Q1 Fiscal 2017 Results May 9, 2017 Cautionary Statements - - PowerPoint PPT Presentation

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Q1 Fiscal 2017 Results May 9, 2017 Cautionary Statements - - PowerPoint PPT Presentation

US Foods Holding Corporation Q1 Fiscal 2017 Results May 9, 2017 Cautionary Statements Forward-Looking Statements This presentation and related comments by management contain forward-looking statements within the meaning of the federal


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Q1 Fiscal 2017 Results

US Foods Holding Corporation May 9, 2017

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Cautionary Statements

Forward-Looking Statements This presentation and related comments by management contain “forward-looking statements” within the meaning of the federal securities laws. Forward- looking statements include information concerning our liquidity and our possible or assumed future results of operations, including descriptions of our business strategies. These statements often include words such as “believe,” “expect,” “project,” “anticipate,” “intend,” “plan,” “estimate,” “target,” “seek,” “will,” “may,” “would,” “should,” “could,” “forecasts,” “mission,” “strive,” “more,” “goal,” or similar expressions. The statements are based on assumptions that we have made, based on our experience in the industry as well as our perceptions of historical trends, current conditions, expected future developments, and other factors we think are appropriate. We believe these judgments are reasonable. However, you should understand that these statements are not guarantees of performance or results. Our actual results could differ materially from those expressed in the forward-looking statements. There are a number

  • f risks, uncertainties, and other important factors, many of which are beyond our control, that could cause our actual results to differ materially from the

forward-looking statements contained in this presentation. Such risks, uncertainties, and other important factors include, among others: our ability to remain profitable during times of cost inflation/deflation, commodity volatility, and other factors; industry competition and our ability to successfully compete; our reliance on third-party suppliers, including the impact of any interruption of supplies or increases in product costs; risks related to our indebtedness, including our substantial amount of debt, our ability to incur substantially more debt, and increases in interest rates; restrictions and limitations placed on us by our agreements and instruments governing our debt; any change in our relationships with group purchasing organizations; any change in our relationships with long-term customers; our ability to increase sales to independent restaurant customers; our ability to successfully consummate and integrate acquisitions; our ability to achieve the benefits that we expect from our cost savings initiatives; shortages of fuel and increases or volatility in fuel costs; any declines in the consumption of food prepared away from home, including as a result of changes in the economy or other factors affecting consumer confidence; liability claims related to products we distribute; our ability to maintain a good reputation; costs and risks associated with labor relations and the availability of qualified labor; changes in industry pricing practices; changes in competitors’ cost structures; our ability to retain customers not obligated by long-term contracts to continue purchasing products from us; environmental, health and safety costs; costs and risks associated with government laws and regulations, related to environmental, health, safety, food safety, transportation, labor and employment, and changes in existing laws

  • r regulations; technology disruptions and our ability to implement new technologies; costs and risks associated with a potential cybersecurity incident; our

ability to manage future expenses and liabilities associated with our retirement benefits and pension plans; disruptions to our business caused by extreme weather conditions; costs and risks associated with litigation; changes in consumer eating habits; costs and risks associated with our intellectual property protections; and risks associated with potential infringements of the intellectual property of others. For a detailed discussion of these risks and uncertainties, see the section entitled “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2016, which was filed with the Securities and Exchange Commission (“SEC”) on February 28, 2017. All forward-looking statements made in this presentation are qualified by these cautionary statements. The forward-looking statements contained in this presentation speak only as of the date of this presentation. We undertake no obligation, other than as may be required by law, to update or revise any forward-looking or cautionary statements to reflect changes in assumptions, the occurrence of events, unanticipated or otherwise, or changes in future operating results over time or otherwise. Comparisons of results between current and prior periods are not intended to express any future trends, or indications of future performance, unless expressed as such, and should only be viewed as historical data.

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Cautionary Statements

Non-GAAP Financial Measures This presentation contains unaudited financial measures which are not required by, or presented in accordance with, accounting principles generally accepted in the United States of America (“GAAP”). We provide EBITDA, Adjusted EBITDA, Adjusted Diluted EPS, Adjusted Gross Profit, Adjusted Operating Expense, Net Debt and Adjusted Net Income as supplemental measures to GAAP regarding the Company’s operational performance. These non- GAAP financial measures exclude the impact of certain items and, therefore, have not been calculated in accordance with GAAP. We believe EBITDA and Adjusted EBITDA provide meaningful supplemental information about our operating performance because they exclude amounts that we do not consider part of our core operating results when assessing our performance. Examples of items excluded from Adjusted EBITDA include Restructuring charges, Loss

  • n extinguishment of debt, Sponsor fees, Share-based compensation expense, Pension settlements, the non-cash impact of LIFO reserve adjustments,

Business transformation costs (business costs associated with the redesign of systems and processes), and other items as specified in our debt agreements. We are not providing a reconciliation of our full year 2017 Adjusted EBITDA or Adjusted Diluted EPS outlook because we are not able to accurately estimate all of the adjustments on a forward-looking basis and such items could have a significant impact on our GAAP financial results as a result of their variability. We believe Adjusted Net income is a useful measure of operating performance for both management and investors because it excludes items that are not reflective of our core operating performance and provides an additional view of our operating performance including depreciation, amortization, interest expense, and income taxes on a consistent basis from period to period. Adjusted Net income is Net income (loss) excluding such items as Restructuring charges, Loss on extinguishment of debt, Sponsor fees, Share-based compensation expense, Pension settlements, Business transformation costs (business costs associated with the redesign of systems and processes), and other items, and adjusted for the tax effect of the exclusions and discrete tax

  • items. We believe that Adjusted Net income is used by investors, analysts and other interested parties to facilitate period-over-period comparisons and

provides additional clarity as to how factors and trends impact our operating performance. We use Net Debt to review the liquidity of our operations. Net Debt is defined as long-term debt plus the current portion of long-term debt net of the Senior Notes premium, Deferred financing fees, restricted cash held on deposit in accordance with our credit agreements, and total Cash and cash equivalents remaining on the balance sheet as of April 1, 2017. We believe that Net Debt is a useful financial metric to assess our ability to pursue business

  • pportunities and investments. Net Debt is not a measure of our liquidity under GAAP and should not be considered as an alternative to Cash Flows From

Operating or Financing Activities. Management uses these non-GAAP financial measures (a) to evaluate the Company’s historical and prospective financial performance as well as its performance relative to its competitors as they assist in highlighting trends, (b) to set internal sales targets and spending budgets, (c) to measure operational profitability and the accuracy of forecasting, (d) to assess financial discipline over operational expenditures, and (e) as an important factor in determining variable compensation for management and employees. EBITDA and Adjusted EBITDA are also used for certain covenants and restricted activities under

  • ur debt agreements. We believe these non-GAAP financial measures are frequently used by securities analysts, investors and other interested parties to

evaluate companies in our industry. We caution readers that amounts presented in accordance with our definitions of EBITDA, Adjusted EBITDA, Net Debt and Adjusted Net income may not be the same as similar measures used by other companies. Not all companies and analysts calculate EBITDA, Adjusted EBITDA, Net Debt or Adjusted Net income in the same manner. We compensate for these limitations by using these non-GAAP financial measures as supplements to GAAP financial measures and by presenting the reconciliations of the non-GAAP financial measures to their most comparable GAAP financial measures.

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We are pleased with Q1 2017 fiscal results

  • Good operating results; 6.1% adjusted EBITDA growth
  • Delivering on promise of Great Food Made Easy strategy
  • Growth in target customer types
  • Progress on cost reduction initiatives
  • Closed two acquisitions in Q1
  • Strong balance sheet; solid cash flow, ample liquidity
  • 2017 guidance unchanged; 7-10% Adjusted EBITDA and 15-

20% Net Income growth

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Growth across all customer types drove third consecutive quarter of 4% volume growth

CASE GROWTH BY QUARTER*

YoY Change

* Q4 2015 and 2016 growth figures normalized to adjust for 53rd week in 2015 ** Primarily weather and calendar timing on a YoY basis

  • 2%

0% 2% 4% 6% 8% 10% Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 IND Case Growth HC/Hosp Case Growth Total Case Growth

2017 2016 2015

4

Case Growth with Independent Restaurant Customers

YoY percent change*

Total Case Growth

YoY percent change* 6.5% 4.6% 3.5% 3.8% 2.8% 8.0% 6.8% 5.4% 6.1% 4.0% Q1 Q2 Q3 Q4 Q1 Acquisitions

2016 2017

Organic

2016 2017

1.8% 1.7% 2.0% 2.7% 2.4% 1.2% 4.0% 4.1% 4.3% Q1 Q2 Q3 Q4 Q1 Acquisitions Organic Normalized** Organic Growth

4.0% 4.2% 3.8%

~(100) bps from weather and timing

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Continued favorable outlook for independent restaurants

1 2 3 4 1.7% 3.0% 2018-2021 2.1% 2015 2.5% 0.4% 2.8% 2017 0.7% 2.5% 2016

National Chains Independents Source: Pentallect and Critical Mix consumer research 2017

Real Growth %

IND: Independent Restaurants; NC: National Chains Note: Independents include Independent Restaurants and small chains (up to 10 units); National Chains is the top 100 chains Source: Technomic February 2017

IND NC IND NC IND NC Jul 2016 Forecast 3.6% 1.8% 3.1% 1.7% 2.9% 1.6% 2016 2017 2018-2021

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Product innovation continues to drive profitable sales growth

  • Spring 2017 Scoop focused on millennials has wide

appeal

  • 22 products with a 59% customer trial rate
  • Continued focus on growth of sustainable product
  • ffering under Serve Good brand
  • 80+ sustainable products launched in Q1
  • Approximately 250 sustainable products in total
  • Completed transition to clean ingredient deck for top tier brands1
  • Scoop continues to drive profitable growth
  • 8% incremental case growth*
  • 6% increase in customer retention rate*
  • Almost 90% of Scoop products launched over last the four years

are still being sold today

* 2016 fiscal year

1 Top tier brands include: Chef’s Line, Stock Yards, Metro Deli and Rykoff Sexton

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We continue to invest in our digital ecosystem to maintain our competitive advantage

  • Digital e-commerce and mobile
  • rdering platform
  • 53% of independent restaurant sales
  • Personalized offers powered by

CookBook

  • Applications to optimize operations
  • Menu profitability
  • Labor productivity
  • Value added services
  • Social media and restaurant industry

partnerships drive growth

  • Restaurant Operations Consultants
  • E-commerce continues to drive profitable

growth

  • 5% incremental case growth*
  • 5% increase in customer retention rate*

* 2016 fiscal year

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Multi-year portfolio of cost reduction initiatives on track and yielding good results

  • Field re-organization
  • Streamlined corporate organization
  • Enhanced shared business services
  • Centralized Purchasing
  • Indirect spend centralization
  • Supply chain continuous improvement

Initiatives Status Expected Completion Q3 2016 Q1 2017 Q4 2018 Q4 2017 Q4 2018 Q4 2020

  • Just Starting

Completed

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Just Starting Just Starting

ACQUISITIONS

ANNOUNCED

FINANCIAL TARGETS SALES INTEGRATION

VALUE CREATION LEVERS

Wisconsin – Dec 2015 Massachusetts – Mar 2016 New York – Sept 2016 Ohio – May 2016 Florida – Oct 2016

ANNUAL SALES $ Millions

$120 $100 $26 $130 $80

INTEGRATION STATUS

Broadline Distributors + Grow independent restaurant share + Facility consolidation/network

  • ptimization

+ Private brand growth + SG&A synergies Specialty Distributors + Grow category share + Private brand growth + Strengthen distribution assets + Strengthen category capabilities + SG&A synergies

M&A continues to be a meaningful contributor to our strategy and results

Rhode Island – Feb 2017 Alabama – Mar 2017

$80 $60

California – Apr 2017

$55

9

NM

NM – not meaningful

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Volume growth impact on sales was partially offset by deflation

Q1 Net Sales

$ Millions b/(w)

3.5%

RESULTS SUMMARY

Net Sales gains coming from:

  • New customer wins
  • Volume growth with existing customers
  • independent restaurants
  • healthcare & hospitality

~(240) bps Q4 2016 Q1 2017 ~(80) bps

Improving deflationary environment:

  • YoY deflation still present in Q1
  • Select product categories experienced

month over month inflation during quarter

Acquisition Mix Product Deflation

Deflation Trend

Case Growth 4.3% Deflation/Mix (.8%)

$5,593 $5,788 2017 2016

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Gross profit gains from both volume and margin expansion RESULTS SUMMARY

Gross Profit dollar gains coming from:

  • Organic case volume increases
  • Acquisitions
  • Margin expansion initiatives such as:
  • Sourcing COGS reductions
  • CookBook pricing
  • Customer mix
  • Private label growth

Partially offset by:

  • LIFO reserve impact

Adjusted Gross Profit margin, which excludes impact of LIFO, increased 40bps from the prior year

Q1 Gross Profit

$ Millions; Percent of Sales b/(w)

$960 $991 2016 2017 17.2% 17.1% 3.2% (10) bps

* Reconciliations of non-GAAP measures are provided in the Appendix

Q1 Adjusted Gross Profit*

$ Millions; Percent of Sales b/(w)

$949 $1,001 2016 2017 40 bps 16.9% 17.3% 5.5%

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Increased OPEX coming primarily from higher volume RESULTS SUMMARY

Q1 Operating Expense

$ Millions; Percent of Sales b/(w)

$875 $915 2016 2017 15.6% 15.8% 4.6% (20) bps

* Reconciliations of non-GAAP measures are provided in the Appendix

Q1 Adjusted Operating Expense*

$ Millions; Percent of Sales b/(w)

$746 $786 2016 2017 (30) bps (30) bps 13.3% 13.6%

OPEX increase from:

  • Primarily increased organic and

acquisition volume

  • Higher auto insurance related charges
  • Higher employee related costs
  • Partially offset by cost reduction initiatives
  • Corporate cost
  • Field reorganization

5.4%

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Q1 Adjusted EBITDA*

$ Millions; Percent of Sales b/(w)

$203 $215 2016 2017

Profitability metrics show good improvement

$13 $28 $27 $40 GAAP Adjusted*

Q1 Net Income

$ Millions

6.1%

3.6% 3.7%

2016 2017

* Reconciliations of non-GAAP measures are provided in the Appendix Percentages and amounts may not add due to rounding

$85 $203 GAAP Adjusted* $77 $215

Q1 Operating Income

$ Millions

Q1 2016 Q1 2017 Diluted EPS $0.08 $0.12 Adj Diluted EPS $0.16 $0.18 10 bps 10 bps

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Q1 Operating Cash Flow

$ Millions

Q1 Net Debt* and Leverage

$ Millions

Q1 Interest Expense

$ Millions, Percent Change b/(w)

Strong cash flow and continued deleveraging

$137 $122

2016 2017

Leverage **

$71 $42

2016 2017

* Reconciliations of non-GAAP measures are provided in the Appendix ** Net Debt / LTM Adjusted EBITDA

$4,871 $3,703

5.3x 3.8x 2016 2017

41%

2016 2017

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2017 Guidance Mid-Term Targets Unit Growth 2 – 4% 2 – 4% Net Sales Growth 1 – 3% 4 – 6% Adjusted EBITDA Growth 7 - 10% 7 - 10% Net Income Growth 15 – 20% Over 15% Net Debt/Adjusted EBITDA

(ex Future Acquisitions)

~3x Cash CAPEX

(ex Future Acquisitions)

$230 - $250M ~1% of sales Interest Expense $180 - $190M Depreciation & Amortization $370 - $380M Effective Tax Rate ~39% ~39% Cash Income Taxes $25 - $35M Adjusted Diluted EPS $1.26 - $1.40

No change to 2017 guidance or mid-term targets

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APPENDIX:

  • Q1 FISCAL 2017 SUMMARY
  • NON-GAAP RECONCILIATIONS
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First Quarter Financial Performance

$ in millions, except per share data* Quarter Ended April 1, 2017 Quarter Ended April 2, 2016 Change Quarter Ended April 1, 2017 Quarter Ended April 2, 2016 Change

Case Growth 4.3 % Net Sales $5,788 $5,593 3.5 % Gross Profit $991 $960 3.2 % $1,001 $949 5.5 % % of Net Sales 17.1% 17.2% (10) bps 17.3% 16.9% 40 bps Operating Expenses $915 $875 4.6 % $786 $746 5.4 % % of Net Sales 15.8% 15.6% (20) bps 13.6% 13.3% (30) bps Operating Income $77 $85 (9.4%) $215 $203 5.9% Net Income $27 $13 107.7% $40 $28 42.9% Diluted EPS $0.12 $0.08 50.0% $0.18 $0.16 12.5% Adjusted EBITDA $215 $203 6.1% Adjusted EBITDA Margin (2) 3.7% 3.6% 10 bps

* Individual components may not add to total presented due to rounding. (1) Reconciliations of these non-GAAP measures are provided in the Appendix. (2) Represents Adjusted EBITDA as a percentage of Net Sales.

Reported

(unaudited)

Adjusted(1)

(unaudited)

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Non-GAAP Reconciliation - Adjusted Gross Profit and Adjusted Operating Expenses

($ in millions)*

April 1, 2017 April 2, 2016

Gross Profit (GAAP) 991 $ 960 $ LIFO reserve change (1) 10 (11) Adjusted Gross Profit (Non-GAAP) 1,001 $ 949 $ Operating Expenses (GAAP) 915 $ 875 $ Adjustments: Depreciation and amortization expense (108) (103) Sponsor fees (2)

  • (2)

Restructuring charges (3) (2) (11) Share-based compensation expense (4) (3) (5) Business transformation costs (5) (13) (9) Other (6) (3) 1 Adjusted Operating Expenses (Non-GAAP) 786 $ 746 $ *Individual components may not add to total presented due to rounding (1) (2) (3) (4) (5) (6) Consists primarily of severance and related costs and organizational realignment costs. Share-based compensation expense for vesting of stock awards and share purchase plan. Consists primarily of costs related to significant process and systems redesign across multiple functions. Other includes gains, losses or charges as specified under USF’s debt agreements.

Quarter Ended

(unaudited) Consists of fees paid to the Sponsors for consulting and management advisory services. On June 1, 2016, the consulting and management agreements with each of the Sponsors were terminated for an aggregate termination fee of $31 million. Represents the non-cash impact of LIFO reserve adjustments.

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Non-GAAP Reconciliation - Adjusted Operating Income

($ in millions)*

April 1, 2017 April 2, 2016

Operating Income 77 $ 85 $ Adjustments: Depreciation and amortization expense 108 103 Sponsor fees (1)

  • 2

Restructuring charges (2) 2 11 Share-based compensation expense (3) 3 5 LIFO reserve change (4) 10 (11) Business transformation costs (5) 13 9 Other (6) 3 (1) Adjusted Operating Income 215 $ 203 $ *Individual components may not add to total presented due to rounding (1) (2) (3) (4) Represents the non-cash impact of LIFO reserve adjustments. (5) (6) Other includes gains, losses or charges as specified under USF’s debt agreements.

Quarter Ended

(unaudited) Consists of fees paid to the Sponsors for consulting and management advisory services. On June 1, 2016, the consulting and management agreements with each of the Sponsors were terminated for an aggregate termination fee of $31 million. Consists primarily of severance and related costs and organizational realignment costs. Share-based compensation expense for vesting of stock awards and share purchase plan. Consists primarily of costs related to significant process and systems redesign across multiple functions.

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Non-GAAP Reconciliation - Adjusted EBITDA and Adjusted Net Income

($ in millions)*

April 1, 2017 April 2, 2016

Net income (GAAP) 27 $ 13 $ Interest expense, net 42 71 Income tax provision 8 1 Depreciation and amortization expense 108 103 EBITDA (Non-GAAP) 184 187 Adjustments: Sponsor fees (1)

  • 2

Restructuring charges (2) 2 11 Share-based compensation expense (3) 3 5 LIFO reserve change (4) 10 (11) Business transformation costs (5) 13 9 Other (6) 3 (1) Adjusted EBITDA (Non-GAAP) 215 $ 203 $ Adjusted EBITDA (Non-GAAP) 215 $ 203 $ Depreciation and amortization expense (108) (103) Interest expense, net (42) (71) Income tax provision, as adjusted (7) (25) (1) Adjusted Net income (Non-GAAP) 40 $ 28 $

*Individual components may not add to total presented due to rounding (1) (2) (3) (4) (5) (6) (7) Represents our income tax provision adjusted for the tax effect of pre-tax items excluded from Adjusted Net income and the removal

  • f applicable discrete tax items. Applicable discrete tax items include changes in tax laws or rates, changes related to prior year

unrecognized tax benefits, discrete changes in valuation allowances, and excess tax benefits associated with share-based

  • compensation. The tax effect of pre-tax items excluded from Adjusted Net income is computed using a statutory tax rate after taking

into account the impact of permanent differences and valuation allowances. We maintained a valuation allowance against federal and state net deferred tax assets in the 13-week period ended April 2, 2016. The result was an immaterial tax effect related to pre- tax items excluded from Adjusted Net income in the 13-week period ended April 2, 2016.

Quarter Ended

(unaudited)

Consists of fees paid to the Sponsors for consulting and management advisory services. On June 1, 2016, the consulting and management agreements with each of the Sponsors were terminated for an aggregate termination fee of $31 million. Consists primarily of severance and related costs and organizational realignment costs. Share-based compensation expense for vesting of stock awards and share purchase plan. Represents the non-cash impact of LIFO reserve adjustments. Consists primarily of costs related to significant process and systems redesign across multiple functions. Other includes gains, losses or charges as specified under USF’s debt agreements.

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Non-GAAP Reconciliation - Adjusted Diluted Earnings Per Share (EPS)

April 1, 2017 April 2, 2016

Diluted EPS (GAAP) 0.12 $ 0.08 $ Sponsor fees (1)

  • 0.01

Restructuring charges (2) 0.01 0.06 Share-based compensation expense (3) 0.01 0.03 LIFO reserve change (4) 0.04 (0.06) Business transformation costs (5) 0.06 0.05 Other (6) 0.01 (0.01) Income tax impact of adjustments (7) (0.08)

  • Adjusted Diluted EPS (Non-GAAP)

0.18 $ 0.16 $ Weighted-average diluted shares outstanding 226,323,410 171,499,932

*Individual components may not add to total presented due to rounding (1) (2) (3) (4) (5) (6) (7) Share-based compensation expense for vesting of stock awards and share purchase plan. Represents the non-cash impact of LIFO reserve adjustments. Consists primarily of costs related to significant process and systems redesign across multiple functions. Represents our income tax provision adjusted for the tax effect of pre-tax items excluded from Adjusted Net income and the removal of applicable discrete tax items. Applicable discrete tax items include changes in tax laws or rates, changes related to prior year unrecognized tax benefits, discrete changes in valuation allowances, and excess tax benefits associated with share-based compensation. The tax effect of pre-tax items excluded from Adjusted Net income is computed using a statutory tax rate after taking into account the impact of permanent differences and valuation allowances. We maintained a valuation allowance against federal and state net deferred tax assets in the 13-week period ended April 2, 2016. The result was an immaterial tax effect related to pre-tax items excluded from Adjusted Net income in the 13-week period ended April 2, 2016.

Quarter Ended*

(unaudited) Consists of fees paid to the Sponsors for consulting and management advisory services. On June 1, 2016, the consulting and management agreements with each of the Sponsors were terminated for an aggregate termination fee of $31 million. Consists primarily of severance and related costs and organizational realignment costs. Other includes gains, losses or charges as specified under USF’s debt agreements.

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Non-GAAP Reconciliation – Net Debt and Net Leverage Ratios

($ in millions)*

April 1, 2017 December 31, 2016 April 2, 2016

(unaudited) (unaudited)

Total debt (GAAP) 3,855 $ 3,782 5,030 $ Old Senior Notes premium

  • (11)

Restricted cash

  • (6)

Cash and cash equivalents (152) (131) (142) Net Debt (Non-GAAP) 3,703 $ 3,651 $ 4,871 $ Adjusted EBITDA (1) 984 $ 972 $ 920 $ Net Leverage Ratio (2) 3.8 3.8 5.3

*Individual components may not add to total presented due to rounding (1) (2) Net debt/(TTM) Adjusted EBITDA Trailing Twelve Months (TTM) EBITDA

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