ACQUISITIONS ACQUISITIONS (Tables)

6 Months Ended

Feb. 01, 2020

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed

The following table summarizes the final consideration, fair value of assets acquired and liabilities assumed, and the resulting goodwill.



(in thousands)	Final Acquisition Date Fair Values
Consideration:
Outstanding shares	$	1,258,450
Outstanding debt, excluding acquired senior notes	1,046,170
Equity-based awards	18,411
Total consideration	$	2,323,031

Fair value of assets acquired and liabilities assumed:
Cash and cash equivalents	$	25,102
Accounts receivable	552,381
Inventories	1,156,781
Prepaid expenses and other current assets	112,449
Current assets of discontinued operations	196,848
Property, plant and equipment	1,207,115
Goodwill	376,181
Intangible assets	918,103
Other assets	77,008
Long-term assets of discontinued operations	433,839
Accounts payable	(974,252		)
Current portion of long-term debt and finance lease obligations	(579,565		)
Other current liabilities	(331,693		)
Current liabilities of discontinued operations	(148,763		)
Long-term debt	(34,355		)
Long-term finance lease obligations	(103,289		)
Pension and other postretirement benefit obligations	(234,324		)
Deferred income taxes	(18,254		)
Other long-term liabilities	(308,516		)
Long-term liabilities of discontinued operations	(1,398		)
Noncontrolling interests	1,633
Total consideration	2,323,031
Less: Cash and cash equivalents⁽¹⁾	(30,596		)
Total consideration, net of cash and cash equivalents acquired	$	2,292,435

(1)

Includes cash and cash equivalents acquired attributable to continuing operations and discontinued operations.

Schedule of Finite-Lived Intangible Assets Acquired

The following table summarizes the identifiable intangible assets and liabilities recorded based on final valuations. The identifiable intangible assets are expected to be amortized on a straight-line basis over the estimated useful lives indicated. The fair value of identifiable intangible assets acquired was determined using income approaches. Significant assumptions utilized in the income approach were based on Company-specific information and projections, which are not observable in the market and are thus considered Level 3 measurements as defined by authoritative guidance.



		Final Acquisition Date Fair Values
(in thousands)	Estimated Useful Life	Continuing Operations			Discontinued Operations
Customer relationship assets	10–17 years	$	810,000		$	—
Favorable operating leases	1-19 years	21,629			—
Leases in place	1-8 years	10,474			—
Tradenames	2-9 years	66,000			17,000
Pharmacy prescription files	5-7 years	—			45,900
Non-compete agreement	2 years	10,000			—
Unfavorable operating leases	1-12 years	(21,754		)	—
Total		$	896,349		$	62,900

Schedule of Unaudited Pro Forma Information

The following table presents unaudited supplemental pro forma consolidated Net sales and Net loss from continuing operations based on the Company’s historical reporting periods as if the acquisition of Supervalu had occurred as of July 30, 2017:



	13-Week Period Ended			26-Week Period Ended
(in thousands, except per share data)	January 27, 2018⁽²⁾			January 26, 2019⁽¹⁾			January 27, 2018⁽²⁾
Net sales	$	6,159,106		$	12,134,176		$	12,056,161
Net loss from continuing operations	$	(25,388	)	$	(411,196	)	$	(34,349	)
Basic net loss continuing operations per share	$	(0.50	)	$	(8.11	)	$	(0.68	)
Diluted net loss from continuing operations per share	$	(0.50	)	$	(8.11	)	$	(0.68	)


(1)	Includes 12 weeks of pro forma Supervalu results for the period ended September 8, 2018.


(2)	Includes 13 and 26 weeks of pro forma Supervalu results for the period ended December 2, 2017 and 6 and 19 weeks of pro forma Associated Grocers of Florida, Inc. results for the period ended November 4, 2017, which was acquired by Supervalu on December 8, 2017.