Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 24, 2016 | Oct. 24, 2016 | |
Document and Entity Information [Abstract] | ||
Document Type | 10-Q | |
Document Period End Date | Sep. 24, 2016 | |
Amendment Flag | false | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2,016 | |
Current Fiscal Year End Date | --12-31 | |
Entity Central Index Key | 1,000,228 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Trading Symbol | HSIC | |
Entity Registrant Name | HENRY SCHEIN INC | |
Entity Voluntary Filers | No | |
Entity Well-known Seasoned Issuer | Yes | |
Entity Common Stock, Shares Outstanding | 80,490,951 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 24, 2016 | Dec. 26, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 76,192 | $ 72,086 |
Accounts receivable, net of reserves of $78,460 and $77,008 | 1,367,604 | 1,229,816 |
Inventories, net | 1,468,312 | 1,509,957 |
Deferred income taxes | 0 | 58,159 |
Prepaid expenses and other | 373,847 | 361,082 |
Total current assets | 3,285,955 | 3,231,100 |
Property and equipment, net | 324,108 | 318,476 |
Goodwill | 1,975,566 | 1,907,593 |
Other intangibles, net | 593,260 | 592,971 |
Investments and other | 454,704 | 454,600 |
Total assets | 6,633,593 | 6,504,740 |
Current liabilities: | ||
Accounts payable | 931,090 | 1,005,798 |
Bank credit lines | 333,123 | 328,631 |
Current maturities of long-term debt | 17,460 | 17,331 |
Accrued expenses: | ||
Payroll and related | 249,938 | 258,416 |
Taxes | 158,157 | 161,760 |
Other | 349,887 | 375,061 |
Total current liabilities | 2,039,655 | 2,146,997 |
Long-term debt | 718,024 | 463,752 |
Deferred income taxes | 143,612 | 252,862 |
Other liabilities | 257,755 | 212,121 |
Total liabilities | 3,159,046 | 3,075,732 |
Redeemable noncontrolling interests | 571,369 | 542,194 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Preferred stock, $.01 par value, 1,000,000 shares authorized, none outstanding | 0 | 0 |
Common stock, $.01 par value, 240,000,000 shares authorized, 80,644,289 outstanding on September 24, 2016 and 82,415,320 outstanding on December 26, 2015 | 806 | 824 |
Additional paid-in capital | 119,918 | 207,374 |
Retained earnings | 2,996,773 | 2,895,997 |
Accumulated other comprehensive income (loss) | (222,180) | (219,939) |
Total Henry Schein, Inc. stockholders' equity | 2,895,317 | 2,884,256 |
Noncontrolling interests | 7,861 | 2,558 |
Total stockholders' equity | 2,903,178 | 2,886,814 |
Total liabilities, redeemable noncontrolling interests and stockholders' equity | $ 6,633,593 | $ 6,504,740 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Sep. 24, 2016 | Dec. 26, 2015 |
Current assets: | ||
Accounts receivable, reserves (in dollars) | $ 78,460 | $ 77,008 |
Stockholders' equity: | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 1,000,000 | 1,000,000 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 240,000,000 | 240,000,000 |
Common stock, shares outstanding (in shares) | 80,644,289 | 82,415,320 |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 24, 2016 | Sep. 26, 2015 | Sep. 24, 2016 | Sep. 26, 2015 | |
Income Statement [Abstract] | ||||
Net sales | $ 2,865,148 | $ 2,685,835 | $ 8,450,734 | $ 7,778,801 |
Cost of sales | 2,075,657 | 1,936,927 | 6,078,622 | 5,565,820 |
Gross profit | 789,491 | 748,908 | 2,372,112 | 2,212,981 |
Operating expenses: | ||||
Selling, general and administrative | 583,400 | 551,588 | 1,784,709 | 1,657,180 |
Restructuring costs | 5,370 | 8,438 | 29,811 | 22,522 |
Operating income | 200,721 | 188,882 | 557,592 | 533,279 |
Other income (expense): | ||||
Interest income | 3,141 | 3,129 | 10,045 | 9,841 |
Interest expense | (7,488) | (6,297) | (21,982) | (18,850) |
Other, net | (199) | (277) | 3,206 | (334) |
Income before taxes and equity in earnings of affiliates | 196,175 | 185,437 | 548,861 | 523,936 |
Income taxes | (56,601) | (49,232) | (159,099) | (152,143) |
Equity in earnings of affiliates | 5,717 | 5,191 | 13,160 | 10,791 |
Net income | 145,291 | 141,396 | 402,922 | 382,584 |
Less: Net income attributable to noncontrolling interests | (11,578) | (13,661) | (35,360) | (33,474) |
Net income attributable to Henry Schein, Inc. | $ 133,713 | $ 127,735 | $ 367,562 | $ 349,110 |
Earnings per share attributable to Henry Schein, Inc.: | ||||
Basic (in dollars per share) | $ 1.65 | $ 1.54 | $ 4.52 | $ 4.2 |
Diluted (in dollars per share) | $ 1.63 | $ 1.52 | $ 4.47 | $ 4.14 |
Weighted-average common shares outstanding: | ||||
Basic (in shares) | 80,896 | 82,858 | 81,300 | 83,042 |
Diluted (in shares) | 81,855 | 84,084 | 82,317 | 84,312 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 24, 2016 | Sep. 26, 2015 | Sep. 24, 2016 | Sep. 26, 2015 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 145,291 | $ 141,396 | $ 402,922 | $ 382,584 |
Other comprehensive income (loss), net of tax: | ||||
Foreign currency translation gain (loss) | (6,463) | (38,730) | (2,041) | (112,877) |
Unrealized gain (loss) from foreign currency hedging activities | (603) | 1,924 | 1,026 | 1,270 |
Unrealized investment gain (loss) | 0 | 0 | 0 | 2 |
Pension adjustment gain (loss) | 209 | 1,363 | 10 | 2,537 |
Other comprehensive income (loss), net of tax | (6,857) | (35,443) | (1,005) | (109,068) |
Comprehensive income (loss) | 138,434 | 105,953 | 401,917 | 273,516 |
Comprehensive income attributable to noncontrolling interests: | ||||
Net income | (11,578) | (13,661) | (35,360) | (33,474) |
Foreign currency translation loss (gain) | (716) | 1,498 | (1,236) | 4,518 |
Comprehensive income attributable to noncontrolling interests | (12,294) | (12,163) | (36,596) | (28,956) |
Comprehensive income (loss) attributable to Henry Schein, Inc. | $ 126,140 | $ 93,790 | $ 365,321 | $ 244,560 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY - 9 months ended Sep. 24, 2016 - USD ($) $ in Thousands | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Noncontrolling Interests [Member] |
Beginning Balance at Dec. 26, 2015 | $ 2,886,814 | $ 824 | $ 207,374 | $ 2,895,997 | $ (219,939) | $ 2,558 |
Beginning Balance, shares (in shares) at Dec. 26, 2015 | 82,415,320 | 82,415,320 | ||||
Net income (excluding $34,849 attributable to Redeemable noncontrolling interests) | $ 368,073 | $ 0 | 0 | 367,562 | 0 | 511 |
Foreign currency translation gain (loss) (excluding gain of $1,228 attributable to Redeemable noncontrolling interests) | (3,269) | 0 | 0 | 0 | (3,277) | 8 |
Unrealized gain from foreign currency hedging activities net of tax of $290 | 1,026 | 0 | 0 | 0 | 1,026 | 0 |
Unrealized investment gain, net of tax of $0 | 0 | |||||
Pension adjustment gain, net of tax benefit of $23 | 10 | 0 | 0 | 0 | 10 | 0 |
Dividends paid | (370) | 0 | 0 | 0 | 0 | (370) |
Initial noncontrolling interests and adjustments related to business acquisitions | 5,144 | 0 | 0 | 0 | 0 | 5,144 |
Change in fair value of redeemable securities | (49,648) | 0 | (49,648) | 0 | 0 | 0 |
Other adjustments | 12 | 0 | 2 | 0 | 0 | 10 |
Repurchase and retirement of common stock - Value | (350,001) | $ (22) | (83,193) | (266,786) | 0 | 0 |
Repurchase and retirement of common stock - Shares | (2,180,440) | |||||
Stock issued upon exercise of stock options, including tax benefit of $16,528 - Value | 26,282 | $ 1 | 26,281 | 0 | 0 | 0 |
Stock issued upon exercise of stock options, including tax benefit - Shares | 177,837 | |||||
Stock-based compensation expense - Value | 43,627 | $ 4 | 43,623 | 0 | 0 | 0 |
Stock-based compensation expense - Shares | 367,107 | |||||
Shares withheld for payroll taxes - Value | (28,779) | $ (1) | (28,778) | 0 | 0 | 0 |
Shares withheld for payroll taxes - Shares | (163,478) | |||||
Settlement of stock-based compensation awards | 4,257 | $ 0 | 4,257 | 0 | 0 | 0 |
Settlement of stock-based compensation awards, shares | 27,943 | |||||
Ending Balance at Sep. 24, 2016 | $ 2,903,178 | $ 806 | $ 119,918 | $ 2,996,773 | $ (222,180) | $ 7,861 |
Ending Balance, shares (in shares) at Sep. 24, 2016 | 80,644,289 | 80,644,289 |
CONSOLIDATED STATEMENTS OF CHA7
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (Parenthetical) $ in Thousands | 9 Months Ended |
Sep. 24, 2016USD ($) | |
Statement of Stockholders' Equity [Abstract] | |
Net income attributable to redeemable noncontrolling interests | $ 34,849 |
Foreign currency translation gain (loss) attributable to Redeemable noncontrolling interests | 1,228 |
Unrealized gain (loss) from foreign currency hedging activities, (tax benefit) tax | 290 |
Pension adjustment gain (loss), tax benefit (tax) | 23 |
Stock issued upon exercise of stock options, tax benefit | $ 16,528 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 24, 2016 | Sep. 26, 2015 | |
Cash flows from operating activities: | ||
Net income | $ 402,922 | $ 382,584 |
Adjustments to reconcile net income to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 125,829 | 118,891 |
Stock-based compensation expense | 43,627 | 35,080 |
Provision for losses on trade and other accounts receivable | 1,736 | 2,878 |
Provision for (benefit from) deferred income taxes | (13,425) | (7,818) |
Equity in earnings of affiliates | (13,160) | (10,791) |
Distributions from equity affiliates | 12,104 | 11,316 |
Changes in unrecognized tax benefits | 4,252 | 8,541 |
Other | 8,392 | 7,131 |
Changes in operating assets and liabilities, net of acquisitions: | ||
Accounts receivable | (131,586) | (111,890) |
Inventories | 48,513 | (108,268) |
Other current assets | (35,781) | (63,485) |
Accounts payable and accrued expenses | (102,470) | 24,361 |
Net cash provided by (used in) operating activities | 350,953 | 288,530 |
Cash flows from investing activities: | ||
Purchases of fixed assets | (44,525) | (52,164) |
Payments for equity investments and business acquisitions, net of cash acquired | (126,543) | (142,078) |
Proceeds from sales of available-for-sale securities | 0 | 20 |
Other | (8,766) | (9,247) |
Net cash provided by (used in) investing activities | (179,834) | (203,469) |
Cash flows from financing activities: | ||
Proceeds from (repayments of) bank borrowings | (3,274) | 4,920 |
Proceeds from issuance of long-term debt | 260,000 | 135,000 |
Debt issuance costs | (233) | (150) |
Principal payments for long-term debt | (9,293) | (70,585) |
Proceeds from issuance of stock upon exercise of stock options | 9,754 | 11,625 |
Payments for repurchases of common stock | (350,001) | (150,863) |
Excess tax benefit related to stock-based compensation | (463) | 2,932 |
Distributions to noncontrolling shareholders | (26,366) | (22,316) |
Acquisitions of noncontrolling interests in subsidiaries | (51,265) | (8,570) |
Net cash provided by (used in) financing activities | (171,141) | (98,007) |
Effect of exchange rate changes on cash and cash equivalents | 4,128 | (16,047) |
Net change in cash and cash equivalents | 4,106 | (28,993) |
Cash and cash equivalents, beginning of period | 72,086 | 89,474 |
Cash and cash equivalents, end of period | $ 76,192 | $ 60,481 |
Basis of Presentation
Basis of Presentation | 9 Months Ended |
Sep. 24, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Note 1 – Basis of Presentation O ur consolidated financial statements include our accounts, as well as those of our wholly-owned and majority-owned subsidiaries. Certain prior period amounts have been reclassified to conform to the current period presentation. Our accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) for interim financial information and with the instructions to For m 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnote disclosures required by U.S. GAAP for complete financial statements. The consolidated financial statements reflect all adjustments considered n ecessary for a fair presentation of the consolidated results of operations and financial position for the interim periods presented. All such adjustments are of a normal recurring nature. These unaudited interim consolidated financial statements should b e read in conjunction with the audited consolidated financial statements and notes to the consolidated financial statements contained in our Annual Report on Form 10-K for the year ended December 26, 2015 . The preparation of financial statements in confo rmity with U.S. GAAP requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities, at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The results of operations for the nine months ended September 24, 2016 are not necessarily indicative of the results to be expected for any other interim period or for the year ending December 31, 2016 . |
Segment Data
Segment Data | 9 Months Ended |
Sep. 24, 2016 | |
Segment Reporting [Abstract] | |
Segment Data | Note 2 – Segment Data We conduct our business through two reportable segments: ( i ) health care distribution and (ii) technology and value-added services. These segments offer different products and services to the same customer base. The health care distribution reportable segment aggregates our global dental, animal health and medical operating segments. This segment distributes consumable products, small equipment, laboratory products, large equipment, equipment repair services, branded and ge neric pharmaceuticals, vaccines, surgical products, diagnostic tests, infection-control products and vitamins. Our global dental group serves office-based dental practitioners, dental laboratories, schools and other institutions. Our global animal health group serves animal health practices and clinics. Our global medical group serves office-based medical practitioners, ambulatory surgery centers, other alternate-care settings and other institutions. Our global dental, animal health and medical groups s erve practitioners in 33 countries worldwide. Our global technology and value-added services group provides software, technology and other value-added services to health care practitioners. Our technology group offerings include practic e management software systems for dental and medical practitioners and animal health clinics. Our value-added practice solutions include financial services on a non-recourse basis, e-services, continuing education services for practitioners, consulting an d other services. The following tables present information about our reportable and operating segments: Three Months Ended Nine Months Ended September 24, September 26, September 24, September 26, 2016 2015 2016 2015 Net Sales: Health care distribution (1): Dental $ 1,330,525 $ 1,266,321 $ 4,005,468 $ 3,837,137 Animal health 790,279 732,533 2,415,290 2,165,415 Medical 639,648 597,243 1,716,590 1,511,295 Total health care distribution 2,760,452 2,596,097 8,137,348 7,513,847 Technology and value-added services (2) 104,696 89,738 313,386 264,954 Total $ 2,865,148 $ 2,685,835 $ 8,450,734 $ 7,778,801 *CS *CE (1) Consists of consumable products, small equipment, laboratory products, large equipment, equipment repair services, branded and generic pharmaceuticals, vaccines, surgical products, diagnostic tests, infection-control products and vitamins. (2) Consists of practice management software and other value-added products, which are distributed primarily to health care providers, and financial services on a non-recourse basis, e-services, continuing education services for practitioners, consulting and other services. Three Months Ended Nine Months Ended September 24, September 26, September 24, September 26, 2016 2015 2016 2015 Operating Income: Health care distribution $ 170,158 $ 161,702 $ 468,610 $ 454,009 Technology and value-added services 30,563 27,180 88,982 79,270 Total $ 200,721 $ 188,882 $ 557,592 $ 533,279 |
Debt
Debt | 9 Months Ended |
Sep. 24, 2016 | |
Debt Disclosure [Abstract] | |
Debt | Note 3 – Debt Bank Credit Line s On September 12, 2012 , we entered into a $ 500 million revolving credit agreement (the “Credit Agreement”) with a $ 200 million expansion feature, which was originally set to expire on September 12, 2017 . O n September 22, 2014, we extended the expiration date of the Credit Agreement to September 22, 2019 . The interest rate is based on the USD LIBOR plus a spread based on our leverage ratio at the end of each financial reporting quarter. The Credit Agreement provides, among other things, that we are required to maintain maximum leverage ratios, and contains customary representations, warranties and affirmative covenants. The Credit Agreement also contains customary negative covenants, subject to exceptions on liens, indebtedness, significant corporate changes (including mergers), dispositions and certain restrictive agreements. As of September 24, 2016 and December 26, 2015 , the borrowings on this revolving credit facility were $ 0.0 milli on and $ 40.0 million, respectively. As of September 24, 2016 and December 26, 2015 , there were $ 13.4 m illion and $ 11.4 million of letters of credit , respectively, provided to third parties under the credit facility . As of September 24, 2016 and December 26, 2015 , we had various other short-term bank credit lines available, of which $ 333.1 m illion and $ 288.6 million, respectively, were outstanding. At September 24, 2016 and December 26, 2015 , borrowings under all of our credit lines had a weighted average interest rate of 1.41 % and 1.21 %, respectively. Private Placement Facilities On August 10, 2010, we entered into $ 400 million private placement facilities with two insurance companies. On April 30, 2012, we increased our available credit facilities by $ 375 million by entering into a n additional agreement with one insurance company and amending our existing agreements with two insurance companies. On September 22, 2014, we increased our available private placement facilities by $ 200 million to a total facility amou nt of $ 975 million, and extended the expiration date to September 22, 2017. These facilities are available on an uncommitted basis at fixed rate economic terms to be agreed upon at the time of issuance, from time to time through September 22, 2017. The f acilities allow us to issue senior promissory notes to the lenders at a fixed rate based on an agreed upon spread over applicable treasury notes at the time of issuance. The term of each possible issuance will be selected by us and can range from five to 15 years (with an average life no longer than 12 years). The proceeds of any issuances under the facilities will be used for general corporate purposes, including working capital and capital expenditures, to refinance existing indebtedness and/or to fund p otential acquisitions. The agreements provide, among other things, that we maintain certain maximum leverage ratios, and contain restrictions relating to subsidiary indebtedness, liens, affiliate transactions, disposal of assets and certain changes in own ership. These facilities contain make-whole provisions in the event that we pay off the facilities prior to the applicable due dates. The components of our private placement facility borrowings as of September 24, 2016 are presented in the following t able (in thousands): Amount of Borrowing Borrowing Date of Borrowing Outstanding Rate Due Date September 2, 2010 $ 100,000 3.79 % September 2, 2020 January 20, 2012 50,000 3.45 January 20, 2024 January 20, 2012 (1) 42,857 3.09 January 20, 2022 December 24, 2012 50,000 3.00 December 24, 2024 June 2, 2014 100,000 3.19 June 2, 2021 $ 342,857 (1) Annual repayments of approximately $7.1 million for this borrowing commenced on January 20, 2016. U.S. Trade Accounts Receivable Securitization On April 17, 2013 , we entered into a facility agreement of up to $ 300 million with a bank, as agent, based on the securitization of our U.S. trade accounts receivable. This facility allowed us to replace public debt (approximately $ 220 million), which had a higher interest rate at Henry Schein Animal Health during February 2013 and provided funding for working capital and general corporate purposes. The financing was struct ured as an asset-backed securitization program with pricing committed for up to three years. On April 17 , 2015, we extended the expiration date of this facility agreement to April 15, 201 8, and on June 1, 2016, we extended the expiration date of this faci lity agreement to April 29, 2019 and increased the purchase limit under the facility from $300 million to $ 350 million . The borrowings outstanding under this securitization facility were $ 350.0 million and $90.0 million as of September 24, 2016 and December 26, 2015 , respectively . At September 24, 2016 , the interest rate on borrowings under this facility was based on the asset-backed commercial paper rate of 84 basis points plus 75 basis points, for a combined rate of 1.59 %. At December 26, 2015 , the interest rate on borrowings under this facility was based on the asset-b acked commercial paper rate of 40 basis points plus 75 basis points, for a combined rate of 1 . 15 %. We are required to pay a commitment fee of 30 basis points on the daily balance of the unused portion of the facility if our usage is greater than or equal to 50 % of the facility limit or a commitment fee of 35 basis points on the daily balance of the unused portion of the facility if our usage is less tha n 50 % of the facility limit. Borrowings under this facility are presented as a component of Long-term debt within our consolidated balance sheet. Long-term debt Long-term debt consisted of the following: September 24, December 26, 2016 2015 Private placement facilities $ 342,857 $ 350,000 U.S. trade accounts receivable securitization 350,000 90,000 Note payable to bank at a weighted-average interest rate of 11.00% and 8.83% 33 5 Various collateralized and uncollateralized loans payable with interest, in varying installments through 2018 at interest rates ranging from 2.27% to 9.36% 37,146 38,215 Capital lease obligations payable through 2029 with interest rates ranging from 1.38% to 16.90% 5,448 2,863 Total 735,484 481,083 Less current maturities (17,460) (17,331) Total long-term debt $ 718,024 $ 463,752 |
Redeemable Noncontrolling Inter
Redeemable Noncontrolling Interests | 9 Months Ended |
Sep. 24, 2016 | |
Temporary Equity Disclosure [Abstract] | |
Redeemable Noncontrolling Interests | Note 4 – Redeemable Noncontrolling Interests Some minority shareholders in certain of our subsidiaries have the right, at certain times, to require us to acquire their ownership interest in those entities at fair value. Accounting Standards Codification (“ASC”) Topic 480-10 is applicable for noncontrolling interests where we are or may be required to purchase all or a portion of the outstanding interest in a consolidated subsidiary from the noncontrolling interest holder under the terms of a put option contained in contractual agreements. The components of the change in the Redeemable noncontrolling interests for the nine months ended September 24, 2016 and the year ended December 26, 2015 are presented in the following table: September 24, December 26, 2016 2015 Balance, beginning of period $ 542,194 $ 564,527 Decrease in redeemable noncontrolling interests due to redemptions (51,265) (82,563) Increase in redeemable noncontrolling interests due to business acquisitions 20,584 18,936 Net income attributable to redeemable noncontrolling interests 34,849 43,588 Dividends declared (25,869) (32,706) Effect of foreign currency translation gain (loss) attributable to redeemable noncontrolling interests 1,228 (4,790) Change in fair value of redeemable securities 49,648 35,202 Balance, end of period $ 571,369 $ 542,194 Changes in the estimated redemption amounts of the noncontrolling interests subject to put options are adjusted at each reporting period with a corresponding adjustment to Additional paid-in capital. Future red uctions in the carrying amounts are subject to a “floor” amount that is equal to the fair value of the redeemable noncontrolling interests at the time they were originally recorded. The recorded value of the redeemable noncontrolling interests cannot go b elow the floor level. These adjustments do not impact the calculation of earnings per share. |
Comprehensive Income
Comprehensive Income | 9 Months Ended |
Sep. 24, 2016 | |
Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest [Abstract] | |
Comprehensive Income | Note 5 – Comprehensive Income Comprehensive income includes certain gains and losses that, under U.S. GAAP, are excluded from net income as such amounts are recorded directly as an adjustment to stockholders’ equity. Our comprehensive income is primarily comprised of net income, foreign currency translation gain (loss), unrealized gain (loss) on foreign currency hedging activities, unrealized investment gain (loss) and pension adjus tment gain (loss). The following table summarizes our Accumulated other comprehensive loss , net of applicable taxes as of : September 24, December 26, 2016 2015 Attributable to Redeemable noncontrolling interests: Foreign currency translation adjustment $ (9,145) $ (10,373) Attributable to noncontrolling interests: Foreign currency translation adjustment $ (68) $ (76) Attributable to Henry Schein, Inc.: Foreign currency translation loss $ (203,776) $ (200,499) Unrealized gain from foreign currency hedging activities 1,965 939 Unrealized investment loss (2) (2) Pension adjustment loss (20,367) (20,377) Accumulated other comprehensive loss $ (222,180) $ (219,939) Total Accumulated other comprehensive loss $ (231,393) $ (230,388) The following table summarizes the components of comprehensive income , net of applicable taxes as follows : Three Months Ended Nine Months Ended September 24, September 26, September 24, September 26, 2016 2015 2016 2015 Net income $ 145,291 $ 141,396 $ 402,922 $ 382,584 Foreign currency translation loss (6,463) (38,730) (2,041) (112,877) Tax effect - - - - Foreign currency translation loss (6,463) (38,730) (2,041) (112,877) Unrealized gain (loss) from foreign currency hedging activities (803) 2,671 1,316 1,850 Tax effect 200 (747) (290) (580) Unrealized gain (loss) from foreign currency hedging activities (603) 1,924 1,026 1,270 Unrealized investment gain - - - 2 Tax effect - - - - Unrealized investment gain - - - 2 Pension adjustment gain (loss) 280 1,704 (13) 3,416 Tax effect (71) (341) 23 (879) Pension adjustment gain (loss) 209 1,363 10 2,537 Comprehensive income $ 138,434 $ 105,953 $ 401,917 $ 273,516 During the three months ended September 24, 2016 and September 26, 2015 , we recognized , as a component of our comprehensive income , a foreign currency translation loss of $ 6 . 5 million and $ 38.7 million, respectively, due to changes in foreign exchange rates from the beginning of the period to the end of the period . During the nine months ended September 24, 2016 and September 26, 2015 , we recognized , as a component of our comprehensive income , a fore ign currency translation loss of $ 2.0 million and $ 112.9 million, respectively, due to changes in foreign exchange rates from the beginning of the period to the end of the period. Our financial statements are denominated in the U.S. Dollar currency. Fluc tuations in the value of foreign currencies as compared to the U.S. Dollar may have a significant impact on our comprehensive income (loss) . The foreign currency translation loss during the three and nine months ended September 24, 2016 and September 26, 2015 was impacted by changes in foreign currency exchange rates as follows: Foreign Currency Foreign Currency Translation Translation Gain (Loss) Gain (Loss) for the Three for the Three Months Ended FX Rate into USD Months Ended FX Rate into USD September 24, September 24, June 25, September 26, September 26, June 27, Currency 2016 2016 2016 2015 2015 2015 Euro $ 3,755 1.12 1.12 $ 1,063 1.12 1.12 British Pound (17,161) 1.30 1.38 (9,668) 1.52 1.57 Australian Dollar 3,826 0.76 0.75 (14,004) 0.70 0.77 Canadian Dollar (1,565) 0.76 0.77 (6,572) 0.75 0.81 Polish Zloty 2,044 0.26 0.25 (458) 0.26 0.27 Swiss Franc 189 1.03 1.03 (3,098) 1.02 1.07 Brazilian Real 826 0.31 0.30 (3,418) 0.25 0.32 All other currencies 1,623 (2,575) Total $ (6,463) $ (38,730) Foreign Currency Foreign Currency Translation Translation Gain (Loss) Gain (Loss) for the Nine for the Nine Months Ended FX Rate into USD Months Ended FX Rate into USD September 24, September 24, December 26, September 26, September 26, December 27, Currency 2016 2016 2015 2015 2015 2014 Euro $ 14,932 1.12 1.10 $ (58,577) 1.12 1.22 British Pound (39,536) 1.30 1.49 (9,775) 1.52 1.56 Australian Dollar 9,268 0.76 0.73 (25,809) 0.70 0.81 Canadian Dollar 5,941 0.76 0.72 (7,915) 0.75 0.86 Polish Zloty 428 0.26 0.26 (2,309) 0.26 0.28 Swiss Franc 1,408 1.03 1.01 606 1.02 1.01 Brazilian Real 3,055 0.31 0.25 (6,032) 0.25 0.37 All other currencies 2,463 (3,066) Total $ (2,041) $ (112,877) The following table summarizes our total comprehensive income, net of applicable taxes , as follows: Three Months Ended Nine Months Ended September 24, September 26, September 24, September 26, 2016 2015 2016 2015 Comprehensive income attributable to Henry Schein, Inc. $ 126,140 $ 93,790 $ 365,321 $ 244,560 Comprehensive income attributable to noncontrolling interests 165 128 519 513 Comprehensive income attributable to Redeemable noncontrolling interests 12,129 12,035 36,077 28,443 Comprehensive income $ 138,434 $ 105,953 $ 401,917 $ 273,516 |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 24, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Note 6 – Fair Value Measurements ASC Topic 820 “Fair Value Measurements and Disclosures” (“ASC Topic 820”) provides a framework for measuring fair value in generally accepted accounting principles. ASC Topic 820 defines fair value 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. ASC Topic 820 establishes a fair value hierarchy that distinguishes between (1) market participant assumption s developed based on market data obtained from independent sources (observable inputs) and (2) an entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). T he fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy under ASC Topic 820 are described as follows: • Level 1— Unadjusted quoted prices in active markets for identical assets or liabilities that are accessible at the measurement date. • Level 2— Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. Level 2 inputs include : quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability; and inputs that are derived principally from or corroborated by observable market data by correlation or other means. • Level 3— Inputs that are unobservable for the asset or liability. The following section describes the valuation methodologies that we used to measure different financial instruments at fair value. Investments and notes receivable There are no quoted market prices available for investments in unconsolidated affiliates and notes receivable; however, we believe the carrying amounts are a reasonable estimate of fair value. Debt The fair value of our debt as of September 24, 2016 and December 26, 2015 was estimated at $ 1,068.6 million and $ 809.7 million, respectively. Factors that we considered when estimating the fair value of our debt include market conditions, prepayment and make-whole provisions, liquidity levels in the private placement market, variability in pricing from multiple lenders and term of debt. Derivative contracts Derivative contracts are valued using quoted market prices and signifi cant other observable and unobservable inputs. We use derivative instruments to minimize our exposure to fluctuations in foreign currency exchange rates. Our derivative instruments primarily include foreign currency forward agreements related to intercom pany loans and certain forecasted inventory purchase commitments with suppliers. The fair values for the majority of our foreign currency derivative contracts are obtained by comparing our contract rate to a published forward price of the underlying marke t rates, which is based on market rates for comparable transactions and are classified within Level 2 of the fair value hierarchy. Redeemable noncontrolling interests Some minority shareholders in certain of our subsidiaries have the right, at certain times, to require us to acquire their ownership interest in those entities at fair value based on third-party valuations. The primary factor affecting the future value of redeemable noncontrolling interests is expected earnings and, if such earnings are not achieved, the value of the redeemable noncontrolling interests might be impacte d. The noncontrolling interests subject to put options are adjusted to their estimated redemption amounts each reporting period with a corresponding adjustment to Additional paid-in capital. Future reductions in the carrying amounts are subject to a “flo or” amount that is equal to the fair value of the redeemable noncontrolling interests at the time they were originally recorded. The recorded value of the redeemable noncontrolling interests cannot go below the floor level. These adjustments do not impac t the calculation of earnings per share. The values for Redeemable noncontrolling interests are classified within Level 3 of the fair value hierarchy. The details of the changes in Redeemable noncontrolling interests are presented in Note 4. The following table presents our assets and liabilities that are measured and recognized at fair value on a recurring basis classified under the appropriate level of the fair value hierarchy as of September 24, 2016 and December 26, 2015 : September 24, 2016 Level 1 Level 2 Level 3 Total Assets: Derivative contracts $ - $ 1,201 $ - $ 1,201 Total assets $ - $ 1,201 $ - $ 1,201 Liabilities: Derivative contracts $ - $ 1,068 $ - $ 1,068 Total liabilities $ - $ 1,068 $ - $ 1,068 Redeemable noncontrolling interests $ - $ - $ 571,369 $ 571,369 *CS *CE December 26, 2015 Level 1 Level 2 Level 3 Total Assets: Derivative contracts $ - $ 4,289 $ - $ 4,289 Total assets $ - $ 4,289 $ - $ 4,289 Liabilities: Derivative contracts $ - $ 2,477 $ - $ 2,477 Total liabilities $ - $ 2,477 $ - $ 2,477 Redeemable noncontrolling interests $ - $ - $ 542,194 $ 542,194 |
Business Acquisitions
Business Acquisitions | 9 Months Ended |
Sep. 24, 2016 | |
Business Combinations [Abstract] | |
Business Acquisitions | N ote 7 – Business Acquisitions Acquisitions The operating results of all acquisitions are reflected in our financial statements from their respective acquisition dates. We completed certain acquisitions during the nine months ended September 24, 2016 . Such acquisitions were immaterial to our financial statements individually and in the aggregate. Some prior owners of such acquired subsidiaries are eligible to receive additional purchase price cash consideration if certain financial targets are met. We have accrued liabilities for the estimated fair value of additional purchase price consideration at the time of the acquisition. Any adjustments to these accrual amounts are recorded in our consolidated statements of income. For the nine months ended September 24, 2016 and September 26, 2015 , there were no material adjustments recorded in our consolidated statement of income relating to changes in estimated contingent purchase price liabilities. |
Plan of Restructuring
Plan of Restructuring | 9 Months Ended |
Sep. 24, 2016 | |
Restructuring and Related Activities [Abstract] | |
Plan of Restructuring | N ote 8 – Plan of Restructuring On November 6, 2014, we announced a corporate initiative to rationalize our operations and provide expense efficiencies , which was expected to be completed by the end of fiscal 2015. This initiative originally planned for th e elimination of approximately 2% to 3 % of our workforce and the closing of certain facilities . We subsequently announced that we plan to extend these restructuring activities through the end of 2016 to further implement cost-savings initiat ives, which will now result in the elimination of approximately 3% to 4% of our workforce. The total costs associated with the actions to date for this restructuring include $34.9 million pre-tax, which was recorded in fiscal 2015 and $ 29.8 million pre-tax which has been recorded in the nine months ended September 24, 2016 . During the three months ended September 24, 2016 and September 26, 2015 , we recorded restructuring costs of $ 5.4 million and $ 8.4 million, respectively. During the nine months ended September 24, 2016 and September 26, 2015 , we recorded restructuring costs of $ 29.8 million and $ 22.5 million, respectively. The costs associated with this restructuring are included in a separate line item, “Restructuring costs” within our consolidated statements of income. On October 28, 2016, we estimated the remaining restructuring co sts to be recorded in the fourth quarter of 2016 to be in the range of $ 17 million to $ 2 2 million. The following table shows the amounts expensed and paid for restructuring costs that were incurred during the nine months ended September 24, 2016 and during our 2015 fiscal year and the remaining accrued balance of restructuring costs as of September 24, 2016 , which is included in Accrued expenses: Other and Other liabilities within our consolidated balance sheet : Facility Severance Closing Costs Costs Other Total Balance, December 27, 2014 $ 120 $ 301 $ - $ 421 Provision 26,742 5,706 2,483 34,931 Payments and other adjustments (17,759) (3,856) (1,672) (23,287) Balance, December 26, 2015 $ 9,103 $ 2,151 $ 811 $ 12,065 Provision 25,736 2,619 1,456 29,811 Payments (16,964) (3,140) (2,029) (22,133) Balance, September 24, 2016 $ 17,875 $ 1,630 $ 238 $ 19,743 The following table shows, by reportable segment, the amounts expensed and paid for restructuring costs that were incurred during the nine months ended September 24, 2016 and the 2015 fiscal year and the remaining accrued balance of restructuring costs as of September 24, 2016 : Technology and Health Care Value-Added Distribution Services Total Balance, December 27, 2014 $ 421 $ - $ 421 Provision 33,889 1,042 34,931 Payments and other adjustments (22,248) (1,039) (23,287) Balance, December 26, 2015 $ 12,062 $ 3 $ 12,065 Provision 28,963 848 29,811 Payments (21,503) (630) (22,133) Balance, September 24, 2016 $ 19,522 $ 221 $ 19,743 |
Earnings Per Share
Earnings Per Share | 9 Months Ended |
Sep. 24, 2016 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Note 9 – Earnings Per Share Basic earnings per share is computed by dividing net income attributable to Henry Schein, Inc. by the weighted-average number of common shares outstanding for the period. Our diluted earnings per share is computed similarly to basic earnings per share, except that it reflects the effect of common shares issuable for presently unvested restricted stock and restricted stock units and upon exercise of stock options, using the treasury stock method in periods in which t hey have a dilutive effect. A reconciliation of shares used in calculating earnings per basic and diluted share follows: Three Months Ended Nine Months Ended September 24, September 26, September 24, September 26, 2016 2015 2016 2015 Basic 80,896 82,858 81,300 83,042 Effect of dilutive securities: Stock options, restricted stock and restricted stock units 959 1,226 1,017 1,270 Diluted 81,855 84,084 82,317 84,312 |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 24, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 10 – Income Taxes For the nine months ended September 24, 2016 and September 26, 2015 , our effective tax rate was 29.0 % . The difference between our effective tax rates and the federal statutory tax rates for both periods primarily relates to state and foreign income taxes and interest expense. During the second quarter of 2016, the effective tax rate was affected by a federal tax audit settlement, as discussed below, which reduced our income tax expense by approxi mately $ 4.5 million. The 2015 effective tax rate was affected by a favorable response to a tax petition allowing us to conclude that it was more likely than not that certain unrecognized tax benefits, which had previously been reserved, was realized. As a result, in the quarter ended September 26, 2015, our provision for income for taxes included a one-time $ 6.3 million tax benefit. The total amount of unrecognized tax benefits as of September 24, 2016 was approximately $ 104.6 m illion, of which $ 76.7 million would affect the effective tax rate if recognized. It is expected that the amount of unrecognized tax benefits will change in the next 12 months; however, we do not expect the change to have a material impact on our consolidated financial statements. The total amounts of interest and penalties, which are classified as a component of the provision for income taxes, were approximately $ 16.0 million and $ 0.0 , respective ly , as of September 24, 2016 . The tax years subject to examination by major tax jurisdictions include the years 2012 and forward by the U.S. Internal Revenue Service (“IRS”), as well as the years 2008 and forward for certain states and certain foreign jurisdictions. In December 2014, the IRS issued a Statutory Notice of Deficiency for 2009, 2010 and 2011. During the quarter ended March 28, 2015, we filed our petition to the U.S. Tax Court disputing the adjustments proposed by the IRS . During the quarter ended June 27, 2015, we were notified by the IRS that our protest was transferred to the Appellate Divisions (Appeals Section) of the IRS. During the quarter ended March 26, 2016, we filed our protest with the Appellate Division. The opening appeals conference was held on June 8, 2016 and a proposed settlement was reached. On July 13, 2016, a joint status report was filed with the Tax Court indicating a basis for settlement has been reached on all of the issues in this case. On Octo ber 19, 2016 an executed decision document was signed by the Internal Revenue Service’s Special Trial Attorney and submitted to the Tax Court finalizing the settlement . During the third quarter of 2016, the Company elected to early adopt Accounting Standards Update (“ASU”) No. 2015-17 (Topic 740), Balance Sheet Classification of Deferred Taxes, prospectively. As a result, all deferred tax assets and liabilities will be presented as noncurrent on the consolidated balance sheet. There was no impact on our results of operations as a result of the adoption of ASU 2015-17 and prior periods have not been adjusted. |
Derivatives and Hedging Activit
Derivatives and Hedging Activities | 9 Months Ended |
Sep. 24, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives and Hedging Activities | Note 11 – Derivatives and Hedging Activities We are exposed to market risks as well as changes in foreign currency exchange rates as measured against the U.S. dollar and each other, and changes to the credit markets. We attempt to minimize these risks by primarily using foreign currency forward contracts and by maintaining counter-party credit limits. These hedging activities provide only limited protection against currency exchange and credit risks. Factors that could influence the effectivenes s of our hedging programs include currency markets and availability of hedging instruments and liquidity of the credit markets. All foreign currency forward contracts that we enter into are components of hedging programs and are entered into for the sole purpose of hedging an existing or anticipated currency exposure. We do not enter into such contracts for speculative purposes and we manage our credit risks by diversifying our investments, maintaining a strong balance sheet and having multiple sources of capital. Fluctuations in the value of certain foreign currencies as compared to the U.S. dollar may positively or negatively affect our revenues, gross margins, operating expenses and retained earnings, all of which are expressed in U.S. dollars. Where we deem it prudent, we engage in hedging programs using primarily foreign currency forward contracts aimed at limiting the impact of foreign currency exchange rate fluctuations on earnings. We purchase short-term (i.e., 18 months or less) foreign currency forward contracts to protect against currency exchange risks associated with intercompany loans due from our international subsidiaries and the payment of merchandise purchases to our foreign suppliers. We do not hedge the translation of foreign currency profits into U.S. dollars, as we regard this as an accounting exposure, not an economic exposure. Our hedging activities have historically not had a material impact on our consolidated financial statements. Accordingly, additional disclosures related to derivatives and hedging activities required by ASC Topic 815 have been omitted. |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Sep. 24, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | N ote 12 – Stock-Based Compensation Our accompanying consolidated statements of income reflect pre-tax share-based compensation expense of $ 16.1 million ($ 11.5 million after-tax) and $ 43.6 million ($ 31.0 million after-tax) for the three and nine months ended September 24, 2016 , respectively, and $ 13.1 million ($ 9.6 million after-tax) and $ 35.1 million ($ 24.9 million af ter-tax) for the three and nine months ended September 26, 2015 , respectively. Stock-based compensation represents the cost related to stock-based awards granted to employees and non-employee directors. We measure stock-based compensation a t the grant date, based on the estimated fair value of the award, and recognize the cost (net of estimated forfeitures) as compensation expense on a straight-line basis over the requisite service period. Our stock-based compensation expense is reflected i n selling, general and administrative expenses in our consolidated statements of income. Stock-based awards are provided to certain employees and non-employee directors under the terms of our 2013 Stock Incentive Plan, as amended, and our 2015 Non-Employe e Director Stock Incentive Plan (together, the “Plans”). The Plans are administered by the Compensation Committee of the Board of Directors. Prior to March 2009, awards under the Plans principally included a combination of at-the-money stock options and restricted stock/units. Since March 2009, equity-based awards have been granted solely in the form of restricted stock/units, with the exception of providing stock options to employees pursuant to certain pre-existing contractual obligations. Grants of r estricted stock/units are stock-based awards granted to recipients with specified vesting provisions. In the case of restricted stock, common stock is delivered on the date of grant, subject to vesting conditions. In the case of restricted stock units, c ommon stock is generally delivered on or following satisfaction of vesting conditions. We issue restricted stock/units that vest solely based on the recipient’s continued service over time (primarily four-year cliff vesting, except for grants made under t he 2015 Non-Employee Director Stock Incentive Plan, which are primarily 12-month cliff vesting) and restricted stock/units that vest based on our achieving specified performance measurements and the recipient’s continued service over time (primarily three- year cliff vesting). With respect to time-based restricted stock/units, we estimate the fair value on the date of grant based on our closing stock price. With respect to performance-based restricted stock/units, the number of shares that ultimately vest and are received by the recipient is based upon our performance as measured against specified targets over a specified period , as determined by the Compensation Committee of the Board of Directors. Although there is no guarantee that performance targets wi ll be achieved, we estimate the fair value of performance-based restricted stock/units based on our closing stock price at time of grant. The Plans provide for adjustments to the performance-based restricted stock/units targets for significant events such as acquisitions, divestitures, new business ventures, certain capital transactions (including share repurchases), restructuring costs, if any, changes in accounting principles or in applicable laws or regulations and certain foreign exchange fluctuations. Over the performance period, the number of shares of common stock that will ultimately vest and be issued and the related compensation expense is adjusted upward or downward based upon our estimation of achieving such performance targets. The ultimate n umber of shares delivered to recipients and the related compensation cost recognized as an expense will be based on our actual performance metrics as defined under the Plans. Total unrecognized compensation cost related to non-vested awards as of September 24, 2016 was $ 98.8 million, which is expected to be recognized over a weighted-average period of approximately 2.1 years. The following table summarizes stock option activity under the Plans during the nine months ended September 24, 2016 : Weighted Average Weighted Remaining Average Contractual Aggregate Exercise Life in Intrinsic Shares Price Years Value Outstanding at beginning of period 385 $ 56.00 Granted - - Exercised (178) 54.88 Forfeited - - Outstanding at end of period 207 $ 56.96 1.1 $ 22,203 Options exercisable at end of period 207 $ 56.96 1.1 $ 22,203 The following tables summarize the activity of our non-vested restricted stock/units for the nine months ended September 24, 2016 : Time-Based Restricted Stock/Units Weighted Average Grant Date Fair Intrinsic Value Shares/Units Value Per Share Per Share Outstanding at beginning of period 775 $ 99.29 Granted 158 168.93 Vested (236) 74.58 Forfeited (33) 123.25 Outstanding at end of period 664 $ 123.43 $ 164.45 Performance-Based Restricted Stock/Units Weighted Average Grant Date Fair Intrinsic Value Shares/Units Value Per Share Per Share Outstanding at beginning of period 930 $ 91.33 Granted 259 159.68 Vested (213) 90.43 Forfeited (32) 136.78 Outstanding at end of period 944 $ 108.97 $ 164.45 |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 9 Months Ended |
Sep. 24, 2016 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Cash Flow Information | Note 13 – Supplemental Cash Flow Information Cash paid for interest and income taxes was : Nine Months Ended September 24, September 26, 2016 2015 Interest $ 21,187 $ 18,062 Income taxes 152,351 128,693 During the nine months ended September 24, 2016 and September 26, 2015 , we had $ 1.3 million and $ 1.9 million of non-cash net unrealized gains related to foreign currency hedging activities, respectively. |
Legal Proceedings
Legal Proceedings | 9 Months Ended |
Sep. 24, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Legal Proceedings | Note 14 – Legal Proceedings In September 2015 , Henry Schein, Inc. was served with a summons and complaint in an action commenced in the United States District Court for the Eastern District of New York, entitled SourceOne Dental, Inc. v. Patterson Companies, Inc., Henry Schein, Inc. and Benco Dental Supply Company , Civil Action No. 15-cv-05440-JMA-GRB. Plaintiff alleges that, through its website, it markets and sells dental supplies and equipment to dentists. Plaintiff alleges, among other things, that defendants conspired to eliminate plaintiff as a viable competitor and to exclude plaintiff from the market for the marketing, distribution and sale of dental supplies and equipment in the United States and that defendants unlawfully agr eed with one another to boycott dentists, manufacturers and state dental associations that deal with, or considered dealing with, plaintiff. Plaintiff asserts the following claims: ( i ) unreasonable restraint of trade in violation of state and federal ant itrust laws; (ii) tortious interference with prospective business relations; (iii) civil conspiracy; and (iv) aiding and abetting the other defendants’ ongoing tortious and anticompetitive conduct. Plaintiff seeks equitable relief, compensatory and treble damages, jointly and severally, punitive damages, interest, and reasonable costs and expenses, including attorneys’ fees and expert fees. We intend to defend ourselves vigorously against the action. Beginning in January 2016 , class action complaints wer e filed against Patterson Companies, Inc., Benco Dental Supply Co. and Henry Schein, Inc . Each of these complaints allege, among other things, that defendants conspired to fix prices, allocate customers and foreclose competitors by boycotting manufacturer s, state dental associations and others that deal with defendants’ competitors. Subject to certain exclusions, these classes seek to represent all persons who purchased dental supplies or equipment in the United States directly from any of the defendants or Burkhart Dental Supply Co. since August 31, 2008 . Each class action complaint asserts a single count under Section 1 of the Sherman Act, and seeks equitable relief, compensatory and treble damages, jointly and severally, and reasonable costs and expens es, including attorneys’ fees and expert fees. We intend to defend ourselves vigorously against these actions. From time to time, we may become a party to other legal proceedings, including, without limitation, product liability claims, employment matter s, commercial disputes, governmental inquiries and investigations (which may in some cases involve our entering into settlement arrangements or consent decrees), and other matters arising out of the ordinary course of our business. While the results of an y legal proceeding cannot be predicted with certainty, in our opinion none of these other pending matters are currently anticipated to have a material adverse effect on our financial condition or results of operations. As of September 24, 2016 , we had accrued our best estimate of potential losses relating to claims that were probable to result in liability and for which we were able to reasonably estimate a loss. This accrued amount, as well as related expenses, was not material to our financial positi on, results of operations or cash flows. Our method for determining estimated losses considers currently available facts, presently enacted laws and regulations and other factors, including probable recoveries from third parties. |
Segment Data (Tables)
Segment Data (Tables) | 9 Months Ended |
Sep. 24, 2016 | |
Segment Reporting [Abstract] | |
Business segment information | Three Months Ended Nine Months Ended September 24, September 26, September 24, September 26, 2016 2015 2016 2015 Net Sales: Health care distribution (1): Dental $ 1,330,525 $ 1,266,321 $ 4,005,468 $ 3,837,137 Animal health 790,279 732,533 2,415,290 2,165,415 Medical 639,648 597,243 1,716,590 1,511,295 Total health care distribution 2,760,452 2,596,097 8,137,348 7,513,847 Technology and value-added services (2) 104,696 89,738 313,386 264,954 Total $ 2,865,148 $ 2,685,835 $ 8,450,734 $ 7,778,801 *CS *CE (1) Consists of consumable products, small equipment, laboratory products, large equipment, equipment repair services, branded and generic pharmaceuticals, vaccines, surgical products, diagnostic tests, infection-control products and vitamins. (2) Consists of practice management software and other value-added products, which are distributed primarily to health care providers, and financial services on a non-recourse basis, e-services, continuing education services for practitioners, consulting and other services. Three Months Ended Nine Months Ended September 24, September 26, September 24, September 26, 2016 2015 2016 2015 Operating Income: Health care distribution $ 170,158 $ 161,702 $ 468,610 $ 454,009 Technology and value-added services 30,563 27,180 88,982 79,270 Total $ 200,721 $ 188,882 $ 557,592 $ 533,279 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 24, 2016 | |
Debt Disclosure [Abstract] | |
Private placement facilities | Amount of Borrowing Borrowing Date of Borrowing Outstanding Rate Due Date September 2, 2010 $ 100,000 3.79 % September 2, 2020 January 20, 2012 50,000 3.45 January 20, 2024 January 20, 2012 (1) 42,857 3.09 January 20, 2022 December 24, 2012 50,000 3.00 December 24, 2024 June 2, 2014 100,000 3.19 June 2, 2021 $ 342,857 (1) Annual repayments of approximately $7.1 million for this borrowing commenced on January 20, 2016. |
Schedule of long-term debt | September 24, December 26, 2016 2015 Private placement facilities $ 342,857 $ 350,000 U.S. trade accounts receivable securitization 350,000 90,000 Note payable to bank at a weighted-average interest rate of 11.00% and 8.83% 33 5 Various collateralized and uncollateralized loans payable with interest, in varying installments through 2018 at interest rates ranging from 2.27% to 9.36% 37,146 38,215 Capital lease obligations payable through 2029 with interest rates ranging from 1.38% to 16.90% 5,448 2,863 Total 735,484 481,083 Less current maturities (17,460) (17,331) Total long-term debt $ 718,024 $ 463,752 |
Redeemable Noncontrolling Int25
Redeemable Noncontrolling Interests (Tables) | 9 Months Ended |
Sep. 24, 2016 | |
Temporary Equity Disclosure [Abstract] | |
Change in fair value of redeemable noncontrolling interests | September 24, December 26, 2016 2015 Balance, beginning of period $ 542,194 $ 564,527 Decrease in redeemable noncontrolling interests due to redemptions (51,265) (82,563) Increase in redeemable noncontrolling interests due to business acquisitions 20,584 18,936 Net income attributable to redeemable noncontrolling interests 34,849 43,588 Dividends declared (25,869) (32,706) Effect of foreign currency translation gain (loss) attributable to redeemable noncontrolling interests 1,228 (4,790) Change in fair value of redeemable securities 49,648 35,202 Balance, end of period $ 571,369 $ 542,194 |
Comprehensive Income (Tables)
Comprehensive Income (Tables) | 9 Months Ended |
Sep. 24, 2016 | |
Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest [Abstract] | |
Accumulated other comprehensive income, net of applicable taxes | September 24, December 26, 2016 2015 Attributable to Redeemable noncontrolling interests: Foreign currency translation adjustment $ (9,145) $ (10,373) Attributable to noncontrolling interests: Foreign currency translation adjustment $ (68) $ (76) Attributable to Henry Schein, Inc.: Foreign currency translation loss $ (203,776) $ (200,499) Unrealized gain from foreign currency hedging activities 1,965 939 Unrealized investment loss (2) (2) Pension adjustment loss (20,367) (20,377) Accumulated other comprehensive loss $ (222,180) $ (219,939) Total Accumulated other comprehensive loss $ (231,393) $ (230,388) |
Components of comprehensive income, net of applicable taxes | Three Months Ended Nine Months Ended September 24, September 26, September 24, September 26, 2016 2015 2016 2015 Net income $ 145,291 $ 141,396 $ 402,922 $ 382,584 Foreign currency translation loss (6,463) (38,730) (2,041) (112,877) Tax effect - - - - Foreign currency translation loss (6,463) (38,730) (2,041) (112,877) Unrealized gain (loss) from foreign currency hedging activities (803) 2,671 1,316 1,850 Tax effect 200 (747) (290) (580) Unrealized gain (loss) from foreign currency hedging activities (603) 1,924 1,026 1,270 Unrealized investment gain - - - 2 Tax effect - - - - Unrealized investment gain - - - 2 Pension adjustment gain (loss) 280 1,704 (13) 3,416 Tax effect (71) (341) 23 (879) Pension adjustment gain (loss) 209 1,363 10 2,537 Comprehensive income $ 138,434 $ 105,953 $ 401,917 $ 273,516 |
Components of foreign currency translation gain (loss) by foreign currency | Foreign Currency Foreign Currency Translation Translation Gain (Loss) Gain (Loss) for the Three for the Three Months Ended FX Rate into USD Months Ended FX Rate into USD September 24, September 24, June 25, September 26, September 26, June 27, Currency 2016 2016 2016 2015 2015 2015 Euro $ 3,755 1.12 1.12 $ 1,063 1.12 1.12 British Pound (17,161) 1.30 1.38 (9,668) 1.52 1.57 Australian Dollar 3,826 0.76 0.75 (14,004) 0.70 0.77 Canadian Dollar (1,565) 0.76 0.77 (6,572) 0.75 0.81 Polish Zloty 2,044 0.26 0.25 (458) 0.26 0.27 Swiss Franc 189 1.03 1.03 (3,098) 1.02 1.07 Brazilian Real 826 0.31 0.30 (3,418) 0.25 0.32 All other currencies 1,623 (2,575) Total $ (6,463) $ (38,730) Foreign Currency Foreign Currency Translation Translation Gain (Loss) Gain (Loss) for the Nine for the Nine Months Ended FX Rate into USD Months Ended FX Rate into USD September 24, September 24, December 26, September 26, September 26, December 27, Currency 2016 2016 2015 2015 2015 2014 Euro $ 14,932 1.12 1.10 $ (58,577) 1.12 1.22 British Pound (39,536) 1.30 1.49 (9,775) 1.52 1.56 Australian Dollar 9,268 0.76 0.73 (25,809) 0.70 0.81 Canadian Dollar 5,941 0.76 0.72 (7,915) 0.75 0.86 Polish Zloty 428 0.26 0.26 (2,309) 0.26 0.28 Swiss Franc 1,408 1.03 1.01 606 1.02 1.01 Brazilian Real 3,055 0.31 0.25 (6,032) 0.25 0.37 All other currencies 2,463 (3,066) Total $ (2,041) $ (112,877) |
Total comprehensive income, net of applicable taxes | Three Months Ended Nine Months Ended September 24, September 26, September 24, September 26, 2016 2015 2016 2015 Comprehensive income attributable to Henry Schein, Inc. $ 126,140 $ 93,790 $ 365,321 $ 244,560 Comprehensive income attributable to noncontrolling interests 165 128 519 513 Comprehensive income attributable to Redeemable noncontrolling interests 12,129 12,035 36,077 28,443 Comprehensive income $ 138,434 $ 105,953 $ 401,917 $ 273,516 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 24, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair value - assets and liabilities measured and recognized on a recurring basis | September 24, 2016 Level 1 Level 2 Level 3 Total Assets: Derivative contracts $ - $ 1,201 $ - $ 1,201 Total assets $ - $ 1,201 $ - $ 1,201 Liabilities: Derivative contracts $ - $ 1,068 $ - $ 1,068 Total liabilities $ - $ 1,068 $ - $ 1,068 Redeemable noncontrolling interests $ - $ - $ 571,369 $ 571,369 *CS *CE December 26, 2015 Level 1 Level 2 Level 3 Total Assets: Derivative contracts $ - $ 4,289 $ - $ 4,289 Total assets $ - $ 4,289 $ - $ 4,289 Liabilities: Derivative contracts $ - $ 2,477 $ - $ 2,477 Total liabilities $ - $ 2,477 $ - $ 2,477 Redeemable noncontrolling interests $ - $ - $ 542,194 $ 542,194 |
Plan of Restructuring (Tables)
Plan of Restructuring (Tables) | 9 Months Ended |
Sep. 24, 2016 | |
Restructuring and Related Activities [Abstract] | |
Schedule of restructuring reserve by type of cost | Facility Severance Closing Costs Costs Other Total Balance, December 27, 2014 $ 120 $ 301 $ - $ 421 Provision 26,742 5,706 2,483 34,931 Payments and other adjustments (17,759) (3,856) (1,672) (23,287) Balance, December 26, 2015 $ 9,103 $ 2,151 $ 811 $ 12,065 Provision 25,736 2,619 1,456 29,811 Payments (16,964) (3,140) (2,029) (22,133) Balance, September 24, 2016 $ 17,875 $ 1,630 $ 238 $ 19,743 |
Schedule of restructuring reserve by segment | Technology and Health Care Value-Added Distribution Services Total Balance, December 27, 2014 $ 421 $ - $ 421 Provision 33,889 1,042 34,931 Payments and other adjustments (22,248) (1,039) (23,287) Balance, December 26, 2015 $ 12,062 $ 3 $ 12,065 Provision 28,963 848 29,811 Payments (21,503) (630) (22,133) Balance, September 24, 2016 $ 19,522 $ 221 $ 19,743 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended |
Sep. 24, 2016 | |
Earnings Per Share [Abstract] | |
Reconciliation of basic and diluted shares used to calculate earnings per share | Three Months Ended Nine Months Ended September 24, September 26, September 24, September 26, 2016 2015 2016 2015 Basic 80,896 82,858 81,300 83,042 Effect of dilutive securities: Stock options, restricted stock and restricted stock units 959 1,226 1,017 1,270 Diluted 81,855 84,084 82,317 84,312 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Sep. 24, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of the stock option activity under the plans | Weighted Average Weighted Remaining Average Contractual Aggregate Exercise Life in Intrinsic Shares Price Years Value Outstanding at beginning of period 385 $ 56.00 Granted - - Exercised (178) 54.88 Forfeited - - Outstanding at end of period 207 $ 56.96 1.1 $ 22,203 Options exercisable at end of period 207 $ 56.96 1.1 $ 22,203 |
Status of non-vested restricted shares/units | Time-Based Restricted Stock/Units Weighted Average Grant Date Fair Intrinsic Value Shares/Units Value Per Share Per Share Outstanding at beginning of period 775 $ 99.29 Granted 158 168.93 Vested (236) 74.58 Forfeited (33) 123.25 Outstanding at end of period 664 $ 123.43 $ 164.45 Performance-Based Restricted Stock/Units Weighted Average Grant Date Fair Intrinsic Value Shares/Units Value Per Share Per Share Outstanding at beginning of period 930 $ 91.33 Granted 259 159.68 Vested (213) 90.43 Forfeited (32) 136.78 Outstanding at end of period 944 $ 108.97 $ 164.45 |
Supplemental Cash Flow Inform31
Supplemental Cash Flow Information (Tables) | 9 Months Ended |
Sep. 24, 2016 | |
Supplemental Cash Flow Elements [Abstract] | |
Cash paid for interest and income taxes | Nine Months Ended September 24, September 26, 2016 2015 Interest $ 21,187 $ 18,062 Income taxes 152,351 128,693 |
Segment Data (Details)
Segment Data (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 24, 2016USD ($)number | Sep. 26, 2015USD ($) | Sep. 24, 2016USD ($)number | Sep. 26, 2015USD ($) | ||
Segment Reporting [Abstract] | |||||
Number of reportable segments | number | 2 | ||||
Number of countries served globally | number | 33 | 33 | |||
Segment Reporting Information [Line Items] | |||||
Net sales | $ 2,865,148 | $ 2,685,835 | $ 8,450,734 | $ 7,778,801 | |
Operating income | 200,721 | 188,882 | 557,592 | 533,279 | |
Health Care Distribution [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 2,760,452 | 2,596,097 | 8,137,348 | 7,513,847 | |
Operating income | 170,158 | 161,702 | 468,610 | 454,009 | |
Health Care Distribution [Member] | Dental [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | [1] | 1,330,525 | 1,266,321 | 4,005,468 | 3,837,137 |
Health Care Distribution [Member] | Animal Health [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | [1] | 790,279 | 732,533 | 2,415,290 | 2,165,415 |
Health Care Distribution [Member] | Medical [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | [1] | 639,648 | 597,243 | 1,716,590 | 1,511,295 |
Technology and Value-Added Services [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | [2] | 104,696 | 89,738 | 313,386 | 264,954 |
Operating income | $ 30,563 | $ 27,180 | $ 88,982 | $ 79,270 | |
[1] | Consists of consumable products, small equipment, laboratory products, large equipment, equipment repair services, branded and generic pharmaceuticals, vaccines, surgical products, diagnostic tests, infection-control products and vitamins. | ||||
[2] | Consists of practice management software and other value-added products, which are distributed primarily to health care providers, and financial services on a non-recourse basis, e-services, continuing education services for practitioners, consulting and other services. |
Debt - Bank Credit Lines (Detai
Debt - Bank Credit Lines (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 24, 2016 | Dec. 26, 2015 | |
Line of Credit Facility [Line Items] | ||
Weighted average interest rate on borrowings under credit lines at period end (in hundredths) | 1.41% | 1.21% |
Revolving credit facility [Member] | ||
Line of Credit Facility [Line Items] | ||
Line of Credit Facility, Initiation Date | Sep. 12, 2012 | |
Revolving credit facility borrowing capacity | $ 500 | |
Additional credit available under expansion feature of revolving credit facility | $ 200 | |
Revolving credit facility expiration date | Sep. 22, 2019 | |
Line of credit facility, amount outstanding | $ 0 | $ 40 |
Outstanding letters of credit provided to third parties | 13.4 | 11.4 |
Various other short-term bank credit lines [Member] | ||
Line of Credit Facility [Line Items] | ||
Line of credit facility, amount outstanding | $ 333.1 | $ 288.6 |
Debt - Private Placement Facili
Debt - Private Placement Facilities (Details) - Private placement facilities [Member] $ in Millions | Aug. 10, 2010USD ($)company | Sep. 24, 2016USD ($) | Sep. 22, 2014USD ($) | Apr. 30, 2012USD ($) |
Debt Instrument [Line Items] | ||||
Date of borrowing | Aug. 10, 2010 | |||
Debt instrument, maximum borrowing capacity | $ 400 | $ 975 | ||
Private placement facility additional borrowing capacity | $ 200 | $ 375 | ||
Number of insurance companies providing private placement facilities (in number of insurance companies) | company | 2 | |||
Debt instrument, maturity date | Sep. 22, 2017 | |||
Minimum [Member] | ||||
Debt Instrument [Line Items] | ||||
Term of issuances under private placement facilities | 5 years | |||
Maximum [Member] | ||||
Debt Instrument [Line Items] | ||||
Term of issuances under private placement facilities | 15 years | |||
Average term of issuances under private placement facilities | 12 years |
Debt - Private Placement Borrow
Debt - Private Placement Borrowings (Details) - USD ($) $ in Thousands | Aug. 10, 2010 | Sep. 24, 2016 | Dec. 26, 2015 | |
Debt Instrument [Line Items] | ||||
Total long-term debt | $ 735,484 | $ 481,083 | ||
Private Placement Facilities [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Issuance Date | Aug. 10, 2010 | |||
Total long-term debt | $ 342,857 | $ 350,000 | ||
Debt Instrument, Maturity Date | Sep. 22, 2017 | |||
Private Placement Facilities [Member] | Private placement facilities maturing in September 2020 [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Issuance Date | Sep. 2, 2010 | |||
Total long-term debt | $ 100,000 | |||
Borrowing Rate | 3.79% | |||
Debt Instrument, Maturity Date | Sep. 2, 2020 | |||
Private Placement Facilities [Member] | Private placement facilities maturing in January 2024 [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Issuance Date | Jan. 20, 2012 | |||
Total long-term debt | $ 50,000 | |||
Borrowing Rate | 3.45% | |||
Debt Instrument, Maturity Date | Jan. 20, 2024 | |||
Private Placement Facilities [Member] | Private placement facilities maturing in January 2022 [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Issuance Date | [1] | Jan. 20, 2012 | ||
Total long-term debt | [1] | $ 42,857 | ||
Borrowing Rate | [1] | 3.09% | ||
Debt Instrument, Maturity Date | [1] | Jan. 20, 2022 | ||
Private placement facility, frequency of periodic payment | Annual | |||
Private placement facility annual payment | $ 7,100 | |||
Debt Instrument, Date of First Required Payment | Jan. 20, 2016 | |||
Private Placement Facilities [Member] | Private placement facilities maturing in December 2024 [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Issuance Date | Dec. 24, 2012 | |||
Total long-term debt | $ 50,000 | |||
Borrowing Rate | 3.00% | |||
Debt Instrument, Maturity Date | Dec. 24, 2024 | |||
Private Placement Facilities [Member] | Private placement facilities maturing in June 2021 [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Issuance Date | Jun. 2, 2014 | |||
Total long-term debt | $ 100,000 | |||
Borrowing Rate | 3.19% | |||
Debt Instrument, Maturity Date | Jun. 2, 2021 | |||
[1] | Annual repayments of approximately $7.1 million for this borrowing commenced on January 20, 2016. |
Debt - U.S. Trade Accounts Rece
Debt - U.S. Trade Accounts Receivable Securitization (Details) - USD ($) $ in Thousands | Apr. 17, 2013 | Jun. 01, 2016 | Sep. 24, 2016 | Sep. 26, 2015 | Dec. 26, 2015 |
Debt Instrument [Line Items] | |||||
Repayments of Long-term Debt | $ 9,293 | $ 70,585 | |||
Long-term Debt and Capital Lease Obligations, Including Current Maturities | 735,484 | $ 481,083 | |||
Butler Schein Animal Health Debt [Member] | |||||
Debt Instrument [Line Items] | |||||
Repayments of Long-term Debt | $ 220,000 | ||||
U.S. trade accounts receivable securitization [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument Maximum Borrowing Capacity | $ 300,000 | 350,000 | |||
Debt Instrument, Maturity Date | Apr. 29, 2019 | ||||
Long-term Debt and Capital Lease Obligations, Including Current Maturities | $ 350,000 | $ 90,000 | |||
Pricing commitment period | 3 years | ||||
Commitment fee for facility usage - facility limit greater than or equal to fifty percent usage (as a percent) | 0.30% | ||||
Commitment fee for facility usage - facility limit less than fifty percent usage (as a percent) | 0.35% | ||||
Debt instrument borrowing percentage of facility used for calculating commitment fee (in hundredths) | 50.00% | ||||
U.S. trade accounts receivable securitization [Member] | Average Asset Backed Commercial Paper Rate [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, interest rate at period end | 1.59% | 1.15% | |||
Debt instrument, variable rate basis at period end | 0.84% | 0.40% | |||
Debt instrument, basis spread on variable rate | 0.75% | 0.75% |
Debt - Long-term Debt (Details)
Debt - Long-term Debt (Details) - USD ($) $ in Thousands | Sep. 24, 2016 | Dec. 26, 2015 |
Debt Instrument [Line Items] | ||
Long-term debt and capital lease obligations including current maturities | $ 735,484 | $ 481,083 |
Less current maturities | (17,460) | (17,331) |
Total long-term debt | 718,024 | 463,752 |
Private Placement Facilities [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt and capital lease obligations including current maturities | 342,857 | 350,000 |
U S Trade Accounts Receivable Securitization [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt and capital lease obligations including current maturities | 350,000 | 90,000 |
Notes Payable to Banks [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt and capital lease obligations including current maturities | $ 33 | $ 5 |
Long-term Debt, Weighted Average Interest Rate | 11.00% | 8.83% |
Loans Payable [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt and capital lease obligations including current maturities | $ 37,146 | $ 38,215 |
Loans Payable [Member] | Minimum [Member] | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Interest Rate, Stated Percentage | 2.27% | |
Loans Payable [Member] | Maximum [Member] | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Interest Rate, Stated Percentage | 9.36% | |
Capital Lease Obligations [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt and capital lease obligations including current maturities | $ 5,448 | $ 2,863 |
Capital Lease Obligations [Member] | Minimum [Member] | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Interest Rate, Stated Percentage | 1.38% | |
Capital Lease Obligations [Member] | Maximum [Member] | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Interest Rate, Stated Percentage | 16.90% |
Redeemable Noncontrolling Int38
Redeemable Noncontrolling Interests (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 24, 2016 | Dec. 26, 2015 | |
Components of the change in the redeemable noncontrolling interests [Abstract] | ||
Balance, beginning of period | $ 542,194 | $ 564,527 |
Decrease in redeemable noncontrolling interests due to redemptions | (51,265) | (82,563) |
Increase in redeemable noncontrolling interests due to business acquisitions | 20,584 | 18,936 |
Net income attributable to redeemable noncontrolling interests | 34,849 | 43,588 |
Dividends declared | (25,869) | (32,706) |
Effect of foreign currency translation gain (loss) attributable to redeemable noncontrolling interests | 1,228 | (4,790) |
Change in fair value of redeemable securities | 49,648 | 35,202 |
Balance, end of period | $ 571,369 | $ 542,194 |
Comprehensive Income - Accumula
Comprehensive Income - Accumulated Other Comprehensive Income and Comprehensive Income Components (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 24, 2016 | Sep. 26, 2015 | Sep. 24, 2016 | Sep. 26, 2015 | Dec. 26, 2015 | |
Attributable to Redeemable noncontrolling interests: | |||||
Foreign currency translation adjustment | $ (9,145) | $ (9,145) | $ (10,373) | ||
Attributable to noncontrolling interests: | |||||
Foreign currency translation adjustment | (68) | (68) | (76) | ||
Attributable to Henry Schein, Inc.: | |||||
Foreign currency translation gain (loss) | (203,776) | (203,776) | (200,499) | ||
Unrealized gain (loss) from foreign currency hedging activities | 1,965 | 1,965 | 939 | ||
Unrealized investment gain (loss) | (2) | (2) | (2) | ||
Pension adjustment gain (loss) | (20,367) | (20,367) | (20,377) | ||
Accumulated other comprehensive income (loss) | (222,180) | (222,180) | (219,939) | ||
Total Accumulated other comprehensive income (loss) | (231,393) | (231,393) | $ (230,388) | ||
Components of comprehensive income [Abstract] | |||||
Net income | 145,291 | $ 141,396 | 402,922 | $ 382,584 | |
Foreign currency translation gain (loss) | (6,463) | (38,730) | (2,041) | (112,877) | |
Tax effect | 0 | 0 | 0 | 0 | |
Foreign currency translation gain (loss) | (6,463) | (38,730) | (2,041) | (112,877) | |
Unrealized gain (loss) from foreign currency hedging activities | (803) | 2,671 | 1,316 | 1,850 | |
Tax effect | 200 | (747) | (290) | (580) | |
Unrealized gain (loss) from foreign currency hedging activities | (603) | 1,924 | 1,026 | 1,270 | |
Unrealized investment gain (loss) | 0 | 0 | 0 | 2 | |
Tax effect | 0 | 0 | 0 | 0 | |
Unrealized investment gain (loss) | 0 | 0 | 0 | 2 | |
Pension adjustment gain (loss) | 280 | 1,704 | (13) | 3,416 | |
Tax effect | (71) | (341) | 23 | (879) | |
Pension adjustment gain (loss) | 209 | 1,363 | 10 | 2,537 | |
Comprehensive income | $ 138,434 | $ 105,953 | $ 401,917 | $ 273,516 |
Comprehensive Income - Foreign
Comprehensive Income - Foreign Currency Translation Gain (Loss) Components (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 24, 2016USD ($) | Sep. 26, 2015USD ($) | Sep. 24, 2016USD ($) | Sep. 26, 2015USD ($) | Jun. 25, 2016 | Dec. 26, 2015 | Jun. 27, 2015 | Dec. 27, 2014 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||
Foreign currency translation gain (loss) | $ (6,463) | $ (38,730) | $ (2,041) | $ (112,877) | ||||
Euro | ||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||
Foreign currency translation gain (loss) | $ 3,755 | $ 1,063 | $ 14,932 | $ (58,577) | ||||
FX rate into USD | 1.12 | 1.12 | 1.12 | 1.12 | 1.12 | 1.1 | 1.12 | 1.22 |
British Pound | ||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||
Foreign currency translation gain (loss) | $ (17,161) | $ (9,668) | $ (39,536) | $ (9,775) | ||||
FX rate into USD | 1.3 | 1.52 | 1.3 | 1.52 | 1.38 | 1.49 | 1.57 | 1.56 |
Australian Dollar | ||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||
Foreign currency translation gain (loss) | $ 3,826 | $ (14,004) | $ 9,268 | $ (25,809) | ||||
FX rate into USD | 0.76 | 0.7 | 0.76 | 0.7 | 0.75 | 0.73 | 0.77 | 0.81 |
Canadian Dollar | ||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||
Foreign currency translation gain (loss) | $ (1,565) | $ (6,572) | $ 5,941 | $ (7,915) | ||||
FX rate into USD | 0.76 | 0.75 | 0.76 | 0.75 | 0.77 | 0.72 | 0.81 | 0.86 |
Polish Zloty | ||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||
Foreign currency translation gain (loss) | $ 2,044 | $ (458) | $ 428 | $ (2,309) | ||||
FX rate into USD | 0.26 | 0.26 | 0.26 | 0.26 | 0.25 | 0.26 | 0.27 | 0.28 |
Swiss Franc | ||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||
Foreign currency translation gain (loss) | $ 189 | $ (3,098) | $ 1,408 | $ 606 | ||||
FX rate into USD | 1.03 | 1.02 | 1.03 | 1.02 | 1.03 | 1.01 | 1.07 | 1.01 |
Brazilian Real | ||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||
Foreign currency translation gain (loss) | $ 826 | $ (3,418) | $ 3,055 | $ (6,032) | ||||
FX rate into USD | 0.31 | 0.25 | 0.31 | 0.25 | 0.3 | 0.25 | 0.32 | 0.37 |
All other currencies | ||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||
Foreign currency translation gain (loss) | $ 1,623 | $ (2,575) | $ 2,463 | $ (3,066) |
Comprehensive Income - Total Co
Comprehensive Income - Total Comprehensive Income (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 24, 2016 | Sep. 26, 2015 | Sep. 24, 2016 | Sep. 26, 2015 | |
Comprehensive Income Net Of Applicable Taxes [Abstract] | ||||
Comprehensive income (loss) attributable to Henry Schein, Inc. | $ 126,140 | $ 93,790 | $ 365,321 | $ 244,560 |
Comprehensive income (loss) attributable to noncontrolling interests | 165 | 128 | 519 | 513 |
Comprehensive income (loss) attributable to Redeemable noncontrolling interests | 12,129 | 12,035 | 36,077 | 28,443 |
Comprehensive income (loss) | $ 138,434 | $ 105,953 | $ 401,917 | $ 273,516 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Thousands | Sep. 24, 2016 | Dec. 26, 2015 | Dec. 27, 2014 |
Fair Value Disclosures [Abstract] | |||
Fair value of debt | $ 1,068,600 | $ 809,700 | |
Attributable To Redeemable Noncontrolling Interests [Abstract] | |||
Redeemable noncontrolling interests | 571,369 | 542,194 | $ 564,527 |
Fair value, measurements, recurring [Member] | |||
Assets [Abstract] | |||
Derivative contracts - assets | 1,201 | 4,289 | |
Total assets | 1,201 | 4,289 | |
Liabilities [Abstract] | |||
Derivative contracts - liabilities | 1,068 | 2,477 | |
Total liabilities | 1,068 | 2,477 | |
Attributable To Redeemable Noncontrolling Interests [Abstract] | |||
Redeemable noncontrolling interests | 571,369 | 542,194 | |
Fair value, measurements, recurring [Member] | Level 1 [Member] | |||
Assets [Abstract] | |||
Derivative contracts - assets | 0 | 0 | |
Total assets | 0 | 0 | |
Liabilities [Abstract] | |||
Derivative contracts - liabilities | 0 | 0 | |
Total liabilities | 0 | 0 | |
Attributable To Redeemable Noncontrolling Interests [Abstract] | |||
Redeemable noncontrolling interests | 0 | 0 | |
Fair value, measurements, recurring [Member] | Level 2 [Member] | |||
Assets [Abstract] | |||
Derivative contracts - assets | 1,201 | 4,289 | |
Total assets | 1,201 | 4,289 | |
Liabilities [Abstract] | |||
Derivative contracts - liabilities | 1,068 | 2,477 | |
Total liabilities | 1,068 | 2,477 | |
Attributable To Redeemable Noncontrolling Interests [Abstract] | |||
Redeemable noncontrolling interests | 0 | 0 | |
Fair value, measurements, recurring [Member] | Level 3 [Member] | |||
Assets [Abstract] | |||
Derivative contracts - assets | 0 | 0 | |
Total assets | 0 | 0 | |
Liabilities [Abstract] | |||
Derivative contracts - liabilities | 0 | 0 | |
Total liabilities | 0 | 0 | |
Attributable To Redeemable Noncontrolling Interests [Abstract] | |||
Redeemable noncontrolling interests | $ 571,369 | $ 542,194 |
Plan of Restructuring - Narrati
Plan of Restructuring - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 24, 2016 | Sep. 26, 2015 | Sep. 24, 2016 | Sep. 26, 2015 | Dec. 26, 2015 | Nov. 06, 2014 | |
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring Charges, pre-tax | $ 5,370 | $ 8,438 | $ 29,811 | $ 22,522 | $ 34,931 | |
November 2014 restructuring initiative [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring Charges, pre-tax | $ 29,811 | $ 34,931 | ||||
November 2014 restructuring initiative [Member] | Minimum [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Expected percentage of workforce eliminated (in hundredths) | 3.00% | 3.00% | 2.00% | |||
Restructuring costs, remaining expected costs | $ 17,000 | $ 17,000 | ||||
November 2014 restructuring initiative [Member] | Maximum [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Expected percentage of workforce eliminated (in hundredths) | 4.00% | 4.00% | 3.00% | |||
Restructuring costs, remaining expected costs | $ 22,000 | $ 22,000 |
Plan of Restructuring - Restruc
Plan of Restructuring - Restructuring Reserve Roll Forward by Expense and Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 24, 2016 | Sep. 26, 2015 | Sep. 24, 2016 | Sep. 26, 2015 | Dec. 26, 2015 | |
Restructuring Reserve [Roll Forward] | |||||
Restructuring Reserve, beginning balance | $ 12,065 | $ 421 | $ 421 | ||
Provision | $ 5,370 | $ 8,438 | 29,811 | 22,522 | 34,931 |
Payments and other adjustments | (22,133) | (23,287) | |||
Restructuring Reserve, ending balance | 19,743 | 19,743 | 12,065 | ||
Healthcare Distribution [Member] | |||||
Restructuring Reserve [Roll Forward] | |||||
Restructuring Reserve, beginning balance | 12,062 | 421 | 421 | ||
Provision | 28,963 | 33,889 | |||
Payments and other adjustments | (21,503) | (22,248) | |||
Restructuring Reserve, ending balance | 19,522 | 19,522 | 12,062 | ||
Technology [Member] | |||||
Restructuring Reserve [Roll Forward] | |||||
Restructuring Reserve, beginning balance | 3 | 0 | 0 | ||
Provision | 848 | 1,042 | |||
Payments and other adjustments | (630) | (1,039) | |||
Restructuring Reserve, ending balance | 221 | 221 | 3 | ||
Employee Severance [Member] | |||||
Restructuring Reserve [Roll Forward] | |||||
Restructuring Reserve, beginning balance | 9,103 | 120 | 120 | ||
Provision | 25,736 | 26,742 | |||
Payments and other adjustments | (16,964) | (17,759) | |||
Restructuring Reserve, ending balance | 17,875 | 17,875 | 9,103 | ||
Facility Closing [Member] | |||||
Restructuring Reserve [Roll Forward] | |||||
Restructuring Reserve, beginning balance | 2,151 | 301 | 301 | ||
Provision | 2,619 | 5,706 | |||
Payments and other adjustments | (3,140) | (3,856) | |||
Restructuring Reserve, ending balance | 1,630 | 1,630 | 2,151 | ||
Other Restructuring [Member] | |||||
Restructuring Reserve [Roll Forward] | |||||
Restructuring Reserve, beginning balance | 811 | $ 0 | 0 | ||
Provision | 1,456 | 2,483 | |||
Payments and other adjustments | (2,029) | (1,672) | |||
Restructuring Reserve, ending balance | $ 238 | $ 238 | $ 811 |
Earnings Per Share (Details)
Earnings Per Share (Details) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 24, 2016 | Sep. 26, 2015 | Sep. 24, 2016 | Sep. 26, 2015 | |
Weighted-average common shares outstanding: | ||||
Basic (in shares) | 80,896 | 82,858 | 81,300 | 83,042 |
Effect of dilutive securities: | ||||
Stock options, restricted stock and restricted stock units (in shares) | 959 | 1,226 | 1,017 | 1,270 |
Diluted (in shares) | 81,855 | 84,084 | 82,317 | 84,312 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) | 9 Months Ended | |
Sep. 24, 2016 | Sep. 26, 2015 | |
Income Tax Disclosure [Abstract] | ||
Effective tax rate (in hundredths) | 29.00% | 29.00% |
One-time income tax benefit | $ 6,300,000 | |
Unrecognized tax benefits | $ 104,600,000 | |
Unrecognized tax benefits that would affect the effective tax rate if recognized | 76,700,000 | |
Total interest | 16,000,000 | |
Total penaltes | $ 0 | |
Other Information Pertaining to Income Taxes | In December 2014, the IRS issued a Statutory Notice of Deficiency for 2009, 2010 and 2011. During the quarter ended March 28, 2015, we filed our petition to the U.S. Tax Court disputing the adjustments proposed by the IRS. During the quarter ended June 27, 2015, we were notified by the IRS that our protest was transferred to the Appellate Divisions (Appeals Section) of the IRS. During the quarter ended March 26, 2016, we filed our protest with the Appellate Division. The opening appeals conference was held on June 8, 2016 and a proposed settlement was reached. On July 13, 2016, a joint status report was filed with the Tax Court indicating a basis for settlement has been reached on all of the issues in this case. On October 19, 2016 an executed decision document was signed by the Internal Revenue Service’s Special Trial Attorney and submitted to the Tax Court finalizing the settlement. During the third quarter of 2016, the Company elected to early adopt Accounting Standards Update (“ASU”) No. 2015-17 (Topic 740), Balance Sheet Classification of Deferred Taxes, prospectively. As a result, all deferred tax assets and liabilities will be presented as noncurrent on the consolidated balance sheet. There was no impact on our results of operations as a result of the adoption of ASU 2015-17 and prior periods have not been adjusted. | |
Internal Revenue Service (IRS) [Member] | ||
Income Tax Examination [Line Items] | ||
Income Tax Examination, Liability (Refund) Adjustment from Settlement with Taxing Authority | $ 4,500,000 |
Derivatives and Hedging Activ47
Derivatives and Hedging Activities (Details) | 9 Months Ended |
Sep. 24, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Maximum duration of foreign currency forward contracts | 18 months |
Stock-Based Compensation - Narr
Stock-Based Compensation - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 24, 2016 | Sep. 26, 2015 | Sep. 24, 2016 | Sep. 26, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||||
Pre-tax share-based compensation expense | $ 16.1 | $ 13.1 | $ 43.6 | $ 35.1 |
After-tax share-based compensation expense | 11.5 | $ 9.6 | 31 | $ 24.9 |
Total unrecognized compensation cost related to non-vested awards | $ 98.8 | $ 98.8 | ||
Weighted-average period of recognition for unrecognized compensation costs on nonvested awards (in years) | 2 years 1 month 6 days | |||
Time Based Restricted Stock Restricted Units [Member] | 2013 Stock Incentive Plan, as amended [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 4 years | |||
Time Based Restricted Stock Restricted Units [Member] | 2015 Non-Employee Director Stock Incentive Plan [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 12 months | |||
Performance Based Restricted Stock Restricted Units [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 3 years | |||
Period Over Which Earnings Per Share Performance Is Measured Against Specified Targets | 3 years |
Stock-Based Compensation - Stoc
Stock-Based Compensation - Stock Option Activity (Details) - Employee and director stock options [Member] $ / shares in Units, shares in Thousands, $ in Thousands | 9 Months Ended |
Sep. 24, 2016USD ($)$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |
Outstanding at beginning of period (in shares) | shares | 385 |
Granted (in shares) | shares | 0 |
Exercised (in shares) | shares | (178) |
Forfeited (in shares) | shares | 0 |
Outstanding at end of period (in shares) | shares | 207 |
Ending balance, options exercisable (in shares) | shares | 207 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | |
Outstanding at beginning of period (in dollars per share) | $ / shares | $ 56 |
Granted (in dollars per share) | $ / shares | 0 |
Exercised (in dollars per share) | $ / shares | 54.88 |
Forfeited (in dollars per share) | $ / shares | 0 |
Outstanding at end of period (in dollars per share) | $ / shares | 56.96 |
Ending balance, options exercisable (in dollars per share) | $ / shares | $ 56.96 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract] | |
Weighted average remaining contractual life, options outstanding (in years) | 1 year 1 month 6 days |
Weighted average remaining contractual life, options exercisable (in years) | 1 year 1 month 6 days |
Stock option outstanding aggregate intrinsic value as of period end | $ | $ 22,203 |
Stock option exercisable aggregate intrinsic value as of period end | $ | $ 22,203 |
Stock-Based Compensation - Rest
Stock-Based Compensation - Resticted Stock Activity (Details) shares in Thousands | 9 Months Ended |
Sep. 24, 2016$ / sharesshares | |
Time Based Restricted Stock Restricted Units [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Beginning balance outstanding (in shares) | shares | 775 |
Granted (in shares) | shares | 158 |
Vested (in shares) | shares | (236) |
Forfeited (in shares) | shares | (33) |
Ending balance outstanding (in shares) | shares | 664 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |
Beginning balance outstanding (in dollars per share) | $ 99.29 |
Granted (in dollars per share) | 168.93 |
Vested (in dollars per share) | 74.58 |
Forfeited (in dollars per share) | 123.25 |
Ending balance outstanding (in dollars per share) | 123.43 |
Intrinsic value (in dollars per share) | $ 164.45 |
Performance Based Restricted Stock Restricted Units [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Beginning balance outstanding (in shares) | shares | 930 |
Granted (in shares) | shares | 259 |
Vested (in shares) | shares | (213) |
Forfeited (in shares) | shares | (32) |
Ending balance outstanding (in shares) | shares | 944 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |
Beginning balance outstanding (in dollars per share) | $ 91.33 |
Granted (in dollars per share) | 159.68 |
Vested (in dollars per share) | 90.43 |
Forfeited (in dollars per share) | 136.78 |
Ending balance outstanding (in dollars per share) | 108.97 |
Intrinsic value (in dollars per share) | $ 164.45 |
Supplemental Cash Flow Inform51
Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 24, 2016 | Sep. 26, 2015 | Sep. 24, 2016 | Sep. 26, 2015 | |
Supplemental Cash Flow Information [Abstract] | ||||
Interest | $ 21,187 | $ 18,062 | ||
Income taxes | 152,351 | 128,693 | ||
Unrealized gain (loss) from foreign currency hedging activities | $ (803) | $ 2,671 | $ 1,316 | $ 1,850 |
Legal Proceedings (Details)
Legal Proceedings (Details) | 9 Months Ended |
Sep. 24, 2016 | |
Loss Contingency, Information about Litigation Matters [Abstract] | |
Loss Contingency, Management's Assessment and Process | As of September 24, 2016, we had accrued our best estimate of potential losses relating to claims that were probable to result in liability and for which we were able to reasonably estimate a loss. This accrued amount, as well as related expenses, was not material to our financial position, results of operations or cash flows. Our method for determining estimated losses considers currently available facts, presently enacted laws and regulations and other factors, including probable recoveries from third parties. |
SourceOne Dental, Inc. v. Patterson Companies, Inc., Henry Schein, Inc. and Benco Dental Supply Company [Member] | |
Loss Contingency, Information about Litigation Matters [Abstract] | |
Loss Contingency, Lawsuit Filing Date | September 2,015 |
Loss Contingency, Name of Defendant | Patterson Companies, Inc., Henry Schein, Inc. and Benco Dental Supply Company |
Loss Contingency, Name of Plaintiff | SourceOne Dental, Inc. |
Loss Contingency, Allegations | Plaintiff alleges, among other things, that defendants conspired to eliminate plaintiff as a viable competitor and to exclude plaintiff from the market for the marketing, distribution and sale of dental supplies and equipment in the United States and that defendants unlawfully agreed with one another to boycott dentists, manufacturers and state dental associations that deal with, or considered dealing with, plaintiff. Plaintiff asserts the following claims: (i) unreasonable restraint of trade in violation of state and federal antitrust laws; (ii) tortious interference with prospective business relations; (iii) civil conspiracy; and (iv) aiding and abetting the other defendants’ ongoing tortious and anticompetitive conduct. |
Class Action Complaints Against Patterson Companies, Inc., Benco Dental Supply Co. and Henry Schein, Inc. [Member] | |
Loss Contingency, Information about Litigation Matters [Abstract] | |
Loss Contingency, Lawsuit Filing Date | January 2,016 |
Loss Contingency, Name of Defendant | Patterson Companies, Inc., Benco Dental Supply Co. and Henry Schein, Inc |
Loss Contingency, Name of Plaintiff | class action complaints |
Loss Contingency, Allegations | Each of these complaints allege, among other things, that defendants conspired to fix prices, allocate customers and foreclose competitors by boycotting manufacturers, state dental associations and others that deal with defendants’ competitors. |