Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Oct. 01, 2016 | Oct. 21, 2016 | |
Document Entity Information [Abstract] | ||
Entity Registrant Name | SYSCO CORP | |
Entity Central Index Key | 96,021 | |
Current Fiscal Year End Date | --07-01 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Oct. 1, 2016 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus (Q1,Q2,Q3,FY) | Q1 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 546,931,309 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Oct. 01, 2016 | Jul. 02, 2016 | Sep. 26, 2015 |
Current assets | |||
Cash and cash equivalents | $ 759,898 | $ 3,919,300 | $ 388,256 |
Accounts and notes receivable, less allowances of $41,246, $37,880, and $46,470 | 4,191,460 | 3,380,971 | 3,531,105 |
Inventories | 3,025,811 | 2,639,174 | 2,841,361 |
Deferred income taxes | 85,416 | ||
Prepaid expenses and other current assets | 158,301 | 114,454 | 93,015 |
Prepaid income taxes | 0 | 0 | 88,807 |
Total current assets | 8,135,470 | 10,053,899 | 7,027,960 |
Plant and equipment at cost, less depreciation | 4,418,524 | 3,880,442 | 3,961,299 |
Other long-term assets | |||
Goodwill | 3,815,674 | 2,121,661 | 1,981,390 |
Intangibles, less amortization | 1,203,888 | 207,461 | 168,541 |
Deferred income taxes | 198,867 | 207,320 | |
Deferred income taxes | 0 | ||
Other assets | 252,387 | 251,021 | 232,361 |
Total other long-term assets | 5,470,816 | 2,787,463 | 2,382,292 |
Total assets | 18,024,810 | 16,721,804 | 13,371,551 |
Current liabilities | |||
Notes payable | 6,834 | 89,563 | 51,806 |
Accounts payable | 3,716,517 | 2,935,982 | 2,887,863 |
Accrued expenses | 1,381,300 | 1,289,312 | 999,337 |
Accrued income taxes | 252,681 | 110,690 | 0 |
Current maturities of long-term debt | 9,218 | 8,909 | 31,810 |
Total current liabilities | 5,366,550 | 4,434,456 | 3,970,816 |
Long-term liabilities | |||
Long-term debt | 7,843,517 | 7,336,930 | 3,004,618 |
Deferred income taxes | 218,414 | 26,942 | |
Deferred income taxes | 160,688 | ||
Other long-term liabilities | 1,498,680 | 1,368,482 | 885,501 |
Total long-term liabilities | 9,560,611 | 8,732,354 | 4,050,807 |
Commitments and contingencies | |||
Noncontrolling interest | 76,863 | 75,386 | 44,243 |
Shareholders' equity | |||
Preferred stock, par value $1 per share Authorized 1,500,000 shares, issued none | 0 | 0 | 0 |
Common stock, par value $1 per share Authorized 2,000,000,000 shares, issued 765,174,900 shares | 765,175 | 765,175 | 765,175 |
Paid-in capital | 1,313,245 | 1,281,140 | 1,231,506 |
Retained earnings | 9,159,866 | 9,006,138 | 8,816,245 |
Accumulated other comprehensive loss | (1,434,940) | (1,358,118) | (1,007,539) |
Treasury stock at cost | (6,782,560) | (6,214,727) | (4,499,702) |
Total shareholders' equity | 3,020,786 | 3,479,608 | 5,305,685 |
Total liabilities and shareholders' equity | $ 18,024,810 | $ 16,721,804 | $ 13,371,551 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Oct. 01, 2016 | Jul. 02, 2016 | Sep. 26, 2015 |
Statement of Financial Position [Abstract] | |||
Allowance for doubtful accounts | $ 41,246 | $ 37,880 | $ 46,470 |
Preferred stock, par value (in dollars per share) | $ 1 | $ 1 | $ 1 |
Preferred stock, authorized (in shares) | 1,500,000 | 1,500,000 | 1,500,000 |
Preferred stock, issued (in shares) | 0 | 0 | 0 |
Common stock, par value (in dollars per share) | $ 1 | $ 1 | $ 1 |
Common stock, authorized (in shares) | 2,000,000,000 | 2,000,000,000 | 2,000,000,000 |
Common stock, issued (in shares) | 765,174,900 | 765,174,900 | 765,174,900 |
Treasury stock (in shares) | 216,182,601 | 205,577,484 | 169,052,528 |
Consolidated Results of Operati
Consolidated Results of Operations (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Oct. 01, 2016 | Sep. 26, 2015 | |
Income Statement [Abstract] | ||
Sales | $ 13,968,654 | $ 12,562,611 |
Cost of sales | 11,276,735 | 10,324,616 |
Gross profit | 2,691,919 | 2,237,995 |
Operating expenses | 2,125,086 | 1,744,521 |
Operating income | 566,833 | 493,474 |
Interest expense | 73,623 | 126,907 |
Other expense (income), net | (7,216) | (15,240) |
Earnings before income taxes | 500,426 | 381,807 |
Income taxes | 176,539 | 137,387 |
Net earnings | $ 323,887 | $ 244,420 |
Net earnings: | ||
Basic earnings per share (in dollars per share) | $ 0.58 | $ 0.41 |
Diluted earnings per share (in dollars per share) | $ 0.58 | $ 0.41 |
Average shares outstanding (in shares) | 555,437,764 | 596,698,935 |
Diluted shares outstanding (in shares) | 560,954,068 | 600,789,913 |
Dividends declared per common share (in dollars per share) | $ 0.31 | $ 0.3 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Oct. 01, 2016 | Sep. 26, 2015 | |
Statement of Comprehensive Income [Abstract] | ||
Net earnings | $ 323,887 | $ 244,420 |
Other comprehensive income (loss): | ||
Foreign currency translation adjustment | (89,553) | (87,229) |
Items presented net of tax: | ||
Gains and losses on cash flow hedges | 1,770 | 1,676 |
Change in fair value of cash flow hedges | (319) | (3,778) |
Amortization of prior service cost | 1,752 | 1,715 |
Amortization of actuarial loss, net | 8,790 | 3,275 |
Prior service cost arising in current year | 738 | 0 |
Total other comprehensive income (loss) | (76,822) | (84,341) |
Comprehensive income | $ 247,065 | $ 160,079 |
Consolidated Cash Flows (Unaudi
Consolidated Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Oct. 01, 2016 | Sep. 26, 2015 | |
Cash flows from operating activities: | ||
Net earnings | $ 323,887 | $ 244,420 |
Adjustments to reconcile net earnings to cash provided by operating activities: | ||
Share-based compensation expense | 25,127 | 11,636 |
Depreciation and amortization | 211,685 | 135,961 |
Amortization of debt issuance and other debt-related costs | 6,560 | 6,161 |
Loss on extinguishment of debt | 0 | 86,460 |
Deferred income taxes | 11,374 | 124,631 |
Provision for losses on receivables | (440) | 1,546 |
Other non-cash items | (6,829) | (4,511) |
Additional changes in certain assets and liabilities, net of effect of businesses acquired: | ||
(Increase) in receivables | (136,097) | (211,035) |
(Increase) in inventories | (149,759) | (162,867) |
(Increase) decrease in prepaid expenses and other current assets | (12,657) | 165 |
Increase in accounts payable | 110,914 | 23,580 |
(Decrease) in accrued expenses | (259,698) | (470,409) |
Increase in accrued income taxes | 145,601 | 5,833 |
(Increase) in other assets | (17,066) | (10,354) |
Increase (decrease) in other long-term liabilities | 1,340 | (38,419) |
Excess tax benefits from share-based compensation arrangements | (5,268) | (4,280) |
Net cash provided by (used for) operating activities | 248,674 | (261,482) |
Cash flows from investing activities: | ||
Additions to plant and equipment | (142,255) | (121,243) |
Proceeds from sales of plant and equipment | 4,261 | 1,506 |
Acquisition of businesses, net of cash acquired | (2,910,461) | (83,598) |
Decrease in restricted cash | 0 | 168,274 |
Net cash used for investing activities | (3,048,455) | (35,061) |
Cash flows from financing activities: | ||
Bank and commercial paper borrowings (repayments), net | 442,777 | 717,600 |
Other debt borrowings | 1,201 | 4,148 |
Other debt repayments | (94,935) | (3,659) |
Redemption of senior notes | 0 | (5,050,000) |
Debt issuance costs | (2,846) | 0 |
Cash received from termination of interest rate swap agreements | 0 | 14,496 |
Proceeds from stock option exercises | 32,307 | 54,768 |
Treasury stock purchases | (600,139) | 0 |
Dividends paid | (173,292) | (179,037) |
Excess tax benefits from share-based compensation arrangements | 5,268 | 4,280 |
Net cash used for financing activities | (389,659) | (4,437,404) |
Effect of exchange rates on cash and cash equivalents | 30,038 | (7,841) |
Net decrease in cash and cash equivalents | (3,159,402) | (4,741,788) |
Cash and cash equivalents at beginning of period | 3,919,300 | 5,130,044 |
Cash and cash equivalents at end of period | 759,898 | 388,256 |
Supplemental disclosures of cash flow information: | ||
Interest | 118,426 | 93,976 |
Income taxes | $ 24,406 | $ 13,298 |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Oct. 01, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | BASIS OF PRESENTATION The consolidated financial statements have been prepared by the company, without audit, with the exception of the July 2, 2016 consolidated balance sheet, which was derived from the audited consolidated financial statements included in the company's fiscal 2016 Annual Report on Form 10-K. The financial statements include consolidated balance sheets, consolidated results of operations, consolidated statements of comprehensive income and consolidated cash flows. In the opinion of management, all adjustments, which consist of normal recurring adjustments, except as otherwise disclosed, necessary to present fairly the financial position, results of operations, comprehensive income and cash flows for all periods presented have been made. On July 5, 2016, Sysco consummated its acquisition of Cucina Lux Investments Limited (a private company limited by shares organized under the laws of England and Wales), a holding company of the Brakes Group. This is further described in Note 4 , "Acquisitions" . This acquisition, combined with a change in how the chief operating decision maker assesses performance and allocates resources, resulted in a change in the company's segment reporting. This is further described in Note 13 , "Business Segment Information" . Deferred taxes within the consolidated balance sheet for October 1, 2016 , have been classified as long-term due to the adoption of an accounting pronouncement related to simplification in the presentation of deferred taxes. See Note 2 , "Changes in Accounting" for additional information on these changes. These financial statements should be read in conjunction with the audited financial statements and notes thereto included in the company's fiscal 2016 Annual Report on Form 10-K. Certain footnote disclosures included in annual financial statements prepared in accordance with generally accepted accounting principles (GAAP) have been condensed or omitted pursuant to applicable rules and regulations for interim financial statements. The interim financial information herein has been reviewed by Ernst & Young LLP, independent registered public accounting firm, in accordance with established professional standards and procedures for such a review. A Review Report of Independent Registered Public Accounting Firm has been issued by Ernst & Young LLP and is included as Exhibit 15.1 to this Form 10-Q. |
Changes in Accounting
Changes in Accounting | 3 Months Ended |
Oct. 01, 2016 | |
Accounting Changes and Error Corrections [Abstract] | |
Changes in Accounting | CHANGES IN ACCOUNTING Simplification of Balance Sheet Classification of Deferred Taxes In November 2015, the Financial Accounting Standard Board (FASB) issued Accounting Standard Update (ASU) 2015-17, Balance Sheet Classification of Deferred Taxes, as part of its simplification initiative, which is the FASB's effort to reduce the cost and complexity of certain aspects of U.S. GAAP. This guidance requires that all deferred tax assets and liabilities, along with any related valuation allowance, be classified as non-current on the balance sheet. The guidance does not change the existing requirement that only permits offsetting of deferred tax assets and deferred tax liabilities within a jurisdiction. The company early adopted this standard in the second quarter of fiscal 2016 on a prospective basis, as permitted by the ASU. |
New Accounting Standards
New Accounting Standards | 3 Months Ended |
Oct. 01, 2016 | |
New Accounting Standards [Abstract] | |
New Accounting Standards | NEW ACCOUNTING STANDARDS Guidance in Presentation of Cash Flows In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments , to address eight specific cash flow issues with the objective of reducing the existing diversity in practice. The eight specific issues are (1) Debt Prepayment or Debt Extinguishment Costs; (2) Settlement of Zero-Coupon Debt Instruments or Other Debt Instruments with Coupon Interest Rates That Are Insignificant in Relation to the Effective Interest Rate of the Borrowing; (3) Contingent Consideration Payments Made after a Businesses Combination; (4) Proceeds from the Settlement of Insurance Claims; (5) Proceeds from the Settlement of Corporate-Owned Life Insurance Policies, including Bank-Owned Life Insurance Policies; (6) Distributions Received from Equity Method Invitees; (7) Beneficial Interests in Securitization Transactions; and (8) Separately Identifiable Cash and Application of the Predominance Principle. The guidance is effective for interim and annual periods beginning after December 15, 2017, which is fiscal 2019 for Sysco, with early adoption permitted. The company is currently reviewing the provisions of the new standard. Leases In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) , specifying the accounting for leases, which supersedes the leases requirements in Topic 840, Leases . The objective of Topic 842 is to establish the principles that lessees and lessors shall apply to report useful information to users of financial statements about the amount, timing, and uncertainty of cash flows arising from a lease. Lessees are permitted to make an accounting policy election to not recognize the asset and liability for leases with a term of twelve months or less. Lessors’ accounting is largely unchanged from the previous accounting standard. In addition, Topic 842 expands the disclosure requirements of lease arrangements. Lessees and lessors will use a modified retrospective transition approach, which includes a number of practical expedients. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018, which is fiscal 2020 for Sysco, with early adoption permitted. The company is currently reviewing the provisions of the new standard. Revenue from Contracts with Customers In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606) . This new standard will replace all current GAAP guidance on this topic and eliminate all industry-specific guidance. The new revenue recognition standard provides a unified model to determine when and how revenue is recognized. The core principle is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration for which the entity expects to be entitled in exchange for those goods or services. In March 2016, the FASB issued ASU 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net) , which clarifies the implementation guidance on principal versus agent considerations. The collective guidance is effective for interim and annual periods beginning after December 15, 2017, which is fiscal 2019 for Sysco, and could be early adopted in fiscal 2018. The standard may be applied either retrospectively to each period presented or as a cumulative-effect adjustment as of the date of adoption. The company has not selected a transition method and is currently evaluating the impact of the pending adoption of this ASU on its ongoing financial reporting. |
Acquisitions
Acquisitions | 3 Months Ended |
Oct. 01, 2016 | |
Business Combinations [Abstract] | |
Acquisitions | ACQUISITIONS During the first 13 weeks of fiscal 2017 , the company paid cash of $2.9 billion for acquisitions, net of cash acquired. Certain current year and prior year acquisitions involve contingent consideration that may include earnout agreements that are typically payable over periods of up to three years in the event that certain operating results are achieved. As of October 1, 2016 , aggregate contingent consideration outstanding was $20.7 million , of which $6.7 million was recorded as earnout liabilities. Brakes Group On July 5, 2016, Sysco consummated its acquisition of Cucina Lux Investments Limited (a private company limited by shares organized under the laws of England and Wales), a holding company of the Brakes Group, pursuant to an agreement for the sale and purchase of securities in the capital of the Brakes Group, dated as of February 19, 2016 (the Purchase Agreement), by and among Sysco, entities affiliated with Bain Capital Investors, LLC, and members of management of the Brakes Group (the Acquisition). Following the closing of the Acquisition, the Brakes Group became a wholly-owned subsidiary of Sysco. The Brakes Group is a leading European foodservice business by revenue, supplying fresh, refrigerated and frozen food products, as well as non-food products and supplies, to more than 50,000 foodservice customers ranging from large customers, including leisure, pub, restaurant, hotel and contract catering groups, to smaller customers, including independent restaurants, hotels, fast food outlets, schools and hospitals. Brakes Group businesses include: Brakes, Brakes Catering Equipment, Brake France, Country Choice, Davigel, Fresh Direct, Freshfayre, M&J Seafood, Menigo Foodservice, Pauley's, Wild Harvest and Woodward Foodservice. The Brakes Group has leading market positions in the U.K., France, and Sweden, in addition to a presence in Ireland, Belgium, Spain and Luxembourg. The principal reasons for the Acquisition was the ability to expand Sysco's footprint and infrastructure in Europe and profitably grow Sysco's business. These contributed to a purchase price that resulted in recognition of goodwill. The assets, liabilities and operating results of the Brakes Group are reflected in the company’s consolidated financial statements in accordance with ASC Topic No. 805, Business Combinations , commencing from the acquisition date. In certain circumstances, the purchase price allocations may be based upon preliminary estimates and assumptions. Accordingly, the allocations are subject to revision until Sysco receives final information and other analysis during the measurement period. These include items such as finalizing valuation of acquired tangible and intangible assets and related tax attributes. Total consideration has been determined to be as follows (in thousands): Cash consideration paid, net of cash acquired $ 626,442 Payment for Brakes outstanding financial debt 2,284,100 Total consideration paid, net of cash acquired $ 2,910,542 The purchase price was allocated based on the company’s preliminary estimated fair value of the assets acquired and liabilities assumed, as follows (in thousands): Preliminary Purchase Price Allocation Accounts receivable $ 720,053 Inventory 248,031 Plant and equipment 540,928 Other assets 9,842 Goodwill and other intangibles (1) 2,860,179 Total assets 4,379,033 Accounts payable (736,881 ) Accrued expenses (240,436 ) Deferred tax liabilities (213,614 ) Other liabilities (277,560 ) Total consideration, net of cash acquired $ 2,910,542 (1) The excess purchase price of $1.7 billion was assigned to goodwill, none of which is deductible for income tax purposes. This goodwill has been assigned to the International Foodservice Operations reportable segment. Intangible assets added include customer relationships of $917.6 million with a weighted average life of 12 years and trademarks and trade names of $140.6 million that are indefinite lives assets. Amortization expense is being recognized on a straight line basis and for the first quarter of fiscal 2017 was $19.1 million . The quarter ended October 1, 2016 includes the results of operations of the Brakes Group for the period from July 5, 2016 to October 1, 2016. The consolidated statement of operations for the quarter ended October 1, 2016 includes $1.3 billion of sales and $18.9 million of net earnings attributable to the Brakes Group. Sysco incurred debt in order to fund the Acquisition; however, the interest expense on that debt is not reflected within the earnings from operations attributable to the Brakes Group. Unaudited Pro forma Results The following table presents the company’s pro forma consolidated sales, earnings before income taxes, and net earnings for the quarter ended September 26, 2015. The unaudited pro forma results include the historical statements of operations information of the company and of Brakes Group, giving effect to the Acquisition and related financing as if they had occurred at the beginning of the period presented (in thousands, except per share data). 13-Week Period Ended Sep. 26, 2015 Sales $ 13,992,188 Income before Taxes $ 369,579 Net Earnings $ 236,091 Net earnings: Basic earnings per common share $ 0.40 Diluted earnings per common share $ 0.39 The pro forma results, prepared in accordance with U.S. GAAP, include the following pro forma adjustments related to the Acquisition. (i) Additional amortization expense related to the fair value of intangible assets acquired. (ii) Additional depreciation expense related to the fair value of property and equipment acquired. (iii) The elimination of interest expense assuming the long-term debt paid off on behalf of the Brakes Group as of the Acquisition date had been retired as of June 28, 2015. (iv) The addition of interest expense incurred by Sysco due to the Acquisition of the Brakes Group. (v) The elimination of interest income from related party debt instruments issued to the Brakes Group prior to the Acquisition. (vi) The elimination of Brakes' minority interests, as the majority of the interests were repurchased before the Acquisition. The unaudited pro forma results do not include any sales or cost reductions that may be achieved through the business combination, or the impact of non-recurring items directly related to the business combination or the nature and amount of any material, nonrecurring pro forma adjustments. The unaudited pro forma results are not necessarily indicative of the operating results that would have occurred if the Acquisition had been completed as of the date for which the pro forma financial information is presented. In addition, the unaudited pro forma results do not purport to project the future consolidated operating results of the combined companies. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Oct. 01, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | FAIR VALUE MEASUREMENTS Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (i.e., an exit price). The accounting guidance includes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The three levels of the fair value hierarchy are as follows: • Level 1 – Unadjusted quoted prices for identical assets or liabilities in active markets; • Level 2 – Inputs other than quoted prices in active markets for identical assets and liabilities that are observable either directly or indirectly for substantially the full term of the asset or liability; and • Level 3 – Unobservable inputs for the asset or liability, which include management’s own assumption about the assumptions market participants would use in pricing the asset or liability, including assumptions about risk. Sysco’s policy is to invest in only high-quality investments. Cash equivalents primarily include time deposits, certificates of deposit, commercial paper, high-quality money market funds and all highly liquid instruments with original maturities of three months or less. Restricted cash consists of investments in high-quality money market funds. Any derivative instruments described below are discussed further in Note 6 , "Derivative Financial Instruments" The following is a description of the valuation methodologies used for assets and liabilities measured at fair value: • Time deposits and commercial paper included in cash equivalents are valued at amortized cost, which approximates fair value. These are included within cash equivalents as a Level 2 measurement in the tables below. • Money market funds are valued at the closing price reported by the fund sponsor from an actively traded exchange. These are included within cash equivalents and restricted cash as Level 1 measurements in the tables below. • The interest rate swap agreements are valued using a swap valuation model that utilizes an income approach using observable market inputs including interest rates, LIBOR swap rates and credit default swap rates. These are included as Level 2 measurements in the tables below. • The foreign currency swap agreements are valued using a swap valuation model that utilizes an income approach applying observable market inputs including interest rates, LIBOR swap rates for U.S. dollars, pound sterling and Euro currencies, and credit default swap rates. These are included as Level 2 measurements in the tables below. • Foreign currency forwards are valued based on exchange rates quoted by domestic and foreign banks for similar instruments. These are included as Level 2 measurements in the tables below. • Fuel hedges are valued based on observable market transactions of forward commodity prices. These are included as Level 2 measurements in the tables below. • Contingent consideration in the form of earnout agreements relating to acquisitions is determined utilizing a discounted cash flow approach using various probability-weighted scenarios. The significant unobservable inputs used in calculating the fair value of the contingent consideration includes financial performance scenarios, the probability of achieving those scenarios and the discount rate. These are included in contingent consideration liabilities as Level 3 measurements in the table below. For additional information, see Note 4 , "Acquisitions" . The following tables present the company’s assets and liabilities measured at fair value on a recurring basis as of October 1, 2016 , July 2, 2016 and September 26, 2015 : Assets and Liabilities Measured at Fair Value as of Oct. 1, 2016 Level 1 Level 2 Level 3 Total (In thousands) Assets: Cash and cash equivalents Cash equivalents $ 9,176 $ 43,270 $ — $ 52,446 Other assets Interest rate swap agreements — 18,935 — 18,935 Foreign currency swaps — 3,979 — 3,979 Foreign currency forwards — 873 — 873 Total assets at fair value $ 9,176 $ 67,057 $ — $ 76,233 Liabilities: Contingent consideration $ — $ — $ 6,659 $ 6,659 Other long-term liabilities Cross-currency swaps — 3,184 — 3,184 Foreign currency swaps — 10,695 — 10,695 Fuel hedges — 618 — 618 Total liabilities at fair value $ — $ 14,497 $ 6,659 $ 21,156 Assets and Liabilities Measured at Fair Value as of Jul. 2, 2016 Level 1 Level 2 Level 3 Total (In thousands) Assets: Cash and cash equivalents Cash equivalents $ 634,230 $ 43,270 $ — $ 677,500 Other assets Interest rate swap agreements — 36,805 — 36,805 Total assets at fair value $ 634,230 $ 80,075 $ — $ 714,305 Liabilities: Contingent consideration $ — $ — $ 16,439 $ 16,439 Total liabilities at fair value $ — $ — $ 16,439 $ 16,439 Assets and Liabilities Measured at Fair Value as of Sep. 26, 2015 Level 1 Level 2 Level 3 Total (In thousands) Assets: Cash and cash equivalents Cash equivalents $ 102,508 $ 62,131 $ — $ 164,639 Other assets Interest rate swap agreement — 8,219 — 8,219 Total assets at fair value $ 102,508 $ 70,350 $ — $ 172,858 Liabilities: Contingent consideration $ — $ — $ 28,722 $ 28,722 Total liabilities at fair value $ — $ — $ 28,722 $ 28,722 The significant unobservable inputs used in the fair value measurements of our Level 3 contingent consideration liabilities related to earnout agreements were as follows: 13-Week Period Ended Oct. 1, 2016 Sep. 26, 2015 Unobservable Inputs: (Weighted Average) Probability of achieving payout targets 92.1 % 93.2 % Discount Rate 8.3 % 11.5 % A decrease in probabilities of achieving the targets or an increase in the discount rates would result in a lower fair value measurement. The fair value of contingent consideration for earnout agreements is reassessed quarterly, including an analysis of the significant inputs used in the valuation, as well as the accretion of the present value discount. Changes are reflected within Operating expense in the consolidated results of operations. The following table provides the changes in fair value of the contingent consideration for earnout liabilities for the periods presented (in thousands): 13-Week Period Ended Oct. 1, 2016 Sep. 26, 2015 Balance at the beginning of year $ 16,439 $ 28,644 Contingent consideration liabilities recorded for business acquisitions (142 ) (125 ) Payments (9,537 ) (75 ) Currency translation (101 ) 278 Balance as of the end of the quarter $ 6,659 $ 28,722 The carrying values of accounts receivable and accounts payable approximated their respective fair values due to their short-term maturities. The fair value of Sysco’s total debt is estimated based on the quoted market prices for the same or similar issue or on the current rates offered to the company for debt of the same remaining maturities and is considered a Level 2 measurement. The fair value of total debt approximated $8.4 billion , $7.9 billion and $3.1 billion as of October 1, 2016 , July 2, 2016 and September 26, 2015 , respectively. The carrying value of total debt was $7.8 billion , $7.4 billion and $2.9 billion as of October 1, 2016 , July 2, 2016 and September 26, 2015 , respectively. |
Derivative Financial Instrument
Derivative Financial Instruments | 3 Months Ended |
Oct. 01, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Financial Instruments | DERIVATIVE FINANCIAL INSTRUMENTS Sysco uses derivative financial instruments to enact hedging strategies for risk mitigation purposes; however, the company does not use derivative financial instruments for trading or speculative purposes. Hedging of interest rate risk Sysco manages its debt portfolio with interest rate swaps from time to time to achieve an overall desired position of fixed and floating rates. Details of outstanding swap agreements as of October 1, 2016 are below: Maturity Date of Swap Notional Value (in millions) Fixed Coupon Rate on Hedged Debt Floating Interest Rate on Swap Floating Rate Reset Terms February 12, 2018 $ 500 5.25 % Six-month LIBOR Every six months in arrears April 1, 2019 $ 500 1.90 % Three-month LIBOR Every three months in advance October 1, 2020 $ 750 2.60 % Three-month LIBOR Every three months in advance July 15, 2021 $ 500 2.50 % Three-month LIBOR Every three months in advance Hedging of foreign currency risk In the first quarter of fiscal 2017 , Sysco entered into cross-currency swap contracts to hedge the foreign currency transaction risk of certain pound sterling-denominated intercompany loans with a total notional value of £234.2 million . Gains and losses from these swaps offset the changes in value of interest and principal payments as a result of changes in foreign exchange rates, which are recorded in other expense (income), net in the consolidated results of operations. The company recognizes the difference between the U.S. dollar interest payments received from the swap counterparty and the U.S. dollar equivalent of the pound sterling interest payments made to the swap counterparty in other expense (income), net on the consolidated results of operations. This difference varies over time and is driven by a number of market factors, including relevant interest rate differentials and foreign exchange rates. These swaps have been designated as cash flow hedges and mature in July 2021, at the same time as the related loans. There are no credit-risk-related contingent features associated with these swaps. The company also entered into cross currency swap contracts to hedge the foreign currency exposure of our net investment in certain foreign operations. The effective portion of the derivative gain or loss is recorded in accumulated other comprehensive income and will be subsequently reclassified to earnings when the hedged net investment is either sold or substantially liquidated. Sysco also designated its Euro-denominated debt of €500 million issued in June 2016 as a net-investment hedge. The remeasurement gain or loss is recorded in accumulated other comprehensive income and will be subsequently reclassified to net earnings when the hedged net investment is either sold or substantially liquidated. Sysco's operations in the United Kingdom and Sweden have inventory purchases denominated in currencies other than their functional currency such as Euro, U.S. dollar, Polish zloty and Danish krone. These inventory purchases give rise to foreign currency exposure between the functional currency of these entities and these currencies. The company enters into foreign currency forward "swap" contracts to sell the applicable entity's functional currency and buy currencies matching the inventory purchase, which operate as cash flow hedges of the company's foreign currency-denominated inventory purchases. These swap contracts are recorded at fair value on the balance sheet and within accumulated other comprehensive income. The amount of ineffectiveness, if any, is recorded in earnings. Amounts in accumulated other comprehensive income are reclassified into earnings in the same period during which the hedged forecasted transactions affect earnings, which is the period in which the company recognizes the sales associated with the specified foreign currency-denominated inventory purchases. Hedging of fuel price risk As a result of the Acquisition, Sysco acquired the Brakes Group fuel commodity swaps used to hedge against the risk of the change in the price of diesel on anticipated future purchases. These swaps have maturity dates extending into June 2017 and have been designated as cash flow hedges. These swap contracts are recorded at fair value on the balance sheet and within accumulated other comprehensive income. The amount of ineffectiveness, if any, is recorded in earnings. Amounts in accumulated other comprehensive income are reclassified into earnings in the same period during which the hedged forecasted transactions occur, which is when the fuel is expected to be procured. The location and the fair value of derivative instruments designated as hedges in the consolidated balance sheet as of October 1, 2016 , July 2, 2016 and September 26, 2015 are as follows: Derivative Fair Value Balance Sheet location Oct. 1, 2016 Sep. 26, 2015 Jul. 2, 2016 (In thousands) Fair value hedges: Interest rate swap agreements Other assets $ 18,935 $ 8,219 $ 36,805 Cash Flow Hedges: Foreign currency forwards Other assets $ 873 $ — $ — Fuel hedges Other long-term liabilities 618 — — Cross currency swaps Other long-term liabilities 3,184 — — Net Investment Hedges: Foreign currency swaps Other assets $ 3,979 $ — $ — Foreign currency swaps Other long-term liabilities 10,695 — — The location and effect of derivative instruments and related hedged items on the consolidated results of operations for the 13-week periods ended October 1, 2016 and September 26, 2015 presented on a pretax basis are as follows: Location of (Gain) or Loss Recognized Amount of (Gain) or Loss Recognized 13-Week Period Ended Oct. 1, 2016 Sep. 26, 2015 (In thousands) Fair Value Hedge Relationships: Interest rate swap agreements Interest expense $ (3,400 ) $ (1,997 ) Amounts related to cash flow hedge relationships were not material. For fair value hedges of interest rate risk, hedge ineffectiveness represents the difference between the changes in the fair value of the derivative instruments and the changes in fair value of the fixed rate debt attributable to changes in the benchmark interest rate. For cash flow hedges, hedge ineffectiveness is the lesser of the change in the fair value of the derivative compared to the change in the hedged transaction. Hedge ineffectiveness is recorded directly in earnings within interest expense for interest rate swaps, other income and expense, net for hedging of the foreign exchange risk on intercompany loans, cost of sales for foreign exchange risk on inventory purchases and operating expense for fuel hedging. All amounts were immaterial for the first quarter of fiscal 2017 and 2016 . None of the instruments contain credit-risk-related contingent features. |
Debt
Debt | 3 Months Ended |
Oct. 01, 2016 | |
Debt Disclosure [Abstract] | |
Debt | DEBT Sysco has a commercial paper program allowing the company to issue short-term unsecured notes in an aggregate amount not to exceed $1.5 billion . As of October 1, 2016 , there was $442.8 million in outstanding commercial paper classified as long-term debt due to the underlying long-term revolving credit facility. This facility, in the amount of $1.5 billion , expired on December 29, 2018, but was subject to extension. During the first 13 weeks of 2017 , aggregate outstanding commercial paper and short-term bank borrowings ranged from zero to approximately $694.3 million . On November 2, 2016, the company's existing long-term revolving credit facility was terminated and a new facility in the amount of $2.0 billion was established. The new facility expires on November 2, 2021, but is subject to extension. |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
Oct. 01, 2016 | |
Earnings Per Share, Basic [Abstract] | |
Earnings Per Share | EARNINGS PER SHARE The following table sets forth the computation of basic and diluted earnings per share: 13-Week Period Ended Oct. 1, 2016 Sep. 26, 2015 (In thousands, except for share and per share data) Numerator: Net earnings $ 323,887 $ 244,420 Denominator: Weighted-average basic shares outstanding 555,437,764 596,698,935 Dilutive effect of share-based awards 5,516,304 4,090,978 Weighted-average diluted shares outstanding 560,954,068 600,789,913 Basic earnings per share $ 0.58 $ 0.41 Diluted earnings per share $ 0.58 $ 0.41 The number of options that were not included in the diluted earnings per share calculation because the effect would have been anti-dilutive was approximately 2,056,000 and 4,500,000 for the first quarter of fiscal 2017 and fiscal 2016 , respectively. |
Other Comprehensive Income
Other Comprehensive Income | 3 Months Ended |
Oct. 01, 2016 | |
Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Other Comprehensive Income | OTHER COMPREHENSIVE INCOME Comprehensive income is net earnings plus certain other items that are recorded directly to shareholders’ equity, such as foreign currency translation adjustment, amounts related to cash flow hedging arrangements and certain amounts related to pension and other postretirement plans. Comprehensive income was $247.1 million and $160.1 million for the first quarter of fiscal 2017 and fiscal 2016 , respectively. A summary of the components of other comprehensive income (loss) and the related tax effects for each of the periods presented is as follows: 13-Week Period Ended Oct. 1, 2016 Location of Expense (Income) Recognized in Net Earnings Before Tax Amount Tax Net of Tax Amount (In thousands) Pension and other postretirement benefit plans: Reclassification adjustments: Amortization of prior service cost Operating expenses $ 2,844 $ 1,092 $ 1,752 Amortization of actuarial loss (gain), net Operating expenses 12,721 3,931 8,790 Prior service cost arising in current year Operating expenses 738 — 738 Total reclassification adjustments 16,303 5,023 11,280 Foreign currency translation: Other comprehensive income before reclassification adjustments: Foreign currency translation adjustment N/A (89,553 ) — (89,553 ) Interest rate swaps: Reclassification adjustments: Gains and losses on cash flow hedges Interest expense 2,873 1,103 1,770 Change in fair value of cash flow hedge N/A (319 ) — (319 ) Total other comprehensive (loss) income $ (70,696 ) $ 6,126 $ (76,822 ) 13-Week Period Ended Sep. 26, 2015 Location of Expense (Income) Recognized in Net Earnings Before Tax Amount Tax Net of Tax Amount (In thousands) Pension and other postretirement benefit plans: Reclassification adjustments: Amortization of prior service cost Operating expenses $ 2,784 $ 1,069 $ 1,715 Amortization of actuarial loss (gain), net Operating expenses 5,317 2,042 3,275 Total reclassification adjustments 8,101 3,111 4,990 Foreign currency translation: Other comprehensive income before reclassification adjustments: Foreign currency translation adjustment N/A (87,229 ) — (87,229 ) Interest rate swaps: Reclassification adjustments: Gains and losses on cash flow hedges Interest expense 2,720 1,044 1,676 Change in fair value of cash flow hedges N/A (6,134 ) (2,356 ) (3,778 ) Total other comprehensive (loss) income $ (82,542 ) $ 1,799 $ (84,341 ) The following tables provide a summary of the changes in accumulated other comprehensive (loss) income for the periods presented: 13-Week Period Ended Oct. 1, 2016 Pension and Other Postretirement Benefit Plans, net of tax Foreign Currency Translation Interest Rate Swaps, net of tax Total (In thousands) Balance as of Jul. 2, 2016 $ (1,104,484 ) $ (136,813 ) $ (116,821 ) $ (1,358,118 ) Equity adjustment from foreign currency translation — (89,553 ) — (89,553 ) Other comprehensive income before reclassification adjustments — — — — Gains and losses on cash flow hedges — — 1,770 1,770 Change in fair value of cash flow hedges — — (319 ) (319 ) Prior service cost arising in current year 738 — — 738 Amortization of unrecognized prior service cost 1,752 — — 1,752 Amortization of unrecognized net actuarial losses 8,790 — — 8,790 Balance as of Oct. 1, 2016 $ (1,093,204 ) $ (226,366 ) $ (115,370 ) $ (1,434,940 ) 13-Week Period Ended Sep. 26, 2015 Pension and Other Postretirement Benefit Plans, net of tax Foreign Currency Translation Interest Rate Swaps, net of tax Total (In thousands) Balance as of Jun. 27, 2015 $ (705,311 ) $ (97,733 ) $ (120,153 ) $ (923,197 ) Other comprehensive income before reclassification adjustments — (87,229 ) — (87,229 ) Gains and losses on cash flow hedges — — 1,676 1,676 Change in fair value of cash flow hedges — — (3,778 ) (3,778 ) Amortization of unrecognized prior service cost 1,715 — — 1,715 Amortization of unrecognized net actuarial losses 3,274 — — 3,274 Balance as of Sep. 26, 2015 $ (700,322 ) $ (184,962 ) $ (122,255 ) $ (1,007,539 ) |
Share-Based Compensation
Share-Based Compensation | 3 Months Ended |
Oct. 01, 2016 | |
Share-based Compensation [Abstract] | |
Share-Based Compensation | SHARE-BASED COMPENSATION Sysco provides compensation benefits to employees and non-employee directors under several share-based payment arrangements including various employee stock incentive plans, the Employee Stock Purchase Plan (ESPP), and various non-employee director plans. Stock Incentive Plans In the first quarter of fiscal 2017 , options to purchase 4,923,481 shares were granted to employees. The fair value of each option award is estimated as of the date of grant using a Black-Scholes option pricing model. The weighted average grant-date fair value per option granted during the first quarter of fiscal 2017 was $6.04 . In the first quarter of fiscal 2017 , 802,854 performance share units (PSUs) were granted to employees. Based on the jurisdiction in which the employee resides, some of these PSUs were granted with forfeitable dividend equivalents. The fair value of each PSU award granted with a dividend equivalent is based on the company’s stock price as of the date of grant. For PSUs granted without dividend equivalents, the fair value was reduced by the present value of expected dividends during the vesting period. The weighted average grant-date fair value per performance share unit granted during the first quarter of fiscal 2017 was $52.19 . The PSUs will convert into shares of Sysco common stock at the end of the performance period based on financial performance targets consisting of Sysco's earnings per share compound annual growth rate and adjusted return on invested capital. In the first quarter of fiscal 2017 , expense was recognized assuming on-target performance will be achieved. Employee Stock Purchase Plan Plan participants purchased 264,900 shares of common stock under the Sysco ESPP during the first quarter of fiscal 2017 . The weighted average fair value per share of employee stock purchase rights issued pursuant to the Employee Stock Purchase Plan was $7.61 during the first quarter of fiscal 2017 . The fair value of the stock purchase rights is estimated as the difference between the stock price and the employee purchase price. All Share-Based Payment Arrangements The total share-based compensation cost that has been recognized in results of operations was $25.1 million and $11.6 million for the first quarter of fiscal 2017 and fiscal 2016 , respectively. As of October 1, 2016 , there was $113.4 million of total unrecognized compensation cost related to share-based compensation arrangements. This cost is expected to be recognized over a weighted-average period of 2.51 years. |
Income Taxes
Income Taxes | 3 Months Ended |
Oct. 01, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | INCOME TAXES Uncertain Tax Positions As of October 1, 2016 , the gross amount of unrecognized tax benefit and related accrued interest was $23.5 million and $14.4 million , respectively. It is reasonably possible that the amount of the unrecognized tax benefit with respect to certain of the company’s unrecognized tax positions will increase or decrease in the next twelve months, either because Sysco prevails on positions challenged upon audit or because the company agrees to the disallowance. Items that may cause changes to unrecognized tax benefits primarily include the consideration of various filing requirements in numerous states and the allocation of income and expense between tax jurisdictions. At this time, an estimate of the range of the reasonably possible change cannot be made. Effective Tax Rate Sysco’s effective tax rate is reflective of the jurisdictions where the company has operations. The effective tax rates for the first quarter of fiscal 2017 and fiscal 2016 were 35.28% and 35.98% , respectively. Indefinitely reinvested earnings taxed at foreign statutory rates less than our domestic tax rate have the impact of reducing the effective tax rate in both periods. The Acquisition contributed to a lower effective tax rate in the first quarter of fiscal 2017 , as the Brakes Group's operations are taxed at a lower rate than Sysco's historical U.S. operations. In the first quarter of fiscal 2017 , Sysco experienced a reduction in the effective tax rate due to tax credits and lower tax rates from new tax laws in the United Kingdom. These were largely offset by one-time tax expenses related to the Acquisition primarily from non-deductible transaction costs. Other The determination of the company’s provision for income taxes requires significant judgment, the use of estimates and the interpretation and application of complex tax laws. The company’s provision for income taxes reflects a combination of income earned and taxed in the various U.S. federal and state, as well as foreign, jurisdictions. Jurisdictional tax law changes, increases or decreases in permanent differences between book and tax items, accruals or adjustments of accruals for unrecognized tax benefits or valuation allowances, and the company’s change in the mix of earnings from these taxing jurisdictions all affect the overall effective tax rate. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Oct. 01, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | COMMITMENTS AND CONTINGENCIES Legal Proceedings Sysco is engaged in various legal proceedings that have arisen, but have not been fully adjudicated. The likelihood of loss for these legal proceedings, based on definitions within contingency accounting literature, ranges from remote to reasonably possible to probable. When probable and reasonably estimable, the losses have been accrued. Based on estimates of the range of potential losses associated with these matters, management does not believe the ultimate resolution of these proceedings, either individually or in the aggregate, will have a material adverse effect upon the consolidated financial position or results of operations of the company. However, the final results of legal proceedings cannot be predicted with certainty and, if the company failed to prevail in one or more of these legal matters, and the associated realized losses were to exceed the company’s current estimates of the range of potential losses, the company’s consolidated financial position or results of operations could be materially adversely affected in future periods. |
Business Segment Information
Business Segment Information | 3 Months Ended |
Oct. 01, 2016 | |
Segment Reporting [Abstract] | |
Business Segment Information | BUSINESS SEGMENT INFORMATION The Acquisition, combined with a change in how the chief operating decision maker assesses performance and allocates resources, resulted in a change in Sysco's segment reporting. Sysco has aggregated certain of its operating companies into three reportable segments. "Other" financial information is attributable to the company's other operating segments that have not been aggregated into one of the three reporting segments. • U.S. Foodservice Operations - primarily includes U.S. broadline operations, custom-cut meat companies, FreshPoint (our specialty produce companies) and European Imports (a specialty import company); • International Foodservice Operations - includes broadline operations in Canada and Europe, including the Brakes Group, Bahamas, Mexico, Costa Rica and Panama, as well as a company that distributes to international customers; • SYGMA - our chain restaurant distribution subsidiary; and • Other - primarily our hotel supply operations and our Sysco Ventures platform, which includes our suite of technology solutions that help support the business needs of our customers. Broadline operating companies distribute a full line of food products and a wide variety of non-food products to both traditional and chain restaurant customers, hospitals, schools, hotels, industrial caterers and other venues where foodservice products are served. SYGMA operating companies distribute a full line of food products and a wide variety of non-food products to certain chain restaurant customer locations. The accounting policies for the segments are the same as those disclosed by Sysco for its consolidated financial statements. Management evaluates the performance of each of our operating segments based on its respective operating income results. Corporate expenses generally include all expenses of the corporate office and Sysco’s shared services center. These also include all share-based compensation costs. While a segment’s operating income may be impacted in the short-term by increases or decreases in gross profits, expenses, or a combination thereof, over the long-term each business segment is expected to increase its operating income at a greater rate than sales growth. This is consistent with our long-term goal of leveraging earnings growth at a greater rate than sales growth. The following tables set forth certain financial information for Sysco’s business segments. Prior year amounts have been reclassified to conform to the current year presentation and include the impact of a change in allocation between corporate and these segments that is not material but is consistent with management's assessment of segment performance in fiscal 2017. 13-Week Period Ended Oct. 1, 2016 Sep. 26, 2015 Sales: (In thousands) U.S. Foodservice Operations $ 9,481,115 $ 9,407,923 International Foodservice Operations 2,728,360 1,390,259 SYGMA 1,504,692 1,445,904 Other 254,487 318,525 Total $ 13,968,654 $ 12,562,611 13-Week Period Ended Oct. 1, 2016 Sep. 26, 2015 Operating income: (In thousands) U.S. Foodservice Operations $ 745,231 $ 686,669 International Foodservice Operations 79,435 51,920 SYGMA 4,908 5,123 Other 8,001 10,770 Total segments 837,575 754,482 Corporate expenses (270,742 ) (261,008 ) Total operating income 566,833 493,474 Interest expense 73,623 126,907 Other expense (income), net (7,216 ) (15,240 ) Earnings before income taxes $ 500,426 $ 381,807 Oct. 1, 2016 July 2, 2016 Sep. 26, 2015 Assets: (In thousands) U.S. Foodservice Operations $ 6,988,148 $ 6,870,159 $ 7,263,246 International Foodservice Operations 6,410,354 2,030,917 1,812,094 SYGMA 583,106 541,796 508,403 Other 433,895 469,830 429,226 Total segments 14,415,503 9,912,702 10,012,969 Corporate 3,609,307 6,809,102 3,358,582 Total $ 18,024,810 $ 16,721,804 $ 13,371,551 |
Supplemental Guarantor Informat
Supplemental Guarantor Information - Subsidiary Guarantees | 3 Months Ended |
Oct. 01, 2016 | |
Supplemental Guarantor Information - Subsidiary Guarantees [Abstract] | |
Supplemental Guarantor Information - Subsidiary Guarantees | SUPPLEMENTAL GUARANTOR INFORMATION - SUBSIDIARY GUARANTEES On January 19, 2011, the wholly owned U.S. Broadline subsidiaries of Sysco Corporation entered into full and unconditional guarantees of all outstanding senior notes and debentures of Sysco Corporation. Borrowings under the company’s revolving credit facility supporting the company’s U.S. and Canadian commercial paper programs are also covered under these guarantees. As of October 1, 2016 , Sysco had a total of $7.8 billion in senior notes, debentures and commercial paper outstanding that was covered by these guarantees. All subsidiary guarantors are 100% owned by the parent company, all guarantees are full and unconditional and all guarantees are joint and several, except that the guarantee of any subsidiary guarantor with respect to a series of senior notes or debentures may be released under certain customary circumstances. If we exercise our defeasance option with respect to the senior notes or debentures of any series, then any subsidiary guarantor effectively will be released with respect to that series. Further, each subsidiary guarantee will remain in full force and effect until the earliest to occur of the date, if any, on which (1) the applicable subsidiary guarantor shall consolidate with or merge into Sysco Corporation or any successor of Sysco Corporation or (2) Sysco Corporation or any successor of Sysco Corporation consolidates with or merges into the applicable subsidiary guarantor. The following condensed consolidating financial statements present separately the financial position, comprehensive income and cash flows of the parent issuer (Sysco Corporation), the guarantors (the majority of the company’s U.S. Broadline subsidiaries), and all other non‑guarantor subsidiaries of Sysco (Other Non-Guarantor Subsidiaries) on a combined basis with eliminating entries. Condensed Consolidating Balance Sheet Oct. 1, 2016 Sysco Certain U.S. Broadline Subsidiaries Other Non-Guarantor Subsidiaries Eliminations Consolidated Totals (In thousands) Current assets $ 227,329 $ 4,043,517 $ 3,864,624 $ — $ 8,135,470 Investment in subsidiaries 7,324,607 260,252 758,353 (8,343,212 ) — Plant and equipment, net 394,254 1,566,905 2,457,365 — 4,418,524 Other assets 199,918 566,954 4,703,944 — 5,470,816 Total assets $ 8,146,108 $ 6,437,628 $ 11,784,286 $ (8,343,212 ) $ 18,024,810 Current liabilities $ 433,751 $ 2,138,099 $ 2,794,700 $ — $ 5,366,550 Intercompany payables (receivables) (4,182,835 ) (474,685 ) 4,657,520 — — Long-term debt 7,607,826 61,663 174,028 — 7,843,517 Other liabilities 1,032,296 156,272 528,526 — 1,717,094 Noncontrolling interest — — 76,863 — 76,863 Shareholders’ equity 3,255,070 4,556,279 3,552,649 (8,343,212 ) 3,020,786 Total liabilities and shareholders’ equity $ 8,146,108 $ 6,437,628 $ 11,784,286 $ (8,343,212 ) $ 18,024,810 Condensed Consolidating Balance Sheet July 2, 2016 Sysco Certain U.S. Broadline Subsidiaries Other Non-Guarantor Subsidiaries Eliminations Consolidated Totals (In thousands) Current assets $ 3,440,206 $ 3,813,524 $ 2,800,169 $ — $ 10,053,899 Investment in subsidiaries 6,484,258 224,138 (306,219 ) (6,402,177 ) — Plant and equipment, net 429,890 1,587,702 1,862,850 — 3,880,442 Other assets 213,186 642,525 1,931,752 — 2,787,463 Total assets $ 10,567,540 $ 6,267,889 $ 6,288,552 $ (6,402,177 ) $ 16,721,804 Current liabilities $ 621,925 $ 111,728 $ 3,700,803 $ — $ 4,434,456 Intercompany payables (receivables) (1,348,425 ) 2,097,508 (749,083 ) — — Long-term debt 7,145,955 62,387 128,588 — 7,336,930 Other liabilities 878,834 248,493 268,097 — 1,395,424 Noncontrolling interest — — 75,386 — 75,386 Shareholders’ equity 3,269,251 3,747,773 2,864,761 (6,402,177 ) 3,479,608 Total liabilities and shareholders’ equity $ 10,567,540 $ 6,267,889 $ 6,288,552 $ (6,402,177 ) $ 16,721,804 Condensed Consolidating Balance Sheet Sep. 26, 2015 Sysco Certain U.S. Broadline Subsidiaries Other Non-Guarantor Subsidiaries Eliminations Consolidated Totals (In thousands) Current assets $ 237,758 $ 4,252,595 $ 2,537,607 $ — $ 7,027,960 Investment in subsidiaries 9,473,425 — — (9,473,425 ) — Plant and equipment, net 512,397 1,662,227 1,786,675 — 3,961,299 Other assets 203,535 525,372 1,653,385 — 2,382,292 Total assets $ 10,427,115 $ 6,440,194 $ 5,977,667 $ (9,473,425 ) $ 13,371,551 Current liabilities $ 478,158 $ 1,105,347 $ 2,387,311 $ — $ 3,970,816 Intercompany payables (receivables) 1,041,230 (1,670,713 ) 629,483 — — Long-term debt 2,884,581 9,337 110,700 — 3,004,618 Other liabilities 715,169 271,194 59,826 — 1,046,189 Noncontrolling interest — — 44,243 — 44,243 Shareholders’ equity 5,307,977 6,725,029 2,746,104 (9,473,425 ) 5,305,685 Total liabilities and shareholders’ equity $ 10,427,115 $ 6,440,194 $ 5,977,667 $ (9,473,425 ) $ 13,371,551 Condensed Consolidating Statement of Comprehensive Income For the 13-Week Period Ended Oct. 1, 2016 Sysco Certain U.S. Broadline Subsidiaries Other Non-Guarantor Subsidiaries Eliminations Consolidated Totals (In thousands) Sales $ — $ 8,532,859 $ 5,880,712 $ (444,917 ) $ 13,968,654 Cost of sales — 6,874,182 4,847,470 (444,917 ) 11,276,735 Gross profit — 1,658,677 1,033,242 — 2,691,919 Operating expenses 217,903 957,964 949,219 — 2,125,086 Operating income (loss) (217,903 ) 700,713 84,023 — 566,833 Interest expense (income) 68,889 (25,034 ) 29,768 — 73,623 Other expense (income), net (14,891 ) (224 ) 7,899 — (7,216 ) Earnings (losses) before income taxes (271,901 ) 725,971 46,356 — 500,426 Income tax (benefit) provision (95,921 ) 256,107 16,353 — 176,539 Equity in earnings of subsidiaries 499,868 — — (499,868 ) — Net earnings 323,888 469,864 30,003 (499,868 ) 323,887 Other comprehensive income (loss) (76,822 ) — (214,625 ) 214,625 (76,822 ) Comprehensive income $ 247,066 $ 469,864 $ (184,622 ) $ (285,243 ) $ 247,065 Condensed Consolidating Statement of Comprehensive Income For the 13-Week Period Ended Sep. 26, 2015 Sysco Certain U.S. Broadline Subsidiaries Other Non-Guarantor Subsidiaries Eliminations Consolidated Totals (In thousands) Sales $ — $ 8,524,550 $ 4,426,998 $ (388,937 ) $ 12,562,611 Cost of sales — 6,912,169 3,801,384 (388,937 ) 10,324,616 Gross profit — 1,612,381 625,614 — 2,237,995 Operating expenses 199,375 956,915 588,231 — 1,744,521 Operating income (loss) (199,375 ) 655,466 37,383 — 493,474 Interest expense (income) 146,097 (39,983 ) 20,793 — 126,907 Other expense (income), net (5,077 ) (477 ) (9,686 ) — (15,240 ) Earnings (losses) before income taxes (340,395 ) 695,926 26,276 — 381,807 Income tax (benefit) provision (122,484 ) 250,417 9,454 — 137,387 Equity in earnings of subsidiaries 462,331 — — (462,331 ) — Net earnings 244,420 445,509 16,822 (462,331 ) 244,420 Other comprehensive income (loss) (84,341 ) — (183,185 ) 183,185 (84,341 ) Comprehensive income $ 160,079 $ 445,509 $ (166,363 ) $ (279,146 ) $ 160,079 Condensed Consolidating Cash Flows For the 13-Week Period Ended Oct. 1, 2016 Sysco Certain U.S. Broadline Subsidiaries Other Non-Guarantor Subsidiaries Consolidated Totals (In thousands) Cash flows provided by (used for): Operating activities $ (163,444 ) $ 2,236,758 $ (1,824,640 ) $ 248,674 Investing activities (22,729 ) (19,426 ) (3,006,300 ) (3,048,455 ) Financing activities (225,668 ) (7,492 ) (156,499 ) (389,659 ) Effect of exchange rates on cash — — 30,038 30,038 Intercompany activity (2,833,759 ) (2,206,407 ) 5,040,166 — Net increase (decrease) in cash and cash equivalents (3,245,600 ) 3,433 82,765 (3,159,402 ) Cash and cash equivalents at the beginning of period 3,376,412 34,072 508,816 3,919,300 Cash and cash equivalents at the end of period $ 130,812 $ 37,505 $ 591,581 $ 759,898 Condensed Consolidating Cash Flows For the 13-Week Period Ended Sep. 26, 2015 Sysco Certain U.S. Broadline Subsidiaries Other Non-Guarantor Subsidiaries Consolidated Totals (In thousands) Cash flows provided by (used for): Operating activities $ (525,626 ) $ (317,193 ) $ 581,337 $ (261,482 ) Investing activities 138,186 (13,083 ) (160,164 ) (35,061 ) Financing activities (4,445,507 ) (800 ) 8,903 (4,437,404 ) Effect of exchange rates on cash — — (7,841 ) (7,841 ) Intercompany activity 59,403 329,064 (388,467 ) — Net increase (decrease) in cash and cash equivalents (4,773,544 ) (2,012 ) 33,768 (4,741,788 ) Cash and cash equivalents at the beginning of period 4,851,074 26,377 252,593 5,130,044 Cash and cash equivalents at the end of period $ 77,530 $ 24,365 $ 286,361 $ 388,256 |
Changes in Accounting (Policies
Changes in Accounting (Policies) | 3 Months Ended |
Oct. 01, 2016 | |
Accounting Changes and Error Corrections [Abstract] | |
Accounting changes | Simplification of Balance Sheet Classification of Deferred Taxes In November 2015, the Financial Accounting Standard Board (FASB) issued Accounting Standard Update (ASU) 2015-17, Balance Sheet Classification of Deferred Taxes, as part of its simplification initiative, which is the FASB's effort to reduce the cost and complexity of certain aspects of U.S. GAAP. This guidance requires that all deferred tax assets and liabilities, along with any related valuation allowance, be classified as non-current on the balance sheet. The guidance does not change the existing requirement that only permits offsetting of deferred tax assets and deferred tax liabilities within a jurisdiction. The company early adopted this standard in the second quarter of fiscal 2016 on a prospective basis, as permitted by the ASU. Guidance in Presentation of Cash Flows In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments , to address eight specific cash flow issues with the objective of reducing the existing diversity in practice. The eight specific issues are (1) Debt Prepayment or Debt Extinguishment Costs; (2) Settlement of Zero-Coupon Debt Instruments or Other Debt Instruments with Coupon Interest Rates That Are Insignificant in Relation to the Effective Interest Rate of the Borrowing; (3) Contingent Consideration Payments Made after a Businesses Combination; (4) Proceeds from the Settlement of Insurance Claims; (5) Proceeds from the Settlement of Corporate-Owned Life Insurance Policies, including Bank-Owned Life Insurance Policies; (6) Distributions Received from Equity Method Invitees; (7) Beneficial Interests in Securitization Transactions; and (8) Separately Identifiable Cash and Application of the Predominance Principle. The guidance is effective for interim and annual periods beginning after December 15, 2017, which is fiscal 2019 for Sysco, with early adoption permitted. The company is currently reviewing the provisions of the new standard. Leases In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) , specifying the accounting for leases, which supersedes the leases requirements in Topic 840, Leases . The objective of Topic 842 is to establish the principles that lessees and lessors shall apply to report useful information to users of financial statements about the amount, timing, and uncertainty of cash flows arising from a lease. Lessees are permitted to make an accounting policy election to not recognize the asset and liability for leases with a term of twelve months or less. Lessors’ accounting is largely unchanged from the previous accounting standard. In addition, Topic 842 expands the disclosure requirements of lease arrangements. Lessees and lessors will use a modified retrospective transition approach, which includes a number of practical expedients. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018, which is fiscal 2020 for Sysco, with early adoption permitted. The company is currently reviewing the provisions of the new standard. Revenue from Contracts with Customers In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606) . This new standard will replace all current GAAP guidance on this topic and eliminate all industry-specific guidance. The new revenue recognition standard provides a unified model to determine when and how revenue is recognized. The core principle is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration for which the entity expects to be entitled in exchange for those goods or services. In March 2016, the FASB issued ASU 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net) , which clarifies the implementation guidance on principal versus agent considerations. The collective guidance is effective for interim and annual periods beginning after December 15, 2017, which is fiscal 2019 for Sysco, and could be early adopted in fiscal 2018. The standard may be applied either retrospectively to each period presented or as a cumulative-effect adjustment as of the date of adoption. The company has not selected a transition method and is currently evaluating the impact of the pending adoption of this ASU on its ongoing financial reporting. |
Acquisitions (Tables)
Acquisitions (Tables) | 3 Months Ended |
Oct. 01, 2016 | |
Business Combinations [Abstract] | |
Summary of purchase price | has been determined to be as follows (in thousands): Cash consideration paid, net of cash acquired $ 626,442 Payment for Brakes outstanding financial debt 2,284,100 Total consideration paid, net of cash acquired $ 2,910,542 |
Schedule of purchase price allocation | The purchase price was allocated based on the company’s preliminary estimated fair value of the assets acquired and liabilities assumed, as follows (in thousands): Preliminary Purchase Price Allocation Accounts receivable $ 720,053 Inventory 248,031 Plant and equipment 540,928 Other assets 9,842 Goodwill and other intangibles (1) 2,860,179 Total assets 4,379,033 Accounts payable (736,881 ) Accrued expenses (240,436 ) Deferred tax liabilities (213,614 ) Other liabilities (277,560 ) Total consideration, net of cash acquired $ 2,910,542 (1) The excess purchase price of $1.7 billion was assigned to goodwill, none of which is deductible for income tax purposes. This goodwill has been assigned to the International Foodservice Operations reportable segment. Intangible assets added include customer relationships of $917.6 million with a weighted average life of 12 years and trademarks and trade names of $140.6 million that are indefinite lives assets. Amortization expense is being recognized on a straight line basis and for the first quarter of fiscal 2017 was $19.1 million . |
Schedule of pro forma information | The following table presents the company’s pro forma consolidated sales, earnings before income taxes, and net earnings for the quarter ended September 26, 2015. The unaudited pro forma results include the historical statements of operations information of the company and of Brakes Group, giving effect to the Acquisition and related financing as if they had occurred at the beginning of the period presented (in thousands, except per share data). 13-Week Period Ended Sep. 26, 2015 Sales $ 13,992,188 Income before Taxes $ 369,579 Net Earnings $ 236,091 Net earnings: Basic earnings per common share $ 0.40 Diluted earnings per common share $ 0.39 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Oct. 01, 2016 | |
Fair Value Disclosures [Abstract] | |
Assets and liabilities measured at fair value table | The following tables present the company’s assets and liabilities measured at fair value on a recurring basis as of October 1, 2016 , July 2, 2016 and September 26, 2015 : Assets and Liabilities Measured at Fair Value as of Oct. 1, 2016 Level 1 Level 2 Level 3 Total (In thousands) Assets: Cash and cash equivalents Cash equivalents $ 9,176 $ 43,270 $ — $ 52,446 Other assets Interest rate swap agreements — 18,935 — 18,935 Foreign currency swaps — 3,979 — 3,979 Foreign currency forwards — 873 — 873 Total assets at fair value $ 9,176 $ 67,057 $ — $ 76,233 Liabilities: Contingent consideration $ — $ — $ 6,659 $ 6,659 Other long-term liabilities Cross-currency swaps — 3,184 — 3,184 Foreign currency swaps — 10,695 — 10,695 Fuel hedges — 618 — 618 Total liabilities at fair value $ — $ 14,497 $ 6,659 $ 21,156 Assets and Liabilities Measured at Fair Value as of Jul. 2, 2016 Level 1 Level 2 Level 3 Total (In thousands) Assets: Cash and cash equivalents Cash equivalents $ 634,230 $ 43,270 $ — $ 677,500 Other assets Interest rate swap agreements — 36,805 — 36,805 Total assets at fair value $ 634,230 $ 80,075 $ — $ 714,305 Liabilities: Contingent consideration $ — $ — $ 16,439 $ 16,439 Total liabilities at fair value $ — $ — $ 16,439 $ 16,439 Assets and Liabilities Measured at Fair Value as of Sep. 26, 2015 Level 1 Level 2 Level 3 Total (In thousands) Assets: Cash and cash equivalents Cash equivalents $ 102,508 $ 62,131 $ — $ 164,639 Other assets Interest rate swap agreement — 8,219 — 8,219 Total assets at fair value $ 102,508 $ 70,350 $ — $ 172,858 Liabilities: Contingent consideration $ — $ — $ 28,722 $ 28,722 Total liabilities at fair value $ — $ — $ 28,722 $ 28,722 |
Fair value of contingent consideration liabilities | The significant unobservable inputs used in the fair value measurements of our Level 3 contingent consideration liabilities related to earnout agreements were as follows: 13-Week Period Ended Oct. 1, 2016 Sep. 26, 2015 Unobservable Inputs: (Weighted Average) Probability of achieving payout targets 92.1 % 93.2 % Discount Rate 8.3 % 11.5 % |
Changes in fair value of the contingent consideration for earnout liabilities | The following table provides the changes in fair value of the contingent consideration for earnout liabilities for the periods presented (in thousands): 13-Week Period Ended Oct. 1, 2016 Sep. 26, 2015 Balance at the beginning of year $ 16,439 $ 28,644 Contingent consideration liabilities recorded for business acquisitions (142 ) (125 ) Payments (9,537 ) (75 ) Currency translation (101 ) 278 Balance as of the end of the quarter $ 6,659 $ 28,722 |
Derivative Financial Instrume24
Derivative Financial Instruments (Tables) | 3 Months Ended |
Oct. 01, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Summary of outstanding swap agreements | Details of outstanding swap agreements as of October 1, 2016 are below: Maturity Date of Swap Notional Value (in millions) Fixed Coupon Rate on Hedged Debt Floating Interest Rate on Swap Floating Rate Reset Terms February 12, 2018 $ 500 5.25 % Six-month LIBOR Every six months in arrears April 1, 2019 $ 500 1.90 % Three-month LIBOR Every three months in advance October 1, 2020 $ 750 2.60 % Three-month LIBOR Every three months in advance July 15, 2021 $ 500 2.50 % Three-month LIBOR Every three months in advance |
Derivatives balance sheet location table | The location and the fair value of derivative instruments designated as hedges in the consolidated balance sheet as of October 1, 2016 , July 2, 2016 and September 26, 2015 are as follows: Derivative Fair Value Balance Sheet location Oct. 1, 2016 Sep. 26, 2015 Jul. 2, 2016 (In thousands) Fair value hedges: Interest rate swap agreements Other assets $ 18,935 $ 8,219 $ 36,805 Cash Flow Hedges: Foreign currency forwards Other assets $ 873 $ — $ — Fuel hedges Other long-term liabilities 618 — — Cross currency swaps Other long-term liabilities 3,184 — — Net Investment Hedges: Foreign currency swaps Other assets $ 3,979 $ — $ — Foreign currency swaps Other long-term liabilities 10,695 — — |
Derivatives financial statement performance table | The location and effect of derivative instruments and related hedged items on the consolidated results of operations for the 13-week periods ended October 1, 2016 and September 26, 2015 presented on a pretax basis are as follows: Location of (Gain) or Loss Recognized Amount of (Gain) or Loss Recognized 13-Week Period Ended Oct. 1, 2016 Sep. 26, 2015 (In thousands) Fair Value Hedge Relationships: Interest rate swap agreements Interest expense $ (3,400 ) $ (1,997 ) |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 3 Months Ended |
Oct. 01, 2016 | |
Earnings Per Share, Basic [Abstract] | |
Computation of basic and diluted earnings per share table | The following table sets forth the computation of basic and diluted earnings per share: 13-Week Period Ended Oct. 1, 2016 Sep. 26, 2015 (In thousands, except for share and per share data) Numerator: Net earnings $ 323,887 $ 244,420 Denominator: Weighted-average basic shares outstanding 555,437,764 596,698,935 Dilutive effect of share-based awards 5,516,304 4,090,978 Weighted-average diluted shares outstanding 560,954,068 600,789,913 Basic earnings per share $ 0.58 $ 0.41 Diluted earnings per share $ 0.58 $ 0.41 |
Other Comprehensive Income (Tab
Other Comprehensive Income (Tables) | 3 Months Ended |
Oct. 01, 2016 | |
Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Summary of components of other comprehensive (loss) income and related tax effects | A summary of the components of other comprehensive income (loss) and the related tax effects for each of the periods presented is as follows: 13-Week Period Ended Oct. 1, 2016 Location of Expense (Income) Recognized in Net Earnings Before Tax Amount Tax Net of Tax Amount (In thousands) Pension and other postretirement benefit plans: Reclassification adjustments: Amortization of prior service cost Operating expenses $ 2,844 $ 1,092 $ 1,752 Amortization of actuarial loss (gain), net Operating expenses 12,721 3,931 8,790 Prior service cost arising in current year Operating expenses 738 — 738 Total reclassification adjustments 16,303 5,023 11,280 Foreign currency translation: Other comprehensive income before reclassification adjustments: Foreign currency translation adjustment N/A (89,553 ) — (89,553 ) Interest rate swaps: Reclassification adjustments: Gains and losses on cash flow hedges Interest expense 2,873 1,103 1,770 Change in fair value of cash flow hedge N/A (319 ) — (319 ) Total other comprehensive (loss) income $ (70,696 ) $ 6,126 $ (76,822 ) 13-Week Period Ended Sep. 26, 2015 Location of Expense (Income) Recognized in Net Earnings Before Tax Amount Tax Net of Tax Amount (In thousands) Pension and other postretirement benefit plans: Reclassification adjustments: Amortization of prior service cost Operating expenses $ 2,784 $ 1,069 $ 1,715 Amortization of actuarial loss (gain), net Operating expenses 5,317 2,042 3,275 Total reclassification adjustments 8,101 3,111 4,990 Foreign currency translation: Other comprehensive income before reclassification adjustments: Foreign currency translation adjustment N/A (87,229 ) — (87,229 ) Interest rate swaps: Reclassification adjustments: Gains and losses on cash flow hedges Interest expense 2,720 1,044 1,676 Change in fair value of cash flow hedges N/A (6,134 ) (2,356 ) (3,778 ) Total other comprehensive (loss) income $ (82,542 ) $ 1,799 $ (84,341 ) |
Rollforward of accumulated other comprehensive (loss) income | The following tables provide a summary of the changes in accumulated other comprehensive (loss) income for the periods presented: 13-Week Period Ended Oct. 1, 2016 Pension and Other Postretirement Benefit Plans, net of tax Foreign Currency Translation Interest Rate Swaps, net of tax Total (In thousands) Balance as of Jul. 2, 2016 $ (1,104,484 ) $ (136,813 ) $ (116,821 ) $ (1,358,118 ) Equity adjustment from foreign currency translation — (89,553 ) — (89,553 ) Other comprehensive income before reclassification adjustments — — — — Gains and losses on cash flow hedges — — 1,770 1,770 Change in fair value of cash flow hedges — — (319 ) (319 ) Prior service cost arising in current year 738 — — 738 Amortization of unrecognized prior service cost 1,752 — — 1,752 Amortization of unrecognized net actuarial losses 8,790 — — 8,790 Balance as of Oct. 1, 2016 $ (1,093,204 ) $ (226,366 ) $ (115,370 ) $ (1,434,940 ) 13-Week Period Ended Sep. 26, 2015 Pension and Other Postretirement Benefit Plans, net of tax Foreign Currency Translation Interest Rate Swaps, net of tax Total (In thousands) Balance as of Jun. 27, 2015 $ (705,311 ) $ (97,733 ) $ (120,153 ) $ (923,197 ) Other comprehensive income before reclassification adjustments — (87,229 ) — (87,229 ) Gains and losses on cash flow hedges — — 1,676 1,676 Change in fair value of cash flow hedges — — (3,778 ) (3,778 ) Amortization of unrecognized prior service cost 1,715 — — 1,715 Amortization of unrecognized net actuarial losses 3,274 — — 3,274 Balance as of Sep. 26, 2015 $ (700,322 ) $ (184,962 ) $ (122,255 ) $ (1,007,539 ) |
Business Segment Information (T
Business Segment Information (Tables) | 3 Months Ended |
Oct. 01, 2016 | |
Segment Reporting [Abstract] | |
Business segment table | The following tables set forth certain financial information for Sysco’s business segments. Prior year amounts have been reclassified to conform to the current year presentation and include the impact of a change in allocation between corporate and these segments that is not material but is consistent with management's assessment of segment performance in fiscal 2017. 13-Week Period Ended Oct. 1, 2016 Sep. 26, 2015 Sales: (In thousands) U.S. Foodservice Operations $ 9,481,115 $ 9,407,923 International Foodservice Operations 2,728,360 1,390,259 SYGMA 1,504,692 1,445,904 Other 254,487 318,525 Total $ 13,968,654 $ 12,562,611 13-Week Period Ended Oct. 1, 2016 Sep. 26, 2015 Operating income: (In thousands) U.S. Foodservice Operations $ 745,231 $ 686,669 International Foodservice Operations 79,435 51,920 SYGMA 4,908 5,123 Other 8,001 10,770 Total segments 837,575 754,482 Corporate expenses (270,742 ) (261,008 ) Total operating income 566,833 493,474 Interest expense 73,623 126,907 Other expense (income), net (7,216 ) (15,240 ) Earnings before income taxes $ 500,426 $ 381,807 Oct. 1, 2016 July 2, 2016 Sep. 26, 2015 Assets: (In thousands) U.S. Foodservice Operations $ 6,988,148 $ 6,870,159 $ 7,263,246 International Foodservice Operations 6,410,354 2,030,917 1,812,094 SYGMA 583,106 541,796 508,403 Other 433,895 469,830 429,226 Total segments 14,415,503 9,912,702 10,012,969 Corporate 3,609,307 6,809,102 3,358,582 Total $ 18,024,810 $ 16,721,804 $ 13,371,551 |
Supplemental Guarantor Inform28
Supplemental Guarantor Information - Subsidiary Guarantees (Tables) | 3 Months Ended |
Oct. 01, 2016 | |
Supplemental Guarantor Information - Subsidiary Guarantees [Abstract] | |
Condensed consolidating balance sheet table | The following condensed consolidating financial statements present separately the financial position, comprehensive income and cash flows of the parent issuer (Sysco Corporation), the guarantors (the majority of the company’s U.S. Broadline subsidiaries), and all other non‑guarantor subsidiaries of Sysco (Other Non-Guarantor Subsidiaries) on a combined basis with eliminating entries. Condensed Consolidating Balance Sheet Oct. 1, 2016 Sysco Certain U.S. Broadline Subsidiaries Other Non-Guarantor Subsidiaries Eliminations Consolidated Totals (In thousands) Current assets $ 227,329 $ 4,043,517 $ 3,864,624 $ — $ 8,135,470 Investment in subsidiaries 7,324,607 260,252 758,353 (8,343,212 ) — Plant and equipment, net 394,254 1,566,905 2,457,365 — 4,418,524 Other assets 199,918 566,954 4,703,944 — 5,470,816 Total assets $ 8,146,108 $ 6,437,628 $ 11,784,286 $ (8,343,212 ) $ 18,024,810 Current liabilities $ 433,751 $ 2,138,099 $ 2,794,700 $ — $ 5,366,550 Intercompany payables (receivables) (4,182,835 ) (474,685 ) 4,657,520 — — Long-term debt 7,607,826 61,663 174,028 — 7,843,517 Other liabilities 1,032,296 156,272 528,526 — 1,717,094 Noncontrolling interest — — 76,863 — 76,863 Shareholders’ equity 3,255,070 4,556,279 3,552,649 (8,343,212 ) 3,020,786 Total liabilities and shareholders’ equity $ 8,146,108 $ 6,437,628 $ 11,784,286 $ (8,343,212 ) $ 18,024,810 Condensed Consolidating Balance Sheet July 2, 2016 Sysco Certain U.S. Broadline Subsidiaries Other Non-Guarantor Subsidiaries Eliminations Consolidated Totals (In thousands) Current assets $ 3,440,206 $ 3,813,524 $ 2,800,169 $ — $ 10,053,899 Investment in subsidiaries 6,484,258 224,138 (306,219 ) (6,402,177 ) — Plant and equipment, net 429,890 1,587,702 1,862,850 — 3,880,442 Other assets 213,186 642,525 1,931,752 — 2,787,463 Total assets $ 10,567,540 $ 6,267,889 $ 6,288,552 $ (6,402,177 ) $ 16,721,804 Current liabilities $ 621,925 $ 111,728 $ 3,700,803 $ — $ 4,434,456 Intercompany payables (receivables) (1,348,425 ) 2,097,508 (749,083 ) — — Long-term debt 7,145,955 62,387 128,588 — 7,336,930 Other liabilities 878,834 248,493 268,097 — 1,395,424 Noncontrolling interest — — 75,386 — 75,386 Shareholders’ equity 3,269,251 3,747,773 2,864,761 (6,402,177 ) 3,479,608 Total liabilities and shareholders’ equity $ 10,567,540 $ 6,267,889 $ 6,288,552 $ (6,402,177 ) $ 16,721,804 Condensed Consolidating Balance Sheet Sep. 26, 2015 Sysco Certain U.S. Broadline Subsidiaries Other Non-Guarantor Subsidiaries Eliminations Consolidated Totals (In thousands) Current assets $ 237,758 $ 4,252,595 $ 2,537,607 $ — $ 7,027,960 Investment in subsidiaries 9,473,425 — — (9,473,425 ) — Plant and equipment, net 512,397 1,662,227 1,786,675 — 3,961,299 Other assets 203,535 525,372 1,653,385 — 2,382,292 Total assets $ 10,427,115 $ 6,440,194 $ 5,977,667 $ (9,473,425 ) $ 13,371,551 Current liabilities $ 478,158 $ 1,105,347 $ 2,387,311 $ — $ 3,970,816 Intercompany payables (receivables) 1,041,230 (1,670,713 ) 629,483 — — Long-term debt 2,884,581 9,337 110,700 — 3,004,618 Other liabilities 715,169 271,194 59,826 — 1,046,189 Noncontrolling interest — — 44,243 — 44,243 Shareholders’ equity 5,307,977 6,725,029 2,746,104 (9,473,425 ) 5,305,685 Total liabilities and shareholders’ equity $ 10,427,115 $ 6,440,194 $ 5,977,667 $ (9,473,425 ) $ 13,371,551 |
Condensed consolidating statement of comprehensive income table | Condensed Consolidating Statement of Comprehensive Income For the 13-Week Period Ended Oct. 1, 2016 Sysco Certain U.S. Broadline Subsidiaries Other Non-Guarantor Subsidiaries Eliminations Consolidated Totals (In thousands) Sales $ — $ 8,532,859 $ 5,880,712 $ (444,917 ) $ 13,968,654 Cost of sales — 6,874,182 4,847,470 (444,917 ) 11,276,735 Gross profit — 1,658,677 1,033,242 — 2,691,919 Operating expenses 217,903 957,964 949,219 — 2,125,086 Operating income (loss) (217,903 ) 700,713 84,023 — 566,833 Interest expense (income) 68,889 (25,034 ) 29,768 — 73,623 Other expense (income), net (14,891 ) (224 ) 7,899 — (7,216 ) Earnings (losses) before income taxes (271,901 ) 725,971 46,356 — 500,426 Income tax (benefit) provision (95,921 ) 256,107 16,353 — 176,539 Equity in earnings of subsidiaries 499,868 — — (499,868 ) — Net earnings 323,888 469,864 30,003 (499,868 ) 323,887 Other comprehensive income (loss) (76,822 ) — (214,625 ) 214,625 (76,822 ) Comprehensive income $ 247,066 $ 469,864 $ (184,622 ) $ (285,243 ) $ 247,065 Condensed Consolidating Statement of Comprehensive Income For the 13-Week Period Ended Sep. 26, 2015 Sysco Certain U.S. Broadline Subsidiaries Other Non-Guarantor Subsidiaries Eliminations Consolidated Totals (In thousands) Sales $ — $ 8,524,550 $ 4,426,998 $ (388,937 ) $ 12,562,611 Cost of sales — 6,912,169 3,801,384 (388,937 ) 10,324,616 Gross profit — 1,612,381 625,614 — 2,237,995 Operating expenses 199,375 956,915 588,231 — 1,744,521 Operating income (loss) (199,375 ) 655,466 37,383 — 493,474 Interest expense (income) 146,097 (39,983 ) 20,793 — 126,907 Other expense (income), net (5,077 ) (477 ) (9,686 ) — (15,240 ) Earnings (losses) before income taxes (340,395 ) 695,926 26,276 — 381,807 Income tax (benefit) provision (122,484 ) 250,417 9,454 — 137,387 Equity in earnings of subsidiaries 462,331 — — (462,331 ) — Net earnings 244,420 445,509 16,822 (462,331 ) 244,420 Other comprehensive income (loss) (84,341 ) — (183,185 ) 183,185 (84,341 ) Comprehensive income $ 160,079 $ 445,509 $ (166,363 ) $ (279,146 ) $ 160,079 |
Condensed consolidating cash flows table | Condensed Consolidating Cash Flows For the 13-Week Period Ended Oct. 1, 2016 Sysco Certain U.S. Broadline Subsidiaries Other Non-Guarantor Subsidiaries Consolidated Totals (In thousands) Cash flows provided by (used for): Operating activities $ (163,444 ) $ 2,236,758 $ (1,824,640 ) $ 248,674 Investing activities (22,729 ) (19,426 ) (3,006,300 ) (3,048,455 ) Financing activities (225,668 ) (7,492 ) (156,499 ) (389,659 ) Effect of exchange rates on cash — — 30,038 30,038 Intercompany activity (2,833,759 ) (2,206,407 ) 5,040,166 — Net increase (decrease) in cash and cash equivalents (3,245,600 ) 3,433 82,765 (3,159,402 ) Cash and cash equivalents at the beginning of period 3,376,412 34,072 508,816 3,919,300 Cash and cash equivalents at the end of period $ 130,812 $ 37,505 $ 591,581 $ 759,898 Condensed Consolidating Cash Flows For the 13-Week Period Ended Sep. 26, 2015 Sysco Certain U.S. Broadline Subsidiaries Other Non-Guarantor Subsidiaries Consolidated Totals (In thousands) Cash flows provided by (used for): Operating activities $ (525,626 ) $ (317,193 ) $ 581,337 $ (261,482 ) Investing activities 138,186 (13,083 ) (160,164 ) (35,061 ) Financing activities (4,445,507 ) (800 ) 8,903 (4,437,404 ) Effect of exchange rates on cash — — (7,841 ) (7,841 ) Intercompany activity 59,403 329,064 (388,467 ) — Net increase (decrease) in cash and cash equivalents (4,773,544 ) (2,012 ) 33,768 (4,741,788 ) Cash and cash equivalents at the beginning of period 4,851,074 26,377 252,593 5,130,044 Cash and cash equivalents at the end of period $ 77,530 $ 24,365 $ 286,361 $ 388,256 |
Acquisitions (Details)
Acquisitions (Details) $ / shares in Units, customer in Thousands | Jul. 05, 2016USD ($)customer | Oct. 01, 2016USD ($) | Sep. 26, 2015USD ($)$ / shares | Jul. 02, 2016USD ($) |
Business Combinations [Abstract] | ||||
Acquisition of businesses, net of cash acquired | $ 2,910,461,000 | $ 83,598,000 | ||
Contingent consideration maximum number of years | 3 years | |||
Potential cash payout for contingent consideration arrangements | $ 20,700,000 | |||
Amount of recorded earnout liabilities | 6,700,000 | |||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract] | ||||
Goodwill | 3,815,674,000 | $ 1,981,390,000 | $ 2,121,661,000 | |
Business Acquisition, Pro Forma Information [Abstract] | ||||
Net earnings: Basic earnings per common share (in dollars per share) | $ / shares | $ 0.40 | |||
Net earnings: Diluted earnings per common share (in dollars per share) | $ / shares | $ 0.39 | |||
Brakes Group | ||||
Business Acquisition [Line Items] | ||||
Acquiree, number of customers (more than) | customer | 50 | |||
Business Combination, Consideration Transferred [Abstract] | ||||
Cash | $ 626,442,000 | |||
Assumption of Brakes outstanding financial debt | 2,284,100,000 | |||
Total consideration paid, net of cash acquired | 2,910,542,000 | |||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract] | ||||
Accounts receivable | 720,053,000 | |||
Inventory | 248,031,000 | |||
Plant and equipment | 540,928,000 | |||
Other assets | 9,842,000 | |||
Goodwill and other intangibles | 2,860,179,000 | |||
Total assets | 4,379,033,000 | |||
Accounts payable | (736,881,000) | |||
Accrued expenses | (240,436,000) | |||
Deferred tax liabilities | (213,614,000) | |||
Other liabilities | (277,560,000) | |||
Total consideration, net of cash acquired | 2,910,542,000 | |||
Goodwill | 1,700,000,000 | |||
Goodwill expected tax deductible amount | 0 | |||
Indefinite lived intangible assets acquired | 140,600,000 | |||
Amortization of intangible assets | 19,100,000 | |||
Pro forma, sales, actual | 1,300,000,000 | |||
Pro forma, earnings from operations | $ 18,900,000 | |||
Business Acquisition, Pro Forma Information [Abstract] | ||||
Sales | $ 13,992,188,000 | |||
Income before Taxes | 369,579,000 | |||
Net Earnings | $ 236,091,000 | |||
Brakes Group | Trademarks and Trade Names | ||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net [Abstract] | ||||
Finite-lived intangible assets acquired | $ 917,600,000 | |||
Acquired intangible assets useful life (in years) | 12 years |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Oct. 01, 2016 | Sep. 26, 2015 | Jul. 02, 2016 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||
Carrying value of total debt | $ 7,800,000 | ||
Not Designated as Hedging Instrument | |||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||
Fair value of total debt | 8,400,000 | $ 3,100,000 | $ 7,900,000 |
Carrying value of total debt | 7,800,000 | 2,900,000 | 7,400,000 |
Contingent Consideration | |||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |||
Contingent consideration, beginning balance | 16,439 | 28,644 | |
Contingent consideration liabilities recorded for business acquisitions | (142) | (125) | |
Payments | (9,537) | (75) | |
Currency translation | (101) | 278 | |
Contingent consideration, ending balance | $ 6,659 | $ 28,722 | |
Level 3 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Probability of achieving payout targets (as a percent) | 92.10% | 93.20% | |
Discount rate (as a percent) | 8.30% | 11.50% | |
Recurring Fair Value Measurements | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Cash equivalents | $ 52,446 | $ 164,639 | 677,500 |
Total assets at fair value | 76,233 | 172,858 | 714,305 |
Total liabilities at fair value | 21,156 | 28,722 | 16,439 |
Recurring Fair Value Measurements | Other assets | Interest rate swap agreements | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Other assets | 18,935 | 8,219 | 36,805 |
Recurring Fair Value Measurements | Other assets | Foreign currency swaps | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Other assets | 3,979 | ||
Recurring Fair Value Measurements | Other assets | Foreign currency forwards | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Other assets | 873 | ||
Recurring Fair Value Measurements | Other Liabilities | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Contingent consideration | 6,659 | 28,722 | 16,439 |
Recurring Fair Value Measurements | Other long-term liabilities | Foreign currency swaps | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Other long-term liabilities | 10,695 | ||
Recurring Fair Value Measurements | Other long-term liabilities | Cross-currency swaps | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Other long-term liabilities | 3,184 | ||
Recurring Fair Value Measurements | Other long-term liabilities | Fuel hedges | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Other long-term liabilities | 618 | ||
Recurring Fair Value Measurements | Level 1 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Cash equivalents | 9,176 | 102,508 | 634,230 |
Total assets at fair value | 9,176 | 102,508 | 634,230 |
Total liabilities at fair value | 0 | 0 | 0 |
Recurring Fair Value Measurements | Level 1 | Other assets | Interest rate swap agreements | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Other assets | 0 | 0 | 0 |
Recurring Fair Value Measurements | Level 1 | Other assets | Foreign currency swaps | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Other assets | 0 | ||
Recurring Fair Value Measurements | Level 1 | Other assets | Foreign currency forwards | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Other assets | 0 | ||
Recurring Fair Value Measurements | Level 1 | Other Liabilities | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Contingent consideration | 0 | 0 | 0 |
Recurring Fair Value Measurements | Level 1 | Other long-term liabilities | Foreign currency swaps | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Other long-term liabilities | 0 | ||
Recurring Fair Value Measurements | Level 1 | Other long-term liabilities | Cross-currency swaps | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Other long-term liabilities | 0 | ||
Recurring Fair Value Measurements | Level 1 | Other long-term liabilities | Fuel hedges | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Other long-term liabilities | 0 | ||
Recurring Fair Value Measurements | Level 2 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Cash equivalents | 43,270 | 62,131 | 43,270 |
Total assets at fair value | 67,057 | 70,350 | 80,075 |
Total liabilities at fair value | 14,497 | 0 | 0 |
Recurring Fair Value Measurements | Level 2 | Other assets | Interest rate swap agreements | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Other assets | 18,935 | 8,219 | 36,805 |
Recurring Fair Value Measurements | Level 2 | Other assets | Foreign currency swaps | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Other assets | 3,979 | ||
Recurring Fair Value Measurements | Level 2 | Other assets | Foreign currency forwards | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Other assets | 873 | ||
Recurring Fair Value Measurements | Level 2 | Other Liabilities | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Contingent consideration | 0 | 0 | 0 |
Recurring Fair Value Measurements | Level 2 | Other long-term liabilities | Foreign currency swaps | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Other long-term liabilities | 10,695 | ||
Recurring Fair Value Measurements | Level 2 | Other long-term liabilities | Cross-currency swaps | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Other long-term liabilities | 3,184 | ||
Recurring Fair Value Measurements | Level 2 | Other long-term liabilities | Fuel hedges | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Other long-term liabilities | 618 | ||
Recurring Fair Value Measurements | Level 3 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Cash equivalents | 0 | 0 | 0 |
Total assets at fair value | 0 | 0 | 0 |
Total liabilities at fair value | 6,659 | 28,722 | 16,439 |
Recurring Fair Value Measurements | Level 3 | Other assets | Interest rate swap agreements | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Other assets | 0 | 0 | 0 |
Recurring Fair Value Measurements | Level 3 | Other assets | Foreign currency swaps | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Other assets | 0 | ||
Recurring Fair Value Measurements | Level 3 | Other assets | Foreign currency forwards | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Other assets | 0 | ||
Recurring Fair Value Measurements | Level 3 | Other Liabilities | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Contingent consideration | 6,659 | $ 28,722 | $ 16,439 |
Recurring Fair Value Measurements | Level 3 | Other long-term liabilities | Foreign currency swaps | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Other long-term liabilities | 0 | ||
Recurring Fair Value Measurements | Level 3 | Other long-term liabilities | Cross-currency swaps | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Other long-term liabilities | 0 | ||
Recurring Fair Value Measurements | Level 3 | Other long-term liabilities | Fuel hedges | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Other long-term liabilities | $ 0 |
Derivative Financial Instrume31
Derivative Financial Instruments - Hedging of Debt Portfolio (Details) | Oct. 01, 2016USD ($) |
Interest rate swap February 2018 | |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |
Notional Value | $ 500,000,000 |
Fixed Coupon Rate on Hedged Debt (as a percent) | 5.25% |
Interest rate swap, April 2019 | |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |
Notional Value | $ 500,000,000 |
Fixed Coupon Rate on Hedged Debt (as a percent) | 1.90% |
Interest rate swap October 2020 | |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |
Notional Value | $ 750,000,000 |
Fixed Coupon Rate on Hedged Debt (as a percent) | 2.60% |
Interest rate swap July 2021 | |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |
Notional Value | $ 500,000,000 |
Fixed Coupon Rate on Hedged Debt (as a percent) | 2.50% |
Derivative Financial Instrume32
Derivative Financial Instruments (Details) - Hedging Instrument € in Thousands, $ in Thousands, £ in Millions | 3 Months Ended | |||||
Oct. 01, 2016USD ($) | Sep. 26, 2015USD ($) | Oct. 01, 2016GBP (£) | Oct. 01, 2016EUR (€) | Oct. 01, 2016USD ($) | Jun. 27, 2015USD ($) | |
Interest rate swap agreements | Fair Value Hedging | Interest expense | ||||||
Derivative [Line Items] | ||||||
(Gain) loss on interest rate swap agreements recorded to interest expense | $ (3,400) | $ (1,997) | ||||
Interest rate swap agreements | Net Investment Hedging | ||||||
Derivative [Line Items] | ||||||
Fair value of derivative assets | € | € 500,000 | |||||
Cross-currency swaps | ||||||
Derivative [Line Items] | ||||||
Notional Value | £ | £ 234.2 | |||||
Other assets | Interest rate swap agreements | Fair Value Hedging | ||||||
Derivative [Line Items] | ||||||
Fair value of derivative assets | 8,219 | $ 18,935 | $ 36,805 | |||
Other assets | Foreign currency forwards | Cash Flow Hedging | ||||||
Derivative [Line Items] | ||||||
Fair value of derivative assets | 0 | 873 | 0 | |||
Other assets | Foreign currency forwards | Net Investment Hedging | ||||||
Derivative [Line Items] | ||||||
Fair value of derivative assets | 0 | 3,979 | 0 | |||
Other long-term liabilities | Foreign currency forwards | Net Investment Hedging | ||||||
Derivative [Line Items] | ||||||
Fair value of derivative liabilities | 0 | 10,695 | 0 | |||
Other long-term liabilities | Fuel hedges | Cash Flow Hedging | ||||||
Derivative [Line Items] | ||||||
Fair value of derivative liabilities | 0 | 618 | 0 | |||
Other long-term liabilities | Cross-currency swaps | Cash Flow Hedging | ||||||
Derivative [Line Items] | ||||||
Fair value of derivative liabilities | $ 0 | $ 3,184 | $ 0 |
Debt (Details)
Debt (Details) - USD ($) | 3 Months Ended | |
Oct. 01, 2016 | Nov. 02, 2016 | |
Debt [Line Items] | ||
Maximum board-authorized aggregate commercial paper limit | $ 1,500,000,000 | |
Carrying value of total debt | 7,800,000,000 | |
Aggregate outstanding commercial paper and short-term debt minimum amount outstanding during period | 0 | |
Maximum amount outstanding | 694,300,000 | |
Subsequent Event [Member] | Revolving Credit Facility [Member] | ||
Debt [Line Items] | ||
Maximum borrowing capacity | $ 2,000,000,000 | |
Commercial Paper | ||
Debt [Line Items] | ||
Carrying value of total debt | $ 442,800,000 |
Earnings Per Share (Details)
Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Oct. 01, 2016 | Sep. 26, 2015 | |
Earnings Per Share [Line Items] | ||
Net earnings | $ 323,887 | $ 244,420 |
Weighted-average basic shares outstanding (in shares) | 555,437,764 | 596,698,935 |
Dilutive effect of share-based awards (in shares) | 5,516,304 | 4,090,978 |
Weighted-average diluted shares outstanding (in shares) | 560,954,068 | 600,789,913 |
Basic earnings per share (in dollars per share) | $ 0.58 | $ 0.41 |
Diluted earnings per share (in dollars per share) | $ 0.58 | $ 0.41 |
Stock Options | ||
Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded (in shares) | 2,056,000 | 4,500,000 |
Other Comprehensive Income (Com
Other Comprehensive Income (Components of Other Comprehensive Income (Loss)) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Oct. 01, 2016 | Sep. 26, 2015 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Comprehensive income | $ 247,065 | $ 160,079 |
Before Tax Amount | ||
Foreign currency translation adjustment | (89,553) | (87,229) |
Total other comprehensive (loss) income | (70,696) | (82,542) |
Tax | ||
Total other comprehensive (loss) income | 6,126 | 1,799 |
Net of Tax Amount | ||
Amortization of prior service cost | 1,752 | 1,715 |
Amortization of actuarial loss (gain), net | 8,790 | 3,275 |
Gains and losses on cash flow hedges | 1,770 | 1,676 |
Change in fair value of cash flow hedges | (319) | (3,778) |
Total other comprehensive income (loss) | (76,822) | (84,341) |
Pension and other postretirement benefit plans: | ||
Before Tax Amount | ||
Foreign currency translation adjustment | 0 | |
Net of Tax Amount | ||
Amortization of prior service cost | 1,752 | 1,715 |
Amortization of actuarial loss (gain), net | 8,790 | 3,274 |
Gains and losses on cash flow hedges | 0 | 0 |
Change in fair value of cash flow hedges | 0 | 0 |
Pension and other postretirement benefit plans: | Reclassification adjustments: | Operating expenses | ||
Before Tax Amount | ||
Amortization of prior service cost | 2,844 | 2,784 |
Amortization of actuarial loss (gain), net | 12,721 | 5,317 |
Prior service cost arising in current year | 738 | |
Total reclassification adjustments | 16,303 | 8,101 |
Tax | ||
Amortization of prior service cost | 1,092 | 1,069 |
Amortization of actuarial loss (gain), net | 3,931 | 2,042 |
Prior service cost arising in current year | 0 | |
Total reclassification adjustments | 5,023 | 3,111 |
Net of Tax Amount | ||
Amortization of prior service cost | 1,752 | 1,715 |
Amortization of actuarial loss (gain), net | 8,790 | 3,275 |
Prior service cost arising in current year | 738 | |
Total reclassification adjustments | 11,280 | 4,990 |
Foreign currency translation: | ||
Before Tax Amount | ||
Foreign currency translation adjustment | (89,553) | (87,229) |
Tax | ||
Foreign currency translation adjustment | 0 | 0 |
Net of Tax Amount | ||
Amortization of prior service cost | 0 | 0 |
Amortization of actuarial loss (gain), net | 0 | 0 |
Foreign currency translation adjustment | (89,553) | (87,229) |
Gains and losses on cash flow hedges | 0 | 0 |
Change in fair value of cash flow hedges | 0 | 0 |
Interest rate swaps: | ||
Before Tax Amount | ||
Foreign currency translation adjustment | 0 | |
Change in fair value of cash flow hedges | (319) | (6,134) |
Tax | ||
Change in fair value of cash flow hedges | 0 | (2,356) |
Net of Tax Amount | ||
Amortization of prior service cost | 0 | 0 |
Amortization of actuarial loss (gain), net | 0 | 0 |
Gains and losses on cash flow hedges | 1,770 | 1,676 |
Change in fair value of cash flow hedges | (319) | (3,778) |
Interest rate swaps: | Reclassification adjustments: | Interest expense | ||
Before Tax Amount | ||
Gains and losses on cash flow hedges | 2,873 | 2,720 |
Tax | ||
Gains and losses on cash flow hedges | 1,103 | 1,044 |
Net of Tax Amount | ||
Gains and losses on cash flow hedges | $ 1,770 | $ 1,676 |
Other Comprehensive Income (Sum
Other Comprehensive Income (Summary of Changes in Accumulated Other Comprehensive (Loss) Income) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Oct. 01, 2016 | Sep. 26, 2015 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance, shareholders' equity | $ 3,479,608 | |
Foreign currency translation adjustment | (89,553) | $ (87,229) |
Gains and losses on cash flow hedges | 1,770 | 1,676 |
Change in fair value of cash flow hedges | (319) | (3,778) |
Prior service cost arising in current year | 738 | 0 |
Amortization of prior service cost | 1,752 | 1,715 |
Amortization of unrecognized net actuarial losses | 8,790 | 3,275 |
Ending balance, shareholders' equity | 3,020,786 | 5,305,685 |
Total | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance, shareholders' equity | (1,358,118) | (923,197) |
Foreign currency translation adjustment | (89,553) | |
Other comprehensive income before reclassification adjustments | 0 | (87,229) |
Gains and losses on cash flow hedges | 1,770 | 1,676 |
Change in fair value of cash flow hedges | (319) | (3,778) |
Amortization of prior service cost | 1,752 | 1,715 |
Amortization of unrecognized net actuarial losses | 8,790 | 3,274 |
Ending balance, shareholders' equity | (1,434,940) | (1,007,539) |
Pension and other postretirement benefit plans: | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance, shareholders' equity | (1,104,484) | (705,311) |
Foreign currency translation adjustment | 0 | |
Other comprehensive income before reclassification adjustments | 0 | 0 |
Gains and losses on cash flow hedges | 0 | 0 |
Change in fair value of cash flow hedges | 0 | 0 |
Prior service cost arising in current year | 738 | |
Amortization of prior service cost | 1,752 | 1,715 |
Amortization of unrecognized net actuarial losses | 8,790 | 3,274 |
Ending balance, shareholders' equity | (1,093,204) | (700,322) |
Foreign currency translation: | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance, shareholders' equity | (136,813) | (97,733) |
Foreign currency translation adjustment | (89,553) | (87,229) |
Other comprehensive income before reclassification adjustments | 0 | (87,229) |
Gains and losses on cash flow hedges | 0 | 0 |
Change in fair value of cash flow hedges | 0 | 0 |
Prior service cost arising in current year | 0 | |
Amortization of prior service cost | 0 | 0 |
Amortization of unrecognized net actuarial losses | 0 | 0 |
Ending balance, shareholders' equity | (226,366) | (184,962) |
Interest rate swaps: | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance, shareholders' equity | (116,821) | (120,153) |
Foreign currency translation adjustment | 0 | |
Other comprehensive income before reclassification adjustments | 0 | 0 |
Gains and losses on cash flow hedges | 1,770 | 1,676 |
Change in fair value of cash flow hedges | (319) | (3,778) |
Prior service cost arising in current year | 0 | |
Amortization of prior service cost | 0 | 0 |
Amortization of unrecognized net actuarial losses | 0 | 0 |
Ending balance, shareholders' equity | $ (115,370) | $ (122,255) |
Share-Based Compensation (Stock
Share-Based Compensation (Stock Incentive Plans) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Oct. 01, 2016 | Sep. 26, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Options granted (in shares) | 4,923,481 | |
Options granted, weighted average grant date fair value (in dollars per share) | $ 6.04 | |
Share-based compensation expense | $ 25,127 | $ 11,636 |
Total unrecognized compensation cost related to share-based compensation arrangements | $ 113,400 | |
Weighted average period of time for unrecognized compensation cost to be recognized (in years) | 2 years 6 months 4 days | |
Restricted Stock Units (RSUs) | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Equity instruments other than options granted (in shares) | 802,854 | |
Equity instruments other than options granted, weighted average grant date fair value per share (in dollars per share) | $ 52.19 | |
Employees' Stock Purchase Plan | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Equity instruments other than options vested (in shares) | 264,900 | |
Equity instruments other than options vested, weighted average grant date fair value per share (in dollars per share) | $ 7.61 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | |
Oct. 01, 2016 | Sep. 26, 2015 | |
Income Tax Disclosure [Abstract] | ||
Unrecognized tax benefits | $ 23.5 | |
Liability recorded for interest and penalties related to unrecognized tax benefits | $ 14.4 | |
Effective income tax rate (as a percent) | 35.28% | 35.98% |
Business Segment Information (D
Business Segment Information (Details) $ in Thousands | 3 Months Ended | ||
Oct. 01, 2016USD ($)segment | Sep. 26, 2015USD ($) | Jul. 02, 2016USD ($) | |
Segment Reporting [Abstract] | |||
Number of reporting segments | segment | 3 | ||
Segment Reporting Information [Line Items] | |||
Sales | $ 13,968,654 | $ 12,562,611 | |
Operating income: | 566,833 | 493,474 | |
Interest expense | 73,623 | 126,907 | |
Other expense (income), net | (7,216) | (15,240) | |
Earnings before income taxes | 500,426 | 381,807 | |
Assets: | 18,024,810 | 13,371,551 | $ 16,721,804 |
Operating Segments | |||
Segment Reporting Information [Line Items] | |||
Operating income: | 837,575 | 754,482 | |
Assets: | 14,415,503 | 10,012,969 | 9,912,702 |
Corporate expenses | |||
Segment Reporting Information [Line Items] | |||
Operating income: | (270,742) | (261,008) | |
Assets: | 3,609,307 | 3,358,582 | 6,809,102 |
U.S. Foodservice Operations | Operating Segments | |||
Segment Reporting Information [Line Items] | |||
Sales | 9,481,115 | 9,407,923 | |
Operating income: | 745,231 | 686,669 | |
Assets: | 6,988,148 | 7,263,246 | 6,870,159 |
International Foodservice Operations | Operating Segments | |||
Segment Reporting Information [Line Items] | |||
Sales | 2,728,360 | 1,390,259 | |
Operating income: | 79,435 | 51,920 | |
Assets: | 6,410,354 | 1,812,094 | 2,030,917 |
SYGMA | Operating Segments | |||
Segment Reporting Information [Line Items] | |||
Sales | 1,504,692 | 1,445,904 | |
Operating income: | 4,908 | 5,123 | |
Assets: | 583,106 | 508,403 | 541,796 |
Other | Operating Segments | |||
Segment Reporting Information [Line Items] | |||
Sales | 254,487 | 318,525 | |
Operating income: | 8,001 | 10,770 | |
Assets: | $ 433,895 | $ 429,226 | $ 469,830 |
Supplemental Guarantor Inform40
Supplemental Guarantor Information - Subsidiary Guarantees (Narrative) (Details) $ in Billions | 3 Months Ended |
Oct. 01, 2016USD ($) | |
Supplemental Guarantor Information - Subsidiary Guarantees [Abstract] | |
Carrying value of total debt | $ 7.8 |
Percentage ownership of subsidiary guarantors by parent | 100.00% |
Supplemental Guarantor Inform41
Supplemental Guarantor Information - Subsidiary Guarantees (Balance Sheet) (Details) - USD ($) $ in Thousands | Oct. 01, 2016 | Jul. 02, 2016 | Sep. 26, 2015 |
Supplemental Guarantor Information [Line Items] | |||
Current assets | $ 8,135,470 | $ 10,053,899 | $ 7,027,960 |
Investment in subsidiaries | 0 | 0 | 0 |
Plant and equipment, net | 4,418,524 | 3,880,442 | 3,961,299 |
Other assets | 5,470,816 | 2,787,463 | 2,382,292 |
Total assets | 18,024,810 | 16,721,804 | 13,371,551 |
Current liabilities | 5,366,550 | 4,434,456 | 3,970,816 |
Intercompany payables (receivables) | 0 | 0 | 0 |
Long-term debt | 7,843,517 | 7,336,930 | 3,004,618 |
Other liabilities | 1,717,094 | 1,395,424 | 1,046,189 |
Noncontrolling interest | 76,863 | 75,386 | 44,243 |
Shareholders’ equity | 3,020,786 | 3,479,608 | 5,305,685 |
Total liabilities and shareholders' equity | 18,024,810 | 16,721,804 | 13,371,551 |
Reportable Legal Entities | Sysco | |||
Supplemental Guarantor Information [Line Items] | |||
Current assets | 227,329 | 3,440,206 | 237,758 |
Investment in subsidiaries | 7,324,607 | 6,484,258 | 9,473,425 |
Plant and equipment, net | 394,254 | 429,890 | 512,397 |
Other assets | 199,918 | 213,186 | 203,535 |
Total assets | 8,146,108 | 10,567,540 | 10,427,115 |
Current liabilities | 433,751 | 621,925 | 478,158 |
Intercompany payables (receivables) | (4,182,835) | (1,348,425) | 1,041,230 |
Long-term debt | 7,607,826 | 7,145,955 | 2,884,581 |
Other liabilities | 1,032,296 | 878,834 | 715,169 |
Noncontrolling interest | 0 | 0 | 0 |
Shareholders’ equity | 3,255,070 | 3,269,251 | 5,307,977 |
Total liabilities and shareholders' equity | 8,146,108 | 10,567,540 | 10,427,115 |
Reportable Legal Entities | Certain U.S. Broadline Subsidiaries | |||
Supplemental Guarantor Information [Line Items] | |||
Current assets | 4,043,517 | 3,813,524 | 4,252,595 |
Investment in subsidiaries | 260,252 | 224,138 | 0 |
Plant and equipment, net | 1,566,905 | 1,587,702 | 1,662,227 |
Other assets | 566,954 | 642,525 | 525,372 |
Total assets | 6,437,628 | 6,267,889 | 6,440,194 |
Current liabilities | 2,138,099 | 111,728 | 1,105,347 |
Intercompany payables (receivables) | (474,685) | 2,097,508 | (1,670,713) |
Long-term debt | 61,663 | 62,387 | 9,337 |
Other liabilities | 156,272 | 248,493 | 271,194 |
Noncontrolling interest | 0 | 0 | 0 |
Shareholders’ equity | 4,556,279 | 3,747,773 | 6,725,029 |
Total liabilities and shareholders' equity | 6,437,628 | 6,267,889 | 6,440,194 |
Reportable Legal Entities | Other Non-Guarantor Subsidiaries | |||
Supplemental Guarantor Information [Line Items] | |||
Current assets | 3,864,624 | 2,800,169 | 2,537,607 |
Investment in subsidiaries | 758,353 | (306,219) | 0 |
Plant and equipment, net | 2,457,365 | 1,862,850 | 1,786,675 |
Other assets | 4,703,944 | 1,931,752 | 1,653,385 |
Total assets | 11,784,286 | 6,288,552 | 5,977,667 |
Current liabilities | 2,794,700 | 3,700,803 | 2,387,311 |
Intercompany payables (receivables) | 4,657,520 | (749,083) | 629,483 |
Long-term debt | 174,028 | 128,588 | 110,700 |
Other liabilities | 528,526 | 268,097 | 59,826 |
Noncontrolling interest | 76,863 | 75,386 | 44,243 |
Shareholders’ equity | 3,552,649 | 2,864,761 | 2,746,104 |
Total liabilities and shareholders' equity | 11,784,286 | 6,288,552 | 5,977,667 |
Eliminations | |||
Supplemental Guarantor Information [Line Items] | |||
Current assets | 0 | 0 | 0 |
Investment in subsidiaries | (8,343,212) | (6,402,177) | (9,473,425) |
Plant and equipment, net | 0 | 0 | 0 |
Other assets | 0 | 0 | 0 |
Total assets | (8,343,212) | (6,402,177) | (9,473,425) |
Current liabilities | 0 | 0 | 0 |
Intercompany payables (receivables) | 0 | 0 | 0 |
Long-term debt | 0 | 0 | 0 |
Other liabilities | 0 | 0 | 0 |
Noncontrolling interest | 0 | 0 | 0 |
Shareholders’ equity | (8,343,212) | (6,402,177) | (9,473,425) |
Total liabilities and shareholders' equity | $ (8,343,212) | $ (6,402,177) | $ (9,473,425) |
Supplemental Guarantor Inform42
Supplemental Guarantor Information - Subsidiary Guarantees (Comprehensive Income) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Oct. 01, 2016 | Sep. 26, 2015 | |
Supplemental Guarantor Information [Line Items] | ||
Sales | $ 13,968,654 | $ 12,562,611 |
Cost of sales | 11,276,735 | 10,324,616 |
Gross profit | 2,691,919 | 2,237,995 |
Operating expenses | 2,125,086 | 1,744,521 |
Operating income | 566,833 | 493,474 |
Interest expense (income) | 73,623 | 126,907 |
Other expense (income), net | (7,216) | (15,240) |
Earnings before income taxes | 500,426 | 381,807 |
Income tax (benefit) provision | 176,539 | 137,387 |
Equity in earnings of subsidiaries | 0 | 0 |
Net earnings | 323,887 | 244,420 |
Other comprehensive income (loss) | (76,822) | (84,341) |
Comprehensive income | 247,065 | 160,079 |
Reportable Legal Entities | Sysco | ||
Supplemental Guarantor Information [Line Items] | ||
Sales | 0 | 0 |
Cost of sales | 0 | 0 |
Gross profit | 0 | 0 |
Operating expenses | 217,903 | 199,375 |
Operating income | (217,903) | (199,375) |
Interest expense (income) | 68,889 | 146,097 |
Other expense (income), net | (14,891) | (5,077) |
Earnings before income taxes | (271,901) | (340,395) |
Income tax (benefit) provision | (95,921) | (122,484) |
Equity in earnings of subsidiaries | 499,868 | 462,331 |
Net earnings | 323,888 | 244,420 |
Other comprehensive income (loss) | (76,822) | (84,341) |
Comprehensive income | 247,066 | 160,079 |
Reportable Legal Entities | Certain U.S. Broadline Subsidiaries | ||
Supplemental Guarantor Information [Line Items] | ||
Sales | 8,532,859 | 8,524,550 |
Cost of sales | 6,874,182 | 6,912,169 |
Gross profit | 1,658,677 | 1,612,381 |
Operating expenses | 957,964 | 956,915 |
Operating income | 700,713 | 655,466 |
Interest expense (income) | (25,034) | (39,983) |
Other expense (income), net | (224) | (477) |
Earnings before income taxes | 725,971 | 695,926 |
Income tax (benefit) provision | 256,107 | 250,417 |
Equity in earnings of subsidiaries | 0 | 0 |
Net earnings | 469,864 | 445,509 |
Other comprehensive income (loss) | 0 | 0 |
Comprehensive income | 469,864 | 445,509 |
Reportable Legal Entities | Other Non-Guarantor Subsidiaries | ||
Supplemental Guarantor Information [Line Items] | ||
Sales | 5,880,712 | 4,426,998 |
Cost of sales | 4,847,470 | 3,801,384 |
Gross profit | 1,033,242 | 625,614 |
Operating expenses | 949,219 | 588,231 |
Operating income | 84,023 | 37,383 |
Interest expense (income) | 29,768 | 20,793 |
Other expense (income), net | 7,899 | (9,686) |
Earnings before income taxes | 46,356 | 26,276 |
Income tax (benefit) provision | 16,353 | 9,454 |
Equity in earnings of subsidiaries | 0 | 0 |
Net earnings | 30,003 | 16,822 |
Other comprehensive income (loss) | (214,625) | (183,185) |
Comprehensive income | (184,622) | (166,363) |
Eliminations | ||
Supplemental Guarantor Information [Line Items] | ||
Sales | (444,917) | (388,937) |
Cost of sales | (444,917) | (388,937) |
Gross profit | 0 | 0 |
Operating expenses | 0 | 0 |
Operating income | 0 | 0 |
Interest expense (income) | 0 | 0 |
Other expense (income), net | 0 | 0 |
Earnings before income taxes | 0 | 0 |
Income tax (benefit) provision | 0 | 0 |
Equity in earnings of subsidiaries | (499,868) | (462,331) |
Net earnings | (499,868) | (462,331) |
Other comprehensive income (loss) | 214,625 | 183,185 |
Comprehensive income | $ (285,243) | $ (279,146) |
Supplemental Guarantor Inform43
Supplemental Guarantor Information - Subsidiary Guarantees (Cash Flows) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Oct. 01, 2016 | Sep. 26, 2015 | |
Supplemental Guarantor Information [Line Items] | ||
Operating activities | $ 248,674 | $ (261,482) |
Investing activities | (3,048,455) | (35,061) |
Financing activities | (389,659) | (4,437,404) |
Effect of exchange rates on cash and cash equivalents | 30,038 | (7,841) |
Intercompany activity | 0 | 0 |
Net decrease in cash and cash equivalents | (3,159,402) | (4,741,788) |
Cash and cash equivalents at beginning of period | 3,919,300 | 5,130,044 |
Cash and cash equivalents at end of period | 759,898 | 388,256 |
Reportable Legal Entities | Sysco | ||
Supplemental Guarantor Information [Line Items] | ||
Operating activities | (163,444) | (525,626) |
Investing activities | (22,729) | 138,186 |
Financing activities | (225,668) | (4,445,507) |
Effect of exchange rates on cash and cash equivalents | 0 | 0 |
Intercompany activity | (2,833,759) | 59,403 |
Net decrease in cash and cash equivalents | (3,245,600) | (4,773,544) |
Cash and cash equivalents at beginning of period | 3,376,412 | 4,851,074 |
Cash and cash equivalents at end of period | 130,812 | 77,530 |
Reportable Legal Entities | Certain U.S. Broadline Subsidiaries | ||
Supplemental Guarantor Information [Line Items] | ||
Operating activities | 2,236,758 | (317,193) |
Investing activities | (19,426) | (13,083) |
Financing activities | (7,492) | (800) |
Effect of exchange rates on cash and cash equivalents | 0 | 0 |
Intercompany activity | (2,206,407) | 329,064 |
Net decrease in cash and cash equivalents | 3,433 | (2,012) |
Cash and cash equivalents at beginning of period | 34,072 | 26,377 |
Cash and cash equivalents at end of period | 37,505 | 24,365 |
Reportable Legal Entities | Other Non-Guarantor Subsidiaries | ||
Supplemental Guarantor Information [Line Items] | ||
Operating activities | (1,824,640) | 581,337 |
Investing activities | (3,006,300) | (160,164) |
Financing activities | (156,499) | 8,903 |
Effect of exchange rates on cash and cash equivalents | 30,038 | (7,841) |
Intercompany activity | 5,040,166 | (388,467) |
Net decrease in cash and cash equivalents | 82,765 | 33,768 |
Cash and cash equivalents at beginning of period | 508,816 | 252,593 |
Cash and cash equivalents at end of period | $ 591,581 | $ 286,361 |