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SYSCO CORPORATION-Form10-K44
PARTII
ITEM7Management’s Discussion and Analysis ofFinancial Condition and Results of Operations
Forward-Looking Statements
Certain statements made herein that look forward in time or express management’s expectations or beliefs with respect to the occurrence of future
events are forward-looking statements under the Private Securities Litigation Reform Act of 1995. These statements are based on management’s current
expectations and estimates. Forward-looking statements provide current expectations of future events based on certain assumptions and include any
statement that does not directly relate to any historical or current fact. Forward-looking statements can also be identi ed by words such as “future,”
“anticipates,” “believes,” “estimates,” “expects,” “intends,” “plans,” “predicts,” “will,” “would,” “could,” “can,” “may,” and similar terms. Forward-looking
statements are not guarantees of future performance and our actual results may differ signi cantly from the results discussed in the forward-looking
statements. Factors that might cause such differences include, but are not limited to, those discussed in Part I, Item1A of this Form 10-K under the heading
“Risk Factors,” which are incorporated herein by reference. Due to theinherentuncertainties concerning the impact of the pending US Foods acquisition,
it is impracticable for us to provide projections that fully anticipate all possible impacts of the acquisition. For that reason, forward-looking disclosures in
the Management’s Discussion and Analysis of Financial Condition and Results of Operations and elsewhere in this Form 10-K describe anticipated future
trends and results of only our current operations, excluding any potential impact from the US Foods acquisition unless speci cally noted. Completion of
the US Foods acquisition is likely to materially impact these projections with respect to Sysco as a whole. We assume no obligation to revise or update
any forward-looking statements for any reason, except as required by law.
In addition to the Risk Factors discussed in Part I, Item1A of this Form 10-K, the success of Sysco’s strategic initiatives could be affected by conditions in
the economy and the industry and internal factors, such as the ability to control expenses, including fuel costs. Our expectations regarding cost per case
may be impacted by factors beyond our control, including actions by our competitors and/or customers. Company-sponsored pension plan liabilities are
impacted by a number of factors including the discount rate for determining the current value of plan bene ts, the assumption for the rate of increase in
future compensation levels and the expected rate of return on plan assets. The amount of shares repurchased in a given period is subject to a number of
factors, including available cash and our general working capital needs at the time. Meeting our dividend target objectives depends on our level of earnings,
available cash and the success of our Business Transformation Project. Our plans with respect to growth in international markets and adjacent areas that
complement our core business are subject to our other strategic initiatives, the allocation of resources, and plans and economic conditions generally. Legal
proceedings and the adequacy of insurance are impacted by events, circumstances and individuals beyond the control of Sysco. The need for additional
borrowing or other capital is impacted by factors that include the impact of the US Foods acquisition, capital expenditures or acquisitions in excess of
those currently anticipated, levels of stock repurchases, or other unexpected cash requirements. Plans regarding the repayment of debt are subject to
change at any time based on management’s assessment of the overall needs of the company. Capital expenditures may vary from those projected based
on changes in business plans and other factors, including risks related to the implementation of our Business Transformation Project and our regional
distribution centers, the timing and successful completions of acquisitions, construction schedules and the possibility that other cash requirements could
result in delays or cancellations of capital spending. Our ability to  nance capital expenditures as anticipated may be in uenced by our results of operations,
the completion of the US Foods acquisition, our borrowing capacity, share repurchases, dividend levels and other factors. The anticipated impact of
compliance with laws and regulations also involves the risk that estimates may turn out to be materially incorrect, and laws and regulations, as well as
methods of enforcement, are subject to change.