Cover
Cover - shares | 9 Months Ended | |
Apr. 27, 2024 | May 31, 2024 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Apr. 27, 2024 | |
Document Transition Report | false | |
Entity File Number | 001-15723 | |
Entity Registrant Name | UNITED NATURAL FOODS, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 05-0376157 | |
Entity Address, Address Line One | 313 Iron Horse Way, | |
Entity Address, City or Town | Providence, | |
Entity Address, State or Province | RI | |
Entity Address, Postal Zip Code | 02908 | |
City Area Code | 401 | |
Local Phone Number | 528-8634 | |
Title of 12(b) Security | Common stock, par value $0.01 | |
Trading Symbol | UNFI | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding (in shares) | 59,470,084 | |
Entity Central Index Key | 0001020859 | |
Current Fiscal Year End Date | --08-03 | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited) - USD ($) $ in Millions | Apr. 27, 2024 | Jul. 29, 2023 |
ASSETS | ||
Cash and cash equivalents | $ 39 | $ 37 |
Accounts receivable, net | 971 | 889 |
Inventories, net | 2,232 | 2,292 |
Prepaid expenses and other current assets | 269 | 245 |
Total current assets | 3,511 | 3,463 |
Property and equipment, net | 1,776 | 1,767 |
Operating lease assets | 1,396 | 1,228 |
Goodwill | 20 | 20 |
Intangible assets, net | 668 | 722 |
Deferred income taxes | 33 | 32 |
Other long-term assets | 181 | 162 |
Total assets | 7,585 | 7,394 |
LIABILITIES AND STOCKHOLDERS’ EQUITY | ||
Accounts payable | 1,677 | 1,781 |
Accrued expenses and other current liabilities | 258 | 283 |
Accrued compensation and benefits | 186 | 143 |
Current portion of operating lease liabilities | 186 | 180 |
Current portion of long-term debt and finance lease liabilities | 11 | 18 |
Total current liabilities | 2,318 | 2,405 |
Long-term debt | 2,148 | 1,956 |
Long-term operating lease liabilities | 1,270 | 1,099 |
Long-term finance lease liabilities | 11 | 12 |
Pension and other postretirement benefit obligations | 16 | 16 |
Other long-term liabilities | 141 | 162 |
Total liabilities | 5,904 | 5,650 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Preferred stock, $0.01 par value, authorized 5.0 shares; none issued or outstanding | 0 | 0 |
Common stock, $0.01 par value, authorized 100.0 shares; 62.0 shares issued and 59.5 shares outstanding at April 27, 2024; 61.0 shares issued and 58.5 shares outstanding at July 29, 2023 | 1 | 1 |
Additional paid-in capital | 624 | 606 |
Treasury stock at cost | (86) | (86) |
Accumulated other comprehensive loss | (33) | (28) |
Retained earnings | 1,175 | 1,250 |
Total United Natural Foods, Inc. stockholders’ equity | 1,681 | 1,743 |
Noncontrolling interests | 0 | 1 |
Total stockholders’ equity | 1,681 | 1,744 |
Total liabilities and stockholders’ equity | $ 7,585 | $ 7,394 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited) (Parenthetical) - $ / shares | Apr. 27, 2024 | Jul. 29, 2023 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 5,000,000 | 5,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
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) | 100,000,000 | 100,000,000 |
Common stock, shares issued (in shares) | 62,000,000 | 61,000,000 |
Common stock, shares outstanding (in shares) | 59,500,000 | 58,500,000 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited) - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Apr. 27, 2024 | Apr. 29, 2023 | Apr. 27, 2024 | Apr. 29, 2023 | |
Income Statement [Abstract] | ||||
Net sales | $ 7,498 | $ 7,507 | $ 22,825 | $ 22,855 |
Cost of sales | 6,478 | 6,507 | 19,740 | 19,690 |
Gross profit | 1,020 | 1,000 | 3,085 | 3,165 |
Operating expenses | 992 | 967 | 3,025 | 2,969 |
Restructuring, acquisition and integration related expenses (benefits) | 9 | (4) | 17 | 1 |
Loss on sale of assets and other asset charges | 13 | 4 | 37 | 0 |
Operating income | 6 | 33 | 6 | 195 |
Net periodic benefit income, excluding service cost | (4) | (8) | (11) | (22) |
Interest expense, net | 37 | 35 | 112 | 109 |
Other income, net | (1) | (1) | (2) | (2) |
(Loss) income before income taxes | (26) | 7 | (93) | 110 |
(Benefit) provision for income taxes | (6) | (1) | (20) | 13 |
Net (loss) income including noncontrolling interests | (20) | 8 | (73) | 97 |
Less net income attributable to noncontrolling interests | (1) | (1) | (2) | (5) |
Net (loss) income attributable to United Natural Foods, Inc. | $ (21) | $ 7 | $ (75) | $ 92 |
Earnings Per Share | ||||
Basic (loss) earnings per share (in dollars per share) | $ (0.34) | $ 0.12 | $ (1.26) | $ 1.55 |
Diluted (loss) earnings per share (in dollars per share) | $ (0.34) | $ 0.12 | $ (1.26) | $ 1.51 |
Weighted average shares outstanding: | ||||
Basic (in shares) | 59.4 | 59.4 | 59.2 | 59.3 |
Diluted (in shares) | 59.4 | 60.4 | 59.2 | 61 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME (unaudited) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Apr. 27, 2024 | Apr. 29, 2023 | Apr. 27, 2024 | Apr. 29, 2023 | ||
Statement of Comprehensive Income [Abstract] | |||||
Net (loss) income including noncontrolling interests | $ (20) | $ 8 | $ (73) | $ 97 | |
Other comprehensive income (loss): | |||||
Recognition of pension and other postretirement benefit obligations, net of tax | 0 | 0 | 1 | 1 | |
Recognition of interest rate swap cash flow hedges, net of tax | [1] | 3 | (2) | (4) | 12 |
Foreign currency translation adjustments | (1) | (2) | (2) | (4) | |
Recognition of other cash flow derivatives, net of tax | [2] | 0 | (2) | 0 | (4) |
Total other comprehensive income (loss) | 2 | (6) | (5) | 5 | |
Less comprehensive income attributable to noncontrolling interests | (1) | (1) | (2) | (5) | |
Total comprehensive (loss) income attributable to United Natural Foods, Inc. | $ (19) | $ 1 | $ (80) | $ 97 | |
[1] Amounts are net of tax expense (benefit) of $1 million and $(1) million for the third quarters of fiscal 2024 and 2023, respectively, and $(1) million and $4 million for fiscal 2024 and 2023 year-to-date, respectively. Amounts are net of tax expense (benefit) of $0 million and $0 million for the third quarters of fiscal 2024 and 2023, respectively, and $0 million and $(1) million for fiscal 2024 and 2023 year-to-date, respectively. |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME (unaudited) (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Apr. 27, 2024 | Apr. 29, 2023 | Apr. 27, 2024 | Apr. 29, 2023 | |
Statement of Comprehensive Income [Abstract] | ||||
Recognition of interest rate swap cash flow hedges, tax expense (benefit) | $ 1 | $ (1) | $ (1) | $ 4 |
Recognition of other cash flow derivatives, tax expense (benefit) | $ 0 | $ 0 | $ 0 | $ (1) |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (unaudited) - USD ($) shares in Millions, $ in Millions | Total | Total United Natural Foods, Inc. Stockholders’ Equity | Common Stock | Treasury Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Loss | Retained Earnings | Noncontrolling Interests |
Beginning balance (in shares) at Jul. 30, 2022 | 58.9 | 0.6 | ||||||
Beginning balance at Jul. 30, 2022 | $ 1,792 | $ 1,791 | $ 1 | $ (24) | $ 608 | $ (20) | $ 1,226 | $ 1 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Restricted stock vestings (in shares) | 2 | |||||||
Restricted stock vestings | (39) | (39) | (39) | |||||
Share-based compensation | 33 | 33 | 33 | |||||
Repurchases of common stock (in shares) | 1.1 | |||||||
Repurchases of common stock | (41) | (41) | $ (41) | |||||
Other comprehensive income (loss) | 5 | 5 | 5 | |||||
Distributions to noncontrolling interests | (5) | (5) | ||||||
Net (loss) income | 97 | 92 | 92 | 5 | ||||
Ending balance (in shares) at Apr. 29, 2023 | 60.9 | 1.7 | ||||||
Ending balance at Apr. 29, 2023 | 1,842 | 1,841 | $ 1 | $ (65) | 602 | (15) | 1,318 | 1 |
Beginning balance (in shares) at Jan. 28, 2023 | 60.9 | 1.3 | ||||||
Beginning balance at Jan. 28, 2023 | 1,845 | 1,842 | $ 1 | $ (53) | 592 | (9) | 1,311 | 3 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Share-based compensation | 10 | 10 | 10 | |||||
Repurchases of common stock (in shares) | 0.4 | |||||||
Repurchases of common stock | (12) | (12) | $ (12) | |||||
Other comprehensive income (loss) | (6) | (6) | (6) | |||||
Distributions to noncontrolling interests | (3) | (3) | ||||||
Net (loss) income | 8 | 7 | 7 | 1 | ||||
Ending balance (in shares) at Apr. 29, 2023 | 60.9 | 1.7 | ||||||
Ending balance at Apr. 29, 2023 | $ 1,842 | 1,841 | $ 1 | $ (65) | 602 | (15) | 1,318 | 1 |
Beginning balance (in shares) at Jul. 29, 2023 | 58.5 | 61 | 2.5 | |||||
Beginning balance at Jul. 29, 2023 | $ 1,744 | 1,743 | $ 1 | $ (86) | 606 | (28) | 1,250 | 1 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Restricted stock vestings (in shares) | 1 | |||||||
Restricted stock vestings | (6) | (6) | (6) | |||||
Share-based compensation | 27 | 27 | 27 | |||||
Other comprehensive income (loss) | (5) | (5) | (5) | |||||
Acquisition of noncontrolling interests | (2) | (3) | (3) | 1 | ||||
Distributions to noncontrolling interests | (4) | (4) | ||||||
Net (loss) income | $ (73) | (75) | (75) | 2 | ||||
Ending balance (in shares) at Apr. 27, 2024 | 59.5 | 62 | 2.5 | |||||
Ending balance at Apr. 27, 2024 | $ 1,681 | 1,681 | $ 1 | $ (86) | 624 | (33) | 1,175 | 0 |
Beginning balance (in shares) at Jan. 27, 2024 | 61.9 | 2.5 | ||||||
Beginning balance at Jan. 27, 2024 | 1,692 | 1,692 | $ 1 | $ (86) | 616 | (35) | 1,196 | 0 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Restricted stock vestings (in shares) | 0.1 | |||||||
Share-based compensation | 11 | 11 | 11 | |||||
Other comprehensive income (loss) | 2 | 2 | 2 | |||||
Acquisition of noncontrolling interests | (2) | (3) | (3) | 1 | ||||
Distributions to noncontrolling interests | (2) | (2) | ||||||
Net (loss) income | $ (20) | (21) | (21) | 1 | ||||
Ending balance (in shares) at Apr. 27, 2024 | 59.5 | 62 | 2.5 | |||||
Ending balance at Apr. 27, 2024 | $ 1,681 | $ 1,681 | $ 1 | $ (86) | $ 624 | $ (33) | $ 1,175 | $ 0 |
CONDENSED CONSOLIDATED STATEM_5
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited) - USD ($) $ in Millions | 9 Months Ended | |
Apr. 27, 2024 | Apr. 29, 2023 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net (loss) income including noncontrolling interests | $ (73) | $ 97 |
Adjustments to reconcile net (loss) income to net cash provided by operating activities: | ||
Depreciation and amortization | 228 | 224 |
Share-based compensation | 27 | 33 |
Gain on sale of assets | (7) | (9) |
Long-lived asset impairment charges | 28 | 0 |
Net pension and other postretirement benefit income | (11) | (22) |
Deferred income tax expense | 0 | 2 |
LIFO charge | 19 | 83 |
Provision (recoveries) for losses on receivables | 3 | (2) |
Non-cash interest expense and other adjustments | 5 | 11 |
Changes in operating assets and liabilities | (165) | (15) |
Net cash provided by operating activities | 54 | 402 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Payments for capital expenditures | (217) | (218) |
Proceeds from dispositions of assets | 14 | 14 |
Payments for investments | (23) | (7) |
Net cash used in investing activities | (226) | (211) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from borrowings under revolving credit line | 1,957 | 2,387 |
Proceeds from issuance of other loans | 15 | 0 |
Repayments of borrowings under revolving credit line | (1,743) | (2,348) |
Repayments of long-term debt and finance leases | (41) | (149) |
Repurchases of common stock | 0 | (41) |
Payments of employee restricted stock tax withholdings | (6) | (39) |
Distributions to noncontrolling interests | (4) | (5) |
Repayments of other loans | (2) | (2) |
Other | (2) | 0 |
Net cash provided by (used in) financing activities | 174 | (197) |
EFFECT OF EXCHANGE RATE ON CASH | 0 | 0 |
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 2 | (6) |
Cash and cash equivalents, at beginning of period | 37 | 44 |
Cash and cash equivalents, at end of period | 39 | 38 |
Supplemental disclosures of cash flow information: | ||
Cash paid for interest | 118 | 114 |
Cash refunds for federal, state, and foreign income taxes, net | (10) | (4) |
Leased assets obtained in exchange for new operating lease liabilities | 317 | 198 |
Leased assets obtained in exchange for new finance lease liabilities | 6 | 0 |
Additions of property and equipment included in Accounts payable | $ 29 | $ 42 |
SIGNIFICANT ACCOUNTING POLICIES
SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Apr. 27, 2024 | |
Accounting Policies [Abstract] | |
SIGNIFICANT ACCOUNTING POLICIES | NOTE 1—SIGNIFICANT ACCOUNTING POLICIES Nature of Business United Natural Foods, Inc. and its subsidiaries (the “Company” or “UNFI”) is a leading distributor of natural, organic, specialty, produce and conventional grocery and non-food products, and provider of support services to retailers. The Company sells its products primarily throughout the United States and Canada. Fiscal Year The Company’s fiscal years end on the Saturday closest to July 31 and contain either 52 or 53 weeks. Fiscal 2024 will contain 53 weeks with the fourth quarter of fiscal 2024 containing 14 weeks. References to the third quarter of fiscal 2024 and 2023 relate to the 13-week fiscal quarters ended April 27, 2024 and April 29, 2023, respectively. References to fiscal 2024 and 2023 year-to-date relate to the 39-week fiscal periods ended April 27, 2024 and April 29, 2023, respectively. Basis of Presentation The accompanying unaudited Condensed Consolidated Financial Statements include the accounts of the Company and its subsidiaries. All significant intercompany transactions and balances have been eliminated in consolidation. The accompanying unaudited Condensed Consolidated Financial Statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”) for interim financial information, including the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, certain information and note disclosures normally required in complete financial statements prepared in conformity with accounting principles generally accepted in the United States (“GAAP”) have been condensed or omitted. In the Company’s opinion, these Condensed Consolidated Financial Statements include all adjustments necessary for a fair presentation of the financial position, results of operations and cash flows for the interim periods presented. However, the results of operations for interim periods may not be indicative of the results that may be expected for a full year. These Condensed Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended July 29, 2023 (the “Annual Report”). There were no material changes in significant accounting policies from those described in the Annual Report. Use of Estimates The preparation of the Condensed Consolidated Financial Statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Reclassifications Within the Condensed Consolidated Financial Statements certain immaterial amounts have been reclassified to conform with current period presentation. These reclassifications had no impact on reported net income, cash flows, or total assets and liabilities. Cash and Cash Equivalents Cash equivalents consist of highly liquid investments with original maturities of three months or less. The Company’s banking arrangements allow it to fund outstanding checks when presented to the financial institution for payment. The Company funds all intraday bank balance overdrafts during the same business day. Checks outstanding in excess of bank balances create book overdrafts, which are recorded in Accounts payable in the Condensed Consolidated Balance Sheets and are reflected as an operating activity in the Condensed Consolidated Statements of Cash Flows. As of April 27, 2024 and July 29, 2023, the Company had net book overdrafts of $287 million and $308 million, respectively. Inventories, Net Substantially all of the Company’s inventories consist of finished goods. To value discrete inventory items at lower of cost or net realizable value before application of any last-in, first-out (“LIFO”) reserve, the Company utilizes the weighted average cost method, perpetual cost method, the retail inventory method and the replacement cost method. Allowances for vendor funds and cash discounts received from suppliers are recorded as a reduction to Inventories, net and subsequently within Cost of sales upon the sale of the related products. Inventory quantities are evaluated throughout each fiscal year based on physical counts in the Company’s distribution facilities and stores. Allowances for inventory shortages are recorded based on the results of these counts. The LIFO reserve was approximately $363 million and $344 million as of April 27, 2024 and July 29, 2023, respectively, which is recorded within Inventories, net on the Condensed Consolidated Balance Sheets. |
RECENTLY ADOPTED AND ISSUED ACC
RECENTLY ADOPTED AND ISSUED ACCOUNTING PRONOUNCEMENTS | 9 Months Ended |
Apr. 27, 2024 | |
Accounting Standards Update and Change in Accounting Principle [Abstract] | |
RECENTLY ADOPTED AND ISSUED ACCOUNTING PRONOUNCEMENTS | NOTE 2—RECENTLY ADOPTED AND ISSUED ACCOUNTING PRONOUNCEMENTS Recently Issued Accounting Pronouncements In June 2022, the Financial Accounting Standards Board (“FASB”) issued ASU 2022-03, Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions . ASU 2022-03 clarifies that a contractual restriction on the sale of an equity security is not part of the unit of account of the equity security and, therefore, is not considered in measuring fair value. The amendments in this update also require additional disclosures for equity securities subject to contractual sale restrictions. The Company is required to adopt the amendments in this update in the first quarter of fiscal 2025. The Company is in the process of reviewing the provisions of the amendments in this update but does not expect the adoption to have a material impact on the Company’s consolidated financial statements. In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures . ASU 2023-07 requires disclosure of significant segment expenses that are regularly provided to the chief operating decision maker (“CODM”) and included within each reported measure of segment profit or loss, an amount and description of its composition for other segment items to reconcile to segment profit or loss, and the title and position of the entity’s CODM. The amendments in this update also expand the interim segment disclosure requirements. The Company is required to adopt the amendments in this update in fiscal 2025, and the interim disclosure requirements will be effective for the Company in the first quarter of fiscal 2026. Early adoption is permitted. The amendments in this update are required to be applied on a retrospective basis. The Company is currently reviewing the provisions of the amendments in this update and evaluating their impact on the Company’s consolidated financial statements. In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures . ASU 2023-09 requires disclosure of specific categories in the rate reconciliation and additional information for reconciling items that meet a quantitative threshold. The amendments also require disclosure on an annual basis of income taxes paid disaggregated by federal, state and foreign taxes as well as the amount of income taxes paid by individual jurisdiction. In addition, the amendments require disclosures of disaggregated pretax income and income tax expense and remove the requirement to disclose certain items that are no longer considered cost beneficial or relevant. The Company is required to adopt the amendments in this update in fiscal 2026. Early adoption is permitted. The amendments in this update should be applied on a prospective basis, but can also be applied retrospectively. The Company is currently reviewing the provisions of the amendments in this update and evaluating their impact on the Company’s consolidated financial statements. |
REVENUE RECOGNITION
REVENUE RECOGNITION | 9 Months Ended |
Apr. 27, 2024 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE RECOGNITION | NOTE 3—REVENUE RECOGNITION Disaggregation of Revenues The Company records revenue to five customer channels within Net sales, which are described below: • Chains , which consists of customer accounts that typically have more than 10 operating stores and excludes stores included within the Supernatural and Other channels defined below; • Independent retailers , which includes smaller size accounts including single store and multiple store locations, and group purchasing entities that are not classified within Chains above or Other defined below; • Supernatural , which consists of chain accounts that are national in scope and carry primarily natural products, and currently consists solely of one customer; • Retail , which reflects the Company’s Retail segment, including Cub® Foods and Shoppers® stores; and • Other , which includes international customers outside of Canada, foodservice, eCommerce, conventional military business and other sales. The following tables detail the Company’s Net sales for the periods presented by customer channel for each of its segments. The Company does not record its revenues within its Wholesale reportable segment for financial reporting purposes by product group, and it is therefore impracticable for it to report them accordingly. Net Sales for the 13-Week Period Ended (in millions) April 27, 2024 Customer Channel Wholesale Retail Other Eliminations (1) Consolidated Chains $ 3,092 $ — $ — $ — $ 3,092 Independent retailers 1,816 — — — 1,816 Supernatural 1,734 — — — 1,734 Retail — 571 — — 571 Other 594 — 50 — 644 Eliminations — — — (359) (359) Total $ 7,236 $ 571 $ 50 $ (359) $ 7,498 Net Sales for the 13-Week Period Ended (in millions) April 29, 2023 Customer Channel Wholesale Retail Other Eliminations (1) Consolidated Chains $ 3,129 $ — $ — $ — $ 3,129 Independent retailers 1,875 — — — 1,875 Supernatural 1,647 — — — 1,647 Retail — 598 — — 598 Other 584 — 56 — 640 Eliminations — — — (382) (382) Total $ 7,235 $ 598 $ 56 $ (382) $ 7,507 Net Sales for the 39-Week Period Ended (in millions) April 27, 2024 Customer Channel Wholesale Retail Other Eliminations (1) Consolidated Chains $ 9,542 $ — $ — $ — $ 9,542 Independent retailers 5,622 — — — 5,622 Supernatural 5,097 — — — 5,097 Retail — 1,808 — — 1,808 Other 1,743 — 162 — 1,905 Eliminations — — — (1,149) (1,149) Total $ 22,004 $ 1,808 $ 162 $ (1,149) $ 22,825 Net Sales for the 39-Week Period Ended (in millions) April 29, 2023 Customer Channel Wholesale Retail Other Eliminations (1) Consolidated Chains $ 9,675 $ — $ — $ — $ 9,675 Independent retailers 5,802 — — — 5,802 Supernatural 4,819 — — — 4,819 Retail — 1,871 — — 1,871 Other 1,712 — 172 — 1,884 Eliminations — — — (1,196) (1,196) Total $ 22,008 $ 1,871 $ 172 $ (1,196) $ 22,855 (1) Eliminations primarily includes the net sales elimination of Wholesale to Retail sales and the elimination of sales from segments included within Other to Wholesale. The Company serves customers in the United States and Canada, as well as customers located in other countries. However, all of the Company’s revenue is earned in the United States and Canada, and international distribution occurs through freight-forwarders. The Company does not have any performance obligations on international shipments subsequent to delivery to the domestic port. Accounts and Notes Receivable Balances Accounts and notes receivable are as follows: (in millions) April 27, 2024 July 29, 2023 Customer accounts receivable $ 958 $ 887 Allowance for uncollectible receivables (16) (17) Other receivables, net 29 19 Accounts receivable, net $ 971 $ 889 Notes receivable, net, included within Prepaid expenses and other current assets $ 3 $ 3 Long-term notes receivable, net, included within Other long-term assets $ 7 $ 7 In fiscal 2023, the Company entered into an agreement to sell, on a revolving basis, certain customer accounts receivable to a third-party financial institution. Accounts receivable that the Company is servicing on behalf of the financial institution, which would have otherwise been outstanding as of April 27, 2024 and July 29, 2023, was approximately $342 million and $310 million, respectively. Net proceeds received are included within cash from operating activities in the Condensed Consolidated Statements of Cash Flows in the period of sale. The loss on sale of receivables was $6 million and $4 million for the third quarters of fiscal 2024 and 2023, respectively, and $16 million and $9 million for fiscal 2024 and 2023 year-to-date, respectively, and is recorded within Loss on sale of assets and other asset charges in the Condensed Consolidated Statements of Operations. |
PROPERTY AND EQUIPMENT, NET
PROPERTY AND EQUIPMENT, NET | 9 Months Ended |
Apr. 27, 2024 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT, NET | NOTE 4—PROPERTY AND EQUIPMENT, NET In fiscal 2024, the Company determined that it was more likely than not that it would dispose of one of its corporate-owned office locations before the end of its previously estimated useful life. As a result, the Company conducted an impairment review and recorded a $21 million non-cash asset impairment charge in fiscal 2024 year-to-date. The fair value utilized in the Company’s impairment review was determined based on the market approach. The impairment charge is recorded within Loss on sale of assets and other asset charges in the Condensed Consolidated Statements of Operations. In the third quarter of fiscal 2024, the Company entered into an agreement to sell certain long-lived assets related to this corporate-owned office location, which is expected to close in the fourth quarter of fiscal 2024. As a result, assets related to this location totaling $8 million are classified as held for sale within Prepaid expenses and other current assets in the Condensed Consolidated Balance Sheets as of April 27, 2024. During the third quarter of fiscal 2024, the Company recorded a $7 million non-cash asset impairment charge related to the decision to close certain retail store locations. The impairment charge is recorded within Loss on sale of assets and other asset charges in the Condensed Consolidated Statements of Operations. There were no asset impairment charges recorded for fiscal 2023 year-to-date. |
GOODWILL AND INTANGIBLE ASSETS,
GOODWILL AND INTANGIBLE ASSETS, NET | 9 Months Ended |
Apr. 27, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND INTANGIBLE ASSETS, NET | NOTE 5—GOODWILL AND INTANGIBLE ASSETS, NET Changes in the carrying value of Goodwill by reportable segment that have goodwill consisted of the following: (in millions) Wholesale Other Total Goodwill as of July 29, 2023 $ 10 (1) $ 10 (2) $ 20 Change in foreign exchange rates — — — Goodwill as of April 27, 2024 $ 10 (1) $ 10 (2) $ 20 (1) Wholesale amounts are net of accumulated goodwill impairment charges of $717 million as of July 29, 2023 and April 27, 2024. (2) Other amounts are net of accumulated goodwill impairment charges of $10 million as of July 29, 2023 and April 27, 2024. Identifiable intangible assets, net consisted of the following: April 27, 2024 July 29, 2023 (in millions) Gross Carrying Accumulated Net Gross Carrying Accumulated Net Amortizing intangible assets: Customer relationships $ 1,007 $ 397 $ 610 $ 1,007 $ 354 $ 653 Pharmacy prescription files 33 26 7 33 22 11 Operating lease intangibles 6 5 1 6 5 1 Trademarks and tradenames 88 63 25 89 57 32 Total amortizing intangible assets 1,134 491 643 1,135 438 697 Indefinite lived intangible assets: Trademarks and tradenames 25 — 25 25 — 25 Intangibles assets, net $ 1,159 $ 491 $ 668 $ 1,160 $ 438 $ 722 Amortization expense was $17 million and $18 million for the third quarters of fiscal 2024 and 2023, respectively, and $53 million and $54 million for fiscal 2024 and 2023 year-to-date, respectively. The estimated future amortization expense for each of the next five fiscal years and thereafter on amortizing intangible assets existing as of April 27, 2024 is as shown below: Fiscal Year: (in millions) Remaining fiscal 2024 $ 20 2025 71 2026 67 2027 64 2028 61 Thereafter 360 $ 643 |
FAIR VALUE MEASUREMENTS OF FINA
FAIR VALUE MEASUREMENTS OF FINANCIAL INSTRUMENTS | 9 Months Ended |
Apr. 27, 2024 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS OF FINANCIAL INSTRUMENTS | NOTE 6—FAIR VALUE MEASUREMENTS OF FINANCIAL INSTRUMENTS Recurring Fair Value Measurements The following tables provide the fair value hierarchy for financial assets and liabilities measured on a recurring basis: Condensed Consolidated Balance Sheets Location Fair Value at April 27, 2024 (in millions) Level 1 Level 2 Level 3 Assets: Interest rate swaps designated as hedging instruments Prepaid expenses and other current assets $ — $ 12 $ — Interest rate swaps designated as hedging instruments Other long-term assets $ — $ 4 $ — Liabilities: Fuel derivatives designated as hedging instruments Accrued expenses and other current liabilities $ — $ 1 $ — Condensed Consolidated Balance Sheets Location Fair Value at July 29, 2023 (in millions) Level 1 Level 2 Level 3 Assets: Interest rate swaps designated as hedging instruments Prepaid expenses and other current assets $ — $ 17 $ — Interest rate swaps designated as hedging instruments Other long-term assets $ — $ 5 $ — Liabilities: Fuel derivatives designated as hedging instruments Accrued expenses and other current liabilities $ — $ 1 $ — Interest Rate Swap Contracts The fair values of interest rate swap contracts are measured using Level 2 inputs. The interest rate swap contracts are valued using an income approach interest rate swap valuation model incorporating observable market inputs including interest rates, Secured Overnight Financing Rate (“SOFR”) swap rates and credit default swap rates. As of April 27, 2024, a 100-basis point increase in forward SOFR interest rates would increase the fair value of the interest rate swaps by approximately $9 million; a 100-basis point decrease in forward SOFR interest rates would decrease the fair value of the interest rate swaps by approximately $9 million. Refer to Note 7—Derivatives for further information on interest rate swap contracts. Fair Value Estimates For certain of the Company’s financial instruments including cash and cash equivalents, receivables, accounts payable, accrued vacation, compensation and benefits, and other current assets and liabilities the fair values approximate carrying amounts due to their short maturities. The fair value of notes receivable is estimated by using a discounted cash flow approach prior to consideration for uncollectible amounts and is calculated by applying a market rate for similar instruments using Level 3 inputs. The fair value of debt is estimated based on market quotes, where available, or market values for similar instruments, using Level 2 and 3 inputs. In the table below, the carrying value of the Company’s long-term debt is net of original issue discounts and debt issuance costs. April 27, 2024 July 29, 2023 (in millions) Carrying Value Fair Value Carrying Value Fair Value Notes receivable, including current portion $ 15 $ 8 $ 15 $ 8 Long-term debt, including current portion $ 2,151 $ 2,047 $ 1,963 $ 1,903 |
DERIVATIVES
DERIVATIVES | 9 Months Ended |
Apr. 27, 2024 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
DERIVATIVES | NOTE 7—DERIVATIVES Management of Interest Rate Risk The Company enters into interest rate swap contracts from time to time to mitigate its exposure to changes in market interest rates as part of its overall strategy to manage its debt portfolio to achieve an overall desired position of notional debt amounts subject to fixed and floating interest rates. Interest rate swap contracts are entered into for periods consistent with related underlying exposures and do not constitute positions independent of those exposures. The Company’s interest rate swap contracts are designated as cash flow hedges as of April 27, 2024. Interest rate swap contracts are reflected at their fair values in the Condensed Consolidated Balance Sheets. Refer to Note 6—Fair Value Measurements of Financial Instruments for further information on the fair value of interest rate swap contracts. Details of active swap contracts as of April 27, 2024, which are all pay fixed and receive floating, are as follows: Effective Date Swap Maturity Notional Value (in millions) Pay Fixed Rate Receive Floating Rate Floating Rate Reset Terms November 30, 2018 October 31, 2024 100 2.7385 % One-Month Term SOFR Monthly January 11, 2019 October 31, 2024 100 2.4025 % One-Month Term SOFR Monthly January 24, 2019 October 31, 2024 50 2.4090 % One-Month Term SOFR Monthly October 26, 2018 October 22, 2025 50 2.8725 % One-Month Term SOFR Monthly November 16, 2018 October 22, 2025 50 2.8750 % One-Month Term SOFR Monthly November 16, 2018 October 22, 2025 50 2.8380 % One-Month Term SOFR Monthly January 24, 2019 October 22, 2025 50 2.4750 % One-Month Term SOFR Monthly December 29, 2023 June 3, 2027 100 3.7525 % One-Month Term SOFR Monthly December 29, 2023 June 3, 2027 100 3.7770 % One-Month Term SOFR Monthly $ 650 The Company performs an initial quantitative assessment of hedge effectiveness using the “Hypothetical Derivative Method” in the period in which the hedging transaction is entered. Under this method, the Company assesses the effectiveness of each hedging relationship by comparing the changes in cash flows of the derivative hedging instrument with the changes in cash flows of the designated hedged transactions. In future reporting periods, the Company performs a qualitative analysis for quarterly prospective and retrospective assessments of hedge effectiveness. The Company also monitors the risk of counterparty default on an ongoing basis and noted that the counterparties are reputable financial institutions. The entire change in the fair value of the derivative is initially reported in Other comprehensive income (outside of earnings) in the Condensed Consolidated Statements of Comprehensive (Loss) Income and subsequently reclassified to earnings in Interest expense, net in the Condensed Consolidated Statements of Operations when the hedged transactions affect earnings. The location and amount of gains or losses recognized in the Condensed Consolidated Statements of Operations for interest rate swap contracts for each of the periods, presented on a pre-tax basis, are as follows: 13-Week Period Ended 39-Week Period Ended April 27, 2024 April 29, 2023 April 27, 2024 April 29, 2023 (in millions) Interest expense, net Interest expense, net Total amounts of expense line items presented in the Condensed Consolidated Statements of Operations in which the effects of cash flow hedges are recorded $ 37 $ 35 $ 112 $ 109 Gain on cash flow hedging relationships: Gain reclassified from comprehensive income into earnings $ 5 $ 3 $ 15 $ 7 |
LONG-TERM DEBT
LONG-TERM DEBT | 9 Months Ended |
Apr. 27, 2024 | |
Debt Disclosure [Abstract] | |
LONG-TERM DEBT | NOTE 8—LONG-TERM DEBT The Company’s long-term debt consisted of the following: (in millions) Average Interest Rate at April 27, 2024 Fiscal Maturity Year April 27, July 29, Term Loan Facility 8.69% 2026 $ 645 $ 670 ABL Credit Facility 6.81% 2027 1,026 812 Senior Notes 6.75% 2029 500 500 Other secured loans 4.43% 2025 3 9 Debt issuance costs, net (19) (22) Original issue discount on debt (4) (6) Long-term debt, including current portion 2,151 1,963 Less: current portion of long-term debt (3) (7) Long-term debt $ 2,148 $ 1,956 Senior Notes On October 22, 2020, the Company issued $500 million of unsecured 6.750% senior notes due October 15, 2028 (the “Senior Notes”). The Senior Notes, which are presented net of debt issuance costs of $6 million as of April 27, 2024 in the Condensed Consolidated Balance Sheets, are guaranteed by each of the Company’s subsidiaries that are borrowers under or that guarantee the ABL Credit Facility or the Term Loan Facility (defined below). ABL Credit Facility The revolving credit agreement dated as of June 3, 2022 (the “ABL Loan Agreement”), by and among the Company (the “U.S. Borrower”) and UNFI Canada (the “Canadian Borrower” and, together with the U.S. Borrower, the “Borrowers”), and the financial institutions that are parties thereto as lenders (collectively, the “ABL Lenders”), Wells Fargo Bank, N.A. as administrative agent for the ABL Lenders, and the other parties thereto, provides for a secured asset-based revolving credit facility (the “ABL Credit Facility”), of which up to $2,600 million is available to the Borrowers, including a U.S. Dollar equivalent of $100 million sublimit for borrowings in Canadian dollars. Under the ABL Loan Agreement, the Borrowers may, at their option, increase the aggregate amount of the ABL Credit Facility in an amount of up to $750 million without the consent of any ABL Lenders not participating in such increase, subject to certain customary conditions and applicable lenders committing to provide the increase in funding. There is no assurance that additional funding would be available. The Borrowers’ obligations under the ABL Credit Facility are guaranteed by most of the Company’s wholly-owned subsidiaries (collectively, the “Guarantors”), subject to customary exceptions and limitations. The Borrowers’ obligations under the ABL Credit Facility and the Guarantors’ obligations under the related guarantees are secured by (i) a first-priority lien on certain accounts receivable, inventory and certain other assets arising therefrom or related thereto of the Borrowers and Guarantors (including substantially all of their deposit accounts, collectively, the “ABL Assets”) and (ii) a second-priority lien on all of the Borrowers’ and Guarantors’ assets that do not constitute ABL Assets, in each case, subject to customary exceptions and limitations. Availability under the ABL Credit Facility is subject to a borrowing base (the “Borrowing Base”), which is based on 90% of eligible accounts receivable, plus 90% of eligible credit card receivables, plus 90% to 92.5% of the net orderly liquidation value of eligible inventory, plus 90% of eligible pharmacy receivables, plus certain availability related to pharmacy prescription files, after adjusting for customary reserves, but at no time shall exceed the lesser of the aggregate commitments under the ABL Credit Facility (currently $2,600 million) or the Borrowing Base. The assets included in the Condensed Consolidated Balance Sheets securing the outstanding obligations under the ABL Credit Facility on a first-priority basis were as follows: (in millions) April 27, July 29, Certain inventory assets included in Inventories, net $ 1,828 $ 1,861 Certain receivables included in Accounts receivable, net 563 571 Pharmacy prescription files included in Intangible assets, net 7 11 Total $ 2,398 $ 2,443 As of April 27, 2024, the Borrowers’ Borrowing Base was $2,427 million, reflecting the advance rates described above and $95 million of reserves, which is below the $2,600 million limit of availability. This resulted in total availability of $2,427 million for loans and letters of credit under the ABL Credit Facility. The Company’s unused credit under the ABL Credit Facility was as follows: (in millions) April 27, 2024 Total availability for ABL loans and letters of credit $ 2,427 ABL loans outstanding (1,026) Letters of credit outstanding (176) Unused credit $ 1,225 The applicable interest rates, unutilized commitment fees and letter of credit fees under the ABL Credit Facility are variable and are dependent upon the prior fiscal quarter’s daily Average Availability (as defined in the ABL Loan Agreement), and were as follows: Range of Facility Rates and Fees (per annum) April 27, 2024 Borrowers’ applicable margin for base rate loans 0.00% - 0.25% 0.25 % Borrowers’ applicable margin for SOFR and BA loans (1) 1.00% - 1.25% 1.25 % Unutilized commitment fees 0.20% 0.20 % Letter of credit fees 1.125% - 1.375% 1.375 % (1) The U.S. Borrower utilizes SOFR-based loans and the Canadian Borrower utilizes bankers’ acceptance rate-based loans. Subsequent to the end of the third quarter of fiscal 2024, the Company entered into an amendment to the ABL Loan Agreement. Refer to Note 16—Subsequent Events for additional information. Term Loan Facility The term loan agreement dated as of October 22, 2018 (as amended, the “Term Loan Agreement”), by and among the Company and SUPERVALU INC. (“Supervalu” and, collectively with the Company, the “Initial Term Borrowers”), the financial institutions that are parties thereto as lenders (collectively, the “Term Lenders”), Credit Suisse, as administrative agent for the Term Lenders, and the other parties thereto, provides for a $1,800 million senior secured first lien term loan (the “Term Loan Facility”). The net proceeds from the Term Loan Facility were used to finance the Supervalu acquisition and related transaction costs. Any amounts then outstanding were to be payable in full on October 22, 2025. The obligations under the Term Loan Facility are guaranteed by the Guarantors, subject to customary exceptions and limitations. The Initial Term Borrowers’ obligations under the Term Loan Facility and the Guarantors’ obligations under the related guarantees are secured by (i) a first-priority lien on substantially all of the Initial Term Borrowers’ and the Guarantors’ assets other than the ABL Assets and (ii) a second-priority lien on substantially all of the Initial Term Borrowers’ and the Guarantors’ ABL Assets, in each case, subject to customary exceptions and limitations, including an exception for owned real property with net book values of less than or equal to $10 million. As of April 27, 2024 and July 29, 2023, there was $604 million and $617 million, respectively, of owned real property pledged as collateral that was included in Property and equipment, net in the Condensed Consolidated Balance Sheets. The Company must prepay loans outstanding under the Term Loan Facility no later than 130 days after the fiscal year end in an aggregate principal amount equal to a specified percentage (which percentage ranges from 0 to 75 percent depending on the Consolidated First Lien Net Leverage Ratio as of the last day of such fiscal year) of Excess Cash Flow (as defined in the Term Loan Agreement), minus certain types of voluntary prepayments of indebtedness made during such fiscal year. The potential amount of prepayment from Excess Cash Flow in fiscal 2024 that may be required in fiscal 2025 is not reasonably estimable as of April 27, 2024. As of April 27, 2024, the Company had borrowings of $645 million outstanding under the Term Loan Facility, which are presented in the Condensed Consolidated Balance Sheets net of debt issuance costs of $7 million and an original issue discount on debt of $4 million. As of April 27, 2024, no amount of the Term Loan Facility was classified as current. As of April 27, 2024, the borrowings under the Term Loan Facility bear interest at rates that, at the Term Borrowers’ option, can be either: (i) a base rate plus a margin of 2.25% or (ii) a SOFR rate plus a margin of 3.25%, provided that the SOFR rate shall never be less than 0.0%. Subsequent to the end of the third quarter of fiscal 2024, the Company entered into an amendment further amending the Term Loan Agreement. Refer to Note 16—Subsequent Events for additional information. |
COMPREHENSIVE (LOSS) INCOME AND
COMPREHENSIVE (LOSS) INCOME AND ACCUMULATED OTHER COMPREHENSIVE LOSS | 9 Months Ended |
Apr. 27, 2024 | |
Equity [Abstract] | |
COMPREHENSIVE (LOSS) INCOME AND ACCUMULATED OTHER COMPREHENSIVE LOSS | NOTE 9—COMPREHENSIVE (LOSS) INCOME AND ACCUMULATED OTHER COMPREHENSIVE LOSS Changes in Accumulated other comprehensive loss by component, net of tax, for fiscal 2024 year-to-date were as follows: (in millions) Other Cash Flow Derivatives Benefit Plans Foreign Currency Translation Swap Agreements Total Accumulated other comprehensive (loss) income at July 29, 2023 $ — $ (21) $ (21) $ 14 $ (28) Other comprehensive income (loss) before reclassifications 1 — (2) 7 6 Amortization of amounts included in net periodic benefit income — 1 — — 1 Amortization of cash flow hedges (1) — — (11) (12) Net current period Other comprehensive income (loss) — 1 (2) (4) (5) Accumulated other comprehensive (loss) income at April 27, 2024 $ — $ (20) $ (23) $ 10 $ (33) Changes in Accumulated other comprehensive loss by component, net of tax, for fiscal 2023 year-to-date were as follows: (in millions) Other Cash Flow Derivatives Benefit Plans Foreign Currency Translation Swap Agreements Total Accumulated other comprehensive income (loss) at July 30, 2022 $ 2 $ (3) $ (19) $ — $ (20) Other comprehensive (loss) income before reclassifications (6) — (4) 17 7 Amortization of amounts included in net periodic benefit income — 1 — — 1 Amortization of cash flow hedges 2 — — (5) (3) Net current period Other comprehensive (loss) income (4) 1 (4) 12 5 Accumulated other comprehensive (loss) income at April 29, 2023 $ (2) $ (2) $ (23) $ 12 $ (15) Items reclassified out of Accumulated other comprehensive loss had the following impact on the Condensed Consolidated Statements of Operations: 13-Week Period Ended 39-Week Period Ended Affected Line Item on the Condensed Consolidated Statements of Operations (in millions) April 27, April 29, April 27, April 29, Pension and postretirement benefit plan net assets: Amortization of amounts included in net periodic benefit income (1) $ 1 $ — $ 2 $ 1 Net periodic benefit income, excluding service cost Income tax benefit (1) — (1) — (Benefit) provision for income taxes Total reclassifications, net of tax $ — $ — $ 1 $ 1 Swap agreements: Reclassification of cash flow hedges $ (5) $ (3) $ (15) $ (7) Interest expense, net Income tax expense 1 1 4 2 (Benefit) provision for income taxes Total reclassifications, net of tax $ (4) $ (2) $ (11) $ (5) Other cash flow hedges: Reclassification of cash flow hedge $ (1) $ 1 $ (1) $ 3 Cost of sales Income tax benefit — — — (1) (Benefit) provision for income taxes Total reclassifications, net of tax $ (1) $ 1 $ (1) $ 2 (1) Reclassification of amounts included in net periodic benefit income include reclassification of prior service cost as reflected in Note 11—Benefit Plans. As of April 27, 2024, the Company expects to reclassify $11 million related to unrealized derivative gains out of Accumulated other comprehensive loss and primarily into Interest expense, net during the following twelve-month period. |
SHARE-BASED AWARDS
SHARE-BASED AWARDS | 9 Months Ended |
Apr. 27, 2024 | |
Share-Based Awards [Abstract] | |
SHARE-BASED AWARDS | NOTE 10—SHARE-BASED AWARDS |
BENEFIT PLANS
BENEFIT PLANS | 9 Months Ended |
Apr. 27, 2024 | |
Retirement Benefits [Abstract] | |
BENEFIT PLANS | NOTE 11—BENEFIT PLANS Net periodic benefit (income) cost and contributions to defined benefit pension and other postretirement benefit plans consisted of the following: 13-Week Period Ended Pension Benefits Other Postretirement Benefits (in millions) April 27, 2024 April 29, 2023 April 27, 2024 April 29, 2023 Interest cost $ 18 $ 16 $ — $ — Expected return on plan assets (23) (24) — — Amortization of prior service cost — — 1 — Net periodic benefit (income) cost $ (5) $ (8) $ 1 $ — Contributions to benefit plans $ (1) $ (1) $ — $ — 39-Week Period Ended Pension Benefits Other Postretirement Benefits (in millions) April 27, 2024 April 29, 2023 April 27, 2024 April 29, 2023 Interest cost $ 55 $ 48 $ — $ — Expected return on plan assets (68) (71) — — Amortization of prior service cost — — 2 1 Net periodic benefit (income) cost $ (13) $ (23) $ 2 $ 1 Contributions to benefit plans $ (1) $ (1) $ — $ — Contributions No minimum pension contributions are required to be made to the SUPERVALU INC. Retirement Plan under the Employee Retirement Income Security Act of 1974, as amended, (“ERISA”) in fiscal 2024. The Company expects to contribute approximately $1 million to its other defined benefit pension plans and $1 million to its postretirement benefit plans in fiscal 2024. Multiemployer Pension Plans The Company contributed $12 million and $13 million in the third quarters of fiscal 2024 and 2023, respectively, and $38 million and $36 million in fiscal 2024 and 2023 year-to-date, respectively, to multiemployer pension plans, which contributions are included within Operating expenses. |
INCOME TAXES
INCOME TAXES | 9 Months Ended |
Apr. 27, 2024 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | NOTE 12—INCOME TAXES The effective tax rate for the third quarter of fiscal 2024 was a benefit rate of 23.1% on pre-tax loss compared to a benefit rate of 14.3% on pre-tax income for the third quarter of fiscal 2023. The change from the third quarter of fiscal 2023 is primarily driven by the impact of a partnership investment entered into in the third quarter of fiscal 2023, and the reduction in pre-tax income during the third quarter of fiscal 2023. The effective tax rate for fiscal 2024 year-to-date was a benefit rate of 21.5% on pre-tax loss compared to an expense rate of 11.8% on pre-tax income for fiscal 2023 year-to-date. The change from fiscal 2023 year-to-date is primarily driven by the reduction of discrete tax benefits related to employee stock award vestings in the first quarter of fiscal 2024. In addition, the first quarter of fiscal 2023 included a tax benefit from the release of reserves for unrecognized tax positions, while the third quarter of fiscal 2024 included a tax expense for the establishment of reserves for unrecognized tax positions. The primary drivers for the variation between the Company’s statutory tax rate and its effective tax rate for fiscal 2024 and fiscal 2023 year-to-date were discrete tax detriments and benefits, respectively, resulting from share award vestings and changes in reserves for unrecognized tax positions. |
EARNINGS PER SHARE
EARNINGS PER SHARE | 9 Months Ended |
Apr. 27, 2024 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE | NOTE 13—EARNINGS PER SHARE The following is a reconciliation of the basic and diluted number of shares used in computing earnings per share: 13-Week Period Ended 39-Week Period Ended (in millions, except per share data) April 27, April 29, April 27, April 29, Basic weighted average shares outstanding 59.4 59.4 59.2 59.3 Net effect of dilutive stock awards based upon the treasury stock method — 1.0 — 1.7 Diluted weighted average shares outstanding 59.4 60.4 59.2 61.0 Basic (loss) earnings per share (1) $ (0.34) $ 0.12 $ (1.26) $ 1.55 Diluted (loss) earnings per share (1) $ (0.34) $ 0.12 $ (1.26) $ 1.51 Anti-dilutive share-based awards excluded from the calculation of diluted (loss) earnings per share 4.1 0.9 2.1 0.8 (1) (Loss) earnings per share amounts are calculated using actual unrounded figures. |
BUSINESS SEGMENTS
BUSINESS SEGMENTS | 9 Months Ended |
Apr. 27, 2024 | |
Segment Reporting [Abstract] | |
BUSINESS SEGMENTS | NOTE 14—BUSINESS SEGMENTS The Company has two reportable segments: Wholesale and Retail. These reportable segments are two distinct businesses, each with a different customer base, marketing strategy and management structure. The Company organizes and operates the Wholesale reportable segment through three U.S geographic regions: East, Central and West, and Canada Wholesale, which is operated separately from the U.S. Wholesale business. The U.S. Wholesale and Canada Wholesale operating segments have similar products and services, customer channels, distribution methods and economic characteristics, and therefore have been aggregated into a single reportable segment. Reportable segments are reviewed on an annual basis, or more frequently if events or circumstances indicate a change in reportable segments has occurred. The following table provides information by reportable segment, including Net sales, Adjusted EBITDA, with a reconciliation to (Loss) income before income taxes, depreciation and amortization, and payments for capital expenditures: 13-Week Period Ended 39-Week Period Ended (in millions) April 27, 2024 April 29, 2023 April 27, 2024 April 29, 2023 Net sales: Wholesale (1) $ 7,236 $ 7,235 $ 22,004 $ 22,008 Retail 571 598 1,808 1,871 Other 50 56 162 172 Eliminations (359) (382) (1,149) (1,196) Total Net sales $ 7,498 $ 7,507 $ 22,825 $ 22,855 Adjusted EBITDA: Wholesale $ 125 $ 143 $ 360 $ 451 Retail (3) 18 4 66 Other 7 (1) 14 33 Eliminations 1 (1) (3) (3) Adjustments: Net income attributable to noncontrolling interests 1 1 2 5 Net periodic benefit income, excluding service cost 4 8 11 22 Interest expense, net (37) (35) (112) (109) Other income, net 1 1 2 2 Depreciation and amortization (76) (77) (228) (224) Share-based compensation (10) (10) (26) (33) LIFO charge (6) (33) (19) (83) Restructuring, acquisition and integration related (expenses) benefits (9) 4 (17) (1) Loss on sale of assets and other asset charges (13) (4) (37) — Business transformation costs (11) (7) (40) (16) Other adjustments — — (4) — (Loss) income before income taxes $ (26) $ 7 $ (93) $ 110 Depreciation and amortization: Wholesale $ 67 $ 66 $ 200 $ 192 Retail 9 9 25 27 Other — 2 3 5 Total depreciation and amortization $ 76 $ 77 $ 228 $ 224 Payments for capital expenditures: Wholesale $ 68 $ 64 $ 203 $ 195 Retail 8 3 14 23 Total capital expenditures $ 76 $ 67 $ 217 $ 218 (1) As presented in Note 3—Revenue Recognition, the Company recorded $300 million and $319 million for the third quarters of fiscal 2024 and 2023, respectively, and $951 million and $1,006 million in fiscal 2024 and 2023 year-to-date, respectively, within Net sales in its Wholesale reportable segment attributable to Wholesale to Retail sales that have been eliminated upon consolidation. Total assets by reportable segment were as follows: (in millions) April 27, 2024 July 29, 2023 Assets: Wholesale $ 6,635 $ 6,405 Retail 616 648 Other 393 377 Eliminations (59) (36) Total assets $ 7,585 $ 7,394 |
COMMITMENTS, CONTINGENCIES AND
COMMITMENTS, CONTINGENCIES AND OFF-BALANCE SHEET ARRANGEMENTS | 9 Months Ended |
Apr. 27, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS, CONTINGENCIES AND OFF-BALANCE SHEET ARRANGEMENTS | NOTE 15—COMMITMENTS, CONTINGENCIES AND OFF-BALANCE SHEET ARRANGEMENTS Guarantees and Contingent Liabilities The Company has outstanding guarantees related to certain leases, fixture financing loans and other debt obligations of various retailers as of April 27, 2024. These guarantees were generally made to support the business growth of wholesale customers. The guarantees are generally for the entire terms of the leases, fixture financing loans or other debt obligations with remaining terms that range from less than one year to six years, with a weighted average remaining term of approximately four years. For each guarantee issued, if the wholesale customer or other third-party defaults on a payment, the Company would be required to make payments under its guarantee. Generally, the guarantees are secured by indemnification agreements or personal guarantees. The Company reviews performance risk related to its guarantee obligations based on internal measures of credit performance. As of April 27, 2024, the maximum amount of undiscounted payments the Company would be required to make in the event of default of all guarantees was $10 million ($8 million on a discounted basis). Based on the indemnification agreements, personal guarantees and results of the reviews of performance risk, as of April 27, 2024, a total estimated loss of less than $1 million is recorded in the Condensed Consolidated Balance Sheets. The Company is a party to a variety of contractual agreements under which it may be obligated to indemnify the other party for certain matters in the ordinary course of business, which indemnities may be secured by operation of law or otherwise. These agreements primarily relate to the Company’s commercial contracts, service agreements, contracts entered into for the purchase and sale of stock or assets, operating leases and other real estate contracts, financial agreements, agreements to provide services to the Company and agreements to indemnify officers, directors and employees in the performance of their work. While the Company’s aggregate indemnification obligations could result in a material liability, the Company is not aware of any matters that are expected to result in a material liability. No amount has been recorded in the Condensed Consolidated Balance Sheets for these contingent obligations as the fair value has been determined to be de minimis. In connection with Supervalu’s sale of New Albertson’s, Inc. (“NAI”) on March 21, 2013, the Company remains contingently liable with respect to certain self-insurance commitments and other guarantees as a result of parental guarantees issued by Supervalu with respect to the obligations of NAI that were incurred while NAI was Supervalu’s subsidiary. Based on the expected settlement of the self-insurance claims that underlie the Company’s commitments, the Company believes that such contingent liabilities will continue to decline. Subsequent to the sale of NAI, NAI collateralized most of these obligations with letters of credit and surety bonds to numerous state governmental authorities. Because NAI remains a primary obligor on these self-insurance and other obligations and has collateralized most of the self-insurance obligations for which the Company remains contingently liable, the Company believes that the likelihood that it will be required to assume a material amount of these obligations is remote. Accordingly, no amount has been recorded in the Condensed Consolidated Balance Sheets for these guarantees, as the fair value has been determined to be de minimis. Agreements with Save-A-Lot and Onex The Agreement and Plan of Merger pursuant to which Supervalu sold the Save-A-Lot business in 2016 (the “SAL Merger Agreement”) contains customary indemnification obligations of each party with respect to breaches of their respective representations, warranties and covenants, and certain other specified matters, on the terms and subject to the limitations set forth in the SAL Merger Agreement. Similarly, Supervalu entered into a Separation Agreement (the “Separation Agreement”) with Moran Foods, LLC d/b/a Save-A-Lot (“Moran Foods”), which contains indemnification obligations and covenants related to the separation of the assets and liabilities of the Save-A-Lot business from the Company. The Company also entered into a Services Agreement with Moran Foods (the “Services Agreement”), pursuant to which the Company provided Save-A-Lot with various technical, human resources, finance and other operational services. The Company primarily ceased providing services under the Services Agreement in fiscal 2022. The Services Agreement generally requires each party to indemnify the other party against third-party claims arising out of the performance of or the provision or receipt of services under the Services Agreement. While the Company’s aggregate indemnification obligations to Save-A-Lot and Onex, the purchaser of Save-A-Lot, could result in a material liability, the Company is not aware of any matters that are expected to result in a material liability. The Company has recorded the de minimis fair value of the guarantee in the Condensed Consolidated Balance Sheets within Other long-term liabilities. Other Contractual Commitments In the ordinary course of business, the Company enters into supply contracts to purchase products for resale and service contracts for fixed asset and information technology systems. These contracts typically include either volume commitments or fixed expiration dates, termination provisions and other standard contractual considerations. As of April 27, 2024, the Company had approximately $577 million of non-cancelable future purchase obligations, most of which will be paid and utilized in the ordinary course within one year. As of April 27, 2024, the Company had commitments of $336 million for future undiscounted minimum lease payments on leases signed but not yet commenced with terms of up to 21 years from commencement date. A lease agreement for a facility in Manchester, Pennsylvania entered into in fiscal 2023 commenced in the second quarter of fiscal 2024 resulting in the recognition of a $205 million right-of-use asset and operating lease liability in the Condensed Consolidated Balance Sheets. Legal Proceedings The Company is one of dozens of companies that have been named in various lawsuits alleging that drug manufacturers, retailers and distributors contributed to the national opioid epidemic. Currently, UNFI, primarily through its subsidiary, Advantage Logistics, is named in approximately 43 suits pending in the United States District Court for the Northern District of Ohio where thousands of cases have been consolidated as Multi-District Litigation (“MDL”). In accordance with the Stock Purchase Agreement dated January 10, 2013, between New Albertson’s Inc. (“New Albertson’s”) and the Company (the “Stock Purchase Agreement”), New Albertson’s is defending and indemnifying UNFI in a majority of the cases under a reservation of rights as those cases relate to New Albertson’s pharmacies. In one of the MDL cases, MDL No. 2804 filed by The Blackfeet Tribe of the Blackfeet Indian Reservation, all defendants were ordered to Answer the Complaint, which UNFI did on July 26, 2019. To date, no discovery has been conducted against UNFI in any of the actions. On October 7, 2022, the MDL Court issued an order directing the Company and numerous other non-litigating defendants to submit by November 1, 2022, a list of opioid cases where the Company is named and opioid dispensing and distribution data. The Company produced the data in compliance with the order. On March 8, 2023, the Company received a subpoena from the Consumer Protection Division of the Maryland Attorney General’s Office seeking records related to the distribution and dispensing of opioids. On May 19, 2023, the Company provided an initial production in response to the subpoena and is waiting for further direction from the Maryland Attorney General on additional documents requested. At an April 24, 2024 status conference, the MDL Court directed that the plaintiffs and non-litigating defendants, which includes the Company, determine whether the cases will be dismissed, litigated or mediated by the next status conference on June 10, 2024. The Company believes these claims are without merit and intends to vigorously defend this matter. On January 21, 2021, various health plans filed a complaint in Minnesota state court against the Company, Albertson’s Companies, LLC (“Albertson’s”) and Safeway, Inc. alleging the defendants committed fraud by improperly reporting inflated prices for prescription drugs for members of health plans. The Plaintiffs assert six causes of action against the defendants: common law fraud, fraudulent nondisclosure, negligent misrepresentation, unjust enrichment, violation of the Minnesota Uniform Deceptive Trade Practices Act and violation of the Minnesota Prevention of Consumer Fraud Act. The plaintiffs allege that between 2006 and 2016, Supervalu overcharged the health plans by not providing the health plans, as part of usual and customary prices, the benefit of discounts given to customers purchasing prescription medication who requested that Supervalu match competitor prices. Plaintiffs seek an unspecified amount of damages. Similar to the above case, for the majority of the relevant period Supervalu and Albertson’s operated as a combined company. In March 2013, Supervalu divested Albertson’s and pursuant to the Stock Purchase Agreement, Albertson’s is responsible for any claims regarding its pharmacies. On February 19, 2021, Albertson’s and Safeway removed the case to Minnesota Federal District Court, and on March 22, 2021, plaintiffs filed a motion to remand to state court. On February 26, 2021, defendants filed a motion to dismiss. The hearing on the remand motion and motions to dismiss occurred on May 20, 2021. On September 21, 2021, the Federal District Court remanded the case to Minnesota state court and did not rule on the motion to dismiss, which was refiled in state court. On February 1, 2022, the state court denied the motion to dismiss. On November 27, 2023, the court held a scheduling conference and thereafter entered a scheduling order setting various discovery and expert deadlines. The trial date is set for July 21, 2025. The Company believes these claims are without merit and is vigorously defending this matter. UNFI is currently subject to a qui tam action alleging violations of the False Claims Act (“FCA”). In United States ex rel. Schutte and Yarberry v. Supervalu, New Albertson’s, Inc., et al, which is pending in the U.S. District Court for the Central District of Illinois, the relators allege that defendants overcharged government healthcare programs by not providing the government, as a part of usual and customary prices, the benefit of discounts given to customers purchasing prescription medication who requested that defendants match competitor prices. The complaint was originally filed under seal and amended on November 30, 2015. The government previously investigated the relators’ allegations and declined to intervene. Violations of the FCA are subject to treble damages and penalties of up to a specified dollar amount per false claim. The relators elected to pursue the case on their own and have alleged FCA damages against Supervalu and New Albertson’s in excess of $100 million, not including trebling and statutory penalties. For the majority of the relevant period Supervalu and New Albertson’s operated as a combined company. In March 2013, Supervalu divested New Albertson’s (and related assets) pursuant to the Stock Purchase Agreement. Based on the claims that are currently pending and the Stock Purchase Agreement, Supervalu’s share of a potential award (at the currently claimed value by the relators) would be approximately $24 million, not including trebling and statutory penalties. Both sides moved for summary judgment. On August 5, 2019, the Court granted one of the relators’ summary judgment motions finding that the defendants’ lower matched prices are the usual and customary prices and that Medicare Part D and Medicaid were entitled to those prices. On July 2, 2020, the Court granted the defendants’ summary judgment motion and denied the relators’ motion, dismissing the case. On July 9, 2020, the relators filed a notice of appeal with the Seventh Circuit Court of Appeals. On August 12, 2021, the Seventh Circuit affirmed the District Court’s decision granting summary judgment in defendants’ favor. On June 1, 2023, the Supreme Court reversed and vacated the lower court’s judgment and remanded the case to the Seventh Circuit for further proceedings. On July 27, 2023, the Seventh Circuit vacated the summary judgment order and remanded the case to the District Court. On August 22, 2023, the District Court set the trial date for April 29, 2024. On October 11, 2023, each of the Company and the relators filed a motion for summary judgment. On February 16, 2024, the defendants filed a motion to reconsider the Court’s August 5, 2019 partial grant of summary judgment to the relators and to continue the trial date. On February 27, 2024, the Court granted the defendants’ motion for a trial date continuance and vacated the April 29, 2024 trial date. On April 26, 2024, the Court denied the defendants’ motion to reconsider the partial grant of summary judgment. On May 20, 2024, the District Court heard oral argument on the pending motions for summary judgment. The trial is now scheduled to begin September 30, 2024. From time to time, the Company receives notice of claims or potential claims or becomes involved in litigation, alternative dispute resolution, such as arbitration, or other legal and regulatory proceedings that arise in the ordinary course of its business, including investigations and claims regarding employment law, including wage and hour (including class actions); pension plans; labor union disputes, including unfair labor practices, such as claims for back-pay in the context of labor contract negotiations and other matters; supplier, customer and service provider contract terms and claims, including matters related to supplier or customer insolvency or general inability to pay obligations as they become due; product liability claims, including those where the supplier may be insolvent and customers or consumers are seeking recovery against the Company; real estate and environmental matters, including claims in connection with its ownership and lease of a substantial amount of real property, both retail and warehouse properties; and antitrust. Other than as described above, there are no pending material legal proceedings to which the Company is a party or to which its property is subject. Predicting the outcomes of claims and litigation and estimating related costs and exposures involves substantial uncertainties that could cause actual outcomes, costs and exposures to vary materially from current expectations. Management regularly monitors the Company’s exposure to the loss contingencies associated with these matters and may from time to time change its predictions with respect to outcomes and estimates with respect to related costs and exposures. As of April 27, 2024, no material accrued obligations, individually or in the aggregate, have been recorded for these legal proceedings. Although management believes it has made appropriate assessments of potential and contingent loss in each of these cases based on current facts and circumstances, and application of prevailing legal principles, there can be no assurance that material differences in actual outcomes from management’s current assessments, costs and exposures relative to current predictions and estimates, or material changes in such predictions or estimates will not occur. The occurrence of any of the foregoing could have a material adverse effect on the Company’s financial condition, results of operations or cash flows. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Apr. 27, 2024 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 16—SUBSEQUENT EVENTS On May 1, 2024, the Company entered into an amendment (the “First ABL Amendment”) to the ABL Loan Agreement. The First ABL Amendment provides for (i) the creation of a First In, Last Out (“FILO”) tranche of incremental loans of $130 million under the ABL Loan Agreement (the “ABL FILO Loan”) with an Applicable Margin (as defined in the ABL Loan Agreement) equal to SOFR plus 2.50% per annum (or a base rate plus 1.5% per annum), (ii) the removal of the obligation of the Canadian Obligors (as defined in the ABL Loan Agreement) to provide credit support for U.S. Revolver Loans (as defined in the ABL Loan Agreement) and (iii) other administrative changes. The ABL FILO Loan is subject to a borrowing base which is based on 5% of eligible accounts receivable, plus 5% of eligible credit card receivables, plus 5% of the net orderly liquidation value of eligible inventory, plus 5% of the value of eligible pharmacy receivables of each U.S. Obligor (as defined in the ABL Loan Agreement). On May 1, 2024, the $130 million of ABL FILO Loan proceeds were used to make a voluntary prepayment on the Term Loan Facility as further described below. On May 1, 2024, the Company entered into an amendment (the “Fourth Term Loan Amendment”) further amending the Term Loan Agreement. The Fourth Term Loan Amendment provides for the refinancing of the existing term loans that resulted in (i) the reduction of the principal amount of the Term Loan Facility to $500 million, (ii) the extension of the maturity to May 1, 2031 (but with a springing maturity to (a) the date 91 days prior to the expiration of the Company’s distribution contract with Whole Foods Market Distribution, Inc. (“Whole Foods Market”) if such agreement shall not have been extended beyond the term of the Term Loan Facility, and (b) 91 days prior to the maturity of the Senior Notes, in the event that at least $100 million in principal amount outstanding of such Senior Notes remains outstanding on such date), (iii) a change in the applicable margin over (a) a base rate from 2.25% to 3.75% per annum, or (b) a SOFR rate from 3.25% to 4.75% per annum, (iv) the appointment of JPMorgan Chase Bank, N.A., as replacement administrative and collateral agent, (v) the addition of UNFI Wholesale, Inc. (“UNFI Wholesale”) and UNFI Distribution Company, LLC (“UNFI Distribution”) as co-borrowers (the Company, UNFI Wholesale, UNFI Distribution, and Supervalu collectively, the “Term Borrowers”), and (vi) other administrative changes. In conjunction with the Fourth Term Loan Amendment, the Company made a voluntary prepayment of $145 million on the Term Loan Facility funded with the $130 million of ABL FILO Loan proceeds (described above) and incremental borrowings under the ABL Credit Facility. In connection with the Fourth Term Loan Amendment and prepayment, the Company expects to incur a loss on debt extinguishment of $10 million in the fourth quarter of fiscal 2024 related to unamortized debt issuance costs and a loss on unamortized original issue discount. On May 21, 2024, the Company entered into an amended and restated distribution agreement with Whole Foods Market, which, among other things, extended the term of the agreement from September 27, 2027 to May 20, 2032, and which satisfies the extension requirement in the Term Loan Agreement. |
SIGNIFICANT ACCOUNTING POLICI_2
SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended |
Apr. 27, 2024 | |
Accounting Policies [Abstract] | |
Fiscal Year | Fiscal Year The Company’s fiscal years end on the Saturday closest to July 31 and contain either 52 or 53 weeks. Fiscal 2024 will contain 53 weeks with the fourth quarter of fiscal 2024 containing 14 weeks. References to the third quarter of fiscal 2024 and 2023 relate to the 13-week fiscal quarters ended April 27, 2024 and April 29, 2023, respectively. References to fiscal 2024 and 2023 year-to-date relate to the 39-week fiscal periods ended April 27, 2024 and April 29, 2023, respectively. |
Basis of Presentation | Basis of Presentation The accompanying unaudited Condensed Consolidated Financial Statements include the accounts of the Company and its subsidiaries. All significant intercompany transactions and balances have been eliminated in consolidation. |
Use of Estimates | Use of Estimates The preparation of the Condensed Consolidated Financial Statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Reclassifications | Reclassifications Within the Condensed Consolidated Financial Statements certain immaterial amounts have been reclassified to conform with current period presentation. These reclassifications had no impact on reported net income, cash flows, or total assets and liabilities. |
Cash and Cash Equivalents | Cash and Cash Equivalents |
Inventories, Net | Inventories, Net |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In June 2022, the Financial Accounting Standards Board (“FASB”) issued ASU 2022-03, Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions . ASU 2022-03 clarifies that a contractual restriction on the sale of an equity security is not part of the unit of account of the equity security and, therefore, is not considered in measuring fair value. The amendments in this update also require additional disclosures for equity securities subject to contractual sale restrictions. The Company is required to adopt the amendments in this update in the first quarter of fiscal 2025. The Company is in the process of reviewing the provisions of the amendments in this update but does not expect the adoption to have a material impact on the Company’s consolidated financial statements. In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures . ASU 2023-07 requires disclosure of significant segment expenses that are regularly provided to the chief operating decision maker (“CODM”) and included within each reported measure of segment profit or loss, an amount and description of its composition for other segment items to reconcile to segment profit or loss, and the title and position of the entity’s CODM. The amendments in this update also expand the interim segment disclosure requirements. The Company is required to adopt the amendments in this update in fiscal 2025, and the interim disclosure requirements will be effective for the Company in the first quarter of fiscal 2026. Early adoption is permitted. The amendments in this update are required to be applied on a retrospective basis. The Company is currently reviewing the provisions of the amendments in this update and evaluating their impact on the Company’s consolidated financial statements. In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures . ASU 2023-09 requires disclosure of specific categories in the rate reconciliation and additional information for reconciling items that meet a quantitative threshold. The amendments also require disclosure on an annual basis of income taxes paid disaggregated by federal, state and foreign taxes as well as the amount of income taxes paid by individual jurisdiction. In addition, the amendments require disclosures of disaggregated pretax income and income tax expense and remove the requirement to disclose certain items that are no longer considered cost beneficial or relevant. The Company is required to adopt the amendments in this update in fiscal 2026. Early adoption is permitted. The amendments in this update should be applied on a prospective basis, but can also be applied retrospectively. The Company is currently reviewing the provisions of the amendments in this update and evaluating their impact on the Company’s consolidated financial statements. |
REVENUE RECOGNITION (Tables)
REVENUE RECOGNITION (Tables) | 9 Months Ended |
Apr. 27, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Summary of Disaggregation of Revenue | The following tables detail the Company’s Net sales for the periods presented by customer channel for each of its segments. The Company does not record its revenues within its Wholesale reportable segment for financial reporting purposes by product group, and it is therefore impracticable for it to report them accordingly. Net Sales for the 13-Week Period Ended (in millions) April 27, 2024 Customer Channel Wholesale Retail Other Eliminations (1) Consolidated Chains $ 3,092 $ — $ — $ — $ 3,092 Independent retailers 1,816 — — — 1,816 Supernatural 1,734 — — — 1,734 Retail — 571 — — 571 Other 594 — 50 — 644 Eliminations — — — (359) (359) Total $ 7,236 $ 571 $ 50 $ (359) $ 7,498 Net Sales for the 13-Week Period Ended (in millions) April 29, 2023 Customer Channel Wholesale Retail Other Eliminations (1) Consolidated Chains $ 3,129 $ — $ — $ — $ 3,129 Independent retailers 1,875 — — — 1,875 Supernatural 1,647 — — — 1,647 Retail — 598 — — 598 Other 584 — 56 — 640 Eliminations — — — (382) (382) Total $ 7,235 $ 598 $ 56 $ (382) $ 7,507 Net Sales for the 39-Week Period Ended (in millions) April 27, 2024 Customer Channel Wholesale Retail Other Eliminations (1) Consolidated Chains $ 9,542 $ — $ — $ — $ 9,542 Independent retailers 5,622 — — — 5,622 Supernatural 5,097 — — — 5,097 Retail — 1,808 — — 1,808 Other 1,743 — 162 — 1,905 Eliminations — — — (1,149) (1,149) Total $ 22,004 $ 1,808 $ 162 $ (1,149) $ 22,825 Net Sales for the 39-Week Period Ended (in millions) April 29, 2023 Customer Channel Wholesale Retail Other Eliminations (1) Consolidated Chains $ 9,675 $ — $ — $ — $ 9,675 Independent retailers 5,802 — — — 5,802 Supernatural 4,819 — — — 4,819 Retail — 1,871 — — 1,871 Other 1,712 — 172 — 1,884 Eliminations — — — (1,196) (1,196) Total $ 22,008 $ 1,871 $ 172 $ (1,196) $ 22,855 (1) Eliminations primarily includes the net sales elimination of Wholesale to Retail sales and the elimination of sales from segments included within Other to Wholesale. |
Schedule of Accounts, Notes, Loans and Financing Receivable | Accounts and notes receivable are as follows: (in millions) April 27, 2024 July 29, 2023 Customer accounts receivable $ 958 $ 887 Allowance for uncollectible receivables (16) (17) Other receivables, net 29 19 Accounts receivable, net $ 971 $ 889 Notes receivable, net, included within Prepaid expenses and other current assets $ 3 $ 3 Long-term notes receivable, net, included within Other long-term assets $ 7 $ 7 |
GOODWILL AND INTANGIBLE ASSET_2
GOODWILL AND INTANGIBLE ASSETS, NET (Tables) | 9 Months Ended |
Apr. 27, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Carrying Value of Goodwill | Changes in the carrying value of Goodwill by reportable segment that have goodwill consisted of the following: (in millions) Wholesale Other Total Goodwill as of July 29, 2023 $ 10 (1) $ 10 (2) $ 20 Change in foreign exchange rates — — — Goodwill as of April 27, 2024 $ 10 (1) $ 10 (2) $ 20 (1) Wholesale amounts are net of accumulated goodwill impairment charges of $717 million as of July 29, 2023 and April 27, 2024. (2) Other amounts are net of accumulated goodwill impairment charges of $10 million as of July 29, 2023 and April 27, 2024. |
Schedule of Identifiable Intangible Assets | Identifiable intangible assets, net consisted of the following: April 27, 2024 July 29, 2023 (in millions) Gross Carrying Accumulated Net Gross Carrying Accumulated Net Amortizing intangible assets: Customer relationships $ 1,007 $ 397 $ 610 $ 1,007 $ 354 $ 653 Pharmacy prescription files 33 26 7 33 22 11 Operating lease intangibles 6 5 1 6 5 1 Trademarks and tradenames 88 63 25 89 57 32 Total amortizing intangible assets 1,134 491 643 1,135 438 697 Indefinite lived intangible assets: Trademarks and tradenames 25 — 25 25 — 25 Intangibles assets, net $ 1,159 $ 491 $ 668 $ 1,160 $ 438 $ 722 |
Schedule of Estimated Future Amortization Expense | The estimated future amortization expense for each of the next five fiscal years and thereafter on amortizing intangible assets existing as of April 27, 2024 is as shown below: Fiscal Year: (in millions) Remaining fiscal 2024 $ 20 2025 71 2026 67 2027 64 2028 61 Thereafter 360 $ 643 |
FAIR VALUE MEASUREMENTS OF FI_2
FAIR VALUE MEASUREMENTS OF FINANCIAL INSTRUMENTS (Tables) | 9 Months Ended |
Apr. 27, 2024 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | The following tables provide the fair value hierarchy for financial assets and liabilities measured on a recurring basis: Condensed Consolidated Balance Sheets Location Fair Value at April 27, 2024 (in millions) Level 1 Level 2 Level 3 Assets: Interest rate swaps designated as hedging instruments Prepaid expenses and other current assets $ — $ 12 $ — Interest rate swaps designated as hedging instruments Other long-term assets $ — $ 4 $ — Liabilities: Fuel derivatives designated as hedging instruments Accrued expenses and other current liabilities $ — $ 1 $ — Condensed Consolidated Balance Sheets Location Fair Value at July 29, 2023 (in millions) Level 1 Level 2 Level 3 Assets: Interest rate swaps designated as hedging instruments Prepaid expenses and other current assets $ — $ 17 $ — Interest rate swaps designated as hedging instruments Other long-term assets $ — $ 5 $ — Liabilities: Fuel derivatives designated as hedging instruments Accrued expenses and other current liabilities $ — $ 1 $ — |
Schedule of Fair Value, By Balance Sheet Grouping | In the table below, the carrying value of the Company’s long-term debt is net of original issue discounts and debt issuance costs. April 27, 2024 July 29, 2023 (in millions) Carrying Value Fair Value Carrying Value Fair Value Notes receivable, including current portion $ 15 $ 8 $ 15 $ 8 Long-term debt, including current portion $ 2,151 $ 2,047 $ 1,963 $ 1,903 |
DERIVATIVES (Tables)
DERIVATIVES (Tables) | 9 Months Ended |
Apr. 27, 2024 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Instruments | Details of active swap contracts as of April 27, 2024, which are all pay fixed and receive floating, are as follows: Effective Date Swap Maturity Notional Value (in millions) Pay Fixed Rate Receive Floating Rate Floating Rate Reset Terms November 30, 2018 October 31, 2024 100 2.7385 % One-Month Term SOFR Monthly January 11, 2019 October 31, 2024 100 2.4025 % One-Month Term SOFR Monthly January 24, 2019 October 31, 2024 50 2.4090 % One-Month Term SOFR Monthly October 26, 2018 October 22, 2025 50 2.8725 % One-Month Term SOFR Monthly November 16, 2018 October 22, 2025 50 2.8750 % One-Month Term SOFR Monthly November 16, 2018 October 22, 2025 50 2.8380 % One-Month Term SOFR Monthly January 24, 2019 October 22, 2025 50 2.4750 % One-Month Term SOFR Monthly December 29, 2023 June 3, 2027 100 3.7525 % One-Month Term SOFR Monthly December 29, 2023 June 3, 2027 100 3.7770 % One-Month Term SOFR Monthly $ 650 |
Schedule of Interest Rate Derivatives | The location and amount of gains or losses recognized in the Condensed Consolidated Statements of Operations for interest rate swap contracts for each of the periods, presented on a pre-tax basis, are as follows: 13-Week Period Ended 39-Week Period Ended April 27, 2024 April 29, 2023 April 27, 2024 April 29, 2023 (in millions) Interest expense, net Interest expense, net Total amounts of expense line items presented in the Condensed Consolidated Statements of Operations in which the effects of cash flow hedges are recorded $ 37 $ 35 $ 112 $ 109 Gain on cash flow hedging relationships: Gain reclassified from comprehensive income into earnings $ 5 $ 3 $ 15 $ 7 |
LONG-TERM DEBT (Tables)
LONG-TERM DEBT (Tables) | 9 Months Ended |
Apr. 27, 2024 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | The Company’s long-term debt consisted of the following: (in millions) Average Interest Rate at April 27, 2024 Fiscal Maturity Year April 27, July 29, Term Loan Facility 8.69% 2026 $ 645 $ 670 ABL Credit Facility 6.81% 2027 1,026 812 Senior Notes 6.75% 2029 500 500 Other secured loans 4.43% 2025 3 9 Debt issuance costs, net (19) (22) Original issue discount on debt (4) (6) Long-term debt, including current portion 2,151 1,963 Less: current portion of long-term debt (3) (7) Long-term debt $ 2,148 $ 1,956 |
Schedule of Line of Credit Facilities | The assets included in the Condensed Consolidated Balance Sheets securing the outstanding obligations under the ABL Credit Facility on a first-priority basis were as follows: (in millions) April 27, July 29, Certain inventory assets included in Inventories, net $ 1,828 $ 1,861 Certain receivables included in Accounts receivable, net 563 571 Pharmacy prescription files included in Intangible assets, net 7 11 Total $ 2,398 $ 2,443 (in millions) April 27, 2024 Total availability for ABL loans and letters of credit $ 2,427 ABL loans outstanding (1,026) Letters of credit outstanding (176) Unused credit $ 1,225 The applicable interest rates, unutilized commitment fees and letter of credit fees under the ABL Credit Facility are variable and are dependent upon the prior fiscal quarter’s daily Average Availability (as defined in the ABL Loan Agreement), and were as follows: Range of Facility Rates and Fees (per annum) April 27, 2024 Borrowers’ applicable margin for base rate loans 0.00% - 0.25% 0.25 % Borrowers’ applicable margin for SOFR and BA loans (1) 1.00% - 1.25% 1.25 % Unutilized commitment fees 0.20% 0.20 % Letter of credit fees 1.125% - 1.375% 1.375 % (1) The U.S. Borrower utilizes SOFR-based loans and the Canadian Borrower utilizes bankers’ acceptance rate-based loans. |
COMPREHENSIVE (LOSS) INCOME A_2
COMPREHENSIVE (LOSS) INCOME AND ACCUMULATED OTHER COMPREHENSIVE LOSS (Tables) | 9 Months Ended |
Apr. 27, 2024 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) | Changes in Accumulated other comprehensive loss by component, net of tax, for fiscal 2024 year-to-date were as follows: (in millions) Other Cash Flow Derivatives Benefit Plans Foreign Currency Translation Swap Agreements Total Accumulated other comprehensive (loss) income at July 29, 2023 $ — $ (21) $ (21) $ 14 $ (28) Other comprehensive income (loss) before reclassifications 1 — (2) 7 6 Amortization of amounts included in net periodic benefit income — 1 — — 1 Amortization of cash flow hedges (1) — — (11) (12) Net current period Other comprehensive income (loss) — 1 (2) (4) (5) Accumulated other comprehensive (loss) income at April 27, 2024 $ — $ (20) $ (23) $ 10 $ (33) Changes in Accumulated other comprehensive loss by component, net of tax, for fiscal 2023 year-to-date were as follows: (in millions) Other Cash Flow Derivatives Benefit Plans Foreign Currency Translation Swap Agreements Total Accumulated other comprehensive income (loss) at July 30, 2022 $ 2 $ (3) $ (19) $ — $ (20) Other comprehensive (loss) income before reclassifications (6) — (4) 17 7 Amortization of amounts included in net periodic benefit income — 1 — — 1 Amortization of cash flow hedges 2 — — (5) (3) Net current period Other comprehensive (loss) income (4) 1 (4) 12 5 Accumulated other comprehensive (loss) income at April 29, 2023 $ (2) $ (2) $ (23) $ 12 $ (15) |
Schedule of Reclassification Out of Accumulated Other Comprehensive Income | Items reclassified out of Accumulated other comprehensive loss had the following impact on the Condensed Consolidated Statements of Operations: 13-Week Period Ended 39-Week Period Ended Affected Line Item on the Condensed Consolidated Statements of Operations (in millions) April 27, April 29, April 27, April 29, Pension and postretirement benefit plan net assets: Amortization of amounts included in net periodic benefit income (1) $ 1 $ — $ 2 $ 1 Net periodic benefit income, excluding service cost Income tax benefit (1) — (1) — (Benefit) provision for income taxes Total reclassifications, net of tax $ — $ — $ 1 $ 1 Swap agreements: Reclassification of cash flow hedges $ (5) $ (3) $ (15) $ (7) Interest expense, net Income tax expense 1 1 4 2 (Benefit) provision for income taxes Total reclassifications, net of tax $ (4) $ (2) $ (11) $ (5) Other cash flow hedges: Reclassification of cash flow hedge $ (1) $ 1 $ (1) $ 3 Cost of sales Income tax benefit — — — (1) (Benefit) provision for income taxes Total reclassifications, net of tax $ (1) $ 1 $ (1) $ 2 (1) Reclassification of amounts included in net periodic benefit income include reclassification of prior service cost as reflected in Note 11—Benefit Plans. |
BENEFIT PLANS (Tables)
BENEFIT PLANS (Tables) | 9 Months Ended |
Apr. 27, 2024 | |
Retirement Benefits [Abstract] | |
Schedule of Net Periodic Benefit Cost (Income) Recognized in Other Comprehensive Income (Loss) | Net periodic benefit (income) cost and contributions to defined benefit pension and other postretirement benefit plans consisted of the following: 13-Week Period Ended Pension Benefits Other Postretirement Benefits (in millions) April 27, 2024 April 29, 2023 April 27, 2024 April 29, 2023 Interest cost $ 18 $ 16 $ — $ — Expected return on plan assets (23) (24) — — Amortization of prior service cost — — 1 — Net periodic benefit (income) cost $ (5) $ (8) $ 1 $ — Contributions to benefit plans $ (1) $ (1) $ — $ — 39-Week Period Ended Pension Benefits Other Postretirement Benefits (in millions) April 27, 2024 April 29, 2023 April 27, 2024 April 29, 2023 Interest cost $ 55 $ 48 $ — $ — Expected return on plan assets (68) (71) — — Amortization of prior service cost — — 2 1 Net periodic benefit (income) cost $ (13) $ (23) $ 2 $ 1 Contributions to benefit plans $ (1) $ (1) $ — $ — |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 9 Months Ended |
Apr. 27, 2024 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share | The following is a reconciliation of the basic and diluted number of shares used in computing earnings per share: 13-Week Period Ended 39-Week Period Ended (in millions, except per share data) April 27, April 29, April 27, April 29, Basic weighted average shares outstanding 59.4 59.4 59.2 59.3 Net effect of dilutive stock awards based upon the treasury stock method — 1.0 — 1.7 Diluted weighted average shares outstanding 59.4 60.4 59.2 61.0 Basic (loss) earnings per share (1) $ (0.34) $ 0.12 $ (1.26) $ 1.55 Diluted (loss) earnings per share (1) $ (0.34) $ 0.12 $ (1.26) $ 1.51 Anti-dilutive share-based awards excluded from the calculation of diluted (loss) earnings per share 4.1 0.9 2.1 0.8 (1) (Loss) earnings per share amounts are calculated using actual unrounded figures. |
BUSINESS SEGMENTS (Tables)
BUSINESS SEGMENTS (Tables) | 9 Months Ended |
Apr. 27, 2024 | |
Segment Reporting [Abstract] | |
Schedule of Business Segment Information | The following table provides information by reportable segment, including Net sales, Adjusted EBITDA, with a reconciliation to (Loss) income before income taxes, depreciation and amortization, and payments for capital expenditures: 13-Week Period Ended 39-Week Period Ended (in millions) April 27, 2024 April 29, 2023 April 27, 2024 April 29, 2023 Net sales: Wholesale (1) $ 7,236 $ 7,235 $ 22,004 $ 22,008 Retail 571 598 1,808 1,871 Other 50 56 162 172 Eliminations (359) (382) (1,149) (1,196) Total Net sales $ 7,498 $ 7,507 $ 22,825 $ 22,855 Adjusted EBITDA: Wholesale $ 125 $ 143 $ 360 $ 451 Retail (3) 18 4 66 Other 7 (1) 14 33 Eliminations 1 (1) (3) (3) Adjustments: Net income attributable to noncontrolling interests 1 1 2 5 Net periodic benefit income, excluding service cost 4 8 11 22 Interest expense, net (37) (35) (112) (109) Other income, net 1 1 2 2 Depreciation and amortization (76) (77) (228) (224) Share-based compensation (10) (10) (26) (33) LIFO charge (6) (33) (19) (83) Restructuring, acquisition and integration related (expenses) benefits (9) 4 (17) (1) Loss on sale of assets and other asset charges (13) (4) (37) — Business transformation costs (11) (7) (40) (16) Other adjustments — — (4) — (Loss) income before income taxes $ (26) $ 7 $ (93) $ 110 Depreciation and amortization: Wholesale $ 67 $ 66 $ 200 $ 192 Retail 9 9 25 27 Other — 2 3 5 Total depreciation and amortization $ 76 $ 77 $ 228 $ 224 Payments for capital expenditures: Wholesale $ 68 $ 64 $ 203 $ 195 Retail 8 3 14 23 Total capital expenditures $ 76 $ 67 $ 217 $ 218 (1) As presented in Note 3—Revenue Recognition, the Company recorded $300 million and $319 million for the third quarters of fiscal 2024 and 2023, respectively, and $951 million and $1,006 million in fiscal 2024 and 2023 year-to-date, respectively, within Net sales in its Wholesale reportable segment attributable to Wholesale to Retail sales that have been eliminated upon consolidation. Total assets by reportable segment were as follows: (in millions) April 27, 2024 July 29, 2023 Assets: Wholesale $ 6,635 $ 6,405 Retail 616 648 Other 393 377 Eliminations (59) (36) Total assets $ 7,585 $ 7,394 |
SIGNIFICANT ACCOUNTING POLICI_3
SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($) $ in Millions | Apr. 27, 2024 | Jul. 29, 2023 |
Accounting Policies [Abstract] | ||
Net book overdrafts | $ 287 | $ 308 |
LIFO reserve | $ 363 | $ 344 |
REVENUE RECOGNITION - Narrative
REVENUE RECOGNITION - Narrative (Details) $ in Millions | 3 Months Ended | 9 Months Ended | ||||
Apr. 27, 2024 USD ($) store channel | Jul. 29, 2023 USD ($) | Apr. 27, 2024 USD ($) store channel | Apr. 29, 2023 USD ($) | Apr. 27, 2024 USD ($) store channel | Apr. 29, 2023 USD ($) | |
Disaggregation of Revenue [Line Items] | ||||||
Number of customer channels | channel | 5 | 5 | 5 | |||
Accounts receivable sold | $ 342 | $ 310 | ||||
Loss on sale of accounts receivable | $ 6 | $ 4 | $ 16 | $ 9 | ||
Chains | Minimum | ||||||
Disaggregation of Revenue [Line Items] | ||||||
Number of stores (more than) | store | 10 | 10 | 10 |
REVENUE RECOGNITION - Disaggreg
REVENUE RECOGNITION - Disaggregation of Revenues (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Apr. 27, 2024 | Apr. 29, 2023 | Apr. 27, 2024 | Apr. 29, 2023 | |
Revenue from External Customer [Line Items] | ||||
Net sales | $ 7,498 | $ 7,507 | $ 22,825 | $ 22,855 |
Chains | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | 3,092 | 3,129 | 9,542 | 9,675 |
Independent retailers | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | 1,816 | 1,875 | 5,622 | 5,802 |
Supernatural | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | 1,734 | 1,647 | 5,097 | 4,819 |
Retail | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | 571 | 598 | 1,808 | 1,871 |
Other | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | 644 | 640 | 1,905 | 1,884 |
Operating segments | Wholesale | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | 7,236 | 7,235 | 22,004 | 22,008 |
Operating segments | Wholesale | Chains | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | 3,092 | 3,129 | 9,542 | 9,675 |
Operating segments | Wholesale | Independent retailers | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | 1,816 | 1,875 | 5,622 | 5,802 |
Operating segments | Wholesale | Supernatural | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | 1,734 | 1,647 | 5,097 | 4,819 |
Operating segments | Wholesale | Retail | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | 0 | 0 | 0 | 0 |
Operating segments | Wholesale | Other | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | 594 | 584 | 1,743 | 1,712 |
Operating segments | Retail | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | 571 | 598 | 1,808 | 1,871 |
Operating segments | Retail | Chains | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | 0 | 0 | 0 | 0 |
Operating segments | Retail | Independent retailers | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | 0 | 0 | 0 | 0 |
Operating segments | Retail | Supernatural | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | 0 | 0 | 0 | 0 |
Operating segments | Retail | Retail | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | 571 | 598 | 1,808 | 1,871 |
Operating segments | Retail | Other | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | 0 | 0 | 0 | 0 |
Operating segments | Other | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | 50 | 56 | 162 | 172 |
Operating segments | Other | Chains | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | 0 | 0 | 0 | 0 |
Operating segments | Other | Independent retailers | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | 0 | 0 | 0 | 0 |
Operating segments | Other | Supernatural | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | 0 | 0 | 0 | 0 |
Operating segments | Other | Retail | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | 0 | 0 | 0 | 0 |
Operating segments | Other | Other | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | 50 | 56 | 162 | 172 |
Eliminations | ||||
Revenue from External Customer [Line Items] | ||||
Net sales | $ (359) | $ (382) | $ (1,149) | $ (1,196) |
REVENUE RECOGNITION - Accounts
REVENUE RECOGNITION - Accounts Receivable (Details) - USD ($) $ in Millions | Apr. 27, 2024 | Jul. 29, 2023 |
Revenue from Contract with Customer [Abstract] | ||
Customer accounts receivable | $ 958 | $ 887 |
Allowance for uncollectible receivables | (16) | (17) |
Other receivables, net | 29 | 19 |
Accounts receivable, net | 971 | 889 |
Notes receivable, net, included within Prepaid expenses and other current assets | 3 | 3 |
Long-term notes receivable, net, included within Other long-term assets | $ 7 | $ 7 |
PROPERTY AND EQUIPMENT, NET (De
PROPERTY AND EQUIPMENT, NET (Details) | 3 Months Ended | 9 Months Ended | |
Apr. 27, 2024 USD ($) | Apr. 27, 2024 USD ($) office | Apr. 29, 2023 USD ($) | |
Long-Lived Assets Held-for-Sale [Line Items] | |||
Asset impairment charges | $ 0 | ||
Disposal Group, Held-for-Sale, Not Discontinued Operations | Corporate-Owned Office Location | |||
Long-Lived Assets Held-for-Sale [Line Items] | |||
Number of corporate-owned office locations to be disposed | office | 1 | ||
Asset impairment charges | $ 21,000,000 | ||
Assets held-for-sale | $ 8,000,000 | $ 8,000,000 | |
Disposal Group, Disposed of by Sale, Not Discontinued Operations | Certain Retail Store Locations | |||
Long-Lived Assets Held-for-Sale [Line Items] | |||
Asset impairment charges | $ 7,000,000 |
GOODWILL AND INTANGIBLE ASSET_3
GOODWILL AND INTANGIBLE ASSETS, NET - Carrying Value of Goodwill (Details) - USD ($) $ in Millions | 9 Months Ended | |
Apr. 27, 2024 | Jul. 29, 2023 | |
Goodwill [Roll Forward] | ||
Goodwill as of beginning of period | $ 20 | |
Change in foreign exchange rates | 0 | |
Goodwill as of end of period | 20 | |
Operating segments | Wholesale | ||
Goodwill [Roll Forward] | ||
Goodwill as of beginning of period | 10 | |
Change in foreign exchange rates | 0 | |
Goodwill as of end of period | 10 | |
Accumulated goodwill impairment charges | 717 | $ 717 |
Operating segments | Other | ||
Goodwill [Roll Forward] | ||
Goodwill as of beginning of period | 10 | |
Change in foreign exchange rates | 0 | |
Goodwill as of end of period | 10 | |
Accumulated goodwill impairment charges | $ 10 | $ 10 |
GOODWILL AND INTANGIBLE ASSET_4
GOODWILL AND INTANGIBLE ASSETS, NET - Identifiable Intangible Assets (Details) - USD ($) $ in Millions | Apr. 27, 2024 | Jul. 29, 2023 |
Schedule of Intangible Assets [Line Items] | ||
Finite-lived intangible assets, gross carrying amount | $ 1,134 | $ 1,135 |
Finite-lived intangible assets, accumulated amortization | 491 | 438 |
Finite-lived intangible assets, net | 643 | 697 |
Indefinite-lived intangible assets, gross carrying amount | 1,159 | 1,160 |
Indefinite-lived intangible assets, accumulated amortization | 491 | 438 |
Indefinite-lived intangible assets, net carrying value | 668 | 722 |
Trademarks and tradenames | ||
Schedule of Intangible Assets [Line Items] | ||
Indefinite-lived intangible assets, gross | 25 | 25 |
Indefinite-lived intangible assets, net | 25 | 25 |
Customer relationships | ||
Schedule of Intangible Assets [Line Items] | ||
Finite-lived intangible assets, gross carrying amount | 1,007 | 1,007 |
Finite-lived intangible assets, accumulated amortization | 397 | 354 |
Finite-lived intangible assets, net | 610 | 653 |
Pharmacy prescription files | ||
Schedule of Intangible Assets [Line Items] | ||
Finite-lived intangible assets, gross carrying amount | 33 | 33 |
Finite-lived intangible assets, accumulated amortization | 26 | 22 |
Finite-lived intangible assets, net | 7 | 11 |
Operating lease intangibles | ||
Schedule of Intangible Assets [Line Items] | ||
Finite-lived intangible assets, gross carrying amount | 6 | 6 |
Finite-lived intangible assets, accumulated amortization | 5 | 5 |
Finite-lived intangible assets, net | 1 | 1 |
Trademarks and tradenames | ||
Schedule of Intangible Assets [Line Items] | ||
Finite-lived intangible assets, gross carrying amount | 88 | 89 |
Finite-lived intangible assets, accumulated amortization | 63 | 57 |
Finite-lived intangible assets, net | $ 25 | $ 32 |
GOODWILL AND INTANGIBLE ASSET_5
GOODWILL AND INTANGIBLE ASSETS, NET - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | |
Apr. 27, 2024 | Apr. 29, 2023 | Apr. 27, 2024 | Jul. 29, 2023 | |
Goodwill and Intangible Assets [Abstract] | ||||
Amortization expense | $ 17 | $ 18 | $ 53 | $ 54 |
GOODWILL AND INTANGIBLE ASSET_6
GOODWILL AND INTANGIBLE ASSETS, NET - Estimated Future Amortization Expense (Details) - USD ($) $ in Millions | Apr. 27, 2024 | Jul. 29, 2023 |
Goodwill and Intangible Assets [Abstract] | ||
Remaining fiscal 2024 | $ 20 | |
2025 | 71 | |
2026 | 67 | |
2027 | 64 | |
2028 | 61 | |
Thereafter | 360 | |
Finite-lived intangible assets, net | $ 643 | $ 697 |
FAIR VALUE MEASUREMENTS OF FI_3
FAIR VALUE MEASUREMENTS OF FINANCIAL INSTRUMENTS - Recurring Fair Value Measurements (Details) - USD ($) $ in Millions | Apr. 27, 2024 | Jul. 29, 2023 |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Derivative Asset, Current, Statement of Financial Position [Extensible Enumeration] | Prepaid expenses and other current assets | Prepaid expenses and other current assets |
Derivative Asset, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Other long-term assets | Other long-term assets |
Derivative Liability, Current, Statement of Financial Position [Extensible Enumeration] | Accrued expenses and other current liabilities | Accrued expenses and other current liabilities |
Fair value, measurements, recurring | Level 1 | Interest rate swaps | Designated as hedging instrument | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Current derivative assets | $ 0 | $ 0 |
Noncurrent derivative assets | 0 | 0 |
Fair value, measurements, recurring | Level 1 | Fuel derivatives | Designated as hedging instrument | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Current derivative liability | 0 | 0 |
Fair value, measurements, recurring | Level 2 | Interest rate swaps | Designated as hedging instrument | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Current derivative assets | 12 | 17 |
Noncurrent derivative assets | 4 | 5 |
Fair value, measurements, recurring | Level 2 | Fuel derivatives | Designated as hedging instrument | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Current derivative liability | 1 | 1 |
Fair value, measurements, recurring | Level 3 | Interest rate swaps | Designated as hedging instrument | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Current derivative assets | 0 | 0 |
Noncurrent derivative assets | 0 | 0 |
Fair value, measurements, recurring | Level 3 | Fuel derivatives | Designated as hedging instrument | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Current derivative liability | $ 0 | $ 0 |
FAIR VALUE MEASUREMENTS OF FI_4
FAIR VALUE MEASUREMENTS OF FINANCIAL INSTRUMENTS - Narrative (Details) $ in Millions | Apr. 27, 2024 USD ($) |
Fair Value Disclosures [Abstract] | |
Effect of one percent increase on fair value of interest rate fair value hedging instruments | $ 9 |
Effect of one percent decrease on fair value of interest rate fair value hedging instruments | $ 9 |
FAIR VALUE MEASUREMENTS OF FI_5
FAIR VALUE MEASUREMENTS OF FINANCIAL INSTRUMENTS - Fair Value Estimates (Details) - USD ($) $ in Millions | Apr. 27, 2024 | Jul. 29, 2023 |
Carrying Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Notes receivable, including current portion | $ 15 | $ 15 |
Long-term debt, including current portion | 2,151 | 1,963 |
Fair Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Notes receivable, including current portion | 8 | 8 |
Long-term debt, including current portion | $ 2,047 | $ 1,903 |
DERIVATIVES - Outstanding Swap
DERIVATIVES - Outstanding Swap Contracts (Details) $ in Millions | Apr. 27, 2024 USD ($) |
Derivative [Line Items] | |
Notional Value (in millions) | $ 650 |
Interest rate swap due October 31, 2024 | |
Derivative [Line Items] | |
Notional Value (in millions) | $ 100 |
Pay Fixed Rate | 2.7385% |
Interest rate swap due October 31, 2024 | |
Derivative [Line Items] | |
Notional Value (in millions) | $ 100 |
Pay Fixed Rate | 2.4025% |
Interest rate swap due October 31, 2024 | |
Derivative [Line Items] | |
Notional Value (in millions) | $ 50 |
Pay Fixed Rate | 2.409% |
Interest rate swap due October 22, 2025 | |
Derivative [Line Items] | |
Notional Value (in millions) | $ 50 |
Pay Fixed Rate | 2.8725% |
Interest rate swap due October 22, 2025 | |
Derivative [Line Items] | |
Notional Value (in millions) | $ 50 |
Pay Fixed Rate | 2.875% |
Interest rate swap due October 22, 2025 | |
Derivative [Line Items] | |
Notional Value (in millions) | $ 50 |
Pay Fixed Rate | 2.838% |
Interest rate swap due October 22, 2025 | |
Derivative [Line Items] | |
Notional Value (in millions) | $ 50 |
Pay Fixed Rate | 2.475% |
Interest Rate Swap Due June 3, 2027 | |
Derivative [Line Items] | |
Notional Value (in millions) | $ 100 |
Pay Fixed Rate | 3.7525% |
Interest Rate Swap Due June 3, 2027 | |
Derivative [Line Items] | |
Notional Value (in millions) | $ 100 |
Pay Fixed Rate | 3.777% |
DERIVATIVES - Interest Rate Swa
DERIVATIVES - Interest Rate Swap Contracts (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Apr. 27, 2024 | Apr. 29, 2023 | Apr. 27, 2024 | Apr. 29, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||||
Total amounts of expense line items presented in the Condensed Consolidated Statements of Operations in which the effects of cash flow hedges are recorded | $ 37 | $ 35 | $ 112 | $ 109 |
Gain reclassified from comprehensive income into earnings | $ 5 | $ 3 | $ 15 | $ 7 |
LONG-TERM DEBT - Schedule of De
LONG-TERM DEBT - Schedule of Debt (Details) - USD ($) $ in Millions | 9 Months Ended | |
Apr. 27, 2024 | Jul. 29, 2023 | |
Debt Instrument [Line Items] | ||
Debt issuance costs, net | $ (19) | $ (22) |
Original issue discount on debt | (4) | (6) |
Long-term debt, including current portion | 2,151 | 1,963 |
Less: current portion of long-term debt | (3) | (7) |
Long-term debt | $ 2,148 | 1,956 |
ABL Credit Facility | ||
Debt Instrument [Line Items] | ||
Average Interest Rate | 6.81% | |
Long-term debt, gross | $ 1,026 | 812 |
Other secured loans | ||
Debt Instrument [Line Items] | ||
Average Interest Rate | 4.43% | |
Long-term debt, gross | $ 3 | 9 |
Secured Debt | Term Loan Facility | ||
Debt Instrument [Line Items] | ||
Average Interest Rate | 8.69% | |
Long-term debt, gross | $ 645 | 670 |
Debt issuance costs, net | (7) | |
Original issue discount on debt | (4) | |
Less: current portion of long-term debt | $ 0 | |
Senior Notes | Senior Notes due 2028, 6.750% | ||
Debt Instrument [Line Items] | ||
Average Interest Rate | 6.75% | |
Long-term debt, gross | $ 500 | $ 500 |
LONG-TERM DEBT - Senior Notes (
LONG-TERM DEBT - Senior Notes (Details) - USD ($) $ in Millions | Apr. 27, 2024 | Jul. 29, 2023 | Oct. 22, 2020 |
Debt Instrument [Line Items] | |||
Debt issuance costs, net | $ 19 | $ 22 | |
Senior Notes | Senior Notes Due October 2028, 6.750% | |||
Debt Instrument [Line Items] | |||
Debt instrument, face amount | $ 500 | ||
Stated interest rate | 6.75% | ||
Debt issuance costs, net | $ 6 |
LONG-TERM DEBT - ABL Credit Fac
LONG-TERM DEBT - ABL Credit Facility (Details) - USD ($) | Apr. 27, 2024 | Jun. 03, 2022 | Oct. 19, 2018 |
Letter of credit | |||
Debt Instrument [Line Items] | |||
Line of credit facility, current borrowing capacity | $ 176,000,000 | ||
Line of credit | Revolving credit facility | ABL Credit Facility | |||
Debt Instrument [Line Items] | |||
Line of credit facility, maximum borrowing capacity | $ 2,600,000,000 | ||
Line of credit facility, maximum borrowing capacity, optional increase | 750,000,000 | ||
Line of credit facility, current borrowing capacity | 2,427,000,000 | ||
Line of credit facility, borrowing capacity, reserves | $ 95,000,000 | ||
Line of credit | Revolving credit facility | ABL Credit Facility | Accounts receivable | |||
Debt Instrument [Line Items] | |||
Line of credit facility, borrowing base, eligibility percent | 90% | ||
Line of credit | Revolving credit facility | ABL Credit Facility | Credit card receivable | |||
Debt Instrument [Line Items] | |||
Line of credit facility, borrowing base, eligibility percent | 90% | ||
Line of credit | Revolving credit facility | ABL Credit Facility | Inventories | Minimum | |||
Debt Instrument [Line Items] | |||
Line of credit facility, borrowing base, eligibility percent | 90% | ||
Line of credit | Revolving credit facility | ABL Credit Facility | Inventories | Maximum | |||
Debt Instrument [Line Items] | |||
Line of credit facility, borrowing base, eligibility percent | 92.50% | ||
Line of credit | Revolving credit facility | ABL Credit Facility | Pharmacy receivable | |||
Debt Instrument [Line Items] | |||
Line of credit facility, borrowing base, eligibility percent | 90% | ||
Line of credit | Letter of credit | ABL Credit Facility | |||
Debt Instrument [Line Items] | |||
Line of credit facility, maximum borrowing capacity | $ 100,000,000 |
LONG-TERM DEBT - Balance Sheet
LONG-TERM DEBT - Balance Sheet Assets Securing Outstanding Obligations (Details) - Line of credit - Revolving credit facility - USD ($) $ in Millions | Apr. 27, 2024 | Jul. 29, 2023 |
Line of Credit Facility [Line Items] | ||
Total | $ 2,398 | $ 2,443 |
Certain inventory assets included in Inventories, net | ||
Line of Credit Facility [Line Items] | ||
Total | 1,828 | 1,861 |
Certain receivables included in Accounts receivable, net | ||
Line of Credit Facility [Line Items] | ||
Total | 563 | 571 |
Pharmacy prescription files included in Intangible assets, net | ||
Line of Credit Facility [Line Items] | ||
Total | $ 7 | $ 11 |
LONG-TERM DEBT - Unused Credit
LONG-TERM DEBT - Unused Credit under the ABL Facilities (Details) $ in Millions | Apr. 27, 2024 USD ($) |
Line of Credit Facility [Line Items] | |
Unused credit | $ 1,225 |
Letter of credit | |
Line of Credit Facility [Line Items] | |
Line of credit facility, current borrowing capacity | 176 |
Letter of credit | ABL Loans | |
Line of Credit Facility [Line Items] | |
Line of credit facility, current borrowing capacity | 1,026 |
Line of credit | Revolving credit facility | ABL Credit Facility | |
Line of Credit Facility [Line Items] | |
Line of credit facility, current borrowing capacity | $ 2,427 |
LONG-TERM DEBT - Applicable Mar
LONG-TERM DEBT - Applicable Margins and Fees (Details) - ABL Credit Facility | 9 Months Ended |
Apr. 27, 2024 | |
Revolving credit facility | |
Line of Credit Facility [Line Items] | |
Unutilized commitment fees | 0.20% |
Revolving credit facility | Line of credit | Base rate | |
Line of Credit Facility [Line Items] | |
Applicable margin | 0.25% |
Revolving credit facility | Line of credit | SOFR and BA | |
Line of Credit Facility [Line Items] | |
Applicable margin | 1.25% |
Letter of credit | |
Line of Credit Facility [Line Items] | |
Letter of credit fees | 1.375% |
Minimum | Revolving credit facility | Line of credit | Base rate | |
Line of Credit Facility [Line Items] | |
Applicable margin | 0% |
Minimum | Revolving credit facility | Line of credit | SOFR and BA | |
Line of Credit Facility [Line Items] | |
Applicable margin | 1% |
Minimum | Letter of credit | |
Line of Credit Facility [Line Items] | |
Letter of credit fees | 1.125% |
Maximum | Revolving credit facility | |
Line of Credit Facility [Line Items] | |
Unutilized commitment fees | 0.20% |
Maximum | Revolving credit facility | Line of credit | Base rate | |
Line of Credit Facility [Line Items] | |
Applicable margin | 0.25% |
Maximum | Revolving credit facility | Line of credit | SOFR and BA | |
Line of Credit Facility [Line Items] | |
Applicable margin | 1.25% |
Maximum | Letter of credit | |
Line of Credit Facility [Line Items] | |
Letter of credit fees | 1.375% |
LONG-TERM DEBT - Term Loan Faci
LONG-TERM DEBT - Term Loan Facility (Details) - USD ($) | 9 Months Ended | |||
Oct. 28, 2023 | Apr. 27, 2024 | Jul. 29, 2023 | Oct. 22, 2018 | |
Debt Instrument [Line Items] | ||||
Debt issuance costs, net | $ 19,000,000 | $ 22,000,000 | ||
Original issue discount on debt | 4,000,000 | 6,000,000 | ||
Current portion of long-term debt | 3,000,000 | 7,000,000 | ||
Secured debt | Term Loan Facility | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, face amount | $ 1,800,000,000 | |||
Debt instrument, guarantees exception, carrying value of owned real property (less than or equal to) | $ 10,000,000 | |||
Owned real property pledged as collateral that was included in Property and equipment, net | 604,000,000 | 617,000,000 | ||
Long-term debt, gross | 645,000,000 | $ 670,000,000 | ||
Debt issuance costs, net | 7,000,000 | |||
Original issue discount on debt | 4,000,000 | |||
Current portion of long-term debt | $ 0 | |||
Secured debt | Term Loan Facility | Base rate | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 2.25% | |||
Secured debt | Term Loan Facility | SOFR | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 3.25% | |||
Secured debt | Term Loan Facility | Maximum | ||||
Debt Instrument [Line Items] | ||||
Period to prepay loans outstanding (no later than) | 130 days | |||
Debt instrument, covenant compliance, percentage of loans outstanding required to be paid following specified term following fiscal year end (as a percent) | 75% | |||
Secured debt | Term Loan Facility | Minimum | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, covenant compliance, percentage of loans outstanding required to be paid following specified term following fiscal year end (as a percent) | 0% | |||
Secured debt | Term Loan Facility | Minimum | SOFR | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 0% |
COMPREHENSIVE (LOSS) INCOME A_3
COMPREHENSIVE (LOSS) INCOME AND ACCUMULATED OTHER COMPREHENSIVE LOSS - Changes by Component (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Apr. 27, 2024 | Apr. 29, 2023 | Apr. 27, 2024 | Apr. 29, 2023 | |
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||||
Beginning balance | $ 1,692 | $ 1,845 | $ 1,744 | $ 1,792 |
Other comprehensive income (loss) before reclassifications | 6 | 7 | ||
Net current period Other comprehensive income (loss) | 2 | (6) | (5) | 5 |
Ending balance | 1,681 | 1,842 | 1,681 | 1,842 |
AOCI Attributable to Parent | ||||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||||
Beginning balance | (28) | (20) | ||
Net current period Other comprehensive income (loss) | 5 | |||
Ending balance | (33) | (15) | (33) | (15) |
Benefit Plans | ||||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||||
Beginning balance | (21) | (3) | ||
Amortization | 1 | 1 | ||
Net current period Other comprehensive income (loss) | 1 | 1 | ||
Ending balance | (20) | (2) | (20) | (2) |
Foreign Currency Translation | ||||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||||
Beginning balance | (21) | (19) | ||
Other comprehensive income (loss) before reclassifications | (2) | (4) | ||
Net current period Other comprehensive income (loss) | (2) | (4) | ||
Ending balance | (23) | (23) | (23) | (23) |
Cash Flow Derivatives | ||||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||||
Amortization | (12) | (3) | ||
Cash Flow Derivatives | Other Cash Flow Derivatives | ||||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||||
Beginning balance | 0 | 2 | ||
Other comprehensive income (loss) before reclassifications | 1 | (6) | ||
Amortization | (1) | 2 | ||
Net current period Other comprehensive income (loss) | 0 | (4) | ||
Ending balance | 0 | (2) | 0 | (2) |
Cash Flow Derivatives | Swap Agreements | ||||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||||
Beginning balance | 14 | 0 | ||
Other comprehensive income (loss) before reclassifications | 7 | 17 | ||
Amortization | (11) | (5) | ||
Net current period Other comprehensive income (loss) | (4) | 12 | ||
Ending balance | $ 10 | $ 12 | $ 10 | $ 12 |
COMPREHENSIVE (LOSS) INCOME A_4
COMPREHENSIVE (LOSS) INCOME AND ACCUMULATED OTHER COMPREHENSIVE LOSS - Reclassification out of Other Comprehensive Loss (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Apr. 27, 2024 | Apr. 27, 2024 | Apr. 29, 2023 | Apr. 27, 2024 | Apr. 29, 2023 | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||||
Cost of sales | $ 6,478 | $ 6,507 | $ 19,740 | $ 19,690 | |
Income tax (benefit) expense | (6) | (1) | (20) | 13 | |
Total reclassifications, net of tax | (20) | 8 | (73) | 97 | |
Total reclassifications | $ 11 | ||||
Reclassification out of accumulated other comprehensive income | Benefit plans | |||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||||
Net periodic benefit income, excluding service cost | 1 | 0 | 2 | 1 | |
Income tax (benefit) expense | (1) | 0 | (1) | 0 | |
Total reclassifications, net of tax | 0 | 0 | 1 | 1 | |
Reclassification out of accumulated other comprehensive income | AOCI Attributable to Parent | Swap agreements | |||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||||
Interest expense, net | (5) | (3) | (15) | (7) | |
Income tax (benefit) expense | 1 | 1 | 4 | 2 | |
Total reclassifications, net of tax | (4) | (2) | (11) | (5) | |
Reclassification out of accumulated other comprehensive income | AOCI Attributable to Parent | Other cash flow hedges | |||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||||
Cost of sales | (1) | 1 | (1) | 3 | |
Income tax (benefit) expense | 0 | 0 | 0 | (1) | |
Total reclassifications, net of tax | $ (1) | $ 1 | $ (1) | $ 2 |
SHARE-BASED AWARDS (Details)
SHARE-BASED AWARDS (Details) shares in Millions | Apr. 27, 2024 shares |
2020 Equity incentive plan | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of shares available for grant (in shares) | 1.8 |
Restricted Stock Units and Performance Share Units | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Aggregate number of shares authorized (in shares) | 3.4 |
BENEFIT PLANS - Net Periodic Be
BENEFIT PLANS - Net Periodic Benefit Cost (Income) Recognized in Other Comprehensive Income (Loss) (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Apr. 27, 2024 | Apr. 29, 2023 | Apr. 27, 2024 | Apr. 29, 2023 | |
Pension Benefits | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Interest cost | $ 18 | $ 16 | $ 55 | $ 48 |
Expected return on plan assets | (23) | (24) | (68) | (71) |
Amortization of prior service cost | 0 | 0 | 0 | 0 |
Net periodic benefit (income) cost | (5) | (8) | (13) | (23) |
Contributions to benefit plans | (1) | (1) | (1) | (1) |
Other Postretirement Benefits | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Interest cost | 0 | 0 | 0 | 0 |
Expected return on plan assets | 0 | 0 | 0 | 0 |
Amortization of prior service cost | 1 | 0 | 2 | 1 |
Net periodic benefit (income) cost | 1 | 0 | 2 | 1 |
Contributions to benefit plans | $ 0 | $ 0 | $ 0 | $ 0 |
BENEFIT PLANS - Narrative (Deta
BENEFIT PLANS - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Apr. 27, 2024 | Apr. 29, 2023 | Apr. 27, 2024 | Apr. 29, 2023 | |
Other Postretirement Benefits | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Defined benefit plan, expected future employer contributions, current fiscal year | $ 1 | $ 1 | ||
Pension Benefits | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Defined benefit plan, expected future employer contributions, current fiscal year | 1 | 1 | ||
Multiemployer plan, contributions by employer | $ 12 | $ 13 | $ 38 | $ 36 |
INCOME TAXES (Details)
INCOME TAXES (Details) | 3 Months Ended | 9 Months Ended | ||
Apr. 27, 2024 | Apr. 29, 2023 | Apr. 27, 2024 | Apr. 29, 2023 | |
Income Tax Disclosure [Abstract] | ||||
Effective income tax rate, expense (benefit) | (23.10%) | (14.30%) | (21.50%) | 11.80% |
EARNINGS PER SHARE (Details)
EARNINGS PER SHARE (Details) - $ / shares shares in Millions | 3 Months Ended | 9 Months Ended | ||
Apr. 27, 2024 | Apr. 29, 2023 | Apr. 27, 2024 | Apr. 29, 2023 | |
Reconciliation of the basic and diluted number of shares used in computing earnings per share: | ||||
Basic weighted average shares outstanding (in shares) | 59.4 | 59.4 | 59.2 | 59.3 |
Net effect of dilutive stock awards based upon the treasury stock method (in shares) | 0 | 1 | 0 | 1.7 |
Diluted weighted average shares outstanding (in shares) | 59.4 | 60.4 | 59.2 | 61 |
Earnings Per Share | ||||
Basic (loss) earnings per share (in dollars per share) | $ (0.34) | $ 0.12 | $ (1.26) | $ 1.55 |
Diluted (loss) earnings per share (in dollars per share) | $ (0.34) | $ 0.12 | $ (1.26) | $ 1.51 |
Anti-dilutive share-based awards excluded from the calculation of diluted (loss) earnings per share (in shares) | 4.1 | 0.9 | 2.1 | 0.8 |
BUSINESS SEGMENTS - Narrative (
BUSINESS SEGMENTS - Narrative (Details) | 9 Months Ended |
Apr. 27, 2024 reportingUnit segment business | |
Segment Reporting [Abstract] | |
Number of reportable segments | segment | 2 |
Number of operating segments | business | 2 |
Number of geographic regions | reportingUnit | 3 |
BUSINESS SEGMENTS - Segment Inf
BUSINESS SEGMENTS - Segment Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Apr. 27, 2024 | Apr. 29, 2023 | Apr. 27, 2024 | Apr. 29, 2023 | Jul. 29, 2023 | |
Business segment information | |||||
Net sales | $ 7,498 | $ 7,507 | $ 22,825 | $ 22,855 | |
Net periodic benefit income, excluding service cost | (4) | (8) | (11) | (22) | |
Interest expense, net | 37 | 35 | 112 | 109 | |
Other income, net | 1 | 1 | 2 | 2 | |
LIFO charge | 19 | 83 | |||
(Loss) income before income taxes | (26) | 7 | (93) | 110 | |
Depreciation and amortization: | |||||
Depreciation and amortization | 76 | 77 | 228 | 224 | |
Payments for capital expenditures: | |||||
Total capital expenditures | 76 | 67 | 217 | 218 | |
Assets | 7,585 | 7,585 | $ 7,394 | ||
Continuing operations | |||||
Payments for capital expenditures: | |||||
Assets | 7,585 | 7,585 | 7,394 | ||
Operating segments | Wholesale | |||||
Business segment information | |||||
Net sales | 7,236 | 7,235 | 22,004 | 22,008 | |
Adjusted EBITDA | 125 | 143 | 360 | 451 | |
Depreciation and amortization: | |||||
Depreciation and amortization | 67 | 66 | 200 | 192 | |
Payments for capital expenditures: | |||||
Total capital expenditures | 68 | 64 | 203 | 195 | |
Operating segments | Wholesale | Continuing operations | |||||
Business segment information | |||||
Net sales | 300 | 319 | 951 | 1,006 | |
Payments for capital expenditures: | |||||
Assets | 6,635 | 6,635 | 6,405 | ||
Operating segments | Retail | |||||
Business segment information | |||||
Net sales | 571 | 598 | 1,808 | 1,871 | |
Adjusted EBITDA | (3) | 18 | 4 | 66 | |
Depreciation and amortization: | |||||
Depreciation and amortization | 9 | 9 | 25 | 27 | |
Payments for capital expenditures: | |||||
Total capital expenditures | 8 | 3 | 14 | 23 | |
Operating segments | Retail | Continuing operations | |||||
Payments for capital expenditures: | |||||
Assets | 616 | 616 | 648 | ||
Operating segments | Other | |||||
Business segment information | |||||
Net sales | 50 | 56 | 162 | 172 | |
Adjusted EBITDA | 7 | (1) | 14 | 33 | |
Depreciation and amortization: | |||||
Depreciation and amortization | 0 | 2 | 3 | 5 | |
Operating segments | Other | Continuing operations | |||||
Payments for capital expenditures: | |||||
Assets | 393 | 393 | 377 | ||
Eliminations | |||||
Business segment information | |||||
Net sales | (359) | (382) | (1,149) | (1,196) | |
Adjusted EBITDA | 1 | (1) | (3) | (3) | |
Eliminations | Continuing operations | |||||
Payments for capital expenditures: | |||||
Assets | (59) | (59) | $ (36) | ||
Adjustments | |||||
Business segment information | |||||
Net income attributable to noncontrolling interests | 1 | 1 | 2 | 5 | |
Net periodic benefit income, excluding service cost | 4 | 8 | 11 | 22 | |
Interest expense, net | (37) | (35) | (112) | (109) | |
Other income, net | 1 | 1 | 2 | 2 | |
Depreciation and amortization | (76) | (77) | (228) | (224) | |
Share-based compensation | (10) | (10) | (26) | (33) | |
LIFO charge | (6) | (33) | (19) | (83) | |
Restructuring, acquisition and integration related expenses (benefits) | (9) | 4 | (17) | (1) | |
Loss on sale of assets and other asset charges | (13) | (4) | (37) | 0 | |
Business transformation costs | (11) | (7) | (40) | (16) | |
Other adjustments | $ 0 | $ 0 | $ (4) | $ 0 |
COMMITMENTS, CONTINGENCIES AN_2
COMMITMENTS, CONTINGENCIES AND OFF-BALANCE SHEET ARRANGEMENTS (Details) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Jan. 21, 2021 cause | Jan. 27, 2024 USD ($) | Apr. 27, 2024 USD ($) case | Apr. 29, 2023 USD ($) | |
Loss Contingencies [Line Items] | ||||
Non-cancelable future purchase obligations | $ 577 | |||
Lease payments, signed, not yet commenced | $ 336 | |||
Lease, term (up to) | 21 years | |||
Leased assets obtained in exchange for new operating lease liabilities | $ 205 | $ 317 | $ 198 | |
Multi-District Litigation | ||||
Loss Contingencies [Line Items] | ||||
Number of suits pending | case | 43 | |||
Complaint from Various Health Plans | ||||
Loss Contingencies [Line Items] | ||||
Number of new causes of action | cause | 6 | |||
Schutte and Yarberry v. SuperValu, New Albertson's, Inc., et al | ||||
Loss Contingencies [Line Items] | ||||
Alleged damages (in excess of) | $ 100 | |||
Share of potential award | 24 | |||
Guarantee Obligations | ||||
Loss Contingencies [Line Items] | ||||
Estimated loss | 1 | |||
Indemnification Agreement | ||||
Loss Contingencies [Line Items] | ||||
Estimated loss | 0 | |||
Payment guarantee | ||||
Loss Contingencies [Line Items] | ||||
Guarantor obligations, maximum exposure, undiscounted | 10 | |||
Guarantor obligations, maximum exposure, discounted | $ 8 | |||
Payment guarantee | Minimum | ||||
Loss Contingencies [Line Items] | ||||
Guarantor obligations, guarantees term (in years) | 1 year | |||
Payment guarantee | Maximum | ||||
Loss Contingencies [Line Items] | ||||
Guarantor obligations, guarantees term (in years) | 6 years | |||
Payment guarantee | Weighted average | ||||
Loss Contingencies [Line Items] | ||||
Guarantor obligations, guarantees term (in years) | 4 years |
SUBSEQUENT EVENTS - Narrative (
SUBSEQUENT EVENTS - Narrative (Details) | 3 Months Ended | |||
May 01, 2024 USD ($) day | Oct. 28, 2023 | Aug. 03, 2024 USD ($) | Oct. 22, 2018 USD ($) | |
Term Loan Facility | Secured debt | ||||
Subsequent Event [Line Items] | ||||
Debt instrument, face amount | $ 1,800,000,000 | |||
Term Loan Facility | Secured debt | SOFR | ||||
Subsequent Event [Line Items] | ||||
Basis spread on variable rate | 3.25% | |||
Term Loan Facility | Secured debt | Base rate | ||||
Subsequent Event [Line Items] | ||||
Basis spread on variable rate | 2.25% | |||
Subsequent event | Term Loan Facility | Secured debt | ||||
Subsequent Event [Line Items] | ||||
Prepayment of secured debt from credit facility loan proceeds | $ 130,000,000 | |||
Debt instrument, face amount | 500,000,000 | |||
Prepayment of debt | $ 145,000,000 | |||
Subsequent event | Term Loan Facility | Secured debt | Forecast | ||||
Subsequent Event [Line Items] | ||||
Loss on extinguishment of debt | $ 10,000,000 | |||
Subsequent event | Term Loan Facility | Secured debt | Springing Maturity Component One | Whole Foods Market Distribution, Inc. | ||||
Subsequent Event [Line Items] | ||||
Debt covenant, springing maturity criteria, number of days prior to expiration, if circumstances met | day | 91 | |||
Subsequent event | Term Loan Facility | Secured debt | Springing Maturity Component Two | ||||
Subsequent Event [Line Items] | ||||
Debt covenant, springing maturity criteria, number of days prior to maturity of senior notes, if circumstances met | day | 91 | |||
Debt covenant, springing maturity criteria, minimum principal amount outstanding | $ 100,000,000 | |||
Subsequent event | Term Loan Facility | Secured debt | SOFR | ||||
Subsequent Event [Line Items] | ||||
Basis spread on variable rate | 4.75% | |||
Subsequent event | Term Loan Facility | Secured debt | Base rate | ||||
Subsequent Event [Line Items] | ||||
Basis spread on variable rate | 3.75% | |||
Subsequent event | Revolving credit facility | ABL Credit Facility, FILO Tranche | Line of credit | ||||
Subsequent Event [Line Items] | ||||
Line of credit facility, maximum borrowing capacity | $ 130,000,000 | |||
Subsequent event | Revolving credit facility | ABL Credit Facility, FILO Tranche | Line of credit | Accounts receivable | ||||
Subsequent Event [Line Items] | ||||
Line of credit facility, borrowing base, eligibility percent | 5% | |||
Subsequent event | Revolving credit facility | ABL Credit Facility, FILO Tranche | Line of credit | Credit card receivable | ||||
Subsequent Event [Line Items] | ||||
Line of credit facility, borrowing base, eligibility percent | 5% | |||
Subsequent event | Revolving credit facility | ABL Credit Facility, FILO Tranche | Line of credit | Inventories | ||||
Subsequent Event [Line Items] | ||||
Line of credit facility, borrowing base, eligibility percent | 5% | |||
Subsequent event | Revolving credit facility | ABL Credit Facility, FILO Tranche | Line of credit | Pharmacy receivable | ||||
Subsequent Event [Line Items] | ||||
Line of credit facility, borrowing base, eligibility percent | 5% | |||
Subsequent event | Revolving credit facility | ABL Credit Facility, FILO Tranche | Line of credit | SOFR | ||||
Subsequent Event [Line Items] | ||||
Basis spread on variable rate | 2.50% | |||
Subsequent event | Revolving credit facility | ABL Credit Facility, FILO Tranche | Line of credit | Base rate | ||||
Subsequent Event [Line Items] | ||||
Basis spread on variable rate | 1.50% |