PFGC 10/10/2023 Shareholder/Stockholder Letter Transcript:
2023
ANNUAL
REPORT
TO OUR STOCKHOLDERS
We see a bright future for our Convenience
segment and believe we are uniquely positioned
to offer a full range of products and services to
the U.S. convenience operator.
ESG PROGRESS
During fiscal 2023, PFG also made progress
on our Environmental, Social and Governance
( ESG ) initiatives. We published our third
annual ESG report, which highlighted the
progress we ve made on a range of metrics.
Our company remains focused on reaching key
goals around energy efficiency, greenhouse gas
emissions, waste management and responsible
sourcing. Our leadership recognizes the
importance of these initiatives and is committed
to integrating our ESG efforts across our
business. Our ESG performance is embedded
into the fabric of our company and will help
guide us as we deliver exceptional service and
value to our customers. Our fiscal 2023 financial
results included:
GEORGE L. HOLM
Our organization had another excellent year
in fiscal 2023, with strong execution across
our business units and solid top- and bottomline growth contributing to our strong financial
position. We made significant strides during the
fiscal year as the macro-economic environment
continued to recover, which allowed us to grow
our business while improving upon our efficiency
and generating record cash flow.
All three of our operating segments contributed
to the results, with rapid growth in some of our
most profitable businesses. In Foodservice, this
was reflected in 6.2% organic case growth in
our Independent Restaurant business. This growth
accelerated in the back half of the fiscal year,
setting our company up for what we expect
will be a great fiscal 2024. We also had great
success with our company-owned brands, which
in fiscal 2023 represented approximately 52%
of total Independent Restaurant sales a record
for our company.
n
n
n
n
n
n
Total case volume growth of 6%
Net sales increased 13% to $57.3 billion
Gross profit improved 19% to $6.3 billion
Net income of $397.2 million
Adjusted EBITDA increased 34% to
$1.4 billion1
Diluted earnings per share ( EPS ) of $2.54
EXECUTING OUR STRATEGIC PRIORITIES
Our business is focused on three key strategic
priorities that guide how our organization
executes every day: 1) consistent, profitable
top-line growth, 2) Adjusted EBITDA profit
margin expansion and 3) leverage reduction.
I am pleased to report that we made great
progress in all three areas during fiscal 2023.
Our revenue, which increased 13% in the fiscal
year, was the result of strong sales growth
across our business segments and was achieved
despite lower inflation as we exited the fiscal
year. This is a testament to our company s ability
to drive case growth by adding business in key
accounts, gaining market share and expanding
into new lines of business. We have invested
behind technology and resources to support
our 35,000+ associates to help make their work
more efficient. We have introduced our new
Vistar improved through the fiscal year, as that
business continued to push into new lines of
business while growing the legacy channels.
As a result, Vistar experienced 23.6% revenue
growth for the fiscal year. Vistar remains an
important piece of our profit growth and margin
expansion.
Finally, our Convenience business has
progressed ahead of our original expectations,
with double-digit sales growth of food and
foodservice into the convenience store channel.
This growth was produced by a combination
of new business and organic same-store sales
growth. We are very pleased with the integration
of the Core-Mark organization, which has fit
nicely into our overall corporate structure.
online ordering platform, Customer First, to the
marketplace. We believe this new tool will make
our team more efficient and produce increased
cross-selling revenue opportunities across all
three business segments.
Our growth is focused on highly profitable
channels, which is one of the key drivers for our
second goal Adjusted EBITDA profit margin
expansion. During the fiscal year, we built
upon profitable revenue growth by being more
efficient as an organization and disciplined
on our cost line. The result was 34% Adjusted
EBITDA growth, representing 38 bps of Adjusted
EBITDA profit margin expansion improvement
over fiscal 2022.
This strong bottom-line result produced $832
million of operating cash flow during the fiscal
year. Our strong cash flow profile enabled
us to make significant investments to support
our business, including increased capacity to
support long-term growth.
We were also able to reduce our leverage
during the fiscal year, the third pillar of our
strategy. At the end of fiscal 2023, our net debt
to Adjusted EBITDA ratio was 2.9x, which is just
below the mid-point of our 2.5x to 3.5x target
range. I am incredibly pleased with the progress
our team has made on our financial position.
Our strong balance sheet allowed our company
to take advantage of the $300 million share
repurchase program authorized by our board
of directors last fall. During fiscal 2023, PFG
repurchased $11.2 million of our stock.
I am proud of how our organization finished the
fiscal year on a high note and excited for the
year ahead. I am grateful to all of our associates
who have worked hard to help make PFG a true
leader in our industry.
Best regards,
George L. Holm
Chairman of the Board of Directors
and Chief Executive Officer
October 10, 2023
0.2%
ADJUSTED EBITDA*
CAGR = 26.2%
in $ millions
2018
2019
2020
NET SALES
$427
Foodservice
Vistar
Convenience
Other
$476
$406
2021
2022
2023
$625
42.1%
TOTAL
$57.3 BILLION
$1,020
$1,363
7.9%
For a reconciliation of non-GAAP to GAAP measures, see the Appendix.
* Fiscal 2021 includes a 53rd week.
1
49.8%
UNITED
STATES
UNITED
STATES
UNITED
STATES
UNITED
STATESCOMMISSION
SECURITIES
AND
EXCHANGE
SECURITIES
AND
EXCHANGE
COMMISSION
SECURITIES
AND
EXCHANGE
COMMISSION
Washington,
D.C.
20549
SECURITIES AND
EXCHANGE
COMMISSION
Washington,
D.C.
20549
Washington, D.C. 20549
Washington,
Washington, D.C.
D.C. 20549
20549
(Mark One)
(Mark One)
(Mark
One)
(Mark
(Mark One)
One)
Form
10-K
Form
10-K
Form
Form 10-K
10-K
ANNUAL
REPORT
PURSUANT
TO
SECTION
13
OR
15(d)
OF
THE
SECURITIES
EXCHANGE
ANNUAL
REPORT
PURSUANT
TO
SECTION
13
OR
15(d)
OF
THE
SECURITIES
EXCHANGE
ANNUAL
REPORT
PURSUANT
TO
SECTION
13
OR
15(d)
OF
THE
SECURITIES
EXCHANGE
ANNUAL
REPORT
PURSUANT
TO
SECTION
13
OR
15(d)
OF
THE
SECURITIES
ACT
OF
1934
ANNUAL
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
EXCHANGE
ACT
OF
1934
ACT
OF
1934
For the fiscal year ended July 1, 2023
ACT
ACT OF
OF 1934
1934
For the fiscal year ended July 1, 2023
For
the fiscal
year
ended July
1,
2023
For
fiscal
year
1,
TRANSITION
REPORT
PURSUANT
TO
OR
15(d)
OF
THE
SECURITIES
For the
the
fiscalSECTION
year ended
ended July
July13
1, 2023
2023
TRANSITION
REPORT
PURSUANT
TO
SECTION
13
OR
15(d)
OF
THE
SECURITIES
TRANSITION
REPORT
PURSUANT
TO
SECTION
13
OR
15(d)
OF
THE
SECURITIES
TRANSITION
REPORT
PURSUANT
TO
SECTION
13
OR
15(d)
OF
THE
SECURITIES
EXCHANGE
ACT
OF
1934
TRANSITION
REPORT
PURSUANT
TO
SECTION
13
OR
15(d)
OF
THE
SECURITIES
EXCHANGE
ACT
OF
1934
EXCHANGE ACT
ACT OF
OF 1934
1934
EXCHANGE
EXCHANGE ACT OF 1934 For
the transition period from
to
For the transition period from
to
For
the transition
period
from
to
Commission
File
Number 001-37578
For
period
from
to
For the
the transition
transition
period
from
to
Commission
File
Number 001-37578
Commission
File
Number
001-37578
Commission
Commission File
File Number
Number 001-37578
001-37578
Performance
Food Group
Company
Performance
Performance Food
Food Group
Group Company
Company
(Exact name of registrant as specified in its charter)
(Exact name of registrant as specified in its charter)
(Exact
name of
registrant as
specified in
its charter)
(Exact
(Exact name
name of
of registrant
registrant as
as specified
specified in
in its
its charter)
charter)
Delaware
43-1983182
Delaware
43-1983182
Delaware
43-1983182
(State or other
jurisdiction of
(IRS
Employer
Delaware
43-1983182
(State or other
jurisdiction of
(IRS
Employer
Delaware
43-1983182
incorporation
or
organization)
Identification
No.)
(State
or
other
jurisdiction
of
(IRS
Employer
(State or
or other
otherorjurisdiction
jurisdiction
of
(IRS
Employer
incorporation
organization)
Identification
No.)
(State
of
(IRS
Employer
incorporation
or
organization)
Identification
No.)
incorporation
or
organization)
Identification
No.)
12500 West Creek
Parkway
incorporation
or
organization)
Identification
No.)
12500 West Creek Parkway
Richmond,
Virginia
23238
(804)
484-7700
12500
West
Creek
Parkway
12500
West Creek
Creek
Parkway
Richmond,
Virginia
23238
(804) 484-7700
12500
West
Parkway
Richmond,
Virginia
23238
(804)
484-7700
(Address of principal
executive
offices,
including zip code)
(Registrant s telephone
number,
including area code)
Richmond,
Virginia
23238
(804)
484-7700
(Address of principal
executive
offices,
including zip code)
(Registrant s telephone
area code)
Richmond,
Virginia
23238
(804)number,
484-7700including
(Address
of principal
executive
offices,
including zip
code)
(Registrant s
telephone
number,
including
area code)
(Address
zip
code)
(Registrant s
telephone
number,
including
Securities
registered
pursuant to Section 12(b)
of the Act:
(Address of
of principal
principal executive
executive offices,
offices, including
including
zip
code)
(Registrant s
telephone
number,
including area
area code)
code)
pursuant to Section 12(b) of the Act:
Securities
registered
Securities
registered
pursuant
to
Section
12(b)
of
the
Act:
Securities
registered
pursuant
to
Section
12(b)
of
the
Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Securities
registered
pursuant
to
Section
12(b)
of
the
Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Title
of
class
Trading
Symbol(s)
Name
each
exchange
which
Common
Stock,
$0.01
par value
PFGC
Stockon
Title
of each
each
class
Trading
Symbol(s)
Name of
ofNew
eachYork
exchange
onExchange
which registered
registered
Common
Stock,
$0.01
par value
PFGC
New
York
Stockon
Exchange
Title
of
each
class
Trading
Symbol(s)
Name
of
each
exchange
which
registered
Common
Stock,
$0.01
par
value
PFGC
New
Common Stock,
Stock, $0.01
$0.01 par
par value
value
PFGC
New York
York Stock
Stock Exchange
Exchange
Securities registeredPFGC
pursuant to Section 12(g) of the Act: None New
Common
York
Stock
Exchange
Securities registered pursuant to Section 12(g) of the Act: None
Securities
Securities registered
registered pursuant
pursuant to
to Section
Section 12(g)
12(g) of
of the
the Act:
Act: None
None
registered
Section
12(g)
of
the
Act:
None
Indicate by check mark if the registrant is aSecurities
well-known
seasonedpursuant
issuer, as to
defined
in Rule
405
of the
Securities
Act. Yes No
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes No
Indicate
well-known
seasoned
issuer,
as
defined
in
Rule
405
of
the
Securities
Act.
No
Indicate by
by check
check mark
mark if
if the
the registrant
registrant is
is anot
required
to
file
reports
pursuant
to
Section
13
or
Section
15(d)
of the
Act. Yes
Yes
well-known
seasoned
issuer,
as defined
defined
in Rule
Rule
405
of the
the Securities
Securities
Act.
Yes
NoNo
aa well-known
issuer,
as
in
of
Act.
Indicate by check mark if the registrant is not
required toseasoned
file reports
pursuant
to Section
13 405
or Section
15(d) of the
Act. Yes
Yes
No
No
Indicate
by
check
mark
if
the
registrant
is
not
required
to
file
Section
of
the
Act.
Yes
No
whether
the registrant
(1) has filed
allreports
reportspursuant
required to
to Section
be filed 13
by or
Section
1315(d)
or 15(d)
of the
Securities
Exchange
Act of 1934 during
Indicate
by
check
mark
if
the
registrant
is
not
required
to
file
reports
pursuant
to
Section
13
or
Section
15(d)
of
the
Act.
Yes
No
whether
the registrant
(1) has filed
allreports
reportspursuant
required to
to Section
be filed 13
by or
Section
1315(d)
or 15(d)
of the
Securities
Exchange
of 1934 during
Indicate
by
check
mark
if
the
registrant
is
not
required
to
file
Section
of
the
Act.
Yes
No
Act
the preceding
12
months
(or
for
such
shorter
period
that
the
registrant
was
required
to
file
such
reports),
and
(2)
has
been
subject
to
such
filing
requirements
for during
the past
Indicate
by
check
mark
whether
the
registrant
(1)
has
filed
all
reports
required
to
be
filed
by
Section
13
or
15(d)
of
the
Securities
Exchange
Act
Indicate
by
check(or
mark
whether
the registrant
registrant
(1)the
hasregistrant
filed all
all reports
reports
required
to be
besuch
filedreports),
by Section
Section
13
or
15(d)
ofsubject
the Securities
Securities
Exchange
Act of
of 1934
1934
during
the preceding
12by
months
forwhether
such shorter
period that
was required
to file
and 13
(2)or
has
beenof
to such filing
requirements
for during
the past
Indicate
check
mark
the
(1)
has
filed
required
to
filed
by
15(d)
the
Exchange
Act
of
1934
the
preceding
12
months
(or
for
such
shorter
period
that
the
registrant
was
required
to
file
such
reports),
and
(2)
has
been
subject
to
such
filing
requirements
for
the
past
90
days.
Yes
No
the
preceding
(or
for
such
shorter
period
that
the
registrant
was
required
to
file
such
reports),
and
(2)
has
been
subject
to
such
filing
requirements
for
the
90
days.
Yes12
months
No
the
preceding
12
months
(or
for
such
shorter
period
that
the
registrant
was
required
to
file
such
reports),
and
(2)
has
been
subject
to
such
filing
requirements
for
the past
past
90
days.
Yes
No
Indicate
by
check
mark
whether
the
registrant
has
submitted
electronically
every
Interactive
Data
File
required
to
be
submitted
pursuant
to
Rule
405
of
90
days.
Yes
No
Indicate
by
check
mark
whether
the
registrant
has
submitted
electronically
every
Interactive
Data
File
required
to
be
submitted
pursuant
to
Rule
405
of
90 days.Indicate
Yes
No mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of
by
check
Regulation
S-T ( 232.405
of this
chapter)
during
the preceding
12 months
(or for such
shorter
periodData
thatFile
the registrant
was
required
topursuant
submit such
files).
Yes
Indicate
by
whether
the
registrant
has
electronically
every
Interactive
required
be
submitted
to
405
Regulation
S-T ( 232.405
of this
chapter)
the preceding
12 months
(or for such
periodData
thatFile
the registrant
submit such
files).
Yes
Indicate
by check
check mark
mark
whether
theduring
registrant
has submitted
submitted
electronically
everyshorter
Interactive
required to
towas
be required
submittedto
to Rule
Rule
405 of
of
Regulation
S-T ( 232.405
( 232.405
of this
this
chapter)
during
the preceding
preceding
12 months
months
(or for
for such
such
shorter
period that
that the
the registrant
registrant
was
required
topursuant
submit such
such
files).
Yes
No
Regulation
S-T
of
chapter)
during
the
12
(or
shorter
period
was
required
to
submit
files).
Yes
No
Regulation
S-T
( 232.405
of
this
chapter)
during
the
preceding
12
months
(or
for
such
shorter
period
that
the
registrant
was
required
to
submit
such
files).
Yes
No
Indicate
by
check
mark
whether
the
registrant
is
a
large
accelerated
filer,
an
accelerated
filer,
a
non-accelerated
filer,
a
smaller
reporting
company
or
an
No
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an
No
emerging
growthby
company.
Seewhether
the definitions
of large
filer, accelerated
filer, smaller
reporting company
and
emerging
growth
company
Indicate
check
mark
the
registrant
is
aaccelerated
large
accelerated
filer,
an accelerated
filer,
a non-accelerated
filer,
aa smaller
reporting
company
or
anin Rule
Indicate
check
mark
the
is
large
filer,
filer,
filer,
reporting
company
or
emerging
growthby
Seewhether
the definitions
of large
filer, accelerated
filer, smaller
reporting company
emerging
growth
company
Rule
bycompany.
check
mark
whether
the registrant
registrant
is aaaccelerated
large accelerated
accelerated
filer, an
an accelerated
accelerated
filer, aa non-accelerated
non-accelerated
filer, and
a smaller
smaller
reporting
company
or an
anin
emerging
growth
company.
See
the
definitions
of
large
accelerated
filer,
accelerated
filer,
smaller
reporting
company
and
emerging
growth
company
in Rule
12b-2
ofIndicate
the
Exchange
Act.
emerging
growth
company.
See
the
definitions
of
large
accelerated
filer,
accelerated
filer,
smaller
reporting
company
and
emerging
growth
company
12b-2
of
the
Exchange
Act.
emerging
growth
company.
See the definitions of large accelerated filer, accelerated filer, smaller reporting company and emerging growth company in
in Rule
Rule
12b-2
of
the
Exchange
Act.
12b-2
12b-2 of
of the
the Exchange
Exchange Act.
Act.
Large Accelerated Filer
Accelerated
Filer
Large Accelerated Filer
Accelerated Filer
Large
Filer
Accelerated
Filer
Large Accelerated
Accelerated
Filer
Accelerated
Filer Company
Non-accelerated
Filer
Smaller
Reporting
Large
Accelerated
Filer
Accelerated
Filer
Non-accelerated Filer
Smaller
Reporting
Company
Non-accelerated
Filer
Smaller
Reporting
Company
Non-accelerated
Filer
Smaller
Reporting
Company
Emerging
GrowthFiler
Company
Non-accelerated
Smaller
Reporting
Company
Emerging Growth Company
Emerging
Growth
Company
If
an
emerging
growth
company,
indicate
by
check
mark
if
the
registrant
has
elected
not
to
use
the
extended
transition
period
for
complying
with
any
new
or
Emerging
Growth
Company
If an
emerging
growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or
Emerging
Growth
Company
an
emerging
growth
company,
indicate
by
checktomark
if
the
registrant
has
electedAct.
not
to
the extended
transition period
for complying
with any
new or
revised If
financial
accounting
standards
provided
pursuant
Section
13(a)
of the Exchange
use
an
growth
company,
indicate
by
mark
if
registrant
has
not
revised If
financial
accounting
standards
provided
Section
13(a)
of the Exchange
use
If
an emerging
emerging
growth
company,
indicatepursuant
by check
checkto
mark
if the
the
registrant
has elected
electedAct.
not to
to
use the
the extended
extended transition
transition period
period for
for complying
complying with
with any
any new
new or
or
revised
financial
accounting
standards
pursuant
Section
13(a)
the
Exchange
Indicate
by
check mark
whetherprovided
the registrant
has to
filed
a report
on of
and
attestation
toAct.
its management s
assessment of the effectiveness of its internal control over
revised
financial
accounting
standards
provided
pursuant
to
Section
13(a)
of
the
Exchange
Act.
revised
financial
accounting
standards
provided
pursuant
to
Section
13(a)
of
the
Exchange
Act.
Indicate
by
check
mark
whether
the
registrant
has
filed
a
report
on
and
attestation
to
its
management s
assessment
of
the
effectiveness
of
its
internal
control
over
financialIndicate
reporting
under
Section
404(b) the
of the
Sarbanes-Oxley
(15 on
U.S.C.
7262(b)) by
the
registered public
accounting
firm
that preparedof
orits
issued
its audit
report.
by
check
mark
whether
registrant
has
filed
aaAct
report
and
attestation
to
its
management s
assessment
of
the
effectiveness
internal
control
over
Indicate
by
check
mark
whether
the
registrant
has
filed
report
on
and
attestation
to
its
management s
assessment
of
the
effectiveness
of
its
internal
control
over
financialIndicate
reporting
404(b) the
of the
Sarbanes-Oxley
(15 on
U.S.C.
7262(b)) by
registered public
accounting
that preparedof
orits
issued
its audit
report.
by under
check Section
mark whether
registrant
has filed aAct
report
and attestation
to the
its management s
assessment
of firm
the effectiveness
internal
control
over
financial reporting
reporting
under
Section
404(b) of
of the
the
Sarbanes-Oxley
Act
(15 U.S.C.
U.S.C.
7262(b)) by
by
the
registered public
public
accounting
firm
that prepared
prepared or
or issued
issued
its audit
audit
report.
financial
under
Section
404(b)
Sarbanes-Oxley
Act
(15
7262(b))
the
registered
accounting
firm
that
its
report.
financial
reporting
under
Section
404(b)
of
the
Sarbanes-Oxley
Act
(15
U.S.C.
7262(b))
by
the
registered
public
accounting
firm
that
prepared
or
issued
its
audit
report.
If
securities
are
registered
pursuant
to
Section
12(b)
of
the
Act,
indicate
by
check
mark
whether
the
financial
statements
of
the
registrant
included
in
the
filing
If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing
If
to
12(b)
the
reflect the
correctionare
of registered
an error topursuant
previously
issued financial
by
If securities
securities
are
registered
pursuant
to Section
Section
12(b) of
of statements.
the Act,
Act, indicate
indicate
by check
check mark
mark whether
whether the
the financial
financial statements
statements of
of the
the registrant
registrant included
included in
in the
the filing
filing
reflect the
correctionare
of registered
an error topursuant
previously
issued financial
statements.
by
If
securities
Section
12(b)
of
the
Act,
indicate
check
mark
whether
the
financial
statements
of
the
registrant
included
in
the
filing
reflect
the
correction
of
an
error
to
previously
issued
statements.
Indicate
by check
mark
whether
anytoof
thosefinancial
error
corrections
are
restatements
that
required
a recovery
analysis
of incentive-based
compensation
received
by
reflect
the
correction
of
an
error
to
previously
issued
financial
statements.
Indicate
by
check
mark
whether
any
of
those
error
corrections
are
restatements
that
required
a
recovery
analysis
of
incentive-based
compensation
received
by
reflect
the
correction
of
an
error
to
previously
issued
financial
statements.
Indicate
by
check
mark
whether
any
of
those
error
corrections
are
restatements
that
required
a
recovery
analysis
of
incentive-based
compensation
received
by
any of the
registrant's
executive
officers during
the
relevant
recovery period
pursuant to that
240.10D-1(b).
Indicate
by
check
mark
whether
any
of
those
error
corrections
are
restatements
required
a
recovery
analysis
of
incentive-based
compensation
received
by
any of the
registrant's
executive
officers during
the
relevant
recovery period
pursuant to that
240.10D-1(b).
Indicate
by
check
mark
whether
any
of
those
error
corrections
are
restatements
required
a
recovery
analysis
of
incentive-based
compensation
received
by
any of
of the
the
registrant's
executive
officers the
during
the relevant
relevant
recovery
period
pursuant
toRule
240.10D-1(b).
Exchange Act). Yes No
Indicate
by
check
mark
whether
registrant
is
a
shell
company
(as
defined
in
12b-2
of
the
any
registrant's
executive
officers
during
the
recovery
period
pursuant
to
240.10D-1(b).
any of the
registrant's
executive
officers the
during
the relevant
recovery
period
240.10D-1(b).
Indicate
by check
mark whether
registrant
is a shell
company
(as pursuant
defined intoRule
12b-2 of the Exchange Act). Yes No
Indicate
by
check
mark
whether
the
registrant
is
a
shell
company
(as
defined
in
Rule
12b-2
of
the
Exchange
Act).
Yes
No
At
December
30,
2022,
the
last
business
day
of
the
registrant s
most
recently
completed
second
fiscal
quarter,
the
aggregate
market
value
of
common
stock
held
by
check
mark
the
registrant
is
aa shell
company
(as
defined
in
Rule
12b-2
of
the
Exchange
Act).
Yes
No
Part III
III Indicate
of December
this Annual
Annual
Report
on Form
Form
10-K.
Theof
definitive
proxy most
statement
will
be
filed
with
the
Securities
and
Exchange
Commission
not
later than
than
120
days
At
30,Report
2022,
the
last
business
day
registrant s
completed
second
quarter,
theExchange
aggregate
of
common
stock
held
Indicate
by
check
mark whether
whether
the
registrant
isthe
shell
(as recently
defined
in
Rule
12b-2
ofon
thefiscal
Exchange
Act).
Yes
market
No
value
Part
of
this
on
10-K.
The
definitive
proxy
statement
will
be
with
the
Securities
and
Commission
not
later
120
days
by non-affiliates
was
$8,900,539,105
(based
on the
closing
salecompany
price
ofmost
common
stock
on filed
such
date
the
New
York
Stock
Exchange).
At
December
30,
2022,
the
last
business
day
of
the
registrant s
recently
completed
second
fiscal
quarter,
the
aggregate
market
value
of
common
stock
held
At
December
30,
2022,
the
last
business
day
of
the
registrant s
most
recently
completed
second
fiscal
quarter,
the
aggregate
market
value
of
common
stock
held
by
non-affiliates
was
$8,900,539,105
(based
on
the
closing
sale
price
of
common
stock
on
such
date
on
the
New
York
Stock
Exchange).
At
December
30,
2022,
the
last
business
day
of
the
registrant s
most
recently
completed
second
fiscal
quarter,
the
aggregate
market
value
of
common
stock
held
after
the
Registrant s
fiscal
year
ended
July
1,
20
2023.
by
non-affiliates
was
$8,900,539,105
(based
on
the
closing
sale
price
of
common
stock
on
such
date
on
the
New
York
Stock
Exchange).
after
the156,193,785
Registrant s
fiscalofyear
ended
Julycommon
1,the
20 stocksale
2023.
shares
the registrant's
were
outstanding
as of
August
9, 2023.
by
was
$8,900,539,105
(based
price
of
stock
on
date
156,193,785
of the registrant's
common
stocksale
were
outstanding
as of
August
9, 2023.
by non-affiliates
non-affiliates
wasshares
$8,900,539,105
(based on
on
the closing
closing
price
of common
common
stock
on such
such
date on
on the
the New
New York
York Stock
Stock Exchange).
Exchange).
156,193,785
shares
of the
the registrant's
common
stock
were
outstanding
as of
of
August
9,BY
2023.
DOCUMENTS
INCORPORATED
REFERENCE
156,193,785
were
outstanding
as
August
9,
2023.
DOCUMENTS
INCORPORATED
BY
REFERENCE
156,193,785 shares
shares of
of the registrant's
registrant's common
common stock
stock
were
outstanding
as
of
August
9,
2023.
DOCUMENTS
INCORPORATED
BY
REFERENCE
Portions of the Registrant s definitive proxy statement
to
be
filed
with
the
Securities
and
Exchange
Commission
pursuant
to Schedule 14A relating to the
DOCUMENTS
INCORPORATED
BYExchange
REFERENCE
Portions of the Registrant s definitive proxy statement
to be filedINCORPORATED
with the Securities and
Commission pursuant to Schedule 14A relating to the
DOCUMENTS
BY
REFERENCE
Registrant s
Annual
Meeting
of Stockholders,
to be held
on or to
about
November
15,
2023, areand
incorporated
by
reference in
response
to
Items 10,
11,relating
12, 13 to
andthe
14 of
Portions
of
the
Registrant s
definitive
proxy
statement
be
filed
with
the
Securities
Exchange
Commission
pursuant
to
Schedule
14A
Portions
of
the
Registrant s
definitive
proxy
statement
to
be
filed
with
the
Securities
and
Exchange
Commission
pursuant
to
Schedule
14A
Registrant s
Annual
Meeting
of
Stockholders,
to
be
held
on
or
about
November
15,
2023,
are
incorporated
by
reference
in
response
Items 10,
11,relating
12, 13 to
andthe
14 of
Portions
of the
Registrant s
definitive proxy
statement
to
be filed
with the15,
Securities
and
Exchange by
Commission
pursuant
to to
Schedule
14A
relating
to
the
Registrant s
Annual
Meeting
of
Stockholders,
to
be
held
on
or
about
November
2023,
are
incorporated
reference
in
response
to
Items
10,
11,
12,
13
and
14120
of
Registrant s
Annual
Meeting
of
Stockholders,
to
be
held
on
or
about
November
15,
2023,
are
incorporated
by
reference
in
response
to
Items
10,
11,
12,
13
and
of
Part
III
of
this
Annual
Report
on
Form
10-K.
The
definitive
proxy
statement
will
be
filed
with
the
Securities
and
Exchange
Commission
not
later
than
Part
III of this
Annual
Report
Form 10-K.toThe
definitive
proxy
statement15,will
be filed
with the Securities
andin
Exchange
not12,later
than14
Registrant s
Annual
Meeting
of on
Stockholders,
be held
on or about
November
2023,
are incorporated
by reference
response Commission
to Items 10, 11,
13 and
14120
of
Part
III
of
this
Annual
Report
on
Form
10-K.
The
definitive
proxy
statement
will
be
filed
with
the
Securities
and
Exchange
Commission
not
later
than
120
days
after the
days after
after the
the Registrant s
Registrant s fiscal
fiscal year
year ended
ended July
July 1,
1, 2023.
2023.
days
Registrant s fiscal year ended July 1, 2023.
PFG 10K 2023 092523.indd 1
9/25/23 4:12 PM
TABLE OF CONTENTS
Page
SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS .......................................................................................
1
PART I...................................................................................................................................................................................................
3
Item 1.
Business ...............................................................................................................................................................
3
Item 1A.
Risk Factors .........................................................................................................................................................
8
Item 1B.
Unresolved Staff Comments ................................................................................................................................
18
Item 2.
Properties .............................................................................................................................................................
19
Item 3.
Legal Proceedings ................................................................................................................................................
20
Item 4.
Mine Safety Disclosures ......................................................................................................................................
20
PART II .................................................................................................................................................................................................
21
Item 5.
Market for Registrant s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
21
Item 6.
[Reserved] ............................................................................................................................................................
22
Item 7.
Management s Discussion and Analysis of Financial Condition and Results of Operations ..............................
23
Item 7A.
Quantitative and Qualitative Disclosures About Market Risk .............................................................................
36
Item 8.
Financial Statements and Supplementary Data....................................................................................................
38
Item 9.
Changes in and Disagreements With Accountants on Accounting and Financial Disclosure .............................
80
Item 9A.
Controls and Procedures ......................................................................................................................................
80
Item 9B.
Other Information ................................................................................................................................................
81
Item 9C.
Disclosure Regarding Foreign Jurisdictions that Prevent Inspections .................................................................
81
PART III ................................................................................................................................................................................................
82
Item 10.
Directors, Executive Officers and Corporate Governance ..................................................................................
82
Item 11.
Executive Compensation .....................................................................................................................................
82
Item 12.
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters ...........
82
Item 13.
Certain Relationships and Related Transactions, and Director Independence ....................................................
82
Item 14.
Principal Accountant Fees and Services ..............................................................................................................
82
PART IV ................................................................................................................................................................................................
83
Item 15.
Exhibits and Financial Statement Schedules .......................................................................................................
83
Item 16.
Form 10-K Summary ...........................................................................................................................................
83
SIGNATURES ......................................................................................................................................................................................
PFG 10K 2023 092523.indd 2
88
9/25/23 4:01 PM
SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS
In addition to historical information, this Annual Report on Form 10-K (this Form 10-K ) may contain forward-looking
statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the Securities Act ), and Section 21E of
the Securities Exchange Act of 1934, as amended (the Exchange Act ), which are subject to the safe harbor created by those
sections. All statements, other than statements of historical facts included in this Form 10-K, including statements concerning our
plans, objectives, goals, beliefs, business strategies, future events, business conditions, our results of operations, financial position, our
business outlook, business trends and other information, are forward-looking statements. Words such as estimates, expects,
contemplates, will, anticipates, projects, plans, intends, believes, forecasts, may, should and variations of such
words or similar expressions are intended to identify forward-looking statements. The forward-looking statements are not historical
facts, and are based upon our current expectations, beliefs, estimates and projections, and various assumptions, many of which, by
their nature, are inherently uncertain and beyond our control. Our expectations, beliefs, estimates and projections are expressed in
good faith and we believe there is a reasonable basis for them. However, there can be no assurance that management s expectations,
beliefs, estimates and projections will result or be achieved, and actual results may vary materially from what is expressed in or
indicated by the forward-looking statements.
There are a number of 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 Form 10-K. Such risks, uncertainties and
other important factors that could cause actual results to differ include, among others, the risks, uncertainties and factors set forth
under Part I, Item 1A. Risk Factors in this Form 10-K ( Item 1A ), as such risk factors may be updated from time to time in our
periodic filings with the Securities and Exchange Commission (the SEC ), and are accessible on the SEC s website at www.sec.gov,
and also include the following:
economic factors, including inflation or other adverse changes such as a downturn in economic conditions or a public
health crisis, negatively affecting consumer confidence and discretionary spending;
our reliance on third-party suppliers;
labor relations and cost risks and availability of qualified labor;
costs and risks associated with a potential cybersecurity incident or other technology disruption;
our reliance on technology and risks associated with disruption or delay in implementation of new technology;
competition in our industry is intense, and we may not be able to compete successfully;
we operate in a low margin industry, which could increase the volatility of our results of operations;
we may not realize anticipated benefits from our operating cost reduction and productivity improvement efforts;
our profitability is directly affected by cost inflation and deflation and other factors;
we do not have long-term contracts with certain customers;
group purchasing organizations may become more active in our industry and increase their efforts to add our customers as
members of these organizations;
changes in eating habits of consumers;
extreme weather conditions, including hurricane, earthquake and natural disaster damage;
volatility of fuel and other transportation costs;
our inability to adjust cost structure where one or more of our competitors successfully implement lower costs;
our inability to increase our sales in the highest margin portion of our business;
changes in pricing practices of our suppliers;
our growth strategy may not achieve the anticipated results;
risks relating to acquisitions, including the risk that we are not able to realize benefits of acquisitions or successfully
integrate the businesses we acquire;
environmental, health, and safety costs, including compliance with current and future environmental laws and regulations
relating to carbon emissions and climate change and related legal or market measures;
1
1
PFG 10K 2023 092523.indd 1
9/25/23 4:01 PM
10/10/2023 Letter Continued (Full PDF)