Quarterly Report — Form 10-Q Filing Table of Contents
Document/ExhibitDescriptionPagesSize
1: 10-Q Quarterly Report HTML 1.33M
9: EX-10.10 Material Contract HTML 32K
10: EX-10.11 Material Contract HTML 118K
2: EX-10.2 Material Contract HTML 47K
3: EX-10.3 Material Contract HTML 159K
4: EX-10.5 Material Contract HTML 105K
5: EX-10.6 Material Contract HTML 52K
6: EX-10.7 Material Contract HTML 35K
7: EX-10.8 Material Contract HTML 39K
8: EX-10.9 Material Contract HTML 38K
11: EX-31.1 Certification -- §302 - SOA'02 HTML 30K
12: EX-31.2 Certification -- §302 - SOA'02 HTML 30K
13: EX-32.1 Certification -- §906 - SOA'02 HTML 26K
14: EX-32.2 Certification -- §906 - SOA'02 HTML 26K
21: R1 Cover HTML 78K
22: R2 Condensed Consolidated Balance Sheets (Unaudited) HTML 151K
23: R3 Condensed Consolidated Balance Sheets (Unaudited) HTML 42K
(Parenthetical)
24: R4 Condensed Consolidated Statements of Operations HTML 137K
(Unaudited)
25: R5 Condensed Consolidated Statements of Comprehensive HTML 60K
Income (Loss) (Unaudited)
26: R6 Condensed Consolidated Statements of Comprehensive HTML 33K
Income (Loss) (Unaudited) (Parenthetical)
27: R7 Condensed Consolidated Statements of Stockholders' HTML 105K
Equity (Unaudited)
28: R8 Condensed Consolidated Statements of Cash Flows HTML 154K
(Unaudited)
29: R9 Significant Accounting Policies HTML 37K
30: R10 Recently Adopted and Issued Accounting HTML 35K
Pronouncements
31: R11 Revenue Recognition HTML 134K
32: R12 Restructuring, Acquisition, and Integration HTML 40K
Related Expenses
33: R13 Goodwill and Intangible Assets, Net HTML 77K
34: R14 Fair Value Measurements of Financial Instruments HTML 94K
35: R15 Derivatives HTML 91K
36: R16 Long-Term Debt HTML 78K
37: R17 Comprehensive (Loss) Income and Accumulated Other HTML 102K
Comprehensive Loss
38: R18 Share-Based Awards HTML 27K
39: R19 Benefit Plans HTML 82K
40: R20 Income Taxes HTML 31K
41: R21 Earnings (Loss) Per Share HTML 57K
42: R22 Business Segments HTML 109K
43: R23 Commitments, Contingencies and Off-Balance Sheet HTML 45K
Arrangements
44: R24 Discontinued Operations HTML 78K
45: R25 Significant Accounting Policies Significant HTML 64K
Accounting Policies (Policies)
46: R26 Revenue Recognition (Tables) HTML 128K
47: R27 Restructuring, Acquisition, and Integration HTML 41K
Related Expenses (Tables)
48: R28 Goodwill and Intangible Assets, Net (Tables) HTML 78K
49: R29 Fair Value Measurements of Financial Instruments HTML 90K
(Tables)
50: R30 Derivatives (Tables) HTML 91K
51: R31 Long-Term Debt (Tables) HTML 54K
52: R32 Comprehensive (Loss) Income and Accumulated Other HTML 103K
Comprehensive Loss (Tables)
53: R33 Benefit Plans (Tables) HTML 74K
54: R34 Earnings (Loss) Per Share (Tables) HTML 56K
55: R35 Business Segments (Tables) HTML 102K
56: R36 Discontinued Operations (Tables) HTML 79K
57: R37 Significant Accounting Policies Significant HTML 29K
Accounting Policies (Details)
58: R38 REVENUE RECOGNITION - Narrative (Details) HTML 41K
59: R39 REVENUE RECOGNITION - Disaggregation of Revenues HTML 73K
(Details)
60: R40 REVENUE RECOGNITION - Accounts Receivable HTML 40K
(Details)
61: R41 Restructuring, Acquisition, and Integration HTML 36K
Related Expenses (Details)
62: R42 GOODWILL AND INTANGIBLE ASSETS, NET - Narrative HTML 46K
(Details)
63: R43 GOODWILL AND INTANGIBLE ASSETS, NET - Carrying HTML 39K
Value of Goodwill (Details)
64: R44 GOODWILL AND INTANGIBLE ASSETS, NET - Identifiable HTML 60K
Intangible Assets (Details)
65: R45 GOODWILL AND INTANGIBLE ASSETS, NET - Estimated HTML 41K
Future Amortization Expense (Details)
66: R46 FAIR VALUE MEASUREMENTS OF FINANCIAL INSTRUMENTS - HTML 81K
Recurring Fair Value Measurements (Details)
67: R47 FAIR VALUE MEASUREMENTS OF FINANCIAL INSTRUMENTS - HTML 28K
Narrative (Details)
68: R48 FAIR VALUE MEASUREMENTS OF FINANCIAL INSTRUMENTS - HTML 33K
Fair Value Estimates (Details)
69: R49 DERIVATIVES - Outstanding Swap Contracts (Details) HTML 85K
70: R50 DERIVATIVES - Narrative (Details) HTML 39K
71: R51 DERIVATIVES - Interest Rate Swap Contracts HTML 33K
(Details)
72: R52 LONG-TERM DEBT - Schedule of Debt (Details) HTML 54K
73: R53 LONG-TERM DEBT - Refinancing Activities, Narrative HTML 70K
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74: R54 LONG-TERM DEBT - Senior Notes, Narrative (Details) HTML 40K
75: R55 LONG-TERM DEBT - ABL Credit Facility, Narrative HTML 112K
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76: R56 LONG-TERM DEBT - Schedule of Line of Credit HTML 45K
Facilities (Details)
77: R57 LONG-TERM DEBT - Term Loan Facility, Narrative HTML 94K
(Details)
78: R58 Comprehensive (LOSS) INCOME AND ACCUMULATED OTHER HTML 72K
COMPREHENSIVE LOSS - Changes by Component
(Details)
79: R59 Comprehensive (LOSS) INCOME AND ACCUMULATED OTHER HTML 64K
COMPREHENSIVE LOSS - Reclassification out of Other
Comprehensive Loss (Details)
80: R60 Share-Based Awards (Details) HTML 38K
81: R61 BENEFIT PLANS - Net Periodic Benefit Cost (Income) HTML 58K
Recognized in Other Comprehensive Income (Loss)
(Details)
82: R62 BENEFIT PLANS - Narrative (Details) HTML 51K
83: R63 Income Taxes (Details) HTML 35K
84: R64 Earnings (Loss) Per Share (Details) HTML 67K
85: R65 BUSINESS SEGMENTS - Narrative (Details) HTML 29K
86: R66 BUSINESS SEGMENTS - Segment Information (Details) HTML 95K
87: R67 Commitments, Contingencies and Off-Balance Sheet HTML 71K
Arrangements (Details)
88: R68 DISCONTINUED OPERATIONS - Narrative (Details) HTML 54K
89: R69 DISCONTINUED OPERATIONS - Operating Results HTML 57K
(Details)
90: R70 DISCONTINUED OPERATIONS - Balance Sheet (Details) HTML 81K
92: XML IDEA XML File -- Filing Summary XML 158K
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91: EXCEL IDEA Workbook of Financial Reports XLSX 121K
16: EX-101.CAL XBRL Calculations -- unfi-20210130_cal XML 284K
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The October 22, 2018 Transition Agreement between Michael Stigers ("Executive), SUPERVALU, INC. ("Company), and United Natural Foods, Inc. ("UNFI" and together with Executive and Company, the "Parties"), is hereby amended as set forth below. Capitalized terms not otherwise defined herein shall have the same meaning as set forth in the Transition Agreement.
1.Section 3, Executive's Employment Following Acquisition. Effective immediately, and
continuing for the remainder of the Transition Period, Executive shall have the title of Chief Executive Officer, Cub Foods Retail, and shall continue to report to Sean Griffin.
The Company acknowledges and agrees that this change to Executive's title and job duties would constitute "Good Reason" for purposes of the Change of Control Agreement, and that until otherwise agreed by the Executive, and notwithstanding anything set forth in Section 3 of the Change in Control Agreement to the Contrary, he shall be entitled to exercise rights under the Change of Control Agreement as a result of these changes in duties until the end of the Transition Period (i.e., no later than October 21, 2020).
Notwithstanding anything in the Change of Control Agreement to the contrary, however, Executive must provide the Company with at least one hundred twenty (120) days notice of his intent to exercise rights under the Change in Control Agreement under this Section 1. The Company shall not be required to attempt to cure the events giving rise to this trigger, and the Company may elect to immediately comply with the terms of the Change in Control Agreement; provided, however, that the Executive agrees that if the Company so requests, he shall perform his required duties and accountabilities fully (including but not limited to any
transition services for a successor to his role) for this entire one hundred twenty (120) day period, in order to obtain the rights set out in the Change in Control Agreement as a result of such termination.
2.Section 4, Compensation. Executive shall continue to receive the compensation set forth in Section 4 of the Transition Agreement. In addition, Executive shall be eligible to receive an Incentive Payment, contingent on and subject to the conditions below related to the sale of Cub Foods Retail ("the Sale"). Any Incentive Payment due under this Section 2 shall be paid within thirty (30) days of the successful closing of the Sale, provided that all payments will be made in accordance with Section 409A of the Internal Revenue Code, as applicable.
a.Executive's
eligibility to receive an Incentive Payment pursuant to this Section 2 is expressly contingent on the public announcement of the Sale ("the Announced Sale") occurring prior to the expiration of the Transition Period, and a subsequent successful closing of the Sale (even if such closing occurs after the expiration of the Transition Period).
b.The Purchase Price for purposes of determining the amount of the Incentive Payment shall be the amount paid by the Buyer for the Sale, net of(i.e. as duly reduced by) any deductions of any type or nature, including but not limited to any multi-employer pension liability, the exclusion of any real estate assets, or any other deductions, reductions, or exclusions.
c.Executive
shall not be entitled to an Incentive Payment if he is not employed by UNFI or the Company as of the date of the Announced Sale, for any reason.
d.Contingent on and subject to the above conditions, Executive shall be eligible for an Incentive Payment as follows:
Payment
Purchase
Price:
$200,000,000 or greater
$1,000,000
Between $180,000,000 and $199,999,999
$800,000
Less than $180,000,000
$500,000
3.Transition Agreement Remains in Effect. Except where specifically modified, the Transition Agreement shall remain in full force and effect. For the avoidance of
doubt, Executive acknowledges and agrees that, as set forth in Section 6 of the Transition Agreement, upon the expiration of the Transition Period, the COC Agreement (except as expressly set forth in this Amendment) shall be without further force or effect and Executive and UNFI will determine the terms and conditions of any continuing employment relationship.
4.Amendment. This Amendment to Transition Agreement may not be amended without the written consent of the Parties.
IN WITNESS WEREOF, the parties have executed this Amendment as of the dates set forth below.