0001000228-21-000081 | 10-Q | XBRL Viewer

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Cover Page - shares	9 Months Ended
Cover Page - shares	Sep. 25, 2021	Oct. 25, 2021
Cover [Abstract]
Entity Central Index Key	0001000228
Amendment Flag	false
Document Fiscal Year Focus	2021
Document Fiscal Period Focus	Q3
Current Fiscal Year End Date	--12-25
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 25, 2021
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		138,674,412

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Sep. 25, 2021	Dec. 26, 2020
Current assets:
Cash and cash equivalents	$ 119,133	$ 421,185
Accounts receivable, net of reserves of $73,095 and $88,030	1,551,946	1,424,787
Inventories, net	1,784,050	1,512,499
Prepaid expenses and other	457,232	432,944
Total current assets	3,912,361	3,791,415
Property and equipment, net	355,675	342,004
Operating lease right-of-use assets	329,886	288,847
Goodwill	2,779,234	2,504,392
Other intangibles, net	645,832	479,429
Investments and other	397,764	366,445
Total assets	8,420,752	7,772,532
Current liabilities:
Accounts payable	1,057,127	1,005,655
Bank credit lines	59,394	73,366
Current maturities of long-term debt	9,638	109,836
Operating lease liabilities	77,383	64,716
Accrued expenses:
Payroll and related	345,438	295,329
Taxes	157,446	138,671
Other	594,979	595,529
Total current liabilities	2,301,405	2,283,102
Long-term debt	705,540	515,773
Deferred income taxes	37,248	30,065
Operating lease liabilities	270,152	238,727
Other liabilities	388,211	392,781
Total liabilities	3,702,556	3,460,448
Redeemable noncontrolling interests	612,582	327,699
Commitments and contingencies
Stockholders' equity:
Preferred stock, $.01 par value, 1,000,000 shares authorized, none outstanding	0	0
Common stock, $0.01 par value, 480,000,000 shares authorized, 139,129,543 outstanding on September 25, 2021 and 142,462,571 outstanding on December 26, 2020	1,391	1,425
Additional paid-in capital	0	0
Retained earnings	3,594,238	3,454,831
Accumulated other comprehensive loss	(137,640)	(108,084)
Total Henry Schein, Inc. stockholders' equity	3,457,989	3,348,172
Noncontrolling interests	647,625	636,213
Total stockholders' equity	4,105,614	3,984,385
Total liabilities, redeemable noncontrolling interests and stockholders' equity	$ 8,420,752	$ 7,772,532

CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands	Sep. 25, 2021	Dec. 26, 2020
Current assets:
Accounts receivable, reserves (in dollars)	$ 73,095	$ 88,030
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)	139,129,543	142,462,571

CONSOLIDATED STATEMENTS OF INCOME - USD ($) shares in Thousands, $ in Thousands		3 Months Ended		6 Months Ended	9 Months Ended
	Jun. 23, 2020	Sep. 25, 2021	Sep. 26, 2020	Jun. 23, 2020	Sep. 25, 2021	Sep. 26, 2020
CONSOLIDATED STATEMENTS OF INCOME
Net sales		$ 3,178,315	$ 2,840,146		$ 9,070,499	$ 6,953,416
Cost of sales		2,266,170	2,085,878		6,377,752	4,998,868
Gross profit		912,145	754,268		2,692,747	1,954,548
Operating expenses:
Selling, general and administrative		701,499	559,605		2,038,292	1,572,732
Restructuring costs (credits)		(175)	6,992		3,360	27,713
Operating income		210,821	187,671		651,095	354,103
Other income (expense):
Interest income		1,409	2,294		4,749	7,481
Interest expense		(6,550)	(11,111)		(19,411)	(29,409)
Other, net		403	(1,699)		1,066	(2,210)
Income from continuing operations before taxes, equity in earnings of affiliates and noncontrolling interest		206,083	177,155		637,499	329,965
Income taxes		(49,276)	(29,005)		(153,988)	(65,965)
Gain on sale of equity investment	$ 0	7,318		$ 0	7,318
Equity in earnings of affiliates		5,349	3,663		17,550	7,808
Net income from continuing operations		169,474	151,813		508,379	271,808
Income (loss) from discontinued operations, net of tax		0	(29)		0	274
Net income		169,474	151,784		508,379	272,082
Less: Net income attributable to noncontrolling interests		(7,188)	(10,087)		(24,380)	(10,921)
Net income attributable to Henry Schein, Inc.		162,286	141,697		483,999	261,161
Amounts attributable to Henry Schein Inc.: Continuing operations		162,286	141,726		483,999	260,887
Amounts attributable to Henry Schein Inc.: Discontinued operations		0	(29)		0	274
Net income attributable to Henry Schein, Inc.		$ 162,286	$ 141,697		$ 483,999	$ 261,161
Earnings per share from continuing operations attributable to Henry Schein, Inc.:
Basic (in dollars per share)		$ 0	$ 0		$ 0	$ 0
Diluted (in dollars per share)		0	0		0	0
Earnings (loss) per share from continuing operations attributable to Henry Schein, Inc.:
Basic (in dollars per share)		1.16	1.00		3.44	1.83
Diluted (in dollars per share)		1.15	0.99		3.40	1.82
Earnings per share attributable to Henry Schein, Inc.:
Basic (in dollars per share)		1.16	1.00		3.44	1.83
Diluted (in dollars per share)		$ 1.15	$ 0.99		$ 3.40	$ 1.82
Weighted-average common shares outstanding:
Basic (in shares)		139,377	142,362		140,661	142,553
Diluted (in shares)		141,079	143,091		142,179	143,308

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($)	3 Months Ended		9 Months Ended
	Sep. 25, 2021	Sep. 26, 2020	Sep. 25, 2021	Sep. 26, 2020
Statement of Comprehensive Income [Abstract]
Net income	$ 169,474,000	$ 151,784,000	$ 508,379,000	$ 272,082,000
Other comprehensive income (loss), net of tax:
Foreign currency translation gain (loss)	(39,762,000)	37,588,000	(40,105,000)	(17,316,000)
Unrealized gain (loss) from foreign currency hedging activities	3,536,000	(7,697,000)	5,146,000	2,457,000
Unrealized investment gain (loss)	2,000	2,000	(1,000)	(5,000)
Pension adjustment gain (loss)	624,000	(338,000)	1,466,000	161,000
Other comprehensive income (loss), net of tax	(35,600,000)	29,555,000	(33,494,000)	(14,703,000)
Comprehensive income	133,874,000	181,339,000	474,885,000	257,379,000
Comprehensive income attributable to noncontrolling interests:
Net income	(7,188,000)	(10,087,000)	(24,380,000)	(10,921,000)
Foreign currency translation (gain) loss	4,739,000	(1,636,000)	3,938,000	10,744,000
Comprehensive income attributable to noncontrolling interest	(2,449,000)	(11,723,000)	(20,442,000)	(177,000)
Comprehensive income attributable to Henry Schein, Inc.	$ 131,425,000	$ 169,616,000	$ 454,443,000	$ 257,202,000

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY - USD ($)	Total	Cumulative Effect, Period of Adoption, Adjustment [Member]	Cumulative Effect, Period of Adoption, Adjusted Balance [Member]	Common Stock [Member]	Common Stock [Member] Cumulative Effect, Period of Adoption, Adjustment [Member]	Common Stock [Member] Cumulative Effect, Period of Adoption, Adjusted Balance [Member]	Additional Paid-in Capital [Member]	Additional Paid-in Capital [Member] Cumulative Effect, Period of Adoption, Adjustment [Member]	Additional Paid-in Capital [Member] Cumulative Effect, Period of Adoption, Adjusted Balance [Member]	Retained Earnings [Member]	Retained Earnings [Member] Cumulative Effect, Period of Adoption, Adjustment [Member]	Retained Earnings [Member] Cumulative Effect, Period of Adoption, Adjusted Balance [Member]	Accumulated Other Comprehensive Income (Loss) [Member]	Accumulated Other Comprehensive Income (Loss) [Member] Cumulative Effect, Period of Adoption, Adjustment [Member]	Accumulated Other Comprehensive Income (Loss) [Member] Cumulative Effect, Period of Adoption, Adjusted Balance [Member]	Noncontrolling Interests [Member]	Noncontrolling Interests [Member] Cumulative Effect, Period of Adoption, Adjustment [Member]	Noncontrolling Interests [Member] Cumulative Effect, Period of Adoption, Adjusted Balance [Member]
Beginning Balance, shares (in shares) at Dec. 28, 2019				143,353,459
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Repurchase and retirement of common stock - Shares				(1,200,000)
Stock-based compensation credit - Shares				535,556
Shares withheld for payroll taxes - Shares				(232,697)
Ending Balance, shares (in shares) at Sep. 26, 2020	142,456,318			142,456,318
Beginning Balance at Dec. 28, 2019	$ 3,630,137,000	$ (412,000)		$ 1,434,000	$ 0		$ 47,768,000	$ 0		$ 3,116,215,000	$ (412,000)		$ (167,373,000)	$ 0		$ 632,093,000	$ 0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss) (excluding amounts attributable to Redeemable noncontrolling interests from continuing operations)	264,829,000			0			0			261,161,000			0			3,668,000
Foreign currency translation loss (excluding amounts attributable to Redeemable noncontrolling interests)	(6,317,000)			0			0			0			(6,572,000)			255,000
Unrealized gain (loss) from foreign currency hedging activities, net of tax impact	2,457,000			0			0			0			2,457,000			0
Unrealized investment gain (loss), net of tax impact	(5,000)			0			0			0			(5,000)			0
Pension adjustment gain, net of tax impact	161,000			0			0			0			161,000			0
Dividends paid	(816,000)			0			0			0			0			(816,000)
Purchase of noncontrolling interests	(2,298,000)			0			(1,597,000)			0			0			(701,000)
Change in fair value of redeemable securities	(5,141,000)			0			(5,141,000)			0			0			0
Initial noncontrolling interests and adjustments related to business acquisitions	2,495,000			0			0			0			0			2,495,000
Repurchase and retirement of common stock - Value	(73,789,000)			(12,000)			(10,949,000)			(62,828,000)			0			0
Stock-based compensation (credit) expense - Value	(6,648,000)			5,000			(6,653,000)			0			0			0
Shares withheld for payroll taxes - Value	(14,199,000)			(2,000)			(14,197,000)			0			0			0
Settlement of stock-based compensation awards, value	(164,000)			0			(164,000)			0			0			0
Separation of Animal Health business	1,649,000			0			1,649,000			0			0			0
Ending Balance at Sep. 26, 2020	$ 3,792,267,000			$ 1,425,000			11,044,000			3,314,136,000			(171,332,000)			636,994,000
Beginning Balance, shares (in shares) at Dec. 28, 2019				143,353,459
Ending Balance, shares (in shares) at Dec. 26, 2020	142,462,571			142,462,571
Beginning Balance at Dec. 28, 2019	$ 3,630,137,000	$ (412,000)		$ 1,434,000	$ 0		47,768,000	$ 0		3,116,215,000	$ (412,000)		(167,373,000)	$ 0		632,093,000	$ 0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Pension adjustment gain, net of tax impact	(161,000)
Ending Balance at Dec. 26, 2020	$ 3,984,385,000			$ 1,425,000			0			3,454,831,000			(108,084,000)			636,213,000
Beginning Balance, shares (in shares) at Jun. 27, 2020				142,438,127
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock-based compensation credit - Shares	21,113
Shares withheld for payroll taxes - Shares	(2,922)
Settlement of stock-based compensation awards, shares				0
Ending Balance, shares (in shares) at Sep. 26, 2020	142,456,318			142,456,318
Beginning Balance at Jun. 27, 2020	$ 3,621,545,000			$ 1,424,000			16,475,000			3,172,439,000			(199,251,000)			630,458,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss) (excluding amounts attributable to Redeemable noncontrolling interests from continuing operations)	145,692,000			0			0			141,697,000			0			3,995,000
Foreign currency translation loss (excluding amounts attributable to Redeemable noncontrolling interests)	36,311,000			0			0			0			35,952,000			359,000
Unrealized gain (loss) from foreign currency hedging activities, net of tax impact	(7,697,000)			0			0			0			(7,697,000)			0
Unrealized investment gain (loss), net of tax impact	2,000			0			0			0			2,000			0
Pension adjustment gain, net of tax impact	(338,000)			0			0			0			(338,000)			0
Dividends paid	(309,000)			0			0			0			0			(309,000)
Change in fair value of redeemable securities	(10,724,000)			0			(10,724,000)			0			0			0
Initial noncontrolling interests and adjustments related to business acquisitions	2,491,000			0			0			0			0			2,491,000
Stock-based compensation (credit) expense - Value	5,710,000			0			5,710,000			0			0			0
Shares withheld for payroll taxes - Value	(193,000)			1,000			(194,000)			0			0			0
Settlement of stock-based compensation awards, value	(223,000)			0			(223,000)			0			0			0
Ending Balance at Sep. 26, 2020	$ 3,792,267,000			$ 1,425,000			11,044,000			3,314,136,000			(171,332,000)			636,994,000
Beginning Balance, shares (in shares) at Dec. 26, 2020	142,462,571			142,462,571
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Repurchase and retirement of common stock - Shares				(3,518,846)
Stock issued upon exercise of stock options, shares	0
Stock-based compensation credit - Shares				299,572
Shares withheld for payroll taxes - Shares				(113,754)
Settlement of stock-based compensation awards, shares				0
Ending Balance, shares (in shares) at Sep. 25, 2021	139,129,543			139,129,543
Beginning Balance at Dec. 26, 2020	$ 3,984,385,000			$ 1,425,000			0			3,454,831,000			(108,084,000)			636,213,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss) (excluding amounts attributable to Redeemable noncontrolling interests from continuing operations)	488,609,000			0			0			483,999,000			0			4,610,000
Foreign currency translation loss (excluding amounts attributable to Redeemable noncontrolling interests)	(36,007,000)			0			0			0			(36,167,000)			160,000
Unrealized gain (loss) from foreign currency hedging activities, net of tax impact	5,146,000			0			0			0			5,146,000			0
Unrealized investment gain (loss), net of tax impact	(1,000)			0			0			0			(1,000)			0
Pension adjustment gain, net of tax impact	1,466,000			0			0			0			1,466,000			0
Dividends paid	(324,000)			0			0			0			0			(324,000)
Change in fair value of redeemable securities	(143,592,000)			0			(143,592,000)			0			0			0
Initial noncontrolling interests and adjustments related to business acquisitions	6,966,000			0			0			0			0			6,966,000
Repurchase and retirement of common stock - Value	(251,211,000)			(35,000)			(33,742,000)			(217,434,000)			0			0
Stock-based compensation (credit) expense - Value	57,700,000			3,000			57,697,000			0			0			0
Shares withheld for payroll taxes - Value	(7,548,000)			(2,000)			(7,546,000)			0			0			0
Settlement of stock-based compensation awards, value	25,000			0			25,000			0			0			0
Transfer of charges in excess of capital			$ 0			$ 0			$ 127,158,000			$ (127,158,000)			$ 0			$ 0
Ending Balance at Sep. 25, 2021	$ 4,105,614,000			$ 1,391,000			0			3,594,238,000			(137,640,000)			647,625,000
Beginning Balance, shares (in shares) at Jun. 26, 2021				139,780,841
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Repurchase and retirement of common stock - Shares				(651,289)
Stock-based compensation credit - Shares				11
Shares withheld for payroll taxes - Shares	(20)
Settlement of stock-based compensation awards, shares	0
Ending Balance, shares (in shares) at Sep. 25, 2021	139,129,543			139,129,543
Beginning Balance at Jun. 26, 2021	$ 4,006,681,000			$ 1,398,000			0			3,465,647,000			(106,779,000)			646,415,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss) (excluding amounts attributable to Redeemable noncontrolling interests from continuing operations)	163,737,000			0			0			162,286,000			0			1,451,000
Foreign currency translation loss (excluding amounts attributable to Redeemable noncontrolling interests)	(35,094,000)			0			0			0			(35,023,000)			(71,000)
Unrealized gain (loss) from foreign currency hedging activities, net of tax impact	3,536,000			0			0			0			3,536,000			0
Unrealized investment gain (loss), net of tax impact	2,000			0			0			0			2,000			0
Pension adjustment gain, net of tax impact	624,000			0			0			0			624,000			0
Dividends paid	(170,000)			0			0			0			0			(170,000)
Change in fair value of redeemable securities	10,884,000			0			10,884,000			0			0			0
Initial noncontrolling interests and adjustments related to business acquisitions	0			0			0			0			0			0
Repurchase and retirement of common stock - Value	(50,000,000)			(7,000)			(6,500,000)			(43,493,000)			0			0
Stock-based compensation (credit) expense - Value	27,546,000			0			27,546,000			0			0			0
Shares withheld for payroll taxes - Value	(1,000)			0			1,000			0			0			0
Settlement of stock-based compensation awards, value	(363,000)			0			363,000			0			0			0
Transfer of charges in excess of capital	0			0			(9,798,000)			9,798,000			0			0
Ending Balance at Sep. 25, 2021	$ 4,105,614,000			$ 1,391,000			$ 0			$ 3,594,238,000			$ (137,640,000)			$ 647,625,000

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (Parenthetical) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 25, 2021	Sep. 26, 2020	Sep. 25, 2021	Sep. 26, 2020
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Net income attributable to Redeemable noncontrolling interests			$ 19,770
Pension adjustment gain, tax benefit (tax)	$ 269	$ (133)	450	$ 66
Unrealized investment gain (loss), tax benefit (tax)	1	0	0	(1)
Unrealized loss from foreign currency hedging activities, tax (benefit)	(1,172)	2,793	(1,819)	(553)
Foreign currency translation gain (loss) attributable to Redeemable noncontrolling interests			(4,098)
Continuing Operations [Member]
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Net income attributable to Redeemable noncontrolling interests	5,737	6,092	19,770	7,253
Pension adjustment gain, tax benefit (tax)	(269)	(133)	(450)	(66)
Unrealized investment gain (loss), tax benefit (tax)	1	0	0	(1)
Unrealized loss from foreign currency hedging activities, tax (benefit)	(1,172)	2,793	(1,819)	(553)
Foreign currency translation gain (loss) attributable to Redeemable noncontrolling interests	$ (4,668)	$ (1,277)	$ (4,098)	$ 10,999

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	9 Months Ended
	Sep. 25, 2021	Sep. 26, 2020
Cash flows from operating activities:
Net income	$ 508,379	$ 272,082
Income from discontinued operations	0	274
Income from continuing operations	508,379	271,808
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	150,833	138,515
Impairment charge on intangible assets	0	2,149
Gain on sale of equity investment	(9,757)	0
Stock-based compensation expense (credit)	57,700	(6,648)
Provision for (benefit from) losses on trade and other accounts receivable	(8,795)	34,590
Benefit from deferred income taxes	(725)	(48,193)
Equity in earnings of affiliates	(17,550)	(7,808)
Distributions from equity affiliates	15,035	10,053
Changes in unrecognized tax benefits	(6,479)	(18,365)
Other	(48)	4,794
Changes in operating assets and liabilities, net of acquisitions:
Accounts receivable	(83,101)	(199,858)
Inventories	(207,921)	(25,830)
Other current assets	(41,651)	(51,746)
Accounts payable and accrued expenses	77,021	144,953
Net cash provided by operating activities from continuing operations	432,941	248,414
Net cash provided by operating activities from discontinued operations	0	648
Net cash provided by operating activities	432,941	249,062
Cash flows from investing activities:
Purchases of fixed assets	(48,706)	(37,799)
Payments related to equity investments and business acquisitions, net of cash acquired	(415,365)	(52,208)
Proceeds from sale of equity investments	9,757	12,000
Payments for loan to affiliate	(5,980)	(1,451)
Other	(18,707)	(14,498)
Net cash used in investing activities from continuing operations	(479,001)	(93,956)
Net cash used in investing activities from discontinued operations	0	0
Net cash used in investing activities	(479,001)	(93,956)
Cash flows from financing activities:
Net change in bank borrowings	(13,128)	484,139
Proceeds from issuance of long-term debt	200,000	501,421
Principal payments for long-term debt	(121,835)	(610,457)
Debt issuance costs	(2,013)	(3,683)
Debt extinguishment costs	(401)	0
Payments for repurchases and retirement of common stock	(251,211)	(73,789)
Payments for taxes related to shares withheld for employee taxes	(7,372)	(14,007)
Distributions to noncontrolling shareholders	(8,622)	(3,995)
Acquisitions of noncontrolling interests in subsidiaries	(50,292)	(14,934)
Proceeds from Henry Schein Animal Health Business	0	139
Net cash provided by (used in) financing activities from continuing operations	(254,473)	264,433
Net cash provided by (used in) financing activities from discontinued operations	0	(648)
Net cash provided by (used in) financing activities	(254,473)	263,785
Effect of exchange rate changes on cash and cash equivalents- from continuing operations	(1,519)	8,507
Effect of exchange rate changes on cash and cash equivalents- from discontinued operations	0	0
Net change in cash and cash equivalents from continuing operations	(302,052)	427,398
Net change in cash and cash equivalents from discontinued operations	0	0
Net change in cash and cash equivalents	(302,052)	427,398
Cash and cash equivalents, beginning of period	421,185	106,097
Cash and cash equivalents, end of period	$ 119,133	$ 533,495

Basis of Presentation

9 Months Ended

Sep. 25, 2021

Basis of presentation [Abstract]

Basis of Presentation

Note 1 – Basis of Presentation

Our consolidated financial statements include our accounts, as well as those of our wholly-owned and majority-owned subsidiaries. Certain prior period amounts have been reclassified to conform to the current period presentation.

Our accompanying unaudited 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.

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 25, 2021 and December 26, 2020, there were no trade accounts receivable that were restricted to settle obligations of this VIE, nor were there liabilities of the VIE where the creditors have recourse to us.

The 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. These unaudited interim 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 26, 2020 and with the information contained in our other publicly-available filings with the SEC.

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 nine months ended September 25, 2021 are not necessarily indicative of the results to be expected for any other interim period or for the year ending December 25, 2021.

In March 2020, the World Health Organization declared the Novel Coronavirus Disease 2019 (“COVID-19”) a pandemic. The COVID-19 pandemic negatively impacted the global economy, disrupted global supply chains and created significant volatility and disruption of global financial markets. In response, many countries implemented business closures and restrictions, stay-at-home and social distancing ordinances and similar measures to combat the pandemic, which significantly impacted global business and dramatically reduced demand for dental products and certain medical products in the second quarter of 2020. Demand increased in the second half of 2020 and has continued into the third quarter of 2021 resulting in growth over the prior year driven by sales of personal protective equipment (“PPE”) and COVID-19 related products.

Our 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; vendor rebates; measurement of compensation cost for certain share-based performance awards and cash bonus plans; and pension plan assumptions. Due to the significant uncertainty surrounding the future impact of COVID-19, our judgments regarding estimates and impairments could change in the future. In addition, the impact of COVID-19 had a material adverse effect on our business, results of operations and cash flows, primarily in the second quarter of 2020. In the latter half of the second quarter of 2020, dental and medical practices began to re-open worldwide, and continued to do so during the second half of 2020. During the first nine months of 2021, patient traffic levels returned to levels approaching pre-pandemic levels. There is an ongoing risk that the COVID-19 pandemic may again have a material adverse effect on our business, results of operations and cash flows and may result in a material adverse effect on our financial condition and liquidity. However, the extent of the potential impact cannot be reasonably estimated at this time.

Critical Accounting Policies, Accounting Pronouncements Adopted and Recently Issued Accounting Standards

9 Months Ended

Sep. 25, 2021

Critical Accounting Policies, Accounting Pronouncements Adopted and Recently Issued Accounting Standards

Critical Accounting Policies, Accounting Pronouncements Adopted and Recently Issued Accounting Standards

Note 2 – Critical Accounting Policies, Accounting Pronouncements 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 25, 2021, as compared to the critical accounting policies described in Item 8 to the consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 26, 2020, except as follows:

Accounting Pronouncements Adopted

On December 27, 2020 we adopted Accounting Standards Update (“ASU”) No. 2019-12, “Income Taxes” (Topic 740): Simplifying the Accounting for Income Taxes (“ASU 2019-12”). ASU 2019-12 simplifies the accounting for income taxes by removing certain exceptions to the general principles in Topic 740. The amendments also improve consistent application of and simplify U.S. GAAP for other areas of Topic 740 by clarifying and amending existing guidance. Our adoption of ASU 2019-12 did not have a material impact on our consolidated financial statements.

Recently Issued Accounting Standards

In August 2020, the Financial Accounting Standards Board issued ASU No. 2020-06, “Debt—Debt with Conversion and Other Options” (Subtopic 470-20) and “Derivatives and Hedging— in Entity’s Own Equity” (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity (“ASU 2020-06”). ASU 2020-06 simplifies the accounting for convertible instruments. In addition to eliminating certain accounting models, this ASU includes improvements to the disclosures for convertible instruments and earnings-per-share (EPS) guidance and amends the guidance for the derivatives scope exception for contracts in an entity’s own equity. ASU 2020-06 is effective for fiscal years beginning after December 15, 2021. We do not expect that the requirements of this ASU will have a material impact on our consolidated financial statements.

- Definition

The entire disclosure for change in accounting principle. Includes, but is not limited to, nature, reason, and method of adopting amendment to accounting standards or other change in accounting principle.

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+ Details

Revenue from Contracts with Customers

9 Months Ended

Sep. 25, 2021

Revenue from Contracts with Customers

Revenue from Contracts with Customers

Note 3 – Revenue from Contracts with Customers

Revenue is recognized in accordance with policies disclosed in Item 8 of our Annual Report on Form 10-K for the year ended December 26, 2020.

Disaggregation of Revenue

The following table disaggregates our revenue by segment and geography:

			Three Months Ended						Nine Months Ended
			September 25, 2021						September 25, 2021
			North America		International		Global		North America		International		Global
Revenues:
Health care distribution
	Dental		$	1,114,631	$	708,263	$	1,822,894	$	3,287,021	$	2,235,145	$	5,522,166
	Medical			1,163,799		23,013		1,186,812		3,006,699		77,978		3,084,677
		Total health care distribution		2,278,430		731,276		3,009,706		6,293,720		2,313,123		8,606,843
Technology and value-added services				147,644		20,965		168,609		399,478		64,178		463,656
		Total revenues	$	2,426,074	$	752,241	$	3,178,315	$	6,693,198	$	2,377,301	$	9,070,499

			Three Months Ended						Nine Months Ended
			September 26, 2020						September 26, 2020
			North America		International		Global		North America		International		Global
Revenues:
Health care distribution
	Dental		$	1,008,836	$	641,017	$	1,649,853	$	2,413,154	$	1,653,067	$	4,066,221
	Medical			1,002,741		24,405		1,027,146		2,377,357		68,287		2,445,644
		Total health care distribution		2,011,577		665,422		2,676,999		4,790,511		1,721,354		6,511,865
Technology and value-added services				120,949		17,406		138,355		327,374		48,173		375,547
Total excluding Corporate TSA revenues ⁽¹⁾				2,132,526		682,828		2,815,354		5,117,885		1,769,527		6,887,412
Corporate TSA revenues ⁽¹⁾				-		24,792		24,792		-		66,004		66,004
		Total revenues	$	2,132,526	$	707,620	$	2,840,146	$	5,117,885	$	1,835,531	$	6,953,416

Corporate TSA revenues represents sales of certain animal health products to Covetrus under the transition services agreement entered into in connection with the Animal Health Spin-off, which ended in December 2020.At December 26, 2020, the current portion of contract liabilities of $71.5 million was reported in Accrued expenses: Other, and $8.2 million related to non-current contract liabilities was reported in Other liabilities. During the nine months ended September 25, 2021, we recognized in revenue $54.1 million of the amounts that were previously deferred at December 26, 2020. At September 25, 2021, the current and non-current portion of contract liabilities were $77.8 million and $9.1 million, respectively.

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

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+ Details

Segment Data

9 Months Ended

Sep. 25, 2021

Segment Data

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.

The health care distribution reportable segment aggregates our global dental and medical operating segments. This segment distributes 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 and vitamins. Our global dental businesses serve office-based dental practitioners, dental laboratories, schools and other institutions. Our global medical businesses serve office-based medical practitioners, ambulatory surgery centers, other alternate-care settings and other institutions. Our global dental and medical businesses serve practitioners in 32 countries worldwide.

Our global technology and value-added services businesses provide 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 financial services on a non-recourse basis, e-services, practice technology, network and hardware services, as well as consulting, and continuing education services for practitioners.

The following tables present information about our reportable and operating segments:

			Three Months Ended				Nine Months Ended
			September 25,		September 26,		September 25,		September 26,
			2021		2020		2021		2020
Net Sales:
	Health care distribution ⁽¹⁾
		Dental	$	1,822,894	$	1,649,853	$	5,522,166	$	4,066,221
		Medical		1,186,812		1,027,146		3,084,677		2,445,644
		Total health care distribution		3,009,706		2,676,999		8,606,843		6,511,865
	Technology and value-added services ⁽²⁾			168,609		138,355		463,656		375,547
		Total excluding Corporate TSA revenue		3,178,315		2,815,354		9,070,499		6,887,412
	Corporate TSA revenues ⁽³⁾			-		24,792		-		66,004
		Total	$	3,178,315	$	2,840,146	$	9,070,499	$	6,953,416

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 and vitamins.Consists of practice management software and other value-added products, which are distributed primarily to health care providers, and financial services on a non-recourse basis, e-services, continuing education services for practitioners, consulting and other services.Corporate TSA revenues represents sales of certain products to Covetrus under the transition services agreement entered into in connection with the Animal Health Spin-off, which ended in December 2020. See Note-18 Related Party Transactionsfor further information.

			Three Months Ended				Nine Months Ended
			September 25,		September 26,		September 25,		September 26,
			2021		2020		2021		2020
Operating Income:
	Health care distribution		$	179,275	$	148,658	$	558,968	$	271,477
	Technology and value-added services			31,546		39,013		92,127		82,626
		Total	$	210,821	$	187,671	$	651,095	$	354,103

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

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+ Details

Debt

9 Months Ended

Sep. 25, 2021

Debt

Debt

Note 5 – Debt

Bank Credit Lines

Bank credit lines consisted of the following:

	September 25,		December 26,
	2021		2020
Revolving credit agreement	$	-	$	-
Other short-term bank credit lines		59,394		73,366
Total	$	59,394	$	73,366

Revolving Credit Agreement

On August 20, 2021, we entered into a new $1 billion revolving credit agreement (the “Credit Agreement”). This facility, which matures on August 20, 2026, replaced our $750 million revolving credit facility, which was scheduled to mature in April 2022. The interest rate is based on the USD LIBOR plus a spread based on our leverage ratio at the end of each financial reporting quarter. We expect most LIBOR rates to be discontinued immediately after December 31, 2021, while the remaining LIBOR rates will be discontinued immediately after June 30, 2023. We do not expect the discontinuation of LIBOR as a reference rate in our debt agreements to have a material adverse effect on our financial position or to materially affect our interest expense. The Credit Agreement also requires, among other things, that we maintain certain maximum leverage ratios. Additionally, the 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 25, 2021, and December 26, 2020, we had no borrowings under this revolving credit facility. As of September 25, 2021, and December 26, 2020, there were $9.1 million and $9.5 million of letters of credit, respectively, provided to third parties under the credit facility.

On April 17, 2020, we amended the Credit Agreement to, among other things, (i) modify the financial covenant from being based on total leverage ratio to net leverage ratio, (ii) adjust the pricing grid to reflect the net leverage ratio calculation, and (iii) increase the maximum maintenance leverage ratio through March 31, 2021.

364-Day Credit Agreement

On March 4, 2021, we repaid the outstanding obligations and terminated the lender commitments under our $700 million 364-day credit agreement, which was entered into on April 17, 2020. This facility was originally scheduled to mature on April 16, 2021.

Other Short-Term Credit Lines

As of September 25, 2021 and December 26, 2020, we had various other short-term bank credit lines available, of which $59.4 million and $73.4 million, respectively, were outstanding. At September 25, 2021 and December 26, 2020, borrowings under all of these credit lines had a weighted average interest rate of 7.42% and 4.14%, respectively.

Long-term debt

Long-term debt consisted of the following:

		September 25,		December 26,
		2021		2020
Private placement facilities		$	706,433	$	613,498
Note payable			-		1,554
Various collateralized and uncollateralized loans payable with interest,
	in varying installments through 2023 at interest rates
	ranging from 2.45% to 4.27% at September 25, 2021 and
	ranging from 2.62% to 4.27% at December 26, 2020		3,566		4,596
Finance lease obligations (see Note 6)			5,179		5,961
	Total		715,178		625,609
Less current maturities			(9,638)		(109,836)
	Total long-term debt	$	705,540	$	515,773

Private Placement Facilities

Our private placement facilities, with three insurance companies, have a total facility amount of $1 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 June 23, 2023. 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.

On March 5, 2021, we amended the private placement facilities to, among other things, (a) modify the financial covenant from being based on a net leverage ratio to a total leverage ratio and (b) restore the maximum maintenance total leverage ratio to 3.25x and remove the 1.00% interest rate increase triggered if the net leverage ratio were to exceed 3.0x.

On October 20, 2021, we amended our three private placement facilities with insurance companies and entered into a fourth private placement facility with another insurance company, increasing the total facilities amount to $1.5 billion and extending the maturity date of the existing facilities. The maturity date for our private placement facilities is October 20, 2026.

The components of our private placement facility borrowings as of September 25, 2021 are presented in the following table (in thousands):


	Amount of
	Borrowing		Borrowing
Date of Borrowing	Outstanding		Rate		Due Date
January 20, 2012 (1)	$	7,143	3.09	%	January 20, 2022
January 20, 2012		50,000	3.45		January 20, 2024
December 24, 2012		50,000	3.00		December 24, 2024
June 16, 2017		100,000	3.42		June 16, 2027
September 15, 2017		100,000	3.52		September 15, 2029
January 2, 2018		100,000	3.32		January 2, 2028
September 2, 2020		100,000	2.35		September 2, 2030
June 2, 2021		100,000	2.48		June 2, 2031
June 2, 2021		100,000	2.58		June 2, 2033
Less: Deferred debt issuance costs		(710)
	$	706,433

(1) Annual repayments of approximately $7.1 million for this borrowing commenced on January 20, 2016.

U.S. Trade Accounts Receivable Securitization

We have a facility agreement with a bank, as agent, 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. Our current facility, which has a purchase limit of $350 million, was scheduled to expire on April 29, 2022. On June 22, 2020, the expiration date for this facility was extended to June 12, 2023 and was amended to adjust certain covenant levels for 2020. As of September 25, 2021 and December 26, 2020, there were no borrowings outstanding under this securitization facility. At September 25, 2021, the interest rate on borrowings under this facility was based on the asset-backed commercial paper rate of 0.13% plus 0.95%, for a combined rate of 1.08%. At December 26, 2020, the interest rate on borrowings under this facility was based on the asset-backed commercial paper rate of 0.22% plus 0.95%, for a combined rate of 1.17%.

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 25 to 45 basis points depending upon program utilization.

On October 20, 2021, we amended our U.S. trade accounts receivable securitization facility to increase the purchase limit to $450 million with two banks as agents and extend the expiration date to October 18, 2024.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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+ Details

Leases

9 Months Ended

Sep. 25, 2021

Leases

Leases

Note 6 – Leases

We have operating and finance leases for corporate offices, office space, distribution and other facilities, vehicles, and certain equipment. Our leases have remaining terms of less than one year to approximately 20 years, some of which may include options to extend the leases for up to 10 years. The components of lease expense were as follows:

		Three Months Ended				Nine Months Ended
		September 25,		September 26,		September 25,		September 26,
		2021		2020		2021		2020
Operating lease cost:⁽¹⁾		$	26,914	$	21,343	$	75,860	$	65,413
Finance lease cost:
Amortization of right-of-use assets			573		434		1,693		1,148
Interest on lease liabilities			24		29		77		86
Total finance lease cost		$	597	$	463	$	1,770	$	1,234

(1)	Includes variable lease expenses.


Supplemental balance sheet information related to leases is as follows:

		September 25,			December 26,
		2021			2020
Operating Leases:
Operating lease right-of-use assets		$	329,886		$	288,847

Current operating lease liabilities			77,383			64,716
Non-current operating lease liabilities			270,152			238,727
	Total operating lease liabilities	$	347,535		$	303,443

Finance Leases:
Property and equipment, at cost		$	11,255		$	10,683
Accumulated depreciation			(5,470)			(4,277)
Property and equipment, net of accumulated depreciation		$	5,785		$	6,406

Current maturities of long-term debt		$	2,219		$	2,420
Long-term debt			2,960			3,541
	Total finance lease liabilities	$	5,179		$	5,961

Weighted Average Remaining Lease Term in Years:
	Operating leases		7.4			7.5
	Finance leases		4.0			4.3

Weighted Average Discount Rate:
	Operating leases		2.5	%		2.8	%
	Finance leases		1.7	%		1.9	%

Supplemental cash flow information related to leases is as follows:

			Nine Months Ended
		September 25,		September 26,
		2021		2020
Cash paid for amounts included in the measurement of lease liabilities:
	Operating cash flows for operating leases	$	62,363	$	57,666
	Operating cash flows for finance leases		67		76
	Financing cash flows for finance leases		2,129		1,515
Right-of-use assets obtained in exchange for lease obligations:
	Operating leases	$	101,192	$	66,082
	Finance leases		1,488		2,489

Maturities of lease liabilities are as follows:

		September 25, 2021
		Operating		Finance
		Leases		Leases
2021	$	22,362	$	699
2022		80,662		1,990
2023		57,878		1,015
2024		43,237		416
2025		38,621		355
Thereafter		138,529		888
Total future lease payments		381,289		5,363
Less: imputed interest		(33,754)		(184)
Total	$	347,535	$	5,179

As of September 25, 2021, we have additional operating leases with total lease payments of $10.8 million for buildings and vehicles that have not yet commenced. These operating leases will commence subsequent to September 25, 2021, with lease terms of two years to 10 years.

Redeemable Noncontrolling Interests

9 Months Ended

Sep. 25, 2021

Redeemable Noncontrolling Interests

Redeemable Noncontrolling Interests

Note 7 – 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. Accounting Standards Codification (“ASC”) Topic 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 25, 2021 and the year ended December 26, 2020 are presented in the following table:

		September 25,		December 26,
		2021		2020
Balance, beginning of period		$	327,699	$	287,258
Decrease in redeemable noncontrolling interests due to
	redemptions		(50,292)		(17,241)
Increase in redeemable noncontrolling interests due to business
	acquisitions		189,870		28,387
Net income attributable to redeemable noncontrolling interests			19,770		13,363
Dividends declared			(13,959)		(12,631)
Effect of foreign currency translation loss attributable to
	redeemable noncontrolling interests		(4,098)		(4,279)
Change in fair value of redeemable securities			143,592		32,842
Balance, end of period		$	612,582	$	327,699

Comprehensive Income

9 Months Ended

Sep. 25, 2021

Comprehensive Income

Comprehensive Income

Note 8 – 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 25,		December 26,
			2021		2020
Attributable to Redeemable noncontrolling interests:
		Foreign currency translation adjustment	$	(28,715)	$	(24,617)

Attributable to noncontrolling interests:
		Foreign currency translation adjustment	$	395	$	235

Attributable to Henry Schein, Inc.:
	Foreign currency translation adjustment		$	(112,732)	$	(76,565)
	Unrealized loss from foreign currency hedging activities			(6,342)		(11,488)
	Unrealized investment gain			-		1
	Pension adjustment loss			(18,566)		(20,032)
		Accumulated other comprehensive loss	$	(137,640)	$	(108,084)

Total Accumulated other comprehensive loss			$	(165,960)	$	(132,466)

The following table summarizes the components of comprehensive income, net of applicable taxes as follows:

	Three Months Ended				Nine Months Ended
	September 25,		September 26,		September 25,		September 26,
	2021		2020		2021		2020
Net income	$	169,474	$	151,784	$	508,379	$	272,082

Foreign currency translation gain (loss)		(39,762)		37,588		(40,105)		(17,316)
Tax effect		-		-		-		-
Foreign currency translation gain (loss)		(39,762)		37,588		(40,105)		(17,316)

Unrealized gain (loss) from foreign currency hedging
activities		4,708		(10,490)		6,965		3,010
Tax effect		(1,172)		2,793		(1,819)		(553)
Unrealized gain (loss) from foreign currency hedging
activities		3,536		(7,697)		5,146		2,457

Unrealized investment gain (loss)		3		2		(1)		(6)
Tax effect		(1)		-		-		1
Unrealized investment gain (loss)		2		2		(1)		(5)

Pension adjustment gain (loss)		893		(471)		1,916		227
Tax effect		(269)		133		(450)		(66)
Pension adjustment gain (loss)		624		(338)		1,466		161
Comprehensive income	$	133,874	$	181,339	$	474,885	$	257,379

The change in the unrealized gain (loss) from foreign currency hedging activities during the three and nine months ended September 25, 2021, compared to the comparable prior year period, was primarily attributable to a net investment hedge that was entered into during 2019. See

for further information.

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 gain (loss) during the nine months ended September 25, 2021 and nine months ended September 26, 2020 was primarily impacted by changes in foreign currency exchange rates of the Euro, British Pound, Brazilian Real, Australian Dollar and Canadian Dollar.

The following table summarizes our total comprehensive income, net of applicable taxes, as follows:

		Three Months Ended				Nine Months Ended
		September 25,		September 26,		September 25,		September 26,
		2021		2020		2021		2020
Comprehensive income attributable to
	Henry Schein, Inc.	$	131,425	$	169,616	$	454,443	$	257,202
Comprehensive income attributable to
	noncontrolling interests		1,380		4,354		4,770		3,923
Comprehensive income (loss) attributable to
	Redeemable noncontrolling interests		1,069		7,369		15,672		(3,746)
Comprehensive income		$	133,874	$	181,339	$	474,885	$	257,379

Fair Value Measurements

9 Months Ended

Sep. 25, 2021

Fair Value Disclosures [Abstract]

Fair Value Measurements

Note 9 – 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. 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; however, 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) is classified as Level 3 within the fair value hierarchy as of September 25, 2021 and December 26, 2020 was estimated at $774.6 million and $699.0 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 and unobservable 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 and a total return swap for the purpose of economically hedging our unfunded non-qualified supplemental retirement plan and our deferred compensation plan.

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. See

for further information.

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. See

for additional information.

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 25, 2021 and December 26, 2020:

			September 25, 2021
				Level 1		Level 2		Level 3		Total

Assets:
	Derivative contracts		$	-	$	1,141	$	-	$	1,141
		Total assets	$	-	$	1,141	$	-	$	1,141

Liabilities:
	Derivative contracts		$	-	$	1,905	$	-	$	1,905
	Total return swaps			-		408		-		408
		Total liabilities	$	-	$	2,313	$	-	$	2,313

Redeemable noncontrolling interests			$	-	$	-	$	612,582	$	612,582

			December 26, 2020
				Level 1		Level 2		Level 3		Total

Assets:
	Derivative contracts		$	-	$	1,868	$	-	$	1,868
	Total return swaps			-		1,565		-		1,565
		Total assets	$	-	$	3,433	$	-	$	3,433

Liabilities:
	Derivative contracts		$	-	$	11,765	$	-	$	11,765
		Total liabilities	$	-	$	11,765	$	-	$	11,765

Redeemable noncontrolling interests			$	-	$	-	$	327,699	$	327,699

Business Acquisitions

9 Months Ended

Sep. 25, 2021

Business Acquisitions

Business Acquisitions

Note 10 – Business Acquisitions

Acquisitions

We completed acquisitions during the nine months ended September 25, 2021 which were immaterial to our financial statements. The acquisitions that we completed included companies within our health care distribution and technology and value-added services segments. The initial ownership interest we acquired in these companies ranged from approximately 51% to 100%. Acquisitions within our health care distribution segment included companies that specialize in the distribution and manufacturing of dental and medical products, a provider of home medical supplies, and a provider of product kitting and sterile packaging. Within our technology and value-added services segment, we acquired companies that focus on dental marketing and website solutions, practice transition services, and business analytics and intelligence software.

The following table summarizes the estimated fair value, as of the date of acquisition, of consideration paid and net assets acquired for acquisitions during the nine months ended September 25, 2021. While we use our best estimates and assumptions to accurately value those 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, during the measurement period we may record adjustments to the assets acquired and liabilities assumed with the corresponding offset to goodwill within our consolidated balance sheets.

Acquisition consideration:
Cash	$	435,216
Redeemable noncontrolling interests		179,086
Total consideration		614,302

Identifiable assets acquired and liabilities assumed:
Current assets		158,657
Intangible assets		258,501
Other noncurrent assets		38,519
Current liabilities		(62,176)
Deferred income taxes		(17,580)
Other noncurrent liabilities		(38,271)
Total identifiable net assets		337,650
Goodwill		284,151
Total net assets acquired	$	621,801

The major classes of assets and liabilities that we generally allocate purchase price to, excluding goodwill, include identifiable intangible assets (i.e., trademarks and trade names, customer relationships and lists, non-compete agreements and product development), property, plant and equipment, deferred income taxes and other current and long-term assets and liabilities. 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, estimated customer attrition and projected cash flows. These assumptions are forward-looking and could be affected by future economic and market conditions.

Certain prior owners of acquired subsidiaries are eligible to receive additional purchase price cash consideration if certain financial targets are met. We have accrued liabilities for the estimated fair value of additional purchase price consideration at the time of the acquisition. Any adjustments to these accrual amounts are recorded in our consolidated statements of income. For the nine months ended September 25, 2021 and September 26, 2020, there were no material adjustments recorded in our consolidated statements of income relating to changes in estimated contingent purchase price liabilities.

Plans of Restructuring

9 Months Ended

Sep. 25, 2021

Plans of Restructuring [Abstract]

Plans of Restructuring

Note 11 – Plans of Restructuring

On November 20, 2019, we committed to a contemplated restructuring initiative intended to mitigate stranded costs associated with the Animal Health Spin-off and to rationalize operations and to provide expense efficiencies. These activities were originally expected to be completed by the end of 2020. In light of the changes to the business environment brought on by the COVID-19 pandemic, we extended such activities to the end of 2021.

During the three months ended September 25, 2021 and September 26, 2020, we recorded restructuring costs (credits) of $(0.2) million and $7.0 million. During the nine months ended September 25, 2021 and September 26, 2020, we recorded restructuring costs of $3.4 million and $27.7 million. The restructuring costs (credits) for these periods included costs (credits) for severance benefits and facility exit costs. The costs (credits) associated with these restructurings are included in a separate line item, “Restructuring costs (credits)” within our consolidated statements of income.

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 in 2021, 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.

The following table shows the net amounts expensed and paid for restructuring costs that were incurred during the nine months ended September 25, 2021 and during our 2020 fiscal year and the remaining accrued balance of restructuring costs as of September 25, 2021, which is included in Accrued expenses: Other within our consolidated balance sheets:

			Facility
	Severance		Closing
	Costs		Costs		Other		Total
Balance, December 28, 2019	$	12,911	$	826	$	73	$	13,810
Provision		25,855		5,878		360		32,093
Payments and other adjustments		(26,152)		(6,309)		(329)		(32,790)
Balance, December 26, 2020	$	12,614	$	395	$	104	$	13,113
Provision		3,234		(105)		231		3,360
Payments and other adjustments		(13,746)		10		(332)		(14,068)
Balance, September 25, 2021	$	2,102	$	300	$	3	$	2,405

The following table shows, by reportable segment, the net amounts expensed and paid for restructuring costs that were incurred during the nine months ended September 25, 2021 and during our 2020 fiscal year and the remaining accrued balance of restructuring costs as of September 25, 2021:

			Technology and
	Health Care		Value-Added
	Distribution		Services		Total
Balance, December 28, 2019	$	13,373	$	437	$	13,810
Provision		30,935		1,158		32,093
Payments and other adjustments		(31,484)		(1,306)		(32,790)
Balance, December 26, 2020	$	12,824	$	289	$	13,113
Provision		2,830		530		3,360
Payments and other adjustments		(13,563)		(505)		(14,068)
Balance, September 25, 2021	$	2,091	$	314	$	2,405

Earnings Per Share

9 Months Ended

Sep. 25, 2021

Earnings Per Share [Abstract]

Earnings Per Share

Note 12 – 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 restricted stock and restricted stock units 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 25,	September 26,	September 25,	September 26,
		2021	2020	2021	2020
Basic		139,377	142,362	140,661	142,553
Effect of dilutive securities:
	Stock options, restricted stock and restricted stock units	1,702	729	1,518	755
	Diluted	141,079	143,091	142,179	143,308

Income Taxes

9 Months Ended

Sep. 25, 2021

Income Tax Disclosure [Abstract]

Income Taxes

Note 13 – Income Taxes

For the nine months ended September 25, 2021 our effective tax rate was 24.2% compared to 20.0% for the prior year period. The difference between our effective tax rates and the federal statutory tax rate for the nine months ended September 25, 2021 primarily relates to state and foreign income taxes, interest expense and tax charges and credits associated with legal entity reorganizations. The difference between our effective tax rate and the federal statutory tax rate for the nine months ended September 26, 2020 was primarily due to a U.S. federal income tax settlement reached during the third quarter, which lowered income tax expense by approximately $15.6 million, as well as state and foreign income taxes and interest expense.

The American Rescue Plan Act of 2021 (“ARPA”) was signed into law on March 11, 2021. The ARPA included a corporate income tax provision to further limit the deductibility of compensation under Section 162(m) for tax years starting after December 31, 2026. Section 162(m) generally limits the deductibility of compensation paid to covered employees of publicly held corporations. Covered employees include the CEO, CFO and the three highest paid officers. The ARPA expands the group of covered employees to additionally include five of the highest paid employees.

On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) was enacted in response to the COVID-19 pandemic. The CARES Act includes, but is not limited to, certain income tax provisions that modify the Section 163(j) limitation of business interest and net operating loss carryover and carryback rules. We have analyzed the income tax provisions of the CARES Act and have accounted for the impact in the nine months ended September 26, 2020, which did not have a material impact on our consolidated financial statements. There are certain other non-income tax benefits available to us under the CARES Act that require further clarification or interpretation that may affect our consolidated financial statements in the future.

The total amount of unrecognized tax benefits, which are included in “Other liabilities” within our consolidated balance sheets, as of September 25, 2021 was approximately $79.0 million, of which $64.3 million 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 consolidated statements of income.

The tax years subject to examination by major tax jurisdictions include years 2017 and forward by the U.S Internal Revenue Service (the “IRS”) as well as the years 2008 and forward for certain states and certain foreign jurisdictions. All tax returns audited by the IRS are officially closed through 2016. During the quarter ended June 26, 2021 we reached a resolution with the Appellate Division for all remaining outstanding issues for 2012 and 2013. The resolution did not have a material impact to our consolidated financial statements. We reached a settlement with the U.S. Competent Authority to resolve certain transfer pricing issues related to 2012 and 2013 in the quarter ended December 28, 2019. During the quarter ended September 26, 2020 we finalized negotiations with the Advance Pricing Division and reached an agreement on an appropriate transfer pricing methodology for the years 2014-2025. The objective of this resolution was to mitigate future transfer pricing audit adjustments. In the fourth quarter of 2020, we reached a favorable resolution with the IRS relating to select audit years.

The total amounts of interest and penalties are classified as a component of the provision for income taxes. The amount of tax interest credits were approximately $(2.2) million for the nine months ended September 25, 2021, and $(1.1) million for the nine months ended September 26, 2020. The total amount of accrued interest is included in “Other liabilities,” and was approximately $11.7 million as of September 25, 2021 and $14.0 million as of December 26, 2020. No penalties were accrued for the periods presented.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 21
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-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 11.C)
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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-Paragraph 17
-Subparagraph (b)
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-Paragraph 1
-Subparagraph (SAB TOPIC 6.I.5.Q1)
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-SubTopic 10
-Section 50
-Paragraph 14
-URI http://asc.fasb.org/extlink&oid=121826272&loc=d3e32705-109319

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 270
-Section 50
-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=6424409&loc=d3e44925-109338

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-URI http://asc.fasb.org/topic&trid=2144680

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 30
-Section 50
-Paragraph 2
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=6424122&loc=d3e41874-109331

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-URI http://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

+ Details

Derivatives and Hedging Activities

9 Months Ended

Sep. 25, 2021

Derivative and Hedging Activities [Abstract]

Derivatives and Hedging Activities

Note 14 – 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 each other, and changes to the credit risk of the derivative counterparties. We attempt to minimize these risks by primarily using foreign currency forward contracts and by maintaining counter-party credit limits. These hedging activities provide only limited protection against currency exchange and credit risks. Factors that could influence the effectiveness of our hedging programs include currency markets and availability of hedging instruments and liquidity of the credit markets. All 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 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 consolidated balance sheets. Amounts excluded from the assessment of hedge effectiveness are included in interest expense within our consolidated statements of income. The aggregate notional value of this net investment hedge, which matures on November 16, 2023, is approximately €200 million. During the three months ended September 25, 2021 and September 26, 2020, we recognized approximately $1.1 million and $1.2 million, respectively, of interest savings as a result of this net investment hedge. During the nine months ended September 25, 2021 and September 26, 2020, we recognized approximately $3.3 and $3.6 million, respectively, of interest savings as a result of this net investment hedge.

On March 20, 2020, we entered into a total return swap for the purpose of economically hedging our unfunded non-qualified supplemental retirement plan (“SERP”) and our deferred compensation plan (“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 $43.4 million. At September 25, 2021, the notional value of the investments in these plans was $86.0 million. At September 25, 2021, the financing blended rate for this swap was based on LIBOR of 0.08% plus 0.47%, for a combined rate of 0.55%. For the three months and nine months ended September 25, 2021, we have recorded a gain, within the selling, general and administrative line item in our consolidated statement of income, of approximately $2.0 million and $10.1 million, respectively, net of transaction costs, related to this undesignated swap. For the three months and nine months ended September 26, 2020, we have recorded a gain, within the selling, general and administrative line item in our consolidated statement of income, of approximately $3.8 million and $14.2 million, respectively, net of transaction costs, related to this undesignated swap. This swap is expected to be renewed on an annual basis after its current expiration date of March 29, 2022, and is expected to result in a neutral impact to our results of operations.

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. Our hedging activities have historically not had a material impact on our consolidated financial statements. Accordingly, additional disclosures related to derivatives and hedging activities required by ASC 815 have been omitted.

Stock-Based Compensation

9 Months Ended

Sep. 25, 2021

Disclosure of Stock-Based Compensation [Abstract]

Stock-Based Compensation

Note 15 – Stock-Based Compensation

Our accompanying consolidated statements of income reflect pre-tax stock-based compensation expense of $27.5 million ($20.9 million after-tax) and $57.7 million ($43.8 million after-tax) for the three and nine months ended September 25, 2021, respectively. For the three and nine months ended September 26, 2020 we recorded pre-tax stock-based compensation expense of $5.7 million ($4.1 million after-tax) and a credit of $6.6 million ($5.3 million after-tax), respectively. The $6.6 million credit for stock-based compensation during the nine months ended September 26, 2020 reflected our reduced estimate in expected achievement of performance-based targets resulting from the impact of COVID-19.

Our accompanying consolidated statements of cash flows present our stock-based compensation expense (credit) as an adjustment to reconcile net income to net cash provided by operating activities for all periods presented. In the accompanying 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 25, 2021 and September 26, 2020, respectively.

Stock-based compensation represents the cost related to stock-based awards granted to employees and non-employee directors. We measure stock-based compensation at the grant date, based on the estimated fair value of the award, and recognize the cost (net of estimated forfeitures) as compensation expense over the requisite service period. Our stock-based compensation expense is reflected in selling, general and administrative expenses in our consolidated statements of income.

Stock-based awards are provided to certain employees and non-employee directors under the terms of our 2020 Stock Incentive Plan and our 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 have been granted solely in the form of restricted stock units (“RSUs”). However, beginning in 2021, our equity-based awards have been granted in the form of RSUs and non-qualified stock options.

Grants of RSUs are stock-based awards granted to recipients with specified vesting provisions. In the case of RSUs, common stock is generally delivered on or following satisfaction of vesting conditions. We issue RSUs that vest solely based on the recipient’s continued service over time (primarily four-year cliff vesting, except for grants made under the 2015 Non-Employee Director Stock Incentive Plan, which are primarily 12-month cliff vesting), and RSUs that vest based on our achieving specified performance measurements and the recipient’s continued service over time (primarily three-year cliff vesting). For these RSUs, we recognize the cost as compensation expense on a straight-line basis.

During the three months ended March 27, 2021, as a result of the continuing economic risk and uncertainty resulting from the ongoing COVID-19 pandemic, the Compensation Committee decided to adjust the form of awards granted under our 2021 long-term incentive program for our 2021 fiscal year in a manner that focuses on our long-term value by granting stock options and time-based RSUs rather than performance-based RSUs. 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 are granted at an exercise price equal to our closing stock price on the date of grant. Stock options issued during 2021 vest one-third per year based on the recipient’s continued service, subject to the terms and conditions of the Plans, 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 estimate the fair value of stock options using the Black-Scholes valuation model.

In addition to equity-based awards under the 2021 long-term incentive program under the 2020 Stock Incentive Plan, the Compensation Committee granted a Special Pandemic Recognition Award under the 2020 Stock Incentive Plan to recipients of performance-based RSUs under the 2018 long-term incentive program. These time-based RSU awards will vest 50% on the first anniversary of the grant date and 50% on the second anniversary of the grant date, based on the recipient’s continued service and subject to the terms and conditions of the Plans, and are recorded as compensation expense using a graded vesting method.

With respect to time-based RSUs, we estimate the fair value on the date of grant based on our closing stock price at time 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.

The Plans provide for adjustments to the performance-based restricted stock units targets for significant events, including, without limitation, acquisitions, divestitures, new business ventures, certain capital transactions (including share repurchases), 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 and foreign exchange fluctuations. 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.

Total unrecognized compensation cost related to unvested awards as of September 25, 2021 was $85.7 million, which is expected to be recognized over a weighted-average period of approximately 2.2 years.

The following weighted-average assumptions were used in determining the most recent fair values of stock options granted using the Black-Scholes valuation model:


Expected dividend yield	0.0	%
Expected stock price volatility	27.00	%
Risk-free interest rate	0.97	%
Expected life of options (years)	6.00

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 stock option activity under the Plans during the nine months ended September 25, 2021:

				Weighted
				Average
		Weighted		Remaining
		Average		Contractual	Aggregate
		Exercise		Life in	Intrinsic
	Shares	Price		Years	Value
Outstanding at beginning of period	-	$	-
Granted	807		63.05
Exercised	-		-
Forfeited	(6)		62.99
Outstanding at end of period	801	$	63.05	9.4	$	15.05

Options exercisable at end of period	1	$	62.71

The following tables summarize the activity of our unvested RSUs for the nine months ended September 25, 2021:

	Time-Based Restricted Stock Units
		Weighted Average
		Grant Date Fair		Intrinsic Value
	Shares/Units	Value Per Share		Per Share
Outstanding at beginning of period	1,459	$	57.61
Granted	833		63.24
Vested	(266)		66.85
Forfeited	(32)		60.13
Outstanding at end of period	1,994	$	58.77	$	78.10

	Performance-Based Restricted Stock Units
		Weighted Average
		Grant Date Fair		Intrinsic Value
	Shares/Units	Value Per Share		Per Share
Outstanding at beginning of period	136	$	53.52
Granted	531		58.92
Vested	(84)		52.35
Forfeited	(14)		59.34
Outstanding at end of period	569	$	59.65	$	78.10

Supplemental Cash Flow Information

9 Months Ended

Sep. 25, 2021

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 25,		September 26,
	2021		2020
Interest	$	21,959	$	29,551
Income taxes		178,804		164,575

During the nine months ended September 25, 2021 and September 26, 2020, we had a $7.0 million and $3.0 million of non-cash net unrealized gains related to foreign currency hedging activities, respectively.

Legal Proceedings

9 Months Ended

Sep. 25, 2021

Legal Proceedings [Abstract]

Legal Proceedings

Note 17 – Legal Proceedings

On May 29, 2018, an amended complaint was filed in the MultiDistrict Litigation (“MDL”) proceeding In Re National Prescription Opiate Litigation (MDL No. 2804; Case No. 17-md-2804) in an action entitled The County of Summit, Ohio et al. v. Purdue Pharma, L.P., et al., Civil Action No. 1:18-op-45090-DAP (“County of Summit Action”), in the U.S. District Court for the Northern District of Ohio, adding Henry Schein, Inc., Henry Schein Medical Systems, Inc. and others as defendants. Summit County alleged that 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 Henry Schein Medical Systems, Inc.) reaped financial rewards by refusing or otherwise failing to monitor appropriately and restrict the improper distribution of those drugs. On October 29, 2019, the Company was dismissed with prejudice from this lawsuit. Henry Schein, working with Summit County, donated $1 million to a foundation and paid $250,000 of Summit County’s expenses, as described in our prior filings with the SEC.

In addition to the County of Summit Action, Henry Schein and/or one or more of its affiliated companies have been named as a defendant in multiple lawsuits (currently approximately one-hundred and fifty (150)), which allege claims similar to those alleged in the County of Summit Action. These actions consist of some that have been consolidated within the MDL and are currently abated for discovery purposes, and others which remain pending in state courts and are proceeding independently and outside of the MDL. On October 9, 2020, the Circuit Court of the 17th Judicial Circuit in and for Broward County, Florida, Case No. CACE19018882, granted Henry Schein’s motion to dismiss the claims brought against it in the action filed by North Broward Hospital District et. al. The Florida court gave plaintiffs until November 24, 2020 to replead their claims against Henry Schein, and plaintiffs filed an amended complaint. On January 8, 2021, Henry Schein filed a motion to dismiss the amended complaint. On September 20, 2021, the Florida court denied Henry Schein’s motion to dismiss. At this time, the only case set for trial is the action filed by DCH Health Care Authority, et al. in Alabama state court, which is currently scheduled for a liability jury trial on plaintiffs’ public nuisance claims on July 18, 2022. Of Henry Schein’s 2020 revenue of approximately $10.1 billion from continuing operations, sales of opioids represented less than one-tenth of 1 percent. Opioids represent a negligible part of our business. We intend to defend ourselves vigorously against these actions.

On September 30, 2019, the City of Hollywood Police Officers Retirement System, individually and on behalf of all others similarly situated, filed a putative class action complaint for violation of the federal securities laws against Henry Schein, Inc., Covetrus, Inc., and Benjamin Shaw and Christine Komola (Covetrus’s then Chief Executive Officer and Chief Financial Officer, respectively) in the U.S. District Court for the Eastern District of New York, Case No. 2:19-cv-05530-FB-RLM. The complaint seeks to certify a class consisting of all persons and entities who, subject to certain exclusions, purchased or otherwise acquired Covetrus common stock from February 8, 2019 through August 12, 2019. The case relates to the Animal Health Spin-off and Merger of the Henry Schein Animal Health Business with Vets First Choice in February 2019. The complaint alleges violations of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, as amended, and Securities and Exchange Commission Rule 10b-5 and asserts that defendants’ statements in the offering documents and after the transaction were materially false and misleading because they purportedly overstated Covetrus’s capabilities as to inventory management and supply-chain services, understated the costs of integrating the Henry Schein Animal Health Business and Vets First Choice, understated Covetrus’s separation costs from Henry Schein, and understated the impact on earnings from online competition and alternative distribution channels and from the loss of an allegedly large customer in North America just before the Separation and Merger. The complaint seeks unspecified monetary damages and a jury trial. Pursuant to the provisions of the PSLRA, the court appointed lead plaintiff and lead counsel on December 23, 2019. Lead plaintiff filed a Consolidated Class Action Complaint on February 21, 2020. Lead plaintiff added Steve Paladino, our Chief Financial Officer, as a defendant in the action. Lead plaintiff filed an Amended Consolidated Class Action Complaint on May 21, 2020, in which it added a claim that Mr. Paladino is a “control person” of Covetrus. On August 3, 2021, the court granted Henry Schein’s and Mr. Paladino’s motion to dismiss them from the case with prejudice.

On February 5, 2021, Jack Garnsey filed a putative shareholder derivative action on behalf of Covetrus, Inc. in the U.S. District Court for the Eastern District of New York, naming as defendants Benjamin Shaw, Christine T. Komola, Steven Paladino, Betsy Atkins, Deborah G. Ellinger, Sandra L. Helton, Philip A. Laskaway, Mark J. Manoff, Edward M. McNamara, Ravi Sachdev, David E. Shaw, Benjamin Wolin, and Henry Schein, Inc., with Covetrus, Inc. named as a nominal defendant. The complaint alleges that the individual defendants breached their fiduciary duties under state law in connection with the same allegations asserted in the City of Hollywood securities class action described above and further alleges that Henry Schein aided and abetted such breaches. The complaint also asserts claims for contribution under the federal securities laws against Henry Schein and other defendants, also arising out of the allegations in the City of Hollywood lawsuit. The complaint seeks declaratory, injunctive, and monetary relief. A second similar complaint, Stegmann v. Wolin, was filed in the same court on March 30, 2021, which did not name the Company as a defendant. We expect a consolidated amended complaint to be filed and Plaintiffs have agreed to dismiss Henry Schein from the consolidated amended complaint without prejudice; we expect the parties to submit a proposed order to the Court reflecting this agreement.

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 25, 2021, 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.

Related Party Transactions

9 Months Ended

Sep. 25, 2021

Related Party Transactions

Related Party Transactions

Note 18 – Related Party Transactions

On February 7, 2019 (the “Distribution Date”), we completed the separation (the “Separation”) and subsequent merger (“Merger”) of our animal health business (the “Henry Schein Animal Health Business”) with Direct Vet Marketing, Inc. (d/b/a Vets First Choice, “Vets First Choice”). This was accomplished by a series of transactions among us, Vets First Choice, Covetrus, Inc. (f/k/a HS Spinco, Inc. “Covetrus”), a wholly owned subsidiary of ours prior to the Distribution Date, and HS Merger Sub, Inc., a wholly owned subsidiary of Covetrus. In connection with the Separation, we contributed, assigned and transferred to Covetrus certain applicable assets, liabilities and capital stock or other ownership interests relating to the Henry Schein Animal Health Business. On the Distribution Date, we received a tax-free distribution of $1,120 million from Covetrus pursuant to certain debt financing incurred by Covetrus. On the Distribution Date and prior to the Animal Health Spin-off, Covetrus issued shares of Covetrus common stock to certain institutional accredited investors for $361.1 million (the “Share Sale”). The proceeds of the Share Sale were paid to Covetrus and distributed to us. Subsequent to the Share Sale, we distributed, on a pro rata basis, all of the shares of the common stock of Covetrus held by us to our stockholders of record as of the close of business on January 17, 2019 (the “Animal Health Spin-off”).

In connection with the completion of the Animal Health Spin-off during our 2019 fiscal year, we entered into a transition services agreement with Covetrus under which we agreed to provide certain transition services for up to twenty-four months in areas such as information technology, finance and accounting, human resources, supply chain, and real estate and facility services. Services provided under this transition services agreement ended in December 2020. During the three and nine months ended September 26, 2020, we recorded approximately $3.9 million and $12.7 million, respectively, of fees for these services. Covetrus also purchased certain products from us pursuant to the transition services agreement, which ended in December 2020. During the three and nine months ended September 26, 2020, net sales to Covetrus were approximately $24.8 million and $66.0 million, respectively.

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 $31.0 million annually for the use of their intellectual property. During the three and nine months ended September 25, 2021, we recorded $7.8 million and $23.4 million, respectively in connection with costs related to this royalty agreement. During the three and nine months ended September 26, 2020, we recorded $7.8 million and $23.4 million, respectively, in connection with costs related to this royalty agreement. As of September 25, 2021 and December 26, 2020, Henry Schein One, LLC had a net (payable) receivable balance due (to) from Internet Brands of $(14.7) million and $4.7 million, respectively, comprised of amounts related to results of operations and the royalty agreement.

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 25, 2021, we recorded net sales of $17.7 million and $50.9 million, respectively, to such entities. During the three and nine months ended September 26, 2020, we recorded net sales of $13.4 million and $38 million, respectively, to such entities. During the three and nine months ended September 25, 2021, we purchased $4.8 million and $13.9 million, respectively, from such entities. During the three and nine months ended September 26, 2020, we purchased $4.3 million and $10.3 million, respectively, from such entities. At September 25, 2021 and December 26, 2020, in the aggregate we had $48.3 million and $36.9 million, due from our equity affiliates, and $9.6 million and $8.7 million due to our equity affiliates, respectively.

Critical Accounting Policies, Accounting Pronouncements Adopted and Recently Issued Accounting Standards (Policies)

9 Months Ended

Sep. 25, 2021

Critical Accounting Policies, Accounting Pronouncements Adopted and Recently Issued Accounting Standards

Accounting Pronouncements Adopted and Recently Issued Accounting Standards

Accounting Pronouncements Adopted

Recently Issued Accounting Standards

Revenue from Contracts with Customers (Tables)

9 Months Ended

Sep. 25, 2021

Revenue from Contracts with Customers

Disaggregation of Revenue

			Three Months Ended						Nine Months Ended
			September 25, 2021						September 25, 2021
			North America		International		Global		North America		International		Global
Revenues:
Health care distribution
	Dental		$	1,114,631	$	708,263	$	1,822,894	$	3,287,021	$	2,235,145	$	5,522,166
	Medical			1,163,799		23,013		1,186,812		3,006,699		77,978		3,084,677
		Total health care distribution		2,278,430		731,276		3,009,706		6,293,720		2,313,123		8,606,843
Technology and value-added services				147,644		20,965		168,609		399,478		64,178		463,656
		Total revenues	$	2,426,074	$	752,241	$	3,178,315	$	6,693,198	$	2,377,301	$	9,070,499

			Three Months Ended						Nine Months Ended
			September 26, 2020						September 26, 2020
			North America		International		Global		North America		International		Global
Revenues:
Health care distribution
	Dental		$	1,008,836	$	641,017	$	1,649,853	$	2,413,154	$	1,653,067	$	4,066,221
	Medical			1,002,741		24,405		1,027,146		2,377,357		68,287		2,445,644
		Total health care distribution		2,011,577		665,422		2,676,999		4,790,511		1,721,354		6,511,865
Technology and value-added services				120,949		17,406		138,355		327,374		48,173		375,547
Total excluding Corporate TSA revenues ⁽¹⁾				2,132,526		682,828		2,815,354		5,117,885		1,769,527		6,887,412
Corporate TSA revenues ⁽¹⁾				-		24,792		24,792		-		66,004		66,004
		Total revenues	$	2,132,526	$	707,620	$	2,840,146	$	5,117,885	$	1,835,531	$	6,953,416

Segment Data (Tables)

9 Months Ended

Sep. 25, 2021

Segment Data

Business segment information

			Three Months Ended				Nine Months Ended
			September 25,		September 26,		September 25,		September 26,
			2021		2020		2021		2020
Net Sales:
	Health care distribution ⁽¹⁾
		Dental	$	1,822,894	$	1,649,853	$	5,522,166	$	4,066,221
		Medical		1,186,812		1,027,146		3,084,677		2,445,644
		Total health care distribution		3,009,706		2,676,999		8,606,843		6,511,865
	Technology and value-added services ⁽²⁾			168,609		138,355		463,656		375,547
		Total excluding Corporate TSA revenue		3,178,315		2,815,354		9,070,499		6,887,412
	Corporate TSA revenues ⁽³⁾			-		24,792		-		66,004
		Total	$	3,178,315	$	2,840,146	$	9,070,499	$	6,953,416

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 and vitamins.Consists of practice management software and other value-added products, which are distributed primarily to health care providers, and financial services on a non-recourse basis, e-services, continuing education services for practitioners, consulting and other services. Corporate TSA revenues represents sales of certain products to Covetrus under the transition services agreement entered into in connection with the Animal Health Spin-off, which ended in December 2020. See Note-18 Related Party Transactionsfor further information.

			Three Months Ended				Nine Months Ended
			September 25,		September 26,		September 25,		September 26,
			2021		2020		2021		2020
Operating Income:
	Health care distribution		$	179,275	$	148,658	$	558,968	$	271,477
	Technology and value-added services			31,546		39,013		92,127		82,626
		Total	$	210,821	$	187,671	$	651,095	$	354,103

Debt (Tables)

9 Months Ended

Sep. 25, 2021

Debt

Bank credit lines

	September 25,		December 26,
	2021		2020
Revolving credit agreement	$	-	$	-
Other short-term bank credit lines		59,394		73,366
Total	$	59,394	$	73,366

Long-term debt

		September 25,		December 26,
		2021		2020
Private placement facilities		$	706,433	$	613,498
Note payable			-		1,554
Various collateralized and uncollateralized loans payable with interest,
	in varying installments through 2023 at interest rates
	ranging from 2.45% to 4.27% at September 25, 2021 and
	ranging from 2.62% to 4.27% at December 26, 2020		3,566		4,596
Finance lease obligations (see Note 6)			5,179		5,961
	Total		715,178		625,609
Less current maturities			(9,638)		(109,836)
	Total long-term debt	$	705,540	$	515,773

Private placement facilities


	Amount of
	Borrowing		Borrowing
Date of Borrowing	Outstanding		Rate		Due Date
January 20, 2012 (1)	$	7,143	3.09	%	January 20, 2022
January 20, 2012		50,000	3.45		January 20, 2024
December 24, 2012		50,000	3.00		December 24, 2024
June 16, 2017		100,000	3.42		June 16, 2027
September 15, 2017		100,000	3.52		September 15, 2029
January 2, 2018		100,000	3.32		January 2, 2028
September 2, 2020		100,000	2.35		September 2, 2030
June 2, 2021		100,000	2.48		June 2, 2031
June 2, 2021		100,000	2.58		June 2, 2033
Less: Deferred debt issuance costs		(710)
	$	706,433

(1) Annual repayments of approximately $7.1 million for this borrowing commenced on January 20, 2016.

- Definition

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

+ References

+ Details

Leases (Tables)

9 Months Ended

Sep. 25, 2021

Leases

Components of lease expense, supplemental balance sheet information, and supplemental cash flow

		Three Months Ended				Nine Months Ended
		September 25,		September 26,		September 25,		September 26,
		2021		2020		2021		2020
Operating lease cost:⁽¹⁾		$	26,914	$	21,343	$	75,860	$	65,413
Finance lease cost:
Amortization of right-of-use assets			573		434		1,693		1,148
Interest on lease liabilities			24		29		77		86
Total finance lease cost		$	597	$	463	$	1,770	$	1,234

(1)	Includes variable lease expenses.


Supplemental balance sheet information related to leases is as follows:

		September 25,			December 26,
		2021			2020
Operating Leases:
Operating lease right-of-use assets		$	329,886		$	288,847

Current operating lease liabilities			77,383			64,716
Non-current operating lease liabilities			270,152			238,727
	Total operating lease liabilities	$	347,535		$	303,443

Finance Leases:
Property and equipment, at cost		$	11,255		$	10,683
Accumulated depreciation			(5,470)			(4,277)
Property and equipment, net of accumulated depreciation		$	5,785		$	6,406

Current maturities of long-term debt		$	2,219		$	2,420
Long-term debt			2,960			3,541
	Total finance lease liabilities	$	5,179		$	5,961

Weighted Average Remaining Lease Term in Years:
	Operating leases		7.4			7.5
	Finance leases		4.0			4.3

Weighted Average Discount Rate:
	Operating leases		2.5	%		2.8	%
	Finance leases		1.7	%		1.9	%

Supplemental cash flow information related to leases is as follows:

			Nine Months Ended
		September 25,		September 26,
		2021		2020
Cash paid for amounts included in the measurement of lease liabilities:
	Operating cash flows for operating leases	$	62,363	$	57,666
	Operating cash flows for finance leases		67		76
	Financing cash flows for finance leases		2,129		1,515
Right-of-use assets obtained in exchange for lease obligations:
	Operating leases	$	101,192	$	66,082
	Finance leases		1,488		2,489

Maturities of operating lease liabilities

Maturities of lease liabilities are as follows:

		September 25, 2021
		Operating		Finance
		Leases		Leases
2021	$	22,362	$	699
2022		80,662		1,990
2023		57,878		1,015
2024		43,237		416
2025		38,621		355
Thereafter		138,529		888
Total future lease payments		381,289		5,363
Less: imputed interest		(33,754)		(184)
Total	$	347,535	$	5,179

Maturities of finance lease liabilities

Maturities of lease liabilities are as follows:

		September 25, 2021
		Operating		Finance
		Leases		Leases
2021	$	22,362	$	699
2022		80,662		1,990
2023		57,878		1,015
2024		43,237		416
2025		38,621		355
Thereafter		138,529		888
Total future lease payments		381,289		5,363
Less: imputed interest		(33,754)		(184)
Total	$	347,535	$	5,179

Redeemable Noncontrolling Interests (Tables)

9 Months Ended

Sep. 25, 2021

Redeemable Noncontrolling Interests

Change in fair value of redeemable noncontrolling interests

		September 25,		December 26,
		2021		2020
Balance, beginning of period		$	327,699	$	287,258
Decrease in redeemable noncontrolling interests due to
	redemptions		(50,292)		(17,241)
Increase in redeemable noncontrolling interests due to business
	acquisitions		189,870		28,387
Net income attributable to redeemable noncontrolling interests			19,770		13,363
Dividends declared			(13,959)		(12,631)
Effect of foreign currency translation loss attributable to
	redeemable noncontrolling interests		(4,098)		(4,279)
Change in fair value of redeemable securities			143,592		32,842
Balance, end of period		$	612,582	$	327,699

Comprehensive Income (Tables)

9 Months Ended

Sep. 25, 2021

Comprehensive Income

Accumulated other comprehensive loss net of applicable taxes

			September 25,		December 26,
			2021		2020
Attributable to Redeemable noncontrolling interests:
		Foreign currency translation adjustment	$	(28,715)	$	(24,617)

Attributable to noncontrolling interests:
		Foreign currency translation adjustment	$	395	$	235

Attributable to Henry Schein, Inc.:
	Foreign currency translation adjustment		$	(112,732)	$	(76,565)
	Unrealized loss from foreign currency hedging activities			(6,342)		(11,488)
	Unrealized investment gain			-		1
	Pension adjustment loss			(18,566)		(20,032)
		Accumulated other comprehensive loss	$	(137,640)	$	(108,084)

Total Accumulated other comprehensive loss			$	(165,960)	$	(132,466)

Components of comprehensive income, net of applicable taxes

	Three Months Ended				Nine Months Ended
	September 25,		September 26,		September 25,		September 26,
	2021		2020		2021		2020
Net income	$	169,474	$	151,784	$	508,379	$	272,082

Foreign currency translation gain (loss)		(39,762)		37,588		(40,105)		(17,316)
Tax effect		-		-		-		-
Foreign currency translation gain (loss)		(39,762)		37,588		(40,105)		(17,316)

Unrealized gain (loss) from foreign currency hedging
activities		4,708		(10,490)		6,965		3,010
Tax effect		(1,172)		2,793		(1,819)		(553)
Unrealized gain (loss) from foreign currency hedging
activities		3,536		(7,697)		5,146		2,457

Unrealized investment gain (loss)		3		2		(1)		(6)
Tax effect		(1)		-		-		1
Unrealized investment gain (loss)		2		2		(1)		(5)

Pension adjustment gain (loss)		893		(471)		1,916		227
Tax effect		(269)		133		(450)		(66)
Pension adjustment gain (loss)		624		(338)		1,466		161
Comprehensive income	$	133,874	$	181,339	$	474,885	$	257,379

Total comprehensive income, net of applicable taxes

		Three Months Ended				Nine Months Ended
		September 25,		September 26,		September 25,		September 26,
		2021		2020		2021		2020
Comprehensive income attributable to
	Henry Schein, Inc.	$	131,425	$	169,616	$	454,443	$	257,202
Comprehensive income attributable to
	noncontrolling interests		1,380		4,354		4,770		3,923
Comprehensive income (loss) attributable to
	Redeemable noncontrolling interests		1,069		7,369		15,672		(3,746)
Comprehensive income		$	133,874	$	181,339	$	474,885	$	257,379

Fair Value Measurements (Tables)

9 Months Ended

Sep. 25, 2021

Fair Value Disclosures [Abstract]

Fair value - assets and liabilities measured and recognized on a recurring basis

			September 25, 2021
				Level 1		Level 2		Level 3		Total

Assets:
	Derivative contracts		$	-	$	1,141	$	-	$	1,141
		Total assets	$	-	$	1,141	$	-	$	1,141

Liabilities:
	Derivative contracts		$	-	$	1,905	$	-	$	1,905
	Total return swaps			-		408		-		408
		Total liabilities	$	-	$	2,313	$	-	$	2,313

Redeemable noncontrolling interests			$	-	$	-	$	612,582	$	612,582

			December 26, 2020
				Level 1		Level 2		Level 3		Total

Assets:
	Derivative contracts		$	-	$	1,868	$	-	$	1,868
	Total return swaps			-		1,565		-		1,565
		Total assets	$	-	$	3,433	$	-	$	3,433

Liabilities:
	Derivative contracts		$	-	$	11,765	$	-	$	11,765
		Total liabilities	$	-	$	11,765	$	-	$	11,765

Redeemable noncontrolling interests			$	-	$	-	$	327,699	$	327,699

Business Acquisitions (Tables)

9 Months Ended

Sep. 25, 2021

Business Acquisitions

Summary of estimated fair value, Acquisitions consideration

Acquisition consideration:
Cash	$	435,216
Redeemable noncontrolling interests		179,086
Total consideration		614,302

Identifiable assets acquired and liabilities assumed:
Current assets		158,657
Intangible assets		258,501
Other noncurrent assets		38,519
Current liabilities		(62,176)
Deferred income taxes		(17,580)
Other noncurrent liabilities		(38,271)
Total identifiable net assets		337,650
Goodwill		284,151
Total net assets acquired	$	621,801

Plans of Restructuring (Tables)

9 Months Ended

Sep. 25, 2021

Plans of Restructuring [Abstract]

Schedule of restructuring reserve by type of cost

			Facility
	Severance		Closing
	Costs		Costs		Other		Total
Balance, December 28, 2019	$	12,911	$	826	$	73	$	13,810
Provision		25,855		5,878		360		32,093
Payments and other adjustments		(26,152)		(6,309)		(329)		(32,790)
Balance, December 26, 2020	$	12,614	$	395	$	104	$	13,113
Provision		3,234		(105)		231		3,360
Payments and other adjustments		(13,746)		10		(332)		(14,068)
Balance, September 25, 2021	$	2,102	$	300	$	3	$	2,405

Schedule of restructuring reserve by segment

			Technology and
	Health Care		Value-Added
	Distribution		Services		Total
Balance, December 28, 2019	$	13,373	$	437	$	13,810
Provision		30,935		1,158		32,093
Payments and other adjustments		(31,484)		(1,306)		(32,790)
Balance, December 26, 2020	$	12,824	$	289	$	13,113
Provision		2,830		530		3,360
Payments and other adjustments		(13,563)		(505)		(14,068)
Balance, September 25, 2021	$	2,091	$	314	$	2,405

Earnings Per Share (Tables)

9 Months Ended

Sep. 25, 2021

Earnings Per Share [Abstract]

Reconciliation of basic and diluted shares used to calculate earnings per share

		Three Months Ended		Nine Months Ended
		September 25,	September 26,	September 25,	September 26,
		2021	2020	2021	2020
Basic		139,377	142,362	140,661	142,553
Effect of dilutive securities:
	Stock options, restricted stock and restricted stock units	1,702	729	1,518	755
	Diluted	141,079	143,091	142,179	143,308

Stock-Based Compensation (Tables)

9 Months Ended

Sep. 25, 2021

Disclosure of Stock-Based Compensation [Abstract]

Assumptions used in determining fair values of stock options using the Black-Scholes valuation model


Expected dividend yield	0.0	%
Expected stock price volatility	27.00	%
Risk-free interest rate	0.97	%
Expected life of options (years)	6.00

Summary of stock option activity under the Plans

				Weighted
				Average
		Weighted		Remaining
		Average		Contractual	Aggregate
		Exercise		Life in	Intrinsic
	Shares	Price		Years	Value
Outstanding at beginning of period	-	$	-
Granted	807		63.05
Exercised	-		-
Forfeited	(6)		62.99
Outstanding at end of period	801	$	63.05	9.4	$	15.05

Options exercisable at end of period	1	$	62.71

Status of non-vested restricted shares/units

	Time-Based Restricted Stock Units
		Weighted Average
		Grant Date Fair		Intrinsic Value
	Shares/Units	Value Per Share		Per Share
Outstanding at beginning of period	1,459	$	57.61
Granted	833		63.24
Vested	(266)		66.85
Forfeited	(32)		60.13
Outstanding at end of period	1,994	$	58.77	$	78.10

	Performance-Based Restricted Stock Units
		Weighted Average
		Grant Date Fair		Intrinsic Value
	Shares/Units	Value Per Share		Per Share
Outstanding at beginning of period	136	$	53.52
Granted	531		58.92
Vested	(84)		52.35
Forfeited	(14)		59.34
Outstanding at end of period	569	$	59.65	$	78.10

Supplemental Cash Flow Information (Tables)

9 Months Ended

Sep. 25, 2021

Supplemental Cash Flow information [Abstract]

Cash paid for interest and income taxes

	Nine Months Ended
	September 25,		September 26,
	2021		2020
Interest	$	21,959	$	29,551
Income taxes		178,804		164,575

Basis of Presentation - Narrative (Details) - USD ($)	9 Months Ended
Basis of Presentation - Narrative (Details) - USD ($)	Sep. 25, 2021	Dec. 26, 2020
Variable Interest Entity, Qualitative or Quantitative Information, Purpose of VIE	We consolidate the results of operations and financial position of a trade accounts receivable securitization which we consider a Variable Interest Entity (“VIE”)
Liabilities	$ 3,702,556,000	$ 3,460,448,000
Variable Interest Entity, Primary Beneficiary [Member]
Variable Interest Entity, Extent of or Lack of Recourse	The creditors have recourse to us for losses on these trade accounts receivable
Variable Interest Entity, Primary Beneficiary [Member] \| Trade Accounts Receivable [Member]
Accounts Receivable	$ 0	0
Variable Interest Entity, Primary Beneficiary [Member] \| Recourse [Member]
Liabilities	$ 0	$ 0

- Definition

Sum of the carrying amounts as of the balance sheet date of all liabilities that are recognized. Liabilities are probable future sacrifices of economic benefits arising from present obligations of an entity to transfer assets or provide services to other entities in the future.

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+ Details

Critical Accounting Policies, Accounting Pronouncements Adopted and Recently Issued Accounting Standards - Narrative (Details) - Accounting standard 2019-12 [Member]	Sep. 25, 2021
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Change in Accounting Principle, Accounting Standards Update, Adopted [true false]	true
Change in Accounting Principle, Accounting Standards Update, Adoption Date	Dec. 31, 2019

- Definition

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+ Details

Revenue from Contracts with Customers - Disaggregation of Revenue (Details) - USD ($)
$ in Thousands

3 Months Ended

9 Months Ended

Sep. 25, 2021

Sep. 26, 2020

Sep. 25, 2021

Sep. 26, 2020

Debt - Bank credit lines (Details) - USD ($)	Sep. 25, 2021	Dec. 26, 2020
Line of Credit Facility [Line Items]
Bank Credit lines	$ 59,394,000	$ 73,366,000
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	$ 59,394,000	$ 73,366,000

Debt - Revolving Credit Agreement, 364-Day Credit Agreement and Other Short-Term Credit Lines Narrative (Details) - USD ($)		4 Months Ended	9 Months Ended
	Mar. 04, 2021	Apr. 18, 2017	Sep. 25, 2021	Sep. 26, 2020	Dec. 26, 2020
Line of Credit Facility [Line Items]
Bank credit lines			$ 59,394,000		$ 73,366,000
Repayments of Long-term Debt			121,835,000	$ 610,457,000
Revolving Credit Agreement [Member]
Line of Credit Facility [Line Items]
Bank credit lines			0		0
Revolving credit facility maturing in April 2022 [Member]
Line of Credit Facility [Line Items]
Revolving credit facility borrowing capacity			$ 750,000,000
Revolving credit facility expiration date		Apr. 30, 2022
Revolving credit facility maturing in April 2026 [Member]
Line of Credit Facility [Line Items]
Line of Credit Facility, Initiation Date			Aug. 20, 2021
Revolving credit facility borrowing capacity			$ 1,000,000,000
Revolving credit facility expiration date			Aug. 20, 2026
Outstanding letters of credit provided to third parties			$ 9,100,000		9,500,000
364-day credit agreement [Member]
Line of Credit Facility [Line Items]
Line of Credit Facility, Initiation Date			Apr. 17, 2020
Revolving credit facility expiration date			Apr. 16, 2021
Line of Credit Facility, Expiration Period			364 days
Repayments of Long-term Debt	$ 700,000,000
Various Bank Credit Lines [Member]
Line of Credit Facility [Line Items]
Bank credit lines			$ 59,394,000		73,366,000
Other Short Term Credit Lines [Member]
Line of Credit Facility [Line Items]
Bank credit lines			$ 59,400,000		$ 73,400,000
Weighted average interest rate on borrowings under credit lines at period end (in hundredths)			7.42%		4.14%

Debt - Long-term Debt (Details) - USD ($)	Sep. 25, 2021	Dec. 26, 2020
Debt Instrument [Line Items]
Total long-term debt	$ 715,178,000	$ 625,609,000
Less current maturities	(9,638,000)	(109,836,000)
Long-term debt	705,540,000	515,773,000
Finance lease obligations (See Note 6)	5,179,000	5,961,000
Private placement facilities [Member]
Debt Instrument [Line Items]
Total long-term debt	706,433,000	613,498,000
Note payable [Member]
Debt Instrument [Line Items]
Total long-term debt	0	1,554,000
Various collateralized and uncollateralized loans payable with interest in varying installments through 2023 at interest rates ranging from 2.45% to 4.27% at September 25, 2021 and ranging from 2.62% to 4.27% at December 26, 2020 [Member]
Debt Instrument [Line Items]
Total long-term debt	$ 3,566,000	$ 4,596,000
Various collateralized and uncollateralized loans payable with interest in varying installments through 2023 at interest rates ranging from 2.45% to 4.27% at September 25, 2021 and ranging from 2.62% to 4.27% at December 26, 2020 [Member] \| Minimum [Member]
Debt Instrument [Line Items]
Borrowing Rate	2.45%	2.62%
Various collateralized and uncollateralized loans payable with interest in varying installments through 2023 at interest rates ranging from 2.45% to 4.27% at September 25, 2021 and ranging from 2.62% to 4.27% at December 26, 2020 [Member] \| Maximum [Member]
Debt Instrument [Line Items]
Borrowing Rate	4.27%	4.27%

Debt - Private Placement Facilities - Narrative (Details) $ in Billions	9 Months Ended
	Sep. 25, 2021 USD ($)
Indebtedness ratio [Abstract]
Number of lenders	3
Private placement facilities [Member]
Debt Instrument [Line Items]
Debt instrument maximum borrowing capacity	$ 1.0
Debt Instrument, Interest Rate, Increase (Decrease)	1.00%
Indebtedness ratio [Abstract]
Average term of issuances under private placement facilities	12 years
Private placement facilities [Member] \| Private placement facilities maturing in September 2030 [Member]
Indebtedness ratio [Abstract]
Debt instrument, maturity date	Sep. 02, 2030
Private placement facilities [Member] \| Private placement facilities maturing in June 2031 [Member]
Indebtedness ratio [Abstract]
Debt instrument, maturity date	Jun. 02, 2031
Private placement facilities [Member] \| Private Placement Facilities 2026 [Member]
Debt Instrument [Line Items]
Debt instrument maximum borrowing capacity	$ 1.5
Private placement facilities [Member] \| Minimum [Member]
Indebtedness ratio [Abstract]
Term of issuances under private placement facilities	5 years
Private placement facilities [Member] \| Maximum [Member]
Indebtedness ratio [Abstract]
Ratio of indebtedness to total capital	3.25
Ratio of Indebtedness to Net Capital	3.0
Term of issuances under private placement facilities	15 years

Debt - U.S. Trade Accounts Receivable Securitization - Narrative (Details) - USD ($)	9 Months Ended	12 Months Ended
	Sep. 25, 2021	Dec. 26, 2020	Oct. 20, 2021
Debt Instrument [Line Items]
Long-term Debt and Capital Lease Obligations, Including Current Maturities	$ 715,178,000	$ 625,609,000
U.S. trade accounts receivable securitization [Member]
Debt Instrument [Line Items]
Pricing commitment period	3 years
Debt Instrument, Maturity Date	Apr. 29, 2022
Debt instrument maximum borrowing capacity	$ 350,000,000
Commitment fee for facility usage - facility limit greater than or equal to fifty percent usage (as a percent)	0.45%
Commitment fee for facility usage - facility limit less than fifty percent usage (as a percent)	0.25%
U.S. trade accounts receivable securitization [Member] \| Subsequent Event [Member]
Debt Instrument [Line Items]
Debt instrument maximum borrowing capacity			$ 450,000,000
U.S. trade accounts receivable securitization [Member] \| Extended Maturity [Member]
Debt Instrument [Line Items]
Debt Instrument, Maturity Date	Jun. 12, 2023
U.S. trade accounts receivable securitization [Member] \| Average Asset Backed Commercial Paper Rate [Member]
Debt Instrument [Line Items]
Long-term Debt and Capital Lease Obligations, Including Current Maturities	$ 0	$ 0
Debt instrument, interest rate at period end	1.08%	1.17%
Debt instrument, variable rate basis at period end	0.13%	0.22%
Debt instrument, basis spread on variable rate	0.95%	0.95%

Debt - Private Placement Borrowings (Details) - USD ($) $ in Thousands		9 Months Ended
	Jan. 20, 2016	Sep. 25, 2021	Dec. 26, 2020
Debt Instrument [Line Items]
Total long-term debt		$ 715,178	$ 625,609
Private placement facilities [Member]
Debt Instrument [Line Items]
Less: Deferred debt issuance costs		(710)
Total long-term debt		$ 706,433	$ 613,498
Private placement facilities [Member] \| Private placement facilities maturing in January 2022 [Member]
Debt Instrument [Line Items]
Debt Instrument, Issuance Date		Jan. 20, 2012
Long-term Debt, Gross		$ 7,143
Borrowing Rate		3.09%
Debt Instrument, Maturity Date		Jan. 20, 2022
Private placement facility, frequency of periodic payment		Annual
Private placement facility annual payment	$ 7,100
Debt Instrument, Date of First Required Payment		Jan. 20, 2016
Private placement facilities [Member] \| Private placement facilities maturing in January 2024 [Member]
Debt Instrument [Line Items]
Debt Instrument, Issuance Date		Jan. 20, 2012
Long-term Debt, Gross		$ 50,000
Borrowing Rate		3.45%
Debt Instrument, Maturity Date		Jan. 20, 2024
Private placement facilities [Member] \| Private placement facilities maturing in December 2024 [Member]
Debt Instrument [Line Items]
Debt Instrument, Issuance Date		Dec. 24, 2012
Long-term Debt, Gross		$ 50,000
Borrowing Rate		3.00%
Debt Instrument, Maturity Date		Dec. 24, 2024
Private placement facilities [Member] \| Private Placement facilities maturing in June 2027 [Member]
Debt Instrument [Line Items]
Debt Instrument, Issuance Date		Jun. 16, 2017
Long-term Debt, Gross		$ 100,000
Borrowing Rate		3.42%
Debt Instrument, Maturity Date		Jun. 16, 2027
Private placement facilities [Member] \| Private Placement facilities maturing in September 2029 [Member]
Debt Instrument [Line Items]
Debt Instrument, Issuance Date		Sep. 15, 2017
Long-term Debt, Gross		$ 100,000
Borrowing Rate		3.52%
Debt Instrument, Maturity Date		Sep. 15, 2029
Private placement facilities [Member] \| Private Placement facilities maturing in January 2028 [Member]
Debt Instrument [Line Items]
Debt Instrument, Issuance Date		Jan. 02, 2018
Long-term Debt, Gross		$ 100,000
Borrowing Rate		3.32%
Debt Instrument, Maturity Date		Jan. 02, 2028
Private placement facilities [Member] \| Private placement facilities maturing in September 2030 [Member]
Debt Instrument [Line Items]
Debt Instrument, Issuance Date		Sep. 02, 2020
Long-term Debt, Gross		$ 100,000
Borrowing Rate		2.35%
Debt Instrument, Maturity Date		Sep. 02, 2030
Private placement facilities [Member] \| Private placement facilities maturing in June 2031 [Member]
Debt Instrument [Line Items]
Debt Instrument, Issuance Date		Jun. 02, 2021
Long-term Debt, Gross		$ 100,000
Borrowing Rate		2.48%
Debt Instrument, Maturity Date		Jun. 02, 2031
Private placement facilities [Member] \| Private Placement Facilities maturing in June 2033 [Member]
Debt Instrument [Line Items]
Debt Instrument, Issuance Date		Jun. 02, 2021
Long-term Debt, Gross		$ 100,000
Borrowing Rate		2.58%
Debt Instrument, Maturity Date		Jun. 02, 2033

Leases - Narrative (Details) - USD ($) $ in Thousands	9 Months Ended
Leases - Narrative (Details) - USD ($) $ in Thousands	Sep. 25, 2021	Sep. 26, 2020
Lessee, Lease, Description [Line Items]
Operating Lease, Payments	$ 62,363	$ 57,666
Building And Vehicles [Member]
Lessee, Lease, Description [Line Items]
Operating lease assets, Lease not yet commenced	$ 10,800
Minimum [Member]
Lessee, Lease, Description [Line Items]
Lessee operating and finance lease, remaining lease term	1 year
Minimum [Member] \| Building And Vehicles [Member]
Lessee, Lease, Description [Line Items]
Lessee, Operating Lease, Lease Not yet Commenced, Term of Contract	2 years
Maximum [Member]
Lessee, Lease, Description [Line Items]
Lessee operating and finance lease, remaining lease term	20 years
Maximum [Member] \| Building And Vehicles [Member]
Lessee, Lease, Description [Line Items]
Lessee, Operating Lease, Option to Extend	P10Y
Lessee, Finance Lease, Option to Extend	P10Y
Lessee, Operating Lease, Lease Not yet Commenced, Term of Contract	10 years

Leases - Supplemental balance sheet information (Details) - USD ($) $ in Thousands	Sep. 25, 2021	Dec. 26, 2020
Operating Leases
Operating lease right-of-use assets	$ 329,886	$ 288,847
Current operating lease liabilities	77,383	64,716
Non-current operating lease liabilities	270,152	238,727
Total operating lease liabilities	347,535	303,443
Lessee, Finance Lease, Description [Abstract]
Property and equipment, at cost	11,255	10,683
Accumulated depreciation	(5,470)	(4,277)
Finance Leases	5,785	6,406
Current maturities of long-term debt	2,219	2,420
Long-term debt	2,960	3,541
Total finance lease liabilities	$ 5,179	$ 5,961
Operating Lease, Weighted Average Remaining Lease Term, in years	7 years 4 months 24 days	7 years 6 months
Finance Lease, Weighted Average Remaining Lease Term, in years	4 years	4 years 3 months 18 days
Operating Lease, Weighted Average Discount Rate, Percent	2.50%	2.80%
Finance Lease, Weighted Average Discount Rate, Percent	1.70%	1.90%

Leases - Supplemental cash flow information (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 25, 2021	Sep. 26, 2020
Cash paid for amounts included in the measurement of lease liabilities
Operating cash flows for operating leases	$ 62,363	$ 57,666
Operating cash flows for finance leases	67	76
Financing cash flows for finance leases	2,129	1,515
Right-of-use assets obtained in exchange for lease obligations:
Operating leases	101,192	66,082
Finance leases	$ 1,488	$ 2,489

Leases - Maturities of lease liabilities (Details) - USD ($) $ in Thousands	Sep. 25, 2021	Dec. 26, 2020
Operating Leases
2021	$ 22,362
2022	80,662
2023	57,878
2024	43,237
2025	38,621
Thereafter	138,529
Total future lease payments	381,289
Less imputed interest	(33,754)
Total operating lease liabilities	347,535	$ 303,443
Finance Leases
2021	699
2022	1,990
2023	1,015
2024	416
2025	355
Thereafter	888
Total future lease payments	5,363
Less imputed interest	(184)
Total finance lease liabilities	$ 5,179	$ 5,961

Leases - Present value of lease liabilities (Details) - USD ($) $ in Thousands	Sep. 25, 2021	Dec. 26, 2020
Present value of lease liabilities - Operating Leases
Total future lease payments	$ 381,289
Less imputed interest	(33,754)
Total operating lease liabilities	347,535	$ 303,443
Present value of lease liabilities - Finance Leases
Total future lease payments	5,363
Less imputed interest	(184)
Total finance lease liabilities	$ 5,179	$ 5,961

Redeemable Noncontrolling Interests (Details) - USD ($) $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 25, 2021	Dec. 26, 2020
Components of the change in the redeemable noncontrolling interests [Abstract]
Balance, beginning of period	$ 327,699	$ 287,258
Decrease in redeemable noncontrolling interests due to redemptions	(50,292)	(17,241)
Increase in redeemable noncontrolling interests due to business acquisitions	189,870	28,387
Net income attributable to Redeemable noncontrolling interests	19,770	13,363
Dividends declared	(13,959)	(12,631)
Effect of foreign currency translation loss attributable to redeemable noncontrolling interests	(4,098)	(4,279)
Change in fair value of redeemable securities	143,592	32,842
Balance, end of period	$ 612,582	$ 327,699

Fair Value Measurements (Details) - USD ($)	Sep. 25, 2021	Dec. 26, 2020	Dec. 28, 2019
Attributable To Redeemable Noncontrolling Interests [Abstract]
Redeemable noncontrolling interests	$ 612,582,000	$ 327,699,000	$ 287,258,000
Fair value, measurements, recurring [Member] \| Fair Value Measurement [Domain]
Assets [Abstract]
Total assets	1,141,000	3,433,000
Liabilities [Abstract]
Total liabilities	2,313,000	11,765
Fair value, measurements, recurring [Member] \| Fair Value Measurement [Domain] \| Derivative contracts [Member]
Assets [Abstract]
Derivative contracts - assets	1,141,000	1,868,000
Liabilities [Abstract]
Derivative contracts - liabilities	1,905,000	11,765,000
Fair value, measurements, recurring [Member] \| Fair Value Measurement [Domain] \| Total return swap [Member]
Assets [Abstract]
Total return swaps		1,565,000
Liabilities [Abstract]
Total return swaps	408,000
Fair value, measurements, recurring [Member]
Attributable To Redeemable Noncontrolling Interests [Abstract]
Redeemable noncontrolling interests	612,582,000	327,699,000
Fair value, measurements, recurring [Member] \| Level 1 [Member] \| Fair Value Measurement [Domain]
Assets [Abstract]
Total assets	0	0
Liabilities [Abstract]
Total liabilities	0	0
Fair value, measurements, recurring [Member] \| Level 1 [Member] \| Fair Value Measurement [Domain] \| Derivative contracts [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]
Assets [Abstract]
Total return swaps		0
Liabilities [Abstract]
Total return swaps	0
Fair value, measurements, recurring [Member] \| Level 1 [Member]
Attributable To Redeemable Noncontrolling Interests [Abstract]
Redeemable noncontrolling interests	0	0
Fair value, measurements, recurring [Member] \| Level 2 [Member] \| Fair Value Measurement [Domain]
Assets [Abstract]
Total assets	1,141,000	3,433,000
Liabilities [Abstract]
Total liabilities	2,313,000	11,765
Fair value, measurements, recurring [Member] \| Level 2 [Member] \| Fair Value Measurement [Domain] \| Derivative contracts [Member]
Assets [Abstract]
Derivative contracts - assets	1,141,000	1,868,000
Liabilities [Abstract]
Derivative contracts - liabilities	1,905,000	11,765,000
Fair value, measurements, recurring [Member] \| Level 2 [Member] \| Fair Value Measurement [Domain] \| Total return swap [Member]
Assets [Abstract]
Total return swaps		1,565,000
Liabilities [Abstract]
Total return swaps	408,000
Fair value, measurements, recurring [Member] \| Level 2 [Member]
Attributable To Redeemable Noncontrolling Interests [Abstract]
Redeemable noncontrolling interests	0	0
Fair value, measurements, recurring [Member] \| Level 3 [Member] \| Fair Value Measurement [Domain]
Assets [Abstract]
Total assets	0	0
Liabilities [Abstract]
Total liabilities	0	0
Fair value, measurements, recurring [Member] \| Level 3 [Member] \| Fair Value Measurement [Domain] \| Derivative contracts [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]
Assets [Abstract]
Total return swaps		0
Liabilities [Abstract]
Total return swaps	0
Fair value, measurements, recurring [Member] \| Level 3 [Member]
Attributable To Redeemable Noncontrolling Interests [Abstract]
Redeemable noncontrolling interests	612,582,000	327,699,000
Fair value, measurements, recurring [Member] \| Level 3 [Member] \| Estimate of Fair Value Measurement [Member]
Debt Instrument, Fair Value Disclosure [Abstract]
Fair value of debt (including bank credit lines)	$ 774,600,000	$ 699,000,000.0

Business Acquisitions - Narrative (Details) - Acquisition in Health care or technology and value add services [Member]	Sep. 25, 2021
Minimum [Member]
Business Acquisition [Line Items]
Business Acquisition, Percentage of Voting Interests Acquired	51.00%
Maximum [Member]
Business Acquisition [Line Items]
Business Acquisition, Percentage of Voting Interests Acquired	100.00%

Income Taxes - Narrative (Details) - USD ($)	9 Months Ended
Income Taxes - Narrative (Details) - USD ($)	Sep. 25, 2021	Sep. 26, 2020	Dec. 26, 2020
Income Tax Examination [Line Items]
Total penalties	$ 0
Effective tax rate (in hundredths)	24.20%	20.00%
Internal Revenue Service (IRS) [Member]
Income Tax Examination [Line Items]
Total penalties	$ 2,200,000	$ 1,100,000
Decrease in tax expense		$ (15,600,000)
Internal Revenue Service (IRS) [Member] \| Other Liabilities [Member]
Income Tax Examination [Line Items]
Total interest	11,700,000		$ 14,000,000.0
Unrecognized tax benefits that would affect the effective tax rate if recognized	64,300,000
Unrecognized tax benefits	$ 79,000,000.0

Derivatives and Hedging Activities - Narrative (Details) € in Millions, $ in Millions	3 Months Ended		9 Months Ended
	Sep. 25, 2021 USD ($)	Sep. 26, 2020 USD ($)	Sep. 25, 2021 USD ($)	Sep. 26, 2020 USD ($)	Sep. 25, 2021 EUR (€)	Sep. 25, 2021 USD ($)	Mar. 20, 2020 USD ($)
Total return swap [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative, Notional Amount						$ 86.0	$ 43.4
Derivative, Inception Date			Mar. 20, 2020
Derivative, Description of Objective			we entered into a total return swap for the purpose of economically hedging our unfunded non-qualified supplemental retirement plan (“SERP”) and our deferred compensation plan (“DCP”). This swap will offset changes in our SERP and DCP liabilities.
Derivative, Variable Interest Rate					0.55%	0.55%
Derivative, Gain on Derivative	$ 2.0	$ 3.8	$ 10.1	$ 14.2
Total return swap [Member] \| London Interbank Offered Rate (LIBOR) Swap Rate [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative, Variable Interest Rate					0.08%	0.08%
Total return swap [Member] \| Base Rate [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Derivative, Variable Interest Rate					0.47%	0.47%
Foreign Exchange Forward [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Maximum duration of foreign currency forward contracts			18 months
Net Investment Hedging [Member] \| Foreign Exchange Forward [Member] \| Derivative contracts [Member]
Derivative Instruments, Gain (Loss) [Line Items]
Objectives for Using Net Investment Hedging Instruments			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.
Description of Net Investments Hedged			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.
Description of Location of Gain (Loss) on Net Investment Hedges in Financial Statements			Accumulated other comprehensive loss
Derivative, Maturity Date			Nov. 16, 2023
Derivative, Notional Amount \| €					€ 200
Interest savings as a result of the net investment hedge.	$ 1.1	$ 1.2	$ 3.3	$ 3.6
Derivative, Type of Instrument			foreign currency forward contracts

Stock-Based Compensation - Black-Scholes valuation model (Details)	9 Months Ended
	Sep. 25, 2021
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract]
Expected dividend yield	0.00%
Expected stock price volatility	27.00%
Risk-free interest rate	0.97%
Expected life of options (years)	6 years

Stock-Based Compensation - Summary of stock option activity (Details)	9 Months Ended
	Sep. 25, 2021 $ / shares shares
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward]
Outstanding at beginning of period (in shares) \| shares	0
Granted (in shares) \| shares	807
Exercised (in shares) \| shares	0
Forfeited (in shares) \| shares	(6)
Outstanding at end of period (in shares) \| shares	801
Weighted Average Price Per Share [Abstract]
Outstanding at beginning of period (in dollars per share)	$ 0
Granted (in dollars per share)	63.05
Exercised (in dollars per share)	0
Forfeited (in dollars per share)	62.99
Outstanding at end of period (in dollars per share)	$ 63.05
Weighted average remaining contractual life, options outstanding (in years)	9 years 4 months 24 days
Aggregate intrinsic value, options outstanding (in dollars per share)	$ 15.05
Options exercisable (in shares) \| shares	1
Weighted average exercise price, options exercisable (in dollars per share)	$ 62.71

Stock-Based Compensation - Unvested Resticted Stock/Units Activity (Details) shares in Thousands	9 Months Ended
	Sep. 25, 2021 $ / 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	1,459
Granted (in shares) \| shares	833
Vested (in shares) \| shares	(266)
Forfeited (in shares) \| shares	(32)
Ending balance outstanding (in shares) \| shares	1,994
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)	$ 57.61
Granted (in dollars per share)	63.24
Vested (in dollars per share)	66.85
Forfeited (in dollars per share)	60.13
Ending balance outstanding (in dollars per share)	58.77
Aggregate intrinsic value	$ 78.10
Performance 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	136
Granted (in shares) \| shares	531
Vested (in shares) \| shares	(84)
Forfeited (in shares) \| shares	(14)
Ending balance outstanding (in shares) \| shares	569
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)	$ 53.52
Granted (in dollars per share)	58.92
Vested (in dollars per share)	52.35
Forfeited (in dollars per share)	59.34
Ending balance outstanding (in dollars per share)	59.65
Aggregate intrinsic value	$ 78.10

Legal Proceedings - Narrative (Details)	3 Months Ended		9 Months Ended		12 Months Ended
Legal Proceedings - Narrative (Details)	Sep. 25, 2021 USD ($) claims	Sep. 26, 2020 USD ($)	Sep. 25, 2021 USD ($) claims	Sep. 26, 2020 USD ($)	Dec. 26, 2020 USD ($)
Loss Contingency, Information about Litigation Matters [Abstract]
Revenues	$ 3,178,315,000	$ 2,840,146,000	$ 9,070,499,000	$ 6,953,416,000
Loss Contingency, Management's Assessment and Process			As of September 25, 2021, 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.
The County of Summit, Ohio et al. v. Purdue Pharma, L.P., et al [Member]
Loss Contingency, Information about Litigation Matters [Abstract]
Loss Contingency, Lawsuit Filing Date			May 29, 2018
Loss Contingency, Name of Defendant			adding Henry Schein, Inc., Henry Schein Medical Systems, Inc. and others as defendants
Loss Contingency, Name of Plaintiff			The County of Summit, Ohio et al.
Loss Contingency, Allegations			Summit County alleged that 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 Henry Schein Medical Systems, Inc.) reaped financial rewards by refusing or otherwise failing to monitor appropriately and restrict the improper distribution of those drugs.
Loss Contingency, Settlement Agreement, Terms			On October 29, 2019, the Company was dismissed with prejudice from this lawsuit. Henry Schein, working with Summit County, donated $1 million to a foundation and paid $250,000 of Summit County’s expenses, as described in our prior filings with the SEC.
Donation amount to Pain Management Education Foundation			$ 1,000,000
Litigation Settlement, Amount Awarded to Other Party			$ 250,000
Actions consolidated in the MultiDistrict Litigation [Member]
Loss Contingency, Information about Litigation Matters [Abstract]
Loss Contingency, Name of Defendant			Henry Schein and/or one or more of its affiliated companies
Loss Contingency, Allegations			allege claims similar to those alleged in the County of Summit Action
Actions consolidated in the MultiDistrict Litigation [Member] \| Maximum [Member]
Loss Contingency, Information about Litigation Matters [Abstract]
Loss Contingency, Pending Claims, Number \| claims	150		150
Maximum sales of opioids in North America during the year, percentage					0.10%
Actions consolidated in the MultiDistrict Litigation [Member] \| Continuing Operations [Member]
Loss Contingency, Information about Litigation Matters [Abstract]
Revenues					$ 10,100,000,000
City of Hollywood Police Officers Retirement System V. Henry Schein, Inc., Covetrus, Inc., and Benjamin Shaw and Christine Komola [Member]
Loss Contingency, Information about Litigation Matters [Abstract]
Loss Contingency, Lawsuit Filing Date			September 30, 2019
Loss Contingency, Name of Defendant			Henry Schein, Inc., Covetrus, Inc., and Benjamin Shaw and Christine Komola (Covetrus’s then Chief Executive Officer and Chief Financial Officer, respectively
Loss Contingency, Name of Plaintiff			City of Hollywood Police Officers Retirement System, individually and on behalf of all others similarly situated
Loss Contingency, Allegations			as amended, and Securities and Exchange Commission Rule 10b-5 and asserts that defendants’ statements in the offering documents and after the transaction were materially false and misleading
Putative shareholder derivative action [Member]
Loss Contingency, Information about Litigation Matters [Abstract]
Loss Contingency, Lawsuit Filing Date			February 5, 2021
Loss Contingency, Name of Defendant			Benjamin Shaw, Christine T. Komola, Steven Paladino, Betsy Atkins, Deborah G. Ellinger, Sandra L. Helton, Philip A. Laskaway, Mark J. Manoff, Edward M. McNamara, Ravi Sachdev, David E. Shaw, Benjamin Wolin, and Henry Schein, Inc., with Covetrus, Inc.
Loss Contingency, Name of Plaintiff			Jack Garnsey filed a putative shareholder derivative action on behalf of Covetrus, Inc.
Loss Contingency, Allegations			the individual defendants breached their fiduciary duties under state law in connection with the same allegations asserted in the City of Hollywood securities class action described above and further alleges that Henry Schein aided and abetted such breaches. The complaint also asserts claims for contribution under the federal securities laws against Henry Schein and other defendants, also arising out of the allegations in the City of Hollywood lawsuit.

Related Party Transactions - Narrative (Details) - USD ($) $ in Millions		3 Months Ended		9 Months Ended		12 Months Ended
	Feb. 07, 2019	Sep. 25, 2021	Sep. 26, 2020	Sep. 25, 2021	Sep. 26, 2020	Dec. 26, 2020
Henry Schein Animal Health Business [Member]
Related Party Transaction [Line Items]
Distributions to noncontrolling shareholders	$ 1,120.0
Internet Brands Inc [Member]
Related Party Transaction [Line Items]
Related Party Transaction, Description of Transaction				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 $31.0 million annually for the use of their intellectual property.
Related Party Transaction, Amounts of Transaction		$ 7.8	$ 7.8	$ 23.4	$ 23.4
Related Party Transaction, Due from (to) Related Party		(14.7)		(14.7)		$ 4.7
Scenario, Plan [Member] \| Internet Brands Inc [Member]
Related Party Transaction [Line Items]
Related Party Transaction, Amounts of Transaction				$ 31.0
Covetrus Inc [Member]
Related Party Transaction [Line Items]
Related Party Transaction, Description of Transaction				In connection with the completion of the Animal Health Spin-off during our 2019 fiscal year, we entered into a transition services agreement with Covetrus under which we agreed to provide certain transition services for up to twenty-four months in areas such as information technology, finance and accounting, human resources, supply chain, and real estate and facility services.
Related Party Transaction, Expenses from Transactions with Related Party			3.9			12.7
Revenue from Related Parties			24.8		66.0
Proceeds related to Animal Health Share Sale	$ 361.1
Equity Method Investee [Member]
Related Party Transaction [Line Items]
Related Party Transaction, Description of Transaction				During our normal course of business, we have interests in entities that we account for under the equity accounting method.
Related Party Transaction, Purchases from Related Party		4.8	4.3	$ 13.9	10.3
Revenue from Related Parties		17.7	$ 13.4	50.9	$ 38.0
Due from Related Parties		48.3		48.3		36.9
Due to Related Parties		$ 9.6		$ 9.6		$ 8.7