XML 52 R36.htm IDEA: XBRL DOCUMENT v3.20.4
Business Acquisitions (Tables)
12 Months Ended
Jan. 02, 2021
Business Acquisition [Line Items]  
Pro Forma Information The following table presents the Company’s unaudited pro forma consolidated net sales, net income and earnings per share (“EPS”) for fiscal years 2020, 2019 and 2018. The unaudited pro forma financial information presents the combined results of operations as if the acquisitions and related financings of Smart Foodservice and the Food Group had occurred as of December 30, 2018 and December 31, 2017, respectively, which dates represent the first day of the Company’s fiscal year prior to their respective acquisition dates.
2020
(Unaudited)
2019
(Unaudited)
2018 (Unaudited)
Pro forma net sales$23,258 $29,141 $26,985 
Pro forma net income$(225)$420 $397 
Pro forma net income per share:
Basic$(1.02)$1.92 $1.84 
Diluted$(1.02)$1.91 $1.82 
Divested Entities Pro Forma Information
The unaudited pro forma financial information for all periods presented above excludes the results of operations related to the Divested Assets, as the results of operations related to the Divested Assets were reflected as discontinued operations. Unaudited pro forma net sales, net income and net income per share related to the Divested Assets for fiscal years 2019 and 2018:
2019
(Unaudited)
2018 (Unaudited)
Pro forma net sales$392 $516 
Pro forma net income$$13 
Pro forma income per share:
Basic$0.03 $0.06 
Diluted$0.02 $0.06 
Smart Foodservice [Member]  
Business Acquisition [Line Items]  
Purchase Price Allocation
The following table summarizes the preliminary purchase price allocation recognized for the Smart Foodservice acquisition based upon preliminary estimates of the fair value of assets acquired and liabilities assumed. The preliminary purchase price allocation is subject to further adjustment as additional information becomes available and final valuations are completed. There can be no assurances that these final valuations and additional analyses and studies will not result in significant changes to the preliminary estimates of fair value set forth below. Adjustments to the preliminary purchase price allocation recorded in fiscal year 2020 were immaterial to the Company's consolidated financial statements.
Preliminary Purchase Price Allocation
Accounts receivable$
Inventories43 
Other current assets23 
Property and equipment84 
Goodwill(1)
907 
Other intangibles(2)
14 
Other assets130 
Accounts payable(38)
Accrued expenses and other current liabilities(31)
Deferred income taxes(5)
Other long-term liabilities, including financing leases(160)
Cash paid for acquisition$972 
(1)    Goodwill recognized is primarily attributable to intangible assets that do not qualify for separate recognition, as well as expected synergies from the combined company. The acquired goodwill is not deductible for U.S. federal income tax purposes.
(2)    Other intangibles consist of a trade name of $14 million with an estimated useful life of approximately 1 year.
Food Group  
Business Acquisition [Line Items]  
Purchase Price Allocation
The following table summarizes the final purchase price allocation for the acquisition of Food Group as of September 13, 2019. Adjustments to the preliminary purchase price allocation were immaterial to the Company's consolidated financial statements.
Purchase Price Allocation
Accounts receivable$145 
Inventories165 
Assets of discontinued operations130 
Other current assets
Property and equipment210 
Goodwill(1)
764 
Other intangibles(2)
695 
Other assets47 
Accounts payable(200)
Accrued expenses and other current liabilities(69)
Liabilities of discontinued operations(19)
Other long-term liabilities, including financing leases(43)
Cash paid for acquisition
$1,832 
(1)    Goodwill recognized is primarily attributable to intangible assets that do not qualify for separate recognition, as well as expected synergies from the combined company. The acquired goodwill is deductible for U.S. federal income tax purposes.
(2)    Other intangibles consist of customer relationships of $656 million with estimated useful lives of 15 years and indefinite-lived brand names and trademarks of $39 million.