v3.26.1
Fair Value Measurements
6 Months Ended
Jun. 27, 2026
Fair Value Measurements [Abstract]  
Fair Value Measurements
Note 6 – 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.
The 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.
Certain of our notes receivable contain variable interest rates.
We believe the carrying amounts of the notes
receivable are a reasonable estimate of fair value based on the interest rates
in the applicable markets.
Our notes
receivable fair value is based on Level 3 inputs within the fair value
hierarchy.
Debt
The fair value of our debt (including bank credit lines, current maturities
of long-term debt and long-term debt) is
based on Level 3 inputs within the fair value hierarchy, and as of June 27, 2026 and December 27, 2025 was
estimated at $
3,462
million and $
3,107
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 inputs.
Our derivative
instruments primarily include foreign currency forward contracts, interest
rate swaps and total return swaps.
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
are based on market rates for comparable
transactions that are classified within Level 2 of the fair value hierarchy.
The fair value of the interest rate swap, which is classified within Level 2
of the fair value hierarchy, is determined
by comparing our contract rate to a forward market rate as of the
valuation date.
The fair value of total return swaps is determined by valuing the underlying
exchange traded funds of the swap
using market-on-close pricing by industry providers as of the valuation
date that are classified within Level 2 of the
fair value hierarchy.
Redeemable noncontrolling interests
The values for redeemable noncontrolling interests are based on recent
transactions and/or implied multiples of
earnings that are classified within Level 3 of the fair value hierarchy.
Intangible Assets
Assets measured on a non-recurring basis at fair value include intangibles.
Inputs for measuring intangibles are
classified as Level 3 within the fair value hierarchy.
Defined Benefit Plans
Assets of certain of our non-U.S. defined benefit plans are measured on
a recurring basis and are classified as Level
1 within the fair value hierarchy.
Contingent Consideration
We estimate the fair value of contingent consideration payments as part of the acquisition price and record the
estimated fair value of contingent consideration as a liability on our
condensed consolidated balance sheets.
For
transactions accounted for as business combinations, subsequent changes
in the estimated fair value of contingent
consideration payments are included in selling, general and administrative
expenses in our condensed consolidated
statements of income
For transactions involving changes in our ownership in
consolidated subsidiaries without a change in our control, subsequent
changes in the estimated fair value of
contingent consideration payments are recognized in additional paid-in
capital in our condensed consolidated
balance sheets.
We measure contingent consideration at the fair value on a recurring basis using significant
unobservable inputs classified as Level 3 of the fair value hierarchy.
We use various valuation techniques,
including the Monte Carlo simulation and probability-weighted scenarios,
to determine the fair value of the
contingent consideration liabilities on the acquisition date and at each
reporting period.
Our fair value
measurement inputs include expected operating performance, discount
and risk-free rates, and credit spread.
The components of the change in the fair value of contingent consideration
for the three and six months ended June
27, 2026 and June 28, 2025 are presented in the following table:
Three Months Ended
Six Months Ended
June 27,
June 28,
June 27,
June 28,
2026
2025
2026
2025
Balance, beginning of period
$
64
$
112
$
97
$
30
Increase in contingent consideration due to business
acquisitions and acquisitions of noncontrolling interests
in subsidiaries
-
1
-
94
Decrease in contingent consideration due to payments
(4)
(7)
(4)
(19)
Change in fair value of contingent consideration in
connection with business acquisitions
(1)
(2)
-
(1)
(2)
Change in fair value of contingent consideration in
connection with changes in ownership in consolidated
subsidiaries
(2)
-
-
(34)
3
Balance, end of period
$
58
$
106
$
58
$
106
Amounts are recorded in selling, general and administrative in the condensed consolidated statements of income.
(2)
Amounts are recorded in additional paid-in capital in the condensed consolidated balance sheets.
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
June 27, 2026 and December 27, 2025:
June 27, 2026
Level 1
Level 2
Level 3
Total
Assets:
Derivative contracts designated as hedges
$
-
$
2
$
-
$
2
Derivative contracts undesignated
-
2
-
2
Total assets
$
-
$
4
$
-
$
4
Liabilities:
Derivative contracts designated as hedges
$
-
$
10
$
-
$
10
Derivative contracts undesignated
-
2
-
2
Total return
swap
-
1
-
1
Contingent consideration
-
-
58
58
Total liabilities
$
-
$
13
$
58
$
71
Redeemable noncontrolling interests
$
-
$
-
$
906
$
906
December 27, 2025
Level 1
Level 2
Level 3
Total
Assets:
Derivative contracts designated as hedges
$
-
$
1
$
-
$
1
Derivative contracts undesignated
-
1
-
1
Total return
swap
-
1
-
1
Total assets
$
-
$
3
$
-
$
3
Liabilities:
Derivative contracts designated as hedges
$
-
$
23
$
-
$
23
Derivative contracts undesignated
-
2
-
2
Contingent consideration
-
-
97
97
Total liabilities
$
-
$
25
$
97
$
122
Redeemable noncontrolling interests
$
-
$
-
$
895
$
895