Covetrus (CVET) 10-Q 10 Nov 20 2020 Q3 Quarterly report Financial data

Cover

Cover - shares	9 Months Ended
	Sep. 30, 2020	Nov. 06, 2020
Entity [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2020
Document Transition Report	false
Entity File Number	001-38794
Entity Registrant Name	COVETRUS, INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	83-1448706
Entity Address, Address Line One	7 Custom House Street
Entity Address, City or Town	Portland
Entity Address, State or Province	ME
Entity Address, Postal Zip Code	04101
City Area Code	888
Local Phone Number	280-2221
Title of 12(b) Security	Common Stock, par value $0.01 per share
Trading Symbol	CVET
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		127,516,179
Amendment Flag	false
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2020
Entity Central Index Key	0001752836
Current Fiscal Year End Date	--12-31

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions	Sep. 30, 2020	Dec. 31, 2019
Current assets:
Cash and cash equivalents	$ 355	$ 130
Accounts receivable, net of allowance of $6 and $8	498	426
Inventories, net	521	636
Other receivables	81	67
Prepaid expenses and other	45	30
Assets held for sale	0	51
Total current assets	1,500	1,340
Non-current assets:
Property and equipment, net of accumulated depreciation of $101 and $84	108	93
Operating lease right-of-use assets, net (Note 5)	118	84
Goodwill	1,154	1,154
Other intangibles, net (Note 6)	541	643
Investments and other	89	47
Total assets	3,510	3,361
Current liabilities:
Accounts payable	416	520
Current maturities of long-term debt and other borrowings (Note 7)	46	62
Accrued payroll and related liabilities	73	44
Accrued taxes	41	18
Other current liabilities	155	164
Liabilities held for sale	0	21
Total current liabilities	731	829
Non-current liabilities:
Long-term debt and other borrowings, net (Note 7)	1,082	1,125
Deferred taxes	39	47
Other liabilities	139	94
Total liabilities	1,991	2,095
Commitments and contingencies (Note 10)
Mezzanine equity:
Redeemable non-controlling interests (Note 11)	15	10
Redeemable Series A convertible preferred stock, $0.01 par value per share, $1,000 per share liquidation preference, 250,000 shares authorized, and 90,632 outstanding as of September 30, 2020 (Note 12)	88	0
Shareholders' equity:
Common stock, $0.01 par value per share, 675,000,000 shares authorized; 127,363,432 shares issued and outstanding as of September 30, 2020; 111,620,507 shares issued and outstanding as of December 31, 2019	1	1
Accumulated other comprehensive loss (Note 13)	(91)	(86)
Additional paid-in capital	2,567	2,381
Accumulated deficit	(1,061)	(1,040)
Total shareholders’ equity	1,416	1,256
Total liabilities, mezzanine equity, and shareholders’ equity	$ 3,510	$ 3,361

CONDENSED CONSOLIDATED BALANC_2

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) - Parenthetical - USD ($) $ in Millions	Sep. 30, 2020	Dec. 31, 2019
Statement of Financial Position [Abstract]
Accounts receivable, reserves	$ 6	$ 8
Property and equipment, accumulated depreciation	$ 101	$ 84
Preferred stock par value (in dollars per share)	$ 0.01	$ 0.01
Liquidation preference per share (in dollars per share)	$ 1,000	$ 1,000
Preferred stock, shares authorized (in shares)	250,000	250,000
Preferred stock shares issued (in shares)	90,632	90,632
Preferred stock, shares outstanding (in shares)	90,632	90,632
Common stock, par value (in usd per share)	$ 0.01	$ 0.01
Common stock, shares authorized (in shares)	675,000,000	675,000,000
Common stock, shares issued (in shares)	127,363,432	111,620,507
Common stock, shares outstanding (in shares)	127,363,432	111,620,507

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) - USD ($) shares in Millions, $ in Millions		3 Months Ended		9 Months Ended
		Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Income Statement [Abstract]
Net sales		$ 1,126	$ 1,018	$ 3,217	$ 2,968
Cost of sales		929	827	2,625	2,407
Gross profit		197	191	592	561
Operating expenses:
Selling, general and administrative		224	210	642	594
Goodwill impairment		0	939	0	939
Operating loss		(27)	(958)	(50)	(972)
Other income (expense):
Interest income		0	1	1	4
Interest expense		(10)	(16)	(38)	(42)
Other, net		5	4	79	18
Income (loss) before taxes and equity in earnings of affiliates		(32)	(969)	(8)	(992)
Income tax benefit (expense)		(3)	7	(6)	7
Net income (loss)		(35)	(962)	(14)	(985)
Net (income) loss attributable to redeemable non-controlling interests		0	3	(1)	3
Net income (loss) attributable to Covetrus	[1]	$ (35)	$ (959)	$ (15)	$ (982)
Earnings (loss) per share attributable to Covetrus:
Basic (in usd per share)		$ (0.33)	$ (8.56)	$ (0.18)	$ (9.26)
Diluted (in usd per share)		$ (0.33)	$ (8.56)	$ (0.18)	$ (9.26)
Weighted-average common shares outstanding:
Basic (in shares)		116	112	113	106
Diluted (in shares)		116	112	113	106
[1]	(a) Net income earned from January 1, 2019 through February 7, 2019 is attributed to the Former Parent as it was the sole shareholder prior to February 7, 2019.

CONDENSED CONSOLIDATED STATEM_2

CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME (UNAUDITED) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Statement of Comprehensive Income [Abstract]
Net income (loss)	$ (35)	$ (962)	$ (14)	$ (985)
Other comprehensive income (loss), net of tax:
Foreign currency translation gain (loss)	14	(22)	(2)	(17)
Unrealized gain (loss) on derivative instruments	(1)	(2)	(8)	(2)
Total other comprehensive income (loss)	13	(24)	(10)	(19)
Comprehensive income (loss)	(22)	(986)	(24)	(1,004)
Comprehensive (income) loss attributable to redeemable non-controlling interests:
Net (income) loss	0	3	(1)	3
Foreign currency translation (gain) loss	0	0	(2)	(1)
Comprehensive (income) loss attributable to redeemable non-controlling interests	0	3	(3)	2
Comprehensive income (loss) attributable to Covetrus	$ (22)	$ (983)	$ (27)	$ (1,002)

CONDENSED CONSOLIDATED STATEM_3

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (UNAUDITED) - USD ($) $ in Millions		Total	Common Stock	Additional Paid-in Capital	Accumulated Deficit	Net Former Parent Investment	Accumulated Other Comprehensive Loss
Beginning balance (in shares) at Dec. 29, 2018			0
Beginning balance at Dec. 29, 2018		$ 1,494	$ 0	$ 0	$ 0	$ 1,576	$ (82)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss) attributable to Covetrus	[1]	(982)			(992)	10
Dividend to Former Parent		(1,174)		(21)		(1,153)
Issuance of shares at Separation (including share sale investors) (in shares)			71,693,426
Issuance of shares at Separation (including Share Sale investors)		1	$ 1	609		(609)
Issuance of shares in connection with the Acquisition (in shares)			39,742,089
Issuance of shares in connection with the Acquisition		1,772		1,772
Shares held in escrow expected to be canceled		(30)		(30)
Net increase in Former Parent investment		176				176
Issuance of shares in connection with share-based compensation plans (in shares)			618,758
Issuance of shares in connection with share-based compensation plans		3		3
Share-based compensation		35		35
Dividends declared on Series A preferred stock		0
Other comprehensive income (loss)		(19)					(19)
Ending balance (in shares) at Sep. 30, 2019			112,054,273
Ending balance at Sep. 30, 2019		1,276	$ 1	2,368	(992)	0	(101)
Beginning balance (in shares) at Jun. 30, 2019			111,932,491
Beginning balance at Jun. 30, 2019		2,248	$ 1	2,357	(33)	0	(77)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss) attributable to Covetrus	[1]	(959)			(959)	0
Issuance of shares in connection with share-based compensation plans (in shares)			121,782
Issuance of shares in connection with share-based compensation plans		1		1
Share-based compensation		10		10
Dividends declared on Series A preferred stock		0
Other comprehensive income (loss)		(24)					(24)
Ending balance (in shares) at Sep. 30, 2019			112,054,273
Ending balance at Sep. 30, 2019		$ 1,276	$ 1	2,368	(992)	$ 0	(101)
Beginning balance (in shares) at Dec. 31, 2019		111,620,507	111,620,507
Beginning balance at Dec. 31, 2019		$ 1,256	$ 1	2,381	(1,040)		(86)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss) attributable to Covetrus	[1]	(15)			(15)
Dividend to Former Parent		(6)
Net increase in Former Parent investment		(6)		(6)
Issuance of shares in connection with share-based compensation plans (in shares)			1,385,447
Issuance of shares in connection with share-based compensation plans		6		6
Share-based compensation		30		30
Dividends declared on Series A preferred stock		(6)			(6)
Conversion of Preferred Series A Stock to Common Stock (in shares)			14,357,478
Conversion of Preferred Series A Stock to Common Stock		156		156
Other comprehensive income (loss)		$ (5)					(5)
Ending balance (in shares) at Sep. 30, 2020		127,363,432	127,363,432
Ending balance at Sep. 30, 2020		$ 1,416	$ 1	2,567	(1,061)		(91)
Beginning balance (in shares) at Jun. 30, 2020			112,674,657
Beginning balance at Jun. 30, 2020		1,276	$ 1	2,404	(1,022)		(107)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss) attributable to Covetrus	[1]	(35)			(35)
Dividend to Former Parent		(4)
Net increase in Former Parent investment		(6)		(6)
Issuance of shares in connection with share-based compensation plans (in shares)			331,297
Issuance of shares in connection with share-based compensation plans		2		2
Share-based compensation		11		11
Dividends declared on Series A preferred stock		(4)			(4)
Conversion of Preferred Series A Stock to Common Stock (in shares)			14,357,478
Conversion of Preferred Series A Stock to Common Stock		156		156
Other comprehensive income (loss)		$ 16					16
Ending balance (in shares) at Sep. 30, 2020		127,363,432	127,363,432
Ending balance at Sep. 30, 2020		$ 1,416	$ 1	$ 2,567	$ (1,061)		$ (91)
[1]	(a) Net income earned from January 1, 2019 through February 7, 2019 is attributed to the Former Parent as it was the sole shareholder prior to February 7, 2019.

CONDENSED CONSOLIDATED STATEM_4

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED) - USD ($)	9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019
Cash flows from operating activities:
Net income (loss)	$ (14,000,000)	$ (985,000,000)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization	124,000,000	113,000,000
Amortization of right-of-use assets	18,000,000	16,000,000
Plus: Goodwill impairment	0	939,000,000
Operating lease right-of-use asset impairment	8,000,000	0
Gain on divestiture of a business	(72,000,000)	0
Share-based compensation expense	30,000,000	35,000,000
Benefit for deferred income taxes	(7,000,000)	(19,000,000)
Amortization of debt issuance costs	4,000,000	0
Loss on managed exit of a business	8,000,000	0
Other	1,000,000	(2,000,000)
Changes in operating assets and liabilities, net of acquisitions:
Accounts receivable, net	(77,000,000)	(25,000,000)
Inventories, net	99,000,000	(23,000,000)
Other assets and liabilities	(42,000,000)	(36,000,000)
Accounts payable and accrued expenses	(69,000,000)	21,000,000
Net cash provided by operating activities	11,000,000	34,000,000
Cash flows from investing activities:
Purchases of property and equipment	(40,000,000)	(30,000,000)
Payments related to equity investments and business acquisitions, net of cash acquired	(13,000,000)	(26,000,000)
Proceeds from Divestiture of Businesses	104,000,000	0
Proceeds from sale of property and equipment	4,000,000	0
Net cash provided by (used for) investing activities	55,000,000	(56,000,000)
Cash flows from financing activities:
Proceeds from revolving credit facility	190,000,000	0
Repayments of Long-term Lines of Credit	(190,000,000)	0
Proceeds from issuance of debt	0	1,220,000,000
Principal payments of debt	(62,000,000)	(43,000,000)
Debt issuance and amendment costs	(5,000,000)	(24,000,000)
Issuance of common shares in connection with share-based compensation plans	6,000,000	3,000,000
Dividend paid to Former Parent	0	(1,174,000,000)
Net transfers from Former Parent	0	165,000,000
Proceeds from issuance of Series A preferred stock	250,000,000	0
Series A preferred stock issuance costs	(6,000,000)	0
Series A preferred stock dividend	(6,000,000)	0
Acquisition payment	(17,000,000)	(9,000,000)
Acquisitions of non-controlling interests in subsidiaries	0	(74,000,000)
Net cash provided by financing activities	160,000,000	64,000,000
Effect of exchange rate changes on cash and cash equivalents	(1,000,000)	3,000,000
Net change in cash and cash equivalents	225,000,000	45,000,000
Cash and cash equivalents, beginning of period	130,000,000	23,000,000
Cash and cash equivalents, end of period	355,000,000	68,000,000
Supplemental disclosure of cash paid for:
Interest	32,000,000	35,000,000
Income taxes	17,000,000	16,000,000
Amounts included in the measurement of operating lease liabilities	20,000,000	18,000,000
Supplemental disclosures of non-cash investing and financing activities:
Conversion of Series A preferred stock	156,000,000	0
Right-of-use assets obtained in exchange for new operating lease liabilities	60,000,000	91,000,000
Deconsolidation of a subsidiary	$ 15,000,000	$ 0

Business Overview and Significa

Business Overview and Significant Accounting Policies	9 Months Ended
	Sep. 30, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Business Overview and Significant Accounting Policies	Business Overview and Significant Accounting Policies Business Covetrus, Inc. (“Covetrus,” “Company,” “we,” “our,” “us,” or “ourselves”) is a global animal-health technology and services company dedicated to supporting the companion, equine, and large-animal veterinary markets. On February 7, 2019, Covetrus became an independent company through the consummation of the spin-off by Henry Schein (“Former Parent”) of its animal-health business (“Animal Health Business”) and the completion of its acquisition of Direct Vet Marketing, Inc. (d/b/a Vets First Choice) (“Vets First Choice”). On February 8, 2019, Covetrus began trading on the Nasdaq Stock Market. Accordingly, results provided in accordance with generally accepted accounting principles in the United States of America (“GAAP”) reflect the operations of the Animal Health Business from January 1, 2019 to September 30, 2019 and Vets First Choice for the period from February 8, 2019 to September 30, 2019. Basis of Presentation and Principles of Consolidation The accompanying balance sheet as of December 31, 2019, which was derived from audited financial statements, and the unaudited condensed consolidated financial statements as of and for the three and nine months ended September 30, 2020, have been prepared in accordance with applicable rules and regulations of the Securities and Exchange Commission (the “SEC”) for interim financial reporting. Pursuant to those rules and regulations, we omitted certain information and disclosures normally included in annual financial statements prepared in accordance with GAAP. In our opinion, the accompanying condensed consolidated financial statements reflect all recurring adjustments and transactions necessary for a fair statement of our financial position, results of operations, and cash flows for the interim periods presented. Such operating results are not necessarily indicative of annual or future results. These condensed consolidated financial statements and notes should be read in conjunction with the audited consolidated financial statements and notes included in our Annual Report on Form 10-K for the year ended December 31, 2019 (“Form 10-K”) filed with the SEC on March 3, 2020. The accompanying unaudited condensed consolidated financial statements include the operations of the Company, as well as those of our wholly-owned and majority-owned subsidiaries from their respective dates of inception or acquisition. All significant intercompany transactions and balances were eliminated in consolidation. Investments in unconsolidated affiliates, which are 20% to 50.01% owned, or investments of less than 20% in which we could influence the operating or financial decisions, are accounted for under the equity method. During the three months ended December 31, 2019, we recorded a revision to our deferred tax assets due to a reassessment of our judgment on the realizability of deferred tax assets as of the third quarter ended September 30, 2019. In the aggregate, the revisions to our tax valuation allowance, including a revision for a deferred tax calculation error that predates the Separation, Distribution and Acquisition, were $53 million. We have concluded that this adjustment was not material to any previously issued financial statements or to our full fiscal year 2019 results. See Note 14 - Income Taxes. Certain other immaterial prior period amounts were reclassified or rounded to conform to the presentation of the current period. Accounting Pronouncements Adopted • As of January 1, 2020, we adopted Accounting Standards Codification Topic 326, Credit Losses (“Topic 326”) which requires the measurement and recognition of expected credit losses for financial assets held at amortized cost, including accounts receivable. Topic 326 is effective for interim and annual reporting periods beginning after December 15, 2019 and is required to be adopted using the modified retrospective basis, with a cumulative-effect adjustment to Retained earnings (Accumulated deficit) as of the beginning of the first reporting period in which the guidance of Topic 326 is effective. The adoption of Topic 326 did not have a material impact on the results of our condensed consolidated financial statements. To be Adopted • Accounting Standards Update ("ASU") 2019-12, “Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes,” removes specific technical exceptions to general principles found in Topic 740, items that often produce information that investors have difficulty understanding and simplifies the accounting for income taxes. The standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020, with early adoption permitted. We are evaluating the anticipated impact of this standard on our condensed consolidated financial statements as well as timing of adoption. • ASU 2020-04, “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting,” provides optional guidance for a limited period of time to ease the potential burden in accounting for (or recognizing the effects of) reference rate reform on financial reporting for contracts, hedging relationships, and other transactions that reference the London Interbank Offered Rate (“LIBOR”). The standard is currently effective and upon adoption may be applied prospectively to contract modifications made on or before December 31, 2022. We are evaluating the impact of the LIBOR transition and this optional relief guidance on our condensed consolidated financial statements. • ASU 2020-06, "Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity's Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity's Own Equity," simplifies the accounting for certain convertible instruments, amends guidance on derivative scope exceptions for contracts in an entity's own equity, and modifies the guidance on diluted earnings per share calculations as a result of these changes. The standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2021, with early adoption permitted. The adoption of this standard will have no impact on our diluted earnings per share. We are evaluating the impact of the remaining provisions on our condensed consolidated financial statements, which will largely depend on the composition and terms of the financial instruments at the time of adoption.

Novel Coronavirus Disease 2019

Novel Coronavirus Disease 2019 ("COVID-19")	9 Months Ended
	Sep. 30, 2020
Commitments and Contingencies Disclosure [Abstract]
Novel Coronavirus Disease (COVID-19)	Novel Coronavirus Disease 2019 (“COVID-19”) The COVID-19 pandemic developed throughout 2020 and in response to the pandemic, measures were and continue to be instituted, including phased temporary closures of non-essential businesses throughout many of the regions in which we conduct operations. The temporary closures, on a local, state, or country level, may be extended or more widespread in response to a rising number of reported cases. However, veterinary care has been deemed an essential business in most of these regions and we continue to deliver products and services to our customers and their animal-owner clients. In addition, most of our customers are generally able to continue their operations by following new social distancing guidelines which, depending on local regulations, can include telehealth and animal curbside check-in and drop-off at clinics. To date, we continue to experience limited disruption to our results of operations from the COVID-19 pandemic. However, the COVID-19 pandemic continues to create volatility and unpredictability to our business, including shifts in timing and channel mix, inventory replenishment, reduced travel and entertainment expenses due to travel restrictions, expected extension of our workforce working from home based on the local regulations in areas where we operate, as well as other changes. We believe our allowance for credit losses related to our accounts receivable is adequate as of September 30, 2020, due to the essential nature of our customers' businesses, as noted above, as well as the historic behavior of our large customer base. As the COVID-19 pandemic continues, there could be an increase in the aging of our accounts receivable, however, we do not anticipate a significant increase in defaults for such accounts receivable. During the first quarter ended March 31, 2020, we experienced a sustained decline in our share price and a resulting decrease in our market capitalization due to the overall macroeconomic effects of the COVID-19 pandemic. Due to this overall market decline and the uncertainty surrounding COVID-19, we concluded that a triggering event occurred and conducted an interim impairment review of our goodwill as of March 31, 2020. We tested for goodwill impairment by quantitatively comparing the fair value of our North America reporting unit (the only reporting unit currently bearing goodwill) to its carrying amount. Using the income-based approach, fair value exceeded the carrying amount as of March 31, 2020. We did not experience triggering events during the second quarter ended June 30, 2020 or third quarter ended September 30, 2020. We have taken the following actions to help ensure that our business has flexibility to mitigate potential effects from continued global economic pressure: • During the quarter ended March 31, 2020, we borrowed funds under our revolving line of credit to increase our cash position and provide flexibility. In May 2020, we issued 7.50% Series A Convertible Preferred Stock (“Series A Preferred Stock”), and we used a portion of the $244 million aggregate net proceeds to repay borrowings under our revolving line of credit. See Note 7 - Long-term Debt and Other Borrowings, Net and Note 12 - Redeemable Series A Convertible Preferred Stock • We reduced our non-critical, near-term planned capital expenditures • We negotiated for extended payment terms on certain contracts • We managed our inventory levels in line with expected demand • We instituted cost containment measures including temporary executive, board, and other senior-level employee compensation reductions, employee furloughs in certain European countries, certain shift eliminations, a temporary hiring freeze, discretionary spending deferrals, deferred payroll taxes as available under the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”), and temporarily suspended our 401(k)-employer match During the third quarter of 2020, we returned to pre-COVID-19 compensation levels and reinstated our 401(k)-employer match. We continue to monitor our business performance and intend to take a cautious yet balanced approach in managing our expenses in light of uncertainty created by the COVID-19 pandemic. Some of the measures we implement from an expense management perspective may continue as we transform our business; for example, we have recently reinstituted restrictions on hiring non -essential roles. Risk and Uncertainties The duration and severity of COVID-19-related potential disruptions and the actions we have taken, and may take in the future, in response thereto, involve risks and uncertainties, and it is not possible at this time to estimate the impact that COVID-19 could have on our business. The impact of COVID-19 on various business activities in affected countries could adversely affect our estimates, results of operations, and financial condition.

Divestiture and Equity Method I

Divestiture and Equity Method Investment	9 Months Ended
	Sep. 30, 2020
Discontinued Operations and Disposal Groups [Abstract]
Divestiture and Equity Method Investment	Divestiture and Equity Method Investment Divestitures On April 1, 2020, we completed the divestiture of our scil animal-care business (“scil”) to Heska Corporation for $110 million pursuant to an amended purchase agreement. For the nine months ended September 30, 2020, we recorded a pre-tax gain of $72 million, which reflects a $1 million foreign exchange adjustment for the finalization of the purchase price during the three months ended September 30, 2020. During the three months ended September 30, 2020, we announced a managed exit of the operations of our French distribution business specializing in medicines, pet food, equipment and services for veterinary clinics. We accrued $7 million in severance costs based on French statutory requirements, and $1 million of other costs associated with this decision. We anticipate operations will predominantly be shut down by the end of the year. Equity Method Investment On April 30, 2020, we completed the previously announced combination of our subsidiary, Spain Animal Health Solutions S.L.U. (“SAHS”), with Distrivet, S.A. to form a leading animal-health provider on the Iberian Peninsula. We contributed SAHS by means of a contribution in kind of all the shares of SAHS in exchange for the transfer of shares from shareholders of Distrivet, S.A. (“Distrivet Shareholders”). In addition, at closing, we made a payment of $11 million, and we are obligated to make an additional payment of $11 million on the one-year anniversary of the closing of the combination. As a result of these transactions, we now own 50.01% of the new company, called Distrivet, a Covetrus company (“Distrivet”). Based on Distrivet's governance structure, we do not have power over key financial and operating decisions that are made in the ordinary course of business. Accordingly, our investment in Distrivet is accounted for under the equity method and Distrivet is considered a related party. See Note 16 - Related Party Transactions. The Investment and Shareholders Agreement of Distrivet, S.A. (“Agreement”) executed on January 13, 2020, contains put and call options on the shares owned by the Distrivet Shareholders, representing up to 49.99%, that are exercisable at fair market value based on floor and ceiling prices tied to Earnings Before Interest, Taxes, Depreciation, and Amortization (“EBITDA”) multiples as specified in the Agreement. See Note 9 - Fair Value.

Revenue from Contracts with Cus

Revenue from Contracts with Customers	9 Months Ended
	Sep. 30, 2020
Revenue from Contract with Customer [Abstract]
Revenue from Contracts with Customers	Revenue from Contracts with Customers Disaggregation of Revenue The tables below present our revenue disaggregated by major product category and reportable segment. Three Months Ended September 30, 2020 Supply Chain Services Software Prescription Management Eliminations Total North America $ 512 $ 20 $ 104 $ (18) $ 618 Europe 404 2 — (3) 403 APAC & Emerging Markets 106 2 — — 108 Eliminations (3) — — — (3) Total Net sales $ 1,019 $ 24 $ 104 $ (21) $ 1,126 Three Months Ended September 30, 2019 Supply Chain Services Software Prescription Management Eliminations Total North America $ 464 $ 20 $ 72 $ (13) $ 543 Europe 385 2 — (3) 384 APAC & Emerging Markets 92 2 — — 94 Eliminations (3) — — — (3) Total Net sales $ 938 $ 24 $ 72 $ (16) $ 1,018 Nine Months Ended September 30, 2020 Supply Chain Services Software Solutions Prescription Management Eliminations Total North America $ 1,469 $ 60 $ 298 $ (56) $ 1,771 Europe 1,169 6 — (9) 1,166 APAC & Emerging Markets 282 6 — — 288 Eliminations (8) — — — (8) Total Net sales $ 2,912 $ 72 $ 298 $ (65) $ 3,217 Nine Months Ended September 30, 2019 Supply Chain Services Software Solutions Prescription Management Eliminations Total North America $ 1,379 $ 62 $ 172 $ (21) $ 1,592 Europe 1,117 7 — (10) 1,114 APAC & Emerging Markets 264 6 — — 270 Eliminations (8) — — — (8) Total Net sales $ 2,752 $ 75 $ 172 $ (31) $ 2,968 Contract Balances Contract balances represent amounts presented in the condensed consolidated balance sheets when we have either transferred goods or services to the customer or the customer has paid consideration to us under the contract. These contract balances include accounts receivable, contract assets, and contract liabilities. Accounts Receivable Accounts receivable are recognized at the amount invoiced and the carrying amount is reduced in part by an allowance for credit losses. Our estimation of current expected credit losses, with respect to receivables and recognition of allowances that, when deducted from the balance of the receivables, represent the net amounts expected to be collected. We do not consider there to be significant concentrations of credit risk with trade receivables due to the short-term nature of our accounts, our large customer base, and strong historical experience collecting receivables. The allowance for credit losses is based on several factors which include reviewing delinquent accounts receivable, historical data, experience, customer types, creditworthiness, and economic trends. From time to time, we adjust our assumptions for anticipated changes in any of these or other factors that may affect collectability, and the allowance for credit losses is reviewed quarterly for any required adjustments. Accounts receivable are written off when it is probable that all contractual payments due will not be collected. Contract Assets Contract assets include amounts related to any conditional right to monetary consideration for work completed as of the reporting date and generally represent amounts owed to us by customers, but not yet billed. Contract assets are transferred to Accounts receivable when the right becomes unconditional. Current contract assets are included in Prepaid expenses and other and non-current contract assets are included in Investments and other within the condensed consolidated balance sheets. The contract assets primarily relate to the bundled arrangements for the sale of equipment and consumables and sales of term software licenses. Current and non-current contract asset balances as of September 30, 2020 and December 31, 2019 were not material. Contract Liabilities Contract liabilities are comprised of advance payments received and deferred revenue amounts. Contract liabilities are transferred to revenue once our performance obligation has been satisfied. Current contract liabilities are included in Other current liabilities and non-current contract liabilities are included in Other liabilities within the condensed consolidated balance sheets. The contract liabilities primarily relate to advance payments from customers and upfront payments for service arrangements provided over time. The current portion of contract liabilities of $15 million at September 30, 2020 and $37 million at December 31, 2019 were reported in Other current liabilities. Amounts related to non-current contract liabilities were not material. Performance Obligations Estimated future revenues expected to be generated from our long-term contracts with unsatisfied performance obligations as of September 30, 2020 were not material.

Leases

Leases	9 Months Ended
	Sep. 30, 2020
Leases [Abstract]
Leases	Leases The lease for our compounding facility and office space in Arizona commenced on January 1, 2020, which increased our operating lease right-of-use assets and liabilities by $19 million. This facility has a lease term of 14 years. We also commenced or extended various other facility and equipment operating leases which, individually, were not material. As of September 30, 2020, we determined that an operating lease right-of-use asset, a standalone asset group, within our North America segment was impaired. See Note 9 - Fair Value .

Other Intangibles, Net

Other Intangibles, Net	9 Months Ended
	Sep. 30, 2020
Goodwill and Intangible Assets Disclosure [Abstract]
Other Intangibles, Net	Other Intangibles, Net Other intangibles, net includes customer relationships, trademarks, patents, product development, and non-compete arrangements. The following table presents the balances within the condensed consolidated balance sheets as of: September 30, 2020 December 31, 2019 Gross definite-lived intangible assets $ 997 $ 1,001 Accumulated amortization (456) (358) Total Other intangibles, net $ 541 $ 643 The following table presents our amortization expense: Three Months Ended September 30, Nine Months Ended September 30, Location 2020 2019 2020 2019 Cost of sales $ 1 $ 1 $ 3 $ 3 Selling, general and administrative 33 33 98 90 Total amortization expense $ 34 $ 34 $ 101 $ 93

Long-term Debt and Other Borrow

Long-term Debt and Other Borrowings, Net	9 Months Ended
	Sep. 30, 2020
Debt Disclosure [Abstract]
Long-term Debt and Other Borrowings, Net	Long-term Debt and Other Borrowings, Net As of September 30, 2020 Long-term debt and other borrowings, net consisted of the following: Commencement Date Maturity Date September 30, December 31, 2019 Revolving line of credit February 2019 February 2024 $ — $ — Term loan payable; quarterly installments of $15 million began March 31, 2020 with remaining principal due at maturity February 2019 February 2024 1,140 1,200 Loan payable with principal due at maturity February 2019 March 2023 6 6 Finance lease obligations 1 1 Total debt and other borrowings 1,147 1,207 Less: current maturities (46) (62) Total Long-term debt and other borrowings 1,101 1,145 Less: unamortized debt discount (19) (20) Total Long-term debt and other borrowings, net $ 1,082 $ 1,125 The amount available for borrowing under the revolving line of credit as of September 30, 2020 was $299 million, subject to covenant restrictions. In February 2020, our credit facility was amended primarily to delay the step down of our leverage covenant from 5.50x to 5.00x until June 30, 2021. On April 10, 2020, we used $45 million in proceeds from the sale of scil (see Note 3 - Divestiture and Equity Method Investment ) to prepay our remaining quarterly principal amortization term loan payments for 2020. Following this prepayment, the next quarterly principal amortization term loan payment of $15 million is due on March 31, 2021.

Derivatives and Financial Instr

Derivatives and Financial Instruments	9 Months Ended
	Sep. 30, 2020
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Derivatives and Financial Instruments	Derivatives and Financial Instruments We are exposed to the impact of changes in interest rates in the normal course of business. Our financial risk management program is designed to manage the exposure arising from this cash flow risk and uses derivative financial instruments to minimize this risk. We do not enter into derivative financial instruments for trading or speculative purposes. In 2019, we executed interest rate swap contracts with notional amounts aggregating $500 million that are designated as cash flow hedges to manage interest rate risk on our floating rate debt. These interest rate swap contracts effectively fix the borrowing rates on a portion of our floating rate debt discussed in Note 7 - Long-term Debt and Other Borrowings, Net . Our interest rate swap agreements exchange payment streams based on the notional principal amount. These agreements fix our future interest rates ranging from 1.63% to 1.70% plus the applicable margin as provided in our debt agreement on an amount of our debt principal equal to the then-outstanding swap notional amount. The base notional amounts mature on July 31, 2021. On the interest rate swap inception dates, we designated the swaps as a hedge of the variability in cash flows we pay on our variable rate borrowings. The following table discloses the fair value and balance sheet location of our derivative instruments: Liability Derivatives Cash Flow Hedging Instruments Balance Sheet Location September 30, 2020 December 31, 2019 Interest rate swap contracts Other liabilities $ 6 $ 1 At inception of the hedging contract, we used statistical regression to assess the effectiveness of the interest rate hedges. The hedging contracts were deemed highly effective and are expected to be highly effective throughout the hedge period. Therefore, we perform a qualitative assessment of the hedge effectiveness at each subsequent quarterly reporting date. As of September 30, 2020, derivative gains and losses were reported as a component of Other comprehensive income (loss) and will subsequently be recorded in the condensed consolidated statements of operations when the hedged transaction is recognized in earnings. The effect of cash flow hedges on Other comprehensive income (loss) were as follows: Three Months Ended September 30, Nine Months Ended September 30, Cash Flow Hedging Instruments Location 2020 2019 2020 2019 Interest rate swap contracts Interest (income) expense $ 3 $ — $ 3 $ — The net amount of deferred losses on cash flow hedges that are expected to be reclassified from Accumulated other comprehensive income (loss) into Interest expense within the next 12 months is $6 million.

Fair Value

Fair Value	9 Months Ended
	Sep. 30, 2020
Fair Value Disclosures [Abstract]
Fair Value	Fair Value GAAP defines fair value as the price that would be received from the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. We have certain financial assets and liabilities that are measured at fair value on a recurring basis, certain nonfinancial assets and liabilities that may be measured at fair value on a non-recurring basis, and certain financial assets and liabilities that are not measured at fair value in our condensed consolidated balance sheets, but the fair value is disclosed. The fair value disclosures of these assets and liabilities are based on a three-level hierarchy, which is defined as follows: • Level 1 - Unadjusted quoted prices in active markets for identical assets or liabilities • Level 2 - Unadjusted quoted prices in active markets for similar assets or liabilities, or unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active, or inputs other than quoted prices that are observable for the asset or liability • Level 3 - Unobservable inputs for the asset or liability There were no changes in valuation approaches or techniques during the three and nine months ended September 30, 2020. See Note 9 - Fair Value in our Form 10-K for a description of our valuation techniques. Assets and Liabilities Measured at Fair Value on a Recurring Basis The following table presents our financial instruments measured at fair value on a recurring basis and indicates the level within the fair value hierarchy: Liabilities Level September 30, 2020 December 31, 2019 Interest rate swap contracts 2 $ 6 $ 1 Distrivet put option 3 5 — Total liabilities $ 11 $ 1 Interest Rate Swap Contracts Our derivatives at September 30, 2020 consisted of five interest rate swap contracts which are over-the-counter and not traded through an exchange. See Note 8 - Derivatives and Financial Instruments . Distrivet Put Option The Distrivet put option fair value was derived from a Monte Carlo simulation methodology. The significant unobservable inputs utilized in this Level 3 fair value measurement includes the enterprise value of Distrivet, volatility, and cost of debt. We regularly evaluate each of the assumptions used in establishing this liability. Significant changes in assumptions could result in significantly lower or higher fair value measurements. See Note 3 - Divestiture and Equity Method Investment. Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis Assets that are measured at fair value on a nonrecurring basis primarily relate to Property and equipment, net, Operating lease right-of-use assets, net, Goodwill, and Other intangibles, net. We do not periodically adjust carrying value to fair value for these assets; rather, the carrying value of the asset is reduced to its fair value when we determine that impairment has occurred. We did not have any assets or liabilities measured at fair value on a nonrecurring basis during the year ended December 31, 2019. For the three and nine months ended September 30, 2020, we recorded an operating lease right-of-use asset impairment of $8 million in our North America segment as this asset group was not recoverable based on COVID-19's effect on the subleasing market as well as other asset group specific factors. The fair value of this operating lease right-of-use asset was $8 million, determined using the discounted expected cash flow. The significant unobservable inputs utilized in this Level 3 fair value measurement include market rent assumptions and discount rate. Assets and Liabilities not Measured at Fair Value Financial Assets and Liabilities The carrying amounts reported on the condensed consolidated balance sheets for Cash and cash equivalents, Accounts receivable, net, Other receivables, Accounts payable, and accrued expenses approximate their fair value due to the short maturity of those instruments. Investments in Affiliates There are no quoted market prices available for investments in affiliates, however, we believe the carrying amounts are a reasonable estimate of fair value. Long-term Debt Our long-term debt is classified as a level 2 instrument. The carrying amount of the term loan approximates fair value given the underlying interest rate applied to such amounts outstanding is currently reset to the prevailing monthly market rate.

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended
	Sep. 30, 2020
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies We are involved in various legal proceedings that arise in the ordinary course of business. Substantial judgment is required in predicting the outcome of these legal proceedings, many of which take years to adjudicate. We accrue estimated costs for a contingency when we believe that a loss is probable and can be reasonably estimated. No material accrued loss contingencies were recorded as of September 30, 2020. Securities Litigation Matter On September 30, 2019, the City of Hollywood (Florida) Police Officers' Retirement System filed a putative securities class action lawsuit in the United States District Court for the Eastern District of New York, purportedly on behalf of purchasers of Covetrus common stock from February 8, 2019 through August 12, 2019, against the Company, our Former Parent, our former Chief Executive Officer and President, and our former Chief Financial Officer (collectively, the “Defendants”). The complaint alleges that the Defendants violated Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), by making allegedly false and misleading statements and omissions, primarily regarding the Company’s financial prospects and the integration costs relating to the business combination involving the Animal Health Business and Vets First Choice. The suit seeks unspecified damages, fees, interest, and costs. We intend to defend the matter vigorously and have filed a motion to dismiss the lawsuit. Given the uncertainty of litigation, the preliminary stage of the case, and the legal standards that must be met for, among other things, class certification and success on the merits, we cannot estimate the reasonably possible loss or range of loss that may result from this action. Purchase Obligations We are party to an exclusive supply arrangement for certain products within the U.S. market. We amended this arrangement in February 2020 to extend the purchase obligations until 2025 which include unconditional purchase obligations totaling $44 million over this period. Our unconditional purchase obligation for 2020 is $8 million. During the nine months ended September 30, 2020, we paid $6 million for products purchased under this exclusive arrangement, leaving a remaining commitment of $38 million. Our forecasted sales for products under this exclusive supply arrangement exceed our purchase obligations. In 2019, we engaged a third-party for services over a three-year period ending December 31, 2022. The fixed portion of the contract is capped at $14 million while the variable portion of the contract is capped at $39 million over the term of the engagement. We consider the contract to be of a “take-or-pay” nature due to the termination fees embedded in the contract: fixed termination fees of $12 million until mid-November 2020 and $14 million thereafter, plus any variable performance fees through termination. During 2019, we incurred $2 million in fixed fees. During the nine months ended September 30, 2020, we incurred $10 million in variable fees and $3 million in fixed fees under this arrangement, leaving a remaining potential commitment of $38 million.

Redeemable Non-controlling Inte

Redeemable Non-controlling Interests	9 Months Ended
	Sep. 30, 2020
Noncontrolling Interest [Abstract]
Redeemable Non-controlling Interests	Redeemable Non-controlling Interests Some minority equity owners in certain of our subsidiaries have the right, at certain times, to require us to acquire their ownership interest in those entities. We initially record our Redeemable non-controlling interests at fair value on the date of acquisition and subsequently adjust to redemption value. The following table presents the components of change and balances of Redeemable non-controlling interests within the condensed consolidated balance sheets as follows: Nine Months Ended September 30, 2020 Year Ended Balance at beginning of period $ 10 $ 92 Decrease due to redemptions — (74) Net income (loss) attributable to redeemable non-controlling interests 1 (3) Effect of foreign currency translation (gain) loss attributable to redeemable non-controlling interests (2) 1 Change to redemption value 6 (6) Balance at end of period $ 15 $ 10

Redeemable Series A Convertible

Redeemable Series A Convertible Preferred Stock	9 Months Ended
	Sep. 30, 2020
Schedule of Investments [Abstract]
Redeemable Series A Convertible Preferred Stock	Redeemable Series A Convertible Preferred Stock On May 19, 2020, we issued 250,000 shares of our 7.50% Series A Convertible Preferred Stock (the “Series A Preferred Stock”), with a par value of $0.01 per share, for an aggregate purchase price of $250 million, or $1,000 per share, pursuant to an Investment Agreement (the “Investment Agreement”) with CD&R VFC Holdings, L.P. (the “Purchaser”), an affiliate of Clayton, Dubilier & Rice, LLC, (“CD&R”) dated April 30, 2020. We received net proceeds of $244 million after issuance costs, a portion of which was used to pay down our revolver borrowings and the remainder of which was used to provide additional short-term liquidity and support general corporate purposes. Our right to elect a conversion was triggered on September 4, 2020, when the closing share price of our common stock was $22.29 , which marked the twentieth trading day in a period of thirty consecutive trading days that our volume weighted average stock price closed above $22.20 (which is equal to 200% of the conversion price for the Series A Preferred Stock of $11.10 currently in effect). On September 9, 2020, we then converted a portion of our 7.50% Series A Convertible Preferred Stock to 14.4 million shares of Common Stock in accordance with the terms of the Investment Agreement. Following this conversion, the Purchaser continues to own 90,632 shares of Series A Preferred Stock. The remaining Series A Preferred Stock is a participating security for our calculation of earnings per share (see Note 15 - Earnings (Loss) Per Share ). To convert the remaining shares of Series A Preferred Stock into Common Stock, we require shareholder consent to comply with NASDAQ Listing Rules that otherwise limit Common Stock ownership to less than 20%. On November 17, 2020, we are scheduled to hold a Special Meeting of Shareholders to vote on the conversion of the remaining outstanding Series A Preferred Stock into common stock. For the three months ended September 30, 2020, our board of directors declared a pro rata quarterly dividend. For the three and nine months ended September 30, 2020 we paid preferred dividends of $4 million and $6 million, respectively. There were no cumulative dividends included in the accompanying condensed consolidated financial statements in connection with the outstanding shares of Series A Preferred Stock. Under the terms of the Investment Agreement, the Purchaser had the right to appoint two designees to our board of directors (see Note 16 - Related Party Transactions ).

Accumulated Other Comprehensive

Accumulated Other Comprehensive Income (Loss)	9 Months Ended
	Sep. 30, 2020
Equity [Abstract]
Accumulated Other Comprehensive Income (Loss)	Accumulated Other Comprehensive Income (Loss) Comprehensive income (loss) includes certain gains and losses that are excluded from Net income (loss) under GAAP as these amounts are recorded directly as an adjustment to total equity. The following table presents the changes in Accumulated other comprehensive loss, net of applicable taxes, by component: Gain (loss) on derivative instruments Foreign currency translation gain (loss) Total Balance at December 29, 2018 $ — $ (82) $ (82) Other comprehensive loss before reclassifications (1) (4) (5) Reclassified from Accumulated other comprehensive loss to earnings 1 — 1 Balance at December 31, 2019 — (86) (86) Other comprehensive loss before reclassifications (8) (2) (10) Reclassified from Accumulated other comprehensive loss to earnings 3 2 5 Balance at September 30, 2020 $ (5) $ (86) $ (91) We recognized foreign currency translation losses as a component of comprehensive income (loss) due to changes in foreign exchange rates from the beginning of the period to the end of the period. The condensed consolidated financial statements are denominated in the U.S. dollar currency. Fluctuations in the value of foreign currencies as compared to the U.S. dollar may have a significant impact on Comprehensive income (loss). The tax effect on accumulated unrealized losses on derivative instruments was not material for the periods presented. See Note 8 - Derivatives and Financial Instruments .

Income Taxes

Income Taxes	9 Months Ended
	Sep. 30, 2020
Income Tax Disclosure [Abstract]
Income Taxes	Income Taxes As previously disclosed in our 2019 Form 10-K, we revised our condensed consolidated financial statements for the three months ended September 30, 2019. As we incurred additional losses in the fourth quarter of 2019, we had for the first time, a three-year cumulative loss in the U.S. We determined that the cumulative loss represented a significant piece of negative evidence which is difficult to overcome in determining whether a valuation allowance was required. The cumulative loss caused us to reassess the weight of other available evidence we had use in making this determination at September 30, 2019. That reassessment resulted in our conclusion that negative evidence at September 30, 2019 outweighed the positive which resulted in the need for this revision. We determined that these amounts were and are not material to our previously issued quarterly financial statements. The impact to our previously issued condensed consolidated financial statements was as follows: As of September 30, 2019 Condensed Consolidated Balance Sheet Previously Reported Revision As Revised Non-current deferred income tax assets, net (a) $ 38 $ (19) $ 19 Total assets 3,328 (19) 3,309 Deferred income taxes 11 34 45 Total liabilities 1,989 34 2,023 Accumulated deficit (939) (53) (992) Total shareholders’ equity 1,329 (53) 1,276 Total liabilities, redeemable non-controlling interests, and shareholders’ equity $ 3,328 $ (19) $ 3,309 (a) Included in Investments and other. Three Months Ended September 30, 2019 Condensed Consolidated Statement of Operations Previously Reported Revision As Revised Income tax benefit (expense) $ 60 $ (53) $ 7 Net income (loss) (909) (53) (962) Net income (loss) attributable to Covetrus $ (906) $ (53) $ (959) Earnings (loss) per share attributable to Covetrus: Basic $ (8.09) $ (0.47) $ (8.56) Diluted $ (8.09) $ (0.47) $ (8.56) Nine Months Ended September 30, 2019 Condensed Consolidated Statement of Operations Previously Reported Revision As Revised Income tax benefit (expense) $ 60 $ (53) $ 7 Net income (loss) (932) (53) (985) Net income (loss) attributable to Covetrus $ (929) $ (53) $ (982) Earnings (loss) per share attributable to Covetrus: Basic $ (8.76) $ (0.50) $ (9.26) Diluted $ (8.76) $ (0.50) $ (9.26) Income tax expense for the three months ended September 30, 2020 was $3 million on a loss before taxes and equity in earnings of affiliates of $32 million for a consolidated effective tax rate of (8.0)% . The difference between our effective tax rate and the federal statutory tax rates for the jurisdictions in which we operate for the three months ended September 30, 2020, primarily relates to the sale of our scil business and change in valuation allowance due to uncertainty regarding the realization of future tax benefits from certain U.S. deferred taxes. Income tax expense for the nine months ended September 30, 2020 was $6 million on a loss before taxes and equity in earnings of affiliates of $8 million for a consolidated effective tax rate of (90.6)% . The difference between our effective tax rate and the federal statutory tax rates for the jurisdictions in which we operate for the nine months ended September 30, 2020, primarily relates to the sale of our scil business and non-deductible stock compensation expense. Income tax benefit for the three months ended September 30, 2019 was $7 million on a loss before taxes and equity in earnings of affiliates of $969 million for a consolidated effective tax rate of 0.8%. The income tax benefit for the nine months ended September 30, 2019 was $7 million on a loss before taxes and equity in earnings of affiliates of $992 million for a consolidated effective tax rate of 0.7%. The difference between our effective tax rate and the federal statutory tax rates for the jurisdictions in which we operate for the three and nine months ended September 30, 2019, primarily related to the federal tax impact of international operations included as Global Intangible Low-Taxed Income ("GILTI") and change in valuation allowance due to uncertainty regarding the realization of future tax benefits from certain U.S. deferred taxes. The CARES Act

Earnings (Loss) Per Share

Earnings (Loss) Per Share	9 Months Ended
	Sep. 30, 2020
Earnings Per Share [Abstract]
Earnings (Loss) Per Share	Earnings (Loss) Per Share Basic earnings (loss) per common share (“EPS”) is computed by dividing net income (loss) available to common shareholders by the weighted-average number of shares of common stock outstanding during the period. In addition, the shares of common stock issuable pursuant to restricted stock awards, restricted stock units, performance stock units, and stock options outstanding under our 2019 Omnibus Incentive Compensation Plan, shares issuable under our Employee Stock Purchase Plan, and Series A Preferred Stock are included in the diluted EPS calculation to the extent they are dilutive. On September 9, 2020, we converted a portion of our 7.50% Series A Convertible Preferred Stock to 14.4 million common shares. Following the conversion, the additional shares were included in weighted-average common shares outstanding. The following is a reconciliation of the numerator and denominator of the basic and diluted EPS computation for net income (loss) per share: Three Months Ended September 30, Nine Months Ended September 30, (In millions, except per share amounts) 2020 2019 2020 2019 Numerator: Net income (loss) attributable to Covetrus $ (35) $ (959) $ (15) $ (982) Adjustment for: Dividends declared on Series A preferred stock (4) — (6) — Income (loss) available to common shareholders $ (39) $ (959) $ (21) $ (982) Denominator: Basic Weighted-average common shares outstanding 116 112 113 106 Diluted Effect of dilutive shares — — — — Weighted-average common shares outstanding 116 112 113 106 Earnings (loss) per share attributable to Covetrus: Basic $ (0.33) $ (8.56) $ (0.18) $ (9.26) Diluted $ (0.33) $ (8.56) $ (0.18) $ (9.26) Potentially dilutive securities (a) 26 6 27 4 (a) Potentially dilutive securities attributable to outstanding convertible Series A Preferred Stock (approximately 73% of the total potentially dilutive securities for the three months ended September 30, 2020 and approximately 74% of the total potentially dilutive securities for the nine months ended September 30, 2020), stock options, restricted stock units, restricted stock awards, and performance stock units were excluded from the computation of diluted earnings per share because the securities would have had an antidilutive effect.

Related Party Disclosures

Related Party Disclosures	9 Months Ended
	Sep. 30, 2020
Related Party Transactions [Abstract]
Related Party Transactions	Related Party Transactions Upon closing the transaction with Distrivet, S.A. on April 30, 2020 (see Note 3 - Divestiture and Equity Method Investment ), Distrivet became a related party. During the three months ended September 30, 2020, we provided management services and corporate branding to Distrivet under our agreement, and we provided goods to Distrivet. These services and product sales were not material during this period. Because CD&R currently beneficially owns 19.99% of our common stock, they are deemed a related party. As part of the terms of the Investment Agreement, CD&R had the right to designate two members to our board of directors, which resulted in increasing the number of directors serving on the board from nine to ten directors. CD&R's current designees on our board of directors are Ravi Sachdev and Sandra E. Peterson. CD&R’s right to representation on our board is directly related to their level of share ownership; if CD&R sells some of their common stock, subject to certain thresholds, their right to representation on our board is reduced or eliminated . S ee Note 12 - Redeemable Series A Convertible Preferred Stock .

Segment Data

Segment Data	9 Months Ended
	Sep. 30, 2020
Segment Reporting [Abstract]
Segment Data	Segment Data The following tables reflect our segment and Corporate information and reconciles Adjusted EBITDA for reportable segments to consolidated Net income (loss) attributable to Covetrus: At and For the Three Months Ended September 30, 2020 North America Europe APAC & Emerging Markets Corporate Eliminations Total Net sales $ 618 $ 403 $ 108 $ — $ (3) $ 1,126 Adjusted EBITDA $ 45 $ 19 $ 8 $ (13) $ — $ 59 Total assets $ 3,124 $ 700 $ 173 $ 1,169 $ (1,656) $ 3,510 Reconciliation of Net income (loss) attributable to Covetrus to Adjusted EBITDA: Net income (loss) attributable to Covetrus $ (35) Plus: Depreciation and amortization 41 Plus: Interest expense, net 10 Plus: Income tax (benefit) expense 3 Earnings before interest, taxes, depreciation, and amortization 19 Plus: Share-based compensation 11 Plus: Strategic consulting 3 Plus: Transaction costs (a) 1 Plus: Separation programs and executive severance 2 Plus: IT infrastructure 1 Plus: Formation of Covetrus (a) 4 Plus: Equity method investment and non-consolidated affiliates (b) 1 Plus: Operating lease right-of-use asset impairment 8 Plus: France managed exit (c) 8 Plus: Other items, net 1 Adjusted EBITDA $ 59 (a) Includes professional and consulting fees, duplicative costs associated with transition service agreements, and other costs incurred in connection with the separation from Former Parent and establishing Covetrus as an independent public company. (b) Includes the proportionate share of the adjustments to EBITDA of consolidated and non-consolidated affiliates where Covetrus ownership is less than 100%. (c) Includes $7 million of severance and $1 million of other costs. See Note 3 - Divestiture and Equity Method Investment for further discussion. At and For the Three Months Ended September 30, 2019 North America Europe APAC & Emerging Markets Corporate Eliminations Total Net sales $ 543 $ 384 $ 94 $ — $ (3) $ 1,018 Adjusted EBITDA $ 39 $ 15 $ 5 $ (10) $ — $ 49 Total assets $ 2,829 $ 622 $ 121 $ 1,108 $ (1,371) $ 3,309 Reconciliation of Net income (loss) attributable to Covetrus to Adjusted EBITDA: Net income (loss) attributable to Covetrus $ (959) Plus: Depreciation and amortization 41 Plus: Interest expense, net 16 Plus: Income tax (benefit) expense (7) Earnings before interest, taxes, depreciation, and amortization (909) Plus: Share-based compensation 10 Plus: Formation of Covetrus (a) 13 Plus: Separation programs and executive severance 1 Plus: IT infrastructure 2 Plus: Goodwill impairment 939 Less: Minority interest in goodwill impairment (3) Less: Other items, net (4) Adjusted EBITDA $ 49 (a) Includes professional and consulting fees, duplicative costs associated with transition service agreements, and other costs incurred in connection with the separation from Former Parent and establishing Covetrus as an independent public company. For the Nine Months Ended September 30, 2020 North America Europe APAC & Emerging Markets Corporate Eliminations Total Net sales $ 1,771 $ 1,166 $ 288 $ — $ (8) $ 3,217 Adjusted EBITDA $ 141 $ 53 $ 20 $ (44) $ — $ 170 Reconciliation of Net income (loss) attributable to Covetrus to Adjusted EBITDA: Net income (loss) attributable to Covetrus $ (15) Plus: Depreciation and amortization 124 Plus: Interest expense, net 37 Plus: Income tax (benefit) expense 6 Earnings before interest, taxes, depreciation, and amortization 152 Plus: Share-based compensation 30 Plus: Strategic consulting 13 Plus: Transaction costs (a) 8 Plus: Separation programs and executive severance 4 Plus: IT infrastructure 3 Plus: Formation of Covetrus (b) 17 Plus: Capital structure 2 Plus: Equity method investment and non-consolidated affiliates (c) 1 Plus: Operating lease right-of-use asset impairment 8 Plus: France managed exit (d) 8 Less: Other items, net (e) (76) Adjusted EBITDA $ 170 (a) Includes legal, accounting, tax, and other professional fees incurred in connection with acquisitions and divestitures. (b) Includes professional and consulting fees, duplicative costs associated with transition service agreements, and other costs incurred in connection with the separation from Former Parent and establishing Covetrus as an independent public company. (c) Includes the proportionate share of the adjustments to EBITDA of consolidated and non-consolidated affiliates where Covetrus ownership is less than 100%. (d) Includes $7 million of severance and $1 million of other costs. See Note 3 - Divestiture and Equity Method Investment for further discussion. (e) Includes a pre-tax gain of $72 million from the sale of scil and a $1 million gain on the deconsolidation of SAHS. See Note 3 - Divestiture and Equity Method Investment. For the Nine Months Ended September 30, 2019 North America Europe APAC & Emerging Markets Corporate Eliminations Total Net sales $ 1,592 $ 1,114 $ 270 $ — $ (8) $ 2,968 Adjusted EBITDA $ 117 $ 50 $ 13 $ (27) $ — $ 153 Reconciliation of Net income (loss) attributable to Covetrus to Adjusted EBITDA: Net income (loss) attributable to Covetrus $ (982) Plus: Depreciation and amortization 113 Plus: Interest expense, net 41 Plus: Income tax (benefit) expense (7) Earnings before interest, taxes, depreciation, and amortization (835) Plus: Share-based compensation 35 Plus: Formation of Covetrus (a) 26 Plus: Separation programs and executive severance 1 Plus: Carve-out operating expenses 5 Plus: IT infrastructure 4 Plus: Goodwill impairment 939 Less: Minority interest in goodwill impairment (3) Less: Other items, net (19) Adjusted EBITDA $ 153 (a) Includes professional and consulting fees, duplicative costs associated with transition service agreements, and other costs incurred in connection with the separation from Former Parent and establishing Covetrus as an independent public company. See Note 4 - Revenue from Contracts with Customers for our revenue disaggregated by major product category and reportable segment.

Subsequent Events

Subsequent Events	9 Months Ended
	Sep. 30, 2020
Subsequent Events [Abstract]
Subsequent Events	Subsequent Events On October 9, 2020, we announced a strategic investment in Veterinary Study Groups, Inc. ("VSG") which we will consolidate in the fourth quarter of 2020. VSG manages a family of more than 50 Veterinary Management Groups in the United States and Canada, which are comprised of more than 1,100 members who together own more than 1,500 veterinary practices. VSG generated approximately $12 million in revenue for fiscal year 2019.

Business Overview and Signifi_2

Business Overview and Significant Accounting Policies (Policies)	9 Months Ended
	Sep. 30, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Business	Business Covetrus, Inc. (“Covetrus,” “Company,” “we,” “our,” “us,” or “ourselves”) is a global animal-health technology and services company dedicated to supporting the companion, equine, and large-animal veterinary markets. On February 7, 2019, Covetrus became an independent company through the consummation of the spin-off by Henry Schein (“Former Parent”) of its animal-health business (“Animal Health Business”) and the completion of its acquisition of Direct Vet Marketing, Inc. (d/b/a Vets First Choice) (“Vets First Choice”). On February 8, 2019, Covetrus began trading on the Nasdaq Stock Market. Accordingly, results provided in accordance with generally accepted accounting principles in the United States of America (“GAAP”) reflect the operations of the Animal Health Business from January 1, 2019 to September 30, 2019 and Vets First Choice for the period from February 8, 2019 to September 30, 2019.
Basis of Presentation	Basis of Presentation and Principles of Consolidation The accompanying balance sheet as of December 31, 2019, which was derived from audited financial statements, and the unaudited condensed consolidated financial statements as of and for the three and nine months ended September 30, 2020, have been prepared in accordance with applicable rules and regulations of the Securities and Exchange Commission (the “SEC”) for interim financial reporting. Pursuant to those rules and regulations, we omitted certain information and disclosures normally included in annual financial statements prepared in accordance with GAAP. In our opinion, the accompanying condensed consolidated financial statements reflect all recurring adjustments and transactions necessary for a fair statement of our financial position, results of operations, and cash flows for the interim periods presented. Such operating results are not necessarily indicative of annual or future results. These condensed consolidated financial statements and notes should be read in conjunction with the audited consolidated financial statements and notes included in our Annual Report on Form 10-K
Principles of Consolidation	The accompanying unaudited condensed consolidated financial statements include the operations of the Company, as well as those of our wholly-owned and majority-owned subsidiaries from their respective dates of inception or acquisition. All significant intercompany transactions and balances were eliminated in consolidation. Investments in unconsolidated affiliates, which are 20% to 50.01% owned, or investments of less than 20% in which we could influence the operating or financial decisions, are accounted for under the equity method. During the three months ended December 31, 2019, we recorded a revision to our deferred tax assets due to a reassessment of our judgment on the realizability of deferred tax assets as of the third quarter ended September 30, 2019. In the aggregate, the revisions to our tax valuation allowance, including a revision for a deferred tax calculation error that predates the Separation, Distribution and Acquisition, were $53 million. We have concluded that this adjustment was not material to any previously issued financial statements or to our full fiscal year 2019 results. See Note 14 - Income Taxes. Certain other immaterial prior period amounts were reclassified or rounded to conform to the presentation of the current period.
Accounting Pronouncements	Accounting Pronouncements Adopted • As of January 1, 2020, we adopted Accounting Standards Codification Topic 326, Credit Losses (“Topic 326”) which requires the measurement and recognition of expected credit losses for financial assets held at amortized cost, including accounts receivable. Topic 326 is effective for interim and annual reporting periods beginning after December 15, 2019 and is required to be adopted using the modified retrospective basis, with a cumulative-effect adjustment to Retained earnings (Accumulated deficit) as of the beginning of the first reporting period in which the guidance of Topic 326 is effective. The adoption of Topic 326 did not have a material impact on the results of our condensed consolidated financial statements. To be Adopted • Accounting Standards Update ("ASU") 2019-12, “Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes,” removes specific technical exceptions to general principles found in Topic 740, items that often produce information that investors have difficulty understanding and simplifies the accounting for income taxes. The standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020, with early adoption permitted. We are evaluating the anticipated impact of this standard on our condensed consolidated financial statements as well as timing of adoption. • ASU 2020-04, “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting,” provides optional guidance for a limited period of time to ease the potential burden in accounting for (or recognizing the effects of) reference rate reform on financial reporting for contracts, hedging relationships, and other transactions that reference the London Interbank Offered Rate (“LIBOR”). The standard is currently effective and upon adoption may be applied prospectively to contract modifications made on or before December 31, 2022. We are evaluating the impact of the LIBOR transition and this optional relief guidance on our condensed consolidated financial statements. • ASU 2020-06, "Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity's Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity's Own Equity," simplifies the accounting for certain convertible instruments, amends guidance on derivative scope exceptions for contracts in an entity's own equity, and modifies the guidance on diluted earnings per share calculations as a result of these changes. The standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2021, with early adoption permitted. The adoption of this standard will have no impact on our diluted earnings per share. We are evaluating the impact of the remaining provisions on our condensed consolidated financial statements, which will largely depend on the composition and terms of the financial instruments at the time of adoption.
Contract Balances	Contract Balances Contract balances represent amounts presented in the condensed consolidated balance sheets when we have either transferred goods or services to the customer or the customer has paid consideration to us under the contract. These contract balances include accounts receivable, contract assets, and contract liabilities.
Fair Value	GAAP defines fair value as the price that would be received from the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. We have certain financial assets and liabilities that are measured at fair value on a recurring basis, certain nonfinancial assets and liabilities that may be measured at fair value on a non-recurring basis, and certain financial assets and liabilities that are not measured at fair value in our condensed consolidated balance sheets, but the fair value is disclosed. The fair value disclosures of these assets and liabilities are based on a three-level hierarchy, which is defined as follows: • Level 1 - Unadjusted quoted prices in active markets for identical assets or liabilities • Level 2 - Unadjusted quoted prices in active markets for similar assets or liabilities, or unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active, or inputs other than quoted prices that are observable for the asset or liability • Level 3 - Unobservable inputs for the asset or liability

Revenue from Contracts with C_2

Revenue from Contracts with Customers (Tables)	9 Months Ended
	Sep. 30, 2020
Revenue from Contract with Customer [Abstract]
Disaggregation of Revenue	The tables below present our revenue disaggregated by major product category and reportable segment. Three Months Ended September 30, 2020 Supply Chain Services Software Prescription Management Eliminations Total North America $ 512 $ 20 $ 104 $ (18) $ 618 Europe 404 2 — (3) 403 APAC & Emerging Markets 106 2 — — 108 Eliminations (3) — — — (3) Total Net sales $ 1,019 $ 24 $ 104 $ (21) $ 1,126 Three Months Ended September 30, 2019 Supply Chain Services Software Prescription Management Eliminations Total North America $ 464 $ 20 $ 72 $ (13) $ 543 Europe 385 2 — (3) 384 APAC & Emerging Markets 92 2 — — 94 Eliminations (3) — — — (3) Total Net sales $ 938 $ 24 $ 72 $ (16) $ 1,018 Nine Months Ended September 30, 2020 Supply Chain Services Software Solutions Prescription Management Eliminations Total North America $ 1,469 $ 60 $ 298 $ (56) $ 1,771 Europe 1,169 6 — (9) 1,166 APAC & Emerging Markets 282 6 — — 288 Eliminations (8) — — — (8) Total Net sales $ 2,912 $ 72 $ 298 $ (65) $ 3,217 Nine Months Ended September 30, 2019 Supply Chain Services Software Solutions Prescription Management Eliminations Total North America $ 1,379 $ 62 $ 172 $ (21) $ 1,592 Europe 1,117 7 — (10) 1,114 APAC & Emerging Markets 264 6 — — 270 Eliminations (8) — — — (8) Total Net sales $ 2,752 $ 75 $ 172 $ (31) $ 2,968

Other Intangibles, Net (Tables)

Other Intangibles, Net (Tables)	9 Months Ended
	Sep. 30, 2020
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of Finite-Lived Intangible Assets	The following table presents the balances within the condensed consolidated balance sheets as of: September 30, 2020 December 31, 2019 Gross definite-lived intangible assets $ 997 $ 1,001 Accumulated amortization (456) (358) Total Other intangibles, net $ 541 $ 643
Finite-lived Intangible Assets Amortization Expense	The following table presents our amortization expense: Three Months Ended September 30, Nine Months Ended September 30, Location 2020 2019 2020 2019 Cost of sales $ 1 $ 1 $ 3 $ 3 Selling, general and administrative 33 33 98 90 Total amortization expense $ 34 $ 34 $ 101 $ 93

Long-term Debt and Other Borr_2

Long-term Debt and Other Borrowings, Net (Tables)	9 Months Ended
	Sep. 30, 2020
Debt Disclosure [Abstract]
Schedule of Debt	As of September 30, 2020 Long-term debt and other borrowings, net consisted of the following: Commencement Date Maturity Date September 30, December 31, 2019 Revolving line of credit February 2019 February 2024 $ — $ — Term loan payable; quarterly installments of $15 million began March 31, 2020 with remaining principal due at maturity February 2019 February 2024 1,140 1,200 Loan payable with principal due at maturity February 2019 March 2023 6 6 Finance lease obligations 1 1 Total debt and other borrowings 1,147 1,207 Less: current maturities (46) (62) Total Long-term debt and other borrowings 1,101 1,145 Less: unamortized debt discount (19) (20) Total Long-term debt and other borrowings, net $ 1,082 $ 1,125

Derivatives and Financial Ins_2

Derivatives and Financial Instruments (Tables)	9 Months Ended
	Sep. 30, 2020
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value	The following table discloses the fair value and balance sheet location of our derivative instruments: Liability Derivatives Cash Flow Hedging Instruments Balance Sheet Location September 30, 2020 December 31, 2019 Interest rate swap contracts Other liabilities $ 6 $ 1
Schedule of Derivatives Instruments Statements of Financial Performance and Financial Position, Location	The effect of cash flow hedges on Other comprehensive income (loss) were as follows: Three Months Ended September 30, Nine Months Ended September 30, Cash Flow Hedging Instruments Location 2020 2019 2020 2019 Interest rate swap contracts Interest (income) expense $ 3 $ — $ 3 $ —

Fair Value Fair Value (Tables)

Fair Value Fair Value (Tables)	9 Months Ended
	Sep. 30, 2020
Fair Value Disclosures [Abstract]
Schedule Financial Instruments Measured at Fair Value on a Recurring Basis	The following table presents our financial instruments measured at fair value on a recurring basis and indicates the level within the fair value hierarchy: Liabilities Level September 30, 2020 December 31, 2019 Interest rate swap contracts 2 $ 6 $ 1 Distrivet put option 3 5 — Total liabilities $ 11 $ 1

Redeemable Non-controlling In_2

Redeemable Non-controlling Interests (Tables)	9 Months Ended
	Sep. 30, 2020
Noncontrolling Interest [Abstract]
Redeemable Non-controlling Interests	The following table presents the components of change and balances of Redeemable non-controlling interests within the condensed consolidated balance sheets as follows: Nine Months Ended September 30, 2020 Year Ended Balance at beginning of period $ 10 $ 92 Decrease due to redemptions — (74) Net income (loss) attributable to redeemable non-controlling interests 1 (3) Effect of foreign currency translation (gain) loss attributable to redeemable non-controlling interests (2) 1 Change to redemption value 6 (6) Balance at end of period $ 15 $ 10

Accumulated Other Comprehensi_2

Accumulated Other Comprehensive Income (Loss) (Tables)	9 Months Ended
	Sep. 30, 2020
Equity [Abstract]
Schedule of Accumulated Other Comprehensive Loss	The following table presents the changes in Accumulated other comprehensive loss, net of applicable taxes, by component: Gain (loss) on derivative instruments Foreign currency translation gain (loss) Total Balance at December 29, 2018 $ — $ (82) $ (82) Other comprehensive loss before reclassifications (1) (4) (5) Reclassified from Accumulated other comprehensive loss to earnings 1 — 1 Balance at December 31, 2019 — (86) (86) Other comprehensive loss before reclassifications (8) (2) (10) Reclassified from Accumulated other comprehensive loss to earnings 3 2 5 Balance at September 30, 2020 $ (5) $ (86) $ (91)

Income Taxes (Tables)

Income Taxes (Tables)	9 Months Ended
	Sep. 30, 2020
Income Tax Disclosure [Abstract]
Restatement to Prior Year Income	The impact to our previously issued condensed consolidated financial statements was as follows: As of September 30, 2019 Condensed Consolidated Balance Sheet Previously Reported Revision As Revised Non-current deferred income tax assets, net (a) $ 38 $ (19) $ 19 Total assets 3,328 (19) 3,309 Deferred income taxes 11 34 45 Total liabilities 1,989 34 2,023 Accumulated deficit (939) (53) (992) Total shareholders’ equity 1,329 (53) 1,276 Total liabilities, redeemable non-controlling interests, and shareholders’ equity $ 3,328 $ (19) $ 3,309 (a) Included in Investments and other. Three Months Ended September 30, 2019 Condensed Consolidated Statement of Operations Previously Reported Revision As Revised Income tax benefit (expense) $ 60 $ (53) $ 7 Net income (loss) (909) (53) (962) Net income (loss) attributable to Covetrus $ (906) $ (53) $ (959) Earnings (loss) per share attributable to Covetrus: Basic $ (8.09) $ (0.47) $ (8.56) Diluted $ (8.09) $ (0.47) $ (8.56) Nine Months Ended September 30, 2019 Condensed Consolidated Statement of Operations Previously Reported Revision As Revised Income tax benefit (expense) $ 60 $ (53) $ 7 Net income (loss) (932) (53) (985) Net income (loss) attributable to Covetrus $ (929) $ (53) $ (982) Earnings (loss) per share attributable to Covetrus: Basic $ (8.76) $ (0.50) $ (9.26) Diluted $ (8.76) $ (0.50) $ (9.26)

Earnings (Loss) Per Share (Tabl

Earnings (Loss) Per Share (Tables)	9 Months Ended
	Sep. 30, 2020
Earnings Per Share [Abstract]
Reconciliation of Basic Shares to Diluted Shares	The following is a reconciliation of the numerator and denominator of the basic and diluted EPS computation for net income (loss) per share: Three Months Ended September 30, Nine Months Ended September 30, (In millions, except per share amounts) 2020 2019 2020 2019 Numerator: Net income (loss) attributable to Covetrus $ (35) $ (959) $ (15) $ (982) Adjustment for: Dividends declared on Series A preferred stock (4) — (6) — Income (loss) available to common shareholders $ (39) $ (959) $ (21) $ (982) Denominator: Basic Weighted-average common shares outstanding 116 112 113 106 Diluted Effect of dilutive shares — — — — Weighted-average common shares outstanding 116 112 113 106 Earnings (loss) per share attributable to Covetrus: Basic $ (0.33) $ (8.56) $ (0.18) $ (9.26) Diluted $ (0.33) $ (8.56) $ (0.18) $ (9.26) Potentially dilutive securities (a) 26 6 27 4 (a) Potentially dilutive securities attributable to outstanding convertible Series A Preferred Stock (approximately 73% of the total potentially dilutive securities for the three months ended September 30, 2020 and approximately 74% of the total potentially dilutive securities for the nine months ended September 30, 2020), stock options, restricted stock units, restricted stock awards, and performance stock units were excluded from the computation of diluted earnings per share because the securities would have had an antidilutive effect.

Segment Data (Tables)

Segment Data (Tables)	9 Months Ended
	Sep. 30, 2020
Segment Reporting [Abstract]
Schedule of Segment Reporting Information, by Segment	The following tables reflect our segment and Corporate information and reconciles Adjusted EBITDA for reportable segments to consolidated Net income (loss) attributable to Covetrus: At and For the Three Months Ended September 30, 2020 North America Europe APAC & Emerging Markets Corporate Eliminations Total Net sales $ 618 $ 403 $ 108 $ — $ (3) $ 1,126 Adjusted EBITDA $ 45 $ 19 $ 8 $ (13) $ — $ 59 Total assets $ 3,124 $ 700 $ 173 $ 1,169 $ (1,656) $ 3,510 Reconciliation of Net income (loss) attributable to Covetrus to Adjusted EBITDA: Net income (loss) attributable to Covetrus $ (35) Plus: Depreciation and amortization 41 Plus: Interest expense, net 10 Plus: Income tax (benefit) expense 3 Earnings before interest, taxes, depreciation, and amortization 19 Plus: Share-based compensation 11 Plus: Strategic consulting 3 Plus: Transaction costs (a) 1 Plus: Separation programs and executive severance 2 Plus: IT infrastructure 1 Plus: Formation of Covetrus (a) 4 Plus: Equity method investment and non-consolidated affiliates (b) 1 Plus: Operating lease right-of-use asset impairment 8 Plus: France managed exit (c) 8 Plus: Other items, net 1 Adjusted EBITDA $ 59 (a) Includes professional and consulting fees, duplicative costs associated with transition service agreements, and other costs incurred in connection with the separation from Former Parent and establishing Covetrus as an independent public company. (b) Includes the proportionate share of the adjustments to EBITDA of consolidated and non-consolidated affiliates where Covetrus ownership is less than 100%. (c) Includes $7 million of severance and $1 million of other costs. See Note 3 - Divestiture and Equity Method Investment for further discussion. At and For the Three Months Ended September 30, 2019 North America Europe APAC & Emerging Markets Corporate Eliminations Total Net sales $ 543 $ 384 $ 94 $ — $ (3) $ 1,018 Adjusted EBITDA $ 39 $ 15 $ 5 $ (10) $ — $ 49 Total assets $ 2,829 $ 622 $ 121 $ 1,108 $ (1,371) $ 3,309 Reconciliation of Net income (loss) attributable to Covetrus to Adjusted EBITDA: Net income (loss) attributable to Covetrus $ (959) Plus: Depreciation and amortization 41 Plus: Interest expense, net 16 Plus: Income tax (benefit) expense (7) Earnings before interest, taxes, depreciation, and amortization (909) Plus: Share-based compensation 10 Plus: Formation of Covetrus (a) 13 Plus: Separation programs and executive severance 1 Plus: IT infrastructure 2 Plus: Goodwill impairment 939 Less: Minority interest in goodwill impairment (3) Less: Other items, net (4) Adjusted EBITDA $ 49 (a) Includes professional and consulting fees, duplicative costs associated with transition service agreements, and other costs incurred in connection with the separation from Former Parent and establishing Covetrus as an independent public company. For the Nine Months Ended September 30, 2020 North America Europe APAC & Emerging Markets Corporate Eliminations Total Net sales $ 1,771 $ 1,166 $ 288 $ — $ (8) $ 3,217 Adjusted EBITDA $ 141 $ 53 $ 20 $ (44) $ — $ 170 Reconciliation of Net income (loss) attributable to Covetrus to Adjusted EBITDA: Net income (loss) attributable to Covetrus $ (15) Plus: Depreciation and amortization 124 Plus: Interest expense, net 37 Plus: Income tax (benefit) expense 6 Earnings before interest, taxes, depreciation, and amortization 152 Plus: Share-based compensation 30 Plus: Strategic consulting 13 Plus: Transaction costs (a) 8 Plus: Separation programs and executive severance 4 Plus: IT infrastructure 3 Plus: Formation of Covetrus (b) 17 Plus: Capital structure 2 Plus: Equity method investment and non-consolidated affiliates (c) 1 Plus: Operating lease right-of-use asset impairment 8 Plus: France managed exit (d) 8 Less: Other items, net (e) (76) Adjusted EBITDA $ 170 (a) Includes legal, accounting, tax, and other professional fees incurred in connection with acquisitions and divestitures. (b) Includes professional and consulting fees, duplicative costs associated with transition service agreements, and other costs incurred in connection with the separation from Former Parent and establishing Covetrus as an independent public company. (c) Includes the proportionate share of the adjustments to EBITDA of consolidated and non-consolidated affiliates where Covetrus ownership is less than 100%. (d) Includes $7 million of severance and $1 million of other costs. See Note 3 - Divestiture and Equity Method Investment for further discussion. (e) Includes a pre-tax gain of $72 million from the sale of scil and a $1 million gain on the deconsolidation of SAHS. See Note 3 - Divestiture and Equity Method Investment. For the Nine Months Ended September 30, 2019 North America Europe APAC & Emerging Markets Corporate Eliminations Total Net sales $ 1,592 $ 1,114 $ 270 $ — $ (8) $ 2,968 Adjusted EBITDA $ 117 $ 50 $ 13 $ (27) $ — $ 153 Reconciliation of Net income (loss) attributable to Covetrus to Adjusted EBITDA: Net income (loss) attributable to Covetrus $ (982) Plus: Depreciation and amortization 113 Plus: Interest expense, net 41 Plus: Income tax (benefit) expense (7) Earnings before interest, taxes, depreciation, and amortization (835) Plus: Share-based compensation 35 Plus: Formation of Covetrus (a) 26 Plus: Separation programs and executive severance 1 Plus: Carve-out operating expenses 5 Plus: IT infrastructure 4 Plus: Goodwill impairment 939 Less: Minority interest in goodwill impairment (3) Less: Other items, net (19) Adjusted EBITDA $ 153 (a) Includes professional and consulting fees, duplicative costs associated with transition service agreements, and other costs incurred in connection with the separation from Former Parent and establishing Covetrus as an independent public company. See Note 4 - Revenue from Contracts with Customers for our revenue disaggregated by major product category and reportable segment.

Business Overview and Signifi_3

Business Overview and Significant Accounting Policies (Details)	3 Months Ended
	Dec. 31, 2019USD ($)
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Tax valuation allowance adjustment	$ 53,000,000

Divestiture and Equity Method_2

Divestiture and Equity Method Investment (Details) - USD ($) $ in Millions	Apr. 30, 2021	Apr. 30, 2020	Sep. 30, 2020	Sep. 30, 2020	Apr. 01, 2020	Jan. 13, 2020
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Put and call options exercisable, percent						49.99%
Facility Closing
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Severance benefits			$ 7	$ 7
Inventory Write-down			1
Animal Care Business | Disposal Group, Held-for-sale, Not Discontinued Operations
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Purchase price					$ 110
Pre-tax gain on divestiture				72
Foreign exchange adjustment			1
Distrivet
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Payments to acquire businesses, gross		$ 11
Ownership interest		50.01%
Forecast | Subsequent Event | Distrivet
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Payments to acquire businesses, gross	$ 11
Investments and Other | Distrivet
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Equity method investments			45	45
Other, Net | Distrivet
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Realized gain (loss) on disposal				1
Equity method investment, fair value disclosure			$ 49	$ 49

Revenue from Contracts with C_3

Revenue from Contracts with Customers - Disaggregation of Revenue (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Disaggregation of Revenue [Line Items]
Net sales	$ 1,126	$ 1,018	$ 3,217	$ 2,968
North America
Disaggregation of Revenue [Line Items]
Net sales	618	543	1,771	1,592
Europe
Disaggregation of Revenue [Line Items]
Net sales	403	384	1,166	1,114
APAC & Emerging Markets
Disaggregation of Revenue [Line Items]
Net sales	108	94	288	270
Operating Segments | North America
Disaggregation of Revenue [Line Items]
Net sales	618	543	1,771	1,592
Operating Segments | Europe
Disaggregation of Revenue [Line Items]
Net sales	403	384	1,166	1,114
Operating Segments | APAC & Emerging Markets
Disaggregation of Revenue [Line Items]
Net sales	108	94	288	270
Operating Segments | Supply Chain Services
Disaggregation of Revenue [Line Items]
Net sales	1,019	938	2,912	2,752
Operating Segments | Supply Chain Services | North America
Disaggregation of Revenue [Line Items]
Net sales	512	464	1,469	1,379
Operating Segments | Supply Chain Services | Europe
Disaggregation of Revenue [Line Items]
Net sales	404	385	1,169	1,117
Operating Segments | Supply Chain Services | APAC & Emerging Markets
Disaggregation of Revenue [Line Items]
Net sales	106	92	282	264
Operating Segments | Software Solutions
Disaggregation of Revenue [Line Items]
Net sales	24	24	72	75
Operating Segments | Software Solutions | North America
Disaggregation of Revenue [Line Items]
Net sales	20	20	60	62
Operating Segments | Software Solutions | Europe
Disaggregation of Revenue [Line Items]
Net sales	2	2	6	7
Operating Segments | Software Solutions | APAC & Emerging Markets
Disaggregation of Revenue [Line Items]
Net sales	2	2	6	6
Operating Segments | Prescription Management
Disaggregation of Revenue [Line Items]
Net sales	104	72	298	172
Operating Segments | Prescription Management | North America
Disaggregation of Revenue [Line Items]
Net sales	104	72	298	172
Operating Segments | Prescription Management | Europe
Disaggregation of Revenue [Line Items]
Net sales	0	0	0	0
Operating Segments | Prescription Management | APAC & Emerging Markets
Disaggregation of Revenue [Line Items]
Net sales	0	0	0	0
Eliminations
Disaggregation of Revenue [Line Items]
Net sales	(21)	(16)	(65)	(31)
Eliminations | North America
Disaggregation of Revenue [Line Items]
Net sales	(18)	(13)	(56)	(21)
Eliminations | Europe
Disaggregation of Revenue [Line Items]
Net sales	(3)	(3)	(9)	(10)
Eliminations | APAC & Emerging Markets
Disaggregation of Revenue [Line Items]
Net sales	0	0	0	0
Eliminations
Disaggregation of Revenue [Line Items]
Net sales	(3)	(3)	(8)	(8)
Eliminations | Supply Chain Services
Disaggregation of Revenue [Line Items]
Net sales	(3)	(3)	(8)	(8)
Eliminations | Software Solutions
Disaggregation of Revenue [Line Items]
Net sales	0	0	0	0
Eliminations | Prescription Management
Disaggregation of Revenue [Line Items]
Net sales	$ 0	$ 0	$ 0	$ 0

Revenue from Contracts with C_4

Revenue from Contracts with Customers - Narrative (Details) - USD ($) $ in Millions	Sep. 30, 2020	Dec. 31, 2019
Revenue from Contract with Customer [Abstract]
Current contract liabilities	$ 15	$ 37

Leases - Narrative (Details)

Leases - Narrative (Details) - USD ($) $ in Millions	Jan. 01, 2020	Sep. 30, 2020	Sep. 30, 2019
Lessee, Lease, Description [Line Items]
Right-of-use assets obtained in exchange for new operating lease liabilities		$ 60	$ 91
Office space | Arizona
Lessee, Lease, Description [Line Items]
Right-of-use assets obtained in exchange for new operating lease liabilities	$ 19
Term of contract	14 years

Other Intangibles, Net - Finite

Other Intangibles, Net - Finite Lived Intangible Assets (Details) - USD ($) $ in Millions	Sep. 30, 2020	Dec. 31, 2019
Goodwill and Intangible Assets Disclosure [Abstract]
Gross definite-lived intangible assets	$ 997	$ 1,001
Accumulated amortization	(456)	(358)
Total Other intangibles, net	$ 541	$ 643

Other Intangibles, Net - Amorti

Other Intangibles, Net - Amortization of Intangible Assets (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Finite-Lived Intangible Assets [Line Items]
Total amortization expense	$ 34	$ 34	$ 101	$ 93
Cost of sales
Finite-Lived Intangible Assets [Line Items]
Total amortization expense	1	1	3	3
Selling, general and administrative
Finite-Lived Intangible Assets [Line Items]
Total amortization expense	$ 33	$ 33	$ 98	$ 90

Long-term Debt and Other Borr_3

Long-term Debt and Other Borrowings, Net - Schedule of Debt (Details) - USD ($) $ in Millions	Apr. 10, 2020	Mar. 31, 2021	Sep. 30, 2020	Dec. 31, 2019
Debt Instrument [Line Items]
Repayments of debt	$ 45
Total debt and other borrowings			$ 1,147	$ 1,207
Less: current maturities			(46)	(62)
Total Long-term debt and other borrowings			1,101	1,145
Less: unamortized debt discount			(19)	(20)
Total Long-term debt and other borrowings			1,082	1,125
Forecast
Debt Instrument [Line Items]
Repayments of debt		$ 15
Finance lease obligations
Debt Instrument [Line Items]
Finance lease obligations			1	1
Notes Payable to Banks | Term loan payable; quarterly installments of $15 million began March 31, 2020 with remaining principal due at maturity
Debt Instrument [Line Items]
Long-term debt			1,140	1,200
Quarterly installment payment, amount			15
Notes Payable to Banks | Loan payable with principal due at maturity
Debt Instrument [Line Items]
Long-term debt			6	6
Revolving Facility | Credit Agreement
Debt Instrument [Line Items]
Long-term debt			$ 0	$ 0

Long-term Debt and Other Borr_4

Long-term Debt and Other Borrowings, Net - Narrative (Details) $ in Millions	Apr. 10, 2020USD ($)	Mar. 31, 2021USD ($)	Sep. 30, 2020USD ($)	Feb. 29, 2020
Line of Credit Facility [Line Items]
Repayments of debt	$ 45
Forecast
Line of Credit Facility [Line Items]
Repayments of debt		$ 15
Notes Payable to Banks | Term loan payable; quarterly installments of $15 million began March 31, 2020 with remaining principal due at maturity
Line of Credit Facility [Line Items]
Quarterly installment payment, amount			$ 15
Credit Agreement | Syndicated Credit Agreement 2019
Line of Credit Facility [Line Items]
Leverage ratio			5	5.50
Revolving Facility | Credit Agreement
Line of Credit Facility [Line Items]
Remaining borrowing capacity			$ 299

Derivatives and Financial Ins_3

Derivatives and Financial Instruments - Narrative (Details) - USD ($) $ in Millions	Sep. 30, 2020	Dec. 31, 2019
Derivative [Line Items]
Net amount of deferred losses on cash flow hedges that are expected to be reclassified from Accumulated other comprehensive income (loss) into Interest expense within the next 12 months	$ (6)
Cash Flow Hedging | Designated as Hedging Instrument | Interest rate swap contracts
Derivative [Line Items]
Notional amount		$ 500
Minimum | Cash Flow Hedging | Designated as Hedging Instrument | Interest rate swap contracts
Derivative [Line Items]
Forward interest rate	1.63%
Maximum | Cash Flow Hedging | Designated as Hedging Instrument | Interest rate swap contracts
Derivative [Line Items]
Forward interest rate	1.70%

Derivatives and Financial Ins_4

Derivatives and Financial Instruments - Balance Sheet Location (Details) - USD ($) $ in Millions	Sep. 30, 2020	Dec. 31, 2019
Fair Value, Recurring | Cash Flow Hedging | Interest rate swap contracts | Other Noncurrent Liabilities
Derivative [Line Items]
Interest rate swap contracts	$ 6	$ 1

Derivatives and Financial Ins_5

Derivatives and Financial Instruments - Income Statement Location (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Designated as Hedging Instrument | Cash Flow Hedging | Interest (income) expense | Interest rate swap contracts
Derivative [Line Items]
Interest rate swap contracts	$ 3	$ 0	$ 3	$ 0

Fair Value - Narrative and Sche

Fair Value - Narrative and Schedule Financial Instruments Measured at Fair Value on a Recurring Basis (Details)	3 Months Ended	9 Months Ended
	Sep. 30, 2020USD ($)swap	Sep. 30, 2020USD ($)swap	Sep. 30, 2019USD ($)	Dec. 31, 2019USD ($)
Fair Value Disclosures [Abstract]
Number of interest rate swap contracts | swap	5	5
Liabilities:
Operating lease right-of-use asset impairment	$ 8,000,000	$ 8,000,000	$ 0
Operating lease, right-of-use asset fair value	118,000,000	118,000,000		$ 84,000,000
Fair Value, Recurring | Level 2
Liabilities:
Interest rate swap contracts	11,000,000	11,000,000		1,000,000
Fair Value, Nonrecurring | Level 3 | North America
Liabilities:
Operating lease right-of-use asset impairment	8,000,000
Operating lease, right-of-use asset fair value	8,000,000	8,000,000
Interest rate swap contracts | Fair Value, Recurring | Level 2
Liabilities:
Interest rate swap contracts	6,000,000	6,000,000		1,000,000
Put Option | Fair Value, Recurring | Level 2
Liabilities:
Interest rate swap contracts	$ 5,000,000	$ 5,000,000		$ 0

Commitments and Contingencies (

Commitments and Contingencies (Details) - USD ($) $ in Millions	9 Months Ended	12 Months Ended
	Sep. 30, 2020	Dec. 31, 2019	Dec. 31, 2020	Feb. 29, 2020
Long-term Purchase Commitment [Line Items]
Unrecorded unconditional purchase obligation	$ 38			$ 44
Purchases in the period	6
Remaining commitment	38
Purchase obligation, fixed fee cap		$ 14
Purchase obligation, variable fee cap		39
Future contingent termination fees, period two		12
Future contingent termination fees, period three		14
Purchase Obligation, Fixed Fees Incurred	3	$ 2
Purchase Obligation, Variable Fees Incurred	$ 10
Unconditional purchase obligation, term	3 years
Forecast
Long-term Purchase Commitment [Line Items]
Unconditional purchase obligation for 2020			$ 8

Redeemable Non-controlling In_3

Redeemable Non-controlling Interests - Summary of Redeemable Non-controlling Interests (Details) - USD ($) $ in Millions	9 Months Ended	12 Months Ended
	Sep. 30, 2020	Dec. 31, 2019
Increase (Decrease) in Temporary Equity [Roll Forward]
Balance at beginning of period	$ 10	$ 92
Decrease due to redemptions	0	(74)
Net income (loss) attributable to redeemable non-controlling interests	1	(3)
Effect of foreign currency translation (gain) loss attributable to redeemable non-controlling interests	(2)	1
Change to redemption value	6	(6)
Balance at end of period	$ 15	$ 10

Redeemable Series A Convertib_2

Redeemable Series A Convertible Preferred Stock (Details)	Sep. 09, 2020$ / sharesshares	May 19, 2020USD ($)$ / sharesshares	Apr. 30, 2020USD ($)	Sep. 30, 2020USD ($)$ / sharesshares	Sep. 30, 2020USD ($)Designees$ / sharesshares	Sep. 30, 2019USD ($)	Sep. 04, 2020$ / shares	Dec. 31, 2019$ / sharesshares
Schedule of Investments [Line Items]
Preferred stock shares issued (in shares) | shares				90,632	90,632			90,632
Preferred stock par value (in dollars per share)				$ 0.01	$ 0.01			$ 0.01
Conversion price, percent	200.00%
Dividends | $				$ 4,000,000	$ 6,000,000	$ 1,174,000,000
Cumulative dividends | $				$ 0	$ 0
Number of designees to board of directors | Designees					2
Private Placement | Series A Preferred Stock
Schedule of Investments [Line Items]
Net proceeds from private placement | $			$ 244,000,000
Investment Agreement | Private Placement | Series A Preferred Stock | CD&R VFC Holdings, L.P.
Schedule of Investments [Line Items]
Preferred stock shares issued (in shares) | shares		250,000
Preferred stock, dividend rate, percentage	7.50%	7.50%
Preferred stock par value (in dollars per share)		$ 0.01
Proceeds from issuance of private placement | $		$ 250,000,000
Proceeds from issuance of private placement, per share		$ 1,000
Share price (in dollars per share)	$ 11.10
Convertible preferred stock, shares issued upon conversion | shares	14,400,000
Shares reserved for future issuance | shares	90,632
Investment Agreement | Private Placement | Common Stock | CD&R VFC Holdings, L.P.
Schedule of Investments [Line Items]
Share price (in dollars per share)	$ 22.20						$ 22.29

Accumulated Other Comprehensi_3

Accumulated Other Comprehensive Income (Loss) - Components of Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Millions	9 Months Ended	12 Months Ended
	Sep. 30, 2020	Dec. 31, 2019
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	$ 1,256	$ 1,494
Other comprehensive loss before reclassifications	(10)	(5)
Reclassified from Accumulated other comprehensive loss to earnings	5	1
Ending balance	1,416	1,256
Gain (loss) on derivative instruments
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	0	0
Other comprehensive loss before reclassifications	(8)	(1)
Reclassified from Accumulated other comprehensive loss to earnings	3	1
Ending balance	(5)	0
Foreign currency translation gain (loss)
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	(86)	(82)
Other comprehensive loss before reclassifications	(2)	(4)
Reclassified from Accumulated other comprehensive loss to earnings	2	0
Ending balance	$ (86)	$ (86)

Income Taxes - Narrative (Detai

Income Taxes - Narrative (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Income Tax Disclosure [Abstract]
Income tax expense (benefit)	$ 3	$ (7)	$ 6	$ (7)
Income (loss) before taxes and equity in earnings of affiliates	$ (32)	$ (969)	$ (8)	$ (992)
Effective tax rate	(8.00%)	0.80%	(90.60%)	0.70%

Income Taxes - Restatement Adju

Income Taxes - Restatement Adjustment (Details) - USD ($) $ / shares in Units, $ in Millions		3 Months Ended		9 Months Ended
		Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019	Jun. 30, 2020	Dec. 31, 2019	Jun. 30, 2019	Dec. 29, 2018
Income Tax Contingency [Line Items]
Total assets		$ 3,510	$ 3,309	$ 3,510	$ 3,309		$ 3,361
Deferred taxes		39		39			47
Liabilities		1,991		1,991			2,095
Accumulated deficit		(1,061)		(1,061)			(1,040)
Stockholders' Equity Attributable to Parent		1,416	1,276	1,416	1,276	$ 1,276	1,256	$ 2,248	$ 1,494
Liabilities and Equity		3,510		3,510			$ 3,361
Income tax benefit (expense)		(3)	7	(6)	7
Net income (loss)		(35)	(962)	(14)	(985)
Net income (loss) attributable to Covetrus	[1]	$ (35)	$ (959)	$ (15)	$ (982)
Basic (in usd per share)		$ (0.33)	$ (8.56)	$ (0.18)	$ (9.26)
Diluted (in usd per share)		$ (0.33)	$ (8.56)	$ (0.18)	$ (9.26)
Reclassification, Other
Income Tax Contingency [Line Items]
Non-current deferred income tax assets, net			$ 19		$ 19
Total assets			3,309		3,309
Deferred taxes			45		45
Liabilities			2,023		2,023
Accumulated deficit			(992)		(992)
Stockholders' Equity Attributable to Parent			1,276		1,276
Liabilities and Equity			3,309		3,309
Income tax benefit (expense)			7		7
Net income (loss)			(962)		(985)
Net income (loss) attributable to Covetrus			$ (959)		$ (982)
Basic (in usd per share)			$ (8.56)		$ (9.26)
Diluted (in usd per share)			$ (8.56)		$ (9.26)
Previously Reported | Reclassification, Other
Income Tax Contingency [Line Items]
Non-current deferred income tax assets, net			$ 38		$ 38
Total assets			3,328		3,328
Deferred taxes			11		11
Liabilities			1,989		1,989
Accumulated deficit			(939)		(939)
Stockholders' Equity Attributable to Parent			1,329		1,329
Liabilities and Equity			3,328		3,328
Income tax benefit (expense)			60		60
Net income (loss)			(909)		(932)
Net income (loss) attributable to Covetrus			$ (906)		$ (929)
Basic (in usd per share)			$ (8.09)		$ (8.76)
Diluted (in usd per share)			$ (8.09)		$ (8.76)
Revision | Reclassification, Other
Income Tax Contingency [Line Items]
Non-current deferred income tax assets, net			$ (19)		$ (19)
Total assets			(19)		(19)
Deferred taxes			34		34
Liabilities			34		34
Accumulated deficit			(53)		(53)
Stockholders' Equity Attributable to Parent			(53)		(53)
Liabilities and Equity			(19)		(19)
Income tax benefit (expense)			(53)		(53)
Net income (loss)			(53)		(53)
Net income (loss) attributable to Covetrus			$ (53)		$ (53)
Basic (in usd per share)			$ (0.47)		$ (0.50)
Diluted (in usd per share)			$ (0.47)		$ (0.50)
[1]	(a) Net income earned from January 1, 2019 through February 7, 2019 is attributed to the Former Parent as it was the sole shareholder prior to February 7, 2019.

Earnings (Loss) Per Share - Nar

Earnings (Loss) Per Share - Narrative (Details) - CD&R VFC Holdings, L.P. - Series A Preferred Stock - Private Placement - Investment Agreement - shares shares in Millions	Sep. 09, 2020	May 19, 2020
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Preferred stock, dividend rate, percentage	7.50%	7.50%
Convertible preferred stock, shares issued upon conversion	14.4

Earnings (Loss) Per Share - Rec

Earnings (Loss) Per Share - Reconciliation of Basic Shares to Diluted Shares (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions		3 Months Ended		9 Months Ended
		Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019
Earnings Per Share [Abstract]
Net income (loss) attributable to Covetrus	[1]	$ (35)	$ (959)	$ (15)	$ (982)
Dividends declared on Series A preferred stock		(4)	0	(6)	0
Income (loss) available to common shareholders		$ (39)	$ (959)	$ (21)	$ (982)
Basic shares (in shares)		116	112	113	106
Effect of dilutive shares (in shares)		0	0	0	0
Diluted shares (in shares)		116	112	113	106
Basic (in usd per share)		$ (0.33)	$ (8.56)	$ (0.18)	$ (9.26)
Diluted (in usd per share)		$ (0.33)	$ (8.56)	$ (0.18)	$ (9.26)
Potential dilutive securities		26	6	27	4
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Antidilutive Securities Excluded from Computation, Dilutive Securities, Percent of Total		73.00%
Series A Preferred Stock
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Antidilutive Securities Excluded from Computation, Dilutive Securities, Percent of Total				74.00%
[1]	(a) Net income earned from January 1, 2019 through February 7, 2019 is attributed to the Former Parent as it was the sole shareholder prior to February 7, 2019.

Related Party Disclosures (Deta

Related Party Disclosures (Details)	Sep. 30, 2020
CD&R VFC Holdings, L.P. | CD&R VFC Holdings, L.P.
Related Party Transaction [Line Items]
Ownership percentage by noncontrolling owners	19.99%

Segment Data - Operating Result

Segment Data - Operating Results by Segment (Details) - USD ($)		3 Months Ended		9 Months Ended
		Sep. 30, 2020	Sep. 30, 2019	Sep. 30, 2020	Sep. 30, 2019	Dec. 31, 2019
Segment Reporting Information [Line Items]
Net sales		$ 1,126,000,000	$ 1,018,000,000	$ 3,217,000,000	$ 2,968,000,000
Adjusted EBITDA		59,000,000	49,000,000	170,000,000	153,000,000
Total assets		3,510,000,000	3,309,000,000	3,510,000,000	3,309,000,000	$ 3,361,000,000
Net income (loss) attributable to Covetrus	[1]	(35,000,000)	(959,000,000)	(15,000,000)	(982,000,000)
Plus: Depreciation and amortization		41,000,000	41,000,000	124,000,000	113,000,000
Plus: Interest expense, net		10,000,000	16,000,000	37,000,000	41,000,000
Plus: Income tax (benefit) expense		3,000,000	(7,000,000)	6,000,000	(7,000,000)
Earnings before interest, taxes, depreciation, and amortization		19,000,000	(909,000,000)	152,000,000	(835,000,000)
Plus: Share-based compensation		11,000,000	10,000,000	30,000,000	35,000,000
Plus: Strategic consulting		3,000,000		13,000,000
Plus: Transaction costs		1,000,000		8,000,000
Plus: Separation programs and executive severance		2,000,000	1,000,000	4,000,000	1,000,000
Plus: IT infrastructure		1,000,000	2,000,000	3,000,000	4,000,000
Plus: Formation of Covetrus		4,000,000	13,000,000	17,000,000	26,000,000
Plus: Capital structure				2,000,000	5,000,000
Plus: Equity method investment and non-consolidated affiliates		1,000,000		1,000,000
Plus: Operating lease right-of-use asset impairment		8,000,000		8,000,000	0
Loss on managed exit of a business		8,000,000		8,000,000	0
Plus: Goodwill impairment		0	939,000,000	0	939,000,000
Less: Minority interest in goodwill impairment			(3,000,000)		(3,000,000)
Plus: Other items, net		1,000,000	(4,000,000)	(76,000,000)	(19,000,000)
Adjusted EBITDA		59,000,000	49,000,000	170,000,000	153,000,000
Assets held-for-sale, not part of disposal group		72,000,000		72,000,000
Facility Closing
Segment Reporting Information [Line Items]
Inventory Write-down		1,000,000
Severance benefits		7,000,000		7,000,000
Distrivet | Other, Net
Segment Reporting Information [Line Items]
Realized gain (loss) on disposal				1,000,000
Corporate
Segment Reporting Information [Line Items]
Net sales		0	0	0	0
Adjusted EBITDA		(13,000,000)	(10,000,000)	(44,000,000)	(27,000,000)
Total assets		1,169,000,000	1,108,000,000	1,169,000,000	1,108,000,000
Adjusted EBITDA		(13,000,000)	(10,000,000)	(44,000,000)	(27,000,000)
Eliminations
Segment Reporting Information [Line Items]
Net sales		(3,000,000)	(3,000,000)	(8,000,000)	(8,000,000)
Adjusted EBITDA		0	0	0	0
Total assets		(1,656,000,000)	(1,371,000,000)	(1,656,000,000)	(1,371,000,000)
Adjusted EBITDA		0	0	0	0
North America
Segment Reporting Information [Line Items]
Net sales		618,000,000	543,000,000	1,771,000,000	1,592,000,000
North America | Operating Segments
Segment Reporting Information [Line Items]
Net sales		618,000,000	543,000,000	1,771,000,000	1,592,000,000
Adjusted EBITDA		45,000,000	39,000,000	141,000,000	117,000,000
Total assets		3,124,000,000	2,829,000,000	3,124,000,000	2,829,000,000
Adjusted EBITDA		45,000,000	39,000,000	141,000,000	117,000,000
Europe
Segment Reporting Information [Line Items]
Net sales		403,000,000	384,000,000	1,166,000,000	1,114,000,000
Europe | Operating Segments
Segment Reporting Information [Line Items]
Net sales		403,000,000	384,000,000	1,166,000,000	1,114,000,000
Adjusted EBITDA		19,000,000	15,000,000	53,000,000	50,000,000
Total assets		700,000,000	622,000,000	700,000,000	622,000,000
Adjusted EBITDA		19,000,000	15,000,000	53,000,000	50,000,000
APAC & Emerging Markets
Segment Reporting Information [Line Items]
Net sales		108,000,000	94,000,000	288,000,000	270,000,000
APAC & Emerging Markets | Operating Segments
Segment Reporting Information [Line Items]
Net sales		108,000,000	94,000,000	288,000,000	270,000,000
Adjusted EBITDA		8,000,000	5,000,000	20,000,000	13,000,000
Total assets		173,000,000	121,000,000	173,000,000	121,000,000
Adjusted EBITDA		$ 8,000,000	$ 5,000,000	$ 20,000,000	$ 13,000,000
[1]	(a) Net income earned from January 1, 2019 through February 7, 2019 is attributed to the Former Parent as it was the sole shareholder prior to February 7, 2019.

Subsequent Events (Details)

Subsequent Events (Details) - Veterinary Study Groups, Inc. $ in Millions	12 Months Ended
	Dec. 31, 2019USD ($)	Oct. 09, 2020managementGroups
Subsequent Event [Line Items]
Revenue | $	$ 12
Subsequent Event
Subsequent Event [Line Items]
Number of veterinary management groups		50
Number of members		1,100
Number of veterinary practices		1,500