Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Dec. 30, 2023 | Jan. 31, 2024 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Dec. 30, 2023 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q2 | |
Entity Registrant Name | Performance Food Group Company | |
Entity Central Index Key | 0001618673 | |
Entity Current Reporting Status | Yes | |
Current Fiscal Year End Date | --07-02 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 155,585,868 | |
Entity Shell Company | false | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Trading Symbol | PFGC | |
Entity File Number | 001-37578 | |
Entity Tax Identification Number | 43-1983182 | |
Entity Address, Address Line One | 12500 West Creek Parkway | |
Entity Address, City or Town | Richmond | |
Entity Address, State or Province | VA | |
Entity Address, Postal Zip Code | 23238 | |
City Area Code | 804 | |
Local Phone Number | 484-7700 | |
Entity Interactive Data Current | Yes | |
Title of 12(b) Security | Common Stock, $0.01 par value | |
Security Exchange Name | NYSE | |
Entity Incorporation, State or Country Code | DE | |
Document Quarterly Report | true | |
Document Transition Report | false |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Millions | Dec. 30, 2023 | Jul. 01, 2023 |
Current assets: | ||
Cash | $ 16.4 | $ 12.7 |
Accounts receivable, less allowances of $62.7 and $56.3 | 2,298.9 | 2,399.3 |
Inventories, net | 3,342.1 | 3,390 |
Income taxes receivable | 62.4 | 41.7 |
Prepaid expenses and other current assets | 236.5 | 227.8 |
Total current assets | 5,956.3 | 6,071.5 |
Goodwill | 2,418.3 | 2,301 |
Other intangible assets, net | 1,072.5 | 1,028.4 |
Property, plant and equipment, net | 2,465.8 | 2,264 |
Operating lease right-of-use assets | 841 | 703.6 |
Other assets | 158.6 | 130.5 |
Total assets | 12,912.5 | 12,499 |
Current liabilities: | ||
Trade accounts payable and outstanding checks in excess of deposits | 2,423.5 | 2,453.5 |
Accrued expenses and other current liabilities | 837 | 891.5 |
Finance lease obligations—current installments | 118.8 | 102.6 |
Operating lease obligations—current installments | 108.4 | 105.5 |
Total current liabilities | 3,487.7 | 3,553.1 |
Long-term debt | 3,502 | 3,460.1 |
Deferred income tax liability, net | 474.7 | 446.2 |
Finance lease obligations, excluding current installments | 536.1 | 447.3 |
Operating lease obligations, excluding current installments | 773.1 | 628.9 |
Other long-term liabilities | 277.2 | 217.9 |
Total liabilities | 9,050.8 | 8,753.5 |
Commitments and contingencies (Note 10) | ||
Shareholders’ equity: | ||
Common Stock: $0.01 par value per share, 1.0 billion shares authorized, 153.9 million shares issued and outstanding as of December 30, 2023; 154.5 million shares issued and outstanding as of July 1, 2023 | 1.5 | 1.5 |
Additional paid-in capital | 2,786.5 | 2,863 |
Accumulated other comprehensive income, net of tax expense of $2.7 and $4.9 | 7.7 | 14 |
Retained earnings | 1,066 | 867 |
Total shareholders’ equity | 3,861.7 | 3,745.5 |
Total liabilities and shareholders’ equity | $ 12,912.5 | $ 12,499 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions | Dec. 30, 2023 | Jul. 01, 2023 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowances | $ 62.7 | $ 56.3 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued | 153,900,000 | 154,500,000 |
Common stock, shares outstanding | 153,900,000 | 154,500,000 |
Accumulated other comprehensive income, net of tax expense | $ 2.7 | $ 4.9 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Dec. 30, 2023 | Dec. 31, 2022 | |
Income Statement [Abstract] | ||||
Net sales | $ 14,295.7 | $ 13,898.9 | $ 29,234.3 | $ 28,618.2 |
Cost of goods sold | 12,697.6 | 12,399.3 | 25,973.3 | 25,543.5 |
Gross profit | 1,598.1 | 1,499.6 | 3,261 | 3,074.7 |
Operating expenses | 1,424.2 | 1,355.6 | 2,870.9 | 2,739.5 |
Operating profit | 173.9 | 144 | 390.1 | 335.2 |
Other expense, net: | ||||
Interest expense | 61.4 | 55.7 | 117.5 | 106.1 |
Other, net | 0.8 | (7.9) | (2.4) | 3 |
Other expense, net | 62.2 | 47.8 | 115.1 | 109.1 |
Income before taxes | 111.7 | 96.2 | 275 | 226.1 |
Income tax expense | 33.4 | 25.1 | 76 | 59.3 |
Net income | $ 78.3 | $ 71.1 | $ 199 | $ 166.8 |
Weighted-average common shares outstanding: | ||||
Basic | 154.2 | 154.1 | 154.5 | 153.9 |
Diluted | 155.7 | 156.1 | 156.2 | 155.9 |
Earnings per common share: | ||||
Basic | $ 0.51 | $ 0.46 | $ 1.29 | $ 1.08 |
Diluted | $ 0.5 | $ 0.46 | $ 1.27 | $ 1.07 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Dec. 30, 2023 | Dec. 31, 2022 | |
Statement of Comprehensive Income [Abstract] | ||||
Net Income (Loss) | $ 78.3 | $ 71.1 | $ 199 | $ 166.8 |
Interest rate swaps: | ||||
Change in fair value, net of tax | (2.8) | 1.1 | (0.6) | 8.2 |
Reclassification adjustment, net of tax | (3.1) | (2) | (6) | (2.8) |
Foreign currency translation adjustment, net of tax | 1 | 0.9 | 0.3 | (1.5) |
Other comprehensive (loss) income | (4.9) | 0 | (6.3) | 3.9 |
Total comprehensive income | $ 73.4 | $ 71.1 | $ 192.7 | $ 170.7 |
Consolidated Statements of Shar
Consolidated Statements of Shareholders' Equity - USD ($) $ in Millions | Total | Interest Rate Swaps [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Other Comprehensive (Loss) Income [Member] | Accumulated Other Comprehensive (Loss) Income [Member] Interest Rate Swaps [Member] | Retained Earnings [Member] |
Balance Beginning at Jul. 02, 2022 | $ 3,299.5 | $ 1.5 | $ 2,816.8 | $ 11.4 | $ 469.8 | ||
Balance Beginning, shares at Jul. 02, 2022 | 153,600,000 | ||||||
Net Income (Loss) | 166.8 | 166.8 | |||||
Interest rate swaps | 3.9 | $ 5.4 | $ 5.4 | ||||
Foreign currency translation adjustment | (1.5) | (1.5) | |||||
Issuance of common stock under stock-based compensation plans | (8.7) | (8.7) | |||||
Issuance of common stock under stock-based compensation plans, shares | 500,000 | ||||||
Issuance of common stock under employee stock purchase plan | 14.3 | 14.3 | |||||
Issuance of common stock under employee stock purchase plan, shares | 200,000 | ||||||
Stock-based compensation expense | 20.7 | 20.7 | |||||
Balance Ending at Dec. 31, 2022 | 3,496.5 | $ 1.5 | 2,843.1 | 15.3 | 636.6 | ||
Balance Ending, shares at Dec. 31, 2022 | 154,300,000 | ||||||
Balance Beginning at Oct. 01, 2022 | 3,400.7 | $ 1.5 | 2,818.4 | 15.3 | 565.5 | ||
Balance Beginning, shares at Oct. 01, 2022 | 154,000,000 | ||||||
Net Income (Loss) | 71.1 | 71.1 | |||||
Interest rate swaps | 0 | (0.9) | (0.9) | ||||
Foreign currency translation adjustment | 0.9 | 0.9 | |||||
Issuance of common stock under stock-based compensation plans | 0.3 | 0.3 | |||||
Issuance of common stock under stock-based compensation plans, shares | 100,000 | ||||||
Issuance of common stock under employee stock purchase plan | 14.3 | 14.3 | |||||
Issuance of common stock under employee stock purchase plan, shares | 200,000 | ||||||
Stock-based compensation expense | 10.1 | 10.1 | |||||
Balance Ending at Dec. 31, 2022 | 3,496.5 | $ 1.5 | 2,843.1 | 15.3 | 636.6 | ||
Balance Ending, shares at Dec. 31, 2022 | 154,300,000 | ||||||
Balance Beginning at Jul. 01, 2023 | $ 3,745.5 | $ 1.5 | 2,863 | 14 | 867 | ||
Balance Beginning, shares at Jul. 01, 2023 | 154,500,000 | 154,500,000 | |||||
Net Income (Loss) | $ 199 | 199 | |||||
Interest rate swaps | (6.3) | (6.6) | (6.6) | ||||
Foreign currency translation adjustment | 0.3 | 0.3 | |||||
Issuance of common stock under stock-based compensation plans | (17.8) | (17.8) | |||||
Issuance of common stock under stock-based compensation plans, shares | 700,000 | ||||||
Common stock repurchased, shares | (1,300,000) | ||||||
Common stock repurchased | (78.1) | $ (78.1) | (78.1) | ||||
Stock-based compensation expense | 19.4 | 19.4 | |||||
Balance Ending at Dec. 30, 2023 | $ 3,861.7 | $ 1.5 | 2,786.5 | 7.7 | 1,066 | ||
Balance Ending, shares at Dec. 30, 2023 | 153,900,000 | 153,900,000 | |||||
Balance Beginning at Sep. 30, 2023 | $ 3,828.3 | $ 1.5 | 2,826.5 | 12.6 | 987.7 | ||
Balance Beginning, shares at Sep. 30, 2023 | 154,700,000 | ||||||
Net Income (Loss) | 78.3 | 78.3 | |||||
Interest rate swaps | (4.9) | $ (5.9) | $ (5.9) | ||||
Foreign currency translation adjustment | 1 | 1 | |||||
Issuance of common stock under stock-based compensation plans | 0.1 | 0.1 | |||||
Issuance of common stock under stock-based compensation plans, shares | 0 | ||||||
Common stock repurchased, shares | (800,000) | ||||||
Common stock repurchased | 50 | $ (50) | 50 | ||||
Stock-based compensation expense | 9.9 | 9.9 | |||||
Balance Ending at Dec. 30, 2023 | $ 3,861.7 | $ 1.5 | $ 2,786.5 | $ 7.7 | $ 1,066 | ||
Balance Ending, shares at Dec. 30, 2023 | 153,900,000 | 153,900,000 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Millions | 6 Months Ended | |
Dec. 30, 2023 | Dec. 31, 2022 | |
Cash flows from operating activities: | ||
Net income | $ 199 | $ 166.8 |
Adjustments to reconcile net income to net cash provided by operating activities | ||
Depreciation | 170.1 | 153.5 |
Amortization of intangible assets | 102.5 | 90.9 |
Amortization of deferred financing costs | 5.3 | 5.2 |
Provision for losses on accounts receivables | 11.6 | 7.2 |
Change in LIFO reserve | 41 | 51.8 |
Stock compensation expense | 21.7 | 22.9 |
Deferred income tax (benefit) expense | (14.5) | 1.5 |
Change in fair value of derivative assets and liabilities | (3.7) | 15.9 |
Other non-cash activities | (3) | 5.1 |
Changes in operating assets and liabilities, net | ||
Accounts receivable | 107.2 | 147.9 |
Inventories | 32.7 | 90.1 |
Income taxes receivable | (20.7) | (51.6) |
Prepaid expenses and other assets | (40.9) | 9.3 |
Trade accounts payable and outstanding checks in excess of deposits | (46.9) | (202.6) |
Accrued expenses and other liabilities | (7.4) | (89.4) |
Net cash provided by operating activities | 554 | 424.5 |
Cash flows from investing activities: | ||
Purchases of property, plant and equipment | (147.1) | (98.1) |
Net cash paid for acquisitions | (308.1) | (65.8) |
Proceeds from sale of property, plant and equipment and other | 18.8 | 3.6 |
Net cash used in investing activities | (436.4) | (160.3) |
Cash flows from financing activities: | ||
Net borrowings (payments) under ABL Facility | 39 | (232.1) |
Payments under finance lease obligations | (56.5) | (42.8) |
Proceeds from employee stock purchase plan | 0 | 14.3 |
Proceeds from exercise of stock options | 1.1 | 0.4 |
Cash paid for shares withheld to cover taxes | (18.9) | (9.1) |
Repurchases of common stock | (78.1) | 0 |
Other financing activities | (0.3) | (0.3) |
Net cash used in financing activities | (113.7) | (269.6) |
Net increase (decrease) in cash and restricted cash | 3.9 | (5.4) |
Cash and restricted cash, beginning of period | 20 | 18.7 |
Cash and restricted cash, end of period | 23.9 | 13.3 |
Interest | 122.3 | 105 |
Income tax payments net of refunds | $ 109 | $ 105.1 |
Reconciliation of Cash and Rest
Reconciliation of Cash and Restricted Cash - USD ($) $ in Millions | Dec. 30, 2023 | Jul. 01, 2023 | |
Supplemental Cash Flow Elements [Abstract] | |||
Cash | $ 16.4 | $ 12.7 | |
Restricted cash | [1] | 7.5 | 7.3 |
Total cash and restricted cash | $ 23.9 | $ 20 | |
[1] Restricted cash is reported within Other assets and represents the amounts required by insurers to collateralize a part of the deductibles for the Company’s workers’ compensation and liability claims. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Dec. 30, 2023 | Dec. 31, 2022 | |
Pay vs Performance Disclosure | ||||
Net Income (Loss) | $ 78.3 | $ 71.1 | $ 199 | $ 166.8 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Dec. 30, 2023 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Summary of Business Activities
Summary of Business Activities | 6 Months Ended |
Dec. 30, 2023 | |
Accounting Policies [Abstract] | |
Summary of Business Activities | 1. Summary of Business Activities Business Overview Performance Food Group Company, through its subsidiaries, markets and distributes primarily national and company-branded food and food-related products to customer locations across North America. The Company serves both of the major customer types in the restaurant industry: (i) independent customers, and (ii) multi-unit, or “Chain” customers, which include some of the most recognizable family and casual dining restaurant chains, as well as schools, business and industry locations, healthcare facilities, and retail establishments. The Company also specializes in distributing candy, snacks, beverages, cigarettes, other tobacco products, health and beauty care products and other items to vending distributors, big box retailers, theaters, convenience stores, drug stores, grocery stores, travel providers, and hospitality providers. Share Repurchase Program On November 16, 2022, the Board of Directors of the Company authorized a share repurchase program for up to $ 300 million of the Company’s outstanding c ommon stock. This authorization replaced the previously authorized $ 250 million share repurchase program. The share repurchase program has an expiration date of November 16, 2026 and may be amended, s uspended, or discontinued at any time at the Company’s discretion, subject to compliance with applicable laws. During the three months ended December 30, 2023, the Company repurchased and subsequently retired 0.8 million shares of common stock, for a total of $ 50.0 million or an average cost of $ 58.01 per share . During the six months ended December 30, 2023, the Company repurchased and subsequently retired 1.3 million shares of common stock, for a total of $ 78.1 million or an average cost of $ 58.83 per share . As of December 30, 2023, approximately $ 210.6 million remained available for additional share repurchases. |
Summary of Significant Accounti
Summary of Significant Accounting Policies and Estimates | 6 Months Ended |
Dec. 30, 2023 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies and Estimates | 2. Summary of Significant Accounting Policies and Estimates Basis of Presentation The consolidated financial statements have been prepared by the Company, without audit, with the exception of the July 1, 2023 consolidated balance sheet, which was derived from the audited consolidated financial statements included in the Form 10-K. The financial statements include consolidated balance sheets, consolidated statements of operations, consolidated statements of comprehensive income, consolidated statements of shareholders’ equity, and consolidated statements of cash flows. Certain prior period amounts have been reclassified to conform to current period presentation. In the opinion of management, all adjustments, which consist of normal recurring adjustments, except as otherwise disclosed, necessary to present fairly the financial position, results of operations, comprehensive income, shareholders’ equity, and cash flows for all periods presented have been made. The preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the reporting period. The most significant estimates used by management are related to the accounting for the allowance for doubtful accounts, reserve for inventories, impairment testing of goodwill and other intangible assets, acquisition accounting, reserves for claims and recoveries under insurance programs, vendor rebates and other promotional incentives, bonus accruals, depreciation, amortization, determination of useful lives of tangible and intangible assets, leases, and income taxes. Actual results could differ from these estimates. The results of operations are not necessarily indicative of the results to be expected for the full fiscal year. Therefore, these financial statements should be read in conjunction with the audited financial statements and notes thereto included in the Form 10-K. Certain footnote disclosures included in annual financial statements prepared in accordance with GAAP have been condensed or omitted herein pursuant to applicable rules and regulations for interim financial statements. |
Recently Issued Accounting Pron
Recently Issued Accounting Pronouncements | 6 Months Ended |
Dec. 30, 2023 | |
Accounting Changes and Error Corrections [Abstract] | |
Recently Issued Accounting Pronouncements | 3. Recently Issued Accounting Pronouncements Recently Adopted Accounting Pronouncements In September 2022, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Updated (“ASU”) 2022-04, Liabilities— Supplier Finance Programs (Subtopic 405-50): Disclosure of Supplier Finance Program Obligations . The update enhances the transparency of supplier finance programs by requiring the disclosure of the effect of those programs on an entity’s working capital, liquidity, and cash flows. The guidance requires disclosure of the key terms of supplier finance programs as well as the obligation amount outstanding as of the end of the period, a description of where the obligation is presented in the balance sheet and a rollforward of the obligations balance during the period, including the amount of obligations confirmed and the amount of obligations paid. The amendments in this update are to be applied retrospectively to each period in which a balance sheet is presented, except for the amendment on rollforward information, which is applied prospectively. The Company determined that adoption of this update at the beginning of fiscal 2024 has not had a material impact on the Company's consolidated financial statements. In October 2021, the FASB issued ASU 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers . The update improves the accounting for acquired revenue contracts with customers in a business combination by addressing diversity in practice and inconsistency related to recognition of an acquired contract liability and payment terms and their effect on subsequent revenue recognized by the acquirer. The guidance requires that an acquiring entity in a business combination recognize and measure contract assets and contract liabilities acquired in accordance with Topic 606 as if it had originated the contract. The amendments in this update were adopted at the beginning of fiscal 2024 and will be applied prospectively to applicable business combinations. Historically, the contract assets and liabilities included in the Company’s business combinations have been limited to prepaid customer incentives that are immaterial in comparison to total assets acquired. The Company determined that adoption of this update has not had a material impact on the Company's consolidated financial statements. Recently Issued Accounting Pronouncements Not Yet Adopted In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures . The update expands public entities’ segment disclosures by requiring disclosure of significant segment expenses that are regularly provided to the chief operating decision maker and included within each reported measure of segment profit or loss. It further requires disclosure of the amount and description of its composition for other segment items, and interim disclosures of both a reportable segment’s profit or loss and assets. The guidance requires disclosure of the title and position of the chief operating decision maker and how reported measures of segment profit or loss are used to assess performance and allocate resources. This pronouncement is effective for annual periods beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The amendments in this update should be applied retrospectively to each period presented in the consolidated financial statements. The Company is in the process of assessing the impact of this ASU on its future consolidated financial statements. In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures . The update expands public entities’ income tax disclosure requirements primarily by requiring disaggregation of specific categories and reconciling items that meet a quantitative threshold within the rate reconciliation, as well as disaggregation of income taxes paid by jurisdiction. This pronouncement is effective for annual periods beginning after December 15, 2024, with early adoption permitted. The amendments in this update should be applied on a prospective basis, with retrospective application permitted. The Company is in the process of assessing the impact of this ASU on its future consolidated financial statements. |
Revenue Recognition
Revenue Recognition | 6 Months Ended |
Dec. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | 4. Revenue Recognition The Company markets and distributes primarily national and Company-branded food and food-related products to customer locations across North America. The Foodservice segment primarily services restaurants and supplies a “broad line” of products to its customers, including the Company’s Performance Brands and custom-cut meats and seafood, as well as products that are specific to each customer’s menu requirements. Vistar specializes in distributing candy, snacks, beverages, and other items nationally to vending, office coffee service, theater, retail, hospitality, and other channels. The Convenience segment distributes candy, snacks, beverages, cigarettes, other tobacco products, food and foodservice related products, and other items to convenience stores across North America. The Company disaggregates revenue by customer type and product offerings and determined that disaggregating revenue at the segment level achieves the disclosure objective to depict how the nature, amount, timing, and uncertainty of revenue and cash flows are affected by economic factors. Refer to Note 13. Segment Information for external revenue by reportable segment. The Company has customer contracts in which incentives are paid upfront to certain customers. These payments have become industry practice and are not related to financing the customer’s business, nor are they associated with any distinct good or service to be received from the customer. These incentive payments are capitalized and amortized over the life of the contract or the expected life of the customer relationship on a straight-line basis. The Company’s contract asset for these incentives totaled $ 31.6 million and $ 32.5 million as of December 30, 2023 and July 1, 2023 , respectively. |
Business Combinations
Business Combinations | 6 Months Ended |
Dec. 30, 2023 | |
Business Combinations [Abstract] | |
Business Combinations | 5. Business Combinations During the first six months of fiscal 2024, the Company paid cash of $ 308.1 million for two acquisitions. These acquisitions are reported in the Vistar and Corporate and All Other segments. During the first six months of fiscal 2023, the Company paid cash of $ 65.8 million for one acquisition which is reported in the Corporate and All Other segment. These acquisitions did not materially affect the Company's results of operations. Assets acquired and liabilities assumed are recognized at their respective fair values as of the acquisition date. The following table summarizes the preliminary purchase price allocation for each major class of assets acquired and liabilities assumed for the two acquisitions in the first six months of fiscal 2024: (In millions) Fiscal 2024 Net working capital $ 23.6 Goodwill 116.5 Intangible assets with definite lives: Customer relationships 120.2 Trade names and trademarks 21.4 Technology 0.5 Non-Compete 7.8 Property, plant and equipment 72.6 ROU Assets 9.0 Other assets 0.9 Deferred tax liabilities ( 45.5 ) Operating lease obligations ( 9.0 ) Finance lease obligations ( 9.9 ) Total purchase price $ 308.1 Intangible assets consist primarily of customer relationships, trade names, non-compete agreements, and technology with useful lives of two to seven years , and a total weighted-average useful life of 4.6 years. The excess of the estimated fair value of the assets acquired and the liabilities assumed over consideration paid was recorded as $ 116.5 million of goodwill. |
Debt
Debt | 6 Months Ended |
Dec. 30, 2023 | |
Debt Disclosure [Abstract] | |
Debt | 6. Debt The Company is a holding company and conducts its operations through its subsidiaries, which have incurred or guaranteed indebtedness as described below. Debt consisted of the following: (In millions) As of December 30, 2023 As of July 1, 2023 Credit Agreement $ 1,193.0 $ 1,154.0 6.875 % Notes due 2025 , effective interest rate 7.211 % 275.0 275.0 5.500 % Notes due 2027 , effective interest rate 5.930 % 1,060.0 1,060.0 4.250 % Notes due 2029 , effective interest rate 4.439 % 1,000.0 1,000.0 Less: Original issue discount and deferred financing costs ( 26.0 ) ( 28.9 ) Long-term debt 3,502.0 3,460.1 Less: current installments - - Total debt, excluding current installments $ 3,502.0 $ 3,460.1 Credit Agreement PFGC, Inc. (“PFGC”), a wholly-owned subsidiary of the Company, and Performance Food Group, Inc., a wholly-owned subsidiary of PFGC, are parties to the Fifth Amended and Restated Credit Agreement dated September 17, 2021, as amended by the First Amendment to the Fifth Amended and Restated Credit Agreement, dated April 17, 2023 (as amended, the “ABL Facility”), with Wells Fargo Bank, National Association, as Administrative Agent and Collateral Agent, and the other lenders party thereto. The ABL Facility has an aggregate principal amount available of $ 4.0 billion and matures September 17, 2026 . Performance Food Group, Inc. is the lead borrower under the ABL Facility, which is jointly and severally guaranteed by, and secured by the majority of the assets of, PFGC and all material domestic direct and indirect wholly-owned subsidiaries of PFGC (other than the captive insurance subsidiary and other excluded subsidiaries). Availability for loans and letters of credit under the ABL Facility is governed by a borrowing base, determined by the application of specified advance rates against eligible assets, including trade accounts receivable, inventory, owned real properties, and owned transportation equipment. The borrowing base is reduced quarterly by a cumulative fraction of the real properties and transportation equipment values. Advances on accounts receivable and inventory are subject to change based on periodic commercial finance examinations and appraisals, and the real property and transportation equipment values included in the borrowing base are subject to change based on periodic appraisals. Audits and appraisals are conducted at the direction of the administrative agent for the benefit and on behalf of all lenders. Borrowings under the ABL Facility bear interest, at Performance Food Group, Inc.’s option, at (a) the Base Rate (defined as the greatest of (i) a floor rate of 0.00 %, (ii) the federal funds rate in effect on such date plus 0.5 %, (iii) the prime rate on such day, or (iv) one month Term SOFR plus 1.0 %) plus a spread or (b) Adjusted Term SOFR plus a spread. The ABL Facility also provides for an unused commitment fee at a rate of 0.250 % per annum. The following table summarizes outstanding borrowings, availability, and the average interest rate under the Company's ABL Facility: (Dollars in millions) As of December 30, 2023 As of July 1, 2023 Aggregate borrowings $ 1,193.0 $ 1,154.0 Letters of credit 171.5 172.2 Excess availability, net of lenders’ reserves of $ 100.7 and $ 99.7 2,635.5 2,673.8 Average interest rate, excluding impact of interest rate swaps 6.60 % 6.35 % |
Leases
Leases | 6 Months Ended |
Dec. 30, 2023 | |
Leases [Abstract] | |
Leases | 7. Leases The Company determines if an arrangement is a lease at inception and recognizes a financing or operating lease liability and right-of-use asset in the Company’s consolidated balance sheet. Right-of-use assets and lease liabilities for both operating and finance leases are recognized based on present value of lease payments over the lease term at commencement date. When the Company’s leases do not provide an implicit rate, the Company uses the incremental borrowing rate based on the information available at commencement date to determine the present value of lease payments. This rate was determined by using the yield curve based on the Company’s credit rating adjusted for the Company’s specific debt profile and secured debt risk. Leases with an initial term of 12 months or less are not recorded on the balance sheet. The lease expenses for these short-term leases are recognized on a straight-line basis over the lease term. The Company has several lease agreements that contain lease and non-lease components, such as maintenance, taxes, and insurance, which are accounted for separately. The difference between the operating lease right-of-use assets and operating lease liabilities primarily relates to adjustments for deferred rent, favorable leases, and prepaid rent. Subsidiaries of the Company have entered into numerous operating and finance leases for various warehouses, office facilities, equipment, tractors, and trailers. Our leases have remaining lease terms of 1 year to 25 years, some of which include options to extend the leases for up to 10 years , and some of which include options to terminate the leases within 1 year . Certain full-service fleet lease agreements include variable lease payments associated with usage, which are recorded and paid as incurred. When calculating lease liabilities, lease terms will include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. Certain of the leases for tractors, trailers, and other vehicles and equipment provide for residual value guarantees to the lessors. Circumstances that would require the subsidiary to perform under the guarantees include either (1) default on the leases with the leased assets being sold for less than the specified residual values in the lease agreements, or (2) decisions not to purchase the assets at the end of the lease terms combined with the sale of the assets, with sales proceeds less than the residual value of the leased assets specified in the lease agreements. Residual value guarantees under these operating lease agreements typically range between 6 % and 20 % of the value of the leased assets at inception of the lease. These leases have original terms ranging from 5 to 10 years and are set to expire at various dates ranging from 2024 to 2032 . As of December 30, 2023, the undiscounted maximum amount of potential future payments for lease residual value guarantees totaled approximately $ 12.0 million, which would be mitigated by the fair value of the leased assets at lease expiration. The following table presents the location of the right-of-use assets and lease liabilities in the Company's consolidated balance sheet as of December 30, 2023 and July 1, 2023 (in millions), as well as the weighted-average lease term and discount rate for the Company's leases: Leases Consolidated Balance Sheet Location As of As of Assets: Operating Operating lease right-of-use assets $ 841.0 $ 703.6 Finance Property, plant and equipment, net 672.6 566.2 Total lease assets $ 1,513.6 $ 1,269.8 Liabilities: Current Operating Operating lease obligations—current installments $ 108.4 $ 105.5 Finance Finance lease obligations—current installments 118.8 102.6 Non-current Operating Operating lease obligations, excluding current installments 773.1 628.9 Finance Finance lease obligations, excluding current installments 536.1 447.3 Total lease liabilities $ 1,536.4 $ 1,284.3 Weighted average remaining lease term Operating leases 10.0 years 8.7 years Finance leases 5.8 years 5.7 years Weighted average discount rate Operating leases 5.2 % 4.7 % Finance leases 4.7 % 4.2 % The following table presents the location of lease costs in the Company ’s consolidated statement of operations for the periods reported (in millions): Three Months Ended Six Months Ended Lease Cost Statement of Operations Location December 30, 2023 December 31, 2022 December 30, 2023 December 31, 2022 Finance lease cost: Amortization of finance lease assets Operating expenses $ 27.8 $ 21.2 $ 53.8 $ 41.6 Interest on lease liabilities Interest expense 7.6 4.5 14.5 8.7 Total finance lease cost $ 35.4 $ 25.7 $ 68.3 $ 50.3 Operating lease cost Operating expenses 41.8 37.2 80.3 73.9 Short-term lease cost Operating expenses 16.5 16.7 32.8 34.7 Total lease cost $ 93.7 $ 79.6 $ 181.4 $ 158.9 The following table presents the supplemental cash flow information related to leases for the periods reported (in millions): Six Months Ended (In millions) December 30, 2023 December 31, 2022 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 71.9 $ 68.8 Operating cash flows from finance leases 14.5 8.7 Financing cash flows from finance leases 56.5 42.8 Right-of-use assets obtained in exchange for lease obligations: Operating leases 190.2 108.1 Finance leases 151.6 63.2 The following table presents the future minimum lease payments under non-cancelable leases as of December 30, 2023 (in millions): Fiscal Year Operating Leases Finance Leases 2024 $ 76.2 $ 74.2 2025 146.9 144.4 2026 126.4 139.4 2027 114.9 123.3 2028 104.4 97.4 Thereafter 635.3 178.0 Total future minimum lease payments $ 1,204.1 $ 756.7 Less: Interest 322.6 101.8 Present value of future minimum lease payments $ 881.5 $ 654.9 As of December 30, 2023, the Company had additional operating and finance leases that had not yet commenced which total $ 882.1 million in future minimum lease payments. These leases relate primarily to build-to-suit warehouse leases which will replace existing distribution centers and will commence upon building completion with terms of 15 to 25 years. In addition, these leases include vehicle leases expected to commence in fiscal 2024 with lease terms of 2 to 10 years. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 6 Months Ended |
Dec. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | 8. Fair Value of Financial Instruments The carrying values of cash, accounts receivable, outstanding checks in excess of deposits, trade accounts payable, and accrued expenses approximate their fair values because of the relatively short maturities of those instruments. The derivative assets and liabilities are recorded at fair value on the balance sheet. The fair value of long-term debt, which has a carrying value of $ 3,502.0 million and $ 3,460.1 million, is $ 3,417.5 million and $ 3,338.2 million at December 30, 2023 and July 1, 2023 , respectively, and is determined by reviewing current market pricing related to comparable debt issued at the time of the balance sheet date, and is considered a Level 2 measurement. |
Income Taxes
Income Taxes | 6 Months Ended |
Dec. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 9. Income Taxes The determination of the Company’s overall effective tax rate requires significant judgment, the use of estimates, and the interpretation and application of complex tax laws. The effective tax rate reflects the income earned and taxed in various federal, state, and foreign jurisdictions. Tax law changes, increases and decreases in temporary and permanent differences between book and tax items, tax credits, and the Company’s change in income in each jurisdiction all affect the overall effective tax rate. It is the Company’s practice to recognize interest and penalties related to uncertain tax positions in income tax expense. The Company’s effective tax rate was 29.9 % for the three months ended December 30, 2023 and 26.1 % for the three months ended December 31, 2022. The Company's effective tax rate was 27.6 % for the six months ended December 30, 2023 and 26.2 % for the six months ended December 31, 2022. The effective tax rate varies from the 21 % statutory rate primarily due to state taxes, federal credits, and other permanent items. The excess tax benefit of exercised and vested stock awards is treated as a discrete item. The effective tax rate for periods ended December 30, 2023 differed from the prior year periods primarily due to an increase in non-deductible expenses and state and foreign taxes as a percentage of income, partially offset by an increase in deductible discrete items related to stock-based compensation . As of December 30, 2023 and July 1, 2023, the Company had net deferred tax assets of $ 192.8 million and $ 178.5 million, respectively, and deferred tax liabilities of $ 667.5 million and $ 624.7 million, respectively. As of December 30, 2023 and July 1, 2023, the Company had established a valuation allowance of $ 2.2 million and $ 2.1 million, respectively, net of federal benefit, against deferred tax assets related to certain net operating losses and certain other losses which are not likely to be realized due to limitations on utilization. The change in the deferred tax balances and the valuation allowance relates primarily to deferred taxes established in purchase accounting. The Company believes that it is more likely than not that the remaining deferred tax assets will be realized. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Dec. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 1 0. Commitments and Contingencies Purchase Obligations The Company had outstanding contracts and purchase orders of $ 320.4 million related to capital projects and services including purchases of compressed natural gas for its trucking fleet at December 30, 2023. Amounts due under these contracts were not included on the Company’s consolidated balance sheet as of December 30, 2023. Guarantees The Company from time to time enters into certain types of contracts that contingently require it to indemnify various parties against claims from third parties. These contracts primarily relate to: (i) certain real estate leases under which subsidiaries of the Company may be required to indemnify property owners for environmental and other liabilities and other claims arising from their use of the applicable premises; (ii) certain agreements with the Company’s officers, directors, and employees under which the Company may be required to indemnify such persons for liabilities arising out of their employment relationship; and (iii) customer agreements under which the Company may be required to indemnify customers for certain claims brought against them with respect to the supplied products. Generally, a maximum obligation under these contracts is not explicitly stated. Because the obligated amounts associated with these types of agreements are not explicitly stated, the overall maximum amount of the obligation cannot be reasonably estimated. Historically, the Company has not been required to make payments under these obligations and, therefore, no liabilities have been recorded for these obligations in the Company’s consolidated balance sheets. Litigation The Company is engaged in various legal proceedings that have arisen but have not been fully adjudicated. The likelihood of loss arising from these legal proceedings, based on definitions within contingency accounting literature, ranges from remote to reasonably possible to probable. When losses are probable and reasonably estimable, they have been accrued. Based on estimates of the range of potential losses associated with these matters, management does not believe that the ultimate resolution of these proceedings, either individually or in the aggregate, will have a material adverse effect upon the consolidated financial position or results of operations of the Company. However, the final results of legal proceedings cannot be predicted with certainty and, if the Company failed to prevail in one or more of these legal matters, and the associated realized losses were to exceed the Company’s current estimates of the range of potential losses, the Company’s consolidated financial position or results of operations could be materially adversely affected in future periods. JUUL Labs, Inc. Marketing Sales Practices, and Products Liability Litigation. In October 2019, a Multidistrict Litigation action (“MDL”) was initiated in order to centralize litigation against JUUL Labs, Inc. (“JUUL”) and other parties in connection with JUUL’s e-cigarettes and related devices and components in the United States District Court for the Northern District of California. On March 11, 2020, counsel for plaintiffs and the Plaintiffs’ Steering Committee filed a Master Complaint in the MDL ("Master Complaint") naming, among several other entities and individuals including JUUL, Altria Group, Inc., Philip Morris USA, Inc., Altria Client Services LLC, Altria Group Distribution Company, Altria Enterprises LLC, certain members of management and/or individual investors in JUUL, various e-liquid manufacturers, and various retailers, including the Company’s subsidiaries Eby-Brown Company LLC (“Eby-Brown”) and Core-Mark Holding Company, Inc. (“Core-Mark”), as defendants. The Master Complaint also named additional distributors of JUUL products (collectively with Eby-Brown and Core-Mark, the “Distributor Defendants”). The Master Complaint contains various state law claims and alleges that the Distributor Defendants: (i) failed to disclose JUUL’s nicotine contents or the risks associated; (ii) pushed a product designed for a youth market; (iii) engaged with JUUL in planning and marketing its product in a manner designed to maximize the flow of JUUL products; (iv) met with JUUL management in San Francisco, California to further these business dealings; and (v) received incentives and business development funds for marketing and efficient sales. Individual plaintiffs may also file separate and abbreviated Short Form Complaints that incorporate the allegations in the Master Complaint. JUUL and Eby-Brown are parties to a Domestic Wholesale Distribution Agreement dated March 10, 2020 (the "Distribution Agreement"), and JUUL has agreed to defend and indemnify Eby-Brown under the terms of that agreement and is paying Eby-Brown’s outside counsel fees directly. In addition, Core-Mark and JUUL have entered into a Defense and Indemnity Agreement dated March 8, 2021 (the "Defense Agreement") pursuant to which JUUL has agreed to defend and indemnify Core-Mark, and JUUL is paying Core-Mark’s outside counsel fees directly. On December 6, 2022, JUUL announced that it had reached settlements with the plaintiffs in the MDL and related cases that had been consolidated in the U.S. District Court for Northern District of California (the “MDL Settlement”). On January 18, 2023, the parties who were set to participate in the first round of bellwether trials in the MDL submitted a joint status filing with the court in which they notified the court of, among other things, the settlement JUUL reached with the plaintiffs. Per the settlement agreement, the MDL Settlement encompasses the various personal injury, consumer class action, government entity, and Native American tribe claims made against JUUL and includes, among others, all of the Distributor Defendants (including Core-Mark and Eby-Brown) as released parties. The release applicable to the Distributor Defendants, as well as certain other defendants, took effect when JUUL made the first settlement payment on October 27, 2023. The MDL Settlement Master has informed the parties that there are ten plaintiffs who named both Core-Mark and Eby-Brown as defendants who have opted out of the MDL Settlement. Those opt-out plaintiff cases are now in the early stages of discovery and no trial dates have been set. If any of the opt-out plaintiffs continue to litigate their claims apart from the MDL Settlement, the duty of JUUL to defend and indemnify Eby-Brown and Core-Mark remains, and the Company will vigorously defend itself. On September 10, 2021, Michael Lumpkins filed a parallel lawsuit in Illinois state court against several entities, including JUUL, e-liquid manufacturers, various retailers, and various distributors, including Eby-Brown and Core-Mark, alleging similar claims to the claims at issue in the MDL (the “Illinois Litigation”). Because there is no federal jurisdiction for this case, it will proceed in Illinois state court. Plaintiff alleges as damages that his use of JUUL products caused a brain injury that was later exacerbated by medical negligence. The court has not yet entered a case management schedule. Eby-Brown and Core-Mark have filed a substantive motion to dismiss. The defense and indemnity of Eby-Brown and Core-Mark for the Illinois Litigation is covered by the Distribution Agreement and the Defense Agreement, respectively. If the Illinois Litigation is not resolved pursuant to the MDL Settlement or otherwise, the Company will continue to vigorously defend itself. On June 23, 2022, the U.S. Food and Drug Administration (“FDA”) announced it had issued marketing denial orders (“MDOs”) to JUUL for all of its products currently marketed and sold in the U.S. According to the FDA, the MDOs banned the distribution and sale of all JUUL products domestically. That same day, JUUL filed a petition for review of the MDOs with the United States Court of Appeals for the D.C. Circuit. On June 24, 2022, the court of appeals stayed the MDOs and issued a briefing schedule in the case. Thereafter, JUUL informed the FDA that per applicable regulations it would submit a request for supervisory review of the MDOs to the FDA. In response, the FDA notified JUUL that upon further review of the briefing JUUL made to the court of appeals, the FDA determined there are scientific issues unique to JUUL’s Pre-Market Tobacco Application (“PMTA”) that warrant additional review. Accordingly, the FDA entered an administrative stay of the MDOs. If the FDA ultimately decides to maintain or re-issue the MDOs, the administrative stay will remain in place for an additional thirty days to provide JUUL the opportunity to seek further judicial relief. JUUL and the FDA filed a joint motion with the court of appeals to hold the petition for review in abeyance on July 6, 2022, which the court of appeals granted on July 7, 2022. At this time, the Company is unable to predict whether the FDA will approve JUUL’s PMTA or re-issue the MDOs, nor is the Company able to estimate any potential loss or range of loss in the event of an adverse finding against JUUL in any case that falls outside of the MDL Settlement. Tax Liabilities The Company is subject to customary audits by authorities in the jurisdictions where it conducts business in the United States and foreign countries, which may result in assessments of additional taxes. |
Related-Party Transactions
Related-Party Transactions | 6 Months Ended |
Dec. 30, 2023 | |
Related Party Transactions [Abstract] | |
Related-Party Transactions | 11. Related-Party Transactions The Company participates in, and has an equity method investment in, a purchasing alliance that was formed to obtain better pricing, to expand product options, to reduce internal costs, and to achieve greater inventory turnover. The Company’s investment in the purchasing alliance was $ 11.7 million as of December 30, 2023 and $ 9.9 million as of July 1, 2023. For the three-month periods ended December 30, 2023 and December 31, 2022, the Company recorded purchases of $ 521.1 million and $ 467.1 million, respectively, through the purchasing alliance. For the six-month periods ended December 30, 2023 and December 31, 2022, the Company recorded purchases of $ 1,070.6 million and $ 965.6 million, respectively, through the purchasing alliance. |
Earnings Per Common Share
Earnings Per Common Share | 6 Months Ended |
Dec. 30, 2023 | |
Earnings Per Share [Abstract] | |
Earnings Per Common Share | 12. Earnings Per Common Share Basic earnings per common share is computed by dividing net income available to common shareholders by the weighted-average number of common shares outstanding during the period. Diluted earnings per common share is calculated using the weighted-average number of common shares and dilutive potential common shares outstanding during the period. The Company’s potential common shares include outstanding stock-based compensation awards and expected issuable shares under the employee stock purchase plan. In computing diluted earnings per common share, the average closing stock price for the period is used in determining the number of shares assumed to be purchased with the assumed proceeds under the treasury stock method. No potential common shares were considered antidilutive for the three and six months ended December 30, 2023 and December 31, 2022. A reconciliation of the numerators and denominators for the basic and diluted earnings per common share computations is as follows: (In millions, except per share amounts) Three Months Ended Three Months Ended Six Months Ended Six Months Ended Numerator: Net income $ 78.3 $ 71.1 $ 199.0 $ 166.8 Denominator: Weighted-average common shares outstanding 154.2 154.1 154.5 153.9 Dilutive effect of potential common shares 1.5 2.0 1.7 2.0 Weighted-average dilutive shares outstanding 155.7 156.1 156.2 155.9 Basic earnings per common share $ 0.51 $ 0.46 $ 1.29 $ 1.08 Diluted earnings per common share $ 0.50 $ 0.46 $ 1.27 $ 1.07 |
Segment Information
Segment Information | 6 Months Ended |
Dec. 30, 2023 | |
Segment Reporting [Abstract] | |
Segment Information | 13. Segment Informatio n Based on the Company’s organizational structure and how the Company’s management reviews operating results and makes decisions about resource allocation, the Company has three reportable segments: Foodservice, Vistar, and Convenience. The Foodservice segment distributes a broad line of national brands, customer brands, and our proprietary-branded food and food-related products, or “Performance Brands.” Foodservice sells to independent and multi-unit “Chain” restaurants and other institutions such as schools, healthcare facilities, business and industry locations, and retail establishments. Our Chain customers are multi-unit restaurants with five or more locations and include some of the most recognizable family and casual dining restaurant chains. Our Vistar segment specializes in distributing candy, snacks, beverages, and other items nationally to vending, office coffee service, theater, retail, hospitality, and other channels. Our Convenience segment distributes candy, snacks, beverages, cigarettes, other tobacco products, food and foodservice related products, and other items to convenience stores across North America. Corporate & All Other is comprised of corporate overhead and certain operations that are not considered separate reportable segments based on their size. This includes the operations of the Company’s internal logistics unit responsible for managing and allocating inbound logistics revenue and expense. Corporate & All Other may also include capital expenditures for certain information technology projects that are transferred to the segments once placed in service. Intersegment sales represent sales between the segments, which are eliminated in consolidation. (In millions) Foodservice Vistar Convenience Corporate Eliminations Consolidated For the three months ended December 30, 2023 Net external sales $ 7,073.6 $ 1,201.0 $ 5,941.4 $ 79.7 $ — $ 14,295.7 Inter-segment sales 5.7 0.9 — 148.0 ( 154.6 ) — Total sales 7,079.3 1,201.9 5,941.4 227.7 ( 154.6 ) 14,295.7 Depreciation and amortization 72.7 12.8 37.2 20.6 — 143.3 Capital expenditures 61.6 15.2 7.9 9.2 — 93.9 For the three months ended December 31, 2022 Net external sales $ 6,892.1 $ 1,118.3 $ 5,864.1 $ 24.4 $ — $ 13,898.9 Inter-segment sales 4.5 0.6 — 129.6 ( 134.7 ) — Total sales 6,896.6 1,118.9 5,864.1 154.0 ( 134.7 ) 13,898.9 Depreciation and amortization 71.8 10.6 36.5 6.3 — 125.2 Capital expenditures 48.3 1.6 5.9 2.2 — 58.0 (In millions) Foodservice Vistar Convenience Corporate Eliminations Consolidated For the Six Months Ended December 30, 2023 Net external sales $ 14,345.3 $ 2,450.6 $ 12,278.4 $ 160.0 $ — $ 29,234.3 Inter-segment sales 11.0 1.7 — 308.1 ( 320.8 ) — Total sales 14,356.3 2,452.3 12,278.4 468.1 ( 320.8 ) 29,234.3 Depreciation and amortization 143.3 23.2 74.9 31.2 — 272.6 Capital expenditures 92.6 18.6 11.9 24.0 — 147.1 For the Six Months Ended December 31, 2022 Net external sales $ 14,216.1 $ 2,207.6 $ 12,151.0 $ 43.5 $ — $ 28,618.2 Inter-segment sales 10.5 1.4 — 262.8 ( 274.7 ) — Total sales 14,226.6 2,209.0 12,151.0 306.3 ( 274.7 ) 28,618.2 Depreciation and amortization 137.8 21.3 73.3 12.0 — 244.4 Capital expenditures 76.6 4.5 13.5 3.5 — 98.1 Adjusted EBITDA for each reportable segment and Corporate & All Other is presented below along with a reconciliation to consolidated income before taxes. Three Months Ended Six Months Ended December 30, 2023 December 31, 2022 December 30, 2023 December 31, 2022 Foodservice Adjusted EBITDA $ 224.1 $ 214.2 $ 470.1 $ 450.3 Vistar Adjusted EBITDA 93.6 92.2 182.2 166.6 Convenience Adjusted EBITDA 83.5 69.3 178.2 174.9 Corporate & All Other Adjusted EBITDA ( 55.8 ) ( 66.9 ) ( 101.3 ) ( 128.3 ) Depreciation and amortization ( 143.3 ) ( 125.2 ) ( 272.6 ) ( 244.4 ) Interest expense ( 61.4 ) ( 55.7 ) ( 117.5 ) ( 106.1 ) Change in LIFO reserve ( 21.8 ) ( 25.0 ) ( 41.0 ) ( 51.8 ) Stock-based compensation expense ( 11.0 ) ( 11.4 ) ( 21.7 ) ( 22.9 ) (Loss) gain on fuel derivatives ( 1.8 ) 7.3 1.7 ( 2.5 ) Acquisition, integration & reorganization expenses ( 3.9 ) ( 2.8 ) ( 13.7 ) ( 5.8 ) Other adjustments (1) 9.5 0.2 10.6 ( 3.9 ) Income before taxes $ 111.7 $ 96.2 $ 275.0 $ 226.1 (1) Other adjustments include asset impairments, gains and losses on disposal of fixed assets, amounts related to favorable and unfavorable leases, foreign currency transaction gains and losses, and franchise tax expense. Total assets by reportable segment, excluding intercompany receivables between segments, are as follows: (In millions) As of As of Foodservice $ 6,582.5 $ 6,511.6 Vistar 1,434.9 1,292.7 Convenience 4,085.7 4,226.2 Corporate & All Other 809.4 468.5 Total assets $ 12,912.5 $ 12,499.0 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies and Estimates (Policies) | 6 Months Ended |
Dec. 30, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The consolidated financial statements have been prepared by the Company, without audit, with the exception of the July 1, 2023 consolidated balance sheet, which was derived from the audited consolidated financial statements included in the Form 10-K. The financial statements include consolidated balance sheets, consolidated statements of operations, consolidated statements of comprehensive income, consolidated statements of shareholders’ equity, and consolidated statements of cash flows. Certain prior period amounts have been reclassified to conform to current period presentation. In the opinion of management, all adjustments, which consist of normal recurring adjustments, except as otherwise disclosed, necessary to present fairly the financial position, results of operations, comprehensive income, shareholders’ equity, and cash flows for all periods presented have been made. The preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the reporting period. The most significant estimates used by management are related to the accounting for the allowance for doubtful accounts, reserve for inventories, impairment testing of goodwill and other intangible assets, acquisition accounting, reserves for claims and recoveries under insurance programs, vendor rebates and other promotional incentives, bonus accruals, depreciation, amortization, determination of useful lives of tangible and intangible assets, leases, and income taxes. Actual results could differ from these estimates. The results of operations are not necessarily indicative of the results to be expected for the full fiscal year. Therefore, these financial statements should be read in conjunction with the audited financial statements and notes thereto included in the Form 10-K. Certain footnote disclosures included in annual financial statements prepared in accordance with GAAP have been condensed or omitted herein pursuant to applicable rules and regulations for interim financial statements. |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements In September 2022, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Updated (“ASU”) 2022-04, Liabilities— Supplier Finance Programs (Subtopic 405-50): Disclosure of Supplier Finance Program Obligations . The update enhances the transparency of supplier finance programs by requiring the disclosure of the effect of those programs on an entity’s working capital, liquidity, and cash flows. The guidance requires disclosure of the key terms of supplier finance programs as well as the obligation amount outstanding as of the end of the period, a description of where the obligation is presented in the balance sheet and a rollforward of the obligations balance during the period, including the amount of obligations confirmed and the amount of obligations paid. The amendments in this update are to be applied retrospectively to each period in which a balance sheet is presented, except for the amendment on rollforward information, which is applied prospectively. The Company determined that adoption of this update at the beginning of fiscal 2024 has not had a material impact on the Company's consolidated financial statements. In October 2021, the FASB issued ASU 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers . The update improves the accounting for acquired revenue contracts with customers in a business combination by addressing diversity in practice and inconsistency related to recognition of an acquired contract liability and payment terms and their effect on subsequent revenue recognized by the acquirer. The guidance requires that an acquiring entity in a business combination recognize and measure contract assets and contract liabilities acquired in accordance with Topic 606 as if it had originated the contract. The amendments in this update were adopted at the beginning of fiscal 2024 and will be applied prospectively to applicable business combinations. Historically, the contract assets and liabilities included in the Company’s business combinations have been limited to prepaid customer incentives that are immaterial in comparison to total assets acquired. The Company determined that adoption of this update has not had a material impact on the Company's consolidated financial statements. Recently Issued Accounting Pronouncements Not Yet Adopted In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures . The update expands public entities’ segment disclosures by requiring disclosure of significant segment expenses that are regularly provided to the chief operating decision maker and included within each reported measure of segment profit or loss. It further requires disclosure of the amount and description of its composition for other segment items, and interim disclosures of both a reportable segment’s profit or loss and assets. The guidance requires disclosure of the title and position of the chief operating decision maker and how reported measures of segment profit or loss are used to assess performance and allocate resources. This pronouncement is effective for annual periods beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The amendments in this update should be applied retrospectively to each period presented in the consolidated financial statements. The Company is in the process of assessing the impact of this ASU on its future consolidated financial statements. In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures . The update expands public entities’ income tax disclosure requirements primarily by requiring disaggregation of specific categories and reconciling items that meet a quantitative threshold within the rate reconciliation, as well as disaggregation of income taxes paid by jurisdiction. This pronouncement is effective for annual periods beginning after December 15, 2024, with early adoption permitted. The amendments in this update should be applied on a prospective basis, with retrospective application permitted. The Company is in the process of assessing the impact of this ASU on its future consolidated financial statements. |
Revenue Recognition | 4. Revenue Recognition The Company markets and distributes primarily national and Company-branded food and food-related products to customer locations across North America. The Foodservice segment primarily services restaurants and supplies a “broad line” of products to its customers, including the Company’s Performance Brands and custom-cut meats and seafood, as well as products that are specific to each customer’s menu requirements. Vistar specializes in distributing candy, snacks, beverages, and other items nationally to vending, office coffee service, theater, retail, hospitality, and other channels. The Convenience segment distributes candy, snacks, beverages, cigarettes, other tobacco products, food and foodservice related products, and other items to convenience stores across North America. The Company disaggregates revenue by customer type and product offerings and determined that disaggregating revenue at the segment level achieves the disclosure objective to depict how the nature, amount, timing, and uncertainty of revenue and cash flows are affected by economic factors. Refer to Note 13. Segment Information for external revenue by reportable segment. The Company has customer contracts in which incentives are paid upfront to certain customers. These payments have become industry practice and are not related to financing the customer’s business, nor are they associated with any distinct good or service to be received from the customer. These incentive payments are capitalized and amortized over the life of the contract or the expected life of the customer relationship on a straight-line basis. The Company’s contract asset for these incentives totaled $ 31.6 million and $ 32.5 million as of December 30, 2023 and July 1, 2023 , respectively. |
Business Combinations (Tables)
Business Combinations (Tables) | 6 Months Ended |
Dec. 30, 2023 | |
Summary of Purchase Price Allocation of Major Class of Assets Acquired and Liabilities Assumed | The following table summarizes the preliminary purchase price allocation for each major class of assets acquired and liabilities assumed for the two acquisitions in the first six months of fiscal 2024: (In millions) Fiscal 2024 Net working capital $ 23.6 Goodwill 116.5 Intangible assets with definite lives: Customer relationships 120.2 Trade names and trademarks 21.4 Technology 0.5 Non-Compete 7.8 Property, plant and equipment 72.6 ROU Assets 9.0 Other assets 0.9 Deferred tax liabilities ( 45.5 ) Operating lease obligations ( 9.0 ) Finance lease obligations ( 9.9 ) Total purchase price $ 308.1 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Dec. 30, 2023 | |
Schedule of Debt | Debt consisted of the following: (In millions) As of December 30, 2023 As of July 1, 2023 Credit Agreement $ 1,193.0 $ 1,154.0 6.875 % Notes due 2025 , effective interest rate 7.211 % 275.0 275.0 5.500 % Notes due 2027 , effective interest rate 5.930 % 1,060.0 1,060.0 4.250 % Notes due 2029 , effective interest rate 4.439 % 1,000.0 1,000.0 Less: Original issue discount and deferred financing costs ( 26.0 ) ( 28.9 ) Long-term debt 3,502.0 3,460.1 Less: current installments - - Total debt, excluding current installments $ 3,502.0 $ 3,460.1 |
ABL Facility [Member] | |
Summary of Outstanding Borrowings, Availability, and Average Interest Rate under ABL Facility | The following table summarizes outstanding borrowings, availability, and the average interest rate under the Company's ABL Facility: (Dollars in millions) As of December 30, 2023 As of July 1, 2023 Aggregate borrowings $ 1,193.0 $ 1,154.0 Letters of credit 171.5 172.2 Excess availability, net of lenders’ reserves of $ 100.7 and $ 99.7 2,635.5 2,673.8 Average interest rate, excluding impact of interest rate swaps 6.60 % 6.35 % |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Dec. 30, 2023 | |
Leases [Abstract] | |
Summary of Right-of-Use Assets and Lease Liabilities in Consolidated Balance Sheet | The following table presents the location of the right-of-use assets and lease liabilities in the Company's consolidated balance sheet as of December 30, 2023 and July 1, 2023 (in millions), as well as the weighted-average lease term and discount rate for the Company's leases: Leases Consolidated Balance Sheet Location As of As of Assets: Operating Operating lease right-of-use assets $ 841.0 $ 703.6 Finance Property, plant and equipment, net 672.6 566.2 Total lease assets $ 1,513.6 $ 1,269.8 Liabilities: Current Operating Operating lease obligations—current installments $ 108.4 $ 105.5 Finance Finance lease obligations—current installments 118.8 102.6 Non-current Operating Operating lease obligations, excluding current installments 773.1 628.9 Finance Finance lease obligations, excluding current installments 536.1 447.3 Total lease liabilities $ 1,536.4 $ 1,284.3 Weighted average remaining lease term Operating leases 10.0 years 8.7 years Finance leases 5.8 years 5.7 years Weighted average discount rate Operating leases 5.2 % 4.7 % Finance leases 4.7 % 4.2 % |
Summary of Location of Lease Costs in Consolidated Statement of Operations | The following table presents the location of lease costs in the Company ’s consolidated statement of operations for the periods reported (in millions): Three Months Ended Six Months Ended Lease Cost Statement of Operations Location December 30, 2023 December 31, 2022 December 30, 2023 December 31, 2022 Finance lease cost: Amortization of finance lease assets Operating expenses $ 27.8 $ 21.2 $ 53.8 $ 41.6 Interest on lease liabilities Interest expense 7.6 4.5 14.5 8.7 Total finance lease cost $ 35.4 $ 25.7 $ 68.3 $ 50.3 Operating lease cost Operating expenses 41.8 37.2 80.3 73.9 Short-term lease cost Operating expenses 16.5 16.7 32.8 34.7 Total lease cost $ 93.7 $ 79.6 $ 181.4 $ 158.9 |
Summary of Supplemental Cash Flow Information Related to Leases | The following table presents the supplemental cash flow information related to leases for the periods reported (in millions): Six Months Ended (In millions) December 30, 2023 December 31, 2022 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 71.9 $ 68.8 Operating cash flows from finance leases 14.5 8.7 Financing cash flows from finance leases 56.5 42.8 Right-of-use assets obtained in exchange for lease obligations: Operating leases 190.2 108.1 Finance leases 151.6 63.2 |
Summary of Future Minimum Lease Payments Under Non-Cancelable Leases | The following table presents the future minimum lease payments under non-cancelable leases as of December 30, 2023 (in millions): Fiscal Year Operating Leases Finance Leases 2024 $ 76.2 $ 74.2 2025 146.9 144.4 2026 126.4 139.4 2027 114.9 123.3 2028 104.4 97.4 Thereafter 635.3 178.0 Total future minimum lease payments $ 1,204.1 $ 756.7 Less: Interest 322.6 101.8 Present value of future minimum lease payments $ 881.5 $ 654.9 |
Earnings Per Common Share (Tabl
Earnings Per Common Share (Tables) | 6 Months Ended |
Dec. 30, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Reconciliation of Numerators and Denominators for Basic and Diluted Earnings Per Common Share Computations | A reconciliation of the numerators and denominators for the basic and diluted earnings per common share computations is as follows: (In millions, except per share amounts) Three Months Ended Three Months Ended Six Months Ended Six Months Ended Numerator: Net income $ 78.3 $ 71.1 $ 199.0 $ 166.8 Denominator: Weighted-average common shares outstanding 154.2 154.1 154.5 153.9 Dilutive effect of potential common shares 1.5 2.0 1.7 2.0 Weighted-average dilutive shares outstanding 155.7 156.1 156.2 155.9 Basic earnings per common share $ 0.51 $ 0.46 $ 1.29 $ 1.08 Diluted earnings per common share $ 0.50 $ 0.46 $ 1.27 $ 1.07 |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Dec. 30, 2023 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | Corporate & All Other is comprised of corporate overhead and certain operations that are not considered separate reportable segments based on their size. This includes the operations of the Company’s internal logistics unit responsible for managing and allocating inbound logistics revenue and expense. Corporate & All Other may also include capital expenditures for certain information technology projects that are transferred to the segments once placed in service. Intersegment sales represent sales between the segments, which are eliminated in consolidation. (In millions) Foodservice Vistar Convenience Corporate Eliminations Consolidated For the three months ended December 30, 2023 Net external sales $ 7,073.6 $ 1,201.0 $ 5,941.4 $ 79.7 $ — $ 14,295.7 Inter-segment sales 5.7 0.9 — 148.0 ( 154.6 ) — Total sales 7,079.3 1,201.9 5,941.4 227.7 ( 154.6 ) 14,295.7 Depreciation and amortization 72.7 12.8 37.2 20.6 — 143.3 Capital expenditures 61.6 15.2 7.9 9.2 — 93.9 For the three months ended December 31, 2022 Net external sales $ 6,892.1 $ 1,118.3 $ 5,864.1 $ 24.4 $ — $ 13,898.9 Inter-segment sales 4.5 0.6 — 129.6 ( 134.7 ) — Total sales 6,896.6 1,118.9 5,864.1 154.0 ( 134.7 ) 13,898.9 Depreciation and amortization 71.8 10.6 36.5 6.3 — 125.2 Capital expenditures 48.3 1.6 5.9 2.2 — 58.0 (In millions) Foodservice Vistar Convenience Corporate Eliminations Consolidated For the Six Months Ended December 30, 2023 Net external sales $ 14,345.3 $ 2,450.6 $ 12,278.4 $ 160.0 $ — $ 29,234.3 Inter-segment sales 11.0 1.7 — 308.1 ( 320.8 ) — Total sales 14,356.3 2,452.3 12,278.4 468.1 ( 320.8 ) 29,234.3 Depreciation and amortization 143.3 23.2 74.9 31.2 — 272.6 Capital expenditures 92.6 18.6 11.9 24.0 — 147.1 For the Six Months Ended December 31, 2022 Net external sales $ 14,216.1 $ 2,207.6 $ 12,151.0 $ 43.5 $ — $ 28,618.2 Inter-segment sales 10.5 1.4 — 262.8 ( 274.7 ) — Total sales 14,226.6 2,209.0 12,151.0 306.3 ( 274.7 ) 28,618.2 Depreciation and amortization 137.8 21.3 73.3 12.0 — 244.4 Capital expenditures 76.6 4.5 13.5 3.5 — 98.1 |
Schedule of Adjusted EBDITA and Reconciliation to Consolidated Income Before Taxes | EBITDA for each reportable segment and Corporate & All Other is presented below along with a reconciliation to consolidated income before taxes. Three Months Ended Six Months Ended December 30, 2023 December 31, 2022 December 30, 2023 December 31, 2022 Foodservice Adjusted EBITDA $ 224.1 $ 214.2 $ 470.1 $ 450.3 Vistar Adjusted EBITDA 93.6 92.2 182.2 166.6 Convenience Adjusted EBITDA 83.5 69.3 178.2 174.9 Corporate & All Other Adjusted EBITDA ( 55.8 ) ( 66.9 ) ( 101.3 ) ( 128.3 ) Depreciation and amortization ( 143.3 ) ( 125.2 ) ( 272.6 ) ( 244.4 ) Interest expense ( 61.4 ) ( 55.7 ) ( 117.5 ) ( 106.1 ) Change in LIFO reserve ( 21.8 ) ( 25.0 ) ( 41.0 ) ( 51.8 ) Stock-based compensation expense ( 11.0 ) ( 11.4 ) ( 21.7 ) ( 22.9 ) (Loss) gain on fuel derivatives ( 1.8 ) 7.3 1.7 ( 2.5 ) Acquisition, integration & reorganization expenses ( 3.9 ) ( 2.8 ) ( 13.7 ) ( 5.8 ) Other adjustments (1) 9.5 0.2 10.6 ( 3.9 ) Income before taxes $ 111.7 $ 96.2 $ 275.0 $ 226.1 (1) Other adjustments include asset impairments, gains and losses on disposal of fixed assets, amounts related to favorable and unfavorable leases, foreign currency transaction gains and losses, and franchise tax expense. Total assets by reportable segment, excluding intercompany receivables between segments, are as follows: (In millions) As of As of Foodservice $ 6,582.5 $ 6,511.6 Vistar 1,434.9 1,292.7 Convenience 4,085.7 4,226.2 Corporate & All Other 809.4 468.5 Total assets $ 12,912.5 $ 12,499.0 |
Summary of Business Activities
Summary of Business Activities - Additional Information (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | |
Dec. 30, 2023 | Dec. 30, 2023 | Nov. 16, 2022 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Stock-based compensation expense | $ (50,000,000) | $ 78,100,000 | |
Average cost | $ 58.01 | $ 58.83 | |
Previously Authorized Share Repurchase Program [Member] | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Share repurchase program, authorized amount | $ 250,000,000 | ||
Common Stock [Member] | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Stock-based compensation expense, Shares | 800,000 | 1,300,000 | |
Stock-based compensation expense | $ 50,000,000 | $ 78,100,000 | |
Share repurchase plan, remaining available amount | $ 210,600,000 | $ 210,600,000 | |
Maximum [Member] | Common Stock [Member] | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Share repurchase program, authorized amount | $ 300,000,000 |
Revenue Recognition - Additiona
Revenue Recognition - Additional Information (Details) - USD ($) $ in Millions | Dec. 30, 2023 | Jul. 01, 2023 |
Revenue from Contract with Customer [Abstract] | ||
Contract assets | $ 31.6 | $ 32.5 |
Business Combinations - Additio
Business Combinations - Additional Information (Detail) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Dec. 30, 2023 USD ($) | Dec. 31, 2022 USD ($) | Dec. 30, 2023 USD ($) Acquisition | Dec. 31, 2022 USD ($) Acquisition | Jul. 01, 2023 USD ($) | |
Business Acquisition [Line Items] | |||||
Number of acquisitions | Acquisition | 2 | 1 | |||
Goodwill | $ 2,418.3 | $ 2,418.3 | $ 2,301 | ||
Cash payment for acquisition | 308.1 | $ 65.8 | |||
Net sales | 14,295.7 | $ 13,898.9 | 29,234.3 | 28,618.2 | |
Net loss | 78.3 | 71.1 | 199 | 166.8 | |
Acquisition costs, after tax | (3.9) | $ (2.8) | $ (13.7) | (5.8) | |
Core-Mark [Member] | |||||
Business Acquisition [Line Items] | |||||
Number of acquisitions | Acquisition | 2 | ||||
Intangible assets estimated useful life | 4 years 7 months 6 days | ||||
Goodwill | $ 116.5 | $ 116.5 | |||
Core-Mark [Member] | Maximum [Member] | |||||
Business Acquisition [Line Items] | |||||
Intangible assets estimated useful life | 7 years | ||||
Core-Mark [Member] | Minimum [Member] | |||||
Business Acquisition [Line Items] | |||||
Intangible assets estimated useful life | 3 years | ||||
Business Acquisition Cost [Member] | |||||
Business Acquisition [Line Items] | |||||
Cash payment for acquisition | $ 308.1 | $ 65.8 |
Business Combinations - Summary
Business Combinations - Summary of Purchase Price Allocation of Major Class of Assets Acquired and Liabilities Assumed (Detail) - USD ($) $ in Millions | Dec. 30, 2023 | Jul. 01, 2023 |
Business Acquisition [Line Items] | ||
Goodwill | $ 2,418.3 | $ 2,301 |
Core-Mark [Member] | ||
Business Acquisition [Line Items] | ||
Net working capital | 23.6 | |
Goodwill | 116.5 | |
Intangible assets with definite lives: | ||
Property, plant and equipment | 72.6 | |
ROU Assets | 9 | |
Other assets | 0.9 | |
Deferred tax liabilities | (45.5) | |
Operating lease obligations | (9) | |
Finance lease obligations | (9.9) | |
Total purchase price | 308.1 | |
Core-Mark [Member] | Customer Relationships [Member] | ||
Intangible assets with definite lives: | ||
Intangible assets with definite lives | 120.2 | |
Core-Mark [Member] | Trade Names [Member] | ||
Intangible assets with definite lives: | ||
Intangible assets with definite lives | 21.4 | |
Core-Mark [Member] | Technology [Member] | ||
Intangible assets with definite lives: | ||
Intangible assets with definite lives | 0.5 | |
Core-Mark [Member] | Non-Compete [Member] | ||
Intangible assets with definite lives: | ||
Intangible assets with definite lives | $ 7.8 |
Debt - Schedule of Debt (Detail
Debt - Schedule of Debt (Detail) - USD ($) $ in Millions | Dec. 30, 2023 | Jul. 01, 2023 |
Debt Instrument [Line Items] | ||
Less: Original issue discount and deferred financing costs | $ (26) | $ (28.9) |
Long-term debt | 3,502 | 3,460.1 |
Less: current installments | 0 | 0 |
Total debt, excluding current installments | 3,502 | 3,460.1 |
Credit Agreement [ Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | 1,193 | 1,154 |
6.875% Notes due 2025, effective interest rate 7.211% [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | 275 | 275 |
5.500% Notes due 2027, effective interest rate 5.930% [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | 1,060 | 1,060 |
4.250% Notes due 2029, effective interest rate 4.439% [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 1,000 | $ 1,000 |
Debt - Schedule of Debt (Parent
Debt - Schedule of Debt (Parenthetical) (Detail) | 6 Months Ended |
Dec. 30, 2023 | |
6.875% Notes due 2025, effective interest rate 7.211% [Member] | |
Debt Instrument [Line Items] | |
Debt instruments amount, interest rate | 6.875% |
Debt instruments maturity year | 2025 |
Debt instruments effective interest rate | 7.211% |
5.500% Notes due 2027, effective interest rate 5.930% [Member] | |
Debt Instrument [Line Items] | |
Debt instruments amount, interest rate | 5.50% |
Debt instruments maturity year | 2027 |
Debt instruments effective interest rate | 5.93% |
4.250% Notes due 2029, effective interest rate 4.439% [Member] | |
Debt Instrument [Line Items] | |
Debt instruments amount, interest rate | 4.25% |
Debt instruments maturity year | 2029 |
Debt instruments effective interest rate | 4.439% |
Debt - Additional Information (
Debt - Additional Information (Detail) - ABL Facility [Member] $ in Billions | 3 Months Ended | 6 Months Ended |
Dec. 30, 2023 USD ($) | Dec. 30, 2023 USD ($) | |
Debt Instrument [Line Items] | ||
Debt instruments face amount | $ 4 | $ 4 |
Credit facility, maturity date | Sep. 17, 2026 | |
Debt instrument description of variable rate | (a) the Base Rate (defined as the greatest of (i) a floor rate of 0.00%, (ii) the federal funds rate in effect on such date plus 0.5%, (iii) the prime rate on such day, or (iv) one month Term SOFR plus 1.0%) plus a spread or (b) Adjusted Term SOFR plus a spread. | |
Base Rate [Member] | ||
Debt Instrument [Line Items] | ||
Basis spread on variable rate | 0% | |
Federal Funds Effective Swap Rate [Member] | ||
Debt Instrument [Line Items] | ||
Basis spread on variable rate | 0.50% | |
Secured Overnight Financing Rate (SOFR) [Member] | ||
Debt Instrument [Line Items] | ||
Basis spread on variable rate | 1% | |
Minimum [Member] | ||
Debt Instrument [Line Items] | ||
Credit facility, commitment fee rate | 0.25% |
Debt - Summary of Outstanding B
Debt - Summary of Outstanding Borrowings, Availability, and Average Interest Rate under ABL Facility (Detail) - ABL Facility [Member] - USD ($) $ in Millions | Dec. 30, 2023 | Jul. 01, 2023 |
Debt Instrument [Line Items] | ||
Aggregate borrowings | $ 1,193 | $ 1,154 |
Letters of credit | 171.5 | 172.2 |
Excess availability, net of lenders' reserves of $100.7 and $99..7 | $ 2,635.5 | $ 2,673.8 |
Average interest rate, excluding impact of interest rate swaps | 6.60% | 6.35% |
Debt - Summary of Outstanding_2
Debt - Summary of Outstanding Borrowings, Availability, and Average Interest Rate under ABL Facility (Parenthetical) (Detail) - USD ($) $ in Millions | Dec. 30, 2023 | Jul. 01, 2023 |
ABL Facility [Member] | ||
Debt Instrument [Line Items] | ||
Debt amount reserve by lender | $ 100.7 | $ 99.7 |
Leases - Additional Information
Leases - Additional Information (Detail) $ in Millions | 6 Months Ended |
Dec. 30, 2023 USD ($) | |
Lessee Lease Description [Line Items] | |
Operating lease, Option to extend | true |
Operating lease, Option to terminate description | options to terminate the leases within 1 year |
Operating lease, Option to terminate | true |
Finance lease renewal term | 10 years |
Finance lease, Option to extend | true |
Finance lease, Option to extend description | options to extend the leases for up to 10 years |
Finance lease, Option to terminate | true |
Undiscounted maximum amount for guarantees | $ 12 |
Future minimum operating lease payments, not yet commenced | $ 882.1 |
Lessee, operating lease, lease not yet commenced, description | These leases relate primarily to build-to-suit warehouse leases which will replace existing distribution centers and will commence upon building completion with terms of 15 to 25 years. In addition, these leases include vehicle leases expected to commence in fiscal 2024 with lease terms of 2 to 10 years. |
Minimum [Member] | |
Lessee Lease Description [Line Items] | |
Finance lease remaining term | 1 year |
Percentage of residual value guarantee under operating lease | 6% |
Operating lease expiration term | 5 years |
Operating lease expiration year | 2024 |
Minimum [Member] | Warehouse Leases [Member] | |
Lessee Lease Description [Line Items] | |
Operating leases, not yet commenced, lease term | 15 years |
Minimum [Member] | Vehicle leases [Member] | |
Lessee Lease Description [Line Items] | |
Operating leases, not yet commenced, lease term | 2 years |
Maximum [Member] | |
Lessee Lease Description [Line Items] | |
Finance lease remaining term | 25 years |
Percentage of residual value guarantee under operating lease | 20% |
Operating lease expiration term | 10 years |
Operating lease expiration year | 2032 |
Maximum [Member] | Warehouse Leases [Member] | |
Lessee Lease Description [Line Items] | |
Operating leases, not yet commenced, lease term | 25 years |
Maximum [Member] | Vehicle leases [Member] | |
Lessee Lease Description [Line Items] | |
Operating leases, not yet commenced, lease term | 10 years |
Leases - Summary of Right-of-Us
Leases - Summary of Right-of-Use Assets and Lease Liabilities in Consolidated Balance Sheet (Detail) - USD ($) $ in Millions | Dec. 30, 2023 | Jul. 01, 2023 |
ASSETS | ||
Operating | $ 841 | $ 703.6 |
Finance | $ 672.6 | $ 566.2 |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | Property, Plant and Equipment, Net | Property, Plant and Equipment, Net |
Total lease assets | $ 1,513.6 | $ 1,269.8 |
Current liabilities: | ||
Operating | 108.4 | 105.5 |
Finance | 118.8 | 102.6 |
Non-current | ||
Operating | 773.1 | 628.9 |
Finance | 536.1 | 447.3 |
Total lease liabilities | $ 1,536.4 | $ 1,284.3 |
Weighted average remaining lease term | ||
Operating leases | 10 years | 8 years 8 months 12 days |
Finance leases | 5 years 9 months 18 days | 5 years 8 months 12 days |
Weighted average discount rate | ||
Operating leases | 5.20% | 4.70% |
Finance leases | 4.70% | 4.20% |
Leases - Summary of Location of
Leases - Summary of Location of Lease Costs in Consolidated Statement of Operations (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Dec. 30, 2023 | Dec. 31, 2022 | |
Finance lease cost: | ||||
Amortization of finance lease assets | $ 27.8 | $ 21.2 | $ 53.8 | $ 41.6 |
Interest on lease liabilities | 7.6 | 4.5 | 14.5 | 8.7 |
Total finance lease cost | 35.4 | 25.7 | 68.3 | 50.3 |
Operating lease cost | 41.8 | 37.2 | 80.3 | 73.9 |
Short-term lease cost | 16.5 | 16.7 | 32.8 | 34.7 |
Total lease cost | $ 93.7 | $ 79.6 | $ 181.4 | $ 158.9 |
Leases - Summary of Supplementa
Leases - Summary of Supplemental Cash Flow Information related to Leases (Detail) - USD ($) $ in Millions | 6 Months Ended | |
Dec. 30, 2023 | Dec. 31, 2022 | |
Cash paid for amounts included in the measurement of lease liabilities: | ||
Operating cash flows from operating leases | $ 71.9 | $ 68.8 |
Operating cash flows from finance leases | 14.5 | 8.7 |
Financing cash flows from finance leases | 56.5 | 42.8 |
Right-of-use assets obtained in exchange for lease obligations: | ||
Operating leases | 190.2 | 108.1 |
Finance leases | $ 151.6 | $ 63.2 |
Leases - Summary of Future Mini
Leases - Summary of Future Minimum Lease Payments Under Non-Cancelable Leases (Detail) $ in Millions | Dec. 30, 2023 USD ($) |
Operating Leases | |
2024 | $ 76.2 |
2025 | 146.9 |
2026 | 126.4 |
2027 | 114.9 |
2028 | 104.4 |
Thereafter | 635.3 |
Total future minimum lease payments | 1,204.1 |
Less: Interest | 322.6 |
Present value of future minimum lease payments | 881.5 |
Finance Leases | |
2024 | 74.2 |
2025 | 144.4 |
2026 | 139.4 |
2027 | 123.3 |
2028 | 97.4 |
Thereafter | 178 |
Total future minimum lease payments | 756.7 |
Less: Interest | 101.8 |
Present value of future minimum lease payments | $ 654.9 |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments - Additional Information (Detail) - USD ($) $ in Millions | Dec. 30, 2023 | Jul. 01, 2023 |
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ||
Long-term debt | $ 3,502 | $ 3,460.1 |
Reported Value Measurement [Member] | ||
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ||
Long-term debt | 3,502 | 3,460.1 |
Fair Value Inputs Level 2 [Member] | ||
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ||
Fair value of long term debt | $ 3,417.5 | $ 3,338.2 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Dec. 30, 2023 | Dec. 31, 2022 | Dec. 30, 2023 | Dec. 31, 2022 | Jul. 01, 2023 | |
Income Tax Disclosure [Abstract] | |||||
Effective income tax rate | 29.90% | 26.10% | 27.60% | 26.20% | |
U.S. federal corporate income tax rate | 21% | ||||
Net deferred tax assets | $ 192.8 | $ 192.8 | $ 178.5 | ||
Net deferred tax liabilities | 667.5 | 667.5 | 624.7 | ||
Valuation allowance | $ 2.2 | $ 2.2 | $ 2.1 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) $ in Millions | Dec. 30, 2023 USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Outstanding contracts and purchase orders for capital projects and services | $ 320.4 |
Related-Party Transactions - Ad
Related-Party Transactions - Additional Information (Detail) - Purchasing Alliance [Member] - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Dec. 30, 2023 | Dec. 31, 2022 | Dec. 30, 2023 | Dec. 31, 2022 | Jul. 01, 2023 | |
Related Party Transaction [Line Items] | |||||
Equity method investments | $ 11.7 | $ 11.7 | $ 9.9 | ||
Purchases from related party | $ 521.1 | $ 467.1 | $ 1,070.6 | $ 965.6 |
Earnings Per Common Share - Add
Earnings Per Common Share - Additional Information (Detail) - shares | 3 Months Ended | 6 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Dec. 30, 2023 | Dec. 31, 2022 | |
Earnings Per Share [Abstract] | ||||
Potential common shares not included in computing diluted earnings per common share due to antidilutive effect | 0 | 0 | 0 | 0 |
Earnings Per Common Share - Sch
Earnings Per Common Share - Schedule of Reconciliation of Numerators and Denominators for Basic and Diluted Earnings Per Common Share Computations (Detail) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Dec. 30, 2023 | Dec. 31, 2022 | |
Numerator: | ||||
Net Income (Loss) | $ 78.3 | $ 71.1 | $ 199 | $ 166.8 |
Denominator: | ||||
Weighted-average common shares outstanding | 154.2 | 154.1 | 154.5 | 153.9 |
Dilutive effect of potential common shares | 1.5 | 2 | 1.7 | 2 |
Weighted-average dilutive common shares outstanding | 155.7 | 156.1 | 156.2 | 155.9 |
Basic earnings per common share | $ 0.51 | $ 0.46 | $ 1.29 | $ 1.08 |
Diluted earnings per common share | $ 0.5 | $ 0.46 | $ 1.27 | $ 1.07 |
Segment Information - Additiona
Segment Information - Additional Information (Detail) | 6 Months Ended |
Dec. 30, 2023 Segment | |
Segment Reporting Information [Line Items] | |
Number of reportable segments | 3 |
Segment Information - Schedule
Segment Information - Schedule of Segment Reporting Information, by Segment (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Dec. 30, 2023 | Dec. 31, 2022 | |
Segment Reporting Information [Line Items] | ||||
Net sales | $ 14,295.7 | $ 13,898.9 | $ 29,234.3 | $ 28,618.2 |
Depreciation and amortization | 143.3 | 125.2 | 272.6 | 244.4 |
Capital expenditures | 93.9 | 58 | 147.1 | 98.1 |
Foodservice [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 7,073.6 | 6,892.1 | 14,345.3 | 14,216.1 |
Depreciation and amortization | 72.7 | 71.8 | 143.3 | 137.8 |
Capital expenditures | 61.6 | 48.3 | 92.6 | 76.6 |
Vistar [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 1,201 | 1,118.3 | 2,450.6 | 2,207.6 |
Depreciation and amortization | 12.8 | 10.6 | 23.2 | 21.3 |
Capital expenditures | 15.2 | 1.6 | 18.6 | 4.5 |
Convenience [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 5,941.4 | 5,864.1 | 12,278.4 | 12,151 |
Depreciation and amortization | 37.2 | 36.5 | 74.9 | 73.3 |
Capital expenditures | 7.9 | 5.9 | 11.9 | 13.5 |
Corporate & All Other [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 79.7 | 24.4 | 160 | 43.5 |
Depreciation and amortization | 20.6 | 6.3 | 31.2 | 12 |
Capital expenditures | 9.2 | 2.2 | 24 | 3.5 |
Eliminations [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | (154.6) | (134.7) | (320.8) | (274.7) |
Eliminations [Member] | Foodservice [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 5.7 | 4.5 | 11 | 10.5 |
Eliminations [Member] | Vistar [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 0.9 | 0.6 | 1.7 | 1.4 |
Eliminations [Member] | Corporate & All Other [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 148 | 129.6 | 308.1 | 262.8 |
Operating Segments [Member] | Foodservice [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 7,079.3 | 6,896.6 | 14,356.3 | 14,226.6 |
Operating Segments [Member] | Vistar [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 1,201.9 | 1,118.9 | 2,452.3 | 2,209 |
Operating Segments [Member] | Convenience [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 5,941.4 | 5,864.1 | 12,278.4 | 12,151 |
Operating Segments [Member] | Corporate & All Other [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | $ 227.7 | $ 154 | $ 468.1 | $ 306.3 |
Segment Information - Schedul_2
Segment Information - Schedule of Adjusted EBDITA and Reconciliation to Consolidated Income Before Taxes (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Dec. 30, 2023 | Dec. 31, 2022 | Dec. 30, 2023 | Dec. 31, 2022 | |
Segment Reporting Information [Line Items] | ||||
Depreciation and amortization | $ (143.3) | $ (125.2) | $ (272.6) | $ (244.4) |
Interest expense | (61.4) | (55.7) | (117.5) | (106.1) |
Change in LIFO reserve | (21.8) | (25) | (41) | (51.8) |
Stock-based compensation expense | (11) | (11.4) | (21.7) | (22.9) |
(Loss) gain on fuel derivatives | (1.8) | 7.3 | 1.7 | (2.5) |
Acquisition, integration & reorganization expenses | (3.9) | (2.8) | (13.7) | (5.8) |
Other adjustments | 9.5 | 0.2 | 10.6 | (3.9) |
Income before taxes | 111.7 | 96.2 | 275 | 226.1 |
Foodservice [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Adjusted EBITDA | 224.1 | 214.2 | 470.1 | 450.3 |
Depreciation and amortization | (72.7) | (71.8) | (143.3) | (137.8) |
Vistar [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Adjusted EBITDA | 93.6 | 92.2 | 182.2 | 166.6 |
Depreciation and amortization | (12.8) | (10.6) | (23.2) | (21.3) |
Convenience [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Adjusted EBITDA | 83.5 | 69.3 | 178.2 | 174.9 |
Depreciation and amortization | (37.2) | (36.5) | (74.9) | (73.3) |
Corporate & All Other [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Adjusted EBITDA | (55.8) | (66.9) | (101.3) | (128.3) |
Depreciation and amortization | $ (20.6) | $ (6.3) | $ (31.2) | $ (12) |
Segment Information - Summary A
Segment Information - Summary Assets by Reportable Segment, Excluding Intercompany Receivables (Detail) - USD ($) $ in Millions | Dec. 30, 2023 | Jul. 01, 2023 |
Segment Reporting Information [Line Items] | ||
Total assets | $ 12,912.5 | $ 12,499 |
Foodservice [Member] | ||
Segment Reporting Information [Line Items] | ||
Total assets | 6,582.5 | 6,511.6 |
Vistar [Member] | ||
Segment Reporting Information [Line Items] | ||
Total assets | 1,434.9 | 1,292.7 |
Convenience [Member] | ||
Segment Reporting Information [Line Items] | ||
Total assets | 4,085.7 | 4,226.2 |
Corporate & All Other [Member] | ||
Segment Reporting Information [Line Items] | ||
Total assets | $ 809.4 | $ 468.5 |