Performance Food Group, US Foods Eye Merger with Information Sharing Deal - Modern Distribution Management

Performance Food Group, US Foods Eye Merger with Information Sharing Deal

One month after PFG rejected talks with US Foods about a potential combination, the two foodservice distributors are now sharing information to explore what would be a landmark merger.
Performance Food Group and U.S. Foods

Just a month after rejecting talks about a potential takeover deal, Performance Food Group now appears open to combining with fellow foodservice products distributor US Foods.

On Sept. 16, both companies announced that they had entered into an “information sharing arrangement” that allows them to evaluate regulatory considerations and synergies related to a potential combination.

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Such a merger would form a food distribution company with about $100 billion in combined revenue and would surpass Sysco as the United States’ largest foodservice distributor by market share with approximately 18%, according to Bloomberg Intelligence.

PFG said that members of its board of directors and management team engaged with several of the company’s large shareholders in recent weeks to hear their perspectives and that PFG is committed to continuing that dialogue. The company said that the board — along with financial and legal advisors — found there was sufficient basis to begin information sharing. 

That’s a reversal of the “no basis to proceed” that PFG communicated in mid-August.

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News first surfaced of US Foods’ interest in a PFG takeover in mid-July.

“US Foods is pleased with PFG’s decision to engage in an effort to explore the regulatory considerations and synergies of a potential combination,” a US Foods news release stated.

PFG said it and US Foods are initiating a “clean team process” consisting of a group of independent lawyers, economists and consultants who will conduct analysis using more detailed confidential information.

Both companies emphasized there is no assurance that the information sharing process will result in a transaction proposal.

JP Morgan and BofA Securities are serving as financial advisors to PFG, while Skadden, Arps, Slate, Meagher & Flom LLP is its legal advisor. Morgan Stanley & Co. and Centerview Partners are US Foods’ financial advisors, while Wachtell, Lipton, Rosen & Katz is its legal counsel.

Rosemont, IL-based U.S. Foods supplies restaurants, hospitals, schools and hotels, and generated $37.9 billion in revenue last year. The company employs approximately 30,000 people across more than 70 locations.

PFG delivers over 300,000 food and related products to customers across the U.S. and Canada, offering services across three units — restaurant supplier Performance Foodservice, candy and snack distributor Vistar and its Core-Mark business serving convenience stores

PFG’s 2025 fiscal year ended on June 28, for which the company reported total sales of $63.3 billion — up 8.6% year-over-year, driven by recent acquisitions, higher volume and a favorable shift in mix of cases sold. Product cost inflation for PFG was about 4.7% for 2025. Gross profit of $7.4 billion jumped 12.8% year-over-year and operating profit rose 14.8%, while neet profit of $340 million fell by $96 million from a year earlier primarily due to acquisition costs.

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