Cover Page
Cover Page - shares | 3 Months Ended | |
Mar. 27, 2021 | Apr. 26, 2021 | |
Cover [Abstract] | ||
Entity Central Index Key | 0001000228 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q1 | |
Current Fiscal Year End Date | --12-25 | |
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 27, 2021 | |
Document Transition Report | false | |
Entity Registrant Name | HENRY SCHEIN, INC. | |
Entity File Number | 0-27078 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 11-3136595 | |
Entity Address, Address Line One | 135 Duryea Road | |
Entity Address, City or Town | Melville | |
Entity Address, State or Province | NY | |
Entity Address, Postal Zip Code | 11747 | |
City Area Code | 631 | |
Local Phone Number | 843-5500 | |
Title of 12(b) Security | Common Stock, par value $.01 per share | |
Trading Symbol | HSIC | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Emerging Growth Company | false | |
Entity Small Business | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 140,696,094 |
CONSOLIDATED BALANCE SHEETS (un
CONSOLIDATED BALANCE SHEETS (unaudited) - USD ($) $ in Thousands | Mar. 27, 2021 | Dec. 26, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 144,538 | $ 421,185 |
Accounts receivable, net of reserves of $79,936 and $88,030 | 1,317,546 | 1,424,787 |
Inventories, net | 1,626,185 | 1,512,499 |
Prepaid expenses and other | 482,356 | 432,944 |
Total current assets | 3,570,625 | 3,791,415 |
Property and equipment, net | 353,248 | 342,004 |
Operating lease right-of-use assets | 301,759 | 288,847 |
Goodwill | 2,587,438 | 2,504,392 |
Other intangibles, net | 597,619 | 479,429 |
Investments and other | 369,231 | 366,445 |
Total assets | 7,779,920 | 7,772,532 |
Current liabilities: | ||
Accounts payable | 909,575 | 1,005,655 |
Bank credit lines | 67,415 | 73,366 |
Current maturities of long-term debt | 111,176 | 109,836 |
Operating lease liabilities | 68,580 | 64,716 |
Accrued expenses: | ||
Payroll and related | 286,106 | 295,329 |
Taxes | 146,755 | 138,671 |
Other | 533,161 | 595,529 |
Total current liabilities | 2,122,768 | 2,283,102 |
Long-term debt | 506,461 | 515,773 |
Deferred income taxes | 42,254 | 30,065 |
Operating lease liabilities | 248,624 | 238,727 |
Other liabilities | 410,184 | 392,781 |
Total liabilities | 3,330,291 | 3,460,448 |
Redeemable noncontrolling interests | 452,899 | 327,699 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Preferred stock, $.01 par value, 1,000,000 shares authorized, none outstanding | 0 | 0 |
Common stock, $0.01 par value, 480,000,000 shares authorized, 141,310,113 outstanding on March 27, 2021 and 142,462,571 outstanding on December 26, 2020 | 1,413 | 1,425 |
Additional paid-in capital | 0 | 0 |
Retained earnings | 3,493,060 | 3,454,831 |
Accumulated other comprehensive loss | (136,305) | (108,084) |
Total Henry Schein, Inc. stockholders' equity | 3,358,168 | 3,348,172 |
Noncontrolling interests | 638,562 | 636,213 |
Total stockholders' equity | 3,996,730 | 3,984,385 |
Total liabilities, redeemable noncontrolling interests and stockholders' equity | $ 7,779,920 | $ 7,772,532 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Mar. 27, 2021 | Dec. 26, 2020 |
Current assets: | ||
Accounts receivable, reserves (in dollars) | $ 79,936 | $ 88,030 |
Stockholders' equity: | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 1,000,000 | 1,000,000 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 480,000,000 | 480,000,000 |
Common stock, shares outstanding (in shares) | 141,310,113 | 142,462,571 |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME (unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 27, 2021 | Mar. 28, 2020 | |
CONSOLIDATED STATEMENTS OF INCOME | ||
Net sales | $ 2,924,961 | $ 2,428,871 |
Cost of sales | 2,034,110 | 1,682,857 |
Gross profit | 890,851 | 746,014 |
Operating expenses: | ||
Selling, general and administrative | 657,992 | 567,362 |
Restructuring costs (credits) | 2,931 | 4,787 |
Operating income | 229,928 | 173,865 |
Other income (expense): | ||
Interest income | 1,983 | 3,190 |
Interest expense | (6,485) | (7,812) |
Other, net | 309 | (220) |
Income from continuing operations before taxes, equity in earnings of affiliates and noncontrolling interest | 225,735 | 169,023 |
Income taxes | (56,685) | (37,910) |
Equity in earnings of affiliates | 5,878 | 2,734 |
Net income from continuing operations | 174,928 | 133,847 |
Income (loss) from discontinued operations | 0 | (282) |
Net income | 174,928 | 133,565 |
Less: Net (income) loss attributable to noncontrolling interests | (8,931) | (3,304) |
Net income attributable to Henry Schein, Inc. | 165,997 | 130,261 |
Continuing operations | 165,997 | 130,543 |
Discontinued operations | 0 | (282) |
Net income (loss) attributable to Henry Schein, Inc. | $ 165,997 | $ 130,261 |
Earnings per share from continuing operations attributable to Henry Schein, Inc.: | ||
Basic (in dollars per share) | $ 1.17 | $ 0.91 |
Diluted (in dollars per share) | 1.16 | 0.91 |
Earnings (loss) per share from discontinued operations attributable to Henry Schein, Inc.: | ||
Basic (in dollars per share) | 0 | 0 |
Diluted (in dollars per share) | 0 | 0 |
Earnings per share attributable to Henry Schein, Inc.: | ||
Basic (in dollars per share) | 1.17 | 0.91 |
Diluted (in dollars per share) | $ 1.16 | $ 0.91 |
Weighted-average common shares outstanding: | ||
Basic (in shares) | 142,298 | 142,967 |
Diluted (in shares) | 143,398 | 143,095 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 27, 2021 | Mar. 28, 2020 | |
Statement of Comprehensive Income [Abstract] | ||
Net income | $ 174,928 | $ 133,565 |
Other comprehensive income (loss), net of tax: | ||
Foreign currency translation gain (loss) | (38,481) | (89,312) |
Unrealized gain (loss) from foreign currency hedging activities | 3,361 | 15,143 |
Unrealized investment gain (loss) | (6) | (9) |
Pension adjustment gain (loss) | 807 | 724 |
Other comprehensive income (loss), net of tax | (34,319) | (73,454) |
Comprehensive income | 140,609 | 60,111 |
Comprehensive income attributable to noncontrolling interests: | ||
Net income | (8,931) | (3,304) |
Foreign currency translation (gain) loss | 6,098 | 13,179 |
Comprehensive income (gain) loss attributable to noncontrolling interests | (2,833) | 9,875 |
Comprehensive income attributable to Henry Schein, Inc. | $ 137,776 | $ 69,986 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (unaudited) - USD ($) $ in Thousands | Total | Cumulative Effect, Period of Adoption, Adjustment [Member] | Common Stock [Member] | Common Stock [Member]Cumulative Effect, Period of Adoption, Adjustment [Member] | Additional Paid-in Capital [Member] | Additional Paid-in Capital [Member]Cumulative Effect, Period of Adoption, Adjustment [Member] | Retained Earnings [Member] | Retained Earnings [Member]Cumulative Effect, Period of Adoption, Adjustment [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Accumulated Other Comprehensive Income (Loss) [Member]Cumulative Effect, Period of Adoption, Adjustment [Member] | Noncontrolling Interests [Member] | Noncontrolling Interests [Member]Cumulative Effect, Period of Adoption, Adjustment [Member] |
Beginning Balance at Dec. 28, 2019 | $ 3,630,137 | $ (412) | $ 1,434 | $ 0 | $ 47,768 | $ 0 | $ 3,116,215 | $ (412) | $ (167,373) | $ 0 | $ 632,093 | $ 0 |
Beginning Balance, shares (in shares) at Dec. 28, 2019 | 143,353,459 | |||||||||||
Net income (excluding amounts attributable to Redeemable noncontrolling interests from continuing operations) | 130,726 | $ 0 | 0 | 130,261 | 0 | 465 | ||||||
Foreign currency translation loss (excluding amounts attributable to Redeemable noncontrolling interests) | (76,285) | 0 | 0 | 0 | (76,133) | (152) | ||||||
Unrealized gain (loss) from foreign currency hedging activities, net of tax impact | 15,143 | 0 | 0 | 0 | 15,143 | 0 | ||||||
Unrealized investment gain (loss), net of tax impact | (9) | 0 | 0 | 0 | (9) | 0 | ||||||
Pension adjustment gain, net of tax impact | 724 | 0 | 0 | 0 | 724 | 0 | ||||||
Dividends paid | (499) | 0 | 0 | 0 | 0 | (499) | ||||||
Purchase of noncontrolling interests | (2,289) | 0 | (1,597) | 0 | 0 | (692) | ||||||
Change in fair value of redeemable securities | 13,072 | 0 | 13,072 | 0 | 0 | 0 | ||||||
Repurchase and retirement of common stock - Value | (73,789) | $ (12) | (10,949) | (62,828) | 0 | 0 | ||||||
Repurchase and retirement of common stock - Shares | (1,200,000) | |||||||||||
Stock-based compensation (credit) expense - Value | (17,514) | $ 5 | (17,519) | 0 | 0 | 0 | ||||||
Stock-based compensation credit - Shares | 507,410 | |||||||||||
Shares withheld for payroll taxes - Value | (13,874) | $ (3) | (13,871) | 0 | 0 | 0 | ||||||
Shares withheld for payroll taxes - Shares | (227,509) | |||||||||||
Settlement of stock-based compensation awards, value | 660 | $ 0 | 660 | 0 | 0 | 0 | ||||||
Separation of Animal Health business | 1 | 0 | 1 | 0 | 0 | 0 | ||||||
Ending Balance at Mar. 28, 2020 | 3,605,792 | $ 1,424 | 17,565 | 3,183,236 | (227,648) | 631,215 | ||||||
Ending Balance, shares (in shares) at Mar. 28, 2020 | 142,433,360 | |||||||||||
Beginning Balance at Dec. 26, 2020 | $ 3,984,385 | $ 1,425 | 0 | 3,454,831 | (108,084) | 636,213 | ||||||
Beginning Balance, shares (in shares) at Dec. 26, 2020 | 142,462,571 | 142,462,571 | ||||||||||
Net income (excluding amounts attributable to Redeemable noncontrolling interests from continuing operations) | $ 167,875 | $ 0 | 0 | 165,997 | 0 | 1,878 | ||||||
Foreign currency translation loss (excluding amounts attributable to Redeemable noncontrolling interests) | (32,308) | 0 | 0 | 0 | (32,383) | 75 | ||||||
Unrealized gain (loss) from foreign currency hedging activities, net of tax impact | 3,361 | 0 | 0 | 0 | 3,361 | 0 | ||||||
Unrealized investment gain (loss), net of tax impact | (6) | 0 | 0 | 0 | (6) | 0 | ||||||
Pension adjustment gain, net of tax impact | 807 | 0 | 0 | 0 | 807 | 0 | ||||||
Dividends paid | (77) | 0 | 0 | 0 | 0 | (77) | ||||||
Change in fair value of redeemable securities | (45,520) | 0 | (45,520) | 0 | 0 | 0 | ||||||
Noncontrolling Interest related to acquisitions | 473 | 0 | 0 | 0 | 0 | 473 | ||||||
Repurchase and retirement of common stock - Value | (88,659) | $ (13) | (12,250) | (76,396) | 0 | 0 | ||||||
Repurchase and retirement of common stock - Shares | (1,325,242) | |||||||||||
Stock-based compensation (credit) expense - Value | 12,790 | $ 3 | 12,787 | 0 | 0 | 0 | ||||||
Stock-based compensation credit - Shares | 281,645 | |||||||||||
Shares withheld for payroll taxes - Value | (7,178) | $ (2) | (7,176) | 0 | 0 | 0 | ||||||
Shares withheld for payroll taxes - Shares | (108,861) | |||||||||||
Settlement of stock-based compensation awards, value | 787 | $ 0 | 787 | 0 | 0 | 0 | ||||||
Transfer of charges in excess of capital | 0 | 0 | 51,372 | (51,372) | 0 | 0 | ||||||
Ending Balance at Mar. 27, 2021 | $ 3,996,730 | $ 1,413 | $ 0 | $ 3,493,060 | $ (136,305) | $ 638,562 | ||||||
Ending Balance, shares (in shares) at Mar. 27, 2021 | 141,310,113 | 141,310,113 |
CONSOLIDATED STATEMENTS OF CH_2
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (unaudited) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 27, 2021 | Mar. 28, 2020 | |
Statement of Stockholders' Equity [Abstract] | ||
Unrealized loss from foreign currency hedging activities, tax (benefit) | $ (1,334) | $ (5,090) |
Unrealized investment gain (loss), tax benefit (tax) | 2 | 2 |
Pension adjustment gain, tax benefit (tax) | 219 | 324 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Net income attributable to Redeemable noncontrolling interests | 7,053 | |
Foreign currency translation gain (loss) attributable to Redeemable noncontrolling interests | (6,173) | (13,027) |
Continuing Operations [Member] | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Net income attributable to Redeemable noncontrolling interests | $ 7,053 | $ 2,839 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 27, 2021 | Mar. 28, 2020 | |
Cash flows from operating activities: | ||
Net income | $ 174,928 | $ 133,565 |
Income (loss) from discontinued operations | 0 | (282) |
Income from continuing operations | 174,928 | 133,847 |
Adjustments to reconcile net income to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 49,363 | 46,983 |
Impairment charge on intangible assets | 0 | 2,000 |
Stock-based compensation (credit) expense | 12,790 | (17,514) |
Provision for (benefit from) losses on trade and other accounts receivable | (2,696) | 14,543 |
Provision for (benefit from) deferred income taxes | 11,171 | 2,645 |
Equity in earnings of affiliates | (5,878) | (2,734) |
Distributions from equity affiliates | 5,139 | 2,413 |
Changes in unrecognized tax benefits | 2,804 | (1,575) |
Other | 35 | (13,924) |
Changes in operating assets and liabilities, net of acquisitions: | ||
Accounts receivable | 118,795 | (1,283) |
Inventories | (78,085) | 73,038 |
Other current assets | (45,310) | (22,002) |
Accounts payable and accrued expenses | (179,725) | (137,680) |
Net cash provided by operating activities from continuing operations | 63,331 | 78,757 |
Net cash provided by (used in) operating activities from discontinued operations | 0 | (282) |
Net cash provided by operating activities | 63,331 | 78,475 |
Cash flows from investing activities: | ||
Purchases of fixed assets | (13,843) | (23,008) |
Payments related to equity investments and business acquisitions, net of cash acquired | (204,027) | (37,947) |
Proceeds from sale of equity investment | 0 | 12,000 |
Proceeds from (repayments to) loan to affiliate | 139 | 1,137 |
Other | (5,513) | (5,787) |
Net cash used in investing activities from continuing operations | (223,244) | (53,605) |
Net cash used in investing activities from discontinued operations | 0 | 0 |
Net cash used in investing activities | (223,244) | (53,605) |
Cash flows from financing activities: | ||
Net change in bank borrowings | (241) | 358,639 |
Proceeds from issuance of long-term debt | 0 | 250,000 |
Principal payments for long-term debt | (17,781) | (8,478) |
Debt issuance costs | (85) | (58) |
Payments for repurchases of common stock | (88,659) | (73,789) |
Payments for taxes related to shares withheld for employee taxes | (6,158) | (13,155) |
Proceeds from (distributions to) noncontrolling shareholders | (6,520) | (3,664) |
Acquisitions of noncontrolling interests in subsidiaries | 0 | (14,925) |
Proceeds from (payments to) Henry Schein Animal Health Business | 0 | (2,962) |
Net cash provided by (used in) financing activities from continuing operations | (119,444) | 491,608 |
Net cash provided by (used in) financing activities from discontinued operations | 0 | 282 |
Net cash provided by (used in) operating activities | (119,444) | 491,890 |
Effect of exchange rate changes on cash and cash equivalents- from continuing operations | 2,710 | (5,489) |
Effect of exchange rate changes on cash and cash equivalents- from discontinued operations | 0 | 0 |
Net change in cash and cash equivalents from continuing operations | (276,647) | 511,271 |
Net change in cash and cash equivalents from discontinued operations | 0 | 0 |
Net change in cash and cash equivalents | (276,647) | 511,271 |
Cash and cash equivalents, beginning of period | 421,185 | 106,097 |
Cash and cash equivalents, end of period | $ 144,538 | $ 617,368 |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Mar. 27, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Note 1 Basis of Presentation Our consolidated financial statements include our accounts, as well owned subsidiaries. presentation. Our accompanying unaudited consolidated financial statements have been principles generally accepted in the United States (“U.S. GAAP”) for interim instructions to Form 10-Q and Article 10 of Regulation S-X. information and footnote disclosures required by U.S. GAAP for We consolidate a Variable Interest Entity (“VIE”) where we hold a variable interest and are the primary beneficiary. The VIE is a trade accounts receivable securitization. have the power to direct activities that most significantly affect the economic performance to absorb the majority of the losses or benefits. included in our consolidated financial statements. For the consolidated VIE, the trade accounts receivable transferred related debt. The creditors have recourse to us for losses on these trade accounts receivable. and December 26, 2020, there were no trade accounts receivable that were restricted to settle obligations of this VIE, The consolidated financial statements reflect all adjustments considered consolidated results of operations and financial position for the interim periods of a normal recurring nature. conjunction with the audited consolidated financial statements and notes contained in our Annual Report on Form 10-K for the year ended December The preparation of financial statements in conformity with accounting principles States disclosure of contingent assets and liabilities at the date of the financial revenues and expenses during the reporting period. operations for the three months ended March 27, 2021 are not necessarily for any other interim period or for the year ending December 25, 2021. In March 2020, the World Health Organization declared the Novel Coronavirus Disease 2019 (“COVID-19”) a pandemic. The COVID-19 pandemic negatively impacted the global economy, disrupted global supply chains and created significant volatility and disruption of global financial markets. In response, business closures and restrictions, stay-at-home and social distancing ordinances the pandemic, which significantly impacted global business and dramatically and certain medical products in the second quarter of 2020. Demand increased in the second half of 2020 and has continued into the first quarter of 2021, resulting in growth over the protective equipment (PPE) and COVID-19 related products. Our consolidated financial statements reflect estimates and assumptions our goodwill, long-lived asset and definite-lived intangible asset valuation; valuation; assessment of the annual effective tax rate; valuation of deferred income contingencies; the allowance for doubtful accounts; hedging activity; vendor compensation cost for certain share-based performance awards and cash bonus assumptions. Due to the significant uncertainty surrounding the regarding estimates and impairments could change in the future. In material adverse effect on our business, results of operations and cash flows, primarily 2020. In the latter half of the second quarter of 2020, continued to do so during the second half of 2020. levels approaching pre-pandemic levels, although certain regions in the U.S. increase in COVID-19 cases. There is an ongoing risk that the COVID-19 adverse effect on our business, results of operations and cash flows and may result our financial condition and liquidity. However, the extent of the potential impact cannot be reasonably estimated at this time. |
Critical Accounting Policies, A
Critical Accounting Policies, Accounting Pronouncements Adopted and Recently Issued Accounting Standards | 3 Months Ended |
Mar. 27, 2021 | |
Critical Accounting Policies, Accounting Pronouncements Adopted and Recently Issued Accounting Standards | |
Critical Accounting Policies, Accounting Pronouncements Adopted and Recently Issued Accounting Standards | Note 2 – Critical Accounting Policies, Accounting Pronouncements Adopted and Recently Issued Accounting Standards Critical Accounting Policies There have been no material changes in our critical accounting policies during 2021, as compared to the critical accounting policies described in Item included in our Annual Report on Form 10-K for the year ended December Accounting Pronouncements Adopted In December 2019 , the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2019-12, “Income Taxes” (Topic 740): Simplifying the Accounting for Income Taxes (“ASU 2019- 12”). principles in Topic 740. areas of Topic 740 by clarifying and amending existing guidance. adoption material impact on our consolidated financial statements. Recently Issued Accounting Standards In August 2020, the FASB issued ASU No. 2020-06, “Debt—Debt with Conversion and Other Options” (Subtopic 470-20) and “Derivatives and Hedging— in Entity’s Own Equity” (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity (“ASU 2020-06”). for convertible instruments. to the disclosures for convertible instruments and earnings-per-share (EPS) guidance and the derivatives scope exception for contracts in an entity’s own equity. beginning after December 15, 2021. impact on our consolidated financial statements. |
Revenue from Contracts with Cus
Revenue from Contracts with Customers | 3 Months Ended |
Mar. 27, 2021 | |
Revenue from Contracts with Customers | |
Revenue from Contracts with Customers | Note 3 – Revenue from Contracts with Customers Revenue is recognized in accordance with policies disclosed in Item 8 of our the year ended December 26, 2020. Disaggregation of Revenue The following table disaggregates our revenue by segment and geography: Three Months Ended March 27, 2021 North America International Global Revenues: Health care distribution Dental $ 1,044,783 744,145 1,788,928 Medical 965,127 27,910 993,037 Total health care distribution 2,009,910 772,055 2,781,965 Technology 121,937 21,059 142,996 Total revenues $ 2,131,847 $ 793,114 $ 2,924,961 Three Months Ended March 28, 2020 North America International Global Revenues: Health care distribution Dental $ 888,372 586,704 1,475,076 Medical 778,028 22,660 800,688 Total health care distribution 1,666,400 609,364 2,275,764 Technology 113,498 18,467 131,965 Total excluding 1,779,898 627,831 2,407,729 Corporate TSA revenues - 21,142 21,142 Total revenues $ 1,779,898 $ 648,973 $ 2,428,871 Corporate TSA revenues represents sales of certain animal health products to Covetrus under the transition services agreement entered into in connection with the Animal Health Spin-off, which ended in December 2020. Note-18 Related Party Transactions At December 26, 2020, the current portion of contract liabilities of $ 71.5 expenses: Other, and $ 8.2 During the three months ended March 27, 2021, we recognized in revenue 32.9 previously deferred at December 26, 2020. liabilities were $ 73.7 9.5 |
Segment Data
Segment Data | 3 Months Ended |
Mar. 27, 2021 | |
Segment Data | |
Segment Data | Note 4 Segment Data We conduct our business through two value-added services. The health care distribution reportable segment aggregates our global dental segment distributes consumable products, small equipment, laboratory products, services, branded and generic pharmaceuticals, vaccines, surgical products, diagnostic products and vitamins. and other institutions. centers, other alternate-care settings and other institutions. practitioners in 31 Our global technology and value-added services group provides software, services to health care practitioners. systems for dental and medical practitioners. non-recourse basis, e-services, practice technology, network and hardware services, as well as continuing education services for practitioners. The following tables present information about our reportable and operating Three Months Ended March 27, March 28, 2021 2020 Net Sales: Health care distribution (1) Dental $ 1,788,928 $ 1,475,076 Medical 993,037 800,688 Total health care distribution 2,781,965 2,275,764 Technology (2) 142,996 131,965 Total excluding 2,924,961 2,407,729 Corporate TSA revenues (3) - 21,142 Total $ 2,924,961 $ 2,428,871 Consists of consumable products, small equipment, laboratory products, large equipment, equipment repair services, branded and generic and vitamins. (2) Consists of practice management software and other value-added products, which are distributed primarily to health care providers, and financial services on a non-recourse basis, e-services, continuing education services for practitioners, consulting and other services. (3) Corporate TSA revenues represents sales of certain products to Covetrus under the transition services agreement entered into in connection with the Animal Health Spin-off, which ended in December 2020. Note-18 Related Party Transactions information. |
Debt
Debt | 3 Months Ended |
Mar. 27, 2021 | |
Debt | |
Debt | Note 5 – Debt Bank Credit Lines Bank credit lines consisted of the following: March 27, December 26, 2021 2020 Revolving credit agreement $ - $ - Other short-term bank credit lines 67,415 73,366 Total $ 67,415 $ 73,366 Revolving Credit Agreement On April 18, 2017 , we entered into a $ 750 matures in April 2022 . the end of each financial reporting quarter. December 31, 2021, while the remaining LIBOR rates will be discontinued will require an amendment to our debt agreements to reflect a new discontinuation of LIBOR as a reference rate in our debt agreements financial position or to materially affect our interest expense. things, that we maintain maximum leverage ratios. Additionally, the Credit Agreement contains customary representations, warranties and affirmative covenants as well as customary negative negotiated exceptions on liens, indebtedness, significant corporate changes certain restrictive agreements. revolving credit facility. 9.3 9.5 of letters of credit, respectively, provided to third parties under the credit facility. On April 17, 2020, we amended the Credit Agreement to, among other from being based on total leverage ratio to net leverage ratio, (ii) adjust the ratio calculation, and (iii) increase the maximum maintenance leverage ratio 364-Day Credit Agreement On March 4, 2021 we repaid the outstanding obligations and terminated 700 million 364 -day credit agreement which was entered into on April 17, 2020 . to mature on April 16, 2021 . Other Short-Term Credit As of March 27, 2021 and December 26, 2020, we had various other short-term which $ 67.4 73.4 2020, borrowings under all of these credit lines had a weighted average 4.52 % and 4.14 %, respectively. Long-term debt Long-term debt consisted of the following: March 27, December 26, 2021 2020 Private placement facilities $ 606,355 $ 613,498 Note payable - 1,554 Various in varying installments through 2023 ranging from 2.45 % to 4.27 % at March 27, 2021 and ranging from 2.62 % to 4.27 % at December 26, 2020 5,969 4,596 Finance lease obligations (see Note 7) 5,313 5,961 Total 617,637 625,609 Less current maturities (111,176) (109,836) Total long-term debt $ 506,461 $ 515,773 Private Placement Facilities Our private placement facilities, with three 1 available on an uncommitted basis at fixed rate economic terms to be agreed upon time to time through June 23, 2023 . rate based on an agreed upon spread over applicable treasury notes at possible issuance will be selected by us and can range from five 15 12 years). working capital and capital expenditures, to refinance existing indebtedness The agreements provide, among other things, that we maintain restrictions relating to subsidiary indebtedness, liens, affiliate transactions, disposal ownership. applicable due dates. On March 5, 2021, we amended the private placement facilities to, among other things, (a) modify the financial covenant from being based on a net leverage ratio to a total leverage ratio and (b) restore the maximum maintenance total leverage ratio to 3.25x and remove the 1.00% interest rate increase triggered if the net leverage ratio were to exceed 3.0x. The components of our private placement facility borrowings as table (in thousands): Amount of Borrowing Borrowing Date of Borrowing Outstanding Rate Due Date January 20, 2012 $ 7,143 3.09 % January 20, 2022 January 20, 2012 50,000 3.45 January 20, 2024 December 24, 2012 50,000 3.00 December 24, 2024 June 2, 2014 100,000 3.19 June 2, 2021 June 16, 2017 100,000 3.42 June 16, 2027 September 15, 2017 100,000 3.52 September 15, 2029 January 2, 2018 100,000 3.32 January 2, 2028 September 2, 2020 100,000 2.35 September 2, 2030 Less: Deferred debt issuance costs (788) $ 606,355 (1) Annual 7.1 January 20, 2016 . U.S. Trade Accounts Receivable Securitization We have a facility agreement with a bank, as agent, based on the securitization of our U.S. trade accounts receivable that is structured as an asset-backed securitization program with pricing three years . Our current facility, which has a purchase limit of $ 350 April 29, 2022 . June 22, 2020, the expiration date for this facility was extended to June 12, 2023 covenant levels for 2020. no under this securitization facility. on the asset-backed commercial paper rate of 0.18 % plus 0.95 %, for a combined rate of 1.13 %. 2020, the interest rate on borrowings under this facility was based 0.22 % plus 0.95 %, for a combined rate of 1.17 %. If our accounts receivable collection pattern changes due to customers either our ability to borrow under this facility may be reduced. We are required to pay a commitment fee of 25 45 |
Leases
Leases | 3 Months Ended |
Mar. 27, 2021 | |
Leases | |
Leases | Note 6 – Leases Leases We have operating and finance leases for corporate offices, office space, distribution and other facilities, vehicles, and certain equipment. one year 15 years , some of which may include options to extend the leases for up to 10 years . follows: Three Months Ended March 27, March 28, 2021 2020 Operating lease cost: (1) $ 23,106 $ 22,079 Finance lease cost: Amortization of right-of-use assets 604 432 Interest on lease liabilities 26 37 Total finance $ 630 $ 469 (1) Includes variable lease expenses. Supplemental balance sheet information related to leases is as follows: March 27, December 26, 2021 2020 Operating Leases: Operating lease right-of-use assets $ 301,759 $ 288,847 Current operating lease liabilities 68,580 64,716 Non-current operating lease liabilities 248,624 238,727 Total operating lease liabilities $ 317,204 $ 303,443 Finance Leases: Property and equipment, at cost $ 10,388 $ 10,683 Accumulated depreciation (4,607) (4,277) Property and equipment, net of accumulated depreciation $ 5,781 $ 6,406 Current maturities of long-term debt $ 2,256 $ 2,420 Long-term debt 3,057 3,541 Total finance $ 5,313 $ 5,961 Weighted Average Operating leases 7.4 7.5 Finance leases 4.2 4.3 Weighted Average Operating leases 2.6 % 2.8 % Finance leases 1.9 % 1.9 % Supplemental cash flow information related to leases is as follows: Three Months Ended March 27, March 28, 2021 2020 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 19,150 $ 19,146 Operating cash flows for finance leases 23 27 Financing cash flows for finance leases 625 495 Right-of-use assets obtained in exchange for lease obligations: Operating leases $ 32,388 $ 8,065 Finance leases 99 1,222 Maturities of lease liabilities are as follows: March 27, 2021 Operating Finance Leases Leases 2021 $ 57,860 $ 1,821 2022 64,241 1,545 2023 46,827 643 2024 32,991 329 2025 29,515 294 Thereafter 117,566 883 Total future 349,000 5,515 Less: imputed interest (31,796) (202) Total $ 317,204 $ 5,313 As of March 27, 2021, we have additional operating leases with total lease payments 11.1 buildings and vehicles with lease terms of two years 10 years . |
Redeemable Noncontrolling Inter
Redeemable Noncontrolling Interests | 3 Months Ended |
Mar. 27, 2021 | |
Redeemable Noncontrolling Interests | |
Redeemable Noncontrolling Interests | Note 7 – Redeemable Noncontrolling Interests Some minority stockholders in certain of our subsidiaries have the right, at their ownership interest in those entities at fair value. applicable for noncontrolling interests where we are or may be required outstanding interest in a consolidated subsidiary from the noncontrolling option contained in contractual agreements. interests for the three months ended March 27, 2021 and the year ended December following table: March 27, December 26, 2021 2020 Balance, beginning of period $ 327,699 $ 287,258 Decrease in redeemable noncontrolling interests due to redemptions - (17,241) Increase in redeemable noncontrolling interests due to business acquisitions 85,037 28,387 Net income attributable to redeemable noncontrolling interests 7,053 13,363 Dividends declared (6,237) (12,631) Effect of foreign currency translation loss attributable to redeemable noncontrolling interests (6,173) (4,279) Change in fair value of redeemable securities 45,520 32,842 Balance, end of period $ 452,899 $ 327,699 |
Comprehensive Income
Comprehensive Income | 3 Months Ended |
Mar. 27, 2021 | |
Comprehensive Income | |
Comprehensive Income | Note 8 – Comprehensive Income Comprehensive income includes certain gains and losses that, under U.S. such amounts are recorded directly as an adjustment to stockholders’ The following table summarizes our Accumulated other comprehensive loss, net of March 27, December 26, 2021 2020 Attributable to Redeemable noncontrolling interests: Foreign currency translation adjustment $ (30,790) $ (24,617) Attributable to noncontrolling interests: Foreign currency translation adjustment $ 310 $ 235 Attributable to Henry Schein, Inc.: Foreign currency translation adjustment $ (108,948) $ (76,565) Unrealized loss from foreign currency hedging activities (8,127) (11,488) Unrealized investment gain (loss) (5) 1 Pension adjustment loss (19,225) (20,032) Accumulated other comprehensive loss $ (136,305) $ (108,084) Total Accumulated $ (166,785) $ (132,466) The following table summarizes the components of comprehensive income, net Three Months Ended March 27, March 28, 2021 2020 Net income $ 174,928 $ 133,565 Foreign currency translation loss (38,481) (89,312) Tax effect - - Foreign currency translation loss (38,481) (89,312) Unrealized gain from foreign currency hedging activities 4,695 20,233 Tax effect (1,334) (5,090) Unrealized gain from foreign currency hedging activities 3,361 15,143 Unrealized investment loss (8) (11) Tax effect 2 2 Unrealized investment loss (6) (9) Pension adjustment gain 1,026 1,048 Tax effect (219) (324) Pension adjustment gain 807 724 Comprehensive income $ 140,609 $ 60,111 Our financial statements are denominated in the U.S. Dollar currency. currencies as compared to the U.S. Dollar may have a significant impact foreign currency translation loss during the three months ended March 2020 was primarily impacted by changes in foreign currency exchange rates Real, Australian Dollar, and Canadian Dollar. The following table summarizes our total comprehensive income, net of Three Months Ended March 27, March 28, 2021 2020 Comprehensive income attributable to Henry Schein, Inc. $ 137,776 $ 69,986 Comprehensive income attributable to noncontrolling interests 1,953 313 Comprehensive income (loss) attributable to Redeemable noncontrolling interests 880 (10,188) Comprehensive income $ 140,609 $ 60,111 |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 27, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Note 9 – Fair Value Measurements Fair value is defined as the price that would be received to sell an asset or transaction between market participants at the measurement date. (1) market participant assumptions developed based on market data obtained inputs) and (2) an entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the in active markets for identical assets or liabilities (Level 1) and the lowest priority The three levels of the fair value hierarchy are described as follows: • measurement date. • either directly or indirectly. Level 2 inputs include: quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are prices that are observable for the asset or liability; and inputs that are observable market data by correlation or other means. • The following section describes the fair values of our financial instruments measure their fair values. Investments and notes receivable There are no quoted market prices available for investments in unconsolidated however, we believe the carrying amounts are a reasonable estimate of fair value based on the interest applicable markets. Debt The fair value of our debt (including bank credit lines) is classified as March 27, 2021 and December 26, 2020 was estimated at $ 685.1 699.0 that we considered when estimating the fair value of our debt include credit spreads. Derivative contracts Derivative contracts are valued using quoted market prices and inputs. rates. intercompany loans, certain forecasted inventory purchase commitments with forward contracts to hedge a portion of our euro-denominated foreign operations investment hedges and a total return swap for the purpose of economically supplemental retirement plan and our deferred compensation plan. The fair values for the majority of our foreign currency derivative contracts are rate to a published forward price of the underlying market rates, which transactions and are classified within Level 2 of the fair value hierarchy. Note 14-Derivatives and Hedging Activities Redeemable noncontrolling interests The values for Redeemable noncontrolling interests are classified within based on recent transactions and/or implied multiples of earnings. Note 7–Redeemable Noncontrolling Interests The following table presents our assets and liabilities that are measured and basis classified under the appropriate level of the fair value hierarchy as of 2020: March 27, 2021 Level 1 Level 2 Level 3 Total Assets: Derivative contracts $ - $ 1,856 $ - $ 1,856 Total return - 1,458 - 1,458 Total assets $ - $ 3,314 $ - $ 3,314 Liabilities: Derivative contracts $ - $ 5,353 $ - $ 5,353 Total liabilities $ - $ 5,353 $ - $ 5,353 Redeemable noncontrolling interests $ - $ - $ 452,899 $ 452,899 December 26, 2020 Level 1 Level 2 Level 3 Total Assets: Derivative contracts $ - $ 1,868 $ - $ 1,868 Total return - 1,565 - 1,565 Total assets $ - $ 3,433 $ - $ 3,433 Liabilities: Derivative contracts $ - $ 11,765 $ - $ 11,765 Total liabilities $ - $ 11,765 $ - $ 11,765 Redeemable noncontrolling interests $ - $ - $ 327,699 $ 327,699 |
Business Acquisitions
Business Acquisitions | 3 Months Ended |
Mar. 27, 2021 | |
Business Acquisitions | |
Business Acquisitions | Note 10 Business Acquisitions Acquisitions We completed acquisitions during the three months ended March 27, 2021 which were immaterial to our financial statements. Technology and value-added services segments. approximately 65 % to 100 %. Acquisitions within our Health care distribution segment include companies that specialize in distribution of dental products, a provider of home medical supplies, and product kitting and sterile packaging. marketing and website solutions, practice transition services, and business The following table summarizes the estimated fair value, as of the date assets acquired for acquisitions during the three months ended March 27, 2021. and assumptions to accurately value those assets acquired and liabilities contingent consideration, where applicable, our estimates are inherently uncertain result, during the measurement period we may record adjustments to with the corresponding offset to goodwill within our consolidated balance sheets. Acquisition consideration: Cash $ 213.8 Redeemable noncontrolling interests 75.2 Total consideration 289.0 Identifiable assets acquired and liabilities assumed: Current assets 86.9 Intangible assets 151.4 Other noncurrent assets 19.0 Current liabilities (31.8) Deferred income taxes (9.4) Other noncurrent liabilities (22.4) Total identifiable 193.7 Goodwill 95.3 Total net assets acquired $ 289.0 The major classes of assets and liabilities that we generally allocate purchase identifiable intangible assets (i.e., trademarks and trade names, customer agreements and product development), property, plant and equipment, deferred taxes and other current and long- term assets and liabilities. judgments and assumptions derived from analysis of market conditions, customer retention rates and estimated useful lives. Some prior owners of acquired subsidiaries are eligible to receive additional certain financial targets are met. price consideration at the time of the acquisition. consolidated statements of income. material adjustments recorded in our consolidated statements of income purchase price liabilities. |
Plans of Restructuring
Plans of Restructuring | 3 Months Ended |
Mar. 27, 2021 | |
Restructuring and Related Activities [Abstract] | |
Plans of Restructuring | Note 11 – Plans of Restructuring On November 20, 2019, we committed to a contemplated initiative, intended with the Animal Health Spin-off and to rationalize operations and to provide expense were originally expected to be completed by the end of 2020. brought on by the COVID-19 pandemic, we extended such activities During the three months ended March 27, 2021 and March 28, 2020, we 2.9 million and $ 4.8 benefits and facility exit costs. “Restructuring costs” within our consolidated statements of income. We are currently unable in good faith to make a determination of an estimate of the amount or range of amounts expected to be incurred in connection with these activities cost associated therewith and with respect to the total cost, or an estimate will result in future cash expenditures. The following table shows the net amounts expensed and paid for restructuring three months ended March 27, 2021 and during our 2020 fiscal year restructuring costs as of March 27, 2021, which is included in Accrued balance sheets: Facility Severance Closing Costs Costs Other Total Balance, December 28, 2019 $ 12,911 $ 826 $ 73 $ 13,810 Provision 25,855 5,878 360 32,093 Payments and other adjustments (26,152) (6,309) (329) (32,790) Balance, December 26, 2020 $ 12,614 $ 395 $ 104 $ 13,113 Provision 2,848 (151) 234 2,931 Payments and other adjustments (8,623) 156 (243) (8,710) Balance, March 27, 2021 $ 6,839 $ 400 $ 95 $ 7,334 The following table shows, by reportable segment, the net amounts were incurred during the three months ended March 27, 2021 and during accrued balance of restructuring costs as of March 27, 2021: Technology Health Care Value-Added Distribution Services Total Balance, December 28, 2019 $ 13,373 $ 437 $ 13,810 Provision 30,935 1,158 32,093 Payments and other adjustments (31,484) (1,306) (32,790) Balance, December 26, 2020 $ 12,824 $ 289 $ 13,113 Provision 2,803 128 2,931 Payments and other adjustments (8,531) (179) (8,710) Balance, March 27, 2021 $ 7,096 $ 238 $ 7,334 |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
Mar. 27, 2021 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Note 12 Earnings Per Share Basic earnings per share is computed by dividing net income attributable average number of common shares outstanding for the period. to basic earnings per share, except that it reflects the effect of common shares issuable restricted stock and restricted stock units and upon exercise of stock options periods in which they have a dilutive effect. A reconciliation of shares used in calculating earnings per basic and Three Months Ended March 27, March 28, 2021 2020 Basic 142,298 142,967 Effect of dilutive securities: Stock options, restricted stock and restricted stock units 1,100 128 Diluted 143,398 143,095 |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 27, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 13 – Income Taxes For the three months ended March 27, 2021 our effective tax rate was 25.1 % compared to 22.4 % for the prior year period. March 27, 2021 was primarily due to state and foreign income taxes and interest our effective tax rate and the federal statutory tax rate for the three months ended to state and foreign income taxes and interest expense as well as tax charges and credits associated reorganizations outside the United States. The American Rescue Plan Act of 2021 (“ARPA”) was signed into law on March 11, 2021. corporate income tax provision to further limit the deductibility of compensation years starting after December 31, 2026. covered employees of publicly held corporations. paid officers. The ARPA expands the group of covered employees to additionally include five of the highest paid employees. On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act response to the COVID-19 pandemic. provisions that modify the Section 163(j) limitation of business interest and carryback rules. impact in the three months ended March 28, 2020, which did not have a financial statements. require further clarification or interpretation that may affect our consolidated financial statements The total amount of unrecognized tax benefits, which are included in “Other balance sheets, as of March 27, 2021 was approximately $ 89.2 73.0 effective tax rate if recognized. 12 months, which may result in a material impact on our consolidated statements The tax years subject to examination by major tax jurisdictions include years 2012, 2013, 2017 and forward by the U.S Internal Revenue Service (the “IRS”) as well as the years 2008 and forward for certain states and certain foreign jurisdictions. All tax returns audited by the IRS are officially closed through 2011 and 2014 through 2016. We are currently under audit with the IRS for the years 2012 and 2013 and all fieldwork has been completed. We reached a settlement with the U.S. Competent Authority to resolve certain transfer pricing issues related to 2012 and 2013 in the quarter ended December 28, 2019. For all remaining outstanding issues for 2012 and 2013, we have provided all necessary documentation to the Appellate Division to date and are waiting for responses. We do not believe the final resolution will have a material impact to our consolidated financial statements. During the quarter ended September 26, 2020 we finalized negotiations with the Advance Pricing Division and reached an agreement on an appropriate transfer pricing methodology for the years 2014-2025. The objective of this resolution was to mitigate future transfer pricing audit adjustments. In the fourth quarter of 2020, we reached a favorable resolution with the IRS relating to select audit years. The total amounts of interest and penalties are classified as a component of amount of tax interest expense was approximately $ 0.5 $ 0.3 liabilities”, and was approximately $ 14.6 14.0 No |
Derivatives and Hedging Activit
Derivatives and Hedging Activities | 3 Months Ended |
Mar. 27, 2021 | |
Derivative Instruments and Hedging Activities [Abstract] | |
Derivatives and Hedging Activities | Note 14 Derivatives and Hedging Activities We are exposed to market risks as well as changes in foreign currency exchange rates as measured against the U.S. dollar and each other, and changes to the credit risk of the derivative counterparties. risks by primarily using foreign currency forward contracts and by hedging activities provide only limited protection against currency exchange influence the effectiveness of our hedging programs include currency markets and instruments and liquidity of the credit markets. components of hedging programs and are entered into for the sole purpose currency exposure. diversifying our counterparties, maintaining a strong balance sheet and having During 2019 we entered into foreign currency forward contracts to hedge a portion of our euro-denominated foreign operations which are designated as net investment hedges. These net investment hedges offset the change in the U.S dollar value of our investment in certain euro-functional currency subsidiaries due to fluctuating foreign exchange rates. Accumulated other comprehensive loss effectiveness are included in interest expense within our consolidated statements notional value of this net investment hedge, which matures on November 16, 2023 , is approximately € 200 During the three months ended March 27, 2021 and March 28, 2020, 1.1 1.2 million, respectively, of interest savings as a result of this net investment hedge. On March 20, 2020 , we entered into a total return swap for the purpose of economically hedging our unfunded non- qualified supplemental retirement plan (“SERP”) and our deferred compensation plan (“DCP”). This swap will offset changes in our SERP and DCP liabilities. plans was $ 43.4 77.5 million. 0.12 % plus 0.50 %, for a combined rate of 0.62 %. selling, general and administrative line item in our consolidated statement 2.7 million, net of transaction costs, related to this undesignated swap. annual basis after its current expiration date of March 29, 2022, and results of operations. Fluctuations in the value of certain foreign currencies as compared affect our revenues, gross margins, operating expenses and retained earnings, all of which are expressed dollars. contracts aimed at limiting the impact of foreign currency exchange short-term (i.e., generally 18 exchange risks associated with intercompany loans due from our international merchandise purchases to our foreign suppliers. U.S. dollars, as we regard this as an accounting exposure, not an historically not had a material impact on our consolidated financial statements. related to derivatives and hedging activities required by ASC 815 have |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 27, 2021 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | Note 15 – Stock-Based Compensation Our accompanying consolidated statements of income reflect pre-tax share-based 12.8 million ($ 9.6 credit of $ 17.5 13.6 17.5 credit for share-based compensation during the three months ended March in expected achievement of performance targets resulting from the impact of COVID-19. Our accompanying consolidated statements of cash flows present our an adjustment to reconcile net income to net cash provided by operating activities accompanying consolidated statements of cash flows, there were no excess of recognized compensation as a cash inflow from financing 2021 and March 28, 2020, respectively. Stock-based compensation represents the cost related to stock-based awards granted employee directors. the award, and recognize the cost (net of estimated forfeitures) as compensation period. consolidated statements of income. Stock-based awards are provided to certain employees and non-employee directors Stock Incentive Plan and our 2015 Non-Employee Director Stock Incentive Plan are administered by the Compensation Committee of the Board of Directors Committee”). (“RSUs”). stock options. Grants of RSUs are stock-based awards granted to recipients with specified RSUs, common stock is generally delivered on or following satisfaction of vesting vest solely based on the recipient’s continued service over time (primarily four-year cliff vesting, except for grants made under the 2015 Non-Employee Director Stock Incentive Plan, which 12 -month cliff vesting), and RSUs that vest based on our achieving specified performance measurements service over time (primarily three-year cliff vesting). expense on a straight-line basis. During the three months ended March 27, 2021, as a result of the continuing resulting from the ongoing COVID-19 pandemic, the Compensation Committee awards granted under our 2021 long-term incentive program for our 2021 our long-term value by granting stock options and time-based RSUs rather options are awards that allow the recipient to purchase shares of our common vesting of the stock options. date of grant. one-third subject to the terms and conditions of the Plans, are fully vested three years contractual term of ten years Compensation expense for these stock options is recognized using a graded vesting value of stock options using the Black-Scholes valuation model. In addition to equity-based awards under the 2021 long-term incentive Plan, the Compensation Committee granted a Special Pandemic Plan to recipients of performance-based RSUs under the 2018 long-term incentive 50 % on the first anniversary of the grant date and 50 % on the second anniversary of the grant date and are recorded as compensation expense using a graded vesting method. With respect to time-based RSUs, we estimate the fair value on the date of grant based on our closing time of grant. by the recipient is based upon our performance as measured against specified determined by the Compensation Committee. achieved, we estimate the fair value of performance-based RSUs based on The Plans provide for adjustments to the performance-based restricted including, without limitation, acquisitions, divestitures, new business ventures, (including share repurchases), restructuring costs, if any, certain litigation settlements or payments, if any, changes in accounting principles or in applicable laws or regulations, changes foreign exchange fluctuations. ultimately vest and be issued and the related compensation expense our estimation of achieving such performance targets. the related compensation cost recognized as an expense will be based under the Plans. Total unrecognized compensation cost related to unvested awards as of March 27, 2021 was $ 110.0 is expected to be recognized over a weighted-average period of approximately 2.8 The following weighted-average assumptions were used in determining Black-Scholes valuation model: Expected dividend yield 0.0 % Expected stock price volatility 25.80 % Risk-free interest rate 0.94 % Expected life of options (years) 6.00 We have not declared cash dividends on our stock in the past and we do not anticipate declaring cash dividends in the foreseeable future. The expected stock price volatility is based stock, historical volatility of our stock, and other factors. The yield curve in effect at the time of grant in conjunction with considering the expected 6 -year expected life of the options was determined using the simplified method permitted under SAB Topic 14. ultimately realized by recipients of stock options, and subsequent events the original estimates of fair value made by us. The following table summarizes stock option activity under the Plans during 2021: Weighted Average Weighted Remaining Average Contractual Aggregate Exercise Life in Shares Price Years Outstanding at beginning of period - $ - Granted 788 62.71 Forfeited - - Outstanding at end of period 788 $ 62.71 9.9 $ 4,152 The following tables summarize the activity of our unvested RSUs for Time-Based Restricted Stock Units Weighted Average Grant Date Fair Intrinsic Value Shares/Units Value Per Share Per Share Outstanding at beginning of period 1,459 $ 57.61 Granted 797 62.75 Vested (256) 66.92 Forfeited (7) 59.59 Outstanding at end of period 1,993 $ 58.46 $ 67.98 Performance-Based Restricted Stock Units Weighted Average Grant Date Fair Intrinsic Value Shares/Units Value Per Share Per Share Outstanding at beginning of period 136 $ 53.52 Granted 189 58.35 Vested (78) 51.92 Forfeited (4) 59.05 Outstanding at end of period 243 $ 59.21 $ 67.98 |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 3 Months Ended |
Mar. 27, 2021 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Cash Flow Information | Note 16 – Supplemental Cash Flow Information Cash paid for interest and income taxes was: Three Months Ended March 27, March 28, 2021 2020 Interest $ 7,763 $ 9,951 Income taxes 13,425 12,613 During the three months ended March 27, 2021 and March 28, 2020, we 4.7 20.2 non-cash net unrealized gains related to foreign currency hedging activities, |
Legal Proceedings
Legal Proceedings | 3 Months Ended |
Mar. 27, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Legal Proceedings | Note 17 – Legal Proceedings On August 31, 2012 , Archer and White Sales, Inc. Henry Schein, Inc. as well as Danaher Corporation and its subsidiaries Instrumentarium Dental, Inc., Dental Equipment, LLC, Kavo Dental Technologies, LLC and Dental Imaging Technologies Corporation (collectively, the “Danaher Defendants”) U.S. District Court for the Eastern District of Texas, Civil Action No. 2:12-CV-00572-JRG, styled as an antitrust action under Section 1 of the Sherman Act, and the Texas Free Enterprise Antitrust Act. Archer alleges a conspiracy between Henry Schein, an unnamed company and the Danaher Defendants to terminate or limit Archer’s distribution rights. August 1, 2017 , Archer Patterson Companies, Inc. (“Patterson”) and Benco Dental Supply Co. (“Benco”) as defendants , and alleging that Henry Schein, Patterson, Benco and Burkhart Dental Supply conspired to fix prices and refused to compete with each other for sales of dental equipment to dental professionals and agreed to enlist their common suppliers, the Danaher Defendants, to join a price-fixing conspiracy and boycott by reducing the distribution territory of, and eventually terminating, their price-cutting competing distributor Archer. trial, to be relief. October 30, 2017 , Archer add additional allegations that it believes support its claims. The named parties and causes of action are the same as the August 1, 2017 amended complaint. On October 1, 2012, we filed a motion for an order: (i) compelling Archer staying all proceedings pending arbitration; and (3) joining the Danaher On May 28, 2013, the Magistrate Judge granted the motions to arbitrate On June 10, 2013, Archer moved for reconsideration before the District Court District Court Judge granted Archer’s motion for reconsideration and lifted the stay. District Court’s order. Court’s order denying the motions to compel arbitration. granted defendants’ petition for writ of certiorari. On January 8, 2019, the Supreme Court issued its published decision vacating remanding the case to the Fifth Circuit for further proceedings consistent with April 2, 2019, the District Court stayed the proceeding in the trial court pending Fifth Circuit heard oral argument on May 1, 2019 on whether the case should be arbitrated. issued its opinion on August 14, 2019 affirming the District Court’s order denying defendants’ motions to compel arbitration. petition. moved to January 29, 2020. proceedings, pending the disposition of our petition for writ of certiorari, which Archer conditionally cross petitioned for certiorari on an arbitration issue Supreme Court granted our petition for writ of certiorari, and denied Archer’s conditional thus the District Court proceedings remained stayed. argued before the Supreme Court on December 8, 2020. writ of certiorari as improvidently granted. granted. scheduled to begin on June 1, 2021. dismissed from the case with prejudice. plaintiff have agreed to settle this matter for an amount that is not material to the Company with prejudice. On May 29, 2018 , an amended complaint was filed in the MultiDistrict Litigation (“MDL”) National Prescription Opiate Litigation (MDL No. 2804; Case No. 17-md-2804) The County of Summit, Ohio et al. Action”), in the U.S. District Court for the Northern District of Ohio, adding Henry Schein, Inc., Henry Schein Medical Systems, Inc. and others as defendants . Summit County alleged that manufacturers of prescription opioid drugs engaged in a false advertising campaign to expand the market for such drugs and their own market share and that the entities in the supply chain (including Henry Schein, Inc. and Henry Schein Medical Systems, Inc.) reaped financial rewards by refusing or otherwise failing to monitor appropriately and restrict the improper distribution of those drugs. On October 29, 2019, the Company was dismissed with prejudice from this lawsuit. Henry Schein, working with Summit County, donated $1 million to a foundation and paid $250,000 of Summit County’s expenses, as described in our prior filings with the SEC. In addition to the County of Summit Action, Henry Schein and/or one or more of its affiliated companies named as a defendant in multiple lawsuits (currently less than one-hundred 150 )), which allege claims similar to those alleged in the County of Summit Action . These actions consist of some that have been consolidated within the MDL and are currently abated for discovery purposes, and others and are proceeding independently and outside of the MDL. Judicial Circuit in and for Broward County, Florida, Case No. CACE19018882, granted Henry Schein’s motion to dismiss the claims brought against it in the action filed by North gave plaintiffs until November 24, 2020 to replead their claims against Henry Schein. Schein filed a motion to dismiss the Amended Complaint. of Washington County, brought against it in the action filed by Fayetteville Arkansas Hospital Company, LLC, et al. gave plaintiffs until forty-five (45) days from the date the court enters an order or orders deciding to dismiss currently pending before the court, to replead their claims against Tucson Medical Center et al. was previously scheduled for trial beginning on June that trial date. Inc. et al., which is currently scheduled for a non-jury liability trial on plaintiffs’ public November 1, 2021, and DCH Health Care Authority, et al., which is currently scheduled for a liability jury trial on plaintiffs’ public nuisance claims on July 18, 2022. 10.1 billion from continuing operations, sales of opioids represented less than one-tenth of 1 a negligible part of our business. On September 30, 2019 , the City of Hollywood Police Officers Retirement System, individually and on behalf of all others similarly situated , filed a putative class action complaint for violation of the federal against Henry Schein, Inc., Covetrus, Inc., and Benjamin Shaw and Christine Komola (Covetrus’s then Chief Executive Officer and Chief Financial Officer, respectively ) in the U.S. District Court for the Eastern District of New York, entities who, subject to certain exclusions, purchased or otherwise acquired Covetrus 8, 2019 through August 12, 2019. Animal Health Business with Vets First Choice in February 2019. The complaint alleges violations of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, as amended, and Securities and Exchange Commission Rule 10b-5 and asserts that defendants’ statements in the offering documents and after the transaction were materially false and misleading management and supply-chain services, understated the costs of integrating Business and Vets impact on earnings from online competition and alternative distribution large customer in North America just before the Separation and Merger. damages and a jury trial. counsel on December 23, 2019. Lead plaintiff added Steve Paladino, our Chief Financial Officer, as a defendant in the action. an Amended Consolidated Class Action Complaint on May 21, 2020, a “control person” of Covetrus. On February 5, 2021 , Jack Garnsey filed a putative shareholder derivative action on behalf of Covetrus, Inc. U.S. District Court for the Eastern District of New York, naming as defendants Benjamin Shaw, Christine T. Komola, Steven Paladino, Betsy Atkins, Deborah G. Ellinger, Sandra L. Helton, Philip A. Laskaway, Mark J. Manoff, Edward M. McNamara, Ravi Sachdev, David E. Shaw, Benjamin Wolin, and Henry Schein, Inc., with Covetrus, Inc. the individual defendants breached their fiduciary duties under state law in connection with the same allegations asserted in the City of Hollywood securities class action described above and further alleges that Henry Schein aided and abetted such breaches. The complaint also asserts claims for contribution under the federal securities laws against Henry Schein and other defendants, also arising out of the allegations in the City of Hollywood lawsuit. and monetary relief. We intend to defend ourselves vigorously against this action. entered an order staying the Garnsey action until forty-five ( 45 ) days after a decision is issued finally resolving the motions to dismiss in the City of Hollywood Class Action. From time to time, we may become a party to other legal proceedings, liability claims, employment matters, commercial disputes, governmental in some cases involve our entering into settlement arrangements or consent of the ordinary course of our business. in our opinion none of these other pending matters are currently anticipated consolidated financial position, liquidity or results of operations. As of March 27, 2021, we had accrued our best estimate of potential losses relating to claims that were probable to result in liability and for which we were able to reasonably estimate a loss. This accrued amount, as well as related expenses, was not material to our financial position, results of operations or cash flows. Our method for determining estimated losses considers currently available facts, presently enacted laws and regulations and other factors, including probable recoveries from third parties. |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 27, 2021 | |
Related Party Transactions | |
Related Party Transactions | Note 18 – Related Party Transactions On February 7, 2019 (the “Distribution Date”), we completed the separation merger (“Merger”) of our animal health business (the “Henry Schein Animal Health Business”) with Direct Marketing, Inc. (d/b/a Vets First Choice, “Vets among us, Vets prior to the Distribution Date, and HS Merger Sub, Inc., a wholly owned subsidiary connection with the Separation, we contributed, assigned and transferred liabilities and capital stock or other ownership interests relating to the Henry the Distribution Date, we received a tax-free distribution of $ 1,120 financing incurred by Covetrus. On the Distribution Date and prior to the shares of Covetrus common stock to certain institutional accredited investors 361.1 The proceeds of the Share Sale were paid to Covetrus and distributed to us. Subsequent distributed, on a pro rata basis, all of the shares of the common stock record as of the close of business on January 17, 2019 (the “Animal Health In connection with the completion of the Animal Health Spin-off during our 2019 fiscal year, we entered into a transition services agreement with Covetrus under which we agreed to provide certain transition services for up to twenty-four months in areas such as information technology, finance and accounting, human resources, supply chain, and real estate and facility services. December 2020. 4.4 for these services. which ended in December 2020. approximately $ 21.1 In connection with the formation of Henry Schein One, LLC, our joint venture with Internet Brands, which was formed on July 1, 2018, we entered into a ten-year royalty agreement with Internet Brands whereby we will pay Internet Brands approximately $31.0 million annually for the use of their intellectual property. months ended March 27, 2021 and March 28, 2020, we recorded $ 7.8 7.8 connection with costs related to this royalty agreement. Schein One, LLC had a net receivable balance due from Internet Brands of 1.7 4.7 respectively, comprised of amounts related to results of operations and the royalty agreement. During our normal course of business, we have interests in entities that we account for under the equity accounting method. 15.5 million and $ 15.4 28, 2020, we purchased $ 3.8 3.0 December 26, 2020, we had in aggregate $ 36.7 36.4 7.8 million and $ 8.6 |
Critical Accounting Policies,_2
Critical Accounting Policies, Accounting Pronouncements Adopted and Recently Issued Accounting Standards (Policies) | 3 Months Ended |
Mar. 27, 2021 | |
Critical Accounting Policies, Accounting Pronouncements Adopted and Recently Issued Accounting Standards | |
Principles of Consolidation | Our consolidated financial statements include our accounts, as well owned subsidiaries. presentation. Our accompanying unaudited consolidated financial statements have been principles generally accepted in the United States (“U.S. GAAP”) for interim instructions to Form 10-Q and Article 10 of Regulation S-X. information and footnote disclosures required by U.S. GAAP for We consolidate a Variable Interest Entity (“VIE”) where we hold a variable interest and are the primary beneficiary. The VIE is a trade accounts receivable securitization. have the power to direct activities that most significantly affect the economic performance to absorb the majority of the losses or benefits. included in our consolidated financial statements. For the consolidated VIE, the trade accounts receivable transferred related debt. The creditors have recourse to us for losses on these trade accounts receivable. and December 26, 2020, there were no trade accounts receivable that were restricted to settle obligations of this VIE, The consolidated financial statements reflect all adjustments considered consolidated results of operations and financial position for the interim periods of a normal recurring nature. conjunction with the audited consolidated financial statements and notes contained in our Annual Report on Form 10-K for the year ended December |
Consolidated Variable Interest Entity | We consolidate a Variable Interest Entity (“VIE”) where we hold a variable interest and are the primary beneficiary. The VIE is a trade accounts receivable securitization. have the power to direct activities that most significantly affect the economic performance to absorb the majority of the losses or benefits. included in our consolidated financial statements. For the consolidated VIE, the trade accounts receivable transferred related debt. The creditors have recourse to us for losses on these trade accounts receivable. and December 26, 2020, there were no trade accounts receivable that were restricted to settle obligations of this VIE, |
Accounting Pronouncements Adopted and Recently Issued Accounting Standards | In December 2019 , the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2019-12, “Income Taxes” (Topic 740): Simplifying the Accounting for Income Taxes (“ASU 2019- 12”). principles in Topic 740. areas of Topic 740 by clarifying and amending existing guidance. adoption material impact on our consolidated financial statements. Recently Issued Accounting Standards In August 2020, the FASB issued ASU No. 2020-06, “Debt—Debt with Conversion and Other Options” (Subtopic 470-20) and “Derivatives and Hedging— in Entity’s Own Equity” (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity (“ASU 2020-06”). for convertible instruments. to the disclosures for convertible instruments and earnings-per-share (EPS) guidance and the derivatives scope exception for contracts in an entity’s own equity. beginning after December 15, 2021. impact on our consolidated financial statements. |
Income Taxes | On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act response to the COVID-19 pandemic. provisions that modify the Section 163(j) limitation of business interest and carryback rules. impact in the three months ended March 28, 2020, which did not have a financial statements. require further clarification or interpretation that may affect our consolidated financial statements |
Use of estimates | Our consolidated financial statements reflect estimates and assumptions our goodwill, long-lived asset and definite-lived intangible asset valuation; valuation; assessment of the annual effective tax rate; valuation of deferred income contingencies; the allowance for doubtful accounts; hedging activity; vendor compensation cost for certain share-based performance awards and cash bonus assumptions. Due to the significant uncertainty surrounding the regarding estimates and impairments could change in the future. In material adverse effect on our business, results of operations and cash flows, primarily 2020. In the latter half of the second quarter of 2020, continued to do so during the second half of 2020. levels approaching pre-pandemic levels, although certain regions in the U.S. increase in COVID-19 cases. There is an ongoing risk that the COVID-19 adverse effect on our business, results of operations and cash flows and may result our financial condition and liquidity. However, the extent of the potential impact cannot be reasonably estimated at this time. |
Revenue from Contracts with C_2
Revenue from Contracts with Customers (Tables) | 3 Months Ended |
Mar. 27, 2021 | |
Revenue from Contracts with Customers | |
Disaggregation of Revenue | Three Months Ended March 27, 2021 North America International Global Revenues: Health care distribution Dental $ 1,044,783 744,145 1,788,928 Medical 965,127 27,910 993,037 Total health care distribution 2,009,910 772,055 2,781,965 Technology 121,937 21,059 142,996 Total revenues $ 2,131,847 $ 793,114 $ 2,924,961 Three Months Ended March 28, 2020 North America International Global Revenues: Health care distribution Dental $ 888,372 586,704 1,475,076 Medical 778,028 22,660 800,688 Total health care distribution 1,666,400 609,364 2,275,764 Technology 113,498 18,467 131,965 Total excluding 1,779,898 627,831 2,407,729 Corporate TSA revenues - 21,142 21,142 Total revenues $ 1,779,898 $ 648,973 $ 2,428,871 Corporate TSA revenues represents sales of certain animal health products to Covetrus under the transition services agreement entered into in connection with the Animal Health Spin-off, which ended in December 2020. Note-18 Related Party Transactions |
Segment Data (Tables)
Segment Data (Tables) | 3 Months Ended |
Mar. 27, 2021 | |
Segment Data | |
Business segment information | Three Months Ended March 27, March 28, 2021 2020 Net Sales: Health care distribution (1) Dental $ 1,788,928 $ 1,475,076 Medical 993,037 800,688 Total health care distribution 2,781,965 2,275,764 Technology (2) 142,996 131,965 Total excluding 2,924,961 2,407,729 Corporate TSA revenues (3) - 21,142 Total $ 2,924,961 $ 2,428,871 Consists of consumable products, small equipment, laboratory products, large equipment, equipment repair services, branded and generic and vitamins. (2) Consists of practice management software and other value-added products, which are distributed primarily to health care providers, and financial services on a non-recourse basis, e-services, continuing education services for practitioners, consulting and other services. (3) Corporate TSA revenues represents sales of certain products to Covetrus under the transition services agreement entered into in connection with the Animal Health Spin-off, which ended in December 2020. Note-18 Related Party Transactions information. |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 27, 2021 | |
Debt | |
Bank credit lines | March 27, December 26, 2021 2020 Revolving credit agreement $ - $ - Other short-term bank credit lines 67,415 73,366 Total $ 67,415 $ 73,366 |
Long-term debt | March 27, December 26, 2021 2020 Private placement facilities $ 606,355 $ 613,498 Note payable - 1,554 Various in varying installments through 2023 ranging from 2.45 % to 4.27 % at March 27, 2021 and ranging from 2.62 % to 4.27 % at December 26, 2020 5,969 4,596 Finance lease obligations (see Note 7) 5,313 5,961 Total 617,637 625,609 Less current maturities (111,176) (109,836) Total long-term debt $ 506,461 $ 515,773 |
Private placement facilities | Amount of Borrowing Borrowing Date of Borrowing Outstanding Rate Due Date January 20, 2012 $ 7,143 3.09 % January 20, 2022 January 20, 2012 50,000 3.45 January 20, 2024 December 24, 2012 50,000 3.00 December 24, 2024 June 2, 2014 100,000 3.19 June 2, 2021 June 16, 2017 100,000 3.42 June 16, 2027 September 15, 2017 100,000 3.52 September 15, 2029 January 2, 2018 100,000 3.32 January 2, 2028 September 2, 2020 100,000 2.35 September 2, 2030 Less: Deferred debt issuance costs (788) $ 606,355 (1) Annual 7.1 January 20, 2016 . |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 27, 2021 | |
Leases | |
Components of lease expense, supplemental balance sheet information, and supplemental cash flow | Three Months Ended March 27, March 28, 2021 2020 Operating lease cost: (1) $ 23,106 $ 22,079 Finance lease cost: Amortization of right-of-use assets 604 432 Interest on lease liabilities 26 37 Total finance $ 630 $ 469 (1) Includes variable lease expenses. Supplemental balance sheet information related to leases is as follows: March 27, December 26, 2021 2020 Operating Leases: Operating lease right-of-use assets $ 301,759 $ 288,847 Current operating lease liabilities 68,580 64,716 Non-current operating lease liabilities 248,624 238,727 Total operating lease liabilities $ 317,204 $ 303,443 Finance Leases: Property and equipment, at cost $ 10,388 $ 10,683 Accumulated depreciation (4,607) (4,277) Property and equipment, net of accumulated depreciation $ 5,781 $ 6,406 Current maturities of long-term debt $ 2,256 $ 2,420 Long-term debt 3,057 3,541 Total finance $ 5,313 $ 5,961 Weighted Average Operating leases 7.4 7.5 Finance leases 4.2 4.3 Weighted Average Operating leases 2.6 % 2.8 % Finance leases 1.9 % 1.9 % Supplemental cash flow information related to leases is as follows: Three Months Ended March 27, March 28, 2021 2020 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 19,150 $ 19,146 Operating cash flows for finance leases 23 27 Financing cash flows for finance leases 625 495 Right-of-use assets obtained in exchange for lease obligations: Operating leases $ 32,388 $ 8,065 Finance leases 99 1,222 |
Maturities of operating lease liabilities | Maturities of lease liabilities are as follows: March 27, 2021 Operating Finance Leases Leases 2021 $ 57,860 $ 1,821 2022 64,241 1,545 2023 46,827 643 2024 32,991 329 2025 29,515 294 Thereafter 117,566 883 Total future 349,000 5,515 Less: imputed interest (31,796) (202) Total $ 317,204 $ 5,313 |
Maturities of finance lease liabilities | Maturities of lease liabilities are as follows: March 27, 2021 Operating Finance Leases Leases 2021 $ 57,860 $ 1,821 2022 64,241 1,545 2023 46,827 643 2024 32,991 329 2025 29,515 294 Thereafter 117,566 883 Total future 349,000 5,515 Less: imputed interest (31,796) (202) Total $ 317,204 $ 5,313 |
Redeemable Noncontrolling Int_2
Redeemable Noncontrolling Interests (Tables) | 3 Months Ended |
Mar. 27, 2021 | |
Redeemable Noncontrolling Interests | |
Change in fair value of redeemable noncontrolling interests | March 27, December 26, 2021 2020 Balance, beginning of period $ 327,699 $ 287,258 Decrease in redeemable noncontrolling interests due to redemptions - (17,241) Increase in redeemable noncontrolling interests due to business acquisitions 85,037 28,387 Net income attributable to redeemable noncontrolling interests 7,053 13,363 Dividends declared (6,237) (12,631) Effect of foreign currency translation loss attributable to redeemable noncontrolling interests (6,173) (4,279) Change in fair value of redeemable securities 45,520 32,842 Balance, end of period $ 452,899 $ 327,699 |
Comprehensive Income (Tables)
Comprehensive Income (Tables) | 3 Months Ended |
Mar. 27, 2021 | |
Comprehensive Income | |
Accumulated other comprehensive income, net of applicable taxes | March 27, December 26, 2021 2020 Attributable to Redeemable noncontrolling interests: Foreign currency translation adjustment $ (30,790) $ (24,617) Attributable to noncontrolling interests: Foreign currency translation adjustment $ 310 $ 235 Attributable to Henry Schein, Inc.: Foreign currency translation adjustment $ (108,948) $ (76,565) Unrealized loss from foreign currency hedging activities (8,127) (11,488) Unrealized investment gain (loss) (5) 1 Pension adjustment loss (19,225) (20,032) Accumulated other comprehensive loss $ (136,305) $ (108,084) Total Accumulated $ (166,785) $ (132,466) |
Components of comprehensive income, net of applicable taxes | Three Months Ended March 27, March 28, 2021 2020 Net income $ 174,928 $ 133,565 Foreign currency translation loss (38,481) (89,312) Tax effect - - Foreign currency translation loss (38,481) (89,312) Unrealized gain from foreign currency hedging activities 4,695 20,233 Tax effect (1,334) (5,090) Unrealized gain from foreign currency hedging activities 3,361 15,143 Unrealized investment loss (8) (11) Tax effect 2 2 Unrealized investment loss (6) (9) Pension adjustment gain 1,026 1,048 Tax effect (219) (324) Pension adjustment gain 807 724 Comprehensive income $ 140,609 $ 60,111 |
Total comprehensive income, net of applicable taxes | Three Months Ended March 27, March 28, 2021 2020 Comprehensive income attributable to Henry Schein, Inc. $ 137,776 $ 69,986 Comprehensive income attributable to noncontrolling interests 1,953 313 Comprehensive income (loss) attributable to Redeemable noncontrolling interests 880 (10,188) Comprehensive income $ 140,609 $ 60,111 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 27, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair value - assets and liabilities measured and recognized on a recurring basis | March 27, 2021 Level 1 Level 2 Level 3 Total Assets: Derivative contracts $ - $ 1,856 $ - $ 1,856 Total return - 1,458 - 1,458 Total assets $ - $ 3,314 $ - $ 3,314 Liabilities: Derivative contracts $ - $ 5,353 $ - $ 5,353 Total liabilities $ - $ 5,353 $ - $ 5,353 Redeemable noncontrolling interests $ - $ - $ 452,899 $ 452,899 December 26, 2020 Level 1 Level 2 Level 3 Total Assets: Derivative contracts $ - $ 1,868 $ - $ 1,868 Total return - 1,565 - 1,565 Total assets $ - $ 3,433 $ - $ 3,433 Liabilities: Derivative contracts $ - $ 11,765 $ - $ 11,765 Total liabilities $ - $ 11,765 $ - $ 11,765 Redeemable noncontrolling interests $ - $ - $ 327,699 $ 327,699 |
Plans of Restructuring (Tables)
Plans of Restructuring (Tables) | 3 Months Ended |
Mar. 27, 2021 | |
Restructuring and Related Activities [Abstract] | |
Schedule of restructuring reserve by type of cost | Facility Severance Closing Costs Costs Other Total Balance, December 28, 2019 $ 12,911 $ 826 $ 73 $ 13,810 Provision 25,855 5,878 360 32,093 Payments and other adjustments (26,152) (6,309) (329) (32,790) Balance, December 26, 2020 $ 12,614 $ 395 $ 104 $ 13,113 Provision 2,848 (151) 234 2,931 Payments and other adjustments (8,623) 156 (243) (8,710) Balance, March 27, 2021 $ 6,839 $ 400 $ 95 $ 7,334 |
Schedule of restructuring reserve by segment | Technology Health Care Value-Added Distribution Services Total Balance, December 28, 2019 $ 13,373 $ 437 $ 13,810 Provision 30,935 1,158 32,093 Payments and other adjustments (31,484) (1,306) (32,790) Balance, December 26, 2020 $ 12,824 $ 289 $ 13,113 Provision 2,803 128 2,931 Payments and other adjustments (8,531) (179) (8,710) Balance, March 27, 2021 $ 7,096 $ 238 $ 7,334 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 3 Months Ended |
Mar. 27, 2021 | |
Earnings Per Share [Abstract] | |
Reconciliation of basic and diluted shares used to calculate earnings per share | Three Months Ended March 27, March 28, 2021 2020 Basic 142,298 142,967 Effect of dilutive securities: Stock options, restricted stock and restricted stock units 1,100 128 Diluted 143,398 143,095 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 27, 2021 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Assumptions used in dertmining fair values of stock options using the Black-Scholes valuation model | Expected dividend yield 0.0 % Expected stock price volatility 25.80 % Risk-free interest rate 0.94 % Expected life of options (years) 6.00 |
Summary of stock option activity under the Plans | Weighted Average Weighted Remaining Average Contractual Aggregate Exercise Life in Shares Price Years Outstanding at beginning of period - $ - Granted 788 62.71 Forfeited - - Outstanding at end of period 788 $ 62.71 9.9 $ 4,152 |
Status of non-vested restricted shares/units | Time-Based Restricted Stock Units Weighted Average Grant Date Fair Intrinsic Value Shares/Units Value Per Share Per Share Outstanding at beginning of period 1,459 $ 57.61 Granted 797 62.75 Vested (256) 66.92 Forfeited (7) 59.59 Outstanding at end of period 1,993 $ 58.46 $ 67.98 Performance-Based Restricted Stock Units Weighted Average Grant Date Fair Intrinsic Value Shares/Units Value Per Share Per Share Outstanding at beginning of period 136 $ 53.52 Granted 189 58.35 Vested (78) 51.92 Forfeited (4) 59.05 Outstanding at end of period 243 $ 59.21 $ 67.98 |
Supplemental Cash Flow Inform_2
Supplemental Cash Flow Information (Tables) | 3 Months Ended |
Mar. 27, 2021 | |
Supplemental Cash Flow Elements [Abstract] | |
Cash paid for interest and income taxes | Three Months Ended March 27, March 28, 2021 2020 Interest $ 7,763 $ 9,951 Income taxes 13,425 12,613 |
Basis of Presentation - Narrati
Basis of Presentation - Narrative (Details) - Variable Interest Entity, Primary Beneficiary [Member] | 3 Months Ended |
Mar. 27, 2021 | |
Variable Interest Entity, Terms of Arrangements | We consolidate a Variable Interest Entity (“VIE”) where we hold a variable interest and are the primary beneficiary. |
Variable Interest Entity, Qualitative or Quantitative Information, Purpose of VIE | The VIE is a trade accounts receivable securitization. |
Variable Interest Entity, Extent of or Lack of Recourse | The creditors have recourse to us for losses on these trade accounts receivable. |
Variable Interest Entity, Carrying Amount, Assets and Liabilities, Qualitative Information | there were no trade accounts receivable that were restricted to settle obligations of this VIE, |
Critical Accounting Policies,_3
Critical Accounting Policies, Accounting Pronouncements Adopted and Recently Issued Accounting Standards - Narrative (Details) - Accounting standard 2019-12 [Member] | Mar. 27, 2021 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Change in Accounting Principle, Accounting Standards Update, Adopted [true false] | true |
Change in Accounting Principle, Accounting Standards Update, Adoption Date | Dec. 31, 2019 |
Revenue from Contracts with C_3
Revenue from Contracts with Customers - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 27, 2021 | Mar. 28, 2020 | |
Disaggregation of Revenue [Abstract] | ||
Net sales | $ 2,924,961 | $ 2,428,871 |
Total excluding Corporate TSA revenues [Member] | Reportable Subsegments [Member] | ||
Disaggregation of Revenue [Abstract] | ||
Net sales | 2,924,961 | 2,407,729 |
Corporate TSA revenues [Member] | ||
Disaggregation of Revenue [Abstract] | ||
Net sales | 0 | 21,142 |
North America [Member] | ||
Disaggregation of Revenue [Abstract] | ||
Net sales | 2,131,847 | 1,779,898 |
North America [Member] | Total excluding Corporate TSA revenues [Member] | Reportable Subsegments [Member] | ||
Disaggregation of Revenue [Abstract] | ||
Net sales | 1,779,898 | |
North America [Member] | Corporate TSA revenues [Member] | ||
Disaggregation of Revenue [Abstract] | ||
Net sales | 0 | |
International [Member] | ||
Disaggregation of Revenue [Abstract] | ||
Net sales | 793,114 | 648,973 |
International [Member] | Total excluding Corporate TSA revenues [Member] | Reportable Subsegments [Member] | ||
Disaggregation of Revenue [Abstract] | ||
Net sales | 627,831 | |
International [Member] | Corporate TSA revenues [Member] | ||
Disaggregation of Revenue [Abstract] | ||
Net sales | 21,142 | |
Healthcare Distribution [Member] | Total excluding Corporate TSA revenues [Member] | Reportable Subsegments [Member] | ||
Disaggregation of Revenue [Abstract] | ||
Net sales | 2,781,965 | 2,275,764 |
Healthcare Distribution [Member] | North America [Member] | Total excluding Corporate TSA revenues [Member] | Reportable Subsegments [Member] | ||
Disaggregation of Revenue [Abstract] | ||
Net sales | 2,009,910 | 1,666,400 |
Healthcare Distribution [Member] | International [Member] | Total excluding Corporate TSA revenues [Member] | Reportable Subsegments [Member] | ||
Disaggregation of Revenue [Abstract] | ||
Net sales | 772,055 | 609,364 |
Healthcare Distribution [Member] | Dental [Member] | Total excluding Corporate TSA revenues [Member] | Reportable Subsegments [Member] | ||
Disaggregation of Revenue [Abstract] | ||
Net sales | 1,788,928 | 1,475,076 |
Healthcare Distribution [Member] | Dental [Member] | North America [Member] | Total excluding Corporate TSA revenues [Member] | Reportable Subsegments [Member] | ||
Disaggregation of Revenue [Abstract] | ||
Net sales | 1,044,783 | 888,372 |
Healthcare Distribution [Member] | Dental [Member] | International [Member] | Total excluding Corporate TSA revenues [Member] | Reportable Subsegments [Member] | ||
Disaggregation of Revenue [Abstract] | ||
Net sales | 744,145 | 586,704 |
Healthcare Distribution [Member] | Medical [Member] | Total excluding Corporate TSA revenues [Member] | Reportable Subsegments [Member] | ||
Disaggregation of Revenue [Abstract] | ||
Net sales | 993,037 | 800,688 |
Healthcare Distribution [Member] | Medical [Member] | North America [Member] | Total excluding Corporate TSA revenues [Member] | Reportable Subsegments [Member] | ||
Disaggregation of Revenue [Abstract] | ||
Net sales | 965,127 | 778,028 |
Healthcare Distribution [Member] | Medical [Member] | International [Member] | Total excluding Corporate TSA revenues [Member] | Reportable Subsegments [Member] | ||
Disaggregation of Revenue [Abstract] | ||
Net sales | 27,910 | 22,660 |
Technology [Member] | Total excluding Corporate TSA revenues [Member] | Reportable Subsegments [Member] | ||
Disaggregation of Revenue [Abstract] | ||
Net sales | 142,996 | 131,965 |
Technology [Member] | North America [Member] | Total excluding Corporate TSA revenues [Member] | Reportable Subsegments [Member] | ||
Disaggregation of Revenue [Abstract] | ||
Net sales | 121,937 | 113,498 |
Technology [Member] | International [Member] | Total excluding Corporate TSA revenues [Member] | Reportable Subsegments [Member] | ||
Disaggregation of Revenue [Abstract] | ||
Net sales | $ 21,059 | $ 18,467 |
Revenue from Contracts with C_4
Revenue from Contracts with Customers - Contract Balances (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 27, 2021 | Dec. 26, 2020 | |
Revenue from Contracts with Customers | ||
Contract with Customer, Liability, Current | $ 73.7 | $ 71.5 |
Contract with Customer, Liability, Noncurrent | 9.5 | $ 8.2 |
Contract with Customer, Liability, Revenue Recognized | $ 32.9 |
Segment Data (Details)
Segment Data (Details) $ in Thousands | 3 Months Ended | |
Mar. 27, 2021USD ($)segments | Mar. 28, 2020USD ($) | |
Segment Data | ||
Number of reportable segments | segments | 2 | |
Segment Reporting Information [Line Items] | ||
Net sales | $ 2,924,961 | $ 2,428,871 |
Operating income | 229,928 | 173,865 |
Total excluding Corporate TSA revenues [Member] | Reportable Subsegments [Member] | ||
Segment Reporting Information [Line Items] | ||
Net sales | 2,924,961 | 2,407,729 |
Corporate TSA revenues [Member] | ||
Segment Reporting Information [Line Items] | ||
Net sales | $ 0 | 21,142 |
Healthcare Distribution [Member] | ||
Segment Reporting Information [Line Items] | ||
Number of countries served globally | segments | 31 | |
Healthcare Distribution [Member] | Total excluding Corporate TSA revenues [Member] | Reportable Subsegments [Member] | ||
Segment Reporting Information [Line Items] | ||
Net sales | $ 2,781,965 | 2,275,764 |
Healthcare Distribution [Member] | Dental [Member] | Total excluding Corporate TSA revenues [Member] | Reportable Subsegments [Member] | ||
Segment Reporting Information [Line Items] | ||
Net sales | 1,788,928 | 1,475,076 |
Healthcare Distribution [Member] | Medical [Member] | Total excluding Corporate TSA revenues [Member] | Reportable Subsegments [Member] | ||
Segment Reporting Information [Line Items] | ||
Net sales | 993,037 | 800,688 |
Technology and Value-Added Services [Member] | Total excluding Corporate TSA revenues [Member] | Reportable Subsegments [Member] | ||
Segment Reporting Information [Line Items] | ||
Net sales | $ 142,996 | $ 131,965 |
Debt - Bank credit lines (Detai
Debt - Bank credit lines (Details) - USD ($) $ in Thousands | Mar. 27, 2021 | Dec. 26, 2020 |
Line of Credit Facility [Line Items] | ||
Bank Credit lines | $ 67,415 | $ 73,366 |
Revolving Credit Agreement [Member] | ||
Line of Credit Facility [Line Items] | ||
Bank Credit lines | 0 | 0 |
Other short-term bank credit lines [Member] | ||
Line of Credit Facility [Line Items] | ||
Bank Credit lines | $ 67,415 | $ 73,366 |
Debt - Revolving Credit Agreeme
Debt - Revolving Credit Agreement, 364-Day Credit Agreement and Other Short-Term Credit Lines Narrative (Details) - USD ($) $ in Thousands | Mar. 04, 2021 | Apr. 17, 2020 | Mar. 27, 2021 | Mar. 28, 2020 | Apr. 18, 2017 | Dec. 26, 2020 |
Line of Credit Facility [Line Items] | ||||||
Bank credit lines | $ 67,415 | $ 73,366 | ||||
Repayments of Long-term Debt | 17,781 | $ 8,478 | ||||
Revolving Credit Agreement [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Bank credit lines | 0 | 0 | ||||
Revolving credit facility maturing in April 2022 [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Line of Credit Facility, Initiation Date | Apr. 18, 2017 | |||||
Revolving credit facility borrowing capacity | $ 750,000 | |||||
Revolving credit facility expiration date | Apr. 30, 2022 | |||||
Outstanding letters of credit provided to third parties | 9,300 | 9,500 | ||||
364-day credit agreement [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Line of Credit Facility, Initiation Date | Apr. 17, 2020 | |||||
Revolving credit facility expiration date | Apr. 16, 2021 | |||||
Line of Credit Facility, Expiration Period | 364 days | |||||
Repayments of Long-term Debt | $ 700,000 | |||||
Other short-term bank credit lines [Member] | ||||||
Line of Credit Facility [Line Items] | ||||||
Bank credit lines | $ 67,415 | $ 73,366 | ||||
Weighted average interest rate on borrowings under credit lines at period end (in hundredths) | 4.52% | 4.14% |
Debt - Long-term Debt (Details)
Debt - Long-term Debt (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 27, 2021 | Dec. 26, 2020 | |
Debt Instrument [Line Items] | ||
Total long-term debt | $ 617,637 | $ 625,609 |
Less current maturities | (111,176) | (109,836) |
Long-term debt | 506,461 | 515,773 |
Finance lease obligations (See Note 7) | 5,313 | 5,961 |
Private placement facilities [Member] | ||
Debt Instrument [Line Items] | ||
Total long-term debt | 606,355 | 613,498 |
Note payable [Member] | ||
Debt Instrument [Line Items] | ||
Total long-term debt | $ 0 | 1,554 |
Debt Instrument, Maturity Date, Description | 2023 | |
Various collateralized and uncollateralized loans payable with interest in varying installments through 2023 at interest rates ranging from 2.45% to 4.27% at March 27, 2021 and ranging from 2.62% to 4.27% at December 26, 2020 [Member] | ||
Debt Instrument [Line Items] | ||
Less current maturities | $ (5,969) | $ (4,596) |
Various collateralized and uncollateralized loans payable with interest in varying installments through 2023 at interest rates ranging from 2.45% to 4.27% at March 27, 2021 and ranging from 2.62% to 4.27% at December 26, 2020 [Member] | Minimum [Member] | ||
Debt Instrument [Line Items] | ||
Borrowing Rate | 2.45% | 2.62% |
Various collateralized and uncollateralized loans payable with interest in varying installments through 2023 at interest rates ranging from 2.45% to 4.27% at March 27, 2021 and ranging from 2.62% to 4.27% at December 26, 2020 [Member] | Maximum [Member] | ||
Debt Instrument [Line Items] | ||
Borrowing Rate | 4.27% | 4.27% |
Debt - Private Placement Facili
Debt - Private Placement Facilities - Narrative (Details) - Private placement facilities [Member] $ in Billions | 3 Months Ended | 6 Months Ended |
Mar. 27, 2021USD ($) | Jun. 23, 2020 | |
Debt Instrument [Line Items] | ||
Debt instrument maximum borrowing capacity | $ 1 | |
Debt Instrument, Interest Rate, Increase (Decrease) | 1.00% | |
Indebtedness ratio [Abstract] | ||
Debt Instrument, Covenant Description | On March 5, 2021, we amended the private placement facilities to, among other things, (a) modify the financial covenant from being based on a net leverage ratio to a total leverage ratio and (b) restore the maximum maintenance total leverage ratio to 3.25x and remove the 1.00% interest rate increase triggered if the net leverage ratio were to exceed 3.0x. | |
Debt instrument, maturity date | Jun. 23, 2023 | |
Private placement facilities maturing in September 2030 [Member] | ||
Indebtedness ratio [Abstract] | ||
Debt instrument, maturity date | Sep. 2, 2030 | |
Minimum [Member] | ||
Indebtedness ratio [Abstract] | ||
Term of issuances under private placement facilities | 5 years | |
Maximum [Member] | ||
Indebtedness ratio [Abstract] | ||
Ratio of indebtedness to total capital | 3.25 | |
Ratio of Indebtedness to Net Capital | 3 | |
Term of issuances under private placement facilities | 15 years | |
Average term of issuances under private placement facilities | 12 years |
Debt - Private Placement Faci_2
Debt - Private Placement Facilities - Narrative 2 (Details) | 3 Months Ended |
Mar. 27, 2021Number of lenders | |
Number of lenders [Abstract] | |
Number of lenders | 3 |
Debt - U.S. Trade Accounts Rece
Debt - U.S. Trade Accounts Receivable Securitization - Narrative (Details) - USD ($) | 3 Months Ended | 12 Months Ended |
Mar. 27, 2021 | Dec. 26, 2020 | |
Debt Instrument [Line Items] | ||
Long-term Debt and Capital Lease Obligations, Including Current Maturities | $ 617,637,000 | $ 625,609,000 |
U.S. trade accounts receivable securitization [Member] | ||
Debt Instrument [Line Items] | ||
Pricing commitment period | 3 years | |
Debt Instrument, Maturity Date | Apr. 29, 2022 | |
Debt instrument maximum borrowing capacity | $ 350,000,000 | |
Commitment fee for facility usage - facility limit greater than or equal to fifty percent usage (as a percent) | 0.45% | |
Commitment fee for facility usage - facility limit less than fifty percent usage (as a percent) | 0.25% | |
U.S. trade accounts receivable securitization [Member] | Extended Maturity [Member] | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Maturity Date | Jun. 12, 2023 | |
U.S. trade accounts receivable securitization [Member] | Average Asset Backed Commercial Paper Rate [Member] | ||
Debt Instrument [Line Items] | ||
Long-term Debt and Capital Lease Obligations, Including Current Maturities | $ 0 | $ 0 |
Debt instrument, interest rate at period end | 1.13% | 1.17% |
Debt instrument, variable rate basis at period end | 0.18% | 0.22% |
Debt instrument, basis spread on variable rate | 0.95% | 0.95% |
Debt - Private Placement Borrow
Debt - Private Placement Borrowings (Details) - USD ($) $ in Thousands | Jan. 20, 2016 | Mar. 27, 2021 | Dec. 26, 2020 |
Debt Instrument [Line Items] | |||
Total long-term debt | $ 617,637 | $ 625,609 | |
Private placement facilities [Member] | |||
Debt Instrument [Line Items] | |||
Less: Deferred debt issuance costs | (788) | ||
Total long-term debt | $ 606,355 | $ 613,498 | |
Debt Instrument, Maturity Date | Jun. 23, 2023 | ||
Private placement facilities [Member] | Private placement facilities maturing in January 2022 [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Issuance Date | Jan. 20, 2012 | ||
Long-term Debt, Gross | $ 7,143 | ||
Borrowing Rate | 3.09% | ||
Debt Instrument, Maturity Date | Jan. 20, 2022 | ||
Private placement facility, frequency of periodic payment | Annual | ||
Private placement facility annual payment | $ 7,100 | ||
Debt Instrument, Date of First Required Payment | Jan. 20, 2016 | ||
Private placement facilities [Member] | Private placement facilities maturing in January 2024 [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Issuance Date | Jan. 20, 2012 | ||
Long-term Debt, Gross | $ 50,000 | ||
Borrowing Rate | 3.45% | ||
Debt Instrument, Maturity Date | Jan. 20, 2024 | ||
Private placement facilities [Member] | Private placement facilities maturing in December 2024 [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Issuance Date | Dec. 24, 2012 | ||
Long-term Debt, Gross | $ 50,000 | ||
Borrowing Rate | 3.00% | ||
Debt Instrument, Maturity Date | Dec. 24, 2024 | ||
Private placement facilities [Member] | Private placement facilities maturing in June 2021 [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Issuance Date | Jun. 2, 2014 | ||
Long-term Debt, Gross | $ 100,000 | ||
Borrowing Rate | 3.19% | ||
Debt Instrument, Maturity Date | Jun. 2, 2021 | ||
Private placement facilities [Member] | Private Placement facilities maturing in June 2027 [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Issuance Date | Jun. 16, 2017 | ||
Long-term Debt, Gross | $ 100,000 | ||
Borrowing Rate | 3.42% | ||
Debt Instrument, Maturity Date | Jun. 16, 2027 | ||
Private placement facilities [Member] | Private Placement facilities maturing in September 2029 [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Issuance Date | Sep. 15, 2017 | ||
Long-term Debt, Gross | $ 100,000 | ||
Borrowing Rate | 3.52% | ||
Debt Instrument, Maturity Date | Sep. 15, 2029 | ||
Private placement facilities [Member] | Private Placement facilities maturing in January 2028 [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Issuance Date | Jan. 2, 2018 | ||
Long-term Debt, Gross | $ 100,000 | ||
Borrowing Rate | 3.32% | ||
Debt Instrument, Maturity Date | Jan. 2, 2028 | ||
Private placement facilities [Member] | Private placement facilities maturing in September 2030 [Member] | |||
Debt Instrument [Line Items] | |||
Debt Instrument, Issuance Date | Sep. 2, 2020 | ||
Long-term Debt, Gross | $ 100,000 | ||
Borrowing Rate | 2.35% | ||
Debt Instrument, Maturity Date | Sep. 2, 2030 |
Leases - Narrative (Details)
Leases - Narrative (Details) $ in Millions | 3 Months Ended |
Mar. 27, 2021USD ($) | |
Lessee, Lease, Description [Line Items] | |
Lessee, Operating Lease, Description | We have operating and finance leases for corporate offices, office space, distribution and other facilities, vehicles, and certain equipment. |
Lessee, Operating Lease, Lease Not yet Commenced, Description | buildings and vehicles |
Operating lease assets, Lease not yet commenced | $ 11.1 |
Minimum [Member] | |
Lessee, Lease, Description [Line Items] | |
Lessee operating and finance lease, remaining lease term | 1 year |
Lessee, Operating Lease, Lease Not yet Commenced, Term of Contract | 2 years |
Maximum [Member] | |
Lessee, Lease, Description [Line Items] | |
Lessee operating and finance lease, remaining lease term | 15 years |
Lessee, Operating Lease, Option to Extend | may include options to extend the leases for up to 10 years |
Lessee, Finance Lease, Option to Extend | may include options to extend the leases for up to 10 years |
Lessee, Operating Lease, Lease Not yet Commenced, Term of Contract | 10 years |
Leases - Components of lease ex
Leases - Components of lease expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 27, 2021 | Mar. 28, 2020 | |
Leases | ||
Operating lease cost | $ 23,106 | $ 22,079 |
Finance lease cost: | ||
Amortization of right-of-use assets | 604 | 432 |
Interest on lease liabilities | 26 | 37 |
Finance lease cost | $ 630 | $ 469 |
Leases - Supplemental balance s
Leases - Supplemental balance sheet information (Details) - USD ($) $ in Thousands | Mar. 27, 2021 | Dec. 26, 2020 |
Operating Leases | ||
Operating lease right-of-use assets | $ 301,759 | $ 288,847 |
Current operating lease liabilities | 68,580 | 64,716 |
Non-current operating lease liabilities | 248,624 | 238,727 |
Total operating lease liabilities | 317,204 | 303,443 |
Lessee, Finance Lease, Description [Abstract] | ||
Property and equipment, at cost | 10,388 | 10,683 |
Accumulated depreciation | (4,607) | (4,277) |
Finance Leases | 5,781 | 6,406 |
Current maturities of long-term debt | 2,256 | 2,420 |
Long-term debt | 3,057 | 3,541 |
Total finance lease liabilities | $ 5,313 | $ 5,961 |
Operating Lease, Weighted Average Remaining Lease Term, in years | 7 years 4 months 24 days | 7 years 6 months |
Finance Lease, Weighted Average Remaining Lease Term, in years | 4 years 2 months 12 days | 4 years 3 months 18 days |
Operating Lease, Weighted Average Discount Rate, Percent | 2.60% | 2.80% |
Finance Lease, Weighted Average Discount Rate, Percent | 1.90% | 1.90% |
Leases - Supplemental cash flow
Leases - Supplemental cash flow information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 27, 2021 | Mar. 28, 2020 | |
Cash paid for amounts included in the measurement of lease liabilities | ||
Operating cash flows for operating leases | $ 19,150 | $ 19,146 |
Operating cash flows for finance leases | 23 | 27 |
Financing cash flows for finance leases | 625 | 495 |
Right-of-use assets obtained in exchange for lease obligations: | ||
Operating leases | 32,388 | 8,065 |
Finance leases | $ 99 | $ 1,222 |
Leases - Maturities of lease li
Leases - Maturities of lease liabilities (Details) - USD ($) $ in Thousands | Mar. 27, 2021 | Dec. 26, 2020 |
Operating Leases | ||
2021 | $ 57,860 | |
2022 | 64,241 | |
2023 | 46,827 | |
2024 | 32,991 | |
2025 | 29,515 | |
Thereafter | 117,566 | |
Total future lease payments | 349,000 | |
Less imputed interest | (31,796) | |
Total operating lease liabilities | 317,204 | $ 303,443 |
Finance Leases | ||
2021 | 1,821 | |
2022 | 1,545 | |
2023 | 643 | |
2024 | 329 | |
2025 | 294 | |
Thereafter | 883 | |
Total future lease payments | 5,515 | |
Less imputed interest | (202) | |
Total finance lease liabilities | $ 5,313 | $ 5,961 |
Leases - Present value of lease
Leases - Present value of lease liabilities (Details) - USD ($) $ in Thousands | Mar. 27, 2021 | Dec. 26, 2020 |
Present value of lease liabilities - Operating Leases | ||
Total future lease payments | $ 349,000 | |
Less imputed interest | (31,796) | |
Total operating lease liabilities | 317,204 | $ 303,443 |
Present value of lease liabilities - Finance Leases | ||
Total future lease payments | 5,515 | |
Less imputed interest | (202) | |
Total finance lease liabilities | $ 5,313 | $ 5,961 |
Redeemable Noncontrolling Int_3
Redeemable Noncontrolling Interests (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 27, 2021 | Mar. 28, 2020 | Dec. 26, 2020 | |
Components of the change in the redeemable noncontrolling interests [Abstract] | |||
Balance, beginning of period | $ 327,699 | $ 287,258 | $ 287,258 |
Decrease in redeemable noncontrolling interests due to redemptions | 0 | (17,241) | |
Increase in redeemable noncontrolling interests due to business acquisitions | 85,037 | 28,387 | |
Net income attributable to Redeemable noncontrolling interests | 7,053 | 13,363 | |
Dividends declared | (6,237) | (12,631) | |
Effect of foreign currency translation loss attributable to redeemable noncontrolling interests | (6,173) | $ (13,027) | (4,279) |
Change in fair value of redeemable securities | 45,520 | 32,842 | |
Balance, end of period | $ 452,899 | $ 327,699 |
Comprehensive Income - Accumula
Comprehensive Income - Accumulated Other Comprehensive Income and Comprehensive Income Components (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 27, 2021 | Mar. 28, 2020 | Dec. 26, 2020 | |
Attributable to Redeemable noncontrolling interests: | |||
Foreign currency translation adjustment | $ (30,790) | $ (24,617) | |
Attributable to noncontrolling interests: | |||
Foreign currency translation adjustment | 310 | 235 | |
Attributable to Henry Schein, Inc.: | |||
Foreign currency translation adjustment | (108,948) | (76,565) | |
Unrealized gain (loss) from foreign currency hedging activities | (8,127) | (11,488) | |
Unrealized investment gain (loss) | (5) | 1 | |
Pension adjustment gain (loss) | (19,225) | (20,032) | |
Accumulated other comprehensive income (loss) | (136,305) | (108,084) | |
Total Accumulated other comprehensive income (loss) | (166,785) | $ (132,466) | |
Components of comprehensive income [Abstract] | |||
Net income | 174,928 | $ 133,565 | |
Foreign currency translation gain (loss) | (38,481) | (89,312) | |
Tax effect | 0 | 0 | |
Foreign currency translation gain (loss) | (38,481) | (89,312) | |
Unrealized gain (loss) from foreign currency hedging | 4,695 | 20,233 | |
Tax effect | (1,334) | (5,090) | |
Unrealized gain (loss) from foreign currency hedging | 3,361 | 15,143 | |
Unrealized investment gain (loss) | (8) | (11) | |
Tax effect | 2 | 2 | |
Unrealized investment gain (loss) | (6) | (9) | |
Pension adjustment gain (loss) | 1,026 | 1,048 | |
Tax effect | (219) | (324) | |
Pension adjustment gain (loss) | 807 | 724 | |
Comprehensive income | $ 140,609 | $ 60,111 |
Comprehensive Income - Total Co
Comprehensive Income - Total Comprehensive Income (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 27, 2021 | Mar. 28, 2020 | |
Comprehensive Income Net Of Applicable Taxes [Abstract] | ||
Comprehensive income attributable to Henry Schein, Inc. | $ 137,776 | $ 69,986 |
Comprehensive income (loss) attributable to noncontrolling interests | 1,953 | 313 |
Comprehensive income (loss) attributable to Redeemable noncontrolling interests | 880 | (10,188) |
Comprehensive income | $ 140,609 | $ 60,111 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Thousands | Mar. 27, 2021 | Dec. 26, 2020 | Dec. 28, 2019 |
Attributable To Redeemable Noncontrolling Interests [Abstract] | |||
Redeemable noncontrolling interests | $ 452,899 | $ 327,699 | $ 287,258 |
Fair value, measurements, recurring [Member] | Fair Value Measurement [Domain] | |||
Assets [Abstract] | |||
Total assets | 3,314 | ||
Fair value, measurements, recurring [Member] | Fair Value Measurement [Domain] | Derivative contracts [Member] | |||
Assets [Abstract] | |||
Derivative contracts - assets | 1,856 | 1,868 | |
Fair value, measurements, recurring [Member] | Fair Value Measurement [Domain] | Total return swap [Member] | |||
Assets [Abstract] | |||
Derivative contracts - assets | 1,458 | 1,565 | |
Fair value, measurements, recurring [Member] | |||
Assets [Abstract] | |||
Derivative contracts - assets | 1,856 | ||
Total assets | 3,314 | 3,433 | |
Liabilities [Abstract] | |||
Derivative contracts - liabilities | 5,353 | 11,765 | |
Total liabilities | 5,353 | 11,765 | |
Attributable To Redeemable Noncontrolling Interests [Abstract] | |||
Redeemable noncontrolling interests | 452,899 | 327,699 | |
Fair value, measurements, recurring [Member] | Level 1 [Member] | Fair Value Measurement [Domain] | |||
Assets [Abstract] | |||
Total assets | 0 | ||
Fair value, measurements, recurring [Member] | Level 1 [Member] | Fair Value Measurement [Domain] | Derivative contracts [Member] | |||
Assets [Abstract] | |||
Derivative contracts - assets | 0 | 0 | |
Fair value, measurements, recurring [Member] | Level 1 [Member] | Fair Value Measurement [Domain] | Total return swap [Member] | |||
Assets [Abstract] | |||
Derivative contracts - assets | 0 | 0 | |
Fair value, measurements, recurring [Member] | Level 1 [Member] | |||
Assets [Abstract] | |||
Derivative contracts - assets | 0 | ||
Total assets | 0 | ||
Liabilities [Abstract] | |||
Derivative contracts - liabilities | 0 | 0 | |
Total liabilities | 0 | 0 | |
Attributable To Redeemable Noncontrolling Interests [Abstract] | |||
Redeemable noncontrolling interests | 0 | 0 | |
Fair value, measurements, recurring [Member] | Level 2 [Member] | Fair Value Measurement [Domain] | |||
Assets [Abstract] | |||
Total assets | 3,314 | ||
Fair value, measurements, recurring [Member] | Level 2 [Member] | Fair Value Measurement [Domain] | Derivative contracts [Member] | |||
Assets [Abstract] | |||
Derivative contracts - assets | 1,856 | 1,868 | |
Fair value, measurements, recurring [Member] | Level 2 [Member] | Fair Value Measurement [Domain] | Total return swap [Member] | |||
Assets [Abstract] | |||
Derivative contracts - assets | 1,458 | 1,565 | |
Fair value, measurements, recurring [Member] | Level 2 [Member] | |||
Assets [Abstract] | |||
Total assets | 3,433 | ||
Liabilities [Abstract] | |||
Derivative contracts - liabilities | 5,353 | 11,765 | |
Total liabilities | 5,353 | 11,765 | |
Attributable To Redeemable Noncontrolling Interests [Abstract] | |||
Redeemable noncontrolling interests | 0 | 0 | |
Fair value, measurements, recurring [Member] | Level 3 [Member] | Fair Value Measurement [Domain] | |||
Assets [Abstract] | |||
Total assets | 0 | ||
Fair value, measurements, recurring [Member] | Level 3 [Member] | Fair Value Measurement [Domain] | Derivative contracts [Member] | |||
Assets [Abstract] | |||
Derivative contracts - assets | 0 | 0 | |
Fair value, measurements, recurring [Member] | Level 3 [Member] | Fair Value Measurement [Domain] | Total return swap [Member] | |||
Assets [Abstract] | |||
Derivative contracts - assets | 0 | 0 | |
Fair value, measurements, recurring [Member] | Level 3 [Member] | |||
Assets [Abstract] | |||
Total assets | 0 | ||
Liabilities [Abstract] | |||
Derivative contracts - liabilities | 0 | 0 | |
Total liabilities | 0 | 0 | |
Attributable To Redeemable Noncontrolling Interests [Abstract] | |||
Redeemable noncontrolling interests | 452,899 | 327,699 | |
Fair value, measurements, recurring [Member] | Level 3 [Member] | Estimate of Fair Value Measurement [Member] | |||
Debt Instrument, Fair Value Disclosure [Abstract] | |||
Fair value of debt (including bank credit lines) | $ 685,100 | $ 699,000 |
Business Acquisitions - Narrati
Business Acquisitions - Narrative (Details) - Series Of Individually Immaterial Business Acquisitions [Member] | 3 Months Ended |
Mar. 27, 2021 | |
Business Acquisition [Line Items] | |
Business Acquisition, Description of Acquired Entity | Acquisitions within our Health care distribution segment include companies that specialize in distribution of dental products, a provider of home medical supplies, and product kitting and sterile packaging. |
Minimum [Member] | |
Business Acquisition [Line Items] | |
Business Acquisition, Percentage of Voting Interests Acquired | 65.00% |
Maximum [Member] | |
Business Acquisition [Line Items] | |
Business Acquisition, Percentage of Voting Interests Acquired | 100.00% |
Business Acquisitions - Acquisi
Business Acquisitions - Acquisition consideration (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 27, 2021 | Dec. 26, 2020 | |
Acquisition consideration: | ||
Noncontrolling Interest related to acquisitions | $ 473 | |
Identifiable assets acquired and liabilities assumed: | ||
Goodwill | 2,587,438 | $ 2,504,392 |
Series Of Individually Immaterial Business Acquisitions [Member] | ||
Acquisition consideration: | ||
Consideration paid for acquisitions | 213,800 | |
Noncontrolling Interest related to acquisitions | 75,200 | |
Total consideration | 289,000 | |
Identifiable assets acquired and liabilities assumed: | ||
Current assets | 86,900 | |
Intangible assets | 151,400 | |
Other noncurrent assets | 19,000 | |
Current liabilities | (31,800) | |
Deferred income taxes | (9,400) | |
Other noncurrent liabilities | (22,400) | |
Total identifiable net assets | 193,700 | |
Goodwill | 95,300 | |
Total net assets acquired | $ 289,000 |
Plans of Restructuring - Narrat
Plans of Restructuring - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 27, 2021 | Mar. 28, 2020 | Dec. 26, 2020 | |
Restructuring Cost and Reserve [Line Items] | |||
Restructuring costs (credits) | $ 2,931 | $ 4,787 | $ 32,093 |
Plans of Restructuring - Restru
Plans of Restructuring - Restructuring Reserve Roll Forward by Expense and Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 27, 2021 | Mar. 28, 2020 | Dec. 26, 2020 | |
Restructuring Reserve [Roll Forward] | |||
Restructuring Reserve, beginning balance | $ 13,113 | $ 13,810 | $ 13,810 |
Provision | 2,931 | 4,787 | 32,093 |
Payments and other adjustments | (8,710) | (32,790) | |
Restructuring Reserve, ending balance | 7,334 | 13,113 | |
Healthcare Distribution [Member] | |||
Restructuring Reserve [Roll Forward] | |||
Restructuring Reserve, beginning balance | 12,824 | 13,373 | 13,373 |
Provision | 2,803 | 30,935 | |
Payments and other adjustments | (8,531) | (31,484) | |
Restructuring Reserve, ending balance | 7,096 | 12,824 | |
Technology [Member] | |||
Restructuring Reserve [Roll Forward] | |||
Restructuring Reserve, beginning balance | 289 | 437 | 437 |
Provision | 128 | 1,158 | |
Payments and other adjustments | (179) | (1,306) | |
Restructuring Reserve, ending balance | 238 | 289 | |
Employee Severance [Member] | |||
Restructuring Reserve [Roll Forward] | |||
Restructuring Reserve, beginning balance | 12,614 | 12,911 | 12,911 |
Provision | 2,848 | 25,855 | |
Payments and other adjustments | (8,623) | (26,152) | |
Restructuring Reserve, ending balance | 6,839 | 12,614 | |
Facility Closing [Member] | |||
Restructuring Reserve [Roll Forward] | |||
Restructuring Reserve, beginning balance | 395 | 826 | 826 |
Provision | (151) | 5,878 | |
Payments and other adjustments | 156 | (6,309) | |
Restructuring Reserve, ending balance | 400 | 395 | |
Other [Member] | |||
Restructuring Reserve [Roll Forward] | |||
Restructuring Reserve, beginning balance | 104 | $ 73 | 73 |
Provision | 234 | 360 | |
Payments and other adjustments | (243) | (329) | |
Restructuring Reserve, ending balance | $ 95 | $ 104 |
Earnings Per Share (Details)
Earnings Per Share (Details) - shares shares in Thousands | 3 Months Ended | |
Mar. 27, 2021 | Mar. 28, 2020 | |
Weighted-average common shares outstanding: | ||
Basic (in shares) | 142,298 | 142,967 |
Effect of dilutive securities: | ||
Restricted stock and restricted stock units | 1,100 | 128 |
Diluted (in shares) | 143,398 | 143,095 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) | 3 Months Ended | ||
Mar. 27, 2021 | Mar. 28, 2020 | Dec. 26, 2020 | |
Income Tax Disclosure [Abstract] | |||
Effective tax rate (in hundredths) | 25.10% | 22.40% | |
Unrecognized tax benefits | $ 89,200,000 | ||
Unrecognized tax benefits that would affect the effective tax rate if recognized | $ 73,000,000 | ||
Other Information Pertaining to Income Taxes | The tax years subject to examination by major tax jurisdictions include years 2012, 2013, 2017 and forward by the U.S Internal Revenue Service (the “IRS”) as well as the years 2008 and forward for certain states and certain foreign jurisdictions. All tax returns audited by the IRS are officially closed through 2011 and 2014 through 2016. We are currently under audit with the IRS for the years 2012 and 2013 and all fieldwork has been completed. We reached a settlement with the U.S. Competent Authority to resolve certain transfer pricing issues related to 2012 and 2013 in the quarter ended December 28, 2019. For all remaining outstanding issues for 2012 and 2013, we have provided all necessary documentation to the Appellate Division to date and are waiting for responses. We do not believe the final resolution will have a material impact to our consolidated financial statements. During the quarter ended September 26, 2020 we finalized negotiations with the Advance Pricing Division and reached an agreement on an appropriate transfer pricing methodology for the years 2014-2025. The objective of this resolution was to mitigate future transfer pricing audit adjustments. In the fourth quarter of 2020, we reached a favorable resolution with the IRS relating to select audit years. | ||
Total interest | $ 14,600,000 | $ 14,000,000 | |
Total penalties | 0 | $ 0 | |
Income Tax Examination [Line Items] | |||
Unrecognized Tax Benefits, Interest on Income Taxes Expense | $ 500,000 | $ 300,000 |
Derivatives and Hedging Activ_2
Derivatives and Hedging Activities - Narrative (Details) € in Millions, $ in Millions | 3 Months Ended | ||||
Mar. 27, 2021USD ($) | Mar. 28, 2020USD ($) | Mar. 27, 2021EUR (€) | Mar. 27, 2021USD ($) | Mar. 20, 2020USD ($) | |
Total return swap [Member] | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Derivative, Notional Amount | $ 77.5 | $ 43.4 | |||
Derivative, Inception Date | Mar. 20, 2020 | ||||
Derivative, Description of Objective | we entered into a total return swap for the purpose of economically hedging our unfunded non-qualified supplemental retirement plan (“SERP”) and our deferred compensation plan (“DCP”). This swap will offset changes in our SERP and DCP liabilities. | ||||
Derivative, Variable Interest Rate | 0.62% | 0.62% | |||
Derivative, Gain on Derivative | $ 2.7 | ||||
Total return swap [Member] | London Interbank Offered Rate (LIBOR) Swap Rate [Member] | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Derivative, Variable Interest Rate | 0.12% | 0.12% | |||
Total return swap [Member] | Base Rate [Member] | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Derivative, Basis Spread on Variable Rate | 0.50% | 0.50% | |||
Foreign Exchange Forward [Member] | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Maximum duration of foreign currency forward contracts | 18 months | ||||
Net Investment Hedging [Member] | Foreign Exchange Forward [Member] | Derivative contracts [Member] | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Objectives for Using Net Investment Hedging Instruments | we entered into foreign currency forward contracts to hedge a portion of our euro-denominated foreign operations which are designated as net investment hedges. These net investment hedges offset the change in the U.S dollar value of our investment in certain euro-functional currency subsidiaries due to fluctuating foreign exchange rates. | ||||
Description of Net Investments Hedged | These net investment hedges offset the change in the U.S dollar value of our investment in certain euro-functional currency subsidiaries due to fluctuating foreign exchange rates. | ||||
Description of Location of Gain (Loss) on Net Investment Hedges in Financial Statements | Accumulated other comprehensive loss | ||||
Derivative, Maturity Date | Nov. 16, 2023 | ||||
Derivative, Notional Amount | € | € 200 | ||||
Interest savings as a result of the net investment hedge. | $ 1.1 | $ 1.2 | |||
Derivative, Type of Instrument | foreign currency forward contracts |
Stock-Based Compensation - Narr
Stock-Based Compensation - Narrative (Details) - USD ($) | 3 Months Ended | |
Mar. 27, 2021 | Mar. 28, 2020 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||
Pre-tax share-based compensation (Credit) expense | $ 12,800,000 | $ (17,500,000) |
After-tax share-based compensation (credit) expense | 9,600,000 | (13,600,000) |
Excess Tax Benefit from Share-based Compensation, Financing Activities | 0 | $ 0 |
Total unrecognized compensation cost related to non-vested awards | $ 110,000,000 | |
Weighted-average period of recognition for unrecognized compensation costs on nonvested awards (in years) | 2 years 9 months 18 days | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Percentage of stock options vest per year | 33.33% | |
Stock based compensation percentage of options vest per year first anniversary | 50.00% | |
Stock based compensation percentage of options vest per year second anniversary | 50.00% | |
Expected life of options (years) | 6 years | |
2021 long-term incentive program [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 10 years | |
Time Based Restricted Stock Restricted Units [Member] | 2015 Non-Employee Director Stock Incentive Plan [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of years for full vesting (in years) | 12 months | |
Performance Based Restricted Stock Restricted Units [Member] | 2021 long-term incentive program [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of years for full vesting (in years) | 3 years |
Stock-Based Compensation - Blac
Stock-Based Compensation - Black-Scholes valuation model (Details) | 3 Months Ended |
Mar. 27, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | |
Expected dividend yield | 0.00% |
Expected stock price volatility | 25.80% |
Risk-free interest rate | 0.94% |
Expected life of options (years) | 6 years |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of stock option activity (Details) $ / shares in Units, $ in Thousands | 3 Months Ended |
Mar. 27, 2021USD ($)$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |
Outstanding at beginning of period (in shares) | shares | 0 |
Granted (in shares) | shares | 788 |
Forfeited (in shares) | shares | 0 |
Outstanding at end of period (in shares) | shares | 788 |
Weighted Average Price Per Share [Abstract] | |
Outstanding at beginning of period (in dollars per share) | $ / shares | $ 0 |
Granted (in dollars per share) | $ / shares | 62.71 |
Forfeited (in dollars per share) | $ / shares | 0 |
Outstanding at end of period (in dollars per share) | $ / shares | $ 62.71 |
Weighted average remaining contractual life, options outstanding (in years) | 9 years 10 months 24 days |
Stock option outstanding aggregate intrinsic value as of period end | $ | $ 4,152 |
Stock-Based Compensation - Unve
Stock-Based Compensation - Unvested Resticted Stock/Units Activity (Details) shares in Thousands | 3 Months Ended |
Mar. 27, 2021$ / sharesshares | |
Time Based Restricted Stock Restricted Units [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Beginning balance outstanding (in shares) | shares | 1,459 |
Granted (in shares) | shares | 797 |
Vested (in shares) | shares | (256) |
Forfeited (in shares) | shares | (7) |
Ending balance outstanding (in shares) | shares | 1,993 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |
Beginning balance outstanding (in dollars per share) | $ 57.61 |
Granted (in dollars per share) | 62.75 |
Vested (in dollars per share) | 66.92 |
Forfeited (in dollars per share) | 59.59 |
Ending balance outstanding (in dollars per share) | 58.46 |
Intrinsic value (in dollars per share) | $ 67.98 |
Performance Based Restricted Stock Restricted Units [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Beginning balance outstanding (in shares) | shares | 136 |
Granted (in shares) | shares | 189 |
Vested (in shares) | shares | (78) |
Forfeited (in shares) | shares | (4) |
Ending balance outstanding (in shares) | shares | 243 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |
Beginning balance outstanding (in dollars per share) | $ 53.52 |
Granted (in dollars per share) | 58.35 |
Vested (in dollars per share) | 51.92 |
Forfeited (in dollars per share) | 59.05 |
Ending balance outstanding (in dollars per share) | 59.21 |
Intrinsic value (in dollars per share) | $ 67.98 |
Supplemental Cash Flow Inform_3
Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 27, 2021 | Mar. 28, 2020 | |
Supplemental Cash Flow Information [Abstract] | ||
Interest | $ 7,763 | $ 9,951 |
Income taxes | 13,425 | 12,613 |
Unrealized gain (loss) from foreign currency hedging activities | $ 4,695 | $ 20,233 |
Legal Proceedings - Narrative (
Legal Proceedings - Narrative (Details) | 3 Months Ended | 12 Months Ended | |
Mar. 27, 2021USD ($)claims | Mar. 28, 2020USD ($) | Dec. 26, 2020USD ($) | |
Loss Contingency, Information about Litigation Matters [Abstract] | |||
Revenues | $ 2,924,961,000 | $ 2,428,871,000 | |
Loss Contingency, Management's Assessment and Process | As of March 27, 2021, we had accrued our best estimate of potential losses relating to claims that were probable to result in liability and for which we were able to reasonably estimate a loss. This accrued amount, as well as related expenses, was not material to our financial position, results of operations or cash flows. Our method for determining estimated losses considers currently available facts, presently enacted laws and regulations and other factors, including probable recoveries from third parties. | ||
Archer and White Sales, Inc. v. collectively, the Danaher Defendants [Member] | |||
Loss Contingency, Information about Litigation Matters [Abstract] | |||
Loss Contingency, Lawsuit Filing Date | August 31, 2012 | ||
Loss Contingency, Name of Defendant | Henry Schein, Inc. as well as Danaher Corporation and its subsidiaries Instrumentarium Dental, Inc., Dental Equipment, LLC, Kavo Dental Technologies, LLC and Dental Imaging Technologies Corporation (collectively, the “Danaher Defendants”) | ||
Loss Contingency, Name of Plaintiff | Archer and White Sales, Inc. | ||
Loss Contingency, Allegations | Archer alleges a conspiracy between Henry Schein, an unnamed company and the Danaher Defendants to terminate or limit Archer’s distribution rights. | ||
Archer filed amended complaint adding Patterson Compnies Inc. and Benco Dental Supply Co. as Defendants [Member] | |||
Loss Contingency, Information about Litigation Matters [Abstract] | |||
Loss Contingency, Lawsuit Filing Date | August 1, 2017 | ||
Loss Contingency, Name of Defendant | Patterson Companies, Inc. (“Patterson”) and Benco Dental Supply Co. (“Benco”) as defendants | ||
Loss Contingency, Name of Plaintiff | Archer | ||
Loss Contingency, Allegations | alleging that Henry Schein, Patterson, Benco and Burkhart Dental Supply conspired to fix prices and refused to compete with each other for sales of dental equipment to dental professionals and agreed to enlist their common suppliers, the Danaher Defendants, to join a price-fixing conspiracy and boycott by reducing the distribution territory of, and eventually terminating, their price-cutting competing distributor Archer. | ||
Archer filed second amended complaint under seal [Member] | |||
Loss Contingency, Information about Litigation Matters [Abstract] | |||
Loss Contingency, Lawsuit Filing Date | October 30, 2017 | ||
Loss Contingency, Name of Plaintiff | Archer | ||
Loss Contingency, Allegations | add additional allegations that it believes support its claims. The named parties and causes of action are the same as the August 1, 2017 amended complaint. | ||
The County of Summit, Ohio et al. v. Purdue Pharma, L.P., et al [Member] | |||
Loss Contingency, Information about Litigation Matters [Abstract] | |||
Loss Contingency, Lawsuit Filing Date | May 29, 2018 | ||
Loss Contingency, Name of Defendant | adding Henry Schein, Inc., Henry Schein Medical Systems, Inc. and others as defendants | ||
Loss Contingency, Name of Plaintiff | The County of Summit, Ohio et al. | ||
Loss Contingency, Allegations | Summit County alleged that manufacturers of prescription opioid drugs engaged in a false advertising campaign to expand the market for such drugs and their own market share and that the entities in the supply chain (including Henry Schein, Inc. and Henry Schein Medical Systems, Inc.) reaped financial rewards by refusing or otherwise failing to monitor appropriately and restrict the improper distribution of those drugs. | ||
Loss Contingency, Settlement Agreement, Terms | On October 29, 2019, the Company was dismissed with prejudice from this lawsuit. Henry Schein, working with Summit County, donated $1 million to a foundation and paid $250,000 of Summit County’s expenses, as described in our prior filings with the SEC. | ||
Donation amount to Pain Management Education Foundation | $ 1,000,000 | ||
Litigation Settlement, Amount Awarded to Other Party | $ 250,000 | ||
Actions consolidated in the MultiDistrict Litigation [Member] | |||
Loss Contingency, Information about Litigation Matters [Abstract] | |||
Loss Contingency, Name of Defendant | Henry Schein and/or one or more of its affiliated companies | ||
Loss Contingency, Allegations | allege claims similar to those alleged in the County of Summit Action | ||
Actions consolidated in the MultiDistrict Litigation [Member] | Maximum [Member] | |||
Loss Contingency, Information about Litigation Matters [Abstract] | |||
Loss Contingency, Pending Claims, Number | claims | 150 | ||
Maximum sales of opioids in North America during the year, percentage | 0.10% | ||
Actions consolidated in the MultiDistrict Litigation [Member] | Continuing Operations [Member] | |||
Loss Contingency, Information about Litigation Matters [Abstract] | |||
Revenues | $ 10,100,000,000 | ||
City of Hollywood Police Officers Retirement System V. Henry Schein, Inc., Covetrus, Inc., and Benjamin Shaw and Christine Komola [Member] | |||
Loss Contingency, Information about Litigation Matters [Abstract] | |||
Loss Contingency, Lawsuit Filing Date | September 30, 2019 | ||
Loss Contingency, Name of Defendant | Henry Schein, Inc., Covetrus, Inc., and Benjamin Shaw and Christine Komola (Covetrus’s then Chief Executive Officer and Chief Financial Officer, respectively | ||
Loss Contingency, Name of Plaintiff | City of Hollywood Police Officers Retirement System, individually and on behalf of all others similarly situated | ||
Loss Contingency, Allegations | The complaint alleges violations of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, as amended, and Securities and Exchange Commission Rule 10b-5 and asserts that defendants’ statements in the offering documents and after the transaction were materially false and misleading | ||
Putative shareholder derivative action [Member] | |||
Loss Contingency, Information about Litigation Matters [Abstract] | |||
Loss Contingency, Lawsuit Filing Date | February 5, 2021 | ||
Loss Contingency, Name of Defendant | Benjamin Shaw, Christine T. Komola, Steven Paladino, Betsy Atkins, Deborah G. Ellinger, Sandra L. Helton, Philip A. Laskaway, Mark J. Manoff, Edward M. McNamara, Ravi Sachdev, David E. Shaw, Benjamin Wolin, and Henry Schein, Inc., with Covetrus, Inc. | ||
Loss Contingency, Name of Plaintiff | Jack Garnsey filed a putative shareholder derivative action on behalf of Covetrus, Inc. | ||
Loss Contingency, Allegations | the individual defendants breached their fiduciary duties under state law in connection with the same allegations asserted in the City of Hollywood securities class action described above and further alleges that Henry Schein aided and abetted such breaches. The complaint also asserts claims for contribution under the federal securities laws against Henry Schein and other defendants, also arising out of the allegations in the City of Hollywood lawsuit. | ||
Period Of Time Action Is Stayed | 45 days |
Related Party Transactions - Na
Related Party Transactions - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 27, 2021 | Mar. 28, 2020 | Dec. 26, 2020 | |
Henry Schein Animal Health Business [Member] | |||
Related Party Transaction [Line Items] | |||
Distribution received related to Animal Health Spin-off | $ 1,120 | ||
Proceeds related to Animal Health Share Sale | $ 361.1 | ||
Covetrus Inc [Member] | |||
Related Party Transaction [Line Items] | |||
Related Party Transaction, Description of Transaction | In connection with the completion of the Animal Health Spin-off during our 2019 fiscal year, we entered into a transition services agreement with Covetrus under which we agreed to provide certain transition services for up to twenty-four months in areas such as information technology, finance and accounting, human resources, supply chain, and real estate and facility services. | ||
Related Party Transaction, Expenses from Transactions with Related Party | $ 4.4 | ||
Revenue from Related Parties | 21.1 | ||
Internet Brands Inc [Member] | |||
Related Party Transaction [Line Items] | |||
Related Party Transaction, Description of Transaction | In connection with the formation of Henry Schein One, LLC, our joint venture with Internet Brands, which was formed on July 1, 2018, we entered into a ten-year royalty agreement with Internet Brands whereby we will pay Internet Brands approximately $31.0 million annually for the use of their intellectual property. | ||
Related Party Transaction, Amounts of Transaction | $ 7.8 | 7.8 | |
Related Party Transaction, Due from (to) Related Party | 1.7 | $ 4.7 | |
Internet Brands Inc [Member] | Scenario, Plan [Member] | |||
Related Party Transaction [Line Items] | |||
Related Party Transaction, Amounts of Transaction | $ 31 | ||
Equity Method Investee [Member] | |||
Related Party Transaction [Line Items] | |||
Related Party Transaction, Description of Transaction | During our normal course of business, we have interests in entities that we account for under the equity accounting method. | ||
Related Party Transaction, Purchases from Related Party | $ 3.8 | 3 | |
Revenue from Related Parties | 15.5 | $ 15.4 | |
Due from Related Parties | 36.7 | 36.4 | |
Due to Related Parties | $ 7.8 | $ 8.6 |