Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | |
Jan. 02, 2016 | Mar. 31, 2016 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-K | |
Amendment Flag | false | |
Document Period End Date | Jan. 2, 2016 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | FY | |
Trading Symbol | CK0001561951 | |
Entity Registrant Name | US FOODS, INC. | |
Entity Central Index Key | 1,561,951 | |
Current Fiscal Year End Date | --01-02 | |
Entity Well-known Seasoned Issuer | No | |
Entity Current Reporting Status | No | |
Entity Voluntary Filers | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Common Stock, Shares Outstanding | 1,000 | |
Entity Public Float | $ 0 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jan. 02, 2016 | Dec. 27, 2014 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 217,561 | $ 343,659 |
Accounts receivable, less allowances of $22,623 and $24,989 | 1,233,978 | 1,252,738 |
Vendor receivables, less allowances of $1,566 and $2,802 | 101,449 | 97,668 |
Inventories | 1,112,967 | 1,050,898 |
Prepaid expenses | 73,787 | 57,977 |
Due from US Foods Holding Corp. | 7,193 | |
Assets held for sale | 5,459 | 5,360 |
Other current assets | 14,991 | 11,799 |
Total current assets | 2,767,385 | 2,820,099 |
PROPERTY AND EQUIPMENT - Net | 1,768,885 | 1,726,583 |
GOODWILL | 3,875,719 | 3,835,477 |
OTHER INTANGIBLES - Net | 477,601 | 602,827 |
DEFERRED FINANCING COSTS | 3,798 | 1,382 |
OTHER ASSETS | 52,923 | 36,170 |
TOTAL ASSETS | 8,946,311 | 9,022,538 |
CURRENT LIABILITIES: | ||
Bank checks outstanding | 191,314 | 178,912 |
Accounts payable | 1,078,865 | 1,159,160 |
Accrued expenses and other current liabilities | 469,386 | 435,638 |
Current portion of long-term debt | 62,639 | 51,877 |
Total current liabilities | 1,802,204 | 1,825,587 |
Long-term debt | 4,682,149 | 4,661,697 |
DEFERRED TAX LIABILITIES | 461,194 | 420,319 |
OTHER LONG-TERM LIABILITIES | 386,913 | 450,219 |
Total liabilities | $ 7,332,460 | $ 7,357,822 |
COMMITMENTS AND CONTINGENCIES (Note 20) | ||
SHAREHOLDER'S EQUITY: | ||
Common stock, $1.00 par value - 1,000 shares authorized, issued, and outstanding | $ 1 | $ 1 |
Additional paid-in capital | 2,332,868 | 2,336,528 |
Accumulated deficit | (612,155) | (513,772) |
Accumulated other comprehensive loss | (106,863) | (158,041) |
Total shareholder's equity | 1,613,851 | 1,664,716 |
TOTAL LIABILITIES AND SHAREHOLDER'S EQUITY | $ 8,946,311 | $ 9,022,538 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jan. 02, 2016 | Dec. 27, 2014 |
Statement of Financial Position [Abstract] | ||
Allowances for accounts receivable | $ 22,623 | $ 24,989 |
Allowances for vendor receivables | $ 1,566 | $ 2,802 |
Common stock, par value | $ 1 | $ 1 |
Common stock, shares authorized | 1,000 | 1,000 |
Common stock, shares issued | 1,000 | 1,000 |
Common stock, shares outstanding | 1,000 | 1,000 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Jan. 02, 2016 | Sep. 26, 2015 | Jun. 27, 2015 | Mar. 28, 2015 | Dec. 27, 2014 | Sep. 27, 2014 | Jun. 28, 2014 | Mar. 29, 2014 | Jan. 02, 2016 | Dec. 27, 2014 | Dec. 28, 2013 | |
Statement of Comprehensive Income [Abstract] | |||||||||||
NET SALES | $ 5,935,281 | $ 5,796,066 | $ 5,842,547 | $ 5,553,638 | $ 5,753,732 | $ 5,911,490 | $ 5,897,944 | $ 5,456,635 | $ 23,127,532 | $ 23,019,801 | $ 22,297,178 |
COST OF GOODS SOLD | 4,856,886 | 4,782,971 | 4,849,862 | 4,624,574 | 4,775,786 | 4,950,661 | 4,933,697 | 4,561,948 | 19,114,293 | 19,222,092 | 18,474,039 |
Gross profit | 1,078,395 | 1,013,095 | 992,685 | 929,064 | 977,946 | 960,829 | 964,247 | 894,687 | 4,013,239 | 3,797,709 | 3,823,139 |
OPERATING EXPENSES: | |||||||||||
Distribution, selling and administrative costs | 3,663,204 | 3,545,453 | 3,494,254 | ||||||||
Restructuring and tangible asset impairment charges | 172,707 | (50) | 8,386 | ||||||||
Total operating expenses | 1,026,112 | 939,844 | 983,226 | 886,729 | 864,317 | 903,640 | 899,926 | 877,570 | 3,835,911 | 3,545,453 | 3,502,640 |
OPERATING INCOME | 177,328 | 252,256 | 320,499 | ||||||||
Interest expense-net | 74,494 | 70,027 | 69,981 | 70,913 | 70,966 | 71,432 | 73,626 | 73,178 | 285,415 | 289,202 | 306,087 |
Loss on extinguishment of debt | 41,796 | ||||||||||
(Loss) income before income taxes | (22,211) | 3,224 | (60,522) | (28,578) | 42,663 | (14,243) | (9,305) | (56,061) | (108,087) | (36,946) | (27,384) |
INCOME TAX (BENEFIT) PROVISION | (7,940) | (32,456) | 66,385 | (35,693) | (5,183) | 22,628 | 9,360 | 9,163 | (9,704) | 35,968 | 29,822 |
Net (loss) income | $ (14,271) | $ 35,680 | $ (126,907) | $ 7,115 | $ 47,846 | $ (36,871) | $ (18,665) | $ (65,224) | (98,383) | (72,914) | (57,206) |
OTHER COMPREHENSIVE INCOME (LOSS) - Net of tax: | |||||||||||
Changes in retirement benefit obligations, net of income tax | 51,178 | (155,362) | 122,963 | ||||||||
Changes in interest rate swap derivative, net of income tax | 542 | ||||||||||
COMPREHENSIVE INCOME (LOSS) | $ (47,205) | $ (228,276) | $ 66,299 |
Consolidated Statements of Shar
Consolidated Statements of Shareholder's Equity - USD ($) $ in Thousands | Total | Common Stock [Member] | Additional Paid-In Capital [Member] | Accumulated Deficit [Member] | Retirement Benefit Obligation [Member] | Interest Rate Swap Derivative [Member] | Accumulated Other Comprehensive Income (Loss) [Member] |
BEGINNING BALANCE at Dec. 29, 2012 | $ 1,814,556 | $ 1 | $ 2,324,391 | $ (383,652) | $ (125,642) | $ (542) | $ (126,184) |
BEGINNING BALANCE (in shares) at Dec. 29, 2012 | 1,000 | ||||||
Proceeds from parent company common stock sales | 1,850 | 1,850 | |||||
Parent company common stock repurchased | (9,424) | (9,424) | |||||
Share-based compensation expense | 8,406 | 8,406 | |||||
Changes in retirement benefit obligations, net of income tax | 122,963 | 122,963 | 122,963 | ||||
Changes in interest rate swap derivative, net of income tax | 542 | $ 542 | 542 | ||||
Net loss | (57,206) | (57,206) | |||||
ENDING BALANCE at Dec. 28, 2013 | 1,881,687 | $ 1 | 2,325,223 | (440,858) | (2,679) | (2,679) | |
ENDING BALANCE (in shares) at Dec. 28, 2013 | 1,000 | ||||||
Proceeds from parent company common stock sales | 197 | 197 | |||||
Parent company common stock repurchased | (628) | (628) | |||||
Share-based compensation expense | 11,736 | 11,736 | |||||
Changes in retirement benefit obligations, net of income tax | (155,362) | (155,362) | (155,362) | ||||
Net loss | (72,914) | (72,914) | |||||
ENDING BALANCE at Dec. 27, 2014 | 1,664,716 | $ 1 | 2,336,528 | (513,772) | (158,041) | (158,041) | |
ENDING BALANCE (in shares) at Dec. 27, 2014 | 1,000 | ||||||
Proceeds from parent company common stock sales | 500 | 500 | |||||
Parent company common stock repurchased | (19,992) | (19,992) | |||||
Share-based compensation expense | 15,832 | 15,832 | |||||
Changes in retirement benefit obligations, net of income tax | 51,178 | 51,178 | 51,178 | ||||
Net loss | (98,383) | (98,383) | |||||
ENDING BALANCE at Jan. 02, 2016 | $ 1,613,851 | $ 1 | $ 2,332,868 | $ (612,155) | $ (106,863) | $ (106,863) | |
ENDING BALANCE (in shares) at Jan. 02, 2016 | 1,000 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 02, 2016 | Dec. 27, 2014 | Dec. 28, 2013 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | |||
Net loss | $ (98,383) | $ (72,914) | $ (57,206) |
Adjustments to reconcile net loss to net cash provided by operating activities: | |||
Depreciation and amortization | 399,247 | 411,549 | 388,188 |
Gain on disposal of property and equipment, net | (2,010) | (7,688) | (1,909) |
Loss on extinguishment of debt | 41,796 | ||
Tangible asset impairment charges | 6,293 | 1,580 | 1,860 |
Amortization of deferred financing costs | 13,261 | 18,014 | 18,071 |
Amortization of Senior Notes original issue premium | (3,330) | (3,330) | (3,330) |
Insurance proceeds related to operating activities | 23,243 | 10,000 | |
Insurance benefit in net loss | (20,083) | ||
Deferred tax (benefit) provision | (9,478) | 35,803 | 29,603 |
Share-based compensation expense | 15,832 | 11,736 | 8,406 |
Provision for doubtful accounts | 12,103 | 18,559 | 19,481 |
Changes in operating assets and liabilities, net of business acquisitions: | |||
Decrease (increase) in receivables | 9,600 | (47,347) | (26,581) |
(Increase) decrease in inventories | (55,047) | 105,256 | (65,427) |
(Increase) decrease in prepaid expenses and other assets | (27,909) | 1,016 | (16,486) |
Decrease in accounts payable and bank checks outstanding | (71,448) | (35,649) | (32,411) |
Increase (decrease) in accrued expenses and other liabilities | 63,636 | (34,395) | 18,197 |
Net cash provided by operating activities | 255,527 | 402,190 | 322,252 |
CASH FLOWS FROM INVESTING ACTIVITIES: | |||
Acquisition of businesses-net of cash | (69,481) | (11,369) | |
Proceeds from sales of property and equipment | 5,048 | 25,054 | 14,608 |
Purchases of property and equipment | (187,409) | (147,094) | (191,131) |
Insurance proceeds related to investing activities | 2,771 | 4,000 | |
Purchase of industrial revenue bonds | (22,139) | ||
Net cash used in investing activities | (271,210) | (118,040) | (187,892) |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Proceeds from debt refinancing | 854,485 | ||
Proceeds from other borrowings | 22,139 | 898,450 | 1,644,000 |
Payment for debt financing costs and fees | (3,573) | (421) | (29,376) |
Principal payments on debt and capital leases | (109,489) | (1,016,033) | (2,278,311) |
Repurchase of senior subordinated notes | (375,144) | ||
Contingent consideration paid for business acquisitions | (1,800) | (6,159) | |
Proceeds from parent company common stock sales | 500 | 197 | 1,850 |
Parent company common stock repurchased | (19,992) | (628) | (8,418) |
Net cash used in financing activities | (110,415) | (120,235) | (197,073) |
NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS | (126,098) | 163,915 | (62,713) |
CASH AND CASH EQUIVALENTS-Beginning of year | 343,659 | 179,744 | 242,457 |
CASH AND CASH EQUIVALENTS-End of year | 217,561 | 343,659 | 179,744 |
Cash paid during the year for: | |||
Interest (net of amounts capitalized) | 345,732 | 278,474 | 298,915 |
Income taxes paid (refunded)-net | 7,861 | (30) | 209 |
Property and equipment purchases included in accounts payable | 26,885 | 26,620 | 19,719 |
Capital lease additions | $ 110,097 | $ 96,756 | 100,804 |
Contingent consideration payable for business acquisitions | 1,800 | ||
Payable for repurchase of parent company common stock | $ 1,006 |
Overview and Basis of Presentat
Overview and Basis of Presentation | 12 Months Ended |
Jan. 02, 2016 | |
Accounting Policies [Abstract] | |
Overview and Basis of Presentation | 1. OVERVIEW AND BASIS OF PRESENTATION US Foods, Inc. and its consolidated subsidiaries are referred to here as “we,” “our,” “us,” the “Company,” or “USF” is a wholly owned subsidiary of US Foods Holding Corp. (“US Foods” or “parent”), a Delaware corporation formed and controlled by investment funds associated with Clayton, Dubilier & Rice, LLC (“CD&R”) and Kohlberg Kravis Roberts & Co., L.P. (“KKR”), collectively the “Sponsors”. Terminated Acquisition by Sysco— On February 2, 2015, US Foods, USF and certain of its subsidiaries, and Sysco entered into an asset purchase agreement (the “Asset Purchase Agreement”) with Performance Food Group, Inc. (“PFG”), through which PFG agreed to purchase, subject to the terms and conditions of the Asset Purchase Agreement, eleven USF distribution centers and related assets and liabilities, in connection with (and subject to) the closing of the Acquisition. On February 19, 2015, the U.S. Federal Trade Commission (the “FTC”) voted by a margin of 3-2 to seek to block the proposed Acquisition by filing a federal district court action in the District of Columbia for a preliminary injunction. The preliminary injunctive hearing in federal district court commenced on May 5, 2015 and, on June 23, 2015, the federal district court granted the FTC’s request for a preliminary injunction to block the proposed Acquisition. On June 26, 2015, US Foods, Sysco, Merger Sub One and Merger Sub Two entered into an agreement to terminate the Acquisition Agreement. Upon the termination of the Acquisition Agreement, the Asset Purchase Agreement automatically terminated and the indenture with respect to the 8.5% unsecured Senior Notes due June 30, 2019 (the “Senior Notes”) reverted to its prior form as if the amendments that modified certain definitions in such indenture had never become operative. Sysco paid a termination fee of $300 million to US Foods in connection with the termination of the Acquisition Agreement. USF paid a termination fee of $12.5 million to PFG pursuant to the terms of the Asset Purchase Agreement. Business Description Basis of Presentation Public Filer Status US Foods Holding Corp. Initial Public Offering |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Jan. 02, 2016 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Principles of Consolidation Use of Estimates Cash and Cash Equivalents Accounts Receivable Vendor Consideration and Receivables Vendor consideration is typically deducted from invoices or collected in cash within 30 days of being earned. Vendor receivables represent the uncollected balance of the vendor consideration. Due to the process of primarily deducting the consideration from the amounts due to the vendor, the Company does not experience significant collectability issues. The Company evaluates the collectability of its vendor receivables based on specific vendor information and vendor collection history. Inventories The Company records inventories at the lower of cost or market using the last-in, first-out (“LIFO”) method. The base year values of beginning and ending inventories are determined using the inventory price index computation method. This “links” current costs to original costs in the base year when the Company adopted LIFO. During 2014, inventory quantities were reduced resulting in the liquidation of certain quantities carried at lower costs in prior years. As a result of this LIFO liquidation, cost of sales decreased $7 million in 2014. There were no LIFO inventory liquidations in 2015 and 2013. At January 2, 2016 and December 27, 2014, the LIFO balance sheet reserves were $134 million and $208 million, respectively. As a result of net changes in LIFO reserves, cost of goods sold decreased $74 million in fiscal year 2015 and increased $60 million and $12 million in fiscal years 2014 and 2013, respectively. The $60 million increase in cost of goods sold in 2014 is net of the $7 million decrease in cost of goods sold resulting from the LIFO liquidation. Property and Equipment Routine maintenance and repairs are charged to expense as incurred. Applicable interest charges incurred during the construction of new facilities or development of software for internal use are capitalized as one of the elements of cost and are amortized over the useful life of the respective assets. Property and equipment held and used by the Company are tested for recoverability whenever events or changes in circumstances indicate that the carrying amount of an asset or asset group may not be recoverable. For purposes of evaluating the recoverability of property and equipment, the Company compares the carrying value of the asset or asset group to the estimated, undiscounted future cash flows expected to be generated by the long-lived asset or asset group. If the future cash flows do not exceed the carrying value, the carrying value is compared to the fair value of such asset. If the carrying value exceeds the fair value, an impairment charge is recorded for the excess. The Company also assesses the recoverability of its closed facilities actively marketed for sale. If a facility’s carrying value exceeds its fair value, less an estimated cost to sell, an impairment charge is recorded for the excess. Assets held for sale are not depreciated. Impairments are recorded as a component of Restructuring and tangible asset impairment charges in the Consolidated Statements of Comprehensive Income (Loss), as well as in a reduction of the asset’s carrying value in the Consolidated Balance Sheets. Goodwill and Other Intangible Assets Self-Insurance Programs Share-Based Compensation Business Acquisitions Revenue Recognition Cost of Goods Sold Shipping and Handling Costs Income Taxes An uncertain tax position is recognized when it is more likely than not that the position will be sustained upon examination, including resolutions of any related appeals or litigation processes, based on the technical merits. Uncertain tax positions are recorded at the largest amount that is more likely than not to be sustained. The Company adjusts the amounts recorded for uncertain tax positions when its judgment changes, as a result of evaluating new information not previously available. These differences are reflected as increases or decreases to income tax expense in the period in which they are determined. Derivative Financial Instruments In the normal course of business, the Company enters into forward purchase agreements to procure fuel, electricity and product commodities related to its business. These agreements often meet the definition of a derivative. However, the Company does not measure its forward purchase commitments at fair value as the amounts under contract meet the physical delivery criteria in the normal purchase exception under GAAP guidance. Concentration Risks |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 12 Months Ended |
Jan. 02, 2016 | |
Accounting Changes and Error Corrections [Abstract] | |
Recent Accounting Pronouncements | 3. RECENT ACCOUNTING PRONOUNCEMENTS In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-2, Leases (Topic 842), . In November 2015, the FASB issued ASU No. 2015-17, Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes. In September 2015, the FASB issued ASU No. 2015-16, Business Combinations (Topic 805), Simplifying the Accounting for Measurement-Period Adjustment. In May 2015, the FASB issued ASU No. 2015-07, Fair Value Measurement (Topic 820): Disclosures for Investments in Certain Entities That Calculate Net Asset Value per Share (or Its Equivalent). In April 2015, the FASB issued ASU No. 2015-04, Compensation —Retirement Benefits (Topic 715): Practical Expedient for the Measurement Date of an Employer’s Defined Benefit Obligation and Plan Assets. In April 2015, the FASB issued ASU No. 2015-03, Interest—Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs. Interest—Imputation of Interest (Subtopic 835-30): Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements, In August 2014, the FASB issued ASU No. 2014-15, Disclosure of Uncertainties About an Entity’s Ability to Continue as a Going Concern In May 2014, the FASB issued ASU No. 2014-09 Revenue from Contracts with Customers, |
Business Acquisitions
Business Acquisitions | 12 Months Ended |
Jan. 02, 2016 | |
Business Combinations [Abstract] | |
Business Acquisitions | 4. BUSINESS ACQUISITIONS On December 31, 2015, the Company purchased a broadline distributor for cash of $69 million. During 2013, the Company purchased a foodservice distributor for cash of $14 million, plus contingent consideration of $2 million that was paid in 2014. The Company also received a $2 million purchase price adjustment in 2013 related to 2012 business acquisitions. The acquisitions, made in order to expand the Company’s presence in certain geographic areas, are integrated into the Company’s foodservice distribution network. There were no business acquisitions in 2014. The following table summarizes the purchase price allocations for the 2015 and 2013 business acquisitions as follows (in thousands): 2015 2013 Accounts receivable $ 6,724 $ 3,894 Inventories 7,022 3,638 Other current assets 702 — Property and equipment 7,200 125 Goodwill 40,242 — Other intangible assets 21,200 8,348 Accounts payable (3,290 ) (2,120 ) Accrued expenses and other current liabilities (1,554 ) (130 ) Deferred income taxes (8,765 ) — Cash paid for acquisitions $ 69,481 $ 13,755 The 2015 and 2013 acquisitions did not materially affect the Company’s results of operations or financial position. Actual net sales and operating earnings of the businesses acquired in both periods represent less than 2% of the Company’s consolidated results and, therefore, pro forma information has not been provided. |
Allowance for Doubtful Accounts
Allowance for Doubtful Accounts | 12 Months Ended |
Jan. 02, 2016 | |
Receivables [Abstract] | |
Allowance for Doubtful Accounts | 5. ALLOWANCE FOR DOUBTFUL ACCOUNTS A summary of the activity in the allowance for doubtful accounts for the last three fiscal years is as follows (in thousands): 2015 2014 2013 Balance at beginning of year $ 24,989 $ 25,151 $ 25,606 Charged to costs and expenses 12,103 18,559 19,481 Customer accounts written off—net of recoveries (14,469 ) (18,721 ) (19,936 ) Balance at end of year $ 22,623 $ 24,989 $ 25,151 This table excludes the vendor receivable related allowance for doubtful accounts of $2 million, $3 million and $3 million at January 2, 2016, December 27, 2014 and December 28, 2013, respectively. |
Accounts Receivable Financing P
Accounts Receivable Financing Program | 12 Months Ended |
Jan. 02, 2016 | |
Text Block [Abstract] | |
Accounts Receivable Financing Program | 6. ACCOUNTS RECEIVABLE FINANCING PROGRAM Under its accounts receivable financing program and the related financing facility (the “2012 ABS Facility”), the Company and from time to time its subsidiaries sells—on a revolving basis—their eligible receivables to a wholly owned, special purpose, bankruptcy remote subsidiary (the “Receivables Company”). The Receivables Company, in turn, grants a continuing security interest in all of its rights, title and interest in the eligible receivables to the administrative agent for the benefit of the lenders —as defined in the 2012 ABS Facility. The Company consolidates the Receivables Company and, consequently, the sale of the receivables is a transaction internal to the Company and the receivables have not been derecognized from the Company’s Consolidated Balance Sheets. On a daily basis, cash from accounts receivable collections is remitted to the Company as additional eligible receivables are sold to the Receivables Company. If, on a weekly settlement basis, there are not sufficient eligible receivables available as collateral, the Company is required to either provide cash collateral or, in lieu of providing cash collateral, it can pay down its borrowings on the 2012 ABS Facility to cover the shortfall. Due to sufficient eligible receivables available as collateral, no cash collateral was held at January 2, 2016 or December 27, 2014. Included in the Company’s Accounts receivable balance as of January 2, 2016 and December 27, 2014 was $933 million and $941 million, respectively, of receivables held as collateral in support of the 2012 ABS Facility. See Note 11, Debt for a further description of the 2012 ABS Facility. |
Assets Held for Sale
Assets Held for Sale | 12 Months Ended |
Jan. 02, 2016 | |
Text Block [Abstract] | |
Assets Held for Sale | 7. ASSETS HELD FOR SALE The Company classifies its closed facilities as Assets held for sale at the time management commits to a plan to sell the facility, the facility is actively marketed and available for immediate sale, and the sale is expected to be completed within one year. Due to market conditions, certain facilities may be classified as Assets held for sale for more than one year as the Company continues to actively market the facilities at reasonable prices. The changes in Assets held for sale for fiscal years 2015 and 2014 were as follows (in thousands): 2015 2014 Balance at beginning of year $ 5,360 $ 14,554 Transfers in 2,594 6,700 Assets sold (1,377 ) (14,314 ) Tangible asset impairment charges (1,118 ) (1,580 ) Balance at end of the year $ 5,459 $ 5,360 During fiscal year 2015, the Company closed a distribution facility and reclassified it to Assets held for sale. Two facilities classified as Assets held for sale were sold during fiscal year 2015 for proceeds of $3 million. During fiscal year 2014, four distribution facilities were closed and reclassified to Assets held for sale. Five facilities classified as Assets held for sale were sold during fiscal year 2014 for proceeds of $19 million. Certain Assets held for sale were adjusted to equal their estimated fair value, less cost to sell, resulting in tangible asset impairment charges of $1 million and $2 million in fiscal years 2015 and 2014, respectively. See Note 10, Fair Value Measurements. |
Property and Equipment
Property and Equipment | 12 Months Ended |
Jan. 02, 2016 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | 8. PROPERTY AND EQUIPMENT Property and equipment consisted of the following (in thousands): January 2, 2016 December 27, 2014 Range of Useful Lives Land $ 301,924 $ 291,871 Buildings and building improvements 1,156,914 1,055,936 10–40 years Transportation equipment 745,399 651,184 5–10 years Warehouse equipment 332,018 300,760 5–12 years Office equipment, furniture and software 690,430 622,296 3–7 years Construction in process 58,849 117,125 3,285,534 3,039,172 Less accumulated depreciation and amortization (1,516,649 ) (1,312,589 ) Property and equipment—net $ 1,768,885 $ 1,726,583 Transportation equipment included $260 million and $163 million of capital lease assets at January 2, 2016, and December 27, 2014, respectively. Buildings and building improvements included $98 million and $33 million of capital lease assets at January 2, 2016 and December 27, 2014, respectively. Accumulated amortization of capital lease assets was $68 million and $36 million at January 2, 2016 and December 27, 2014, respectively. Interest capitalized was $2 million in fiscal years 2015 and 2014. Depreciation and amortization expense of property and equipment—including amortization of capital lease assets—was $253 million, $261 million and $240 million for the fiscal years 2015, 2014 and 2013, respectively. |
Goodwill and Other Intangibles
Goodwill and Other Intangibles | 12 Months Ended |
Jan. 02, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangibles | 9. GOODWILL AND OTHER INTANGIBLES Goodwill and Other intangible assets include the cost of acquired businesses in excess of the fair value of the tangible net assets acquired. Other intangible assets include customer relationships, noncompete agreements, the brand names and trademarks comprising the Company’s portfolio of exclusive brands and trademarks. Brand names and trademarks are indefinite-lived intangible assets and, accordingly, are not subject to amortization. Customer relationship intangible assets have definite lives and are carried at the acquired fair value less accumulated amortization. Customer relationship intangible assets are amortized over the estimated useful lives—four to ten years. Amortization expense was $146 million, $151 million and $147 million for fiscal years 2015, 2014 and 2013, respectively. The weighted-average remaining useful life of all customer relationship intangibles was approximately two years at January 2, 2016. Amortization of these customer relationship assets is estimated to be $146 million in fiscal year 2016, $68 million in fiscal year 2017, and $5 million in fiscal years 2018 and 2019. Goodwill and Other intangibles consisted of the following (in thousands): January 2, 2016 December 27, 2014 Goodwill $ 3,875,719 $ 3,835,477 Customer relationships—amortizable: Gross carrying amount $ 1,373,920 $ 1,376,094 Accumulated amortization (1,149,572 ) (1,026,680 ) Net carrying value 224,348 349,414 Noncompete agreements—amortizable: Gross carrying amount 800 800 Accumulated amortization (347 ) (187 ) Net carrying value 453 613 Brand names and trademarks—not amortizing 252,800 252,800 Total Other intangibles—net $ 477,601 $ 602,827 The 2015 increase in Goodwill is attributable to a 2015 broadline distributor acquisition. The 2015 decrease in the gross carrying amount of customer relationships is attributable to the write-off of fully amortized customer relationship intangible assets of $23 million, offset by intangible assets acquired related to the 2015 business acquisition of $21 million. As required, the Company assesses Goodwill and intangible assets with indefinite lives for impairment annually, or more frequently, if events occur that indicate an asset may be impaired. For Goodwill and indefinite-lived intangible assets, the Company’s policy is to assess for impairment at the beginning of each fiscal third quarter. For intangible assets with definite lives, the Company assesses impairment only if events occur that indicate that the carrying amount of an asset may not be recoverable. All Goodwill is assigned to the consolidated company as the reporting unit. The Company completed its most recent annual impairment assessment of Goodwill and indefinite-lived intangible assets as of June 28, 2015—the first day of the fiscal third quarter of 2015—with no impairments noted. For Goodwill, the reporting unit used in assessing impairment is the Company’s one business segment as described in Note 23, Business Segment Information. The Company’s assessment for impairment of Goodwill utilized a combination of discounted cash flow analysis, comparative market multiples, and comparative market transaction multiples, weighted 50%, 35% and 15%, respectively, to determine the fair value of the reporting unit for comparison to its corresponding carrying value. If the carrying value of the reporting unit exceeds its fair value, the Company must then perform a comparison of the implied fair value of Goodwill to its carrying value. If the carrying value of the Goodwill exceeds its implied fair value, an impairment loss is recognized in an amount equal to the excess. Based upon the Company’s fiscal 2015 annual Goodwill impairment analysis, the Company concluded the fair value of its reporting unit exceeded its carrying value. The Company’s fair value estimates of the brand name and trademark indefinite-lived intangible assets are based on a relief from royalty method. The fair value of these intangible assets is determined for comparison to the corresponding carrying value. If the carrying value of these assets exceeds its fair value, an impairment loss is recognized in an amount equal to the excess. Based upon the Company’s fiscal 2015 annual impairment analysis, the Company concluded the fair value of the Company’s brand names and trademarks exceeded its carrying value. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Jan. 02, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 10. FAIR VALUE MEASUREMENTS The Company follows the accounting standards for fair value, where fair value is a market-based measurement, not an entity-specific measurement. The Company’s fair value measurements are based on the assumptions that market participants would use in pricing the asset or liability. As a basis for considering market participant assumptions in fair value measurements, fair value accounting standards establish a fair value hierarchy which prioritizes the inputs used in measuring fair value as follows: • Level 1—observable inputs, such as quoted prices in active markets • Level 2—observable inputs other than those included in Level 1, such as quoted prices for similar assets and liabilities in active or inactive markets that are observable either directly or indirectly, or other inputs that are observable or can be corroborated by observable market data • Level 3—unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. Any transfers of assets or liabilities between Level 1, Level 2, and Level 3 of the fair value hierarchy will be recognized as of the end of the reporting period in which the transfer occurs. There were no transfers between fair value levels in any of the periods presented below. The Company’s assets and liabilities measured at fair value on a recurring and nonrecurring basis as of January 2, 2016 and December 27, 2014, aggregated by the level in the fair value hierarchy within which those measurements fall, are as follows (in thousands): Description Level 1 Level 2 Level 3 Total Recurring fair value measurements: Money market funds $ 113,700 $ — $ — $ 113,700 Balance at January 2, 2016 $ 113,700 $ — $ — $ 113,700 Recurring fair value measurements: Money market funds $ 231,600 $ — $ — $ 231,600 Balance at December 27, 2014 $ 231,600 $ — $ — $ 231,600 Nonrecurring fair value measurements: Assets held for sale $ — $ — $ 2,600 $ 2,600 Balance at January 2, 2016 $ — $ — $ 2,600 $ 2,600 Nonrecurring fair value measurements: Assets held for sale $ — $ — $ 4,800 $ 4,800 Balance at December 27, 2014 $ — $ — $ 4,800 $ 4,800 Recurring Fair Value Measurements Money Market Funds Money market funds include highly liquid investments with a maturity of three or fewer months. They are valued using quoted market prices in active markets and are classified under Level 1 within the fair value hierarchy. Nonrecurring Fair Value Measurements Assets Held for Sale The Company records Assets held for sale at the lesser of the carrying amount or estimated fair value less cost to sell. Certain Assets held for sale were adjusted to equal their estimated fair value, less cost to sell, resulting in Tangible asset impairment charges of $1 million and $2 million during fiscal years 2015 and 2014, respectively. Management estimates fair value based on comparable sales transactions received from real estate brokers. The amounts included in the tables above, classified under Level 3 within the fair value hierarchy, represent the estimated fair values of those Assets held for sale that became the new carrying amounts at the time the impairments were recorded. Other Fair Value Measurements The carrying value of cash, restricted cash, Accounts receivable, Bank checks outstanding, Accounts payable and accrued expenses approximate their fair values due to their short-term maturities. The carrying value of the self-funded industrial revenue bonds and the corresponding long-term liability approximate their fair values. See Note 11, Debt, for a further description of the industrial revenue bonds. Excluding the above noted industrial bonds, the fair value of the Company’s total debt approximated $4.8 billion at January 2, 2016 and December 27, 2014, as compared to its aggregate carrying value of $4.7 billion at January 2, 2016 and December 27, 2014. At January 2, 2016 and December 27, 2014, the fair value, estimated at $1.4 billion, of the Senior Notes was classified under Level 2 of the fair value hierarchy, with fair valued based upon the closing market price at the end of the reporting period. The fair value of the balance of the Company’s debt is classified under Level 3 of the fair value hierarchy, with fair value estimated based upon a combination of the cash outflows expected under these debt facilities, interest rates that are currently available to the Company for debt with similar terms, and estimates of the Company’s overall credit risk. See Note 11, Debt for further description of the Company’s debt. |
Debt
Debt | 12 Months Ended |
Jan. 02, 2016 | |
Debt Disclosure [Abstract] | |
Debt | DEBT The Company’s debt consisted of the following (in thousands): Interest Rate at January 2, January 2, December 27, Maturity 2016 2016 2014 Debt Description ABL Facility December 31, 2018 — $ — $ — 2012 ABS Facility September 30, 2018 1.40% 586,000 636,000 Amended 2011 Term Loan (net of $9,848 and $14,641 of unamortized deferred financing costs, respectively) (1) March 31, 2019 4.5 2,037,652 2,059,110 Senior Notes (net of $13,441 and $17,439 of unamortized deferred financing costs, respectively) (1) June 30, 2019 8.5 1,334,835 1,332,561 CMBS Fixed Facility (net of $1,473 and $2,497 of unamortized deferred financing costs, respectively) (1) August 1, 2017 6.38 470,918 469,894 Obligations under capital leases 2018–2025 3.11 – 6.18 270,406 189,232 Other debt 2018–2031 5.75 – 9.00 33,325 11,795 Total debt 4,733,136 4,698,592 Add unamortized premium 11,652 14,982 Less current portion of long-term debt (62,639 ) (51,877 ) Long-term debt $ 4,682,149 $ 4,661,697 (1) Prior year amounts have been reclassified to reflect the adoption of ASU 2015-03. Principal payments to be made on outstanding debt as of January 2, 2016, were as follows (in thousands): 2016 $ 62,639 2017 546,585 2018 668,449 2019 3,374,499 2020 34,795 Thereafter 70,931 $ 4,757,898 As of January 2, 2016, $2.1 billion of the Total debt was at a fixed rate. Revolving Credit Agreement The Company’s asset backed senior secured revolving loan facility (the “ABL Facility”) provides for loans under its two tranches: ABL Tranche A-1 and ABL Tranche A, with its capacity limited by a borrowing base. During fiscal year 2015, the ABL Facility was amended. The maximum borrowing available was increased $200 million to $1,300 million – ABL Tranche A-1 increased from $75 million to $100 million, and the maximum borrowing available under the ABL Tranche A increased $175 million to $1,200 million. Additionally, the interest rate on outstanding borrowings and letter of credit fees was reduced by 75 basis points. The maturity date was extended to the earlier of (1) October 20, 2020, the amended ABL Facility maturity date; (2) April 1, 2019 if the Company’s Senior Notes have more than $300 million of principal outstanding at that date and the maturity date of the Senior Notes has not been extended to later than October 20, 2020; or (3) December 31, 2018 if the Company’s senior secured term loan (the “Amended 2011 Term Loan”) has more than $300 million of principal outstanding at that date and the maturity date of the Amended 2011 Term Loan has not been extended to later than October 20, 2020. The Company incurred $3 million of lender fees and third party costs to amend the ABL Facility, which was capitalized as Deferred financing costs and amortized to the ABL Facility maturity date. As of January 2, 2016, the Company had no outstanding borrowings, but had issued letters of credit totaling $393 million under the ABL Facility. Outstanding letters of credit included: (1) $73 million issued to secure the Company’s obligations related to certain facility leases, (2) $317 million issued in favor of certain commercial insurers securing the Company’s obligations related to its self-insurance program and (3) $3 million for other obligations of the Company. There was available capacity on the ABL Facility of $872 million at January 2, 2016. As of January 2, 2016, on Tranche A-1 borrowings, the Company can periodically elect to pay interest at an alternative base rate (“ABR”), as defined in the Company’s credit agreements, plus 1.50% or the London Inter Bank Offered Rate (“LIBOR”) plus 2.50%. On Tranche A borrowings, the Company can periodically elect to pay interest at ABR plus 0.25% or LIBOR plus 1.25%. The ABL Facility also carries letter of credit fees of 1.25% and an unused commitment fee of 0.25%. The weighted-average interest rate for the ABL Facility was 3.69% for fiscal year 2014. The Company did not borrow on the ABL Facility in 2015. As discussed in Note 24, Subsequent Events, the Company borrowed approximately $239 million on the ABL Facility that partially funded the January 8, 2016 one-time special cash distribution to US Foods, the Company’s parent. Accounts Receivable Financing Program Under the 2012 ABS Facility, the Company and from time to time its subsidiaries sells—on a revolving basis—their eligible receivables to the Receivables Company. The Receivables Company, in turn, grants a continuing security interest in all of its rights, title and interest in the eligible receivables to the administrative agent for the benefit of the lenders as defined in the 2012 ABS Facility. See Note 6, Accounts Receivable Financing Program. The maximum capacity under the 2012 ABS Facility is $800 million. Borrowings under the 2012 ABS Facility were $586 million and $636 million at January 2, 2016 and December 27, 2014, respectively. The Company, at its option, can request additional borrowings up to the maximum commitment, provided sufficient eligible receivables are available as collateral. There was available capacity on the 2012 ABS Facility of $111 million at January 2, 2016 based on eligible receivables as collateral. The portion of the 2012 ABS Facility held by the lenders who fund the 2012 ABS Facility with commercial paper bears interest at the lender’s commercial paper rate, plus any other costs associated with the issuance of commercial paper, plus 1.00%, and an unused commitment fee of 0.35%. The portion of the 2012 ABS Facility held by lenders that do not fund the 2012 ABS Facility with commercial paper bears interest at LIBOR plus 1.00%, and an unused commitment fee of 0.35%. The weighted-average interest rate for the 2012 ABS Facility was 1.41% and 1.43% for fiscal year 2015 and 2014, respectively. On October 19, 2015, the 2012 ABS Facility was amended whereby the maturity date was again extended from August 5, 2016 to September 30, 2018. There were no other significant changes to the 2012 ABS Facility. The Company incurred $1 million of lender fees and third party costs related to the 2012 ABS Facility amendment, which was capitalized as Deferred financing costs and amortized to the 2012 ABS Facility maturity date. As discussed in Note 24, Subsequent Events, the Company borrowed $75 million on the 2012 ABS Facility that partially funded the January 8, 2016 one-time special cash distribution to US Foods, the Company’s parent. Term Loan Agreement The Amended 2011 Term Loan had outstanding borrowings of $2,038 million and $2,059 million, net of $10 million and $15 million of unamortized deferred financing costs at January 2, 2016 and December 27, 2014, respectively. The facility bears interest equal to ABR plus 2.50%, with an ABR floor of 2.00%, or LIBOR plus 3.50%, with a LIBOR floor of 1.00%, based on a periodic election of the interest rate by the Company. Principal repayments of $5 million are payable quarterly with the balance at maturity. The Amended 2011 Term Loan may require mandatory repayments if certain assets are sold, or based on excess cash flow generated by the Company, as defined in the debt agreement. The interest rate for all borrowings on the Amended 2011 Term Loan was 4.50%—the LIBOR floor of 1.00% plus 3.50%— at January 2, 2016. At January 2, 2016, investment funds or accounts managed or advised by an affiliate of KKR held a portion of the Amended 2011 Term Loan debt. See Note 14, Related Party Transactions. The term loan agreement was amended during 2013. See “Debt Refinancing Transactions” discussed below. Senior Notes The Senior Notes, with outstanding principal of $1,335 million and $1,333 million at January 2, 2016 and December 27, 2014, net of $13 million and $17 million, respectively of unamortized deferred financing costs, bear interest at 8.50%. Prior to June 30, 2016, the Senior Notes are redeemable, at the Company’s option, in whole or in part at a price of 104.25% of their principal, plus accrued and unpaid interest, if any, to the relevant redemption date. On or after June 30, 2016 and 2017, the optional redemption price for the Senior Notes declines to 102.13% and 100.0%, respectively, of their principal amount, plus accrued and unpaid interest, if any, to the relevant redemption date. There was unamortized issue premium associated with the Senior Notes issuances of $12 million and $15 million at January 2, 2016 and December 27, 2014. The premium is amortized as a decrease to Interest expense-net over the remaining life of the debt facility. In February 2015, the Company repurchased $2 million of the Senior Notes held by the entities affiliated with KKR, as further discussed in Note 14, Related Party Transactions. CMBS Fixed Facility The CMBS Fixed Facility with outstanding balances of $471 million and $470 million, net of $1 million and $2 million of unamortized deferred financing costs as of January 2, 2016 and December 27, 2014, is secured by mortgages on 34 properties, consisting of distribution centers. The CMBS Fixed Facility bears interest at 6.38%. Security deposits and escrow amounts related to certain properties collateralizing the CMBS Fixed Facility of $6 million at January 2, 2016 and December 27, 2014 are included in Other assets in the Consolidated Balance Sheets. Other Debt Obligations under capital leases consist of amounts due for transportation equipment and building leases. Other debt of $33 million and $12 million at January 2, 2016 and December 27, 2014, respectively, consists primarily of various state industrial revenue bonds. To obtain certain tax incentives related to the construction of a new distribution facility, in January 2015, the Company and a wholly owned subsidiary entered into an industrial revenue bond agreement with a state for the issuance of a maximum of $40 million in Taxable Demand Revenue Bonds (the “TRBs”). The TRBs are self-funded as the Company’s wholly owned subsidiary purchases the TRBs, and the state loans the proceeds back to the Company. The TRBs, which mature January 1, 2030, can be prepaid without penalty one year after issuance. Interest on the TRBs and the loan is 6.25%. At January 2, 2016, $22 million has been drawn on TRBs and recorded as a $22 million long-term asset and a corresponding long-term liability in the Consolidated Balance Sheet. Deferred Financing Costs Deferred financing costs of $25 million and $35 million at January 2, 2016 and December 27, 2014, respectively, are netted in the above carrying values of the Company’s Amended 2011 Term Loan, Senior Notes and CMBS Fixed Facility debt obligations. 2013 Debt Refinancing Transactions In 2013, the Company entered into transactions to refinance debt facilities and extend debt maturity dates, including the following: • In June 2013, the Company refinanced its term loan agreements. The aggregate principal outstanding of the 2011 Term Loan was increased to $2,100 million, and the maturity date of the loan facility was extended from March 31, 2017 to March 31, 2019. • In January 2013, the Company redeemed the remaining $355 million in aggregate principal amount of its 11.25% Senior Subordinated Notes (“Senior Subordinated Notes”) due June 30, 2017 from an affiliate of CD&R. This was done at a price equal to 105.63% of the principal amount of the Senior Subordinated Notes, plus accrued and unpaid interest to the redemption date. To fund the redemption of these notes, the Company issued $375 million in principal amount of its Senior Notes at a price equal to 103.50% of the principal amount, for gross proceeds of $388 million. The 2013 refinancing resulted in a Loss on extinguishment of debt of $42 million that consisted of a $20 million Senior Subordinated Notes early redemption premium, a write-off of $13 million of unamortized debt issuance costs related to the old debt facilities, and $9 million of lender fees and third party costs related to these transactions. Unamortized debt issuance costs of $6 million related to the portion of the term loan refinancing accounted for as a debt modification were carried forward as Deferred financing costs and amortized to the Amended 2011 Term Loan maturity date. The Company incurred transaction costs of $29 million related to the 2013 debt refinancing transactions. Transaction costs primarily consisted of loan fees, arrangement fees, rating agency fees and legal fees. Security Interests Substantially all of the Company’s assets are pledged under the various debt agreements. Debt under the 2012 ABS Facility is secured by certain designated receivables and, in certain circumstances, by restricted cash. The ABL Facility is secured by certain other designated receivables not pledged under the 2012 ABS Facility, inventories, and tractors and trailers owned by the Company. The CMBS Fixed Facility is collateralized by mortgages on 34 properties. The Company’s obligations under the Amended 2011 Term Loan are secured by all of the capital stock of its subsidiaries, each of the direct and indirect wholly owned domestic subsidiaries—as defined in the agreements—and are secured by substantially all assets of the Company and its subsidiaries not pledged under the 2012 ABS Facility or the CMBS Fixed Facility. The Amended 2011 Term Loan has priority over certain collateral securing the ABL Facility and it has second priority to collateral securing the ABL Facility. As of January 2, 2016, nine properties remain in a special purpose, bankruptcy remote subsidiary, and are not pledged as collateral under any of the Company’s debt agreements. Restrictive Covenants The Company’s credit facilities, loan agreements and indentures contain customary covenants. These include, among other things, covenants that restrict the Company’s ability to incur certain additional indebtedness, create or permit liens on assets, pay dividends (see Note 24, Subsequent Events) or engage in mergers or consolidations. As of January 2, 2016, the Company had $506 million of restricted payment capacity, and $1,108 million of its net assets that were restricted under these covenants. Subsequent to the balance sheet date, $374 million of restricted payment capacity was further utilized for the one-time special cash distribution discussed in Note 24, Subsequent Events, leaving $132 million of remaining restricted payment capacity. Certain debt agreements also contain customary events of default. Those include, without limitation, the failure to pay interest or principal when it is due under the agreements, cross default provisions, the failure of representations and warranties contained in the agreements to be true, and certain insolvency events. If a default event occurs and continues, the principal amounts outstanding—together with all accrued unpaid interest and other amounts owed—may be declared immediately due and payable by the lenders. Were such an event to occur, the Company would be forced to seek new financing that may not be on as favorable terms as its current facilities. The Company’s ability to refinance its indebtedness on favorable terms—or at all—is directly affected by the current economic and financial conditions. In addition, the Company’s ability to incur secured indebtedness (which may enable it to achieve more favorable terms than the incurrence of unsecured indebtedness) depends in part on the value of its assets. This, in turn, relies on the strength of its cash flows, results of operations, economic and market conditions and other factors. |
Accrued Expenses and Other Long
Accrued Expenses and Other Long-Term Liabilities | 12 Months Ended |
Jan. 02, 2016 | |
Payables and Accruals [Abstract] | |
Accrued Expenses and Other Long-Term Liabilities | 12. ACCRUED EXPENSES AND OTHER LONG-TERM LIABILITIES Accrued expenses and other long-term liabilities consisted of the following (in thousands): January 2, December 27, Accrued expenses and other current liabilities: Salary, wages and bonus expenses $ 174,333 $ 129,887 Operating expenses 61,528 46,845 Workers’ compensation, general and fleet liability 56,077 45,264 Group medical liability 22,220 20,183 Customer rebates and other selling expenses 73,543 65,052 Restructuring 33,500 9,792 Property and sales tax 24,299 19,224 Interest payable 2,780 69,465 Deferred tax liabilities — 10,079 Other 21,106 19,847 Total accrued expenses and other current liabilities $ 469,386 $ 435,638 Other long-term liabilities: Workers’ compensation, general and fleet liability $ 116,166 $ 115,640 Accrued pension and other postretirement benefit obligations 126,448 227,106 Restructuring 85,344 47,089 Unfunded lease obligation 29,180 31,422 Other 29,775 28,962 Total Other long-term liabilities $ 386,913 $ 450,219 Self-Insured Liabilities 2015 2014 2013 Balance at beginning of the year $ 160,904 $ 153,568 $ 159,469 Charged to costs and expenses 77,242 65,025 56,526 Payments (65,903 ) (57,689 ) (62,427 ) Balance at end of the year $ 172,243 $ 160,904 $ 153,568 Discount rate 0.82 % 0.60 % 0.56 % Estimated future payments for self-insured liabilities are as follows (in thousands): 2016 $ 57,078 2017 30,927 2018 21,519 2019 14,559 2020 10,076 Thereafter 42,444 Total self-insured liability payments 176,603 Less amount representing interest (4,360 ) Present value of self-insured liability payments $ 172,243 |
Restructuring Liabilities
Restructuring Liabilities | 12 Months Ended |
Jan. 02, 2016 | |
Restructuring and Related Activities [Abstract] | |
Restructuring Liabilities | 13. RESTRUCTURING LIABILITIES The following table summarizes the changes in the restructuring liabilities for the last three fiscal years (in thousands): Severance and Facility Closing Total Balance at December 29, 2012 $ 74,121 $ 3,177 $ 77,298 Current period charges 7,308 328 7,636 Change in estimate (480 ) (630 ) (1,110 ) Payments and usage—net of accretion (11,877 ) (729 ) (12,606 ) Balance at December 28, 2013 69,072 2,146 71,218 Current period charges 106 — 106 Change in estimate (584 ) (1,152 ) (1,736 ) Payments and usage—net of accretion (12,144 ) (563 ) (12,707 ) Balance at December 27, 2014 56,450 431 56,881 Current period charges 175,749 36 175,785 Change in estimate (4,196 ) — (4,196 ) Payments and usage—net of accretion (109,369 ) (257 ) (109,626 ) Balance at January 2, 2016 $ 118,634 $ 210 $ 118,844 The Company periodically closes distribution facilities, because it has built new ones or to consolidate operations. Additionally, the Company continues to implement initiatives in its ongoing efforts to reduce costs and improve operating efficiencies. During fiscal year 2015, the Company announced its plan to streamline its field operational model. The Company anticipates the reorganization will be completed in fiscal year 2016. A restructuring charge of $30 million was recorded in fiscal year 2015 and consisted primarily of employee separation related costs. During the second quarter of 2015, the Company announced its tentative decision to close the Baltimore, Maryland distribution facility. The Company is currently engaged in discussions with unions representing certain employees regarding this tentative decision. A final decision regarding the Baltimore facility will be made once negotiations with the unions are concluded. In anticipation of a potential closure of the Baltimore facility, the Company accrued a restructuring charge of $55 million, including $50 million of estimated multiemployer pension withdrawal liabilities. The estimated multiemployer pension liability was based on the latest available information received from the respective plans’ administrator and represents an estimate for a calendar year 2015 withdrawal. Due to the lack of current information, including changes in market conditions, and funded status of the related multiemployer pension plans, the settlement of these multiemployer pension withdrawal liabilities could materially differ from this estimate. As further discussed in Note 17, Retirement Plans, in December 2015, the Company reached a settlement with the Central States Teamsters Union Pension Plan (“Central States”). The settlement relieves the Company’s participation in the “legacy” pool and settled the related legacy multiemployer pension withdrawal liability, and commenced the Company as a new employer status in the “hybrid” pool of the Central States Teamsters Southeast and Southwest Area Pension Fund (“Central States Plan”). The payment also included the settlement of certain other Central States multiemployer pension withdrawal liabilities relating to facilities closed prior to 2015, and the related Egan Minnesota labor dispute. The settlement resulted in a restructuring charge of $88 million representing the excess of the $97 million cash payment over the aforementioned liabilities related to these previously closed facilities. The $119 million Severance and Related Costs balance as of January 2, 2016, also includes $36 million of multiemployer pension withdrawal liabilities relating to facilities closed prior to 2015 unrelated to Central States. These are payable in monthly installments through 2031 at effective interest rates ranging from 5.9% to 6.5%. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Jan. 02, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 14. RELATED PARTY TRANSACTIONS The Company is party to consulting agreements with each of the Sponsors pursuant to which each Sponsors provides the Company with ongoing consulting and management advisory services and receives fees and reimbursements of related out of pocket expenses. For each of the fiscal years 2015, 2014 and 2013, the Company recorded $10 million in consulting fees in the aggregate, reported as Distribution, selling and administrative costs in the Consolidated Statements of Comprehensive Income (Loss). During the fiscal year 2013, the Company purchased $12 million of food products from a former affiliate of KKR. Entities affiliated with KKR also received transaction fees of $2 million for services related to the 2013 debt refinancing transactions. As discussed in Note 11, Debt, at January 2, 2016, investment funds managed or advised by an affiliate of KKR held less than 5% of the Company’s outstanding debt. In February 2015, the Company repurchased $2 million of Senior Notes held by investment funds managed by KKR. The Company files a consolidated federal income tax return together with US Foods, its parent. US Foods’ federal and state income taxes are paid by the Company and settled with US Foods pursuant to a tax sharing agreement. The Company recorded a $7 million receivable from US Foods related to its tax sharing agreement. See Note 19, Income Taxes. |
Share-Based Compensation and US
Share-Based Compensation and US Foods Common Stock Issuances | 12 Months Ended |
Jan. 02, 2016 | |
Restricted Stock Units (RSUs) [Member] | |
Share-Based Compensation and US Foods Common Stock Issuances | 15. SHARE-BASED COMPENSATION AND US FOODS COMMON STOCK ISSUANCES The Stock Incentive Plan, as amended (“Stock Incentive Plan”) provides for the sale of US Foods common stock to named executive officers and other key employees and directors. It also grants 1) stock options to purchase shares of common stock, 2) stock appreciation rights, and 3) restricted stock and restricted stock units of US Foods to certain individuals. The Board of Directors of US Foods or the Compensation Committee of the Board of US Foods is authorized to select the officers, employees and directors eligible to participate in the Stock Incentive Plan. Either the US Foods Board of Directors or the Compensation Committee may determine the specific number of shares to be offered, or options, stock appreciation rights or restricted stock to be granted to an employee or director. In May 2013, the Stock Incentive Plan was amended to, among other things, increase the number of shares of common stock of US Foods available for grant—from approximately 31.5 million shares to approximately 53.2 million shares. US Foods contributes shares to the Company for employee purchases, and upon exercise of options or grants of restricted shares and restricted stock units. Employee Put Option Once it is probable that a put becomes exerciseable, it is accounted for as an award modification and is required to be liability-classified. The Company records an incremental expense measured as the excess, if any, of the fair value of the modified award over the amount previously recognized when the award retained equity classification. These liability awards are remeasured at their fair market value, or redemption value, as of each reporting period through the date of settlement, which is generally the first fiscal quarter following termination. There were no 2015 terminations that triggered the put right and, therefore, met the criteria for liability treatment. As such, there was no impact on current fiscal year stock-based compensation costs. Parent Call Option The Company measures compensation expense for share-based equity awards at fair value at the date of grant, and it recognizes compensation expense over the service period for share-based awards expected to vest. Total compensation expense related to share-based payment arrangements was $16 million, $12 million and $8 million for fiscal years 2015, 2014 and 2013, respectively. No share-based compensation cost was capitalized as part of the cost of an asset during those years. The total income tax benefit recorded in the Consolidated Statement of Comprehensive Income (Loss) was $6 million, $4 million and $3 million during fiscal years 2015, 2014 and 2013, respectively. US Foods Common Stock Issuances In fiscal year 2015, employees bought US Foods common stock at $6.00 per share. In fiscal year 2014, there were no employee purchases or Company repurchases of US Foods common stock held by employees. In fiscal year 2013, employees bought stock at $6.00 per share. At January 2, 2016, there were 5 million shares of US Foods held by employees for net proceeds of $25 million. Stock Option Awards The Time Options vest and become exercisable ratably over periods of four to five years. This happens either on the anniversary date of the grant or the last day of each fiscal year, beginning with the fiscal year issued. In fiscal 2015, 2014, and 2013, the Company recognized $3 million, $3 million, and $2 million, respectively in compensation expense related to Time Options. The Performance Options also vest and become exercisable ratably over four to five years, either on the anniversary date of the grant or the last day of each fiscal year (beginning with the fiscal year issued), provided that the Company achieves an annual operating performance target as defined in the applicable stock option agreements (“Stock Option Agreements”). The Stock Option Agreements also provide for “catch-up vesting” of the Performance Options, if an annual operating performance target is not achieved, but a cumulative operating performance target is achieved. During fiscal year 2012, the Company changed its policy for granting Performance Options. The award agreements no longer included performance targets for all years covered by the agreement. Instead, the Company established annual and cumulative targets for each year at the beginning of each respective fiscal year. In this case, the grant date under GAAP is not determined until the performance target for the related options is known. The Company achieved the annual and cumulative performance targets in fiscal year 2015 and recorded a compensation charge of $5 million for the Performance Options. The charge consisted of $3 million relating to fiscal year 2015 and $2 million related Performance Options granted in fiscal years 2013, 2012 and 2011, which met cumulative performance targets in 2015. The Company achieved the annual performance target in fiscal year 2014 and recorded a compensation charge of $4 million for the Performance Options relating to fiscal year 2014. The Company did not achieve the annual performance target in fiscal year 2013. The fiscal year 2012 annual operating performance target was modified in fiscal year 2013, and the Company recorded a compensation charge of $2 million in fiscal year 2013 for the Performance Options relating to fiscal year 2012. The Options are nonqualified options, with exercise prices equal to the estimated value of a share of US Foods’s stock at the date of the grant. The Options have exercise prices of $4.50 to $6.75 per share and generally have a 10-year life. The fair value of each option award is estimated as of the date of grant using a Black-Scholes option-pricing model. The weighted-average assumptions for options granted in fiscal years 2015 and 2013 are included in the following table. No options were granted in fiscal year 2014. 2015 2013 Expected volatility 36.6 % 35.0 % Expected dividends — — Risk-free interest rate 1.6 % 1.0 % Expected term (in years) 4.8 6.3 Expected volatility is calculated based on the historical volatility of public companies similar to US Foods. The risk-free interest rate is the implied zero-coupon yield for U.S. Treasury securities having a maturity approximately equal to the expected term, as of the grant dates. The assumed dividend yield is zero, because the Company has not historically paid dividends and does not have any current plans to pay dividends. Due to a lack of relevant historical data, the simplified approach was used to determine the expected term of the options. The summary of options outstanding and changes during fiscal year 2015 are presented below. Time Performance Total Weighted- Weighted- Weighted - Outstanding at December 27, 2014 12,292,713 10,149,146 22,441,859 $ 1.89 $ 5.13 Granted 2,393,585 1,865,671 4,259,256 $ 2.56 $ 6.40 Exercised (2,088,980 ) (1,843,884 ) (3,932,864 ) $ 1.85 $ 5.03 Forfeited (763,520 ) (824,100 ) (1,587,620 ) $ 2.11 $ 5.85 Outstanding at January 2, 2016 11,833,798 9,346,833 21,180,631 $ 2.02 $ 5.47 5.3 Vested and exercisable at January 2, 2016 8,461,277 7,895,792 16,394,569 $ 1.87 $ 5.04 4.3 The weighted-average grant date fair value of options granted in fiscal years 2015 and 2013 was $2.56 and $2.22, respectively. There were no options granted in fiscal year 2014. In fiscal years 2015, 2014 and 2013, the Company recorded $8 million, $7 million and $4 million, respectively, in compensation expense related to the Options. The stock compensation expense—representing the fair value of stock options vested during the year—is reflected in our Consolidated Statements of Comprehensive Income (Loss) in Distribution, selling and administrative costs. During fiscal year 2015, 2,088,980 Time Options and 1,843,884 Performance Options were exercised by terminating employees for a cash outflow of $6 million, representing the excess of fair value over exercise price. During fiscal year 2014, 12,000 Time Options and 10,000 Performance Options were exercised by terminating employees for a minimal cash outflow, representing the excess of fair value over exercise price. During fiscal year 2013, 1,233,972 Time Options and 1,233,972 Performance Options were exercised by terminating employees for a cash outflow of $2 million, representing the excess of fair value over exercise price. As of January 2, 2016, there was $8 million of total unrecognized compensation costs related to 5 million nonvested options expected to vest under the Stock Option Agreements. That cost is expected to be recognized over a weighted-average period of three years. The December 27, 2014 Performance Options presented in the prior table have been recast to conform to the current year presentation of options which have reached a grant date. As of January 2, 2016, there were 2 million Performance Options that have been promised to employees for which performance targets have not been set. Restricted Shares The summary of nonvested Restricted Shares outstanding and changes during fiscal year 2015 is presented below: Restricted Weighted- Nonvested at December 27, 2014 175,390 $ 5.82 Granted — $ — Vested (132,556 ) $ 5.77 Forfeited (23,834 ) $ 5.92 Nonvested at January 2, 2016 19,000 $ 6.00 The weighted-average grant date fair value for Restricted Shares granted in 2013 was $6.00. Expense of $1 million and $3 million related to the Restricted Shares was recorded in Distribution, selling and administrative costs during fiscal years 2015 and 2013, respectively. The 2014 expense related to the Restricted Shares of $1 million was offset by an adjustment of prior year expense. At January 2, 2016, there was $0.1 million of unrecognized compensation cost related to the Restricted Shares that we expect to recognize over a weighted-average period of one year. Restricted Stock Units Time RSUs generally vest and become exercisable ratably over four years, starting on the anniversary date of grant. In fiscal years 2015, 2014, and 2013, the Company recognized $3 million, $2 million, and $1 million, respectively in compensation expense related to Time RSU’s. Performance RSUs also vest and become exercisable ratably over four years either on the anniversary date of the grant or the last day of each fiscal year (beginning with the fiscal year issued), provided that the Company achieves an annual operating performance target as defined in the applicable restricted stock unit agreements (“Restricted Stock Unit Agreements”). The Restricted Stock Unit Agreements also provide for “catch-up vesting” of the Performance RSU’s if an annual operating performance target is not achieved, but a cumulative operating performance target is achieved. Similar to options, the RSU award agreements do not include performance targets for all years covered by the agreement. Instead, the Company established annual targets for each year at the beginning of each fiscal year. In this case, the grant date under GAAP is not determined until the performance target for the related Performance RSU is known. The Company achieved the annual and cumulative operating performance targets in 2015 and recorded a compensation charge of $4 million. The charge consisted of $3 million relating to fiscal year 2015 and $1 million related to Performance RSUs granted in 2013 which met cumulative performance targets in 2015. The Company achieved the annual operating performance target in 2014 and recorded a compensation charge of $3 million in 2014 for the Performance RSU’s. The Company did not achieve the annual operating performance target for 2013 and, accordingly, did not record a compensation charge for the Performance RSU’s in 2013. Prior to 2013, there were no RSUs issued or outstanding under the Stock Incentive Plan. The summary of nonvested Restricted Stock Units as of January 2, 2016, and changes during the fiscal year then ended presented below. Time Restricted Stock Units Performance Restricted Stock Units Total Restricted Stock Units Weighted- Nonvested at December 27, 2014 1,106,365 515,354 1,621,719 $ 6.00 Granted 977,152 502,056 1,479,208 $ 6.62 Vested (577,438 ) (244,104 ) (821,542 ) $ 6.00 Forfeited (148,604 ) (139,542 ) (288,146 ) $ 6.04 Nonvested at January 2, 2016 1,357,475 633,764 1,991,239 $ 6.45 The weighted-average grant date fair values for Restricted Stock Units granted in fiscal year 2015 was $6.62. Expense of $7 million, $5 million and $1 million related to the Restricted Stock Units was recorded in Distribution, selling and administrative costs during fiscal years 2015, 2014 and 2013, respectively. At January 2, 2016, there was $8 million of unrecognized compensation cost related to 2 million Restricted Stock Units that we expect to recognize over a weighted-average period of three years. The December 27, 2014 Performance RSU’s presented in the prior table have been recast to conform to the current year presentation of units which have reached a grant date. As of January 2, 2016, there were 1 million Performance RSUs that have been promised to employees for which performance targets have not been set. Equity Appreciation Rights As the EARs are liability instruments, the fair value of the awards is re-measured each reporting period until the award is settled. Since vesting is contingent upon performance conditions currently not considered probable, no compensation costs have been recorded to date for outstanding EARs. |
Leases
Leases | 12 Months Ended |
Jan. 02, 2016 | |
Leases [Abstract] | |
Leases | 16. LEASES The Company leases various warehouse and office facilities and certain equipment under operating and capital lease agreements that expire at various dates and in some instances contain renewal provisions. The Company expenses operating lease costs, including any scheduled rent increases, rent holidays or landlord concessions—on a straight-line basis over the lease term. The Company also has an unfunded lease obligation on a distribution facility through 2023. Future minimum lease payments under the above mentioned noncancelable lease agreements, together with contractual sublease income, as of January 2, 2016, are as follows (in thousands): Unfunded Lease Capital Operating Sublease Net Obligation Leases Leases Income 2016 $ 4,269 $ 51,022 $ 31,922 $ (1,026 ) $ 86,187 2017 4,269 51,121 29,146 (884 ) 83,652 2018 4,269 68,996 24,603 (6 ) 97,862 2019 4,663 47,334 24,099 — 76,096 2020 4,809 38,784 20,469 — 64,062 Thereafter 14,428 46,348 35,397 — 96,173 Total minimum lease payments (receipts) 36,707 303,605 $ 165,636 $ (1,916 ) $ 504,032 Less amount representing interest (9,704 ) (33,199 ) Present value of minimum lease payments $ 27,003 $ 270,406 Total operating lease expense, included in Distribution, selling and administrative costs in the Company’s Consolidated Statements of Comprehensive Income (Loss) was $44 million in each of the fiscal years 2015, 2014 and 2013. |
Retirement Plans
Retirement Plans | 12 Months Ended |
Jan. 02, 2016 | |
Compensation and Retirement Disclosure [Abstract] | |
Retirement Plans | 17. RETIREMENT PLANS The Company has defined benefit and defined contribution retirement plans for its employees. Also, the Company contributes to various multiemployer plans under collective bargaining agreements and provides certain health care benefits to eligible retirees and their dependents. Company Sponsored Defined Benefit Plans The components of net pension and other postretirement benefit costs (credits) for the last three fiscal years were as follows (in thousands): Pension Benefits 2015 2014 2013 Components of net periodic pension cost: Service cost $ 32,582 $ 27,729 $ 32,773 Interest cost 39,628 37,468 33,707 Expected return on plan assets (54,881 ) (47,396 ) (42,036 ) Amortization of prior service cost 195 198 198 Amortization of net loss 10,394 2,294 13,288 Settlements 3,358 2,370 1,778 Special termination benefit 422 — — Net periodic pension costs $ 31,698 $ 22,663 $ 39,708 Other Postretirement Plans 2015 2014 2013 Components of net periodic postretirement benefit costs: Service cost $ 37 $ 79 $ 153 Interest cost 264 318 431 Amortization of prior service credit (62 ) (334 ) — Amortization of net loss (gain) 14 (75 ) 112 Curtailment gain — (2,096 ) — Net periodic other postretirement benefit costs (credits) $ 253 $ (2,108 ) $ 696 Net periodic pension costs for fiscal years 2015, 2014 and 2013 includes $3 million, $2 million and $2 million, respectively, of settlement charges resulting from lump-sum payments to former employees participating in several Company sponsored pension plans. The net periodic other postretirement benefit credits for fiscal year 2014 includes a $2 million curtailment gain resulting from a labor negotiation that eliminated postretirement medical coverage for substantially all active participants in one plan. Changes in plan assets and benefit obligations recorded in Other comprehensive income (loss) for pension and Other postretirement benefits for the last three fiscal years were as follows (in thousands): Pension Benefits 2015 2014 2013 Changes recognized in other comprehensive income (loss): Actuarial (loss) gain $ (3,171 ) $ (160,345 ) $ 112,816 Curtailment 73,191 — — Amortization of prior service cost 195 198 198 Amortization of net loss 10,394 2,294 13,288 Settlements 3,358 2,370 1,778 Net amount recognized $ 83,967 $ (155,483 ) $ 128,080 Other Postretirement Plans 2015 2014 2013 Changes recognized in other comprehensive income (loss): Actuarial gain (loss) $ 1,035 $ (986 ) 2,198 Prior service (cost) credit (1,291 ) 3,612 — Amortization of prior service credit (62 ) (334 ) — Amortization of net loss (gain) 14 (75 ) 112 Curtailment — (2,096 ) — Net amount recognized $ (304 ) $ 121 $ 2,310 The funded status of the defined benefit plans for the last three fiscal years was as follows (in thousands): Pension Benefits 2015 2014 2013 Change in benefit obligation: Benefit obligation at beginning of period $ 970,469 $ 733,752 $ 795,989 Service cost 32,582 27,729 32,773 Interest cost 39,628 37,468 33,707 Actuarial (gain) loss (73,282 ) 199,807 (98,962 ) Curtailment (73,191 ) — — Settlements (15,287 ) (11,517 ) (13,186 ) Special termination benefit 422 — — Benefit disbursements (18,455 ) (16,770 ) (16,569 ) Benefit obligation at end of period 862,886 970,469 733,752 Change in plan assets: Fair value of plan assets at beginning of period 749,166 641,749 566,768 Return on plan assets (21,572 ) 86,857 55,890 Employer contribution 48,489 48,847 48,846 Settlements (15,287 ) (11,517 ) (13,186 ) Benefit disbursements (18,455 ) (16,770 ) (16,569 ) Fair value of plan assets at end of period 742,341 749,166 641,749 Net amount recognized $ (120,545 ) $ (221,303 ) $ (92,003 ) Other Postretirement Plans 2015 2014 2013 Change in benefit obligation: Benefit obligation at beginning of period $ 6,789 $ 9,375 $ 11,357 Service cost 37 79 153 Interest cost 264 318 431 Employee contributions 209 215 219 Actuarial (gain) loss (1,035 ) 986 (2,198 ) Curtailment — (3,612 ) — Plan amendment 1,291 — — Benefit disbursements (581 ) (572 ) (587 ) Benefit obligation at end of period 6,974 6,789 9,375 Change in plan assets: Fair value of plan assets at beginning of period — — — Employer contribution 372 357 369 Employee contributions 209 215 219 Benefit disbursements (581 ) (572 ) (587 ) Fair value of plan assets at end of period — — — Net amount recognized $ (6,974 ) $ (6,789 ) $ (9,375 ) Effective September 30, 2015, non-union participants’ benefits of a Company sponsored defined benefit pension plan were frozen, resulting in a reduction in the benefit obligation included in Other long term liabilities of approximately $91 million, including a $73 million curtailment, with a corresponding decrease to Accumulated other comprehensive loss. At the remeasurement date, the plan’s net loss included in Accumulated other comprehensive loss exceeded the reduction in the plan’s benefit obligation and, accordingly, no net curtailment gain or loss was recognized. As a result of the plan freeze, actuarial gains and losses will be amortized over the average remaining life expectancy of inactive participants rather than the average remaining service lives of active participants. For the defined benefit pension plans, the fiscal year 2015 actuarial gain of $73 million was primarily due to an increase in the discount rates. Pension Benefits 2015 2014 2013 Amounts recognized in the consolidated balance sheets consist of the following: Accrued benefit obligation—current $ (546 ) $ (453 ) $ (401 ) Accrued benefit obligation—noncurrent (119,999 ) (220,850 ) (91,602 ) Net amount recognized in the consolidated balance sheets $ (120,545 ) $ (221,303 ) $ (92,003 ) Amounts recognized in Accumulated other comprehensive loss consist of the following: Prior service cost $ (438 ) $ (634 ) $ (832 ) Net loss (147,675 ) (231,446 ) (75,765 ) Net loss recognized in Accumulated other comprehensive loss $ (148,113 ) $ (232,080 ) $ (76,597 ) Additional information: Accumulated benefit obligation $ 854,858 $ 888,937 $ 679,225 Unfunded prepaid (accrued) pension cost 27,568 10,777 (15,406 ) Other Postretirement Plans 2015 2014 2013 Amounts recognized in the consolidated balance sheets consist of the following: Accrued benefit obligation—current $ (525 ) $ (533 ) $ (583 ) Accrued benefit obligation—noncurrent (6,449 ) (6,256 ) (8,792 ) Net amount recognized in the consolidated balance sheets $ (6,974 ) $ (6,789 ) $ (9,375 ) Amounts recognized in Accumulated other comprehensive loss consist of the following: Net gain $ 1,064 $ 1,368 $ 1,247 Net gain recognized in Accumulated other comprehensive income $ 1,064 $ 1,368 $ 1,247 Additional information—unfunded accrued benefit cost $ (8,038 ) $ (8,157 ) $ (10,622 ) Pension Benefits Other Postretirement Benefits Amounts expected to be amortized from Accumulated other comprehensive loss in the next fiscal year: Net loss (gain) $ 7,210 $ (71 ) Prior service cost 157 6 Net expected to be amortized $ 7,367 $ (65 ) Weighted average assumptions used to determine benefit obligations at period-end and net pension costs for the last three fiscal years were as follows: Pension Benefits 2015 2014 2013 Benefit obligation: Discount rate 4.64 % 4.25 % 5.19 % Annual compensation increase 3.60 % 3.60 % 3.60 % Net cost: Discount rate 4.25 % 5.19 % 4.29 % Expected return on plan assets 7.00 % 7.25 % 7.25 % Annual compensation increase 3.60 % 3.60 % 3.60 % Other Postretirement Plans 2015 2014 2013 Benefit obligation—discount rate 4.40 % 4.05 % 4.80 % Net cost—discount rate 4.05 % 4.80 % 3.90 % The measurement dates for the pension and other postretirement benefit plans were December 31, 2015, December 27, 2014 and December 28, 2013. A health care cost trend rate is used in the calculations of postretirement medical benefit plan obligations. The assumed healthcare trend rates for the last three fiscal years were as follows: 2015 2014 2013 Immediate rate 7.40 % 7.10 % 7.30 % Ultimate trend rate 4.50 % 4.50 % 4.50 % Year the rate reaches the ultimate trend rate 2038 2028 2028 A 1% change in the rate would result in a change to the postretirement medical plan obligation of less than $1 million. Retirees covered under these plans are responsible for the cost of coverage in excess of the subsidy, including all future cost increases. In determining the discount rate, the Company determines the implied rate of return on a hypothetical portfolio of high-quality fixed-income investments, for which the timing and amount of cash outflows approximates the estimated pension plan payouts. The discount rate assumption is reviewed annually and revised as appropriate. The expected long-term rate of return on plan assets is derived from a mathematical asset model. This model incorporates assumptions on the various asset class returns, reflecting a combination of historical performance analysis and the forward-looking views of the financial markets regarding the yield on long-term bonds and the historical returns of the major stock markets. The rate of return assumption is reviewed annually and revised as deemed appropriate. The investment objective for our Company sponsored plans is to provide a common investment platform. Investment managers—overseen by our Retirement Administration Committee—are expected to adopt and maintain an asset allocation strategy for the plans’ assets designed to address the Retirement Plans’ liability structure. The Company has developed an asset allocation policy and rebalancing policy. We review the major asset classes, through consultation with investment consultants, at least quarterly to determine if the plan assets are performing as expected. The Company’s 2015 strategy targeted a mix of 50% equity securities and 50% long-term debt securities and cash equivalents. The actual mix of investments at January 2, 2016, was 51% equity securities and 49% long-term debt securities and cash equivalents. The Company plans to manage the actual mix of investments to achieve its target mix. The Company has retrospectively adopted ASU No. 2015-07, Disclosures for Investments in Certain Entities that Calculate Net Asset Value Per Share The following table (in thousands) sets forth the fair value of our defined benefit plans’ assets by asset fair value hierarchy level. Asset Fair Value as of January 2, 2016 Level 1 Level 2 Level 3 Total Cash and cash equivalents $ 4,576 $ — $ — $ 4,576 Mutual funds: Domestic equities 33,033 — — 33,033 International equities 26,760 — — 26,760 Long-term debt securities: Corporate debt securities: Domestic — 181,973 — 181,973 International — 18,000 — 18,000 U.S. government securities — 143,904 — 143,904 Government agencies securities — 7,789 — 7,789 Other — 3,216 — 3,216 $ 64,369 $ 354,882 $ — 419,251 Common collective trust funds: Cash equivalents 5,272 Domestic equities 264,534 International equities 53,284 Total investments measured at NAV as a practical expedient 323,090 Total defined benefit plans’ assets $ 742,341 Asset Fair Value as of December 27, 2014 Level 1 Level 2 Level 3 Total Cash and cash equivalents $ 5,800 $ — $ — $ 5,800 Mutual funds: Domestic equities 32,348 — — 32,348 International equities 23,199 — — 23,199 Long-term debt securities: Corporate debt securities: Domestic — 199,500 — 199,500 International — 25,633 — 25,633 U.S. government securities — 136,048 — 136,048 Government agencies securities — 10,270 — 10,270 Other — 4,070 — 4,070 $ 61,347 $ 375,521 $ — 436,868 Common collective trust funds: Cash equivalents 3,897 Domestic equities 259,627 International equities 48,774 Total investments measured at NAV as a practical expedient 312,298 Total defined benefit plans’ assets $ 749,166 A description of the valuation methodologies used for assets measured at fair value is as follows: • Cash and cash equivalents are valued at original cost plus accrued interest. • Common collective trust funds are valued at the net asset value of the shares held at the end of the reporting period. This class represents investments in actively managed, common collective trust funds that invest primarily in equity securities, which may include common stocks, options and futures. Investments are valued at the net asset value per share, multiplied by the number of shares held as of the measurement date. • Mutual funds are valued at the closing price reported on the active market on which individual funds are traded. • Long-term debt securities are valued at the estimated price a dealer will pay for the individual securities. Estimated future benefit payments, under Company sponsored plans as of January 2, 2016, were as follows (in thousands): Pension Benefits Postretirement Plans 2016 $ 35,998 $ 525 2017 37,885 540 2018 37,339 555 2019 41,060 553 2020 42,313 544 Subsequent five years 221,289 2,599 Estimated required and discretionary contributions expected to be contributed by the Company to the Retirement Plans in fiscal year 2016 total $36 million. Other Company Sponsored Benefit Plans Multiemployer Pension Plans The risks of participating in multiemployer pension plans differ from traditional single-employer defined benefit plans as follows: • Assets contributed to a multiemployer pension plan by one employer may be used to provide benefits to the employees of other participating employers. • If a participating employer stops contributing to a multiemployer pension plan, the unfunded obligations of the plan may be borne by the remaining participating employers. • If the Company elects to stop participation in a multiemployer pension plan, it may be required to pay a withdrawal liability based upon the underfunded status of the plan. The Company’s participation in multiemployer pension plans for the year ended January 2, 2016, is outlined in the tables below. The Company considers significant plans to be those plans to which the Company contributed more than 5% of total contributions to the plan in a given plan year, or for which the Company believes its estimated withdrawal liability—should it decide to voluntarily withdraw from the plan—may be material to the Company. For each plan that is considered individually significant to the Company, the following information is provided: • The EIN/Plan Number column provides the Employee Identification Number (“EIN”) and the three-digit plan number (“PN”) assigned to a plan by the Internal Revenue Service. • The most recent Pension Protection Act (“PPA”) zone status available for 2015 and 2014 is for the plan years beginning in 2015 and 2014, respectively. The zone status is based on information provided to participating employers by each plan and is certified by the plan’s actuary. A plan in the red zone has been determined to be in critical status, based on criteria established under the Internal Revenue Code (the “Code”), and is generally less than 65% funded. A plan in the yellow zone has been determined to be in endangered status, based on criteria established under the Code, and is generally less than 80% but more than 65% funded. A plan in the green zone has been determined to be neither in critical status nor in endangered status, and is generally at least 80% funded. • The FIP/RP Status Pending/Implemented column indicates plans for which a financial improvement plan (“FIP”) or a rehabilitation plan (“RP”) is either pending or has been implemented. In addition to regular plan contributions, participating employers may be subject to a surcharge if the plan is in the red zone. • The Surcharge Imposed column indicates whether a surcharge has been imposed on participating employers contributing to the plan. • The Expiration Dates column indicates the expiration dates of the collective-bargaining agreements to which the plans are subject. Pension Fund EIN/ Plan Number PPA Zone Status FIP/RP Status Surcharge Expiration Dates 2015 2014 Central States, Southeast and Southwest Areas Pension Fund 36-6044243/001 Red Red Implemented No 2/28/16 (1) Western Conference of Teamsters Pension Trust Fund 91-6145047/001 Green Green N/A No 10/01/15 (1) Minneapolis Food Distributing Industry Pension Plan 41-6047047/001 Green Green Implemented No 4/1/17 Teamster Pension Trust Fund of Philadelphia and Vicinity 23-1511735/001 Yellow Yellow Implemented No 2/10/18 Truck Drivers & Helpers Local 355 Pension Fund 52-6043608-001 Yellow Yellow Implemented No 3/15/15 (2) Local 703 I.B. of T. Grocery and Food Employees’ Pension Plan 36-6491473/001 Green Green N/A No 6/30/18 United Teamsters Trust Fund A 13-5660513/001 Yellow Yellow Implemented No 5/30/19 Warehouse Employees Local 169 and Employers Joint Pension Fund 23-6230368/001 Red Red Implemented No 2/10/18 Warehouse Employees Local No. 570 Pension Fund 52-6048848/001 Green Green N/A No 3/15/15 (2) Local 705 I.B. of T. Pension Trust Fund 36-6492502/001 Red Red Implemented No 12/29/18 (1) The collective bargaining agreement for this pension fund is operating under terms of the old agreement or an extension. (2) The Company is currently engaged in discussions with unions representing certain employees regarding its tentative decision to close a distribution facility. The collective bargaining agreement for these pension funds are operating under terms of the old agreements. The following table provides information about the Company’s contributions to its multiemployer pension plans. For plans that are not individually significant to the Company, the total amount of USF contributions is aggregated. USF Contributions Exceed 5% of USF Contribution (1)(2) Total Plan Contributions (3) (in thousands) 2015 2014 2013 2014 2013 Pension Fund Central States, Southeast and Southwest Areas Pension Fund $ 4,115 $ 3,930 $ 3,908 No No Western Conference of Teamsters Pension Trust Fund 10,227 9,761 9,249 No No Minneapolis Food Distributing Industry Pension Plan 5,200 5,026 4,565 Yes Yes Teamster Pension Trust Fund of Philadelphia and Vicinity 3,461 3,163 2,939 No No Truck Drivers and Helpers Local 355 Pension Fund 1,321 1,373 1,428 Yes Yes Local 703 I.B. of T. Grocery and Food Employees’ Pension Plan 1,366 1,282 1,036 Yes Yes United Teamsters Trust Fund A 1,554 1,537 1,816 Yes Yes Warehouse Employees Local 169 and Employers Joint Pension Fund 897 907 981 Yes Yes Warehouse Employees Local No. 570 Pension Fund 908 863 929 Yes Yes Local 705 I.B. of T. Pension Trust Fund 2,729 2,479 2,189 No No Other Funds 1,852 1,723 1,818 — — $ 33,630 $ 32,044 $ 30,858 (1) Contributions made to these plans during the Company’s fiscal year, which may not coincide with the plans’ fiscal years. (2) Contributions do not include payments related to multiemployer pension withdrawals as described in Note 13, Restructuring Liabilities. (3) Indicates whether the Company was listed in the respective multiemployer plan Form 5500 for the applicable plan year as having made more than 5% of total contributions to the plan. The Company reached a settlement with Central States consisting of a $97 million cash payment made on December 30, 2015. This Central States settlement relieves the Company of its participation in the “legacy” Central States plan and its associated legacy off balance sheet withdrawal liability. It also settled the residual withdrawal liability related to the Eagan, Minnesota and Fairfield, Ohio closed facilities, and resolved the outstanding litigation related to the Eagan Labor Dispute, as further discussed in Note 21, Commitments and Contingencies. This settlement commenced the Company’s participation in the “Hybrid” Central States Plan, which adopted an alternative method for determining an employer’s unfunded obligation that would limit USF’s funding obligations to the pension fund in the future. Accordingly, the Company agreed to future annual minimum contribution payments through 2023 of no less than 90% of the 2015 contributions for the ongoing operations under the related facilities’ union contracts. If the Company elected to voluntarily withdraw from further multiemployer pension plans, it would be responsible for its proportionate share of the plan’s unfunded vested liability. Based on the latest information available from plan administrators, the Company estimates its aggregate withdrawal liability from the multiemployer pension plans in which it participates to be approximately $105 million as of January 2, 2016. This estimate excludes $86 million of multiemployer pension plan withdrawal liabilities recorded in the Company’s Consolidated Balance Sheet as of January 2, 2016 (unaffected by the Central States Settlement), including $50 million for the tentative closure of the Baltimore facility and $36 million for facilities closed prior to 2015—See Note 13, Restructuring Liabilities. Actual withdrawal liabilities incurred by the Company—if it were to withdraw from one or more plans—could be materially different from the estimates noted here, based on better or more timely information from plan administrators or other changes affecting the respective plan’s funded status. |
Changes in Accumulated Other Co
Changes in Accumulated Other Comprehensive Loss | 12 Months Ended |
Jan. 02, 2016 | |
Equity [Abstract] | |
Changes in Accumulated Other Comprehensive Loss | 18. CHANGES IN ACCUMULATED OTHER COMPREHENSIVE LOSS The following table presents changes in Accumulated Other Comprehensive Income (Loss) by component for the last three fiscal years, (in thousands): 2015 2014 2013 Accumulated Other Comprehensive Loss Components Defined benefit retirement plans: Balance at beginning of period (1) $ (158,041 ) $ (2,679 ) $ (125,642 ) Other comprehensive income (loss) before reclassifications (2,136 ) (161,331 ) 115,014 Current year prior service (cost) credit (1,291 ) 3,612 — Amortization of prior service cost (credit) (2) (3) 133 (136 ) 198 Amortization of net loss (2) (3) 10,408 2,219 13,400 Settlements (2) (3) 3,358 2,370 1,778 Curtailment (4) 73,191 (2,096 ) — Total before income tax 83,663 (155,362 ) 130,390 Income tax provision 32,485 — 7,427 Current period comprehensive income (loss), net of tax 51,178 (155,362 ) 122,963 Balance at end of period (1) $ (106,863 ) $ (158,041 ) $ (2,679 ) Interest rate swap derivative cash flow hedge (5) Balance at beginning of period (1) $ — $ — $ (542 ) Other comprehensive loss before reclassifications — — (653 ) Amounts reclassified from Other comprehensive income (6) — — 2,042 Total before income tax — — 1,389 Income tax provision — — 847 Current period comprehensive income, net of tax — — 542 Balance at end of period (1) $ — $ — $ — (1) Amounts are presented net of tax. (2) Included in the computation of net periodic benefit costs. See Note, 17 Retirement Plans for additional information. (3) Included in Distribution, selling and administrative expenses in the Consolidated Statements of Comprehensive Income (Loss). (4) The fiscal year 2015 curtailment is due to freeze of non-union participants’ benefits of a Company sponsored defined benefit pension plan. See Note, 17, Retirement Plans. (5) The interest rate swap derivative expired in January 2013. (6) Included in Interest Expense-Net in the Consolidated Statements of Comprehensive Income (Loss). |
Income Taxes
Income Taxes | 12 Months Ended |
Jan. 02, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 19. INCOME TAXES USF is a member of US Foods’ consolidated group, and as a result the Company’s operations are included in the consolidated income tax return of US Foods. The Company has computed the components of its tax provision under the “separate return” approach. Under this approach, the Company’s financial statements recognize the current and deferred income tax consequences that result from the Company’s activities as if the Company were a separate taxpayer rather than a member of US Foods’ consolidated group. The Income tax (benefit) provision for the last three fiscal years consisted of the following (in thousands): 2015 2014 2013 Current: Federal $ (93 ) $ (146 ) $ (64 ) State (133 ) 311 283 Current Income tax (benefit) provision (226 ) 165 219 Deferred: Federal (8,765 ) 34,168 28,824 State (713 ) 1,635 779 Deferred Income tax (benefit) provision (9,478 ) 35,803 29,603 Total Income tax (benefit) provision $ (9,704 ) $ 35,968 $ 29,822 The Company’s effective income tax rates for the fiscal years ended January 2, 2016, December 27, 2014 and December 28, 2013 and were 9%, 97% and 109%, respectively. The determination of the Company’s overall effective tax rate requires the use of estimates. The effective tax rate reflects the income earned and taxed in U.S. federal and various state jurisdictions based on enacted tax law, permanent differences between book and tax items, tax credits and the Company’s change in relative contribution to income by each jurisdiction. The reconciliation of the (benefit) provision for income taxes from continuing operations at the U.S. federal statutory income tax rate of 35% to the Company’s income taxes for the last three fiscal is shown below (in thousands). Certain prior period amounts were reclassified to conform to the current period presentation. 2015 2014 2013 Federal income tax benefit computed at statutory rate $ (37,831 ) $ (12,931 ) $ (9,585 ) State income taxes—net of federal income tax benefit (3,299 ) (1,532 ) (2,415 ) Stock-based compensation 438 131 5,342 Non-deductible expenses 2,911 2,592 2,153 Change in the valuation allowance for deferred tax assets 28,275 54,571 32,445 Net operating loss expirations 2,975 2,019 1,653 Tax credits — (8,179 ) — Change in unrecognized tax benefit reserve and liability (2,048 ) (1,003 ) 158 Other (1,125 ) 300 71 Total Income tax (benefit) provision $ (9,704 ) $ 35,968 $ 29,822 Temporary differences and carryforwards that created significant deferred tax assets and liabilities were as follows (in thousands): January 2, December 27, Deferred tax assets: Allowance for doubtful accounts $ 9,368 $ 10,794 Accrued employee benefits 33,232 30,689 Restructuring reserves 52,548 29,500 Workers’ compensation, general liability and auto liabilities 64,936 62,493 Deferred income 211 539 Deferred financing costs 7,751 9,466 Pension liability 33,576 72,747 Net operating loss carryforwards 229,429 217,960 Other accrued expenses 29,286 25,300 Total gross deferred tax assets 460,337 459,488 Less valuation allowance (259,859 ) (232,163 ) Total net deferred tax assets 200,478 227,325 Deferred tax liabilities: Property and equipment (152,181 ) (152,622 ) Inventories (22,057 ) (17,166 ) Intangibles (487,434 ) (487,935 ) Total deferred tax liabilities (661,672 ) (657,723 ) Net deferred tax liability $ (461,194 ) $ (430,398 ) The net deferred tax liability presented in the Consolidated Balance Sheets was as follows (in thousands). The balance for the year ending January 2, 2016 is presented pursuant to ASU No. 2015-17, which requires that deferred income tax liabilities and assets be classified as noncurrent in a classified statement of financial position. January 2, 2016 December 27, 2014 Current deferred tax liability $ — $ (10,079 ) Noncurrent deferred tax liability (461,194 ) (420,319 ) Net deferred tax liability $ (461,194 ) $ (430,398 ) Under the “ separate return” approach, as of January 2, 2016 the Company had tax affected federal and state net operating loss carryforwards of $142 million and $87 million, respectively, which will expire at various dates from 2016 to 2035. These net operating loss carryforwards do not reflect the tax position of the US Foods consolidated tax return. US Foods estimates to generate federal taxable income on its consolidated return in the amount of $273 million for its fiscal year 2015, which is primarily caused by the $300 million merger termination fee received from Sysco. Therefore, US Foods will utilize NOLs available at the consolidated level to offset its regular tax liability. These NOLs were generated by USF. Despite the use of NOLs, US Foods will be subject to federal Alternative Minimum Tax (“AMT”) and state income tax expense for its fiscal year 2015, which are estimated at $5.4 million and $1.8 million, respectively. US Foods’ federal and state income taxes incurred are paid by the Company and settled with US Foods pursuant to a tax sharing agreement. The agreement further states that the Company shall pay on behalf of US Foods the federal and state return taxes. If the consolidated federal and state return taxes for US Foods exceed the federal and state taxes calculated for the Company as a separate filing group, US Foods is required to make a payment to the Company equal to such excess. Likewise, if the federal and state taxes calculated at the separate return level for the Company exceed the consolidated taxes, the Company is required to make payment to US Foods equal to such excess. As the tax sharing agreement does not commit US Foods to compensate the Company for the use of its NOLs nor does US Foods currently intend to compensate the Company for the NOLs used, the Company has not recorded an intercompany receivable for these NOLs. USF has recorded an intercompany receivable totaling $7.2 million for the AMT and state income taxes that US Foods estimated for the 2015 consolidated income tax returns, since USF will pay this on behalf of US Foods per its tax sharing agreement. The Company’s net operating loss carryforwards under the “separate return” approach expire as follows (in millions): Federal State Total 2016-2020 $ 8 $ 15 $ 23 2021-2025 — 44 44 2026-2030 100 21 121 2031-2035 34 7 41 $ 142 $ 87 $ 229 The Company also has federal minimum tax credit carryforwards of approximately $1 million, research and development credit carryforwards of $5 million and other state credit carryforwards of $5 million. The federal and state net operating loss carryforwards in the income tax returns filed included unrecognized tax benefits taken in prior years. The net operating losses for which a deferred tax asset is recognized for financial statement purposes in accordance with ASC 740 are presented net of these unrecognized tax benefits. Because of the change of ownership provisions of the Tax Reform Act of 1986, use of a portion of the Company’s domestic net operating losses and tax credit carryforwards may be limited in future periods. Further, a portion of the carryforwards may expire before being applied to reduce future income tax liabilities. The Company believes that it is more likely than not that the benefit from certain federal and state net deferred tax assets will not be realized. In recognition of this risk, as of January 2, 2016, the Company has provided a valuation allowance of $164 million and $96 million on the federal and state deferred tax assets, respectively, based upon expected future utilization of these federal and state deferred tax assets. A full valuation allowance on the net deferred tax assets will be maintained until sufficient positive evidence related to sources of future taxable income exists to support a reversal of the valuation allowance A summary of the activity in the valuation allowance for the last three fiscal years is as follows (in thousands): 2015 2014 2013 Balance at beginning of period $ 232,163 $ 117,227 $ 128,844 Charged to expense 28,275 54,571 32,445 Other comprehensive income — 60,340 (43,079 ) Other (579 ) 25 (983 ) Balance at end of period $ 259,859 $ 232,163 $ 117,227 Changes in tax laws and rates may affect recorded deferred tax assets and liabilities and the Company’s effective tax rate in the future. The calculation of the Company’s tax liabilities involves dealing with uncertainties in the application of complex tax laws and regulations in federal and state jurisdictions. ASC 740 states that a tax benefit from an uncertain tax position may be recognized when it is more likely than not that the position will be sustained upon examination, including resolutions of any related appeals or litigation processes, on the basis of the technical merits. The Company 1) records unrecognized tax benefits as liabilities in accordance with ASC 740, and 2) adjusts these liabilities when the Company’s judgment changes because of the evaluation of new information not previously available. Because of the complexity of some of these uncertainties, the ultimate resolution may result in a payment that is materially different from the current estimate of unrecognized tax benefit liabilities. These differences will be reflected as increases or decreases to income tax expense in the period in which new information is available. The Company recognizes an uncertain tax position when it is more likely than not that the position will be sustained upon examination—including resolutions of any related appeals or litigation processes—based on the technical merits. Reconciliation of the beginning and ending amount of unrecognized tax benefits as of fiscal years 2015, 2014, and 2013 was as follows (in thousands): Balance at December 29, 2012 $ 59,627 Gross increases due to positions taken in prior years 46 Gross increases due to positions taken in current year 76 Decreases due to lapses of statute of limitations (207 ) Decreases due to changes in tax rates (251 ) Balance at December 28, 2013 59,291 Gross decreases due to positions taken in prior years (11,392 ) Gross increases due to positions taken in current year 63 Decreases due to lapses of statute of limitations (362 ) Decreases due to changes in tax rates (1,016 ) Balance at December 27, 2014 46,584 Gross decreases due to positions taken in prior years (4,856 ) Gross increases due to positions taken in current year — Decreases due to lapses of statute of limitations (228 ) Increases due to changes in tax rates 168 Positions assumed in business acquisition 3,279 Balance at January 2, 2016 $ 44,947 At this time, the Company does not believe it is reasonably possible that the liability for unrecognized tax benefits will significantly increase or decrease in the next 12 months as a result of the completion of tax audits or as a result of the expiration of the statute of limitations. Included in the balance of unrecognized tax benefits at the end of fiscal years 2015, 2014 and 2013 was $40 million, $41 million and $53 million, respectively, of tax benefits that, if recognized, would affect the effective tax rate. Also included in the balance of unrecognized tax benefits as of those periods was $36 million, $39 million, and $51 million, respectively, of tax benefits that, if recognized, would result in adjustments to other tax accounts—primarily deferred taxes. The Company recognizes interest expense related to unrecognized tax benefits in interest expense and penalties in operating expenses. As of January 2, 2016, December 27, 2014, and December 28, 2013, the Company had accrued interest and penalties of approximately $4 million, $2 million, and $2 million, respectively. The increase in accrued interest and penalties in the period ending January 2, 2016 was primarily related to unrecognized tax benefits assumed in a business acquisition. The Company files U.S. federal and state income tax returns in jurisdictions with varying statutes of limitations. Our 2007 through 2014 U.S. federal tax years, and various state tax years from 2000 through 2014, remain subject to income tax examinations by the relevant taxing authorities. Ahold has indemnified the Company for 2007 Transaction pre-closing consolidated federal and certain combined state income taxes, and the Company is responsible for all other taxes, and interest and penalties. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Jan. 02, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 20. COMMITMENTS AND CONTINGENCIES Purchase Commitments To minimize fuel cost risk, the Company enters into forward purchase commitments for a portion of its projected diesel fuel requirements. As of January 2, 2016, the Company had diesel fuel forward purchase commitments totaling $132 million through June 2017. The Company also enters into forward purchase agreements for electricity. As of January 2, 2016, the Company had electricity forward purchase commitments totaling $13 million through March 2018. The Company does not measure its forward purchase commitments for diesel fuel and electricity at fair value as the amounts under contract meet the physical delivery criteria in the normal purchase exception under GAAP guidance. Florida State Pricing Subpoena Eagan Labor Dispute Other Legal Proceedings Insurance Recoveries—Tornado Loss On April 28, 2014, a tornado damaged a distribution facility and its contents, including building improvements, equipment and inventory. Business from the damaged facility was temporarily transferred to other Company distribution facilities until July 2015, when a new state-of-the-art distribution facility became operational. The Company has insurance coverage on the distribution facility and its contents, as well as business interruption insurance. During fiscal year 2014, the Company received proceeds of $14 million for damaged inventory and property and equipment. In fiscal year 2015, the Company received proceeds of $26 million of which $6 million was recognized as a receivable in 2014. The remaining $20 million of proceeds received and recognized in fiscal 2015 represented the recovery of current and prior year operating costs, for a net $11 million recognized as a benefit in 2015. The timing of and amounts of final insurance settlement is expected in 2016. The Company classified $3 million and $4 million related to the damaged distribution facility as Cash flows provided by investing activities in fiscal years 2015 and 2014, respectively, in its Consolidated Statements of Cash Flows. The remaining $23 million and $10 million related to damaged inventory and business interruption costs are classified as Cash flows provided by operating activities in fiscal years 2015 and 2014, respectively, in the Consolidated Statements of Cash Flows. |
Guarantor and Non-Guarantor Con
Guarantor and Non-Guarantor Condensed Consolidating Financial Information | 12 Months Ended |
Jan. 02, 2016 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Guarantor and Non-Guarantor Condensed Consolidating Financial Information | 21. GUARANTOR AND NON-GUARANTOR CONDENSED CONSOLIDATING FINANCIAL INFORMATION The following consolidating schedules present condensed financial information of 1) the Company, and 2) certain of its subsidiaries (Guarantors) that guarantee certain Company obligations (the Senior Notes, the ABL Facility, and the Amended 2011 Term Loan), and 3) its other subsidiaries (Non-Guarantors). The Guarantors under the Senior Notes are identical to the Guarantors under the ABL Facility and the Amended 2011 Term Loan. Separate financial statements and other disclosures with respect to the Guarantor subsidiaries have not been provided. This is because the Company believes the following information is sufficient, as the Guarantor subsidiaries are 100% owned by the Company, and all guarantees under the Senior Notes are full and unconditional and joint and several, subject to certain release provisions that the Company has concluded are customary and, therefore, consistent with the Company’s ability to present condensed financial information of the Guarantors. Under the Senior Notes, a Guarantor subsidiary’s guarantee may be released when any of the following occur: 1) the sale of the Guarantor subsidiary or all of its assets, 2) a merger or consolidation of the Guarantor subsidiary with and into the Company or another Guarantor subsidiary, 3) upon the liquidation of the Guarantor subsidiary following the transfer of all of its assets to the Company or another Guarantor subsidiary, 4) the rating on the securities is changed to investment grade, 5) the requirements for legal defeasance or covenant defeasance or discharge of the obligation have been satisfied, 6) the Guarantor subsidiary is declared unrestricted for covenant purposes, or 7) the Guarantor subsidiary’s guarantee of other indebtedness is terminated or released. Notwithstanding these customary release provisions under the Senior Notes, 1) each subsidiary guarantee is in place throughout the life of the Senior Notes, and no Guarantor may elect to opt out or cancel its guarantee solely at its option; 2) there are no restrictions, limitations or caps on the guarantees; and 3) there are no provisions that would delay the payments that would be required of the Guarantors under the guarantees. Condensed Consolidating Balance Sheet January 2, 2016 (In thousands) USF Guarantors Non-Guarantors Eliminations USF Consolidated Accounts receivable—net $ 279,067 $ 34,879 $ 920,032 $ — $ 1,233,978 Inventories 1,056,438 56,529 — — 1,112,967 Other current assets 327,283 7,018 78,946 — 413,247 Property and equipment—net 970,387 98,396 700,102 — 1,768,885 Goodwill 3,875,719 — — — 3,875,719 Other intangibles—net 477,601 — — — 477,601 Investments in subsidiaries 1,443,599 — — (1,443,599 ) — Intercompany receivables — 697,188 — (689,995 ) 7,193 Other assets 27,589 10 52,322 (23,200 ) 56,721 Total assets $ 8,457,683 $ 894,020 $ 1,751,402 $ (2,156,794 ) $ 8,946,311 Accounts payable $ 1,042,483 $ 36,382 $ — $ — $ 1,078,865 Other current liabilities 699,525 22,435 1,379 723,339 Long-term debt 3,576,719 48,511 1,056,919 — 4,682,149 Intercompany payables 659,953 — 30,042 (689,995 ) — Other liabilities 865,152 — 6,155 (23,200 ) 848,107 Shareholder’s equity 1,613,851 786,692 656,907 (1,443,599 ) 1,613,851 Total liabilities and shareholder’s equity $ 8,457,683 $ 894,020 $ 1,751,402 $ (2,156,794 ) $ 8,946,311 Condensed Consolidating Balance December 27, 2014 (In thousands) USF Guarantors Non-Guarantors Eliminations USF Consolidated Accounts receivable—net $ 295,467 $ 32,047 $ 925,224 $ — $ 1,252,738 Inventories 995,175 55,723 — — 1,050,898 Other current assets (1) 432,891 7,680 75,892 — 516,463 Property and equipment—net 913,109 85,790 727,684 — 1,726,583 Goodwill 3,835,477 — — — 3,835,477 Other intangibles—net 602,827 — — — 602,827 Investments in subsidiaries 1,360,497 — — (1,360,497 ) — Intercompany receivables — 647,466 — (647,466 ) — Other assets (1) 31,028 10 29,714 (23,200 ) 37,552 Total assets $ 8,466,471 $ 828,716 $ 1,758,514 $ (2,031,163 ) $ 9,022,538 Accounts payable $ 1,118,298 $ 40,862 $ — $ — $ 1,159,160 Other current liabilities 645,659 17,594 3,174 666,427 Long-term debt (1) 3,525,391 30,412 1,105,894 — 4,661,697 Intercompany payables 624,413 — 23,053 (647,466 ) — Other liabilities 887,994 — 5,744 (23,200 ) 870,538 Shareholder’s equity 1,664,716 739,848 620,649 (1,360,497 ) 1,664,716 Total liabilities and shareholder’s equity $ 8,466,471 $ 828,716 $ 1,758,514 $ (2,031,163 ) $ 9,022,538 (1) Prior year amounts have been reclassified to reflect the retrospective adoption of ASU 2015-03, Interest — Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs. Condensed Consolidating Statement of Comprehensive Income (Loss) Fiscal Year Ended January 2, 2016 (In thousands) USF Guarantors Non-Guarantors Eliminations USF Consolidated Net sales $ 22,512,370 $ 615,162 $ 95,774 $ (95,774 ) $ 23,127,532 Cost of goods sold 18,630,267 484,026 — — 19,114,293 Gross profit 3,882,103 131,136 95,774 (95,774 ) 4,013,239 Operating expenses: Distribution, selling and administrative costs 3,626,859 95,384 54,772 (113,811 ) 3,663,204 Restructuring and asset impairment charges 172,707 — — — 172,707 Total operating expenses 3,799,566 95,384 54,772 (113,811 ) 3,835,911 Operating income 82,537 35,752 41,002 18,037 177,328 Interest expense—net 241,710 1,817 41,888 — 285,415 Other expense (income)—net 105,035 (18,036 ) (105,036 ) 18,037 — (Loss) income before income taxes (264,208 ) 51,971 104,150 — (108,087 ) Income tax (benefit) provision (41,435 ) — 31,731 — (9,704 ) Equity in earnings of subsidiaries 124,390 — — (124,390 ) — Net (loss) income (98,383 ) 51,971 72,419 (124,390 ) (98,383 ) Other comprehensive income 51,178 — — — 51,178 Comprehensive (loss) income $ (47,205 ) $ 51,971 $ 72,419 $ (124,390 ) $ (47,205 ) Condensed Consolidating Statement of Comprehensive Income (Loss) Fiscal Year Ended December 27, 2014 (In thousands) USF Guarantors Non-Guarantors Eliminations USF Consolidated Net sales $ 22,409,960 $ 609,841 $ 95,594 $ (95,594 ) $ 23,019,801 Cost of goods sold 18,736,044 486,048 — — 19,222,092 Gross profit 3,673,916 123,793 95,594 (95,594 ) 3,797,709 Operating expenses: Distribution, selling and administrative costs 3,515,516 94,782 50,116 (114,961 ) 3,545,453 Total operating expenses 3,515,516 94,782 50,116 (114,961 ) 3,545,453 Operating income 158,400 29,011 45,478 19,367 252,256 Interest expense—net 242,872 1,655 44,675 — 289,202 Other expense (income)—net 107,442 (19,367 ) (107,442 ) 19,367 — (Loss) income before income taxes (191,914 ) 46,723 108,245 — (36,946 ) Income tax provision 4,584 — 31,384 — 35,968 Equity in earnings of subsidiaries 123,584 — — (123,584 ) — Net (loss) income (72,914 ) 46,723 76,861 (123,584 ) (72,914 ) Other comprehensive loss (155,362 ) — — — (155,362 ) Comprehensive (loss) income $ (228,276 ) $ 46,723 $ 76,861 $ (123,584 ) $ (228,276 ) Condensed Consolidating Statement of Comprehensive Income (Loss) Fiscal Year Ended December 28, 2013 (In thousands) USF Guarantors Non-Guarantors Eliminations USF Consolidated Net sales $ 21,733,839 $ 563,339 $ 94,337 $ (94,337 ) $ 22,297,178 Cost of goods sold 18,028,018 446,021 — — 18,474,039 Gross profit 3,705,821 117,318 94,337 (94,337 ) 3,823,139 Operating expenses: Distribution, selling and administrative costs 3,454,223 92,710 59,572 (112,251 ) 3,494,254 Restructuring and tangible asset impairment charges 6,996 — 1,390 — 8,386 Total operating expenses 3,461,219 92,710 60,962 (112,251 ) 3,502,640 Operating income 244,602 24,608 33,375 17,914 320,499 Interest expense—net 260,939 768 44,380 — 306,087 Loss on extinguishment of debt 41,796 — — — 41,796 Other expense (income)—net 107,433 (17,914 ) (107,433 ) 17,914 — (Loss) income before income taxes (165,566 ) 41,754 96,428 — (27,384 ) Income tax provision 1,719 — 28,103 — 29,822 Equity in earnings of subsidiaries 110,079 — — (110,079 ) — Net (loss) income (57,206 ) 41,754 68,325 (110,079 ) (57,206 ) Other comprehensive income 123,505 — — — 123,505 Comprehensive income (loss) $ 66,299 $ 41,754 $ 68,325 $ (110,079 ) $ 66,299 Condensed Consolidating Statement of Cash Flows Fiscal Year Ended January 2, 2016 (In thousands) USF Guarantors Non-Guarantors USF Consolidated Net cash provided by operating activities $ 167,361 $ 9,331 $ 78,835 $ 255,527 Cash flows from investing activities: Acquisition of business-net (69,481 ) — (69,481 ) Proceeds from sales of property and equipment 5,048 — 5,048 Purchases of property and equipment (178,162 ) (9,247 ) (187,409 ) Insurance proceeds related to investing activities 2,771 — — 2,771 Purchase of industrial revenue bonds — — (22,139 ) (22,139 ) Net cash used in investing activities (239,824 ) (9,247 ) (22,139 ) (271,210 ) Cash flows from financing activities: Proceeds from debt borrowings — — 22,139 22,139 Payment for debt financing costs and fees (3,573 ) — — (3,573 ) Principal payments on debt and capital leases (59,489 ) — (50,000 ) (109,489 ) Capital contributions (distributions) 28,834 — (28,834 ) — Proceeds from parent company common stock sales 500 — — 500 Parent company common stock repurchased (19,992 ) — — (19,992 ) Net cash used in financing activities (53,720 ) — (56,695 ) (110,415 ) Net (decrease) increase in cash and cash equivalents (126,183 ) 84 1 (126,098 ) Cash and cash equivalents—beginning of year 342,583 1,074 2 343,659 Cash and cash equivalents—end of year $ 216,400 $ 1,158 $ 3 $ 217,561 Condensed Consolidating Statement of Cash Flows Fiscal Year Ended December 27, 2014 (In thousands) USF Guarantors Non-Guarantors USF Consolidated Net cash provided by operating activities $ 362,140 $ 13,623 $ 26,427 $ 402,190 Cash flows from investing activities: Proceeds from sales of property and equipment 8,908 — 16,146 25,054 Purchases of property and equipment (138,670 ) (8,387 ) (37 ) (147,094 ) Insurance proceeds related to investing activities 4,000 — — 4,000 Net cash (used in) provided by investing activities (125,762 ) (8,387 ) 16,109 (118,040 ) Cash flows from financing activities: Proceeds from debt borrowings 898,410 — 40 898,450 Payment for debt financing costs and fees — — (421 ) (421 ) Principal payments on debt and capital leases (1,010,909 ) (5,034 ) (90 ) (1,016,033 ) Contingent consideration paid for acquisitions of businesses (1,800 ) — — (1,800 ) Capital contributions (distributions) 42,063 — (42,063 ) — Proceeds from parent company common stock sales 197 — — 197 Parent company common stock repurchased (628 ) — — (628 ) Net cash used in financing activities (72,667 ) (5,034 ) (42,534 ) (120,235 ) Net increase in cash and cash equivalents 163,711 202 2 163,915 Cash and cash equivalents—beginning of year 178,872 872 — 179,744 Cash and cash equivalents—end of year $ 342,583 $ 1,074 $ 2 $ 343,659 Condensed Consolidating Statement of Cash Flows Fiscal Year Ended December 28, 2013 (In thousands) USF Guarantors Non-Guarantors USF Consolidated Net cash provided by operating activities $ 289,245 $ 6,902 $ 26,105 $ 322,252 Cash flows from investing activities: Acquisition of business-net (11,369 ) — — (11,369 ) Proceeds from sales of property and equipment 7,018 — 7,590 14,608 Purchases of property and equipment (185,673 ) (5,448 ) (10 ) (191,131 ) Net cash (used in) provided by investing activities (190,024 ) (5,448 ) 7,580 (187,892 ) Cash flows from financing activities: Proceeds from debt refinancing 854,485 — — 854,485 Proceeds from debt borrowings 1,644,000 — — 1,644,000 Payment for debt financing costs and fees (29,376 ) — — (29,376 ) Principal payments on debt and capital leases (2,276,174 ) (2,137 ) — (2,278,311 ) Repurchase of senior subordinated notes (375,144 ) — — (375,144 ) Contingent consideration paid for acquisitions of businesses (6,159 ) — — (6,159 ) Capital contributions (distributions) 33,685 — (33,685 ) — Proceeds from parent company common stock sales 1,850 — — 1,850 Parent company common stock repurchased (8,418 ) — — (8,418 ) Net cash used in financing activities (161,251 ) (2,137 ) (33,685 ) (197,073 ) Net decrease in cash and cash equivalents (62,030 ) (683 ) — (62,713 ) Cash and cash equivalents—beginning of year 240,902 1,555 — 242,457 Cash and cash equivalents—end of year $ 178,872 $ 872 $ — $ 179,744 |
Quarterly Financial Information
Quarterly Financial Information (Unaudited) | 12 Months Ended |
Jan. 02, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Information (Unaudited) | 22. QUARTERLY FINANCIAL INFORMATION (Unaudited) Financial information for each quarter in the fiscal years ended January 2, 2016 and December 27, 2014, is set forth below (in thousands): First Second Third Fourth Quarter Quarter Quarter Quarter Fiscal Year (In thousands) Fiscal year ended January 2, 2016 Net sales $ 5,553,638 $ 5,842,547 $ 5,796,066 $ 5,935,281 $ 23,127,532 Cost of goods sold 4,624,574 4,849,862 4,782,971 4,856,886 19,114,293 Gross profit 929,064 992,685 1,013,095 1,078,395 4,013,239 Operating expenses 886,729 983,226 939,844 1,026,112 3,835,911 Interest expense—net 70,913 69,981 70,027 74,494 285,415 (Loss) income before income taxes (28,578 ) (60,522 ) 3,224 (22,211 ) (108,087 ) Income tax (benefit) provision (35,693 ) 66,385 (32,456 ) (7,940 ) (9,704 ) Net income (loss) $ 7,115 $ (126,907 ) $ 35,680 $ (14,271 ) $ (98,383 ) First Second Third Fourth Quarter Quarter Quarter Quarter Fiscal Year (In thousands) Fiscal year ended December 27, 2014 Net sales $ 5,456,635 $ 5,897,944 $ 5,911,490 $ 5,753,732 $ 23,019,801 Cost of goods sold 4,561,948 4,933,697 4,950,661 4,775,786 19,222,092 Gross profit 894,687 964,247 960,829 977,946 3,797,709 Operating expenses 877,570 899,926 903,640 864,317 3,545,453 Interest expense—net 73,178 73,626 71,432 70,966 289,202 (Loss) income before income taxes (56,061 ) (9,305 ) (14,243 ) 42,663 (36,946 ) Income tax provision (benefit) 9,163 9,360 22,628 (5,183 ) 35,968 Net (loss) income $ (65,224 ) $ (18,665 ) $ (36,871 ) $ 47,846 $ (72,914 ) |
Business Segment Information
Business Segment Information | 12 Months Ended |
Jan. 02, 2016 | |
Segment Reporting [Abstract] | |
Business Segment Information | 23. BUSINESS SEGMENT INFORMATION The Company operates in one business segment based on how the Company’s chief operating decision maker—the Chief Executive Officer (the “CEO”)—views the business for purposes of evaluating performance and making operating decisions. The Company markets and distributes fresh, frozen and dry food and non-food products to foodservice customers throughout the United States. The Company uses a centralized management structure, and its strategies and initiatives are implemented and executed consistently across the organization to maximize value to the organization as a whole. The Company uses shared resources for sales, procurement, and general and administrative activities across each of its distribution centers. The Company’s distribution centers form a single network to reach its customers; it is common for a single customer to make purchases from several different distribution centers. Capital projects—whether for cost savings or generating incremental revenue—are evaluated based on estimated economic returns to the organization as a whole—e.g. net present value, return on investment. The measure used by the CEO to assess operating performance is Adjusted EBITDA. Adjusted EBITDA is defined as Net income (loss), plus Interest expense—net, Income tax provision (benefit), and Depreciation and amortization expense—collectively “EBITDA”—adjusted for: (1) Sponsor fees; (2) Restructuring and tangible asset impairment charges; (3) Share-based compensation expense; (4) the non-cash impact of net LIFO reserve adjustments; (5) Loss on extinguishment of debt; (6) Pension settlements; (7) Business transformation costs; (8) Acquisition-related costs; (9) Other gains, losses, or charges as specified in the Company’s debt agreements. Costs to optimize and transform the Company’s business are noted as business transformation costs in the table below and are added to EBITDA in arriving at Adjusted EBITDA. Business transformation costs include costs related to significant process and systems redesign in the Company’s replenishment and category management functions; cash & carry retail store strategy; and process and system redesign related to the Company’s sales model. The aforementioned items are specified as items to add to EBITDA in arriving at Adjusted EBITDA per the Company’s debt agreements and, accordingly, the Company’s management includes such adjustments when assessing the operating performance of the business. The following is a reconciliation for the last three fiscal years of Adjusted EBITDA to the most directly comparable GAAP financial performance measure, which is Net loss: 2015 2014 2013 (in thousands) Adjusted EBITDA $ 875,195 $ 866,237 $ 845,393 Adjustments: Sponsor fees (1) (10,136 ) (10,438 ) (10,302 ) Restructuring and tangible asset impairment charges (2) (172,707 ) 50 (8,386 ) Share-based compensation expense (3) (15,832 ) (11,736 ) (8,406 ) Net LIFO reserve change (4) 73,882 (60,321 ) (11,925 ) Loss on extinguishment of debt (5) — — (41,796 ) Pension settlements (6) — (2,370 ) (1,778 ) Business transformation costs (7) (45,583 ) (54,135 ) (60,800 ) Acquisition related costs (8) (96,972 ) (37,905 ) (3,522 ) Other (9) (31,272 ) (25,577 ) (31,587 ) EBITDA 576,575 663,805 666,891 Interest expense, net (285,415 ) (289,202 ) (306,087 ) Income tax benefit (provision) 9,704 (35,968 ) (29,822 ) Depreciation and amortization expense (399,247 ) (411,549 ) (388,188 ) Net loss $ (98,383 ) $ (72,914 ) $ (57,206 ) (1) Consists of management fees paid to the Sponsors. (2) Consists primarily of facility related closing costs, including severance and related costs, tangible asset impairment charges, organizational realignment costs, and estimated multiemployer pension withdrawal liabilities. (3) Share-based compensation expense represents costs recorded for vesting of US Foods stock option awards, restricted stock and restricted stock units. (4) Represents the non-cash impact of net LIFO reserve adjustments. (5) Includes fees paid to debt holders, third party costs, early redemption premium, and the write off of old debt facility unamortized debt issuance costs. See Note 11, Debt for a further description of debt refinancing transactions. (6) Consists of charges resulting from lump-sum payment settlements to retirees and former employees participating in several Company sponsored pension plans. (7) Consists primarily of costs related to significant process and systems redesign across multiple functions. (8) Consists of costs related to the Acquisition, including the $12.5 million Asset Purchase Agreement termination fee. (9) Other includes gains, losses or charges as specified in the Company’s debt agreements. The fiscal year 2015 balance consists primarily of a $16 million litigation settlement cost, and $16 million of brand re-launch and marketing costs, offset by a net insurance benefit of $11 million. The fiscal year 2014 balance includes $16 million of costs subject to coverage under the Company’s insurance policies. The following table presents the sales mix for the Company’s principal product categories for the last three fiscal years: 2015 2014 2013 (in thousands) Meats and seafood $ 8,391,997 $ 8,326,191 $ 7,684,396 Dry grocery products 4,123,584 4,152,682 4,275,669 Refrigerated and frozen grocery products 3,582,517 3,463,411 3,446,308 Dairy 2,457,516 2,555,362 2,332,346 Equipment, disposables and supplies 2,171,006 2,132,044 2,133,899 Beverage products 1,279,201 1,263,965 1,309,303 Produce 1,121,711 1,126,146 1,115,257 $ 23,127,532 $ 23,019,801 $ 22,297,178 No single customer accounted for more than 4% of the Company’s consolidated Net sales for fiscal years 2015, 2014 and 2013. However, customers purchasing through one group purchasing organization accounted for approximately 12%, of consolidated Net sales in fiscal years 2015, 2014 and 2013, respectively. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Jan. 02, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events | 24. SUBSEQUENT EVENTS On January 8, 2016, the Company paid a $374 million one-time special cash distribution to its parent, US Foods. The distribution was funded with cash on hand and approximately $314 million of additional borrowings under the Company’s credit facilities. US Foods used the proceeds from this distribution, along with cash on hand to fund a $666 million one-time special cash distribution to its shareholders of record as of January 4, 2016, of which $657 million was paid to the Sponsors. In conjunction with the distribution, the following actions were also taken as provided by the Stock Incentive Plan: • the holders of any unvested RSUs were granted a total of 729,952 additional RSUs to offset the dilution caused by the distribution and • the exercise price for all outstanding Stock Option Awards and EARs were reduced by $1.35 per share, which represents the calculated change in fair value of the common stock resulting from the distribution. On March 4, 2016, the Company acquired a broadline foodservice distributor for cash of approximately $39 million plus contingent consideration of up to $7 million. The acquisition, funded with cash from operations, will be integrated into the Company’s foodservice distribution network. |
Summary of Significant Accoun31
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Jan. 02, 2016 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation |
Use of Estimates | Use of Estimates |
Cash and Cash Equivalents | Cash and Cash Equivalents |
Accounts Receivable | Accounts Receivable |
Vendor Consideration and Receivables | Vendor Consideration and Receivables Vendor consideration is typically deducted from invoices or collected in cash within 30 days of being earned. Vendor receivables represent the uncollected balance of the vendor consideration. Due to the process of primarily deducting the consideration from the amounts due to the vendor, the Company does not experience significant collectability issues. The Company evaluates the collectability of its vendor receivables based on specific vendor information and vendor collection history. |
Inventories | Inventories The Company records inventories at the lower of cost or market using the last-in, first-out (“LIFO”) method. The base year values of beginning and ending inventories are determined using the inventory price index computation method. This “links” current costs to original costs in the base year when the Company adopted LIFO. During 2014, inventory quantities were reduced resulting in the liquidation of certain quantities carried at lower costs in prior years. As a result of this LIFO liquidation, cost of sales decreased $7 million in 2014. There were no LIFO inventory liquidations in 2015 and 2013. At January 2, 2016 and December 27, 2014, the LIFO balance sheet reserves were $134 million and $208 million, respectively. As a result of net changes in LIFO reserves, cost of goods sold decreased $74 million in fiscal year 2015 and increased $60 million and $12 million in fiscal years 2014 and 2013, respectively. The $60 million increase in cost of goods sold in 2014 is net of the $7 million decrease in cost of goods sold resulting from the LIFO liquidation. |
Property and Equipment | Property and Equipment Routine maintenance and repairs are charged to expense as incurred. Applicable interest charges incurred during the construction of new facilities or development of software for internal use are capitalized as one of the elements of cost and are amortized over the useful life of the respective assets. Property and equipment held and used by the Company are tested for recoverability whenever events or changes in circumstances indicate that the carrying amount of an asset or asset group may not be recoverable. For purposes of evaluating the recoverability of property and equipment, the Company compares the carrying value of the asset or asset group to the estimated, undiscounted future cash flows expected to be generated by the long-lived asset or asset group. If the future cash flows do not exceed the carrying value, the carrying value is compared to the fair value of such asset. If the carrying value exceeds the fair value, an impairment charge is recorded for the excess. The Company also assesses the recoverability of its closed facilities actively marketed for sale. If a facility’s carrying value exceeds its fair value, less an estimated cost to sell, an impairment charge is recorded for the excess. Assets held for sale are not depreciated. Impairments are recorded as a component of Restructuring and tangible asset impairment charges in the Consolidated Statements of Comprehensive Income (Loss), as well as in a reduction of the asset’s carrying value in the Consolidated Balance Sheets. |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets |
Self-Insurance Programs | Self-Insurance Programs |
Share-Based Compensation | Share-Based Compensation |
Business Acquisitions | Business Acquisitions |
Revenue Recognition | Revenue Recognition |
Cost of Goods Sold | Cost of Goods Sold |
Shipping and Handling Costs | Shipping and Handling Costs |
Income Taxes | Income Taxes An uncertain tax position is recognized when it is more likely than not that the position will be sustained upon examination, including resolutions of any related appeals or litigation processes, based on the technical merits. Uncertain tax positions are recorded at the largest amount that is more likely than not to be sustained. The Company adjusts the amounts recorded for uncertain tax positions when its judgment changes, as a result of evaluating new information not previously available. These differences are reflected as increases or decreases to income tax expense in the period in which they are determined. |
Derivative Financial Instruments | Derivative Financial Instruments In the normal course of business, the Company enters into forward purchase agreements to procure fuel, electricity and product commodities related to its business. These agreements often meet the definition of a derivative. However, the Company does not measure its forward purchase commitments at fair value as the amounts under contract meet the physical delivery criteria in the normal purchase exception under GAAP guidance. |
Concentration Risks | Concentration Risks |
Business Acquisitions (Tables)
Business Acquisitions (Tables) | 12 Months Ended |
Jan. 02, 2016 | |
Business Combinations [Abstract] | |
Purchase Price Allocations for Business Acquisitions | The following table summarizes the purchase price allocations for the 2015 and 2013 business acquisitions as follows (in thousands): 2015 2013 Accounts receivable $ 6,724 $ 3,894 Inventories 7,022 3,638 Other current assets 702 — Property and equipment 7,200 125 Goodwill 40,242 — Other intangible assets 21,200 8,348 Accounts payable (3,290 ) (2,120 ) Accrued expenses and other current liabilities (1,554 ) (130 ) Deferred income taxes (8,765 ) — Cash paid for acquisitions $ 69,481 $ 13,755 |
Allowance for Doubtful Accoun33
Allowance for Doubtful Accounts (Tables) | 12 Months Ended |
Jan. 02, 2016 | |
Receivables [Abstract] | |
Summary of Activity in Allowance for Doubtful Accounts | A summary of the activity in the allowance for doubtful accounts for the last three fiscal years is as follows (in thousands): 2015 2014 2013 Balance at beginning of year $ 24,989 $ 25,151 $ 25,606 Charged to costs and expenses 12,103 18,559 19,481 Customer accounts written off—net of recoveries (14,469 ) (18,721 ) (19,936 ) Balance at end of year $ 22,623 $ 24,989 $ 25,151 |
Assets Held for Sale (Tables)
Assets Held for Sale (Tables) | 12 Months Ended |
Jan. 02, 2016 | |
Text Block [Abstract] | |
Schedule of Changes in Assets Held for Sale | The changes in Assets held for sale for fiscal years 2015 and 2014 were as follows (in thousands): 2015 2014 Balance at beginning of year $ 5,360 $ 14,554 Transfers in 2,594 6,700 Assets sold (1,377 ) (14,314 ) Tangible asset impairment charges (1,118 ) (1,580 ) Balance at end of the year $ 5,459 $ 5,360 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Jan. 02, 2016 | |
Property, Plant and Equipment [Abstract] | |
Summary of Property and Equipment | Property and equipment consisted of the following (in thousands): January 2, 2016 December 27, 2014 Range of Useful Lives Land $ 301,924 $ 291,871 Buildings and building improvements 1,156,914 1,055,936 10–40 years Transportation equipment 745,399 651,184 5–10 years Warehouse equipment 332,018 300,760 5–12 years Office equipment, furniture and software 690,430 622,296 3–7 years Construction in process 58,849 117,125 3,285,534 3,039,172 Less accumulated depreciation and amortization (1,516,649 ) (1,312,589 ) Property and equipment—net $ 1,768,885 $ 1,726,583 |
Goodwill and Other Intangibles
Goodwill and Other Intangibles (Tables) | 12 Months Ended |
Jan. 02, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill and Other Intangibles, Net | Goodwill and Other intangibles consisted of the following (in thousands): January 2, 2016 December 27, 2014 Goodwill $ 3,875,719 $ 3,835,477 Customer relationships—amortizable: Gross carrying amount $ 1,373,920 $ 1,376,094 Accumulated amortization (1,149,572 ) (1,026,680 ) Net carrying value 224,348 349,414 Noncompete agreements—amortizable: Gross carrying amount 800 800 Accumulated amortization (347 ) (187 ) Net carrying value 453 613 Brand names and trademarks—not amortizing 252,800 252,800 Total Other intangibles—net $ 477,601 $ 602,827 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Jan. 02, 2016 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value Assets and Liabilities Measured on Recurring Basis | The Company’s assets and liabilities measured at fair value on a recurring and nonrecurring basis as of January 2, 2016 and December 27, 2014, aggregated by the level in the fair value hierarchy within which those measurements fall, are as follows (in thousands): Description Level 1 Level 2 Level 3 Total Recurring fair value measurements: Money market funds $ 113,700 $ — $ — $ 113,700 Balance at January 2, 2016 $ 113,700 $ — $ — $ 113,700 Recurring fair value measurements: Money market funds $ 231,600 $ — $ — $ 231,600 Balance at December 27, 2014 $ 231,600 $ — $ — $ 231,600 Nonrecurring fair value measurements: Assets held for sale $ — $ — $ 2,600 $ 2,600 Balance at January 2, 2016 $ — $ — $ 2,600 $ 2,600 Nonrecurring fair value measurements: Assets held for sale $ — $ — $ 4,800 $ 4,800 Balance at December 27, 2014 $ — $ — $ 4,800 $ 4,800 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Jan. 02, 2016 | |
Debt Disclosure [Abstract] | |
Components of Debt | The Company’s debt consisted of the following (in thousands): Interest Rate at January 2, January 2, December 27, Maturity 2016 2016 2014 Debt Description ABL Facility December 31, 2018 — $ — $ — 2012 ABS Facility September 30, 2018 1.40% 586,000 636,000 Amended 2011 Term Loan (net of $9,848 and $14,641 of unamortized deferred financing costs, respectively) (1) March 31, 2019 4.5 2,037,652 2,059,110 Senior Notes (net of $13,441 and $17,439 of unamortized deferred financing costs, respectively) (1) June 30, 2019 8.5 1,334,835 1,332,561 CMBS Fixed Facility (net of $1,473 and $2,497 of unamortized deferred financing costs, respectively) (1) August 1, 2017 6.38 470,918 469,894 Obligations under capital leases 2018–2025 3.11 – 6.18 270,406 189,232 Other debt 2018–2031 5.75 – 9.00 33,325 11,795 Total debt 4,733,136 4,698,592 Add unamortized premium 11,652 14,982 Less current portion of long-term debt (62,639 ) (51,877 ) Long-term debt $ 4,682,149 $ 4,661,697 (1) Prior year amounts have been reclassified to reflect the adoption of ASU 2015-03. |
Principal Payments on Outstanding Debt | Principal payments to be made on outstanding debt as of January 2, 2016, were as follows (in thousands): 2016 $ 62,639 2017 546,585 2018 668,449 2019 3,374,499 2020 34,795 Thereafter 70,931 $ 4,757,898 |
Accrued Expenses and Other Lo39
Accrued Expenses and Other Long-Term Liabilities (Tables) | 12 Months Ended |
Jan. 02, 2016 | |
Payables and Accruals [Abstract] | |
Accrued Expenses and Other Long-term Liabilities | Accrued expenses and other long-term liabilities consisted of the following (in thousands): January 2, December 27, Accrued expenses and other current liabilities: Salary, wages and bonus expenses $ 174,333 $ 129,887 Operating expenses 61,528 46,845 Workers’ compensation, general and fleet liability 56,077 45,264 Group medical liability 22,220 20,183 Customer rebates and other selling expenses 73,543 65,052 Restructuring 33,500 9,792 Property and sales tax 24,299 19,224 Interest payable 2,780 69,465 Deferred tax liabilities — 10,079 Other 21,106 19,847 Total accrued expenses and other current liabilities $ 469,386 $ 435,638 Other long-term liabilities: Workers’ compensation, general and fleet liability $ 116,166 $ 115,640 Accrued pension and other postretirement benefit obligations 126,448 227,106 Restructuring 85,344 47,089 Unfunded lease obligation 29,180 31,422 Other 29,775 28,962 Total Other long-term liabilities $ 386,913 $ 450,219 |
Summary of Self-Insurance Liability Activity | This table summarizes self-insurance liability activity for the last three fiscal years (in thousands): 2015 2014 2013 Balance at beginning of the year $ 160,904 $ 153,568 $ 159,469 Charged to costs and expenses 77,242 65,025 56,526 Payments (65,903 ) (57,689 ) (62,427 ) Balance at end of the year $ 172,243 $ 160,904 $ 153,568 Discount rate 0.82 % 0.60 % 0.56 % |
Estimated Future Payments for Self Insured Liabilities | Estimated future payments for self-insured liabilities are as follows (in thousands): 2016 $ 57,078 2017 30,927 2018 21,519 2019 14,559 2020 10,076 Thereafter 42,444 Total self-insured liability payments 176,603 Less amount representing interest (4,360 ) Present value of self-insured liability payments $ 172,243 |
Restructuring Liabilities (Tabl
Restructuring Liabilities (Tables) | 12 Months Ended |
Jan. 02, 2016 | |
Restructuring and Related Activities [Abstract] | |
Summary of Changes in Restructuring Liabilities | The following table summarizes the changes in the restructuring liabilities for the last three fiscal years (in thousands): Severance and Facility Closing Total Balance at December 29, 2012 $ 74,121 $ 3,177 $ 77,298 Current period charges 7,308 328 7,636 Change in estimate (480 ) (630 ) (1,110 ) Payments and usage—net of accretion (11,877 ) (729 ) (12,606 ) Balance at December 28, 2013 69,072 2,146 71,218 Current period charges 106 — 106 Change in estimate (584 ) (1,152 ) (1,736 ) Payments and usage—net of accretion (12,144 ) (563 ) (12,707 ) Balance at December 27, 2014 56,450 431 56,881 Current period charges 175,749 36 175,785 Change in estimate (4,196 ) — (4,196 ) Payments and usage—net of accretion (109,369 ) (257 ) (109,626 ) Balance at January 2, 2016 $ 118,634 $ 210 $ 118,844 |
Share-Based Compensation and 41
Share-Based Compensation and US Foods Common Stock Issuances (Tables) | 12 Months Ended |
Jan. 02, 2016 | |
Weighted-Average Assumptions for Options Granted | The weighted-average assumptions for options granted in fiscal years 2015 and 2013 are included in the following table. No options were granted in fiscal year 2014. 2015 2013 Expected volatility 36.6 % 35.0 % Expected dividends — — Risk-free interest rate 1.6 % 1.0 % Expected term (in years) 4.8 6.3 |
Summary of Options Outstanding | The summary of options outstanding and changes during fiscal year 2015 are presented below. Time Performance Total Weighted- Weighted- Weighted - Outstanding at December 27, 2014 12,292,713 10,149,146 22,441,859 $ 1.89 $ 5.13 Granted 2,393,585 1,865,671 4,259,256 $ 2.56 $ 6.40 Exercised (2,088,980 ) (1,843,884 ) (3,932,864 ) $ 1.85 $ 5.03 Forfeited (763,520 ) (824,100 ) (1,587,620 ) $ 2.11 $ 5.85 Outstanding at January 2, 2016 11,833,798 9,346,833 21,180,631 $ 2.02 $ 5.47 5.3 Vested and exercisable at January 2, 2016 8,461,277 7,895,792 16,394,569 $ 1.87 $ 5.04 4.3 |
Summary of Nonvested Restricted Shares | The summary of nonvested Restricted Stock Units as of January 2, 2016, and changes during the fiscal year then ended presented below. Time Restricted Stock Units Performance Restricted Stock Units Total Restricted Stock Units Weighted- Nonvested at December 27, 2014 1,106,365 515,354 1,621,719 $ 6.00 Granted 977,152 502,056 1,479,208 $ 6.62 Vested (577,438 ) (244,104 ) (821,542 ) $ 6.00 Forfeited (148,604 ) (139,542 ) (288,146 ) $ 6.04 Nonvested at January 2, 2016 1,357,475 633,764 1,991,239 $ 6.45 |
Restricted Shares [Member] | |
Summary of Nonvested Restricted Shares | The summary of nonvested Restricted Shares outstanding and changes during fiscal year 2015 is presented below: Restricted Weighted- Nonvested at December 27, 2014 175,390 $ 5.82 Granted — $ — Vested (132,556 ) $ 5.77 Forfeited (23,834 ) $ 5.92 Nonvested at January 2, 2016 19,000 $ 6.00 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Jan. 02, 2016 | |
Leases [Abstract] | |
Noncancelable Lease Agreements, Minimum Lease Payments | Future minimum lease payments under the above mentioned noncancelable lease agreements, together with contractual sublease income, as of January 2, 2016, are as follows (in thousands): Unfunded Lease Capital Operating Sublease Net Obligation Leases Leases Income 2016 $ 4,269 $ 51,022 $ 31,922 $ (1,026 ) $ 86,187 2017 4,269 51,121 29,146 (884 ) 83,652 2018 4,269 68,996 24,603 (6 ) 97,862 2019 4,663 47,334 24,099 — 76,096 2020 4,809 38,784 20,469 — 64,062 Thereafter 14,428 46,348 35,397 — 96,173 Total minimum lease payments (receipts) 36,707 303,605 $ 165,636 $ (1,916 ) $ 504,032 Less amount representing interest (9,704 ) (33,199 ) Present value of minimum lease payments $ 27,003 $ 270,406 |
Retirement Plans (Tables)
Retirement Plans (Tables) | 12 Months Ended |
Jan. 02, 2016 | |
Compensation and Retirement Disclosure [Abstract] | |
Components of Net Pension and Other Post Retirement Benefit Costs (Credits) | The components of net pension and other postretirement benefit costs (credits) for the last three fiscal years were as follows (in thousands): Pension Benefits 2015 2014 2013 Components of net periodic pension cost: Service cost $ 32,582 $ 27,729 $ 32,773 Interest cost 39,628 37,468 33,707 Expected return on plan assets (54,881 ) (47,396 ) (42,036 ) Amortization of prior service cost 195 198 198 Amortization of net loss 10,394 2,294 13,288 Settlements 3,358 2,370 1,778 Special termination benefit 422 — — Net periodic pension costs $ 31,698 $ 22,663 $ 39,708 Other Postretirement Plans 2015 2014 2013 Components of net periodic postretirement benefit costs: Service cost $ 37 $ 79 $ 153 Interest cost 264 318 431 Amortization of prior service credit (62 ) (334 ) — Amortization of net loss (gain) 14 (75 ) 112 Curtailment gain — (2,096 ) — Net periodic other postretirement benefit costs (credits) $ 253 $ (2,108 ) $ 696 |
Changes in Plan Assets and Benefit Obligations | Changes in plan assets and benefit obligations recorded in Other comprehensive income (loss) for pension and Other postretirement benefits for the last three fiscal years were as follows (in thousands): Pension Benefits 2015 2014 2013 Changes recognized in other comprehensive income (loss): Actuarial (loss) gain $ (3,171 ) $ (160,345 ) $ 112,816 Curtailment 73,191 — — Amortization of prior service cost 195 198 198 Amortization of net loss 10,394 2,294 13,288 Settlements 3,358 2,370 1,778 Net amount recognized $ 83,967 $ (155,483 ) $ 128,080 Other Postretirement Plans 2015 2014 2013 Changes recognized in other comprehensive income (loss): Actuarial gain (loss) $ 1,035 $ (986 ) 2,198 Prior service (cost) credit (1,291 ) 3,612 — Amortization of prior service credit (62 ) (334 ) — Amortization of net loss (gain) 14 (75 ) 112 Curtailment — (2,096 ) — Net amount recognized $ (304 ) $ 121 $ 2,310 |
Funded Status of the Defined Benefit Plans | The funded status of the defined benefit plans for the last three fiscal years was as follows (in thousands): Pension Benefits 2015 2014 2013 Change in benefit obligation: Benefit obligation at beginning of period $ 970,469 $ 733,752 $ 795,989 Service cost 32,582 27,729 32,773 Interest cost 39,628 37,468 33,707 Actuarial (gain) loss (73,282 ) 199,807 (98,962 ) Curtailment (73,191 ) — — Settlements (15,287 ) (11,517 ) (13,186 ) Special termination benefit 422 — — Benefit disbursements (18,455 ) (16,770 ) (16,569 ) Benefit obligation at end of period 862,886 970,469 733,752 Change in plan assets: Fair value of plan assets at beginning of period 749,166 641,749 566,768 Return on plan assets (21,572 ) 86,857 55,890 Employer contribution 48,489 48,847 48,846 Settlements (15,287 ) (11,517 ) (13,186 ) Benefit disbursements (18,455 ) (16,770 ) (16,569 ) Fair value of plan assets at end of period 742,341 749,166 641,749 Net amount recognized $ (120,545 ) $ (221,303 ) $ (92,003 ) Other Postretirement Plans 2015 2014 2013 Change in benefit obligation: Benefit obligation at beginning of period $ 6,789 $ 9,375 $ 11,357 Service cost 37 79 153 Interest cost 264 318 431 Employee contributions 209 215 219 Actuarial (gain) loss (1,035 ) 986 (2,198 ) Curtailment — (3,612 ) — Plan amendment 1,291 — — Benefit disbursements (581 ) (572 ) (587 ) Benefit obligation at end of period 6,974 6,789 9,375 Change in plan assets: Fair value of plan assets at beginning of period — — — Employer contribution 372 357 369 Employee contributions 209 215 219 Benefit disbursements (581 ) (572 ) (587 ) Fair value of plan assets at end of period — — — Net amount recognized $ (6,974 ) $ (6,789 ) $ (9,375 ) Pension Benefits 2015 2014 2013 Amounts recognized in the consolidated balance sheets consist of the following: Accrued benefit obligation—current $ (546 ) $ (453 ) $ (401 ) Accrued benefit obligation—noncurrent (119,999 ) (220,850 ) (91,602 ) Net amount recognized in the consolidated balance sheets $ (120,545 ) $ (221,303 ) $ (92,003 ) Amounts recognized in Accumulated other comprehensive loss consist of the following: Prior service cost $ (438 ) $ (634 ) $ (832 ) Net loss (147,675 ) (231,446 ) (75,765 ) Net loss recognized in Accumulated other comprehensive loss $ (148,113 ) $ (232,080 ) $ (76,597 ) Additional information: Accumulated benefit obligation $ 854,858 $ 888,937 $ 679,225 Unfunded prepaid (accrued) pension cost 27,568 10,777 (15,406 ) Other Postretirement Plans 2015 2014 2013 Amounts recognized in the consolidated balance sheets consist of the following: Accrued benefit obligation—current $ (525 ) $ (533 ) $ (583 ) Accrued benefit obligation—noncurrent (6,449 ) (6,256 ) (8,792 ) Net amount recognized in the consolidated balance sheets $ (6,974 ) $ (6,789 ) $ (9,375 ) Amounts recognized in Accumulated other comprehensive loss consist of the following: Net gain $ 1,064 $ 1,368 $ 1,247 Net gain recognized in Accumulated other comprehensive income $ 1,064 $ 1,368 $ 1,247 Additional information—unfunded accrued benefit cost $ (8,038 ) $ (8,157 ) $ (10,622 ) Pension Benefits Other Postretirement Benefits Amounts expected to be amortized from Accumulated other comprehensive loss in the next fiscal year: Net loss (gain) $ 7,210 $ (71 ) Prior service cost 157 6 Net expected to be amortized $ 7,367 $ (65 ) |
Assumptions to Determine Benefit Obligations at Period-end and Net Pension Costs | Weighted average assumptions used to determine benefit obligations at period-end and net pension costs for the last three fiscal years were as follows: Pension Benefits 2015 2014 2013 Benefit obligation: Discount rate 4.64 % 4.25 % 5.19 % Annual compensation increase 3.60 % 3.60 % 3.60 % Net cost: Discount rate 4.25 % 5.19 % 4.29 % Expected return on plan assets 7.00 % 7.25 % 7.25 % Annual compensation increase 3.60 % 3.60 % 3.60 % Other Postretirement Plans 2015 2014 2013 Benefit obligation—discount rate 4.40 % 4.05 % 4.80 % Net cost—discount rate 4.05 % 4.80 % 3.90 % |
Assumed Health Care Trend Rates | The assumed healthcare trend rates for the last three fiscal years were as follows: 2015 2014 2013 Immediate rate 7.40 % 7.10 % 7.30 % Ultimate trend rate 4.50 % 4.50 % 4.50 % Year the rate reaches the ultimate trend rate 2038 2028 2028 |
Schedule of Level Three Defined Benefit Plan Assets | The Company has retrospectively adopted ASU No. 2015-07, Disclosures for Investments in Certain Entities that Calculate Net Asset Value Per Share The following table (in thousands) sets forth the fair value of our defined benefit plans’ assets by asset fair value hierarchy level. Asset Fair Value as of January 2, 2016 Level 1 Level 2 Level 3 Total Cash and cash equivalents $ 4,576 $ — $ — $ 4,576 Mutual funds: Domestic equities 33,033 — — 33,033 International equities 26,760 — — 26,760 Long-term debt securities: Corporate debt securities: Domestic — 181,973 — 181,973 International — 18,000 — 18,000 U.S. government securities — 143,904 — 143,904 Government agencies securities — 7,789 — 7,789 Other — 3,216 — 3,216 $ 64,369 $ 354,882 $ — 419,251 Common collective trust funds: Cash equivalents 5,272 Domestic equities 264,534 International equities 53,284 Total investments measured at NAV as a practical expedient 323,090 Total defined benefit plans’ assets $ 742,341 Asset Fair Value as of December 27, 2014 Level 1 Level 2 Level 3 Total Cash and cash equivalents $ 5,800 $ — $ — $ 5,800 Mutual funds: Domestic equities 32,348 — — 32,348 International equities 23,199 — — 23,199 Long-term debt securities: Corporate debt securities: Domestic — 199,500 — 199,500 International — 25,633 — 25,633 U.S. government securities — 136,048 — 136,048 Government agencies securities — 10,270 — 10,270 Other — 4,070 — 4,070 $ 61,347 $ 375,521 $ — 436,868 Common collective trust funds: Cash equivalents 3,897 Domestic equities 259,627 International equities 48,774 Total investments measured at NAV as a practical expedient 312,298 Total defined benefit plans’ assets $ 749,166 |
Estimated Future Benefit Payments | Estimated future benefit payments, under Company sponsored plans as of January 2, 2016, were as follows (in thousands): Pension Benefits Postretirement Plans 2016 $ 35,998 $ 525 2017 37,885 540 2018 37,339 555 2019 41,060 553 2020 42,313 544 Subsequent five years 221,289 2,599 |
Multiemployer Pension Plans | Pension Fund EIN/ Plan Number PPA Zone Status FIP/RP Status Surcharge Expiration Dates 2015 2014 Central States, Southeast and Southwest Areas Pension Fund 36-6044243/001 Red Red Implemented No 2/28/16 (1) Western Conference of Teamsters Pension Trust Fund 91-6145047/001 Green Green N/A No 10/01/15 (1) Minneapolis Food Distributing Industry Pension Plan 41-6047047/001 Green Green Implemented No 4/1/17 Teamster Pension Trust Fund of Philadelphia and Vicinity 23-1511735/001 Yellow Yellow Implemented No 2/10/18 Truck Drivers & Helpers Local 355 Pension Fund 52-6043608-001 Yellow Yellow Implemented No 3/15/15 (2) Local 703 I.B. of T. Grocery and Food Employees’ Pension Plan 36-6491473/001 Green Green N/A No 6/30/18 United Teamsters Trust Fund A 13-5660513/001 Yellow Yellow Implemented No 5/30/19 Warehouse Employees Local 169 and Employers Joint Pension Fund 23-6230368/001 Red Red Implemented No 2/10/18 Warehouse Employees Local No. 570 Pension Fund 52-6048848/001 Green Green N/A No 3/15/15 (2) Local 705 I.B. of T. Pension Trust Fund 36-6492502/001 Red Red Implemented No 12/29/18 (1) The collective bargaining agreement for this pension fund is operating under terms of the old agreement or an extension. (2) The Company is currently engaged in discussions with unions representing certain employees regarding its tentative decision to close a distribution facility. The collective bargaining agreement for these pension funds are operating under terms of the old agreements. |
Contributions to Multiemployer Pension Plans | The following table provides information about the Company’s contributions to its multiemployer pension plans. For plans that are not individually significant to the Company, the total amount of USF contributions is aggregated. USF Contributions Exceed 5% of USF Contribution (1)(2) Total Plan Contributions (3) (in thousands) 2015 2014 2013 2014 2013 Pension Fund Central States, Southeast and Southwest Areas Pension Fund $ 4,115 $ 3,930 $ 3,908 No No Western Conference of Teamsters Pension Trust Fund 10,227 9,761 9,249 No No Minneapolis Food Distributing Industry Pension Plan 5,200 5,026 4,565 Yes Yes Teamster Pension Trust Fund of Philadelphia and Vicinity 3,461 3,163 2,939 No No Truck Drivers and Helpers Local 355 Pension Fund 1,321 1,373 1,428 Yes Yes Local 703 I.B. of T. Grocery and Food Employees’ Pension Plan 1,366 1,282 1,036 Yes Yes United Teamsters Trust Fund A 1,554 1,537 1,816 Yes Yes Warehouse Employees Local 169 and Employers Joint Pension Fund 897 907 981 Yes Yes Warehouse Employees Local No. 570 Pension Fund 908 863 929 Yes Yes Local 705 I.B. of T. Pension Trust Fund 2,729 2,479 2,189 No No Other Funds 1,852 1,723 1,818 — — $ 33,630 $ 32,044 $ 30,858 (1) Contributions made to these plans during the Company’s fiscal year, which may not coincide with the plans’ fiscal years. (2) Contributions do not include payments related to multiemployer pension withdrawals as described in Note 13, Restructuring Liabilities. (3) Indicates whether the Company was listed in the respective multiemployer plan Form 5500 for the applicable plan year as having made more than 5% of total contributions to the plan. |
Changes in Accumulated Other 44
Changes in Accumulated Other Comprehensive Loss (Tables) | 12 Months Ended |
Jan. 02, 2016 | |
Equity [Abstract] | |
Schedule of Changes in Accumulated Other Comprehensive Income (Loss) | The following table presents changes in Accumulated Other Comprehensive Income (Loss) by component for the last three fiscal years, (in thousands): 2015 2014 2013 Accumulated Other Comprehensive Loss Components Defined benefit retirement plans: Balance at beginning of period (1) $ (158,041 ) $ (2,679 ) $ (125,642 ) Other comprehensive income (loss) before reclassifications (2,136 ) (161,331 ) 115,014 Current year prior service (cost) credit (1,291 ) 3,612 — Amortization of prior service cost (credit) (2) (3) 133 (136 ) 198 Amortization of net loss (2) (3) 10,408 2,219 13,400 Settlements (2) (3) 3,358 2,370 1,778 Curtailment (4) 73,191 (2,096 ) — Total before income tax 83,663 (155,362 ) 130,390 Income tax provision 32,485 — 7,427 Current period comprehensive income (loss), net of tax 51,178 (155,362 ) 122,963 Balance at end of period (1) $ (106,863 ) $ (158,041 ) $ (2,679 ) Interest rate swap derivative cash flow hedge (5) Balance at beginning of period (1) $ — $ — $ (542 ) Other comprehensive loss before reclassifications — — (653 ) Amounts reclassified from Other comprehensive income (6) — — 2,042 Total before income tax — — 1,389 Income tax provision — — 847 Current period comprehensive income, net of tax — — 542 Balance at end of period (1) $ — $ — $ — (1) Amounts are presented net of tax. (2) Included in the computation of net periodic benefit costs. See Note, 17 Retirement Plans for additional information. (3) Included in Distribution, selling and administrative expenses in the Consolidated Statements of Comprehensive Income (Loss). (4) The fiscal year 2015 curtailment is due to freeze of non-union participants’ benefits of a Company sponsored defined benefit pension plan. See Note, 17, Retirement Plans. (5) The interest rate swap derivative expired in January 2013. (6) Included in Interest Expense-Net in the Consolidated Statements of Comprehensive Income (Loss). |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Jan. 02, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Tax (Benefit) Provision | The Income tax (benefit) provision for the last three fiscal years consisted of the following (in thousands): 2015 2014 2013 Current: Federal $ (93 ) $ (146 ) $ (64 ) State (133 ) 311 283 Current Income tax (benefit) provision (226 ) 165 219 Deferred: Federal (8,765 ) 34,168 28,824 State (713 ) 1,635 779 Deferred Income tax (benefit) provision (9,478 ) 35,803 29,603 Total Income tax (benefit) provision $ (9,704 ) $ 35,968 $ 29,822 |
Reconciliation of (Benefit) Provision for Income Taxes from Continuing Operations | The reconciliation of the (benefit) provision for income taxes from continuing operations at the U.S. federal statutory income tax rate of 35% to the Company’s income taxes for the last three fiscal is shown below (in thousands). Certain prior period amounts were reclassified to conform to the current period presentation. 2015 2014 2013 Federal income tax benefit computed at statutory rate $ (37,831 ) $ (12,931 ) $ (9,585 ) State income taxes—net of federal income tax benefit (3,299 ) (1,532 ) (2,415 ) Stock-based compensation 438 131 5,342 Non-deductible expenses 2,911 2,592 2,153 Change in the valuation allowance for deferred tax assets 28,275 54,571 32,445 Net operating loss expirations 2,975 2,019 1,653 Tax credits — (8,179 ) — Change in unrecognized tax benefit reserve and liability (2,048 ) (1,003 ) 158 Other (1,125 ) 300 71 Total Income tax (benefit) provision $ (9,704 ) $ 35,968 $ 29,822 |
Significant Deferred Tax Assets and Liabilities | Temporary differences and carryforwards that created significant deferred tax assets and liabilities were as follows (in thousands): January 2, December 27, Deferred tax assets: Allowance for doubtful accounts $ 9,368 $ 10,794 Accrued employee benefits 33,232 30,689 Restructuring reserves 52,548 29,500 Workers’ compensation, general liability and auto liabilities 64,936 62,493 Deferred income 211 539 Deferred financing costs 7,751 9,466 Pension liability 33,576 72,747 Net operating loss carryforwards 229,429 217,960 Other accrued expenses 29,286 25,300 Total gross deferred tax assets 460,337 459,488 Less valuation allowance (259,859 ) (232,163 ) Total net deferred tax assets 200,478 227,325 Deferred tax liabilities: Property and equipment (152,181 ) (152,622 ) Inventories (22,057 ) (17,166 ) Intangibles (487,434 ) (487,935 ) Total deferred tax liabilities (661,672 ) (657,723 ) Net deferred tax liability $ (461,194 ) $ (430,398 ) |
Net Deferred Tax Liability in Balance Sheet | The net deferred tax liability presented in the Consolidated Balance Sheets was as follows (in thousands). The balance for the year ending January 2, 2016 is presented pursuant to ASU No. 2015-17, which requires that deferred income tax liabilities and assets be classified as noncurrent in a classified statement of financial position. January 2, 2016 December 27, 2014 Current deferred tax liability $ — $ (10,079 ) Noncurrent deferred tax liability (461,194 ) (420,319 ) Net deferred tax liability $ (461,194 ) $ (430,398 ) |
Net Operating Loss Carryforwards Expire | The Company’s net operating loss carryforwards under the “separate return” approach expire as follows (in millions): Federal State Total 2016-2020 $ 8 $ 15 $ 23 2021-2025 — 44 44 2026-2030 100 21 121 2031-2035 34 7 41 $ 142 $ 87 $ 229 |
Summary of Activity in Valuation Allowance | A summary of the activity in the valuation allowance for the last three fiscal years is as follows (in thousands): 2015 2014 2013 Balance at beginning of period $ 232,163 $ 117,227 $ 128,844 Charged to expense 28,275 54,571 32,445 Other comprehensive income — 60,340 (43,079 ) Other (579 ) 25 (983 ) Balance at end of period $ 259,859 $ 232,163 $ 117,227 |
Reconciliation of Unrecognized Tax Benefits | Reconciliation of the beginning and ending amount of unrecognized tax benefits as of fiscal years 2015, 2014, and 2013 was as follows (in thousands): Balance at December 29, 2012 $ 59,627 Gross increases due to positions taken in prior years 46 Gross increases due to positions taken in current year 76 Decreases due to lapses of statute of limitations (207 ) Decreases due to changes in tax rates (251 ) Balance at December 28, 2013 59,291 Gross decreases due to positions taken in prior years (11,392 ) Gross increases due to positions taken in current year 63 Decreases due to lapses of statute of limitations (362 ) Decreases due to changes in tax rates (1,016 ) Balance at December 27, 2014 46,584 Gross decreases due to positions taken in prior years (4,856 ) Gross increases due to positions taken in current year — Decreases due to lapses of statute of limitations (228 ) Increases due to changes in tax rates 168 Positions assumed in business acquisition 3,279 Balance at January 2, 2016 $ 44,947 |
Guarantor and Non-Guarantor C46
Guarantor and Non-Guarantor Condensed Consolidating Financial Information (Tables) | 12 Months Ended |
Jan. 02, 2016 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Schedule of Condensed Consolidating Balance Sheet | Condensed Consolidating Balance Sheet January 2, 2016 (In thousands) USF Guarantors Non-Guarantors Eliminations USF Consolidated Accounts receivable—net $ 279,067 $ 34,879 $ 920,032 $ — $ 1,233,978 Inventories 1,056,438 56,529 — — 1,112,967 Other current assets 327,283 7,018 78,946 — 413,247 Property and equipment—net 970,387 98,396 700,102 — 1,768,885 Goodwill 3,875,719 — — — 3,875,719 Other intangibles—net 477,601 — — — 477,601 Investments in subsidiaries 1,443,599 — — (1,443,599 ) — Intercompany receivables — 697,188 — (689,995 ) 7,193 Other assets 27,589 10 52,322 (23,200 ) 56,721 Total assets $ 8,457,683 $ 894,020 $ 1,751,402 $ (2,156,794 ) $ 8,946,311 Accounts payable $ 1,042,483 $ 36,382 $ — $ — $ 1,078,865 Other current liabilities 699,525 22,435 1,379 723,339 Long-term debt 3,576,719 48,511 1,056,919 — 4,682,149 Intercompany payables 659,953 — 30,042 (689,995 ) — Other liabilities 865,152 — 6,155 (23,200 ) 848,107 Shareholder’s equity 1,613,851 786,692 656,907 (1,443,599 ) 1,613,851 Total liabilities and shareholder’s equity $ 8,457,683 $ 894,020 $ 1,751,402 $ (2,156,794 ) $ 8,946,311 Condensed Consolidating Balance December 27, 2014 (In thousands) USF Guarantors Non-Guarantors Eliminations USF Consolidated Accounts receivable—net $ 295,467 $ 32,047 $ 925,224 $ — $ 1,252,738 Inventories 995,175 55,723 — — 1,050,898 Other current assets (1) 432,891 7,680 75,892 — 516,463 Property and equipment—net 913,109 85,790 727,684 — 1,726,583 Goodwill 3,835,477 — — — 3,835,477 Other intangibles—net 602,827 — — — 602,827 Investments in subsidiaries 1,360,497 — — (1,360,497 ) — Intercompany receivables — 647,466 — (647,466 ) — Other assets (1) 31,028 10 29,714 (23,200 ) 37,552 Total assets $ 8,466,471 $ 828,716 $ 1,758,514 $ (2,031,163 ) $ 9,022,538 Accounts payable $ 1,118,298 $ 40,862 $ — $ — $ 1,159,160 Other current liabilities 645,659 17,594 3,174 666,427 Long-term debt (1) 3,525,391 30,412 1,105,894 — 4,661,697 Intercompany payables 624,413 — 23,053 (647,466 ) — Other liabilities 887,994 — 5,744 (23,200 ) 870,538 Shareholder’s equity 1,664,716 739,848 620,649 (1,360,497 ) 1,664,716 Total liabilities and shareholder’s equity $ 8,466,471 $ 828,716 $ 1,758,514 $ (2,031,163 ) $ 9,022,538 (1) Prior year amounts have been reclassified to reflect the retrospective adoption of ASU 2015-03, Interest — Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs. |
Schedule of Condensed Consolidating Statement of Comprehensive Income (Loss) | Condensed Consolidating Statement of Comprehensive Income (Loss) Fiscal Year Ended January 2, 2016 (In thousands) USF Guarantors Non-Guarantors Eliminations USF Consolidated Net sales $ 22,512,370 $ 615,162 $ 95,774 $ (95,774 ) $ 23,127,532 Cost of goods sold 18,630,267 484,026 — — 19,114,293 Gross profit 3,882,103 131,136 95,774 (95,774 ) 4,013,239 Operating expenses: Distribution, selling and administrative costs 3,626,859 95,384 54,772 (113,811 ) 3,663,204 Restructuring and asset impairment charges 172,707 — — — 172,707 Total operating expenses 3,799,566 95,384 54,772 (113,811 ) 3,835,911 Operating income 82,537 35,752 41,002 18,037 177,328 Interest expense—net 241,710 1,817 41,888 — 285,415 Other expense (income)—net 105,035 (18,036 ) (105,036 ) 18,037 — (Loss) income before income taxes (264,208 ) 51,971 104,150 — (108,087 ) Income tax (benefit) provision (41,435 ) — 31,731 — (9,704 ) Equity in earnings of subsidiaries 124,390 — — (124,390 ) — Net (loss) income (98,383 ) 51,971 72,419 (124,390 ) (98,383 ) Other comprehensive income 51,178 — — — 51,178 Comprehensive (loss) income $ (47,205 ) $ 51,971 $ 72,419 $ (124,390 ) $ (47,205 ) Condensed Consolidating Statement of Comprehensive Income (Loss) Fiscal Year Ended December 27, 2014 (In thousands) USF Guarantors Non-Guarantors Eliminations USF Consolidated Net sales $ 22,409,960 $ 609,841 $ 95,594 $ (95,594 ) $ 23,019,801 Cost of goods sold 18,736,044 486,048 — — 19,222,092 Gross profit 3,673,916 123,793 95,594 (95,594 ) 3,797,709 Operating expenses: Distribution, selling and administrative costs 3,515,516 94,782 50,116 (114,961 ) 3,545,453 Total operating expenses 3,515,516 94,782 50,116 (114,961 ) 3,545,453 Operating income 158,400 29,011 45,478 19,367 252,256 Interest expense—net 242,872 1,655 44,675 — 289,202 Other expense (income)—net 107,442 (19,367 ) (107,442 ) 19,367 — (Loss) income before income taxes (191,914 ) 46,723 108,245 — (36,946 ) Income tax provision 4,584 — 31,384 — 35,968 Equity in earnings of subsidiaries 123,584 — — (123,584 ) — Net (loss) income (72,914 ) 46,723 76,861 (123,584 ) (72,914 ) Other comprehensive loss (155,362 ) — — — (155,362 ) Comprehensive (loss) income $ (228,276 ) $ 46,723 $ 76,861 $ (123,584 ) $ (228,276 ) Condensed Consolidating Statement of Comprehensive Income (Loss) Fiscal Year Ended December 28, 2013 (In thousands) USF Guarantors Non-Guarantors Eliminations USF Consolidated Net sales $ 21,733,839 $ 563,339 $ 94,337 $ (94,337 ) $ 22,297,178 Cost of goods sold 18,028,018 446,021 — — 18,474,039 Gross profit 3,705,821 117,318 94,337 (94,337 ) 3,823,139 Operating expenses: Distribution, selling and administrative costs 3,454,223 92,710 59,572 (112,251 ) 3,494,254 Restructuring and tangible asset impairment charges 6,996 — 1,390 — 8,386 Total operating expenses 3,461,219 92,710 60,962 (112,251 ) 3,502,640 Operating income 244,602 24,608 33,375 17,914 320,499 Interest expense—net 260,939 768 44,380 — 306,087 Loss on extinguishment of debt 41,796 — — — 41,796 Other expense (income)—net 107,433 (17,914 ) (107,433 ) 17,914 — (Loss) income before income taxes (165,566 ) 41,754 96,428 — (27,384 ) Income tax provision 1,719 — 28,103 — 29,822 Equity in earnings of subsidiaries 110,079 — — (110,079 ) — Net (loss) income (57,206 ) 41,754 68,325 (110,079 ) (57,206 ) Other comprehensive income 123,505 — — — 123,505 Comprehensive income (loss) $ 66,299 $ 41,754 $ 68,325 $ (110,079 ) $ 66,299 |
Schedule of Condensed Consolidating Statement of Cash Flows | Condensed Consolidating Statement of Cash Flows Fiscal Year Ended January 2, 2016 (In thousands) USF Guarantors Non-Guarantors USF Consolidated Net cash provided by operating activities $ 167,361 $ 9,331 $ 78,835 $ 255,527 Cash flows from investing activities: Acquisition of business-net (69,481 ) — (69,481 ) Proceeds from sales of property and equipment 5,048 — 5,048 Purchases of property and equipment (178,162 ) (9,247 ) (187,409 ) Insurance proceeds related to investing activities 2,771 — — 2,771 Purchase of industrial revenue bonds — — (22,139 ) (22,139 ) Net cash used in investing activities (239,824 ) (9,247 ) (22,139 ) (271,210 ) Cash flows from financing activities: Proceeds from debt borrowings — — 22,139 22,139 Payment for debt financing costs and fees (3,573 ) — — (3,573 ) Principal payments on debt and capital leases (59,489 ) — (50,000 ) (109,489 ) Capital contributions (distributions) 28,834 — (28,834 ) — Proceeds from parent company common stock sales 500 — — 500 Parent company common stock repurchased (19,992 ) — — (19,992 ) Net cash used in financing activities (53,720 ) — (56,695 ) (110,415 ) Net (decrease) increase in cash and cash equivalents (126,183 ) 84 1 (126,098 ) Cash and cash equivalents—beginning of year 342,583 1,074 2 343,659 Cash and cash equivalents—end of year $ 216,400 $ 1,158 $ 3 $ 217,561 Condensed Consolidating Statement of Cash Flows Fiscal Year Ended December 27, 2014 (In thousands) USF Guarantors Non-Guarantors USF Consolidated Net cash provided by operating activities $ 362,140 $ 13,623 $ 26,427 $ 402,190 Cash flows from investing activities: Proceeds from sales of property and equipment 8,908 — 16,146 25,054 Purchases of property and equipment (138,670 ) (8,387 ) (37 ) (147,094 ) Insurance proceeds related to investing activities 4,000 — — 4,000 Net cash (used in) provided by investing activities (125,762 ) (8,387 ) 16,109 (118,040 ) Cash flows from financing activities: Proceeds from debt borrowings 898,410 — 40 898,450 Payment for debt financing costs and fees — — (421 ) (421 ) Principal payments on debt and capital leases (1,010,909 ) (5,034 ) (90 ) (1,016,033 ) Contingent consideration paid for acquisitions of businesses (1,800 ) — — (1,800 ) Capital contributions (distributions) 42,063 — (42,063 ) — Proceeds from parent company common stock sales 197 — — 197 Parent company common stock repurchased (628 ) — — (628 ) Net cash used in financing activities (72,667 ) (5,034 ) (42,534 ) (120,235 ) Net increase in cash and cash equivalents 163,711 202 2 163,915 Cash and cash equivalents—beginning of year 178,872 872 — 179,744 Cash and cash equivalents—end of year $ 342,583 $ 1,074 $ 2 $ 343,659 Condensed Consolidating Statement of Cash Flows Fiscal Year Ended December 28, 2013 (In thousands) USF Guarantors Non-Guarantors USF Consolidated Net cash provided by operating activities $ 289,245 $ 6,902 $ 26,105 $ 322,252 Cash flows from investing activities: Acquisition of business-net (11,369 ) — — (11,369 ) Proceeds from sales of property and equipment 7,018 — 7,590 14,608 Purchases of property and equipment (185,673 ) (5,448 ) (10 ) (191,131 ) Net cash (used in) provided by investing activities (190,024 ) (5,448 ) 7,580 (187,892 ) Cash flows from financing activities: Proceeds from debt refinancing 854,485 — — 854,485 Proceeds from debt borrowings 1,644,000 — — 1,644,000 Payment for debt financing costs and fees (29,376 ) — — (29,376 ) Principal payments on debt and capital leases (2,276,174 ) (2,137 ) — (2,278,311 ) Repurchase of senior subordinated notes (375,144 ) — — (375,144 ) Contingent consideration paid for acquisitions of businesses (6,159 ) — — (6,159 ) Capital contributions (distributions) 33,685 — (33,685 ) — Proceeds from parent company common stock sales 1,850 — — 1,850 Parent company common stock repurchased (8,418 ) — — (8,418 ) Net cash used in financing activities (161,251 ) (2,137 ) (33,685 ) (197,073 ) Net decrease in cash and cash equivalents (62,030 ) (683 ) — (62,713 ) Cash and cash equivalents—beginning of year 240,902 1,555 — 242,457 Cash and cash equivalents—end of year $ 178,872 $ 872 $ — $ 179,744 |
Quarterly Financial Informati47
Quarterly Financial Information (Unaudited) (Tables) | 12 Months Ended |
Jan. 02, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Information | Financial information for each quarter in the fiscal years ended January 2, 2016 and December 27, 2014, is set forth below (in thousands): First Second Third Fourth Quarter Quarter Quarter Quarter Fiscal Year (In thousands) Fiscal year ended January 2, 2016 Net sales $ 5,553,638 $ 5,842,547 $ 5,796,066 $ 5,935,281 $ 23,127,532 Cost of goods sold 4,624,574 4,849,862 4,782,971 4,856,886 19,114,293 Gross profit 929,064 992,685 1,013,095 1,078,395 4,013,239 Operating expenses 886,729 983,226 939,844 1,026,112 3,835,911 Interest expense—net 70,913 69,981 70,027 74,494 285,415 (Loss) income before income taxes (28,578 ) (60,522 ) 3,224 (22,211 ) (108,087 ) Income tax (benefit) provision (35,693 ) 66,385 (32,456 ) (7,940 ) (9,704 ) Net income (loss) $ 7,115 $ (126,907 ) $ 35,680 $ (14,271 ) $ (98,383 ) First Second Third Fourth Quarter Quarter Quarter Quarter Fiscal Year (In thousands) Fiscal year ended December 27, 2014 Net sales $ 5,456,635 $ 5,897,944 $ 5,911,490 $ 5,753,732 $ 23,019,801 Cost of goods sold 4,561,948 4,933,697 4,950,661 4,775,786 19,222,092 Gross profit 894,687 964,247 960,829 977,946 3,797,709 Operating expenses 877,570 899,926 903,640 864,317 3,545,453 Interest expense—net 73,178 73,626 71,432 70,966 289,202 (Loss) income before income taxes (56,061 ) (9,305 ) (14,243 ) 42,663 (36,946 ) Income tax provision (benefit) 9,163 9,360 22,628 (5,183 ) 35,968 Net (loss) income $ (65,224 ) $ (18,665 ) $ (36,871 ) $ 47,846 $ (72,914 ) |
Business Segment Information (T
Business Segment Information (Tables) | 12 Months Ended |
Jan. 02, 2016 | |
Segment Reporting [Abstract] | |
Schedule of Quantitative Reconciliation of Adjusted EBITDA | The following is a reconciliation for the last three fiscal years of Adjusted EBITDA to the most directly comparable GAAP financial performance measure, which is Net loss: 2015 2014 2013 (in thousands) Adjusted EBITDA $ 875,195 $ 866,237 $ 845,393 Adjustments: Sponsor fees (1) (10,136 ) (10,438 ) (10,302 ) Restructuring and tangible asset impairment charges (2) (172,707 ) 50 (8,386 ) Share-based compensation expense (3) (15,832 ) (11,736 ) (8,406 ) Net LIFO reserve change (4) 73,882 (60,321 ) (11,925 ) Loss on extinguishment of debt (5) — — (41,796 ) Pension settlements (6) — (2,370 ) (1,778 ) Business transformation costs (7) (45,583 ) (54,135 ) (60,800 ) Acquisition related costs (8) (96,972 ) (37,905 ) (3,522 ) Other (9) (31,272 ) (25,577 ) (31,587 ) EBITDA 576,575 663,805 666,891 Interest expense, net (285,415 ) (289,202 ) (306,087 ) Income tax benefit (provision) 9,704 (35,968 ) (29,822 ) Depreciation and amortization expense (399,247 ) (411,549 ) (388,188 ) Net loss $ (98,383 ) $ (72,914 ) $ (57,206 ) (1) Consists of management fees paid to the Sponsors. (2) Consists primarily of facility related closing costs, including severance and related costs, tangible asset impairment charges, organizational realignment costs, and estimated multiemployer pension withdrawal liabilities. (3) Share-based compensation expense represents costs recorded for vesting of US Foods stock option awards, restricted stock and restricted stock units. (4) Represents the non-cash impact of net LIFO reserve adjustments. (5) Includes fees paid to debt holders, third party costs, early redemption premium, and the write off of old debt facility unamortized debt issuance costs. See Note 11, Debt for a further description of debt refinancing transactions. (6) Consists of charges resulting from lump-sum payment settlements to retirees and former employees participating in several Company sponsored pension plans. (7) Consists primarily of costs related to significant process and systems redesign across multiple functions. (8) Consists of costs related to the Acquisition, including the $12.5 million Asset Purchase Agreement termination fee. (9) Other includes gains, losses or charges as specified in the Company’s debt agreements. The fiscal year 2015 balance consists primarily of a $16 million litigation settlement cost, and $16 million of brand re-launch and marketing costs, offset by a net insurance benefit of $11 million. The fiscal year 2014 balance includes $16 million of costs subject to coverage under the Company’s insurance policies. |
Sales Mix for Principal Product Categories | The following table presents the sales mix for the Company’s principal product categories for the last three fiscal years: 2015 2014 2013 (in thousands) Meats and seafood $ 8,391,997 $ 8,326,191 $ 7,684,396 Dry grocery products 4,123,584 4,152,682 4,275,669 Refrigerated and frozen grocery products 3,582,517 3,463,411 3,446,308 Dairy 2,457,516 2,555,362 2,332,346 Equipment, disposables and supplies 2,171,006 2,132,044 2,133,899 Beverage products 1,279,201 1,263,965 1,309,303 Produce 1,121,711 1,126,146 1,115,257 $ 23,127,532 $ 23,019,801 $ 22,297,178 |
Overview and Basis of Present49
Overview and Basis of Presentation - Additional Information (Detail) - USD ($) $ in Millions | Jun. 26, 2015 | Jan. 02, 2016 | Jun. 29, 2013 |
Basis Of Presentation [Line Items] | |||
Contractual Maturity | Mar. 31, 2017 | ||
Termination fees in connection with termination of acquisition agreement | $ 12.5 | ||
Senior Notes [Member] | |||
Basis Of Presentation [Line Items] | |||
Interest Rate | 8.50% | 8.50% | |
Contractual Maturity | Jun. 30, 2019 | Jun. 30, 2019 | |
Aggregate principal amount of Senior Notes exchanged | $ 1,350 | ||
USF Holding Corp. [Member] | |||
Basis Of Presentation [Line Items] | |||
Date of Acquisition | Dec. 8, 2013 | ||
Termination fees in connection with termination of acquisition agreement | $ 300 | ||
PFG [Member] | |||
Basis Of Presentation [Line Items] | |||
Termination fees in connection with termination of acquisition agreement | $ 12.5 |
Summary of Significant Accoun50
Summary of Significant Accounting Policies - Additional Information (Detail) | 12 Months Ended | ||
Jan. 02, 2016USD ($)Customer | Dec. 27, 2014USD ($)Customer | Dec. 28, 2013USD ($) | |
Schedule Of Significant Accounting Policies [Line Items] | |||
Percentage of ownership | 100.00% | ||
Accounts receivable collection period | 30 days | ||
Effect of LIFO liquidation on cost of sales | $ 0 | $ 7,000,000 | $ 0 |
LIFO balance sheet reserves | 134,000,000 | 208,000,000 | |
Effect of LIFO reserves on cost of goods sold | $ (73,882,000) | 60,321,000 | 11,925,000 |
Percentage of workers compensation included in total liability | 80.00% | ||
Shipping and handling costs | $ 1,500,000,000 | $ 1,500,000,000 | $ 1,500,000,000 |
Accounts Receivable [Member] | Customer Concentration Risk [Member] | |||
Schedule Of Significant Accounting Policies [Line Items] | |||
Concentration risk, percentage | 5.00% | 5.00% | |
Number of customers | Customer | 0 | 0 | |
Minimum [Member] | |||
Schedule Of Significant Accounting Policies [Line Items] | |||
Estimated useful lives of assets | 3 years | ||
Risk reduction strategy | $ 1,000,000 | ||
Maximum [Member] | |||
Schedule Of Significant Accounting Policies [Line Items] | |||
Estimated useful lives of assets | 40 years | ||
Risk reduction strategy | $ 3,000,000 |
Recent Accounting Pronounceme51
Recent Accounting Pronouncements - Additional Information (Detail) - USD ($) $ in Millions | Jan. 02, 2016 | Dec. 27, 2014 |
New Accounting Pronouncement or Change in Accounting Principle, Retrospective Adjustments [Abstract] | ||
Deferred financing costs reclassified into carrying value of debt | $ 25 | $ 35 |
Business Acquisitions - Additio
Business Acquisitions - Additional Information (Detail) $ in Millions | Dec. 31, 2015USD ($)Business | Jan. 02, 2016 | Dec. 27, 2014Business | Dec. 28, 2013USD ($)Business |
Loans At Acquisition Date [Line Items] | ||||
Number of acquisitions | Business | 0 | |||
Proceeds relates to purchase price adjustments | $ 2 | |||
Broadline Distributor [Member] | ||||
Loans At Acquisition Date [Line Items] | ||||
Number of acquisitions | Business | 1 | |||
Cash consideration for acquisition | $ 69 | |||
Foodservice Distributor [Member] | ||||
Loans At Acquisition Date [Line Items] | ||||
Number of acquisitions | Business | 1 | |||
Cash consideration for acquisition | $ 14 | |||
Contingent consideration for acquisition | $ 2 | |||
Business Acquisition [Member] | ||||
Loans At Acquisition Date [Line Items] | ||||
Percentage of net sales | 2.00% | 2.00% | ||
Percentage of operating earnings | 2.00% | 2.00% |
Business Acquisitions - Purchas
Business Acquisitions - Purchase Price Allocations for Business Acquisitions (Detail) - USD ($) $ in Thousands | Jan. 02, 2016 | Dec. 28, 2013 |
Business Combinations [Abstract] | ||
Accounts receivable | $ 6,724 | $ 3,894 |
Inventories | 7,022 | 3,638 |
Other current assets | 702 | |
Property and equipment | 7,200 | 125 |
Goodwill | 40,242 | |
Other intangible assets | 21,200 | 8,348 |
Accounts payable | (3,290) | (2,120) |
Accrued expenses and other current liabilities | (1,554) | (130) |
Deferred income taxes | (8,765) | |
Cash paid for acquisitions | $ 69,481 | $ 13,755 |
Allowance For Doubtful Accoun54
Allowance For Doubtful Accounts - Summary of Activity in Allowance for Doubtful Accounts (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 02, 2016 | Dec. 27, 2014 | Dec. 28, 2013 | |
Schedule Of Financial Receivables [Line Items] | |||
Balance at beginning of period | $ 232,163 | $ 117,227 | $ 128,844 |
Charged to costs and expenses | 28,275 | 54,571 | 32,445 |
Balance at end of period | 259,859 | 232,163 | 117,227 |
Allowance for Doubtful Accounts [Member] | |||
Schedule Of Financial Receivables [Line Items] | |||
Balance at beginning of period | 24,989 | 25,151 | 25,606 |
Charged to costs and expenses | 12,103 | 18,559 | 19,481 |
Customer accounts written off-net of recoveries | (14,469) | (18,721) | (19,936) |
Balance at end of period | $ 22,623 | $ 24,989 | $ 25,151 |
Allowance for Doubtful Accoun55
Allowance for Doubtful Accounts - Additional Information (Detail) - USD ($) $ in Millions | Jan. 02, 2016 | Dec. 27, 2014 | Dec. 28, 2013 |
Receivables [Abstract] | |||
Vendor receivable, allowance for doubtful accounts | $ 2 | $ 3 | $ 3 |
Accounts Receivable Financing56
Accounts Receivable Financing Program - Additional Information (Detail) - 2012 ABS Facility [Member] - USD ($) | Jan. 02, 2016 | Dec. 27, 2014 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Cash collateral held | $ 0 | $ 0 |
Accounts receivable | $ 933,000,000 | $ 941,000,000 |
Assets Held for Sale - Schedule
Assets Held for Sale - Schedule of Changes in Assets Held for Sale (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Jan. 02, 2016 | Dec. 27, 2014 | |
Disposal Group, Including Discontinued Operation, Assets, Current [Abstract] | ||
Balance at beginning of year | $ 5,360 | $ 14,554 |
Transfers in | 2,594 | 6,700 |
Assets sold | (1,377) | (14,314) |
Tangible asset impairment charges | (1,118) | (1,580) |
Balance at end of the year | $ 5,459 | $ 5,360 |
Assets Held for Sale - Addition
Assets Held for Sale - Additional Information (Detail) $ in Millions | 12 Months Ended | |
Jan. 02, 2016USD ($)Facility | Dec. 27, 2014USD ($)Facility | |
Disposal Group, Including Discontinued Operation, Assets, Current [Abstract] | ||
Number of distribution facilities reclassified to assets held for sale | Facility | 2 | 5 |
Assets Held for Sale, net proceeds | $ 3 | $ 19 |
Asset impairment charges | $ 1 | $ 2 |
Property and Equipment - Summar
Property and Equipment - Summary of Property and Equipment (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Jan. 02, 2016 | Dec. 27, 2014 | |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, Gross | $ 3,285,534 | $ 3,039,172 |
Less accumulated depreciation and amortization | (1,516,649) | (1,312,589) |
Property and equipment-net | $ 1,768,885 | 1,726,583 |
Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, Useful life | 3 years | |
Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, Useful life | 40 years | |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, Gross | $ 301,924 | 291,871 |
Building and Building Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, Gross | $ 1,156,914 | 1,055,936 |
Building and Building Improvements [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, Useful life | 10 years | |
Building and Building Improvements [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, Useful life | 40 years | |
Transportation Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, Gross | $ 745,399 | 651,184 |
Transportation Equipment [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, Useful life | 5 years | |
Transportation Equipment [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, Useful life | 10 years | |
Warehouse Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, Gross | $ 332,018 | 300,760 |
Warehouse Equipment [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, Useful life | 5 years | |
Warehouse Equipment [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, Useful life | 12 years | |
Office Equipment, Furniture and Software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, Gross | $ 690,430 | 622,296 |
Office Equipment, Furniture and Software [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, Useful life | 3 years | |
Office Equipment, Furniture and Software [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, Useful life | 7 years | |
Construction in Progress [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, Gross | $ 58,849 | $ 117,125 |
Property and Equipment - Additi
Property and Equipment - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 02, 2016 | Dec. 27, 2014 | Dec. 28, 2013 | |
Property, Plant and Equipment [Line Items] | |||
Accumulated amortization of capital lease assets | $ 68,000 | $ 36,000 | |
Interest Capitalized | 2,000 | 2,000 | |
Depreciation and amortization expense | 399,247 | 411,549 | $ 388,188 |
Transportation Equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Capital lease assets | 260,000 | 163,000 | |
Building and Building Improvements [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Capital lease assets | 98,000 | 33,000 | |
Property and Equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Depreciation and amortization expense | $ 253,000 | $ 261,000 | $ 240,000 |
Goodwill and Other Intangible61
Goodwill and Other Intangibles - Additional Information (Detail) - USD ($) | Jun. 28, 2015 | Jan. 02, 2016 | Dec. 27, 2014 | Dec. 28, 2013 |
Other Intangible Assets [Line Items] | ||||
Amortization expense | $ 146,000,000 | $ 151,000,000 | $ 147,000,000 | |
Goodwill, impairment | $ 0 | |||
Indefinite-lived intangible assets, impairment | $ 0 | |||
Discounted Cash Flow [Member] | ||||
Other Intangible Assets [Line Items] | ||||
Percentage of fair value of the reporting unit | 50.00% | |||
Comparative Market Multiples [Member] | ||||
Other Intangible Assets [Line Items] | ||||
Percentage of fair value of the reporting unit | 35.00% | |||
Comparative Market Transaction Multiples [Member] | ||||
Other Intangible Assets [Line Items] | ||||
Percentage of fair value of the reporting unit | 15.00% | |||
Customer Relationships [Member] | ||||
Other Intangible Assets [Line Items] | ||||
Weighted-average remaining useful lives of intangible assets | 2 years | |||
Future Amortization Expense, 2016 | $ 146,000,000 | |||
Future Amortization Expense, 2017 | 68,000,000 | |||
Future Amortization Expense, 2018 | 5,000,000 | |||
Future Amortization Expense, 2019 | 5,000,000 | |||
Fully amortized finite-lived intangible asset written off | 23,000,000 | |||
Intangible assets acquired as part of business acquisition | $ 21,000,000 | |||
Customer Relationships [Member] | Minimum [Member] | ||||
Other Intangible Assets [Line Items] | ||||
Estimated useful lives of intangible assets | 4 years | |||
Customer Relationships [Member] | Maximum [Member] | ||||
Other Intangible Assets [Line Items] | ||||
Estimated useful lives of intangible assets | 10 years |
Goodwill and Other Intangible62
Goodwill and Other Intangibles - Schedule of Goodwill and Other Intangibles, Net (Detail) - USD ($) $ in Thousands | Jan. 02, 2016 | Dec. 27, 2014 |
Other Intangible Assets [Line Items] | ||
GOODWILL | $ 3,875,719 | $ 3,835,477 |
Total Other intangibles-net | 477,601 | 602,827 |
Brand Names and Trademarks [Member] | ||
Other Intangible Assets [Line Items] | ||
Brand names and trademarks-not amortizing | 252,800 | 252,800 |
Customer Relationships [Member] | ||
Other Intangible Assets [Line Items] | ||
Gross carrying amount | 1,373,920 | 1,376,094 |
Accumulated amortization | (1,149,572) | (1,026,680) |
Net carrying value | 224,348 | 349,414 |
Noncompete Agreements [Member] | ||
Other Intangible Assets [Line Items] | ||
Gross carrying amount | 800 | 800 |
Accumulated amortization | (347) | (187) |
Net carrying value | $ 453 | $ 613 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Fair Value Assets and Liabilities Measured on Recurring and Nonrecurring Basis (Detail) - USD ($) $ in Thousands | Jan. 02, 2016 | Dec. 27, 2014 |
Recurring Fair Value Measurements [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | $ 231,600 | $ 113,700 |
Balance | 231,600 | 113,700 |
Nonrecurring Fair Value Measurements [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets held for sale | 4,800 | 2,600 |
Balance | 4,800 | 2,600 |
Level 1 [Member] | Recurring Fair Value Measurements [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | 231,600 | 113,700 |
Balance | 231,600 | 113,700 |
Level 3 [Member] | Nonrecurring Fair Value Measurements [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets held for sale | 4,800 | 2,600 |
Balance | $ 4,800 | $ 2,600 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Jan. 02, 2016 | Dec. 27, 2014 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Asset impairment charges | $ 1,000 | $ 2,000 |
Total debt fair value debt | 4,800,000 | 4,800,000 |
Net carrying value of debt | 4,733,136 | 4,698,592 |
Senior Notes [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Net carrying value of debt | 1,334,835 | 1,332,561 |
Level 2 [Member] | Senior Notes [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of Senior Notes | $ 1,400,000 | $ 1,400,000 |
Money Market Funds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market fund maturity period | Three or fewer months |
Debt - Components of Debt (Deta
Debt - Components of Debt (Detail) - USD ($) $ in Thousands | Jun. 26, 2015 | Jan. 02, 2016 | Dec. 27, 2014 |
Debt Instrument [Line Items] | |||
Contractual Maturity | Mar. 31, 2017 | ||
Debt component | $ 4,733,136 | $ 4,698,592 | |
Add unamortized premium | 11,652 | 14,982 | |
Less current portion of long-term debt | (62,639) | (51,877) | |
Long-term debt | 4,682,149 | 4,661,697 | |
Total debt | 4,733,136 | 4,698,592 | |
Obligations Under Capital Leases [Member] | |||
Debt Instrument [Line Items] | |||
Debt component | 270,406 | 189,232 | |
Total debt | $ 270,406 | 189,232 | |
Senior Notes [Member] | |||
Debt Instrument [Line Items] | |||
Contractual Maturity | Jun. 30, 2019 | Jun. 30, 2019 | |
Interest Rate | 8.50% | 8.50% | |
Debt component | $ 1,334,835 | 1,332,561 | |
Add unamortized premium | 12,000 | 15,000 | |
Total debt | $ 1,334,835 | 1,332,561 | |
Minimum [Member] | Obligations Under Capital Leases [Member] | |||
Debt Instrument [Line Items] | |||
Contractual Maturity | 2,018 | ||
Interest Rate | 3.11% | ||
Maximum [Member] | Obligations Under Capital Leases [Member] | |||
Debt Instrument [Line Items] | |||
Contractual Maturity | 2,025 | ||
Interest Rate | 6.18% | ||
ABL Facility [Member] | |||
Debt Instrument [Line Items] | |||
Contractual Maturity | Dec. 31, 2018 | ||
2012 ABS Facility [Member] | |||
Debt Instrument [Line Items] | |||
Contractual Maturity | Sep. 30, 2018 | ||
Interest Rate | 1.40% | ||
Debt component | $ 586,000 | 636,000 | |
Total debt | $ 586,000 | 636,000 | |
Amended 2011 Term Loan [Member] | |||
Debt Instrument [Line Items] | |||
Contractual Maturity | Mar. 31, 2019 | ||
Interest Rate | 4.50% | ||
Debt component | $ 2,037,652 | 2,059,110 | |
Total debt | 2,037,652 | 2,059,110 | |
Other Debt [Member] | |||
Debt Instrument [Line Items] | |||
Debt component | 33,325 | 11,795 | |
Total debt | $ 33,325 | 11,795 | |
Other Debt [Member] | Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Contractual Maturity | 2,018 | ||
Interest Rate | 5.75% | ||
Other Debt [Member] | Maximum [Member] | |||
Debt Instrument [Line Items] | |||
Contractual Maturity | 2,031 | ||
Interest Rate | 9.00% | ||
CMBS Fixed Facility [Member] | |||
Debt Instrument [Line Items] | |||
Contractual Maturity | Aug. 1, 2017 | ||
Interest Rate | 6.38% | ||
Debt component | $ 470,918 | 469,894 | |
Total debt | $ 470,918 | $ 469,894 |
Debt - Components of Debt (Pare
Debt - Components of Debt (Parenthetical) (Detail) - USD ($) $ in Thousands | Jan. 02, 2016 | Dec. 27, 2014 |
Senior Notes [Member] | ||
Debt Instrument [Line Items] | ||
Unamortized deferred financing costs | $ 13,441 | $ 17,439 |
CMBS Fixed Facility [Member] | ||
Debt Instrument [Line Items] | ||
Unamortized deferred financing costs | 1,473 | 2,497 |
Amended 2011 Term Loan [Member] | ||
Debt Instrument [Line Items] | ||
Unamortized deferred financing costs | $ 9,848 | $ 14,641 |
Debt - Principal Payments on Ou
Debt - Principal Payments on Outstanding Debt (Detail) $ in Thousands | Jan. 02, 2016USD ($) |
Long-term Debt, Fiscal Year Maturity [Abstract] | |
2,016 | $ 62,639 |
2,017 | 546,585 |
2,018 | 668,449 |
2,019 | 3,374,499 |
2,020 | 34,795 |
Thereafter | 70,931 |
Total debt | $ 4,757,898 |
Debt - Additional Information (
Debt - Additional Information (Detail) | Oct. 19, 2015USD ($) | Jun. 26, 2015 | Feb. 28, 2015USD ($) | Jan. 02, 2016USD ($)Property | Dec. 27, 2014USD ($) | Dec. 28, 2013USD ($) | Mar. 31, 2016USD ($) | Jan. 08, 2016USD ($) |
Debt Instrument [Line Items] | ||||||||
Total debt borrowed at fixed rate | $ 2,100,000,000 | |||||||
Costs and fees incurred | $ 29,000,000 | |||||||
Total debt | $ 4,733,136,000 | $ 4,698,592,000 | ||||||
Debt instrument, extended maturity date | Mar. 31, 2019 | |||||||
Unamortized issue of Senior Notes with premium | $ 11,652,000 | 14,982,000 | ||||||
Contractual Maturity | Mar. 31, 2017 | |||||||
Long-term debt liability | $ 4,682,149,000 | 4,661,697,000 | ||||||
Deferred financing costs reclassified into carrying value of debt | 25,000,000 | 35,000,000 | ||||||
Restricted payment capacity | 506,000,000 | |||||||
Restricted asset | $ 1,108,000,000 | |||||||
Commercial Paper [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Percentage of unused commitment fee | 0.35% | |||||||
CMBS Fixed Facility [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Total debt | $ 470,918,000 | 469,894,000 | ||||||
Unamortized deferred financing cost | $ 1,473,000 | 2,497,000 | ||||||
Interest Rate | 6.38% | |||||||
Number of properties mortgaged | Property | 34 | |||||||
Security deposits and escrow amounts | $ 6,000,000 | $ 6,000,000 | ||||||
Contractual Maturity | Aug. 1, 2017 | |||||||
ABL Senior Secured Revolving Facility [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Increase in borrowing capacity | $ 200,000,000 | |||||||
Maximum borrowing capacity | $ 1,300,000,000 | |||||||
Maturity date description | The maturity date was extended to the earlier of (1) October 20, 2020, the amended ABL Facility maturity date; (2) April 1, 2019 if the Company’s Senior Notes have more than $300 million of principal outstanding at that date and the maturity date of the Senior Notes has not been extended to later than October 20, 2020; or (3) December 31, 2018 if the Company’s senior secured term loan (the “Amended 2011 Term Loan”) has more than $300 million of principal outstanding at that date and the maturity date of the Amended 2011 Term Loan has not been extended to later than October 20, 2020. | |||||||
Basis spread on variable interest rate | 0.75% | |||||||
Costs and fees incurred | $ 3,000,000 | |||||||
Revolving credit facility, outstanding amount | 0 | |||||||
Letters of credit, outstanding amount | $ 872,000,000 | |||||||
Interest rate | ABR plus 1.50% or the London Inter Bank Offered Rate (“LIBOR”) plus 2.50% | |||||||
Interest rate | ABR plus 0.25% or LIBOR plus 1.25% | |||||||
Interest rate on letter of credit fees | 1.25% | |||||||
Percentage of unused commitment fee | 0.25% | |||||||
Weighted average interest rate | 3.69% | |||||||
ABL Senior Secured Revolving Facility [Member] | Letter of Credit [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Revolving credit facility, outstanding amount | $ 393,000,000 | |||||||
ABL Senior Secured Revolving Facility [Member] | Standby Letters of Credit for Self Insurance Program [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Letters of credit, outstanding amount | 317,000,000 | |||||||
ABL Senior Secured Revolving Facility [Member] | Other Obligations [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Letters of credit, outstanding amount | 3,000,000 | |||||||
2012 ABS Facility [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Maximum borrowing capacity | $ 800,000,000 | |||||||
Costs and fees incurred | $ 1,000,000 | |||||||
Weighted average interest rate | 1.41% | 1.43% | ||||||
Total debt | $ 586,000,000 | $ 636,000,000 | ||||||
Available capacity | $ 111,000,000 | |||||||
Debt instrument, extended maturity date | Sep. 30, 2018 | |||||||
Interest Rate | 1.40% | |||||||
Contractual Maturity | Sep. 30, 2018 | |||||||
2012 ABS Facility [Member] | Commercial Paper [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Interest rate | The lender's commercial paper rate, plus any other costs associated with the issuance of commercial paper, plus 1.00% | |||||||
Interest rate above base rate | 1.00% | |||||||
Excluding Commercial Paper [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread on variable interest rate | 1.00% | |||||||
Interest rate | LIBOR plus 1.00% | |||||||
Percentage of unused commitment fee | 0.35% | |||||||
State Industrial Revenue Bonds [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Other debt | $ 33,000,000 | 12,000,000 | ||||||
2011 Term Loan [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread on variable interest rate | 3.50% | |||||||
Costs and fees incurred | 9,000,000 | |||||||
Total debt | $ 2,038,000,000 | 2,059,000,000 | ||||||
Unamortized deferred financing cost | $ 10,000,000 | 15,000,000 | $ 6,000,000 | |||||
Interest rate above base rate | 2.50% | |||||||
ABR floor | 2.00% | |||||||
Floor interest rate on basis spread | 1.00% | |||||||
Principal repayments | $ 5,000,000 | |||||||
Taxable Demand Revenue Bonds [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Interest Rate | 6.25% | |||||||
Contractual Maturity | Jan. 1, 2030 | |||||||
Amount withdrawn from Taxable Demand Revenue Bonds | $ 22,000,000 | |||||||
Long term asset | 22,000,000 | |||||||
Long-term debt liability | 22,000,000 | |||||||
Taxable Demand Revenue Bonds [Member] | Maximum [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Proceeds from Taxable Demand Revenue Bonds | $ 40,000,000 | |||||||
Other Property [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Number of properties mortgaged | Property | 9 | |||||||
Subsequent Event [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Revolving credit facility, outstanding amount | $ 314,000,000 | |||||||
Restricted payment capacity | $ 374,000,000 | |||||||
Remaining restricted payment capacity | $ 132,000,000 | |||||||
Subsequent Event [Member] | ABL Senior Secured Revolving Facility [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Revolving credit facility, outstanding amount | 239,000,000 | |||||||
Subsequent Event [Member] | 2012 ABS Facility [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Revolving credit facility, outstanding amount | $ 75,000,000 | |||||||
Entities Affiliated [Member] | 2011 Term Loan [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread on variable interest rate | 3.50% | |||||||
Floor interest rate on basis spread | 1.00% | |||||||
Interest Rate | 4.50% | |||||||
Obligations Under Capital Leases [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Total debt | $ 270,406,000 | 189,232,000 | ||||||
Obligations Under Capital Leases [Member] | Maximum [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Interest Rate | 6.18% | |||||||
Obligations Under Capital Leases [Member] | ABL Senior Secured Revolving Facility [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Letters of credit, outstanding amount | $ 73,000,000 | |||||||
ABL Tranche A-1 [Member] | ABL Senior Secured Revolving Facility [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Maximum borrowing capacity | $ 100,000,000 | 75,000,000 | ||||||
ABL Tranche A-1 [Member] | ABR [Member] | ABL Senior Secured Revolving Facility [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread on variable interest rate | 1.50% | |||||||
ABL Tranche A-1 [Member] | LIBOR [Member] | ABL Senior Secured Revolving Facility [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread on variable interest rate | 2.50% | |||||||
ABL Tranche A [Member] | ABL Senior Secured Revolving Facility [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Increase in borrowing capacity | $ 175,000,000 | |||||||
Maximum borrowing capacity | $ 1,200,000,000 | |||||||
ABL Tranche A [Member] | ABR [Member] | ABL Senior Secured Revolving Facility [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread on variable interest rate | 0.25% | |||||||
ABL Tranche A [Member] | LIBOR [Member] | ABL Senior Secured Revolving Facility [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread on variable interest rate | 1.25% | |||||||
Senior Notes [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Total debt | $ 1,334,835,000 | 1,332,561,000 | ||||||
Unamortized deferred financing cost | $ 13,441,000 | 17,439,000 | ||||||
Interest Rate | 8.50% | 8.50% | ||||||
Unamortized issue of Senior Notes with premium | $ 12,000,000 | $ 15,000,000 | ||||||
Contractual Maturity | Jun. 30, 2019 | Jun. 30, 2019 | ||||||
Senior Notes [Member] | Prior to June 30, 2016 [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Redemption price percentage of principal amount | 104.25% | |||||||
Senior Notes [Member] | On or After June 30, 2016 [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Redemption price percentage of principal amount | 102.13% | |||||||
Senior Notes [Member] | On or After June 30, 2017 [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Redemption price percentage of principal amount | 100.00% | |||||||
Unsecured Senior Notes [Member] | Entities Affiliated [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Senior notes, repurchase amount | $ 2,000,000 |
Debt - Debt Refinancing Transac
Debt - Debt Refinancing Transactions - Additional Information (Detail) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | |||
Jan. 31, 2013 | Jan. 02, 2016 | Dec. 28, 2013 | Dec. 27, 2014 | Jun. 29, 2013 | |
Debt Instrument [Line Items] | |||||
Debt instrument, maturity date | Mar. 31, 2017 | ||||
Debt instrument, extended maturity date | Mar. 31, 2019 | ||||
Gross proceeds from issuance of debt | $ 22,139 | ||||
Loss on extinguishment of debt | $ 41,796 | ||||
Costs and fees incurred | 29,000 | ||||
Senior Subordinated Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Aggregate principal amount of debt | $ 355,000 | ||||
Debt instrument, maturity date | Jun. 30, 2017 | ||||
Interest rate on debt instrument | 11.25% | ||||
Redemption price percentage of principal amount | 105.63% | ||||
Senior Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Aggregate principal amount of debt | $ 375,000 | ||||
Issue price percent | 103.50% | ||||
Gross proceeds from issuance of debt | $ 388,000 | ||||
2011 Term Loan [Member] | |||||
Debt Instrument [Line Items] | |||||
Loss on extinguishment of debt | 42,000 | ||||
Loss on early redemption premium | 20,000 | ||||
Write Off of deferred debt issuance cost | 13,000 | ||||
Costs and fees incurred | 9,000 | ||||
Unamortized debt issuance costs | $ 10,000 | $ 6,000 | $ 15,000 | ||
2011 Term Loan [Member] | Amended 2011 Term Loan [Member] | |||||
Debt Instrument [Line Items] | |||||
Aggregate principal amount of debt | $ 2,100,000 |
Accrued Expenses and Other Lo70
Accrued Expenses and Other Long-term Liabilities - Accrued Expenses and Other Long-term Liabilities (Detail) - USD ($) $ in Thousands | Jan. 02, 2016 | Dec. 27, 2014 |
Accrued expenses and other current liabilities: | ||
Salary, wages and bonus expenses | $ 174,333 | $ 129,887 |
Operating expenses | 61,528 | 46,845 |
Workers' compensation, general and fleet liability | 56,077 | 45,264 |
Group medical liability | 22,220 | 20,183 |
Customer rebates and other selling expenses | 73,543 | 65,052 |
Restructuring | 33,500 | 9,792 |
Property and sales tax | 24,299 | 19,224 |
Interest payable | 2,780 | 69,465 |
Deferred tax liabilities | 10,079 | |
Other | 21,106 | 19,847 |
Total accrued expenses and other current liabilities | 469,386 | 435,638 |
Other long-term liabilities: | ||
Workers' compensation, general and fleet liability | 116,166 | 115,640 |
Accrued pension and other postretirement benefit obligations | 126,448 | 227,106 |
Restructuring | 85,344 | 47,089 |
Unfunded lease obligation | 29,180 | 31,422 |
Other | 29,775 | 28,962 |
Total Other long-term liabilities | $ 386,913 | $ 450,219 |
Accrued Expenses and Other Lo71
Accrued Expenses and Other Long-term Liabilities - Summary of Self-insurance Liability (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 02, 2016 | Dec. 27, 2014 | Dec. 28, 2013 | |
Payables and Accruals [Abstract] | |||
Balance at beginning of the year | $ 160,904 | $ 153,568 | $ 159,469 |
Charged to costs and expenses | 77,242 | 65,025 | 56,526 |
Payments | (65,903) | (57,689) | (62,427) |
Balance at end of the year | $ 172,243 | $ 160,904 | $ 153,568 |
Discount rate | 0.82% | 0.60% | 0.56% |
Accrued Expenses and Other Lo72
Accrued Expenses and Other Long-Term Liabilities - Estimated Future Payments for Self Insured Liabilities (Detail) - USD ($) $ in Thousands | Jan. 02, 2016 | Dec. 27, 2014 | Dec. 28, 2013 | Dec. 29, 2012 |
Accounts Payable and Accrued Liabilities, Current [Abstract] | ||||
2,016 | $ 57,078 | |||
2,017 | 30,927 | |||
2,018 | 21,519 | |||
2,019 | 14,559 | |||
2,020 | 10,076 | |||
Thereafter | 42,444 | |||
Total self-insured liability payments | 176,603 | |||
Less amount representing interest | (4,360) | |||
Present value of self-insured liability payments | $ 172,243 | $ 160,904 | $ 153,568 | $ 159,469 |
Restructuring Liabilities - Sum
Restructuring Liabilities - Summary of Changes in Restructuring Liabilities (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 02, 2016 | Dec. 27, 2014 | Dec. 28, 2013 | |
Restructuring Cost and Reserve [Line Items] | |||
Balance at beginning of period | $ 56,881 | $ 71,218 | $ 77,298 |
Current period charges | 175,785 | 106 | 7,636 |
Change in estimate | (4,196) | (1,736) | (1,110) |
Payments and usage-net of accretion | (109,626) | (12,707) | (12,606) |
Balance at end of period | 118,844 | 56,881 | 71,218 |
Severance and Related Costs [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Balance at beginning of period | 56,450 | 69,072 | 74,121 |
Current period charges | 175,749 | 106 | 7,308 |
Change in estimate | (4,196) | (584) | (480) |
Payments and usage-net of accretion | (109,369) | (12,144) | (11,877) |
Balance at end of period | 118,634 | 56,450 | 69,072 |
Facility Closing Costs [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Balance at beginning of period | 431 | 2,146 | 3,177 |
Current period charges | 36 | 328 | |
Change in estimate | (1,152) | (630) | |
Payments and usage-net of accretion | (257) | (563) | (729) |
Balance at end of period | $ 210 | $ 431 | $ 2,146 |
Restructuring Liabilities - Add
Restructuring Liabilities - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Jun. 27, 2015 | Jan. 02, 2016 | Dec. 27, 2014 | Dec. 28, 2013 | Dec. 29, 2012 | |
Restructuring Cost and Reserve [Line Items] | |||||
Severance and related costs | $ 30,000 | ||||
Restructuring charge | 175,785 | $ 106 | $ 7,636 | ||
Estimated multiemployer pension withdrawal liabilities | 33,630 | 32,044 | 30,858 | ||
Restructuring liabilities | 118,844 | 56,881 | 71,218 | $ 77,298 | |
Multi Employer Pension Withdrawal Liabilities [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring liabilities | $ 36,000 | ||||
Multi Employer Pension Withdrawal Liabilities [Member] | Minimum [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Interest rate on restructuring liabilities | 5.90% | ||||
Multi Employer Pension Withdrawal Liabilities [Member] | Maximum [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Interest rate on restructuring liabilities | 6.50% | ||||
Central States Teamsters Union Pension Plan [Member] | Related Facilities Union Contracts [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charge | $ 88,000 | ||||
Estimated multiemployer pension withdrawal liabilities | 97,000 | ||||
Baltimore Maryland Distribution Facility [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charge | $ 55,000 | ||||
Baltimore Maryland Distribution Facility [Member] | Multi Employer Pension Withdrawal Liabilities [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Estimated multiemployer pension withdrawal liabilities | $ 50,000 | 50,000 | |||
Severance and Related Costs [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charge | 175,749 | 106 | 7,308 | ||
Restructuring liabilities | $ 118,634 | $ 56,450 | $ 69,072 | $ 74,121 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) - USD ($) $ in Millions | 1 Months Ended | 12 Months Ended | ||
Feb. 28, 2015 | Jan. 02, 2016 | Dec. 27, 2014 | Dec. 28, 2013 | |
Related Party Transaction [Line Items] | ||||
Aggregate consulting fees | $ 10 | $ 10 | $ 10 | |
Transaction fees | 2 | |||
Company purchased from affiliate | $ 12 | |||
USF Holding Corp. [Member] | ||||
Related Party Transaction [Line Items] | ||||
Receivable related to tax sharing agreement | $ 7 | |||
Entities Affiliated [Member] | Maximum [Member] | ||||
Related Party Transaction [Line Items] | ||||
Percentage of Company's outstanding debt managed by affiliate | 5.00% | |||
Entities Affiliated [Member] | Unsecured Senior Notes [Member] | ||||
Related Party Transaction [Line Items] | ||||
Senior notes, repurchase amount | $ 2 |
Share-Based Compensation and 76
Share-Based Compensation and US Foods Common Stock Issuances - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Jan. 02, 2016 | Dec. 27, 2014 | Dec. 28, 2013 | |
Schedule Of Share Based Compensation Arrangements [Line Items] | |||
Share-based compensation expense | $ 15,832,000 | $ 11,736,000 | $ 8,406,000 |
Share-based compensation, price of shares purchased | $ 6 | $ 6 | |
Number of shares held by employees | 1,000 | 1,000 | |
Company recorded compensation charge | $ 5,000,000 | ||
Stock options, Exercise price per share, lower range | $ 4.50 | ||
Stock options, Exercise price per share, upper range | $ 6.75 | ||
Options granted | 4,259,256 | 0 | |
Weighted-average grant date fair value | $ 2.56 | $ 0 | $ 2.22 |
Stock options exercised | 3,932,864 | ||
Cash outflow for the excess of fair value over exercise price of stock options exercised | $ 6,000,000 | $ 2,000,000 | |
Time Options [Member] | |||
Schedule Of Share Based Compensation Arrangements [Line Items] | |||
Share-based compensation expense | $ 3,000,000 | $ 3,000,000 | $ 2,000,000 |
Options granted | 2,393,585 | ||
Stock options exercised | 2,088,980 | ||
Stock options exercised | 2,088,980 | 12,000 | 1,233,972 |
Performance Options [Member] | |||
Schedule Of Share Based Compensation Arrangements [Line Items] | |||
Options granted | 1,865,671 | ||
Stock options exercised | 1,843,884 | ||
Stock options exercised | 1,843,884 | 10,000 | 1,233,972 |
Employee Stock Option [Member] | |||
Schedule Of Share Based Compensation Arrangements [Line Items] | |||
Share-based compensation, vesting period | 10 years | 10 years | |
Assumed Dividend Yield | 0.00% | 0.00% | |
Unrecognized compensation cost | $ 8,000,000 | ||
Weighted average recognition period | 3 years | ||
Options expected to vest | 5,000,000 | ||
Employee Stock Option [Member] | Distribution, Selling and Administrative Costs [Member] | |||
Schedule Of Share Based Compensation Arrangements [Line Items] | |||
Share-based compensation expense | $ 8,000,000 | $ 7,000,000 | $ 4,000,000 |
Restricted Stock Units (RSUs) [Member] | |||
Schedule Of Share Based Compensation Arrangements [Line Items] | |||
Share-based compensation, vesting period | 4 years | ||
Weighted average recognition period | 3 years | ||
Granted | $ 6.62 | ||
Unrecognized compensation cost | $ 8,000,000 | ||
Compensation charges recorded for achieving performance target | 4,000,000 | ||
Unrecognized compensation cost expected to recognize | $ 2,000,000 | ||
Share-based compensation, shares outstanding | 1,991,239 | 1,621,719 | |
Weighted average exercise price outstanding | $ 6.45 | $ 6 | |
Restricted Stock Units (RSUs) [Member] | Distribution, Selling and Administrative Costs [Member] | |||
Schedule Of Share Based Compensation Arrangements [Line Items] | |||
Share-based compensation expense | $ 7,000,000 | $ 5,000,000 | $ 1,000,000 |
Performance Options 2015 [Member] | |||
Schedule Of Share Based Compensation Arrangements [Line Items] | |||
Company recorded compensation charge | 3,000,000 | ||
Compensation charges recorded for achieving performance target | 3,000,000 | ||
Performance Based Rsu Grant 2013 [Member] | |||
Schedule Of Share Based Compensation Arrangements [Line Items] | |||
Compensation charges recorded for achieving performance target | $ 1,000,000 | $ 0 | |
Performance Based Rsu Grant 2014 [Member] | |||
Schedule Of Share Based Compensation Arrangements [Line Items] | |||
Compensation charges recorded for achieving performance target | 3,000,000 | ||
Restricted Shares [Member] | |||
Schedule Of Share Based Compensation Arrangements [Line Items] | |||
Share-based compensation expense | $ 1,000,000 | ||
Weighted average recognition period | 1 year | ||
Share-based compensation, shares granted | 0 | 0 | 375,001 |
Granted | $ 0 | $ 6 | |
Unrecognized compensation cost | $ 100,000 | ||
Share-based compensation, shares outstanding | 19,000 | 175,390 | |
Weighted average exercise price outstanding | $ 6 | $ 5.82 | |
Restricted Shares [Member] | Distribution, Selling and Administrative Costs [Member] | |||
Schedule Of Share Based Compensation Arrangements [Line Items] | |||
Share-based compensation expense | $ 1,000,000 | $ 3,000,000 | |
Performance Options 2013 [Member] | |||
Schedule Of Share Based Compensation Arrangements [Line Items] | |||
Company recorded compensation charge | 2,000,000 | ||
Performance Options 2012 [Member] | |||
Schedule Of Share Based Compensation Arrangements [Line Items] | |||
Company recorded compensation charge | 2,000,000 | 2,000,000 | |
Performance Options 2011 [Member] | |||
Schedule Of Share Based Compensation Arrangements [Line Items] | |||
Company recorded compensation charge | 2,000,000 | ||
Performance Options 2014 [Member] | |||
Schedule Of Share Based Compensation Arrangements [Line Items] | |||
Company recorded compensation charge | $ 4,000,000 | ||
Time Based Restricted Stock Units [Member] | |||
Schedule Of Share Based Compensation Arrangements [Line Items] | |||
Share-based compensation expense | $ 3,000,000 | $ 2,000,000 | $ 1,000,000 |
Share-based compensation, shares outstanding | 1,357,475 | 1,106,365 | |
Stock Appreciation Rights (SARs) [Member] | |||
Schedule Of Share Based Compensation Arrangements [Line Items] | |||
Share-based compensation, shares granted | 0 | 0 | 0 |
Share-based compensation, shares outstanding | 1,385,300 | ||
Weighted average exercise price outstanding | $ 4.98 | ||
Performance Target Not Set [Member] | Performance Options [Member] | |||
Schedule Of Share Based Compensation Arrangements [Line Items] | |||
Performance options outstanding | 2,000,000 | ||
Performance Target Not Set [Member] | Restricted Stock Units (RSUs) [Member] | |||
Schedule Of Share Based Compensation Arrangements [Line Items] | |||
Performance options outstanding | 1,000,000 | ||
Employee Stock [Member] | |||
Schedule Of Share Based Compensation Arrangements [Line Items] | |||
Number of shares held by employees | 5,000,000 | ||
Net proceeds from shares | $ 25,000,000 | ||
Share repurchases | 0 | ||
Employee Stock [Member] | Call Option [Member] | |||
Schedule Of Share Based Compensation Arrangements [Line Items] | |||
Share-based compensation expense | 16,000,000 | $ 12,000,000 | $ 8,000,000 |
Income tax benefit related to share-based compensation expense | $ 6,000,000 | $ 4,000,000 | $ 3,000,000 |
Minimum [Member] | Time Options [Member] | |||
Schedule Of Share Based Compensation Arrangements [Line Items] | |||
Options vesting and exercisable period | 4 years | ||
Minimum [Member] | Performance Options [Member] | |||
Schedule Of Share Based Compensation Arrangements [Line Items] | |||
Options vesting and exercisable period | 4 years | ||
Minimum [Member] | Restricted Shares [Member] | |||
Schedule Of Share Based Compensation Arrangements [Line Items] | |||
Share-based compensation, vesting period | 2 years | ||
Minimum [Member] | Employee Stock [Member] | |||
Schedule Of Share Based Compensation Arrangements [Line Items] | |||
Shares reserved for issuance under Stock Incentive Plan | 31,500,000 | ||
Maximum [Member] | Time Options [Member] | |||
Schedule Of Share Based Compensation Arrangements [Line Items] | |||
Options vesting and exercisable period | 5 years | ||
Maximum [Member] | Performance Options [Member] | |||
Schedule Of Share Based Compensation Arrangements [Line Items] | |||
Options vesting and exercisable period | 5 years | ||
Maximum [Member] | Restricted Shares [Member] | |||
Schedule Of Share Based Compensation Arrangements [Line Items] | |||
Share-based compensation, vesting period | 5 years | ||
Maximum [Member] | Employee Stock [Member] | |||
Schedule Of Share Based Compensation Arrangements [Line Items] | |||
Shares reserved for issuance under Stock Incentive Plan | 53,200,000 |
Share-Based Compensation and 77
Share-Based Compensation and US Foods Common Stock Issuances - Weighted-Average Assumptions for Options Granted (Detail) - Employee Stock Option [Member] | 12 Months Ended | |
Jan. 02, 2016 | Dec. 28, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected volatility | 36.60% | 35.00% |
Expected dividends | 0.00% | 0.00% |
Risk-free interest rate | 1.60% | 1.00% |
Expected term (in years) | 4 years 9 months 18 days | 6 years 3 months 18 days |
Share-Based Compensation and 78
Share-Based Compensation and US Foods Common Stock Issuances - Weighted-Average Assumptions for Options Granted (Parenthetical) (Detail) | 12 Months Ended | |
Jan. 02, 2016 | Dec. 28, 2013 | |
Employee Stock Option [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation, term | 10 years | 10 years |
Share-Based Compensation and 79
Share-Based Compensation and US Foods Common Stock Issuances - Summary of Options Outstanding (Detail) - $ / shares | 12 Months Ended | ||
Jan. 02, 2016 | Dec. 27, 2014 | Dec. 28, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Outstanding, beginning balance | 22,441,859 | ||
Options granted | 4,259,256 | 0 | |
Options exercised | (3,932,864) | ||
Options forfeited | (1,587,620) | ||
Outstanding, ending balance | 21,180,631 | 22,441,859 | |
Outstanding, vested and exercisable | 16,394,569 | ||
Average Fair Value Outstanding, beginning balance | $ 1.89 | ||
Average Fair Value granted | 2.56 | $ 0 | $ 2.22 |
Average Fair Value exercised | 1.85 | ||
Average Fair Value forfeited | 2.11 | ||
Average Fair Value Outstanding, ending balance | 2.02 | 1.89 | |
Average Fair Value Vested and exercisable | 1.87 | ||
Average Exercise Price Outstanding, beginning balance | 5.13 | ||
Average Exercise Price granted | 6.40 | ||
Average Exercise Price exercised | 5.03 | ||
Average Exercise Price forfeited | 5.85 | ||
Average Exercise Price Outstanding, ending balance | 5.47 | $ 5.13 | |
Average Exercise Price Vested and exercisable | $ 5.04 | ||
Remaining contractual term, Outstanding | 5 years 3 months 18 days | ||
Remaining contractual term, Vested and exercisable | 4 years 3 months 18 days | ||
Time Options [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Outstanding, beginning balance | 12,292,713 | ||
Options granted | 2,393,585 | ||
Options exercised | (2,088,980) | (12,000) | (1,233,972) |
Options forfeited | (763,520) | ||
Outstanding, ending balance | 11,833,798 | 12,292,713 | |
Outstanding, vested and exercisable | 8,461,277 | ||
Performance Options [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Outstanding, beginning balance | 10,149,146 | ||
Options granted | 1,865,671 | ||
Options exercised | (1,843,884) | (10,000) | (1,233,972) |
Options forfeited | (824,100) | ||
Outstanding, ending balance | 9,346,833 | 10,149,146 | |
Outstanding, vested and exercisable | 7,895,792 |
Share-Based Compensation and 80
Share-Based Compensation and US Foods Common Stock Issuances - Summary of Nonvested Restricted Shares (Detail) - Restricted Shares [Member] - $ / shares | 12 Months Ended | |
Jan. 02, 2016 | Dec. 28, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Beginning balance | 175,390 | |
Granted | 0 | |
Vested | (132,556) | |
Forfeited | (23,834) | |
Ending balance | 19,000 | |
Beginning balance | $ 5.82 | |
Weighted Average Fair Value Granted | 0 | $ 6 |
Weighted Average Fair Value Vested | 5.77 | |
Weighted Average Fair Value Forfeited | 5.92 | |
Ending balance | $ 6 |
Share-Based Compensation and 81
Share-Based Compensation and US Foods Common Stock Issuances - Summary of Nonvested Restricted Stock Units (Detail) | 12 Months Ended |
Jan. 02, 2016$ / sharesshares | |
Restricted Stock Units (RSUs) [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Beginning balance | 1,621,719 |
Granted | 1,479,208 |
Vested | (821,542) |
Forfeited | (288,146) |
Ending balance | 1,991,239 |
Beginning balance | $ / shares | $ 6 |
Granted | $ / shares | 6.62 |
Vested | $ / shares | 6 |
Forfeited | $ / shares | 6.04 |
Ending balance | $ / shares | $ 6.45 |
Time Based Restricted Stock Units [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Beginning balance | 1,106,365 |
Granted | 977,152 |
Vested | (577,438) |
Forfeited | (148,604) |
Ending balance | 1,357,475 |
Performance Restricted Stock Units [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Beginning balance | 515,354 |
Granted | 502,056 |
Vested | (244,104) |
Forfeited | (139,542) |
Ending balance | 633,764 |
Leases - Noncancelable Lease Ag
Leases - Noncancelable Lease Agreements, Minimum Lease Payments (Detail) $ in Thousands | Jan. 02, 2016USD ($) |
Leases [Line Items] | |
2,016 | $ 31,922 |
2,017 | 29,146 |
2,018 | 24,603 |
2,019 | 24,099 |
2,020 | 20,469 |
Thereafter | 35,397 |
Total minimum lease payments (receipts) | 165,636 |
2,016 | (1,026) |
2,017 | (884) |
2,018 | (6) |
2,019 | 0 |
2,020 | 0 |
Thereafter | 0 |
Total minimum lease payments (receipts) | (1,916) |
2,016 | 86,187 |
2,017 | 83,652 |
2,018 | 97,862 |
2,019 | 76,096 |
2,020 | 64,062 |
Thereafter | 96,173 |
Total minimum lease payments (receipts) | 504,032 |
Obligations Under Capital Leases [Member] | |
Leases [Line Items] | |
2,016 | 51,022 |
2,017 | 51,121 |
2,018 | 68,996 |
2,019 | 47,334 |
2,020 | 38,784 |
Thereafter | 46,348 |
Total minimum lease payments (receipts) | 303,605 |
Less amount representing interest | (33,199) |
Present value of minimum lease payments | 270,406 |
Unfunded Lease Obligation [Member] | |
Leases [Line Items] | |
2,016 | 4,269 |
2,017 | 4,269 |
2,018 | 4,269 |
2,019 | 4,663 |
2,020 | 4,809 |
Thereafter | 14,428 |
Total minimum lease payments (receipts) | 36,707 |
Less amount representing interest | (9,704) |
Present value of minimum lease payments | $ 27,003 |
Leases - Additional Information
Leases - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Jan. 02, 2016 | Dec. 27, 2014 | Dec. 28, 2013 | |
Distribution, Selling and Administrative Costs [Member] | |||
Leases [Line Items] | |||
Total operating lease expense | $ 44 | $ 44 | $ 44 |
Retirement Plans - Components o
Retirement Plans - Components of Net Pension and Other Post Retirement Benefit Costs (Credits) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 02, 2016 | Dec. 27, 2014 | Dec. 28, 2013 | |
Pension Benefits [Member] | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Service cost | $ 32,582 | $ 27,729 | $ 32,773 |
Interest cost | 39,628 | 37,468 | 33,707 |
Expected return on plan assets | (54,881) | (47,396) | (42,036) |
Amortization of prior service cost (credit) | 195 | 198 | 198 |
Amortization of net loss (gain) | 10,394 | 2,294 | 13,288 |
Settlements | 3,358 | 2,370 | 1,778 |
Special termination benefit | 422 | ||
Net periodic other postretirement benefit costs (credits) | 31,698 | 22,663 | 39,708 |
Other Postretirement Plans [Member] | |||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | |||
Service cost | 37 | 79 | 153 |
Interest cost | 264 | 318 | 431 |
Amortization of prior service cost (credit) | (62) | (334) | |
Amortization of net loss (gain) | 14 | (75) | 112 |
Curtailment gain | (2,096) | ||
Net periodic other postretirement benefit costs (credits) | $ 253 | $ (2,108) | $ 696 |
Retirement Plans - Additional I
Retirement Plans - Additional Information (Detail) - USD ($) | Dec. 30, 2015 | Sep. 30, 2015 | Jan. 02, 2016 | Sep. 26, 2015 | Jun. 27, 2015 | Jan. 02, 2016 | Dec. 27, 2014 | Dec. 28, 2013 | Dec. 29, 2012 |
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | |||||||||
Settlement charge included in net periodic pension costs | $ 3,000,000 | $ 2,000,000 | $ 2,000,000 | ||||||
Reduction in benefit obligation | $ 91,000,000 | ||||||||
Curtailment | $ 73,000,000 | ||||||||
Defined benefit actuarial gain | 73,000,000 | ||||||||
Company's anticipated contributions | 36,000,000 | ||||||||
Withdrawal liabilities related to multiemployer plan | $ 105,000,000 | 105,000,000 | |||||||
Estimated multiemployer pension withdrawal liabilities | 33,630,000 | 32,044,000 | 30,858,000 | ||||||
Restructuring liabilities | 118,844,000 | $ 118,844,000 | 56,881,000 | 71,218,000 | $ 77,298,000 | ||||
Zone Red [Member] | |||||||||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | |||||||||
Criteria established under the Internal Revenue Code, funded status percentage | Less than 65 percent | ||||||||
Zone Yellow [Member] | |||||||||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | |||||||||
Criteria established under the Internal Revenue Code, funded status percentage | Between 65 and less than 80 percent | ||||||||
Zone Green [Member] | |||||||||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | |||||||||
Criteria established under the Internal Revenue Code, funded status percentage | At least 80 percent | ||||||||
Multi Employer Pension Withdrawal Liabilities [Member] | |||||||||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | |||||||||
Restructuring liabilities | 36,000,000 | $ 36,000,000 | |||||||
Facility Closing Costs [Member] | |||||||||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | |||||||||
Withdrawal liabilities related to multiemployer plan | 86,000,000 | 86,000,000 | |||||||
Restructuring liabilities | $ 210,000 | 210,000 | 431,000 | 2,146,000 | $ 3,177,000 | ||||
Baltimore Maryland Distribution Facility [Member] | Multi Employer Pension Withdrawal Liabilities [Member] | |||||||||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | |||||||||
Estimated multiemployer pension withdrawal liabilities | $ 50,000,000 | $ 50,000,000 | |||||||
Central States Teamsters Union Pension Plan [Member] | Related Facilities Union Contracts [Member] | |||||||||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | |||||||||
Estimated multiemployer pension withdrawal liabilities | $ 97,000,000 | ||||||||
Equity Securities [Member] | |||||||||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | |||||||||
Define benefit target plan assets allocations | 50.00% | ||||||||
Define benefit actual plan assets allocations | 51.00% | 51.00% | |||||||
Debt Securities [Member] | |||||||||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | |||||||||
Define benefit target plan assets allocations | 50.00% | ||||||||
Define benefit actual plan assets allocations | 49.00% | 49.00% | |||||||
Other Postretirement Plans [Member] | |||||||||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | |||||||||
Curtailment gain resulting | 2,096,000 | ||||||||
Curtailment | 3,612,000 | ||||||||
Defined benefit actuarial gain | $ 1,035,000 | $ (986,000) | $ 2,198,000 | ||||||
Defined Contribution Plan 401K [Member] | |||||||||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | |||||||||
Matching contributions | 50.00% | 50.00% | 50.00% | ||||||
Future minimum percentage of annual contribution under related facilities | 6.00% | 6.00% | 6.00% | ||||||
Company's contributions to plan | 32,000,000 | $ 26,000,000 | $ 25,000,000 | ||||||
Discretionary contributions | 0 | $ 0 | $ 0 | ||||||
Maximum [Member] | |||||||||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | |||||||||
Change in health care trend rate | $ 1,000,000 | ||||||||
Maximum [Member] | Defined Contribution Plan 401K [Member] | |||||||||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | |||||||||
Matching contributions | 4.00% | ||||||||
First Three Percent Of Participants Compensation [Member] | Defined Contribution Plan 401K [Member] | |||||||||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | |||||||||
Future minimum percentage of annual contribution under related facilities | 3.00% | ||||||||
Matching contributions | 100.00% | ||||||||
Next Two Percent Of Participants Compensation [Member] | Defined Contribution Plan 401K [Member] | |||||||||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | |||||||||
Future minimum percentage of annual contribution under related facilities | 2.00% | ||||||||
Matching contributions | 50.00% | ||||||||
Minimum [Member] | Central States Teamsters Union Pension Plan [Member] | Related Facilities Union Contracts [Member] | |||||||||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | |||||||||
Future minimum percentage of annual contribution under related facilities | 90.00% |
Retirement Plans - Changes in P
Retirement Plans - Changes in Plan Assets and Benefit Obligations (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 02, 2016 | Dec. 27, 2014 | Dec. 28, 2013 | |
Changes recognized in other comprehensive income (loss): | |||
Net amount recognized | $ (51,178) | $ 155,362 | $ (122,963) |
Pension Benefits [Member] | |||
Changes recognized in other comprehensive income (loss): | |||
Actuarial gain (loss) | (3,171) | (160,345) | 112,816 |
Curtailment | 73,191 | ||
Amortization of prior service cost (credit) | 195 | 198 | 198 |
Amortization of net (gain) loss | 10,394 | 2,294 | 13,288 |
Settlements | 3,358 | 2,370 | 1,778 |
Net amount recognized | 83,967 | (155,483) | 128,080 |
Other Postretirement Plans [Member] | |||
Changes recognized in other comprehensive income (loss): | |||
Actuarial gain (loss) | 1,035 | (986) | 2,198 |
Curtailment | (2,096) | ||
Prior service (cost) credit | (1,291) | 3,612 | |
Amortization of prior service cost (credit) | (62) | (334) | |
Amortization of net (gain) loss | 14 | (75) | 112 |
Net amount recognized | $ (304) | $ 121 | $ 2,310 |
Retirement Plans - Funded Statu
Retirement Plans - Funded Status of the Defined Benefit Plans (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Jan. 02, 2016 | Dec. 27, 2014 | Dec. 28, 2013 |
Change in benefit obligation: | ||||
Actuarial (gain) loss | $ (73,000) | |||
Curtailment | $ (73,000) | |||
Settlements | $ (2,370) | $ (1,778) | ||
Change in plan assets: | ||||
Fair value of plan assets at beginning of period | 749,166 | |||
Fair value of plan assets at end of period | 742,341 | 749,166 | ||
Amounts recognized in the consolidated balance sheets consist of the following: | ||||
Accrued benefit obligation-noncurrent | (126,448) | (227,106) | ||
Pension Benefits [Member] | ||||
Change in benefit obligation: | ||||
Benefit obligation at beginning of period | 970,469 | 733,752 | 795,989 | |
Service cost | 32,582 | 27,729 | 32,773 | |
Interest cost | 39,628 | 37,468 | 33,707 | |
Actuarial (gain) loss | (73,282) | 199,807 | (98,962) | |
Curtailment | (73,191) | |||
Settlements | (15,287) | (11,517) | (13,186) | |
Special termination benefit | 422 | |||
Benefit disbursements | (18,455) | (16,770) | (16,569) | |
Benefit obligation at end of period | 862,886 | 970,469 | 733,752 | |
Change in plan assets: | ||||
Fair value of plan assets at beginning of period | 749,166 | 641,749 | 566,768 | |
Return on plan assets | (21,572) | 86,857 | 55,890 | |
Employer contribution | 48,489 | 48,847 | 48,846 | |
Settlements | (15,287) | (11,517) | (13,186) | |
Benefit disbursements | (18,455) | (16,770) | (16,569) | |
Fair value of plan assets at end of period | 742,341 | 749,166 | 641,749 | |
Net amount recognized | (120,545) | (221,303) | (92,003) | |
Amounts recognized in the consolidated balance sheets consist of the following: | ||||
Accrued benefit obligation-current | (546) | (453) | (401) | |
Accrued benefit obligation-noncurrent | (119,999) | (220,850) | (91,602) | |
Net amount recognized in the consolidated balance sheets | (120,545) | (221,303) | (92,003) | |
Amounts recognized in Accumulated other comprehensive loss consist of the following: | ||||
Prior service cost | (438) | (634) | (832) | |
Net gain (loss) | (147,675) | (231,446) | (75,765) | |
Net gain (loss) recognized in Accumulated other comprehensive income | (148,113) | (232,080) | (76,597) | |
Accumulated benefit obligation | 854,858 | 888,937 | 679,225 | |
Unfunded prepaid (accrued) pension cost | 27,568 | 10,777 | (15,406) | |
Amounts expected to be amortized from Accumulated other comprehensive loss in the next fiscal year: | ||||
Net loss (gain) | 7,210 | |||
Prior service cost | 157 | |||
Net expected to be amortized | 7,367 | |||
Other Postretirement Plans [Member] | ||||
Change in benefit obligation: | ||||
Benefit obligation at beginning of period | 6,789 | 9,375 | 11,357 | |
Service cost | 37 | 79 | 153 | |
Interest cost | 264 | 318 | 431 | |
Employee contributions | 209 | 215 | 219 | |
Actuarial (gain) loss | (1,035) | 986 | (2,198) | |
Curtailment | (3,612) | |||
Plan amendment | 1,291 | |||
Benefit disbursements | (581) | (572) | (587) | |
Benefit obligation at end of period | 6,974 | 6,789 | 9,375 | |
Change in plan assets: | ||||
Employer contribution | 372 | 357 | 369 | |
Employee contributions | 209 | 215 | 219 | |
Benefit disbursements | (581) | (572) | (587) | |
Net amount recognized | (6,974) | (6,789) | (9,375) | |
Amounts recognized in the consolidated balance sheets consist of the following: | ||||
Accrued benefit obligation-current | (525) | (533) | (583) | |
Accrued benefit obligation-noncurrent | (6,449) | (6,256) | (8,792) | |
Net amount recognized in the consolidated balance sheets | (6,974) | (6,789) | (9,375) | |
Amounts recognized in Accumulated other comprehensive loss consist of the following: | ||||
Net gain (loss) | 1,064 | 1,368 | 1,247 | |
Net gain (loss) recognized in Accumulated other comprehensive income | 1,064 | 1,368 | 1,247 | |
Unfunded prepaid (accrued) pension cost | (8,038) | $ (8,157) | $ (10,622) | |
Amounts expected to be amortized from Accumulated other comprehensive loss in the next fiscal year: | ||||
Net loss (gain) | (71) | |||
Prior service cost | 6 | |||
Net expected to be amortized | $ (65) |
Retirement Plans - Assumptions
Retirement Plans - Assumptions to Determine Benefit Obligations at Period-end and Net Pension Costs (Detail) | 12 Months Ended | ||
Jan. 02, 2016 | Dec. 27, 2014 | Dec. 28, 2013 | |
Pension Benefits [Member] | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Benefit obligation, discount rate | 4.64% | 4.25% | 5.19% |
Benefit obligation, annual compensation increase | 3.60% | 3.60% | 3.60% |
Net cost, discount rate | 4.25% | 5.19% | 4.29% |
Net cost, expected return on plan assets | 7.00% | 7.25% | 7.25% |
Net cost, annual compensation increase | 3.60% | 3.60% | 3.60% |
Other Postretirement Plans [Member] | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Benefit obligation, discount rate | 4.40% | 4.05% | 4.80% |
Net cost, discount rate | 4.05% | 4.80% | 3.90% |
Retirement Plans - Assumed Heal
Retirement Plans - Assumed Health Care Trend Rates (Detail) | 12 Months Ended | ||
Jan. 02, 2016 | Dec. 27, 2014 | Dec. 28, 2013 | |
Compensation and Retirement Disclosure [Abstract] | |||
Immediate rate | 7.40% | 7.10% | 7.30% |
Ultimate trend rate | 4.50% | 4.50% | 4.50% |
Year the rate reaches the ultimate trend rate | 2,038 | 2,028 | 2,028 |
Retirement Plans - Schedule of
Retirement Plans - Schedule of Level Three Defined Benefit Plan Assets (Detail) - USD ($) $ in Thousands | Jan. 02, 2016 | Dec. 27, 2014 |
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | $ 742,341 | $ 749,166 |
Investments [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 419,251 | 436,868 |
Total Investments Measured at NAV as a Practical Expedient [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 323,090 | 312,298 |
Cash and Cash Equivalents [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 4,576 | 5,800 |
Mutual Funds [Member] | Domestic Equities [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 33,033 | 32,348 |
Mutual Funds [Member] | International Equity Securities [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 26,760 | 23,199 |
Debt Securities [Member] | Domestic Corporate Debt Securities [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 181,973 | 199,500 |
Debt Securities [Member] | Foreign Corporate Debt Securities [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 18,000 | 25,633 |
Debt Securities [Member] | U.S. Government Securities [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 143,904 | 136,048 |
Debt Securities [Member] | US Government Agencies Debt Securities [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 7,789 | 10,270 |
Debt Securities [Member] | Other Debt Obligations [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 3,216 | 4,070 |
Common Collective Trust Funds [Member] | Domestic Equities [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 264,534 | 259,627 |
Common Collective Trust Funds [Member] | International Equity Securities [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 53,284 | 48,774 |
Common Collective Trust Funds [Member] | Cash Equivalents [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 5,272 | 3,897 |
Level 1 [Member] | Investments [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 64,369 | 61,347 |
Level 1 [Member] | Cash and Cash Equivalents [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 4,576 | 5,800 |
Level 1 [Member] | Mutual Funds [Member] | Domestic Equities [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 33,033 | 32,348 |
Level 1 [Member] | Mutual Funds [Member] | International Equity Securities [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 26,760 | 23,199 |
Level 2 [Member] | Investments [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 354,882 | 375,521 |
Level 2 [Member] | Debt Securities [Member] | Domestic Corporate Debt Securities [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 181,973 | 199,500 |
Level 2 [Member] | Debt Securities [Member] | Foreign Corporate Debt Securities [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 18,000 | 25,633 |
Level 2 [Member] | Debt Securities [Member] | U.S. Government Securities [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 143,904 | 136,048 |
Level 2 [Member] | Debt Securities [Member] | US Government Agencies Debt Securities [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | 7,789 | 10,270 |
Level 2 [Member] | Debt Securities [Member] | Other Debt Obligations [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items] | ||
Fair value of plan assets | $ 3,216 | $ 4,070 |
Retirement Plans - Estimated Fu
Retirement Plans - Estimated Future Benefit Payments (Detail) $ in Thousands | Jan. 02, 2016USD ($) |
Pension Benefits [Member] | |
Defined Benefit Plan Estimated Future Employer Contribution [Line Items] | |
2,016 | $ 35,998 |
2,017 | 37,885 |
2,018 | 37,339 |
2,019 | 41,060 |
2,020 | 42,313 |
Subsequent five years | 221,289 |
Other Postretirement Plans [Member] | |
Defined Benefit Plan Estimated Future Employer Contribution [Line Items] | |
2,016 | 525 |
2,017 | 540 |
2,018 | 555 |
2,019 | 553 |
2,020 | 544 |
Subsequent five years | $ 2,599 |
Retirement Plans - Multiemploye
Retirement Plans - Multiemployer Pension Plans (Detail) | 12 Months Ended | |
Jan. 02, 2016 | Dec. 27, 2014 | |
Central States, Southeast and Southwest Areas Pension Fund [Member] | ||
Multiemployer Plans [Line Items] | ||
EIN | 366,044,243 | |
Plan Number | 1 | |
PPA zone status | Red | Red |
FIP/RP Status Pending / Implemented | Implemented | |
Surcharge Imposed | No | |
Expiration Dates | Feb. 28, 2016 | |
Expiration Dates | Mar. 31, 2020 | |
Western Conference of Teamsters Pension Trust Fund [Member] | ||
Multiemployer Plans [Line Items] | ||
EIN | 916,145,047 | |
Plan Number | 1 | |
PPA zone status | Green | Green |
FIP/RP Status Pending / Implemented | NA | |
Surcharge Imposed | No | |
Expiration Dates | Jan. 10, 2015 | |
Expiration Dates | Sep. 30, 2020 | |
Minneapolis Food Distributing Industry Pension Plan [Member] | ||
Multiemployer Plans [Line Items] | ||
EIN | 416,047,047 | |
Plan Number | 1 | |
PPA zone status | Green | Green |
FIP/RP Status Pending / Implemented | Implemented | |
Surcharge Imposed | No | |
Expiration Dates | Apr. 1, 2017 | |
Teamster Pension Trust Fund of Philadelphia and Vicinity [Member] | ||
Multiemployer Plans [Line Items] | ||
EIN | 231,511,735 | |
Plan Number | 1 | |
PPA zone status | Yellow | Yellow |
FIP/RP Status Pending / Implemented | Implemented | |
Surcharge Imposed | No | |
Expiration Dates | Feb. 10, 2018 | |
Truck Drivers & Helpers Local 355 Pension Fund [Member] | ||
Multiemployer Plans [Line Items] | ||
EIN | 526,043,608 | |
Plan Number | 1 | |
PPA zone status | Yellow | Yellow |
FIP/RP Status Pending / Implemented | Implemented | |
Surcharge Imposed | No | |
Expiration Dates | Mar. 15, 2015 | |
Local 703 I.B. of T. Grocery and Food Employees Pension Plan [Member] | ||
Multiemployer Plans [Line Items] | ||
EIN | 366,491,473 | |
Plan Number | 1 | |
PPA zone status | Green | Green |
FIP/RP Status Pending / Implemented | NA | |
Surcharge Imposed | No | |
Expiration Dates | Jun. 30, 2018 | |
United Teamsters Trust Fund A [Member] | ||
Multiemployer Plans [Line Items] | ||
EIN | 135,660,513 | |
Plan Number | 1 | |
PPA zone status | Yellow | Yellow |
FIP/RP Status Pending / Implemented | Implemented | |
Surcharge Imposed | No | |
Expiration Dates | May 30, 2019 | |
Warehouse Employees Local 169 and Employers Joint Pension Fund [Member] | ||
Multiemployer Plans [Line Items] | ||
EIN | 236,230,368 | |
Plan Number | 1 | |
PPA zone status | Red | Red |
FIP/RP Status Pending / Implemented | Implemented | |
Surcharge Imposed | No | |
Expiration Dates | Feb. 10, 2018 | |
Warehouse Employees Local No. 570 Pension Fund [Member] | ||
Multiemployer Plans [Line Items] | ||
EIN | 526,048,848 | |
Plan Number | 1 | |
PPA zone status | Green | Green |
FIP/RP Status Pending / Implemented | NA | |
Surcharge Imposed | No | |
Expiration Dates | Mar. 15, 2015 | |
Local 705 I.B. of T. Pension Trust Fund [Member] | ||
Multiemployer Plans [Line Items] | ||
EIN | 366,492,502 | |
Plan Number | 1 | |
PPA zone status | Red | Red |
FIP/RP Status Pending / Implemented | Implemented | |
Surcharge Imposed | No | |
Expiration Dates | Dec. 29, 2018 |
Retirement Plans - Contribution
Retirement Plans - Contributions to Multiemployer Pension Plans (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 02, 2016 | Dec. 27, 2014 | Dec. 28, 2013 | |
Multiemployer Plans [Line Items] | |||
USF Contributions | $ 33,630 | $ 32,044 | $ 30,858 |
Central States, Southeast and Southwest Areas Pension Fund [Member] | |||
Multiemployer Plans [Line Items] | |||
USF Contributions | 4,115 | $ 3,930 | $ 3,908 |
USF Contributions Exceed 5% of Total Plan contribution | false | false | |
Western Conference of Teamsters Pension Trust Fund [Member] | |||
Multiemployer Plans [Line Items] | |||
USF Contributions | 10,227 | $ 9,761 | $ 9,249 |
USF Contributions Exceed 5% of Total Plan contribution | false | false | |
Minneapolis Food Distributing Industry Pension Plan [Member] | |||
Multiemployer Plans [Line Items] | |||
USF Contributions | 5,200 | $ 5,026 | $ 4,565 |
USF Contributions Exceed 5% of Total Plan contribution | true | true | |
Teamster Pension Trust Fund of Philadelphia and Vicinity [Member] | |||
Multiemployer Plans [Line Items] | |||
USF Contributions | 3,461 | $ 3,163 | $ 2,939 |
USF Contributions Exceed 5% of Total Plan contribution | false | false | |
Truck Drivers & Helpers Local 355 Pension Fund [Member] | |||
Multiemployer Plans [Line Items] | |||
USF Contributions | 1,321 | $ 1,373 | $ 1,428 |
USF Contributions Exceed 5% of Total Plan contribution | true | true | |
Local 703 I.B. of T. Grocery and Food Employees Pension Plan [Member] | |||
Multiemployer Plans [Line Items] | |||
USF Contributions | 1,366 | $ 1,282 | $ 1,036 |
USF Contributions Exceed 5% of Total Plan contribution | true | true | |
United Teamsters Trust Fund A [Member] | |||
Multiemployer Plans [Line Items] | |||
USF Contributions | 1,554 | $ 1,537 | $ 1,816 |
USF Contributions Exceed 5% of Total Plan contribution | true | true | |
Warehouse Employees Local 169 and Employers Joint Pension Fund [Member] | |||
Multiemployer Plans [Line Items] | |||
USF Contributions | 897 | $ 907 | $ 981 |
USF Contributions Exceed 5% of Total Plan contribution | true | true | |
Warehouse Employees Local No. 570 Pension Fund [Member] | |||
Multiemployer Plans [Line Items] | |||
USF Contributions | 908 | $ 863 | $ 929 |
USF Contributions Exceed 5% of Total Plan contribution | true | true | |
Local 705 I.B. of T. Pension Trust Fund [Member] | |||
Multiemployer Plans [Line Items] | |||
USF Contributions | 2,729 | $ 2,479 | $ 2,189 |
USF Contributions Exceed 5% of Total Plan contribution | false | false | |
Other Funds [Member] | |||
Multiemployer Plans [Line Items] | |||
USF Contributions | $ 1,852 | $ 1,723 | $ 1,818 |
USF Contributions Exceed 5% of Total Plan contribution | false | false |
Retirement Plans - Contributi94
Retirement Plans - Contributions to Multiemployer Pension Plans (Parenthetical) (Detail) | Jan. 02, 2016 |
Minimum [Member] | |
Multiemployer Plans [Line Items] | |
Minimum Contribution by the employer to multi-employer plans as percentage of total contribution | 5.00% |
Changes in Accumulated Other 95
Changes in Accumulated Other Comprehensive Loss - Schedule of Changes in Accumulated Other Comprehensive Income (Loss) (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Jan. 02, 2016 | Dec. 27, 2014 | Dec. 28, 2013 |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Current period comprehensive income, net of tax | $ 542 | |||
Curtailment | $ (73,000) | |||
Current period comprehensive income (loss), net of tax | $ 51,178 | $ (155,362) | 122,963 | |
Interest Rate Swap Derivative [Member] | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Balance at beginning of period | (542) | |||
Other comprehensive income (loss) before reclassifications | (653) | |||
Amounts reclassified from Other comprehensive income | 2,042 | |||
Total before income tax | 1,389 | |||
Income tax provision | 847 | |||
Current period comprehensive income, net of tax | 542 | |||
Retirement Benefit Obligation [Member] | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Accumulated Other Comprehensive Loss beginning of period | (158,041) | (2,679) | (125,642) | |
Other comprehensive income (loss) before reclassifications | (2,136) | (161,331) | 115,014 | |
Current year prior service (cost) credit | (1,291) | 3,612 | ||
Total before income tax | 83,663 | (155,362) | 130,390 | |
Income tax provision | 32,485 | 7,427 | ||
Current period comprehensive income (loss), net of tax | 51,178 | (155,362) | 122,963 | |
Accumulated Other Comprehensive Loss end of period | (106,863) | (158,041) | (2,679) | |
Retirement Benefit Obligation [Member] | Distribution, Selling and Administrative Costs [Member] | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Amortization of prior service cost (credit) | 133 | (136) | 198 | |
Amortization of net loss | 10,408 | 2,219 | 13,400 | |
Settlements | 3,358 | 2,370 | $ 1,778 | |
Curtailment | $ 73,191 | $ (2,096) |
Changes in Accumulated Other 96
Changes in Accumulated Other Comprehensive Loss - Schedule of Changes in Accumulated Other Comprehensive Income (Loss) (Parenthetical) (Detail) | 12 Months Ended |
Jan. 02, 2016 | |
Interest Rate Swap Derivative [Member] | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |
Expiry of interest rate swap derivative | Jan. 31, 2013 |
Income Taxes - Income Tax (Bene
Income Taxes - Income Tax (Benefit) Provision (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Jan. 02, 2016 | Sep. 26, 2015 | Jun. 27, 2015 | Mar. 28, 2015 | Dec. 27, 2014 | Sep. 27, 2014 | Jun. 28, 2014 | Mar. 29, 2014 | Jan. 02, 2016 | Dec. 27, 2014 | Dec. 28, 2013 | |
Current: | |||||||||||
Federal | $ (93) | $ (146) | $ (64) | ||||||||
State | (133) | 311 | 283 | ||||||||
Current Income tax (benefit) provision | (226) | 165 | 219 | ||||||||
Deferred: | |||||||||||
Federal | (8,765) | 34,168 | 28,824 | ||||||||
State | (713) | 1,635 | 779 | ||||||||
Deferred Income tax (benefit) provision | (9,478) | 35,803 | 29,603 | ||||||||
Total Income tax (benefit) provision | $ (7,940) | $ (32,456) | $ 66,385 | $ (35,693) | $ (5,183) | $ 22,628 | $ 9,360 | $ 9,163 | $ (9,704) | $ 35,968 | $ 29,822 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | 12 Months Ended | |||
Jan. 02, 2016 | Dec. 27, 2014 | Dec. 28, 2013 | Dec. 29, 2012 | |
Income Taxes [Line Items] | ||||
Effective income tax rates | 9.00% | 97.00% | 109.00% | |
Variation of effective tax rate from federal statutory tax rate | 35.00% | 35.00% | 35.00% | |
Deferred tax assets, related to federal and state net operating losses | $ 229,429,000 | $ 217,960,000 | ||
Valuation allowance | 259,859,000 | 232,163,000 | ||
Unrecognized tax benefits that would impact tax rate if recognized | 40,000,000 | 41,000,000 | $ 53,000,000 | |
Unrecognized tax benefits | 44,947,000 | 46,584,000 | 59,291,000 | $ 59,627,000 |
Accrued interest and penalties related to unrecognized tax benefits | 4,000,000 | 2,000,000 | 2,000,000 | |
Research and Development Tax Credit Carryforward [Member] | ||||
Income Taxes [Line Items] | ||||
Minimum tax credit carryforwards | 5,000,000 | |||
Other Tax Benefits [Member] | ||||
Income Taxes [Line Items] | ||||
Unrecognized tax benefits | 36,000,000 | $ 39,000,000 | $ 51,000,000 | |
Federal [Member] | ||||
Income Taxes [Line Items] | ||||
Deferred tax assets, related to federal and state net operating losses | 142,000,000 | |||
Federal Alternative Minimum Tax | 5,400,000 | |||
Minimum tax credit carryforwards | 1,000,000 | |||
Valuation allowance | 164,000,000 | |||
State [Member] | ||||
Income Taxes [Line Items] | ||||
Deferred tax assets, related to federal and state net operating losses | 87,000,000 | |||
State income tax expense | 1,800,000 | |||
Minimum tax credit carryforwards | 5,000,000 | |||
Valuation allowance | 96,000,000 | |||
USF Holding Corp. [Member] | ||||
Income Taxes [Line Items] | ||||
Future Federal taxable income | 273,000,000 | |||
Termination payment received from merger agreement | 300,000,000 | |||
Receivable related to tax sharing agreement | $ 7,000,000 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of (Benefit) Provision for Income Taxes from Continuing Operations (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Jan. 02, 2016 | Sep. 26, 2015 | Jun. 27, 2015 | Mar. 28, 2015 | Dec. 27, 2014 | Sep. 27, 2014 | Jun. 28, 2014 | Mar. 29, 2014 | Jan. 02, 2016 | Dec. 27, 2014 | Dec. 28, 2013 | |
Income Tax Disclosure [Abstract] | |||||||||||
Federal income tax benefit computed at statutory rate | $ (37,831) | $ (12,931) | $ (9,585) | ||||||||
State income taxes-net of federal income tax benefit | (3,299) | (1,532) | (2,415) | ||||||||
Stock-based compensation | 438 | 131 | 5,342 | ||||||||
Non-deductible expenses | 2,911 | 2,592 | 2,153 | ||||||||
Change in the valuation allowance for deferred tax assets | 28,275 | 54,571 | 32,445 | ||||||||
Net operating loss expirations | 2,975 | 2,019 | 1,653 | ||||||||
Tax credits | (8,179) | ||||||||||
Change in unrecognized tax benefit reserve and liability | (2,048) | (1,003) | 158 | ||||||||
Other | (1,125) | 300 | 71 | ||||||||
Total Income tax (benefit) provision | $ (7,940) | $ (32,456) | $ 66,385 | $ (35,693) | $ (5,183) | $ 22,628 | $ 9,360 | $ 9,163 | $ (9,704) | $ 35,968 | $ 29,822 |
Income Taxes - Significant Defe
Income Taxes - Significant Deferred Tax Assets and Liabilities (Detail) - USD ($) $ in Thousands | Jan. 02, 2016 | Dec. 27, 2014 |
Deferred tax assets: | ||
Allowance for doubtful accounts | $ 9,368 | $ 10,794 |
Accrued employee benefits | 33,232 | 30,689 |
Restructuring reserves | 52,548 | 29,500 |
Workers' compensation, general liability and auto liabilities | 64,936 | 62,493 |
Deferred income | 211 | 539 |
Deferred financing costs | 7,751 | 9,466 |
Pension liability | 33,576 | 72,747 |
Net operating loss carryforwards | 229,429 | 217,960 |
Other accrued expenses | 29,286 | 25,300 |
Total gross deferred tax assets | 460,337 | 459,488 |
Less valuation allowance | (259,859) | (232,163) |
Total net deferred tax assets | 200,478 | 227,325 |
Deferred tax liabilities: | ||
Property and equipment | (152,181) | (152,622) |
Inventories | (22,057) | (17,166) |
Intangibles | (487,434) | (487,935) |
Total deferred tax liabilities | (661,672) | (657,723) |
Net deferred tax liability | $ (461,194) | $ (430,398) |
Income Taxes - Net Deferred Tax
Income Taxes - Net Deferred Tax Liability in Balance Sheet (Detail) - USD ($) $ in Thousands | Jan. 02, 2016 | Dec. 27, 2014 |
Income Tax Disclosure [Abstract] | ||
Current deferred tax liability | $ (10,079) | |
Noncurrent deferred tax liability | $ (461,194) | (420,319) |
Net deferred tax liability | $ (461,194) | $ (430,398) |
Income Taxes - Net Operating Lo
Income Taxes - Net Operating Loss Carryforwards Expire (Detail) - USD ($) $ in Thousands | Jan. 02, 2016 | Dec. 27, 2014 |
Operating Loss Carryforwards [Line Items] | ||
Operating Loss Carryforward Federal | $ 142,000 | |
Operating Loss Carryforward State | 87,000 | |
Operating Loss Carryforwards | 229,429 | $ 217,960 |
2016-2020 [Member] | ||
Operating Loss Carryforwards [Line Items] | ||
Operating Loss Carryforward Federal | 8,000 | |
Operating Loss Carryforward State | 15,000 | |
Operating Loss Carryforwards | 23,000 | |
2021-2025 [Member] | ||
Operating Loss Carryforwards [Line Items] | ||
Operating Loss Carryforward State | 44,000 | |
Operating Loss Carryforwards | 44,000 | |
2026-2030 [Member] | ||
Operating Loss Carryforwards [Line Items] | ||
Operating Loss Carryforward Federal | 100,000 | |
Operating Loss Carryforward State | 21,000 | |
Operating Loss Carryforwards | 121,000 | |
2031-2035 [Member] | ||
Operating Loss Carryforwards [Line Items] | ||
Operating Loss Carryforward Federal | 34,000 | |
Operating Loss Carryforward State | 7,000 | |
Operating Loss Carryforwards | $ 41,000 |
Income Taxes - Summary of Activ
Income Taxes - Summary of Activity in Valuation Allowance (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 02, 2016 | Dec. 27, 2014 | Dec. 28, 2013 | |
Income Tax Disclosure [Abstract] | |||
Balance at beginning of period | $ 232,163 | $ 117,227 | $ 128,844 |
Charged to expense | 28,275 | 54,571 | 32,445 |
Other comprehensive income | 60,340 | (43,079) | |
Other | (579) | 25 | (983) |
Balance at end of period | $ 259,859 | $ 232,163 | $ 117,227 |
Income Taxes - Reconciliatio104
Income Taxes - Reconciliation of Unrecognized Tax Benefits (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 02, 2016 | Dec. 27, 2014 | Dec. 28, 2013 | |
Income Tax Disclosure [Abstract] | |||
Unrecognized tax benefits, beginning balance | $ 46,584 | $ 59,291 | $ 59,627 |
Gross decreases due to positions taken in prior years | (4,856) | (11,392) | |
Gross increases due to positions taken in prior years | 46 | ||
Gross increases due to positions taken in current year | 63 | 76 | |
Decreases due to lapses of statute of limitations | (228) | (362) | (207) |
Decreases due to changes in tax rates | (1,016) | (251) | |
Increases due to changes in tax rates | 168 | ||
Positions assumed in business acquisition | 3,279 | ||
Unrecognized tax benefits, ending balance | $ 44,947 | $ 46,584 | $ 59,291 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | ||||
Apr. 30, 2015 | Jan. 02, 2016 | Dec. 27, 2014 | Jan. 27, 2014 | Sep. 30, 2011 | Dec. 31, 2008 | |
Gain Contingencies [Line Items] | ||||||
Purchase commitments remainder of the year | $ 941,000 | |||||
Purchase commitments due in next twelve months | 714,000 | |||||
Purchase commitments | 130,000 | |||||
Purchase obligation, due in third year | 97,000 | |||||
Litigation settlement amount | $ 16,000 | 16,000 | ||||
Insurance recovery benefit | 20,083 | |||||
Insurance recoveries related to cash flows from investing activities | 2,771 | $ 4,000 | $ 4,000 | |||
Insurance recoveries related to cash flows from operating activities | 23,243 | 10,000 | ||||
Distribution, Selling and Administrative Costs [Member] | ||||||
Gain Contingencies [Line Items] | ||||||
Insurance recovery benefit | 11,000 | |||||
Electricity [Member] | ||||||
Gain Contingencies [Line Items] | ||||||
Purchase commitments | 13,000 | |||||
Eagan Labor Dispute [Member] | ||||||
Gain Contingencies [Line Items] | ||||||
Recorded liability for related multiemployer pension withdrawal liability | $ 40,000 | |||||
Additional liability incurred for settlement of claims | $ 17,000 | |||||
Insurance Recoveries-Tornado Loss [Member] | ||||||
Gain Contingencies [Line Items] | ||||||
Initial payments received | 26,000 | 14,000 | ||||
Insurance recoveries received | 20,000 | $ 6,000 | ||||
Insurance Recoveries-Tornado Loss [Member] | Distribution, Selling and Administrative Costs [Member] | ||||||
Gain Contingencies [Line Items] | ||||||
Insurance recovery benefit | 11,000 | |||||
Diesel Fuel [Member] | ||||||
Gain Contingencies [Line Items] | ||||||
Purchase commitments | $ 132,000 |
Guarantor and Non-Guarantor 106
Guarantor and Non-Guarantor Condensed Consolidating Financial Information - Schedule of Condensed Consolidating Balance Sheet (Detail) - USD ($) $ in Thousands | Jan. 02, 2016 | Dec. 27, 2014 | Dec. 28, 2013 | Dec. 29, 2012 |
Condensed Balance Sheet Statements, Captions [Line Items] | ||||
Accounts receivable-net | $ 1,233,978 | $ 1,252,738 | ||
Inventories | 1,112,967 | 1,050,898 | ||
Other current assets | 413,247 | 516,463 | ||
Property and equipment-net | 1,768,885 | 1,726,583 | ||
GOODWILL | 3,875,719 | 3,835,477 | ||
Other intangibles-net | 477,601 | 602,827 | ||
Intercompany receivables | 7,193 | |||
Other assets | 56,721 | 37,552 | ||
TOTAL ASSETS | 8,946,311 | 9,022,538 | ||
Accounts payable | 1,078,865 | 1,159,160 | ||
Other current liabilities | 723,339 | 666,427 | ||
Long-term debt | 4,682,149 | 4,661,697 | ||
Other liabilities | 848,107 | 870,538 | ||
Shareholder's equity | 1,613,851 | 1,664,716 | $ 1,881,687 | $ 1,814,556 |
TOTAL LIABILITIES AND SHAREHOLDER'S EQUITY | 8,946,311 | 9,022,538 | ||
Eliminations [Member] | ||||
Condensed Balance Sheet Statements, Captions [Line Items] | ||||
Investments in subsidiaries | (1,443,599) | (1,360,497) | ||
Intercompany receivables | (689,995) | (647,466) | ||
Other assets | (23,200) | (23,200) | ||
TOTAL ASSETS | (2,156,794) | (2,031,163) | ||
Intercompany payables | (689,995) | (647,466) | ||
Other liabilities | (23,200) | (23,200) | ||
Shareholder's equity | (1,443,599) | (1,360,497) | ||
TOTAL LIABILITIES AND SHAREHOLDER'S EQUITY | (2,156,794) | (2,031,163) | ||
US Foods, Inc. [Member] | ||||
Condensed Balance Sheet Statements, Captions [Line Items] | ||||
Accounts receivable-net | 279,067 | 295,467 | ||
Inventories | 1,056,438 | 995,175 | ||
Other current assets | 327,283 | 432,891 | ||
Property and equipment-net | 970,387 | 913,109 | ||
GOODWILL | 3,875,719 | 3,835,477 | ||
Other intangibles-net | 477,601 | 602,827 | ||
Investments in subsidiaries | 1,443,599 | 1,360,497 | ||
Other assets | 27,589 | 31,028 | ||
TOTAL ASSETS | 8,457,683 | 8,466,471 | ||
Accounts payable | 1,042,483 | 1,118,298 | ||
Other current liabilities | 699,525 | 645,659 | ||
Long-term debt | 3,576,719 | 3,525,391 | ||
Intercompany payables | 659,953 | 624,413 | ||
Other liabilities | 865,152 | 887,994 | ||
Shareholder's equity | 1,613,851 | 1,664,716 | ||
TOTAL LIABILITIES AND SHAREHOLDER'S EQUITY | 8,457,683 | 8,466,471 | ||
Guarantors [Member] | ||||
Condensed Balance Sheet Statements, Captions [Line Items] | ||||
Accounts receivable-net | 34,879 | 32,047 | ||
Inventories | 56,529 | 55,723 | ||
Other current assets | 7,018 | 7,680 | ||
Property and equipment-net | 98,396 | 85,790 | ||
Intercompany receivables | 697,188 | 647,466 | ||
Other assets | 10 | 10 | ||
TOTAL ASSETS | 894,020 | 828,716 | ||
Accounts payable | 36,382 | 40,862 | ||
Other current liabilities | 22,435 | 17,594 | ||
Long-term debt | 48,511 | 30,412 | ||
Shareholder's equity | 786,692 | 739,848 | ||
TOTAL LIABILITIES AND SHAREHOLDER'S EQUITY | 894,020 | 828,716 | ||
Non-Guarantors [Member] | ||||
Condensed Balance Sheet Statements, Captions [Line Items] | ||||
Accounts receivable-net | 920,032 | 925,224 | ||
Other current assets | 78,946 | 75,892 | ||
Property and equipment-net | 700,102 | 727,684 | ||
Other assets | 52,322 | 29,714 | ||
TOTAL ASSETS | 1,751,402 | 1,758,514 | ||
Other current liabilities | 1,379 | 3,174 | ||
Long-term debt | 1,056,919 | 1,105,894 | ||
Intercompany payables | 30,042 | 23,053 | ||
Other liabilities | 6,155 | 5,744 | ||
Shareholder's equity | 656,907 | 620,649 | ||
TOTAL LIABILITIES AND SHAREHOLDER'S EQUITY | $ 1,751,402 | $ 1,758,514 |
Guarantor and Non-Guarantor 107
Guarantor and Non-Guarantor Condensed Consolidating Financial Information - Schedule of Condensed Consolidating Statement of Comprehensive Income (Loss) (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Jan. 02, 2016 | Sep. 26, 2015 | Jun. 27, 2015 | Mar. 28, 2015 | Dec. 27, 2014 | Sep. 27, 2014 | Jun. 28, 2014 | Mar. 29, 2014 | Jan. 02, 2016 | Dec. 27, 2014 | Dec. 28, 2013 | |
Condensed Statement of Income Captions [Line Items] | |||||||||||
NET SALES | $ 5,935,281 | $ 5,796,066 | $ 5,842,547 | $ 5,553,638 | $ 5,753,732 | $ 5,911,490 | $ 5,897,944 | $ 5,456,635 | $ 23,127,532 | $ 23,019,801 | $ 22,297,178 |
COST OF GOODS SOLD | 4,856,886 | 4,782,971 | 4,849,862 | 4,624,574 | 4,775,786 | 4,950,661 | 4,933,697 | 4,561,948 | 19,114,293 | 19,222,092 | 18,474,039 |
Gross profit | 1,078,395 | 1,013,095 | 992,685 | 929,064 | 977,946 | 960,829 | 964,247 | 894,687 | 4,013,239 | 3,797,709 | 3,823,139 |
Operating expenses | |||||||||||
Distribution, selling and administrative costs | 3,663,204 | 3,545,453 | 3,494,254 | ||||||||
Restructuring and asset impairment charges (credits) | 172,707 | (50) | 8,386 | ||||||||
Total operating expenses | 1,026,112 | 939,844 | 983,226 | 886,729 | 864,317 | 903,640 | 899,926 | 877,570 | 3,835,911 | 3,545,453 | 3,502,640 |
Operating income | 177,328 | 252,256 | 320,499 | ||||||||
INTEREST EXPENSE - Net | 74,494 | 70,027 | 69,981 | 70,913 | 70,966 | 71,432 | 73,626 | 73,178 | 285,415 | 289,202 | 306,087 |
Loss on extinguishment of debt | 41,796 | ||||||||||
(Loss) income before income taxes | (22,211) | 3,224 | (60,522) | (28,578) | 42,663 | (14,243) | (9,305) | (56,061) | (108,087) | (36,946) | (27,384) |
INCOME TAX (BENEFIT) PROVISION | (7,940) | (32,456) | 66,385 | (35,693) | (5,183) | 22,628 | 9,360 | 9,163 | (9,704) | 35,968 | 29,822 |
Net (loss) income | $ (14,271) | $ 35,680 | $ (126,907) | $ 7,115 | $ 47,846 | $ (36,871) | $ (18,665) | $ (65,224) | (98,383) | (72,914) | (57,206) |
Other comprehensive income (loss) | 51,178 | (155,362) | 123,505 | ||||||||
COMPREHENSIVE INCOME (LOSS) | (47,205) | (228,276) | 66,299 | ||||||||
Eliminations [Member] | |||||||||||
Condensed Statement of Income Captions [Line Items] | |||||||||||
NET SALES | (95,774) | (95,594) | (94,337) | ||||||||
Gross profit | (95,774) | (95,594) | (94,337) | ||||||||
Operating expenses | |||||||||||
Distribution, selling and administrative costs | (113,811) | (114,961) | (112,251) | ||||||||
Total operating expenses | (113,811) | (114,961) | (112,251) | ||||||||
Operating income | 18,037 | 19,367 | 17,914 | ||||||||
Other expense (income)-net | 18,037 | 19,367 | 17,914 | ||||||||
Equity in earnings of subsidiaries | (124,390) | (123,584) | (110,079) | ||||||||
Net (loss) income | (124,390) | (123,584) | (110,079) | ||||||||
COMPREHENSIVE INCOME (LOSS) | (124,390) | (123,584) | (110,079) | ||||||||
US Foods, Inc. [Member] | |||||||||||
Condensed Statement of Income Captions [Line Items] | |||||||||||
NET SALES | 22,512,370 | 22,409,960 | 21,733,839 | ||||||||
COST OF GOODS SOLD | 18,630,267 | 18,736,044 | 18,028,018 | ||||||||
Gross profit | 3,882,103 | 3,673,916 | 3,705,821 | ||||||||
Operating expenses | |||||||||||
Distribution, selling and administrative costs | 3,626,859 | 3,515,516 | 3,454,223 | ||||||||
Restructuring and asset impairment charges (credits) | 172,707 | 6,996 | |||||||||
Total operating expenses | 3,799,566 | 3,515,516 | 3,461,219 | ||||||||
Operating income | 82,537 | 158,400 | 244,602 | ||||||||
INTEREST EXPENSE - Net | 241,710 | 242,872 | 260,939 | ||||||||
Loss on extinguishment of debt | 41,796 | ||||||||||
Other expense (income)-net | 105,035 | 107,442 | 107,433 | ||||||||
(Loss) income before income taxes | (264,208) | (191,914) | (165,566) | ||||||||
INCOME TAX (BENEFIT) PROVISION | (41,435) | 4,584 | 1,719 | ||||||||
Equity in earnings of subsidiaries | 124,390 | 123,584 | 110,079 | ||||||||
Net (loss) income | (98,383) | (72,914) | (57,206) | ||||||||
Other comprehensive income (loss) | 51,178 | (155,362) | 123,505 | ||||||||
COMPREHENSIVE INCOME (LOSS) | (47,205) | (228,276) | 66,299 | ||||||||
Guarantors [Member] | |||||||||||
Condensed Statement of Income Captions [Line Items] | |||||||||||
NET SALES | 615,162 | 609,841 | 563,339 | ||||||||
COST OF GOODS SOLD | 484,026 | 486,048 | 446,021 | ||||||||
Gross profit | 131,136 | 123,793 | 117,318 | ||||||||
Operating expenses | |||||||||||
Distribution, selling and administrative costs | 95,384 | 94,782 | 92,710 | ||||||||
Total operating expenses | 95,384 | 94,782 | 92,710 | ||||||||
Operating income | 35,752 | 29,011 | 24,608 | ||||||||
INTEREST EXPENSE - Net | 1,817 | 1,655 | 768 | ||||||||
Other expense (income)-net | (18,036) | (19,367) | (17,914) | ||||||||
(Loss) income before income taxes | 51,971 | 46,723 | 41,754 | ||||||||
Net (loss) income | 51,971 | 46,723 | 41,754 | ||||||||
COMPREHENSIVE INCOME (LOSS) | 51,971 | 46,723 | 41,754 | ||||||||
Non-Guarantors [Member] | |||||||||||
Condensed Statement of Income Captions [Line Items] | |||||||||||
NET SALES | 95,774 | 95,594 | 94,337 | ||||||||
Gross profit | 95,774 | 95,594 | 94,337 | ||||||||
Operating expenses | |||||||||||
Distribution, selling and administrative costs | 54,772 | 50,116 | 59,572 | ||||||||
Restructuring and asset impairment charges (credits) | 1,390 | ||||||||||
Total operating expenses | 54,772 | 50,116 | 60,962 | ||||||||
Operating income | 41,002 | 45,478 | 33,375 | ||||||||
INTEREST EXPENSE - Net | 41,888 | 44,675 | 44,380 | ||||||||
Other expense (income)-net | (105,036) | (107,442) | (107,433) | ||||||||
(Loss) income before income taxes | 104,150 | 108,245 | 96,428 | ||||||||
INCOME TAX (BENEFIT) PROVISION | 31,731 | 31,384 | 28,103 | ||||||||
Net (loss) income | 72,419 | 76,861 | 68,325 | ||||||||
COMPREHENSIVE INCOME (LOSS) | $ 72,419 | $ 76,861 | $ 68,325 |
Guarantor and Non-Guarantor 108
Guarantor and Non-Guarantor Condensed Consolidating Financial Information - Schedule of Condensed Consolidating Statement of Cash Flows (Detail) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | |||
Jan. 31, 2013 | Jan. 02, 2016 | Dec. 27, 2014 | Jan. 27, 2014 | Dec. 28, 2013 | |
Condensed Cash Flow Statements, Captions [Line Items] | |||||
Net cash provided by operating activities | $ 255,527 | $ 402,190 | $ 402,190 | $ 322,252 | |
CASH FLOWS FROM INVESTING ACTIVITIES: | |||||
Acquisition of business-net | (69,481) | (11,369) | |||
Proceeds from sales of property and equipment | 5,048 | 25,054 | 25,054 | 14,608 | |
Purchases of property and equipment | (187,409) | (147,094) | (147,094) | (191,131) | |
Insurance proceeds related to investing activities | 2,771 | 4,000 | 4,000 | ||
Purchase of industrial revenue bonds | (22,139) | ||||
Net cash used in investing activities | (271,210) | (118,040) | (118,040) | (187,892) | |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||||
Proceeds from debt refinancing | 854,485 | ||||
Proceeds from debt borrowings | 22,139 | ||||
Proceeds from debt borrowings | 22,139 | 898,450 | 898,450 | 1,644,000 | |
Payment for debt financing costs and fees | (3,573) | (421) | (421) | (29,376) | |
Principal payments on debt and capital leases | (109,489) | (1,016,033) | (1,016,033) | (2,278,311) | |
Repurchase of senior subordinated notes | (375,144) | ||||
Contingent consideration paid for acquisitions of businesses | (1,800) | (1,800) | (6,159) | ||
Proceeds from parent company common stock sales | 500 | 197 | 197 | 1,850 | |
Parent company common stock repurchased | (19,992) | (628) | (628) | (8,418) | |
Net cash used in financing activities | (110,415) | (120,235) | (120,235) | (197,073) | |
Net (decrease) increase in cash and cash equivalents | (126,098) | 163,915 | 163,915 | (62,713) | |
CASH AND CASH EQUIVALENTS-Beginning of year | $ 242,457 | 343,659 | 179,744 | 179,744 | 242,457 |
CASH AND CASH EQUIVALENTS-End of year | 179,744 | 217,561 | 343,659 | 343,659 | 179,744 |
US Foods, Inc. [Member] | |||||
Condensed Cash Flow Statements, Captions [Line Items] | |||||
Net cash provided by operating activities | 167,361 | 362,140 | 289,245 | ||
CASH FLOWS FROM INVESTING ACTIVITIES: | |||||
Acquisition of business-net | (69,481) | (11,369) | |||
Proceeds from sales of property and equipment | 5,048 | 8,908 | 7,018 | ||
Purchases of property and equipment | (178,162) | (138,670) | (185,673) | ||
Insurance proceeds related to investing activities | 2,771 | 4,000 | |||
Net cash used in investing activities | (239,824) | (125,762) | (190,024) | ||
CASH FLOWS FROM FINANCING ACTIVITIES: | |||||
Proceeds from debt refinancing | 854,485 | ||||
Proceeds from debt borrowings | 898,410 | 1,644,000 | |||
Payment for debt financing costs and fees | (3,573) | (29,376) | |||
Principal payments on debt and capital leases | (59,489) | (1,010,909) | (2,276,174) | ||
Repurchase of senior subordinated notes | (375,144) | ||||
Contingent consideration paid for acquisitions of businesses | (1,800) | (6,159) | |||
Capital contributions (distributions) | 28,834 | 42,063 | 33,685 | ||
Proceeds from parent company common stock sales | 500 | 197 | 1,850 | ||
Parent company common stock repurchased | (19,992) | (628) | (8,418) | ||
Net cash used in financing activities | (53,720) | (72,667) | (161,251) | ||
Net (decrease) increase in cash and cash equivalents | (126,183) | 163,711 | (62,030) | ||
CASH AND CASH EQUIVALENTS-Beginning of year | 240,902 | 342,583 | 178,872 | 178,872 | 240,902 |
CASH AND CASH EQUIVALENTS-End of year | 178,872 | 216,400 | 342,583 | 342,583 | 178,872 |
Guarantors [Member] | |||||
Condensed Cash Flow Statements, Captions [Line Items] | |||||
Net cash provided by operating activities | 9,331 | 13,623 | 6,902 | ||
CASH FLOWS FROM INVESTING ACTIVITIES: | |||||
Purchases of property and equipment | (9,247) | (8,387) | (5,448) | ||
Net cash used in investing activities | (9,247) | (8,387) | (5,448) | ||
CASH FLOWS FROM FINANCING ACTIVITIES: | |||||
Principal payments on debt and capital leases | (5,034) | (2,137) | |||
Net cash used in financing activities | (5,034) | (2,137) | |||
Net (decrease) increase in cash and cash equivalents | 84 | 202 | (683) | ||
CASH AND CASH EQUIVALENTS-Beginning of year | 1,555 | 1,074 | 872 | 872 | 1,555 |
CASH AND CASH EQUIVALENTS-End of year | $ 872 | 1,158 | 1,074 | 1,074 | 872 |
Non-Guarantors [Member] | |||||
Condensed Cash Flow Statements, Captions [Line Items] | |||||
Net cash provided by operating activities | 78,835 | 26,427 | 26,105 | ||
CASH FLOWS FROM INVESTING ACTIVITIES: | |||||
Proceeds from sales of property and equipment | 16,146 | 7,590 | |||
Purchases of property and equipment | (37) | (10) | |||
Purchase of industrial revenue bonds | (22,139) | ||||
Net cash used in investing activities | (22,139) | 16,109 | 7,580 | ||
CASH FLOWS FROM FINANCING ACTIVITIES: | |||||
Proceeds from debt borrowings | 22,139 | ||||
Proceeds from debt borrowings | 40 | ||||
Payment for debt financing costs and fees | (421) | ||||
Principal payments on debt and capital leases | (50,000) | (90) | |||
Capital contributions (distributions) | (28,834) | (42,063) | (33,685) | ||
Net cash used in financing activities | (56,695) | (42,534) | $ (33,685) | ||
Net (decrease) increase in cash and cash equivalents | 1 | 2 | |||
CASH AND CASH EQUIVALENTS-Beginning of year | 2 | ||||
CASH AND CASH EQUIVALENTS-End of year | $ 3 | $ 2 | $ 2 |
Quarterly Financial Informat109
Quarterly Financial Information (Unaudited) - Quarterly Financial Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Jan. 02, 2016 | Sep. 26, 2015 | Jun. 27, 2015 | Mar. 28, 2015 | Dec. 27, 2014 | Sep. 27, 2014 | Jun. 28, 2014 | Mar. 29, 2014 | Jan. 02, 2016 | Dec. 27, 2014 | Dec. 28, 2013 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
NET SALES | $ 5,935,281 | $ 5,796,066 | $ 5,842,547 | $ 5,553,638 | $ 5,753,732 | $ 5,911,490 | $ 5,897,944 | $ 5,456,635 | $ 23,127,532 | $ 23,019,801 | $ 22,297,178 |
COST OF GOODS SOLD | 4,856,886 | 4,782,971 | 4,849,862 | 4,624,574 | 4,775,786 | 4,950,661 | 4,933,697 | 4,561,948 | 19,114,293 | 19,222,092 | 18,474,039 |
Gross profit | 1,078,395 | 1,013,095 | 992,685 | 929,064 | 977,946 | 960,829 | 964,247 | 894,687 | 4,013,239 | 3,797,709 | 3,823,139 |
Operating expenses | 1,026,112 | 939,844 | 983,226 | 886,729 | 864,317 | 903,640 | 899,926 | 877,570 | 3,835,911 | 3,545,453 | 3,502,640 |
Interest expense-net | 74,494 | 70,027 | 69,981 | 70,913 | 70,966 | 71,432 | 73,626 | 73,178 | 285,415 | 289,202 | 306,087 |
(Loss) income before income taxes | (22,211) | 3,224 | (60,522) | (28,578) | 42,663 | (14,243) | (9,305) | (56,061) | (108,087) | (36,946) | (27,384) |
INCOME TAX (BENEFIT) PROVISION | (7,940) | (32,456) | 66,385 | (35,693) | (5,183) | 22,628 | 9,360 | 9,163 | (9,704) | 35,968 | 29,822 |
Net income (loss) | $ (14,271) | $ 35,680 | $ (126,907) | $ 7,115 | $ 47,846 | $ (36,871) | $ (18,665) | $ (65,224) | $ (98,383) | $ (72,914) | $ (57,206) |
Business Segment Information -
Business Segment Information - Schedule of Quantitative Reconciliation of Adjusted EBITDA (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Jan. 02, 2016 | Sep. 26, 2015 | Jun. 27, 2015 | Mar. 28, 2015 | Dec. 27, 2014 | Sep. 27, 2014 | Jun. 28, 2014 | Mar. 29, 2014 | Jan. 02, 2016 | Dec. 27, 2014 | Dec. 28, 2013 | |
Segment Reporting [Abstract] | |||||||||||
Adjusted EBITDA | $ 875,195 | $ 866,237 | $ 845,393 | ||||||||
Adjustments: | |||||||||||
Sponsor fees | (10,136) | (10,438) | (10,302) | ||||||||
Restructuring and tangible asset impairment charges | (172,707) | 50 | (8,386) | ||||||||
Share-based compensation expense | (15,832) | (11,736) | (8,406) | ||||||||
Net LIFO reserve change | 73,882 | (60,321) | (11,925) | ||||||||
Loss on extinguishment of debt | (41,796) | ||||||||||
Pension settlements | (2,370) | (1,778) | |||||||||
Business transformation costs | (45,583) | (54,135) | (60,800) | ||||||||
Acquisition related costs | (96,972) | (37,905) | (3,522) | ||||||||
Other | (31,272) | (25,577) | (31,587) | ||||||||
EBITDA | 576,575 | 663,805 | 666,891 | ||||||||
Interest expense, net | $ (74,494) | $ (70,027) | $ (69,981) | $ (70,913) | $ (70,966) | $ (71,432) | $ (73,626) | $ (73,178) | (285,415) | (289,202) | (306,087) |
Income tax benefit (provision) | 7,940 | 32,456 | (66,385) | 35,693 | 5,183 | (22,628) | (9,360) | (9,163) | 9,704 | (35,968) | (29,822) |
Depreciation and amortization expense | (399,247) | (411,549) | (388,188) | ||||||||
Net (loss) income | $ (14,271) | $ 35,680 | $ (126,907) | $ 7,115 | $ 47,846 | $ (36,871) | $ (18,665) | $ (65,224) | $ (98,383) | $ (72,914) | $ (57,206) |
Business Segment Information111
Business Segment Information - Schedule of Quantitative Reconciliation of Adjusted EBITDA (Parenthetical) (Detail) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | |
Apr. 30, 2015 | Jan. 02, 2016 | Dec. 27, 2014 | |
Segment Reporting Information [Line Items] | |||
Termination fees in connection with termination of acquisition agreement | $ 12,500 | ||
Brand re-launch and marketing costs | 16,000 | ||
Insurance recovery gain | 20,083 | ||
Litigation settlement amount | $ 16,000 | 16,000 | |
Costs incurred subject to coverage under business interruption | $ 16,000 | ||
Distribution, Selling and Administrative Costs [Member] | |||
Segment Reporting Information [Line Items] | |||
Insurance recovery gain | $ 11,000 |
Business Segment Information112
Business Segment Information - Sales Mix for Company's Product Categories (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Jan. 02, 2016 | Sep. 26, 2015 | Jun. 27, 2015 | Mar. 28, 2015 | Dec. 27, 2014 | Sep. 27, 2014 | Jun. 28, 2014 | Mar. 29, 2014 | Jan. 02, 2016 | Dec. 27, 2014 | Dec. 28, 2013 | |
Product Type Reporting Information [Line Items] | |||||||||||
NET SALES | $ 5,935,281 | $ 5,796,066 | $ 5,842,547 | $ 5,553,638 | $ 5,753,732 | $ 5,911,490 | $ 5,897,944 | $ 5,456,635 | $ 23,127,532 | $ 23,019,801 | $ 22,297,178 |
Meats and Seafood [Member] | |||||||||||
Product Type Reporting Information [Line Items] | |||||||||||
NET SALES | 8,391,997 | 8,326,191 | 7,684,396 | ||||||||
Dry Grocery Products [Member] | |||||||||||
Product Type Reporting Information [Line Items] | |||||||||||
NET SALES | 4,123,584 | 4,152,682 | 4,275,669 | ||||||||
Refrigerated and Frozen Grocery Products [Member] | |||||||||||
Product Type Reporting Information [Line Items] | |||||||||||
NET SALES | 3,582,517 | 3,463,411 | 3,446,308 | ||||||||
Dairy [Member] | |||||||||||
Product Type Reporting Information [Line Items] | |||||||||||
NET SALES | 2,457,516 | 2,555,362 | 2,332,346 | ||||||||
Equipment, Disposables and Supplies [Member] | |||||||||||
Product Type Reporting Information [Line Items] | |||||||||||
NET SALES | 2,171,006 | 2,132,044 | 2,133,899 | ||||||||
Beverage Products [Member] | |||||||||||
Product Type Reporting Information [Line Items] | |||||||||||
NET SALES | 1,279,201 | 1,263,965 | 1,309,303 | ||||||||
Produce [Member] | |||||||||||
Product Type Reporting Information [Line Items] | |||||||||||
NET SALES | $ 1,121,711 | $ 1,126,146 | $ 1,115,257 |
Business Segment Information113
Business Segment Information - Additional Information (Detail) | 12 Months Ended | ||
Jan. 02, 2016 | Dec. 27, 2014 | Dec. 28, 2013 | |
Sales Revenue, Net [Member] | Group Purchasing Organization [Member] | |||
Segment Reporting Information [Line Items] | |||
Concentration risk | 12.00% | 12.00% | 12.00% |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - USD ($) $ / shares in Units, shares in Millions | Mar. 04, 2016 | Jan. 08, 2016 | Jan. 04, 2016 | Dec. 31, 2015 |
Broadline Distributor [Member] | ||||
Subsequent Event [Line Items] | ||||
Business acquisition purchase price | $ 69,000,000 | |||
Subsequent Event [Member] | ||||
Subsequent Event [Line Items] | ||||
Cash distribution paid | $ 374,000,000 | $ 666,000,000 | ||
Line of credit outstanding amount | $ 314,000,000 | |||
Cash distribution paid to Sponsors | $ 657,000,000 | |||
Additional unvested RSUs granted | 729,952 | |||
Outstanding Stock Option Awards and EARs, exercise price reduced | $ 1.35 | |||
Subsequent Event [Member] | Broadline Distributor [Member] | ||||
Subsequent Event [Line Items] | ||||
Business acquisition purchase price | $ 39,000,000 | |||
Subsequent Event [Member] | Maximum [Member] | Broadline Distributor [Member] | ||||
Subsequent Event [Line Items] | ||||
Business acquisition contingent consideration | $ 7,000,000 |