Sysco To Buy Cash & Carry Firm Jetro Restaurant Depot; Backs Outlook, Pauses Buyback; Stock Down

(RTTNews) - Restaurant food distributor Sysco Corp. announced Monday its agreement to acquire Cash & Carry food wholesaler Jetro Restaurant Depot in a deal with a total enterprise value of approximately $29.1 billion. Further, Sysco maintained third-quarter and fiscal 2026 outlook.

Sysco added that it is pausing its share repurchase program to prioritize rapid de-leveraging following the acquisition, and will resume the program after making significant progress towards de-leveraging.

In pre-market activity, Sysco shares were losing around 4.5 percent, trading at $78.07. For the third quarter 2026, Sysco said it remains confident in the previously announced consensus outlook for adjusted earnings per share of approximately $0.94.

The outlook includes USFS local case growth of over 3% compared to the prior year, at least 50 bps greater than previously communicated.

Further, Sysco maintained fiscal 2026 outlook for sales growth of 3 percent to 5 percent and adjusted earnings per share to be at the high end of $4.50 to $4.60.

Regarding the deal, Sysco stated that the Jetro Restaurant Depot shareholders will receive $21.6 billion in cash proceeds and 91.5 million Sysco shares under the agreed terms.

The company expects the transaction to be mid to high single-digit accretive to earnings per share in the first year following close, and low to mid-teens accretive in the second year following close.

The transaction is expected to close by the third quarter of Syscos fiscal 2027, subject to conditions, including receipt of regulatory approvals.

Upon closing, Sysco will issue around 19.1% of its outstanding shares to Jetro Restaurant Depot shareholders, who are expected to own approximately 16% of Syscos stock.

With the transaction, Sysco would enter the high-margin, growing, and resilient Cash & Carry channel.

Jetro Restaurant Depot owns and operates Jetro Cash & Carry and Restaurant Depot, the largest cash-and-carry wholesaler in the U.S. , which serves smaller, independent restaurants and businesses with high-quality food at low prices. Jetro Restaurant Depot operates 166 large-format warehouse stores across 35 states that serve more than 725,000 independent restaurants and foodservice operators.

For calendar year 2025, Jetro Restaurant Depot generated around $16 billion in revenue, approximately $2.1 billion in EBITDA, and has maintained a 30-year track record of EBITDA growth.

The combined company generated 2025 annual net revenues of nearly $100 billion, and approximately $6.4 billion of adjusted EBITDA.

Following the deal closure, Jetro Restaurant Depot will operate as a standalone business segment within Sysco, and its leadership team is expected to remain in place under Richard Kirschner, who will report to Kevin Hourican, Chair and CEO of Sysco.

Jetro Restaurant Depot will maintain its headquarters in Whitestone, New York. Two of Jetro Restaurant Depot's current directors, Sir Bradley Fried and Stanley Fleishman, will join the Sysco Board.

The company added that they do not anticipate workforce reductions as a result of the transaction.

Sysco said it plans to fund the cash portion of the transaction with $21 billion of new debt and hybrid debt, and $1 billion of cash on hand, equity, or equity-linked securities.

In the deal, Goldman Sachs & Co. LLC and TD Securities are serving as financial advisors to Sysco. Evercore is serving as exclusive financial advisor to Jetro Restaurant Depot.

Sysco is expected to release third-quarter results on April 28.