UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-K
x10-K
ANNUAL REPORT PURSUANT TO SECTION 13 orOR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
or
oTRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended September 27, 201930, 2022 Commission File Number: 001-36223
001-36223
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Aramark
(Exact name of registrant as specified in its charter)
Delaware20-8236097
(State or other jurisdiction of
incorporation or organization)
(I.R.S. Employer
Identification Number)
2400 Market Street19103
Philadelphia,Pennsylvania
(Address of principal executive offices)(Zip Code)
(215) (215) 238-3000
(Registrant's telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Title of Each ClassTrading Symbol(s)Name of Each Exchange on which Registered
Common Stock,par value $0.01 per shareARMKNew York Stock Exchange
Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
Yes  ☒x    No  ☐o
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act.
Yes  ☐o    No  ☒x
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes  ☒x    No  ☐o
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that registrant was required to submit such files).
Yes  ☒x    No  ☐o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company" and "emerging growth company" in Rule 12b-2 of the Exchange Act.
Large accelerated filer☒xAccelerated filer☐oNon-accelerated filer☐oSmaller reporting company☐oEmerging growth company☐o
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   ☐o  
Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. x
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes  ☐o    No  ☒x


As of March 29, 2019,April 1, 2022, the aggregate market value of the common stock of the registrant held by non-affiliates of the registrant was approximately $7,400.3$9,829.8 million.
As of November 22, 2019,October 28, 2022, the number of shares of the registrant's common stock outstanding is 249,431,095.258,744,250.


DOCUMENTS INCORPORATED BY REFERENCE
Portions of the definitive proxy statement to be filed with the Securities and Exchange Commission pursuant to Regulation 14A relating to the registrant's 20202023 Annual Meeting of Stockholders, to be held on January 29, 2020,February 3, 2023, will be incorporated by reference in this Form 10-K in response to portions of Part III. The definitive proxy statement will be filed with the SECSecurities and Exchange Commission not later than 120 days after the registrant's fiscal year ended September 27, 2019.30, 2022.


TABLE OF CONTENTS
Page
1
Business
1
11
24
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25
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TABLE OF CONTENTS
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127
1
Item 1A.
Risk Factors
9
Item 1B.
Unresolved Staff Comments
20
Item 2.
Properties
20
Item 3.
Legal Proceedings
21
Item 4.
Mine Safety Disclosures
21
PART II
23
Item 5.
Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
2327
2427
2528
4044
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Table of Contents
Special Note About Forward-Looking Statements
This report includescontains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 that1995. These statements reflect our current viewsexpectations as to future events based on certain assumptions and include any statement that does not directly relate to any historical or current fact. These statements include, but are not limited to, statements related to our expectations regarding the performance of our business, our financial performance with respect to, without limitation,results, our operations, our liquidity and capital resources, the conditions in our industry our operations, our economic performance and financial condition, including, in particular, with respect to, without limitation, anticipated effects of our adoption of new accounting standards, the expected impact of strategic portfolio actions, the benefits and costs of our acquisitions of each of Avendra, LLC ("Avendra") and AmeriPride Services, Inc. ("AmeriPride"), as well as statements regarding these companies' services and products and statements relating to our business and growth strategy. TheseIn some cases, forward-looking statements can be identified by the fact that they do not relate strictly to historical or current facts. They use words such as "outlook," "aim," "anticipate," "are or remain or continue to be confident," "have confidence," "estimate," "expect," "will be," "will continue," "will likely result," "project," "intend," "plan," "believe," "see," "look to" and other words and terms of similar meaning or the negative versions of such words.
Forward-looking statements speak only as of the date made. All statements we make relating to our estimated and projected earnings, costs, expenditures, cash flows, growth rates, financial results and our estimated benefits and costs of our acquisitions are forward-looking statements. In addition, we, through our senior management, from time to time make forward-looking public statements concerning our expected future operations and performance and other developments. These forward-looking statements are subject to risks and uncertainties that may change at any time, and, therefore, our actual results or outcomes may differ materially from those that we expected. We derive many of our forward-looking statements from our operating budgets and forecasts, which are based upon many detailed assumptions. While we believe that our assumptions are reasonable, we caution that it is very difficult to predict the impact of known factors, and, of course, it is impossible for us to anticipate all factors that could affect our actual results. All subsequent written and oral forward-looking statements attributable to us, or persons acting on our behalf, are expressly qualified in their entirety by the cautionary statements.
Some of the factors that we believe could affect or continue to affect our results or the costs and benefits of the acquisitions include without limitation: unfavorable economic conditions; natural disasters, global calamities, climate change, pandemics, including the ongoing COVID-19 pandemic, energy shortages, sports strikes and other adverse incidents; geopolitical events including, but not limited to, the ongoing conflict between Russia and Ukraine and its effects on global supply chains, inflation, volatility and disruption of global financial markets; the failure to retain current clients, renew existing client contracts and obtain new client contracts; a determination by clients to reduce their outsourcing or use of preferred vendors; competition in our industries; increased operating costs and obstacles to cost recovery due to the pricing and cancellation terms of our food and support services contracts; currency risks and other risks associated with international operations, including compliance with a broad range of laws and regulations, including the inabilityUnited States Foreign Corrupt Practices Act; risks associated with suppliers from whom our products are sourced; disruptions to achieve cost savings through our cost reduction efforts;relationship with our distribution partners; the contract intensive nature of our business, which may lead to client disputes; our expansion strategy;strategy and our ability to successfully integrate the businesses of Avendra and AmeriPridewe acquire and costs and timing related thereto; continued or further unionization of our workforce; liability resulting from our participation in multiemployer defined benefit pension plans; the risk of unanticipated restructuring costsinability to hire and retain key or assumption of undisclosed liabilities; the risk that we are unable to achieve the anticipated benefits (including tax benefits)sufficient qualified personnel or increases in labor costs; laws and synergies of the acquisition of AmeriPride and Avendra including whether the transactions will be accretive and within the expected timeframes; the availability of sufficient cash to repay certain indebtedness and our decision to utilize the cash for that purpose; the disruption of the transactions to each of Avendra and AmeriPride and their respective managements; the effect of the transactions on each of Avendra's and AmeriPride's ability to retain and hire key personnel and maintain relationships with customers, suppliers and other third parties the failure to maintain food safety throughout our supply chain, food-borne illness concerns and claims of illness or injury; governmental regulations including those relating to food and beverages, the environment, wage and hour and government contracting; liability associated with noncompliance with applicable law or other governmental regulations; new interpretations of or changes in the enforcement of the government regulatory framework; currency risksincreases or changes in income tax rates or tax-related laws; environmental regulations; potential liabilities, increased costs, reputational harm, and other risks associated with international operations, including Foreign Corrupt Practices Act, U.K. Bribery Actadverse effects based on our commitments and other anti-corruption law compliance; continuedstakeholder expectations relating to environmental, social and governance considerations; the failure to maintain food safety throughout our supply chain, food-borne illness concerns and claims of illness or further unionization of our workforce; liability resulting from our participation in multiemployer defined benefit pension plans; risks associated with suppliers from whom our products are sourced; disruptions to our relationship with,injury; a cybersecurity incident or to the business of, our primary distributor; the inability to hire and retain sufficient qualified personnel or increases in labor costs; healthcare reform legislation; the contract intensive nature of our business, which may lead to client disputes; seasonality;other disruptions in the availability of our computer systems or privacy breaches; failureour leverage; variable rate indebtedness that subjects us to maintain effective internal controls; our leverage;interest rate risk; the inability to generate sufficient cash to service all of our indebtedness; debt agreements that limit our flexibility in operating our business; risks associated with the impact, timing or terms of the proposed spin-off of Aramark Uniform Services (our Uniform segment) as an independent publicly traded company to our abilitystockholders (the "proposed spin-off'"); risks associated with the expected benefits and costs of the proposed spin-off, including the risk that the expected benefits of the proposed spin-off will not be realized within the expected time frame, in full or at all, and the risk that conditions to attract new the proposed spin-off will not be satisfied and/or maintainthat the proposed spin-off will not be completed within the expected time frame, on the expected terms or at all; the expected qualification of the proposed spin-off as a tax-free transaction for United States federal income tax purposes, including whether or not an Internal Revenue Service ruling will be sought or obtained; the risk that any consents or approvals required in connection with the proposed spin-off will not be received or obtained within the expected time frame, on the expected terms or at all; risks associated with expected financing transactions undertaken in connection with the proposed spin-off and risks associated with indebtedness incurred in connection with the proposed spin-off; the risk of increased costs from lost synergies, costs of restructuring transactions and other costs incurred in connection with the proposed spin-off; retention of existing customermanagement team members as a result of the proposed spin-off; reaction of customers, our employees and supplierother parties to the proposed spin-off; and the impact of the proposed spin-off on our business and the risk that the proposed spin-off may be more difficult, time-consuming or costly than expected, including the impact on our resources, systems, procedures and controls, diversion of management’s attention and the impact on relationships at reasonable cost, our ability to retain key personnelwith customers, suppliers, employees and other business counterparties; and other factors set forth under the headings Item 1A "Risk Factors," Item 3 "Legal Proceedings" and Item 7 "Management's Discussion and Analysis of Financial Condition and Results of Operations" and other sections of this Annual Report on Form 10-K, as such factors may be updated from time to time in our other periodic filings with the SEC, which are accessible on the SEC's website at www.sec.gov and which may be obtained by contacting Aramark's investor relations department via its website www.aramark.com. Accordingly, there are or will be important factors that could cause actual outcomes or results to differ materially from those indicated in these statements.10-K. These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included in this reportherein and in our other filings with the SEC.Securities and Exchange Commission (the "SEC"). As a result of these risks and uncertainties, readers are cautioned not to place undue reliance on any forward-looking statements included herein or that may be made elsewhere from time to time by, or on behalf of, us. Forward-looking statements speak only as of the date made. We undertake no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments, changes in our expectations, or otherwise, except as required by law.


Table of Contents
PART I
Item 1.     Business
Overview
Aramark (the “Company,”“Company”, “we” or “us”) is a leading global provider of food, facilities and uniform services to education, healthcare, business & industry, and sports, leisure & corrections clients. Our core market is the United States, which is supplemented by an additional 18-country footprint. Based on total revenue in fiscal 2019,2022, we hold a top 3 position in North America in food and facilities services and the #2 position in North America in food, facilities and uniform services. Internationally, we hold a top 3 position in food and facilities services based on total revenue in fiscal 20192022 in most countries in which we have significant operations. Our approximately 283,500273,875 employees partner with thousands of education, healthcare, business and sports, leisure & corrections clients to serve millions of consumerscustomers including students, patients, employees, sports fans and guests worldwide.
We operate our business in three reportable segments that share many of the same operating characteristics: Food and Support Services United States ("FSS United States"), Food and Support Services International ("FSS International") and Uniform and Career Apparel ("Uniform"). The following chart shows a breakdown of our revenue and operating income by our reportable segments:
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Reportable Segments:FSS United StatesFSS InternationalUniform
FY 2022 Revenue(a):
$10,030.8 $3,656.4 $2,639.4 
FY 2022 Operating Income(a):
$449.0 $112.5 $218.1 
Services:Food, hospitality and facilitiesFood, hospitality and facilitiesRental, sale and maintenance of uniform apparel and other items
Sectors:Business & industry; sports, leisure & corrections; education; healthcare; and facilities and otherBusiness & industry; sports, leisure & corrections; education; healthcare; and facilities and otherBusiness; public institutions; manufacturing; transportation; and service industries
    
image2a03.jpg
   
         
         
Reportable Segments:FSS United States FSS International Uniform
         
FY 2019 Revenue(a):
 $9,898.6
  $3,742.9
  $2,585.8
FY 2019 Operating Income(a):
 $716.8
  $142.7
  $191.3
Services:Food, hospitality and facilities Food, hospitality and facilities Rental, sale and maintenance of uniform apparel and other items
Sectors:Business & industry, sports, leisure & corrections, education, healthcare and facilities and other Business & industry, sports, leisure & corrections, education, healthcare and facilities and other Business, public institutions, manufacturing, transportation and service industries
(a) Dollars in millions. Operating income excludes $151.2 million related to corporate expenses.
(a)Dollars in millions. Operating income excludes $159.6 million related to corporate expenses.
In fiscal 2019,2022, we generated $16.2$16.3 billion of revenue, $891.2$628.4 million of operating income and $448.5$194.5 million of net income.income attributable to Aramark stockholders.
Our History
Since our founding in 1959, we have broadened our service offerings and expanded our client base through a combination of organic growth and acquisitions, with the goal of further developing our food, facilities and uniform capabilities, as well as growing our international presence. In 1984, we completed a management buyout, after which our management and employees increased their Company ownership to approximately 90% of our equity capital leading up to our December 2001 public offering. On January 26, 2007, we delisted from the NYSENew York Stock Exchange (“NYSE”) in conjunction with a going-private transaction executed with certain private equity investment funds, affiliated with Goldman Sachs Capital Partners, CCMP Capital Advisors, J.P. Morgan Partners, Thomas H. Lee Partners, L.P. and Warburg Pincus LLC as well as approximately 250 senior management personnel.
On December 17, 2013, we completed an initial public offering of 41,687,500 sharesour common stock. On October 6, 2019, we entered into a Stewardship Framework Agreement (the “Stewardship Framework Agreement”) with MR BridgeStone Advisor LLC (“Mantle Ridge”), on behalf of itself and its affiliated funds (such funds, together with Mantle Ridge, collectively, the “Mantle Ridge Group”), pursuant to which several new directors were elected to our Board of Directors and John Zillmer was appointed as our Chief Executive Officer.
Aramark’s Intention to Spin-off Uniform Segment
On May 10, 2022, we announced our intention to spin-off our Uniform segment into an independent publicly traded company to our stockholders. The proposed spin-off is intended to be a tax-free transaction to us and our stockholders for United States federal income tax purposes. The proposed spin-off is expected to be completed in the second half of fiscal 2023, subject to certain customary conditions, including final approval of our common stock, including 13,687,500 sharesBoard of common stock sold by our selling stockholders.Directors, receipt of a favorable opinion and Internal Revenue Service ruling with respect to the tax-free nature of the transaction, the effectiveness of a registration statement on
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Form 10 to be filed with the SEC and the receipt of other regulatory approvals. Refer to Note 15 to the audited consolidated financial statements for the Uniform segment financial disclosures.
Recent Developments
CEORecent global events, including the COVID-19 pandemic ("COVID-19"), have adversely affected global economies, disrupted global supply chains and Governance Matters
On August 25, 2019, Eric Foss stepped down from his rolelabor force participation and created significant volatility and disruption of financial markets. COVID-19 related disruptions negatively impacted our financial and operating results beginning in the second quarter of fiscal 2020 through the first half of fiscal 2021. Our financial results started to improve during the second half of fiscal 2021 and continued to improve throughout fiscal 2022 as COVID-19 restrictions were lifted and operations re-opened. In addition, the ongoing conflict between Russia and Ukraine, countries in which we do not have direct operations, further disrupted global supply chains and heightened volatility and disruption of global financial markets. The ongoing volatility and disruption of financial markets caused by these global events, as well as other current global economic factors, triggered inflation in our Chairman, Presidentfood and Chief Executive Officer. On October 6, 2019, we appointed John Zillmer aslabor costs, increased market interest rates and has driven significant changes in foreign currencies. The impact on our Chief Executive Officer. Mr. Zillmer also joinedlonger-term operational and financial performance will depend on future developments, including our response and governmental response to inflation, our interest rate hedging strategy, the Board on that date.
Also, on October 6, 2019, we entered into a Stewardship Framework Agreement (the “Stewardship Framework Agreement”) with MR BridgeStone Advisor LLC (“Mantle Ridge”), on behalfduration and severity of itselfthe ongoing volatility and its affiliated funds (such funds, together with Mantle Ridge, collectively, the “Mantle Ridge Group”). The Mantle Ridge Group has a combined beneficial ownership interest in approximately 9.7%disruption of global financial markets and our ability to effectively hire and retain personnel. Some of these future developments are outside of our outstanding common stockcontrol and are highly uncertain.
We continue to remain principally focused on the safety and well-being of our employees, clients and everyone we serve, while simultaneously taking timely, proactive measures to adapt to the current environment. Throughout fiscal 2022, we saw continued improved profitability from clients re-opening as COVID-19 restrictions eased as well as from effective management of November 22, 2019operating costs, including supply chain initiatives, and an additional economic interestpricing pass-throughs to mitigate the effects of

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approximately 10%. The Stewardship Framework Agreement contains a numberprolonged global disruption, including items such as inflationary pressures on food and product costs, greater labor challenges and the financial condition of provisions relatingour clients in certain businesses. We expect these challenges to our governance, includingcontinue into fiscal 2023, and we regularly evaluate and react in order to take appropriate actions to mitigate the composition of the Board.
Avendra, LLC ("Avendra") Acquisition
On December 11, 2017, we completed the acquisition of Avendra, a leading hospitality procurement services providerrisk in North America that manages purchasing spend for over 650 companies at more than 8,500 locations. Avendra, headquartered in Rockville, Maryland, was founded in 2001 by five hospitality organizations: Marriott, Hyatt, Fairmont Hotels, ClubCorp and IHG. The acquisition of Avendra significantly expanded our capabilities and client reach in the procurement services area.
The total consideration paid for Avendra was $1,386.4 million, partially offset by $87.3 million of cash and restricted investments acquired. Avendra's financial results since acquisition are included within the FSS United States reporting segment.
AmeriPride Services, Inc. ("AmeriPride") Acquisition
On January 19, 2018, we completed the acquisition of AmeriPride, a uniform and linen rental and supply company headquartered in Minneapolis with 6,000 employees and serving 150,000 customers in the U.S. and Canada. The acquisition of AmeriPride added scale and capabilities to our uniforms business in the U.S. while immediately establishing Aramark as a leading uniform services provider in Canada, where our existing operations were very limited.
The total consideration paid for AmeriPride was $995.4 million, partially offset by $84.9 million of cash acquired. AmeriPride's financial results since acquisition are included within the Uniform segment.these areas.
Food and Support Services
Our Food and Support Services segments manage a number of interrelated services-includingservices, including food, hospitality, procurement and facility services-forservices, for school districts, colleges & universities, healthcare & senior living facilities, businesses, sports, entertainment & recreational venues, conference & convention centers, national & state parks and correctional institutions.
We are the exclusive provider of food and beverage services at most of the locations we serve and are responsible for hiring, training and supervising the majority of the food service personnel in addition to ordering, receiving, preparing and serving food and beverage items sold at those facilities. Our facilities services capabilities are broad, and include plant operations and maintenance, custodial/housekeeping, energy management, grounds keeping and capital project management. In governmental, business, educational and healthcare facilities (for example, offices and industrial plants, schools and universities and hospitals)hospitals and senior living), our clients provide us with a captive clientcustomer base through their on-site employees, students and patients. At sports, entertainment and recreational facilities, our clients attract patrons to their site, usually for specific events such as sporting events, concerts and conventions.
We manage our FSSFood and Support Services business in two geographic reportable segments split between our United States and International operations. In fiscal 2019,2022, our FSS United States segment generated $9,898.6$10,030.8 million in revenue, or 61%62% of our total revenue, and our FSS International segment generated $3,742.9$3,656.4 million in revenue, or 23%22% of our total revenue. No individual client represents more than 2% of our total revenue, other than, collectively, a number of U.S.United States government agencies.
Clients and Services
Our Food and Support Services segments serve a number of sectors across 19 countries around the world. Our Food and Support Services operations focus on serving clients in five principal sectors: Education, Healthcare, Business & Industry, Sports, Leisure & Corrections and Facilities & Other.
In the FSS United States segment, the range of services provided by sector are as follows:
Education. Within the Education sector, we serve Higher Education and K-12 clients. We deliver a wide range of food and food-related services, as well as procurement services, at more than 1,5001,320 colleges, universities, school systems & districts and private schools. We offer our education clients a single source provider for food-related managed service solutions, including dining, catering, food service management and convenience-oriented retail operations.
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Healthcare. We provide a wide range of non-clinical food and food-related support services to approximately 250652 healthcare and senior living clients and more than 450 facilities across our global footprint.733 facilities. Our food and food-related services include patient food and nutrition, retail food, environmental services and procurement services.
Business & Industry. We provide a comprehensive range of business dining services, including on-site restaurants, catering, convenience stores and executive dining.
We also provide beverage and vending services to business & industry clients at thousands of locations. Our service and product offerings include a full range of coffee offerings, “grab and go” food operations, mailed gift boxes, convenience stores, micromarkets and a proprietary drinking water filtration system.
Sports, Leisure & Corrections. We administerprovide concessions, banquet and catering services, retail services and merchandise sales, recreational and lodging services and facility management services at sports, entertainment and recreational facilities. We serve 145hundreds of venues for professional (including minor league affiliates) and college sports teams, including 3028 teams in Major League Baseball, the

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National Basketball Association, the National Football League and the National Hockey League.League and at more than 100 colleges and universities. We also serve convention and civic centers, national and state parks and other resort operations, plus other popular tourist attractions in the United States. Additionally, we provide correctional food services, operate commissaries, laundry facilities and property rooms and provide food and facilities management services for parks.rooms.
Facilities & Other. We provide a variety of support services to approximately 550more than 435 facilities clients and more than 1,000 facilities.800 locations. These services include the management of housekeeping, plant operations and maintenance, energy management, custodial, groundskeeping, landscaping, transportation, capital program management and payment services and other facility consulting services relating to building operations. We also provide procurement services for a number of clients in a variety of industries.
Our FSS International segment provides a similar range of services as those provided to our FSS United States segment clients and operates in alleach of ourthe sectors. We have operations in 18 countries outside the United States. Our largest international operations are in Canada, Chile, China, Germany, IrelandSpain and the United Kingdom, and in a majority of these countries we are one of the leading food and/or facilities service providers.Kingdom. We also have a strong presence in Japan through our 50% ownership of AIM Services Co., Ltd., which is a leader in providing outsourced food services in Japan. In addition to the core Business & Industry sector, our FSS International segment serves many sports stadiums across Europe, and numerous educational institutions, healthcare institutions and convention centers globally. There are particular risks attendantassociated with our international operations. Please see Item 1A. “Risk Factors.”
Purchasing
We negotiate the pricing and other terms for the majority of our purchases of food and related products in the United States and Canada directly with national manufacturers.manufacturers and suppliers. Due to our ability to negotiate favorable terms with our suppliers, we receive vendor consideration, including volume discounts, rebates and other applicable credits. See “Types of Contracts” below. We purchase thesemost products and other items through food service distribution companies, including Sysco Corporation ("Sysco"), US Foods, Performance Food Group and other regional distributors. We have a master distribution agreementSysco is our primary distributor with Sysco that covers a significant amount ofrespect to our purchases of these productsfood and items in the United States and another distribution agreementfacilities business, while US Foods is our primary distributor with Sysco that coversrespect to our purchases of these products in Canada.procurement services business. Our distributors are responsible for tracking our orders and delivering products to our specific locations. Due to our ability to negotiate favorable terms with our suppliers, we earn vendor consideration, including discounts, rebates and other applicable credits. See “Types of Contracts” below. Our location managers also purchase a number of items, including bread, dairy products and alcoholic beverages from local suppliers, and we purchase certain items directly from manufacturers.
The terms of our agreements with our distributors vary. Some agreements are for an indefinite term, subject to termination by either party after a notice period, which is generally 60 to 120 days, while others are for a fixed term with termination rights only for cause. The pricing and other financial terms of these agreements are renegotiated periodically.
Our relationship with Sysco is important to our operations—operations and we have had distribution agreements in place for more than 30over 40 years. We have a master distribution agreement with Sysco that covers a significant amount of our purchases of products and items in the United States and another distribution agreement with Sysco that covers our purchases of products in Canada. In fiscal 2019,2022, Sysco distributed approximately 48%46% of our food and non-food products in the United States and Canada based on purchase dollars, and we believe that we are one of their largest clients. However, we believe that the products acquired through Sysco can, in significant cases, be purchased through other sources and that termination of our relationship with them or any disruption of their business would cause only short-term disruptions to our operations.
Our agreements withIn our distributors are generally for an indefinite term, subject to termination by either party after a notice period, which is generally 60 to 120 days. The pricing and other financial terms of these agreements are renegotiated periodically. Our current agreement with Sysco is terminable by either party with 180 days notice.
In the rest of our internationalFSS International segment (other than Canada), our approach to purchasing is substantially similar. On a country-by-country basis, we negotiate pricing and other terms for a majority of our purchases of food and related products with manufacturers and suppliers operating in the applicable country, and we purchase these products and other items through distributors in that country. Due to our ability to negotiate favorable terms with our suppliers, we receive vendor consideration, including volume discounts, rebates allowances and volume discounts.other applicable credits. See “Types of Contracts” below. As in the United States and Canada, our location managers also purchase a number of items, including bread, dairy products and alcoholic beverages from local suppliers, and we purchase certain items directly from manufacturers. OurGenerally, our agreements with our distributors in
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the FSS International segment are subject to termination by either party after a notice period, which is generally 60 days. The pricing and other financial terms of these agreements are renegotiated periodically.
Our relationship with distributors in the countries outside the United States and Canada is important to our operations, but from an overall volume standpoint, no distributor outside the United States and Canada distributes a significant volume of products. We believe that products we acquire from our distributors in countries outside the United States and Canada can, in significant cases, be purchased from other sources, and that the termination of our relationships with our distributors outside the United States and Canada, or the disruption of their business operations, would cause only short-term disruption to our operations.
Sales and Marketing
We maintain selling and marketing excellence by focusing on optimizing resource allocation and deployment. We aim to sell our services to our clients in the same way, regardless of the sector in which such client is located. We have developed consistent tools and training that are used across all of our businesses to train our employees on this selling process. Our business development functions are aligned directly with the sectors and services in which we have leadership positions, and we

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combine our targeted business development strategies with our strong client relationships to deliver differentiated and innovative solutions. We target our business developmentgrowth by aligning our sales efforts directly with the sectors and services in which we operate.operate to deliver differentiated and innovative solutions. We identifyhave established consistent tools, methodologies and training to efficiently support the development of our employees as they work within our individual businesses to help ensure a close connection to the business, their teammates and client partners. One key effort in our approach is identifying and matching individuals at various levels in our organization to match up with individuals in a variety of roles at both existing and potential clients. We believe that these connections throughout various levels within the client organization allow us to develop strong relationships with the client and gain a better understanding of the clients' requirements. Based on the knowledge of the clients' requirements and the sector, our goal is to develop solutions for the client that are unique and that help to differentiate us from our competitors.
Types of Contracts
We use contracts with our customers that allow us to manage our potential upside and downside risk in connection with our various business interactions. Our contracts may require that consent be obtained in order to raise prices on the food, beverages and merchandise we sell within a particular facility. The contracts that we enter into vary in length. Contracts generally are for fixed terms, many of which are in excess of one year. Contracts for education and sports and leisure services typically require larger capital investments, but have correspondingly longer and fixed terms, usually from five to fifteen years.
When we enter into new contracts, or extend or renew existing contracts, particularly those for stadiums, arenas, convention centers, colleges and universities and business dining accounts, we are sometimes contractually required to make some form of up-front or future investment, which often includes capital expenditures to help finance improvement or renovation, typically to the food and beverage facilities of the venue from which we operate. Contractually required capital expenditures typically take the form of investments in leasehold improvements, equipment and/or grants to clients. At the end of the contract term or upon its earlier termination, assets such as equipment and leasehold improvements typically become the property of the client, but generally the client must reimburse us for any undepreciated or unamortized capital investments.
Food and Support Services contracts are generally obtained and renewed either through a competitive process or on a negotiated basis, although contracts in the public sector, including school districts and correctional clients, are frequently awarded on a competitive bid basis, as required by applicable law. Contracts in the private sector may be entered into without a formal bid process, but we and other companies will often compete in the process leading up to the award or the completion of contract negotiations. Typically, after the award, final contract terms are negotiated and agreed upon.
We use two general contract types in our Food and Support Services segments: profit and loss contracts and client interest contracts. These contracts differ in their provision for the amount of financial risk that we bear and, accordingly, the potential compensation, profits or fees we may receive. Payments made to clients and management fees, if any, may vary significantly among contracts based upon various factors, including the type of facility involved, the term of the contract, the services we provide and the amount of capital we invest.
Profit and Loss Contracts. Under profit and loss contracts, we receive all of the revenue from, and bear all of the expenses of, the provision of our services at a client location. Expenses under profit and loss contracts sometimes include payments made to the client, typically calculated as a fixed or variable percentage of various categories of revenue, and, in some cases, require minimum guaranteed payments. We benefit from greater upside potential with a profit and loss contract, although we do consequently bear greater downside risk than with a client interest contract. For fiscal 2019,2022, approximately two-thirds of our Food and Support Services revenue was derived from profit and loss contracts.
Client Interest Contracts. Client interest contracts include management fee contracts, under which our clients reimburse our operating costs and pay us a management fee, which may be calculated as a fixed dollar amount or a percentage of revenue or operating costs. Some management fee contracts entitle us to receive incentive fees based upon our performance under the contract, as measured by factors such as revenue, operating costs and client satisfaction surveys. Client interest contracts also include limited profit and loss contracts, under which we receive a percentage of any profits earned from the provision of our services at the facility and we generally receive no payments if there are losses. As discussed above under “Purchasing,”“Purchasing", we earn vendor consideration, including discounts, rebates and other applicable credits that we typically retain except in those cases
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where the contract and/or applicable law requires us to credit these to our clients. For our client interest contracts, both our upside potential and downside risk are reduced compared to our profit and loss contracts. For fiscal 2019,2022, approximately one-third of our Food and Support Services revenue was derived from client interest contracts.
In response to the early stages of the COVID-19 pandemic, in certain instances, mainly within the Business & Industry sector, we renegotiated contract terms by temporarily transitioning from profit and loss contracts to client interest contracts in order to mitigate lost profits. As COVID restrictions lifted and operations re-opened, we are working with our clients to transition back to profit and loss contracts, as appropriate.
Competition
There is significant competition in the Food and Support Services business from local, regional, national and international companies, as well as from the businesses, healthcare institutions, senior living facilities, colleges and universities, correctional facilities, school districts and public assembly facilities that decide to provide these services themselves. Institutions may decide to operate their own services or outsource to one of our competitors following the expiration or termination of contracts with us. Clients do not necessarily choose the lowest cost provider, and tend to place a premium on the total value proposition offered. In our FSS United States segment, our external competitors include other multi-regional food and support service providers, such as

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Compass Group plc, Delaware North Companies Inc. and Sodexo SA. Internationally, our external food service and support service competitors include Compass Group plc, Elior SA, International Service System A/SISS and Sodexo SA. We also face competition from many regional and local service providers.
We believe that the following competitive factors are the principal drivers of our success:
•quality and breadth of services and management talent;
•innovation;
•reputation within the industry;
•pricing;
•financial strength and stability; and
•purchasing scale.
Seasonality
Our revenue and operating results have varied, and we expect them to continue to vary, from quarter to quarter as a result of different factors. WithinHistorically, within our FSS United States segment, historically there has been a lower level of activity during our first and second fiscal quarters in operations that provide services to sports and leisure clients. This lower level of activity, historically, has been partially offset during our first and second fiscal quarters by the increased activity levels in our educational operations. Conversely, historically there has been a significant increase in the provision of services to sports and leisure clients during our third and fourth fiscal quarters, which is partially offset by the effect of summer recess at colleges, universities and schools.schools in our educational operations. Recently, our business and results of operations have started to resemble our historically typical patterns of seasonality following the disruption caused by COVID-19.
Uniform
Our Uniform segment provides a full servicefull-service employee uniform solution, including design, sourcingresulting in a contracted and manufacturing, delivery, cleaningrecurring revenue model. The customer base is serviced by a leading geographic footprint in the United States and maintenanceCanada with programs focused on a contract basis. We directly market personalized uniforms, and accessories, providefloor mats, towels, linens, managed restroom services and rent uniforms, work clothing, outerwear, particulate-free garments and non-garment items and related services, including mats, shop towels and first aid supplies, to clientsservices. Customers operate in a wide range of industries in the United States Puerto Rico, Canada and through a joint venture in Japan, including the manufacturing, transportation, construction, restaurant and hotel, healthcare and pharmaceutical industries.We hold the #2 position in the North America uniform services market. We operate approximately 4,000 routes, giving us a broad reach to service our clients' needs.Canada.
Clients use our uniforms to meet a variety of needs, including:
•establishing corporate identity and brand awareness;
•projecting a professional image:image;
•protecting workers—work clothes can help protect workers from difficult environments such as heavy soils, heat, flame or chemicals; and
•protecting products—uniforms can help protect products against contamination in the food, pharmaceutical, electronics, health care and automotive industries.
In fiscal 2019,2022, our Uniform segment generated $2,585.8$2,639.4 million in revenue, or 16% of our total revenue.
Clients and Services
We serve businesses of all sizes in many different industries. We have a diverse client base, from approximately 374 service locations and distribution centers across North America. Nonein which none of our clients individually represents a material portion of our revenue. We typically visit our clients' sites weekly, delivering clean, finished
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uniforms and, at the same time, removing the soiled uniforms or other items for cleaning, repair or replacement. We also offer products for direct sale.
Our cleanroom service offers advanced static dissipative garments, barrier apparel, sterile garments and cleanroom application accessories for clients with contamination-free operations in the technology, healthcare and pharmaceutical industries.
We conduct our direct marketing business through three primary brands - WearGuard, Crest and Aramark. We design, source or manufacture and distribute distinctive image apparel to workers in a wide variety of industries through the internet at www.shoparamark.com, dedicated sales representatives and telemarketing sales channels. We customize and embroider personalized uniforms and logos for clients through an extensive computer assisted design center and distribute work clothing, outerwear, business casual apparel and footwear throughout the United States, Puerto Rico and Canada.

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Operations
We operate our uniform rental business asusing a network of 136over 350 laundry plants, and 238 satellite plants, depots, distribution centers and manufacturing plants supporting approximately 4,0003,450 pick-up and delivery routes. We operate a fleet of service vehicles that pick up and deliver uniforms for cleaning and maintenance. We conduct our direct marketing activities principally from our facilities in Salem, Virginia; Norwell and Rockland, Massachusetts; Reno, Nevada; and Reno, Nevada.Phoenix, Arizona. We market our own brands of apparel and offer a variety of customized personalization options such as embroidery and logos. We also source uniforms and other products to our specifications from a number of domestic and international suppliers and also manufacture a significant portion of our uniform requirements. We purchase uniform and textile products as well as equipment and supplies from domestic and international suppliers. The loss of any one supplier would not have a significant impact on us. We operate cutting and sewing plants in Mexico, which satisfy a substantial amount of our standard uniform inventory needs.
Sales and Marketing
Our sales representatives and route sales drivers are responsible for selling our services to current and potential clients and developing new accounts through the use of an extensive, proprietary database of pre-screened and qualified business prospects. We build our brand identity through local advertising, promotional initiatives and through our distinctive service vehicles. Our clients frequently come to us through client referrals, either from our uniform rental business or from our other service sectors.offerings. Our customer service representatives generally interact on a weekly basis with their clients, while our support personnel are charged with expeditiously handling client requirements regarding the outfitting of new client employees and other customer service needs.
Types of Contracts
We typically serve our rental clients under written service contracts for an initial term of three to five years. While clients are not required to make an up-front investment for their uniforms, in the case of nonstandard uniforms and certain specialty programs, clients typically agree to reimburse us for our costs if they terminate their agreement early. With the exception of certain governmental bid business, most of our direct marketing business is conducted under invoice arrangement with repeat clients.
Competition
Although the United States rental industry has experienced some consolidation, thereThere is significant competition in all the areas that we serve, and such competition varies across geographies. Although many competitors are smaller local and regional firms, we also face competition from other large national firms such as Cintas Corporation and UniFirst Corporation. We believe that the primary competitive factors that affect our operations are quality, service, design, consistency of product, distribution capability, particularly for large multi-location clients, and price. We believe that our ability to compete effectively is enhanced by the quality and breadth of our product line as well as our nationwide reach.
EmployeesBe Well. Do Well. - Our Sustainability Plan
Be Well. Do Well. is Aramark’s sustainability plan and directly connects to our mission: Because we’re rooted in service, we do great things for our people, our partners, our communities, and our planet. As part of Aramarkthis 5-year strategy, introduced in 2019, we identified priorities that align with our business objectives, with a focus on efforts to help people and our planet, as we serve our clients, employees, shareholders, and other stakeholders. Our strategic people and planet goals convey our priorities and ambitions, focusing our efforts and inspiring our organization. Our people goal is to enable equity and well-being for millions of people, including our employees, customers, communities, and people in our supply chain. The "Human Capital" section below provides examples of this work. Our planet goal is to promote planetary health on our path to net zero. On November 17, 2021, we announced our commitment to set science-based targets to reduce greenhouse gas ("GHG") emissions, in line with the Science Based Targets initiative ("SBTi"). This commitment is in addition to our previously announced goal to reduce GHG emissions by 15%, from our 2019 baseline, by the end of 2025 (in the United States). In October 2022, we submitted near and long-term targets for validation aligned with SBTi’s Net-Zero Standard. As the food we purchase and serve accounts for a
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significant percentage of our total GHG emissions, we have therefore also signed the World Resources Institute Cool Food Pledge, through which we commit to reduce our United States food-related emissions 25% by 2030 from a 2019 baseline.
Our Board of Directors oversees our Environmental, Social and Governance ("ESG") goals and objectives, and supports implementation of our ESG priorities and commitments, progress towards which we will report in our 2022 Be Well. Do Well. Progress Report, to be released in early 2023. Our reporting aligns with multiple frameworks and standards including Sustainability Accounting Standards Board (SASB), the Global Reporting Initiative (GRI) and the Task Force on Climate-Related Financial Disclosures (TCFD). Aramark also submits a disclosure annually to CDP’s (formerly the Carbon Disclosure Project) climate and forest questionnaires, with responses available publicly. You can read more about Be Well. Do Well. and broader programs and initiatives on our website (www.aramark.com/sustainability). Nothing on our website shall be deemed incorporated by reference into this Annual Report on Form 10-K.
Human Capital
As a company focused on delivering food, facilities and uniforms services in thousands of client locations across 19 countries, our human capital is material to our operations and core to the long-term success of Aramark.
Our People. As of September 27, 2019,30, 2022, we had a total of approximately 283,500273,875 employees, including seasonal employees, consisting of approximately 183,300 full-time28,175 management or salaried employees and approximately 100,200 part-time245,700 frontline or hourly employees, up from an aggregate of approximately 248,300 employees as of the end of fiscal 2021. The approximate number of employees as of September 30, 2022 by segment was as follows: FSS United States: 135,350; FSS International: 117,850; and Uniform: 20,200. In addition, the Aramark corporate staff consisted of approximately 475 employees. The number of part-timefrontline or hourly employees variesfluctuates significantly from time to time duringthrough the course of the year due to the seasonal nature of some of our business and other operating requirements. We generally experience our highest level of employment during the fourth fiscal quarter. The approximate numberAs of employees by segment is as follows: FSS United States: 147,050; FSS International: 118,600; Uniform: 17,200. In addition, the Aramark corporate staff isSeptember 30, 2022, approximately 650 employees. Approximately 43,00042,200 employees in theour United States areand Canadian operations were covered by approximately 730 collective bargaining agreements. Of those employees covered by collective bargaining agreements.agreements, approximately 33,100 employees are within the FSS United States segment and approximately 9,100 are within the Uniform segment. We have not experienced anyno material interruptions of operations due to disputes with our employees.
Diversity, Equity and Inclusion. As a result of being rooted in service, we do great things for our people, our partners, our communities, and our planet. We believe that it is vital to align our diversity, equity and inclusion priorities with our business strategy. As of September 30, 2022, our active United States employee base reflected the following gender, racial and ethnic demographic information:
United States Employee PopulationMaleFemaleWhiteMinorityBlackHispanicAsianAmerican IndianPacific Islander2 or more races
Total44.43 %55.57 %41.06 %58.94 %29.70 %19.21 %6.64 %0.66 %0.29 %2.44 %
Hourly Employees42.84 %57.16 %37.57 %62.43 %31.64 %20.25 %7.04 %0.70 %0.30 %2.50 %
Salaried Employees57.25 %42.75 %69.09 %30.91 %14.08 %10.85 %3.44 %0.37 %0.26 %1.91 %
As of September 30, 2022, 36% of our Board of Directors and 50% of our CEO's direct reports were female. Continuing to increase diversity in executive and all levels of the leadership pipeline remains an organizational priority for the coming years. In 2022, we established ESG goals for our executive leadership team reflective of this priority. We have 11 active employee resource groups, examples include those supporting women, racially and ethnically diverse employees, the LGBTQ+ community, veterans and individuals with disabilities. These groups have 79 local hubs across the United States and international markets and play a key role in creating a culture of inclusion. In 2022, Aramark was recognized by DiversityInc as a Top Company for employee resource groups for the first time, and a Top 50 Company for Diversity for the sixth consecutive year. Aramark was also named one of the “Best Places to Work for Disability Inclusion,” for the sixth year in a row, by the 2022 Disability Equality Index®, earning a top score of 100%.
Talent Acquisition, Development and Retention. Hiring, developing and retaining employees is critically important to our operations and we are focused on creating experiences and programs that foster growth, performance and retention. Acquiring the right talent at speed and scale is a core capability that we regularly monitor and manage, given the need to rapidly staff our frontline operations. As an example, in our FSS United States segment, in fiscal 2022, we hired 79,000 new employees, up from 59,000 in fiscal 2021, made up of 93% hourly employees and consider7% salaried employees. We sponsor numerous training, education and leadership development programs for our relations withemployees, from hourly associates to upper levels of management, designed to enhance leadership and managerial capability, ensure quality execution of our programs, drive client satisfaction and increase return on investment.
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Community Engagement. Through our Aramark Building Community initiative, we create opportunities for our employees to do more through volunteerism and engagement. In fiscal 2022, over 8,200 employees volunteered to host and participate in service projects supporting more than 928 nonprofits and benefiting over one million community members across 11 countries.
Compensation, Benefits, Safety and Wellness. In addition to offering market competitive salaries and wages, we offer comprehensive health and retirement benefits to eligible employees. Our core health and welfare benefits are supplemented with specific programs to manage or improve common health conditions, a variety of voluntary benefits and paid time away from work programs. We also provide a number of innovative programs designed to promote physical, emotional and financial well-being. Our commitment to the safety of our employees and a “zero harm” culture, continues to be satisfactory.a top priority, and through Aramark SAFE, our global safety management system, we empower our employees to identify, evaluate and manage risk throughout our locations.
Governmental Regulation
Our business is subject to various federal, state, international, national, provincial and local laws and regulations, in areas such as environmental, labor, employment, immigration, privacy and data security, tax codes, health and safety laws and liquor licensing and dram shop matters. In addition, our facilities and products are subject to periodic inspection by federal, state, local and international authorities. We have established, and periodically update, various internal controls and procedures designed to maintain compliance with theseapplicable laws and regulations. Our compliance programs are subject to legislative changes, or changes in regulatory interpretation, implementation or enforcement. From time to time both federal and state government agencies have conducted audits of certain of our practices as part of routine investigationsinquiries of providers of services under government contracts, or otherwise. Like others in our business, we receive requests for information from governmental agencies in connection with these audits. If we fail to comply with applicable laws, we may be subject to investigations, criminal sanctions or civil remedies, including fines, penalties, damages, reimbursement, injunctions, seizures, disgorgements, debarments from government contracts or loss of liquor licenses.

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Our operations are subject to various laws and regulations, including, but not limited to, those governing:
•alcohol licensing and service;
•collection of sales and other taxes;
•minimum wage, overtime, classification, wage payment and employment discrimination;
•immigration;
governmentally•governmental funded entitlement programs and cost and accounting principles;
•false claims, whistleblowers and consumercustomer protection;
•environmental protection;protection and environmental sustainability matters such as packaging and waste, greenhouse gas emissions, animal health and welfare, deforestation and land use;
•food safety, sanitation, labeling and human health and safety;
•customs and import and export controls;
•the Foreign Corrupt Practices Act, the U.K. Bribery Act and other anti-corruption laws;
•antitrust, competition, procurement and lobbying;
•minority, women and disadvantaged business enterprise statutes;
•motor carrier safety; and
•privacy and data security.
The laws and regulations relating to each of our foodFood and support servicesSupport Services segments are numerous and complex. There are a variety of laws and regulations at various governmental levels relating to the handling, preparation, transportation and serving of food, including in some cases requirements relating to the temperature of food, the cleanliness of food production facilities, and the hygiene of food-handling personnel, which are enforced primarily at the local public health department level. While we attempt to comply with applicable laws and regulations, there can be no assurance that we are in full compliance at all times with all of the applicable laws and regulations or that we will be able to comply with any future laws and regulations. Furthermore, legislation and regulatory attention to food safety is very high. Additional or amended regulations in this area may significantly increase the cost of compliance or expose us to liability.
In addition, various government agencies impose nutritional guidelines and other requirements on us at certain of the healthcare, senior living, education and corrections facilities we serve. We may also be subject to laws and regulations that limit
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or restrict the use of trans fats in the food we serve or other requirements relating to ingredient or nutrient labeling. There can be no assurance that legislation, or changes in regulatory implementation or interpretation of government regulations, would not limit our activities in the future or significantly increase the cost of regulatory compliance.
Because we serve alcoholic beverages at many sports, entertainment and recreational facilities, including convention centers and national and state parks, we also hold liquor licenses incidental to our food service operations and are subject to the liquor license requirements of the jurisdictions in which we hold a liquor license. As of September 27, 2019,30, 2022, our subsidiaries held liquor licenses in 4244 states and additionally the District of Columbia, 5 Canadian provinces and certain other countries. Typically, liquor licenses must be renewed annually and may be revoked or suspended for cause at any time. Alcoholic beverage control regulations relate to numerous aspects of our operations, including minimum age of patrons and employees, hours of operation, advertising, wholesale purchasing, inventory control and handling and storage, dispensing and service of alcoholic beverages. WeWhile we have not encountered any material problems relating to liquor licenses to date. Thedate, the failure to receive or retain a liquor license in a particular location could adversely affect our ability to obtain such a license elsewhere. Some of our contracts require us to pay liquidated damages during any period in which the liquor license for the facility is suspended as a result of our actions, and most contracts are subject to termination if the liquor license for the facility is lost as a result of our actions. Our service of alcoholic beverages is also subject to alcoholic beverage service laws, commonly called dram shop statutes. Dram shop statutes generally prohibit serving alcoholic beverages to certain persons such as minors or visibly intoxicated persons. If we violate dram shop laws, we may be liable to the patron and/or to third parties for the acts of the visibly intoxicated patron. We sponsor regular training programs designed to minimize the likelihood of such a situation and to take advantage of certain safe harbors and affirmative defenses enacted for the benefit of alcoholic beverage service providers. However, we cannot guarantee that intoxicated or minor patrons will not be served or that liability for their acts will not be imposed on us.
Our uniform rental business and our foodFood and support serviceSupport Service business are subject to various environmental protection laws and regulations, including the U.S.United States Federal Clean Water Act, Clean Air Act, Resource Conservation and Recovery Act, Comprehensive Environmental Response, Compensation, and Liability Act and similar local, state, federal and international

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laws and regulations governing the use, management, shipping and disposal of chemicals and hazardous materials. In particular, industrial laundries use certain detergents and cleaning chemicals to launder garments and other merchandise. The residues from such detergents and chemicals and residues from soiled garments and other merchandise laundered at our facilities may result in potential discharges to air and to water (through sanitary sewer systems and publicly owned treatment works) and may be contained in waste generated by our wastewater treatment systems. Our industrial laundries are subject to certain volume and chemical air and water pollution discharge limits, monitoring, permitting and recordkeeping requirements. We own or operate aboveground and underground storage tank systems at some locations to store petroleum products for use in our or our clients' operations. Certain of these storage tank systems also are subject to performance standards, periodic monitoring and recordkeeping requirements. We also may use and manage chemicals and hazardous materials in our operations from time to time. We are mindful of the environmental concerns surrounding the use, management, shipping and disposal of these chemicals and hazardous materials, and have taken and continue to take measures to comply with environmental protection laws and regulations. Given the regulated nature of some of our operations, we could face penalties and fines for non-compliance. In the past, we have settled, or contributed to the settlement of, actions or claims relating to the management of underground storage tanks and the handling and disposal of chemicals or hazardous materials, either on or off-site. We may, in the future, be required to expend material amounts to rectify the consequences of any such events. Under environmental laws, we may be liable for the costs of removal or remediation of certain hazardous materials located on or in or migrating from our owned or leased property or our clients' properties, as well as related costs of investigation and property damage. Such laws may impose liability without regard to our fault, knowledge or responsibility for the presence of such hazardous substances. We may not know whether our clients' properties or our acquired or leased properties have been operated in compliance with environmental laws and regulations or that our future uses or conditions will not result in the imposition of liability upon us under such laws or expose us to third-party actions such as tort suits.
As of September 27, 2019,30, 2022, we do not anticipate any expenditures for environmental remediation that would have a material effect on our financial condition.
Intellectual Property
We have the patents, trademarks, trade names and licenses that are necessary for the operation of our business. Other than the Aramark brand, which includes our corporate starperson logo design, the Aramark word mark (our name) and the Avendra brand, we do not consider our patents, trademarks, trade names and licenses to be material to the operation of our business.
Available Information
We file annual, quarterly and current reports andas well as other information with the Securities and Exchange Commission (the “SEC”).SEC. These filings are available to the public over the Internetinternet at the SEC's web sitewebsite at http://www.sec.gov.
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Our principal Internetinternet address is www.aramark.com. We make available free of charge on www.aramark.com our annual, quarterly and current reports, and amendments to those reports, as soon as reasonably practicable after we electronically file such material with, or furnish it to, the SEC.
Our Business Conduct Policy includes a code of ethics for our principal executive officer, our principal financial officer and our principal accounting officer and applies to all of our employees and non-employee directors. Our Business Conduct Policy is available on the Investor Relations section of our website at www.aramark.com and is available in print to any person who requests it by writing or telephoning us at the address or telephone number set forth below.
You may request a copy of our SEC filings (excluding exhibits) and our Business Conduct Policy at no cost by writing or telephoning us at the following address or telephone number:
Aramark
2400 Market Street
Philadelphia, PA 19103
Attention: Corporate Secretary
Telephone: (215) 238-3000
The references to our web sitewebsite and the SEC's web sitewebsite are intended to be inactive textual references only and the contents of those websites are not incorporated by reference herein.

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Item 1A.    Risk Factors
Risks relatedRelated to our businessOur Business
Economic and External Risks
Unfavorable economic conditions have, and in the future could, adversely affect our results of operations and financial condition.
In the past, nationalNational and international economic downturns have, reduced demand for our services and any such downturns in the future could, reduce demand for our services in each of our reportable segments, resulting in the loss of business or increased pressure to contract for business on less favorable terms than our generally preferred terms. Economic downturns that impact our financial condition may be caused by inflation, supply chain disruptions, geopolitics, global energy shortages, major central bank policy actions including interest rate increases, public health crises, or other factors. Economic hardship amongin our client base canhas also impacted and may continue to impact our business. For example, duringin early stages of the COVID-19 pandemic, or in the past, such as in the period of economic distress following the financial crisis of 2008, certain of our businesses were negatively affected by reduced employment levels at our clients’ locations and declining levels of business and consumercustomer spending. In addition, financial distress and insolvency experienced by clients, especially larger clients, has in the past made it difficult and in the future could make it difficult for us to collect amounts we are owed and could result in the voiding or modification of existing contracts. For example, in response to the changed circumstances caused by shutdowns earlier in the COVID-19 pandemic, we worked with clients to renegotiate contracts and financial structures in order to mitigate lost revenues caused by partial or full closure of client premises. Similarly, financial distress or insolvency, if experienced by our key vendors and service providers such as insurance carriers, could significantly increase our costs.
The portion of our foodFood and support servicesSupport Services business that provides services in public facilities such as convention centers and tourist and recreational attractions is particularly sensitive to an economic downturn, as expenditures to take vacations or hold or attend conventions are funded to a partial or total extent by discretionary income. A decrease in such discretionary income on the part of potential attendees at our clients' facilities has in the past resulted in, and in the future could result in, a reduction in our revenue. Further, because our exposure to the ultimate consumercustomer of what we provide is limited by our dependence on our clients to attract those consumerscustomers to their facilities and events, our ability to respond to such a reduction in attendance, and therefore our revenue, is limited. There are many factors that could reduce the numbers of events in a facility or attendance at an event, including the COVID-19 pandemic and other health crises, decreases in attendees’ discretionary income, labor disruptions involving sports leagues, poor performance by the teams playing in a facility, number of playoff games, inclementshort-term weather conditions or more prolonged climate change, and adverse economic conditions which would adversely affect revenue and profits.
Natural disasters, global calamities, climate change, political unrest, geopolitical conflicts, energy shortages, sports strikes and other adverse incidents beyond our control could adversely affect our revenue and operating results.
Natural disasters, including hurricanes, earthquakes and earthquakes,droughts, global calamities, such as an Ebola outbreak or a fluthe COVID-19 pandemic and other public health crises, or political unrest such as the recent demonstrations in Chile,and global conflicts, have affected, and in the future could affect, our revenue and operating results. As noted, our revenue and operating results have been materially impacted by the COVID-19 pandemic. In the past, due to more geographically isolated natural disasters, such as wildfires in the western United States and hurricanes and extreme cold conditions in the southern United States, we experienced lost and closed client locations, business disruptions and delays, the loss of inventory and other assets, asset impairments and the effect of the temporary conversion of a number of our client locations to provide food and shelter to those left homeless by storms. For example, our financial results were particularly impacted in 2018 by wildfires inThe effects of global climate change will likely increase the frequency and around Yosemite National Parkseverity of such natural disasters and business disruptions and may also impact the availability of water resources, food resources, forests or other natural resources.
In addition, political unrest and global conflicts like the ongoing conflict between Russia and Ukraine have disrupted, and in 2017 by Hurricane Mariathe future may further continue to disrupt, global supply chains and heighten volatility and disruption of global financial markets. While we do not have direct operations within Russia or Ukraine, the conflict involving these nations has heightened the disruption to our supply chain, triggered inflation in Puerto Ricoour food and Hurricane Harveylabor costs and Hurricane Irmamay increase our risk of cyberattacks. The impact of these global events on our longer-term operational and financial performance will depend on future developments, our response and governmental response to inflation, and the duration and severity of the conflict in the southern United States. In addition, anyUkraine. Any terrorist attacks or incidents prompted by political unrest, particularly againstat venues that we serve, and the national and global military, diplomatic and financial response to such attacks or other threats, also may adversely affect our revenue and operating results. Sports strikes, particularly those that persist for an extended time period, can reduce our revenue and have an adverse impact on our results of operations. Any decrease in the number of games played, or the occurrence of games with limited or no fans attending, has resulted in, and would meanin the future result in a loss of revenue and reduced profits at the venues we service.
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The ultimate scale and scope of recurring outbreaks stemming from the COVID-19 pandemic and the pace and degree of recovery are unknown and may continue to impact our business for an extended period. The overall impact on our business, operating results, cash flows and/or financial condition has been material and it may continue to be material.
The COVID-19 pandemic has disrupted, and it may in the future disrupt, our business and has materially affected, and may in the future affect, operating results, cash flows and/or financial condition. The COVID-19 pandemic and the pace of recovery has in the past adversely impacted our business and financial condition in specific ways, and it may continue to do so, including its impact on: our ability to maintain sufficient qualified personnel due to employee illness, quarantine, willingness to return to work, vaccine and/or testing mandates, face-coverings and other safety requirements, general scarcity of employees, or other restrictions; the financial health of our clients and customers and their demand and ability to pay for certain of our services; legal actions or proceedings related to COVID-19; the pace of return of employees to offices or patrons to conferences and convention centers where we provide food and other services; the pace at which clients and customers resume certain services, such as catering; postponement of large events leading to postponement of revenue and a decrease in our margin; the willingness of end customers to go to the facilities where we operate during the pandemic or for some period thereafter; and our ability to maintain a cost-effective supply chain as COVID-19 may continue to adversely affect our suppliers and distributors.
The duration and extent of the impact from COVID-19 depends on future developments that cannot be accurately predicted at this time, such as the severity and transmission rate of different variants, the extent and effectiveness of governmental responses and other preventative, treatment and containment actions, including the distribution and acceptance of vaccines, availability of testing, shifts in behavior going forward and the impact of these and other factors on our employees, clients, customers, suppliers and partners. In addition, even after the COVID-19 pandemic subsides, any permanent increase in and acceptance of remote and hybrid working arrangements may continue to adversely impact our revenues and business model in our business & industry sector. There is the risk that certain mitigation and cost-saving initiatives to date may not be sustainable or repeatable, or that the prolonged effects of COVID-19 may be different than what we have experienced thus far, including permanent closures of client facilities or reductions in service offerings. Further, while we have benefited from government assistance programs to date, there is no assurance that such programs will be available in the future.
Operational Risks
We face risks associated with the proposed spin-off and there can be no assurances that we will be able to complete the proposed spin-off on the terms or on the timeline that was announced, if at all.
On May 10, 2022, we announced our intention to spin-off our Uniform segment into an independent publicly traded company to our stockholders. The proposed spin-off is intended to be a tax-free transaction to us and our stockholders for United States federal income tax purposes. The proposed spin-off is expected to be completed in the second half of fiscal 2023, subject to certain customary conditions, including final approval of our Board of Directors, receipt of a favorable opinion and Internal Revenue Service ruling with respect to the tax-free nature of the transaction, the effectiveness of a registration statement on Form 10 to be filed with the SEC and the receipt of other regulatory approvals.
Executing the proposed spin-off has required, and will continue to require, significant time and attention from our senior management and employees, which could disrupt our ongoing business and adversely affect financial results and results of operations. The proposed spin-off is also complex and subject to potentially unforeseen costs and expenses, including additional general and administrative costs for us and the new independent public company, costs from lost synergies, restructuring costs or other costs and expenses. The proposed spin-off may hinder our ability to retain existing business and operational relationships, including with clients, customers, suppliers and employees, as well as to cultivate new business relationships. The completion of the proposed spin-off and the timing of its completion will be subject to a number of factors and conditions (some of which are outside our control), including receipt of any required consents or approvals within the expected timeframe or at all and the readiness of the new company to operate as an independent public company and finalization of the capital structure of the new company. Unanticipated developments could delay, prevent or otherwise adversely affect the proposed spin-off, including, but not limited to, disruptions in general or financial market conditions, material adverse changes in business or industry conditions, unanticipated costs and potential problems or delays in obtaining various regulatory and tax approvals, rulings or clearances, and the expected qualification of the proposed spin-off as a tax-free transaction for United States federal income tax purposes, including whether or not an Internal Revenue Service ruling will be sought or obtained. There are also risks associated with the expected financing transactions undertaken and indebtedness incurred in connection with the proposed spin-off, including the risk that we may not be able to secure financing on favorable terms or at all. In addition, we may be more leveraged after the spin-off, which may make it more difficult to service our debt. There can be no assurances that we will be able to complete the proposed spin-off on the terms or on the timeline that was announced, if at all. In addition, if the proposed spin-off is completed, the new independent publicly traded company and the remaining company may not be able to achieve the full strategic and financial benefits that are expected to result from the proposed spin-off.
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Further, there can be no assurance that the combined value of the common stock of the two companies will be equal to or greater than what the value of our common stock would have been had the proposed spin-off not occurred.
Our failure to retain our current clients, renew our existing client contracts on comparable terms and obtain new client contracts on expected terms could adversely affect our business.
Our success depends on our ability to retain our current clients, renew our existing client contracts and obtain new business on commercially-favorable terms. Our ability to do so generally depends on a variety of factors, including the quality, price and responsiveness of our services, as well as our ability to market these services effectively and differentiate ourselves from our competitors. The renewalIn addition, clients are increasingly focused on and requiring us to set targets and meet standards related to environmental sustainability matters, such as packaging and waste, greenhouse gas emissions, animal health and welfare, deforestation and land use. When we renew existing client contracts, it is often on terms that are less favorable or less profitable for us than the initial contract terms. In addition, we typically incur substantial start-up and operating costs and experience lower profit margin and operating cash flows in connection with the establishment of new business often resultsand in a decrease in the profitabilityperiods with higher rates of such business.new business, we have experienced and expect to continue to experience negative impact to our profit margin and our cash flows. There can be no assurance that we will be able to obtain new business, renew existing client contracts at the same or higher levels of pricing or that our current clients will not turn to competitors, cease operations, elect to self-operate or terminate contracts with us. These risks may be exacerbated by the current economic environment, due to, among other things, increased cost pressure at our clients, tight labor markets and heightened competition in a contracted marketplace. In addition, consolidation by our clients in the industries we serve could result in our losing business if the combined entity chooses a different provider. The failure to renew a significant number of our existing contracts, including on the same or more favorable terms, or the significant failure to recoup start-up expenses in expected amounts and timeframes for our new business contracts would have a material adverse effect on our business and results of operations and the failure to obtain new business could have an adverse impact on our growth and financial results.
We may be adversely affected if clients reduce their outsourcing or use of preferred vendors.
Our business and growth strategies depend in large part on the continuation of a current trend toward outsourcing services. Clients will outsource if they perceive that outsourcing may provide quality services at a lower overall cost and permit them to focus on their core business activities. We cannot be certain that this trend will continue or not be reversed or that clients that have outsourced functions will not decide to perform these functions themselves.

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In addition, labor unions representing employees of some of our current and prospective clients have occasionally opposed the outsourcing trend to the extent thatas they believed that current union jobs for their memberships might be lost. In these cases, unions typically seek to prevent public sector entities from outsourcing and if that fails, ensure that jobs that are outsourced continue to be unionized, which can reduce our pricing and operational flexibility with respect to such businesses.
We have also identified a trend among some of our clients towardtowards the retention of a limited number of preferred vendors to provide all or a large part of their required services. We cannot be certain that this trend will continue or not be reversed or, if it does continue, that we will be selected and retained as a preferred vendor to provide these services. Unfavorable developments with respect to either outsourcing or the use of preferred vendors could have a material adverse effect on our business and results of operations.
Competition in our industries could adversely affect our results of operations.
There is significant competition in the food and support services business from local, regional, national and international companies, of varying sizes, many of which have substantial financial resources. Our ability to successfully compete depends on our ability to provide quality services at a reasonable price and to provide value to our clients and consumers. Certain of ourcustomers. Our competitors have been and may in the future be willing to underbid us or accept a lower profit margin or expend more capital in order to obtain or retain business. Also, certain regional and local service providers may be better established than we are within a specific geographic region. In addition, existing or potential clients may elect to self-operate their food and support services, eliminating the opportunity for us to serve them or compete for the account. We may also may face increased competition from offsite food delivery at our clients as online restaurant aggregators and similar businesses, andas well as other providers with potentially disruptive business models, have been successful at applying technology developments to local food service. While we have a significant international presence, certain of our competitors have more extensive portfolios of services and a broader geographic footprint than we do. Therefore, we may be placed at a competitive disadvantage for clients who require multiservice or multinational bids.
We have a number of major national competitors in the uniform rental industry with significant financial resources. In addition, there are regional and local uniform suppliers whom we believe have strong client loyalty. While mostmany clients focus primarily on quality of service, uniform rental is also is a price-sensitive service and if existing or future competitors seek to gain clients or accounts by reducing prices, we may be required to lower prices, which would reduce our revenue and profits. The uniform
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rental business requires investment capital for growth. Failure to maintain capital investment in this business would put us at a competitive disadvantage. In addition, due to competition in our uniform rental business,maintain a cost structure that allows for competitive pricing, it has become increasinglyis important for us to source garments and other products overseas, particularly from China.internationally. To the extent we are not able to effectively source such products from Chinainternationally and gain the related cost savings, we may be at a further disadvantage in relation to some of our competitors.
Increased operating costs and obstacles to cost recovery due to the pricing and cancellation terms of our foodFood and support servicesSupport Services contracts may constrain our ability to make a profit.
Our profitability can be adversely affected to the extent we are faced with cost increases for food, wages, other labor related expenses (including workers' compensation, state unemployment insurance and federal or state mandated health benefits and other healthcare costs), insurance, fuel, utilities, transportation, shipping, piece goods, clothing and equipment, especially to the extent we are unable to recover such increased costs through increases in the prices for our products and services due to one or more of general economic conditions, inflationary pressures, supply chain disruptions, competitive conditions or contractual provisions in our client contracts. For example, when federal, state, foreign or local minimum wage rates increase, we may have to increase the wages of both minimum wage employees and employees whose wages are above the minimum wage. We may also face increased operating costs resulting from changes in federal, state or local laws and regulations relating to employment matters, including those relating to the classification of employees, pay transparency, employee eligibility for overtime and secure scheduling requirements, which often incorporate a premium pay mandate for scheduling deviations. Oil and natural gas prices have fluctuated significantly in the last several years. Substantial increases in the cost of fuel and utilities have historically resulted in substantialsignificant cost increases in our uniform rental business, and to a lesser extent in our foodFood and support servicesSupport Services segments. In addition, United States and foreign trade policies, tariffs and other impositions on imported goods, trade sanctions imposed on certain countries, the limitation on the importation of certain types of goods or of goods containing certain materials from other countries could increase costs in our uniform rental business. From time to time we have experienced increases in our food costs. Food prices can fluctuate as a result of permanent or temporary changes in supply, including as a result of incidences of severe weather such as droughts, heavy rains and late freezes or climate change, natural disasters.disasters or pandemics, geopolitical conflicts, or to the extent we are unable to negotiate favorable terms on volume discounts, rebates or other applicable credits with our suppliers. Increasing clientdemands from clients, customers and consumer demandsother stakeholders relating to sustainability, including that we set reduced emissions, waste and other sustainability targets and take actions to meet them, also cancould result in increased costs for our foodFood and support servicesSupport Services segment.We have two main types of contracts in our food and facilities business: profit and loss contracts in which we bear all of the expenses of the contract but gain the benefit of the revenue, and client interest contracts in which our clients share some or all of the expenses and gain some or all of the revenue. Approximately two-thirds of our foodFood and support servicesSupport Services revenue in fiscal 20192022 is from profit and loss contracts under which we have limited ability to

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pass on cost increases to our clients. Therefore, absent our ability to negotiate contractual changes, including pricing, we may have to absorb cost increases, which may adversely impact our operating results.
The amount of risk that we bear and our profit potential vary depending on the type of contract under which we provide food and support services. We may be unable to fully recover costs on contracts that limit our ability to increase prices. In addition, we provide many of our services under contracts of indefinite term, which are subject to termination on short notice by either party without cause. Some of our profit and loss and client interest contracts contain minimum guaranteed remittances to our client regardless of our revenue or profit at the facility, typically contingent on certain future events. If revenue does not exceed costs under a contract that contains minimum guaranteed payments, we will bear any losses which are incurred, as well as the guaranteed payment. Generally, our contracts also limit our ability to raise prices on the food, beverages and merchandise we sell within a particular facility without the client's consent. In addition, some of our contracts exclude certain events or products from the scope of the contract, or give the client the right to modify the terms under which we may operate at certain events. Guaranteed payments or other guaranteed amounts to a client under a profit and loss contract that is not profitable, the refusal by individual clients to permit the sale of some products at their venues, the imposition by clients of limits on prices which are not economically feasible for us, or decisions by clients to curtail their use of the services we provide could adversely affect our revenue and results of operations.
Our international business faces risks that could have an effect on our results of operations and financial condition.
A significant portion of our revenue is derived from international business. During fiscal 2022, approximately 22% of our revenue was generated outside of the United States. We currently have a presence in 18 countries outside of the United States with approximately 117,850 personnel. We also provide our services on a more limited basis in several additional countries and in offshore locations. Our international operations are subject to risks, including the requirement to comply with changing, conflicting and unclear national and local regulatory requirements; compliance with the Foreign Corrupt Practices Act, U.K. Bribery Act and other anti-corruption law compliance matters, as well as cybersecurity, data protection and supply chain laws; potential difficulties in staffing and labor disputes; differing local labor laws; managing and obtaining support and distribution for local operations; credit risk or financial condition of local clients; potential imposition of restrictions on investments;
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potentially adverse tax consequences, including imposition or increase of withholding, VAT and other taxes on remittances and other payments by subsidiaries; foreign exchange controls; energy shortages; local political and social conditions; geopolitical tensions, including, for example, tensions between the United States and China or volatility in the South American region; and the ability to comply with terms of government assistance programs. In addition, the operating results of our non-United States subsidiaries are translated into United States dollars and those results are affected by movements in foreign currencies relative to a currently strengthening United States dollar. Unfavorable fluctuations in foreign currency exchange rates have had, and could in the future continue to have, an adverse effect on our results of operations.
Local labor and employment laws in countries outside of the United States can make it more difficult and costly to reduce labor costs in connection with decreases in demand for our services.For example, during fiscal 2021, in certain countries we were unable to reduce our international labor costs to reflect the most recent economic downturn, certainadverse impact of the COVID-19 pandemic to the same extent as we were able to in the United States and therefore the decrease in our international operating income as a percentage of the decrease in our revenues was higher than in our United States business.
We will continue to explore and consider opportunities to develop our business & industry clients curtailed their employees' usein emerging countries over the long term. Emerging international operations present several additional risks, including greater fluctuation in currencies relative to the United States dollar; economic and governmental instability; civil disturbances; volatility in gross domestic production; and nationalization and expropriation of catering, which hadprivate assets.
There can be no assurance that the foregoing factors will not have a negativematerial adverse effect on our revenueinternational operations or on our consolidated financial condition and profits.results of operations.
Our inability to achieve cost savings through our cost reduction effortsRisks associated with suppliers, service providers and subcontractors could impactadversely affect our results of operations.
The achievementraw materials we use in our business and the finished products we sell are sourced from a wide variety of domestic and international suppliers. We seek to require our suppliers, service providers and subcontractors to comply with applicable laws and otherwise be certified as meeting our supplier standards of conduct. In addition, client and stakeholder expectations regarding environmental, social and governance considerations for suppliers are evolving. Our ability to find qualified suppliers who meet our standards, including with respect to requirements around sustainably-sourced food and other products, human rights, and to access raw materials and finished products in a timely and efficient manner is a challenge, especially with respect to suppliers located and goods sourced outside the United States and other countries in which we operate. Insolvency or business disruption experienced by suppliers could make it difficult for us to source the items we need to run our business. Political and economic stability in the countries in which foreign suppliers are located, the financial stability of suppliers, suppliers' failure to meet our standards, labor problems experienced by our suppliers, the availability of raw materials and labor to suppliers, cybersecurity issues, currency exchange rates, transport availability and cost, tariffs, inflation and other factors relating to the suppliers and the countries in which they are located are beyond our control. For example, global supply chain disruptions caused by the COVID-19 pandemic and the Russian/Ukraine conflict have resulted, and may continue to result, in delivery delays as well as lower fill rates and higher substitution rates for a wide-range of products. While we have continued to modify our business model in response to the current environment, including proactively managing inflation and global supply chain disruption, through supply chain initiatives and by implementing pricing pass-throughs, as appropriate, to cover incremental costs, there is no guarantee that we will be able to continue to do so successfully or on comparable terms in the future if supply chain disruptions continue or worsen. In addition, domestic foreign trade policies, tariffs and other impositions on imported goods, trade sanctions imposed on certain countries, the limitation on the importation of certain types of goods or of goods containing certain materials from other countries and other factors relating to foreign trade are beyond our control. If one of our suppliers were to violate the law, or engage in conduct that results in adverse publicity, our reputation may be harmed simply due to our association with that supplier. Drought, flood, natural disasters and other extreme weather events caused by climate change or other environmental conditions could also result in supply chain disruptions. These and other factors affecting our suppliers and our access to raw materials and finished products could adversely affect our results of operations.
We rely on large food service distribution companies to distribute our food and non-food products and a disruption in our relationship with them or their business could result in short-term disruptions to our operations and cost structure.
Although we negotiate the pricing and other terms for the majority of our purchases of food and related products in the United States and Canada directly with national manufacturers, we purchase these products and other items through national distributors and suppliers, including Sysco, US Foods, Performance Food Group and regional distributors. Sysco, which distributed approximately 46%of our food and non-food products in the United States and Canada in fiscal 2022 based on purchase dollars, and other distributors are responsible for tracking our orders and delivering products to our specific locations. If our relationship with, or the business of, Sysco or another primary distributor were to be disrupted, we would have to arrange alternative distributors and our operations and cost structure could be adversely affected in the short term. For example, labor shortages and other labor disputes at our primary distributors have exacerbated many of the goals we setrecent supply chain issues
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impacting our business. A cyber or other incident could also disrupt our distributors' operations and, therefore, impact our business in our plans and our future financial performance is dependent,the short term. Similarly, a sudden termination of the relationship with a significant provider in part, on our efforts to reduce our cost structure through various cost reduction initiatives. Successful execution of our cost reduction initiatives is not assured and there are several obstacles to success, includingother geographic areas could in the short term adversely affect our ability to enableprovide services and disrupt our client relationships in such areas.
Our business is contract intensive and may lead to client disputes.
Our business is contract intensive, and we are parties to many contracts with clients all over the information technologyworld. Our client interest contracts provide that client billings, and business processes required for some contracts the sharing of profits and losses, are based on our determinations of costs of service. Contract terms under which we base these efforts. In addition, there candeterminations and, for certain government contracts, regulations governing our cost determinations, may be no assurance that our efforts, if properly executed, willsubject to differing interpretations which could result in disputes with our desired outcomeclients from time to time. Clients generally have the right to audit our contracts, and we periodically review our compliance with contract terms and provisions. If clients were to dispute our contract determinations, the resolution of improved financial performance.such disputes in a manner adverse to our interests could negatively affect revenue and operating results. While we do not believe any reviews, audits or other such matters should result in material adjustments, if a large number of our client arrangements were modified in response to any such matter, the effect could be materially adverse to our business or results of operations.
Our expansion strategy involves risks.
We may seek to acquire companies or interests in companies, or enter into joint ventures that complement our business. Our inability to complete acquisitions, integrate acquired companies successfully or enter into joint ventures may render us less competitive. At any given time, we may be evaluating one or more acquisitions or engaging in acquisition negotiations. We cannot be sure that we will be able to continue to identify acquisition candidates or joint venture partners on commercially reasonable terms or at all. If we make acquisitions, we also cannot be sure that any benefits anticipated from the acquisitions will actually be realized. Likewise, we cannot be sure that we will be able to obtain necessary financing for acquisitions. Such financing could be restricted by the terms of our debt agreements or it could be more expensive than our current debt. The amount of such debt financing for acquisitions could be significant and the terms of such debt instruments could be more restrictive than our current covenants. In addition, our ability to control the planning and operations of our joint ventures and other less than majority-owned affiliates may be subject to numerous restrictions imposed by the joint venture agreements and majority stockholders. Our joint venture partners may also have interests which differ from ours.
The process of integrating acquired operations into our existing operations may result in operating, contract and supply chain difficulties, such as the failure to retain existing clients or attract new clients, maintain relationships with suppliers and other contractual parties, or retain and integrate acquired personnel. In addition, cost savings that we expect to achieve, for example, from the elimination of duplicative expenses and the realization of economies of scale or synergies, may take longer than expected to realize or may ultimately be smaller than we expect. Also, in connection with any acquisition, we could fail to discover liabilities of the acquired company for which we may be responsible as a successor owner or operator in spite of any investigation we make prior to the acquisition, or significant compliance issues which require remediation, resulting in additional unanticipated costs.costs, risk creation, and potential reputational harm. In addition, labor laws in certain countries may require us to retain more employees than would otherwise be optimal from entities we acquire. Such integration difficulties may divert significant financial, operational and managerial resources from our existing operations and make it more difficult to achieve our operating and strategic objectives, which could have a material adverse effect on our business, financial condition or results of operations. Similarly, our business depends on effective information technology and financial reporting systems. Delays in or poor execution of the integration of these systems could disrupt our operations and increase costs, and could also potentially adversely impact the effectiveness of our disclosure controls and internal controls over financial reporting.
Possible future acquisitions could also could result in the incurrence of additional contingent liabilities and amortization expenses related to intangible assets being incurred, which could have a material adverse effect on our business, financial condition or results of operations. In addition, goodwill and other intangible assets resulting from business combinations represent a significant portion of our assets. If the goodwill or other intangible assets were deemed to be impaired, we would need to take a charge to earnings to write down the assetthese assets to itstheir fair value. For example,
Labor-Related Risks
Continued or further unionization of our workforce may increase our costs and work stoppages could damage our business.
Approximately 42,200 employees in connection withour United States and Canadian operations are represented by unions and covered by collective bargaining agreements. The continued or further unionization of a significantly greater portion of our workforce could increase our overall costs at the Avendraaffected locations and AmeriPride acquisitions, we recorded aggregate goodwilladversely affect our flexibility to run our business in the most efficient manner to remain competitive or acquire new business. In addition, any significant increase in the number of $895.7 million.

work stoppages at our various operations could adversely affect our business, financial condition or results of operations.
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We acquired Avendra on December 11, 2017 and AmeriPride on January 19, 2018. The successmay incur significant liability as a result of our participation in multiemployer defined benefit pension plans.
A number of our locations operate under collective bargaining agreements. Under some of these acquisitionsagreements, we are obligated to contribute to multiemployer defined benefit pension plans. As a contributing employer to such plans, should we trigger either a “complete” or “partial" withdrawal, or should the plan experience a "mass" withdrawal, we could be subject to withdrawal liability for our proportionate share of any unfunded vested benefits which may exist for the particular plan. In addition, if a multiemployer defined benefit pension plan fails to satisfy the minimum funding standards, we could be liable to increase our contributions to meet minimum funding standards. Also, if another participating employer withdraws from the plan or experiences financial difficulty, including bankruptcy, our obligation could increase. The financial status of a small number of the plans to which we contribute has deteriorated in the recent past and continues to deteriorate. We proactively monitor the financial status of these and the other multiemployer defined benefit pension plans in which we participate. In addition, any increased funding obligations for underfunded multiemployer defined benefit pension plans could have an adverse financial impact on us.
Our business may suffer if we lose key management personnel, are unable to hire and retain sufficient qualified personnel or if labor costs increase.
We believe much of our future growth and success depends on the continued availability, service and well-being of key executive and management talent. The loss of any of our key executive or senior management personnel could harm our business. In addition, from time to time, we have had difficulty in part,hiring and retaining qualified management personnel, particularly at the entry management level. We will continue to have significant requirements to hire such personnel. At times when the United States or other geographic regions experience reduced levels of unemployment or a general scarcity of labor like we have seen in recent periods, there may be a shortage of qualified workers at all levels. Given that our workforce requires large numbers of entry level and skilled workers and managers, low levels of unemployment, a general difficulty finding sufficient employees or mismatches between the labor markets and our skill requirements can compromise our ability in certain areas of our businesses to continue to provide quality service or compete for new business. We are also impacted by the costs and other effects of compliance with United States and international regulations affecting our workforce. These regulations are increasingly focused on employment issues, including pay transparency, wage and hour, healthcare, immigration, retirement and other employee benefits and workplace practices. Compliance and claims of non-compliance with these regulations could result in liability and expense to us and may impede our ability to successfully integrate these businesses with our current operationsattract and to realize the anticipated benefits, including synergies, from the acquisitions onretain talent. Historically, we have also regularly hired a timely basis. It may take longer than expected to realize these anticipated benefits and they may ultimately be smaller than we expect. There are alarge number of challengespart-time and risks involvedseasonal workers, particularly in our ability to successfully integrate AvendraFood and AmeriPride with our current businessesSupport Services segments. Any difficulty we may encounter in hiring such workers, immigration policies and to realize the anticipated benefits of these acquisitions, including all of the risks identifiedgeneral labor shortages, could result in the paragraphs above. Any of these factorssignificant increases in labor costs, which could have a material adverse effect on our business, financial condition orand results of operations. For example, there are a number of factors beyond our control that could affect the amount and timing of the integration expenses that we expect to incurCompetition for labor has at times resulted in connection with these acquisitions. In addition,wage increases in the short term these integration expenses are anticipatedpast and future competition could substantially increase our labor costs. Due to exceed the labor intensive nature of our businesses and the fact that approximately two-thirds of our Food and Support Services segments' revenue is from profit and loss contracts under which we have limited ability to pass along cost savings that we expect to achieve from the eliminationincreases, a shortage of duplicative expenses, realizationlabor or increases in wage levels in excess of economies of scale and integration of the acquired businesses. During such period, these chargesnormal levels could negatively impacthave a material adverse effect on our results of operations.
A failure to maintain food safety throughout our supply chainLegal, Regulatory, Safety and food-borne illness concerns may result in reputational harm and claims of illness or injury that could adversely affect us.
Food safety is a top priority for us and we dedicate substantial resources to ensuring that our consumers enjoy safe, quality food products. Claims of illness or injury relating to food quality, food handling or allergens are common in the food service industry, and a number of these claims may exist at any given time. Because food safety issues could be experienced at the source or by food suppliers or distributors, food safety could, in part, be out of our control. Regardless of the source or cause, any report of food-borne illness or other food safety issues such as food tampering or contamination at one of our locations could adversely impact our reputation, hindering our ability to renew contracts on favorable terms or to obtain new business, and have a negative impact on our revenue. Even instances of food-borne illness, food tampering or contamination at a location served by one of our competitors could result in negative publicity regarding the food service industry generally and could negatively impact our revenue. Future food safety issues may also from time to time disrupt our business. In addition, product recalls or health concerns associated with food contamination may also increase our raw materials costs.Security Risks
Laws and governmental regulations relating to food and beverages may subject us to significant liability.liability and reputational harm.
The laws and regulations relating to each of our foodFood and support servicesSupport Services segments are numerous and complex. A variety of laws and regulations at various governmental levels relatingrelate to the handling, preparation, transportation and serving of food (including, in some cases, requirements relating to the temperature of food).food. In addition, the cleanliness of food production facilities and the hygiene of food-handling personnel are enforced primarily at the local public health department level. There can be no assurance that we are in full compliance with all applicable laws and regulations at all times, in particular as we offer more innovative and broad service offerings, or that we will be able to comply with any future laws and regulations. Furthermore, legislation and regulatory attention to food safety is very high. Additional or amended laws or regulations in this area may significantly increase the cost of compliance, or expose us to liabilities.liabilities, or cause reputational harm.
We serve alcoholic beverages at many facilities, and must comply with applicable licensing laws, as well as state and local service laws, commonly called dram shop statutes.statutes in the United States. Dram shop statutes generally prohibit serving alcoholic beverages to certain persons, such as an individual who is visibly intoxicated or a minor. If we violate dram shop laws, we may be liable to the patron and/or third parties for the acts of the patron. Although we sponsor regular training programs designed to minimize the likelihood of such a situation and to take advantage of certain safe harbors and affirmative defenses established for the benefit of alcoholic beverages service providers, we cannot guarantee that visibly intoxicated or minor patrons will not be served or that liability for their acts will not be imposed on us. There can be no assurance that additional laws or regulations in this area would not limit our activities in the future or significantly increase the cost of regulatory compliance. We must also
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obtain and comply with the terms of licenses in order to sell alcoholic beverages in the states in which we serve alcoholic beverages. Some of our contracts require us to pay liquidated damages during any period in which the liquor license for the facility is suspended as a result of our actions, and most contracts are subject to termination if the liquor license for the facility is lost as a result of our actions.
If we fail to comply with requirements imposed by applicable law or other governmental regulations, we could become subject to lawsuits, investigations and other liabilities and restrictions on our operations that could significantly and adversely affect our business.
We are subject to governmental regulation at the federal, state, international, national, provincial and local levels in many areas of our business, such as employment laws, wage and hour laws, discrimination laws, immigration laws, human health and safety laws, import and export controls and customs laws, environmental laws, false claims or whistleblower statutes, minority, women and disadvantaged business enterprise statutes, tax codes, antitrust and competition laws, consumercustomer protection statutes, procurement regulations, intellectual property laws, supply chain laws, food safety, labeling and sanitation laws, governmentallygovernment funded entitlement programs, andgovernment assistance programs, cost and accounting principles, the Foreign Corrupt Practices Act, the U.K. Bribery Act, other anti-

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corruptionanti-corruption laws, lobbying laws, motor carrier safety laws, data privacy and security laws such as the European Union General Data Protection Regulation and California Consumer Privacy Act, and alcohol licensing and service laws. In the context of the COVID-19 pandemic, we have been subject to varied and ever-changing rules and regulations at the federal, state and local level, including vaccine and testing mandates, capacity limitations and cleaning and sanitation standards, which materially impacted our operations across client locations and business sectors.
From time to time, governmentalgovernment agencies have conducted reviews and audits of certain of our practices as part of routine investigationsinquiries of providers of services under government contracts, or otherwise. Like others in our business, we also receive requests for information from government agencies in connection with these reviews and audits. While we attempt to comply with all applicable laws and regulations, there can be no assurance that we are in full compliance with all applicable laws and regulations or interpretations of these laws and regulations at all times, or that we will be able to comply with any future laws, regulations or interpretations of these laws and regulations.
If we fail to comply with applicable laws and regulations, including those referred to above, we may be subject to investigations, criminal sanctions or civil remedies, including fines, penalties, damages, reimbursement, injunctions, seizures, disgorgements or debarments from government contracts or the loss of liquor licenses or the ability to operate our motor vehicles. The cost of compliance or the consequences of non-compliance, including debarments, could have a material adverse effect on our business and results of operations.operations, cause reputational harm, and impede our growth and retention efforts. In addition, government agencies may make changes in the regulatory frameworks within which we operate that may require either the corporation as a whole or individual businesses to incur substantial increases in costs in order to comply with such laws and regulations.
Changes in, new interpretations of or changes in the enforcement of the governmental regulatory framework may affect our contracts and contract terms and may reduce our revenue or profits.
A portion of our revenue, estimated to be approximately 13%both in fiscal 2019,the United States and internationally, is derived from business with U.S.government entities, which includes business with United States federal, state and local governments and agencies.agencies, as well as international governments and agencies. Changes or new interpretations in, or changes in the enforcement of, the statutory or regulatory framework applicable to services provided under government contracts or bidding procedures, including an adverse change in government spending policies or appropriations, budget priorities or revenue levels, particularly by our foodFood and support servicesSupport Services businesses, could result in fewer new contracts or contract renewals, modifications to the methods we apply to price government contracts, or in contract terms of shorter duration than we have historically experienced. Any of these changes could result in lower revenue or profits than we have historically achieved, which could have an adverse effect on our results of operations.
Increases or changes in income tax rates or laws of tax matters could adversely impact our financial results.
As a multinational corporation, we are subject to income taxes, as well as non-income-based taxes, in both the United States and various foreign jurisdictions. Significant judgment is required in determining our worldwide provision (benefit) for income taxes and other tax liabilities. Changes in tax laws or tax rulings may have a significant adverse impact on our effective tax rate.
Considering the unpredictability of possible changes to the United States or foreign tax laws and regulations and their potential interdependency, it is very difficult to predict the cumulative effect of such tax laws and regulations on our results of operations and cash flow, but such laws and regulations (and changes thereto) could adversely impact our financial results.
Environmental regulations may subject us to significant liability and limit our ability to grow.
We are subject to various environmental protection laws and regulations, including the U.S.United States Federal Clean Water Act, Clean Air Act, Resource Conservation and Recovery Act, Comprehensive Environmental Response, Compensation and
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Liability Act and similar federal, state and local statutes and regulations governing the use, management and disposal of chemicals and hazardous materials. In particular, industrial laundries in our uniform rental business use certain detergents and cleaning chemicals to launder garments and other merchandise. The residues from such detergents and chemicals and residues from soiled garments and other merchandise laundered at our facilities may result in potential discharges to air and to water (through sanitary sewer systems and publicly owned treatment works) and may be contained in waste generated by our wastewater treatment systems.
Our industrial laundries are subject to certain volume and chemical air and water pollution discharge limits and monitoring, permitting and recordkeeping requirements.
We own or operate aboveground and underground storage tank systems at some locations to store petroleum products for use in our or our clients' operations, including some national parks. Certain of these storage tank systems also are subject to performance standards and periodic monitoring and recordkeeping requirements. We also may use and manage chemicals and hazardous materials in our operations from time to time. In the course of our business, we may be subject to penalties and fines and reputational harm for non-compliance with environmental protection laws and regulations and we may settle, or contribute to the settlement of, actions or claims relating to the management of underground storage tanks and the handling and disposal of chemicals or hazardous materials. We may, in the future, be required to expend material amounts to rectify the consequences of any such events.
In addition, changes to environmental laws may subject us to additional costs or cause us to change aspects of our business. In particular, new laws and regulations related to climate change (including, but not limited to, certain requirements relating to the disclosure of greenhouse gas emissions and associated business risks), single use plastics and disposable packaging and food waste, could affect our operations or result in significant additional expense and operating restrictions on us. Under U.S.United States federal and state environmental protection laws, as an owner or operator of real estate we may be liable for the costs of removal or remediation of certain hazardous materials located on or in or migrating from our owned or leased property or our client's properties, as well as related costs of investigation and property damage, without regard to our fault, knowledge or responsibility for the presence of such hazardous materials. There can be no assurance that locations that we own, lease or otherwise operate, either for ourselves or for our clients, or that we may acquire in the future, have been operated in compliance with environmental laws and regulations or that future uses or conditions will not result in the imposition of liability upon us under such laws or expose us to third-party actions such as tort suits. In addition, such regulations may limit our ability to identify suitable sites for new or expanded facilities. In connection with our present or past operations and the present or past

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operations of our predecessors or companies that we have acquired, hazardous substances may migrate from properties on which we operate or which were operated by our predecessors or companies we acquired to other properties. We may be subject to significant liabilities to the extent that human health is adversely affected or the value of such properties is diminished by such migration.
Our international business faces risks different from those we face in the United States that could have an effectcommitments and stakeholder expectations relating to environmental, social and governance ("ESG") considerations may expose us to liabilities, increased costs, reputational harm, and other adverse effects on our resultsbusiness.
We, along with many governments, regulators, investors, employees, clients, customers and other stakeholders, are increasingly focused on ESG considerations relating to our business, including greenhouse gas emissions, human and civil rights, animal welfare and diversity, equity and inclusion. New laws and regulations in these areas have been proposed and may be adopted, and the criteria used by regulators and other relevant stakeholders to evaluate our ESG practices, capabilities, and performance may change rapidly, which in each case could require us to undertake costly initiatives or operational changes. Non-compliance with these emerging rules or standards or a failure to address regulator, stakeholder and societal expectations may result in potential cost increases, litigation, fines, penalties, production and sales restrictions, brand or reputational damage, loss of operationscustomers, suppliers and financial condition.
A significant portioncommercial partners, failure to retain and attract talent, lower valuation and higher investor activism activities. In addition, we make statements about our ESG goals and initiatives through our “Be Well. Do Well.” report, other non-financial reports, information provided on our website, press statements and other communications. Managing these considerations and implementing these goals and initiatives involves risks and uncertainties, including increased costs, requires investments and often depends on third-party performance or data that is outside our control. We cannot guarantee that we will achieve our announced ESG goals and initiatives, satisfy all stakeholder expectations, or that the benefits of our revenue is derived from international business. During fiscal 2019, approximately 23% of our revenue was generated outside of the United States. We currently have a presence in 18 countries outside of the United States with approximately 118,600 personnel. We also provide our services on a more limited basis in several additional countries. Our international operations are subjectimplementing or achieving these goals and initiatives will not surpass their projected costs. Any failure, or perceived failure, to achieve ESG goals and initiatives, as well as to manage ESG risks, that are different from those we face in the United States, including the requirementadhere to public statements, comply with changing, conflictingfederal, state or international ESG laws and unclear nationalregulations or meet evolving and localvaried stakeholder expectations and standards could result in legal and regulatory requirements; Foreign Corrupt Practices Act, U.K. Bribery Actproceedings against us and other anti-corruption law compliance matters; cybersecurity and data protection laws; potential difficulties in staffing and labor disputes; differing local labor laws; managing and obtaining support and distribution for local operations; credit risk or financial condition of local clients; potential imposition of restrictions on investments; potentially adverse tax consequences, including imposition or increase of withholding, VAT and other taxes on remittances and other payments by subsidiaries; foreign exchange controls; and local political and social conditions. For example, in June 2016, the United Kingdom voted to leave the European Union ("Brexit"). Aramark has operated in the United Kingdom since 1972 and employs approximately 10,000 employees there today. While our operations in the United Kingdom do not represent a significant portion of our revenue, the United Kingdom's departure from the European Union could have a negative effect on our business there if Brexit results in a slow down of the local economy or employment environment. As a country, the United Kingdom imports half of its food supply, and any change in tariffs, customs or tax would impact our supply chain. In addition, the operating results of our non-U.S. subsidiaries are translated into U.S. dollars and those results are affected by movements in foreign currencies relative to the U.S. dollar.
We intend to continue to develop our business in emerging countries over the long term. Emerging international operations present several additional risks, including greater fluctuation in currencies relative to the U.S. dollar; economic and governmental instability; civil disturbances; volatility in gross domestic production; and nationalization and expropriation of private assets.
There can be no assurance that the foregoing factors will not have a material adverse effect on our international operations or on our consolidated financial condition and results of operations.
Continued or further unionization of our workforce may increase our costs and work stoppages could damage our business.
Approximately 43,000 employees in our North America operations are represented by unions and covered by collective bargaining agreements. The continued or further unionization of a significantly greater portion of our workforce could increase our overall costs at the affected locations and adversely affect our flexibility to run our business in the most efficient manner to remain competitive or acquire new business. In addition, any significant increase in the number of work stoppages at our various operations couldmaterially adversely affect our business, reputation, results of operations, financial condition and stock price.
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A failure to maintain food safety throughout our supply chain and food-borne illness concerns may result in reputational harm and claims of illness or resultsinjury that could adversely affect us.
Food safety is a top priority for us and we dedicate substantial resources to ensuring that our customers enjoy safe, quality food products. Claims of operations.
Weillness or injury relating to food quality, food handling or allergens are common in the food service industry and a number of these claims may incur significant liability as a resultexist at any given time. Because food safety issues could be experienced at the source or by food suppliers, distributors or subcontractors, food safety could, in part, be out of our participation in multiemployer defined benefit pension plans.
A numbercontrol. Regardless of the source or cause, any report of food-borne illness or other food safety issues such as food tampering or contamination at one of our locations operate under collective bargaining agreements. Under some of these agreements, we are obligatedcould adversely impact our reputation, hindering our ability to contributerenew contracts on favorable terms or to multiemployer defined benefit pension plans. Asobtain new business, and have a contributing employer to such plans, should we trigger either a “complete” or a “partial withdrawal,” we would be subject to withdrawal liability (or partial withdrawal liability) for our proportionate share of any unfunded vested benefits. In addition, if a multiemployer defined benefit pension plan fails to satisfy the minimum funding standards, we could be liable to increase our contributions to meet minimum funding standards. Also, if another participating employer withdraws from the plan or experiences financial difficulty, including bankruptcy, our obligation could increase. The financial status of certain of the plans to which we contribute has deteriorated in the recent past and continues to deteriorate and we proactively monitor the financial status of these and the other multiemployer defined benefit pension plans in which we participate. In addition, any increased funding obligations for underfunded multiemployer defined benefit pension plans could have an adverse financialnegative impact on us.
Risks associated with the suppliers from whom our products are sourced could adversely affect our resultsrevenue. Even instances of operations.
The raw materials we use in our business and the finished products we sell are sourced fromfood-borne illness, food tampering or contamination at a wide variety of domestic and international suppliers. We seek to require our suppliers to comply with applicable laws and otherwise be certified as meeting our supplier standards of conduct. Our ability to find qualified suppliers who meet our standards, and to access raw materials and finished products in a timely and efficient manner is a challenge, especially with respect to suppliers located and goods sourced outside the United States. Insolvency experiencedlocation served by suppliers could make it difficult for us to source the items we need to run our business. Political and economic stability in the countries in which foreign suppliers are located, the financial

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stability of suppliers, suppliers' failure to meet our supplier standards, labor problems experienced by our suppliers, the availability of raw materials to suppliers, cybersecurity issues, currency exchange rates, transport availability and cost, tariffs, inflation and other factors relating to the suppliers and the countries in which they are located are beyond our control. United States foreign trade policies, tariffs and other impositions on imported goods, trade sanctions imposed on certain countries, the limitation on the importation of certain types of goods or of goods containing certain materials from other countries and other factors relating to foreign trade are beyond our control. If one of our suppliers were to violatecompetitors could result in negative publicity regarding the law, or engage in conduct that results in adverse publicity,food service industry generally and could negatively impact our reputationrevenue. Future food safety issues may be harmed simply due to our association with that supplier. These and other factors affecting our suppliers and our access to raw materials and finished products could adversely affect our results of operations.
In fiscal 2019, one distributor distributed approximately 48% of our food and non-food products in the United States and Canada, and if our relationship or their business were to be disrupted, we could experience disruptions to our operations and cost structure.
Although we negotiate the pricing and other terms for the majority of our purchases of food and related products in the U.S. and Canada directly with national manufacturers, we purchase these products and other items through Sysco Corporation and other distributors. Sysco, the main U.S. and Canadian distributor of our food and non-food products, and other distributors are responsible for tracking our orders and delivering products to our specific locations. If our relationship with, or the business of, Sysco were to be disrupted, we would have to arrange alternative distributors and our operations and cost structure could be adversely affected in the short term. Similarly, a sudden termination of the relationship with a significant provider in other geographic areas could in the short term adversely affect our ability to provide services and disrupt our client relationships in such areas.
Our business may suffer if we are unable to hire and retain sufficient qualified personnel or if labor costs increase.
Fromalso from time to time we have had difficulty in hiring and retaining qualified management personnel, particularly at the entry management level. We will continue to have significant requirements to hire such personnel. At times when the United Statesdisrupt our business. In addition, product recalls or other geographic regions experience reduced levels of unemployment, therehealth concerns associated with food contamination may be a shortage of qualified workers at all levels. Given that our workforce requires large numbers of entry level and skilled workers and managers, low levels of unemployment when such conditions exist or mismatches between the labor markets and our skill requirements can compromise our ability in certain areas of our businesses to continue to provide quality service or compete for new business. We are also impacted by the costs and other effects of compliance with U.S. and international regulations affecting our workforce. These regulations are increasingly focused on employment issues, including wage and hour, healthcare, immigration, retirement and other employee benefits and workplace practices. Compliance and claims of non-compliance with these regulations could result in liability and expense to us. We also regularly hire a large number of part-time and seasonal workers, particularly in our food and support services segments. Any difficulty we may encounter in hiring such workers, including difficulties caused by immigration policies, could result in significant increases in labor costs, which could have a material adverse effect on our business, financial condition and results of operations. Competition for labor has at times resulted in wage increases in the past and future competition could substantially increase our laborraw material costs. Due to the labor intensive nature of our businesses and the fact that two-thirds of our food and support services segments' revenue is from profit and loss contracts under which we have limited ability to pass along cost increases, a shortage of labor or increases in wage levels in excess of normal levels could have a material adverse effect on our results of operations.
Our business is contract intensive and may lead to client disputes.
Our business is contract intensive and we are parties to many contracts with clients all over the world. Our client interest contracts provide that client billings, and for some contracts the sharing of profits and losses, are based on our determinations of costs of service. Contract terms under which we base these determinations and, for certain government contracts, regulations governing our cost determinations, may be subject to differing interpretations which could result in disputes with our clients from time to time. Clients generally have the right to audit our contracts, and we periodically review our compliance with contract terms and provisions. If clients were to dispute our contract determinations, the resolution of such disputes in a manner adverse to our interests could negatively affect revenue and operating results. While we do not believe any reviews, audits or other such matters should result in material adjustments, if a large number of our client arrangements were modified in response to any such matter, the effect could be materially adverse to our business or results of operations.
Our operations and reputation may be adversely affected by disruptions to or breaches of our information systems or if our data is otherwise compromised.
We are increasingly utilizing information technology systems, including with respect to administrative functions, financial and operational data, ordering, point-of-sale processing and payment and the management of our supply chain, to enhance the efficiency of our business and to improve the overall experience of our customers. We maintain confidential, proprietary and

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personal information about, or on behalf of, our potential, current and former clients, customers, employees and other third parties in these systems or engage third parties in connection with storage and processing of this information. Such information includes large volumes of employee, client and third party data, including credit card numbers, social security numbers, healthcare information and other personal information. Our systems and the systems of our vendors and other third parties are subject to damage or interruption from power outages, computer or telecommunication failures, computer viruses, catastrophic events and implementation delays or difficulties, as well as usage errors by our employees or third party service providers. These systems are also vulnerable to an increasing threat of rapidly evolving cyber-based attacks, including malicious software, attempts to gain unauthorized access to data, including through phishing emails, attempts to fraudulently induce employees or others to disclose information, the exploitation of software and operating vulnerabilities and physical device tampering/skimming at card reader units. The techniques used to obtain unauthorized access, disable or degrade service or sabotage systems change frequently, may be difficult to detect for a long time and often are not recognized until after an attack is launched or occurs. As a result, we and such third parties may be unable to anticipate these techniques or to implement adequate preventative measures. In addition, we or such third parties may decide to upgrade existing information technology systems from time to time to support the needs of our business and growth strategy and the risk of system disruption is increased when significant system changes are undertaken.
We maintain a global cybersecurity program aligned with the five pillars of the National Institute of Standards and Technology Cybersecurity Framework: Identification, Prevention, Detection, Response and Recovery. Our cross functional Cyber Governance Committee is responsible for prioritizing and managing evolving cyber risks. During the normal course of business, we have experienced and expect to continue to experience cyber-based attacks and other attempts to compromise our information systems, although none, to our knowledge, has had a material adverse effect on our business, financial condition or results of operations. Any damage to, or compromise or breach of our systems or the systems of our vendors could impair our ability to conduct our business, result in transaction errors, result in corruption or loss of accounting or other data, which could cause delays in our financial reporting, and result in a violation of applicable privacy and other laws, significant legal and financial exposure, reputational damage, adverse publicity and a loss of confidence in our security measures. Any such event could cause us to incur substantial costs, including costs associated with systems remediation, client protection, litigation, lost revenue or the failure to retain or attract clients following an attack. The failure to properly respond to any such event could also result in similar exposure to liability. While we maintain insurance coverage that may cover certain aspects of cyber risks, such insurance coverage may be unavailable or insufficient to cover all losses or all types of claims that may arise. Further, as cybersecurity risks evolve, such insurance may not be available to us on commercially reasonable terms or at all. The occurrence of some or all of the foregoing could have a material adverse effect on our results of operations, financial condition, business and reputation.
We are subject to numerous laws and regulations in the U.S.United States and internationally, as well as contractual obligations and other security standards, each designed to protect the personal information of clients, customers, employees and other third parties that we collect and maintain, suchmaintain. Additionally, as a global company we are subject to laws, rules and regulations regarding cross-border data flows and recent legal developments have created increased complexity and uncertainty regarding transfers of personal data from the European Union General Data Protection Regulation (the “GDPR”), which took effectto the United States. For example, in May 2018,2020, the Court of Justice of the European Union struck down a permitted personal data transfer mechanism between the European Union and the California Consumer Privacy ActUnited States. These recent developments require us to review and amend the legal mechanisms by which we make and receive such cross-border personal
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data breaches. Becausetransfers. Since we accept debit and credit cards for payment from clients and customers, we are also subject to various industry data protection standards and protocols, such as payment network security operating guidelines and the Payment Card Industry Data Security Standard. In certain circumstances, payment card association rules and obligations make us liable to payment card issuers if information in connection with payment cards and payment card transactions that we hold is compromised, the liabilities for which liabilities could be substantial. These laws, regulations and obligations are increasing in complexity and number, change frequently and increasingly conflict amongmay be inconsistent across the various countries in which we operate. Other jurisdictions, including other statesat both the federal and state level in the U.S.,United States, have enacted or are enactingconsidering similar data protection laws, and/or are considering data localization laws that require data to stay within their borders. Our systems and the systems maintained or used by third parties and service providers to process data on our behalf may not be able to satisfy these changing legal and regulatory requirements, or may require significant additional investments or time to do so. If we fail to comply with these laws or regulations, we could be subject to significant litigation, monetary damages, regulatory enforcement actions or fines in one or more jurisdictions and we could experience a material adverse effect on our results of operations, financial condition and business.
Failure to maintain effective internal controls could adversely affect our business and stock price.
Our management is responsible for establishing and maintaining effective internal control over financial reporting, the effectiveness of which is evaluated based upon criteria established in Internal Control - Integrated Framework (2013) by the Committee of Sponsoring Organizations of the Treadway Commission. Internal control over financial reporting is a process to provide reasonable assurance regarding the reliability of financial reporting in accordance with accounting principles generally accepted in the United States. Because of its inherent limitations, internal control over financial reporting is not intended to provide absolute assurance that we would prevent or detect a misstatement of our financial statements or fraud. Any failure to maintain an effective system of internal control over financial reporting could limit our ability to report our financial results accurately and timely or to detect and prevent fraud. A significant financial reporting failure or material weakness in internal control over financial reporting could cause a loss of investor confidence and decline in the market price of our common stock.

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Risks Related to Our Indebtedness
Our leverage could adversely affect our ability to raise additional capital to fund our operations, limit our ability to react to changes in the economy or our industries, expose us to interest rate risk to the extent of our variable rate debt and prevent us from meeting our obligations.
We are highly leveraged. As of September 27, 2019,30, 2022, our outstanding indebtedness was $6,682.2$7,410.9 million. We had additional availability of $897.8$1,105.6 million under our revolving credit facilities and availability of $395.1 million under the Receivables Facility as of that date.
This degree of leverage could have important consequences, including:
•exposing us to the risk of increased interest rates as certain of our borrowings, including borrowings under our senior secured credit facilities and our receivables facility,Receivables Facility, are at variable rates of interest;
•making it more difficult for us to make payments on our indebtedness;
•increasing our vulnerability to general economic and industry conditions;
•requiring a substantial portion of cash flow from operations to be dedicated to the payment of principal and interest on our indebtedness, thereby reducing our ability to use our cash flow to fund our operations, capital expenditures and future business opportunities;
•restricting us from making strategic acquisitions or causing us to make non-strategic divestitures;
•limiting our ability to obtain additional financing for working capital, capital expenditures, debt service requirements, acquisitions and general corporate or other purposes;
•limiting our ability to adjust to changing market conditions and placing us at a competitive disadvantage compared to our competitors who are less highly leveraged; and
•limiting our ability to benefit from tax deductions for such payments under certain interest expense limitation rules included in the Tax Cuts and Jobs Act of 2017.2017 and pursuant to similar regulations in other countries.
We and our subsidiaries may be able to incur substantial additional indebtedness in the future, subject to the restrictions contained in our senior secured credit facilities and the indentures governing our senior notes. If new indebtedness is added to our current debt levels, the related risks that we now face could increase.
On July 27, 2017, the U.K. Financial Conduct Authority announced that it intendsintended to stop persuading or compellingrequiring banks to submit LIBOR rates after 2021. It is unclear if atOn March 5, 2021, the ICE Benchmark Administration announced that time whether or notall non-USD key LIBORs would cease publication after 2021, and select USD LIBOR rates would continue until June 30, 2023. As a result, contracts and hedging relationships that use select USD LIBOR as a reference rate will ceasehave to exist or if new methods of calculating LIBOR will be established such that it continuesmodified to exist after 2021. Recent proposalsallow for LIBOR reforms may result in the establishment of new methods of calculating LIBOR or the establishment of one or morean alternative benchmark rates.rate. Although our Credit Agreementsenior secured credit agreement (as supplemented or otherwise modified from time to time, the "Credit Agreement") provides for application of successor rates based on prevailing market conditions, it is not currently possible to predict the effect of any establishment of alternative reference rates or any other reforms to LIBOR that may be enacted in the United Kingdom or elsewhere. As part of our recent refinancing and amendments with respect to the Credit Agreement (i) the Sterling Overnight Index Average ("SONIA") rate is stated as the new rate for any borrowings denominated in Sterling under the Credit Agreement, (ii) the EURIBOR rate is stated as the new rate for any borrowings denominated in Euros under the
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Credit Agreement and (iii) the TIBOR rate is stated as the new rate for any borrowings denominated in Yen under the Credit Agreement.
Our variable rate indebtedness subjects us to interest rate risk, which could cause our debt service obligations to increase significantly and potentially limit our ability to effectively refinance our indebtedness as it matures.
Borrowings under the Credit Agreement bear interest at variable rates and expose us to interest rate risk. If interest rates increase and we do not hedge such variable rates, our debt service obligations on the variable rate indebtedness will increase even though the amount borrowed will remain the same, which will negatively impact our net income and operating cash flows, including cash available for servicing our indebtedness.
Additionally, our ability to refinance portions of our indebtedness in advance of their maturity dates depends on securing new financing bearing interest at rates that we are able to service. While we believe that we currently have adequate cash flows to service the interest rates currently applicable to our indebtedness, if interest rates were to continue to rise significantly, we might be unable to maintain a level of cash flows from operating activities sufficient to meet our debt service obligations at such increased rates.
If our financial performance were to deteriorate, we may not be able to generate sufficient cash to service all of our indebtedness and may be forced to take other actions to satisfy our obligations under our indebtedness, which may not be successful.
Our ability to make scheduled payments on or to refinance our debt obligations depends on our financial condition and operating performance, which is subject to prevailing economic and competitive conditions and to certain financial, business and other factors beyond our control.control, including recurring outbreaks stemming from the COVID-19 pandemic. While we believe that we currently have adequate cash flows to service our indebtedness, if our financial performance were to deteriorate significantly, we might be unable to maintain a level of cash flows from operating activities sufficient to permit us to pay the principal, premium, if any, and interest on our indebtedness.
If, due to such a deterioration in our financial performance, our cash flows and capital resources were to be insufficient to fund our debt service obligations, we may be forced to reduce or delay investments and capital expenditures, or to sell assets, seek additional capital or restructure or refinance our indebtedness. These alternative measures may not be successful and may not permit us to meet our scheduled debt service obligations. In addition, if we were required to raise additional capital in the current financial markets, the terms of such financing, if available, could result in higher costs and greater restrictions on our business. In addition, although none of our significant long-term borrowings mature prior to 2021,2025, if we were to need to refinance our existing indebtedness, the conditions in the financial markets at that time could make it difficult to refinance our existing indebtedness on acceptable terms or at all. If such alternative measures proved unsuccessful, we could face substantial liquidity problems and might be required to dispose of material assets or operations to meet our debt service and other obligations. Our senior secured credit agreementCredit Agreement and the indentures governing our senior notes restrict our ability to dispose of assets and use the proceeds from any disposition of assets and to refinance our indebtedness. We may not be able to consummate those

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dispositions or to obtain the proceeds that we could realize from them and these proceeds may not be adequate to meet any debt service obligations then due.
Our debt agreements contain restrictions that limit our flexibility in operating our business.
Our senior secured credit agreementCredit Agreement and the indentures governing our senior notes contain various covenants that limit our ability to engage in specified types of transactions. These covenants limit our and our restricted subsidiaries' ability to, among other things:
•incur additional indebtedness, refinance or restructure indebtedness or issue certain preferred shares;
•pay dividends on, repurchase or make distributions in respect of our capital stock, make unscheduled payments on our notes, repurchase or redeem our senior notes or make other restricted payments;
•make certain investments;
•sell certain assets;
•create liens;
•consolidate, merge, sell or otherwise dispose of all or substantially all of our assets; and
•enter into certain transactions with our affiliates.
In addition, our senior secured revolving credit facility requires us to satisfy and maintain specified financial ratios and other financial condition tests. Our ability to meet those financial ratios and tests can be affected by events beyond our control and, in the event of a significant deterioration of our financial performance, there can be no assurance that we will satisfy those ratios
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and tests. A breach of any of these covenants could result in a default under the senior secured credit agreement.Credit Agreement. Upon our failure to maintain compliance with these covenants that is not waived by the lenders under the revolving credit facility, the lenders under the senior secured credit facilities could elect to declare all amounts outstanding under the senior secured credit facilities to be immediately due and payable and terminate all commitments to extend further credit under such facilities. If we were unable to repay those amounts, the lenders under the senior secured credit facilities could proceed against the collateral granted to them to secure that indebtedness. We have pledged a significant portion of our assets as collateral under the senior secured credit agreement.Credit Agreement. If the lenders under the senior secured credit facilities accelerate the repayment of borrowings, there can be no assurance that we will have sufficient assets to repay those borrowings, as well as our unsecured indebtedness. If our senior secured indebtedness was accelerated by the lenders as a result of a default, our senior notes may become due and payable as well. Any such acceleration may also constitute an amortization event under our receivables facility,Receivables Facility, which could result in the amount outstanding under that facility becoming due and payable.
There can be no assurance that we will continue to pay dividends on our common stock, and our indebtedness could limit our ability to pay dividends on our common stock.
Payment of cash dividends on our common stock is subject to our compliance with applicable law and depends on, among other things, our results of operations, financial condition, level of indebtedness, capital requirements, contractual restrictions, business prospects and other factors that our Board of Directors may deem relevant. Our senior secured credit facilities and the indentures governing our senior notes contain, and the terms of any future indebtedness we or our subsidiaries incur may contain limitations on our ability to pay dividends. For more information, see Item 7. "Management's Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources—Covenant Compliance." In addition, our decision to pay dividends is impacted by results of operations and available cash. Although we have paid cash dividends in the past, there can be no assurance that we will continue to pay any dividend in the future.
Risks Related to Ownership of Our Common Stock and Provisions in our Organizational Documents
Our share price may change significantly, and you may not be able to resell shares of our common stock at or above the price you paid or at all, and you could lose all or part of your investment as a result.
The trading price of our common stock, as reported by the NYSE, has in the past and could in the future fluctuate due to a number of factors such as those listed in “—Risks Related to Our Business” and include, but are not limited to, the following, some of which are beyond our control:
•quarterly variations in our results of operations;
•results of operations that vary from the expectations of securities analysts and investors;
•results of operations that vary from those of our competitors;
•changes in expectations as to our future financial performance, including financial estimates by securities analysts and investors;
•announcements by us, our competitors or our vendors of significant contracts, acquisitions, divestitures, joint marketing relationships, joint ventures or capital commitments;
•announcements by third parties of significant claims or proceedings against us;
•future sales of our common stock;
•general domestic and international economic conditions; and
•unexpected and sudden changes in senior management.

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Furthermore, the stock market has experienced extreme volatility that, in some cases, has been unrelated or disproportionate to the operating performance of particular companies. TheseAs evidenced by the recent COVID-19 pandemic, these broad market and industry fluctuations may adversely affect the market price of our common stock, regardless of our actual operating performance.
In the past, following periods of market volatility, stockholders have instituted securities class action litigation. If we were involved in securities litigation, it could have a substantial cost and divert resources and the attention of executive management from our business regardless of the outcome of such litigation.
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There can be no assurance that we will continue to pay dividends on our common stock, and our indebtedness could limit our ability to pay dividends on our common stock.
Payment
Table of cash dividends on our common stock is subject to our compliance with applicable law and depends on, among other things, our results of operations, financial condition, level of indebtedness, capital requirements, contractual restrictions, business prospects and other factors that our board of directors may deem relevant. Our senior secured credit facilities and the indentures governing our senior notes contain, and the terms of any future indebtedness we or our subsidiaries incur may contain, limitations on our ability to pay dividends. For more information, see Item 7. "Management's Discussion and Analysis of Financial Condition and Results of Operations." Although we have paid cash dividends in the past, there can be no assurance that we will continue to pay any dividend in the future.Contents
Anti-takeover provisions in our organizational documents could delay or prevent a change of control.
Certain provisions of our amended and restated certificate of incorporation and amended and restated bylaws may have an anti-takeover effect and may delay, defer or prevent a merger, acquisition, tender offer, takeover attempt or other change of control transaction that a stockholder might consider in its best interest, including those attempts that might result in a premium over the market price for the shares held by our stockholders.
These provisions provide for, among other things:
•the ability of our boardBoard of directorsDirectors to issue one or more series of preferred stock;
•advance notice for nominations of directors by stockholders and for stockholders to include matters to be considered at our annual meetings;
•certain limitations on convening special stockholder meetings;
•the removal of directors only upon the affirmative vote of the holders of at least 75% in voting power of all the then-outstanding common stock of the company entitled to vote thereon, voting together as a single class; and
•that certain provisions may be amended only by the affirmative vote of the holders of at least 75% in voting power of all the then-outstanding common stock of the company entitled to vote thereon, voting together as a single class.
These anti-takeover provisions could make it more difficult for a third-partythird party to acquire us, even if the third-party'sthird party's offer may be considered beneficial by many of our stockholders. As a result, our stockholders may be limited in their ability to obtain a premium for their shares.
Our amended and restated certificate of incorporation designates the Court of Chancery of the State of Delaware as the sole and exclusive forum for certain types of actions and proceedings that may be initiated by our stockholders, which could limit our stockholders' ability to obtain a favorable judicial forum for disputes with us or our directors, officers or other employees.
Our amended and restated certificate of incorporation provides that, with certain limited exceptions, unless we consent in writing to the selection of an alternative forum, the Court of Chancery of the State of Delaware will be the sole and exclusive forum for any stockholder (including any beneficial owner) to bring (i) any derivative action or proceeding brought on our behalf, (ii) any action asserting a claim of breach of fiduciary duty owed by any director or officer of the Company owed to us or our stockholders, creditors or other constituents, (iii) any action asserting a claim against us or any director or officer of the Company arising pursuant to any provision of the Delaware General Corporation Law or our amended and restated certificate of incorporation or our amended and restated bylaws, or (iv) any action asserting a claim against the Company or any director or officer of the Company governed by the internal affairs doctrine. Any person or entity purchasing or otherwise acquiring any interest in shares of our capital stock is deemed to have received notice of and consented to the foregoing provisions. This choice of forum provision may limit a stockholder's ability to bring a claim in a judicial forum that it finds favorable for disputes with us or our directors, officers or other employees, which may discourage such lawsuits against us and our directors, officers and employees. Alternatively, if a court were to find this choice of forum provision inapplicable to, or unenforceable in respect of, one or more of the specified types of actions or proceedings, we may incur additional costs associated with resolving such matters in other jurisdictions, which could adversely affect our business, financial condition or results of operations.

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Item 1B.    Unresolved Staff Comments
Not Applicable.
Item 2.    Properties
Our principal executive offices are currently leased at 2400 Market Street, Philadelphia, Pennsylvania 19103. Our principal real estate is primarily comprised of Uniform facilities. As of September 27, 2019,30, 2022, we operated 404over 350 service facilities in our Uniform segment, consisting of industrial laundries, cleanroom laundries, warehouses, distribution centers, satellites, depots, stand alonestandalone garages, shared service centers and administrative offices that are located across the United States, as well as in 43 states, Mexico, Canada and Puerto Rico. Of these, approximately 51%47% are leased and approximately 49%53% are owned. We own six14 buildings that we use in our FSS United States segment, including several office/warehouse spaces, and we lease 134114 premises, consisting of offices, office/warehouses and distribution centers. In addition, we own a distribution center, one office6 properties consisting of offices, land and seven other propertieswarehouses and lease 7464 facilities throughout the world that we use in our FSS International segment. We also maintain other real estate and leasehold improvements, which we use in the Uniform and FSS segments. No individual parcel of real estate owned or leased is of material significance to our total assets.

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Item 3.    Legal Proceedings
From time to time, we and our subsidiaries are party to various legal actions, proceedings and investigations involving claims incidental to the conduct of their business, including those brought by clients, customers, employees, government entities and third parties under, among others, federal, state, international, national, provincial and local employment laws, wage and hour laws, discrimination laws, immigration laws, human health and safety laws, import and export controls and customs laws, environmental laws, false claims or whistleblower statutes, minority, women and disadvantaged business enterprise statutes, tax codes, antitrust and competition laws, customer protection statutes, procurement regulations, intellectual property laws, food safety and sanitation laws, cost and accounting principles, the Foreign Corrupt Practices Act, the U.K. Bribery Act, other anti-corruption laws, lobbying laws, motor carrier safety laws, data privacy and security laws and alcohol licensing and service laws, or alleging negligence and/or breaches of contractual and other obligations. Based on information currently available, advice of counsel, available insurance coverage, established reserves and other resources, we do not believe that any such actions, proceedings or investigations are likely to be, individually or in the aggregate, material to our business, financial condition, results of operations or cash flows. However, in the event of unexpected further developments, it is possible that the ultimate resolution of these matters, or other similar matters, if unfavorable, may be materially adverse to our business, financial condition, results of operations or cash flows.
Our business is subject to various federal, state and local laws and regulations governing, among other things, the generation, handling, storage, transportation, treatment and disposal of water wastes and other substances. We engage in informal settlement discussions with federal, state, local and foreign authorities regarding allegations of violations of environmental laws in connection with our operations or businesses conducted by our predecessors or companies that we have acquired, the aggregate amount of which and related remediation costs we do not believe should have a material adverse effect on our financial condition or results of operations as of September 27, 2019.30, 2022.
From time to time, the Company and its subsidiaries are party to various legal actions, proceedings and investigations involving claims incidental to the conduct of their business, including those brought by clients, consumers, employees, government entities and third parties under, among others, federal, state, international, national, provincial and local employment laws, wage and hour laws, discrimination laws, immigration laws, human health and safety laws, import and export controls and customs laws, environmental laws, false claims or whistleblower statutes, minority, women and disadvantaged business enterprise statutes, tax codes, antitrust and competition laws, consumer protection statutes, procurement regulations, intellectual property laws, food safety and sanitation laws, cost and accounting principles, the Foreign Corrupt Practices Act, the U.K. Bribery Act, other anti-corruption laws, lobbying laws, motor carrier safety laws, data privacy and security laws and alcohol licensing and service laws, or alleging negligence and/or breaches of contractual and other obligations. Based on information currently available, advice of counsel, available insurance coverage, established reserves and other resources, the Company does not believe that any such actions, proceedings or investigations are likely to be, individually or in the aggregate, material to its business, financial condition, results of operations or cash flows. However, in the event of unexpected further developments, it is possible that the ultimate resolution of these matters, or other similar matters, if unfavorable, may be materially adverse to the Company's business, financial condition, results of operations or cash flows.
Item 4.    Mine Safety Disclosures
Not Applicable.


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Information About Our Executive Officers
Our executive officers as of November 26, 201922, 2022 are as follows:
Name Age Position With Aramark SinceNameAgePositionWith Aramark Since
John J. Zillmer 64 Chief Executive Officer 2019John J. Zillmer67Chief Executive Officer2019
Stephen P. Bramlage, Jr. 49 Executive Vice President and Chief Financial Officer 2015
Thomas G. OndrofThomas G. Ondrof58Executive Vice President and Chief Financial Officer2020
Lynn B. McKee 64 Executive Vice President, Human Resources 1980Lynn B. McKee67Executive Vice President, Human Resources1980
Lauren A. Harrington 44 Senior Vice President and General Counsel 2006Lauren A. Harrington47Senior Vice President and General Counsel2006
Keith Bethel 52 Chief Growth Officer 1991
Marc A. Bruno 48 Chief Operating Office, U.S. Food and Facilities 1993Marc A. Bruno51Chief Operating Officer, United States Food and Facilities1993
John J. Zillmer was appointed Chief Executive Officer and a member of the Board of Directors in October 2019.2019 and was elected in connection with entering into the Stewardship Framework Agreement. Prior to joining us, Mr. Zillmer served as Chief Executive Officer and Executive Chairman of Univar from 2009 to 2012. Prior to that, he served as Chairman and Chief Executive Officer of Allied Waste Industries from 2005 to 2008 and held various positions at Aramark, including Vice President of Operating Systems, Regional Vice President, Area Vice President, Executive Vice President Business Dining Services, President of Business Services Group, President of International and President of Global Food and Support Services, from 1986 to 2005. Mr. Zillmer serves on the boardBoard of directorsDirectors as Non-Executive Chairman of CSX Corporation, as well as boardthe Board of directorsDirectors of Veritiv Corporation and Ecolab, Inc. Mr. Zillmer was formerly on the boardBoard of directorsDirectors of Veritiv Corporation, Performance Food Group (PFG) Company, Inc. and Reynolds American Inc.
Stephen P. Bramlage, Jr.Thomas G. Ondrof was appointed Executive Vice President and Chief Financial Officer in April 2015.January 2020. Prior to joining us, Mr. BramlageOndrof served as Senior Vice PresidentHead of Strategic Growth of Performance Food Group from March 2018 to December 2019 and Chief Financial Officer of Owens-Illinois, Inc.Performance Food Group from 2012October 2016 to March 2015.2018. Prior to that, he served as Presidentin a variety of Owens-Illinois Asia Pacific from 2011 to 2012; General Manager of Owens-Illinois New Zealand from 2010 to 2011; Vice President of Finance of Owens-Illinois, Inc. from 2008 to 2010; Vice Presidentfinancial and business development leadership roles at Compass Group North America, including Chief Development Officer, Chief Strategy Officer and Chief Financial Officer of Owens-Illinois Europe in 2008; and Vice President and Treasurer of Owens-Illinois, Inc. from 2006 to 2008.Officer.
Lynn B. McKee was appointed Executive Vice President, Human Resources in May 2004. From August 2012 to August 2013, Ms. McKee served as Executive Vice President, Human Resources and Communications. From January 2004 to May 2004, Ms. McKee served as our Senior Vice President of Human Resources and from 2001 to 2003, she served as Senior Vice President of Human Resources for our Food and Support Services Group. From 1998 to 2001, she served as our Staff Vice President, Executive Development and Compensation. Ms. McKee serves on the boardBoard of directorsDirectors of Bryn Mawr Bank Co.WSFS Financial Corporation and Board of Trustees for Saint Joseph's University.
Lauren A. Harrington was appointed Senior Vice President and General Counsel in March 2019. From August 2009 to March 2019, Ms. Harrington served as Vice President and Associate General Counsel and from May 2006 to August 2009, she served as Assistant General Counsel. Before joining us, Ms. Harrington was an Associate at WilmerHale LLP.
Keith Bethel was appointed Chief Growth Officer in October 2016. From June 2016 to September 2016, Mr. Bethel served as Executive Vice President, Growth for Facilities, Healthcare and Higher Education, and from October 2013 to May 2016, he served as Executive Vice President, Growth for Higher Education. From February 2011 to October 2013, Mr. Bethel served as Regional Vice President, East for Higher Education. Prior to that, he served as Vice President, Compliance for K-12 from 2009 to 2011 and various other positions for our Healthcare Group, including Vice President Operations, District Manager, General Manager, Assistant Director, Retail Manager and Catering Manager, from 1991 to 2009.
Marc A. Bruno was appointed Chief Operating Officer, U.S.United States Food and Facilities onin November 19, 2019. From 2018 to November 2019, Mr. Bruno served as Chief Operating Officer, Sports, Leisure, Corrections, Facilities and K-12. From 2014 to 2018, Mr. Bruno served as Chief Operating Officer, Sports, Leisure and Corrections. From 2008 to 2014, he served as President, Sports and Entertainment, and prior to that he served in various other positions within our food and support services business from 1993 to 2008. Mr. Bruno serves on the boardBoard of directorsDirectors of United Rentals, Inc., Special Olympics of Pennsylvania and Alex's Lemonade Stand Foundation.

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PART II
Item 5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
Item 5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
Market Information
Shares of our common stock began trading on December 12, 2013 and are quoted on the New York Stock Exchange (“NYSE”)NYSE under the ticker symbol “ARMK.” Prior to that date, there was no public market for our common stock. As of November 22, 2019,October 28, 2022, there were approximately 1,021956 holders of record of our outstanding common stock. This does not include persons who hold our common stock in nominee or “street name” accounts through brokers or banks.
Stock Price Performance
This performance graph and related information shall not be deemed “filed” for purposes of Section 18 of the Exchange Act or incorporated by reference into any filing of Aramark under the Securities Act or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
The following graph shows a comparison from October 3, 2014,September 29, 2017, the last trading day of fiscal 2014,2017, through September 27, 201930, 2022 of the cumulative total return for our common stock, The Standard & Poor’s (“S&P”) 500 Stock Index and The Dow Jones Consumer Non-Cyclical Index.Index ("DJUSCY"). The graph assumes that $100 was invested in the Company’sour common stock and in each index at the market close on October 3, 2014September 29, 2017 and assumes that all dividends were reinvested. The stock price performance of the following graph is not necessarily indicative of future stock price performance.
chart-6541dadbe973560581e.jpgcik0-20220930_g2.jpg
October 3, 2014 October 2, 2015 September 30, 2016 September 29, 2017 September 28, 2018 September 27, 2019September 29, 2017September 28, 2018September 27, 2019October 2, 2020October 1, 2021September 30, 2022
Aramark
$100.0
 
$116.6
 
$143.8
 
$153.6
 
$162.7
 
$162.7
Aramark$100.0 $105.9 $105.9 $67.8 $88.1 $76.8 
S&P 500
$100.0
 
$102.9
 
$110.2
 
$128.0
 
$148.1
 
$150.5
S&P 500$100.0 $115.7 $117.6 $132.9 $172.9 $142.3 
Dow Jones Consumer Non-Cyclical Index
$100.0
 
$115.2
 
$117.9
 
$131.8
 
$169.9
 
$171.7
Dow Jones Consumer Non-Cyclical Index$100.0 $128.9 $130.3 $160.0 $193.1 $135.8 
Unregistered Sales of Equity Securities
There were no unregistered sales of equity securities during the fiscal year ended September 27, 201930, 2022 which have not been previously disclosed in a quarterly report on Form 10-Q or a current report on Form 8-K.
Purchases of Equity Securities by the Issuer
There were no repurchases of equity securities by the Companyus in the fourth fiscal quarter ended September 27, 2019.30, 2022.

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Item 6.    Selected Financial Data
The following table presents selected consolidated financial data. This information should be read in conjunction with the audited consolidated financial statements and the related notes thereto, Management’s Discussion and Analysis of Financial Condition and Results of Operations, and Risk Factors sections, each included elsewhere in this Annual Report on Form 10-K.[Reserved]
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(dollars in millions, except per share amounts) 
Fiscal Year Ended on or near
September 30(1)
  
2019(2)(3)
 
2018(3)(4)
 
2017(4)
 
2016(4)
 
2015(4)
Income Statement Data:          
Revenue $16,227.3
 $15,789.6
 $14,604.4
 $14,415.8
 $14,329.1
Depreciation and amortization 592.6
 596.2
 508.2
 495.8
 504.0
Operating income 891.2
 818.4
 801.6
 741.4
 625.2
Interest and Other Financing Costs, net 335.0
 346.6
 280.9
 310.5
 283.2
Net income(5)
 448.5
 568.4
 374.2
 288.2
 237.0
Net income attributable to Aramark stockholders(5)
 448.5
 567.9
 373.9
 287.8
 235.9
Basic earnings per share attributable to Aramark stockholders(5)
 
$1.82
 
$2.31
 
$1.53
 
$1.19
 
$0.99
Diluted earnings per share attributable to Aramark stockholders(5)
 
$1.78
 
$2.24
 
$1.49
 
$1.16
 
$0.96
Cash dividends declared per common share 
$0.44
 
$0.43
 
$0.41
 
$0.39
 
$0.35
Balance Sheet Data (at period end):          
Total Assets $13,736.3
 $13,720.1
 $11,006.2
 $10,582.1
 $10,196.4
Long-Term Borrowings 6,612.2
 7,213.1
 5,190.3
 5,223.5
 5,184.6
Stockholders' Equity 3,320.0
 3,029.6
 2,459.1
 2,161.0
 1,883.4
(1)Our fiscal year ends on the Friday nearest to September 30th. Fiscal years 2019, 2018, 2017, 2016 and 2015 refer to the fiscal years ended September 27, 2019, September 28, 2018, September 29, 2017, September 30, 2016 and October 2, 2015, respectively. All periods presented were fifty-two week years.
(2)
Includes impact of the adoption of Accounting Standards Codification 606, Revenue from Contracts with Customers, and the sale of our Healthcare Technologies business in the first quarter of fiscal 2019 (see Notes 7 and 2, respectively, to the audited consolidated financial statements).
(3)Includes impact of the acquisitions of Avendra and AmeriPride. To finance these acquisitions, we entered into a U.S. dollar denominated term loan due 2025 and issued 5.000% Senior Notes due 2028.
(4)
Operating income and Interest and Other Financing Costs, net were restated to reflect the adoption of Accounting Standards Update 2017-07, Compensation - Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost (see Note 1 to the audited consolidated financial statements).
(5)In fiscal 2018, the federal statutory income tax rate decreased from 35.0% to 21.0% through the passage of the "Tax Cuts and Jobs Act." This resulted in a non cash tax benefit of approximately $237.8 million recorded in fiscal 2018 to the provision (benefit) for income taxes on the Consolidated Statements of Income.

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Item 7.
MANAGEMENT’S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following discussion and analysis of Aramark's (the "Company," "we," "our" and "us") financial condition and results of operations for the fiscal years ended September 27, 201930, 2022 and September 28, 2018October 1, 2021 should be read in conjunction with Selected Consolidated Financial Data and our audited consolidated financial statements and the notes to those statements. Discussion and analysis of our financial condition and results of operations for the fiscal year ended September 28, 2018October 1, 2021 compared to the fiscal year ended September 29, 2017October 2, 2020 is included under the heading Item 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations - Results of Operations - Fiscal 20182021 Compared to Fiscal 20172020 and - Liquidity and Capital Resources” in our Annual Report on Form 10-K filed for the fiscal year ended September 28, 2018October 1, 2021 with the Securities and Exchange Commission ("SEC") on November 21, 2018.23, 2021.
Our discussion contains forward-looking statements, such as our plans, objectives, opinions, expectations, anticipations, intentions and beliefs, that are based upon our current expectations but that involve risks and uncertainties. Actual results and the timing of events could differ materially from those anticipated in those forward-looking statements as a result of a number of factors, including those set forth under "Risk Factors," "Special Note About Forward-looking Statements" and "Business" sections and elsewhere in this Annual Report on Form 10-K ("Annual Report"). In the following discussion and analysis of financial condition and results of operations, certain financial measures may be considered “non-GAAP financial measures” under SEC rules. These rules require supplemental explanation and reconciliation, which is provided elsewhere in this Annual Report on Form 10-K.Report.
Overview
We are a leading global provider of food, facilities and uniform services to education, healthcare, business & industry and sports, leisure & corrections clients. Our core market is the United States, which is supplemented by an additional 18-country footprint. Through our established brand, broad geographic presence and employees, we anchor our business in our partnerships with thousands of education, healthcare, business, sports, leisure and corrections clients. Through these partnerships we serve millions of consumerscustomers including students, patients, employees, sports fans and guests worldwide.
We operate our business in three reportable segments:
•Food and Support Services United States ("FSS United States") - Food, refreshment, specialized dietary and support services, including facility maintenance and housekeeping, provided to business, educational and healthcare institutions and in sports, leisure and other facilities serving the general public in the United States.
•Food and Support Services International ("FSS International") - Food, refreshment, specialized dietary and support services, including facility maintenance and housekeeping, provided to business, educational and healthcare institutions and in sports, leisure and other facilities serving the general public. We have operations in 18 countries outside the United States. Our largest international operations are in Canada, Chile, China, Germany, IrelandSpain and the United Kingdom, and in a majority of these countries we are one of the leading food and/or facility services providers. We also have operations in Japan through our 50% ownership of AIM Services Co., Ltd., which is a leader in providing outsourced food services in Japan.
•Uniform and Career Apparel ("Uniform") - Provides a full servicefull-service employee uniform solution, including design, sourcingresulting in a contracted and manufacturing, delivery, cleaningrecurring revenue model. The customer base is serviced by a leading geographic footprint in the United States and maintenanceCanada with programs focused on a contract basis. We directly market personalized uniforms, and accessories, providefloor mats, towels, linens, managed restroom services and rent uniforms, work clothing, outerwear, particulate-free garments and non-garment items and related services, including mats, shop towels and first aid supplies, to clientsservices. Customers operate in a wide range of industries in the United States Canada, Puerto Rico and through a joint venture in Japan, including the manufacturing, transportation, construction, restaurant and hotel, healthcare and pharmaceutical industries.Canada.

Our Food and Support Services operations focus on serving clients in five principal sectors: Business & Industry, Education, Healthcare, Sports, Leisure & Corrections and Facilities & Other. Our FSS International reportable segment provides a similar range of services as those provided to our FSS United States clients and operates in the same sectors. Administrative expenses not allocated to our three reportable segments are presented separately as corporate expenses.
DuringBusiness Update
Recent global events, including the COVID-19 pandemic ("COVID-19"), have adversely affected global economies, disrupted global supply chains and labor force participation and created significant volatility and disruption of financial markets. COVID-19 related disruptions negatively impacted our financial and operating results beginning in the second quarter of fiscal 2018,2020 through the first half of fiscal 2021. Our financial results started to improve during the second half of fiscal 2021 and continued to improve throughout fiscal 2022 as COVID-19 restrictions were lifted and operations re-opened. In addition, the
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ongoing conflict between Russia and Ukraine, countries in which we acquired Avendra, LLC ("Avendra")do not have direct operations, further disrupted global supply chains and AmeriPride Services,heightened volatility and disruption of global financial markets. The ongoing volatility and disruption of financial markets caused by these global events, as well as other current global economic factors, triggered inflation in our food and labor costs, increased market interest rates and has driven significant changes in foreign currencies. The impact on our longer-term operational and financial performance will depend on future developments, including our response and governmental response to inflation, our interest rate hedging strategy, the duration and severity of the ongoing volatility and disruption of global financial markets and our ability to effectively hire and retain personnel. Some of these future developments are outside of our control and are highly uncertain.
We continue to remain principally focused on the safety and well-being of our employees, clients and everyone we serve, while simultaneously taking timely, proactive measures to adapt to the current environment. Throughout fiscal 2022, we saw continued improved profitability from clients re-opening as COVID-19 restrictions eased as well as from effective management of operating costs, including supply chain initiatives, and pricing pass-throughs to mitigate the effects of elevated inflation. We continue to evaluate and react to the effects of a prolonged global disruption, including items such as inflationary pressures on food and product costs, greater labor challenges and the financial condition of our clients in certain businesses. We expect these challenges to continue into fiscal 2023, and we regularly evaluate and react in order to take appropriate actions to mitigate the risk in these areas.
In the FSS United States segment, the current environment of our sectors are as follows:
•Education – Education saw strong performance during the start of the new academic year. In Higher Education and K-12, teams implemented enhanced pricing strategies for meal plans and on-campus retail outlets.
•Sports, Leisure & Corrections – Sports saw high attendance levels with better-than-historic per capita spending. Leisure experienced increased guest activity, particularly in National Parks. Corrections revenue growth was led by the Union Supply acquisition and new business wins.
•Business & Industry – Companies continued to experience a steady increase of in-person activity as return-to-office continued, particularly in September 2022. Some clients have implemented customized offerings and meal subsidies, which helped to increase participation rates.
•Facilities & Other – Revenue growth was driven by higher levels of activity at existing clients and new business wins. We continue to offer our core business offerings, with an added focus on new engineering solutions and client project services.
•Healthcare – Revenue growth was led by increased client activity related to elective surgeries, clinical care and retail along with higher net growth from newly awarded contracts, improved retention rates and additional services.
Within the FSS International segment, we continue to recover, returning to pre-pandemic revenue levels. South America continues to experience strong performance in extractive services. Europe and Canada continue to recover with the improved activity levels, especially in sports and entertainment venues driven by higher per capita spending, increased business and industry activity and education due to the start of the fall semester.
In the Uniform segment, our business serves a range of clients, focusing on solution-oriented services driving safety and hygiene. Client operations have resumed, which, combined with increasing levels of net new client wins in both recurring rental and adjacency services and improved pricing, has enabled the segment to continue to surpass pre-pandemic revenue levels.
Aramark’s Intention to Spin-off Uniform Segment
On May 10, 2022, we announced our intention to spin-off our Uniform segment into an independent publicly traded company to our stockholders. The proposed spin-off is intended to be a tax-free transaction to us and our stockholders for United States federal income tax purposes. The proposed spin-off is expected to be completed in the second half of fiscal 2023, subject to certain customary conditions, including final approval of our Board of Directors, receipt of a favorable opinion and Internal Revenue Service ruling with respect to the tax-free nature of the transaction, the effectiveness of a registration statement on Form 10 to be filed with the SEC and the receipt of other regulatory approvals. Refer to Note 15 to the audited consolidated financial statements for the Uniform segment financial disclosures.
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Acquisition
On June 2, 2022, we completed the acquisition of Union Supply Group Inc. ("AmeriPride"Union Supply") in separate transactions, a commissary goods and services supplier, for cash consideration of $199.6 million, plus contingent consideration (see Note 2 and Note 16 to the audited consolidated financial statements). The Avendra acquisition consideration was $1,386.4 million, partially offset by $87.3 million of cash and restricted investments acquired. The AmeriPride acquisition consideration was $995.4 million, partially offset by $84.9 million of cash acquired. We incurred new debt to finance both the Avendra and AmeriPride acquisitions. Our earnings have been impacted and we expect to continue to be impacted for some period following

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the closings as a result of these acquisitions, due to, among other factors, merger and integration costs as well as depreciation and amortization resulting from purchase accounting and higher interest expense as a result of the new debt to finance the transactions. As a part of the integration of Avendra and AmeriPride, we have incurred $92 million of charges and expect to incur approximately $25 million to $30 million of additional charges over the next 12 months.
In the second quarter of fiscal 2018, we launched the next phase of our program related to food, labor and selling and general administrative initiatives to generate additional cost savings. These initiatives include a reduction in headcount through reorganization and integration. Efforts related to this phase have resulted in charges of approximately $46 million during fiscal 2019, which includes $8.2 million for the relocation of our headquarters facility. The Company completed this cost savings phase as of September 27, 2019.
On August 26, 2019, we announced that Eric J. Foss stepped down from his role as Chairman, President and Chief Executive Officer, effective as of August 25, 2019. We recognized $12.1 million of charges related to his separation from us, of which $10.4 million related to cash compensation. These amounts are expected to be paid through fiscal 2021.
Divestiture
On November 9, 2018,June 4, 2021, we completed the saleacquisition of our wholly-owned Healthcare TechnologiesNext Level Hospitality ("HCT"Next Level") business for $293.7 million in cash. The transaction resulted in, a pretax gainpremier provider of $156.3 million (tax effected gain of $139.2 million)culinary and environmental services in the senior living industry, specializing in skilled nursing and rehabilitation facilities, for cash consideration of $226.1 million, plus contingent consideration (see Note 2 and Note 16 to the audited Consolidated Statements of Income for the fiscal year ended September 27, 2019. We evaluated the business under the rules for discontinued operations and concluded it did not meet all of the criteria required.consolidated financial statements).
Seasonality
Our revenue and operating results have varied, and we expect them to continue to vary, from quarter to quarter as a result of different factors. Historically, within our FSS United States segment, there has been a lower level of activity during our first and second fiscal quarters in operations that provide services to sports and leisure clients. This lower level of activity, historically, has been partially offset during our first and second fiscal quarters by the increased activity levels in our educational operations. Conversely, historically there has been a significant increase in the provision of services to sports and leisure clients during our third and fourth fiscal quarters, which is partially offset by the effect of summer recess at colleges, universities and schools in our educational operations. Recently, our business and results of operations have started to resemble our historically typical patterns of seasonality following the disruption caused by COVID-19.
Sources of Revenue
Our clients engage us, generally through written contracts, to provide our services at their locations. Depending on the type of client and service, we are paid either by our client or directly by the consumercustomer to whom we have been provided access by our client. We typically use either profit and loss contracts or client interest contracts in our FSS United States and FSS International segments. These contracts differ in their provision for the amount of financial risk we bear and, accordingly, the potential compensation, profits or fees we may receive. Under profit and loss contracts, we receive all of the revenue from, and bear all of the expenses of, the provision of our services at a client location. For fiscal 2019,2022, approximately two-thirds of our FSS United States and FSS International segment revenue was derived from profit and loss contracts. Client interest contracts include management fee contracts, under which our clients reimburse our operating costs and pay us a management fee, which may be calculated as a fixed dollar amount or a percentage of revenue or operating costs. Some management fee contracts entitle us to receive incentive fees based upon our performance under the contract, as measured by factors such as revenue, operating costs and customer satisfaction surveys. For fiscal 2019,2022, approximately one-third of our FSS United States and FSS International segment revenue was derived from client interest contracts. In response to the early stages of the COVID-19 pandemic, in certain instances, mainly within the Business & Industry sector, we renegotiated contract terms by temporarily transitioning from profit and loss contracts to client interest contracts in order to mitigate lost profits. As COVID restrictions lifted and operations re-opened, we are working with our clients to transition back to profit and loss contracts, as appropriate.
For our Uniform segment, we typically serve our rental clients under written service contracts for an initial term of three to five years. As the majority of our clients purchase on a recurring basis, our backlog of orders at any given time consists principally of orders in the process of being filled. With the exception of certain governmental bid business, most of our direct marketing business is conducted under invoice arrangement with repeat clients. To a large degree, our direct marketing business is relationship-driven. While we have long-term relationships with our larger clients, we generally do not have contracts with these clients.clients within our direct marketing business.
Costs and Expenses
Our costs and expenses are comprised of cost of services provided (exclusive of depreciation and amortization), depreciation and amortization and selling and general corporate expenses. Cost of services provided (exclusive of depreciation and amortization) consists of direct expenses associated with our operations, which includes food costs, wages, other labor-related expenses (including workers' compensation, severance, state unemployment insurance and federal or state mandated health benefits and other healthcare costs), insurance, fuel, utilities, piece goods and clothing and equipment. Direct expense related to food costs within Cost of services provided (exclusive of depreciation and amortization) are offset by rebates, vendor allowances and volume discounts. Depreciation and amortization expenses mainly relate to assets used in generating revenue. Selling and general corporate expenses include sales commissions, severance, share-based compensation and other unallocated costs related to administrative functions including finance, legal and human resources and information technology.

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resources.
Interest and Other Financing Costs, net
Interest and other financing costs, net, relates primarily to interest expense on long-term borrowings. Interest and other financing costs, net also includes third-party costs associated with long-term borrowings that were capitalized and are being amortized over the term of the borrowing.
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Provision (Benefit) for Income Taxes
The provisionProvision (Benefit) for income taxesIncome Taxes represents federal, foreign, state and local income taxes. Our effective tax rate differs from the statutory U.S.United States income tax rate due to the effect of state and local income taxes, tax rates in foreign jurisdictions, tax credits and certain nondeductible expenses. Our effective tax rate will change from quarter to quarter based on recurring and nonrecurring factors including, but not limited to, the geographical mix of earnings, state and local income taxes, tax audit settlements, share-based award exercise activity and enacted tax legislation, including certain business tax credits. Both theThe Provision (Benefit) for Income Taxes in fiscal 2019 and fiscal 2018 income tax provisions were2021 was impacted by U.S. tax reform enacted ingovernmental programs, such as the "Tax CutsCoronavirus Aid, Relief and JobsEconomic Security Act ("CARES Act") and Consolidated Appropriations Act of 2021 (see Note 910 to the audited consolidated financial statements). Changes in judgment due to the evaluation of new information resulting in the recognition, derecognition or remeasurement of a tax position taken in a prior annual period are recognized separately in the quarter of the change.
Foreign Currency Fluctuations
The impact from foreign currency translation assumes constant foreign currency exchange rates based on the rates in effect for the prior year period being used in translation for the comparable current year period. We believe that providing the impact of fluctuations in foreign currency rates on certain financial results can facilitate analysis of period-to-period comparisons of business performance.
Fiscal Year
Our fiscal year is the fifty-two or fifty-three week period which ends on the Friday nearest to September 30th. The fiscal years ended September 27, 201930, 2022 and September 28, 2018 are bothOctober 1, 2021 were each a fifty-two week periods.

period.
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Results of Operations
Fiscal 20192022 Compared to Fiscal 20182021
The following tables present an overview of our results on a consolidated and segment basis with the amount of and percentage change between periods for the fiscal years 20192022 and 20182021 (dollars in millions).
Fiscal Year EndedChangeChange
September 30, 2022October 1, 2021$%
Revenue$16,326.6 $12,096.0 $4,230.6 35.0 %
Costs and Expenses:
Cost of services provided (exclusive of depreciation and amortization)14,767.5 11,007.2 3,760.3 34.2 %
Other operating expenses930.7 897.4 33.3 3.7 %
15,698.2 11,904.6 3,793.6 31.9 %
Operating income628.4 191.4 437.0 228.2 %
Gain on Equity Investment— (137.9)(137.9)(100.0)%
Loss on Defined Benefit Pension Plan Termination— 60.9 (60.9)(100.0)%
Interest and Other Financing Costs, net372.8 401.3 (28.5)(7.1)%
Income (Loss) Before Income Taxes255.6 (132.9)388.5 292.4 %
Provision (Benefit) for Income Taxes61.4 (40.7)102.1 251.3 %
Net income (loss)$194.2 $(92.2)$286.4 310.6 %
  Fiscal Year Ended    
  September 27, 2019 September 28, 2018 $ %
Revenue $16,227.3
 $15,789.6
 $437.7
 3 %
Costs and Expenses:        
Cost of services provided 14,532.7
 13,997.9
 534.8
 4 %
Other operating expenses 959.7
 973.3
 (13.6) (1)%
Gain on sale of Healthcare Technologies (156.3) —
 (156.3) — %
  15,336.1
 14,971.2
 364.9
 2 %
Operating income 891.2
 818.4
 72.8
 9 %
Interest and Other Financing Costs, net 335.0
 346.6
 (11.6) (3)%
Income Before Income Taxes 556.2
 471.8
 84.4
 18 %
Provision (Benefit) for Income Taxes 107.7
 (96.6) 204.3
 (212)%
Net income $448.5
 $568.4
 $(119.9) (21)%
 Fiscal Year Ended    Fiscal Year EndedChangeChange
Revenue by Segment(1)
 September 27, 2019 September 28, 2018 $ %
Revenue by Segment(1)
September 30, 2022October 1, 2021$%
FSS United States $9,898.6
 $10,137.8
 $(239.2) (2%)FSS United States$10,030.8 $6,809.3 $3,221.5 47.3 %
FSS International 3,742.9
 3,655.8
 87.1
 2%FSS International3,656.4 2,866.2 790.2 27.6 %
Uniform 2,585.8
 1,996.0
 589.8
 30%Uniform2,639.4 2,420.5 218.9 9.0 %
 $16,227.3
 $15,789.6
 $437.7
 3%$16,326.6 $12,096.0 $4,230.6 35.0 %
        
 Fiscal Year Ended  Fiscal Year EndedChangeChange
Operating Income by Segment(1)
 September 27, 2019 September 28, 2018 $ %
Operating Income by Segment(1)
September 30, 2022October 1, 2021$%
FSS United States $716.8
 $682.7
 $34.1
 5%FSS United States$449.0 $131.8 $317.2 240.8 %
FSS International 142.7
 142.2
 0.5
 —%FSS International112.5 58.2 54.3 93.2 %
Uniform 191.3
 181.4
 9.9
 5%Uniform218.1 120.8 97.3 80.5 %
Corporate (159.6) (187.9) 28.3
 (15%)Corporate(151.2)(119.4)(31.8)(26.7 %)
 $891.2
 $818.4
 $72.8
 9%$628.4 $191.4 $437.0 228.2 %
(1) As a percentage of total revenue, FSS United States represented 61%61.4% and 64%56.3%, FSS International represented 23%22.4% and 23%23.7% and Uniform represented 16%16.2% and 13%20.0% for fiscal 20192022 and fiscal 2018,2021, respectively. The fiscal 2019 percentages were impacted by the adoption of Accounting Standards Codification ("ASC") 606 (see Note 7 to the audited consolidated financial statements). Revenue and operating income in fiscal 2019 for the FSS United States segment were also impacted by the sale of HCT in the first quarter of fiscal 2019 (see Note 2 to the audited consolidated financial statements). Fiscal 2018 operating income was impacted by the adoption of ASU 2017-07, Compensation - Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost (see Note 1 to the audited consolidated financial statements).
Consolidated Overview
Revenue increased by approximately 3%35.0% during fiscal 20192022 compared to the prior year period. The increaseperiod, which was primarily attributable to:
to base business growth, including from operations re-opening across all business segments after COVID-19 restrictions lifted, growth in our FSS International segment (approximately 2%)net new business and our Uniform segment (approximately 1%);
growth inpricing pass-throughs. In addition, the Sports, Leisure & Corrections sector in our FSS United States segment (approximately 1%);
the adoption of the new revenue recognition standard mainly from certain fees previously recognized as a reduction to “Cost of services provided,” that are now recognized in “Revenue" in our Uniform segment (approximately 2%);Next Level and
growth due Union Supply acquisitions contributed to the Avendra and AmeriPride acquisitions (approximately 1%revenue growth (3.0%); which more than offset
the effect of the divestiture of HCT (approximately -2%); and
the negative impact of foreign. Foreign currency translation (approximately -2%unfavorably impacted revenue during fiscal 2022 (2.6%).

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The following table presents the cost of services provided (exclusive of depreciation and amortization) by segment and as a percent of revenue for the fiscal years ended September 27, 201930, 2022 and September 28, 2018.October 1, 2021.
Fiscal Year Ended
 Fiscal Year EndedSeptember 30, 2022October 1, 2021
 September 27, 2019 September 28, 2018
Cost of services provided $ % of Revenue $ % of Revenue
Cost of services provided (exclusive of depreciation and amortization)Cost of services provided (exclusive of depreciation and amortization)$% of Revenue$% of Revenue
FSS United States $8,851.5
 89% $8,956.9
 88%FSS United States$9,145.0 91.2 %$6,237.6 91.6 %
FSS International 3,517.1
 94% 3,428.8
 94%FSS International3,456.5 94.5 %2,719.2 94.9 %
Uniform 2,164.1
 84% 1,612.2
 81%Uniform2,166.0 82.1 %2,050.4 84.7 %
 $14,532.7
 90% $13,997.9
 89%$14,767.5 90.5 %$11,007.2 91.0 %
The following table presents the percentages attributable to the components in cost of services provided (exclusive of depreciation and amortization) for fiscal 20192022 and fiscal 2018.2021.
Fiscal Year Ended
Cost of services provided (exclusive of depreciation and amortization) componentsSeptember 30, 2022October 1, 2021
Food and support service costs(1)
26.5 %24.3 %
Personnel costs(2)
47.7 %50.3 %
Other direct costs25.8 %25.4 %
100.0 %100.0 %
  Fiscal Year Ended
Cost of services provided components September 27, 2019 September 28, 2018
Food and support service costs 28% 26%
Personnel costs 47% 47%
Other direct costs 25% 27%
  100% 100%
(1) Food and support service costs represented a higher proportion of total cost of services provided (exclusive of depreciation and amortization) during fiscal 2022 mainly from operations reopening as COVID-19 restrictions were lifted and food cost inflation.
(2) Personnel costs decreased as a percentage of total cost of services provided (exclusive of depreciation and amortization) during fiscal 2022 due to food and support service costs increasing at a higher proportion as compared to personnel costs.
Operating income increased by approximately $72.8$437.0 million during fiscal 20192022 compared to the prior year period.period, which was driven by base business growth, including from clients re-opening after COVID-19 restrictions lifted, effective cost management and higher vendor discounts from stabilizing supply chain disruptions with our suppliers. The increase in operating income during fiscal 2022 was also attributable to:
a gain from the divestiture of the HCT business (approximately $156.3 million);
an increase in profitto integration costs incurred during fiscal 2021 related to the acquisitions of Avendra and AmeriPride and lower merger and integration costs (approximately $41.1 million);
a decreaseacquisition that occurred in share-based compensation expense primarily related to an increase in the prior year actual and expected attainment percentages relatedfiscal 2018 (see Note 2 to the fiscal 2016 and fiscal 2017 Performance Stock Unit ("PSU") grants, respectively, and a decrease in the actual and expected attainment percentages in the current year related to the fiscal 2017 and fiscal 2018 PSU grants, respectively, (approximately $33.0 million);
audited consolidated financial statements), lower severance and consulting costs related to streamlining initiatives (approximately $22.2 million);
an increase in profit in the Sports, Leisure and Corrections sector in our FSS United States segment, including income relating to the recovery of our investment (possessory interest) at one of the National Park Service ("NPS") sites (approximately $16.2 million); partially offset by
higher personnel costs including employeefrom incentive expenses related to the annual bonus, (approximately $87.6 million) and employer retirement matching contributions (approximately $12.4 million) and expenses for employee reinvestments funded by benefits from U.S. tax reform (approximately $74.9 million);
profit decline in the Business & Industry sector and from the divestiture of HCT (approximately $30.2 million);
charges related to certain legal settlements (approximately $27.9 million);
non cash impairment charges related to various assets (approximately $14.8 million);
cash compensation chargesnon-cash income related to the retirementreduction of our former chief executive officer (approximately $10.4the contingent consideration liability related to the earn-out of the Next Level acquisition ($20.7 million);
closing costs and lower insurance expenses, mainly related to customer contracts within our FSS International segment (approximately $10.3medical program ($18.0 million).
These increases in operating income during fiscal 2022 more than offset:
•increased inflationary costs in food and labor;
•higher expenses incurred related to new business when compared to the prior year period;
•lower United States and non-United States governmental labor related tax credits received in relation to COVID-19 when compared to the prior year period (see Note 1 to the audited consolidated financial statements);
•higher share-based compensation expense (see Note 12 to the audited consolidated financial statements);
•unfavorable severance between years ($26.9 million) (see Note 3 to the audited consolidated financial statements);
•lower income related to favorable loss experience in older insurance years under our general liability, automotive liability and workers' compensation liability programs when compared to fiscal 2021 ($16.2 million); and
advisory, legal and other professional fees•negative impact of foreign currency translation (approximately $7.0 million).
During fiscal 2021, a non-cash gain related to an equity investment of $137.9 million was recorded, which was partially offset by a non-cash loss from the Mantle Ridge Group (approximately $7.7 million).termination of certain defined benefit pension plans of $60.9 million.
Interest and Other Financing Costs, net, decreased 3%7.1% during fiscal 20192022 compared to the prior year period. The decrease for fiscal 20192022 was primarily due to lower refinancing activity expensesinterest expense from the repayment of the 4.750% Senior Notes due 2026 ("2026 Notes") during the third quarter of fiscal 2021. The decrease was also due to charges related to the repayment of the 2026 Notes, including $11.9 million of a call premium payment and $4.1 million related to the write-off of unamortized debt issuance costs.
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The Provision for Income Taxes for fiscal 2022 was recorded at an effective rate of 24.0% compared to fiscal 2018a Benefit for Income Taxes recorded at an effective rate of $15.6 million and an increase in favorable returns on our interest rate swaps of $11.7 million, partially offset by higher borrowings from the financing in fiscal 2018 for the Avendra and AmeriPride acquisitions.

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The effective income tax rate for fiscal 2019 was 19.4% compared to (20.5)%30.6% in the prior year. The increase in the effective tax rate inDuring fiscal 2019 was driven by prior year one-time benefits resulting from2022, we recorded a reduction in the U.S. federal statutory rate from 35% to 21% and the re-measurement of our deferred tax assets and liabilities as a result of the “Tax Cuts and Jobs Act." A non cash benefit of approximately $237.8 million was recorded to the provision (benefit)"Provision (Benefit) for income taxes for fiscal 2018 inIncome Taxes" within the Consolidated Statements of Income as(Loss) of $8.5 million for the reversal of a valuation allowance at a subsidiary in the FSS International segment driven by our ability to utilize the deferred tax assets based on future taxable income expected due to the acquisition of a business. We also recorded a benefit to the "Provision (Benefit) for Income Taxes" within the Consolidated Statements of Income (Loss) of $4.2 million due to a state tax law change during fiscal 2022. As a result of U.S. tax reform, the impactCARES Act, we recorded a net benefit to the "Provision (Benefit) for Income Taxes" within the Consolidated Statements of certain permanently reinvested foreign earningsIncome (Loss) of $12.0 million during fiscal 2021. The Provision (Benefit) for Income Taxes during fiscal 2021 includes the Net Operating Losses ("NOL") expected to be carried back to Pre-Tax Cut and certain other tax adjustments. The effectiveJobs Act years, which are benefited at an income tax rate for fiscal 2019 also includes a tax benefit of approximately $10.4 million, mainly35.0% as a result of U.S. tax reform (see Note 9opposed to the audited consolidated financial statements) andcurrent year rate of 21.0%. During fiscal 2021, we recorded a $17valuation allowance of $36.5 million against certain foreign tax provision related tocredits that were re-established by the saleNOL carryback. Within the FSS International segment, we also recorded during fiscal 2021 a valuation allowance against deferred tax assets in certain subsidiaries from cumulative losses of HCT (see Note 2 to the audited consolidated financial statements).$22.0 million.
Segment Results
FSS United States Segment
The FSS United States reportable segment consists of five sectors which have similar economic characteristics and are aggregated intocomprise a single operating segment. The five sectors of the FSS United States reportable segment are Business & Industry, Education, Healthcare, Sports, Leisure & Corrections and Facilities & Other.
Revenue for each of these sectors is summarized as follows (in millions):
 Fiscal Year Ended ChangeFiscal Year EndedChange
 September 27, 2019 September 28, 2018 %September 30, 2022October 1, 2021%
Business & Industry $1,587.0
 $1,550.6
 2 %Business & Industry$1,081.2 $695.7 55.4 %
Education 3,228.8
 3,239.6
 — %Education3,161.5 2,124.4 48.8 %
Healthcare 933.5
 1,292.1
 (28)%Healthcare1,235.8 891.2 38.7 %
Sports, Leisure & Corrections 2,557.5
 2,445.1
 5 %Sports, Leisure & Corrections2,722.0 1,511.3 80.1 %
Facilities & Other 1,591.8
 1,610.4
 (1)%Facilities & Other1,830.3 1,586.7 15.4 %
 $9,898.6
 $10,137.8
 (2)%$10,030.8 $6,809.3 47.3 %
The Healthcare Education and Facilities & Other sectors generally havesector had high-single digit operating income margins, andconsistent with prior year. The Facilities & Other sector had high-single digit operating income margins, compared to mid-single digit operating income margins in the Business & Industryprior year. The Education and Sports, Leisure & Corrections sectors generally havehad mid-single digit operating income margins.margins, consistent with prior year. The Business & Industry sector had negative low-single digit operating income margins, compared to negative mid-single digit operating income margins in the prior year. As described above, during the COVID-19 pandemic, and in following periods, operating income margins in the FSS United States sectors may differ from our otherwise historical patterns, particularly in the Business & Industry sector.
FSS United States segment revenue decreased by approximately 2% during fiscal 2019 compared to the prior year period. The decrease was attributable to:
a decrease in Healthcare sector revenue resulting from the divestiture of HCT (approximately -29% of Healthcare sector); and
a decrease in Facilities & Other sector revenue resulting from a decline in base business within our facilities business; which more than offset
an increase in Sports, Leisure & Corrections sector revenue resulting from new business and base business growth in stadiums and arenas; and
an increase in Business & Industry sector revenue resulting from new business and base business growth.
Operating income increased by approximately $34.1 million47.3% during fiscal 20192022 compared to the prior year period. The increase was primarily attributable to base business growth, including from operations re-opening across all sectors after COVID-19 restrictions lifted, net new business growth and pricing pass-throughs. The Sports, Leisure & Corrections sector increased due to the acquisition of Union Supply, which contributed $82.5 million of revenue during fiscal 2022, and higher per capita customer spending in operatingstadiums and arenas. In addition, the Next Level acquisition, that occurred in third quarter of fiscal 2021, contributed $277.3 million more of revenue during fiscal 2022 compared to fiscal 2021 to our Healthcare sector.
Operating income increased by $317.2 million during fiscal 2022 compared to the prior year period. The increase during fiscal 2022 was attributable to:
a gain•growth in base business, including from the divestiture of the HCT business (approximately $156.3 million);clients re-opening after COVID-19 restrictions lifted, effective cost management and higher vendor discounts from stabilizing supply chain disruptions with our suppliers;
an increase in profit in the Sports, Leisure and Corrections sector, including•non-cash income relating to the recovery of our investment (possessory interest) at one of the NPS sites (approximately $16.2 million);
lower severance charges related to streamlining initiatives (approximately $9.3 million); and
an increase in profit related to the reduction of the contingent consideration liability related to the earn-out of the Next Level acquisition of Avendra and ($20.7 million);
•lower merger and integration costs (approximately $7.9insurance expenses, mainly related to our medical program ($25.0 million); which more than offsetand
higher•lower personnel costs including employeefrom incentive expenses related to the annual bonus (approximately $45.0 million) and employer retirement matching contributions (approximately $7.8 million) and expenses for employee reinvestments funded by benefits from U.S. tax reform (approximately $58.7 million);bonus.
profit decline in the Business & Industry sector and from the divestiture of HCT (approximately $30.2 million);
charges related to certain legal settlements (approximately $11.1 million); and

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non cash impairment charges related to various assets ($11.1 million).
Revenue and operating income were both negatively impacted during fiscal 2018 by natural disasters, specifically the wildfires at Yosemite National Park. The impact to the FSS United States segment was an approximate $28 million decline in revenue and an approximate $9 million declineThese increases in operating income which includes $5 millionduring fiscal 2022 more than offset the following:
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•increased inflationary costs in food and labor;
•higher expenses incurred related to new business when compared to the prior year period;
•lower income related to favorable loss experience in older insurance years under our insurance program.general liability, automotive liability and workers' compensation liability program when compared to fiscal 2021 ($16.2 million); and
•unfavorable severance between years ($6.2 million).
FSS International Segment
FSS International segment revenue increased by approximately 2%27.6% during fiscal 20192022 compared to the prior year period. The increase was primarily attributable to base business growth, including from operations re-opening after COVID-19 restrictions lifted, net new business growth and pricing pass-throughs. The growth in revenue was partially offset by the negative impact of foreign currency translation (10.6%).
Operating income increased by $54.3 million during fiscal 2022 compared to the prior year period. The increase was mainly attributable to growth in base business, including from clients re-opening after COVID-19 restrictions lifted, and the favorable impact related to a client contract dispute ($9.6 million).
These increases in operating income during fiscal 2022 more than offset the following:
•lower labor related tax credits provided from governmental assistance programs when compared to the prior year period (see Note 1 to the audited consolidated financial statements);
•increased inflationary costs in food and labor;
•unfavorable severance between years ($28.5 million); and
•the negative impact of foreign currency translation (approximately $6.6 million).
Uniform Segment
Uniform segment revenue increased by approximately 9.0% during fiscal 2022 compared to the prior year period. The increase was primarily attributable to base business growth within our uniform rental business, including from clients re-opening after COVID-19 restrictions lifted, net increases in new business and improved pricing.
Operating income increased by $97.3 million during fiscal 2022 compared to the prior year period. The increase was attributable to:
revenueto increased base business growth across all regions; partially offset by
within the negative impactuniform rental business, including from client re-openings after COVID-19 restrictions lifted, net new business, improved pricing, lower rental merchandise in-service expense and lower costs as a result of foreign currency translation (approximately 7%).
Duringthe fiscal 2019, the consolidation of a joint venture contributed approximately 1% revenue growth.
Operating income increased by approximately $0.5 million during fiscal 2019 compared to the prior year period.2021 reduction in headcount. The increase in operating income was also attributable to:
profit growth in Germany, Canada, China, South America and our 50% joint venture ownership in AIM Services Co. Ltd. in Japan;
prior year charges related to a joint venture partner liquidation and related acquisition (approximately $7.5 million); and
•lower severance costs related to streamlining initiatives (approximately $4.3 million); partially offset by
higher personnel costs including employeefrom incentive expenses related to the annual bonus (approximately $24.4 million);bonus;
closing costs mainly•prior year integration charges related to customer contracts (approximately $10.3 million)the AmeriPride acquisition that occurred in fiscal 2018 (see Note 2 to the audited consolidated financial statements); and
the negative impact of foreign currency translation (approximately $3.4•favorable severance between years ($8.0 million).
Uniform Segment
Uniform segment revenue increased by approximately 30%These increases in operating income during fiscal 20192022 more than offset the following:
•lower labor related tax credits provided by government assistance programs in response to COVID-19 (see Note 1 to the audited consolidated financial statements);
•increased inflationary costs in labor;
•higher insurance expenses when compared to the prior year period. The increase was primarily from the adoption of the new revenue recognition standard mainly from certain fees previously recognized as a reduction to “Cost of services provided” that are now recognized in “Revenue” (approximately 19%) and growth within our uniform rental business. The acquisition of AmeriPride contributed approximately 8% to revenue growth in fiscal 2019.
Operating income increased by approximately $9.9 million during fiscal 2019 compared to the prior year period. The increase in operating income was attributable to:
profit growth related to the acquisition of AmeriPride and our legacy uniform rental business;
lower merger and integration related costs from the AmeriPride acquisition (approximately $8.0period ($7.0 million); and
a prior year environmental reserve related to a reassessment of the monitoring period of respective sites (approximately $5.0 million); which more than offset
higher •personnel costs, including employee incentive expenses related to our intention to spin-off the annual bonusUniform segment ($13.64.1 million) and employer retirement matching contributions (approximately $4.7 million) and expenses for employee reinvestments funded by benefits from U.S. tax reform (approximately $14.4 million);
charges related to certain legal settlements (approximately $5.1 million);
non cash impairment charges (approximately $3.7 million); and
income received in fiscal 2018 as a result of favorable loss experience in older insurance years under our casualty insurance program (approximately $3.4 million).
Corporate
Corporate expenses, those administrative expenses not allocated to the business segments, decreasedincreased by approximately $28.3$31.8 million during fiscal 20192022 compared to the prior year period. The decreaseincrease was attributable to:
a decrease in•higher share-based compensation expense primarily related to an increase in the prior year actual and expected attainment percentages related(see Note 12 to the fiscal 2016 and fiscal 2017 PSU grants, respectively, and a decrease in audited consolidated financial statements);
•the actual

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and expected attainment percentages in the current year related to the fiscal 2017 and fiscal 2018 PSU grants, respectively, (approximately $33.0 million);
lower acquisition related costs from the Avendra and AmeriPride acquisitions (approximately $25.3 million); and
lower consulting costs (approximately $5.8 million); partially offset by
charges related to certain legal settlements (approximately $11.7 million);
cash compensation charges related to the retirement of our former chief executive officer (approximately $10.4 million);
advisory, legal and other professional fees related to the Mantle Ridge Group (approximately $7.7 million);
banker fees related to the divestiture of HCT (approximately $6.1 million);
higher personnel costs, including employee incentive expenses related to the annual bonus (approximately $4.6 million) and expenses for employee reinvestments funded by benefits from U.S. tax reform (approximately $1.4 million); and
theunfavorable change in fair value of certain gasoline and diesel agreements (a loss($12.2 million); and
•accounting and legal fees related to our intention to spin-off the Uniform segment ($5.2 million).
These increases in corporate expenses during fiscal 2022 more than offset lower personnel costs from incentive expenses related to the annual bonus.
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Table of approximately $5.0 million).Contents
Liquidity and Capital Resources
Overview
Our principal sources of liquidity are cash generated from operating activities, funds from borrowings, investments in marketable securities and existing cash on hand. As of September 27, 2019,30, 2022, we had $246.6$329.5 million of cash and cash equivalents, and approximately $897.8$1,105.6 million of availability under our senior secured revolving credit facility.facility and $395.1 million of availability under the Receivables Facility. A significant portion of our cash and cash equivalents isare held in mature, liquid geographies where we have operations. As of September 27, 2019,30, 2022, there was approximately $881.9were $748.5 million of outstanding foreign currency borrowings.
We believe that our cash generated from operations, cash and cash equivalents, marketable securities and the unused portion of our committed credit availability under the senior securedour revolving credit facility and Receivables Facility will be adequate to meet anticipated cash requirements for the foreseeable future to fund working capital, capital spending, debt service obligations, refinancings, dividends and other cash needs. As part of our ongoing liquidity assessments, we routinely monitor our cash flow (including the mix of domestic and international inflows and outflows) and the condition of the capital markets in order to be prepared to respond to changing conditions.
On February 5, 2019, we announced as a result of tax savings from U.S. tax reform that we would invest $90 million in our workforce through targeted wage adjustments, retirement contributions and special recognition awards, as well as employee training programs and scholarships. We funded a majority of these investments during fiscal 2019, of which $62.5 million was paid in special recognition awards and employee training programs. We have $12.4 million of accrued retirement contributions in the audited Consolidated Balance Sheetsno significant debt maturities due until 2025. We also have flexibility to optimize working capital and defer certain capital expenditures as of September 27, 2019, which are expected to be paid during the first quarter of fiscal 2020. We expect to spend approximately $10 million during fiscal 2020 relatedappropriate without a material impact to the investment inbusiness. We believe that our workforce.assumptions used to estimate our liquidity and working capital requirements are reasonable. For additional information regarding the risks associated with our liquidity and capital resources, see Part I, Item 1A, "Risk Factors."
The table below summarizes our cash activity (in millions):
Fiscal Year EndedFiscal Year Ended
September 27, 2019 September 28, 2018September 30, 2022October 1, 2021
Net cash provided by operating activities$984.2
 $1,051.9
Net cash provided by operating activities$694.5 $657.1 
Net cash used in investing activities(209.5) (2,865.3)Net cash used in investing activities(831.3)(634.4)
Net cash provided by (used in) financing activities(734.9) 1,794.2
Net cash used in financing activitiesNet cash used in financing activities(37.7)(2,005.3)
Reference to the audited Consolidated Statements of Cash Flows will facilitate understanding of the discussion that follows.
Cash Flows Provided by Operating Activities
DuringCash provided by operating activities increased by $37.4 million during fiscal 2019,2022 compared to fiscal 2021. The change was driven by net income in fiscal 2022 of $194.2 million compared to a net loss in fiscal 2021 of $92.2 million, as discussed in "Results of Operations" above, and favorable non-cash adjustments to net income (loss) between fiscal years of $141.0 million. The change in net income (loss) and non cash charges decreased during fiscal 2019 comparednon-cash adjustments to fiscal 2018. Fiscal 2019 was impacted by the gain from the divestiture of the HCT business of approximately $139.2 million, partially offset by $74.9 million of employee reinvestments from U.S. tax reform. Fiscal 2018 includes the non cash benefit of approximately $237.8 million recorded to the provision (benefit) tonet income taxes. The decrease in cash flows provided by operating activities(loss) was partially offset by the favorable change in cash from operating assets and liabilities ($173.2 million).of $426.2 million, which was due to the recovery of our businesses after COVID-19 restrictions lifted. The change in operating assets and liabilities compared to the prior year period was primarily due to:
•Accrued expenses by $253.6 million, generating a lower source of cash during fiscal 2022 compared to fiscal 2021 primarily due to the following: higher payments related to the annual bonus; payment of social security taxes in the current year whereas payment was previously deferred in the prior year as permitted under the CARES Act (see Note 1 to the audited consolidated financial statements); impact of client advances within our Higher Education business from operations returning; and higher commission payments in our Sports business in the current year compared to the prior year from the return of operations;
Accrued expenses were•Receivables by $172.5 million, generating a greater use of cash during fiscal 2022 compared to fiscal 2021 as operations returned following the lifting of COVID-19 restrictions, new business and timing of collections;
•Prepayment and Other Current Assets by $105.7 million, generating a use of cash during fiscal 2022 compared to a source of cash in fiscal 2019 compared to a use2021 mainly from proceeds received in the second quarter of cash in fiscal 2018 primarily due to higher accruals2021 related to the annual bonus, legal settlementsfiscal 2020 federal income tax return ($93.6 million); and payroll and benefits and the timing of deferred income and

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one-time payments made during fiscal 2018 for certain liabilities assumed related to the Avendra and AmeriPride acquisitions, partially offsetInventories by the timing of insurance and interest payments;
Prepayments were$64.0 million, generating a greater use of cash during fiscal 2022 compared to fiscal 2021 primarily due to operations returning after COVID-19 restrictions lifted, the impact of inflation and increased purchasing from new business.
These changes in operating assets and liabilities more than offset:
•Accounts payable by $169.6 million, generating a greater source of cash during fiscal 2022 compared to fiscal 2021 as operations returned following the lifting of COVID-19 restrictions, new business and timing of incomedisbursements.
Fiscal 2022 and fiscal 2021 include $57.7 million and $159.1 million, respectively, of proceeds associated with labor related tax payments; and
Accounts receivable werecredits from many foreign jurisdictions in which we operate as a greater useform of cash duerelief from COVID-19 (see Note 1 to the timing of collections and revenue growth.
audited consolidated financial statements). During fiscal 2019,2022 and fiscal 2021, we paid approximately $62.5received proceeds of $1.9 million of special recognition awards and employee training costs funded by benefits from U.S. tax reform. The Company also received income of approximately $14.6$17.0 million, respectively, related to favorable loss experience in older insurance years under our casualty insurance program. We received approximately $18.9 milliongeneral liability, automobile liability and
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Table of comparable proceeds under our casualty insurance program during fiscal 2018. During fiscal 2018, we incurred approximately $58.2 million of acquisition related costs related to Avendra and AmeriPride. As a result of the adoption of the new revenue recognition standard in the first quarter of fiscal 2019, certain payments made to our clients, previously included within "Purchases of property and equipment and other" in Cash Flows Used in Investing Activities, are now included withinContents
workers' compensation programs. "Payments made to clients on contracts" in Cash Flows Provided by Operating Activities. These client payments were approximately $40.1 milliongenerated a lower use of cash during fiscal 2019.2022 compared to fiscal 2021 primarily due to timing. The "Changes in other assets" caption was a greater use ofdriven by an increase to in-service rental merchandise from operations returning after COVID-19 restrictions lifted, which more than offset higher cash during fiscal 2019 mainlydistributions received from the change in our 50% ownership interest in AIM Services Co., Ltd., as cash distributions received were higher during in fiscal 2018 by $25.2 million.2022 compared to fiscal 2021. The "Other operating activities" caption in both periods reflects mainly adjustments to net income (loss) in the current year and prior year periods related to certain non-cash gains and losses and adjustments to non-operating cash gains and losses.
Cash Flows Used in Investing Activities
The decrease in net cash flows used in investing activities were higher during fiscal 20192022 compared to fiscal 2018 relates primarily2021 due to a higher level of acquisitions of certain businesses, new equity method investments and purchases of marketable securities in fiscal 2022. During fiscal 2022, we acquired Union Supply for $199.6 million (see Note 2 to the proceeds fromaudited consolidated financial statements) and made other acquisitions ($140.4 million). During fiscal 2021, we acquired Next Level for $226.1 million (see Note 2 to the sale of HCT in the first quarter of fiscal 2019 of $293.7 million, lower levels of capital expendituresaudited consolidated financial statements) and lower spending formade other acquisitions for fiscal 2019 compared to fiscal 2018, which included the Avendra and AmeriPride acquisitions.($39.7 million). The "Proceeds from governmental agencies related to property and equipment""Other investing activities" caption includes $16.2$19.0 million and $10.0 million of proceeds received during fiscal 2022 and 2021, respectively, relating to the recovery of our investment (possessory interest) at one of the NPSNational Park Service sites within our Sports, Leisure & Corrections sector and $6.8 million of proceeds from government grants related to our new headquarters.sector.
Cash Flows Provided by (Used In)Used In Financing Activities
During fiscal 2019,2022, cash used by financing activities was impacted by $500.0 million of optional prepayments on term loans borrowings, of which $200.0 million was from the proceeds of the HCT divestiture.
During fiscal 2018, cash provided byin financing activities was impacted by the following:
issuance•payment of a new $1.785 billion U.S. Term Loan B due 2025;dividends ($113.1 million);
issuance•borrowing under the Receivables Facility ($104.9 million); and
•the repayment of $1.150 billion5.000% 2025 Senior Notes and foreign term loans ($66.7 million).
During fiscal 2021, cash used in financing activities was impacted by the following:
•the repayment of borrowings under the United States revolving credit facility ($780.0 million);
•repayment of the aggregate principal amount of 5.000% senior unsecured notes due 2028;the 2026 Notes ($500.0 million);
repayment of the U.S. dollar denominated term loan to Aramark Services, Inc. ("ASI") due 2022 ($633.8 million of principal);
repayment of borrowings on term loans ($302.6 million, which includes $260.4 million of optional prepayments);
decline in funding•repayments under the Receivables Facility ($254.2315.6 million);
•net repayments of term loan borrowings ($244.2 million);
•payment of dividends ($112.0 million); and
•payment of fees and expenses related to the U.S. Term Loan B due 2025refinancing activities, which is included in "Other financing activities," including debt issuance costs ($17.5 million) and the 5.000% senior unsecured notes due 2028 (approximately $24.7call premium ($11.9 million).
On August 6, 2019, from the Board of Directors authorized a new share repurchase program providing for purchases up to $200.0 million of Aramark common stock through July 2022. We may utilize various methods to effect repurchases of our common stock under the repurchase program, which could include open market repurchases, privately negotiated transactions, block transactions, accelerated share repurchase or open market solicitations for shares, some of which may be effected through Rule 10b5-1 plans. Repurchases will be made based on ongoing assessmentsrepayment of the capital needs of the business, the market price of our common stock and general market conditions. The program may be suspended or discontinued at any time.
During fiscal 2017, the Board of Directors authorized a share repurchase program providing for purchases of up to $250.0 million of Aramark common stock, which expired February 1, 2019. During fiscal 2019, we completed a repurchase of 1.6 million shares of our common stock for $50.0 million under this program. During fiscal 2018, we completed a repurchase of 0.6 million shares of our common stock for $24.4 million.2026 Notes.
The "Other financing activities" caption also reflects a use of cash during fiscal 20192022 and fiscal 2018,2021, primarily related to taxes paid by us when we withhold shares upon an employee's exercise or vesting of equity awards to cover income taxes.
We intend to continue to pay cash dividends on our common stock, subject to our compliance with applicable law, and depending on, among other things, our results of operations, financial condition, level of indebtedness, capital requirements, contractual restrictions, restrictions in our debt agreements, business prospects and other factors that our Board of Directors

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may deem relevant. However, the payment of any future dividends will be at the discretion of our Board of Directors and our Board of Directors may, at any time, determine not to continue to declare quarterly dividends.
Covenant Compliance
The Credit Agreement contains a number of covenants that, among other things, restrict, subject to certain exceptions, our ability and the ability of our subsidiaries to: incur additional indebtedness; issue preferred stock or provide guarantees; create liens on assets; engage in mergers or consolidations; sell assets; pay dividends, make distributions or repurchase our capital stock; make investments, loans or advances; repay or repurchase any subordinated debt, except as scheduled or at maturity; create restrictions on the payment of dividends or other amounts to us from our restricted subsidiaries; make certain acquisitions; engage in certain transactions with affiliates; amend material agreements governing our subordinated debt (or any indebtedness that refinances our subordinated debt); and fundamentally change our business. The indentures governing our senior notes contain similar provisions. As of September 27, 2019,30, 2022, we were in compliance with these covenants.
As stated above, the Credit Agreement and the indentures governing our senior notes contain provisions that restrict our ability to pay dividends and repurchase stock (collectively, "Restricted Payments"). In addition to customary exceptions, the Credit Agreement and indentures permit Restricted Payments in the aggregate up to an amount that increases quarterly by 50% of our
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Consolidated Net Income, as such term is defined in these debt agreements, subject to being in compliance with the interest coverage ratio described below.
Under the Credit Agreement, we are required to satisfy and maintain specified financial ratios and other financial condition tests and covenants. The indentures governing our senior notes also require us to comply with certain financial ratios in order to take certain actions. Our continued ability to meet those financial ratios, tests and covenants can be affected by events beyond our control, and there can be no assurance that we will meet those ratios, tests and covenants.
These financial ratios, tests and covenants involve the calculation of certain measures that we refer to in this discussion as "Covenant Adjusted EBITDA." Covenant Adjusted EBITDA is not a measurement of financial performance under U.S. GAAP. Covenant Adjusted EBITDA is defined as net income (loss) of ASI.Aramark Services, Inc. ("ASI") and its restricted subsidiaries plus interest and other financing costs, net, provision (benefit) for income taxes, and depreciation and amortization, further adjusted to give effect to adjustments required in calculating covenant ratios and compliance under our Credit Agreement and the indentures governing our senior notes.
Our presentation of these measures has limitations as an analytical tool, and should not be considered in isolation or as a substitute for analysis of our results as reported under U.S. GAAP. You should not consider these measures as alternatives to net income or operating income determined in accordance with U.S. GAAP. Covenant Adjusted EBITDA, as presented by us, may not be comparable to other similarly titled measures of other companies because not all companies use identical calculations.
The following is a reconciliation of netNet income (loss) attributable to ASI stockholder, which is a U.S. GAAP measure of Aramark Services, Inc.ASI''s operating results, to Covenant Adjusted EBITDA as defined in our debt agreements. The terms and related calculations are defined in the Credit Agreement and the indentures governing our senior notes. Covenant Adjusted EBITDA is a measure of ASI and its restricted subsidiaries only and does not include the results of Aramark.
Twelve Months Ended
(in millions)September 30, 2022October 1, 2021
Net income (loss) attributable to ASI stockholders$194.5 $(90.8)
Interest and other financing costs, net372.7 401.4 
Provision (Benefit) for income taxes61.5 (40.6)
Depreciation and amortization532.3 550.7 
Share-based compensation expense(1)    
95.5 71.1 
Unusual or non-recurring (gains) and losses(2)
— (77.1)
Pro forma EBITDA for equity method investees(3)    
8.4 10.2 
Pro forma EBITDA for certain transactions(4)
11.8 11.2 
Other(5)(6)
45.0 102.5 
Covenant Adjusted EBITDA$1,321.7 $938.6 
  Fiscal Year Ended
(in millions) September 27, 2019 September 28, 2018
Net income attributable to ASI stockholder $448.5
 $567.9
Interest and other financing costs, net 335.0
 346.5
Provision (Benefit) for income taxes 107.7
 (96.6)
Depreciation and amortization 592.6
 596.2
Share-based compensation expense(1)    
 55.3
 88.3
Unusual or non-recurring (gains)/losses(2)     
 (156.3) —
Pro forma EBITDA for equity method investees(3)    
 8.1
 15.2
Pro forma EBITDA for certain transactions(4)
 21.5
 58.6
Other(5)
 253.5
 151.7
Covenant Adjusted EBITDA $1,665.9
 $1,727.8
(1)    Represents share-based compensation expense resulting from the application of accounting for stock options, restricted stock units, performance stock units, deferred stock units awards and employee stock purchases (see Note 12 to the audited consolidated financial statements).
(1)Represents share-based compensation expense resulting from the application of accounting for stock options, restricted stock units, performance stock units and deferred stock unit awards (see Note 11 to the audited consolidated financial statements).

(2)    Represents the fiscal 2021 non-cash gain from an observable price change on an equity investment ($137.9 million) and the fiscal 2021 non-cash loss from the termination of certain defined benefit pension plans ($60.9 million).
(3)    Represents our estimated share of EBITDA, primarily from our AIM Services Co., Ltd. equity method investment, not already reflected in our Net Income (Loss) attributable to ASI stockholders. EBITDA for this equity method investee is calculated in a manner consistent with consolidated Covenant Adjusted EBITDA but does not represent cash distributions received from this investee.
(4)    Represents the annualizing of net EBITDA from acquisitions made during the period.
(5)    "Other" for the twelve months ended September 30, 2022 includes adjustments to remove the impact attributable to the adoption of certain accounting standards that are made to the calculation in accordance with the Credit Agreement and indentures ($34.8 million), the reversal of a contingent consideration liability related to an acquisition earn out ($20.7 million), non-cash charges for inventory write-downs to net realizable value and fixed asset write-offs related to personal protective equipment ($20.5 million), severance charges ($19.6 million), United States and non-United States governmental labor related tax credits resulting from the COVID-19 pandemic ($17.3 million), favorable impact related to a client contract dispute ($9.6 million), charges related to the Company's intention to spin-off the Uniform segment
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($9.3 million), gain from a funding agreement related to a legal matter ($6.5 million), the loss from the change in fair value related to certain gasoline and diesel agreements ($6.4 million), compensation expense related to an acquisition earn out contingent on employees staying until the performance period ends ($5.6 million), the gain from the insurance proceeds received related to property damage from a tornado in Nashville ($4.0 million), the impact of hyperinflation in Argentina ($3.5 million), due diligence charges related to acquisitions ($2.5 million) and other miscellaneous expenses.
(2)Represents the gain from the divestiture of HCT.
(3)Represents our estimated share of EBITDA, primarily from our AIM Services Co., Ltd. equity method investment, not already reflected in our Net income attributable to ASI stockholder. EBITDA for this equity method investee is calculated in a manner consistent with consolidated Covenant Adjusted EBITDA but does not represent cash distributions received from this investee.
(4)Represents the annualizing of net EBITDA from acquisitions and divestitures made during the period.
(5)
(6)    "Other" for the twelve months ended October 1, 2021 includes non-cash charges for inventory write-downs to net realizable value and for excess inventory related to personal protective equipment ($36.0 million), labor charges, incremental expenses and other expenses associated with closed or partially closed client locations resulting from the COVID-19 pandemic, net of United States and non-United States governmental labor related tax credits ($28.4 million), adjustments to remove the impact attributable to the adoption of certain accounting standards that are made to the calculation in accordance with the Credit Agreement and indentures ($25.3 million), expenses related to merger and integration related charges ($22.2 million), gain from a funding agreement related to a legal matter ($10.0 million), reversal of severance charges ($8.2 million), the gain from the change in fair value related to certain gasoline and diesel agreements ($5.9 million), a favorable settlement of a legal matter ($4.7 million), non-cash impairment charges related to various assets ($3.8 million), charges related to a client contract dispute ($2.6 million), expenses related to the impact of the ice storm in Texas ($2.5 million), a non-cash charge related to an environmental matter ($2.5 million), non-cash charges related to information technology assets ($2.2 million), the impact of hyperinflation in Argentina ($1.8 million) and other miscellaneous expenses.
"Other" for the twelve months ended September 27, 2019 and September 28, 2018, respectively, includes expenses related to merger and integration related charges ($36.1 million and $78.1 million), adjustments to remove the impact attributable to the adoption of certain new accounting standards, including Accounting Standards Codification 606, Revenue from Contracts with Customers, in accordance with the Credit Agreement and indentures ($23.7 million and $7.7 million), organizational streamlining initiatives ($18.7 million and $36.6 million), duplicate rent charges, moving costs, opening costs to build out and ready the Company's new headquarters while occupying its then existing headquarters and closing costs ($8.2 million and $7.7 million), the impact of hyperinflation in Argentina ($4.9 million and $3.8 million), the impact of the change in fair value related to certain gasoline and diesel agreements ($4.7 million loss and $0.2 million gain) and other miscellaneous expenses. "Other" for the twelve months ended September 27, 2019 also includes compensation expense for employee reinvestments funded by benefits from U.S. tax reform ($74.9 million), charges related to certain legal settlements ($27.9 million), non cash impairment charges ($14.8 million), cash compensation charges associated with the retirement of the Company's former chief executive officer ($10.4 million), closing costs mainly related to customer contracts ($8.5 million), advisory fees related to shareholder matters ($7.7 million), banker fees and other charges related to the sale of HCT ($7.7 million) and settlement charges related to exiting a joint venture arrangement ($4.5 million). "Other" for the twelve months ended September 28, 2018 also includes property and other asset write-downs related to a joint venture liquidation and acquisition ($7.5 million) and certain environmental charges ($5.0 million).
Our covenant requirements and actual ratios for the fiscal yeartwelve months ended September 27, 201930, 2022 are as follows:
Covenant
Requirements		Actual
Ratios
Consolidated Secured Debt Ratio(1)
≤ 5.125x1.78x2.73x
Interest Coverage Ratio (Fixed Charge Coverage Ratio)(2)
≥ 2.000x5.02x3.55x
(1)The Credit Agreement requires ASI to maintain a maximum Consolidated Secured Debt Ratio, defined as consolidated total indebtedness secured by a lien to Covenant Adjusted EBITDA, of 5.125x. Consolidated total indebtedness secured by a lien is defined in the Credit Agreement as total indebtedness consisting of debt for borrowed money, capital leases, debt in respect of sale-leaseback transactions, disqualified and preferred stock and advances under the Receivables Facility secured by a lien reduced by the amount of cash and cash equivalents on the consolidated balance sheet that is free and clear of any lien. Non-compliance with the maximum Consolidated Secured Debt Ratio could result in the requirement to immediately repay all amounts outstanding under the Credit Agreement, which, if ASI's lenders under our Credit Agreement (other than the lenders in respect of ASI's U.S.
(1)    The Credit Agreement requires ASI to maintain a maximum Consolidated Secured Debt Ratio, defined as consolidated total indebtedness secured by a lien to Covenant Adjusted EBITDA, not to exceed 5.125x. Consolidated total indebtedness secured by a lien is defined in the Credit Agreement as total indebtedness consisting of debt for borrowed money, finance leases, debt in respect of sales-leaseback transactions, disqualified and preferred stock and advances under the Receivables Facility secured by a lien reduced by the amount of cash and cash equivalents on the consolidated balance sheet that is free and clear of any lien. Non-compliance with the maximum Consolidated Secured Debt Ratio could result in the requirement to immediately repay all amounts outstanding under the Credit Agreement, which, if ASI's lenders under our Credit Agreement (other than the lenders in respect of ASI's United States Term Loan B Loans, which lenders do not benefit from the maximum Consolidated Secured Debt Ratio covenant) failed to waive any such default, would also constitute a default under the indentures governing our senior notes.
(2)    Our Credit Agreement establishes an incurrence-based minimum Interest Coverage Ratio, defined as Covenant Adjusted EBITDA to consolidated interest expense, the achievement of which is a condition for us to incur additional indebtedness and to make certain restricted payments and does not result in a default under the Credit Agreement or the indentures governing the senior notes.
(2)Our Credit Agreement establishes an incurrence-based minimum Interest Coverage Ratio, defined as Covenant Adjusted EBITDA to consolidated interest expense, the achievement of which is a condition for us to incur additional indebtedness and to make certain restricted payments. If we do not maintain this minimum Interest Coverage Ratio calculated on a pro forma basis for any such additional indebtedness or restricted payments, we could be prohibited from being able to (1) incur additional indebtedness, other than the incremental capacity provided for under the Credit Agreement and pursuant to specified exceptions, and (2) make certain restricted payments, other than pursuant to certain exceptions. However, any failure to maintain the minimum Interest Coverage Ratio would not result in a default or an event of default under either the Credit Agreement or the indentures governing the senior notes. The minimum Interest Coverage Ratio is at least 2.000x for the term of the Credit Agreement. Consolidated interest expense is defined in the Credit Agreement as consolidated interest expense excluding interest income, adjusted for acquisitions and dispositions, further adjusted for certain non-cash or nonrecurring interest expense and our estimated share of interest expense from one equity method investee. The indentures governing our senior notes include a similar requirement which is referred to as a Fixed Charge Coverage Ratio.
We and our estimated share of interest expense from one equity method investee. The indentures governing our senior notes include a similar requirement which is referred to as a Fixed Charge Coverage Ratio.
The Company and its subsidiaries and affiliates may from time to time, in theirour sole discretion, purchase, repay, redeem or retire any of our outstanding debt securities (including any publicly issued debt securities), in privately negotiated or open market transactions, by tender offer or otherwise, or extend or refinance any of our outstanding indebtedness.

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The following table summarizes our future obligations for debt repayments, capitalfinance leases, estimated interest payments, future minimum rental and similar commitments under noncancelable operating leases as well as contingent obligations related to outstanding letters of credit and guarantees as of September 27, 201930, 2022 (dollars in thousands):
Payments Due by Period
Contractual Obligations as of September 30, 2022TotalLess than
1 year		1-3 years3-5 yearsMore than
5 years
Long-term borrowings(1)
$7,305,832 $37,602 $4,235,247 $1,152,526 $1,880,457 
Finance lease obligations158,027 28,589 48,901 33,825 46,712 
Estimated interest payments(2)
927,800 270,600 467,400 164,000 25,800 
Operating leases and other noncancelable commitments436,507 81,729 126,332 82,221 146,225 
Purchase obligations(3)
665,221 267,049 140,809 85,555 171,808 
Other liabilities(4)
709,009 215,546 242,531 30,783 220,149 
$10,202,396 $901,115 $5,261,220 $1,548,910 $2,491,151 
Amount of Commitment Expiration by Period
Other Commercial Commitments as of September 30, 2022Total
Amounts
Committed		Less than
1 year		1-3 years3-5 yearsMore than
5 years
Letters of credit$87,517 $76,445 $11,072 $— $— 
  Payments Due by Period
Contractual Obligations as of September 27, 2019 Total 
Less than
1 year
 1-3 years 3-5 years 
More than
5 years
Long-term borrowings(1)
 $6,571,716
 $38,607
 $92,211
 $2,169,447
 $4,271,451
Capital lease obligations 148,754
 31,321
 50,420
 30,814
 36,199
Estimated interest payments(2)
 1,473,800
 237,200
 478,100
 471,500
 287,000
Operating leases and other noncancelable commitments 527,562
 101,061
 131,673
 80,010
 214,818
Purchase obligations(3)
 595,289
 248,926
 158,449
 63,031
 124,883
Other liabilities(4)
 270,100
 58,800
 32,000
 14,000
 165,300
  $9,587,221
 $715,915
 $942,853
 $2,828,802
 $5,099,651
           
  Amount of Commitment Expiration by Period
Other Commercial Commitments as of September 27, 2019 
Total
Amounts
Committed
 
Less than
1 year
 1-3 years 3-5 years 
More than
5 years
Letters of credit $110,052
 $110,052
 $—
 $—
 $—
(1)Excludes the $41.6 million reduction to long-term borrowings from debt issuance costs, $0.7 million reduction from the discount on the United States Term B-4 Loans due 2027 and finance lease obligations.
(1)Excludes the $48.3 million reduction to long-term borrowings from debt issuance costs and the increase of $10.0 million from the premium on the 5.125% Senior Notes due 2024.
(2)These amounts represent future interest payments related to our existing debt obligations based on fixed and variable interest rates specified in the associated debt agreements and reflect any current hedging arrangements. Payments related to variable debt are based on applicable rates at September 27, 2019 plus the specified margin in the associated debt agreements for each period presented. The amounts provided relate only to existing debt obligations and do not assume the refinancing or replacement of such debt. The average debt balance for each fiscal year from 2020 through 2025 is $6,496.2 million, $6,460.4 million, $6,414.7 million, $6,195.8 million, $4,956.9 million and $2,976.1 million, respectively. The weighted average interest rate of our existing debt obligations for each fiscal year from 2020 through 2025 is 3.65%, 3.67%, 3.75%, 4.04%, 4.46% and 4.59%
(2)These amounts represent future interest payments related to our existing debt obligations based on fixed and variable interest rates specified in the associated debt agreements and reflect any current hedging arrangements. Payments related to variable debt are based on applicable rates at September 30, 2022 plus the specified margin in the associated debt agreements for each period presented. The amounts provided relate only to existing debt obligations and do not assume the refinancing or replacement of such debt. The average debt balance for each fiscal year from 2023 through 2028 is $7,421.0 million, $7,327.5 million, $5,324.5 million, $2,941.4 million, $2,347.8 million and $791.8 million, respectively. The weighted average interest rate of our existing debt obligations for each fiscal year from 2023 through 2028 is 3.65%, 3.74%, 3.63%, 3.02%, 3.20% and 3.26%, respectively (see Note 5 to the audited consolidated financial statements for the terms and maturities of existing debt obligations).
(3)Represents commitments for capital projects to help finance improvements or renovations at the facilities in which we operate.
(4)Includes certain unfunded employee retirement, legal settlement, CEO retirement and severance related obligations.
During the first quarter of fiscal 2019, we extended the maturity dates of the Revolving Credit Facility, Yen Term Loan due 2022, Canadian Term Loan due 2022, Canadian Term Loan A-1 due 2023 and Euro Term Loan due 2022 to October 1, 2023 (see Note 5 to the audited consolidated financial statements)statements for the terms and maturities of existing debt obligations).
(3)Represents mainly the commitments for capital projects to help finance improvements or renovations at the facilities in which we operate.
(4)Includes certain unfunded employee retirement obligations, contingent consideration obligations related to acquisitions, deferred social security taxes, self-insurance obligations and other obligations.
We have excluded from the table above uncertain tax liabilities due to the uncertainty of the amount and period of payment. As of September 27, 2019,30, 2022, we have gross uncertain tax liabilities of $36.3$80.2 million (see Note 910 to the audited consolidated financial statements). During fiscal 2019,2022, we made contributions totaling $10.5$5.7 million into our defined benefit pension plans and benefit payments and settlements of $21.5 million out of these plans. Estimated contributions to our defined benefit pension plans in fiscal 20202023 are $4.1 million and estimated benefit payments out of these plans in fiscal 2020 are $13.6$2.8 million (see Note 89 to the audited consolidated financial statements).
We have ana Receivables Facility agreement (the "Receivables Facility") with three financial institutions where we sell on a continuous basis an undivided interest in all eligible accounts receivable, as defined in the Receivables Facility. The maximum amount available under the Receivables Facility as of September 30, 2022 is $400.0 million, which expires in May 2021. In addition,$500.0 million. During the third quarter of fiscal 2022, we increased the purchase limit available under the Receivables Facility includes afrom $400.0 million to $500.0 million and the additional seasonal tranche which increases the capacityof $100.0 million has been eliminated. All other terms and conditions of the Receivables Facility and the maximum amount available by $100.0 million from October through March.agreement remained largely unchanged. As of September 27, 2019,30, 2022, there were no borrowingsare $104.9 million outstanding under the Receivables Facility. Amounts borrowed under the Receivables Facility fluctuate monthly based on our funding requirements and the level of qualified receivables available to collateralize the Receivables Facility.
Pursuant to the Receivables Facility, we formed ARAMARK Receivables, LLC, a wholly-owned, consolidated, bankruptcy-remote subsidiary. ARAMARK Receivables, LLC was formed for the sole purpose of transferringbuying and selling receivables generated by

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certain of our subsidiaries. Under the Receivables Facility, we and certain of our subsidiaries transfer without recourse all of theirour accounts receivable to ARAMARK Receivables, LLC. As collections reduce previously transferred interests, interests in new, eligible receivables are transferred to ARAMARK Receivables, LLC, subject to meeting certain conditions.
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Supplemental Consolidating Information
Pursuant to Regulation S-X Rule 13-01, which simplified certain disclosure requirements for guarantors and issuers of guaranteed securities, we are no longer required to provide condensed consolidating financial statements for Aramark and its subsidiaries, including the guarantors and non-guarantors under our Credit Agreement and the indentures governing our senior notes. ASI, the borrower under our Credit Agreement and the indentures governing our senior notes, and its restricted subsidiaries together comprise substantially all of our assets, liabilities and operations, and there are no material differences between the consolidating information related to Aramark and Aramark Intermediate Holdco Corporation, the direct parent of ASI and a guarantor under our Credit Agreement, on the one hand, and ASI and its restricted subsidiaries on a standalone basis, on the other hand.
Other
Our business activities do not include the use of unconsolidated special purpose entities and there are no significant business transactions that have not been reflected in the accompanying audited consolidated financial statements. In fiscal 2019, we began insuringWe insure portions of our risk in general liability, automobile liability, and workers’ compensation risksliability and property liability through a wholly owned captive insurance subsidiary (the "Captive") to enhance our risk financing strategies. The Captive is subject to regulation inthe regulations within its jurisdictiondomicile of domicile,Bermuda, including regulations established by the Bermuda Monetary Authority (the "BMA") relating to levels of liquidity and solvency as such concepts are defined by the regulator.BMA. The Captive was in compliance with these regulations as of year-end.September 30, 2022. These regulations may have the effect of limiting our ability to access certain cash and cash equivalents held by the Captive for uses other than for the payment of our general liability, automobile liability, and workers’ compensation claimsliability, property liability and related Captive costs. As of September 27, 2019,30, 2022 and October 1, 2021, cash and cash equivalents at the Captive was $50.4 million.
We are self-insured forwere $23.1 million and $194.3 million, respectively. During fiscal 2022, the Captive began investing a limited portion of its cash and cash equivalents in United States Treasury securities to improve returns on the risk retained under our general liability, automobile liabilityCaptive's assets. The amount of this investment as of September 30, 2022 was $78.2 million and workers’ compensation insurance arrangements. Self-insurance reserves are recorded basedin "Prepayments and other current assets" on actuarial analyses.the Consolidated Balance Sheets.
Critical Accounting Policies and Estimates
Our significant accounting policies are described in the notes to the audited consolidated financial statements included in this Annual Report. As described in such notes, we recognize revenue in the period in which the performance obligation is satisfied. During the first quarter of fiscal 2019, we adopted the new accounting standard related to revenue recognition. See Notes 1 and 7 to our audited consolidated financial statements for our revenue recognition policy and the impact of adoption of the new accounting standard.
In preparing our financial statements, management is required to make estimates and assumptions that, among other things, affect the reported amounts of assets, liabilities, revenue and expenses. These estimates and assumptions are most significant where they involve levels of subjectivity and judgment necessary to account for highly uncertain matters or matters susceptible to change, and where they can have a material impact on our financial condition and operating performance. If actual results were to differ materially from the estimates made, the reported results could be materially affected.
Critical accounting estimates and the related assumptions are evaluated periodically as conditions warrant, and changes to such estimates are recorded as new information or changed conditions require.
Asset Impairment Determinations
Goodwill, the Aramark trade name and other trade names are primarily indefiniteIndefinite lived intangible assets that are not amortizable andamortized are subject to an impairment test that we conduct annually or more frequently if a change in circumstances or the occurrence of events indicates that potential impairment exists. TheFor goodwill, the impairment test may first consider qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount. Examples of qualitative factors include, macroeconomic conditions, industry and market considerations, cost factors, overall financial performance, entity-specific events, events affecting reporting units and sustained changes in our stock price. If results of the qualitative assessment indicate a more likely than not determination or if a qualitative assessment is not performed, a quantitative test is performed by comparing the estimated fair value using a discounted cash flow calculations ofmethod or market method for each reporting unit with its estimated net book value. The discounted cash flow calculations are dependent on several subjective factors including the timing of future cash flows, future growth rates and the discount rate. If our assumptions or estimates in our fair value calculations change or if future cash flows or future growth rates vary from what was planned, this may impact our impairment analysis.
We perform the assessment of goodwill at the reporting unit level. Within our FSS International segment, each country or region is evaluated separately since they are relatively autonomous and separate goodwill balances have been recorded for each entity. During the fourth quarter of fiscal 2019,2022, we performed anthe annual impairment test for goodwill for each of our reporting units using a qualitativequantitative testing approach, except for one reporting unit which was tested using the quantitative approach. Based on ourthe evaluation performed, we determined that it was more likely than not that the fair value of each of the reporting units significantly exceeded its respective carrying amount, and therefore, we determined that goodwill was not impaired.
The determination of fair value of thefor each reporting unit includes assumptions, which are considered Level 3 inputs, that are subject to risk and uncertainty. The discounted cash flow calculations are dependent on several subjective factors including the timing of future cash flows, the underlying margin projection assumptions, future growth rates and the discount rate. The market based method is dependent on several subjective factors including the determination of market multiples and future cash
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flows. If our assumptions or estimates in our FSS International segment for which goodwillfair value calculations change or if future cash flows, margin projections or future growth rates vary from what was tested usingexpected, this may impact our impairment analysis and could reduce the quantitative approach hasunderlying cash flows used to estimate fair values and result in a goodwill balance of $282.3 million and adecline in fair value that exceeded its carrying value by approximately 22% in fiscal 2019.may trigger future impairment charges.
With respect to our other long-lived assets, we are required to test for asset impairment whenever events or circumstances indicate that the carrying value of an asset may not be recoverable. If indicators of impairment are present, we compare the sum of the future expected cash flows from the asset, undiscounted and without interest charges, to the asset’s carrying value. If the sum of the future expected cash flows from the asset is less than the carrying value, an impairment would be recognized for the difference between the estimated fair value and the carrying value of the asset.
In making future cash flow analyses of various assets, we make assumptions relating to the following:

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The•    the intended use of assets and the expected future cash flows resulting directly from such use;
Comparable•    comparable market valuations of businesses similar to Aramark's business segments;
Industry•    industry specific economic conditions;
Competitor•    competitor activities and regulatory initiatives; and
Client•    client and customer preferences and behavior patterns.
We believe that an accounting estimate relating to asset impairment is a critical accounting estimate because the assumptions underlying future cash flow estimates are subject to change from time to time and the recognition of an impairment could have a significant impact on our consolidated statementConsolidated Statements of income.
During fiscal 2019, the Company recorded non cash impairment charges of approximately $14.8 million.Income (Loss).
Litigation and Claims
From time to time, we and our subsidiaries are party to various legal actions, proceedings and investigations involving claims incidental to the conduct of our businesses, including those brought by clients, consumers,customers, employees, government entities and third parties under, among others, federal, state, international, national, provincial and local employment laws, wage and hour laws, discrimination laws, immigration laws, human health and safety laws, import and export controls and customs laws, environmental laws, false claims or whistleblower statutes, procurement regulations, intellectual property laws, food safety and sanitation laws, cost and accounting principles, the Foreign Corrupt Practices Act, the U.K. Bribery Act, other anti-corruption laws, lobbying laws, motor carrier safety laws, data privacy and security laws and alcohol licensing and service laws, or alleging negligence and/or breach of contractual and other obligations. We consider the measurement of litigation reserves as a critical accounting estimate because of the significant uncertainty in some cases relating to the outcome of potential claims or litigation and the difficulty of predicting the likelihood and range of potential liability involved, coupled with the material impact on our results of operations that could result from litigation or other claims. In determining legal reserves, we consider, among other issues:
•    interpretation of contractual rights and obligations;
•    the status of government regulatory initiatives, interpretations and investigations;
•    the status of settlement negotiations;
•    prior experience with similar types of claims;
•    whether there is available insurance; and
•    advice of counsel.
We were involved in a dispute with a client regarding our provision of services pursuant to a contract. During fiscal 2019,2022, we resolved the Company recorded certain legal settlementsmatter by entering into a settlement agreement with the client whereby our obligations totaled $13.6 million, resulting in a reversal of approximately $27.9 million.previously reserved amounts of $5.7 million, which is included in "Cost of services provided (exclusive of depreciation and amortization)" on the Consolidated Statements of Income (Loss).
Allowance for Doubtful AccountsCredit Losses
We encounter credit loss risks associated with revenue and the collection of the associated accounts receivable.receivables. We record a provision for accounts receivable that are considered to be uncollectible. In order to calculate the appropriate provision, we analyze the creditworthiness of specific customers, aging of customer balances,historical experience, current general and specific industry economic conditions, industry concentrations, such as exposure to small and medium-sized businesses, the non-profit healthcare sector, federal and local governments, and reasonable and supportable forecasts that affect the automotive industry,collectability of the airline and financial services industries, and contractual rights and obligations.reported amount in estimating credit losses. The accounting estimate related to the allowance for doubtful accountscredit losses is a critical accounting estimate because the underlying assumptions used for the allowance can change from time to time and uncollectible accountscredit losses could potentially have a material impact on our results of operations. We adopted a new accounting standard related to the measurement of expected credit losses as of October 3, 2020 (the first day of fiscal 2021).
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As of September 27, 201930, 2022 and September 28, 2018, the Company'sOctober 1, 2021, our allowance for doubtful accountscredit losses was approximately $49.6$56.4 million and $52.7$79.6 million, respectively.
Inventory Obsolescence
We record an inventory obsolescence reserve for obsolete, excess and slow-moving inventory, principally in the Uniform segment. In calculating our inventory obsolescence reserve, we analyze historical and projected data regarding customer demand within specific product categories and make assumptions regarding economic conditions within customer specific industries, as well as style and product changes. Our accounting estimate related to inventory obsolescence is a critical accounting estimate because customer demand in certain of our businesses can be variable and changes in our reserve for inventory obsolescence could materially affect our results of operations.
As of September 27, 201930, 2022 and September 28, 2018, the Company'sOctober 1, 2021, our reserve for inventory obsolescence was approximately $23.6$51.3 million and $21.5$45.7 million, respectively.

Self-Insurance Reserves
38We self-insure for obligations related to certain risks that we retain under our casualty program, which includes general liability, automobile liability and workers’ compensation liability, as well as for property liability and employee healthcare benefit programs. The accounting estimates related to our self-insurance reserves are critical accounting estimates because changes in our claim experience, our ability to settle claims or other estimates and judgments we use could potentially have a material impact on our results of operations. Our reserves for retained costs associated with our casualty program are estimated through actuarialmethods, with the assistance of third-party actuaries, using loss development assumptions based on our claims history. Our casualty program reserves take into account reported claims as well as incurred-but-not-reported losses using loss development factors based upon past experience. In order to determine the loss development factors, we make judgments relating to the nature, frequency, severity, and age of claims, and industry, regulatory and company-specific trends impacting the development of claims. The actual cost to settle our self-insured casualty claim liabilities can differ from our reserve estimates because of a number of uncertainties, including the inherent difficulty in estimating the severity of a claim and the potential amount to defend and settle a claim.

TableAs of ContentsSeptember 30, 2022 and October 1, 2021, our self-insurance reserves were $254.4 million and $235.7 million, respectively.

Income Taxes
We use the asset and liability method of accounting for income taxes. Under this method, income tax expense is recognized for the amount of taxes payable or refundable for the current year and for deferred tax liabilities and assets for the future tax consequences of events that have been recognized in our consolidated financial statements or tax returns. We make assumptions, judgments and estimates to determine the current income tax provision (benefit), deferred tax asset and liabilities and valuation allowance recorded against a deferred tax asset. The assumptions, judgments and estimates relative to the current income tax provision (benefit) take into account current tax laws, their interpretation and possible results of foreign and domestic tax audits. Changes in tax law, their interpretation and resolution of tax audits could significantly impact the income taxes provided in our consolidated financial statements. Assumptions, judgments and estimates relative to the amount of deferred income taxes take into account future taxable income. Any of the assumptions, judgments and estimates mentioned above could cause the actual income tax obligations to differ from our estimates.
Critical accounting estimatesAs of September 30, 2022 and October 1, 2021, our valuation allowance reserves recorded against deferred tax assets were $83.8 million and $97.5 million, respectively (see Note 10 to the related assumptions are evaluated periodically as conditions warrant, and changes to such estimates are recorded as new information or changed conditions require.

audited consolidated financial statements).
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New Accounting Standards Updates
See Note 1 to the audited consolidated financial statements for a full description of recent accounting standards updates, including the expected dates of adoption.
Item 7A.    Quantitative and Qualitative Disclosure About Market Risk
We are exposed to the impact of interest rate changes and manage this exposure through the use of variable-rate and fixed-rate debt and by utilizing interest rate swaps. We do not enter into contracts for trading purposes and do not use leveraged instruments. The information below summarizes our market risks associated with debt obligations and other significant financial instruments as of September 27, 201930, 2022 (see Notes 5 and 6 to the audited consolidated financial statements). Fair values were computed using market quotes, if available, or based on discounted cash flows using market interest rates as of the end of the respective periods. For debt obligations, the table presents principal cash flows and related interest rates by contractual fiscal year of maturity. Variable interest rates disclosed represent the weighted-average rates of the portfolio at September 27, 2019.30, 2022. For interest rate swaps, the table presents the notional amounts and related weighted-average interest rates by fiscal year of maturity. The variable rates presented are the average forward rates for the term of each contract.
  (US$ equivalent in millions)
  Expected Fiscal Year of Maturity
As of September 27, 2019 2020 2021 2022 2023 2024 Thereafter Total Fair Value
Debt:                
Fixed rate $31
 $31
 $20
 $14
 $917
 $2,641
 $3,654
 $3,782
Average interest rate 5.0% 5.0% 5.0% 5.0% 5.1% 4.7% 4.8%  
Variable rate $39
 $39
(a) 
$53
 $80
 $1,190
 $1,665
 $3,066
 $3,069
Average interest rate 3.1% 2.4% 2.4% 2.4% 3.7% 4.1% 3.8%  
Interest Rate Swaps:                
Receive variable/pay fixed $425
 $250
 $327
 $1,550
 $—
 $—
 $2,552
 $(43)
Average pay rate 2.2% 2.5% 2.0% 2.1% —% —%    
Average receive rate 2.1% 2.1% 1.6% 2.1% —% —%    
(a)As of September 27, 2019, there were no borrowings outstanding under the Receivables Facility due 2021.
As of September 27, 2019, the Company had foreign currency forward exchange contracts outstanding with notional amounts of €72.6 million, CAD 30.0 million and £7.5 million to mitigate the risk of changes in foreign currency exchange rates on short-term intercompany loans to certain international subsidiaries. As of September 27, 2019, the fair value of these foreign exchange contracts is $0.1 million, which is included in "Prepayments and Other Current Assets" in our Consolidated Balance Sheets.
(US$ equivalent in millions)
Expected Fiscal Year of Maturity
As of September 30, 202220232024202520262027ThereafterTotalFair Value
Debt:
Fixed rate$29 $26 $2,393 $19 $15 $1,197 $3,679 $3,457 
Average interest rate4.0 %4.0 %5.6 %4.0 %4.0 %5.0 %5.4 %
Variable rate$38 $149 $1,716 $313 $839 $730 $3,785 $3,696 
Average interest rate5.5 %3.7 %4.3 %3.6 %4.3 %5.0 %4.3 %
Interest Rate Swaps:
Receive variable/pay fixed$1,550$—$800$—$700$500$3,550$155
Average pay rate2.1 %— %1.6 %— %2.2 %1.5 %
Average receive rate3.1 %— %3.1 %— %3.1 %3.1 %
The CompanyWe entered into a series of pay fixed/receive floating gasoline and diesel fuel agreements based on the Department of Energy weekly retail on-highway index in order to limit itsour exposure to price fluctuations for gasoline and diesel fuel. As of September 27, 2019, the Company has30, 2022, we had contracts for approximately 18.69.4 million gallons outstanding through September of fiscal 2020.2022. As of September 27, 2019,30, 2022, the fair value of the Company’sour gasoline and diesel fuel hedge agreements is $0.5$2.6 million, which is included in "Accounts Payable" inpayable" on our Consolidated Balance Sheets.
Item 8.    Financial Statements and Supplementary Data
See Financial Statements and Schedule beginning on page S-1.
Item 9.    Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
Not applicable.

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Item 9A.    Controls and Procedures
(a) Evaluation of Disclosure Controls and Procedures
The Company’sOur management, with the participation of the Company’sour Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of the Company’sour disclosure controls and procedures (as that term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended) as of the end of the period covered by this report. Based on that evaluation, management, with the participation of theour Chief Executive Officer and Chief Financial Officer, concluded that the Company’sour disclosure controls and procedures, as of the end of the period covered by this report, are functioning effectively to provide reasonable assurance that the information required to be disclosed by the Companyus in reports filed under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and is accumulated and communicated to the Company'sour management, including itsour principal executive and principal financial officers, to allow timely decisions regarding required disclosures. A controls system, no matter how well designed and operated, cannot provide absolute assurance that the objectives of the controls system are met, and no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within a company have been detected.
(b) Management’s Annual Report on Internal Control Over Financial Reporting
The Company'sOur management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Rule 13a-15(f) of the Exchange Act. Under the supervision and with the participation of the Company'sour management, including theour Chief Executive Officer and Chief Financial Officer, the Companywe conducted an evaluation of the effectiveness of the Company'sour internal control over financial reporting based upon criteria established in Internal Control – Integrated Framework (2013) by the Committee of Sponsoring Organizations of the Treadway Commission. Based on that evaluation, the Company'sour management concluded that the Company'sour internal control over financial reporting was effective as of September 27, 2019.30, 2022. The effectiveness of the Company'sour internal control over financial reporting as of September 27, 201930, 2022 has been audited by KPMGDeloitte & Touche LLP, the Company'sour independent registered public accounting firm, as stated in their report that is included herein on the following page.
(c) Change in Internal Control over Financial Reporting
No change in the Company’sour internal control over financial reporting occurred during the Company’sour fourth quarter of fiscal 20192022 that has materially affected, or is reasonably likely to materially affect, the Company’sour internal control over financial reporting.

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Report of Independent Registered Public Accounting Firm
To the Stockholders and the Board of Directors of Aramark
Aramark:

Opinion on Internal Control Overover Financial Reporting
We have audited Aramark and subsidiaries, (the Company)the internal control over financial reporting of Aramark and subsidiaries (the "Company") as of September 27, 2019,30, 2022, based on criteria established in Internal Control -– Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.Commission (COSO). In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of September 27, 2019,30, 2022, based on criteria established in Internal Control -– Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.COSO.
We have also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheetsfinancial statements as of and for the year ended September 30, 2022, of the Company as of September 27, 2019 and September 28, 2018, the related consolidated statements of income, comprehensive income, cash flows, and stockholders’ equity for each of the fiscal years ended September 27, 2019, September 28, 2018 and September 29, 2017 and the related notes and financial statement schedule II (collectively, the consolidated financial statements), and our report dated November 26, 201922, 2022, expressed an unqualified opinion on those consolidated financial statements.
Basis for Opinion
The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Annual Report on Internal Controls overControl Over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also includedrisk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.
Definition and Limitations of Internal Control Overover Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ KPMGDeloitte & Touche LLP
Philadelphia, PennsylvaniaPA
November 26, 2019

22, 2022
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Item 9B. Other Information
Not applicable.

Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
Not applicable.
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PART III
Item 10.    Directors, Executive Officers and Corporate Governance
Information about our directors and persons nominated to become directors required by Item 10 will be included under the caption "Proposal No. 1 - Election of Directors" in the Company'sour Proxy Statement for the 20202023 Annual Meeting of Stockholders and is incorporated herein by reference. Information about our executive officers is included under the caption “Information About Our Executive Officers” in Part I of this report and incorporated herein.
Information on beneficial ownership reporting required by Item 10, if any, will be included under the caption "Delinquent Section 16(a) Reports" in the Company'sour Proxy Statement for the 20202023 Annual Meeting of Stockholders and is incorporated herein by reference.
We have a Business Conduct Policy that applies to all of our directors, officers and employees, including our principal executive officer, principal financial officer and principal accounting officer, which is available on the Investor Relations section of our website at www.aramark.com. A copy of our Business Conduct Policy may be obtained free of charge by writing to Investor Relations, Aramark, 2400 Market Street, Philadelphia, PA 19103. Our Business Conduct Policy contains a "code of ethics," as defined in Item 406(b) of Regulation S-K. Please note that our website address is provided as an inactive textual reference only. We will make any legally required disclosures regarding amendments to, or waivers of, provisions of our code of ethics on our website.
The remaining information required by Item 10 will be included under the caption "Board Committees and Meetings" in the Company'sour Proxy Statement for the 20202023 Annual Meeting of Stockholders and is incorporated herein by reference.
Item 11.    Executive Compensation
Information required by Item 11 will be included under the caption "Compensation Matters" in the Company'sour Proxy Statement for the 20202023 Annual Meeting of Stockholders and is incorporated herein by reference.
Item 12.    Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
Information required by Item 12 will be included under the captions "Security Ownership of Certain Beneficial Owners and Management" and "Equity Compensation Plan Information" in the Company'sour Proxy Statement for the 20202023 Annual Meeting of Stockholders and is incorporated herein by reference.
Item 13.    Certain Relationships and Related Transactions, and Director Independence
Information required by Item 13 will be included under the captions "Certain Relationships and Related Transactions" and "Director Independence and Independence Determinations" in the Company'sour Proxy Statement for the 20202023 Annual Meeting of Stockholders and is incorporated herein by reference.
Item 14.    Principal Accountant Fees and Services
Information required by Item 14 will be included under the caption "Fees to Independent Registered Public Accounting Firm" in the Company'sour Proxy Statement for the 20202023 Annual Meeting of Stockholders and is incorporated herein by reference.

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PART IV
Item 15.    Exhibits and Financial Statement Schedules
(a) Financial Statements
See Index to Financial Statements and Schedule at page S-1 and the Exhibit Index.
(b) Exhibits Required by Item 601 of Regulation S-K
See the Exhibit Index which is incorporated herein by reference.
(c) Financial Statement Schedules
See Index to Financial Statements and Schedule at page S-1.
Item 16.    Form 10-K Summary
None.

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45



SIGNATURESBasis for Opinion
PursuantThe Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Annual Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the requirements of Section 13 or 15(d)Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Act of 1934, as amended,Commission and the registrant has duly caused this annual report to be signed on its behalf by the undersigned, thereunto duly authorized on November 26, 2019.
Aramark
By:/s/ STEPHEN P. BRAMLAGE, JR.
Name:Stephen P. Bramlage, Jr.
Title:Executive Vice President and Chief Financial Officer
Pursuant to the requirements of the Securities Exchange Act of 1934, this annual report has been signed below by the following persons on behalf of the registrant and in the capacities indicated on November 26, 2019.
NameCapacity
/s/ JOHN J. ZILLMERChief Executive Officer and Director
John J. Zillmer(Principal Executive Officer)
/s/ STEPHEN P. BRAMLAGE JR.Executive Vice President and Chief Financial Officer
Stephen P. Bramlage, Jr.(Principal Financial Officer and Principal Accounting Officer)
/s/ SUSAN CAMERONDirector
Susan Cameron
/s/ CALVIN DARDENDirector
Calvin Darden
/s/ RICHARD W. DREILINGDirector
Richard W. Dreiling
/s/ IRENE M. ESTEVESDirector
Irene M. Esteves
/s/ DANIEL J. HEINRICHDirector
Daniel J. Heinrich
/s/ PAUL HILALDirector
Paul Hilal
/s/ KAREN KINGDirector
Karen King
/s/ STEPHEN I. SADOVEChairman, Director
Stephen I. Sadove
/s/ ART WINKLEBLACKDirector
Art Winkleblack

46


ARAMARK AND SUBSIDIARIES
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS AND SCHEDULE

Page
Report of Independent Registered Public Accounting Firm
S-2
Consolidated Balance Sheets as of September 27, 2019 and September 28, 2018
S-4
Consolidated Statements of Income for the fiscal years ended September 27, 2019, September 28, 2018 and September 29, 2017
S-5
Consolidated Statements of Comprehensive Income for the fiscal years ended September 27, 2019, September 28, 2018 and September 29, 2017
S-6
Consolidated Statements of Cash Flows for the fiscal years ended September 27, 2019, September 28, 2018 and September 29, 2017
S-7
Consolidated Statements of Stockholders' Equity for the fiscal years ended September 27, 2019, September 28, 2018 and September 29, 2017
S-8
Notes to Consolidated Financial Statements
S-9
Schedule II—Valuation and Qualifying Accounts and Reserves for the fiscal years ended September 27, 2019, September 28, 2018 and September 29, 2017
S-59
All other schedules are omitted because they are not applicable, not required, or the information required to be set forth therein is included in the consolidated financial statements or in the notes thereto.

S-1


Report of Independent Registered Public Accounting Firm
To the Stockholders and Board of Directors
Aramark:
Opinion on the Consolidated Financial StatementsPCAOB.
We have audited the accompanying consolidated balance sheets of Aramark and subsidiaries (the Company) as of September 27, 2019 and September 28, 2018, the related consolidated statements of income, comprehensive income, cash flows, and stockholders’ equity for each of the fiscal years ended September 27, 2019, September 28, 2018 and September 29, 2017 and the related notes and financial statement schedule II (collectively, the consolidated financial statements). Inconducted our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of September 27, 2019 and September 28, 2018, and the results of its operations and its cash flows for each of the fiscal years ended September 27, 2019, September 28, 2018 and September 29, 2017, in conformity with U.S. generally accepted accounting principles.
We also have audited,audit in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB),PCAOB. Those standards require that we plan and perform the Company’saudit to obtain reasonable assurance about whether effective internal control over financial reporting aswas maintained in all material respects. Our audit included obtaining an understanding of September 27, 2019, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission, and our report dated November 26, 2019, expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.
ChangeDefinition and Limitations of Internal Control over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in Accounting Principle
As discussed in Note 7accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the consolidatedmaintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company has changedcompany are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its methodinherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of accounting for revenue asany evaluation of September 29, 2018 dueeffectiveness to future periods are subject to the adoptionrisk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ Deloitte & Touche LLP
Philadelphia, PA
November 22, 2022
46

Table of Contents
Item 9B. Other Information
Not applicable.
Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
Not applicable.
47

Table of Contents
PART III
Item 10.    Directors, Executive Officers and Corporate Governance
Information about our directors and persons nominated to become directors required by Item 10 will be included under the caption "Proposal No. 1 - Election of Directors" in our Proxy Statement for the 2023 Annual Meeting of Stockholders and is incorporated herein by reference. Information about our executive officers is included under the caption “Information About Our Executive Officers” in Part I of this report and incorporated herein.
Information on beneficial ownership reporting required by Item 10, if any, will be included under the caption "Delinquent Section 16(a) Reports" in our Proxy Statement for the 2023 Annual Meeting of Stockholders and is incorporated herein by reference.
We have a Business Conduct Policy that applies to all of our directors, officers and employees, including our principal executive officer, principal financial officer and principal accounting officer, which is available on the Investor Relations section of our website at www.aramark.com. A copy of our Business Conduct Policy may be obtained free of charge by writing to Investor Relations, Aramark, 2400 Market Street, Philadelphia, PA 19103. Our Business Conduct Policy contains a "code of ethics," as defined in Item 406(b) of Regulation S-K. Please note that our website address is provided as an inactive textual reference only. We will make any legally required disclosures regarding amendments to, or waivers of, provisions of our code of ethics on our website.
The remaining information required by Item 10 will be included under the caption "Board Committees and Meetings" in our Proxy Statement for the 2023 Annual Meeting of Stockholders and is incorporated herein by reference.
Item 11.    Executive Compensation
Information required by Item 11 will be included under the caption "Compensation Matters" in our Proxy Statement for the 2023 Annual Meeting of Stockholders and is incorporated herein by reference.
Item 12.    Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
Information required by Item 12 will be included under the captions "Security Ownership of Certain Beneficial Owners and Management" and "Equity Compensation Plan Information" in our Proxy Statement for the 2023 Annual Meeting of Stockholders and is incorporated herein by reference.
Item 13.    Certain Relationships and Related Transactions, and Director Independence
Information required by Item 13 will be included under the captions "Certain Relationships and Related Transactions" and "Director Independence and Independence Determinations" in our Proxy Statement for the 2023 Annual Meeting of Stockholders and is incorporated herein by reference.
Item 14.    Principal Accountant Fees and Services
Information required by Item 14 will be included under the caption "Fees to Independent Registered Public Accounting Standards Codification Topic 606,Firm" in our Proxy Statement for the 2023 Annual Meeting of Stockholders and is incorporated herein by reference.
48

Table of Contents
PART IV
Item 15.    Exhibits and Financial Statement Schedules
(a) Revenue from Contracts with CustomersFinancial Statements
See Index to Financial Statements and Schedule at page S-1 and the Exhibit Index.
(b) .Exhibits Required by Item 601 of Regulation S-K
See the Exhibit Index which is incorporated herein by reference.
(c) Financial Statement Schedules
See Index to Financial Statements and Schedule at page S-1.
Item 16.    Form 10-K Summary
None.
49


Basis for Opinion
The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Annual Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.
Definition and Limitations of Internal Control over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ Deloitte & Touche LLP
Philadelphia, PA
November 22, 2022
46

Table of Contents
Item 9B. Other Information
Not applicable.
Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
Not applicable.
47

Table of Contents
PART III
Item 10.    Directors, Executive Officers and Corporate Governance
Information about our directors and persons nominated to become directors required by Item 10 will be included under the caption "Proposal No. 1 - Election of Directors" in our Proxy Statement for the 2023 Annual Meeting of Stockholders and is incorporated herein by reference. Information about our executive officers is included under the caption “Information About Our Executive Officers” in Part I of this report and incorporated herein.
Information on beneficial ownership reporting required by Item 10, if any, will be included under the caption "Delinquent Section 16(a) Reports" in our Proxy Statement for the 2023 Annual Meeting of Stockholders and is incorporated herein by reference.
We have a Business Conduct Policy that applies to all of our directors, officers and employees, including our principal executive officer, principal financial officer and principal accounting officer, which is available on the Investor Relations section of our website at www.aramark.com. A copy of our Business Conduct Policy may be obtained free of charge by writing to Investor Relations, Aramark, 2400 Market Street, Philadelphia, PA 19103. Our Business Conduct Policy contains a "code of ethics," as defined in Item 406(b) of Regulation S-K. Please note that our website address is provided as an inactive textual reference only. We will make any legally required disclosures regarding amendments to, or waivers of, provisions of our code of ethics on our website.
The remaining information required by Item 10 will be included under the caption "Board Committees and Meetings" in our Proxy Statement for the 2023 Annual Meeting of Stockholders and is incorporated herein by reference.
Item 11.    Executive Compensation
Information required by Item 11 will be included under the caption "Compensation Matters" in our Proxy Statement for the 2023 Annual Meeting of Stockholders and is incorporated herein by reference.
Item 12.    Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
Information required by Item 12 will be included under the captions "Security Ownership of Certain Beneficial Owners and Management" and "Equity Compensation Plan Information" in our Proxy Statement for the 2023 Annual Meeting of Stockholders and is incorporated herein by reference.
Item 13.    Certain Relationships and Related Transactions, and Director Independence
Information required by Item 13 will be included under the captions "Certain Relationships and Related Transactions" and "Director Independence and Independence Determinations" in our Proxy Statement for the 2023 Annual Meeting of Stockholders and is incorporated herein by reference.
Item 14.    Principal Accountant Fees and Services
Information required by Item 14 will be included under the caption "Fees to Independent Registered Public Accounting Firm" in our Proxy Statement for the 2023 Annual Meeting of Stockholders and is incorporated herein by reference.
48

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PART IV
Item 15.    Exhibits and Financial Statement Schedules
(a) Financial Statements
See Index to Financial Statements and Schedule at page S-1 and the Exhibit Index.
(b) Exhibits Required by Item 601 of Regulation S-K
See the Exhibit Index which is incorporated herein by reference.
(c) Financial Statement Schedules
See Index to Financial Statements and Schedule at page S-1.
Item 16.    Form 10-K Summary
None.
49


SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this annual report to be signed on its behalf by the undersigned, thereunto duly authorized on November 22, 2022.
Aramark
By:/s/ CHRISTOPHER T. SCHILLING
Name:Christopher T. Schilling
Title:Senior Vice President, Controller and Chief Accounting Officer
(Authorized Signatory)
Pursuant to the requirements of the Securities Exchange Act of 1934, this annual report has been signed below by the following persons on behalf of the registrant and in the capacities indicated on November 22, 2022.
NameCapacity
/s/ JOHN J. ZILLMERChief Executive Officer and Director
John J. Zillmer(Principal Executive Officer)
/s/ THOMAS G. ONDROFExecutive Vice President and Chief Financial Officer
Thomas G. Ondrof(Principal Financial Officer)
/s/ CHRISTOPHER T. SCHILLINGSenior Vice President, Controller and Chief Accounting Officer
Christopher T. Schilling(Principal Accounting Officer)
/s/ SUSAN CAMERONDirector
Susan Cameron
/s/ GREG CREEDDirector
Greg Creed
/s/ DANIEL J. HEINRICHDirector
Daniel J. Heinrich
/s/ BRIDGETTE P. HELLERDirector
Bridgette P. Heller
/s/ PAUL HILALVice Chairman, Director
Paul Hilal
/s/ KENNETH M. KEVERIANDirector
Kenneth M. Keverian
/s/ KAREN KINGDirector
Karen King
/s/ PATRICIA E. LOPEZDirector
Patricia E. Lopez
/s/ STEPHEN I. SADOVEChairman, Director
Stephen I. Sadove
/s/ ART WINKLEBLACKDirector
Art Winkleblack
50

Table of Contents
ARAMARK AND SUBSIDIARIES
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS AND SCHEDULE
Page
S-2
S-4
S-5
S-6
S-7
S-8
S-9
S-10
S-53
All other schedules are omitted because they are not applicable, not required, or the information required to be set forth therein is included in the consolidated financial statements or in the notes thereto.
S-1
Table of Contents
Report of Independent Registered Public Accounting Firm
To the Stockholders and the Board of Directors of Aramark

Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheets of Aramark and subsidiaries (the "Company") as of September 30, 2022 and October 1, 2021, the related consolidated statements of income (loss), comprehensive income, cash flows, and stockholders’ equity for the years then ended, and the related notes and financial statement schedule II (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of September 30, 2022 and October 1, 2021, and the results of its operations and its cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of September 30, 2022, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated November 22, 2022, expressed an unqualified opinion on the Company's internal control over financial reporting.
Basis for Opinion
These consolidated financial statements are the responsibility of the Company’sCompany's management. Our responsibility is to express an opinion on these consolidatedthe Company's financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matter
The critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that was communicated or required to be communicated to the audit committee and that (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
Goodwill - FSS US Reporting Unit - Refer to Note 4 to the financial statements
Critical Audit Matter Description
The Company’s evaluation of goodwill for impairment involves the comparison of the estimated fair value of each reporting unit to its carrying amount annually in the fourth quarter of each year as of the end of the fiscal month of August or more frequently if a change in circumstances or the occurrence of events indicates that potential impairment exists. During the fourth quarter, the Company performed a quantitative test to determine the fair value of each reporting unit using discounted cash flow method or market method, which required management to make assumptions and estimates that are subject to risk and uncertainty related to future growth rates, margin projections, timing of future cash flows, the discount rate, and the determination of market multiples. Changes in these assumptions or estimates may impact the impairment analysis and could reduce the underlying cash flows used to estimate fair values and result in an impairment charge. The fair value of the FSS United States ("FSS US") reporting unit exceeded its carrying amount, and therefore, the Company determined that its goodwill was not impaired.
We identified the valuation of goodwill for the FSS US reporting unit as a critical audit matter because of the significant judgments made by management to estimate its fair value. Auditing the discounted cash flow calculations for this reporting unit involved a high degree of auditor judgment and an increased effort, which included the involvement of our fair value
S-2
Table of Contents
specialists, as it related to evaluating management’s assumptions and estimates related to future growth rates, margin projections, timing of future cash flows, the discount rate and the determination of market multiples.
How the Critical Audit Matter Was Addressed in the Audit
Our audit procedures related to the assumptions and estimates of future growth rates, margin projections, timing of future cash flows, the discount rate and the determination of market multiples used by management to estimate the fair value of the FSS US reporting unit included the following, among others:
•We tested the effectiveness of internal controls over management’s goodwill impairment evaluation, including those over the determination of the fair value of the FSS US reporting unit, including controls related to management’s assumptions and estimates of future growth rates, margin projections, timing of future cash flows, the discount rate and the determination of market multiples.
•We evaluated management’s ability to accurately forecast future FSS US reporting unit growth rates, margin projections and timing of future cash flows by comparing actual results to management’s historical forecasts.
•We evaluated the reasonableness of management’s FSS US reporting unit growth rates, margin projections and timing of future cash flows by comparing the forecasts to:
◦Historical results.
◦Internal communications to management and the Board of Directors.
◦Forecasted information included in analyst and industry reports for the Company and certain of its peer companies.
•With the assistance of our fair value specialists, we evaluated (1) the valuation methodology used and (2) the projections of future growth rates, the discount rate and the determination of market multiples by testing the underlying source information, and by developing a range of independent estimates and comparing those to the rate selected by management.

/s/ Deloitte & Touche LLP

Philadelphia, PA
November 22, 2022

We have served as the Company's auditor since 2021.
S-3
Table of Contents
Report of Independent Registered Public Accounting Firm
To the Stockholders and Board of Directors
Aramark:

Opinion on the Consolidated Financial Statements
We have audited the accompanying consolidated statements of loss, comprehensive loss, cash flows, and stockholders’ equity of Aramark and subsidiaries (the Company) for the fiscal year ended October 2, 2020 and the related notes and financial statement schedule II (collectively, the consolidated financial statements). In our opinion, the consolidated financial statements present fairly, in all material respects, the results of operations of the Company and its cash flows for the year ended October 2, 2020, in conformity with U.S. generally accepted accounting principles.
Basis for Opinion
These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. Our auditsaudit included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our auditsaudit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provideaudit provides a reasonable basis for our opinion.
Critical Audit Matter
The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgment. The communication of a critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
Assessment of the carrying value of goodwill in one reporting unit in the FSS International segment
As discussed in Note 4 to the consolidated financial statements, the Company performs goodwill impairment testing on an annual basis and whenever events and changes in circumstances indicate that the carrying value of a reporting unit might exceed its fair value. The goodwill balance as of September 27, 2019 was $5,518.8 million. The Company performed a goodwill impairment test for each reporting unit using a qualitative approach, except for one reporting unit in the FSS International segment which was tested using the quantitative approach. The goodwill balance for that reporting unit was $282.3 million as of September 27, 2019.

S-2


We identified the assessment of the carrying value of goodwill for that reporting unit as a critical audit matter. Significant auditor judgment was required to evaluate the Company’s impairment test, which was performed using a discounted cash flow model and included assumptions related to forecasted revenue growth rates, earnings, discount rate, and the effect of the Company’s actions to exit or plans to improve the operating performance of certain underperforming client contracts. Minor changes to these key assumptions had a significant effect on the assessment of the carrying value of the goodwill.
The primary procedures we performed to address this critical audit matter included the following. We tested certain internal controls over the Company’s goodwill impairment assessment process, including controls related to the development of the key assumptions. We evaluated the Company’s forecasted revenue growth rates and earnings assumptions by comparing to external market and industry data. We compared the assumptions to the Company’s historical results to assess the Company’s ability to accurately forecast. We assessed the impact of the Company's actions to exit and likelihood of the plans to improve the operating performance of certain underperforming client contracts by comparing the assumptions to the Company’s past performance carrying out similar actions. We involved a valuation professional with specialized skills and knowledge, who assisted in:
evaluating the Company’s discount rate, by comparing it against a discount rate range that was independently developed using publicly available third-party market data for comparable entities, and
developing an estimate of the reporting unit’s fair value using the reporting unit’s cash flow forecast and an independently developed discount rate, and compared the results of our estimate of fair value to the Company’s fair value estimate.

/s/ KPMG LLP
We have served as the Company's auditor since 2002.from 2002 to 2020.
Philadelphia, Pennsylvania
November 26, 2019

24, 2020
S-3
S-4

ARAMARK AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
SEPTEMBER 27, 201930, 2022 AND SEPTEMBER 28, 2018OCTOBER 1, 2021
(in thousands, except share amounts)
 September 27, 2019 September 28, 2018
ASSETS   
Current Assets:   
Cash and cash equivalents$246,643
 $215,025
Receivables (less allowances: 2019 - $49,566; 2018 - $52,682)1,806,964
 1,790,433
Inventories411,319
 724,802
Prepayments and other current assets193,461
 171,165
Total current assets2,658,387
 2,901,425
Property and Equipment, at cost:   
Land, buildings and improvements947,522
 901,874
Service equipment and fixtures3,993,014
 2,296,331
 4,940,536
 3,198,205
Less - Accumulated depreciation(2,758,774) (1,820,111)
 2,181,762
 1,378,094
Goodwill5,518,800
 5,610,568
Other Intangible Assets2,033,566
 2,136,844
Other Assets1,343,806
 1,693,171
 $13,736,321
 $13,720,102
LIABILITIES AND STOCKHOLDERS' EQUITY   
Current Liabilities:   
Current maturities of long-term borrowings$69,928
 $30,907
Accounts payable999,517
 1,018,920
Accrued payroll and related expenses509,617
 422,299
Accrued expenses and other current liabilities1,126,236
 1,018,033
Total current liabilities2,705,298
 2,490,159
Long-Term Borrowings6,612,239
 7,213,077
Deferred Income Taxes and Other Noncurrent Liabilities1,088,822
 977,215
Redeemable Noncontrolling Interest9,915
 10,093
Stockholders' Equity:   
Common stock, par value $.01 (authorized: 600,000,000 shares; issued: 2019—282,919,536 shares and 2018—279,314,297; and outstanding: 2019—247,756,091 shares and 2018—246,744,438 shares)
2,829
 2,793
Capital surplus3,236,450
 3,132,421
Retained earnings1,107,029
 710,519
Accumulated other comprehensive loss(216,965) (91,223)
Treasury stock (shares held in treasury: 2019—35,163,445 shares and 2018—32,569,859 shares)(809,296) (724,952)
Total stockholders' equity3,320,047
 3,029,558
 $13,736,321
 $13,720,102

September 30, 2022October 1, 2021
ASSETS
Current Assets:
Cash and cash equivalents$329,452 $532,591 
Receivables (less allowances: $56,388 and $79,644)2,147,957 1,748,601 
Inventories552,386 412,676 
Prepayments and other current assets262,195 204,987 
Total current assets3,291,990 2,898,855 
Property and Equipment, at cost:
Land, buildings and improvements1,035,359 983,540 
Service equipment and fixtures4,481,711 4,355,699 
5,517,070 5,339,239 
Less - Accumulated depreciation(3,485,025)(3,300,845)
2,032,045 2,038,394 
Goodwill5,515,124 5,487,297 
Other Intangible Assets2,113,726 2,028,622 
Operating Lease Right-of-use Assets592,145 587,854 
Other Assets1,537,406 1,335,142 
$15,082,436 $14,376,164 
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Current maturities of long-term borrowings$65,047 $58,850 
Current operating lease liabilities68,858 67,280 
Accounts payable1,322,936 919,090 
Accrued payroll and related expenses656,974 677,185 
Accrued expenses and other current liabilities1,172,071 1,135,028 
Total current liabilities3,285,886 2,857,433 
Long-Term Borrowings7,345,860 7,393,417 
Noncurrent Operating Lease Liabilities305,623 314,378 
Deferred Income Taxes and Other Noncurrent Liabilities1,106,587 1,079,014 
Commitments and Contingencies (see Note 14)
Redeemable Noncontrolling Interests8,840 9,050 
Stockholders' Equity:
Common stock, par value $0.01 (authorized: 600,000,000 shares; issued: 297,555,924 shares and 294,329,180 shares; and outstanding: 258,728,942 shares and 255,998,119 shares)
2,976 2,943 
Capital surplus3,681,966 3,533,054 
Retained earnings406,784 327,557 
Accumulated other comprehensive loss(111,571)(208,011)
Treasury stock (shares held in treasury: 38,826,982 shares and 38,331,061 shares)(950,515)(932,671)
Total stockholders' equity3,029,640 2,722,872 
$15,082,436 $14,376,164 
The accompanying notes are an integral part of these consolidated financial statements.

S-4
S-5

ARAMARK AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME (LOSS)
FOR THE FISCAL YEARS ENDED SEPTEMBER 27, 2019, SEPTEMBER 28, 201830, 2022, OCTOBER 1, 2021 AND SEPTEMBER 29, 2017OCTOBER 2, 2020
(in thousands, except per share data)

 Fiscal Year Ended
 September 27, 2019 September 28, 2018 September 29, 2017
Revenue$16,227,341
 $15,789,633
 $14,604,412
Costs and Expenses:     
Cost of services provided14,532,662
 13,997,911
 12,995,403
Depreciation and amortization592,573
 596,182
 508,212
Selling and general corporate expenses367,256
 377,129
 299,170
Gain on sale of Healthcare Technologies(156,309) —
 —
 15,336,182
 14,971,222
 13,802,785
Operating income891,159
 818,411
 801,627
Interest and Other Financing Costs, net334,987
 346,535
 280,985
Income Before Income Taxes556,172
 471,876
 520,642
Provision (Benefit) for Income Taxes107,706
 (96,564) 146,455
Net income448,466
 568,440
 374,187
Less: Net income (loss) attributable to noncontrolling interest(83) 555
 264
Net income attributable to Aramark stockholders$448,549
 $567,885
 $373,923
      
Earnings per share attributable to Aramark stockholders:     
Basic$1.82
 $2.31
 $1.53
Diluted$1.78
 $2.24
 $1.49
Weighted Average Shares Outstanding:     
Basic246,854
 245,771
 244,453
Diluted252,010
 253,352
 251,557

Fiscal Year Ended
September 30, 2022October 1, 2021October 2, 2020
Revenue$16,326,624 $12,095,965 $12,829,559 
Costs and Expenses:
Cost of services provided (exclusive of depreciation and amortization)14,767,570 11,007,080 11,993,667 
Depreciation and amortization532,327 550,692 595,195 
Selling and general corporate expenses398,362 346,749 307,016 
Goodwill impairment— — 198,600 
15,698,259 11,904,521 13,094,478 
Operating income (loss)628,365 191,444 (264,919)
Gain on Equity Investment— (137,934)— 
Loss on Defined Benefit Pension Plan Termination— 60,864 — 
Interest and Other Financing Costs, net372,727 401,366 382,800 
Income (Loss) Before Income Taxes255,638 (132,852)(647,719)
Provision (Benefit) for Income Taxes61,461 (40,633)(186,284)
Net income (loss)194,177 (92,219)(461,435)
Less: Net (loss) income attributable to noncontrolling interests(307)(1,386)94 
Net income (loss) attributable to Aramark stockholders$194,484 $(90,833)$(461,529)
Earnings (Loss) per share attributable to Aramark stockholders:
Basic$0.76 $(0.36)$(1.83)
Diluted$0.75 $(0.36)$(1.83)
Weighted Average Shares Outstanding:
Basic257,314 254,748 251,828 
Diluted259,074 254,748 251,828 
The accompanying notes are an integral part of these consolidated financial statements.

S-5
S-6

ARAMARK AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
FOR THE FISCAL YEARS ENDED SEPTEMBER 27, 2019, SEPTEMBER 28, 201830, 2022, OCTOBER 1, 2021 AND SEPTEMBER 29, 2017OCTOBER 2, 2020
(in thousands)

 Fiscal Year Ended
 September 27, 2019 September 28, 2018 September 29, 2017
Net income$448,466
 $568,440
 $374,187
Other comprehensive income (loss), net of tax:     
Pension plan adjustments(22,594) 20,647
 19,992
Foreign currency translation adjustments(34,308) (31,253) 5,903
Cash flow hedges:     
Unrealized gains (losses) arising during the period(62,450) 39,311
 19,449
Reclassification adjustments(4,798) 3,675
 10,130
Share of equity investee's comprehensive income (loss)(1,592) 157
 1,549
Other comprehensive income (loss), net of tax(125,742) 32,537
 57,023
Comprehensive income322,724
 600,977
 431,210
Less: Net income (loss) attributable to noncontrolling interest(83) 555
 264
Comprehensive income attributable to Aramark stockholders$322,807
 $600,422
 $430,946

Fiscal Year Ended
September 30, 2022October 1, 2021October 2, 2020
Net income (loss)$194,177 $(92,219)$(461,435)
Other comprehensive income (loss), net of tax:
Pension plan adjustments17,113 48,568 (25,669)
Foreign currency translation adjustments(86,376)8,925 (7,818)
Cash flow hedges:
Unrealized gains (losses) arising during the period143,276 909 (82,005)
Reclassification adjustments20,698 37,440 25,463 
Share of equity investee's comprehensive income (loss)1,729 3,405 (264)
Other comprehensive income (loss), net of tax96,440 99,247 (90,293)
Comprehensive income (loss)290,617 7,028 (551,728)
Less: Net (loss) income attributable to noncontrolling interests(307)(1,386)94 
Comprehensive income (loss) attributable to Aramark stockholders$290,924 $8,414 $(551,822)
The accompanying notes are an integral part of these consolidated financial statements.

S-6
S-7

ARAMARK AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE FISCAL YEARS ENDED SEPTEMBER 27, 2019, SEPTEMBER 28, 201830, 2022, OCTOBER 1, 2021 AND SEPTEMBER 29, 2017OCTOBER 2, 2020
(in thousands)
Fiscal Year EndedFiscal Year Ended
September 27, 2019 September 28, 2018 September 29, 2017September 30, 2022October 1, 2021October 2, 2020
Cash flows from operating activities:     Cash flows from operating activities:
Net income$448,466
 $568,440
 $374,187
Adjustments to reconcile net income to net cash provided by operating activities:     
Net income (loss)Net income (loss)$194,177 $(92,219)$(461,435)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization592,573
 596,182
 508,212
Depreciation and amortization532,327 550,692 595,195 
Goodwill impairment and asset write-downsGoodwill impairment and asset write-downs— — 283,743 
Gain on equity investmentGain on equity investment— (137,934)— 
Loss on defined benefit pension plan terminationLoss on defined benefit pension plan termination— 60,864 — 
Reduction of contingent consideration liability (see Note 16)Reduction of contingent consideration liability (see Note 16)(20,749)— — 
Deferred income taxes40,503
 (104,289) (37,856)Deferred income taxes35,422 (43,234)(134,048)
Share-based compensation expense55,280
 88,276
 65,155
Share-based compensation expense95,487 71,053 30,339 
Net gain on sale of Healthcare Technologies(139,165) —
 —
Changes in operating assets and liabilities:     Changes in operating assets and liabilities:
Accounts Receivable(78,771) (45,891) (111,423)Accounts Receivable(462,685)(290,214)362,708 
Inventories(49,732) (40,187) (21,147)Inventories(71,500)(7,536)(25,675)
Prepayments and Other Current Assets(37,854) 42,450
 95,536
Prepayments and Other Current Assets(3,783)101,939 (86,444)
Accounts Payable17,680
 26,658
 93,965
Accounts Payable421,763 252,158 (342,069)
Accrued Expenses193,532
 (111,386) 26,804
Accrued Expenses7,536 261,154 (143,640)
Payments made to clients on contracts (see Note 7)(40,073) —
 —
Payments made to clients on contractsPayments made to clients on contracts(56,865)(100,918)(69,575)
Changes in other noncurrent liabilities18,904
 1,576
 31,959
Changes in other noncurrent liabilities14,914 (17,427)92,782 
Changes in other assets(41,436) (2,225) (9,342)Changes in other assets(6,878)4,177 66,650 
Other operating activities4,320
 32,271
 36,776
Other operating activities15,333 44,524 8,151 
Net cash provided by operating activities984,227
 1,051,875
 1,052,826
Net cash provided by operating activities694,499 657,079 176,682 
Cash flows from investing activities:     Cash flows from investing activities:
Purchases of property and equipment and other(503,090) (628,604) (552,729)Purchases of property and equipment and other(388,397)(407,818)(418,508)
Disposals of property and equipment17,871
 10,491
 18,906
Disposals of property and equipment23,642 32,474 54,074 
Proceeds from divestitures293,711
 —
 —
Purchases of marketable securitiesPurchases of marketable securities(78,220)— — 
Acquisition of certain businesses, net of cash acquired     Acquisition of certain businesses, net of cash acquired(340,022)(265,766)(22,201)
Working capital other than cash acquired10,634
 37,985
 8,114
Property and equipment(3,320) (283,447) (2,273)
Additions to goodwill, other intangible assets and other assets, net(52,177) (1,994,822) (147,963)
Proceeds from governmental agencies related to property and equipment23,025
 —
 —
Acquisition of certain equity method investmentsAcquisition of certain equity method investments(64,000)— — 
Other investing activities3,825
 (6,879) (2,539)Other investing activities15,710 6,724 25,515 
Net cash used in investing activities(209,521) (2,865,276) (678,484)Net cash used in investing activities(831,287)(634,386)(361,120)
Cash flows from financing activities:     Cash flows from financing activities:
Proceeds from long-term borrowings77,630
 3,177,313
 3,851,417
Proceeds from long-term borrowings100,051 893,993 3,239,772 
Payments of long-term borrowings(654,560) (973,689) (3,911,992)Payments of long-term borrowings(152,338)(2,453,571)(1,000,463)
Net change in funding under the Receivables Facility—
 (254,200) (13,800)Net change in funding under the Receivables Facility104,935 (315,600)315,600 
Payments of dividends(108,439) (103,115) (100,813)Payments of dividends(113,120)(112,010)(110,893)
Proceeds from issuance of common stock39,087
 21,507
 28,779
Proceeds from issuance of common stock49,322 41,587 90,022 
Repurchase of common stock(50,000) (24,410) (100,000)Repurchase of common stock— — (6,540)
Other financing activities(38,610) (49,253) (42,277)Other financing activities(26,544)(59,738)(89,976)
Net cash provided by (used in) financing activities(734,892) 1,794,153
 (288,686)
Net cash (used in) provided by financing activitiesNet cash (used in) provided by financing activities(37,694)(2,005,339)2,437,522 
Effect of foreign exchange rates on cash and cash equivalents(8,196) (4,524) 561
Effect of foreign exchange rates on cash and cash equivalents(28,657)6,049 9,461 
Increase (decrease) in cash and cash equivalents31,618
 (23,772) 86,217
(Decrease) increase in cash and cash equivalents(Decrease) increase in cash and cash equivalents(203,139)(1,976,597)2,262,545 
Cash and cash equivalents, beginning of period215,025
 238,797
 152,580
Cash and cash equivalents, beginning of period532,591 2,509,188 246,643 
Cash and cash equivalents, end of period$246,643
 $215,025
 $238,797
Cash and cash equivalents, end of period$329,452 $532,591 $2,509,188 
The accompanying notes are an integral part of these consolidated financial statements.

S-7
S-8

ARAMARK AND SUBSIDIARIES
Fiscal Year
Our fiscal year is the fifty-two or fifty-three week period which ends on the Friday nearest to September 30th. The fiscal years ended September 30, 2022 and October 1, 2021 were each a fifty-two week period.
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Results of Operations
Fiscal 2022 Compared to Fiscal 2021
The following tables present an overview of our results on a consolidated and segment basis with the amount of and percentage change between periods for the fiscal years 2022 and 2021 (dollars in millions).
Fiscal Year EndedChangeChange
September 30, 2022October 1, 2021$%
Revenue$16,326.6 $12,096.0 $4,230.6 35.0 %
Costs and Expenses:
Cost of services provided (exclusive of depreciation and amortization)14,767.5 11,007.2 3,760.3 34.2 %
Other operating expenses930.7 897.4 33.3 3.7 %
15,698.2 11,904.6 3,793.6 31.9 %
Operating income628.4 191.4 437.0 228.2 %
Gain on Equity Investment— (137.9)(137.9)(100.0)%
Loss on Defined Benefit Pension Plan Termination— 60.9 (60.9)(100.0)%
Interest and Other Financing Costs, net372.8 401.3 (28.5)(7.1)%
Income (Loss) Before Income Taxes255.6 (132.9)388.5 292.4 %
Provision (Benefit) for Income Taxes61.4 (40.7)102.1 251.3 %
Net income (loss)$194.2 $(92.2)$286.4 310.6 %
Fiscal Year EndedChangeChange
Revenue by Segment(1)
September 30, 2022October 1, 2021$%
FSS United States$10,030.8 $6,809.3 $3,221.5 47.3 %
FSS International3,656.4 2,866.2 790.2 27.6 %
Uniform2,639.4 2,420.5 218.9 9.0 %
$16,326.6 $12,096.0 $4,230.6 35.0 %
Fiscal Year EndedChangeChange
Operating Income by Segment(1)
September 30, 2022October 1, 2021$%
FSS United States$449.0 $131.8 $317.2 240.8 %
FSS International112.5 58.2 54.3 93.2 %
Uniform218.1 120.8 97.3 80.5 %
Corporate(151.2)(119.4)(31.8)(26.7 %)
$628.4 $191.4 $437.0 228.2 %
(1) As a percentage of total revenue, FSS United States represented 61.4% and 56.3%, FSS International represented 22.4% and 23.7% and Uniform represented 16.2% and 20.0% for fiscal 2022 and fiscal 2021, respectively.
Consolidated Overview
Revenue increased by 35.0% during fiscal 2022 compared to the prior year period, which was primarily attributable to base business growth, including from operations re-opening across all business segments after COVID-19 restrictions lifted, growth in net new business and pricing pass-throughs. In addition, the Next Level and Union Supply acquisitions contributed to the revenue growth (3.0%). Foreign currency translation unfavorably impacted revenue during fiscal 2022 (2.6%).
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The following table presents the cost of services provided (exclusive of depreciation and amortization) by segment and as a percent of revenue for the fiscal years ended September 30, 2022 and October 1, 2021.
Fiscal Year Ended
September 30, 2022October 1, 2021
Cost of services provided (exclusive of depreciation and amortization)$% of Revenue$% of Revenue
FSS United States$9,145.0 91.2 %$6,237.6 91.6 %
FSS International3,456.5 94.5 %2,719.2 94.9 %
Uniform2,166.0 82.1 %2,050.4 84.7 %
$14,767.5 90.5 %$11,007.2 91.0 %
The following table presents the percentages attributable to the components in cost of services provided (exclusive of depreciation and amortization) for fiscal 2022 and fiscal 2021.
Fiscal Year Ended
Cost of services provided (exclusive of depreciation and amortization) componentsSeptember 30, 2022October 1, 2021
Food and support service costs(1)
26.5 %24.3 %
Personnel costs(2)
47.7 %50.3 %
Other direct costs25.8 %25.4 %
100.0 %100.0 %
(1) Food and support service costs represented a higher proportion of total cost of services provided (exclusive of depreciation and amortization) during fiscal 2022 mainly from operations reopening as COVID-19 restrictions were lifted and food cost inflation.
(2) Personnel costs decreased as a percentage of total cost of services provided (exclusive of depreciation and amortization) during fiscal 2022 due to food and support service costs increasing at a higher proportion as compared to personnel costs.
Operating income increased by $437.0 million during fiscal 2022 compared to the prior year period, which was driven by base business growth, including from clients re-opening after COVID-19 restrictions lifted, effective cost management and higher vendor discounts from stabilizing supply chain disruptions with our suppliers. The increase in operating income during fiscal 2022 was also attributable to integration costs incurred during fiscal 2021 related to the AmeriPride acquisition that occurred in fiscal 2018 (see Note 2 to the audited consolidated financial statements), lower personnel costs from incentive expenses related to the annual bonus, non-cash income related to the reduction of the contingent consideration liability related to the earn-out of the Next Level acquisition ($20.7 million) and lower insurance expenses, mainly related to our medical program ($18.0 million).
These increases in operating income during fiscal 2022 more than offset:
•increased inflationary costs in food and labor;
•higher expenses incurred related to new business when compared to the prior year period;
•lower United States and non-United States governmental labor related tax credits received in relation to COVID-19 when compared to the prior year period (see Note 1 to the audited consolidated financial statements);
•higher share-based compensation expense (see Note 12 to the audited consolidated financial statements);
•unfavorable severance between years ($26.9 million) (see Note 3 to the audited consolidated financial statements);
•lower income related to favorable loss experience in older insurance years under our general liability, automotive liability and workers' compensation liability programs when compared to fiscal 2021 ($16.2 million); and
•negative impact of foreign currency translation (approximately $7.0 million).
During fiscal 2021, a non-cash gain related to an equity investment of $137.9 million was recorded, which was partially offset by a non-cash loss from the termination of certain defined benefit pension plans of $60.9 million.
Interest and Other Financing Costs, net, decreased 7.1% during fiscal 2022 compared to the prior year period. The decrease for fiscal 2022 was primarily due to lower interest expense from the repayment of the 4.750% Senior Notes due 2026 ("2026 Notes") during the third quarter of fiscal 2021. The decrease was also due to charges related to the repayment of the 2026 Notes, including $11.9 million of a call premium payment and $4.1 million related to the write-off of unamortized debt issuance costs.
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The Provision for Income Taxes for fiscal 2022 was recorded at an effective rate of 24.0% compared to a Benefit for Income Taxes recorded at an effective rate of 30.6% in the prior year. During fiscal 2022, we recorded a benefit to the "Provision (Benefit) for Income Taxes" within the Consolidated Statements of Income (Loss) of $8.5 million for the reversal of a valuation allowance at a subsidiary in the FSS International segment driven by our ability to utilize the deferred tax assets based on future taxable income expected due to the acquisition of a business. We also recorded a benefit to the "Provision (Benefit) for Income Taxes" within the Consolidated Statements of Income (Loss) of $4.2 million due to a state tax law change during fiscal 2022. As a result of the CARES Act, we recorded a net benefit to the "Provision (Benefit) for Income Taxes" within the Consolidated Statements of Income (Loss) of $12.0 million during fiscal 2021. The Provision (Benefit) for Income Taxes during fiscal 2021 includes the Net Operating Losses ("NOL") expected to be carried back to Pre-Tax Cut and Jobs Act years, which are benefited at an income tax rate of 35.0% as opposed to the current year rate of 21.0%. During fiscal 2021, we recorded a valuation allowance of $36.5 million against certain foreign tax credits that were re-established by the NOL carryback. Within the FSS International segment, we also recorded during fiscal 2021 a valuation allowance against deferred tax assets in certain subsidiaries from cumulative losses of $22.0 million.
Segment Results
FSS United States Segment
The FSS United States reportable segment consists of five sectors which have similar economic characteristics and comprise a single operating segment. The five sectors of the FSS United States reportable segment are Business & Industry, Education, Healthcare, Sports, Leisure & Corrections and Facilities & Other.
Revenue for each of these sectors is summarized as follows (in millions):
Fiscal Year EndedChange
September 30, 2022October 1, 2021%
Business & Industry$1,081.2 $695.7 55.4 %
Education3,161.5 2,124.4 48.8 %
Healthcare1,235.8 891.2 38.7 %
Sports, Leisure & Corrections2,722.0 1,511.3 80.1 %
Facilities & Other1,830.3 1,586.7 15.4 %
$10,030.8 $6,809.3 47.3 %
The Healthcare sector had high-single digit operating income margins, consistent with prior year. The Facilities & Other sector had high-single digit operating income margins, compared to mid-single digit operating income margins in the prior year. The Education and Sports, Leisure & Corrections sectors had mid-single digit operating income margins, consistent with prior year. The Business & Industry sector had negative low-single digit operating income margins, compared to negative mid-single digit operating income margins in the prior year. As described above, during the COVID-19 pandemic, and in following periods, operating income margins in the FSS United States sectors may differ from our otherwise historical patterns, particularly in the Business & Industry sector.
FSS United States segment revenue increased by approximately 47.3% during fiscal 2022 compared to the prior year period. The increase was primarily attributable to base business growth, including from operations re-opening across all sectors after COVID-19 restrictions lifted, net new business growth and pricing pass-throughs. The Sports, Leisure & Corrections sector increased due to the acquisition of Union Supply, which contributed $82.5 million of revenue during fiscal 2022, and higher per capita customer spending in stadiums and arenas. In addition, the Next Level acquisition, that occurred in third quarter of fiscal 2021, contributed $277.3 million more of revenue during fiscal 2022 compared to fiscal 2021 to our Healthcare sector.
Operating income increased by $317.2 million during fiscal 2022 compared to the prior year period. The increase during fiscal 2022 was attributable to:
•growth in base business, including from clients re-opening after COVID-19 restrictions lifted, effective cost management and higher vendor discounts from stabilizing supply chain disruptions with our suppliers;
•non-cash income related to the reduction of the contingent consideration liability related to the earn-out of the Next Level acquisition ($20.7 million);
•lower insurance expenses, mainly related to our medical program ($25.0 million); and
•lower personnel costs from incentive expenses related to the annual bonus.
These increases in operating income during fiscal 2022 more than offset the following:
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•increased inflationary costs in food and labor;
•higher expenses incurred related to new business when compared to the prior year period;
•lower income related to favorable loss experience in older insurance years under our general liability, automotive liability and workers' compensation liability program when compared to fiscal 2021 ($16.2 million); and
•unfavorable severance between years ($6.2 million).
FSS International Segment
FSS International segment revenue increased by approximately 27.6% during fiscal 2022 compared to the prior year period. The increase was primarily attributable to base business growth, including from operations re-opening after COVID-19 restrictions lifted, net new business growth and pricing pass-throughs. The growth in revenue was partially offset by the negative impact of foreign currency translation (10.6%).
Operating income increased by $54.3 million during fiscal 2022 compared to the prior year period. The increase was mainly attributable to growth in base business, including from clients re-opening after COVID-19 restrictions lifted, and the favorable impact related to a client contract dispute ($9.6 million).
These increases in operating income during fiscal 2022 more than offset the following:
•lower labor related tax credits provided from governmental assistance programs when compared to the prior year period (see Note 1 to the audited consolidated financial statements);
•increased inflationary costs in food and labor;
•unfavorable severance between years ($28.5 million); and
•the negative impact of foreign currency translation (approximately $6.6 million).
Uniform Segment
Uniform segment revenue increased by approximately 9.0% during fiscal 2022 compared to the prior year period. The increase was primarily attributable to base business growth within our uniform rental business, including from clients re-opening after COVID-19 restrictions lifted, net increases in new business and improved pricing.
Operating income increased by $97.3 million during fiscal 2022 compared to the prior year period. The increase was attributable to increased base business growth within the uniform rental business, including from client re-openings after COVID-19 restrictions lifted, net new business, improved pricing, lower rental merchandise in-service expense and lower costs as a result of the fiscal 2021 reduction in headcount. The increase in operating income was also attributable to:
•lower personnel costs from incentive expenses related to the annual bonus;
•prior year integration charges related to the AmeriPride acquisition that occurred in fiscal 2018 (see Note 2 to the audited consolidated financial statements); and
•favorable severance between years ($8.0 million).
These increases in operating income during fiscal 2022 more than offset the following:
•lower labor related tax credits provided by government assistance programs in response to COVID-19 (see Note 1 to the audited consolidated financial statements);
•increased inflationary costs in labor;
•higher insurance expenses when compared to the prior year period ($7.0 million); and
•personnel expenses related to our intention to spin-off the Uniform segment ($4.1 million).
Corporate
Corporate expenses, those administrative expenses not allocated to the business segments, increased by $31.8 million during fiscal 2022 compared to the prior year period. The increase was attributable to:
•higher share-based compensation expense (see Note 12 to the audited consolidated financial statements);
•the unfavorable change in fair value of certain gasoline and diesel agreements ($12.2 million); and
•accounting and legal fees related to our intention to spin-off the Uniform segment ($5.2 million).
These increases in corporate expenses during fiscal 2022 more than offset lower personnel costs from incentive expenses related to the annual bonus.
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Liquidity and Capital Resources
Overview
Our principal sources of liquidity are cash generated from operating activities, funds from borrowings, investments in marketable securities and existing cash on hand. As of September 30, 2022, we had $329.5 million of cash and cash equivalents, $1,105.6 million of availability under our senior secured revolving credit facility and $395.1 million of availability under the Receivables Facility. A significant portion of our cash and cash equivalents are held in mature, liquid geographies where we have operations. As of September 30, 2022, there were $748.5 million of outstanding foreign currency borrowings.
We believe that our cash and cash equivalents, marketable securities and availability under our revolving credit facility and Receivables Facility will be adequate to meet anticipated cash requirements for the foreseeable future to fund working capital, capital spending, debt service obligations, refinancings, dividends and other cash needs. We have no significant debt maturities due until 2025. We also have flexibility to optimize working capital and defer certain capital expenditures as appropriate without a material impact to the business. We believe that our assumptions used to estimate our liquidity and working capital requirements are reasonable. For additional information regarding the risks associated with our liquidity and capital resources, see Part I, Item 1A, "Risk Factors."
The table below summarizes our cash activity (in millions):
Fiscal Year Ended
September 30, 2022October 1, 2021
Net cash provided by operating activities$694.5 $657.1 
Net cash used in investing activities(831.3)(634.4)
Net cash used in financing activities(37.7)(2,005.3)
Reference to the audited Consolidated Statements of Cash Flows will facilitate understanding of the discussion that follows.
Cash Flows Provided by Operating Activities
Cash provided by operating activities increased by $37.4 million during fiscal 2022 compared to fiscal 2021. The change was driven by net income in fiscal 2022 of $194.2 million compared to a net loss in fiscal 2021 of $92.2 million, as discussed in "Results of Operations" above, and favorable non-cash adjustments to net income (loss) between fiscal years of $141.0 million. The change in net income (loss) and non-cash adjustments to net income (loss) was partially offset by the change in cash from operating assets and liabilities of $426.2 million, which was due to the recovery of our businesses after COVID-19 restrictions lifted. The change in operating assets and liabilities compared to the prior year period was primarily due to:
•Accrued expenses by $253.6 million, generating a lower source of cash during fiscal 2022 compared to fiscal 2021 primarily due to the following: higher payments related to the annual bonus; payment of social security taxes in the current year whereas payment was previously deferred in the prior year as permitted under the CARES Act (see Note 1 to the audited consolidated financial statements); impact of client advances within our Higher Education business from operations returning; and higher commission payments in our Sports business in the current year compared to the prior year from the return of operations;
•Receivables by $172.5 million, generating a greater use of cash during fiscal 2022 compared to fiscal 2021 as operations returned following the lifting of COVID-19 restrictions, new business and timing of collections;
•Prepayment and Other Current Assets by $105.7 million, generating a use of cash during fiscal 2022 compared to a source of cash in fiscal 2021 mainly from proceeds received in the second quarter of fiscal 2021 related to the fiscal 2020 federal income tax return ($93.6 million); and
•Inventories by $64.0 million, generating a greater use of cash during fiscal 2022 compared to fiscal 2021 primarily due to operations returning after COVID-19 restrictions lifted, the impact of inflation and increased purchasing from new business.
These changes in operating assets and liabilities more than offset:
•Accounts payable by $169.6 million, generating a greater source of cash during fiscal 2022 compared to fiscal 2021 as operations returned following the lifting of COVID-19 restrictions, new business and timing of disbursements.
Fiscal 2022 and fiscal 2021 include $57.7 million and $159.1 million, respectively, of proceeds associated with labor related tax credits from many foreign jurisdictions in which we operate as a form of relief from COVID-19 (see Note 1 to the audited consolidated financial statements). During fiscal 2022 and fiscal 2021, we received proceeds of $1.9 million and $17.0 million, respectively, related to favorable loss experience in older insurance years under our general liability, automobile liability and
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workers' compensation programs. "Payments made to clients on contracts" generated a lower use of cash during fiscal 2022 compared to fiscal 2021 primarily due to timing. The "Changes in other assets" caption was driven by an increase to in-service rental merchandise from operations returning after COVID-19 restrictions lifted, which more than offset higher cash distributions received from our 50% ownership interest in AIM Services Co., Ltd. in fiscal 2022 compared to fiscal 2021. The "Other operating activities" caption reflects mainly adjustments to net income (loss) in the current year and prior year periods related to certain non-cash gains and losses and adjustments to non-operating cash gains and losses.
Cash Flows Used in Investing Activities
The net cash flows used in investing activities were higher during fiscal 2022 compared to fiscal 2021 due to a higher level of acquisitions of certain businesses, new equity method investments and purchases of marketable securities in fiscal 2022. During fiscal 2022, we acquired Union Supply for $199.6 million (see Note 2 to the audited consolidated financial statements) and made other acquisitions ($140.4 million). During fiscal 2021, we acquired Next Level for $226.1 million (see Note 2 to the audited consolidated financial statements) and made other acquisitions ($39.7 million). The "Other investing activities" caption includes $19.0 million and $10.0 million of proceeds received during fiscal 2022 and 2021, respectively, relating to the recovery of our investment (possessory interest) at one of the National Park Service sites within our Sports, Leisure & Corrections sector.
Cash Flows Used In Financing Activities
During fiscal 2022, cash used in financing activities was impacted by the following:
•payment of dividends ($113.1 million);
•borrowing under the Receivables Facility ($104.9 million); and
•the repayment of 5.000% 2025 Senior Notes and foreign term loans ($66.7 million).
During fiscal 2021, cash used in financing activities was impacted by the following:
•the repayment of borrowings under the United States revolving credit facility ($780.0 million);
•repayment of the aggregate principal amount of the 2026 Notes ($500.0 million);
•repayments under the Receivables Facility ($315.6 million);
•net repayments of term loan borrowings ($244.2 million);
•payment of dividends ($112.0 million); and
•payment of fees and expenses related to refinancing activities, which is included in "Other financing activities," including debt issuance costs ($17.5 million) and the call premium ($11.9 million) from the repayment of the 2026 Notes.
The "Other financing activities" caption also reflects a use of cash during fiscal 2022 and fiscal 2021, primarily related to taxes paid by us when we withhold shares upon an employee's exercise or vesting of equity awards to cover income taxes.
We intend to continue to pay cash dividends on our common stock, subject to our compliance with applicable law, and depending on, among other things, our results of operations, financial condition, level of indebtedness, capital requirements, contractual restrictions, restrictions in our debt agreements, business prospects and other factors that our Board of Directors may deem relevant. However, the payment of any future dividends will be at the discretion of our Board of Directors and our Board of Directors may, at any time, determine not to continue to declare quarterly dividends.
Covenant Compliance
The Credit Agreement contains a number of covenants that, among other things, restrict, subject to certain exceptions, our ability and the ability of our subsidiaries to: incur additional indebtedness; issue preferred stock or provide guarantees; create liens on assets; engage in mergers or consolidations; sell assets; pay dividends, make distributions or repurchase our capital stock; make investments, loans or advances; repay or repurchase any subordinated debt, except as scheduled or at maturity; create restrictions on the payment of dividends or other amounts to us from our restricted subsidiaries; make certain acquisitions; engage in certain transactions with affiliates; amend material agreements governing our subordinated debt (or any indebtedness that refinances our subordinated debt); and fundamentally change our business. The indentures governing our senior notes contain similar provisions. As of September 30, 2022, we were in compliance with these covenants.
As stated above, the Credit Agreement and the indentures governing our senior notes contain provisions that restrict our ability to pay dividends and repurchase stock (collectively, "Restricted Payments"). In addition to customary exceptions, the Credit Agreement and indentures permit Restricted Payments in the aggregate up to an amount that increases quarterly by 50% of our
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Consolidated Net Income, as such term is defined in these debt agreements, subject to being in compliance with the interest coverage ratio described below.
Under the Credit Agreement, we are required to satisfy and maintain specified financial ratios and other financial condition tests and covenants. The indentures governing our senior notes also require us to comply with certain financial ratios in order to take certain actions. Our continued ability to meet those financial ratios, tests and covenants can be affected by events beyond our control, and there can be no assurance that we will meet those ratios, tests and covenants.
These financial ratios, tests and covenants involve the calculation of certain measures that we refer to in this discussion as "Covenant Adjusted EBITDA." Covenant Adjusted EBITDA is not a measurement of financial performance under U.S. GAAP. Covenant Adjusted EBITDA is defined as net income (loss) of Aramark Services, Inc. ("ASI") and its restricted subsidiaries plus interest and other financing costs, net, provision (benefit) for income taxes, and depreciation and amortization, further adjusted to give effect to adjustments required in calculating covenant ratios and compliance under our Credit Agreement and the indentures governing our senior notes.
Our presentation of these measures has limitations as an analytical tool, and should not be considered in isolation or as a substitute for analysis of our results as reported under U.S. GAAP. You should not consider these measures as alternatives to net income or operating income determined in accordance with U.S. GAAP. Covenant Adjusted EBITDA, as presented by us, may not be comparable to other similarly titled measures of other companies because not all companies use identical calculations.
The following is a reconciliation of Net income (loss) attributable to ASI stockholder, which is a U.S. GAAP measure of ASI''s operating results, to Covenant Adjusted EBITDA as defined in our debt agreements. The terms and related calculations are defined in the Credit Agreement and the indentures governing our senior notes. Covenant Adjusted EBITDA is a measure of ASI and its restricted subsidiaries only and does not include the results of Aramark.
Twelve Months Ended
(in millions)September 30, 2022October 1, 2021
Net income (loss) attributable to ASI stockholders$194.5 $(90.8)
Interest and other financing costs, net372.7 401.4 
Provision (Benefit) for income taxes61.5 (40.6)
Depreciation and amortization532.3 550.7 
Share-based compensation expense(1)    
95.5 71.1 
Unusual or non-recurring (gains) and losses(2)
— (77.1)
Pro forma EBITDA for equity method investees(3)    
8.4 10.2 
Pro forma EBITDA for certain transactions(4)
11.8 11.2 
Other(5)(6)
45.0 102.5 
Covenant Adjusted EBITDA$1,321.7 $938.6 
(1)    Represents share-based compensation expense resulting from the application of accounting for stock options, restricted stock units, performance stock units, deferred stock units awards and employee stock purchases (see Note 12 to the audited consolidated financial statements).
(2)    Represents the fiscal 2021 non-cash gain from an observable price change on an equity investment ($137.9 million) and the fiscal 2021 non-cash loss from the termination of certain defined benefit pension plans ($60.9 million).
(3)    Represents our estimated share of EBITDA, primarily from our AIM Services Co., Ltd. equity method investment, not already reflected in our Net Income (Loss) attributable to ASI stockholders. EBITDA for this equity method investee is calculated in a manner consistent with consolidated Covenant Adjusted EBITDA but does not represent cash distributions received from this investee.
(4)    Represents the annualizing of net EBITDA from acquisitions made during the period.
(5)    "Other" for the twelve months ended September 30, 2022 includes adjustments to remove the impact attributable to the adoption of certain accounting standards that are made to the calculation in accordance with the Credit Agreement and indentures ($34.8 million), the reversal of a contingent consideration liability related to an acquisition earn out ($20.7 million), non-cash charges for inventory write-downs to net realizable value and fixed asset write-offs related to personal protective equipment ($20.5 million), severance charges ($19.6 million), United States and non-United States governmental labor related tax credits resulting from the COVID-19 pandemic ($17.3 million), favorable impact related to a client contract dispute ($9.6 million), charges related to the Company's intention to spin-off the Uniform segment
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($9.3 million), gain from a funding agreement related to a legal matter ($6.5 million), the loss from the change in fair value related to certain gasoline and diesel agreements ($6.4 million), compensation expense related to an acquisition earn out contingent on employees staying until the performance period ends ($5.6 million), the gain from the insurance proceeds received related to property damage from a tornado in Nashville ($4.0 million), the impact of hyperinflation in Argentina ($3.5 million), due diligence charges related to acquisitions ($2.5 million) and other miscellaneous expenses.
(6)    "Other" for the twelve months ended October 1, 2021 includes non-cash charges for inventory write-downs to net realizable value and for excess inventory related to personal protective equipment ($36.0 million), labor charges, incremental expenses and other expenses associated with closed or partially closed client locations resulting from the COVID-19 pandemic, net of United States and non-United States governmental labor related tax credits ($28.4 million), adjustments to remove the impact attributable to the adoption of certain accounting standards that are made to the calculation in accordance with the Credit Agreement and indentures ($25.3 million), expenses related to merger and integration related charges ($22.2 million), gain from a funding agreement related to a legal matter ($10.0 million), reversal of severance charges ($8.2 million), the gain from the change in fair value related to certain gasoline and diesel agreements ($5.9 million), a favorable settlement of a legal matter ($4.7 million), non-cash impairment charges related to various assets ($3.8 million), charges related to a client contract dispute ($2.6 million), expenses related to the impact of the ice storm in Texas ($2.5 million), a non-cash charge related to an environmental matter ($2.5 million), non-cash charges related to information technology assets ($2.2 million), the impact of hyperinflation in Argentina ($1.8 million) and other miscellaneous expenses.
Our covenant requirements and actual ratios for the twelve months ended September 30, 2022 are as follows:
Covenant
Requirements		Actual
Ratios
Consolidated Secured Debt Ratio(1)
≤ 5.125x2.73x
Interest Coverage Ratio (Fixed Charge Coverage Ratio)(2)
≥ 2.000x3.55x
(1)    The Credit Agreement requires ASI to maintain a maximum Consolidated Secured Debt Ratio, defined as consolidated total indebtedness secured by a lien to Covenant Adjusted EBITDA, not to exceed 5.125x. Consolidated total indebtedness secured by a lien is defined in the Credit Agreement as total indebtedness consisting of debt for borrowed money, finance leases, debt in respect of sales-leaseback transactions, disqualified and preferred stock and advances under the Receivables Facility secured by a lien reduced by the amount of cash and cash equivalents on the consolidated balance sheet that is free and clear of any lien. Non-compliance with the maximum Consolidated Secured Debt Ratio could result in the requirement to immediately repay all amounts outstanding under the Credit Agreement, which, if ASI's lenders under our Credit Agreement (other than the lenders in respect of ASI's United States Term B Loans, which lenders do not benefit from the maximum Consolidated Debt Ratio covenant) failed to waive any such default, would also constitute a default under the indentures governing our senior notes.
(2)    Our Credit Agreement establishes an incurrence-based minimum Interest Coverage Ratio, defined as Covenant Adjusted EBITDA to consolidated interest expense, the achievement of which is a condition for us to incur additional indebtedness and to make certain restricted payments and does not result in a default under the Credit Agreement or the indentures governing the senior notes. If we do not maintain this minimum Interest Coverage Ratio calculated on a pro forma basis for any such additional indebtedness or restricted payments, we could be prohibited from being able to (1) incur additional indebtedness, other than the incremental capacity provided for under the Credit Agreement and pursuant to specified exceptions, and (2) make certain restricted payments, other than pursuant to certain exceptions. However, any failure to maintain the minimum Interest Coverage Ratio would not result in a default or an event of default under either the Credit Agreement or the indentures governing the senior notes. The minimum Interest Coverage Ratio is at least 2.000x for the term of the Credit Agreement. Consolidated interest expense is defined in the Credit Agreement as consolidated interest expense excluding interest income, adjusted for acquisitions and dispositions, further adjusted for certain non-cash or nonrecurring interest expense and our estimated share of interest expense from one equity method investee. The indentures governing our senior notes include a similar requirement which is referred to as a Fixed Charge Coverage Ratio.
We and our subsidiaries and affiliates may from time to time, in our sole discretion, purchase, repay, redeem or retire any of our outstanding debt securities (including any publicly issued debt securities), in privately negotiated or open market transactions, by tender offer or otherwise, or extend or refinance any of our outstanding indebtedness.
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The following table summarizes our future obligations for debt repayments, finance leases, estimated interest payments, future minimum rental and similar commitments under noncancelable operating leases as well as contingent obligations related to outstanding letters of credit and guarantees as of September 30, 2022 (dollars in thousands):
Payments Due by Period
Contractual Obligations as of September 30, 2022TotalLess than
1 year		1-3 years3-5 yearsMore than
5 years
Long-term borrowings(1)
$7,305,832 $37,602 $4,235,247 $1,152,526 $1,880,457 
Finance lease obligations158,027 28,589 48,901 33,825 46,712 
Estimated interest payments(2)
927,800 270,600 467,400 164,000 25,800 
Operating leases and other noncancelable commitments436,507 81,729 126,332 82,221 146,225 
Purchase obligations(3)
665,221 267,049 140,809 85,555 171,808 
Other liabilities(4)
709,009 215,546 242,531 30,783 220,149 
$10,202,396 $901,115 $5,261,220 $1,548,910 $2,491,151 
Amount of Commitment Expiration by Period
Other Commercial Commitments as of September 30, 2022Total
Amounts
Committed		Less than
1 year		1-3 years3-5 yearsMore than
5 years
Letters of credit$87,517 $76,445 $11,072 $— $— 
(1)Excludes the $41.6 million reduction to long-term borrowings from debt issuance costs, $0.7 million reduction from the discount on the United States Term B-4 Loans due 2027 and finance lease obligations.
(2)These amounts represent future interest payments related to our existing debt obligations based on fixed and variable interest rates specified in the associated debt agreements and reflect any current hedging arrangements. Payments related to variable debt are based on applicable rates at September 30, 2022 plus the specified margin in the associated debt agreements for each period presented. The amounts provided relate only to existing debt obligations and do not assume the refinancing or replacement of such debt. The average debt balance for each fiscal year from 2023 through 2028 is $7,421.0 million, $7,327.5 million, $5,324.5 million, $2,941.4 million, $2,347.8 million and $791.8 million, respectively. The weighted average interest rate of our existing debt obligations for each fiscal year from 2023 through 2028 is 3.65%, 3.74%, 3.63%, 3.02%, 3.20% and 3.26%, respectively (see Note 5 to the audited consolidated financial statements for the terms and maturities of existing debt obligations).
(3)Represents mainly the commitments for capital projects to help finance improvements or renovations at the facilities in which we operate.
(4)Includes certain unfunded employee retirement obligations, contingent consideration obligations related to acquisitions, deferred social security taxes, self-insurance obligations and other obligations.
We have excluded from the table above uncertain tax liabilities due to the uncertainty of the amount and period of payment. As of September 30, 2022, we have gross uncertain tax liabilities of $80.2 million (see Note 10 to the audited consolidated financial statements). During fiscal 2022, we made contributions totaling $5.7 million into our defined benefit pension plans. Estimated contributions to our defined benefit pension plans in fiscal 2023 are $2.8 million (see Note 9 to the audited consolidated financial statements).
We have a Receivables Facility agreement with three financial institutions where we sell on a continuous basis an undivided interest in all eligible accounts receivable, as defined in the Receivables Facility. The maximum amount available under the Receivables Facility as of September 30, 2022 is $500.0 million. During the third quarter of fiscal 2022, we increased the purchase limit available under the Receivables Facility from $400.0 million to $500.0 million and the additional seasonal tranche of $100.0 million has been eliminated. All other terms and conditions of the agreement remained largely unchanged. As of September 30, 2022, there are $104.9 million outstanding under the Receivables Facility. Amounts borrowed under the Receivables Facility fluctuate monthly based on our funding requirements and the level of qualified receivables available to collateralize the Receivables Facility.
Pursuant to the Receivables Facility, we formed ARAMARK Receivables, LLC, a wholly-owned, consolidated, bankruptcy-remote subsidiary. ARAMARK Receivables, LLC was formed for the sole purpose of buying and selling receivables generated by certain of our subsidiaries. Under the Receivables Facility, we and certain of our subsidiaries transfer without recourse all of our accounts receivable to ARAMARK Receivables, LLC. As collections reduce previously transferred interests, interests in new, eligible receivables are transferred to ARAMARK Receivables, LLC, subject to meeting certain conditions.
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Supplemental Consolidating Information
Pursuant to Regulation S-X Rule 13-01, which simplified certain disclosure requirements for guarantors and issuers of guaranteed securities, we are no longer required to provide condensed consolidating financial statements for Aramark and its subsidiaries, including the guarantors and non-guarantors under our Credit Agreement and the indentures governing our senior notes. ASI, the borrower under our Credit Agreement and the indentures governing our senior notes, and its restricted subsidiaries together comprise substantially all of our assets, liabilities and operations, and there are no material differences between the consolidating information related to Aramark and Aramark Intermediate Holdco Corporation, the direct parent of ASI and a guarantor under our Credit Agreement, on the one hand, and ASI and its restricted subsidiaries on a standalone basis, on the other hand.
Other
Our business activities do not include the use of unconsolidated special purpose entities and there are no significant business transactions that have not been reflected in the accompanying audited consolidated financial statements. We insure portions of our risk in general liability, automobile liability, workers’ compensation liability and property liability through a wholly owned captive insurance subsidiary (the "Captive") to enhance our risk financing strategies. The Captive is subject to the regulations within its domicile of Bermuda, including regulations established by the Bermuda Monetary Authority (the "BMA") relating to levels of liquidity and solvency as such concepts are defined by the BMA. The Captive was in compliance with these regulations as of September 30, 2022. These regulations may have the effect of limiting our ability to access certain cash and cash equivalents held by the Captive for uses other than for the payment of our general liability, automobile liability, workers’ compensation liability, property liability and related Captive costs. As of September 30, 2022 and October 1, 2021, cash and cash equivalents at the Captive were $23.1 million and $194.3 million, respectively. During fiscal 2022, the Captive began investing a portion of its cash and cash equivalents in United States Treasury securities to improve returns on the Captive's assets. The amount of this investment as of September 30, 2022 was $78.2 million and recorded in "Prepayments and other current assets" on the Consolidated Balance Sheets.
Critical Accounting Policies and Estimates
Our significant accounting policies are described in the notes to the audited consolidated financial statements included in this Annual Report.
In preparing our financial statements, management is required to make estimates and assumptions that, among other things, affect the reported amounts of assets, liabilities, revenue and expenses. These estimates and assumptions are most significant where they involve levels of subjectivity and judgment necessary to account for highly uncertain matters or matters susceptible to change, and where they can have a material impact on our financial condition and operating performance. If actual results were to differ materially from the estimates made, the reported results could be materially affected.
Critical accounting estimates and the related assumptions are evaluated periodically as conditions warrant, and changes to such estimates are recorded as new information or changed conditions require.
Asset Impairment Determinations
Indefinite lived intangible assets that are not amortized are subject to an impairment test that we conduct annually or more frequently if a change in circumstances or the occurrence of events indicates that potential impairment exists. For goodwill, the impairment test may first consider qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount. Examples of qualitative factors include, macroeconomic conditions, industry and market considerations, cost factors, overall financial performance, entity-specific events, events affecting reporting units and sustained changes in our stock price. If results of the qualitative assessment indicate a more likely than not determination or if a qualitative assessment is not performed, a quantitative test is performed by comparing the estimated fair value using a discounted cash flow method or market method for each reporting unit with its estimated net book value.
We perform the assessment of goodwill at the reporting unit level. Within our FSS International segment, each country or region is evaluated separately since they are relatively autonomous and separate goodwill balances have been recorded for each entity. During the fourth quarter of fiscal 2022, we performed the annual impairment test for goodwill for each of our reporting units using a quantitative testing approach. Based on the evaluation performed, we determined that the fair value of each of the reporting units significantly exceeded its respective carrying amount, and therefore, we determined that goodwill was not impaired.
The determination of fair value for each reporting unit includes assumptions, which are considered Level 3 inputs, that are subject to risk and uncertainty. The discounted cash flow calculations are dependent on several subjective factors including the timing of future cash flows, the underlying margin projection assumptions, future growth rates and the discount rate. The market based method is dependent on several subjective factors including the determination of market multiples and future cash
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flows. If our assumptions or estimates in our fair value calculations change or if future cash flows, margin projections or future growth rates vary from what was expected, this may impact our impairment analysis and could reduce the underlying cash flows used to estimate fair values and result in a decline in fair value that may trigger future impairment charges.
With respect to our other long-lived assets, we are required to test for asset impairment whenever events or circumstances indicate that the carrying value of an asset may not be recoverable. If indicators of impairment are present, we compare the sum of the future expected cash flows from the asset, undiscounted and without interest charges, to the asset’s carrying value. If the sum of the future expected cash flows from the asset is less than the carrying value, an impairment would be recognized for the difference between the estimated fair value and the carrying value of the asset.
In making future cash flow analyses of various assets, we make assumptions relating to the following:
•    the intended use of assets and the expected future cash flows resulting directly from such use;
•    comparable market valuations of businesses similar to Aramark's business segments;
•    industry specific economic conditions;
•    competitor activities and regulatory initiatives; and
•    client and customer preferences and behavior patterns.
We believe that an accounting estimate relating to asset impairment is a critical accounting estimate because the assumptions underlying future cash flow estimates are subject to change from time to time and the recognition of an impairment could have a significant impact on our Consolidated Statements of Income (Loss).
Litigation and Claims
From time to time, we and our subsidiaries are party to various legal actions, proceedings and investigations involving claims incidental to the conduct of our businesses, including those brought by clients, customers, employees, government entities and third parties under, among others, federal, state, international, national, provincial and local employment laws, wage and hour laws, discrimination laws, immigration laws, human health and safety laws, import and export controls and customs laws, environmental laws, false claims or whistleblower statutes, procurement regulations, intellectual property laws, food safety and sanitation laws, cost and accounting principles, the Foreign Corrupt Practices Act, the U.K. Bribery Act, other anti-corruption laws, lobbying laws, motor carrier safety laws, data privacy and security laws and alcohol licensing and service laws, or alleging negligence and/or breach of contractual and other obligations. We consider the measurement of litigation reserves as a critical accounting estimate because of the significant uncertainty in some cases relating to the outcome of potential claims or litigation and the difficulty of predicting the likelihood and range of potential liability involved, coupled with the material impact on our results of operations that could result from litigation or other claims. In determining legal reserves, we consider, among other issues:
•    interpretation of contractual rights and obligations;
•    the status of government regulatory initiatives, interpretations and investigations;
•    the status of settlement negotiations;
•    prior experience with similar types of claims;
•    whether there is available insurance; and
•    advice of counsel.
We were involved in a dispute with a client regarding our provision of services pursuant to a contract. During fiscal 2022, we resolved the matter by entering into a settlement agreement with the client whereby our obligations totaled $13.6 million, resulting in a reversal of previously reserved amounts of $5.7 million, which is included in "Cost of services provided (exclusive of depreciation and amortization)" on the Consolidated Statements of Income (Loss).
Allowance for Credit Losses
We encounter credit loss risks associated with the collection of receivables. We analyze historical experience, current general and specific industry economic conditions, industry concentrations, such as exposure to small and medium-sized businesses, the non-profit healthcare sector, federal and local governments, and reasonable and supportable forecasts that affect the collectability of the reported amount in estimating credit losses. The accounting estimate related to the allowance for credit losses is a critical accounting estimate because the underlying assumptions used for the allowance can change from time to time and credit losses could potentially have a material impact on our results of operations. We adopted a new accounting standard related to the measurement of expected credit losses as of October 3, 2020 (the first day of fiscal 2021).
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As of September 30, 2022 and October 1, 2021, our allowance for credit losses was $56.4 million and $79.6 million, respectively.
Inventory Obsolescence
We record an inventory obsolescence reserve for obsolete, excess and slow-moving inventory, principally in the Uniform segment. In calculating our inventory obsolescence reserve, we analyze historical and projected data regarding customer demand within specific product categories and make assumptions regarding economic conditions within customer specific industries, as well as style and product changes. Our accounting estimate related to inventory obsolescence is a critical accounting estimate because customer demand in certain of our businesses can be variable and changes in our reserve for inventory obsolescence could materially affect our results of operations.
As of September 30, 2022 and October 1, 2021, our reserve for inventory obsolescence was $51.3 million and $45.7 million, respectively.
Self-Insurance Reserves
We self-insure for obligations related to certain risks that we retain under our casualty program, which includes general liability, automobile liability and workers’ compensation liability, as well as for property liability and employee healthcare benefit programs. The accounting estimates related to our self-insurance reserves are critical accounting estimates because changes in our claim experience, our ability to settle claims or other estimates and judgments we use could potentially have a material impact on our results of operations. Our reserves for retained costs associated with our casualty program are estimated through actuarialmethods, with the assistance of third-party actuaries, using loss development assumptions based on our claims history. Our casualty program reserves take into account reported claims as well as incurred-but-not-reported losses using loss development factors based upon past experience. In order to determine the loss development factors, we make judgments relating to the nature, frequency, severity, and age of claims, and industry, regulatory and company-specific trends impacting the development of claims. The actual cost to settle our self-insured casualty claim liabilities can differ from our reserve estimates because of a number of uncertainties, including the inherent difficulty in estimating the severity of a claim and the potential amount to defend and settle a claim.
As of September 30, 2022 and October 1, 2021, our self-insurance reserves were $254.4 million and $235.7 million, respectively.
Income Taxes
We use the asset and liability method of accounting for income taxes. Under this method, income tax expense is recognized for the amount of taxes payable or refundable for the current year and for deferred tax liabilities and assets for the future tax consequences of events that have been recognized in our consolidated financial statements or tax returns. We make assumptions, judgments and estimates to determine the current income tax provision (benefit), deferred tax asset and liabilities and valuation allowance recorded against a deferred tax asset. The assumptions, judgments and estimates relative to the current income tax provision (benefit) take into account current tax laws, their interpretation and possible results of foreign and domestic tax audits. Changes in tax law, their interpretation and resolution of tax audits could significantly impact the income taxes provided in our consolidated financial statements. Assumptions, judgments and estimates relative to the amount of deferred income taxes take into account future taxable income. Any of the assumptions, judgments and estimates mentioned above could cause the actual income tax obligations to differ from our estimates.
As of September 30, 2022 and October 1, 2021, our valuation allowance reserves recorded against deferred tax assets were $83.8 million and $97.5 million, respectively (see Note 10 to the audited consolidated financial statements).
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New Accounting Standards Updates
See Note 1 to the audited consolidated financial statements for a full description of recent accounting standards updates, including the expected dates of adoption.
Item 7A.    Quantitative and Qualitative Disclosure About Market Risk
We are exposed to the impact of interest rate changes and manage this exposure through the use of variable-rate and fixed-rate debt and by utilizing interest rate swaps. We do not enter into contracts for trading purposes and do not use leveraged instruments. The information below summarizes our market risks associated with debt obligations and other significant financial instruments as of September 30, 2022 (see Notes 5 and 6 to the audited consolidated financial statements). Fair values were computed using market quotes, if available, or based on discounted cash flows using market interest rates as of the end of the respective periods. For debt obligations, the table presents principal cash flows and related interest rates by contractual fiscal year of maturity. Variable interest rates disclosed represent the weighted-average rates of the portfolio at September 30, 2022. For interest rate swaps, the table presents the notional amounts and related weighted-average interest rates by fiscal year of maturity. The variable rates presented are the average forward rates for the term of each contract.
(US$ equivalent in millions)
Expected Fiscal Year of Maturity
As of September 30, 202220232024202520262027ThereafterTotalFair Value
Debt:
Fixed rate$29 $26 $2,393 $19 $15 $1,197 $3,679 $3,457 
Average interest rate4.0 %4.0 %5.6 %4.0 %4.0 %5.0 %5.4 %
Variable rate$38 $149 $1,716 $313 $839 $730 $3,785 $3,696 
Average interest rate5.5 %3.7 %4.3 %3.6 %4.3 %5.0 %4.3 %
Interest Rate Swaps:
Receive variable/pay fixed$1,550$—$800$—$700$500$3,550$155
Average pay rate2.1 %— %1.6 %— %2.2 %1.5 %
Average receive rate3.1 %— %3.1 %— %3.1 %3.1 %
We entered into a series of pay fixed/receive floating gasoline and diesel fuel agreements based on the Department of Energy weekly retail on-highway index in order to limit our exposure to price fluctuations for gasoline and diesel fuel. As of September 30, 2022, we had contracts for 9.4 million gallons outstanding through September of fiscal 2022. As of September 30, 2022, the fair value of our gasoline and diesel fuel hedge agreements is $2.6 million, which is included in "Accounts payable" on our Consolidated Balance Sheets.
Item 8.    Financial Statements and Supplementary Data
See Financial Statements and Schedule beginning on page S-1.
Item 9.    Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
Not applicable.
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Item 9A.    Controls and Procedures
(a) Evaluation of Disclosure Controls and Procedures
Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of our disclosure controls and procedures (as that term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended) as of the end of the period covered by this report. Based on that evaluation, management, with the participation of our Chief Executive Officer and Chief Financial Officer, concluded that our disclosure controls and procedures, as of the end of the period covered by this report, are functioning effectively to provide reasonable assurance that the information required to be disclosed by us in reports filed under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and is accumulated and communicated to our management, including our principal executive and principal financial officers, to allow timely decisions regarding required disclosures. A controls system, no matter how well designed and operated, cannot provide absolute assurance that the objectives of the controls system are met, and no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within a company have been detected.
(b) Management’s Annual Report on Internal Control Over Financial Reporting
Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Rule 13a-15(f) of the Exchange Act. Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we conducted an evaluation of the effectiveness of our internal control over financial reporting based upon criteria established in Internal Control – Integrated Framework (2013) by the Committee of Sponsoring Organizations of the Treadway Commission. Based on that evaluation, our management concluded that our internal control over financial reporting was effective as of September 30, 2022. The effectiveness of our internal control over financial reporting as of September 30, 2022 has been audited by Deloitte & Touche LLP, our independent registered public accounting firm, as stated in their report that is included herein on the following page.
(c) Change in Internal Control over Financial Reporting
No change in our internal control over financial reporting occurred during our fourth quarter of fiscal 2022 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
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Report of Independent Registered Public Accounting Firm
To the Stockholders and the Board of Directors of Aramark

Opinion on Internal Control over Financial Reporting
We have audited the internal control over financial reporting of Aramark and subsidiaries (the "Company") as of September 30, 2022, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of September 30, 2022, based on criteria established in Internal Control – Integrated Framework (2013) issued by COSO.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended September 30, 2022, of the Company and our report dated November 22, 2022, expressed an unqualified opinion on those financial statements.
Basis for Opinion
The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Annual Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.
Definition and Limitations of Internal Control over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ Deloitte & Touche LLP
Philadelphia, PA
November 22, 2022
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Item 9B. Other Information
Not applicable.
Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
Not applicable.
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PART III
Item 10.    Directors, Executive Officers and Corporate Governance
Information about our directors and persons nominated to become directors required by Item 10 will be included under the caption "Proposal No. 1 - Election of Directors" in our Proxy Statement for the 2023 Annual Meeting of Stockholders and is incorporated herein by reference. Information about our executive officers is included under the caption “Information About Our Executive Officers” in Part I of this report and incorporated herein.
Information on beneficial ownership reporting required by Item 10, if any, will be included under the caption "Delinquent Section 16(a) Reports" in our Proxy Statement for the 2023 Annual Meeting of Stockholders and is incorporated herein by reference.
We have a Business Conduct Policy that applies to all of our directors, officers and employees, including our principal executive officer, principal financial officer and principal accounting officer, which is available on the Investor Relations section of our website at www.aramark.com. A copy of our Business Conduct Policy may be obtained free of charge by writing to Investor Relations, Aramark, 2400 Market Street, Philadelphia, PA 19103. Our Business Conduct Policy contains a "code of ethics," as defined in Item 406(b) of Regulation S-K. Please note that our website address is provided as an inactive textual reference only. We will make any legally required disclosures regarding amendments to, or waivers of, provisions of our code of ethics on our website.
The remaining information required by Item 10 will be included under the caption "Board Committees and Meetings" in our Proxy Statement for the 2023 Annual Meeting of Stockholders and is incorporated herein by reference.
Item 11.    Executive Compensation
Information required by Item 11 will be included under the caption "Compensation Matters" in our Proxy Statement for the 2023 Annual Meeting of Stockholders and is incorporated herein by reference.
Item 12.    Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
Information required by Item 12 will be included under the captions "Security Ownership of Certain Beneficial Owners and Management" and "Equity Compensation Plan Information" in our Proxy Statement for the 2023 Annual Meeting of Stockholders and is incorporated herein by reference.
Item 13.    Certain Relationships and Related Transactions, and Director Independence
Information required by Item 13 will be included under the captions "Certain Relationships and Related Transactions" and "Director Independence and Independence Determinations" in our Proxy Statement for the 2023 Annual Meeting of Stockholders and is incorporated herein by reference.
Item 14.    Principal Accountant Fees and Services
Information required by Item 14 will be included under the caption "Fees to Independent Registered Public Accounting Firm" in our Proxy Statement for the 2023 Annual Meeting of Stockholders and is incorporated herein by reference.
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PART IV
Item 15.    Exhibits and Financial Statement Schedules
(a) Financial Statements
See Index to Financial Statements and Schedule at page S-1 and the Exhibit Index.
(b) Exhibits Required by Item 601 of Regulation S-K
See the Exhibit Index which is incorporated herein by reference.
(c) Financial Statement Schedules
See Index to Financial Statements and Schedule at page S-1.
Item 16.    Form 10-K Summary
None.
49


SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this annual report to be signed on its behalf by the undersigned, thereunto duly authorized on November 22, 2022.
Aramark
By:/s/ CHRISTOPHER T. SCHILLING
Name:Christopher T. Schilling
Title:Senior Vice President, Controller and Chief Accounting Officer
(Authorized Signatory)
Pursuant to the requirements of the Securities Exchange Act of 1934, this annual report has been signed below by the following persons on behalf of the registrant and in the capacities indicated on November 22, 2022.
NameCapacity
/s/ JOHN J. ZILLMERChief Executive Officer and Director
John J. Zillmer(Principal Executive Officer)
/s/ THOMAS G. ONDROFExecutive Vice President and Chief Financial Officer
Thomas G. Ondrof(Principal Financial Officer)
/s/ CHRISTOPHER T. SCHILLINGSenior Vice President, Controller and Chief Accounting Officer
Christopher T. Schilling(Principal Accounting Officer)
/s/ SUSAN CAMERONDirector
Susan Cameron
/s/ GREG CREEDDirector
Greg Creed
/s/ DANIEL J. HEINRICHDirector
Daniel J. Heinrich
/s/ BRIDGETTE P. HELLERDirector
Bridgette P. Heller
/s/ PAUL HILALVice Chairman, Director
Paul Hilal
/s/ KENNETH M. KEVERIANDirector
Kenneth M. Keverian
/s/ KAREN KINGDirector
Karen King
/s/ PATRICIA E. LOPEZDirector
Patricia E. Lopez
/s/ STEPHEN I. SADOVEChairman, Director
Stephen I. Sadove
/s/ ART WINKLEBLACKDirector
Art Winkleblack
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ARAMARK AND SUBSIDIARIES
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS AND SCHEDULE
Page
S-2
S-4
S-5
S-6
S-7
S-8
S-9
S-10
S-53
All other schedules are omitted because they are not applicable, not required, or the information required to be set forth therein is included in the consolidated financial statements or in the notes thereto.
S-1
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Report of Independent Registered Public Accounting Firm
To the Stockholders and the Board of Directors of Aramark

Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheets of Aramark and subsidiaries (the "Company") as of September 30, 2022 and October 1, 2021, the related consolidated statements of income (loss), comprehensive income, cash flows, and stockholders’ equity for the years then ended, and the related notes and financial statement schedule II (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of September 30, 2022 and October 1, 2021, and the results of its operations and its cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of September 30, 2022, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated November 22, 2022, expressed an unqualified opinion on the Company's internal control over financial reporting.
Basis for Opinion
These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matter
The critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that was communicated or required to be communicated to the audit committee and that (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
Goodwill - FSS US Reporting Unit - Refer to Note 4 to the financial statements
Critical Audit Matter Description
The Company’s evaluation of goodwill for impairment involves the comparison of the estimated fair value of each reporting unit to its carrying amount annually in the fourth quarter of each year as of the end of the fiscal month of August or more frequently if a change in circumstances or the occurrence of events indicates that potential impairment exists. During the fourth quarter, the Company performed a quantitative test to determine the fair value of each reporting unit using discounted cash flow method or market method, which required management to make assumptions and estimates that are subject to risk and uncertainty related to future growth rates, margin projections, timing of future cash flows, the discount rate, and the determination of market multiples. Changes in these assumptions or estimates may impact the impairment analysis and could reduce the underlying cash flows used to estimate fair values and result in an impairment charge. The fair value of the FSS United States ("FSS US") reporting unit exceeded its carrying amount, and therefore, the Company determined that its goodwill was not impaired.
We identified the valuation of goodwill for the FSS US reporting unit as a critical audit matter because of the significant judgments made by management to estimate its fair value. Auditing the discounted cash flow calculations for this reporting unit involved a high degree of auditor judgment and an increased effort, which included the involvement of our fair value
S-2
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specialists, as it related to evaluating management’s assumptions and estimates related to future growth rates, margin projections, timing of future cash flows, the discount rate and the determination of market multiples.
How the Critical Audit Matter Was Addressed in the Audit
Our audit procedures related to the assumptions and estimates of future growth rates, margin projections, timing of future cash flows, the discount rate and the determination of market multiples used by management to estimate the fair value of the FSS US reporting unit included the following, among others:
•We tested the effectiveness of internal controls over management’s goodwill impairment evaluation, including those over the determination of the fair value of the FSS US reporting unit, including controls related to management’s assumptions and estimates of future growth rates, margin projections, timing of future cash flows, the discount rate and the determination of market multiples.
•We evaluated management’s ability to accurately forecast future FSS US reporting unit growth rates, margin projections and timing of future cash flows by comparing actual results to management’s historical forecasts.
•We evaluated the reasonableness of management’s FSS US reporting unit growth rates, margin projections and timing of future cash flows by comparing the forecasts to:
◦Historical results.
◦Internal communications to management and the Board of Directors.
◦Forecasted information included in analyst and industry reports for the Company and certain of its peer companies.
•With the assistance of our fair value specialists, we evaluated (1) the valuation methodology used and (2) the projections of future growth rates, the discount rate and the determination of market multiples by testing the underlying source information, and by developing a range of independent estimates and comparing those to the rate selected by management.

/s/ Deloitte & Touche LLP

Philadelphia, PA
November 22, 2022

We have served as the Company's auditor since 2021.
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Report of Independent Registered Public Accounting Firm
To the Stockholders and Board of Directors
Aramark:

Opinion on the Consolidated Financial Statements
We have audited the accompanying consolidated statements of loss, comprehensive loss, cash flows, and stockholders’ equity of Aramark and subsidiaries (the Company) for the fiscal year ended October 2, 2020 and the related notes and financial statement schedule II (collectively, the consolidated financial statements). In our opinion, the consolidated financial statements present fairly, in all material respects, the results of operations of the Company and its cash flows for the year ended October 2, 2020, in conformity with U.S. generally accepted accounting principles.
Basis for Opinion
These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. Our audit included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audit provides a reasonable basis for our opinion.

/s/ KPMG LLP
We served as the Company's auditor from 2002 to 2020.
Philadelphia, Pennsylvania
November 24, 2020
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ARAMARK AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
SEPTEMBER 30, 2022 AND OCTOBER 1, 2021
(in thousands, except share amounts)
September 30, 2022October 1, 2021
ASSETS
Current Assets:
Cash and cash equivalents$329,452 $532,591 
Receivables (less allowances: $56,388 and $79,644)2,147,957 1,748,601 
Inventories552,386 412,676 
Prepayments and other current assets262,195 204,987 
Total current assets3,291,990 2,898,855 
Property and Equipment, at cost:
Land, buildings and improvements1,035,359 983,540 
Service equipment and fixtures4,481,711 4,355,699 
5,517,070 5,339,239 
Less - Accumulated depreciation(3,485,025)(3,300,845)
2,032,045 2,038,394 
Goodwill5,515,124 5,487,297 
Other Intangible Assets2,113,726 2,028,622 
Operating Lease Right-of-use Assets592,145 587,854 
Other Assets1,537,406 1,335,142 
$15,082,436 $14,376,164 
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Current maturities of long-term borrowings$65,047 $58,850 
Current operating lease liabilities68,858 67,280 
Accounts payable1,322,936 919,090 
Accrued payroll and related expenses656,974 677,185 
Accrued expenses and other current liabilities1,172,071 1,135,028 
Total current liabilities3,285,886 2,857,433 
Long-Term Borrowings7,345,860 7,393,417 
Noncurrent Operating Lease Liabilities305,623 314,378 
Deferred Income Taxes and Other Noncurrent Liabilities1,106,587 1,079,014 
Commitments and Contingencies (see Note 14)
Redeemable Noncontrolling Interests8,840 9,050 
Stockholders' Equity:
Common stock, par value $0.01 (authorized: 600,000,000 shares; issued: 297,555,924 shares and 294,329,180 shares; and outstanding: 258,728,942 shares and 255,998,119 shares)
2,976 2,943 
Capital surplus3,681,966 3,533,054 
Retained earnings406,784 327,557 
Accumulated other comprehensive loss(111,571)(208,011)
Treasury stock (shares held in treasury: 38,826,982 shares and 38,331,061 shares)(950,515)(932,671)
Total stockholders' equity3,029,640 2,722,872 
$15,082,436 $14,376,164 
The accompanying notes are an integral part of these consolidated financial statements.
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ARAMARK AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITYINCOME (LOSS)
FOR THE FISCAL YEARS ENDED SEPTEMBER 27, 2019, SEPTEMBER 28, 201830, 2022, OCTOBER 1, 2021 AND SEPTEMBER 29, 2017OCTOBER 2, 2020
(in thousands)thousands, except per share data)

 Total Stockholders' Equity Common Stock Capital Surplus Retained Earnings / (Accumulated Deficit) Accumulated Other Comprehensive Loss Treasury Stock
Balance, September 30, 2016$2,161,006
 $2,726
 $2,921,725
 $(33,778) $(180,783) $(548,884)
Adoption of new accounting standard1,129
   (8,013) 9,142
    
Net income attributable to Aramark stockholders373,923
     373,923
    
Other comprehensive income57,023
       57,023
  
Capital contributions from issuance of common stock35,724
 45
 35,679
      
Share-based compensation expense65,155
   65,155
      
Repurchases of common stock(132,662)         (132,662)
Payments of dividends(102,237)     (102,237)    
Balance, September 29, 2017$2,459,061
 $2,771
 $3,014,546
 $247,050
 $(123,760) $(681,546)
Net income attributable to Aramark stockholders567,885
     567,885
    
Other comprehensive income32,537
       32,537
  
Capital contributions from issuance of common stock29,621
 22
 29,599
      
Share-based compensation expense88,276
   88,276
      
Repurchases of common stock(43,406)         (43,406)
Payments of dividends(104,416)     (104,416)    
Balance, September 28, 2018$3,029,558
 $2,793
 $3,132,421
 $710,519
 $(91,223) $(724,952)
Adoption of new accounting standard58,395
     58,395
    
Net income attributable to Aramark stockholders448,549
     448,549
    
Other comprehensive loss(125,742)       (125,742)  
Capital contributions from issuance of common stock48,785
 36
 48,749
      
Share-based compensation expense55,280
   55,280
      
Repurchases of common stock(84,344)         (84,344)
Payments of dividends(110,434)     (110,434)    
Balance, September 27, 2019$3,320,047
 $2,829
 $3,236,450
 $1,107,029
 $(216,965) $(809,296)

Fiscal Year Ended
September 30, 2022October 1, 2021October 2, 2020
Revenue$16,326,624 $12,095,965 $12,829,559 
Costs and Expenses:
Cost of services provided (exclusive of depreciation and amortization)14,767,570 11,007,080 11,993,667 
Depreciation and amortization532,327 550,692 595,195 
Selling and general corporate expenses398,362 346,749 307,016 
Goodwill impairment— — 198,600 
15,698,259 11,904,521 13,094,478 
Operating income (loss)628,365 191,444 (264,919)
Gain on Equity Investment— (137,934)— 
Loss on Defined Benefit Pension Plan Termination— 60,864 — 
Interest and Other Financing Costs, net372,727 401,366 382,800 
Income (Loss) Before Income Taxes255,638 (132,852)(647,719)
Provision (Benefit) for Income Taxes61,461 (40,633)(186,284)
Net income (loss)194,177 (92,219)(461,435)
Less: Net (loss) income attributable to noncontrolling interests(307)(1,386)94 
Net income (loss) attributable to Aramark stockholders$194,484 $(90,833)$(461,529)
Earnings (Loss) per share attributable to Aramark stockholders:
Basic$0.76 $(0.36)$(1.83)
Diluted$0.75 $(0.36)$(1.83)
Weighted Average Shares Outstanding:
Basic257,314 254,748 251,828 
Diluted259,074 254,748 251,828 
The accompanying notes are an integral part of these consolidated financial statements.

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S-6
ARAMARK AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
OF COMPREHENSIVE INCOME (LOSS)

FOR THE FISCAL YEARS ENDED SEPTEMBER 30, 2022, OCTOBER 1, 2021 AND OCTOBER 2, 2020

(in thousands)

NOTE 1. NATURE OF BUSINESS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
Aramark (the "Company") is a leading global provider of food, facilities and uniform services to education, healthcare, business & industry, and sports, leisure & corrections clients. The Company's core market is the United States, which is supplemented by an additional 18-country footprint. The Company operates its business in 3 reportable segments that share many of the same operating characteristics:
Food and Support Services United States ("FSS United States") - Food, refreshment, specialized dietary and support services, including facility maintenance and housekeeping, provided to business, educational and healthcare institutions and in sports, leisure and other facilities.
Food and Support Services International ("FSS International") - Food, refreshment, specialized dietary and support services, including facility maintenance and housekeeping, provided to business, educational and healthcare institutions and in sports, leisure and other facilities.
Uniform and Career Apparel ("Uniform") - Provides a full service employee uniform solution, including design, sourcing and manufacturing, delivery, cleaning and maintenance on a contract basis. Directly markets personalized uniforms and accessories, provides managed restroom services and rents uniforms, work clothing, outerwear, particulate-free garments and non-garment items and related services, including mats, shop towels and first aid supplies, to clients in a wide range of industries in the United States, Puerto Rico, Canada and through a joint venture in Japan, including the manufacturing, transportation, construction, restaurant and hotel, healthcare and pharmaceutical industries.
Fiscal Year Ended
September 30, 2022October 1, 2021October 2, 2020
Net income (loss)$194,177 $(92,219)$(461,435)
Other comprehensive income (loss), net of tax:
Pension plan adjustments17,113 48,568 (25,669)
Foreign currency translation adjustments(86,376)8,925 (7,818)
Cash flow hedges:
Unrealized gains (losses) arising during the period143,276 909 (82,005)
Reclassification adjustments20,698 37,440 25,463 
Share of equity investee's comprehensive income (loss)1,729 3,405 (264)
Other comprehensive income (loss), net of tax96,440 99,247 (90,293)
Comprehensive income (loss)290,617 7,028 (551,728)
Less: Net (loss) income attributable to noncontrolling interests(307)(1,386)94 
Comprehensive income (loss) attributable to Aramark stockholders$290,924 $8,414 $(551,822)
The accompanying notes are an integral part of these consolidated financial statements include the accountsstatements.
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ARAMARK AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE FISCAL YEARS ENDED SEPTEMBER 30, 2022, OCTOBER 1, 2021 AND OCTOBER 2, 2020
(in thousands)
Fiscal Year Ended
September 30, 2022October 1, 2021October 2, 2020
Cash flows from operating activities:
Net income (loss)$194,177 $(92,219)$(461,435)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization532,327 550,692 595,195 
Goodwill impairment and asset write-downs— — 283,743 
Gain on equity investment— (137,934)— 
Loss on defined benefit pension plan termination— 60,864 — 
Reduction of contingent consideration liability (see Note 16)(20,749)— — 
Deferred income taxes35,422 (43,234)(134,048)
Share-based compensation expense95,487 71,053 30,339 
Changes in operating assets and liabilities:
Accounts Receivable(462,685)(290,214)362,708 
Inventories(71,500)(7,536)(25,675)
Prepayments and Other Current Assets(3,783)101,939 (86,444)
Accounts Payable421,763 252,158 (342,069)
Accrued Expenses7,536 261,154 (143,640)
Payments made to clients on contracts(56,865)(100,918)(69,575)
Changes in other noncurrent liabilities14,914 (17,427)92,782 
Changes in other assets(6,878)4,177 66,650 
Other operating activities15,333 44,524 8,151 
Net cash provided by operating activities694,499 657,079 176,682 
Cash flows from investing activities:
Purchases of property and equipment and other(388,397)(407,818)(418,508)
Disposals of property and equipment23,642 32,474 54,074 
Purchases of marketable securities(78,220)— — 
Acquisition of certain businesses, net of cash acquired(340,022)(265,766)(22,201)
Acquisition of certain equity method investments(64,000)— — 
Other investing activities15,710 6,724 25,515 
Net cash used in investing activities(831,287)(634,386)(361,120)
Cash flows from financing activities:
Proceeds from long-term borrowings100,051 893,993 3,239,772 
Payments of long-term borrowings(152,338)(2,453,571)(1,000,463)
Net change in funding under the Receivables Facility104,935 (315,600)315,600 
Payments of dividends(113,120)(112,010)(110,893)
Proceeds from issuance of common stock49,322 41,587 90,022 
Repurchase of common stock— — (6,540)
Other financing activities(26,544)(59,738)(89,976)
Net cash (used in) provided by financing activities(37,694)(2,005,339)2,437,522 
Effect of foreign exchange rates on cash and cash equivalents(28,657)6,049 9,461 
(Decrease) increase in cash and cash equivalents(203,139)(1,976,597)2,262,545 
Cash and cash equivalents, beginning of period532,591 2,509,188 246,643 
Cash and cash equivalents, end of period$329,452 $532,591 $2,509,188 
The accompanying notes are an integral part of its subsidiaries in which a controllingthese consolidated financial interest is maintained in accordance with generally accepted accounting principles in the United States ("U.S. GAAP"). All significant intercompany transactions and accounts have been eliminated.statements.
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ARAMARK AND SUBSIDIARIES
Fiscal Year
Our fiscal year is the fifty-two or fifty-three week period which ends on the Friday nearest to September 30th. The fiscal years ended September 30, 2022 and October 1, 2021 were each a fifty-two week period.
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Results of Operations
Fiscal 2022 Compared to Fiscal 2021
The following tables present an overview of our results on a consolidated and segment basis with the amount of and percentage change between periods for the fiscal years 2022 and 2021 (dollars in millions).
Fiscal Year EndedChangeChange
September 30, 2022October 1, 2021$%
Revenue$16,326.6 $12,096.0 $4,230.6 35.0 %
Costs and Expenses:
Cost of services provided (exclusive of depreciation and amortization)14,767.5 11,007.2 3,760.3 34.2 %
Other operating expenses930.7 897.4 33.3 3.7 %
15,698.2 11,904.6 3,793.6 31.9 %
Operating income628.4 191.4 437.0 228.2 %
Gain on Equity Investment— (137.9)(137.9)(100.0)%
Loss on Defined Benefit Pension Plan Termination— 60.9 (60.9)(100.0)%
Interest and Other Financing Costs, net372.8 401.3 (28.5)(7.1)%
Income (Loss) Before Income Taxes255.6 (132.9)388.5 292.4 %
Provision (Benefit) for Income Taxes61.4 (40.7)102.1 251.3 %
Net income (loss)$194.2 $(92.2)$286.4 310.6 %
Fiscal Year EndedChangeChange
Revenue by Segment(1)
September 30, 2022October 1, 2021$%
FSS United States$10,030.8 $6,809.3 $3,221.5 47.3 %
FSS International3,656.4 2,866.2 790.2 27.6 %
Uniform2,639.4 2,420.5 218.9 9.0 %
$16,326.6 $12,096.0 $4,230.6 35.0 %
Fiscal Year EndedChangeChange
Operating Income by Segment(1)
September 30, 2022October 1, 2021$%
FSS United States$449.0 $131.8 $317.2 240.8 %
FSS International112.5 58.2 54.3 93.2 %
Uniform218.1 120.8 97.3 80.5 %
Corporate(151.2)(119.4)(31.8)(26.7 %)
$628.4 $191.4 $437.0 228.2 %
(1) As a percentage of total revenue, FSS United States represented 61.4% and 56.3%, FSS International represented 22.4% and 23.7% and Uniform represented 16.2% and 20.0% for fiscal 2022 and fiscal 2021, respectively.
Consolidated Overview
Revenue increased by 35.0% during fiscal 2022 compared to the prior year period, which was primarily attributable to base business growth, including from operations re-opening across all business segments after COVID-19 restrictions lifted, growth in net new business and pricing pass-throughs. In addition, the Next Level and Union Supply acquisitions contributed to the revenue growth (3.0%). Foreign currency translation unfavorably impacted revenue during fiscal 2022 (2.6%).
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The following table presents the cost of services provided (exclusive of depreciation and amortization) by segment and as a percent of revenue for the fiscal years ended September 30, 2022 and October 1, 2021.
Fiscal Year Ended
September 30, 2022October 1, 2021
Cost of services provided (exclusive of depreciation and amortization)$% of Revenue$% of Revenue
FSS United States$9,145.0 91.2 %$6,237.6 91.6 %
FSS International3,456.5 94.5 %2,719.2 94.9 %
Uniform2,166.0 82.1 %2,050.4 84.7 %
$14,767.5 90.5 %$11,007.2 91.0 %
The following table presents the percentages attributable to the components in cost of services provided (exclusive of depreciation and amortization) for fiscal 2022 and fiscal 2021.
Fiscal Year Ended
Cost of services provided (exclusive of depreciation and amortization) componentsSeptember 30, 2022October 1, 2021
Food and support service costs(1)
26.5 %24.3 %
Personnel costs(2)
47.7 %50.3 %
Other direct costs25.8 %25.4 %
100.0 %100.0 %
(1) Food and support service costs represented a higher proportion of total cost of services provided (exclusive of depreciation and amortization) during fiscal 2022 mainly from operations reopening as COVID-19 restrictions were lifted and food cost inflation.
(2) Personnel costs decreased as a percentage of total cost of services provided (exclusive of depreciation and amortization) during fiscal 2022 due to food and support service costs increasing at a higher proportion as compared to personnel costs.
Operating income increased by $437.0 million during fiscal 2022 compared to the prior year period, which was driven by base business growth, including from clients re-opening after COVID-19 restrictions lifted, effective cost management and higher vendor discounts from stabilizing supply chain disruptions with our suppliers. The increase in operating income during fiscal 2022 was also attributable to integration costs incurred during fiscal 2021 related to the AmeriPride acquisition that occurred in fiscal 2018 (see Note 2 to the audited consolidated financial statements), lower personnel costs from incentive expenses related to the annual bonus, non-cash income related to the reduction of the contingent consideration liability related to the earn-out of the Next Level acquisition ($20.7 million) and lower insurance expenses, mainly related to our medical program ($18.0 million).
These increases in operating income during fiscal 2022 more than offset:
•increased inflationary costs in food and labor;
•higher expenses incurred related to new business when compared to the prior year period;
•lower United States and non-United States governmental labor related tax credits received in relation to COVID-19 when compared to the prior year period (see Note 1 to the audited consolidated financial statements);
•higher share-based compensation expense (see Note 12 to the audited consolidated financial statements);
•unfavorable severance between years ($26.9 million) (see Note 3 to the audited consolidated financial statements);
•lower income related to favorable loss experience in older insurance years under our general liability, automotive liability and workers' compensation liability programs when compared to fiscal 2021 ($16.2 million); and
•negative impact of foreign currency translation (approximately $7.0 million).
During fiscal 2021, a non-cash gain related to an equity investment of $137.9 million was recorded, which was partially offset by a non-cash loss from the termination of certain defined benefit pension plans of $60.9 million.
Interest and Other Financing Costs, net, decreased 7.1% during fiscal 2022 compared to the prior year period. The decrease for fiscal 2022 was primarily due to lower interest expense from the repayment of the 4.750% Senior Notes due 2026 ("2026 Notes") during the third quarter of fiscal 2021. The decrease was also due to charges related to the repayment of the 2026 Notes, including $11.9 million of a call premium payment and $4.1 million related to the write-off of unamortized debt issuance costs.
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The Provision for Income Taxes for fiscal 2022 was recorded at an effective rate of 24.0% compared to a Benefit for Income Taxes recorded at an effective rate of 30.6% in the prior year. During fiscal 2022, we recorded a benefit to the "Provision (Benefit) for Income Taxes" within the Consolidated Statements of Income (Loss) of $8.5 million for the reversal of a valuation allowance at a subsidiary in the FSS International segment driven by our ability to utilize the deferred tax assets based on future taxable income expected due to the acquisition of a business. We also recorded a benefit to the "Provision (Benefit) for Income Taxes" within the Consolidated Statements of Income (Loss) of $4.2 million due to a state tax law change during fiscal 2022. As a result of the CARES Act, we recorded a net benefit to the "Provision (Benefit) for Income Taxes" within the Consolidated Statements of Income (Loss) of $12.0 million during fiscal 2021. The Provision (Benefit) for Income Taxes during fiscal 2021 includes the Net Operating Losses ("NOL") expected to be carried back to Pre-Tax Cut and Jobs Act years, which are benefited at an income tax rate of 35.0% as opposed to the current year rate of 21.0%. During fiscal 2021, we recorded a valuation allowance of $36.5 million against certain foreign tax credits that were re-established by the NOL carryback. Within the FSS International segment, we also recorded during fiscal 2021 a valuation allowance against deferred tax assets in certain subsidiaries from cumulative losses of $22.0 million.
Segment Results
FSS United States Segment
The FSS United States reportable segment consists of five sectors which have similar economic characteristics and comprise a single operating segment. The five sectors of the FSS United States reportable segment are Business & Industry, Education, Healthcare, Sports, Leisure & Corrections and Facilities & Other.
Revenue for each of these sectors is summarized as follows (in millions):
Fiscal Year EndedChange
September 30, 2022October 1, 2021%
Business & Industry$1,081.2 $695.7 55.4 %
Education3,161.5 2,124.4 48.8 %
Healthcare1,235.8 891.2 38.7 %
Sports, Leisure & Corrections2,722.0 1,511.3 80.1 %
Facilities & Other1,830.3 1,586.7 15.4 %
$10,030.8 $6,809.3 47.3 %
The Healthcare sector had high-single digit operating income margins, consistent with prior year. The Facilities & Other sector had high-single digit operating income margins, compared to mid-single digit operating income margins in the prior year. The Education and Sports, Leisure & Corrections sectors had mid-single digit operating income margins, consistent with prior year. The Business & Industry sector had negative low-single digit operating income margins, compared to negative mid-single digit operating income margins in the prior year. As described above, during the COVID-19 pandemic, and in following periods, operating income margins in the FSS United States sectors may differ from our otherwise historical patterns, particularly in the Business & Industry sector.
FSS United States segment revenue increased by approximately 47.3% during fiscal 2022 compared to the prior year period. The increase was primarily attributable to base business growth, including from operations re-opening across all sectors after COVID-19 restrictions lifted, net new business growth and pricing pass-throughs. The Sports, Leisure & Corrections sector increased due to the acquisition of Union Supply, which contributed $82.5 million of revenue during fiscal 2022, and higher per capita customer spending in stadiums and arenas. In addition, the Next Level acquisition, that occurred in third quarter of fiscal 2021, contributed $277.3 million more of revenue during fiscal 2022 compared to fiscal 2021 to our Healthcare sector.
Operating income increased by $317.2 million during fiscal 2022 compared to the prior year period. The increase during fiscal 2022 was attributable to:
•growth in base business, including from clients re-opening after COVID-19 restrictions lifted, effective cost management and higher vendor discounts from stabilizing supply chain disruptions with our suppliers;
•non-cash income related to the reduction of the contingent consideration liability related to the earn-out of the Next Level acquisition ($20.7 million);
•lower insurance expenses, mainly related to our medical program ($25.0 million); and
•lower personnel costs from incentive expenses related to the annual bonus.
These increases in operating income during fiscal 2022 more than offset the following:
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•increased inflationary costs in food and labor;
•higher expenses incurred related to new business when compared to the prior year period;
•lower income related to favorable loss experience in older insurance years under our general liability, automotive liability and workers' compensation liability program when compared to fiscal 2021 ($16.2 million); and
•unfavorable severance between years ($6.2 million).
FSS International Segment
FSS International segment revenue increased by approximately 27.6% during fiscal 2022 compared to the prior year period. The increase was primarily attributable to base business growth, including from operations re-opening after COVID-19 restrictions lifted, net new business growth and pricing pass-throughs. The growth in revenue was partially offset by the negative impact of foreign currency translation (10.6%).
Operating income increased by $54.3 million during fiscal 2022 compared to the prior year period. The increase was mainly attributable to growth in base business, including from clients re-opening after COVID-19 restrictions lifted, and the favorable impact related to a client contract dispute ($9.6 million).
These increases in operating income during fiscal 2022 more than offset the following:
•lower labor related tax credits provided from governmental assistance programs when compared to the prior year period (see Note 1 to the audited consolidated financial statements);
•increased inflationary costs in food and labor;
•unfavorable severance between years ($28.5 million); and
•the negative impact of foreign currency translation (approximately $6.6 million).
Uniform Segment
Uniform segment revenue increased by approximately 9.0% during fiscal 2022 compared to the prior year period. The increase was primarily attributable to base business growth within our uniform rental business, including from clients re-opening after COVID-19 restrictions lifted, net increases in new business and improved pricing.
Operating income increased by $97.3 million during fiscal 2022 compared to the prior year period. The increase was attributable to increased base business growth within the uniform rental business, including from client re-openings after COVID-19 restrictions lifted, net new business, improved pricing, lower rental merchandise in-service expense and lower costs as a result of the fiscal 2021 reduction in headcount. The increase in operating income was also attributable to:
•lower personnel costs from incentive expenses related to the annual bonus;
•prior year integration charges related to the AmeriPride acquisition that occurred in fiscal 2018 (see Note 2 to the audited consolidated financial statements); and
•favorable severance between years ($8.0 million).
These increases in operating income during fiscal 2022 more than offset the following:
•lower labor related tax credits provided by government assistance programs in response to COVID-19 (see Note 1 to the audited consolidated financial statements);
•increased inflationary costs in labor;
•higher insurance expenses when compared to the prior year period ($7.0 million); and
•personnel expenses related to our intention to spin-off the Uniform segment ($4.1 million).
Corporate
Corporate expenses, those administrative expenses not allocated to the business segments, increased by $31.8 million during fiscal 2022 compared to the prior year period. The increase was attributable to:
•higher share-based compensation expense (see Note 12 to the audited consolidated financial statements);
•the unfavorable change in fair value of certain gasoline and diesel agreements ($12.2 million); and
•accounting and legal fees related to our intention to spin-off the Uniform segment ($5.2 million).
These increases in corporate expenses during fiscal 2022 more than offset lower personnel costs from incentive expenses related to the annual bonus.
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Liquidity and Capital Resources
Overview
Our principal sources of liquidity are cash generated from operating activities, funds from borrowings, investments in marketable securities and existing cash on hand. As of September 30, 2022, we had $329.5 million of cash and cash equivalents, $1,105.6 million of availability under our senior secured revolving credit facility and $395.1 million of availability under the Receivables Facility. A significant portion of our cash and cash equivalents are held in mature, liquid geographies where we have operations. As of September 30, 2022, there were $748.5 million of outstanding foreign currency borrowings.
We believe that our cash and cash equivalents, marketable securities and availability under our revolving credit facility and Receivables Facility will be adequate to meet anticipated cash requirements for the foreseeable future to fund working capital, capital spending, debt service obligations, refinancings, dividends and other cash needs. We have no significant debt maturities due until 2025. We also have flexibility to optimize working capital and defer certain capital expenditures as appropriate without a material impact to the business. We believe that our assumptions used to estimate our liquidity and working capital requirements are reasonable. For additional information regarding the risks associated with our liquidity and capital resources, see Part I, Item 1A, "Risk Factors."
The table below summarizes our cash activity (in millions):
Fiscal Year Ended
September 30, 2022October 1, 2021
Net cash provided by operating activities$694.5 $657.1 
Net cash used in investing activities(831.3)(634.4)
Net cash used in financing activities(37.7)(2,005.3)
Reference to the audited Consolidated Statements of Cash Flows will facilitate understanding of the discussion that follows.
Cash Flows Provided by Operating Activities
Cash provided by operating activities increased by $37.4 million during fiscal 2022 compared to fiscal 2021. The change was driven by net income in fiscal 2022 of $194.2 million compared to a net loss in fiscal 2021 of $92.2 million, as discussed in "Results of Operations" above, and favorable non-cash adjustments to net income (loss) between fiscal years of $141.0 million. The change in net income (loss) and non-cash adjustments to net income (loss) was partially offset by the change in cash from operating assets and liabilities of $426.2 million, which was due to the recovery of our businesses after COVID-19 restrictions lifted. The change in operating assets and liabilities compared to the prior year period was primarily due to:
•Accrued expenses by $253.6 million, generating a lower source of cash during fiscal 2022 compared to fiscal 2021 primarily due to the following: higher payments related to the annual bonus; payment of social security taxes in the current year whereas payment was previously deferred in the prior year as permitted under the CARES Act (see Note 1 to the audited consolidated financial statements); impact of client advances within our Higher Education business from operations returning; and higher commission payments in our Sports business in the current year compared to the prior year from the return of operations;
•Receivables by $172.5 million, generating a greater use of cash during fiscal 2022 compared to fiscal 2021 as operations returned following the lifting of COVID-19 restrictions, new business and timing of collections;
•Prepayment and Other Current Assets by $105.7 million, generating a use of cash during fiscal 2022 compared to a source of cash in fiscal 2021 mainly from proceeds received in the second quarter of fiscal 2021 related to the fiscal 2020 federal income tax return ($93.6 million); and
•Inventories by $64.0 million, generating a greater use of cash during fiscal 2022 compared to fiscal 2021 primarily due to operations returning after COVID-19 restrictions lifted, the impact of inflation and increased purchasing from new business.
These changes in operating assets and liabilities more than offset:
•Accounts payable by $169.6 million, generating a greater source of cash during fiscal 2022 compared to fiscal 2021 as operations returned following the lifting of COVID-19 restrictions, new business and timing of disbursements.
Fiscal 2022 and fiscal 2021 include $57.7 million and $159.1 million, respectively, of proceeds associated with labor related tax credits from many foreign jurisdictions in which we operate as a form of relief from COVID-19 (see Note 1 to the audited consolidated financial statements). During fiscal 2022 and fiscal 2021, we received proceeds of $1.9 million and $17.0 million, respectively, related to favorable loss experience in older insurance years under our general liability, automobile liability and
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workers' compensation programs. "Payments made to clients on contracts" generated a lower use of cash during fiscal 2022 compared to fiscal 2021 primarily due to timing. The "Changes in other assets" caption was driven by an increase to in-service rental merchandise from operations returning after COVID-19 restrictions lifted, which more than offset higher cash distributions received from our 50% ownership interest in AIM Services Co., Ltd. in fiscal 2022 compared to fiscal 2021. The "Other operating activities" caption reflects mainly adjustments to net income (loss) in the current year and prior year periods related to certain non-cash gains and losses and adjustments to non-operating cash gains and losses.
Cash Flows Used in Investing Activities
The net cash flows used in investing activities were higher during fiscal 2022 compared to fiscal 2021 due to a higher level of acquisitions of certain businesses, new equity method investments and purchases of marketable securities in fiscal 2022. During fiscal 2022, we acquired Union Supply for $199.6 million (see Note 2 to the audited consolidated financial statements) and made other acquisitions ($140.4 million). During fiscal 2021, we acquired Next Level for $226.1 million (see Note 2 to the audited consolidated financial statements) and made other acquisitions ($39.7 million). The "Other investing activities" caption includes $19.0 million and $10.0 million of proceeds received during fiscal 2022 and 2021, respectively, relating to the recovery of our investment (possessory interest) at one of the National Park Service sites within our Sports, Leisure & Corrections sector.
Cash Flows Used In Financing Activities
During fiscal 2022, cash used in financing activities was impacted by the following:
•payment of dividends ($113.1 million);
•borrowing under the Receivables Facility ($104.9 million); and
•the repayment of 5.000% 2025 Senior Notes and foreign term loans ($66.7 million).
During fiscal 2021, cash used in financing activities was impacted by the following:
•the repayment of borrowings under the United States revolving credit facility ($780.0 million);
•repayment of the aggregate principal amount of the 2026 Notes ($500.0 million);
•repayments under the Receivables Facility ($315.6 million);
•net repayments of term loan borrowings ($244.2 million);
•payment of dividends ($112.0 million); and
•payment of fees and expenses related to refinancing activities, which is included in "Other financing activities," including debt issuance costs ($17.5 million) and the call premium ($11.9 million) from the repayment of the 2026 Notes.
The "Other financing activities" caption also reflects a use of cash during fiscal 2022 and fiscal 2021, primarily related to taxes paid by us when we withhold shares upon an employee's exercise or vesting of equity awards to cover income taxes.
We intend to continue to pay cash dividends on our common stock, subject to our compliance with applicable law, and depending on, among other things, our results of operations, financial condition, level of indebtedness, capital requirements, contractual restrictions, restrictions in our debt agreements, business prospects and other factors that our Board of Directors may deem relevant. However, the payment of any future dividends will be at the discretion of our Board of Directors and our Board of Directors may, at any time, determine not to continue to declare quarterly dividends.
Covenant Compliance
The Credit Agreement contains a number of covenants that, among other things, restrict, subject to certain exceptions, our ability and the ability of our subsidiaries to: incur additional indebtedness; issue preferred stock or provide guarantees; create liens on assets; engage in mergers or consolidations; sell assets; pay dividends, make distributions or repurchase our capital stock; make investments, loans or advances; repay or repurchase any subordinated debt, except as scheduled or at maturity; create restrictions on the payment of dividends or other amounts to us from our restricted subsidiaries; make certain acquisitions; engage in certain transactions with affiliates; amend material agreements governing our subordinated debt (or any indebtedness that refinances our subordinated debt); and fundamentally change our business. The indentures governing our senior notes contain similar provisions. As of September 30, 2022, we were in compliance with these covenants.
As stated above, the Credit Agreement and the indentures governing our senior notes contain provisions that restrict our ability to pay dividends and repurchase stock (collectively, "Restricted Payments"). In addition to customary exceptions, the Credit Agreement and indentures permit Restricted Payments in the aggregate up to an amount that increases quarterly by 50% of our
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Consolidated Net Income, as such term is defined in these debt agreements, subject to being in compliance with the interest coverage ratio described below.
Under the Credit Agreement, we are required to satisfy and maintain specified financial ratios and other financial condition tests and covenants. The indentures governing our senior notes also require us to comply with certain financial ratios in order to take certain actions. Our continued ability to meet those financial ratios, tests and covenants can be affected by events beyond our control, and there can be no assurance that we will meet those ratios, tests and covenants.
These financial ratios, tests and covenants involve the calculation of certain measures that we refer to in this discussion as "Covenant Adjusted EBITDA." Covenant Adjusted EBITDA is not a measurement of financial performance under U.S. GAAP. Covenant Adjusted EBITDA is defined as net income (loss) of Aramark Services, Inc. ("ASI") and its restricted subsidiaries plus interest and other financing costs, net, provision (benefit) for income taxes, and depreciation and amortization, further adjusted to give effect to adjustments required in calculating covenant ratios and compliance under our Credit Agreement and the indentures governing our senior notes.
Our presentation of these measures has limitations as an analytical tool, and should not be considered in isolation or as a substitute for analysis of our results as reported under U.S. GAAP. You should not consider these measures as alternatives to net income or operating income determined in accordance with U.S. GAAP. Covenant Adjusted EBITDA, as presented by us, may not be comparable to other similarly titled measures of other companies because not all companies use identical calculations.
The following is a reconciliation of Net income (loss) attributable to ASI stockholder, which is a U.S. GAAP measure of ASI''s operating results, to Covenant Adjusted EBITDA as defined in our debt agreements. The terms and related calculations are defined in the Credit Agreement and the indentures governing our senior notes. Covenant Adjusted EBITDA is a measure of ASI and its restricted subsidiaries only and does not include the results of Aramark.
Twelve Months Ended
(in millions)September 30, 2022October 1, 2021
Net income (loss) attributable to ASI stockholders$194.5 $(90.8)
Interest and other financing costs, net372.7 401.4 
Provision (Benefit) for income taxes61.5 (40.6)
Depreciation and amortization532.3 550.7 
Share-based compensation expense(1)    
95.5 71.1 
Unusual or non-recurring (gains) and losses(2)
— (77.1)
Pro forma EBITDA for equity method investees(3)    
8.4 10.2 
Pro forma EBITDA for certain transactions(4)
11.8 11.2 
Other(5)(6)
45.0 102.5 
Covenant Adjusted EBITDA$1,321.7 $938.6 
(1)    Represents share-based compensation expense resulting from the application of accounting for stock options, restricted stock units, performance stock units, deferred stock units awards and employee stock purchases (see Note 12 to the audited consolidated financial statements).
(2)    Represents the fiscal 2021 non-cash gain from an observable price change on an equity investment ($137.9 million) and the fiscal 2021 non-cash loss from the termination of certain defined benefit pension plans ($60.9 million).
(3)    Represents our estimated share of EBITDA, primarily from our AIM Services Co., Ltd. equity method investment, not already reflected in our Net Income (Loss) attributable to ASI stockholders. EBITDA for this equity method investee is calculated in a manner consistent with consolidated Covenant Adjusted EBITDA but does not represent cash distributions received from this investee.
(4)    Represents the annualizing of net EBITDA from acquisitions made during the period.
(5)    "Other" for the twelve months ended September 30, 2022 includes adjustments to remove the impact attributable to the adoption of certain accounting standards that are made to the calculation in accordance with the Credit Agreement and indentures ($34.8 million), the reversal of a contingent consideration liability related to an acquisition earn out ($20.7 million), non-cash charges for inventory write-downs to net realizable value and fixed asset write-offs related to personal protective equipment ($20.5 million), severance charges ($19.6 million), United States and non-United States governmental labor related tax credits resulting from the COVID-19 pandemic ($17.3 million), favorable impact related to a client contract dispute ($9.6 million), charges related to the Company's intention to spin-off the Uniform segment
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($9.3 million), gain from a funding agreement related to a legal matter ($6.5 million), the loss from the change in fair value related to certain gasoline and diesel agreements ($6.4 million), compensation expense related to an acquisition earn out contingent on employees staying until the performance period ends ($5.6 million), the gain from the insurance proceeds received related to property damage from a tornado in Nashville ($4.0 million), the impact of hyperinflation in Argentina ($3.5 million), due diligence charges related to acquisitions ($2.5 million) and other miscellaneous expenses.
(6)    "Other" for the twelve months ended October 1, 2021 includes non-cash charges for inventory write-downs to net realizable value and for excess inventory related to personal protective equipment ($36.0 million), labor charges, incremental expenses and other expenses associated with closed or partially closed client locations resulting from the COVID-19 pandemic, net of United States and non-United States governmental labor related tax credits ($28.4 million), adjustments to remove the impact attributable to the adoption of certain accounting standards that are made to the calculation in accordance with the Credit Agreement and indentures ($25.3 million), expenses related to merger and integration related charges ($22.2 million), gain from a funding agreement related to a legal matter ($10.0 million), reversal of severance charges ($8.2 million), the gain from the change in fair value related to certain gasoline and diesel agreements ($5.9 million), a favorable settlement of a legal matter ($4.7 million), non-cash impairment charges related to various assets ($3.8 million), charges related to a client contract dispute ($2.6 million), expenses related to the impact of the ice storm in Texas ($2.5 million), a non-cash charge related to an environmental matter ($2.5 million), non-cash charges related to information technology assets ($2.2 million), the impact of hyperinflation in Argentina ($1.8 million) and other miscellaneous expenses.
Our covenant requirements and actual ratios for the twelve months ended September 30, 2022 are as follows:
Covenant
Requirements		Actual
Ratios
Consolidated Secured Debt Ratio(1)
≤ 5.125x2.73x
Interest Coverage Ratio (Fixed Charge Coverage Ratio)(2)
≥ 2.000x3.55x
(1)    The Credit Agreement requires ASI to maintain a maximum Consolidated Secured Debt Ratio, defined as consolidated total indebtedness secured by a lien to Covenant Adjusted EBITDA, not to exceed 5.125x. Consolidated total indebtedness secured by a lien is defined in the Credit Agreement as total indebtedness consisting of debt for borrowed money, finance leases, debt in respect of sales-leaseback transactions, disqualified and preferred stock and advances under the Receivables Facility secured by a lien reduced by the amount of cash and cash equivalents on the consolidated balance sheet that is free and clear of any lien. Non-compliance with the maximum Consolidated Secured Debt Ratio could result in the requirement to immediately repay all amounts outstanding under the Credit Agreement, which, if ASI's lenders under our Credit Agreement (other than the lenders in respect of ASI's United States Term B Loans, which lenders do not benefit from the maximum Consolidated Debt Ratio covenant) failed to waive any such default, would also constitute a default under the indentures governing our senior notes.
(2)    Our Credit Agreement establishes an incurrence-based minimum Interest Coverage Ratio, defined as Covenant Adjusted EBITDA to consolidated interest expense, the achievement of which is a condition for us to incur additional indebtedness and to make certain restricted payments and does not result in a default under the Credit Agreement or the indentures governing the senior notes. If we do not maintain this minimum Interest Coverage Ratio calculated on a pro forma basis for any such additional indebtedness or restricted payments, we could be prohibited from being able to (1) incur additional indebtedness, other than the incremental capacity provided for under the Credit Agreement and pursuant to specified exceptions, and (2) make certain restricted payments, other than pursuant to certain exceptions. However, any failure to maintain the minimum Interest Coverage Ratio would not result in a default or an event of default under either the Credit Agreement or the indentures governing the senior notes. The minimum Interest Coverage Ratio is at least 2.000x for the term of the Credit Agreement. Consolidated interest expense is defined in the Credit Agreement as consolidated interest expense excluding interest income, adjusted for acquisitions and dispositions, further adjusted for certain non-cash or nonrecurring interest expense and our estimated share of interest expense from one equity method investee. The indentures governing our senior notes include a similar requirement which is referred to as a Fixed Charge Coverage Ratio.
We and our subsidiaries and affiliates may from time to time, in our sole discretion, purchase, repay, redeem or retire any of our outstanding debt securities (including any publicly issued debt securities), in privately negotiated or open market transactions, by tender offer or otherwise, or extend or refinance any of our outstanding indebtedness.
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The following table summarizes our future obligations for debt repayments, finance leases, estimated interest payments, future minimum rental and similar commitments under noncancelable operating leases as well as contingent obligations related to outstanding letters of credit and guarantees as of September 30, 2022 (dollars in thousands):
Payments Due by Period
Contractual Obligations as of September 30, 2022TotalLess than
1 year		1-3 years3-5 yearsMore than
5 years
Long-term borrowings(1)
$7,305,832 $37,602 $4,235,247 $1,152,526 $1,880,457 
Finance lease obligations158,027 28,589 48,901 33,825 46,712 
Estimated interest payments(2)
927,800 270,600 467,400 164,000 25,800 
Operating leases and other noncancelable commitments436,507 81,729 126,332 82,221 146,225 
Purchase obligations(3)
665,221 267,049 140,809 85,555 171,808 
Other liabilities(4)
709,009 215,546 242,531 30,783 220,149 
$10,202,396 $901,115 $5,261,220 $1,548,910 $2,491,151 
Amount of Commitment Expiration by Period
Other Commercial Commitments as of September 30, 2022Total
Amounts
Committed		Less than
1 year		1-3 years3-5 yearsMore than
5 years
Letters of credit$87,517 $76,445 $11,072 $— $— 
(1)Excludes the $41.6 million reduction to long-term borrowings from debt issuance costs, $0.7 million reduction from the discount on the United States Term B-4 Loans due 2027 and finance lease obligations.
(2)These amounts represent future interest payments related to our existing debt obligations based on fixed and variable interest rates specified in the associated debt agreements and reflect any current hedging arrangements. Payments related to variable debt are based on applicable rates at September 30, 2022 plus the specified margin in the associated debt agreements for each period presented. The amounts provided relate only to existing debt obligations and do not assume the refinancing or replacement of such debt. The average debt balance for each fiscal year from 2023 through 2028 is $7,421.0 million, $7,327.5 million, $5,324.5 million, $2,941.4 million, $2,347.8 million and $791.8 million, respectively. The weighted average interest rate of our existing debt obligations for each fiscal year from 2023 through 2028 is 3.65%, 3.74%, 3.63%, 3.02%, 3.20% and 3.26%, respectively (see Note 5 to the audited consolidated financial statements for the terms and maturities of existing debt obligations).
(3)Represents mainly the commitments for capital projects to help finance improvements or renovations at the facilities in which we operate.
(4)Includes certain unfunded employee retirement obligations, contingent consideration obligations related to acquisitions, deferred social security taxes, self-insurance obligations and other obligations.
We have excluded from the table above uncertain tax liabilities due to the uncertainty of the amount and period of payment. As of September 30, 2022, we have gross uncertain tax liabilities of $80.2 million (see Note 10 to the audited consolidated financial statements). During fiscal 2022, we made contributions totaling $5.7 million into our defined benefit pension plans. Estimated contributions to our defined benefit pension plans in fiscal 2023 are $2.8 million (see Note 9 to the audited consolidated financial statements).
We have a Receivables Facility agreement with three financial institutions where we sell on a continuous basis an undivided interest in all eligible accounts receivable, as defined in the Receivables Facility. The maximum amount available under the Receivables Facility as of September 30, 2022 is $500.0 million. During the third quarter of fiscal 2022, we increased the purchase limit available under the Receivables Facility from $400.0 million to $500.0 million and the additional seasonal tranche of $100.0 million has been eliminated. All other terms and conditions of the agreement remained largely unchanged. As of September 30, 2022, there are $104.9 million outstanding under the Receivables Facility. Amounts borrowed under the Receivables Facility fluctuate monthly based on our funding requirements and the level of qualified receivables available to collateralize the Receivables Facility.
Pursuant to the Receivables Facility, we formed ARAMARK Receivables, LLC, a wholly-owned, consolidated, bankruptcy-remote subsidiary. ARAMARK Receivables, LLC was formed for the sole purpose of buying and selling receivables generated by certain of our subsidiaries. Under the Receivables Facility, we and certain of our subsidiaries transfer without recourse all of our accounts receivable to ARAMARK Receivables, LLC. As collections reduce previously transferred interests, interests in new, eligible receivables are transferred to ARAMARK Receivables, LLC, subject to meeting certain conditions.
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Supplemental Consolidating Information
Pursuant to Regulation S-X Rule 13-01, which simplified certain disclosure requirements for guarantors and issuers of guaranteed securities, we are no longer required to provide condensed consolidating financial statements for Aramark and its subsidiaries, including the guarantors and non-guarantors under our Credit Agreement and the indentures governing our senior notes. ASI, the borrower under our Credit Agreement and the indentures governing our senior notes, and its restricted subsidiaries together comprise substantially all of our assets, liabilities and operations, and there are no material differences between the consolidating information related to Aramark and Aramark Intermediate Holdco Corporation, the direct parent of ASI and a guarantor under our Credit Agreement, on the one hand, and ASI and its restricted subsidiaries on a standalone basis, on the other hand.
Other
Our business activities do not include the use of unconsolidated special purpose entities and there are no significant business transactions that have not been reflected in the accompanying audited consolidated financial statements. We insure portions of our risk in general liability, automobile liability, workers’ compensation liability and property liability through a wholly owned captive insurance subsidiary (the "Captive") to enhance our risk financing strategies. The Captive is subject to the regulations within its domicile of Bermuda, including regulations established by the Bermuda Monetary Authority (the "BMA") relating to levels of liquidity and solvency as such concepts are defined by the BMA. The Captive was in compliance with these regulations as of September 30, 2022. These regulations may have the effect of limiting our ability to access certain cash and cash equivalents held by the Captive for uses other than for the payment of our general liability, automobile liability, workers’ compensation liability, property liability and related Captive costs. As of September 30, 2022 and October 1, 2021, cash and cash equivalents at the Captive were $23.1 million and $194.3 million, respectively. During fiscal 2022, the Captive began investing a portion of its cash and cash equivalents in United States Treasury securities to improve returns on the Captive's assets. The amount of this investment as of September 30, 2022 was $78.2 million and recorded in "Prepayments and other current assets" on the Consolidated Balance Sheets.
Critical Accounting Policies and Estimates
Our significant accounting policies are described in the notes to the audited consolidated financial statements included in this Annual Report.
In preparing our financial statements, management is required to make estimates and assumptions that, among other things, affect the reported amounts of assets, liabilities, revenue and expenses. These estimates and assumptions are most significant where they involve levels of subjectivity and judgment necessary to account for highly uncertain matters or matters susceptible to change, and where they can have a material impact on our financial condition and operating performance. If actual results were to differ materially from the estimates made, the reported results could be materially affected.
Critical accounting estimates and the related assumptions are evaluated periodically as conditions warrant, and changes to such estimates are recorded as new information or changed conditions require.
Asset Impairment Determinations
Indefinite lived intangible assets that are not amortized are subject to an impairment test that we conduct annually or more frequently if a change in circumstances or the occurrence of events indicates that potential impairment exists. For goodwill, the impairment test may first consider qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount. Examples of qualitative factors include, macroeconomic conditions, industry and market considerations, cost factors, overall financial performance, entity-specific events, events affecting reporting units and sustained changes in our stock price. If results of the qualitative assessment indicate a more likely than not determination or if a qualitative assessment is not performed, a quantitative test is performed by comparing the estimated fair value using a discounted cash flow method or market method for each reporting unit with its estimated net book value.
We perform the assessment of goodwill at the reporting unit level. Within our FSS International segment, each country or region is evaluated separately since they are relatively autonomous and separate goodwill balances have been recorded for each entity. During the fourth quarter of fiscal 2022, we performed the annual impairment test for goodwill for each of our reporting units using a quantitative testing approach. Based on the evaluation performed, we determined that the fair value of each of the reporting units significantly exceeded its respective carrying amount, and therefore, we determined that goodwill was not impaired.
The determination of fair value for each reporting unit includes assumptions, which are considered Level 3 inputs, that are subject to risk and uncertainty. The discounted cash flow calculations are dependent on several subjective factors including the timing of future cash flows, the underlying margin projection assumptions, future growth rates and the discount rate. The market based method is dependent on several subjective factors including the determination of market multiples and future cash
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flows. If our assumptions or estimates in our fair value calculations change or if future cash flows, margin projections or future growth rates vary from what was expected, this may impact our impairment analysis and could reduce the underlying cash flows used to estimate fair values and result in a decline in fair value that may trigger future impairment charges.
With respect to our other long-lived assets, we are required to test for asset impairment whenever events or circumstances indicate that the carrying value of an asset may not be recoverable. If indicators of impairment are present, we compare the sum of the future expected cash flows from the asset, undiscounted and without interest charges, to the asset’s carrying value. If the sum of the future expected cash flows from the asset is less than the carrying value, an impairment would be recognized for the difference between the estimated fair value and the carrying value of the asset.
In making future cash flow analyses of various assets, we make assumptions relating to the following:
•    the intended use of assets and the expected future cash flows resulting directly from such use;
•    comparable market valuations of businesses similar to Aramark's business segments;
•    industry specific economic conditions;
•    competitor activities and regulatory initiatives; and
•    client and customer preferences and behavior patterns.
We believe that an accounting estimate relating to asset impairment is a critical accounting estimate because the assumptions underlying future cash flow estimates are subject to change from time to time and the recognition of an impairment could have a significant impact on our Consolidated Statements of Income (Loss).
Litigation and Claims
From time to time, we and our subsidiaries are party to various legal actions, proceedings and investigations involving claims incidental to the conduct of our businesses, including those brought by clients, customers, employees, government entities and third parties under, among others, federal, state, international, national, provincial and local employment laws, wage and hour laws, discrimination laws, immigration laws, human health and safety laws, import and export controls and customs laws, environmental laws, false claims or whistleblower statutes, procurement regulations, intellectual property laws, food safety and sanitation laws, cost and accounting principles, the Foreign Corrupt Practices Act, the U.K. Bribery Act, other anti-corruption laws, lobbying laws, motor carrier safety laws, data privacy and security laws and alcohol licensing and service laws, or alleging negligence and/or breach of contractual and other obligations. We consider the measurement of litigation reserves as a critical accounting estimate because of the significant uncertainty in some cases relating to the outcome of potential claims or litigation and the difficulty of predicting the likelihood and range of potential liability involved, coupled with the material impact on our results of operations that could result from litigation or other claims. In determining legal reserves, we consider, among other issues:
•    interpretation of contractual rights and obligations;
•    the status of government regulatory initiatives, interpretations and investigations;
•    the status of settlement negotiations;
•    prior experience with similar types of claims;
•    whether there is available insurance; and
•    advice of counsel.
We were involved in a dispute with a client regarding our provision of services pursuant to a contract. During fiscal 2022, we resolved the matter by entering into a settlement agreement with the client whereby our obligations totaled $13.6 million, resulting in a reversal of previously reserved amounts of $5.7 million, which is included in "Cost of services provided (exclusive of depreciation and amortization)" on the Consolidated Statements of Income (Loss).
Allowance for Credit Losses
We encounter credit loss risks associated with the collection of receivables. We analyze historical experience, current general and specific industry economic conditions, industry concentrations, such as exposure to small and medium-sized businesses, the non-profit healthcare sector, federal and local governments, and reasonable and supportable forecasts that affect the collectability of the reported amount in estimating credit losses. The accounting estimate related to the allowance for credit losses is a critical accounting estimate because the underlying assumptions used for the allowance can change from time to time and credit losses could potentially have a material impact on our results of operations. We adopted a new accounting standard related to the measurement of expected credit losses as of October 3, 2020 (the first day of fiscal 2021).
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As of September 30, 2022 and October 1, 2021, our allowance for credit losses was $56.4 million and $79.6 million, respectively.
Inventory Obsolescence
We record an inventory obsolescence reserve for obsolete, excess and slow-moving inventory, principally in the Uniform segment. In calculating our inventory obsolescence reserve, we analyze historical and projected data regarding customer demand within specific product categories and make assumptions regarding economic conditions within customer specific industries, as well as style and product changes. Our accounting estimate related to inventory obsolescence is a critical accounting estimate because customer demand in certain of our businesses can be variable and changes in our reserve for inventory obsolescence could materially affect our results of operations.
As of September 30, 2022 and October 1, 2021, our reserve for inventory obsolescence was $51.3 million and $45.7 million, respectively.
Self-Insurance Reserves
We self-insure for obligations related to certain risks that we retain under our casualty program, which includes general liability, automobile liability and workers’ compensation liability, as well as for property liability and employee healthcare benefit programs. The accounting estimates related to our self-insurance reserves are critical accounting estimates because changes in our claim experience, our ability to settle claims or other estimates and judgments we use could potentially have a material impact on our results of operations. Our reserves for retained costs associated with our casualty program are estimated through actuarialmethods, with the assistance of third-party actuaries, using loss development assumptions based on our claims history. Our casualty program reserves take into account reported claims as well as incurred-but-not-reported losses using loss development factors based upon past experience. In order to determine the loss development factors, we make judgments relating to the nature, frequency, severity, and age of claims, and industry, regulatory and company-specific trends impacting the development of claims. The actual cost to settle our self-insured casualty claim liabilities can differ from our reserve estimates because of a number of uncertainties, including the inherent difficulty in estimating the severity of a claim and the potential amount to defend and settle a claim.
As of September 30, 2022 and October 1, 2021, our self-insurance reserves were $254.4 million and $235.7 million, respectively.
Income Taxes
We use the asset and liability method of accounting for income taxes. Under this method, income tax expense is recognized for the amount of taxes payable or refundable for the current year and for deferred tax liabilities and assets for the future tax consequences of events that have been recognized in our consolidated financial statements or tax returns. We make assumptions, judgments and estimates to determine the current income tax provision (benefit), deferred tax asset and liabilities and valuation allowance recorded against a deferred tax asset. The assumptions, judgments and estimates relative to the current income tax provision (benefit) take into account current tax laws, their interpretation and possible results of foreign and domestic tax audits. Changes in tax law, their interpretation and resolution of tax audits could significantly impact the income taxes provided in our consolidated financial statements. Assumptions, judgments and estimates relative to the amount of deferred income taxes take into account future taxable income. Any of the assumptions, judgments and estimates mentioned above could cause the actual income tax obligations to differ from our estimates.
As of September 30, 2022 and October 1, 2021, our valuation allowance reserves recorded against deferred tax assets were $83.8 million and $97.5 million, respectively (see Note 10 to the audited consolidated financial statements).
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New Accounting Standards Updates
See Note 1 to the audited consolidated financial statements for a full description of recent accounting standards updates, including the expected dates of adoption.
Item 7A.    Quantitative and Qualitative Disclosure About Market Risk
We are exposed to the impact of interest rate changes and manage this exposure through the use of variable-rate and fixed-rate debt and by utilizing interest rate swaps. We do not enter into contracts for trading purposes and do not use leveraged instruments. The information below summarizes our market risks associated with debt obligations and other significant financial instruments as of September 30, 2022 (see Notes 5 and 6 to the audited consolidated financial statements). Fair values were computed using market quotes, if available, or based on discounted cash flows using market interest rates as of the end of the respective periods. For debt obligations, the table presents principal cash flows and related interest rates by contractual fiscal year of maturity. Variable interest rates disclosed represent the weighted-average rates of the portfolio at September 30, 2022. For interest rate swaps, the table presents the notional amounts and related weighted-average interest rates by fiscal year of maturity. The variable rates presented are the average forward rates for the term of each contract.
(US$ equivalent in millions)
Expected Fiscal Year of Maturity
As of September 30, 202220232024202520262027ThereafterTotalFair Value
Debt:
Fixed rate$29 $26 $2,393 $19 $15 $1,197 $3,679 $3,457 
Average interest rate4.0 %4.0 %5.6 %4.0 %4.0 %5.0 %5.4 %
Variable rate$38 $149 $1,716 $313 $839 $730 $3,785 $3,696 
Average interest rate5.5 %3.7 %4.3 %3.6 %4.3 %5.0 %4.3 %
Interest Rate Swaps:
Receive variable/pay fixed$1,550$—$800$—$700$500$3,550$155
Average pay rate2.1 %— %1.6 %— %2.2 %1.5 %
Average receive rate3.1 %— %3.1 %— %3.1 %3.1 %
We entered into a series of pay fixed/receive floating gasoline and diesel fuel agreements based on the Department of Energy weekly retail on-highway index in order to limit our exposure to price fluctuations for gasoline and diesel fuel. As of September 30, 2022, we had contracts for 9.4 million gallons outstanding through September of fiscal 2022. As of September 30, 2022, the fair value of our gasoline and diesel fuel hedge agreements is $2.6 million, which is included in "Accounts payable" on our Consolidated Balance Sheets.
Item 8.    Financial Statements and Supplementary Data
See Financial Statements and Schedule beginning on page S-1.
Item 9.    Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
Not applicable.
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Item 9A.    Controls and Procedures
(a) Evaluation of Disclosure Controls and Procedures
Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of our disclosure controls and procedures (as that term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended) as of the end of the period covered by this report. Based on that evaluation, management, with the participation of our Chief Executive Officer and Chief Financial Officer, concluded that our disclosure controls and procedures, as of the end of the period covered by this report, are functioning effectively to provide reasonable assurance that the information required to be disclosed by us in reports filed under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and is accumulated and communicated to our management, including our principal executive and principal financial officers, to allow timely decisions regarding required disclosures. A controls system, no matter how well designed and operated, cannot provide absolute assurance that the objectives of the controls system are met, and no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within a company have been detected.
(b) Management’s Annual Report on Internal Control Over Financial Reporting
Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Rule 13a-15(f) of the Exchange Act. Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we conducted an evaluation of the effectiveness of our internal control over financial reporting based upon criteria established in Internal Control – Integrated Framework (2013) by the Committee of Sponsoring Organizations of the Treadway Commission. Based on that evaluation, our management concluded that our internal control over financial reporting was effective as of September 30, 2022. The effectiveness of our internal control over financial reporting as of September 30, 2022 has been audited by Deloitte & Touche LLP, our independent registered public accounting firm, as stated in their report that is included herein on the following page.
(c) Change in Internal Control over Financial Reporting
No change in our internal control over financial reporting occurred during our fourth quarter of fiscal 2022 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
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Report of Independent Registered Public Accounting Firm
To the Stockholders and the Board of Directors of Aramark

Opinion on Internal Control over Financial Reporting
We have audited the internal control over financial reporting of Aramark and subsidiaries (the "Company") as of September 30, 2022, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of September 30, 2022, based on criteria established in Internal Control – Integrated Framework (2013) issued by COSO.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended September 30, 2022, of the Company and our report dated November 22, 2022, expressed an unqualified opinion on those financial statements.
Basis for Opinion
The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Annual Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.
Definition and Limitations of Internal Control over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ Deloitte & Touche LLP
Philadelphia, PA
November 22, 2022
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Item 9B. Other Information
Not applicable.
Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
Not applicable.
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PART III
Item 10.    Directors, Executive Officers and Corporate Governance
Information about our directors and persons nominated to become directors required by Item 10 will be included under the caption "Proposal No. 1 - Election of Directors" in our Proxy Statement for the 2023 Annual Meeting of Stockholders and is incorporated herein by reference. Information about our executive officers is included under the caption “Information About Our Executive Officers” in Part I of this report and incorporated herein.
Information on beneficial ownership reporting required by Item 10, if any, will be included under the caption "Delinquent Section 16(a) Reports" in our Proxy Statement for the 2023 Annual Meeting of Stockholders and is incorporated herein by reference.
We have a Business Conduct Policy that applies to all of our directors, officers and employees, including our principal executive officer, principal financial officer and principal accounting officer, which is available on the Investor Relations section of our website at www.aramark.com. A copy of our Business Conduct Policy may be obtained free of charge by writing to Investor Relations, Aramark, 2400 Market Street, Philadelphia, PA 19103. Our Business Conduct Policy contains a "code of ethics," as defined in Item 406(b) of Regulation S-K. Please note that our website address is provided as an inactive textual reference only. We will make any legally required disclosures regarding amendments to, or waivers of, provisions of our code of ethics on our website.
The remaining information required by Item 10 will be included under the caption "Board Committees and Meetings" in our Proxy Statement for the 2023 Annual Meeting of Stockholders and is incorporated herein by reference.
Item 11.    Executive Compensation
Information required by Item 11 will be included under the caption "Compensation Matters" in our Proxy Statement for the 2023 Annual Meeting of Stockholders and is incorporated herein by reference.
Item 12.    Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
Information required by Item 12 will be included under the captions "Security Ownership of Certain Beneficial Owners and Management" and "Equity Compensation Plan Information" in our Proxy Statement for the 2023 Annual Meeting of Stockholders and is incorporated herein by reference.
Item 13.    Certain Relationships and Related Transactions, and Director Independence
Information required by Item 13 will be included under the captions "Certain Relationships and Related Transactions" and "Director Independence and Independence Determinations" in our Proxy Statement for the 2023 Annual Meeting of Stockholders and is incorporated herein by reference.
Item 14.    Principal Accountant Fees and Services
Information required by Item 14 will be included under the caption "Fees to Independent Registered Public Accounting Firm" in our Proxy Statement for the 2023 Annual Meeting of Stockholders and is incorporated herein by reference.
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PART IV
Item 15.    Exhibits and Financial Statement Schedules
(a) Financial Statements
See Index to Financial Statements and Schedule at page S-1 and the Exhibit Index.
(b) Exhibits Required by Item 601 of Regulation S-K
See the Exhibit Index which is incorporated herein by reference.
(c) Financial Statement Schedules
See Index to Financial Statements and Schedule at page S-1.
Item 16.    Form 10-K Summary
None.
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this annual report to be signed on its behalf by the undersigned, thereunto duly authorized on November 22, 2022.
Aramark
By:/s/ CHRISTOPHER T. SCHILLING
Name:Christopher T. Schilling
Title:Senior Vice President, Controller and Chief Accounting Officer
(Authorized Signatory)
Pursuant to the requirements of the Securities Exchange Act of 1934, this annual report has been signed below by the following persons on behalf of the registrant and in the capacities indicated on November 22, 2022.
NameCapacity
/s/ JOHN J. ZILLMERChief Executive Officer and Director
John J. Zillmer(Principal Executive Officer)
/s/ THOMAS G. ONDROFExecutive Vice President and Chief Financial Officer
Thomas G. Ondrof(Principal Financial Officer)
/s/ CHRISTOPHER T. SCHILLINGSenior Vice President, Controller and Chief Accounting Officer
Christopher T. Schilling(Principal Accounting Officer)
/s/ SUSAN CAMERONDirector
Susan Cameron
/s/ GREG CREEDDirector
Greg Creed
/s/ DANIEL J. HEINRICHDirector
Daniel J. Heinrich
/s/ BRIDGETTE P. HELLERDirector
Bridgette P. Heller
/s/ PAUL HILALVice Chairman, Director
Paul Hilal
/s/ KENNETH M. KEVERIANDirector
Kenneth M. Keverian
/s/ KAREN KINGDirector
Karen King
/s/ PATRICIA E. LOPEZDirector
Patricia E. Lopez
/s/ STEPHEN I. SADOVEChairman, Director
Stephen I. Sadove
/s/ ART WINKLEBLACKDirector
Art Winkleblack
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ARAMARK AND SUBSIDIARIES
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS AND SCHEDULE
Page
S-2
S-4
S-5
S-6
S-7
S-8
S-9
S-10
S-53
All other schedules are omitted because they are not applicable, not required, or the information required to be set forth therein is included in the consolidated financial statements or in the notes thereto.
S-1
Table of Contents
Report of Independent Registered Public Accounting Firm
To the Stockholders and the Board of Directors of Aramark

Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheets of Aramark and subsidiaries (the "Company") as of September 30, 2022 and October 1, 2021, the related consolidated statements of income (loss), comprehensive income, cash flows, and stockholders’ equity for the years then ended, and the related notes and financial statement schedule II (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of September 30, 2022 and October 1, 2021, and the results of its operations and its cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of September 30, 2022, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated November 22, 2022, expressed an unqualified opinion on the Company's internal control over financial reporting.
Basis for Opinion
These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matter
The critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that was communicated or required to be communicated to the audit committee and that (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
Goodwill - FSS US Reporting Unit - Refer to Note 4 to the financial statements
Critical Audit Matter Description
The Company’s evaluation of goodwill for impairment involves the comparison of the estimated fair value of each reporting unit to its carrying amount annually in the fourth quarter of each year as of the end of the fiscal month of August or more frequently if a change in circumstances or the occurrence of events indicates that potential impairment exists. During the fourth quarter, the Company performed a quantitative test to determine the fair value of each reporting unit using discounted cash flow method or market method, which required management to make assumptions and estimates that are subject to risk and uncertainty related to future growth rates, margin projections, timing of future cash flows, the discount rate, and the determination of market multiples. Changes in these assumptions or estimates may impact the impairment analysis and could reduce the underlying cash flows used to estimate fair values and result in an impairment charge. The fair value of the FSS United States ("FSS US") reporting unit exceeded its carrying amount, and therefore, the Company determined that its goodwill was not impaired.
We identified the valuation of goodwill for the FSS US reporting unit as a critical audit matter because of the significant judgments made by management to estimate its fair value. Auditing the discounted cash flow calculations for this reporting unit involved a high degree of auditor judgment and an increased effort, which included the involvement of our fair value
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specialists, as it related to evaluating management’s assumptions and estimates related to future growth rates, margin projections, timing of future cash flows, the discount rate and the determination of market multiples.
How the Critical Audit Matter Was Addressed in the Audit
Our audit procedures related to the assumptions and estimates of future growth rates, margin projections, timing of future cash flows, the discount rate and the determination of market multiples used by management to estimate the fair value of the FSS US reporting unit included the following, among others:
•We tested the effectiveness of internal controls over management’s goodwill impairment evaluation, including those over the determination of the fair value of the FSS US reporting unit, including controls related to management’s assumptions and estimates of future growth rates, margin projections, timing of future cash flows, the discount rate and the determination of market multiples.
•We evaluated management’s ability to accurately forecast future FSS US reporting unit growth rates, margin projections and timing of future cash flows by comparing actual results to management’s historical forecasts.
•We evaluated the reasonableness of management’s FSS US reporting unit growth rates, margin projections and timing of future cash flows by comparing the forecasts to:
◦Historical results.
◦Internal communications to management and the Board of Directors.
◦Forecasted information included in analyst and industry reports for the Company and certain of its peer companies.
•With the assistance of our fair value specialists, we evaluated (1) the valuation methodology used and (2) the projections of future growth rates, the discount rate and the determination of market multiples by testing the underlying source information, and by developing a range of independent estimates and comparing those to the rate selected by management.

/s/ Deloitte & Touche LLP

Philadelphia, PA
November 22, 2022

We have served as the Company's auditor since 2021.
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Report of Independent Registered Public Accounting Firm
To the Stockholders and Board of Directors
Aramark:

Opinion on the Consolidated Financial Statements
We have audited the accompanying consolidated statements of loss, comprehensive loss, cash flows, and stockholders’ equity of Aramark and subsidiaries (the Company) for the fiscal year ended October 2, 2020 and the related notes and financial statement schedule II (collectively, the consolidated financial statements). In our opinion, the consolidated financial statements present fairly, in all material respects, the results of operations of the Company and its cash flows for the year ended October 2, 2020, in conformity with U.S. generally accepted accounting principles.
Basis for Opinion
These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. Our audit included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audit provides a reasonable basis for our opinion.

/s/ KPMG LLP
We served as the Company's auditor from 2002 to 2020.
Philadelphia, Pennsylvania
November 24, 2020
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ARAMARK AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
SEPTEMBER 30, 2022 AND OCTOBER 1, 2021
(in thousands, except share amounts)
September 30, 2022October 1, 2021
ASSETS
Current Assets:
Cash and cash equivalents$329,452 $532,591 
Receivables (less allowances: $56,388 and $79,644)2,147,957 1,748,601 
Inventories552,386 412,676 
Prepayments and other current assets262,195 204,987 
Total current assets3,291,990 2,898,855 
Property and Equipment, at cost:
Land, buildings and improvements1,035,359 983,540 
Service equipment and fixtures4,481,711 4,355,699 
5,517,070 5,339,239 
Less - Accumulated depreciation(3,485,025)(3,300,845)
2,032,045 2,038,394 
Goodwill5,515,124 5,487,297 
Other Intangible Assets2,113,726 2,028,622 
Operating Lease Right-of-use Assets592,145 587,854 
Other Assets1,537,406 1,335,142 
$15,082,436 $14,376,164 
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Current maturities of long-term borrowings$65,047 $58,850 
Current operating lease liabilities68,858 67,280 
Accounts payable1,322,936 919,090 
Accrued payroll and related expenses656,974 677,185 
Accrued expenses and other current liabilities1,172,071 1,135,028 
Total current liabilities3,285,886 2,857,433 
Long-Term Borrowings7,345,860 7,393,417 
Noncurrent Operating Lease Liabilities305,623 314,378 
Deferred Income Taxes and Other Noncurrent Liabilities1,106,587 1,079,014 
Commitments and Contingencies (see Note 14)
Redeemable Noncontrolling Interests8,840 9,050 
Stockholders' Equity:
Common stock, par value $0.01 (authorized: 600,000,000 shares; issued: 297,555,924 shares and 294,329,180 shares; and outstanding: 258,728,942 shares and 255,998,119 shares)
2,976 2,943 
Capital surplus3,681,966 3,533,054 
Retained earnings406,784 327,557 
Accumulated other comprehensive loss(111,571)(208,011)
Treasury stock (shares held in treasury: 38,826,982 shares and 38,331,061 shares)(950,515)(932,671)
Total stockholders' equity3,029,640 2,722,872 
$15,082,436 $14,376,164 
The accompanying notes are an integral part of these consolidated financial statements.
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ARAMARK AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME (LOSS)
FOR THE FISCAL YEARS ENDED SEPTEMBER 30, 2022, OCTOBER 1, 2021 AND OCTOBER 2, 2020
(in thousands, except per share data)

Fiscal Year Ended
September 30, 2022October 1, 2021October 2, 2020
Revenue$16,326,624 $12,095,965 $12,829,559 
Costs and Expenses:
Cost of services provided (exclusive of depreciation and amortization)14,767,570 11,007,080 11,993,667 
Depreciation and amortization532,327 550,692 595,195 
Selling and general corporate expenses398,362 346,749 307,016 
Goodwill impairment— — 198,600 
15,698,259 11,904,521 13,094,478 
Operating income (loss)628,365 191,444 (264,919)
Gain on Equity Investment— (137,934)— 
Loss on Defined Benefit Pension Plan Termination— 60,864 — 
Interest and Other Financing Costs, net372,727 401,366 382,800 
Income (Loss) Before Income Taxes255,638 (132,852)(647,719)
Provision (Benefit) for Income Taxes61,461 (40,633)(186,284)
Net income (loss)194,177 (92,219)(461,435)
Less: Net (loss) income attributable to noncontrolling interests(307)(1,386)94 
Net income (loss) attributable to Aramark stockholders$194,484 $(90,833)$(461,529)
Earnings (Loss) per share attributable to Aramark stockholders:
Basic$0.76 $(0.36)$(1.83)
Diluted$0.75 $(0.36)$(1.83)
Weighted Average Shares Outstanding:
Basic257,314 254,748 251,828 
Diluted259,074 254,748 251,828 
The accompanying notes are an integral part of these consolidated financial statements.
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ARAMARK AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
FOR THE FISCAL YEARS ENDED SEPTEMBER 30, 2022, OCTOBER 1, 2021 AND OCTOBER 2, 2020
(in thousands)

Fiscal Year Ended
September 30, 2022October 1, 2021October 2, 2020
Net income (loss)$194,177 $(92,219)$(461,435)
Other comprehensive income (loss), net of tax:
Pension plan adjustments17,113 48,568 (25,669)
Foreign currency translation adjustments(86,376)8,925 (7,818)
Cash flow hedges:
Unrealized gains (losses) arising during the period143,276 909 (82,005)
Reclassification adjustments20,698 37,440 25,463 
Share of equity investee's comprehensive income (loss)1,729 3,405 (264)
Other comprehensive income (loss), net of tax96,440 99,247 (90,293)
Comprehensive income (loss)290,617 7,028 (551,728)
Less: Net (loss) income attributable to noncontrolling interests(307)(1,386)94 
Comprehensive income (loss) attributable to Aramark stockholders$290,924 $8,414 $(551,822)
The accompanying notes are an integral part of these consolidated financial statements.
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ARAMARK AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE FISCAL YEARS ENDED SEPTEMBER 30, 2022, OCTOBER 1, 2021 AND OCTOBER 2, 2020
(in thousands)
Fiscal Year Ended
September 30, 2022October 1, 2021October 2, 2020
Cash flows from operating activities:
Net income (loss)$194,177 $(92,219)$(461,435)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization532,327 550,692 595,195 
Goodwill impairment and asset write-downs— — 283,743 
Gain on equity investment— (137,934)— 
Loss on defined benefit pension plan termination— 60,864 — 
Reduction of contingent consideration liability (see Note 16)(20,749)— — 
Deferred income taxes35,422 (43,234)(134,048)
Share-based compensation expense95,487 71,053 30,339 
Changes in operating assets and liabilities:
Accounts Receivable(462,685)(290,214)362,708 
Inventories(71,500)(7,536)(25,675)
Prepayments and Other Current Assets(3,783)101,939 (86,444)
Accounts Payable421,763 252,158 (342,069)
Accrued Expenses7,536 261,154 (143,640)
Payments made to clients on contracts(56,865)(100,918)(69,575)
Changes in other noncurrent liabilities14,914 (17,427)92,782 
Changes in other assets(6,878)4,177 66,650 
Other operating activities15,333 44,524 8,151 
Net cash provided by operating activities694,499 657,079 176,682 
Cash flows from investing activities:
Purchases of property and equipment and other(388,397)(407,818)(418,508)
Disposals of property and equipment23,642 32,474 54,074 
Purchases of marketable securities(78,220)— — 
Acquisition of certain businesses, net of cash acquired(340,022)(265,766)(22,201)
Acquisition of certain equity method investments(64,000)— — 
Other investing activities15,710 6,724 25,515 
Net cash used in investing activities(831,287)(634,386)(361,120)
Cash flows from financing activities:
Proceeds from long-term borrowings100,051 893,993 3,239,772 
Payments of long-term borrowings(152,338)(2,453,571)(1,000,463)
Net change in funding under the Receivables Facility104,935 (315,600)315,600 
Payments of dividends(113,120)(112,010)(110,893)
Proceeds from issuance of common stock49,322 41,587 90,022 
Repurchase of common stock— — (6,540)
Other financing activities(26,544)(59,738)(89,976)
Net cash (used in) provided by financing activities(37,694)(2,005,339)2,437,522 
Effect of foreign exchange rates on cash and cash equivalents(28,657)6,049 9,461 
(Decrease) increase in cash and cash equivalents(203,139)(1,976,597)2,262,545 
Cash and cash equivalents, beginning of period532,591 2,509,188 246,643 
Cash and cash equivalents, end of period$329,452 $532,591 $2,509,188 
The accompanying notes are an integral part of these consolidated financial statements.
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ARAMARK AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
FOR THE FISCAL YEARS ENDED SEPTEMBER 30, 2022, OCTOBER 1, 2021 AND OCTOBER 2, 2020
(in thousands)
Total Stockholders' EquityCommon StockCapital SurplusRetained EarningsAccumulated Other
Comprehensive Loss		Treasury Stock
Balance, September 27, 2019$3,320,047 $2,829 $3,236,450 $1,107,029 $(216,965)$(809,296)
Net loss attributable to Aramark stockholders(461,529)(461,529)
Other comprehensive loss(90,293)(90,293)
Capital contributions from issuance of common stock134,607 78 134,529 
Capital contributions from stockholder14,814 14,814 
Share-based compensation expense30,339 30,339 
Repurchases of common stock(98,876)(98,876)
Payments of dividends ($0.44 per share)(113,121)(113,121)
Balance, October 2, 2020$2,735,988 $2,907 $3,416,132 $532,379 $(307,258)$(908,172)
Net loss attributable to Aramark stockholders(90,833)(90,833)
Other comprehensive income99,247 99,247 
Capital contributions from issuance of common stock45,905 36 45,869 
Share-based compensation expense71,053 71,053 
Repurchases of common stock(24,499)(24,499)
Payments of dividends ($0.44 per share)(113,989)(113,989)
Balance, October 1, 2021$2,722,872 $2,943 $3,533,054 $327,557 $(208,011)$(932,671)
Net income attributable to Aramark stockholders194,484 194,484 
Other comprehensive income96,440 96,440 
Capital contributions from issuance of common stock53,458 33 53,425 
Share-based compensation expense95,487 95,487 
Repurchases of common stock(17,844)(17,844)
Payments of dividends ($0.44 per share)(115,257)(115,257)
Balance, September 30, 2022$3,029,640 $2,976 $3,681,966 $406,784 $(111,571)$(950,515)
The accompanying notes are an integral part of these consolidated financial statements.
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ARAMARK AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1. NATURE OF BUSINESS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
Aramark (the "Company") is a leading global provider of food, facilities and uniform services to education, healthcare, business & industry, and sports, leisure & corrections clients. The Company's core market is the United States, which is supplemented by an additional 18-country footprint. The Company operates its business in three reportable segments that share many of the same operating characteristics:
•Food and Support Services United States ("FSS United States") - Food, refreshment, specialized dietary and support services, including facility maintenance and housekeeping, provided to business, educational and healthcare institutions and in sports, leisure and other facilities.
•Food and Support Services International ("FSS International") - Food, refreshment, specialized dietary and support services, including facility maintenance and housekeeping, provided to business, educational and healthcare institutions and in sports, leisure and other facilities.
•Uniform and Career Apparel ("Uniform") - Provides a full-service employee uniform solution, resulting in a contracted and recurring revenue model. The customer base is serviced by a leading geographic footprint in the United States and Canada with programs focused on uniforms, floor mats, towels, linens, managed restroom and first aid services. Customers operate in a wide range of industries in the United States and Canada.
The consolidated financial statements include the accounts of the Company and all of its subsidiaries in which a controlling financial interest is maintained in accordance with generally accepted accounting principles in the United States ("U.S. GAAP"). All significant intercompany transactions and accounts have been eliminated.
Fiscal Year
The Company's fiscal year is the fifty-two or fifty-three week period which ends on the Friday nearest September 30th. The fiscal years ended September 27, 2019, September 28, 201830, 2022 and September 29, 2017October 1, 2021 were each fifty-two week periods.periods and the fiscal year ended October 2, 2020 was a fifty-three week period.
New Accounting Standards Updates
Adopted Standards (from most to least recent date of issuance)
In October 2018,March 2022, the Financial Accounting Standards Board ("FASB") issued an accounting standards update ("ASU") which permitseliminated the useaccounting guidance for troubled debt restructuring for creditors in Accounting Standards Codification 310-40, Receivables - Troubled Debt Restructurings by Creditors, while enhancing disclosure requirements for certain loan refinancings and restructurings by creditors when a borrower is experiencing financial difficulty. In addition, the ASU requires an entity to disclose current-period gross write-offs by year of the Overnight Index Swap Rate based on the Secured Overnight Financing Rate as a U.S. benchmark interest rateorigination for hedge accounting purposes. The guidance is effective for the Companyfinancing receivables and net investments in the first quarter of fiscal 2020.leases. The Company early adopted the guidance inASU during the firstthird quarter of fiscal 2019, which did not have an impact on the consolidated financial statements, as the Company's existing interest rate hedges use LIBOR as the benchmark interest rate. The use of the Secured Overnight Financing Rate Overnight Index Swap Rate as the benchmark interest rate may be contemplated in future hedging arrangements.
In February 2018, the FASB issued an ASU which provides clarification regarding guidance related to the financial instrument standard. The guidance was effective for the Company in the first quarter of fiscal 2019. The Company adopted the guidance in the first quarter of fiscal 2019, which did not have an impact on the consolidated financial statements.
In May 2017, the FASB issued an ASU to clarify the determination of the customer of the operation services in a service concession arrangement. The guidance was effective for the Company in the first quarter of fiscal 2019. The Company adopted this standard in the first quarter of fiscal 2019,2022, which did not have a material impact on the consolidated financial statements.
In March 2017,2022, the FASB issued an ASU which expanded the scope of existing guidance to improveallow entities to apply the presentationportfolio layer method to portfolios of net periodic pension costall financial assets, including both pre-payable and net periodic postretirement benefit cost.non-pre-payable financial assets. The guidance was effective forCompany early adopted the Company inASU during the firstthird quarter of fiscal 2019. The Company adopted the guidance during the first quarter of fiscal 2019, which did not result in an impact to net income. However, certain balances, including $7.7 million and $6.4 million for the fiscal years ended September 28, 2018 and September 29, 2017, respectively, were reclassified from "Cost of services provided" to "Interest and Other Financing Costs, net" on the Consolidated Statements of Income. The Company applied the practical expedient allowing for the use of amounts disclosed in the pension footnote for prior comparative periods as an estimation basis for applying the retrospective presentation requirements.


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ARAMARK AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

In February 2017, the FASB issued an ASU to clarify the accounting guidance for partial sales of nonfinancial assets. The guidance was effective for the Company in the first quarter of fiscal 2019. The Company adopted the guidance in the first quarter of fiscal 2019, which did not have an impact on the consolidated financial statements.
In January 2017, the FASB issued an ASU to clarify the definition of a business. The guidance was effective for the Company in the first quarter of fiscal 2019. The Company adopted the guidance in the first quarter of fiscal 2019, using the prospective method,2022, which did not have a material impact on the consolidated financial statements.
In January 2016,2020, the FASB issued an ASU which provided clarification and improvements to addressexisting guidance related to accounting for certain aspectsequity securities upon the application or discontinuation of recognition, measurement, presentation and disclosure of financial instruments. Under this guidance, equity investments, other than those accounted for under the equity method accounting and the measurement of accounting or those that result in consolidation of the investee, are to be measured at fair value with the changes in fair value recognized in net income.forward contracts and purchased options on certain securities. The guidance was effective for the Company in the first quarter of fiscal 2019. The Company adopted the guidance in the first quarter of fiscal 2019. Due to the lack of readily available fair values for the Company's equity investments, other than those accounted for under the equity method of accounting, the Company elected to apply the practical expedient to measure these investments at cost minus impairment plus or minus changes resulting from observable price changes in orderly transactions for identical or similar investments of the same issuer. The guidance did not have an impact on the Company's consolidated financial statements.
In May 2014, the FASB issued an ASU on revenue from contracts with customers which superseded most current revenue recognition guidance. The standard outlines a single comprehensive model which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. Additionally, the standard requires disclosures regarding the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. The Company adopted this guidance on September 29, 2018 (the first day of fiscal 2019).
In connection with the new revenue recognition guidance, the Company completed a comprehensive contract review project and an evaluation of the standard's impact on the timing and presentation of various financial aspects of its contractual arrangements. The Company identified and implemented appropriate changes to business processes, controls and systems to support recognition and disclosure under the new standard.2022. The adoption of thethis guidance did not have a material impact on the timing of revenue recognition or net income, but it did have an impact on theconsolidated financial statement line item classification of certain items (see Note 7).
The Company adopted the new revenue recognition guidance using the modified retrospective transition method. This method allows the new standard to be applied retrospectively through a cumulative catch up adjustment recognized upon adoption. As such, comparative information in the Company’s financial statements has not been restated and continues to be reported under the accounting standards in effect for those periods. The cumulative transition adjustment, net of tax, was an increase to retained earnings upon adoption (approximately $58.4 million) mainly to capitalize costs to obtain contracts related to employee commissions previously expensed. See Note 7 for further information on the impact of adopting the new revenue recognition standard.statements.
Standards Not Yet Adopted (from most to least recent date of issuance)
In May 2019,September 2022, the FASB issued an ASU to enhance the transparency of supplier finance programs, which providesmay be referred to as reverse factoring, payables finance or structured payables arrangements. The guidance will require that a buyer in a supplier finance program disclose the option to irrevocably elect to apply the fair value measurement option on an instrument-by-instrument basis for certain financial instruments within the scope of the credit losses on financial instruments standard.program's nature, activity and potential magnitude. The guidance is effective for the Company in the first quarter of fiscal 2021 when the credit losses on financial instruments standard will be adopted2024 and early adoption is permitted. The Company is currently evaluating the impact of the pronouncement.this standard.
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ARAMARK AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
In April 2019,November 2021, the FASB issued an ASU which provides clarification, error corrections and improvements to existing guidance related to the credit losses on financial instruments ASU issued in June 2016, the derivatives and hedging ASU issued in August 2017 and the financial instruments ASU issued in January 2016. The guidance related to the credit losses on financial instruments ASU is effective for the Company in the first quarter of 2021required that an entity provide certain annual disclosures when the related ASU is adopted, while the guidance related to the derivatives and hedging and the financial instruments ASUs are effective for the Company in the first quarter of fiscal 2020 and the first quarter of 2021, respectively. Early adoption is permitted. The Company will adopt the guidance related to derivatives and hedging in the first quarter of fiscal 2020 and does not expect a material impact on the consolidated financial statements. The Company is currently evaluating the impact of the remaining amendments of the pronouncement.
In March 2019, the FASB issued an ASU which provides clarification regarding three issues related to the lease recognition standard.they have received government assistance. The guidance is effective for the Company in the first quarter of fiscal 2020 when the lease recognition standard will be adopted. See below for further discussion regarding the impact2023 and early adoption is permitted. The adoption of this standard.guidance is not expected to have a material impact on the consolidated financial statements.
In August 2018,October 2021, the FASB issued an ASU which adds, modifiesrequired that an entity (acquirer) recognize and removes several disclosure requirements related to defined benefit pension plans.measure contract assets and contract liabilities acquired in a business combination in accordance with Accounting Standards Codification 606, Revenue from Contracts with Customers ("ASC 606") as if it had originated the contracts. The guidance is effective for the Company in the first quarter of fiscal 20222024 and early adoption is permitted. The Company is currently evaluating the impact of the pronouncement.

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ARAMARK AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

In August 2018,January 2021, the FASB issued an ASU which adds, modifiesclarified certain optional expedients and removes several disclosure requirements relatedexceptions for contract modifications and hedge accounting that may apply to fair value measurements. The guidance is effective forderivatives that are affected by the Company indiscontinuance of LIBOR and the first quarter of fiscal 2021 and early adoption is permitted.reference rate reform standard. The Company is currently evaluating the impact of the pronouncement.
In July 2018, the FASB issued two ASUs regarding the lease recognition standard.may adopt this guidance through December 31, 2022, which generally can be applied to applicable contract modifications through December 31, 2022. The guidance provides clarification on issues identified regarding the adoption of the standard, provides anCompany does not anticipate adopting additional transition methodoptional expedients related to adopt the standard and provides an additional practical expedient to lessors. The guidance is effective for the Company in the first quarter of fiscal 2020. See below for further discussion regarding the impact of this standard.
In July 2018,March 2020, the FASB issued an ASU which clarifies, corrects errors inprovided optional expedients that may be adopted and applied through December 31, 2022 to assist with the discontinuance of LIBOR. The expedients allow companies to ease the potential accounting burden when modifying contracts and hedging relationships that use LIBOR as a reference rate, if certain criteria are met. During fiscal 2020, the Company adopted the optional expedient to assert probability of forecasted hedged transactions occurring on its interest rate swap derivative contracts regardless of any expected contract modifications related to reference rate reform. The Company may adopt the remaining amendments of this standard through December 31, 2022, which generally can be applied to applicable contract modifications through December 31, 2022. The Company does not anticipate adopting additional optional expedients related to this standard.
Other new accounting pronouncements recently issued or makes minor improvementsnewly effective were not applicable to the Accounting Standards Codification. The guidance is effective for the Company, either upon issuance or in the first quarter of fiscal 2020, depending on the amendment. There was nodid not have a material impact on the consolidated financial statements relatedor are not expected to the amendments that were effective upon issuance of the guidance. The Company will adopt the remaining amendments of the pronouncement in the first quarter of fiscal 2020 and does not expecthave a material impact on the consolidated financial statements.
In February 2018, the FASB issued an ASU which allows for the reclassification of stranded tax effects resulting from the Tax Cuts and Jobs Act from accumulated other comprehensive income to retained earnings. The guidance is effective for the Company in the first quarter of fiscal 2020. The Company does not expect this pronouncement to have a material impact on the Company's consolidated financial statements.
In September 2017, the FASB issued an ASU to provide additional implementation guidance with respect to the revenue recognition standard (see above) and the leases recognition standard (see below). The guidance is effective for the Company in the first quarter of fiscal 2019 with respect to the revenue recognition standard and in the first quarter of fiscal 2020 with respect to the lease recognition standard. The Company adopted the revenue related portions of this standard in conjunction with the revenue recognition standard during the first quarter of fiscal 2019, as described above. The lease related portions of this standard will be adopted in the first quarter of fiscal 2020 in conjunction with the lease recognition standard.
In June 2016, the FASB issued an ASU to require entities to account for expected credit losses on financial instruments including trade receivables. The guidance is effective for the Company in the first quarter of fiscal 2021 and early adoption is permitted. The Company is currently evaluating the impact of the pronouncement.
In February 2016, the FASB issued an ASU requiring lessees to recognize most leases on their balance sheets as lease liabilities with corresponding right-of-use assets and to disclose key information about lease arrangements. Recognition of expense on the Consolidated Statements of Income will continue in a manner similar to current guidance. The Company will adopt this guidance using the modified retrospective approach with an adjustment to recognize lease liabilities offset by a right-of-use asset. This adjustment will be recorded at the beginning of the period of adoption in the first quarter of fiscal 2020; therefore, the Company will recognize and measure leases without revising comparative period information or disclosure.
For existing leases as of the effective date, the Company will elect the package of practical expedients available at transition to not reassess historical lease determinations, lease classifications and initial direct costs. Additionally, the Company will not elect the use of hindsight for determining the reasonably certain lease term. The Company will elect the short-term lease recognition exemption whereby lease-related assets and liabilities will not be recognized for arrangements with terms less than one year.
The Company has substantially completed its review of lease arrangements in order to determine the impact the adoption of this ASU will have on its consolidated financial statements and related disclosures. The Company has also implemented a new lease system in connection with the adoption of this standard. The majority of the Company's lease spend relates to certain real estate, with the remaining lease spend primarily related to vehicles and equipment. Based on its assessment, adoption of the standard is expected to result in the recognition of lease liabilities and associated right of use assets of approximately $410.0 million to $440.0 million and approximately $540.0 million and $570.0 million, respectively. The expected right of use assets include $167.0 million of long-term prepaid rent associated with certain leases at client locations. The Company does not expect adoption of the standard to significantly impact its Consolidated Statements of Income or Cash Flows.
Revenue Recognition
The Company recognizes revenue when its performance obligation is satisfied upon the transfer of control of the promised product or service to customers in an amount that reflects the consideration the Company expects to receivebe entitled to in exchange for those goods and services. In each of the Company's operating segments, revenue is recognized over time in the period in which services are provided pursuant to the terms of the Company's contractual relationships with its clients. The Company generally records revenue on foodFood and support servicesSupport Services contracts (both profit and loss contracts and client interest contracts) on a gross basis as the Company is the primary obligor and service provider. See Note 7 for additional information on revenue recognition.
Certain profit and loss contracts include payments to the client, typically calculated as a fixed or variable percentage of various categories of revenue and income. In some cases these contracts require minimum guaranteed payments that are contingent on certain future events. These expenses are currently recorded in “Cost"Cost of services provided.”

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depreciation and amortization)."
Revenue from client interest contracts is generally comprised of amounts billed to clients for food, labor and other costs that the Company incurs, controls and pays for. Revenue from these contracts also includes any associated management fees, client subsidies or incentive fees based upon the Company's performance under the contract. Revenue from direct marketing activities is recognized at a point in time upon shipment. All revenue related taxes are presented on a net basis.
The timing of revenue recognition may differ from the timing of invoicing to customers. The Company records an accounts receivable balance when revenue is recognized prior to or at the time of invoicing the customer. AThe majority of the Company’s receivables balances are based on contracts with customers.
The Company estimates and reserves for its bad debtcredit loss exposure based on itshistorical experience, with past due accountscurrent conditions and reasonable and supportable forecasts that affect the collectability of the aging of accounts receivable and its analysis of customer data. Bad debtreported amount in estimating credit losses. Credit loss expense is classified within “Cost"Cost of services provided.”provided (exclusive of depreciation and amortization)."
Vendor Consideration
Consideration received from vendors includes rebates, allowances and volume discounts and are accounted for as an adjustment to the cost of the vendors' products or services and are reported as a reduction of "Cost of services provided (exclusive of depreciation and amortization)," "Inventory," or "Property and equipment, net." Income from rebates, allowances and volume discounts is recognized based on actual purchases in the fiscal period relative to total actual purchases to be made for the contractual rebate period agreed to with the vendor. Rebates, allowances and volume discounts related to “Inventory” held at
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the balance sheet date are deducted from the carrying value of these inventories. Rebates, allowances and volume discounts related to "Property and equipment, net" are deducted from the costs capitalized.
Use of Estimates
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could materially differ from those estimates.
Comprehensive Income (Loss)
Comprehensive income (loss) includes all changes to stockholders' equity during a period, except those resulting from investments by and distributions to stockholders. Components of comprehensive income (loss) include net income (loss), changes in foreign currency translation adjustments (net of tax), pension plan adjustments (net of tax), changes in the fair value of cash flow hedges (net of tax) and changes to the share of any equity investees' comprehensive income (loss) (net of tax).
The summary of the components of comprehensive income (loss) is as follows (in thousands):
Fiscal Year Ended
September 30, 2022October 1, 2021October 2, 2020
Pre-Tax AmountTax EffectAfter-Tax AmountPre-Tax AmountTax EffectAfter-Tax AmountPre-Tax AmountTax EffectAfter-Tax Amount
Net income (loss)$194,177 $(92,219)$(461,435)
Pension plan adjustments26,184 (9,071)17,113 63,959 (15,391)48,568 (33,831)8,162 (25,669)
Foreign currency translation adjustments(96,783)10,407 (86,376)7,383 1,542 8,925 (6,348)(1,470)(7,818)
Cash flow hedges:
Unrealized gains (losses) arising during the period193,616 (50,340)143,276 1,228 (319)909 (110,817)28,812 (82,005)
Reclassification adjustments27,970 (7,272)20,698 50,595 (13,155)37,440 34,409 (8,946)25,463 
Share of equity investee's comprehensive income (loss)1,729 — 1,729 3,405 — 3,405 (264)— (264)
Other comprehensive income (loss)152,716 (56,276)96,440 126,570 (27,323)99,247 (116,851)26,558 (90,293)
Comprehensive income (loss)290,617 7,028 (551,728)
Less: Net (loss) income attributable to noncontrolling interests(307)(1,386)94 
Comprehensive income (loss) attributable to Aramark stockholders$290,924 $8,414 $(551,822)

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The summary of the components of comprehensive income is as follows (in thousands):
 Fiscal Year Ended
 September 27, 2019 September 28, 2018 September 29, 2017
 Pre-Tax AmountTax EffectAfter-Tax Amount Pre-Tax AmountTax EffectAfter-Tax Amount Pre-Tax AmountTax EffectAfter-Tax Amount
Net income  $448,466
   $568,440
   $374,187
Pension plan adjustments(29,137)6,543
(22,594) 29,650
(9,003)20,647
 22,548
(2,556)19,992
Foreign currency translation adjustments(34,099)(209)(34,308) (31,003)(250)(31,253) 5,903
—
5,903
Cash flow hedges:           
Unrealized gains (losses) arising during the period(84,392)21,942
(62,450) 55,445
(16,134)39,311
 31,884
(12,435)19,449
Reclassification adjustments(6,484)1,686
(4,798) 5,185
(1,510)3,675
 16,606
(6,476)10,130
Share of equity investee's comprehensive income (loss)(1,592)—
(1,592) 157
—
157
 2,383
(834)1,549
Other comprehensive income (loss)(155,704)29,962
(125,742) 59,434
(26,897)32,537
 79,324
(22,301)57,023
Comprehensive income  322,724
   600,977
   431,210
Less: Net income (loss) attributable to noncontrolling interest  (83)   555
   264
Comprehensive income attributable to Aramark stockholders  $322,807
   $600,422
   $430,946

Accumulated other comprehensive loss consists of the following (in thousands):
September 27, 2019 September 28, 2018September 30, 2022October 1, 2021
Pension plan adjustments$(47,222) $(24,628)Pension plan adjustments$(7,210)$(24,323)
Foreign currency translation adjustments(128,119) (93,811)
Cash flow hedges(31,056) 36,192
Foreign currency translation adjustments(1)
Foreign currency translation adjustments(1)
(213,388)(127,012)
Cash flow hedges(2)
Cash flow hedges(2)
114,725 (49,249)
Share of equity investee's accumulated other comprehensive loss(10,568) (8,976)Share of equity investee's accumulated other comprehensive loss(5,698)(7,427)
$(216,965) $(91,223)$(111,571)$(208,011)

(1)Significant change in foreign currency translation adjustment in fiscal 2022 due to the strengthening of the United States dollar against the local currencies of the countries that Aramark operates in.
(2)Significant change in cash flow hedges impacted by changes in forward interest rates.
Currency Translation
Gains and losses resulting from the translation of financial statements of non-U.S.non-United States subsidiaries are reflected as a component of accumulated other comprehensive income (loss)loss in stockholders' equity. During both fiscal 2019 andBeginning in fiscal 2018, Argentina was determined to have a highly inflationary economy. As a result, the Company remeasuredremeasures the financial statements of Argentina's operations in accordance with the accounting guidance for highly inflationary economies. The impact of the remeasurements was a foreign currency transaction loss of approximately $4.9$3.5 million, $1.8 million and $3.8$2.5 million during fiscal 20192022, fiscal 2021 and 2018,fiscal 2020, respectively, to the Consolidated Statements of Income.Income (Loss). The impact of foreign currency transaction gains and losses exclusive of Argentina's operations included in the Company's operating results for fiscal 2019,2022, fiscal 20182021 and fiscal 20172020 were immaterial to the consolidated financial statements.
Current Assets
The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents.
In fiscal 2019, theThe Company began insuringinsures portions of its risk in general liability, automobile liability, and workers’ compensation risksliability and property liability through a wholly owned captive insurance subsidiary (the "Captive"), to enhance its risk financing strategies. The Captive is subject to regulation inregulations within its jurisdictiondomicile of domicile,Bermuda, including regulations established by the Bermuda Monetary Authority (the "BMA") relating to levels of liquidity and solvency as such concepts are defined by the regulator.BMA. The Captive was in compliance with these regulations as of year-end.September 30, 2022. These regulations may have the effect of limiting the Company's ability to access certain cash and cash equivalents held by the Captive for uses

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other than for the payment of its general liability, automobile liability, and workers’ compensation claimsliability, property liability and related Captive costs. As of September 27, 2019,30, 2022 and October 1, 2021, cash and cash equivalents at the Captive was $50.4 million.
The Company is self-insured forwere $23.1 million and $194.3 million, respectively. During fiscal 2022, the Captive began investing a limited portion of its cash and cash equivalents in United States Treasury securities to improve returns on the risk retained under its general liability, automobile liabilityCaptive's assets. The amount of this investment as of September 30, 2022 was $78.2 million and workers’ compensation insurance arrangements. Self-insurance reserves are recorded basedin "Prepayments and other current assets" on actuarial analyses.the Consolidated Balance Sheets.
Inventories are valued at the lower of cost (principally the first-in, first-out method) andor net realizable value. As of September 27, 201930, 2022 and September 28, 2018,October 1, 2021, the Company's reserve for inventory obsolescence was approximately $23.6$51.3 million and $21.5$45.7 million, respectively. The inventory obsolescence reserve is determined based on history and projected customer consumption and specific identification. During the fourth quarter of fiscal 2022, the Company decided to no longer sell personal protective equipment ("PPE"), which required inventory write-downs to zero net realizable value. The Company recorded $19.6 million and $25.4 million in inventory write-down charges to the Consolidated Statements of Income (Loss) during fiscal 2022 and fiscal 2021, respectively, to reflect the net realizable value of PPE inventory within the Uniform segment.
The components of inventories are as follows:
 
  September 27, 2019 September 28, 2018
Food 54.3% 31.6%
Career apparel and linens(1)
 40.5% 65.7%
Parts, supplies and novelties 5.2% 2.7%
  100.0% 100.0%
September 30, 2022October 1, 2021
Food(1)
64.0 %48.7 %
Career apparel and linens(2)
31.7 %46.0 %
Parts, supplies and novelties4.3 %5.3 %
100.0 %100.0 %
(1)
DecreaseFood inventory increased during fiscal 20192022 from the recovery of the COVID-19 pandemic ("COVID-19") and the addition of inventory associated with the Union Supply acquisition.
(2)Career apparel and linens inventory decreased during fiscal 2022 as the Company ceased production and distribution of PPE and due to the Company's adoptiongreater increase of Accounting Standards Codification ("ASC") 606, food inventory as part of total inventory.Revenue from Contracts with Customers (see Note 7).
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Prepayments and other current assets
The following table presents details of "Prepayments and other current assets" as presented in the Consolidated Balance Sheets (in thousands):
September 30, 2022October 1, 2021
Prepaid Insurance$15,192 $12,566 
Prepaid Taxes and Licenses11,087 11,159 
Current Income Tax Asset10,842 23,523 
Marketable Securities(1)
78,204 — 
Other Prepaid Expenses146,870 157,739 
$262,195 $204,987 
(1)Marketable securities represent held-to-maturity debt securities with original maturities greater than three months, which are maturing within one year.
Property and Equipment
Property and equipment are stated at cost and are depreciated over their estimated useful lives on a straight-line basis. Gains and losses on dispositions are included in operating results. Maintenance and repairs are charged to current operations and replacements and significant improvements that extend the useful life of the asset are capitalized. The estimated useful lives for the major categories of property and equipment are 10 to 40 years for buildings and improvements and 3three to 1020 years for service equipment and fixtures. Depreciation expense during fiscal 2019,2022, fiscal 20182021 and fiscal 20172020 was $421.4$367.1 million, $270.0$378.3 million and $237.9$418.3 million, respectively. The increase from fiscal 2018 to fiscal 2019 is due to the Company's adoption of ASC 606, Revenue from Contracts with Customers (see Note 7). The increase from fiscal 2017 to fiscal 2018 is primarily driven by the acquisition of AmeriPride (see Note 2).
During fiscal 2017,2020, the Company received proceedsrecognized impairment charges of approximately $30.1$30.6 million related to the sale of a building within theits FSS United States and FSS International segment. Subsequently, the Company entered into a capital lease for the building. The proceedssegments, consisting of right-of-use assets ($11.6 million), property and equipment ($17.8 million) and other assets ($1.2 million), which are included in "Other financing activities" in the Consolidated Statements"Cost of Cash Flows. The impactservices provided (exclusive of depreciation and amortization)" on the Consolidated Statements of Income was not material.(Loss) for the fiscal year ended October 2, 2020. These impairment charges primarily relate to client contracts that were reassessed due to the impact of COVID-19. In order to determine the impairment charges, the Company compared the estimated fair value of each asset group, calculated using discounted cash flows, to its book value.

Also during fiscal 2020, the Company permanently vacated certain rental properties and assets at various locations throughout the United States related to non-core operations and no longer intended to operate or sublease at these locations. Accordingly, the Company recorded a loss on disposal by abandonment of $28.5 million within its FSS United States segment, consisting of right-of-use assets ($10.3 million), leasehold improvements ($17.4 million) and other assets ($0.8 million), which is included in "Cost of services provided (exclusive of depreciation and amortization)" on the Consolidated Statements of Income (Loss) for the fiscal year ended October 2, 2020. The Company had no remaining lease liability related to the abandoned leases as of October 1, 2021.
During fiscal 2020, the Company received $25.0 million of insurance proceeds from one of its insurance carriers related to property damage and business interruption from a tornado at one of its Uniform market centers in Nashville, Tennessee. These proceeds served to cover the cost of rebuilding the property and for any incremental expenses the Company incurred to continue servicing its customers at nearby market centers. The Company’s insurance policy provided coverage for the property damage and reimbursement for other expenses and incremental costs that have been incurred related to the damages and losses. The Company recorded a gain during fiscal 2020 of $16.3 million from these proceeds, which represents the excess of previously incurred losses, including the write-down of the damaged property and equipment and business interruption expenses. The gain is included in “Cost of services provided (exclusive of depreciation and amortization)” on the Consolidated Statements of Income (Loss). The Company allocated $21.5 million of the insurance proceeds to the recovery of the damaged building and equipment and is included within “Net cash used in investing activities” on the Consolidated Statement of Cash Flows for the fiscal year ended October 2, 2020. The remaining $3.5 million of insurance proceeds is included within “Net cash provided by operating activities” to offset the business interruption expenses incurred during the fiscal year ended October 2, 2020.
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Other Assets
The following table presents details of "Other Assets" as presented in the Consolidated Balance Sheets (in thousands):
September 30, 2022October 1, 2021
 September 27, 2019 September 28, 2018
Client contract investments(1)
 $—
 $1,034,476
Long-term prepaid rent(1)
 166,931
 —
Cost to fulfill - Client(1)
 109,401
 —
Cost to fulfill - Client(1)
$97,830 $109,541 
Cost to fulfill - Rental merchandise in-service(2)
 356,853
 —
Cost to fulfill - Rental merchandise in-service(2)
359,657 324,433 
Long-term receivables 27,574
 90,068
Long-term receivables26,412 31,832 
Miscellaneous investments(3)
 264,452
 239,547
Miscellaneous investments(3)
405,463 405,498 
Computer software costs, net(4)
 170,510
 152,188
Computer software costs, net(4)
199,521 182,650 
Interest rate swap agreements —
 54,708
Employee sales commissions(5)
 111,001
 —
Other(6)
 137,084
 122,184
Interest rate swap agreements(5)
Interest rate swap agreements(5)
149,755 — 
Employee sales commissions(6)
Employee sales commissions(6)
131,443 124,610 
Other(7)
Other(7)
167,325 156,578 
 $1,343,806
 $1,693,171
$1,537,406 $1,335,142 
(1)
PriorCost to the Company's adoption of ASC 606, Revenue from Contracts with Customers, client contract investments generally represented a cash payment providedfulfill - Client represent payments made by the Company to help finance improvement or renovation atenhance the facility from whichservice resources used by the Company operated. These amounts were amortized over the contract period. If the contract was terminated prior to satisfy its maturity date, the Company was reimbursed for the unamortized client contract investment amounts. Amortization expense was $183.6 million and $159.6 million during fiscal 2018 and fiscal 2017, respectively.performance obligation (see Note 7).
Subsequent to adoption of ASC 606, these balances were reclassified to either leasehold improvements in "Property and Equipment, net" or to long-term prepaid rent or costs
(2)Costs to fulfill - client in "Other Assets" and continue to be expensed over the contract life (see Note 7).
(2)Due to the Company's adoption of ASC 606, costs to fulfill contracts related toRental merchandise in-service represent personalized work apparel, linens and other rental items in service previously capitalized within "Inventories" are now capitalized within "Other Assets." These in-service rental items are recorded at cost and are amortized over their estimated useful lives, which primarily range from one to four years. The amortization rates used are based on the Company's specific experience.customer locations (see Note 7).
(3)Miscellaneous investments represent investments in 50% or less owned entities, including the Company's 50% ownership in AIM Services Co., Ltd., a Japanese food and support services company (approximately $180.5 million and $155.1 million at September 27, 2019 and September 28, 2018, respectively). During fiscal 2019, the Company recognized an impairment of $7.0 million in "Cost of services provided" related to an equity investment.entities.
(4)
Computer software costs represent capitalized costs incurred to purchase or develop software for internal use, and are amortized over the estimated useful life of the software, generally a period of three to ten10 years.
(5)DueInterest rate swaps moved from liability positions as of October 1, 2021 to the Company's adoptionasset positions as of ASC 606, costsSeptember 30, 2022 due to obtain contractschanges in forward interest rates.
(6)Employee sales commissions represent commission payments made to employees related to employee sales commissions are now capitalized within "Other Assets," which were previously expensed to "Cost of services provided" at contract inceptionnew or retained business contracts (see Note 7).
(6)(7)Other consistconsists primarily of noncurrent deferred tax assets, pension assets, and deferred financing costs on certain revolving credit facilities.facilities and other noncurrent assets.

The Company's principal equity method investment is its 50% ownership interest in AIM Services Co., Ltd., a Japanese food and support services company ($128.4 million and $187.5 million at September 30, 2022 and October 1, 2021, respectively).
For investments in 50% or less owned entities, other than those accounted for under the equity method of accounting, the Company measures these investments at cost, less any impairment and adjusted for changes in fair value resulting from observable price changes for an identical or a similar investment of the same issuer due to the lack of readily available fair values related to those investments. During fiscal 2021, the Company identified an observable price change related to an equity investment without a readily determinable fair value and recognized a non-cash gain of $137.9 million on the Consolidated Statements of Income (Loss). The carrying amount of equity investments without readily determinable fair values as of both September 30, 2022 and October 1, 2021 was $180.5 million.
Other Accrued Expenses and Liabilities
The following table presents details of "Accrued expenses and other current liabilities" in the Consolidated Balance Sheets (in thousands):
September 30, 2022October 1, 2021
Deferred income(1)
$346,954 $340,587 
Accrued client expenses172,894 127,086 
Accrued taxes58,988 58,410 
Accrued insurance(2) and interest
184,676 167,323 
Other408,559 441,622 
$1,172,071 $1,135,028 
  September 27, 2019 September 28, 2018
Deferred income(1)
 $345,840
 $299,089
Accrued client expenses 105,636
 98,282
Accrued taxes 61,816
 96,855
Accrued insurance and interest 192,695
 164,890
Other 420,249
 358,917
  $1,126,236
 $1,018,033
(1)Includes consideration received in advance from customers prior to the service being performed ($319.0324.5 million and $312.6 million) or from vendors prior to the goods being consumed ($26.822.4 million and $21.3 million). in fiscal 2022 and fiscal 2021, respectively.
(2)
The Company is self-insured for certain obligations related to its employee health care benefit programs as well as for certain risks retained under its general liability, automobile liability, workers’ compensation liability and property liability programs. Reserves are estimated through actuarialmethods, with the assistance of third-party actuaries using loss development assumptions based on the Company's claim history.



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Deferred Income Taxes and Other Noncurrent Liabilities
The following table presents details of "Deferred Income Taxes and Other Noncurrent Liabilities" as presented in the Consolidated Balance Sheets (in thousands):
September 30, 2022October 1, 2021
Deferred income taxes (see Note 10)$501,404 $383,224 
Deferred compensation211,703 212,222 
Pension-related liabilities11,775 16,113 
Interest rate swap agreements(1)
— 65,012 
Insurance reserves(2)
141,104 126,314 
Other noncurrent liabilities(3)
240,601 276,129 
$1,106,587 $1,079,014 
  September 27, 2019 September 28, 2018
Deferred income tax payable $519,904
 $503,429
Deferred compensation 212,090
 226,558
Pension-related liabilities 21,367
 28,478
Interest rate swap agreements 43,112
 —
Other noncurrent liabilities 292,349
 218,750
  $1,088,822
 $977,215
(1)Interest rate swaps moved from liability positions as of October 1, 2021 to asset positions as of September 30, 2022 due to changes in forward interest rates.
(2)
The Company is self-insured for certain obligations for certain risks retained under its general liability, automobile liability, workers’ compensation liability and property liability programs. Reserves are estimated through actuarialmethods, with the assistance of third-party actuaries using loss development assumptions based on the Company's claims history.
(3)Fiscal 2022 includes the Union Supply Group, Inc. contingent consideration liability, which was recorded as part of the acquisition and incremental compensation, of $45.8 million (see Note 2). Fiscal 2022 and Fiscal 2021 includes the Next Level Hospitality contingent consideration of $48.4 million and $65.4 million, respectively. Fiscal 2021 includes the $64.3 million payment deferral related to the employer portion of social security taxes as permitted under the Coronavirus Aid, Relief and Economic Security Act.
Aramark's Intention to Spin-off Uniform Segment
On May 10, 2022, the Company announced its intention to spin-off its Uniform segment into an independent publicly traded company to Aramark’s stockholders. The proposed spin-off is intended to be a tax-free transaction to Aramark and its stockholders for United States federal income tax purposes. The proposed spin-off is expected to be completed in the second half of fiscal 2023, subject to certain customary conditions, including final approval of the Aramark Board of Directors, receipt of a favorable opinion and Internal Revenue Service ruling with respect to the tax-free nature of the transaction, the effectiveness of a registration statement on Form 10 to be filed with the SEC and the receipt of other regulatory approvals. Refer to Note 15 for the Uniform segment financial disclosures.
Impact of COVID-19
COVID-19 adversely affected global economies, disrupted global supply chains and labor force participation and created significant volatility and disruption of financial markets. COVID-19 related disruptions negatively impacted the Company's financial and operating results beginning in the second quarter of fiscal 2020 through the first half of fiscal 2021. The Company's financial results started to improve during the second half of fiscal 2021 and continued to improve throughout fiscal 2022 as COVID-19 restrictions were lifted and operations re-opened.
The Coronavirus Aid, Relief and Economic Security Act ("CARES Act") provided for deferred payment of the employer portion of social security taxes through the end of calendar 2020, with 50% of the deferred amount due December 31, 2021 and the remaining 50% due December 31, 2022. Deferred social security taxes of $64.2 million were paid in fiscal 2022. Social security taxes of $64.2 million remain deferred, which are recorded as liabilities within "Accrued payroll and related expenses" on the Company’s Consolidated Balance Sheet as of September 30, 2022.
The CARES Act provided an employee retention credit, which is a refundable tax credit against certain employment taxes. During the fiscal years ended October 1, 2021 and October 2, 2020, the Company recorded $15.1 million and $18.7 million, respectively, related to the employee retention credit in “Cost of services provided (exclusive of depreciation and amortization)” on the Company’s Consolidated Statements of Income (Loss). As of September 30, 2022, the Company has a $23.8 million receivable balance from the United States government related to the CARES Act, which is recorded in "Receivables" on the Company's Consolidated Balance Sheet.
Within the FSS International and Uniform segments, many foreign jurisdictions in which the Company operates provided companies various forms of relief from COVID-19, including labor related tax credits. These labor related tax credits generally allowed companies to receive credits if they retained employees on their payroll, rather than furloughing or terminating employees as a result of the business disruption caused by COVID-19. The Company qualified for these tax credits. The Company recorded $37.0 million, $155.3 million and $128.1 million of labor related tax credits within "Cost of services provided (exclusive of depreciation and amortization)" on the Consolidated Statements of Income (Loss) during the fiscal years ended September 30, 2022, October 1, 2021 and October 2, 2020, respectively, of which $0.4 million, $17.9 million and $23.0
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million, respectively, were recorded in the Uniform segment with the remaining balances recorded in the FSS International segment. The Company does not expect to receive additional tax credits related to COVID-19 relief at this time.
The Company accounted for these labor related tax credits as a reduction to the expense that they were intended to compensate in the period in which the corresponding expense was incurred and there was reasonable assurance the Company would both receive the tax credits and comply with all conditions attached to the tax credits.
Supplemental Cash Flow Information
  Fiscal Year Ended
(dollars in millions) September 27, 2019 September 28, 2018 September 29, 2017
Interest paid $306.2
 $307.1
 $201.7
Income taxes paid (refunded)(1)
 139.3
 (1.1) 126.3
(1)During fiscal 2018, the Company was in a net refund position, primarily due to the impact of the Tax Cuts and Jobs Act (see Note 9).

Fiscal Year Ended
(dollars in millions)September 30, 2022October 1, 2021October 2, 2020
Interest paid$333.3 $369.7 $353.6 
Income taxes paid (refunded)16.2 (104.9)40.2 
Significant noncashnon-cash activities follow:are as follows:
•During fiscal 2019,2022, fiscal 20182021 and fiscal 2017,2020, the Company executed capitalfinance lease transactions. The present value of the future rental obligations was approximately $41.6$35.8 million, $34.0$36.0 million and $55.4$29.3 million for the respective periods, which is included in property"Property and equipmentEquipment, at cost" and long-term borrowings."Long-Term Borrowings" on the Consolidated Balance Sheets.
•During fiscal 2019,2022, fiscal 20182021 and fiscal 2017,2020, cashless settlements of the exercise price and related employee minimum tax withholding liabilities of share-based payment awards were approximately $34.3$17.8 million, $19.0$24.5 million and $32.7$92.3 million, respectively.
NOTE 2. ACQUISITIONS AND DIVESTITURES:ACQUISITIONS:
DivestitureUnion Supply Group, Inc.
On November 9, 2018, the Company completed the sale of its wholly-owned Healthcare Technologies ("HCT") business for $293.7 million in cash. The transaction resulted in a pretax gain of $156.3 million (tax effected gain of $139.2 million) in the Consolidated Statements of Income for the fiscal year ended September 27, 2019. The Company evaluated the business under the rules for discontinued operations and concluded it did not meet all of the criteria required.
AmeriPride Services, Inc. ("AmeriPride") Acquisition
On January 19, 2018,June 2, 2022, the Company completed the acquisition of AmeriPride,Union Supply Group Inc. ("Union Supply"), a uniformcommissary goods and linen rental and supply company in the U.S. and Canada,services supplier, pursuant to the Stock Purchase Agreement and Plan of Merger ("AmeriPride MergerUnion Supply Purchase Agreement") dated as of October 13, 2017,April 8, 2022, by and among Aramark Correctional Services, LLC, a wholly owned subsidiary of the Company, AmeriPride, Timberwolf Acquisition Corporation, and Bruce M. Steiner,Tom Thomas, in his capacity as Stockholder Representative.the sellers' representative. Upon completion of the acquisition, AmeriPrideUnion Supply became a wholly owned subsidiary of the Company and its results are included in the Company's UniformFSS United States segment. The totalcash consideration paid for AmeriPrideUnion Supply was $995.4 million, partially offset by $84.9 million of cash acquired. In order to finance the AmeriPride acquisition,$199.6 million. The Union Supply Purchase Agreement provided for contingent consideration, which the Company entered intomay be required to pay if Union Supply achieves certain adjusted EBITDA levels during calendar year 2023. A contingent consideration liability of $40.2 million was recorded as part of the acquisition with a long-term financing agreement (see Note 5). Duringseparate amount that will be accounted for as compensation expense to be recognized in earnings over the fiscal year ended September 28, 2018,earnout period. The acquisition was financed utilizing funds from the Company incurred acquisition-related costs of $12.7 million, included in "Selling and general corporate expenses," and $5.2 million of commitment fees, included in "Interest and Other Financing Costs, net" in the Company’s Consolidated Statements of Income.Company's Receivables Facility.
Consideration
The Company has accounted for the AmeriPrideUnion Supply acquisition as a business combination under the acquisition method of accounting. The Company finalized its allocation of the purchase price for the transaction based upon the fair value of net assets acquired and liabilities assumed at the date of acquisition. For tax purposes, this acquisition is a taxable transaction.
Recognition and Measurement of Assets Acquired and Liabilities Assumed at Fair Value
The following tablestable summarize the fair values of the tangible and identifiable intangible assets acquired and liabilities assumed atassigned as of the acquisition date (in thousands):

Current assets$102,925 
Noncurrent assets208,181 
     Total assets$311,106 
Current liabilities$24,308 
Noncurrent liabilities87,171 
     Total liabilities$111,479 
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Current assets$237,807
Noncurrent assets963,078
  Total assets$1,200,885
  
Current liabilities$137,867
Noncurrent liabilities67,590
  Total liabilities$205,457

Intangible Assets
The following table identifies the Company’s allocationsallocation of purchase price to the intangible assets acquired by category:
  Estimated Fair Value (in millions) Weighted-Average Estimated Useful Life (in years)
Customer relationship assets $297.0
 15
Trade names  24.0
 3to indefinite
   Total intangible assets $321.0
  

The fair value of the customer relationship assets was determined using the “multi-period excess earnings method” which considers the present value of net cash flows expected to be generated by the customer relationships, excluding any cash flows related to contributory assets. The fair value of the 2 trade names acquired were determined using the “relief-from-royalty method” which considers the discounted estimated royalty payments that are expected to be avoided as a result of the trademarks being owned.
Goodwill
The Company recorded $365.2 million of goodwill in connection with its purchase price allocation relating to the AmeriPride acquisition, all of which was recognized in the Uniform reporting segment. Factors that contributed to the Company’s recognition of goodwill include the Company’s intent to expand and complement its existing uniform business and to enhance its customer service experience, in addition to the anticipated synergies the Company expects to generate from the acquisition.
Avendra, LLC ("Avendra") Acquisition
On December 11, 2017, the Company completed the acquisition of Avendra, a hospitality procurement services provider in North America, which included the merger of Capital Merger Sub, LLC, a wholly owned subsidiary of the Company, with Avendra, pursuant to the Agreement and Plan of Merger ("Avendra Merger Agreement") dated as of October 13, 2017, by and among Aramark Services, Inc. (“ASI”), a wholly owned subsidiary of the Company, Avendra, Capital Merger Sub, LLC, and Marriott International, Inc., in its capacity as Holder Representative. Avendra continued as the surviving entity of the merger and is a wholly owned subsidiary of the Company whose financial results are included within the FSS United States reporting segment from December 11, 2017. The total consideration paid for Avendra was $1,386.4 million, partially offset by $87.3 million of cash and restricted investments acquired. In order to finance the Avendra acquisition, the Company entered into a long-term financing agreement (see Note 5). During the fiscal year ended September 28, 2018, the Company incurred acquisition-related costs of $11.5 million, included in "Selling and general corporate expenses," and $6.7 million of commitment fees, included in "Interest and Other Financing Costs, net" in the Company’s Consolidated Statements of Income.
Consideration
The Company has accounted for the Avendra acquisition as a business combination under the acquisition method of accounting. The Company finalized its allocation of the purchase price for the transaction based upon the fair value of net assets acquired and liabilities assumed at the date of acquisition. For tax purposes, this acquisition is a taxable transaction.
Recognition and Measurement of Assets Acquired and Liabilities Assumed at Fair Value
The following tables summarize the fair values of the tangible and identifiable intangible assets acquired and liabilities assumed at the acquisition date (in thousands):

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Current assets$157,614
Noncurrent assets1,345,532
  Total assets$1,503,146
  
Current liabilities$111,087
Noncurrent liabilities5,681
  Total liabilities$116,768

Intangible Assets
The following table identifies the Company’s allocations of purchase price to the intangible assets acquired by category:
  Estimated Fair Value (in millions) Weighted-Average Estimated Useful Life (in years)
Customer relationship assets $567.0
 15
Trade name  222.0
 indefinite
   Total intangible assets $789.0
  

Estimated Fair Value (in millions)Weighted-Average Estimated Useful Life (in years)
Customer relationship assets$82.3 15
Trade name43.0 15
     Total intangible assets$125.3 
The fair value of the customer relationship assets was determined using the “multi-period excess earnings method” which considers the present value of net cash flows expected to be generated by the customer relationships, excluding any cash flows related to contributory assets. The fair value of the trade name acquired was determined using the “relief-from-royalty method” which considers the discounted estimated royalty payments that are expected to be avoided as a result of the trademarks being owned.
Goodwill
The Company recorded $530.5$56.9 million of goodwill in connection with its purchase price allocation relating to the AvendraUnion Supply acquisition, all of which was recognized in the FSS United States segment. Goodwill is calculated as the excess of consideration transferred over the net assets recognized and represents future economic benefits arising from other assets acquired that could not be individually identified and separately recognized, such as assembled workforce. Factors that contributed to the Company's recognition of goodwill include the Company's intent to complement its existing corrections business and expand its customer base. None of the goodwill recognized is expected to be deductible for income tax purposes.
Revenue and Earnings for Union Supply
Included in the Company’s Consolidated Statements of Income (Loss) for the fiscal year ended September 30, 2022 was revenues and net loss from Union Supply of $82.5 million and $11.3 million, respectively. The net loss from Union Supply was driven by incremental costs established during the allocation of the purchase price related to inventory, intangible assets and compensation expense associated with the contingent consideration. The effects of the acquisition on proforma revenue and net income of the combined entity were not material.
Next Level Hospitality
On June 4, 2021, the Company completed the acquisition of Next Level Hospitality ("Next Level"), a premier provider of culinary and environmental services in the senior living industry, specializing in skilled nursing and rehabilitation facilities, pursuant to the Unit Purchase Agreement ("Next Level Purchase Agreement") dated as of April 28, 2021, by and among Aramark Healthcare Support Services, LLC, a wholly owned subsidiary of the Company, Aramark Services, Inc. ("ASI"), a wholly owned subsidiary of the Company, Next Level Hospitality Services, LLC, Next Level Stockholders and Seth Gribetz, in his capacity as Stockholder Representative. Next Level is a wholly owned subsidiary of the Company and its results are included in the Company's FSS United States segment. The cash consideration paid for Next Level was $226.1 million. In addition, contingent consideration of $78.4 million was recorded as part of the acquisition. The acquisition was financed utilizing cash and cash equivalents on hand.
Consideration
The Company accounted for the Next Level acquisition as a business combination under the acquisition method of accounting. The Company finalized its allocation of the purchase price for the transaction based upon the fair value of net assets acquired and liabilities assumed at the date of acquisition.
Recognition and Measurement of Assets Acquired and Liabilities Assumed at Fair Value
The following tables summarize the assets and liabilities assigned as of the acquisition date (in thousands):
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Current assets$18,088 
Noncurrent assets307,291 
     Total assets$325,379 
Current liabilities$50,956 
Noncurrent liabilities48,323 
     Total liabilities$99,279 
Intangible Assets
The following table identifies the Company’s allocation of purchase price to the intangible assets acquired by category:
Estimated Fair Value (in millions)Weighted-Average Estimated Useful Life (in years)
Customer relationship assets$133.0 15
Trade name49.5 15
     Total intangible assets$182.5 
The fair value of the customer relationship assets was determined using the “multi-period excess earnings method” which considers the present value of net cash flows expected to be generated by the customer relationships, excluding any cash flows related to contributory assets. The fair value of the trade name acquired was determined using the “relief-from-royalty method” which considers the discounted estimated royalty payments that are expected to be avoided as a result of the trademarks being owned.
Goodwill
The Company recorded $123.6 million of goodwill in connection with its purchase price allocation relating to the Next Level acquisition, all of which was recognized in the FSS United States reporting segment. Goodwill is calculated as the excess of consideration transferred over the net assets recognized and represents future economic benefits arising from other assets acquired that could not be individually identified and separately recognized, such as assembled workforce. Factors that contributed to the Company’sCompany's recognition of goodwill include the Company’sCompany's intent to expandcomplement its buying scale through Avendra’s procurement capabilitiesexisting healthcare business and to expand its customer base outside of its traditional industries, in additionbase. Goodwill related to the anticipated synergiesNext Level acquisition is deductible for income tax purposes.
Other Acquisitions
During fiscal 2022, fiscal 2021 and fiscal 2020, the Company expects to generate frompaid net cash consideration of $140.4 million, $39.7 million and $22.2 million, respectively, for various acquisitions, excluding the acquisition.
Combined Revenuepurchase of Union Supply and Earnings for AmeriPride and Avendra
Included in the Company’s Consolidated Statements of Income for the fiscal year ended September 28, 2018 were combinedNext Level. The revenue, from AmeriPride and Avendra of approximately $522.2 million related to these entities. Combined net income, for the results of AmeriPrideassets and Avendra was approximately $8 million for the fiscal year ended September 28, 2018, which excludes the impact of the increased interest expense incurred from the financingliabilities of the acquisitions and acquisition related costs included indid not have a material impact on the Corporate segment.Company's consolidated financial statements.
Unaudited Pro Forma Results of Operations Reflecting AmeriPride and Avendra
The following table reflects the unaudited pro forma combined results of operations for the fiscal years ended September 28, 2018 and September 29, 2017 for the Company, assuming the closing of both acquisitions occurred on October 1, 2016:
 Fiscal Year Ended
 Unaudited (in thousands) September 28, 2018 September 29, 2017
Total revenue $16,014,463
 $15,378,832
Net income  624,334
  328,932

The pro forma results have been prepared for comparative purposes only and are not necessarily indicative of the actual results of operations had the closing of the acquisitions taken place on October 1, 2016. Furthermore, the pro forma results do not purport to project the future results of operations of the Company.
The unaudited pro forma information primarily reflects the following adjustments:
adjustments to amortization expense related to identifiable intangible assets acquired;
adjustments to depreciation expense related to the fair value of property and equipment acquired;
adjustments to interest expense to reflect the long-term financing agreements used to finance the acquisitions (see Note 5); and

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adjustments for the tax effect of the aforementioned adjustments.
Merger and Integration Costs
AsDuring fiscal 2021 and fiscal 2020, the Company incurred merger and integration costs of $22.2 million and $28.9 million, respectively, as a result of the Avendra and AmeriPride acquisitions the Company incurred merger and integration costs of approximately $36.1 million and $78.1 millionthat occurred during fiscal 2019 and fiscal 2018, respectively.year 2018. The expenses mainly related to severance costs facilityfor transitional employees and integration related consulting costs and charges related to plant consolidations, professional services, rebranding expensesmainly asset write-downs, the implementation of a new route accounting system and other expenses.
Other Acquisitions
During fiscal 2019, the Company paid net cash consideration of approximately $44.9 million for various acquisitions. During fiscal 2018, the Company paid cash consideration of approximately $30.6 million for various acquisitions, excluding the purchases of AmeriPride and Avendra. During fiscal 2017, the Company paid cash consideration of approximately $142.1 million for various acquisitions. The revenue, net income, assets and liabilities of the acquisitions did not have a material impact on the Company's consolidated financial statements.
NOTE 3. SEVERANCE:
During fiscal 2018,2022, the Company commenced a new phase of strategic reinvestment and reorganization actionsmade changes to its organization to streamline and improve efficienciesthe efficiency and effectiveness of its selling, generaloperations and administrativeoverhead functions within the FSS United States and FSS International segments. These actions included headcount reductions, which resulted in net severance charges of approximately $18.7 million and $36.6$19.6 million during the fiscal 2019year ended September 30, 2022, which were recorded in “Cost of services provided (exclusive of depreciation and amortization)” on the Consolidated Statements of Income (Loss).
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The following table summarizes the severance charges by segment recognized in the Consolidated Statements of Income (Loss) for the fiscal 2018, respectively. The Company completed this cost savings phase as ofyear ended September 27, 2019.30, 2022 (in millions):
FSS United States$7.7 
FSS International11.9 
$19.6 
During fiscal 2017,2021, the Company updated its previously initiated actions on streamliningUniform segment approved action plans to streamline and improvingimprove the efficienciesefficiency and effectiveness of its selling,the segment's general and administrative functions. The Company recorded netPart of this action plan also included a series of facility consolidations and closures. As a result of these actions, severance charges of approximately $18.4$9.0 million were recorded within “Cost of services provided (exclusive of depreciation and amortization)” on the Consolidated Statements of Income (Loss) for the fiscal year ended October 1, 2021.
During fiscal 2020, the Company made changes to its organization as a result of COVID-19. These actions included headcount reductions, which resulted in severance charges of $145.8 million during the fiscal 2017.year ended October 2, 2020, which were recorded in both “Cost of services provided (exclusive of depreciation and amortization)” and “Selling and general corporate expenses” on the Consolidated Statements of Income (Loss). The Company reversed $16.3 million of unpaid obligations related to this severance obligation during fiscal 2021, which were recorded in both "Cost of services provided (exclusive of depreciation and amortization)" and "Selling and general corporate expenses" on the Consolidated Statements of Income (Loss).
The following table summarizes the severance charges by segment recognized in the Consolidated Statements of Income (Loss) for the fiscal year ended October 2, 2020 (in millions):
FSS United States$51.8 
FSS International87.3 
Uniform4.9 
Corporate1.8 
$145.8 
The following table summarizes the unpaid obligations for severance and related costs as of September 27, 2019,30, 2022, which are included in "Accrued payroll and related expenses" inon the Consolidated Balance Sheets. These unpaid obligations are expected to be paid through fiscal 2020.
(in millions)October 1, 2021ChargesPayments
and Other		September 30, 2022
Fiscal 2020 Severance$24.6 $— $(19.6)$5.0 
Fiscal 2021 Severance9.0 — (5.6)3.4 
Fiscal 2022 Severance— 19.6 (2.8)16.8 
Total Reorganization$33.6 $19.6 $(28.0)$25.2 
(in millions)September 28, 2018 Net Charges Payments and Other September 27, 2019
Severance and Related Costs Accrual$16.6
 18.7
 (23.4) $11.9

NOTE 4. GOODWILL AND OTHER INTANGIBLE ASSETS:
Goodwill represents the excess of the fair value of consideration paid for an acquired entity over the fair value of assets acquired and liabilities assumed in a business combination. Goodwill is not amortized and is subject to an impairment test that the Company conducts annually or more frequently if a change in circumstances or the occurrence of events indicates that potential impairment exists, using discounted cash flows. The Company performs its assessment of goodwill at the reporting unit level. Within the FSS International segment, each country or region is evaluated separately since such operating units are relatively autonomous and separate goodwill balances have been recorded for each entity. The Company performs its annual impairment test as of the end of the fiscal month of August. For reporting units in whichIf results of the Company’s qualitative assessment indicates that it isindicate a more likely than not that the fair value ofdetermination or if a reporting unit exceeds its carrying amount, no further impairment testingqualitative assessment is performed. For those reporting units where events or changes in circumstances indicate that potential impairment indicators exist, the Company performsnot performed, a quantitative assessment to test goodwillis performed by comparing the estimated fair value, calculated using a discounted cash flow calculationsmethod or market based method, of each reporting unit with its estimated net book value.
During the fourth quarter of fiscal 2022, the Company performed the annual impairment test for goodwill for each of the reporting units using a quantitative testing approach. The Company compared the estimated fair value using a discounted cash flow or market based method of each reporting unit with its book value. Based on the evaluation performed, the Company determined that the fair value of each of the reporting units significantly exceeded its respective carrying amount, and therefore, the Company determined that goodwill was not impaired.
During fiscal 2020, the Company identified a triggering event from the decline in its stock price resulting from COVID-19. As a result, the Company performed a quantitative impairment test and recognized a non-cash impairment charge of $198.6 million
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related to one reporting unit within the FSS International segment on the Consolidated Statements of Income (Loss) for the fiscal year ended October 2, 2020. For tax purposes, the impairment charge was not tax deductible. The impaired reporting unit has a remaining goodwill balance of $91.3 million as of September 30, 2022.
The determination of fair value for each reporting unit includes assumptions, which are considered Level 3 inputs, that are subject to risk and uncertainty. The discounted cash flow calculations are dependent on several subjective factors including the timing of future cash flows and the underlying margin projection assumptions, future growth rates and the discount rate. If assumptions or estimates in the fair value calculations change or if future cash flows or future growth rates vary from what was planned,expected, this may impact the impairment analysis.
The Company performed an impairment test for goodwill for each ofanalysis and could reduce the reporting units usingunderlying cash flows used to estimate fair values and result in a qualitative testing approach, except for one reporting unit which was tested using the quantitative approach. Based on the evaluations performed, the Company determined that it was more likely than not that the fair value of each of the reporting units exceeded its respective carrying amount, and therefore, the Company determined that goodwill was not impaired. The fair value of the reporting unitdecline in the FSS International segment for which goodwill was tested using the quantitative approach has a goodwill balance of $282.3 million and a fair value that exceeded its carrying value by approximately 22% in fiscal 2019.

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may trigger future impairment charges.
Changes in total goodwill during fiscal 2019 is2022 are as follows (in thousands):
SegmentSeptember 28, 2018 Acquisitions and Divestitures Translation and Other September 27, 2019
FSS United States(1)
$4,028,454
 $(81,823) $2,587
 $3,949,218
FSS International626,379
 16,135
 (34,046) 608,468
Uniform955,735
 3,981
 1,398
 961,114
 $5,610,568
 $(61,707) $(30,061) $5,518,800

(1)Includes the removal of approximately $87.0 million of goodwill related to the divestiture of HCT during the first quarter of fiscal 2019 (see Note 2).

SegmentOctober 1, 2021AcquisitionsTranslation & OtherSeptember 30, 2022
FSS United States$4,087,936 $61,761 $569 $4,150,266 
FSS International434,465 25,401 (58,383)401,483 
Uniform964,896 — (1,521)963,375 
$5,487,297 $87,162 $(59,335)$5,515,124 
Other intangible assets consist of (in thousands):
 September 27, 2019 September 28, 2018
 Gross
Amount		 Accumulated
Amortization		 Net
Amount		 Gross
Amount		 Accumulated
Amortization		 Net
Amount
Customer relationship assets$2,183,492
 $(1,193,525) $989,967
 $2,244,215
 $(1,156,811) $1,087,404
Trade names1,047,959
 (4,360) 1,043,599
 1,050,825
 (1,385) 1,049,440
 $3,231,451
 $(1,197,885) $2,033,566
 $3,295,040
 $(1,158,196) $2,136,844


September 30, 2022October 1, 2021
Gross
Amount		Accumulated
Amortization		Net
Amount		Gross
Amount		Accumulated
Amortization		Net
Amount
Customer relationship assets$1,474,588 $(487,877)$986,711 $2,106,423 $(1,173,092)$933,331 
Trade names1,133,736 (6,721)1,127,015 1,100,579 (5,288)1,095,291 
$2,608,324 $(494,598)$2,113,726 $3,207,002 $(1,178,380)$2,028,622 
During fiscal 2019,2022, the Company acquired customer relationship assets and trade names with values of approximately $28.5$165.5 million and $4.4$56.3 million, respectively. During fiscal 2018,2021, the Company acquired customer relationship assets and trade names with values of approximately $887.5$157.8 million and $246.0$52.5 million, respectively. Customer relationship assets are being amortized principally on a straight-line basis over the expected period of benefit between 9 and 24 years, with a weighted average life of approximately 14 years. The Aramark, Avendra and a majority of the other trade names are indefinite lived intangible assets and are not amortizableamortized, but are evaluated for impairment at least annually.annually or more frequently if events or changes in circumstances indicate that it is more likely than not that the asset is impaired. The Company utilized the "relief-from-royalty" method, which considers the discounted estimated royalty payments that are expected to be avoided as a result of the trade names being owned. The Company completed its annual trade name impairment test for fiscal 2019,2022, which did not result in an impairment charge. Amortization of other intangible assets for fiscal 2019,2022, fiscal 20182021 and fiscal 20172020 was approximately $117.0$108.7 million, $112.1$116.5 million and $87.9$117.6 million, respectively.
Based on the recorded balances at September 27, 2019,30, 2022, total estimated amortization of all acquisition-related intangible assets for fiscal years 20202023 through 20242027 are as follows (in thousands):
2020$113,136
2021105,929
202285,709
202378,843
202478,464


2023$102,776 
2024102,361 
2025102,387 
202699,108 
202791,025 
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NOTE 5. BORROWINGS:
Long-term borrowings, net, are summarized in the following table (in thousands):
September 30, 2022October 1, 2021
 September 27, 2019 September 28, 2018
Senior secured revolving credit facility, due October 2023 $51,410
 $77,000
Senior secured term loan facility, due October 2023 507,887
 538,674
Senior secured term loan facility, due March 2024 829,344
 1,325,923
Senior secured revolving credit facility, due April 2026Senior secured revolving credit facility, due April 2026$90,897 $71,896 
Senior secured term loan facility, due March 2025 1,658,026
 1,656,919
Senior secured term loan facility, due March 20251,661,611 1,660,382 
5.125% senior notes, due January 2024 902,351
 902,908
Senior secured term loan facility, due April 2026Senior secured term loan facility, due April 2026334,135 406,543 
Senior secured term loan facility, due January 2027Senior secured term loan facility, due January 2027834,619 833,643 
Senior secured term loan facility, due April 2028Senior secured term loan facility, due April 2028723,170 721,986 
5.000% senior notes, due April 2025 592,087
 590,884
5.000% senior notes, due April 2025547,981 594,719 
3.125% senior notes, due April 2025(1)
 352,363
 373,240
3.125% senior notes, due April 2025(1)
317,204 374,668 
4.750% senior notes, due June 2026 494,731
 494,082
6.375% senior notes, due May 20256.375% senior notes, due May 20251,487,593 1,483,328 
5.000% senior notes, due February 2028 1,137,625
 1,136,472
5.000% senior notes, due February 20281,141,491 1,140,144 
Capital leases 148,754
 143,388
Receivables Facility, due June 2024Receivables Facility, due June 2024104,935 — 
Finance leasesFinance leases147,373 146,368 
Other 7,589
 4,494
Other19,898 18,590 
 6,682,167
 7,243,984
7,410,907 7,452,267 
Less—current portion (69,928) (30,907)Less—current portion(65,047)(58,850)
 $6,612,239
 $7,213,077
$7,345,860 $7,393,417 

(1)This is a Euro denominated borrowing. See the disclosure below in the Senior Notes section for further information.

As of September 27, 2019,30, 2022, there was approximately $881.9were $748.5 million of outstanding foreign currency borrowings.
Senior Secured Credit Agreement
Aramark Services, Inc. ("ASI"),ASI, an indirect wholly owned subsidiary of the Company, and certain of its subsidiaries entered into a credit agreement on March 28, 2017 (as supplemented or otherwise modified from time to time, the "Credit Agreement"), which replaced the existing Amended and Restated Credit Agreement, originally dated January 26, 2007, and last amended on March 28, 2014 (the "Previous Credit Agreement").
The Credit Agreement includes senior secured term loan facilities consisting of the following as of September 27, 2019:30, 2022:
•A U.S.United States dollar denominated term loan to ASI in the amount of $829.3 million, due 2024, ("U.S. Term Loan B due 2024") and $1,658.0$1,661.6 million, due 2025 ("U.S.United States Term Loan BB-3 Loans due 2025"), $834.6 million, due 2027 ("United States Term B-4 Loans due 2027") and $723.2 million due 2028 ("United States Term B-5 Loans due 2028");
•A yen denominated term loan to ASI in the amount of ¥10,378.1¥8,626.1 million (approximately $96.2$59.6 million), due 20232026 (the "Yen Term LoanC-2 Loans due 2023"2026");
•A Canadian dollar denominated term loan to Aramark Canada Ltd. in the amount of CAD365.3C$243.3 million (approximately $275.7$175.9 million), due 20232026 (the "Canadian Term Loan A-2A-3 Loans due 2023"2026"); and
•A euro denominated term loan to Aramark Investments Limited, a U.K. borrower, in an amount of €124.4€100.8 million  (approximately $136.0$98.7 million), of which €28.4 million (approximately $27.8 million) is due in 2023 (the "Euro Term LoanA-1 Loans due 2023") and the remainder of which is due 2026 (the "Euro Term A-2 Loans due 2026").
The Credit Agreement also includes a revolving credit facility available for loans in U.S.United States dollars, Canadian dollars, euros and pounds sterling to ASI and certain foreign borrowers with aggregate commitments underof $1.2 billion. A portion of the Credit Agreementrevolving credit facility with commitments of $1.0 billion. The$53.7 million has a final maturity date of October 1, 2023 and the remainder of the revolving credit facility has a final maturity date of October 1, 2023.April 6, 2026. As of September 27, 2019,30, 2022, there was approximately $897.8$1,105.6 million available for borrowing under the revolving credit facility. The Company's revolving credit facility includes a $250.0 million sublimit for letters of credit. The revolving credit facility may be drawn by ASI as well as by certain foreign subsidiaries of ASI. Each foreign borrower is subject to a sublimit of $150.0 million with respect to borrowings under the revolving credit facility. In addition to paying interest on outstanding principal under the senior secured credit facilities, the Company is required to pay a commitment fee to the lenders under the revolving credit facility in respect of the unutilized commitments thereunder. On October 1, 2018, ASI entered into Amendment No. 7 ("Amendment No. 7")The revolving credit facility is subject to the Credit Agreement which changed thea commitment fee ranging from a rate range from 0.25% to 0.40% per annum toof 0.15% to 0.30% per annum. The actual rate within the range is based on a Consolidated Leverage Ratio, as defined in the Credit Agreement.
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The primary borrower under the senior secured credit facilities is ASI. In addition, certain subsidiaries of ASI are borrowers of the term loan facilities and/or the revolving credit facility. The Company is not a guarantor under the senior secured credit facilities and is not subject to the covenants or obligations under the Credit Agreement.

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The applicable margin on the U.S.United States Term LoanB-3 Loans due 20242025 and the U.S.United States Term Loan BB-4 Loans due 20252027 is 1.75% with respect to eurocurrency (LIBOR) borrowings, subject to a LIBOR floor of 0.00%, and 0.75% with respect to base-rate borrowings, subject to a minimum base rate of 0.00%. The applicable margin on the United States Term B-5 Loans due 2028 is 2.50% with respect to eurocurrency (LIBOR) borrowings, subject to a LIBOR floor of 0.00% and 1.50% with respect to base-rate borrowings, subject to a minimum base rate of 0.00%. The applicable margin spread for the Yen Term LoanC-2 Loans due 2023,2026, the Canadian Term Loan A-2A-3 Loans due 2026, the Euro Term A-1 Loans due 2023, the Euro Term LoanA-2 Loans due 20232026 and the senior secured revolving credit facility is 1.125% to 1.625% (as of September 27, 201930, 2022 - 1.375%1.625%) with respect to eurocurrency (LIBOR) borrowings, bankers’ acceptance ("BA") rate borrowings, Tokyo Interbank offer ("TIBOR") rate borrowings and letters of credit fees, subject to a floor of 0.00%, and 0.125% to 0.625% (as of September 27, 201930, 2022 - 0.375%0.625%) with respect to U.S.United States and Canadian base rate borrowings, subject to a floor of 0.00%, and 1.1576% to 1.6576% (as of September 30, 2022 - 1.6576%) with respect to Sterling Overnight Index Average ("SONIA") rate borrowings, subject to a floor of 0.00%. The actual spreads within all ranges referred to above are based on a Consolidated Leverage Ratio, as defined in the Credit Agreement.
Fiscal 20192021 Refinancing Transactions
On October 1, 2018,April 6, 2021, the Company entered into Amendment No. 11 to the Credit Agreement. Amendment No. 11 provided for, among other things, the extension of the maturity date, in each case, applicable to a portion of the revolving credit facility (the "2018 Tranche Revolving Facility"), a portion of the Canadian dollar denominated term loan due October 2023 (the "Canadian Term A-2 Loans due 2023"), a portion of the Euro Term A-1 Loans due 2023, all of the Yen Term C-1 Loans due 2023 and all of the United States dollar denominated term loan due 2024 (the "United States Term B-2 Loans due 2024") and an increase of $200.0 million in commitments available under the 2018 Tranche Revolving Facility, in each case, under the Credit Agreement through the establishment of Replacement Revolving Commitments (as defined in the Credit Agreement), New Revolving Commitments (as defined in the Credit Agreement), borrowings of Extended Term Loans (as defined in the Credit Agreement) and borrowings of Refinancing Term Loans (as defined in the Credit Agreement), as applicable, under the Credit Agreement comprised of (i) in the case of the portion of the 2018 Tranche Revolving Facility which was extended, new 2021 Tranche Revolving Commitments (the "New 2021 Tranche Revolving Commitments") in an amount equal to $1,153.1 million, terminating in April 2026, (ii) in the case of the portion of the Canadian Term A-2 Loans due 2023 which was extended, the maturity datesnew Canadian Term A-3 Loans due 2026 in an amount equal to C$276.9 million, due in April 2026, (iii) in the case of the Revolving Credit Facility,portion of the Euro Term A-1 Loans due 2023 which was extended, the new Euro Term A-2 Loans due 2026 in an amount equal to €78.8 million, due in April 2026, (iv) in the case of the Yen Term LoanC-1 Loans due 2022,2023, the new Yen Term C-2 Loans due 2026 in an amount equal to ¥9,343.3 million, due in April 2026 and (v) in the case of the United States Term B-2 Loans due 2024, the new United States Term B-5 Loans due 2028 in an amount equal to $833.0 million, due in April 2028. The new Canadian Term LoanA-3 Loans due 2022,2026, Euro Term A-2 Loans due 2026, Yen Term C-2 Loans due 2026 and United States Term B-5 Loans due 2028 were funded in full on April 6, 2021 and were applied by the Company to refinance in part the Canadian Term LoanA-2 Loans due 2023 and Euro Term LoanA-1 Loans due 20222023 and to refinance in full the Yen Term C-1 Loans due 2023 and United States Term B-2 Loans due 2024, in each case, previously outstanding under the Credit Agreement. As of April 6, 2021 and after giving effect to Amendment No. 11, $53.7 million of 2018 Tranche Revolving Commitments, €33.6 million of Euro Term A-1 Loans due 2023 and C$27.1 million of Canadian Term A-2 Loans due 2023 were outstanding under the Credit Agreement, as amended by Amendment No. 11, in each case due in October 2023 (which date is unchanged from the previous maturity date). The Canadian Term A-2 Loans due 2023 were repaid in full as of October 1, 20232021.
The New 2021 Tranche Revolving Commitments are subject to substantially similar terms currently relating to guarantees, collateral, mandatory prepayments and lowered the interest ratescovenants that are applicable to each such tranchethe Company’s existing 2018 Tranche Revolving Facility outstanding under the Credit Agreement. For the avoidance of commitmentsdoubt, the remaining 2018 Revolving Tranche Commitments shall be available only in United States dollars and shall bear interest and accrue unused fees at rates consistent with the 2021 Tranche Revolving Facility.
The Canadian Term A-3 Loans due 2026 are subject to substantially similar terms currently relating to guarantees, collateral, mandatory prepayments and covenants that are applicable to the Company’s Canadian Term A-2 Loans due 2023 under the Credit Agreement. Amortization payments in respect of the remaining Canadian Term A-2 Loans due 2023 have been reduced on a pro rata basis to reflect the partial refinancing thereof.
The Euro Term A-2 Loans due 2026 are subject to substantially similar terms currently relating to guarantees, collateral, mandatory prepayments and covenants that are applicable to the Company’s existing Euro Term A-1 Loans due 2023 outstanding under the Credit Agreement. Amortization payments in respect of the remaining Euro Term A-1 Loans have been
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reduced on a pro rata basis to reflect the partial refinancing thereof.
The Yen Term C-2 Loans due 2026 are subject to substantially similar terms currently relating to guarantees, collateral, mandatory prepayments and covenants that are applicable to the Company’s existing Yen Term C-1 Loans due 2023 outstanding under the Credit Agreement, except for the option to use TIBOR rate borrowings on or after January 31, 2022.
The United States Term B-5 Loans due 2028 are subject to substantially similar terms currently relating to guarantees, collateral, mandatory prepayments and covenants that are applicable to the Company’s existing United States Term B Loans outstanding indebtedness, as applicable, as describedunder the Credit Agreement.
The Company capitalized third-party costs of $16.8 million related to banker fees, rating agency fees and legal fees directly attributable to the refinancings in Amendment No. 11, which are included in "Long-Term Borrowings" and "Other Assets" on the Consolidated Balance Sheets. Amounts paid for the capitalized third-party costs are included within "Other Financing activities" on the Consolidated Statements of Cash Flows for the fiscal year ended October 1, 2021. Additionally the Company recorded a $2.7 million non-cash loss for the write-off of unamortized deferred financing costs on the revolving credit facility and United States Term B-2 Loans due 2024 to "Interest and Other Financing Costs, net" in the preceding paragraph.Consolidated Statements of Income (Loss) for the fiscal year ended October 1, 2021.
Fiscal 20182020 Refinancing Transactions
On December 11, 2017,January 15, 2020, ASI entered into Incremental Amendment No. 28 to the Credit Agreement. Incremental Amendment No. 28 provided for an incremental, senior secured credit facility under the Credit Agreement, the U.S.United States Term Loan BB-4 Loans due 2025,2027, comprised of a U.S.United States dollar denominated term loan made to ASI in an amount equal to $1,785.0$900.0 million, due on March 11, 2025.January 15, 2027. The United States Term B-4 Loans due 2027 were borrowed with an original issue discount of 0.125%.
The net proceeds from the U.S.United States Term Loan BB-4 Loans due 20252027 were used to financeredeem the Avendra acquisition and, together with approximately $200.0aggregate $900.0 million of proceeds from a borrowing made under the Credit Agreement’s revolving credit facility, to repay the $633.8 million of principal amount outstanding on ASI’s 5.125% Senior Notes due 2024 (the “2024 Notes”) at a redemption price of 102.563% of the U.S. Term Loan A due 2022 under the Credit Agreement, along withaggregate principal amount and to pay accrued interest, and certain fees and related expenses. The Company recorded $5.7$20.9 million of charges to "Interest and Other Financing Costs, net" in the Consolidated Statements of Income (Loss) for the fiscal 2018year ended October 2, 2020, consisting of the payment of a $23.1 million call premium and a $2.2 million non-cash gain for the write-off of unamortized debt issuance costs.
Duringpremium and unamortized deferred financing costs on the first quarter of fiscal 2018, the2024 Notes. The Company capitalized third-party costs of approximately $8.9$6.6 million related to banker fees, rating agency fees and legal fees directly attributable to the U.S.United States Term Loan BB-4 Loans due 2025,2027, which are included in "Long-Term Borrowings" inon the Consolidated Balance Sheets. Amounts paid for the call premium and capitalized third-party costs are included within "Other financing activities" on the Consolidated Statements of Cash Flows for the fiscal year ended October 2, 2020.
The U.S.United States Term Loan BB-4 Loans due 2025 is2027 are subject to substantially similar terms relating to guarantees, collateral, mandatory prepayments and covenants that are applicable to the Company’s then existing U.S.United States Term Loan BB-2 Loans due 2024 and United States Term B-3 Loans due 2025, in each case, outstanding under the Credit Agreement.Agreement as of October 2, 2020.
Incremental Facilities
The Credit Agreement provides that the Company has the right at any time to request one or more incremental term loan facilities or increases under existing term loan facilities and/or additional revolving credit facilities or increases under the existing revolving credit facility in an amount up to $1,400.0 million of incremental commitments in the aggregate plus an unlimited amount so long as the pro forma Consolidated Secured Debt to Covenant Adjusted EBITDA ratio (each as calculated in accordance with the Credit Agreement (the "Consolidated Secured Debt Ratio")) would not exceed 3.00 to 1.00, plus any amount of loans and commitments optionally prepaid and terminated under the senior secured credit facilities. The lenders under these facilities are not under any obligation to provide any such incremental facilities or commitments and any such addition of or increase in facilities or commitments will be subject to customary conditions precedent.
Prepayments and Amortization
The Credit Agreement requires usthe Company to prepay outstanding term loans, subject to certain exceptions, with:
•50% of ASI's annual excess cash flow (as defined in the Credit Agreement) with stepdownsstep-downs to 25% and 0% upon ASI's reaching certain Consolidated Secured Debt Ratio thresholds; provided, further, that such prepayment shall only be required to the extent excess cash flow for the applicable year exceeds $10.0 million;
•100% of the net cash proceeds of all nonordinarynon-ordinary course asset sales or other dispositions of property subject to certain exceptions and customary reinvestment rights; provided, further, that such prepayment shall only be required to the extent net cash proceeds exceeds $100.0 million; and
•100% of the net cash proceeds of any incurrence of debt, but excluding proceeds from certain debt permitted under the Credit Agreement.
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The foregoing mandatory prepayments will be applied to the term loan facilities on a pro rata basis and will reduce the obligations to make scheduled amortization payments on a dollar for dollar basis as directed by the Company. The Company may voluntarily repay outstanding loans under the Credit Agreement any time without premium or penalty, other than (i) customary "breakage" costs with respect to LIBOR loans, (ii) with respect to any voluntary prepayments of the U.S. Term Loan

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B due 2024 in connection with any repricing transaction (as defined in the Credit Agreement) effected prior to November 24, 2018, a 1% prepayment premium and (iii) with respect to any voluntary prepayments of the U.S. Term Loan B due 2025 in connection with any repricing transaction (as defined in the Credit Agreement) effected prior to December 12, 2018, a 1% prepayment premium.loans. Prepaid term loans may not be reborrowed.
The Company made optional prepayments of approximately $500.0 million, $260.4 million and $330.6$194.1 million of outstanding U.S.United States dollar and Canadian dollar term loans during fiscal 2019, fiscal 2018 and fiscal 2017, respectively.2021.
If a change of control as defined in the Credit Agreement occurs, this will cause an event of default under the Credit Agreement. Upon an event of default, the new senior secured credit facilities may be accelerated, in which case the Company would be required to repay all outstanding loans plus accrued and unpaid interest and all other amounts outstanding under the new senior secured credit facilities under the Credit Agreement.
The Company is required to makenew Canadian Term A-3 Loans due 2026 require the payment of installments in quarterly principal payments onamounts of C$5.2 million from September 30, 2023 through March 31, 2024, C$6.9 million from June 30, 2024 through March 31, 2025, C$10.4 million from June 30, 2025 through March 31, 2026 and C$159.2 million at maturity.
The new Euro Term A-2 Loans due 2026 require the Canadianpayment of installments in quarterly principal amounts of €1.0 million from June 30, 2021 through March 31, 2023, €1.5 million from June 30, 2023 through March 31, 2024, €2.0 million from June 30, 2024 through March 31, 2025, €3.0 million from June 30, 2025 through March 31, 2026 and €45.3 million at maturity.
The remaining Euro Term Loan A-2A-1 Loans due 2023 require the payment of installments in quarterly principal amounts of 1.25%, 1.25%, 1.88%, 2.50%€1.5 million from December 31, 2022 through September 29, 2023 and 3.75% per annum€22.5 million at maturity.
The new Yen Term C-2 Loans due 2026 require the payment of their funded totalinstallments in quarterly principal amount duringamounts of ¥116.8 million from June 30, 2021 through March 31, 2023, ¥175.2 million from June 30, 2023 through March 31, 2024, ¥233.6 million from June 30, 2024 through March 31, 2025, ¥350.4 million from June 30, 2025 through March 31, 2026 and ¥5,372.4 million at maturity.
The United States Term B-5 Loans due 2028 require the first, second, third, fourth and fifth years subsequent to entering into Amendment No. 7payment of $730.5 million at maturity. All quarterly amortization installments with respect to the Credit Agreement, with the remaining balanceUnited States Term B-5 Loans due at maturity. The Company is required to make quarterly principal repayments on the Yen Term Loan due 2023 and the Euro Term Loan due 20232028 were repaid in quarterly amountsfull as of 1.25%, 1.25%, 1.75%, 2.50% and 3.75% per annum of their funded total principal amount during the first, second, third, fourth and fifth years subsequent to entering into Amendment No. 7 to the Credit Agreement, with the remaining balance due at maturity.October 1, 2021.
Guarantees
All obligations under the Credit Agreement are unconditionally guaranteed by Aramark Intermediate HoldCo Corporation and, subject to certain exceptions, substantially all of ASI's existing and future wholly-owned domestic subsidiaries excluding certain immaterial subsidiaries, receivables facilityReceivables Facility subsidiaries, certain other customarily excluded subsidiaries and certain subsidiaries designated under the Credit Agreement as "unrestricted subsidiaries," referred to, collectively, as the U.S.United States Guarantors. All obligations under the Credit Agreement, and the guarantees of those obligations, are secured by (i) a pledge of 100% of the capital stock of ASI, (ii) pledges of 100% of the capital stock (or 65% of voting stock and 100% of non-voting stock, in the case of the stock of foreign subsidiaries) held by ASI, Aramark Intermediate HoldCo Corporation or any of the U.S.United States Guarantors and (iii) a security interest in, and mortgages on, substantially all tangible assets of Aramark Intermediate HoldCo Corporation, ASI or any of the U.S.United States Guarantors.
Certain Covenants
The Credit Agreement contains certaina number of covenants that, among other things, restrict, subject to certain exceptions, ASI's ability and the ability of its restricted subsidiaries to: incur additional indebtedness; issue preferred stock or provide guarantees; create liens on assets; engage in mergers or consolidations; sell assets; pay dividends, make distributions or repurchase its capital stock; make investments, loans or advances; repay or repurchase any subordinated debt, except as scheduled or at maturity; create restrictions on the payment of dividends or other transfersamounts to ASI from its restricted subsidiaries; make certain acquisitions; engage in certain transactions with affiliates; amend material agreements governing ASI's subordinated debt;debt (or any indebtedness that refinances its subordinated debt); and fundamentally change ASI's business. In addition, the Credit Agreement requires ASI to comply with a maximum Consolidated Secured Debt Ratio maintenance covenant. The Credit Agreement also contains certain customary affirmative covenants, such as financial and other reporting, and certain events of default. At September 27, 2019,30, 2022, ASI was in compliance with all of these covenants.
The Credit Agreement requires ASI to maintain a maximum Consolidated Secured Debt Ratio, defined as consolidated total indebtedness secured by a lien to Covenant Adjusted EBITDA, ofnot to exceed 5.125x. Consolidated total indebtedness secured by a lien is defined in the Credit Agreement as total indebtedness consisting of debt for borrowed money, capitalfinance leases, debt in respect of sale-leaseback transactions, disqualified and preferred stock and advances under the Receivables Facility secured by a lien reduced by the amount of cash and cash equivalents onin the consolidated balance sheet that is free and clear of any lien. Non-compliance with the maximum Consolidated Secured Debt Ratio could result in the requirement to immediately repay all amounts outstanding under the Credit Agreement, which, if ASI's lenders under the Credit Agreement (other than the lenders in respect of ASI’s U.S.United States Term Loan BB-3 Loans due 20242025, United States Term B-4 Loans due 2027 and U.S.United States Term Loan BB-5
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Loans due 20252028 which lenders shall not benefit from the maximum Consolidated Secured Debt Ratio) failed to waive any such default, would also constitute a default under the indentures governing the senior notes. The actual ratio at September 27, 201930, 2022 was 1.78x.2.73x.
The Credit Agreement establishes an incurrence-based minimum Interest Coverage Ratio, defined as Covenant Adjusted EBITDA to consolidated interest expense, as a condition for ASI and its restricted subsidiaries to incur additional indebtedness and to make certain restricted payments. The minimum Interest Coverage Ratio is at least 2.00x for the term of the Credit Agreement. If ASI does not maintain this minimum Interest Coverage Ratio calculated on a pro forma basis for any such additional indebtedness or restricted payments, it could be prohibited from being able to incur additional indebtedness, other than the

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additional funding provided for under the Credit Agreement and pursuant to specified exceptions, and make certain restricted payments, other than pursuant to certain exceptions. The actual ratio was 5.02x3.55x for the fiscal year ended September 27, 2019.30, 2022.
A failure to pay any obligations under the Credit Agreement as they become due or any event causing amounts to become due prior to their stated maturity could result in a cross-default and potential acceleration of the Company’s other outstanding debt obligations, including the senior notes.
Senior Notes
6.375% Senior Notes due 2025
On April 27, 2020, ASI issued $1,500.0 million aggregate principal amount of 6.375% Senior Notes due May 1, 2025 (the "6.375% 2025 Notes"). ASI used the net proceeds from the 6.375% 2025 Notes for general corporate purposes. The Company capitalized third-party costs of $22.3 million directly attributable to the 6.375% 2025 Notes, which are included in "Long-Term Borrowings" on the Consolidated Balance Sheets and within "Other financing activities" on the Consolidated Statements of Cash Flows for the fiscal year ended October 2, 2020.
The 6.375% 2025 Notes were issued pursuant to an indenture, dated as of April 27, 2020 (the "6.375% 2025 Notes Indenture"), entered into by and among ASI, the Company and certain other Aramark entities, as guarantors, and the U.S. Bank National Association, as trustee. The 6.375% 2025 Notes were issued at par.
The 6.375% 2025 Notes are senior unsecured obligations of ASI. The 6.375% 2025 Notes rank equal in right of payment to all of the Issuer's existing and future senior indebtedness and will rank senior in right of payment to the Issuer's future subordinated indebtedness. The 6.375% 2025 Notes are guaranteed on a senior, unsecured basis by the Company and substantially all of the domestic subsidiaries of ASI. The guarantees of the 6.375% 2025 Notes rank equal in right of payment to all of the senior obligations of such guarantor. The 6.375% 2025 Notes are effectively subordinated to all of ASI's existing and future secured indebtedness, to the extent of the value of the assets securing that indebtedness, and structurally subordinated to all of the liabilities of any of ASI's subsidiaries that do not guarantee the 6.375% 2025 Notes. Interest on the 6.375% 2025 Notes is payable on May 1 and November 1 of each year.
In the event of certain types of changes of control, the holders of the 6.375% 2025 Notes may require ASI to purchase for cash all or a portion of their 6.375% 2025 Notes at a purchase price equal to 101% of the principal amount of such 6.375% 2025 Notes, plus accrued and unpaid interest, if any, to, but not including, the purchase date.
The 6.375% 2025 Notes Indenture contains covenants limiting ASI's ability and the ability of its restricted subsidiaries to: incur additional indebtedness or issue certain preferred shares; pay dividends and make certain distributions, investments and other restricted payments; create certain liens; sell assets; enter into transactions with affiliates; limit the ability of restricted subsidiaries to make payments to ASI; enter into sale and leaseback transactions; merge, consolidate, sell or otherwise dispose of all or substantially all of ASI's and its restricted subsidiaries assets; and designate ASI's subsidiaries as unrestricted subsidiaries. The 6.375% 2025 Notes Indenture also provides for events of default which, if any of them occurs, would permit or require the principal of and accrued interest on the applicable series of 6.375% 2025 Notes to become or to be declared due and payable. Further, a failure to pay any obligations under the 6.375% 2025 Notes Indenture as they become due or any event causing amounts to become due prior to their stated maturity could result in a cross-default and potential acceleration of the Company’s other outstanding debt obligations, including the other senior notes and obligations under the Credit Agreement.
5.000% Senior Notes due 2028
On January 18, 2018, ASI issued $1,150.0 million aggregate principal amount of 5.000% Senior Notes due February 1, 2028 (the "2028 Notes"). The net proceeds from the 2028 Notes were used to finance the AmeriPride acquisition that occurred in fiscal 2018, to pay down certain borrowings under the revolving credit facility and to pay fees related to the transaction. During the second quarter of fiscal 2018, theThe Company capitalized third-party costs of approximately $14.2 million directly attributable to the 2028 Notes, which are included in "Long-Term Borrowings" inon the Consolidated Balance Sheets.Sheets and are being amortized over the debt period.
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The 2028 Notes were issued pursuant to an indenture, dated as of January 18, 2018 (the "2028 Notes Indenture"), entered into by and among ASI, the Company and certain other Aramark entities, as guarantors, and the U.S. Bank National Association, as trustee. The 2028 Notes were issued at par.
The 2028 Notes are senior unsecured obligations of ASI. The 2028 Notes rank equal in right of payment to all of the Issuer's existing and future senior indebtedness and will rank senior in right of payment to the Issuer's future subordinated indebtedness. The 2028 Notes are guaranteed on a senior, unsecured basis by the Company and substantially all of the domestic subsidiaries of ASI. The guarantees of the 2028 Notes rank equal in right of payment to all of the senior obligations of such guarantor. The 2028 Notes are effectively subordinated to all of ASI's existing and future secured indebtedness, to the extent of the value of the assets securing that indebtedness, and structurally subordinated to all of the liabilities of any of ASI's subsidiaries that do not guarantee the 2028 Notes. Interest on the 2028 Notes is payable on February 1 and August 1 of each year, commencing on August 1, 2018.year.
At any time prior to February 1, 2023, ASI has the option to redeem all or a part of the 2028 Notes at a purchase price equal to 100% of the principal amount of such 2028 Notes plus an applicable premium and accrued and unpaid interest, if any, to, but not including the date of redemption. Prior to February 1, 2021, ASI has the option to redeem up to 40% of the aggregate principal amount of all 2028 Notes at a purchase price equal to 105% of the principal amount of such 2028 Notes plus accrued and unpaid interest, if any, to, but not including, the date of redemption, with the net cash proceeds of one or more equity offerings, provided that at least 50% of the sum of the aggregate principal amount of the 2028 Notes originally issued remain outstanding immediately after the purchase.
The 2028 Notes Indenture contains covenants limiting ASI's ability and the ability of its restricted subsidiaries to: incur additional indebtedness or issue certain preferred shares; pay dividends and make certain distributions, investments and other restricted payments; create certain liens; sell assets; enter into transactions with affiliates; limit the ability of restricted subsidiaries to make payments to ASI; enter into sale and leaseback transactions; merge, consolidate, sell or otherwise dispose of all or substantially all of ASI's and its restricted subsidiaries assets; and designate ASI's subsidiaries as unrestricted subsidiaries. The 2028 Notes Indenture also provides for events of default which, if any of them occurs, would permit or require the principal of and accrued interest on the applicable series of 2028 Notes to become or to be declared due and payable. Further, a failure to pay any obligations under the 2028 Notes Indenture as they become due or any event causing amounts to become due prior to their stated maturity could result in a cross-default and potential acceleration of the Company’s other outstanding debt obligations.obligations, including the other senior notes and obligations under the Credit Agreement.
5.000% Senior Notes due 2025 and 3.125% Senior Notes due 2025
On March 22, 2017, ASI issued $600.0 million of 5.000% Senior Notes due April 1, 2025 (the "5.000% 2025 Notes"). The 5.000% 2025 Notes were issued pursuant to an indenture (the "5.000% 2025 Notes Indenture"), entered into by and among ASI, the Company and certain other Aramark entities, as guarantors, and The Bank of New York Mellon, as trustee. The 5.000% 2025 Notes were issued at par. On March 27, 2017, Aramark International Finance S.à r.l..r.l. ("AIFS"), an indirect wholly owned subsidiary of the Company, issued €325.0 million of 3.125% Senior Notes due April 1, 2025 (the "3.125% 2025 Notes" and, together with the 5.000% 2025 Notes, the "2025 Notes"). The 3.125% 2025 Notes were issued pursuant to an indenture (the "3.125% 2025 Notes Indenture"), entered into by and among AIFS, the Company and certain other Aramark entities, as guarantors, The Bank of New York Mellon, as trustee and registrar, and The Bank of New York Mellon, London Branch, as paying agent and transfer agent. The 3.125% 2025 Notes were issued at par.
The 2025 Notes are senior unsecured obligations of the respective Issuers. Each series of the 2025 Notes ranks equal in right of payment to all of the respective Issuer's existing and future senior indebtedness, including the senior secured credit facilities

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

under the Credit Agreement, and, in the case of the 5.000% 2025 Notes with respect to ASI ASI's 5.125% Senior Notes due 2024 (the "2024 Notes") and 4.750% Senior Notes due 2026 (the "2026 Notes") and will rank senior in right of payment to the respective Issuer's future subordinated indebtedness. The 2025 Notes are guaranteed on a senior, unsecured basis by the Company and substantially all of the domestic subsidiaries of ASI and the 3.125% 2025 Notes are guaranteed on a senior, unsecured basis by ASI. The guarantees of the 2025 Notes rank equal in right of payment to all of the senior obligations of such guarantor, including guarantees of the senior secured credit facilities the 2024 Notes, the 2026 Notes and the 2028 Notes, as applicable, and in the case of the 3.125% 2025 Notes with respect to ASI, ASI’s obligations under the senior secured credit facilities, the 2024 Notes, the 2026 Notes, the 5.000% 2025 Notes and the 2028 Notes. Each series of the 2025 Notes and the related guarantees thereof are effectively subordinated to all of the respective Issuers' existing and future secured indebtedness, including obligations and/or guarantees of the senior secured credit facilities under the Credit Agreement, to the extent of the value of the assets securing that indebtedness, and structurally subordinated to all of the liabilities of any of ASI's subsidiaries that do not guarantee the 2025 Notes. Interest on the 2025 Notes is payable on April 1 and October 1 of each year, commencing on October 1, 2017.year.
In the event of certain types of changes of control, the holders of the 2025 Notes may require the applicable Issuer to purchase for cash all or a portion of their 2025 Notes at a purchase price equal to 101% of the principal amount of such 2025 Notes, plus accrued and unpaid interest, if any, to, but not including, the purchase date. Beginning April 1, 2020, ASI has the option to redeem all or a portion of the 5.000% 2025 Notes at any time at the redemption prices set forth in the 5.000% 2025 Notes Indenture, plus accrued and unpaid interest. Beginning April 1, 2020, AIFS has the option to redeem all or a portion of the 3.125% 2025 Notes at any time at the redemption prices set forth in the 3.125% 2025 Notes Indenture, plus accrued and unpaid interest.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The 5.000% 2025 Notes Indenture and the 3.125% 2025 Notes Indenture contain covenants limiting ASI's ability and the ability of its restricted subsidiaries to: incur additional indebtedness or issue certain preferred shares; pay dividends and make certain distributions, investments and other restricted payments; create certain liens; sell assets; enter into transactions with affiliates; limit the ability of restricted subsidiaries to make payments to ASI; enter into sale and leaseback transactions; merge, consolidate, sell or otherwise dispose of all or substantially all of ASI's and its restricted subsidiaries assets; and designate ASI's subsidiaries as unrestricted subsidiaries. The 5.000% 2025 Notes Indenture and the 3.125% 2025 Notes Indenture also provide for events of default which, if any of them occurs, would permit or require the principal of and accrued interest on the applicable series of 2025 Notes to become or to be declared due and payable. Further, a failure to pay any obligations under the 5.000% 2025 Notes Indenture or the 3.125% 2025 Notes Indenture as they become due or any event causing amounts to become due prior to their stated maturity could result in a cross-default and potential acceleration of the Company’s other outstanding debt obligations, including the other senior notes and obligations under the Credit Agreement.
5.125% Senior Notes due 2024 and 4.75%During fiscal 2022, the Company made optional prepayments of $48.5 million on the 5.000% 2025 Notes.
4.750% Senior Notes due 2026
On December 17, 2015, ASI issued $400.0 million of 5.125% Senior Notes due January 15, 2024 (the "Original 2024 Notes"), pursuant to an indenture, dated as of December 17, 2015 (the "2024 Base Indenture"), entered into by ASI,June 2, 2021, the Company and certain other Aramark entities, as guarantorsredeemed the aggregate $500.0 million principal amount outstanding on the 4.750% 2026 Notes at a redemption price of the Original 2024 Notes, and The Bank102.375% of New York Mellon, as trustee. The Original 2024 Notes were issued at par and the net proceeds were used for general corporate purposes and to reduce the outstanding balance under the Company's revolving credit facility. The Company paid approximately $6.0 million in financing fees related to the offering of the Original 2024 Notes.
On May 31, 2016, ASI issued $1,000.0 million aggregate principal amount of senior unsecured notes, consisting of $500 million of additional 5.125% Senior Notes due January 15, 2024 (the "New 2024 Notes") and $500 million of 4.75% Senior Notes due June 1, 2026 (the "2026 Notes"). The New 2024 Notes constitute a further issuance of the Original 2024 Notes (together with the New 2024 Notes, the "2024 Notes"). The New 2024 Notes were issued pursuant to the Base Indenture, as supplemented by the supplemental indenture, dated as of May 31, 2016 (the "2024 Supplemental Indenture" and together with the 2024 Base Indenture, the "2024 Notes Indenture"), entered into by ASI, the Company and certain other Aramark entities, as guarantors of the New 2024 Notes, and The Bank of New York Mellon, as trustee. The 2026 Notes were issued pursuant to the indenture, dated as of May 31, 2016 (the "2026 Notes Indenture"), entered into by ASI, the Company and certain other Aramark entities, as guarantors of the 2026 Notes and The Bank of New York Mellon, as trustee. The New 2024 Notes were issued at a premium of $18.8 million, which created an effective yield of 4.6%. The premium was recorded to "Long-Term Borrowings" in the Consolidated Balance Sheets and is amortized to "Interest and Other Financing Costs, net" in the Consolidated Statements of Income until maturity in 2024.
The 2024 Notes and 2026 Notes are senior unsecured obligations of ASI. The 2024 Notes and 2026 Notes rank equal in right of payment to all of the ASI's existing and future senior debt and senior in the right of payment to the ASI's future debt and other obligations that are expressly subordinated in right of payment to the 2024 Notes and 2026 Notes. The 2024 Notes and 2026 Notes are guaranteed on a senior, unsecured basis by the Company and substantially all of the domestic subsidiaries of ASI. The

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

2024 Notes and 2026 Notes and the guarantees thereof are effectively subordinated to all existing and future secured debt of ASI and the guarantors, to the extent of the value of the assets securing such debt, and structurally subordinated to all of the liabilities of any of ASI's subsidiaries that do not guarantee the 2024 Notes and 2026 Notes. Interest on the 2024 Notes is payable on January 15 and July 15 of each year. Interest on the 2026 Notes is payable on June 1 and December 1 of each year.
In the event of certain types of changes of control, the holders of the 2024 Notes or 2026 Notes may require ASI to purchase for cash all or a portion of their 2024 Notes or 2026 Notes, as applicable, at a purchase price equal to 101% of the principal amount of such notes, plus accrued and unpaid interest, if any, but not including, the purchase date. Beginning January 15, 2019, ASI has the option to redeem all or a portion of the 2024 Notes at any time at the redemption prices set forth in the 2024 Notes Indenture, plus accrued and unpaid interest. Beginning June 1, 2021, ASI has the option to redeem all or a portion of the 2026 Notes at any time at the redemption prices set forth in the 2026 Notes Indenture, plus accrued and unpaid interest.
The 2024 Notes Indenture and 2026 Notes Indenture contain covenants limiting ASI's ability and the ability of its restricted subsidiaries to: incur additional indebtedness or issue certain preferred shares; pay dividends and make certain distributions, investments and other restricted payments; create certain liens; sell assets; enter into transactions with affiliates; limit the ability of restricted subsidiaries to make payments to ASI; enter into sale and leaseback transactions; merge, consolidate, sell or otherwise dispose of all or substantially all of ASI's assets; and designate ASI's subsidiaries as unrestricted subsidiaries. They also provide for events of default which, if any of them occurs, would permit or require the principal of and accrued interest on the 2024 Notes and 2026 Notes to become or to be declared due and payable.
Fiscal 2017 Refinancing Transactions
During fiscal 2017, the net proceeds from the 2025 Notes and borrowings under the senior secured term loan facilities under the Credit Agreement were used to repay all existing outstanding borrowings under the term loans under the Previous Credit Agreement, to redeem ASI's 5.750% senior notes, due March 2020 (the "2020 Notes"), and to pay certain fees and related expenses. The Company recorded $28.5$16.0 million of charges to "Interest and Other Financing Costs, net" inon the Consolidated Statements of Income (Loss) for the fiscal year ended September 29, 2017,October 1, 2021, consisting of $25.2the payment of a $11.9 million ofcall premium and a $4.1 million non-cash chargesloss for the write-off of unamortized deferred financing costs and original issue discount and $3.3 millionon the 4.750% 2026 Notes. The amount paid for the call premium is included within "Other financing activities" on the 2020 Notes. The Company usedConsolidated Statements of Cash Flows for the borrowings to pay down a portion of the existing U.S. Term Loan B due 2024 loans outstanding under the Credit Agreement and to pay certain related fees and expenses.fiscal year ended October 1, 2021.
Receivables Facility
The Company has ana Receivables Facility agreement (the "Receivables Facility") with 3three financial institutions where it sells on a continuous basis an undivided interest in all eligible trade accounts receivable, as defined in the Receivables Facility. The maximum amountAmounts borrowed under the Receivables Facility fluctuate monthly based on the Company's funding requirements and the level of qualified receivables available to collateralize the Receivables Facility. On June 17, 2022, the Company increased the purchase limit available under the Receivables Facility isfrom $400.0 million whichto $500.0 million and the additional seasonal tranche of $100.0 million has been eliminated. All other terms and conditions of the agreement remained largely unchanged. The Receivables Facility expires in May 2021. In addition, the Receivables Facility includes a seasonal tranche which increases the capacity of the Receivables Facility and maximum amount available by $100.0 million from October through March.June 2024.
Pursuant to the Receivables Facility, the Company formed ARAMARK Receivables, LLC, a wholly-owned, consolidated, bankruptcy-remote subsidiary. ARAMARK Receivables, LLC was formed for the sole purpose of buying and selling receivables generated by certain subsidiaries of the Company. Under the Receivables Facility, the Company and certain of its subsidiaries transfer without recourse all of their accounts receivable to ARAMARK Receivables, LLC. As collections reduce previously transferred interests, interests in new, eligible receivables are transferred to ARAMARK Receivables, LLC, subject to meeting certain conditions.
As of September 27, 201930, 2022, there are $104.9 million outstanding borrowings under the Receivables Facility. As of and September 28, 2018,October 1, 2021, there were 0no outstanding borrowings outstanding onunder the Receivables Facility.
Future Maturities and Interest and Other Financing Costs, net
At September 27, 2019,30, 2022, annual maturities on long-term borrowings maturing in the next five fiscal years and thereafter (excluding the $48.3$41.6 million reduction to long-term borrowings from debt issuance costs and the increase of $10.0$0.7 million reduction from the premiumdiscount on the 2024 Notes)United States Term B-4 Loans due 2027) are as follows (in thousands):
2020$69,928
202169,936
202272,695
202393,736
20242,106,525
Thereafter4,307,650


2023$66,191 
2024175,151 
20254,108,997 
2026332,301 
2027854,050 
Thereafter1,927,169 
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ARAMARK AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The components of interest and other financing costs, net, are summarized as follows (in thousands):
  Fiscal Year Ended
  September 27, 2019 
September 28, 2018(1)
 
September 29, 2017(1)
Interest expense $352,812
 $353,048
 $285,995
Interest income (28,985) (16,964) (12,372)
Other financing costs 11,160
 10,451
 7,362
Total $334,987
 $346,535
 $280,985

(1)
Fiscal 2018 and 2017 balances have been restated to reflect the impact of the adoption of ASU 2017-07, Compensation - Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost (see Note 1).

Fiscal Year Ended
September 30, 2022October 1, 2021October 2, 2020
Interest expense$381,533 $413,713 $389,434 
Interest income(17,617)(15,250)(14,990)
Other financing costs8,811 2,903 8,356 
Total$372,727 $401,366 $382,800 
NOTE 6. DERIVATIVE INSTRUMENTS:
The Company enters into contractual derivative arrangements to manage changes in market conditions related to interest on debt obligations foreign currency exposures and exposure to fluctuating gasoline and diesel fuel prices. Derivative instruments utilized during the period include interest rate swap agreements foreign currency forward exchange contracts and gasoline and diesel fuel agreements. All derivative instruments are recognized as either assets or liabilities on the balance sheet at fair value at the end of each quarter. The counterparties to the Company's contractual derivative agreements are all major international financial institutions. The Company is exposed to credit loss in the event of nonperformance by these counterparties. The Company continually monitors its positions and the credit ratings of its counterparties and does not anticipate nonperformance by the counterparties. For designated hedging relationships, the Company formally documents the hedging relationship and its risk management objective and strategy for undertaking the hedge, the hedging instrument, the hedged item, the nature of the risk being hedged and how the hedging instrument's effectiveness in offsetting the hedged risk will be assessed prospectively and retrospectively for designated hedges. The Company also formally assesses, both at the hedge's inception and on an ongoing basis, whether the derivatives that are used in hedging transactions are highly effective in offsetting cash flows of hedged items.
Cash Flow Hedges
The Company has approximately $2.5$3.6 billion notional amount of outstanding interest rate swap agreements as of September 27, 2019,30, 2022, of which fixes$1.2 billion are forward starting with initial effective dates subsequent to September 30, 2022. The outstanding interest rate swap agreements fix the rate on a like amount of variable rate borrowings with varying maturities through the first quarterDecember of fiscal 2023.2028. During fiscal 2019,2022, the Company entered into approximately $500.0$700.0 million notional amount of forward starting interest rate swap agreements to hedge the cash flow risk of variability in interest payments on variable rate borrowings. In addition, interest rate swaps with notional amounts of $575.0$250.0 million matured during fiscal 20192022. As a result of the Credit Agreement entered into in fiscal 2017, the Company de-designated the previous interest rate swap agreements as the terms of the interest rate swaps did not match the terms of the new term loans. Prior to the Credit Agreement, these agreements met the required criteria to be designated as cash flow hedging instruments. The Company then amended the interest rate swap agreements to match the terms of the new term loans under the Credit Agreement to meet the criteria to be designated as cash flow hedging instruments. As a result of the de-designation, the Company recorded charges to "Interest and Other Financing Costs, net" in the Consolidated Statements of Income during fiscal 2017 of approximately $2.9 million for the changes in market value of the interest rate swaps.
Changes in the fair value of a derivative that is designated as and meets all the required criteria for a cash flow hedge are recorded in accumulated other comprehensive income (loss)loss and reclassified into earnings as the underlying hedged item affects earnings. Amounts reported in accumulated other comprehensive income (loss)loss related to derivatives will be reclassified to interest expense as interest payments are made on the Company’s variable-rate debt. As of September 27, 201930, 2022 and September 28, 2018October 1, 2021, approximately ($31.1)$114.7 million and $36.2($49.2) million, respectively, of unrealized net of tax gains (losses) related to the interest rate swaps were included in "Accumulated other comprehensive loss,loss." respectively.
The following table summarizes the effect of ourthe Company's derivatives designated as cash flow hedging instruments on Other comprehensive income (loss) (in thousands):
Fiscal Year Ended
September 30, 2022October 1, 2021October 2, 2020
Interest rate swap agreements(1)
$193,616 $1,228 $(110,817)
 Fiscal Year Ended
 September 27, 2019 September 28, 2018 September 29, 2017
Interest rate swap agreements$(84,392) $55,445
 $31,884

(1)Fiscal 2022 impacted by changes in forward interest rates.
Derivatives not Designated in Hedging Relationships
The Company entered into a series of pay fixed/receive floating gasoline and diesel fuel agreements based on the Department of Energy weekly retail on-highway index in order to limit its exposure to price fluctuations for gasoline and diesel fuel. As of

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

September 27, 201930, 2022, the Company has contracts for approximately 18.69.4 million gallons outstanding through September of fiscal 2020.2023. The Company does not record its gasoline and diesel fuel agreements as hedges for accounting purposes. The impact on earnings related to the change in fair value of these unsettled contracts was a loss of approximately $4.1$5.2 million for fiscal 20192022, a gain of $4.4 million for fiscal 2021 and not material in botha loss of $1.3 million for fiscal year 2018 and 2017.2020. The change in fair value for unsettled contracts is included in "Selling and general corporate expenses" inon the Consolidated Statements of Income.Income (Loss). When the contracts settle, the gain or loss is recorded to "Costs"Cost of services provided" inprovided (exclusive of depreciation and amortization)" on the Consolidated Statements of Income.Income (Loss).
As
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Table of September 27, 2019, the Company had foreign currency forward exchange contracts outstanding with notional amounts of €72.6 million, CAD30.0 million and £7.5 million to mitigate the risk of changes in foreign currency exchange rates on short-term intercompany loans to certain international subsidiaries. Gains and losses on these foreign currency exchange contracts are recognized in earnings as the contracts were not designated as hedging instruments, substantially offsetting currency transaction gains and losses on the short-term intercompany loans.Contents
ARAMARK AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The following table summarizes the location and fair value, using Level 2 inputs (see Note 16 for a description of the fair value levels), of the Company's derivatives designated and not designated as hedging instruments in the Consolidated Balance Sheets (in thousands):
  Balance Sheet Location September 27, 2019 September 28, 2018
ASSETS      
Designated as hedging instruments:      
Interest rate swap agreements Prepayments and other current assets $—
 $1,459
Interest rate swap agreements Noncurrent Assets —
 54,708
       
Not designated as hedging instruments:      
Foreign currency forward exchange contracts Prepayments and other current assets $64
 $209
Gasoline and diesel fuel agreements Prepayments and other current assets —
 3,623
    $64
 $59,999
LIABILITIES      
Designated as hedging instruments:      
Interest rate swap agreements Other Noncurrent Liabilities $43,112
 $—
       
Not designated as hedging instruments:      
Gasoline and diesel fuel agreements Accounts Payable $462
 $—
    $43,574
 $—

Balance Sheet LocationSeptember 30, 2022October 1, 2021
ASSETS
Designated as hedging instruments:
Interest rate swap agreements(1)
Prepayments and other current assets$5,278 $— 
Interest rate swap agreements(1)
Other Assets149,755 — 
$155,033 $— 
Not designated as hedging instruments:
Gasoline and diesel fuel agreementsPrepayments and other current assets— 2,551 
$155,033 $2,551 
LIABILITIES
Designated as hedging instruments:
Interest rate swap agreements(1)
Accounts payable$— $1,541 
Interest rate swap agreements(1)
Other Noncurrent Liabilities— 65,011 
— 66,552 
Not designated as hedging instruments:
Gasoline and diesel fuel agreementsAccounts Payable2,631 — 
$2,631 $66,552 

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(1)Interest rate swaps moved from liability positions as of October 1, 2021 to asset positions as of September 30, 2022 due to changes in forward interest rates.
The following table summarizes the location of loss (gain) loss reclassified from "Accumulated other comprehensive loss" into earnings for derivatives designated as hedging instruments and the location of loss (gain) loss for ourthe Company's derivatives not designated as hedging instruments in the Consolidated Statements of Income (Loss) (in thousands):
    Fiscal Year Ended
  Income Statement Location September 27, 2019 September 28, 2018 September 29, 2017
Designated as hedging instruments:        
Interest rate swap agreements Interest and Other Financing Costs, net $(6,484) $5,185
 $16,606
         
Not designated as hedging instruments:        
Gasoline and diesel fuel agreements Costs of services provided / Selling and general corporate expenses $6,168
 $(7,360) $(1,277)
Foreign currency forward exchange contracts Interest and Other Financing Costs, net 145
 (67) (886)
    $6,313
 $(7,427) $(2,163)
    $(171) $(2,242) $14,443

The Company has an outstanding Japanese yen denominated term loan in the amount of ¥10,378.1 million. The term loan was designated as a hedge of the Company's net Japanese currency exposure represented by the equity investment in our Japanese affiliate, AIM Services Co., Ltd. Additionally, the Company has a Euro denominated term loan in the amount of €124.4 million. The term loan was designated as a hedge of the Company's net Euro currency exposure represented by certain holdings in our European affiliates.
Fiscal Year Ended
Income Statement LocationSeptember 30, 2022October 1, 2021October 2, 2020
Designated as hedging instruments:
Interest rate swap agreementsInterest and Other Financing Costs, net$27,970 $50,595 $34,409 
Not designated as hedging instruments:
Gasoline and diesel fuel agreementsCost of services provided (exclusive of depreciation and amortization)/ Selling and general corporate expenses(3,203)(8,044)5,768 
$24,767 $42,551 $40,177 
At September 27, 201930, 2022, the net of tax lossgain expected to be reclassified from "Accumulated other comprehensive loss" into earnings over the next twelve months based on current market rates is approximately $10.0$38.0 million.
NOTE 7. REVENUE RECOGNITION:
The Company generates revenue through sales of food, facility and uniform services to customers based on written contracts at the locations it serves. Within ourthe FSS United States and FSS International segments, the Company provides food and beverage services, including catering and retail services, or facilities services, including plant operations and maintenance, custodial, housekeeping, landscaping and other services. Within the Uniform segment, the Company provides a full service uniform solution, including delivery, cleaning and maintenance. In accordance with ASC 606, the Company accounts for a customer contract when both parties have approved the arrangement and are committed to perform their respective obligations, each
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ARAMARK AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
party's rights can be identified, payment terms can be identified, the contract has commercial substance and it is probable the Company will collect substantially all of the consideration to which it is entitled. Revenue is recognized upon the transfer of control of the promised product or service to customers in an amount that reflects the consideration the Company expects to receive in exchange for those goods and services.
Performance Obligations
The Company recognizes revenue when its performance obligation is satisfied. Each contract generally has 1one performance obligation, which is satisfied over time. The Company primarily accounts for its performance obligations under the series guidance, using the as-invoiced practical expedient when applicable. The Company applies the right to invoice practical expedient to record revenue as the services are provided, given the nature of the services provided and the frequency of billing under the customer contracts. Under this practical expedient, the Company recognizes revenue in an amount that corresponds directly with the value to the customer of the Company’s performance completed to date and for which the Company has the right to invoice the customer. Certain arrangements include performance obligations which include variable consideration (primarily per transaction fees). For these arrangements, the Company does not need to estimate the variable consideration for the contract and allocate to the entire performance obligation; therefore, the variable fees are recognized in the period they are earned.
Impact of New Revenue Recognition Standard
As a result of the adoption of ASC 606, the following changes occurred with respect to financial statement line item classification in the Company's consolidated financial statements:

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Transition Adjustment:
costs to obtain contracts related to employee sales commissions, previously expensed to “Cost of services provided” at contract inception, are now capitalized in “Other Assets” ($111.0 million and $97.2 million as of September 27, 2019 and September 29, 2018, respectively);
Other Reclassifications and Changes in Presentation:
certain fees within the Uniform segment, $358.6 million for fiscal 2019, previously recognized as a reduction to “Cost of services provided,” are now recognized in “Revenue;”
client contract investments, previously capitalized within “Other Assets” and amortized to “Depreciation and amortization” will continue to be expensed over the contract life as either a leasehold improvement in “Property and equipment, net” ($785.4 million as of September 27, 2019) or as long-term prepaid rent or costs to fulfill in “Other Assets” ($166.9 million and $109.4 million as of September 27, 2019, respectively) and primarily classified in “Depreciation and amortization” or “Cost of services provided;”
costs to fulfill contracts related to personalized work apparel, linens and other rental items in service, previously capitalized within "Inventories" are now capitalized within "Other Assets" ($356.9 million as of September 27, 2019); and
certain client contract investments, previously included within "Purchases of property and equipment and other" in Net cash provided by (used in) investing activities on the Consolidated Statements of Cash Flows, are now included within "Payments made to clients on contracts" in Net cash provided by operating activities.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The following table compares the reported Consolidated Balance Sheet as of September 27, 2019, to the balances had the previous revenue accounting guidance remained in effect (in thousands):
  September 27, 2019
  As Reported Adoption adjustments of ASC 606 Balances without adoption of ASC 606
ASSETS      
Current Assets:      
Cash and cash equivalents $246,643
 $—
 $246,643
Receivables, net 1,806,964
 —
 1,806,964
Inventories 411,319
 356,853
 768,172
Prepayments and other current assets 193,461
 —
 193,461
Total current assets 2,658,387
 356,853
 3,015,240
Property and Equipment, net 2,181,762
 (785,360) 1,396,402
Goodwill 5,518,800
 —
 5,518,800
Other Intangible Assets 2,033,566
 —
 2,033,566
Other Assets 1,343,806
 307,419
 1,651,225
  $13,736,321
 $(121,088) $13,615,233
LIABILITIES AND STOCKHOLDERS' EQUITY      
Current Liabilities:      
Current maturities of long-term borrowings $69,928
 $—
 $69,928
Accounts payable 999,517
 —
 999,517
Accrued expenses and other current liabilities 1,635,853
 (26,665) 1,609,188
Total current liabilities 2,705,298
 (26,665) 2,678,633
Long-Term Borrowings 6,612,239
 —
 6,612,239
Deferred Income Taxes and Other Noncurrent Liabilities 1,088,822
 (25,525) 1,063,297
Redeemable Noncontrolling Interest 9,915
 —
 9,915
Stockholders' Equity: 
 
 
Common stock 2,829
 —
 2,829
Capital surplus 3,236,450
 —
 3,236,450
Retained earnings 1,107,029
 (68,898) 1,038,131
Accumulated other comprehensive loss (216,965) —
 (216,965)
Treasury stock (809,296) —
 (809,296)
Total stockholders' equity 3,320,047
 (68,898) 3,251,149
  $13,736,321
 $(121,088) $13,615,233


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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The following table compares the reported Consolidated Statements of Income for the fiscal year ended September 27, 2019, to the balances had the previous revenue accounting guidance remained in effect (in thousands):
  Fiscal year ended September 27, 2019
  As Reported Adoption adjustments of ASC 606 Balances without adoption of ASC 606
       
Revenue $16,227,341
 $(317,497) $15,909,844
Costs and Expenses:      
Cost of services provided 14,532,662
 (322,411) 14,210,251
Depreciation and amortization 592,573
 18,581
 611,154
Selling and general corporate expenses 367,256
 —
 367,256
          Gain on sale of Healthcare Technologies (156,309) —
 (156,309)
  15,336,182
 (303,830) 15,032,352
Operating income 891,159
 (13,667) 877,492
Interest and Other Financing Costs, net 334,987
 —
 334,987
Income Before Income Taxes 556,172
 (13,667) 542,505
Provision for Income Taxes 107,706
 (3,554) 104,152
Net income 448,466
 (10,113) 438,353
Less: Net loss attributable to noncontrolling interest (83) —
 (83)
Net income attributable to Aramark stockholders $448,549
 $(10,113) $438,436

Disaggregation of Revenue
The following table presents revenue disaggregated by revenue source (in millions):
  Fiscal Year Ended
  September 27, 2019
FSS United States:  
    Business & Industry $1,587.0
    Education 3,228.8
    Healthcare 933.5
    Sports, Leisure & Corrections 2,557.5
    Facilities & Other 1,591.8
         Total FSS United States $9,898.6
   
FSS International:  
    Europe 2,044.4
    Rest of World 1,698.5
          Total FSS International $3,742.9
   
Uniform $2,585.8
   
Total Revenue $16,227.3

Fiscal Year Ended
September 30, 2022
October 1, 2021(1)
October 2, 2020(1)
FSS United States:
    Business & Industry$1,081.2 $695.7 $1,097.3 
    Education3,161.5 2,124.4 2,416.4 
    Healthcare1,235.8 891.2 824.6 
    Sports, Leisure & Corrections2,722.0 1,511.3 1,535.8 
    Facilities & Other1,830.3 1,586.7 1,492.6 
         Total FSS United States10,030.8 6,809.3 7,366.7 
FSS International:
    Europe1,853.3 1,347.5 1,473.5 
    Rest of World1,803.1 1,518.7 1,472.3 
          Total FSS International3,656.4 2,866.2 2,945.8 
Uniform2,639.4 2,420.5 2,517.1 
Total Revenue$16,326.6 $12,096.0 $12,829.6 

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ARAMARK AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(1)COVID-19 had a negative impact on revenue for fiscal years ended October 1, 2021 and October 2, 2020 (see Note 1).
Contract Balances
The Company defers sales commissions earned by its sales force that are considered to be incremental and recoverable costs of obtaining a contract tied to its food, facilities and uniform services. The deferred costs are amortized using the portfolio approach on a straight line basis over the average period of benefit, approximately 8.58.1 years, and are assessed for impairment on a periodic basis. Determination of the amortization period and the subsequent assessment for impairment of the contract cost asset requires judgment. During the fiscal year ended September 27, 2019, the Company expensed approximately $20.0 million of these costs to “Cost of services provided” inEmployee sales commissions are recorded within "Other Assets" on the Consolidated Statements of Income.Balance Sheets (see Note 1).
Leasehold improvements and costs to fulfill contracts includesinclude payments made by the Company to enhance the service resources used by the Company to satisfy its performance obligation. These amounts are amortized on a straight-line basis over the contract period. If a contract is terminated prior to its maturity date, the Company is typically reimbursed for the unamortized amount. During the fiscal year endedAs of September 27, 2019,30, 2022 and October 1, 2021, the Company expensed approximately $149.0had $751.8 million and $771.5 million of leasehold
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
improvements capitalized in "Property and approximately $20.5 million of costequipment, net" on the Consolidated Balance Sheets. Cost to fulfill assets, respectively, to "Depreciation and amortization" in - Client is recorded within "Other Assets" on the Consolidated Statements of Income.Balance Sheets (see Note 1).
Long-term prepaid rent is amortized over the contract period. If a contract is terminated prior to its maturity date, the Company is typically reimbursed for the unamortized amount. During the fiscal year ended September 27, 2019, the Company expensed approximately $16.0 million of these costs to "Cost of services provided" inLong-term prepaid rent is recorded within "Operating Lease Right-of use Assets" on the Consolidated Statements of Income.Balance Sheets (see Note 8).
Other costs to fulfill contracts represent personalized work apparel, linens and other rental items in service in the Uniform segment. The amounts are recorded at cost and are amortized over their estimated useful lives, which primarily range from one to four years. The amortization rates used are based on the Company's specific experience. Cost to fulfill - Rental merchandise in-service are recorded within "Other Assets" on the Consolidated Balance Sheets (see Note 1).
The Companyfollowing table summarizes the location of the expense recorded expense of approximately $318.2 million during the fiscal year ended September 27, 2019 related to these costs, which was recorded in "Costs of services provided" in the Consolidated Statements of Income.Income (Loss) related to the Company's contract balances (in millions):
Fiscal Year Ended
Income Statement LocationSeptember 30, 2022October 1, 2021October 2, 2020
Employee sales commissionsCost of services provided (exclusive of depreciation and amortization)$26.3 $23.9 $21.8 
Leasehold improvementsDepreciation and amortization123.9 131.6 160.8 
Cost to fulfill - ClientDepreciation and amortization19.5 20.0 20.8 
Long-term prepaid rentCost of services provided (exclusive of depreciation and amortization)34.8 25.3 23.1 
Cost to fulfill - Rental merchandise in-serviceCost of services provided (exclusive of depreciation and amortization)288.5 274.5 325.7 
Deferred income is recognized in "Accrued expenses and other current liabilities" inon the Consolidated Balance Sheets when the Company has received consideration, or has the right to receive consideration, in advance of the transfer of the performance obligation of the contract to the customer, primarily prepaid meal plans. The consideration received remains a liability until the goods or services have been provided to the customer. The Company classifies deferred income as current as the arrangement is short term in nature.
During the fiscal year ended September 27, 2019,30, 2022, deferred income increased related to customer prepayments and decreased related to income recognized during the period as a result of satisfying the performance obligation. Below is a summaryobligation or return of funds related to non-performance. For the fiscal year ended September 30, 2022, the Company recognized $282.1 million of revenue that was included in deferred income at the beginning of the changesperiod. Deferred income balances are summarized in the following table (in millions):
September 30, 2022October 1, 2021
Deferred income$324.5 $319.3 
  Balance, September 28, 2018 Add: Net increase in current period deferred income Less: Recognition of deferred income Balance, September 27, 2019
Deferred income 281.5
 1,364.3
 (1,326.8) 319.0
NOTE 8. LEASES:
The Company has lease arrangements primarily related to real estate, vehicles and equipment, which generally have terms of one to 30 years. Finance leases primarily relate to vehicles and certain real estate. In addition, there can be leases identified in the Company's revenue contracts with customers, which generally include fixed or variable lease payments. The Company assesses whether an arrangement is a lease, or contains a lease, upon inception of the related contract. A right-of-use asset and corresponding lease liability are not recorded for leases with an initial term of 12 months or less ("short-term leases"). Certain of the Company's lease arrangements, primarily vehicle leases, with terms of one to 12 years, contain provisions related to residual value guarantees. The maximum potential liability to the Company under such arrangements was approximately $25.6 million at September 30, 2022 if the terminal fair value of vehicles coming off lease was zero. Consistent with past experience, management does not expect any significant payments will be required pursuant to these arrangements. No amounts have been accrued for guarantee arrangements at September 30, 2022.
As a result of adopting Accounting Standards Codification 842 ("ASC 842" or the "new lease standard") on September 28, 2019 (first day of fiscal 2020), the Company recognized operating lease liabilities and operating lease right-of-use assets on its Consolidated Balance Sheets. Operating lease right-of-use assets represent the Company’s right to use the underlying assets for the lease term and operating lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Operating lease liabilities and operating lease right-of-use assets are recognized at the lease commencement date based on the estimated present value of the lease payments over the lease term. Deferred rent, tenant improvement allowances and prepaid
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
rent are included in the operating lease right-of-use asset balances. Lease expense is recognized on a straight-line basis over the expected lease term. The Company has lease agreements with lease and non-lease components. Non-lease components are combined with the related lease components and accounted for as lease components for all classes of underlying assets.
As permitted under the transition guidance upon adoption of ASC 842, the Company elected the following practical expedients:
•the simplified approach to not recast comparative periods and to apply the new lease standard on a prospective basis beginning in the year of initial adoption;
•the package of practical expedients to not reassess the lease determination, lease classification or initial direct costs for leases commenced prior to adoption;
•the component election to not separate lease and non-lease components in all arrangements that contain a lease; and
•the short-term lease recognition exemption whereby lease-related assets and liabilities are not recognized for arrangements with initial lease terms of one year or less.
The Company did not elect the use of the hindsight expedient for determining the lease term.
Variable lease payments, which primarily consist of leases associated with the Company's revenue contracts with customers, real estate taxes, common area maintenance charges, insurance costs and other operating expenses, are not included in the operating lease right-of-use asset or operating lease liability balances and are recognized in the period in which the expenses are incurred. The Company's lease terms may include options to extend or terminate the lease when it is reasonably certain they will be exercised or not, respectively. Options to extend lease terms that are reasonably certain of exercise are recognized as part of the operating lease right-of-use asset and operating lease liability balances.
The Company is required to discount its future minimum lease payments using the interest rate implicit in the lease or, if that rate cannot be readily determined, its incremental borrowing rate. The Company uses its incremental borrowing rate as the discount rate. The Company uses a portfolio approach to determine the incremental borrowing rate based on the geographic location of the lease and the remaining lease term. The incremental borrowing rate is calculated using a base line rate plus an applicable margin.
The following table summarizes the location of the operating and finance leases in the Company’s Consolidated Balance Sheets (in thousands), as well as the weighted average remaining lease termand weighted average discount rate:
LeasesBalance Sheet LocationSeptember 30, 2022October 1, 2021
Assets:
Operating(1)
Operating Lease Right-of-use Assets$592,145 $587,854 
FinanceProperty and Equipment, net137,550 138,368 
Total lease assets$729,695 $726,222 
Liabilities:
Current
OperatingCurrent operating lease liabilities$68,858 $67,280 
FinanceCurrent maturities of long-term borrowings27,430 27,829 
Noncurrent
OperatingNoncurrent Operating Lease Liabilities305,623 314,378 
FinanceLong-term borrowings119,943 118,539 
Total lease liabilities$521,854 $528,026 
Weighted average remaining lease term (in years)
Operating leases7.78.3
Finance leases7.78.3
Weighted average discount rate
Operating leases3.7 %3.7 %
Finance leases4.0 %4.1 %
(1)Includes $260.2 million and $251.3 million of long-term prepaid rent as of September 30, 2022 and October 1, 2021, respectively.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The following table summarizes the location of lease related costs in the Consolidated Statements of Income (Loss) (in thousands):
Fiscal Year Ended
Lease CostIncome Statement LocationSeptember 30, 2022October 1, 2021October 2, 2020
Operating lease cost(1):
Fixed lease costsCost of services provided (exclusive of depreciation and amortization)$122,607 $116,934 $121,434 
Variable lease costs(2)
Cost of services provided (exclusive of depreciation and amortization)774,437 344,130 392,700 
Short-term lease costsCost of services provided (exclusive of depreciation and amortization)71,726 48,288 59,865 
Finance lease cost(3):
Amortization of right-of-use-assetsDepreciation and amortization32,702 31,243 30,542 
Interest on lease liabilitiesInterest and Other Financing Costs, net4,499 4,794 5,319 
Net lease cost$1,005,971 $545,389 $609,860 
(1)Excludes sublease income, which is immaterial.
(2)Includes $745.6 million, $325.3 million and $375.0 million of costs related to leases associated with revenue contracts with customers for fiscal 2022, 2021 and 2020, respectively. These costs represent the rent the Company pays its clients to operate at their locations, typically based on a percentage of sales. Variable lease costs during fiscal 2021 and 2020 were impacted by COVID-19.
(3)Excludes variable lease costs, which are immaterial.
Supplemental cash flow information related to leases for the periods reported is as follows (in thousands):
Fiscal Year Ended
September 30, 2022October 1, 2021October 2, 2020
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases(1)
$135,936 $189,061 $144,792 
Operating cash flows from finance leases4,499 4,794 5,341 
Financing cash flows from finance leases31,289 32,496 34,674 
Lease assets obtained in exchange for lease obligations:
Operating leases$82,635 $61,345 $90,533 
Finance leases35,839 36,046 29,317 
(1)For fiscal 2022, excludes cash paid for variable and short-term lease costs of $734.2 million and $71.7 million, respectively, that are not included within the measurement of lease liabilities. For fiscal 2021, excludes cash paid for variable and short-term lease costs of $304.5 million and $48.3 million, respectively, that are not included within the measurement of lease liabilities. For fiscal 2020, excludes cash paid for variable and short-term lease costs of $414.0 million and $59.9 million, respectively, that are not included within the measurement of lease liabilities.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Future minimum lease payments under non-cancelable leases as of September 30, 2022 are as follows (in thousands):
Operating leasesFinance leasesTotal
2023$81,729 $28,589 $110,318 
202469,122 26,143 95,265 
202557,210 22,758 79,968 
202645,825 19,025 64,850 
202736,396 14,800 51,196 
Thereafter146,225 46,712 192,937 
Total future minimum lease payments$436,507 $158,027 $594,534 
Less: Interest(62,026)(10,654)(72,680)
Present value of lease liabilities$374,481 $147,373 $521,854 

NOTE 8.9. EMPLOYEE PENSION AND PROFIT SHARING PLANS:
In the United States, the Company maintains qualified contributory and non-contributory defined contribution retirement plans for eligible employees, with Company contributions to the plans based on earnings performance or salary level. The Company also has a non-qualified retirement savings plan for certain employees. The total expense of the above plans for fiscal 20192022, fiscal 20182021 and fiscal 20172020 was $41.5$28.6 million, $22.5$28.1 million and $27.5$17.4 million, respectively. The increase in the expense in fiscal 2019 compared to fiscal 2018 is due to the additional employer matching contributions as a result of the cash tax savings from U.S. tax reform. The Company also maintains similar contributory and non-contributory defined contribution retirement plans at several of its international operations, primarily in Canada and the United Kingdom. The total expense of these international plans for fiscal 20192022, fiscal 20182021 and fiscal 20172020 was $11.7$15.1 million, $8.6$15.2 million and $6.9$13.7 million, respectively.

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ARAMARK AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The following table sets forth the components of net periodic pension cost for the Company's single-employer defined benefit pension plans for fiscal 2019,2022, fiscal 20182021 and fiscal 20172020 (in thousands):
Fiscal Year Ended
September 30, 2022October 1, 2021October 2, 2020
Service cost$1,045 $1,327 $2,996 
Interest cost3,887 4,736 9,180 
Expected return on plan assets(9,915)(14,003)(18,883)
Settlements and curtailments(1)
— 61,706 — 
Amortization of prior service cost27 32 26 
Recognized net loss4,574 3,829 2,324 
Net periodic pension (income) expense$(382)$57,627 $(4,357)
(1)During fiscal 2021, the Company terminated certain Canadian single-employer defined benefit pension plans and recognized a non-cash loss of $60.9 million on the Consolidated Statements of Income (Loss).
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  Fiscal Year Ended
  September 27, 2019 September 28, 2018 September 29, 2017
Service cost $6,391
 $7,121
 $8,834
Interest cost 11,287
 10,579
 8,398
Expected return on plan assets (22,970) (22,864) (18,350)
Settlements and curtailments 283
 3,312
 —
Amortization of prior service cost 104
 116
 122
Recognized net loss 1,094
 1,646
 3,400
Net periodic pension cost (income) $(3,811) $(90) $2,404
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The following table sets forth changes in the projected benefit obligation and the fair value of plan assets for these plans (in thousands): 
Change in benefit obligation: September 27, 2019 September 28, 2018
Benefit obligation, beginning $366,426
 $333,672
Impact of AmeriPride acquisition —
 79,605
Foreign currency translation (13,097) (11,312)
Service cost 6,391
 7,121
Interest cost 11,287
 10,579
Employee contributions 2,249
 2,571
Actuarial loss (gain) 49,707
 (10,869)
Benefits paid (16,681) (16,862)
Settlements and curtailments(1)
 (5,075) (22,662)
Change in control payment —
 (5,417)
Benefit obligation, ending $401,207
 $366,426
Change in plan assets:    
Fair value of plan assets, beginning $409,826
 $341,538
Impact of AmeriPride acquisition —
 73,273
Foreign currency translation (14,360) (12,359)
Employer contributions 10,520
 13,988
Employee contributions 2,249
 2,571
Actual return on plan assets 39,280
 23,971
Benefits paid (16,681) (16,862)
Settlements(1)
 (4,867) (10,877)
Change in control payment —
 (5,417)
Fair value of plan assets, end 425,967
 409,826
Funded Status at end of year $24,760
 $43,400

(1)Fiscal 2019 includes the impact of closing two of the AmeriPride plans. Fiscal 2018 includes the impact of the Canadian pension plan freeze and the UK pension plan settlement resulting from the transfer of members out of the plan.

Change in benefit obligation:September 30, 2022October 1, 2021
Benefit obligation, beginning$220,950 $436,333 
Foreign currency translation(22,871)20,853 
Service cost1,045 1,327 
Interest cost3,887 4,736 
Employee contributions88 110 
Actuarial gain(57,195)(3,663)
Benefits paid(23,276)(15,335)
Settlements and curtailments— (223,411)
Benefit obligation, ending$122,628 $220,950 
Change in plan assets:
Fair value of plan assets, beginning$239,013 $439,053 
Foreign currency translation(29,381)20,698 
Employer contributions5,710 3,572 
Employee contributions88 110 
Actual return on plan assets(30,650)16,957 
Benefits paid(23,276)(15,335)
Settlements and curtailments— (226,042)
Fair value of plan assets, end161,504 239,013 
Funded Status at end of year$38,876 $18,063 
Amounts recognized in the Consolidated Balance Sheets consist of the following (in thousands):
  September 27, 2019 September 28, 2018
Noncurrent benefit asset (included in Other Assets) $35,459
 $59,481
Noncurrent benefit liability (included in Other Noncurrent Liabilities) (10,699) (16,081)
Net actuarial loss (included in Accumulated other comprehensive loss before taxes) 77,204
 48,067


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ARAMARK AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

September 30, 2022October 1, 2021
Noncurrent benefit asset (included in Other Assets)$47,436 $32,522 
Current benefit liability (included in Accrued expenses and other current liabilities)— (2,605)
Noncurrent benefit liability (included in Other Noncurrent Liabilities)(8,560)(11,854)
Net actuarial loss (included in Accumulated other comprehensive loss before taxes)20,411 46,464 
The following weighted average assumptions were used to determine pension expense of the respective fiscal years:
 September 27, 2019 September 28, 2018September 30, 2022October 1, 2021
Discount rate 3.3% 3.2%Discount rate2.1 %2.5 %
Rate of compensation increase 2.1% 2.0%Rate of compensation increase2.2 %0.8 %
Long-term rate of return on assets 5.7% 5.8%Long-term rate of return on assets4.8 %3.3 %
The following weighted average assumptions were used to determine the funded status of the respective fiscal years:
  September 27, 2019 September 28, 2018
Discount rate 2.5% 3.3%
Rate of compensation increase 2.1% 2.1%

September 30, 2022October 1, 2021
Discount rate4.9 %2.1 %
Rate of compensation increase2.0 %1.6 %
Assumptions, including discount rate, expected return on assets, compensation increases and health care trends, are adjusted annually, as necessary, based on prevailing market conditions and actual experience. The Company applies a spot-rate approach for the discount rate used in the calculation of pension interest and service cost. The spot-rate approach applies separate discount rates for each projected benefit payment in the calculation.
The accumulated benefit obligation as of September 27, 201930, 2022 was $398.8$122.5 million. During fiscal 2019, settlement2022, actuarial gains and actuarial losses of approximately $0.1$14.6 million and $32.9 million, respectively, were recognized in other comprehensive lossincome (before taxes) and $1.2$4.6 million of actuarial losses were recognized as net periodic pension cost during such period. The estimated portion
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Table of net actuarial loss included in accumulated other comprehensive loss as of ContentsSeptember 27, 2019 expected to be recognized in net periodic pension cost during fiscal 2020 is approximately $1.8 million (before taxes).
ARAMARK AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The accumulated benefit obligation as of September 28, 2018October 1, 2021 was $364.0$220.2 million. During fiscal 20182021, settlementactuarial gains and actuarial losses of approximately $3.9$6.5 million and $22.2 million, respectively, were recognized in other comprehensive income (before taxes) and $1.6$59.1 million of amortizationsettlement losses and $3.7 million of actuarial losses waswere recognized as net periodic pension cost during such period.
The following table sets forth information for the Company's single-employer pension plans with an accumulated benefit obligation in excess of plan assets as of September 27, 201930, 2022 and September 28, 2018October 1, 2021 (in thousands):
  September 27, 2019 September 28, 2018
Projected benefit obligation $10,699
 $16,081
Accumulated benefit obligation 10,506
 15,935

September 30, 2022October 1, 2021
Projected benefit obligation$8,560 $28,656 
Accumulated benefit obligation8,560 28,656 
Assets of the plans are generally invested with the goal of principal preservation and enhancement over the long-term. The primary goal is total return, consistent with prudent investment management. The Company's investment policies also require an appropriate level of diversification across the asset categories. As the Company contemplates or moves toward the wind down of plans, it may shift toward a more conservative investment approach with a higher proportion of fixed income and cash investments to ensure adequate liquidity at the time of wind down. The current overall capital structure and targeted ranges for asset classes are 0-20%30-45% invested in equity securities, 70-100%40-65% invested in debt securities and 0-10%5-15% in real estate investments and cash and cash equivalents. Performance of the plans is monitored on a regular basis and adjustments of the asset allocations are made when deemed necessary.
The weighted-average long-term rate of return on assets has been determined based on an estimated weighted-average of long-term returns of major asset classes, taking into account historical performance of plan assets, the current interest rate environment, plan demographics, acceptable risk levels and the estimated value of active asset management.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The fair value of plan assets for the Company's defined benefit pension plans as of September 27, 201930, 2022 and September 28, 2018October 1, 2021 is as follows (see Note 16 for a description of the fair value levels) (in thousands):
  September 27, 2019 
Quoted prices in active markets
Level 1
 
Significant other observable inputs
Level 2
 
Significant unobservable inputs
Level 3
Cash and cash equivalents and other $19,396
 $19,396
 $—
 $—
Equity securities:        
       Investment trusts 4,677
 4,677
 —
 —
Investment funds:        
Equity funds 72,074
 —
 72,074
 —
Fixed income funds 319,395
 —
 319,395
 —
Real estate 10,425
 —
 —
 10,425
Total $425,967
 $24,073
 $391,469
 $10,425
         
  September 28, 2018 
Quoted prices in active markets
Level 1
 
Significant other observable inputs
Level 2
 
Significant unobservable inputs
Level 3
Cash and cash equivalents and other $20,568
 $20,568
 $—
 $—
Equity securities:        
       Investment trusts 11,689
 $11,689
 —
 —
Investment funds:        
Equity funds 220,853
 —
 220,853
 —
Fixed income funds 146,271
 —
 146,271
 —
Real estate 10,445
 —
 —
 10,445
Total $409,826
 $32,257
 $367,124
 $10,445

September 30, 2022Quoted prices in active markets
Level 1		Significant other observable inputs
Level 2		Significant unobservable inputs
Level 3
Cash and cash equivalents$6,746 $6,746 $— $— 
Equity securities:
Investment trusts1,641 1,641 — — 
Investment funds:
Equity funds67,035 — 67,035 — 
Fixed income funds76,275 — 76,275 — 
Real estate9,807 — — 9,807 
Total$161,504 $8,387 $143,310 $9,807 
 October 1, 2021Quoted prices in active markets
Level 1		Significant other observable inputs
Level 2		Significant unobservable inputs
Level 3
Cash and cash equivalents$20,869 $20,869 $— $— 
Equity securities:
Investment trusts2,343 2,343 — — 
Investment funds:
Equity funds87,832 — 87,832 — 
Fixed income funds115,157 — 115,157 — 
Real estate12,812 — — 12,812 
Total$239,013 $23,212 $202,989 $12,812 
The fair value of the investment funds is based on the value of the underlying assets, as reported to the Plan by the trustees. They are comprised of a portfolio of underlying securities that can be valued based on trading information on active markets. Fair value is calculated by applying the Plan's percentage ownership in the fund to the total market value of the account's underlying securities, and is therefore categorized as Level 2 as the Plan does not directly own shares in these underlying investments. Investments in equity securities include publicly-traded domestic companies (approximately 35%) and international companies (approximately 65%) that are diversified across industry, country and stock market capitalization. Investments in fixed income securities consist of international corporate bonds and government securities. Substantially all of the real estate investments are in international markets.
Cash and cash equivalents include direct cash holdings, which are valued based on cost, and short-term deposits and investments in money market funds, for which fair value measurements are all based on quoted prices for similar assets or liabilities in markets that are active. Investments in equity securities and equity funds include publicly-traded domestic companies (approximately 35%) and international companies (approximately 65%) that are diversified across industry, country and stock market capitalization. Investments in fixed income funds primarily consist of international corporate bonds and
During fiscal 2018,
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
government securities. For equity securities, the Company amended certain Canadian pension plansinvestments are predominantly valued using a market approach based on the closing fair market prices of identical instruments in the principal market on which they are traded. For investment funds, fair value is calculated by applying the Plan's percentage ownership in the fund to freeze benefit accruals. The plan is closed to new participants and current participants no longer earn additional benefits. During fiscal 2019 in conjunction with the planned wind downtotal market value of the Canadian plan,account's underlying securities and is therefore categorized as Level 2, as the Company reallocatedPlan does not directly own shares in these underlying investments. Substantially all of the plan assets to be entirely investedreal estate investments are in debt securities.international markets.
It is the Company's policy to fund at least the minimum required contributions as outlined in the required statutory actuarial valuation for each plan. The following table sets forth the benefits expected to be paid in the next five fiscal years and in aggregate for the five fiscal years thereafter by the Company's defined benefit pension plans (in thousands):
Fiscal 2020$13,601
Fiscal 202114,063
Fiscal 202214,448
Fiscal 202314,819
Fiscal 202415,121
Fiscal 2025 – 202981,559

Fiscal 2023$6,248 
Fiscal 20246,433 
Fiscal 20256,726 
Fiscal 20266,627 
Fiscal 20276,725 
Fiscal 2028 – 203238,846 
The estimated benefit payments above are based on assumptions about future events. Actual benefit payments may vary significantly from these estimates.

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The expected contributions to be paid to the Company's defined benefit pension plans during fiscal 20202023 are approximately $4.1$2.8 million.
Multiemployer Defined Benefit Pension Plans
The Company contributes to a number of multiemployer defined benefit pension plans under the terms of collective-bargaining agreements ("CBA") that cover its union-represented employees. The risks of participating in these multiemployer plans are different from single-employer plans in the following respects:
a.Assets contributed to the multiemployer plan by one employer may be used to provide benefits to employees of other participating employers.
b.If a participating employer stops contributing to the plan, the unfunded obligations of the plan may be borne by the remaining participating employers.
c.If the Company chooses to stop participating in some of its multiemployer plans, the Company may be required to pay those plans an amount based on the underfunded status of the plan, referred to as a withdrawal liability.

a.Assets contributed to the multiemployer plan by one employer may be used to provide benefits to employees of other participating employers.
b.If a participating employer stops contributing to the plan, the unfunded obligations of the plan may be borne by the remaining participating employers.
c.If the Company chooses to stop participating in some of its multiemployer plans, the Company may be required to pay those plans an amount based on the underfunded status of the plan, referred to as a withdrawal liability.
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The Company's participation in these plans for fiscal 20192022 is outlined in the table below. The "EIN/Pension Plan Number" column provides the Employee Identification Number (EIN) and the three-digit plan number, if applicable. Unless otherwise noted, the most recent Pension Protection Act (PPA) zone status available in 20192022 and 20182021 is for the plans' two most recent fiscal year-ends. The zone status is based on information that the Company received from the plan and is certified by the plan's actuary. Among other factors, plans in the critical and declining zone are generally less than 65% funded and projected to become insolvent in the next 15 or 20 years depending on the ratio of active to inactive participants,participants; plans in the critical zone are generally less than 65% funded,funded; and plans in the seriously endangered zone are less than 80% funded and plansare projected to have an accumulated deficiency in the green zone are at least 80% funded.current plan year or the next six plan years. The "FIP/RP Status Pending/Implemented" column indicates plans for which a financial improvement plan (FIP) or a rehabilitation plan (RP) is either pending or has been implemented. The last column lists the expiration date(s) of the CBA(s) to which the plans are subject. There have been no significant changes that affect the comparability of fiscal 2019,2022, fiscal 20182021 and fiscal 20172020 contributions.
Pension
Fund
EIN/Pension
Plan Number
Pension Protection
Act Zone Status
FIP/RP Status Pending/ Implemented
Contributions by the Company
(in thousands)
 Range of Expiration Dates of CBAsPension
Fund		EIN/Pension
Plan Number		Pension Protection
Act Zone Status		FIP/RP Status Pending/ ImplementedContributions by the Company
(in thousands)		Range of Expiration Dates of CBAs
20192018201920182017
Surcharge
Imposed
20222021202220212020Surcharge
Imposed
National Retirement Fund13-6130178/ 001CriticalImplemented$4,130
$4,147
$7,541
No3/1/2019 - 4/1/2022National Retirement Fund13-6130178/ 001CriticalImplemented$3,434 $2,579 $3,574 No5/7/2021 - 8/1/2025
UNITE HERE Retirement Fund(1)
82-0994119/ 001CriticalImplemented4,531
3,686
N/A
No6/30/2019 - 6/30/2023
UNITE HERE Retirement FundUNITE HERE Retirement Fund82-0994119/ 001Critical and DecliningCriticalImplemented5,483 2,699 3,392 No3/31/2021 - 12/31/2025
Local 1102 Retirement Trust13-1847329/ 001EndangeredImplemented110
1,206
397
No10/31/2020Local 1102 Retirement Trust13-1847329/ 001Critical and DecliningSeriously EndangeredImplemented33 22 66 No9/30/2021
Central States SE and SW Areas Pension Plan36-6044243/ 001Critical and DecliningImplemented4,282
4,128
3,836
No1/31/2007 - 3/31/2023Central States SE and SW Areas Pension Plan36-6044243/ 001Critical and DecliningImplemented4,167 3,994 4,422 No9/25/2020 - 6/5/2026
Pension Plan for Hospital & Health Care Employees Philadelphia & Vicinity23-2627428/ 001CriticalImplemented361
319
336
No1/31/2023Pension Plan for Hospital & Health Care Employees Philadelphia & Vicinity23-2627428/ 001CriticalImplemented353 354 325 No1/31/2023
Local 731 Private Scavengers and Garage Attendants Pension Trust Fund36-6513567/ 001GreenN/A973
907
898
No4/26/2019
SEIU National Industry Pension Fund (2)
52-6148540/ 001CriticalImplemented623
501
429
No12/31/2019 - 4/14/2022
LIUNA National Industrial Pension Fund52-6074345/ 001CriticalImplemented678
620
584
No12/31/2020
SEIU National Industry Pension Fund (1)
SEIU National Industry Pension Fund (1)
52-6148540/ 001CriticalImplemented795 750 685 No4/14/2022 - 12/31/2023
Retail Wholesale & Department Store International Union and Industry Pension FundRetail Wholesale & Department Store International Union and Industry Pension Fund63-0708442/ 001Critical and DecliningCriticalImplemented462 510 441 No6/30/2021 - 1/31/2025
Other funds 17,873
17,109
14,668
 Other funds16,113 15,995 17,306 
Total contributions $33,561
$32,623
$28,689
 Total contributions$30,840 $26,903 $30,211 
(1)Effective January 1, 2018, the UNITE HERE portion of the National Retirement Fund was spun off into the newly formed UNITE HERE Retirement Fund.
(2)Over 75% of the Company's participants in this fund are covered by a single CBA that expires on 12/31/2019.2023.
The Company provided more than 5 percent of the total contributions for the following plans and plan years:
Pension
Fund		Contributions to the plan exceeded more than 5% of total contributions (as of the plan's year-end)
Local 1102 Retirement Trust12/31/20182020 and 12/31/20172019
Service EmployeesNational Retirement Fund12/31/2020 and 12/31/2019
Retail Wholesale & Department Store International Union and Industry Pension Fund of Upstate New York12/31/20182020 and 12/31/20172019

At the date the Company's financial statements were issued, Forms 5500 were not available for the plan years ending in 2019.fiscal 2022.
NOTE 9.10. INCOME TAXES:
The Company accounts for income taxes using the asset and liability method. Under this method, the provisionProvision (Benefit) for income taxesIncome Taxes represents income taxes payable or refundable for the current year plus the change in deferred taxes during the year. Deferred taxes result from differences between the financial and tax bases in assets and liabilities and are adjusted for changes in tax rates and enacted tax legislation. Valuation allowances are recorded to reduce deferred tax assets ("DTAs") when it is more likely than not that a tax benefit will not be realized.
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The components of income before income taxesIncome (Loss) Before Income Taxes by source of income (loss) are as follows (in thousands):
  Fiscal Year Ended
  September 27, 2019 September 28, 2018 September 29, 2017
United States $418,902
 $326,277
 $362,783
Non-U.S. 137,270
 145,599
 157,859
  $556,172
 $471,876
 $520,642

Fiscal Year Ended
September 30, 2022October 1, 2021October 2, 2020
United States$142,507 $(147,735)$(291,436)
Non-United States113,131 14,883 (356,283)
$255,638 $(132,852)$(647,719)
The provision (benefit)Provision (Benefit) for income taxesIncome Taxes consists of (in thousands):
  Fiscal Year Ended
  September 27, 2019 September 28, 2018 September 29, 2017
Current:      
Federal $8,781
 $(48,249) $111,175
State and local 19,966
 11,356
 15,455
Non-U.S. 38,456
 44,618
 57,681
  67,203
 7,725
 184,311
Deferred:      
Federal 35,251
 (113,475) (21,956)
State and local 7,683
 7,408
 3,165
Non-U.S. (2,431) 1,778
 (19,065)
  40,503
 (104,289) (37,856)
  $107,706
 $(96,564) $146,455

Fiscal Year Ended
September 30, 2022October 1, 2021October 2, 2020
Current:
Federal$1,125 $(18,245)$(69,399)
State and local7,467 (1,309)(4,616)
Non-United States17,447 22,155 21,779 
26,039 2,601 (52,236)
Deferred:
Federal29,912 (15,364)(79,054)
State and local1,525 (11,652)(19,627)
Non-United States3,985 (16,218)(35,367)
35,422 (43,234)(134,048)
$61,461 $(40,633)$(186,284)
During fiscal 2021, the Current Provision (Benefit) for Income Taxes includes $16.7 million of tax expense related to an increase in unrecognized tax benefits, offset by a tax benefit of $13.8 million to the Deferred Provision (Benefit) for Income Taxes related to a corresponding decrease in deferred tax liabilities, resulting in a net tax expense to the "Provision (Benefit) for Income Taxes" on the Consolidated Statements of Income (Loss) of $2.9 million related to unrecognized tax benefits.
Current taxes receivable of $35.1$10.8 million and $7.5$23.5 million at September 27, 201930, 2022 and September 28, 2018,October 1, 2021, respectively, are included in "Prepayments and other current assets" inon the Consolidated Balance Sheets. Current income taxes payable of $8.1$2.6 million and $47.9$0.3 million at September 27, 201930, 2022 and September 28, 2018,October 1, 2021, respectively, are included in "Accrued expenses and other current liabilities" inon the Consolidated Balance Sheets. During fiscal 2021, the Company received $93.6 million of proceeds related to the fiscal 2020 income tax return from the net operating losses ("NOLs") generated in fiscal 2020 as a result of the CARES Act.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The provisionProvision (Benefit) for income taxesIncome Taxes varies from the amount determined by applying the United States Federal statutory rate to pretax incomeIncome (Loss) Before Income Taxes as a result of the following (all percentages are as a percentage of income before income taxes)Income (Loss) Before Income Taxes):
  Fiscal Year Ended
  September 27, 2019 September 28, 2018 September 29, 2017
United States statutory income tax rate 21.0 % 24.5 % 35.0 %
Increase (decrease) in taxes, resulting from:      
State income taxes, net of Federal tax benefit 4.2
 3.2
 2.3
Foreign taxes(1)
 2.2
 3.3
 (4.3)
Permanent book/tax differences 0.4
 (1.2) (3.8)
Uncertain tax positions —
 (0.3) 1.4
U.S. Tax Reform - Remeasurement of deferred taxes —
 (49.3) —
U.S. Tax Reform - Foreign tax credit valuation allowance (2.3) 2.8
 —
Sale of Healthcare Technologies (4.4) —
 —
Tax credits & other (1.7) (3.5) (2.5)
Effective income tax rate 19.4 % (20.5)% 28.1 %

(1)
Includes differences between the United States statutory tax rate and tax rates in foreign jurisdictions, foreign withholding taxes and taxation of foreign earnings, which includes the transition tax on deemed repatriated earnings of foreign subsidiariesand the tax on "Global Intangible Low-Taxed Income" ("GILTI").
Fiscal Year Ended
September 30, 2022October 1, 2021October 2, 2020
United States statutory income tax rate21.0 %21.0 %21.0 %
Increase (decrease) in taxes, resulting from:
State income taxes, net of Federal tax benefit4.7 7.7 3.0 
Foreign taxes4.0 6.1 (0.5)
Foreign valuation allowances(2.1)(16.5)(3.4)
Foreign goodwill impairment— — (5.0)
Permanent book/tax differences2.4 (0.4)(0.7)
Uncertain tax positions1.0 (2.2)0.1 
Foreign tax credit valuation allowance(0.3)(27.5)— 
Stock compensation— — 3.6 
CARES Act - Carryback rate differential— 37.9 9.8 
Canada Defined Benefit Pension Plan Termination— 3.0 — 
Pennsylvania Rate Change Impact(1.7)— — 
Tax credits & other(5.0)1.5 0.9 
Effective income tax rate24.0 %30.6 %28.8 %
The effective tax rate is based on expected income, statutory tax rates and tax planning opportunities available to the Company in the various jurisdictions in which it operates. Judgment is required in determining the effective tax rate and in evaluating the tax return positions. Reserves are established when positions are "more likely than not" to be challenged and not sustained. Reserves are adjusted at each financial statement date to reflect the impact of audit settlements, expiration of statutes of

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limitation, developments in tax law and ongoing discussions with tax authorities. Accrued interest and penalties associated with uncertain tax positions are recognized as part of the income tax provision.
As of each reporting date, the Company considers existing evidence, both positive and negative, that could impact the need for valuation allowances against DTAs. During fiscal 2022, the Company recorded a benefit to the "Provision (Benefit) for Income Taxes" within the Consolidated Statements of Income (Loss) of $8.5 million for the reversal of a valuation allowance at a subsidiary in the FSS International segment. The valuation allowance reversal was driven by the Company's ability to utilize the DTAs based on future taxable income expected due to the acquisition of a business. During fiscal 2021, the Company recorded a valuation allowance against DTAs based on cumulative losses in certain subsidiaries in the FSS International segment of $22.0 million to the "Provision (Benefit) for Income Taxes" on the Consolidated Statements of Income (Loss). The Company continues to monitor operating performance and believes that based on future reversals of deferred tax liabilities ("DTLs") and future taxable income, it is more likely than not that the remaining NOL carryforwards and DTAs will be realized.
On July 8, 2022, Pennsylvania enacted a corporate net income tax rate reduction over a nine year period. The income tax rate for the 2022 and 2023 tax years are 9.99% and 8.99%, respectively. Starting with the 2024 tax year, the income tax rate is reduced by 0.50% annually until it reaches 4.99% for the 2031 tax year. The Company calculated the impact of the income tax rate reduction on the DTA and DTL balances at September 30, 2022 and recorded a net benefit of $4.2 million to the "Provision (Benefit) for Income Taxes" within the Consolidated Statements of Income (Loss) during fiscal 2022.
On March 27, 2020, the CARES Act was enacted in response to COVID-19. The CARES Act, among other things, permitted NOLs incurred in fiscal 2019, 2020 and 2021 to be carried back to each of the five preceding taxable years to generate a refund of previously paid income taxes. NOLs arising in fiscal 2019, 2020, or 2021 are created in years that have a 21.0% federal income tax rate. If these NOLs are carried back to years prior to fiscal 2018, the resulting refund would be in years with a 35.0% federal income tax rate.
During fiscal 2021, the Company recorded, as a result of the CARES Act, a net benefit to the "Provision (Benefit) for Income Taxes" on the Consolidated Statements of Income (Loss) of $12.0 million, of which $50.3 million reflects the NOLs expected to be carried back to Pre-Tax Cuts and Jobs Act ("TCJA") years at 35.0% as opposed to the current year rate of 21.0%, which more than offsets the $36.5 million valuation allowance on DTAs related to foreign tax credit ("FTC") carryforwards and $1.8 million of tax benefits eliminated by the NOLs carried back. For the fiscal year ended October 1, 2021, the NOL carryback
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
generated a $3.7 million current taxes receivable, along with $71.3 million of FTCs and $11.0 million of general business credits that will be used to offset future federal income tax liabilities.
The Company recorded a net benefit to the "Provision (Benefit) for Income Taxes" on the Consolidated Statements of Income (Loss) of $4.0 million during fiscal 2021 related to the release of certain stranded tax effects when the Company terminated certain Canadian pension plans (see Note 9).
During fiscal 2020, the Company recorded, as a result of the CARES Act, a net benefit to the "Provision (Benefit) for Income Taxes" on the Consolidated Statements of Income (Loss) of $58.4 million, of which $63.4 million reflects the NOLs expected to be carried back to Pre-TCJA years at 35.0% as opposed to the current year rate of 21.0%. The Company also re-established certain reserves of $5.0 million, which expired due to statutes but were re-opened due to the carryback period. During fiscal 2020, the NOL carryback generated a $62.1 million income tax receivable, along with $65.1 million of FTCs and $35.9 million of general business credits that will be used to offset future federal income tax liabilities.
During fiscal 2020, based on cumulative losses and the goodwill impairment recorded in the FSS International segment of $198.6 million (see Note 4) as negative evidence, the Company recorded a valuation allowance against DTAs of certain foreign subsidiaries of $21.4 million. The goodwill impairment charge was nondeductible for income tax purposes.
The effective tax rate for the fiscal year ended October 2, 2020 also included an income tax benefit of $46.2 million, as a result of an excess tax benefit recognized in relation to equity awards exercised during fiscal 2020, including by the former Chairman, President and Chief Executive Officer. This benefit reflects a federal tax rate of 35.0% due to the NOL being carried back to pre-TCJA tax years.
As of September 30, 2022 and October 1, 2021, the components of Deferred Income Taxes are as follows (in thousands):
September 30, 2022October 1, 2021
Deferred tax liabilities:
Derivatives$40,325 $— 
Property and equipment98,331 114,435 
Investments44,233 41,631 
Other intangible assets, including goodwill606,211 544,649 
Cost to fulfill - Rental merchandise in-service56,976 59,188 
Operating Lease Right-of-use Assets83,270 88,824 
Other25,401 26,186 
Gross deferred tax liability954,747 874,913 
Deferred tax assets:
Derivatives— 17,288 
Insurance16,087 18,758 
Employee compensation and benefits83,467 104,980 
Accruals and allowances31,803 32,457 
Operating lease liabilities91,492 97,505 
NOL/credit carryforwards and other345,119 364,751 
Gross deferred tax asset, before valuation allowances567,968 635,739 
Valuation allowances(83,827)(97,472)
Net deferred tax liability$470,606 $336,646 
Rollforward of the valuation allowance is as follows:
September 30, 2022October 1, 2021
Balance, beginning of year$(97,472)$(38,977)
Additions(1)
— (58,495)
Subtractions(2)
13,645 — 
Balance, end of year$(83,827)$(97,472)
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(1)The additions in fiscal 2021 mainly driven by cumulative losses in certain foreign subsidiaries and valuation allowances against FTCs, which are not expected to be utilized before their expiration dates.
(2)The subtractions in fiscal 2022 mainly driven by the reversal of a valuation allowance based on future taxable income expected due to the acquisition of a business in the FSS International segment and the reversal of valuation allowances related to pensions.
DTLs of $501.4 million and $383.2 million as of September 30, 2022 and October 1, 2021, respectively, are included in "Deferred Income Taxes and Other Noncurrent Liabilities" on the Consolidated Balance Sheets. DTAs of $30.8 million and $46.6 million as of September 30, 2022 and October 1, 2021, respectively, are included in "Other Assets" on the Consolidated Balance Sheets.
As of September 30, 2022, certain subsidiaries have recorded deferred tax assetsDTAs of $27.4$111.0 million associated with accumulated federal, state and foreign net operating loss ("NOL")NOL carryforwards. The Company believes it is more likely than not that the benefit from certain state and foreign net operating lossNOL carryforwards will not be realized. As a result, the Company has recorded a valuation allowance of approximately $17.5$48.0 million on the deferred tax assetDTAs related to these state and foreign NOL carryforwards. The impactcarryforwards as of the changeSeptember 30, 2022. State NOL carryforwards generally begin to expire in valuation allowances for state2024 and foreign NOLs is presented in the State income taxes, net of Federal tax benefit and Foreign taxes lines, respectively, of the effective income tax rate reconciliation.NOL carryforwards generally have no expiration date.
As of September 27, 2019,30, 2022, the Company has approximately $28.1$200.9 million of foreign tax credit ("FTC")FTC carryforwards, which begin to expire in 2027, and approximately $0.92026, along with $28.8 million of general business credits, which begin to expire in 2035, and $1.7 million of state interest restriction carryforwards.
Ascarryforwards, which do not expire. The Company has a valuation allowance of $35.8 million on the DTAs related to FTC carryforwards as of September 27, 2019 and September 28, 2018, the components30, 2022.
Undistributed earnings of deferred taxes are as follows (in thousands):
  September 27, 2019 September 28, 2018
Deferred tax liabilities:    
Property and equipment $137,293
 $126,345
Investments 11,902
 12,213
Other intangible assets, including goodwill 462,637
 474,263
Cost to fulfill - Rental merchandise in-service 83,483
 63,835
Derivatives —
 21,599
Other 37,309
 17,450
Gross deferred tax liability 732,624
 715,705
Deferred tax assets:    
Derivatives 11,949
 —
Insurance 34,112
 40,240
Employee compensation and benefits 113,269
 136,603
Accruals and allowances 31,844
 19,338
Net operating loss/credit carryforwards and other 56,508
 60,576
Gross deferred tax asset, before valuation allowances 247,682
 256,757
Valuation allowances (17,532) (29,023)
Net deferred tax liability $502,474
 $487,971

Rollforward of the valuation allowance is as follows:
  September 27, 2019 September 28, 2018
Balance, beginning of year $(29,023) $(11,513)
Additions(1)
 (2,330) (21,101)
Subtractions(2)
 13,821
 3,591
Balance, end of year $(17,532) $(29,023)
(1)The additions in fiscal 2019 were mainly driven by losses in certain foreign subsidiaries. The additions in fiscal 2018 were mainly driven by the Tax Cuts and Jobs Act impacting the abilitycertain foreign subsidiaries for which no DTL was recorded amounted to utilize FTC carryforwards going forward, as well as the inability to use foreign NOL carryforwards.
(2)Valuation allowances against FTC carryforwards were released during fiscal 2019 as a result of Treasury Regulations. During fiscal 2018, tax planning resulted in taxable income in separate Company states that had historical losses.

Deferred tax liabilities of approximately $519.9$347.2 million and $503.4$329.0 million as of September 27, 201930, 2022 and September 28, 2018October 1, 2021, respectively, are included in "Deferred Income Taxes and Other Noncurrent Liabilities" in the Consolidated Balance Sheets. Deferredrespectively. The foreign withholding tax assets of approximately $17.4cost associated with remitting these earnings is $20.4 million and $15.5$19.8 million as of September 27, 201930, 2022 and September 28, 2018October 1, 2021, respectively,respectively. Such amounts have not been accrued by the Company as it believes those foreign earnings are included in "Other Assets" in the Consolidated Balance Sheets.permanently reinvested.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The Company has approximately $36.3$80.2 million of total gross unrecognized tax benefits as of September 27, 2019,30, 2022, of which $33.4$54.7 million, if recognized, would impact the effective tax rate and $2.9$25.5 million would result in an adjustment to the deferred tax liability.DTL.
A reconciliation of the beginning and ending amount of gross unrecognized tax benefits follows (in thousands):
 September 30, 2022October 1, 2021
Balance, beginning of year$65,414 $34,578 
Additions based on tax positions taken in the current year863 355 
Additions for tax positions taken in prior years(1)
19,610 32,589 
Reductions for remeasurements, settlements and payments(4,212)(1,573)
Reductions due to statute expiration(1,455)(535)
Balance, end of year$80,220 $65,414 
 September 27, 2019 September 28, 2018
Balance, beginning of year$29,089
 $30,812
Additions based on tax positions taken in the current year3,713
 709
Additions for tax positions taken in prior years6,531
 1,505
Reductions for remeasurements, settlements and payments(1,484) (2,368)
Reductions due to statute expiration(1,577) (1,569)
Balance, end of year$36,272
 $29,089

(1)Includes a $16.2 million reclass from deferred income tax liabilities for a position taken in prior years primarily related to tangible property.
The Company has approximately $5.5$9.7 million and $4.9$6.6 million accrued for interest and penalties as of September 27, 201930, 2022 and September 28, 2018,October 1, 2021, respectively, in the Consolidated Balance Sheets and recorded $0.6$3.1 million and an immaterial amount$2.0 million in interest and penalties during fiscal 20192022 and fiscal 2018, respectively.2021, respectively in the Consolidated Statements of Income (Loss). Interest and penalties related to unrecognized tax benefits are recorded in "Provision (Benefit) for income taxes" inIncome Taxes" on the Consolidated Statements of Income.Income (Loss). The Company has $20.2 million of general business credits and $7.6 million of FTCs that will reduce the gross unrecognized tax benefit.
Unrecognized tax benefits are not expected to significantly change within the next 12 months.
Generally, a number of years may elapse before a tax reporting year is audited and finally resolved. With few exceptions, the Company is no longer subject to U.S.United States federal, state or local examinations by tax authorities before 2015. While it is often difficult to predict the final outcome or the timing of or resolution of a particular tax matter, the Company does not anticipate any adjustments resulting from U.S.United States federal, state or foreign tax audits that would result in a material change to the financial condition or results of operations. Adequate amounts are established for any adjustments that may result from examinations for tax years after 2015. However, an unfavorable settlement of a particular issue would require use of the Company's cash and cash equivalents.
On December 22, 2017, “H.R.1,” commonly referred to as the “Tax Cuts and Jobs Act” (the “Tax Legislation”) was signed into U.S. law. The Tax Legislation, which was effective on January 1, 2018, significantly revised the U.S. tax code by, among other things, lowering the corporate income tax rate from 35.0% to 21.0% and implementing new international tax provisions that included a one-time transition tax on deemed repatriated earnings of foreign subsidiaries. Though certain key aspects of the new law were effective January 1, 2018 and had an immediate accounting impact, other significant provisions were not effective or did not result in accounting implications for the Company until after the fiscal year end ended September 28, 2018. The provisions effective for fiscal 2019 are the tax on GILTI, the deduction for "Foreign-Derived Intangible Income" ("FDII"), the Internal Revenue Code ("IRC") Section163(j) limitation on interest expense and the IRC Section 162(m) limitation on certain executive compensation.
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The Tax Legislation required the Company to use a blended rate for its fiscal 2018 tax year by applying a prorated percentage of days before and after the January 1, 2018 effective date. As a result, the Company's 2018 annual statutory rate was reduced to 24.5%.
During fiscal 2018, the Company made reasonable estimates related to certain impacts of the Tax Legislation and, in accordance with the Securities and Exchange Commission (“SEC”) Staff Accountant Bulletin No. 118, Income Tax Accounting Implications of the Tax Cut and Jobs Act (“SAB 118”), recorded a provisional estimate during a measurement period, when it did not have the necessary information available, prepared, or analyzed in reasonable detail to complete its accounting for the change in tax law.
As a result of the enactment of the Tax Legislation, the Company was required to recognize the effect of the corporate income tax rate change on its deferred tax assets and liabilities in fiscal 2018, the period in which the legislation was enacted. The Company recorded a tax benefit from the corporate income tax rate change and certain other adjustments, which resulted in a noncash benefit to the provision (benefit) for income taxes of approximately $237.8 million, which was recorded to the Consolidated Statements of Income for the fiscal year ended September 28, 2018. A corresponding reduction to the Company's deferred income tax liability was also recorded to the Consolidated Balance Sheets during the fiscal year ended September 28, 2018.
The Tax Legislation also required the Company to calculate a one-time transition tax on unremitted earnings of certain non-U.S. subsidiaries. Based on an estimate, the Company believed there was no transition tax due, net of foreign tax credits. As a result of the Tax Legislation, the Company reassessed the ability to recover its $27.2 million of FTC carryforwards. Based on then

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currently available information, the Company believed it would not generate sufficient foreign source income in the carryforward period to utilize a portion of these credits. As a result, the Company recorded a valuation allowance of $13.1 million against its FTC carryforward during fiscal 2018 as a provisional estimate. On the basis of proposed Treasury Regulations issued subsequent to the filing of the Company's Annual Report on Form 10-K on November 21, 2018, the Company recorded an adjustment to reduce the $13.1 million valuation allowance by $9.5 million, which was recorded as a tax benefit to the provision for income taxes during the first quarter of fiscal 2019. During the second quarter of fiscal 2019, the Company reduced the remaining $3.6 million valuation allowance and recorded a related uncertain tax position of $2.7 million, resulting in a net benefit to the provision for income taxes of $0.9 million.
The Tax Legislation contains additional international provisions which impact the Company beginning in fiscal 2019, including the tax on GILTI. The impact of the GILTI liability did not have a significant impact on the financial statements for the fiscal year ending September 27, 2019. The Company is electing to treat taxes due on future U.S. inclusions in taxable income related to GILTI as a current period expense when incurred (the "period cost method").
The accounting for the impact of the Tax Legislation is complete and the Company closed the measurement period related to SAB 118 during the first quarter of fiscal 2019.
As the result of the new rules, which include a shift from a worldwide system of taxation to a participation exemption system, the Company generally will not incur additional U.S. tax liability on the distribution of unremitted foreign earnings. However, other items continue to trigger additional tax expense for which no deferred tax liability has been recorded, including Section 986(c) currency gain/loss, foreign withholding taxes and state taxes. The undistributed earnings of certain foreign subsidiaries for which no deferred tax liability was recorded amounted to approximately $184.0 million and $86.3 million as of September 27, 2019 and September 28, 2018, respectively. The foreign withholding tax cost associated with remitting these earnings is approximately $11.0 million and $5.1 million as of September 27, 2019 and September 28, 2018, respectively. Such amounts have not been accrued by the Company as it believes those foreign earnings are permanently reinvested.
NOTE 10.11. STOCKHOLDERS' EQUITY:
On August 6, 2019, the Company's Board of Directors authorized a new share repurchase program providing for purchases up to $200.0 million of Aramark common stock through July 2022.
During fiscal 2017, the Board of Directors authorized a share repurchase program providing for purchases of up to $250.0 million of Aramark common stock which expired February 1, 2019. During fiscal 2019,2020, the Company completed a repurchase of 1.60.3 million shares of its common stock for $50.0$6.5 million under this program. During fiscal 2018, the Company completed a repurchase of 0.6 million shares of its common stock for $24.4 million.
The following table presents the Company's cash dividend payments to its stockholders (in millions):
  September 27, 2019 September 28, 2018 September 29, 2017
Dividend payments $108.4
 $103.1
 $100.8

September 30, 2022October 1, 2021October 2, 2020
Dividend payments$113.1 $112.0 $110.9 
On November 15, 2019,8, 2022, a $0.11 dividend per share of common stock was declared, payable on December 9, 2019,5, 2022, to shareholders of record on the close of business on DecemberNovember 22, 2022.
The Company has 100.0 million shares of preferred stock authorized, with a par value of $0.01 per share. At September 30, 2022 and October 1, 2021, zero shares of preferred stock were issued or outstanding.
During fiscal 2020, MR BridgeStone Advisor LLC (“Mantle Ridge”), on behalf of itself and its affiliated funds (such funds, together with Mantle Ridge, collectively, the “Mantle Ridge Group”), transferred cash proceeds of $14.8 million to the Company to fulfill obligations deriving from the short-swing profit provisions of Section 16(b) of the Securities Exchange Act of 1934. These obligations related to the Mantle Ridge Group's trading activity in the Company's common stock. The cash proceeds are reflected in "Other financing activities" on the Consolidated Statements of Cash Flows for the fiscal year ended October 2, 2019.2020. The cash proceeds resulted in the Company recording an income tax provision of $4.1 million in the Consolidated Statements of Income (Loss) for the fiscal year ended of October 2, 2020.
NOTE 11.12. SHARE-BASED COMPENSATION:
On November 12, 2013, the Board of Directors (the "Board") approved, and the stockholders of Aramark adopted by written consent, the Aramark 2013 Stock Incentive Plan (the "Old 2013 Stock Plan"), which became effective on December 1, 2013 and the amended and restated Old 2013 Stock Plan was approved by the Board of Directors on November 9, 2016 and approved by the stockholders of Aramark on February 1, 2017 (as amended, the "2013 Stock Plan"). The 2013 Stock Plan provides that the total number of shares of common stock that may be issued under the 2013 Stock Plan is 25,500,000.

25.5 million. On January 29, 2020, the Company's stockholders approved the Second Amended and Restated 2013 Stock Incentive Plan, which amended and restated the 2013 Stock Plan. The Second Amended and Restated 2013 Stock Incentive Plan provides for up to 7.5 million of new shares authorized for issuance to participants, in addition to the shares that remained available for issuance under the 2013 Stock Plan as of January 29, 2020 that are not subject to outstanding awards under the 2013 Stock Plan. On February 2, 2021, the Company's stockholders approved the Third Amended and Restated 2013 Stock Incentive Plan, which amended and restated the Company's 2013 Incentive Plan last amended on January 29, 2020. The Third Amended and Restated 2013 Stock Incentive Plan provides for up to 3.5 million of new shares authorized for issuance to participants, in addition to the shares that remained available for issuance under the 2013 Incentive Plan as of February 2, 2021.
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The following table summarizes the share-based compensation expense (reversal) and related information for Time-Based Options ("TBOs"), Performance-BasedRetention Time-Based Options ("PBOs"TBO-Rs"), Time-Based Restricted Stock Units ("RSUs"), Performance Stock Units and Performance Restricted Stock ("PSUs"), and Deferred Stock Units classified asand Employee Stock Purchase Plan ("ESPP") recorded within "Selling and general corporate expenses" inon the Consolidated Statements of Income (Loss) (in millions).
Fiscal Year Ended
September 30, 2022October 1, 2021October 2, 2020
TBOs(1)
$16.2 $15.1 $10.8 
TBO-Rs4.8 4.6 0.3 
RSUs(1)
57.8 46.0 35.1 
PSUs(2)
5.6 — (17.8)
Deferred Stock Units2.0 1.9 1.9 
ESPP(3)
9.1 3.5 — 
$95.5 $71.1 $30.3 
Taxes related to share-based compensation$16.9 $22.6 $7.2 
Cash Received from Option Exercises/ESPP Purchases49.3 41.6 90.0 
Tax Benefit on Share Deliveries (4)
1.0 3.8 46.2 
  Fiscal Year Ended
  September 27, 2019 September 28, 2018 September 29, 2017
TBOs $14.7
 $18.5
 $20.4
RSUs 28.9
 24.1
 20.8
PSUs (1)
 9.9
 43.7
 21.6
Deferred Stock Units 1.8
 2.0
 2.4
  $55.3
 $88.3
 $65.2
       
Taxes related to share-based compensation $13.7
 $24.1
 $24.2
Cash Received from Option Exercises 39.1
 21.5
 28.8
Tax Benefit on Share Deliveries (2)
 4.8
 7.4
 23.3
(1)Share-based compensation expense was reducedfor TBOs and RSUs increased during fiscal 20192022 compared to fiscal 2021 due to an increase in annual RSUs issued in fiscal 2022 compared to fiscal 2021 and due to the shortening of the vesting period on the annual grants issued in November 2021 from four years to three years. Share-based compensation expense for TBOs and RSUs increased during fiscal 2021 compared to fiscal 2020 due to the shortening of the vesting period on the annual grants issued in September 2020 from four years to three years and the accelerated timing of the issuance of the fiscal 2021 annual grant.
(2)Share-based compensation expense related to PSUs during fiscal 2022 was due to the issuance of new 2022 PSU grants. No PSUs were issued in fiscal 2021. Share-based compensation expense related to PSUs during fiscal 2020 was based on lower than estimated target attainment on plan metrics foron each of the fiscal 2018, fiscal 2019 and fiscal 2020 PSU grants, resulting in the reversal of previously recognized share-based compensation expense of $6.6$29.8 million. The Company also reversed previously recognized share-based
(3)Share-based compensation expense based onrelated to the actual targetESPP increased during fiscal 2022 compared to fiscal 2021 as the program was available for the 2017 PSU grants achieved as of the endentirety of fiscal 20192022 as compared to only a portion of $5.2 million. During fiscal 2018,2021, and the Companyprogram expanded to additional countries in fiscal 2022. Share-based compensation expense related to the ESPP increased during fiscal 2021 compared to fiscal 2020 as the estimated target attainmentprogram began mid-year on plan metrics for both the fiscal 2016 and fiscal 2017 PSU grants, resulting in an additional $18.9 million of share-based compensation expense.April 1, 2021.
(2)(4)The tax benefit on option exercises, and restricted stock unit and ESPP unit deliveries is included in "Accrued Expenses" inon the Consolidated Statements of Cash Flows.

On September 3, 2020, the Board of Directors determined a payout level for the fiscal 2018 PSU grants covering a performance period of September 30, 2017 to October 2, 2020 by adjusting the calculation of the performance to moderate the impact of COVID-19 by measuring performance for the first two and a half years of the three year performance period, removing both the results and the portion of the targets attributable to the period when the Company's business was hardest hit by COVID-19. As a result, the Company recognized $3.9 million of additional expense in fiscal 2020 associated with approximately 0.1 million shares due to this modification.
No compensation expense was capitalized. Prior to the fourth quarter of fiscal 2018,2020, the Company has applied a forfeiture assumption of 8.7%approximately 6.4% per annum in the calculation of such expenses. The rate was reduced to approximately 6.4% per annum inDuring the fourth quarter of fiscal 20182020, the Company increased its estimated forfeiture assumption to 9.0% per annum based on actual forfeiture activity.activity, which remained in effect throughout fiscal 2021 and 2022.
The below table summarizes the unrecognized compensation expense as of September 27, 201930, 2022 related to nonvestednon-vested awards and the weighted-average period they are expected to be recognized:
Unrecognized Compensation Expense
(in millions)		Weighted-Average Period
(Years)
TBOs$19.2 1.62
TBO-Rs12.4 2.56
RSUs74.2 1.69
PSU12.9 1.89
Total$118.7 
  
Unrecognized Compensation Expense
(in millions)
 
Weighted-Average Period
(Years)
TBOs $15.7
 2.25
RSUs 54.5
 2.34
PSUs 15.9
 1.54
Total $86.1
  
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Stock Options
Time-Based Options
TBOsThe Company's annual TBO grants for fiscal 2022 were awarded in November 2021, while the Company's annual TBO grants for fiscal 2021 were awarded early in September 2020. The fiscal 2022 and 2021 TBO grants vest solely based upon continued employment over a three year time period. Fiscal 2020 and prior TBO grants vest solely based upon continued employment over a four year time period. All TBOs remain exercisable for ten10 years from the date of grant.
The fair value of the TBOs granted was estimated using the Black-Scholes option pricing model. ThePrior to June of fiscal 2020, the expected volatility iswas based on a blended average of the historicalhistoric volatility of the Company's and competitors' stocksstock price over the expected term of the stock options. Beginning in June of fiscal 2020, the expected volatility is based on the historic volatility of the Company's stock over the expected term of the stock options. The expected life represents the period of time that options granted are expected to be outstanding and is calculated using the simplified method as permitted under Securities and Exchange Commission ("SEC") rules and regulations due to the method providing a reasonable estimate in comparison to actual experience. The simplified method uses the midpoint between an option's vesting date and contractual term. The risk-free rate is based on the United States Treasury security with terms equal to the expected life of the option as of the grant date. Compensation expense for TBOs is recognized on a straight-line basis over the vesting period during which employees perform related services.

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The table below presents the weighted average assumptions and related valuations for TBOs.
  Fiscal Year Ended
  September 27, 2019 September 28, 2018 September 29, 2017
Expected volatility 20% 20% 25%
Expected dividend yield 1.17% - 1.44% 1.03% - 1.11% 1.11% - 1.21%
Expected life (in years) 6.25 6.25 6.25
Risk-free interest rate 1.62% - 3.02% 2.25% - 2.94% 2.14% - 2.20%
Weighted-average grant-date fair value $8.23 $8.75 $8.47

Fiscal Year Ended
September 30, 2022October 1, 2021October 2, 2020
Expected volatility41%40%30%
Expected dividend yield1.18% - 1.30%1.08% - 1.25%1.01% - 2.09%
Expected life (in years)6.006.086.22
Risk-free interest rate1.26% - 2.96%0.52% - 1.15%0.40% - 1.74%
Weighted-average grant-date fair value$13.27$13.08$9.07
A summary of TBO activity is presented below:
Options Shares
(000s)		 Weighted-Average Exercise Price 
Aggregate Intrinsic Value
($000s)
 
Weighted-Average Remaining Term
(Years)
Outstanding at September 28, 2018 13,302
 $26.60
    
Granted 1,955
 $36.42
    
Exercised (1,973) $21.90
    
Forfeited and expired (928) $35.72
    
Outstanding at September 27, 2019 12,356
 $28.22
 $182,889
 5.7
Exercisable at September 27, 2019 8,150
 $23.82
 $156,493
 4.4
Expected to vest at September 27, 2019 3,980
 $36.72
 $25,066
 8.2

  Fiscal Year Ended
  September 27, 2019 September 28, 2018 September 29, 2017
Total intrinsic value exercised (in millions) $26.8
 $16.6
 $32.2
Total fair value that vested (in millions) 16.3
 17.3
 17.7

OptionsShares
(000s)		Weighted-Average Exercise PriceAggregate Intrinsic Value
($000s)		Weighted-Average Remaining Term
(Years)
Outstanding at October 1, 20217,218 $33.25 
Granted1,186 $36.80 
Exercised(595)$26.35 
Forfeited and expired(466)$36.29 
Outstanding at September 30, 20227,343 $34.19 $9,618 6.5
Exercisable at September 30, 20224,606 $33.47 $7,039 5.4
Expected to vest at September 30, 20222,539 $35.43 $2,385 8.2
Performance-Based
Fiscal Year Ended
September 30, 2022October 1, 2021October 2, 2020
Total intrinsic value exercised (in millions)$6.4 $14.5 $114.6 
Total fair value that vested (in millions)13.8 16.0 9.9 
Retention Time-Based Options
In September 2020, the Board of Directors granted special stock option awards for fiscal 2021 to its key business leaders. The Company no longer grants PBOs underoption awards have exercise prices that are in all cases materially above the 2013 Stock Plan. All PBOs remain exercisable for ten years fromtrading price of the Company's common stock as of the date of grant. The options are awarded in six tranches, with exercise prices that start at $35 and increase in $10 increments to an $85 exercise price. These awards will vest ratably on the third, fourth and fifth anniversaries of the grant date. The fair value of the TBO-Rs granted was estimated using the Black-Scholes option pricing model, following the same assumptions and methodology used to value the TBOs.
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The table below presents the weighted average assumptions and related valuations for TBO-Rs.
Fiscal Year Ended
October 2, 2020
Expected volatility38%
Expected dividend yield1.55%
Expected life (in years)7.00
Risk-free interest rate0.50%
Weighted-average grant-date fair value$3.93
A summary of PBOTBO-R activity is presented below:
Options Shares
(000s)		 Weighted-Average Exercise Price 
Aggregate Intrinsic Value
($000s)
 
Weighted-Average Remaining Term
(Years)
Outstanding at September 28, 2018 1,875
 $12.46
    
Granted —
 $—
    
Exercised (364) $11.17
    
Forfeited and expired —
 $—
    
Outstanding at September 27, 2019 1,511
 $12.77
 $45,696
 2.2
Exercisable at September 27, 2019 1,511
 $12.77
 $45,696
 2.2

The total intrinsic value of PBOs exercised during fiscal 2019, fiscal 2018 and fiscal 2017 was $8.9 million, $7.4 million and $26.6 million, respectively.
OptionsShares
(000s)		Weighted-Average Exercise PriceAggregate Intrinsic Value
($000s)		Weighted-Average Remaining Term
(Years)
Outstanding at October 1, 20215,732 $66.15 
Granted— $— 
Exercised— $— 
Forfeited and expired(170)$66.15 
Outstanding at September 30, 20225,562 $66.15 $— 7.8
Exercisable at September 30, 202285 $66.15 $— 0.3
Expected to vest at September 30, 20224,847 $66.15 $— 7.9
Time-Based Restricted Stock Units
The Company's annual RSU grants for fiscal 2022 were awarded in November 2021, while the Company's annual RSU grants for fiscal 2021 were awarded early in September 2020. For RSU grants awarded during or subsequent to September 2020, the RSU agreement provides forthat 33% of each grant will vest and be settled in shares on each of the first three anniversaries of the date of grant, subject to the participant's continued employment with the Company through each such anniversary. For RSU grants of RSUs,awarded prior to September 2020, the RSU agreement provides that 25% of whicheach grant will vest and be settled in shares on each of the first four anniversaries of the grant date, of grant, subject to the participant's continued employment with the Company through each such anniversary. The grant-date fair value of RSUs is based on the fair value of the Company's common stock. Participants holding RSUs will receive the benefit of any dividends paid on shares in the form of additional RSUs. The unvested units are subject to

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forfeiture if employment is terminated other than due to death, disability or retirement and the units are nontransferable while subject to forfeiture.
Restricted Stock Units Units
(000s)		 Weighted Average Grant Date Fair Value
Outstanding at September 28, 2018 2,408
 $36.66
Granted 1,204
 $36.53
Vested (630)
 $35.49
Forfeited (333)
 $36.99
Outstanding at September 27, 2019 2,649
 $36.89

Restricted Stock UnitsUnits
(000s)		Weighted Average Grant-Date Fair Value
Outstanding at October 1, 20213,014$34.04 
Granted2,100$36.58 
Vested(1,236)$33.69 
Forfeited(414)$34.74 
Outstanding at September 30, 20223,464 $35.59 
Performance Stock Units
Under the 2013 Stock Plan, the Company is authorized to grant PSUs to its employees. A participant is eligible to become vested in a number of PSUs equal to a percentage, higher or lower, of the target number of PSUs granted based on the level of the Company's achievement of the performance condition. During fiscal 2017,2020, the Company granted PSUs subject to the level of achievement of adjusted earnings per sharerevenue growth, adjusted operating income growth, return on invested capital and a total shareholder return multiplier for the cumulative performance period of three years performance period and the participant's continued employment with the Company, which vested at the end ofCompany. During fiscal 2019. During both fiscal 2018 and 2019,2022, the Company granted PSUs subject to the level of achievement of adjusted earnings per sharerevenue growth, adjusted operating income growth and a total shareholder return multiplier for the cumulative performance period of three years and the participant's continued employment with the Company. The Company also granted PSUs during fiscal 2022 subject to the level of achievement of actual return on invested capital for the cumulative three year performance period of three years and the participant's continued employment with the Company. The Company is accounting for the fiscal 2022 grants as
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performance-based awards, with a market condition, valued utilizing the Monte Carlo Simulation pricing model, which calculates multiple potential outcomes for an award and establishes fair value based on the most likely outcome. The grant-date fair value of the PSUs is based on the fair value of the Company's common stock. No share-based compensation expense was recorded during fiscal 2022 or 2021 related to PSUs granted during fiscal 2019 and fiscal 2020 as the performance targets for the awards were not met.
Performance Stock Units Units
(000s)		 Weighted Average Grant Date Fair Value
Outstanding at September 28, 2018 1,614
 $34.99
Granted(3)
 1,299
 $36.44
Vested (1,051)
 $32.65
Forfeited (241)
 $36.66
Outstanding at September 27, 2019 1,621
 $36.20

(3)Includes approximately 0.5 million shares resulting from the payout of the fiscal 2016 PSU grants due to exceeding the adjusted earnings per share target.

Performance Stock UnitsUnits
(000s)		Weighted Average Grant-Date Fair Value
Outstanding at October 1, 20211,052$39.62 
Granted496$39.70 
Vested—$— 
Forfeited(548)$43.10 
Outstanding at September 30, 20221,000 $41.13 
Deferred Stock Units
Deferred Stock Units are issued only to non-employee members of the Board of Directors of the Company and represent the right to receive shares of the Company's common stock in the future. Each deferred stock unitDeferred Stock Unit will be converted to one share of the Company's common stock either on the first day of the seventh month after which such director ceases to serve as a member of the Board of Directors or at the director's election upon vesting. The grant-date fair value of deferred stock unitsDeferred Stock Units is based on the fair value of the Company's common stock. The deferred stock unitsDeferred Stock Units vest on the day prior to the next annual meeting of stockholders (which is generally one year after grant). The Company granted 58,912 deferred stock units61,287 Deferred Stock Units during fiscal 20192022. In addition, directors may elect to defer their cash retainer into Deferred Stock Units which are fully vested upon issuance.
Employee Stock Purchase Plan
On February 2, 2021, the Company’s stockholders approved the Aramark 2021 ESPP. The ESPP allows eligible employees to contribute up to 10% of their eligible pay toward the quarterly purchase of the Company’s common stock, subject to an annual maximum dollar amount. The purchase price is 85% of the lesser of the i) fair market value per share of the Company’s common stock as determined on the purchase date or ii) fair market value per share of the Company’s common stock as determined on the first trading day of the quarterly offering period. Purchases under the ESPP are made in March, June, September, and December. The aggregate number of shares of common stock that may be issued under the ESPP may not exceed 12.5 million shares. There were 1.3 million and 0.5 million shares purchased under the ESPP during the fiscal year ended September 30, 2022 and October 1, 2021, respectively.
NOTE 12.13. EARNINGS (LOSS) PER SHARE:
Basic earnings (loss) per share is computed using the weighted average number of common shares outstanding during the periods presented. Diluted earnings (loss) per share is computed using the weighted average number of common shares outstanding adjusted to include the potentially dilutive effect of stock awards.
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The following table sets forth the computation of basic and diluted earnings (loss) per share attributable to the Company's stockholders (in thousands, except per share data):
Fiscal Year Ended
September 30, 2022October 1, 2021October 2, 2020
Earnings (Loss):
Net income (loss) attributable to Aramark stockholders$194,484 $(90,833)$(461,529)
Shares:
Basic weighted-average shares outstanding257,314 254,748 251,828 
Effect of dilutive securities(1)
1,760 — — 
Diluted weighted-average shares outstanding259,074 254,748 251,828 
Basic Earnings (Loss) Per Share:
Net income (loss) attributable to Aramark stockholders$0.76 $(0.36)$(1.83)
Diluted Earnings (Loss) Per Share:
Net income (loss) attributable to Aramark stockholders$0.75 $(0.36)$(1.83)
  Fiscal Year Ended
  September 27, 2019 September 28, 2018 September 29, 2017
Earnings:      
Net income attributable to Aramark stockholders $448,549
 $567,885
 $373,923
Shares:      
Basic weighted-average shares outstanding 246,854
 245,771
 244,453
Effect of dilutive securities 5,156
 7,581
 7,104
Diluted weighted-average shares outstanding 252,010
 253,352
 251,557
       
Basic Earnings Per Share:      
Net income attributable to Aramark stockholders $1.82
 $2.31
 $1.53
Diluted Earnings Per Share:      
Net income attributable to Aramark stockholders $1.78
 $2.24
 $1.49

(1)Incremental shares of 2.0 million and 2.3 million have been excluded from the computation of diluted weighted-average shares outstanding for the fiscal years ended October 1, 2021 and October 2, 2020, respectively, because the effect would have been antidilutive due to the net loss attributable to Aramark stockholders during both periods.
Share-based awards to purchase 5.29.3 million, 1.68.8 million and 3.97.7 million shares were outstanding at September 27, 2019, September 28, 201830, 2022, October 1, 2021 and September 29, 2017,October 2, 2020, respectively, but were not included in the computation of diluted earnings (loss) per common share, as their effect would have been antidilutive. In addition, PSUs related to 1.30.5 million, shares, 1.20.6 million shares and 1.21.1 million shares were outstanding at September 27, 201930, 2022, September 28, 2018October 1, 2021 and September 29, 2017,October 2, 2020, respectively, but were not included in the computation of diluted earnings (loss) per common share, as the performance targets were not yet met. PSUs related to 0.5 million shares did not vest due to performance targets that were not met.
NOTE 13.14. COMMITMENTS AND CONTINGENCIES:
The Company has capital and other purchase commitments of approximately $595.3$665.2 million at September 27, 201930, 2022, primarily in connection with commitments for capital projects to help finance improvements or renovations at the facilities in which the Company operates.
At September 27, 201930, 2022, the Company also has letters of credit outstanding in the amount of $110.1$87.5 million.
Certain of the Company's lease arrangements, primarily vehicle leases, with terms ranging from one to eight years, contain provisions related to residual value guarantees. The maximum potential liability to the Company under such arrangements was approximately $27.5 million at September 27, 2019 if the terminal fair value of vehicles coming off lease was 0. Consistent with past experience, management does not expect any significant payments will be required pursuant to these arrangements. NaN amounts have been accrued for guarantee arrangements at September 27, 2019.
Rental expense for all operating leases was $860.6 million, $187.5 million and $170.0 million for fiscal 2019, fiscal 2018 and fiscal 2017, respectively. The increase from fiscal 2018 to fiscal 2019 is due to the Company's adoption of ASC 606, Revenue from Contracts with Customers due to leases in the Company's revenue contracts with customers. Following is a schedule of the future minimum rental and similar commitments under all noncancelable operating leases and certain residual value guarantees as of September 27, 2019 (in thousands):
2020$101,061
202174,908
202256,765
202343,795
202436,215
2025-Thereafter214,818
Total minimum rental obligations$527,562

From time to time, the Company and its subsidiaries are a party to various legal actions, proceedings and investigations involving claims incidental to the conduct of their business, including actions by clients, consumers,customers, employees, government entities and third parties, including under federal, state, international, national, provincial and local employment laws, wage and hour laws, discrimination laws, immigration laws, human health and safety laws, import and export controls and customs laws, environmental laws, false claims or whistleblower statutes, minority, women and disadvantaged business enterprise statutes, tax

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

codes, antitrust and competition laws, consumercustomer protection statutes, procurement regulations, intellectual property laws, food safety and sanitation laws, cost and accounting principles, the Foreign Corrupt Practices Act, the U.K. Bribery Act, other anti-corruption laws, lobbying laws, motor carrier safety laws, data privacy and security laws and alcohol licensing and service laws, or alleging negligence and/or breaches of contractual and other obligations. Based on information currently available, advice of counsel, available insurance coverage, established reserves and other resources, the Company does not believe that any such actions are likely to be, individually or in the aggregate, material to its business, financial condition, results of operations or cash flows. However, in the event of unexpected further developments, it is possible that the ultimate resolution of these matters, or other similar matters, if unfavorable, may be materially adverse to the Company's business, financial condition, results of operations or cash flows.
On August 26, 2019,The Company was involved in a dispute with a client regarding Aramark’s provision of services pursuant to a contract. During fiscal 2022, the Company announced that Eric J. Foss stepped down from his role as Chairman, President and Chief Executive Officer, effective as of August 25, 2019. The Company recognized $10.4 million of cash compensation related charges related to his separation fromresolved the Company, which are included in "Accrued payroll and related expenses" in the Consolidated Balance Sheets. These unpaid obligations are expected to be paid through fiscal 2021.
During fiscal 2019, the Company wasmatter by entering into a defendant in 2 class action lawsuits alleging breach of contract, promissory estoppel, unjust enrichment and various state law claims for failure to pay employee annual incentive bonuses related to the 2018 fiscal year. In November 2019, the Company settled the lawsuitssettlement agreement with the plaintiffs for approximately $21.0client whereby the Company's obligations totaled $13.6 million, resulting in a reversal of previously reserved amounts of $5.7 million, which includes payments to the class members, attorneys' fees and other expenses. Of the $21.0 million settlement charge, $12.0 million was expensedis included in "Cost of services provided"provided (exclusive of depreciation and $9.0 million was expensed in "Selling and general corporate expenses" inamortization)" on the Consolidated Statements of Income during the fiscal year ended September 27, 2019.
NOTE 14. QUARTERLY RESULTS (Unaudited):
The following tables summarize the Company's unaudited quarterly results for fiscal 2019 and fiscal 2018 (in thousands, except per share amounts):(Loss).
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  Quarter Ended
  December 28, 2018 March 29, 2019 June 28, 2019 September 27, 2019
Revenue $4,265,349
 $3,999,987
 $4,010,761
 $3,951,244
Cost of services provided 3,794,445
 3,639,959
 3,594,978
 3,503,280
Net income(1)
 250,676
 29,310
 83,064
 85,414
Net income attributable to Aramark stockholders(1)
 250,682
 29,353
 82,955
 85,557
Earnings per share:        
  Basic $1.02
 $0.12
 $0.34
 $0.35
  Diluted 0.99
 0.12
 0.33
 0.34
Dividends declared per common share 0.110
 0.110
 0.110
 0.110
         
  Quarter Ended
  December 29, 2017 March 30, 2018 June 29, 2018 September 28, 2018
Revenue $3,965,118
 $3,939,311
 $3,971,606
 $3,913,598
Cost of services provided(2)
 3,522,230
 3,563,009
 3,526,293
 3,386,380
Net income(3)
 292,440
 27,716
 72,716
 175,568
Net income attributable to Aramark stockholders(3)
 292,284
 27,569
 72,577
 175,455
Earnings per share:        
  Basic $1.19
 $0.11
 $0.29
 $0.71
  Diluted 1.16
 0.11
 0.29
 0.69
Dividends declared per common share 0.105
 0.105
 0.105
 0.105

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(1)Fiscal 2019 net income was impacted by the sale of HCT in the first quarter of fiscal 2019 (see Note 2).
(2)
Fiscal 2018 balances have been restated to reflect the impact of the adoption of ASU 2017-07, Compensation - Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost (see Note 1).
(3)Fiscal 2018 net income was impacted by the passage of the "Tax Cuts and Jobs Act" (see Note 9).

NOTE 15. BUSINESS SEGMENTS:
The Company reports its operating results in 3three reportable segments: FSS United States, FSS International and Uniform. Corporate includes general expenses and assets not specifically allocated to an individual segment and share-based compensation expense (see Note 11)12). In the Company's foodFood and support servicesSupport Services segments, approximately 78%73% of the global revenue is related to food services and 22%27% is related to facilities services. COVID-19 had a negative impact on revenue, operating income (loss), capital expenditures and other identifiable assets for all segments in fiscal 2021 and fiscal 2020. The Company's financial results began to improve during the second half of fiscal 2021 and throughout fiscal 2022 as lockdowns were lifted and operations re-opened as well as from actions to reduce variable and fixed costs, including headcount reductions primarily taken during the second half of fiscal 2020. During fiscal 2019,2022, 2021 and 2020, the Company received proceeds of approximately $16.2$19.0 million, $10.0 million and $15.3 million, respectively, relating to the recovery of the Company’s investment (possessory interest) at one of the National Park Service sites within the FSS United States segment. The Company recorded a gain related to the recovery of its investment, which is included in “Cost of services provided” inprovided (exclusive of depreciation and amortization)” on the Consolidated Statements of Income.Income (Loss). During fiscal 2021, the Company identified an observable price change related to an equity investment without a readily determinable fair value and recognized a $137.9 million non-cash gain on the Consolidated Statements of Income (Loss). The Company terminated certain Canadian defined benefit pension plans and recognized a $60.9 million non-cash loss on the Consolidated Statements of Income (Loss) during fiscal 2021. During fiscal 2020, the Company recognized a $198.6 million impairment charge related to one reporting unit in its FSS International segment (see Note 4). During fiscal 2020, each reportable segment recorded severance charges related to COVID-19 totaling $145.8 million (see Note 3). During fiscal 2020, the Company reversed $29.8 million of previously recognized share-based compensation expense based on lower than estimated target attainment on plan metrics on each of the fiscal 2018, fiscal 2019 and fiscal 2020 PSU grants (see Note 12). Financial information by segment is as follows (in millions):
Revenue(1)
Revenue
Fiscal Year EndedFiscal Year Ended
September 27, 2019 September 28, 2018 September 29, 2017September 30, 2022October 1, 2021October 2, 2020
FSS United States$9,898.6
 $10,137.8
 $9,748.0
FSS United States$10,030.8 $6,809.3 $7,366.7 
FSS International3,742.9
 3,655.8
 3,291.7
FSS International3,656.4 2,866.2 2,945.8 
Uniform2,585.8
 1,996.0
 1,564.7
Uniform2,639.4 2,420.5 2,517.1 
$16,227.3
 $15,789.6
 $14,604.4
$16,326.6 $12,096.0 $12,829.6 

Operating Income (Loss)
Fiscal Year Ended
September 30, 2022October 1, 2021October 2, 2020
FSS United States$449.0 $131.8 $5.3 
FSS International112.5 58.2 (344.2)
Uniform218.1 120.8 171.5 
779.6 310.8 (167.4)
Corporate(151.2)(119.4)(97.5)
Operating Income (Loss)628.4 191.4 (264.9)
Gain on Equity Investment— (137.9)— 
Loss on Defined Benefit Pension Plan Termination— 60.9 — 
Interest and Other Financing Costs, net372.8 401.3 382.8 
Income (Loss) Before Income Taxes$255.6 $(132.9)$(647.7)
Depreciation and Amortization
Fiscal Year Ended
September 30, 2022October 1, 2021October 2, 2020
FSS United States$330.9 $347.4 $379.2 
FSS International66.8 69.4 76.2 
Uniform134.3 133.3 137.2 
Corporate0.3 0.6 2.6 
$532.3 $550.7 $595.2 
 
Operating Income(1)(2)(3)
 Fiscal Year Ended
 September 27, 2019 September 28, 2018 September 29, 2017
FSS United States$716.8
 $682.7
 $596.6
FSS International142.7
 142.2
 155.8
Uniform191.3
 181.4
 182.3
 1,050.8
 1,006.3
 934.7
Corporate(159.6) (187.9) (133.1)
Operating Income891.2
 818.4
 801.6
Interest and Other Financing Costs, net(335.0) (346.6) (280.9)
Income Before Income Taxes$556.2
 $471.8
 $520.7
 
Depreciation and Amortization(1)
 Fiscal Year Ended
 September 27, 2019 September 28, 2018 September 29, 2017
FSS United States$381.6
 $405.0
 $372.7
FSS International69.4
 64.8
 55.3
Uniform138.7
 123.4
 77.2
Corporate2.9
 3.0
 3.0
 $592.6
 $596.2
 $508.2

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Capital Expenditures and Other*
Fiscal Year Ended
September 30, 2022October 1, 2021October 2, 2020
FSS United States$283.3 $261.8 $310.0 
FSS International76.0 59.3 48.9 
Uniform76.7 90.3 58.8 
Corporate— 0.2 2.1 
$436.0 $411.6 $419.8 
 
Capital Expenditures and Other(1)
 Fiscal Year Ended
 September 27, 2019 September 28, 2018* September 29, 2017
FSS United States$375.9
 $494.3
 $420.4
FSS International69.4
 84.1
 66.1
Uniform61.0
 332.5
 67.5
Corporate0.1
 1.2
 1.0
 $506.4
 $912.1
 $555.0
* Includes amounts acquired in business combinations     

* Includes amounts acquired in business combinations
 
Identifiable Assets(1)
 September 27, 2019 September 28, 2018
FSS United States$8,368.1
 $8,482.8
FSS International2,039.2
 2,072.0
Uniform3,118.7
 2,991.7
Corporate210.3
 173.6
 $13,736.3
 $13,720.1

Identifiable Assets
September 30, 2022October 1, 2021
FSS United States$9,639.7 $8,905.5 
FSS International1,989.1 2,028.2 
Uniform3,227.4 3,200.8 
Corporate226.2 241.7 
$15,082.4 $14,376.2 
The following geographic data include revenue generated by subsidiaries within that geographic area and net property & equipment based on physical location (in millions):
 
Revenue(1)
 Fiscal Year Ended
 September 27, 2019 September 28, 2018 September 29, 2017
United States$12,070.0
 $11,795.6
 $11,098.0
Foreign4,157.3
 3,994.0
 3,506.4
 $16,227.3
 $15,789.6
 $14,604.4
Revenue
Property and Equipment, net(1)
Fiscal Year Ended
September 27, 2019 September 28, 2018September 30, 2022October 1, 2021October 2, 2020
United States$1,854.7
 $1,065.9
United States$12,277.0 $8,947.8 $9,560.9 
Foreign327.1
 312.2
Foreign4,049.6 3,148.2 3,268.7 
$2,181.8
 $1,378.1
$16,326.6 $12,096.0 $12,829.6 
(1)The adoption of the new ASU related to revenue recognition impacted each of the financial information categories presented (see Note 7). All financial information categories in fiscal 2019 for the FSS United States segment were also impacted by the sale of HCT in the first quarter of fiscal 2019 (see Note 2).
(2)
Fiscal 2018 and 2017 balances have been restated to reflect the impact of the adoption of ASU 2017-07, Compensation - Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost (see Note 1).
(3)During fiscal 2019, the Company incurred expenses of $74.9 million related to special recognition awards, retirement contributions and employee training costs as a result of tax savings from U.S. tax reform. The breakdown of these expenses by segment are as follows: FSS United States: $58.7 million; FSS International: $0.4 million; Uniform: $14.4 million; and Corporate: $1.4 million.

Property and Equipment, net
September 30, 2022October 1, 2021
United States$1,777.7 $1,755.2 
Foreign254.3 283.2 
$2,032.0 $2,038.4 
NOTE 16. FAIR VALUE OF FINANCIAL ASSETS AND FINANCIAL LIABILITIES:
Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Assets and liabilities recorded at fair value are classified based upon the level of judgment associated with the inputs used to measure their fair value. The hierarchical levels related to the subjectivity of the valuation inputs are defined as follows:
•    Level 1—inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets
•    Level 2—inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument

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•    Level 3—inputs to the valuation methodology are unobservable and significant to the fair value measurement
Recurring Fair Value Measurements
The Company's financial instruments consist primarily of cash and cash equivalents, marketable securities, accounts receivable, accounts payable, borrowings and derivatives. Management believes that the carrying value of cash and cash equivalents, accounts receivable and accounts payable are representative of their respective fair values. In conjunction with the fair value measurement of the derivative instruments, the Company made an accounting policy election to measure the credit risk of its derivative instruments that are subject to master netting agreements on a net basis by counterparty portfolio, as the gross values
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would not be materially different. The fair value of the Company's debt at September 27, 201930, 2022 and September 28, 2018October 1, 2021 was $6,851.2$7,153.4 million and $7,303.1$7,580.7 million, respectively. The carrying value of the Company's debt at September 27, 201930, 2022 and September 28, 2018October 1, 2021 was $6,682.2$7,410.9 million and $7,244.0$7,452.3 million, respectively. The fair values were computed using market quotes, if available, or based on discounted cash flows using market interest rates as of the end of the respective periods. The inputs utilized in estimating the fair value of the Company's debt has been classified as levelLevel 2 in the fair value hierarchy levels.
NOTE 17. CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF ARAMARK AND SUBSIDIARIES:
The following condensed consolidating financial statementsAs part of the Union Supply acquisition (see Note 2), the Company recorded a contingent consideration obligation based on the fair value of the expected payments. The Company performed a fair value assessment of the contingent consideration obligation based on the terms and conditions of the purchase agreement. The inputs utilized in estimating the fair value of the contingent consideration have been prepared pursuantclassified as Level 3 in the fair value hierarchy levels and are subject to Rule 3-10risk and uncertainty. The calculation of Regulation S-X.fair value is dependent on several subjective factors including future earnings and profitability. If assumptions or estimates vary from what was expected, the fair value of the contingent consideration liability may materially change. The fair value of the contingent consideration liability at September 30, 2022, which was recorded as part of the acquisition, was $40.2 million.
The condensed consolidating financial statements are presented for: (i) Aramark (the "Parent"); (ii) ASI and Aramark International Finance S.à.r.l. (the "Issuers"); (iii)As part of the guarantors; (iv)Next Level acquisition completed in fiscal 2021, the non guarantors; (v) elimination entries necessary to consolidateCompany recorded a contingent consideration obligation based on the Parentfair value of the expected payments. During the second quarter of fiscal 2022, the unit purchase agreement with the Issuers,former owners of Next Level was amended to modify the guarantorsterms and non guarantors;conditions associated with the contingent consideration. The amended agreement includes calendar year 2023, in addition to calendar years 2022 and (vi)2021, as a performance period to earn consideration should Next Level achieve certain adjusted EBITDA levels. The Company accounted for the agreement prospectively and did not modify its allocation of the purchase price for the transaction, which was finalized in fiscal 2021. The Company performed a fair value assessment of the contingent consideration obligation based on the terms and conditions of the amended agreement, using internal models. The inputs utilized in estimating the fair value of the contingent consideration have been classified as Level 3 in the fair value hierarchy levels and are subject to risk and uncertainty. The calculation of fair value is dependent on several subjective factors including future earnings and profitability. If assumptions or estimates vary from what was expected, the fair value of the contingent consideration liability may materially change. The fair value of the contingent consideration liability at September 30, 2022 and October 1, 2021 was $48.4 million and $78.4 million, respectively. During fiscal 2022, the Company on a consolidated basis. Each ofpaid $9.3 million related to the guarantors is wholly-owned, directly or indirectly, bycontingent consideration liability, which was for the Company. The 5.125% Senior Notescalendar 2021 performance period. Furthermore, due 2024 (the "2024 Notes"), 5.000% Senior Notes due April 1, 2025 (the "5.000% 2025 Notes"), 3.125% Senior Notes due April 1, 2025 (the "3.125% 2025 Notes" and, together with the 5.000% 2025 Notes, the "2025 Notes"), 4.75% Senior Notes due June 1, 2026 ("2026 Notes") and 5.000% Senior Notes due February 1, 2028 (the "2028 Notes") are obligations of the Company's wholly-owned subsidiary, ASI, (otherto lower performance than the 3.125% 2025 Notes, which are obligations of the Company's wholly owned subsidiary, Aramark International Finance S.a.r.l) and are each jointly and severally guaranteed on a senior unsecured basis byexpected from inflationary cost pressures, the Company adjusted the contingent consideration liability to the fair value of future expected payments during fiscal 2022, resulting in a $20.7 million gain, which is included in "Cost of services provided (exclusive of depreciation and substantially all of the Company's existing and future domestic subsidiaries (excluding the Receivables Facility subsidiary) ("Guarantors"). All other subsidiaries of the Company, either direct or indirect, are non-guarantors and do not guarantee the 2024 Notes, 2025 Notes, 2026 Notes or 2028 Notes ("Non-Guarantors"). The Guarantors also guarantee certain other debt. These condensed consolidating financial statements have been prepared from the Company's financial informationamortization)" on the same basisConsolidated Statements of accounting as the consolidated financial statements. Interest expense and certain other costs are partially allocated to all of the subsidiaries of the Company. Goodwill and other intangible assets have been allocated to the subsidiaries based on management's estimates.

Income (Loss).
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

CONDENSED CONSOLIDATING BALANCE SHEETS
September 27, 2019
(in thousands)
 
Aramark
(Parent)
 Issuers Guarantors Non Guarantors Eliminations Consolidated
ASSETS           
Current Assets:           
Cash and cash equivalents$5
 $33,510
 $40,544
 $172,584
 $—
 $246,643
Receivables—
 1,966
 522,627
 1,282,371
 —
 1,806,964
Inventories—
 15,804
 301,091
 94,424
 —
 411,319
Prepayments and other current assets—
 27,164
 82,666
 83,631
 —
 193,461
Total current assets5
 78,444
 946,928
 1,633,010
 —
 2,658,387
Property and Equipment, net—
 43,329
 1,784,410
 354,023
 —
 2,181,762
Goodwill—
 173,104
 4,694,549
 651,147
 —
 5,518,800
Investment in and Advances to Subsidiaries3,320,042
 6,649,119
 —
 717,228
 (10,686,389) —
Other Intangible Assets—
 29,684
 1,819,315
 184,567
 —
 2,033,566
Other Assets—
 20,382
 979,350
 346,076
 (2,002) 1,343,806
 $3,320,047
 $6,994,062
 $10,224,552
 $3,886,051
 $(10,688,391) $13,736,321
LIABILITIES AND STOCKHOLDERS' EQUITY           
Current Liabilities:           
Current maturities of long-term borrowings$—
 $6,256
 $27,924
 $35,748
 $—
 $69,928
Accounts payable—
 127,640
 507,903
 363,974
 —
 999,517
Accrued expenses and other current liabilities—
 241,523
 1,030,074
 364,168
 88
 1,635,853
Total current liabilities—
 375,419
 1,565,901
 763,890
 88
 2,705,298
Long-term Borrowings—
 6,090,487
 82,394
 439,358
 —
 6,612,239
Deferred Income Taxes and Other Noncurrent Liabilities—
 380,453
 569,409
 138,960
 —
 1,088,822
Intercompany Payable—
 —
 4,187,591
 726,464
 (4,914,055) —
Redeemable Noncontrolling Interest—
 —
 9,915
 —
 —
 9,915
Total Stockholders' Equity3,320,047
 147,703
 3,809,342
 1,817,379
 (5,774,424) 3,320,047
 $3,320,047
 $6,994,062
 $10,224,552
 $3,886,051
 $(10,688,391) $13,736,321


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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

CONDENSED CONSOLIDATING BALANCE SHEETS
September 28, 2018
(in thousands)
 
Aramark
(Parent)
 Issuers 
Guarantors 
 Non Guarantors Eliminations Consolidated
ASSETS           
Current Assets:           
Cash and cash equivalents$5
 $50,716
 $29,844
 $134,460
 $—
 $215,025
Receivables—
 1,038
 443,599
 1,345,796
 —
 1,790,433
Inventories—
 15,857
 592,259
 116,686
 —
 724,802
Prepayments and other current assets—
 21,411
 86,100
 63,654
 —
 171,165
Total current assets5
 89,022
 1,151,802
 1,660,596
 —
 2,901,425
Property and Equipment, net—
 28,341
 1,013,523
 336,230
 —
 1,378,094
Goodwill—
 173,104
 4,783,547
 653,917
 —
 5,610,568
Investment in and Advances to Subsidiaries3,029,553
 7,441,605
 90,049
 844,245
 (11,405,452) —
Other Intangible Assets—
 29,684
 1,919,795
 187,365
 —
 2,136,844
Other Assets—
 100,754
 1,264,976
 329,443
 (2,002) 1,693,171
 $3,029,558
 $7,862,510
 $10,223,692
 $4,011,796
 $(11,407,454) $13,720,102
LIABILITIES AND 
STOCKHOLDERS' EQUITY
           
Current Liabilities:           
Current maturities of long-term borrowings$—
 $—
 $26,564
 $4,343
 $—
 $30,907
Accounts payable—
 128,460
 483,606
 406,854
 —
 1,018,920
Accrued expenses and other current liabilities—
 205,807
 926,794
 307,643
 88
 1,440,332
Total current liabilities—
 334,267
 1,436,964
 718,840
 88
 2,490,159
Long-term Borrowings—
 6,651,110
 82,097
 479,870
 —
 7,213,077
Deferred Income Taxes and Other Noncurrent Liabilities—
 432,583
 466,331
 78,301
 —
 977,215
Intercompany Payable—
 —
 4,827,084
 955,407
 (5,782,491) —
Redeemable Noncontrolling Interest—
 —
 10,093
 —
 —
 10,093
Total Stockholders' Equity3,029,558
 444,550
 3,401,123
 1,779,378
 (5,625,051) 3,029,558
 $3,029,558
 $7,862,510
 $10,223,692
 $4,011,796
 $(11,407,454) $13,720,102



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Table of Contents
ARAMARK AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

CONDENSED CONSOLIDATING STATEMENTS OF INCOME AND COMPREHENSIVE INCOME
For the year ended September 27, 2019
(in thousands)
 
Aramark
(Parent)
 Issuers 
Guarantors 
 Non Guarantors Eliminations Consolidated
Revenue$—
 $1,062,655
 $10,653,013
 $4,511,673
 $—
 $16,227,341
Costs and Expenses:           
Cost of services provided—
 981,661
 9,362,232
 4,188,769
 —
 14,532,662
Depreciation and amortization—
 16,377
 473,833
 102,363
 —
 592,573
Selling and general corporate expenses—
 162,963
 176,714
 27,579
 —
 367,256
Gain on sale of Healthcare Technologies—
 —
 (156,309) —
 —
 (156,309)
Interest and other financing costs, net—
 316,120
 3,531
 15,336
 —
 334,987
Expense allocations—
 (315,432) 274,501
 40,931
 —
 —
 —
 1,161,689
 10,134,502
 4,374,978
 —
 15,671,169
Income (Loss) before Income Taxes—
 (99,034) 518,511
 136,695
 —
 556,172
Provision (Benefit) for Income Taxes—
 (38,388) 109,144
 36,950
 —
 107,706
Equity in Net Income of Subsidiaries448,549
 —
 —
 —
 (448,549) —
Net income (loss)448,549
 (60,646) 409,367
 99,745
 (448,549) 448,466
Less: Net loss attributable to noncontrolling interest—
 —
 (83) —
 —
 (83)
Net income (loss) attributable to Aramark stockholders448,549
 (60,646) 409,450
 99,745
 (448,549) 448,549
Other comprehensive income (loss), net of tax(125,742) (71,282) (553) (121,505) 193,340
 (125,742)
Comprehensive income (loss) attributable to Aramark stockholders$322,807
 $(131,928) $408,897
 $(21,760) $(255,209) $322,807


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Table of Contents
ARAMARK AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

CONDENSED CONSOLIDATING STATEMENTS OF INCOME AND COMPREHENSIVE INCOME
For the year ended September 28, 2018
(in thousands)
 
Aramark
(Parent)
 Issuers 
Guarantors 
 Non Guarantors Eliminations Consolidated
Revenue$—
 $1,027,573
 $10,432,088
 $4,329,972
 $—
 $15,789,633
Costs and Expenses:           
Cost of services provided—
 848,739
 9,132,991
 4,016,181
 —
 13,997,911
Depreciation and amortization—
 19,466
 483,106
 93,610
 —
 596,182
Selling and general corporate expenses—
 195,093
 158,064
 23,972
 —
 377,129
Interest and other financing costs, net—
 329,027
 266
 17,242
 —
 346,535
Expense allocations—
 (374,970) 353,628
 21,342
 —
 —
 —
 1,017,355
 10,128,055
 4,172,347
 —
 15,317,757
Income before Income Taxes—
 10,218
 304,033
 157,625
 —
 471,876
Provision (Benefit) for Income Taxes—
 (3,521) (143,452) 50,409
 —
 (96,564)
Equity in Net Income of Subsidiaries567,885
 —
 —
 —
 (567,885) —
Net income567,885
 13,739
 447,485
 107,216
 (567,885) 568,440
Less: Net income attributable to noncontrolling interest—
 —
 555
 —
 —
 555
Net income attributable to Aramark stockholders567,885
 13,739
 446,930
 107,216
 (567,885) 567,885
Other comprehensive income (loss), net of tax32,537
 43,686
 3,178
 (36,776) (10,088) 32,537
Comprehensive income attributable to Aramark stockholders$600,422
 $57,425
 $450,108
 $70,440
 $(577,973) $600,422


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Table of Contents
ARAMARK AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

CONDENSED CONSOLIDATING STATEMENTS OF INCOME AND COMPREHENSIVE INCOME
For the year ended September 29, 2017
(in thousands)

 
Aramark
(Parent)
 Issuers 
Guarantors 
 Non Guarantors Eliminations Consolidated
Revenue$—
 $1,041,490
 $9,708,157
 $3,854,765
 $—
 $14,604,412
Costs and Expenses:           
Cost of services provided—
 941,031
 8,507,705
 3,546,667
 —
 12,995,403
Depreciation and amortization—
 17,502
 416,979
 73,731
 —
 508,212
Selling and general corporate expenses—
 140,305
 138,304
 20,561
 —
 299,170
Interest and other financing costs, net—
 273,405
 (3,196) 10,776
 —
 280,985
Expense allocations—
 (348,042) 318,199
 29,843
 —
 —
 —
 1,024,201
 9,377,991
 3,681,578
 —
 14,083,770
Income Before Income Taxes—
 17,289
 330,166
 173,187
 —
 520,642
Provision for Income Taxes—
 5,139
 98,144
 43,172
 —
 146,455
Equity in Net Income of Subsidiaries373,923
 —
 —
 —
 (373,923) —
Net income373,923
 12,150
 232,022
 130,015
 (373,923) 374,187
Less: Net income attributable to noncontrolling interest—
 —
 264
 —
 —
 264
Net income attributable to Aramark stockholders373,923
 12,150
 231,758
 130,015
 (373,923) 373,923
Other comprehensive income, net of tax57,023
 35,667
 431
 80,204
 (116,302) 57,023
Comprehensive income attributable to Aramark stockholders$430,946
 $47,817
 $232,189
 $210,219
 $(490,225) $430,946



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Table of Contents
ARAMARK AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS
For the year ended September 27, 2019
(in thousands)

 
Aramark
(Parent)
 Issuers 
Guarantors 
 Non Guarantors Eliminations Consolidated
Net cash provided by (used in) operating activities$—
 $(47,231) $757,832
 $290,539
 $(16,913) $984,227
Cash flows from investing activities:           
Purchases of property and equipment and other—
 (12,160) (414,017) (76,913) —
 (503,090)
Disposals of property and equipment—
 6,644
 6,665
 4,562
 —
 17,871
Proceeds from divestiture—
 —
 293,711
 —
 —
 293,711
Acquisitions of businesses, net of cash acquired—
 —
 (23,028) (21,835) —
 (44,863)
Proceeds from government agencies related to property and equipment—
 —
 23,025
 —
 —
 23,025
Other investing activities—
 (356) 3,677
 504
 —
 3,825
Net cash used in investing activities—
 (5,872) (109,967) (93,682) —
 (209,521)
Cash flows from financing activities:           
Proceeds from long-term borrowings—
 —
 —
 77,630
 —
 77,630
Payments of long-term borrowings—
 (545,809) (34,431) (74,320) —
 (654,560)
Payments of dividends—
 (108,439) —
 —
 —
 (108,439)
Proceeds from issuance of common stock—
 39,087
 —
 —
 —
 39,087
Repurchase of common stock—
 (50,000) —
 —
 —
 (50,000)
Other financing activities—
 (36,305) (2,192) (113) —
 (38,610)
Change in intercompany, net—
 737,363
 (600,542) (153,734) 16,913
 —
Net cash provided by (used in) financing activities—
 35,897
 (637,165) (150,537) 16,913
 (734,892)
Effect of foreign exchange rates on cash and cash equivalents—
 —
 —
 (8,196) —
 (8,196)
Decrease (increase) in cash and cash equivalents—
 (17,206) 10,700
 38,124
 —
 31,618
Cash and cash equivalents, beginning of period5
 50,716
 29,844
 134,460
 —
 215,025
Cash and cash equivalents, end of period$5
 $33,510
 $40,544
 $172,584
 $—
 $246,643


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Table of Contents
ARAMARK AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS
For the year ended September 28, 2018
(in thousands)

 
Aramark
(Parent)
 Issuers 
Guarantors 
 Non Guarantors Eliminations Consolidated
Net cash provided by operating activities$—
 $111,541
 $690,218
 $315,703
 $(65,587) $1,051,875
Cash flows from investing activities:           
Purchases of property and equipment other—
 (13,133) (532,923) (82,548) —
 (628,604)
Disposals of property and equipment—
 2,252
 4,301
 3,938
 —
 10,491
Acquisitions of businesses, net of cash acquired—
 (2,381,800) 244,581
 (103,065) —
 (2,240,284)
Other investing activities—
 (3,095) 328
 (4,112) —
 (6,879)
Net cash used in investing activities—
 (2,395,776) (283,713) (185,787) —
 (2,865,276)
Cash flows from financing activities:           
Proceeds from long-term borrowings—
 3,012,072
 —
 165,241
 —
 3,177,313
Payments of long-term borrowings—
 (833,854) (28,142) (111,693) —
 (973,689)
Net change in funding under the Receivables Facility—
 —
 —
 (254,200) —
 (254,200)
Payments of dividends—
 (103,115) —
 —
 —
 (103,115)
Proceeds from issuance of common stock—
 21,507
 —
 —
 —
 21,507
Repurchase of common stock—
 (24,410) —
 —
 —
 (24,410)
Other financing activities—
 (45,905) (2,958) (390) —
 (49,253)
Change in intercompany, net—
 197,144
 (383,074) 120,343
 65,587
 —
Net cash provided by (used in) financing activities—
 2,223,439
 (414,174) (80,699) 65,587
 1,794,153
Effect of foreign exchange rates on cash and cash equivalents—
 —
 —
 (4,524) —
 (4,524)
(Decrease) increase in cash and cash equivalents—
 (60,796) (7,669) 44,693
 —
 (23,772)
Cash and cash equivalents, beginning of period5
 111,512
 37,513
 89,767
 —
 238,797
Cash and cash equivalents, end of period$5
 $50,716
 $29,844
 $134,460
 $—
 $215,025


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Table of Contents
ARAMARK AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS
For the year ended September 29, 2017
(in thousands)
 
Aramark
(Parent)
 Issuers 
Guarantors 
 Non Guarantors Eliminations Consolidated
Net cash provided by operating activities$—
 $261,282
 $779,801
 $200,018
 $(188,275) $1,052,826
Cash flows from investing activities:           
Purchases of property and equipment and other—
 (20,939) (443,262) (88,528) —
 (552,729)
Disposals of property and equipment—
 494
 14,780
 3,632
 —
 18,906
Acquisitions of businesses, net of cash acquired—
 —
 (37,130) (104,992) —
 (142,122)
Other investing activities—
 (69,401) 36,946
 29,916
 —
 (2,539)
Net cash used in investing activities—
 (89,846) (428,666) (159,972) —
 (678,484)
Cash flows from financing activities:        
  
Proceeds from long-term borrowings—
 3,451,164
 —
 400,253
 —
 3,851,417
Payments of long-term borrowings—
 (3,572,268) (19,851) (319,873) —
 (3,911,992)
Net change in funding under the Receivables Facility—
 —
 —
 (13,800) —
 (13,800)
Payments of dividends—
 (100,813) —
 —
 —
 (100,813)
Proceeds from issuance of common stock—
 28,779
 —
 —
 —
 28,779
Repurchase of common stock—
 (100,000) —
 —
 —
 (100,000)
Other financing activities—
 (69,172) (2,973) 29,868
 —
 (42,277)
Change in intercompany, net—
 254,536
 (322,142) (120,669) 188,275
 —
Net cash used in financing activities—
 (107,774) (344,966) (24,221) 188,275
 (288,686)
Effect of foreign exchange rates on cash and cash equivalents—
 —
 —
 561
 —
 561
Increase in cash and cash equivalents—
 63,662
 6,169
 16,386
 —
 86,217
Cash and cash equivalents, beginning of period5
 47,850
 31,344
 73,381
 —
 152,580
Cash and cash equivalents, end of period$5
 $111,512
 $37,513
 $89,767
 $—
 $238,797


S-58


ARAMARK AND SUBSIDIARIES
SCHEDULE II -- VALUATION AND QUALIFYING ACCOUNTS AND RESERVES
FOR THE FISCAL YEARS ENDED SEPTEMBER 27, 2019, SEPTEMBER 28, 201830, 2022, OCTOBER 1, 2021 AND SEPTEMBER 29, 2017OCTOBER 2, 2020


AdditionsReductions
 Balance, Beginning of
Period		Charged to
Income
Deductions from Reserves(1)
Balance,
End of
Period
Description
Fiscal Year 2022
Allowance for credit losses$79,644 $1,923 $25,179 $56,388 
Fiscal Year 2021
Allowance for credit losses$74,925 $13,544 $8,825 $79,644 
Fiscal Year 2020
Allowance for credit losses$49,566 $64,655 $39,296 $74,925 
    Additions Reductions  
  Balance, Beginning of Period Charged to Income 
Deductions from Reserves(1)
 Balance, End of Period
Description        
Fiscal Year 2019        
Reserve for doubtful accounts, advances & current notes receivable $52,682
 $21,821
 $24,937
 $49,566
Fiscal Year 2018        
Reserve for doubtful accounts, advances & current notes receivable $53,416
 $22,009
 $22,743
 $52,682
Fiscal Year 2017        
Reserve for doubtful accounts, advances & current notes receivable $48,058
 $18,141
 $12,783
 $53,416
(1)Amounts determined not to be collectible and charged against the reserve and translation.


S-59
S-53

EXHIBIT INDEX
Copies of any of the following exhibits are available to Stockholders for the cost of reproduction upon written request to the Secretary, Aramark, 2400 Market Street, Philadelphia, PA 19103.
Exhibit No.
Description 
2.1#
2.2#
3.1
3.2
3.3
4.1
4.2
Supplemental Indenture, dated as of May 31, 2016, among Aramark Services, Inc., as issuer, Aramark, as parent guarantor, the subsidiary guarantors named therein and The Bank of New York Mellon, as trustee (incorporated by reference to Exhibit 4.2 of Aramark’s Current Report on Form 8-K filed with the SEC on June 6, 2016, pursuant to the Exchange Act (file number 001-36223)).
4.3
Indenture, dated as of May 31, 2016, among Aramark Services, Inc., as issuer, Aramark, as parent guarantor, the subsidiary guarantors named therein and The Bank of New York Mellon, as trustee (incorporated by reference to Exhibit 4.3 of Aramark’s Current Report on Form 8-K filed with the SEC on June 6, 2016, pursuant to the Exchange Act (file number 001-36223)).
4.4
Indenture dated as of March 22, 2017, among Aramark Services, Inc., as issuer, Aramark, as parent guarantor, the subsidiary guarantors named therein and The Bank of New York Mellon, as trustee (incorporated by reference to Exhibit 4.1 of Aramark's Current Report on Form 8-K filed with the SEC on March 28, 2017, pursuant to the Exchange Act (file number 001-36223)).
4.54.2
4.64.3
4.7*4.4
4.5
4.6
4.7
4.8
4.9
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Table of Contents
10.1
Credit Agreement, dated as of March 28, 2017, among Aramark Services, Inc., Aramark Intermediate HoldCo Corporation, ARAMARK Canada Ltd., ARAMARK Investments Limited, ARAMARK Ireland Holdings Limited, ARAMARK Regional Treasury Europe, Designated Activity Company, ARAMARK Holdings GmbH & Co. KG, Aramark International Finance S.à r.l..r.l., each subsidiary of the U.S.United States Borrower that from time to time becomes a party thereto, the financial institutions from time to time party thereto, the issuing banks named therein, JPMorgan Chase Bank, N.A., as administrative agent for the lenders and collateral agent for the secured parties thereunder (incorporated by reference to Exhibit 10.1 of Aramark’s Current Report on Form 8-K/A filed with the SEC on March 29, 2017, pursuant to the Exchange Act (file number 001-36223)).

S-60


10.2
Incremental Amendment No. 1, dated as of September 20, 2017, among Aramark Services, Inc. (the “Company”) Aramark Intermediate HoldCo Corporation, ARAMARK Canada Ltd. (“Aramark Canada”), ARAMARK Investments Limited (“Aramark UK”), and certain wholly-owned subsidiaries of the Company, the financial institutions party thereto and JPMorgan Chase Bank, N.A. as administrative agent for the Lenders (as defined below) and collateral agent for the secured parties thereunder to the credit agreement, dated March 28, 2017, among the Company, Aramark Intermediate HoldCo Corporation, Aramark Canada, Aramark UK, ARAMARK Ireland Holdings Limited, ARAMARK Regional Treasury Europe, Designated Activity Company, ARAMARK Holdings GmbH & Co. KG, Aramark International Finance S.à r.l..r.l. and certain wholly-owned domestic subsidiaries of the Company, the financial institutions from time to time party thereto (including the financial institutions party to the Incremental Amendment, the “Lenders”), the issuing banks named therein and JPMorgan Chase Bank, N.A., as administrative agent for the Lenders and collateral agent for the secured parties thereunder (incorporated by reference to Exhibit 10.1 to Aramark's Current Report on Form 8-K filed with the SEC on September 26, 2017, pursuant to the Exchange Act (file number 001-36223)).
10.3
Incremental Amendment No. 2, dated as of December 11, 2017, among Aramark Services, Inc., Aramark Intermediate HoldCo Corporation (“Holdings”) and certain wholly-owned subsidiaries of Aramark Services, Inc., the financial institutions party thereto and JPMorgan Chase Bank, N.A. as administrative agent for the Lenders (as defined below) and collateral agent for the secured parties thereunder to the credit agreement, dated March 28, 2017, among Aramark Services, Inc., Holdings, ARAMARK Canada Ltd., ARAMARK Investments Limited, ARAMARK Ireland Holdings Limited, ARAMARK Regional Treasury Europe, Designated Activity Company, ARAMARK Holdings GmbH & Co. KG, Aramark International Finance S.à r.l..r.l. and certain wholly-owned domestic subsidiaries of Aramark Services, Inc., the financial institutions from time to time party thereto (the “Lenders”), the issuing banks named therein and JPMorgan Chase Bank, N.A., as administrative agent for the Lenders and collateral agent for the secured parties thereunder (incorporated by reference to Exhibit 10.1 to Aramark’s Current Report on Form 8-K filed with the SEC on December 12, 2017 pursuant to the Exchange Act (file number 001-36223)).
10.4
Incremental Amendment No. 3, dated as of February 28, 2018, among Aramark Services, Inc., ARAMARK Canada Ltd., and Aramark Intermediate HoldCo Corporation (“Holdings”), the financial institutions party thereto and JPMorgan Chase Bank, N.A. as administrative agent for the Lenders (as defined below) and collateral agent for the secured parties thereunder to the credit agreement, dated March 28, 2017, among Aramark Services, Inc., Holdings, ARAMARK Canada Ltd., ARAMARK Investments Limited, ARAMARK Ireland Holdings Limited, ARAMARK Regional Treasury Europe, Designated Activity Company, ARAMARK Holdings GmbH & Co. KG, Aramark International Finance S.à r.l..r.l. and certain wholly-owned domestic subsidiaries of Aramark Services, Inc., the financial institutions from time to time party thereto (the “Lenders”), the issuing banks named therein and JPMorgan Chase Bank, N.A., as administrative agent for the Lenders and collateral agent for the secured parties thereunder (incorporated by reference to Exhibit 10.1 to Aramark's Quarterly Report on Form 10-Q filed with the SEC on May 8, 2018, pursuant to the Exchange Act (file number 001-36223)).
10.5
Amendment No. 4, dated as of May 11, 2018, among Aramark Services, Inc. (the “Company”), Sumitomo Mitsui Banking Corp. (the “Yen Term C Lender”) and JPMorgan Chase Bank, N.A. as administrative agent for the Lenders (as defined below) and collateral agent for the secured parties thereunder to the credit agreement, dated March 28, 2017, among the Company, Aramark Intermediate Holdco Corporation, ARAMARK Canada Ltd., ARAMARK Investments Limited, ARAMARK Ireland Holdings Limited, ARAMARK Regional Treasury Europe, Designated Activity Company, ARAMARK Holdings GmbH & Co. KG, Aramark International Finance S.à r.l..r.l. and certain wholly-owned domestic subsidiaries of the Company, the financial institutions from time to time party thereto (the “Lenders”), the issuing banks named therein and JPMorgan Chase Bank, N.A., as administrative agent for the Lenders and collateral agent for the secured parties thereunder (incorporated by reference to Exhibit 10.1 to Aramark's Quarterly Report on Form 10-Q filed with the SEC on August 7, 2018, pursuant to the Exchange Act (file number 001-36223)).
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Table of Contents
10.6
Amendment No. 5, dated as of May 24, 2018, among Aramark Services, Inc. (the “Company”), Aramark Intermediate HoldCo Corporation (“Holdings”), certain wholly-owned subsidiaries of the Company, each Converting U.S.United States Term B-2 Lender (as defined therein), the Additional U.S.United States Term B-2 Lender (as defined therein), the financial institutions party thereto and JPMorgan Chase Bank, N.A. as administrative agent for the Lenders (as defined below) and collateral agent for the secured parties thereunder to the credit agreement, dated March 28, 2017, among the Company, Holdings, ARAMARK Canada Ltd., ARAMARK Investments Limited, ARAMARK Ireland Holdings Limited, ARAMARK Regional Treasury Europe, Designated Activity Company, ARAMARK Holdings GmbH & Co. KG, Aramark International Finance S.à r.l..r.l. and certain wholly-owned domestic subsidiaries of the Company, the financial institutions from time to time party thereto (the “Lenders”), the issuing banks named therein and JPMorgan Chase Bank, N.A., as administrative agent for the Lenders and collateral agent for the secured parties thereunder (incorporated by reference to Exhibit 10.1 to Aramark’s Current Report on Form 8-K filed with the SEC on May 31, 2018 pursuant to the Exchange Act (file number 001-36223)).

S-61


10.7
Amendment No. 6, dated as of June 12, 2018, among Aramark Services, Inc. (the “Company”), Aramark Intermediate HoldCo Corporation (“Holdings”), certain wholly-owned subsidiaries of the Company, each Converting U.S.United States Term B-3 Lender (as defined therein), the Additional U.S.United States Term B-3 Lender (as defined therein), the financial institutions party thereto and JPMorgan Chase Bank, N.A. as administrative agent for the Lenders (as defined below) and collateral agent for the secured parties thereunder to the credit agreement, dated March 28, 2017, among the Company, Holdings, ARAMARK Canada Ltd., ARAMARK Investments Limited, ARAMARK Ireland Holdings Limited, ARAMARK Regional Treasury Europe, Designated Activity Company, ARAMARK Holdings GmbH & Co. KG, Aramark International Finance S.à r.l..r.l. and certain wholly-owned domestic subsidiaries of the Company, the financial institutions from time to time party thereto (the “Lenders”), the issuing banks named therein and JPMorgan Chase Bank, N.A., as administrative agent for the Lenders and collateral agent for the secured parties thereunder (incorporated by reference to Exhibit 10.1 to Aramark’s Current Report on Form 8-K filed with the SEC on June 18, 2018 pursuant to the Exchange Act (file number 001-36223)).
10.8
Amendment No. 7 (the “Amendment”), dated as of October 1, 2018, among Aramark Services, Inc. (the “Company”), Aramark Intermediate HoldCo Corporation (“Holdings”), Aramark Intermediate HoldCo Corporation (“Holdings”), ARAMARK Canada Ltd. (the “Canadian Borrower”), ARAMARK Investments Limited, ARAMARK Limited (together with ARAMARK Investments Limited, the “UK Borrowers”), ARAMARK Ireland Holdings Limited, ARAMARK Regional Treasury Europe, Designated Activity Company (together with ARAMARK Ireland Holdings Limited, the “Irish Borrowers”), ARAMARK Holdings Deutschland GMBH (as successor by merger to ARAMARK Holdings GmbH & Co. KG, the “German Borrower”), Aramark International Finance S.à r.l..r.l. (the “Luxembourg Borrower”), certain other wholly-owned subsidiaries of the Company, the financial institutions party thereto and JPMorgan Chase Bank, N.A. as administrative agent for the Lenders (as defined below) and collateral agent for the secured parties thereunder to the credit agreement, dated March 28, 2017, among the Company, Holdings, the Canadian Borrower, the UK Borrower, the Irish Borrowers, the German Borrower, the Luxembourg Borrower and certain other wholly-owned domestic subsidiaries of the Company, the financial institutions from time to time party thereto (the “Lenders”), the issuing banks named therein and JPMorgan Chase Bank, N.A., as administrative agent for the Lenders and collateral agent for the secured parties thereunder (incorporated by reference to Exhibit 10.1 to Aramark’s Current Report on Form 8-K filed with the SEC on October 4, 2018 pursuant to the Exchange Act (file number 001-36223)).
10.9
Incremental Amendment No. 8 (the “Incremental Amendment”), dated as of January 15, 2020, among Aramark Services, Inc. (the “Company”), Aramark Intermediate HoldCo Corporation (“Holdings”), certain wholly-owned subsidiaries of the Company, the United States Term B-4 Lenders (as defined therein) and JPMorgan Chase Bank, N.A. as administrative agent for the Lenders (as defined therein) and collateral agent for the secured parties thereunder amending that certain credit agreement, dated March 28, 2017, among the Company, Holdings, ARAMARK Canada Ltd., ARAMARK Investments Limited, ARAMARK Limited, ARAMARK Ireland Holdings Limited, ARAMARK Regional Treasury Europe, Designated Activity Company, ARAMARK Holdings Deutschland GMBH (as successor by merger to ARAMARK Holdings GmbH & Co. KG), Aramark International Finance S.à.r.l. and certain other wholly-owned domestic subsidiaries of the Company, the financial institutions from time to time party thereto (including the financial institutions party to the Incremental Amendment, the “Lenders”), the issuing banks named therein and JPMorgan Chase Bank, N.A., as administrative agent for the Lenders and collateral agent for the secured parties thereunder (incorporated by reference to Exhibit 10.1 to Aramark’s Current Report on Form 8-K filed with the SEC on January 16, 2020 pursuant to the Exchange Act (file number 001-36223)).
U.S.10.10
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10.11
10.12
Amendment No. 11 (the “Amendment”), dated as of April 6, 2021, among Aramark Services, Inc. (the “Company”), Aramark Intermediate HoldCo Corporation (“Holdings”), Aramark Intermediate HoldCo Corporation (“Holdings”), ARAMARK Canada Ltd. (the “Canadian Borrower”), ARAMARK Investments Limited, ARAMARK Limited (together with ARAMARK Investments Limited, the “UK Borrowers”), ARAMARK Ireland Holdings Limited, ARAMARK Regional Treasury Europe, Designated Activity Company (together with ARAMARK Ireland Holdings Limited, the “Irish Borrowers”), ARAMARK Holdings Deutschland GMBH (as successor by merger to ARAMARK Holdings GmbH & Co. KG, the “German Borrower”), Aramark International Finance S.à.r.l. (the “Luxembourg Borrower”), certain other wholly-owned subsidiaries of the Company, the financial institutions party thereto and JPMorgan Chase Bank, N.A. as administrative agent for the Lenders (as defined below) and collateral agent for the secured parties thereunder to the credit agreement, dated March 28, 2017, among the Company, Holdings, the Canadian Borrower, the UK Borrower, the Irish Borrowers, the German Borrower, the Luxembourg Borrower and certain other wholly-owned domestic subsidiaries of the Company, the financial institutions from time to time party thereto (including the financial institutions party to the Amendment, the “Lenders”), the issuing banks named therein and JPMorgan Chase Bank, N.A., as administrative agent for the Lenders and collateral agent for the secured parties thereunder (incorporated by reference to Exhibit 10.1 to Aramark's Quarterly Report on Form 10-Q filed with the SEC on August 10, 2021, pursuant to the Exchange Act (file number 001-36223)).
10.13
10.1010.14
10.11†10.15†
10.12†
Agreement Relating to Employment and Post-Employment Competition dated May 7, 2012 between Aramark Services, Inc. and Eric Foss (incorporated by reference to Exhibit 10.5 to Aramark Services, Inc.’s Quarterly Report on Form 10-Q filed with the SEC on May 9, 2012, pursuant to the Exchange Act (file number 001-04762)).
10.13†
Amendment, effective as of June 25, 2013, to the Letter Agreement dated May 7, 2012 between Aramark Services, Inc. and Eric Foss (incorporated by reference to Exhibit 10.6 to Aramark Services, Inc.’s Current Report on Form 8-K filed with the SEC on June 26, 2013, pursuant to the Exchange Act (file number 001-04762)).
10.14†
Letter Agreement, dated as of August 25, 2019, by and between Eric J. Foss and Aramark (incorporated by reference to Exhibit 10.1 to Aramark’s Current Report on Form 8-K filed with the SEC on August 26, 2019, pursuant to the Exchange Act (file number 001-36223)).
10.15†
Form of Agreement Relating to Employment and Post-Employment Competition and Schedule 1 listing each Executive Officer who is a party to such Agreement (incorporated by reference to Exhibit 10.1 to Aramark Services, Inc.’s Current Report on Form 8-K filed with the SEC on July 19, 2007, pursuant to the Exchange Act (file number 001-04762)).
10.16†
10.17†
Offer Letter dated July 20, 2012 between Aramark Services, Inc. and Stephen R. Reynolds (incorporated by reference to Exhibit 10.12 to Aramark Services, Inc.’s Annual Report on Form 10-K filed with the SEC on December 20, 2012, pursuant to the Exchange Act (file number 001-04762)).
10.18†
Agreement Relating to Employment and Post-Employment Competition dated December 6, 2012 between Aramark Services, Inc. and Stephen R. Reynolds (incorporated by reference to Exhibit 10.13 to Aramark Services, Inc.’s Annual Report on Form 10-K filed with the SEC on December 20, 2012, pursuant to the Exchange Act (file number 001-04762)).

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Offer Letter dated September 6, 2016 between Aramark and Keith Bethel.
10.20*†
Agreement Relating to Employment and Post-Employment Competition dated November 26, 2013 between Aramark Corporation and Keith Bethel.
10.21*†
Offer Letter dated February 4, 2019 between Aramark and Lauren A. Harrington.
10.22*†
Agreement Relating to Employment and Post-Employment Competition dated August 25, 2019 between Aramark and Lauren A. Harrington.
10.23†
Offer Letter dated March 12, 2015, between Aramark and Stephen P. Bramlage, Jr.Harrington (incorporated by reference to Exhibit 10.110.21 to Aramark’s QuarterlyAnnual Report on Form 10-Q10-K filed with the SEC on May 13, 2015,November 26, 2019, pursuant to the Exchange Act (file number 001-36223)).
10.24†10.18†
10.25†10.19†
10.26†10.20†
10.21†
10.27†10.22†
10.23†
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10.24†
10.25†
10.26†
10.28†10.27†
10.29*†10.28†
10.30†
Indemnification Agreement dated May 7, 2012 between Eric Foss and Aramark Services, Inc. (incorporated by reference to Exhibit 10.610.29 to Aramark Services, Inc.’s Quarterly Report on Form 10-Q filed with the SEC on May 9, 2012, pursuant to the Exchange Act (file number 001-04762)).
10.31†
Indemnification Agreement dated December 12, 2012 between Stephen R. Reynolds and Aramark Services, Inc. (incorporated by reference to Exhibit 10.22 to Aramark Services, Inc.’sAramark’s Annual Report on Form 10-K filed with the SEC on December 20, 2012,November 26, 2019, pursuant to the Exchange Act (file number 001-04762)001-36223)).
10.32†10.29†
10.33†10.30†
10.34†10.31†
10.35†
Aramark 2001 Deferred Compensation Plan (incorporated by reference to Exhibit 10.1 to Aramark Services, Inc.’s Registration Statement on Form S-8 filed with the SEC on May 24, 2002 (file number 333-89120)).
10.36†10.32†
10.37†10.33†
10.38†10.34†
10.35†
10.39†10.36†
10.40†10.37†
10.41†10.38†

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10.42*†10.39†
10.43†10.40†
10.44†10.41†
10.45†10.42†

10.46†10.43†
10.47†10.44†
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10.48†10.45†
10.49†
Form of Non-Qualified Stock Option Agreement (incorporated by reference to Exhibit 10.3 to Aramark Services, Inc.’s Current Report on Form 8-K filed with the SEC on March 1, 2010, pursuant to the Exchange Act (file number 001-04762)).
10.50†
Form of Non-Qualified Stock Option Agreement (incorporated by reference to Exhibit 10.3 to Aramark Services, Inc.’s Current Report on Form 8-K filed with the SEC on June 22, 2011, pursuant to the Exchange Act (file number 001-04762)).
10.51†
Amendment to Outstanding Non-Qualified Stock Option Agreements dated March 1, 2010 (incorporated by reference to Exhibit 10.1 to Aramark Services, Inc.’s Current Report on Form 8-K filed with the SEC on March 1, 2010, pursuant to the Exchange Act (file number 001-04762)).
10.52†
Form of Amendment to Outstanding Non-Qualified Stock Option Agreements (incorporated by reference to Exhibit 10.4 to Aramark Services, Inc.’s Current Report on Form 8-K filed with the SEC on June 22, 2011, pursuant to the Exchange Act (file number 001-04762)).
10.53†
Form of Non-Qualified Stock Option Agreement (incorporated by reference to Exhibit 10.2 to Aramark Services, Inc.’s Quarterly Report on Form 10-Q filed with the SEC on May 9, 2012, pursuant to the Exchange Act (file number 001-04762)).
10.54†
Form of Non-Qualified Stock Option Award Agreement (incorporated by reference to Exhibit 10.2 to Aramark Services, Inc.’s Current Report on Form 8-K filed with the SEC on June 26, 2013, pursuant to the Exchange Act (file number 001-04762)).
10.55†10.46†
10.56†10.47†
10.57†10.48†
10.58†10.49†
Schedule 1s to Outstanding Non-Qualified Stock Option Agreements (incorporated by reference to Exhibit 10.18 to Aramark Services, Inc.’s Annual Report on Form 10-K filed with the SEC on December 15, 2009, pursuant to the Exchange Act (file number 001-04762)).
10.59†
Schedules 1 to Outstanding Non-Qualified Stock Option Agreements (incorporated by reference to Exhibit 10.2 to Aramark Services, Inc.’s Current Report on Form 8-K filed with the SEC on March 1, 2010, pursuant to the Exchange Act (file number 001-04762)).
10.60†
New Schedule 1 to Form of Non-Qualified Stock Option Agreement (incorporated by reference to Exhibit 10.2 to Aramark Services, Inc.’s Current Report on Form 8-K filed with the SEC on November 18, 2011, pursuant to the Exchange Act (file number 001-04762)).
10.61†
Revised Schedule 1s to outstanding Non-Qualified Stock Option Agreements (incorporated by reference to Exhibit 10.3 to Aramark Services, Inc.’s Current Report on Form 8-K filed with the SEC on November 18, 2011, pursuant to the Exchange Act (file number 001-04762)).
10.62†
New Schedule 1 to Form of Non-Qualified Stock Option Agreement (incorporated by reference to Exhibit 10.1 to Aramark Services, Inc.’s Current Report on Form 8-K filed with the SEC on November 19, 2012, pursuant to the Exchange Act (file number 001-04762)).

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Revised Schedule 1s to outstanding Non-Qualified Stock Option Agreements (incorporated by reference to Exhibit 10.2 to Aramark Services, Inc.’s Current Report on Form 8-K filed with the SEC on November 19, 2012, pursuant to the Exchange Act (file number 001-04762)).
10.64†
Revised Schedule 1s to Outstanding Non-Qualified Stock Option Agreements (incorporated by reference to Exhibit 10.68 to Aramark’s Form S-1/A filed with the SEC on November 19, 2013 (file number 333-191057)).
10.65†10.50†
10.66†10.51†
10.67†10.52†
10.68†10.53†
10.69†10.54†
10.70†10.55†
10.71†10.56†
10.72†10.57†
10.73†
Form of Restricted Stock Unit Award Agreement (Relative TSR Vesting) (incorporated by reference to Exhibit 10.63 to Aramark’s Annual Report on Form 10-K filed with the SEC on December 1, 2015, pursuant to the Exchange Act (file number 001-36223)).
10.74†
Form of Performance Restricted Stock Award Agreement (Relative TSR Vesting) (incorporated by reference to Exhibit 10.64 to Aramark’s Annual Report on Form 10-K filed with the SEC on December 1, 2015, pursuant to the Exchange Act (file number 001-36223)).
10.75†

Form of Schedule I to Performance Stock Unit Award Agreement (incorporated by reference to Exhibit 10.67 to Aramark’s Annual Report on Form 10-K filed with the SEC on November 23, 2016, pursuant to the Exchange Act (file number 001-36223)).
10.76†

Form of Schedule I to Performance Restricted Stock Award Agreement (incorporated by reference to Exhibit 10.68 to Aramark’s Annual Report on Form 10-K filed with the SEC on November 23, 2016, pursuant to the Exchange Act (file number 001-36223)).
10.77†

Form of Schedule I to Non-Qualified Stock Option Award Agreement (Relative TSR Vesting) (incorporated by reference to Exhibit 10.69 to Aramark’s Annual Report on Form 10-K filed with the SEC on November 23, 2016, pursuant to the Exchange Act (file number 001-36223)).
10.78†

Form of Schedule I to Restricted Stock Unit Award Agreement (Relative TSR Vesting) (incorporated by reference to Exhibit 10.70 to Aramark’s Annual Report on Form 10-K filed with the SEC on November 23, 2016, pursuant to the Exchange Act (file number 001-36223)).
10.79†
Form of Schedule I to Performance Restricted Stock Award Agreement (Relative TSR Vesting) (incorporated by reference to Exhibit 10.71 to Aramark’s Annual Report on Form 10-K filed with the SEC on November 23, 2016, pursuant to the Exchange Act (file number 001-36223)).
10.80†
Form of Restricted Stock Unit Award (Time Vesting) (Retirement Notice/Full Vest) (incorporated by reference to Exhibit 10.70 to Aramark's Annual Report on Form 10-K filed with the SEC on November 22, 2017 pursuant to the Exchange Act (file number 001-36223).
10.81†10.58†
10.82†10.59†

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10.83†10.60†
10.84†10.61†
Form of Performance Stock Unit Award (Retirement Notice/2Y Vest) (incorporated by reference to Exhibit 10.74 to Aramark's Annual Report on Form 10-K filed with the SEC on November 22, 2017 pursuant to the Exchange Act (file number 001-36223).
10.85†10.62†
10.86†10.63†
10.87†10.64†
10.88†10.65†
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10.89†10.66†
10.67†
10.68†
10.69†
10.70†
10.71†
10.72†
10.73†
10.74†
10.75†
10.76†
10.90†10.77†
10.91†10.78†
10.92†
Form of Schedule I to Non-Qualified Stock Option Award (Relative TSR Vesting) (incorporated by reference to Exhibit 10.82 to Aramark's Annual Report on Form 10-K filed with the SEC on November 22, 2017 pursuant to the Exchange Act (file number 001-36223).
10.93*†
Form of Non-Qualified Stock Option Award.
10.94*†
Form of Restricted Stock Unit Award (Time Vesting).
10.95*†
Form of Performance Stock Unit Award.
10.96*†
Form of Schedule I to Performance Stock Unit Award.
10.97†
Form of Deferred Stock Unit Award Agreement under the Fifth Amended and Restated Aramark 2007 Management Stock Incentive Plan (incorporated by reference to Exhibit 10.46 to Aramark’s Form S-1/A filed with the SEC on November 19, 2013 (file number 333-191057)).
10.98†10.79†
10.99†10.80†

10.100†10.81†
10.101†10.82†
10.10210.83
Amended and Restated Master Distribution Agreement effective as of March 5, 2011 between SYSCO Corporation and ARAMARK Food and Support Services Group, Inc. (incorporated by reference to Exhibit 10.1 to Aramark Services, Inc.’s Quarterly Report on Form 10-Q filed with the SEC on May 12, 2011, pursuant to the Exchange Act (file number 001-04762)) (portions omitted pursuant to a grant of confidential treatment).
10.103
Amendment Agreement, dated February 26, 2014, to the Master Distribution Agreement dated as of November 25, 2006, between SYSCO Corporation and ARAMARK Food and Support Services Group, Inc., as amended and restated effective as of March 5, 2011 (incorporated by reference to Exhibit 10.71 to Aramark’s Form S-1/A filed with the SEC on February 26, 2014 (file number 333-194077)) (portions omitted pursuant to a grant of confidential treatment).

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Stewardship Framework Agreement by and between Aramark and MR BridgeStone Advisor LLC, on behalf of itself and its affiliated funds, dated October 6, 2019. (incorporated by reference to Exhibit 10.1 to Aramark’s Current Report on Form 8-K filed with the SEC on October 7, 2019, pursuant to the Exchange Act (file number 001-36223)).
21.1*10.84
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10.85
10.86
10.87*†
10.88*†
10.89*†
10.90*†
10.91*†
10.92*†
10.93*†
10.94*†
21.1*
23.1*
31.1*23.2*
31.1*
31.2*
32.1*
101.SCH*
101
The following financial information from Aramark's Annual Report on Form 10-K for the period ended September 30, 2022 formatted in inline XBRL: (i) Consolidated Balance Sheets as of September 30, 2022 and October 1, 2021; (ii) Consolidated Statements of Income (Loss) for the fiscal years ended September 30, 2022, October 1, 2021 and October 2, 2020; (iii) Consolidated Statements of Comprehensive Income (Loss) for the fiscal years ended September 30, 2022, October 1, 2021 and October 2, 2020; (iv) Consolidated Statements of Cash Flows for the fiscal years ended September 30, 2022, October 1, 2021 and October 2, 2020; (v) Consolidated Statements of Stockholders' Equity for the fiscal years ended September 30, 2022, October 1, 2021 and October 2, 2020; (vi) Notes to Consolidated Financial Statements; and (vii) Schedule II-Valuation and Qualifying Accounts and Reserves for the fiscal years ended September 30, 2022, October 1, 2021 and October 2, 2020
101.SCH*Inline XBRL Taxonomy Extension Schema Document
101.CAL*Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF*Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB*Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE*Inline XBRL Taxonomy Extension Presentation Linkbase Document
104*Inline XBRL for the cover page of this Annual Report on Form 10-K; included in Exhibit 101 Inline XBRL document set.
*    Filed herewith.
†    Identifies exhibits that consist of management contract or compensatory arrangement.
#
#     These merger agreements are filed as exhibits to this Annual Report on Form 10-K to provide investors and security holders with information regarding their terms. They are not intended to provide any other factual or financial information about the Company, Avendra, AmeriPride or their respective subsidiaries and affiliates. The representations, warranties and covenants contained in each of the merger agreements were made only for purposes of that agreement and as of the date of such merger agreement or such other date as is specified in such merger agreement; were solely for the benefit of the parties to such merger agreement; have been qualified by confidential disclosures made for the purposes of allocating contractual risk between the parties to such merger agreement instead of establishing these matters as facts; and are subject to materiality qualifications contained in such merger agreement that may differ from what may be viewed as material by investors. Investors should not rely on the representations, warranties and covenants or any description thereof as characterizations of the actual state of facts or condition of the Company, Avendra, AmeriPride or any of their respective subsidiaries or affiliates. Moreover, information concerning the subject matter of the representations, warranties and covenants may change after the date of the merger agreements, which subsequent information may or may not be fully reflected in public disclosures by the Company. The merger agreements should not be read alone but should instead be read alone but should instead be read
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in conjunction with the other information that is or will be included in reports and other filings that the Company files with the Securities and Exchange Commission.
The XBRL instance document does not appear in the interactive data file because the XBRL tags are embedded within the inline XBRL document.









The agreements and other documents filed as exhibits to this report are not intended to provide factual information or other disclosure other than with respect to the terms of the agreements or other documents themselves, and should not be relied upon for that purpose. In particular, any representations and warranties made by the Company in these agreements or other documents were made solely within the specific context of the relevant agreement or document and may not describe the actual state of affairs as of the date they were made or at any other time.

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