10-Q/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q/A

(Amendment No. 1)

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 30, 2013

OR

¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission File No. 333-185732

US Foods, Inc.

(Exact name of registrant as specified in its charter)

Delaware	36-3642294
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification Number)

9399 W. Higgins Road, Suite 600

Rosemont, IL 60018

(847) 720-8000

(Address, including Zip Code, and telephone number, including area code, of registrant’s principal executive offices)

Not Applicable

(Former name, former address and former fiscal year, if changed since last report)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  ¨    No  x

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes  x    No  ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	¨	Accelerated filer	¨
Non-accelerated filer	x  (Do not check if a smaller reporting company)	Smaller reporting company	¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes  ¨    No  x

The registrant is a privately held corporation and its equity shares are not publicly traded. At May 6, 2013, 1,000 shares of the registrant’s common stock were outstanding, all of which were owned by USF Holding Corp.

EXPLANATORY NOTE

This Amendment No. 1 to the Quarterly Report on Form 10-Q of US Foods, Inc. for the period ended March 30, 2013 is being filed solely for the purpose of furnishing Exhibit 101 to the Form 10-Q in accordance with Rule 405 of Regulation S-T. Exhibit 101 provides financial information from the Quarterly Report on Form 10-Q of US Foods, Inc. for the 13-weeks ended March 30, 2013, formatted in XBRL. This Amendment No. 1 does not reflect any subsequent events occurring after the original filing date of the Form 10-Q or modify or update in any way disclosures made in the original filing.

Users of this data are advised that pursuant to Rule 406T of Regulation S-T, these interactive data files are deemed not filed or part of a registration statement or prospectus for purposes of sections 11 or 12 of the Securities Act of 1933 and are deemed not filed for purposes of section 18 of the Securities and Exchange Act of 1934.

1

Item 6. Exhibits

Exhibit Number	Document Description
31.1*	Section 302 Certification of the Chief Executive Officer Pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2*	Section 302 Certification of the Chief Financial Officer Pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1*	Certification of the Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2*	Certification of the Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101†	Interactive Data File.

* Previously filed or furnished as an exhibit to the Quarterly Report on Form 10-Q of US Foods, Inc. for the period ended March 30, 2013.

† Furnished with this Report.

2

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	US FOODS, INC. (Registrant)
Date: May 31, 2013	By:	/S/ ALLAN D. SWANSON
		Allan D. Swanson Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

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Accounts Receivable Financing Program - Additional Information (Detail) (USD $) In Millions, unless otherwise specified	Mar. 30, 2013	Dec. 29, 2012
Accounts, Notes, Loans and Financing Receivable [Line Items]
Percentage of ownership	100.00%
2012 ABS Facility [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Percentage of ownership	100.00%
Maximum capacity	$ 800
Borrowings	686	686
Accounts receivable	$ 925	$ 918

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Income Taxes - Additional Information (Detail) (USD $)	3 Months Ended
	Mar. 30, 2013	Mar. 31, 2012	Dec. 29, 2012
Income Tax Disclosure [Abstract]
Effective income tax rates	(15.00%)	34.00%
Variation of effective tax rate from federal statutory tax rate	35.00%	35.00%
Increase in valuation allowance	$ 11,000,000
Pre-tax loss	(82,416,000)	(5,301,000)
Valuation allowance			129,000,000
Deferred tax assets, related to federal and state net operating losses	$ 11,000,000

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Restructuring and Tangible Asset Impairment Charges - Summary of Restructuring Charges (Detail) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 30, 2013	Mar. 31, 2012
Reorganizations [Abstract]
Severance and related costs	$ 469	$ 6
Facility closing costs	(537)
Tangible asset impairment charges	1,860
Total	$ 1,792	$ 6

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Commitments and Contingencies - Additional Information (Detail) (USD $) In Millions, unless otherwise specified	3 Months Ended	12 Months Ended
	Mar. 30, 2013	Dec. 31, 2009	Dec. 31, 2011 California 2010 Labor Code Claim [Member]	Sep. 30, 2011 Eagan Multiemployer Pension Withdrawal Liability [Member]	Dec. 31, 2008 Eagan Multiemployer Pension Withdrawal Liability [Member]
Gain Contingencies [Line Items]
Damages and litigation expenses	$ 40	$ 40
Liability incurred for settlement of claims			3
Recorded liability for related multiemployer pension withdrawal liability					40
Additional liability incurred for settlement of claims				$ 17

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Debt - Additional Information (Detail) (USD $)	3 Months Ended			3 Months Ended				1 Months Ended		3 Months Ended		1 Months Ended	3 Months Ended		1 Months Ended	3 Months Ended		3 Months Ended								3 Months Ended	12 Months Ended		3 Months Ended			3 Months Ended
	Mar. 30, 2013	Mar. 31, 2012	Dec. 29, 2012	Mar. 30, 2013 CMBS Fixed Facility [Member] Property	Mar. 30, 2013 CMBS Floating Facility [Member] Property	Mar. 30, 2013 Unsecured Senior Notes [Member]	Mar. 30, 2013 Unsecured Senior Notes [Member] Entities affiliated [Member]	Jan. 31, 2013 Entities affiliated with Sponsors [Member]	Jan. 16, 2013 Senior Subordinated Notes [Member]	Mar. 30, 2013 Senior Subordinated Notes [Member]	Dec. 29, 2012 Senior Subordinated Notes [Member]	Jan. 16, 2013 Senior Notes [Member]	Mar. 30, 2013 Senior Notes [Member]	Dec. 29, 2012 Senior Notes [Member]	Jan. 16, 2013 Senior Notes [Member] Entities affiliated with Sponsors [Member]	Mar. 30, 2013 2012 ABS Facility [Member]	Dec. 29, 2012 2012 ABS Facility [Member]	Mar. 30, 2013 Commercial paper [Member]	Mar. 30, 2013 Excluding commercial paper [Member]	Mar. 30, 2013 ABL Facility [Member]	Dec. 29, 2012 ABL Facility [Member]	Mar. 30, 2013 ABL Facility [Member] Revolving loan facility [Member]	Mar. 30, 2013 Lessors [Member]	Mar. 30, 2013 Commercial insurers [Member]	Mar. 30, 2013 Other obligations [Member]	Mar. 30, 2013 2011 Term Loan [Member]	Dec. 29, 2012 2011 Term Loan [Member]	Mar. 30, 2013 2011 Term Loan [Member] Entities affiliated [Member]	Mar. 30, 2013 2007 Term Loan [Member] Swap	Mar. 30, 2013 2007 Term Loan [Member] Interest rate swap derivative [Member]	Mar. 30, 2013 2007 Term Loan [Member] Entities affiliated [Member]	Mar. 30, 2013 Cash Flow Revolver [Member]
Debt Instrument [Line Items]
Total debt borrowed at fixed rate	$ 1,915,000,000
Total debt borrowed at floating rate	2,921,000,000
Aggregate principal amount of debt									355,000,000			375,000,000
Interest Rate				6.38%		8.50%			11.25%	11.25%		8.50%	8.50%			1.50%				3.24%						5.75%	5.75%
Redemption price percentage of principal amount									105.625%
Debt instrument, maturity date									Jun. 30, 2017	Jun. 30, 2017		Jun. 30, 2019	Jun. 30, 2019			Aug. 27, 2015				May 11, 2016						Mar. 31, 2017						Jul. 03, 2013
Issue price percent												103.50%
Gross proceeds from issuance of debt	456,000,000	439,000,000										388,000,000
Principal senior notes sales, purchased by the affiliates								6,000,000							6,000,000
Loss on extinguishment of debt	23,967,000								24,000,000
Loss on early redemption premium									20,000,000
Unamortized debt issuance cost									4,000,000
Third party costs for redemption of notes									6,000,000
Maximum borrowing capacity																800,000,000						1,100,000,000										100,000,000
Total debt	4,836,814,000		4,805,309,000	472,391,000		1,350,000,000	20,000,000				355,166,000		1,350,000,000	975,000,000		686,000,000	686,000,000			145,000,000	170,000,000					416,500,000	418,625,000	32,000,000	1,674,000,000		320,000,000
Interest rate description																		The lender's commercial paper rate plus any other costs associated with the issuance of commercial paper plus 1.25%	the London InterBank Offered Rate (“LIBOR”) plus 1.25%
Interest rate above base rate	2.25%																	1.25%		1.00%						3.25%			3.25%			1.25%
Percentage of unused commitment fee																		0.35%	0.35%
Basis spread on variable interest rate	3.25%																		1.25%	2.00%						4.25%	4.25%		4.25%			2.25%
Outstanding borrowings as Letters of Credit																				294,000,000			100,000,000	179,000,000	15,000,000
Remaining borrowing capacity																				661,000,000
Borrowing limit for interest calculation	75,000,000
Percentage of letter of credit fees																				2.00%
Percentage of unused commitment fees																				0.25%
Floor interest rate on basis spread																										1.50%	1.50%		1.50%
Principal repayments																										1,000,000			5,000,000
Borrowings maturity date																													Mar. 31, 2017
Interest rate swap designated as cash flow hedges, expiration date																														Jan. 30, 2013
Number of interest rate swaps																													3
Number of properties mortgaged				38	15
Percentage of unused line fee																																0.38%
Unamortized issue of Senior Notes with premium	$ 20,808,000		$ 8,516,000			$ 21,000,000
Direct and indirect ownership percentage in domestic subsidiaries	100.00%

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Business Segment Information (Tables)

3 Months Ended

Mar. 30, 2013

Segment Reporting [Abstract]

Schedule of Quantitative Reconciliation of Adjusted EBITDA

The following is a quantitative reconciliation of Adjusted EBITDA to the most directly comparable GAAP financial performance measure, which is net loss for the periods indicated (in thousands):

	13-Weeks Ended
	March 30,			March 31,
	2013			2012
Adjusted EBITDA	$	156,485		$	177,520
Adjustments:
Sponsor fees (1)		(2,567	)		(2,603	)
Restructuring and tangible asset impairment charges (2)		(1,792	)		(6	)
Share-based compensation expense (3)		(3,800	)		(1,644	)
LIFO reserve change (4)		(1,890	)		2,243
Loss on extinguishment of debt (5)		(23,967	)		—
Business transformation costs (6)		(13,900	)		(18,705	)
Other (7)		(14,981	)		(6,588	)
EBITDA		93,588			150,217
Interest expense, net		(81,826	)		(71,594	)
Income tax (provision) benefit		(12,292	)		1,812
Depreciation and amortization expense		(94,178	)		(83,924	)
Net loss	$	(94,708	)	$	(3,489	)

(1) Consists of management fees paid to the Sponsors.

(2) Restructuring and tangible asset impairment charges primarily consist of facility closing, severance and related costs and tangible asset impairment charges.

(3) Share-based compensation expense represents costs recorded for Share Option Awards and Restricted Share Awards granted.

(4) Consists of changes in the LIFO reserve.

(5) The 2013 loss on extinguishment of debt consists of an early redemption premium and a write-off of unamortized debt issuance costs related to the Senior Subordinated Notes redemption.

(6) Consists of costs to functionalize and optimize our business processes and systems.

(7) Other includes gains, losses or charges as specified under the Company’s debt agreements.

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Guarantor and Non-Guarantor Condensed Consolidating Financial Information - Schedule of Condensed Consolidating Statement of Comprehensive Income (Loss) (Detail) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 30, 2013	Mar. 31, 2012
Income Statement by Disposal Groups, Including Discontinued Operations [Line Items]
NET SALES	$ 5,404,922	$ 5,259,726
COST OF GOODS SOLD	4,495,783	4,383,285
Gross profit	909,139	876,441
OPERATING EXPENSES:
Distribution, selling and admininstrative	883,970	810,142
Restructuring and tangible asset impairment charges	1,792	6
Total operating expenses	885,762	810,148
Operating income	23,377	66,293
INTEREST EXPENSE-Net	81,826	71,594
Loss on extinguishment of debt	23,967
(Loss) income before income taxes	(82,416)	(5,301)
Income tax (benefit) provision	12,292	(1,812)
NET LOSS	(94,708)	(3,489)
Other comprehensive income	2,876	5,973
COMPREHENSIVE (LOSS) INCOME	(91,832)	2,484
US Foods, Inc. [Member]
Income Statement by Disposal Groups, Including Discontinued Operations [Line Items]
NET SALES	5,264,586	5,115,859
COST OF GOODS SOLD	4,383,434	4,266,024
Gross profit	881,152	849,835
OPERATING EXPENSES:
Distribution, selling and admininstrative	872,964	798,993
Restructuring and tangible asset impairment charges	402	6
Total operating expenses	873,366	798,999
Operating income	7,786	50,836
INTEREST EXPENSE-Net	70,723	60,143
Loss on extinguishment of debt	23,967
Other expense (income)-net	27,001	22,643
(Loss) income before income taxes	(113,905)	(31,950)
Income tax (benefit) provision	4,502	(8,408)
Equity in earnings of subsidiaries	23,699	20,053
NET LOSS	(94,708)	(3,489)
Other comprehensive income	2,876	5,973
COMPREHENSIVE (LOSS) INCOME	(91,832)	2,484
Guarantors [Member]
Income Statement by Disposal Groups, Including Discontinued Operations [Line Items]
NET SALES	140,336	143,867
COST OF GOODS SOLD	112,349	117,261
Gross profit	27,987	26,606
OPERATING EXPENSES:
Distribution, selling and admininstrative	23,494	23,312
Total operating expenses	23,494	23,312
Operating income	4,493	3,294
INTEREST EXPENSE-Net		19
Other expense (income)-net	(4,485)	(3,695)
(Loss) income before income taxes	8,978	6,970
NET LOSS	8,978	6,970
COMPREHENSIVE (LOSS) INCOME	8,978	6,970
Non-Guarantors [Member]
Income Statement by Disposal Groups, Including Discontinued Operations [Line Items]
NET SALES	23,568	23,697
Gross profit	23,568	23,697
OPERATING EXPENSES:
Distribution, selling and admininstrative	15,565	15,229
Restructuring and tangible asset impairment charges	1,390
Total operating expenses	16,955	15,229
Operating income	6,613	8,468
INTEREST EXPENSE-Net	11,103	11,432
Other expense (income)-net	(27,001)	(22,643)
(Loss) income before income taxes	22,511	19,679
Income tax (benefit) provision	7,790	6,596
NET LOSS	14,721	13,083
COMPREHENSIVE (LOSS) INCOME	14,721	13,083
Eliminations [Member]
Income Statement by Disposal Groups, Including Discontinued Operations [Line Items]
NET SALES	(23,568)	(23,697)
Gross profit	(23,568)	(23,697)
OPERATING EXPENSES:
Distribution, selling and admininstrative	(28,053)	(27,392)
Total operating expenses	(28,053)	(27,392)
Operating income	4,485	3,695
Other expense (income)-net	4,485	3,695
Equity in earnings of subsidiaries	(23,699)	(20,053)
NET LOSS	(23,699)	(20,053)
COMPREHENSIVE (LOSS) INCOME	$ (23,699)	$ (20,053)

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Fair Value Measurements (Tables)

3 Months Ended

Mar. 30, 2013

Fair Value Disclosures [Abstract]

Schedule of Fair Value Assets and Liabilities Measured on Recurring Basis

The Company’s assets and liabilities measured at fair value on a recurring basis as of March 30, 2013 and December 29, 2012, aggregated by the level in the fair value hierarchy within which those measurements fall, are as follows (in thousands):

Description	Level 1		Level 2			Level 3		Total
Recurring fair value measurements:
Money market funds	$	20,000	$	—		$	—	$	20,000
Balance at March 30, 2013	$	20,000	$	—		$	—	$	20,000
Recurring fair value measurements:
Interest rate swap derivative liability	$	—	$	(2,034	)	$	—	$	(2,034	)
Balance at December 29, 2012	$	—	$	(2,034	)	$	—	$	(2,034	)
Description	Level 1		Level 2			Level 3		Total
Nonrecurring fair value measurements:
Assets held for sale	$	—	$	—		$	10,930	$	10,930
Balance at March 30, 2013	$	—	$	—		$	10,930	$	10,930
Nonrecurring fair value measurements:
Assets held for sale	$	—	$	—		$	23,400	$	23,400
Property and equipment		—		—			3,361		3,361
Contingent consideration payable for business acquisitions		—		—			5,500		5,500
Balance at December 29, 2012	$	—	$	—		$	32,261	$	32,261

Effect of Interest Rate Swap Derivative Financial Instruments in Other Comprehensive Loss

The effect of the Company’s interest rate swap derivative financial instruments in the consolidated statement of other comprehensive loss for the 13-weeks ended March 30, 2013 and March 31, 2012, is as follows (in thousands):

Effect of Interest Rate Swap Derivative Instruments in the Consolidated Statements of Comprehensive Income (Loss)
Derivatives in Cash Flow Hedging Relationships	Amount of Loss Recognized in Other Comprehensive Loss on Derivative (Effective Portion), net of tax			Location of Loss Reclassified From Accumulated Other Comprehensive Loss		Amount of Loss Reclassified from Accumulated Other Comprehensive Loss into Income (Effective portion), net of tax			Location of Loss Recognized in Income on Derivative (Ineffective Portion and Amount Excluded from Effectiveness Testing)		Amount of Income Recognized in Income on Derivative (Ineffective Portion and Amount Excluded from Effectiveness Testing)
For the 13-weeks ended March 30, 2013:
Interest rate swap derivative	$	(255	)		Interest expense — net	$	(797	)		Interest expense — net	$	645
For the 13-weeks ended March 31, 2012:
Interest rate swap derivative	$	(1,267	)		Interest expense — net	$	(5,126	)		Interest expense — net	$	—

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Related Party Transactions - Additional Information (Detail) (USD $)	3 Months Ended			1 Months Ended
	Mar. 30, 2013	Mar. 31, 2012	Dec. 29, 2012	Jan. 31, 2013 Entities affiliated with Sponsors [Member]	Mar. 30, 2013 Entities affiliated with Sponsors [Member]
Related Party Transaction [Line Items]
Management fee	$ 800,000
Management fees and related expenses	3,000,000	3,000,000
Transaction fees	1,000,000
Amount held in principal of debt facilities	4,802,805,000		4,764,899,000		372,000,000
Principal senior notes sales, purchased by the affiliates				$ 6,000,000

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Goodwill and Other Intangibles - Schedule of Other Intangibles, Net (Detail) (USD $) In Thousands, unless otherwise specified	Mar. 30, 2013	Dec. 29, 2012
Other Intangible Assets [Line Items]
Total other intangibles - net	$ 852,556	$ 889,453
Customer relationships [Member]
Other Intangible Assets [Line Items]
Gross carrying amount	1,366,056	1,366,056
Accumulated amortization	(766,300)	(729,403)
Net carrying value	599,756	636,653
Brand names and trademarks [Member]
Other Intangible Assets [Line Items]
Brand names and trademarks - not amortizing	$ 252,800	$ 252,800

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Fair Value Measurements - Additional Information (Detail) (USD $)	3 Months Ended
	Mar. 30, 2013 Swap	Dec. 29, 2012
Derivative Instruments [Line Items]
Number of interest rate swaps	3
Fixed interest rate on term loan	6.00%
Reclassified from accumulated other comprehensive loss	$ 1,000,000
Interest income related to interest rate swaps derivatives	1,000,000
Tangible asset impairment charges	1,860,000
Total debt fair value debt	5,000,000,000	4,900,000,000
Aggregate carrying value of debt	4,800,000,000
Money Market Funds [Member]
Derivative Instruments [Line Items]
Money market fund maturity period	Three months or less
Level 2 [Member]
Derivative Instruments [Line Items]
Fair value of interest rate swap derivative financial instruments		$ 2,000,000

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Retirement Plans - Additional Information (Detail) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Mar. 30, 2013	Mar. 31, 2012
Compensation And Retirement Disclosure [Abstract]
Reclassification of accumulated other comprehensive income	$ 3	$ 3
Contribution to defined benefit and other post retirement plans	9	7
Company's anticipated contributions	$ 49

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Restructuring and Tangible Asset Impairment Charges - Additional Information (Detail) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 30, 2013	Dec. 29, 2012
Restructuring Cost and Reserve [Line Items]
Tangible asset impairment charges	$ 1,860
Restructuring liabilities	74,102	77,298
Severance and Related Costs [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring liabilities	71,773	74,121
Multiemployer pension withdrawal liabilities [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring liabilities	$ 65,000
Multiemployer pension withdrawal liabilities [Member] | Minimum [Member]
Restructuring Cost and Reserve [Line Items]
Interest rate on restructuring liabilities	6.50%
Multiemployer pension withdrawal liabilities [Member] | Maximum [Member]
Restructuring Cost and Reserve [Line Items]
Interest rate on restructuring liabilities	6.70%

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Recent Accounting Pronouncements

3 Months Ended

Mar. 30, 2013

Accounting Changes And Error Corrections [Abstract]

Recent Accounting Pronouncements

3. RECENT ACCOUNTING PRONOUNCEMENTS

In February 2013, the FASB issued ASU No. 2013-02, Comprehensive Income (Topic 220): Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income. This update requires disclosure of amounts reclassified out of accumulated other comprehensive income by component. In addition, an entity is required to present, either on the face of the financial statements or in the notes, significant amounts reclassified out of Accumulated Other Comprehensive Income by the respective line items of net income. For amounts that are not required to be reclassified in their entirety to net income, an entity is required to cross-reference to other disclosures that provide additional details about those amounts. The update does not change the items reported in other comprehensive income or when an item of other comprehensive income is reclassified to net income. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2012. As this guidance only revises the presentation and disclosures related to the reclassification of items out of accumulated other comprehensive income, the Company’s adoption of this guidance in the first quarter of 2013 did not affect its financial position, results of operations or cash flows. See Note 13 – Reclassifications Out of Accumulated Other Comprehensive Income, which presents the disclosures required by this update.

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Assets Held for Sale - Additional Information (Detail) (USD $)	3 Months Ended
	Mar. 30, 2013	Dec. 29, 2012
Property Plant And Equipment Useful Life And Values [Abstract]
Assets Held for Sale for more than one year	$ 12,000,000	$ 12,000,000
Assets Held for Sale, net proceeds	3,000,000
Tangible asset impairment charges	$ 1,860,000

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Restructuring and Tangible Asset Impairment Charges (Tables)

3 Months Ended

Mar. 30, 2013

Restructuring And Related Activities [Abstract]

Summary of Restructuring Charges

A summary of the restructuring charges during the 13-weeks ended March 30, 2013 and March 31, 2012 is as follows (in thousands):

	13-Weeks Ended
	March 30,			March 31,
	2013			2012
Severance and related costs	$	469		$	6
Facility closing costs		(537	)		—
Tangible asset impairment charges		1,860			—
Total	$	1,792		$	6

Summary of Changes in Restructuring Liabilities

The following table summarizes the changes in the restructuring liabilities for the 13-weeks ended March 30, 2013 (in thousands):

	Severance			Facility
	and Related			Closing
	Costs			Costs			Total
Balance at December 29, 2012	$	74,121		$	3,177		$	77,298
Current period charges		477			94			571
Change in estimate		(8	)		(631	)		(639	)
Payments and usage — net of accretion		(2,817	)		(311	)		(3,128	)
Balance at March 30, 2013	$	71,773		$	2,329		$	74,102

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Debt (Tables)

3 Months Ended

Mar. 30, 2013

Debt Disclosure [Abstract]

Components of Debt

The Company’s debt at March 30, 2013 and December 29, 2012 is comprised of the following (in thousands):

Debt Description	Contractual Maturity	Interest Rate at March 30, 2013			March 30, 2013			December 29, 2012
ABL Facility	May 11, 2016		3.24	%	$	145,000		$	170,000
2012 ABS Facility	August 27, 2015		1.50			686,000			686,000
2011 Term Loan	March 31, 2017		5.75			416,500			418,625
Amended 2007 Term Loan	March 31, 2017		5.75			1,673,886			1,684,086
CMBS Fixed Facility	August 1, 2017		6.38			472,391			472,391
Cash Flow Revolver	July 3, 2013		—			—			—
Senior Notes	June 30, 2019		8.50			1,350,000			975,000
Senior Subordinated Notes	June 30, 2017		11.25			—			355,166
Obligations under capital leases	2019-2025		5.75 – 9.00			80,144			31,075
Other debt	2018-2031		4.48 – 4.88			12,893			12,966
Total debt						4,836,814			4,805,309
Add unamortized premium						20,808			8,516
Less current portion of long-term debt						(54,817	)		(48,926	)
Long-term debt					$	4,802,805		$	4,764,899

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Guarantor and Non-Guarantor Condensed Consolidating Financial Information - Schedule of Condensed Consolidating Balance Sheet (Detail) (USD $) In Thousands, unless otherwise specified	Mar. 30, 2013	Dec. 29, 2012
Condensed Balance Sheet [Line Items]
Accounts receivable-net	$ 1,268,933	$ 1,216,612
Inventories	1,086,997	1,092,492
Other current assets	400,485	451,402
Property and equipment	1,742,283	1,706,388
GOODWILL	3,833,301	3,833,301
Other intangibles	852,556	889,453
OTHER ASSETS	70,383	73,758
TOTAL ASSETS	9,254,938	9,263,406
Accounts payable	1,289,931	1,239,790
Other current liabilities	575,390	599,023
LONG-TERM DEBT	4,802,805	4,764,899
Other liabilities	861,043	845,138
Shareholder's equity	1,725,769	1,814,556
TOTAL LIABILITIES AND SHAREHOLDER'S EQUITY	9,254,938	9,263,406
US Foods, Inc. [Member]
Condensed Balance Sheet [Line Items]
Accounts receivable-net	299,168	283,325
Inventories	1,034,826	1,041,628
Other current assets	306,477	357,830
Property and equipment	868,475	834,116
GOODWILL	3,833,301	3,833,301
Other intangibles	852,556	889,453
Investments in subsidiaries	1,341,015	1,319,079
OTHER ASSETS	59,147	61,977
TOTAL ASSETS	8,594,965	8,620,709
Accounts payable	1,249,062	1,204,529
Other current liabilities	536,081	561,032
LONG-TERM DEBT	3,653,975	3,628,391
Intercompany payables	551,605	549,633
Other liabilities	878,473	862,568
Shareholder's equity	1,725,769	1,814,556
TOTAL LIABILITIES AND SHAREHOLDER'S EQUITY	8,594,965	8,620,709
Guarantors [Member]
Condensed Balance Sheet [Line Items]
Accounts receivable-net	31,819	31,303
Inventories	52,171	50,864
Other current assets	6,775	5,937
Property and equipment	85,309	85,486
Intercompany receivables	588,661	573,654
OTHER ASSETS	17	17
TOTAL ASSETS	764,752	747,261
Accounts payable	40,869	35,113
Other current liabilities	13,343	12,334
LONG-TERM DEBT	12,322
Shareholder's equity	698,218	699,814
TOTAL LIABILITIES AND SHAREHOLDER'S EQUITY	764,752	747,261
Non-Guarantors [Member]
Condensed Balance Sheet [Line Items]
Accounts receivable-net	937,946	901,984
Other current assets	87,233	87,635
Property and equipment	788,499	786,786
OTHER ASSETS	34,419	34,964
TOTAL ASSETS	1,848,097	1,811,369
Accounts payable		148
Other current liabilities	25,966	25,657
LONG-TERM DEBT	1,136,508	1,136,508
Intercompany payables	37,056	24,021
Other liabilities	5,770	5,770
Shareholder's equity	642,797	619,265
TOTAL LIABILITIES AND SHAREHOLDER'S EQUITY	1,848,097	1,811,369
Eliminations [Member]
Condensed Balance Sheet [Line Items]
Investments in subsidiaries	(1,341,015)	(1,319,079)
Intercompany receivables	(588,661)	(573,654)
OTHER ASSETS	(23,200)	(23,200)
TOTAL ASSETS	(1,952,876)	(1,915,933)
Intercompany payables	(588,661)	(573,654)
Other liabilities	(23,200)	(23,200)
Shareholder's equity	(1,341,015)	(1,319,079)
TOTAL LIABILITIES AND SHAREHOLDER'S EQUITY	$ (1,952,876)	$ (1,915,933)

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Asset Held for Sale - Schedule of Change in Assets Held for Sale (Detail) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 30, 2013
Property Plant And Equipment Useful Life And Values [Abstract]
Balance at beginning of period	$ 23,193
Assets sold	(2,614)
Tangible asset impairment charges	(1,860)
Balance at end of the period	$ 18,719

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Retirement Plans (Tables)

3 Months Ended

Mar. 30, 2013

Compensation And Retirement Disclosure [Abstract]

Components of Net Pension and Other Post Retirement Benefit Costs

The components of net pension and other post retirement benefit costs for the periods presented are as follows (in thousands):

	13-Weeks Ended
	Pension Benefits						Other Postretirement Plans
	March 30, 2013			March 31, 2012			March 30, 2013		March 31, 2012
Service cost	$	8,030		$	6,426		$	38	$	35
Interest cost		8,368			9,447			108		128
Expected return on plan assets		(10,482	)		(10,329	)		—		—
Amortization of prior service cost		50			26			—		—
Amortization of net loss		3,257			3,440			28		8
Net periodic benefit costs	$	9,223		$	9,010		$	174	$	171

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Reclassifications Out of Accumulated Other Comprehensive Loss (Tables)

3 Months Ended

Mar. 30, 2013

Equity [Abstract]

Schedule of Reclassification Out of Accumulated Other Comprehensive Loss

The following table presents of amounts reclassified out of accumulated other comprehensive loss by component for the periods presented as follows (in thousands):

	13-Weeks Ended
Accumulated Other Comprehensive Loss Components	March 30, 2013			March 31, 2012			Affected Line Item in the Statement Where Net Income is Presented
Defined benefit pensions plans:
Balance at beginning of period (1)	$	(125,642	)	$	(111,482	)
Other comprehensive income before reclassifications		—			—
Amortization of prior service cost		50			26		Distribution, selling and administration (2)
Amortization of net loss		3,285			3,447		Distribution, selling and administration (2)
		3,335			3,473		Total before income tax
		1,001			1,359		Income tax provision
Net current period comprehensive income		2,334			2,114		Net of tax
Balance at end of period (1)	$	(123,308	)	$	(109,368	)
Interest rate swap derivative cash flow hedge:
Balance at beginning of period (1)	$	(542	)	$	(18,112	)
Other comprehensive income before reclassifications		(653	)		(2,082	)
Amounts reclassified from other comprehensive income		2,042			8,422		Interest expense–net
		1,389			6,340		Total before income tax
		847			2,481		Income tax provision
		542			3,859		Net of tax
Balance at end of period (1)	$	—			(14,253	)
Accumulated Other Comprehensive Loss end of period (1)	$	(123,308	)	$	(123,621	)

(1) Amounts are presented net of tax.

(2) Included in the computation of net periodic pension costs. See Note – 12 Retirement Plans for additional information.

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Summary of Significant Accounting Policies

3 Months Ended

Mar. 30, 2013

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The Company’s significant accounting policies are presented in Note 2 to the Company’s consolidated financial statements for the fiscal year ended December 29, 2012, filed as part of the Company’s Registration Statements on Form S-4 (Registration Nos. 333-185732 and 333-187667). The following selected accounting policies should be read in conjunction with those discussed in those registration statements.

Use of Estimates — The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the Company’s consolidated financial statements and notes thereto. Actual results could differ from these estimates. The most critical estimates used in the preparation of the Company’s consolidated financial statements pertain to the valuation of goodwill, other intangible assets and property and equipment, accounts receivable, vendor consideration, self-insurance programs and income taxes.

Inventories — The Company’s inventories, consisting mainly of food and other foodservice-related products, are primarily considered finished goods. Inventory costs include the purchase price of the product and freight charges to deliver the product to the Company’s warehouses and are net of certain cash or non-cash consideration received from vendors. The Company assesses the need for valuation allowances for slow-moving, excess and obsolete inventories by estimating the net recoverable value of such goods based upon inventory category, inventory age, specifically identified items and overall economic conditions.

The Company records inventories at the lower of cost or market using the last-in, first-out (“LIFO”) method. The base year values of beginning and ending inventories are determined using the inventory price index computation method, which “links” current costs to original costs in the base year when the Company adopted LIFO. At March 30, 2013 and December 29, 2012, the LIFO balance sheet reserves were $138 million and $136 million, respectively. As a result of changes in LIFO reserves, cost of goods sold increased $2 million and decreased $2 million in the 13-weeks ended March 30, 2013 and March 31, 2012, respectively.

Property and Equipment — Property and equipment are stated at depreciated cost. Depreciation of property and equipment is calculated using the straight-line method over the estimated useful lives of the assets, which range from three to 40 years. Property and equipment under capital leases and leasehold improvements are amortized on a straight-line basis over the shorter of the remaining terms of the leases or the estimated useful lives of the assets. At March 30, 2013 and December 29, 2012, property and equipment, net included accumulated depreciation of $941 million and $890 million, respectively. Depreciation expense was $57 million and $51 million for the 13-weeks ended March 30, 2013 and March 31, 2012, respectively.

Property and equipment held and used by the Company are tested for recoverability whenever events or changes in circumstances indicate that the carrying amount of an asset or asset group may not be recoverable. For purposes of evaluating the recoverability of property and equipment, the Company compares the carrying value of the asset or asset group to the estimated, undiscounted future cash flows expected to be generated by the long-lived asset or asset group. If the future cash flows included in a long-lived asset recoverability test do not exceed the carrying value, the carrying value is compared to the fair value of such asset. If the carrying value exceeds the fair value, an impairment charge is recorded for the excess. The Company also assesses the recoverability of its facilities classified as Assets Held for Sale. If a facility’s carrying value exceeds its fair value, less an estimated cost to sell, an impairment charge is recorded for the excess. Assets Held for Sale are not depreciated.

Impairments are recorded as a component of restructuring and tangible asset impairment charges in the consolidated statements of comprehensive loss and a reduction of the assets’ carrying value in the consolidated balance sheets. See Note 10 — Restructuring and Tangible Asset Impairment Charges for a discussion of the Company’s long-lived asset impairment charges.

Goodwill and Other Intangible Assets — Goodwill and other intangible assets include the cost of the acquired business in excess of the fair value of the net assets recorded in connection with acquisitions. Other intangible assets include customer relationships, brand names and trademarks. As required, we assess goodwill and other intangible assets with indefinite lives for impairment annually, or more frequently, if events occur that indicate an asset may be impaired. For goodwill and indefinite-lived intangible assets, our policy is to assess for impairment at the beginning of each fiscal year’s third quarter. For other intangible assets with finite lives, we assess for impairment only if events occur that indicate that the carrying amount of an asset may not be recoverable. All goodwill is assigned to the consolidated Company as the reporting unit.

Business Acquisitions — The Company accounts for business acquisitions under the acquisition method, in which assets acquired and liabilities assumed are recorded at fair value as of the date of acquisition. The operating results of the acquired companies are included in the Company’s consolidated financial statements from the date of acquisition. Acquisitions, individually and in the aggregate, did not materially affect the Company’s results of operations or financial position for any period presented. The 2012 acquisitions have been or are being integrated into our foodservice distribution network. Certain acquisitions involve contingent consideration in the event certain operating results are achieved over periods of up to two years. As of March 30, 2013 and December 29, 2012, the Company has accrued $6 million of contingent consideration relating to acquisitions.

Revenue Recognition — The Company recognizes revenue from the sale of product upon passage of title and customer acceptance of goods, which generally occurs at delivery. The Company grants certain customers sales incentives, such as rebates or discounts and treats these as a reduction of sales at the time the sale is recognized. Sales taxes invoiced to customers and remitted to governmental authorities are recorded on a net basis and are excluded from net sales.

Cost of Goods Sold — Cost of goods sold includes amounts paid to manufacturers for products sold, net of vendor consideration, plus the cost of transportation necessary to bring the products to the Company’s distribution facilities. Cost of goods sold excludes depreciation and amortization. The amounts presented for cost of goods sold may not be comparable to similar measures disclosed by other companies because not all companies calculate cost of goods sold in the same manner.

Income Taxes — The Company accounts for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the consolidated financial statements. Under this method, deferred tax assets and liabilities are determined based on the differences between the consolidated financial statements and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date. The Company records net deferred tax assets to the extent the Company believes these assets will more likely than not be realized.

An uncertain tax position is recognized when it is more likely than not that the position will be sustained upon examination, including resolutions of any related appeals or litigation processes, based on the technical merits. Uncertain tax positions are recorded at the largest amount that is more likely than not to be sustained. The Company adjusts the amounts recorded for uncertain tax positions when its judgment changes as a result of the evaluation of new information not previously available. These differences are reflected as increases or decreases to income tax expense in the period in which they are determined.

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Guarantor and Non-Guarantor Condensed Consolidating Financial Information (Tables)

3 Months Ended

Mar. 30, 2013

Condensed Financial Information Of Parent Company Only Disclosure [Abstract]

Schedule of Condensed Consolidating Balance Sheet

Condensed Consolidating Balance Sheet March 30, 2013
	(in thousands)
	US Foods, Inc.		Guarantors		Non-Guarantors		Eliminations			Consolidated
Accounts receivable—net	$	299,168	$	31,819	$	937,946	$	—		$	1,268,933
Inventories		1,034,826		52,171		—		—			1,086,997
Other current assets		306,477		6,775		87,233		—			400,485
Property and equipment		868,475		85,309		788,499		—			1,742,283
Goodwill		3,833,301		—		—		—			3,833,301
Other intangibles		852,556		—		—		—			852,556
Investments in subsidiaries		1,341,015		—		—		(1,341,015	)		—
Intercompany receivables		—		588,661		—		(588,661	)		—
Other assets		59,147		17		34,419		(23,200	)		70,383
Total assets	$	8,594,965	$	764,752	$	1,848,097	$	(1,952,876	)	$	9,254,938
Accounts payable	$	1,249,062	$	40,869	$	—	$	—		$	1,289,931
Other current liabilities		536,081		13,343		25,966		—			575,390
Long-term debt		3,653,975		12,322		1,136,508		—			4,802,805
Intercompany payables		551,605		—		37,056		(588,661	)		—
Other liabilities		878,473		—		5,770		(23,200	)		861,043
Shareholder’s equity		1,725,769		698,218		642,797		(1,341,015	)		1,725,769
Total liabilities and shareholder’s equity	$	8,594,965	$	764,752	$	1,848,097	$	(1,952,876	)	$	9,254,938

	Condensed Consolidating Balance Sheet
	December 29, 2012
	(in thousands)
	US Foods, Inc.		Guarantors		Non-Guarantors		Eliminations			Consolidated
Accounts receivable—net	$	283,325	$	31,303	$	901,984	$	—		$	1,216,612
Inventories		1,041,628		50,864		—		—			1,092,492
Other current assets		357,830		5,937		87,635		—			451,402
Property and equipment		834,116		85,486		786,786		—			1,706,388
Goodwill		3,833,301		—		—		—			3,833,301
Other intangibles		889,453		—		—		—			889,453
Investments in subsidiaries		1,319,079		—		—		(1,319,079	)		—
Intercompany receivables		—		573,654		—		(573,654	)		—
Other assets		61,977		17		34,964		(23,200	)		73,758
Total assets	$	8,620,709	$	747,261	$	1,811,369	$	(1,915,933	)	$	9,263,406
Accounts payable	$	1,204,529	$	35,113	$	148	$	—		$	1,239,790
Other current liabilities		561,032		12,334		25,657		—			599,023
Long-term debt		3,628,391		—		1,136,508		—			4,764,899
Intercompany payables		549,633		—		24,021		(573,654	)		—
Other liabilities		862,568		—		5,770		(23,200	)		845,138
Shareholder’s equity		1,814,556		699,814		619,265		(1,319,079	)		1,814,556
Total liabilities and shareholder’s equity	$	8,620,709	$	747,261	$	1,811,369	$	(1,915,933	)	$	9,263,406

Schedule of Condensed Consolidating Statement of Comprehensive Income (Loss)

Condensed Consolidating Statement of Comprehensive Income (Loss)
	13-Weeks Ended March 30, 2013
	(in thousands)
	US Foods, Inc.			Guarantors			Non-Guarantors			Eliminations			Consolidated
Net sales	$	5,264,586		$	140,336		$	23,568		$	(23,568	)	$	5,404,922
Cost of goods sold		4,383,434			112,349			—			—			4,495,783
Gross profit		881,152			27,987			23,568			(23,568	)		909,139
Operating expenses:
Distribution, selling and admininstrative		872,964			23,494			15,565			(28,053	)		883,970
Restructuring and tangible asset impairment charges		402			—			1,390			—			1,792
Total operating expenses		873,366			23,494			16,955			(28,053	)		885,762
Operating income		7,786			4,493			6,613			4,485			23,377
Interest expense—net		70,723			—			11,103			—			81,826
Loss on extinguishment of debt		23,967			—			—			—			23,967
Other expense (income)—net		27,001			(4,485	)		(27,001	)		4,485			—
(Loss) income before income taxes		(113,905	)		8,978			22,511			—			(82,416	)
Income tax provision		4,502			—			7,790			—			12,292
Equity in earnings of subsidiaries		23,699			—			—			(23,699	)		—
Net (loss) income		(94,708	)		8,978			14,721			(23,699	)		(94,708	)
Other comphrehensive income		2,876			—			—			—			2,876
Comprehensive (loss) income	$	(91,832	)	$	8,978		$	14,721		$	(23,699	)	$	(91,832	)

	Condensed Consolidating Statement of Comprehensive Income (Loss)
	13-Weeks Ended March 31, 2012
	(in thousands)
	US Foods, Inc.			Guarantors			Non-Guarantors			Eliminations			Consolidated
Net sales	$	5,115,859		$	143,867		$	23,697		$	(23,697	)	$	5,259,726
Cost of goods sold		4,266,024			117,261			—			—			4,383,285
Gross profit		849,835			26,606			23,697			(23,697	)		876,441
Operating expenses:
Distribution, selling and admininstrative		798,993			23,312			15,229			(27,392	)		810,142
Restructuring and tangible asset impairment charges		6			—			—			—			6
Total operating expenses		798,999			23,312			15,229			(27,392	)		810,148
Operating income		50,836			3,294			8,468			3,695			66,293
Interest expense—net		60,143			19			11,432			—			71,594
Other expense (income)—net		22,643			(3,695	)		(22,643	)		3,695			—
(Loss) income before income taxes		(31,950	)		6,970			19,679			—			(5,301	)
Income tax (benefit) provision		(8,408	)		—			6,596			—			(1,812	)
Equity in earnings of subsidiaries		20,053			—			—			(20,053	)		—
Net (loss) income		(3,489	)		6,970			13,083			(20,053	)		(3,489	)
Other comphrehensive income		5,973			—			—			—			5,973
Comprehensive income (loss)	$	2,484		$	6,970		$	13,083		$	(20,053	)	$	2,484

Schedule of Condensed Consolidating Statement of Cash Flows

Condensed Consolidating Statement of Cash Flows
	13-Weeks Ended March 30, 2013
	(in thousands)
	US Foods, Inc.			Guarantors			Non-Guarantors			Consolidated
Net cash (used in) provided by operating activities	$	(17,839	)	$	961		$	6,774		$	(10,104	)
Cash flows from investing activities:
Proceeds from sales of property and equipment		3,463			—			—			3,463
Purchases of property and equipment		(53,712	)		(887	)		—			(54,599	)
Net cash used in investing activities		(50,249	)		(887	)		—			(51,136	)
Cash flows from financing activities:
Proceeds from debt refinancing		388,125			—						388,125
Proceeds from other borrowings		456,000			—			—			456,000
Payment for debt financing costs		(6,065	)		—			—			(6,065	)
Principal payments on debt and capital leases		(494,169	)		(107	)					(494,276	)
Repurchase of senior subordinated notes		(375,144	)		—			—			(375,144	)
Capital contributions (distributions)		6,774			—			(6,774	)		—
Proceeds from parent company common stock sales		54			—			—			54
Parent company common stock repurchased		(809	)		—			—			(809	)
Net cash used in financing activities		(25,234	)		(107	)		(6,774	)		(32,115	)
Net decrease in cash and cash equivalents		(93,322	)		(33	)		—			(93,355	)
Cash and cash equivalents—beginning of period		240,902			1,555			—			242,457
Cash and cash equivalents—end of period	$	147,580		$	1,522		$	—		$	149,102

	Condensed Consolidating Statement of Cash Flows
	13-Weeks Ended March 31, 2012
	(in thousands)
	US Foods, Inc.			Guarantors			Non-Guarantors			Consolidated
Net cash (used in) provided by operating activities	$	(96,289	)	$	21,742		$	9,060		$	(65,487	)
Cash flows from investing activities:
Acquisition of businesses		(861	)		—			—			(861	)
Proceeds from sales of property and equipment		500			—			3,188			3,688
Purchases of property and equipment		(103,248	)		(21,678	)		—			(124,926	)
Net cash (used in) provided by investing activities		(103,609	)		(21,678	)		3,188			(122,099	)
Cash flows from financing activities:
Proceeds from debt borrowings		439,000			—			—			439,000
Principal payments on debt and capital leases		(334,349	)		—			(7,656	)		(342,005	)
Capital contributions (distributions)		4,592			—			(4,592	)		—
Proceeds from parent company common stock sales		200			—			—			200
Net cash provided by (used in) financing activities		109,443			—			(12,248	)		97,195
Net (decrease) increase in cash and cash equivalents		(90,455	)		64			—			(90,391	)
Cash and cash equivalents—beginning of period		201,092			1,599			—			202,691
Cash and cash equivalents—end of period	$	110,637		$	1,663		$	—		$	112,300

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Restricted Cash - Additional Information (Detail) (USD $) In Millions, unless otherwise specified	Mar. 30, 2013	Dec. 29, 2012
Cash And Cash Equivalents [Abstract]
Restricted cash	$ 7	$ 7

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Reclassifications Out of Accumulated Other Comprehensive Loss - Schedule of Reclassification Out of Accumulated Other Comprehensive Loss (Detail) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 30, 2013	Mar. 31, 2012	Dec. 29, 2012
Defined benefit pensions plans:
Balance at beginning of period	$ (125,642)	$ (111,482)
Other comprehensive income before reclassifications
Total before income tax	3,335	3,473
Income tax provision	1,101	1,359
Net current period comprehensive income, Net of tax	2,334	2,114
Balance at end of period	(123,308)	(109,368)
Interest rate swap derivative cash flow hedge:
Balance at beginning of period	(542)	(18,112)
Other comprehensive income before reclassifications	(653)	(2,082)
Total before income tax	1,389	6,340
Income tax provision	847	2,481
Net of tax	542	3,859
Balance at end of period		(14,253)
Accumulated Other Comprehensive Loss end of period	(123,308)	(123,621)	(126,184)
Distribution, selling and administration [Member]
Defined benefit pensions plans:
Amortization of prior service cost	50	26
Amortization of net loss	3,285	3,447
Interest Expense-Net [Member]
Interest rate swap derivative cash flow hedge:
Amounts reclassified from other comprehensive income	$ 2,042	$ 8,422

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CONSOLIDATED BALANCE SHEETS (USD $) In Thousands, unless otherwise specified	Mar. 30, 2013	Dec. 29, 2012
CURRENT ASSETS:
Cash and cash equivalents	$ 149,102	$ 242,457
Accounts receivable-net	1,268,933	1,216,612
Vendor receivables-net	132,049	93,025
Inventories	1,086,997	1,092,492
Prepaid expenses	83,360	74,499
Deferred taxes	8,034	8,034
Other current assets	27,940	33,387
Total current assets	2,756,415	2,760,506
PROPERTY AND EQUIPMENT-Net	1,742,283	1,706,388
GOODWILL	3,833,301	3,833,301
OTHER INTANGIBLES-Net	852,556	889,453
DEFERRED FINANCING COSTS	46,986	49,038
OTHER ASSETS	23,397	24,720
TOTAL ASSETS	9,254,938	9,263,406
CURRENT LIABILITIES:
Bank checks outstanding	165,794	161,791
Accounts payable	1,289,931	1,239,790
Accrued expenses and other current liabilities	354,780	388,306
Current portion of long-term debt	54,816	48,926
Total current liabilities	1,865,321	1,838,813
LONG-TERM DEBT	4,802,805	4,764,899
DEFERRED TAX LIABILITIES	378,800	365,496
OTHER LONG-TERM LIABILITIES	482,243	479,642
Total liabilities	7,529,169	7,448,850
COMMITMENTS AND CONTINGENCIES (See Note 15)
SHAREHOLDER'S EQUITY:
Common stock, $1.00 par value-authorized, issued, and outstanding, 1,000 shares	1	1
Additional paid-in capital	2,327,436	2,324,391
Accumulated deficit	(478,360)	(383,652)
Accumulated other comprehensive loss	(123,308)	(126,184)
Total shareholder's equity	1,725,769	1,814,556
TOTAL LIABILITIES AND SHAREHOLDER'S EQUITY	$ 9,254,938	$ 9,263,406

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Debt - Components of Debt (Detail) (USD $) In Thousands, unless otherwise specified	1 Months Ended	3 Months Ended
	Jan. 16, 2013	Mar. 30, 2013	Dec. 29, 2012
Debt Instrument [Line Items]
Total debt		$ 4,836,814	$ 4,805,309
Add unamortized premium		20,808	8,516
Less current portion of long-term debt		(54,816)	(48,926)
Long-term debt		4,802,805	4,764,899
ABL Facility [Member]
Debt Instrument [Line Items]
Contractual Maturity		May 11, 2016
Interest Rate		3.24%
Total debt		145,000	170,000
2012 ABS Facility [Member]
Debt Instrument [Line Items]
Contractual Maturity		Aug. 27, 2015
Interest Rate		1.50%
Total debt		686,000	686,000
2011 Term Loan [Member]
Debt Instrument [Line Items]
Contractual Maturity		Mar. 31, 2017
Interest Rate		5.75%	5.75%
Total debt		416,500	418,625
Amended 2007 Term Loan [Member]
Debt Instrument [Line Items]
Contractual Maturity		Mar. 31, 2017
Interest Rate		5.75%
Total debt		1,673,886	1,684,086
CMBS Fixed Facility [Member]
Debt Instrument [Line Items]
Contractual Maturity		Aug. 01, 2017
Interest Rate		6.38%
Total debt		472,391	472,391
Cash Flow Revolver [Member]
Debt Instrument [Line Items]
Contractual Maturity		Jul. 03, 2013
Senior Notes [Member]
Debt Instrument [Line Items]
Contractual Maturity	Jun. 30, 2019	Jun. 30, 2019
Interest Rate	8.50%	8.50%
Total debt		1,350,000	975,000
Senior Subordinated Notes [Member]
Debt Instrument [Line Items]
Contractual Maturity	Jun. 30, 2017	Jun. 30, 2017
Interest Rate	11.25%	11.25%
Total debt			355,166
Obligations under capital leases [Member]
Debt Instrument [Line Items]
Total debt		80,144	31,075
Obligations under capital leases [Member] | Minimum [Member]
Debt Instrument [Line Items]
Contractual Maturity		2019
Interest Rate		5.75%
Obligations under capital leases [Member] | Maximum [Member]
Debt Instrument [Line Items]
Contractual Maturity		2025
Interest Rate		9.00%
Other debt [Member]
Debt Instrument [Line Items]
Total debt		$ 12,893	$ 12,966
Other debt [Member] | Minimum [Member]
Debt Instrument [Line Items]
Contractual Maturity		2018
Interest Rate		4.48%
Other debt [Member] | Maximum [Member]
Debt Instrument [Line Items]
Contractual Maturity		2031
Interest Rate		4.88%

XML

CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 30, 2013	Mar. 31, 2012
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$ (94,708)	$ (3,489)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization	94,178	83,924
Gain on disposal of property and equipment	(548)	(326)
Loss on extinguishment of debt	23,967
Tangible asset impairment charges	1,860
Amortization of deferred financing costs	4,670	4,786
Amortization of Senior Notes original issue premium	(833)
Deferred tax provision (benefit)	12,327	(1,769)
Share-based compensation expense	3,800	1,644
Provision (credit) for doubtful accounts	6,565	(3,320)
Changes in operating assets and liabilities, net of acquisitions of businesses:
Increase in receivables	(96,938)	(141,940)
Decrease (increase) in inventories	5,496	(182,546)
Increase in prepaid expenses and other assets	(8,286)	(7,363)
Increase in accounts payable and bank checks outstanding	65,213	255,683
Decrease in accrued expenses and other liabilities	(26,867)	(70,771)
Net cash used in operating activities	(10,104)	(65,487)
CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds from sales of property and equipment	3,463	3,688
Purchases of property and equipment	(54,599)	(124,926)
Acquisition of businesses		(861)
Net cash used in investing activities	(51,136)	(122,099)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from debt refinancing	388,125
Proceeds from debt borrowings	456,000	439,000
Payment for debt financing costs and fees	(6,065)
Principal payments on debt and capital leases	(494,276)	(342,005)
Repurchase of senior subordinated notes	(375,144)
Proceeds from parent company stock sales	54	200
Parent company common stock repurchased	(809)
Net cash (used in) provided by financing activities	(32,115)	97,195
NET DECREASE IN CASH AND CASH EQUIVALENTS	(93,355)	(90,391)
CASH AND CASH EQUIVALENTS-Beginning of period	242,457	202,691
CASH AND CASH EQUIVALENTS-End of period	149,102	112,300
Cash paid (received) during the period for:
Interest (net of amounts capitalized)	119,658	94,366
Income taxes refunded-net of payments	(7)	(15)
Property and equipment purchases included in accounts payable	14,067	19,358
Capital lease additions	$ 49,947

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Business Segment Information - Schedule of Quantitative Reconciliation of Adjusted EBITDA (Detail) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 30, 2013	Mar. 31, 2012	Dec. 29, 2012
Adjustments:
Restructuring and tangible asset impairment charges	$ (1,792)	$ (6)
LIFO reserve change	138,000		136,000
Interest expense, net	81,826	71,594
Income tax (provision) benefit	12,292	(1,812)
Depreciation and amortization expense	94,178	83,924
Net loss	(94,708)	(3,489)
EBITDA [Member]
Segment Information [Line Items]
Adjusted EBITDA	156,485	177,520
Adjustments:
Sponsor fees	(2,567)	(2,603)
Restructuring and tangible asset impairment charges	(1,792)	(6)
Share-based compensation expense	(3,800)	(1,644)
LIFO reserve change	(1,890)	2,243
Loss on extinguishment of debt	(23,967)
Business transformation costs	(13,900)	(18,705)
Other	(14,981)	(6,588)
EBITDA	93,588	150,217
Interest expense, net	(81,826)	(71,594)
Income tax (provision) benefit	(12,292)	1,812
Depreciation and amortization expense	(94,178)	(83,924)
Net loss	$ (94,708)	$ (3,489)

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Summary of Significant Accounting Policies - Additional Information (Detail) (USD $)	3 Months Ended
	Mar. 30, 2013	Mar. 31, 2012	Dec. 29, 2012
Schedule Of Significant Accounting Policies [Line Items]
Inventory reserves on LIFO	$ 138,000,000		$ 136,000,000
Effect of LIFO reserves on cost of goods sold	2,000,000	(2,000,000)
Property and equipment	941,000,000		890,000,000
Depreciation expense	57,000,000	51,000,000
Contingent consideration in the event of certain operating results are achieved, period	2 years
Accrued contingent consideration relating to acquisitions	$ 6,000,000		$ 6,000,000
Minimum [Member]
Schedule Of Significant Accounting Policies [Line Items]
Estimated useful lives of assets	3 years
Maximum [Member]
Schedule Of Significant Accounting Policies [Line Items]
Estimated useful lives of assets	40 years

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Guarantor and Non-Guarantor Condensed Consolidating Financial Information

3 Months Ended

Mar. 30, 2013

Condensed Financial Information Of Parent Company Only Disclosure [Abstract]

Guarantor and Non-Guarantor Condensed Consolidating Financial Information

16. GUARANTOR AND NON-GUARANTOR CONDENSED CONSOLIDATING FINANCIAL INFORMATION

The following consolidating schedules present condensed financial information of (i) the Company; (ii) certain of its subsidiaries (Guarantors) that guarantee certain obligations of the Company (the Senior Notes; the ABL Facility; the 2011 Term Loan; the Amended 2007 Term Loan; and the Cash Flow Revolver); and (iii) its other subsidiaries (Non-Guarantors). The Guarantors under the Senior Notes are identical to the Guarantors under the ABL Facility; the 2011 Term Loan; the Amended 2007 Term Loan; and the Cash Flow Revolver. Separate financial statements and other disclosures with respect to the Guarantor subsidiaries have not been provided because the Company believes the following information is sufficient, as the Guarantor subsidiaries are 100% owned by the Company and all guarantees under the Senior Notes are full and unconditional and joint and several, subject to certain release provisions which the Company has concluded are customary and therefore consistent with the Company’s ability to present condensed financial information of the Guarantors. Under the Senior Notes, a Guarantor subsidiary’s guarantee may be released when any of the following occur: (i) the sale of the Guarantor subsidiary or all of its assets; (ii) a merger or consolidation of the Guarantor subsidiary with and into the Company or another Guarantor subsidiary; (iii) upon the liquidation of the Guarantor subsidiary following the transfer of all of its assets to the Company or another Guarantor subsidiary; (iv) the rating on the securities is changed to investment grade; (v) the requirements for legal defeasance or covenant defeasance or discharge of the obligation have been satisfied; (vi) the Guarantor subsidiary is declared unrestricted for covenant purposes; or (vii) the Guarantor subsidiary’s guarantee of other indebtedness is terminated or released.

Notwithstanding the aforementioned customary release provisions under the Senior Notes, (i) each subsidiary guarantee is in place throughout the life of the Senior Notes, and no Guarantor may elect to opt out or cancel its guarantee solely at its option; (ii) there are no restrictions, limitations or caps on the guarantees; and (iii) there are no provisions that would delay the payments that would be required of the Guarantors under the guarantees.

	Condensed Consolidating Balance Sheet March 30, 2013
	(in thousands)
	US Foods, Inc.		Guarantors		Non-Guarantors		Eliminations			Consolidated
Accounts receivable—net	$	299,168	$	31,819	$	937,946	$	—		$	1,268,933
Inventories		1,034,826		52,171		—		—			1,086,997
Other current assets		306,477		6,775		87,233		—			400,485
Property and equipment		868,475		85,309		788,499		—			1,742,283
Goodwill		3,833,301		—		—		—			3,833,301
Other intangibles		852,556		—		—		—			852,556
Investments in subsidiaries		1,341,015		—		—		(1,341,015	)		—
Intercompany receivables		—		588,661		—		(588,661	)		—
Other assets		59,147		17		34,419		(23,200	)		70,383
Total assets	$	8,594,965	$	764,752	$	1,848,097	$	(1,952,876	)	$	9,254,938
Accounts payable	$	1,249,062	$	40,869	$	—	$	—		$	1,289,931
Other current liabilities		536,081		13,343		25,966		—			575,390
Long-term debt		3,653,975		12,322		1,136,508		—			4,802,805
Intercompany payables		551,605		—		37,056		(588,661	)		—
Other liabilities		878,473		—		5,770		(23,200	)		861,043
Shareholder’s equity		1,725,769		698,218		642,797		(1,341,015	)		1,725,769
Total liabilities and shareholder’s equity	$	8,594,965	$	764,752	$	1,848,097	$	(1,952,876	)	$	9,254,938

	Condensed Consolidating Balance Sheet
	December 29, 2012
	(in thousands)
	US Foods, Inc.		Guarantors		Non-Guarantors		Eliminations			Consolidated
Accounts receivable—net	$	283,325	$	31,303	$	901,984	$	—		$	1,216,612
Inventories		1,041,628		50,864		—		—			1,092,492
Other current assets		357,830		5,937		87,635		—			451,402
Property and equipment		834,116		85,486		786,786		—			1,706,388
Goodwill		3,833,301		—		—		—			3,833,301
Other intangibles		889,453		—		—		—			889,453
Investments in subsidiaries		1,319,079		—		—		(1,319,079	)		—
Intercompany receivables		—		573,654		—		(573,654	)		—
Other assets		61,977		17		34,964		(23,200	)		73,758
Total assets	$	8,620,709	$	747,261	$	1,811,369	$	(1,915,933	)	$	9,263,406
Accounts payable	$	1,204,529	$	35,113	$	148	$	—		$	1,239,790
Other current liabilities		561,032		12,334		25,657		—			599,023
Long-term debt		3,628,391		—		1,136,508		—			4,764,899
Intercompany payables		549,633		—		24,021		(573,654	)		—
Other liabilities		862,568		—		5,770		(23,200	)		845,138
Shareholder’s equity		1,814,556		699,814		619,265		(1,319,079	)		1,814,556
Total liabilities and shareholder’s equity	$	8,620,709	$	747,261	$	1,811,369	$	(1,915,933	)	$	9,263,406

	Condensed Consolidating Statement of Comprehensive Income (Loss)
	13-Weeks Ended March 30, 2013
	(in thousands)
	US Foods, Inc.			Guarantors			Non-Guarantors			Eliminations			Consolidated
Net sales	$	5,264,586		$	140,336		$	23,568		$	(23,568	)	$	5,404,922
Cost of goods sold		4,383,434			112,349			—			—			4,495,783
Gross profit		881,152			27,987			23,568			(23,568	)		909,139
Operating expenses:
Distribution, selling and admininstrative		872,964			23,494			15,565			(28,053	)		883,970
Restructuring and tangible asset impairment charges		402			—			1,390			—			1,792
Total operating expenses		873,366			23,494			16,955			(28,053	)		885,762
Operating income		7,786			4,493			6,613			4,485			23,377
Interest expense—net		70,723			—			11,103			—			81,826
Loss on extinguishment of debt		23,967			—			—			—			23,967
Other expense (income)—net		27,001			(4,485	)		(27,001	)		4,485			—
(Loss) income before income taxes		(113,905	)		8,978			22,511			—			(82,416	)
Income tax provision		4,502			—			7,790			—			12,292
Equity in earnings of subsidiaries		23,699			—			—			(23,699	)		—
Net (loss) income		(94,708	)		8,978			14,721			(23,699	)		(94,708	)
Other comphrehensive income		2,876			—			—			—			2,876
Comprehensive (loss) income	$	(91,832	)	$	8,978		$	14,721		$	(23,699	)	$	(91,832	)

	Condensed Consolidating Statement of Comprehensive Income (Loss)
	13-Weeks Ended March 31, 2012
	(in thousands)
	US Foods, Inc.			Guarantors			Non-Guarantors			Eliminations			Consolidated
Net sales	$	5,115,859		$	143,867		$	23,697		$	(23,697	)	$	5,259,726
Cost of goods sold		4,266,024			117,261			—			—			4,383,285
Gross profit		849,835			26,606			23,697			(23,697	)		876,441
Operating expenses:
Distribution, selling and admininstrative		798,993			23,312			15,229			(27,392	)		810,142
Restructuring and tangible asset impairment charges		6			—			—			—			6
Total operating expenses		798,999			23,312			15,229			(27,392	)		810,148
Operating income		50,836			3,294			8,468			3,695			66,293
Interest expense—net		60,143			19			11,432			—			71,594
Other expense (income)—net		22,643			(3,695	)		(22,643	)		3,695			—
(Loss) income before income taxes		(31,950	)		6,970			19,679			—			(5,301	)
Income tax (benefit) provision		(8,408	)		—			6,596			—			(1,812	)
Equity in earnings of subsidiaries		20,053			—			—			(20,053	)		—
Net (loss) income		(3,489	)		6,970			13,083			(20,053	)		(3,489	)
Other comphrehensive income		5,973			—			—			—			5,973
Comprehensive income (loss)	$	2,484		$	6,970		$	13,083		$	(20,053	)	$	2,484

	Condensed Consolidating Statement of Cash Flows
	13-Weeks Ended March 30, 2013
	(in thousands)
	US Foods, Inc.			Guarantors			Non-Guarantors			Consolidated
Net cash (used in) provided by operating activities	$	(17,839	)	$	961		$	6,774		$	(10,104	)
Cash flows from investing activities:
Proceeds from sales of property and equipment		3,463			—			—			3,463
Purchases of property and equipment		(53,712	)		(887	)		—			(54,599	)
Net cash used in investing activities		(50,249	)		(887	)		—			(51,136	)
Cash flows from financing activities:
Proceeds from debt refinancing		388,125			—						388,125
Proceeds from other borrowings		456,000			—			—			456,000
Payment for debt financing costs		(6,065	)		—			—			(6,065	)
Principal payments on debt and capital leases		(494,169	)		(107	)					(494,276	)
Repurchase of senior subordinated notes		(375,144	)		—			—			(375,144	)
Capital contributions (distributions)		6,774			—			(6,774	)		—
Proceeds from parent company common stock sales		54			—			—			54
Parent company common stock repurchased		(809	)		—			—			(809	)
Net cash used in financing activities		(25,234	)		(107	)		(6,774	)		(32,115	)
Net decrease in cash and cash equivalents		(93,322	)		(33	)		—			(93,355	)
Cash and cash equivalents—beginning of period		240,902			1,555			—			242,457
Cash and cash equivalents—end of period	$	147,580		$	1,522		$	—		$	149,102

	Condensed Consolidating Statement of Cash Flows
	13-Weeks Ended March 31, 2012
	(in thousands)
	US Foods, Inc.			Guarantors			Non-Guarantors			Consolidated
Net cash (used in) provided by operating activities	$	(96,289	)	$	21,742		$	9,060		$	(65,487	)
Cash flows from investing activities:
Acquisition of businesses		(861	)		—			—			(861	)
Proceeds from sales of property and equipment		500			—			3,188			3,688
Purchases of property and equipment		(103,248	)		(21,678	)		—			(124,926	)
Net cash (used in) provided by investing activities		(103,609	)		(21,678	)		3,188			(122,099	)
Cash flows from financing activities:
Proceeds from debt borrowings		439,000			—			—			439,000
Principal payments on debt and capital leases		(334,349	)		—			(7,656	)		(342,005	)
Capital contributions (distributions)		4,592			—			(4,592	)		—
Proceeds from parent company common stock sales		200			—			—			200
Net cash provided by (used in) financing activities		109,443			—			(12,248	)		97,195
Net (decrease) increase in cash and cash equivalents		(90,455	)		64			—			(90,391	)
Cash and cash equivalents—beginning of period		201,092			1,599			—			202,691
Cash and cash equivalents—end of period	$	110,637		$	1,663		$	—		$	112,300

XML

Fair Value Measurements - Schedule of Fair Value Assets and Liabilities on Recurring Basis (Detail) (USD $) In Thousands, unless otherwise specified	Mar. 30, 2013	Dec. 29, 2012
Fair Value Of Assets And Liabilities Measured On Non Recurring Basis [Line Items]
Contingent consideration payable for business acquisitions	$ 6,000	$ 6,000
Recurring fair value measurements [Member]
Fair Value Of Assets And Liabilities Measured On Non Recurring Basis [Line Items]
Money market funds	20,000
Interest rate swap derivative liability		(2,034)
Balance	20,000	(2,034)
Nonrecurring fair value measurements [Member]
Fair Value Of Assets And Liabilities Measured On Non Recurring Basis [Line Items]
Assets held for sale	10,930	23,400
Property and equipment		3,361
Contingent consideration payable for business acquisitions		5,500
Balance	10,930	32,261
Level 1 [Member] | Recurring fair value measurements [Member]
Fair Value Of Assets And Liabilities Measured On Non Recurring Basis [Line Items]
Money market funds	20,000
Balance	20,000
Level 1 [Member] | Nonrecurring fair value measurements [Member]
Fair Value Of Assets And Liabilities Measured On Non Recurring Basis [Line Items]
Assets held for sale
Property and equipment
Contingent consideration payable for business acquisitions
Balance
Level 2 [Member] | Recurring fair value measurements [Member]
Fair Value Of Assets And Liabilities Measured On Non Recurring Basis [Line Items]
Interest rate swap derivative liability		(2,034)
Balance		(2,034)
Level 2 [Member] | Nonrecurring fair value measurements [Member]
Fair Value Of Assets And Liabilities Measured On Non Recurring Basis [Line Items]
Assets held for sale
Property and equipment
Contingent consideration payable for business acquisitions
Balance
Level 3 [Member] | Recurring fair value measurements [Member]
Fair Value Of Assets And Liabilities Measured On Non Recurring Basis [Line Items]
Money market funds
Interest rate swap derivative liability
Balance
Level 3 [Member] | Nonrecurring fair value measurements [Member]
Fair Value Of Assets And Liabilities Measured On Non Recurring Basis [Line Items]
Assets held for sale	10,930	23,400
Property and equipment		3,361
Contingent consideration payable for business acquisitions		5,500
Balance	$ 10,930	$ 32,261

XML

Summary of Significant Accounting Policies (Policies)

3 Months Ended

Mar. 30, 2013

Accounting Policies [Abstract]

Use of Estimates

Use of Estimates — The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the Company’s consolidated financial statements and notes thereto. Actual results could differ from these estimates. The most critical estimates used in the preparation of the Company’s consolidated financial statements pertain to the valuation of goodwill, other intangible assets and property and equipment, accounts receivable, vendor consideration, self-insurance programs and income taxes.

Inventories

Inventories — The Company’s inventories, consisting mainly of food and other foodservice-related products, are primarily considered finished goods. Inventory costs include the purchase price of the product and freight charges to deliver the product to the Company’s warehouses and are net of certain cash or non-cash consideration received from vendors. The Company assesses the need for valuation allowances for slow-moving, excess and obsolete inventories by estimating the net recoverable value of such goods based upon inventory category, inventory age, specifically identified items and overall economic conditions.

The Company records inventories at the lower of cost or market using the last-in, first-out (“LIFO”) method. The base year values of beginning and ending inventories are determined using the inventory price index computation method, which “links” current costs to original costs in the base year when the Company adopted LIFO. At March 30, 2013 and December 29, 2012, the LIFO balance sheet reserves were $138 million and $136 million, respectively. As a result of changes in LIFO reserves, cost of goods sold increased $2 million and decreased $2 million in the 13-weeks ended March 30, 2013 and March 31, 2012, respectively.

Property and Equipment

Property and Equipment — Property and equipment are stated at depreciated cost. Depreciation of property and equipment is calculated using the straight-line method over the estimated useful lives of the assets, which range from three to 40 years. Property and equipment under capital leases and leasehold improvements are amortized on a straight-line basis over the shorter of the remaining terms of the leases or the estimated useful lives of the assets. At March 30, 2013 and December 29, 2012 property and equipment, net included accumulated depreciation of $941 million and $890 million, respectively. Depreciation expense was $57 million and $51 million for the 13-weeks ended March 30, 2013 and March 31, 2012, respectively.

Property and equipment held and used by the Company are tested for recoverability whenever events or changes in circumstances indicate that the carrying amount of an asset or asset group may not be recoverable. For purposes of evaluating the recoverability of property and equipment, the Company compares the carrying value of the asset or asset group to the estimated, undiscounted future cash flows expected to be generated by the long-lived asset or asset group. If the future cash flows included in a long-lived asset recoverability test do not exceed the carrying value, the carrying value is compared to the fair value of such asset. If the carrying value exceeds the fair value, an impairment charge is recorded for the excess. The Company also assesses the recoverability of its facilities classified as Assets Held for Sale. If a facility’s carrying value exceeds its fair value, less an estimated cost to sell, an impairment charge is recorded for the excess. Assets Held for Sale are not depreciated.

Impairments are recorded as a component of restructuring and tangible asset impairment charges in the consolidated statements of comprehensive loss and a reduction of the assets’ carrying value in the consolidated balance sheets. See Note 10 — Restructuring and Tangible Asset Impairment Charges for a discussion of the Company’s long-lived asset impairment charges.

Goodwill and Other Intangible Assets

Goodwill and Other Intangible Assets — Goodwill and other intangible assets include the cost of the acquired business in excess of the fair value of the net assets recorded in connection with acquisitions. Other intangible assets include customer relationships, brand names and trademarks. As required, we assess goodwill and other intangible assets with indefinite lives for impairment annually, or more frequently, if events occur that indicate an asset may be impaired. For goodwill and indefinite-lived intangible assets, our policy is to assess for impairment at the beginning of each fiscal year’s third quarter. For other intangible assets with finite lives, we assess for impairment only if events occur that indicate that the carrying amount of an asset may not be recoverable. All goodwill is assigned to the consolidated Company as the reporting unit.

Business Acquisitions

Business Acquisitions — The Company accounts for business acquisitions under the acquisition method, in which assets acquired and liabilities assumed are recorded at fair value as of the date of acquisition. The operating results of the acquired companies are included in the Company’s consolidated financial statements from the date of acquisition. Acquisitions, individually and in the aggregate, did not materially affect the Company’s results of operations or financial position for any period presented. The 2012 acquisitions have been or are being integrated into our foodservice distribution network. Certain acquisitions involve contingent consideration in the event certain operating results are achieved over periods of up to two years. As of March 30, 2013 and December 29, 2012, the Company has accrued $6 million of contingent consideration relating to acquisitions.

Revenue Recognition

Revenue Recognition — The Company recognizes revenue from the sale of product upon passage of title and customer acceptance of goods, which generally occurs at delivery. The Company grants certain customers sales incentives, such as rebates or discounts and treats these as a reduction of sales at the time the sale is recognized. Sales taxes invoiced to customers and remitted to governmental authorities are recorded on a net basis and are excluded from net sales.

Cost of Goods Sold

Cost of Goods Sold — Cost of goods sold includes amounts paid to manufacturers for products sold, net of vendor consideration, plus the cost of transportation necessary to bring the products to the Company’s distribution facilities. Cost of goods sold excludes depreciation and amortization. The amounts presented for cost of goods sold may not be comparable to similar measures disclosed by other companies because not all companies calculate cost of goods sold in the same manner.

Income Taxes

Income Taxes — The Company accounts for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the consolidated financial statements. Under this method, deferred tax assets and liabilities are determined based on the differences between the consolidated financial statements and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date. The Company records net deferred tax assets to the extent the Company believes these assets will more likely than not be realized.

An uncertain tax position is recognized when it is more likely than not that the position will be sustained upon examination, including resolutions of any related appeals or litigation processes, based on the technical merits. Uncertain tax positions are recorded at the largest amount that is more likely than not to be sustained. The Company adjusts the amounts recorded for uncertain tax positions when its judgment changes as a result of the evaluation of new information not previously available. These differences are reflected as increases or decreases to income tax expense in the period in which they are determined.

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Overview and Basis of Presentation

3 Months Ended

Mar. 30, 2013

Accounting Policies [Abstract]

Overview and Basis of Presentation

1. OVERVIEW AND BASIS OF PRESENTATION

US Foods, Inc. and its consolidated subsidiaries is referred to herein as “we,” “our,” “us,” “the Company,” or “US Foods”. We are a 100% owned subsidiary of USF Holding Corp.

Ownership — On July 3, 2007 (the “Closing Date”), USF Holding Corp., through a wholly owned subsidiary, acquired all of our predecessor company’s common stock and certain related assets from Koninklijke Ahold N.V. (“Ahold”) for approximately $7.2 billion (the “Acquisition”). Through a series of related transactions, USF Holding Corp. became our direct parent company. USF Holding Corp. is a corporation formed and controlled by investment funds associated with or managed by Clayton, Dubilier & Rice, Inc. (“CD&R”), and Kohlberg Kravis Roberts & Co. (“KKR”) (collectively the “Sponsors”).

Business Description — US Foods markets and distributes fresh, frozen and dry food and non-food products to foodservice customers throughout the United States including independently owned single location restaurants, regional concepts, national chains, hospitals, nursing homes, hotels and motels, country clubs, fitness centers, government and military organizations, colleges and universities, and retail locations.

Basis of Presentation — The Company operates on a 52-53 week fiscal year with all periods ending on a Saturday. When a 53-week fiscal year occurs, we report the additional week in the fourth quarter. The accompanying unaudited consolidated financial statements include the accounts of US Foods, Inc. and its wholly owned subsidiaries. All intercompany transactions have been eliminated.

The accompanying unaudited consolidated financial statements have been prepared by the Company in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and the applicable rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, they do not include all the information and disclosures required by GAAP for complete financial statements. These unaudited consolidated financial statements and related notes should be read in conjunction with the audited consolidated financial statements for the fiscal year ended December 29, 2012, filed as part of the Company’s Registration Statements on Form S-4 (Registration Nos. 333-185732 and 333-187667) with respect to the exchange offers, which were declared effective April 5, 2013. The consolidated financial statements reflect all adjustments that are, in the opinion of management, necessary for the fair presentation of the financial position, results of operations and cash flows for the interim periods presented. The results of operations for interim periods are not necessarily indicative of the results that might be achieved for a full year.

Public Filer Status — On May 2, 2013, the Company’s two concurrent offers to exchange $1,350 million aggregate principal amount of outstanding 8.5% Senior Notes due 2019 (“Senior Notes”) for a like principal amount of notes registered under the Securities Act of 1933, as amended (the “Securities Act”) expired. As a result of the issuance of registered Senior Notes in connection with the exchange offers, the Company has become subject to rules and regulations of the SEC applicable to issuers of securities registered under the Securities Act, including periodic and current reporting requirements under the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder. As of the expiration of the exchange offers on May 2, 2013, approximately $1,324 million in aggregate principal amount of Senior Notes had been validly tendered into the exchange offers. The Company did not receive any proceeds as a result of the exchange offers.

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CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $)	Mar. 30, 2013	Dec. 29, 2012
Statement Of Financial Position [Abstract]
Common stock, par value	$ 1.00	$ 1.00
Common stock, shares authorized	1,000	1,000
Common stock, shares issued	1,000	1,000
Common stock, shares outstanding	1,000	1,000

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Related Party Transactions

3 Months Ended

Mar. 30, 2013

Related Party Transactions [Abstract]

Related Party Transactions

11. RELATED PARTY TRANSACTIONS

The Company pays a $0.8 million monthly management fee to investment funds associated with or managed by the Sponsors. For each of the 13-week periods ended March 30, 2013 and March 31, 2012, the Company recorded management fees and related expenses of $3 million, reported as distribution, selling and administrative costs in the consolidated statements of comprehensive loss. Affiliates of KKR, one of the Company’s Sponsors, received transaction fees of $1 million for services relating to the 2013 debt refinancing transaction.

As discussed in Note 9 — Debt, entities affiliated with the Sponsors hold various positions in some of our debt facilities and participated in our 2013 debt refinancing transaction. Entities affiliated with KKR, one of the Company’s Sponsors, were initial purchasers of $6 million in aggregate principal of Senior Notes sold in January 2013. At March 30, 2013, entities affiliated with KKR held $372 million in principal of the Company’s debt facilities.

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Document and Entity Information	3 Months Ended
	Mar. 30, 2013	May 06, 2013
Document Document And Entity Information [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Mar. 30, 2013
Document Fiscal Year Focus	2013
Document Fiscal Period Focus	Q1
Trading Symbol	CIK0001561951
Entity Registrant Name	US FOODS, INC.
Entity Central Index Key	0001561951
Current Fiscal Year End Date	--12-28
Entity Filer Category	Non-accelerated Filer
Entity Common Stock, Shares Outstanding		1,000

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Retirement Plans

3 Months Ended

Mar. 30, 2013

Compensation And Retirement Disclosure [Abstract]

Retirement Plans

12. RETIREMENT PLANS

The Company has defined benefit and defined contribution retirement plans for its employees. Also, the Company contributes to various multiemployer plans under collective bargaining agreements and provides certain health care benefits to eligible retirees and their dependents.

The components of net pension and other post retirement benefit costs for the periods presented are as follows (in thousands):

	13-Weeks Ended
	Pension Benefits						Other Postretirement Plans
	March 30, 2013			March 31, 2012			March 30, 2013		March 31, 2012
Service cost	$	8,030		$	6,426		$	38	$	35
Interest cost		8,368			9,447			108		128
Expected return on plan assets		(10,482	)		(10,329	)		—		—
Amortization of prior service cost		50			26			—		—
Amortization of net loss		3,257			3,440			28		8
Net periodic benefit costs	$	9,223		$	9,010		$	174	$	171

During the 13-weeks ended March 30, 2013 and March 31, 2012, the Company reclassified $3 million out of accumulated other comprehensive income to distribution, selling and administrative costs relating to retirement benefit obligations.

The Company contributed $9 million and $7 million to its defined benefit and other postretirement plans during the 13-week periods ended March 30, 2013 and ended March 31, 2012, respectively. The Company anticipates making $49 million in contributions, including payments described above, to its pension plans and other postretirement plans during fiscal year 2013.

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CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 30, 2013	Mar. 31, 2012
Statement Of Income And Comprehensive Income [Abstract]
NET SALES	$ 5,404,922	$ 5,259,726
COST OF GOODS SOLD	4,495,783	4,383,285
Gross profit	909,139	876,441
OPERATING EXPENSES:
Distribution, selling and administrative costs	883,970	810,142
Restructuring and tangible asset impairment charges	1,792	6
Total operating expenses	885,762	810,148
OPERATING INCOME	23,377	66,293
INTEREST EXPENSE-Net	81,826	71,594
Loss on extinguishment of debt	23,967
(Loss) income before income taxes	(82,416)	(5,301)
INCOME TAX EXPENSE (BENEFIT)	12,292	(1,812)
NET LOSS	(94,708)	(3,489)
OTHER COMPREHENSIVE INCOME (LOSS)-Net of tax:
Changes in interest rate swap derivative, net of income tax provision of $847 and $2,481	542	3,859
Changes in retirement benefit obligations, net of income tax provision of $1,101 and $1,359	2,334	2,114
COMPREHENSIVE (LOSS) INCOME	$ (91,832)	$ 2,484

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Restricted Cash

3 Months Ended

Mar. 30, 2013

Cash And Cash Equivalents [Abstract]

Restricted Cash

6. RESTRICTED CASH

At March 30, 2013 and December 29, 2012, the Company had $7 million of restricted cash included in the Company’s consolidated balance sheets in other noncurrent assets. This restricted cash primarily represented security deposits and escrow amounts related to certain properties, primarily distribution centers, collateralizing the commercial mortgage-backed securities (“CMBS”) fixed loan facility. See Note 9— Debt.

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Accounts Receivable Financing Program

3 Months Ended

Mar. 30, 2013

Text Block [Abstract]

Accounts Receivable Financing Program

5. ACCOUNTS RECEIVABLE FINANCING PROGRAM

The Company and certain of its subsidiaries participate in accounts receivable sales and related agreements (the “2012 ABS Facility”). Under the 2012 ABS Facility, which replaced the Company’s prior accounts receivable securitization program, the Company and certain of its subsidiaries sell, on a revolving basis, their eligible receivables to a 100% owned, special purpose, bankruptcy remote subsidiary of the Company (the “Receivables Company”) which in turn grants to the administrative agent for the benefit of the lenders a continuing security interest in all of its rights, title and interest in the eligible receivables (as defined by the 2012 ABS Facility). The Company consolidates the Receivables Company and, consequently, the transfer of the receivables is a transaction internal to the Company and the receivables

have not been derecognized from the consolidated balance sheets. On a daily basis, cash from accounts receivable collections is remitted to the Company as additional eligible receivables are sold to the Receivables Company. If, on a weekly settlement basis, there are not sufficient eligible receivables available as collateral, the Company is required to either provide cash collateral to cover the shortfall or, in lieu of providing cash collateral to cover the shortfall, it can pay down its borrowings on the 2012 ABS Facility. Due to sufficient eligible receivables available as collateral, no cash collateral was held at March 30, 2013 or December 29, 2012.

The maximum capacity under the 2012 ABS Facility is $800 million. Borrowings under the 2012 ABS Facility were $686 million at March 30, 2013 and December 29, 2012. Included in the Company’s accounts receivable balance as of March 30, 2013 and December 29, 2012 was $925 million and $918 million, respectively, of receivables held as collateral in support of the 2012 ABS Facility. See Note 9 — Debt for a further description of the 2012 ABS Facility.

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Business Segment Information

3 Months Ended

Mar. 30, 2013

Segment Reporting [Abstract]

Business Segment Information

17. BUSINESS SEGMENT INFORMATION

The Company operates in one business segment based on how the Chief Operating Decision Maker (“CODM”), the Chief Executive Officer, views the business for purposes of evaluating performance and making operating decisions. The Company markets and distributes fresh, frozen and dry food and non-food products to foodservice customers throughout the United States.

We use a centralized management structure, and Company strategies and initiatives are implemented and executed consistently across the organization to maximize value to the organization as a whole. We use shared resources for sales, procurement, and general and administrative costs across each of our distribution centers. Our distribution centers form a single network to reach our customers; it is common for a single customer to make purchases from several different distribution centers. Capital projects, whether for cost savings or generating incremental revenue, are typically evaluated based on estimated economic returns to the organization as a whole (e.g., net present value, return on investment).

The measure used by the CODM to assess operating performance is Adjusted EBITDA. Adjusted EBITDA is defined as net income (loss), plus interest expense, net, provision (benefit) for income taxes and depreciation and amortization adjusted for (i) Sponsor fees, (ii) restructuring and tangible and intangible asset impairment charges, (iii) share-based compensation expense, (iv) other gains, losses or charges as specified under the Company’s debt agreements and (v) the non-cash impact of LIFO adjustments. Costs to optimize and transform our business are noted as business transformation costs in the table below and are added to EBITDA in arriving at Adjusted EBITDA as specified under the Company’s debt agreements. Business transformation costs include costs related to functionalization and significant process and systems redesign in the Company’s replenishment, finance, category management and human resources functions; company rebranding; cash & carry retail store strategy and implementation; and process and system redesign related to the Company’s sales model.

The aforementioned items are specified as items to add to EBITDA in arriving at Adjusted EBITDA per the Company’s debt agreements and, accordingly, our management includes such adjustments when assessing the operating performance of the business.

The following is a quantitative reconciliation of Adjusted EBITDA to the most directly comparable GAAP financial performance measure, which is net loss for the periods indicated (in thousands):

	13-Weeks Ended
	March 30,			March 31,
	2013			2012
Adjusted EBITDA	$	156,485		$	177,520
Adjustments:
Sponsor fees (1)		(2,567	)		(2,603	)
Restructuring and tangible asset impairment charges (2)		(1,792	)		(6	)
Share-based compensation expense (3)		(3,800	)		(1,644	)
LIFO reserve change (4)		(1,890	)		2,243
Loss on extinguishment of debt (5)		(23,967	)		—
Business transformation costs (6)		(13,900	)		(18,705	)
Other (7)		(14,981	)		(6,588	)
EBITDA		93,588			150,217
Interest expense, net		(81,826	)		(71,594	)
Income tax (provision) benefit		(12,292	)		1,812
Depreciation and amortization expense		(94,178	)		(83,924	)
Net loss	$	(94,708	)	$	(3,489	)

(1) Consists of management fees paid to the Sponsors.

(2) Restructuring and tangible asset impairment charges primarily consist of facility closing, severance and related costs and tangible asset impairment charges.

(3) Share-based compensation expense represents costs recorded for Share Option Awards and Restricted Share Awards granted.

(4) Consists of changes in the LIFO reserve.

(5) The 2013 loss on extinguishment of debt consists of an early redemption premium and a write-off of unamortized debt issuance costs related to the Senior Subordinated Notes redemption.

(6) Consists of costs to functionalize and optimize our business processes and systems.

(7) Other includes gains, losses or charges as specified under the Company’s debt agreements.

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Reclassifications Out of Accumulated Other Comprehensive Loss

3 Months Ended

Mar. 30, 2013

Equity [Abstract]

Reclassifications Out of Accumulated Other Comprehensive Loss

13. RECLASSIFICATIONS OUT OF ACCUMULATED OTHER COMPREHENSIVE LOSS

The following table presents of amounts reclassified out of accumulated other comprehensive loss by component for the periods presented as follows (in thousands):

	13-Weeks Ended
Accumulated Other Comprehensive Loss Components	March 30, 2013			March 31, 2012			Affected Line Item in the Statement Where Net Income is Presented
Defined benefit pensions plans:
Balance at beginning of period (1)	$	(125,642	)	$	(111,482	)
Other comprehensive income before reclassifications		—			—
Amortization of prior service cost		50			26		Distribution, selling and administration (2)
Amortization of net loss		3,285			3,447		Distribution, selling and administration (2)
		3,335			3,473		Total before income tax
		1,001			1,359		Income tax provision
Net current period comprehensive income		2,334			2,114		Net of tax
Balance at end of period (1)	$	(123,308	)	$	(109,368	)
Interest rate swap derivative cash flow hedge:
Balance at beginning of period (1)	$	(542	)	$	(18,112	)
Other comprehensive income before reclassifications		(653	)		(2,082	)
Amounts reclassified from other comprehensive income		2,042			8,422		Interest expense–net
		1,389			6,340		Total before income tax
		847			2,481		Income tax provision
		542			3,859		Net of tax
Balance at end of period (1)	$	—			(14,253	)
Accumulated Other Comprehensive Loss end of period (1)	$	(123,308	)	$	(123,621	)

(1) Amounts are presented net of tax.

(2) Included in the computation of net periodic pension costs. See Note – 12 Retirement Plans for additional information.

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Debt

3 Months Ended

Mar. 30, 2013

Debt Disclosure [Abstract]

Debt

9. DEBT

The Company’s debt at March 30, 2013 and December 29, 2012 is comprised of the following (in thousands):

Debt Description	Contractual Maturity	Interest Rate at March 30, 2013			March 30, 2013			December 29, 2012
ABL Facility	May 11, 2016		3.24	%	$	145,000		$	170,000
2012 ABS Facility	August 27, 2015		1.50			686,000			686,000
2011 Term Loan	March 31, 2017		5.75			416,500			418,625
Amended 2007 Term Loan	March 31, 2017		5.75			1,673,886			1,684,086
CMBS Fixed Facility	August 1, 2017		6.38			472,391			472,391
Cash Flow Revolver	July 3, 2013		—			—			—
Senior Notes	June 30, 2019		8.50			1,350,000			975,000
Senior Subordinated Notes	June 30, 2017		11.25			—			355,166
Obligations under capital leases	2019-2025		5.75 – 9.00			80,144			31,075
Other debt	2018-2031		4.48 – 4.88			12,893			12,966
Total debt						4,836,814			4,805,309
Add unamortized premium						20,808			8,516
Less current portion of long-term debt						(54,817	)		(48,926	)
Long-term debt					$	4,802,805		$	4,764,899

As of March 30, 2013, $1,915 million of the total debt was effectively at a fixed rate and $2,921 million was at a floating rate.

Debt Refinancing

Senior Subordinated Notes Redemption

On January 16, 2013, the Company completed a series of transactions in which it:

• Redeemed the remaining $355 million in aggregate principal amount of its 11.25% Senior Subordinated Notes (“Senior Subordinated Notes”) due June 30, 2017 at a price equal to 105.625% of the principal amount of such Senior Subordinated Notes, plus accrued and unpaid interest to the redemption date; and

• Issued an additional $375 million in aggregate principal amount of its 8.5% Senior Notes due June 30, 2019 to fund the Senior Subordinated Notes redemption. The Senior Notes were issued at a price equal to 103.5% of the principal amount for gross proceeds of $388 million. Entities affiliated with KKR, one of the Company’s Sponsors, were initial purchasers of $6 million in aggregate principal of Senior Notes.

The redemption of the Senior Subordinated Notes resulted in a loss on extinguishment of debt of $24 million, including an early redemption premium of $20 million and a write-off of $4 million of unamortized debt issuance costs related to the Senior Subordinated Notes. Additionally, the Company incurred third party costs (principally transaction and legal fees) of $6 million relating to this transaction. An entity affiliated with CD&R, one of the Company’s Sponsors, held all of the redeemed Senior Subordinated Notes.

Following is a description of each of the Company’s debt instruments outstanding as of March 30, 2013:

• The 2012 ABS Facility provides commitments to fund up to $800 million against certain customer accounts receivable and related assets originated by US Foods, Inc. and certain of its subsidiaries through August 27, 2015. The Company has borrowed $686 million under the 2012 ABS Facility, the entire amount available to it based on its available collateral at August 27, 2012. The Company, at its option, can request additional 2012 ABS Facility borrowings up to the maximum commitment, provided sufficient eligible receivables are available as collateral. The portion of the loan held by the lenders who fund the loan with commercial paper bears interest at the lender’s commercial paper rate plus any other costs associated with the issuance of commercial paper plus 1.25% and an unused commitment fee of 0.35%. The portion of the loan held by lenders who do not fund the loan with commercial paper bears interest at the London InterBank Offered Rate (“LIBOR”) plus 1.25% and an unused commitment fee of 0.35%. See Note 5 — Accounts Receivable Financing Program for a further description of the Company’s 2012 ABS Facility.

• An asset backed senior secured revolving loan facility, the ABL Facility, provides for loans of up to $1,100 million with its capacity limited by borrowing base calculations. As of March 30, 2013, the Company had $145 million of outstanding borrowings and had issued Letters of Credit totaling $294 million under the ABL Facility. Outstanding Letters of Credit included $100 million issued in favor of certain lessors securing Ahold’s contingent exposure under guarantees of our obligations with respect to certain leases, $179 million issued in favor of certain commercial insurers securing our obligations with respect to our self-insurance program and letters of credit of $15 million for other obligations. There is available capacity on the ABL Facility of $661 million at March 30, 2013, based on the borrowing base calculation. As of March 30, 2013, the Company can periodically elect to pay interest under the amended ABL Facility at Prime plus 1.0% or LIBOR plus 2.0% on the majority of the facility. On borrowings up to $75 million, the facility bears interest at Prime plus 2.25% or LIBOR plus 3.25%. The ABL facility also carries letter of credit fees of 2.0% and an unused commitment fee of 0.25%. The Company anticipates repaying all or substantially all of the outstanding ABL borrowings at times during the next twelve months and reborrowing funds under the facility as needed. The Company anticipates its borrowing base capacity will exceed its ABL facility borrowing needs at all times within the next twelve months and, accordingly, it has included these borrowings in long-term debt in its consolidated balance sheet at March 30, 2013.

• A senior secured term loan, or the 2011 Term Loan, consists of a senior secured term loan with outstanding borrowings of $416 million at March 30, 2013. The 2011 Term Loan bears interest equal to Prime plus 3.25% or LIBOR plus 4.25%, with a LIBOR floor of 1.5%, based on a periodic election of the interest rate by the Company. Principal repayments of $1 million are payable quarterly with the balance due at maturity. The 2011 Term Loan may require mandatory repayments upon the sale of certain assets or based on excess cash flow generated by the Company, as defined in the agreement. As of March 30, 2013, entities affiliated with KKR, one of our Sponsors, held $32 million of the Company’s 2011 Term Loan debt. The interest rate for all borrowings on the 2011 Term Loan was 5.75%, the LIBOR floor of 1.5% plus 4.25%, for all outstanding periods in 2013 and 2012.

• The Amended 2007 Term Loan consists of a senior secured term loan with outstanding borrowings of $1,674 million at March 30, 2013. Interest is at Prime plus 3.25% or LIBOR plus 4.25% with a LIBOR floor of 1.5%, based on a periodic election of the interest rate by the Company. Principal repayments of $5 million are payable quarterly on the Amended 2007 Term Loan, with the balance due at maturity on March 31, 2017. The Amended 2007 Term Loan may require mandatory repayments upon the sale of certain assets or based on excess cash flow generated by the Company, as defined in the agreement. As of March 30, 2013, entities affiliated with KKR, one of our Sponsors, held $320 million of the Amended 2007 Term Loan. In 2008, the Company entered into three interest rate swaps to hedge the variable cash flows associated with the Amended 2007 Term Loan. The interest rate swaps, designated as cash flow hedges of interest rate risk, fully expired in January 2013.

• The CMBS Fixed Facility provides financing of $472 million and is secured by mortgages on 38 properties, consisting primarily of distribution centers. The CMBS Fixed Facility bears interest at 6.38%.

• A senior secured revolving credit facility, or the Cash Flow Revolver, provides for loans of up to $100 million. There was no balance outstanding as of March 30, 2013. The Cash Flow Revolver bears interest equal to Prime plus 1.25% or LIBOR plus 2.25% and includes an unused line fee of 0.38%.

• The unsecured Senior Notes, with outstanding principal of $1,350 million at March 30, 2013, bear interest at 8.5%. Unamortized original issue premium associated with the 2013 and 2012 Senior Notes issuances of $21 million at March 30, 2013 will be amortized as a reduction of interest expense over the remaining life of this debt facility. As of March 30, 2013, entities affiliated with KKR, one of our Sponsors, held $20 million of the Company’s Senior Notes.

Substantially all of our assets are pledged under the various debt agreements. Debt under the 2012 ABS Facility is secured by certain designated receivables and restricted cash of the Company. The ABL Facility is secured by certain other designated receivables, inventory and tractors and trailers owned by the Company not pledged under the 2012 ABS Facility. The CMBS Fixed Facility is collateralized by mortgages on the 38 related properties. The obligations of the Company under the Amended 2007 Term Loan, 2011 Term Loan and the Cash Flow Revolver are guaranteed by security in all of the capital stock of the Company’s subsidiaries, each of the direct and indirect 100% owned domestic subsidiaries, as defined in the agreements, and are secured by substantially all assets of these subsidiaries not pledged under the 2012 ABS Facility and the CMBS Facilities. More specifically, the 2011Term Loan and the Amended 2007 Term Loans are pari passu with the Cash Flow Revolver, have priority over certain collateral securing the ABL Facility and have second priority for other collateral securing the ABL Facility. The former CMBS Floating Facility was collateralized by mortgages on 15 related properties until July 9, 2012 when its outstanding borrowings were repaid. Currently, 14 properties remain in the special purpose, bankruptcy remote subsidiary of the Company and are not pledged as collateral under any of the Company’s debt agreements.

The Company’s credit facilities, loan agreements and indentures contain customary covenants, including, among other things, covenants that restrict our ability to incur certain additional indebtedness, create or permit liens on assets, pay dividends, or engage in mergers or consolidations. Certain debt agreements also contain various and customary events of default with respect to the loans, including, without limitation, the failure to pay interest or principal when the same is due under the agreements, cross default provisions, the failure of representations and warranties contained in the agreements to be true and certain insolvency events. If an event of default occurs and is continuing, the principal amounts outstanding, together with all accrued unpaid interest and other amounts owed thereunder may be declared immediately due and payable by the lenders. Were such an event to occur, the Company would be forced to seek new financing that may not be on as favorable terms as our current facilities. The Company’s ability to refinance its indebtedness on favorable terms, or at all, is directly affected by the current economic and financial conditions. In addition, the Company’s ability to incur secured indebtedness (which may enable it to achieve more favorable terms than the incurrence of unsecured indebtedness) depends in part on the value of its assets, which depends, in turn, on the strength of its cash flows, results of operations, economic and market conditions and other factors. The Company is currently in compliance with all of its credit facilities.

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Goodwill and Other Intangibles

3 Months Ended

Mar. 30, 2013

Goodwill And Intangible Assets Disclosure [Abstract]

Goodwill and Other Intangibles

7. GOODWILL AND OTHER INTANGIBLES

Goodwill and other intangible assets include the cost of the acquired business in excess of the fair value of the tangible net assets recorded in connection with acquisitions. Other intangible assets include customer relationships and brand names and trademarks. Brand names and trademarks are indefinite-lived intangible assets and, accordingly, are not subject to amortization.

Customer relationship intangible assets with definite lives are carried at the acquired fair value less accumulated amortization. Customer relationship intangible assets are amortized over the estimated useful lives (four to ten years). Amortization expense was $37 million and $33 million for the 13-weeks ended March 30, 2013 and March 31, 2012, respectively.

The carrying amount of the Company’s goodwill was $3,833 million at March 30, 2013 and December 29, 2012. No impairment to the Company’s goodwill has been recognized since the Acquisition in 2007.

Other intangibles, net consisted of the following (in thousands):

	March 30, 2013			December 29, 2012
Customer relationships — amortizable:
Gross carrying amount	$	1,366,056		$	1,366,056
Accumulated amortization		(766,300	)		(729,403	)
Net carrying value		599,756			636,653
Brand names and trademarks — not amortizing		252,800			252,800
Total other intangibles — net	$	852,556		$	889,453

The Company completed its annual impairment assessment for goodwill and brand names and trademarks indefinite-lived intangible assets as of July 1, 2012, the first day of its fiscal third quarter with no impairments noted. We assessed qualitative factors for our 2012 annual goodwill impairment assessment to conclude that it is not more likely than not that the fair value of our reporting unit is less than its carrying value. The qualitative factors we evaluated included macroeconomic conditions, industry and market considerations, cost factors, overall financial performance, as well as company specific events. Our fair value estimates of the brand name and trademark indefinite-lived intangible assets are based on a discounted cash flow analysis. Due to the many variables inherent in estimating fair value and the relative size of the recorded indefinite-lived intangible assets, differences in assumptions may have a material effect on the results of our impairment analysis.

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Assets Held for Sale

3 Months Ended

Mar. 30, 2013

Text Block [Abstract]

Assets Held for Sale

8. ASSETS HELD FOR SALE

The Company classifies its closed facilities as Assets Held for Sale at the time management commits to a plan to sell the facility and it is unlikely the plan will be changed, the facility is actively marketed and available for immediate sale and the sale is expected to be completed within one year. Due to market conditions, certain facilities may be classified as Assets Held for Sale for more than one year as the Company continues to actively market the facilities at reasonable prices. For all properties held for sale, the Company has exited operations from the facilities and, thus, the properties are no longer productive assets. Further, the Company has no history of changing its plan to dispose of a facility once the decision has been taken. At March 30, 2013 and December 29, 2012, $12 million of closed facilities were included in Assets Held for Sale for more than one year. Assets Held for Sale is included in the Company’s consolidated balance sheets in other current assets.

The change in Assets Held for Sale for the 13-weeks ended March 30, 2013 is as follows (in thousands):

Balance at beginning of period	$	23,193
Assets sold		(2,614	)
Tangible asset impairment charges		(1,860	)
Balance at end of the period	$	18,719

During the first quarter of 2013, the Company sold a facility previously classified as Assets Held for Sale for net proceeds of $3 million, which approximated its carrying value. As discussed in Note 4 — Fair Value Measurements, during the first quarter of 2013 certain Assets Held for Sale were adjusted to equal their estimated fair value less costs to sell resulting in tangible asset impairment charges of $2 million.

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Restructuring and Tangible Asset Impairment Charges

3 Months Ended

Mar. 30, 2013

Restructuring And Related Activities [Abstract]

Restructuring and Tangible Asset Impairment Charges

10. RESTRUCTURING AND TANGIBLE ASSET IMPAIRMENT CHARGES

During 2013, certain Assets Held for Sale were adjusted to equal their estimated fair value less costs to sell resulting in tangible asset impairment charges of $2 million. During 2013, a reversal of an excess liability for an unused leased facility was substantially offset by minimal severance costs incurred. During 2012, the Company recognized minimal residual severance costs relating to 2011 initiatives.

A summary of the restructuring charges during the 13-weeks ended March 30, 2013 and March 31, 2012 is as follows (in thousands):

	13-Weeks Ended
	March 30,			March 31,
	2013			2012
Severance and related costs	$	469		$	6
Facility closing costs		(537	)		—
Tangible asset impairment charges		1,860			—
Total	$	1,792		$	6

The following table summarizes the changes in the restructuring liabilities for the 13-weeks ended March 30, 2013 (in thousands):

	Severance			Facility
	and Related			Closing
	Costs			Costs			Total
Balance at December 29, 2012	$	74,121		$	3,177		$	77,298
Current period charges		477			94			571
Change in estimate		(8	)		(631	)		(639	)
Payments and usage — net of accretion		(2,817	)		(311	)		(3,128	)
Balance at March 30, 2013	$	71,773		$	2,329		$	74,102

The $72 million of restructuring liabilities as of March 30, 2013 for severance and related costs include $65 million of multiemployer pension withdrawal liabilities relating to closed facilities, payable in monthly installments through 2031 at interest effectively at 6.5% to 6.7%.

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Overview and Basis of Presentation - Additional Information (Detail) (USD $)	3 Months Ended
	Mar. 30, 2013	Jul. 03, 2007	May 02, 2013 Subsequent Event [Member]	May 02, 2013 8.5% Senior Notes due 2019 [Member] Subsequent Event [Member]
Basis Of Presentation [Line Items]
Percentage of ownership	100.00%
Date of Acquisition	Jul. 03, 2007
Acquisition price		$ 7,200,000,000
Aggregate principal amount of Senior Notes exchanged			$ 1,324,000,000	$ 1,350,000,000
Debt interest rate				8.50%

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Retirement Plans - Components of Net Pension and Other Post Retirement Benefit Costs (Detail) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 30, 2013	Mar. 31, 2012
Pension Benefits [Member]
Pension Plans, Postretirement and Other Employee Benefits [Line Items]
Service cost	$ 8,030	$ 6,426
Interest cost	8,368	9,447
Expected return on plan assets	(10,482)	(10,329)
Amortization of prior service cost	50	26
Amortization of net loss	3,257	3,440
Net periodic benefit costs	9,223	9,010
Other Postretirement Plans [Member]
Pension Plans, Postretirement and Other Employee Benefits [Line Items]
Service cost	38	35
Interest cost	108	128
Amortization of net loss	28	8
Net periodic benefit costs	$ 174	$ 171

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Commitments and Contingencies

3 Months Ended

Mar. 30, 2013

Commitments And Contingencies Disclosure [Abstract]

Commitments and Contingencies

15. COMMITMENTS AND CONTINGENCIES

Purchase Commitments — The Company enters into purchase orders with vendors and other parties in the ordinary course of business. The Company has a limited number of long-term purchase contracts with vendors that require it to buy a predetermined volume of goods.

Indemnification by Ahold for Certain Matters — In connection with the Acquisition, Ahold committed to indemnify and hold harmless the Company from and against damages (which includes losses, liabilities, obligations, and claims of any kind) and litigation costs (including attorneys’ fees and expenses) suffered, incurred or paid after the Closing Date relating to certain matters. The Company was responsible for the first $40 million of damages and litigation expenses incurred after the closing of the Acquisition related to such matters and Ahold’s indemnification obligations apply to any such damages and litigation expenses as may be incurred after the Closing Date in excess of $40 million. As of the end of its 2009 fiscal year, the Company had incurred $40 million in costs related to these matters; therefore, any future litigation expenses related to the aforementioned matters are subject to the rights of indemnification from Ahold. As of March 30, 2013, no material amounts are due to the Company from Ahold under the indemnification agreement.

Legal Proceedings — The Company is involved in a number of legal proceedings arising from the conduct of its business. The legal proceedings discussed below, whether pending, threatened or unasserted, if decided adversely to or settled by the Company, may result in liabilities material to the Company’s financial condition or results of operations. The Company has recognized provisions with respect to its proceedings, where appropriate, which are reflected in the Company’s consolidated balance sheets. The Company’s policy is to expense attorney fees as incurred.

California 2010 Labor Code Claim — In April 2010, a putative class action complaint was filed against the Company in California alleging the Company failed to meet its obligations under the California Labor Code related to the provision of meals and breaks for certain drivers. The case has been removed to federal court. In December 2011, the parties reached a tentative settlement of all claims, subject to court approval, and the Company recorded a liability of $3 million to reflect the settlement. In September 2012, the court entered final approval of the settlement which the Company paid into the court’s escrow account in October 2012. The Third Party Administrator is currently finalizing payment to the identified class members in accordance with the court approved settlement.

Eagan Multiemployer Pension Withdrawal Liability — In 2008, the Company completed the closure of its Eagan, Minnesota and Fairfield, Ohio divisions and recorded a liability of approximately $40 million for the related multiemployer pension withdrawal liability. In 2010, the Company received formal notice and demand for payment of a $40 million withdrawal liability, which is payable in monthly installments through November 2023. During the third quarter 2011, the Company was assessed an additional $17 million multiemployer pension withdrawal liability for the Eagan facility. The parties have agreed to arbitrate this matter and discovery commenced during the third quarter of 2012. The Company believes it has meritorious defenses against the assessment for the additional pension withdrawal liability and intends to vigorously defend itself against the claim. The Company does not believe, at this time, that a loss from such obligation is probable and, accordingly, no liability has been recorded. However, it is reasonably possible the Company may ultimately be required to pay an amount up to $17 million.

Pricing Litigation — In October 2006, two customers filed a putative class action against the Company and Ahold. In December 2006, an amended complaint was filed naming a third plaintiff. The complaint focuses on certain pricing practices of the Company in contracts with some of its customers. In February 2007, the Company filed a motion to dismiss the complaint. In August 2007, two additional customers of the Company filed putative class action complaints. These two additional lawsuits are based upon the pricing practices at issue in the case described in the first two sentences of this paragraph. In November 2007, the Judicial Panel on Multidistrict Litigation ordered the transfer of the two subsequently filed lawsuits to the jurisdiction in which the first lawsuit was filed, the U.S. District Court for the District of Connecticut, for consolidated or coordinated proceedings. In June 2008, the Plaintiffs filed their consolidated and amended class action complaint; the Company moved to dismiss this complaint. In August 2009, the Plaintiffs filed a motion for class certification. In December 2009, the court issued a ruling on the Company’s motion to dismiss, dismissing Ahold from the case and also dismissing certain of the plaintiffs’ claims. On November 30, 2011, the court issued its ruling granting the plaintiffs’ motion to certify the class. On April 4, 2012, the U.S. Court of Appeals for the Second Circuit granted the Company’s request to appeal the district court’s decision which granted class certification. Oral argument will be held on May 29, 2013 before the appeals court. In the meantime, the case continues through the discovery stage. The Company believes it has meritorious defenses to the remaining claims and continues to vigorously defend against the lawsuit. The Company does not believe at this time that an unfavorable outcome from this matter is probable and, accordingly, no such liability has been recorded. Due to the inherent uncertainty of legal proceedings, it is reasonably possible the Company could suffer a loss as a result of this matter. An estimate of a possible loss or range of loss from this matter cannot be made. However, any potential liability is subject to the Company’s rights of indemnification from Ahold to the extent and as described above.

Other—In addition to the legal proceedings described above, the Company and its subsidiaries are parties to a number of other legal proceedings arising out of their business operations. Such other legal proceedings, however, are subject to inherent uncertainties and the outcome of individual matters is not predictable. It is possible that the Company could be required to make expenditures, in excess of established provisions, in amounts that cannot reasonably be estimated. However, the Company believes that the ultimate resolution of these other proceedings will not have a material adverse effect on the Company’s consolidated financial position, results of operations, or cash flows.

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Goodwill and Other Intangibles (Tables)

3 Months Ended

Mar. 30, 2013

Goodwill And Intangible Assets Disclosure [Abstract]

Schedule of Other Intangibles, Net

Other intangibles, net consisted of the following (in thousands):

	March 30, 2013			December 29, 2012
Customer relationships — amortizable:
Gross carrying amount	$	1,366,056		$	1,366,056
Accumulated amortization		(766,300	)		(729,403	)
Net carrying value		599,756			636,653
Brand names and trademarks — not amortizing		252,800			252,800
Total other intangibles — net	$	852,556		$	889,453

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Restructuring and Tangible Asset Impairment Charges - Summary of Changes in Restructuring Liabilities (Detail) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 30, 2013
Restructuring Cost and Reserve [Line Items]
Balance at December 29, 2012	$ 77,298
Current period charges	571
Change in estimate	(639)
Payments and usage - net of accretion	(3,128)
Balance at March 30, 2013	74,102
Severance and Related Costs [Member]
Restructuring Cost and Reserve [Line Items]
Balance at December 29, 2012	74,121
Current period charges	477
Change in estimate	(8)
Payments and usage - net of accretion	(2,817)
Balance at March 30, 2013	71,773
Facility Closing Costs [Member]
Restructuring Cost and Reserve [Line Items]
Balance at December 29, 2012	3,177
Current period charges	94
Change in estimate	(631)
Payments and usage - net of accretion	(311)
Balance at March 30, 2013	$ 2,329

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Goodwill and Other Intangibles - Additional Information (Detail) (USD $)	3 Months Ended
	Mar. 30, 2013	Mar. 31, 2012	Dec. 29, 2012
Other Intangible Assets [Line Items]
Amortization expense	$ 37,000,000	$ 33,000,000
GOODWILL	$ 3,833,301,000		$ 3,833,301,000
Customer relationships [Member] | Minimum [Member]
Other Intangible Assets [Line Items]
Estimated useful lives of intangible assets	4 years
Customer relationships [Member] | Maximum [Member]
Other Intangible Assets [Line Items]
Estimated useful lives of intangible assets	10 years

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CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME (Parenthetical) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 30, 2013	Mar. 31, 2012
Statement Of Income And Comprehensive Income [Abstract]
Changes in interest rate swap derivative, income tax provision	$ 847	$ 2,481
Changes in retirement benefit obligations, income tax provision	$ 1,101	$ 1,359

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Fair Value Measurements

3 Months Ended

Mar. 30, 2013

Fair Value Disclosures [Abstract]

Fair Value Measurements

4. FAIR VALUE MEASUREMENTS

The Company follows the accounting standards for fair value, whereas fair value is a market-based measurement, not an entity-specific measurement. The Company’s fair value measurements are based on the assumptions that market participants would use in pricing the asset or liability. As a basis for considering market participant assumptions in fair value measurements, fair value accounting standards establish a fair value hierarchy which prioritizes the inputs used in measuring fair value as follows: Level 1- observable inputs such as quoted prices in active markets; Level 2- observable inputs other than those included in Level 1 such as quoted prices for similar assets and liabilities in active or inactive markets that are observable either directly or indirectly, or other inputs that are observable or can be corroborated by observable market data; and Level 3- unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. Any transfers of assets or liabilities between Level 1, Level 2, and Level 3 of the fair value hierarchy will be recognized as of the end of the reporting period in which the transfer occurs. There were no transfers between fair value levels in any of the periods presented below.

The Company’s assets and liabilities measured at fair value on a recurring basis as of March 30, 2013 and December 29, 2012, aggregated by the level in the fair value hierarchy within which those measurements fall, are as follows (in thousands):

Description	Level 1		Level 2			Level 3		Total
Recurring fair value measurements:
Money market funds	$	20,000	$	—		$	—	$	20,000
Balance at March 30, 2013	$	20,000	$	—		$	—	$	20,000
Recurring fair value measurements:
Interest rate swap derivative liability	$	—	$	(2,034	)	$	—	$	(2,034	)
Balance at December 29, 2012	$	—	$	(2,034	)	$	—	$	(2,034	)
Description	Level 1		Level 2			Level 3		Total
Nonrecurring fair value measurements:
Assets held for sale	$	—	$	—		$	10,930	$	10,930
Balance at March 30, 2013	$	—	$	—		$	10,930	$	10,930
Nonrecurring fair value measurements:
Assets held for sale	$	—	$	—		$	23,400	$	23,400
Property and equipment		—		—			3,361		3,361
Contingent consideration payable for business acquisitions		—		—			5,500		5,500
Balance at December 29, 2012	$	—	$	—		$	32,261	$	32,261

Recurring Fair Value Measurements

Derivative Instruments

The Company’s objective in using interest rate swap agreements from time to time is to manage its exposure to interest rate movements on a variable-rate term loan obligation. The Company recorded its interest rate swap derivatives in its consolidated balance sheets at fair value. Fair value was estimated based on projections of cash flows and future interest rates. The determination of fair value included the consideration of any credit valuation adjustments necessary, giving consideration to the creditworthiness of the respective counterparties or the Company, as appropriate.

In 2008, the Company entered into three interest rate swaps to hedge the variable cash flows associated with a variable-rate term loan (the “2007 Term Loan”). The interest rate swaps were designated as cash flow hedges of interest rate risk. The Company effectively paid a fixed rate of 6.0% on the notional amount of the term loan covered by the interest rate swaps. The interest rate swaps expired in January 2013.

At December 29, 2012, the fair value of the Company’s interest rate swap derivative financial instruments, classified under Level 2 of the fair value hierarchy, was $2 million. The interest rate swap derivative financial instruments were included in the Company’s consolidated balance sheets in accrued expenses and other current liabilities.

The effect of the Company’s interest rate swap derivative financial instruments in the consolidated statement of other comprehensive loss for the 13-weeks ended March 30, 2013 and March 31, 2012, is as follows (in thousands):

Effect of Interest Rate Swap Derivative Instruments in the Consolidated Statements of Comprehensive Income (Loss)
Derivatives in Cash Flow Hedging Relationships	Amount of Loss Recognized in Other Comprehensive Loss on Derivative (Effective Portion), net of tax			Location of Loss Reclassified From Accumulated Other Comprehensive Loss		Amount of Loss Reclassified from Accumulated Other Comprehensive Loss into Income (Effective portion), net of tax			Location of Loss Recognized in Income on Derivative (Ineffective Portion and Amount Excluded from Effectiveness Testing)		Amount of Income Recognized in Income on Derivative (Ineffective Portion and Amount Excluded from Effectiveness Testing)
For the 13-weeks ended March 30, 2013:
Interest rate swap derivative	$	(255	)		Interest expense — net	$	(797	)		Interest expense — net	$	645
For the 13-weeks ended March 31, 2012:
Interest rate swap derivative	$	(1,267	)		Interest expense — net	$	(5,126	)		Interest expense — net	$	—

The Company reclassified $1 million from accumulated other comprehensive loss as an increase to interest expense when the interest rate swaps expired in January 2013 and recognized a credit to interest income of $1 million related to the ineffective portion of the interest rate swap derivatives.

Money Market Funds

Money market funds include highly liquid investments with an original maturity of three months or less. They are valued using quoted market prices in active markets and are classified under Level 1 within the fair value hierarchy. The Company held no money market funds at December 29, 2012.

Nonrecurring Fair Value Measurements

Property and Equipment

Property and equipment held and used by the Company are tested for recoverability whenever events or changes in circumstances indicate that the carrying amount of an asset or asset group may not be recoverable. No impairments to the Company’s long-lived assets were recognized during the first quarters of 2013 and 2012.

The Company is required to record Assets Held for Sale at the lesser of the depreciated carrying amount or estimated fair value less costs to sell. During the first quarter of 2013, certain Assets Held for Sale were adjusted to equal their estimated fair value, less costs to sell, resulting in tangible asset impairment charges of $2 million. No impairments to the Company’s Assets Held for Sale were recognized during the first quarter of 2012. Fair value was estimated by the Company based on information received from real estate brokers. The amounts included in the tables above, classified under Level 3 within the fair value hierarchy, represent the estimated fair values of those property and equipment that became the new carrying amounts at the time the impairments were recorded.

Other Fair Value Measurements

The carrying value of cash, restricted cash, accounts receivable, bank checks outstanding, accounts payable, accrued expenses and contingent consideration payable for business acquisitions approximate their fair values due to their short-term maturities.

The fair value of total debt approximated $5.0 billion and $4.9 billion as of March 30, 2013 and December 29, 2012, as compared to its aggregate carrying value of $4.8 billion. Fair value was estimated based upon a combination of the cash flows expected to be generated under the Company’s debt facilities, interest rates that are currently available to the Company for debt with similar terms and estimates of the Company’s overall credit risk.

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Guarantor and Non-Guarantor Condensed Consolidating Financial Information - Schedule of Condensed Consolidating Statement of Cash Flows (Detail) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 30, 2013	Mar. 31, 2012
Condensed Statements Of Cash Flows [Line Items]
Net cash (used in) provided by operating activities	$ (10,104)	$ (65,487)
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisition of businesses		(861)
Proceeds from sales of property and equipment	3,463	3,688
Purchases of property and equipment	(54,599)	(124,926)
Net cash (used in) provided by investing activities	(51,136)	(122,099)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from debt refinancing	388,125
Proceeds from debt borrowings	456,000	439,000
Payment for debt financing costs	(6,065)
Principal payments on debt and capital leases	(494,276)	(342,005)
Repurchase of senior subordinated notes	(375,144)
Proceeds from parent company common stock sales	54	200
Parent company common stock repurchased	(809)
Net cash (used in) provided by financing activities	(32,115)	97,195
Net (decrease) increase in cash and cash equivalents	(93,355)	(90,391)
CASH AND CASH EQUIVALENTS-Beginning of period	242,457	202,691
CASH AND CASH EQUIVALENTS-End of period	149,102	112,300
US Foods, Inc. [Member]
Condensed Statements Of Cash Flows [Line Items]
Net cash (used in) provided by operating activities	(17,839)	(96,289)
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisition of businesses		(861)
Proceeds from sales of property and equipment	3,463	500
Purchases of property and equipment	(53,712)	(103,248)
Net cash (used in) provided by investing activities	(50,249)	(103,609)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from debt refinancing	388,125
Proceeds from debt borrowings	456,000	439,000
Payment for debt financing costs	(6,065)
Principal payments on debt and capital leases	(494,169)	(334,349)
Repurchase of senior subordinated notes	(375,144)
Capital contributions (distributions)	6,774	4,592
Proceeds from parent company common stock sales	54	200
Parent company common stock repurchased	(809)
Net cash (used in) provided by financing activities	(25,234)	109,443
Net (decrease) increase in cash and cash equivalents	(93,322)	(90,455)
CASH AND CASH EQUIVALENTS-Beginning of period	240,902	201,092
CASH AND CASH EQUIVALENTS-End of period	147,580	110,637
Guarantors [Member]
Condensed Statements Of Cash Flows [Line Items]
Net cash (used in) provided by operating activities	961	21,742
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property and equipment	(887)	(21,678)
Net cash (used in) provided by investing activities	(887)	(21,678)
CASH FLOWS FROM FINANCING ACTIVITIES:
Principal payments on debt and capital leases	(107)
Net cash (used in) provided by financing activities	(107)
Net (decrease) increase in cash and cash equivalents	(33)	64
CASH AND CASH EQUIVALENTS-Beginning of period	1,555	1,599
CASH AND CASH EQUIVALENTS-End of period	1,522	1,663
Non-Guarantors [Member]
Condensed Statements Of Cash Flows [Line Items]
Net cash (used in) provided by operating activities	6,774	9,060
CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds from sales of property and equipment		3,188
Net cash (used in) provided by investing activities		3,188
CASH FLOWS FROM FINANCING ACTIVITIES:
Principal payments on debt and capital leases		(7,656)
Capital contributions (distributions)	(6,774)	(4,592)
Net cash (used in) provided by financing activities	$ (6,774)	$ (12,248)

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Assets Held for Sale (Tables)

3 Months Ended

Mar. 30, 2013

Text Block [Abstract]

Schedule of Change in Assets Held for Sale

The change in Assets Held for Sale for the 13-weeks ended March 30, 2013 is as follows (in thousands):

Balance at beginning of period	$	23,193
Assets sold		(2,614	)
Tangible asset impairment charges		(1,860	)
Balance at end of the period	$	18,719

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Fair Value Measurements - Effect of Interest Rate Swap Derivative Financial Instruments in Other Comprehensive Loss (Detail) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 30, 2013	Mar. 31, 2012
Derivative Instruments [Line Items]
Amount of Loss Recognized in Other Comprehensive Loss on Derivative (Effective Portion), net of tax	$ 542	$ 3,859
Amount of Loss Reclassified from Accumulated Other Comprehensive Loss into Income (Effective portion), net of tax	1,000
Amount of Income Recognized in Income on Derivative (Ineffective Portion and Amount Excluded from Effectiveness Testing)	1,000
Interest expense - net [Member] | Interest rate swap derivative [Member]
Derivative Instruments [Line Items]
Amount of Loss Recognized in Other Comprehensive Loss on Derivative (Effective Portion), net of tax	(255)	(1,267)
Amount of Loss Reclassified from Accumulated Other Comprehensive Loss into Income (Effective portion), net of tax	(797)	(5,126)
Amount of Income Recognized in Income on Derivative (Ineffective Portion and Amount Excluded from Effectiveness Testing)	$ 645

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Income Taxes

3 Months Ended

Mar. 30, 2013

Income Tax Disclosure [Abstract]

Income Taxes

14. INCOME TAXES

The Company’s effective income tax rates for the 13-week periods ended March 30, 2013 and March 31, 2012, were (15)% and 34%, respectively. The determination of the Company’s overall effective tax rate requires the use of estimates. The effective tax rate reflects the income earned and taxed in various U.S. federal and state jurisdictions. Tax law changes, increases and decreases in permanent differences between book and tax items, tax credits and the Company’s change in income from each jurisdiction all affect the overall effective tax rate.

The effective tax rate for the quarter ended March 30, 2013 varied from the federal statutory rate of 35% primarily due to expenses not deductible for federal income tax purposes and an $11 million increase in our valuation allowance as a result of increased deferred tax assets (net operating losses) not covered by future reversals of deferred tax liabilities. For the 13-weeks ended March 30, 2013, the Company has utilized an annual effective tax rate for purposes of determining its year-to-date tax expense, excluding the effect of tax expense on the amortization of its tax goodwill, which was instead measured discretely by quarter to calculate income taxes resulting in the valuation allowance being recognized ratably during 2013 consistent with the tax amortization of goodwill. For the 13-week period ended March 30, 2013, the Company concluded that the use of the expected annual effective tax rate, but excluding the effective rate effects of the tax goodwill amortization was more appropriate than use of the comprehensive expected annual effective tax rate.

Management concluded that to use the forecast annual rate with the amortization of tax goodwill included would not be reliable for use in quarterly reporting of income taxes due to such rate’s significant sensitivity to minimal changes in forecasted annual pre-tax earnings. The impact of including the tax goodwill amortization in the annual effective tax rate computation, as applied to the quarterly pre-tax loss of $82 million, would be distortive to the financial statements. It is as a result of that effect that management concluded that the readers of the financial statements would best benefit from a tax provision for the quarter that reflects the accretion of the valuation allowance on a discrete, ratable basis.

We have a valuation allowance against our net deferred tax assets (excluding “naked credits”). Naked credits refer to deferred tax liabilities associated with the tax amortization of goodwill and indefinite lived intangible assets that are not amortized for financial reporting purposes. The deferred tax liability remains on the balance sheet indefinitely until such time the related assets are impaired or the business to which those assets relate are disposed. As the deferred tax liability could have an indefinite life, it is not netted against our deferred tax assets when determining the required valuation allowance. The valuation allowance was established based upon management’s assessment of all available evidence, both positive and negative, including current and historical operating results and potential tax-planning strategies. The conclusion was based primarily on our cumulative pretax losses in recent years and the need to generate significant amounts of taxable income in future periods in order to utilize existing deferred tax assets. Given the Company’s cumulative loss position, there was no reliance placed upon future income projections. The valuation allowance was $129 million at December 29, 2012. Our deferred tax assets, related to federal and state net operating losses, increased $11 million during the 13-weeks ending March 30, 2013, which resulted in the valuation allowance increasing by $11 million at March 30, 2013. We intend to maintain a full valuation allowance on our deferred tax assets until sufficient positive evidence related to sources of future taxable income exists to support a reversal of the valuation allowance.

The effective tax rate for the quarter ended March 31, 2012 varied from the federal statutory rate of 35% primarily due to changes in the valuation allowance, partially offset by the effect of state income taxes.