Business Acquisitions

3 Months Ended

Apr. 01, 2017

Business Combinations [Abstract]

Business Acquisitions

3. BUSINESS ACQUISITIONS

Acquisitions during the 13-weeks ended April 1, 2017 included (1) certain assets of All American Foods, a broadline distributor, acquired in February; and (2) certain assets of SRA Foods. Inc., a meat processor and distributor acquired in March, for aggregate cash consideration of approximately $62 million.

Acquisitions during fiscal 2016 included (1) the stock of Bay-N-Gulf, Inc., d/b/a Save On Seafood, a seafood processor and distributor, acquired in October; (2) certain assets of Jeraci Food Distributors, Inc., an Italian specialty distributor, acquired in October; (3) the stock of Fresh Unlimited, Inc. d/b/a Freshway Foods, a produce processor, repacker, and distributor, acquired in June; and (4) certain assets of Cara Donna Provisions Co., Inc. and Cara Donna Properties LLC, a broadline distributor, acquired in March. Total consideration consisted of cash of approximately $123 million, plus approximately $8 million for the estimated fair value of contingent consideration.  In fiscal 2017, the Company also paid a minor purchase price adjustment related to a 2016 business acquisition.

During fiscal 2017, the Company paid approximately $6 million of contingent consideration related to a 2016 business acquisition, of which, $5 million was included as part of the fair value of the acquisition date assets and liabilities, and is reflected in the Company’s Consolidated Statement of Cash Flows in Cash flows from financing activities. As of April 1, 2017, the estimated fair value of contingent consideration remaining for other 2016 business acquisitions is $3 million.

The 2017 and 2016 acquisitions, reflected in the Company’s consolidated financial statements commencing from the date of acquisition, did not materially affect the Company’s results of operations or financial position and, therefore, pro forma financial information has not been provided. Acquisitions are integrated into the Company’s foodservice distribution network and funded primarily with cash from operations.

The following table summarizes the purchase price allocations for the 2017 and 2016 business acquisitions as follows (in thousands):

	April 1,			December 31,
	2017			2016
Accounts receivable	$	5,978		$	22,871
Inventories		10,660			9,493
Other current assets		113			732
Property and equipment		13,848			24,119
Goodwill		14,354			32,570
Other intangible assets		21,150			64,130
Accounts payable		(3,508	)		(16,216	)
Accrued expenses and other current liabilities		(317	)		(12,173	)
Long-term debt		—			(2,514	)
Cash paid for acquisitions	$	62,278		$	123,012