
 
 
 
(56.5)1
 
 
Total income (loss) reclassified, before tax
 
 
 
 
 
 
 
 
(53.7)
 
 
Income tax benefit (expense)
 
 
 
 
 
 
 
 
7.3 
5.4 
3.6 
Net income (loss) reclassified, net of tax
 
 
 
 
 
 
 
 
$ (46.4)
 
 
Employee Retirement Plans and Postretirement Benefits Net Periodic Pension (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 29, 2012
Dec. 31, 2011
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Plan amendment
$ (0.1)
 
 
Pension
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Plan amendment
 
 
OPEB
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Plan amendment
(0.1)
 
 
Defined Benefit Plans and Other Postretirement Benefits, Obligation [Member]
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Prior year benefit obligation
4,141.9 
3,772.3 
 
Special termination benefits
(0.4)
 
Postretirement benefit obligation assumed in Acquisition
2.7 
 
Service cost, net of expected employee contributions
18.1 
18.5 
 
Interest cost
164.2 
173.7 
 
Actual employee contributions
1.1 
1.3 
 
Curtailment loss
1.3 
 
Actuarial loss (gain)
(100.3)
252.0 
 
Plan amendment
0.4 
0.5 
 
Benefits paid
(209.5)
(207.1)
 
Adjustment due to change in historical accounting
8.1 
 
Foreign currency exchange rate change
(45.0)
126.3 
 
Defined Benefit Plans and Other Postretirement Benefits, Obligation [Member] |
Pension
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Prior year benefit obligation
3,955.5 
3,603.9 
 
Special termination benefits
(0.4)
 
Postretirement benefit obligation assumed in Acquisition
 
Service cost, net of expected employee contributions
14.7 
15.6 
 
Interest cost
157.0 
165.7 
 
Actual employee contributions
1.1 
1.3 
 
Curtailment loss
1.3 
 
Actuarial loss (gain)
(84.6)
243.7 
 
Plan amendment
0.5 
0.5 
 
Benefits paid
(201.0)
(199.0)
 
Adjustment due to change in historical accounting
8.1 
 
Foreign currency exchange rate change
(34.4)
122.1 
 
Defined Benefit Plans and Other Postretirement Benefits, Obligation [Member] |
OPEB
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Prior year benefit obligation
186.4 
168.4 
 
Special termination benefits
 
Postretirement benefit obligation assumed in Acquisition
2.7 
 
Service cost, net of expected employee contributions
3.4 
2.9 
 
Interest cost
7.2 
8.0 
 
Actual employee contributions
 
Curtailment loss
 
Actuarial loss (gain)
(15.7)
8.3 
 
Plan amendment
(0.1)
 
Benefits paid
(8.5)
(8.1)
 
Adjustment due to change in historical accounting
 
Foreign currency exchange rate change
(10.6)
4.2 
 
Defined Benefit Plans and Other Postretirement Benefit, Cost [Member]
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Service cost - benefits earned during the period
19.2 
19.7 
21.2 
Interest cost on projected benefit obligation
164.2 
173.7 
188.2 
Expected return on plan assets
(177.9)
(175.2)
(199.4)
Amortization of prior service costs (benefits)
(2.8)
(2.9)
(3.0)
Amortization of net actuarial loss (gain)
56.5 
39.2 
16.8 
Curtailment loss
1.3 
Special termination benefits
0.4 
Expected Participant Contributions
(1.2)
(1.5)
(1.6)
Net periodic pension cost (benefit)
58.0 
54.7 
22.2 
Defined Benefit Plans and Other Postretirement Benefit, Cost [Member] |
Pension
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Service cost - benefits earned during the period
15.8 
16.8 
18.8 
Interest cost on projected benefit obligation
157.0 
165.7 
180.5 
Expected return on plan assets
(177.9)
(175.2)
(199.4)
Amortization of prior service costs (benefits)
0.8 
0.8 
0.8 
Amortization of net actuarial loss (gain)
56.6 
39.4 
20.2 
Curtailment loss
1.3 
Special termination benefits
0.4 
Expected Participant Contributions
(1.2)
(1.5)
(1.6)
Net periodic pension cost (benefit)
51.1 
47.7 
19.3 
Defined Benefit Plans and Other Postretirement Benefit, Cost [Member] |
OPEB
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Service cost - benefits earned during the period
3.4 
2.9 
2.4 
Interest cost on projected benefit obligation
7.2 
8.0 
7.7 
Expected return on plan assets
Amortization of prior service costs (benefits)
(3.6)
(3.7)
(3.8)
Amortization of net actuarial loss (gain)
(0.1)
(0.2)
(3.4)
Curtailment loss
Special termination benefits
Expected Participant Contributions
Net periodic pension cost (benefit)
$ 6.9 
$ 7.0 
$ 2.9 
Employee Retirement Plans and Postretirement Benefits Projected Benefit Obligation (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended 12 Months Ended 12 Months Ended 12 Months Ended
Dec. 31, 2013
Dec. 29, 2012
Dec. 31, 2011
Dec. 31, 2013
Accumulated Benefit and Projected Benefit Obligations in Excess of Plan Assets
Dec. 29, 2012
Accumulated Benefit and Projected Benefit Obligations in Excess of Plan Assets
Dec. 31, 2013
Pension
Dec. 31, 2013
Pension
Dec. 29, 2012
Pension
Dec. 31, 2011
Pension
Dec. 31, 2013
Pension
Accumulated Benefit and Projected Benefit Obligations in Excess of Plan Assets
Dec. 29, 2012
Pension
Accumulated Benefit and Projected Benefit Obligations in Excess of Plan Assets
Dec. 31, 2013
OPEB
Dec. 29, 2012
OPEB
Dec. 31, 2011
OPEB
Dec. 31, 2013
OPEB
Accumulated Benefit and Projected Benefit Obligations in Excess of Plan Assets
Dec. 29, 2012
OPEB
Accumulated Benefit and Projected Benefit Obligations in Excess of Plan Assets
Dec. 31, 2013
Defined Benefit Plans and Other Postretirement Benefits, Obligation [Member]
Dec. 29, 2012
Defined Benefit Plans and Other Postretirement Benefits, Obligation [Member]
Dec. 31, 2013
Defined Benefit Plans and Other Postretirement Benefits, Obligation [Member]
Pension
Dec. 29, 2012
Defined Benefit Plans and Other Postretirement Benefits, Obligation [Member]
Pension
Dec. 31, 2013
Defined Benefit Plans and Other Postretirement Benefits, Obligation [Member]
OPEB
Dec. 29, 2012
Defined Benefit Plans and Other Postretirement Benefits, Obligation [Member]
OPEB
Change in benefit obligation:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Prior year benefit obligation
 
 
 
$ 3,277.6 
$ 3,768.7 
 
 
 
 
$ 3,115.5 
$ 3,582.3 
 
 
 
$ 162.1 
$ 186.4 
$ 4,141.9 
$ 3,772.3 
$ 3,955.5 
$ 3,603.9 
$ 186.4 
$ 168.4 
Postretirement benefit obligation assumed in Acquisition
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2.7 
2.7 
Service cost, net of expected employee contributions
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
18.1 
18.5 
14.7 
15.6 
3.4 
2.9 
Interest cost
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
164.2 
173.7 
157.0 
165.7 
7.2 
8.0 
Actual employee contributions
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1.1 
1.3 
1.1 
1.3 
Curtailment loss
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1.3 
1.3 
Special termination benefits
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
0.4 
0.4 
Actuarial loss (gain)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(100.3)
252.0 
(84.6)
243.7 
(15.7)
8.3 
Plan amendment
(0.1)
 
 
 
 
 
 
 
 
 
(0.1)
 
 
 
 
0.4 
0.5 
0.5 
0.5 
(0.1)
Benefits paid
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(209.5)
(207.1)
(201.0)
(199.0)
(8.5)
(8.1)
Adjustment due to change in historical accounting
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
8.1 
8.1 
Foreign currency exchange rate change
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(45.0)
126.3 
(34.4)
122.1 
(10.6)
4.2 
Benefit obligation at end of year
 
 
 
3,277.6 
3,768.7 
 
 
 
 
3,115.5 
3,582.3 
 
 
 
162.1 
186.4 
3,979.0 
4,141.9 
3,816.9 
3,955.5 
162.1 
186.4 
Accumulated benefit obligation
 
 
 
3,267.8 
3,767.3 
3,805.9 
3,805.9 
3,953.0 
 
3,105.7 
3,580.9 
 
 
 
162.1 
186.4 
 
 
 
 
 
 
Change in plan assets:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Prior year fair value of assets
3,353.8 
 
 
2,803.0 
2,924.1 
 
 
 
 
2,803.0 
2,924.1 
 
 
 
3,353.8 
3,138.9 
3,353.8 
3,138.9 
Actual return on plan assets
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
359.7 
254.4 
359.7 
254.4 
Employer contributions
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
121.6 
63.4 
113.1 
55.3 
8.5 
8.1 
Actual employee contributions
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1.1 
1.3 
1.1 
1.3 
Benefits and plan expenses paid
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(213.0)
(209.2)
(204.5)
(201.1)
(8.5)
(8.1)
Foreign currency exchange rate change
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(27.0)
105.0 
(27.0)
105.0 
Fair value of plan assets at end of year
3,596.2 
 
 
2,803.0 
2,924.1 
 
 
 
 
2,803.0 
2,924.1 
 
 
 
3,596.2 
3,353.8 
3,596.2 
3,353.8 
Funded status:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(382.8)
(788.1)
(220.7)
(601.7)
(162.1)
(186.4)
Amounts recognized in the Consolidated Balance Sheets:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Other non-current assets
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
91.8 
56.5 
91.8 
56.5 
Accounts payable and other current liabilities
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(12.0)
(11.6)
(3.1)
(2.6)
(8.9)
(9.0)
Pension and postretirement benefits
(462.6)
(833.0)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(462.6)
(833.0)
(309.4)
(655.6)
(153.2)
(177.4)
Net amounts recognized
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(382.8)
(788.1)
(220.7)
(601.7)
(162.1)
(186.4)
Improvement in net underfunded status of aggregate pension and OPEB plans
 
 
 
 
 
405.3 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Amount actual return on plan assets exceeded expected return
 
 
 
 
 
180 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Funded status:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Accumulated benefit obligation
 
 
 
3,267.8 
3,767.3 
3,805.9 
3,805.9 
3,953.0 
 
3,105.7 
3,580.9 
 
 
 
162.1 
186.4 
 
 
 
 
 
 
Projected benefit obligation
 
 
 
(3,277.6)
(3,768.7)
 
 
 
 
(3,115.5)
(3,582.3)
 
 
 
(162.1)
(186.4)
(3,979.0)
(4,141.9)
(3,816.9)
(3,955.5)
(162.1)
(186.4)
Fair value of plan assets
3,596.2 
 
 
2,803.0 
2,924.1 
 
 
 
 
2,803.0 
2,924.1 
 
 
 
3,596.2 
3,353.8 
3,596.2 
3,353.8 
Amounts in Accumulated Other Comprehensive Loss (Income) not yet recognized as components of net periodic pension cost or (benefit), pre-tax:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net actuarial (gain) loss
789.4 
1,124.8 
 
 
 
811.1 
811.1 
1,130.9 
 
 
 
(21.7)
(6.1)
 
 
 
 
 
 
 
 
 
Net prior service cost
(0.8)
(3.8)
 
 
 
3.1 
3.1 
3.4 
 
 
 
(3.9)
(7.2)
 
 
 
 
 
 
 
 
 
Total not yet recognized
$ 788.6 
$ 1,121.0 
$ 978.4 
 
 
$ 814.2 
$ 814.2 
$ 1,134.3 
$ 1,003.0 
 
 
$ (25.6)
$ (13.3)
$ (24.6)
 
 
 
 
 
 
 
 
Employee Retirement Plans and Postretirement Benefits Changes Recognized Pre-tax (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 29, 2012
Defined Benefit Plan Disclosure [Line Items]
 
 
Accumulated other comprehensive loss (income), at the beginning of the period
$ 1,121.0 
$ 978.4 
Amortization of prior service costs (benefit)
2.8 
2.9 
Amortization of net actuarial loss (gain)
(56.5)
(39.2)
Current year actuarial loss (gain)
(278.0)
176.5 
Plan amendment
(0.1)
 
Foreign currency exchange rate change
(0.6)
2.4 
Accumulated other comprehensive loss (income), at the end of the period
788.6 
1,121.0 
Pension
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
Accumulated other comprehensive loss (income), at the beginning of the period
1,134.3 
1,003.0 
Amortization of prior service costs (benefit)
(0.8)
(0.8)
Amortization of net actuarial loss (gain)
(56.6)
(39.4)
Current year actuarial loss (gain)
(262.3)
168.2 
Plan amendment
 
Foreign currency exchange rate change
(0.4)
3.3 
Accumulated other comprehensive loss (income), at the end of the period
814.2 
1,134.3 
OPEB
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
Accumulated other comprehensive loss (income), at the beginning of the period
(13.3)
(24.6)
Amortization of prior service costs (benefit)
3.6 
3.7 
Amortization of net actuarial loss (gain)
0.1 
0.2 
Current year actuarial loss (gain)
(15.7)
8.3 
Plan amendment
(0.1)
 
Foreign currency exchange rate change
(0.2)
(0.9)
Accumulated other comprehensive loss (income), at the end of the period
$ (25.6)
$ (13.3)
Employee Retirement Plans and Postretirement Benefits Amortization Amounts Expected (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Defined Benefit Plan Disclosure [Line Items]
 
Amortization of net prior service cost (gain)
$ (2.6)
Amortization of actuarial net loss (gain)
(10.4)
Pension
 
Defined Benefit Plan Disclosure [Line Items]
 
Amortization of net prior service cost (gain)
0.7 
Amortization of actuarial net loss (gain)
(9.5)
OPEB
 
Defined Benefit Plan Disclosure [Line Items]
 
Amortization of net prior service cost (gain)
(3.3)
Amortization of actuarial net loss (gain)
$ (0.9)
Employee Retirement Plans and Postretirement Benefits Weighted Average Assumptions (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 29, 2012
Dec. 31, 2011
Defined Benefit Plan, Effect of One-Percentage Point Change in Assumed Health Care Cost Trend Rates [Abstract]
 
 
 
Effect on total of service and interest cost components, one-percent point increase (unfavorable)
$ (1.2)
 
 
Effect on total of service and interest cost components, one-percent point decrease favorable
1.3 
 
 
Effect on postretirement benefit obligation, one-percent point increase (unfavorable)
(17.4)
 
 
Effect on postretirement benefit obligation, one-percent point decrease favorable
$ 15.9 
 
 
Pension
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Settlement discount rate
4.18% 
4.61% 
5.32% 
Rate of compensation increase (as a percent)
2.50% 1
2.50% 1
3.00% 1
Expected return on plan assets (as a percent)
5.83% 2
5.57% 2
6.17% 2
Defined Benefit Plan, Assumptions Used Calculating Benefit Obligation, Discount Rate
4.57% 
4.18% 
 
Defined Benefit Plan, Assumptions Used Calculating Benefit Obligation, Rate of Compensation Increase
2.50% 1
2.50% 1
 
OPEB
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Settlement discount rate
4.12% 
4.66% 
5.33% 
Defined Benefit Plan, Assumptions Used Calculating Benefit Obligation, Discount Rate
4.79% 
4.12% 
 
OPEB |
Periodic Pension and OPEB Cost |
Maximum
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Health care cost trend rate
7.90% 
8.20% 
8.50% 
Year that rate reaches ultimate trend rate
2013 
2012 
2011 
OPEB |
Periodic Pension and OPEB Cost |
Minimum
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Health care cost trend rate
4.50% 
4.50% 
4.50% 
Year that rate reaches ultimate trend rate
2028 
2028 
2028 
Employee Retirement Plans and Postretirement Benefits Target And Actual Allocations (Details)
12 Months Ended
Dec. 31, 2013
Equity funds
 
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
 
Target allocations (as a percent)
31.80% 
Actual allocations (as a percent)
34.40% 
Fixed Income Funds [Member]
 
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
 
Target allocations (as a percent)
48.70% 
Actual allocations (as a percent)
45.80% 
Hedge funds of funds
 
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
 
Target allocations (as a percent)
9.90% 
Actual allocations (as a percent)
9.40% 
Real estate funds
 
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
 
Target allocations (as a percent)
4.30% 
Actual allocations (as a percent)
6.30% 
Other assets
 
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
 
Target allocations (as a percent)
5.30% 
Actual allocations (as a percent)
4.10% 
Employee Retirement Plans and Postretirement Benefits Pension Fair Value Hierarchy (Details) (USD $)
In Millions, unless otherwise specified
Dec. 31, 2013
Dec. 29, 2012
Dec. 31, 2011
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
$ 3,596.2 
$ 3,353.8 
 
Quoted prices in active markets (Level 1)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
(45.5)
606.7 
 
Significant observable inputs (Level 2)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
3,156.2 
2,353.7 
 
Significant unobservable inputs (Level 3)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
485.5 
393.4 
334.9 
Cash
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
127.5 
108.2 
 
Cash |
Quoted prices in active markets (Level 1)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
127.5 
108.2 
 
Cash |
Significant observable inputs (Level 2)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
Cash |
Significant unobservable inputs (Level 3)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
Trades awaiting settlement
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
25.9 
5.4 
 
Trades awaiting settlement |
Quoted prices in active markets (Level 1)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
25.9 
5.4 
 
Trades awaiting settlement |
Significant observable inputs (Level 2)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
Trades awaiting settlement |
Significant unobservable inputs (Level 3)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
Bank deposits, short-term bills and notes
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
33.8 
36.4 
 
Bank deposits, short-term bills and notes |
Quoted prices in active markets (Level 1)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
Bank deposits, short-term bills and notes |
Significant observable inputs (Level 2)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
33.8 
36.4 
 
Bank deposits, short-term bills and notes |
Significant unobservable inputs (Level 3)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
Government securities
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
790.4 
837.2 
 
Government securities |
Quoted prices in active markets (Level 1)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
Government securities |
Significant observable inputs (Level 2)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
790.4 
837.2 
 
Government securities |
Significant unobservable inputs (Level 3)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
Corporate debt securities
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
438.7 
536.8 
 
Corporate debt securities |
Quoted prices in active markets (Level 1)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
Corporate debt securities |
Significant observable inputs (Level 2)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
438.1 
536.8 
 
Corporate debt securities |
Significant unobservable inputs (Level 3)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
0.6 
 
Interest and inflation linked assets
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
1,100.6 
171.6 
 
Interest and inflation linked assets |
Quoted prices in active markets (Level 1)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
Interest and inflation linked assets |
Significant observable inputs (Level 2)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
1,073.4 
205.7 
 
Interest and inflation linked assets |
Significant unobservable inputs (Level 3)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
27.2 
(34.1)
 
Collateralized debt securities
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
5.0 
4.3 
 
Collateralized debt securities |
Quoted prices in active markets (Level 1)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
Collateralized debt securities |
Significant observable inputs (Level 2)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
Collateralized debt securities |
Significant unobservable inputs (Level 3)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
5.0 
4.3 
 
Other debt securities
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
Other debt securities |
Quoted prices in active markets (Level 1)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
Other debt securities |
Significant observable inputs (Level 2)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
Other debt securities |
Significant unobservable inputs (Level 3)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
Equities
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
6.4 
1.2 
 
Equities |
Quoted prices in active markets (Level 1)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
6.4 
1.2 
 
Equities |
Significant observable inputs (Level 2)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
Equities |
Significant unobservable inputs (Level 3)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
Common stock
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
712.3 
583.7 
 
Common stock |
Quoted prices in active markets (Level 1)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
711.4 
581.7 
 
Common stock |
Significant observable inputs (Level 2)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
0.9 
 
Common stock |
Significant unobservable inputs (Level 3)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
2.0 
 
Debt funds
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
325.0 
273.7 
 
Debt funds |
Quoted prices in active markets (Level 1)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
Debt funds |
Significant observable inputs (Level 2)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
196.2 
157.5 
 
Debt funds |
Significant unobservable inputs (Level 3)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
128.8 
116.2 
 
Equity funds
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
515.6 
499.7 
 
Equity funds |
Quoted prices in active markets (Level 1)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
7.8 
 
Equity funds |
Significant observable inputs (Level 2)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
515.6 
491.9 
 
Equity funds |
Significant unobservable inputs (Level 3)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
Real estate funds
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
43.6 
55.9 
 
Real estate funds |
Quoted prices in active markets (Level 1)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
Real estate funds |
Significant observable inputs (Level 2)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
Real estate funds |
Significant unobservable inputs (Level 3)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
43.6 
55.9 
 
Hedge funds of funds
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
339.5 
321.9 
 
Hedge funds of funds |
Quoted prices in active markets (Level 1)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
Hedge funds of funds |
Significant observable inputs (Level 2)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
112.8 
101.7 
 
Hedge funds of funds |
Significant unobservable inputs (Level 3)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
226.7 
220.2 
 
Repurchase agreements
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
(917.5)
(98.1)
 
Repurchase agreements |
Quoted prices in active markets (Level 1)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
(917.5)
(98.1)
 
Repurchase agreements |
Significant observable inputs (Level 2)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
Repurchase agreements |
Significant unobservable inputs (Level 3)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
Credit default swaps
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
(5.0)
(13.5)
 
Credit default swaps |
Quoted prices in active markets (Level 1)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
Credit default swaps |
Significant observable inputs (Level 2)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
(5.0)
(13.5)
 
Credit default swaps |
Significant unobservable inputs (Level 3)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
Private equity
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
53.3 
28.4 
 
Private equity |
Quoted prices in active markets (Level 1)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
Private equity |
Significant observable inputs (Level 2)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
Private equity |
Significant unobservable inputs (Level 3)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
53.3 
28.4 
 
Recoverable taxes
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
0.8 
0.5 
 
Recoverable taxes |
Quoted prices in active markets (Level 1)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
0.8 
0.5 
 
Recoverable taxes |
Significant observable inputs (Level 2)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
Recoverable taxes |
Significant unobservable inputs (Level 3)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
Venture capital
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
0.3 
0.5 
 
Venture capital |
Quoted prices in active markets (Level 1)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
Venture capital |
Significant observable inputs (Level 2)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
 
Venture capital |
Significant unobservable inputs (Level 3)
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined Benefit Plan, Fair Value of Plan Assets
$ 0.3 
$ 0.5 
 
Employee Retirement Plans and Postretirement Benefits Level 3 Rollforward (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 29, 2012
Total gain or loss (realized/unrealized):
 
 
Fair value of plan assets at end of year
$ 3,596.2 
$ 3,353.8 
Significant unobservable inputs (Level 3)
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
Prior year fair value of assets
393.4 
334.9 
Total gain or loss (realized/unrealized):
 
 
Realized gain (loss)
5.9 
(1.0)
Unrealized gain (loss) included in AOCI
63.1 
(23.0)
Purchases, issuances, settlements
7.0 
68.5 
Transfers in/(out) of Level 3
1.9 
Foreign exchange translation (loss)/gain
14.2 
14.0 
Fair value of plan assets at end of year
$ 485.5 
$ 393.4 
Employee Retirement Plans and Postretirement Benefits Expected Benefit Payments (Details) (USD $)
In Millions, unless otherwise specified
Dec. 31, 2013
Pension
 
Defined Benefit Plan Disclosure [Line Items]
 
Defined Benefit Plan, Estimated Future Employer Contributions in Next Fiscal Year, Low End of Range
$ 20 
Defined Benefit Plan, Estimated Future Employer Contributions in Next Fiscal Year, High End of Range
40 
Defined Benefit Plan, Expected Future Benefit Payments, Fiscal Year Maturity [Abstract]
 
2014
207.1 
2015
211.3 
2016
215.4 
2017
218.7 
2018
221.7 
2019-2023
1,226.4 
OPEB
 
Defined Benefit Plan Disclosure [Line Items]
 
Defined Benefit Plan, Estimated Future Employer Contributions in Next Fiscal Year, Low End of Range
10 
Defined Benefit Plan, Expected Future Benefit Payments, Fiscal Year Maturity [Abstract]
 
2014
8.6 
2015
8.4 
2016
8.8 
2017
9.2 
2018
9.4 
2019-2023
$ 57.3 
Employee Retirement Plans and Postretirement Benefits Defined Contribution Plans (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 29, 2012
Dec. 31, 2011
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined contribution plan, contribution during the period
$ 20.5 
$ 23.0 
$ 27.6 
Canada Defined Contribution Plan [Member]
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined contribution plan, contributions by employer, low end of the range (as a percent)
3.00% 
 
 
Defined contribution plan, contributions by employer, high end of the range (as a percent)
8.50% 
 
 
United States Defined Contribution Plan [Member]
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
Defined contribution plan, contributions by employer, low end of the range (as a percent)
5.00% 
 
 
Defined contribution plan, contributions by employer, high end of the range (as a percent)
9.00% 
 
 
Employee Retirement Plans and Postretirement Benefits Corporate Fair Value Hierarchy (Details) (U.S. defined contribution plan, nonqualified, Rabbi Trust, USD $)
In Millions, unless otherwise specified
Dec. 31, 2013
Dec. 29, 2012
Corporate Equities [Member]
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
Defined Contribution Plan, Fair Value of Plan Assets
$ 3.9 
$ 3.1 
Corporate Equities [Member] |
Quoted prices in active markets (Level 1)
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
Defined Contribution Plan, Fair Value of Plan Assets
3.9 
3.1 
Corporate Equities [Member] |
Significant observable inputs (Level 2)
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
Defined Contribution Plan, Fair Value of Plan Assets
Corporate Equities [Member] |
Significant unobservable inputs (Level 3)
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
Defined Contribution Plan, Fair Value of Plan Assets
Mutual funds
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
Defined Contribution Plan, Fair Value of Plan Assets
3.9 
3.1 
Mutual funds |
Quoted prices in active markets (Level 1)
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
Defined Contribution Plan, Fair Value of Plan Assets
3.9 
3.1 
Mutual funds |
Significant observable inputs (Level 2)
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
Defined Contribution Plan, Fair Value of Plan Assets
Mutual funds |
Significant unobservable inputs (Level 3)
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
Defined Contribution Plan, Fair Value of Plan Assets
$ 0 
$ 0 
Derivative Instruments and Hedging Activities Derivative Fair Value (Details) (USD $)
In Millions, unless otherwise specified
Dec. 31, 2013
Dec. 29, 2012
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
Derivative Liability, Fair Value, Gross Liability
 
$ (226.6)
Fair Value, Measurements, Recurring |
Quoted prices in active markets (Level 1)
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
Derivative, Fair Value, Net
 
Fair Value, Measurements, Recurring |
Significant observable inputs (Level 2)
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
Derivative, Fair Value, Net
(56.9)
(224.6)
Fair Value, Measurements, Recurring |
Significant observable inputs (Level 2) |
Cross currency swaps
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
Derivative Liability, Fair Value, Gross Liability
(71.7)
(220.4)
Fair Value, Measurements, Recurring |
Significant observable inputs (Level 2) |
Foreign currency forwards
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
Derivative Liability, Fair Value, Gross Liability
19.7 
(1.7)
Fair Value, Measurements, Recurring |
Significant observable inputs (Level 2) |
Commodity swaps
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
Derivative Liability, Fair Value, Gross Liability
(4.9)
(2.5)
Fair Value, Measurements, Recurring |
Significant unobservable inputs (Level 3)
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
Derivative, Fair Value, Net
(7.9)
Fair Value, Measurements, Recurring |
Significant unobservable inputs (Level 3) |
Equity conversion feature of debt
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
Derivative Liability, Fair Value, Gross Liability
 
(7.9)
Fair Value, Measurements, Recurring |
Carrying (Reported) Amount, Fair Value Disclosure |
Fair Value Disclosure
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
Derivative, Fair Value, Net
(56.9)
(232.5)
Fair Value, Measurements, Recurring |
Carrying (Reported) Amount, Fair Value Disclosure |
Fair Value Disclosure |
Cross currency swaps
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
Derivative Liability, Fair Value, Gross Liability
(71.7)
(220.4)
Fair Value, Measurements, Recurring |
Carrying (Reported) Amount, Fair Value Disclosure |
Fair Value Disclosure |
Foreign currency forwards
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
Derivative Liability, Fair Value, Gross Liability
19.7 
(1.7)
Fair Value, Measurements, Recurring |
Carrying (Reported) Amount, Fair Value Disclosure |
Fair Value Disclosure |
Commodity swaps
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
Derivative Liability, Fair Value, Gross Liability
(4.9)
(2.5)
Fair Value, Measurements, Recurring |
Carrying (Reported) Amount, Fair Value Disclosure |
Fair Value Disclosure |
Equity conversion feature of debt
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
Derivative Liability, Fair Value, Gross Liability
 
$ (7.9)
Derivative Instruments and Hedging Activities Derivative Fair Value Unobservable Inputs (Details)
In Millions, unless otherwise specified
12 Months Ended 0 Months Ended
Dec. 29, 2012
USD ($)
Dec. 31, 2013
Significant unobservable inputs (Level 3)
USD ($)
Dec. 29, 2012
Significant unobservable inputs (Level 3)
USD ($)
Sep. 3, 2013
Molson Coors Central Europe (MCCE)
Convertible Debt
Convertible Senior Unsecured Note Due 2013 €500 Million 0.0% [Member]
USD ($)
Aug. 13, 2013
Molson Coors Central Europe (MCCE)
Convertible Debt
Convertible Senior Unsecured Note Due 2013 €500 Million 0.0% [Member]
EUR (€)
Jun. 15, 2012
Molson Coors Central Europe (MCCE)
Convertible Debt
Convertible Senior Unsecured Note Due 2013 €500 Million 0.0% [Member]
EUR (€)
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
 
 
 
 
 
 
Balance at beginning
 
$ (7.9)
$ 0 
 
 
 
Included in earnings
 
(6.5)
7.3 
 
 
 
Included in other comprehensive income
 
 
 
 
Issuances(1)
 
(15.2)
 
 
 
Convertible debt, settlement of conversion feature
 
 
 
14.4 
10.9 
12.1 
Transfers In/Out of Level 3
 
 
 
 
Balance at end
 
(7.9)
 
 
 
Derivative liabilities
 
(7.9)
 
 
 
Derivative Liability, Fair Value, Gross Liability
$ (226.6)
 
 
 
 
 
Derivative Instruments and Hedging Activities Fair Value Balance Sheet (Details)
24 Months Ended
Dec. 29, 2012
USD ($)
Dec. 31, 2013
Cross currency swaps
Other current assets
USD ($)
Dec. 29, 2012
Cross currency swaps
Other current assets
USD ($)
Dec. 31, 2013
Cross currency swaps
Accrued Expenses
USD ($)
Dec. 29, 2012
Cross currency swaps
Accrued Expenses
USD ($)
Dec. 29, 2012
Cross currency swaps
Other assets
USD ($)
Dec. 29, 2012
Cross currency swaps
Long term derivative liability
USD ($)
Dec. 29, 2012
Foreign currency forwards
t
Dec. 29, 2012
Foreign currency forwards
Other current assets
USD ($)
Dec. 29, 2012
Foreign currency forwards
Accrued Expenses
USD ($)
Dec. 29, 2012
Foreign currency forwards
Other assets
USD ($)
Dec. 29, 2012
Foreign currency forwards
Long term derivative liability
USD ($)
Dec. 29, 2012
Commodity swaps
kWh
Dec. 29, 2012
Commodity swaps
Other current assets
USD ($)
Dec. 29, 2012
Commodity swaps
Accrued Expenses
USD ($)
Dec. 29, 2012
Commodity swaps
Other assets
USD ($)
Dec. 29, 2012
Commodity swaps
Long term derivative liability
USD ($)
Dec. 29, 2012
Option contracts
t
Dec. 29, 2012
Option contracts
Other current assets
USD ($)
Dec. 29, 2012
Option contracts
Accrued Expenses
USD ($)
Dec. 31, 2013
Designated as Hedging Instrument
USD ($)
Dec. 31, 2013
Designated as Hedging Instrument
Foreign currency forwards
Other current assets
USD ($)
Dec. 31, 2013
Designated as Hedging Instrument
Foreign currency forwards
Accrued Expenses
USD ($)
Dec. 31, 2013
Designated as Hedging Instrument
Foreign currency forwards
Other assets
USD ($)
Dec. 31, 2013
Designated as Hedging Instrument
Foreign currency forwards
Long term derivative liability
USD ($)
Dec. 31, 2013
Designated as Hedging Instrument
Commodity swaps
kWh
Dec. 31, 2013
Designated as Hedging Instrument
Commodity swaps
Other current assets
USD ($)
Dec. 31, 2013
Designated as Hedging Instrument
Commodity swaps
Accrued Expenses
USD ($)
Dec. 31, 2013
Designated as Hedging Instrument
Commodity swaps
Other assets
USD ($)
Dec. 31, 2013
Designated as Hedging Instrument
Commodity swaps
Long term derivative liability
USD ($)
Dec. 29, 2012
Designated as Hedging Instrument
Investment Hedge
Long-term Debt
USD ($)
Dec. 31, 2013
Designated as Hedging Instrument
Net Investment Hedges
EUR (€)
Dec. 29, 2012
Designated as Hedging Instrument
Net Investment Hedges
Long-term Debt
USD ($)
Dec. 31, 2013
Not Designated as Hedging Instrument
USD ($)
Dec. 31, 2013
Not Designated as Hedging Instrument
Option contracts
t
Dec. 31, 2013
Not Designated as Hedging Instrument
Option contracts
Other current assets
USD ($)
Dec. 31, 2013
Not Designated as Hedging Instrument
Option contracts
Accrued Expenses
USD ($)
Dec. 31, 2013
Not Designated as Hedging Instrument
Option contracts
Other assets
USD ($)
Dec. 31, 2013
Not Designated as Hedging Instrument
Option contracts
Long term derivative liability
USD ($)
Jan. 3, 2014
Cash Flow Hedges
Cross currency swaps
CAD ($)
Apr. 10, 2007
Cash Flow Hedges
Cross currency swaps
USD ($)
Apr. 10, 2007
Cash Flow Hedges
Cross currency swaps
CAD ($)
Apr. 10, 2007
Cash Flow Hedges
Cross currency swaps
GBP (£)
Dec. 31, 2013
Cash Flow Hedges
Designated as Hedging Instrument
Cross currency swaps
CAD ($)
Dec. 29, 2012
Cash Flow Hedges
Designated as Hedging Instrument
Cross currency swaps
CAD ($)
Dec. 31, 2013
Cash Flow Hedges
Designated as Hedging Instrument
Foreign currency forwards
USD ($)
Dec. 29, 2012
Cash Flow Hedges
Designated as Hedging Instrument
Foreign currency forwards
USD ($)
Derivatives designated as hedging instruments:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Notional Amount of Derivatives Nonmonetary Designated as Hedging Instrument, Energy
 
 
 
 
 
 
 
 
 
 
 
 
486,100,000 
 
 
 
 
 
 
 
 
 
 
 
 
848,800,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Derivative asset, fair value, designated as hedging instrument
$ 3,600,000 
$ 0 
$ 0 
 
 
$ 0 
 
 
$ 2,000,000 
 
$ 1,400,000 
 
 
$ 0 
 
$ 200,000 
 
 
 
 
$ 20,000,000 
$ 11,500,000 
 
$ 8,200,000 
 
 
$ 200,000 
 
$ 100,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Derivative liability, fair value, designated as hedging instrument
(226,600,000)
 
 
(71,700,000)
 
(220,400,000)
 
 
(3,400,000)
 
(1,700,000)
 
 
(1,000,000)
 
(100,000)
 
 
 
(72,200,000)
 
 
 
 
200,000 
 
(300,000)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Derivatives not designated as hedging instruments:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Notional amount of derivative, not designated as hedging instrument
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
241,000,000 
774,000,000 
1,200,000,000 
530,000,000 
240,700,000 
601,300,000 
476,100,000 
507,300,000 
Derivative Instruments Not Designated as Hedging Instruments, Asset, at Fair Value
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Derivative Instruments Not Designated as Hedging Instruments, Liability, at Fair Value
(9,500,000)
 
 
 
 
 
 
 
 
(7,900,000)
 
 
 
 
 
 
 
 
 
(1,600,000)
 
 
 
 
 
 
 
 
 
 
 
 
 
(4,700,000)
 
 
(2,000,000)
 
(2,700,000)
 
 
 
 
 
 
 
 
Notional Amount Of Other Derivatives Not Designated As Hedging Instruments, Mass
 
 
 
 
 
 
 
500,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
55,653 
 
 
 
 
 
 
 
 
 
 
 
 
Non-derivative financial instruments in net investment hedge relationships
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
93,700,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Non-derivative financial instruments in net investment hedge relationships, at fair value
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$ (123,900,000)
 
$ (123,900,000)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Derivative Instruments and Hedging Activities Cash Flow Hedges (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 29, 2012
Dec. 31, 2011
Derivative Instruments, Gain (Loss) [Line Items]
 
 
 
Amount of gain (loss) recognized from AOCI on derivative (effective portion)
 
$ 6.7 
 
Cash Flow Hedges
 
 
 
Derivative Instruments, Gain (Loss) [Line Items]
 
 
 
Amount of gain (loss) recognized in OCI on derivative (effective portion)
29.0 
(10.2)
0.7 
Amount of gain (loss) recognized from AOCI on derivative (effective portion)
5.5 
(10.2)
(14.9)
Amount of gain (loss) recognized in income on derivative (ineffective portion and amount excluded from effectiveness testing)
Cash Flow Hedges |
Cross currency swaps |
Other income (expense), net
 
 
 
Derivative Instruments, Gain (Loss) [Line Items]
 
 
 
Amount of gain (loss) recognized in OCI on derivative (effective portion)
 
 
0.2 1
Amount of gain (loss) recognized from AOCI on derivative (effective portion)
 
 
3.0 1
Amount of gain (loss) recognized in income on derivative (ineffective portion and amount excluded from effectiveness testing)
 
 
1
Cash Flow Hedges |
Forward starting interest rate swaps |
Interest expense, net
 
 
 
Derivative Instruments, Gain (Loss) [Line Items]
 
 
 
Amount of gain (loss) recognized in OCI on derivative (effective portion)
Amount of gain (loss) recognized from AOCI on derivative (effective portion)
 
(1.6)
(1.6)
Amount of gain (loss) recognized in income on derivative (ineffective portion and amount excluded from effectiveness testing)
Cash Flow Hedges |
Foreign currency forwards |
Other income (expense), net
 
 
 
Derivative Instruments, Gain (Loss) [Line Items]
 
 
 
Amount of gain (loss) recognized in OCI on derivative (effective portion)
28.9 
(10.3)
0.4 
Amount of gain (loss) recognized from AOCI on derivative (effective portion)
 
(2.3)
(6.7)
Amount of gain (loss) recognized in income on derivative (ineffective portion and amount excluded from effectiveness testing)
Cash Flow Hedges |
Foreign currency forwards |
Cost of goods sold
 
 
 
Derivative Instruments, Gain (Loss) [Line Items]
 
 
 
Amount of gain (loss) recognized from AOCI on derivative (effective portion)
 
(4.9)
(9.6)
Amount of gain (loss) recognized in income on derivative (ineffective portion and amount excluded from effectiveness testing)
Cash Flow Hedges |
Commodity swaps |
Cost of goods sold
 
 
 
Derivative Instruments, Gain (Loss) [Line Items]
 
 
 
Amount of gain (loss) recognized in OCI on derivative (effective portion)
0.1 
0.1 
0.1 
Amount of gain (loss) recognized from AOCI on derivative (effective portion)
 
(1.4)
Amount of gain (loss) recognized in income on derivative (ineffective portion and amount excluded from effectiveness testing)
Net Investment Hedges
 
 
 
Derivative Instruments, Gain (Loss) [Line Items]
 
 
 
Amount of gain (loss) recognized in OCI on derivative (effective portion)
29.7 
(35.6)
(0.3)
Amount of gain (loss) recognized from AOCI on derivative (effective portion)
Amount of gain (loss) recognized in income on derivative (ineffective portion and amount excluded from effectiveness testing)
Net Investment Hedges |
Cross currency swaps |
Other income (expense), net
 
 
 
Derivative Instruments, Gain (Loss) [Line Items]
 
 
 
Amount of gain (loss) recognized in OCI on derivative (effective portion)
29.6 
(27.5)
(0.3)
Amount of gain (loss) recognized from AOCI on derivative (effective portion)
Amount of gain (loss) recognized in income on derivative (ineffective portion and amount excluded from effectiveness testing)
Net Investment Hedges |
Debt |
Other income (expense), net
 
 
 
Derivative Instruments, Gain (Loss) [Line Items]
 
 
 
Amount of gain (loss) recognized in OCI on derivative (effective portion)
0.1 
(8.1)
 
Amount of gain (loss) recognized from AOCI on derivative (effective portion)
 
Amount of gain (loss) recognized in income on derivative (ineffective portion and amount excluded from effectiveness testing)
$ 0 
$ 0 
 
Derivative Instruments and Hedging Activities Other Derivatives (Details)
In Millions, unless otherwise specified
3 Months Ended 12 Months Ended 24 Months Ended 12 Months Ended
Dec. 31, 2013
USD ($)
Sep. 28, 2013
USD ($)
Jun. 29, 2013
USD ($)
Mar. 30, 2013
USD ($)
Dec. 29, 2012
USD ($)
Sep. 29, 2012
USD ($)
Jun. 30, 2012
USD ($)
Mar. 31, 2012
USD ($)
Dec. 31, 2013
USD ($)
Dec. 29, 2012
USD ($)
Dec. 31, 2011
USD ($)
Dec. 31, 2011
Option contracts
Other income (expense), net
USD ($)
Dec. 31, 2013
Debt
Interest expense, net
USD ($)
Dec. 29, 2012
Debt
Interest expense, net
USD ($)
Dec. 31, 2013
Commodity swaps
Cost of goods sold
USD ($)
Dec. 29, 2012
Commodity swaps
Cost of goods sold
USD ($)
Dec. 31, 2011
Commodity swaps
Cost of goods sold
USD ($)
Dec. 31, 2011
Cash settled total return swap
Other income (expense), net
USD ($)
Dec. 31, 2013
Foreign currency forwards
Other income (expense), net
USD ($)
Dec. 31, 2011
Foreign currency forwards
Other income (expense), net
USD ($)
Dec. 29, 2012
Treasury locks
Other income (expense), net
USD ($)
Dec. 31, 2013
Not Designated as Hedging Instrument
Cash settled total return swap
Other income (expense), net
USD ($)
Dec. 29, 2012
Not Designated as Hedging Instrument
Cash settled total return swap
Other income (expense), net
USD ($)
Dec. 31, 2013
Designated as Hedging Instrument
Net Investment Hedges
EUR (€)
Dec. 29, 2012
Long-term Debt
Designated as Hedging Instrument
Net Investment Hedges
USD ($)
Dec. 29, 2012
Long-term Debt
Designated as Hedging Instrument
Investment Hedge
USD ($)
Dec. 31, 2013
Cash Flow Hedges
Foreign currency forwards
Cost of goods sold
USD ($)
Dec. 31, 2013
Cash Flow Hedges
Foreign currency forwards
Other income (expense), net
USD ($)
Dec. 31, 2013
Cash Flow Hedges
Gain (loss) on derivative instruments
Reclassification out of Accumulated Other Comprehensive Income
Forward starting interest rate swaps
Interest expense, net
USD ($)
Dec. 31, 2013
Cash Flow Hedges
Gain (loss) on derivative instruments
Reclassification out of Accumulated Other Comprehensive Income
Commodity swaps
Cost of goods sold
USD ($)
Gain (Loss) on Derivative Instruments:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Cost of Goods Sold
$ 644.4 
$ 670.0 
$ 684.1 
$ 547.1 
$ 646.6 
$ 687.0 
$ 580.1 
$ 438.8 
$ 2,545.6 
$ 2,352.5 
$ 2,049.1 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$ (5.2)
 
 
$ 0.3 
Other income (expense), net
 
 
 
 
 
 
 
 
18.9 
(90.3)
(11.0)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2.2 
 
 
Interest Income (Expense), Net
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(1.6)
 
Non-derivative financial instruments in net investment hedge relationships
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
93.7 
 
 
 
 
 
 
Amount of Gain (Loss) Recognized in Income on Derivative
 
 
 
 
 
 
 
 
(7.7)
(32.4)
(3.9)
1.5 
(5.4)
8.0 
(5.1)
(0.5)
(4.7)
(0.6)
3.9 
(0.1)
(39.2)
(1.1)
(0.7)
 
 
 
 
 
 
 
Nonderivative Instruments Designated As Net Investment Hedges, Fair Value Disclosure
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 123.9 
$ 123.9 
 
 
 
 
Derivative Instruments and Hedging Activities Narrative (Details)
12 Months Ended 3 Months Ended 12 Months Ended 12 Months Ended 0 Months Ended 1 Months Ended 48 Months Ended 12 Months Ended 0 Months Ended 0 Months Ended
Dec. 29, 2012
USD ($)
Dec. 31, 2013
Foreign Exchange Forward [Member]
Dec. 31, 2013
Natural Gas [Member]
Dec. 31, 2013
Aluminum [Member]
Dec. 31, 2013
Corn [Member]
Sep. 30, 2010
Forward Contracts [Member]
CAD ($)
Sep. 25, 2005
Forward Contracts [Member]
CAD ($)
Oct. 6, 2010
Forward Contracts [Member]
CAD ($)
Sep. 25, 2010
Forward Contracts [Member]
Sep. 22, 2005
Forward Contracts [Member]
CAD ($)
Dec. 31, 2013
Diesel
Dec. 31, 2013
Net Investment Hedges
USD ($)
Dec. 29, 2012
Net Investment Hedges
USD ($)
Dec. 31, 2011
Net Investment Hedges
USD ($)
Dec. 31, 2013
Net Investment Hedges
Cross currency swaps
USD ($)
Apr. 10, 2007
Net Investment Hedges
Cross currency swaps
CAD ($)
Dec. 31, 2013
Cash Flow Hedges
USD ($)
Dec. 29, 2012
Cash Flow Hedges
USD ($)
Dec. 31, 2011
Cash Flow Hedges
USD ($)
Jan. 3, 2014
Cash Flow Hedges
Cross currency swaps
USD ($)
Sep. 30, 2011
Cash Flow Hedges
Cross currency swaps
USD ($)
Jan. 3, 2014
Cash Flow Hedges
Cross currency swaps
CAD ($)
Dec. 31, 2013
Cash Flow Hedges
Cross currency swaps
USD ($)
Mar. 31, 2012
Cash Flow Hedges
Cross currency swaps
USD ($)
Sep. 30, 2011
Cash Flow Hedges
Cross currency swaps
GBP (£)
Apr. 10, 2007
Cash Flow Hedges
Cross currency swaps
USD ($)
Apr. 10, 2007
Cash Flow Hedges
Cross currency swaps
CAD ($)
Apr. 10, 2007
Cash Flow Hedges
Cross currency swaps
GBP (£)
Apr. 3, 2016
Term Loan Agreement
Apr. 3, 2012
Term Loan Agreement
USD ($)
May 3, 2012
Senior Notes
USD ($)
Oct. 6, 2010
Senior Notes
USD ($)
Dec. 29, 2012
Treasury Lock Loss
Interest Rate Contract
USD ($)
Jun. 15, 2012
Molson Coors Central Europe (MCCE)
USD ($)
Jun. 15, 2012
Molson Coors Central Europe (MCCE)
EUR (€)
Jun. 15, 2012
Molson Coors Central Europe (MCCE)
Convertible Debt
USD ($)
Jun. 15, 2012
Molson Coors Central Europe (MCCE)
Senior Notes
USD ($)
Dec. 31, 2013
Fair value, level 3 inputs
USD ($)
Dec. 29, 2012
Fair value, level 3 inputs
USD ($)
Dec. 31, 2011
Fair value, level 3 inputs
USD ($)
Dec. 31, 2013
Convertible Senior Unsecured Note Due 2013 €500 Million 0.0% [Member]
Senior Notes
May 3, 2012
Convertible Senior Unsecured Note Due 2013 €500 Million 0.0% [Member]
Treasury Lock Loss
Interest Rate Contract
Jun. 15, 2012
Convertible Senior Unsecured Note Due 2013 €500 Million 0.0% [Member]
Molson Coors Central Europe (MCCE)
Convertible Debt
EUR (€)
Apr. 3, 2012
Tranch 2
Term Loan Agreement
USD ($)
Apr. 3, 2012
Tranch 2
Term Loan Agreement
EUR (€)
Schedule of Trading Securities and Other Trading Assets
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Business acquisition, cost of acquired entity, liabilities incurred
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 3,400,000,000 
€ 2,700,000,000 
$ 645,900,000 1
$ 585,000,000 2
 
 
 
 
 
€ 500,000,000 
 
 
Debt instrument, face amount
 
 
 
 
 
 
 
500,000,000 
 
900,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
300,000,000 
1,900,000,000 
500,000,000 
 
 
 
 
 
 
 
 
 
 
 
150,000,000 
120,000,000 
Business acquisition, pro forma adjustments
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
39,200,000 
 
 
 
 
 
 
 
 
 
 
 
 
Convertible debt, shares issued upon conversion
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
12,894,044 
 
 
 
Derivative liabilities
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(7,900,000)
 
 
 
 
 
Debt instrument, term
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
4 years 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Notional amount of derivative, not designated as hedging instrument
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
241,000,000 
 
 
 
774,000,000 
1,200,000,000 
530,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Payment to settle derivative instrument
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
65,200,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Maximum term, commodity swap contract hedge
 
60 months 
48 months 
60 months 
60 months 
 
 
 
 
 
24 months 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Derivatives Percentage Of Derivatives Settled
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
25.00% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Loss from cash flow hedges reclassified from AOCI to earnings
6,700,000 
 
 
 
 
 
 
 
 
 
 
 
 
5,500,000 
(10,200,000)
(14,900,000)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Derivative Liability Outstanding Amount Exstinguished
 
 
 
 
 
 
 
 
 
 
 
 
 
 
113,900,000 
361,000,000 
 
 
 
 
98,700,000 
 
 
110,600,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Cash Flow Hedge Loss Reclassified to Other Income
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
900,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Swap transaction, principal paid
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
132,400,000.0 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Derivative Liability, Fair Value, Net
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(71,700,000)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Debt instrument, interest rate percentage
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
0.00% 
 
 
 
 
Derivative, Loss on Derivative
 
 
 
 
 
7,800,000 
4,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Debt Instrument Increase in Effective Cost of Borrowing Expressed as Basis Points over Stated Coupon, Rate
 
 
 
 
 
 
 
 
0.23% 
0.05% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Cash flow hedge loss expected to be reclassified from AOCI to income within twelve months
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 11,300,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Maximum length of time over which forecasted transactions are hedged
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
3 years 7 months 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Accrued Expenses and Other Liabilities (Details) (USD $)
In Millions, unless otherwise specified
Dec. 31, 2013
Dec. 29, 2012
Payables and Accruals [Abstract]
 
 
Accounts payable and accrued trade payables
$ 599.7 
$ 490.3 
Accrued compensation
91.5 
93.7 
Accrued excise and other non-income related taxes
216.6 
212.3 
Accrued interest
29.3 
36.8 
Accrued selling and marketing costs
134.2 
105.0 
Container liability
93.4 
104.1 
Accrued pension and postretirement benefits
12.0 
11.6 
Other
159.7 
133.1 
Accounts payable and other current liabilities
$ 1,336.4 
$ 1,186.9 
Commitments and Contingencies Loss Contingency (Details)
12 Months Ended 1 Months Ended 12 Months Ended 3 Months Ended 12 Months Ended 12 Months Ended 12 Months Ended 12 Months Ended
Dec. 31, 2013
USD ($)
categories
Dec. 29, 2012
USD ($)
Dec. 31, 2013
License Agreement
USD ($)
Dec. 29, 2012
License Agreement
USD ($)
Dec. 31, 2011
License Agreement
USD ($)
Dec. 31, 2013
License Agreement
CAD ($)
Dec. 31, 2009
Club
CAD ($)
Dec. 31, 2013
Canada
License Agreement
USD ($)
Dec. 31, 2013
Canada
Software abandonment
Dec. 31, 1990
Environmental matters, Lowry
USD ($)
Dec. 31, 2013
Environmental matters, Lowry
USD ($)
Dec. 31, 2013
Purchased tax credits indemnity reserve
USD ($)
Dec. 25, 2010
Kaiser purchased tax credits indemnity reserve, category one
USD ($)
Dec. 26, 2009
Kaiser purchased tax credits indemnity reserve, category one
USD ($)
Dec. 31, 2013
Kaiser purchased tax credits indemnity reserve, category two
USD ($)
Dec. 31, 2013
Tax, civil and labor indemnity reserve
USD ($)
Dec. 29, 2012
Litigation on product distribution in Brazil
USD ($)
Dec. 31, 2011
Litigation on product distribution in Brazil
USD ($)
Dec. 29, 2012
RMMC [Member]
USD ($)
Dec. 29, 2012
MillerCoors
Dec. 29, 2012
MillerCoors
RMMC [Member]
Dec. 31, 2013
Other Expense [Member]
USD ($)
Dec. 29, 2012
Other Expense [Member]
USD ($)
Dec. 31, 2011
Other Expense [Member]
USD ($)
Letter of Credit
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Letters of Credit Outstanding
$ 54,200,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Letters of Credit Outstanding with Automatic Renewal
29,600,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Guarantees
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
MCBC economic Interest (as a percent)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
42.00% 
50.00% 
 
 
 
Guarantor Obligations, Maximum Exposure, Undiscounted
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
4,500,000 
 
 
 
 
 
Letter of Credit Provided to Entity
 
 
 
 
 
 
10,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Guarantees related to banks and other third parties noncurrent portion
5,800,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Guarantees related to banks and other third parties
 
6,200,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Indemnity Obligation [Abstract]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Loss contingency, number of categories
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Cash Settlement
 
 
 
 
 
 
 
 
 
 
 
 
96,000,000 
 
 
 
 
 
 
 
 
 
 
 
Maximum potential claims eliminated
 
 
 
 
 
 
 
 
 
 
 
 
284,500,000 
 
 
 
 
 
 
 
 
 
 
 
Indemnity liability, current
 
 
 
 
 
 
 
 
 
 
 
6,800,000 
 
131,200,000 
 
 
 
 
 
 
 
 
 
 
Maximum potential claims
 
 
 
 
 
 
 
 
 
 
 
 
 
 
148,200,000 
68,000,000 
 
 
 
 
 
 
 
 
Total estimate of indemnity liability
 
 
 
 
 
 
 
 
 
 
 
17,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
Indemnity liability, noncurrent
 
 
 
 
 
 
 
 
 
 
 
10,200,000 
 
 
 
7,100,000 
 
 
 
 
 
 
 
 
Equity interest sold (as a percent)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
68.00% 
 
 
 
 
 
 
 
 
Litigation and Other Disputes
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Accrual for Litigation, Other Disputes and Environmental Loss Contingencies
14,000,000 
14,500,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Charges Associated with Legal Settlement, Gross
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
6,800,000 
 
 
 
 
 
 
 
Charges Associated with Legal Settlement, Fees Incurred
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(2,000,000)
(400,000)
 
 
 
 
 
 
Definite-lived intangible asset, carrying value
 
 
38,600,000 
 
 
41,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Impairment of finite-lived intangible assets
 
 
 
 
 
 
 
17,900,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Remaining useful life
 
 
 
 
 
 
 
 
3 years 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Remaining contractual life
 
 
 
 
 
 
 
 
6 years 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Licenses Revenue
 
 
92,300,000 
98,000,000 
110,600,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Environmental
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Environmental remediation expense, pretax charge
 
 
 
 
 
 
 
 
 
30,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
200,000 
Accrual for Environmental Loss Contingencies, Increase (Decrease) for Acquisitions and Divestitures
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
400,000 
 
Environmental remediation threshold, assumed remediation cost
 
 
 
 
 
 
 
 
 
 
120,000,000.0 
 
 
 
 
 
 
 
 
 
 
 
 
 
Inflation rate assumption, future costs (percent)
 
 
 
 
 
 
 
 
 
 
2.50% 
 
 
 
 
 
 
 
 
 
 
 
 
 
Risk free rate of return assumption (percent)
 
 
 
 
 
 
 
 
 
 
3.50% 
 
 
 
 
 
 
 
 
 
 
 
 
 
Site contingency, accrual, present value
 
 
 
 
 
 
 
 
 
 
2,700,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
Site contingency, accrual, undiscounted amount
 
 
 
 
 
 
 
 
 
 
$ 7,300,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
Commitments and Contingencies Obligation Reserves (Details) (Total indemnity reserves, USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 29, 2012
Dec. 31, 2011
Total indemnity reserves
 
 
 
Loss Contingency Accrual [Roll Forward]
 
 
 
Balance at beginning of period
$ 27.9 
$ 30.6 
$ 33.7 
Changes in estimates
Foreign exchange impacts
(3.8)
(2.7)
(3.1)
Balance at end of period
$ 24.1 
$ 27.9 
$ 30.6 
Commitments and Contingencies Discontinued Operations (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2013
Sep. 28, 2013
Jun. 29, 2013
Mar. 30, 2013
Dec. 29, 2012
Sep. 29, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2013
Dec. 29, 2012
Dec. 31, 2011
Commitments and Contingencies Disclosure [Abstract]
 
 
 
 
 
 
 
 
 
 
 
Loss related to adjustment in legal reserves for distribution litigation due to changes in estimates, fees and foreign exchange gains and losses
 
 
 
 
 
 
 
 
$ 0 
$ (2.0)
$ (0.4)
Adjustments to Kaiser indemnity liabilities due to changes in estimates and foreign exchange gains and losses
 
 
 
 
 
 
 
 
2.0 
3.5 
2.7 
Income (loss) from discontinued operations, net of tax
$ 0.3 
$ 0.9 
$ 1.7 
$ (0.9)
$ (0.1)
$ 0.7 
$ 0.8 
$ 0.1 
$ 2.0 
$ 1.5 
$ 2.3 
Commitments and Contingencies Future Commitments (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 29, 2012
Dec. 31, 2011
Supply contracts [Abstract]
 
 
 
2013
$ 552.0 
 
 
2014
347.3 
 
 
2015
328.5 
 
 
2016
130.7 
 
 
2017
133.4 
 
 
Thereafter
716.5 
 
 
Total
2,208.4 
 
 
Unrecorded Unconditional Purchase Obligation, Purchases
1,042.7 
920.1 
690.2 
Advertising and Promotions Future Commitments Due [Abstract]
 
 
 
2013
84.2 
 
 
2014
47.7 
 
 
2015
42.2 
 
 
2016
43.3 
 
 
2017
33.1 
 
 
Thereafter
19.7 
 
 
Total
270.2 
 
 
Advertising expense
458.5 
423.5 
398.8 
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract]
 
 
 
2014
33.3 
 
 
2015
24.9 
 
 
2016
18.6 
 
 
2017
9.3 
 
 
2018
4.6 
 
 
Thereafter
16.9 
 
 
Total
107.6 
 
 
Operating Leases, Rent Expense
$ 34.3 
$ 37.0 
$ 35.3 
Supplemental Guarantor Information (Details)
Dec. 31, 2013
USD ($)
Dec. 29, 2012
USD ($)
May 3, 2012
Senior Notes
USD ($)
Oct. 6, 2010
Senior Notes
USD ($)
Dec. 31, 2013
$575 million 2.5% convertible Senior Notes due 2013
Jul. 31, 2013
$575 million 2.5% convertible Senior Notes due 2013
USD ($)
Dec. 31, 2013
$300 million 2.0% notes due 2017
Senior Notes
May 3, 2012
$300 million 2.0% notes due 2017
Senior Notes
USD ($)
Dec. 31, 2013
$500 million 3.5% notes due 2022
Senior Notes
May 3, 2012
$500 million 3.5% notes due 2022
Senior Notes
USD ($)
Dec. 31, 2013
$1.1 billion 5.0% notes due 2042
Senior Notes
May 3, 2012
$1.1 billion 5.0% notes due 2042
Senior Notes
USD ($)
Dec. 31, 2013
Parent Guarantor and 2007 Issuer
USD ($)
Dec. 29, 2012
Parent Guarantor and 2007 Issuer
USD ($)
Dec. 29, 2012
Parent Guarantor and 2007 Issuer
As previously reported
USD ($)
Jun. 15, 2007
Parent Guarantor and 2007 Issuer
$575 million 2.5% convertible Senior Notes due 2013
USD ($)
Sep. 22, 2005
2005 Issuers and 2010 Issuer
$300 million 4.85% Senior Notes due 2010
USD ($)
Sep. 22, 2005
2005 Issuers and 2010 Issuer
Canadian dollar ("CAD") 900 million 5.0% notes due 2015
CAD ($)
Sep. 22, 2005
2005 Issuers and 2010 Issuer
Senior Notes 4.85% and 5% due 2010 and 2015
USD ($)
Dec. 29, 2012
Parent Guarantor and 2007 Issuer [Member]
USD ($)
Dec. 29, 2012
Parent Guarantor and 2007 Issuer [Member]
As previously reported
USD ($)
Debt Instrument [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Debt instrument, face amount
 
 
$ 1,900,000,000 
$ 500,000,000 
 
$ 575,000,000.0 
 
$ 300,000,000 
 
$ 500,000,000 
 
$ 1,100,000,000 
 
 
 
$ 575,000,000 
$ 300,000,000 
$ 900,000,000.0 
$ 1,100,000,000.0 
 
 
Net investment in and advances to subsidiaries
 
 
 
 
 
 
 
 
 
 
 
 
12,860,900,000 
10,465,200,000 
10,465,200,000 
 
 
 
 
 
11,342,200,000 
MillerCoors owners' equity
$ 8,638,900,000 
$ 7,966,900,000 
 
 
 
 
 
 
 
 
 
 
$ 8,638,900,000 
$ 7,966,900,000 
$ 8,843,900,000 
 
 
 
 
$ 7,966,900,000 
 
Note, stated interest rate, percentage (as a percent)
 
 
 
 
2.50% 
 
2.00% 
2.00% 
3.50% 
3.50% 
5.00% 
5.00% 
 
 
 
2.50% 
4.85% 
5.00% 
 
 
 
Supplemental Guarantor Information Income statement (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2013
Sep. 28, 2013
Jun. 29, 2013
Mar. 30, 2013
Dec. 29, 2012
Sep. 29, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2013
Dec. 29, 2012
Dec. 31, 2011
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
 
 
 
 
 
 
 
 
 
 
 
Sales
$ 1,489.7 
$ 1,665.4 
$ 1,659.7 
$ 1,184.8 
$ 1,480.2 
$ 1,685.8 
$ 1,440.9 
$ 1,008.1 
$ 5,999.6 
$ 5,615.0 
$ 5,169.9 
Excise taxes
(461.3)
(494.2)
(481.7)
(356.3)
(450.0)
(490.3)
(441.5)
(316.7)
(1,793.5)
(1,698.5)
(1,654.2)
Net sales
1,028.4 
1,171.2 
1,178.0 
828.5 
1,030.2 
1,195.5 
999.4 
691.4 
4,206.1 
3,916.5 
3,515.7 
Cost of goods sold
(644.4)
(670.0)
(684.1)
(547.1)
(646.6)
(687.0)
(580.1)
(438.8)
(2,545.6)
(2,352.5)
(2,049.1)
Gross profit
384.0 
501.2 
493.9 
281.4 
383.6 
508.5 
419.3 
252.6 
1,660.5 
1,564.0 
1,466.6 
Marketing, general and administrative expenses
 
 
 
 
 
 
 
 
(1,193.8)
(1,126.1)
(1,019.0)
Special items, net
 
 
 
 
 
 
 
 
(200.0)
(81.4)
(12.3)
Equity income in MillerCoors
 
 
 
 
 
 
 
 
539.0 
510.9 
457.9 
Operating income (loss)
 
 
 
 
 
 
 
 
805.7 
867.4 
893.2 
Other income (expense), net
 
 
 
 
 
 
 
 
18.9 
(90.3)
(11.0)
Income (loss) from continuing operations before income taxes
 
 
 
 
 
 
 
 
654.5 
592.1 
774.2 
Income tax benefit (expense)
 
 
 
 
 
 
 
 
(84.0)
(154.5)
(99.4)
Net income (loss) from continuing operations
 
 
 
 
 
 
 
 
570.5 
437.6 
674.8 
Income (loss) from discontinued operations, net of tax
0.3 
0.9 
1.7 
(0.9)
(0.1)
0.7 
0.8 
0.1 
2.0 
1.5 
2.3 
Net income (loss) including noncontrolling interests
 
 
 
 
 
 
 
 
572.5 
439.1 
677.1 
Add back (less): Loss (net income) attributable to noncontrolling interests
 
 
 
 
 
 
 
 
(5.2)
3.9 
(0.8)
Net income (loss) attributable to MCBC
131.5 
121.8 
278.4 
35.6 
60.0 
198.4 
105.1 
79.5 
567.3 
443.0 
676.3 
Comprehensive income (loss) attributable to MCBC
 
 
 
 
 
 
 
 
760.2 
598.3 
375.5 
Parent Guarantor and 2012 Issuer
 
 
 
 
 
 
 
 
 
 
 
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
 
 
 
 
 
 
 
 
 
 
 
Sales
 
 
 
 
 
 
 
 
27.5 
20.7 
28.2 
Excise taxes
 
 
 
 
 
 
 
 
Net sales
 
 
 
 
 
 
 
 
27.5 
20.7 
28.2 
Cost of goods sold
 
 
 
 
 
 
 
 
Gross profit
 
 
 
 
 
 
 
 
27.5 
20.7 
28.2 
Marketing, general and administrative expenses
 
 
 
 
 
 
 
 
(117.4)
(113.7)
(119.3)
Special items, net
 
 
 
 
 
 
 
 
(2.8)
(4.1)
(0.8)
Equity income (loss) in subsidiaries
 
 
 
 
 
 
 
 
668.5 
391.9 
736.5 
Equity income in MillerCoors
 
 
 
 
 
 
 
 
Operating income (loss)
 
 
 
 
 
 
 
 
575.8 
294.8 
644.6 
Interest income (expense), net
 
 
 
 
 
 
 
 
(99.5)
(107.7)
(28.8)
Other income (expense), net
 
 
 
 
 
 
 
 
(4.4)
30.1 
(10.6)
Income (loss) from continuing operations before income taxes
 
 
 
 
 
 
 
 
471.9 
217.2 
605.2 
Income tax benefit (expense)
 
 
 
 
 
 
 
 
95.4 
225.8 
71.1 
Net income (loss) from continuing operations
 
 
 
 
 
 
 
 
567.3 
443.0 
676.3 
Income (loss) from discontinued operations, net of tax
 
 
 
 
 
 
 
 
Net income (loss) including noncontrolling interests
 
 
 
 
 
 
 
 
567.3 
443.0 
676.3 
Add back (less): Loss (net income) attributable to noncontrolling interests
 
 
 
 
 
 
 
 
Net income (loss) attributable to MCBC
 
 
 
 
 
 
 
 
567.3 
443.0 
676.3 
Comprehensive income (loss) attributable to MCBC
 
 
 
 
 
 
 
 
760.2 
598.3 
375.5 
Subsidiary Guarantors
 
 
 
 
 
 
 
 
 
 
 
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
 
 
 
 
 
 
 
 
 
 
 
Sales
 
 
 
 
 
 
 
 
4,784.7 
4,839.5 
5,061.3 
Excise taxes
 
 
 
 
 
 
 
 
(1,491.5)
(1,503.9)
(1,603.3)
Net sales
 
 
 
 
 
 
 
 
3,293.2 
3,335.6 
3,458.0 
Cost of goods sold
 
 
 
 
 
 
 
 
(1,968.8)
(1,954.2)
(1,947.9)
Gross profit
 
 
 
 
 
 
 
 
1,324.4 
1,381.4 
1,510.1 
Marketing, general and administrative expenses
 
 
 
 
 
 
 
 
(779.1)
(814.7)
(852.7)
Special items, net
 
 
 
 
 
 
 
 
(53.5)
(35.2)
(11.2)
Equity income (loss) in subsidiaries
 
 
 
 
 
 
 
 
(375.1)
(582.7)
(426.1)
Equity income in MillerCoors
 
 
 
 
 
 
 
 
539.0 
510.9 
457.9 
Operating income (loss)
 
 
 
 
 
 
 
 
655.7 
459.7 
678.0 
Interest income (expense), net
 
 
 
 
 
 
 
 
317.5 
312.8 
275.9 
Other income (expense), net
 
 
 
 
 
 
 
 
27.0 
(39.9)
(2.4)
Income (loss) from continuing operations before income taxes
 
 
 
 
 
 
 
 
1,000.2 
732.6 
951.5 
Income tax benefit (expense)
 
 
 
 
 
 
 
 
(231.3)
(345.8)
(213.2)
Net income (loss) from continuing operations
 
 
 
 
 
 
 
 
768.9 
386.8 
738.3 
Income (loss) from discontinued operations, net of tax
 
 
 
 
 
 
 
 
Net income (loss) including noncontrolling interests
 
 
 
 
 
 
 
 
768.9 
386.8 
738.3 
Add back (less): Loss (net income) attributable to noncontrolling interests
 
 
 
 
 
 
 
 
Net income (loss) attributable to MCBC
 
 
 
 
 
 
 
 
768.9 
386.8 
738.3 
Comprehensive income (loss) attributable to MCBC
 
 
 
 
 
 
 
 
1,021.8 
529.8 
455.7 
Subsidiary Non Guarantors
 
 
 
 
 
 
 
 
 
 
 
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
 
 
 
 
 
 
 
 
 
 
 
Sales
 
 
 
 
 
 
 
 
1,388.8 
947.8 
276.4 
Excise taxes
 
 
 
 
 
 
 
 
(302.0)
(194.6)
(50.9)
Net sales
 
 
 
 
 
 
 
 
1,086.8 
753.2 
225.5 
Cost of goods sold
 
 
 
 
 
 
 
 
(718.0)
(558.1)
(266.0)
Gross profit
 
 
 
 
 
 
 
 
368.8 
195.1 
(40.5)
Marketing, general and administrative expenses
 
 
 
 
 
 
 
 
(357.5)
(230.9)
(78.2)
Special items, net
 
 
 
 
 
 
 
 
(143.7)
(42.1)
(0.3)
Equity income (loss) in subsidiaries
 
 
 
 
 
 
 
 
251.4 
393.6 
446.6 
Equity income in MillerCoors
 
 
 
 
 
 
 
 
Operating income (loss)
 
 
 
 
 
 
 
 
119.0 
315.7 
327.6 
Interest income (expense), net
 
 
 
 
 
 
 
 
(388.1)
(390.1)
(355.1)
Other income (expense), net
 
 
 
 
 
 
 
 
(3.7)
(80.5)
2.0 
Income (loss) from continuing operations before income taxes
 
 
 
 
 
 
 
 
(272.8)
(154.9)
(25.5)
Income tax benefit (expense)
 
 
 
 
 
 
 
 
51.9 
(34.5)
42.7 
Net income (loss) from continuing operations
 
 
 
 
 
 
 
 
(220.9)
(189.4)
17.2 
Income (loss) from discontinued operations, net of tax
 
 
 
 
 
 
 
 
2.0 
1.5 
2.3 
Net income (loss) including noncontrolling interests
 
 
 
 
 
 
 
 
(218.9)
(187.9)
19.5 
Add back (less): Loss (net income) attributable to noncontrolling interests
 
 
 
 
 
 
 
 
(5.2)
3.9 
(0.8)
Net income (loss) attributable to MCBC
 
 
 
 
 
 
 
 
(224.1)
(184.0)
18.7 
Comprehensive income (loss) attributable to MCBC
 
 
 
 
 
 
 
 
146.8 
(167.7)
(145.0)
Eliminations
 
 
 
 
 
 
 
 
 
 
 
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
 
 
 
 
 
 
 
 
 
 
 
Sales
 
 
 
 
 
 
 
 
(201.4)
(193.0)
(196.0)
Excise taxes
 
 
 
 
 
 
 
 
Net sales
 
 
 
 
 
 
 
 
(201.4)
(193.0)
(196.0)
Cost of goods sold
 
 
 
 
 
 
 
 
141.2 
159.8 
164.8 
Gross profit
 
 
 
 
 
 
 
 
(60.2)
(33.2)
(31.2)
Marketing, general and administrative expenses
 
 
 
 
 
 
 
 
60.2 
33.2 
31.2 
Special items, net
 
 
 
 
 
 
 
 
Equity income (loss) in subsidiaries
 
 
 
 
 
 
 
 
(544.8)
(202.8)
(757.0)
Equity income in MillerCoors
 
 
 
 
 
 
 
 
Operating income (loss)
 
 
 
 
 
 
 
 
(544.8)
(202.8)
(757.0)
Interest income (expense), net
 
 
 
 
 
 
 
 
Other income (expense), net
 
 
 
 
 
 
 
 
Income (loss) from continuing operations before income taxes
 
 
 
 
 
 
 
 
(544.8)
(202.8)
(757.0)
Income tax benefit (expense)
 
 
 
 
 
 
 
 
Net income (loss) from continuing operations
 
 
 
 
 
 
 
 
(544.8)
(202.8)
(757.0)
Income (loss) from discontinued operations, net of tax
 
 
 
 
 
 
 
 
Net income (loss) including noncontrolling interests
 
 
 
 
 
 
 
 
(544.8)
(202.8)
(757.0)
Add back (less): Loss (net income) attributable to noncontrolling interests
 
 
 
 
 
 
 
 
Net income (loss) attributable to MCBC
 
 
 
 
 
 
 
 
(544.8)
(202.8)
(757.0)
Comprehensive income (loss) attributable to MCBC
 
 
 
 
 
 
 
 
(1,168.6)
(362.1)
(310.7)
Consolidated
 
 
 
 
 
 
 
 
 
 
 
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
 
 
 
 
 
 
 
 
 
 
 
Sales
 
 
 
 
 
 
 
 
5,999.6 
5,615.0 
5,169.9 
Excise taxes
 
 
 
 
 
 
 
 
(1,793.5)
(1,698.5)
(1,654.2)
Net sales
 
 
 
 
 
 
 
 
4,206.1 
3,916.5 
3,515.7 
Cost of goods sold
 
 
 
 
 
 
 
 
(2,545.6)
(2,352.5)
(2,049.1)
Gross profit
 
 
 
 
 
 
 
 
1,660.5 
1,564.0 
1,466.6 
Marketing, general and administrative expenses
 
 
 
 
 
 
 
 
(1,193.8)
(1,126.1)
(1,019.0)
Special items, net
 
 
 
 
 
 
 
 
(200.0)
(81.4)
(12.3)
Equity income (loss) in subsidiaries
 
 
 
 
 
 
 
 
Equity income in MillerCoors
 
 
 
 
 
 
 
 
539.0 
510.9 
457.9 
Operating income (loss)
 
 
 
 
 
 
 
 
805.7 
867.4 
893.2 
Interest income (expense), net
 
 
 
 
 
 
 
 
(170.1)
(185.0)
(108.0)
Other income (expense), net
 
 
 
 
 
 
 
 
18.9 
(90.3)
(11.0)
Income (loss) from continuing operations before income taxes
 
 
 
 
 
 
 
 
654.5 
592.1 
774.2 
Income tax benefit (expense)
 
 
 
 
 
 
 
 
(84.0)
(154.5)
(99.4)
Net income (loss) from continuing operations
 
 
 
 
 
 
 
 
570.5 
437.6 
674.8 
Income (loss) from discontinued operations, net of tax
 
 
 
 
 
 
 
 
2.0 
1.5 
2.3 
Net income (loss) including noncontrolling interests
 
 
 
 
 
 
 
 
572.5 
439.1 
677.1 
Add back (less): Loss (net income) attributable to noncontrolling interests
 
 
 
 
 
 
 
 
(5.2)
3.9 
(0.8)
Net income (loss) attributable to MCBC
 
 
 
 
 
 
 
 
567.3 
443.0 
676.3 
Comprehensive income (loss) attributable to MCBC
 
 
 
 
 
 
 
 
$ 760.2 
$ 598.3 
$ 375.5 
Supplemental Guarantor Information Balance Sheet (Details) (USD $)
In Millions, unless otherwise specified
Dec. 31, 2013
Dec. 29, 2012
Dec. 31, 2011
Dec. 25, 2010
Current assets:
 
 
 
 
Cash and cash equivalents
$ 442.3 
$ 624.0 
$ 1,078.9 
$ 1,217.6 
Accounts receivable, net
572.8 
608.3 
 
 
Total inventories, net
205.3 
213.9 
 
 
Other current assets
82.1 
89.2 
 
 
Total current assets
1,537.7 
1,748.0 
 
 
Properties, net
1,970.1 
1,995.9 
 
 
Goodwill
2,418.7 
2,453.1 
1,453.3 
 
Other intangibles, net
6,825.1 
7,234.8 
 
 
Investment in MillerCoors
2,506.5 
2,431.8 
 
 
Deferred tax assets
38.3 
125.4 
 
 
Total assets
15,580.1 
16,212.2 
 
 
Current liabilities:
 
 
 
 
Accounts payable and other current liabilities (includes affiliate payable amounts of $22.8 and $34.1, respectively)
1,336.4 
1,186.9 
 
 
Accounts payable and accrued trade payables
599.7 
490.3 
 
 
Derivative hedging instruments
73.9 
6.0 
 
 
Deferred tax liabilities
87.7 
113.1 
 
 
Current portion of long-term debt and short-term borrowings
586.9 
1,245.6 
 
 
Discontinued operations
6.8 
7.9 
 
 
Total current liabilities
2,142.1 
2,598.7 
 
 
Long-term debt
3,213.0 
3,422.5 
 
 
Pension and postretirement benefits
462.6 
833.0 
 
 
Derivative hedging instruments
3.0 
222.2 
 
 
Deferred tax liabilities
911.4 
948.5 
 
 
Discontinued operations
17.3 
20.0 
 
 
Total liabilities
6,916.3 
8,220.6 
 
 
MCBC stockholders' equity
8,638.9 
7,966.9 
 
 
Noncontrolling interests
24.9 
24.7 
 
 
Total equity
8,663.8 
7,991.6 
 
 
Total liabilities and equity
15,580.1 
16,212.2 
 
 
Parent Guarantor and 2007 Issuer
 
 
 
 
Current assets:
 
 
 
 
Cash and cash equivalents
90.6 
189.8 
601.1 
832.0 
Accounts receivable, net
0.7 
1.7 
 
 
Other receivables, net
48.0 
22.7 
 
 
Total inventories, net
 
 
Other current assets
8.4 
10.7 
 
 
Deferred tax assets
 
 
Intercompany accounts receivable
 
 
Total current assets
147.7 
224.9 
 
 
Properties, net
31.0 
25.1 
 
 
Goodwill
 
 
Other intangibles, net
 
 
Investment in MillerCoors
 
 
Net investment in and advances to subsidiaries
12,860.9 
10,465.2 
 
 
Deferred tax assets
28.8 
47.4 
 
 
Other assets, net
35.5 
38.6 
 
 
Total assets
13,103.9 
10,801.2 
 
 
Current liabilities:
 
 
 
 
Accounts payable and other current liabilities (includes affiliate payable amounts of $22.8 and $34.1, respectively)
52.2 
64.0 
 
 
Derivative hedging instruments
 
 
Deferred tax liabilities
8.8 
11.3 
 
 
Current portion of long-term debt and short-term borrowings
379.7 
564.2 
 
 
Discontinued operations
 
 
Intercompany accounts payable
2,120.7 
1,166.3 
 
 
Total current liabilities
2,561.4 
1,805.8 
 
 
Long-term debt
1,896.2 
1,895.6 
 
 
Pension and postretirement benefits
2.6 
3.3 
 
 
Derivative hedging instruments
 
 
Deferred tax liabilities
 
 
Other liabilities, net
8.0 
6.6 
 
 
Discontinued operations
 
 
Intercompany notes payable
 
 
Total liabilities
4,468.2 
3,711.3 
 
 
MCBC stockholders' equity
8,638.9 
7,966.9 
 
 
Intercompany notes receivable
(3.2)
(877.0)
 
 
Total stockholders' equity
8,635.7 
7,089.9 
 
 
Noncontrolling interests
 
 
Total equity
8,635.7 
7,089.9 
 
 
Total liabilities and equity
13,103.9 
10,801.2 
 
 
Subsidiary Guarantors
 
 
 
 
Current assets:
 
 
 
 
Cash and cash equivalents
248.7 
249.3 
422.5 
349.5 
Accounts receivable, net
466.3 
524.7 
 
 
Other receivables, net
56.5 
54.6 
 
 
Total inventories, net
166.8 
172.5 
 
 
Other current assets
60.1 
67.1 
 
 
Deferred tax assets
 
 
Intercompany accounts receivable
3,186.8 
2,077.8 
 
 
Total current assets
4,185.2 
3,146.0 
 
 
Properties, net
1,282.8 
1,338.9 
 
 
Goodwill
1,161.8 
1,068.5 
 
 
Other intangibles, net
4,292.3 
4,606.8 
 
 
Investment in MillerCoors
2,506.5 
2,431.8 
 
 
Net investment in and advances to subsidiaries
3,303.7 
2,291.6 
 
 
Deferred tax assets
3.1 
104.8 
 
 
Other assets, net
175.0 
125.0 
 
 
Total assets
16,910.4 
15,113.4 
 
 
Current liabilities:
 
 
 
 
Accounts payable and other current liabilities (includes affiliate payable amounts of $22.8 and $34.1, respectively)
925.4 
787.7 
 
 
Derivative hedging instruments
73.2 
6.0 
 
 
Deferred tax liabilities
132.2 
142.5 
 
 
Current portion of long-term debt and short-term borrowings
61.8 
668.3 
 
 
Discontinued operations
 
 
Intercompany accounts payable
228.3 
1,133.3 
 
 
Total current liabilities
1,420.9 
2,737.8 
 
 
Long-term debt
1,316.6 
1,402.5 
 
 
Pension and postretirement benefits
453.3 
823.1 
 
 
Derivative hedging instruments
1.6 
222.2 
 
 
Deferred tax liabilities
 
 
Other liabilities, net
20.8 
64.4 
 
 
Discontinued operations
 
 
Intercompany notes payable
1,693.9 
1,135.8 
 
 
Total liabilities
4,907.1 
6,385.8 
 
 
MCBC stockholders' equity
18,332.5 
15,036.7 
 
 
Intercompany notes receivable
(6,329.2)
(6,309.1)
 
 
Total stockholders' equity
12,003.3 
8,727.6 
 
 
Noncontrolling interests
 
 
Total equity
12,003.3 
8,727.6 
 
 
Total liabilities and equity
16,910.4 
15,113.4 
 
 
Subsidiary Non Guarantors
 
 
 
 
Current assets:
 
 
 
 
Cash and cash equivalents
103.0 
184.9 
55.3 
36.1 
Accounts receivable, net
136.6 
134.1 
 
 
Other receivables, net
19.9 
15.6 
 
 
Total inventories, net
38.5 
41.4 
 
 
Other current assets
43.2 
39.7 
 
 
Deferred tax assets
53.3 
40.7 
 
 
Intercompany accounts receivable
196.5 
1,137.5 
 
 
Total current assets
591.0 
1,593.9 
 
 
Properties, net
656.3 
631.9 
 
 
Goodwill
1,256.9 
1,384.6 
 
 
Other intangibles, net
2,532.8 
2,628.0 
 
 
Investment in MillerCoors
 
 
Net investment in and advances to subsidiaries
6,654.9 
5,291.7 
 
 
Deferred tax assets
1.0 
4.9 
 
 
Other assets, net
73.2 
59.6 
 
 
Total assets
11,766.1 
11,594.6 
 
 
Current liabilities:
 
 
 
 
Accounts payable and other current liabilities (includes affiliate payable amounts of $22.8 and $34.1, respectively)
358.8 
335.2 
 
 
Derivative hedging instruments
0.7 
 
 
Deferred tax liabilities
 
 
Current portion of long-term debt and short-term borrowings
145.4 
13.1 
 
 
Discontinued operations
6.8 
7.9 
 
 
Intercompany accounts payable
1,034.3 
915.7 
 
 
Total current liabilities
1,546.0 
1,271.9 
 
 
Long-term debt
0.2 
124.4 
 
 
Pension and postretirement benefits
6.7 
6.6 
 
 
Derivative hedging instruments
1.4 
 
 
Deferred tax liabilities
906.0 
980.2 
 
 
Other liabilities, net
138.1 
104.7 
 
 
Discontinued operations
17.3 
20.0 
 
 
Intercompany notes payable
6,138.9 
6,971.9 
 
 
Total liabilities
8,754.6 
9,479.7 
 
 
MCBC stockholders' equity
4,487.0 
3,011.8 
 
 
Intercompany notes receivable
(1,500.4)
(921.6)
 
 
Total stockholders' equity
2,986.6 
2,090.2 
 
 
Noncontrolling interests
24.9 
24.7 
 
 
Total equity
3,011.5 
2,114.9 
 
 
Total liabilities and equity
11,766.1 
11,594.6 
 
 
Eliminations
 
 
 
 
Current assets:
 
 
 
 
Cash and cash equivalents
Accounts receivable, net
 
 
Other receivables, net
 
 
Total inventories, net
 
 
Other current assets
 
 
Deferred tax assets
(2.9)
(1.5)
 
 
Intercompany accounts receivable
(3,383.3)
(3,215.3)
 
 
Total current assets
(3,386.2)
(3,216.8)
 
 
Properties, net
 
 
Goodwill
 
 
Other intangibles, net
 
 
Investment in MillerCoors
 
 
Net investment in and advances to subsidiaries
(22,819.5)
(18,048.5)
 
 
Deferred tax assets
5.4 
(31.7)
 
 
Other assets, net
 
 
Total assets
(26,200.3)
(21,297.0)
 
 
Current liabilities:
 
 
 
 
Accounts payable and other current liabilities (includes affiliate payable amounts of $22.8 and $34.1, respectively)
 
 
Derivative hedging instruments
 
 
Deferred tax liabilities
(2.9)
(1.5)
 
 
Current portion of long-term debt and short-term borrowings
 
 
Discontinued operations
 
 
Intercompany accounts payable
(3,383.3)
(3,215.3)
 
 
Total current liabilities
(3,386.2)
(3,216.8)
 
 
Long-term debt
 
 
Pension and postretirement benefits
 
 
Derivative hedging instruments
 
 
Deferred tax liabilities
5.4 
(31.7)
 
 
Other liabilities, net
 
 
Discontinued operations
 
 
Intercompany notes payable
(7,832.8)
(8,107.7)
 
 
Total liabilities
(11,213.6)
(11,356.2)
 
 
MCBC stockholders' equity
(22,819.5)
(18,048.5)
 
 
Intercompany notes receivable
7,832.8 
8,107.7 
 
 
Total stockholders' equity
(14,986.7)
(9,940.8)
 
 
Noncontrolling interests
 
 
Total equity
(14,986.7)
(9,940.8)
 
 
Total liabilities and equity
(26,200.3)
(21,297.0)
 
 
Consolidated
 
 
 
 
Current assets:
 
 
 
 
Cash and cash equivalents
442.3 
624.0 
1,078.9 
1,217.6 
Accounts receivable, net
603.6 
660.5 
 
 
Other receivables, net
124.4 
92.9 
 
 
Total inventories, net
205.3 
213.9 
 
 
Other current assets
111.7 
117.5 
 
 
Deferred tax assets
50.4 
39.2 
 
 
Intercompany accounts receivable
 
 
Total current assets
1,537.7 
1,748.0 
 
 
Properties, net
1,970.1 
1,995.9 
 
 
Goodwill
2,418.7 
2,453.1 
 
 
Other intangibles, net
6,825.1 
7,234.8 
 
 
Investment in MillerCoors
2,506.5 
2,431.8 
 
 
Net investment in and advances to subsidiaries
 
 
Deferred tax assets
38.3 
125.4 
 
 
Other assets, net
283.7 
223.2 
 
 
Total assets
15,580.1 
16,212.2 
 
 
Current liabilities:
 
 
 
 
Accounts payable and other current liabilities (includes affiliate payable amounts of $22.8 and $34.1, respectively)
1,336.4 
1,186.9 
 
 
Derivative hedging instruments
73.9 
6.0 
 
 
Deferred tax liabilities
138.1 
152.3 
 
 
Current portion of long-term debt and short-term borrowings
586.9 
1,245.6 
 
 
Discontinued operations
6.8 
7.9 
 
 
Intercompany accounts payable
 
 
Total current liabilities
2,142.1 
2,598.7 
 
 
Long-term debt
3,213.0 
3,422.5 
 
 
Pension and postretirement benefits
462.6 
833.0 
 
 
Derivative hedging instruments
3.0 
222.2 
 
 
Deferred tax liabilities
911.4 
948.5 
 
 
Other liabilities, net
166.9 
175.7 
 
 
Discontinued operations
17.3 
20.0 
 
 
Intercompany notes payable
 
 
Total liabilities
6,916.3 
8,220.6 
 
 
MCBC stockholders' equity
8,638.9 
7,966.9 
 
 
Intercompany notes receivable
 
 
Total stockholders' equity
8,638.9 
7,966.9 
 
 
Noncontrolling interests
24.9 
24.7 
 
 
Total equity
8,663.8 
7,991.6 
 
 
Total liabilities and equity
15,580.1 
16,212.2 
 
 
As previously reported |
Parent Guarantor and 2007 Issuer
 
 
 
 
Current assets:
 
 
 
 
Net investment in and advances to subsidiaries
 
10,465.2 
 
 
Current liabilities:
 
 
 
 
MCBC stockholders' equity
 
$ 8,843.9 
 
 
Supplemental Guarantor Information Cash Flows (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 29, 2012
Dec. 31, 2011
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
 
 
 
Net cash provided by (used in) operating activities
$ 1,168.2 
$ 983.7 
$ 868.1 
Cash flows from investing activities:
 
 
 
Additions to properties
(293.9)1
(222.3)1
(235.4)1
Acquisition of businesses, net of cash acquired
(2,258.3)
(41.3)
Payment on discontinued operations
(6.8)
Change in restricted cash balances
6.7 
Investment in MillerCoors
(1,186.5)
(1,008.8)
(800.1)
Investment in and advances to an unconsolidated affiliate
(83.2)
Loan repayments
10.6 
22.9 
22.4 
Loan advances
(6.8)
(9.3)
(9.9)
Proceeds from settlements of derivative instruments
15.4 
Net cash provided by (used in) investing activities
(277.0)
(2,635.1)
(338.1)
Cash flows from financing activities:
 
 
 
Exercise of stock options under equity compensation plans
88.8 
34.1 
11.6 
Excess tax benefits from share-based compensation
7.7 
4.9 
2.0 
Dividends paid
(234.6)
(232.2)
(228.1)
Dividends paid to noncontrolling interest holders
(4.1)
(5.0)
(2.3)
Payments for purchase of treasury stock
(321.1)
Proceeds from issuance of long-term debt
(2,195.4)
Debt issuance costs
(0.4)
(40.3)
(2.2)
Payments on long-term debt and capital lease obligations
(1,317.0)
(226.7)
(0.3)
Payments on debt assumed in Acquisition
(424.3)
Proceeds from short-term borrowings
15.0 
16.0 
6.8 
Net proceeds from (payments on) revolving credit facilities and commercial paper
(507.4)
(7.8)
(2.1)
Proceeds from settlement of derivative instruments
6.6 
Net cash provided by (used in) financing activities
(1,059.2)
1,171.4 
(665.1)
Cash and cash equivalents:
 
 
 
Net increase (decrease) in cash and cash equivalents
(168.0)
(480.0)
(135.1)
Effect of foreign exchange rate changes on cash and cash equivalents
(13.7)
25.1 
(3.6)
Balance at beginning of year
624.0 
1,078.9 
1,217.6 
Balance at end of year
442.3 
624.0 
1,078.9 
Parent Guarantor and 2012 Issuer
 
 
 
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
 
 
 
Net cash provided by (used in) operating activities
660.9 
757.6 
253.1 
Cash flows from investing activities:
 
 
 
Additions to properties
(11.7)
(6.7)
(3.7)
Proceeds from sales of properties and other assets
Acquisition of businesses, net of cash acquired
 
Payment on discontinued operations
 
 
Change in restricted cash balances
 
 
Investment in MillerCoors
Return of capital from MillerCoors
Investment in and advances to an unconsolidated affiliate
 
 
Loan repayments
Loan advances
Proceeds from settlements of derivative instruments
 
15.4 
Net intercompany investing activity
(446.4)
(2,853.9)
15.4 
Net cash provided by (used in) investing activities
(458.1)
(2,860.6)
27.1 
Cash flows from financing activities:
 
 
 
Exercise of stock options under equity compensation plans
88.8 
34.1 
11.6 
Excess tax benefits from share-based compensation
7.7 
4.9 
2.0 
Dividends paid
(206.5)
(203.5)
(201.4)
Dividends paid to noncontrolling interest holders
Payments for purchase of treasury stock
(321.1)
Proceeds from issuance of long-term debt
 
(2,045.4)
 
Debt issuance costs
(0.2)
(39.2)
(2.2)
Payments on long-term debt and capital lease obligations
(578.0)
(150.0)
Payments on debt assumed in Acquisition
 
 
Proceeds from short-term borrowings
Payments on short-term borrowings
Net proceeds from (payments on) revolving credit facilities and commercial paper
(379.6)
Payments on settlement of derivative instruments
Proceeds from settlement of derivative instruments
6.6 
 
 
Change in overdraft balances and other
Net intercompany financing activity
Net cash provided by (used in) financing activities
(302.0)
1,691.7 
(511.1)
Cash and cash equivalents:
 
 
 
Net increase (decrease) in cash and cash equivalents
(99.2)
(411.3)
(230.9)
Effect of foreign exchange rate changes on cash and cash equivalents
Balance at beginning of year
189.8 
601.1 
832.0 
Balance at end of year
90.6 
189.8 
601.1 
Subsidiary Guarantors
 
 
 
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
 
 
 
Net cash provided by (used in) operating activities
579.2 
1,241.6 
156.6 
Cash flows from investing activities:
 
 
 
Additions to properties
(154.0)
(162.8)
(207.2)
Proceeds from sales of properties and other assets
45.7 
7.9 
4.6 
Acquisition of businesses, net of cash acquired
 
(30.7)
Payment on discontinued operations
 
 
Change in restricted cash balances
 
 
Investment in MillerCoors
(1,186.5)
(1,008.8)
(800.1)
Return of capital from MillerCoors
(1,146.0)
(942.4)
(782.7)
Investment in and advances to an unconsolidated affiliate
 
 
(93.9)
Loan repayments
10.6 
22.9 
22.4 
Loan advances
(6.8)
(9.3)
(9.9)
Proceeds from settlements of derivative instruments
 
(110.6)
Net intercompany investing activity
(59.3)
(2,621.5)
(800.7)
Net cash provided by (used in) investing activities
(204.3)
(2,939.8)
(1,132.8)
Cash flows from financing activities:
 
 
 
Exercise of stock options under equity compensation plans
Excess tax benefits from share-based compensation
Dividends paid
(142.8)
(628.6)
(1,192.9)
Dividends paid to noncontrolling interest holders
Payments for purchase of treasury stock
Proceeds from issuance of long-term debt
 
 
Debt issuance costs
Payments on long-term debt and capital lease obligations
(615.1)
(44.8)
(0.3)
Payments on debt assumed in Acquisition
 
 
Proceeds from short-term borrowings
11.9 
Payments on short-term borrowings
(3.0)
Net proceeds from (payments on) revolving credit facilities and commercial paper
(2.1)
Payments on settlement of derivative instruments
(119.4)
(8.2)
(104.5)
Proceeds from settlement of derivative instruments
 
 
Change in overdraft balances and other
(10.8)
Net intercompany financing activity
516.9 
2,193.1 
2,364.0 
Net cash provided by (used in) financing activities
(360.4)
1,511.5 
1,066.5 
Cash and cash equivalents:
 
 
 
Net increase (decrease) in cash and cash equivalents
14.5 
(186.7)
90.3 
Effect of foreign exchange rate changes on cash and cash equivalents
(15.1)
13.5 
(17.3)
Balance at beginning of year
249.3 
422.5 
349.5 
Balance at end of year
248.7 
249.3 
422.5 
Subsidiary Non Guarantors
 
 
 
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
 
 
 
Net cash provided by (used in) operating activities
297.3 
(380.1)
1,761.8 
Cash flows from investing activities:
 
 
 
Additions to properties
(128.2)
(52.8)
(24.5)
Proceeds from sales of properties and other assets
7.9 
7.8 
Acquisition of businesses, net of cash acquired
 
(2,258.3)
(10.6)
Payment on discontinued operations
 
6.8 
 
Change in restricted cash balances
 
 
6.7 
Investment in MillerCoors
Return of capital from MillerCoors
Investment in and advances to an unconsolidated affiliate
 
 
10.7 
Loan repayments
Loan advances
Proceeds from settlements of derivative instruments
 
Net intercompany investing activity
(70.5)
(2,004.5)
Net cash provided by (used in) investing activities
(190.8)
(2,310.1)
(2,022.2)
Cash flows from financing activities:
 
 
 
Exercise of stock options under equity compensation plans
Excess tax benefits from share-based compensation
Dividends paid
(254.5)
(35.5)
(137.2)
Dividends paid to noncontrolling interest holders
(4.1)
(5.0)
(2.3)
Payments for purchase of treasury stock
(0.7)
(27.9)
Proceeds from issuance of long-term debt
 
(150.0)
 
Debt issuance costs
(0.2)
(1.1)
Payments on long-term debt and capital lease obligations
(123.9)
(31.9)
Payments on debt assumed in Acquisition
 
(424.3)
 
Proceeds from short-term borrowings
15.0 
16.0 
(5.1)
Payments on short-term borrowings
(15.2)
(17.2)
(15.3)
Net proceeds from (payments on) revolving credit facilities and commercial paper
(127.8)
(7.8)
Payments on settlement of derivative instruments
Proceeds from settlement of derivative instruments
 
 
Change in overdraft balances and other
6.7 
(105.0)
Net intercompany financing activity
59.3 
3,282.3 
425.8 
Net cash provided by (used in) financing activities
(189.8)
2,808.2 
265.9 
Cash and cash equivalents:
 
 
 
Net increase (decrease) in cash and cash equivalents
(83.3)
118.0 
5.5 
Effect of foreign exchange rate changes on cash and cash equivalents
1.4 
11.6 
13.7 
Balance at beginning of year
184.9 
55.3 
36.1 
Balance at end of year
103.0 
184.9 
55.3 
Eliminations
 
 
 
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
 
 
 
Net cash provided by (used in) operating activities
(369.2)
(635.4)
(1,303.4)
Cash flows from investing activities:
 
 
 
Additions to properties
Proceeds from sales of properties and other assets
Acquisition of businesses, net of cash acquired
 
Payment on discontinued operations
 
 
Change in restricted cash balances
 
 
Investment in MillerCoors
Return of capital from MillerCoors
Investment in and advances to an unconsolidated affiliate
 
 
Loan repayments
Loan advances
Proceeds from settlements of derivative instruments
 
Net intercompany investing activity
576.2 
5,475.4 
2,789.8 
Net cash provided by (used in) investing activities
576.2 
5,475.4 
2,789.8 
Cash flows from financing activities:
 
 
 
Exercise of stock options under equity compensation plans
Excess tax benefits from share-based compensation
Dividends paid
369.2 
635.4 
1,303.4 
Dividends paid to noncontrolling interest holders
Payments for purchase of treasury stock
Proceeds from issuance of long-term debt
 
 
Debt issuance costs
Payments on long-term debt and capital lease obligations
Payments on debt assumed in Acquisition
 
 
Proceeds from short-term borrowings
Payments on short-term borrowings
Net proceeds from (payments on) revolving credit facilities and commercial paper
Payments on settlement of derivative instruments
Proceeds from settlement of derivative instruments
 
 
Change in overdraft balances and other
Net intercompany financing activity
(576.2)
(5,475.4)
(2,789.8)
Net cash provided by (used in) financing activities
(207.0)
(4,840.0)
(1,486.4)
Cash and cash equivalents:
 
 
 
Net increase (decrease) in cash and cash equivalents
Effect of foreign exchange rate changes on cash and cash equivalents
Balance at beginning of year
Balance at end of year
Consolidated
 
 
 
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
 
 
 
Net cash provided by (used in) operating activities
1,168.2 
983.7 
868.1 
Cash flows from investing activities:
 
 
 
Additions to properties
(293.9)
(222.3)
(235.4)
Proceeds from sales of properties and other assets
53.6 
15.7 
4.6 
Acquisition of businesses, net of cash acquired
 
(2,258.3)
(41.3)
Payment on discontinued operations
 
6.8 
 
Change in restricted cash balances
 
 
6.7 
Investment in MillerCoors
(1,186.5)
(1,008.8)
(800.1)
Return of capital from MillerCoors
(1,146.0)
(942.4)
(782.7)
Investment in and advances to an unconsolidated affiliate
 
 
(83.2)
Loan repayments
10.6 
22.9 
22.4 
Loan advances
(6.8)
(9.3)
(9.9)
Proceeds from settlements of derivative instruments
 
(110.6)
15.4 
Net intercompany investing activity
Net cash provided by (used in) investing activities
(277.0)
(2,635.1)
(338.1)
Cash flows from financing activities:
 
 
 
Exercise of stock options under equity compensation plans
88.8 
34.1 
11.6 
Excess tax benefits from share-based compensation
7.7 
4.9 
2.0 
Dividends paid
(234.6)
(232.2)
(228.1)
Dividends paid to noncontrolling interest holders
(4.1)
(5.0)
(2.3)
Payments for purchase of treasury stock
(0.7)
(27.9)
(321.1)
Proceeds from issuance of long-term debt
 
(2,195.4)
 
Debt issuance costs
(0.4)
(40.3)
(2.2)
Payments on long-term debt and capital lease obligations
(1,317.0)
(226.7)
(0.3)
Payments on debt assumed in Acquisition
 
(424.3)
 
Proceeds from short-term borrowings
15.0 
16.0 
6.8 
Payments on short-term borrowings
(15.2)
(17.2)
(18.3)
Net proceeds from (payments on) revolving credit facilities and commercial paper
(507.4)
(7.8)
(2.1)
Payments on settlement of derivative instruments
(119.4)
(8.2)
(104.5)
Proceeds from settlement of derivative instruments
6.6 
 
 
Change in overdraft balances and other
6.7 
(105.0)
(10.8)
Net intercompany financing activity
Net cash provided by (used in) financing activities
(1,059.2)
1,171.4 
(665.1)
Cash and cash equivalents:
 
 
 
Net increase (decrease) in cash and cash equivalents
(168.0)
(480.0)
(135.1)
Effect of foreign exchange rate changes on cash and cash equivalents
(13.7)
25.1 
(3.6)
Balance at beginning of year
624.0 
1,078.9 
1,217.6 
Balance at end of year
$ 442.3 
$ 624.0 
$ 1,078.9 
Quarterly Financial Information (Unaudited) Quarterly Financial Information (Details) (USD $)
In Millions, except Per Share data, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2013
Sep. 28, 2013
Jun. 29, 2013
Mar. 30, 2013
Dec. 29, 2012
Sep. 29, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2013
Dec. 29, 2012
Dec. 31, 2011
Quarterly Financial Information Disclosure [Abstract]
 
 
 
 
 
 
 
 
 
 
 
Sales
$ 1,489.7 
$ 1,665.4 
$ 1,659.7 
$ 1,184.8 
$ 1,480.2 
$ 1,685.8 
$ 1,440.9 
$ 1,008.1 
$ 5,999.6 
$ 5,615.0 
$ 5,169.9 
Excise taxes
(461.3)
(494.2)
(481.7)
(356.3)
(450.0)
(490.3)
(441.5)
(316.7)
(1,793.5)
(1,698.5)
(1,654.2)
Net sales
1,028.4 
1,171.2 
1,178.0 
828.5 
1,030.2 
1,195.5 
999.4 
691.4 
4,206.1 
3,916.5 
3,515.7 
Cost of goods sold
(644.4)
(670.0)
(684.1)
(547.1)
(646.6)
(687.0)
(580.1)
(438.8)
(2,545.6)
(2,352.5)
(2,049.1)
Gross profit
384.0 
501.2 
493.9 
281.4 
383.6 
508.5 
419.3 
252.6 
1,660.5 
1,564.0 
1,466.6 
Amounts attributable to MCBC
 
 
 
 
 
 
 
 
 
 
 
Net income (loss) from continuing operations
131.2 
120.9 
276.7 
36.5 
60.1 
197.7 
104.3 
79.4 
565.3 
441.5 
674.0 
Income (loss) from discontinued operations, net of tax
0.3 
0.9 
1.7 
(0.9)
(0.1)
0.7 
0.8 
0.1 
2.0 
1.5 
2.3 
Net income (loss) attributable to Molson Coors Brewing Company
$ 131.5 
$ 121.8 
$ 278.4 
$ 35.6 
$ 60.0 
$ 198.4 
$ 105.1 
$ 79.5 
$ 567.3 
$ 443.0 
$ 676.3 
Basic net income (loss) attributable to Molson Coors Brewing Company per share(1):
 
 
 
 
 
 
 
 
 
 
 
From continuing operations (in dollars per share)
$ 0.72 
$ 0.65 
$ 1.51 
$ 0.20 
$ 0.33 
$ 1.09 
$ 0.58 
$ 0.44 
$ 3.09 
$ 2.44 
$ 3.65 
From discontinued operations (in dollars per share)
$ 0.00 
$ 0.01 
$ 0.01 
$ 0.00 
$ 0.00 
$ 0.00 
$ 0.00 
$ 0.00 
$ 0.01 
$ 0.01 
$ 0.01 
Basic net income per share (in dollars per share)
$ 0.72 
$ 0.66 
$ 1.52 
$ 0.20 
$ 0.33 
$ 1.09 
$ 0.58 
$ 0.44 
$ 3.10 
$ 2.45 
$ 3.66 
Diluted net income (loss) attributable to Molson Coors Brewing Company per share(1):
 
 
 
 
 
 
 
 
 
 
 
From continuing operations (in dollars per share)
$ 0.71 
$ 0.65 
$ 1.50 
$ 0.20 
$ 0.33 
$ 1.09 
$ 0.57 
$ 0.44 
$ 3.07 
$ 2.43 
$ 3.62 
From discontinued operations (in dollars per share)
$ 0.00 
$ 0.01 
$ 0.01 
$ 0.00 
$ 0.00 
$ 0.00 
$ 0.00 
$ 0.00 
$ 0.01 
$ 0.01 
$ 0.01 
Diluted net income per share (in dollars per share)
$ 0.71 
$ 0.66 
$ 1.51 
$ 0.20 
$ 0.33 
$ 1.09 
$ 0.57 
$ 0.44 
$ 3.08 
$ 2.44 
$ 3.63 
SCHEDULE II (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 29, 2012
Dec. 31, 2011
Dec. 26, 2009
Allowance for doubtful accounts—trade accounts receivable
 
 
 
 
Movement in Valuation Allowances and Reserves [Roll Forward]
 
 
 
 
Balance at beginning of year
$ 13.4 
 
$ 10.3 
$ 7.4 
Additions charged to costs and expenses
7.6 
10.3 
3.7 
 
Deductions
(7.5)1
(7.6)1
(0.7)1
 
Foreign exchange impact
0.1 
0.4 
(0.1)
 
Balance at end of year
13.6 
13.4 
 
7.4 
Allowance for doubtful accounts—current trade loans
 
 
 
 
Movement in Valuation Allowances and Reserves [Roll Forward]
 
 
 
 
Balance at beginning of year
1.6 
 
1.8 
2.5 
Additions charged to costs and expenses
0.6 
0.9 
1.6 
 
Deductions
(1.1)1
(1.1)1
(2.4)1
 
Foreign exchange impact
0.1 
 
Balance at end of year
1.1 
1.6 
 
2.5 
Allowance for doubtful accounts—long-term trade loans
 
 
 
 
Movement in Valuation Allowances and Reserves [Roll Forward]
 
 
 
 
Balance at beginning of year
4.0 
 
4.4 
6.6 
Additions charged to costs and expenses
1.4 
2.2 
2.5 
 
Deductions
(2.6)1
(2.8)1
(4.8)1
 
Foreign exchange impact
0.2 
0.1 
 
Balance at end of year
2.8 
4.0 
 
6.6 
Allowance for obsolete supplies
 
 
 
 
Movement in Valuation Allowances and Reserves [Roll Forward]
 
 
 
 
Balance at beginning of year
7.2 
 
5.9 
4.1 
Additions charged to costs and expenses
9.3 
7.0 
2.0 
 
Deductions
(9.8)1
(6.0)1
(0.2)1
 
Foreign exchange impact
0.1 
0.3 
 
Balance at end of year
6.8 
7.2 
 
4.1 
Deferred tax valuation account
 
 
 
 
Movement in Valuation Allowances and Reserves [Roll Forward]
 
 
 
 
Balance at beginning of year
157.5 
 
29.0 
39.0 
Additions charged to costs and expenses
29.6 
136.6 
2.4 
 
Deductions
(88.8)1
(9.2)1
(12.3)1
 
Foreign exchange impact
(0.6)
1.1 
(0.1)
 
Balance at end of year
$ 97.7 
$ 157.5 
 
$ 39.0