EXHIBIT 31.1
CERTIFICATION PURSUANT TO RULE 13a-14(a) OR 15d-14(a) OF THE SECURITIES
EXCHANGE ACT OF 1934, AS ADOPTED PURSUANT TO SECTION 302 OF THE
SARBANES-OXLEY ACT OF 2002
I, Stanley M. Bergman, certify that:
| 1. | I have reviewed this quarterly report on Form 10-Q of Henry Schein, Inc.; |
| 2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
| 3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; |
| 4. | The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: |
| (a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
| (b) | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
| (c) | Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
| (d) | Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and |
| 5. | The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions): |
| (a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and |
| (b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting. |
| Date: August 6, 2024 | /s/ Stanley M. Bergman | |||
| Stanley M. Bergman | ||||
| Chairman and Chief Executive Officer |
EXHIBIT 31.2
CERTIFICATION PURSUANT TO RULE 13a-14(a) OR 15d-14(a) OF THE SECURITIES
EXCHANGE ACT OF 1934, AS ADOPTED PURSUANT TO SECTION 302 OF THE
SARBANES-OXLEY ACT OF 2002
I, Ronald N. South, certify that:
| 1. | I have reviewed this quarterly report on Form 10-Q of Henry Schein, Inc.; |
| 2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
| 3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; |
| 4. | The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: |
| (a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
| (b) | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
| (c) | Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
| (d) | Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and |
| 5. | The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions): |
| (a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and |
| (b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting. |
| Date: August 6, 2024 | /s/ Ronald N. South | |||
| Ronald N. South | ||||
| Senior Vice President and | ||||
| Chief Financial Officer |
EXHIBIT 32.1
CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO SECTION 906 OF THE
SARBANES-OXLEY ACT OF 2002
In connection with the quarterly report on Form 10-Q of Henry Schein, Inc. (the “Company”) for the period ending June 29, 2024, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Stanley M. Bergman, the Chairman and Chief Executive Officer of the Company, and I, Ronald N. South, Senior Vice President and Chief Financial Officer of the Company, do hereby certify pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, to the best of my knowledge and belief that:
(1) the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and
(2) the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
| /s/ Stanley M. Bergman | ||||||
| Dated: August 6, 2024 |
Stanley M. Bergman Chairman and Chief Executive Officer | |||||
| Dated: August 6, 2024 |
/s/ Ronald N. South | |||||
| Ronald N. South Senior Vice President and Chief Financial Officer | ||||||
This certification accompanies each Report pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and shall not, except to the extent required by the Sarbanes-Oxley Act of 2002, be deemed filed by the Company for purposes of Section 18 of the Securities Exchange Act of 1934, as amended.
A signed original of this written statement required by Section 906 of the Sarbanes-Oxley Act of 2002 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.
Exhibit 99.1
AMENDMENT NO. 11 TO RECEIVABLES PURCHASE AGREEMENT
This AMENDMENT NO. 11 TO RECEIVABLES PURCHASE AGREEMENT, dated as of May 17, 2024 (this “Amendment”), is entered into among HSFR, INC., a Delaware corporation, as seller (the “Seller”), the PURCHASERS LISTED ON THE SIGNATURE PAGES HERETO (the “Purchasers”), the PURCHASER AGENTS LISTED ON THE SIGNATURE PAGES HERETO (the “Purchaser Agents”), MUFG BANK, LTD. (F/K/A THE BANK OF TOKYO-MITSUBISHI UFJ, LTD.), as agent (in such capacity, together with its successors and assigns in such capacity, the “Agent”) for each Purchaser Group, and, HENRY SCHEIN, INC. (“HS”), a Delaware corporation, as initial servicer (in such capacity, the “Servicer”), and, solely with respect to Section 10, (the “Performance Guarantor”).
BACKGROUND
A. The Seller, the Servicer, Purchasers, Purchaser Agents and Agent are parties to a Receivables Purchase Agreement, dated as of April 17, 2013 (as amended by that certain Omnibus Amendment No. 1, dated as of July 22, 2013, that certain Omnibus Amendment No. 2, dated as of April 21, 2014, that certain Amendment No. 1 to Receivables Purchase Agreement, dated as of September 22, 2014, that certain Amendment No. 2 to Receivables Purchase Agreement, dated as of April 17, 2015, that certain Amendment No. 3 to Receivables Purchase Agreement, dated as of June 1, 2016, that certain Amendment No. 4 to Receivables Purchase Agreement, dated as of July 6, 2017, that certain Amendment No. 5 to Receivables Purchase Agreement, dated as of March 13, 2019, that certain Amendment No. 6 to Receivables Purchase Agreement, dated as of June 22, 2020, that certain Amendment No. 7 to Receivables Purchase Agreement, dated as of October 20, 2021, that certain Amendment No. 8 to Receivables Purchase Agreement, dated as of December 15, 2022, that certain Amendment No. 9 to Receivables Purchase Agreement, dated as of December 20, 2023, that certain Amendment No. 10 to Receivables Purchase Agreement, dated as of February 23, 2024, and as further amended, restated, modified or supplemented through the date hereof, the “Receivables Purchase Agreement”).
B. The parties are entering into this Amendment to amend or otherwise modify the Receivables Purchase Agreement.
AGREEMENT
1. Definitions. Capitalized terms are used in this Amendment as defined in Exhibit I to the Receivables Purchase Agreement. The rules of interpretation set forth in Appendix A to the Receivables Purchase Agreement are hereby incorporated as if fully set forth herein.
2. Amendments to Receivables Purchase Agreement. Subject to the occurrence of the Effective Date (as hereinafter defined), the Receivables Purchase Agreement is hereby amended as follows:
(a) Clauses (f)(i) and (ii) of Section 9.1 of the Receivables Purchase Agreement are hereby amended and restated to read as follows:
“(f) (i) the average of the Delinquency Ratios, computed for each of the immediately preceding three Calculation Periods, shall exceed (A) with respect to each Calculation
Period ending on or prior to May 30, 2020, 14.50%; (B) with respect to the Calculation Periods ending on June 27, 2020, August 1, 2020, August 29, 2020 and September 26, 2020, 18.50%; (C) with respect to the Calculation Period ending on October 31, 2020, 16.00%; (D) with respect to the Calculation Periods ending on March 2, 2024, March 30, 2024, April 27, 2024, June 1, 2024, June 29, 2024, August 3, 2024 and August 31, 2024, 16.50%; and (E) with respect to each Calculation Period beginning after August 31, 2024, 14.50%;
(ii) the average of the Default Ratios, computed for each of the immediately preceding three Calculation Periods, shall exceed (A) with respect to each Calculation Period ending on or prior to May 30, 2020, 2.50%; (B) with respect to the Calculation Periods ending on June 27, 2020, August 1, 2020, August 29, 2020, September 26, 2020, October 31, 2020 and November 28, 2020, 6.00%; (C) with respect to each Calculation Period beginning after November 28, 2020 and ending on or prior to November 4, 2023, 2.50%; (D) with respect to the Calculation Periods ending on December 2, 2023 and December 30, 2023, 3.50%; (E) with respect to the Calculation Periods ending on February 3, 2024, March 2, 2024 and March 30, 2024, 5.50%; (F) with respect to the Calculation Periods ending on April 27, 2024, June 1, 2024, June 29, 2024, August 3, 2024 and August 31, 2024, 4.50%; and (G) with respect to each Calculation Period beginning after August 31, 2024, 2.50%;
3. Representations and Warranties. Each of the Seller and Servicer hereby certifies, represents and warrants to the Agent, each Purchaser Agent and each Purchaser that on and as of the date hereof:
(a) each of its representations and warranties contained in Article V of the Receivables Purchase Agreement is true and correct, in all material respects, on and as of the date hereof; and
(b) no Termination Event or Unmatured Termination Event exists.
4. Conditions to Effectiveness. This Amendment shall become effective as of May 17, 2024 (the “Effective Date”) when each Purchaser Agent shall have received counterparts of this Amendment duly executed by the other parties hereto.
5. Ratification. This Amendment constitutes an amendment to the Receivables Purchase Agreement. After the execution and delivery of this Amendment, all references to the Receivables Purchase Agreement in any document shall be deemed to refer to the Receivables Purchase Agreement as amended by this Amendment, unless the context otherwise requires. Except as amended above, the Receivables Purchase Agreement is hereby ratified in all respects. Except as set forth above, the execution, delivery and effectiveness of this Amendment shall not operate as an amendment or waiver of any right, power or remedy of the parties hereto under the Receivables Purchase Agreement, nor constitute an amendment or waiver of any provision of the Receivables Purchase Agreement. This Amendment shall not constitute a course of dealing among the parties hereto at variance with the Receivables Purchase Agreement such as to require further notice by any of the Agent, the Purchaser Agents or the Purchasers to require strict compliance with the terms of the Receivables Purchase Agreement in the future, as amended by this Amendment, except as expressly set forth herein. The Seller hereby acknowledges and expressly agrees that each of the Agent, the Purchaser Agents and the Purchasers reserves the right to, and does in fact, require strict compliance with all terms and provisions of the Receivables Purchase Agreement, as amended herein.
2
6. Counterparts. This Amendment may be executed in any number of counterparts and by different parties on separate counterparts, and each counterpart shall be deemed to be an original, and all such counterparts shall together constitute but one and the same instrument. Counterparts of this Amendment may be delivered by facsimile transmission or other electronic transmission, and such counterparts shall be as effective as if original counterparts had been physically delivered, and thereafter shall be binding on the parties hereto and their respective successors and assigns.
7. Governing Law. This Amendment shall be governed by, and construed in accordance with the law of the State of New York without regard to the principles of conflicts of law thereof (other than Sections 5-1401 and 5-1402 of the New York General Obligations Law).
8. Section Headings. The various headings of this Amendment are inserted for convenience only and shall not affect the meaning or interpretation of this Amendment, the Receivables Purchase Agreement or any other Transaction Document or any provision hereof or thereof.
9. Transaction Document. This Amendment shall constitute a Transaction Document under the Receivables Purchase Agreement.
10. Ratification of Performance Undertaking. After giving effect to this Amendment and the transactions contemplated hereby, all of the provisions of the Performance Undertaking shall remain in full force and effect and the Performance Guarantor hereby ratifies and affirms the Performance Undertaking and acknowledges that the Performance Undertaking has continued and shall continue in full force and effect in accordance with its terms.
[Signature Pages Follow]
3
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be duly executed by their respective officers hereunto duly authorized as of the day and year first above written.
| HSFR INC., as Seller | ||
| By: | /s/ Michael Amodio | |
| Name: Michael Amodio | ||
| Title: Vice President and Treasurer | ||
Amendment No. 11 to Receivables Purchase Agreement
| HENRY SCHEIN, INC., as Servicer | ||
| By: | /s/ Michael Amodio | |
| Name: Michael Amodio | ||
| Title: Vice President and Treasurer | ||
| Solely with respect to Section 10: | ||
| HENRY SCHEIN, INC., as Performance Guarantor | ||
| By: | /s/ Michael Amodio | |
| Name: Michael Amodio | ||
| Title: Vice President and Treasurer | ||
Amendment No. 11 to Receivables Purchase Agreement
| MUFG BANK, LTD. (F/K/A THE BANK OF TOKYO-MITSUBISHI UFJ, LTD.), as Purchaser Agent for Victory Receivables Corporation | ||
| By: | /s/ Helen Ellis | |
| Name: Helen Ellis | ||
| Title: Managing Director | ||
Amendment No. 11 to Receivables Purchase Agreement
| VICTORY RECEIVABLES CORPORATION, as an Uncommitted Purchaser | ||
| By: | /s/ Kevin J. Corrigan | |
| Name: Kevin J. Corrigan | ||
| Title: Vice President | ||
Amendment No. 11 to Receivables Purchase Agreement
| MUFG BANK, LTD. (F/K/A THE BANK OF TOKYO-MITSUBISHI UFJ, LTD.), as Related Committed Purchaser for Victory Receivables Corporation | ||
| By: | /s/ Helen Ellis | |
| Name: Helen Ellis | ||
| Title: Managing Director | ||
Amendment No. 11 to Receivables Purchase Agreement
| MUFG BANK, LTD. (F/K/A THE BANK OF TOKYO-MITSUBISHI UFJ, LTD.), as Agent | ||
| By: | /s/ Helen Ellis | |
| Name: Helen Ellis | ||
| Title: Managing Director | ||
Amendment No. 11 to Receivables Purchase Agreement
| THE TORONTO DOMINION BANK, as Purchaser Agent and the Related Committed Purchaser for the TD Purchaser Group | ||
| By: | /s/ Luna Mills | |
| Name: Luna Mills | ||
| Title: Managing Director | ||
Amendment No. 11 to Receivables Purchase Agreement
| GTA FUNDING LLC, as a Conduit Purchaser and an Uncommitted Purchaser for the TD Purchaser Group | ||
| By: | /s/ Kevin J. Corrigan | |
| Name: Kevin J. Corrigan | ||
| Title: Vice President | ||
Amendment No. 11 to Receivables Purchase Agreement
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Millions |
Jun. 29, 2024 |
Dec. 30, 2023 |
|---|---|---|
| Current assets: | ||
| Accounts receivable, allowances for credit losses (in dollars) | $ 82 | $ 83 |
| Inventory, reserves | $ 145 | $ 192 |
| 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) | 127,080,545 | 129,247,765 |
| Variable Interest Entity, Primary Beneficiary [Member] | Recourse [Member] | ||
| Stockholders' equity: | ||
| Liabilities of VIE | $ 195 | $ 210 |
| Asset Pledged as Collateral [Member] | Variable Interest Entity, Primary Beneficiary [Member] | ||
| Stockholders' equity: | ||
| Pledged assets | $ 330 | $ 284 |
CONDENSED CONSOLIDATED STATEMENTS OF INCOME - USD ($) $ in Millions |
3 Months Ended | 6 Months Ended | ||
|---|---|---|---|---|
Jun. 29, 2024 |
Jul. 01, 2023 |
Jun. 29, 2024 |
Jul. 01, 2023 |
|
| CONDENSED CONSOLIDATED STATEMENTS OF INCOME [Abstract] | ||||
| Net sales | $ 3,136 | $ 3,100 | $ 6,308 | $ 6,160 |
| Cost of sales | 2,118 | 2,125 | 4,278 | 4,219 |
| Gross profit | 1,018 | 975 | 2,030 | 1,941 |
| Operating expenses: | ||||
| Selling, general and administrative | 781 | 707 | 1,572 | 1,424 |
| Depreciation and amortization | 63 | 49 | 124 | 93 |
| Restructuring costs | 15 | 18 | 25 | 48 |
| Operating income | 159 | 201 | 309 | 376 |
| Other income (expense): | ||||
| Interest income | 6 | 3 | 11 | 6 |
| Interest expense | (32) | (19) | (62) | (33) |
| Other, net | (1) | 1 | 1 | 0 |
| Income before taxes, equity in earnings of affiliates and noncontrolling interests | 132 | 186 | 259 | 349 |
| Income taxes | (33) | (41) | (65) | (80) |
| Equity in earnings of affiliates, net of tax | 6 | 3 | 9 | 7 |
| Net income | 105 | 148 | 203 | 276 |
| Less: Net income attributable to noncontrolling interests | (1) | (8) | (6) | (15) |
| Net income attributable to Henry Schein, Inc. | $ 104 | $ 140 | $ 197 | $ 261 |
| Earnings per share attributable to Henry Schein, Inc.: | ||||
| Basic (in dollars per share) | $ 0.81 | $ 1.07 | $ 1.53 | $ 1.99 |
| Diluted (in dollars per share) | $ 0.80 | $ 1.06 | $ 1.52 | $ 1.97 |
| Weighted-average common shares outstanding: | ||||
| Basic (in shares) | 127,784,380 | 130,905,899 | 128,252,628 | 131,136,450 |
| Diluted (in shares) | 128,646,506 | 131,873,174 | 129,206,780 | 132,465,749 |
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Millions |
3 Months Ended | 6 Months Ended | ||
|---|---|---|---|---|
Jun. 29, 2024 |
Jul. 01, 2023 |
Jun. 29, 2024 |
Jul. 01, 2023 |
|
| CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME [Abstract] | ||||
| Net income | $ 105 | $ 148 | $ 203 | $ 276 |
| Other comprehensive income, net of tax: | ||||
| Foreign currency translation gain (loss) | (62) | 3 | (116) | 28 |
| Unrealized gain (loss) from foreign currency hedging activities | 4 | (1) | 15 | (4) |
| Other comprehensive income (loss), net of tax | (58) | 2 | (101) | 24 |
| Comprehensive income | 47 | 150 | 102 | 300 |
| Comprehensive income attributable to noncontrolling interests: | ||||
| Net income | (1) | (8) | (6) | (15) |
| Foreign currency translation loss (gain) | 5 | 1 | 15 | (1) |
| Comprehensive (income) loss attributable to noncontrolling interests | 4 | (7) | 9 | (16) |
| Comprehensive income attributable to Henry Schein, Inc. | $ 51 | $ 143 | $ 111 | $ 284 |
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY - USD ($) $ in Millions |
Total |
Common Stock $.01 Par Value [Member] |
Additional Paid-in Capital [Member] |
Retained Earnings [Member] |
Accumulated Other Comprehensive Income (Loss) [Member] |
Noncontrolling Interests [Member] |
|---|---|---|---|---|---|---|
| Beginning Balance at Dec. 31, 2022 | $ 4,095 | $ 1 | $ 0 | $ 3,678 | $ (233) | $ 649 |
| Beginning Balance, shares (in shares) at Dec. 31, 2022 | 131,792,817 | |||||
| Net income (excluding amounts attributable to Redeemable noncontrolling interests) | 267 | 261 | 6 | |||
| Foreign currency translation gain (loss) (excluding loss amounts attributable to Redeemable noncontrolling interests) | 27 | 27 | ||||
| Unrealized gain (loss) from hedging activities, net of tax | (4) | (4) | ||||
| Distributions to noncontrolling shareholders | (27) | (27) | ||||
| Change in fair value of redeemable securities | (14) | (14) | ||||
| Noncontrolling interests and adjustments related to business acquisitions | (1) | 1 | (2) | |||
| Repurchases and retirement of common stock - Value | (151) | (20) | (131) | |||
| Repurchases and retirement of common stock - Shares | (1,862,014) | |||||
| Stock-based compensation expense - Value | 24 | 24 | ||||
| Stock-based compensation expense - Shares | 1,036,898 | |||||
| Stock issued upon exercise of stock options - Value | 1 | 1 | ||||
| Stock issued upon exercise of stock options - Shares | 15,860 | |||||
| Shares withheld for payroll taxes - Value | (32) | (32) | ||||
| Shares withheld for payroll taxes - Shares | (405,865) | |||||
| Settlement of stock-based compensation awards - Value | 1 | 1 | ||||
| Settlement of stock-based compensation awards - Shares | (890) | |||||
| Transfer of charges in excess of capital | 0 | 39 | (39) | |||
| Ending Balance at Jul. 01, 2023 | 4,186 | $ 1 | 0 | 3,769 | (210) | 626 |
| Ending Balance, shares (in shares) at Jul. 01, 2023 | 130,576,806 | |||||
| Beginning Balance at Apr. 01, 2023 | 4,127 | $ 1 | 0 | 3,684 | (213) | 655 |
| Beginning Balance, shares (in shares) at Apr. 01, 2023 | 131,196,783 | |||||
| Net income (excluding amounts attributable to Redeemable noncontrolling interests) | 143 | 140 | 3 | |||
| Foreign currency translation gain (loss) (excluding loss amounts attributable to Redeemable noncontrolling interests) | 4 | 4 | ||||
| Unrealized gain (loss) from hedging activities, net of tax | (1) | (1) | ||||
| Distributions to noncontrolling shareholders | (27) | (27) | ||||
| Change in fair value of redeemable securities | (17) | (17) | ||||
| Noncontrolling interests and adjustments related to business acquisitions | (4) | 1 | (5) | |||
| Repurchases and retirement of common stock - Value | (51) | (7) | (44) | |||
| Repurchases and retirement of common stock - Shares | (638,095) | |||||
| Stock-based compensation expense - Value | 14 | 14 | ||||
| Stock-based compensation expense - Shares | 20,598 | |||||
| Stock issued upon exercise of stock options - Shares | 5,081 | |||||
| Shares withheld for payroll taxes - Value | (3) | (3) | ||||
| Shares withheld for payroll taxes - Shares | (6,671) | |||||
| Settlement of stock-based compensation awards - Value | 1 | 1 | ||||
| Settlement of stock-based compensation awards - Shares | (890) | |||||
| Transfer of charges in excess of capital | 0 | 11 | (11) | |||
| Ending Balance at Jul. 01, 2023 | 4,186 | $ 1 | 0 | 3,769 | (210) | 626 |
| Ending Balance, shares (in shares) at Jul. 01, 2023 | 130,576,806 | |||||
| Beginning Balance at Dec. 30, 2023 | $ 4,289 | $ 1 | 0 | 3,860 | (206) | 634 |
| Beginning Balance, shares (in shares) at Dec. 30, 2023 | 129,247,765 | 129,247,765 | ||||
| Net income (excluding amounts attributable to Redeemable noncontrolling interests) | $ 204 | 197 | 7 | |||
| Foreign currency translation gain (loss) (excluding loss amounts attributable to Redeemable noncontrolling interests) | (101) | (101) | ||||
| Unrealized gain (loss) from hedging activities, net of tax | 15 | 15 | ||||
| Distributions to noncontrolling shareholders | (5) | (5) | ||||
| Change in fair value of redeemable securities | (81) | (81) | ||||
| Noncontrolling interests and adjustments related to business acquisitions | (10) | (10) | ||||
| Repurchases and retirement of common stock - Value | (176) | (24) | (152) | |||
| Repurchases and retirement of common stock - Shares | (2,414,434) | |||||
| Stock-based compensation expense - Value | 20 | 20 | ||||
| Stock-based compensation expense - Shares | 330,098 | |||||
| Stock issued upon exercise of stock options - Value | $ 2 | 2 | ||||
| Stock issued upon exercise of stock options - Shares | 44,750 | 25,240 | ||||
| Shares withheld for payroll taxes - Value | $ (9) | (9) | ||||
| Shares withheld for payroll taxes - Shares | (108,163) | |||||
| Settlement of stock-based compensation awards - Value | 0 | 0 | ||||
| Settlement of stock-based compensation awards - Shares | 39 | |||||
| Transfer of charges in excess of capital | 102 | (102) | ||||
| Ending Balance at Jun. 29, 2024 | $ 4,148 | $ 1 | 0 | 3,803 | (292) | 636 |
| Ending Balance, shares (in shares) at Jun. 29, 2024 | 127,080,545 | 127,080,545 | ||||
| Beginning Balance at Mar. 30, 2024 | $ 4,237 | $ 1 | 0 | 3,838 | (239) | 637 |
| Beginning Balance, shares (in shares) at Mar. 30, 2024 | 128,480,909 | |||||
| Net income (excluding amounts attributable to Redeemable noncontrolling interests) | 108 | 104 | 4 | |||
| Foreign currency translation gain (loss) (excluding loss amounts attributable to Redeemable noncontrolling interests) | (57) | (57) | ||||
| Unrealized gain (loss) from hedging activities, net of tax | 4 | 4 | ||||
| Distributions to noncontrolling shareholders | (5) | (5) | ||||
| Change in fair value of redeemable securities | (39) | (39) | ||||
| Noncontrolling interests and adjustments related to business acquisitions | (11) | (11) | ||||
| Repurchases and retirement of common stock - Value | (101) | (14) | (87) | |||
| Repurchases and retirement of common stock - Shares | (1,415,706) | |||||
| Stock-based compensation expense - Value | 12 | 12 | ||||
| Stock-based compensation expense - Shares | 15,339 | |||||
| Stock issued upon exercise of stock options - Value | 1 | 1 | ||||
| Stock issued upon exercise of stock options - Shares | 4,301 | |||||
| Shares withheld for payroll taxes - Value | (1) | (1) | ||||
| Shares withheld for payroll taxes - Shares | (4,298) | |||||
| Transfer of charges in excess of capital | 0 | 52 | (52) | |||
| Ending Balance at Jun. 29, 2024 | $ 4,148 | $ 1 | $ 0 | $ 3,803 | $ (292) | $ 636 |
| Ending Balance, shares (in shares) at Jun. 29, 2024 | 127,080,545 | 127,080,545 |
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (Parenthetical) - USD ($) $ in Millions |
3 Months Ended | 6 Months Ended | 12 Months Ended | ||
|---|---|---|---|---|---|
Jun. 29, 2024 |
Jul. 01, 2023 |
Jun. 29, 2024 |
Jul. 01, 2023 |
Dec. 30, 2023 |
|
| Net income (loss) attributable to redeemable noncontrolling interests | $ (3) | $ 5 | $ (1) | $ 9 | $ 6 |
| Foreign currency translation gain (loss) attributable to redeemable noncontrolling interests | (5) | (1) | (15) | 1 | $ 5 |
| Unrealized gain (loss) from foreign currency hedging activities, tax (benefit) | $ 2 | $ (1) | $ 6 | $ (2) | |
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions |
6 Months Ended | |
|---|---|---|
Jun. 29, 2024 |
Jul. 01, 2023 |
|
| Cash flows from operating activities: | ||
| Net income | $ 203 | $ 276 |
| Adjustments to reconcile net income to net cash provided by operating activities: | ||
| Depreciation and amortization | 147 | 111 |
| Non-cash restructuring charges | 6 | 10 |
| Stock-based compensation expense | 20 | 24 |
| Provision for losses on trade and other accounts receivable | 7 | 2 |
| Benefit from deferred income taxes | (19) | (3) |
| Equity in earnings of affiliates | (9) | (7) |
| Distributions from equity affiliates | 9 | 9 |
| Changes in unrecognized tax benefits | 3 | 3 |
| Other | (9) | (9) |
| Changes in operating assets and liabilities, net of acquisitions: | ||
| Accounts receivable | 270 | 18 |
| Inventories | 107 | 163 |
| Other current assets | 50 | (1) |
| Accounts payable and accrued expenses | (292) | (295) |
| Net cash provided by operating activities | 493 | 301 |
| Cash flows from investing activities: | ||
| Purchases of property and equipment | (78) | (68) |
| Payments related to equity investments and business acquisitions, net of cash acquired | (181) | (251) |
| Proceeds from loan to affiliate | 3 | 3 |
| Capitalized software costs | (20) | (20) |
| Other | (5) | (4) |
| Net cash used in investing activities | (281) | (340) |
| Cash flows from financing activities: | ||
| Net change in bank credit lines | 242 | 218 |
| Proceeds from issuance of long-term debt | 90 | 408 |
| Principal payments for long-term debt | (177) | (366) |
| Proceeds from issuance of stock upon exercise of stock options | 2 | 1 |
| Payments for repurchases and retirement of common stock | (175) | (150) |
| Payments for taxes related to shares withheld for employee taxes | (8) | (33) |
| Distributions to noncontrolling shareholders | (28) | (6) |
| Acquisitions of noncontrolling interests in subsidiaries | (211) | (13) |
| Net cash provided by (used in) financing activities | (265) | 59 |
| Effect of exchange rate changes on cash and cash equivalents | 20 | 0 |
| Net change in cash and cash equivalents | (33) | 20 |
| Cash and cash equivalents, beginning of period | 171 | 117 |
| Cash and cash equivalents, end of period | $ 138 | $ 137 |
Basis of Presentation |
6 Months Ended |
|---|---|
Jun. 29, 2024 | |
| Basis of Presentation [Abstract] | |
| Basis of Presentation | Note 1 – Basis of Presentation Our condensed consolidated financial statements include the accounts of Henry controlled subsidiaries (“we”, “us” and “our”). consolidation. financial decisions are accounted for under the equity method. to conform to the current period presentation. have a material impact on our condensed consolidated financial condition, Our accompanying unaudited condensed consolidated financial statements accounting principles generally accepted in the United States with the instructions to Form 10-Q and Article 10 of Regulation S-X. information and footnote disclosures required by U.S. GAAP for complete The unaudited interim condensed consolidated financial statements should be consolidated financial statements and notes to the consolidated financial on Form 10-K for the year ended December 30, 2023 and with the information available filings with the Securities and Exchange Commission. reflect all adjustments considered necessary for a fair presentation of financial position for the interim periods presented. The preparation of financial statements in conformity with accounting principles States requires us to make estimates and assumptions that affect the reported amounts of disclosure of contingent assets and liabilities at the date of the financial revenues and expenses during the reporting period. operations for the three and six months ended June 29, 2024 are not necessarily expected for any other interim period or for the year ending December Our condensed consolidated financial statements reflect estimates and other things, our goodwill, long-lived asset and definite-lived intangible investment valuation; assessment of the annual effective tax rate; valuation of tax contingencies; the allowance for doubtful accounts; hedging activity; compensation cost for certain share-based performance awards and cash bonus assumptions. We consolidate the results of operations and financial position of a trade accounts receivable securitization which we consider a VIE because we are its primary beneficiary, as we have the power to direct activities that most significantly affect its economic performance and have the obligation to absorb the benefits. debt. December 30, 2023, certain trade accounts receivable that can only be used $ 330 284 were $ 195 210 |
Significant Accounting Policies and Recently Issued Accounting Standards |
6 Months Ended |
|---|---|
Jun. 29, 2024 | |
| Significant Accounting Policies and Recently Issued Accounting Standards [Abstract] | |
| Significant Accounting Policies and Recently Issued Accounting Standards | Note 2 – Significant Accounting Policies and Recently Issued Accounting Significant Accounting Policies There have been no material changes in our significant accounting policies during June 29, 2024, as compared to the significant accounting policies described Form 10-K for the year ended December 30, 2023. Recently Issued Accounting Standards In March 2024, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2024-01, “ Compensation - Stock Compensation (Topic 718): Scope Application of Profits Interest and Similar Awards, ” which clarifies how to determine whether a profit interest and for as a share-based payment arrangement under Topic 718 or within the scope of other guidance. provides an illustrative example with multiple fact patterns and amends Topic 718 to improve its clarity and operability. profits interest awards as compensation to employees or nonemployees can apply the amendments either retrospectively to all periods presented to profits interest awards granted or modified on or after the date an entity must disclose the nature of and reason for the change in accounting principle adoption of the ASU. periods within those fiscal years. impact on our consolidated financial statements. In December 2023, FASB issued ASU 2023-09, “ Income Taxes (Topic Disclosures ,” which requires public business entities to disclose additional respect to the reconciliation of the effective tax rate to the statutory rate for federal, state and It also requires greater detail about individual reconciling items in those items exceeds a specified threshold. ASU requires information pertaining to taxes paid (net of refunds received) and foreign taxes and further disaggregated for specific jurisdictions quantitative threshold. determined by reference to the item’s fundamental or essential characteristics, such as the transaction or event triggered the establishment of the reconciling item and the activity with which The ASU eliminates the historic requirement that entities disclose information benefits having a reasonable possibility of significantly increasing reporting date. permitted for annual financial statements that have not yet been should be applied on a prospective basis; however, retrospective application is permitted. evaluating the impact that ASU 2023-09 will have on our consolidated In November 2023, the FASB issued ASU 2023-07, “ Segment Reporting (Topic 280): Improvements to Reportable Segments ,” which aims to improve financial reporting by requiring disclosure on an annual and interim basis for all public entities to enable investors to analyses. segments. operating decision maker uses to assess segment performance and Topic 280 also requires other specified segment items and amounts, such as depreciation, amortization and depletion expense, to be disclosed under certain circumstances. remove those disclosure requirements and do not change how a public aggregates those operating segments or applies the quantitative thresholds This ASU is effective for fiscal years beginning after December 15, 2023, and interim beginning after December 15, 2024. 2023- 07 will have on our consolidated financial statements. |
Cyber Incident |
6 Months Ended |
|---|---|
Jun. 29, 2024 | |
| Cyber Incident [Abstract] | |
| Cyber Incident | Note 3 – Cyber Incident In October 2023 Henry Schein experienced a cyber incident that primarily American and European dental and medical distribution businesses. software, revenue cycle management and patient relationship management our manufacturing businesses were mostly unaffected. ecommerce platform and related applications, which was remediated. During the three and six months ended June 29, 2024, we continued to events noted above relating primarily to decreased sales to episodic customers registered a less continuous level of demand pre-incident). During the three and six months ended June 29, 2024, we incurred $ 3 8 expenses directly related to the cyber incident, mostly consisting of professional insurance, subject to certain retentions and policy limitations. have a $ 60 5 29, 2024, we received insurance proceeds of $ 10 to the cyber incident. selling, general and administrative line in our condensed consolidated |
Net Sales from Contracts with Customers |
6 Months Ended |
|---|---|
Jun. 29, 2024 | |
| Net Sales from Contracts with Customers [Abstract] | |
| Net Sales from Contracts with Customers | Note 4 – Net Sales from Contracts with Customers Net sales are recognized in accordance with policies disclosed in Item the year ended December 30, 2023. Disaggregation of Net Sales The following table disaggregates our net sales by reportable and operating segment Three Months Ended Six Months Ended June 29, 2024 June 29, 2024 North America International Global North America International Global Net sales: Health care distribution Dental $ 1,129 $ 795 $ 1,924 $ 2,232 $ 1,606 $ 3,838 Medical 970 28 998 1,984 55 2,039 Total health care distribution 2,099 823 2,922 4,216 1,661 5,877 Technology 186 28 214 375 56 431 Total net sales $ 2,285 $ 851 $ 3,136 $ 4,591 $ 1,717 $ 6,308 Three Months Ended Six Months Ended July 1, 2023 July 1, 2023 North America International Global North America International Global Net sales: Health care distribution Dental $ 1,169 $ 788 $ 1,957 $ 2,313 $ 1,542 $ 3,855 Medical 925 25 950 1,876 45 1,921 Total health care distribution 2,094 813 2,907 4,189 1,587 5,776 Technology 168 25 193 334 50 384 Total net sales $ 2,262 $ 838 $ 3,100 $ 4,523 $ 1,637 $ 6,160 Contract Liabilities At June 29, 2024, $ 77 8 89 9 86 8 six months ended June 29, 2024, we recognized, in net sales, $ 55 deferred at December 30, 2023. 56 of the amount that was previously deferred at December 31, 2022. accrued expenses: other and the non-current contract liabilities are consolidated balance sheets. |
Segment Data |
6 Months Ended |
|---|---|
Jun. 29, 2024 | |
| Segment Data [Abstract] | |
| Segment Data | Note 5 Segment Data We conduct our business through two value-added services. dental businesses serve office-based dental practitioners, dental laboratories, schools, government institutions. medical technicians, dialysis centers, home health, federal and state governments group practices, and integrated delivery networks, among other providers dental and medical groups serve practitioners in 33 The health care distribution reportable segment aggregates our global dental segment distributes consumable products, dental specialty products (including products), pharmaceuticals, vaccines, surgical products, diagnostic tests, infection-control products, personal equipment (“PPE”) products, vitamins and orthopedic implants. Our global technology and value-added services reportable segment provides added services to health care practitioners. systems for dental and medical practitioners. education, revenue cycle management and financial services on a non-recourse education services for practitioners, The following tables present information about our reportable and operating Three Months Ended Six Months Ended June 29, July 1, June 29, July 1, 2024 2023 2024 2023 Net sales: Health care distribution (1) Dental $ 1,924 $ 1,957 $ 3,838 $ 3,855 Medical 998 950 2,039 1,921 Total health care distribution 2,922 2,907 5,877 5,776 Technology (2) 214 193 431 384 Total $ 3,136 $ 3,100 $ 6,308 $ 6,160 Consists of consumable products, dental specialty products (including implant, orthodontic and endodontic products), small equipment, laboratory products, large equipment, equipment repair services, branded and generic pharmaceuticals, vaccines, surgical products, diagnostic tests, infection-control products, PPE products, vitamins and orthopedic implants. (2) Consists of practice management software and other value-added products, which are distributed primarily to health care providers, practice consultancy, education, revenue cycle management and financial services on a non-recourse basis, e-services, continuing education services for practitioners, practice technology, network and hardware services, and other services. Three Months Ended Six Months Ended June 29, July 1, June 29, July 1, 2024 2023 2024 2023 Operating Income: Health care distribution $ 146 $ 166 $ 272 $ 311 Technology 13 35 37 65 Total $ 159 $ 201 $ 309 $ 376 |
Business Acquisitions |
6 Months Ended |
|---|---|
Jun. 29, 2024 | |
| Business Acquisitions [Abstract] | |
| Business Acquisitions | Note 6 Business Acquisitions Our acquisition strategy is focused on investments in companies that our geographic footprint (whether entering a new country, such as emerging markets, or building scale where we have already invested in businesses), and finally, those that enable us to access new products and technologies. Acquisition of TriMed On April 1, 2024, we acquired a 60 % voting equity interest in TriMed Inc. (“TriMed”), a global developer of solutions for the orthopedic treatment of lower and upper extremities, headquartered The following table aggregates paid and net assets acquired in the TriMed acquisition: 2024 Acquisition consideration: Cash $ 141 Deferred consideration 22 Redeemable noncontrolling interests 153 Total consideration $ 316 Identifiable assets acquired and liabilities assumed: Current assets $ 36 Intangible assets 221 Other noncurrent assets 10 Current liabilities (9) Deferred income taxes (62) Other noncurrent liabilities (6) Total identifiable 190 Goodwill 126 Total net assets acquired $ 316 Goodwill is a result of synergies that are expected to originate from the acquisition as well as potential of TriMed. preliminary identifiable intangible assets acquired as part of the acquisition 2024 Weighted Average Lives (in years) Product development $ 204 9 Trademarks / Tradenames 9 7 In process research & development 8 - Total $ 221 The accounting for the acquisition of TriMed has not been completed in several areas, pending assessments of accounts receivable, inventory, intangible assets, right-of-use lease assets, accrued liabilities, income and non-income based taxes and valuation of redeemable management in the allocation, we engaged valuation specialists to recognized as the information necessary to complete the analysis as soon as possible but no later than one year from the acquisition date. The pro forma financial information has not been presented because the the three and six months ended June 29, 2024 was immaterial to our Other 2024 Acquisitions During the six months ended June 29, 2024, we acquired companies technology and value-added services segments. 51 % to 100 %. 23 of $ 13 14 customer relationships and lists of $ 7 4 2 million and trademarks and tradenames of $ 1 assets were 10 10 5 5 Goodwill is a result of the synergies and cross-selling opportunities that these acquisitions for us, as well as the expected growth potential. purposes. The impact of these acquisitions, individually and in the aggregate, was consolidated financial statements. 2023 Acquisitions Acquisition of Shield Healthcare On October 2, 2023 we acquired a 90 % voting equity interest in Shield Healthcare, Inc. (“Shield”), a supplier homecare medical products delivered directly to patients in their homes, 348 (including cash paid of $ 289 22 of $ 37 items such as incontinence, urology, ostomy, enteral nutrition, advanced wound care and diabetes supplies. Additionally, Shield offers continuous glucose monitoring devices directly to patients in their homes. During the quarter ended June 29, 2024, we completed the accounting for our table aggregates the final fair value, as of the date of the acquisition, of consideration in the Shield acquisition, including measurement period adjustments recorded Preliminary Allocation as of December 30, 2023 Measurement Period Adjustments Final Allocation Acquisition consideration: Cash $ 286 $ 3 $ 289 Deferred consideration 43 (21) 22 Redeemable noncontrolling interests 37 - 37 Total consideration $ 366 $ (18) $ 348 Identifiable assets acquired and liabilities assumed: Current assets $ 41 $ - $ 41 Intangible assets 166 - 166 Other noncurrent assets 14 2 16 Current liabilities (24) - (24) Deferred income taxes (41) (2) (43) Other noncurrent liabilities (7) - (7) Total identifiable 149 - 149 Goodwill 217 (18) 199 Total net assets acquired $ 366 $ (18) $ 348 Goodwill is a result of synergies that are expected to originate from the acquisition as well as potential of Shield. The following table summarizes the identifiable intangible assets acquired 2023 Weighted Average (in years) Customer relationships and lists $ 156 12 Trademarks / Tradenames 10 5 Total $ 166 The pro forma financial information has not been presented because the impact immaterial to our consolidated financial statements. Acquisition of S.I.N. Implant System On July 5, 2023, we acquired a 100 % voting equity interest in S.I.N. Implant System (“S.I.N.”) for consideration of $ 329 procedures and is focused on advancing the development of value-priced dental the distribution of its products into the United States and other international During the quarter ended June 29, 2024, we completed the accounting for our table aggregates the final fair value, as of the date of acquisition, of consideration the S.I.N. acquisition, including measurement period adjustments: Preliminary Allocation as of December 30, 2023 Measurement Period Adjustments Final Allocation Acquisition consideration: Cash $ 329 $ - $ 329 Total consideration $ 329 $ - $ 329 Identifiable assets acquired and liabilities assumed: Current assets $ 67 $ 6 $ 73 Intangible assets 87 - 87 Other noncurrent assets 46 2 48 Current liabilities (33) - (33) Long-term debt (22) - (22) Deferred income taxes (35) (3) (38) Other noncurrent liabilities (27) - (27) Total identifiable 83 5 88 Goodwill 246 (5) 241 Total net assets acquired $ 329 $ - $ 329 Goodwill is a result of synergies that are expected to originate from the acquisition as well as potential of S.I.N. 2023 Weighted Average (in years) Customer relationships and lists $ 38 7 Product development 36 8 Trademarks / Tradenames 13 10 Total $ 87 The pro forma financial information has not been presented because the impact immaterial to our consolidated financial statements. Acquisition of Biotech Dental On April 5, 2023, we acquired a 57 % voting equity interest, for preliminary consideration of $ 423 (including cash paid of $ 216 25 redeemable noncontrolling interests of $ 182 dental implants, clear aligners, individualized prosthetics and innovative France. comprehensive, integrated suite of planning and diagnostic software medical devices to create a digital view of the patient, offering greater diagnostic experience. management software solutions will help customers streamline their the ultimate benefit of patients. During the quarter ended March 30, 2024, we completed the accounting following table aggregates the final fair value, as of the date of acquisition, acquired in the Biotech Dental acquisition, including measurement period Final Allocation Acquisition consideration: Cash $ 216 Fair value of contributed equity share in a controlled subsidiary 25 Redeemable noncontrolling interests 182 Total consideration $ 423 Identifiable assets acquired and liabilities assumed: Current assets $ 74 Intangible assets 189 Other noncurrent assets 69 Current liabilities (60) Long-term debt (73) Deferred income taxes (53) Other noncurrent liabilities (20) Total identifiable 126 Goodwill 297 Total net assets acquired $ 423 Goodwill is a result of synergies that are expected to originate from the acquisition as well as potential of Biotech Dental. The following table summarizes the identifiable intangible assets acquired Dental: 2023 Weighted Average Lives (in years) Product development $ 124 10 Customer relationships and lists 47 9 Trademarks / Tradenames 18 7 Total $ 189 The pro forma financial information has not been presented because the was immaterial to our condensed consolidated financial statements. Other 2023 Acquisitions During the year ended December 30, 2023, in addition to those noted above, health care distribution and technology and value-added services segments. between 51 % to 100 %. 23 million and $ 38 consolidated statements of income, representing a change in the fair value 2023 acquisition. During the six months ended June 29, 2024 we completed the accounting the year ended December 30, 2023. condensed consolidated financial statements relating to changes in estimated assumed and contingent consideration assets and liabilities. Goodwill is a result of the synergies and cross-selling opportunities that these acquisitions for us, as well as the expected growth potential. purposes. The pro forma financial information for our 2023 acquisitions has not been acquisitions was immaterial to our condensed consolidated Acquisition Costs During the three and six months ended June 29, 2024 we incurred $ 1 3 respectively. 6 13 acquisition costs, respectively. condensed consolidated statements of income. |
Fair Value Measurements |
6 Months Ended |
|---|---|
Jun. 29, 2024 | |
| Fair Value Measurements [Abstract] | |
| Fair Value Measurements | Note 7 – 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. quoted prices for identical or similar assets or liabilities in markets 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 Certain of our notes receivable contain variable interest rates. estimate of fair value based on the interest rates in the applicable fair value is based on Level 3 inputs within the fair value hierarchy. Debt The fair value of our debt (including bank credit lines, current maturities based on Level 3 inputs within the fair value hierarchy, and as of June 29, 2024 and December 30, 2023 was estimated at $ 2,502 2,351 value of our debt include market conditions, such as interest rates and credit Derivative contracts Derivative contracts are valued using quoted market prices and instruments primarily include foreign currency forward agreements, forecasted foreign currency forward contracts, interest rate swaps and total return swaps. The fair values for the majority of our foreign currency derivative contracts rate to a published forward price of the underlying market rates, which transactions that are classified within Level 2 of the fair value hierarchy. The fair value of the interest rate swap, which is classified within Level 2 by comparing our contract rate to a forward market rate as of the The fair value of total return swaps is determined by valuing the underlying using market-on-close pricing by industry providers as of the valuation fair value hierarchy. Redeemable noncontrolling interests The values for redeemable noncontrolling interests are based on recent earnings that are classified within Level 3 of the fair value hierarchy. Assets measured on a non-recurring basis at fair value include intangibles. classified as Level 3 within the fair value hierarchy. 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 June 29, 2024 Level 1 Level 2 Level 3 Total Assets: Derivative contracts designated as hedges $ - $ 8 $ - $ 8 Derivative contracts undesignated - 1 - 1 Total return - 1 - 1 Total assets $ - $ 10 $ - $ 10 Liabilities: Derivative contracts designated as hedges $ - $ 1 $ - $ 1 Derivative contracts undesignated - 1 - 1 Total liabilities $ - $ 2 $ - $ 2 Redeemable noncontrolling interests $ - $ - $ 856 $ 856 December 30, 2023 Level 1 Level 2 Level 3 Total Assets: Derivative contracts designated as hedges $ - $ 1 $ - $ 1 Derivative contracts undesignated - 1 - 1 Total return - 4 - 4 Total assets $ - $ 6 $ - $ 6 Liabilities: Derivative contracts designated as hedges $ - $ 18 $ - $ 18 Derivative contracts undesignated - 2 - 2 Total liabilities $ - $ 20 $ - $ 20 Redeemable noncontrolling interests $ - $ - $ 864 $ 864 |
Debt |
6 Months Ended |
|---|---|
Jun. 29, 2024 | |
| Debt [Abstract] | |
| Debt | Note 8 – Debt Bank Credit Lines Bank credit lines consisted of the following: June 29, December 30, 2024 2023 Revolving credit agreement $ - $ 200 Other short-term bank credit lines 505 64 Total $ 505 $ 264 Revolving Credit Agreement On August 20, 2021 , we entered into a $ 1.0 which was subsequently amended and restated on July 11, 2023 July 11, 2028 update the interest rate provisions to reflect the current market approach rate on this revolving credit facility is based on Term Secured Overnight Financing Rate (“Term SOFR”) plus a spread based on our leverage ratio at the end of each financial reporting rate on this revolving credit agreement was 5.33 % plus 1.10 % for a combined rate of 6.43 %. 2023 the interest rate on this revolving credit agreement was 5.36 % plus 1.00 % for a combined rate of 6.36 %. The Revolving Credit Agreement requires, among other things, that we Additionally, the Revolving Credit Agreement contains customary representations, warranties and affirmative covenants as well as customary negative covenants, subject to negotiated significant corporate changes (including mergers), dispositions and certain restrictive 2024 and December 30, 2023, we had $ 0 200 credit facility. Credit Agreement was approximately $ 77 11 million and $ 10 Agreement. Other Short-Term Bank Credit As of June 29, 2024 and December 30, 2023, we had various other short-term currencies, with a maximum borrowing capacity of $ 586 368 2024 and December 30, 2023, $ 505 64 ended June 29, 2024, the average outstanding balances under our various approximately $ 263 credit lines had weighted average interest rates of 6.15 % and 6.02 %, respectively. Long-term debt Long-term debt consisted of the following: June 29, December 30, 2024 2023 Private placement facilities $ 1,024 $ 1,074 Term loan 731 741 U.S. trade accounts receivable securitization 195 210 Various in varying installments through 2030 at interest rates from 0.00 % to 9.42 % at June 29, 2024 and from 0.00 % to 9.42 % at December 30, 2023 40 54 Finance lease obligations 7 8 Total 1,997 2,087 Less current maturities (106) (150) Total long-term debt $ 1,891 $ 1,937 Private Placement Facilities Our private placement facilities include four 1.5 are available on an uncommitted basis at fixed rate economic time to time through October 20, 2026 . fixed rate based on an agreed upon spread over applicable treasury notes possible issuance will be selected by us and can range from five 15 years 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. The components of our private placement facility borrowings, which 3.66 %, as of June 29, 2024 are presented in the following table: Amount of Date of Borrowing Borrowing Borrowing Outstanding Rate Due Date December 24, 2012 $ 50 3.00 % December 24, 2024 June 16, 2017 100 3.42 June 16, 2027 September 15, 2017 100 3.52 September 15, 2029 January 2, 2018 100 3.32 January 2, 2028 September 2, 2020 100 2.35 September 2, 2030 June 2, 2021 100 2.48 June 2, 2031 June 2, 2021 100 2.58 June 2, 2033 May 4, 2023 75 4.79 May 4, 2028 May 4, 2023 75 4.84 May 4, 2030 May 4, 2023 75 4.96 May 4, 2033 May 4, 2023 150 4.94 May 4, 2033 Less: Deferred debt issuance costs (1) Total $ 1,024 Term Loan On July 11, 2023, we entered into a three-year 750 Agreement”). ratio at the end of each financial reporting quarter. required to make quarterly payments of $ 5 make quarterly payments of $ 9 July 2026. 731 2024, the interest rate under the Term Credit Agreement was 5.33 % plus 1.47 % for a combined rate of 6.80 %. of December 30, 2023, the borrowings outstanding under this term 741 the interest rate under the Term Credit Agreement was 5.36 % plus 1.35 % for a combined rate of 6.71 %. we have a hedge in place that ultimately creates an effective fixed rate of 5.91 % and 5.79 % at June 29, 2024 and December 30, 2023, certain maximum leverage ratios. warranties and affirmative covenants as well as customary negative covenants, subject liens, indebtedness, significant corporate changes (including mergers), dispositions agreements. U.S. Trade Accounts Receivable Securitization We have a facility agreement based on our U.S. trade accounts receivable that is structured as an asset-backed securitization program with pricing committed for up to three years . $ 450 two December 15, 2025 . As of June 29, 2024 and December 30, 2023, the borrowings outstanding $ 195 210 was based on the asset-backed commercial paper rate of 5.49 % plus 0.75 %, for a combined rate of 6.24 %. December 30, 2023, the interest rate on borrowings under this facility was paper rate of 5.67 % plus 0.75 %, for a combined rate of 6.42 %. If our accounts receivable collection pattern changes due to customers our ability to borrow under this facility may be reduced. We are required to pay a commitment fee of 30 35 |
Income Taxes |
6 Months Ended |
|---|---|
Jun. 29, 2024 | |
| Income Taxes [Abstract] | |
| Income Taxes | Note 9 – Income Taxes For the six months ended June 29, 2024 our effective tax rate was 25.2 %, compared to 22.8 % for the prior year period. foreign income taxes. The Organization of Economic Co-Operation and Development (OECD) issued guidance on Pillar Two rules in December 2021, which provides for a global minimum tax rate on the earnings of large multinational businesses on a country-by-country basis. rate is 15% for various jurisdictions pursuant to the Pillar Two rules. Two rules to our financial statements was immaterial. Two, tax reform resulting from these developments may result in changes to adversely impact our effective tax rate going forward or result in higher cash tax liabilities. The total amount of unrecognized tax benefits, which are included in consolidated balance sheets, as of June 29, 2024 and December 30, 2023, was 107 115 respectively, of which $ 99 107 It is possible that the amount of unrecognized tax benefits will material impact on our condensed consolidated statements of income. All tax returns audited by the IRS are officially closed through 2019. IRS include years 2020 and forward. examination. The amount of tax interest expense included as a component of the provision 1 1 million for the six months ended June 29, 2024 and July 1, 2023, respectively. is included in “other liabilities,” and was $ 18 16 The amount of penalties accrued for during the periods presented was not financial statements. |
Plans of Restructuring |
6 Months Ended |
|---|---|
Jun. 29, 2024 | |
| Plans of Restructuring [Abstract] | |
| Plans of Restructuring | Note 10 – Plans of Restructuring On August 1, 2022, we committed to a restructuring plan (the “2022 Plan”) BOLD+1 strategic plan, streamlining operations and other initiatives to been completed as of July 31, 2024. 12 Plan during the remainder of 2024. On August 6, 2024, we committed to a new restructuring plan (the “2024 right-size operations and further increase efficiencies. the 2024 Plan during the second half of 2024 and in 2025, however an not yet been determined. During the three months ended June 29, 2024, and July 1, 2023, in connection restructuring costs of $ 15 18 July 1, 2023, we recorded restructuring costs of $ 25 48 for these periods primarily related to severance and employee-related lease assets and fixed assets, and other lease exit costs. Restructuring costs recorded for the three and six months ended June following: Three Months Ended Six Months Ended Health Care Distribution Technology and Value- Added Services Total Health Care Distribution Technology and Value- Added Services Total Severance and employee-related costs $ 8 $ 1 $ 9 $ 14 $ 2 $ 16 Accelerated depreciation and amortization 5 - 5 6 - 6 Exit and other related costs 1 - 1 3 - 3 Total restructuring $ 14 $ 1 $ 15 $ 23 $ 2 $ 25 Three Months Ended Six Months Ended Health Care Distribution Technology and Value- Added Services Total Health Care Distribution Technology and Value- Added Services Total Severance and employee-related costs $ 13 $ 1 $ 14 $ 30 $ 4 $ 34 Accelerated depreciation and amortization 2 1 3 9 1 10 Exit and other related costs 1 - 1 2 1 3 Loss on disposal of a business - - - 1 - 1 Total restructuring $ 16 $ 2 $ 18 $ 42 $ 6 $ 48 The following table summarizes, restructuring initiatives costs as of June 29, 2024, which primarily relates to severance and employee-related expenses: other within our condensed consolidated balance sheets. recorded within our current and non-current operating lease liabilities within sheets. Technology Health Care Value-Added Distribution Services Total Balance, December 30, 2023 $ 22 $ 1 $ 23 Restructuring costs 23 2 25 Non-cash accelerated depreciation and amortization (6) - (6) Cash payments and other adjustments (18) (3) (21) Balance, June 29, 2024 $ 21 $ - $ 21 |
Legal Proceedings |
6 Months Ended |
|---|---|
Jun. 29, 2024 | |
| Legal Proceedings [Abstract] | |
| Legal Proceedings | Note 11 – Legal Proceedings Henry Schein, Inc. has been named as a defendant in multiple opioid hundred and seventy-five ( 175 ); one or more of Henry Schein, Inc.’s subsidiaries is also named as a defendant in a number of those cases). in a false advertising campaign to expand the market for such drugs and in the supply chain (including Henry Schein, Inc. and its subsidiaries) reaped otherwise failing to monitor appropriately and restrict the improper distribution consist of some that have been consolidated within the MultiDistrict Litigation Prescription Opiate Litigation (MDL No. 2804; Case No. 17-md-2804) remain pending in state courts and are proceeding independently and outside following case is set for trial: the action filed by Florida Health Sciences Center, Inc. (and 25 other hospitals located throughout the State of Florida) in Florida state court, which is currently 2025. 12.3 four - tenths of 1 percent. against these actions. In August 2022, Henry Schein received a Grand Jury Subpoena from the United Western District of Virginia, Federal Food, Drug & Cosmetic Act by Butler Animal Health Supply, LLC (“Butler”), a former subsidiary of Henry Schein. October 2022, Henry Schein received a second Grand Jury Subpoena the Western District of Virginia. received from Butler or Covetrus, Inc. (“Covetrus”). subsidiary of Covetrus in 2019 and is no longer owned by Henry Schein. investigation. On January 18, 2024, a putative class action was filed against the Company Eastern District of New York (“EDNY”), Case No. 24-cv-387 (the “Cruz-Bermudez Action”), based on the October 2023 cyber incident described in On January 26, 2024, a second putative class action was filed against the Company based on the cyber incident, also “Depperschmidt Action”). prejudice. plaintiffs’ counsel from the Depperschmidt Action and an additional new plaintiff. Plaintiffs in the Cruz-Bermudez Action seek to represent a class of all individuals information and personal health information was compromised by been harmed by alleged actions and/or omissions by the Company Company made deceptive public statements regarding privacy and data protection. claims seeking monetary damages, injunctive relief, costs and attorneys’ 22, 2024, plaintiffs voluntarily withdrew two of their five causes of action. Company’s motion to dismiss the remaining claims. On June 6, 2024, plaintiffs and the Company informed the court that they had agreed action settlement of the Cruz-Bermudez Action. the court’s approval. amount, will depend in part on the outcome of Henry Schein’s review of the data impacted in the cyber incident determine the final class size total. ordered plaintiffs to move for preliminary approval of the proposed settlement by settlement will be for an immaterial amount. Henry Schein, Inc. and its subsidiary, North American Rescue, LLC (“NAR”), have been named as defendants qui tam lawsuit brought under the federal False Claims Act (“FCA”), in Russ and Murphy ex rel. United States v. North American Rescue, LLC et al. ; Case No. 21-cv-04238, filed in the United States District for the Eastern District of Pennsylvania. Chris Murphy) who worked for one of NAR’s competitors. as a defendant. “CAT”). amended complaint in November 2023. R, Relators requested and obtained leave to file their Second Amended FCA claims are based on allegations that NAR and Henry Schein made false connection with, and sold and submitted false claims for payment to the federal products that Relators contend violated certain “Buy American” Agreements Act of 1979) and/or were not properly sterilized as noted misbranded. blankets, eye, ear, nose and throat kits, and trauma dressing. supervised NAR’s alleged misconduct for a period of time. proved at trial, statutory civil penalties, reasonable expenses, attorneys’ interest. court dismissed the claims against Henry Schein (without prejudice) and Henry The motions to dismiss filed by NAR and CAT-R were denied. this 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 consolidated financial position, liquidity or results of operations. As of June 29, 2024, we had accrued our best estimate of potential result in liability and for which we were able to reasonably estimate a expenses, was not material to our financial position, results of operations determining estimated losses considers currently available factors, including probable recoveries from third parties. |
Stock-Based Compensation |
6 Months Ended |
|---|---|
Jun. 29, 2024 | |
| Stock-Based Compensation [Abstract] | |
| Stock-Based Compensation | Note 12 – Stock-Based Compensation Stock-based awards are provided to certain employees under our 2024 Stock Incentive 2020 Stock Incentive Plan) and to non-employee directors under our 2023 Non-Employee Plan (together, the “Plans”). (the “Compensation Committee”). the form of time-based and performance-based restricted stock units (“RSUs”) with year in which non-qualified stock options were issued in place of performance-based granted time-based and performance-based RSUs, as well as non-qualified plan year, performance-based RSUs. based RSUs. RSUs are stock-based awards granted to recipients with specified vesting provisions. stock is delivered on or following satisfaction of vesting conditions. vest (i) solely based on the recipient’s continued service over time, primarily with four -year cliff vesting and/or (ii) based on achieving specified performance measurements and the recipient’s continued service over time, primarily with three -year cliff vesting. 12 -month cliff vesting. For these RSUs, we recognize the cost as compensation expense on a straight-line For all RSUs, we estimate the fair value based on our closing stock performance-based RSUs, the number of shares that ultimately vest and our performance as measured against specified targets over a specified period, as Committee. performance-based RSUs based on our closing stock price at time of grant. Each of the Plans provide for certain adjustments to the performance the Plans. performance measurement adjustments relate to significant events, including, divestitures, new business ventures, certain capital transactions (including share budgeted average outstanding shares (other than those resulting from capital restructuring costs, if any, amortization expense recorded for acquisition-related intangible assets (solely with respect to performance-based RSUs granted in the 2023 and 2024 plan years), payments, if any, changes in accounting principles or in applicable laws or regulations, changes in income tax rates in certain markets, foreign exchange fluctuations, the financial impact in projected earnings generated by COVID-19 test kits (solely with respect the 2022 and 2023 plan years) and impairment charges (solely with respect to performance-based the 2023 and 2024 plan years), and unforeseen events or circumstances Over the performance period, the number of RSUs that will ultimately vest compensation expense is adjusted upward or downward based upon our targets. expense is based on our actual performance metrics as defined under Stock options are awards that allow the recipient to purchase shares of our price set at the time of grant. date of grant. one-third service, subject to the terms and conditions of the 2020 Stock Incentive Plan, three years grant date and have a contractual term of ten years term acceleration upon certain events. vesting method. During the six months ended June 29, 2024, we did no t grant any stock options. Our condensed consolidated statements of income reflect pre-tax share-based compensation 12 and $ 20 July 1, 2023, we recorded pre-tax share-based compensation expense of $ 14 24 Total unrecognized compensation cost related to unvested awards as of June 29, 2024 was $ 104 expected to be recognized over a weighted-average period of approximately 2.6 Our condensed consolidated statements of cash flows present our reconciling adjustment between net income and net cash provided by operating There were no cash benefits associated with tax deductions in excess of months ended June 29, 2024 and July 1, 2023. We have not declared cash dividends on our stock in the past and we do not anticipate declaring cash dividends in the foreseeable future. our stock, historical volatility of our stock and other factors. Treasury yield curve in effect at the time of grant that most closely aligns to the expected life of options. six - year expected life of the options was determined using the simplified permitted under Staff Accounting Bulletin Topic 14. The following table summarizes the stock option activity for the six months Stock Options Weighted Average Weighted Average Aggregate Exercise Remaining Contractual Shares Price Life (in years) Outstanding at beginning of period 1,078,459 $ 71.46 Granted - Exercised (44,750) 62.71 Forfeited (4,608) 84.60 Outstanding at end of period 1,029,101 $ 71.78 7.1 $ 1 Options exercisable at end of period 889,060 $ 69.71 Weighted Average Weighted Average Aggregate Number of Exercise Remaining Contractual Intrinsic Options Price Life (in years) Value Expected to vest 140,041 $ 84.94 7.7 $ - The following tables summarize the activity of our unvested RSUs for Time-Based Restricted Stock Units Performance-Based Restricted Stock Units Weighted Weighted Average Intrinsic Average Intrinsic Grant Date Fair Value Grant Date Fair Value Shares/Units Value Per Share Per Share Shares/Units Value Per Share Per Share Outstanding at beginning of period 1,655,393 $ 70.34 208,742 $ 78.02 Granted 461,798 75.88 408,681 76.31 Vested (321,460) 62.79 (8,262) 66.53 Forfeited (59,283) 77.31 (35,527) 80.55 Outstanding at end of period 1,736,448 $ 72.99 $ 64.10 573,634 $ 75.78 $ 64.10 |
Redeemable Noncontrolling Interests |
6 Months Ended |
|---|---|
Jun. 29, 2024 | |
| Redeemable Noncontrolling Interests [Abstract] | |
| Redeemable Noncontrolling Interests | Note 13 – Redeemable Noncontrolling Interests Some minority stockholders in certain of our subsidiaries have the right, 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 six months ended June 29, 2024 and the year ended December following table: June 29, December 30, 2024 2023 Balance, beginning of period $ 864 $ 576 Decrease in redeemable noncontrolling interests due to acquisitions of (205) (19) Increase in redeemable noncontrolling interests due to business acquisitions 154 326 Net income (loss) attributable to redeemable noncontrolling interests (1) 6 Distributions declared, net of capital contributions (22) (19) Effect of foreign currency translation gain (loss) attributable to (15) 5 Change in fair value of redeemable securities 81 (11) Balance, end of period $ 856 $ 864 |
Comprehensive Income |
6 Months Ended |
|---|---|
Jun. 29, 2024 | |
| Comprehensive Income [Abstract] | |
| Comprehensive Income | Note 14 – Comprehensive Income Comprehensive income includes certain gains and losses that, under U.S. GAAP, are excluded from net income and are recorded directly to stockholders’ equity. The following table summarizes our Accumulated other comprehensive loss, net of June 29, December 30, 2024 2023 Attributable to redeemable noncontrolling interests: Foreign currency translation adjustment $ (47) $ (32) Attributable to noncontrolling interests: Foreign currency translation adjustment $ (1) $ (1) Attributable to Henry Schein, Inc.: Foreign currency translation adjustment $ (289) $ (188) Unrealized gain (loss) from hedging activities 2 (13) Pension adjustment loss (5) (5) Accumulated other comprehensive loss $ (292) $ (206) Total Accumulated $ (340) $ (239) The following table summarizes the components of comprehensive income, net Three Months Ended Six Months Ended June 29, July 1, June 29, July 1, 2024 2023 2024 2023 Net income $ 105 $ 148 $ 203 $ 276 Foreign currency translation gain (loss) (62) 3 (116) 28 Tax effect - - - - Foreign currency translation gain (loss) (62) 3 (116) 28 Unrealized gain (loss) from hedging activities 6 (2) 21 (6) Tax effect (2) 1 (6) 2 Unrealized gain (loss) from hedging activities 4 (1) 15 (4) Comprehensive income $ 47 $ 150 $ 102 $ 300 Our financial statements are denominated in U.S. Dollars. compared to the U.S. Dollar may have a significant impact on our translation gain (loss) during the six months ended June 29, 2024 and six due to changes in foreign currency exchange rates of the Brazilian Real, Euro, Australian Dollar and Swiss Franc. The hedging gain (loss) during the three and six months ended June 29, 2024, net investment hedge. The following table summarizes our total comprehensive income, net of Three Months Ended Six Months Ended June 29, July 1, June 29, July 1, 2024 2023 2024 2023 Comprehensive income attributable to Henry Schein, Inc. $ 51 $ 143 $ 111 $ 284 Comprehensive income attributable to noncontrolling interests 4 3 7 6 Comprehensive income (loss) attributable to Redeemable noncontrolling interests (8) 4 (16) 10 Comprehensive income $ 47 $ 150 $ 102 $ 300 |
Earnings Per Share |
6 Months Ended |
|---|---|
Jun. 29, 2024 | |
| Earnings Per Share [Abstract] | |
| Earnings Per Share | Note 15 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 exercise of stock options using the treasury stock method in periods A reconciliation of shares used in calculating earnings per basic and Three Months Ended Six Months Ended June 29, July 1, June 29, July 1, 2024 2023 2024 2023 Basic 127,784,380 130,905,899 128,252,628 131,136,450 Effect of dilutive securities: Stock options and restricted stock units 862,126 967,275 954,152 1,329,299 Diluted 128,646,506 131,873,174 129,206,780 132,465,749 The number of antidilutive securities that were excluded from the calculation shares outstanding are as follows: Three Months Ended Six Months Ended June 29, July 1, June 29, July 1, 2024 2023 2024 2023 Stock options 416,790 426,002 417,819 427,355 Restricted stock units 792,247 19,405 495,077 19,405 Total anti-dilutive share computation 1,209,037 445,407 912,896 446,760 |
Supplemental Cash Flow Information |
6 Months Ended |
|---|---|
Jun. 29, 2024 | |
| Supplemental Cash Flow information [Abstract] | |
| Supplemental Cash Flow Information | Note 16 – Supplemental Cash Flow Information Cash paid for interest and income taxes was: Six Months Ended June 29, July 1, 2024 2023 Interest $ 63 $ 32 Income taxes 82 118 For the six months ended June 29, 2024 and July 1, 2023, we had 21 (6) unrealized gains (losses) related to hedging activities, respectively. |
Related Party Transactions |
6 Months Ended |
|---|---|
Jun. 29, 2024 | |
| Related Party Transactions [Abstract] | |
| Related Party Transactions | Note 17 – Related Party Transactions In connection with the formation of Henry Schein One, LLC, our joint venture formed on July 1, 2018, we entered into a ten-year Internet Brands approximately $ 31 six months ended June 29, 2024, we recorded $ 8 16 related to this royalty agreement. 8 $ 16 December 30, 2023, Henry Schein One, LLC had a net payable balance 11 1 million, respectively, comprised of amounts related to results of operations and the royalty agreement. components of this payable are recorded within accrued expenses: other within sheets. We have interests in entities that we account for under the equity accounting method. business, during the three and six months ended June 29, 2024, we recorded net 12 24 million respectively, to such entities. $ 11 23 we purchased $ 2 5 July 1, 2023, we purchased $ 3 5 December 30, 2023, we had an aggregate $ 31 32 and $ 5 5 Certain of our facilities related to our acquisitions are leased from employees leases are classified as operating leases and have a remaining lease term two months 13 of June 29, 2024, current and non-current liabilities associated with related 6 and $ 22 7.5 % and 8.6 % of the total current and non-current operating lease liabilities, respectively. 6.3 % and 7.4 % of the total current and non-current operating lease liabilities, respectively. |
Basis of Presentation (Policy) |
6 Months Ended |
|---|---|
Jun. 29, 2024 | |
| Basis of Presentation [Abstract] | |
| Principles of Consolidation | Our condensed consolidated financial statements include the accounts of Henry controlled subsidiaries (“we”, “us” and “our”). consolidation. financial decisions are accounted for under the equity method. to conform to the current period presentation. have a material impact on our condensed consolidated financial condition, |
| Use of Estimates | The preparation of financial statements in conformity with accounting principles States requires us to make estimates and assumptions that affect the reported amounts of disclosure of contingent assets and liabilities at the date of the financial revenues and expenses during the reporting period. operations for the three and six months ended June 29, 2024 are not necessarily expected for any other interim period or for the year ending December |
| Consolidated Variable Interest Entity | We consolidate the results of operations and financial position of a trade accounts receivable securitization which we consider a VIE because we are its primary beneficiary, as we have the power to direct activities that most significantly affect its economic performance and have the obligation to absorb the benefits. debt. December 30, 2023, certain trade accounts receivable that can only be used $ 330 284 were $ 195 210 |
Significant Accounting Policies and Recently Issued Accounting Standards (Policy) |
6 Months Ended |
|---|---|
Jun. 29, 2024 | |
| Significant Accounting Policies and Recently Issued Accounting Standards [Abstract] | |
| Recently Issued Accounting Standards | Recently Issued Accounting Standards In March 2024, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2024-01, “ Compensation - Stock Compensation (Topic 718): Scope Application of Profits Interest and Similar Awards, ” which clarifies how to determine whether a profit interest and for as a share-based payment arrangement under Topic 718 or within the scope of other guidance. provides an illustrative example with multiple fact patterns and amends Topic 718 to improve its clarity and operability. profits interest awards as compensation to employees or nonemployees can apply the amendments either retrospectively to all periods presented to profits interest awards granted or modified on or after the date an entity must disclose the nature of and reason for the change in accounting principle adoption of the ASU. periods within those fiscal years. impact on our consolidated financial statements. In December 2023, FASB issued ASU 2023-09, “ Income Taxes (Topic Disclosures ,” which requires public business entities to disclose additional respect to the reconciliation of the effective tax rate to the statutory rate for federal, state and It also requires greater detail about individual reconciling items in those items exceeds a specified threshold. ASU requires information pertaining to taxes paid (net of refunds received) and foreign taxes and further disaggregated for specific jurisdictions quantitative threshold. determined by reference to the item’s fundamental or essential characteristics, such as the transaction or event triggered the establishment of the reconciling item and the activity with which The ASU eliminates the historic requirement that entities disclose information benefits having a reasonable possibility of significantly increasing reporting date. permitted for annual financial statements that have not yet been should be applied on a prospective basis; however, retrospective application is permitted. evaluating the impact that ASU 2023-09 will have on our consolidated In November 2023, the FASB issued ASU 2023-07, “ Segment Reporting (Topic 280): Improvements to Reportable Segments ,” which aims to improve financial reporting by requiring disclosure on an annual and interim basis for all public entities to enable investors to analyses. segments. operating decision maker uses to assess segment performance and Topic 280 also requires other specified segment items and amounts, such as depreciation, amortization and depletion expense, to be disclosed under certain circumstances. remove those disclosure requirements and do not change how a public aggregates those operating segments or applies the quantitative thresholds This ASU is effective for fiscal years beginning after December 15, 2023, and interim beginning after December 15, 2024. 2023- 07 will have on our consolidated financial statements. |
Net Sales from Contracts with Customers (Tables) |
6 Months Ended |
|---|---|
Jun. 29, 2024 | |
| Net Sales from Contracts with Customers [Abstract] | |
| Disaggregation of Revenue | Three Months Ended Six Months Ended June 29, 2024 June 29, 2024 North America International Global North America International Global Net sales: Health care distribution Dental $ 1,129 $ 795 $ 1,924 $ 2,232 $ 1,606 $ 3,838 Medical 970 28 998 1,984 55 2,039 Total health care distribution 2,099 823 2,922 4,216 1,661 5,877 Technology 186 28 214 375 56 431 Total net sales $ 2,285 $ 851 $ 3,136 $ 4,591 $ 1,717 $ 6,308 Three Months Ended Six Months Ended July 1, 2023 July 1, 2023 North America International Global North America International Global Net sales: Health care distribution Dental $ 1,169 $ 788 $ 1,957 $ 2,313 $ 1,542 $ 3,855 Medical 925 25 950 1,876 45 1,921 Total health care distribution 2,094 813 2,907 4,189 1,587 5,776 Technology 168 25 193 334 50 384 Total net sales $ 2,262 $ 838 $ 3,100 $ 4,523 $ 1,637 $ 6,160 |
Segment Data (Tables) |
6 Months Ended |
|---|---|
Jun. 29, 2024 | |
| Segment Data [Abstract] | |
| Business segment information | Three Months Ended Six Months Ended June 29, July 1, June 29, July 1, 2024 2023 2024 2023 Net sales: Health care distribution (1) Dental $ 1,924 $ 1,957 $ 3,838 $ 3,855 Medical 998 950 2,039 1,921 Total health care distribution 2,922 2,907 5,877 5,776 Technology (2) 214 193 431 384 Total $ 3,136 $ 3,100 $ 6,308 $ 6,160 Consists of consumable products, dental specialty products (including implant, orthodontic and endodontic products), small equipment, laboratory products, large equipment, equipment repair services, branded and generic pharmaceuticals, vaccines, surgical products, diagnostic tests, infection-control products, PPE products, vitamins and orthopedic implants. (2) Consists of practice management software and other value-added products, which are distributed primarily to health care providers, practice consultancy, education, revenue cycle management and financial services on a non-recourse basis, e-services, continuing education services for practitioners, practice technology, network and hardware services, and other services. Three Months Ended Six Months Ended June 29, July 1, June 29, July 1, 2024 2023 2024 2023 Operating Income: Health care distribution $ 146 $ 166 $ 272 $ 311 Technology 13 35 37 65 Total $ 159 $ 201 $ 309 $ 376 |
Business Acquisitions (Tables) |
6 Months Ended |
|---|---|
Jun. 29, 2024 | |
| TriMed, Inc. [Member] | |
| Business Acquisition [Line Items] | |
| Summary of Estimated Fair Value of Consideration Paid and Net Assets Acquired | 2024 Acquisition consideration: Cash $ 141 Deferred consideration 22 Redeemable noncontrolling interests 153 Total consideration $ 316 Identifiable assets acquired and liabilities assumed: Current assets $ 36 Intangible assets 221 Other noncurrent assets 10 Current liabilities (9) Deferred income taxes (62) Other noncurrent liabilities (6) Total identifiable 190 Goodwill 126 Total net assets acquired $ 316 |
| Summary of Identifiable Intangible Assets Acquired and Estimated Useful Lives | 2024 Weighted Average Lives (in years) Product development $ 204 9 Trademarks / Tradenames 9 7 In process research & development 8 - Total $ 221 |
| Shield Healthcare, Inc. [Member] | |
| Business Acquisition [Line Items] | |
| Summary of Estimated Fair Value of Consideration Paid and Net Assets Acquired | Preliminary Allocation as of December 30, 2023 Measurement Period Adjustments Final Allocation Acquisition consideration: Cash $ 286 $ 3 $ 289 Deferred consideration 43 (21) 22 Redeemable noncontrolling interests 37 - 37 Total consideration $ 366 $ (18) $ 348 Identifiable assets acquired and liabilities assumed: Current assets $ 41 $ - $ 41 Intangible assets 166 - 166 Other noncurrent assets 14 2 16 Current liabilities (24) - (24) Deferred income taxes (41) (2) (43) Other noncurrent liabilities (7) - (7) Total identifiable 149 - 149 Goodwill 217 (18) 199 Total net assets acquired $ 366 $ (18) $ 348 |
| Summary of Identifiable Intangible Assets Acquired and Estimated Useful Lives | 2023 Weighted Average (in years) Customer relationships and lists $ 156 12 Trademarks / Tradenames 10 5 Total $ 166 |
| S.I.N [Member] | |
| Business Acquisition [Line Items] | |
| Summary of Estimated Fair Value of Consideration Paid and Net Assets Acquired | Preliminary Allocation as of December 30, 2023 Measurement Period Adjustments Final Allocation Acquisition consideration: Cash $ 329 $ - $ 329 Total consideration $ 329 $ - $ 329 Identifiable assets acquired and liabilities assumed: Current assets $ 67 $ 6 $ 73 Intangible assets 87 - 87 Other noncurrent assets 46 2 48 Current liabilities (33) - (33) Long-term debt (22) - (22) Deferred income taxes (35) (3) (38) Other noncurrent liabilities (27) - (27) Total identifiable 83 5 88 Goodwill 246 (5) 241 Total net assets acquired $ 329 $ - $ 329 |
| Summary of Identifiable Intangible Assets Acquired and Estimated Useful Lives | 2023 Weighted Average (in years) Customer relationships and lists $ 38 7 Product development 36 8 Trademarks / Tradenames 13 10 Total $ 87 |
| Biotech Dental [Member] | |
| Business Acquisition [Line Items] | |
| Summary of Estimated Fair Value of Consideration Paid and Net Assets Acquired | Final Allocation Acquisition consideration: Cash $ 216 Fair value of contributed equity share in a controlled subsidiary 25 Redeemable noncontrolling interests 182 Total consideration $ 423 Identifiable assets acquired and liabilities assumed: Current assets $ 74 Intangible assets 189 Other noncurrent assets 69 Current liabilities (60) Long-term debt (73) Deferred income taxes (53) Other noncurrent liabilities (20) Total identifiable 126 Goodwill 297 Total net assets acquired $ 423 |
| Summary of Identifiable Intangible Assets Acquired and Estimated Useful Lives | 2023 Weighted Average Lives (in years) Product development $ 124 10 Customer relationships and lists 47 9 Trademarks / Tradenames 18 7 Total $ 189 |
Fair Value Measurements (Tables) |
6 Months Ended |
|---|---|
Jun. 29, 2024 | |
| Fair Value Measurements [Abstract] | |
| Assets and Liabilities Measured and Recognized on a Recurring Basis | June 29, 2024 Level 1 Level 2 Level 3 Total Assets: Derivative contracts designated as hedges $ - $ 8 $ - $ 8 Derivative contracts undesignated - 1 - 1 Total return - 1 - 1 Total assets $ - $ 10 $ - $ 10 Liabilities: Derivative contracts designated as hedges $ - $ 1 $ - $ 1 Derivative contracts undesignated - 1 - 1 Total liabilities $ - $ 2 $ - $ 2 Redeemable noncontrolling interests $ - $ - $ 856 $ 856 December 30, 2023 Level 1 Level 2 Level 3 Total Assets: Derivative contracts designated as hedges $ - $ 1 $ - $ 1 Derivative contracts undesignated - 1 - 1 Total return - 4 - 4 Total assets $ - $ 6 $ - $ 6 Liabilities: Derivative contracts designated as hedges $ - $ 18 $ - $ 18 Derivative contracts undesignated - 2 - 2 Total liabilities $ - $ 20 $ - $ 20 Redeemable noncontrolling interests $ - $ - $ 864 $ 864 |
Debt (Tables) |
6 Months Ended |
|---|---|
Jun. 29, 2024 | |
| Debt [Abstract] | |
| Schedule of Bank Credit Lines | June 29, December 30, 2024 2023 Revolving credit agreement $ - $ 200 Other short-term bank credit lines 505 64 Total $ 505 $ 264 |
| Schedule of Long-Term Debt | June 29, December 30, 2024 2023 Private placement facilities $ 1,024 $ 1,074 Term loan 731 741 U.S. trade accounts receivable securitization 195 210 Various in varying installments through 2030 at interest rates from 0.00 % to 9.42 % at June 29, 2024 and from 0.00 % to 9.42 % at December 30, 2023 40 54 Finance lease obligations 7 8 Total 1,997 2,087 Less current maturities (106) (150) Total long-term debt $ 1,891 $ 1,937 |
| Schedule of Private Placement Facility Borrowings | Amount of Date of Borrowing Borrowing Borrowing Outstanding Rate Due Date December 24, 2012 $ 50 3.00 % December 24, 2024 June 16, 2017 100 3.42 June 16, 2027 September 15, 2017 100 3.52 September 15, 2029 January 2, 2018 100 3.32 January 2, 2028 September 2, 2020 100 2.35 September 2, 2030 June 2, 2021 100 2.48 June 2, 2031 June 2, 2021 100 2.58 June 2, 2033 May 4, 2023 75 4.79 May 4, 2028 May 4, 2023 75 4.84 May 4, 2030 May 4, 2023 75 4.96 May 4, 2033 May 4, 2023 150 4.94 May 4, 2033 Less: Deferred debt issuance costs (1) Total $ 1,024 |
Plans of Restructuring and Integration Costs (Tables) |
6 Months Ended |
|---|---|
Jun. 29, 2024 | |
| Plans of Restructuring [Abstract] | |
| Schedule of Restructuring Costs and Integration Costs | Three Months Ended Six Months Ended Health Care Distribution Technology and Value- Added Services Total Health Care Distribution Technology and Value- Added Services Total Severance and employee-related costs $ 8 $ 1 $ 9 $ 14 $ 2 $ 16 Accelerated depreciation and amortization 5 - 5 6 - 6 Exit and other related costs 1 - 1 3 - 3 Total restructuring $ 14 $ 1 $ 15 $ 23 $ 2 $ 25 Three Months Ended Six Months Ended Health Care Distribution Technology and Value- Added Services Total Health Care Distribution Technology and Value- Added Services Total Severance and employee-related costs $ 13 $ 1 $ 14 $ 30 $ 4 $ 34 Accelerated depreciation and amortization 2 1 3 9 1 10 Exit and other related costs 1 - 1 2 1 3 Loss on disposal of a business - - - 1 - 1 Total restructuring $ 16 $ 2 $ 18 $ 42 $ 6 $ 48 |
| Schedule of Restructuring Reserve by Segment | Technology Health Care Value-Added Distribution Services Total Balance, December 30, 2023 $ 22 $ 1 $ 23 Restructuring costs 23 2 25 Non-cash accelerated depreciation and amortization (6) - (6) Cash payments and other adjustments (18) (3) (21) Balance, June 29, 2024 $ 21 $ - $ 21 |
Stock-Based Compensation (Tables) |
6 Months Ended |
|---|---|
Jun. 29, 2024 | |
| Stock-Based Compensation [Abstract] | |
| Summary of Stock Option Activity Under the Plans | Stock Options Weighted Average Weighted Average Aggregate Exercise Remaining Contractual Shares Price Life (in years) Outstanding at beginning of period 1,078,459 $ 71.46 Granted - Exercised (44,750) 62.71 Forfeited (4,608) 84.60 Outstanding at end of period 1,029,101 $ 71.78 7.1 $ 1 Options exercisable at end of period 889,060 $ 69.71 |
| Intrinsic Values | Weighted Average Weighted Average Aggregate Number of Exercise Remaining Contractual Intrinsic Options Price Life (in years) Value Expected to vest 140,041 $ 84.94 7.7 $ - |
| Status of Unvested RSUs | Time-Based Restricted Stock Units Performance-Based Restricted Stock Units Weighted Weighted Average Intrinsic Average Intrinsic Grant Date Fair Value Grant Date Fair Value Shares/Units Value Per Share Per Share Shares/Units Value Per Share Per Share Outstanding at beginning of period 1,655,393 $ 70.34 208,742 $ 78.02 Granted 461,798 75.88 408,681 76.31 Vested (321,460) 62.79 (8,262) 66.53 Forfeited (59,283) 77.31 (35,527) 80.55 Outstanding at end of period 1,736,448 $ 72.99 $ 64.10 573,634 $ 75.78 $ 64.10 |
Redeemable Noncontrolling Interests (Tables) |
6 Months Ended |
|---|---|
Jun. 29, 2024 | |
| Redeemable Noncontrolling Interests [Abstract] | |
| Components of the Change in Redeemable Noncontrolling Interests | June 29, December 30, 2024 2023 Balance, beginning of period $ 864 $ 576 Decrease in redeemable noncontrolling interests due to acquisitions of (205) (19) Increase in redeemable noncontrolling interests due to business acquisitions 154 326 Net income (loss) attributable to redeemable noncontrolling interests (1) 6 Distributions declared, net of capital contributions (22) (19) Effect of foreign currency translation gain (loss) attributable to (15) 5 Change in fair value of redeemable securities 81 (11) Balance, end of period $ 856 $ 864 |
Comprehensive Income (Tables) |
6 Months Ended |
|---|---|
Jun. 29, 2024 | |
| Comprehensive Income [Abstract] | |
| Accumulated Other Comprehensive Loss Net of Applicable Taxes | June 29, December 30, 2024 2023 Attributable to redeemable noncontrolling interests: Foreign currency translation adjustment $ (47) $ (32) Attributable to noncontrolling interests: Foreign currency translation adjustment $ (1) $ (1) Attributable to Henry Schein, Inc.: Foreign currency translation adjustment $ (289) $ (188) Unrealized gain (loss) from hedging activities 2 (13) Pension adjustment loss (5) (5) Accumulated other comprehensive loss $ (292) $ (206) Total Accumulated $ (340) $ (239) |
| Components of Comprehensive Income, Net of Applicable Taxes | Three Months Ended Six Months Ended June 29, July 1, June 29, July 1, 2024 2023 2024 2023 Net income $ 105 $ 148 $ 203 $ 276 Foreign currency translation gain (loss) (62) 3 (116) 28 Tax effect - - - - Foreign currency translation gain (loss) (62) 3 (116) 28 Unrealized gain (loss) from hedging activities 6 (2) 21 (6) Tax effect (2) 1 (6) 2 Unrealized gain (loss) from hedging activities 4 (1) 15 (4) Comprehensive income $ 47 $ 150 $ 102 $ 300 |
| Total Comprehensive Income, Net of Applicable Taxes | Three Months Ended Six Months Ended June 29, July 1, June 29, July 1, 2024 2023 2024 2023 Comprehensive income attributable to Henry Schein, Inc. $ 51 $ 143 $ 111 $ 284 Comprehensive income attributable to noncontrolling interests 4 3 7 6 Comprehensive income (loss) attributable to Redeemable noncontrolling interests (8) 4 (16) 10 Comprehensive income $ 47 $ 150 $ 102 $ 300 |
Earnings Per Share (Tables) |
6 Months Ended |
|---|---|
Jun. 29, 2024 | |
| Earnings Per Share [Abstract] | |
| Reconciliation of Shares used in Calculating Earnings per Share Basic and Diluted | Three Months Ended Six Months Ended June 29, July 1, June 29, July 1, 2024 2023 2024 2023 Basic 127,784,380 130,905,899 128,252,628 131,136,450 Effect of dilutive securities: Stock options and restricted stock units 862,126 967,275 954,152 1,329,299 Diluted 128,646,506 131,873,174 129,206,780 132,465,749 |
| Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | Three Months Ended Six Months Ended June 29, July 1, June 29, July 1, 2024 2023 2024 2023 Stock options 416,790 426,002 417,819 427,355 Restricted stock units 792,247 19,405 495,077 19,405 Total anti-dilutive share computation 1,209,037 445,407 912,896 446,760 |
Supplemental Cash Flow Information (Tables) |
6 Months Ended |
|---|---|
Jun. 29, 2024 | |
| Supplemental Cash Flow information [Abstract] | |
| Cash paid for interest and income taxes | Six Months Ended June 29, July 1, 2024 2023 Interest $ 63 $ 32 Income taxes 82 118 |
Basis of Presentation - Narrative (Details) - Variable Interest Entity, Primary Beneficiary [Member] - USD ($) $ in Millions |
Jun. 29, 2024 |
Dec. 30, 2023 |
|---|---|---|
| Asset Pledged as Collateral [Member] | ||
| Pledged assets | $ 330 | $ 284 |
| Recourse [Member] | ||
| Liabilities of VIE | $ 195 | $ 210 |
Cybersecurity Incident - Narrative (Details) - Cyber Incident [Member] - USD ($) $ in Millions |
3 Months Ended | 6 Months Ended |
|---|---|---|
Jun. 29, 2024 |
Jun. 29, 2024 |
|
| Unusual or Infrequent Item, or Both [Line Items] | ||
| Expenses related to cybersecurity incident | $ 3 | $ 8 |
| Insurance proceeds related to cybersecurity incident | $ 10 | 10 |
| Insurance policy limitations | 60 | |
| Insurance retention | $ 5 |
Net Sales from Contracts with Customers - Narrative (Details) - USD ($) $ in Millions |
6 Months Ended | |||
|---|---|---|---|---|
Jun. 29, 2024 |
Jul. 01, 2023 |
Dec. 30, 2023 |
Dec. 31, 2022 |
|
| Net Sales from Contracts with Customers [Abstract] | ||||
| Contract with Customer, Liability, Current | $ 77 | $ 89 | $ 86 | |
| Contract with Customer, Liability, Noncurrent | 8 | $ 9 | $ 8 | |
| Contract with Customer, Liability, Revenue Recognized | $ 55 | $ 56 | ||
Net Sales from Contracts with Customers - Disaggregation of Revenue (Details) - USD ($) $ in Millions |
3 Months Ended | 6 Months Ended | ||
|---|---|---|---|---|
Jun. 29, 2024 |
Jul. 01, 2023 |
Jun. 29, 2024 |
Jul. 01, 2023 |
|
| Disaggregation of Revenue [Abstract] | ||||
| Net sales | $ 3,136 | $ 3,100 | $ 6,308 | $ 6,160 |
| North America [Member] | ||||
| Disaggregation of Revenue [Abstract] | ||||
| Net sales | 2,285 | 2,262 | 4,591 | 4,523 |
| International [Member] | ||||
| Disaggregation of Revenue [Abstract] | ||||
| Net sales | 851 | 838 | 1,717 | 1,637 |
| Health Care Distribution [Member] | ||||
| Disaggregation of Revenue [Abstract] | ||||
| Net sales | 2,922 | 2,907 | 5,877 | 5,776 |
| Health Care Distribution [Member] | North America [Member] | ||||
| Disaggregation of Revenue [Abstract] | ||||
| Net sales | 2,099 | 2,094 | 4,216 | 4,189 |
| Health Care Distribution [Member] | International [Member] | ||||
| Disaggregation of Revenue [Abstract] | ||||
| Net sales | 823 | 813 | 1,661 | 1,587 |
| Health Care Distribution [Member] | Dental [Member] | ||||
| Disaggregation of Revenue [Abstract] | ||||
| Net sales | 1,924 | 1,957 | 3,838 | 3,855 |
| Health Care Distribution [Member] | Dental [Member] | North America [Member] | ||||
| Disaggregation of Revenue [Abstract] | ||||
| Net sales | 1,129 | 1,169 | 2,232 | 2,313 |
| Health Care Distribution [Member] | Dental [Member] | International [Member] | ||||
| Disaggregation of Revenue [Abstract] | ||||
| Net sales | 795 | 788 | 1,606 | 1,542 |
| Health Care Distribution [Member] | Medical [Member] | ||||
| Disaggregation of Revenue [Abstract] | ||||
| Net sales | 998 | 950 | 2,039 | 1,921 |
| Health Care Distribution [Member] | Medical [Member] | North America [Member] | ||||
| Disaggregation of Revenue [Abstract] | ||||
| Net sales | 970 | 925 | 1,984 | 1,876 |
| Health Care Distribution [Member] | Medical [Member] | International [Member] | ||||
| Disaggregation of Revenue [Abstract] | ||||
| Net sales | 28 | 25 | 55 | 45 |
| Technology and Value-Added Services [Member] | ||||
| Disaggregation of Revenue [Abstract] | ||||
| Net sales | 214 | 193 | 431 | 384 |
| Technology and Value-Added Services [Member] | North America [Member] | ||||
| Disaggregation of Revenue [Abstract] | ||||
| Net sales | 186 | 168 | 375 | 334 |
| Technology and Value-Added Services [Member] | International [Member] | ||||
| Disaggregation of Revenue [Abstract] | ||||
| Net sales | $ 28 | $ 25 | $ 56 | $ 50 |
Segment Data (Details) $ in Millions |
3 Months Ended | 6 Months Ended | ||
|---|---|---|---|---|
|
Jun. 29, 2024
USD ($)
countries
|
Jul. 01, 2023
USD ($)
|
Jun. 29, 2024
USD ($)
segments
countries
|
Jul. 01, 2023
USD ($)
|
|
| Segment Data [Abstract] | ||||
| Number of reportable segments | segments | 2 | |||
| Segment Reporting Information [Line Items] | ||||
| Net sales | $ 3,136 | $ 3,100 | $ 6,308 | $ 6,160 |
| Operating income | 159 | 201 | 309 | 376 |
| Health Care Distribution [Member] | ||||
| Segment Reporting Information [Line Items] | ||||
| Net sales | 2,922 | 2,907 | 5,877 | 5,776 |
| Operating income | $ 146 | 166 | $ 272 | 311 |
| Number of countries served globally | countries | 33 | 33 | ||
| Health Care Distribution [Member] | Dental [Member] | ||||
| Segment Reporting Information [Line Items] | ||||
| Net sales | $ 1,924 | 1,957 | $ 3,838 | 3,855 |
| Health Care Distribution [Member] | Medical [Member] | ||||
| Segment Reporting Information [Line Items] | ||||
| Net sales | 998 | 950 | 2,039 | 1,921 |
| Technology and Value-Added Services [Member] | ||||
| Segment Reporting Information [Line Items] | ||||
| Net sales | 214 | 193 | 431 | 384 |
| Operating income | $ 13 | $ 35 | $ 37 | $ 65 |
Business Acquisitions - Narrative (Details) - USD ($) $ in Millions |
3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | ||||||
|---|---|---|---|---|---|---|---|---|---|---|
Apr. 01, 2024 |
Oct. 02, 2023 |
Jul. 05, 2023 |
Apr. 05, 2023 |
Jun. 29, 2024 |
Jul. 01, 2023 |
Jun. 29, 2024 |
Jul. 01, 2023 |
Mar. 30, 2024 |
Dec. 30, 2023 |
|
| Business Acquisition [Line Items] | ||||||||||
| Goodwill | $ 3,905 | $ 3,905 | $ 3,875 | |||||||
| Acquisition costs incurred | 1 | $ 6 | 3 | $ 13 | ||||||
| TriMed, Inc. [Member] | ||||||||||
| Business Acquisition [Line Items] | ||||||||||
| Percentage of voting interest acquired | 60.00% | |||||||||
| Total consideration | $ 316 | |||||||||
| Consideration paid | 141 | |||||||||
| Deferred consideration | 22 | |||||||||
| Redeemable noncontrolling interests | 153 | |||||||||
| Goodwill | 126 | |||||||||
| Intangible assets | $ 221 | |||||||||
| TriMed, Inc. [Member] | Product Development [Member] | ||||||||||
| Business Acquisition [Line Items] | ||||||||||
| Estimated useful lives (in years) | 9 years | |||||||||
| TriMed, Inc. [Member] | Trademarks And Trade Names [Member] | ||||||||||
| Business Acquisition [Line Items] | ||||||||||
| Estimated useful lives (in years) | 7 years | |||||||||
| TriMed, Inc. [Member] | In Process Research And Development [Member] | ||||||||||
| Business Acquisition [Line Items] | ||||||||||
| Estimated useful lives (in years) | 0 years | |||||||||
| Shield Healthcare, Inc. [Member] | ||||||||||
| Business Acquisition [Line Items] | ||||||||||
| Percentage of voting interest acquired | 90.00% | |||||||||
| Total consideration | $ 348 | 348 | 366 | |||||||
| Consideration paid | 289 | 289 | 286 | |||||||
| Deferred consideration | 22 | 22 | 43 | |||||||
| Redeemable noncontrolling interests | $ 37 | 37 | 37 | |||||||
| Goodwill | 199 | 199 | 217 | |||||||
| Intangible assets | 166 | 166 | 166 | |||||||
| Shield Healthcare, Inc. [Member] | Customer Relationships and Lists [Member] | ||||||||||
| Business Acquisition [Line Items] | ||||||||||
| Estimated useful lives (in years) | 12 years | |||||||||
| Shield Healthcare, Inc. [Member] | Trademarks And Trade Names [Member] | ||||||||||
| Business Acquisition [Line Items] | ||||||||||
| Estimated useful lives (in years) | 5 years | |||||||||
| S.I.N. Implant System [Member] | ||||||||||
| Business Acquisition [Line Items] | ||||||||||
| Percentage of voting interest acquired | 100.00% | |||||||||
| Total consideration | $ 329 | 329 | 329 | |||||||
| Consideration paid | 329 | 329 | ||||||||
| Goodwill | 241 | 241 | 246 | |||||||
| Intangible assets | 87 | 87 | $ 87 | |||||||
| S.I.N. Implant System [Member] | Customer Relationships and Lists [Member] | ||||||||||
| Business Acquisition [Line Items] | ||||||||||
| Estimated useful lives (in years) | 7 years | |||||||||
| S.I.N. Implant System [Member] | Product Development [Member] | ||||||||||
| Business Acquisition [Line Items] | ||||||||||
| Estimated useful lives (in years) | 8 years | |||||||||
| S.I.N. Implant System [Member] | Trademarks And Trade Names [Member] | ||||||||||
| Business Acquisition [Line Items] | ||||||||||
| Estimated useful lives (in years) | 10 years | |||||||||
| Biotech Dental [Member] | ||||||||||
| Business Acquisition [Line Items] | ||||||||||
| Percentage of voting interest acquired | 57.00% | |||||||||
| Total consideration | $ 423 | $ 423 | ||||||||
| Consideration paid | 216 | 216 | ||||||||
| Fair value of contributed equity share in a controlled subsidiary | 25 | 25 | ||||||||
| Redeemable noncontrolling interests | $ 182 | 182 | ||||||||
| Goodwill | 297 | |||||||||
| Intangible assets | $ 189 | |||||||||
| Biotech Dental [Member] | Customer Relationships and Lists [Member] | ||||||||||
| Business Acquisition [Line Items] | ||||||||||
| Estimated useful lives (in years) | 10 years | |||||||||
| Biotech Dental [Member] | Product Development [Member] | ||||||||||
| Business Acquisition [Line Items] | ||||||||||
| Estimated useful lives (in years) | 7 years | |||||||||
| Biotech Dental [Member] | Trademarks And Trade Names [Member] | ||||||||||
| Business Acquisition [Line Items] | ||||||||||
| Estimated useful lives (in years) | 9 years | |||||||||
| Series Of Individually Immaterial Business Acquisitions [Member] | ||||||||||
| Business Acquisition [Line Items] | ||||||||||
| Total consideration | 23 | |||||||||
| Goodwill | 13 | 13 | ||||||||
| Intangible assets | 14 | 14 | ||||||||
| Series Of Individually Immaterial Business Acquisitions [Member] | Customer Relationships and Lists [Member] | ||||||||||
| Business Acquisition [Line Items] | ||||||||||
| Intangible assets | 7 | $ 7 | ||||||||
| Estimated useful lives (in years) | 10 years | |||||||||
| Series Of Individually Immaterial Business Acquisitions [Member] | Product Development [Member] | ||||||||||
| Business Acquisition [Line Items] | ||||||||||
| Intangible assets | 4 | $ 4 | ||||||||
| Estimated useful lives (in years) | 10 years | |||||||||
| Series Of Individually Immaterial Business Acquisitions [Member] | Noncompete Agreements [Member] | ||||||||||
| Business Acquisition [Line Items] | ||||||||||
| Intangible assets | 2 | $ 2 | ||||||||
| Estimated useful lives (in years) | 5 years | |||||||||
| Series Of Individually Immaterial Business Acquisitions [Member] | Trademarks And Trade Names [Member] | ||||||||||
| Business Acquisition [Line Items] | ||||||||||
| Intangible assets | $ 1 | $ 1 | ||||||||
| Estimated useful lives (in years) | 5 years | |||||||||
| Series Of Individually Immaterial Business Acquisitions [Member] | Minimum [Member] | ||||||||||
| Business Acquisition [Line Items] | ||||||||||
| Percentage of voting interest acquired | 51.00% | 51.00% | 51.00% | |||||||
| Series Of Individually Immaterial Business Acquisitions [Member] | Maximum [Member] | ||||||||||
| Business Acquisition [Line Items] | ||||||||||
| Percentage of voting interest acquired | 100.00% | 100.00% | 100.00% | |||||||
| Other 2023 Acquisitions [Member] | ||||||||||
| Business Acquisition [Line Items] | ||||||||||
| Change in fair value of contingent consideration | $ 23 | $ 38 | ||||||||
Business Acquisitions - Summary of Estimated Fair Value of Consideration Paid and Net Assets Acquired (Details) - USD ($) $ in Millions |
6 Months Ended | 9 Months Ended | 12 Months Ended | ||||
|---|---|---|---|---|---|---|---|
Apr. 01, 2024 |
Oct. 02, 2023 |
Jul. 05, 2023 |
Apr. 05, 2023 |
Jun. 29, 2024 |
Mar. 30, 2024 |
Dec. 30, 2023 |
|
| Identifiable assets acquired and liabilities assumed: | |||||||
| Goodwill | $ 3,905 | $ 3,875 | |||||
| TriMed, Inc. [Member] | |||||||
| Acquisition consideration: | |||||||
| Cash | $ 141 | ||||||
| Deferred consideration | 22 | ||||||
| Redeemable noncontrolling interests | 153 | ||||||
| Total consideration | 316 | ||||||
| Identifiable assets acquired and liabilities assumed: | |||||||
| Current assets | 36 | ||||||
| Intangible assets | 221 | ||||||
| Other noncurrent assets | 10 | ||||||
| Current liabilities | (9) | ||||||
| Deferred income taxes | (62) | ||||||
| Other noncurrent liabilities | (6) | ||||||
| Total identifiable net assets | 190 | ||||||
| Goodwill | 126 | ||||||
| Total net assets acquired | $ 316 | ||||||
| Shield Healthcare, Inc. [Member] | |||||||
| Acquisition consideration: | |||||||
| Cash | $ 289 | 289 | 286 | ||||
| Deferred consideration | 22 | 22 | 43 | ||||
| Redeemable noncontrolling interests | 37 | 37 | 37 | ||||
| Total consideration | $ 348 | 348 | 366 | ||||
| Identifiable assets acquired and liabilities assumed: | |||||||
| Current assets | 41 | 41 | |||||
| Intangible assets | 166 | 166 | |||||
| Other noncurrent assets | 16 | 14 | |||||
| Current liabilities | (24) | (24) | |||||
| Deferred income taxes | (43) | (41) | |||||
| Other noncurrent liabilities | (7) | (7) | |||||
| Total identifiable net assets | 149 | 149 | |||||
| Goodwill | 199 | 217 | |||||
| Total net assets acquired | 348 | 366 | |||||
| Shield Healthcare, Inc. [Member] | Restatement Adjustment [Member] | |||||||
| Acquisition consideration: | |||||||
| Cash | 3 | ||||||
| Deferred consideration | (21) | ||||||
| Total consideration | (18) | ||||||
| Identifiable assets acquired and liabilities assumed: | |||||||
| Other noncurrent assets | 2 | ||||||
| Deferred income taxes | (2) | ||||||
| Goodwill | (18) | ||||||
| Total net assets acquired | (18) | ||||||
| S.I.N. Implant System [Member] | |||||||
| Acquisition consideration: | |||||||
| Cash | 329 | 329 | |||||
| Total consideration | $ 329 | 329 | 329 | ||||
| Identifiable assets acquired and liabilities assumed: | |||||||
| Current assets | 73 | 67 | |||||
| Intangible assets | 87 | 87 | |||||
| Other noncurrent assets | 48 | 46 | |||||
| Current liabilities | (33) | (33) | |||||
| Long-term debt | (22) | (22) | |||||
| Deferred income taxes | (38) | (35) | |||||
| Other noncurrent liabilities | (27) | (27) | |||||
| Total identifiable net assets | 88 | 83 | |||||
| Goodwill | 241 | 246 | |||||
| Total net assets acquired | 329 | $ 329 | |||||
| S.I.N. Implant System [Member] | Restatement Adjustment [Member] | |||||||
| Identifiable assets acquired and liabilities assumed: | |||||||
| Current assets | 6 | ||||||
| Other noncurrent assets | 2 | ||||||
| Deferred income taxes | (3) | ||||||
| Total identifiable net assets | 5 | ||||||
| Goodwill | (5) | ||||||
| Total net assets acquired | $ 0 | ||||||
| Biotech Dental [Member] | |||||||
| Acquisition consideration: | |||||||
| Cash | $ 216 | $ 216 | |||||
| Fair value of contributed equity share in a controlled subsidiary | 25 | 25 | |||||
| Redeemable noncontrolling interests | 182 | 182 | |||||
| Total consideration | $ 423 | 423 | |||||
| Identifiable assets acquired and liabilities assumed: | |||||||
| Current assets | 74 | ||||||
| Intangible assets | 189 | ||||||
| Other noncurrent assets | 69 | ||||||
| Current liabilities | (60) | ||||||
| Long-term debt | (73) | ||||||
| Deferred income taxes | (53) | ||||||
| Other noncurrent liabilities | (20) | ||||||
| Total identifiable net assets | 126 | ||||||
| Goodwill | 297 | ||||||
| Total net assets acquired | $ 423 |
Business Acquisitions - Summary of Identifiable Intangible Assets Acquired and Estimated Useful Lives (Details) - USD ($) $ in Millions |
Apr. 01, 2024 |
Oct. 02, 2023 |
Jul. 05, 2023 |
Apr. 05, 2023 |
|---|---|---|---|---|
| TriMed, Inc. [Member] | ||||
| Business Acquisition [Line Items] | ||||
| Identifiable intangible assets acquired | $ 221 | |||
| TriMed, Inc. [Member] | Product Development [Member] | ||||
| Business Acquisition [Line Items] | ||||
| Identifiable intangible assets acquired | $ 204 | |||
| Estimated useful lives (in years) | 9 years | |||
| TriMed, Inc. [Member] | Trademarks/Tradenames [Member] | ||||
| Business Acquisition [Line Items] | ||||
| Identifiable intangible assets acquired | $ 9 | |||
| Estimated useful lives (in years) | 7 years | |||
| TriMed, Inc. [Member] | In Process Research And Development [Member] | ||||
| Business Acquisition [Line Items] | ||||
| Identifiable intangible assets acquired | $ 8 | |||
| Estimated useful lives (in years) | 0 years | |||
| Shield Healthcare, Inc. [Member] | ||||
| Business Acquisition [Line Items] | ||||
| Identifiable intangible assets acquired | $ 166 | |||
| Shield Healthcare, Inc. [Member] | Customer Relationships and Lists [Member] | ||||
| Business Acquisition [Line Items] | ||||
| Identifiable intangible assets acquired | $ 156 | |||
| Estimated useful lives (in years) | 12 years | |||
| Shield Healthcare, Inc. [Member] | Trademarks/Tradenames [Member] | ||||
| Business Acquisition [Line Items] | ||||
| Identifiable intangible assets acquired | $ 10 | |||
| Estimated useful lives (in years) | 5 years | |||
| S.I.N. Implant System [Member] | ||||
| Business Acquisition [Line Items] | ||||
| Identifiable intangible assets acquired | $ 87 | |||
| S.I.N. Implant System [Member] | Customer Relationships and Lists [Member] | ||||
| Business Acquisition [Line Items] | ||||
| Identifiable intangible assets acquired | $ 38 | |||
| Estimated useful lives (in years) | 7 years | |||
| S.I.N. Implant System [Member] | Product Development [Member] | ||||
| Business Acquisition [Line Items] | ||||
| Identifiable intangible assets acquired | $ 36 | |||
| Estimated useful lives (in years) | 8 years | |||
| S.I.N. Implant System [Member] | Trademarks/Tradenames [Member] | ||||
| Business Acquisition [Line Items] | ||||
| Identifiable intangible assets acquired | $ 13 | |||
| Estimated useful lives (in years) | 10 years | |||
| Biotech Dental [Member] | ||||
| Business Acquisition [Line Items] | ||||
| Identifiable intangible assets acquired | $ 189 | |||
| Biotech Dental [Member] | Customer Relationships and Lists [Member] | ||||
| Business Acquisition [Line Items] | ||||
| Identifiable intangible assets acquired | $ 124 | |||
| Estimated useful lives (in years) | 10 years | |||
| Biotech Dental [Member] | Product Development [Member] | ||||
| Business Acquisition [Line Items] | ||||
| Identifiable intangible assets acquired | $ 18 | |||
| Estimated useful lives (in years) | 7 years | |||
| Biotech Dental [Member] | Trademarks/Tradenames [Member] | ||||
| Business Acquisition [Line Items] | ||||
| Identifiable intangible assets acquired | $ 47 | |||
| Estimated useful lives (in years) | 9 years |
Fair Value Measurements - Narrative (Details) - USD ($) $ in Millions |
Jun. 29, 2024 |
Dec. 30, 2023 |
|---|---|---|
| Estimate of Fair Value Measurement [Member] | ||
| Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
| Fair value of debt (including bank credit lines) | $ 2,502 | $ 2,351 |
| Term Credit Agreement [Member] | ||
| Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
| Debt face amount | $ 750 |
Fair Value Measurements - Assets and Liabilities Measured and Recognized on a Recurring Basis (Details) - USD ($) $ in Millions |
Jun. 29, 2024 |
Dec. 30, 2023 |
Dec. 31, 2022 |
|---|---|---|---|
| Attributable To Redeemable Noncontrolling Interests [Abstract] | |||
| Redeemable noncontrolling interests | $ 856 | $ 864 | $ 576 |
| Fair value, measurements, recurring [Member] | |||
| Assets [Abstract] | |||
| Total return swaps | 1 | 4 | |
| Total assets | 10 | 6 | |
| Liabilities [Abstract] | |||
| Total liabilities | 2 | 20 | |
| Attributable To Redeemable Noncontrolling Interests [Abstract] | |||
| Redeemable noncontrolling interests | 856 | 864 | |
| Fair value, measurements, recurring [Member] | Derivative contracts designated as hedges [Member] | |||
| Assets [Abstract] | |||
| Derivative contracts - assets | 8 | 1 | |
| Liabilities [Abstract] | |||
| Derivative contracts - liabilities | 1 | 18 | |
| Fair value, measurements, recurring [Member] | Derivative contracts undesignated [Member] | |||
| Assets [Abstract] | |||
| Derivative contracts - assets | 1 | 1 | |
| Liabilities [Abstract] | |||
| Derivative contracts - liabilities | 1 | 2 | |
| Fair value, measurements, recurring [Member] | Level 1 [Member] | |||
| Assets [Abstract] | |||
| Total return swaps | 0 | 0 | |
| Total assets | 0 | 0 | |
| Liabilities [Abstract] | |||
| Total liabilities | 0 | 0 | |
| Attributable To Redeemable Noncontrolling Interests [Abstract] | |||
| Redeemable noncontrolling interests | 0 | 0 | |
| Fair value, measurements, recurring [Member] | Level 1 [Member] | Derivative contracts designated as hedges [Member] | |||
| Assets [Abstract] | |||
| Derivative contracts - assets | 0 | 0 | |
| Liabilities [Abstract] | |||
| Derivative contracts - liabilities | 0 | 0 | |
| Fair value, measurements, recurring [Member] | Level 1 [Member] | Derivative contracts undesignated [Member] | |||
| Assets [Abstract] | |||
| Derivative contracts - assets | 0 | 0 | |
| Liabilities [Abstract] | |||
| Derivative contracts - liabilities | 0 | 0 | |
| Fair value, measurements, recurring [Member] | Level 2 [Member] | |||
| Assets [Abstract] | |||
| Total return swaps | 1 | 4 | |
| Total assets | 10 | 6 | |
| Liabilities [Abstract] | |||
| Total liabilities | 2 | 20 | |
| Attributable To Redeemable Noncontrolling Interests [Abstract] | |||
| Redeemable noncontrolling interests | 0 | 0 | |
| Fair value, measurements, recurring [Member] | Level 2 [Member] | Derivative contracts designated as hedges [Member] | |||
| Assets [Abstract] | |||
| Derivative contracts - assets | 8 | 1 | |
| Liabilities [Abstract] | |||
| Derivative contracts - liabilities | 1 | 18 | |
| Fair value, measurements, recurring [Member] | Level 2 [Member] | Derivative contracts undesignated [Member] | |||
| Assets [Abstract] | |||
| Derivative contracts - assets | 1 | 1 | |
| Liabilities [Abstract] | |||
| Derivative contracts - liabilities | 1 | 2 | |
| Fair value, measurements, recurring [Member] | Level 3 [Member] | |||
| Assets [Abstract] | |||
| Total return swaps | 0 | 0 | |
| Total assets | 0 | 0 | |
| Liabilities [Abstract] | |||
| Total liabilities | 0 | 0 | |
| Attributable To Redeemable Noncontrolling Interests [Abstract] | |||
| Redeemable noncontrolling interests | 856 | 864 | |
| Fair value, measurements, recurring [Member] | Level 3 [Member] | Derivative contracts designated as hedges [Member] | |||
| Assets [Abstract] | |||
| Derivative contracts - assets | 0 | 0 | |
| Liabilities [Abstract] | |||
| Derivative contracts - liabilities | 0 | 0 | |
| Fair value, measurements, recurring [Member] | Level 3 [Member] | Derivative contracts undesignated [Member] | |||
| Assets [Abstract] | |||
| Derivative contracts - assets | 0 | 0 | |
| Liabilities [Abstract] | |||
| Derivative contracts - liabilities | $ 0 | $ 0 |
Debt - Revolving Credit Agreement Narrative (Details) - Revolving Credit Agreement [Member] - USD ($) $ in Millions |
6 Months Ended | 12 Months Ended | |
|---|---|---|---|
Aug. 20, 2021 |
Jun. 29, 2024 |
Dec. 30, 2023 |
|
| Line of Credit Facility [Line Items] | |||
| Line of credit initiation date | Aug. 20, 2021 | Jul. 11, 2023 | |
| Credit facility borrowing capacity | $ 1,000 | ||
| Credit facility expiration date | Jul. 11, 2028 | ||
| Line of credit interest rate | 5.33% | 5.36% | |
| Debt instrument, basis spread on variable rate | 1.10% | 1.00% | |
| Line of credit combined interest rate | 6.43% | 6.36% | |
| Borrowings | $ 0 | $ 200 | |
| Outstanding letters of credit provided to third parties | 11 | $ 10 | |
| Average amount outstanding | $ 77 |
Debt - Other Short-Term Bank Credit Lines Narrative (Details) - USD ($) $ in Millions |
6 Months Ended | |
|---|---|---|
Jun. 29, 2024 |
Dec. 30, 2023 |
|
| Line of Credit Facility [Line Items] | ||
| Bank credit lines | $ 505 | $ 264 |
| Other Short-Term Credit Lines [Member] | ||
| Line of Credit Facility [Line Items] | ||
| Credit facility borrowing capacity | 586 | 368 |
| Bank credit lines | $ 505 | $ 64 |
| Weighted average interest rate on borrowings under credit lines at period end | 6.15% | 6.02% |
| Average amount outstanding | $ 263 |
Debt - Private Placement Facilities Narrative (Details) - Private Placement Facilities [Member] |
6 Months Ended |
|---|---|
|
Jun. 29, 2024
USD ($)
| |
| Debt Instrument [Line Items] | |
| Number of companies included in private placement facilities | 4 |
| Debt instrument maximum borrowing capacity | $ 1,500,000,000 |
| Debt instrument, maturity date | Oct. 20, 2026 |
| Average term of issuances under private placement facilities | 12 years |
| Weighted average interest rate at period end | 3.66% |
| Minimum [Member] | |
| Debt Instrument [Line Items] | |
| Term of issuances under private placement facilities | 5 years |
| Maximum [Member] | |
| Debt Instrument [Line Items] | |
| Term of issuances under private placement facilities | 15 years |
Debt - Term Loan Narrative (Details) - USD ($) $ in Millions |
6 Months Ended | 12 Months Ended |
|---|---|---|
Jun. 29, 2024 |
Dec. 30, 2023 |
|
| Term Credit Agreement [Member] | ||
| Line of Credit Facility [Line Items] | ||
| Debt face amount | $ 750 | |
| Debt term (in years) | 3 years | |
| Long-term debt | $ 731 | $ 741 |
| Term Credit Agreement [Member] | Interest Rate Swap [Member] | ||
| Line of Credit Facility [Line Items] | ||
| Derivative fixed interest rate | 5.91% | 5.79% |
| Term Credit Agreement [Member] | Secured Overnight Financing Rate Sofr Overnight Index Swap Rate [Member] | ||
| Line of Credit Facility [Line Items] | ||
| Debt instrument, interest rate, stated percentage | 5.33% | 5.36% |
| Debt instrument, basis spread on variable rate | 1.47% | 1.35% |
| Debt instrument, interest rate at period end | 6.80% | 6.71% |
| September 2024 through June 2026 [Member] | ||
| Line of Credit Facility [Line Items] | ||
| Quarterly payments | $ 9 | |
| September 2023 through June 2024 [Member] | ||
| Line of Credit Facility [Line Items] | ||
| Quarterly payments | $ 5 |
Debt - U.S. Trade Accounts Receivable Securitization Narrative (Details) - U.S. Trade Accounts Receivable Securitization [Member] $ in Millions |
6 Months Ended | 12 Months Ended |
|---|---|---|
|
Jun. 29, 2024
USD ($)
number
|
Dec. 30, 2023
USD ($)
|
|
| Debt Instrument [Line Items] | ||
| Pricing commitment period | 3 years | |
| Debt Instrument, Maturity Date | Dec. 15, 2025 | |
| Debt instrument maximum borrowing capacity | $ 450 | |
| Long-term debt | $ 195 | $ 210 |
| Number of banks as agents for debt instrument | number | 2 | |
| Minimum [Member] | ||
| Debt Instrument [Line Items] | ||
| Commitment fee basis points depending upon program utilization | 0.0030 | |
| Maximum [Member] | ||
| Debt Instrument [Line Items] | ||
| Commitment fee basis points depending upon program utilization | 0.0035 | |
| Average Asset Backed Commercial Paper Rate [Member] | ||
| Debt Instrument [Line Items] | ||
| Debt instrument, interest rate at period end | 5.49% | 5.67% |
| Debt instrument, basis spread on variable rate | 0.75% | 0.75% |
| Debt instrument, variable rate basis at period end | 6.24% | 6.42% |
Debt - Schedule of Bank Credit Lines (Details) - USD ($) $ in Millions |
Jun. 29, 2024 |
Dec. 30, 2023 |
|---|---|---|
| Line of Credit Facility [Line Items] | ||
| Bank Credit lines | $ 505 | $ 264 |
| Revolving Credit Agreement [Member] | ||
| Line of Credit Facility [Line Items] | ||
| Bank Credit lines | 0 | 200 |
| Other Short-Term Credit Lines [Member] | ||
| Line of Credit Facility [Line Items] | ||
| Bank Credit lines | $ 505 | $ 64 |
Debt - Schedule of Long-term Debt (Details) - USD ($) $ in Millions |
Jun. 29, 2024 |
Dec. 30, 2023 |
||
|---|---|---|---|---|
| Debt Instrument [Line Items] | ||||
| Finance lease obligations | $ 7 | $ 8 | ||
| Total | 1,997 | 2,087 | ||
| Less current maturities | (106) | (150) | ||
| Long-term debt | [1] | 1,891 | 1,937 | |
| Term Credit Agreement [Member] | ||||
| Debt Instrument [Line Items] | ||||
| Long-term debt | 731 | 741 | ||
| Private Placement Facilities [Member] | ||||
| Debt Instrument [Line Items] | ||||
| Long-term debt | 1,024 | 1,074 | ||
| U.S. Trade Accounts Receivable Securitization [Member] | ||||
| Debt Instrument [Line Items] | ||||
| Long-term debt | 195 | 210 | ||
| Various Collateralized and Uncollateralized Loans Payable with Interest in Varying Installments Through 2030 at Interest Rates from 0.00% to 9.42% at June 29, 2024 and from 0.00% to 9.42% at December 30, 2023 [Member] | ||||
| Debt Instrument [Line Items] | ||||
| Long-term debt | $ 40 | $ 54 | ||
| Various Collateralized and Uncollateralized Loans Payable with Interest in Varying Installments Through 2030 at Interest Rates from 0.00% to 9.42% at June 29, 2024 and from 0.00% to 9.42% at December 30, 2023 [Member] | Minimum [Member] | ||||
| Debt Instrument [Line Items] | ||||
| Borrowing Rate | 0.00% | 0.00% | ||
| Various Collateralized and Uncollateralized Loans Payable with Interest in Varying Installments Through 2030 at Interest Rates from 0.00% to 9.42% at June 29, 2024 and from 0.00% to 9.42% at December 30, 2023 [Member] | Maximum [Member] | ||||
| Debt Instrument [Line Items] | ||||
| Borrowing Rate | 9.42% | 9.42% | ||
| ||||
Debt - Schedule of Private Placement Facility Borrowings (Details) - Private Placement Facilities [Member] - USD ($) $ in Millions |
6 Months Ended | |
|---|---|---|
Jun. 29, 2024 |
Dec. 30, 2023 |
|
| Debt Instrument [Line Items] | ||
| Less: Deferred debt issuance costs | $ (1) | |
| Total | $ 1,024 | $ 1,074 |
| Debt Instrument, Maturity Date | Oct. 20, 2026 | |
| Private Placement Facilities 1 [Member] | ||
| Debt Instrument [Line Items] | ||
| Debt Instrument, Issuance Date | Dec. 24, 2012 | |
| Long-term Debt, Gross | $ 50 | |
| Borrowing Rate | 3.00% | |
| Debt Instrument, Maturity Date | Dec. 24, 2024 | |
| Private Placement Facilities 2 [Member] | ||
| Debt Instrument [Line Items] | ||
| Debt Instrument, Issuance Date | Jun. 16, 2017 | |
| Long-term Debt, Gross | $ 100 | |
| Borrowing Rate | 3.42% | |
| Debt Instrument, Maturity Date | Jun. 16, 2027 | |
| Private Placement Facilities 3 [Member] | ||
| Debt Instrument [Line Items] | ||
| Debt Instrument, Issuance Date | Sep. 15, 2017 | |
| Long-term Debt, Gross | $ 100 | |
| Borrowing Rate | 3.52% | |
| Debt Instrument, Maturity Date | Sep. 15, 2029 | |
| Private Placement Facilities 4 [Member] | ||
| Debt Instrument [Line Items] | ||
| Debt Instrument, Issuance Date | Jan. 02, 2018 | |
| Long-term Debt, Gross | $ 100 | |
| Borrowing Rate | 3.32% | |
| Debt Instrument, Maturity Date | Jan. 02, 2028 | |
| Private Placement facilities 5 [Member] | ||
| Debt Instrument [Line Items] | ||
| Debt Instrument, Issuance Date | Sep. 02, 2020 | |
| Long-term Debt, Gross | $ 100 | |
| Borrowing Rate | 2.35% | |
| Debt Instrument, Maturity Date | Sep. 02, 2030 | |
| Private Placement Facilities 6 [Member] | ||
| Debt Instrument [Line Items] | ||
| Debt Instrument, Issuance Date | Jun. 02, 2021 | |
| Long-term Debt, Gross | $ 100 | |
| Borrowing Rate | 2.48% | |
| Debt Instrument, Maturity Date | Jun. 02, 2031 | |
| Private Placement Facilities 7 [Member] | ||
| Debt Instrument [Line Items] | ||
| Debt Instrument, Issuance Date | Jun. 02, 2021 | |
| Long-term Debt, Gross | $ 100 | |
| Borrowing Rate | 2.58% | |
| Debt Instrument, Maturity Date | Jun. 02, 2033 | |
| Private Placement Facilities 8 [Member] | ||
| Debt Instrument [Line Items] | ||
| Debt Instrument, Issuance Date | May 04, 2023 | |
| Long-term Debt, Gross | $ 75 | |
| Borrowing Rate | 4.79% | |
| Debt Instrument, Maturity Date | May 04, 2028 | |
| Private Placement Facilities 9 [Member] | ||
| Debt Instrument [Line Items] | ||
| Debt Instrument, Issuance Date | May 04, 2023 | |
| Long-term Debt, Gross | $ 75 | |
| Borrowing Rate | 4.84% | |
| Debt Instrument, Maturity Date | May 04, 2030 | |
| Private Placement Facilities 10 [Member] | ||
| Debt Instrument [Line Items] | ||
| Debt Instrument, Issuance Date | May 04, 2023 | |
| Long-term Debt, Gross | $ 75 | |
| Borrowing Rate | 4.96% | |
| Debt Instrument, Maturity Date | May 04, 2033 | |
| Private Placement Facilities 11 [Member] | ||
| Debt Instrument [Line Items] | ||
| Debt Instrument, Issuance Date | May 04, 2023 | |
| Long-term Debt, Gross | $ 150 | |
| Borrowing Rate | 4.94% | |
| Debt Instrument, Maturity Date | May 04, 2033 |
Income Taxes - Narrative (Details) - USD ($) $ in Millions |
6 Months Ended | ||
|---|---|---|---|
Jun. 29, 2024 |
Jul. 01, 2023 |
Dec. 30, 2023 |
|
| Income Tax Examination [Line Items] | |||
| Effective tax rate | 25.20% | 22.80% | |
| Tax interest expense (credit) | $ 1 | $ 1 | |
| Other Liabilities [Member] | |||
| Income Tax Examination [Line Items] | |||
| Unrecognized tax benefits | 107 | $ 115 | |
| Unrecognized tax benefits that would affect the effective tax rate if recognized | 99 | 107 | |
| Total interest | $ 18 | $ 16 | |
Plans of Restructuring - Narrative (Details) - USD ($) $ in Millions |
3 Months Ended | 6 Months Ended | |||
|---|---|---|---|---|---|
Jun. 29, 2024 |
Jul. 01, 2023 |
Dec. 28, 2024 |
Jun. 29, 2024 |
Jul. 01, 2023 |
|
| Restructuring Cost and Reserve [Line Items] | |||||
| Restructuring costs | $ 15 | $ 18 | $ 25 | $ 48 | |
| Forecast [Member] | |||||
| Restructuring Cost and Reserve [Line Items] | |||||
| Restructuring costs | $ 12 | ||||
Plans of Restructuring - Schedule of Restructuring Costs and Integration Costs (Details) - USD ($) $ in Millions |
3 Months Ended | 6 Months Ended | ||
|---|---|---|---|---|
Jun. 29, 2024 |
Jul. 01, 2023 |
Jun. 29, 2024 |
Jul. 01, 2023 |
|
| Restructuring Cost and Reserve [Line Items] | ||||
| Restructuring Costs | $ 15 | $ 18 | $ 25 | $ 48 |
| Severance and Employee-Related Costs [Member] | ||||
| Restructuring Cost and Reserve [Line Items] | ||||
| Restructuring Costs | 9 | 14 | 16 | 34 |
| Accelerated Depreciation and Amortization [Member] | ||||
| Restructuring Cost and Reserve [Line Items] | ||||
| Restructuring Costs | 5 | 3 | 6 | 10 |
| Exit and Other Related Costs [Member] | ||||
| Restructuring Cost and Reserve [Line Items] | ||||
| Restructuring Costs | 1 | 1 | 3 | 3 |
| Disposal of Business [Member] | ||||
| Restructuring Cost and Reserve [Line Items] | ||||
| Restructuring Costs | 1 | |||
| Health Care Distribution [Member] | ||||
| Restructuring Cost and Reserve [Line Items] | ||||
| Restructuring Costs | 14 | 16 | 23 | 42 |
| Health Care Distribution [Member] | Severance and Employee-Related Costs [Member] | ||||
| Restructuring Cost and Reserve [Line Items] | ||||
| Restructuring Costs | 8 | 13 | 14 | 30 |
| Health Care Distribution [Member] | Accelerated Depreciation and Amortization [Member] | ||||
| Restructuring Cost and Reserve [Line Items] | ||||
| Restructuring Costs | 5 | 2 | 6 | 9 |
| Health Care Distribution [Member] | Exit and Other Related Costs [Member] | ||||
| Restructuring Cost and Reserve [Line Items] | ||||
| Restructuring Costs | 1 | 1 | 3 | 2 |
| Health Care Distribution [Member] | Disposal of Business [Member] | ||||
| Restructuring Cost and Reserve [Line Items] | ||||
| Restructuring Costs | 1 | |||
| Technology and Value-Added Services [Member] | ||||
| Restructuring Cost and Reserve [Line Items] | ||||
| Restructuring Costs | 1 | 2 | 2 | 6 |
| Technology and Value-Added Services [Member] | Severance and Employee-Related Costs [Member] | ||||
| Restructuring Cost and Reserve [Line Items] | ||||
| Restructuring Costs | $ 1 | 1 | $ 2 | 4 |
| Technology and Value-Added Services [Member] | Accelerated Depreciation and Amortization [Member] | ||||
| Restructuring Cost and Reserve [Line Items] | ||||
| Restructuring Costs | $ 1 | 1 | ||
| Technology and Value-Added Services [Member] | Exit and Other Related Costs [Member] | ||||
| Restructuring Cost and Reserve [Line Items] | ||||
| Restructuring Costs | $ 1 | |||
Plans of Restructuring - Schedule of Restructuring Reserve by Segment (Details) - USD ($) $ in Millions |
3 Months Ended | 6 Months Ended | ||
|---|---|---|---|---|
Jun. 29, 2024 |
Jul. 01, 2023 |
Jun. 29, 2024 |
Jul. 01, 2023 |
|
| Restructuring Cost and Reserve [Line Items] | ||||
| Balance, beginning | $ 23 | |||
| Restructuring costs | $ 15 | $ 18 | 25 | $ 48 |
| Non-cash accelerated depreciation and amortization | (6) | |||
| Cash payments and other adjustments | 21 | |||
| Balance, ending | 21 | 21 | ||
| Health Care Distribution [Member] | ||||
| Restructuring Cost and Reserve [Line Items] | ||||
| Balance, beginning | 22 | |||
| Restructuring costs | 14 | 16 | 23 | 42 |
| Non-cash accelerated depreciation and amortization | (6) | |||
| Cash payments and other adjustments | 18 | |||
| Balance, ending | 21 | 21 | ||
| Technology and Value-Added Services [Member] | ||||
| Restructuring Cost and Reserve [Line Items] | ||||
| Balance, beginning | 1 | |||
| Restructuring costs | 1 | $ 2 | 2 | $ 6 |
| Non-cash accelerated depreciation and amortization | 0 | |||
| Cash payments and other adjustments | 3 | |||
| Balance, ending | $ 0 | $ 0 | ||
Legal Proceedings - Narrative (Details) $ in Millions |
3 Months Ended | 6 Months Ended | 12 Months Ended | ||
|---|---|---|---|---|---|
|
Jun. 29, 2024
USD ($)
claims
|
Jul. 01, 2023
USD ($)
|
Jun. 29, 2024
USD ($)
claims
|
Jul. 01, 2023
USD ($)
|
Dec. 30, 2023
USD ($)
|
|
| Loss Contingency, Information about Litigation Matters [Abstract] | |||||
| Revenues | $ 3,136 | $ 3,100 | $ 6,308 | $ 6,160 | |
| Maximum [Member] | |||||
| Loss Contingency, Information about Litigation Matters [Abstract] | |||||
| Loss Contingency, Pending Claims, Number | claims | 175 | 175 | |||
| Actions Consolidated in the MultiDistrict Litigation [Member] | |||||
| Loss Contingency, Information about Litigation Matters [Abstract] | |||||
| Maximum sales of opioids in North America during the year, percentage | 0.40% | ||||
| Actions Consolidated in the MultiDistrict Litigation [Member] | Continuing Operations [Member] | |||||
| Loss Contingency, Information about Litigation Matters [Abstract] | |||||
| Revenues | $ 12,300 | ||||
| Other Hospitals Located throughout Florida [Member] | |||||
| Loss Contingency, Information about Litigation Matters [Abstract] | |||||
| Number of plaintiffs | 25 | ||||
Stock-Based Compensation - Narrative (Details) - USD ($) $ in Millions |
3 Months Ended | 6 Months Ended | ||
|---|---|---|---|---|
Jun. 29, 2024 |
Jul. 01, 2023 |
Jun. 29, 2024 |
Jul. 01, 2023 |
|
| Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
| Weighted-average period of recognition for unrecognized compensation costs on nonvested awards (in years) | 2 years 7 months 6 days | |||
| Grants in period (in shares) | 0 | |||
| Total unrecognized compensation cost related to non-vested awards | $ 104 | $ 104 | ||
| Expected life of options (years) | 6 years | |||
| Pre-tax share-based compensation (Credit) expense | $ 12 | $ 14 | $ 20 | $ 24 |
| Stock Options [Member] | ||||
| Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
| Number of years for full vesting (in years) | 3 years | |||
| Percentage of stock options vest per year | 33.33% | |||
| Expiration period (in years) | 10 years | |||
| Time-Based Restricted Stock/Restricted Units [Member] | ||||
| Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
| Number of years for full vesting (in years) | 4 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 Units [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 - Summary of Stock Option Activity under the Plans (Details) - USD ($) $ / shares in Units, $ in Millions |
6 Months Ended |
|---|---|
Jun. 29, 2024 | |
| Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |
| Outstanding at beginning of period (in shares) | 1,078,459 |
| Exercised (in shares) | (44,750) |
| Forfeited (in shares) | (4,608) |
| Outstanding at end of period (in shares) | 1,029,101 |
| Weighted Average Exercise Price Per Share [Abstract] | |
| Outstanding at beginning of period (in dollars per share) | $ 71.46 |
| Exercised (in dollars per share) | 62.71 |
| Forfeited (in dollars per share) | 84.60 |
| Outstanding at end of period (in dollars per share) | $ 71.78 |
| Outstanding at end of period, Weighted Average Remaining Contractual Life in Years | 7 years 1 month 6 days |
| Outstanding at end of period, Aggregate Intrinsic Value | $ 1 |
| Options exercisable (in shares) | 889,060 |
| Weighted average exercise price, options exercisable (in dollars per share) | $ 69.71 |
Stock-Based Compensation - Intrinsic Values (Details) $ / shares in Units, $ in Millions |
6 Months Ended |
|---|---|
|
Jun. 29, 2024
USD ($)
$ / shares
shares
| |
| Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
| Number of Options | shares | 140,041 |
| Weighted Average Exercise Price | $ / shares | $ 84.94 |
| Weighted Average Remaining Contractual Life (in years) | 7 years 8 months 12 days |
| Intrinsic Value Per Share | $ | $ 0 |
Stock-Based Compensation - Status of Unvested RSUs (Details) |
6 Months Ended |
|---|---|
|
Jun. 29, 2024
$ / shares
shares
| |
| 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 | 1,655,393 |
| Granted (in shares) | shares | 461,798 |
| Vested (in shares) | shares | (321,460) |
| Forfeited (in shares) | shares | (59,283) |
| Ending balance outstanding (in shares) | shares | 1,736,448 |
| 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) | $ 70.34 |
| Granted (in dollars per share) | 75.88 |
| Vested (in dollars per share) | 62.79 |
| Forfeited (in dollars per share) | 77.31 |
| Ending balance outstanding (in dollars per share) | 72.99 |
| Aggregate intrinsic value | $ 64.10 |
| Performance-Based Restricted Stock 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 | 208,742 |
| Granted (in shares) | shares | 408,681 |
| Vested (in shares) | shares | (8,262) |
| Forfeited (in shares) | shares | (35,527) |
| Ending balance outstanding (in shares) | shares | 573,634 |
| 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) | $ 78.02 |
| Granted (in dollars per share) | 76.31 |
| Vested (in dollars per share) | 66.53 |
| Forfeited (in dollars per share) | 80.55 |
| Ending balance outstanding (in dollars per share) | 75.78 |
| Aggregate intrinsic value | $ 64.10 |
Redeemable Noncontrolling Interests - Components of the Change in Redeemable Noncontrolling Interests (Details) - USD ($) $ in Millions |
3 Months Ended | 6 Months Ended | 12 Months Ended | ||
|---|---|---|---|---|---|
Jun. 29, 2024 |
Jul. 01, 2023 |
Jun. 29, 2024 |
Jul. 01, 2023 |
Dec. 30, 2023 |
|
| Components of the change in the redeemable noncontrolling interests [Abstract] | |||||
| Balance, beginning of period | $ 864 | $ 576 | $ 576 | ||
| Decrease in redeemable noncontrolling interests due to acquisitions of noncontrolling interests in subsidiaries | (205) | (19) | |||
| Increase in redeemable noncontrolling interests due to business acquisitions | 154 | 326 | |||
| Net income (loss) attributable to redeemable noncontrolling interests | $ (3) | $ 5 | (1) | 9 | 6 |
| Distributions declared, net of capital contributions | (22) | (19) | |||
| Effect of foreign currency translation gain (loss) attributable to redeemable noncontrolling interests | (5) | $ (1) | (15) | $ 1 | 5 |
| Change in fair value of redeemable securities | 81 | (11) | |||
| Balance, end of period | $ 856 | $ 856 | $ 864 | ||
Comprehensive Income - Accumulated Other Comprehensive Income and Comprehensive Income Components (Details) - USD ($) $ in Millions |
3 Months Ended | 6 Months Ended | |||
|---|---|---|---|---|---|
Jun. 29, 2024 |
Jul. 01, 2023 |
Jun. 29, 2024 |
Jul. 01, 2023 |
Dec. 30, 2023 |
|
| Attributable to Redeemable noncontrolling interests: | |||||
| Foreign currency translation adjustment | $ (47) | $ (47) | $ (32) | ||
| Attributable to noncontrolling interests: | |||||
| Foreign currency translation adjustment | (1) | (1) | (1) | ||
| Attributable to Henry Schein, Inc.: | |||||
| Foreign currency translation adjustment | (289) | (289) | (188) | ||
| Unrealized gain (loss) from hedging activities | 2 | 2 | (13) | ||
| Pension adjustment loss | (5) | (5) | (5) | ||
| Accumulated other comprehensive loss | (292) | (292) | (206) | ||
| Total Accumulated other comprehensive loss | (340) | (340) | $ (239) | ||
| Components of Comprehensive Income | |||||
| Net Income (loss) | 105 | $ 148 | 203 | $ 276 | |
| Foreign currency translation gain (loss) | (62) | 3 | (116) | 28 | |
| Tax effect | 0 | 0 | 0 | 0 | |
| Foreign currency translation gain (loss) | (62) | 3 | (116) | 28 | |
| Unrealized gain (loss) from hedging activities | 6 | (2) | 21 | (6) | |
| Tax effect | (2) | 1 | (6) | 2 | |
| Unrealized gain (loss) from hedging activities | 4 | (1) | 15 | (4) | |
| Comprehensive income | $ 47 | $ 150 | $ 102 | $ 300 | |
Comprehensive Income - Total Comprehensive Income, Net of Applicable Taxes (Details) - USD ($) $ in Millions |
3 Months Ended | 6 Months Ended | ||
|---|---|---|---|---|
Jun. 29, 2024 |
Jul. 01, 2023 |
Jun. 29, 2024 |
Jul. 01, 2023 |
|
| Comprehensive Income Net Of Applicable Taxes [Abstract] | ||||
| Comprehensive income attributable to Henry Schein, Inc. | $ 51 | $ 143 | $ 111 | $ 284 |
| Comprehensive income attributable to noncontrolling interests | 4 | 3 | 7 | 6 |
| Comprehensive income (loss) attributable to Redeemable noncontrolling interests | (8) | 4 | (16) | 10 |
| Comprehensive income | $ 47 | $ 150 | $ 102 | $ 300 |
Earnings Per Share - Reconciliation of Shares used in Calculating Earnings per Share Basic and Diluted (Details) - shares |
3 Months Ended | 6 Months Ended | ||
|---|---|---|---|---|
Jun. 29, 2024 |
Jul. 01, 2023 |
Jun. 29, 2024 |
Jul. 01, 2023 |
|
| Weighted-average common shares outstanding: | ||||
| Basic (in shares) | 127,784,380 | 130,905,899 | 128,252,628 | 131,136,450 |
| Effect of dilutive securities: | ||||
| Stock options and restricted stock units | 862,126 | 967,275 | 954,152 | 1,329,299 |
| Diluted (in shares) | 128,646,506 | 131,873,174 | 129,206,780 | 132,465,749 |
Earnings Per Share - Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares |
3 Months Ended | 6 Months Ended | ||
|---|---|---|---|---|
Jun. 29, 2024 |
Jul. 01, 2023 |
Jun. 29, 2024 |
Jul. 01, 2023 |
|
| Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
| Anti-dilutive securities excluded from EPS computation | 1,209,037 | 445,407 | 912,896 | 446,760 |
| Stock Options [Member] | ||||
| Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
| Anti-dilutive securities excluded from EPS computation | 416,790 | 426,002 | 417,819 | 427,355 |
| Restricted Stock Units [Member] | ||||
| Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
| Anti-dilutive securities excluded from EPS computation | 792,247 | 19,405 | 495,077 | 19,405 |
Supplemental Cash Flow Information (Details) - USD ($) $ in Millions |
3 Months Ended | 6 Months Ended | ||
|---|---|---|---|---|
Jun. 29, 2024 |
Jul. 01, 2023 |
Jun. 29, 2024 |
Jul. 01, 2023 |
|
| Supplemental Cash Flow Information [Abstract] | ||||
| Interest | $ 63 | $ 32 | ||
| Income taxes | 82 | 118 | ||
| Non-cash net unrealized gains related to foreign currency hedging activities | $ 6 | $ (2) | $ 21 | $ (6) |
Related Party Transactions - Narrative (Details) - USD ($) $ in Millions |
3 Months Ended | 6 Months Ended | 12 Months Ended | ||
|---|---|---|---|---|---|
Jun. 29, 2024 |
Jul. 01, 2023 |
Jun. 29, 2024 |
Jul. 01, 2023 |
Dec. 30, 2023 |
|
| Related Party Transaction [Line Items] | |||||
| Current operating lease liabilities | $ 75.0 | $ 75.0 | $ 80.0 | ||
| Noncurrent operating lease liabilities | 261.0 | 261.0 | 310.0 | ||
| Equity Method Investee [Member] | |||||
| Related Party Transaction [Line Items] | |||||
| Other liabilities | 5.0 | 5.0 | 5.0 | ||
| Due from related party | 31.0 | 31.0 | 32.0 | ||
| Revenues | 12.0 | $ 11.0 | 24.0 | $ 23.0 | |
| Purchases from related party | 2.0 | 3.0 | 5.0 | 5.0 | |
| Internet Brands Inc [Member] | |||||
| Related Party Transaction [Line Items] | |||||
| Other liabilities | 11.0 | $ 11.0 | $ 1.0 | ||
| Internet Brands Inc [Member] | Royalty Agreements [Member] | |||||
| Related Party Transaction [Line Items] | |||||
| Period covered by agreement | 10 years | ||||
| Related party agreement amount | $ 31.0 | ||||
| Operating costs and expenses | 8.0 | $ 8.0 | 16.0 | $ 16.0 | |
| Employees and Minority Shareholders [Member] | |||||
| Related Party Transaction [Line Items] | |||||
| Current operating lease liabilities | 6.0 | 6.0 | |||
| Noncurrent operating lease liabilities | $ 22.0 | $ 22.0 | |||
| Employees and Minority Shareholders [Member] | Operating Lease Liabilities, Current [Member] | Related Party Concentration Risk[Member] | |||||
| Related Party Transaction [Line Items] | |||||
| Concentration risk percentage | 7.50% | 6.30% | |||
| Employees and Minority Shareholders [Member] | Operating Lease Liabilities, Non-Current [Member] | Related Party Concentration Risk[Member] | |||||
| Related Party Transaction [Line Items] | |||||
| Concentration risk percentage | 8.60% | 7.40% | |||
| Employees and Minority Shareholders [Member] | Minimum [Member] | |||||
| Related Party Transaction [Line Items] | |||||
| Remaining operating lease term | 2 months | 2 months | |||
| Employees and Minority Shareholders [Member] | Maximum [Member] | |||||
| Related Party Transaction [Line Items] | |||||
| Remaining operating lease term | 13 years | 13 years | |||