Document And Entity Information
Document And Entity Information - shares | 6 Months Ended | |
Jun. 30, 2015 | Jul. 20, 2015 | |
Document And Entity Information [Abstract] | ||
Entity Registrant Name | UNITED RENTALS INC /DE | |
Entity Central Index Key | 1,067,701 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 95,369,973 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Jun. 30, 2015 | Dec. 31, 2014 | |
ASSETS | |||
Cash and cash equivalents | $ 200 | $ 158 | |
Accounts receivable, net of allowance for doubtful accounts of $45 at June 30, 2015 and $43 at December 31, 2014 | 894 | 940 | |
Inventory | 81 | 78 | |
Prepaid expenses and other assets | 74 | 122 | |
Deferred taxes | 187 | 248 | |
Total current assets | 1,436 | 1,546 | |
Goodwill | 3,253 | 3,272 | |
Other intangible assets, net | 1,000 | 1,106 | |
Other long-term assets | 95 | 97 | |
Total assets | 12,605 | 12,467 | |
LIABILITIES AND STOCKHOLDERS’ EQUITY | |||
Short-term debt and current maturities of long-term debt | [1] | 590 | 618 |
Accounts payable | 683 | 285 | |
Accrued expenses and other liabilities | 309 | 575 | |
Total current liabilities | 1,582 | 1,478 | |
Long-term debt | 7,820 | 7,434 | |
Deferred taxes | 1,696 | 1,692 | |
Other long-term liabilities | 55 | 65 | |
Total liabilities | 11,153 | 10,669 | |
Temporary equity (note 7) | 1 | 2 | |
Common stock—$0.01 par value, 500,000,000 shares authorized, 110,963,906 and 95,368,939 shares issued and outstanding, respectively, at June 30, 2015 and 108,233,686 and 97,877,580 shares issued and outstanding, respectively, at December 31, 2014 | 1 | 1 | |
Additional paid-in capital | 2,165 | 2,168 | |
Retained earnings | 704 | 503 | |
Treasury stock at cost—15,594,967 and 10,356,106 shares at June 30, 2015 and December 31, 2014, respectively | (1,273) | (802) | |
Accumulated other comprehensive loss | (146) | (74) | |
Total stockholders’ equity | 1,451 | 1,796 | |
Total liabilities and stockholders’ equity | 12,605 | 12,467 | |
Rental equipment, net | |||
ASSETS | |||
Property, plant and equipment, net | 6,396 | 6,008 | |
Property and equipment, net | |||
ASSETS | |||
Property, plant and equipment, net | $ 425 | $ 438 | |
[1] | As of June 30, 2015, our short-term debt primarily reflects $549 of borrowings under our accounts receivable securitization facility. |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Millions | Jun. 30, 2015 | Dec. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 45 | $ 43 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 500,000,000 | 500,000,000 |
Common stock, shares issued | 110,963,906 | 108,233,686 |
Common stock, shares outstanding | 95,368,939 | 97,877,580 |
Treasury stock, shares | 15,594,967 | 10,356,106 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | ||
Revenues: | |||||
Equipment rentals | $ 1,220 | $ 1,179 | $ 2,345 | $ 2,184 | |
Sales of rental equipment | 124 | 138 | 240 | 248 | |
Sales of new equipment | 39 | 37 | 72 | 63 | |
Contractor supplies sales | 21 | 22 | 39 | 41 | |
Service and other revenues | 25 | 23 | 48 | 41 | |
Total revenues | 1,429 | 1,399 | 2,744 | 2,577 | |
Cost of revenues: | |||||
Cost of equipment rentals, excluding depreciation | 445 | 447 | 889 | 856 | |
Depreciation of rental equipment | 240 | 229 | 475 | 446 | |
Cost of rental equipment sales | 68 | 80 | 132 | 145 | |
Cost of new equipment sales | 33 | 31 | 60 | 51 | |
Cost of contractor supplies sales | 15 | 15 | 27 | 28 | |
Cost of service and other revenues | 10 | 8 | 19 | 14 | |
Total cost of revenues | 811 | 810 | 1,602 | 1,540 | |
Gross profit | 618 | 589 | 1,142 | 1,037 | |
Selling, general and administrative expenses | 175 | 187 | 356 | 355 | |
Merger related costs | 1 | 8 | (26) | 9 | |
Restructuring charge | 0 | (1) | 1 | [1] | 0 |
Non-rental depreciation and amortization | 67 | 70 | 136 | 130 | |
Operating income | 375 | 325 | 675 | 543 | |
Interest expense, net | 232 | 187 | 353 | 312 | |
Other income, net | (6) | (4) | (9) | (5) | |
Income before provision for income taxes | 149 | 142 | 331 | 236 | |
Provision for income taxes | 63 | 48 | 130 | 82 | |
Net income | $ 86 | $ 94 | $ 201 | $ 154 | |
Basic earnings per share (in dollars per share) | $ 0.89 | $ 0.98 | $ 2.07 | $ 1.61 | |
Diluted earnings per share (in dollars per share) | $ 0.88 | $ 0.90 | $ 2.04 | $ 1.46 | |
[1] | Reflected in our condensed consolidated statements of income as “Restructuring charge.” These charges are not allocated to our reportable segments. |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | ||
Statement of Comprehensive Income [Abstract] | |||||
Net income | $ 86 | $ 94 | $ 201 | $ 154 | |
Other comprehensive income (loss), net of tax: | |||||
Foreign currency translation adjustments | 16 | 35 | (73) | (3) | |
Fixed price diesel swaps | 1 | 1 | 1 | 0 | |
Other comprehensive income (loss) | 17 | 36 | (72) | (3) | |
Comprehensive income | [1] | $ 103 | $ 130 | $ 129 | $ 151 |
[1] | There were no material reclassifications from accumulated other comprehensive loss reflected in other comprehensive income (loss) during 2015 or 2014. There is no tax impact related to the foreign currency translation adjustments, as the earnings are considered permanently reinvested. There were no material taxes associated with other comprehensive income (loss) during 2015 or 2014. |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY (UNAUDITED) - 6 months ended Jun. 30, 2015 - USD ($) shares in Millions, $ in Millions | Total | Common Stock | Additional Paid-in Capital | Retained Earnings | Treasury Stock | Accumulated Other Comprehensive (Loss) Income | [2] | ||
Balance (in shares) at Dec. 31, 2014 | 98 | [1] | 10 | ||||||
Balance at Dec. 31, 2014 | $ 1,796 | $ 1 | $ 2,168 | $ 503 | $ (802) | $ (74) | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net income | 201 | 201 | |||||||
Foreign currency translation adjustments | (73) | (73) | |||||||
Fixed price diesel swaps | 1 | 1 | |||||||
Stock compensation expense, net | 25 | ||||||||
Exercise of common stock options | 1 | ||||||||
4 percent Convertible Senior Notes (in shares) | [1],[3] | 3 | |||||||
4 percent Convertible Senior Notes | [3] | 1 | |||||||
Shares repurchased and retired | (30) | ||||||||
Repurchase of common stock (in shares) | (6) | [1] | 6 | ||||||
Repurchase of common stock | $ (471) | ||||||||
Balance (in shares) at Jun. 30, 2015 | 95 | [1] | 16 | ||||||
Balance at Jun. 30, 2015 | $ 1,451 | $ 1 | $ 2,165 | $ 704 | $ (1,273) | $ (146) | |||
[1] | An aggregate of less than 5 million net shares were issued during the year ended December 31, 2014. | ||||||||
[2] | The Accumulated Other Comprehensive Loss balance primarily reflects foreign currency translation adjustments. | ||||||||
[3] | Reflects amortization of the original issue discount on the 4 percent Convertible Senior Notes (an amount equal to the unamortized portion of the original issue discount is reflected as “temporary equity” in our consolidated balance sheet) and the conversion of a portion of the 4 percent Convertible Senior Notes during the six months ended June 30, 2015. See note 7 to our condensed consolidated financial statements for additional detail. |
CONDENSED CONSOLIDATED STATEME7
CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY (UNAUDITED) (Footnotes) - shares shares in Millions | 12 Months Ended |
Dec. 31, 2014 | |
Shares issued during the year (less than 5 million shares) | 5 |
CONDENSED CONSOLIDATED STATEME8
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) $ in Millions | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | ||
Cash Flows From Operating Activities: | |||
Net income | $ 201 | $ 154 | |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 611 | 576 | |
Amortization of deferred financing costs and original issue discounts | 5 | 10 | |
Gain on sales of rental equipment | (108) | (103) | |
Gain on sales of non-rental equipment | (4) | (4) | |
Stock compensation expense, net | 25 | 31 | |
Merger related costs | (26) | 9 | |
Restructuring charge | 1 | [1] | 0 |
Loss on repurchase/redemption of debt securities and amendment of ABL facility | 123 | 75 | |
Increase in deferred taxes | 70 | 57 | |
Changes in operating assets and liabilities, net of amounts acquired: | |||
Decrease in accounts receivable | 37 | 8 | |
Increase in inventory | (3) | (31) | |
Increase in prepaid expenses and other assets | (3) | (5) | |
Increase in accounts payable | 401 | 315 | |
Decrease in accrued expenses and other liabilities | (80) | (38) | |
Net cash provided by operating activities | 1,250 | 1,054 | |
Cash Flows From Investing Activities: | |||
Purchases of rental equipment | (1,016) | (1,028) | |
Purchases of non-rental equipment | (50) | (52) | |
Proceeds from sales of rental equipment | 240 | 248 | |
Proceeds from sales of non-rental equipment | 8 | 18 | |
Purchases of other companies, net of cash acquired | (58) | (756) | |
Net cash used in investing activities | (876) | (1,570) | |
Cash Flows From Financing Activities: | |||
Proceeds from debt | 5,907 | 4,776 | |
Payments of debt | (5,647) | (4,022) | |
Payment of contingent consideration | (52) | 0 | |
Proceeds from the exercise of common stock options | 1 | 2 | |
Common stock repurchased | (501) | (247) | |
Payments of financing costs | (26) | (22) | |
Cash received in connection with the 4 percent Convertible Senior Notes and related hedge, net | 0 | 25 | |
Net cash (used in) provided by financing activities | (318) | 512 | |
Effect of foreign exchange rates | (14) | (1) | |
Net increase (decrease) in cash and cash equivalents | 42 | (5) | |
Cash and cash equivalents at beginning of period | 158 | 175 | |
Cash and cash equivalents at end of period | 200 | 170 | |
Supplemental disclosure of cash flow information: | |||
Cash paid for income taxes, net | 30 | 36 | |
Cash paid for interest | $ 253 | $ 224 | |
[1] | Reflected in our condensed consolidated statements of income as “Restructuring charge.” These charges are not allocated to our reportable segments. |
CONDENSED CONSOLIDATED STATEME9
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) (Parenthetical) | Jun. 30, 2015 | Jun. 30, 2014 |
Convertible senior notes | Convertible subordinated notes—4 percent | ||
Stated interest rate | 4.00% | 4.00% |
Organization, Description of Bu
Organization, Description of Business and Basis of Presentation | 6 Months Ended |
Jun. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization, Description of Business and Basis of Presentation | Organization, Description of Business and Basis of Presentation United Rentals, Inc. (“Holdings,” “URI” or the “Company”) is principally a holding company and conducts its operations primarily through its wholly owned subsidiary, United Rentals (North America), Inc. (“URNA”), and subsidiaries of URNA. Holdings’ primary asset is its sole ownership of all issued and outstanding shares of common stock of URNA. URNA’s various credit agreements and debt instruments place restrictions on its ability to transfer funds to its shareholder. We rent equipment to a diverse customer base that includes construction and industrial companies, manufacturers, utilities, municipalities, homeowners and government entities in the United States and Canada. In addition to renting equipment, we sell new and used rental equipment, as well as related contractor supplies, parts and service. We have prepared the accompanying unaudited condensed consolidated financial statements in accordance with the accounting policies described in our annual report on Form 10-K for the year ended December 31, 2014 (the “ 2014 Form 10-K”) and the interim reporting requirements of Form 10-Q. Accordingly, certain information and note disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) have been condensed or omitted. These unaudited condensed consolidated financial statements should be read in conjunction with the 2014 Form 10-K. In our opinion, all adjustments, consisting only of normal recurring adjustments, which are necessary for a fair presentation of financial condition, operating results and cash flows for the interim periods presented have been made. Interim results of operations are not necessarily indicative of the results of the full year. New Accounting Pronouncements Revenue from Contracts with Customers . In May 2014, the Financial Accounting Standards Board (“FASB”) issued guidance to clarify the principles for recognizing revenue. This guidance includes the required steps to achieve the core principle that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The FASB has agreed to propose a one-year deferral of the original effective date of this guidance and as a result it will be effective for fiscal years and interim periods beginning after December 15, 2017. The FASB's proposed update would still allow entities to apply the new guidance as of the original effective date (for fiscal years and interim periods beginning after December 15, 2016). We expect to adopt this guidance when effective, and the impact on our financial statements is not currently estimable. Interest—Imputation of Interest . In April 2015, the FASB issued guidance on the presentation of debt issuance costs. This guidance requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability. This guidance is effective for fiscal years and interim periods beginning after December 15, 2015, and requires retrospective application. We expect to adopt this guidance when effective, and do not expect this guidance to have a significant impact on our financial statements, although it will change the financial statement classification of our debt issuance costs. As of June 30, 2015 , $89 of net debt issuance costs were included in total assets in our condensed consolidated balance sheet. Under the new guidance, the net debt issuance costs would reduce our total debt. |
Acquisitions
Acquisitions | 6 Months Ended |
Jun. 30, 2015 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions In April 2014, we completed the acquisition of assets of the following four entities: National Pump & Compressor, Ltd., Canadian Pump and Compressor Ltd., GulfCo Industrial Equipment, LP and LD Services, LLC (collectively “National Pump”). National Pump was the second largest specialty pump rental company in North America. National Pump was a leading supplier of pumps for energy and petrochemical customers, with upstream oil and gas customers representing about half of its revenue. National Pump had a total of 35 branches, including four branches in western Canada, and had annual revenues of approximately $ 210 . The acquisition is expected to expand our product offering, and supports our strategy of expanding our presence in industrial and specialty rental markets. The acquisition date fair value of the consideration transferred consisted of the following: Cash consideration (1) $ 773 Contingent consideration (2) 76 Total purchase consideration (3) $ 849 (1) Includes a ‘hold back’ of $ 58 that was paid in April 2015. (2) Reflects the acquisition date fair value of the contingent consideration that was paid in June 2015 as discussed in note 6 to our condensed consolidated financial statements. (3) Total purchase consideration excludes $ 15 of stock which was issued in connection with the acquisition and will be treated as compensation for book purposes but primarily represents deductible goodwill for income tax purposes. The following table summarizes the fair values of the assets acquired and liabilities assumed as of the acquisition date: Accounts receivable, net of allowance for doubtful accounts (1) $ 44 Inventory 19 Deferred taxes 6 Rental equipment 172 Property and equipment 10 Intangibles (2) 289 Other assets 1 Total identifiable assets acquired 541 Current liabilities (25 ) Total liabilities assumed (25 ) Net identifiable assets acquired 516 Goodwill (3) 333 Net assets acquired $ 849 (1) The fair value of accounts receivables acquired was $44 , and the gross contractual amount was $47 . We estimated that $3 would be uncollectible. (2) The following table reflects the estimated fair values and useful lives of the acquired intangible assets identified based on our purchase accounting assessments: Fair value Life (years) Customer relationships $ 274 10 Non-compete agreements 15 6 Total $ 289 (3) $321 of the goodwill was assigned to our trench, power and pump segment and $12 of the goodwill was assigned to our general rentals segment. The level of goodwill that resulted from the acquisition is primarily reflective of National Pump's going-concern value, the value of National Pump's assembled workforce, new customer relationships expected to arise from the acquisition, and operational synergies that we expect to achieve that would not be available to other market participants. $325 of goodwill is expected to be deductible for income tax purposes. The amount of goodwill that is expected to be deductible for income tax purposes declined during the six months ended June 30, 2015 due to a decline in the fair value of the contingent cash consideration component of the National Pump purchase price due to lower than expected financial performance compared to agreed upon financial targets, as discussed in note 6 to our condensed consolidated financial statements. The three months ended June 30, 2015 includes National Pump acquisition-related costs of $1 . The six months ended June 30, 2015 includes a National Pump acquisition-related cost reduction of $26 . The cost reduction reflects a decline in the fair value of the contingent cash consideration component of the National Pump purchase price due to lower than expected financial performance compared to agreed upon financial targets, as discussed in note 6 to our condensed consolidated financial statements. The cost reduction is included in “Merger related costs” in our condensed consolidated statements of income, which also include costs associated with the 2012 acquisition of RSC Holdings Inc. (“RSC”). The merger related costs are comprised of financial and legal advisory fees, and changes subsequent to the acquisition date to the fair value of the contingent cash consideration component of the National Pump purchase price as discussed in note 6 to our condensed consolidated financial statements. We do not expect to incur significant additional charges in connection with the acquisition subsequent to June 30, 2015 . In addition to the acquisition-related costs reflected in our condensed consolidated statements of income, we capitalized $22 of debt issuance costs associated with the issuance of debt to fund the acquisition, which are reflected, net of amortization subsequent to the acquisition date, in other long-term assets in our condensed consolidated balance sheets. The pro forma information below has been prepared using the purchase method of accounting, giving effect to the National Pump acquisition as if it had been completed on January 1, 2014 (“the pro forma acquisition date”). The pro forma information is not necessarily indicative of our results of operations had the acquisition been completed on the above date, nor is it necessarily indicative of our future results. The pro forma information does not reflect any cost savings from operating efficiencies or synergies that could result from the acquisition, and also does not reflect additional revenue opportunities following the acquisition. The table below presents unaudited pro forma consolidated income statement information as if National Pump had been included in our consolidated results for the entire periods reflected: Three Months Ended Six Months Ended June 30, June 30, 2014 2014 United Rentals historic revenues $ 1,399 $ 2,577 National Pump historic revenues — 62 Pro forma revenues 1,399 2,639 United Rentals historic pretax income 142 236 National Pump historic pretax income — 20 Combined pretax income 142 256 Pro forma adjustments to combined pretax income: Impact of fair value mark-ups/useful life changes on depreciation (1) — (1 ) Intangible asset amortization (2) 1 (11 ) Interest expense (3) 68 62 Elimination of merger costs (4) 8 9 Pro forma pretax income $ 219 $ 315 (1) Depreciation of rental equipment and non-rental depreciation were adjusted for the fair value mark-ups of equipment acquired in the National Pump acquisition. The useful lives assigned to such equipment didn’t change significantly from the lives historically used by National Pump. (2) The intangible assets acquired in the National Pump acquisition were amortized. (3) In connection with the National Pump acquisition, URNA issued $ 525 principal amount of 6 1 / 8 percent Senior Notes (as an add on to our existing 6 1 / 8 percent Senior Notes) and $ 850 principal amount of 5 3 / 4 percent Senior Notes, and all our outstanding 9 1 / 4 percent Senior Notes were redeemed. Interest expense was adjusted to reflect these changes in our debt portfolio. For the pro forma presentation, the $ 64 loss recognized upon redemption of the 9 1 / 4 percent Senior Notes was removed from the three and six months ended June 30, 2014 as the loss was assumed to have been recognized prior to the pro forma acquisition date. (4) Merger related costs, primarily comprised of financial and legal advisory fees, associated with the National Pump acquisition were eliminated as they were assumed to have been recognized prior to the pro forma acquisition date. For the three and six months ended June 30, 2015 and 2014 National Pump revenue and pretax (loss) income included in our condensed consolidated financial statements were as follows: Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Revenue $ 54 $ 67 $ 111 $ 67 Pretax (loss) income (1) (2 ) 14 (4 ) 14 (1) Pretax (loss) income excludes merger related costs which are not allocated to our segments. Pretax loss for the three and six months ended June 30, 2015 primarily reflects volume and pricing pressure associated with upstream oil and gas customers, and the amortization of the intangible assets acquired in the National Pump acquisition. |
Segment Information
Segment Information | 6 Months Ended |
Jun. 30, 2015 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information Our reportable segments are general rentals and trench, power and pump. The general rentals segment includes the rental of construction, infrastructure, industrial and homeowner equipment and related services and activities. The general rentals segment’s customers include construction and industrial companies, manufacturers, utilities, municipalities, homeowners and government entities. The general rentals segment comprises 11 geographic regions—Eastern Canada, Industrial (which serves the geographic Gulf region and has a strong industrial presence), Mid-Atlantic, Midwest, Mountain West, Northeast, Pacific West, South-Central, South, Southeast and Western Canada—and operates throughout the United States and Canada. The trench, power and pump segment includes the rental of specialty construction products and related services. The trench, power and pump segment is comprised of the Trench Safety region, which rents trench safety equipment such as trench shields, aluminum hydraulic shoring systems, slide rails, crossing plates, construction lasers and line testing equipment for underground work, the Power and HVAC (heating, ventilating and air conditioning) region, which rents power and HVAC equipment such as portable diesel generators, electrical distribution equipment, and temperature control equipment including heating and cooling equipment, and the Pump Solutions region, which rents pumps primarily used by energy and petrochemical customers. The trench, power and pump segment’s customers include construction companies involved in infrastructure projects, municipalities and industrial companies. This segment operates throughout the United States and in Canada. These segments align our external segment reporting with how management evaluates and allocates resources. We evaluate segment performance based on segment equipment rentals gross profit. The following tables set forth financial information by segment. General rentals Trench, power and pump Total Three Months Ended June 30, 2015 Equipment rentals $ 1,048 $ 172 $ 1,220 Sales of rental equipment 116 8 124 Sales of new equipment 35 4 39 Contractor supplies sales 18 3 21 Service and other revenues 23 2 25 Total revenue 1,240 189 1,429 Depreciation and amortization expense 264 43 307 Equipment rentals gross profit 456 79 535 Three Months Ended June 30, 2014 Equipment rentals $ 1,028 $ 151 $ 1,179 Sales of rental equipment 132 6 138 Sales of new equipment 25 12 37 Contractor supplies sales 19 3 22 Service and other revenues 17 6 23 Total revenue 1,221 178 1,399 Depreciation and amortization expense 263 36 299 Equipment rentals gross profit 426 77 503 Six Months Ended June 30, 2015 Equipment rentals $ 2,024 $ 321 $ 2,345 Sales of rental equipment 224 16 240 Sales of new equipment 61 11 72 Contractor supplies sales 33 6 39 Service and other revenues 42 6 48 Total revenue 2,384 360 2,744 Depreciation and amortization expense 526 85 611 Equipment rentals gross profit 839 142 981 Capital expenditures 949 117 1,066 Six Months Ended June 30, 2014 Equipment rentals $ 1,952 $ 232 $ 2,184 Sales of rental equipment 238 10 248 Sales of new equipment 49 14 63 Contractor supplies sales 36 5 41 Service and other revenues 34 7 41 Total revenue 2,309 268 2,577 Depreciation and amortization expense 522 54 576 Equipment rentals gross profit 770 112 882 Capital expenditures 981 99 1,080 June 30, December 31, Total reportable segment assets General rentals $ 11,053 $ 10,935 Trench, power and pump 1,552 1,532 Total assets $ 12,605 $ 12,467 Equipment rentals gross profit is the primary measure management reviews to make operating decisions and assess segment performance. The following is a reconciliation of equipment rentals gross profit to income before provision for income taxes: Three Months Ended Six Months Ended June 30, June 30, 2015 2014 2015 2014 Total equipment rentals gross profit $ 535 $ 503 $ 981 $ 882 Gross profit from other lines of business 83 86 161 155 Selling, general and administrative expenses (175 ) (187 ) (356 ) (355 ) Merger related costs (1 ) (8 ) 26 (9 ) Restructuring charge — 1 (1 ) — Non-rental depreciation and amortization (67 ) (70 ) (136 ) (130 ) Interest expense, net (232 ) (187 ) (353 ) (312 ) Other income, net 6 4 9 5 Income before provision for income taxes $ 149 $ 142 $ 331 $ 236 |
Restructuring Charges
Restructuring Charges | 6 Months Ended |
Jun. 30, 2015 | |
Restructuring and Related Activities [Abstract] | |
Restructuring Charges | Restructuring Charges Closed Restructuring Program Between 2008 and 2011 and in recognition of the very challenging economic environment, we were intensely focused on reducing our operating costs. During this period, we reduced our employee headcount from approximately 10,900 at January 1, 2008 (the beginning of the restructuring period) to approximately 7,500 at December 31, 2011 (the end of the restructuring period). Additionally, we reduced our branch network from 697 locations at January 1, 2008 to 529 locations at December 31, 2011. RSC Merger Related Restructuring Program In the second quarter of 2012, we initiated a restructuring program related to severance costs and branch closure charges associated with the April 2012 acquisition of RSC. The branch closure charges principally relate to continuing lease obligations at vacant facilities closed subsequent to the RSC acquisition. As of June 30, 2015 , our employee headcount is approximately 12,600 and our branch network has 896 rental locations. We do not expect to incur significant additional charges in connection with the restructuring, which was complete as of June 30, 2013 (the end of the restructuring period). The table below provides certain information concerning our restructuring charges for the six months ended June 30, 2015 : Reserve Balance at Charged to Payments Reserve Balance at Description December 31, 2014 June 30, 2015 Closed Restructuring Program Branch closure charges $ 9 $ 1 $ (3 ) $ 7 Severance costs — — — — Total $ 9 $ 1 $ (3 ) $ 7 RSC Merger Related Restructuring Program Branch closure charges $ 11 $ — $ (2 ) $ 9 Severance costs — — — — Total $ 11 $ — $ (2 ) $ 9 Total Branch closure charges $ 20 $ 1 $ (5 ) $ 16 Severance costs — — — — Total $ 20 $ 1 $ (5 ) $ 16 _________________ (1) Reflected in our condensed consolidated statements of income as “Restructuring charge.” These charges are not allocated to our reportable segments. |
Derivatives
Derivatives | 6 Months Ended |
Jun. 30, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives | Derivatives We recognize all derivative instruments as either assets or liabilities at fair value, and recognize changes in the fair value of the derivative instruments based on the designation of the derivative. For derivative instruments that are designated and qualify as hedging instruments, we designate the hedging instrument, based upon the exposure being hedged, as either a fair value hedge or a cash flow hedge. As of June 30, 2015 , we do not have any outstanding derivative instruments designated as fair value hedges. The effective portion of the changes in fair value of derivatives that are designated as cash flow hedges is recorded as a component of accumulated other comprehensive income. Amounts included in accumulated other comprehensive income for cash flow hedges are reclassified into earnings in the same period that the hedged item is recognized in earnings. The ineffective portion of changes in the fair value of derivatives designated as cash flow hedges is recorded currently in earnings. For derivative instruments that do not qualify for hedge accounting, we recognize gains or losses due to changes in fair value in our condensed consolidated statements of income during the period in which the changes in fair value occur. As of June 30, 2015 , we do not have any derivative instruments that do not qualify for hedge accounting. We are exposed to certain risks related to our ongoing business operations. During the six months ended June 30, 2015 and 2014 , the primary risk we managed using derivative instruments was diesel price risk. At June 30, 2015 , we had outstanding fixed price swap contracts on diesel purchases which were entered into to mitigate the price risk associated with forecasted purchases of diesel. The outstanding forward contracts on diesel purchases were designated and qualify as cash flow hedges. Fixed Price Diesel Swaps The fixed price swap contracts on diesel purchases that were outstanding at June 30, 2015 were designated and qualify as cash flow hedges and the effective portion of the gain or loss on these contracts is reported as a component of accumulated other comprehensive income and is reclassified into earnings in the period during which the hedged transaction affects earnings (i.e., when the hedged gallons of diesel are used). The remaining gain or loss on the fixed price swap contracts in excess of the cumulative change in the present value of future cash flows of the hedged item, if any (i.e., the ineffective portion), is recognized in our condensed consolidated statements of income during the current period. As of June 30, 2015 , we had outstanding fixed price swap contracts covering 10.8 million gallons of diesel which will be purchased throughout 2015 and 2016 . Financial Statement Presentation As of June 30, 2015 and December 31, 2014 , immaterial amounts ( $4 or less) were reflected in prepaid expenses and other assets, accrued expenses and other liabilities, and accumulated other comprehensive income in our condensed consolidated balance sheets associated with the outstanding fixed price swap contracts that were designated and qualify as cash flow hedges. The effect of our derivative instruments on our condensed consolidated statements of income for the three and six months ended June 30, 2015 and 2014 was as follows: Three Months Ended June 30, 2015 Three Months Ended June 30, 2014 Location of income (expense) recognized on derivative/hedged item Amount of income (expense) recognized on derivative Amount of income (expense) recognized on hedged item Amount of income (expense) recognized on derivative Amount of income (expense) recognized on hedged item Derivatives designated as hedging instruments: Fixed price diesel swaps Other income (expense), net (1) $ * $ * Cost of equipment rentals, excluding depreciation (2), (3) (1 ) $ (9 ) * $ (12 ) Six Months Ended June 30, 2015 Six Months Ended June 30, 2014 Location of income (expense) recognized on derivative/hedged item Amount of income (expense) recognized on derivative Amount of income (expense) recognized on hedged item Amount of income (expense) recognized on derivative Amount of income (expense) recognized on hedged item Derivatives designated as hedging instruments: Fixed price diesel swaps Other income (expense), net (1) $ * $ * Cost of equipment rentals, excluding depreciation (2), (3) (3 ) $ (16 ) * $ (22 ) * Amounts are insignificant (less than $1 ). (1) Represents the ineffective portion of the fixed price diesel swaps. (2) Amounts recognized on derivative represent the effective portion of the fixed price diesel swaps. (3) Amounts recognized on hedged item reflect the use of 2.8 million and 3.0 million gallons of diesel covered by the fixed price swaps during the three months ended June 30, 2015 and 2014 , respectively, and the use of 5.4 million and 5.6 million gallons of diesel covered by the fixed price swaps during the six months ended June 30, 2015 and 2014 , respectively. These amounts are reflected, net of cash received from, or paid to, the counterparties to the fixed price swaps, in operating cash flows in our condensed consolidated statement of cash flows. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements We account for certain assets and liabilities at fair value. We categorize each of our fair value measurements in one of the following three levels based on the lowest level input that is significant to the fair value measurement in its entirety: Level 1- Inputs to the valuation methodology are unadjusted quoted prices in active markets for identical assets or liabilities. Level 2- Observable inputs other than quoted prices in active markets for identical assets or liabilities include: a) quoted prices for similar assets or liabilities in active markets; b) quoted prices for identical or similar assets or liabilities in inactive markets; c) inputs other than quoted prices that are observable for the asset or liability; d) inputs that are derived principally from or corroborated by observable market data by correlation or other means. If the asset or liability has a specified (contractual) term, the Level 2 input must be observable for substantially the full term of the asset or liability. Level 3- Inputs to the valuation methodology are unobservable (i.e., supported by little or no market activity) and significant to the fair value measure. Assets and Liabilities Measured at Fair Value Our fixed price diesel swaps contracts are Level 2 derivatives measured at fair value on a recurring basis. As of June 30, 2015 and December 31, 2014 , immaterial amounts ( $4 or less) were reflected in prepaid expenses and other assets, and accrued expenses and other liabilities in our condensed consolidated balance sheets, reflecting the fair values of the fixed price diesel swaps contracts. As discussed in note 5 to the condensed consolidated financial statements, we entered into the fixed price swap contracts on diesel purchases to mitigate the price risk associated with forecasted purchases of diesel. Fair value is determined based on observable market data. As of June 30, 2015 , we have fixed price swap contracts that mature throughout 2015 and 2016 covering 10.8 million gallons of diesel which we will buy at the average contract price of $3.13 per gallon, while the average forward price for the hedged gallons was $3.02 per gallon as of June 30, 2015 . The fair value of the contingent cash consideration component of the National Pump purchase price discussed in note 2 to our condensed consolidated financial statements was $ 0 as of June 30, 2015 and $78 as of December 31, 2014 . In June 2015, we paid the contingent consideration and were relieved of further liabilities associated therewith. The contingent consideration was recorded in accrued expenses and other liabilities in our condensed consolidated balance sheets, and was a Level 3 liability that was measured at fair value on a recurring basis. Fair value was determined using a probability weighted discounted cash flow methodology. Key inputs to the valuation included: (i) discrete scenarios of potential payouts; (ii) probability weightings assigned to each of the scenarios; and (iii) a rate of return with which to discount the probability weighted payouts to present value. Changes to the fair value of the contingent cash consideration are reflected in our condensed consolidated statements of income as “Merger related costs” which included a $26 fair value reduction for the six months ended June 30, 2015 . In June 2015, we paid the liability remaining after recognizing the decline in fair value, and were relieved of further liabilities associated therewith. The decline in the fair value of the contingent cash consideration primarily relates to lower than expected financial performance compared to agreed upon financial targets. Fair Value of Financial Instruments The carrying amounts reported in our condensed consolidated balance sheets for accounts receivable, accounts payable and accrued expenses and other liabilities approximate fair value due to the immediate to short-term maturity of these financial instruments. The fair values of our ABL facility, accounts receivable securitization facility and capital leases approximate their book values as of June 30, 2015 and December 31, 2014 . The estimated fair values of our financial instruments as of June 30, 2015 and December 31, 2014 have been calculated based upon available market information, and are presented below by level in the fair value hierarchy: June 30, 2015 December 31, 2014 Carrying Amount Fair Value Carrying Amount Fair Value Level 1: Senior and senior subordinated notes $ 5,991 $ 6,090 $ 6,063 $ 6,390 Level 2: 4 percent Convertible Senior Notes (1) 7 8 32 33 ___________________ (1) The fair value of the 4 percent Convertible Senior Notes is based on the market value of comparable notes. Consistent with the carrying amount, the fair value excludes the equity component of the notes. To exclude the equity component and calculate the fair value, we used an effective interest rate of 6.9 percent. As discussed below (see Item 3- Quantitative and Qualitative Disclosures about Market Risk), the total cost to settle the notes based on the closing price of our common stock on June 30, 2015 would be $60 . |
Debt
Debt | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Debt | Debt Debt consists of the following: June 30, 2015 December 31, 2014 URNA and subsidiaries debt: Accounts Receivable Securitization Facility (1) $ 549 $ 548 $2.5 billion ABL Facility (2) 1,771 1,304 5 3 / 4 percent Senior Secured Notes (3) — 750 7 3 / 8 percent Senior Notes 750 750 8 3 / 8 percent Senior Subordinated Notes (3) — 750 8 1 / 4 percent Senior Notes (4) 316 687 7 5 / 8 percent Senior Notes 1,325 1,325 6 1 / 8 percent Senior Notes 950 951 4 5 / 8 percent Senior Secured Notes (5) 1,000 — 5 3 / 4 percent Senior Notes 850 850 5 1 / 2 percent Senior Notes (6) 800 — Capital leases 92 105 Total URNA and subsidiaries debt 8,403 8,020 Holdings: 4 percent Convertible Senior Notes (7) 7 32 Total debt 8,410 8,052 Less short-term portion (8) (590 ) (618 ) Total long-term debt $ 7,820 $ 7,434 ___________________ (1) At June 30, 2015 , $1 was available under our accounts receivable securitization facility. The interest rate applicable to the accounts receivable securitization facility was 0.9 percent at June 30, 2015 . During the six months ended June 30, 2015 , the monthly average amount outstanding under the accounts receivable securitization facility was $456 , and the weighted-average interest rate thereon was 0.8 percent . The maximum month-end amount outstanding under the accounts receivable securitization facility during the six months ended June 30, 2015 was $550 . Borrowings under the accounts receivable securitization facility are permitted only to the extent that the face amount of the receivables in the collateral pool, net of applicable reserves, exceeds the outstanding loans. As of June 30, 2015 , there were $ 627 of receivables, net of applicable reserves, in the collateral pool. (2) At June 30, 2015 , $680 was available under our ABL facility, net of $49 of letters of credit. The interest rate applicable to the ABL facility was 1.8 percent at June 30, 2015 . During the six months ended June 30, 2015 , the monthly average amount outstanding under the ABL facility was $1.2 billion, and the weighted-average interest rate thereon was 2.0 percent . The maximum month-end amount outstanding under the ABL facility during the six months ended June 30, 2015 was $1.8 billion . In March 2015, the ABL facility was amended, primarily to increase the facility size and to extend the maturity date. The size of the facility was increased to $2.5 billion . All amounts borrowed under the ABL facility must be repaid on or before March 2020. (3) In April 2015, we redeemed all of our 5 3 / 4 percent Senior Secured Notes and 8 3 / 8 percent Senior Subordinated Notes. Upon redemption, we recognized an aggregate loss of $ 106 in interest expense, net. The loss represented the difference between the net carrying amount and the total purchase price of the notes. (4) In April 2015, we redeemed $ 350 principal amount of our 8 1 / 4 percent Senior Notes. Upon redemption, we recognized a loss of $ 15 in interest expense, net. The loss represented the difference between the net carrying amount and the total purchase price of the redeemed notes. (5) In March 2015, URNA issued $ 1.0 billion aggregate principal amount of 4 5 / 8 percent Senior Secured Notes (the “4 5 / 8 percent Notes”) which are due July 15, 2023. The net proceeds from issuance were approximately $ 990 (after deducting offering expenses). The 4 5 / 8 percent Notes are guaranteed by Holdings and certain domestic subsidiaries of URNA and are secured on a second-priority basis by liens on substantially all of URNA’s and the guarantors’ assets that secure the ABL facility, subject to certain exceptions. The 4 5 / 8 percent Notes may be redeemed on or after July 15, 2018 , at specified redemption prices that range from 103.469 percent in 2018 , to 100 percent in 2021 and thereafter, plus accrued and unpaid interest, if any. The indenture governing the 4 5 / 8 percent Notes contains certain restrictive covenants, including, among others, limitations on (i) liens; (ii) additional indebtedness; (iii) mergers, consolidations and acquisitions; (iv) sales, transfers and other dispositions of assets; (v) loans and other investments; (vi) dividends and other distributions, stock repurchases and redemptions and other restricted payments; (vii) restrictions affecting subsidiaries; (viii) transactions with affiliates; and (ix) designations of unrestricted subsidiaries, as well as a requirement to timely file periodic reports with the SEC. The indenture also includes covenants relating to the grant of and maintenance of liens for the benefit of the notes collateral agent. Each of the restrictive covenants is subject to important exceptions and qualifications that would allow URNA and its subsidiaries to engage in these activities under certain conditions. The indenture also requires that, in the event of a change of control (as defined in the indenture), URNA must make an offer to purchase all of the then-outstanding 4 5 / 8 percent Notes tendered at a purchase price in cash equal to 101 percent of the principal amount thereof, plus accrued and unpaid interest, if any, thereon. (6) In March 2015, URNA issued $ 800 aggregate principal amount of 5 1 / 2 percent Senior Notes (the “5 1 / 2 percent Notes”) which are due July 15, 2025. The net proceeds from the issuance were approximately $ 792 (after deducting offering expenses). The 5 1 / 2 percent Notes are unsecured and are guaranteed by Holdings and certain domestic subsidiaries of URNA. The 5 1 / 2 percent Notes may be redeemed on or after July 15, 2020 , at specified redemption prices that range from 102.75 percent in 2020 , to 100 percent in 2023 and thereafter, plus accrued and unpaid interest, if any. The indenture governing the 5 1 / 2 percent Notes contains certain restrictive covenants, including, among others, limitations on (i) liens; (ii) additional indebtedness; (iii) mergers, consolidations and acquisitions; (iv) sales, transfers and other dispositions of assets; (v) loans and other investments; (vi) dividends and other distributions, stock repurchases and redemptions and other restricted payments; (vii) restrictions affecting subsidiaries; (viii) transactions with affiliates; and (ix) designations of unrestricted subsidiaries, as well as a requirement to timely file periodic reports with the SEC. Each of the restrictive covenants is subject to important exceptions and qualifications that would allow URNA and its subsidiaries to engage in these activities under certain conditions. The indenture also requires that, in the event of a change of control (as defined in the indenture), URNA must make an offer to purchase all of the then-outstanding 5 1 / 2 percent Notes tendered at a purchase price in cash equal to 101 percent of the principal amount thereof, plus accrued and unpaid interest, if any, thereon. (7) The difference between the June 30, 2015 carrying value of the 4 percent Convertible Senior Notes and the $8 principal amount reflects the $1 unamortized portion of the original issue discount recognized upon issuance of the notes, which is being amortized through the maturity date of November 15, 2015. Because the 4 percent Convertible Senior Notes were redeemable at June 30, 2015 , an amount equal to the $1 unamortized portion of the original issue discount is separately classified in our condensed consolidated balance sheets and referred to as “temporary equity.” During the six months ended June 30, 2015 , $ 26 of our 4 percent Convertible Senior Notes were redeemed. We recognized a loss of approximately $ 1 in interest expense, net upon redemption. The loss represented the difference between the net carrying amount and the fair value of the debt component of the notes. Holders of the 4 percent Convertible Senior Notes have the right to redeem the notes prior to November 15, 2015 at a conversion price of $11.11 per share of common stock. Since July 1, 2015 (the beginning of the third quarter), none of the 4 percent Convertible Senior Notes have been redeemed. (8) As of June 30, 2015 , our short-term debt primarily reflects $ 549 of borrowings under our accounts receivable securitization facility. Convertible Note Hedge Transactions In connection with the November 2009 issuance of $173 aggregate principal amount of 4 percent Convertible Senior Notes, Holdings entered into convertible note hedge transactions with option counterparties. The convertible note hedge transactions cost $26 , and decreased additional paid-in capital by $17 , net of taxes, in our accompanying condensed consolidated statements of stockholders’ equity. The convertible note hedge transactions cover, subject to anti-dilution adjustments, 0.7 million shares of our common stock. The convertible note hedge transactions are intended to reduce, subject to a limit, the potential dilution with respect to our common stock upon conversion of the 4 percent Convertible Senior Notes. The effect of the convertible note hedge transactions is to increase the effective conversion price to $15.56 per share, equal to an approximately 75 percent premium over the $8.89 closing price of our common stock at issuance. The effective conversion price is subject to change in certain circumstances. In the event the market value of our common stock exceeds the effective conversion price per share, the settlement amount received from such transactions will only partially offset the potential dilution. For example, if, at the time of exercise of the conversion right, the price of our common stock was $80.00 per share, assuming an effective conversion price of $15.56 per share, on a net basis, we would issue 0.6 million shares. Loan Covenants and Compliance As of June 30, 2015 , we were in compliance with the covenants and other provisions of the ABL facility, the accounts receivable securitization facility and the senior notes. Any failure to be in compliance with any material provision or covenant of these agreements could have a material adverse effect on our liquidity and operations. In March 2015, we amended the ABL facility. The only financial covenant which currently exists under the ABL facility relates to the fixed charge coverage ratio. As of June 30, 2015 , specified availability under the ABL facility exceeded the required threshold and, as a result, this maintenance covenant is inapplicable. Subject to certain limited exceptions specified in the amended ABL facility, the fixed charge coverage ratio covenant under the amended ABL facility will only apply in the future if specified availability under the amended ABL facility falls below 10 percent of the maximum revolver amount under the amended ABL facility. When certain conditions are met, cash and cash equivalents and borrowing base collateral in excess of the ABL facility size may be included when calculating specified availability under the amended ABL facility. Under our accounts receivable securitization facility, we are required, among other things, to maintain certain financial tests relating to: (i) the default ratio, (ii) the delinquency ratio, (iii) the dilution ratio and (iv) days sales outstanding. |
Legal and Regulatory Matters
Legal and Regulatory Matters | 6 Months Ended |
Jun. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Legal and Regulatory Matters | Legal and Regulatory Matters In addition to the disclosures provided in note 14 to our consolidated financial statements for the year ended December 31, 2014 filed on Form 10-K on January 21, 2015, we are also subject to a number of claims and proceedings that generally arise in the ordinary conduct of our business. These matters include, but are not limited to, general liability claims (including personal injury, property and auto claims), indemnification and guarantee obligations, employee injuries and employment-related claims, self-insurance obligations and contract and real estate matters. Based on advice of counsel and available information, including current status or stage of proceeding, and taking into account accruals for matters where we have established them, we currently believe that any liabilities ultimately resulting from these ordinary course claims and proceedings will not, individually or in the aggregate, have a material adverse effect on our consolidated financial condition, results of operations or cash flows. |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Jun. 30, 2015 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share Basic earnings per share is computed by dividing net income available to common stockholders by the weighted-average number of common shares outstanding. Diluted earnings per share is computed by dividing net income available to common stockholders by the weighted-average number of common shares plus the effect of dilutive potential common shares outstanding during the period. The following table sets forth the computation of basic and diluted earnings per share (shares in thousands): Three Months Ended Six Months Ended June 30, June 30, 2015 2014 2015 2014 Numerator: Net income available to common stockholders $ 86 $ 94 201 154 Denominator: Denominator for basic earnings per share—weighted-average common shares 96,647 97,002 96,896 96,118 Effect of dilutive securities: Employee stock options and warrants 298 413 318 425 4 percent Convertible Senior Notes 605 7,758 894 9,005 Restricted stock units 197 421 308 475 Denominator for diluted earnings per share—adjusted weighted-average common shares 97,747 105,594 98,416 106,023 Basic earnings per share $ 0.89 $ 0.98 $ 2.07 $ 1.61 Diluted earnings per share $ 0.88 $ 0.90 $ 2.04 $ 1.46 |
Condensed Consolidating Financi
Condensed Consolidating Financial Information of Guarantor Subsidiaries | 6 Months Ended |
Jun. 30, 2015 | |
Condensed Financial Information [Abstract] | |
Condensed Consolidating Financial Information of Guarantor Subsidiaries | Condensed Consolidating Financial Information of Guarantor Subsidiaries URNA is 100 percent owned by Holdings (“Parent”) and has outstanding (i) certain indebtedness that is guaranteed by Parent, (ii) certain indebtedness that is guaranteed by both Parent and, with the exception of its U.S. special purpose vehicle which holds receivable assets relating to the Company’s accounts receivable securitization facility (the “SPV”), all of URNA’s U.S. subsidiaries (the “guarantor subsidiaries”) and (iii) certain indebtedness that is guaranteed only by the guarantor subsidiaries (specifically, the 8 1 / 4 percent Senior Notes). Other than the guarantee by certain Canadian subsidiaries of URNA's indebtedness under the ABL facility, none of URNA’s indebtedness is guaranteed by URNA's foreign subsidiaries or the SPV (together, the “non-guarantor subsidiaries”). The receivable assets owned by the SPV have been sold by URNA to the SPV and are not available to satisfy the obligations of URNA or Parent’s other subsidiaries. The guarantor subsidiaries are all 100 percent -owned and the guarantees are made on a joint and several basis. The guarantees are not full and unconditional because a guarantor subsidiary can be automatically released and relieved of its obligations under certain circumstances, including sale of the guarantor subsidiary, the sale of all or substantially all of the guarantor subsidiary's assets, the requirements for legal defeasance or covenant defeasance under the applicable indenture being met or designating the guarantor subsidiary as an unrestricted subsidiary for purposes of the applicable covenants. The guarantees are also subject to subordination provisions (to the same extent that the obligations of the issuer under the relevant notes are subordinated to other debt of the issuer) and to a standard limitation which provides that the maximum amount guaranteed by each guarantor will not exceed the maximum amount that can be guaranteed without making the guarantee void under fraudulent conveyance laws. Based on our understanding of Rule 3-10 of Regulation S-X ("Rule 3-10"), we believe that the guarantees of the guarantor subsidiaries comply with the conditions set forth in Rule 3-10 and therefore continue to utilize Rule 3-10 to present condensed consolidating financial information for Holdings, URNA, the guarantor subsidiaries and the non-guarantor subsidiaries. Separate consolidated financial statements of the guarantor subsidiaries have not been presented because management believes that such information would not be material to investors. However, condensed consolidating financial information is presented. URNA covenants in the ABL facility, accounts receivable securitization facility and the other agreements governing our debt impose operating and financial restrictions on URNA, Parent and the guarantor subsidiaries, including limitations on the ability to pay dividends. As of June 30, 2015 , the amount available for distribution under the most restrictive of these covenants was $ 252 . The condensed consolidating financial information of Parent and its subsidiaries is as follows: CONDENSED CONSOLIDATING BALANCE SHEET June 30, 2015 Parent URNA Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Foreign SPV ASSETS Cash and cash equivalents $ — $ 4 $ — $ 196 $ — $ — $ 200 Accounts receivable, net — 39 — 108 747 — 894 Intercompany receivable (payable) 144 55 (188 ) (126 ) — 115 — Inventory — 73 — 8 — — 81 Prepaid expenses and other assets — 67 — 7 — — 74 Deferred taxes — 186 — 1 — — 187 Total current assets 144 424 (188 ) 194 747 115 1,436 Rental equipment, net — 5,794 — 602 — — 6,396 Property and equipment, net 40 323 20 42 — — 425 Investments in subsidiaries 1,294 1,011 1,001 — — (3,306 ) — Goodwill — 3,000 — 253 — — 3,253 Other intangible assets, net — 923 — 77 — — 1,000 Other long-term assets — 95 — — — — 95 Total assets $ 1,478 $ 11,570 $ 833 $ 1,168 $ 747 $ (3,191 ) $ 12,605 LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT) Short-term debt and current maturities of long-term debt $ 7 $ 583 $ — $ — $ — $ — $ 590 Accounts payable — 618 — 65 — — 683 Accrued expenses and other liabilities — 273 14 22 — — 309 Total current liabilities 7 1,474 14 87 — — 1,582 Long-term debt — 7,143 121 7 549 — 7,820 Deferred taxes 19 1,604 — 73 — — 1,696 Other long-term liabilities — 55 — — — — 55 Total liabilities 26 10,276 135 167 549 — 11,153 Temporary equity (note 7) 1 — — — — — 1 Total stockholders’ equity (deficit) 1,451 1,294 698 1,001 198 (3,191 ) 1,451 Total liabilities and stockholders’ equity (deficit) $ 1,478 $ 11,570 $ 833 $ 1,168 $ 747 $ (3,191 ) $ 12,605 CONDENSED CONSOLIDATING BALANCE SHEET December 31, 2014 Parent URNA Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Foreign SPV ASSETS Cash and cash equivalents $ — $ 8 $ — $ 150 $ — $ — $ 158 Accounts receivable, net — 37 — 144 759 — 940 Intercompany receivable (payable) 476 (428 ) (60 ) (109 ) — 121 — Inventory — 69 — 9 — — 78 Prepaid expenses and other assets — 113 1 8 — — 122 Deferred taxes — 246 — 2 — — 248 Total current assets 476 45 (59 ) 204 759 121 1,546 Rental equipment, net — 5,399 — 609 — — 6,008 Property and equipment, net 42 332 21 43 — — 438 Investments in subsidiaries 1,330 1,185 1,040 — — (3,555 ) — Goodwill — 3,000 — 272 — — 3,272 Other intangible assets, net — 1,014 — 92 — — 1,106 Other long-term assets 1 96 — — — — 97 Total assets $ 1,849 $ 11,071 $ 1,002 $ 1,220 $ 759 $ (3,434 ) $ 12,467 LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT) Short-term debt and current maturities of long-term debt $ 32 $ 38 $ — $ — $ 548 $ — $ 618 Accounts payable — 248 — 37 — — 285 Accrued expenses and other liabilities — 499 19 57 — — 575 Total current liabilities 32 785 19 94 548 — 1,478 Long-term debt — 7,298 130 6 — — 7,434 Deferred taxes 19 1,594 — 79 — — 1,692 Other long-term liabilities — 64 — 1 — — 65 Total liabilities 51 9,741 149 180 548 — 10,669 Temporary equity (note 7) 2 — — — — — 2 Total stockholders’ equity (deficit) 1,796 1,330 853 1,040 211 (3,434 ) 1,796 Total liabilities and stockholders’ equity (deficit) $ 1,849 $ 11,071 $ 1,002 $ 1,220 $ 759 $ (3,434 ) $ 12,467 CONDENSED CONSOLIDATING STATEMENT OF INCOME AND COMPREHENSIVE INCOME For the Three Months Ended June 30, 2015 Parent URNA Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Foreign SPV Revenues: Equipment rentals $ — $ 1,100 $ — $ 120 $ — $ — $ 1,220 Sales of rental equipment — 106 — 18 — — 124 Sales of new equipment — 34 — 5 — — 39 Contractor supplies sales — 18 — 3 — — 21 Service and other revenues — 22 — 3 — — 25 Total revenues — 1,280 — 149 — — 1,429 Cost of revenues: Cost of equipment rentals, excluding depreciation — 389 — 56 — — 445 Depreciation of rental equipment — 216 — 24 — — 240 Cost of rental equipment sales — 58 — 10 — — 68 Cost of new equipment sales — 29 — 4 — — 33 Cost of contractor supplies sales — 13 — 2 — — 15 Cost of service and other revenues — 9 — 1 — — 10 Total cost of revenues — 714 — 97 — — 811 Gross profit — 566 — 52 — — 618 Selling, general and administrative expenses (4 ) 153 — 18 8 — 175 Merger related costs — 1 — — — — 1 Restructuring charge — — — — — — — Non-rental depreciation and amortization 4 57 — 6 — — 67 Operating (loss) income — 355 — 28 (8 ) — 375 Interest (income) expense, net — 232 — 1 1 (2 ) 232 Other (income) expense, net (38 ) 55 — 2 (25 ) — (6 ) Income before provision for income taxes 38 68 — 25 16 2 149 Provision for income taxes 18 28 2 9 6 — 63 Income (loss) before equity in net earnings (loss) of subsidiaries 20 40 (2 ) 16 10 2 86 Equity in net earnings (loss) of subsidiaries 66 26 16 — — (108 ) — Net income (loss) 86 66 14 16 10 (106 ) 86 Other comprehensive income (loss) 17 17 16 13 — (46 ) 17 Comprehensive income (loss) $ 103 $ 83 $ 30 $ 29 $ 10 $ (152 ) $ 103 CONDENSED CONSOLIDATING STATEMENT OF INCOME AND COMPREHENSIVE INCOME For the Three Months Ended June 30, 2014 Parent URNA Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Foreign SPV Revenues: Equipment rentals $ — $ 1,042 $ — $ 137 $ — $ — $ 1,179 Sales of rental equipment — 122 — 16 — — 138 Sales of new equipment — 31 — 6 — — 37 Contractor supplies sales — 19 — 3 — — 22 Service and other revenues — 17 — 6 — — 23 Total revenues — 1,231 — 168 — — 1,399 Cost of revenues: Cost of equipment rentals, excluding depreciation — 383 — 64 — — 447 Depreciation of rental equipment — 203 — 26 — — 229 Cost of rental equipment sales — 70 — 10 — — 80 Cost of new equipment sales — 27 — 4 — — 31 Cost of contractor supplies sales — 13 — 2 — — 15 Cost of service and other revenues — 5 — 3 — — 8 Total cost of revenues — 701 — 109 — — 810 Gross profit — 530 — 59 — — 589 Selling, general and administrative expenses (6 ) 171 2 23 (3 ) — 187 Merger related costs — 8 — — — — 8 Restructuring charge — (1 ) — — — — (1 ) Non-rental depreciation and amortization 5 58 — 7 — — 70 Operating income (loss) 1 294 (2 ) 29 3 — 325 Interest expense (income), net 1 182 2 2 1 (1 ) 187 Other (income) expense, net (37 ) 52 (3 ) 4 (20 ) — (4 ) Income (loss) before provision for income taxes 37 60 (1 ) 23 22 1 142 Provision for income taxes 1 32 — 6 9 — 48 Income (loss) before equity in net earnings (loss) of subsidiaries 36 28 (1 ) 17 13 1 94 Equity in net earnings (loss) of subsidiaries 58 30 17 — — (105 ) — Net income (loss) 94 58 16 17 13 (104 ) 94 Other comprehensive income (loss) 36 36 36 28 — (100 ) 36 Comprehensive income (loss) $ 130 $ 94 $ 52 $ 45 $ 13 $ (204 ) $ 130 CONDENSED CONSOLIDATING STATEMENT OF INCOME AND COMPREHENSIVE INCOME For the Six Months Ended June 30, 2015 Parent URNA Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Foreign SPV Revenues: Equipment rentals $ — $ 2,098 $ — $ 247 $ — $ — $ 2,345 Sales of rental equipment — 212 — 28 — — 240 Sales of new equipment — 63 — 9 — — 72 Contractor supplies sales — 34 — 5 — — 39 Service and other revenues — 41 — 7 — — 48 Total revenues — 2,448 — 296 — — 2,744 Cost of revenues: Cost of equipment rentals, excluding depreciation — 773 — 116 — — 889 Depreciation of rental equipment — 427 — 48 — — 475 Cost of rental equipment sales — 117 — 15 — — 132 Cost of new equipment sales — 53 — 7 — — 60 Cost of contractor supplies sales — 24 — 3 — — 27 Cost of service and other revenues — 15 — 4 — — 19 Total cost of revenues — 1,409 — 193 — — 1,602 Gross profit — 1,039 — 103 — — 1,142 Selling, general and administrative expenses (1 ) 304 — 38 15 — 356 Merger related costs — (26 ) — — — — (26 ) Restructuring charge — 1 — — — — 1 Non-rental depreciation and amortization 8 116 — 12 — — 136 Operating (loss) income (7 ) 644 — 53 (15 ) — 675 Interest (income) expense, net (1 ) 351 2 2 2 (3 ) 353 Other (income) expense, net (73 ) 107 1 3 (47 ) — (9 ) Income (loss) before provision for income taxes 67 186 (3 ) 48 30 3 331 Provision for income taxes 31 71 — 16 12 — 130 Income (loss) before equity in net earnings (loss) of subsidiaries 36 115 (3 ) 32 18 3 201 Equity in net earnings (loss) of subsidiaries 165 50 32 — — (247 ) — Net income (loss) 201 165 29 32 18 (244 ) 201 Other comprehensive (loss) income (72 ) (72 ) (74 ) (58 ) — 204 (72 ) Comprehensive income (loss) $ 129 $ 93 $ (45 ) $ (26 ) $ 18 $ (40 ) $ 129 CONDENSED CONSOLIDATING STATEMENT OF INCOME AND COMPREHENSIVE INCOME For the Six Months Ended June 30, 2014 Parent URNA Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Foreign SPV Revenues: Equipment rentals $ — $ 1,914 $ — $ 270 $ — $ — $ 2,184 Sales of rental equipment — 222 — 26 — — 248 Sales of new equipment — 52 — 11 — — 63 Contractor supplies sales — 34 — 7 — — 41 Service and other revenues — 32 — 9 — — 41 Total revenues — 2,254 — 323 — — 2,577 Cost of revenues: Cost of equipment rentals, excluding depreciation — 737 — 119 — — 856 Depreciation of rental equipment — 396 — 50 — — 446 Cost of rental equipment sales — 130 — 15 — — 145 Cost of new equipment sales — 43 — 8 — — 51 Cost of contractor supplies sales — 23 — 5 — — 28 Cost of service and other revenues — 10 — 4 — — 14 Total cost of revenues — 1,339 — 201 — — 1,540 Gross profit — 915 — 122 — — 1,037 Selling, general and administrative expenses 19 294 2 43 (3 ) — 355 Merger related costs — 9 — — — — 9 Non-rental depreciation and amortization 9 109 — 12 — — 130 Operating (loss) income (28 ) 503 (2 ) 67 3 — 543 Interest expense (income), net 7 300 3 3 2 (3 ) 312 Other (income) expense, net (69 ) 98 (1 ) 7 (40 ) — (5 ) Income (loss) before provision for income taxes 34 105 (4 ) 57 41 3 236 Provision for income taxes 1 50 — 15 16 — 82 Income (loss) before equity in net earnings (loss) of subsidiaries 33 55 (4 ) 42 25 3 154 Equity in net earnings (loss) of subsidiaries 121 66 42 — — (229 ) — Net income (loss) 154 121 38 42 25 (226 ) 154 Other comprehensive (loss) income (3 ) (3 ) (2 ) (2 ) — 7 (3 ) Comprehensive income (loss) $ 151 $ 118 $ 36 $ 40 $ 25 $ (219 ) $ 151 CONDENSED CONSOLIDATING CASH FLOW INFORMATION For the Six Months Ended June 30, 2015 Parent URNA Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Foreign SPV Net cash provided by operating activities $ 6 $ 1,069 $ 1 $ 144 $ 30 $ — $ 1,250 Net cash used in investing activities (6 ) (793 ) — (77 ) — — (876 ) Net cash used in financing activities — (280 ) (1 ) (7 ) (30 ) — (318 ) Effect of foreign exchange rates — — — (14 ) — — (14 ) Net (decrease) increase in cash and cash equivalents — (4 ) — 46 — — 42 Cash and cash equivalents at beginning of period — 8 — 150 — — 158 Cash and cash equivalents at end of period $ — $ 4 $ — $ 196 $ — $ — $ 200 CONDENSED CONSOLIDATING CASH FLOW INFORMATION For the Six Months Ended June 30, 2014 Parent URNA Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Foreign SPV Net cash provided by (used in) operating activities $ 10 $ 928 $ 2 $ 146 $ (32 ) $ — $ 1,054 Net cash used in investing activities (10 ) (1,402 ) — (158 ) — — (1,570 ) Net cash provided by (used in) financing activities — 483 (2 ) (1 ) 32 — 512 Effect of foreign exchange rates — — — (1 ) — — (1 ) Net increase (decrease) in cash and cash equivalents — 9 — (14 ) — — (5 ) Cash and cash equivalents at beginning of period — 17 — 158 — — 175 Cash and cash equivalents at end of period $ — $ 26 $ — $ 144 $ — $ — $ 170 |
Organization, Description of 20
Organization, Description of Business and Basis of Presentation (Policies) | 6 Months Ended |
Jun. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
New Accounting Pronouncements | New Accounting Pronouncements Revenue from Contracts with Customers . In May 2014, the Financial Accounting Standards Board (“FASB”) issued guidance to clarify the principles for recognizing revenue. This guidance includes the required steps to achieve the core principle that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The FASB has agreed to propose a one-year deferral of the original effective date of this guidance and as a result it will be effective for fiscal years and interim periods beginning after December 15, 2017. The FASB's proposed update would still allow entities to apply the new guidance as of the original effective date (for fiscal years and interim periods beginning after December 15, 2016). We expect to adopt this guidance when effective, and the impact on our financial statements is not currently estimable. Interest—Imputation of Interest . In April 2015, the FASB issued guidance on the presentation of debt issuance costs. This guidance requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability. This guidance is effective for fiscal years and interim periods beginning after December 15, 2015, and requires retrospective application. We expect to adopt this guidance when effective, and do not expect this guidance to have a significant impact on our financial statements, although it will change the financial statement classification of our debt issuance costs. As of June 30, 2015 , $89 of net debt issuance costs were included in total assets in our condensed consolidated balance sheet. Under the new guidance, the net debt issuance costs would reduce our total debt. |
Acquisitions (Tables)
Acquisitions (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Business Combinations [Abstract] | |
Schedule of business acquisitions purchase consideration | The acquisition date fair value of the consideration transferred consisted of the following: Cash consideration (1) $ 773 Contingent consideration (2) 76 Total purchase consideration (3) $ 849 (1) Includes a ‘hold back’ of $ 58 that was paid in April 2015. (2) Reflects the acquisition date fair value of the contingent consideration that was paid in June 2015 as discussed in note 6 to our condensed consolidated financial statements. (3) Total purchase consideration excludes $ 15 of stock which was issued in connection with the acquisition and will be treated as compensation for book purposes but primarily represents deductible goodwill for income tax purposes. |
Schedule of assets acquired and liabilities assumed | The following table summarizes the fair values of the assets acquired and liabilities assumed as of the acquisition date: Accounts receivable, net of allowance for doubtful accounts (1) $ 44 Inventory 19 Deferred taxes 6 Rental equipment 172 Property and equipment 10 Intangibles (2) 289 Other assets 1 Total identifiable assets acquired 541 Current liabilities (25 ) Total liabilities assumed (25 ) Net identifiable assets acquired 516 Goodwill (3) 333 Net assets acquired $ 849 (1) The fair value of accounts receivables acquired was $44 , and the gross contractual amount was $47 . We estimated that $3 would be uncollectible. (2) The following table reflects the estimated fair values and useful lives of the acquired intangible assets identified based on our purchase accounting assessments: Fair value Life (years) Customer relationships $ 274 10 Non-compete agreements 15 6 Total $ 289 (3) $321 of the goodwill was assigned to our trench, power and pump segment and $12 of the goodwill was assigned to our general rentals segment. The level of goodwill that resulted from the acquisition is primarily reflective of National Pump's going-concern value, the value of National Pump's assembled workforce, new customer relationships expected to arise from the acquisition, and operational synergies that we expect to achieve that would not be available to other market participants. $325 of goodwill is expected to be deductible for income tax purposes. The amount of goodwill that is expected to be deductible for income tax purposes declined during the six months ended June 30, 2015 due to a decline in the fair value of the contingent cash consideration component of the National Pump purchase price due to lower than expected financial performance compared to agreed upon financial targets, as discussed in note 6 to our condensed consolidated financial statements. |
Schedule of intangible assets acquired | The following table reflects the estimated fair values and useful lives of the acquired intangible assets identified based on our purchase accounting assessments: Fair value Life (years) Customer relationships $ 274 10 Non-compete agreements 15 6 Total $ 289 |
Summary of business acquisition, pro forma information | The table below presents unaudited pro forma consolidated income statement information as if National Pump had been included in our consolidated results for the entire periods reflected: Three Months Ended Six Months Ended June 30, June 30, 2014 2014 United Rentals historic revenues $ 1,399 $ 2,577 National Pump historic revenues — 62 Pro forma revenues 1,399 2,639 United Rentals historic pretax income 142 236 National Pump historic pretax income — 20 Combined pretax income 142 256 Pro forma adjustments to combined pretax income: Impact of fair value mark-ups/useful life changes on depreciation (1) — (1 ) Intangible asset amortization (2) 1 (11 ) Interest expense (3) 68 62 Elimination of merger costs (4) 8 9 Pro forma pretax income $ 219 $ 315 (1) Depreciation of rental equipment and non-rental depreciation were adjusted for the fair value mark-ups of equipment acquired in the National Pump acquisition. The useful lives assigned to such equipment didn’t change significantly from the lives historically used by National Pump. (2) The intangible assets acquired in the National Pump acquisition were amortized. (3) In connection with the National Pump acquisition, URNA issued $ 525 principal amount of 6 1 / 8 percent Senior Notes (as an add on to our existing 6 1 / 8 percent Senior Notes) and $ 850 principal amount of 5 3 / 4 percent Senior Notes, and all our outstanding 9 1 / 4 percent Senior Notes were redeemed. Interest expense was adjusted to reflect these changes in our debt portfolio. For the pro forma presentation, the $ 64 loss recognized upon redemption of the 9 1 / 4 percent Senior Notes was removed from the three and six months ended June 30, 2014 as the loss was assumed to have been recognized prior to the pro forma acquisition date. (4) Merger related costs, primarily comprised of financial and legal advisory fees, associated with the National Pump acquisition were eliminated as they were assumed to have been recognized prior to the pro forma acquisition date. For the three and six months ended June 30, 2015 and 2014 National Pump revenue and pretax (loss) income included in our condensed consolidated financial statements were as follows: Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Revenue $ 54 $ 67 $ 111 $ 67 Pretax (loss) income (1) (2 ) 14 (4 ) 14 (1) Pretax (loss) income excludes merger related costs which are not allocated to our segments. Pretax loss for the three and six months ended June 30, 2015 primarily reflects volume and pricing pressure associated with upstream oil and gas customers, and the amortization of the intangible assets acquired in the National Pump acquisition. |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Segment Reporting [Abstract] | |
Financial information by segment | The following tables set forth financial information by segment. General rentals Trench, power and pump Total Three Months Ended June 30, 2015 Equipment rentals $ 1,048 $ 172 $ 1,220 Sales of rental equipment 116 8 124 Sales of new equipment 35 4 39 Contractor supplies sales 18 3 21 Service and other revenues 23 2 25 Total revenue 1,240 189 1,429 Depreciation and amortization expense 264 43 307 Equipment rentals gross profit 456 79 535 Three Months Ended June 30, 2014 Equipment rentals $ 1,028 $ 151 $ 1,179 Sales of rental equipment 132 6 138 Sales of new equipment 25 12 37 Contractor supplies sales 19 3 22 Service and other revenues 17 6 23 Total revenue 1,221 178 1,399 Depreciation and amortization expense 263 36 299 Equipment rentals gross profit 426 77 503 Six Months Ended June 30, 2015 Equipment rentals $ 2,024 $ 321 $ 2,345 Sales of rental equipment 224 16 240 Sales of new equipment 61 11 72 Contractor supplies sales 33 6 39 Service and other revenues 42 6 48 Total revenue 2,384 360 2,744 Depreciation and amortization expense 526 85 611 Equipment rentals gross profit 839 142 981 Capital expenditures 949 117 1,066 Six Months Ended June 30, 2014 Equipment rentals $ 1,952 $ 232 $ 2,184 Sales of rental equipment 238 10 248 Sales of new equipment 49 14 63 Contractor supplies sales 36 5 41 Service and other revenues 34 7 41 Total revenue 2,309 268 2,577 Depreciation and amortization expense 522 54 576 Equipment rentals gross profit 770 112 882 Capital expenditures 981 99 1,080 June 30, December 31, Total reportable segment assets General rentals $ 11,053 $ 10,935 Trench, power and pump 1,552 1,532 Total assets $ 12,605 $ 12,467 |
Reconciliation to equipment rentals gross profit | Equipment rentals gross profit is the primary measure management reviews to make operating decisions and assess segment performance. The following is a reconciliation of equipment rentals gross profit to income before provision for income taxes: Three Months Ended Six Months Ended June 30, June 30, 2015 2014 2015 2014 Total equipment rentals gross profit $ 535 $ 503 $ 981 $ 882 Gross profit from other lines of business 83 86 161 155 Selling, general and administrative expenses (175 ) (187 ) (356 ) (355 ) Merger related costs (1 ) (8 ) 26 (9 ) Restructuring charge — 1 (1 ) — Non-rental depreciation and amortization (67 ) (70 ) (136 ) (130 ) Interest expense, net (232 ) (187 ) (353 ) (312 ) Other income, net 6 4 9 5 Income before provision for income taxes $ 149 $ 142 $ 331 $ 236 |
Restructuring Charges (Tables)
Restructuring Charges (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Restructuring and Related Activities [Abstract] | |
Schedule of restructuring reserve by type of cost | The table below provides certain information concerning our restructuring charges for the six months ended June 30, 2015 : Reserve Balance at Charged to Payments Reserve Balance at Description December 31, 2014 June 30, 2015 Closed Restructuring Program Branch closure charges $ 9 $ 1 $ (3 ) $ 7 Severance costs — — — — Total $ 9 $ 1 $ (3 ) $ 7 RSC Merger Related Restructuring Program Branch closure charges $ 11 $ — $ (2 ) $ 9 Severance costs — — — — Total $ 11 $ — $ (2 ) $ 9 Total Branch closure charges $ 20 $ 1 $ (5 ) $ 16 Severance costs — — — — Total $ 20 $ 1 $ (5 ) $ 16 _________________ (1) Reflected in our condensed consolidated statements of income as “Restructuring charge.” These charges are not allocated to our reportable segments. |
Derivatives (Tables)
Derivatives (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Effect of derivatives on consolidated statements of income | The effect of our derivative instruments on our condensed consolidated statements of income for the three and six months ended June 30, 2015 and 2014 was as follows: Three Months Ended June 30, 2015 Three Months Ended June 30, 2014 Location of income (expense) recognized on derivative/hedged item Amount of income (expense) recognized on derivative Amount of income (expense) recognized on hedged item Amount of income (expense) recognized on derivative Amount of income (expense) recognized on hedged item Derivatives designated as hedging instruments: Fixed price diesel swaps Other income (expense), net (1) $ * $ * Cost of equipment rentals, excluding depreciation (2), (3) (1 ) $ (9 ) * $ (12 ) Six Months Ended June 30, 2015 Six Months Ended June 30, 2014 Location of income (expense) recognized on derivative/hedged item Amount of income (expense) recognized on derivative Amount of income (expense) recognized on hedged item Amount of income (expense) recognized on derivative Amount of income (expense) recognized on hedged item Derivatives designated as hedging instruments: Fixed price diesel swaps Other income (expense), net (1) $ * $ * Cost of equipment rentals, excluding depreciation (2), (3) (3 ) $ (16 ) * $ (22 ) * Amounts are insignificant (less than $1 ). (1) Represents the ineffective portion of the fixed price diesel swaps. (2) Amounts recognized on derivative represent the effective portion of the fixed price diesel swaps. (3) Amounts recognized on hedged item reflect the use of 2.8 million and 3.0 million gallons of diesel covered by the fixed price swaps during the three months ended June 30, 2015 and 2014 , respectively, and the use of 5.4 million and 5.6 million gallons of diesel covered by the fixed price swaps during the six months ended June 30, 2015 and 2014 , respectively. These amounts are reflected, net of cash received from, or paid to, the counterparties to the fixed price swaps, in operating cash flows in our condensed consolidated statement of cash flows. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair value of financial instruments | The estimated fair values of our financial instruments as of June 30, 2015 and December 31, 2014 have been calculated based upon available market information, and are presented below by level in the fair value hierarchy: June 30, 2015 December 31, 2014 Carrying Amount Fair Value Carrying Amount Fair Value Level 1: Senior and senior subordinated notes $ 5,991 $ 6,090 $ 6,063 $ 6,390 Level 2: 4 percent Convertible Senior Notes (1) 7 8 32 33 ___________________ (1) The fair value of the 4 percent Convertible Senior Notes is based on the market value of comparable notes. Consistent with the carrying amount, the fair value excludes the equity component of the notes. To exclude the equity component and calculate the fair value, we used an effective interest rate of 6.9 percent. As discussed below (see Item 3- Quantitative and Qualitative Disclosures about Market Risk), the total cost to settle the notes based on the closing price of our common stock on June 30, 2015 would be $60 . |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Schedule of long-term debt instruments | Debt consists of the following: June 30, 2015 December 31, 2014 URNA and subsidiaries debt: Accounts Receivable Securitization Facility (1) $ 549 $ 548 $2.5 billion ABL Facility (2) 1,771 1,304 5 3 / 4 percent Senior Secured Notes (3) — 750 7 3 / 8 percent Senior Notes 750 750 8 3 / 8 percent Senior Subordinated Notes (3) — 750 8 1 / 4 percent Senior Notes (4) 316 687 7 5 / 8 percent Senior Notes 1,325 1,325 6 1 / 8 percent Senior Notes 950 951 4 5 / 8 percent Senior Secured Notes (5) 1,000 — 5 3 / 4 percent Senior Notes 850 850 5 1 / 2 percent Senior Notes (6) 800 — Capital leases 92 105 Total URNA and subsidiaries debt 8,403 8,020 Holdings: 4 percent Convertible Senior Notes (7) 7 32 Total debt 8,410 8,052 Less short-term portion (8) (590 ) (618 ) Total long-term debt $ 7,820 $ 7,434 ___________________ (1) At June 30, 2015 , $1 was available under our accounts receivable securitization facility. The interest rate applicable to the accounts receivable securitization facility was 0.9 percent at June 30, 2015 . During the six months ended June 30, 2015 , the monthly average amount outstanding under the accounts receivable securitization facility was $456 , and the weighted-average interest rate thereon was 0.8 percent . The maximum month-end amount outstanding under the accounts receivable securitization facility during the six months ended June 30, 2015 was $550 . Borrowings under the accounts receivable securitization facility are permitted only to the extent that the face amount of the receivables in the collateral pool, net of applicable reserves, exceeds the outstanding loans. As of June 30, 2015 , there were $ 627 of receivables, net of applicable reserves, in the collateral pool. (2) At June 30, 2015 , $680 was available under our ABL facility, net of $49 of letters of credit. The interest rate applicable to the ABL facility was 1.8 percent at June 30, 2015 . During the six months ended June 30, 2015 , the monthly average amount outstanding under the ABL facility was $1.2 billion, and the weighted-average interest rate thereon was 2.0 percent . The maximum month-end amount outstanding under the ABL facility during the six months ended June 30, 2015 was $1.8 billion . In March 2015, the ABL facility was amended, primarily to increase the facility size and to extend the maturity date. The size of the facility was increased to $2.5 billion . All amounts borrowed under the ABL facility must be repaid on or before March 2020. (3) In April 2015, we redeemed all of our 5 3 / 4 percent Senior Secured Notes and 8 3 / 8 percent Senior Subordinated Notes. Upon redemption, we recognized an aggregate loss of $ 106 in interest expense, net. The loss represented the difference between the net carrying amount and the total purchase price of the notes. (4) In April 2015, we redeemed $ 350 principal amount of our 8 1 / 4 percent Senior Notes. Upon redemption, we recognized a loss of $ 15 in interest expense, net. The loss represented the difference between the net carrying amount and the total purchase price of the redeemed notes. (5) In March 2015, URNA issued $ 1.0 billion aggregate principal amount of 4 5 / 8 percent Senior Secured Notes (the “4 5 / 8 percent Notes”) which are due July 15, 2023. The net proceeds from issuance were approximately $ 990 (after deducting offering expenses). The 4 5 / 8 percent Notes are guaranteed by Holdings and certain domestic subsidiaries of URNA and are secured on a second-priority basis by liens on substantially all of URNA’s and the guarantors’ assets that secure the ABL facility, subject to certain exceptions. The 4 5 / 8 percent Notes may be redeemed on or after July 15, 2018 , at specified redemption prices that range from 103.469 percent in 2018 , to 100 percent in 2021 and thereafter, plus accrued and unpaid interest, if any. The indenture governing the 4 5 / 8 percent Notes contains certain restrictive covenants, including, among others, limitations on (i) liens; (ii) additional indebtedness; (iii) mergers, consolidations and acquisitions; (iv) sales, transfers and other dispositions of assets; (v) loans and other investments; (vi) dividends and other distributions, stock repurchases and redemptions and other restricted payments; (vii) restrictions affecting subsidiaries; (viii) transactions with affiliates; and (ix) designations of unrestricted subsidiaries, as well as a requirement to timely file periodic reports with the SEC. The indenture also includes covenants relating to the grant of and maintenance of liens for the benefit of the notes collateral agent. Each of the restrictive covenants is subject to important exceptions and qualifications that would allow URNA and its subsidiaries to engage in these activities under certain conditions. The indenture also requires that, in the event of a change of control (as defined in the indenture), URNA must make an offer to purchase all of the then-outstanding 4 5 / 8 percent Notes tendered at a purchase price in cash equal to 101 percent of the principal amount thereof, plus accrued and unpaid interest, if any, thereon. (6) In March 2015, URNA issued $ 800 aggregate principal amount of 5 1 / 2 percent Senior Notes (the “5 1 / 2 percent Notes”) which are due July 15, 2025. The net proceeds from the issuance were approximately $ 792 (after deducting offering expenses). The 5 1 / 2 percent Notes are unsecured and are guaranteed by Holdings and certain domestic subsidiaries of URNA. The 5 1 / 2 percent Notes may be redeemed on or after July 15, 2020 , at specified redemption prices that range from 102.75 percent in 2020 , to 100 percent in 2023 and thereafter, plus accrued and unpaid interest, if any. The indenture governing the 5 1 / 2 percent Notes contains certain restrictive covenants, including, among others, limitations on (i) liens; (ii) additional indebtedness; (iii) mergers, consolidations and acquisitions; (iv) sales, transfers and other dispositions of assets; (v) loans and other investments; (vi) dividends and other distributions, stock repurchases and redemptions and other restricted payments; (vii) restrictions affecting subsidiaries; (viii) transactions with affiliates; and (ix) designations of unrestricted subsidiaries, as well as a requirement to timely file periodic reports with the SEC. Each of the restrictive covenants is subject to important exceptions and qualifications that would allow URNA and its subsidiaries to engage in these activities under certain conditions. The indenture also requires that, in the event of a change of control (as defined in the indenture), URNA must make an offer to purchase all of the then-outstanding 5 1 / 2 percent Notes tendered at a purchase price in cash equal to 101 percent of the principal amount thereof, plus accrued and unpaid interest, if any, thereon. (7) The difference between the June 30, 2015 carrying value of the 4 percent Convertible Senior Notes and the $8 principal amount reflects the $1 unamortized portion of the original issue discount recognized upon issuance of the notes, which is being amortized through the maturity date of November 15, 2015. Because the 4 percent Convertible Senior Notes were redeemable at June 30, 2015 , an amount equal to the $1 unamortized portion of the original issue discount is separately classified in our condensed consolidated balance sheets and referred to as “temporary equity.” During the six months ended June 30, 2015 , $ 26 of our 4 percent Convertible Senior Notes were redeemed. We recognized a loss of approximately $ 1 in interest expense, net upon redemption. The loss represented the difference between the net carrying amount and the fair value of the debt component of the notes. Holders of the 4 percent Convertible Senior Notes have the right to redeem the notes prior to November 15, 2015 at a conversion price of $11.11 per share of common stock. Since July 1, 2015 (the beginning of the third quarter), none of the 4 percent Convertible Senior Notes have been redeemed. (8) As of June 30, 2015 , our short-term debt primarily reflects $ 549 of borrowings under our accounts receivable securitization facility. |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Earnings Per Share [Abstract] | |
Schedule of earnings per share | The following table sets forth the computation of basic and diluted earnings per share (shares in thousands): Three Months Ended Six Months Ended June 30, June 30, 2015 2014 2015 2014 Numerator: Net income available to common stockholders $ 86 $ 94 201 154 Denominator: Denominator for basic earnings per share—weighted-average common shares 96,647 97,002 96,896 96,118 Effect of dilutive securities: Employee stock options and warrants 298 413 318 425 4 percent Convertible Senior Notes 605 7,758 894 9,005 Restricted stock units 197 421 308 475 Denominator for diluted earnings per share—adjusted weighted-average common shares 97,747 105,594 98,416 106,023 Basic earnings per share $ 0.89 $ 0.98 $ 2.07 $ 1.61 Diluted earnings per share $ 0.88 $ 0.90 $ 2.04 $ 1.46 |
Condensed Consolidating Finan28
Condensed Consolidating Financial Information of Guarantor Subsidiaries (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Condensed Financial Information [Abstract] | |
CONDENSED CONSOLIDATING BALANCE SHEET | CONDENSED CONSOLIDATING BALANCE SHEET June 30, 2015 Parent URNA Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Foreign SPV ASSETS Cash and cash equivalents $ — $ 4 $ — $ 196 $ — $ — $ 200 Accounts receivable, net — 39 — 108 747 — 894 Intercompany receivable (payable) 144 55 (188 ) (126 ) — 115 — Inventory — 73 — 8 — — 81 Prepaid expenses and other assets — 67 — 7 — — 74 Deferred taxes — 186 — 1 — — 187 Total current assets 144 424 (188 ) 194 747 115 1,436 Rental equipment, net — 5,794 — 602 — — 6,396 Property and equipment, net 40 323 20 42 — — 425 Investments in subsidiaries 1,294 1,011 1,001 — — (3,306 ) — Goodwill — 3,000 — 253 — — 3,253 Other intangible assets, net — 923 — 77 — — 1,000 Other long-term assets — 95 — — — — 95 Total assets $ 1,478 $ 11,570 $ 833 $ 1,168 $ 747 $ (3,191 ) $ 12,605 LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT) Short-term debt and current maturities of long-term debt $ 7 $ 583 $ — $ — $ — $ — $ 590 Accounts payable — 618 — 65 — — 683 Accrued expenses and other liabilities — 273 14 22 — — 309 Total current liabilities 7 1,474 14 87 — — 1,582 Long-term debt — 7,143 121 7 549 — 7,820 Deferred taxes 19 1,604 — 73 — — 1,696 Other long-term liabilities — 55 — — — — 55 Total liabilities 26 10,276 135 167 549 — 11,153 Temporary equity (note 7) 1 — — — — — 1 Total stockholders’ equity (deficit) 1,451 1,294 698 1,001 198 (3,191 ) 1,451 Total liabilities and stockholders’ equity (deficit) $ 1,478 $ 11,570 $ 833 $ 1,168 $ 747 $ (3,191 ) $ 12,605 CONDENSED CONSOLIDATING BALANCE SHEET December 31, 2014 Parent URNA Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Foreign SPV ASSETS Cash and cash equivalents $ — $ 8 $ — $ 150 $ — $ — $ 158 Accounts receivable, net — 37 — 144 759 — 940 Intercompany receivable (payable) 476 (428 ) (60 ) (109 ) — 121 — Inventory — 69 — 9 — — 78 Prepaid expenses and other assets — 113 1 8 — — 122 Deferred taxes — 246 — 2 — — 248 Total current assets 476 45 (59 ) 204 759 121 1,546 Rental equipment, net — 5,399 — 609 — — 6,008 Property and equipment, net 42 332 21 43 — — 438 Investments in subsidiaries 1,330 1,185 1,040 — — (3,555 ) — Goodwill — 3,000 — 272 — — 3,272 Other intangible assets, net — 1,014 — 92 — — 1,106 Other long-term assets 1 96 — — — — 97 Total assets $ 1,849 $ 11,071 $ 1,002 $ 1,220 $ 759 $ (3,434 ) $ 12,467 LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT) Short-term debt and current maturities of long-term debt $ 32 $ 38 $ — $ — $ 548 $ — $ 618 Accounts payable — 248 — 37 — — 285 Accrued expenses and other liabilities — 499 19 57 — — 575 Total current liabilities 32 785 19 94 548 — 1,478 Long-term debt — 7,298 130 6 — — 7,434 Deferred taxes 19 1,594 — 79 — — 1,692 Other long-term liabilities — 64 — 1 — — 65 Total liabilities 51 9,741 149 180 548 — 10,669 Temporary equity (note 7) 2 — — — — — 2 Total stockholders’ equity (deficit) 1,796 1,330 853 1,040 211 (3,434 ) 1,796 Total liabilities and stockholders’ equity (deficit) $ 1,849 $ 11,071 $ 1,002 $ 1,220 $ 759 $ (3,434 ) $ 12,467 |
CONDENSED CONSOLIDATING STATEMENT OF INCOME AND COMPREHENSIVE INCOME | CONDENSED CONSOLIDATING STATEMENT OF INCOME AND COMPREHENSIVE INCOME For the Three Months Ended June 30, 2015 Parent URNA Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Foreign SPV Revenues: Equipment rentals $ — $ 1,100 $ — $ 120 $ — $ — $ 1,220 Sales of rental equipment — 106 — 18 — — 124 Sales of new equipment — 34 — 5 — — 39 Contractor supplies sales — 18 — 3 — — 21 Service and other revenues — 22 — 3 — — 25 Total revenues — 1,280 — 149 — — 1,429 Cost of revenues: Cost of equipment rentals, excluding depreciation — 389 — 56 — — 445 Depreciation of rental equipment — 216 — 24 — — 240 Cost of rental equipment sales — 58 — 10 — — 68 Cost of new equipment sales — 29 — 4 — — 33 Cost of contractor supplies sales — 13 — 2 — — 15 Cost of service and other revenues — 9 — 1 — — 10 Total cost of revenues — 714 — 97 — — 811 Gross profit — 566 — 52 — — 618 Selling, general and administrative expenses (4 ) 153 — 18 8 — 175 Merger related costs — 1 — — — — 1 Restructuring charge — — — — — — — Non-rental depreciation and amortization 4 57 — 6 — — 67 Operating (loss) income — 355 — 28 (8 ) — 375 Interest (income) expense, net — 232 — 1 1 (2 ) 232 Other (income) expense, net (38 ) 55 — 2 (25 ) — (6 ) Income before provision for income taxes 38 68 — 25 16 2 149 Provision for income taxes 18 28 2 9 6 — 63 Income (loss) before equity in net earnings (loss) of subsidiaries 20 40 (2 ) 16 10 2 86 Equity in net earnings (loss) of subsidiaries 66 26 16 — — (108 ) — Net income (loss) 86 66 14 16 10 (106 ) 86 Other comprehensive income (loss) 17 17 16 13 — (46 ) 17 Comprehensive income (loss) $ 103 $ 83 $ 30 $ 29 $ 10 $ (152 ) $ 103 CONDENSED CONSOLIDATING STATEMENT OF INCOME AND COMPREHENSIVE INCOME For the Three Months Ended June 30, 2014 Parent URNA Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Foreign SPV Revenues: Equipment rentals $ — $ 1,042 $ — $ 137 $ — $ — $ 1,179 Sales of rental equipment — 122 — 16 — — 138 Sales of new equipment — 31 — 6 — — 37 Contractor supplies sales — 19 — 3 — — 22 Service and other revenues — 17 — 6 — — 23 Total revenues — 1,231 — 168 — — 1,399 Cost of revenues: Cost of equipment rentals, excluding depreciation — 383 — 64 — — 447 Depreciation of rental equipment — 203 — 26 — — 229 Cost of rental equipment sales — 70 — 10 — — 80 Cost of new equipment sales — 27 — 4 — — 31 Cost of contractor supplies sales — 13 — 2 — — 15 Cost of service and other revenues — 5 — 3 — — 8 Total cost of revenues — 701 — 109 — — 810 Gross profit — 530 — 59 — — 589 Selling, general and administrative expenses (6 ) 171 2 23 (3 ) — 187 Merger related costs — 8 — — — — 8 Restructuring charge — (1 ) — — — — (1 ) Non-rental depreciation and amortization 5 58 — 7 — — 70 Operating income (loss) 1 294 (2 ) 29 3 — 325 Interest expense (income), net 1 182 2 2 1 (1 ) 187 Other (income) expense, net (37 ) 52 (3 ) 4 (20 ) — (4 ) Income (loss) before provision for income taxes 37 60 (1 ) 23 22 1 142 Provision for income taxes 1 32 — 6 9 — 48 Income (loss) before equity in net earnings (loss) of subsidiaries 36 28 (1 ) 17 13 1 94 Equity in net earnings (loss) of subsidiaries 58 30 17 — — (105 ) — Net income (loss) 94 58 16 17 13 (104 ) 94 Other comprehensive income (loss) 36 36 36 28 — (100 ) 36 Comprehensive income (loss) $ 130 $ 94 $ 52 $ 45 $ 13 $ (204 ) $ 130 CONDENSED CONSOLIDATING STATEMENT OF INCOME AND COMPREHENSIVE INCOME For the Six Months Ended June 30, 2015 Parent URNA Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Foreign SPV Revenues: Equipment rentals $ — $ 2,098 $ — $ 247 $ — $ — $ 2,345 Sales of rental equipment — 212 — 28 — — 240 Sales of new equipment — 63 — 9 — — 72 Contractor supplies sales — 34 — 5 — — 39 Service and other revenues — 41 — 7 — — 48 Total revenues — 2,448 — 296 — — 2,744 Cost of revenues: Cost of equipment rentals, excluding depreciation — 773 — 116 — — 889 Depreciation of rental equipment — 427 — 48 — — 475 Cost of rental equipment sales — 117 — 15 — — 132 Cost of new equipment sales — 53 — 7 — — 60 Cost of contractor supplies sales — 24 — 3 — — 27 Cost of service and other revenues — 15 — 4 — — 19 Total cost of revenues — 1,409 — 193 — — 1,602 Gross profit — 1,039 — 103 — — 1,142 Selling, general and administrative expenses (1 ) 304 — 38 15 — 356 Merger related costs — (26 ) — — — — (26 ) Restructuring charge — 1 — — — — 1 Non-rental depreciation and amortization 8 116 — 12 — — 136 Operating (loss) income (7 ) 644 — 53 (15 ) — 675 Interest (income) expense, net (1 ) 351 2 2 2 (3 ) 353 Other (income) expense, net (73 ) 107 1 3 (47 ) — (9 ) Income (loss) before provision for income taxes 67 186 (3 ) 48 30 3 331 Provision for income taxes 31 71 — 16 12 — 130 Income (loss) before equity in net earnings (loss) of subsidiaries 36 115 (3 ) 32 18 3 201 Equity in net earnings (loss) of subsidiaries 165 50 32 — — (247 ) — Net income (loss) 201 165 29 32 18 (244 ) 201 Other comprehensive (loss) income (72 ) (72 ) (74 ) (58 ) — 204 (72 ) Comprehensive income (loss) $ 129 $ 93 $ (45 ) $ (26 ) $ 18 $ (40 ) $ 129 CONDENSED CONSOLIDATING STATEMENT OF INCOME AND COMPREHENSIVE INCOME For the Six Months Ended June 30, 2014 Parent URNA Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Foreign SPV Revenues: Equipment rentals $ — $ 1,914 $ — $ 270 $ — $ — $ 2,184 Sales of rental equipment — 222 — 26 — — 248 Sales of new equipment — 52 — 11 — — 63 Contractor supplies sales — 34 — 7 — — 41 Service and other revenues — 32 — 9 — — 41 Total revenues — 2,254 — 323 — — 2,577 Cost of revenues: Cost of equipment rentals, excluding depreciation — 737 — 119 — — 856 Depreciation of rental equipment — 396 — 50 — — 446 Cost of rental equipment sales — 130 — 15 — — 145 Cost of new equipment sales — 43 — 8 — — 51 Cost of contractor supplies sales — 23 — 5 — — 28 Cost of service and other revenues — 10 — 4 — — 14 Total cost of revenues — 1,339 — 201 — — 1,540 Gross profit — 915 — 122 — — 1,037 Selling, general and administrative expenses 19 294 2 43 (3 ) — 355 Merger related costs — 9 — — — — 9 Non-rental depreciation and amortization 9 109 — 12 — — 130 Operating (loss) income (28 ) 503 (2 ) 67 3 — 543 Interest expense (income), net 7 300 3 3 2 (3 ) 312 Other (income) expense, net (69 ) 98 (1 ) 7 (40 ) — (5 ) Income (loss) before provision for income taxes 34 105 (4 ) 57 41 3 236 Provision for income taxes 1 50 — 15 16 — 82 Income (loss) before equity in net earnings (loss) of subsidiaries 33 55 (4 ) 42 25 3 154 Equity in net earnings (loss) of subsidiaries 121 66 42 — — (229 ) — Net income (loss) 154 121 38 42 25 (226 ) 154 Other comprehensive (loss) income (3 ) (3 ) (2 ) (2 ) — 7 (3 ) Comprehensive income (loss) $ 151 $ 118 $ 36 $ 40 $ 25 $ (219 ) $ 151 |
CONDENSED CONSOLIDATING CASH FLOW INFORMATION | CONDENSED CONSOLIDATING CASH FLOW INFORMATION For the Six Months Ended June 30, 2015 Parent URNA Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Foreign SPV Net cash provided by operating activities $ 6 $ 1,069 $ 1 $ 144 $ 30 $ — $ 1,250 Net cash used in investing activities (6 ) (793 ) — (77 ) — — (876 ) Net cash used in financing activities — (280 ) (1 ) (7 ) (30 ) — (318 ) Effect of foreign exchange rates — — — (14 ) — — (14 ) Net (decrease) increase in cash and cash equivalents — (4 ) — 46 — — 42 Cash and cash equivalents at beginning of period — 8 — 150 — — 158 Cash and cash equivalents at end of period $ — $ 4 $ — $ 196 $ — $ — $ 200 CONDENSED CONSOLIDATING CASH FLOW INFORMATION For the Six Months Ended June 30, 2014 Parent URNA Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Foreign SPV Net cash provided by (used in) operating activities $ 10 $ 928 $ 2 $ 146 $ (32 ) $ — $ 1,054 Net cash used in investing activities (10 ) (1,402 ) — (158 ) — — (1,570 ) Net cash provided by (used in) financing activities — 483 (2 ) (1 ) 32 — 512 Effect of foreign exchange rates — — — (1 ) — — (1 ) Net increase (decrease) in cash and cash equivalents — 9 — (14 ) — — (5 ) Cash and cash equivalents at beginning of period — 17 — 158 — — 175 Cash and cash equivalents at end of period $ — $ 26 $ — $ 144 $ — $ — $ 170 |
Organization, Description of 29
Organization, Description of Business and Basis of Presentation (Details) $ in Millions | Jun. 30, 2015USD ($) |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Debt issuance costs, net | $ 89 |
Acquisitions (Narrative) (Detai
Acquisitions (Narrative) (Details) $ in Millions | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||
Apr. 30, 2014USD ($)entitylocation | Jun. 30, 2015USD ($) | Jun. 30, 2014USD ($) | Jun. 30, 2015USD ($) | Jun. 30, 2014USD ($) | |
Business Acquisition [Line Items] | |||||
Number of entities acquired | entity | 4 | ||||
Acquisition related costs | $ 1 | $ 8 | $ (26) | $ 9 | |
National Pump | |||||
Business Acquisition [Line Items] | |||||
Number of rental locations | location | 35 | ||||
Revenue reported by acquired entity for last annual period | $ 210 | ||||
Acquisition related costs | 1 | ||||
Western Canada | National Pump | |||||
Business Acquisition [Line Items] | |||||
Number of rental locations | location | 4 | ||||
Other long-term assets | National Pump | |||||
Business Acquisition [Line Items] | |||||
Capitalized debt issuance costs | $ 22 | 22 | |||
Merger related costs | National Pump | |||||
Business Acquisition [Line Items] | |||||
Acquisition related costs | $ (26) |
Acquisitions (Consideration Tra
Acquisitions (Consideration Transferred) (Details) - Apr. 30, 2014 - National Pump - USD ($) $ in Millions | Total | |
Business Acquisition [Line Items] | ||
Cash consideration | [1] | $ 773 |
Contingent consideration | [2] | 76 |
Total purchase consideration | [3] | 849 |
Cash consideration, hold back amount | [1] | 58 |
Stock issued, excluded from purchase consideration | $ 15 | |
[1] | a ‘hold back’ of $58 that was paid in April 2015. | |
[2] | Reflects the acquisition date fair value of the contingent consideration that was paid in June 2015 as discussed in note 6 to our condensed consolidated financial statements. | |
[3] | Total purchase consideration excludes $15 of stock which was issued in connection with the acquisition and will be treated as compensation for book purposes but primarily represents deductible goodwill for income tax purposes. |
Acquisitions (Assets Acquired a
Acquisitions (Assets Acquired and Liabilities Assumed) (Details) - USD ($) $ in Millions | Jun. 30, 2015 | Dec. 31, 2014 | Apr. 30, 2014 | |
Business Acquisition [Line Items] | ||||
Goodwill | $ 3,253 | $ 3,272 | ||
National Pump | ||||
Business Acquisition [Line Items] | ||||
Accounts receivable, net of allowance for doubtful accounts | [1] | $ 44 | ||
Inventory | 19 | |||
Deferred taxes | 6 | |||
Rental equipment | 172 | |||
Property and equipment | 10 | |||
Intangibles | [2] | 289 | ||
Other assets | 1 | |||
Total identifiable assets acquired | 541 | |||
Current liabilities | (25) | |||
Total liabilities assumed | (25) | |||
Net identifiable assets acquired | 516 | |||
Goodwill | [3] | 333 | ||
Net assets acquired | 849 | |||
Accounts receivable, gross | 47 | |||
Goodwill, amount expected to be deductible for income tax purposes | 325 | |||
Estimated uncollectible receivables | 3 | |||
Trench, power and pump | National Pump | ||||
Business Acquisition [Line Items] | ||||
Goodwill | [3] | 321 | ||
General rentals | National Pump | ||||
Business Acquisition [Line Items] | ||||
Goodwill | [3] | $ 12 | ||
[1] | The fair value of accounts receivables acquired was $44, and the gross contractual amount was $47. We estimated that $3 would be uncollectible. | |||
[2] | The following table reflects the estimated fair values and useful lives of the acquired intangible assets identified based on our purchase accounting assessments: Fair value Life (years) Customer relationships$27410 Non-compete agreements156 Total$289 | |||
[3] | $321 of the goodwill was assigned to our trench, power and pump segment and $12 of the goodwill was assigned to our general rentals segment. The level of goodwill that resulted from the acquisition is primarily reflective of National Pump's going-concern value, the value of National Pump's assembled workforce, new customer relationships expected to arise from the acquisition, and operational synergies that we expect to achieve that would not be available to other market participants. $325 of goodwill is expected to be deductible for income tax purposes. The amount of goodwill that is expected to be deductible for income tax purposes declined during the six months ended June 30, 2015 due to a decline in the fair value of the contingent cash consideration component of the National Pump purchase price due to lower than expected financial performance compared to agreed upon financial targets, as discussed in note 6 to our condensed consolidated financial statements. |
Acquisitions (Acquired Intangib
Acquisitions (Acquired Intangible Assets) (Details) - 1 months ended Apr. 30, 2014 - National Pump - USD ($) $ in Millions | Total |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Fair value | $ 289 |
Customer relationships | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Fair value | $ 274 |
Life (years) | 10 years |
Non-compete agreements | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Fair value | $ 15 |
Life (years) | 6 years |
Acquisitions (Pro Forma Informa
Acquisitions (Pro Forma Information) (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Apr. 30, 2014 | ||
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | ||||||
Revenues | $ 1,399,000,000 | $ 2,577,000,000 | ||||
Pro forma revenues | 1,399,000,000 | 2,639,000,000 | ||||
Pretax income | $ 149,000,000 | 142,000,000 | $ 331,000,000 | 236,000,000 | ||
Combined pretax income | 142,000,000 | 256,000,000 | ||||
Pro forma pretax income | 219,000,000 | 315,000,000 | ||||
Gain (loss) on redemption of debt | $ (123,000,000) | (75,000,000) | ||||
Impact of fair value mark-ups/useful life changes on depreciation | ||||||
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | ||||||
Pro forma adjustments to combined pretax income | [1] | 0 | (1,000,000) | |||
Intangible asset amortization | ||||||
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | ||||||
Pro forma adjustments to combined pretax income | [2] | 1,000,000 | (11,000,000) | |||
Interest expense | ||||||
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | ||||||
Pro forma adjustments to combined pretax income | [3] | 68,000,000 | 62,000,000 | |||
Elimination of merger costs | ||||||
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | ||||||
Pro forma adjustments to combined pretax income | [4] | 8,000,000 | 9,000,000 | |||
National Pump | ||||||
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | ||||||
Revenues | 0 | 62,000,000 | ||||
Pretax income | 0 | 20,000,000 | ||||
5 3/4 percent Senior Notes | ||||||
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | ||||||
Stated interest rate | 5.75% | 5.75% | ||||
9 1/4 percent Senior Notes | ||||||
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | ||||||
Gain (loss) on redemption of debt | $ (64,000,000) | $ (64,000,000) | ||||
Senior notes | Add-on to 6 1/8 percent Senior Notes | ||||||
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | ||||||
Face amount | $ 525,000,000 | |||||
Senior notes | Add-on to 6 1/8 percent Senior Notes | National Pump | ||||||
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | ||||||
Stated interest rate | 6.125% | |||||
Senior notes | 5 3/4 percent Senior Notes | ||||||
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | ||||||
Face amount | $ 850,000,000 | |||||
Senior notes | 5 3/4 percent Senior Notes | National Pump | ||||||
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | ||||||
Stated interest rate | 5.75% | |||||
Senior notes | 9 1/4 percent Senior Notes | National Pump | ||||||
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | ||||||
Stated interest rate | 9.25% | |||||
[1] | Depreciation of rental equipment and non-rental depreciation were adjusted for the fair value mark-ups of equipment acquired in the National Pump acquisition. The useful lives assigned to such equipment didn’t change significantly from the lives historically used by National Pump. | |||||
[2] | The intangible assets acquired in the National Pump acquisition were amortized. | |||||
[3] | In connection with the National Pump acquisition, URNA issued $525 principal amount of 6 1/8 percent Senior Notes (as an add on to our existing 6 1/8 percent Senior Notes) and $850 principal amount of 5 3/4 percent Senior Notes, and all our outstanding 9 1/4 percent Senior Notes were redeemed. Interest expense was adjusted to reflect these changes in our debt portfolio. For the pro forma presentation, the $64 loss recognized upon redemption of the 9 1/4 percent Senior Notes was removed from the three and six months ended June 30, 2014 as the loss was assumed to have been recognized prior to the pro forma acquisition date. | |||||
[4] | Merger related costs, primarily comprised of financial and legal advisory fees, associated with the National Pump acquisition were eliminated as they were assumed to have been recognized prior to the pro forma acquisition date. |
Acquisitions (Revenue and Preta
Acquisitions (Revenue and Pretax Income of Acquiree) (Details) - National Pump - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | ||
Business Acquisition [Line Items] | |||||
Revenue | $ 54 | $ 67 | $ 111 | $ 67 | |
Pretax (loss) income | [1] | $ (2) | $ 14 | $ (4) | $ 14 |
[1] | Pretax (loss) income excludes merger related costs which are not allocated to our segments. Pretax loss for the three and six months ended June 30, 2015 primarily reflects volume and pricing pressure associated with upstream oil and gas customers, and the amortization of the intangible assets acquired in the National Pump acquisition. |
Segment Information (Financial
Segment Information (Financial information by segment) (Details) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015USD ($)location | Jun. 30, 2014USD ($) | Jun. 30, 2015USD ($)location | Jun. 30, 2014USD ($) | Dec. 31, 2014USD ($) | |
Segment Reporting Information | |||||
Equipment rentals | $ 1,220 | $ 1,179 | $ 2,345 | $ 2,184 | |
Sales of rental equipment | 124 | 138 | 240 | 248 | |
Sales of new equipment | 39 | 37 | 72 | 63 | |
Contractor supplies sales | 21 | 22 | 39 | 41 | |
Service and other revenues | 25 | 23 | 48 | 41 | |
Total revenues | 1,429 | 1,399 | 2,744 | 2,577 | |
Gross profit | 618 | 589 | 1,142 | 1,037 | |
Assets | 12,605 | 12,605 | $ 12,467 | ||
Operating Segments | |||||
Segment Reporting Information | |||||
Equipment rentals | 1,220 | 1,179 | 2,345 | 2,184 | |
Sales of rental equipment | 124 | 138 | 240 | 248 | |
Sales of new equipment | 39 | 37 | 72 | 63 | |
Contractor supplies sales | 21 | 22 | 39 | 41 | |
Service and other revenues | 25 | 23 | 48 | 41 | |
Total revenues | 1,429 | 1,399 | 2,744 | 2,577 | |
Depreciation and amortization expense | 307 | 299 | 611 | 576 | |
Capital expenditures | 1,066 | 1,080 | |||
Assets | $ 12,605 | $ 12,605 | 12,467 | ||
Operating Segments | General rentals | |||||
Segment Reporting Information | |||||
Number of geographic regions entity operates in (locations) | location | 11 | 11 | |||
Equipment rentals | $ 1,048 | 1,028 | $ 2,024 | 1,952 | |
Sales of rental equipment | 116 | 132 | 224 | 238 | |
Sales of new equipment | 35 | 25 | 61 | 49 | |
Contractor supplies sales | 18 | 19 | 33 | 36 | |
Service and other revenues | 23 | 17 | 42 | 34 | |
Total revenues | 1,240 | 1,221 | 2,384 | 2,309 | |
Depreciation and amortization expense | 264 | 263 | 526 | 522 | |
Capital expenditures | 949 | 981 | |||
Assets | 11,053 | 11,053 | 10,935 | ||
Operating Segments | Trench, power and pump | |||||
Segment Reporting Information | |||||
Equipment rentals | 172 | 151 | 321 | 232 | |
Sales of rental equipment | 8 | 6 | 16 | 10 | |
Sales of new equipment | 4 | 12 | 11 | 14 | |
Contractor supplies sales | 3 | 3 | 6 | 5 | |
Service and other revenues | 2 | 6 | 6 | 7 | |
Total revenues | 189 | 178 | 360 | 268 | |
Depreciation and amortization expense | 43 | 36 | 85 | 54 | |
Capital expenditures | 117 | 99 | |||
Assets | 1,552 | 1,552 | $ 1,532 | ||
Equipment rentals | |||||
Segment Reporting Information | |||||
Gross profit | 535 | 503 | 981 | 882 | |
Equipment rentals | Operating Segments | |||||
Segment Reporting Information | |||||
Gross profit | 535 | 503 | 981 | 882 | |
Equipment rentals | Operating Segments | General rentals | |||||
Segment Reporting Information | |||||
Gross profit | 456 | 426 | 839 | 770 | |
Equipment rentals | Operating Segments | Trench, power and pump | |||||
Segment Reporting Information | |||||
Gross profit | $ 79 | $ 77 | $ 142 | $ 112 |
Segment Information (Reconcilia
Segment Information (Reconciliation to income (loss) from continuing operations) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | ||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | |||||
Gross profit | $ 618 | $ 589 | $ 1,142 | $ 1,037 | |
Selling, general and administrative expenses | (175) | (187) | (356) | (355) | |
Merger related costs | (1) | (8) | 26 | (9) | |
Restructuring charge | 0 | 1 | (1) | [1] | 0 |
Non-rental depreciation and amortization | (67) | (70) | (136) | (130) | |
Interest expense, net | (232) | (187) | (353) | (312) | |
Other income, net | 6 | 4 | 9 | 5 | |
Income before provision for income taxes | 149 | 142 | 331 | 236 | |
Equipment rentals | |||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | |||||
Gross profit | 535 | 503 | 981 | 882 | |
Other lines of business | |||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | |||||
Gross profit | $ 83 | $ 86 | $ 161 | $ 155 | |
[1] | Reflected in our condensed consolidated statements of income as “Restructuring charge.” These charges are not allocated to our reportable segments. |
Restructuring Charges (Narrativ
Restructuring Charges (Narrative) (Details) | Jun. 30, 2015employeelocation | Dec. 31, 2011employeelocation | Jan. 01, 2008employeelocation |
Closed Restructuring Program | |||
Restructuring Cost and Reserve | |||
Employee headcount | 7,500 | 10,900 | |
Number of locations | location | 529 | 697 | |
RSC Merger Related Restructuring Program | |||
Restructuring Cost and Reserve | |||
Employee headcount | 12,600 | ||
Number of locations | location | 896 |
Restructuring Charges (Schedule
Restructuring Charges (Schedule of restructuring charges) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |||
Restructuring Reserve [Roll Forward] | ||||||
Beginning reserve balance | $ 20 | |||||
Charged to Costs and Expenses | $ 0 | $ (1) | 1 | [1] | $ 0 | |
Payments and Other | (5) | |||||
Ending reserve balance | 16 | 16 | ||||
Branch closure charges | ||||||
Restructuring Reserve [Roll Forward] | ||||||
Beginning reserve balance | 20 | |||||
Charged to Costs and Expenses | [1] | 1 | ||||
Payments and Other | (5) | |||||
Ending reserve balance | 16 | 16 | ||||
Severance costs | ||||||
Restructuring Reserve [Roll Forward] | ||||||
Beginning reserve balance | 0 | |||||
Charged to Costs and Expenses | [1] | 0 | ||||
Payments and Other | 0 | |||||
Ending reserve balance | 0 | 0 | ||||
Closed Restructuring Program | ||||||
Restructuring Reserve [Roll Forward] | ||||||
Beginning reserve balance | 9 | |||||
Charged to Costs and Expenses | [1] | 1 | ||||
Payments and Other | (3) | |||||
Ending reserve balance | 7 | 7 | ||||
Closed Restructuring Program | Branch closure charges | ||||||
Restructuring Reserve [Roll Forward] | ||||||
Beginning reserve balance | 9 | |||||
Charged to Costs and Expenses | [1] | 1 | ||||
Payments and Other | (3) | |||||
Ending reserve balance | 7 | 7 | ||||
Closed Restructuring Program | Severance costs | ||||||
Restructuring Reserve [Roll Forward] | ||||||
Beginning reserve balance | 0 | |||||
Charged to Costs and Expenses | [1] | 0 | ||||
Payments and Other | 0 | |||||
Ending reserve balance | 0 | 0 | ||||
RSC Merger Related Restructuring Program | ||||||
Restructuring Reserve [Roll Forward] | ||||||
Beginning reserve balance | 11 | |||||
Charged to Costs and Expenses | [1] | 0 | ||||
Payments and Other | (2) | |||||
Ending reserve balance | 9 | 9 | ||||
RSC Merger Related Restructuring Program | Branch closure charges | ||||||
Restructuring Reserve [Roll Forward] | ||||||
Beginning reserve balance | 11 | |||||
Charged to Costs and Expenses | [1] | 0 | ||||
Payments and Other | (2) | |||||
Ending reserve balance | 9 | 9 | ||||
RSC Merger Related Restructuring Program | Severance costs | ||||||
Restructuring Reserve [Roll Forward] | ||||||
Beginning reserve balance | 0 | |||||
Charged to Costs and Expenses | [1] | 0 | ||||
Payments and Other | 0 | |||||
Ending reserve balance | $ 0 | $ 0 | ||||
[1] | Reflected in our condensed consolidated statements of income as “Restructuring charge.” These charges are not allocated to our reportable segments. |
Derivatives (Narrative) (Detail
Derivatives (Narrative) (Details) gal in Millions | 6 Months Ended |
Jun. 30, 2015gal | |
Diesel swap | Fixed price swap contracts | |
Derivative [Line Items] | |
Fixed price swap contract (in gallons) | 10.8 |
Derivatives (Effect of derivati
Derivatives (Effect of derivatives on consolidated statements of income) (Details) gal in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015USD ($)gal | Jun. 30, 2014USD ($)gal | Jun. 30, 2015USD ($)gal | Jun. 30, 2014USD ($)gal | ||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Purchases of diesel covered by the fixed price swaps (in gallons) | gal | 2.8 | 3 | 5.4 | 5.6 | |
Fixed price swap contracts | Designated as hedging instruments | Cost of equipment rentals, excluding depreciation | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Amount of income (expense) recognized on derivative | [1],[2] | $ (1) | $ (3) | ||
Amount of income (expense) recognized on hedged item | [1],[2] | $ (9) | $ (12) | $ (16) | $ (22) |
[1] | Amounts recognized on derivative represent the effective portion of the fixed price diesel swaps. | ||||
[2] | Amounts recognized on hedged item reflect the use of 2.8 million and 3.0 million gallons of diesel covered by the fixed price swaps during the three months ended June 30, 2015 and 2014, respectively, and the use of 5.4 million and 5.6 million gallons of diesel covered by the fixed price swaps during the six months ended June 30, 2015 and 2014, respectively. These amounts are reflected, net of cash received from, or paid to, the counterparties to the fixed price swaps, in operating cash flows in our condensed consolidated statement of cash flows. |
Fair Value Measurements (Narrat
Fair Value Measurements (Narrative) (Details) gal in Millions, $ in Millions | 6 Months Ended | |
Jun. 30, 2015USD ($)$ / galgal | Dec. 31, 2014USD ($) | |
Merger related costs | ||
Derivatives, Fair Value [Line Items] | ||
Change in contingent consideration | $ (26) | |
Diesel swap | Fixed price swap contracts | ||
Derivatives, Fair Value [Line Items] | ||
Fixed price swap contract (in gallons) | gal | 10.8 | |
Average contract price (in dollars per gallon) | $ / gal | 3.13 | |
Average forward price (in dollars per gallon) | $ / gal | 3.02 | |
Level 3 | National Pump | Accrued expenses and other liabilities | ||
Derivatives, Fair Value [Line Items] | ||
Contingent consideration | $ 0 | $ 78 |
Fair Value Measurements (Fair v
Fair Value Measurements (Fair value of financial instruments) (Details) - USD ($) $ in Millions | Jun. 30, 2015 | Dec. 31, 2014 | |
Level 1 | Carrying Amount | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | |||
Senior and senior subordinated notes | $ 5,991 | $ 6,063 | |
Level 1 | Fair Value | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | |||
Senior and senior subordinated notes | 6,090 | 6,390 | |
Level 2 | Carrying Amount | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | |||
4 percent Convertible Senior Notes | [1] | 7 | 32 |
Level 2 | Fair Value | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | |||
4 percent Convertible Senior Notes | [1] | $ 8 | $ 33 |
Convertible subordinated notes—4 percent | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | |||
Effective interest rate | 6.90% | ||
Debt instrument, convertible, if-converted value | $ 60 | ||
Convertible senior notes | Convertible subordinated notes—4 percent | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | |||
Stated interest rate | 4.00% | ||
[1] | The fair value of the 4 percent Convertible Senior Notes is based on the market value of comparable notes. Consistent with the carrying amount, the fair value excludes the equity component of the notes. To exclude the equity component and calculate the fair value, we used an effective interest rate of 6.9 percent. As discussed below (see Item 3- Quantitative and Qualitative Disclosures about Market Risk), the total cost to settle the notes based on the closing price of our common stock on June 30, 2015 would be $60. |
Debt (Narrative) (Details)
Debt (Narrative) (Details) - USD ($) $ / shares in Units, shares in Millions | 1 Months Ended | 6 Months Ended | ||
Nov. 30, 2009 | Jun. 30, 2015 | Jun. 30, 2014 | Nov. 10, 2009 | |
Convertible subordinated notes—4 percent | ||||
Debt Instrument | ||||
Hedge transactions cost | $ 26,000,000 | |||
Hedge transactions cost decrease in APIC | 17,000,000 | |||
Convertible note hedge transactions shares (in shares) | 0.7 | |||
Effective conversion price (in dollars per share) | $ 15.56 | |||
Percentage premium over price at issuance | 75.00% | |||
Closing price at issuance (in dollars per share) | $ 8.89 | |||
Market price per share (in dollars per share) | $ 80 | |||
ABL Facility | ||||
Debt Instrument | ||||
Maximum revolving credit amount percentage | 10.00% | |||
Convertible senior notes | Convertible subordinated notes—4 percent | ||||
Debt Instrument | ||||
Face amount | $ 173,000,000 | $ 8,000,000 | ||
Stated interest rate | 4.00% | 4.00% | ||
Common stock | Convertible subordinated notes—4 percent | ||||
Debt Instrument | ||||
Convertible equity shares (in shares) | 0.6 |
Debt (Schedule of long-term deb
Debt (Schedule of long-term debt instruments) (Details) - USD ($) | 1 Months Ended | 6 Months Ended | 12 Months Ended | |||||||||
Apr. 30, 2015 | Mar. 31, 2015 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2023 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2018 | Dec. 31, 2014 | Apr. 30, 2014 | Nov. 30, 2009 | ||
Debt Instrument | ||||||||||||
Total debt | $ 8,410,000,000 | $ 8,052,000,000 | ||||||||||
Less short-term portion | [1] | (590,000,000) | (618,000,000) | |||||||||
Total long-term debt | 7,820,000,000 | 7,434,000,000 | ||||||||||
Loss on repurchase/redemption of debt securities and amendment of ABL facility | $ 123,000,000 | $ 75,000,000 | ||||||||||
Accounts Receivable Securitization Facility | ||||||||||||
Debt Instrument | ||||||||||||
Credit facility interest rate at period end | 0.90% | |||||||||||
5 3/4 percent Senior Secured Notes | ||||||||||||
Debt Instrument | ||||||||||||
Stated interest rate | 5.75% | |||||||||||
8 3/8 percent Senior Subordinated Notes | ||||||||||||
Debt Instrument | ||||||||||||
Stated interest rate | 8.375% | |||||||||||
7 3/8 percent Senior Notes | ||||||||||||
Debt Instrument | ||||||||||||
Stated interest rate | 7.375% | |||||||||||
8 1/4 percent Senior Notes | ||||||||||||
Debt Instrument | ||||||||||||
Stated interest rate | 8.25% | |||||||||||
Redemption notice, amount | $ 350,000,000 | |||||||||||
7 5/8 percent Senior Notes | ||||||||||||
Debt Instrument | ||||||||||||
Stated interest rate | 7.625% | |||||||||||
6 1/8 percent Senior Notes | ||||||||||||
Debt Instrument | ||||||||||||
Stated interest rate | 6.125% | |||||||||||
4 5/8 percent Senior Notes | ||||||||||||
Debt Instrument | ||||||||||||
Stated interest rate | 4.625% | |||||||||||
5 3/4 percent Senior Notes | ||||||||||||
Debt Instrument | ||||||||||||
Stated interest rate | 5.75% | |||||||||||
5 1/2 percent Senior Notes | ||||||||||||
Debt Instrument | ||||||||||||
Stated interest rate | 5.50% | |||||||||||
Credit facility | $2.5 billion ABL Facility | ||||||||||||
Debt Instrument | ||||||||||||
Current borrowing capacity under credit facility | $ 680,000,000 | |||||||||||
Credit facility interest rate at period end | 1.80% | |||||||||||
Letters of credit outstanding | $ 49,000,000 | |||||||||||
Average outstanding amount | $ 1,200,000,000 | |||||||||||
Weighted average interest rate, long-term | 2.00% | |||||||||||
ABL Facility maximum month-end outstanding amount | $ 1,800,000,000 | |||||||||||
Senior secured notes | 4 5/8 percent Senior Notes | ||||||||||||
Debt Instrument | ||||||||||||
Face amount | $ 1,000,000,000 | |||||||||||
Proceeds from issuance of long-term debt | $ 990,000,000 | |||||||||||
Redemption price, percentage | 101.00% | |||||||||||
Senior notes | 5 3/4 percent Senior Notes | ||||||||||||
Debt Instrument | ||||||||||||
Face amount | $ 850,000,000 | |||||||||||
Senior notes | 5 1/2 percent Senior Notes | ||||||||||||
Debt Instrument | ||||||||||||
Face amount | $ 800,000,000 | |||||||||||
Proceeds from issuance of long-term debt | $ 792,000,000 | |||||||||||
Redemption price, percentage | 101.00% | |||||||||||
Accounts receivable facility | Accounts Receivable Securitization Facility | ||||||||||||
Debt Instrument | ||||||||||||
Current borrowing capacity under credit facility | 1,000,000 | |||||||||||
Average outstanding amount under facility | $ 456,000,000 | |||||||||||
Weighted average interest rate, short-term | 0.80% | |||||||||||
A/R Securitization maximum month-end outstanding amount | $ 550,000,000 | |||||||||||
Collateral amount | 627,000,000 | |||||||||||
Convertible senior notes | Convertible subordinated notes—4 percent | ||||||||||||
Debt Instrument | ||||||||||||
Total debt | [2] | $ 7,000,000 | 32,000,000 | |||||||||
Stated interest rate | 4.00% | 4.00% | ||||||||||
Loss on repurchase/redemption of debt securities and amendment of ABL facility | $ 1,000,000 | |||||||||||
Face amount | 8,000,000 | $ 173,000,000 | ||||||||||
Unamortized discount | 1,000,000 | |||||||||||
Extinguishment of debt, amount | $ 26,000,000 | |||||||||||
Convertible, conversion price (in dollars per share) | $ 11.11 | |||||||||||
URNA and subsidiaries | ||||||||||||
Debt Instrument | ||||||||||||
Total debt | $ 8,403,000,000 | 8,020,000,000 | ||||||||||
URNA and subsidiaries | $2.5 billion ABL Facility | ||||||||||||
Debt Instrument | ||||||||||||
Maximum borrowing capacity | $ 2,500,000,000 | 2,500,000,000 | ||||||||||
URNA and subsidiaries | Capital leases | ||||||||||||
Debt Instrument | ||||||||||||
Total debt | 92,000,000 | 105,000,000 | ||||||||||
URNA and subsidiaries | Credit facility | $2.5 billion ABL Facility | ||||||||||||
Debt Instrument | ||||||||||||
Total debt | [3] | 1,771,000,000 | 1,304,000,000 | |||||||||
URNA and subsidiaries | Senior secured notes | 5 3/4 percent Senior Secured Notes | ||||||||||||
Debt Instrument | ||||||||||||
Total debt | [4] | 0 | 750,000,000 | |||||||||
URNA and subsidiaries | Senior secured notes | 4 5/8 percent Senior Notes | ||||||||||||
Debt Instrument | ||||||||||||
Total debt | [5] | 1,000,000,000 | 0 | |||||||||
URNA and subsidiaries | Senior notes | 7 3/8 percent Senior Notes | ||||||||||||
Debt Instrument | ||||||||||||
Total debt | 750,000,000 | 750,000,000 | ||||||||||
URNA and subsidiaries | Senior notes | 8 1/4 percent Senior Notes | ||||||||||||
Debt Instrument | ||||||||||||
Total debt | [6] | 316,000,000 | 687,000,000 | |||||||||
URNA and subsidiaries | Senior notes | 7 5/8 percent Senior Notes | ||||||||||||
Debt Instrument | ||||||||||||
Total debt | 1,325,000,000 | 1,325,000,000 | ||||||||||
URNA and subsidiaries | Senior notes | 6 1/8 percent Senior Notes | ||||||||||||
Debt Instrument | ||||||||||||
Total debt | 950,000,000 | 951,000,000 | ||||||||||
URNA and subsidiaries | Senior notes | 5 3/4 percent Senior Notes | ||||||||||||
Debt Instrument | ||||||||||||
Total debt | 850,000,000 | 850,000,000 | ||||||||||
URNA and subsidiaries | Senior notes | 5 1/2 percent Senior Notes | ||||||||||||
Debt Instrument | ||||||||||||
Total debt | [7] | 800,000,000 | 0 | |||||||||
URNA and subsidiaries | Senior subordinated notes | 8 3/8 percent Senior Subordinated Notes | ||||||||||||
Debt Instrument | ||||||||||||
Total debt | [4] | 0 | 750,000,000 | |||||||||
URNA and subsidiaries | Accounts receivable facility | Accounts Receivable Securitization Facility | ||||||||||||
Debt Instrument | ||||||||||||
Total debt | [8] | $ 549,000,000 | $ 548,000,000 | |||||||||
Forecast | Senior secured notes | 4 5/8 percent Senior Notes | ||||||||||||
Debt Instrument | ||||||||||||
Redemption price, percentage | 100.00% | 103.469% | ||||||||||
Forecast | Senior notes | 5 1/2 percent Senior Notes | ||||||||||||
Debt Instrument | ||||||||||||
Redemption price, percentage | 100.00% | 102.75% | ||||||||||
Interest expense, net | 5 3/4 percent Senior Secured Notes and 8 3/8 percent Senior Subordinated Notes | ||||||||||||
Debt Instrument | ||||||||||||
Loss on repurchase/redemption of debt securities and amendment of ABL facility | 106,000,000 | |||||||||||
Interest expense, net | 8 1/4 percent Senior Notes | ||||||||||||
Debt Instrument | ||||||||||||
Loss on repurchase/redemption of debt securities and amendment of ABL facility | $ 15,000,000 | |||||||||||
[1] | As of June 30, 2015, our short-term debt primarily reflects $549 of borrowings under our accounts receivable securitization facility. | |||||||||||
[2] | The difference between the June 30, 2015 carrying value of the 4 percent Convertible Senior Notes and the $8 principal amount reflects the $1 unamortized portion of the original issue discount recognized upon issuance of the notes, which is being amortized through the maturity date of November 15, 2015. Because the 4 percent Convertible Senior Notes were redeemable at June 30, 2015, an amount equal to the $1 unamortized portion of the original issue discount is separately classified in our condensed consolidated balance sheets and referred to as “temporary equity.” During the six months ended June 30, 2015, $26 of our 4 percent Convertible Senior Notes were redeemed. We recognized a loss of approximately $1 in interest expense, net upon redemption. The loss represented the difference between the net carrying amount and the fair value of the debt component of the notes. Holders of the 4 percent Convertible Senior Notes have the right to redeem the notes prior to November 15, 2015 at a conversion price of $11.11 per share of common stock. Since July 1, 2015 (the beginning of the third quarter), none of the 4 percent Convertible Senior Notes have been redeemed. | |||||||||||
[3] | At June 30, 2015, $680 was available under our ABL facility, net of $49 of letters of credit. The interest rate applicable to the ABL facility was 1.8 percent at June 30, 2015. During the six months ended June 30, 2015, the monthly average amount outstanding under the ABL facility was $1.2 billion, and the weighted-average interest rate thereon was 2.0 percent. The maximum month-end amount outstanding under the ABL facility during the six months ended June 30, 2015 was $1.8 billion. In March 2015, the ABL facility was amended, primarily to increase the facility size and to extend the maturity date. The size of the facility was increased to $2.5 billion. All amounts borrowed under the ABL facility must be repaid on or before March 2020. | |||||||||||
[4] | In April 2015, we redeemed all of our 5 3/4 percent Senior Secured Notes and 8 3/8 percent Senior Subordinated Notes. Upon redemption, we recognized an aggregate loss of $106 in interest expense, net. The loss represented the difference between the net carrying amount and the total purchase price of the notes. | |||||||||||
[5] | In March 2015, URNA issued $1.0 billion aggregate principal amount of 4 5/8 percent Senior Secured Notes (the “4 5/8 percent Notes”) which are due July 15, 2023. The net proceeds from issuance were approximately $990 (after deducting offering expenses). The 4 5/8 percent Notes are guaranteed by Holdings and certain domestic subsidiaries of URNA and are secured on a second-priority basis by liens on substantially all of URNA’s and the guarantors’ assets that secure the ABL facility, subject to certain exceptions. The 4 5/8 percent Notes may be redeemed on or after July 15, 2018, at specified redemption prices that range from 103.469 percent in 2018, to 100 percent in 2021 and thereafter, plus accrued and unpaid interest, if any. The indenture governing the 4 5/8 percent Notes contains certain restrictive covenants, including, among others, limitations on (i) liens; (ii) additional indebtedness; (iii) mergers, consolidations and acquisitions; (iv) sales, transfers and other dispositions of assets; (v) loans and other investments; (vi) dividends and other distributions, stock repurchases and redemptions and other restricted payments; (vii) restrictions affecting subsidiaries; (viii) transactions with affiliates; and (ix) designations of unrestricted subsidiaries, as well as a requirement to timely file periodic reports with the SEC. The indenture also includes covenants relating to the grant of and maintenance of liens for the benefit of the notes collateral agent. Each of the restrictive covenants is subject to important exceptions and qualifications that would allow URNA and its subsidiaries to engage in these activities under certain conditions. The indenture also requires that, in the event of a change of control (as defined in the indenture), URNA must make an offer to purchase all of the then-outstanding 4 5/8 percent Notes tendered at a purchase price in cash equal to 101 percent of the principal amount thereof, plus accrued and unpaid interest, if any, thereon. | |||||||||||
[6] | In April 2015, we redeemed $350 principal amount of our 8 1/4 percent Senior Notes. Upon redemption, we recognized a loss of $15 in interest expense, net. The loss represented the difference between the net carrying amount and the total purchase price of the redeemed notes. | |||||||||||
[7] | In March 2015, URNA issued $800 aggregate principal amount of 5 1/2 percent Senior Notes (the “5 1/2 percent Notes”) which are due July 15, 2025. The net proceeds from the issuance were approximately $792 (after deducting offering expenses). The 5 1/2 percent Notes are unsecured and are guaranteed by Holdings and certain domestic subsidiaries of URNA. The 5 1/2 percent Notes may be redeemed on or after July 15, 2020, at specified redemption prices that range from 102.75 percent in 2020, to 100 percent in 2023 and thereafter, plus accrued and unpaid interest, if any. The indenture governing the 5 1/2 percent Notes contains certain restrictive covenants, including, among others, limitations on (i) liens; (ii) additional indebtedness; (iii) mergers, consolidations and acquisitions; (iv) sales, transfers and other dispositions of assets; (v) loans and other investments; (vi) dividends and other distributions, stock repurchases and redemptions and other restricted payments; (vii) restrictions affecting subsidiaries; (viii) transactions with affiliates; and (ix) designations of unrestricted subsidiaries, as well as a requirement to timely file periodic reports with the SEC. Each of the restrictive covenants is subject to important exceptions and qualifications that would allow URNA and its subsidiaries to engage in these activities under certain conditions. The indenture also requires that, in the event of a change of control (as defined in the indenture), URNA must make an offer to purchase all of the then-outstanding 5 1/2 percent Notes tendered at a purchase price in cash equal to 101 percent of the principal amount thereof, plus accrued and unpaid interest, if any, thereon. | |||||||||||
[8] | At June 30, 2015, $1 was available under our accounts receivable securitization facility. The interest rate applicable to the accounts receivable securitization facility was 0.9 percent at June 30, 2015. During the six months ended June 30, 2015, the monthly average amount outstanding under the accounts receivable securitization facility was $456, and the weighted-average interest rate thereon was 0.8 percent. The maximum month-end amount outstanding under the accounts receivable securitization facility during the six months ended June 30, 2015 was $550. Borrowings under the accounts receivable securitization facility are permitted only to the extent that the face amount of the receivables in the collateral pool, net of applicable reserves, exceeds the outstanding loans. As of June 30, 2015, there were $627 of receivables, net of applicable reserves, in the collateral pool. |
Earnings Per Share (Details)
Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Numerator: | ||||
Net income available to common stockholders | $ 86 | $ 94 | $ 201 | $ 154 |
Denominator: | ||||
Denominator for basic earnings per share—weighted-average common shares (in shares) | 96,647 | 97,002 | 96,896 | 96,118 |
Effect of dilutive securities: | ||||
4 percent Convertible Senior Notes (in shares) | 605 | 7,758 | 894 | 9,005 |
Denominator for diluted earnings per share—adjusted weighted-average common shares (in shares) | 97,747 | 105,594 | 98,416 | 106,023 |
Basic earnings per share (in dollars per share) | $ 0.89 | $ 0.98 | $ 2.07 | $ 1.61 |
Diluted earnings per share (in dollars per share) | $ 0.88 | $ 0.90 | $ 2.04 | $ 1.46 |
Convertible senior notes | Convertible subordinated notes—4 percent | ||||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | ||||
Stated interest rate | 4.00% | 4.00% | 4.00% | 4.00% |
Employee stock options and warrants | ||||
Effect of dilutive securities: | ||||
Effect of dilutive securities, share-based payment arrangements (in shares) | 298 | 413 | 318 | 425 |
Restricted stock units | ||||
Effect of dilutive securities: | ||||
Effect of dilutive securities, share-based payment arrangements (in shares) | 197 | 421 | 308 | 475 |
Condensed Consolidating Finan47
Condensed Consolidating Financial Information of Guarantor Subsidiaries - CONDENSED CONSOLIDATING BALANCE SHEET (Details) - USD ($) $ in Millions | Jun. 30, 2015 | Dec. 31, 2014 | Jun. 30, 2014 | Dec. 31, 2013 | |
ASSETS | |||||
Cash and cash equivalents | $ 200 | $ 158 | $ 170 | $ 175 | |
Accounts receivable, net | 894 | 940 | |||
Intercompany receivable (payable) | 0 | 0 | |||
Inventory | 81 | 78 | |||
Prepaid expenses and other assets | 74 | 122 | |||
Deferred taxes | 187 | 248 | |||
Total current assets | 1,436 | 1,546 | |||
Investments in subsidiaries | 0 | 0 | |||
Goodwill | 3,253 | 3,272 | |||
Other intangible assets, net | 1,000 | 1,106 | |||
Other long-term assets | 95 | 97 | |||
Total assets | 12,605 | 12,467 | |||
LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT) | |||||
Short-term debt and current maturities of long-term debt | [1] | 590 | 618 | ||
Accounts payable | 683 | 285 | |||
Accrued expenses and other liabilities | 309 | 575 | |||
Total current liabilities | 1,582 | 1,478 | |||
Long-term debt | 7,820 | 7,434 | |||
Deferred taxes | 1,696 | 1,692 | |||
Other long-term liabilities | 55 | 65 | |||
Total liabilities | 11,153 | 10,669 | |||
Temporary equity | 1 | 2 | |||
Total stockholders’ equity (deficit) | 1,451 | 1,796 | |||
Total liabilities and stockholders’ equity | $ 12,605 | 12,467 | |||
Parent | |||||
Condensed Financial Information Other Details [Abstract] | |||||
Ownership percentage in subsidiaries | 100.00% | ||||
ASSETS | |||||
Cash and cash equivalents | $ 0 | 0 | 0 | 0 | |
Accounts receivable, net | 0 | 0 | |||
Intercompany receivable (payable) | 144 | 476 | |||
Inventory | 0 | 0 | |||
Prepaid expenses and other assets | 0 | 0 | |||
Deferred taxes | 0 | 0 | |||
Total current assets | 144 | 476 | |||
Investments in subsidiaries | 1,294 | 1,330 | |||
Goodwill | 0 | 0 | |||
Other intangible assets, net | 0 | 0 | |||
Other long-term assets | 0 | 1 | |||
Total assets | 1,478 | 1,849 | |||
LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT) | |||||
Short-term debt and current maturities of long-term debt | 7 | 32 | |||
Accounts payable | 0 | 0 | |||
Accrued expenses and other liabilities | 0 | 0 | |||
Total current liabilities | 7 | 32 | |||
Long-term debt | 0 | 0 | |||
Deferred taxes | 19 | 19 | |||
Other long-term liabilities | 0 | 0 | |||
Total liabilities | 26 | 51 | |||
Temporary equity | 1 | 2 | |||
Total stockholders’ equity (deficit) | 1,451 | 1,796 | |||
Total liabilities and stockholders’ equity | 1,478 | 1,849 | |||
URNA | |||||
ASSETS | |||||
Cash and cash equivalents | 4 | 8 | 26 | 17 | |
Accounts receivable, net | 39 | 37 | |||
Intercompany receivable (payable) | 55 | (428) | |||
Inventory | 73 | 69 | |||
Prepaid expenses and other assets | 67 | 113 | |||
Deferred taxes | 186 | 246 | |||
Total current assets | 424 | 45 | |||
Investments in subsidiaries | 1,011 | 1,185 | |||
Goodwill | 3,000 | 3,000 | |||
Other intangible assets, net | 923 | 1,014 | |||
Other long-term assets | 95 | 96 | |||
Total assets | 11,570 | 11,071 | |||
LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT) | |||||
Short-term debt and current maturities of long-term debt | 583 | 38 | |||
Accounts payable | 618 | 248 | |||
Accrued expenses and other liabilities | 273 | 499 | |||
Total current liabilities | 1,474 | 785 | |||
Long-term debt | 7,143 | 7,298 | |||
Deferred taxes | 1,604 | 1,594 | |||
Other long-term liabilities | 55 | 64 | |||
Total liabilities | 10,276 | 9,741 | |||
Temporary equity | 0 | 0 | |||
Total stockholders’ equity (deficit) | 1,294 | 1,330 | |||
Total liabilities and stockholders’ equity | $ 11,570 | 11,071 | |||
Guarantor Subsidiaries | |||||
Condensed Financial Information Other Details [Abstract] | |||||
Ownership percentage in subsidiaries | 100.00% | ||||
ASSETS | |||||
Cash and cash equivalents | $ 0 | 0 | 0 | 0 | |
Accounts receivable, net | 0 | 0 | |||
Intercompany receivable (payable) | (188) | (60) | |||
Inventory | 0 | 0 | |||
Prepaid expenses and other assets | 0 | 1 | |||
Deferred taxes | 0 | 0 | |||
Total current assets | (188) | (59) | |||
Investments in subsidiaries | 1,001 | 1,040 | |||
Goodwill | 0 | 0 | |||
Other intangible assets, net | 0 | 0 | |||
Other long-term assets | 0 | 0 | |||
Total assets | 833 | 1,002 | |||
LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT) | |||||
Short-term debt and current maturities of long-term debt | 0 | 0 | |||
Accounts payable | 0 | 0 | |||
Accrued expenses and other liabilities | 14 | 19 | |||
Total current liabilities | 14 | 19 | |||
Long-term debt | 121 | 130 | |||
Deferred taxes | 0 | 0 | |||
Other long-term liabilities | 0 | 0 | |||
Total liabilities | 135 | 149 | |||
Temporary equity | 0 | 0 | |||
Total stockholders’ equity (deficit) | 698 | 853 | |||
Total liabilities and stockholders’ equity | 833 | 1,002 | |||
Non Guarantor Subsidiaries - Foreign | |||||
ASSETS | |||||
Cash and cash equivalents | 196 | 150 | 144 | 158 | |
Accounts receivable, net | 108 | 144 | |||
Intercompany receivable (payable) | (126) | (109) | |||
Inventory | 8 | 9 | |||
Prepaid expenses and other assets | 7 | 8 | |||
Deferred taxes | 1 | 2 | |||
Total current assets | 194 | 204 | |||
Investments in subsidiaries | 0 | 0 | |||
Goodwill | 253 | 272 | |||
Other intangible assets, net | 77 | 92 | |||
Other long-term assets | 0 | 0 | |||
Total assets | 1,168 | 1,220 | |||
LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT) | |||||
Short-term debt and current maturities of long-term debt | 0 | 0 | |||
Accounts payable | 65 | 37 | |||
Accrued expenses and other liabilities | 22 | 57 | |||
Total current liabilities | 87 | 94 | |||
Long-term debt | 7 | 6 | |||
Deferred taxes | 73 | 79 | |||
Other long-term liabilities | 0 | 1 | |||
Total liabilities | 167 | 180 | |||
Temporary equity | 0 | 0 | |||
Total stockholders’ equity (deficit) | 1,001 | 1,040 | |||
Total liabilities and stockholders’ equity | 1,168 | 1,220 | |||
Non Guarantor Subsidiaries - SPV | |||||
ASSETS | |||||
Cash and cash equivalents | 0 | 0 | 0 | 0 | |
Accounts receivable, net | 747 | 759 | |||
Intercompany receivable (payable) | 0 | 0 | |||
Inventory | 0 | 0 | |||
Prepaid expenses and other assets | 0 | 0 | |||
Deferred taxes | 0 | 0 | |||
Total current assets | 747 | 759 | |||
Investments in subsidiaries | 0 | 0 | |||
Goodwill | 0 | 0 | |||
Other intangible assets, net | 0 | 0 | |||
Other long-term assets | 0 | 0 | |||
Total assets | 747 | 759 | |||
LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT) | |||||
Short-term debt and current maturities of long-term debt | 0 | 548 | |||
Accounts payable | 0 | 0 | |||
Accrued expenses and other liabilities | 0 | 0 | |||
Total current liabilities | 0 | 548 | |||
Long-term debt | 549 | 0 | |||
Deferred taxes | 0 | 0 | |||
Other long-term liabilities | 0 | 0 | |||
Total liabilities | 549 | 548 | |||
Temporary equity | 0 | 0 | |||
Total stockholders’ equity (deficit) | 198 | 211 | |||
Total liabilities and stockholders’ equity | $ 747 | 759 | |||
8 1/4 percent Senior Notes | |||||
Condensed Financial Information Other Details [Abstract] | |||||
Stated interest rate | 8.25% | ||||
ABL Facility, Accounts Receivable Securitization Facility, and Other Agreements | URNA | |||||
Condensed Financial Information Other Details [Abstract] | |||||
Line of credit facility, restricted payment capacity | $ 252 | ||||
Eliminations | |||||
ASSETS | |||||
Cash and cash equivalents | 0 | 0 | $ 0 | $ 0 | |
Accounts receivable, net | 0 | 0 | |||
Intercompany receivable (payable) | 115 | 121 | |||
Inventory | 0 | 0 | |||
Prepaid expenses and other assets | 0 | 0 | |||
Deferred taxes | 0 | 0 | |||
Total current assets | 115 | 121 | |||
Investments in subsidiaries | (3,306) | (3,555) | |||
Goodwill | 0 | 0 | |||
Other intangible assets, net | 0 | 0 | |||
Other long-term assets | 0 | 0 | |||
Total assets | (3,191) | (3,434) | |||
LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT) | |||||
Short-term debt and current maturities of long-term debt | 0 | 0 | |||
Accounts payable | 0 | 0 | |||
Accrued expenses and other liabilities | 0 | 0 | |||
Total current liabilities | 0 | 0 | |||
Long-term debt | 0 | 0 | |||
Deferred taxes | 0 | 0 | |||
Other long-term liabilities | 0 | 0 | |||
Total liabilities | 0 | 0 | |||
Temporary equity | 0 | 0 | |||
Total stockholders’ equity (deficit) | (3,191) | (3,434) | |||
Total liabilities and stockholders’ equity | (3,191) | (3,434) | |||
Rental equipment, net | |||||
ASSETS | |||||
Property, plant and equipment, net | 6,396 | 6,008 | |||
Rental equipment, net | Parent | |||||
ASSETS | |||||
Property, plant and equipment, net | 0 | 0 | |||
Rental equipment, net | URNA | |||||
ASSETS | |||||
Property, plant and equipment, net | 5,794 | 5,399 | |||
Rental equipment, net | Guarantor Subsidiaries | |||||
ASSETS | |||||
Property, plant and equipment, net | 0 | 0 | |||
Rental equipment, net | Non Guarantor Subsidiaries - Foreign | |||||
ASSETS | |||||
Property, plant and equipment, net | 602 | 609 | |||
Rental equipment, net | Non Guarantor Subsidiaries - SPV | |||||
ASSETS | |||||
Property, plant and equipment, net | 0 | 0 | |||
Rental equipment, net | Eliminations | |||||
ASSETS | |||||
Property, plant and equipment, net | 0 | 0 | |||
Property and equipment, net | |||||
ASSETS | |||||
Property, plant and equipment, net | 425 | 438 | |||
Property and equipment, net | Parent | |||||
ASSETS | |||||
Property, plant and equipment, net | 40 | 42 | |||
Property and equipment, net | URNA | |||||
ASSETS | |||||
Property, plant and equipment, net | 323 | 332 | |||
Property and equipment, net | Guarantor Subsidiaries | |||||
ASSETS | |||||
Property, plant and equipment, net | 20 | 21 | |||
Property and equipment, net | Non Guarantor Subsidiaries - Foreign | |||||
ASSETS | |||||
Property, plant and equipment, net | 42 | 43 | |||
Property and equipment, net | Non Guarantor Subsidiaries - SPV | |||||
ASSETS | |||||
Property, plant and equipment, net | 0 | 0 | |||
Property and equipment, net | Eliminations | |||||
ASSETS | |||||
Property, plant and equipment, net | $ 0 | $ 0 | |||
[1] | As of June 30, 2015, our short-term debt primarily reflects $549 of borrowings under our accounts receivable securitization facility. |
Condensed Consolidating Finan48
Condensed Consolidating Financial Information of Guarantor Subsidiaries - CONDENSED CONSOLIDATING STATEMENT OF INCOME AND COMPREHENSIVE INCOME (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |||
Revenues: | ||||||
Equipment rentals | $ 1,220 | $ 1,179 | $ 2,345 | $ 2,184 | ||
Sales of rental equipment | 124 | 138 | 240 | 248 | ||
Sales of new equipment | 39 | 37 | 72 | 63 | ||
Contractor supplies sales | 21 | 22 | 39 | 41 | ||
Service and other revenues | 25 | 23 | 48 | 41 | ||
Total revenues | 1,429 | 1,399 | 2,744 | 2,577 | ||
Cost of revenues: | ||||||
Cost of equipment rentals, excluding depreciation | 445 | 447 | 889 | 856 | ||
Depreciation of rental equipment | 240 | 229 | 475 | 446 | ||
Cost of rental equipment sales | 68 | 80 | 132 | 145 | ||
Cost of new equipment sales | 33 | 31 | 60 | 51 | ||
Cost of contractor supplies sales | 15 | 15 | 27 | 28 | ||
Cost of service and other revenues | 10 | 8 | 19 | 14 | ||
Total cost of revenues | 811 | 810 | 1,602 | 1,540 | ||
Gross profit | 618 | 589 | 1,142 | 1,037 | ||
Selling, general and administrative expenses | 175 | 187 | 356 | 355 | ||
Merger related costs | 1 | 8 | (26) | 9 | ||
Restructuring charge | 0 | (1) | 1 | [1] | 0 | |
Non-rental depreciation and amortization | 67 | 70 | 136 | 130 | ||
Operating (loss) income | 375 | 325 | 675 | 543 | ||
Interest (income) expense, net | 232 | 187 | 353 | 312 | ||
Other (income) expense, net | (6) | (4) | (9) | (5) | ||
Income (loss) before provision for income taxes | 149 | 142 | 331 | 236 | ||
Provision for income taxes | 63 | 48 | 130 | 82 | ||
Income (loss) before equity in net earnings (loss) of subsidiaries | 86 | 94 | 201 | 154 | ||
Equity in net earnings (loss) of subsidiaries | 0 | 0 | 0 | 0 | ||
Net income | 86 | 94 | 201 | 154 | ||
Other comprehensive income (loss) | 17 | 36 | (72) | (3) | ||
Comprehensive income | [2] | 103 | 130 | 129 | 151 | |
Parent | ||||||
Revenues: | ||||||
Equipment rentals | 0 | 0 | 0 | 0 | ||
Sales of rental equipment | 0 | 0 | 0 | 0 | ||
Sales of new equipment | 0 | 0 | 0 | 0 | ||
Contractor supplies sales | 0 | 0 | 0 | 0 | ||
Service and other revenues | 0 | 0 | 0 | 0 | ||
Total revenues | 0 | 0 | 0 | 0 | ||
Cost of revenues: | ||||||
Cost of equipment rentals, excluding depreciation | 0 | 0 | 0 | 0 | ||
Depreciation of rental equipment | 0 | 0 | 0 | 0 | ||
Cost of rental equipment sales | 0 | 0 | 0 | 0 | ||
Cost of new equipment sales | 0 | 0 | 0 | 0 | ||
Cost of contractor supplies sales | 0 | 0 | 0 | 0 | ||
Cost of service and other revenues | 0 | 0 | 0 | 0 | ||
Total cost of revenues | 0 | 0 | 0 | 0 | ||
Gross profit | 0 | 0 | 0 | 0 | ||
Selling, general and administrative expenses | (4) | (6) | (1) | 19 | ||
Merger related costs | 0 | 0 | 0 | 0 | ||
Restructuring charge | 0 | 0 | 0 | |||
Non-rental depreciation and amortization | 4 | 5 | 8 | 9 | ||
Operating (loss) income | 0 | 1 | (7) | (28) | ||
Interest (income) expense, net | 0 | 1 | (1) | 7 | ||
Other (income) expense, net | (38) | (37) | (73) | (69) | ||
Income (loss) before provision for income taxes | 38 | 37 | 67 | 34 | ||
Provision for income taxes | 18 | 1 | 31 | 1 | ||
Income (loss) before equity in net earnings (loss) of subsidiaries | 20 | 36 | 36 | 33 | ||
Equity in net earnings (loss) of subsidiaries | 66 | 58 | 165 | 121 | ||
Net income | 86 | 94 | 201 | 154 | ||
Other comprehensive income (loss) | 17 | 36 | (72) | (3) | ||
Comprehensive income | 103 | 130 | 129 | 151 | ||
URNA | ||||||
Revenues: | ||||||
Equipment rentals | 1,100 | 1,042 | 2,098 | 1,914 | ||
Sales of rental equipment | 106 | 122 | 212 | 222 | ||
Sales of new equipment | 34 | 31 | 63 | 52 | ||
Contractor supplies sales | 18 | 19 | 34 | 34 | ||
Service and other revenues | 22 | 17 | 41 | 32 | ||
Total revenues | 1,280 | 1,231 | 2,448 | 2,254 | ||
Cost of revenues: | ||||||
Cost of equipment rentals, excluding depreciation | 389 | 383 | 773 | 737 | ||
Depreciation of rental equipment | 216 | 203 | 427 | 396 | ||
Cost of rental equipment sales | 58 | 70 | 117 | 130 | ||
Cost of new equipment sales | 29 | 27 | 53 | 43 | ||
Cost of contractor supplies sales | 13 | 13 | 24 | 23 | ||
Cost of service and other revenues | 9 | 5 | 15 | 10 | ||
Total cost of revenues | 714 | 701 | 1,409 | 1,339 | ||
Gross profit | 566 | 530 | 1,039 | 915 | ||
Selling, general and administrative expenses | 153 | 171 | 304 | 294 | ||
Merger related costs | 1 | 8 | (26) | 9 | ||
Restructuring charge | 0 | (1) | 1 | |||
Non-rental depreciation and amortization | 57 | 58 | 116 | 109 | ||
Operating (loss) income | 355 | 294 | 644 | 503 | ||
Interest (income) expense, net | 232 | 182 | 351 | 300 | ||
Other (income) expense, net | 55 | 52 | 107 | 98 | ||
Income (loss) before provision for income taxes | 68 | 60 | 186 | 105 | ||
Provision for income taxes | 28 | 32 | 71 | 50 | ||
Income (loss) before equity in net earnings (loss) of subsidiaries | 40 | 28 | 115 | 55 | ||
Equity in net earnings (loss) of subsidiaries | 26 | 30 | 50 | 66 | ||
Net income | 66 | 58 | 165 | 121 | ||
Other comprehensive income (loss) | 17 | 36 | (72) | (3) | ||
Comprehensive income | 83 | 94 | 93 | 118 | ||
Guarantor Subsidiaries | ||||||
Revenues: | ||||||
Equipment rentals | 0 | 0 | 0 | 0 | ||
Sales of rental equipment | 0 | 0 | 0 | 0 | ||
Sales of new equipment | 0 | 0 | 0 | 0 | ||
Contractor supplies sales | 0 | 0 | 0 | 0 | ||
Service and other revenues | 0 | 0 | 0 | 0 | ||
Total revenues | 0 | 0 | 0 | 0 | ||
Cost of revenues: | ||||||
Cost of equipment rentals, excluding depreciation | 0 | 0 | 0 | 0 | ||
Depreciation of rental equipment | 0 | 0 | 0 | 0 | ||
Cost of rental equipment sales | 0 | 0 | 0 | 0 | ||
Cost of new equipment sales | 0 | 0 | 0 | 0 | ||
Cost of contractor supplies sales | 0 | 0 | 0 | 0 | ||
Cost of service and other revenues | 0 | 0 | 0 | 0 | ||
Total cost of revenues | 0 | 0 | 0 | 0 | ||
Gross profit | 0 | 0 | 0 | 0 | ||
Selling, general and administrative expenses | 0 | 2 | 0 | 2 | ||
Merger related costs | 0 | 0 | 0 | 0 | ||
Restructuring charge | 0 | 0 | 0 | |||
Non-rental depreciation and amortization | 0 | 0 | 0 | 0 | ||
Operating (loss) income | 0 | (2) | 0 | (2) | ||
Interest (income) expense, net | 0 | 2 | 2 | 3 | ||
Other (income) expense, net | 0 | (3) | 1 | (1) | ||
Income (loss) before provision for income taxes | 0 | (1) | (3) | (4) | ||
Provision for income taxes | 2 | 0 | 0 | 0 | ||
Income (loss) before equity in net earnings (loss) of subsidiaries | (2) | (1) | (3) | (4) | ||
Equity in net earnings (loss) of subsidiaries | 16 | 17 | 32 | 42 | ||
Net income | 14 | 16 | 29 | 38 | ||
Other comprehensive income (loss) | 16 | 36 | (74) | (2) | ||
Comprehensive income | 30 | 52 | (45) | 36 | ||
Non Guarantor Subsidiaries - Foreign | ||||||
Revenues: | ||||||
Equipment rentals | 120 | 137 | 247 | 270 | ||
Sales of rental equipment | 18 | 16 | 28 | 26 | ||
Sales of new equipment | 5 | 6 | 9 | 11 | ||
Contractor supplies sales | 3 | 3 | 5 | 7 | ||
Service and other revenues | 3 | 6 | 7 | 9 | ||
Total revenues | 149 | 168 | 296 | 323 | ||
Cost of revenues: | ||||||
Cost of equipment rentals, excluding depreciation | 56 | 64 | 116 | 119 | ||
Depreciation of rental equipment | 24 | 26 | 48 | 50 | ||
Cost of rental equipment sales | 10 | 10 | 15 | 15 | ||
Cost of new equipment sales | 4 | 4 | 7 | 8 | ||
Cost of contractor supplies sales | 2 | 2 | 3 | 5 | ||
Cost of service and other revenues | 1 | 3 | 4 | 4 | ||
Total cost of revenues | 97 | 109 | 193 | 201 | ||
Gross profit | 52 | 59 | 103 | 122 | ||
Selling, general and administrative expenses | 18 | 23 | 38 | 43 | ||
Merger related costs | 0 | 0 | 0 | 0 | ||
Restructuring charge | 0 | 0 | 0 | |||
Non-rental depreciation and amortization | 6 | 7 | 12 | 12 | ||
Operating (loss) income | 28 | 29 | 53 | 67 | ||
Interest (income) expense, net | 1 | 2 | 2 | 3 | ||
Other (income) expense, net | 2 | 4 | 3 | 7 | ||
Income (loss) before provision for income taxes | 25 | 23 | 48 | 57 | ||
Provision for income taxes | 9 | 6 | 16 | 15 | ||
Income (loss) before equity in net earnings (loss) of subsidiaries | 16 | 17 | 32 | 42 | ||
Equity in net earnings (loss) of subsidiaries | 0 | 0 | 0 | 0 | ||
Net income | 16 | 17 | 32 | 42 | ||
Other comprehensive income (loss) | 13 | 28 | (58) | (2) | ||
Comprehensive income | 29 | 45 | (26) | 40 | ||
Non Guarantor Subsidiaries - SPV | ||||||
Revenues: | ||||||
Equipment rentals | 0 | 0 | 0 | 0 | ||
Sales of rental equipment | 0 | 0 | 0 | 0 | ||
Sales of new equipment | 0 | 0 | 0 | 0 | ||
Contractor supplies sales | 0 | 0 | 0 | 0 | ||
Service and other revenues | 0 | 0 | 0 | 0 | ||
Total revenues | 0 | 0 | 0 | 0 | ||
Cost of revenues: | ||||||
Cost of equipment rentals, excluding depreciation | 0 | 0 | 0 | 0 | ||
Depreciation of rental equipment | 0 | 0 | 0 | 0 | ||
Cost of rental equipment sales | 0 | 0 | 0 | 0 | ||
Cost of new equipment sales | 0 | 0 | 0 | 0 | ||
Cost of contractor supplies sales | 0 | 0 | 0 | 0 | ||
Cost of service and other revenues | 0 | 0 | 0 | 0 | ||
Total cost of revenues | 0 | 0 | 0 | 0 | ||
Gross profit | 0 | 0 | 0 | 0 | ||
Selling, general and administrative expenses | 8 | (3) | 15 | (3) | ||
Merger related costs | 0 | 0 | 0 | 0 | ||
Restructuring charge | 0 | 0 | 0 | |||
Non-rental depreciation and amortization | 0 | 0 | 0 | 0 | ||
Operating (loss) income | (8) | 3 | (15) | 3 | ||
Interest (income) expense, net | 1 | 1 | 2 | 2 | ||
Other (income) expense, net | (25) | (20) | (47) | (40) | ||
Income (loss) before provision for income taxes | 16 | 22 | 30 | 41 | ||
Provision for income taxes | 6 | 9 | 12 | 16 | ||
Income (loss) before equity in net earnings (loss) of subsidiaries | 10 | 13 | 18 | 25 | ||
Equity in net earnings (loss) of subsidiaries | 0 | 0 | 0 | 0 | ||
Net income | 10 | 13 | 18 | 25 | ||
Other comprehensive income (loss) | 0 | 0 | 0 | 0 | ||
Comprehensive income | 10 | 13 | 18 | 25 | ||
Eliminations | ||||||
Revenues: | ||||||
Equipment rentals | 0 | 0 | 0 | 0 | ||
Sales of rental equipment | 0 | 0 | 0 | 0 | ||
Sales of new equipment | 0 | 0 | 0 | 0 | ||
Contractor supplies sales | 0 | 0 | 0 | 0 | ||
Service and other revenues | 0 | 0 | 0 | 0 | ||
Total revenues | 0 | 0 | 0 | 0 | ||
Cost of revenues: | ||||||
Cost of equipment rentals, excluding depreciation | 0 | 0 | 0 | 0 | ||
Depreciation of rental equipment | 0 | 0 | 0 | 0 | ||
Cost of rental equipment sales | 0 | 0 | 0 | 0 | ||
Cost of new equipment sales | 0 | 0 | 0 | 0 | ||
Cost of contractor supplies sales | 0 | 0 | 0 | 0 | ||
Cost of service and other revenues | 0 | 0 | 0 | 0 | ||
Total cost of revenues | 0 | 0 | 0 | 0 | ||
Gross profit | 0 | 0 | 0 | 0 | ||
Selling, general and administrative expenses | 0 | 0 | 0 | 0 | ||
Merger related costs | 0 | 0 | 0 | 0 | ||
Restructuring charge | 0 | 0 | 0 | |||
Non-rental depreciation and amortization | 0 | 0 | 0 | 0 | ||
Operating (loss) income | 0 | 0 | 0 | 0 | ||
Interest (income) expense, net | (2) | (1) | (3) | (3) | ||
Other (income) expense, net | 0 | 0 | 0 | 0 | ||
Income (loss) before provision for income taxes | 2 | 1 | 3 | 3 | ||
Provision for income taxes | 0 | 0 | 0 | 0 | ||
Income (loss) before equity in net earnings (loss) of subsidiaries | 2 | 1 | 3 | 3 | ||
Equity in net earnings (loss) of subsidiaries | (108) | (105) | (247) | (229) | ||
Net income | (106) | (104) | (244) | (226) | ||
Other comprehensive income (loss) | (46) | (100) | 204 | 7 | ||
Comprehensive income | $ (152) | $ (204) | $ (40) | $ (219) | ||
[1] | Reflected in our condensed consolidated statements of income as “Restructuring charge.” These charges are not allocated to our reportable segments. | |||||
[2] | There were no material reclassifications from accumulated other comprehensive loss reflected in other comprehensive income (loss) during 2015 or 2014. There is no tax impact related to the foreign currency translation adjustments, as the earnings are considered permanently reinvested. There were no material taxes associated with other comprehensive income (loss) during 2015 or 2014. |
Condensed Consolidating Finan49
Condensed Consolidating Financial Information of Guarantor Subsidiaries - CONDENSED CONSOLIDATING CASH FLOW INFORMATION (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Condensed Cash Flow Statements, Captions [Line Items] | ||
Net cash provided by operating activities | $ 1,250 | $ 1,054 |
Net cash used in investing activities | (876) | (1,570) |
Net cash used in financing activities | (318) | 512 |
Effect of foreign exchange rates | (14) | (1) |
Net increase (decrease) in cash and cash equivalents | 42 | (5) |
Cash and cash equivalents at beginning of period | 158 | 175 |
Cash and cash equivalents at end of period | 200 | 170 |
Parent | ||
Condensed Cash Flow Statements, Captions [Line Items] | ||
Net cash provided by operating activities | 6 | 10 |
Net cash used in investing activities | (6) | (10) |
Net cash used in financing activities | 0 | 0 |
Effect of foreign exchange rates | 0 | 0 |
Net increase (decrease) in cash and cash equivalents | 0 | 0 |
Cash and cash equivalents at beginning of period | 0 | 0 |
Cash and cash equivalents at end of period | 0 | 0 |
URNA | ||
Condensed Cash Flow Statements, Captions [Line Items] | ||
Net cash provided by operating activities | 1,069 | 928 |
Net cash used in investing activities | (793) | (1,402) |
Net cash used in financing activities | (280) | 483 |
Effect of foreign exchange rates | 0 | 0 |
Net increase (decrease) in cash and cash equivalents | (4) | 9 |
Cash and cash equivalents at beginning of period | 8 | 17 |
Cash and cash equivalents at end of period | 4 | 26 |
Guarantor Subsidiaries | ||
Condensed Cash Flow Statements, Captions [Line Items] | ||
Net cash provided by operating activities | 1 | 2 |
Net cash used in investing activities | 0 | 0 |
Net cash used in financing activities | (1) | (2) |
Effect of foreign exchange rates | 0 | 0 |
Net increase (decrease) in cash and cash equivalents | 0 | 0 |
Cash and cash equivalents at beginning of period | 0 | 0 |
Cash and cash equivalents at end of period | 0 | 0 |
Non Guarantor Subsidiaries - Foreign | ||
Condensed Cash Flow Statements, Captions [Line Items] | ||
Net cash provided by operating activities | 144 | 146 |
Net cash used in investing activities | (77) | (158) |
Net cash used in financing activities | (7) | (1) |
Effect of foreign exchange rates | (14) | (1) |
Net increase (decrease) in cash and cash equivalents | 46 | (14) |
Cash and cash equivalents at beginning of period | 150 | 158 |
Cash and cash equivalents at end of period | 196 | 144 |
Non Guarantor Subsidiaries - SPV | ||
Condensed Cash Flow Statements, Captions [Line Items] | ||
Net cash provided by operating activities | 30 | (32) |
Net cash used in investing activities | 0 | 0 |
Net cash used in financing activities | (30) | 32 |
Effect of foreign exchange rates | 0 | 0 |
Net increase (decrease) in cash and cash equivalents | 0 | 0 |
Cash and cash equivalents at beginning of period | 0 | 0 |
Cash and cash equivalents at end of period | 0 | 0 |
Eliminations | ||
Condensed Cash Flow Statements, Captions [Line Items] | ||
Net cash provided by operating activities | 0 | 0 |
Net cash used in investing activities | 0 | 0 |
Net cash used in financing activities | 0 | 0 |
Effect of foreign exchange rates | 0 | 0 |
Net increase (decrease) in cash and cash equivalents | 0 | 0 |
Cash and cash equivalents at beginning of period | 0 | 0 |
Cash and cash equivalents at end of period | $ 0 | $ 0 |