Cover Page
Cover Page - shares | 3 Months Ended | |
Mar. 26, 2022 | Apr. 25, 2022 | |
Cover [Abstract] | ||
Entity Central Index Key | 0001000228 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q1 | |
Current Fiscal Year End Date | --12-31 | |
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 26, 2022 | |
Document Transition Report | false | |
Entity Registrant Name | HENRY SCHEIN, INC. | |
Entity File Number | 0-27078 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 11-3136595 | |
Entity Address, Address Line One | 135 Duryea Road | |
Entity Address, City or Town | Melville | |
Entity Address, State or Province | NY | |
Entity Address, Postal Zip Code | 11747 | |
City Area Code | 631 | |
Local Phone Number | 843-5500 | |
Title of 12(b) Security | Common Stock, par value $.01 per share | |
Trading Symbol | HSIC | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Emerging Growth Company | false | |
Entity Small Business | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 138,050,781 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Mar. 26, 2022 | Dec. 25, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 126 | $ 118 |
Accounts receivable, net of reserves of $70 and $67 | 1,444 | 1,452 |
Inventories, net | 1,871 | 1,861 |
Prepaid expenses and other | 389 | 413 |
Total current assets | 3,830 | 3,844 |
Property and equipment, net | 358 | 366 |
Operating lease right-of-use assets | 331 | 325 |
Goodwill | 2,857 | 2,854 |
Other intangibles, net | 644 | 668 |
Investments and other | 427 | 424 |
Total assets | 8,447 | 8,481 |
Current liabilities: | ||
Accounts payable | 914 | 1,054 |
Bank credit lines | 90 | 51 |
Current maturities of long-term debt | 3 | 11 |
Operating lease liabilities | 76 | 76 |
Accrued expenses: | ||
Payroll and related | 326 | 385 |
Taxes | 174 | 137 |
Other | 561 | 593 |
Total current liabilities | 2,144 | 2,307 |
Long-term debt | 773 | 811 |
Deferred income taxes | 40 | 42 |
Operating lease liabilities | 277 | 268 |
Other liabilities | 376 | 377 |
Total liabilities | 3,610 | 3,805 |
Redeemable noncontrolling interests | 613 | 613 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Preferred stock, $.01 par value, 1,000,000 shares authorized, none outstanding | 0 | 0 |
Common stock, $0.01 par value, 480,000,000 shares authorized, 137,708,809 outstanding on March 26, 2022 and 137,145,558 outstanding on December 25, 2021 | 1 | 1 |
Additional paid-in capital | 0 | 0 |
Retained earnings | 3,759 | 3,595 |
Accumulated other comprehensive loss | (168) | (171) |
Total Henry Schein, Inc. stockholders' equity | 3,592 | 3,425 |
Noncontrolling interests | 632 | 638 |
Total stockholders' equity | 4,224 | 4,063 |
Total liabilities, redeemable noncontrolling interests and stockholders' equity | $ 8,447 | $ 8,481 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Millions | Mar. 26, 2022 | Dec. 25, 2021 |
Current assets: | ||
Accounts receivable, reserves (in dollars) | $ 70 | $ 67 |
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) | 480,000,000 | 480,000,000 |
Common stock, shares outstanding (in shares) | 137,708,809 | 137,145,558 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF INCOME - USD ($) $ in Millions | 3 Months Ended | |
Mar. 26, 2022 | Mar. 27, 2021 | |
CONDENSED CONSOLIDATED STATEMENTS OF INCOME [Abstract] | ||
Net sales | $ 3,179 | $ 2,925 |
Cost of sales | 2,206 | 2,034 |
Gross profit | 973 | 891 |
Operating expenses: | ||
Selling, general and administrative | 682 | 614 |
Depreciation and amortization | 47 | 44 |
Restructuring costs | 0 | 3 |
Operating income | 244 | 230 |
Other income (expense): | ||
Interest income | 2 | 2 |
Interest expense | (7) | (6) |
Income before taxes, equity in earnings of affiliates and noncontrolling interest | 239 | 226 |
Income taxes | (57) | (57) |
Equity in earnings of affiliates | 4 | 6 |
Net income | 186 | 175 |
Less: Net income attributable to noncontrolling interests | (5) | (9) |
Net income attributable to Henry Schein, Inc. | $ 181 | $ 166 |
Earnings per share attributable to Henry Schein, Inc.: | ||
Basic (in dollars per share) | $ 1.31 | $ 1.17 |
Diluted (in dollars per share) | $ 1.30 | $ 1.16 |
Weighted-average common shares outstanding: | ||
Basic (in shares) | 137,296,581 | 142,298,387 |
Diluted (in shares) | 139,237,472 | 143,397,724 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Millions | 3 Months Ended | |
Mar. 26, 2022 | Mar. 27, 2021 | |
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME [Abstract] | ||
Net income | $ 186 | $ 175 |
Other comprehensive income (loss), net of tax: | ||
Foreign currency translation gain (loss) | 3 | (38) |
Unrealized gain (loss) from foreign currency hedging activities | 1 | 3 |
Pension adjustment gain | 0 | 1 |
Other comprehensive income (loss), net of tax | 4 | (34) |
Comprehensive income | 190 | 141 |
Comprehensive income attributable to noncontrolling interests: | ||
Net income | (5) | (9) |
Foreign currency translation (gain) loss | (1) | 6 |
Comprehensive income attributable to noncontrolling interest | (6) | (3) |
Comprehensive income attributable to Henry Schein, Inc. | $ 184 | $ 138 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY - USD ($) $ in Millions | 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, 2020 | $ 3,984 | $ 1 | $ 0 | $ 3,455 | $ (108) | $ 636 |
Beginning Balance, shares (in shares) at Dec. 26, 2020 | 142,462,571 | |||||
Net income (loss) (excluding amounts attributable to Redeemable noncontrolling interests) | 168 | $ 0 | 0 | 166 | 0 | 2 |
Foreign currency translation gain (loss) (excluding amounts attributable to Redeemable noncontrolling interests) | (32) | 0 | 0 | 0 | (32) | 0 |
Unrealized gain from foreign currency hedging activities, net of tax | 3 | 0 | 0 | 0 | 3 | 0 |
Pension adjustment gain, net of tax | 1 | 0 | 0 | 0 | 1 | 0 |
Change in fair value of redeemable securities | (46) | 0 | (46) | 0 | 0 | 0 |
Initial noncontrolling interest and adjustments related to business acquisitions | 1 | 0 | 0 | 0 | 0 | 1 |
Repurchase and retirement of common stock - Value | (89) | $ 0 | (12) | (77) | 0 | 0 |
Repurchase and retirement of common stock - Shares | (1,325,242) | |||||
Stock-based compensation expense - Value | 13 | $ 0 | 13 | 0 | 0 | 0 |
Stock-based compensation expense - Shares | 281,645 | |||||
Shares withheld for payroll taxes - Value | (7) | $ 0 | (7) | 0 | 0 | 0 |
Shares withheld for payroll taxes - Shares | (108,861) | |||||
Settlement of stock-based compensation awards - Value | 1 | $ 0 | 1 | 0 | 0 | 0 |
Transfer of charges in excess of capital | 0 | 0 | 51 | (51) | 0 | 0 |
Ending Balance at Mar. 27, 2021 | 3,997 | $ 1 | 0 | 3,493 | (136) | 639 |
Ending Balance, shares (in shares) at Mar. 27, 2021 | 141,310,113 | |||||
Beginning Balance at Dec. 25, 2021 | $ 4,063 | $ 1 | 0 | 3,595 | (171) | 638 |
Beginning Balance, shares (in shares) at Dec. 25, 2021 | 137,145,558 | 137,145,558 | ||||
Net income (loss) (excluding amounts attributable to Redeemable noncontrolling interests) | $ 182 | $ 0 | 0 | 181 | 0 | 1 |
Foreign currency translation gain (loss) (excluding amounts attributable to Redeemable noncontrolling interests) | 2 | 0 | 0 | 0 | 2 | 0 |
Unrealized gain from foreign currency hedging activities, net of tax | 1 | 0 | 0 | 0 | 1 | 0 |
Pension adjustment gain, net of tax | 0 | |||||
Purchase of noncontrolling interests | (7) | 0 | 0 | 0 | 0 | (7) |
Change in fair value of redeemable securities | (3) | 0 | (3) | 0 | 0 | 0 |
Stock-based compensation expense - Value | 12 | $ 0 | 12 | 0 | 0 | 0 |
Stock-based compensation expense - Shares | 876,161 | |||||
Stock issued upon exercise of stock options - Value | $ 2 | $ 0 | 2 | 0 | 0 | 0 |
Stock issued upon exercise of stock options - Shares | 26,233 | 26,233 | ||||
Shares withheld for payroll taxes - Value | $ (28) | $ 0 | (28) | 0 | 0 | 0 |
Shares withheld for payroll taxes - Shares | (336,331) | |||||
Settlement of stock-based compensation awards - Value | $ 0 | 0 | 0 | 0 | 0 | 0 |
Settlement of stock-based compensation awards - Shares | (2,812) | |||||
Transfer of charges in excess of capital | $ 0 | 0 | 17 | (17) | 0 | 0 |
Ending Balance at Mar. 26, 2022 | $ 4,224 | $ 1 | $ 0 | $ 3,759 | $ (168) | $ 632 |
Ending Balance, shares (in shares) at Mar. 26, 2022 | 137,708,809 | 137,708,809 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |
Mar. 26, 2022 | Mar. 27, 2021 | Dec. 25, 2021 | |
Net income attributable to Redeemable noncontrolling interests | $ 4 | $ 7 | $ 23 |
Foreign currency translation gain (loss) attributable to Redeemable noncontrolling interests | 1 | (6) | $ (6) |
Unrealized gain (loss) from foreign currency hedging activities, tax | 1 | 1 | |
Pension adjustment gain), tax | $ 0 | $ 0 |
CONDENSED CONSOLIDATED STATEM_5
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 3 Months Ended | |
Mar. 26, 2022 | Mar. 27, 2021 | |
Cash flows from operating activities: | ||
Net income | $ 186 | $ 175 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 55 | 49 |
Stock-based compensation expense | 12 | 13 |
Provision for (benefit from) losses on trade and other accounts receivable | 1 | (3) |
Provision for (benefit from) deferred income taxes | (3) | 11 |
Equity in earnings of affiliates | (4) | (6) |
Distributions from equity affiliates | 4 | 5 |
Changes in unrecognized tax benefits | 4 | 3 |
Other | (7) | 0 |
Changes in operating assets and liabilities, net of acquisitions: | ||
Accounts receivable | 16 | 119 |
Inventories | (9) | (78) |
Other current assets | 26 | (45) |
Accounts payable and accrued expenses | (188) | (180) |
Net cash provided by operating activities | 93 | 63 |
Cash flows from investing activities: | ||
Purchases of fixed assets | (19) | (14) |
Payments related to equity investments and business acquisitions, net of cash acquired | (5) | (204) |
Proceeds from loan to affiliate | 4 | 0 |
Other | (7) | (5) |
Net cash used in investing activities | (27) | (223) |
Cash flows from financing activities: | ||
Net change in bank borrowings | 30 | 0 |
Principal payments for long-term debt | (53) | (18) |
Proceeds from issuance of stock upon exercise of stock options | 2 | 0 |
Payments for repurchases and retirement of common stock | 0 | (89) |
Payments for taxes related to shares withheld for employee taxes | (26) | (6) |
Distributions to noncontrolling shareholders | (5) | (7) |
Acquisitions of noncontrolling interests in subsidiaries | (10) | 0 |
Net cash used in financing activities | (62) | (120) |
Effect of exchange rate changes on cash and cash equivalents | 4 | 3 |
Net change in cash and cash equivalents | 8 | (277) |
Cash and cash equivalents, beginning of period | 118 | 421 |
Cash and cash equivalents, end of period | $ 126 | $ 144 |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Mar. 26, 2022 | |
Basis of Presentation [Abstract] | |
Basis of Presentation | Note 1 – Basis of Presentation Our condensed consolidated financial statements include the accounts of Henry controlled subsidiaries. in unconsolidated affiliates in which we have the ability to influence the operating accounted for under the equity method. current period presentation. Our accompanying unaudited condensed consolidated financial statements accounting principles generally accepted in the United States with the instructions to Form 10-Q and Article 10 of Regulation S-X. information and footnote disclosures required by U.S. GAAP for complete financial The unaudited interim condensed consolidated financial statements should be consolidated financial statements and notes to the consolidated financial on Form 10-K for the year ended December 25, 2021 and with the information available filings with the Securities and Exchange Commission. reflect all adjustments considered necessary for a fair presentation of the financial position for the interim periods presented. The preparation of financial statements in conformity with accounting principles States requires us to make estimates and assumptions that affect the reported amounts of disclosure of contingent assets and liabilities at the date of the financial statements revenues and expenses during the reporting period. operations for the three months ended March 26, 2022 are not necessarily for any other interim period or for the year ending December 31, 2022. We consolidate the results of operations and financial position of a trade accounts receivable securitization which we consider a Variable Interest Entity (“VIE”) because we are the primary beneficiary, and we have the power to direct activities that most significantly affect the economic performance and have majority of the losses or benefits. collateral to the related debt. March 26, 2022 and December 25, 2021, certain trade accounts receivable obligations of this VIE were $ 77 138 creditors have recourse to us were $ 60 105 Our condensed consolidated financial statements reflect estimates and assumptions other things, our goodwill, long-lived asset and definite-lived intangible investment valuation; assessment of the annual effective tax rate; valuation of deferred tax contingencies; the allowance for doubtful accounts; hedging activity; compensation cost for certain share-based performance awards and cash bonus assumptions. regarding estimates and impairments could change in the future and financial condition and liquidity. time. |
Critical Accounting Policies, A
Critical Accounting Policies, Accounting Pronouncements Adopted and Recently Issued Accounting Standards | 3 Months Ended |
Mar. 26, 2022 | |
Critical Accounting Policies, Accounting Pronouncements Adopted and Recently Issued Accounting Standards [Abstract] | |
Critical Accounting Policies, Accounting Pronouncements Adopted and Recently Issued Accounting Standards | Note 2 – Critical Accounting Policies, Accounting Pronouncements Adopted Standards Critical Accounting Policies There have been no material changes in our critical accounting policies 2022, as compared to the critical accounting policies described in Item the year ended December 25, 2021, except as follows: Accounting Pronouncements Adopted On December 26, 2021 Contract Assets and Contract Liabilities from Contracts with Customers” ASU was permitted. liabilities acquired in a business combination in accordance with Topic 606. should account for the related revenue contracts in accordance with Topic 606 as if it had originated the contracts. To achieve this, an acquirer may assess how the acquiree applied Topic 606 to determine what to record for the acquired revenue contracts. contract assets and contract liabilities consistent with how financial statements. adoption statements. Recently Issued Accounting Standards In March 2020, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2020-04, “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting” which provides optional expedients and exceptions for applying U.S. GAAP to contracts, transactions affected by the discontinuation of the London Interbank Offered Rate (“LIBOR”) or reference rate expected to be discontinued because of reference rate reform. March 12, 2020 and can be applied prospectively through December 31, ASU 2021-01, Reference Rate Reform (Topic 848): Scope (“ASU 2021-01”). optional expedients and exceptions to certain guidance in U.S. GAAP to the expected market transition from LIBOR and other interbank offered rates as the Secured Overnight Financing Rate. applied through December 31, 2022. impact on our consolidated financial statements. In March 2022, the FASB issued ASU No. 2022-01, “Derivatives and Hedging (Topic 815): Fair Value Portfolio Layer Method,” which will expand companies' abilities portfolios of financial assets (or beneficial interests) in a fair value hedge. portfolio layer method (previously referred to as the last-of-layer closed portfolio of assets using spot starting, forward starting and amortizing-notional prepayable and non-prepayable financial assets to be included in the closed layer hedge. portfolio layer method hedges, but rather be maintained on the closed portfolio 01 is effective for fiscal years beginning after December 15, 2022, including interim periods years. expect that the requirements of this guidance will have a material impact In March 2022, the FASB issued ASU No. 2022-02, “Financial Instruments – Credit Losses (Topic 326): Troubled Debt Restructuring and Vintage Disclosures”. troubled debt restructurings by creditors that have adopted the Current Expected the disclosure requirements for loan refinancings and restructurings difficulty. for financing receivables and net investment in leases by year of origination – 02 is effective for fiscal years beginning after December 15, 2022, including years. Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments”. expect that the requirements of this guidance will have a material impact on our |
Revenue from Contracts with Cus
Revenue from Contracts with Customers | 3 Months Ended |
Mar. 26, 2022 | |
Revenue from Contracts with Customers [Abstract] | |
Revenue from Contracts with Customers | Note 3 – Revenue from Contracts with Customers Revenue is recognized in accordance with policies disclosed in Item 8 of our the year ended December 25, 2021. Disaggregation of Net Sales The following table disaggregates our Net sales by reportable segment and geographic Three Months Ended March 26, 2022 North America International Global Revenues: Health care distribution Dental $ 1,105 723 1,828 Medical 1,150 22 1,172 Total health care distribution 2,255 745 3,000 Technology 156 23 179 Total revenues $ 2,411 $ 768 $ 3,179 Three Months Ended March 27, 2021 North America International Global Revenues: Health care distribution Dental $ 1,045 744 1,789 Medical 963 28 991 Total health care distribution 2,008 772 2,780 Technology 124 21 145 Total revenues $ 2,132 $ 793 $ 2,925 At December 25, 2021, the current portion of contract liabilities of $ 89 Other, and $ 10 months ended March 26, 2022, we recognized in revenue $ 39 at December 25, 2021. 91 million and $ 9 |
Segment Data
Segment Data | 3 Months Ended |
Mar. 26, 2022 | |
Segment Data [Abstract] | |
Segment Data | Note 4 Segment Data We conduct our business through two value-added services. These segments offer different products and services to the same customer dental businesses serve office-based dental practitioners, dental laboratories, schools and global medical businesses serve office-based medical practitioners, ambulatory settings and other institutions. Our global dental and medical groups serve 32 The health care distribution reportable segment aggregates our global segment distributes consumable products, dental specialty products, equipment, equipment repair services, branded and generic pharmaceuticals, tests, infection-control products, personal protective equipment (“PPE”) Our global technology and value-added services reportable segment provides added services to health care practitioners. Our technology offerings include practice management for dental and medical practitioners. Our value-added practice solutions revenue cycle management and financial services on a non-recourse basis, and hardware services, as well as continuing education services for practitioners. The following tables present information about our reportable and operating Three Months Ended March 26, March 27, 2022 2021 Net Sales: Health care distribution (1) Dental $ 1,828 $ 1,789 Medical 1,172 991 Total health care distribution 3,000 2,780 Technology (2) 179 145 Total $ 3,179 $ 2,925 Consists of consumable products, small equipment, laboratory products, large equipment, equipment repair services, branded and generic pharmaceuticals, vaccines, surgical products, dental specialty products (including implant, orthodontic and endodontic products), diagnostic tests, infection-control products, PPE and vitamins. (2) Consists of practice management software and other value-added products, which are distributed primarily to health care providers, practice consultancy, education, revenue cycle management and financial services on a non-recourse basis, e-services, continuing education services for practitioners, consulting and other services. Three Months Ended March 26, March 27, 2022 2021 Operating Income: Health care distribution $ 211 $ 197 Technology 33 33 Total $ 244 $ 230 |
Business Acquisitions
Business Acquisitions | 3 Months Ended |
Mar. 26, 2022 | |
Business Acquisitions [Abstract] | |
Business Acquisitions | Note 5 Business Acquisitions 2022 Acquisitions During the three months ended March 26, 2022, services segment. financial statements. 2021 Acquisitions We completed acquisitions during the three months ended March 27, 2021 which were immaterial to our financial statements. 65 % to 100 %. health care distribution segment included home medical supplies, and product kitting and sterile packaging. segment, we acquired companies that focus on dental marketing and website and business analytics and intelligence software. The following table aggregates the estimated fair value, as of the assets acquired for acquisitions during the three months ended March 27, 2021. and assumptions to accurately value those assets acquired and liabilities contingent consideration, where applicable, our estimates are inherently uncertain result, during the measurement period we may record adjustments with the corresponding offset to goodwill within our consolidated balance sheets. Acquisition consideration: Cash $ 212 Deferred consideration 2 Redeemable noncontrolling interests 75 Total consideration $ 289 Identifiable assets acquired and liabilities assumed: Current assets 87 Intangible assets 151 Other noncurrent assets 19 Current liabilities (32) Deferred income taxes (9) Other noncurrent liabilities (22) Total identifiable 194 Goodwill 95 Total net assets acquired $ 289 The following table summarizes the identifiable intangible assets acquired and their estimated useful lives as of the date of the acquisition: Estimated Useful Lives (in years) Trademark / Tradename $ 23 5 Non-compete agreements 5 5 Customer relationships and lists 120 8 - 12 Product development 3 7 Total $ 151 The major classes of assets and liabilities that we generally allocate purchase identifiable intangible assets (i.e., customer relationships and lists, trademarks development and non-compete agreements), inventory and accounts deferred taxes and other current and long-term assets and liabilities. intangible assets is based on critical estimates, judgments and assumptions conditions, discount rates, discounted cash flows, customer retention rates Some prior owners of acquired subsidiaries are eligible to receive additional certain financial targets are met. price consideration at the time of the acquisition. consolidated statements of income. material adjustments recorded in our consolidated statements of income purchase price liabilities. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 26, 2022 | |
Fair Value Measurements [Abstract] | |
Fair Value Measurements | Note 6 – Fair Value Measurements Fair value is defined as the price that would be received to sell an asset or transaction between market participants at the measurement date. (1) market participant assumptions developed based on market data obtained inputs) and (2) an entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the in active markets for identical assets or liabilities (Level 1) and the lowest priority The three levels of the fair value hierarchy are described as follows: • measurement date. • either directly or indirectly. quoted prices for identical or similar assets or liabilities in markets that are prices that are observable for the asset or liability; and inputs that are observable market data by correlation or other means. • The following section describes the fair values of our financial instruments measure their fair values. Investments and notes receivable There are no quoted market prices available for investments in unconsolidated however, we believe the carrying amounts are a reasonable estimate of fair value based on the interest applicable markets. Debt The fair value of our debt (including bank credit lines) is classified as as of March 26, 2022 and December 25, 2021 was estimated at $ 866 873 Factors that we considered when estimating the fair value of our debt rates and credit spreads. Derivative contracts Derivative contracts are valued using quoted market prices and derivative instruments to minimize our exposure to fluctuations in foreign instruments primarily include foreign currency forward agreements related forecasted inventory purchase commitments with foreign suppliers, portion of our euro-denominated foreign operations which are designated return swap for the purpose of economically hedging our unfunded plan and our deferred compensation plan. The fair values for the majority of our foreign currency derivative contracts rate to a published forward price of the underlying market rates, which transactions and are classified within Level 2 of the fair value hierarchy. Redeemable noncontrolling interests The values for Redeemable noncontrolling interests are classified within based on recent transactions and/or implied multiples of earnings. for additional information. The following table presents our assets and liabilities that are measured and basis classified under the appropriate level of the fair value hierarchy as of 2021: March 26, 2022 Level 1 Level 2 Level 3 Total Assets: Derivative contracts designated as hedges $ - $ 11 $ - $ 11 Derivative contracts undesignated 2 2 Total return - 1 - 1 Total assets $ - $ 14 $ - $ 14 Liabilities: Derivative contracts designated as hedges $ - $ 1 $ - $ 1 Derivative contracts undesignated 2 2 Total liabilities $ - $ 3 $ - $ 3 Redeemable noncontrolling interests $ - $ - $ 613 $ 613 December 25, 2021 Level 1 Level 2 Level 3 Total Assets: Derivative contracts designated as hedges $ - $ 8 $ - $ 8 Derivative contracts undesignated - 1 - 1 Total return - 1 - 1 Total assets $ - $ 10 $ - $ 10 Liabilities: Derivative contracts designated as hedges $ - $ 1 $ - $ 1 Derivative contracts undesignated - 2 - 2 Total liabilities $ - $ 3 $ - $ 3 Redeemable noncontrolling interests $ - $ - $ 613 $ 613 |
Debt
Debt | 3 Months Ended |
Mar. 26, 2022 | |
Debt [Abstract] | |
Debt | Note 7 – Debt Bank Credit Lines Bank credit lines consisted of the following: March 26, December 25, 2022 2021 Revolving credit agreement $ - $ - Other short-term bank credit lines 90 51 Total $ 90 $ 51 Revolving Credit Agreement On August 20, 2021 , we entered into a new $ 1 facility, which matures on August 20, 2026 , replaced our $ 750 scheduled to mature in April 2022. leverage ratio at the end of each financial reporting quarter. December 31, 2021, while the remaining LIBOR rates will be discontinued do not expect the discontinuation of LIBOR as a reference rate in our effect on our financial position or to materially affect our interest expense. among other things, that we maintain certain maximum leverage ratios. contains customary representations, warranties and affirmative covenants as well subject to negotiated exceptions, on liens, indebtedness, significant corporate dispositions and certain restrictive agreements. no borrowings under this revolving credit facility. 9 million and $ 9 Other Short-Term Bank Credit As of March 26, 2022 and December 25, 2021, we had various other short-term which $ 90 51 borrowings under all of these credit lines had a weighted average interest 8.91 % and 10.44 %, respectively. Long-term debt Long-term debt consisted of the following: March 26, December 25, 2022 2021 Private placement facilities $ 699 $ 706 U.S. trade accounts receivable securitization 60 105 Various in varying installments through 2023 at interest rates ranging from 0 % to 4.27 % at March 26, 2022 and ranging from 2.62 % to 4.27 % at December 25, 2021 10 4 Finance lease obligations 7 7 Total 776 822 Less current maturities (3) (11) Total long-term debt $ 773 $ 811 Private Placement Facilities Our private placement facilities were amended on October 20, 2021 four three ) insurance companies, have a total facility amount of $ 1.5 1.0 uncommitted basis at fixed rate economic terms to be agreed upon at through October 20, 2026 June 23, 2023 ). the lenders at a fixed rate based on an agreed upon spread over applicable issuance. five 15 years average life no longer than 12 years ). corporate purposes, including working capital and capital expenditures, to fund potential acquisitions. leverage ratios, and contain restrictions relating to subsidiary indebtedness, assets and certain changes in ownership. off the facilities prior to the applicable due dates. The components of our private placement facility borrowings as table: Amount of Borrowing Borrowing Date of Borrowing Outstanding Rate Due Date January 20, 2012 $ 50 3.45 % January 20, 2024 December 24, 2012 50 3.00 December 24, 2024 June 16, 2017 100 3.42 June 16, 2027 September 15, 2017 100 3.52 September 15, 2029 January 2, 2018 100 3.32 January 2, 2028 September 2, 2020 100 2.35 September 2, 2030 June 2, 2021 100 2.48 June 2, 2031 June 2, 2021 100 2.58 June 2, 2033 Less: Deferred debt issuance costs (1) Total $ 699 U.S. Trade Accounts Receivable Securitization We have a facility agreement based on the securitization of our U.S. trade accounts receivable that is structured as an asset-backed securitization program with pricing committed for up three years . had a purchase limit of $ 350 April 29, 2022 . amended our U.S. trade accounts receivable securitization facility to 450 with two October 18, 2024 . 25, 2021, the borrowings outstanding under this securitization facility were 60 105 respectively. commercial paper rate of 0.53 % plus 0.75 %, for a combined rate of 1.28 %. on borrowings under this facility was based on the asset-backed commercial 0.19 % plus 0.75 %, for a combined rate of 0.94 %. If our accounts receivable collection pattern changes due to customers our ability to borrow under this facility may be reduced. We are required to pay a commitment fee of 30 35 |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 26, 2022 | |
Income Taxes [Abstract] | |
Income Taxes | Note 8 – Income Taxes For the three months ended March 26, 2022 our effective tax rate was 24.0 % compared to 25.1 % for the prior year period. March 26, 2022 primarily relates to state and foreign income taxes and compensation. ended March 27, 2021 was primarily due to state and foreign income The total amount of unrecognized tax benefits, which are included in balance sheets, as of March 26, 2022 and December 25, 2021 was $ 87 84 which $ 73 69 the amount of unrecognized tax benefits will change in the next 12 on our consolidated statements of income. All tax returns audited by the IRS are officially closed through 2016. IRS include years 2017 and forward. that tax year 2019 was selected for examination. During the quarter ended September 26, 2020 we reached an agreement appropriate transfer pricing methodology for the years 2014-2025. future transfer pricing audit adjustments. The total amounts of interest and penalties are classified as a component amount of tax interest expense was $ 1 2021. 13 2022 and $ 12 No |
Legal Proceedings
Legal Proceedings | 3 Months Ended |
Mar. 26, 2022 | |
Legal Proceedings [Abstract] | |
Legal Proceedings | Note 9 – Legal Proceedings Henry Schein has been named as a defendant in multiple lawsuits (currently ( 175 ); in less than half of those cases one or more of Schein’s affiliated companies is also named as a defendant), which lawsuits allege that manufacturers of prescription opioid drugs engaged in a false advertising campaign to expand the market for such drugs and their own market share and that the entities in the supply chain (including Henry Schein, Inc.) reaped financial rewards by refusing or otherwise failing to monitor appropriately and restrict the improper distribution of those drugs . These actions consist of some that have been consolidated MultiDistrict Litigation (“MDL”) proceeding In Re National Prescription No. 17-md-2804) and are currently abated for discovery purposes, and others and are proceeding independently and outside of the MDL. filed by Mobile County Board of Health, et al., in Alabama state court, which January 9, 2023; and the action filed by DCH Health Care Authority, et al. in Alabama state court, which is currently scheduled for a jury trial on March 20, 2023. Virginia has indicated that it intends to set trials for all defendants in 2022. Virginia hospital cases against Henry Schein have not been set for trial. approximately $ 12.4 1 negligible part of our business. From time to time, we may become a party to other legal proceedings, liability claims, employment matters, commercial disputes, governmental in some cases involve our entering into settlement arrangements or consent of the ordinary course of our business. in our opinion none of these other pending matters are currently anticipated consolidated financial position, liquidity or results of operations. As of March 26, 2022, we had accrued our best estimate of potential losses result in liability and for which we were able to reasonably estimate a expenses, was not material to our financial position, results of operations determining estimated losses considers currently available facts, presently factors, including probable recoveries from third parties. |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 26, 2022 | |
Stock-Based Compensation [Abstract] | |
Stock-Based Compensation | Note 10 – Stock-Based Compensation Stock-based awards are provided to certain employees under the terms of non-employee directors under the terms of our 2015 Non-Employee Director “Plans”). “Compensation Committee”). form of time-based and performance-based restricted stock units (“RSUs”). light of the COVID-19 pandemic, the Compensation Committee determined to set a meaningful three-year cumulative earnings per share target as the goal applicable restricted stock unit awards as it had done in prior years. based awards to employees for fiscal 2021 in the form of time-based RSUs focus on stock value appreciation and retention instead of pre-established directors continued to receive equity-based wards for fiscal 2021 solely in the three months ended March 26, 2022, the Compensation Committee equity-based awards to employees for fiscal 2022 and awarded grants in performance-based RSUs and non-qualified stock options. RSUs are stock-based awards granted to recipients with specified vesting provisions. stock is generally delivered on or following satisfaction of vesting conditions. vest (i) solely based on the recipient’s continued service over time, primarily with four -year cliff vesting and/or (ii) based on achieving specified performance measurements and the recipient’s continued service over time, primarily with three -year cliff vesting. are granted with 12 -month cliff vesting. straight-line basis. With respect to time-based RSUs, we estimate the fair value on the date of grant based on our closing the time of grant. received by the recipient is based upon our performance as measured against period, as determined by the Compensation Committee. will be achieved, we estimate the fair value of performance-based RSUs grant. Each of the Plans provide for certain adjustments to awards under goals under the performance-based RSUs granted under our 2020 Stock goals for significant events, including, without limitation, acquisitions, capital transactions (including share repurchases), other differences in budgeted average than those resulting from capital transactions referred to above), restructuring settlements or payments, if any, changes in accounting principles or in applicable laws or regulations, changes in income tax rates in certain markets, foreign exchange fluctuations, and affecting the Company. vest and be issued and the related compensation expense is adjusted upward estimation of achieving such performance targets. related compensation cost recognized as an expense will be based on our under the Plans. Stock options are awards that allow the recipient to purchase shares of our vesting of the stock options. date of grant. one-third service, subject to the terms and conditions of the 2020 Stock Incentive Plan, three years grant date and have a contractual term of ten years upon certain events. We estimate the fair value of stock options using the Black-Scholes valuation model. In addition to equity-based awards granted in fiscal 2021 under the Company’s long-term incentive program, the Compensation Committee granted a Special Pandemic Recognition Award under the 2020 Stock Incentive Plan to recipients of performance-based RSUs under the 2018 long-term performance-based restricted stock units granted under the fiscal 2018 LTIP”) was negatively impacted by the global COVID-19 pandemic. pandemic on the Company’s three-year Company’s employees (including those who received such awards), on March 3, 2021, the Compensation Committee granted a Special Pandemic Recognition Award to recipients of performance-based restricted stock units under the 2018 LTIP who were employed by the Company on the grant date of the Special Pandemic Recognition Award. 50 % on the first anniversary of the grant date and 50 % on the second anniversary of the grant date, based on the recipient’s continued service and subject to the terms conditions of the 2020 Stock Incentive Plan, and are recorded as compensation method. 20 % payout based on actual performance of the 2018 LTIP and the one-time Special Pandemic Recognition Award granted in 2021 will generate a cumulative payout of 75 % of each recipient’s original number of performance-based restricted stock units awarded in 2018 two-year vesting schedule commencing on the grant date. Our accompanying condensed consolidated statements of income reflect of $ 12 9 13 10 2022 and March 27, 2021, respectively. Total unrecognized compensation cost related to unvested awards as of March 26, 2022 was $ 134 expected to be recognized over a weighted-average period of approximately 2.6 Our accompanying condensed consolidated statements of cash flows present as an adjustment to reconcile net income to net cash provided by operating the accompanying consolidated statements of cash flows, there were no excess of recognized compensation as a cash inflow from financing 2022 and March 27, 2021, respectively. The following weighted-average assumptions were used in determining granted using the Black-Scholes valuation model: 2022 Expected dividend yield 0.0 % Expected stock price volatility 27.20 % Risk-free interest rate 2.20 % Expected life of options (years) 6.00 We have not declared cash dividends on our stock in the past and we do not anticipate declaring cash dividends in the foreseeable future. our stock, historical volatility of our stock, and other factors. Treasury yield curve in effect at the time of grant in conjunction with considering the expected life of options. six-year expected life of the options was determined using the simplified as permitted under SAB Topic 14. value ultimately realized by recipients of stock options, and subsequent reasonableness of the original estimates of fair value made by us. The following table summarizes stock option activity under the Plans 2022: Stock Options Weighted Average Weighted Remaining Average Contractual Aggregate Exercise Life in Shares Price Years Outstanding at beginning of period 767,717 $ 63.24 Granted 396,874 86.27 Exercised (26,233) 62.71 Forfeited (1,688) 62.71 Outstanding at end of period 1,136,670 $ 71.30 9.3 $ 19 Options exercisable at end of period 220,065 $ 62.71 Weighted Weighted Average Average Remaining Aggregate Number of Exercise Contractual Intrinsic Options Price Life (in years) Value Vested 891,140 $ 73.66 9.4 $ 13 The following tables summarize the activity of our unvested RSUs for Time-Based Restricted Stock Units Weighted Average Grant Date Fair Intrinsic Value Shares/Units Value Per Share Per Share Outstanding at beginning of period 1,945,862 $ 58.79 Granted 427,978 86.43 Vested (489,549) 54.57 Forfeited (7,374) 61.18 Outstanding at end of period 1,876,917 $ 66.30 $ 87.85 Performance-Based Restricted Stock Units Weighted Average Grant Date Fair Intrinsic Value Shares/Units Value Per Share Per Share Outstanding at beginning of period 674,753 $ 59.63 Granted 460,896 70.93 Vested (386,612) 59.08 Forfeited (1,752) 60.56 Outstanding at end of period 747,285 $ 56.77 $ 87.85 |
Redeemable Noncontrolling Inter
Redeemable Noncontrolling Interests | 3 Months Ended |
Mar. 26, 2022 | |
Redeemable Noncontrolling Interests [Abstract] | |
Redeemable Noncontrolling Interests | Note 11 – Redeemable Noncontrolling Interests Some minority stockholders in certain of our subsidiaries have the right, their ownership interest in those entities at fair value. applicable for noncontrolling interests where we are or may be required outstanding interest in a consolidated subsidiary from the noncontrolling option contained in contractual agreements. interests for the three months ended March 26, 2022 and the year ended December following table: March 26, December 25, 2022 2021 Balance, beginning of period $ 613 $ 328 Decrease in redeemable noncontrolling interests due to acquisitions of noncontrolling interests in subsidiaries (3) (60) Increase in redeemable noncontrolling interests due to business acquisitions - 189 Net income attributable to redeemable noncontrolling interests 4 23 Dividends declared (5) (21) Effect of foreign currency translation gain (loss) attributable to redeemable noncontrolling interests 1 (6) Change in fair value of redeemable securities 3 160 Balance, end of period $ 613 $ 613 |
Comprehensive Income
Comprehensive Income | 3 Months Ended |
Mar. 26, 2022 | |
Comprehensive Income [Abstract] | |
Comprehensive Income | Note 12 – Comprehensive Income Comprehensive income includes certain gains and losses that, under U.S. such amounts are recorded directly as an adjustment to stockholders’ The following table summarizes our Accumulated other comprehensive loss, net of March 26, December 25, 2022 2021 Attributable to Redeemable noncontrolling interests: Foreign currency translation adjustment $ (30) $ (31) Attributable to Henry Schein, Inc.: Foreign currency translation adjustment $ (153) $ (155) Unrealized loss from foreign currency hedging activities (1) (2) Pension adjustment loss (14) (14) Accumulated other comprehensive loss $ (168) $ (171) Total Accumulated $ (198) $ (202) The following table summarizes the components of comprehensive income, net Three Months Ended March 26, March 27, 2022 2021 Net income $ 186 $ 175 Foreign currency translation gain (loss) 3 (38) Tax effect - - Foreign currency translation gain (loss) 3 (38) Unrealized gain from foreign currency hedging activities 2 4 Tax effect (1) (1) Unrealized gain from foreign currency hedging activities 1 3 Pension adjustment gain - 1 Tax effect - - Pension adjustment gain - 1 Comprehensive income $ 190 $ 141 Our financial statements are denominated in the U.S. Dollar currency. currencies as compared to the U.S. Dollar may have a significant impact foreign currency translation loss during the three months ended March 2021 was primarily impacted by changes in foreign currency exchange rates Real, Australian Dollar and Canadian Dollar. The following table summarizes our total comprehensive income, net of Three Months Ended March 26, March 27, 2022 2021 Comprehensive income attributable to Henry Schein, Inc. $ 184 $ 138 Comprehensive income attributable to noncontrolling interests 1 2 Comprehensive income attributable to Redeemable noncontrolling interests 5 1 Comprehensive income $ 190 $ 141 |
Plans of Restructuring
Plans of Restructuring | 3 Months Ended |
Mar. 26, 2022 | |
Plans of Restructuring [Abstract] | |
Plans of Restructuring | Note 13 – Plans of Restructuring On November 20, 2019, we committed to a contemplated restructuring associated with the spin-off of our animal health business and to rationalize operations efficiencies. During the three months ended March 27, 2021, we recorded restructuring 3 2022 and December 25, 2021, the remaining accrued balance for restructuring 3 4 respectively |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
Mar. 26, 2022 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Note 14 Earnings Per Share Basic earnings per share is computed by dividing net income attributable average number of common shares outstanding for the period. to basic earnings per share, except that it reflects the effect of common shares issuable restricted stock and RSUs and upon exercise of stock options using they have a dilutive effect. A reconciliation of shares used in calculating earnings per basic and Three Months Ended March 26, March 27, 2022 2021 Basic 137,296,581 142,298,387 Effect of dilutive securities: Stock options, restricted stock and restricted stock units 1,940,891 1,099,337 Diluted 139,237,472 143,397,724 The effect of weighted average assumed exercise of stock options outstanding totaling 76,597 216,482 March 26, 2022 and March 27, 2021, respectively, were excluded from the calculation of diluted weighted average common shares outstanding because the effect would have been antidilutive. The effect of weighted average non-vested restricted stock units outstanding totaling 70,923 6,315 26, 2022 and March 27, 2021, common shares outstanding because the effect would have been antidilutive. |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 3 Months Ended |
Mar. 26, 2022 | |
Supplemental Cash Flow information [Abstract] | |
Supplemental Cash Flow Information | Note 15 – Supplemental Cash Flow Information Cash paid for interest and income taxes was: Three Months Ended March 26, March 27, 2022 2021 Interest $ 8 $ 8 Income taxes 21 13 During the three months ended March 26, 2022 and March 27, 2021, 2 4 cash net unrealized gains related to foreign currency hedging activities, |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 26, 2022 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 16 – Related Party Transactions In connection with the formation of Henry Schein One, LLC, our joint venture formed on July 1, 2018, we entered into a ten-year Internet Brands approximately $ 31 months ended March 26, 2022 and March 27, 2021, we recorded $ 8 8 connection with costs related to this royalty agreement. Schein One, LLC had a net receivable balance due from Internet Brands of 1 9 comprised of amounts related to results of operations and the royalty agreement. During our normal course of business, we have interests in entities that we method. 16 and $ 16 we purchased $ 5 5 2021, we had in aggregate $ 40 45 9 9 million due to our equity affiliates, respectively. |
Critical Accounting Policies,_2
Critical Accounting Policies, Accounting Pronouncements Adopted and Recently Issued Accounting Standards (Policy) | 3 Months Ended |
Mar. 26, 2022 | |
Critical Accounting Policies, Accounting Pronouncements Adopted and Recently Issued Accounting Standards [Abstract] | |
Accounting Pronouncements Adopted and Recently Issued Accounting Standards | Accounting Pronouncements Adopted On December 26, 2021 Contract Assets and Contract Liabilities from Contracts with Customers” ASU was permitted. liabilities acquired in a business combination in accordance with Topic 606. should account for the related revenue contracts in accordance with Topic 606 as if it had originated the contracts. To achieve this, an acquirer may assess how the acquiree applied Topic 606 to determine what to record for the acquired revenue contracts. contract assets and contract liabilities consistent with how financial statements. adoption statements. Recently Issued Accounting Standards In March 2020, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2020-04, “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting” which provides optional expedients and exceptions for applying U.S. GAAP to contracts, transactions affected by the discontinuation of the London Interbank Offered Rate (“LIBOR”) or reference rate expected to be discontinued because of reference rate reform. March 12, 2020 and can be applied prospectively through December 31, ASU 2021-01, Reference Rate Reform (Topic 848): Scope (“ASU 2021-01”). optional expedients and exceptions to certain guidance in U.S. GAAP to the expected market transition from LIBOR and other interbank offered rates as the Secured Overnight Financing Rate. applied through December 31, 2022. impact on our consolidated financial statements. In March 2022, the FASB issued ASU No. 2022-01, “Derivatives and Hedging (Topic 815): Fair Value Portfolio Layer Method,” which will expand companies' abilities portfolios of financial assets (or beneficial interests) in a fair value hedge. portfolio layer method (previously referred to as the last-of-layer closed portfolio of assets using spot starting, forward starting and amortizing-notional prepayable and non-prepayable financial assets to be included in the closed layer hedge. portfolio layer method hedges, but rather be maintained on the closed portfolio 01 is effective for fiscal years beginning after December 15, 2022, including interim periods years. expect that the requirements of this guidance will have a material impact In March 2022, the FASB issued ASU No. 2022-02, “Financial Instruments – Credit Losses (Topic 326): Troubled Debt Restructuring and Vintage Disclosures”. troubled debt restructurings by creditors that have adopted the Current Expected the disclosure requirements for loan refinancings and restructurings difficulty. for financing receivables and net investment in leases by year of origination – 02 is effective for fiscal years beginning after December 15, 2022, including years. Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments”. expect that the requirements of this guidance will have a material impact on our |
Revenue from Contracts with C_2
Revenue from Contracts with Customers (Tables) | 3 Months Ended |
Mar. 26, 2022 | |
Revenue from Contracts with Customers [Abstract] | |
Disaggregation of Revenue | Three Months Ended March 26, 2022 North America International Global Revenues: Health care distribution Dental $ 1,105 723 1,828 Medical 1,150 22 1,172 Total health care distribution 2,255 745 3,000 Technology 156 23 179 Total revenues $ 2,411 $ 768 $ 3,179 Three Months Ended March 27, 2021 North America International Global Revenues: Health care distribution Dental $ 1,045 744 1,789 Medical 963 28 991 Total health care distribution 2,008 772 2,780 Technology 124 21 145 Total revenues $ 2,132 $ 793 $ 2,925 |
Segment Data (Tables)
Segment Data (Tables) | 3 Months Ended |
Mar. 26, 2022 | |
Segment Data [Abstract] | |
Business segment information | Three Months Ended March 26, March 27, 2022 2021 Net Sales: Health care distribution (1) Dental $ 1,828 $ 1,789 Medical 1,172 991 Total health care distribution 3,000 2,780 Technology (2) 179 145 Total $ 3,179 $ 2,925 Consists of consumable products, small equipment, laboratory products, large equipment, equipment repair services, branded and generic pharmaceuticals, vaccines, surgical products, dental specialty products (including implant, orthodontic and endodontic products), diagnostic tests, infection-control products, PPE and vitamins. (2) Consists of practice management software and other value-added products, which are distributed primarily to health care providers, practice consultancy, education, revenue cycle management and financial services on a non-recourse basis, e-services, continuing education services for practitioners, consulting and other services. Three Months Ended March 26, March 27, 2022 2021 Operating Income: Health care distribution $ 211 $ 197 Technology 33 33 Total $ 244 $ 230 |
Business Acquisitions (Tables)
Business Acquisitions (Tables) | 3 Months Ended |
Mar. 26, 2022 | |
Business Acquisitions [Abstract] | |
Summary of Estimated Fair Value of Consideration Paid and Net Assets Acquired | Acquisition consideration: Cash $ 212 Deferred consideration 2 Redeemable noncontrolling interests 75 Total consideration $ 289 Identifiable assets acquired and liabilities assumed: Current assets 87 Intangible assets 151 Other noncurrent assets 19 Current liabilities (32) Deferred income taxes (9) Other noncurrent liabilities (22) Total identifiable 194 Goodwill 95 Total net assets acquired $ 289 |
Summary of Identifiable Intangible Assets Acquired and Estimated Useful Lives | Estimated Useful Lives (in years) Trademark / Tradename $ 23 5 Non-compete agreements 5 5 Customer relationships and lists 120 8 - 12 Product development 3 7 Total $ 151 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 26, 2022 | |
Fair Value Measurements [Abstract] | |
Fair value - assets and liabilities measured and recognized on a recurring basis | March 26, 2022 Level 1 Level 2 Level 3 Total Assets: Derivative contracts designated as hedges $ - $ 11 $ - $ 11 Derivative contracts undesignated 2 2 Total return - 1 - 1 Total assets $ - $ 14 $ - $ 14 Liabilities: Derivative contracts designated as hedges $ - $ 1 $ - $ 1 Derivative contracts undesignated 2 2 Total liabilities $ - $ 3 $ - $ 3 Redeemable noncontrolling interests $ - $ - $ 613 $ 613 December 25, 2021 Level 1 Level 2 Level 3 Total Assets: Derivative contracts designated as hedges $ - $ 8 $ - $ 8 Derivative contracts undesignated - 1 - 1 Total return - 1 - 1 Total assets $ - $ 10 $ - $ 10 Liabilities: Derivative contracts designated as hedges $ - $ 1 $ - $ 1 Derivative contracts undesignated - 2 - 2 Total liabilities $ - $ 3 $ - $ 3 Redeemable noncontrolling interests $ - $ - $ 613 $ 613 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 26, 2022 | |
Debt [Abstract] | |
Bank credit lines | March 26, December 25, 2022 2021 Revolving credit agreement $ - $ - Other short-term bank credit lines 90 51 Total $ 90 $ 51 |
Long-term debt | March 26, December 25, 2022 2021 Private placement facilities $ 699 $ 706 U.S. trade accounts receivable securitization 60 105 Various in varying installments through 2023 at interest rates ranging from 0 % to 4.27 % at March 26, 2022 and ranging from 2.62 % to 4.27 % at December 25, 2021 10 4 Finance lease obligations 7 7 Total 776 822 Less current maturities (3) (11) Total long-term debt $ 773 $ 811 |
Private placement facilities | Amount of Borrowing Borrowing Date of Borrowing Outstanding Rate Due Date January 20, 2012 $ 50 3.45 % January 20, 2024 December 24, 2012 50 3.00 December 24, 2024 June 16, 2017 100 3.42 June 16, 2027 September 15, 2017 100 3.52 September 15, 2029 January 2, 2018 100 3.32 January 2, 2028 September 2, 2020 100 2.35 September 2, 2030 June 2, 2021 100 2.48 June 2, 2031 June 2, 2021 100 2.58 June 2, 2033 Less: Deferred debt issuance costs (1) Total $ 699 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 26, 2022 | |
Stock-Based Compensation [Abstract] | |
Assumptions used in Determining Fair Values of Stock Options using the Black-Scholes Valuation Model | 2022 Expected dividend yield 0.0 % Expected stock price volatility 27.20 % Risk-free interest rate 2.20 % Expected life of options (years) 6.00 |
Summary of Stock Option Activity Under the Plans | Stock Options Weighted Average Weighted Remaining Average Contractual Aggregate Exercise Life in Shares Price Years Outstanding at beginning of period 767,717 $ 63.24 Granted 396,874 86.27 Exercised (26,233) 62.71 Forfeited (1,688) 62.71 Outstanding at end of period 1,136,670 $ 71.30 9.3 $ 19 Options exercisable at end of period 220,065 $ 62.71 |
Intrinsic Values | Weighted Weighted Average Average Remaining Aggregate Number of Exercise Contractual Intrinsic Options Price Life (in years) Value Vested 891,140 $ 73.66 9.4 $ 13 |
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 1,945,862 $ 58.79 Granted 427,978 86.43 Vested (489,549) 54.57 Forfeited (7,374) 61.18 Outstanding at end of period 1,876,917 $ 66.30 $ 87.85 Performance-Based Restricted Stock Units Weighted Average Grant Date Fair Intrinsic Value Shares/Units Value Per Share Per Share Outstanding at beginning of period 674,753 $ 59.63 Granted 460,896 70.93 Vested (386,612) 59.08 Forfeited (1,752) 60.56 Outstanding at end of period 747,285 $ 56.77 $ 87.85 |
Redeemable Noncontrolling Int_2
Redeemable Noncontrolling Interests (Tables) | 3 Months Ended |
Mar. 26, 2022 | |
Redeemable Noncontrolling Interests [Abstract] | |
Change in Fair Value of Redeemable Noncontrolling Interests | March 26, December 25, 2022 2021 Balance, beginning of period $ 613 $ 328 Decrease in redeemable noncontrolling interests due to acquisitions of noncontrolling interests in subsidiaries (3) (60) Increase in redeemable noncontrolling interests due to business acquisitions - 189 Net income attributable to redeemable noncontrolling interests 4 23 Dividends declared (5) (21) Effect of foreign currency translation gain (loss) attributable to redeemable noncontrolling interests 1 (6) Change in fair value of redeemable securities 3 160 Balance, end of period $ 613 $ 613 |
Comprehensive Income (Tables)
Comprehensive Income (Tables) | 3 Months Ended |
Mar. 26, 2022 | |
Comprehensive Income [Abstract] | |
Accumulated Other Comprehensive Loss Net of Applicable Taxes | March 26, December 25, 2022 2021 Attributable to Redeemable noncontrolling interests: Foreign currency translation adjustment $ (30) $ (31) Attributable to Henry Schein, Inc.: Foreign currency translation adjustment $ (153) $ (155) Unrealized loss from foreign currency hedging activities (1) (2) Pension adjustment loss (14) (14) Accumulated other comprehensive loss $ (168) $ (171) Total Accumulated $ (198) $ (202) |
Components of Comprehensive Income, Net of Applicable Taxes | Three Months Ended March 26, March 27, 2022 2021 Net income $ 186 $ 175 Foreign currency translation gain (loss) 3 (38) Tax effect - - Foreign currency translation gain (loss) 3 (38) Unrealized gain from foreign currency hedging activities 2 4 Tax effect (1) (1) Unrealized gain from foreign currency hedging activities 1 3 Pension adjustment gain - 1 Tax effect - - Pension adjustment gain - 1 Comprehensive income $ 190 $ 141 |
Total Comprehensive Income, Net of Applicable Taxes | Three Months Ended March 26, March 27, 2022 2021 Comprehensive income attributable to Henry Schein, Inc. $ 184 $ 138 Comprehensive income attributable to noncontrolling interests 1 2 Comprehensive income attributable to Redeemable noncontrolling interests 5 1 Comprehensive income $ 190 $ 141 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 3 Months Ended |
Mar. 26, 2022 | |
Earnings Per Share [Abstract] | |
Reconciliation of Basic and Diluted Shares used to Calculate Earnings per Share | Three Months Ended March 26, March 27, 2022 2021 Basic 137,296,581 142,298,387 Effect of dilutive securities: Stock options, restricted stock and restricted stock units 1,940,891 1,099,337 Diluted 139,237,472 143,397,724 |
Supplemental Cash Flow Inform_2
Supplemental Cash Flow Information (Tables) | 3 Months Ended |
Mar. 26, 2022 | |
Supplemental Cash Flow information [Abstract] | |
Cash paid for interest and income taxes | Three Months Ended March 26, March 27, 2022 2021 Interest $ 8 $ 8 Income taxes 21 13 |
Basis of Presentation - Narrati
Basis of Presentation - Narrative (Details) - USD ($) $ in Millions | Mar. 26, 2022 | Dec. 25, 2021 |
Pledged assets | $ 77 | $ 138 |
Liabilities of VIE | $ 60 | $ 105 |
Critical Accounting Policies,_3
Critical Accounting Policies, Accounting Pronouncements Adopted and Recently Issued Accounting Standards - Narrative (Details) - Accounting Standards Update 2021-08 [Member] | Mar. 26, 2022 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Change in Accounting Principle, Accounting Standards Update, Adopted [true false] | true |
Change in Accounting Principle, Accounting Standards Update, Adoption Date | Dec. 26, 2021 |
Revenue from Contracts with C_3
Revenue from Contracts with Customers - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 26, 2022 | Dec. 25, 2021 | |
Revenue from Contracts with Customers [Abstract] | ||
Contract with Customer, Liability, Current | $ 91 | $ 89 |
Contract with Customer, Liability, Noncurrent | 9 | $ 10 |
Contract with Customer, Liability, Revenue Recognized | $ 39 |
Revenue from Contracts with C_4
Revenue from Contracts with Customers - Disaggregation of Revenue (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 26, 2022 | Mar. 27, 2021 | |
Disaggregation of Revenue [Abstract] | ||
Net sales | $ 3,179 | $ 2,925 |
North America [Member] | ||
Disaggregation of Revenue [Abstract] | ||
Net sales | 2,411 | 2,132 |
International [Member] | ||
Disaggregation of Revenue [Abstract] | ||
Net sales | 768 | 793 |
Healthcare Distribution [Member] | ||
Disaggregation of Revenue [Abstract] | ||
Net sales | 3,000 | 2,780 |
Healthcare Distribution [Member] | North America [Member] | ||
Disaggregation of Revenue [Abstract] | ||
Net sales | 2,255 | 2,008 |
Healthcare Distribution [Member] | International [Member] | ||
Disaggregation of Revenue [Abstract] | ||
Net sales | 745 | 772 |
Healthcare Distribution [Member] | Dental [Member] | ||
Disaggregation of Revenue [Abstract] | ||
Net sales | 1,828 | 1,789 |
Healthcare Distribution [Member] | Dental [Member] | North America [Member] | ||
Disaggregation of Revenue [Abstract] | ||
Net sales | 1,105 | 1,045 |
Healthcare Distribution [Member] | Dental [Member] | International [Member] | ||
Disaggregation of Revenue [Abstract] | ||
Net sales | 723 | 744 |
Healthcare Distribution [Member] | Medical [Member] | ||
Disaggregation of Revenue [Abstract] | ||
Net sales | 1,172 | 991 |
Healthcare Distribution [Member] | Medical [Member] | North America [Member] | ||
Disaggregation of Revenue [Abstract] | ||
Net sales | 1,150 | 963 |
Healthcare Distribution [Member] | Medical [Member] | International [Member] | ||
Disaggregation of Revenue [Abstract] | ||
Net sales | 22 | 28 |
Technology [Member] | ||
Disaggregation of Revenue [Abstract] | ||
Net sales | 179 | 145 |
Technology [Member] | North America [Member] | ||
Disaggregation of Revenue [Abstract] | ||
Net sales | 156 | 124 |
Technology [Member] | International [Member] | ||
Disaggregation of Revenue [Abstract] | ||
Net sales | $ 23 | $ 21 |
Segment Data (Details)
Segment Data (Details) $ in Millions | 3 Months Ended | |
Mar. 26, 2022USD ($)countries | Mar. 27, 2021USD ($) | |
Segment Data [Abstract] | ||
Number of reportable segments | 2 | |
Segment Reporting Information [Line Items] | ||
Net sales | $ 3,179 | $ 2,925 |
Operating income | $ 244 | 230 |
Number of countries served globally | countries | 32 | |
Healthcare Distribution [Member] | ||
Segment Reporting Information [Line Items] | ||
Net sales | $ 3,000 | 2,780 |
Operating income | 211 | 197 |
Healthcare Distribution [Member] | Dental [Member] | ||
Segment Reporting Information [Line Items] | ||
Net sales | 1,828 | 1,789 |
Healthcare Distribution [Member] | Medical [Member] | ||
Segment Reporting Information [Line Items] | ||
Net sales | 1,172 | 991 |
Technology and Value-Added Services [Member] | ||
Segment Reporting Information [Line Items] | ||
Net sales | 179 | 145 |
Operating income | $ 33 | $ 33 |
Business Acquisitions - Narrati
Business Acquisitions - Narrative (Details) - Series Of Individually Immaterial Business Acquisitions [Member] | Mar. 27, 2021 |
Minimum [Member] | |
Business Acquisition [Line Items] | |
Business Acquisition, Percentage of Voting Interests Acquired | 65.00% |
Maximum [Member] | |
Business Acquisition [Line Items] | |
Business Acquisition, Percentage of Voting Interests Acquired | 100.00% |
Business Acquisitions - Summary
Business Acquisitions - Summary of Estimated Fair Value of Consideration Paid and Net Assets Acquired (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 27, 2021 | Mar. 26, 2022 | Dec. 25, 2021 | |
Acquisition consideration: | |||
Initial noncontrolling interest and adjustments related to business acquisitions | $ 1 | ||
Identifiable assets acquired and liabilities assumed: | |||
Goodwill | $ 2,857 | $ 2,854 | |
Series Of Individually Immaterial Business Acquisitions [Member] | |||
Acquisition consideration: | |||
Cash | 212 | ||
Deferred consideration | 2 | ||
Initial noncontrolling interest and adjustments related to business acquisitions | 75 | ||
Total consideration | 289 | ||
Identifiable assets acquired and liabilities assumed: | |||
Current assets | 87 | ||
Intangible assets | 151 | ||
Other noncurrent assets | 19 | ||
Current liabilities | (32) | ||
Deferred income taxes | (9) | ||
Other noncurrent liabilities | (22) | ||
Total identifiable net assets | 194 | ||
Goodwill | 95 | ||
Total net assets acquired | $ 289 |
Business Acquisitions - Summa_2
Business Acquisitions - Summary of Identifiable Intangible Assets Acquired and Estimated Useful Lives (Details) - Series Of Individually Immaterial Business Acquisitions [Member] $ in Millions | 3 Months Ended |
Mar. 27, 2021USD ($) | |
Acquired Finite Lived Intangible Assets [Line Items] | |
Identifiable Intangible Assets Acquired | $ 151 |
Tradename/Trademark [Member] | |
Acquired Finite Lived Intangible Assets [Line Items] | |
Identifiable Intangible Assets Acquired | $ 23 |
Estimated Useful Lives (in years) | 5 years |
Non-compete Agreements [Member] | |
Acquired Finite Lived Intangible Assets [Line Items] | |
Identifiable Intangible Assets Acquired | $ 5 |
Estimated Useful Lives (in years) | 5 years |
Customer Relationships and Lists [Member] | |
Acquired Finite Lived Intangible Assets [Line Items] | |
Identifiable Intangible Assets Acquired | $ 120 |
Product Development [Member] | |
Acquired Finite Lived Intangible Assets [Line Items] | |
Identifiable Intangible Assets Acquired | $ 3 |
Estimated Useful Lives (in years) | 7 years |
Minimum [Member] | Customer Relationships and Lists [Member] | |
Acquired Finite Lived Intangible Assets [Line Items] | |
Estimated Useful Lives (in years) | 8 years |
Maximum [Member] | Customer Relationships and Lists [Member] | |
Acquired Finite Lived Intangible Assets [Line Items] | |
Estimated Useful Lives (in years) | 12 years |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Millions | Mar. 26, 2022 | Dec. 25, 2021 | Dec. 26, 2020 |
Attributable To Redeemable Noncontrolling Interests [Abstract] | |||
Redeemable noncontrolling interests | $ 613 | $ 613 | $ 328 |
Fair value, measurements, recurring [Member] | Fair Value Measurement [Domain] | |||
Assets [Abstract] | |||
Total assets | 14 | 10 | |
Liabilities [Abstract] | |||
Total liabilities | 3 | 3 | |
Fair value, measurements, recurring [Member] | Fair Value Measurement [Domain] | Derivative contracts designated as hedges [Member] | |||
Assets [Abstract] | |||
Derivative contracts - assets | 11 | 8 | |
Liabilities [Abstract] | |||
Derivative contracts - liabilities | 1 | 1 | |
Fair value, measurements, recurring [Member] | Fair Value Measurement [Domain] | Derivative contracts undesignated [Member] | |||
Assets [Abstract] | |||
Derivative contracts - assets | 2 | 1 | |
Liabilities [Abstract] | |||
Derivative contracts - liabilities | 2 | 2 | |
Fair value, measurements, recurring [Member] | Fair Value Measurement [Domain] | Total return swap [Member] | |||
Assets [Abstract] | |||
Total return swaps | 1 | 1 | |
Fair value, measurements, recurring [Member] | |||
Attributable To Redeemable Noncontrolling Interests [Abstract] | |||
Redeemable noncontrolling interests | 613 | 613 | |
Fair value, measurements, recurring [Member] | Level 1 [Member] | Fair Value Measurement [Domain] | |||
Assets [Abstract] | |||
Total assets | 0 | 0 | |
Liabilities [Abstract] | |||
Total liabilities | 0 | 0 | |
Fair value, measurements, recurring [Member] | Level 1 [Member] | Fair Value Measurement [Domain] | Derivative contracts designated as hedges [Member] | |||
Assets [Abstract] | |||
Derivative contracts - assets | 0 | 0 | |
Liabilities [Abstract] | |||
Derivative contracts - liabilities | 0 | 0 | |
Fair value, measurements, recurring [Member] | Level 1 [Member] | Fair Value Measurement [Domain] | Derivative contracts undesignated [Member] | |||
Assets [Abstract] | |||
Derivative contracts - assets | 0 | ||
Liabilities [Abstract] | |||
Derivative contracts - liabilities | 0 | ||
Fair value, measurements, recurring [Member] | Level 1 [Member] | Fair Value Measurement [Domain] | Total return swap [Member] | |||
Assets [Abstract] | |||
Total return swaps | 0 | 0 | |
Fair value, measurements, recurring [Member] | Level 1 [Member] | |||
Attributable To Redeemable Noncontrolling Interests [Abstract] | |||
Redeemable noncontrolling interests | 0 | 0 | |
Fair value, measurements, recurring [Member] | Level 2 [Member] | Fair Value Measurement [Domain] | |||
Assets [Abstract] | |||
Total assets | 14 | 10 | |
Liabilities [Abstract] | |||
Total liabilities | 3 | 3 | |
Fair value, measurements, recurring [Member] | Level 2 [Member] | Fair Value Measurement [Domain] | Derivative contracts designated as hedges [Member] | |||
Assets [Abstract] | |||
Derivative contracts - assets | 11 | 8 | |
Liabilities [Abstract] | |||
Derivative contracts - liabilities | 1 | 1 | |
Fair value, measurements, recurring [Member] | Level 2 [Member] | Fair Value Measurement [Domain] | Derivative contracts undesignated [Member] | |||
Assets [Abstract] | |||
Derivative contracts - assets | 2 | 1 | |
Liabilities [Abstract] | |||
Derivative contracts - liabilities | 2 | 2 | |
Fair value, measurements, recurring [Member] | Level 2 [Member] | Fair Value Measurement [Domain] | Total return swap [Member] | |||
Assets [Abstract] | |||
Total return swaps | 1 | 1 | |
Fair value, measurements, recurring [Member] | Level 2 [Member] | |||
Attributable To Redeemable Noncontrolling Interests [Abstract] | |||
Redeemable noncontrolling interests | 0 | 0 | |
Fair value, measurements, recurring [Member] | Level 3 [Member] | Fair Value Measurement [Domain] | |||
Assets [Abstract] | |||
Total assets | 0 | 0 | |
Liabilities [Abstract] | |||
Total liabilities | 0 | 0 | |
Fair value, measurements, recurring [Member] | Level 3 [Member] | Fair Value Measurement [Domain] | Derivative contracts designated as hedges [Member] | |||
Assets [Abstract] | |||
Derivative contracts - assets | 0 | 0 | |
Liabilities [Abstract] | |||
Derivative contracts - liabilities | 0 | 0 | |
Fair value, measurements, recurring [Member] | Level 3 [Member] | Fair Value Measurement [Domain] | Derivative contracts undesignated [Member] | |||
Assets [Abstract] | |||
Derivative contracts - assets | 0 | ||
Liabilities [Abstract] | |||
Derivative contracts - liabilities | 0 | ||
Fair value, measurements, recurring [Member] | Level 3 [Member] | Fair Value Measurement [Domain] | Total return swap [Member] | |||
Assets [Abstract] | |||
Total return swaps | 0 | 0 | |
Fair value, measurements, recurring [Member] | Level 3 [Member] | |||
Attributable To Redeemable Noncontrolling Interests [Abstract] | |||
Redeemable noncontrolling interests | 613 | 613 | |
Fair value, measurements, recurring [Member] | Level 3 [Member] | Estimate of Fair Value Measurement [Member] | |||
Debt Instrument, Fair Value Disclosure [Abstract] | |||
Fair value of debt (including bank credit lines) | $ 866 | $ 873 |
Debt - Bank credit lines (Detai
Debt - Bank credit lines (Details) - USD ($) $ in Millions | Mar. 26, 2022 | Dec. 25, 2021 |
Line of Credit Facility [Line Items] | ||
Bank Credit lines | $ 90 | $ 51 |
Revolving Credit Agreement [Member] | ||
Line of Credit Facility [Line Items] | ||
Bank Credit lines | 0 | 0 |
Other Short Term Credit Lines [Member] | ||
Line of Credit Facility [Line Items] | ||
Bank Credit lines | $ 90 | $ 51 |
Debt - Revolving Credit Agreeme
Debt - Revolving Credit Agreement and Other Short-Term Credit Lines Narrative (Details) - USD ($) | Aug. 20, 2021 | Mar. 26, 2022 | Mar. 27, 2021 | Dec. 25, 2021 | Aug. 19, 2021 |
Line of Credit Facility [Line Items] | |||||
Bank credit lines | $ 90,000,000 | $ 51,000,000 | |||
Repayments of Long-term Debt | 53,000,000 | $ 18,000,000 | |||
Revolving Credit Agreement [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Line of Credit Facility, Initiation Date | Aug. 20, 2021 | ||||
Revolving credit facility borrowing capacity | $ 1,000,000,000 | $ 750,000,000 | |||
Revolving credit facility expiration date | Aug. 20, 2026 | ||||
Borrowings | 0 | 0 | |||
Outstanding letters of credit provided to third parties | 9,000,000 | 9,000,000 | |||
Bank credit lines | 0 | 0 | |||
Other Short Term Credit Lines [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Bank credit lines | $ 90,000,000 | $ 51,000,000 | |||
Weighted average interest rate on borrowings under credit lines at period end (in hundredths) | 8.91% | 10.44% |
Debt - Long-term Debt (Details)
Debt - Long-term Debt (Details) - USD ($) $ in Millions | Mar. 26, 2022 | Dec. 25, 2021 |
Debt Instrument [Line Items] | ||
Finance lease obligations | $ 7 | $ 7 |
Total | 776 | 822 |
Less current maturities | (3) | (11) |
Long-term debt | 773 | 811 |
Private placement facilities [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | 699 | 706 |
Total | 699 | |
U.S. Trade Accounts Receivable Securitization [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | 60 | 105 |
Total | 60 | 105 |
Various collateralized and uncollateralized loans payable with interest in varying installments through 2023 at interest rates ranging from 0% to 4.27% at March 26, 2022 and ranging from 2.62% to 4.27% at December 25, 2021 [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 10 | $ 4 |
Various collateralized and uncollateralized loans payable with interest in varying installments through 2023 at interest rates ranging from 0% to 4.27% at March 26, 2022 and ranging from 2.62% to 4.27% at December 25, 2021 [Member] | Minimum [Member] | ||
Debt Instrument [Line Items] | ||
Borrowing Rate | 0.00% | 2.62% |
Various collateralized and uncollateralized loans payable with interest in varying installments through 2023 at interest rates ranging from 0% to 4.27% at March 26, 2022 and ranging from 2.62% to 4.27% at December 25, 2021 [Member] | Maximum [Member] | ||
Debt Instrument [Line Items] | ||
Borrowing Rate | 4.27% | 4.27% |
Debt - Private Placement Facili
Debt - Private Placement Facilities - Narrative (Details) - Private Placement Facilities [Member] | Oct. 20, 2021USD ($) | Oct. 19, 2021USD ($) | Mar. 26, 2022 |
Debt Instrument [Line Items] | |||
Date of borrowing | Oct. 20, 2021 | ||
Number of companies included in private placement facilities | 4 | 3 | |
Debt instrument maximum borrowing capacity | $ 1,500,000,000 | $ 1,000,000,000 | |
Debt instrument, maturity date | Oct. 20, 2026 | Jun. 23, 2023 | |
Average term of issuances under private placement facilities | 12 years | ||
Private placement facilities maturing in September 2030 [Member] | |||
Debt Instrument [Line Items] | |||
Date of borrowing | Sep. 2, 2020 | ||
Debt instrument, maturity date | Sep. 2, 2030 | ||
Private placement facilities maturing in June 2031 [Member] | |||
Debt Instrument [Line Items] | |||
Date of borrowing | Jun. 2, 2021 | ||
Debt instrument, maturity date | Jun. 2, 2031 | ||
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 |
Debt - Private Placement Borrow
Debt - Private Placement Borrowings (Details) - Private placement facilities [Member] - USD ($) $ in Millions | Oct. 20, 2021 | Oct. 19, 2021 | Mar. 26, 2022 | Dec. 25, 2021 |
Debt Instrument [Line Items] | ||||
Debt Instrument, Issuance Date | Oct. 20, 2021 | |||
Long-term Debt, Gross | $ 699 | |||
Less: Deferred debt issuance costs | (1) | |||
Total | $ 699 | $ 706 | ||
Debt Instrument, Maturity Date | Oct. 20, 2026 | Jun. 23, 2023 | ||
Private placement facility, frequency of periodic payment | Annual | |||
Private placement facility annual payment | $ 7.1 | |||
Debt Instrument, Date of First Required Payment | Jan. 20, 2016 | |||
Private placement facilities maturing in January 2024 [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Issuance Date | Jan. 20, 2012 | |||
Long-term Debt, Gross | $ 50 | |||
Borrowing Rate | 3.45% | |||
Debt Instrument, Maturity Date | Jan. 20, 2024 | |||
Private placement facilities maturing in December 2024 [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Issuance Date | Dec. 24, 2012 | |||
Long-term Debt, Gross | $ 50 | |||
Borrowing Rate | 3.00% | |||
Debt Instrument, Maturity Date | Dec. 24, 2024 | |||
Private Placement facilities maturing in June 2027 [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Issuance Date | Jun. 16, 2017 | |||
Long-term Debt, Gross | $ 100 | |||
Borrowing Rate | 3.42% | |||
Debt Instrument, Maturity Date | Jun. 16, 2027 | |||
Private Placement facilities maturing in September 2029 [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Issuance Date | Sep. 15, 2017 | |||
Long-term Debt, Gross | $ 100 | |||
Borrowing Rate | 3.52% | |||
Debt Instrument, Maturity Date | Sep. 15, 2029 | |||
Private Placement facilities maturing in January 2028 [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Issuance Date | Jan. 2, 2018 | |||
Long-term Debt, Gross | $ 100 | |||
Borrowing Rate | 3.32% | |||
Debt Instrument, Maturity Date | Jan. 2, 2028 | |||
Private placement facilities maturing in September 2030 [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Issuance Date | Sep. 2, 2020 | |||
Long-term Debt, Gross | $ 100 | |||
Borrowing Rate | 2.35% | |||
Debt Instrument, Maturity Date | Sep. 2, 2030 | |||
Private placement facilities maturing in June 2031 [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Issuance Date | Jun. 2, 2021 | |||
Long-term Debt, Gross | $ 100 | |||
Borrowing Rate | 2.48% | |||
Debt Instrument, Maturity Date | Jun. 2, 2031 | |||
Private Placement Facilities maturing in June 2033 [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt Instrument, Issuance Date | Jun. 2, 2021 | |||
Long-term Debt, Gross | $ 100 | |||
Borrowing Rate | 2.58% | |||
Debt Instrument, Maturity Date | Jun. 2, 2033 |
Debt - U.S. Trade Accounts Rece
Debt - U.S. Trade Accounts Receivable Securitization - Narrative (Details) - U.S. Trade Accounts Receivable Securitization [Member] | Oct. 20, 2021USD ($) | Oct. 19, 2021USD ($) | Mar. 26, 2022USD ($) | Dec. 25, 2021USD ($) |
Debt Instrument [Line Items] | ||||
Pricing commitment period | 3 years | |||
Debt Instrument, Maturity Date | Oct. 18, 2024 | Apr. 29, 2022 | ||
Debt instrument maximum borrowing capacity | $ 450,000,000 | $ 350,000,000 | ||
Long-term debt | $ 60,000,000 | $ 105,000,000 | ||
Commitment fee for facility usage - facility limit greater than or equal to fifty percent usage (as a percent) | 0.35% | |||
Commitment fee for facility usage - facility limit less than fifty percent usage (as a percent) | 0.30% | |||
Number of banks as agents for debt instrument | 2 | |||
Average Asset Backed Commercial Paper Rate [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, interest rate at period end | 1.28% | 0.94% | ||
Debt instrument, variable rate basis at period end | 0.53% | 0.19% | ||
Debt instrument, basis spread on variable rate | 0.75% | 0.75% |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) | 3 Months Ended | ||
Mar. 26, 2022 | Mar. 27, 2021 | Dec. 25, 2021 | |
Income Tax Examination [Line Items] | |||
Effective tax rate | 24.00% | 25.10% | |
Unrecognized tax benefits | $ 87,000,000 | $ 84,000,000 | |
Tax interest expense (credit) | 1,000,000 | $ 1,000,000 | |
Total interest | 13,000,000 | 12,000,000 | |
Total penalties | 0 | 0 | |
Unrecognized tax benefits that would affect the effective tax rate if recognized | $ 73,000,000 | $ 69,000,000 |
Legal Proceedings - Narrative (
Legal Proceedings - Narrative (Details) $ in Millions | 3 Months Ended | 12 Months Ended | |
Mar. 26, 2022USD ($)claims | Mar. 27, 2021USD ($) | Dec. 25, 2021USD ($) | |
Loss Contingency, Information about Litigation Matters [Abstract] | |||
Loss Contingency, Allegations | lawsuits allege that manufacturers of prescription opioid drugs engaged in a false advertising campaign to expand the market for such drugs and their own market share and that the entities in the supply chain (including Henry Schein, Inc.) reaped financial rewards by refusing or otherwise failing to monitor appropriately and restrict the improper distribution of those drugs | ||
Revenues | $ 3,179 | $ 2,925 | |
Maximum [Member] | |||
Loss Contingency, Information about Litigation Matters [Abstract] | |||
Loss Contingency, Pending Claims, Number | claims | 175 | ||
Actions consolidated in the MultiDistrict Litigation [Member] | Maximum [Member] | |||
Loss Contingency, Information about Litigation Matters [Abstract] | |||
Maximum sales of opioids in North America during the year, percentage | 1.00% | ||
Actions consolidated in the MultiDistrict Litigation [Member] | Continuing Operations [Member] | |||
Loss Contingency, Information about Litigation Matters [Abstract] | |||
Revenues | $ 12,400 |
Stock-Based Compensation - Narr
Stock-Based Compensation - Narrative (Details) - USD ($) | 3 Months Ended | |
Mar. 26, 2022 | Mar. 27, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Weighted-average period of recognition for unrecognized compensation costs on nonvested awards (in years) | 2 years 7 months 6 days | |
Total unrecognized compensation cost related to non-vested awards | $ 134,000,000 | |
Excess Tax Benefit from Share-based Compensation, Financing Activities | 0 | $ 0 |
After-tax share-based compensation (credit) expense | 9,000,000 | 10,000,000 |
Pre-tax share-based compensation (Credit) expense | $ 12,000,000 | $ 13,000,000 |
Stock Options [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of years for full vesting (in years) | 3 years | |
Percentage of stock options vest per year | 33.33% | |
Expiration period (in years) | 10 years | |
Time-Based Restricted Stock Restricted Units [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of years for full vesting (in years) | 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] | ||
Number of years for full vesting (in years) | 12 months | |
Special Pandemic Recognition Award [Member] | 2020 Stock Incentive Plan [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of years for full vesting (in years) | 2 years | |
Stock based compensation percentage of options vest per year first anniversary | 50.00% | |
Stock based compensation percentage of options vest per year second anniversary | 50.00% | |
Performance-Based Restricted Stock Units [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of years for full vesting (in years) | 3 years | |
Performance-Based Restricted Stock Units [Member] | 2020 Stock Incentive Plan [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Percentage payout based on actual performance | 20.00% | |
Cumulative percentage payout based on actual performance and one-time special award | 75.00% | |
Performance-Based Restricted Stock Units [Member] | 2018 Long-Term Incentive Program [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of years for full vesting (in years) | 3 years |
Stock-Based Compensation - Assu
Stock-Based Compensation - Assumptions used in Determining Fair Values of Stock Options using the Black-Scholes Valuation Model (Details) | 3 Months Ended |
Mar. 26, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | |
Expected dividend yield | 0.00% |
Expected stock price volatility | 27.20% |
Risk-free interest rate | 2.20% |
Expected life of options (years) | 6 years |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Stock Option Activity under the Plans (Details) $ / shares in Units, $ in Millions | 3 Months Ended |
Mar. 26, 2022USD ($)$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |
Outstanding at beginning of period (in shares) | shares | 767,717 |
Granted (in shares) | shares | 396,874 |
Exercised (in shares) | shares | (26,233) |
Forfeited (in shares) | shares | (1,688) |
Outstanding at end of period (in shares) | shares | 1,136,670 |
Weighted Average Exercise Price Per Share [Abstract] | |
Outstanding at beginning of period (in dollars per share) | $ / shares | $ 63.24 |
Granted (in dollars per share) | $ / shares | 86.27 |
Exercised (in dollars per share) | $ / shares | 62.71 |
Forfeited (in dollars per share) | $ / shares | 62.71 |
Outstanding at end of period (in dollars per share) | $ / shares | $ 71.30 |
Outstanding at end of period, Weighted Average Remaining Contractual Life in Years | 9 years 3 months 18 days |
Outstanding at end of period, Aggregate Intrinsic Value | $ | $ 19 |
Options exercisable (in shares) | shares | 220,065 |
Weighted average exercise price, options exercisable (in dollars per share) | $ / shares | $ 62.71 |
Stock-Based Compensation - Intr
Stock-Based Compensation - Intrinsic Values (Details) $ / shares in Units, $ in Millions | 3 Months Ended |
Mar. 26, 2022USD ($)$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Options | shares | 891,140 |
Weighted Average Exercise Price | $ / shares | $ 73.66 |
Weighted Average Remaining Contractual Life (in years) | 9 years 4 months 24 days |
Aggregate Intrinsic Value | $ | $ 13 |
Stock-Based Compensation - Stat
Stock-Based Compensation - Status of Non-Vested Restricted Shares/Units (Details) | 3 Months Ended |
Mar. 26, 2022$ / 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 | 1,945,862 |
Granted (in shares) | shares | 427,978 |
Vested (in shares) | shares | (489,549) |
Forfeited (in shares) | shares | (7,374) |
Ending balance outstanding (in shares) | shares | 1,876,917 |
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) | $ 58.79 |
Granted (in dollars per share) | 86.43 |
Vested (in dollars per share) | 54.57 |
Forfeited (in dollars per share) | 61.18 |
Ending balance outstanding (in dollars per share) | 66.30 |
Aggregate intrinsic value | $ 87.85 |
Performance-Based Restricted Stock 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 | 674,753 |
Granted (in shares) | shares | 460,896 |
Vested (in shares) | shares | (386,612) |
Forfeited (in shares) | shares | (1,752) |
Ending balance outstanding (in shares) | shares | 747,285 |
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) | $ 59.63 |
Granted (in dollars per share) | 70.93 |
Vested (in dollars per share) | 59.08 |
Forfeited (in dollars per share) | 60.56 |
Ending balance outstanding (in dollars per share) | 56.77 |
Aggregate intrinsic value | $ 87.85 |
Redeemable Noncontrolling Int_3
Redeemable Noncontrolling Interests - Change in Fair Value of Redeemable Noncontrolling Interests (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |
Mar. 26, 2022 | Mar. 27, 2021 | Dec. 25, 2021 | |
Components of the change in the redeemable noncontrolling interests [Abstract] | |||
Balance, beginning of period | $ 613 | $ 328 | $ 328 |
Decrease in redeemable noncontrolling interests due to acquisitions of noncontrolling interest in subsidiaries | (3) | (60) | |
Increase in redeemable noncontrolling interests due to business acquisitions | 0 | 189 | |
Net income attributable to Redeemable noncontrolling interests | 4 | 7 | 23 |
Dividends declared | (5) | (21) | |
Effect of foreign currency translation gain (loss) attributable to redeemable noncontrolling interests | 1 | $ (6) | (6) |
Change in fair value of redeemable securities | 3 | 160 | |
Balance, end of period | $ 613 | $ 613 |
Comprehensive Income - Accumula
Comprehensive Income - Accumulated Other Comprehensive Income and Comprehensive Income Components (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 26, 2022 | Mar. 27, 2021 | Dec. 25, 2021 | |
Attributable to Redeemable noncontrolling interests: | |||
Foreign currency translation adjustment | $ (30) | $ (31) | |
Attributable to Henry Schein, Inc.: | |||
Foreign currency translation adjustment | (153) | (155) | |
Unrealized loss from foreign currency hedging activities | (1) | (2) | |
Pension adjustment loss | (14) | (14) | |
Accumulated other comprehensive loss | (168) | (171) | |
Total Accumulated other comprehensive income (loss) | (198) | $ (202) | |
Components of Comprehensive Income | |||
Net Income (loss) | 186 | $ 175 | |
Foreign currency translation gain (loss) | 3 | (38) | |
Tax effect | 0 | 0 | |
Foreign currency translation gain (loss) | 3 | (38) | |
Unrealized gain from foreign currency hedging activities | 2 | 4 | |
Tax effect | (1) | (1) | |
Unrealized gain from foreign currency hedging activities | 1 | 3 | |
Unrealized investment gain (loss) | 0 | 0 | |
Pension adjustment gain | 0 | 1 | |
Tax effect | 0 | 0 | |
Pension adjustment gain | 0 | 1 | |
Comprehensive income | $ 190 | $ 141 |
Comprehensive Income - Total Co
Comprehensive Income - Total Comprehensive Income, Net of Applicable Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 26, 2022 | Mar. 27, 2021 | |
Comprehensive Income Net Of Applicable Taxes [Abstract] | ||
Comprehensive income attributable to Henry Schein, Inc. | $ 184 | $ 138 |
Comprehensive income attributable to noncontrolling interests | 1 | 2 |
Comprehensive income attributable to Redeemable noncontrolling interests | 5 | 1 |
Comprehensive income | $ 190 | $ 141 |
Plans of Restructuring - Narrat
Plans of Restructuring - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 27, 2021 | Mar. 26, 2022 | Dec. 25, 2021 | |
Restructuring Cost and Reserve [Line Items] | |||
Restructuring costs | $ 3 | ||
Restructuring accrual | $ 3 | $ 4 |
Earnings Per Share - Narrative
Earnings Per Share - Narrative (Details) - shares | 3 Months Ended | |
Mar. 26, 2022 | Mar. 27, 2021 | |
Employee Stock Option [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from calculation | 76,597 | 216,482 |
Restricted Stock Units R S U [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from calculation | 70,923 | 6,315 |
Earnings Per Share - Reconcilia
Earnings Per Share - Reconciliation of Basic and Diluted Shares used to Calculate Earnings per Share (Details) - shares | 3 Months Ended | |
Mar. 26, 2022 | Mar. 27, 2021 | |
Weighted-average common shares outstanding: | ||
Basic (in shares) | 137,296,581 | 142,298,387 |
Effect of dilutive securities: | ||
Stock options, restricted stock and restricted stock units | 1,940,891 | 1,099,337 |
Diluted (in shares) | 139,237,472 | 143,397,724 |
Supplemental Cash Flow Inform_3
Supplemental Cash Flow Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 26, 2022 | Mar. 27, 2021 | |
Supplemental Cash Flow Information [Abstract] | ||
Interest | $ 8 | $ 8 |
Income taxes | 21 | 13 |
Unrealized gain (loss) from foreign currency hedging activities | $ 2 | $ 4 |
Related Party Transactions - Na
Related Party Transactions - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 26, 2022 | Mar. 27, 2021 | Dec. 25, 2021 | |
Equity Method Investee [Member] | |||
Related Party Transaction [Line Items] | |||
Due to related party | $ 9 | $ 9 | |
Due from related party | 40 | $ 45 | |
Revenue from Related Parties | 16 | $ 16 | |
Related Party Transaction, Purchases from Related Party | $ 5 | 5 | |
Internet Brands Inc [Member] | Royalty Agreements [Member] | |||
Related Party Transaction [Line Items] | |||
Period Covered By Agreement | 10 years | ||
Due to related party | $ 31 | ||
Related Party Transaction, Expenses from Transactions with Related Party | 8 | 8 | |
Due from related party | $ 1 | $ 9 |