Table of Contents

United States
Securities and Exchange Commission
Washington, D.C. 20549
_____________________________________ 
Form 10-Q
(Mark One)
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2019March 31, 2020 or
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from             to             
Commission file number 001-15451
_____________________________________ 
ups-20200331_g1.jpg
United Parcel Service, Inc.
(Exact name of registrant as specified in its charter)
Delaware58-2480149
(State or Other Jurisdiction of
Incorporation or Organization)
(IRS Employer
Identification No.)
Delaware58-2480149
(State or Other Jurisdiction of
Incorporation or Organization)
(IRS Employer
Identification No.)
55 Glenlake Parkway NEN.E.
Atlanta

Georgia

30328
Atlanta,Georgia30328
(Address of Principal Executive Offices)(Zip Code)
(404) (404) 828-6000
(Registrant’s telephone number, including area code)
____________________ 
Securities registered pursuant to Section 12(b) of the Act:
Title of Each ClassTrading SymbolName of Each Exchange on Which Registered
Class B common stock, par value $0.01 per shareUPSNew York Stock Exchange
Floating-Rate Senior Notes due 2020UPS20ANew York Stock Exchange
1.625% Senior Notes due 2025UPS25New York Stock Exchange
1% Senior Notes due 2028UPS28New York Stock Exchange
0.375% Senior Notes due 2023UPS23ANew York Stock Exchange
1.500% Senior Notes due 2032UPS32New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes      No  
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).    Yes      No  
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company, or an emerging growth company. See definitions of “accelerated filer”, “large accelerated filer”, “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Check one:
Large accelerated filerxAccelerated filer
Non-accelerated filer  Smaller reporting company
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ¨
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes      No  
There were 157,067,643158,059,668 Class A shares, and 700,755,043704,116,869 Class B shares, with a par value of $0.01 per share, outstanding at October 16, 2019.April 23, 2020.



Table of Contents
TABLE OF CONTENTS
PART I—FINANCIAL INFORMATION
Item 1.
Item 2.
Item 3.
Item 4.
PART II—OTHER INFORMATION
Item 1.
Item 1A.
Item 2.
Item 6.




Table of Contents
PART I. FINANCIAL INFORMATION

Cautionary Statement About Forward-Looking Statements
This report, our Annual Report on Form 10-K for the year ended December 31, 20182019 and our other filings with the Securities and Exchange Commission contain and refer to “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Statements other than those of current or historical fact, and all statements accompanied by terms such as “believe,” “project,” “expect,” “estimate,” “assume,” “intend,” “anticipate,” “target,” “plan,” and variations thereof, and similar terms, are intended to be forward-looking statements. Forward-looking statements are made subject to the safe harbor provisions of the federal securities laws pursuant to Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934.
From time to time, we also include forward-looking statements in other publicly disclosed materials. Such statements may relate to our intent, belief and current expectations about our strategic direction, prospects and future results, and give our current expectations or forecasts of future events; they do not relate strictly to historical or current facts. Management believes that these forward-looking statements are reasonable as and when made. However, caution should be taken not to place undue reliance on any forward-looking statements because such statements speak only as of the date when made.
Forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from our historical experience, and our present expectations or anticipated results. These risks and uncertainties, many of which are outside of our control, include, but are not limited to: uncertainties related to the impact of the COVID-19 pandemic on our business and operations, financial condition, financial results and financial position, our customers and suppliers, and on the global economy; changes in general economic conditions, in the U.S. or internationally; significant competition on a local, regional, national and international basis; changes in our relationships with our significant customers; changes in the complex and stringent regulation in the U.S. and internationally (including tax laws and regulations); increased physical or data security requirements that may increase our costs of operations and reduce operating efficiencies; legal, regulatory or market responses to global climate change; results from the negotiationof negotiations and ratificationratifications of labor contracts; strikes, work stoppages or slowdowns by our employees; the effects of changing prices of energy, including gasoline, diesel and jet fuel, and interruptions in supplies of these commodities; changes in exchange rates or interest rates; uncertainty from the expected discontinuance of LIBOR and transition to any other interest rate benchmark; our ability to maintain the image of our brand; breaches in data security; disruptions to the Internet or our technology infrastructure; interruptions in or impacts on our business from natural or man-made events or disasters including terrorism;terrorist attacks, epidemics or pandemics; our ability to accurately forecast our future capital investment needs; exposure to changing economic, political and social developments in international and emerging markets; changes in business strategy, government regulations, or economic or market conditions that may result in substantial impairment of our assets; increases in our expenses or funding obligations relating to employee health, retiree health and/or pension benefits; potential additional tax liabilities in the U.S. or internationally; the potential for various claims and litigation related to labor and employment, personal injury, property damage, business practices, environmental liability and other matters; our ability to realize the anticipated benefits from acquisitions, joint ventures or strategic alliances; our ability to realize the anticipated benefits from our transformation initiatives; cyclical and seasonal fluctuations in our operating results; our ability to manage insurance and claims expenses; and other risks discussed in our filings with the Securities and Exchange Commission from time to time, including our Annual Report on Form 10-K for the year ended December 31, 2018 and subsequently filed reports, including our2019, this Quarterly Report on Form 10-Q for the quarter ended June 30, 2019.March 31, 2020 and subsequently filed reports. You should consider the limitations on, and risks associated with, forward-looking statements and not unduly rely on the accuracy of predictionsinformation contained in such forward-looking statements. We do not undertake any obligation to update forward-looking statements to reflect events, circumstances, changes in expectations, or the occurrence of unanticipated events after the date of those statements, except as required by law.


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Table of Contents
Item 1. Financial Statements
UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
September 30, 2019March 31, 2020 (unaudited) and December 31, 20182019 (In millions)
September 30,
2019
 December 31,
2018
March 31,
2020
December 31,
2019
ASSETS   ASSETS
Current Assets:   Current Assets:
Cash and cash equivalents$4,040
 $4,225
Cash and cash equivalents$8,955  $5,238  
Marketable securities498
 810
Marketable securities505  503  
Accounts receivableAccounts receivable8,245  9,645  
Less: Allowance for credit lossesLess: Allowance for credit losses(119) (93) 
Accounts receivable, net7,951
 8,958
Accounts receivable, net8,126  9,552  
Current income taxes receivable204
 940
Other current assets1,491
 1,277
Other current assets1,803  1,810  
Total Current Assets14,184
 16,210
Total Current Assets19,389  17,103  
Property, Plant and Equipment, Net29,071
 26,576
Property, Plant and Equipment, Net30,908  30,482  
Operating Lease Right-Of-Use Assets2,504
 
Operating Lease Right-Of-Use Assets3,041  2,856  
Goodwill3,783
 3,811
Goodwill3,776  3,813  
Intangible Assets, Net2,131
 2,075
Intangible Assets, Net2,176  2,167  
Investments and Restricted Cash169
 170
Investments and Restricted Cash23  24  
Deferred Income Tax Assets194
 141
Deferred Income Tax Assets299  330  
Other Non-Current Assets1,246
 1,033
Other Non-Current Assets1,283  1,082  
Total Assets$53,282
 $50,016
Total Assets$60,895  $57,857  
LIABILITIES AND SHAREOWNERS’ EQUITY   LIABILITIES AND SHAREOWNERS’ EQUITY
Current Liabilities:   Current Liabilities:
Current maturities of long-term debt, commercial paper and finance leases$2,161
 $2,805
Current maturities of long-term debt, commercial paper and finance leases$4,405  $3,420  
Current maturities of operating leases500
 
Current maturities of operating leases526  538  
Accounts payable4,218
 5,188
Accounts payable4,779  5,555  
Accrued wages and withholdings2,483
 3,047
Accrued wages and withholdings2,606  2,552  
Self-insurance reserves756
 810
Self-insurance reserves980  914  
Accrued group welfare and retirement plan contributions705
 715
Accrued group welfare and retirement plan contributions790  793  
Hedge margin liabilities713
 325
Other current liabilities1,299
 1,197
Other current liabilities1,760  1,641  
Total Current Liabilities12,835
 14,087
Total Current Liabilities15,846  15,413  
Long-Term Debt and Finance Leases21,740
 19,931
Long-Term Debt and Finance Leases24,196  21,818  
Non-Current Operating Leases2,063
 
Non-Current Operating Leases2,493  2,391  
Pension and Postretirement Benefit Obligations6,443
 8,347
Pension and Postretirement Benefit Obligations10,477  10,601  
Deferred Income Tax Liabilities1,886
 1,619
Deferred Income Tax Liabilities1,787  1,632  
Self-Insurance Reserves1,442
 1,571
Other Non-Current Liabilities1,299
 1,424
Other Non-Current Liabilities2,783  2,719  
Shareowners’ Equity:   Shareowners’ Equity:
Class A common stock (157 and 163 shares issued in 2019 and 2018, respectively)2
 2
Class B common stock (701 and 696 shares issued in 2019 and 2018, respectively)7
 7
Class A common stock (158 and 156 shares issued in 2020 and 2019, respectively)Class A common stock (158 and 156 shares issued in 2020 and 2019, respectively)  
Class B common stock (703 and 701 shares issued in 2020 and 2019, respectively)Class B common stock (703 and 701 shares issued in 2020 and 2019, respectively)  
Additional paid-in capital129
 
Additional paid-in capital29  150  
Retained earnings10,037
 8,006
Retained earnings9,137  9,105  
Accumulated other comprehensive loss(4,617) (4,994)Accumulated other comprehensive loss(5,876) (5,997) 
Deferred compensation obligations25
 32
Deferred compensation obligations19  26  
Less: Treasury stock (0.4 shares in 2019 and 0.6 shares in 2018)(25) (32)
Less: Treasury stock (0.4 shares in 2020 and 2019)Less: Treasury stock (0.4 shares in 2020 and 2019)(19) (26) 
Total Equity for Controlling Interests5,558
 3,021
Total Equity for Controlling Interests3,299  3,267  
Noncontrolling interests16
 16
Noncontrolling interests14  16  
Total Shareowners’ Equity5,574
 3,037
Total Shareowners’ Equity3,313  3,283  
Total Liabilities and Shareowners’ Equity$53,282
 $50,016
Total Liabilities and Shareowners’ Equity$60,895  $57,857  
See notes to unaudited, consolidated financial statements.

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Table of Contents
UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
STATEMENTS OF CONSOLIDATED INCOME
(In millions, except per share amounts)
(unaudited)
 
 Three Months Ended
March 31,
20202019
Revenue$18,035  $17,160  
Operating Expenses:
Compensation and benefits10,086  9,317  
Repairs and maintenance563  434  
Depreciation and amortization648  568  
Purchased transportation2,931  2,966  
Fuel761  770  
Other occupancy383  371  
Other expenses1,591  1,340  
Total Operating Expenses16,963  15,766  
Operating Profit1,072  1,394  
Other Income and (Expense):
Investment income and other345  215  
Interest expense(167) (169) 
Total Other Income and (Expense)178  46  
Income Before Income Taxes1,250  1,440  
Income Tax Expense285  329  
Net Income$965  $1,111  
Basic Earnings Per Share$1.12  $1.28  
Diluted Earnings Per Share$1.11  $1.28  
 Three Months Ended
September 30,
 Nine Months Ended
September 30,
2019 2018 2019 2018
Revenue$18,318
 $17,444
 $53,526
 $52,013
Operating Expenses:       
Compensation and benefits9,590
 9,015
 28,206
 27,084
Repairs and maintenance485
 437
 1,392
 1,294
Depreciation and amortization587
 524
 1,730
 1,662
Purchased transportation2,984
 3,216
 8,950
 9,570
Fuel824
 867
 2,451
 2,469
Other occupancy346
 321
 1,039
 1,003
Other expenses1,374
 1,337
 4,093
 3,911
Total Operating Expenses16,190
 15,717
 47,861
 46,993
Operating Profit2,128
 1,727
 5,665
 5,020
Other Income and (Expense):       
Investment income and other237
 317
 672
 913
Interest expense(159)
(155) (487) (457)
Total Other Income and (Expense)78
 162
 185
 456
Income Before Income Taxes2,206
 1,889
 5,850
 5,476
Income Tax Expense456
 381
 1,304
 1,138
Net Income$1,750
 $1,508
 $4,546
 $4,338
Basic Earnings Per Share$2.03
 $1.74
 $5.26
 $5.01
Diluted Earnings Per Share$2.01
 $1.73
 $5.23
 $4.99


STATEMENTS OF CONSOLIDATED COMPREHENSIVE INCOME (LOSS)
(In millions)
(unaudited)
 
 Three Months Ended
March 31,
 20202019
Net Income$965  $1,111  
Change in foreign currency translation adjustment, net of tax(141) 53  
Change in unrealized gain (loss) on marketable securities, net of tax  
Change in unrealized gain (loss) on cash flow hedges, net of tax217  76  
Change in unrecognized pension and postretirement benefit costs, net of tax43  43  
Comprehensive Income$1,086  $1,287  
 Three Months Ended
September 30,
 Nine Months Ended
September 30,
 2019 2018 2019 2018
Net Income$1,750
 $1,508
 $4,546
 $4,338
Change in foreign currency translation adjustment, net of tax(48) (28) (28) (112)
Change in unrealized gain (loss) on marketable securities, net of tax(3) (1) 6
 (4)
Change in unrealized gain (loss) on cash flow hedges, net of tax206
 49
 270
 315
Change in unrecognized pension and postretirement benefit costs, net of tax43
 38
 129
 115
Comprehensive Income$1,948
 $1,566
 $4,923
 $4,652
See notes to unaudited, consolidated financial statements.

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UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
STATEMENTS OF CONSOLIDATED CASH FLOWS
(In millions)
(unaudited)
Nine Months Ended
September 30,
Three Months Ended
March 31,
2019 2018 20202019
Cash Flows From Operating Activities:   Cash Flows From Operating Activities:
Net income$4,546
 $4,338
Net income$965  $1,111  
Adjustments to reconcile net income to net cash from operating activities:   Adjustments to reconcile net income to net cash from operating activities:
Depreciation and amortization1,730
 1,662
Depreciation and amortization648  568  
Pension and postretirement benefit expense566
 461
Pension and postretirement benefit expense160  188  
Pension and postretirement benefit contributions(2,321) (137)Pension and postretirement benefit contributions(222) (214) 
Self-insurance reserves(181) (127)Self-insurance reserves124  (74) 
Deferred tax (benefit) expense43
 218
Deferred tax (benefit) expense86  78  
Stock compensation expense716
 507
Stock compensation expense231  308  
Other (gains) losses46
 243
Other (gains) losses33  40  
Changes in assets and liabilities, net of effects of business acquisitions:   Changes in assets and liabilities, net of effects of business acquisitions:
Accounts receivable843
 1,096
Accounts receivable1,223  1,301  
Other assets778
 1,299
Other assets209  128  
Accounts payable(914) (391)Accounts payable(1,101) (1,143) 
Accrued wages and withholdings(506) 200
Accrued wages and withholdings83  (94) 
Other liabilities393
 35
Other liabilities102  87  
Other operating activities(46) 18
Other operating activities (7) 
Net cash from operating activities5,693
 9,422
Net cash from operating activities2,550  2,277  
Cash Flows From Investing Activities:   Cash Flows From Investing Activities:
Capital expenditures(4,336) (4,490)Capital expenditures(933) (1,514) 
Proceeds from disposals of property, plant and equipment61
 45
Proceeds from disposals of property, plant and equipment  
Purchases of marketable securities(487) (634)Purchases of marketable securities(80) (248) 
Sales and maturities of marketable securities817
 612
Sales and maturities of marketable securities80  349  
Net change in finance receivables8
 (7)Net change in finance receivables 10  
Cash paid for business acquisitions, net of cash and cash equivalents acquired(6) (2)Cash paid for business acquisitions, net of cash and cash equivalents acquired—  (1) 
Other investing activities(84) (23)Other investing activities(5) (16) 
Net cash used in investing activities(4,027) (4,499)Net cash used in investing activities(934) (1,416) 
Cash Flows From Financing Activities:   Cash Flows From Financing Activities:
Net change in short-term debt(1,100) (77)Net change in short-term debt(91) (1,217) 
Proceeds from long-term borrowings4,802
 1,052
Proceeds from long-term borrowings4,253  2,141  
Repayments of long-term borrowings(2,411) (2,122)Repayments of long-term borrowings(687) (439) 
Purchases of common stock(751) (770)Purchases of common stock(220) (246) 
Issuances of common stock161
 176
Issuances of common stock70  47  
Dividends(2,397) (2,260)Dividends(840) (799) 
Other financing activities(158) (259)Other financing activities(318) (182) 
Net cash used in financing activities(1,854) (4,260)
Net cash from (used in) financing activitiesNet cash from (used in) financing activities2,167  (695) 
Effect of Exchange Rate Changes on Cash, Cash Equivalents and Restricted Cash6
 (57)Effect of Exchange Rate Changes on Cash, Cash Equivalents and Restricted Cash(65)  
Net Increase (Decrease) in Cash, Cash Equivalents and Restricted Cash(182) 606
Net Increase (Decrease) in Cash, Cash Equivalents and Restricted Cash3,718  175  
Cash, Cash Equivalents and Restricted Cash:   Cash, Cash Equivalents and Restricted Cash:
Beginning of period4,367
 3,769
Beginning of period5,238  4,367  
End of period$4,185
 $4,375
End of period$8,956  $4,542  
See notes to unaudited, consolidated financial statements.

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UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1. 1. BASIS OF PRESENTATION AND ACCOUNTING POLICIES
Principles of Consolidation
In our opinion, the accompanying interim, unaudited, consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States ("U.S. GAAP") for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. These interim unaudited, consolidated financial statements contain all adjustments (consisting of normal recurring accruals) necessary to present fairly our financial position as of September 30, 2019,March 31, 2020, our results of operations for the three and nine months ended September 30,March 31, 2020 and 2019, and 2018, and our cash flows for the ninethree months ended September 30, 2019March 31, 2020 and 2018.2019. The results reported in these interim, unaudited, consolidated financial statements should not be regarded as necessarily indicative of results that may be expected for any other period or the entire year. The interim unaudited, consolidated financial statements should be read in conjunction with the audited, consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2018.2019.
Fair Value of Financial Instruments
The carrying amounts of our cash and cash equivalents, accounts receivable, finance receivables and accounts payable approximate fair value as of September 30, 2019March 31, 2020 and December 31, 2018.2019. The fair values of our investment securities are disclosed in note 5,, our recognized multiemployer pension withdrawal liabilities in note 7,, our shortshort- and long-term debt in note 9 and our derivative instruments in note 15. We utilized Level 1 inputs in the fair value hierarchy of valuation techniques to determine the fair value of our cash and cash equivalents, and Level 2 inputs to determine the fair value of our accounts receivable, finance receivables and accounts payable.
Use of Estimates
The preparation of the accompanying interim unaudited, consolidated financial statements requires management to make estimates and judgments that affect the reported amounts of assets and liabilities and the disclosure of contingencies at the date of the interim, unaudited, consolidatedthese financial statements, as well as the reported amounts of revenues and expenses during the reporting period. Estimates
Although our estimates contemplate current and expected future conditions, as applicable, it is reasonably possible that actual conditions could differ from our expectations, which could materially affect our results of operations and financial position. In particular, a number of estimates have been prepared onand will continue to be affected by the basisongoing COVID-19 pandemic. The severity, magnitude and duration of the most currentCOVID-19 pandemic, and best informationthe resulting economic consequences, are uncertain, rapidly changing and actual resultsdifficult to predict. As a result, our accounting estimates and assumptions may change over time as a consequence of the effects of COVID-19.
Such changes could differ materially from those estimates.result in future impairments of goodwill, intangible assets, long-lived assets and investment securities, incremental credit losses on financial assets, decreases in the carrying amount of our tax assets, increases in our self-insurance liabilities or increases in our net pension obligations at the time of a measurement event.
For interim unaudited, consolidated financial statement purposes, we provide for accruals under our various employee benefit plans for each three month period based on one quarter of the estimated annual expense.


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UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 2.2. RECENT ACCOUNTING PRONOUNCEMENTS
Adoption of New Accounting Standards
In FebruaryJune 2016, the Financial Accounting Standards Board ("FASB") issued an accounting standards update ("ASU") 2016-02, Leases (Topic 842), which requires lessees to recognize a right-of-use asset and lease liability on their balance sheet for all leases with terms beyond twelve months. The new standard also requires enhanced disclosures that provide more transparency and information to financial statement users about lease portfolios. Effective January 1, 2019, we adopted the requirements of this ASU using the modified retrospective approach. The adoption on January 1, 2019 resulted in the recognition of right-of-use assets for operating leases of approximately $2.65 billion and operating lease liabilities of approximately $2.70 billion. The consolidated financial statementsintroducing an expected credit loss methodology for the three and nine months ended September 30, 2019 are presented undermeasurement of financial assets not accounted for at fair value. The methodology replaced the new standard, while comparative periods presented have not been adjusted and continue to be reported in accordance with the previous standard.

We elected the transition package of practical expedients permitted within the standard. As a result, we did not reassess initial direct costs, lease classification, or whether our contracts contain or are leases. We also made an accounting policy election to not recognize right-of-use assets and liabilitiesprobable, incurred loss model for leases with an original lease term of twelve months or less, unless the leases include options to renew or purchase the underlying asset that are reasonably certain to be exercised. See note 10 for additional disclosures required by this ASU.
In March 2017, the FASB issued an ASU requiring the premium on callable debt securities to be amortized to the earliest call date.those assets. We adopted this standard on January 1, 2019. It2020. Upon adoption, we updated our process for calculating our allowance for credit losses to include reasonable and supportable forecasts that could affect expected collectability. In the first quarter of 2020, we increased our allowance for credit losses by $23 million based upon our current forecasts that reflect increased economic uncertainty resulting from the COVID-19 pandemic.
In January 2017, the FASB issued an ASU to simplify the accounting for goodwill impairment by eliminating the requirement to calculate the implied fair value of goodwill using a hypothetical purchase price allocation. Under this ASU, goodwill impairment is the amount by which a reporting unit’s carrying value exceeds its fair value, not to exceed the carrying amount of goodwill. We adopted this standard on January 1, 2020. Upon adoption, this ASU did not have a material impact on our consolidated financial position, results of operations or cash flows.
In August 2017, the FASB issued an ASU to enhance recognition of the economic results of hedging activities in the financial statements. In addition, the update made certain targeted improvements to simplify the application of hedge accounting guidance and increase transparency regarding the scope and results of hedging activities. We adopted this standard on January 1, 2019. It did not have a material impact on our consolidated financial position, results of operations or cash flows but did require additional disclosures. See note 15 for required disclosures pertaining to this ASU.
For accounting standards adopted in the period ended September 30, 2018,March 31, 2019, refer to note 1 to our audited, consolidated financial statements in our Annual Report on Form 10-K for the year ended December 31, 2018.2019.
Other accounting pronouncements adopted during the periods covered by the unaudited, consolidated financial statements did not have a material impact on our consolidated financial position, results of operations or cash flows.
Accounting Standards Issued But Not Yet Effective
In June 2016,December 2019, the FASB issued an ASU introducing an expected credit loss methodologyto simplify the accounting for income taxes. The update removes certain exceptions to the measurement of financial assets not accounted for at fair value. The methodology replaces the probable, incurred loss model for those assets.general income tax principles. The standard will be effective for us in the first quarter of 2020.2021. We are evaluating the impact of its adoption on our consolidated financial statements and internal control over financial reporting environment, but do not expect this ASU to have a material impact on our consolidated financial position, results of operations or cash flows.
In January 2017,March 2020, the FASB issued an ASU to simplifyprovide optional guidance to temporarily ease the potential burden in accounting for goodwill impairment.reference rate reform. The update removes Step 2 of the goodwill impairment test, which requires a hypothetical purchase price allocation. Under this ASU, goodwill impairment willprovides optional expedients and exceptions for applying GAAP to contracts, hedging relationships and other transactions affected by reference rate reform. The guidance was effective upon issuance and generally can be the amount by which a reporting unit’s carrying value exceeds its fair value, not to exceed the carrying amount of goodwill. The standard will be effective for us in the first quarter of 2020.applied through December 31, 2022. We continue to evaluate this update to determineare evaluating the impact of its adoption on our consolidated financial statements and internal control over financial reporting environment, but do not expect this ASU to have a material impactupdate on our consolidated financial position, results of operations orand cash flows.
Other accounting pronouncements issued, but not effective until after September 30, 2019,March 31, 2020, are not expected to have a material impact on our consolidated financial position, results of operations or cash flows.

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UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 3. REVENUE RECOGNITION
Revenue Recognition
Substantially all of our revenues are from contracts associated with the pick-up, transportation and delivery of packages and freight (“transportation services”), whether carried out by or arranged by UPS, either domestically or internationally, which generally occurs over a short period of time. Additionally, we provide value-added logistics services to customers, both domestically and internationally, through our global network of company-owned and leased distribution centers and field stocking locations, both domestically and internationally.locations.
Disaggregation of Revenue
Three Months Ended
March 31,
20202019
Revenue: 
Next Day Air$2,055   $1,841  
Deferred1,197  1,089  
Ground8,204   7,550  
     U.S. Domestic Package11,456  10,480  
Domestic688   690  
Export2,561  2,631  
Cargo & Other134   138  
    International Package3,383  3,459  
Forwarding1,373   1,416  
Logistics845  832  
Freight766   773  
Other212  200  
    Supply Chain & Freight3,196  3,221  
Consolidated revenue$18,035  $17,160  
  Three Months Ended
September 30,
 Nine Months Ended
September 30,
  2019 2018 2019 2018
Revenue:        
Next Day Air $2,146
 $1,896
 $6,160
 $5,510
Deferred 1,248
 1,066
 3,494
 3,215
Ground 8,061
 7,475
 23,431
 22,293
U.S. Domestic Package 11,455
 10,437
 33,085
 31,018
         
Domestic 689
 678
 2,069
 2,094
Export 2,673
 2,654
 7,972
 8,073
Cargo & Other 132
 146
 417
 446
International Package 3,494
 3,478
 10,458
 10,613
         
Forwarding 1,472
 1,672
 4,384
 4,936
Logistics 846
 790
 2,511
 2,356
Freight 852
 867
 2,486
 2,497
Other 199
 200
 602
 593
Supply Chain & Freight 3,369
 3,529
 9,983
 10,382
         
Consolidated revenue $18,318

$17,444
 $53,526
 $52,013

We account for a contract when both parties have approved the contract and are committed to perform their obligations, the rights of the parties andare identified, payment terms are identified, the contract has commercial substance and collectability of consideration is probable.
Performance Obligations
A performance obligation is a promise in a contract to transfer a distinct good or service to the customer, and is the basis of revenue recognition in accordance with U.S. GAAP. To determine the proper revenue recognition method for contracts, we evaluate whether two or more contracts should be combined and accounted for as onea single contract, and whether the combined or single contract should be accounted for as more than one performance obligation. This evaluation requires judgment, and the decision to combine a group of contracts or separate the combined or single contract into multiple performance obligations could change the amount of revenue and profit recorded in a given period. Within most of our contracts, the customer contracts with us to provide distinct services, such as transportation services. The vast majority of our contracts with customers for transportation services include only one performance obligation; the transportation services themselves. However, if a contract is separated into more than one performance obligation, we allocate the total transaction price to each performance obligation in an amount based on the estimated relative standalone selling prices of the promised goods or services underlying each performance obligation. We frequently sell standard transportation services with observable standalone sales prices. In these instances, the observable standalone sales are used to determine the standalone selling price.

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In certain business units, such as Logistics, we sell customized, customer-specific solutions in which we provide a significant service of integratingintegrate a complex set of tasks and components into a single capability (even if that single capability results in the delivery of multiple units). Hence, the entire contract is accounted for as one performance obligation. In these cases we typically use the expected cost plus a margin approach to estimate the standalone selling price of each performance obligation.
Satisfaction of Performance Obligations
We generally recognize revenue over time as we perform the services in the contract because of the continuous transfer of control to the customer. Our customers receive the benefit of our services as the goods are transported from one location to another. Further, if we were unable to complete delivery to the final location, another entity would not need to reperformre-perform the transportation service already performed.
As control transfers over time, revenue is recognized based on the extent of progress towards completion of the performance obligation. The selection of the method to measure progress towards completion requires judgment and is based on the nature of the products or services to be provided. We use the cost-to-cost measure of progress for our package delivery contracts because it best depicts the transfer of control to the customer which occurs as we incur costs on our contracts. Under the cost-to-cost measure of progress, the extent of progress towards completion is measured based on the ratio of costs incurred to date to the total estimated costs at completion of the performance obligation. Revenues, including ancillary or accessorial fees and reductions for estimated customer incentives, are recorded proportionally as costs are incurred. Costs to fulfill include labor and other direct costs and an allocation of indirect costs. For our freight and freight forwarding contracts, an output method of progress based on time-in-transit is utilized as the timing of costs incurred does not best depict the transfer of control to the customer. In our Logistics business, we have a right to consideration from customers in an amount that corresponds directly with the value to the customers of our performance completed to date, and as such we recognize revenue in the amount to which we have a right to invoice the customer.
Variable Consideration
It is common for our contracts to contain customer incentives, guaranteed service refunds or other provisions that can either increase or decrease the transaction price. These variable amounts are generally dependent upon achievement of certain incentive tiers or performance metrics. We estimate variable consideration at the most likely amount to which we expect to be entitled. We include estimated amounts of revenue, which may be reduced by incentives or other contract provisions, in the transaction price to the extent it is probable that a significant reversal of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is resolved. Our estimates of variable consideration and determination of whether to include estimated amounts in the transaction price are based on an assessment of anticipated customer spending and all information (historical, current and forecasted) that is reasonably available to us.
Contract Modifications
Contracts are often modified to account for changes in the rates we charge our customers or to add additional distinct services. We consider contract modifications to exist when the modification either creates new, or changes the existing, enforceable rights and obligations. Contract modifications that add additional distinct goods or services are treated as separate contracts. Contract modifications that do not add distinct goods or services typically change the price of existing services. These contract modifications are accounted for prospectively as the remaining performance obligations are distinct.
Payment Terms
Under the typical payment terms of our customer contracts, the customer pays at periodic intervals (i.e., every 14 days, 30 days, 45 days, etc.) for shipments included on invoices received. Invoices are generated each week on the week-ending day, which is Saturday for the majority of our U.S. Domestic Package business, but could be another day depending on the business unit or the specific agreement with the customer. It is not customary business practice to extend payment terms past 90 days, and as such, we do not have a practice of including a significant financing component within our contracts with customers.

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Principal vs. Agent Considerations
In our transportation businesses, we utilize independent contractors and third-party carriers in the performance of some transportation services. U.S. GAAP requires us to evaluate, using a control model, whether our businesses themselves promise to transfer services to the customer (as the principal) or to arrange for services to be provided by another party (as the agent). Based on our evaluation of the control model, we determined that all of our major businesses act as the principal rather than the agent within their revenue arrangements. Revenue and the associated purchased transportation costs are both reported on a gross basis within our statements of consolidated income.
Accounts Receivable, Net
Accounts receivable, net, include amounts billed and currently due from customers. The amounts due are stated at their net estimated realizable value. Losses on accounts receivable are recognized when they are incurred, whichreasonable and supportable forecasts affect the expected collectability. This requires us to make our best estimate of the probablecurrent expected losses inherent in our customer receivablesaccounts receivable at each balance sheet date. These estimates require consideration of historical loss experience, adjusted for current conditions, forward looking indicators, trends in customer payment frequency and judgments about the probable effects of relevant observable data, including present and future economic conditions and the financial health of specific customers and market sectors. Our risk management process includes standards and policies for reviewing major account exposures and concentrations of risk.
In the first quarter of 2020, we increased our allowance for credit losses by $23 million based upon current forecasts that reflect increased economic uncertainty resulting from the COVID-19 pandemic. Our totalallowance for credit losses as of March 31, 2020 and December 31, 2019 was $119 and $93 million, respectively. Our provision for doubtful accountscredit losses charged to expense before recoveries during the quarters ended September 30,March 31, 2020 and 2019 was $69 and 2018 was $40 and $35$37 million, respectively, and $145 and $76 million during the nine months ended September 30, 2019 and 2018, respectively.
Contract Assets and Liabilities
Contract assets include billed and unbilled amounts resulting from in-transit packages, as we have an unconditional right to payment only once all performance obligations have been completed (i.e., packages have been delivered), and our right to payment is not solely based on the passage of time. Amounts may not exceed their net realizable value. Contract assets are generally classified as current and the full balance is converted each quarter based on the short-term nature of the transactions.
Contract liabilities consist of advance payments and billings in excess of revenue as well as deferred revenue. Advance payments and billings in excess of revenue represent payments received from our customers that will be earned over the contract term. Deferred revenue represents the amount of consideration due from customers related to in-transit shipments that has not yet been recognized as revenue based on our selected measure of progress. We classify advance payments and billings in excess of revenue as either current or long-term, depending on the period over which the advance payment will be earned. We classify deferred revenue as current based on the timing of when we expect to recognize revenue, which typically occurs within a short window after period-end. The full balance of deferred revenue is converted each quarter based on the short-term nature of the transactions. Our contract assets and liabilities are reported in a net position on a contract-by-contract basis at the end of each reporting period. In order to determine revenue recognized in the period from contract liabilities, we first allocate revenue to the individual contract liability balance outstanding at the beginning of the period until the revenue exceeds that deferred revenue balance.
Contract assets related to in-transit packages were $264$222 and $234$272 million at September 30, 2019March 31, 2020 and December 31, 2018,2019, respectively, net of deferred revenue related to in-transit packages of $300$298 and $236$264 million at September 30, 2019March 31, 2020 and December 31, 2018,2019, respectively. Contract assets are included within "Other current assets" in the consolidated balance sheets. Short-term contract liabilities related to advancedadvance payments from customers were $7 and $5 million at September 30, 2019both March 31, 2020 and December 31, 2018, respectively.2019. Short-term contract liabilities are included within "Other current liabilities" in the consolidated balance sheets. Long-term contract liabilities related to advancedadvance payments from customers were $26 million at each of September 30, 2019both March 31, 2020 and December 31, 2018.2019. Long-term contract liabilities are included within "Other Non-Current Liabilities" in the consolidated balance sheets.


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NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 4. 4. STOCK-BASED COMPENSATION
We issue employee share-based awards under various incentive compensation plans, which permit the grant of non-qualified and incentive stock options, stock appreciation rights, restricted stock and stock units, and restricted performance shares and performance units to eligible employees (restricted stock and stock units, restricted performance shares and performance units are herein referred to as "Restricted Units"). Upon vesting, Restricted Units result in the issuance of the equivalent number of UPS class A common shares after required tax withholdings. Dividends accrued on Restricted Units are reinvested in additional Restricted Units at each dividend payable date, and are subject to the same vesting and forfeiture conditions as the underlying Restricted Units upon which they are earned.
The primary compensation programs offered under the UPS Incentive Compensation Plan include the UPS Management Incentive Award program, the UPS Long-Term Incentive Performance Award program and the UPS Stock Option program. We also maintain an employee stock purchase plan which allows eligible employees to purchase shares of UPS class A common stock at a discount. Additionally, our matching contributions to the primary employee defined contribution savings plan are made in shares of UPS class A common stock.
Management Incentive Award Program ("MIP")
We award Restricted Units under the MIP to certain eligible management employees. For Restricted Units granted under the MIP prior to 2019, vesting generally occurs ratably over a five-yearfive-year period on January 15th of each of the years following the grant date (except in the case of death, disability or disability,retirement, in which case immediate vesting occurs). The grant value is expensed on a straight-line basis (less estimated forfeitures) ratably over the requisite service period (except in the case of death, disability or retirement, in which case immediate expensing occurs). These historical awards will continue to vest through 2023.
Beginning with the MIP grant in the first quarter of 2019, Restricted Units vest one year following the grant date (except in the case of death, disability or disability,retirement, in which case immediate vesting occurs). The grant value is expensed on a straight-line basis (less estimated forfeitures) ratably over the requisite service period (except in the case of death, disability or retirement, in which case immediate expensing occurs).
Based on the date that the eligible management population and performance targets were approved for the 2018 MIP, award (granted in the first quarter of 2019), we determined the award measurement dates to be February 6, 20192020 (for U.S.-based employees other than management committee employees), February 14, 201912, 2020 (for management committee employees) and March 25, 201923, 2020 (for international-based employees); therefore, the Restricted Units awarded were valued for stock compensation expense purposes using the closing New York Stock Exchange ("NYSE") price of $108.82, $111.80$106.51, $105.54 and $106.90$91.90 on those dates, respectively.
Long-Term Incentive Performance Award Program ("LTIP")
We award Restricted Units under the LTIP to certain eligible management employees. These Restricted Units generally vest at the end of a three-yearthree-year performance period (except in the case of death, disability or retirement, in which case immediate vesting occurs on a prorated basis). TheFor outstanding awards, the number of Restricted Units earned will be based on the percentage achievement of the performance targets established on the grant date. TheThese performance targets are equally-weighted among consolidated operating return on invested capital ("ROIC"), growth in currency-constant consolidated revenue and total shareownershareholder return ("RTSR") relative to a peer group of companies.
For the two-thirds of the award related to ROIC and growth in currency-constant consolidated revenue, we recognize the grant date fair value of these Restricted Units (less estimated forfeitures) as compensation expense ratably over the vesting period, based on the number of awards expected to be earned. The remaining one-third of the award related to RTSR is valued using a Monte Carlo model. We recognize the grant date fair value of this portion of the award (less estimated forfeitures) as compensation expense ratably over the vesting period.
There were no awards granted under the LTIP in the first quarter of 2020.
Based on the date that the eligible management populationemployees and performance targets were approved for the 2019 LTIP award, we determined the award measurement date to be March 22, 2019; therefore, the target Restricted Units awarded for the ROIC and growth in currency-constant consolidated revenue portions of the award were valued for stock compensation expense using the closing New York Stock ExchangeNYSE price of $107.35 on that date.

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NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

During the third quarter of 2019, we awarded a one-time grant of Restricted Units that will vest over the same period as the 2019 LTIP award. Based on the date that the Compensation Committee approved this award, we determined the award measurement date to be July 1, 2019; therefore, the target Restricted Units awarded for the portionROIC and growth in currency-constant consolidated revenue portions of the award related to consolidated operating return on invested capital and growth in consolidated revenue were valued for stock compensation expense using the closing New York Stock ExchangeNYSE price of $102.97 on that date.
The weighted-average assumptions used and the calculated weighted-average fair values of the RTSR portion of the LTIP awards granted in 2019 and 2018 are as follows:
 2019 2018
Risk-free interest rate2.23% 2.61%
Expected volatility19.64% 16.51%
Weighted-average fair value of units granted$123.44
 $137.57
Share payout115.04% 123.47%

2019
Risk-free interest rate2.23 %
Expected volatility19.64 %
Weighted-average fair value of units granted$123.44 
Share payout115.04 %
There is no expected dividend yield as units earn dividend equivalents.
Non-Qualified Stock Options
We grant non-qualified stock option awards to a limited group of eligible senior management employees under the UPS Stock Option program. Stock option awards generally vest over a five-yearfive-year period with approximately 20% of the award vesting at each anniversary of the grant date (except in the case of death, disability or disability,retirement, in which case immediate vesting occurs). The options granted expire 10 years after the date of the grant. In the first quarter of 2020, we granted 0.3 million stock options at a grant price of $105.54, which is based on the closing NYSE price on February 12, 2020. In the first quarter of 2019, we granted 0.3 million stock options at a grant price of $111.80, which is based on the closing New York Stock ExchangeNYSE price on February 14, 2019. In the first quarter of 2018, we granted 0.3 million and 0.01 million stock options at a grant price of $106.43 and $104.45, respectively, which is based on the closing New York Stock Exchange price on March 1, 2018 and March 22, 2018, respectively.
The fair value of each option grant is estimated using the Black-Scholes option pricing model. The weighted-average assumptions used and the calculated weighted-average fair values of options granted in 20192020 and 20182019 are as follows:
 2019 2018
Expected dividend yield2.93% 2.93%
Risk-free interest rate2.60% 2.84%
Expected life (in years)7.5
 7.5
Expected volatility17.79% 16.72%
Weighted-average fair value of options granted$16.39
 $15.23


20202019
Expected dividend yield3.47 %2.94 %
Risk-free interest rate1.50 %2.60 %
Expected life (in years)7.57.5
Expected volatility18.64 %17.79 %
Weighted-average fair value of options granted$11.93  $16.34  
Compensation expense for share-based awards recognized in "Compensation and benefits" on the statements of consolidated income for the three months ended September 30,March 31, 2020 and 2019 was $231 and 2018 was $203 and $129 million pre-tax, respectively. Compensation expense for share-based awards recognized in "Compensation and benefits" on the statements of consolidated income for the nine months ended September 30, 2019 and 2018 was $716 and $507$308 million pre-tax, respectively.

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NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 5. 5. CASH AND INVESTMENTS
The following is a summary of marketable securities classified as trading and available-for-sale as of September 30, 2019March 31, 2020 and December 31, 20182019 (in millions):
 Cost 
Unrealized
Gains
 
Unrealized
Losses
 
Estimated
Fair Value
September 30, 2019:       
Current trading marketable securities:       
Corporate debt securities$109
 $
 $
 $109
Equity securities2
 
 
 2
Total trading marketable securities111
 
 
 111
        
Current available-for-sale securities:       
U.S. government and agency debt securities161
 2
 
 163
Mortgage and asset-backed debt securities54
 1
 
 55
Corporate debt securities150
 3
 
 153
Non-U.S. government debt securities16
 
 
 16
Total available-for-sale marketable securities381
 6
 
 387
        
Total current marketable securities$492
 $6
 $
 $498
        
 Cost 
Unrealized
Gains
 
Unrealized
Losses
 
Estimated
Fair Value
December 31, 2018:       
Current trading marketable securities:       
Corporate debt securities$137
 $
 $
 $137
Equity securities2
 
 
 2
Total trading marketable securities139
 
 
 139
        
Current available-for-sale securities:       
U.S. government and agency debt securities297
 1
 (1) 297
Mortgage and asset-backed debt securities82
 
 (1) 81
Corporate debt securities275
 
 (2) 273
Non-U.S. government debt securities20
 
 
 20
Total available-for-sale marketable securities674
 1
 (4) 671
        
Total current marketable securities$813
 $1
 $(4) $810


CostUnrealized
Gains
Unrealized
Losses
Estimated
Fair Value
March 31, 2020:
Current trading marketable securities:
Corporate debt securities$110  $—  $—  $110  
Equity securities —  —   
Total trading marketable securities112  —  —  112  
Current available-for-sale securities:
U.S. government and agency debt securities194   —  201  
Mortgage and asset-backed debt securities42   (1) 43  
Corporate debt securities138   (1) 138  
Non-U.S. government debt securities11  —  —  11  
Total available-for-sale marketable securities385  10  (2) 393  
Total current marketable securities$497  $10  $(2) $505  
 CostUnrealized
Gains
Unrealized
Losses
Estimated
Fair Value
December 31, 2019:
Current trading marketable securities:
Corporate debt securities$112  $—  $—  $112  
Equity securities —  —   
Total trading marketable securities114  —  —  114  
Current available-for-sale securities:
U.S. government and agency debt securities191   —  193  
Mortgage and asset-backed debt securities46   —  47  
Corporate debt securities130   —  133  
Non-U.S. government debt securities16  —  —  16  
Total available-for-sale marketable securities383   —  389  
Total current marketable securities$497  $ $—  $503  
Investment Other-Than-Temporary Impairments
We have concluded that 0 material other-than-temporary impairment losses existed as of September 30, 2019.March 31, 2020. In making this determination, we considered the financial condition and prospects of each issuer, the magnitude of the losses compared with the investments’ cost, the probability that we will be unable to collect all amounts due according to the contractual terms of the security, the credit rating of the security and our ability and intent to hold these investments until the anticipated recovery in market value occurs.

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Maturity Information
The amortized cost and estimated fair value of marketable securities at September 30, 2019,March 31, 2020, by contractual maturity, are shown below (in millions). Actual maturities may differ from contractual maturities because the issuers of the securities may have the right to prepay obligations with or without prepayment penalties.
 Cost 
Estimated
Fair Value
Due in one year or less$121
 $121
Due after one year through three years318
 321
Due after three years through five years7
 8
Due after five years44
 46
 490
 496
Equity securities2
 2
 $492
 $498

CostEstimated
Fair Value
Due in one year or less$125  $124  
Due after one year through three years323  330  
Due after three years through five years  
Due after five years41  43  
495  503  
Equity securities  
$497  $505  
Non-Current Investments and Restricted Cash
Non-current investments and restricted cash are primarily associated with our self-insurance programs. We entered into an escrow agreement with an insurance carrier to guarantee our self-insurance obligations. This agreement requires us to provide collateral to the insurance carrier, which is invested in various marketable securities and cash equivalents. Collateral provided is reflected in "Cash, Cash Equivalents and Restricted Cash" in the statements of consolidated cash flows. At September 30, 2019 and December 31, 2018, we had $145 and $142 million, respectively, in self-insurance investments and restricted cash.
We held a $20$19 and $19$21 million investment in a variable life insurance policy to fund benefits for the UPS Excess Coordinating Benefit Plan at September 30, 2019March 31, 2020 and December 31, 2018,2019, respectively. The quarterly change in investment fair value is recognized in "Investment income and other" in the statements of consolidated income. Additionally, we held escrowed cash related to the acquisition and disposition of certain assets of $3$2 and $9$3 million as of September 30, 2019March 31, 2020 and December 31, 2018,2019, respectively.
The amounts described above are classified We previously held various marketable securities and cash equivalents as “Investmentscollateral under an escrow agreement to guarantee our self-insurance obligations. In 2019 we liquidated this investment balance and Restricted Cash”pledged the required collateral with a surety bond. At March 31, 2020 and December 31, 2019, we had $1 and $0 million, respectively, in the consolidated balance sheets.restricted cash.
A reconciliation of cash and cash equivalents and restricted cash from the consolidated balance sheets to the statements of consolidated cash flows is shown below (in millions):
  September 30, 2019 December 31, 2018 September 30, 2018
Cash and cash equivalents $4,040
 $4,225
 $4,097
Restricted cash 145
 142
 278
Total cash, cash equivalents and restricted cash $4,185
 $4,367
 $4,375

March 31, 2020December 31, 2019March 31, 2019
Cash and cash equivalents$8,955  $5,238  $4,399  
Restricted cash —  143  
Total cash, cash equivalents and restricted cash$8,956  $5,238  $4,542  
Fair Value Measurements
Marketable securities valued utilizing Level 1 inputs include active exchange-traded equity securities and equity index funds, and most U.S. government debt securities, as these securities all have quoted prices in active markets. Marketable securities valued utilizing Level 2 inputs include asset-backed securities, corporate bonds and municipal bonds. These securities are valued using market corroborated pricing, matrix pricing or other models that utilize observable inputs such as yield curves.
We maintain holdings in certain investment partnerships that are measured at fair value utilizing Level 3 inputs (classified as “Other non-current investments” in the tables below, and as “Other Non-Current Assets” in the consolidated balance sheets). These partnership holdings do not have quoted prices, nor can they be valued using inputs based on observable market data. These investments are valued internally using a discounted cash flow model with two significant inputs: (1) the after-tax cash flow projections for each partnership, and (2) a risk-adjusted discount rate consistent with the duration of the expected cash flows for each partnership. The weighted-average discount rates used to value these investments were 7.33% and 8.16% as of September 30, 2019 and December 31, 2018, respectively. These inputs, and the resulting fair values, are updated on a quarterly basis. The level 3 instruments measured on a recurring basis totaled $2 million as of September 30, 2019 and December 31, 2018, respectively.

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The following table presents information about our investments measured at fair value on a recurring basis as of September 30, 2019March 31, 2020 and December 31, 2018,2019, and indicates the fair value hierarchy of the valuation techniques utilized to determine such fair value (in millions):
Quoted Prices
in Active
Markets for
Identical Assets
(Level 1)
Significant Other
Observable Inputs
(Level 2)
Significant
Unobservable
Inputs
(Level 3)
Balance 
March 31, 2020:
Marketable Securities:
U.S. government and agency debt securities$201  $—  $—  $201  
Mortgage and asset-backed debt securities—  43  —  43  
Corporate debt securities—  248  —  248  
Equity securities—   —   
Non-U.S. government debt securities—  11  —  11  
Total marketable securities201  304  —  505  
Other non-current investments19  —  —  19  
Total$220  $304  $—  $524  
 
Quoted Prices
in Active
Markets for
Identical Assets
(Level 1)
 
Significant Other
Observable Inputs
(Level 2)
 
Significant
Unobservable
Inputs
(Level 3)
 Balance 
September 30, 2019:       
Marketable Securities:       
U.S. government and agency debt securities$163
 $
 $
 $163
Mortgage and asset-backed debt securities
 55
 
 55
Corporate debt securities
 262
 
 262
Equity securities
 2
 
 2
Non-U.S. government debt securities
 16
 
 16
Total marketable securities163
 335
 
 498
Other non-current investments20
 
 2
 22
Total$183
 $335
 $2
 $520
December 31, 2018:       
Marketable Securities:       
U.S. government and agency debt securities$297
 $
 $
 $297
Mortgage and asset-backed debt securities
 81
 
 81
Corporate debt securities
 410
 
 410
Equity securities
 2
 
 2
Non-U.S. government debt securities
 20
 
 20
Total marketable securities297
 513
 
 810
Other non-current investments19
 
 2
 21
Total$316
 $513
 $2
 $831

December 31, 2019:
Marketable Securities:
U.S. government and agency debt securities$193  $—  $—  $193  
Mortgage and asset-backed debt securities—  47  —  47  
Corporate debt securities—  245  —  245  
Equity securities—   —   
Non-U.S. government debt securities—  16  —  16  
Total marketable securities193  310  —  503  
Other non-current investments21  —   22  
Total$214  $310  $ $525  
There were 0 transfers of investments between Level 1 and Level 2 during the ninethree months ended September 30, 2019March 31, 2020 or 2018.2019.
        


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NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 6. 6. PROPERTY, PLANT AND EQUIPMENT
Property, plant and equipment as of September 30, 2019March 31, 2020 and December 31, 2018 consists2019 consisted of the following (in millions):
 2019 2018
Vehicles$10,046
 $9,820
Aircraft18,481
 17,499
Land2,068
 2,000
Buildings4,920
 4,808
Building and leasehold improvements4,595
 4,323
Plant equipment12,369
 11,833
Technology equipment2,184
 2,093
Construction-in-progress3,195
 2,112
 57,858
 54,488
Less: Accumulated depreciation and amortization(28,787) (27,912)
 $29,071
 $26,576

20202019
Vehicles$10,309  $10,613  
Aircraft19,151  19,045  
Land2,088  2,087  
Buildings5,430  5,046  
Building and leasehold improvements4,804  4,898  
Plant equipment13,429  13,849  
Technology equipment2,601  2,206  
Construction-in-progress2,650  1,983  
60,462  59,727  
Less: Accumulated depreciation and amortization(29,554) (29,245) 
$30,908  $30,482  
As part of our ongoing investment in transformation, in 2018 we made prospective revisions to our estimates of useful lives for building improvements, vehicles and plant equipment which in general had the effect of lengthening the useful lives of these categories.
In the third quarter of 2019, depreciation expense increased $94 million, and net income decreased by $75 million, or $0.09 per share on a basic and diluted basis, as a result of investments in property,Property, plant and equipment net of disposals and assets becoming fully depreciated. Depreciation expense decreased $31purchased on account was $743 million and net income increased $26$372 million or $0.03 per share on a basicas of March 31, 2020 and diluted basis, as a result of lengthening our estimated useful lives for various asset categories in the latter half of 2018. The combined effect of the foregoing was a net increase in depreciation expense of $63 million and a decrease in net income of $49 million, or $0.06 per share on a basic and diluted basis, for the quarter.
For the year-to-date period ofDecember 31, 2019, depreciation expense increased $280 million, and net income decreased by $218 million, or $0.25 per share on a basic and diluted basis, as a result of investments in property, plant and equipment, net of disposals and assets becoming fully depreciated. Depreciation expense decreased $212 million, and net income increased $165 million, or $0.19 per share on a basic and diluted basis, as a result of lengthening our estimated useful lives for various asset categories in the latter half of 2018. The combined effect of the foregoing was a net increase in depreciation expense of $68 million and a decrease in net income of $53 million, or $0.06 per share on a basic and diluted basis, for the nine month period.respectively.
We continually monitor our aircraft fleet utilization in light of current and projected volume levels, aircraft fuel prices and other factors. Additionally, we monitor all other property, plant and equipment categories for any indicators that the carrying value of the assets may not be recoverable. NaN impairment charges on property, plant and equipment were recorded during the three and nine months ended September 30, 2019March 31, 2020 or 2018.2019.





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NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 7. 7. EMPLOYEE BENEFIT PLANS
Company-Sponsored Benefit Plans
Information about net periodic benefit cost for our company-sponsored pension and postretirement benefit plans is as follows for the three and nine months ended September 30,March 31, 2020 and 2019 and 2018 (in millions):
 U.S. Pension Benefits 
U.S. Postretirement
Medical Benefits
 
International
Pension Benefits
2019 2018 2019 2018 2019 2018
Three Months Ended September 30:           
Service cost$360
 $415
 $6
 $7
 $15
 $15
Interest cost516
 450
 27
 26
 12
 11
Expected return on assets(782) (800) (2) (2) (19) (19)
Amortization of prior service cost55
 48
 2
 2
 
 
Net periodic benefit cost$149
 $113
 $33
 $33
 $8
 $7
            
 U.S. Pension Benefits 
U.S. Postretirement
Medical Benefits
 
International
Pension Benefits
2019 2018 2019 2018 2019 2018
Nine Months Ended September 30:           
Service cost$1,079
 $1,246
 $18
 $21
 $43
 $47
Interest cost1,550
 1,349
 81
 78
 35
 34
Expected return on assets(2,347) (2,401) (6) (6) (57) (58)
Amortization of prior service cost164
 145
 5
 6
 1
 
Net periodic benefit cost$446
 $339
 $98
 $99
 $22
 $23

 U.S. Pension BenefitsU.S. Postretirement
Medical Benefits
International
Pension Benefits
202020192020201920202019
Three Months Ended March 31:
Service cost$464  $359  $ $ $16  $14  
Interest cost494  517  23  27  10  12  
Expected return on assets(888) (782) (2) (2) (21) (19) 
Amortization of prior service cost55  54    —  —  
Net periodic benefit cost$125  $148  $30  $33  $ $ 
During the first ninethree months of 2019,2020, we contributed $2.065 billion$19 and $256$203 million to our company-sponsored pension and U.S. postretirement medical benefit plans, respectively. We currently expect to contribute approximately $22 million$1.1 billion over the remainder of the year to our pension benefit plans. Subject to market conditions, we continually evaluate opportunities for additional discretionary pension contributions.
The components of net periodic benefit cost other than current service cost are presented within “Investment income and other” in the statements of consolidated income.
Multiemployer Benefit Plans
We contribute to a number of multiemployer defined benefit and health and welfare plans under the terms of collective bargaining agreements that cover our union-represented employees. Our current collective bargaining agreements set forth the annual contribution increases allotted to the plans that we participate in, and we are in compliance with these contribution rates. These limitations on annual contribution rates will remain in effect throughout the terms of the existing collective bargaining agreements.
As of September 30, 2019March 31, 2020 and December 31, 20182019 we had $847$843 and $852$845 million, respectively, recorded in "Other Non-Current Liabilities" as well as $7 million as of September 30, 2019both March 31, 2020 and December 31, 2018,2019, recorded in "Other current liabilities" on our consolidated balance sheets associated with our previous withdrawal from a multiemployer pension plan. This liability is payable in equal monthly installments over a remaining term of approximately 43 years. Based on the borrowing rates currently available to us for long-term financing of a similar maturity, the fair value of this withdrawal liability as of September 30, 2019March 31, 2020 and December 31, 20182019 was $941$907 and $832$929 million, respectively. We utilized Level 2 inputs in the fair value hierarchy of valuation techniques to determine the fair value of this liability.
UPS was a contributing employer to the Central States Pension Fund (“CSPF”) until 2007 when we withdrew from the CSPF and fully funded our allocable share of unfunded vested benefits by paying a $6.1 billion withdrawal liability. Under a collective bargaining agreement with the International Brotherhood of Teamsters (“IBT”), UPS agreed to provide coordinating benefits in the UPS/IBT Full Time Employee Pension Plan (“UPS/IBT Plan”) for UPS participants whose last employer was UPS and who had not retired as of January 1, 2008 (“the UPS Transfer Group”) in the event that benefits are lawfully reduced by the CSPF in the future consistent with the terms of our withdrawal agreement with the CSPF. Under our withdrawal agreement with the CSPF, benefits to the UPS Transfer Group cannot be reduced without our consent and can only be reduced in accordance with applicable law.

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NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

In December 2014, Congress passed the Multiemployer Pension Reform Act (“MPRA”). This change in law for the first time permitted multiemployer pension plans to reduce benefit payments to retirees, subject to specific guidelines in the statute and government approval. In September 2015, the CSPF submitted a proposed pension benefit reduction plan to the U.S. Department of the Treasury (“Treasury”). In May 2016, Treasury rejected the proposed plan submitted by the CSPF. In the first quarter of 2018, Congress established a Joint Select Committee to develop a recommendation to improve the solvency of multiemployer plans and the Pension Benefit Guaranty Corporation (“PBGC”) before a November 30, 2018 deadline. While the Committee’s efforts failed to meet its deadline, the Committee made significant progress towards finding solutions that will address the long termlong-term solvency of multiemployer pension plans. In the third quarter of 2019, the U.S. House of Representatives passed the Rehabilitation for Multiemployer Pensions Act of 2019 to provide assistance to critical and declining multiemployer pension plans. This bill is now with the U.S. Senate for consideration. UPS will continue to work with all stakeholders, including legislators and regulators, to implement an acceptable solution.
The CSPF has said that it believes a legislative solution to its funded status is necessary or that it will become insolvent in 2025, and we expect that the CSPF will continue to explore options to avoid insolvency. Numerous factors could affect the CSPF’s funded status and UPS’s potential obligation to pay coordinating benefits under the UPS/IBT Plan. Any obligation to pay coordinating benefits will be subject to a number of significant uncertainties, including whether the CSPF submits a revised MPRA filing and the terms thereof, or whether it otherwise seeks federal government assistance, as well as the terms of any applicable legislation, the extent to which benefits are paid by the PBGC and our ability to successfully defend legal positions we may take in the future under the MPRA, including the suspension ordering provisions, our withdrawal agreement and other applicable law.
We account for the potential obligation to pay coordinating benefits to the UPS Transfer Group under Accounting Standards Codification Topic 715- Compensation- Retirement Benefits (“ASC 715”), which requires us to provide a best estimate of various actuarial assumptions, including the eventual outcome of this matter, in measuring our pension benefit obligation at the December 31st measurement date. While we currently believe the most likely outcome to this matter and the broader systemic problems facing multiemployer pension plans is intervention by the federal government, ASC 715 does not permit anticipation of changes in law in making a best estimate of pension liabilities.
As such, our best estimate of the next most likely outcome at the December 31, 20182019 measurement date was that the CSPF would submit and implement another benefit reduction plan under the MPRA during 2019.2020. We believe any MPRA filing would be designed to forestall insolvency by reducing benefits to participants other than the UPS Transfer Group to the maximum extent permitted, and then reducing benefits to the UPS Transfer Group by a lesser amount.
We evaluated this outcome using a deterministic cash flow projection, reflecting updated estimated CSPF cash flows and investment earnings, the lack of legislative action and the absence of a MPRA filing by the CSPF.CSPF in 2019. As a result, at the December 31, 20182019 measurement date, the best estimate of our projected benefit obligation increased by $1.6 billion for coordinating benefits that may be required to be directly provided by the UPS/IBT Plan to the UPS Transfer Group.Group was $2.6 billion.
The future value of this estimate will be influenced by the terms and timing of any MPRA filing, changes in our discount rate, rate of return on assets and other actuarial assumptions, presumed solvency of the PBGC, as well as potential solutions resulting from federal government intervention. Any such event may result in a decrease or an increase in the best estimate of our projected benefit obligation. If the uncertainties are not resolved, it is reasonably possible that our projected benefit obligation could increase by approximately $2.4$2.2 billion, resulting in a total obligation for coordinating benefits of approximately $4.0 billion as previously disclosed.$4.8 billion. If a future change in law occurs, it may be a significant event requiring an interim remeasurement of the UPS/IBT Plan at the date the law is enacted. We will continue to assess the impact of these uncertainties on our projected benefit obligation in accordance with ASC 715.

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NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Collective Bargaining Agreements
We have approximately 283,000290,000 employees employed under a national master agreement and various supplemental agreements with local unions affiliated with the Teamsters. The current National Master Agreement ("NMA") was ratified on April 28, 2019, and runs through July 31, 2023. Most of the economic provisions of the NMA are retroactive to August 1, 2018, which is the effective date of the NMA. The UPS Freight business unit national master agreement was ratified on November 11, 2018.
We have approximately 2,8002,900 pilots who are employed under a collective bargaining agreement with the Independent Pilots Association ("IPA"), which becomes. On March 31, 2020, a two-year contract extension was ratified by the IPA, resulting in the collective bargaining agreement becoming amendable on September 1, 2021.2023.
We have approximately 1,4001,500 airline mechanics who are covered by a collective bargaining agreement with Teamsters Local 2727 which becomes amendable November 1, 2023. In addition, approximately 3,1003,300 of our auto and maintenance mechanics who are not employed under agreements with the Teamsters are employed under collective bargaining agreements with the International Association of Machinists and Aerospace Workers (“IAM”). On May 2, 2019, the IAM ratified a newThe collective bargaining agreement whichwith the IAM runs through July 31, 2024.

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UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 8. 8. GOODWILL AND INTANGIBLE ASSETS
The following table indicates the allocation of goodwill by reportable segment as of September 30, 2019March 31, 2020 and December 31, 20182019 (in millions):
 
U.S. Domestic
Package
 
International
Package
 
Supply Chain &
Freight
 Consolidated
December 31, 2018:$715
 $417
 $2,679
 $3,811
Acquired
 2
 3
 5
Currency / Other
 (7) (26) (33)
September 30, 2019:$715
 $412
 $2,656
 $3,783


U.S. Domestic
Package
International
Package
Supply Chain &
Freight
Consolidated
December 31, 2019:$715  $416  $2,682  $3,813  
Acquired—  —  —  —  
Currency / Other—  (7) (30) (37) 
March 31, 2020:$715  $409  $2,652  $3,776  
The change in goodwill for both the International Package and Supply Chain & Freight segments was primarily due to the impact of changes in the value of the U.S. Dollar on the translation of non-U.S. Dollar goodwill balances.

Goodwill Impairment
We completed our annual goodwill impairment assessment for all reporting units and indefinite-lived intangible assets as of July 1, 2019, and determined that goodwill is not impaired. There were no triggering events identified during the third quarter of 2019. We will continue to monitor each reporting unit for triggering events that might require an update to our annual impairment evaluation between the annual assessment date and December 31, 2019.
The following is a summary of intangible assets as of September 30, 2019March 31, 2020 and December 31, 20182019 (in millions):
 
Gross Carrying
Amount
 
Accumulated
Amortization
 
Net Carrying
Value
September 30, 2019:     
Capitalized software$4,004
 $(2,641) $1,363
Licenses117
 (57) 60
Franchise rights146
 (109) 37
Customer relationships720
 (261) 459
Trade name200
 
 200
Trademarks, patents and other42
 (30) 12
Total Intangible Assets, Net$5,229

$(3,098) $2,131
December 31, 2018:     
Capitalized software$3,693
 $(2,478) $1,215
Licenses117
 (36) 81
Franchise rights145
 (105) 40
Customer relationships736
 (217) 519
Trade name200
 
 200
Trademarks, patents and other52
 (31) 20
Total Intangible Assets, Net$4,943
 $(2,867) $2,075

Gross Carrying
Amount
Accumulated
Amortization
Net Carrying
Value
March 31, 2020:
Capitalized software$4,198  $(2,734) $1,464  
Licenses115  (71) 44  
Franchise rights146  (110) 36  
Customer relationships710  (287) 423  
Trade name200  —  200  
Trademarks, patents and other24  (15)  
Total Intangible Assets, Net$5,393  $(3,217) $2,176  
December 31, 2019:
Capitalized software$4,125  $(2,704) $1,421  
Licenses117  (64) 53  
Franchise rights146  (109) 37  
Customer relationships730  (282) 448  
Trade name200  —  200  
Trademarks, patents and other29  (21)  
Total Intangible Assets, Net$5,347  $(3,180) $2,167  
        
As of September 30, 2019,March 31, 2020, we had a trade name with a carrying value of $200 million and licenses with a carrying value of $4 million, which are deemed to be indefinite-lived intangible assets and are included in the table above. Impairment tests for the finite-lived intangible assets are only performed when a triggering event occurs that may indicate that the carrying value of the intangible asset may not be recoverable. There was 0 impairment of finite-lived assets in 2019 and a $12 million impairment in 2018.2020 or 2019.



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NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 9. 9. DEBT AND FINANCING ARRANGEMENTS
The carrying value of our outstanding debt as of September 30, 2019March 31, 2020 and December 31, 20182019 consists of the following (in millions):
 
Principal
Amount
   Carrying Value
  Maturity 2019 2018
Commercial paper$2,054
 2019-2020 $2,054
 $2,662
        
Fixed-rate senior notes:       
5.125% senior notes1,000
 2019 
 998
3.125% senior notes1,500
 2021 1,528
 1,492
2.050% senior notes700
 2021 698
 698
2.450% senior notes1,000
 2022 1,007
 1,023
2.350% senior notes600
 2022 598
 597
2.500% senior notes1,000
 2023 995
 994
2.800% senior notes500
 2024 497
 496
2.200% senior notes400
 2024 398
 
2.400% senior notes500
 2026 498
 498
3.050% senior notes1,000
 2027 992
 991
3.400% senior notes750
 2029 745
 
2.500% senior notes400
 2029 396
 
6.200% senior notes1,500
 2038 1,483
 1,482
4.875% senior notes500
 2040 490
 490
3.625% senior notes375
 2042 368
 368
3.400% senior notes500
 2046 491
 491
3.750% senior notes1,150
 2047 1,136
 1,136
4.250% senior notes750
 2049 742
 
3.400% senior notes700
 2049 687
 
Floating-rate senior notes:

 
 

 

Floating-rate senior notes350
 2021 349
 349
Floating-rate senior notes400
 2022 399
 399
Floating-rate senior notes500
 2023 499
 499
Floating-rate senior notes1,041
 2049-2067 1,028
 1,029
8.375% Debentures:       
8.375% debentures424
 2020 429
 419
8.375% debentures276
 2030 281
 274
Pound Sterling notes:       
5.500% notes82
 2031 81
 84
5.125% notes559
 2050 530
 546
Euro senior notes:       
0.375% notes763
 2023 759
 797
1.625% notes763
 2025 759
 798
1.000% notes545
 2028 542
 570
1.500% notes545
 2032 541
 569
Floating-rate senior notes545
 2020 544
 572
Canadian senior notes:       
2.125% notes566
 2024 564
 548
Finance lease obligations466
 2019-3005 466
 534
Facility notes and bonds320
 2029-2045 319
 320
Other debt8
 2019-2022 8
 13
Total debt$25,032
   23,901
 22,736
Less: Current maturities    (2,161) (2,805)
Long-term debt    $21,740
 $19,931
Principal
Amount
Carrying Value
Maturity20202019
Commercial paper$3,256  2020$3,245  $3,234  
Fixed-rate senior notes:
3.125% senior notes1,500  20211,530  1,524  
2.050% senior notes700  2021699  699  
2.450% senior notes1,000  20221,033  1,003  
2.350% senior notes600  2022598  598  
2.500% senior notes1,000  2023996  995  
2.800% senior notes500  2024497  497  
2.200% senior notes400  2024398  398  
3.900% senior notes1,000  2025994  —  
2.400% senior notes500  2026498  498  
3.050% senior notes1,000  2027992  992  
3.400% senior notes750  2029745  745  
2.500% senior notes400  2029397  397  
4.450% senior notes750  2030743  —  
6.200% senior notes1,500  20381,483  1,483  
5.200% senior notes500  2040493  —  
4.875% senior notes500  2040490  490  
3.625% senior notes375  2042368  368  
3.400% senior notes500  2046491  491  
3.750% senior notes1,150  20471,137  1,136  
4.250% senior notes750  2049742  742  
3.400% senior notes700  2049688  688  
5.300% senior notes1,250  20501,230  —  
Floating-rate senior notes:
Floating-rate senior notes350  2021349  349  
Floating-rate senior notes400  2022399  399  
Floating-rate senior notes500  2023499  499  
Floating-rate senior notes1,041  2049-20671,028  1,028  
8.375% Debentures:
8.375% debentures424  2020424  426  
8.375% debentures276  2030281  281  
Pound Sterling notes:
5.500% notes82  203181  86  
5.125% notes562  2050533  566  
Euro senior notes:
0.375% notes767  2023764  779  
1.625% notes767  2025764  779  
1.000% notes548  2028545  556  
1.500% notes548  2032545  556  
Floating-rate senior notes548  2020548  559  
Canadian senior notes:
2.125% notes529  2024527  571  
Finance lease obligations500  2020-2210500  498  
Facility notes and bonds320  2029-2045320  320  
Other debt 2020-2025  
Total debt$28,750  28,601  25,238  
Less: Current maturities(4,405) (3,420) 
Long-term debt$24,196  $21,818  

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NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Commercial Paper
We are authorized to borrow up to $10.0 billion under a U.S. commercial paper program and €5.0 billion (in a variety of currencies) under a European commercial paper program. We had the following amounts outstanding under these programs as of September 30, 2019: $1.020March 31, 2020: $2.3 billion with an average interest rate of 2.24%1.55% and €949€818 million ($1.034 billion)896 million) with an average interest rate of -0.37%-0.42%. As of September 30, 2019,March 31, 2020, we have classified the entire commercial paper balance as a current liability on our consolidated balance sheets.
Debt Classification
We have classified both our 8.375% debentures3.125% senior notes due April 2020January 2021 with a principal balance of $424 million, and our €500 million ($545 million) floating-rate senior notes due July 2020,$1.5 billion as long-term debt based on our intent and ability to refinance the debt as of September 30, 2019.March 31, 2020. We have classified certain floating-rate senior notes that are putable by the note holders as long-term debt due to our intent and ability to refinance the debt if the put option is exercised by the note holders.

Debt Issuance
On March 13, 201924, 2020 we issued twofour series of notes, both in the following principal amounts ofamounts: $1.0 billion, $750 million. These fixed-rate notes bear interest at the rates of 3.40% and 4.25% and will mature on March 15, 2029 and March 15, 2049, respectively. Interest on the fixed-rate senior notes is payable semi-annually, beginning September 2019. The 3.40% fixed-rate senior notes are callable at our option at a redemption price equal to the greater of 100% of the principal amount, or the sum of the present values of remaining scheduled payments of principal and interest due from the redemption date until three months prior to maturity, discounted to the redemption date on a semi-annual basis at the discount rate of the Treasury Rate plus 15 basis points, plus accrued and unpaid interest. The 4.25% fixed-rate senior notes are callable at our option at a redemption price equal to the greater of 100% of the principal amount, or the sum of the present values of remaining scheduled payments of principal and interest due from the redemption date until six months prior to maturity discounted to the redemption date on a semi-annual basis at the discount rate of the Treasury Rate plus 20 basis points, plus accrued and unpaid interest.
On August 13, 2019 we issued three series of notes, two with principal amounts of $400 million, and one in the principal amount of $700 million.$500 million and$1.25 billion. These notes bear interest at the rates of 2.20%3.90%, 2.50%4.45%, 5.20% and 3.40%5.30%, respectively, and will mature on SeptemberApril 1, 2024, September2025, April 1, 20292030, April 1, 2040 and SeptemberApril 1, 2049,2050, respectively. Interest on the notes is payable semi-annually, beginning MarchOctober 2020. The 2.20% seniorEach series of notes areis callable at our option at a redemption price equal to the greater of 100% of the principal amount, or the sum of the present values of scheduled payments of principal and interest, due fromplus accrued and unpaid interest.
In such event, the redemption date until one month prior to maturity,present values of scheduled principal and interest payments are discounted to the redemption date on a semi-annual basis at the discount rate of the Treasury Rate plus 1050 basis points, plus accrued and unpaid interest. The 2.50% seniorare determined as follows:
On the 3.90% notes, are callable at our option at apayments from the redemption price equaldate until one month prior to maturity
On the greater of 100% of the principal amount, or the sum of the present values of scheduled4.45% notes, payments of principal and interest due from the redemption date until three months prior to maturity discounted to
On the redemption date on a semi-annual basis at the discount rate of the Treasury Rate plus 15 basis points, plus accrued5.20% and unpaid interest. The 3.40% senior5.30% notes, are callable at our option at a redemption price equal to the greater of 100% of the principal amount, or the sum of the present values of scheduled payments of principal and interest due from the redemption date until six months prior to maturity discounted to the redemption date on a semi-annual basis at the discount rate of the Treasury Rate plus 20 basis points, plus accrued and unpaid interest.
Sources of Credit
We maintain 2 credit agreements with a consortium of banks. One of these agreements provides a revolving credit facilityfacilities of $1.5$2.0 billion, and expires on December 10, 2019.8, 2020. Generally, amounts outstanding under this facility bear interest at a periodic fixed rate equal to LIBOR for the applicable interest period and currency denomination, plus an applicable margin. Alternatively, a fluctuating rate of interest equal to the highest of (1) JPMorgan Chase Bank’s publicly announcedthe rate of interest last quoted by The Wall Street Journal as the prime rate;rate in the United States; (2) the Federal Funds effective rate plus 0.50%; and (3) LIBOR for a one month interest period plus 1.00%, plus an applicable margin, may be used at our discretion. TheIn each case, the applicable margin for advances bearing interest based on LIBOR is a percentage determined by quotations from Markit Group Ltd. for our one-year credit default swap spread, subject to a minimum rate of 0.10%0.25% and a maximum rate of 0.75%1.00%. The applicable margin for advances bearing interest based on the prime rate is 1.00% below the applicable margin for LIBOR advances (but not lower than 0.00%0%). We are also able to request advances under this facility based on competitive bids for the applicable interest rate.There were no0 amounts outstanding under this facility as of September 30, 2019.March 31, 2020.

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The second agreement provides a revolving credit facilityfacilities of $3.0$2.5 billion, and expires on December 11, 2023.2023. Generally, amounts outstanding under this facility bear interest at a periodic fixed rate equal to LIBOR for the applicable interest period and currency denomination, plus an applicable margin. Alternatively, a fluctuating rate of interest equal to the highest of (1) JPMorgan Chase Bank’s publicly announcedthe rate of interest last quoted by The Wall Street Journal as the prime rate;rate in the United States; (2) the Federal Funds effective rate plus 0.50%; and (3) LIBOR for a one month interest period plus 1.00%, plus an applicable margin, may be used at our discretion. In each case, the applicable margin for advances bearing interest based on LIBOR is a percentage determined by quotations from Markit Group Ltd. for our one-year credit default swap spread, interpolated for a period from the date of determination of such credit default swap spread in connection with a new interest period until the latest maturity date of this facility then in effect (but not less than a period of one year). The minimum applicable margin rate is 0.10% and the maximum applicable margin rate is 0.75% per annum. The applicable margin for advances bearing interest based on the prime rate is 1.00% below the applicable margin for LIBOR advances (but not less than 0.00%0%). We are also able to request advances under this facility based on competitive bids for the applicable interest rate. . There were no0 amounts outstanding under this facility as of September 30, 2019.March 31, 2020.
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Debt Covenants
Our existing debt instruments and credit facilities subject us to certain financial covenants. As of September 30, 2019March 31, 2020, and for all periods presented, we were in compliance with all applicablehave satisfied these financial covenants. These covenants limit the amount of secured indebtedness that we may incur, and limit the amount of attributable debt in sale-leaseback transactions, to 10% of net tangible assets. As of September 30, 2019,March 31, 2020, 10% of net tangible assets was equivalent to $3.453$3.9 billion; however, we havehad 0 covered sale-leaseback transactions or secured indebtedness outstanding. We do not expect these covenants to have a material impact on our financial condition or liquidity.
Fair Value of Debt
Based on the borrowing rates currently available to us for debt with similar terms and maturities, the fair value of long-term debt, including current maturities, was approximately $25.668$30.9 and $23.293$26.9 billion as of September 30, 2019March 31, 2020 and December 31, 2018,2019, respectively. We utilized Level 2 inputs in the fair value hierarchy of valuation techniques to determine the fair value of all of our debt instruments.

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NOTE 10. LEASES
We adopted ASU 2016-02, Leases (Topic 842), on January 1, 2019. The standard requires lessees to recognize a right-of-use ("ROU") asset and lease liability for all leases. Some of our leases contain both lease and non-lease components, which we have elected to treat as a single lease component. We have also elected not to recognize leases that have an original lease term, including reasonably certain renewal or purchase options, of twelve months or less in our consolidated balance sheets for all classes of underlying assets. Lease costs for short-term leases are recognized on a straight-line basis over the lease term. We elected the package of transition practical expedients for existing contracts, which allowed us to carry forward our historical assessments of whether contracts are, or contain, leases, lease classification and determination of initial direct costs.
We lease property and equipment under finance and operating leases. We have finance and operating leases for package centers, airport facilities, warehouses, corporate office space, aircraft, aircraft engines, information technology equipment (primarily mainframes, servers and copiers), vehicles and various other equipment used in operating our business. Certain leases for real estate and aircraft contain options to purchase, extend or terminate the lease. Determining the lease term and amount of lease payments to include in the calculation of the ROU asset and lease liability for leases containing options requires the use of judgment to determine whether the exercise of an option is reasonably certain, and if the optional period and payments should be included in the calculation of the associated ROU asset and lease liability. In making this determination, we consider all relevant economic factors that would compel us to exercise or not exercise an option.
When our leases contain future payments that are dependent on an index or rate, such as the consumer price index, we initially measure the lease liability and ROU asset using the index or rate at the commencement date. In subsequent periods, lease payments dependent on an index or rate are not remeasured. Rather, changes to payments due to a change in an index or rate are recognized in our statements of consolidated income in the period of the change.
When available, we use the rate implicit in the lease to discount lease payments; however, the rate implicit in the lease is not readily determinable for substantially all of our leases. In such cases,For these leases, we use an estimate of our incremental borrowing rate to discount lease payments based on information available at lease commencement. The incremental borrowing rate is derived using multiple inputs including our credit rating, the impact of full collateralization, lease term and denominated currency. The remaining lease terms vary from 1 month to 190 years.
Aircraft
In addition to the aircraft that we own, we have leases for 332323 aircraft. Of these leased aircraft, 3427 are classified as finance leases, 1215 are classified as operating leases and the remaining 286281 are classified as short-term leases. A majority of the obligations associated with the aircraft classified as finance leases have been legally defeased. TheMost of our long-term aircraft operating leases are operated by a third party to handle package and cargo volume in geographic regions where, due to government regulations, we are restricted from operating an airline.
In order to meet customers' needs, we charter aircraft to handle package and cargo volume on certain international trade lanes and domestic routes. Due to the nature of these agreements, primarily being that either party can cancel the agreement with short notice, we have classified these as short-term leases. Additionally, all of the lease payments associated with these charter agreements are variable in nature based on the number of hours flown.
Real Estate
We have operating and finance leases for package centers, airport facilities, warehouses, corporate office space and expansion facilities utilized during peak shipping periods. Many of our leases contain charges for common area maintenance or other miscellaneous expenses that are updated based on landlord estimates. Due to this variability, the cash flows associated with these charges are not included in the minimum lease payments used in determining the ROU asset and associated lease liability.
Some of our real estate leases contain options to renew or extend the lease or terminate the lease before the expiration date. These options are factored into the determination of the lease term and lease payments when their exercise is considered to be reasonably certain.
We also enter into real estate leases that contain lease incentives, such as tenant improvement allowances or move-in allowances, that are received or receivable at lease commencement. These incentives reduce lease payments for classification purposes and reduce the initial ROU asset. When lease incentives are receivable at lease commencement, they also reduce the initial lease liability.

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From time to time, we enter into leases with the intention of purchasing the property, either through purchase options with a fixed price or a purchase agreement negotiated contemporaneously with the lease agreement. We classify these leases as finance leases and include the purchase date and purchase price in the lease term and lease payments, respectively, when the option to exercise or purchase is reasonably certain.

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Transportation equipment and other equipment
We enter into both long-term and short-term leases for transportation equipment to supplement our capacity or meet contractual demands. Some of these assets are leased on a month-to-month basis and the leases can be terminated without penalty. The lease term for these types of leases is determined by the length of the underlying customer contract or based on the judgment of the business unit. We also enter into multi-year leases for trailers to increase capacity during periods of high demand, which are typically only used for 90-120 days during the year. These leases are treated as short-term as the cumulative right-of-use is less than 12 months over the term of the contract.
The remainder of our leases are primarily related to equipment used in our air operations, vehicles required to meet capacity needs during periods of higher demand for our shipping services, technology equipment and office equipment used in our facilities.
Some of our transportation and technology equipment leases require us to make additional lease payments based on the underlying usage of the assets. Due to the variable nature of these costs, these are expensed as incurred and are not included in the ROU asset and lease liability.
The components of lease expense for the three and nine months ended September 30,March 31, 2020 and 2019 arewere as follows (in millions):
Three Months Ended
March 31,
20202019
Operating lease costs$175  $157  
Finance lease costs:
Amortization of assets18  19  
Interest on lease liabilities  
Total finance lease costs23  24  
Variable lease costs58  48  
Short-term lease costs203  230  
Total lease costs$459  $459  
 Three Months Ended
September 30,
 Nine Months Ended
September 30,
 2019 2019
Operating lease costs$151
 $474
Finance lease costs:
  
Amortization of assets18
 $55
Interest on lease liabilities5
 14
Total finance lease costs23
 69
Variable lease costs69
 148
Short-term lease costs194
 633
Total lease costs$437
 $1,324


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Supplemental information related to leases and location within our consolidated balance sheets are as follows (in millions, except lease term and discount rate):
 September 30, 2019
Operating Leases:
Operating lease right-of-use assets$2,504


Current maturities of operating leases$500
Non-current operating leases2,063
Total operating lease liabilities$2,563


Finance Leases:
Property, plant and equipment, at cost$2,541
Accumulated amortization(979)
Property, plant and equipment, net$1,562


Current maturities of long-term debt, commercial paper and finance leases$102
Long-term debt and finance leases364
Total finance lease liabilities$466


Weighted average remaining lease term (in years):
Operating leases9.1
Finance leases9.8


Weighted average discount rate:
Operating leases2.77%
Finance leases4.23%

March 31,
2020
December 31,
2019
Operating Leases:
Operating lease right-of-use assets$3,041  $2,856  
Current maturities of operating leases$526  $538  
Non-current operating leases2,493  2,391  
Total operating lease liabilities$3,019  $2,929  
Finance Leases:
Property, plant and equipment, net$1,387  $1,502  
Current maturities of long-term debt, commercial paper and finance leases$181  $181  
Long-term debt and finance leases319  317  
Total finance lease liabilities$500  $498  
Weighted average remaining lease term (in years):
Operating leases9.69.7
Finance leases8.68.9
Weighted average discount rate:
Operating leases2.81 %2.78 %
Finance leases4.05 %4.03 %
Supplemental cash flow information related to leases is as follows (in millions):
Three Months Ended
March 31,
20202019
Cash paid for amounts included in measurement of liabilities:
Operating cash flows from operating leases$175  $153  
Operating cash flows from finance leases  
Financing cash flows from finance leases  
Right-of-use assets obtained in exchange for lease liabilities:
Operating leases$305  $34  
Finance leases10   
 Nine Months Ended
September 30,
 2019
Cash paid for amounts included in measurement of liabilities:
Operating cash flows from operating leases$455
Operating cash flows from finance leases11
Financing cash flows from finance leases121


Right-of-use assets obtained in exchange for lease liabilities:
Operating leases$144


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Maturities of lease liabilities as of September 30, 2019March 31, 2020 are as follows (in millions):

Finance Leases Operating Leases
2019$26
 $151
2020149
 546
202144
 463
202239
 384
202337
 309
Thereafter292
 1,159
Total lease payments587
 3,012
Less: Imputed interest(121) (449)
Total lease obligations466
 2,563
Less: Current obligations(102) (500)
Long-term lease obligations$364
 $2,063

Finance LeasesOperating Leases
2020$191  $454  
202147  576  
202241  489  
202339  397  
202436  289  
Thereafter259  1,413  
Total lease payments613  3,618  
Less: Imputed interest(113) (599) 
Total lease obligations500  3,019  
Less: Current obligations(181) (526) 
Long-term lease obligations$319  $2,493  
As of September 30, 2019,March 31, 2020, we have additional leases which have not commenced. These leases will commence when we are granted access to the property, such as when leasehold improvements are completed by the lessor or a certificate of occupancy is obtained. These leases will commence in 2019 and 2020.

Disclosures related to periods prior to adoption of the new lease standard

The following table sets forth the aggregate minimum lease payments under capital and operating leases (in millions) as of December 31, 2018:
 Capital Leases Operating Leases
2019$158
 $578
202095
 477
202142
 399
202239
 325
202336
 262
After 2023293
 926
Total lease payments663
 2,967
Less: Imputed interest(129)  
Total lease obligations534
  
Less: Current obligations(140)  
Long-term lease obligations$394
  





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NOTE 11. 11. LEGAL PROCEEDINGS AND CONTINGENCIES
We are involved in a number of judicial proceedings and other matters arising from the conduct of our business activities.business.
Although there can be no assurance as to the ultimate outcome, we have generally denied, or believe we have a meritorious defense and will deny, liability in all pending matters, including (except as otherwise noted herein) the matters described below, and we intend to vigorously defend each matter. We accrue foramounts associated with legal claimsproceedings when and to the extent that, amounts associated with the claims becomea loss becomes probable and can be reasonably estimated. The actual costs of resolving legal claimsproceedings may be substantially higher or lower than the amounts accrued foron those claims.
For those matters as to which we are not able to estimate a possible loss or range of loss,losses, we are not able to determine whether theany such loss will have a material adverse effect on our business, financial condition, results of operations or liquidity. For matters in this category, we have indicated in the descriptions that follow the reasons that we are unable to estimate the possible loss or range of loss.losses.
Judicial Proceedings
In February 2015, the State and City of New York filed suit against UPS in the U.S. District Court for the Southern District of New York, arising from alleged shipments of cigarettes to New York State and City residents. The complaint asserted claims under various federal and state laws. The complaint also included a claim that UPS violated the Assurance of Discontinuance it entered into with the New York Attorney General in 2005 concerning cigarette deliveries. On March 24, 2017, the District Court issued an opinion and order finding liability against UPS on each of the plaintiffs’ causes of action. On May 25, 2017, the District Court issued a corrected opinion and order on liability and an order awarding the plaintiffs damages of $9.4$9 million and penalties of $237.6$238 million. Following an appeal, on November 7, 2019, the U.S. Court of Appeals for the Second Circuit issued an order awarding the plaintiffs damages of $19 million and penalties of $79 million. An accrual of $9.4$100 million with respect to the damages awarded by the courtthis matter is included on our consolidated balance sheets at September 30,both March 31, 2020 and December 31, 2019. We estimate that the amount of losses could be up to $247 million, plus interest; however, the amount of penalties ultimately payable, if any, is subject to a variety of complex factors and potential outcomes that remain tocould be determined in future legal proceedings. Consequently, we are unable to reasonably estimateproceedings, which would include a likely amountpetition for a writ of loss within that range. We strongly disagreecertiorari with the District Court's analysis and conclusions, and have appealed to the United States Court of Appeals for the Second Circuit. The briefing and oral argument are now complete. We await a ruling by the Court of Appeals.U.S. Supreme Court.
We are a defendant in a number of lawsuits filed in state and federal courts containing various class action allegations under state wage-and-hour laws. At this time, we do not believe that any loss associated with any matter would have a material adverse effect on our financial condition, results of operations or liquidity. One of these matters, Hughes v. UPS Supply Chain Solutions, Inc. and United Parcel Service, Inc. had previously been certified as a class action in Kentucky state court. In the second quarter of 2019, the court granted our motion for judgment on the pleadings related to the wage-and-hour claims. The plaintiffs have appealed this decision.
Other Matters
In October 2015, the Department of Justice ("DOJ") informed us of an industry-wide inquiry into the transportation of mail under the United States Postal Service ("USPS") International Commercial Air contracts. In October 2017, we received a Civil Investigative Demand seeking certain information relating to our contracts. The DOJ has indicated it is investigating potential violations of the False Claims Act or other statutes. We are cooperating with the DOJ. We are unable to predict what action, if any, might be taken in the future by any government authorities as a result of their investigation. Accordingly, at this time, we are not able to estimate a possible loss or range of losslosses that may result from this matter or to determine whether such loss, if any, would have a material adverse effect on our financial condition, results of operations or liquidity.

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In August 2016, Spain’s National Markets and Competition Commission (“CNMC”) announced an investigation into 10 companies in the commercial delivery and parcel industry, including UPS, related to alleged nonaggression agreements to allocate customers. In May 2017, UPS received a Statement of Objections issued by the CNMC. In July 2017, UPS received a Proposed Decision from the CNMC. On March 8, 2018, the CNMC adopted a final decision, finding an infringement and imposing a fine on UPS of €19.2€19 million. UPS has appealed the decision and in September 2018, obtained a suspension of the implementation of the decision (including payment of the fine). The appeal is pending. There are multiple factors that prevent us from being able to estimate the amounta possible loss or range of loss, if any,losses, that may result from this matter or to determine whether such loss, if any, would have a material adverse effect on our financial condition, results of operations or liquidity including: (1) we are vigorously defending ourselves and believe that we have a number of meritorious legal defenses; and (2) there are unresolved questions of law and fact that could be important to the ultimate resolution of this matter. Accordingly, at this time we are not able to estimate a possible loss or range of loss that may result from this matter or to determine whether such loss, if any, would have a material adverse effect on our financial condition, results of operations or liquidity.
In February 2018, the Turkish Competition Authority (“Authority”("Authority") opened an investigation into nine companies including UPS, in the small package industry, including UPS, related to alleged customer allocations in violation of Turkish competition law. In April 2018, the Authority consolidated this investigation with two other investigations involving similar allegations. The consolidated investigation involves over 30 companies. There are multiple factorsIn January 2020, the Authority held a hearing and announced a summary decision, finding an infringement and imposing an immaterial fine on UPS. We do not believe that prevent us from being able to estimate the amount ofany loss if any, that may result fromassociated with this matter including: (1) we are vigorously defending ourselves and believe that we have a number of meritorious legal defenses; and (2) there are unresolved questions of law and fact that could be important to the ultimate resolution of this matter. Accordingly, at this time we are not able to estimate a possible loss or range of loss that may result from this matter or to determine whether such loss, if any, wouldwill have a material adverse effect on our financial condition, results of operations or liquidity.
We are a party in various other matters that arose in the normal course of business. We do not believe that the eventual resolution of these other matters (either individually or in the aggregate), including any reasonably possible losses in excess of current accruals, will have a material adverse effect on our financial condition, results of operations or liquidity.

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NOTE 12. 12. SHAREOWNERS' EQUITY
Capital Stock, Additional Paid-In Capital, and Retained Earnings and Non-Controlling Minority Interest
We maintain 2 classes of common stock, which are distinguished from each other primarily by their respective voting rights. Class A shares of UPS are entitled to 10 votes per share, whereas class B shares are entitled to 1 vote per share. Class A shares are primarily held by UPS employees and retirees, as well as trusts and descendants of the Company's founders, and these shares are fully convertible on a one-to-one basis into class B shares at any time. Class B shares are publicly traded on the New York Stock ExchangeNYSE under the symbol “UPS”. Class A and B shares both have a $0.01 par value, and as of September 30, 2019,March 31, 2020, there were 4.6 billion class A shares and 5.6 billion class B shares authorized to be issued. Additionally, there are 200 million preferred shares with a $0.01 par value, authorized to be issued.issued, with a par value of $0.01 per share. As of September 30, 2019,March 31, 2020, 0 preferred shares had been issued.
The following is a rollforward of our common stock, additional paid-in capital, retained earnings and non-controlling minority interest accounts for the three and nine months ended September 30,March 31, 2020 and 2019 and 2018 (in millions, except per share amounts):
Three Months Ended March 31:20202019
 SharesDollarsSharesDollars
Class A Common Stock
Balance at beginning of period156  $ 163  $ 
Common stock purchases—  —  (1) —  
Stock award plans —   —  
Common stock issuances —   —  
Conversions of class A to class B common stock(4) —  (3) —  
Class A shares issued at end of period158  $ 164  $ 
Class B Common Stock
Balance at beginning of period701  $ 696  $ 
Common stock purchases(2) —  (2) —  
Conversions of class A to class B common stock —   —  
Class B shares issued at end of period703   697   
Additional Paid-In Capital
Balance at beginning of period$150  $—  
Common stock purchases(217) (251) 
Stock award plans(67) 169  
Common stock issuances163  114  
Option premiums paid—  (5) 
Balance at end of period$29  $27  
Retained Earnings
Balance at beginning of period$9,105  8,006  
Net income attributable to common shareowners965  1,111  
Dividends ($1.01 and $0.96 per share) (1)
(933) (867) 
Other—  (1) 
Balance at end of period$9,137  $8,249  
Non-Controlling Minority Interest
Balance at beginning of period$16  $16  
Change in non-controlling minority interest(2)  
Balance at end of period$14  $18  
(1) The dividend per share amount is the same for both class A and class B common stock. Dividends include $93 and $68 million as of March 31, 2020 and March 31, 2019 respectively, that were settled in shares of class A common stock.
Three Months Ended September 30:2019 2018
 Shares Dollars Shares Dollars
Class A Common Stock       
Balance at beginning of period161
 $2
 168
 $2
Common stock purchases(1) 
 (1) 
Stock award plans
 
 1
 
Common stock issuances1
 
 1
 
Conversions of class A to class B common stock(4) 
 (4) 
Class A shares issued at end of period157
 $2
 165
 $2
Class B Common Stock       
Balance at beginning of period698
 $7
 693
 $7
Common stock purchases(1) 
 (2) 
Conversions of class A to class B common stock4
 
 4
 
Class B shares issued at end of period701
 7
 695
 7
Additional Paid-In Capital       
Balance at beginning of period  $102
   $
Stock award plans  202
   137
Common stock purchases  (251)   (249)
Common stock issuances  56
   80
Option premiums received (paid)  20
   32
Balance at end of period  $129
   $
Retained Earnings       
Balance at beginning of period  $9,109
   7,665
Net income attributable to common shareowners  1,750
   1,508
Dividends ($0.96 and $0.91 per share) (1)
  (825)   (784)
Common stock purchases  
   4
Other  3
   (16)
Balance at end of period  $10,037
   $8,377
Non-Controlling Minority Interest       
Balance at beginning of period  $18
   $28
Change in non-controlling minority interest  (2)   
Balance at end of period  $16
   $28
(1) The dividend per share amount is the same for both class A and class B common stock



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Nine Months Ended September 30:2019 2018
 Shares Dollars Shares Dollars
Class A Common Stock       
Balance at beginning of period163
 $2
 173
 $2
Common stock purchases(3) 


 (3) 
Stock award plans4
 
 4
 
Common stock issuances2
 
 3
 
Conversions of class A to class B common stock(9) 
 (12) 
Class A shares issued at end of period157
 $2
 165
 $2
Class B Common Stock       
Balance at beginning of period696
 $7
 687
 $7
Common stock purchases(4) 
 (4) 
Conversions of class A to class B common stock9
 
 12
 
Class B shares issued at end of period701
 7
 695
 7
Additional Paid-In Capital       
Balance at beginning of period  $
   $
Stock award plans  584
   307
Common stock purchases  (753)   (632)
Common stock issuances  277
   312
Option premiums received (paid)  21
   13
Balance at end of period  $129
   $
Retained Earnings       
Balance at beginning of period  $8,006
   $5,852
Net income attributable to common shareowners  4,546
   4,338
Dividends ($2.88 and $2.73 per share) (1)
  (2,518)   (2,408)
Common stock purchases  
   (124)
Reclassification from AOCI pursuant to the early adoption of ASU 2018-02  
   735
Other  3
   (16)
Balance at end of period  $10,037
   $8,377
Non-Controlling Minority Interest       
Balance at beginning of period  $16
   $30
Change in non-controlling minority interest  
   (2)
Balance at end of period  $16
   $28
(1) The dividend per share amount is the same for both class A and class B common stock

In May 2016, the Board of Directors approved a share repurchase authorization of $8.0 billion for shares of class A and class B common stock, which has no expiration date. As of September 30, 2019,March 31, 2020, we had $2.586$2.1 billion of this share repurchase authorization available.
Share repurchases may be in the form of accelerated share repurchase programs, open market purchases or other such methods as we deem appropriate. The timing of share repurchases will depend upon market conditions. Unless terminated earlier by the Board, the program will expire when we have purchased all shares authorized for repurchase under the program.
We repurchased 2.2 million shares of class A2.1 and class B common stock in the three months ended September 30, 2019 and 2018 for $251 and $245 million, respectively. We repurchased 7.0 and 6.62.4 million shares of class A and class B common stock for $753$217 and $756$251 million during the ninethree months ended September 30,March 31, 2020 and 2019 and 2018 ($751220 million and $770$246 million in repurchases for 20192020 and 2018,2019, respectively, are reported on the statements of consolidated cash flows due to the timing of settlements).
From time to time, we enter into share repurchase programs with large financial institutions to assist in our buyback of company stock. These programs may allow us to repurchase our shares at a price below the weighted average UPS share price for a given period. During the thirdfirst quarter of 2019,2020, we did not0t enter into any accelerated share repurchase transactions.

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In order to lower the average cost of acquiring shares in our ongoing share repurchase program, we periodically enter into structured repurchase agreements involving the use of capped call options for the purchase of UPS class B shares. We pay a fixed sum of cash upon execution of each agreement in exchange for the right to receive either a pre-determined amount of cash or stock. Upon expiration of each agreement, if the closing market price of our common stock is above the pre-determined price, we will have our initial investment returned with a premium in either cash or shares (at our election). If the closing market price of our common stock is at or below the pre-determined price, we will receive the number of shares specified in the agreement. We receivedpaid net premiums of $20 and $32$5 million during the first three months ended September 30,of 2019, and 2018, respectively, related to entering into and settling capped call options for the purchase of class B shares. We received net premiums of $21 and $13 million during the first nine months of 2019 and 2018, respectively. As of September 30, 2019,March 31, 2020, we had no0 capped call options outstanding.
On April 28, 2020 we announced our intention to suspend stock repurchases for the remainder of 2020.
Movements in Additional Paid-In Capital in respect of stock award plans comprise accruals for unvested awards, offset by adjustments for awards that vest during the period. The reduction in the first quarter of 2020 was driven by changes in the vesting schedule for certain of our awards.

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NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
Accumulated Other Comprehensive Income (Loss)
We recognize activity in AOCI for unrealized holding gains and losses on available-for-sale securities, foreign currency translation adjustments, unrealized gains and losses from derivatives that qualify as hedges of cash flows and unrecognized pension and postretirement benefit costs. Additionally, effective January 1, 2018, we early adopted ASU 2018-02 that allowed a reclassification from AOCI to retained earnings for stranded tax effects resulting from the Tax Cuts and Jobs Act. The activity in AOCI for the three and nine months ended September 30,March 31, 2020 and 2019 and 2018 is as follows (in millions):
Three Months Ended September 30:2019 2018
Foreign currency translation gain (loss), net of tax:   
Balance at beginning of period$(1,106) $(1,061)
Translation adjustment (net of tax effect of $41 and $1)(48) (28)
Balance at end of period(1,154) (1,089)
Unrealized gain (loss) on marketable securities, net of tax:   
Balance at beginning of period7
 (5)
Current period changes in fair value (net of tax effect of $1 and $(1))2
 (2)
Reclassification to earnings (net of tax effect of $(1) and $0)(5) 1
Balance at end of period4
 (6)
Unrealized gain (loss) on cash flow hedges, net of tax:   
Balance at beginning of period104
 (179)
Current period changes in fair value (net of tax effect of $79 and $14)251
 44
Reclassification to earnings (net of tax effect of $(14) and $1)(45) 5
Balance at end of period310
 (130)
Unrecognized pension and postretirement benefit costs, net of tax:   
Balance at beginning of period(3,820) (4,101)
Reclassification to earnings (net of tax effect of $14 and $12)43
 38
Balance at end of period(3,777) (4,063)
Accumulated other comprehensive income (loss) at end of period$(4,617) $(5,288)


Three Months Ended March 31:20202019
Foreign currency translation gain (loss), net of tax:
Balance at beginning of period$(1,078) $(1,126) 
Translation adjustment (net of tax effect of $13 and $9)(141) 53  
Balance at end of period(1,219) (1,073) 
Unrealized gain (loss) on marketable securities, net of tax:
Balance at beginning of period (2) 
Current period changes in fair value (net of tax effect of $0 and $0)  
Balance at end of period  
Unrealized gain (loss) on cash flow hedges, net of tax:
Balance at beginning of period112  40  
Current period changes in fair value (net of tax effect of $83 and $28)263  89  
Reclassification to earnings (net of tax effect of $(15) and $(4))(46) (13) 
Balance at end of period329  116  
Unrecognized pension and postretirement benefit costs, net of tax:
Balance at beginning of period(5,035) (3,906) 
Reclassification to earnings (net of tax effect of $14 and $13)43  43  
Balance at end of period(4,992) (3,863) 
Accumulated other comprehensive income (loss) at end of period$(5,876) $(4,818) 
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UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Nine Months Ended September 30:2019 2018
Foreign currency translation gain (loss), net of tax:   
Balance at beginning of period$(1,126) $(930)
Translation adjustment (net of tax effect of $43 and $26)(28) (112)
Reclassification to retained earnings pursuant to the early adoption of ASU 2018-02
 (47)
Balance at end of period(1,154) (1,089)
Unrealized gain (loss) on marketable securities, net of tax:   
Balance at beginning of period(2) (2)
Current period changes in fair value (net of tax effect of $4 and $(2))11
 (6)
Reclassification to earnings (net of tax effect of $(1) and $1)(5) 2
Balance at end of period4
 (6)
Unrealized gain (loss) on cash flow hedges, net of tax:   
Balance at beginning of period40
 (366)
Current period changes in fair value (net of tax effect of $112 and $81)355
 254
Reclassification to retained earnings pursuant to the early adoption of ASU 2018-02
 (79)
Reclassification to earnings (net of tax effect of $(27) and $19)(85) 61
Balance at end of period310
 (130)
Unrecognized pension and postretirement benefit costs, net of tax:   
Balance at beginning of period(3,906) (3,569)
Reclassification to earnings (net of tax effect of $41 and $36)129
 115
Reclassification to retained earnings pursuant to the early adoption of ASU 2018-02
 (609)
Balance at end of period(3,777) (4,063)
Accumulated other comprehensive income (loss) at end of period$(4,617) $(5,288)


Detail of the gains (losses) reclassified from AOCI to the statements of consolidated income for the three and nine months ended September 30,March 31, 2020 and 2019 and 2018 is as follows (in millions):
Three Months Ended March 31:
Amount Reclassified from AOCIAffected Line Item in the Income Statement
20202019
Unrealized gain (loss) on cash flow hedges:
Interest rate contracts(3) (6) Interest expense
Foreign exchange contracts64  23  Revenue
Income tax (expense) benefit(15) (4) Income tax expense
Impact on net income46  13  Net income
Unrecognized pension and postretirement benefit costs:
Prior service costs(57) (56) Investment income and other
Income tax (expense) benefit14  13  Income tax expense
Impact on net income(43) (43) Net income
Total amount reclassified for the period$ $(30) Net income
Three Months Ended September 30:     
 Amount Reclassified from AOCI Affected Line Item in the Income Statement
 2019 2018 
Unrealized gain (loss) on marketable securities:     
Realized gain (loss) on sale of securities$6
 $(1) Investment income and other
Income tax (expense) benefit(1) 
 Income tax expense
Impact on net income5
 (1) Net income
Unrealized gain (loss) on cash flow hedges:     
Interest rate contracts(3) (6) Interest expense
Foreign exchange contracts62
 
 Revenue
Income tax (expense) benefit(14) 1
 Income tax expense
Impact on net income45
 (5) Net income
Unrecognized pension and postretirement benefit costs:     
Prior service costs(57) (50) Investment income and other
Income tax (expense) benefit14
 12
 Income tax expense
Impact on net income(43) (38) Net income
      
Total amount reclassified for the period$7
 $(44) Net income


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NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Nine Months Ended September 30:     
 Amount Reclassified from AOCI Affected Line Item in the Income Statement
 2019 2018 
Unrealized gain (loss) on marketable securities:     
Realized gain (loss) on sale of securities$6
 $(3) Investment income and other
Income tax (expense) benefit(1) 1
 Income tax expense
Impact on net income5
 (2) Net income
Unrealized gain (loss) on cash flow hedges:     
Interest rate contracts(12) (18) Interest expense
Foreign exchange contracts124
 (62) Revenue
Income tax (expense) benefit(27) 19
 Income tax expense
Impact on net income85
 (61) Net income
Unrecognized pension and postretirement benefit costs:     
Prior service costs(170) (151) Investment income and other
Income tax (expense) benefit41
 36
 Income tax expense
Impact on net income(129) (115) Net income
      
Total amount reclassified for the period$(39) $(178) Net income


Deferred Compensation Obligations and Treasury Stock
Activity in the deferred compensation program for the three and nine months ended September 30,March 31, 2020 and 2019 and 2018 is as follows (in millions):
Three Months Ended March 31:20202019
SharesDollarsSharesDollars
Deferred Compensation Obligations:
Balance at beginning of period$26  $32  
Reinvested dividends—   
Benefit payments(7) (8) 
Balance at end of period$19  $25  
Treasury Stock:
Balance at beginning of period—  $(26) (1) $(32) 
Reinvested dividends—  —  —  (1) 
Benefit payments—   —   
Balance at end of period—  (19) (1) (25) 
Three Months Ended September 30:2019 2018
 Shares Dollars Shares Dollars
Deferred Compensation Obligations:       
Balance at beginning of period  $25
   $31
Reinvested dividends  
   1
Benefit payments  
   
Balance at end of period  $25
   $32
Treasury Stock:       
Balance at beginning of period
 $(25) (1) $(31)
Reinvested dividends
 
 
 (1)
Benefit payments
 
 
 
Balance at end of period
 (25) (1) (32)




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NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Nine Months Ended September 30:2019 2018
 Shares Dollars Shares Dollars
Deferred Compensation Obligations:       
Balance at beginning of period  $32
   $37
Reinvested dividends  1
   2
Benefit payments  (8)   (7)
Balance at end of period  $25
   $32
Treasury Stock:       
Balance at beginning of period(1) $(32) (1) $(37)
Reinvested dividends
 (1) 
 (2)
Benefit payments1
 8
 
 7
Balance at end of period
 (25) (1) (32)



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UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 13. 13. SEGMENT INFORMATION
We report our operations in 3 segments: U.S. Domestic Package, International Package and Supply Chain & Freight. Package operations represent our most significant business and are broken down into regional operations around the world. Regional operations managers are responsible for both domestic and export products within their geographic area.
U.S. Domestic Package
Domestic Package operations include the time-definite delivery of letters, documents and packages throughout the United States.
International Package
International Package operations include delivery to more than 220 countries and territories worldwide, including shipments wholly outside the United States, as well as shipments with either origin or destination outside the United States. Our International Package reporting segment includes the operations of our Europe, Asia, Americas and ISMEA (Indian Subcontinent, Middle East and Africa) operating segments.
Supply Chain & Freight
Supply Chain & Freight includes our Forwarding, Logistics, Coyote, Marken, UPS Mail Innovations, UPS Freight and other aggregated business units. Our Forwarding, Logistics and UPS Mail Innovations business units provide services in more than 200 countries and territories worldwide and include international air and ocean freight forwarding, customs brokerage, distribution and post-sales services, mail and consulting services. UPS Freight offers a variety of less-than-truckload ("LTL") and truckload ("TL") services to customers in North America. Coyote offers truckload brokerage services primarily in the United States. Marken is a global provider of supply chain solutions to the life sciences industry. Other aggregated business units within this segment include The UPS Store and UPS Capital.
In evaluating financial performance, we focus on operating profit as a segment’s measure of profit or loss. Operating profit is before investment income and other, interest expense and income taxes. The accounting policies of the reportable segments are the same as those described in the summary of accounting policies included in the audited, consolidated financial statements in our Annual Report on Form 10-K for the year ended December 31, 2018.2019, and in the "Results of Operations - Segment Review" section of Management's Discussion and Analysis included in this report. Certain expenses are allocated between the segments using activity-based costing methods.
Segment information for the three and nine months ended September 30,March 31, 2020 and 2019 and 2018 is as follows (in millions):
 Three Months Ended
March 31,
 20202019
Revenue:
U.S. Domestic Package$11,456  $10,480  
International Package3,383  3,459  
Supply Chain & Freight3,196  3,221  
Consolidated$18,035  $17,160  
Operating Profit:
U.S. Domestic Package$364  $666  
International Package551  528  
Supply Chain & Freight157  200  
Consolidated$1,072  $1,394  
 Three Months Ended
September 30,
 Nine Months Ended
September 30,
 2019 2018 2019 2018
Revenue:       
U.S. Domestic Package$11,455
 $10,437
 $33,085
 $31,018
International Package3,494
 3,478
 10,458
 10,613
Supply Chain & Freight3,369
 3,529
 9,983
 10,382
Consolidated$18,318
 $17,444
 $53,526
 $52,013
Operating Profit:       
U.S. Domestic Package$1,216
 $949
 $3,090
 $2,644
International Package667
 536
 1,858
 1,748
Supply Chain & Freight245
 242
 717
 628
Consolidated$2,128
 $1,727
 $5,665
 $5,020



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UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 14. 14. EARNINGS PER SHARE
The earnings per share amounts are the same for class A and class B common shares as the holders of each class are legally entitled to equal per share distributions whether through dividends or in liquidation.
The following table sets forth the computation of basic and diluted earnings per share for the three and nine months ended September 30,March 31, 2020 and 2019 and 2018 (in millions, except per share amounts):
 Three Months Ended
September 30,
 Nine Months Ended
September 30,
2019 2018 2019 2018
Numerator:       
Net income attributable to common shareowners$1,750
 $1,508
 $4,546
 $4,338
Denominator:       
Weighted average shares858
 860
 859
 861
Deferred compensation obligations
 1
 
 1
Vested portion of restricted units6
 4
 6
 4
Denominator for basic earnings per share864
 865
 865
 866
Effect of dilutive securities:       
Restricted units6
 5
 4
 4
Stock options
 
 
 
Denominator for diluted earnings per share870
 870
 869
 870
Basic earnings per share$2.03
 $1.74
 $5.26
 $5.01
Diluted earnings per share$2.01
 $1.73
 $5.23
 $4.99

 Three Months Ended
March 31,
20202019
Numerator:
Net income attributable to common shareowners$965  $1,111  
Denominator:
Weighted average shares858  860  
Deferred compensation obligations—   
Vested portion of restricted units  
Denominator for basic earnings per share864  866  
Effect of dilutive securities:
Restricted units  
Stock options—  —  
Denominator for diluted earnings per share869  869  
Basic earnings per share$1.12  $1.28  
Diluted earnings per share$1.11  $1.28  
Diluted earnings per share for the three months ended September 30,March 31, 2020 and 2019 excluded the effect of 0.31.2 and 0.9 million shares of common stock, respectively, that may be issued upon the exercise of employee stock options because such effect would be antidilutive. There were 0 antidilutive shares for the three months ended September 30, 2018. Antidilutive shares for the nine months ended September 30, 2019 and 2018 were 0.7 and 0.1 million, respectively.



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UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 15. 15. DERIVATIVE INSTRUMENTS AND RISK MANAGEMENT
Risk Management Policies
Changes in fuel prices, interest rates and foreign currency exchange rates impact our results of operations. These exposures are actively monitored by management. To manage the impact of these exposures, we enter into a variety of derivative financial instruments. Our objective is to manage, where it is deemed appropriate to do so, fluctuations in earnings and cash flows associated with changes in foreign currency rates, commodity prices and interest rates. It is our policy and practice to use derivative financial instruments only to the extent necessary to manage exposures. As we use price sensitive instruments to hedge a certain portion of our existing and anticipated transactions, we expect that any loss in value from those instruments generally would be offset by increases in the value of those hedged transactions. We do not hold or issue derivative financial instruments for trading or speculative purposes.
Credit Risk Management
The forward contracts, swaps and options discussed below contain an element of risk that the counterparties may be unable to meet the terms of the agreements; however, we seek to minimize such risk exposures for these instruments by limiting the counterparties to banks and financial institutions that meet established credit guidelines and by monitoring counterparties to prevent concentrations of credit risk with any single counterparty.
 We have agreements with all of our active counterparties (covering the majority of our derivative positions) containing early termination rights and/or zero threshold bilateral collateral provisions whereby cash is required based on the net fair value of derivatives associated with those counterparties.
At September 30, 2019March 31, 2020 and December 31, 2018,2019, we held cash collateral of $713$706 and $325$495 million, respectively, under these agreements; this collateral is included in "Cash and cash equivalents" in the consolidated balance sheets and its use by UPS is not restricted. At each of September 30, 2019March 31, 2020 and December 31, 2018,2019, respectively, 0 additional collateral was required to be posted with our counterparties.
Events such as a counterparty credit rating downgrade (depending on the ultimate rating level) could also allow us to take additional protective measures such as the early termination of trades. Alternatively, we could be required to provide additional collateral or terminate transactions with certain counterparties in the event of a downgrade of our credit rating. The amount of collateral required would be determined by the net fair value of the associated derivatives with each counterparty. We have not historically incurred, and do not expect to incur in the future, any losses as a result of counterparty default.
At September 30, 2019March 31, 2020 and December 31, 20182019 there were no0 instruments in a net liability position that were not covered by the zero threshold bilateral collateral provisions.
Accounting Policy for Derivative Instruments
We recognize all derivative instruments as assets or liabilities in the consolidated balance sheets at fair value. The accounting for changes in the fair value of a derivative instrument depends on whether it has been designated and qualifies as part of a hedging relationship and, further, on the type of hedging relationship. For those derivative instruments that are designated and qualify as hedging instruments, a company must designate the derivative, based upon the exposure being hedged, as a cash flow hedge, a fair value hedge or a hedge of a net investment in a foreign operation.
A cash flow hedge refers to hedging the exposure to variability in expected future cash flows that is attributable to a particular risk. For derivative instruments that are designated and qualify as cash flow hedges, the gain or loss on the derivative instrument is reported as a component of AOCI, and reclassified into earnings in the same period during which the hedged transaction affects earnings.
A fair value hedge refers to hedging the exposure to changes in the fair value of an existing asset or liability in the consolidated balance sheets that is attributable to a particular risk. For derivative instruments that are designated and qualify as fair value hedges, the gain or loss on the derivative instrument is recognized in the statements of consolidated income during the current period, as well as the offsetting gain or loss on the hedged item.
A net investment hedge refers to the use of cross currency swaps, forward contracts or foreign currency denominated debt to hedge portions of our net investments in foreign operations. For hedges that meet the hedge accounting requirements, the net gains or losses attributable to changes in spot exchange rates are recorded in the foreign currency translation adjustment within AOCI, and are recorded in the income statement when the hedged item affects earnings.

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UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Types of Hedges
Commodity Risk Management
Currently, the fuel surcharges that we apply to our domestic and international package and LTL services are the primary means of reducing the risk of adverse fuel price changes on our business. In order to mitigate the impact of fuel surcharges imposed on us by outside carriers, we regularly adjust the rates we charge for our freight brokerage, inter-modal and truckload services. We periodically enter into derivative contracts on energy commodity products to manage the price risk associated with forecasted transactions involving refined fuels, principally jet-A, diesel and unleaded gasoline. The objective of the hedges is to reduce the variability of cash flows, due to changing fuel prices, associated with the forecasted transactions involving those products. We normally designate and account for these contracts as cash flow hedges of the underlying forecasted transactions involving these fuel products and, therefore, the resulting gains and losses from these hedges are recognized as a component of fuel expense or revenue when the underlying transactions occur.
Foreign Currency Risk Management
To protect against the reduction in value of forecasted foreign currency cash flows from our international package business, we maintain a foreign currency cash flow hedging program. Our most significant foreign currency exposures relate to the Euro, British Pound Sterling, Canadian Dollar, Chinese Renminbi and Hong Kong Dollar. We hedge portions of our forecasted revenue denominated in foreign currencies with option and forward contracts. We normally designate and account for these contracts as cash flow hedges of anticipated foreign currency denominated revenue and, therefore, the resulting gains and losses from these hedges are recognized as a component of international package revenue when the underlying sales transactions occur.
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UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
We also hedge portions of our anticipated cash settlements of intercompany transactions and interest payments on certain debt subject to foreign currency remeasurement using foreign currency forward contracts. We normally designate and account for these contracts as cash flow hedges of forecasted foreign currency denominated transactions; therefore, the resulting gains and losses from these hedges are recognized as a component of investment income and other when the underlying transactions are subject to currency remeasurement.
We hedge our net investment in certain foreign operations with foreign currency denominated debt instruments. The use of foreign denominated debt as the hedging instrument allows the debt to be remeasured to foreign currency translation adjustment within AOCI to offset the translation risk from those investments. Balances in the cumulative translation adjustment accounts remain until the sale or substantially complete liquidation of the foreign entity, upon which they are recognized as a component of investment income and other.
Interest Rate Risk Management
Our indebtedness under our various financing arrangements creates interest rate risk. We use a combination of derivative instruments as part of our program to manage the fixed and floating interest rate mix of our total debt portfolio and related overall cost of borrowing. The notional amount, interest payment date and maturity date of the swaps match the terms of the associated debt being hedged. Interest rate swaps allow us to maintain a target range of floating-rate debt within our capital structure.
We have designated and account for the majority of our interest rate swaps that convert fixed-rate interest payments into floating-rate interest payments as hedges of the fair value of the associated debt instruments. Therefore, the gains and losses resulting from fair value adjustments to the interest rate swaps and fair value adjustments to the associated debt instruments are recorded to interest expense in the period in which the gains and losses occur. We have designated and account for interest rate swaps that convert floating-rate interest payments into fixed-rate interest payments as cash flow hedges of the forecasted payment obligations. The gains and losses resulting from fair value adjustments to thethese interest rate swaps are recorded to AOCI.
We periodically hedge the forecasted fixed-coupon interest payments associated with anticipated debt offerings by using forward starting interest rate swaps, interest rate locks or similar derivatives. These agreements effectively lock a portion of our interest rate exposure between the time the agreement is entered into and the date when the debt offering is completed, thereby mitigating the impact of interest rate changes on future interest expense. These derivatives are settled commensurate with the issuance of the debt, and any gain or loss upon settlement is amortized as an adjustment to the effective interest yield on the debt.

Outstanding Positions
As of March 31, 2020 and December 31, 2019, the notional amounts of our outstanding derivative positions were as follows (in millions):
 March 31, 2020December 31, 2019
Currency hedges:
EuroEUR4,018  EUR4,571  
British Pound SterlingGBP1,399  GBP1,494  
Canadian DollarCAD1,369  CAD1,402  
Hong Kong DollarHKD3,270  HKD3,327  
Interest rate hedges:
Fixed to Floating Interest Rate SwapsUSD3,674  USD3,674  
Floating to Fixed Interest Rate SwapsUSD778  USD778  
As of March 31, 2020 and December 31, 2019, we had 0 outstanding commodity hedge positions.


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NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Outstanding Positions
As of September 30, 2019 and December 31, 2018, the notional amounts of our outstanding derivative positions were as follows (in millions):
 September 30, 2019 December 31, 2018
Currency hedges:     
EuroEUR4,850
 EUR4,924
British Pound SterlingGBP1,660
 GBP2,037
Canadian DollarCAD1,438
 CAD1,443
Hong Kong DollarHKD3,670
 HKD3,642
Singapore DollarSGD
 SGD20
      
Interest rate hedges:     
Fixed to Floating Interest Rate SwapsUSD3,674
 USD4,674
Floating to Fixed Interest Rate SwapsUSD778
 USD778

As of September 30, 2019 and December 31, 2018, we had no outstanding commodity hedge positions.
Balance Sheet Recognition and Fair Value Measurements
The following table indicates the location in the consolidated balance sheets where our derivative assets and liabilities have been recognized, the fair value hierarchy level applicable to each derivative type and the related fair values of those derivatives (in millions).
We have master netting arrangements with substantially all of our counterparties giving us the right of offset for our derivative positions. However, we have not elected to offset the fair value positions of our derivative contracts recorded in the consolidated balance sheets. The columns labeled "Net Amounts if Right of Offset had been Applied" indicate the potential net fair value positions by type of contract and location in the consolidated balance sheets had we elected to apply the right of offset.offset:
Fair Value Hierarchy LevelGross Amounts Presented in Consolidated Balance SheetsNet Amounts if Right of
Offset had been Applied
Asset DerivativesBalance Sheet LocationMarch 31,
2020
December 31,
2019
March 31,
2020
December 31,
2019
Derivatives designated as hedges:
Foreign exchange contractsOther current assetsLevel 2$230  $138  $229  $131  
Interest rate contractsOther current assetsLevel 224   24   
Foreign exchange contractsOther non-current assetsLevel 2427  252  426  236  
Interest rate contractsOther non-current assetsLevel 234  21  31  20  
Derivatives not designated as hedges:
Foreign exchange contractsOther current assetsLevel 2    
Interest rate contractsOther current assetsLevel 215  —  13  —  
Interest rate contractsOther non-current assetsLevel 2—  12  —  11  
Total Asset Derivatives$733  $432  $726  $407  
   Fair Value Hierarchy Level 
Gross Amounts Presented in
Consolidated Balance Sheets
 
Net Amounts if Right of
Offset had been Applied
Asset DerivativesBalance Sheet Location  September 30,
2019
 December 31,
2018
 September 30,
2019
 December 31,
2018
Derivatives designated as hedges:           
Foreign exchange contractsOther current assets Level 2 $203
 $90
 $203
 $83
Interest rate contractsOther current assets Level 2 3
 1
 3
 1
Foreign exchange contractsOther non-current assets Level 2 433
 230
 433
 215
Interest rate contractsOther non-current assets Level 2 29
 14
 27
 6
Derivatives not designated as hedges:           
Foreign exchange contractsOther current assets Level 2 3
 7
 2
 5
Foreign exchange contractsOther non-current assets Level 2 
 1
 
 1
Interest rate contractsOther non-current assets Level 2 14
 18
 13
 18
Total Asset Derivatives    $685
 $361
 $681
 $329


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UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

   Fair Value Hierarchy Level 
Gross Amounts Presented in
Consolidated Balance Sheets
 
Net Amounts if Right of
Offset had been Applied
Liability DerivativesBalance Sheet Location  September 30,
2019
 December 31,
2018
 September 30,
2019
 December 31,
2018
Derivatives designated as hedges:           
Foreign exchange contractsOther current liabilities Level 2 $
 $7
 $
 $
Foreign exchange contractsOther non-current liabilities Level 2 
 15
 
 
Interest rate contractsOther non-current liabilities Level 2 13
 41
 11
 33
Derivatives not designated as hedges:           
Foreign exchange contractsOther current liabilities Level 2 2
 3
 1
 1
Foreign exchange contractsOther non-current liabilities Level 2 
 1
 


 1
Interest rate contractsOther non-current liabilities Level 2 3
 
 2
 
Total Liability Derivatives    $18
 $67
 $14
 $35

Fair Value Hierarchy LevelGross Amounts Presented in
Consolidated Balance Sheets
Net Amounts if Right of
Offset had been Applied
Liability DerivativesBalance Sheet LocationMarch 31,
2020
December 31,
2019
March 31,
2020
December 31,
2019
Derivatives designated as hedges:
Foreign exchange contractsOther current liabilitiesLevel 2$ $ $—  $—  
Foreign exchange contractsOther non-current liabilitiesLevel 2 16  —  —  
Interest rate contractsOther non-current liabilitiesLevel 215  11  12  10  
Derivatives not designated as hedges:
Interest rate contractsOther current liabilitiesLevel 2 —   —  
Interest rate contractsOther non-
current liabilities
Level 2—   —   
Total Liability Derivatives$25  $37  $18  $12  
Our foreign exchange, interest rate and investment market price derivatives are largely comprised of over-the-counter derivatives, which are primarily valued using pricing models that rely on market observable inputs such as yield curves, currency exchange rates and investment forward prices; therefore, these derivatives are classified as Level 2. At March 31, 2020 and December 31, 2019 we did not have any derivatives that were classified as Level 1 (valued using quoted prices in active markets for identical assets) or Level 3 (valued using significant unobservable inputs).

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UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
Balance Sheet Location of Hedged Item in Fair Value Hedges
The following table indicates the amounts that were recorded in the consolidated balance sheets related to cumulative basis adjustments for fair value hedges as of September 30, 2019March 31, 2020 and December 31, 20182019 (in millions).:
  Carrying Amount of Hedged Liabilities Cumulative Amount of Fair Value Hedge Adjustments Carrying Amount of Hedged Liabilities Cumulative Amount of Fair Value Hedge Adjustments
Line Item in the Consolidated Balance Sheets in Which the Hedged Item is Included September 30, 2019 September 30, 2019 December 31, 2018 December 31, 2018
Long-term debt and finance leases 3,246
 53
 4,207
 16

Line Item in the Consolidated Balance Sheets in Which the Hedged Item is IncludedCarrying Amount
of Hedged Liabilities
Cumulative Amount
of Fair Value Hedge
Adjustments
Carrying Amount
of Hedged Liabilities
Cumulative Amount
of Fair Value Hedge
Adjustments
March 31, 2020March 31, 2020December 31, 2019December 31, 2019
Long-term debt and finance leases$3,267  $73  $3,234  $40  
The cumulative amount of fair value hedging losses remaining for any hedged assets and liabilities for which hedge accounting has been discontinued as of September 30, 2019March 31, 2020 is $21$14 million. These amounts will be recognized over the next 11 years.


40

UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Income Statement and AOCI Recognition
The following table indicates the amount of gains and losses(losses) that have been recognized in the income statement for the fair value and cash flow hedges, as well as the associated gain or (loss) for the underlying hedged item for fair value hedges for the three and nine months ended September 30,March 31, 2020 and 2019 and 2018 (in millions):


Three Months Ended
March 31,
Location and Amount of Gain (Loss) Recognized in Income
on Fair Value and Cash Flow Hedging Relationships
20202019
RevenueInterest ExpenseRevenueInterest Expense
Gain or (loss) on fair value hedging relationships:
Interest Contracts:
Hedged items$—  $(36) $—  $(15) 
Derivatives designated as hedging instruments—  36  —  15  
Gains or (loss) on cash flow hedging relationships:
Interest Contracts:
Amount of gain or (loss) reclassified from accumulated other comprehensive income—  (3) —  (6) 
Foreign Exchange Contracts:
Amount of gain or (loss) reclassified from accumulated other comprehensive income64  —  23  —  
Total amounts of income and expense line items presented in the statement of income in which the effects of fair value or cash flow hedges are recorded$64  $(3) $23  $(6) 


Three Months Ended
September 30,
 Three Months Ended
September 30,
 2019 2018
Location and Amount of Gain (Loss) Recognized in Income on Fair Value and Cash Flow Hedging Relationships

Revenue Interest Expense Investment Income and Other Revenue Interest Expense Investment Income and Other
Gain or (loss) on fair value hedging relationships:           
Interest Contracts:           
Hedged items$
 $(2) $
 $
 $13
 $
Derivatives designated as hedging instruments
 2
 
 
 (13) 
Gains or (loss) on cash flow hedging relationships:           
Interest Contracts:           
Amount of gain or (loss) reclassified from accumulated other comprehensive income
 (3) 
 
 (6) 
Foreign Exchange Contracts:           
Amount of gain or (loss) reclassified from accumulated other comprehensive income62
 
 
 
 
 
Total amounts of income and expense line items presented in the statement of income in which the effects of fair value or cash flow hedges are recorded$62
 $(3) $
 $
 $(6) $

 Nine Months Ended
September 30,
 Nine Months Ended
September 30,


2019 2018
Location and Amount of Gain (Loss) Recognized in Income on Fair Value and Cash Flow Hedging Relationships

Revenue Interest Expense Investment Income and Other Revenue Interest Expense Investment Income and Other
Gain or (loss) on fair value hedging relationships:           
Interest Contracts:           
Hedged items$
 $(47) $
 $
 $86
 $
Derivatives designated as hedging instruments
 47
 
 
 (86) 
Gains or (loss) on cash flow hedging relationships:           
Interest Contracts:           
Amount of gain or (loss) reclassified from accumulated other comprehensive income
 (12) 
 
 (18) 
Foreign Exchange Contracts:           
Amount of gain or (loss) reclassified from accumulated other comprehensive income124
 
 
 (62) 
 
Total amounts of income and expense line items presented in the statement of income in which the effects of fair value or cash flow hedges are recorded$124
 $(12) $
 $(62) $(18) $


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UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS


The following table indicates the amount of gains and (losses) that have been recognized in AOCI for the three and nine months ended September 30,March 31, 2020 and 2019 and 2018 for those derivatives designated as cash flow hedges (in millions):
Three Months Ended September 30:    
Derivative Instruments in Cash Flow Hedging Relationships Amount of Gain (Loss) Recognized in AOCI on Derivatives
 2019 2018
Interest rate contracts $(1) $1
Foreign exchange contracts 331
 57
Total $330
 $58
     
Nine Months Ended September 30:    
Derivative Instruments in Cash Flow Hedging Relationships Amount of Gain (Loss) Recognized in AOCI on Derivatives
 2019 2018
Interest rate contracts $10
 $3
Foreign exchange contracts 457
 332
Total $467
 $335

Three Months Ended March 31:
Derivative Instruments in Cash Flow Hedging RelationshipsAmount of Gain (Loss) Recognized in AOCI on Derivatives
20202019
Interest rate contracts$(1) $13  
Foreign exchange contracts347  104  
Total$346  $117  

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UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
As of September 30, 2019,March 31, 2020, there are $255were $293 million of pre-tax gains related to cash flow hedges that are currently deferred in AOCI that are expected to be reclassified to income over the 12 month period ending September 30, 2020.March 31, 2021. The actual amounts that will be reclassified to income over the next 12 months will vary from this amount as a result of changes in market conditions. The maximum term over which we are hedging exposures to the variability of cash flows is approximately 13 years.
The following table indicates the amount of gains and losses(losses) that have been recognized in AOCI within foreign currency translation adjustment for the three and nine months ended September 30,March 31, 2020 and 2019 and 2018 for those instruments designated as net investment hedges (in millions):
Three Months Ended March 31:
Non-derivative Instruments in Net Investment Hedging RelationshipsAmount of Gain (Loss) Recognized in AOCI on Debt
20202019
Foreign denominated debt$150  $73  
Total$150  $73  
Three Months Ended September 30:    
Non-derivative Instruments in Net Investment Hedging Relationships Amount of Gain (Loss) Recognized in AOCI on Debt
 2019 2018
Foreign denominated debt $191
 $10
Total $191
 $10
     
Nine Months Ended September 30:    
Non-derivative Instruments in Net Investment Hedging Relationships Amount of Gain (Loss) Recognized in AOCI on Debt
 2019 2018
Foreign denominated debt $197
 $148
Total $197
 $148
     


Additionally, we maintain interest rate swaps, foreign exchange forwards and investment market price forward contracts that are not designated as hedges. The interest rate swap contracts are intended to provide an economic hedge of portions of our outstanding debt. The foreign exchange forward contracts are intended to provide an economic offset to foreign currency remeasurement and settlement risk for certain assets and liabilities on our consolidated balance sheets. The investment market price forward contracts are intended to provide an economic offset to fair value fluctuations of certain investments in marketable securities.

42

UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS


We also periodically terminate interest rate swaps and foreign exchange options by entering into offsetting swap and foreign currency positions with different counterparties. As part of this process, we de-designate our original swap and foreign exchange contracts. These transactions provide an economic offset that effectively eliminates the effects of changes in market valuation.
The following is a summary of the amounts recorded in the statements of consolidated income related to fair value changes and settlements of these interest rate swaps, foreign currency forward and investment market price forward contracts not designated as hedges for the three and nine months ended September 30,March 31, 2020 and 2019 and 2018 (in millions):
Derivative Instruments Not Designated in
Hedging Relationships
Location of Gain (Loss)
Recognized in Income
Amount of Gain (Loss) Recognized in Income
20202019
Three Months Ended March 31:
Interest rate contractsInterest expense$(2) $(2) 
Foreign exchange contractsInvestment income and other(51) (1) 
Total$(53) $(3) 
Derivative Instruments Not Designated in
Hedging Relationships
Location of Gain (Loss)
Recognized in Income
 
Amount of Gain (Loss)
Recognized in Income
 2019 2018
Three Months Ended September 30:     
Interest rate contractsInterest expense $(2) $(3)
Foreign exchange contractsInvestment income and other (39) (14)
Total  $(41) $(17)
Nine Months Ended September 30:     
Interest rate contractsInterest expense $(6) $(7)
Foreign exchange contractsInvestment income and other (59) $(73)
Investment market price contractsInvestment income and other 
 16
Total  $(65) $(64)


39
43

UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 16. 16. INCOME TAXES
Our effective tax rate increased to 20.7% infor both the third quarter ofthree months ended March 31, 2020 and March 31, 2019 from 20.2% in the same period of 2018 (22.3% year-to-date in 2019 compared to 20.8% in the same period of 2018)was approximately 22.8%. The recognition in income tax of excess tax benefits related to share-based compensation reduced our effective rate by 0.1% year-to-date in 20190.7% for the three months ended March 31, 2020 compared to 0.8%0.4% in the same period of 2018 (there was not a significant impact in the third quarter of 2019 or 2018).2019. Other favorable items that impacted our effective tax rate in 2018, but did not recurthe first quarter of 2020 compared to 2019 include unfavorable changes in 2019, included resolutions of uncertain tax positions, tax provisions enacted in the Bipartisan Budget Act of 2018 and discrete tax credits associated with the filing of our 2017 U.S. federal income tax return.positions.
As discussed in our Annual Report on Form 10-K for the year ended December 31, 2018,2019, we have recognized liabilities for uncertain tax positions. We reevaluate these uncertain tax positions on a quarterly basis. A number of years may elapse before an uncertain tax position is audited and ultimately settled. It is difficult to predict the ultimate outcome or the timing of resolution for uncertain tax positions. It is reasonably possible that the amount of unrecognized tax benefits could significantly increase or decrease within the next twelve months. However, an estimate of the range of reasonably possible outcomes cannot be made. Items that may cause changes to unrecognized tax benefits include the timing of interest deductions and the allocation of income and expense between tax jurisdictions. These changes could result from the settlement of ongoing litigation, the completion of ongoing examinations, the expiration of the statutes of limitations, additional regulatory guidance on the Tax Cuts and Jobs Act or other unforeseen circumstances.
As of June 30, 2019 and December 31, 2018, we maintained a valuation allowance against certain deferred tax assets, primarily related to foreign net operating loss carryforwards. As of each reporting date, we consider new evidence, both positive and negative, that could affect the future realization of deferred tax assets. During the third quarter of 2019, we determined that there was sufficient positive evidence to conclude that it is more likely than not that the deferred tax assets related to certain foreign net operating loss carryforwards will be realized. This conclusion is primarily related to achieving cumulative three-year income and anticipated future earnings within the relevant jurisdiction. Accordingly, we reversed the related valuation allowance and recognized a discrete tax benefit of approximately $62 million.
As discussed in note 17, we recognized pre-tax transformation strategy costs of $63$45 million in the thirdfirst quarter of 2019 ($2072020 compared to $123 million year-to-date).in the first quarter of 2019. As a result, we recorded an additional income tax benefit of $10 million in the thirdfirst quarter of $162020 compared to $30 million ($50 million year-to-date).in the first quarter of 2019. This benefit was generated at a higher average tax rate than the U.S. federal statutory tax rate primarily due to the effect of U.S. state and local taxes and foreign taxes.
As discussed in note 17, we recognized pre-tax transformation strategy costs of $97 million in the third quarter of 2018 ($360 million year-to-date). As a result, we recorded an additional income tax benefit in the third quarter of $24 million ($87 million year-to-date). This benefit was generated at a higher average tax rate than the U.S. federal statutory tax rate primarily due to the effect of U.S. state and local taxes and foreign taxes.

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UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 17. TRANSFORMATION STRATEGY COSTS
In the first quarter of 2018, we launched the first phase of a multi-year, enterprise-wide transformation strategy that is expected to impactimpacting our organization. Over the next fewseveral years additional phases will be implemented. The program includes investments, as well as changes in processes and technology, that impact global direct and indirect operating costs.
The table below presents the transformation strategy costs for the three and nine months ended September 30,March 31, 2020 and 2019 and 2018 (in millions):
  Three Months Ended
September 30,
 Nine Months Ended
September 30,
  2019 2018 2019 2018
Transformation Strategy Costs:        
Compensation and benefits $41
 $70
 $149
 $262
Total other expenses 22
 27
 58
 98
Total Transformation Strategy Costs $63
 $97
 $207
 $360
         
Income Tax Benefit from Transformation Strategy Costs (16) (24) (50) (87)
After Tax Transformation Strategy Costs $47
 $73
 $157
 $273

Three Months Ended
March 31,
20202019
Transformation Strategy Costs:
Compensation and benefits$12  $106  
Total other expenses33  17  
Total Transformation Strategy Costs$45  $123  
Income Tax Benefit from Transformation Strategy Costs(10) (30) 
After Tax Transformation Strategy Costs$35  $93  
The income tax effects of the transformation strategy costs are calculated by multiplying the amount of the adjustments by the statutory tax rates applicable in each tax jurisdiction.

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Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations

Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations

Overview
During the first quarter of 2020, a pandemic caused by a novel strain of coronavirus ("COVID-19") and the resulting actions taken by governments around the world to attempt to contain the spread of the virus impacted our business globally. In particular, shutdowns and other restrictions implemented in many countries impacted the overall mix of demand for our services, with business-to-business activity declining and business-to-consumer activity increasing significantly as consumers migrated online.
This change in customer and product mix impacted our U.S. Domestic operations in particular, with revenue per piece declining. In addition, expenses reflect increases in average daily union hours, lower delivery density, higher average daily miles and increased average daily delivery stops. These factors weighed on our overall operating profit for the quarter.
We expect the elevated level of residential deliveries to continue, although we are unable to predict how long these circumstances will persist. If we are unable to adjust our costs in response to the lower delivery density resulting from this change in mix, operating margins may be compressed, both in the U.S. and internationally.
In our Supply Chain & Freight segment, margins are strongly influenced by the market rates at which we can buy and sell transportation services. If customer demand weakens and market capacity continues to be constrained, our buy-sell spreads may narrow, resulting in lower overall operating margins.
Toward the end of the quarter, we also experienced impacts on our accounts receivable collections as the effects of shutdowns in response to the COVID-19 pandemic disrupted global business activity. As a result, we recorded an incremental allowance for credit losses of $23 million. As global macroeconomic trends evolve, it is possible that we will experience further adverse developments in our allowances for credit losses or be required to recognize impairments of goodwill or other long-lived assets. Separately, we may also continue to experience adverse developments in our casualty self-insurance reserves.
We believe that we remain well positioned for long-term growth, however we cannot reasonably estimate the duration or severity of this pandemic or its ultimate impact on the global economy and our business results and liquidity. For additional information on these risks and uncertainties, see Part II, Item 1A "Risk Factors" in this report.
Highlights of our consolidated results for the first quarter follow:

 Three Months Ended March 31,Change
 20202019$%
Revenue (in millions)$18,035  $17,160  $875  5.1 %
Operating Expenses (in millions)16,963  15,766  1,197  7.6 %
Operating Profit (in millions)$1,072  $1,394  $(322) (23.1)%
Operating Margin5.9 %8.1 %
Net Income (in millions)$965  $1,111  $(146) (13.1)%
Basic Earnings Per Share$1.12  $1.28  $(0.16) (12.5)%
Diluted Earnings Per Share$1.11  $1.28  $(0.17) (13.3)%
Average Daily Package Volume (in thousands)21,125  19,770  6.9 %
Average Revenue Per Piece$10.88  $11.08  $(0.20) (1.8)%

Consolidated revenue increased 5.0% to $18.318 billion for the third quarter of 2019, largely attributable to5.1%, driven by growth in business-to-consumer shipments.
Average daily package volume increased 6.9%, primarily driven by increases in our U.S. Domestic Package segment. For the year-to-date period, consolidated revenue increased 2.9% to $53.526 billion, also driven by results in
In our U.S. Domestic Package segment. For both the threesegment, average revenue per piece decreased as a result of changes in customer and nine months ended September 30, 2019, U.S. Domestic Package realized strong revenue growth across all major products. Volume increases were led by our air products as both consumers and businesses continue to demand faster delivery options.
Consolidated operating profit increased 23.2% to $2.128 billion for the three months ended September 30, 2019 and increased 12.8% to $5.665 billion for the nine months ended September 30, 2019. Operating profit in the U.S. Domestic Package segment improved 28.1% in the third quarter, with continuing expansion of margins primarily attributable to lower unit costs. All three segments expanded operating profit in the third quarter of 2019.
We reported third quarter 2019 net income of $1.750 billion, an increase of 16.0% compared to 2018. Diluted earnings per share increased 16.2% to $2.01. On a year-to-date basis, net income increased 4.8% to $4.546 billion and diluted earnings per share increased 4.8% to $5.23. Growth in operating profit was offset by increases in income taxesproduct mix and lower investment and other income for both the quarter and year-to-date periods.
Our consolidated results are presentedaverage billable weight per piece. Currency movements negatively impacted revenue per piece in the table below:our International Package segment.
42
 Three Months Ended
September 30,
 ChangeChange Nine Months Ended
September 30,
 ChangeChange
 2019 2018 $% 2019 2018 $%
Revenue (in millions)$18,318
 $17,444
 $874
5.0 % $53,526
 $52,013
 $1,513
2.9 %
Operating Expenses (in millions)16,190
 15,717
 473
3.0 % 47,861
 46,993
 868
1.8 %
Operating Profit (in millions)$2,128
 $1,727
 $401
23.2 % $5,665
 $5,020
 $645
12.8 %
Operating Margin11.6% 9.9%    10.6% 9.7%   
Average Daily Package Volume (in thousands)21,014
 19,506
  7.7 % 20,338
 19,349
  5.1 %
Average Revenue Per Piece$11.02
 $11.20
 $(0.18)(1.6)% $11.10
 $11.14
 $(0.04)(0.4)%
Net Income (in millions)$1,750
 $1,508
 $242
16.0 % $4,546
 $4,338
 $208
4.8 %
Basic Earnings Per Share$2.03
 $1.74
 $0.29
16.7 % $5.26
 $5.01
 $0.25
5.0 %
Diluted Earnings Per Share$2.01
 $1.73
 $0.28
16.2 % $5.23
 $4.99
 $0.24
4.8 %






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UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS



Operating expenses increased primarily due to the shift in customer and product mix described above and higher casualty self-insurance accruals.
Operating profit and margin decreased.
We reported net income of $965 million and diluted earnings per share of $1.11. Excluding the after-tax impact of transformation strategy costs of $35 million, adjusted diluted earnings per share was $1.15.
Net cash from operations increased $273 million to $2.6 billion. In response to ongoing economic uncertainties, we have reduced our anticipated capital expenditures by $1.0 billion for 2020. In addition, we have suspended our stock repurchase program for the remainder of the year.




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UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS



Supplemental Information - Items Affecting Comparability
We supplement the reporting of our financial information determined under generally accepted accounting principles (“U.S. GAAP”) with certain non-GAAP financial measures including as applicable, "adjusted" compensation and benefits, operating expenses, operating profit, operating margin, other income and (expense), pre-tax income before income taxes, income tax expense, effective tax rate, net income and earnings per share. Adjusted financial measures may exclude the impact of period-over-period exchange rate changes and hedging activities, and transformation strategy costs, as described below. We believe that these adjusted financialnon-GAAP measures provide additional meaningful information to assist investors and analystsusers of our financial statements in understanding our financial results and assessing our prospects for future performance. We believe these adjusted financial measures are important indicators of our recurring results of operationsongoing performance, because they exclude items that may not be indicative of, or are unrelated to, our underlying operating results,operations, and may provide a useful baseline for analyzing trends in our underlying businesses. Additionally, these adjusted financialnon-GAAP measures are used internally by management for the determination of incentive compensation awards, business unit operating performance analysis and business unit resource allocation.
Amounts presented on an adjusted basis reflect the following:
Three Months Ended March 31,
Non-GAAP Adjustments20202019
Operating Expenses:
Transformation Strategy Costs$45  $123  
Total Adjustments to Operating Expenses45  123  
Income Tax Benefit from Transformation Strategy Costs(10) (30) 
Total Adjustments to Net Income$35  $93  
For additional information regarding our transformation strategy costs, see note 17 to the unaudited, consolidated financial statements included in this report.
We also supplement the reporting of our revenue, revenue per piece and operating profit with non-GAAP measures that exclude the period-over-periodperiod over period impact of foreign currency exchange rate changes and hedging activities. We believe currency-neutral revenue, revenue per piece and operating profit information allows users of our financial statements to understand growth trends in our businessproducts and results. We evaluate the performance of our International Package and Supply Chain & Freight segments on athis currency-neutral basis.
Currency-neutral revenue, revenue per piece and operating profit are calculated by dividing current period reported U.S. dollar revenue, revenue per piece and operating profit by the current period average exchange rates to derive current period local currency revenue, revenue per piece and operating profit. The derived amounts are then multiplied by the average foreign exchange rates used to translate the comparable results for each month in the prior year period (including the period over period impact of foreign currency revenue hedging activities). The difference between the current period reported U.S. dollar revenue, revenue per piece and operating profit and the derived current period U.S. dollar revenue, revenue per piece and operating profit is the period over period impact of currency fluctuations.
Amounts presented on an adjusted basis reflect the following:
  Three Months Ended
September 30,
 Nine Months Ended
September 30,
Non-GAAP Adjustments 2019 2018 2019 2018
Operating Expenses:        
Transformation Strategy Costs $63
 $97
 $207
 $360
Total Adjustments to Operating Expenses 63
 97
 207
 360
Income Tax Benefit from Transformation Strategy Costs (16) (24) (50) (87)
Total Adjustments to Net Income $47
 $73
 $157
 $273
For additional information regarding our transformation strategy costs, see note 17 to the unaudited, consolidated financial statements included in this report.
Non-GAAP financial measures should not be considered in addition to, and notisolation or as an alternativea substitute for our reported results prepared in accordance with U.S. GAAP.the related GAAP measures. Our non-GAAP financial information does not represent a comprehensive basis of accounting. Therefore, our non-GAAP financial informationmeasures may not be comparable to similarly titleddiffer from similar measures reportedused by other companies.

44

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UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS




Results of Operations - Segment Review
The results and discussions that follow are reflective of how our executive management monitors and evaluates the performance of our reporting segments.
Certain operating expenses are allocated among our reporting segments using activity-based costing methods. These activity-based costing methods require us to make estimates that impact the amount of each expense that is attributed to each segment. Changes in these estimates would directly impact the amount of expense allocated to each segment and therefore the operating profit of each reporting segment. Our allocation methodologies are refined periodically, as necessary, to reflect changes in our business. Beginning in 2020, we updated our cost allocation methodology for the Ground with Freight Pricing ("GFP") product. The cost associated with GFP that is allocated from the U.S. Domestic Package segment to UPS Freight, within the Supply Chain & Freight segment, was adjusted to better reflect operational activities associated with this product. As a result, an additional $3 million of expense was allocated to UPS Freight for the quarter ended March 31, 2020. There were no significant changes in our expense allocation methodologies during 2019in 2019.
We are monitoring the impact of COVID-19 on the fair value of our reporting units and indefinite-lived intangible assets. As of March 31, 2020, we concluded that no events had occurred that would more likely than not reduce the fair value of any reporting unit or 2018.indefinite-lived intangible asset below its carrying value as of that date. However, the economic outlook is uncertain. If our future expectations for revenue, earnings and cash flows from our reporting units decrease, it is reasonably possible that goodwill or indefinite-lived intangible assets in one or more of these reporting units could be impaired.




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MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS




U.S. Domestic Package Operations
Three Months Ended
September 30,
 ChangeChange Nine Months Ended
September 30,
 ChangeChange Three Months Ended March 31,Change
2019 2018 $% 2019 2018 $%20202019$%
Average Daily Package Volume (in thousands):             Average Daily Package Volume (in thousands):
Next Day Air1,891
 1,526
 

23.9 % 1,771
 1,462
  21.1 %Next Day Air1,883  1,563  20.5 %
Deferred1,474
 1,256
  17.4 % 1,413
 1,260
  12.1 %Deferred1,492  1,384  7.8 %
Ground14,544
 13,624
  6.8 % 14,068
 13,529
  4.0 %Ground14,669  13,684  7.2 %
Total Avg. Daily Package Volume17,909
 16,406
  9.2 % 17,252
 16,251
  6.2 %
Total Average Daily Package VolumeTotal Average Daily Package Volume18,044  16,631  8.5 %
Average Revenue Per Piece:             Average Revenue Per Piece:
Next Day Air$17.73
 $19.72
 $(1.99)(10.1)% $18.21
 $19.73
 $(1.52)(7.7)%Next Day Air$17.05  $18.70  $(1.65) (8.8)%
Deferred13.23
 13.47
 (0.24)(1.8)% 12.95
 13.36
 (0.41)(3.1)%Deferred12.54  12.49  0.05  0.4 %
Ground8.66
 8.71
 (0.05)(0.6)% 8.72
 8.63
 0.09
1.0 %Ground8.74  8.76  (0.02) (0.2)%
Total Avg. Revenue Per Piece$9.99
 $10.10
 $(0.11)(1.1)% $10.04
 $9.99
 $0.05
0.5 %
Total Average Revenue Per PieceTotal Average Revenue Per Piece$9.92  $10.00  $(0.08) (0.8)%
Operating Days in Period64
 63
    191
 191
   Operating Days in Period64  63  
Revenue (in millions):             Revenue (in millions):
Next Day Air$2,146
 $1,896
 $250
13.2 % $6,160
 $5,510
 $650
11.8 %Next Day Air$2,055  $1,841  $214  11.6 %
Deferred1,248
 1,066
 182
17.1 % 3,494
 3,215
 279
8.7 %Deferred1,197  1,089  108  9.9 %
Ground8,061
 7,475
 586
7.8 % 23,431
 22,293
 1,138
5.1 %Ground8,204  7,550  654  8.7 %
Total Revenue$11,455
 $10,437
 $1,018
9.8 % $33,085
 $31,018
 $2,067
6.7 %Total Revenue$11,456  $10,480  $976  9.3 %
Operating Expenses (in millions):             Operating Expenses (in millions):
Operating Expenses$10,239
 $9,488
 $751
7.9 % $29,995
 $28,374
 $1,621
5.7 %Operating Expenses$11,092  $9,814  $1,278  13.0 %
Transformation Strategy Costs(26) (39) 13
(33.3)% (72) (235) 163
(69.4)%Transformation Strategy Costs(37) (28) (9) 32.1 %
Adjusted Operating Expense$10,213
 $9,449
 $764
8.1 % $29,923
 $28,139
 $1,784
6.3 %Adjusted Operating Expense$11,055  $9,786  $1,269  13.0 %
Operating Profit (in millions) and Operating Margin:     

       Operating Profit (in millions) and Operating Margin:
Operating Profit$1,216
 $949
 $267
28.1 % $3,090
 $2,644
 $446
16.9 %Operating Profit$364  $666  $(302) (45.3)%
Adjusted Operating Profit$1,242
 $988
 $254
25.7 % $3,162
 $2,879
 $283
9.8 %Adjusted Operating Profit$401  $694  $(293) (42.2)%
Operating Margin10.6% 9.1%  

 9.3% 8.5%  

Operating Margin3.2 %6.4 %
Adjusted Operating Margin10.8% 9.5%  

 9.6% 9.3%  

Adjusted Operating Margin3.5 %6.6 %
Revenue
The change in overall revenue was impacted bydue to the following:following factors:
 Volume 
Rates /
Product Mix
 
Fuel
Surcharge
 
Total Revenue
Change
Revenue Change Drivers:       
Third quarter 2019 vs. 201810.9% (1.3)% 0.2% 9.8%
Year-to-date 2019 vs. 20186.2%  % 0.5% 6.7%
VolumeRates /
Product Mix
Fuel
Surcharge
Total Revenue
Change
Revenue Change Drivers:
First quarter 2020 vs. 201910.2 %(0.8)%(0.1)%9.3 %
Volume
Our overall volumeVolume increased across all products in the thirdfirst quarter and year-to-date periods of 2019,2020, led by strong growth in our Next Day Air services driven by one additional operating day and Deferred services duethe continuing structural shift to increasing demand for faster delivery options in e-commerce. Growth was driven primarily from a number of large customers, including Amazon. Volume from small- and formedium-sized business customers remained flat, largely due to the third quarter, one additional operating day.widespread shutdown measures initiated in response to the COVID-19 pandemic.
Business-to-consumer shipments, which represented approximately 52% of the total U.S. Domestic Package average daily volume in the quarter, grew 15.0% (up 9.7% year-to-date) and were driven by overall increases in air and ground volume. Business-to-business shipments increased 3.4% (up 2.6% year-to-date), with volume increases in both air and ground services.

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Business-to-consumer shipments, which represented approximately 55% of the total U.S. Domestic Package average daily volume in the quarter, as compared to approximately 50% in the first quarter of 2019, grew 19.0% driven by growth in e-commerce. In particular, we experienced a significant increase in business-to-consumer volume late in the quarter as restrictions implemented in response to COVID-19 drove more consumers online. Business-to-business shipments decreased 1.9%, driven by lower volume in our ground products as a result of declines in returns services; in part offset by growth in our air products.
AmongWithin our air products, overall average daily volume increased in the thirdfirst quarter and year-to-date periods of 20192020 for both our Next Day Air and Deferred services. Strong air volume growth continued for those products aligned primarily with business-to-consumer shipping, including ourin residential Next Day Air and Second Day packagePackage products, as consumers and businesses continuecontinued to demand faster e-commerce delivery options. This demand further increased in the last month of the quarter, as the impacts of COVID-19 drove a significant increase in business-to-consumer volume. This growth was slightly offset by declines in Next Day Air letter and Second Day letterLetter volume due to shifts in customer preferences.
InResidential ground volume also increased in the thirdfirst quarter and year-to-date periods, we experienced year over year growth in residential ground products,of 2020, driven by changes in customer mix whileresulting from continued growth in grounde-commerce, which also intensified as COVID-19 restrictions came into effect. Ground commercial products was partly driven by retail return services.volume declined in the latter part of the first quarter as many businesses closed in response to government restrictions.
Rates and Product Mix
Overall revenue per piece decreased for the thirdfirst quarter of 20192020 due to changes in customer and product mix and fuel surcharge rates. On a year-to-date basis, revenue per piece increased due torates, partially offset by changes in base rates, customer and product mix and fuel surcharge rates.
Revenue per piece for ground and air products on a year-to-date basis was positively impacted by a base rate increase onin December 26, 2018. UPS2019. Ground rates and UPS Airair services rates increased an average net 4.9%.
Revenue per piece for our Next Day Air servicesproducts decreased in both the thirdfirst quarter and year-to-date periods of 2019.2020. This decrease was primarily driven by a shift in customer and product mix and a decrease in average billable weight per piece, which was partially offset by anthe increase in base rates.rates described above.
Revenue per piece for our Deferred services decreasedproducts increased slightly in the thirdfirst quarter and year-to-date periods of 20192020 due to an unfavorablethe increase in base rates, partially offset by a shift in customer and product mix and a decrease in average billable weight per piece, partially offset by an increase in base rates.piece.
Revenue per piece for our groundGround products decreased slightly for the thirdfirst quarter primarily due to customer mix and a decrease in average billable weight per piece, partially offset by base rate increases and favorable product mix. On a year-to-date basis, revenue per piece for ground products increased due to favorable customer and product mix and base rate increases.
Lower fuel surcharge rates negatively impacted revenue per piece for ground products in the third quarter of 2019. On a year-to-date basis, revenue per piece for ground products was positively impacted by fuel surcharge rate increases during 2018. Fuel surcharge rates for air products decreased slightly in the third quarter and year-to-date periods of 2019.Surcharges
UPS appliesWe apply a fuel surcharge onto domestic air and ground services.services that is adjusted weekly. The air fuel surcharge is based on the U.S. Department of Energy’s (“DOE”) Gulf Coast spot price for a gallon of kerosene-type jet fuel, while the ground fuel surcharge is based on the DOE’s On-Highway Diesel Fuel price. Based on published rates, the average fuel surcharges for domestic air and ground products were as follows:
 Three Months Ended March 31,Change
 20202019% Point
Next Day Air / Deferred5.9 %7.2 %(1.3)%
Ground7.2 %7.1 %0.1 %
 Three Months Ended
September 30,
 Change Nine Months Ended
September 30,
 Change
 2019
2018 % Point 2019 2018 % Point
Next Day Air / Deferred7.3% 8.0% (0.7)% 7.4% 7.6% (0.2)%
Ground7.1% 7.3% (0.2)% 7.2% 6.8% 0.4 %
In October 2018,Effective March 2, 2020, the fuel surcharges for U.S. air and ground fuel surcharge rates were raised for all thresholds, and in October and December 2018, Domestic Air fuel surcharge rates were increased for all thresholds. Ground surcharges will continue to be based on the national U.S. Average On-Highway Diesel Fuel price and adjusted weekly.services increased.
While fluctuations in fuel surcharge percentages can be significant from period to period, fuel surcharges representare only one of the many individual components of our pricing structure that impact our overall revenue and yield. Additional components include the mix of services sold, the base price and additional charges, we obtain for these services and the level of pricing discounts offered.
Total domestic fuel surcharge revenue increaseddecreased by $21$6 million in the thirdfirst quarter of 20192020 as a result of lower fuel surcharge indices, largely offset by increases in package volume partially offset by lower fuel surcharge rates for the quarter. On a year-to-date basis, fuel surcharge revenue increased by $152 million due to the overall increaseand shifts in package volume, as well as increases in the surcharge indices.

product mix.
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RESULTS OF OPERATIONS




Operating Expenses
Operating expenses, and operating expenses excluding the year over year impact of transformation strategy costs, increased in the thirdfirst quarter of 2019,2020, primarily due to pickup and delivery costs (up $446$723 million), the costs of operating our domestic integrated air and ground network (up $177$284 million), the costs of package sorting (up $113$156 million) and other indirect operating costs (up $28$106 million).
The growthincrease in pickup and delivery and network costsexpense was impacteddriven by several factors:
Higher employee compensation and benefit costs largely resulting from (1) from:
volume growth driven by an increase in business-to-consumer shipments, which resulted in an increase in average daily union labor hours of 7.0%8.6%; (2)
union pay rate and benefit increases; and (3)
growth in the overall size of the workforce due to facility expansions. These increases were partially offset by productivity improvements. workforce.
We incurred higher employee benefit expenses due to additional headcount, contractual contribution rate increases to union multiemployer plans, and changes in benefit eligibility for certain union employees. These increases were partially offset by productivity improvementsemployees and lower pension expensehigher service costs for our company-sponsored pension and postretirement plans, due to higherprimarily driven by lower discount rates used to measure the projected benefit obligations which reduced service costs.of these plans. Workers' compensation expense increased $102 million as a result of additional headcount, medical and wage inflation and claims experience.
Higher fuel expense in the third quarter of 2019 was primarily driven by increased network volume, which resulted in higher fuel and alternative fuel usage. Aircraft block hours increased 13.8%, daily package delivery stops increased 14.1% and daily delivery miles increased 9.2%. These increases were partially offset by year over year declines in fuel prices, as well as improved delivery stops per mile.
Lower costs for outside contract carriers were driven by retaining additional volume withinenhancements to our network.
OnSelf-insured automobile liability losses increased by $102 million compared to the first quarter of 2019 due to business growth and increases in both the frequency and severity of incidents. Insurance reserves are established based on actuarial estimates of the loss that we will ultimately incur on reported claims, as well as estimates of claims that have been incurred but not reported, and take into account a year-to-date basis, operating expenses,number of factors including our history of claim losses, total miles driven and operating expensesthe impact of safety improvement initiatives.
Total cost per piece, and total cost per piece excluding the impact of transformation strategy costs, increased largely due to pickup and delivery costs (up $904 million), network costs (up $503 million), the cost of package sorting (up $295 million) and other indirect operating costs (up $82 million). These increases were primarily driven by higher volume, increased employee compensation costs and increased fuel costs, with higher fuel consumption partially offset by declines in fuel prices. Alternative fuel costs were higher year over year due to alternative fuel tax credits received in 2018.
Total cost per piece, which includes transformation strategy costs, decreased 2.7%2.5% for the thirdfirst quarter of 2019 (down 0.4% for the year-to-date period). Excluding the year over year impact of transformation strategy costs, adjusted cost per piece decreased 2.5% in the third quarter and remained relatively flat year-to-date.2020. Cost per piece growth rates have slowed overincreased as the last several quarters as we have begunelevated level of residential deliveries, driven by restrictions introduced in response to realize the benefits ofCOVID-19, negatively impacted our new automated facilitiesdelivery density, particularly during March. This contributed to a 14.9% increase in package delivery stops per day and other transformation initiatives.a 9.4% increase in average daily miles.
Operating Profit and Margin
OperatingAs a result of the factors described above, operating profit increased $267decreased $302 million for the thirdfirst quarter of 2019 (up $446 million year-to-date),2020, with operating margins increasing 150decreasing 320 basis points to 10.6% (up 80 basis points to 9.3% year-to-date)3.2%. Excluding the year over year impact of transformation strategy costs, adjusted operating profit increased $254decreased $293 million for the thirdfirst quarter, (up $283 million year-to-date), with adjusted operating margins increasing 130decreasing 310 basis points to 10.8% (up 30 basis points to 9.6% year-to-date)3.5%. Operating profit increased as a result of the items described above.

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RESULTS OF OPERATIONS




International Package Operations
Three Months Ended
September 30,
 Change Change Nine Months Ended
September 30,
 Change Change Three Months Ended March 31,Change
2019 2018 $ % 2019 2018 $ % 20202019$%
Average Daily Package Volume (in thousands):               Average Daily Package Volume (in thousands):
Domestic1,668
 1,663
   0.3 % 1,661
 1,662
   (0.1)%Domestic1,668  1,688  (1.2)%
Export1,437
 1,437
    % 1,425
 1,436
   (0.8)%Export1,413  1,451  (2.6)%
Total Avg. Daily Package Volume3,105
 3,100
   0.2 % 3,086
 3,098
   (0.4)%
Total Average Daily Package VolumeTotal Average Daily Package Volume3,081  3,139  (1.8)%
Average Revenue Per Piece:               Average Revenue Per Piece:
Domestic$6.45
 $6.47
 $(0.02) (0.3)% $6.52
 $6.60
 $(0.08) (1.2)%Domestic$6.44  $6.49  $(0.05) (0.8)%
Export29.06
 29.32
 (0.26) (0.9)% 29.29
 29.43
 (0.14) (0.5)%Export28.32  28.78  (0.46) (1.6)%
Total Avg. Revenue Per Piece$16.92
 $17.06
 $(0.14) (0.8)% $17.04
 $17.18
 $(0.14) (0.8)%
Total Average Revenue Per PieceTotal Average Revenue Per Piece$16.48  $16.79  $(0.31) (1.8)%
Operating Days in Period64
 63
     191
 191
    Operating Days in Period64  63  
Revenue (in millions):               Revenue (in millions):
Domestic$689
 $678
 $11
 1.6 % $2,069
 $2,094
 $(25) (1.2)%Domestic$688  $690  $(2) (0.3)%
Export2,673
 2,654
 19
 0.7 % 7,972
 8,073
 (101) (1.3)%Export2,561  2,631  (70) (2.7)%
Cargo and Other132
 146
 (14) (9.6)% 417
 446
 (29) (6.5)%Cargo and Other134  138  (4) (2.9)%
Total Revenue$3,494
 $3,478
 $16
 0.5 % $10,458
 $10,613
 $(155) (1.5)%Total Revenue$3,383  $3,459  $(76) (2.2)%
Operating Expenses (in millions):      

       

Operating Expenses (in millions):
Operating Expenses$2,827
 $2,942
 $(115) (3.9)% $8,600
 $8,865
 $(265) (3.0)%Operating Expenses$2,832  $2,931  $(99) (3.4)%
Transformation Strategy Costs(26) (40) 14
 (35.0)% (112) (76) (36) 47.4 %Transformation Strategy Costs(7) (84) 77  (91.7)%
Adjusted Operating Expenses$2,801
 $2,902
 $(101) (3.5)% $8,488
 $8,789
 $(301) (3.4)%Adjusted Operating Expenses$2,825  $2,847  $(22) (0.8)%
Operating Profit (in millions) and Operating Margin:Operating Profit (in millions) and Operating Margin:              Operating Profit (in millions) and Operating Margin:
Operating Profit$667
 $536
 $131
 24.4 % $1,858
 $1,748
 $110
 6.3 %Operating Profit$551  $528  $23  4.4 %
Adjusted Operating Profit$693
 $576
 $117
 20.3 % $1,970
 $1,824
 $146
 8.0 %Adjusted Operating Profit$558  $612  $(54) (8.8)%
Operating Margin19.1% 15.4%     17.8% 16.5%    Operating Margin16.3 %15.3 %
Adjusted Operating Margin19.8% 16.6%     18.8% 17.2%    Adjusted Operating Margin16.5 %17.7 %
Currency Benefit / (Cost) – (in millions)*:Currency Benefit / (Cost) – (in millions)*:              Currency Benefit / (Cost) – (in millions)*:
Revenue      $(24)       $(222)Revenue$(19) 
Operating Expenses      56
       268
Operating Expenses41  
Operating Profit      $32
       $46
Operating Profit$22  
* Net of currency hedging; amount represents the change in currency translation compared to the prior year.* Net of currency hedging; amount represents the change in currency translation compared to the prior year.        * Net of currency hedging; amount represents the change in currency translation compared to the prior year.
Revenue
The change in overall revenue was impacted bydue to the following:
VolumeRates /
Product Mix
Fuel
Surcharge
CurrencyTotal Revenue
Change
Revenue Change Drivers:
First quarter 2020 vs. 2019(0.3)%(1.3)%— %(0.6)%(2.2)%
 Volume 
Rates /
Product Mix
 
Fuel
Surcharge
 Currency 
Total Revenue
Change
Revenue Change Drivers:         
Third quarter 2019 vs. 20181.8 % (0.6)% % (0.7)% 0.5 %
Year-to-date 2019 vs. 2018(0.4)% 0.9 % 0.1% (2.1)% (1.5)%



Volume
Our overall averageAverage daily volume increased slightlydecreased in the thirdfirst quarter of 2019 due to growth in domestic products while export products remained flat. Average daily volume2020 for both domestic and export products decreasedproducts. Business-to-consumer volume increased throughout the first quarter, with notably strong growth in the year-to-date period.
Average daily volumeMarch, as isolation measures introduced by many countries in response to COVID-19 drove consumers online. This growth was impacted by lower demand across a number of sectors including government, automotive, high tech, retail, manufacturing and professional services, partiallymore than offset by higher demanda decrease in healthcare and other sectors. Business-to-consumerbusiness-to-business shipments remained relatively flat foras the quarter and year-to-date periods.pandemic negatively impacted business operations globally.

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DomesticAverage daily volume increased slightlywas impacted by lower demand across a number of sectors, particularly manufacturing and technology. These declines were partially offset by higher demand in the third quarter of 2019, with growth in several Europeanonline retail and other markets. On a year-to-date basis, domestic volume remained flat as overall economic declines offset these pockets of growth.government sectors.
Export volume remained flatdecreased in the thirdfirst quarter and declined for the year-to-date period. Intra-European volume grew slightly in the third quarter, but remained flat year-to-date. Volume on the Europe to U.S. and Europe to U.K. trade lanes declined, due in part to continued uncertainty around Brexit. U.S. export volume decreasedof 2020 across allmost major trade lanes withlanes. Exports from China grew strongly in March, as China began to resume economic activity following the exception ofwidespread shutdown triggered by COVID-19. However, these gains were not significant enough to overcome the U.S. to ISMEA lane, while Asia export volumes grew in all major trade lanes with the exception of the United States.large declines experienced elsewhere. Export volume for the quarter and year-to-date periods was strongestgrew slightly in our non-premium expedited and standard products such as Worldwide Expedited and Transborder Standard, offset by larger declines in our premium Worldwide and Transborder Express services.
Domestic volume also decreased in the majority of our markets in the first quarter of 2020 as a result of the COVID-19 pandemic. The decline in domestic volumes was driven by Europe, with significant declines occurring in the second half of March.
Rates and Product Mix
OnIn December 26, 20182019 we implemented an average 4.9% net increase in base and accessorial rates for international shipments originating in the United States. Rate changes for shipments originating outside the U.S. are made throughout the year and vary by geographic market.
Total average revenue per piece decreased 60 basis points due1.8% in the first quarter of 2020, of which 0.5% was attributable to currency in the third quarter of 2019 (210 basis point decrease year-to-date).movements. Excluding the impact of currency, revenue per piece decreased 0.2% (increased 1.3% year-to-date). Revenue per piece for the thirdfirst quarter was negatively impacted by declines in fuel surcharge indices. On a quarter-to-date and year-to-date basis, revenue per piece was positively impacted by base rate increases.indices, as well as the continued shift from our premium to non-premium products.
Domestic revenue per piece decreased 260 basis points due0.8% in the first quarter of 2020, of which 1.7% was attributable to currency in the third quarter of 2019 (500 basis point decrease year-to-date).movements. Excluding the impact of currency, revenue per piece increased 2.3% (3.8% year-to-date)0.9% due to increases in base rate increases.rates.
Export revenue per piece decreased 20 basis points due1.6% in the first quarter of 2020, of which 0.2% was attributable to currency in the third quarter of 2019 (150 basis point decrease year-to-date).movements. Excluding the impact of currency, revenue per piece decreased 0.7% (increased 1.0% year-to-date)1.4%. In the thirdfirst quarter, the trend towards our non-premium services drove a decrease in export revenue per piece. On a year-to-date basis, the shift in customer preferences waspiece which more than offset by base rate increases.
We maintainare implementing changes to our international rates to better reflect the rapidly changing environment. We constantly monitor rates and makes adjustments where feasible.
Fuel Surcharges
We apply fuel surcharges on our international air and ground services. The fuel surcharges for international air productsservices originating inside or outside the United States are largely indexed to the DOE's Gulf Coast spot price for a gallon of kerosene-type jet fuel. The fuel surcharges for ground products originating outside the United States are indexed to fuel prices in the region or country where the shipment originates.
While fluctuations in fuel surcharge percentages can be significant from period to period, fuel surcharges represent one of the many individual components of our pricing structure that impactsimpact our overall revenue and yield. Additional components include the mix of services sold, the base price and extra service charges we obtain and the level of pricing discounts offered. Total international fuel surcharge revenue decreased $11$7 million forin the thirdfirst quarter of 2019 ($20 million year-to-date),2020 due to decreasesthe overall decrease in volume and declines in fuel surcharge indices. For the third quarter, this impact was partially offset by changes in product mix.
Operating Expenses
Operating expenses, and operating expenses excluding the year over year impact of transformation strategy costs, decreased in the thirdfirst quarter and year-to-date periods of 2019.2020. These decreases arewere the result of effective management of network capacity and cost in response to lower volumes within our air, ground and local pickup and delivery networks, combined with lower fuel prices and favorable currency exchange rate movements.
In addition to variability in usage and market prices, the manner in which we purchase fuel also influences the net impact of fuel costs on our results. The majority of our contracts for fuel purchases utilize index-based pricing formulas plus or minus a fixed locational/supplier differential. While many of the indices are aligned, each index may fluctuate at a different pace, driving variability in the prices paid for fuel. Because of this, our operating results may be affected should the market price of fuel suddenly change by a significant amount or change by amounts that do not result in an adjustment in our fuel surcharges, which can significantly affect our earnings either positively or negatively in the short-term.
The costs of operating our integrated international air and ground network decreased $36 million for the third quarter of 2019 ($72 million year-to-date). The decrease in network costs was primarily driven by a 1.1% decrease in aircraft block hours and relatively flat package volumes in the third quarter of 2019 (1.8% decrease in block hours year-to-date), together with lower fuel prices. Additionally, pickup and delivery costs decreased $17 million in the third quarter of 2019 ($107 million year-to-date).

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The costs of operating our integrated international air and ground network decreased $32 million in the first quarter of 2020. This was driven by a 2.7% decrease in aircraft block hours resulting from lower package volume, together with lower fuel prices. Pickup and delivery costs increased $5 million due to shifts in customer and product mix. The remaining decrease in operating expenses in the thirdfirst quarter was largely dueattributable to a $40 million gain from the sale of surplus propertychanges in Canada, as well as decreases in theother employee benefits costs of package sorting and other indirect operating costs.favorable currency exchange rate movements.
Operating Profit and Margin
OperatingAs a result of the factors described above, operating profit increased $131$23 million in the thirdfirst quarter of 2019 ($110 million year-to-date),2020, with operating margin increasing 370100 basis points to 19.1% (increase of 130 basis points to 17.8% year-to-date)16.3%. Excluding the year over year impact of transformation strategy costs, adjusted operating profit increaseddecreased for the thirdfirst quarter of 2019 and year-to-date periods,2020, with adjusted operating margin up 320down 120 basis points to 19.8% (up 160 basis points to 18.8% year-to-date)16.5%. Operating profit increased as a result of the items described above.

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Supply Chain & Freight Operations
Three Months Ended
September 30,
 Change Change Nine Months Ended
September 30,
 Change Change Three Months Ended March 31,Change
2019
2018 $ % 2019 2018 $ % 20202019$%
Freight LTL Statistics:               Freight LTL Statistics:
Revenue (in millions)$699
 $735
 $(36) (4.9)% $2,040
 $2,122
 $(82) (3.9)%Revenue (in millions)$637  $635  $ 0.3 %
Revenue Per Hundredweight$26.71
 $25.70
 $1.01
 3.9 % $26.39
 $25.29
 $1.10
 4.3 %Revenue Per Hundredweight$26.50  $26.10  $0.40  1.5 %
Shipments (in thousands)2,441
 2,603
   (6.2)% 7,064
 7,710
   (8.4)%Shipments (in thousands)2,225  2,183  1.9 %
Shipments Per Day (in thousands)38.1
 41.3
   (7.7)% 37.0
 40.4
   (8.4)%Shipments Per Day (in thousands)34.8  34.7  0.3 %
Gross Weight Hauled (in millions of lbs)2,617
 2,860
   (8.5)% 7,730
 8,391
   (7.9)%Gross Weight Hauled (in millions of lbs)2,404  2,433  (1.2)%
Weight Per Shipment (in lbs)1,072
 1,098
   (2.4)% 1,094
 1,088
   0.6 %Weight Per Shipment (in lbs)1,081  1,115  (3.0)%
Operating Days in Period64
 63
     191
 191
    Operating Days in Period64  63  
Revenue (in millions):               Revenue (in millions):
Forwarding$1,472
 $1,672
 $(200) (12.0)% $4,384
 $4,936
 $(552) (11.2)%Forwarding$1,373  $1,416  $(43) (3.0)%
Logistics846
 790
 56
 7.1 % 2,511
 2,356
 155
 6.6 %Logistics845  832  13  1.6 %
Freight852
 867
 (15) (1.7)% 2,486
 2,497
 (11) (0.4)%Freight766  773  (7) (0.9)%
Other199
 200
 (1) (0.5)% 602
 593
 9
 1.5 %Other212  200  12  6.0 %
Total Revenue$3,369
 $3,529
 $(160) (4.5)% $9,983
 $10,382
 $(399) (3.8)%Total Revenue$3,196  $3,221  $(25) (0.8)%
Operating Expenses (in millions):               Operating Expenses (in millions):
Operating Expenses$3,124
 $3,287
 $(163) (5.0)% $9,266
 $9,754
 $(488) (5.0)%Operating Expenses$3,039  $3,021  $18  0.6 %
Transformation Strategy Costs(11) (18) 7
 (38.9)% (23) (49) 26
 (53.1)%Transformation Strategy Costs(1) (11) 10  (90.9)%
Adjusted Operating Expenses:$3,113
 $3,269
 $(156) (4.8)% $9,243
 $9,705
 $(462) (4.8)%Adjusted Operating Expenses:$3,038  $3,010  $28  0.9 %
Operating Profit (in millions) and Operating Margin:Operating Profit (in millions) and Operating Margin:              Operating Profit (in millions) and Operating Margin:
Operating Profit$245
 $242
 $3
 1.2 % $717
 $628
 $89
 14.2 %Operating Profit$157  $200  $(43) (21.5)%
Adjusted Operating Profit$256
 $260
 $(4) (1.5)% $740
 $677
 $63
 9.3 %Adjusted Operating Profit$158  $211  $(53) (25.1)%
Operating Margin7.3% 6.9%     7.2% 6.0%    Operating Margin4.9 %6.2 %
Adjusted Operating Margin7.6% 7.4%     7.4% 6.5%    Adjusted Operating Margin4.9 %6.6 %
Currency Benefit / (Cost) – (in millions)*:Currency Benefit / (Cost) – (in millions)*:              Currency Benefit / (Cost) – (in millions)*:
Revenue    $(20)       $(70)  Revenue$(48) 
Operating Expenses    13
       61
  Operating Expenses47  
Operating Profit    $(7)       $(9)  Operating Profit$(1) 
* Amount represents the change in currency translation compared to the prior year.* Amount represents the change in currency translation compared to the prior year.        * Amount represents the change in currency translation compared to the prior year.

 Three Months Ended March 31,Change
 20202019$%
Transformation Strategy Costs (in millions):
Forwarding$ $ $(4) (80.0)%
Logistics—   (6) (100.0)%
Total Transformation Strategy Costs$ $11  $(10) (90.9)%




52
 Three Months Ended
September 30,
 Change Change Nine Months Ended
September 30,
 Change Change
 2019 2018 $ % 2019 2018 $ %
Transformation Strategy Costs (in millions):               
Forwarding$5
 $11
 $(6) (54.5)% $11
 $16
 $(5) (31.3)%
Logistics6
 6
 
  % 12
 22
 (10) (45.5)%
Freight
 
 
 N/A 
 6
 (6) (100.0)%
Other
 1
 (1) (100.0)% 
 5
 (5) (100.0)%
Total Transformation Strategy Costs$11
 $18
 $(7) (38.9)% $23
 $49
 $(26) (53.1)%



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RESULTS OF OPERATIONS




Revenue
Total revenue for the Supply Chain & Freight segment decreased $160$25 million in the thirdfirst quarter of 2019 ($399 million year-to-date)2020 compared with 2018.2019.
Forwarding revenue decreased primarily due to an overall decline in market demand that was impacteddriven by globalcontinuing trade uncertainties.uncertainties and the COVID-19 pandemic. This led to lower tonnage and volume in our internationalNorth American air freight and ocean freight forwarding businesses, as well as declines in rates charged to our customers. In addition, capacity surplusmarket pricing pressure in the truckload brokerage market depressed rates, contributingcontributed to the year over year decreasedecline in revenue. These decreases were partially offset by yield management initiatives.an increase in revenue in our international air freight forwarding business. Volume on Asia-outbound lanes began to recover in March following declines in the first two months of the quarter that were driven by shutdowns initiated in response to COVID-19.
Logistics revenue increased as we experienceddue to volume growth in the healthcare sector, partly resulting from increased demand for healthcare logistics and distribution solutions in response to COVID-19. In addition, our mail services healthcare, retailbusiness experienced revenue growth due to a favorable shift in product mix. Revenue from most other sectors declined as the economic impacts of the pandemic spread to Europe and manufacturing sectors.North America toward the end of the quarter.
UPS Freight revenue decreased in the third quarter of 2019 as a result of volume and revenue management initiatives that drove declines in tonnage and shipment volume.our truckload product. These decreases were partially offset by increased yields as well as increasesan increase in our Ground Freight Pricing productLTL revenue per hundredweight and average daily LTL shipments. The increase in LTL revenue per hundredweight was largely due to higher volume.base rate increases that took effect in March 2020. While the impact of COVID-19 resulted in volume declines for our GFP product, revenue from this product remained flat year over year due to overall rate increases.
Operating Expenses
Total operating expenses for the Supply Chain & Freight segment, and operating expenses excluding the year over year impact of transformation strategy costs, decreasedincreased in the thirdfirst quarter and year-to-date periods of 2019.2020.
Forwarding operating expenses decreased $178 million ($555 million year-to-date), largely due to reductions in purchased transportation.$5 million. Purchased transportation expense decreased $144 million ($529 million year-to-date), primarily due to lower tonnage and market ratesincreased, as volume increases in our international air freight forwarding business and a decreasetruckload brokerage businesses outpaced the declines in tonnage and volume in our North American air freight and market rates in truckload brokerage. Costocean freight forwarding businesses. This increase was more than offset by cost management initiatives also contributed to the reduction in operating expenses.initiatives.
Logistics operating expenses increased $49$2 million, ($140 million year-to-date), primarily due to increases in purchased transportation expense that were driven by increased volume and business investments in healthcare quality assurance and technology. Increased rates for mail services also contributed toand volume growth in the increase in purchased transportation expenses.healthcare sector.
UPS Freight operating expenses decreased $24increased $14 million, ($60 million year-to-date), largely due to decreasesincreases in costs associated with operating our linehaul network ($24 million quarter-to-datereserves for self-insured workers' compensation and $52 million year-to-date) and decreasesautomobile liability claims, an increase in cost per LTL shipment driven by higher pickup and delivery costs ($12expense and an additional $3 million quarter-to-date and $40 million year-to-date). These reductions were driven by a lower expense from outside transportation carriers as a result of a decline in tonnage and lower fuel surcharges. These decreases were partially offset by increases in transportation expenseallocated cost for our Ground Freight Pricing product due to higher volumes. Additionally, cost management initiatives and production improvements contributed to the reduction in operating expenses.GFP product.
Operating Profit and Margin
Total As a result of the factors described above, operating profit for the Supply Chain & Freight segment increased $3decreased $43 million in the thirdfirst quarter of 2019 ($89 million year-to-date)2020 compared with 2018.2019. Excluding the year over year impact of transformation strategy costs, adjusted operating profit decreased $4 million (increased $63 million year-to-date). Operating profit was impacted by the items described above.$53 million.



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Consolidated Operating Expenses
 Three Months Ended March 31,Change
 20202019$%
Operating Expenses (in millions):
Compensation and benefits$10,086  $9,317  $769  8.3 %
Transformation Strategy Costs(12) (106) 94  (88.7)%
Adjusted Compensation and benefits10,074  9,211  863  9.4 %
Repairs and maintenance563  434  129  29.7 %
Depreciation and amortization648  568  80  14.1 %
Purchased transportation2,931  2,966  (35) (1.2)%
Fuel761  770  (9) (1.2)%
Other occupancy383  371  12  3.2 %
Other expenses1,591  1,340  251  18.7 %
Total Other expenses6,877  6,449  428  6.6 %
Other Transformation Strategy Costs(33) (17) (16) 94.1 %
Adjusted Total Other expenses6,844  6,432  412  6.4 %
Total Operating Expenses$16,963  $15,766  $1,197  7.6 %
Adjusted Total Operating Expenses$16,918  $15,643  $1,275  8.2 %
Currency (Benefit) / Cost - (in millions)*$(88) 
* Amount represents the change in currency translation compared to the prior year.
 Three Months Ended
September 30,
 Change Change Nine Months Ended
September 30,
 Change Change
 2019 2018 $ % 2019 2018 $ %
Operating Expenses (in millions):               
Compensation and benefits$9,590
 $9,015
 $575
 6.4 % $28,206
 $27,084
 $1,122
 4.1 %
Transformation strategy costs(41) (70) 29
 (41.4)% (149) (262) 113
 (43.1)%
Adjusted Compensation and benefits9,549
 8,945
 604
 6.8 % 28,057
 26,822
 1,235
 4.6 %
                
Repairs and maintenance485
 437
 48
 11.0 % 1,392
 1,294
 98
 7.6 %
Depreciation and amortization587
 524
 63
 12.0 % 1,730
 1,662
 68
 4.1 %
Purchased transportation2,984
 3,216
 (232) (7.2)% 8,950
 9,570
 (620) (6.5)%
Fuel824
 867
 (43) (5.0)% 2,451
 2,469
 (18) (0.7)%
Other occupancy346
 321
 25
 7.8 % 1,039
 1,003
 36
 3.6 %
Other expenses1,374
 1,337
 37
 2.8 % 4,093
 3,911
 182
 4.7 %
Total Other expenses6,600

6,702
 (102) (1.5)% 19,655
 19,909
 (254) (1.3)%
Other Transformation strategy costs(22) (27) 5
 (18.5)% (58) (98) 40
 (40.8)%
Adjusted Total Other expenses6,578

6,675
 (97) (1.5)% 19,597
 19,811
 (214) (1.1)%
                
Total Operating Expenses$16,190
 $15,717
 $473
 3.0 % $47,861
 $46,993
 $868
 1.8 %
Adjusted Total Operating Expenses$16,127
 $15,620
 $507
 3.2 % $47,654
 $46,633
 $1,021
 2.2 %
     

          
                
Currency (Benefit) / Cost - (in millions)*    $(69)       $(329)  
* Amount represents the change in currency translation compared to the prior year.        


 Three Months Ended
September 30,
 Change Change Nine Months Ended
September 30,
 Change Change
 2019 2018 $ % 2019 2018 $ %
Transformation Strategy and Other Costs (in millions):              
Compensation$6
 $
 $6
 N/A
 $8
 $
 $8
 N/A
Benefits35
 70
 (35) (50.0)% 141
 262
 (121) (46.2)%
Depreciation and Amortization
 
 
 N/A
 
 12
 (12) (100.0)%
Other Occupancy2
 
 2
 N/A
 6
 
 6
 N/A
Other Expenses20
 27
 (7) (25.9)% 52
 86
 (34) (39.5)%
Total Transformation Strategy and Other Costs$63
 $97
 $(34) (35.1)% $207
 $360
 $(153) (42.5)%
 Three Months Ended March 31,Change
 20202019$%
Transformation Strategy Costs (in millions):
Compensation$ $—  $ N/M  
Benefits 106  (102) (96.2)%
Other occupancy —   N/M  
Other expenses31  17  14  82.4 %
Total Transformation Strategy Costs$45  $123  $(78) (63.4)%
Compensation and Benefits
Total compensation and benefits, and total compensation and benefits excluding the year over year impact of transformation strategy costs, increased in the first quarter of 2020.
Total compensation costs increased $353 million or 6.4%. Excluding the year over year impact of transformation strategy costs, adjusted compensation costs increased $345 million largely due to higher U.S. Domestic direct labor costs. These costs increased as a result of additional headcount, driven by U.S. Domestic average daily volume growth that resulted in an increase in average daily union hours of 8.6%. Contractual union wage increases also contributed to the increase in compensation costs for the third quarter and year-to-date periods of 2019.hourly employees.

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RESULTS OF OPERATIONS




Total compensation costs increased $371 million or 6.8% for the third quarter of 2019 ($725 million or 4.5% year-to-date). Excluding the year over year impact of transformation strategy costs, adjusted compensation increased $365 million ($717 million year-to-date) largely due to higher U.S. Domestic hourly and management compensation costs. U.S. Domestic compensation costs for hourly employees increased as a result of an increase in headcount for the third quarter of 2019, driven by an average daily volume increase of 9.2% (6.2% year-to-date). The increase in volume resulted in an increase in average daily union hours of 7.0% (4.5% year-to-date). Contractual union wage increases also contributed to the increase in compensation for hourly employees, but were partially offset by productivity improvements. Compensation costs for management employees increased primarily due to growth in the overall size of the workforce.
Benefits expense increased $204 million for the third quarter of 2019 ($397 million year-to-date).$416 million. Excluding the year over year impact of transformation strategy costs, adjusted benefits costs increased $239$518 million for the third quarter of 2019 ($518 million year-to-date) due to the following:
Health and welfare costs increased $186$165 million, for the third quarter ($390 million year-to-date), driven by increased contributions to multiemployer plans due to contractual rate increases, an overall increase in the size of the workforce, contractual rate increases and changes in eligibility for certain union employees.
Pension and retirementpostretirement benefits decreased $3increased $158 million for the third quarter ($6 million year-to-date) as lowerdue to higher service cost for company-sponsored plans, was largely offsetprimarily driven by a reduction in discount rates, increased contributions to multiemployer plans due to contractually-mandated contribution increases to multiemployer plans.and an overall increase in the size of the workforce.
Vacation, excused absence, payroll taxes and other expenses increased $57$85 million, for the third quarter ($134 million year-to-date), primarily driven by salary increases and growth in the overall size of the workforce.
Workers' compensation expense decreased $1increased $110 million driven by an increase in the overall size of the workforce, wage and medical inflation and unfavorable claims trends. We evaluate the total potential range of actuarial outcomes when estimating losses that will ultimately be incurred. See note 1 to the audited, consolidated financial statements in our Annual Report on Form 10-K for the third quarter (remained flat year-to-date). Insurance reserves are established based on actuarial estimatesyear ended December 31, 2019, for a further description of the loss that we will ultimately incur on reported workers' compensation claims, as well as estimates of claims that have been incurred but not reported, and take into account a number of factors including our history of claim losses, payroll growth and the impact of safety improvement initiatives.this policy.
Repairs and Maintenance
The increase in repairs and maintenance expense for the third quarter and year-to-date periods of 2019 was driven by additional aircraft engine maintenance of our aircraft,events, as well as increased routine repairs to buildings and facilities and maintenance of our other transportation equipment.
Depreciation and Amortization
We evaluate the useful lives of our property, plantDepreciation and equipment based on our usage, maintenance and replacement policies, and taking into account physical and economic factors that may affect the useful lives of the assets. Refer to note 1 in the audited consolidated financial statements included in our Annual Report on Form 10-K for further description of our policy.
In the third quarter of 2019, depreciationamortization expense increased $94 million, and net income decreased by $75 million, or $0.09 per share on a basic and diluted basis, as a result of the additional investments in property, plantfacility automation and equipment, netcapacity expansion projects, increases in the size of disposalsour vehicle and assets becoming fully depreciated. Depreciationaircraft fleets and investments in internally developed software.
Purchased Transportation
The overall decrease in purchased transportation expense charged to us by third-party carriers was primarily driven by the following:
Forwarding and Logistics expense increased $15 million, primarily due to increased volume in our truckload brokerage business, as well as increases in healthcare logistics and international air freight forwarding. This was partially offset by a reduction in ocean freight volume.
International Package expense decreased $31$24 million primarily due to favorable impacts from currency exchange rate movements.
U.S. Domestic Package expense increased $15 million primarily due to network enhancements and net income increased $26carrier rate increases.
UPS Freight expense decreased $1 million or $0.03 per shareprimarily due to lower fuel surcharges passed on a basicto us by outside carriers.
Other purchased transportation expense decreased $40 million due to changes in the number of leased and diluted basis,chartered aircraft.
Fuel
The decrease in fuel expense was driven by lower jet fuel, diesel and gasoline prices, as well as alternative fuel tax credits arising from legislation passed in the fourth quarter of 2019. These decreases were partially offset by higher consumption due to increases in aircraft block hours and miles driven as a result of lengthening our estimated useful lives for various asset categories in the latter half of 2018. The combined effect of the foregoing was a net increase in depreciation expense of $63 million and a decrease in net income of $49 million, or $0.06 per share on a basic and diluted basis, for the quarter.
For the year-to-date period of 2019, depreciation expense increased $280 million, and net income decreased by $218 million, or $0.25 per share on a basic and diluted basis, as a result of investments in property, plant and equipment, net of disposals and assets becoming fully depreciated. Depreciation expense decreased $212 million, and net income increased $165 million, or $0.19 per share on a basic and diluted basis, as a result of lengthening our estimated useful lives for various asset categories in the latter half of 2018. The combined effect of the foregoing was a net increase in depreciation expense of $68 million and a decrease in net income of $53 million, or $0.06 per share on a basic and diluted basis, for the nine month period.

U.S. Domestic package volume.
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MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS




Purchased Transportation
The decrease in purchased transportation expense charged to us by third-party air, rail, ocean and truck carriers for the third quarter and year-to-date periods of 2019 was primarily driven by the following factors:
Freight Forwarding and Logistics expense decreased $135 million in the third quarter ($441 million year-to-date) due to decreases in both market rates and volume in truckload brokerage. Our international air freight forwarding business also experienced decreases in market rates and tonnage.
International Package expense decreased $25 million in the third quarter ($84 million year-to-date) primarily due to a favorable impact from currency exchange rate movements.
U.S. Domestic Package expense decreased $52 million in the third quarter ($93 million year-to-date) primarily due to lower overall usage of third-party transportation carriers.
UPS Freight expense increased $1 million in the third quarter ($11 million year-to-date) primarily due to increases in our Ground Freight Pricing product. These increases were partially offset by lower LTL shipments and lower fuel surcharges passed on to us by outside carriers.
Other purchased transportation expense decreased $21 million in the third quarter ($13 million year-to-date) due to changes in the number of leased and chartered aircraft.
Fuel
The decrease in fuel expense for the third quarter and year-to-date periods of 2019 was primarily due to lower jet fuel, diesel and gasoline prices in the third quarter. These decreases were partially offset by increased aircraft block hours and vehicle miles driven by increased U.S. Domestic package volume. Additionally, the year-to-date decrease was impacted by the receipt of alternative fuel tax credits in the first quarter of 2018 that did not repeat.
Other Occupancy
Other occupancy expense, and other occupancy expense excluding the year over year impact of transformation strategy costs, increased for the third quarter and year-to-date periods of 2019 primarily driven bydue to additional operating facilities coming into service. This increase was partially offset by lower weather-related expenses, such as snow removal.
Other Expenses
Other expenses, and other expenses excluding the year over year impact of transformation strategy costs, increased for the third quarter and year-to-date periods of 2019.increased. The increase iswas attributable to various items, including professional service fees, bad debt expense, technology equipment and software licenses, and adjustmentsyear over year changes to reserves for self-insured automobile liability claims. These increases were partially offsetclaims of $109 million, an additional $32 million of credit loss expense primarily driven by a $40 million gain onforecast losses resulting from the saleeconomic impacts of surplus international propertythe COVID-19 pandemic, as well as advertising, employee-related expenses and lower traveltechnology equipment and entertainment expense.

software licenses.
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UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
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RESULTS OF OPERATIONS




Other Income and (Expense)

The following table sets forth investment income and other and interest expense for the three and nine months ended September 30,March 31, 2020 and 2019 and 2018:(in millions):
Three Months Ended March 31,Change
Three Months Ended
September 30,
 Change Change Nine Months Ended
September 30,
 Change Change 20202019$%
2019 2018 $ % 2019 2018 $ %
(dollars in millions)               
Investment Income and Other$237
 $317
 $(80) (25.2)% $672
 $913
 $(241) (26.4)%Investment Income and Other$345  $215  $130  60.5 %
Interest Expense(159) (155) (4) 2.6 % (487) (457) (30) 6.6 %Interest Expense(167) (169)  (1.2)%
Total Other Income and (Expense)$78
 $162
 $(84) (51.9)% $185
 $456
 $(271) (59.4)%Total Other Income and (Expense)$178  $46  $132  N/A  
Investment Income and Other
The decreaseincrease in investment income and other for the thirdfirst quarter and year-to-date periods of 2019 is2020 was primarily due to a decreasean increase in other pension income, which is comprised of expected returns on pension assets net of interest cost on projected benefit obligations. Expected returns on planpension assets decreasedincreased as a result of the lowera higher asset base due to negativepositive asset returns in 2018,2019 and discretionary contributions. Pension interest cost decreased due to the impact of lower year end discount rates that was partially offset by the effects of higher discretionary contributions in 2019. Pension interest cost increased with higher year-end discount rates, ongoing plan growth and an increase in the projected benefit obligationobligations as a result of the year-endyear end measurement of our plans. Investment income increased primarilydecreased due to higherlower yields on invested assets and higher overall investment balances.assets.
Interest Expense
The increasereduction in interest expense infor the thirdfirst quarter and year-to-date periods of 2019 is2020 was primarily due to lower effective interest rates on outstanding floating rate debt and commercial paper balances, partially offset by additional interest expense from debt issuances since the issuancefirst quarter of new senior notes and higher average outstanding debt balances.2019.




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RESULTS OF OPERATIONS




Income Tax Expense

The following table sets forth income tax expense and our effective tax rate for the three and nine months ended September 30,March 31, 2020 and 2019 and 2018:
(in millions):
Three Months Ended March 31,Change
20202019$%
Income Tax ExpenseIncome Tax Expense$285  $329  $(44) (13.4)%
Income Tax Impact of: Income Tax Impact of:
Transformation Strategy Costs Transformation Strategy Costs10  30  (20) (66.7)%
Adjusted Income Tax Expense Adjusted Income Tax Expense$295  $359  $(64) (17.8)%
Three Months Ended
September 30,
 Change Change Nine Months Ended
September 30,
 Change Change
2019 2018 $ % 2019 2018 $ %
(dollars in millions)               
Income Tax Expense$456
 $381
 $75
 19.7 % $1,304
 $1,138
 $166
 14.6 %
Income Tax Impact of:               
Transformation Strategy Costs16
 24
 (8) (33.3)% 50
 87
 (37) (42.5)%
Adjusted Income Tax Expense$472
 $405
 $67
 16.5 % $1,354
 $1,225
 $129
 10.5 %
Effective Tax Rate20.7% 20.2%     22.3% 20.8%    Effective Tax Rate22.8 %22.8 %
Adjusted Effective Tax Rate20.8% 20.4%     22.4% 21.0%    Adjusted Effective Tax Rate22.8 %23.0 %
For additional information on income tax expense and our effective tax rate, see note 16 to the unaudited, consolidated financial statements included in this report.


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Liquidity and Capital Resources
As of September 30, 2019,March 31, 2020, we had $4.538$9.5 billion in cash, cash equivalents and marketable securities. We believe that our currentthese positions, expected cash position,from operations, access to commercial paper programs and capital markets financing and cash flows generated from operations shouldother available liquidity options will be adequate not only forto fund our operating requirements, but also to enable us to complete ourplanned capital expenditure programs,expenditures and pension contributions, transformation strategy costs, debt obligations and to fund dividend payments, share repurchases and long-term debt payments through the next several years.planned shareowner returns. We regularly evaluate opportunities to optimize our capital structure, including through issuances of debt to refinance existing debt and to fund ongoing cash needs.
As described below, as a result of the economic uncertainty created by the COVID-19 pandemic, we intend to defer certain components of our previously announced capital expenditure program beyond 2020, and have suspended the repurchase of shares for the remainder of 2020.
Cash Flows From Operating Activities
The following is a summary of the significant sources (uses) of cash from operating activities (in millions):
Nine Months Ended
September 30,
Three Months Ended March 31,
2019 2018 20202019
Net income$4,546
 $4,338
Net income$965  $1,111  
Non-cash operating activities (a)
2,920
 2,964
Non-cash operating activities (a)
1,282  1,108  
Pension and postretirement benefit plan contributions (company-sponsored plans)(2,321) (137)Pension and postretirement benefit plan contributions (company-sponsored plans)(222) (214) 
Hedge margin receivables and payables389
 171
Hedge margin receivables and payables211  57  
Income tax receivables and payables901
 1,129
Income tax receivables and payables102  147  
Changes in working capital and other non-current assets and liabilities(696) 939
Changes in working capital and other non-current assets and liabilities203  75  
Other operating activities(46) 18
Other operating activities (7) 
Net cash from operating activities$5,693
 $9,422
Net cash from operating activities$2,550  $2,277  
___________________ 
(a)Represents depreciation and amortization, gains and losses on derivative transactions and foreign exchange, deferred income taxes, provisions for uncollectible accounts, amortization on operating lease assets, pension and postretirement benefit expense, stock compensation expense and other non-cash items.
(a)Represents depreciation and amortization, gains and losses on derivative transactions and foreign exchange, deferred income taxes, provisions for uncollectible accounts receivable, amortization on operating lease assets, pension and postretirement benefit plan expense, stock compensation expense and other non-cash items.
Net cash from operating activities decreased $3.729 billion throughincreased $273 million in the thirdfirst quarter of 20192020 as compared to 2018, largely due2019. The following factors contributed to decreasedthe change in net cash receipts from income taxes, changes in working capital, and higher pension and postretirement benefit plan contributions.operating activities:
We made contributions to our company-sponsored pension and U.S. postretirement medical benefit plans totaling $2.321 billion$222 million during the first ninethree months of 20192020 as compared to $137$214 million in 2018. 2019.
The net hedge margin collateral received from our derivative counterparties increased by $218$154 million in the first ninethree months of 2019,2020, due to the change in net fair value of derivative contracts used in our currency and interest rate hedging programs.
Cash received in respect of income taxes decreased in the first ninethree months of 2019,2020, primarily due to the timing of deductions related to pension contributions. income tax payments.
In addition to the transactions described above, operating cash flows waswere favorably impacted by changes in our working capital, management wherebydriven by incentive compensation plan payouts and other payroll-related items, as well as the timing of interest payments fromon outstanding debt. We experienced impacts in our collections activities toward the fourthend of the quarter as the effects of 2018 shifted certain payments intoshutdowns in response to the first quarter of 2019 and accelerated growthCOVID-19 pandemic disrupted business activity in the business lifted overall working capital demand.U.S. and internationally.

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UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS



As of September 30, 2019, theMarch 31, 2020, our total of our worldwide holdings of cash, cash equivalents and marketable securities was $4.538were $9.5 billion, of which $2.185approximately $2.6 billion was held by foreign subsidiaries. The amount of cash, cash equivalents and marketable securities held by our U.S. and foreign subsidiaries fluctuates throughout the year due to a variety of factors, including the timing of cash receipts and disbursements in the normal course of business. Cash provided by operating activities in the U.S. continues to be our primary source of funds to finance domestic operating needs, capital expenditures, and shareowner returns, including any share repurchases and dividend payments to shareowners.payments. All cash, cash equivalents and marketable securities held by foreign subsidiaries are generally available for distribution to the U.S. without any U.S. federal income taxes. Any such distributions may be subject to foreign withholding and U.S. state taxes. When amounts earned by foreign subsidiaries are expected to be indefinitely reinvested, no accrual for taxes is provided.

On March 27, 2020, the Coronavirus Aid, Relief and Economic Security (CARES) Act was signed into law. The CARES Act includes, among other things, provisions relating to deferral of the employer portion of certain payroll taxes, temporary suspension of federal excise taxes on the transportation of property by air and on commercial purchases of jet aviation fuel and deferral of federal income tax payments.

We anticipate that the various provisions of the CARES Act will provide a temporary cash flow benefit in the current year of approximately $1.0 billion.
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UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS




Cash Flows From Investing Activities
Our primary sources (uses) of cash from investing activities were as follows (in millions):
Nine Months Ended
September 30,
Three Months Ended March 31,
2019 2018 20202019
Net cash used in investing activities$(4,027) $(4,499)Net cash used in investing activities$(934) $(1,416) 
   
Capital Expenditures:   Capital Expenditures:
Buildings, facilities and plant equipment$(1,916) $(2,287)Buildings, facilities and plant equipment$(519) $(800) 
Aircraft and parts(1,108) (1,037)Aircraft and parts(179) (335) 
Vehicles(733) (619)Vehicles(62) (224) 
Information technology(579) (547)Information technology(173) (155) 
$(4,336) $(4,490)$(933) $(1,514) 
   
Capital Expenditures as a % of Revenue8.1% 8.6%
Capital Expenditures as a % of revenueCapital Expenditures as a % of revenue5.2 %8.8 %
   
Other Investing Activities:   Other Investing Activities:
Proceeds from disposals of property, plant and equipment$61
 $45
Proceeds from disposals of property, plant and equipment$ $ 
Net change in finance receivables$8
 $(7)Net change in finance receivables$ $10  
Net (purchases), sales and maturities of marketable securities$330
 $(22)Net (purchases), sales and maturities of marketable securities$—  $101  
Cash paid for business acquisitions, net of cash and cash equivalents acquired$(6) $(2)Cash paid for business acquisitions, net of cash and cash equivalents acquired$—  $(1) 
Other investing activities$(84) $(23)Other investing activities$(5) $(16) 
We have commitments for the purchase of aircraft, vehicles, equipment and real estate to provide for the replacement of existing capacity and anticipated future growth. We generally fund our capital expenditures with our cash from operations. Future capital spending for anticipated growth and replacement assets will depend on a variety of factors, including economic and industry conditions. In 2017, we began a multi-year investment program in our smart global logistics network which impacts all asset categories, with the largest investments in buildings, facilities and plant equipment. This investment program has continued in 2019, wherebyAs a result of current economic uncertainties, we have reduced our forecast capital expenditures by $1.0 billion for 2020, by deferring certain facility projects and vehicle purchases to future years. We currently anticipate that our capital expenditures will be approximately $6.5 billion.$5.5 to $6.0 billion in 2020.
Capital expenditures on buildings, facilities and plant equipment decreased in the first ninethree months of 20192020 as compared to 20182019 in our U.S. and International Packageinternational package businesses, largely due to severalthe timing of payments for facility automation and capacity expansion projects completed in 2018.projects. Capital spending on aircraft increased compareddecreased due to 2018 due toreductions in contract deposits on open aircraft orders as well asand final payments associated with the delivery of aircraft. Capital spending on vehicles increaseddecreased in the first ninethree months of 2019 relative to 2018,2020, largely due to the timing of vehicle replacements and expansion of the overall fleet to support volume growth.changes in vendor payment terms.
Proceeds from the disposal of property, plant and equipment increased in 2019 due to the disposal of an international property in the third quarter of 2019. The net change in finance receivables was primarily due to reductions in our finance portfolios. Purchases and sales of marketable securities are largely determined by liquidity needs and the periodic rebalancing of investment types, and will fluctuate from period to period.
There was no cash paid for business acquisitions in the first three months of 2020. Cash paid for business acquisitions in the first three months of 2019 related to our acquisition of area franchise rights for The UPS Store, as well as other, small acquisitions in our International Small Package and Marken business units in the first nine months of 2019.Store. Other investing activities are impacted by changes in our non-current investments and various other items.
 


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UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS




Cash Flows From Financing Activities
Our primary sources (uses) of cash from financing activities arewere as follows (amounts in millions, except per share data):
 Nine Months Ended
September 30,
2019 2018
Net cash used in financing activities$(1,854) $(4,260)
Share Repurchases:   
Cash expended for shares repurchased$(751) $(770)
Number of shares repurchased(7.0) (6.6)
Shares outstanding at period end858
 859
Percent increase (decrease) in shares outstanding0.0% 0.0%
Dividends:   
Dividends declared per share$2.88
 $2.73
Cash expended for dividend payments$(2,397) $(2,260)
Borrowings:   
Net borrowings (repayments) of debt principal$1,291
 $(1,147)
Other Financing Activities:   
Cash received for common stock issuances$161
 $176
Other financing activities$(158) $(259)
Capitalization:   
Total debt outstanding at period end$23,901
 $23,301
Total shareowners’ equity at period end5,574
 3,126
Total capitalization$29,475
 $26,427
Debt to Total Capitalization %81.1% 88.2%

 Three Months Ended March 31,
20202019
Net cash from (used in) financing activities$2,167  $(695) 
Share Repurchases:
Cash expended for shares repurchased$(220) $(246) 
Number of shares repurchased(2.1) (2.4) 
Shares outstanding at period end861  860  
Percent increase (decrease) in shares outstanding0.5 %0.2 %
Dividends:
Dividends declared per share$1.01  $0.96  
Cash expended for dividend payments$(840) $(799) 
Borrowings:
Net borrowings (repayments) of debt principal$3,475  $485  
Other Financing Activities:
Cash received for common stock issuances$70  $47  
Other financing activities$(318) $(182) 
Capitalization:
Total debt outstanding at period end$28,601  $23,166  
Total shareowners’ equity at period end3,313  3,485  
Total capitalization$31,914  $26,651  
Debt to Total Capitalization %89.6 %86.9 %
We repurchased a total of 7.02.1 million shares of class A and class B common stock for $753$217 million in the first ninethree months of 2019,2020 and 6.62.4 million shares for $756$251 million in the first ninethree months of 2018.2019 ($220 and $246 million in repurchases for 2020 and 2019, respectively, are reported on the statement of cash flows due to timing of settlements). We have suspended our stock repurchase program for the remainder of 2020. For additional information on our share repurchase activities, see note 12 to the unaudited, consolidated financial statements included in this report.
The declaration of dividends is subject to the discretion of the Board and will depend on various factors, including our net income, financial condition, cash requirements, future prospects and other relevant factors. We increased our quarterly cash dividend payment to $0.96$1.01 per share in 2019,2020, compared with a $0.91$0.96 quarterly dividend rate in 2018.2019. We expect to continue paying regular cash dividends.
Issuances of debt in the first ninethree months of 20192020 consisted of commercial paper andprimarily of fixed-rate senior notes of varying maturities totaling $3.0 billion.$3.5 billion, as well as borrowings under our commercial paper program. These issuances more than satisfy our debt repayment obligations for 2020. Repayments of debt consistedduring the first quarter included paydowns of commercial paper and $1 billion of 5.125% fixed-rate senior notes that matured in April 2019.scheduled principal payments on our finance lease obligations. Issuances of debt in the first ninethree months of 20182019 consisted primarily of commercial paper,fixed-rate senior notes totaling $1.5 billion, and repayments consisted of paydowns of commercial paper and $750 million of 5.50% fixed-rate senior notes that matured in January 2018.paper. We consider the overall fixed and floating interest rate mix of our portfolio and the related overall cost of borrowing when planning for future issuances and non-scheduled repayments of debt.

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UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS




The amount of commercial paper outstanding fluctuates throughout the year based on daily liquidity needs. The following is a summary of our commercial paper program (in millions):
Functional currency outstanding balance at quarter-endOutstanding balance at quarter-end ($)Average balance outstandingAverage balance outstanding ($)Average interest rate
2020
USD$2,349  $2,349  $1,973  $1,973  1.56 %
EUR818  $896  991  $1,093  (0.42)%
Total$3,245  
 Functional currency outstanding balance at quarter-end Outstanding balance at quarter-end ($) Average balance outstanding Average balance outstanding ($) Average interest rate
2019         
USD$1,020
 $1,020
 $1,678
 $1,678
 2.35 %
EUR949
 $1,034
 846
 $950
 (0.37)%
Total  $2,054
      
The cashCash outflows infor other financing activities were impacted by several factors. Net cash inflowsoutflows from the premium payments and settlements of capped call options for the purchase of UPS class B shares were $21$0 and $13$5 million during the first ninethree months of 20192020 and 2018,2019, respectively. Cash outflows related to the repurchase of shares to satisfy tax withholding obligations on vested employee stock awards were $177$310 and $250$177 million during the first ninethree months of 20192020 and 2018,2019, respectively. This increase was driven by changes in the vesting schedule for certain of our awards.
Sources of Credit
See note 9 to the unaudited, consolidated financial statements for a discussion of our available credit and the financial covenants that we are subject to as part of our credit agreements.
Guarantees and Other Off-Balance Sheet Arrangements
Except as disclosed in our Annual Report on Form 10-K for the year ended December 31, 2018,2019, we do not have guarantees or other off-balance sheet financing arrangements, including variable interest entities, which we believe could have a material impact on our financial condition or liquidity.
Legal Proceedings and Contingencies
See note 7 and note 11 to the unaudited, consolidated financial statements for a discussion of judicial proceedings and other matters arising from the conduct of our business activities, and note 16 for a discussion of income tax related matters.
Collective Bargaining Agreements
See note 7 to the unaudited, consolidated financial statements for a discussion of the status of our collective bargaining agreements.
Multiemployer Benefit Plans
See note 7 to the unaudited, consolidated financial statements for a discussion of our participation in multiemployer benefit plans.
Recent Accounting Pronouncements
Adoption of New Accounting Standards
See note 2 to the unaudited, consolidated financial statements for a discussion of recently adopted accounting standards.
Accounting Standards Issued But Not Yet Effective
See note 2 to the unaudited, consolidated financial statements for a discussion of accounting standards issued, but not yet effective.

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UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS




Rate Adjustments
In February 2020, we announced the following changes that took effect on March 2, 2020:

Fuel surcharge increases for U.S. Ground, Air, Import and Export services.

UPS Freight general rate increases of 5.4%. This applies to non-contractual less-than-truckload shipments rated on the current UPS Freight 525, 560 and 570 tariffs.

All UPS Freight published fuel surcharges increased by 0.5 points.
On August 16, 2019,March 20, 2020, we announced a temporary peak surcharge for UPS Worldwide Express, UPS Worldwide Express Freight and UPS Expedited shipments originating from China Mainland or Hong Kong SAR to North America and Europe. This surcharge became effective April 5, 2020.
On April 7, 2020, we announced an increase to the temporary peak surcharge that took effect on April 5, 2020 and additional peak surcharges for Over Maximum Limits and Large packages during select weeks from October 2019 through January 2020. We also announced peak surcharges for Additional Handling packages during select weeks from November 2019 through Januaryinternational shipments with other origins and/or destinations. These changes became effective April 12, 2020.
Effective August 26, 2019, the International Air-Import Fuel Surcharge increased by 1.0%. This surcharge continues to be based on the National Average U.S. Gulf Coast Jet Fuel Price and adjusted weekly.

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Item 3.Quantitative and Qualitative Disclosures about Market Risk
Item 3.Quantitative and Qualitative Disclosures about Market Risk
We are exposed to market risk from changes in certain commodity prices, foreign currency exchange rates, interest rates and equity prices. All of these market risks arise in the normal course of business, as we do not engage in speculative trading activities. In order to manage the risk arising from these exposures, we utilize a variety of commodity, foreign exchange and interest rate forward contracts, options and swaps. A discussion of our accounting policies for derivative instruments and further disclosures are provided in note 15 to the unaudited, consolidated financial statements.
The total net fair value asset (liability) of our derivative financial instruments is summarized in the following table (in millions):
September 30,
2019
 December 31,
2018
March 31, 2020December 31, 2019
Currency Derivatives$637
 $302
Currency Derivatives$658  $374  
Interest Rate Derivatives30
 (8)Interest Rate Derivatives50  21  
$667
 $294
$708  $395  
As of September 30, 2019March 31, 2020 and December 31, 2018,2019, we had no outstanding commodity hedge positions.
Our market risks, hedging strategies and financial instrument positions at September 30, 2019March 31, 2020 have not materially changed from those disclosed in our Annual Report on Form 10-K for the year ended December 31, 2018.2019. In 2019,2020, we entered into several foreign exchange forward contracts on the Euro, British Pound Sterling, Canadian Dollar and Hong Kong Dollar, and had forward contracts expire. We had foreign exchange options on the British Pound Sterling that expired during the first nine months of 2019. The remaining fair value changes between December 31, 20182019 and September 30, 2019March 31, 2020 in the preceding table are primarily due to interest rate and foreign currency exchange rate fluctuations between those dates.
The foreign exchange forward contracts, swaps and options previously discussed contain an element of risk that the counterparties may be unable to meet the terms of the agreements; however, we minimize such risk exposures for these instruments by limiting the counterparties to banks and financial institutions that meet established credit guidelines and by monitoring counterparty credit risk to prevent concentrations of credit risk with any single counterparty.
We have agreements with all of our active counterparties (covering the majority of our derivative positions) containing early termination rights and/or zero threshold bilateral collateral provisions whereby cash is required based on the net fair value of derivatives associated with those counterparties. Events such as a credit rating downgrade (depending on the ultimate rating level) could also allow us to take additional protective measures such as the early termination of trades. Under these agreements, we held cash collateral of $713$706 million and were not required to post $0 million inany cash collateral with our counterparties as of September 30, 2019.March 31, 2020.
We have not historically incurred, and do not expect to incur in the future, any losses as a result of counterparty default.
The information concerning market risk in Item 7A under the caption “Quantitative and Qualitative Disclosures about Market Risk” of our Annual Report on Form 10-K for the year ended December 31, 20182019 is hereby incorporated by reference.

65

Item 4.Controls and Procedures
Item 4.Controls and Procedures
Evaluation of Disclosure Controls and Procedures
As of the end of the period covered by this report, management, including our Principal Executive Officer and Principal Financial Officer, evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as defined in RuleRules 13a-15(e) and 15d-15(e) under the Exchange Act). Based upon, thatand as of the date of, the evaluation, our Principal Executive Officer and Principal Financial Officer concluded that the disclosure controls and procedures were effective to ensure that information required to be disclosed in reports we file or submit under the Exchange Act is (1) recorded, processed, summarized and reported within the time periods specified in Securities and Exchange Commission rules and forms; and (2) accumulated and communicated to our management, including the Principal Executive Officer and Principal Financial Officer, as appropriate to allow their timely decisions regarding required disclosure.
Changes in Internal Control over Financial Reporting
There were no changes in the Company’s internal control over financial reporting during the quarter ended September 30, 2019March 31, 2020 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting. We have not experienced any material impact to our internal controls over financial reporting despite the fact that more of our employees are working remotely due to the COVID-19 pandemic. We are continually monitoring and assessing the effects of the COVID-19 situation on our internal controls to minimize the impact on their design and operating effectiveness.
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PART II. OTHER INFORMATION

Item 1.Legal Proceedings
Item 1.Legal Proceedings
For a discussion of material legal proceedings affecting us and our subsidiaries, see note 11 to the unaudited, consolidated financial statements included in this report.

Item 1A.Risk Factors
There have been no material changes toItem 1A.Risk Factors
The occurrence of any of the significant risk factors described in Part 1, Item 1A in our Annual Report on Form 10-K for the year ended December 31, 2018 and in Part II, Item 1A2019 could materially affect us, including impacting our business, financial condition, results of operations, stock price or credit rating, as well as our reputation. The following represents an additional material risk from those factors disclosed in our Quarterly2019 Annual Report on Form 10-Q10-K that is adversely affecting our operations and financial performance, and is expected to continue to adversely affect our operations and financial performance in the future, possibly materially. These risks are not the only ones we face. We could also be materially adversely affected by other events, factors or uncertainties that are unknown to us, or that we do not currently consider to be significant.
The outbreak and rapid spread of the novel strain of coronavirus COVID-19 is having an adverse impact on our operations and financial performance, as well as on the operations, financial performance and liquidity of many of our customers. We are unable to predict the full extent to which the coronavirus will continue to adversely impact us.
The COVID-19 pandemic has resulted in, and is expected to continue to result in, a substantial curtailment of business activities (including the decrease in demand for a broad variety of goods and services), weakened economic conditions, supply chain disruptions, significant economic uncertainty and volatility in the financial markets, both in the United States and abroad. The pandemic is adversely impacting, and is expected to continue to adversely impact, our operations and financial performance, and has had a material adverse impact on the operations, financial performance and liquidity of many of our customers. For example, in the first quarter ended June 30, 2019.of 2020 some of our customers slowed or stopped production, and we experienced a significant shift in customer and product mix, and significant supply chain interruptions.

Because the severity, magnitude and duration of the COVID-19 pandemic and its economic consequences are uncertain, rapidly changing and difficult to predict, the impact on our operations, financial condition and liquidity remains uncertain and difficult to predict. The ultimate impact of the pandemic will depend on evolving factors, many of which are not within our control, and to which we may not be able to effectively respond. These risks include, but are not limited to: a significant reduction in revenue due to curtailment of business from our customers; a reduction in our operating margins due to long-term changes in the mix of our products and services; other effects from governmental, business and individuals’ actions that have been and continue to be taken in response to the pandemic (including restrictions on travel and transportation and workforce pressures); reductions in operating effectiveness due to employees working remotely; unavailability of personnel; the delay or cancellation of capital projects and related delays in, or loss of, expected benefits therefrom; limited access to liquidity; increased volatility and pricing in the capital and commercial paper markets; further disruption of our global supply chains; a requirement that we recognize an impairment in the fair value of our assets; an increase in our pension funding obligations; and the effect of the pandemic on the credit-worthiness of our customers. Further, the COVID-19 pandemic, and the volatile regional and global economic conditions stemming from it, could also precipitate or aggravate risk factors that we identify in our 2019 Annual Report on Form 10-K or affect our operations and financial performance in a manner that is not presently known to us or that we currently do not consider to present significant risks. The occurrence or continuation of any of the foregoing could have a material adverse effect on us.

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Item 2.Unregistered Sales of Equity Securities and Use of Proceeds
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds
(c) A summary of repurchases of our class A and class B common stock during the thirdfirst quarter of 20192020 is as follows (in millions, except per share amounts):
 
Total Number
of Shares
Purchased (1)
 
Average
Price Paid
Per Share
 
Total Number
of Shares Purchased
as Part of Publicly
Announced Program
 
Approximate Dollar
Value of Shares that
May Yet be  Purchased
Under the Program
July 1 – July 31, 20190.8
 $106.66
 0.8
 $2,750
August 1 – August 31, 20190.7
 116.57
 0.7
 2,664
September 1 – September 30, 20190.7
 120.34
 0.7
 2,586
Total July 1 – September 30, 20192.2
 $114.01
 2.2
  
Total Number
of Shares
Purchased (1)
Average Price Paid Per ShareTotal Number
of Shares Purchased
as Part of Publicly
Announced Program
Approximate Dollar Value of Shares that May Yet be Purchased Under the Program
January 1 – January 31, 20200.7  $115.74  0.7  $2,254  
February 1 – February 29, 20200.8  101.81  0.8  2,175  
March 1 – March 31, 20200.6  91.87  0.6  2,117  
Total January 1 – March 31, 20202.1  $103.14  2.1  
_________________ 
(1)Includes shares repurchased through our publicly announced share repurchase programs and shares tendered to pay the exercise price and tax withholding on employee stock options.
Includes shares repurchased through our publicly announced share repurchase programs and shares tendered to pay the exercise price and tax withholding on employee stock options.
In May 2016, the Board of Directors approved a share repurchase authorization of $8.0 billion for shares of class A and class B common stock. We anticipate repurchasingIn the first quarter of 2020, we repurchased approximately $1.0 billion$217 million of shares in 2019.shares. Due to ongoing economic uncertainty resulting from the COVID-19 pandemic, we have suspended our share repurchase program for the remainder of 2020.
For additional information on our share repurchase activities, see note 12 to the unaudited, consolidated financial statements included in this report.



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Item 6.Exhibit
3.1
3.2
4.1

4.2

4.3

10.14.4 
10.1 

10.2

10.3 
10.4 

31.1
31.2
32.1
32.2
101
The following unaudited financial information from this Quarterly Report on Form 10-Q for the quarter ended September 30, 2019,March 31, 2020, are formatted in iXBRL (Inline Extensible Business Reporting Language): (i) the Consolidated Balance Sheets, (ii) the Statements of Consolidated Income, (iii) the Statements of Consolidated Comprehensive Income (Loss), (iv) the Statements of Consolidated Cash Flows, and (v) the Notes to the Consolidated Financial Statements.
104
104 Cover Page Interactive Data File - The cover page from this Quarterly Report on Form 10-Q for the quarter ended September 30, 2019March 31, 2020 is formatted in iXBRL.

* Management contract or compensatory plan or arrangement.


69

SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
UNITED PARCEL SERVICE, INC.
(Registrant)
Date:
May 8, 2020
UNITED PARCEL SERVICE, INC.
(Registrant)
By:
Date:October 29, 2019By:
/S/    RICHARD N. PERETZBRIAN NEWMAN       
Richard N. PeretzBrian Newman
Senior Vice President, Chief Financial Officer and Treasurer

(Principal Financial Officer)



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