US Foods Holding (USFD) 10-Q 5 Nov 19 2019 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Sep. 28, 2019	Oct. 31, 2019
Document And Entity Information [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 28, 2019
Document Transition Report	false
Entity File Number	001-37786
Entity Registrant Name	US FOODS HOLDING CORP.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	26-0347906
Entity Address, Address Line One	9399 W. Higgins Road
Entity Address, Address Line Two	Suite 100
Entity Address, City or Town	Rosemont
Entity Address, State or Province	IL
Entity Address, Postal Zip Code	60018
City Area Code	847
Local Phone Number	720-8000
Title of 12(b) Security	Common Stock, par value $0.01 per share
Trading Symbol	USFD
Security Exchange Name	NYSE
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Outstanding (in shares)		219,421,457
Amendment Flag	false
Document Fiscal Year Focus	2019
Document Fiscal Period Focus	Q3
Entity Central Index Key	0001665918
Current Fiscal Year End Date	--12-28
Entity Small Business	false

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($) $ in Millions	Sep. 28, 2019	Dec. 29, 2018
Current assets:
Cash and cash equivalents	$ 90	$ 104
Accounts receivable, less allowances of $30 and $29	1,548	1,347
Vendor receivables, less allowances of $5 and $3	199	106
Inventories—net	1,468	1,279
Prepaid expenses	101	106
Assets held for sale	1	7
Assets of discontinued operations	142	0
Other current assets	11	30
Total current assets	3,560	2,979
Property and equipment—net	2,029	1,842
Goodwill	4,728	3,967
Other intangibles—net	983	324
Deferred tax assets	0	7
Other assets	226	67
Total assets	11,526	9,186
Current liabilities:
Cash overdraft liability	227	157
Accounts payable	1,645	1,359
Accrued expenses and other current liabilities	511	454
Liabilities of discontinued operations	27	0
Current portion of long-term debt	136	106
Total current liabilities	2,546	2,076
Long-term debt	4,788	3,351
Deferred tax liabilities	294	298
Other long-term liabilities	341	232
Total liabilities	7,969	5,957
Commitments and contingencies (Note 19)
Shareholders’ equity:
Common stock, $0.01 par value—600 shares authorized; 219 and 217 issued and outstanding as of September 28, 2019 and December 29, 2018, respectively	2	2
Additional paid-in capital	2,825	2,780
Retained earnings	824	531
Accumulated other comprehensive loss	(94)	(84)
Total shareholders’ equity	3,557	3,229
Total liabilities and shareholders' equity	$ 11,526	$ 9,186

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions	Sep. 28, 2019	Dec. 29, 2018
Statement of Financial Position [Abstract]
Allowances for accounts receivable	$ 30	$ 29
Allowances for vendor receivables	$ 5	$ 3
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, authorized (in shares)	600,000,000	600,000,000
Common stock, issued (in shares)	219,000,000	217,000,000
Common stock, outstanding (in shares)	219,000,000	217,000,000

Consolidated Statements of Comp

Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) shares in Millions, $ in Millions	3 Months Ended		9 Months Ended
	Sep. 28, 2019	Sep. 29, 2018	Sep. 28, 2019	Sep. 29, 2018
Statement of Comprehensive Income [Abstract]
Net sales	$ 6,531	$ 6,153	$ 19,005	$ 18,134
Cost of goods sold	5,375	5,045	15,655	14,920
Gross profit	1,156	1,108	3,350	3,214
Operating expenses:
Distribution, selling and administrative costs	968	929	2,837	2,725
Restructuring costs	0	0	0	1
Total operating expenses	968	929	2,837	2,726
Operating income	188	179	513	488
Other expense (income)—net	1	(3)	(3)	(9)
Interest expense—net	43	42	127	133
Income before income taxes	144	140	389	364
Income tax provision	39	26	97	57
Income from continuing operations	105	114	292	307
Income from discontinued operations—net of tax	1	0	1	0
Net income	106	114	293	307
Other comprehensive income—net of tax:
Changes in retirement benefit obligations	3	0	5	26
Unrecognized (loss) gain on interest rate swaps	(1)	2	(15)	14
Comprehensive income	$ 108	$ 116	$ 283	$ 347
Net income per share—basic:
Continuing operations	$ 0.48	$ 0.53	$ 1.33	$ 1.42
Discontinued operations	0.01	0	0.01	0
Net income per share	0.49	0.53	1.34	1.42
Net income per share—diluted:
Continuing operations	0.47	0.52	1.33	1.41
Discontinued operations	0.01	0	0.01	0
Net income per share	$ 0.48	$ 0.52	$ 1.34	$ 1.41
Weighted-average common shares outstanding
Basic	218	217	218	216
Diluted	220	218	219	218

Consolidated Statements of Shar

Consolidated Statements of Shareholders' Equity - USD ($) shares in Millions, $ in Millions	Total	Common shares	Additional Paid-In Capital	Retained Earnings	Accumulated Other Comprehensive Loss
Shares balance beginning of period (in shares) at Dec. 30, 2017		215
Balance at beginning of period at Dec. 30, 2017	$ 2,751	$ 2	$ 2,720	$ 124	$ (95)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Share-based compensation expense	7		7
Proceeds from employee stock purchase plan	4		4
Exercise of stock options (in shares)		1
Exercise of stock options	7		7
Changes in retirement benefit obligations, net of income tax	1				1
Unrecognized gain (loss) on interest rate swaps, net of income tax	9				9
Net income	67			67
Shares balance end of period (in shares) at Mar. 31, 2018		216
Balance at end of period at Mar. 31, 2018	2,846	$ 2	2,738	191	(85)
Shares balance beginning of period (in shares) at Dec. 30, 2017		215
Balance at beginning of period at Dec. 30, 2017	2,751	$ 2	2,720	124	(95)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Changes in retirement benefit obligations, net of income tax	26
Net income	$ 307
Shares balance end of period (in shares) at Sep. 29, 2018	217
Balance at end of period at Sep. 29, 2018	$ 3,146	$ 2	2,768	431	(55)
Shares balance beginning of period (in shares) at Mar. 31, 2018		216
Balance at beginning of period at Mar. 31, 2018	2,846	$ 2	2,738	191	(85)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Share-based compensation expense	10		10
Proceeds from employee stock purchase plan	6		6
Exercise of stock options (in shares)		1
Exercise of stock options	9		9
Tax withholding payments for net share-settled equity awards	(5)		(5)
Changes in retirement benefit obligations, net of income tax	25				25
Unrecognized gain (loss) on interest rate swaps, net of income tax	3				3
Net income	126			126
Shares balance end of period (in shares) at Jun. 30, 2018		217
Balance at end of period at Jun. 30, 2018	3,020	$ 2	2,758	317	(57)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Share-based compensation expense	3		3
Proceeds from employee stock purchase plan	$ 5		5
Exercise of stock options (in shares)	0
Exercise of stock options	$ 3		3
Tax withholding payments for net share-settled equity awards	(1)		(1)
Changes in retirement benefit obligations, net of income tax	0
Unrecognized gain (loss) on interest rate swaps, net of income tax	2				2
Net income	$ 114			114
Shares balance end of period (in shares) at Sep. 29, 2018	217
Balance at end of period at Sep. 29, 2018	$ 3,146	$ 2	2,768	431	(55)
Shares balance beginning of period (in shares) at Dec. 29, 2018		217
Balance at beginning of period at Dec. 29, 2018	3,229	$ 2	2,780	531	(84)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Share-based compensation expense	6		6
Proceeds from employee stock purchase plan	5		5
Exercise of stock options (in shares)		1
Exercise of stock options	6		6
Tax withholding payments for net share-settled equity awards	(2)		(2)
Changes in retirement benefit obligations, net of income tax	1				1
Unrecognized gain (loss) on interest rate swaps, net of income tax	(6)				(6)
Net income	71			71
Shares balance end of period (in shares) at Mar. 30, 2019		218
Balance at end of period at Mar. 30, 2019	3,310	$ 2	2,795	602	(89)
Shares balance beginning of period (in shares) at Dec. 29, 2018		217
Balance at beginning of period at Dec. 29, 2018	3,229	$ 2	2,780	531	(84)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Changes in retirement benefit obligations, net of income tax	5
Net income	293
Shares balance end of period (in shares) at Sep. 28, 2019		219
Balance at end of period at Sep. 28, 2019	3,557	$ 2	2,825	824	(94)
Shares balance beginning of period (in shares) at Mar. 30, 2019		218
Balance at beginning of period at Mar. 30, 2019	3,310	$ 2	2,795	602	(89)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Share-based compensation expense	9		9
Proceeds from employee stock purchase plan	5		5
Exercise of stock options (in shares)		1
Exercise of stock options	5		5
Tax withholding payments for net share-settled equity awards	(3)		(3)
Changes in retirement benefit obligations, net of income tax	1				1
Unrecognized gain (loss) on interest rate swaps, net of income tax	(8)				(8)
Net income	116			116
Shares balance end of period (in shares) at Jun. 29, 2019		219
Balance at end of period at Jun. 29, 2019	3,435	$ 2	2,811	718	(96)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Share-based compensation expense	7		7
Proceeds from employee stock purchase plan	5		5
Exercise of stock options (in shares)		0
Exercise of stock options	2		2
Changes in retirement benefit obligations, net of income tax	3				3
Unrecognized gain (loss) on interest rate swaps, net of income tax	(1)				(1)
Net income	106			106
Shares balance end of period (in shares) at Sep. 28, 2019		219
Balance at end of period at Sep. 28, 2019	$ 3,557	$ 2	$ 2,825	$ 824	$ (94)

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($) $ in Millions	9 Months Ended
	Sep. 28, 2019	Sep. 29, 2018
Cash flows from operating activities:
Net income	$ 293	$ 307
Income from discontinued operations—net of tax	(1)	0
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	260	250
Gain on disposal of property and equipment—net	(1)	(1)
Amortization of deferred financing costs	3	6
Deferred tax provision	7	50
Share-based compensation expense	22	20
Provision for doubtful accounts	14	13
Changes in operating assets and liabilities:
Increase in receivables	(162)	(174)
Increase in inventories—net	(22)	(93)
Decrease (increase) in prepaid expenses and other assets	14	(28)
Increase in accounts payable and cash overdraft liability	160	264
Decrease in accrued expenses and other liabilities	(29)	(170)
Net cash provided by operating activities of continuing operations	558	444
Net cash provided by operating activities of discontinued operations	1	0
Net cash provided by operating activities	559	444
Cash flows from investing activities:
Acquisition of business—net of cash	(1,829)	0
Proceeds from sales of property and equipment	9	3
Purchases of property and equipment	(157)	(168)
Net cash used in investing activities	(1,977)	(165)
Cash flows from financing activities:
Proceeds from debt borrowings	5,084	2,987
Principal payments on debt and financing leases	(3,654)	(3,321)
Contingent consideration paid for business acquisitions	0	(2)
Payment for debt financing costs and fees	(42)	(1)
Proceeds from employee stock purchase plan	15	15
Proceeds from exercise of stock options	13	18
Tax withholding payments for net share-settled equity awards	(5)	(6)
Net cash provided by (used in) financing activities	1,411	(310)
Net decrease in cash, cash equivalents and restricted cash	(7)	(31)
Cash, cash equivalents and restricted cash—beginning of period	105	119
Cash, cash equivalents and restricted cash—end of period	98	88
Supplemental disclosures of cash flow information:
Interest paid—net of amounts capitalized	112	118
Income taxes paid—net	116	65
Property and equipment purchases included in accounts payable	21	16
Leased assets obtained in exchange for financing lease liabilities	77	82
Leased assets obtained in exchange for operating lease liabilities	11	0
Cashless exercise of stock options	$ 1	$ 1

Overview and Basis of Presentat

Overview and Basis of Presentation	9 Months Ended
	Sep. 28, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Overview and Basis of Presentation	OVERVIEW AND BASIS OF PRESENTATION US Foods Holding Corp., a Delaware corporation, and its consolidated subsidiaries are referred to in these consolidated financial statements and notes as “we,” “our,” “us,” the “Company,” or “US Foods.” US Foods Holding Corp. conducts all of its operations through its wholly owned subsidiary US Foods, Inc. (“USF”) and its subsidiaries. All of the Company’s indebtedness, as further described in Note 12, Debt, is a direct obligation of USF and its subsidiaries. Business Description —The Company, through USF, operates in one business segment in which it markets and distributes fresh, frozen and dry food and non-food products to foodservice customers throughout the United States. These customers include independently owned single and multi-unit restaurants, regional concepts, national restaurant chains, hospitals, nursing homes, hotels and motels, country clubs, government and military organizations, colleges and universities, and retail locations. Basis of Presentation —The Company operates on a 52 or 53 week fiscal year, with all periods ending on a Saturday. When a 53 week fiscal year occurs, the Company reports the additional week in the fiscal fourth quarter. Fiscal years 2019 and 2018 are both 52 week fiscal years. Fiscal year 2020 will be a 53 week fiscal year. The consolidated financial statements included in this Quarterly Report have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and the applicable rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and disclosures normally included in financial statements and notes prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. The Company believes that the disclosures included in this Quarterly Report are adequate to make the information presented not misleading. These interim consolidated financial statements and notes should be read in conjunction with the audited consolidated financial statements and notes included in the 2018 Annual Report. Prior year amounts may have been rounded to conform with the current year presentation in millions. The consolidated interim financial statements reflect all adjustments (consisting of normal recurring items, unless otherwise disclosed) necessary for the fair presentation of the financial position, results of operations and cash flows for the interim periods presented. The results of operations for interim periods are not necessarily indicative of the results that might be achieved for the full fiscal year.

Recent Accounting Pronouncement

Recent Accounting Pronouncements	9 Months Ended
	Sep. 28, 2019
Accounting Changes and Error Corrections [Abstract]
Recent Accounting Pronouncements	RECENT ACCOUNTING PRONOUNCEMENTS Recently Adopted Accounting Pronouncements In February 2018, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2018-02, Income Statement, Reporting Comprehensive Income (Topic 220), Reclassification of Certain Tax Effects From Accumulated Other Comprehensive Income . This new guidance permits an entity to reclassify the income tax effects of the Tax Cuts and Jobs Act of 2017 (the “Tax Act”) on items within accumulated other comprehensive income to retained earnings. The Company adopted this guidance as of the beginning of fiscal year 2019 and elected not to reclassify the income tax effects of the Tax Act from accumulated other comprehensive income to retained earnings. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) , which supersedes Accounting Standards Codification (“ASC”) 840 , Leases, and has issued subsequent amendments to Topic 842. The Company adopted Topic 842 on December 30, 2018, the effective and initial application date, using the modified retrospective approach. The Company elected from the package of practical expedients permitted under the transition guidance within Topic 842, which, among other things, allowed the Company to carry forward the historical lease classification. Adoption of Topic 842 resulted in the recording of additional net lease assets and lease liabilities of approximately $100 million , as of December 30, 2018. The initial adoption of Topic 842 did not materially impact the Company’s Consolidated Statement of Comprehensive Income and Consolidated Statement of Cash Flows. The Company has revised its relevant policies and procedures, as applicable, to meet the new accounting, reporting and disclosure requirements of Topic 842. See Note 14, Leases. Recently Issued Accounting Pronouncements In August 2018, the FASB issued ASU No. 2018-15, Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract , which provides new guidance on the accounting for implementation, set-up, and other upfront costs incurred in a hosted cloud computing arrangement. Under the new guidance, entities will apply the same criteria for capitalizing implementation costs as they would for an internal-use software license arrangement. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019, with early adoption permitted. This ASU can be adopted prospectively to eligible costs incurred on or after the date of adoption or retrospectively. The Company does not expect the adoption of the guidance under the new standard to materially affect its financial position or results of operations. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which requires entities to use a forward looking, expected loss model to estimate credit losses. It also requires additional disclosure related to credit quality of trade and other receivables, including information related to management’s estimate of credit allowances. ASU 2016-13 was further amended in November 2018 by ASU 2018-19, Codification Improvements to Topic 236, Financial Instrument-Credit Losses. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019, with early adoption permitted. The Company does not expect the adoption of the provisions of the new standard to materially affect its financial position or results of operations.

Revenue Recognition

Revenue Recognition	9 Months Ended
	Sep. 28, 2019
Revenue from Contract with Customer [Abstract]
Revenue recognition	REVENUE RECOGNITION The Company recognizes revenue when the performance obligation is satisfied, which occurs when a customer obtains control of the promised goods or services. The amount of revenue recognized reflects the consideration which the Company expects to be entitled to receive in exchange for these goods or services. The Company generates substantially all of its revenue from the distribution and sale of food and food-related products and recognizes revenue when title and risk of loss passes and the customer accepts the goods, which occurs at delivery. Customer sales incentives such as volume-based rebates or discounts are treated as a reduction of revenue at the time the revenue is recognized. Sales taxes invoiced to customers and remitted to governmental authorities are excluded from net sales. Shipping and handling costs are treated as fulfillment costs and included in distribution, selling and administrative costs. At September 28, 2019 , the Company did not have any material outstanding performance obligations, contract liabilities or capitalized contract acquisition costs. Customer receivables, which are included in accounts receivable, less allowances in the Company’s Consolidated Balance Sheets, were $1.5 billion and $1.3 billion as of September 28, 2019 and December 29, 2018 , respectively. The Company has certain customer contracts under which incentives are paid upfront to its customers. These payments have become industry practice and are not related to financing any customer’s business, nor are they associated with any distinct good or service to be received from any customer. These incentive payments are capitalized in prepaid expenses and other assets and amortized as a reduction of revenue over the life of the contract or as goods or services are transferred to the customer. The Company’s contract assets for these upfront payments were $31 million and $37 million included in prepaid expenses in the Company’s Consolidated Balance Sheets as of September 28, 2019 and December 29, 2018 , respectively, and $38 million and $28 million included in other assets in the Company’s Consolidated Balance Sheets as of September 28, 2019 and December 29, 2018 , respectively. The following table presents the disaggregation of revenue for each of the Company’s principal product categories: 13 Weeks Ended 39 Weeks Ended September 28, 2019 September 29, 2018 September 28, 2019 September 29, 2018 Meats and seafood $ 2,352 $ 2,198 $ 6,849 $ 6,484 Dry grocery products 1,100 1,070 3,254 3,181 Refrigerated and frozen grocery products 1,054 979 3,076 2,896 Dairy 689 646 1,955 1,906 Equipment, disposables and supplies 628 594 1,822 1,722 Beverage products 352 337 1,029 991 Produce 356 329 1,020 954 Net sales $ 6,531 $ 6,153 $ 19,005 $ 18,134

Business Acquisitions Business

Business Acquisitions Business Acquisitions	9 Months Ended
	Sep. 28, 2019
Business Combinations [Abstract]
Business Acquisitions	BUSINESS ACQUISITIONS On September 13, 2019, USF completed the $1.8 billion all cash acquisition of five foodservice companies (the “Food Group”) from Services Group of America, Inc.: Food Services of America, Inc., Systems Services of America, Inc., Amerifresh, Inc., Ameristar Meats, Inc. and GAMPAC Express, Inc. The acquisition of the Food Group expands the Company’s network in the West and Northwest parts of the United States. USF financed the acquisition with borrowings under a new $1.5 billion incremental senior secured term loan facility, as further described in Note 12, Debt, and with borrowings under its revolving credit facilities. The assets, liabilities and results of operations of the Food Group have been included in the Company’s consolidated financial statements since the date the acquisition was completed. As a condition to receiving regulatory clearance for the acquisition from the Federal Trade Commission, USF divested three Food Group distribution facilities (the "Divested Assets"). The total amount of proceeds received from the October 11, 2019 sale of the Divested Assets at closing was $94 million , which, together with approximately $21 million in holdback funds and expected working capital adjustments, approximates the fair value of the Divested Assets. The assets and liabilities of the Divested Assets are included in assets of discontinued operations and liabilities of discontinued operations, respectively, in the Company's Consolidated Balance Sheets. The operating results of the Divested Assets from the date the acquisition was completed through September 28, 2019 are included in income from discontinued operations—net of tax in the Company's Consolidated Statements of Comprehensive Income. The following table summarizes the preliminary purchase price allocation recognized for the acquisition based on preliminary estimates of the fair value of the assets acquired and the liabilities assumed. The allocation is dependent upon certain valuation and other analyses and studies that have not yet been completed. Accordingly, the preliminary purchase price allocation is subject to further adjustment as additional information becomes available and final valuations are completed. There can be no assurances that these final valuations and additional analyses and studies will not result in significant changes to the preliminary estimates of fair value set forth below. Preliminary Purchase Price Allocation Accounts receivable $ 145 Inventories 166 Assets of discontinued operations 142 Other current assets 7 Property and equipment 200 Goodwill (1) 761 Other intangibles (2) 691 Other assets 47 Accounts payable (200 ) Accrued expenses and other current liabilities (61 ) Liabilities of discontinued operations (27 ) Other long-term liabilities, including financing leases (42 ) Cash paid for acquisition $ 1,829 (1) Goodwill recognized is primarily attributable to expected synergies from the combined company, as well as intangible assets that do not qualify for separate recognition. The acquired goodwill is deductible for U.S. federal income tax purposes. (2) Other intangible assets consist of customer relationships of $652 million with estimated useful lives of 15 years and indefinite-lived brand names and trademarks of $39 million . Net sales and net income for the Food Group (exclusive of the Divested Assets, as the sales and net income of the Divested Assets are reflected in discontinued operations, which have been included in the Company’s Consolidated Statements of Comprehensive Income since the date the acquisition was completed), were $132 million and $1 million , during the 13 weeks and 39 weeks ended September 28, 2019, respectively. Acquisition related costs included in distribution, selling and administrative costs in the Company’s Consolidated Statements of Comprehensive Income were $17 million and $10 million for the 13 weeks ended September 28, 2019 and September 29, 2018 , respectively, and $35 million and $10 million for the 39 weeks ended September 28, 2019 and September 29, 2018 , respectively. The following table presents the Company’s unaudited pro forma consolidated net sales, net income and earnings per share (“EPS”) for the 13 weeks and 39 weeks ended September 28, 2019 and September 29, 2018, respectively. The unaudited pro forma financial information includes the historical results of operations of the Company and the Food Group, giving effect to the acquisition and related financing as if they had occurred as of December 31, 2017, which was the first day of the Company’s fiscal year 2018. 13 Weeks Ended 39 Weeks Ended September 28, 2019 September 29, 2018 September 28, 2019 September 29, 2018 Pro forma net sales $ 7,195 $ 6,907 $ 21,086 $ 20,265 Pro forma net income $ 123 $ 120 $ 305 $ 294 Pro forma earnings per share: Basic $ 0.56 $ 0.55 $ 1.40 $ 1.36 Diluted $ 0.56 $ 0.55 $ 1.39 $ 1.35 The unaudited pro forma financial information for all periods presented above excludes the results of operations related to the Divested Assets, as the results of operations related to the Divested Assets are reflected as discontinued operations. Unaudited net sales, net income and EPS related to the Divested Assets for the 13 weeks and 39 weeks ended September 28, 2019 and September 29, 2018, respectively, are as follows: 13 Weeks Ended 39 Weeks Ended September 28, 2019 September 29, 2018 September 28, 2019 September 29, 2018 Pro forma net sales $ 114 $ 136 $ 372 $ 390 Pro forma net income $ 3 $ 4 $ 6 $ 8 Pro forma earnings per share: Basic $ 0.02 $ 0.02 $ 0.03 $ 0.04 Diluted $ 0.01 $ 0.02 $ 0.03 $ 0.04 The unaudited pro forma financial information above includes adjustments for: (1) incremental depreciation expense related to fair value increases of certain acquired property and equipment, (2) amortization expense related to the fair value of intangible assets acquired, (3) interest expense related to the borrowings under the new incremental senior secured term loan facility and revolving credit facilities used to finance the acquisition, (4) the elimination of acquisition-related costs that were included in the Company’s historical results, and (5) adjustments to the income tax provision based on pro forma results of operations. No effect has been given to potential synergies, operating efficiencies or costs arising from the integration of the Food Group with our previously existing operations. Accordingly, the unaudited pro forma financial information is not necessarily indicative of the operating results that would have been achieved had the pro forma events taken place on the date indicated. Further, the pro forma financial information does not purport to project the Company’s future consolidated results of operations following the acquisition.

Restricted Cash (Notes)

Restricted Cash (Notes)	9 Months Ended
	Sep. 28, 2019
Cash and Cash Equivalents [Abstract]
Restricted Cash	RESTRICTED CASH Restricted cash primarily consists of cash on deposit with financial institutions as collateral for certain letters of credit. Cash, cash equivalents and restricted cash as presented in the Company's Consolidated Statements of Cash Flows as of September 28, 2019 and December 29, 2018 consisted of the following: September 28, 2019 December 29, 2018 Cash and cash equivalents $ 90 $ 104 Restricted cash—included in other assets 8 1 Total cash, cash equivalents and restricted cash $ 98 $ 105

Inventories

Inventories	9 Months Ended
	Sep. 28, 2019
Inventory Disclosure [Abstract]
Inventories	INVENTORIES The Company’s inventories, consisting mainly of food and food-related products, are primarily considered finished goods. Inventory costs include the purchase price of the product, freight costs to deliver it to the Company’s distribution facilities, and depreciation and labor related to processing facilities and equipment, and are net of certain cash or non-cash consideration received from vendors. The Company assesses the need for valuation allowances for slow-moving, excess and obsolete inventories by estimating the net recoverable value of such goods based upon inventory category, inventory age, specifically identified items, and overall economic conditions. The Company records inventories at the lower of cost or market, using the last-in, first-out (“LIFO”) method. The base year values of beginning and ending inventories are determined using the inventory price index computation method. This links current costs to original costs in the base year when the Company adopted LIFO. As of September 28, 2019 and December 29, 2018 , LIFO reserves in the Company’s Consolidated Balance Sheets were $143 million and $130 million , respectively. As a result of changes in LIFO reserves, cost of goods sold increased $1 million and decreased $9 million for the 13 weeks ended September 28, 2019 and September 29, 2018 , respectively, and increased $13 million and decreased $1 million for the 39 weeks ended September 28, 2019 and September 29, 2018 , respectively.

Accounts Receivable Financing P

Accounts Receivable Financing Program	9 Months Ended
	Sep. 28, 2019
Receivables [Abstract]
Accounts Receivable Financing Program	ACCOUNTS RECEIVABLE FINANCING PROGRAM Under its accounts receivable financing facility (the “ABS Facility”), USF sells, on a revolving basis, eligible receivables to a wholly owned, special purpose, bankruptcy remote subsidiary (the “Receivables Company”). The Receivables Company, in turn, grants a continuing security interest in all of its right, title and interest in the eligible receivables to the administrative agent, for the benefit of the lenders. The Company consolidates the Receivables Company and, consequently, the transfer of the eligible receivables is a transaction internal to the Company and the eligible receivables have not been derecognized from the Company’s Consolidated Balance Sheets. Included in the Company’s accounts receivable balance as of September 28, 2019 and December 29, 2018 was approximately $1.1 billion and $1.0 billion , respectively, of eligible receivables held as collateral in support of the ABS Facility. See Note 12, Debt, for a further description of the ABS Facility.

Assets Held for Sale

Assets Held for Sale	9 Months Ended
	Sep. 28, 2019
Discontinued Operations and Disposal Groups [Abstract]
Assets Held for Sale	ASSETS HELD FOR SALE The Company classifies its closed facilities as assets held for sale at the time management commits to a plan to sell the facility, the facility is actively marketed and available for immediate sale, and the sale is expected to be completed within one year. Due to market conditions, certain facilities may be classified as assets held for sale for more than one year while the Company continues to actively market the facilities. The change in assets held for sale for the 39 weeks ended September 28, 2019 was as follows: Balance as of December 29, 2018 $ 7 Assets sold (6 ) Balance as of September 28, 2019 $ 1 During the 39 weeks ended September 28, 2019 , two closed distribution facilities and an excess parcel of land were sold for aggregate proceeds of $6 million

Property and Equipment

Property and Equipment	9 Months Ended
	Sep. 28, 2019
Property, Plant and Equipment [Abstract]
Property and Equipment	PROPERTY AND EQUIPMENT Property and equipment are stated at cost. Depreciation of property and equipment is calculated using the straight-line method over the estimated useful lives of the assets, which range from 3 to 40 years . Property and equipment under financing leases and leasehold improvements are amortized on a straight-line basis over the remaining terms of the related leases or the estimated useful lives of the assets, if reasonably assured the Company will purchase the assets at the end of the lease terms. As of September 28, 2019 and December 29, 2018 , property and equipment-net included accumulated depreciation of $2,288 million and $2,117 million , respectively. Depreciation expense was $75 million for both the 13 weeks ended September 28, 2019 and September 29, 2018 , and $228 million and $220 million for the 39 weeks ended September 28, 2019 and September 29, 2018 , respectively.

Goodwill and Other Intangibles

Goodwill and Other Intangibles	9 Months Ended
	Sep. 28, 2019
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill and Other Intangibles	GOODWILL AND OTHER INTANGIBLES Goodwill includes the cost of acquired businesses in excess of the fair value of the tangible and other intangible net assets acquired. Other intangible assets include customer relationships, noncompete agreements, the brand names comprising the Company’s portfolio of exclusive brands, and trademarks. Brand names and trademarks are indefinite-lived intangible assets and, accordingly, are not subject to amortization, but are subject to impairment assessments as described below. Customer relationships and noncompete agreements are intangible assets with definite lives and are carried at the acquired fair value, less accumulated amortization. Customer relationships and noncompete agreements are amortized over the estimated useful lives (which are 2 to 15 years ). Amortization expense was $12 million and $10 million for the 13 weeks ended September 28, 2019 and September 29, 2018 , respectively, and $32 million and $30 million for the 39 weeks ended September 28, 2019 and September 29, 2018 , respectively. Goodwill and other intangibles—net consisted of the following: September 28, 2019 December 29, 2018 Goodwill $ 4,728 $ 3,967 Other intangibles—net Customer relationships—amortizable: Gross carrying amount $ 806 $ 154 Accumulated amortization (116 ) (85 ) Net carrying value 690 69 Noncompete agreements—amortizable: Gross carrying amount 3 3 Accumulated amortization (2 ) (1 ) Net carrying value 1 2 Brand names and trademarks—not amortizing 292 253 Total other intangibles—net $ 983 $ 324 The increase in goodwill and other intangible assets as of September 28, 2019 is attributable to the Food Group acquisition, as described in Note 4, Business Acquisitions. The Company assesses goodwill and other intangible assets with indefinite lives for impairment annually, or more frequently if events occur that indicate an asset may be impaired. For goodwill and indefinite-lived intangible assets, the Company’s policy is to assess for impairment as of the beginning of each fiscal third quarter. For intangible assets with definite lives, the Company assesses impairment only if events occur that indicate that the carrying amount of an asset may not be recoverable. The Company completed its most recent annual impairment assessment for goodwill and indefinite-lived intangible assets as of June 30, 2019, the first day of the third quarter of fiscal year 2019, with no impairments noted.

Fair Value Measurements

Fair Value Measurements	9 Months Ended
	Sep. 28, 2019
Fair Value Disclosures [Abstract]
Fair Value Measurements	FAIR VALUE MEASUREMENTS The Company follows the accounting standards for fair value, under which fair value is a market-based measurement, not an entity-specific measurement. The Company’s fair value measurements are based on the assumptions that market participants would use in pricing the asset or liability. As a basis for considering market participant assumptions in fair value measurements, fair value accounting standards establish a fair value hierarchy which prioritizes the inputs used in measuring fair value as follows: • Level 1—observable inputs, such as quoted prices in active markets • Level 2—observable inputs other than those included in Level 1, such as quoted prices for similar assets and liabilities in active or inactive markets that are observable either directly or indirectly, or other inputs that are observable or can be corroborated by observable market data • Level 3—unobservable inputs for which there is little or no market data, which require the reporting entity to develop its own assumptions Any transfers of assets or liabilities between Level 1, Level 2, and Level 3 of the fair value hierarchy will be recognized at the end of the reporting period in which the transfer occurs. There were no transfers between fair value levels in any of the periods presented below. The Company’s assets and liabilities measured at fair value on a recurring basis as of September 28, 2019 and December 29, 2018 , aggregated by the level in the fair value hierarchy within which those measurements fall, were as follows: September 28, 2019 Level 1 Level 2 Level 3 Total Liabilities Interest rate swaps $ — $ 2 $ — $ 2 December 29, 2018 Level 1 Level 2 Level 3 Total Assets Money market funds $ 1 $ — $ — $ 1 Interest rate swaps — 19 — 19 $ 1 $ 19 $ — $ 20 There were no significant assets or liabilities in the Company's Consolidated Balance Sheets measured at fair value on a nonrecurring basis. Business acquisitions are recorded at fair value as further described in Note 4, Business Acquisitions. Recurring Fair Value Measurements Money Market Funds Money market funds include highly liquid investments with a maturity of three or fewer months. They are valued using quoted market prices in active markets and are classified under Level 1 within the fair value hierarchy. Derivative Financial Instruments The Company uses interest rate swaps, designated as cash flow hedges, to manage its exposure to interest rate movements in connection with its variable-rate Initial Term Loan Facility (as defined in Note 12, Debt). On August 1, 2017, USF entered into four -year interest rate swap agreements with a notional amount of $1.1 billion , reducing to $825 million in the fourth year. These swaps effectively converted approximately half of the principal amount of the Initial Term Loan Facility from a variable to a fixed rate loan. On May 31, 2019, an interest rate swap agreement with a notional amount of $367 million was terminated, and the Company received cash proceeds of $1 million , the fair value of the interest rate swap on the termination date. The proceeds were recorded as cash provided by operating activities in the Company's Consolidated Statement of Cash Flows. The $1 million gain from the termination of the interest rate swap agreement remains in accumulated other comprehensive loss and is being amortized to interest expense through July 31, 2021, the remaining term of the original interest rate swap agreement. After giving effect to the termination of the interest rate swap agreement, the remaining interest rate swap agreements collectively have a notional value of $733 million , reducing to $550 million on July 31, 2020. The Company pays an aggregate effective rate of 3.70% on the notional amount of the Initial Term Loan Facility covered by the interest rate swap agreements, comprised of 1.70% plus a spread of 2.00% (see Note 12, Debt). The Company records its interest rate swaps in its Consolidated Balance Sheets at fair value, based on projections of cash flows and future interest rates. The determination of fair value includes the consideration of any credit valuation adjustments necessary, giving consideration to the creditworthiness of the respective counterparties and the Company. The following table presents the balance sheet location and fair value of the interest rate swaps as of September 28, 2019 and December 29, 2018 : Fair Value Balance Sheet Location September 28, 2019 December 29, 2018 Derivatives designated as hedging instruments Interest rate swaps Other current assets $ — $ 8 Interest rate swaps Other assets — 11 Total assets — 19 Interest rate swaps Other long-term liabilities 2 — Net position $ 2 $ 19 Gains and losses on the interest rate swaps are initially recorded in accumulated o ther comprehensive loss and reclassified to interest expense during the period in which the hedged transaction affects income. The following table presents the effect of the Company’s interest rate swaps in its Consolidated Statements of Comprehensive Income f or the 13 weeks and 39 weeks ended September 28, 2019 and September 29, 2018 : Derivatives in Cash Flow Hedging Relationships Amount of (Loss) Gain Recognized in Accumulated Other Comprehensive Loss, net of tax Location of Amounts Reclassified from Accumulated Other Comprehensive Loss Amount of Gain Reclassified from Accumulated Other Comprehensive Loss to Income, net of tax For the 13 weeks ended September 28, 2019 Interest rate swaps $ — Interest expense—net $ (1 ) For the 13 weeks ended September 29, 2018 Interest rate swaps $ 2 Interest expense—net $ (1 ) For the 39 weeks ended September 28, 2019 Interest rate swaps $ (11 ) Interest expense—net $ (4 ) For the 39 weeks ended September 29, 2018 Interest rate swaps $ 14 Interest expense—net $ (1 ) During the next twelve months, the Company estimates that a de minimis amount will be reclassified from accumulated other comprehensive loss to income. Other Fair Value Measurements The carrying value of cash, restricted cash, accounts receivable, cash overdraft liability, accounts payable and accrued expenses approximate their fair values due to their short-term maturities. The fair value of the Company’s total debt approximated its carrying value of $4.9 billion and $3.5 billion as of September 28, 2019 and December 29, 2018 , respectively. The fair value of the Company’s 5.88% unsecured Senior Notes due June 15, 2024 (the “Senior Notes”), was $0.6 billion as of both September 28, 2019 and December 29, 2018

Debt

Debt	9 Months Ended
	Sep. 28, 2019
Debt Disclosure [Abstract]
Debt	DEBT Total debt consisted of the following: Debt Description Maturity Interest Rate as of September 28, 2019 September 28, 2019 December 29, 2018 ABL Facility May 31, 2024 3.48% $ 138 $ 81 (1) ABS Facility September 21, 2022 2.98% 215 275 (2) Initial Term Loan Facility (net of $5 of June 27, 2023 4.11% 2,129 2,145 Incremental Term Loan Facility (net of $36 of September 13, 2026 4.04% 1,464 — Senior Notes (net of $5 of unamortized June 15, 2024 5.88% 595 595 Obligations under financing leases 2019–2026 2.00% - 6.17% 375 352 Other debt 2021–2031 5.75% - 9.00% 8 9 Total debt 4,924 3,457 Current portion of long-term debt (136 ) (106 ) Long-term debt $ 4,788 $ 3,351 (1) Consists of outstanding borrowings under our former asset based senior secured revolving credit facility, which was refinanced with a new facility in May 2019 (as described below). (2) Consists of outstanding borrowings under the ABS Facility prior to its refinancing in September 2019 (as described below). At September 28, 2019 , after considering interest rate swaps that fixed the interest rate on $733 million of principal of the Initial Term Loan Facility described below, approximately 65% of the Company’s total debt was at a floating rate. ABL Facility —On May 31, 2019, USF completed a refinancing of its asset based senior secured revolving credit facility with a new asset based senior secured revolving credit facility (the “ABL Facility”). The ABL Facility provides USF with loan commitments having a maximum aggregate principal amount of $1,700 million , comprised of (1) $1,400 million of commitments effective as of May 31, 2019 and (2) $300 million of commitments that may become effective, at USF's election, at any time on or prior to November 30, 2019. The ABL Facility includes subfacilities for the issuance of up to $800 million of letters of credit and up to $170 million of swing line loans. Extensions of credit under the ABL Facility are subject to availability under a “borrowing base” comprised of various percentages of the value of certain eligible accounts receivable, inventory, transportation equipment and cash and cash equivalents, which also serve as collateral for borrowings under the ABL Facility. Borrowings under the ABL Facility bear interest, at USF's periodic election, at a rate equal to the sum of an alternative base rate (“ABR”), as defined under the ABL Facility, plus a margin ranging from 0% to 0.50% , or the sum of a London Interbank Offered Rate (“LIBOR”) plus a margin ranging from 1.00% to 1.50% , in each case based on USF’s excess availability under the ABL Facility. The margin under the ABL Facility as of September 28, 2019 was 0.25% for ABR loans and 1.25% for LIBOR loans. The ABL Facility also carries a commitment fee of 0.25% per annum on the average unused amount of the commitments under the ABL Facility. The ABL Facility is scheduled to mature on May 31, 2024, subject to a springing maturity date in the event that more than $300 million of aggregate principal amount of indebtedness under the Initial Term Loan Facility, the Incremental Term Loan Facility or the Senior Notes remains outstanding on a date that is 60 days prior to the maturity date for the Initial Term Loan Facility, the Incremental Term Loan Facility or the Senior Notes, respectively. The ABL Facility is secured by certain designated receivables not pledged under the ABS Facility, as well as inventory and certain transportation equipment owned by USF. Additionally, lenders under the ABL Facility have a second priority interest in all of the capital stock of USF and its domestic subsidiaries, as defined under the ABL Facility, and substantially all other non-real estate assets of USF and its subsidiaries not pledged under the ABS Facility. The Company incurred $4 million of lender fees and third-party costs in connection with the ABL Facility refinancing which were capitalized as deferred financing costs. These deferred financing costs, along with $1 million of unamortized deferred financing costs related to the former asset based senior secured revolving credit facility, will be amortized through May 31, 2024, the ABL Facility maturity date. As of September 28, 2019 , USF had $138 million of outstanding borrowings, and had issued letters of credit totaling $300 million , under the ABL Facility. Outstanding letters of credit included: (1) $230 million issued in favor of certain commercial insurers to secure USF’s obligations with respect to its self-insurance program, (2) $69 million issued to secure USF’s obligations with respect to certain real estate leases, and (3) $1 million issued for other obligations. There was available capacity under the ABL Facility of $962 million as of September 28, 2019 . ABS Facility —On September 20, 2019, USF completed a refinancing of the ABS Facility. The maximum borrowing capacity under the ABS Facility is $800 million . As of September 28, 2019 , USF had $215 million of outstanding borrowings under the ABS Facility. The Company, at its option, can request additional borrowings up to the maximum commitment, provided sufficient eligible receivables are available as collateral. There was available capacity under the ABS Facility of $570 million as of September 28, 2019 . The ABS Facility bears interest at LIBOR plus a margin of 0.95% , and carries an unused commitment fee of 0.35% or 0.45% based on USF's utilization of the ABS Facility. The ABS Facility is scheduled to mature on September 21, 2022. The Company incurred $1 million of lender fees and third-party costs in connection with the ABS Facility refinancing, which were capitalized as deferred financing costs and will be amortized through September 21, 2022, the ABS Facility maturity date. Term Loan Facilities The Term Loan Credit Agreement, dated as of May 11, 2011 (as amended, the “Term Loan Credit Agreement’), provides USF with a senior secured term loan (the "Initial Term Loan Facility") and the right to request incremental senior secured term loan commitments. Initial Term Loan Facility The Initial Term Loan Facility had an outstanding balance of $2.1 billion as of September 28, 2019 . The table above reflects the interest rate on the unhedged portion of the Initial Term Loan Facility as of September 28, 2019 . The effective interest rate of the portion of the Initial Term Loan Facility subject to interest rate hedging agreements was 3.70% as of September 28, 2019 . Incremental Term Loan Facility USF entered into a new incremental term loan in an aggregate principal amount of $1.5 billion under the Term Loan Credit Agreement (the “Incremental Term Loan Facility”) to finance a portion of the purchase price for its acquisition of the Food Group. Borrowings under the Incremental Term Loan Facility bear interest at a rate per annum equal to, at USF’s option, either the sum of LIBOR plus a margin of 2.00% , or the sum of a base rate plus a margin of 1.00% . The Incremental Term Loan Facility amortizes in equal quarterly installments at a rate per annum (expressed as a percentage of the original principal amount) of 1.00% , subject to customary adjustments in the event of any prepayment, with the balance due upon maturity. Principal repayments of $3.8 million are payable quarterly, with the balance due at maturity. The Incremental Term Loan Facility is scheduled to mature on September 13, 2026. Borrowings under the Incremental Term Loan Facility may be voluntarily prepaid without penalty or premium, other than customary breakage costs related to prepayments of LIBOR-based borrowings and a 1.00% premium in the case of any “repricing transaction” within six months of the closing date. The Incremental Term Loan Facility may require mandatory repayments if certain assets are sold. USF’s obligations under the Incremental Term Loan Facility are guaranteed by certain of USF’s subsidiaries, and those obligations and guarantees are secured by all the capital stock of USF and its subsidiaries and substantially all the non-real estate assets of USF and certain of its subsidiaries not pledged under the ABS Facility. Restrictive Covenants USF's credit agreements and indentures contain customary covenants. These include, among other things, covenants that restrict USF’s ability to incur certain additional indebtedness, create or permit liens on assets, pay dividends, or engage in mergers or consolidations. As of September 28, 2019 , USF had $1.2 billion of restricted payment capacity under these covenants, and approximately $2.4 billion of its net assets were restricted considering the net deferred tax assets and intercompany balances that eliminate in consolidation

Restructuring Liabilities

Restructuring Liabilities	9 Months Ended
	Sep. 28, 2019
Restructuring and Related Activities [Abstract]
Restructuring Liabilities	RESTRUCTURING LIABILITIES The Company periodically closes or consolidates distribution facilities and implements initiatives in its ongoing efforts to reduce costs and improve operating effectiveness. In connection with these activities, the Company may incur various costs including multiemployer pension withdrawal liabilities, severance and other employee separation costs. Net restructuring costs were de minimis during the 39 weeks ended September 28, 2019 and $1 million during the 39 weeks ended September 29, 2018 . Net r estructuring liabilities were $1 million and $2 million as of September 28, 2019 and December 29, 2018 , respectively.

Leases

Leases	9 Months Ended
	Sep. 28, 2019
Leases [Abstract]
Operating leases	LEASES The Company leases certain distribution and warehouse facilities, office facilities, fleet vehicles, and office and warehouse equipment. The Company determines if an arrangement is a lease at inception and recognizes a financing or operating lease liability and right-of-use (“ROU”) asset in the Company’s Consolidated Balance Sheets. ROU assets and lease liabilities are recognized based on the present value of future minimum lease payments over the lease term at commencement date. For the Company’s leases that do not provide an implicit borrowing rate, the Company uses its incremental borrowing rate based on the information available at commencement date in determining the present value of future payments. The lease terms may include options to extend, terminate or buy out the lease. When it is reasonably certain that the Company will exercise these options, they are included in ROU assets and the estimated lease liabilities. Leases with an initial term of 12 months or less are not recorded in the Company's Consolidated Balance Sheets. The Company recognizes lease expense for these leases on a straight-line basis over the lease term. The Company has lease agreements with lease and non-lease components, which are accounted for separately. For office and warehouse equipment leases, the Company accounts for the lease and non-lease components as a single lease component. Variable lease payments that do not depend on an index or a rate, such as insurance and property taxes, are excluded from the measurement of the lease liability and are recognized as variable lease cost when the obligation for that payment is incurred. The following table presents the location of the ROU assets and lease liabilities in the Company’s Consolidated Balance Sheet as of September 28, 2019 : Leases Consolidated Balance Sheet Location September 28, 2019 Assets Operating Other assets $ 136 Financing Property and equipment-net (1) 353 Total leased assets $ 489 Liabilities Current: Operating Accrued expenses and other current liabilities $ 37 Financing Current portion of long-term debt 99 Noncurrent: Operating Other long-term liabilities 126 Financing Long-term debt 276 Total lease liabilities $ 538 (1) Financing lease assets are recorded net of accumulated amortization of $257 million as of September 28, 2019 . T he following table presents the location of lease costs in the Company's Consolidated Statement of Comprehensive Income: 13 Weeks Ended 39 Weeks Ended Lease Cost Statement of Comprehensive Income Location September 28, 2019 September 28, 2019 Operating lease cost Distribution, selling and administrative costs $ 7 $ 21 Financing lease cost: Amortization of leased assets Distribution, selling and administrative costs 21 60 Interest on lease liabilities Interest expense-net 3 9 Variable lease cost Distribution, selling and administrative costs 2 5 Net lease cost $ 33 $ 95 Future lease payments under lease agreements as of September 28, 2019 were as follows: Maturity of Lease Liabilities Operating Leases Financing Leases Total Remainder of 2019 $ 11 $ 34 $ 45 2020 47 105 152 2021 39 83 122 2022 34 60 94 2023 29 57 86 2024 7 40 47 After 2024 25 26 51 Total lease payments 192 405 597 Less amount representing interest (29 ) (30 ) (59 ) Present value of lease liabilities $ 163 $ 375 $ 538 Future minimum lease payments in effect as of December 29, 2018 under noncancelable lease arrangements, as determined prior to the adoption of Topic 842, were as follows: Future Minimum Lease Payments (1) Operating Leases Financing Leases Total 2019 $ 34 $ 95 $ 129 2020 34 84 118 2021 30 71 101 2022 27 54 81 2023 23 43 66 After 2023 7 38 45 Total lease payments 155 385 540 Less amount representing interest (4 ) (33 ) (37 ) Present value of minimum lease payments $ 151 $ 352 $ 503 (1) Information in this table has been conformed to the current year presentation under Topic 842. Other information related to lease agreements for the 39 weeks ended September 28, 2019 was as follows: 39 Weeks Ended Cash Paid For Amounts Included In Measurement of Liabilities September 28, 2019 Operating cash flows from operating leases $ 24 Operating cash flows from financing leases 9 Financing cash flows from financing leases 49 Lease Term and Discount Rate September 28, 2019 Weighted-average remaining lease term (years): Operating leases 5.80 Financing leases 5.30 Weighted-average discount rate: Operating leases 4.6 % Financing leases 3.5 %
Finance leases	LEASES The Company leases certain distribution and warehouse facilities, office facilities, fleet vehicles, and office and warehouse equipment. The Company determines if an arrangement is a lease at inception and recognizes a financing or operating lease liability and right-of-use (“ROU”) asset in the Company’s Consolidated Balance Sheets. ROU assets and lease liabilities are recognized based on the present value of future minimum lease payments over the lease term at commencement date. For the Company’s leases that do not provide an implicit borrowing rate, the Company uses its incremental borrowing rate based on the information available at commencement date in determining the present value of future payments. The lease terms may include options to extend, terminate or buy out the lease. When it is reasonably certain that the Company will exercise these options, they are included in ROU assets and the estimated lease liabilities. Leases with an initial term of 12 months or less are not recorded in the Company's Consolidated Balance Sheets. The Company recognizes lease expense for these leases on a straight-line basis over the lease term. The Company has lease agreements with lease and non-lease components, which are accounted for separately. For office and warehouse equipment leases, the Company accounts for the lease and non-lease components as a single lease component. Variable lease payments that do not depend on an index or a rate, such as insurance and property taxes, are excluded from the measurement of the lease liability and are recognized as variable lease cost when the obligation for that payment is incurred. The following table presents the location of the ROU assets and lease liabilities in the Company’s Consolidated Balance Sheet as of September 28, 2019 : Leases Consolidated Balance Sheet Location September 28, 2019 Assets Operating Other assets $ 136 Financing Property and equipment-net (1) 353 Total leased assets $ 489 Liabilities Current: Operating Accrued expenses and other current liabilities $ 37 Financing Current portion of long-term debt 99 Noncurrent: Operating Other long-term liabilities 126 Financing Long-term debt 276 Total lease liabilities $ 538 (1) Financing lease assets are recorded net of accumulated amortization of $257 million as of September 28, 2019 . T he following table presents the location of lease costs in the Company's Consolidated Statement of Comprehensive Income: 13 Weeks Ended 39 Weeks Ended Lease Cost Statement of Comprehensive Income Location September 28, 2019 September 28, 2019 Operating lease cost Distribution, selling and administrative costs $ 7 $ 21 Financing lease cost: Amortization of leased assets Distribution, selling and administrative costs 21 60 Interest on lease liabilities Interest expense-net 3 9 Variable lease cost Distribution, selling and administrative costs 2 5 Net lease cost $ 33 $ 95 Future lease payments under lease agreements as of September 28, 2019 were as follows: Maturity of Lease Liabilities Operating Leases Financing Leases Total Remainder of 2019 $ 11 $ 34 $ 45 2020 47 105 152 2021 39 83 122 2022 34 60 94 2023 29 57 86 2024 7 40 47 After 2024 25 26 51 Total lease payments 192 405 597 Less amount representing interest (29 ) (30 ) (59 ) Present value of lease liabilities $ 163 $ 375 $ 538 Future minimum lease payments in effect as of December 29, 2018 under noncancelable lease arrangements, as determined prior to the adoption of Topic 842, were as follows: Future Minimum Lease Payments (1) Operating Leases Financing Leases Total 2019 $ 34 $ 95 $ 129 2020 34 84 118 2021 30 71 101 2022 27 54 81 2023 23 43 66 After 2023 7 38 45 Total lease payments 155 385 540 Less amount representing interest (4 ) (33 ) (37 ) Present value of minimum lease payments $ 151 $ 352 $ 503 (1) Information in this table has been conformed to the current year presentation under Topic 842. Other information related to lease agreements for the 39 weeks ended September 28, 2019 was as follows: 39 Weeks Ended Cash Paid For Amounts Included In Measurement of Liabilities September 28, 2019 Operating cash flows from operating leases $ 24 Operating cash flows from financing leases 9 Financing cash flows from financing leases 49 Lease Term and Discount Rate September 28, 2019 Weighted-average remaining lease term (years): Operating leases 5.80 Financing leases 5.30 Weighted-average discount rate: Operating leases 4.6 % Financing leases 3.5 %

Retirement Plans

Retirement Plans	9 Months Ended
	Sep. 28, 2019
Retirement Benefits [Abstract]
Retirement Plans	RETIREMENT PLANS The Company has defined benefit and defined contribution retirement plans for its employees and provides certain postretirement health and welfare benefits to eligible retirees and their dependents. The components of net periodic pension benefit costs (credits) for Company sponsored defined benefit plans were as follows: 13 Weeks Ended 39 Weeks Ended September 28, 2019 September 29, 2018 September 28, 2019 September 29, 2018 Components of net periodic pension benefit costs (credits) Service cost $ 1 $ 1 $ 2 $ 2 Interest cost 10 10 28 28 Expected return on plan assets (13 ) (13 ) (37 ) (39 ) Amortization of net loss 1 — 3 2 Settlements 3 — 3 — Net periodic pension benefit costs (credits) $ 2 $ (2 ) $ (1 ) $ (7 ) Other postretirement net periodic benefit costs were de minimis for both the 13 weeks and 39 weeks ended September 28, 2019 and September 29, 2018 . The service cost component of net periodic pension benefit credits is included in distribution, selling and administrative costs, while the other components of net periodic pension benefit credits are included in other expense (income)—net, respectively, in the Company's Consolidated Statements of Comprehensive Income. In the third quarter of 2019, the Company amended its defined benefit plan to offer certain terminated plan participants with vested benefits the opportunity to elect to receive an immediate lump sum payment. In addition, the Company intends to spin-off certain active participants with small accrued benefits and retirees into a separate plan and terminate that plan in order to allow those participants the ability to receive an immediate lump sum payout, with any remaining liabilities transferring to an insurance company through the purchase by the Company of an annuity contract. Estimated pension obligation settlement payments related to these transactions of approximately $75 million will be paid from pension plan assets through a combination of lump sum payments and purchased annuities. The Company expects to incur non-cash settlement charges of approximately $19 million in fiscal year 2019, including approximately $16 million in the fourth quarter when the settlements in connection with these transactions are expected to be paid. The $3 million of settlement charges incurred during the third quarter of fiscal year 2019 relate to ordinary course lump sum payment elections as provided under the current plan. Settlement charges are included in other expense (income)—net in the Company's Consolidated Statements of Comprehensive Income. The Company does not expect to make a significant contribution to its Company sponsored defined benefit plans in fiscal year 2019 . Certain employees are eligible to participate in the Company's 401(k) savings plan. The Company made employer matching contributions to the 401(k) plan of $13 million and $11 million for the 13 weeks ended September 28, 2019 and September 29, 2018 , respectively, and $38 million and $36 million for the 39 weeks ended September 28, 2019 and September 29, 2018 , respectively. The Company is also required to contribute to various multiemployer pension plans under certain of its collective bargaining agreements. The Company’s contributions to these plans were $10 million and $9 million for the 13 weeks ended September 28, 2019 and September 29, 2018 , respectively, and $28 million and $27 million for the 39 weeks ended September 28, 2019 and September 29, 2018 , respectively.

Earnings Per Share

Earnings Per Share	9 Months Ended
	Sep. 28, 2019
Earnings Per Share [Abstract]
Earnings per share	EARNINGS PER SHARE The Company computes EPS in accordance with ASC 260, Earnings per Share . Basic EPS is computed by dividing net income available to common stockholders by the weighted-average number of shares of common stock outstanding. Diluted EPS is computed using the weighted average number of shares of common stock, plus the effect of potentially dilutive securities. Stock options, non-vested restricted shares with forfeitable dividend rights, restricted stock units, and employee stock purchase plan deferrals are considered potentially dilutive securities. The following table sets forth the computation of basic and diluted EPS: 13 Weeks Ended 39 Weeks Ended September 28, 2019 September 29, 2018 September 28, 2019 September 29, 2018 Numerator: Income from continuing operations $ 105 $ 114 $ 292 $ 307 Income from discontinued operations 1 — 1 — Net income $ 106 $ 114 $ 293 $ 307 Denominator: Weighted-average common shares outstanding 218 217 218 216 Dilutive effect of share-based awards 2 1 1 2 Weighted-average dilutive shares outstanding 220 218 219 218 Basic earnings per share: Continuing operations $ 0.48 $ 0.53 $ 1.33 $ 1.42 Discontinued operations 0.01 — 0.01 — Net income per share $ 0.49 $ 0.53 $ 1.34 $ 1.42 Diluted earnings per share: Continuing operations $ 0.47 $ 0.52 $ 1.33 $ 1.41 Discontinued operations 0.01 — 0.01 — Net income per share $ 0.48 $ 0.52 $ 1.34 $ 1.41

Changes in Accumulated Other Co

Changes in Accumulated Other Comprehensive Loss	9 Months Ended
	Sep. 28, 2019
Equity [Abstract]
Changes in Accumulated Other Comprehensive Loss	CHANGES IN ACCUMULATED OTHER COMPREHENSIVE LOSS The following table presents changes in accumulated other comprehensive loss by component for the periods presented: 13 Weeks Ended 39 Weeks Ended September 28, 2019 September 29, 2018 September 28, 2019 September 29, 2018 Accumulated other comprehensive loss components Retirement benefit obligations: Balance as of beginning of period (1) $ (95 ) $ (77 ) $ (97 ) $ (103 ) Reclassification adjustments: Amortization of net loss (2) (3) 1 — 3 2 Settlements (2)(3) 3 — 3 — Pension remeasurement (4) — — — 33 Total before income tax 4 — 6 35 Income tax provision 1 — 1 9 Current period comprehensive income, net of tax 3 — 5 26 Balance as of end of period (1) $ (92 ) $ (77 ) $ (92 ) $ (77 ) Interest rate swaps: Balance as of beginning of period (1) $ (1 ) $ 20 $ 13 $ 8 Change in fair value of interest rate swaps (1 ) 3 (15 ) 20 Amounts reclassified to interest expense—net (1 ) (1 ) (5 ) (1 ) Total before income tax (2 ) 2 (20 ) 19 Income tax (benefit) provision (1 ) — (5 ) 5 Current period comprehensive (loss) income, net of tax (1 ) 2 (15 ) 14 Balance as of end of period (1) $ (2 ) $ 22 $ (2 ) $ 22 Accumulated other comprehensive loss as of end of period (1) $ (94 ) $ (55 ) $ (94 ) $ (55 ) (1) Amounts are presented net of tax. (2) Included in the computation of net periodic benefit costs. See Note 15, Retirement Plans, for additional information. (3) Included in other expense (income)—net in the Consolidated Statements of Comprehensive Income. (4) Resulting from a $35 million incremental contribution to the Company's defined benefit pension plan in fiscal year 2018.

Income Taxes

Income Taxes	9 Months Ended
	Sep. 28, 2019
Income Tax Disclosure [Abstract]
Income taxes	INCOME TAXES The determination of the Company’s overall effective income tax rate requires the use of estimates. The effective income tax rate reflects the income earned and taxed in various United States federal and state jurisdictions based on enacted tax law, permanent differences between book and tax items, tax credits and the Company’s change in relative income in each jurisdiction. The Company estimated its annual effective income tax rate for the full fiscal year and applied the annual effective income tax rate to the results of the 39 weeks ended September 28, 2019 and September 29, 2018 for purposes of determining its year-to-date tax provision. For the 13 weeks ended September 28, 2019 , the Company's effective income tax rate of 27% differed from the 21% federal corporate income tax rate primarily as a result of state income taxes and the recognition of various discrete tax items. These discrete tax items included a tax expense of $2 million primarily related to a change in valuation allowance. For the 13 weeks ended September 29, 2018 , the Company's effective income tax rate of 19% differed from the 21% federal corporate income tax rate primarily as a result of state income taxes and the recognition of various discrete tax items. These discrete tax items included a tax benefit of $4 million primarily related to the adjustments finalizing provisional amounts recorded as of December 30, 2017 in connection with the reduction of the federal corporate income tax rate under the Tax Act and a tax benefit of $4 million primarily related to the reduction of an unrecognized tax benefit due to the receipt of an affirmative written consent from the Internal Revenue Service (the "IRS") to change a method of accounting. For the 39 weeks ended September 28, 2019 , the Company's effective income tax rate of 25% differed from the 21% federal corporate income tax rate primarily as a result of state income taxes and the recognition of various discrete tax items. These discrete tax items included a tax benefit of $3 million primarily related to excess tax benefits associated with share-based compensation. For the 39 weeks ended September 29, 2018 , the Company's effective income tax rate of 16% differed from the 21% federal corporate income tax rate primarily as a result of state income taxes and the recognition of various discrete tax items. These discrete tax items included a tax benefit of $21 million primarily related to the reduction of an unrecognized tax benefit due to the receipt of an affirmative written consent from the IRS to change a method of accounting, a tax benefit of $6 million primarily related to excess tax benefits associated with share-based compensation and a tax benefit of $8 million primarily related to the adjustments finalizing provisional amounts recorded as of December 30, 2017 in connection with the reduction of the federal corporate income tax rate under the Tax Act.

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended
	Sep. 28, 2019
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	COMMITMENTS AND CONTINGENCIES Purchase Commitments —The Company enters into purchase orders with vendors and other parties in the ordinary course of business and has a limited number of purchase contracts with certain vendors that require it to buy a predetermined volume of products. As of September 28, 2019 , the Company had $959 million of purchase orders and purchase contract commitments to be purchased in the remainder of fiscal year 2019 and $55 million of information technology commitments through May 2024 that are not recorded in the Company's Consolidated Balance Sheets. To minimize fuel cost risk, the Company enters into forward purchase commitments for a portion of its projected diesel fuel requirements. As of September 28, 2019 , the Company had diesel fuel forward purchase commitments totaling $106 million through February 2021 . Additionally, as of September 28, 2019 , the Company had electricity forward purchase commitments totaling $5 million through December 2021 . The Company does not measure its forward purchase commitments for fuel and electricity at fair value, as the amounts under contract meet the physical delivery criteria in the normal purchase exception. Legal Proceedings —The Company is subject to a number of legal proceedings arising in the normal course of business. These legal proceedings, whether pending, threatened or unasserted, if decided adversely to or settled by the Company, may result in liabilities material to its financial position, results of operations, or cash flows. The Company has recognized provisions with respect to the proceedings, where appropriate, in its Consolidated Balance Sheets. It is possible that the Company could be required to make expenditures, in excess of the established provisions, in amounts that cannot be reasonably estimated. However, the Company believes that the ultimate resolution of these proceedings will not have a material adverse effect on its consolidated financial position, results of operations or cash flows.

Business Information

Business Information	9 Months Ended
	Sep. 28, 2019
Segment Reporting [Abstract]
Business information	BUSINESS INFORMATION The Company’s consolidated results represent the operating results of its one business segment based on how the Company’s chief operating decision maker, the Chief Executive Officer, views the business for purposes of evaluating performance and making operating decisions. The Company markets and distributes fresh, frozen and dry food and non-food products to foodservice customers throughout the United States. The Company uses a centralized management structure, and its strategies and initiatives are implemented and executed consistently across the organization to maximize value to the organization as a whole. The Company uses shared resources for sales, procurement, and general and administrative activities across each of its distribution facilities and operations. The Company’s distribution facilities form a single network to reach its customers; it is common for a single customer to make purchases from several different distribution facilities. Capital projects, whether for cost savings or generating incremental revenue, are evaluated based on estimated economic returns to the organization as a whole.

Recent Accounting Pronounceme_2

Recent Accounting Pronouncements (Policies)	9 Months Ended
	Sep. 28, 2019
Accounting Changes and Error Corrections [Abstract]
Recent Accounting Pronouncements	Recently Adopted Accounting Pronouncements In February 2018, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2018-02, Income Statement, Reporting Comprehensive Income (Topic 220), Reclassification of Certain Tax Effects From Accumulated Other Comprehensive Income . This new guidance permits an entity to reclassify the income tax effects of the Tax Cuts and Jobs Act of 2017 (the “Tax Act”) on items within accumulated other comprehensive income to retained earnings. The Company adopted this guidance as of the beginning of fiscal year 2019 and elected not to reclassify the income tax effects of the Tax Act from accumulated other comprehensive income to retained earnings. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) , which supersedes Accounting Standards Codification (“ASC”) 840 , Leases, and has issued subsequent amendments to Topic 842. The Company adopted Topic 842 on December 30, 2018, the effective and initial application date, using the modified retrospective approach. The Company elected from the package of practical expedients permitted under the transition guidance within Topic 842, which, among other things, allowed the Company to carry forward the historical lease classification. Adoption of Topic 842 resulted in the recording of additional net lease assets and lease liabilities of approximately $100 million , as of December 30, 2018. The initial adoption of Topic 842 did not materially impact the Company’s Consolidated Statement of Comprehensive Income and Consolidated Statement of Cash Flows. The Company has revised its relevant policies and procedures, as applicable, to meet the new accounting, reporting and disclosure requirements of Topic 842. See Note 14, Leases. Recently Issued Accounting Pronouncements In August 2018, the FASB issued ASU No. 2018-15, Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract , which provides new guidance on the accounting for implementation, set-up, and other upfront costs incurred in a hosted cloud computing arrangement. Under the new guidance, entities will apply the same criteria for capitalizing implementation costs as they would for an internal-use software license arrangement. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019, with early adoption permitted. This ASU can be adopted prospectively to eligible costs incurred on or after the date of adoption or retrospectively. The Company does not expect the adoption of the guidance under the new standard to materially affect its financial position or results of operations. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which requires entities to use a forward looking, expected loss model to estimate credit losses. It also requires additional disclosure related to credit quality of trade and other receivables, including information related to management’s estimate of credit allowances. ASU 2016-13 was further amended in November 2018 by ASU 2018-19, Codification Improvements to Topic 236, Financial Instrument-Credit Losses. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019, with early adoption permitted. The Company does not expect the adoption of the provisions of the new standard to materially affect its financial position or results of operations.

Revenue Recognition (Tables)

Revenue Recognition (Tables)	9 Months Ended
	Sep. 28, 2019
Revenue from Contract with Customer [Abstract]
Disaggregation of revenue by principal product categories	The following table presents the disaggregation of revenue for each of the Company’s principal product categories: 13 Weeks Ended 39 Weeks Ended September 28, 2019 September 29, 2018 September 28, 2019 September 29, 2018 Meats and seafood $ 2,352 $ 2,198 $ 6,849 $ 6,484 Dry grocery products 1,100 1,070 3,254 3,181 Refrigerated and frozen grocery products 1,054 979 3,076 2,896 Dairy 689 646 1,955 1,906 Equipment, disposables and supplies 628 594 1,822 1,722 Beverage products 352 337 1,029 991 Produce 356 329 1,020 954 Net sales $ 6,531 $ 6,153 $ 19,005 $ 18,134

Business Acquisitions Busines_2

Business Acquisitions Business Acquisitions (Tables)	9 Months Ended
	Sep. 28, 2019
Business Combinations [Abstract]
Purchase Price Allocation	The following table summarizes the preliminary purchase price allocation recognized for the acquisition based on preliminary estimates of the fair value of the assets acquired and the liabilities assumed. The allocation is dependent upon certain valuation and other analyses and studies that have not yet been completed. Accordingly, the preliminary purchase price allocation is subject to further adjustment as additional information becomes available and final valuations are completed. There can be no assurances that these final valuations and additional analyses and studies will not result in significant changes to the preliminary estimates of fair value set forth below. Preliminary Purchase Price Allocation Accounts receivable $ 145 Inventories 166 Assets of discontinued operations 142 Other current assets 7 Property and equipment 200 Goodwill (1) 761 Other intangibles (2) 691 Other assets 47 Accounts payable (200 ) Accrued expenses and other current liabilities (61 ) Liabilities of discontinued operations (27 ) Other long-term liabilities, including financing leases (42 ) Cash paid for acquisition $ 1,829 (1) Goodwill recognized is primarily attributable to expected synergies from the combined company, as well as intangible assets that do not qualify for separate recognition. The acquired goodwill is deductible for U.S. federal income tax purposes. (2) Other intangible assets consist of customer relationships of $652 million with estimated useful lives of 15 years and indefinite-lived brand names and trademarks of $39 million .
Pro Forma Information	The following table presents the Company’s unaudited pro forma consolidated net sales, net income and earnings per share (“EPS”) for the 13 weeks and 39 weeks ended September 28, 2019 and September 29, 2018, respectively. The unaudited pro forma financial information includes the historical results of operations of the Company and the Food Group, giving effect to the acquisition and related financing as if they had occurred as of December 31, 2017, which was the first day of the Company’s fiscal year 2018. 13 Weeks Ended 39 Weeks Ended September 28, 2019 September 29, 2018 September 28, 2019 September 29, 2018 Pro forma net sales $ 7,195 $ 6,907 $ 21,086 $ 20,265 Pro forma net income $ 123 $ 120 $ 305 $ 294 Pro forma earnings per share: Basic $ 0.56 $ 0.55 $ 1.40 $ 1.36 Diluted $ 0.56 $ 0.55 $ 1.39 $ 1.35
Divested Entities Pro Forma Information	The unaudited pro forma financial information for all periods presented above excludes the results of operations related to the Divested Assets, as the results of operations related to the Divested Assets are reflected as discontinued operations. Unaudited net sales, net income and EPS related to the Divested Assets for the 13 weeks and 39 weeks ended September 28, 2019 and September 29, 2018, respectively, are as follows: 13 Weeks Ended 39 Weeks Ended September 28, 2019 September 29, 2018 September 28, 2019 September 29, 2018 Pro forma net sales $ 114 $ 136 $ 372 $ 390 Pro forma net income $ 3 $ 4 $ 6 $ 8 Pro forma earnings per share: Basic $ 0.02 $ 0.02 $ 0.03 $ 0.04 Diluted $ 0.01 $ 0.02 $ 0.03 $ 0.04

Restricted Cash (Tables)

Restricted Cash (Tables)	9 Months Ended
	Sep. 28, 2019
Cash and Cash Equivalents [Abstract]
Restricted Cash	RESTRICTED CASH Restricted cash primarily consists of cash on deposit with financial institutions as collateral for certain letters of credit. Cash, cash equivalents and restricted cash as presented in the Company's Consolidated Statements of Cash Flows as of September 28, 2019 and December 29, 2018 consisted of the following: September 28, 2019 December 29, 2018 Cash and cash equivalents $ 90 $ 104 Restricted cash—included in other assets 8 1 Total cash, cash equivalents and restricted cash $ 98 $ 105

Assets Held for Sale (Tables)

Assets Held for Sale (Tables)	9 Months Ended
	Sep. 28, 2019
Discontinued Operations and Disposal Groups [Abstract]
Assets held for sale	The change in assets held for sale for the 39 weeks ended September 28, 2019 was as follows: Balance as of December 29, 2018 $ 7 Assets sold (6 ) Balance as of September 28, 2019 $ 1

Goodwill and Other Intangibles

Goodwill and Other Intangibles (Tables)	9 Months Ended
	Sep. 28, 2019
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of Goodwill and Other Intangibles, Net	Goodwill and other intangibles—net consisted of the following: September 28, 2019 December 29, 2018 Goodwill $ 4,728 $ 3,967 Other intangibles—net Customer relationships—amortizable: Gross carrying amount $ 806 $ 154 Accumulated amortization (116 ) (85 ) Net carrying value 690 69 Noncompete agreements—amortizable: Gross carrying amount 3 3 Accumulated amortization (2 ) (1 ) Net carrying value 1 2 Brand names and trademarks—not amortizing 292 253 Total other intangibles—net $ 983 $ 324

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	9 Months Ended
	Sep. 28, 2019
Fair Value Disclosures [Abstract]
Schedule of Fair Value Assets and Liabilities Measured on Recurring Basis	The Company’s assets and liabilities measured at fair value on a recurring basis as of September 28, 2019 and December 29, 2018 , aggregated by the level in the fair value hierarchy within which those measurements fall, were as follows: September 28, 2019 Level 1 Level 2 Level 3 Total Liabilities Interest rate swaps $ — $ 2 $ — $ 2 December 29, 2018 Level 1 Level 2 Level 3 Total Assets Money market funds $ 1 $ — $ — $ 1 Interest rate swaps — 19 — 19 $ 1 $ 19 $ — $ 20
Schedule of Balance Sheet Location and Fair Value of Company’s Interest Rate Swaps	The following table presents the balance sheet location and fair value of the interest rate swaps as of September 28, 2019 and December 29, 2018 : Fair Value Balance Sheet Location September 28, 2019 December 29, 2018 Derivatives designated as hedging instruments Interest rate swaps Other current assets $ — $ 8 Interest rate swaps Other assets — 11 Total assets — 19 Interest rate swaps Other long-term liabilities 2 — Net position $ 2 $ 19
Schedule of Effect of Company Interest Rate Swaps in Consolidated Statement of Comprehensive Income	The following table presents the effect of the Company’s interest rate swaps in its Consolidated Statements of Comprehensive Income f or the 13 weeks and 39 weeks ended September 28, 2019 and September 29, 2018 : Derivatives in Cash Flow Hedging Relationships Amount of (Loss) Gain Recognized in Accumulated Other Comprehensive Loss, net of tax Location of Amounts Reclassified from Accumulated Other Comprehensive Loss Amount of Gain Reclassified from Accumulated Other Comprehensive Loss to Income, net of tax For the 13 weeks ended September 28, 2019 Interest rate swaps $ — Interest expense—net $ (1 ) For the 13 weeks ended September 29, 2018 Interest rate swaps $ 2 Interest expense—net $ (1 ) For the 39 weeks ended September 28, 2019 Interest rate swaps $ (11 ) Interest expense—net $ (4 ) For the 39 weeks ended September 29, 2018 Interest rate swaps $ 14 Interest expense—net $ (1 )

Debt (Tables)

Debt (Tables)	9 Months Ended
	Sep. 28, 2019
Debt Disclosure [Abstract]
Components of total debt	Total debt consisted of the following: Debt Description Maturity Interest Rate as of September 28, 2019 September 28, 2019 December 29, 2018 ABL Facility May 31, 2024 3.48% $ 138 $ 81 (1) ABS Facility September 21, 2022 2.98% 215 275 (2) Initial Term Loan Facility (net of $5 of June 27, 2023 4.11% 2,129 2,145 Incremental Term Loan Facility (net of $36 of September 13, 2026 4.04% 1,464 — Senior Notes (net of $5 of unamortized June 15, 2024 5.88% 595 595 Obligations under financing leases 2019–2026 2.00% - 6.17% 375 352 Other debt 2021–2031 5.75% - 9.00% 8 9 Total debt 4,924 3,457 Current portion of long-term debt (136 ) (106 ) Long-term debt $ 4,788 $ 3,351 (1) Consists of outstanding borrowings under our former asset based senior secured revolving credit facility, which was refinanced with a new facility in May 2019 (as described below). (2) Consists of outstanding borrowings under the ABS Facility prior to its refinancing in September 2019 (as described below).

Leases (Tables)

Leases (Tables)	9 Months Ended
	Sep. 28, 2019
Leases [Abstract]
Components of leases	The following table presents the location of the ROU assets and lease liabilities in the Company’s Consolidated Balance Sheet as of September 28, 2019 : Leases Consolidated Balance Sheet Location September 28, 2019 Assets Operating Other assets $ 136 Financing Property and equipment-net (1) 353 Total leased assets $ 489 Liabilities Current: Operating Accrued expenses and other current liabilities $ 37 Financing Current portion of long-term debt 99 Noncurrent: Operating Other long-term liabilities 126 Financing Long-term debt 276 Total lease liabilities $ 538 (1) Financing lease assets are recorded net of accumulated amortization of $257 million as of September 28, 2019 . T he following table presents the location of lease costs in the Company's Consolidated Statement of Comprehensive Income: 13 Weeks Ended 39 Weeks Ended Lease Cost Statement of Comprehensive Income Location September 28, 2019 September 28, 2019 Operating lease cost Distribution, selling and administrative costs $ 7 $ 21 Financing lease cost: Amortization of leased assets Distribution, selling and administrative costs 21 60 Interest on lease liabilities Interest expense-net 3 9 Variable lease cost Distribution, selling and administrative costs 2 5 Net lease cost $ 33 $ 95
Schedule of Future Operating Lease Payments	Future lease payments under lease agreements as of September 28, 2019 were as follows: Maturity of Lease Liabilities Operating Leases Financing Leases Total Remainder of 2019 $ 11 $ 34 $ 45 2020 47 105 152 2021 39 83 122 2022 34 60 94 2023 29 57 86 2024 7 40 47 After 2024 25 26 51 Total lease payments 192 405 597 Less amount representing interest (29 ) (30 ) (59 ) Present value of lease liabilities $ 163 $ 375 $ 538
Schedule of Future Finance Lease Payments	Future lease payments under lease agreements as of September 28, 2019 were as follows: Maturity of Lease Liabilities Operating Leases Financing Leases Total Remainder of 2019 $ 11 $ 34 $ 45 2020 47 105 152 2021 39 83 122 2022 34 60 94 2023 29 57 86 2024 7 40 47 After 2024 25 26 51 Total lease payments 192 405 597 Less amount representing interest (29 ) (30 ) (59 ) Present value of lease liabilities $ 163 $ 375 $ 538
Schedule of Future Capital Lease Payments Prior to 842	Future minimum lease payments in effect as of December 29, 2018 under noncancelable lease arrangements, as determined prior to the adoption of Topic 842, were as follows: Future Minimum Lease Payments (1) Operating Leases Financing Leases Total 2019 $ 34 $ 95 $ 129 2020 34 84 118 2021 30 71 101 2022 27 54 81 2023 23 43 66 After 2023 7 38 45 Total lease payments 155 385 540 Less amount representing interest (4 ) (33 ) (37 ) Present value of minimum lease payments $ 151 $ 352 $ 503 (1) Information in this table has been conformed to the current year presentation under Topic 842.
Schedule of Future Operating Lease Payments Prior to 842	Future minimum lease payments in effect as of December 29, 2018 under noncancelable lease arrangements, as determined prior to the adoption of Topic 842, were as follows: Future Minimum Lease Payments (1) Operating Leases Financing Leases Total 2019 $ 34 $ 95 $ 129 2020 34 84 118 2021 30 71 101 2022 27 54 81 2023 23 43 66 After 2023 7 38 45 Total lease payments 155 385 540 Less amount representing interest (4 ) (33 ) (37 ) Present value of minimum lease payments $ 151 $ 352 $ 503 (1) Information in this table has been conformed to the current year presentation under Topic 842.
Schedule of other information related to lease agreements	Other information related to lease agreements for the 39 weeks ended September 28, 2019 was as follows: 39 Weeks Ended Cash Paid For Amounts Included In Measurement of Liabilities September 28, 2019 Operating cash flows from operating leases $ 24 Operating cash flows from financing leases 9 Financing cash flows from financing leases 49 Lease Term and Discount Rate September 28, 2019 Weighted-average remaining lease term (years): Operating leases 5.80 Financing leases 5.30 Weighted-average discount rate: Operating leases 4.6 % Financing leases 3.5 %

Retirement Plans (Tables)

Retirement Plans (Tables)	9 Months Ended
	Sep. 28, 2019
Retirement Benefits [Abstract]
Schedule of Components of Net Periodic Benefit (Credit) Costs for Pensions and Other Postretirement Benefits	The components of net periodic pension benefit costs (credits) for Company sponsored defined benefit plans were as follows: 13 Weeks Ended 39 Weeks Ended September 28, 2019 September 29, 2018 September 28, 2019 September 29, 2018 Components of net periodic pension benefit costs (credits) Service cost $ 1 $ 1 $ 2 $ 2 Interest cost 10 10 28 28 Expected return on plan assets (13 ) (13 ) (37 ) (39 ) Amortization of net loss 1 — 3 2 Settlements 3 — 3 — Net periodic pension benefit costs (credits) $ 2 $ (2 ) $ (1 ) $ (7 )

Earnings Per Share (Tables)

Earnings Per Share (Tables)	9 Months Ended
	Sep. 28, 2019
Earnings Per Share [Abstract]
Schedule of Computation of Basic and Diluted EPS	The following table sets forth the computation of basic and diluted EPS: 13 Weeks Ended 39 Weeks Ended September 28, 2019 September 29, 2018 September 28, 2019 September 29, 2018 Numerator: Income from continuing operations $ 105 $ 114 $ 292 $ 307 Income from discontinued operations 1 — 1 — Net income $ 106 $ 114 $ 293 $ 307 Denominator: Weighted-average common shares outstanding 218 217 218 216 Dilutive effect of share-based awards 2 1 1 2 Weighted-average dilutive shares outstanding 220 218 219 218 Basic earnings per share: Continuing operations $ 0.48 $ 0.53 $ 1.33 $ 1.42 Discontinued operations 0.01 — 0.01 — Net income per share $ 0.49 $ 0.53 $ 1.34 $ 1.42 Diluted earnings per share: Continuing operations $ 0.47 $ 0.52 $ 1.33 $ 1.41 Discontinued operations 0.01 — 0.01 — Net income per share $ 0.48 $ 0.52 $ 1.34 $ 1.41

Changes in Accumulated Other _2

Changes in Accumulated Other Comprehensive Loss (Tables)	9 Months Ended
	Sep. 28, 2019
Equity [Abstract]
Schedule of Changes in Accumulated Other Comprehensive Loss	The following table presents changes in accumulated other comprehensive loss by component for the periods presented: 13 Weeks Ended 39 Weeks Ended September 28, 2019 September 29, 2018 September 28, 2019 September 29, 2018 Accumulated other comprehensive loss components Retirement benefit obligations: Balance as of beginning of period (1) $ (95 ) $ (77 ) $ (97 ) $ (103 ) Reclassification adjustments: Amortization of net loss (2) (3) 1 — 3 2 Settlements (2)(3) 3 — 3 — Pension remeasurement (4) — — — 33 Total before income tax 4 — 6 35 Income tax provision 1 — 1 9 Current period comprehensive income, net of tax 3 — 5 26 Balance as of end of period (1) $ (92 ) $ (77 ) $ (92 ) $ (77 ) Interest rate swaps: Balance as of beginning of period (1) $ (1 ) $ 20 $ 13 $ 8 Change in fair value of interest rate swaps (1 ) 3 (15 ) 20 Amounts reclassified to interest expense—net (1 ) (1 ) (5 ) (1 ) Total before income tax (2 ) 2 (20 ) 19 Income tax (benefit) provision (1 ) — (5 ) 5 Current period comprehensive (loss) income, net of tax (1 ) 2 (15 ) 14 Balance as of end of period (1) $ (2 ) $ 22 $ (2 ) $ 22 Accumulated other comprehensive loss as of end of period (1) $ (94 ) $ (55 ) $ (94 ) $ (55 ) (1) Amounts are presented net of tax. (2) Included in the computation of net periodic benefit costs. See Note 15, Retirement Plans, for additional information. (3) Included in other expense (income)—net in the Consolidated Statements of Comprehensive Income. (4) Resulting from a $35 million incremental contribution to the Company's defined benefit pension plan in fiscal year 2018.

Overview and Basis of Present_2

Overview and Basis of Presentation (Detail)	9 Months Ended
	Sep. 28, 2019segment
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Number of business segments	1

Recent Accounting Pronounceme_3

Recent Accounting Pronouncements (Details) - USD ($) $ in Millions	Sep. 28, 2019	Dec. 30, 2018
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Operating lease assets	$ 136
Operating lease liabilities	$ 163
Accounting Standards Update 2016-02
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Operating lease assets		$ 100
Operating lease liabilities		$ 100

Schedule of Disaggregation of R

Schedule of Disaggregation of Revenue (Detail) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 28, 2019	Sep. 29, 2018	Sep. 28, 2019	Sep. 29, 2018
Disaggregation of Revenue [Line Items]
Net sales	$ 6,531	$ 6,153	$ 19,005	$ 18,134
Meats and seafood
Disaggregation of Revenue [Line Items]
Net sales	2,352	2,198	6,849	6,484
Dry grocery products
Disaggregation of Revenue [Line Items]
Net sales	1,100	1,070	3,254	3,181
Refrigerated and frozen grocery products
Disaggregation of Revenue [Line Items]
Net sales	1,054	979	3,076	2,896
Dairy
Disaggregation of Revenue [Line Items]
Net sales	689	646	1,955	1,906
Equipment, disposables and supplies
Disaggregation of Revenue [Line Items]
Net sales	628	594	1,822	1,722
Beverage products
Disaggregation of Revenue [Line Items]
Net sales	352	337	1,029	991
Produce
Disaggregation of Revenue [Line Items]
Net sales	$ 356	$ 329	$ 1,020	$ 954

Revenue Recognition - Additiona

Revenue Recognition - Additional Information (Detail) - USD ($) $ in Millions	Sep. 28, 2019	Dec. 29, 2018
Disaggregation of Revenue [Line Items]
Accounts receivable, less allowances	$ 1,548	$ 1,347
Prepaid expenses
Disaggregation of Revenue [Line Items]
Contract assets	31	37
Other assets
Disaggregation of Revenue [Line Items]
Contract assets	$ 38	$ 28

Business Acquisitions Busines_3

Business Acquisitions Business Acquisitions Other Information (Details) - USD ($) $ in Millions	Sep. 13, 2019	Sep. 28, 2019	Sep. 29, 2018	Sep. 28, 2019	Sep. 29, 2018	Oct. 11, 2019	Dec. 29, 2018
Business Acquisition [Line Items]
Goodwill		$ 4,728		$ 4,728			$ 3,967
Liabilities of discontinued operations		27		27			$ 0
Senior secured term loan facility | Term Loan Facility B
Business Acquisition [Line Items]
Long-term Debt, Gross		1,500		1,500
Food Group
Business Acquisition [Line Items]
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Receivables		145		145
Payments for acquisition	$ 1,800
Net sales of Food Group since acquisition		132
Net income of Food Group since acquisition		1
Acquisition related costs		17	$ 10	35	$ 10
Inventories		166		166
Assets of discontinued operations		142		142
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Other		7		7
Property and equipment		200		200
Goodwill		761		761
Other intangibles		691		691
Other assets		47		47
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Accounts Payable		200		200
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Other		61		61
Liabilities of discontinued operations		27		27
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities		42		42
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net		$ 1,829		$ 1,829
Subsequent event
Business Acquisition [Line Items]
Proceeds from sale of discontinued operations						$ 94
Proceeds from sale of discontinued operations, adjustment						$ 21

Business Acquisitions Schedule

Business Acquisitions Schedule of Business Acquisitions (Details) - USD ($) $ in Millions	9 Months Ended
	Sep. 28, 2019	Dec. 29, 2018
Business Acquisition [Line Items]
Goodwill	$ 4,728	$ 3,967
Liabilities of discontinued operations	(27)	0
Customer Relationships
Business Acquisition [Line Items]
Customer relationships	$ 806	$ 154
Maximum | Customer Relationships
Business Acquisition [Line Items]
Estimated useful lives of intangible assets (in years)	15 years
Food Group
Business Acquisition [Line Items]
Accounts receivable	$ 145
Inventories	166
Assets of discontinued operations	142
Other current assets	7
Property and equipment	200
Goodwill	761
Other intangibles	691
Other assets	47
Accounts payable	(200)
Accrued expenses and other current liabilities	(61)
Liabilities of discontinued operations	(27)
Other long-term liabilities, including financing leases	(42)
Cash paid for acquisition	1,829
Indefinite-lived trade names	39
Food Group | Customer Relationships
Business Acquisition [Line Items]
Customer relationships	$ 652
Food Group | Maximum | Customer Relationships
Business Acquisition [Line Items]
Estimated useful lives of intangible assets (in years)	15 years

Business Acquisitions Busines_4

Business Acquisitions Business Acquisitions Pro Forma Information (Details) - Food Group - USD ($) $ / shares in Units, $ in Millions	3 Months Ended		9 Months Ended
	Sep. 28, 2019	Sep. 29, 2018	Sep. 28, 2019	Sep. 29, 2018
Business Acquisition [Line Items]
Pro forma net sales	$ 7,195	$ 6,907	$ 21,086	$ 20,265
Pro forma net income	$ 123	$ 120	$ 305	$ 294
Pro forma basic earnings per share (per share)	$ 0.56	$ 0.55	$ 1.40	$ 1.36
Pro forma diluted earnings per share (per share)	$ 0.56	$ 0.55	$ 1.39	$ 1.35

Business Acquisitions Divested

Business Acquisitions Divested Entities Pro Forma Information (Details) - USD ($) $ / shares in Units, $ in Millions	3 Months Ended		9 Months Ended
	Sep. 28, 2019	Sep. 29, 2018	Sep. 28, 2019	Sep. 29, 2018
Business Acquisition [Line Items]
Income from discontinued operations—net of tax	$ 1	$ 0	$ 1	$ 0
Food Group
Business Acquisition [Line Items]
Divested entities pro forma diluted earnings per share (per share)	$ 0.01	$ 0.02	$ 0.03	$ 0.04
Divested entities pro forma basic earnings per share (per share)	$ 0.02	$ 0.02	$ 0.03	$ 0.04
Income from discontinued operations—net of tax	$ 3	$ 4	$ 6	$ 8
Divested entities pro forma net sales	$ 114	$ 136	$ 372	$ 390

Restricted Cash Restricted Cash

Restricted Cash Restricted Cash Table (Details) - USD ($) $ in Millions	Sep. 28, 2019	Dec. 29, 2018	Sep. 29, 2018	Dec. 30, 2017
Cash and Cash Equivalents [Abstract]
Cash and cash equivalents	$ 90	$ 104
Restricted cash—included in other assets	8	1
Total cash, cash equivalents and restricted cash	$ 98	$ 105	$ 88	$ 119

Inventories (Detail)

Inventories (Detail) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 28, 2019	Sep. 29, 2018	Sep. 28, 2019	Sep. 29, 2018	Dec. 29, 2018
Inventory Disclosure [Abstract]
LIFO balance sheet reserves	$ 143		$ 143		$ 130
Increase (decrease) of cost of goods sold from changes in LIFO reserves	$ 1	$ (9)	$ 13	$ (1)

Accounts Receivable Financing_2

Accounts Receivable Financing Program (Detail) - USD ($) $ in Billions	Sep. 28, 2019	Dec. 29, 2018
ABS Facility
Accounts, Notes, Loans and Financing Receivable [Line Items]
Accounts receivable	$ 1.1	$ 1

Assets Held for Sale Schedule o

Assets Held for Sale Schedule of assets held for sale (Detail) - Assets held for sale $ in Millions	9 Months Ended
	Sep. 28, 2019USD ($)
Movement in Property, Plant and Equipment [Roll Forward]
Balance as of December 29, 2018	$ 7
Assets sold	(6)
Balance as of September 28, 2019	$ 1

Assets Held for Sale Assets Hel

Assets Held for Sale Assets Held for Sale - Additional Information (Detail) $ in Millions	9 Months Ended
	Sep. 28, 2019USD ($)
Assets held for sale
Movement in Property, Plant and Equipment [Roll Forward]
Assets sold	$ 6

Property and Equipment (Detail)

Property and Equipment (Detail) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 28, 2019	Sep. 29, 2018	Sep. 28, 2019	Sep. 29, 2018	Dec. 29, 2018
Property, Plant and Equipment [Line Items]
Property and equipment, accumulated depreciation	$ 2,288		$ 2,288		$ 2,117
Depreciation expense	$ 75	$ 75	$ 228	$ 220
Minimum
Property, Plant and Equipment [Line Items]
Estimated useful lives of assets (in years)			3 years
Maximum
Property, Plant and Equipment [Line Items]
Estimated useful lives of assets (in years)			40 years

Goodwill and Other Intangible_2

Goodwill and Other Intangibles - Additional Information (Detail) - USD ($)	Jul. 01, 2019	Sep. 28, 2019	Sep. 29, 2018	Sep. 28, 2019	Sep. 29, 2018
Other Intangible Assets [Line Items]
Amortization expense		$ 12,000,000	$ 10,000,000	$ 32,000,000	$ 30,000,000
Indefinite-lived intangible assets, impairment	$ 0
Customer Relationships | Minimum
Other Intangible Assets [Line Items]
Estimated useful lives of intangible assets (in years)				2 years
Customer Relationships | Maximum
Other Intangible Assets [Line Items]
Estimated useful lives of intangible assets (in years)				15 years

Goodwill and Other Intangible_3

Goodwill and Other Intangibles - Schedule of Goodwill and Other Intangibles, Net (Detail) - USD ($) $ in Millions	Sep. 28, 2019	Dec. 29, 2018
Other intangibles—net
Goodwill	$ 4,728	$ 3,967
Total other intangibles—net	983	324
Brand Names and Trademarks
Other intangibles—net
Brand names and trademarks—not amortizing	292	253
Customer Relationships
Other intangibles—net
Gross carrying amount	806	154
Accumulated amortization	(116)	(85)
Net carrying value	690	69
Noncompete Agreements
Other intangibles—net
Gross carrying amount	3	3
Accumulated amortization	(2)	(1)
Net carrying value	$ 1	$ 2

Fair Value Measurements - Sched

Fair Value Measurements - Schedule of Fair Value Assets and Liabilities (Detail) - USD ($) $ in Millions	Sep. 28, 2019	Dec. 29, 2018
Assets
Money market funds		$ 1
Interest rate swaps		19
Total assets		20
Interest rate swap liability	$ 2
Level 1
Assets
Money market funds		1
Interest rate swaps		0
Total assets		1
Interest rate swap liability	0
Level 2
Assets
Money market funds		0
Interest rate swaps		19
Total assets		19
Interest rate swap liability	2
Level 3
Assets
Money market funds		0
Interest rate swaps		0
Total assets		$ 0
Interest rate swap liability	$ 0
Senior Notes due 2024 | Senior notes
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Interest rate (percent)	5.88%

Fair Value Measurements - Addit

Fair Value Measurements - Additional Information (Detail) - USD ($) $ in Millions	May 31, 2019	Aug. 01, 2017	Sep. 28, 2019	Dec. 29, 2018
Senior secured term loan facility | Term Loan Facility A
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Interest rate (percent)			4.11%
Senior secured term loan facility | Interest rate swap
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative term (in years)		4 years
Senior secured term loan facility | Interest rate swap | Term Loan Facility A
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative notional amount	$ 367	$ 1,100	$ 733
Notional amount of debt hedged, fourth year	550	$ 825
Derivative notional amount	733
Proceeds from interest rate swap	1
Interest rate swap, unrealized gain	$ 1
Aggregate rate on notional amount (percent)			3.70%
Variable rate on notional amount (percent)			1.70%
Basis spread on variable rate on notional amount (percent)			2.00%
Senior notes | Unsecured Senior Notes [Member] | Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Notes Payable, Fair Value Disclosure				$ 600
Senior notes | Senior Notes due 2024
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Interest rate (percent)			5.88%
Fair Value
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Approximated fair value of debt			$ 4,900	$ 3,500
Fair Value | Senior notes
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Approximated fair value of debt			$ 600

Fair Value Measurements - Sch_2

Fair Value Measurements - Schedule of Interest Rate Swaps (Detail) - USD ($) $ in Millions	Sep. 28, 2019	Dec. 29, 2018
Derivatives, Fair Value [Line Items]
Interest rate swaps		$ 19
Interest rate swap liability	$ 2
Derivatives designated as hedging instruments
Derivatives, Fair Value [Line Items]
Interest rate swaps	0	19
Interest Rate Derivatives, at Fair Value, Net	2	19
Derivatives designated as hedging instruments | Other current assets
Derivatives, Fair Value [Line Items]
Interest rate swaps	0	8
Derivatives designated as hedging instruments | Other assets
Derivatives, Fair Value [Line Items]
Interest rate swaps	0	11
Derivatives designated as hedging instruments | Other Noncurrent Liabilities [Member]
Derivatives, Fair Value [Line Items]
Interest rate swap liability	$ 2	$ 0

Fair Value Measurements - Sch_3

Fair Value Measurements - Schedule of Interest Rate Swaps in Comprehensive Income (Detail) - Cash Flow Hedging - Interest rate swap - Interest expense—net - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 28, 2019	Sep. 29, 2018	Sep. 28, 2019	Sep. 29, 2018
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Amount of (Loss) Gain Recognized in Accumulated Other Comprehensive Loss, net of tax	$ 0	$ 2	$ (11)	$ 14
Amount of Gain Reclassified from Accumulated Other Comprehensive Loss to Income, net of tax	$ (1)	$ (1)	$ (4)	$ (1)

Debt - Schedule of Components o

Debt - Schedule of Components of Total Debt (Detail) - USD ($) $ in Thousands	Sep. 28, 2019	Dec. 29, 2018
Debt Instrument [Line Items]
Total debt	$ 4,924,000	$ 3,457,000
Current portion of long-term debt	(136,000)	(106,000)
Long-term debt	$ 4,788,000	3,351,000
ABL Facility | Revolving credit facility
Debt Instrument [Line Items]
Interest rate (percent)	3.48%
Total debt	$ 138,000	81,000
ABS Facility | Revolving credit facility
Debt Instrument [Line Items]
Interest rate (percent)	2.98%
Total debt	$ 215,000	275,000
Term Loan Facility A | Senior secured term loan facility
Debt Instrument [Line Items]
Interest rate (percent)	4.11%
Total debt	$ 2,129,000	2,145,000
Unamortized deferred financing costs	$ 5	6
Term Loan Facility B | Senior secured term loan facility
Debt Instrument [Line Items]
Interest rate (percent)	4.04%
Total debt	$ 1,464,000	0
Senior Notes due 2024 | Senior notes
Debt Instrument [Line Items]
Interest rate (percent)	5.88%
Total debt	$ 595,000	595,000
Unamortized deferred financing costs	5	5
Obligations under financing leases | Lease agreements
Debt Instrument [Line Items]
Total debt	375,000	352,000
Other debt | Other debt obligations
Debt Instrument [Line Items]
Total debt	$ 8,000	$ 9,000
Minimum | Obligations under financing leases | Lease agreements
Debt Instrument [Line Items]
Interest rate (percent)	2.00%
Minimum | Other debt
Debt Instrument [Line Items]
Interest rate (percent)	5.75%
Maximum | Obligations under financing leases | Lease agreements
Debt Instrument [Line Items]
Interest rate (percent)	6.17%
Maximum | Other debt
Debt Instrument [Line Items]
Interest rate (percent)	9.00%

Debt - Additional Information (

Debt - Additional Information (Detail) - Interest rate swap - Senior secured term loan facility - USD ($) $ in Millions	Sep. 28, 2019	May 31, 2019	Aug. 01, 2017
Debt Instrument [Line Items]
Percentage of principal amount of total debt borrowed at floating rate (percent)	65.00%
Term Loan Facility A
Debt Instrument [Line Items]
Derivative notional amount	$ 733	$ 367	$ 1,100

Debt - ABL Facility (Detail)

Debt - ABL Facility (Detail) - USD ($)	9 Months Ended
	Sep. 28, 2019	Dec. 29, 2018
Debt Instrument [Line Items]
Current borrowings	$ 4,924,000,000	$ 3,457,000,000
Notes or loans oustanding 60 days prior to the maturity date [Member]
Debt Instrument [Line Items]
Notes and Loans Payable, Current	300,000,000
Revolving credit facility | ABL Facility
Debt Instrument [Line Items]
Line of credit facility, maximum borrowing capacity	1,700,000,000
Line of credit facility, current borrowing capacity	1,400,000,000
Line of credit facility, future additional borrowing capacity	$ 300,000,000
Unused capacity, commitment fee (percentage)	0.25%
Debt issuance costs	$ 4,000,000
Current borrowings	138,000,000	$ 81,000,000
Letters of credit, outstanding amount	300,000,000
Available capacity	962,000,000
Revolving credit facility | ABL Facility | Standby letters of credit for self insurance program
Debt Instrument [Line Items]
Letters of credit, outstanding amount	230,000,000
Revolving credit facility | ABL Facility | Real estate lease obligations
Debt Instrument [Line Items]
Letters of credit, outstanding amount	69,000,000
Revolving credit facility | ABL Facility | Other obligations
Debt Instrument [Line Items]
Letters of credit, outstanding amount	$ 1,000,000
Revolving credit facility | ABL Facility | Alternative Base Rate [Member]
Debt Instrument [Line Items]
Margin spread on variable rate (percent)	0.25%
Revolving credit facility | ABL Facility | London Interbank Offered Rate (LIBOR) [Member]
Debt Instrument [Line Items]
Margin spread on variable rate (percent)	1.25%
Revolving credit facility | ABL Facility | Minimum | Alternative Base Rate [Member]
Debt Instrument [Line Items]
Margin spread on variable rate (percent)	0.00%
Revolving credit facility | ABL Facility | Minimum | London Interbank Offered Rate (LIBOR) [Member]
Debt Instrument [Line Items]
Margin spread on variable rate (percent)	1.00%
Revolving credit facility | ABL Facility | Maximum | Alternative Base Rate [Member]
Debt Instrument [Line Items]
Margin spread on variable rate (percent)	0.50%
Revolving credit facility | ABL Facility | Maximum | London Interbank Offered Rate (LIBOR) [Member]
Debt Instrument [Line Items]
Margin spread on variable rate (percent)	1.50%
Revolving credit facility | Letter of credit
Debt Instrument [Line Items]
Line of credit facility, capacity available for specific purpose other than for trade purchases	$ 800,000,000
Revolving credit facility | Bridge loan
Debt Instrument [Line Items]
Line of credit facility, capacity available for specific purpose other than for trade purchases	170,000,000
Revolving credit facility | Former ABL senior secured revolving credit facility
Debt Instrument [Line Items]
Debt issuance costs	$ 1,000,000

Debt - ABS Facility (Detail)

Debt - ABS Facility (Detail) - USD ($)	9 Months Ended
	Sep. 28, 2019	Dec. 29, 2018
Debt Instrument [Line Items]
Current borrowings	$ 4,924,000,000	$ 3,457,000,000
Revolving credit facility | ABS Facility
Debt Instrument [Line Items]
Line of credit facility, maximum borrowing capacity	800,000,000
Current borrowings	215,000,000	$ 275,000,000
Available capacity	570,000,000
Debt issuance costs	$ 1,000,000
Revolving credit facility | ABS Facility | Minimum
Debt Instrument [Line Items]
Unused capacity, commitment fee (percentage)	0.35%
Revolving credit facility | ABS Facility | Maximum
Debt Instrument [Line Items]
Unused capacity, commitment fee (percentage)	0.45%
Revolving credit facility | ABS Facility | London Interbank Offered Rate (LIBOR) [Member]
Debt Instrument [Line Items]
Margin spread on variable rate (percent)	0.95%

Debt - Term Loan Agreement (Det

Debt - Term Loan Agreement (Detail) - USD ($)	3 Months Ended	9 Months Ended
	Sep. 28, 2019	Sep. 28, 2019	Dec. 29, 2018
Debt Instrument [Line Items]
Current borrowings	$ 4,924,000,000	$ 4,924,000,000	$ 3,457,000,000
Senior secured term loan facility | Term Loan Facility A
Debt Instrument [Line Items]
Current borrowings	$ 2,129,000,000	$ 2,129,000,000	2,145,000,000
Senior secured term loan facility | Term Loan Facility A | Interest rate swap
Debt Instrument [Line Items]
Aggregate interest rate (percent)	3.70%	3.70%
Senior secured term loan facility | Term Loan Facility B
Debt Instrument [Line Items]
Debt Instrument, Periodic Payment, Principal	$ 3,800,000
Current borrowings	1,464,000,000	$ 1,464,000,000	$ 0
Long-term Debt, Gross	1,500,000,000	$ 1,500,000,000
Repricing Transaction Premium Percent		1.00%
Senior secured term loan facility | Term Loan Facility B | London Interbank Offered Rate (LIBOR) [Member]
Debt Instrument [Line Items]
Margin spread on variable rate (percent)		2.00%
Senior secured term loan facility | Term Loan Facility B | Alternative Base Rate [Member]
Debt Instrument [Line Items]
Margin spread on variable rate (percent)		1.00%
Senior secured term loan facility | Term Loan Facility B | Amortizable Rate per Annum [Domain]
Debt Instrument [Line Items]
Debt Instrument, Periodic Payment, Principal	$ 0.0100

Debt - Restrictive Covenants (D

Debt - Restrictive Covenants (Detail) $ in Billions	Sep. 28, 2019USD ($)
Debt Disclosure [Abstract]
Restricted payment capacity	$ 1.2
Restricted assets	$ 2.4

Restructuring Liabilities (Deta

Restructuring Liabilities (Detail) - USD ($) $ in Millions	9 Months Ended
	Sep. 28, 2019	Sep. 29, 2018	Dec. 29, 2018
Restructuring and Related Activities [Abstract]
Restructuring charges	$ 0	$ 1
Restructuring liabilities	$ 1		$ 2

Leases - Balance Sheet Location

Leases - Balance Sheet Location of ROU Assets and Lease Liabilities (Detail) $ in Millions	Sep. 28, 2019USD ($)
ASSETS
Operating	$ 136
Financing	353
Total leased assets	489
Current
Operating	37
Financing	99
Noncurrent:
Operating	126
Financing	276
Total lease liabilities	538
Amortization of leased assets	$ 257

Leases - Location of Lease Cost

Leases - Location of Lease Costs (Details) - USD ($) $ in Millions	3 Months Ended	9 Months Ended
	Sep. 28, 2019	Sep. 28, 2019
Lease, Cost [Abstract]
Operating lease cost	$ 7	$ 21
Amortization of leased assets	21	60
Interest on lease liabilities	3	9
Variable lease cost	2	5
Net lease cost	$ 33	$ 95

Leases - Future Minimum Lease P

Leases - Future Minimum Lease Payments (Details) $ in Millions	9 Months Ended
	Sep. 28, 2019USD ($)
Operating Leases
Remainder of 2019	$ 11
2020	47
2021	39
2022	34
2023	29
2024	7
After 2024	25
Total lease payments	192
Less amount representing interest	(29)
Present value of lease liabilities	163
Finance Leases
2019	34
2020	105
2021	83
2022	60
2023	57
2024	40
After 2024	26
Total lease payments	405
Less amount representing interest	(30)
Present value of lease liabilities	375
Total
2019	45
2020	152
2021	122
2022	94
2023	86
2024	47
After 2024	51
Total lease payments	597
Less amount representing interest	(59)
Present value of lease liabilities	538
Operating lease payments	$ 24

Leases - Future Minimum Lease_2

Leases - Future Minimum Lease Payments Prior to 842 (Details) $ in Millions	Dec. 29, 2018USD ($)
Operating Leases
2019	$ 34
2020	34
2021	30
2022	27
2023	23
After 2023	7
Total lease payments	155
Less amount representing interest	(4)
Present value of minimum lease payments	151
Financing Leases
2019	95
2020	84
2021	71
2022	54
2023	43
After 2023	38
Total lease payments	385
Less amount representing interest	(33)
Present value of minimum lease payments	352
Total
2019	129
2020	118
2021	101
2022	81
2023	66
After 2023	45
Total lease payments	540
Less amount representing interest	(37)
Present value of minimum lease payments	$ 503

Leases - Other Information Rela

Leases - Other Information Related to Lease Agreements (Details) $ in Millions	9 Months Ended
	Sep. 28, 2019USD ($)
Cash Paid For Amounts Included In Measurement of Liabilities
Operating cash flows from operating leases	$ 24
Operating cash flows from financing leases	9
Financing cash flows from financing leases	$ 49
Weighted-average remaining lease term (years):
Operating leases	5 years 9 months 18 days
Financing leases	5 years 3 months 18 days
Weighted-average discount rate:
Operating leases	4.60%
Financing leases	3.50%

Retirement Plans - Components o

Retirement Plans - Components of Net Periodic Benefit Costs (Detail) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 28, 2019	Sep. 29, 2018	Sep. 28, 2019	Sep. 29, 2018
Retirement Benefits [Abstract]
Service cost	$ 1	$ 1	$ 2	$ 2
Interest cost	10	10	28	28
Expected return on plan assets	(13)	(13)	(37)	(39)
Amortization of net loss	1	0	3	2
Settlements	3	0	3	0
Net periodic pension benefit costs (credits)	$ 2	$ (2)	$ (1)	$ (7)

Retirement Plans - Additional I

Retirement Plans - Additional Information (Detail) - USD ($) $ in Millions	3 Months Ended			9 Months Ended		12 Months Ended
	Dec. 28, 2019	Sep. 28, 2019	Sep. 29, 2018	Sep. 28, 2019	Sep. 29, 2018	Dec. 28, 2019
Defined Benefit Plan Disclosure [Line Items]
Settlements		$ 3	$ 0	$ 3	$ 0
Employer matching contribution		13	11	38	36
Multiemployer plan contributions		$ 10	$ 9	$ 28	$ 27
Subsequent event
Defined Benefit Plan Disclosure [Line Items]
Settlement payments						$ 75
Settlements	$ 16					$ 19

Schedule of Earnings Per Share

Schedule of Earnings Per Share (Detail) - USD ($) $ / shares in Units, shares in Millions, $ in Millions	3 Months Ended						9 Months Ended
	Sep. 28, 2019	Jun. 29, 2019	Mar. 30, 2019	Sep. 29, 2018	Jun. 30, 2018	Mar. 31, 2018	Sep. 28, 2019	Sep. 29, 2018
Numerator:
Income from continuing operations	$ 105			$ 114			$ 292	$ 307
Income from discontinued operations—net of tax	1			0			1	0
Net income	$ 106	$ 116	$ 71	$ 114	$ 126	$ 67	$ 293	$ 307
Denominator:
Weighted-average common shares outstanding	218			217			218	216
Dilutive effect of share-based awards	2			1			1	2
Weighted-average dilutive shares outstanding	220			218			219	218
Continuing operations	$ 0.48			$ 0.53			$ 1.33	$ 1.42
Discontinued operations	0.01			0			0.01	0
Net income per share	0.49			0.53			1.34	1.42
Continuing operations	0.47			0.52			1.33	1.41
Discontinued operations	0.01			0			0.01	0
Net income per share	$ 0.48			$ 0.52			$ 1.34	$ 1.41

Changes in Accumulated Other _3

Changes in Accumulated Other Comprehensive Loss (Detail) - USD ($) $ in Millions	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 28, 2019	Sep. 29, 2018	Sep. 28, 2019	Sep. 29, 2018	Dec. 29, 2018
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
Incremental pension plan contribution					$ 35
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Balance at beginning of period	$ 3,435	$ 3,020	$ 3,229	$ 2,751	2,751
Settlements	(3)	0	(3)	0
Balance at end of period	3,557	3,146	3,557	3,146	3,229
Retirement benefit obligations
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Balance at beginning of period	(95)	(77)	(97)	(103)	(103)
Total before income tax	4	0	6	35
Income tax (benefit) provision	1	0	1	9
Current period comprehensive (loss) income, net of tax	3	0	5	26
Balance at end of period	(92)	(77)	(92)	(77)	(97)
Amortization of net loss
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Reclassification from Accumulated Other Comprehensive Income, Current Period, before Tax	(1)	0	(3)	(2)
Settlemet
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Settlements	3	0	3	0
Pension remeasurement
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Pension remeasurement	0	0	0	33
Interest rate swap
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Balance at beginning of period	(1)	20	13	8	8
Reclassification from Accumulated Other Comprehensive Income, Current Period, before Tax	1	1	5	1
Change in fair value of interest rate swaps	(1)	3	(15)	20
Total before income tax	(2)	2	(20)	19
Income tax (benefit) provision	(1)	0	(5)	5
Current period comprehensive (loss) income, net of tax	(1)	2	(15)	14
Balance at end of period	(2)	22	(2)	22	13
Accumulated Other Comprehensive Loss
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Balance at beginning of period	(96)	(57)	(84)	(95)	(95)
Balance at end of period	$ (94)	$ (55)	$ (94)	$ (55)	$ (84)

Taxes - Additional Information

Taxes - Additional Information (Detail) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 28, 2019	Sep. 29, 2018	Sep. 28, 2019	Sep. 29, 2018
Income Tax Disclosure [Abstract]
Effective tax rate (percent)	27.00%	19.00%	25.00%	16.00%
Federal corporate income tax rate (percent)	21.00%	21.00%	21.00%	21.00%
Valuation Allowance, Deferred Tax Asset, Increase (Decrease), Amount	$ 2
Tax benefit related to excess tax benefits associated with share-based compensation			$ 3	$ 6
Tax benefit related to Tax Cuts and Jobs Act		$ 4		8
Tax benefit related to reduction of unrecognized tax benefit from receipt of written consent from IRS		$ 4		$ 21

Commitments and Contingencies -

Commitments and Contingencies - Additional Information (Detail) $ in Millions	Sep. 28, 2019USD ($)
Purchase orders and contract commitments
Unrecorded Unconditional Purchase Obligation [Line Items]
Purchase commitments	$ 959
Information technology commitments
Unrecorded Unconditional Purchase Obligation [Line Items]
Purchase commitments	55
Diesel fuel
Unrecorded Unconditional Purchase Obligation [Line Items]
Purchase commitments	106
Electricity
Unrecorded Unconditional Purchase Obligation [Line Items]
Purchase commitments	$ 5

Business Information - Addition

Business Information - Additional Information (Detail)	9 Months Ended
	Sep. 28, 2019segment
Segment Reporting [Abstract]
Number of business segments	1