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MERGER AND RESTRUCTURING ACTIVITY | 3 Months Ended
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Mar. 28, 2020
Business Combinations [Abstract] |
MERGER AND RESTRUCTURING ACTIVITY | NOTE 3. MERGER AND RESTRUCTURING ACTIVITY Since 2017, the Company has taken actions to optimize its asset base and drive operational efficiencies. These actions include acquiring profitable businesses, closing underperforming retail stores and non-strategic distribution facilities, consolidating functional activities, eliminating redundant positions and disposing of non-strategic businesses and assets. The expenses and any income recognized directly associated with these actions are included in Merger and restructuring expenses, net on a separate line in the Condensed Consolidated Statements of Operations in order to identify these activities apart from the expenses incurred to sell to and service its customers. These expenses are not included in the determination of Division operating income. The table below summarizes the major components of Merger and restructuring expenses, net.
|  | First Quarter |
(In millions) |  | 2020 |  |  | 2019 |
Merger and transaction related expenses |  |  |  |  |  |  |  |
Severance and retention |  | $ | — |  |  | $ | 1 |
Transaction and integration |  |  | 7 |  |  |  | 7 |
Total Merger and transaction related expenses |  |  | 7 |  |  |  | 8 |
Restructuring expenses |  |  |  |  |  |  |  |
Professional fees |  |  | 6 |  |  |  | 3 |
Facility closure, contract termination, and other expenses, net |  |  | 3 |  |  |  | 3 |
Total Restructuring expenses |  |  | 9 |  |  |  | 6 |
Total Merger and restructuring expenses, net |  | $ | 16 |  |  | $ | 14 |
MERGER AND TRANSACTION RELATED EXPENSES In the first quarter of 2020, the Company incurred $7 million of merger and transaction related expenses. Severance and retention include expenses related to the integration of staff functions in connection with business acquisitions and are expensed through the severance and retention period. Transaction and integration include legal, accounting, and other third-party expenses incurred in connection with acquisitions and business integration activities primarily related to CompuCom. Facility closure, contract termination, and other expenses, net relate to facility closure accruals, contract termination costs, gains and losses on asset dispositions, and accelerated depreciation. RESTRUCTURING EXPENSES Business Acceleration Program In May 2019, the Company’s Board of Directors approved a company-wide, multi-year, cost reduction and business improvement program to systematically drive down costs, improve operational efficiencies, and enable future growth investments. Under this program (the “Business Acceleration Program”), the Company has made and will continue to make organizational realignments stemming from process improvements, increased leverage of technology and accelerated use of automation. This has resulted and will continue to result in the elimination of certain positions and a flatter organization. In connection with the Business Acceleration Program, the Company also anticipates closing approximately 90 underperforming retail stores in 2020 and 2021, and 9 other facilities, consisting of distribution centers and sales offices. Twelve retail stores were closed in the first quarter of 2020, and 7 other facilities were closed as of the end of 2019. Total estimated costs to implement the Business Acceleration Program are expected to be approximately $109 million, comprised of:
| (a) | severance and related employee costs of approximately $40 million;
| (b) | recruitment and relocation costs of approximately $2 million;
| (c) | retail store and facility closure costs of approximately $12 million;
| (d) | third-party costs to facilitate the execution of the Business Acceleration Program of approximately $48 million; and
| (e) | other costs of approximately $7 million.
Of the aggregate costs to implement the Business Acceleration Program, approximately $102 million are expected to be cash expenditures through 2021 funded primarily with cash on hand and cash from operations. The Company incurred $90 million in restructuring expenses to implement the Business Acceleration Program since its inception in 2019 through the end of the first quarter of 2020. In the first quarter of 2020, the Company incurred $8 million in restructuring expenses associated with the Business Acceleration Program which consisted of $5 million in third-party professional fees, and $3 million of retail store and facility closure costs and other. The Company made cash expenditures of $10 million for the Business Acceleration Program in the first quarter of 2020. Other Included in restructuring expenses in the first quarter of 2019 were costs incurred in connection with the Comprehensive Business Review, a program the Company announced in 2016 and concluded at the end of 2019. These costs include severance, facility closure costs, contract termination, accelerated depreciation, relocation and disposal gains and losses, as well as other costs associated with retail store closures. MERGER AND RESTRUCTURING ACCRUALS The activity in the merger and restructuring accruals in the first quarter of 2020 is presented in the table below. Certain merger and restructuring charges are excluded from the table because they are paid as incurred or non-cash, such as accelerated depreciation and gains and losses on asset dispositions.
|  | Balance as of |  |  |  |  |  |  |  |  |  |  | Balance as of |
|  | December 28, |  |  | Charges |  |  | Cash |  |  | March 28, |
(In millions) |  | 2019 |  |  | Incurred |  |  | Payments |  |  | 2020 |
Termination benefits: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Merger-related accruals |  | $ | 1 |  |  | $ | — |  |  | $ | — |  |  | $ | 1 |
Business Acceleration Program |  |  | 13 |  |  |  | — |  |  |  | (2 | ) |  |  | 11 |
Lease and contract obligations, accruals for facilities closures and other costs: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Merger-related accruals |  |  | — |  |  |  | — |  |  |  | — |  |  |  | — |
Comprehensive Business Review |  |  | 3 |  |  |  | — |  |  |  | (1 | ) |  |  | 2 |
Business Acceleration Program |  |  | 5 |  |  |  | 8 |  |  |  | (8 | ) |  |  | 5 |
Total |  | $ | 22 |  |  | $ | 8 |  |  | $ | (11 | ) |  | $ | 19 |
The short-term and long-term components of these liabilities are included in Accrued expenses and other current liabilities and Deferred income taxes and other long-term liabilities, respectively, in the Condensed Consolidated Balance Sheets.

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- Definition The entire disclosure for business combinations, including leverage buyout transactions (as applicable), and divestitures. This may include a description of a business combination or divestiture (or series of individually immaterial business combinations or divestitures) completed during the period, including background, timing, and assets and liabilities recognized and reclassified or sold. This element does not include fixed asset sales and plant closings. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 205 -SubTopic 20 -URI http://asc.fasb.org/subtopic&trid=2122178 Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -URI http://asc.fasb.org/topic&trid=2303972 + Details
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