Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Dec. 03, 2016 | Jan. 06, 2017 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Dec. 3, 2016 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | SVU | |
Entity Registrant Name | SUPERVALU INC | |
Entity Central Index Key | 95,521 | |
Current Fiscal Year End Date | --02-25 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 267,658,931 |
Condensed Consolidated Segment
Condensed Consolidated Segment Financial Information (Unaudited) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Dec. 03, 2016 | Dec. 05, 2015 | Dec. 03, 2016 | Dec. 05, 2015 | |
Net sales | ||||
Net sales | $ 3,003 | $ 3,045 | $ 9,573 | $ 10,016 |
Net sales, % | 100.00% | 100.00% | 100.00% | 100.00% |
Operating earnings | ||||
Operating earnings | $ 1 | $ 66 | $ 148 | $ 223 |
Total operating earnings % of total net sales | 0.10% | 2.20% | 1.50% | 2.20% |
Interest expense, net | $ 40 | $ 45 | $ 141 | $ 148 |
Equity in earnings of unconsolidated affiliates | (1) | (1) | (3) | (3) |
(Loss) earnings from continuing operations before income taxes | (38) | 22 | 10 | 78 |
Income tax (benefit) provision | (27) | 6 | (11) | 24 |
Net (loss) earnings from continuing operations | (11) | 16 | 21 | 54 |
Income from discontinued operations, net of tax | (14) | 19 | 33 | 78 |
Net (loss) earnings including noncontrolling interests | (25) | 35 | 54 | 132 |
Less net earnings attributable to noncontrolling interests | (1) | (1) | (3) | (6) |
Net (loss) earnings attributable to SUPERVALU INC. | (26) | 34 | 51 | 126 |
Wholesale [Member] | ||||
Net sales | ||||
Net sales | $ 1,906 | $ 1,902 | $ 5,912 | $ 6,195 |
Net sales, % | 63.50% | 62.50% | 61.80% | 61.90% |
Operating earnings | ||||
Operating earnings | $ 52 | $ 54 | $ 174 | $ 180 |
% of sales | 2.70% | 2.80% | 2.90% | 2.90% |
Retail [Member] | ||||
Net sales | ||||
Net sales | $ 1,060 | $ 1,097 | $ 3,524 | $ 3,662 |
Net sales, % | 35.30% | 36.00% | 36.80% | 36.60% |
Operating earnings | ||||
Operating earnings | $ (14) | $ 21 | $ (18) | $ 64 |
% of sales | (1.30%) | 2.00% | (0.50%) | 1.80% |
Corporate Segment [Member] | ||||
Net sales | ||||
Net sales | $ 37 | $ 46 | $ 137 | $ 159 |
Net sales, % | 1.20% | 1.50% | 1.40% | 1.50% |
Operating earnings | ||||
Operating earnings | $ (37) | $ (9) | $ (8) | $ (21) |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Dec. 03, 2016 | Dec. 05, 2015 | Dec. 03, 2016 | Dec. 05, 2015 | |
Net sales | $ 3,003 | $ 3,045 | $ 9,573 | $ 10,016 |
Cost of sales | 2,596 | 2,609 | 8,221 | 8,573 |
Gross profit | 407 | 436 | 1,352 | 1,443 |
Selling and administrative expenses | 391 | 364 | 1,189 | 1,214 |
Goodwill and Intangible Asset Impairment | 15 | 6 | 15 | 6 |
Operating earnings | 1 | 66 | 148 | 223 |
Interest expense, net | 40 | 45 | 141 | 148 |
Equity in earnings of unconsolidated affiliates | (1) | (1) | (3) | (3) |
(Loss) earnings from continuing operations before income taxes | (38) | 22 | 10 | 78 |
Income tax (benefit) provision | (27) | 6 | (11) | 24 |
Net (loss) earnings from continuing operations | (11) | 16 | 21 | 54 |
(Loss) income from discontinued operations, net of tax | (14) | 19 | 33 | 78 |
Net (loss) earnings including noncontrolling interests | (25) | 35 | 54 | 132 |
Less net earnings attributable to noncontrolling interests | (1) | (1) | (3) | (6) |
Net (loss) earnings attributable to SUPERVALU INC. | $ (26) | $ 34 | $ 51 | $ 126 |
Basic net (loss) earnings per share attributable to SUPERVALU INC.: | ||||
Continuing operations (in dollars per share) | $ (0.04) | $ 0.05 | $ 0.07 | $ 0.18 |
Discontinued operations (in dollars per share) | (0.06) | 0.07 | 0.12 | 0.30 |
Basic net earnings per share (in dollars per share) | (0.10) | 0.13 | 0.19 | 0.48 |
Diluted net (loss) earnings per share attributable to SUPERVALU INC.: | ||||
Continuing operations (in dollars per share) | (0.04) | 0.05 | 0.07 | 0.18 |
Discontinued operations (in dollars per share) | (0.06) | 0.07 | 0.12 | 0.29 |
Diluted net earnings per share (in dollars per share) | $ (0.10) | $ 0.13 | $ 0.19 | $ 0.47 |
Weighted average number of shares outstanding: | ||||
Basic (in shares) | 265 | 264 | 265 | 263 |
Diluted (in shares) | 265 | 268 | 267 | 268 |
Condensed Consolidated Stateme4
Condensed Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Dec. 03, 2016 | Dec. 05, 2015 | Dec. 03, 2016 | Dec. 05, 2015 | |
Other Comprehensive (Income) Loss, Pension and Other Postretirement Benefit Plans, Tax | $ 49 | $ 15 | $ 55 | $ 29 |
Other Comprehensive Income (Loss), Derivatives Qualifying as Hedges, Tax | 1 | 0 | 1 | (1) |
Net (loss) earnings including noncontrolling interests | (25) | 35 | 54 | 132 |
Other Comprehensive (Income) Loss, Pension and Other Postretirement Benefit Plans, Adjustment, Net of Tax | 102 | 27 | 113 | 50 |
Other comprehensive income: | ||||
Recognition of interest rate swap cash flow hedge(2) | 2 | 0 | 2 | (2) |
Total other comprehensive income | 104 | 27 | 115 | 48 |
Comprehensive income including noncontrolling interests | 79 | 62 | 169 | 180 |
Less net earnings attributable to noncontrolling interests | (1) | (1) | (3) | (6) |
Comprehensive income attributable to SUPERVALU INC. | $ 78 | $ 61 | $ 166 | 174 |
Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Parent [Member] | ||||
Other comprehensive income: | ||||
Total other comprehensive income | (2) | |||
Accumulated Defined Benefit Plans Adjustment Attributable to Parent [Member] | ||||
Other comprehensive income: | ||||
Total other comprehensive income | $ 50 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Income (Unaudited) (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Dec. 03, 2016 | Dec. 05, 2015 | Dec. 03, 2016 | Dec. 05, 2015 | |
Statement of Comprehensive Income [Abstract] | ||||
Recognition of pension and other postretirement benefit obligations(1), tax expense | $ (49) | $ (15) | $ (55) | $ (29) |
Other Comprehensive Income (Loss), Derivatives Qualifying as Hedges, Tax | $ 1 | $ 0 | $ 1 | $ (1) |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Millions | Dec. 03, 2016 | Feb. 27, 2016 |
Current assets | ||
Cash and cash equivalents | $ 47 | $ 42 |
Receivables, net | 440 | 406 |
Inventories, net | 895 | 738 |
Other current assets | 74 | 73 |
Total current assets of discontinued operations | 394 | 376 |
Total current assets | 1,850 | 1,635 |
Property, plant and equipment, net | 1,014 | 1,021 |
Goodwill | 710 | 725 |
Intangible assets, net | 41 | 47 |
Deferred tax assets | 169 | 238 |
Other assets | 99 | 91 |
Total long-term assets of discontinued operations | 591 | 613 |
Current liabilities | ||
Accounts payable | 924 | 829 |
Accrued vacation, compensation and benefits | 152 | 148 |
Current maturities of long-term debt and capital lease obligations | 1,091 | 123 |
Other current liabilities | 125 | 126 |
Total current liabilities of discontinued operations | 305 | 346 |
Total current liabilities | 2,597 | 1,572 |
Long-term debt | 1,261 | 2,197 |
Long-term capital lease obligations | 193 | 194 |
Pension and other postretirement benefit obligations | 430 | 578 |
Long-term tax liabilities | 73 | 75 |
Other long-term liabilities | 128 | 145 |
Total long-term liabilities of discontinued operations | 45 | 42 |
Commitments and Contingencies | 0 | 0 |
Stockholders’ deficit | ||
Common stock, $0.01 par value: 400 shares authorized; 268 and 266 shares issued, respectively | 3 | 3 |
Capital in excess of par value | 2,820 | 2,808 |
Treasury stock, at cost, 0 and 1 shares, respectively | 0 | (5) |
Accumulated other comprehensive loss | (307) | (422) |
Accumulated deficit | (2,774) | (2,825) |
Total SUPERVALU INC. stockholders’ deficit | (258) | (441) |
Noncontrolling interests | 5 | 8 |
Total stockholders’ deficit | (253) | (433) |
Total assets | 4,474 | 4,370 |
Total liabilities and stockholders’ deficit | $ 4,474 | $ 4,370 |
Condensed Consolidated Balance7
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares shares in Millions | Dec. 03, 2016 | Feb. 27, 2016 |
Statement of Financial Position [Abstract] | ||
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 400 | 400 |
Common stock, shares issued | 268 | 266 |
Treasury stock, shares | 0 | 1 |
Condensed Consolidated Stateme8
Condensed Consolidated Statements of Stockholders' Deficit (Unaudited) - USD ($) $ in Millions | Total | Common Stock [Member] | Capital in Excess of Par Value [Member] | Treasury Stock [Member] | Accumulated Other Comprehensive Loss [Member] | Accumulated Deficit [Member] | Parent [Member] | Noncontrolling Interests [Member] |
Beginning balance at Feb. 28, 2015 | $ (636) | $ 3 | $ 2,810 | $ (33) | $ (423) | $ (3,003) | $ (646) | $ 10 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net earnings | 132 | 126 | 126 | 6 | ||||
Other comprehensive income, net of tax | 48 | 48 | 48 | |||||
Sales of common stock under option plans | (10) | (12) | (22) | (10) | 0 | |||
Stock-based compensation | 19 | 19 | 0 | 19 | ||||
Distributions to noncontrolling interests | (8) | (8) | ||||||
Tax impact on stock-based awards and other | (9) | (15) | 6 | (9) | ||||
Ending balance at Dec. 05, 2015 | (444) | 3 | 2,802 | (5) | (375) | (2,877) | (452) | 8 |
Beginning balance at Feb. 27, 2016 | (433) | 3 | 2,808 | (5) | (422) | (2,825) | (441) | 8 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net earnings | 54 | 51 | 51 | 3 | ||||
Other comprehensive income, net of tax | 115 | 115 | 115 | |||||
Sales of common stock under option plans | (3) | (3) | (6) | (3) | 0 | |||
Stock-based compensation | 16 | 16 | 0 | 16 | ||||
Distributions to noncontrolling interests | (6) | (6) | ||||||
Tax impact on stock-based awards and other | (2) | (1) | (1) | (2) | ||||
Ending balance at Dec. 03, 2016 | $ (253) | $ 3 | $ 2,820 | $ 0 | $ (307) | $ (2,774) | $ (258) | $ 5 |
Condensed Consolidated Stateme9
Condensed Consolidated Statements of Stockholders' Deficit (Unaudited) (Parenthetical) - USD ($) $ in Millions | 9 Months Ended | |
Dec. 03, 2016 | Dec. 05, 2015 | |
Other comprehensive income, tax | $ 56 | $ 28 |
Accumulated Other Comprehensive Loss [Member] | ||
Other comprehensive income, tax | 56 | 28 |
Parent [Member] | ||
Other comprehensive income, tax | $ 56 | $ 28 |
Condensed Consolidated Statem10
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Millions | 9 Months Ended | |
Dec. 03, 2016 | Dec. 05, 2015 | |
Cash and Cash Equivalents, at Carrying Value, Including Discontinued Operations | $ 64 | $ 134 |
Net Cash Provided by (Used in) Financing Activities, Continuing Operations | (8) | (33) |
Cash Provided by (Used in) Financing Activities, Discontinued Operations | 0 | (1) |
Cash flows from operating activities | ||
Net (loss) earnings including noncontrolling interests | 54 | 132 |
(Loss) income from discontinued operations, net of tax | 33 | 78 |
Net earnings from continuing operations | 21 | 54 |
Goodwill and Intangible Asset Impairment | 15 | 6 |
Adjustments to reconcile Net earnings from continuing operations to Net cash provided by operating activities – continuing operations: | ||
Asset impairment and other charges | 4 | 2 |
Loss on debt extinguishment | 7 | 0 |
Net gain on sale of assets and exits of surplus leases | (1) | (2) |
Depreciation and amortization | 159 | 161 |
LIFO charge | 3 | 6 |
Deferred income taxes | 5 | (14) |
Stock-based compensation | 13 | 17 |
Net pension and other postretirement benefits expense | 23 | 29 |
Contributions to pension and other postretirement benefit plans | (2) | (38) |
Other adjustments | 6 | 18 |
Changes in operating assets and liabilities, net of effects from business acquisitions | (106) | (85) |
Net cash provided by operating activities – continuing operations | 147 | 154 |
Net cash provided by operating activities – discontinued operations | 69 | 98 |
Net cash provided by operating activities | 216 | 252 |
Cash flows from investing activities | ||
Proceeds from sale of assets | 2 | 1 |
Purchases of property, plant and equipment | (118) | (112) |
Payments for business acquisitions | (19) | (6) |
Other | (1) | (24) |
Net Cash Provided by (Used in) Investing Activities, Continuing Operations | (136) | (141) |
Cash Provided by (Used in) Investing Activities, Discontinued Operations | (65) | (57) |
Net cash used in investing activities | (201) | (198) |
Cash flows from financing activities | ||
Proceeds from issuance of debt | 218 | 0 |
Proceeds from sale of common stock | 3 | 10 |
Payments of debt and capital lease obligations | (217) | (34) |
Payments for debt financing costs | (6) | (1) |
Distributions to noncontrolling interests | (6) | (8) |
Net cash used in financing activities | (8) | (34) |
Net increase in cash and cash equivalents | 7 | 20 |
Cash and cash equivalents at beginning of period | 42 | |
Cash and cash equivalents at the end of period | 47 | 87 |
The Company’s non-cash investing and financing activities were as follows: | ||
Purchases of property, plant and equipment included in Accounts payable | 25 | 31 |
Capital lease asset additions | 15 | 18 |
Interest and income taxes paid: | ||
Interest paid, net of amounts capitalized | 136 | 150 |
Income taxes paid, net | 12 | 44 |
Save-A-Lot [Member] | Discontinued Operations, Held-for-sale or Disposed of by Sale [Member] | ||
Interest and income taxes paid: | ||
Cash and cash equivalents | $ (17) | $ (47) |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Dec. 03, 2016 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | NOTE 1—SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Statement of Registrant The accompanying Condensed Consolidated Financial Statements of SUPERVALU INC. (the “Company”, “SUPERVALU”, “we”, “us” or “our”) for the third quarters and year-to-date periods ended December 3, 2016 and December 5, 2015 are unaudited and, in the opinion of management, contain all adjustments that are of a normal and recurring nature necessary to present fairly the financial condition, results of operations and cash flows for such periods. The Condensed Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and related notes in the Company’s Annual Report on Form 10-K for the fiscal year ended February 27, 2016 . The results of operations for the third quarter and fiscal year-to-date ended December 3, 2016 are not necessarily indicative of the results expected for the full year. Discontinued Operations On December 5, 2016, the Company completed the previously announced sale of the Company’s Save-A-Lot business (the “Sale”) to SAL Acquisition Corp (f/k/a Smith Acquisition Corp), an affiliate of Onex Partners Managers LP (“Purchaser”), for a purchase price of $1,365 in cash, subject to customary closing adjustments that were estimated at the time of the Sale to reduce the purchase price by approximately $64 . The Sale was completed pursuant to the terms of the Agreement and Plan of Merger, dated as of October 16, 2016 (the “Merger Agreement”), by and among Purchaser, SAL Merger Sub Corp (f/k/a Smith Merger Sub Corp), a newly formed wholly owned subsidiary of the Purchaser, the Company and Moran Foods, LLC, a wholly owned subsidiary of the Company prior to the Sale (“Moran Foods”). Concurrently with entering into the Merger Agreement, the Company and Moran Foods also entered into a Separation Agreement (the “Separation Agreement”) pursuant to which, among other things, the assets and liabilities of the Save-A-Lot business were transferred to and assumed by Moran Foods prior to the completion of the Sale. As contemplated by the Merger Agreement, in connection with the completion of the Sale, on December 5, 2016, the Company and Moran Foods entered into a Services Agreement (the “Services Agreement”), whereby the Company is providing certain professional services to Save-A-Lot for a period of five years, on and subject to the terms and conditions set forth therein. The assets, liabilities, operating results, and cash flows of Save-A-Lot have been presented separately as discontinued operations in the Condensed Consolidated Financial Statements for all periods presented. See Note 14—Discontinued Operations for additional information regarding these discontinued operations. Accounting Policies The summary of significant accounting policies is included in the Notes to Consolidated Financial Statements set forth in the Company’s Annual Report on Form 10-K for the fiscal year ended February 27, 2016 . Fiscal Year The Company operates on a 52/53 week fiscal year basis, with its fiscal year ending on the last Saturday in February. References to the third quarters of fiscal 2017 and 2016 relate to the 12 week fiscal quarters ended December 3, 2016 and December 5, 2015 , respectively. References to fiscal 2017 and 2016 year-to-date relate to the 40 week fiscal periods ended December 3, 2016 and December 5, 2015 , respectively. Use of Estimates The preparation of the Company’s Condensed Consolidated Financial Statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Cash and Cash Equivalents The Company considers all highly liquid investments with a maturity of three months or less at the time of purchase to be cash equivalents. The Company’s banking arrangements allow the Company to fund outstanding checks when presented to the financial institution for payment. The Company funds all intraday bank balance overdrafts during the same business day. Checks outstanding in excess of bank balances create net book overdrafts, which are recorded in Accounts payable in the Condensed Consolidated Balance Sheets and are reflected as an operating activity in the Condensed Consolidated Statements of Cash Flows. As of December 3, 2016 and February 27, 2016 , the Company had net book overdrafts of $88 and $79 , respectively. Inventories, Net Inventories are valued at the lower of cost or market. Substantially all of the Company’s inventories consist of finished goods and a substantial portion of the Company’s inventories have a last-in, first-out (“LIFO”) reserve applied. Interim LIFO calculations are based on the Company’s estimates of expected year-end inventory levels and costs, as the actual valuation of inventory under the LIFO method is computed at the end of each year based on the inventory levels and costs at that time. If the first-in, first-out method had been used, Inventories, net would have been higher by approximately $218 at December 3, 2016 and $215 at February 27, 2016 . The Company recorded a LIFO charge of $1 and $1 for the third quarters ended December 3, 2016 and December 5, 2015 , respectively. The Company recorded a LIFO charge of $3 and $6 for fiscal 2017 and 2016 year-to-date, respectively. Recently Issued Accounting Standards In August 2016, the Financial Accounting Standards Board (“FASB”) issued authoritative guidance under Accounting Standard Update (“ASU”) 2016-15, Statement of Cash Flows (Topic 320): Classification of Certain Cash Receipts and Cash Payments. ASU 2016-15 clarifies how certain cash receipts and payments should be presented in the statement of cash flows. The Company is required to adopt this new guidance in the first quarter of fiscal 2019. The Company is currently evaluating the potential impact of adoption of this standard on its consolidated financial statements. In June 2016, the FASB issued authoritative guidance under ASU 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. ASU 2016-13 changes the impairment model for most financial assets and certain other instruments. For trade and other receivables, held-to-maturity debt securities, loans and other instruments, entities will be required to use a new forward-looking “expected loss” model that will replace today’s “incurred loss” model and generally will result in the earlier recognition of allowances for losses. For available-for-sale debt securities with unrealized losses, entities will measure credit losses in a manner similar to current practice, except that the losses will be recognized as an allowance. The Company is required to adopt this new guidance in the first quarter of fiscal 2021. The Company is currently evaluating the potential impact of adoption of this standard on its consolidated financial statements. In March 2016, the FASB issued authoritative guidance under ASU 2016-09, Compensation-Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting . ASU 2016-09 provides for simplification of several aspects of the accounting for share-based payment transactions, including income tax consequences, classification of awards as either equity or liabilities and classification on the statement of cash flows. The Company is required to adopt this new guidance in the first quarter of fiscal 2018. The Company is currently evaluating the potential impact of adoption of this standard on its consolidated financial statements. In February 2016, the FASB issued authoritative guidance under ASU 2016-02, Leases (Topic 842) . ASU 2016-02 provides new comprehensive lease accounting guidance that supersedes existing lease guidance. Upon adoption of ASU 2016-02, the Company will be required to recognize most leases on its balance sheet at the beginning of the earliest comparative period presented with a corresponding adjustment to stockholders' equity. ASU 2016-02 requires the Company to capitalize most current operating lease obligations as right-of-use assets based on the present value of future operating lease payments and to recognize a corresponding liability. Criteria for distinguishing leases between finance and operating are substantially similar to criteria for distinguishing between capital leases and operating leases in existing lease guidance. The Company is required to adopt this new guidance in the first quarter of fiscal 2020. The Company is currently evaluating the potential impact of adoption of this standard on its consolidated financial statements. In January 2016, the FASB issued authoritative guidance under ASU 2016-01, Financial Instruments—Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities . ASU 2016-01 revises the classification, measurement and disclosure of investments in equity securities. The Company is required to adopt this new guidance in the first quarter of fiscal 2019. The Company is currently evaluating the potential impact of adoption of this standard on its consolidated financial statements. In May 2014, the FASB issued authoritative guidance under ASU 2014-09, Revenue from Contracts with Customers (Topic 606): Revenue from Contracts with Customers . ASU 2014-09 supersedes existing revenue recognition requirements and provides a new comprehensive revenue recognition model that requires entities to recognize revenue to depict the transfer of goods or services to a customer at an amount that reflects the consideration it expects to receive in exchange for those goods or services. The new guidance will likely be adopted by the Company during the first quarter of fiscal 2019, as permitted by ASU 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date . The adoption will include updates as provided under ASU 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net); ASU 2016-10, Revenue from Contracts with Customers: Identifying Performance Obligations and Licensing; and ASU 2016-12, Revenue from Contracts with Customers: Narrow-Scope Improvements and Practical Expedients. Adoption is allowed by either the full retrospective or modified retrospective approach. The Company is currently evaluating which approach it will apply and the potential impact of the adoption on its consolidated financial statements. |
Business Acquisition Business C
Business Acquisition Business Combination | 9 Months Ended |
Dec. 03, 2016 | |
Business Acquisition [Abstract] | |
Business Combination Disclosure [Text Block] | NOTE 2—BUSINESS ACQUISITIONS The Condensed Consolidated Financial Statements reflect the final purchase accounting allocations of the acquisitions discussed below. Pro forma information for the acquisitions discussed below are not presented since the results of operations of the acquired businesses, both individually and in the aggregate, are not material to the Company’s Condensed Consolidated Financial Statements. In the third quarter of fiscal 2017, the Company paid $17 to acquire 22 Food Lion stores located in northern West Virginia, western Maryland, south central Pennsylvania and northwestern Virginia. The acquisition included certain store assets, including inventories, property, plant, and equipment, and capital and operating leases. The fair value of assets acquired was $17 , including inventories of $8 , long-lived assets of $7 , favorable operating lease intangibles of $1 , and other current assets of $1 . The acquired stores were converted to the Company's Shop ‘N Save format that is currently used by some of the Company's Wholesale customers in that region and are now included in the Company's Retail segment. |
Goodwill and Intangible Assets,
Goodwill and Intangible Assets, Net | 9 Months Ended |
Dec. 03, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets, Net | NOTE 3—GOODWILL AND INTANGIBLE ASSETS Changes in the Company’s Goodwill and Intangible assets, net consisted of the following: February 27, Additions Impairments Other net adjustments December 3, Goodwill: Wholesale $ 710 $ — $ — $ — $ 710 Retail 15 — (15 ) — — Total goodwill $ 725 $ — $ (15 ) $ — $ 710 Intangible assets: Favorable operating leases, prescription files, customer lists and other (accumulated amortization of $102 and $95 as of December 3, 2016 and February 27, 2016, respectively) $ 131 $ 2 $ — $ (1 ) $ 132 Trademarks and tradenames – indefinite useful lives 10 — — — 10 Non-compete agreements (accumulated amortization of $2 and $2 as of December 3, 2016 and February 27, 2016, respectively) 3 — — — 3 Total intangible assets 144 2 — (1 ) 145 Accumulated amortization (97 ) (7 ) — — (104 ) Total intangible assets, net $ 47 $ 41 During the third quarter of fiscal 2017, the Company conducted an interim impairment review of the carrying value of the Company's reporting units in conjunction with its impairment review of Save-A-Lot’s goodwill and due to declines in sales and cash flows within Retail. The review indicated that the estimated fair value of the Wholesale reporting unit was in excess of 100 percent of its carrying value. The review also indicated that the carrying value of the Retail reporting unit exceeded its estimated fair value, as determined utilizing the income approach and market approach. As a result, the Company performed the step 2 assessment and recorded a non-cash goodwill impairment charge of $15 in the Retail segment during the third quarter of fiscal 2017. The calculation of the impairment charge contains significant judgments and estimates including weighted average cost of capital, future revenue, profitability, cash flows and fair values of assets and liabilities. During the third quarter of fiscal 2016, the Company received a notice pursuant to which the Company could exercise certain options to purchase operating assets. As a result, the Company performed a review of the associated indefinite-lived intangible assets for impairment, which indicated the carrying value of the intangible exceeded its estimated value. The Company recorded a non-cash intangible impairment charge of $6 within its Wholesale segment during the third quarter of fiscal 2016. Amortization of intangible assets with definite useful lives was $7 and $8 for fiscal 2017 and 2016 year-to-date, respectively. Future amortization expense is anticipated to approximate $2 , and $9 , $5 , $3 , $3 and $2 for the remainder of fiscal 2017, and fiscal 2018, 2019, 2020, 2021 and 2022, respectively. |
Reserves for Closed Properties
Reserves for Closed Properties and Property, Plant and Equipment-Related Impairment Charges | 9 Months Ended |
Dec. 03, 2016 | |
Property, Plant and Equipment [Abstract] | |
Reserves for Closed Properties and Property, Plant and Equipment-Related Impairment Charges | NOTE 4—RESERVES FOR CLOSED PROPERTIES AND PROPERTY, PLANT AND EQUIPMENT-RELATED IMPAIRMENT CHARGES Reserves for Closed Properties Changes in the Company’s reserves for closed properties consisted of the following: December 3, Reserves for closed properties at beginning of the fiscal year $ 29 Additions 3 Payments (8 ) Adjustments (2 ) Reserves for closed properties at the end of period $ 22 Property, Plant and Equipment-Related Impairment Charges The following table presents impairment charges related to property, plant and equipment measured at fair value on a non-recurring basis: Third Quarter Ended Year-To-Date Ended December 3, December 5, December 3, December 5, Property, plant and equipment: Carrying value $ — $ 1 $ 4 $ 1 Fair value measured using Level 3 inputs — — 2 — Impairment charge $ — $ 1 $ 2 $ 1 |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Dec. 03, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | NOTE 5—FAIR VALUE MEASUREMENTS Recurring fair value measurements were as follows: December 3, 2016 Balance Sheet Location Level 1 Level 2 Level 3 Total Assets: Deferred compensation Other assets $ 5 $ — $ — $ 5 Total $ 5 $ — $ — $ 5 Liabilities: Deferred compensation Other current liabilities $ — $ 7 $ — $ 7 Deferred compensation Other long-term liabilities — 27 — 27 Diesel fuel derivatives Other current liabilities — — — — Interest rate swap derivative Other current liabilities — 3 — 3 Interest rate swap derivative Other long-term liabilities — 2 — 2 Total $ — $ 39 $ — $ 39 February 27, 2016 Balance Sheet Location Level 1 Level 2 Level 3 Total Assets: Deferred compensation Other assets $ 6 $ — $ — $ 6 Total $ 6 $ — $ — $ 6 Liabilities: Deferred compensation Other current liabilities $ — $ 7 $ — $ 7 Deferred compensation Other long-term liabilities — 33 — 33 Diesel fuel derivatives Other current liabilities — 2 — 2 Interest rate swap derivative Other current liabilities — 3 — 3 Interest rate swap derivative Other long-term liabilities — 3 — 3 Total $ — $ 48 $ — $ 48 Diesel Fuel Derivatives Fuel derivative gains (losses) are included within Cost of sales in the Condensed Consolidated Statements of Operations and were $0 and $(0) for the third quarters of fiscal 2017 and 2016 , and $0 and $(2) for fiscal 2017 and 2016 year-to-date, respectively. Interest Rate Swap Derivatives Interest rate swap derivative reclassifications from Accumulated other comprehensive loss into earnings are recorded within Interest expense, net in the Condensed Consolidated Statements of Operations and were $2 and $0 in the third quarters of fiscal 2017 and 2016 , and $3 and $0 for fiscal 2017 and 2016 year-to-date, respectively. No amounts were reclassified related to hedging ineffectiveness. As of December 3, 2016 , a 100 basis point increase in forward LIBOR interest rates would increase the fair value of the interest rate swap by approximately $6 and a 100 basis point decrease in forward LIBOR interest rates would decrease the fair value of the interest rate swap by approximately $2 . Non-recurring Fair Value Measurements Impairment charges related to goodwill and intangible assets discussed in Note 3—Goodwill and Intangible Assets and to property, plant and equipment discussed in Note 4—Reserves for Closed Properties and Property, Plant and Equipment-related Impairment Charges were measured at fair value using Level 3 inputs. Fair Value Estimates For certain of the Company’s financial instruments, including cash and cash equivalents, receivables, accounts payable, accrued salaries and other current assets and liabilities, the fair values approximate carrying amounts due to their short maturities. The estimated fair value of notes receivable was greater than their carrying amount by approximately $1 and $1 as of December 3, 2016 and February 27, 2016 , respectively. Notes receivable are valued based on a discounted cash flow approach applying a market rate for similar instruments that is determined using Level 3 inputs. The estimated fair value of the Company’s long-term debt was greater than the carrying amount, excluding debt financing costs, by approximately $2 as of December 3, 2016 and less than the carrying amount, excluding debt financing costs, by approximately $236 as of February 27, 2016 . The estimated fair value was based on market quotes, where available, or market values for similar instruments, using Level 2 and Level 3 inputs. |
Long-Term Debt
Long-Term Debt | 9 Months Ended |
Dec. 03, 2016 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | NOTE 6—LONG-TERM DEBT The Company’s long-term debt consisted of the following: December 3, February 27, 5.50% Secured Term Loan Facility due March 2019 $ 1,356 $ 1,459 6.75% Senior Notes due June 2021 400 400 7.75% Senior Notes due November 2022 350 350 1.69% to 3.75% Revolving ABL Credit Facility due February 2021 260 138 Debt financing costs, net (37 ) (45 ) Original issue discount on debt (2 ) (5 ) Total debt 2,327 2,297 Less current maturities of long-term debt (1,066 ) (100 ) Long-term debt $ 1,261 $ 2,197 The Company’s credit facilities and certain long-term debt agreements have restrictive covenants and cross-default provisions, which generally provide, subject to the Company’s right to cure, for the acceleration of payments due in the event of a breach of a covenant or a default in the payment of a specified amount of indebtedness due under certain other debt agreements. The Company was in compliance with all such covenants and provisions for all periods presented. Senior Secured Credit Agreements As of December 3, 2016 and February 27, 2016 , the Company had outstanding borrowings of $1,356 and $1,459 , respectively, under its $1,500 term loan facility (the “Secured Term Loan Facility”), which is secured by substantially all of the Company’s real estate, equipment and certain other assets, and bears interest at the rate of LIBOR plus 4.50 percent subject to a floor on LIBOR of 1.00 percent . As of December 3, 2016 , $832 of the Secured Term Loan Facility and the related debt financing costs and original issue discount were classified as current based on the prepayments that were required with the Net Cash Proceeds (as defined in the facility) from the disposition of the Save-A-Lot business, as discussed below. As of December, 3, 2016, $260 of the Company’s $1,000 asset-based revolving ABL credit facility (the “Revolving ABL Credit Facility”) and the related debt financing costs were classified as current based on the Company’s agreement with the Pension Benefit Guaranty Corporation (“PBGC”) to repay any outstanding balance under this facility from the Sale proceeds and the Company’s subsequent such repayment. As of February 27, 2016 , $102 of the Secured Term Loan Facility was classified as current, excluding debt financing costs and original issue discount. The Secured Term Loan Facility is guaranteed by the Company’s material subsidiaries (together with the Company, the “Term Loan Parties”). To secure their obligations under the Secured Term Loan Facility, the Term Loan Parties have granted a perfected first-priority security interest in substantially all of their intellectual property and a first-priority mortgage lien and security interest in certain owned or ground-leased real estate and associated equipment pledged as collateral. As of December 3, 2016 , there was $778 of owned or ground-leased real estate and associated equipment pledged as collateral, $497 of which was included in Property, plant and equipment, net and $281 of which was included in Long-term assets of discontinued operations in the Condensed Consolidated Balance Sheets. As of February 27, 2016 , there was $781 of owned or ground-leased real estate and associated equipment pledged as collateral, $507 of which was included in Property, plant and equipment, net and $274 of which was included in Long-term assets of discontinued operations in the Condensed Consolidated Balance Sheets. In addition, the obligations of the Term Loan Parties under the Secured Term Loan Facility are secured by second-priority security interests in the collateral securing the Revolving ABL Credit Facility. On May 20, 2016, the Company entered into a third amendment to the Secured Term Loan Facility (the “Third Term Loan Amendment”) that would permit the Company and its subsidiaries to undertake certain transactions reasonably determined by the Company to be necessary to effectuate a separation of the Save-A-Lot business. The Third Term Loan Amendment also increased the interest rate for the term loan from LIBOR plus 3.50 percent to LIBOR plus 4.50 percent with the floor on LIBOR remaining at 1.00 percent , subject to a further increase of 0.25 percent if certain rating conditions are not satisfied. During first quarter ended June 18, 2016, in connection with the completion of the Third Term Loan Amendment, the Company paid debt financing costs of approximately $5 , of which $4 was capitalized and $1 was expensed in Interest expense, net, and recognized non-cash charges of approximately $3 in Interest expense, net for the write-off of existing unamortized debt financing costs and $1 for the accelerated amortization of original issue discount. The loans under the Secured Term Loan Facility may be voluntarily prepaid in certain minimum principal amounts, subject to the payment of breakage or similar costs. Pursuant to the Secured Term Loan Facility, the Company must, subject to certain customary reinvestment rights, apply 100 percent of Net Cash Proceeds (as defined in the facility) from certain types of asset sales (excluding proceeds of the collateral security of the Revolving ABL Credit Facility and other secured indebtedness) to prepay the loans outstanding under the Secured Term Loan Facility. The Company must also prepay loans outstanding under the facility no later than 90 days after the fiscal year end in an aggregate principal amount equal to a percentage (which percentage ranges from 0 to 50 percent depending on the Company’s Total Secured Leverage Ratio (as defined in the facility) as of the last day of such fiscal year) of Excess Cash Flow (as defined in the facility) for the fiscal year then ended minus any voluntary prepayments made during such fiscal year with Internally Generated Cash (as defined in the facility). Based on the Company's Excess Cash Flow in fiscal 2016, a $99 prepayment was required and paid in the first quarter ended June 18, 2016. Based on the Company’s estimated Total Secured Leverage Ratio (as defined in the facility) as of the last day of fiscal 2017, no prepayment from Excess Cash Flow in fiscal 2017 is expected to be required in the first quarter of fiscal 2018. The Company consummated the Sale of its Save-A-Lot business during the fourth quarter of fiscal 2017. Pursuant to the Secured Term Loan Facility, the Company made prepayments in an aggregate amount of $832 towards the Secured Term Loan Facility, which represents $750 plus 50% of the Net Cash Proceeds in excess of $750 that caused the Company’s Total Secured Leverage Ratio, on a pro forma basis after giving effect to such prepayment, to be no higher than 1.50 :1.00. In connection with these mandatory prepayments, the Company will recognize non-cash charges of approximately $10 in Interest expense, net for the write-off of existing unamortized debt financing costs and $2 for the accelerated amortization of original issue discount based on the aggregate amount of the prepayments in the fourth quarter of fiscal 2017. Additionally, the security interests in the equity interests of Moran Foods and the Save-A-Lot assets were released under the Secured Term Loan Facility and the Revolving ABL Credit Facility at the time of the Sale. As of December 3, 2016 and February 27, 2016 , there were $260 and $138 , respectively, of outstanding borrowings under the Revolving ABL Credit Facility. As of December 3, 2016 , letters of credit outstanding under the Revolving ABL Credit Facility were $65 at fees of 1.375 percent , and the unused available credit under this facility was $675 with facility fees of 0.25 percent . As of February 27, 2016 , letters of credit outstanding under the Revolving ABL Credit Facility were $69 at fees of 1.625 percent , and the unused available credit under this facility was $744 with facility fees of 0.25 percent . As of December 3, 2016 , the Revolving ABL Credit Facility was secured on a first-priority basis by $1,078 of certain inventory assets included in Inventories, net, $246 of certain receivables included in Receivables, net, $21 of certain amounts included in Cash and cash equivalents and all of the Company’s pharmacy scripts included in Intangible assets, net and $340 of certain amounts included in Current assets of discontinued operations in the Condensed Consolidated Balance Sheets. As of February 27, 2016 , the Revolving ABL Credit Facility was secured on a first-priority basis by $931 of certain inventory assets included in Inventories, net, $222 of certain receivables included in Receivables, net, $16 of certain amounts included in Cash and cash equivalents and all of the Company's pharmacy scripts included in Intangible assets, net and $314 of certain amounts included in Current assets of discontinued operations in the Condensed Consolidated Balance Sheets. The revolving loans under the Revolving ABL Credit Facility may be voluntarily prepaid in certain minimum principal amounts, in whole or in part, without premium or penalty, subject to breakage or similar costs. The Company and those subsidiaries named as borrowers under the Revolving ABL Credit Facility are required to repay the revolving loans in cash and provide cash collateral under this facility to the extent that the revolving loans and letters of credit exceed the lesser of the borrowing base then in effect or the aggregate amount of the lenders’ commitments under the Revolving ABL Credit Facility. During fiscal 2017 year-to-date, the Company borrowed $2,837 and repaid $2,715 under its Revolving ABL Credit Facility. During fiscal 2016 year-to-date, the Company borrowed $234 and repaid $234 under its Revolving ABL Credit Facility. Certain of the Company’s material subsidiaries are co-borrowers under the Revolving ABL Credit Facility, and this facility is guaranteed by the rest of the Company’s material subsidiaries (the Company and those subsidiaries named as borrowers and guarantors under the Revolving ABL Credit Facility, the “ABL Loan Parties”). To secure their obligations under this facility, the ABL Loan Parties have granted a perfected first-priority security interest for the benefit of the facility lenders in their present and future inventory, credit card, wholesale trade, pharmacy and certain other receivables, prescription files and related assets. In addition, the obligations under the Revolving ABL Credit Facility are secured by second-priority liens on and security interests in the collateral securing the Secured Term Loan Facility, subject to certain limitations to ensure compliance with the Company’s outstanding debt instruments and leases. Both the Secured Term Loan Facility and the Revolving ABL Credit Facility limit the Company’s ability to make Restricted Payments (as defined in both the Secured Term Loan Facility and the Revolving ABL Credit Facility), which include dividends to stockholders. The Secured Term Loan Facility caps the aggregate amount of Restricted Payments that may be made over the life of the Secured Term Loan Facility. That aggregate cap can fluctuate over time and the cap could be reduced by certain other actions taken by the Company, including certain debt prepayments and Permitted Investments (as defined in the Secured Term Loan Facility). As of December 3, 2016 , the aggregate cap on Restricted Payments was approximately $398 . The Revolving ABL Credit Facility permits dividends up to $75 per fiscal year, not to exceed $175 in the aggregate over the life of the Revolving ABL Credit Facility as long as no Cash Dominion Event (as defined in the Revolving ABL Credit Facility) exists. Those caps could be reduced by certain debt prepayments made by the Company. The Revolving ABL Credit Facility permits other Restricted Payments as long as the Payment Conditions (as defined in the Revolving ABL Credit Facility) are met. Debentures The $400 of 6.75 percent Senior Notes due June 2021 and the $350 of 7.75 percent Senior Notes due November 2022 contain operating covenants, including limitations on liens and on sale and leaseback transactions. The Company was in compliance with all such covenants and provisions for all periods presented. |
Income Taxes
Income Taxes | 9 Months Ended |
Dec. 03, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | NOTE 7—INCOME TAXES Fiscal 2017 and 2016 year-to-date tax provision included $12 and $3 of net discrete tax benefit, respectively. The Company anticipates the utilization of capital loss carryforwards and the release of valuation allowances of approximately $255 to $275 in the fourth quarter of fiscal 2017 in relation to the sale of Save-A-Lot. |
Stock-Based Awards
Stock-Based Awards | 9 Months Ended |
Dec. 03, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Awards | NOTE 8—STOCK-BASED AWARDS The Company recognized pre-tax stock-based compensation expense (included primarily in Selling and administrative expenses in the Condensed Consolidated Statements of Operations) related to stock options, restricted stock units, restricted stock awards and performance share units (collectively referred to as “stock-based awards”) of $5 , $5 , $13 and $17 for the third quarters of fiscal 2017 and 2016 , and for fiscal 2017 and 2016 year-to-date, respectively. Stock Options In April 2016 and April 2015 , the Company granted 1 and 4 non-qualified stock options, respectively, to certain employees under the Company’s 2012 Stock Plan with weighted average grant date fair values of $2.67 per share and $3.67 per share, respectively. The stock options vest over a period of three years and were awarded as part of a broad-based employee incentive program designed to retain and motivate employees across the Company. The Company used the Black-Scholes option pricing model to estimate the fair value of the options at grant date based upon the following assumptions: Year-To-Date Ended December 3, December 5, Dividend yield — % —% Volatility rate 54.2 % 49.0—50.6% Risk-free interest rate 1.3 % 1.2—1.4% Expected life 5.0 years 4.0—5.0 years Restricted Stock and Restricted Stock Units In fiscal 2017 year-to-date, the Company granted 4 restricted stock units ("RSUs") to certain employees under the 2012 Stock Plan. The RSUs vest over a three year period from the date of the grant and were granted at a fair value of $5.64 per unit. In fiscal 2016 year-to-date, the Company granted 2 restricted stock awards (“RSAs”) to certain employees under the 2012 Stock Plan. The RSAs vest over a three year period from the date of grant and were granted at a fair value of $8.79 per award. Performance Share Units In fiscal 2017 year-to-date, the Company granted 1 performance share units (“PSUs”) to certain employees under the 2012 Stock Plan. The PSUs have a fiscal 2017-2019 performance period and settle in shares of the Company’s stock. The Company used the Monte Carlo method to estimate the fair value of the PSUs at grant date based upon the following assumptions: Year-To-Date Ended December 3, Dividend yield — % Volatility rate 41.3 % Risk-free interest rate 0.9 % Expected life 2.8 years |
Benefit Plans
Benefit Plans | 9 Months Ended |
Dec. 03, 2016 | |
Compensation and Retirement Disclosure [Abstract] | |
Benefit Plans | NOTE 9—BENEFIT PLANS Net periodic benefit expense (income) and contributions for defined benefit pension and other postretirement benefit plans consisted of the following: Third Quarter Ended Pension Benefits Other Postretirement Benefits December 3, December 5, December 3, December 5, Interest cost $ 20 $ 24 $ — $ 1 Expected return on assets (33 ) (32 ) — — Amortization of prior service benefit — — (2 ) (4 ) Amortization of net actuarial loss 10 18 — 1 Pension settlement charge 41 — — — Net periodic benefit expense (income) $ 38 $ 10 $ (2 ) $ (2 ) Contributions to benefit plans $ — $ — $ — $ — Year-To-Date Ended Pension Benefits Other Postretirement Benefits December 3, December 5, December 3, December 5, Interest cost $ 66 $ 81 $ 1 $ 3 Expected return on assets (110 ) (108 ) — — Amortization of prior service benefit — — (10 ) (12 ) Amortization of net actuarial loss 34 60 1 4 Pension settlement charge 41 — — — Net periodic benefit expense (income) $ 31 $ 33 $ (8 ) $ (5 ) Contributions to benefit plans $ (2 ) $ (27 ) $ — $ (11 ) Multiemployer Pension Plans During fiscal 2017 and 2016 year-to-date, the Company contributed $31 and $31 , respectively, to various multiemployer pension plans, primarily defined benefit pension plans, under collective bargaining agreements. Pension Contributions No minimum contributions are required to the Company's pension plans in fiscal 2017 in accordance with the Employee Retirement Income Security Act of 1974, as amended (“ERISA”). The Company anticipates fiscal 2017 discretionary pension contributions and required minimum other postretirement benefit plan contributions will be approximately $30 to $35 . In connection with the Sale, the Company entered into an agreement with the PBGC under which, among other things, the Company has agreed to make certain contributions to its qualified pension plan (the “SUPERVALU Retirement Plan”) in excess of any required minimum contributions. Subsequent to December 3, 2016, the Company contributed $25 to the SUPERVALU Retirement Plan pursuant to the agreement with the PBGC. In addition, under this same agreement with the PBGC, the Company is obligated to make additional payments of $25 and $10 on or before March 1, 2017 and November 15, 2017, respectively. Lump Sum Pension Settlements During the third quarter of fiscal 2017, the Company made lump sum settlement payments to certain deferred vested pension plan participants under a lump sum payment option window. The payments were equal to the present value of the participant’s pension benefits, and were made to certain former employees who were deferred vested participants in the SUPERVALU Retirement Plan, who had not yet begun receiving monthly pension benefit payments and who elected to participate in the lump sum payment option window. In fiscal 2017 year-to-date, the SUPERVALU Retirement Plan made lump sum settlement payments of approximately $195 . The lump sum settlement payments resulted in a non-cash pension settlement charge of $41 from the acceleration of a portion of the accumulated unrecognized actuarial loss. As a result of the lump sum settlements, the SUPERVALU Retirement Plan assets and liabilities were re-measured at December 3, 2016 using a discount rate of 4.1 percent , an expected rate of return on plan assets of 6.5 percent and the RP-2014 Generational Mortality Table. The settlement and subsequent re-measurement resulted in a decrease to accumulated other comprehensive loss of $145 pre-tax ( $98 after-tax) and a corresponding improvement to the SUPERVALU Retirement Plan's unfunded status. |
Net Earnings (Loss) Per Share
Net Earnings (Loss) Per Share | 9 Months Ended |
Dec. 03, 2016 | |
Earnings Per Share [Abstract] | |
Net Earnings (Loss) Per Share | NOTE 10—NET (LOSS) EARNINGS PER SHARE Basic net (loss) earnings per share is calculated using net (loss) earnings attributable to SUPERVALU INC. divided by the weighted average number of shares outstanding during the period. Diluted net (loss) earnings per share is similar to basic net (loss) earnings per share except that the weighted average number of shares outstanding is computed after giving effect to the dilutive impacts of stock-based awards, if any. The following table reflects the calculation of basic and diluted net (loss) earnings per share: Third Quarter Ended Year-To-Date Ended December 3, December 5, December 3, December 5, Net (loss) earnings from continuing operations $ (11 ) $ 16 $ 21 $ 54 Less net earnings attributable to noncontrolling interests (1 ) (1 ) (3 ) (6 ) Net (loss) earnings from continuing operations attributable to SUPERVALU INC. (12 ) 15 18 48 (Loss) income from discontinued operations, net of tax (14 ) 19 33 78 Net (loss) earnings attributable to SUPERVALU INC. $ (26 ) $ 34 $ 51 $ 126 Weighted average number of shares outstanding—basic 265 264 265 263 Dilutive impact of stock-based awards — 4 2 5 Weighted average number of shares outstanding—diluted 265 268 267 268 Basic net (loss) earnings per share attributable to SUPERVALU INC.: Continuing operations $ (0.04 ) $ 0.05 $ 0.07 $ 0.18 Discontinued operations $ (0.06 ) $ 0.07 $ 0.12 $ 0.30 Basic net (loss) earnings per share $ (0.10 ) $ 0.13 $ 0.19 $ 0.48 Diluted net (loss) earnings per share attributable to SUPERVALU INC.: Continuing operations $ (0.04 ) $ 0.05 $ 0.07 $ 0.18 Discontinued operations $ (0.06 ) $ 0.07 $ 0.12 $ 0.29 Diluted net (loss) earnings per share $ (0.10 ) $ 0.13 $ 0.19 $ 0.47 Stock-based awa rds of 17 and 12 that were outstanding during the third quarters of fiscal 2017 and 2016 , respectively, were excluded from the calculation of diluted net (loss) earnings per share from continuing operations for the periods because their inclusion would be antidilutive. Stock-based awards of 16 and 10 were outstanding during fiscal 2017 and 2016 year-to-date, respectively, but were excluded from the calculation of diluted net (loss) earnings per share from continuing operations for the periods because their inclusion would be antidilutive. |
Comprehensive Income and Accumu
Comprehensive Income and Accumulated Other Comprehensive Loss | 9 Months Ended |
Dec. 03, 2016 | |
Equity [Abstract] | |
Comprehensive Income and Accumulated Other Comprehensive Loss | NOTE 11—COMPREHENSIVE INCOME AND ACCUMULATED OTHER COMPREHENSIVE LOSS The Company reports comprehensive income in the Condensed Consolidated Statements of Comprehensive Income. Comprehensive income includes all changes in stockholders’ deficit during the reporting period, other than those resulting from investments by and distributions to stockholders. The Company’s comprehensive income is calculated as net (loss) earnings including noncontrolling interests, plus or minus adjustments for pension and other postretirement benefit obligations, net of tax, and changes in the fair value of cash flow hedges, net of tax, less comprehensive income attributable to noncontrolling interests. Accumulated other comprehensive loss represents the cumulative balance of other comprehensive income (loss), net of tax, as of the end of the reporting period and relates to pension and other postretirement benefit obligation adjustments, net of tax, and unrealized losses on cash flow hedges, net of tax. Changes in Accumulated other comprehensive loss by component for fiscal 2017 year-to-date are as follows: Benefit Plans Interest Rate Swap Total Accumulated other comprehensive loss at beginning of the fiscal year, net of tax $ (418 ) $ (4 ) $ (422 ) Other comprehensive loss before reclassifications (1) 69 — 69 Amortization of amounts included in net periodic benefit cost (2) 15 — 15 Amortization of cash flow hedge (3) — 2 2 Pension settlement charge (4) 29 — 29 Net current-period Other comprehensive income (5) 113 2 115 Accumulated other comprehensive loss at the end of period, net of tax $ (305 ) $ (2 ) $ (307 ) (1) Amount is net of tax expense of $33 , $0 and $33 , respectively. (2) Amount is net of tax expense of $10 , $0 and $10 , respectively. (3) Amount is net of tax expense of $0 , $1 and $1 , respectively. (4) Amount is net of tax expense of $12 , $0 and $12 , respectively. (5) Amount is net of tax expense of $55 , $1 and $56 , respectively. Changes in Accumulated other comprehensive loss by component for fiscal 2016 year-to-date are as follows: Benefit Plans Interest Rate Swap Total Accumulated other comprehensive loss at beginning of the fiscal year, net of tax $ (423 ) $ — $ (423 ) Other comprehensive loss before reclassifications (1) 18 (2 ) 16 Amortization of amounts included in net periodic benefit cost (2) 32 — 32 Net current-period Other comprehensive income (loss) (3) 50 (2 ) 48 Accumulated other comprehensive loss at the end of period, net of tax $ (373 ) $ (2 ) $ (375 ) (1) Amount is net of tax expense (benefit) of $9 , $(1) and $8 , respectively. (2) Amount is net of tax expense of $20 , $0 and $20 , respectively. (3) Amount is net of tax expense (benefit) of $29 , $(1) and $28 , respectively. Items reclassified out of Accumulated other comprehensive loss had the following impact on the Condensed Consolidated Statements of Operations: Third Quarter Ended Year-To-Date Ended December 3, December 5, December 3, December 5, Affected Line Item on Condensed Consolidated Statements of Operations Pension and postretirement benefit plan obligations: Amortization of amounts included in net periodic benefit expense (1) $ 7 $ 13 $ 23 $ 46 Selling and administrative expenses Amortization of amounts included in net periodic benefit expense (1) 1 2 2 6 Cost of sales Pension settlement charge 41 — 41 — Selling and administrative expenses Total reclassifications 49 15 66 52 Income tax benefit (16 ) (6 ) (22 ) (20 ) Income tax provision Total reclassifications, net of tax $ 33 $ 9 $ 44 $ 32 Interest rate swap cash flow hedge: Reclassification of cash flow hedge $ 2 $ — $ 3 $ — Interest expense, net Income tax benefit (1 ) — (1 ) — Income tax provision Total reclassifications, net of tax $ 1 $ — $ 2 $ — (1) Amortization of amounts included in net periodic benefit expense include amortization of prior service benefit and amortization of net actuarial loss as reflected in Note 9—Benefit Plans . As of December 3, 2016 , the Company expects to reclassify $3 out of Accumulated other comprehensive loss into Interest expense, net during the following twelve month period. |
Commitments, Contingencies and
Commitments, Contingencies and Off-Balance Sheet Arrangements | 9 Months Ended |
Dec. 03, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments, Contingencies and Off-Balance Sheet Arrangements | NOTE 12—COMMITMENTS, CONTINGENCIES AND OFF-BALANCE SHEET ARRANGEMENTS Guarantees and Contingent Liabilities The Company has outstanding guarantees related to certain leases, fixture financing loans and other debt obligations of various retailers as of December 3, 2016 . These guarantees were generally made to support the business growth of wholesale customers. The guarantees are generally for the entire terms of the leases or other debt obligations with remaining terms that range from less than one year to fifteen years, with a weighted average remaining term of approximately eight years. For each guarantee issued, if the wholesale customer or other third party defaults on a payment, the Company would be required to make payments under its guarantee. Generally, the guarantees are secured by indemnification agreements or personal guarantees of the wholesale customer. The Company reviews performance risk related to its guarantee obligations based on internal measures of credit performance. As of December 3, 2016 , the maximum amount of undiscounted payments the Company would be required to make in the event of default of all guarantees was $60 ( $48 on a discounted basis). Based on the indemnification agreements, personal guarantees and results of the reviews of performance risk, the Company believes the likelihood that it will be required to assume a material amount of these obligations is remote. Accordingly, no amount has been recorded in the Condensed Consolidated Balance Sheets for these contingent obligations under the Company’s guarantee arrangements. The Company is contingently liable for leases that have been assigned to various third parties in connection with facility closings and dispositions. The Company could be required to satisfy the obligations under the leases if any of the assignees are unable to fulfill their lease obligations. Due to the wide distribution of the Company’s lease assignments among third parties, and various other remedies available, the Company believes the likelihood that it will be required to assume a material amount of these obligations is remote. The Company is a party to a variety of contractual agreements under which it may be obligated to indemnify the other party for certain matters in the ordinary course of business, which indemnities may be secured by operation of law or otherwise. These agreements primarily relate to the Company’s commercial contracts, service agreements, contracts entered into for the purchase and sale of stock or assets, operating leases and other real estate contracts, financial agreements, agreements to provide services to the Company and agreements to indemnify officers, directors and employees in the performance of their work. While the Company’s aggregate indemnification obligation could result in a material liability, the Company is not aware of any matters that are expected to result in a material liability. Following the sale of New Albertson’s, Inc. (“NAI”) on March 21, 2013, the Company remains contingently liable with respect to certain self-insurance commitments and other guarantees as a result of parental guarantees issued by SUPERVALU with respect to the obligations of NAI that were incurred while NAI was a subsidiary of the Company. As of December 3, 2016 , using actuarial estimates as of June 30, 2016, the total undiscounted amount of all such guarantees was estimated at $121 ( $109 on a discounted basis). Based on the expected settlement of the self-insurance claims that underlie the Company’s commitments, the Company believes that such contingent liabilities will continue to decline. Subsequent to the sale of NAI, NAI collateralized most of these obligations with letters of credit and surety bonds to numerous states. Because NAI remains a primary obligor on these self-insurance and other obligations and has collateralized most of the self-insurance obligations for which the Company remains contingently liable, the Company believes that the likelihood that it will be required to assume a material amount of these obligations is remote. Accordingly, no amount has been recorded in the Condensed Consolidated Balance Sheets for these guarantees. Agreements with Save-A-Lot and Onex The Merger Agreement contains customary indemnification obligations of each party with respect to breaches of their respective representations, warranties and covenants, and certain other specified matters, on the terms and subject to the limitations set forth in the Merger Agreement. Similarly, the Separation Agreement contains indemnification obligations and covenants related to the separation of the assets and liabilities of the Save-A-Lot business from the Company. Pursuant to the Services Agreement, the Company is providing Save-A-Lot various technical, human resources, finance and other operational services for a term of five years, subject to termination provisions that can be exercised by each party. The Services Agreement generally requires each party to indemnify the other party against third-party claims arising out of the performance of or the provision or receipt of services under the Services Agreement. While the Company’s aggregate indemnification obligations to Save-A-Lot and Onex could result in a material liability, the Company is not aware of any matters that are expected to result in a material liability. Agreements with AB Acquisition LLC and Affiliates In connection with the sale of NAI, the Company entered into various agreements with AB Acquisition LLC and its affiliates related to on-going operations, including a Transition Services Agreement with each of NAI and Albertson’s LLC (collectively, the “TSA”) and operating and supply agreements. At the time of the sale of NAI, these arrangements had initial terms ranging from 12 months to five years , and are generally subject to renewal upon mutual agreement by the parties thereto and also include termination provisions that can be exercised by each party. On September 6, 2016, NAI and Albertson’s LLC each notified the Company that it was again exercising its right to renew the term of their respective Transition Services Agreement for an additional year. Pursuant to this notice, each TSA will now expire on September 21, 2018 unless renewed again by notice given no later than September 21, 2017. In addition, the Company operates a distribution center owned by NAI. On April 16, 2015, the Company entered into a letter agreement pursuant to which the Company is providing services to NAI and Albertson’s LLC as needed to transition and wind down the TSA. In exchange for these transition and wind down services, the Company is entitled to receive eight payments of approximately $6 every six months for aggregate fees of $50 . These payments are separate from and incremental to the fixed and variable fees the Company receives under the TSA. The Company estimates that the complete transition and wind down of the TSA could take approximately two to three more years. On May 28, 2015, the Company entered into a letter agreement with NAI and Albertson's LLC pursuant to which the Company received certain additional rights and benefits, and the Company and NAI and Albertson's LLC (and certain of their affiliates, including Safeway, with respect to provisions of the letter agreement applicable to them) agreed to resolve several issues. Among other matters resolved, NAI, Albertson's LLC and AB Acquisition agreed to no longer challenge, and waive all rights relating to, the Company's filing with the IRS in fiscal 2015 for a change in accounting method for NAI and its subsidiaries pursuant to the tangible property repair regulations. In consideration for the granting of the additional rights and benefits to the Company and the resolution of the various matters under the letter agreement, the Company paid $35 to AB Acquisition, the parent entity of NAI and Albertson's LLC. Haggen The Company entered into a transition services agreement with Haggen in December 2014 (the “Haggen TSA”) to provide certain services to 164 stores owned and being acquired by Haggen in five states. The Company also entered into a supply agreement with Haggen to supply goods and products to Haggen stores in Washington and Oregon. On September 8, 2015, Haggen filed voluntary petitions for reorganization under Chapter 11 of the U.S. Bankruptcy Code. Through the bankruptcy process, Haggen has now closed or sold all 164 stores. The transition and wind down of the Haggen TSA and supply agreement occurred in the second quarter of fiscal 2017, with the Company now providing limited services in connection with the wind down of the Haggen estate. The Company filed approximately $2 of administrative 503(b)(9) priority claims and approximately $8 of unsecured claims with the bankruptcy court, including a number of contingent claims. On September 30, 2016, the bankruptcy court approved settlement agreements resolving the Company’s unsecured claims against Haggen. In accordance with the terms of the settlement agreements, the Company received approximately $3 from Haggen on October 11, 2016, and it anticipates Haggen will make further payments of approximately $2 on account of the Company’s claims. Pursuant to the settlement agreement, Haggen has agreed not to pursue claw-backs of any transfers made to the Company. The Company could be exposed to claims from third parties from which the Company sourced products, services, licenses and similar benefits on behalf of Haggen. The Company has reserved for probable losses related to a portion of these claims and receivables. It is reasonably possible that the Company could experience losses in excess of the amount of such reserves; however, at this time the Company cannot reasonably estimate a range of such excess losses because of the factual and legal issues related to whether the Company would have liability for any such third-party claims, if such third-party claims were asserted against the Company. Information Technology Intrusions Computer Network Intrusions – In fiscal 2015, the Company announced it had experienced two separate criminal intrusions into the portion of its computer network that processes payment card transactions for some of its owned and franchised retail stores, including some of its associated stand-alone liquor stores. An investigation of those intrusions supported by third-party data forensics experts is ongoing. Given the continuing nature of the investigation, it is possible that it will be determined that information was stolen from the Company during one or both of these intrusions, or that new or different time frames, locations, at-risk data, and/or other facts will be identified in the future. Some stores owned and operated by Albertson's LLC and NAI experienced related criminal intrusions. The Company provides information technology services to these Albertson's LLC and NAI stores pursuant to the TSA, and the Company has been working together with Albertson's LLC and NAI to respond to the intrusions into their stores. The Company believes that any losses incurred by Albertson's LLC or NAI as a result of the intrusions affecting their stores would not be the Company's responsibility. Investigations and Proceedings – As a result of the criminal intrusions, the payment card brands are conducting investigations and, although the Company’s network has previously been found to be compliant with applicable data security standards, the forensic investigator working on behalf of the payment card brands has concluded that the Company was not in compliance at the time of the intrusions and that the alleged non-compliance caused at least some portion of the compromise of payment card data that allegedly occurred during the intrusions. On August 1, 2016, MasterCard provided notice of its assessment of non-ordinary course expenses and incremental counterfeit fraud losses allegedly incurred by it or its issuers as a result of the criminal intrusions. On September 1, 2016, the Company submitted an appeal of the assessment to MasterCard and, while the Company continues to believe that the assessment is without merit, the Company believes that a settlement with MasterCard is probable. On December 5, 2016, MasterCard denied the appeal and imposed a reduced assessment. The Company expects the other payment card brands to also allege that the Company was not compliant with the applicable data security standards at the time of the intrusions and that such alleged non-compliance caused the compromise of payment card data during the intrusions. The Company believes these payment card brands will also make claims against the Company for non-ordinary course operating expenses and incremental counterfeit fraud losses allegedly incurred by them or their issuers by reason of the intrusions and the Company expects to dispute those claims. While the Company does not believe that a loss is probable by reason of these as yet unasserted claims, the Company believes that a loss in connection with these claims, should they be asserted, is reasonably possible; however, at this time the Company cannot reasonably estimate a range of possible losses because the payment card brands’ investigation is ongoing and the payment card brands have not alleged what payment cards they consider to have been compromised, what data from those cards they consider to have been compromised, or the amount of their and/or their issuers' claimed losses. Similar to the assessment imposed by MasterCard, the Company does not currently believe that any amount that may be paid for other payment card brand claims that might be asserted will be material to the Company’s consolidated results of operations, cash flows or financial condition. In addition, one payment card brand has placed the Company in a “probationary status” for a period of two years following the Company's re-validation as PCI-DSS compliant, during which time the Company's failure to comply with the probationary requirements set forth by the payment card brand could result in the imposition of further conditions, including but not limited to disqualification from the payment system. The Company does not anticipate material costs to comply with the probationary requirements. On October 23, 2015, the Company received a letter from a multistate group of Attorneys General seeking information regarding the intrusions. The Company is cooperating with the request. To date, no claims have been asserted against the Company related to this inquiry. If any claims are asserted, the Company expects to dispute those claims. As discussed in more detail below in this Note 12 under Legal Proceedings , four class action complaints related to the intrusions have been filed against the Company and consolidated into one action and are currently pending. As indicated below, the Company believes that the likelihood of a material loss from the four class actions is remote. It is possible that other similar complaints by consumers, banks or others may be filed against the Company in connection with the intrusions. Insurance Coverage and Expenses – The Company had $50 of cyber threat insurance above a per incident deductible of $1 at the time of the intrusions, which it believes should mitigate the financial effect of these intrusions, including claims made or that might be made against the Company based on these intrusions. The Company now maintains $90 of cyber threat insurance above a per incident deductible of approximately $3 , in each case subject to certain sublimits. Other Contractual Commitments In the ordinary course of business, the Company enters into supply contracts to purchase products for resale and purchase and service contracts for fixed asset and information technology commitments. These contracts typically include either volume commitments or fixed expiration dates, termination provisions and other standard contractual considerations. As of December 3, 2016 , the Company had approximately $275 of non-cancelable future purchase obligations. Legal Proceedings The Company is subject to various lawsuits, claims and other legal matters that arise in the ordinary course of conducting business. In the opinion of management, based upon currently available facts, the likelihood that the ultimate outcome of any lawsuits, claims and other proceedings will have a material adverse effect on the overall results of the Company’s operations, its cash flows or its financial position is remote. In September 2008, a class action complaint was filed against the Company, as well as International Outsourcing Services, LLC (“IOS”); Inmar, Inc.; Carolina Manufacturer’s Services, Inc.; Carolina Coupon Clearing, Inc. and Carolina Services in the United States District Court in the Eastern District of Wisconsin. The plaintiffs in the case are a consumer goods manufacturer, a grocery co-operative and a retailer marketing services company that allege on behalf of a purported class that the Company and the other defendants (i) conspired to restrict the markets for coupon processing services under the Sherman Act and (ii) were part of an illegal enterprise to defraud the plaintiffs under the Federal Racketeer Influenced and Corrupt Organizations Act. The plaintiffs seek monetary damages, attorneys’ fees and injunctive relief. The Company intends to vigorously defend this lawsuit; however, all proceedings have been stayed in the case pending the result of the criminal prosecution of certain former officers of IOS. In December 2008, a class action complaint was filed in the United States District Court for the Western District of Wisconsin against the Company alleging that a 2003 transaction between the Company and C&S Wholesale Grocers, Inc. (“C&S”) was a conspiracy to restrain trade and allocate markets. In the 2003 transaction, the Company purchased certain assets of the Fleming Corporation as part of Fleming Corporation’s bankruptcy proceedings and sold certain assets of the Company to C&S that were located in New England. Three other retailers filed similar complaints in other jurisdictions and the cases were consolidated and are proceeding in the United States District Court in Minnesota. The complaints allege that the conspiracy was concealed and continued through the use of non-compete and non-solicitation agreements and the closing down of the distribution facilities that the Company and C&S purchased from each other. Plaintiffs are seeking monetary damages, injunctive relief and attorneys’ fees. On July 5, 2011, the District Court granted the Company’s Motion to Compel Arbitration for those plaintiffs with arbitration agreements and plaintiffs appealed. On July 16, 2012, the District Court denied plaintiffs’ Motion for Class Certification and on January 11, 2013, the District Court granted the Company’s Motion for Summary Judgment and dismissed the case regarding the non-arbitration plaintiffs. On February 12, 2013, the 8th Circuit reversed the District Court decision requiring plaintiffs with arbitration agreements to arbitrate and remanded to the District Court. On October 30, 2013, the parties attended a District Court ordered mandatory mediation, which was not successful in resolving the matter. On May 21, 2014, a panel of the 8th Circuit (1) reversed the District Court’s decision granting summary judgment in favor of the Company, and (2) affirmed the District Court’s decision denying class certification of a class consisting of all retailers located in the States of Illinois, Indiana, Iowa, Michigan, Minnesota, Ohio and Wisconsin that purchased wholesale grocery products from the Company between December 31, 2004 and September 13, 2008, but remanded the case for the District Court to consider whether to certify a narrower class of purchasers supplied from the Company’s Champaign, Illinois distribution center and potentially other distribution centers. On June 19, 2015, the District Court Magistrate Judge entered an order that decided a number of matters including granting plaintiffs' request to seek class certification for certain Midwest Distribution Centers and denying plaintiffs' request to add an additional New England plaintiff and denying plaintiffs’ request to seek class certification for a group of New England retailers. On August 20, 2015, the District Court affirmed the Magistrate Judge’s order. In September 2015, the plaintiffs appealed to the 8th Circuit the denial of the request to add an additional New England plaintiff and to seek class certification for a group of New England retailers and the hearing before the 8th Circuit occurred on May 17, 2016. On March 1, 2016, the plaintiffs filed a class certification motion seeking to certify five District Court classes of retailers in the Midwest and the Company filed its response on May 6, 2016. On September 7, 2016, the District Court granted plaintiffs’ motion to certify five Midwest distribution center classes, only one of which is suing the Company (the non-arbitration Champaign distribution center class). On September 21, 2016, the Company filed a petition with the 8th Circuit seeking permission to file an interlocutory appeal of the class certification decision, which was denied by the 8th Circuit on November 17, 2016. The District Court has ordered a mandatory settlement conference for February 14-15, 2017. The Company continues to vigorously defend this lawsuit. Due to the mandatory settlement conference, it is probable that the parties will engage in settlement negotiations as required by the District Court, which may result in a settlement of the matter. However, the Company cannot reasonably estimate the range of loss, if any, that may result from this matter due to the procedural status of the case and the lack of a formal demand on the Company by the plaintiffs. In August and November 2014, four class action complaints were filed against the Company relating to the criminal intrusions into its computer network announced by the Company in fiscal 2015 (the “Criminal Intrusion”). The cases were centralized in the Federal District Court for the District of Minnesota under the caption In Re: SUPERVALU Inc. Customer Data Security Breach Litigation . On June 26, 2015, the plaintiffs filed a Consolidated Class Action Complaint. The Company filed a Motion to Dismiss the Consolidated Class Action Complaint and the hearing took place on November 3, 2015. On January 7, 2016, the District Court granted the Motion to Dismiss and dismissed the case without prejudice, holding that the plaintiffs did not have standing to sue as they had not met their burden of showing any compensable damages. On February 4, 2016, the plaintiffs filed a motion to vacate the District Court's dismissal of the complaint or in the alternative to conduct discovery and file an amended complaint, and the Company filed its response in opposition on March 4, 2016. On April 20, 2016, the District Court denied plaintiffs' motion to vacate the District Court's dismissal or in the alternative to amend the complaint. On May 18, 2016, plaintiffs appealed to the 8th Circuit and on May 31, 2016, the Company filed a cross-appeal to preserve its additional arguments for dismissal of the plaintiffs' complaint. To date, no hearing date has been set for the 8th Circuit argument. On June 30, 2015, the Company received a letter from the Office for Civil Rights of the U.S. Department of Health and Human Services (“OCR”) seeking documents and information regarding the Company’s HIPAA breach notification and reporting from 2009 to the present. The letter indicates that the OCR Midwest Region is doing a compliance review of the Company’s alleged failure to report small breaches of protected health information related to its pharmacy operations (e.g., any incident involving less than 500 individuals). On September 4, 2015, the Company submitted its response to OCR’s letter. While the Company does not believe that a loss is probable by reason of the compliance review, the Company believes that a loss is reasonably possible; however, at this time the Company cannot estimate a range of possible losses because the OCR's review is at the early stages and the Company does not know if OCR will find a violation(s) and, if so, what violation(s) and whether OCR will proceed with corrective action, issuance of penalties or monetary settlement. The potential penalties related to the issues being investigated are up to $50 thousand per violation (which can be counted per day) with a $1.5 per calendar year maximum for multiple violations of a single provision (with the potential for finding violations of multiple provisions each with a separate $1.5 per calendar year maximum); however, as noted above, any actual penalties will be determined only after consideration by OCR of various factors, including the nature of any violation, remedial actions taken by the Company and other factors determined relevant by OCR. On September 21, 2016, the Company received an administrative subpoena issued by the Drug Enforcement Administration (“DEA”) on September 9, 2016. In addition to requesting information on the Company's pharmacy policies and procedures generally, the subpoena also requested the production of documents that are required to be kept and maintained by the Company pursuant to the Controlled Substances Act and its implementing regulations. On November 23, 2016, the Company responded to the subpoena and is cooperating fully with DEA. While the Company cannot predict the outcome of this matter at this time, the Company does not believe that a monetary loss is probable. However, the Company believes that a monetary loss is reasonably possible, but cannot estimate the amount of any such loss as the Company does not know what violation(s) the DEA will find and whether the DEA will pursue corrective action or monetary penalties. Predicting the outcomes of claims and litigation and estimating related costs and exposures involves substantial uncertainties that could cause actual outcomes, costs and exposures to vary materially from current expectations. The Company regularly monitors its exposure to the loss contingencies associated with these matters and may from time to time change its predictions with respect to outcomes and its estimates with respect to related costs and exposures. With respect to the IOS, Criminal Intrusion and OCR matters discussed above, the Company believes the chance of a material loss is remote. It is possible, although management believes that the likelihood is remote, that material differences in actual outcomes, costs and exposures relative to current predictions and estimates, or material changes in such predictions or estimates, could have a material adverse effect on the Company’s financial condition, results of operations or cash flows. |
Segment Information
Segment Information | 9 Months Ended |
Dec. 03, 2016 | |
Segment Reporting [Abstract] | |
Segment Information | NOTE 13—SEGMENT INFORMATION Refer to the Condensed Consolidated Segment Financial Information for the Company’s segment information. |
Discontinued Operations
Discontinued Operations | 9 Months Ended |
Dec. 03, 2016 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | NOTE 14—DISCONTINUED OPERATIONS The Company determined that the Save-A-Lot business met the criteria to be held-for-sale and classified as a discontinued operation during the third quarter of fiscal 2017. The Save-A-Lot business was previously disclosed as a separate reporting segment of the Company. The assets, liabilities, operating results, and cash flows of the Save-A-Lot business as provided under the Merger Agreement and the Separation Agreement have been presented separately as discontinued operations in the Condensed Consolidated Financial Statements for all periods presented. In addition, discontinued operations include the results of operations and cash flows attributed to the assets and liabilities of the NAI business. The major classes of operating results classified as discontinued operations within the Condensed Consolidated Statements of Operations were as follows: Third Quarter Ended Year-To-Date Ended December 3, December 5, December 3, December 5, Net sales $ 1,038 $ 1,069 $ 3,529 $ 3,567 Cost of sales 874 905 2,969 3,016 Gross profit 164 164 560 551 Selling and administrative expenses 135 129 454 430 Goodwill impairment charge 37 — 37 — Operating (loss) earnings (8 ) 35 69 121 Interest expense (income), net — — 1 (6 ) (Loss) earnings from discontinued operations before income taxes (8 ) 35 68 127 Income tax provision 6 16 35 49 (Loss) income from discontinued operations, net of tax $ (14 ) $ 19 $ 33 $ 78 The carrying amounts of major classes of assets and liabilities that were classified as discontinued operations on the Condensed Consolidated Balance Sheets were as follows: December 3, 2016 February 27, 2016 Current assets Cash and cash equivalents $ 17 $ 15 Receivables, net 37 45 Inventories, net 321 298 Other current assets 19 18 Total current assets of discontinued operations 394 376 Long-term assets Property, plant and equipment, net 473 460 Goodwill 106 142 Intangible assets, net 8 8 Deferred tax assets (8 ) (10 ) Other assets 12 13 Total long-term assets of discontinued operations 591 613 Total assets of discontinued operations $ 985 $ 989 Current liabilities Accounts payable $ 244 $ 289 Accrued vacation, compensation and benefits 35 34 Current maturities of capital lease obligations 1 1 Other current liabilities 25 22 Total current liabilities of discontinued operations 305 346 Long-term liabilities Long-term capital lease obligations 9 9 Long-term tax liabilities 7 6 Other long-term liabilities 29 27 Total long-term liabilities of discontinued operations 45 42 Total liabilities of discontinued operations 350 388 Net assets of discontinued operations $ 635 $ 601 Gain on Sale The Company will record a gain on the Sale in an amount the Company estimates to be between $560 and $580 in the fourth quarter of fiscal 2017, which will be classified within discontinued operations. Income taxes on the gain are estimated to be recorded at a significantly reduced effective rate due to the anticipated utilization of capital loss carryforwards and the release of valuation allowances of approximately $255 to $275 . Impairment Charge Prior to the classification of the Save-A-Lot business as held-for-sale, the Company assessed the carrying value of the Save-A-Lot business for impairment in accordance with generally accepted accounting principles to determine if the carrying value of the Save-A-Lot assets exceeded their estimated fair value, prior to measuring the held-for-sale business at fair value less cost to sell. The carrying value of the total net assets of the Save-A-Lot reporting units were compared to their estimated fair value based on the proceeds expected to be received pursuant to the Merger Agreement. The Company's review of goodwill indicated that the estimated fair value of the Save-A-Lot licensee distribution reporting unit was in excess of its carrying value, but that the carrying value of the Save-A-Lot corporate stores reporting unit exceeded its estimated fair value. The Company recorded a non-cash goodwill impairment charge of $37 before tax during the third quarter of fiscal 2017, which was included as a component of (Loss) income from discontinued operations, net of tax , resulting from a decline in discounted cash flows under the income approach and indicated reporting unit fair values under the market approach. The calculation of the impairment charge contains significant judgments and estimates including weighted average cost of capital, future revenue, profitability, cash flows and fair values of assets and liabilities. |
Subsequent Events Subsequent Ev
Subsequent Events Subsequent Events | 9 Months Ended |
Dec. 03, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE 15—SUBSEQUENT EVENTS Refer to Note 1—Summary of Significant Accounting Policies , Note 6—Long-Term Debt and Note 14—Discontinued Operations for the Company's subsequent events information related to sale of the Save-A-Lot business. |
Summary of Significant Accoun26
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Dec. 03, 2016 | |
Accounting Policies [Abstract] | |
Statement of Registrant | Statement of Registrant The accompanying Condensed Consolidated Financial Statements of SUPERVALU INC. (the “Company”, “SUPERVALU”, “we”, “us” or “our”) for the third quarters and year-to-date periods ended December 3, 2016 and December 5, 2015 are unaudited and, in the opinion of management, contain all adjustments that are of a normal and recurring nature necessary to present fairly the financial condition, results of operations and cash flows for such periods. The Condensed Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and related notes in the Company’s Annual Report on Form 10-K for the fiscal year ended February 27, 2016 . The results of operations for the third quarter and fiscal year-to-date ended December 3, 2016 are not necessarily indicative of the results expected for the full year. |
Accounting Policies | Accounting Policies The summary of significant accounting policies is included in the Notes to Consolidated Financial Statements set forth in the Company’s Annual Report on Form 10-K for the fiscal year ended February 27, 2016 . |
Fiscal Year | Fiscal Year The Company operates on a 52/53 week fiscal year basis, with its fiscal year ending on the last Saturday in February. References to the third quarters of fiscal 2017 and 2016 relate to the 12 week fiscal quarters ended December 3, 2016 and December 5, 2015 , respectively. References to fiscal 2017 and 2016 year-to-date relate to the 40 week fiscal periods ended December 3, 2016 and December 5, 2015 , respectively. |
Use of Estimates | Use of Estimates The preparation of the Company’s Condensed Consolidated Financial Statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid investments with a maturity of three months or less at the time of purchase to be cash equivalents. The Company’s banking arrangements allow the Company to fund outstanding checks when presented to the financial institution for payment. The Company funds all intraday bank balance overdrafts during the same business day. Checks outstanding in excess of bank balances create net book overdrafts, which are recorded in Accounts payable in the Condensed Consolidated Balance Sheets and are reflected as an operating activity in the Condensed Consolidated Statements of Cash Flows. As of December 3, 2016 and February 27, 2016 , the Company had net book overdrafts of $88 and $79 , respectively. |
Inventories, Net | Inventories, Net Inventories are valued at the lower of cost or market. Substantially all of the Company’s inventories consist of finished goods and a substantial portion of the Company’s inventories have a last-in, first-out (“LIFO”) reserve applied. Interim LIFO calculations are based on the Company’s estimates of expected year-end inventory levels and costs, as the actual valuation of inventory under the LIFO method is computed at the end of each year based on the inventory levels and costs at that time. If the first-in, first-out method had been used, Inventories, net would have been higher by approximately $218 at December 3, 2016 and $215 at February 27, 2016 . The Company recorded a LIFO charge of $1 and $1 for the third quarters ended December 3, 2016 and December 5, 2015 , respectively. The Company recorded a LIFO charge of $3 and $6 for fiscal 2017 and 2016 year-to-date, respectively. |
Recently Issued Accounting Standards | Recently Issued Accounting Standards In August 2016, the Financial Accounting Standards Board (“FASB”) issued authoritative guidance under Accounting Standard Update (“ASU”) 2016-15, Statement of Cash Flows (Topic 320): Classification of Certain Cash Receipts and Cash Payments. ASU 2016-15 clarifies how certain cash receipts and payments should be presented in the statement of cash flows. The Company is required to adopt this new guidance in the first quarter of fiscal 2019. The Company is currently evaluating the potential impact of adoption of this standard on its consolidated financial statements. In June 2016, the FASB issued authoritative guidance under ASU 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. ASU 2016-13 changes the impairment model for most financial assets and certain other instruments. For trade and other receivables, held-to-maturity debt securities, loans and other instruments, entities will be required to use a new forward-looking “expected loss” model that will replace today’s “incurred loss” model and generally will result in the earlier recognition of allowances for losses. For available-for-sale debt securities with unrealized losses, entities will measure credit losses in a manner similar to current practice, except that the losses will be recognized as an allowance. The Company is required to adopt this new guidance in the first quarter of fiscal 2021. The Company is currently evaluating the potential impact of adoption of this standard on its consolidated financial statements. In March 2016, the FASB issued authoritative guidance under ASU 2016-09, Compensation-Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting . ASU 2016-09 provides for simplification of several aspects of the accounting for share-based payment transactions, including income tax consequences, classification of awards as either equity or liabilities and classification on the statement of cash flows. The Company is required to adopt this new guidance in the first quarter of fiscal 2018. The Company is currently evaluating the potential impact of adoption of this standard on its consolidated financial statements. In February 2016, the FASB issued authoritative guidance under ASU 2016-02, Leases (Topic 842) . ASU 2016-02 provides new comprehensive lease accounting guidance that supersedes existing lease guidance. Upon adoption of ASU 2016-02, the Company will be required to recognize most leases on its balance sheet at the beginning of the earliest comparative period presented with a corresponding adjustment to stockholders' equity. ASU 2016-02 requires the Company to capitalize most current operating lease obligations as right-of-use assets based on the present value of future operating lease payments and to recognize a corresponding liability. Criteria for distinguishing leases between finance and operating are substantially similar to criteria for distinguishing between capital leases and operating leases in existing lease guidance. The Company is required to adopt this new guidance in the first quarter of fiscal 2020. The Company is currently evaluating the potential impact of adoption of this standard on its consolidated financial statements. In January 2016, the FASB issued authoritative guidance under ASU 2016-01, Financial Instruments—Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities . ASU 2016-01 revises the classification, measurement and disclosure of investments in equity securities. The Company is required to adopt this new guidance in the first quarter of fiscal 2019. The Company is currently evaluating the potential impact of adoption of this standard on its consolidated financial statements. In May 2014, the FASB issued authoritative guidance under ASU 2014-09, Revenue from Contracts with Customers (Topic 606): Revenue from Contracts with Customers . ASU 2014-09 supersedes existing revenue recognition requirements and provides a new comprehensive revenue recognition model that requires entities to recognize revenue to depict the transfer of goods or services to a customer at an amount that reflects the consideration it expects to receive in exchange for those goods or services. The new guidance will likely be adopted by the Company during the first quarter of fiscal 2019, as permitted by ASU 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date . The adoption will include updates as provided under ASU 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net); ASU 2016-10, Revenue from Contracts with Customers: Identifying Performance Obligations and Licensing; and ASU 2016-12, Revenue from Contracts with Customers: Narrow-Scope Improvements and Practical Expedients. Adoption is allowed by either the full retrospective or modified retrospective approach. The Company is currently evaluating which approach it will apply and the potential impact of the adoption on its consolidated financial statements. |
Discontinued Operations, Policy [Policy Text Block] | Discontinued Operations On December 5, 2016, the Company completed the previously announced sale of the Company’s Save-A-Lot business (the “Sale”) to SAL Acquisition Corp (f/k/a Smith Acquisition Corp), an affiliate of Onex Partners Managers LP (“Purchaser”), for a purchase price of $1,365 in cash, subject to customary closing adjustments that were estimated at the time of the Sale to reduce the purchase price by approximately $64 . The Sale was completed pursuant to the terms of the Agreement and Plan of Merger, dated as of October 16, 2016 (the “Merger Agreement”), by and among Purchaser, SAL Merger Sub Corp (f/k/a Smith Merger Sub Corp), a newly formed wholly owned subsidiary of the Purchaser, the Company and Moran Foods, LLC, a wholly owned subsidiary of the Company prior to the Sale (“Moran Foods”). Concurrently with entering into the Merger Agreement, the Company and Moran Foods also entered into a Separation Agreement (the “Separation Agreement”) pursuant to which, among other things, the assets and liabilities of the Save-A-Lot business were transferred to and assumed by Moran Foods prior to the completion of the Sale. As contemplated by the Merger Agreement, in connection with the completion of the Sale, on December 5, 2016, the Company and Moran Foods entered into a Services Agreement (the “Services Agreement”), whereby the Company is providing certain professional services to Save-A-Lot for a period of five years, on and subject to the terms and conditions set forth therein. The assets, liabilities, operating results, and cash flows of Save-A-Lot have been presented separately as discontinued operations in the Condensed Consolidated Financial Statements for all periods presented. See Note 14—Discontinued Operations for additional information regarding these discontinued operations. |
Goodwill and Intangible Asset27
Goodwill and Intangible Assets, Net (Tables) | 9 Months Ended |
Dec. 03, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Changes in Company's Goodwill and Intangible Assets | Changes in the Company’s Goodwill and Intangible assets, net consisted of the following: February 27, Additions Impairments Other net adjustments December 3, Goodwill: Wholesale $ 710 $ — $ — $ — $ 710 Retail 15 — (15 ) — — Total goodwill $ 725 $ — $ (15 ) $ — $ 710 Intangible assets: Favorable operating leases, prescription files, customer lists and other (accumulated amortization of $102 and $95 as of December 3, 2016 and February 27, 2016, respectively) $ 131 $ 2 $ — $ (1 ) $ 132 Trademarks and tradenames – indefinite useful lives 10 — — — 10 Non-compete agreements (accumulated amortization of $2 and $2 as of December 3, 2016 and February 27, 2016, respectively) 3 — — — 3 Total intangible assets 144 2 — (1 ) 145 Accumulated amortization (97 ) (7 ) — — (104 ) Total intangible assets, net $ 47 $ 41 |
Reserves for Closed Propertie28
Reserves for Closed Properties and Property, Plant and Equipment-Related Impairment Charges (Tables) | 9 Months Ended |
Dec. 03, 2016 | |
Property, Plant and Equipment [Abstract] | |
Changes in Company's Reserves | Changes in the Company’s reserves for closed properties consisted of the following: December 3, Reserves for closed properties at beginning of the fiscal year $ 29 Additions 3 Payments (8 ) Adjustments (2 ) Reserves for closed properties at the end of period $ 22 |
Fair value of property, plant and equipment on a non-recurring basis | The following table presents impairment charges related to property, plant and equipment measured at fair value on a non-recurring basis: Third Quarter Ended Year-To-Date Ended December 3, December 5, December 3, December 5, Property, plant and equipment: Carrying value $ — $ 1 $ 4 $ 1 Fair value measured using Level 3 inputs — — 2 — Impairment charge $ — $ 1 $ 2 $ 1 |
Fair Value Measurements Fair Va
Fair Value Measurements Fair Value Measurements Recurring and Nonrecurring (Tables) | 9 Months Ended | |
Dec. 03, 2016 | Dec. 05, 2015 | |
Fair Value Disclosures [Abstract] | ||
Fair Value Measurements, Recurring and Nonrecurring [Table Text Block] | Recurring fair value measurements were as follows: December 3, 2016 Balance Sheet Location Level 1 Level 2 Level 3 Total Assets: Deferred compensation Other assets $ 5 $ — $ — $ 5 Total $ 5 $ — $ — $ 5 Liabilities: Deferred compensation Other current liabilities $ — $ 7 $ — $ 7 Deferred compensation Other long-term liabilities — 27 — 27 Diesel fuel derivatives Other current liabilities — — — — Interest rate swap derivative Other current liabilities — 3 — 3 Interest rate swap derivative Other long-term liabilities — 2 — 2 Total $ — $ 39 $ — $ 39 | February 27, 2016 Balance Sheet Location Level 1 Level 2 Level 3 Total Assets: Deferred compensation Other assets $ 6 $ — $ — $ 6 Total $ 6 $ — $ — $ 6 Liabilities: Deferred compensation Other current liabilities $ — $ 7 $ — $ 7 Deferred compensation Other long-term liabilities — 33 — 33 Diesel fuel derivatives Other current liabilities — 2 — 2 Interest rate swap derivative Other current liabilities — 3 — 3 Interest rate swap derivative Other long-term liabilities — 3 — 3 Total $ — $ 48 $ — $ 48 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 9 Months Ended |
Dec. 03, 2016 | |
Debt Disclosure [Abstract] | |
Long-Term Debt and Capital Lease Obligations | The Company’s long-term debt consisted of the following: December 3, February 27, 5.50% Secured Term Loan Facility due March 2019 $ 1,356 $ 1,459 6.75% Senior Notes due June 2021 400 400 7.75% Senior Notes due November 2022 350 350 1.69% to 3.75% Revolving ABL Credit Facility due February 2021 260 138 Debt financing costs, net (37 ) (45 ) Original issue discount on debt (2 ) (5 ) Total debt 2,327 2,297 Less current maturities of long-term debt (1,066 ) (100 ) Long-term debt $ 1,261 $ 2,197 |
Stock-Based Awards (Tables)
Stock-Based Awards (Tables) | 9 Months Ended |
Dec. 03, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Assumptions Related to Estimated Fair Value of Options Grant Date | The Company used the Black-Scholes option pricing model to estimate the fair value of the options at grant date based upon the following assumptions: Year-To-Date Ended December 3, December 5, Dividend yield — % —% Volatility rate 54.2 % 49.0—50.6% Risk-free interest rate 1.3 % 1.2—1.4% Expected life 5.0 years 4.0—5.0 years The Company used the Monte Carlo method to estimate the fair value of the PSUs at grant date based upon the following assumptions: Year-To-Date Ended December 3, Dividend yield — % Volatility rate 41.3 % Risk-free interest rate 0.9 % Expected life 2.8 years |
Benefit Plans (Tables)
Benefit Plans (Tables) | 9 Months Ended |
Dec. 03, 2016 | |
Compensation and Retirement Disclosure [Abstract] | |
Net Periodic Benefit Expense and Contributions for Defined Benefit Pension Plans and Other Postretirement Benefit Plans | Net periodic benefit expense (income) and contributions for defined benefit pension and other postretirement benefit plans consisted of the following: Third Quarter Ended Pension Benefits Other Postretirement Benefits December 3, December 5, December 3, December 5, Interest cost $ 20 $ 24 $ — $ 1 Expected return on assets (33 ) (32 ) — — Amortization of prior service benefit — — (2 ) (4 ) Amortization of net actuarial loss 10 18 — 1 Pension settlement charge 41 — — — Net periodic benefit expense (income) $ 38 $ 10 $ (2 ) $ (2 ) Contributions to benefit plans $ — $ — $ — $ — Year-To-Date Ended Pension Benefits Other Postretirement Benefits December 3, December 5, December 3, December 5, Interest cost $ 66 $ 81 $ 1 $ 3 Expected return on assets (110 ) (108 ) — — Amortization of prior service benefit — — (10 ) (12 ) Amortization of net actuarial loss 34 60 1 4 Pension settlement charge 41 — — — Net periodic benefit expense (income) $ 31 $ 33 $ (8 ) $ (5 ) Contributions to benefit plans $ (2 ) $ (27 ) $ — $ (11 ) |
Net Earnings (Loss) Per Share (
Net Earnings (Loss) Per Share (Tables) | 9 Months Ended |
Dec. 03, 2016 | |
Earnings Per Share [Abstract] | |
Calculation of Basic and Diluted Net Earnings (Loss) Per Share | The following table reflects the calculation of basic and diluted net (loss) earnings per share: Third Quarter Ended Year-To-Date Ended December 3, December 5, December 3, December 5, Net (loss) earnings from continuing operations $ (11 ) $ 16 $ 21 $ 54 Less net earnings attributable to noncontrolling interests (1 ) (1 ) (3 ) (6 ) Net (loss) earnings from continuing operations attributable to SUPERVALU INC. (12 ) 15 18 48 (Loss) income from discontinued operations, net of tax (14 ) 19 33 78 Net (loss) earnings attributable to SUPERVALU INC. $ (26 ) $ 34 $ 51 $ 126 Weighted average number of shares outstanding—basic 265 264 265 263 Dilutive impact of stock-based awards — 4 2 5 Weighted average number of shares outstanding—diluted 265 268 267 268 Basic net (loss) earnings per share attributable to SUPERVALU INC.: Continuing operations $ (0.04 ) $ 0.05 $ 0.07 $ 0.18 Discontinued operations $ (0.06 ) $ 0.07 $ 0.12 $ 0.30 Basic net (loss) earnings per share $ (0.10 ) $ 0.13 $ 0.19 $ 0.48 Diluted net (loss) earnings per share attributable to SUPERVALU INC.: Continuing operations $ (0.04 ) $ 0.05 $ 0.07 $ 0.18 Discontinued operations $ (0.06 ) $ 0.07 $ 0.12 $ 0.29 Diluted net (loss) earnings per share $ (0.10 ) $ 0.13 $ 0.19 $ 0.47 |
Comprehensive Income and Accu34
Comprehensive Income and Accumulated Other Comprehensive Loss (Tables) | 9 Months Ended |
Dec. 03, 2016 | |
Equity [Abstract] | |
Schedule of Changes in Accumulated Other Comprehensive Loss | Changes in Accumulated other comprehensive loss by component for fiscal 2016 year-to-date are as follows: Benefit Plans Interest Rate Swap Total Accumulated other comprehensive loss at beginning of the fiscal year, net of tax $ (423 ) $ — $ (423 ) Other comprehensive loss before reclassifications (1) 18 (2 ) 16 Amortization of amounts included in net periodic benefit cost (2) 32 — 32 Net current-period Other comprehensive income (loss) (3) 50 (2 ) 48 Accumulated other comprehensive loss at the end of period, net of tax $ (373 ) $ (2 ) $ (375 ) (1) Amount is net of tax expense (benefit) of $9 , $(1) and $8 , respectively. (2) Amount is net of tax expense of $20 , $0 and $20 , respectively. (3) Amount is net of tax expense (benefit) of $29 , $(1) and $28 , respectively. Changes in Accumulated other comprehensive loss by component for fiscal 2017 year-to-date are as follows: Benefit Plans Interest Rate Swap Total Accumulated other comprehensive loss at beginning of the fiscal year, net of tax $ (418 ) $ (4 ) $ (422 ) Other comprehensive loss before reclassifications (1) 69 — 69 Amortization of amounts included in net periodic benefit cost (2) 15 — 15 Amortization of cash flow hedge (3) — 2 2 Pension settlement charge (4) 29 — 29 Net current-period Other comprehensive income (5) 113 2 115 Accumulated other comprehensive loss at the end of period, net of tax $ (305 ) $ (2 ) $ (307 ) (1) Amount is net of tax expense of $33 , $0 and $33 , respectively. (2) Amount is net of tax expense of $10 , $0 and $10 , respectively. (3) Amount is net of tax expense of $0 , $1 and $1 , respectively. (4) Amount is net of tax expense of $12 , $0 and $12 , respectively. (5) Amount is net of tax expense of $55 , $1 and $56 , respectively. |
Summary of Items Reclassified Out of Pension and Postretirement Benefit Plan Accumulated Other Comprehensive Loss | Items reclassified out of Accumulated other comprehensive loss had the following impact on the Condensed Consolidated Statements of Operations: Third Quarter Ended Year-To-Date Ended December 3, December 5, December 3, December 5, Affected Line Item on Condensed Consolidated Statements of Operations Pension and postretirement benefit plan obligations: Amortization of amounts included in net periodic benefit expense (1) $ 7 $ 13 $ 23 $ 46 Selling and administrative expenses Amortization of amounts included in net periodic benefit expense (1) 1 2 2 6 Cost of sales Pension settlement charge 41 — 41 — Selling and administrative expenses Total reclassifications 49 15 66 52 Income tax benefit (16 ) (6 ) (22 ) (20 ) Income tax provision Total reclassifications, net of tax $ 33 $ 9 $ 44 $ 32 Interest rate swap cash flow hedge: Reclassification of cash flow hedge $ 2 $ — $ 3 $ — Interest expense, net Income tax benefit (1 ) — (1 ) — Income tax provision Total reclassifications, net of tax $ 1 $ — $ 2 $ — (1) Amortization of amounts included in net periodic benefit expense include amortization of prior service benefit and amortization of net actuarial loss as reflected in Note 9—Benefit Plans . |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 9 Months Ended |
Dec. 03, 2016 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Summary of Company's Operating Results and Certain Other Directly Attributable Expenses | The major classes of operating results classified as discontinued operations within the Condensed Consolidated Statements of Operations were as follows: Third Quarter Ended Year-To-Date Ended December 3, December 5, December 3, December 5, Net sales $ 1,038 $ 1,069 $ 3,529 $ 3,567 Cost of sales 874 905 2,969 3,016 Gross profit 164 164 560 551 Selling and administrative expenses 135 129 454 430 Goodwill impairment charge 37 — 37 — Operating (loss) earnings (8 ) 35 69 121 Interest expense (income), net — — 1 (6 ) (Loss) earnings from discontinued operations before income taxes (8 ) 35 68 127 Income tax provision 6 16 35 49 (Loss) income from discontinued operations, net of tax $ (14 ) $ 19 $ 33 $ 78 The carrying amounts of major classes of assets and liabilities that were classified as discontinued operations on the Condensed Consolidated Balance Sheets were as follows: December 3, 2016 February 27, 2016 Current assets Cash and cash equivalents $ 17 $ 15 Receivables, net 37 45 Inventories, net 321 298 Other current assets 19 18 Total current assets of discontinued operations 394 376 Long-term assets Property, plant and equipment, net 473 460 Goodwill 106 142 Intangible assets, net 8 8 Deferred tax assets (8 ) (10 ) Other assets 12 13 Total long-term assets of discontinued operations 591 613 Total assets of discontinued operations $ 985 $ 989 Current liabilities Accounts payable $ 244 $ 289 Accrued vacation, compensation and benefits 35 34 Current maturities of capital lease obligations 1 1 Other current liabilities 25 22 Total current liabilities of discontinued operations 305 346 Long-term liabilities Long-term capital lease obligations 9 9 Long-term tax liabilities 7 6 Other long-term liabilities 29 27 Total long-term liabilities of discontinued operations 45 42 Total liabilities of discontinued operations 350 388 Net assets of discontinued operations $ 635 $ 601 |
Summary of Significant Accoun36
Summary of Significant Accounting Policies - Additional Information (Detail) - USD ($) $ in Millions | Dec. 05, 2016 | Dec. 03, 2016 | Dec. 05, 2015 | Dec. 03, 2016 | Dec. 05, 2015 | Feb. 27, 2016 |
Summary of Significant Accounting Policies [Line Items] | ||||||
Book Overdrafts | $ 88 | $ 88 | $ 79 | |||
Inventory, LIFO Reserve | 218 | 218 | $ 215 | |||
LIFO charge recorded | $ 1 | $ 1 | $ 3 | $ 6 | ||
Subsequent Event [Member] | ||||||
Summary of Significant Accounting Policies [Line Items] | ||||||
Professional Services Agreement Term | 5 years | |||||
Discontinued Operations, Held-for-sale or Disposed of by Sale [Member] | Save-A-Lot [Member] | Subsequent Event [Member] | ||||||
Summary of Significant Accounting Policies [Line Items] | ||||||
Disposal Group, Including Discontinued Operation, Consideration | $ 1,365 | |||||
Estimated Closing Costs | $ 64 |
Business Acquisition Business A
Business Acquisition Business Acquisition-Additional Details (Details) $ in Millions | 3 Months Ended |
Dec. 03, 2016USD ($)Store | |
Business Acquisition [Line Items] | |
Number of Stores, Acquired | Store | 22 |
Payments to Acquire Businesses, Gross | $ 17 |
Business Acquisition, Fair Value of Assets | 17 |
Business Acquisition, Inventory | 8 |
Business Acquisition, Long-Lived Assets | 7 |
Business Acquisition, Intangible Assets | 1 |
Business Acquisition, Other Current Assets | $ 1 |
Goodwill and Intangible Asset38
Goodwill and Intangible Assets, Net - Change in Company's Goodwill and Intangible Assets (Detail) - USD ($) $ in Millions | 9 Months Ended | |
Dec. 03, 2016 | Dec. 05, 2015 | |
Goodwill [Roll Forward] | ||
Goodwill, Beginning Balance | $ 725 | |
Goodwill, Additions | 0 | |
Goodwill, Impairment Loss | (15) | |
Goodwill, Other net adjustments | 0 | |
Goodwill, Ending Balance | 710 | |
Finite-lived Intangible Assets [Roll Forward] | ||
Total intangible assets, Beginning balance | 144 | |
Total intangible assets, Additions | 2 | |
Total intangible assets, Impairments | 0 | |
Total intangible assets, Other net adjustments | (1) | |
Total intangible assets, Ending balance | 145 | |
Total intangible assets, net | 47 | |
Total intangible assets, net, Ending balance | 41 | |
Intangible Assets Accumulated Amortization [Roll Forward] | ||
Accumulated amortization, Beginning balance | (97) | |
Accumulated amortization, Additions | (7) | $ (8) |
Accumulated amortization, Other net adjustments | 0 | |
Accumulated amortization, Ending balance | (104) | |
Wholesale [Member] | ||
Goodwill [Roll Forward] | ||
Goodwill, Beginning Balance | 710 | |
Goodwill, Additions | 0 | |
Goodwill, Impairment Loss | 0 | |
Goodwill, Other net adjustments | 0 | |
Goodwill, Ending Balance | 710 | |
Finite-lived Intangible Assets [Roll Forward] | ||
Finite-lived Intangible Assets, Impairments | $ 6 | |
Retail [Member] | ||
Goodwill [Roll Forward] | ||
Goodwill, Beginning Balance | 15 | |
Goodwill, Additions | 0 | |
Goodwill, Impairment Loss | (15) | |
Goodwill, Other net adjustments | 0 | |
Goodwill, Ending Balance | 0 | |
Trademarks and Tradenames - Indefinite Useful Lives [Member] | ||
Indefinite-lived Intangible Assets [Roll Forward] | ||
Indefinite-lived Intangible Assets, Beginning Balance | 10 | |
Indefinite-lived Intangible Assets, Additions | 0 | |
Indefinite-lived Intangible Assets, Impairments | 0 | |
Indefinite-lived Intangible Assets, Other net adjustments | 0 | |
Indefinite-lived Intangible Assets, Ending Balance | 10 | |
Operating leases, Prescription files, Customer Lists And Other [Member] | ||
Finite-lived Intangible Assets [Roll Forward] | ||
Finite-lived Intangible Assets, Beginning Balance | 131 | |
Finite-lived Intangible Assets, Additions | 2 | |
Finite-lived Intangible Assets, Impairments | 0 | |
Finite-lived Intangible Assets, Other net adjustments | (1) | |
Finite-lived Intangible Assets, Ending Balance | 132 | |
Intangible Assets Accumulated Amortization [Roll Forward] | ||
Accumulated amortization, Beginning balance | (95) | |
Accumulated amortization, Ending balance | (102) | |
Non-Compete Agreements [Member] | ||
Finite-lived Intangible Assets [Roll Forward] | ||
Finite-lived Intangible Assets, Beginning Balance | 3 | |
Finite-lived Intangible Assets, Additions | 0 | |
Finite-lived Intangible Assets, Impairments | 0 | |
Finite-lived Intangible Assets, Other net adjustments | 0 | |
Finite-lived Intangible Assets, Ending Balance | 3 | |
Intangible Assets Accumulated Amortization [Roll Forward] | ||
Accumulated amortization, Beginning balance | (2) | |
Accumulated amortization, Ending balance | $ (2) |
Goodwill and Intangible Asset39
Goodwill and Intangible Assets, Net - Additional Information (Detail) - USD ($) $ in Millions | 9 Months Ended | ||
Dec. 03, 2016 | Dec. 05, 2015 | Feb. 27, 2016 | |
Goodwill [Line Items] | |||
Goodwill, Impairment Loss | $ 15 | ||
Accumulated amortization, Additions | (7) | $ (8) | |
Future amortization expense, Remainder of Fiscal Year | $ (2) | ||
Future amortization expense, Year Two | (9) | ||
Future amortization expense, Year Three | (5) | ||
Future amortization expense, Year Four | (3) | ||
Future amortization expense, Year Five | (3) | ||
Future amortization expense, After Year Five | $ (2) | ||
Retail [Member] | |||
Goodwill [Line Items] | |||
Goodwill, Impairment Loss | 15 | ||
Wholesale [Member] | |||
Goodwill [Line Items] | |||
Goodwill, Impairment Loss | $ 0 | ||
Finite-lived Intangible Assets, Impairments | $ 6 | ||
Wholesale [Member] | Minimum [Member] | |||
Goodwill [Line Items] | |||
Reporting Unit, Percentage of Fair Value in Excess of Carrying Amount | 100.00% |
Reserves for Closed Propertie40
Reserves for Closed Properties and Property, Plant and Equipment-Related Impairment Charges - Changes in Company's Reserves (Detail) $ in Millions | 9 Months Ended |
Dec. 03, 2016USD ($) | |
Restructuring Reserve [Roll Forward] | |
Reserves for closed properties at beginning of the fiscal year | $ 29 |
Additions | 3 |
Payments | (8) |
Adjustments | (2) |
Reserves for closed properties at the end of period | $ 22 |
Reserves for Closed Propertie41
Reserves for Closed Properties and Property, Plant and Equipment-Related Impairment Charges - Summary of Fair Values for Property, Plant and Equipment Assets Measured at Fair Value on a Non-Recurring Basis (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Dec. 03, 2016 | Dec. 05, 2015 | Dec. 03, 2016 | Dec. 05, 2015 | |
Property, Plant and Equipment [Abstract] | ||||
Carrying value | $ 0 | $ 1 | $ 4 | $ 1 |
Fair value measured using Level 3 inputs | 0 | 0 | 2 | 0 |
Impairment charge | $ 0 | $ 1 | $ 2 | $ 1 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Dec. 03, 2016 | Dec. 05, 2015 | Dec. 03, 2016 | Dec. 05, 2015 | Feb. 27, 2016 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Difference between fair value and book value of notes receivable | $ 1 | $ 1 | $ 1 | ||
Difference between fair value and book value of long-term debt | 2 | 2 | $ 236 | ||
Interest Rate Swap [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative, Fair Value, Effect of One Percentage Point Increase in Interest Rate | 6 | ||||
Derivative, Fair Value, Effect of One Percentage Point Decrease in Interest Rate | 2 | ||||
Cost of Sales [Member] | Fuel [Member] | Energy Related Derivative [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative, Gain on Derivative | 0 | 0 | |||
Derivative, Loss on Derivative | $ 0 | $ (2) | |||
Interest Expense [Member] | Interest Rate Swap [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative, Gain (Loss) on Derivative, Net | $ 2 | $ 0 | $ 3 | $ 0 |
Fair Value Measurements Recurri
Fair Value Measurements Recurring Fair Value Measurements (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Dec. 03, 2016 | Dec. 05, 2015 | Dec. 03, 2016 | Dec. 05, 2015 | Feb. 27, 2016 | |
Fair Value, Measurements, Recurring [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Assets, Fair Value Disclosure | $ 5 | $ 5 | $ 6 | ||
Financial and Nonfinancial Liabilities, Fair Value Disclosure | 39 | 39 | 48 | ||
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Assets, Fair Value Disclosure | 0 | 0 | 0 | ||
Financial and Nonfinancial Liabilities, Fair Value Disclosure | 39 | 39 | 48 | ||
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Assets, Fair Value Disclosure | 0 | 0 | 0 | ||
Financial and Nonfinancial Liabilities, Fair Value Disclosure | 0 | 0 | 0 | ||
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Assets, Fair Value Disclosure | 5 | 5 | 6 | ||
Financial and Nonfinancial Liabilities, Fair Value Disclosure | 0 | 0 | 0 | ||
Other Noncurrent Liabilities [Member] | Fair Value, Measurements, Recurring [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Deferred Compensation Liability, Fair Value Disclosure | 27 | 27 | 33 | ||
Other Noncurrent Liabilities [Member] | Fair Value, Measurements, Recurring [Member] | Interest Rate Swap [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Liability | 2 | 2 | 3 | ||
Other Noncurrent Liabilities [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Deferred Compensation Liability, Fair Value Disclosure | 27 | 27 | 33 | ||
Other Noncurrent Liabilities [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | Interest Rate Swap [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Liability | 2 | 2 | 3 | ||
Other Noncurrent Liabilities [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Deferred Compensation Liability, Fair Value Disclosure | 0 | 0 | 0 | ||
Other Noncurrent Liabilities [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | Interest Rate Swap [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Liability | 0 | 0 | 0 | ||
Other Noncurrent Liabilities [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Deferred Compensation Liability, Fair Value Disclosure | 0 | 0 | 0 | ||
Other Noncurrent Liabilities [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | Interest Rate Swap [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Liability | 0 | 0 | 0 | ||
Other Current Liabilities [Member] | Fair Value, Measurements, Recurring [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Deferred Compensation Liability, Fair Value Disclosure | 7 | 7 | 7 | ||
Other Current Liabilities [Member] | Fair Value, Measurements, Recurring [Member] | Interest Rate Swap [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Liability | 3 | 3 | 3 | ||
Other Current Liabilities [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Deferred Compensation Liability, Fair Value Disclosure | 7 | 7 | 7 | ||
Other Current Liabilities [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | Interest Rate Swap [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Liability | 3 | 3 | 3 | ||
Other Current Liabilities [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Deferred Compensation Liability, Fair Value Disclosure | 0 | 0 | 0 | ||
Other Current Liabilities [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | Interest Rate Swap [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Liability | 0 | 0 | 0 | ||
Other Current Liabilities [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Deferred Compensation Liability, Fair Value Disclosure | 0 | 0 | 0 | ||
Other Current Liabilities [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | Interest Rate Swap [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Liability | 0 | 0 | 0 | ||
Other Assets [Member] | Fair Value, Measurements, Recurring [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Deferred Compensation Asset, Fair Value Disclosure | 5 | 5 | 6 | ||
Other Assets [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Deferred Compensation Asset, Fair Value Disclosure | 0 | 0 | 0 | ||
Other Assets [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Deferred Compensation Asset, Fair Value Disclosure | 0 | 0 | 0 | ||
Other Assets [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Deferred Compensation Asset, Fair Value Disclosure | 5 | 5 | 6 | ||
Fuel [Member] | Other Current Liabilities [Member] | Fair Value, Measurements, Recurring [Member] | Energy Related Derivative [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Liability | 0 | 0 | 2 | ||
Fuel [Member] | Other Current Liabilities [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | Energy Related Derivative [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Liability | 0 | 0 | 2 | ||
Fuel [Member] | Other Current Liabilities [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | Energy Related Derivative [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Liability | 0 | 0 | 0 | ||
Fuel [Member] | Other Current Liabilities [Member] | Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | Energy Related Derivative [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative Liability | 0 | 0 | $ 0 | ||
Cost of Sales [Member] | Energy Related Derivative [Member] | Fuel [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative, Gain on Derivative | 0 | 0 | |||
Interest Expense [Member] | Interest Rate Swap [Member] | |||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||
Derivative, Gain (Loss) on Derivative, Net | $ 2 | $ 0 | $ 3 | $ 0 |
Long-Term Debt - Long-Term Debt
Long-Term Debt - Long-Term Debt and Capital Lease Obligations (Detail) - USD ($) $ in Millions | Dec. 03, 2016 | Feb. 27, 2016 |
Debt Instrument [Line Items] | ||
Long-term debt | $ 1,261 | $ 2,197 |
Debt financing costs, net | (37) | (45) |
Original issue discount on debt | (2) | (5) |
Total debt | 2,327 | 2,297 |
Less current maturities of long-term debt | (1,066) | (100) |
6.75% Senior Notes due June 2021 [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | 400 | 400 |
7.75% Senior Notes Due November 2022 [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | 350 | 350 |
3.75% Revolving ABL Credit Facility Due February 2021 [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | 260 | 138 |
Term Loan [Member] | 5.50% Secured Term Loan Facility due March 2019 [Member] | ||
Debt Instrument [Line Items] | ||
Secured debt | $ 1,356 | $ 1,459 |
Long-Term Debt - Future Maturit
Long-Term Debt - Future Maturities (Detail) | Dec. 03, 2016 | Feb. 27, 2016 |
4.50% Secured Term Loan Facility due March 2019 [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate | 5.50% | 4.50% |
6.75% Senior Notes due June 2021 [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate | 6.75% | 6.75% |
7.75% Senior Notes Due November 2022 [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate | 7.75% | 7.75% |
Minimum [Member] | 1.69% to 3.75% Revolving ABL Credit Facility due February 2021 [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate | 1.69% | 1.69% |
Maximum [Member] | 1.69% to 3.75% Revolving ABL Credit Facility due February 2021 [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate | 3.75% | 3.75% |
Long-Term Debt - Additional Inf
Long-Term Debt - Additional Information (Detail) | May 20, 2016USD ($) | Jan. 11, 2017USD ($) | Dec. 03, 2016USD ($) | Dec. 05, 2015USD ($) | Feb. 27, 2016USD ($) |
Debt Instrument [Line Items] | |||||
Capitalized debt financing costs | $ 37,000,000 | $ 45,000,000 | |||
Long-term debt | 1,261,000,000 | 2,197,000,000 | |||
Secured Debt [Member] | |||||
Debt Instrument [Line Items] | |||||
Amortization of debt financing costs | $ 1,000,000 | ||||
Revolving ABL Credit Facility [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term line of credit | 260,000,000 | 138,000,000 | |||
Letter of credit outstanding | $ 65,000,000 | $ 69,000,000 | |||
Letters of credit outstanding amount fees, percent | 1.375% | 1.625% | |||
Unused credit | $ 675,000,000 | $ 744,000,000 | |||
Unused credit fees, percent | 0.25% | 0.25% | |||
Revolving ABL credit facility borrowing | $ 2,837,000,000 | $ 234,000,000 | |||
Repayments of debt | 2,715,000,000 | $ 234,000,000 | |||
Aggregate cap on restricted payments | 398,000,000 | ||||
Dividends permitted per fiscal year | 75,000,000 | ||||
Revolving ABL Credit Facility [Member] | Maximum [Member] | |||||
Debt Instrument [Line Items] | |||||
Aggregate dividends permitted | 175,000,000 | ||||
Revolving ABL Credit Facility [Member] | Inventories [Member] | |||||
Debt Instrument [Line Items] | |||||
Collateral amount pledged | 1,078,000,000 | $ 931,000,000 | |||
Revolving ABL Credit Facility [Member] | Accounts Receivable [Member] | |||||
Debt Instrument [Line Items] | |||||
Collateral amount pledged | 246,000,000 | 222,000,000 | |||
Revolving ABL Credit Facility [Member] | Cash and Cash Equivalents [Member] | |||||
Debt Instrument [Line Items] | |||||
Collateral amount pledged | 21,000,000 | 16,000,000 | |||
Third Term Loan Amendment [Member] | Secured Debt [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest rate at the rate of LIBOR | 4.50% | ||||
Payments for debt financing costs | $ 5,000,000 | ||||
Capitalized debt financing costs | 4,000,000 | ||||
Amortization of debt financing costs | 1,000,000 | ||||
Write-off of unamortized debt financing costs | $ 3,000,000 | ||||
Third Term Loan Amendment [Member] | London Interbank Offered Rate (LIBOR) [Member] | Secured Debt [Member] | |||||
Debt Instrument [Line Items] | |||||
LIBOR rate increase | 0.25% | ||||
Third Term Loan Amendment [Member] | London Interbank Offered Rate (LIBOR) [Member] | Minimum [Member] | Secured Debt [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest rate at the rate of LIBOR | 1.00% | ||||
5.50% Secured Term Loan Facility due March 2019 [Member] | Term Loan [Member] | |||||
Debt Instrument [Line Items] | |||||
Secured debt | 1,356,000,000 | 1,459,000,000 | |||
Face amount | 1,500,000,000 | ||||
Line of credit facility amount outstanding, current | 832,000,000 | 102,000,000 | |||
Estimated debt prepayment classified as current | $ 99,000,000 | ||||
Percentage of net cash proceeds to prepay outstanding loans | 100.00% | ||||
Maximum period for prepayment of loans outstanding (in days) | 90 days | ||||
5.50% Secured Term Loan Facility due March 2019 [Member] | Minimum [Member] | Term Loan [Member] | |||||
Debt Instrument [Line Items] | |||||
Percentage of aggregate principal amount to prepay outstanding loans | 0.00% | ||||
5.50% Secured Term Loan Facility due March 2019 [Member] | Maximum [Member] | Term Loan [Member] | |||||
Debt Instrument [Line Items] | |||||
Percentage of aggregate principal amount to prepay outstanding loans | 50.00% | ||||
5.50% Secured Term Loan Facility due March 2019 [Member] | Revolving ABL Credit Facility [Member] | Term Loan [Member] | |||||
Debt Instrument [Line Items] | |||||
Company's five year asset-based revolving facility | $ 1,000,000,000 | ||||
Long-term line of credit | 260,000,000 | ||||
5.50% Secured Term Loan Facility due March 2019 [Member] | Property, Plant and Equipment [Member] | Term Loan [Member] | |||||
Debt Instrument [Line Items] | |||||
Collateral amount pledged | 778,000,000 | 781,000,000 | |||
5.50% Secured Term Loan Facility due March 2019 [Member] | Property, Plant and Equipment [Member] | Property, Plant and Equipment [Member] | Term Loan [Member] | |||||
Debt Instrument [Line Items] | |||||
Collateral amount pledged | 497,000,000 | 507,000,000 | |||
5.50% Secured Term Loan Facility due March 2019 [Member] | Property, Plant and Equipment [Member] | Long-term Assets [Member] | Term Loan [Member] | |||||
Debt Instrument [Line Items] | |||||
Collateral amount pledged | 281,000,000 | 274,000,000 | |||
5.50% Secured Term Loan Facility due March 2019 [Member] | London Interbank Offered Rate (LIBOR) [Member] | Term Loan [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest rate at the rate of LIBOR | 4.50% | 3.50% | |||
5.50% Secured Term Loan Facility due March 2019 [Member] | London Interbank Offered Rate (LIBOR) [Member] | Minimum [Member] | Secured Debt [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest rate at the rate of LIBOR | 1.00% | ||||
6.75% Senior Notes due June 2021 [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term debt | $ 400,000,000 | $ 400,000,000 | |||
Debt instrument, interest rate | 6.75% | 6.75% | |||
2022 Senior Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Long-term debt | $ 350,000,000 | ||||
Debt instrument, interest rate | 7.75% | ||||
Subsequent Event [Member] | 5.50% Secured Term Loan Facility due March 2019 [Member] | Term Loan [Member] | |||||
Debt Instrument [Line Items] | |||||
Repayments of lines of credit | $ 832,000,000 | ||||
Repayments of lines of credit, base amount | $ 750,000,000 | ||||
Covenant compliance, maximum leverage ratio | 1.50 | ||||
Interest expense, debt | $ 10,000,000 | ||||
Repayment amount in excess of base | 50.00% | ||||
Amortization of debt financing costs | $ 2,000,000 | ||||
Discontinued Operations [Member] | Revolving ABL Credit Facility [Member] | Current Assets [Member] | |||||
Debt Instrument [Line Items] | |||||
Collateral amount pledged | $ 340,000,000 | $ 314,000,000 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Millions | 9 Months Ended | ||
Dec. 03, 2016 | Dec. 05, 2015 | Feb. 25, 2017 | |
Income Tax [Line Items] | |||
Discrete Tax Benefit | $ 12 | $ 3 | |
Save-A-Lot [Member] | Forecast [Member] | Discontinued Operations, Held-for-sale or Disposed of by Sale [Member] | Minimum [Member] | |||
Income Tax [Line Items] | |||
Valuation allowance | $ 255 | ||
Save-A-Lot [Member] | Forecast [Member] | Discontinued Operations, Held-for-sale or Disposed of by Sale [Member] | Maximum [Member] | |||
Income Tax [Line Items] | |||
Valuation allowance | $ 275 |
Stock-Based Awards - Additional
Stock-Based Awards - Additional Information (Detail) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||
Apr. 30, 2016 | Apr. 30, 2015 | Dec. 03, 2016 | Dec. 05, 2015 | Dec. 03, 2016 | Dec. 05, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Pre-tax stock-based compensation expense related to stock-based awards | $ 5 | $ 5 | $ 13 | $ 17 | ||
Stock option granted (in shares) | 1 | 4 | ||||
Fair value of the options at grant date (in dollars per share) | $ 2.67 | $ 3.67 | ||||
Employee Stock Option [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Stock option vesting period (in years) | 3 years | |||||
Restricted Stock [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Stock option vesting period (in years) | 3 years | |||||
Award units grant to certain employees (in shares) | 4 | |||||
Share granted to certain employees at a fair value (in dollars per share) | $ 5.64 | |||||
Restricted Stock Units (RSUs) [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Stock option vesting period (in years) | 3 years | |||||
Award units grant to certain employees (in shares) | 2 | |||||
Share granted to certain employees at a fair value (in dollars per share) | $ 8.79 | |||||
Performance Shares [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Award units grant to certain employees (in shares) | 1 |
Stock-Based Awards - Assumption
Stock-Based Awards - Assumptions Related to Estimated Fair Value of Options Grant Date (Detail) | 9 Months Ended | |
Dec. 03, 2016 | Dec. 05, 2015 | |
Performance Shares [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Dividend yield | 0.00% | |
Volatility rate | 41.30% | |
Risk-free interest rate | 0.90% | |
Expected life (in years) | 2 years 9 months 18 days | |
Employee Stock Option [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Dividend yield | 0.00% | 0.00% |
Volatility rate | 54.20% | |
Risk-free interest rate | 1.30% | |
Expected life (in years) | 5 years | |
Employee Stock Option [Member] | Minimum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Volatility rate | 49.00% | |
Risk-free interest rate | 1.20% | |
Expected life (in years) | 4 years | |
Employee Stock Option [Member] | Maximum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Volatility rate | 50.60% | |
Risk-free interest rate | 1.40% | |
Expected life (in years) | 5 years |
Benefit Plans - Net Periodic Be
Benefit Plans - Net Periodic Benefit Expense and Contributions for Defined Benefit Pension Plans and Other Postretirement Benefit Plans (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Dec. 03, 2016 | Dec. 05, 2015 | Dec. 03, 2016 | Dec. 05, 2015 | |
Pension Benefits [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Interest cost | $ 20 | $ 24 | $ 66 | $ 81 |
Expected return on assets | (33) | (32) | (110) | (108) |
Amortization of prior service benefit | 0 | 0 | 0 | 0 |
Amortization of net actuarial loss | 10 | 18 | 34 | 60 |
Defined Benefit Plan, Settlements, Benefit Obligation | 41 | 0 | 41 | 0 |
Net periodic benefit expense (income) | 38 | 10 | 31 | 33 |
Contributions to benefit plans | 0 | 0 | (2) | (27) |
Other Postretirement Benefits [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Interest cost | 0 | 1 | 1 | 3 |
Expected return on assets | 0 | 0 | 0 | 0 |
Amortization of prior service benefit | (2) | (4) | (10) | (12) |
Amortization of net actuarial loss | 0 | 1 | 1 | 4 |
Defined Benefit Plan, Settlements, Benefit Obligation | 0 | 0 | 0 | 0 |
Net periodic benefit expense (income) | (2) | (2) | (8) | (5) |
Contributions to benefit plans | $ 0 | $ 0 | $ 0 | $ (11) |
Benefit Plans - Additional Info
Benefit Plans - Additional Information (Detail) - USD ($) $ in Millions | Nov. 15, 2017 | Mar. 01, 2017 | Feb. 25, 2017 | Dec. 03, 2016 | Dec. 05, 2015 | Dec. 03, 2016 | Dec. 05, 2015 |
Defined Benefit Plan Disclosure [Line Items] | |||||||
Settlement of Asset Retirement Obligations Through Noncash Payments, Amount | $ 41 | ||||||
Defined Benefit Plan, Benefits Paid | $ 195 | ||||||
Defined Benefit Plan, Assumptions Used Calculating Benefit Obligation, Discount Rate | 4.10% | 4.10% | |||||
Defined Benefit Plan, Assumptions Used Calculating Net Periodic Benefit Cost, Expected Long-term Return on Assets | 6.50% | ||||||
Other Comprehensive Income (Loss), Finalization of Pension and Other Postretirement Benefit Plan Valuation, before Tax | $ 145 | ||||||
Other Comprehensive (Income) Loss, Pension and Other Postretirement Benefit Plans, Adjustment, before Reclassification Adjustments, Net of Tax | 98 | ||||||
Minimum [Member] | |||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||
Defined Benefit Plans, Estimated Future Employer Contributions in Current Fiscal Year | 30 | ||||||
Maximum [Member] | |||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||
Defined Benefit Plans, Estimated Future Employer Contributions in Current Fiscal Year | 35 | ||||||
Subsequent Event [Member] | |||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||
Defined Benefit Plan, Contributions by Employer | $ 25 | ||||||
Defined Benefit Plans, Estimated Future Employer Contributions in Next Fiscal Year | $ 10 | $ 25 | |||||
Multiemployer Plans, Postretirement Benefit [Member] | |||||||
Multiemployer Plans [Line Items] | |||||||
Multiemployer Plan, Period Contributions | 31 | $ 31 | |||||
Pension Benefits [Member] | |||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||
Defined Benefit Plan, Contributions by Employer | $ 0 | $ 0 | $ 2 | $ 27 |
Net Earnings (Loss) Per Share -
Net Earnings (Loss) Per Share - Calculation of Basic and Diluted Net Earnings (Loss) Per Share (Detail) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Dec. 03, 2016 | Dec. 05, 2015 | Dec. 03, 2016 | Dec. 05, 2015 | |
Earnings Per Share [Abstract] | ||||
Net earnings from continuing operations | $ (11) | $ 16 | $ 21 | $ 54 |
Less net earnings attributable to noncontrolling interests | (1) | (1) | (3) | (6) |
Net earnings from continuing operations | (12) | 15 | 18 | 48 |
(Loss) income from discontinued operations, net of tax | (14) | 19 | 33 | 78 |
Net (loss) earnings attributable to SUPERVALU INC. | $ (26) | $ 34 | $ 51 | $ 126 |
Weighted average number of shares outstanding-basic | 265 | 264 | 265 | 263 |
Dilutive impact of stock-based awards | 0 | 4 | 2 | 5 |
Weighted average number of shares outstanding-diluted | 265 | 268 | 267 | 268 |
Basic net (loss) earnings per share attributable to SUPERVALU INC.: | ||||
Continuing operations (in dollars per share) | $ (0.04) | $ 0.05 | $ 0.07 | $ 0.18 |
Discontinued operations (in dollars per share) | (0.06) | 0.07 | 0.12 | 0.30 |
Basic net earnings per share (in dollars per share) | (0.10) | 0.13 | 0.19 | 0.48 |
Diluted net (loss) earnings per share attributable to SUPERVALU INC.: | ||||
Continuing operations (in dollars per share) | (0.04) | 0.05 | 0.07 | 0.18 |
Discontinued operations (in dollars per share) | (0.06) | 0.07 | 0.12 | 0.29 |
Diluted net earnings per share (in dollars per share) | $ (0.10) | $ 0.13 | $ 0.19 | $ 0.47 |
Net Earnings (Loss) Per Share53
Net Earnings (Loss) Per Share - Additional Information (Detail) - shares shares in Millions | 3 Months Ended | 9 Months Ended | ||
Dec. 03, 2016 | Dec. 05, 2015 | Dec. 03, 2016 | Dec. 05, 2015 | |
Continuing Operations [Member] | ||||
Schedule Of Computation Of Basic And Diluted Earnings Per Common Share [Line Items] | ||||
Antidilutive securities excluded from computation of earnings per share | 17 | 12 | 16 | 10 |
Comprehensive Income and Accu54
Comprehensive Income and Accumulated Other Comprehensive Loss - Schedule of Changes in Accumulated Other Comprehensive Loss (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Dec. 03, 2016 | Dec. 05, 2015 | Dec. 03, 2016 | Dec. 05, 2015 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||||
Accumulated other comprehensive loss at beginning of the fiscal year, net of tax | $ (422) | $ (423) | ||
Other comprehensive loss before reclassifications | 69 | 16 | ||
Amortization of amounts included in net periodic benefit cost | 15 | 32 | ||
Amortization of cash flow hedge | 2 | |||
Other Comprehensive Income (Loss), Finalization of Pension and Other Postretirement Benefit Plan Valuation, Net of Tax | 29 | |||
Total other comprehensive income | $ 104 | $ 27 | 115 | 48 |
Accumulated other comprehensive loss at the end of period, net of tax | (307) | (375) | (307) | (375) |
Other comprehensive loss before reclassifications, tax benefit | 33 | 8 | ||
Amortization of amounts included in net periodic benefit cost, tax expense | 10 | 20 | ||
Amortization of cash flow hedge, tax expense | 1 | |||
Other Comprehensive Income (Loss), Finalization of Pension and Other Postretirement Benefit Plan Valuation, Tax | 12 | |||
Net current-period Other comprehensive income, tax expense | 56 | 28 | ||
Accumulated Defined Benefit Plans Adjustment Attributable to Parent [Member] | ||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||||
Accumulated other comprehensive loss at beginning of the fiscal year, net of tax | (418) | (423) | ||
Other comprehensive loss before reclassifications | 69 | 18 | ||
Amortization of amounts included in net periodic benefit cost | 15 | 32 | ||
Amortization of cash flow hedge | 0 | |||
Other Comprehensive Income (Loss), Finalization of Pension and Other Postretirement Benefit Plan Valuation, Net of Tax | 29 | |||
Total other comprehensive income | 50 | |||
Accumulated other comprehensive loss at the end of period, net of tax | (305) | (373) | (305) | (373) |
Other comprehensive loss before reclassifications, tax benefit | 33 | 9 | ||
Amortization of amounts included in net periodic benefit cost, tax expense | 10 | 20 | ||
Amortization of cash flow hedge, tax expense | 0 | |||
Other Comprehensive Income (Loss), Finalization of Pension and Other Postretirement Benefit Plan Valuation, Tax | 12 | |||
Net current-period Other comprehensive income, tax expense | 55 | 29 | ||
Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Parent [Member] | ||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||||
Accumulated other comprehensive loss at beginning of the fiscal year, net of tax | (4) | 0 | ||
Other comprehensive loss before reclassifications | 0 | (2) | ||
Amortization of amounts included in net periodic benefit cost | 0 | 0 | ||
Amortization of cash flow hedge | 2 | |||
Other Comprehensive Income (Loss), Finalization of Pension and Other Postretirement Benefit Plan Valuation, Net of Tax | 0 | |||
Total other comprehensive income | (2) | |||
Accumulated other comprehensive loss at the end of period, net of tax | $ (2) | $ (2) | (2) | (2) |
Other comprehensive loss before reclassifications, tax benefit | 0 | (1) | ||
Amortization of amounts included in net periodic benefit cost, tax expense | 0 | 0 | ||
Amortization of cash flow hedge, tax expense | 1 | |||
Other Comprehensive Income (Loss), Finalization of Pension and Other Postretirement Benefit Plan Valuation, Tax | 0 | |||
Net current-period Other comprehensive income, tax expense | $ 1 | $ (1) |
Comprehensive Income and Accu55
Comprehensive Income and Accumulated Other Comprehensive Loss - Summary of Items Reclassified Out of Pension and Postretirement Benefit Plan Accumulated Other Comprehensive Loss (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Dec. 03, 2016 | Dec. 05, 2015 | Dec. 03, 2016 | Dec. 05, 2015 | |
Selling, General and Administrative Expenses [Member] | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Defined Benefit Plan, Settlements, Benefit Obligation | $ 41 | $ 0 | ||
Accumulated Defined Benefit Plans Adjustment Attributable to Parent [Member] | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Total reclassifications | 49 | 15 | $ 66 | $ 52 |
Defined Benefit Plan, Settlements, Benefit Obligation | 41 | 0 | ||
Income tax benefit | (16) | (6) | (22) | (20) |
Total reclassifications, net of tax | 33 | 9 | 44 | 32 |
Accumulated Defined Benefit Plans Adjustment Attributable to Parent [Member] | Selling, General and Administrative Expenses [Member] | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Total reclassifications | 7 | 13 | 23 | 46 |
Accumulated Defined Benefit Plans Adjustment Attributable to Parent [Member] | Cost of Sales [Member] | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Total reclassifications | 1 | 2 | 2 | 6 |
Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Parent [Member] | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Income tax benefit | (1) | 0 | (1) | 0 |
Total reclassifications, net of tax | 1 | 0 | 2 | 0 |
Accumulated Net Gain (Loss) from Cash Flow Hedges Attributable to Parent [Member] | Interest Expense [Member] | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Total reclassifications | $ 2 | $ 0 | $ 3 | $ 0 |
Comprehensive Income and Accu56
Comprehensive Income and Accumulated Other Comprehensive Loss - Additional Information (Details) $ in Millions | Dec. 03, 2016USD ($) |
Equity [Abstract] | |
Amount expected to be reclassified out of Accumulated other comprehensive loss into Interest expense | $ 3 |
Commitments, Contingencies an57
Commitments, Contingencies and Off-Balance Sheet Arrangements - Additional Information (Detail) $ in Millions | Dec. 05, 2016 | Sep. 01, 2016 | Sep. 08, 2015USD ($)Store | Apr. 16, 2015USD ($)payment | Mar. 21, 2013 | Aug. 31, 2014case | Dec. 03, 2016USD ($) | Feb. 28, 2015USD ($)intrusion | Dec. 03, 2016case | Dec. 03, 2016$ / d | Dec. 03, 2016$ / yr | Oct. 11, 2016USD ($) | Feb. 27, 2016USD ($) | May 28, 2015USD ($) |
Guarantor Obligations [Line Items] | ||||||||||||||
Remaining terms for guarantees for other debt obligation minimum (less than) | 1 year | |||||||||||||
Remaining terms for guarantees for other debt obligation maximum | 15 years | |||||||||||||
Remaining term for guarantee for other debt obligation weighted average | 8 years | |||||||||||||
Company's guarantee for debt obligations on outstanding indenture in connection with stock purchase agreement | $ 60 | |||||||||||||
Guarantor obligation maximum exposure discounted | 48 | |||||||||||||
Receivables, net | 440 | $ 406 | ||||||||||||
Number of Computer Network Intrusions | intrusion | 2 | |||||||||||||
Payment Data Card, Probationary Status Term | 2 years | |||||||||||||
Insurance Coverage Amount | 90 | $ 50 | ||||||||||||
Amount of insurance deductible per incident | 3 | $ 1 | ||||||||||||
Non-cancelable future purchase obligations | $ 275 | |||||||||||||
Number of other retailers who have filed similar complaints in other jurisdictions | 3 | |||||||||||||
New Albertsons Inc [Member] | ||||||||||||||
Guarantor Obligations [Line Items] | ||||||||||||||
Company's guarantee for debt obligations on outstanding indenture in connection with stock purchase agreement | $ 121 | |||||||||||||
Guarantor obligation maximum exposure discounted | $ 109 | |||||||||||||
Haggen, Inc, Existing [Member] | ||||||||||||||
Guarantor Obligations [Line Items] | ||||||||||||||
Number of Stores | Store | 164 | |||||||||||||
Ab Acquisition [Member] | ||||||||||||||
Guarantor Obligations [Line Items] | ||||||||||||||
Contractual Obligation | $ 35 | |||||||||||||
Transition Services Agreement [Member] | ||||||||||||||
Guarantor Obligations [Line Items] | ||||||||||||||
Services Revenue, Transition Services, Number of Payments | payment | 8 | |||||||||||||
Services Revenue, Transition Services, Installment Receipts | $ 6 | |||||||||||||
Services Revenue, Transition Services, Future Minimum Revenues | $ 50 | |||||||||||||
Minimum [Member] | NAI Banners [Member] | ||||||||||||||
Guarantor Obligations [Line Items] | ||||||||||||||
Term of Renewal Option | 12 months | |||||||||||||
Minimum [Member] | Transition Services Agreement [Member] | ||||||||||||||
Guarantor Obligations [Line Items] | ||||||||||||||
Transition Services Agreement, Remaining Term | 2 years | |||||||||||||
Maximum [Member] | NAI Banners [Member] | ||||||||||||||
Guarantor Obligations [Line Items] | ||||||||||||||
Term of Renewal Option | 5 years | |||||||||||||
Maximum [Member] | Transition Services Agreement [Member] | ||||||||||||||
Guarantor Obligations [Line Items] | ||||||||||||||
Transition Services Agreement, Remaining Term | 3 years | |||||||||||||
2014 Technology Intrusion [Member] | ||||||||||||||
Guarantor Obligations [Line Items] | ||||||||||||||
Class action complaints filed | case | 4 | |||||||||||||
Loss Contingency, Pending Claims, Number | case | 1 | |||||||||||||
Office for Civil Rights of the U.S. Department of Health and Human Services Compliance Review [Member] | ||||||||||||||
Guarantor Obligations [Line Items] | ||||||||||||||
Loss Contingency, Range of Possible Loss, Maximum, Per Unit | 50,000 | 1,500,000 | ||||||||||||
Trade Accounts Receivable [Member] | Haggen, Inc [Member] | ||||||||||||||
Guarantor Obligations [Line Items] | ||||||||||||||
Receivables, net | $ 2 | |||||||||||||
Other Claims Receivable [Member] | Haggen, Inc [Member] | ||||||||||||||
Guarantor Obligations [Line Items] | ||||||||||||||
Bankruptcy Claims, Amount of Claims Filed | $ 8 | |||||||||||||
Subsequent Event [Member] | ||||||||||||||
Guarantor Obligations [Line Items] | ||||||||||||||
Professional Services Agreement Term | 5 years | |||||||||||||
Settled Litigation [Member] | Haggen, Inc [Member] | ||||||||||||||
Guarantor Obligations [Line Items] | ||||||||||||||
Cash | $ 3 | |||||||||||||
Settled Litigation [Member] | Trade Accounts Receivable [Member] | Haggen, Inc [Member] | ||||||||||||||
Guarantor Obligations [Line Items] | ||||||||||||||
Receivables, net | $ 2 | |||||||||||||
Judicial Ruling [Member] | ||||||||||||||
Guarantor Obligations [Line Items] | ||||||||||||||
Number of other retailers who have filed similar complaints in other jurisdictions | 5 | |||||||||||||
Pending Litigation [Member] | ||||||||||||||
Guarantor Obligations [Line Items] | ||||||||||||||
Number of other retailers who have filed similar complaints in other jurisdictions | 1 |
Discontinued Operations - Summa
Discontinued Operations - Summary of Company's Operating Results and Certain Other Directly Attributable Expenses (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Feb. 25, 2017 | Dec. 03, 2016 | Dec. 05, 2015 | Dec. 03, 2016 | Dec. 05, 2015 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Income (loss) from discontinued operations, net of tax | $ (14) | $ 19 | $ 33 | $ 78 | |
Save-A-Lot and NAI [Member] | Discontinued Operations, Held-for-sale or Disposed of by Sale [Member] | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Net sales | 1,038 | 1,069 | 3,529 | 3,567 | |
Cost of sales | 874 | 905 | 2,969 | 3,016 | |
Gross profit | 164 | 164 | 560 | 551 | |
Selling and administrative expenses | 135 | 129 | 454 | 430 | |
Goodwill impairment charge | 37 | 0 | 37 | 0 | |
Operating (loss) earnings | (8) | 35 | 69 | 121 | |
Interest expense (income), net | 0 | 0 | 1 | (6) | |
Earnings (loss) before income taxes from discontinued operations | (8) | 35 | 68 | 127 | |
Income tax provision | 6 | $ 16 | $ 35 | $ 49 | |
Save-A-Lot [Member] | Discontinued Operations, Held-for-sale or Disposed of by Sale [Member] | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Goodwill impairment charge | $ 37 | ||||
Forecast [Member] | Minimum [Member] | Save-A-Lot [Member] | Discontinued Operations, Held-for-sale or Disposed of by Sale [Member] | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Gain on disposal | $ 560 | ||||
Valuation allowance | 255 | ||||
Forecast [Member] | Maximum [Member] | Save-A-Lot [Member] | Discontinued Operations, Held-for-sale or Disposed of by Sale [Member] | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Gain on disposal | 580 | ||||
Valuation allowance | $ 275 |
Discontinued Operations - Balan
Discontinued Operations - Balance Sheet (Details) - USD ($) $ in Millions | Dec. 03, 2016 | Feb. 27, 2016 | Dec. 05, 2015 |
Current assets | |||
Total current assets of discontinued operations | $ 394 | $ 376 | |
Long-term assets | |||
Total long-term assets of discontinued operations | 591 | 613 | |
Total assets of discontinued operations | 985 | 989 | |
Current liabilities | |||
Total current liabilities of discontinued operations | 305 | 346 | |
Long-term liabilities | |||
Total long-term liabilities of discontinued operations | 45 | 42 | |
Total liabilities of discontinued operations | 350 | 388 | |
Net assets of discontinued operations | 635 | 601 | |
Save-A-Lot [Member] | Discontinued Operations, Held-for-sale or Disposed of by Sale [Member] | |||
Current assets | |||
Cash and cash equivalents | 17 | 15 | $ 47 |
Receivables, net | 37 | 45 | |
Inventories, net | 321 | 298 | |
Other current assets | 19 | 18 | |
Long-term assets | |||
Property, plant and equipment, net | 473 | 460 | |
Goodwill | 106 | 142 | |
Intangible assets, net | 8 | 8 | |
Disposal Group, Including Discontinued Operation, Deferred Tax Assets, Noncurrent | (8) | (10) | |
Other assets | 12 | 13 | |
Current liabilities | |||
Accounts payable | 244 | 289 | |
Accrued vacation, compensation and benefits | 35 | 34 | |
Current maturities of capital lease obligations | 1 | 1 | |
Other current liabilities | 25 | 22 | |
Long-term liabilities | |||
Long-term capital lease obligations | 9 | 9 | |
Long-term tax liabilities | 7 | 6 | |
Other long-term liabilities | $ 29 | $ 27 |
Uncategorized Items - svu-20161
Label | Element | Value |
Cash and Cash Equivalents, at Carrying Value, Including Discontinued Operations | us-gaap_CashAndCashEquivalentsAtCarryingValueIncludingDiscontinuedOperations | $ 114,000,000 |
Cash and Cash Equivalents, at Carrying Value, Including Discontinued Operations | us-gaap_CashAndCashEquivalentsAtCarryingValueIncludingDiscontinuedOperations | $ 57,000,000 |