HENRY SCHEIN INC, 10-Q filed on 11/28/2023
Quarterly Report
v3.23.3
Cover Page - shares
 9 Months Ended
Sep. 30, 2023
Nov. 13, 2023
Cover [Abstract]    
Entity Central Index Key 0001000228  
Amendment Flag false  
Document Fiscal Year Focus 2023  
Document Fiscal Period Focus Q3  
Current Fiscal Year End Date --12-30  
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Sep. 30, 2023  
Document Transition Report false  
Entity Registrant Name HENRY SCHEIN, INC.  
Entity File Number 0-27078  
Entity Incorporation, State or Country Code DE  
Entity Tax Identification Number 11-3136595  
Entity Address, Address Line One 135 Duryea Road  
Entity Address, City or Town Melville  
Entity Address, State or Province NY  
Entity Address, Postal Zip Code 11747  
City Area Code 631  
Local Phone Number 843-5500  
Title of 12(b) Security Common Stock, par value $.01 per share  
Trading Symbol HSIC  
Security Exchange Name NASDAQ  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Large Accelerated Filer  
Entity Emerging Growth Company false  
Entity Small Business false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding   129,938,341
v3.23.3
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($)
$ in Millions
Sep. 30, 2023
Dec. 31, 2022
Current assets:    
Cash and cash equivalents $ 166 $ 117
Accounts receivable, net of allowance for credit losses of $72 and $65 1,573 1,442
Inventories, net 1,833 1,963
Prepaid expenses and other 541 466
Total current assets 4,113 3,988
Property and equipment, net 474 383
Operating lease right-of-use assets 323 284
Goodwill 3,595 2,893
Other intangibles, net 834 587
Investments and other 471 472
Total assets 9,810 8,607
Current liabilities:    
Accounts payable 953 1,004
Bank credit lines 12 103
Current maturities of long-term debt 72 6
Operating lease liabilities 74 73
Accrued expenses:    
Payroll and related 274 314
Taxes 137 132
Other 571 592
Total current liabilities 2,093 2,224
Long-term debt 1,815 1,040
Deferred income taxes 91 36
Operating lease liabilities 314 275
Other liabilities 396 361
Total liabilities 4,709 3,936
Redeemable noncontrolling interests 821 576
Commitments and contingencies
Stockholders' equity:    
Preferred stock, $0.01 par value, 1,000,000 shares authorized, none outstanding 0 0
Common stock, $0.01 par value, 480,000,000 shares authorized,129,935,883 outstanding on September 30, 2023 and 131,792,817 outstanding on December 31, 2022 1 1
Additional paid-in capital 0 0
Retained earnings 3,897 3,678
Accumulated other comprehensive loss (247) (233)
Total Henry Schein, Inc. stockholders' equity 3,651 3,446
Noncontrolling interests 629 649
Total stockholders' equity 4,280 4,095
Total liabilities, redeemable noncontrolling interests and stockholders' equity $ 9,810 $ 8,607
v3.23.3
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($)
$ in Millions
Sep. 30, 2023
Dec. 31, 2022
Current assets:    
Accounts receivable, allowances for credit losses (in dollars) $ 72 $ 65
Stockholders' equity:    
Preferred stock, par value (in dollars per share) $ 0.01 $ 0.01
Preferred stock, shares authorized (in shares) 1,000,000 1,000,000
Preferred stock, shares outstanding (in shares) 0 0
Common stock, par value (in dollars per share) $ 0.01 $ 0.01
Common stock, shares authorized (in shares) 480,000,000 480,000,000
Common stock, shares outstanding (in shares) 129,935,883 131,792,817
v3.23.3
CONDENSED CONSOLIDATED STATEMENTS OF INCOME - USD ($)
$ in Millions
 3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 24, 2022
Sep. 30, 2023
Sep. 24, 2022
CONDENSED CONSOLIDATED STATEMENTS OF INCOME [Abstract]        
Net sales $ 3,162 $ 3,067 $ 9,322 $ 9,276
Cost of sales 2,167 2,153 6,386 6,444
Gross profit 995 914 2,936 2,832
Operating expenses:        
Selling, general and administrative 725 648 2,149 2,010
Depreciation and amortization 59 45 152 137
Restructuring and integration costs 11 10 59 10
Operating income 200 211 576 675
Other income (expense):        
Interest income 6 1 12 5
Interest expense (25) (8) (58) (23)
Other, net (2) 1 (2) 1
Income before taxes, equity in earnings of affiliates and noncontrolling interests 179 205 528 658
Income taxes (39) (46) (119) (155)
Equity in earnings of affiliates 3 3 10 12
Net income 143 162 419 515
Less: Net income attributable to noncontrolling interests (6) (12) (21) (24)
Net income attributable to Henry Schein, Inc. $ 137 $ 150 $ 398 $ 491
Earnings per share attributable to Henry Schein, Inc.:        
Basic (in dollars per share) $ 1.06 $ 1.10 $ 3.04 $ 3.59
Diluted (in dollars per share) $ 1.05 $ 1.09 $ 3.02 $ 3.55
Weighted-average common shares outstanding:        
Basic (in shares) 130,388,353 135,608,678 130,888,717 136,731,413
Diluted (in shares) 131,442,135 137,084,049 132,149,172 138,488,254
v3.23.3
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($)
$ in Millions
 3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 24, 2022
Sep. 30, 2023
Sep. 24, 2022
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME [Abstract]        
Net income $ 143 $ 162 $ 419 $ 515
Other comprehensive income (loss), net of tax:        
Foreign currency translation loss (45) (89) (17) (176)
Unrealized gain from foreign currency hedging activities 6 11 2 20
Pension adjustment gain 0 1 0 1
Other comprehensive loss, net of tax (39) (77) (15) (155)
Comprehensive income 104 85 404 360
Less: Comprehensive income attributable to noncontrolling interests:        
Net income (6) (12) (21) (24)
Foreign currency translation loss 2 6 1 14
Comprehensive income attributable to noncontrolling interests (4) (6) (20) (10)
Comprehensive income attributable to Henry Schein, Inc. $ 100 $ 79 $ 384 $ 350
v3.23.3
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY - USD ($)
$ in Millions
Total
Common Stock $.01 Par Value [Member]
Additional Paid-in Capital [Member]
Retained Earnings [Member]
Accumulated Other Comprehensive Income (Loss) [Member]
Noncontrolling Interests [Member]
Beginning Balance at Dec. 25, 2021 $ 4,063 $ 1 $ 0 $ 3,595 $ (171) $ 638
Beginning Balance, shares (in shares) at Dec. 25, 2021   137,145,558        
Net income (excluding amounts attributable to redeemable noncontrolling interests) 496     491   5
Foreign currency translation loss (excluding loss amounts attributable to redeemable noncontrolling interests) (163)       (162) (1)
Unrealized gain from foreign currency hedging activities, net of tax 20       20  
Pension adjustment gain, net of tax 1       1  
Dividends declared (1)         (1)
Purchase of noncontrolling interests (7)         (7)
Change in fair value of redeemable securities 18   18      
Repurchases and retirement of common stock - Value (200)   (28) (172)    
Repurchases and retirement of common stock - Shares   (2,529,126)        
Stock-based compensation expense - Value 44   44      
Stock-based compensation expense - Shares   958,539        
Stock issued upon exercise of stock options - Value 2   2      
Stock issued upon exercise of stock options - Shares   30,424        
Shares withheld for payroll taxes - Value (30)   (30)      
Shares withheld for payroll taxes - Shares   (343,541)        
Settlement of stock-based compensation awards - Value 2   2      
Settlement of stock-based compensation awards - Shares   (2,967)        
Transfer of charges in excess of capital     (8) 8    
Ending Balance at Sep. 24, 2022 4,245 $ 1 0 3,922 (312) 634
Ending Balance, shares (in shares) at Sep. 24, 2022   135,258,887        
Beginning Balance at Jun. 25, 2022 4,227 $ 1 0 3,834 (241) 633
Beginning Balance, shares (in shares) at Jun. 25, 2022   136,439,560        
Net income (excluding amounts attributable to redeemable noncontrolling interests) 152     150   2
Foreign currency translation loss (excluding loss amounts attributable to redeemable noncontrolling interests) (83)       (83)  
Unrealized gain from foreign currency hedging activities, net of tax 11       11  
Pension adjustment gain, net of tax 1       1  
Dividends declared (1)         (1)
Change in fair value of redeemable securities 11   11      
Repurchases and retirement of common stock - Value (90)   (12) (78)    
Repurchases and retirement of common stock - Shares   (1,183,729)        
Stock-based compensation expense - Value 17   17      
Stock-based compensation expense - Shares   3,640        
Stock issued upon exercise of stock options - Shares   597        
Shares withheld for payroll taxes - Value (1)   (1)      
Shares withheld for payroll taxes - Shares   (1,194)        
Settlement of stock-based compensation awards - Value 1   1      
Settlement of stock-based compensation awards - Shares   13        
Transfer of charges in excess of capital     (16) 16    
Ending Balance at Sep. 24, 2022 4,245 $ 1 0 3,922 (312) 634
Ending Balance, shares (in shares) at Sep. 24, 2022   135,258,887        
Beginning Balance at Dec. 31, 2022 $ 4,095 $ 1 0 3,678 (233) 649
Beginning Balance, shares (in shares) at Dec. 31, 2022 131,792,817 131,792,817        
Net income (excluding amounts attributable to redeemable noncontrolling interests) $ 408     398   10
Foreign currency translation loss (excluding loss amounts attributable to redeemable noncontrolling interests) (16)       (16)  
Unrealized gain from foreign currency hedging activities, net of tax 2       2  
Pension adjustment gain, net of tax 0          
Dividends declared (28)         (28)
Change in fair value of redeemable securities 14   14      
Initial noncontrolling interests and adjustments related to business acquisitions (2)   0     (2)
Repurchases and retirement of common stock - Value (201)   (26) (175)    
Repurchases and retirement of common stock - Shares   (2,521,695)        
Stock-based compensation expense - Value 38   38      
Stock-based compensation expense - Shares   1,060,883        
Stock issued upon exercise of stock options - Value $ 1   1      
Stock issued upon exercise of stock options - Shares 21,204 19,744        
Shares withheld for payroll taxes - Value $ (32)   (32)      
Shares withheld for payroll taxes - Shares   (415,048)        
Settlement of stock-based compensation awards - Value 1   1      
Settlement of stock-based compensation awards - Shares   (818)        
Transfer of charges in excess of capital     4 (4)    
Ending Balance at Sep. 30, 2023 $ 4,280 $ 1 0 3,897 (247) 629
Ending Balance, shares (in shares) at Sep. 30, 2023 129,935,883 129,935,883        
Beginning Balance at Jul. 01, 2023 $ 4,186 $ 1 0 3,769 (210) 626
Beginning Balance, shares (in shares) at Jul. 01, 2023   130,576,806        
Net income (excluding amounts attributable to redeemable noncontrolling interests) 141     137   4
Foreign currency translation loss (excluding loss amounts attributable to redeemable noncontrolling interests) (43)       (43)  
Unrealized gain from foreign currency hedging activities, net of tax 6       6  
Pension adjustment gain, net of tax 0          
Dividends declared (1)         (1)
Change in fair value of redeemable securities 28   28      
Initial noncontrolling interests and adjustments related to business acquisitions (1)   (1)     0
Repurchases and retirement of common stock - Value (50)   (6) (44)    
Repurchases and retirement of common stock - Shares   (659,681)        
Stock-based compensation expense - Value 14   14      
Stock-based compensation expense - Shares   23,985        
Stock issued upon exercise of stock options - Shares   3,884        
Shares withheld for payroll taxes - Value 0   0      
Shares withheld for payroll taxes - Shares   (9,183)        
Settlement of stock-based compensation awards - Value 0   0      
Settlement of stock-based compensation awards - Shares   72        
Transfer of charges in excess of capital     (35) 35    
Ending Balance at Sep. 30, 2023 $ 4,280 $ 1 $ 0 $ 3,897 $ (247) $ 629
Ending Balance, shares (in shares) at Sep. 30, 2023 129,935,883 129,935,883        
v3.23.3
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (Parenthetical) - USD ($)
$ in Millions
 3 Months Ended 9 Months Ended 12 Months Ended
Sep. 30, 2023
Sep. 24, 2022
Sep. 30, 2023
Sep. 24, 2022
Dec. 31, 2022
Net income attributable to redeemable noncontrolling interests $ 2 $ 10 $ 11 $ 19 $ 21
Foreign currency translation gain (loss) attributable to redeemable noncontrolling interests (2) (6) (1) (13) $ (6)
Unrealized gain (loss) from foreign currency hedging activities, tax (benefit) 3 4 1 7  
Pension adjustment gain, tax $ 0 $ 1 $ 0 $ 1  
v3.23.3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)
$ in Millions
 9 Months Ended
Sep. 30, 2023
Sep. 24, 2022
Cash flows from operating activities:    
Net income $ 419 $ 515
Adjustments to reconcile net income to net cash provided by operating activities:    
Depreciation and amortization 180 160
Non-cash restructuring charges 13 0
Stock-based compensation expense 38 44
Provision for losses on trade and other accounts receivable 7 2
Benefit from deferred income taxes (4) (20)
Equity in earnings of affiliates (10) (12)
Distributions from equity affiliates 12 12
Changes in unrecognized tax benefits 5 1
Other (11) (25)
Changes in operating assets and liabilities, net of acquisitions:    
Accounts receivable (72) (93)
Inventories 180 (9)
Other current assets (55) (96)
Accounts payable and accrued expenses (170) (131)
Net cash provided by operating activities 532 348
Cash flows from investing activities:    
Purchases of fixed assets (108) (67)
Payments related to equity investments and business acquisitions, net of cash acquired (668) (127)
Proceeds from loan to affiliate 4 9
Other (36) (26)
Net cash used in investing activities (808) (211)
Cash flows from financing activities:    
Net change in bank borrowings (98) 51
Proceeds from issuance of long-term debt 1,158 165
Principal payments for long-term debt (457) (58)
Debt issuance costs (3) 0
Proceeds from issuance of stock upon exercise of stock options 1 2
Payments for repurchases and retirement of common stock (200) (200)
Payments for taxes related to shares withheld for employee taxes (34) (30)
Distributions to noncontrolling shareholders (41) (18)
Acquisitions of noncontrolling interests in subsidiaries (19) (33)
Net cash provided by (used in) financing activities 307 (121)
Effect of exchange rate changes on cash and cash equivalents 18 (11)
Net change in cash and cash equivalents 49 5
Cash and cash equivalents, beginning of period 117 118
Cash and cash equivalents, end of period $ 166 $ 123
v3.23.3
Basis of Presentation
 9 Months Ended
Sep. 30, 2023
Basis of Presentation [Abstract]  
Basis of Presentation
Note 1 – Basis of Presentation
Our condensed consolidated financial statements include the accounts of Henry
 
Schein, Inc. and all of our
controlled subsidiaries (“we”, “us” or “our”).
 
All intercompany accounts and transactions are eliminated
 
in
consolidation.
 
Investments in unconsolidated affiliates in which we have the ability to
 
influence the operating or
financial decisions are accounted for under the equity method.
 
Certain prior period amounts have been reclassified
to conform to the current period presentation.
 
These reclassifications, individually and in the aggregate, did
 
not
have a material impact on our condensed consolidated financial condition,
 
results of operations or cash flows.
Our accompanying unaudited condensed consolidated financial statements
 
have been prepared in accordance with
accounting principles generally accepted in the United States
 
(“U.S. GAAP”) for interim financial information and
with the instructions to Form 10-Q and Article 10 of Regulation S-X.
 
Accordingly, they do not include all of the
information and footnote disclosures required by U.S. GAAP for complete
 
financial statements.
The unaudited interim condensed consolidated financial statements should be
 
read in conjunction with the audited
consolidated financial statements and notes to the consolidated financial
 
statements contained in our Annual Report
on Form 10-K for the year ended December 31, 2022 and with the information
 
contained in our other publicly-
available filings with the Securities and Exchange Commission.
 
The condensed consolidated financial statements
reflect all adjustments considered necessary for a fair presentation of
 
the consolidated results of operations and
financial position for the interim periods presented.
 
All such adjustments are of a normal recurring nature.
 
The preparation of financial statements in conformity with accounting principles
 
generally accepted in the United
States requires us to make estimates and assumptions that affect the reported amounts of
 
assets and liabilities and
disclosure of contingent assets and liabilities at the date of the financial
 
statements and the reported amounts of
revenues and expenses during the reporting period.
 
Actual results could differ from those estimates.
 
The results of
operations for the three and nine months ended September 30, 2023
 
are not necessarily indicative of the results to
be expected for any other interim period or for the year ending December 30, 2023.
Our condensed consolidated financial statements reflect estimates and assumptions
 
made by us that affect, among
other things, our goodwill, long-lived asset and definite-lived intangible
 
asset valuation; inventory valuation; equity
investment valuation; assessment of the annual effective tax rate; valuation of
 
deferred income taxes and income
tax contingencies; the allowance for doubtful accounts; hedging activity;
 
supplier rebates; measurement of
compensation cost for certain share-based performance awards and cash bonus
 
plans; and pension plan
assumptions.
We consolidate the results of operations and financial position of a trade accounts receivable securitization which
we consider a Variable Interest Entity (“VIE”) because we are the primary beneficiary, and we have the power to
direct activities that most significantly affect the economic performance and have
 
the obligation to absorb the
majority of the losses or benefits.
 
For this VIE, the trade accounts receivable transferred to the VIE
 
are pledged as
collateral to the related debt.
 
The creditors have recourse to us for losses on these trade accounts
 
receivable.
 
At
September 30, 2023 and December 31, 2022, certain trade accounts receivable
 
that can only be used to settle
obligations of this VIE were $
0
 
million and $
327
 
million, respectively, and the liabilities of this VIE where the
creditors have recourse to us were $
0
 
million and $
255
 
million, respectively.
v3.23.3
Critical Accounting Policies, Accounting Standard Adopted, and Recently Issued Accounting Standards
 9 Months Ended
Sep. 30, 2023
Critical Accounting Policies, Accounting Standard Adopted, and Recently Issued Accounting Standards [Abstract]  
Critical Accounting Policies, Accounting Standard Adopted, and Recently Issued Accounting Standards
Note 2 – Critical Accounting Policies, Accounting Standard Adopted,
 
and Recently Issued Accounting
Standards
Critical Accounting Policies
 
There have been no material changes in our critical accounting policies
 
during the nine months ended September
30, 2023, as compared to the critical accounting policies described in Item 7
 
of our Annual Report on Form 10-K
for the year ended December 31, 2022.
Accounting Standard Adopted
During the quarter ended September 30, 2023, we adopted Accounting
 
Standards Codification (“ASC”) Topic 848,
Reference Rate Reform (Topic 848).
 
The adoption of Topic 848 did not have a material impact on our condensed
consolidated financial statements.
Recently Issued Accounting Standards
In September 2022, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update
(“ASU”) No. 2022-04, “Liabilities – Supplier Finance Programs (Subtopic
 
405-50): Disclosure of Supplier Finance
Program Obligations,” which will increase transparency of supplier finance
 
programs by requiring entities that use
such programs in connection with the purchase of goods and services to disclose
 
certain qualitative and quantitative
information about such programs.
 
ASU 2022-04 is effective for fiscal years beginning after December 15, 2022,
including interim periods within those fiscal years, except for amended
 
roll forward information, which is effective
for fiscal years beginning after December 15, 2023.
 
We do not expect that the requirements of this guidance will
have a material impact on our condensed consolidated financial statements.
v3.23.3
Net Sales from Contracts with Customers
 9 Months Ended
Sep. 30, 2023
Net Sales from Contracts with Customers [Abstract]  
Net sales from Contracts with Customers
Note 3 – Net Sales from Contracts with Customers
Net sales are recognized in accordance with policies disclosed in Item
 
8 of our Annual Report on Form 10-K for
the year ended December 31, 2022.
Disaggregation of Net Sales
The following table disaggregates our net sales by reportable segment and geographic
 
area:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended
Nine Months Ended
September 30, 2023
September 30, 2023
North
America
International
Global
North
America
International
Global
Net sales:
Health care distribution
Dental
$
1,134
$
748
$
1,882
$
3,447
$
2,290
$
5,737
Medical
1,044
26
1,070
2,920
71
2,991
Total health care distribution
2,178
774
2,952
6,367
2,361
8,728
Technology
 
and value-added services
185
25
210
519
75
594
Total net sales
$
2,363
$
799
$
3,162
$
6,886
$
2,436
$
9,322
Three Months Ended
Nine Months Ended
September 24, 2022
September 24, 2022
North
America
International
Global
North
America
International
Global
Net sales:
Health care distribution
Dental
$
1,131
$
654
$
1,785
$
3,360
$
2,106
$
5,466
Medical
1,088
18
1,106
3,215
59
3,274
Total health care distribution
2,219
672
2,891
6,575
2,165
8,740
Technology
 
and value-added services
155
21
176
469
67
536
Total net sales
$
2,374
$
693
$
3,067
$
7,044
$
2,232
$
9,276
Deferred Revenue
At September 30, 2023, the current and non-current portion of contract
 
liabilities were $
86
 
million and $
9
 
million,
respectively.
 
During the nine months ended September 30, 2023, we recognized,
 
in net sales, $
70
 
million of the
amount that was previously deferred at December 31, 2022.
 
At December 31, 2022, the current portion of contract
liabilities of $
86
 
million was reported in accrued expenses: other, and $
8
 
million related to non-current contract
liabilities was reported in other liabilities.
v3.23.3
Segment Data
 9 Months Ended
Sep. 30, 2023
Segment Data [Abstract]  
Segment Data
 
Note 4
 
–
Segment Data
We conduct our business through
two
 
reportable segments: (i) health care distribution and (ii) technology and
value-added services.
 
These segments offer different products and services to the same customer base.
 
Our global
dental businesses serve office-based dental practitioners, dental laboratories, schools, government
 
and other
institutions.
 
Our medical businesses serve physician offices, urgent care centers, ambulatory care sites,
 
emergency
medical technicians, dialysis centers, home health, federal and state governments
 
and large enterprises, such as
group practices and integrated delivery networks, among other providers
 
across a wide range of specialties.
 
Our
dental and medical groups serve practitioners in
33
 
countries worldwide.
The health care distribution reportable segment aggregates our global dental
 
and medical operating segments.
 
This
segment distributes consumable products, dental specialty products, small
 
equipment, laboratory products, large
equipment, equipment repair services, branded and generic pharmaceuticals,
 
vaccines, surgical products, diagnostic
tests, infection-control products, personal protective equipment (“PPE”)
 
and vitamins.
 
Our global technology and value-added services reportable segment provides
 
software, technology and other value-
added services to health care practitioners.
 
Our technology offerings include practice management software
systems for dental and medical practitioners.
 
Our value-added practice solutions include practice consultancy,
education, revenue cycle management and financial services on a non-recourse
 
basis, e-services, practice
technology, network and hardware services, as well as continuing education services for practitioners.
The following tables present information about our reportable and operating
 
segments:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended
Nine Months Ended
September 30,
September 24,
September 30,
September 24,
2023
2022
2023
2022
Net Sales:
Health care distribution
(1)
Dental
$
1,882
$
1,785
$
5,737
$
5,466
Medical
1,070
1,106
2,991
3,274
Total health care distribution
2,952
2,891
8,728
8,740
Technology
 
and value-added services
(2)
210
176
594
536
Total
$
3,162
$
3,067
$
9,322
$
9,276
Consists of consumable products, small equipment, laboratory products, large equipment, equipment repair services, branded and
generic pharmaceuticals, vaccines, surgical products, dental specialty products (including implant, orthodontic and endodontic
products), diagnostic tests, infection-control products, PPE products and vitamins.
(2)
Consists of practice management software and other value-added products, which are distributed primarily to health care providers,
practice consultancy, education, revenue cycle management and financial services on a non-recourse basis, e-services, continuing
education services for practitioners, consulting and other services.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended
Nine Months Ended
September 30,
September 24,
September 30,
September 24,
2023
2022
2023
2022
Operating Income:
Health care distribution
$
160
$
179
$
471
$
579
Technology
 
and value-added services
40
32
105
96
Total
$
200
$
211
$
576
$
675
v3.23.3
Business Acquisitions
 9 Months Ended
Sep. 30, 2023
Business Acquisitions [Abstract]  
Business Acquisitions
Note 5
 
–
Business Acquisitions
Our acquisition strategy is focused on investments in companies that
 
add new customers and sales teams, increase
our geographic footprint (whether entering a new country, such as emerging markets, or building scale where we
have already invested in businesses), and finally, those that enable us to access new products and technologies.
 
In
connection with our business acquisitions, the major classes of assets
 
and liabilities to which we generally allocate
acquisition consideration to, excluding goodwill, include identifiable
 
intangible assets (i.e., customer relationships
and lists, trademarks and trade names, product development and
 
non-compete agreements), inventory and accounts
receivable.
 
The estimated fair value of identifiable intangible assets is based
 
on critical judgments and assumptions
derived from analysis of market conditions, including discount rates,
 
projected revenue growth rates (which are
based on historical trends and assessment of financial projections), estimated
 
customer attrition and projected cash
flows.
 
These assumptions are forward-looking and could be affected by future economic and
 
market conditions.
While we use our best estimates and assumptions to accurately value
 
assets acquired and liabilities assumed at the
acquisition date as well as contingent consideration, where applicable,
 
our estimates are inherently uncertain and
subject to refinement.
 
As a result, within 12 months following the date of acquisition,
 
or the measurement period,
we may record adjustments to the assets acquired and liabilities assumed
 
with the corresponding offset to goodwill
within our condensed consolidated balance sheets.
 
At the end of the measurement period or final determination of
the values of such assets acquired or liabilities assumed, whichever
 
comes first, any subsequent adjustments are
recognized in our condensed consolidated statements of operations.
During the nine months ended September 30, 2023 we completed accounting
 
for certain acquisitions that occurred
in the year ended December 31, 2022.
 
In relation to these acquisitions, we did not record material adjustments
 
in
our condensed consolidated financial statements relating to changes in estimated
 
values of assets acquired,
liabilities assumed and contingent consideration assets and liabilities.
Acquisition of S.I.N. Implant System
On July 5, 2023 we acquired a
 
100
% voting equity interest in S.I.N. Implant System (“S.I.N.”), one of Brazil’s
leading manufacturers of dental implants.
 
Based in São Paulo and founded in 2003, S.I.N. manufactures
 
an
extensive line of products to perform dental implant procedures and
 
is focused on advancing the development of
value-priced dental implants.
 
S.I.N. recently expanded the distribution of its products into the United
 
States and
other international markets.
The following table aggregates
 
the preliminary estimated fair value, as of the date of acquisition, of
 
consideration
paid and net assets acquired in the S.I.N.:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2023
Acquisition consideration:
Cash
$
326
Total consideration
$
326
Identifiable assets acquired and liabilities assumed:
Current assets
$
75
Intangible assets
155
Other noncurrent assets
33
Current liabilities
(33)
Long-term debt
(22)
Deferred income taxes
(55)
Other noncurrent liabilities
(27)
Total identifiable
 
net assets
126
Goodwill
200
Total net assets acquired
$
326
Goodwill is a result of expected synergies that are expected to originate from the
 
acquisition as well as the expected
growth potential of S.I.N.
 
The acquired goodwill is not deductible for tax purposes.
The following table summarizes the preliminary identifiable intangible assets
 
acquired as part of the acquisition of
S.I.N.:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2023
Estimated Useful Lives (in years)
Customer relationships and lists
$
78
10
Trademarks/ Tradenames
9
5
Non-compete agreements
1
5
Product development
38
7
Other
29
5
Total
$
155
The accounting for the acquisition of S.I.N. has not been completed
 
in several areas, including but not limited to
pending assessments of accounts receivable, inventory, intangible assets, right-of-use lease assets, accrued
liabilities and income and non-income based taxes.
 
To assist management in the allocation of consideration,
 
we
engaged valuation specialists to determine the fair value of intangible and
 
tangible assets acquired and liabilities
assumed.
 
We
will finalize the amounts recognized as the information necessary
 
to complete the analysis is
obtained.
 
We expect to finalize these amounts as soon as possible but no later than one year from the acquisition
date.
 
The pro forma financial information has not been presented because
 
the impact of the S.I.N. acquisition
during the three and nine months ended September 30, 2023 was immaterial
 
to our condensed consolidated
financial statements.
Acquisition of Biotech Dental
On April 5, 2023, we acquired a
57
% voting equity interest in Biotech Dental (“Biotech Dental”), which
 
is a
provider of dental implants, clear aligners, individualized prosthetics,
 
and innovative digital dental software based
in France.
 
Biotech Dental has several important solutions for dental practices
 
and dental labs, including Nemotec, a
comprehensive, integrated suite of planning and diagnostic software
 
using open architecture that connects disparate
medical devices to create a digital view of the patient, offering greater diagnostic
 
accuracy and an improved patient
experience.
 
The integration of Biotech Dental’s software with Henry Schein One’s industry-leading practice
management software solutions will help customers streamline their
 
clinical as well as administrative workflow for
the ultimate benefit of patients.
The following table aggregates
 
the preliminary estimated fair value, as of the date of acquisition, of
 
consideration
paid and net assets acquired in the Biotech Dental acquisition:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2023
Acquisition consideration:
Cash
$
216
Fair value of contributed equity share in a controlled subsidiary
25
Redeemable noncontrolling interests
182
Total consideration
$
423
Identifiable assets acquired and liabilities assumed:
Current assets
$
80
Intangible assets
119
Other noncurrent assets
76
Current liabilities
(51)
Long-term debt
(84)
Deferred income taxes
(38)
Other noncurrent liabilities
(22)
Total identifiable
 
net assets
80
Goodwill
343
Total net assets acquired
$
423
Goodwill is a result of expected synergies that are expected to originate from the
 
acquisition as well as the expected
growth potential of Biotech Dental.
 
The acquired goodwill is deductible for tax purposes.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2023
Estimated Useful Lives (in years)
Customer relationships and lists
$
60
10
Trademarks/ Tradenames
14
5
Non-compete agreements
1
5
Other
44
5
Total
$
119
The accounting for the acquisition of Biotech Dental has
 
not been completed in several areas, including but not
limited to pending assessments of accounts receivable, inventory, intangible assets, right-of-use lease assets,
accrued liabilities and income and non-income based taxes.
 
To assist management in the allocation of
consideration, we engaged valuation specialists to determine the fair value
 
of intangible and tangible assets
acquired and liabilities assumed.
 
We will finalize the amounts recognized as the information necessary to complete
the analysis is obtained.
 
We expect to finalize these amounts as soon as possible but no later than one year from the
acquisition date.
 
The pro forma financial information has not been presented because
 
the impact of the Biotech
Dental acquisition during the three and nine months ended September
 
30, 2023 was immaterial to our condensed
consolidated financial statements.
Other 2023 Acquisitions
During the nine months ended September 30, 2023, we acquired companies
 
within the health care distribution and
technology and value-added services segments.
 
Our acquired ownership interest ranged between
51
% to
100
%.
The following table aggregates
 
the preliminary estimated fair value, as of the date of acquisition, of
 
consideration
paid and net assets acquired for these acquisitions during the nine
 
months ended September 30, 2023.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2023
Acquisition consideration:
Cash
$
167
Deferred consideration
4
Estimated fair value of contingent consideration payable
6
Fair value of previously held equity method investment
29
Redeemable noncontrolling interests
77
Total consideration
$
283
Identifiable assets acquired and liabilities assumed:
Current assets
$
32
Intangible assets
117
Other noncurrent assets
18
Current liabilities
(23)
Deferred income taxes
(13)
Long-term debt
(8)
Other noncurrent liabilities
(10)
Total identifiable
 
net assets
113
Goodwill
170
Total net assets acquired
$
283
Goodwill is a result of the expected synergies and cross-selling opportunities that
 
these acquisitions are expected to
provide for us, as well as the expected growth potential.
 
Approximately half of the acquired goodwill is deductible
for tax purposes.
In connection with an acquisition of a controlling interest of an
 
affiliate, we recognized a gain of approximately $
18
million related to the remeasurement to fair value of our previously held
 
equity investment, using a discounted cash
flow model based on Level 3 inputs, as defined in
The following table summarizes the preliminary identifiable intangible assets
 
acquired during the nine months
ended September 30, 2023 and their estimated useful lives as of the date
 
of the acquisition:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2023
Estimated Useful Lives (in years)
Customer relationships and lists
$
76
2
-
12
Trademarks/ Tradenames
9
5
-
10
Non-compete agreements
2
5
Product development
7
7
Patents
1
10
Other
22
5
Total
$
117
The pro forma financial information has not been presented because the
 
impact of the acquisitions during the three
and nine months ended September 30, 2023 was immaterial to our condensed
 
consolidated financial statements.
Acquisition Costs
During the nine months ended September 30, 2023 and September 24, 2022
 
we incurred $
18
 
million and $
6
million, respectively, in acquisition costs, which are included in “selling, general and administrative” within our
condensed consolidated statements of income.
v3.23.3
Fair Value Measurements
 9 Months Ended
Sep. 30, 2023
Fair Value Measurements [Abstract]  
Fair Value Measurements
Note 6 – Fair Value Measurements
Fair value is defined as the price that would be received to sell an asset or
 
paid to transfer a liability in an orderly
transaction between market participants at the measurement date.
 
The fair value hierarchy distinguishes between
(1) market participant assumptions developed based on market data obtained
 
from independent sources (observable
inputs) and (2) an entity’s own assumptions about market participant assumptions developed based on the best
information available in the circumstances (unobservable inputs).
The fair value hierarchy consists of three broad levels, which gives the
 
highest priority to unadjusted quoted prices
in active markets for identical assets or liabilities (Level 1) and the lowest priority
 
to unobservable inputs (Level 3).
 
The three levels of the fair value hierarchy are described as follows:
•
 
Level 1— Unadjusted quoted prices in active markets for identical assets
 
or liabilities that are accessible at the
measurement date.
•
 
Level 2— Inputs other than quoted prices included within Level 1 that are
 
observable for the asset or liability,
either directly or indirectly.
 
Level 2 inputs include: quoted prices for similar assets or liabilities
 
in active markets;
quoted prices for identical or similar assets or liabilities in markets
 
that are not active; inputs other than quoted
prices that are observable for the asset or liability; and inputs that are
 
derived principally from or corroborated by
observable market data by correlation or other means.
•
 
Level 3— Inputs that are unobservable for the asset or liability.
The following section describes the fair values of our financial instruments
 
and the methodologies that we used to
measure their fair values.
 
Investments and notes receivable
There are no quoted market prices available for investments in unconsolidated
 
affiliates and notes receivable.
 
Certain of our notes receivable contain variable interest rates.
 
We believe the carrying amounts are a reasonable
estimate of fair value based on the interest rates in the applicable
 
markets.
 
Debt
The fair value of our debt (including bank credit lines, current maturities
 
of long-term debt and long-term debt) is
classified as Level 3 within the fair value hierarchy, and as of September 30, 2023 and December 31, 2022 was
estimated at $
1,899
 
million and $
1,149
 
million, respectively.
 
Factors that we considered when estimating the fair
value of our debt include market conditions, such as interest rates and credit
 
spreads.
Derivative contracts
Derivative contracts are valued using quoted market prices and
 
significant other observable inputs.
 
We use
derivative instruments to minimize our exposure to fluctuations in foreign
 
currency exchange rates.
 
Our derivative
instruments primarily include foreign currency forward agreements related
 
to certain intercompany loans, certain
forecasted inventory purchase commitments with foreign suppliers,
 
foreign currency forward contracts to hedge a
portion of our euro-denominated foreign operations which are designated
 
as net investment hedges, hedging of the
floating interest rate to a fixed interest rate on our $
750
 
million term loan
, and a total return swap for the purpose of economically hedging our
 
unfunded non-qualified
supplemental executive retirement plan (the “SERP”) and our deferred compensation
 
plan (the “DCP”).
 
The fair values for the majority of our foreign currency derivative contracts
 
are obtained by comparing our contract
rate to a published forward price of the underlying market rates, which
 
is based on market rates for comparable
transactions and are classified within Level 2 of the fair value hierarchy.
 
Total
 
Return Swaps
The fair value for the total return swap is measured by valuing
 
the underlying exchange traded funds of the swap
using market-on-close pricing by industry providers as of the valuation
 
date and are classified within Level 2 of the
fair value hierarchy.
Redeemable noncontrolling interests
The values for redeemable noncontrolling interests are classified within
 
Level 3 of the fair value hierarchy and are
based on recent transactions and/or implied multiples of earnings.
The following table presents our assets and liabilities that are measured and
 
recognized at fair value on a recurring
basis classified under the appropriate level of the fair value hierarchy as of
 
September 30, 2023 and December 31,
2022:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
September 30, 2023
Level 1
Level 2
Level 3
Total
Assets:
Derivative contracts designated as hedges
$
-
$
30
$
-
$
30
Derivative contracts undesignated
-
1
-
1
Total assets
$
-
$
31
$
-
$
31
Liabilities:
Derivative contracts designated as hedges
$
-
$
2
$
-
$
2
Derivative contracts undesignated
-
1
-
1
Total return
 
swaps
-
4
-
4
Total liabilities
$
-
$
7
$
-
$
7
Redeemable noncontrolling interests
$
-
$
-
$
821
$
821
December 31, 2022
Level 1
Level 2
Level 3
Total
Assets:
Derivative contracts designated as hedges
$
-
$
23
$
-
$
23
Derivative contracts undesignated
-
4
-
4
Total assets
$
-
$
27
$
-
$
27
Liabilities:
Derivative contracts designated as hedges
$
-
$
1
$
-
$
1
Derivative contracts undesignated
-
3
-
3
Total return
 
swaps
-
3
-
3
Total liabilities
$
-
$
7
$
-
$
7
Redeemable noncontrolling interests
$
-
$
-
$
576
$
576
v3.23.3
Derivatives and Hedging Activities
 9 Months Ended
Sep. 30, 2023
Derivatives and Hedging Activities [Abstract]  
Derivatives and Hedging Activities
Note 7 – Derivatives and Hedging Activities
We are exposed to market risks as well as changes in foreign currency exchange rates as measured against the U.S.
dollar and changes to the credit risk of the derivative counterparties.
 
We attempt to minimize these risks by
primarily using interest rate swaps, foreign currency forward contracts
 
and by maintaining counter-party credit
limits.
 
These hedging activities provide only limited protection
 
against interest rate, currency exchange and credit
risks.
 
Factors that could influence the effectiveness of our hedging programs
 
include market interest rates, currency
markets and availability of hedging instruments and liquidity of the credit
 
markets.
 
All interest rate swaps and
foreign currency forward contracts that we enter into are components of
 
hedging programs and are entered into for
the sole purpose of hedging an existing or anticipated interest rate
 
or currency exposure.
 
We do not enter into such
contracts for speculative purposes and we manage our credit risks by diversifying
 
our counterparties, maintaining a
strong balance sheet and having multiple sources of capital.
During 2019 we entered into foreign currency forward contracts
 
to hedge a portion of our euro-denominated
foreign operations which are designated as net investment hedges.
 
These net investment hedges offset the change
in the U.S. dollar value of our investment in certain euro-functional currency
 
subsidiaries due to fluctuating foreign
exchange rates.
 
Gains and losses related to these net investment hedges are recorded
 
in accumulated other
comprehensive loss within our condensed consolidated balance sheets.
 
Amounts excluded from the assessment of
hedge effectiveness are included in interest expense within our condensed consolidated
 
statements of income.
 
The
aggregate notional value of this net investment hedge, which
 
matured on
November 16, 2023
, is approximately
€
200
 
million.
 
During the three months ended September 30, 2023 and September
 
24, 2022, we recorded an
increase of $
4
 
million and $
15
 
million, respectively, within other comprehensive income related to these foreign
currency forward contracts.
 
During the nine months ended September 30, 2023 and September 24, 2022,
 
we
recorded an increase of $
1
 
million and $
26
 
million, respectively, within other comprehensive income related to
these foreign currency forward contracts.
On
March 20, 2020
, we entered into a total return swap for the purpose of economically
 
hedging our unfunded non-
qualified SERP and our DCP.
 
This swap will offset changes in our SERP and DCP liabilities.
 
At the inception, the
notional value of the investments in these plans was $
43
 
million.
 
At September 30, 2023, the notional value of the
investments in these plans was $
86
 
million.
 
At September 30, 2023, the financing blended rate for
 
this swap was
based on the Secured Overnight Financing Rate (“SOFR”) of
5.31
% plus
0.52
%, for a combined rate of
5.83
%.
 
For
the three months ended September 30, 2023 and September 24, 2022, we have
 
recorded a loss, within selling,
general and administrative in our condensed consolidated statement of
 
income, of approximately $
7
 
million and $
2
million, respectively, net of transaction costs, related to this undesignated swap.
 
For the nine months ended
September 30, 2023 and September 24, 2022,
 
we have recorded a loss, within selling, general and administrative
 
in
our condensed consolidated statement of income, of approximately $
1
 
million and $
8
 
million, respectively, net of
transaction costs, related to this undesignated swap.
On July 11, 2023, we entered into interest rate swap agreements to hedge the cash flow of our variable
 
rate $
750
million floating debt term loan facility, with
three years
 
maturity, effectively changing the floating rate portion of
our obligation to a fixed rate.
 
Under the terms of the interest rate swap agreements, we receive variable
 
interest
payments based on the one-month Term SOFR rate and pay interest at a fixed rate.
 
As of September 30, 2023, the
notional value of the interest rate swap agreements was $
745
 
million.
 
For the three and nine months ended
September 30, 2023, we recorded, within accumulated other comprehensive
 
loss within our condensed consolidated
balance sheets, a gain of $
4
 
million related to the change in the fair value of these interest rate swap
 
agreements,
since we have designated these swaps agreements as cash flow hedges.
Fluctuations in the value of certain foreign currencies as compared
 
to the U.S. dollar may positively or negatively
affect our revenues, gross margins, operating expenses and retained earnings, all of which are expressed
 
in U.S.
dollars.
 
Where we deem it prudent, we engage in hedging programs using primarily
 
foreign currency forward
contracts aimed at limiting the impact of foreign currency exchange
 
rate fluctuations on earnings.
 
We purchase
short-term (i.e., generally 18 months or less) foreign currency forward contracts
 
to protect against currency
exchange risks associated with intercompany loans due from our international
 
subsidiaries and the payment of
merchandise purchases to our foreign suppliers.
 
We do not hedge the translation of foreign currency profits into
U.S. dollars, as we regard this as an accounting exposure, not an
 
economic exposure.
 
Amounts related to our
hedging activities are recorded in prepaid expenses and other and/or accrued
 
expenses: other within our condensed
consolidated balance sheets.
 
Our hedging activities have historically not had a material impact on our
 
condensed
consolidated financial statements.
 
Accordingly, additional disclosures related to derivatives and hedging activities
required by ASC 815 have been omitted.
v3.23.3
Debt
 9 Months Ended
Sep. 30, 2023
Debt [Abstract]  
Debt
Note 8 – Debt
Bank Credit Lines
Bank credit lines consisted of the following:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
September 30,
December 31,
2023
2022
Revolving credit agreement
$
-
$
-
Other short-term bank credit lines
12
103
Total
$
12
$
103
Revolving Credit Agreement
On
August 20, 2021
, we entered into a $
1.0
 
billion revolving credit agreement (the “Revolving Credit Agreement”)
which was scheduled to mature on
August 20, 2026
.
 
On
July 11, 2023
, we amended and restated the Revolving
Credit Agreement to, among other things, extend the maturity date
 
to
July 11, 2028
 
and update the interest rate
provisions to reflect the current market approach for a multicurrency
 
facility.
 
The interest rate on this revolving
credit facility is based on Term Secured Overnight Financing Rate (“Term SOFR”) plus a spread based on our
leverage ratio at the end of each financial reporting quarter.
 
The Revolving Credit Agreement requires, among
other things, that we maintain certain maximum leverage ratios.
 
Additionally, the Revolving Credit Agreement
contains customary representations, warranties and affirmative covenants as well
 
as customary negative covenants,
subject to negotiated exceptions, on liens, indebtedness, significant corporate
 
changes (including mergers),
dispositions and certain restrictive agreements.
 
As of September 30, 2023 and December 31, 2022, we had $
0
million and $
0
 
million in borrowings, respectively under this revolving credit facility.
 
As of September 30, 2023
and December 31, 2022, there were $
9
 
million and $
9
 
million of letters of credit, respectively, provided to third
parties under this credit facility.
Other Short-Term Bank Credit
 
Lines
As of September 30, 2023 and December 31, 2022, we had various other
 
short-term bank credit lines available, in
various currencies, with a maximum borrowing capacity of $
366
 
million and $
402
 
million, respectively.
 
As of
September 30, 2023 and December 31, 2022, $
12
 
million and $
103
 
million, respectively, were outstanding.
 
At
September 30, 2023 and December 31, 2022, borrowings under all
 
of these credit lines had a weighted average
interest rate of
4.34
% and
10.11
%, respectively.
Long-term debt
Long-term debt consisted of the following:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
September 30,
December 31,
2023
2022
Private placement facilities
$
1,074
$
699
U.S. trade accounts receivable securitization
-
330
Term loan
745
-
Various
 
collateralized and uncollateralized loans payable with interest,
in varying installments through 2023 at interest rates
ranging from
0.00
% to
9.42
% at September 30, 2023 and
ranging from
0.00
% to
3.50
% at December 31, 2022
58
7
Finance lease obligations
10
10
Total
1,887
1,046
Less current maturities
(72)
(6)
Total long-term debt
$
1,815
$
1,040
 
Private Placement Facilities
Our private placement facilities include
four
 
insurance companies, have a total facility amount of $
1.5
 
billion, and
are available on an uncommitted basis at fixed rate economic
 
terms to be agreed upon at the time of issuance, from
time to time through
October 20, 2026
.
 
The facilities allow us to issue senior promissory notes to the
 
lenders at a
fixed rate based on an agreed upon spread over applicable treasury notes
 
at the time of issuance.
 
The term of each
possible issuance will be selected by us and can range from
five
 
to
15 years
 
(with an average life no longer than
12
years
).
 
The proceeds of any issuances under the facilities will be used
 
for general corporate purposes, including
working capital and capital expenditures, to refinance existing indebtedness,
 
and/or to fund potential acquisitions.
 
The agreements provide, among other things, that we maintain
 
certain maximum leverage ratios, and contain
restrictions relating to subsidiary indebtedness, liens, affiliate transactions, disposal
 
of assets and certain changes in
ownership.
 
These facilities contain make-whole provisions in the event that we
 
pay off the facilities prior to the
applicable due dates.
The components of our private placement facility borrowings, which
 
have a weighted average interest rate of
3.65
%, as of September 30, 2023 are presented in the following table:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Amount of
Borrowing
Borrowing
 
Date of Borrowing
Outstanding
Rate
Due Date
January 20, 2012
$
50
3.45
%
January 20, 2024
December 24, 2012
50
3.00
December 24, 2024
June 16, 2017
100
3.42
June 16, 2027
September 15, 2017
100
3.52
September 15, 2029
January 2, 2018
100
3.32
January 2, 2028
September 2, 2020
100
2.35
September 2, 2030
June 2, 2021
100
2.48
June 2, 2031
June 2, 2021
100
2.58
June 2, 2033
May 4, 2023
75
4.79
May 4, 2028
May 4, 2023
75
4.84
May 4, 2030
May 4, 2023
75
4.96
May 4, 2033
May 4, 2023
150
4.94
May 4, 2033
Less: Deferred debt issuance costs
(1)
Total
$
1,074
 
U.S. Trade Accounts Receivable Securitization
We have a facility agreement based on the securitization of our U.S. trade accounts receivable that is structured as
an asset-backed securitization program with pricing committed for up
 
to
three years
.
 
This facility agreement has a
purchase limit of $
450
 
million with
two
 
banks as agents, and expires on
December 15, 2025
.
As of September 30, 2023 and December 31, 2022, the borrowings
 
outstanding under this securitization facility
were $
0
 
million and $
330
 
million, respectively.
 
At September 30, 2023, the interest rate on borrowings under this
facility was based on the asset-backed commercial paper rate of
5.59
% plus
0.75
%, for a combined rate of
6.34
%.
 
At December 31, 2022, the interest rate on borrowings under
 
this facility was based on the asset-backed
commercial paper rate of
4.58
% plus
0.75
%, for a combined rate of
5.33
%.
If our accounts receivable collection pattern changes due to customers
 
either paying late or not making payments,
our ability to borrow under this facility may be reduced.
We are required to pay a commitment fee of
30
 
to
35
 
basis points depending upon program utilization.
Term Loan
On July 11, 2023, we entered into a
three-year
 
$
750
 
million term loan credit agreement (the “Term Credit
Agreement”).
 
The interest rate on this term loan is based on the Term SOFR plus a spread based on our leverage
ratio at the end of each financial reporting quarter.
 
This term loan matures on July 11, 2026.
 
As of September 30,
2023, the borrowings outstanding under this term loan were $
745
 
million.
 
At September 30, 2023, the interest on
this Term Credit Agreement was
5.33
% plus
1.35
% for a combined rate of
6.68
%.
 
However, we have a hedge in
place
that ultimately creates an
effective fixed rate of
5.79
%.
 
The Term Credit Agreement requires, among other things, that we maintain certain
maximum leverage ratios.
 
Additionally, the Term
 
Credit Agreement contains customary representations,
warranties and affirmative covenants as well as customary negative covenants, subject
 
to negotiated exceptions, on
liens, indebtedness, significant corporate changes (including mergers), dispositions
 
and certain restrictive
agreements.
v3.23.3
Income Taxes
 9 Months Ended
Sep. 30, 2023
Income Taxes [Abstract]  
Income Taxes
Note 9 – Income Taxes
 
 
 
 
 
 
For the nine months ended September 30, 2023 our effective tax rate was
22.5
%, compared to
23.5
% for the prior
year period.
 
The difference between our effective tax rate and the federal statutory tax rate primarily
 
relates to state
and foreign income taxes and interest expense.
The total amount of unrecognized tax benefits, which are included in
 
“other liabilities” within our condensed
consolidated balance sheets, as of September 30, 2023 and December 31,
 
2022 was $
110
 
million and $
94
 
million,
respectively, of which $
102
 
million and $
80
 
million, respectively, would affect the effective tax rate if recognized.
 
It is possible that the amount of unrecognized tax benefits will
 
change in the next 12 months, which may result in a
material impact on our condensed consolidated statements of income.
All tax returns audited by the IRS are officially closed through 2019.
 
The tax years subject to examination by the
IRS include years 2020 and forward.
 
In addition, limited positions reported in the 2017 tax year are subject
 
to IRS
examination.
The total amounts of interest and penalties are classified as a component
 
of the provision for income taxes.
 
The
amount of tax interest expense was $
3
 
million for the nine months ended September 30, 2023 and $
1
 
million for the
nine months ended September 24, 2022.
 
The total amount of accrued interest is included in “other
 
liabilities,” and
was $
15
 
million as of September 30, 2023 and $
12
 
million as of December 31, 2022.
 
The amount of penalties
accrued for during the periods presented were not material to our condensed
 
consolidated financial statements.
v3.23.3
Plan of Restructuring and Integration Costs
 9 Months Ended
Sep. 30, 2023
Plan of Restructuring and Integration Costs [Abstract]  
Plan of Restructuring and Integration Costs
Note 10 – Plan of Restructuring
On August 1, 2022, we committed to a restructuring plan focused on
 
funding the priorities of the strategic plan and
streamlining operations and other initiatives to increase efficiency.
 
We revised our previous expectations of
completion and now expect this initiative to extend through 2024.
 
We are currently unable in good faith to make a
determination of an estimate of the amount or range of amounts expected to
 
be incurred in connection with these
activities, both with respect to each major type of cost associated
 
therewith and with respect to the total cost, or an
estimate of the amount or range of amounts that will result in future
 
cash expenditures.
During the three months ended September 30, 2023 and September 24, 2022,
 
we recorded restructuring costs of
$
11
 
million and $
9
 
million, respectively.
 
During the nine months ended September 30, 2023 and September
 
24,
2022, we recorded restructuring costs of $
59
 
million and $
9
 
million, respectively.
 
The restructuring costs for these
periods primarily related to severance and employee-related costs,
 
accelerated amortization of right-of-use lease
assets and fixed assets, and other lease exit costs.
 
Included in restructuring costs for the nine months ended
September 30, 2023 were immaterial amounts related to the disposal
 
of an unprofitable U.S. business initiated
during 2022 and completed during the first quarter of 2023.
On August 26, 2022, we acquired Midway Dental Supply.
 
In connection with this acquisition, during the three
months ended September 24, 2022, we recorded integration costs
 
of $
1
 
million related to one-time employee and
other costs, as well as restructuring charges of $
2
 
million, which are included in the $
9
 
million of restructuring
charges discussed above.
Restructuring and integration costs recorded for the three and nine
 
months ended September 30, 2023 and
September 24, 2022, consisted of the following:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended September 30, 2023
Health-Care Distribution
Technology
 
and
Value-Added
Services
Restructuring
Costs
Integration
Costs
Restructuring
Costs
Total
Severance and employee-related costs
$
6
$
-
$
-
$
6
Accelerated depreciation and amortization
3
-
1
4
Exit and other related costs
1
-
-
1
Total restructuring
 
and integration costs
$
10
$
-
$
1
$
11
Three Months Ended September 24, 2022
Health-Care Distribution
Technology
 
and
Value-Added
Services
Restructuring
Costs
Integration
Costs
Restructuring
Costs
Total
Severance and employee-related costs
$
6
$
-
$
-
$
6
Accelerated depreciation and amortization
2
-
-
2
Exit and other related costs
1
-
-
1
Integration employee-related and other costs
-
1
-
1
Total restructuring
 
and integration costs
$
9
$
1
$
-
$
10
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Nine Months Ended September 30, 2023
Health-Care Distribution
Technology
 
and
Value-Added
Services
Restructuring
Costs
Integration
Costs
Restructuring
Costs
Total
Severance and employee-related costs
$
36
$
-
$
4
$
40
Accelerated depreciation and amortization
12
-
2
14
Exit and other related costs
3
-
1
4
Loss on disposal of a business
1
-
-
1
Total restructuring
 
and integration costs
$
52
$
-
$
7
$
59
Nine Months Ended September 24, 2022
Health-Care Distribution
Technology
 
and
Value-Added
Services
Restructuring
Costs
Integration
Costs
Restructuring
Costs
Total
Severance and employee-related costs
$
6
$
-
$
-
$
6
Accelerated depreciation and amortization
2
-
-
2
Exit and other related costs
1
-
-
1
Integration employee-related and other costs
-
1
-
1
Total restructuring
 
and integration costs
$
9
$
1
$
-
$
10
The following table summarizes,
 
by reportable segment, the activity related to the liabilities associated
 
with our
restructuring initiatives
 
for the period ended September 30, 2023.
 
The remaining accrued balance of restructuring
costs as of September 30, 2023, which primarily relates to severance and
 
employee-related costs, is included in
accrued expenses: other within our condensed consolidated balance sheet.
 
Liabilities related to exited leased
facilities are recorded within our current and non-current operating lease
 
liabilities within our condensed
consolidated balance sheet.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Technology
 
and
Health Care
Value-Added
Distribution
Services
Total
Balance, December 31, 2022
$
21
$
3
$
24
Restructuring and integration costs
52
7
59
Non-cash asset impairment and accelerated
depreciation and amortization of right-of-use lease
assets and other long-lived assets
(12)
(2)
(14)
Non-cash impairment on disposal of a business
1
-
1
Cash payments and other adjustments
(37)
(6)
(43)
Balance, September 30, 2023
$
25
$
2
$
27
v3.23.3
Legal Proceedings
 9 Months Ended
Sep. 30, 2023
Legal Proceedings [Abstract]  
Legal Proceedings
Note 11 – Legal Proceedings
Henry Schein, Inc. has been named as a defendant in multiple opioid
 
related lawsuits (currently less than one-
hundred and seventy-five (
175
); one or more of Henry Schein, Inc.’s subsidiaries is also named as a defendant in a
number of those cases).
 
Generally, the lawsuits allege that the manufacturers of prescription opioid drugs engaged
in a false advertising campaign to expand the market for such drugs and
 
their own market share and that the entities
in the supply chain (including Henry Schein, Inc. and its subsidiaries) reaped
 
financial rewards by refusing or
otherwise failing to monitor appropriately and restrict the improper distribution
 
of those drugs.
 
These actions
consist of some that have been consolidated within the MultiDistrict Litigation
 
(“MDL”) proceeding In Re National
Prescription Opiate Litigation (MDL No. 2804; Case No. 17-md-2804)
 
and are currently stayed, and others which
remain pending in state courts and are proceeding independently and outside
 
of the MDL.
 
At this time, the
following cases are set for trial: the action filed by Mobile County Board
 
of Health, et al. in Alabama state court,
which has been set for a jury trial on August 12, 2024; and the action filed
 
by Florida Health Sciences Center, Inc.
(and
26
other hospitals located throughout the State of Florida) in Florida state
 
court, which is currently scheduled
for a jury trial in September 2025.
 
Of Henry Schein’s 2022 net sales of approximately $
12.6
 
billion from
continuing operations, sales of opioids represented less than two-tenths of 1 percent.
 
Opioids represent a negligible
part of our business.
 
We intend to defend ourselves vigorously against these actions.
In August 2022, Henry Schein received a Grand Jury Subpoena from the United
 
States Attorney’s Office for the
Western District of Virginia,
 
seeking documents in connection with an investigation of possible violations
 
of the
Federal Food, Drug & Cosmetic Act by Butler Animal Health Supply, LLC (“Butler”), a former subsidiary of
Henry Schein.
 
The investigation relates to the sale of veterinary prescription drugs
 
to certain customers.
 
In
October 2022, Henry Schein received a second Grand Jury Subpoena
 
from the United States Attorney’s Office for
the Western District of Virginia.
 
The October Subpoena seeks documents relating to payments Henry
 
Schein
received from Butler or Covetrus, Inc. (“Covetrus”).
 
Butler was spun off into a separate company and became a
subsidiary of Covetrus in 2019 and is no longer owned by Henry Schein.
 
We are cooperating with the
investigation.
From time to time, we may become a party to other legal proceedings,
 
including, without limitation, product
liability claims, employment matters, commercial disputes, governmental
 
inquiries and investigations (which may
in some cases involve our entering into settlement arrangements or consent
 
decrees), and other matters arising out
of the ordinary course of our business.
 
While the results of any legal proceeding cannot be predicted with certainty,
in our opinion none of these other pending matters are currently
 
anticipated to have a material adverse effect on our
consolidated financial position, liquidity or results of operations.
As of September 30, 2023, we had accrued our best estimate of potential losses
 
relating to claims that were
probable to result in liability and for which we were able to reasonably estimate
 
a loss.
 
This accrued amount, as
well as related expenses, was not material to our financial position,
 
results of operations or cash flows.
 
Our method
for determining estimated losses considers currently available facts,
 
presently enacted laws and regulations and
other factors, including probable recoveries from third parties.
v3.23.3
Stock-Based Compensation
 9 Months Ended
Sep. 30, 2023
Stock-Based Compensation [Abstract]  
Stock-Based Compensation
Note 12 – Stock-Based Compensation
 
Stock-based awards are provided to certain employees under the terms of
 
our 2020 Stock Incentive Plan and to
non-employee directors under the terms of our 2023 Non-Employee Director
 
Stock Incentive Plan (formerly known
as the 2015 Non-Employee Director Stock Incentive Plan) (together, the “Plans”).
 
The Plans are administered by
the Compensation Committee of the Board of Directors (the “Compensation
 
Committee”).
 
Historically, equity-
based awards to our employees have been granted solely in the form
 
of time-based and performance-based
restricted stock units (“RSUs”) with the exception of our 2021 plan year
 
in which non-qualified stock options
 
were
issued in place of performance-based RSUs.
 
In 2022, we granted time-based and performance-based RSUs,
 
as well
as non-qualified stock options.
 
For our 2023 plan year,
 
we returned to granting our employees equity-based awards
solely in the form of time-based and performance-based RSUs.
 
Our non-employee directors receive equity-based
awards solely in the form of time-based RSUs.
RSUs are stock-based awards granted to recipients with specified vesting provisions.
 
In the case of RSUs, common
stock is delivered on or following satisfaction of vesting conditions.
 
We issue RSUs to employees that primarily
vest (i) solely based on the recipient’s continued service over time, primarily with
four
-year cliff vesting and/or (ii)
based on achieving specified performance measurements and the recipient’s continued service over time, primarily
with
three
-year cliff vesting.
 
RSUs granted to our non-employee directors primarily are granted
 
with
12
-month
cliff vesting.
 
For these RSUs, we recognize the cost as compensation expense on
 
a straight-line basis.
With respect to time-based RSUs, we estimate the fair value based on our closing stock price on the date of
grant.
 
With respect to performance-based RSUs, the number of shares that ultimately vest and are
 
received by the
recipient is based upon our performance as measured against specified
 
targets over a specified period, as
determined by the Compensation Committee.
 
Although there is no guarantee that performance targets will be
achieved, we estimate the fair value of performance-based RSUs based on
 
our closing stock price at time of grant.
Each of the Plans provide for certain adjustments to the performance
 
measurement in connection with awards under
the Plans.
 
With respect to the performance-based RSUs granted under our 2020 Stock Incentive Plan, such
performance measurement adjustments relate to significant events, including,
 
without limitation, acquisitions,
divestitures, new business ventures, certain capital transactions (including share
 
repurchases), differences in
budgeted average outstanding shares (other than those resulting from capital
 
transactions referred to above),
restructuring costs, if any, certain litigation settlements or payments, if any, changes in accounting principles or in
applicable laws or regulations, changes in income tax rates in certain
 
markets, foreign exchange fluctuations, the
financial impact either positive or negative, of the difference in projected earnings
 
generated by COVID-19 test kits
(solely with respect to performance-based RSUs granted in the 2022 and
 
2023 plan years) and impairment charges
(solely with respect to performance-based RSUs granted in the 2023 plan
 
year), and unforeseen events or
circumstances affecting us.
Over the performance period, the number of shares of common stock that will
 
ultimately vest and be issued and the
related compensation expense is adjusted upward or downward based upon
 
our estimation of achieving such
performance targets.
 
The ultimate number of shares delivered to recipients and
 
the related compensation cost
recognized as an expense will be based on our actual performance metrics
 
as defined under the Plans.
Stock options are awards that allow the recipient to purchase shares of our
 
common stock at a fixed price following
vesting of the stock options.
 
Stock options were granted at an exercise price equal to our closing stock
 
price on the
date of grant.
 
Stock options issued in 2021 and 2022 vest one-third per year based
 
on the recipient’s continued
service, subject to the terms and conditions of the 2020 Stock Incentive Plan,
 
are fully vested
three years
 
from the
grant date and have a contractual term of
ten years
 
from the grant date, subject to earlier termination of the term
upon certain events.
 
Compensation expense for these stock options is recognized
 
using a graded vesting method.
 
We estimated the fair value of stock options using the Black-Scholes valuation model.
 
During the nine months
ended September 30, 2023 we did
no
t grant any stock options.
 
Our accompanying condensed consolidated statements of income reflect
 
pre-tax share-based compensation expense
of $
14
 
million ($
11
 
million after-tax) and $
38
 
million ($
30
 
million after-tax) for the three and nine months ended
September 30, 2023, respectively.
 
For the three and nine months ended September 24, 2022, we
 
recorded pre-tax
share-based compensation expense of $
17
 
million ($
13
 
million after-tax) and $
44
 
million ($
34
 
million after-tax),
respectively.
Total unrecognized compensation cost related to unvested awards as of September 30, 2023 was $
83
 
million, which
is expected to be recognized over a weighted-average period of approximately
2.5
 
years.
Our accompanying condensed consolidated statements of cash flows present
 
our stock-based compensation expense
as an adjustment to reconcile net income to net cash provided by operating
 
activities for all periods presented.
 
In
the accompanying condensed consolidated statements of cash flows, there were
 
no benefits associated with tax
deductions in excess of recognized compensation as a cash inflow from
 
financing activities for the nine months
ended September 30, 2023 and September 24, 2022, respectively.
 
 
 
 
 
 
 
 
We have not declared cash dividends on our stock in the past and we do not anticipate declaring cash dividends in
the foreseeable future.
 
The expected stock price volatility is based on implied volatilities
 
from traded options on
our stock, historical volatility of our stock, and other factors.
 
The risk-free interest rate is based on the U.S.
Treasury yield curve in effect at the time of grant in conjunction with considering the expected life of options.
 
The
six
-year expected life of the options was determined using the simplified
 
method for estimating the expected term
as permitted under SAB Topic 14.
 
Estimates of fair value are not intended to predict actual future events or
 
the
value ultimately realized by recipients of stock options, and subsequent
 
events are not indicative of the
reasonableness of the original estimates of fair value made by us.
The following table summarizes the stock option activity during the nine
 
months ended September 30, 2023:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Stock Options
Weighted Average
Weighted Average
Aggregate
Exercise
Remaining Contractual
 
Intrinsic
Shares
Price
Life (in years)
 
Value
Outstanding at beginning of period
1,117,574
$
71.38
Exercised
(21,204)
62.74
Forfeited
(10,399)
78.32
Outstanding at end of period
1,085,971
$
71.48
7.8
$
8
Options exercisable at end of period
573,620
$
68.39
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Weighted Average
Weighted Average
Aggregate
Number of
Exercise
Remaining Contractual
Intrinsic
Options
Price
Life (in years)
Value
Vested
 
or expected to vest
508,728
$
75.04
8.0
$
3
The following tables summarize the activity of our unvested RSUs for
 
the nine months ended September 30, 2023:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Time-Based Restricted Stock Units
Performance-Based Restricted Stock Units
Weighted Average
Weighted Average
Grant Date Fair
Intrinsic Value
Grant Date Fair
Intrinsic Value
Shares/Units
Value Per Share
Per Share
Shares/Units
Value Per Share
Per Share
Outstanding at beginning of period
1,756,044
$
66.59
520,916
$
60.23
Granted
417,873
77.61
382,387
80.65
Vested
(429,425)
61.91
(631,458)
60.65
Forfeited
(75,227)
71.59
(55,510)
76.82
Outstanding at end of period
1,669,265
$
70.38
$
74.25
216,335
$
69.54
$
74.25
v3.23.3
Redeemable Noncontrolling Interests
 9 Months Ended
Sep. 30, 2023
Redeemable Noncontrolling Interests [Abstract]  
Redeemable Noncontrolling Interests
Note 13 – Redeemable Noncontrolling Interests
Some minority stockholders in certain of our subsidiaries have the right,
 
at certain times, to require us to acquire
their ownership interest in those entities at fair value.
 
ASC 480-10 is applicable for noncontrolling interests where
we are or may be required to purchase all or a portion of the outstanding
 
interest in a consolidated subsidiary from
the noncontrolling interest holder under the terms of a put option
 
contained in contractual agreements.
 
The
components of the change in the redeemable noncontrolling interests for
 
the nine months ended September 30,
2023 and the year ended December 31, 2022 are presented in
 
the following table:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
September 30,
December 31,
2023
2022
Balance, beginning of period
$
576
$
613
Decrease in redeemable noncontrolling interests due to acquisitions of
noncontrolling interests in subsidiaries
(19)
(31)
Increase in redeemable noncontrolling interests due to business
acquisitions
281
4
Net income attributable to redeemable noncontrolling interests
11
21
Dividends declared
(13)
(21)
Effect of foreign currency translation loss attributable to
redeemable noncontrolling interests
(1)
(6)
Change in fair value of redeemable securities
(14)
(4)
Balance, end of period
$
821
$
576
v3.23.3
Comprehensive Income
 9 Months Ended
Sep. 30, 2023
Comprehensive Income [Abstract]  
Comprehensive Income
 
Note 14 – Comprehensive Income
Comprehensive income includes certain gains and losses that, under U.S.
 
GAAP,
 
are excluded from net income as
such amounts are recorded directly as an adjustment to stockholders’
 
equity.
 
The following table summarizes our Accumulated other comprehensive loss, net of
 
applicable taxes as of:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
September 30,
December 31,
2023
2022
Attributable to redeemable noncontrolling interests:
Foreign currency translation adjustment
$
(38)
$
(37)
Attributable to noncontrolling interests:
Foreign currency translation adjustment
$
(1)
$
(1)
Attributable to Henry Schein, Inc.:
Foreign currency translation adjustment
$
(252)
$
(236)
Unrealized gain from foreign currency hedging activities
7
5
Pension adjustment loss
(2)
(2)
Accumulated other comprehensive loss
$
(247)
$
(233)
Total Accumulated
 
other comprehensive loss
$
(286)
$
(271)
The following table summarizes the components of comprehensive income, net
 
of applicable taxes as follows:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended
Nine Months Ended
September 30,
September 24,
September 30,
September 24,
2023
2022
2023
2022
Net income
$
143
$
162
$
419
$
515
Foreign currency translation loss
(45)
(89)
(17)
(176)
Tax effect
-
-
-
-
Foreign currency translation loss
(45)
(89)
(17)
(176)
Unrealized gain from foreign currency hedging
 
activities
9
15
3
27
Tax effect
(3)
(4)
(1)
(7)
Unrealized gain from foreign currency hedging
 
activities
6
11
2
20
Pension adjustment gain
-
2
-
2
Tax effect
-
(1)
-
(1)
Pension adjustment gain
-
1
-
1
Comprehensive income
$
104
$
85
$
404
$
360
Our financial statements are denominated in the U.S. Dollar currency.
 
Fluctuations in the value of foreign
currencies as compared to the U.S. Dollar may have a significant impact
 
on our comprehensive income.
 
The
foreign currency translation loss during the nine months ended September
 
30, 2023 and nine months ended
September 24, 2022 was primarily due to changes in foreign currency
 
exchange rates of the Australian Dollar,
Brazilian Real, British Pound, Canadian Dollar, Chinese Yuan, and Euro.
The following table summarizes our total comprehensive income, net of
 
applicable taxes as follows:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended
Nine Months Ended
September 30,
September 24,
September 30,
September 24,
2023
2022
2023
2022
Comprehensive income attributable to
Henry Schein, Inc.
$
100
$
79
$
384
$
350
Comprehensive income attributable to
noncontrolling interests
4
2
10
4
Comprehensive income attributable to
redeemable noncontrolling interests
-
4
10
6
Comprehensive income
$
104
$
85
$
404
$
360
v3.23.3
Earnings Per Share
 9 Months Ended
Sep. 30, 2023
Earnings Per Share [Abstract]  
Earnings Per Share
Note 15
 
–
Earnings Per Share
Basic earnings per share is computed by dividing net income attributable
 
to Henry Schein, Inc. by the weighted-
average number of common shares outstanding for the period.
 
Our diluted earnings per share is computed similarly
to basic earnings per share, except that it reflects the effect of common shares issuable
 
for presently unvested RSUs
and upon exercise of stock options using the treasury stock method
 
in periods in which they have a dilutive effect.
A reconciliation of shares used in calculating earnings per basic and
 
diluted share follows:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended
Nine Months Ended
September 30,
September 24,
September 30,
September 24,
2023
2022
2023
2022
Basic
130,388,353
135,608,678
130,888,717
136,731,413
Effect of dilutive securities:
Stock options and restricted stock units
1,053,782
1,475,371
1,260,455
1,756,841
Diluted
131,442,135
137,084,049
132,149,172
138,488,254
The number of antidilutive securities that were excluded from the calculation
 
of diluted weighted average common
shares outstanding are as follows:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended
Nine Months Ended
September 30,
September 24,
September 30,
September 24,
2023
2022
2023
2022
Stock options
424,005
482,497
426,237
310,565
Restricted stock units
7,362
445,994
15,072
261,718
Total anti-dilutive
 
securities excluded from earnings per
share computation
431,367
928,491
441,309
572,283
v3.23.3
Supplemental Cash Flow Information
 9 Months Ended
Sep. 30, 2023
Supplemental Cash Flow information [Abstract]  
Supplemental Cash Flow Information
Note 16 – Supplemental Cash Flow Information
 
Cash paid for interest and income taxes was:
 
 
 
 
 
 
 
 
 
Nine Months Ended
September 30,
September 24,
2023
2022
Interest
$
52
$
29
Income taxes
178
235
During the nine months ended September 30, 2023 and September 24, 2022,
 
we had $
3
 
million and $
27
 
million of
non-cash net unrealized gains related to foreign currency hedging activities,
 
respectively.
additional information related to our total return swap and our interest rate
 
swap
agreements.
v3.23.3
Related Party Transactions
 9 Months Ended
Sep. 30, 2023
Related Party Transactions [Abstract]  
Related Party Transactions
Note 17 – Related Party Transactions
In connection with the formation of Henry Schein One, LLC, our joint venture
 
with Internet Brands, which was
formed on July 1, 2018, we entered into a
ten-year
 
royalty agreement with Internet Brands whereby we will pay
Internet Brands approximately $
31
 
million annually for the use of their intellectual property.
 
During the three and
nine months ended September 30, 2023, we recorded $
8
 
million and $
23
 
million, respectively, in connection with
costs related to this royalty agreement.
 
During the three and nine months ended September 24, 2022, we recorded
$
8
 
million and $
23
 
million, respectively, in connection with costs related to this royalty agreement.
 
As of
September 30, 2023 and December 31, 2022, Henry Schein One, LLC had
 
a net payable balance due to Internet
Brands of $
10
 
million and $
9
 
million, respectively, comprised of amounts related to results of operations and the
royalty agreement.
 
The components of this payable are recorded within accrued expenses:
 
other, within our
condensed consolidated balance sheets.
During our normal course of business, we have interests in entities that we account for under the equity accounting
method.
 
During the three and nine months ended September 30, 2023, we
 
recorded net sales of $
10
 
million and
$
33
 
million, respectively, to such entities.
 
During the three and nine months ended September 24, 2022, we
recorded net sales of $
13
 
million and $
35
 
million, respectively, to such entities.
 
During the three and nine months
ended September 30, 2023, we purchased $
1
 
million and $
7
 
million, respectively, from such entities.
 
During the
three and nine months ended September 24, 2022, we purchased $
1
 
million and $
9
 
million, respectively, from such
entities.
 
At September 30, 2023 and December 31, 2022, we had an aggregate
 
of $
33
 
million and $
36
 
million,
respectively, due from our equity affiliates, and $
5
 
million and $
6
 
million, respectively, due to our equity affiliates.
Certain of our facilities related to our acquisitions are leased from employees
 
and minority shareholders.
 
These
leases are classified as operating leases and have a remaining lease term
 
ranging from less than
one year
 
to
14
years.
 
As of September 30, 2023, current and non-current liabilities associated with
 
related party operating leases
were $
5
 
million and $
24
 
million, respectively.
 
Related party leases represented
6.9
% and
7.6
% of the total current
and non-current operating lease liabilities.
v3.23.3
Subsequent Event
 9 Months Ended
Sep. 30, 2023
Subsequent Event [Abstract]  
Subsequent Event
Note 18 – Subsequent Event
 
 
On October 14, 2023, we became aware of a cybersecurity incident
 
that primarily affected the operations of our
North American and European dental and medical distribution businesses.
 
Henry Schein One, our practice
management software, revenue cycle management and patient relationship
 
management solutions business was not
affected, and our manufacturing businesses and our equipment sales and
 
service operations were mostly unaffected.
Once we became aware of the issue, we took steps to assess, contain and
 
remediate this incident.
 
Our distribution
operations resumed and we reactivated our ecommerce platform.
 
We also notified law enforcement and our
customers and suppliers informing them of both the incident and
 
management’s efforts to mitigate its impact on our
daily operations.
 
As previously disclosed, while our forensic investigation is still
 
ongoing, we have determined that
a data breach occurred.
 
We are notifying potentially affected parties as appropriate.
On November 22, 2023, we experienced a disruption to our ecommerce
 
platform and related applications. The
Company has restored its ecommerce platform and certain other
 
applications in the United States, Canada and
certain European countries.
 
Our ecommerce platform in the remaining European countries and other applications
are expected to follow shortly.
We continue to review the impact of the incident on our business.
 
As previously disclosed, we believe the incident
will adversely impact our financial results for the fourth quarter and
 
full year 2023.
 
We maintain cyber insurance, subject to certain retentions and policy limitations.
 
There can be no assurance that
the insurance coverage we maintain is sufficient to cover costs and expenses related
 
to this cybersecurity incident.
v3.23.3
Basis of Presentation (Policy)
 9 Months Ended
Sep. 30, 2023
Basis of Presentation [Abstract]  
Principles of Consolidation
Our condensed consolidated financial statements include the accounts of Henry
 
Schein, Inc. and all of our
controlled subsidiaries (“we”, “us” or “our”).
 
All intercompany accounts and transactions are eliminated
 
in
consolidation.
 
Investments in unconsolidated affiliates in which we have the ability to
 
influence the operating or
financial decisions are accounted for under the equity method.
 
Certain prior period amounts have been reclassified
to conform to the current period presentation.
 
These reclassifications, individually and in the aggregate, did
 
not
have a material impact on our condensed consolidated financial condition,
 
results of operations or cash flows.
Use of Estimates
The preparation of financial statements in conformity with accounting principles
 
generally accepted in the United
States requires us to make estimates and assumptions that affect the reported amounts of
 
assets and liabilities and
disclosure of contingent assets and liabilities at the date of the financial
 
statements and the reported amounts of
revenues and expenses during the reporting period.
 
Actual results could differ from those estimates.
 
The results of
operations for the three and nine months ended September 30, 2023
 
are not necessarily indicative of the results to
be expected for any other interim period or for the year ending December 30, 2023.
Consolidated Variable Interest Entity
We consolidate the results of operations and financial position of a trade accounts receivable securitization which
we consider a Variable Interest Entity (“VIE”) because we are the primary beneficiary, and we have the power to
direct activities that most significantly affect the economic performance and have
 
the obligation to absorb the
majority of the losses or benefits.
 
For this VIE, the trade accounts receivable transferred to the VIE
 
are pledged as
collateral to the related debt.
 
The creditors have recourse to us for losses on these trade accounts
 
receivable.
 
At
September 30, 2023 and December 31, 2022, certain trade accounts receivable
 
that can only be used to settle
obligations of this VIE were $
0
 
million and $
327
 
million, respectively, and the liabilities of this VIE where the
creditors have recourse to us were $
0
 
million and $
255
 
million, respectively.
v3.23.3
Critical Accounting Policies, Accounting Standard Adopted, and Recently Issued Accounting Standards (Policy)
 9 Months Ended
Sep. 30, 2023
Critical Accounting Policies, Accounting Standard Adopted, and Recently Issued Accounting Standards [Abstract]  
Accounting Standard Adopted and Recently Issued Accounting Standards
Accounting Standard Adopted
During the quarter ended September 30, 2023, we adopted Accounting
 
Standards Codification (“ASC”) Topic 848,
Reference Rate Reform (Topic 848).
 
The adoption of Topic 848 did not have a material impact on our condensed
consolidated financial statements.
Recently Issued Accounting Standards
In September 2022, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update
(“ASU”) No. 2022-04, “Liabilities – Supplier Finance Programs (Subtopic
 
405-50): Disclosure of Supplier Finance
Program Obligations,” which will increase transparency of supplier finance
 
programs by requiring entities that use
such programs in connection with the purchase of goods and services to disclose
 
certain qualitative and quantitative
information about such programs.
 
ASU 2022-04 is effective for fiscal years beginning after December 15, 2022,
including interim periods within those fiscal years, except for amended
 
roll forward information, which is effective
for fiscal years beginning after December 15, 2023.
 
We do not expect that the requirements of this guidance will
have a material impact on our condensed consolidated financial statements.
v3.23.3
Net Sales from Contracts with Customers (Tables)
 9 Months Ended
Sep. 30, 2023
Net Sales from Contracts with Customers [Abstract]  
Disaggregation of Revenue
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended
Nine Months Ended
September 30, 2023
September 30, 2023
North
America
International
Global
North
America
International
Global
Net sales:
Health care distribution
Dental
$
1,134
$
748
$
1,882
$
3,447
$
2,290
$
5,737
Medical
1,044
26
1,070
2,920
71
2,991
Total health care distribution
2,178
774
2,952
6,367
2,361
8,728
Technology
 
and value-added services
185
25
210
519
75
594
Total net sales
$
2,363
$
799
$
3,162
$
6,886
$
2,436
$
9,322
Three Months Ended
Nine Months Ended
September 24, 2022
September 24, 2022
North
America
International
Global
North
America
International
Global
Net sales:
Health care distribution
Dental
$
1,131
$
654
$
1,785
$
3,360
$
2,106
$
5,466
Medical
1,088
18
1,106
3,215
59
3,274
Total health care distribution
2,219
672
2,891
6,575
2,165
8,740
Technology
 
and value-added services
155
21
176
469
67
536
Total net sales
$
2,374
$
693
$
3,067
$
7,044
$
2,232
$
9,276
v3.23.3
Segment Data (Tables)
 9 Months Ended
Sep. 30, 2023
Segment Data [Abstract]  
Business segment information
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended
Nine Months Ended
September 30,
September 24,
September 30,
September 24,
2023
2022
2023
2022
Net Sales:
Health care distribution
(1)
Dental
$
1,882
$
1,785
$
5,737
$
5,466
Medical
1,070
1,106
2,991
3,274
Total health care distribution
2,952
2,891
8,728
8,740
Technology
 
and value-added services
(2)
210
176
594
536
Total
$
3,162
$
3,067
$
9,322
$
9,276
Consists of consumable products, small equipment, laboratory products, large equipment, equipment repair services, branded and
generic pharmaceuticals, vaccines, surgical products, dental specialty products (including implant, orthodontic and endodontic
products), diagnostic tests, infection-control products, PPE products and vitamins.
(2)
Consists of practice management software and other value-added products, which are distributed primarily to health care providers,
practice consultancy, education, revenue cycle management and financial services on a non-recourse basis, e-services, continuing
education services for practitioners, consulting and other services.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended
Nine Months Ended
September 30,
September 24,
September 30,
September 24,
2023
2022
2023
2022
Operating Income:
Health care distribution
$
160
$
179
$
471
$
579
Technology
 
and value-added services
40
32
105
96
Total
$
200
$
211
$
576
$
675
v3.23.3
Business Acquisitions (Tables)
 9 Months Ended
Sep. 30, 2023
S.I.N [Member]  
Business Acquisition [Line Items]  
Summary of Estimated Fair Value of Consideration Paid and Net Assets Acquired
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2023
Acquisition consideration:
Cash
$
326
Total consideration
$
326
Identifiable assets acquired and liabilities assumed:
Current assets
$
75
Intangible assets
155
Other noncurrent assets
33
Current liabilities
(33)
Long-term debt
(22)
Deferred income taxes
(55)
Other noncurrent liabilities
(27)
Total identifiable
 
net assets
126
Goodwill
200
Total net assets acquired
$
326
Summary of Identifiable Intangible Assets Acquired and Estimated Useful Lives
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2023
Estimated Useful Lives (in years)
Customer relationships and lists
$
78
10
Trademarks/ Tradenames
9
5
Non-compete agreements
1
5
Product development
38
7
Other
29
5
Total
$
155
Biotech Dental [Member]  
Business Acquisition [Line Items]  
Summary of Estimated Fair Value of Consideration Paid and Net Assets Acquired
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2023
Acquisition consideration:
Cash
$
216
Fair value of contributed equity share in a controlled subsidiary
25
Redeemable noncontrolling interests
182
Total consideration
$
423
Identifiable assets acquired and liabilities assumed:
Current assets
$
80
Intangible assets
119
Other noncurrent assets
76
Current liabilities
(51)
Long-term debt
(84)
Deferred income taxes
(38)
Other noncurrent liabilities
(22)
Total identifiable
 
net assets
80
Goodwill
343
Total net assets acquired
$
423
Summary of Identifiable Intangible Assets Acquired and Estimated Useful Lives
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2023
Estimated Useful Lives (in years)
Customer relationships and lists
$
60
10
Trademarks/ Tradenames
14
5
Non-compete agreements
1
5
Other
44
5
Total
$
119
Series Of Individually Immaterial Business Acquisitions [Member]  
Business Acquisition [Line Items]  
Summary of Estimated Fair Value of Consideration Paid and Net Assets Acquired
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2023
Acquisition consideration:
Cash
$
167
Deferred consideration
4
Estimated fair value of contingent consideration payable
6
Fair value of previously held equity method investment
29
Redeemable noncontrolling interests
77
Total consideration
$
283
Identifiable assets acquired and liabilities assumed:
Current assets
$
32
Intangible assets
117
Other noncurrent assets
18
Current liabilities
(23)
Deferred income taxes
(13)
Long-term debt
(8)
Other noncurrent liabilities
(10)
Total identifiable
 
net assets
113
Goodwill
170
Total net assets acquired
$
283
Summary of Identifiable Intangible Assets Acquired and Estimated Useful Lives
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2023
Estimated Useful Lives (in years)
Customer relationships and lists
$
76
2
-
12
Trademarks/ Tradenames
9
5
-
10
Non-compete agreements
2
5
Product development
7
7
Patents
1
10
Other
22
5
Total
$
117
v3.23.3
Fair Value Measurements (Tables)
 9 Months Ended
Sep. 30, 2023
Fair Value Measurements [Abstract]  
Assets and Liabilities Measured and Recognized on a Recurring Basis
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
September 30, 2023
Level 1
Level 2
Level 3
Total
Assets:
Derivative contracts designated as hedges
$
-
$
30
$
-
$
30
Derivative contracts undesignated
-
1
-
1
Total assets
$
-
$
31
$
-
$
31
Liabilities:
Derivative contracts designated as hedges
$
-
$
2
$
-
$
2
Derivative contracts undesignated
-
1
-
1
Total return
 
swaps
-
4
-
4
Total liabilities
$
-
$
7
$
-
$
7
Redeemable noncontrolling interests
$
-
$
-
$
821
$
821
December 31, 2022
Level 1
Level 2
Level 3
Total
Assets:
Derivative contracts designated as hedges
$
-
$
23
$
-
$
23
Derivative contracts undesignated
-
4
-
4
Total assets
$
-
$
27
$
-
$
27
Liabilities:
Derivative contracts designated as hedges
$
-
$
1
$
-
$
1
Derivative contracts undesignated
-
3
-
3
Total return
 
swaps
-
3
-
3
Total liabilities
$
-
$
7
$
-
$
7
Redeemable noncontrolling interests
$
-
$
-
$
576
$
576
v3.23.3
Debt (Tables)
 9 Months Ended
Sep. 30, 2023
Debt [Abstract]  
Schedule of Bank Credit Lines
 
 
 
 
 
 
 
 
 
 
 
 
 
 
September 30,
December 31,
2023
2022
Revolving credit agreement
$
-
$
-
Other short-term bank credit lines
12
103
Total
$
12
$
103
Schedule of Long-Term Debt
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
September 30,
December 31,
2023
2022
Private placement facilities
$
1,074
$
699
U.S. trade accounts receivable securitization
-
330
Term loan
745
-
Various
 
collateralized and uncollateralized loans payable with interest,
in varying installments through 2023 at interest rates
ranging from
0.00
% to
9.42
% at September 30, 2023 and
ranging from
0.00
% to
3.50
% at December 31, 2022
58
7
Finance lease obligations
10
10
Total
1,887
1,046
Less current maturities
(72)
(6)
Total long-term debt
$
1,815
$
1,040
Schedule of Private Placement Facility Borrowings
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Amount of
Borrowing
Borrowing
 
Date of Borrowing
Outstanding
Rate
Due Date
January 20, 2012
$
50
3.45
%
January 20, 2024
December 24, 2012
50
3.00
December 24, 2024
June 16, 2017
100
3.42
June 16, 2027
September 15, 2017
100
3.52
September 15, 2029
January 2, 2018
100
3.32
January 2, 2028
September 2, 2020
100
2.35
September 2, 2030
June 2, 2021
100
2.48
June 2, 2031
June 2, 2021
100
2.58
June 2, 2033
May 4, 2023
75
4.79
May 4, 2028
May 4, 2023
75
4.84
May 4, 2030
May 4, 2023
75
4.96
May 4, 2033
May 4, 2023
150
4.94
May 4, 2033
Less: Deferred debt issuance costs
(1)
Total
$
1,074
v3.23.3
Plan of Restructuring and Integration Costs (Tables)
 9 Months Ended
Sep. 30, 2023
Plan of Restructuring and Integration Costs [Abstract]  
Schedule of Restructuring Costs and Integration Costs
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended September 30, 2023
Health-Care Distribution
Technology
 
and
Value-Added
Services
Restructuring
Costs
Integration
Costs
Restructuring
Costs
Total
Severance and employee-related costs
$
6
$
-
$
-
$
6
Accelerated depreciation and amortization
3
-
1
4
Exit and other related costs
1
-
-
1
Total restructuring
 
and integration costs
$
10
$
-
$
1
$
11
Three Months Ended September 24, 2022
Health-Care Distribution
Technology
 
and
Value-Added
Services
Restructuring
Costs
Integration
Costs
Restructuring
Costs
Total
Severance and employee-related costs
$
6
$
-
$
-
$
6
Accelerated depreciation and amortization
2
-
-
2
Exit and other related costs
1
-
-
1
Integration employee-related and other costs
-
1
-
1
Total restructuring
 
and integration costs
$
9
$
1
$
-
$
10
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Nine Months Ended September 30, 2023
Health-Care Distribution
Technology
 
and
Value-Added
Services
Restructuring
Costs
Integration
Costs
Restructuring
Costs
Total
Severance and employee-related costs
$
36
$
-
$
4
$
40
Accelerated depreciation and amortization
12
-
2
14
Exit and other related costs
3
-
1
4
Loss on disposal of a business
1
-
-
1
Total restructuring
 
and integration costs
$
52
$
-
$
7
$
59
Nine Months Ended September 24, 2022
Health-Care Distribution
Technology
 
and
Value-Added
Services
Restructuring
Costs
Integration
Costs
Restructuring
Costs
Total
Severance and employee-related costs
$
6
$
-
$
-
$
6
Accelerated depreciation and amortization
2
-
-
2
Exit and other related costs
1
-
-
1
Integration employee-related and other costs
-
1
-
1
Total restructuring
 
and integration costs
$
9
$
1
$
-
$
10
Schedule of Restructuring Reserve by Segment
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Technology
 
and
Health Care
Value-Added
Distribution
Services
Total
Balance, December 31, 2022
$
21
$
3
$
24
Restructuring and integration costs
52
7
59
Non-cash asset impairment and accelerated
depreciation and amortization of right-of-use lease
assets and other long-lived assets
(12)
(2)
(14)
Non-cash impairment on disposal of a business
1
-
1
Cash payments and other adjustments
(37)
(6)
(43)
Balance, September 30, 2023
$
25
$
2
$
27
v3.23.3
Stock-Based Compensation (Tables)
 9 Months Ended
Sep. 30, 2023
Stock-Based Compensation [Abstract]  
Summary of Stock Option Activity Under the Plans
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Stock Options
Weighted Average
Weighted Average
Aggregate
Exercise
Remaining Contractual
 
Intrinsic
Shares
Price
Life (in years)
 
Value
Outstanding at beginning of period
1,117,574
$
71.38
Exercised
(21,204)
62.74
Forfeited
(10,399)
78.32
Outstanding at end of period
1,085,971
$
71.48
7.8
$
8
Options exercisable at end of period
573,620
$
68.39
Intrinsic Values
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Weighted Average
Weighted Average
Aggregate
Number of
Exercise
Remaining Contractual
Intrinsic
Options
Price
Life (in years)
Value
Vested
 
or expected to vest
508,728
$
75.04
8.0
$
3
Status of Unvested RSUs
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Time-Based Restricted Stock Units
Performance-Based Restricted Stock Units
Weighted Average
Weighted Average
Grant Date Fair
Intrinsic Value
Grant Date Fair
Intrinsic Value
Shares/Units
Value Per Share
Per Share
Shares/Units
Value Per Share
Per Share
Outstanding at beginning of period
1,756,044
$
66.59
520,916
$
60.23
Granted
417,873
77.61
382,387
80.65
Vested
(429,425)
61.91
(631,458)
60.65
Forfeited
(75,227)
71.59
(55,510)
76.82
Outstanding at end of period
1,669,265
$
70.38
$
74.25
216,335
$
69.54
$
74.25
v3.23.3
Redeemable Noncontrolling Interests (Tables)
 9 Months Ended
Sep. 30, 2023
Redeemable Noncontrolling Interests [Abstract]  
Components of the Change in Redeemable Noncontrolling Interests
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
September 30,
December 31,
2023
2022
Balance, beginning of period
$
576
$
613
Decrease in redeemable noncontrolling interests due to acquisitions of
noncontrolling interests in subsidiaries
(19)
(31)
Increase in redeemable noncontrolling interests due to business
acquisitions
281
4
Net income attributable to redeemable noncontrolling interests
11
21
Dividends declared
(13)
(21)
Effect of foreign currency translation loss attributable to
redeemable noncontrolling interests
(1)
(6)
Change in fair value of redeemable securities
(14)
(4)
Balance, end of period
$
821
$
576
v3.23.3
Comprehensive Income (Tables)
 9 Months Ended
Sep. 30, 2023
Comprehensive Income [Abstract]  
Accumulated Other Comprehensive Loss Net of Applicable Taxes
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
September 30,
December 31,
2023
2022
Attributable to redeemable noncontrolling interests:
Foreign currency translation adjustment
$
(38)
$
(37)
Attributable to noncontrolling interests:
Foreign currency translation adjustment
$
(1)
$
(1)
Attributable to Henry Schein, Inc.:
Foreign currency translation adjustment
$
(252)
$
(236)
Unrealized gain from foreign currency hedging activities
7
5
Pension adjustment loss
(2)
(2)
Accumulated other comprehensive loss
$
(247)
$
(233)
Total Accumulated
 
other comprehensive loss
$
(286)
$
(271)
Components of Comprehensive Income, Net of Applicable Taxes
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended
Nine Months Ended
September 30,
September 24,
September 30,
September 24,
2023
2022
2023
2022
Net income
$
143
$
162
$
419
$
515
Foreign currency translation loss
(45)
(89)
(17)
(176)
Tax effect
-
-
-
-
Foreign currency translation loss
(45)
(89)
(17)
(176)
Unrealized gain from foreign currency hedging
 
activities
9
15
3
27
Tax effect
(3)
(4)
(1)
(7)
Unrealized gain from foreign currency hedging
 
activities
6
11
2
20
Pension adjustment gain
-
2
-
2
Tax effect
-
(1)
-
(1)
Pension adjustment gain
-
1
-
1
Comprehensive income
$
104
$
85
$
404
$
360
Total Comprehensive Income, Net of Applicable Taxes
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended
Nine Months Ended
September 30,
September 24,
September 30,
September 24,
2023
2022
2023
2022
Comprehensive income attributable to
Henry Schein, Inc.
$
100
$
79
$
384
$
350
Comprehensive income attributable to
noncontrolling interests
4
2
10
4
Comprehensive income attributable to
redeemable noncontrolling interests
-
4
10
6
Comprehensive income
$
104
$
85
$
404
$
360
v3.23.3
Earnings Per Share (Tables)
 9 Months Ended
Sep. 30, 2023
Earnings Per Share [Abstract]  
Reconciliation of Shares used in Calculating Earnings per Share Basic and Diluted
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended
Nine Months Ended
September 30,
September 24,
September 30,
September 24,
2023
2022
2023
2022
Basic
130,388,353
135,608,678
130,888,717
136,731,413
Effect of dilutive securities:
Stock options and restricted stock units
1,053,782
1,475,371
1,260,455
1,756,841
Diluted
131,442,135
137,084,049
132,149,172
138,488,254
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended
Nine Months Ended
September 30,
September 24,
September 30,
September 24,
2023
2022
2023
2022
Stock options
424,005
482,497
426,237
310,565
Restricted stock units
7,362
445,994
15,072
261,718
Total anti-dilutive
 
securities excluded from earnings per
share computation
431,367
928,491
441,309
572,283
v3.23.3
Supplemental Cash Flow Information (Tables)
 9 Months Ended
Sep. 30, 2023
Supplemental Cash Flow information [Abstract]  
Cash paid for interest and income taxes
 
 
 
 
 
 
 
 
 
Nine Months Ended
September 30,
September 24,
2023
2022
Interest
$
52
$
29
Income taxes
178
235
v3.23.3
Basis of Presentation - Narrative (Details) - Variable Interest Entity, Primary Beneficiary [Member] - USD ($)
$ in Millions
Sep. 30, 2023
Dec. 31, 2022
Asset Pledged as Collateral [Member]    
Pledged assets $ 0 $ 327
Recourse [Member]    
Liabilities of VIE $ 0 $ 255
v3.23.3
Net Sales from Contracts with Customers - Narrative (Details) - USD ($)
$ in Millions
 9 Months Ended
Sep. 30, 2023
Dec. 31, 2022
Net Sales from Contracts with Customers [Abstract]    
Contract with Customer, Liability, Current $ 86 $ 86
Contract with Customer, Liability, Noncurrent 9 $ 8
Contract with Customer, Liability, Revenue Recognized $ 70  
v3.23.3
Net Sales from Contracts with Customers - Disaggregation of Revenue (Details) - USD ($)
$ in Millions
 3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 24, 2022
Sep. 30, 2023
Sep. 24, 2022
Disaggregation of Revenue [Abstract]        
Net sales $ 3,162 $ 3,067 $ 9,322 $ 9,276
North America [Member]        
Disaggregation of Revenue [Abstract]        
Net sales 2,363 2,374 6,886 7,044
International [Member]        
Disaggregation of Revenue [Abstract]        
Net sales 799 693 2,436 2,232
Health Care Distribution [Member]        
Disaggregation of Revenue [Abstract]        
Net sales 2,952 2,891 8,728 8,740
Health Care Distribution [Member] | North America [Member]        
Disaggregation of Revenue [Abstract]        
Net sales 2,178 2,219 6,367 6,575
Health Care Distribution [Member] | International [Member]        
Disaggregation of Revenue [Abstract]        
Net sales 774 672 2,361 2,165
Health Care Distribution [Member] | Dental [Member]        
Disaggregation of Revenue [Abstract]        
Net sales 1,882 1,785 5,737 5,466
Health Care Distribution [Member] | Dental [Member] | North America [Member]        
Disaggregation of Revenue [Abstract]        
Net sales 1,134 1,131 3,447 3,360
Health Care Distribution [Member] | Dental [Member] | International [Member]        
Disaggregation of Revenue [Abstract]        
Net sales 748 654 2,290 2,106
Health Care Distribution [Member] | Medical [Member]        
Disaggregation of Revenue [Abstract]        
Net sales 1,070 1,106 2,991 3,274
Health Care Distribution [Member] | Medical [Member] | North America [Member]        
Disaggregation of Revenue [Abstract]        
Net sales 1,044 1,088 2,920 3,215
Health Care Distribution [Member] | Medical [Member] | International [Member]        
Disaggregation of Revenue [Abstract]        
Net sales 26 18 71 59
Technology and Value-Added Services [Member]        
Disaggregation of Revenue [Abstract]        
Net sales 210 176 594 536
Technology and Value-Added Services [Member] | North America [Member]        
Disaggregation of Revenue [Abstract]        
Net sales 185 155 519 469
Technology and Value-Added Services [Member] | International [Member]        
Disaggregation of Revenue [Abstract]        
Net sales $ 25 $ 21 $ 75 $ 67
v3.23.3
Segment Data (Details)
$ in Millions
 3 Months Ended 9 Months Ended
Sep. 30, 2023
USD ($)
countries
Sep. 24, 2022
USD ($)
Sep. 30, 2023
USD ($)
segments
countries
Sep. 24, 2022
USD ($)
Segment Data [Abstract]        
Number of reportable segments | segments     2  
Segment Reporting Information [Line Items]        
Net sales $ 3,162 $ 3,067 $ 9,322 $ 9,276
Operating income 200 211 576 675
Health Care Distribution [Member]        
Segment Reporting Information [Line Items]        
Net sales 2,952 2,891 8,728 8,740
Operating income $ 160 179 $ 471 579
Number of countries served globally | countries 33   33  
Health Care Distribution [Member] | Dental [Member]        
Segment Reporting Information [Line Items]        
Net sales $ 1,882 1,785 $ 5,737 5,466
Health Care Distribution [Member] | Medical [Member]        
Segment Reporting Information [Line Items]        
Net sales 1,070 1,106 2,991 3,274
Technology and Value-Added Services [Member]        
Segment Reporting Information [Line Items]        
Net sales 210 176 594 536
Operating income $ 40 $ 32 $ 105 $ 96
v3.23.3
Business Acquisitions - Narrative (Details) - USD ($)
$ in Millions
 9 Months Ended
Sep. 30, 2023
Jul. 05, 2023
Apr. 05, 2023
Sep. 24, 2022
Business Acquisition [Line Items]        
Recognized gain related to remeasurement to fair value of previously held equity investment $ 18      
Acquisition costs $ 18     $ 6
S.I.N [Member]        
Business Acquisition [Line Items]        
Percentage of voting interest acquired   100.00%    
Biotech Dental [Member]        
Business Acquisition [Line Items]        
Percentage of voting interest acquired     57.00%  
Series Of Individually Immaterial Business Acquisitions [Member] | Minimum [Member]        
Business Acquisition [Line Items]        
Percentage of voting interest acquired 51.00%      
Series Of Individually Immaterial Business Acquisitions [Member] | Maximum [Member]        
Business Acquisition [Line Items]        
Percentage of voting interest acquired 100.00%      
v3.23.3
Business Acquisitions - Summary of Estimated Fair Value of Consideration Paid and Net Assets Acquired (Details) - USD ($)
$ in Millions
 9 Months Ended
Jul. 05, 2023
Apr. 05, 2023
Sep. 30, 2023
Dec. 31, 2022
Identifiable assets acquired and liabilities assumed:        
Goodwill     $ 3,595 $ 2,893
S.I.N [Member]        
Acquisition consideration:        
Cash $ 326      
Total consideration 326      
Identifiable assets acquired and liabilities assumed:        
Current assets 75      
Intangible assets 155      
Other noncurrent assets 33      
Current liabilities (33)      
Long-term debt (22)      
Deferred income taxes (55)      
Other noncurrent liabilities (27)      
Total identifiable net assets 126      
Goodwill 200      
Total net assets acquired $ 326      
Biotech Dental [Member]        
Acquisition consideration:        
Cash   $ 216    
Fair value of contributed equity share in a controlled subsidiary   25    
Redeemable noncontrolling interests   182    
Total consideration   423    
Identifiable assets acquired and liabilities assumed:        
Current assets   80    
Intangible assets   119    
Other noncurrent assets   76    
Current liabilities   (51)    
Long-term debt   (84)    
Deferred income taxes   (38)    
Other noncurrent liabilities   (22)    
Total identifiable net assets   80    
Goodwill   343    
Total net assets acquired   $ 423    
Series Of Individually Immaterial Business Acquisitions [Member]        
Acquisition consideration:        
Cash     167  
Deferred consideration     4  
Other     6  
Fair value of contributed equity share in a controlled subsidiary     29  
Redeemable noncontrolling interests     77  
Total consideration     283  
Identifiable assets acquired and liabilities assumed:        
Current assets     32  
Intangible assets     117  
Other noncurrent assets     18  
Current liabilities     (23)  
Long-term debt     (8)  
Deferred income taxes     (13)  
Other noncurrent liabilities     (10)  
Total identifiable net assets     113  
Goodwill     170  
Total net assets acquired     $ 283  
v3.23.3
Business Acquisitions - Summary of Identifiable Intangible Assets Acquired and Estimated Useful Lives (Details) - USD ($)
$ in Millions
 9 Months Ended
Jul. 05, 2023
Apr. 05, 2023
Sep. 30, 2023
S.I.N [Member]      
Business Acquisition [Line Items]      
Identifiable intangible assets acquired $ 155    
S.I.N [Member] | Customer Relationships and Lists [Member]      
Business Acquisition [Line Items]      
Identifiable intangible assets acquired $ 78    
Estimated useful lives (in years) 10 years    
S.I.N [Member] | Trademarks/Tradenames [Member]      
Business Acquisition [Line Items]      
Identifiable intangible assets acquired $ 9    
Estimated useful lives (in years) 5 years    
S.I.N [Member] | Noncompete Agreements [Member]      
Business Acquisition [Line Items]      
Identifiable intangible assets acquired $ 1    
Estimated useful lives (in years) 5 years    
S.I.N [Member] | Product Development [Member]      
Business Acquisition [Line Items]      
Identifiable intangible assets acquired $ 38    
Estimated useful lives (in years) 7 years    
S.I.N [Member] | Other Intangible Assets [Member]      
Business Acquisition [Line Items]      
Identifiable intangible assets acquired $ 29    
Estimated useful lives (in years) 5 years    
Biotech Dental [Member]      
Business Acquisition [Line Items]      
Identifiable intangible assets acquired     $ 119
Biotech Dental [Member] | Customer Relationships and Lists [Member]      
Business Acquisition [Line Items]      
Identifiable intangible assets acquired     $ 60
Estimated useful lives (in years)     10 years
Biotech Dental [Member] | Trademarks/Tradenames [Member]      
Business Acquisition [Line Items]      
Identifiable intangible assets acquired     $ 14
Estimated useful lives (in years)     5 years
Biotech Dental [Member] | Noncompete Agreements [Member]      
Business Acquisition [Line Items]      
Identifiable intangible assets acquired     $ 1
Estimated useful lives (in years)     5 years
Biotech Dental [Member] | Other Intangible Assets [Member]      
Business Acquisition [Line Items]      
Identifiable intangible assets acquired     $ 44
Estimated useful lives (in years)     5 years
Series Of Individually Immaterial Business Acquisitions [Member]      
Business Acquisition [Line Items]      
Identifiable intangible assets acquired   $ 117  
Series Of Individually Immaterial Business Acquisitions [Member] | Customer Relationships and Lists [Member]      
Business Acquisition [Line Items]      
Identifiable intangible assets acquired   $ 76  
Series Of Individually Immaterial Business Acquisitions [Member] | Customer Relationships and Lists [Member] | Minimum [Member]      
Business Acquisition [Line Items]      
Estimated useful lives (in years)   2 years  
Series Of Individually Immaterial Business Acquisitions [Member] | Customer Relationships and Lists [Member] | Maximum [Member]      
Business Acquisition [Line Items]      
Estimated useful lives (in years)   12 years  
Series Of Individually Immaterial Business Acquisitions [Member] | Trademarks/Tradenames [Member]      
Business Acquisition [Line Items]      
Identifiable intangible assets acquired   $ 9  
Series Of Individually Immaterial Business Acquisitions [Member] | Trademarks/Tradenames [Member] | Minimum [Member]      
Business Acquisition [Line Items]      
Estimated useful lives (in years)   5 years  
Series Of Individually Immaterial Business Acquisitions [Member] | Trademarks/Tradenames [Member] | Maximum [Member]      
Business Acquisition [Line Items]      
Estimated useful lives (in years)   10 years  
Series Of Individually Immaterial Business Acquisitions [Member] | Noncompete Agreements [Member]      
Business Acquisition [Line Items]      
Identifiable intangible assets acquired   $ 2  
Estimated useful lives (in years)   5 years  
Series Of Individually Immaterial Business Acquisitions [Member] | Product Development [Member]      
Business Acquisition [Line Items]      
Identifiable intangible assets acquired   $ 7  
Estimated useful lives (in years)   7 years  
Series Of Individually Immaterial Business Acquisitions [Member] | Patents [Member]      
Business Acquisition [Line Items]      
Identifiable intangible assets acquired   $ 1  
Estimated useful lives (in years)   10 years  
Series Of Individually Immaterial Business Acquisitions [Member] | Other Intangible Assets [Member]      
Business Acquisition [Line Items]      
Identifiable intangible assets acquired   $ 22  
Estimated useful lives (in years)   5 years  
v3.23.3
Fair Value Measurements - Narrative (Details) - USD ($)
$ in Millions
Sep. 30, 2023
Dec. 31, 2022
Estimate of Fair Value Measurement [Member]    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Fair value of debt (including bank credit lines) $ 1,899 $ 1,149
v3.23.3
Fair Value Measurements - Assets and Liabilities Measured and Recognized on a Recurring Basis (Details) - USD ($)
$ in Millions
Sep. 30, 2023
Dec. 31, 2022
Dec. 25, 2021
Attributable To Redeemable Noncontrolling Interests [Abstract]      
Redeemable noncontrolling interests $ 821 $ 576 $ 613
Fair value, measurements, recurring [Member] | Fair Value Measurement [Domain]      
Assets [Abstract]      
Total assets 31 27  
Liabilities [Abstract]      
Total liabilities 7 7  
Attributable To Redeemable Noncontrolling Interests [Abstract]      
Redeemable noncontrolling interests 821 576  
Fair value, measurements, recurring [Member] | Fair Value Measurement [Domain] | Derivative contracts designated as hedges [Member]      
Assets [Abstract]      
Derivative contracts - assets 30 23  
Liabilities [Abstract]      
Derivative contracts - liabilities 2 1  
Fair value, measurements, recurring [Member] | Fair Value Measurement [Domain] | Derivative contracts undesignated [Member]      
Assets [Abstract]      
Derivative contracts - assets 1 4  
Liabilities [Abstract]      
Derivative contracts - liabilities 1 3  
Fair value, measurements, recurring [Member] | Fair Value Measurement [Domain] | Total return swap [Member]      
Liabilities [Abstract]      
Total return swaps   3  
Fair value, measurements, recurring [Member] | Total return swap [Member]      
Liabilities [Abstract]      
Total return swaps 4    
Fair value, measurements, recurring [Member] | Level 1 [Member] | Fair Value Measurement [Domain]      
Assets [Abstract]      
Total assets 0 0  
Liabilities [Abstract]      
Total liabilities 0 0  
Attributable To Redeemable Noncontrolling Interests [Abstract]      
Redeemable noncontrolling interests 0 0  
Fair value, measurements, recurring [Member] | Level 1 [Member] | Fair Value Measurement [Domain] | Derivative contracts designated as hedges [Member]      
Assets [Abstract]      
Derivative contracts - assets 0 0  
Liabilities [Abstract]      
Derivative contracts - liabilities 0 0  
Fair value, measurements, recurring [Member] | Level 1 [Member] | Fair Value Measurement [Domain] | Derivative contracts undesignated [Member]      
Assets [Abstract]      
Derivative contracts - assets 0 0  
Liabilities [Abstract]      
Derivative contracts - liabilities 0 0  
Fair value, measurements, recurring [Member] | Level 1 [Member] | Fair Value Measurement [Domain] | Total return swap [Member]      
Liabilities [Abstract]      
Total return swaps   0  
Fair value, measurements, recurring [Member] | Level 1 [Member] | Total return swap [Member]      
Liabilities [Abstract]      
Total return swaps 0    
Fair value, measurements, recurring [Member] | Level 2 [Member] | Fair Value Measurement [Domain]      
Assets [Abstract]      
Total assets 31 27  
Liabilities [Abstract]      
Total liabilities 7 7  
Attributable To Redeemable Noncontrolling Interests [Abstract]      
Redeemable noncontrolling interests 0 0  
Fair value, measurements, recurring [Member] | Level 2 [Member] | Fair Value Measurement [Domain] | Derivative contracts designated as hedges [Member]      
Assets [Abstract]      
Derivative contracts - assets 30 23  
Liabilities [Abstract]      
Derivative contracts - liabilities 2 1  
Fair value, measurements, recurring [Member] | Level 2 [Member] | Fair Value Measurement [Domain] | Derivative contracts undesignated [Member]      
Assets [Abstract]      
Derivative contracts - assets 1 4  
Liabilities [Abstract]      
Derivative contracts - liabilities 1 3  
Fair value, measurements, recurring [Member] | Level 2 [Member] | Fair Value Measurement [Domain] | Total return swap [Member]      
Liabilities [Abstract]      
Total return swaps   3  
Fair value, measurements, recurring [Member] | Level 2 [Member] | Total return swap [Member]      
Liabilities [Abstract]      
Total return swaps 4    
Fair value, measurements, recurring [Member] | Level 3 [Member] | Fair Value Measurement [Domain]      
Assets [Abstract]      
Total assets 0 0  
Liabilities [Abstract]      
Total liabilities 0 0  
Attributable To Redeemable Noncontrolling Interests [Abstract]      
Redeemable noncontrolling interests 821 576  
Fair value, measurements, recurring [Member] | Level 3 [Member] | Fair Value Measurement [Domain] | Derivative contracts designated as hedges [Member]      
Assets [Abstract]      
Derivative contracts - assets 0 0  
Liabilities [Abstract]      
Derivative contracts - liabilities 0 0  
Fair value, measurements, recurring [Member] | Level 3 [Member] | Fair Value Measurement [Domain] | Derivative contracts undesignated [Member]      
Assets [Abstract]      
Derivative contracts - assets 0 0  
Liabilities [Abstract]      
Derivative contracts - liabilities 0 0  
Fair value, measurements, recurring [Member] | Level 3 [Member] | Fair Value Measurement [Domain] | Total return swap [Member]      
Liabilities [Abstract]      
Total return swaps   $ 0  
Fair value, measurements, recurring [Member] | Level 3 [Member] | Total return swap [Member]      
Liabilities [Abstract]      
Total return swaps $ 0    
v3.23.3
Derivatives and Hedging Activities - Narrative (Details)
€ in Millions
 3 Months Ended 9 Months Ended
Jul. 11, 2023
USD ($)
Sep. 30, 2023
USD ($)
Sep. 24, 2022
USD ($)
Sep. 30, 2023
USD ($)
Sep. 24, 2022
USD ($)
Dec. 31, 2022
EUR (€)
Mar. 20, 2020
USD ($)
Term Credit Agreement [Member]              
Derivative [Line Items]              
Debt face amount $ 750,000,000 $ 750,000,000   $ 750,000,000      
Debt term (in years) 3 years     3 years      
Foreign Exchange Forward [Member] | Other Comprehensive Income [Member]              
Derivative [Line Items]              
Gain (loss) on derivative   4,000,000 $ 15,000,000 $ 1,000,000 $ 26,000,000    
Interest Rate Swap [Member] | Term Credit Agreement [Member]              
Derivative [Line Items]              
Notional amount   $ 745,000,000   $ 745,000,000      
Derivative fixed interest rate   5.79%   5.79%      
Interest Rate Swap [Member] | Other Comprehensive Income [Member] | Term Credit Agreement [Member]              
Derivative [Line Items]              
Gain (loss) on derivative   $ 4,000,000   $ 4,000,000      
Forward Contracts [Member] | Net Investment Hedging [Member]              
Derivative [Line Items]              
Maturity date       Nov. 16, 2023      
Notional amount | €           € 200  
Total Return Swap [Member] | SERP and DCP [Member]              
Derivative [Line Items]              
Notional amount   86,000,000   $ 86,000,000     $ 43,000,000
Gain (loss) on derivative   $ (7,000,000) $ (2,000,000) $ (1,000,000) $ (8,000,000)    
Inception date       Mar. 20, 2020      
Total Return Swap [Member] | SERP and DCP [Member] | Secured Overnight Financing Rate Sofr Overnight Index Swap Rate [Member]              
Derivative [Line Items]              
Basis spread on variable rate   5.31%   5.31%      
Derivative fixed interest rate   0.52%   0.52%      
Variable interest rate   5.83%   5.83%      
v3.23.3
Debt - Revolving Credit Agreement Narrative (Details) - USD ($)
 3 Months Ended 6 Months Ended
Sep. 30, 2023
Jul. 01, 2023
Dec. 31, 2022
Revolving Credit Agreement [Member]      
Line of Credit Facility [Line Items]      
Line of credit initiation date Jul. 11, 2023 Aug. 20, 2021  
Credit facility borrowing capacity   $ 1,000,000,000.0  
Credit facility expiration date Jul. 11, 2028 Aug. 20, 2026  
Borrowings $ 0   $ 0
Outstanding letters of credit provided to third parties 9,000,000   9,000,000
Other Short-Term Credit Lines [Member]      
Line of Credit Facility [Line Items]      
Credit facility borrowing capacity $ 366,000,000   $ 402,000,000
v3.23.3
Debt - Other Short-Term Bank Credit Lines Narrative (Details) - USD ($)
Sep. 30, 2023
Dec. 31, 2022
Line of Credit Facility [Line Items]    
Bank credit lines $ 12,000,000 $ 103,000,000
Other Short-Term Credit Lines [Member]    
Line of Credit Facility [Line Items]    
Credit facility borrowing capacity 366,000,000 402,000,000
Bank credit lines $ 12,000,000 $ 103,000,000
Weighted average interest rate on borrowings under credit lines at period end 4.34% 10.11%
v3.23.3
Debt - Private Placement Facilities Narrative (Details) - Private Placement Facilities [Member]
 9 Months Ended
Sep. 30, 2023
USD ($)
Debt Instrument [Line Items]  
Number of companies included in private placement facilities 4
Debt instrument maximum borrowing capacity $ 1,500,000,000
Debt instrument, maturity date Oct. 20, 2026
Average term of issuances under private placement facilities 12 years
Weighted average interest rate at period end 3.65%
Minimum [Member]  
Debt Instrument [Line Items]  
Term of issuances under private placement facilities 5 years
Maximum [Member]  
Debt Instrument [Line Items]  
Term of issuances under private placement facilities 15 years
v3.23.3
Debt - U.S. Trade Accounts Receivable Securitization Narrative (Details) - U.S. Trade Accounts Receivable Securitization [Member]
 9 Months Ended 12 Months Ended
Sep. 30, 2023
USD ($)
number
Dec. 31, 2022
USD ($)
Debt Instrument [Line Items]    
Pricing commitment period 3 years  
Debt Instrument, Maturity Date Dec. 15, 2025  
Debt instrument maximum borrowing capacity $ 450,000,000  
Long-term debt $ 0 $ 330,000,000
Commitment fee for facility usage - facility limit less than fifty percent usage (as a percent) 0.30%  
Commitment fee for facility usage - facility limit greater than or equal to fifty percent usage (as a percent) 0.35%  
Number of banks as agents for debt instrument | number 2  
Average Asset Backed Commercial Paper Rate [Member]    
Debt Instrument [Line Items]    
Debt instrument, interest rate at period end 6.34% 5.33%
Debt instrument, variable rate basis at period end 5.59% 4.58%
Debt instrument, basis spread on variable rate 0.75% 0.75%
v3.23.3
Debt - Term Loan Narrative (Details) - Term Credit Agreement [Member] - USD ($)
 9 Months Ended
Jul. 11, 2023
Sep. 30, 2023
Dec. 31, 2022
Line of Credit Facility [Line Items]      
Debt face amount $ 750,000,000 $ 750,000,000  
Debt term (in years) 3 years 3 years  
Long-term debt   $ 745,000,000 $ 0
Interest Rate Swap [Member]      
Line of Credit Facility [Line Items]      
Derivative fixed interest rate   5.79%  
Secured Overnight Financing Rate Sofr Overnight Index Swap Rate [Member]      
Line of Credit Facility [Line Items]      
Debt instrument, interest rate, stated percentage   5.33%  
Debt instrument, basis spread on variable rate   1.35%  
Debt instrument, interest rate at period end   6.68%  
v3.23.3
Debt - Schedule of Bank Credit Lines (Details) - USD ($)
$ in Millions
Sep. 30, 2023
Dec. 31, 2022
Line of Credit Facility [Line Items]    
Bank Credit lines $ 12 $ 103
Revolving Credit Agreement [Member]    
Line of Credit Facility [Line Items]    
Bank Credit lines 0 0
Other Short-Term Credit Lines [Member]    
Line of Credit Facility [Line Items]    
Bank Credit lines $ 12 $ 103
v3.23.3
Debt - Schedule of Long-term Debt (Details) - USD ($)
$ in Millions
Sep. 30, 2023
Dec. 31, 2022
Debt Instrument [Line Items]    
Finance lease obligations $ 10 $ 10
Total 1,887 1,046
Less current maturities (72) (6)
Long-term debt 1,815 1,040
Term Credit Agreement [Member]    
Debt Instrument [Line Items]    
Long-term debt 745 0
Private Placement Facilities [Member]    
Debt Instrument [Line Items]    
Long-term debt 1,074 699
U.S. Trade Accounts Receivable Securitization [Member]    
Debt Instrument [Line Items]    
Long-term debt 0 330
Various Collateralized and Uncollateralized Loans Payable with Interest in Varying Installments Through 2023 at Interest Rates Ranging from 0.00% to 3.65% at April 1, 2023 and Ranging from 0.00% to 3.50% at December 31, 2022 [Member]    
Debt Instrument [Line Items]    
Long-term debt $ 58 $ 7
Various Collateralized and Uncollateralized Loans Payable with Interest in Varying Installments Through 2023 at Interest Rates Ranging from 0.00% to 3.65% at April 1, 2023 and Ranging from 0.00% to 3.50% at December 31, 2022 [Member] | Minimum [Member]    
Debt Instrument [Line Items]    
Borrowing Rate 0.00% 0.00%
Various Collateralized and Uncollateralized Loans Payable with Interest in Varying Installments Through 2023 at Interest Rates Ranging from 0.00% to 3.65% at April 1, 2023 and Ranging from 0.00% to 3.50% at December 31, 2022 [Member] | Maximum [Member]    
Debt Instrument [Line Items]    
Borrowing Rate 9.42% 3.50%
v3.23.3
Debt - Schedule of Private Placement Facility Borrowings (Details) - Private Placement Facilities [Member] - USD ($)
$ in Millions
 9 Months Ended
Sep. 30, 2023
Dec. 31, 2022
Debt Instrument [Line Items]    
Less: Deferred debt issuance costs $ (1)  
Total $ 1,074 $ 699
Debt Instrument, Maturity Date Oct. 20, 2026  
Private Placement Facilities 1 [Member]    
Debt Instrument [Line Items]    
Debt Instrument, Issuance Date Jan. 20, 2012  
Long-term Debt, Gross $ 50  
Borrowing Rate 3.45%  
Debt Instrument, Maturity Date Jan. 20, 2024  
Private Placement Facilities 2 [Member]    
Debt Instrument [Line Items]    
Debt Instrument, Issuance Date Dec. 24, 2012  
Long-term Debt, Gross $ 50  
Borrowing Rate 3.00%  
Debt Instrument, Maturity Date Dec. 24, 2024  
Private Placement Facilities 3 [Member]    
Debt Instrument [Line Items]    
Debt Instrument, Issuance Date Jun. 16, 2017  
Long-term Debt, Gross $ 100  
Borrowing Rate 3.42%  
Debt Instrument, Maturity Date Jun. 16, 2027  
Private Placement Facilities 4 [Member]    
Debt Instrument [Line Items]    
Debt Instrument, Issuance Date Sep. 15, 2017  
Long-term Debt, Gross $ 100  
Borrowing Rate 3.52%  
Debt Instrument, Maturity Date Sep. 15, 2029  
Private Placement facilities 5 [Member]    
Debt Instrument [Line Items]    
Debt Instrument, Issuance Date Jan. 02, 2018  
Long-term Debt, Gross $ 100  
Borrowing Rate 3.32%  
Debt Instrument, Maturity Date Jan. 02, 2028  
Private Placement Facilities 6 [Member]    
Debt Instrument [Line Items]    
Debt Instrument, Issuance Date Sep. 02, 2020  
Long-term Debt, Gross $ 100  
Borrowing Rate 2.35%  
Debt Instrument, Maturity Date Sep. 02, 2030  
Private Placement Facilities 7 [Member]    
Debt Instrument [Line Items]    
Debt Instrument, Issuance Date Jun. 02, 2021  
Long-term Debt, Gross $ 100  
Borrowing Rate 2.48%  
Debt Instrument, Maturity Date Jun. 02, 2031  
Private Placement Facilities 8 [Member]    
Debt Instrument [Line Items]    
Debt Instrument, Issuance Date Jun. 02, 2021  
Long-term Debt, Gross $ 100  
Borrowing Rate 2.58%  
Debt Instrument, Maturity Date Jun. 02, 2033  
Private Placement Facilities 9 [Member]    
Debt Instrument [Line Items]    
Debt Instrument, Issuance Date May 04, 2023  
Long-term Debt, Gross $ 75  
Borrowing Rate 4.79%  
Debt Instrument, Maturity Date May 04, 2028  
Private Placement Facilities 10 [Member]    
Debt Instrument [Line Items]    
Debt Instrument, Issuance Date May 04, 2023  
Long-term Debt, Gross $ 75  
Borrowing Rate 4.84%  
Debt Instrument, Maturity Date May 04, 2030  
Private Placement Facilities 11 [Member]    
Debt Instrument [Line Items]    
Debt Instrument, Issuance Date May 04, 2023  
Long-term Debt, Gross $ 75  
Borrowing Rate 4.96%  
Debt Instrument, Maturity Date May 04, 2033  
Private Placement Facilities 12 [Member]    
Debt Instrument [Line Items]    
Debt Instrument, Issuance Date May 04, 2023  
Long-term Debt, Gross $ 150  
Borrowing Rate 4.94%  
Debt Instrument, Maturity Date May 04, 2033  
v3.23.3
Income Taxes - Narrative (Details) - USD ($)
$ in Millions
 9 Months Ended
Sep. 30, 2023
Sep. 24, 2022
Dec. 31, 2022
Income Tax Examination [Line Items]      
Effective tax rate 22.50% 23.50%  
Tax interest expense (credit) $ 3 $ 1  
Other Liabilities [Member]      
Income Tax Examination [Line Items]      
Unrecognized tax benefits 110   $ 94
Unrecognized tax benefits that would affect the effective tax rate if recognized 102   80
Total interest $ 15   $ 12
v3.23.3
Plan of Restructuring and Integration Costs - Narrative (Details) - USD ($)
$ in Millions
 3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 24, 2022
Sep. 30, 2023
Sep. 24, 2022
Restructuring Cost and Reserve [Line Items]        
Restructuring costs $ 11 $ 9 $ 59 $ 9
Midway Dental Supply [Member]        
Restructuring Cost and Reserve [Line Items]        
Restructuring costs   2    
Integration costs   $ 1    
v3.23.3
Plan of Restructuring and Integration Costs - Schedule of Restructuring Costs and Integration Costs (Details) - USD ($)
 3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 24, 2022
Sep. 30, 2023
Sep. 24, 2022
Restructuring Cost and Reserve [Line Items]        
Restructuring Costs $ 11,000,000 $ 9,000,000 $ 59,000,000 $ 9,000,000
Restructuring and integration related costs 11,000,000 10,000,000 59,000,000 10,000,000
Severance and Employee-Related Costs [Member]        
Restructuring Cost and Reserve [Line Items]        
Restructuring and integration related costs 6,000,000 6,000,000 40,000,000 6,000,000
Accelerated Depreciation and Amortization [Member]        
Restructuring Cost and Reserve [Line Items]        
Restructuring and integration related costs 4,000,000 2,000,000 14,000,000 2,000,000
Exit and Other Related Costs [Member]        
Restructuring Cost and Reserve [Line Items]        
Restructuring and integration related costs 1,000,000 1,000,000 4,000,000 1,000,000
Disposal of Business [Member]        
Restructuring Cost and Reserve [Line Items]        
Restructuring and integration related costs     1,000,000  
Integration Employee-Related and Other Costs [Member]        
Restructuring Cost and Reserve [Line Items]        
Restructuring and integration related costs   1,000,000   1,000,000
Health Care Distribution [Member]        
Restructuring Cost and Reserve [Line Items]        
Restructuring Costs 10,000,000 9,000,000 52,000,000 9,000,000
Integration Costs   1,000,000   1,000,000
Restructuring and integration related costs     52,000,000  
Health Care Distribution [Member] | Severance and Employee-Related Costs [Member]        
Restructuring Cost and Reserve [Line Items]        
Restructuring Costs 6,000,000 6,000,000 36,000,000 6,000,000
Health Care Distribution [Member] | Accelerated Depreciation and Amortization [Member]        
Restructuring Cost and Reserve [Line Items]        
Restructuring Costs 3,000,000 2,000,000 12,000,000 2,000,000
Health Care Distribution [Member] | Exit and Other Related Costs [Member]        
Restructuring Cost and Reserve [Line Items]        
Restructuring Costs 1,000,000 1,000,000 3,000,000 1,000,000
Health Care Distribution [Member] | Disposal of Business [Member]        
Restructuring Cost and Reserve [Line Items]        
Restructuring Costs     1,000,000  
Health Care Distribution [Member] | Integration Employee-Related and Other Costs [Member]        
Restructuring Cost and Reserve [Line Items]        
Integration Costs   $ 1,000,000   $ 1,000,000
Technology and Value-Added Services [Member]        
Restructuring Cost and Reserve [Line Items]        
Restructuring Costs 1,000,000   7,000,000  
Restructuring and integration related costs     7,000,000  
Technology and Value-Added Services [Member] | Severance and Employee-Related Costs [Member]        
Restructuring Cost and Reserve [Line Items]        
Restructuring Costs 0   4,000,000  
Technology and Value-Added Services [Member] | Accelerated Depreciation and Amortization [Member]        
Restructuring Cost and Reserve [Line Items]        
Restructuring Costs 1,000,000   2,000,000  
Technology and Value-Added Services [Member] | Exit and Other Related Costs [Member]        
Restructuring Cost and Reserve [Line Items]        
Restructuring Costs $ 0   $ 1,000,000  
v3.23.3
Plan of Restructuring and Integration Costs - Schedule of Restructuring Reserve by Segment (Details) - USD ($)
$ in Millions
 3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 24, 2022
Sep. 30, 2023
Sep. 24, 2022
Restructuring Cost and Reserve [Line Items]        
Balance, beginning     $ 24  
Restructuring and integration costs $ 11 $ 10 59 $ 10
Non-cash asset impairment and accelerated depreciation and amortization of right-of-use lease assets and other long-lived assets     (14)  
Non-cash impairment on disposal of a business     (1)  
Cash payments and other adjustments     43  
Balance, ending 27   27  
Health Care Distribution [Member]        
Restructuring Cost and Reserve [Line Items]        
Balance, beginning     21  
Restructuring and integration costs     52  
Non-cash asset impairment and accelerated depreciation and amortization of right-of-use lease assets and other long-lived assets     (12)  
Non-cash impairment on disposal of a business     (1)  
Cash payments and other adjustments     37  
Balance, ending 25   25  
Technology and Value-Added Services [Member]        
Restructuring Cost and Reserve [Line Items]        
Balance, beginning     3  
Restructuring and integration costs     7  
Non-cash asset impairment and accelerated depreciation and amortization of right-of-use lease assets and other long-lived assets     (2)  
Cash payments and other adjustments     6  
Balance, ending $ 2   $ 2  
v3.23.3
Legal Proceedings - Narrative (Details)
$ in Millions
 3 Months Ended 9 Months Ended
Sep. 30, 2023
USD ($)
claims
Sep. 24, 2022
USD ($)
Sep. 30, 2023
USD ($)
claims
Sep. 24, 2022
USD ($)
Loss Contingency, Information about Litigation Matters [Abstract]        
Revenues $ 3,162 $ 3,067 $ 9,322 $ 9,276
Maximum [Member]        
Loss Contingency, Information about Litigation Matters [Abstract]        
Loss Contingency, Pending Claims, Number | claims 175   175  
Actions Consolidated in the MultiDistrict Litigation [Member]        
Loss Contingency, Information about Litigation Matters [Abstract]        
Maximum sales of opioids in North America during the year, percentage     0.20%  
Actions Consolidated in the MultiDistrict Litigation [Member] | Continuing Operations [Member]        
Loss Contingency, Information about Litigation Matters [Abstract]        
Revenues     $ 12,600  
Other Hospitals Located throughout Florida [Member]        
Loss Contingency, Information about Litigation Matters [Abstract]        
Number of plaintiffs     26  
v3.23.3
Stock-Based Compensation - Narrative (Details) - USD ($)
$ in Millions
 3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 24, 2022
Sep. 30, 2023
Sep. 24, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Weighted-average period of recognition for unrecognized compensation costs on nonvested awards (in years)     2 years 6 months  
Grants in period (in shares)     0  
Total unrecognized compensation cost related to non-vested awards $ 83   $ 83  
Expected life of options (years)     6 years  
After-tax share-based compensation (credit) expense 11 $ 13 $ 30 $ 34
Pre-tax share-based compensation (Credit) expense $ 14 $ 17 $ 38 $ 44
Stock Options [Member]        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Number of years for full vesting (in years)     3 years  
Percentage of stock options vest per year     33.33%  
Expiration period (in years)     10 years  
Time-Based Restricted Stock/Restricted Units [Member]        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Number of years for full vesting (in years)     4 years  
Time-Based Restricted Stock/Restricted Units [Member] | 2015 Non-Employee Director Stock Incentive Plan [Member]        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Number of years for full vesting (in years)     12 months  
Performance-Based Restricted Stock Units [Member]        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Number of years for full vesting (in years)     3 years  
v3.23.3
Stock-Based Compensation - Summary of Stock Option Activity under the Plans (Details) - USD ($)
$ / shares in Units, $ in Millions
 9 Months Ended
Sep. 30, 2023
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward]  
Outstanding at beginning of period (in shares) 1,117,574
Exercised (in shares) (21,204)
Forfeited (in shares) (10,399)
Outstanding at end of period (in shares) 1,085,971
Weighted Average Exercise Price Per Share [Abstract]  
Outstanding at beginning of period (in dollars per share) $ 71.38
Exercised (in dollars per share) 62.74
Forfeited (in dollars per share) 78.32
Outstanding at end of period (in dollars per share) $ 71.48
Outstanding at end of period, Weighted Average Remaining Contractual Life in Years 7 years 9 months 18 days
Outstanding at end of period, Aggregate Intrinsic Value $ 8
Options exercisable (in shares) 573,620
Weighted average exercise price, options exercisable (in dollars per share) $ 68.39
v3.23.3
Stock-Based Compensation - Intrinsic Values (Details)
$ / shares in Units, $ in Millions
 9 Months Ended
Sep. 30, 2023
USD ($)
$ / shares
shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Number of Options | shares 508,728
Weighted Average Exercise Price | $ / shares $ 75.04
Weighted Average Remaining Contractual Life (in years) 8 years
Intrinsic Value Per Share | $ $ 3
v3.23.3
Stock-Based Compensation - Status of Unvested RSUs (Details)
 9 Months Ended
Sep. 30, 2023
$ / shares
shares
Time-Based Restricted Stock/Restricted Units [Member]  
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward]  
Beginning balance outstanding (in shares) | shares 1,756,044
Granted (in shares) | shares 417,873
Vested (in shares) | shares (429,425)
Forfeited (in shares) | shares (75,227)
Ending balance outstanding (in shares) | shares 1,669,265
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract]  
Beginning balance outstanding (in dollars per share) $ 66.59
Granted (in dollars per share) 77.61
Vested (in dollars per share) 61.91
Forfeited (in dollars per share) 71.59
Ending balance outstanding (in dollars per share) 70.38
Aggregate intrinsic value $ 74.25
Performance-Based Restricted Stock Units [Member]  
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward]  
Beginning balance outstanding (in shares) | shares 520,916
Granted (in shares) | shares 382,387
Vested (in shares) | shares (631,458)
Forfeited (in shares) | shares (55,510)
Ending balance outstanding (in shares) | shares 216,335
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract]  
Beginning balance outstanding (in dollars per share) $ 60.23
Granted (in dollars per share) 80.65
Vested (in dollars per share) 60.65
Forfeited (in dollars per share) 76.82
Ending balance outstanding (in dollars per share) 69.54
Aggregate intrinsic value $ 74.25
v3.23.3
Redeemable Noncontrolling Interests - Components of the Change in Redeemable Noncontrolling Interests (Details) - USD ($)
$ in Millions
 3 Months Ended 9 Months Ended 12 Months Ended
Sep. 30, 2023
Sep. 24, 2022
Sep. 30, 2023
Sep. 24, 2022
Dec. 31, 2022
Components of the change in the redeemable noncontrolling interests [Abstract]          
Balance, beginning of period     $ 576 $ 613 $ 613
Decrease in redeemable noncontrolling interests due to acquisitions of noncontrolling interest in subsidiaries     (19)   (31)
Increase in redeemable noncontrolling interests due to business acquisitions     281   4
Net income attributable to redeemable noncontrolling interests $ 2 $ 10 11 19 21
Dividends declared     (13)   (21)
Effect of foreign currency translation loss attributable to redeemable noncontrolling interests (2) $ (6) (1) $ (13) (6)
Change in fair value of redeemable securities     (14)   (4)
Balance, end of period $ 821   $ 821   $ 576
v3.23.3
Comprehensive Income - Accumulated Other Comprehensive Income and Comprehensive Income Components (Details) - USD ($)
$ in Millions
 3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 24, 2022
Sep. 30, 2023
Sep. 24, 2022
Dec. 31, 2022
Attributable to Redeemable noncontrolling interests:          
Foreign currency translation adjustment $ (38)   $ (38)   $ (37)
Attributable to noncontrolling interests:          
Foreign currency translation adjustment (1)   (1)   (1)
Attributable to Henry Schein, Inc.:          
Foreign currency translation adjustment (252)   (252)   (236)
Unrealized gain from foreign currency hedging activities 7   7   5
Pension adjustment loss (2)   (2)   (2)
Accumulated other comprehensive loss (247)   (247)   (233)
Total Accumulated other comprehensive loss (286)   (286)   $ (271)
Components of Comprehensive Income          
Net Income (loss) 143 $ 162 419 $ 515  
Foreign currency translation gain (loss) (45) (89) (17) (176)  
Tax effect 0 0 0 0  
Foreign currency translation gain (loss) (45) (89) (17) (176)  
Unrealized gain (loss) from foreign currency hedging activities 9 15 3 27  
Tax effect (3) (4) (1) (7)  
Unrealized gain (loss) from foreign currency hedging activities 6 11 2 20  
Pension adjustment gain 0 2 0 2  
Tax effect 0 (1) 0 (1)  
Pension adjustment gain 0 1 0 1  
Comprehensive income $ 104 $ 85 $ 404 $ 360  
v3.23.3
Comprehensive Income - Total Comprehensive Income, Net of Applicable Taxes (Details) - USD ($)
$ in Millions
 3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 24, 2022
Sep. 30, 2023
Sep. 24, 2022
Comprehensive Income Net Of Applicable Taxes [Abstract]        
Comprehensive income attributable to Henry Schein, Inc. $ 100 $ 79 $ 384 $ 350
Comprehensive income attributable to noncontrolling interests 4 2 10 4
Comprehensive income attributable to Redeemable noncontrolling interests 0 4 10 6
Comprehensive income $ 104 $ 85 $ 404 $ 360
v3.23.3
Earnings Per Share - Reconciliation of Shares used in Calculating Earnings per Share Basic and Diluted (Details) - shares
 3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 24, 2022
Sep. 30, 2023
Sep. 24, 2022
Weighted-average common shares outstanding:        
Basic (in shares) 130,388,353 135,608,678 130,888,717 136,731,413
Effect of dilutive securities:        
Stock options and restricted stock units 1,053,782 1,475,371 1,260,455 1,756,841
Diluted (in shares) 131,442,135 137,084,049 132,149,172 138,488,254
v3.23.3
Earnings Per Share - Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares
 3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 24, 2022
Sep. 30, 2023
Sep. 24, 2022
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]        
Anti-dilutive securities excluded from EPS computation 431,367 928,491 441,309 572,283
Stock Options [Member]        
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]        
Anti-dilutive securities excluded from EPS computation 424,005 482,497 426,237 310,565
Restricted Stock Units [Member]        
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]        
Anti-dilutive securities excluded from EPS computation 7,362 445,994 15,072 261,718
v3.23.3
Supplemental Cash Flow Information (Details) - USD ($)
$ in Millions
 3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 24, 2022
Sep. 30, 2023
Sep. 24, 2022
Supplemental Cash Flow Information [Abstract]        
Interest     $ 52 $ 29
Income taxes     178 235
Non-cash net unrealized gains related to foreign currency hedging activities $ 9 $ 15 $ 3 $ 27
v3.23.3
Related Party Transactions - Narrative (Details) - USD ($)
$ in Millions
 3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 24, 2022
Sep. 30, 2023
Sep. 24, 2022
Dec. 31, 2022
Related Party Transaction [Line Items]          
Current operating lease liabilities $ 74.0   $ 74.0   $ 73.0
Noncurrent operating lease liabilities 314.0   $ 314.0   275.0
Equity Method Investee [Member]          
Related Party Transaction [Line Items]          
Description of the transaction     During our normal course of business, we have interests in entities that we account for under the equity accounting method.    
Other liabilities 5.0   $ 5.0   6.0
Due from related party 33.0   33.0   36.0
Revenues 10.0 $ 13.0 33.0 $ 35.0  
Purchases from related party 1.0 1.0 $ 7.0 9.0  
Internet Brands Inc [Member] | Royalty Agreements [Member]          
Related Party Transaction [Line Items]          
Period covered by agreement     10 years    
Related party agreement amount     $ 31.0    
Operating costs and expenses 8.0 $ 8.0 23.0 $ 23.0  
Other liabilities 10.0   10.0   $ 9.0
Employees and Minority Shareholders [Member]          
Related Party Transaction [Line Items]          
Current operating lease liabilities 5.0   5.0    
Noncurrent operating lease liabilities $ 24.0   $ 24.0    
Employees and Minority Shareholders [Member] | Operating Lease Liabilities, Current [Member] | Related Party Concentration Risk[Member]          
Related Party Transaction [Line Items]          
Concentration risk percentage     6.90%    
Employees and Minority Shareholders [Member] | Operating Lease Liabilities, Non-Current [Member] | Related Party Concentration Risk[Member]          
Related Party Transaction [Line Items]          
Concentration risk percentage     7.60%    
Employees and Minority Shareholders [Member] | Minimum [Member]          
Related Party Transaction [Line Items]          
Remaining operating lease term 1 year   1 year    
Employees and Minority Shareholders [Member] | Maximum [Member]          
Related Party Transaction [Line Items]          
Remaining operating lease term 14 years   14 years    
v3.23.3
Insider Trading Arrangements
 3 Months Ended
Sep. 30, 2023
shares
Insider Trading Arr [Line Items]  
Material Terms of Trading Arrangement
Rule 10b5-1 Trading Arrangements
 
During the three months ended September 30, 2023, (i)
Stanley M. Bergman
, the Company’s
Chairman of the
Board and Chief Executive Officer
, on behalf of himself and a family trust for which his wife serves
 
as co-trustee,
and (ii)
James P. Breslawski
, the Company’s
Vice Chairman and President
, each
adopted
 
a Rule
10b5-1
 
trading
arrangement which is a trading plan for the future sale of securities that
 
is intended to satisfy the affirmative
defense of Exchange Act
Rule
10b5-1
(c), as well as the requirements of the Company’s insider trading policy. Each
plan is subject to an initial “cooling off” period during which there may be no transactions
 
between the adoption
date and a date that is the later of 90 days or two business days following
 
the Company’s filing of its next quarterly
report on Form 10-Q or Annual Report on form 10-K.
 
On
September 8, 2023
, Mr. Bergman and the Bergman
Family 2010 Trust #2 adopted the trading plan to sell a total of
56,886
 
shares (
40,152
 
shares to be sold by Mr.
Bergman and
16,734
 
shares to be sold by the Bergman Family 2010 Trust #2) based on limit orders at specified
prices, with a term of eight months (
i.e.,
through May 7, 2024).
 
On
September 19, 2023
, Mr. Breslawski adopted
the trading plan to sell
9,085
 
shares based on limit orders at specified prices, with a term through
 
December 31,
2024.
Non-Rule 10b5-1 Arrangement Adopted false
Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Terminated false
Stanley M. Bergman [Member]  
Insider Trading Arr [Line Items]  
Name Stanley M. Bergman
Title Chairman of the Board and Chief Executive Officer
Rule 10b5-1 Arrangement Adopted true
Adoption Date September 8, 2023
Aggregate Available 40,152
James P. Breslawski [Member]  
Insider Trading Arr [Line Items]  
Name James P. Breslawski
Title Vice Chairman and President
Rule 10b5-1 Arrangement Adopted true
Adoption Date September 19, 2023
Aggregate Available 9,085
Bergman Family 2010 Trust #2 [Member]  
Insider Trading Arr [Line Items]  
Rule 10b5-1 Arrangement Adopted true
Adoption Date September 8, 2023
Aggregate Available 16,734
Stanley M. Bergman and Bergman Family 2010 Trust #2 [Member]  
Insider Trading Arr [Line Items]  
Rule 10b5-1 Arrangement Adopted true
Adoption Date September 8, 2023
Aggregate Available 56,886