US Foods Holding Corp.USFD
US Foods Holding Corp. Debt Disclosure
DEBT
Total debt consisted of the following:
| Debt Description | Maturity | Interest Rate as of December 27, 2025 | Carrying Value as of December 27, 2025 | Carrying Value as of December 28, 2024 | ||||||||||||||||||||||
| ABL Facility | December 7, 2027 | 5.41% | $ | 429 | $ | 223 | ||||||||||||||||||||
2021 Incremental Term Loan Facility (net of $1 and $0 of unamortized deferred financing costs, respectively)(1) | November 22, 2028 | 5.67% | 609 | 610 | ||||||||||||||||||||||
2024 Incremental Term Loan Facility (net of $7 and $8 of unamortized deferred financing costs, respectively) | October 3, 2031 | 5.67% | 712 | 717 | ||||||||||||||||||||||
Unsecured Senior Notes due 2028 (net of $3 and $4 unamortized deferred financing costs, respectively) | September 15, 2028 | 6.88% | 497 | 496 | ||||||||||||||||||||||
Unsecured Senior Notes due 2029 (net of $4 and $5 of unamortized deferred financing costs, respectively) | February 15, 2029 | 4.75% | 896 | 895 | ||||||||||||||||||||||
Unsecured Senior Notes due 2030 (net of $2 and $3 of unamortized deferred financing costs, respectively) | June 1, 2030 | 4.63% | 498 | 497 | ||||||||||||||||||||||
Unsecured Senior Notes due 2032 (net of $4 and $4 of unamortized deferred financing costs, respectively) | January 15, 2032 | 7.25% | 496 | 496 | ||||||||||||||||||||||
Unsecured Senior Notes due 2033 (net of $2 and $4 of unamortized deferred financing costs) | April 15, 2033 | 5.75% | 498 | 496 | ||||||||||||||||||||||
Obligations under financing leases(2) | 2026–2033 | 1.26% - 8.31% | 557 | 490 | ||||||||||||||||||||||
| Other debt | January 1, 2031 | 5.75% | 8 | 8 | ||||||||||||||||||||||
Total debt(2) | 5,200 | 4,928 | ||||||||||||||||||||||||
Current portion of long-term debt | (137) | (109) | ||||||||||||||||||||||||
| Long-term debt | $ | 5,063 | $ | 4,819 | ||||||||||||||||||||||
(1) The 2021 Incremental Term Loan Facility was refinanced on October 3, 2024 as further discussed below. | ||||||||||||||||||||||||||
(2) For the fiscal year ended 2024, obligations under financing leases excludes financing leases classified as held for sale in relation the Freshway divestiture. Refer to Note 5, Acquisitions and Divestitures, for additional information. | ||||||||||||||||||||||||||
As of December 27, 2025, the current principal of the Term Loan Facilities, variable rate leases and ABL debt outstanding as described below, represents approximately 34% of the Company’s total debt that bore interest at a floating rate.
Principal payments to be made on outstanding debt, exclusive of deferred financing costs, as of December 27, 2025, were as follows:
| 2026 | $ | 137 | ||||||
| 2027 | 554 | |||||||
| 2028 | 1,211 | |||||||
| 2029 | 985 | |||||||
| 2030 | 579 | |||||||
| Thereafter | 1,757 | |||||||
| $ | 5,223 | |||||||
ABL Facility
The Company’s asset based senior secured revolving credit facility (the “ABL Facility”) provides for $2,300 million of total aggregate commitments. Extensions of credit under the ABL Facility are subject to availability under a borrowing base comprised of various percentages of the value of eligible accounts receivable, inventory, transportation equipment and certain unrestricted cash and cash equivalents, which, along with other assets, also serve as collateral for borrowings under the ABL Facility. The ABL Facility is scheduled to mature on December 7, 2027, subject to a springing maturity date in the event that more than $300 million of aggregate principal amount of earlier maturing indebtedness under the Company’s Term Loan Credit Agreement or any of USF’s Unsecured Senior Notes due 2029 or Unsecured Senior Notes due 2030 (the “Senior Notes”) (described below) remains outstanding on a date that is sixty (60) days prior to such earlier maturity date for such indebtedness under the Term Loan Credit Agreement or any of such Senior Notes.
Borrowings under the ABL Facility bear interest at a rate per annum equal to, at the Company’s periodic election, Term SOFR or Adjusted Borrowing Rate (“ABR”), as described in the ABL Facility, plus the following margin and credit spread adjustment:
Borrowing Election | Margin based on USF’s excess availability under the ABL Facility | Margin at December 27, 2025 | Credit Spread Adjustment | SOFR Floor | ||||||||||||||||||||||
ABR | 0.00% to 0.50% | 0.00% | N/A | N/A | ||||||||||||||||||||||
Term SOFR | 1.00% to 1.50% | 1.00% | 0.10% | 0% | ||||||||||||||||||||||
The ABL Facility also carries letter of credit facing fees equal to 0.125% per annum in respect of each letter of credit outstanding, letter of credit participation fees equal to a percentage per annum equal to the applicable Term SOFR margin minus the letter of credit facing fees in respect of each letter of credit outstanding and a commitment fee of 0.25% per annum on the average unused amount of the commitments under the ABL Facility. The weighted-average interest rate on outstanding borrowings for the ABL Facility was 5.95% and 6.59% for fiscal years 2025 and 2024, respectively.
On April 30, 2024, the ABL Facility was amended to provide certain providers of supply chain financings a security interest in certain assets of the Company under the ABL Facility. As of December 27, 2025, the Company did not have any active supply chain financing program participants.
The Company had $429 million outstanding borrowings, and had outstanding letters of credit totaling $315 million, under the ABL Facility as of December 27, 2025. The outstanding letters of credit are entered into in favor of certain lenders to secure obligations primarily related to certain real estate leases. There was available capacity of $1,556 million under the ABL Facility as of December 27, 2025.
Term Loan Facilities
The Amended and Restated Term Loan Credit Agreement, dated as of June 27, 2016 (as amended, the “Term Loan Credit Agreement”), provides the Company with an incremental senior secured term loan borrowed in October 2024 (the “2024 Incremental Term Loan Facility”), an incremental senior secured term loan borrowed in November 2021 (the “2021 Incremental Term Loan Facility”) and the right to request additional incremental senior secured term loan commitments.
Borrowings under the Term Loan Credit Agreement bear interest at a rate per annum equal to, at the Company’s periodic election, Term SOFR or ABR, as described in the Term Loan Credit Agreement, plus the following margin:
Borrowing Election | Margin | SOFR Floor | ||||||||||||
ABR | 0.75% | N/A | ||||||||||||
Term SOFR | 1.75% | 0.00% | ||||||||||||
USF’s maximum exposure to the variable component of the interest rate on the Term Loan Facilities is 5% on the notional amount covered by the interest rate caps described above. Borrowings under the Term Loan Credit Agreement may be voluntarily prepaid without penalty or premium, other than customary breakage costs related to prepayments of SOFR-based borrowings. The Term Loan Credit Agreement may require mandatory repayments if certain assets are sold.
On August 22, 2023, the 2021 Incremental Term Loan Facility was amended to reduce the interest rate margins under the term loan facility to 2.50% for Term SOFR borrowings and 1.50% for ABR borrowings. The Company applied modification accounting to the majority of the continuing lenders as the terms were not substantially different from the terms that applied to those lenders prior to the amendment. For the remaining lenders, the Company applied debt extinguishment accounting. The Company recorded $1 million of third-party costs and a write-off of $1 million of unamortized deferred financing costs, related to the August 22, 2023 amendment in interest expense. There were $1 million of unamortized deferred financing costs at December 27, 2025 to be carried forward and amortized through the maturity date of the term loan facility.
On February 27, 2024, the 2021 Incremental Term Loan Facility was amended to reduce the interest rate margins under the term loan facility to 2.00% for Term SOFR borrowings and 1.00% for ABR borrowings and eliminate the credit spread adjustment. The Company applied modification accounting to the majority of the continuing lenders as the terms were not substantially different from the terms that applied to those lenders prior to the amendment. For the remaining lenders, the Company applied debt extinguishment accounting. The Company recorded $1 million of third-party costs related to the February 27, 2024 amendment in interest expense. Unamortized deferred financing costs of $3 million as of February 27, 2024 were carried forward and will be amortized through November 22, 2028, the maturity date of the term loan facility.
On October 3, 2024, the Company amended the 2021 Incremental Term Loan Facility, entered into the 2024 Incremental Term Loan Facility, and completed a private offering of $500 million aggregate principal amount of its 5.75% Unsecured Senior Notes due 2033 (the “Unsecured Senior Notes due 2033”). Proceeds from the incremental term loans and senior notes, along with cash on hand, were used to repay all of the then outstanding borrowings under the incremental senior secured term loan facility borrowed in September 2019 (the “2019 Incremental Term Loan Facility”). The 2021 Incremental Term Loan Facility amendment reduced the interest rate margins under the term loan facility to 1.75% for Term SOFR borrowings and 0.75% for ABR borrowings.
In connection with the repayment of the 2019 Incremental Term Loan Facility during the fourth quarter of fiscal year 2024, the Company applied debt extinguishment accounting and recorded $10 million in the Company’s Consolidated Statements of Comprehensive Income, primarily consisting of a write-off of pre-existing unamortized deferred financing costs related to the incremental Term Loan Facility. Lender fees and third-party costs of $10 million related to the 2021 Incremental Term Loan amendment, issuance of the 2024 Incremental Term Loan Facility and the Unsecured Senior Notes due 2033 were capitalized as deferred financing costs.
Senior Notes
Each of the Company’s outstanding senior notes are redeemable, at USF’s option, in whole or in part, at a price multiplied by the remaining principal, plus accrued and unpaid interest, if any, to but not including the applicable redemption date. The senior notes are unconditionally guaranteed on a senior unsecured basis by each of the Company’s existing and future wholly-owned domestic subsidiaries that provide guarantees under the Company’s senior secured term loan credit facilities.
Unsecured Senior Notes due 2028
On September 25, 2023, the Company completed the private offering of $500 million aggregate principal amount of Unsecured Senior Notes due 2028. USF used the proceeds of the Unsecured Senior Notes due 2028, together with the proceeds of the Unsecured Senior Notes due 2032 and cash on hand, to redeem all of the then outstanding Secured Senior Notes due 2025, and to pay related fees and expenses. Lender fees and third-party costs of $4 million in connection with the issuance of the Unsecured Senior Notes due 2028 were capitalized as deferred financing costs. As a result of the early redemption of the Secured Senior Notes due 2025, the Company incurred a $16 million prepayment premium, as well as wrote-off deferred financing fees of $5 million. The total loss on extinguishment of debt of $21 million is presented separately in the Company’s Consolidated Statements of Comprehensive Income.
The Unsecured Senior Notes due 2028 had an outstanding balance of $497 million, net of the $3 million of unamortized deferred financing costs, as of December 27, 2025. The Unsecured Senior Notes due 2028 bear interest at a rate of 6.88% per annum and will mature on September 15, 2028. On or after September 15, 2025, the Unsecured Senior Notes due 2028 are redeemable, at USF’s option, in whole or in part at a price of 103.438% of the remaining principal, plus accrued and unpaid interest, if any, to, but not including, the applicable redemption date. On or after September 15, 2026 and September 15, 2027, the optional redemption price for the Unsecured Senior Notes due 2028 declines to 101.719% and 100.00%, respectively, of the remaining principal amount, plus accrued and unpaid interest, if any, to, but not including, the applicable redemption date.
Unsecured Senior Notes due 2029
The Unsecured Senior Notes due 2029 had an outstanding balance of $896 million, net of $4 million of unamortized deferred financing costs, as of December 27, 2025. The Unsecured Senior Notes due 2029 bear interest at a rate of 4.75% per annum and will mature on February 15, 2029. On or after February 15, 2025 the optional redemption price for the Unsecured Senior Notes 2025 declined to 101.188%. On or after February 15, 2026, the optional redemption price for the Unsecured Senior Notes due 2029 declines to 100.000% of the remaining principal amount, plus accrued and unpaid interest, if any, to, but not including, the applicable redemption date.
Unsecured Senior Notes due 2030
The Unsecured Senior Notes due 2030 had an outstanding balance of $498 million, net of $2 million of unamortized deferred financing costs, as of December 27, 2025. The Unsecured Senior Notes due 2030 bear interest at a rate of 4.630% per annum and will mature on June 1, 2030. On or after June 1, 2025, the Unsecured Senior Notes due 2030 are redeemable, at USF’s option, in whole or in part at a price of 102.313% of the remaining principal, plus accrued and unpaid interest, if any, to, but not including, the applicable redemption date. On or after June 1, 2026 and June 1, 2027, the optional redemption price for the Unsecured Senior Notes due 2030 declines to 101.156% and 100.000%, respectively, of the remaining principal amount, plus accrued and unpaid interest, if any, to, but not including, the applicable redemption date.
Unsecured Senior Notes due 2032
On September 25, 2023, the Company completed a private offering of $500 million aggregate principal amount of Unsecured Senior Notes due 2032. USF used the proceeds of the Unsecured Senior Notes due 2032, together with the proceeds of the Unsecured Senior Notes due 2028 and cash on hand, to redeem all of the then outstanding Secured Senior Notes due 2025, and to pay related fees and expenses. Lender fees and third-party costs of $4 million in connection with the issuance of the Unsecured Senior Notes due 2032 were capitalized as deferred financing costs.
The Unsecured Senior Notes due 2032 had an outstanding balance of $496 million, net of the $4 million of unamortized deferred financing costs, as of December 27, 2025. The Unsecured Senior Notes due 2032 bear interest at a rate of 7.250% per annum and will mature on January 15, 2032. On or after September 15, 2026, the Unsecured Senior Notes due 2032 are redeemable, at USF’s option, in whole or in part at a price of 103.625% of the remaining principal, plus accrued and unpaid interest, if any, to, but not including, the applicable redemption date. On or after September 15, 2027 and September 15, 2028, the optional redemption price for the Unsecured Senior Notes due 2032 declines to 101.813% and 100.00%, respectively, of the remaining principal amount, plus accrued and unpaid interest, if any, to, but not including, the applicable redemption date.
Unsecured Senior Notes due 2033
On October 3, 2024, the Company completed its offering of $500 million aggregate principal amount of its Unsecured Senior Notes due 2033. The Unsecured Senior Notes due 2033 had an outstanding balance of $498 million, net of the $2 million of unamortized deferred financing costs, as of December 27, 2025. The Unsecured Senior Notes due 2033 bear interest at a rate of 5.75% per year payable semi-annually in arrears on April 15 and October 15 of each year, commencing on April 15, 2025. On or after October 15, 2027, the Unsecured Senior Notes due 2033 are redeemable, at USF’s option, in whole or in part at a price of 102.875% of the remaining principal, plus accrued and unpaid interest, if any, to, but not including, the applicable redemption date. On or after October 15, 2028 and October 15, 2029, the optional redemption price for the Unsecured Senior Notes due 2033 declines to 101.438% and 100.000%, respectively, of the remaining principal amount, plus accrued and unpaid interest, if any, to, but not including, the applicable redemption date.
Financing Leases
Obligations under financing leases of $557 million as of December 27, 2025 consist primarily of amounts due for transportation equipment and building leases.
Security Interests
Substantially all of the Company’s assets are pledged under the various agreements governing our indebtedness. The ABL Facility is secured by certain designated receivables, as well as inventory and certain owned transportation equipment and certain unrestricted cash and cash equivalents. Additionally, the lenders under the ABL Facility have a second priority interest in all of the capital stock of USF and its subsidiaries and substantially all other non-real estate assets of USF and its subsidiaries. USF’s obligations under the 2021 Incremental Term Loan Facility and the 2024 Incremental Term Loan Facility are secured by all the capital stock of USF and its subsidiaries and substantially all the non-real estate assets of USF. Additionally, the lenders under the 2021 Incremental Term Loan Facility and the 2024 Incremental Term Loan Facility have a second priority interest in the inventory and certain transportation equipment pledged under the ABL Facility.
Debt Covenants
The agreements governing our indebtedness contain customary covenants. These include, among other things, covenants that restrict our ability to incur certain additional indebtedness, create or permit liens on assets, pay dividends, or engage in mergers or consolidations. The Company had approximately $2.8 billion of restricted payment capacity under these covenants, and approximately $1.6 billion of its net assets were restricted after taking into consideration the net deferred tax assets and intercompany balances that eliminate in consolidation as of December 27, 2025.
The agreements governing our indebtedness also contain customary events of default. Those include, without limitation, the failure to pay interest or principal when it is due under the agreements, cross default provisions, the failure of representations and warranties contained in the agreements to be true when made, and certain insolvency events. If an event of default occurs and remains uncured, the principal amounts outstanding, together with all accrued unpaid interest and other amounts owed, may be declared immediately due and payable. Were such an event to occur, the Company would be forced to seek new financing that may not be on as favorable terms as its existing debt. The Company’s ability to refinance its indebtedness on favorable terms, or at all, is directly affected by the then prevailing economic and financial conditions. In addition, the Company’s ability to incur secured indebtedness (which may enable it to achieve more favorable terms than the incurrence of unsecured indebtedness) depends in part on the value of its assets. This, in turn, is dependent on the strength of its cash flows, results of operations, economic and market conditions, and other factorsHistorical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Feb 12, 2026 | Showing above |
| 2024 | Feb 13, 2025 | |
| 2023 | Feb 15, 2024 | |
| 2022 | Feb 17, 2022 | |
| 2021 | Feb 16, 2021 | |
| 2019 | Feb 13, 2020 | |
| 2018 | Feb 14, 2019 | |
| 2017 | Feb 27, 2018 | |
About Debt Disclosures
Debt disclosures detail a company's borrowing structure — the types of instruments, interest rates, maturity schedule, and covenant restrictions that define its financial obligations and flexibility. This section is essential for assessing refinancing risk, interest rate exposure, and the margin of safety against financial distress.
Key signals: the maturity schedule reveals concentration risk — large maturities within 1-2 years during tight credit markets can force dilutive refinancing or asset sales. Compare the fair value of debt against carrying amount to gauge whether the market views the company's credit risk differently than the balance sheet suggests. Watch covenant compliance disclosures for tightening cushions, especially leverage and interest coverage ratios. Variable-rate debt exposure quantifies sensitivity to interest rate changes. Secured versus unsecured mix affects recovery rates and future borrowing capacity. Compare net debt-to-EBITDA against industry peers and covenant limits to assess financial health.