Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Feb. 26, 2019 | Jun. 29, 2018 | |
Document and Entity Information | |||
Entity Registrant Name | SP Plus Corp | ||
Entity Central Index Key | 1,059,262 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2018 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Emerging Growth Company | false | ||
Entity Small Business | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 834.3 | ||
Entity Common Stock, Shares Outstanding (in shares) | 22,783,976 | ||
Document Fiscal Year Focus | 2,018 | ||
Document Fiscal Period Focus | FY |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Assets | ||
Cash and cash equivalents | $ 39.9 | $ 22.8 |
Notes and accounts receivable, net | 150.7 | 122.3 |
Prepaid expenses and other | 17.2 | 15.5 |
Total current assets | 207.8 | 160.6 |
Leasehold improvements, equipment, land and construction in progress, net | 40.3 | 27.4 |
Other assets | ||
Advances and deposits | 4.2 | 4.1 |
Other intangible assets, net | 166 | 54.1 |
Favorable acquired lease contracts, net | 17.6 | 23.3 |
Equity investments in unconsolidated entities | 9.8 | 18.6 |
Other assets, net | 17.3 | 18.3 |
Deferred taxes | 14.6 | 15.9 |
Cost of contracts, net | 9.2 | 8.9 |
Goodwill | 585.5 | 431.7 |
Total other assets | 824.2 | 574.9 |
Total assets | 1,072.3 | 762.9 |
Liabilities and stockholders' equity | ||
Accounts payable | 110.1 | 102.8 |
Accrued rent | 23.5 | 23.2 |
Compensation and payroll withholdings | 25.8 | 22.2 |
Property, payroll and other taxes | 9.5 | 6.8 |
Accrued insurance | 19.7 | 18.9 |
Accrued expenses | 45.1 | 25.5 |
Current portion of long-term obligations under credit facility and other long-term borrowings | 13.2 | 20.6 |
Total current liabilities | 246.9 | 220 |
Long-term borrowings, excluding current portion | ||
Obligations under credit facility | 360.9 | 132 |
Other long-term borrowings | 12.6 | 1.2 |
Total long-term obligations under credit facility and other borrowings | 373.5 | 133.2 |
Unfavorable acquired lease contracts, net | 24.7 | 31.5 |
Other long-term liabilities | 58.6 | 65.1 |
Total noncurrent liabilities | 456.8 | 229.8 |
Stockholders' equity | ||
Preferred Stock, par value $0.01 per share; 5,000,000 shares authorized as of December 31, 2018 and 2017; no shares issued | 0 | 0 |
Common stock, par value $0.001 per share; 50,000,000 shares authorized as of December 31, 2018 and 2017; 22,783,976 and 22,542,672 shares issued and outstanding as of December 31, 2018 and 2017, respectively | 0 | 0 |
Treasury stock, 305,183 at cost; shares at December 31, 2018 and December 31, 2017 | (7.5) | (7.5) |
Additional paid-in capital | 257.7 | 254.6 |
Accumulated other comprehensive loss | (2.4) | (1.2) |
Retained earnings | 120.7 | 67 |
Total SP Plus Corporation stockholders' equity | 368.5 | 312.9 |
Noncontrolling interest | 0.1 | 0.2 |
Total stockholders' equity | 368.6 | 313.1 |
Total liabilities and stockholders' equity | $ 1,072.3 | $ 762.9 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2018 | Dec. 31, 2017 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 5,000,000 | 5,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 50,000,000 | 50,000,000 |
Common stock, shares issued (in shares) | 22,783,976 | 22,542,672 |
Common stock shares outstanding (in shares) | 22,783,976 | 22,542,672 |
Treasury stock, shares (in shares) | 305,183 | 305,183 |
Consolidated Statements of Inco
Consolidated Statements of Income - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Services revenue | $ 1,468.4 | $ 1,590.5 | $ 1,568.4 |
Cost of services | 1,284.4 | 1,405.2 | 1,392 |
Gross profit | 184 | 185.3 | 176.4 |
General and administrative expenses | 91 | 82.9 | 90 |
Depreciation and amortization | 17.9 | 21 | 33.7 |
Operating income | 75.1 | 81.4 | 52.7 |
Other expense (income) | |||
Interest expense | 9.6 | 9.2 | 10.5 |
Interest income | (0.4) | (0.6) | (0.5) |
Gain on sale of a business | 0 | (0.1) | 0 |
Equity in (earnings) losses from investment in unconsolidated entity | (10.1) | 0.7 | 0.9 |
Total other expenses (income) | (0.9) | 9.2 | 10.9 |
Earnings before income taxes | 76 | 72.2 | 41.8 |
Income tax expense | 19.6 | 27.7 | 15.8 |
Net income | 56.4 | 44.5 | 26 |
Less: Net income attributable to noncontrolling interest | 3.2 | 3.3 | 2.9 |
Net income attributable to SP Plus Corporation | $ 53.2 | $ 41.2 | $ 23.1 |
Net income per common share | |||
Basic (in dollars per share) | $ 2.38 | $ 1.86 | $ 1.04 |
Diluted (in dollars per share) | $ 2.35 | $ 1.83 | $ 1.03 |
Weighted average shares outstanding | |||
Basic (in shares) | 22,394,542 | 22,195,350 | 22,238,021 |
Diluted (in shares) | 22,607,223 | 22,508,288 | 22,528,122 |
Lease type contracts | |||
Services revenue | $ 413.9 | $ 563.1 | $ 545 |
Cost of services | 377.6 | 518.4 | 505.6 |
Gross profit | 36.3 | 44.7 | 39.4 |
Management type contracts | |||
Services revenue | 361.5 | 348.2 | 346.8 |
Cost of services | 213.8 | 207.6 | 209.8 |
Gross profit | 147.7 | 140.6 | 137 |
Lease And Management Type Contracts | |||
Services revenue | 775.4 | 911.3 | 891.8 |
Cost of services | 591.4 | 726 | 715.4 |
Reimbursed management type contract revenue | |||
Services revenue | 693 | 679.2 | 676.6 |
Cost of services | $ 693 | $ 679.2 | $ 676.6 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Statement of Comprehensive Income [Abstract] | |||
Net income | $ 56.4 | $ 44.5 | $ 26 |
Other comprehensive (loss) income | (0.6) | 0.2 | (0.3) |
Comprehensive income | 55.8 | 44.7 | 25.7 |
Less: Comprehensive income attributable to noncontrolling interest | 3.2 | 3.3 | 2.9 |
Comprehensive income attributable to SP Plus Corporation | $ 52.6 | $ 41.4 | $ 22.8 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Millions | Total | Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Income (Loss) | Retained Earnings | Treasury Stock | Noncontrolling Interest |
Beginning balance (deficit) (in shares) at Dec. 31, 2015 | 22,328,578 | ||||||
Beginning balance (deficit) at Dec. 31, 2015 | $ 250.1 | $ 0 | $ 247.9 | $ (1.1) | $ 2.8 | $ 0 | $ 0.5 |
Increase (Decrease) in Stockholders' Equity | |||||||
Net income | 26 | 23.1 | 2.9 | ||||
Foreign currency translation adjustments | (0.2) | (0.2) | |||||
Effective portion of cash flow hedge | (0.1) | (0.1) | |||||
Issuance of stock grants (in shares) | 26,593 | ||||||
Issuance of stock grants | 0.6 | 0.6 | |||||
Issuance of restricted stock units (in shares) | 1,415 | ||||||
Issuance of restricted stock units | 0 | ||||||
Non-cash stock-based compensation related to restricted stock units and performance share units | 2.7 | 2.7 | |||||
Treasury stock | (7.5) | (7.5) | |||||
Distribution to noncontrolling interest | (3.3) | (3.3) | |||||
Ending balance (deficit) (in shares) at Dec. 31, 2016 | 22,356,586 | ||||||
Ending balance (deficit) at Dec. 31, 2016 | 268.4 | $ 0 | 251.2 | (1.4) | 25.9 | (7.5) | 0.2 |
Increase (Decrease) in Stockholders' Equity | |||||||
Cumulative effect adjustment upon adoption of new accounting standard on January 1, 2017 | 0 | 0.3 | (0.3) | ||||
Stockholders' equity, adjusted balance | 268.4 | $ 0 | 251.5 | (1.4) | 25.6 | (7.5) | 0.2 |
Net income | 44.5 | 41.2 | 3.3 | ||||
Foreign currency translation adjustments | 0.2 | 0.2 | |||||
Issuance of stock grants (in shares) | 27,632 | ||||||
Issuance of stock grants | 0.9 | 0.9 | |||||
Issuance of restricted stock units (in shares) | 61,599 | ||||||
Issuance of restricted stock units | 0 | ||||||
Issuance of performance stock units (in shares) | 96,855 | ||||||
Issuance of performance stock units | 0 | ||||||
Non-cash stock-based compensation related to restricted stock units and performance share units | 2.2 | 2.2 | |||||
Distribution to noncontrolling interest | $ (3.2) | (3.2) | |||||
Ending balance (deficit) (in shares) at Dec. 31, 2017 | 22,542,672 | 22,542,672 | |||||
Ending balance (deficit) at Dec. 31, 2017 | $ 313.1 | $ 0 | 254.6 | (1.2) | 67 | (7.5) | 0.2 |
Increase (Decrease) in Stockholders' Equity | |||||||
Net income | 56.4 | 53.2 | 3.2 | ||||
Foreign currency translation adjustments | (0.6) | (0.6) | |||||
Issuance of stock grants (in shares) | 20,757 | ||||||
Issuance of stock grants | 0.7 | 0.7 | |||||
Issuance of restricted stock units (in shares) | 161,495 | ||||||
Issuance of restricted stock units | 0 | ||||||
Issuance of performance stock units (in shares) | 59,052 | ||||||
Issuance of performance stock units | 0 | ||||||
Non-cash stock-based compensation related to restricted stock units and performance share units | 2.4 | 2.4 | |||||
Treasury stock | (7.5) | ||||||
Distribution to noncontrolling interest | $ (3.3) | (3.3) | |||||
Ending balance (deficit) (in shares) at Dec. 31, 2018 | 22,783,976 | 22,783,976 | |||||
Ending balance (deficit) at Dec. 31, 2018 | $ 368.6 | $ 0 | $ 257.7 | $ (2.4) | $ 120.7 | $ (7.5) | $ 0.1 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Operating activities | |||
Net income | $ 56.4 | $ 44.5 | $ 26 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 18.8 | 21.7 | 34.2 |
Net accretion of acquired lease contracts | (1.1) | (2.2) | (1.8) |
Loss (gain) on sale of equipment | 0 | 0.2 | (0.3) |
Net equity in (earnings) losses of unconsolidated entities (net of distributions) | (0.4) | (8.5) | 0.5 |
Gain on sale of equity method investment in unconsolidated entity | (10.1) | 0 | 0 |
Net gain on sale of a business | 0 | (0.1) | 0 |
Amortization of debt issuance costs | 0.7 | 0.7 | 0.8 |
Amortization of original discount on borrowings | 0.5 | 0.5 | 0.5 |
Non-cash stock-based compensation | 3.1 | 3.1 | 3.4 |
Provision for losses on accounts receivable | 1.5 | 0.7 | 0.4 |
Deferred income taxes | 1.3 | 1.8 | (2.1) |
Changes in operating assets and liabilities | |||
Notes and accounts receivable | (16.7) | (2.6) | (15.9) |
Prepaid assets | 0.1 | (1.8) | (1) |
Other assets | 2.1 | (2.3) | (1) |
Accounts payable | 0.8 | (7.2) | 14.8 |
Accrued liabilities | 13.9 | (3.3) | 1.2 |
Net cash provided by operating activities | 70.9 | 45.2 | 59.7 |
Investing activities | |||
Purchase of leasehold improvements and equipment | (8.9) | (6.8) | (13) |
Proceeds from sale of equipment and contract terminations | 0.2 | 0.8 | 3 |
Cash received from sale of a business, net | 0 | 0.6 | 0 |
Proceeds from sale of equity method investee's sale of assets | 19.3 | 8.4 | 0 |
Cost of contracts purchased | (1.1) | (0.7) | (3.8) |
Acquisition of business, net of cash acquired | (277.9) | 0 | 0 |
Net cash (used in) provided by investing activities | (268.4) | 2.3 | (13.8) |
Financing activities | |||
Payments on credit facility revolver | (186.3) | (410.1) | (401) |
Proceeds from credit facility revolver | 333.5 | 386.6 | 385 |
Proceeds from credit facility term loan | 225 | 0 | 0 |
Payments on credit facility term loan | (150) | (20) | (15) |
Payments of debt issuance costs and original discount on borrowings | (3.2) | 0 | 0 |
Payments on other long-term borrowings | (0.5) | (0.5) | (0.3) |
Distribution to noncontrolling interest | (3.3) | (3.2) | (3.3) |
Repurchase of common stock | 0 | 0 | (7.5) |
Net cash provided by (used in) financing activities | 215.2 | (47.2) | (42.1) |
Effect of exchange rate changes on cash and cash equivalents | (0.6) | 0.3 | (0.3) |
Increase in cash and cash equivalents | 17.1 | 0.6 | 3.5 |
Cash and cash equivalents at beginning of year | 22.8 | 22.2 | 18.7 |
Cash and cash equivalents at end of year | 39.9 | 22.8 | 22.2 |
Cash paid during the period for | |||
Interest | 8.5 | 8 | 9.2 |
Income taxes, net | 15.3 | 26.5 | 17.6 |
Non cash transactions | |||
Capital lease obligations incurred to acquire equipment | $ 13 | $ 1.5 | $ 0 |
Significant Accounting Policies
Significant Accounting Policies and Practices | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies and Practices | Significant Accounting Policies and Practices The Company SP Plus Corporation (the "Company") is one of the leading providers of parking management, ground transportation services, baggage handling and other ancillary services to commercial, hospitality, institutional, municipal and aviation clients across the United States, Canada and Puerto Rico. These services include on-site parking management, valet parking, ground transportation services, facility maintenance, event logistics, baggage services, remote airline check-in, security services, municipal meter revenue collection and enforcement services, and consulting services. The Company schedules and supervises service personnel as well as provides customer service, marketing, accounting and revenue control functions necessary to provide such services. Bags Acquisition On November 30, 2018, the Company acquired the outstanding shares of ZWB Holdings, Inc. and Rynn’s Luggage Corporation, their subsidiaries and affiliates (collectively "Bags") , for an all-cash purchase price of $277.9 million , net of $5.9 million of cash acquired. Accordingly, our consolidated statements of income and statements of cash flows includes Bags' operations for one month of 2018, but exclude Bags' results of operations in the comparative years prior to November 30, 2018. See Note 2. Acquisition , for further information on the acquisition of Bags. Principles of Consolidation The Consolidated Financial Statements include the accounts of the Company, its wholly owned subsidiaries, and Variable Interest Entities ("VIEs") in which the Company is the primary beneficiary. All significant intercompany profits, transactions and balances have been eliminated in consolidation. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current environment. Foreign Currency Translation The functional currency of the Company's foreign operations is the local currency. Accordingly, assets and liabilities of the Company's foreign operations are translated from foreign currencies into U.S. dollars at the rates in effect on the balance sheet date while income and expenses are translated at the weighted-average exchange rates for the year. Adjustments resulting from the translations of foreign currency financial statements are accumulated and classified as a separate component of stockholders' equity. Cash and Cash Equivalents Cash equivalents represent funds temporarily invested in money market instruments with maturities of three months or less. Cash equivalents are stated at cost, which approximates fair value. Cash and cash equivalents that are restricted as to withdrawal or use under the terms of certain contractual agreements was $1.7 million and $0.3 million as of December 31, 2018 and 2017 , respectively, and are included within Cash and cash equivalents within the Consolidated Balance Sheets. Allowance for Doubtful Accounts Accounts receivable, net of the allowance for doubtful accounts, represents the Company's estimate of the amount that ultimately will be realized in cash. Management reviews the adequacy of its allowance for doubtful accounts on an ongoing basis, using historical collection trends, aging of receivables, and a review of specific accounts, and makes adjustments in the allowance as necessary. Changes in economic conditions or other circumstances could have an impact on the collection of existing receivable balances or future allowance considerations. As of December 31, 2018 and 2017 , the Company's allowance for doubtful accounts was $1.0 million and $0.7 million, respectively. Leasehold Improvements, Equipment, Land and Construction in Progress, net Leasehold improvements, equipment, software, vehicles, and other fixed assets are stated at cost less accumulated depreciation and amortization. Equipment is depreciated on the straight-line basis over the estimated useful lives ranging from 1 to 10 years. Expenditures for major renewals and improvements that extend the useful life of property and equipment are capitalized. Leasehold improvements are amortized on the straight-line basis over the terms of the respective leases or the service lives of the improvements, whichever is shorter (weighted average remaining life of approximately 4.5 years). Certain costs associated with directly obtaining, developing or upgrading internal-use software are capitalized and amortized over the estimated useful life of software. Cost of Contracts Cost of contracts represents the cost of obtaining contractual rights associated with a managed type or lease-type contract. Cost of parking contracts are amortized over the estimated life of the contracts, including anticipated renewals and terminations. Estimated lives are based on the contract life or anticipated life of the contract. Goodwill and Other Intangibles Goodwill represents the excess of purchase price paid over the fair value of net assets acquired. In accordance with the Financial Accounting Standards Board's ("FASB") authoritative accounting guidance on goodwill, the Company does not amortize goodwill but rather evaluates it for impairment on an annual basis, or more often if events or circumstances change that could cause goodwill to become impaired. The Company has elected to assess the impairment of goodwill annually on the first day of its fiscal fourth quarter, or at an interim date if there is an event or change in circumstances indicate the carrying value may not be recoverable. Factors that could trigger an impairment review include significant under-performance relative to expected historical or projected future operating results, significant changes in the use of acquired assets or its business strategy, and significant negative industry or economic trends. A multi-step impairment test is performed on goodwill. For the fourth quarter 2018 and 2017 goodwill impairment tests, the Company utilized the option to evaluate various qualitative factors to determine the likelihood of impairment and if it was more likely than not that the fair value of the reporting units were less than the carrying value of the reporting unit. The Company concluded there was no impairment of goodwill at any of the reporting units. If the Company does not elect to perform a qualitative assessment, it can voluntarily proceed directly to Step 1. In Step 1, the Company performs a quantitative analysis to compare the fair value of the reporting unit to its carrying value including goodwill. If the fair value of the reporting unit exceeds the carrying value of the net assets assigned to that unit, goodwill is not considered impaired, and the Company's is not required to perform further testing. If the carrying value of the net assets assigned to the reporting unit exceeds the fair value of the reporting unit, then the Company must perform Step 2 of t he impairment test in order to determine the implied fair value of the reporting unit's goodwill. If the carrying value of a reporting unit's goodwill exceeds its implied fair value, then the Company would record an impairment loss equal to the difference. The goodwill impairment test is performed at the reporting unit level; the Company's reporting units represent its operating segments, consisting of Segment One (Commercial and Institutional) and Segment Two (Aviation) reporting units. The December 31, 2018 goodwill balances by reportable segment are presented in detail in Note 9. Goodwill . Management determines the fair value of each of its reporting units by using a discounted cash flow approach and a market approach using multiples of EBITDA of comparable companies to estimate market value. In addition, the Company compares its derived enterprise value on a consolidated basis to the Company's market capitalization as of its test date to ensure its derived value approximates the market value of the Company when taken as a whole. In conducting its goodwill impairment quantitative assessment, the Company analyzes actual and projected growth trends of the reporting unit, gross margin, operating expenses and EBITDA (which also includes forecasted five -year income statement and working capital projections, a market-based weighted average cost of capital and terminal values after five years). The Company also assesses critical areas that may impact its business including economic conditions, market related exposures, competition, changes in product offerings and changes in key personnel for each of its reporting units. The Company will continue to perform a goodwill impairment test as required on an annual basis and on an interim basis, if certain conditions exist. Factors the Company considers important, which could result in changes to its estimates, include under-performance relative to historical or projected future operating results and declines in acquisitions and trading multiples. Due to the broad customer base, the Company does not believe its future operating results will vary significantly relative to its historical and projected future operating results. However, future events may indicate differences from its judgments and estimates which could, in turn, result in impairment charges in the future. Future events that may result in impairment charges include increases in interest rates, which would impact discount rates, and unfavorable economic conditions or other factors which could decrease revenues and profitability of existing locations and changes in the cost structure of existing facilities. Factors that could potentially have an unfavorable economic effect on management's judgments and estimates include, among others: changes imposed by governmental and regulatory agencies, such as property condemnations and assessment of parking-related taxes; and construction or other events that could change traffic patterns; and terrorism or other catastrophic events. Intangible assets with finite lives are amortized over their estimated useful lives and reviewed for impairment when circumstances change that would create a triggering event. Intangible assets with finite lives are amortized on a straight-line basis over their estimated useful lives. The Company evaluates the remaining useful life of the other intangible assets on a periodic basis to determine whether events or circumstances warrant a revision to the remaining useful life. Assumptions and estimates about future values and remaining useful lives of its intangible and other long-lived assets are complex and subjective. They can be affected by a variety of factors, including external factors such as industry and economic trends, and internal factors, such as changes in its business strategy and internal forecasts. Although management believes the historical assumptions and estimates are reasonable and appropriate, different assumptions and estimates could materially impact its reported financial results. Long-Lived Assets The Company evaluates long-lived asset groups whenever events or circumstances indicate that the carrying value of an asset or asset group may not be recoverable. Events or circumstances that would result in an impairment review primarily include a significant change in the use of an asset, or the planned sale or disposal of an asset. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of the asset to future undiscounted cash flows expected to be generated by the asset group. If it is determined to be impaired, the impairment recognized is measured by the amount by which the carrying value of the asset exceeds its fair value. The Company's estimates of future cash flows from such assets could be impacted if it underperforms relative to historical or projected future operating results. Assumptions and estimates used to determine cash flows in the evaluation of impairment and the fair values used to determine the impairment are subject to a degree of judgment and complexity. Any changes to the assumptions and estimates resulting from changes in actual results or market conditions from those anticipated may affect the carrying value of long-lived assets and could result in an impairment charge. Debt Issuance Costs The costs of obtaining financing are capitalized and amortized as interest expense over the term of the respective financing using the effective interest method. Debt issuance costs of $2.2 million and $1.0 million as of December 31, 2018 , and 2017 , respectively, have been recorded as a direct deduction from the carrying amount of the Company's debt balance within the Consolidated Balance Sheets and are reflected net of accumulated amortization of $10.4 million and $9.7 million respectively. Amortization expense related to debt issuance costs and included in interest expense within the Consolidated Statements of Income was $0.7 million, $0.7 million and $0.8 million for the years ended December 31, 2018 , 2017 and 2016 , respectively. Financial Instruments The carrying values of cash, accounts receivable and accounts payable approximate their fair value due to the short-term nature of these financial instruments. Book overdrafts of $34.0 million and $29.0 million are included within Accounts payable within the Consolidated Balance Sheets as of December 31, 2018 , and 2017 , respectively. Long-term debt has a carrying value that approximates fair value because these instruments bear interest at variable market rates. Insurance Reserves The Company purchases comprehensive casualty insurance covering certain claims that arise in connection with its operations. In addition, the Company purchases umbrella/excess liability coverage. Under the various liability and workers' compensation insurance policies, the Company is obligated to pay directly or reimburse the insurance carrier for the deductible / retention amount of each loss covered by its general/garage liability, automobile, workers' compensation and garage keepers legal liability policies. As a result, the Company is, in effect, self-insured for all claims within the deductible / retention amount of each loss. The Company applies the provisions as defined in the guidance related to accounting for contingencies, in determining the timing and amount of expense recognition associated with claims against the Company. The expense recognition is based upon the Company's determination of an unfavorable outcome of a claim being deemed as probable and capable of being reasonably estimated, as defined in the guidance related to accounting for contingencies. This determination requires the use of judgment in both the estimation of probability and the amount to be recognized as an expense. The Company utilizes historical claims experience along with regular input from third party insurance advisers in determining the required level of insurance reserves. Future information regarding historical loss experience may require changes to the level of insurance reserves and could result in increased expense recognition in the future. Legal and Other Commitments and Contingencies The Company is subject to litigation in the normal course of its business. The Company applies the provisions as defined in the guidance related to accounting for contingencies in determining the recognition and measurement of expense recognition associated with legal claims against the Company. Management uses guidance from internal and external legal counsel on the potential outcome of litigation in determining the need to record liabilities for potential losses and the disclosure of pending legal claims. Certain lease contracts acquired from an acquisition completed in 2012 included provisions allocating to the Company responsibility for the cost of certain structural and other repairs required to be made to certain leased property, including improvement and repair costs arising as a result of ordinary wear and tear. The Company recorded $ nil , $0.1 million and $0.7 million for the year ended December 31, 2018, 2017 and 2016 respectively, of costs (net of expected recoveries of the total cost recognized by the Company through the applicable indemnity) in Cost of services-lease type contracts within the Consolidated Statements of Income for structural and other repair costs related to certain lease type contracts acquired, whereby, the Company has expensed repair costs for certain leases and engaged third-party general contractors to complete certain structural and other repair projects, and other indemnity related costs. Services Revenue The Company's revenues are primarily derived from management type and lease type contracts; whereby the Company provides parking services, parking management, ground transportation services, baggage handling services and other ancillary services to commercial, hospitality, institutional, municipal and aviation clients. Ancillary services include on-site parking management, facility maintenance, ground transportation services, event logistics, remote airline check-in, security services, municipal meter revenue collection and enforcement services, scheduling and supervising all service personnel as well as providing customer service, marketing, and accounting and revenue control functions necessary to complete such services, payments received for exercising termination rights, consulting development fees, gains on sales of contracts, insurance (general, workers' compensation and health care) and other value-added services. In accordance with the guidance related to revenue recognition, entities are required to recognize revenue when control of the promised goods or services is transferred to customers at an amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods or services. The Company recognizes gross receipts (net of taxes collected from customers) as revenue from leased type contracts, and management fees for services, as the related services are provided. Ancillary services are earned from management contract properties and are recognized as revenue as those services are provided. Reimbursed Management Type Contract Revenue and Expense The Company recognizes both revenues and expenses, in equal amounts, that are directly reimbursed for operating expenses incurred under a management type contract. The Company has determined it is the principal in these transactions as the nature of our performance obligations is for the Company to provide the services on behalf of the customer. As the principal to these related transactions, the Company has control of the promised services before they are transferred to the customer. Cost of Services The Company recognizes costs for lease type contracts, non-reimbursed costs from management type contracts and reimbursed management type contract expenses as cost of services. Cost of services consists primarily of rent and payroll related costs. Advertising Costs Advertising costs are expensed as incurred and are included in General and administrative expenses within the Consolidated Statements of Income. Advertising expenses aggregated $1.5 million, $1.5 million, and $1.2 million for 2018 , 2017 , and 2016 , respectively. Stock-Based Compensation Stock-based payments to employees including grants of employee stock options, restricted stock units and performance-based share units are measured at the grant date, based on the estimated fair value of the award, and the related expense is recognized over the requisite employee service period or performance period (generally the vesting period) for awards expected to vest. The Company accounts for forfeitures of stock-based awards as they occur. Equity Investment in Unconsolidated Entities The Company has ownership interests in 30 active partnerships, joint ventures or similar arrangements that operate parking facilities, of which 25 are consolidated under the VIE or voting interest models and 5 are unconsolidated where the Company’s ownership interests range from 30 - 50 percent and for which there are no indicators of control. The Company accounts for such investments under the equity method of accounting, and its underlying share of each investee’s equity is included in Equity investments in unconsolidated entities within the Consolidated Balance Sheets. As the operations of these entities are consistent with the Company’s underlying core business operations, the equity in earnings of these investments are included in Services revenue—lease type contracts within the Consolidated Statements of Income. Included in equity earnings for the year ended December 31, 2017 are earnings of $8.5 million from the Company's proportionate share of the net gain of an equity method investees' sale of assets. The equity earnings in these related investments were $2.7 million, $11.3 million, and $2.4 million for the year ended December 31, 2018 , 2017 and 2016 , respectively. In 2014, the Company entered into an agreement to establish a joint venture with Parkmobile USA, Inc. and contributed all of the assets and liabilities of its proprietary Click and Park parking prepayment business in exchange for a 30% interest in the newly formed legal entity called Parkmobile, LLC (“Parkmobile”). The Parkmobile joint venture combined two parking transaction engines, with SP Plus contributing the Click and Park® parking prepayment systems, which enables consumers to reserve and pay for parking online in advance and Parkmobile USA contributing its on demand transaction engine that allows consumers to transact real-time payment for parking privileges in both on- and off-street environments. On January 3, 2018, the Company closed a transaction to sell the entire 30% interest in Parkmobile to Parkmobile USA, Inc. for a gross sale price of $19.0 million and in the first quarter of 2018, the Company recognized a pre-tax gain of $10.1 million , net of closing costs, and included in Equity in (earnings) losses from investment in unconsolidated entity within the Consolidated Statements of Income for the twelve months ended December 31, 2018 . The Company historically accounted for its investment in the Parkmobile joint venture using the equity method of accounting, and its underlying share of equity in Parkmobile was included in Equity investments in unconsolidated entities within the Consolidated Balance Sheets. The equity (earnings) losses in the Parkmobile joint venture were historically included in Equity in (earnings) losses from investment in unconsolidated entity within the Consolidated Statements of Income. Noncontrolling Interests Noncontrolling interests represent the noncontrolling holders' percentage share of income or losses from the subsidiaries in which the Company holds a majority, but less than 100 percen t, ownership interest and the results of which are consolidated and included within in our Consolidated Financial Statements. Sale of a Business During 2015, the Company signed an agreement to sell and subsequently sold portions of the Company’s security business primarily operating in the Southern California market to a third-party for a gross sales price of $1.8 million , which resulted in a gain on sale of business of $0.5 million , net of legal and other expenses. The assets under the sale agreement met the definition of a business as defined by ASU 805-10-55-4. Cash consideration received during 2015, net of legal and other expenses, was $1.0 million with the remaining consideration for the sale of the business being classified as contingent consideration. Per the sale agreement, the contingent consideration was based on the performance of the business and retention of current customers over an eighteen -month period ending in February 2017. The contingent consideration was valued at fair value as of the date of sale of the business and resulted in the Company recognizing a contingent receivable from the buyer in the amount of $0.5 million . The buyer had sixty days from February 2017 to calculate and remit the remaining consideration. The Company received $0.6 million for the final earn-out consideration from the buyer during 2017, which resulted in the Company recognizing an additional gain on sale of business of $0.1 million for the year ended December 31, 2017. The pre-tax profit for the operations of the sold business was not significant to prior periods presented. The significant inputs historically used to derive the Level 3 fair value of the contingent receivable were the probability of reaching certain revenue growth of the business and retention of current customers over the eighteen month period. The fair value of the contingent consideration receivable for the year ended December 31, 2016 was $0.5 million . Income Taxes Income tax expense involves management judgment as to the ultimate resolution of any tax issues. Historically, our assessments of the ultimate resolution of tax issues have been reasonably accurate. The current open issues are not dissimilar from historical items. Deferred income taxes are computed using the asset and liability method, such that deferred tax assets and liabilities are recognized for the expected future tax consequences of temporary differences between financial reporting amounts and the tax bases of existing assets and liabilities based on currently enacted tax laws and tax rates in effect for the periods in which these temporary differences are expected to reverse or be settled. Income tax expense is the tax payable for the period plus the change during the period in deferred income taxes. The Company has certain state net operating loss carry forwards which expire in 2036. The Company considers a number of factors in its assessment of the recoverability of its net operating loss carryforwards including their expiration dates, the limitations imposed due to the change in ownership as well as future projections of income. Future changes in the Company's operating performance along with these considerations may significantly impact the amount of net operating losses ultimately recovered, and its assessment of their recoverability. When evaluating our tax positions, the Company accounts for uncertainty in income taxes in our Consolidated Financial Statements. The evaluation of a tax position by the Company is a two-step process, the first step being recognition. The first step is to determine whether it is more-likely-than-not that a tax position will be sustained upon tax examination, including resolution of any related appeals or litigation processes, based on only the technical merits of the position and the weight of available evidence. If a tax position does not meet the more-likely-than-not threshold, which is more than 50% likely of being realized, the benefit of that position is not recognized in our financial statements. The second step is measurement of the tax benefit. The tax position is measured as the largest amount of benefit that is more-likely-than-not of being realized, which is more than 50% likely of being realized upon ultimate resolution with a taxing authority. On December 22, 2017, the U.S. Tax Cuts and Jobs Act of 2017 (the “2017 Tax Act”) was signed into law. The 2017 Tax Act includes significant changes to the corporate income tax system in the United States, including a federal corporate rate reduction from 35% to 21% and the transition of United States international taxation from a worldwide tax system to a territorial tax system, and a one-time transition tax on the mandatory deemed repatriation of foreign earnings. The 2017 Tax Act requires complex computations to be performed that were not previously required in U.S. tax law, significant judgments to be made in interpretation of the provisions of the 2017 Tax Act and significant estimates in calculations, and the preparation and analysis of information not previously relevant or regularly produced. The U.S. Department of Treasury, the Internal Revenue Service (IRS), foreign jurisdictions, state jurisdictions and other standard-setting bodies could interpret or issue guidance on how provisions of the 2017 Tax Act will be applied or otherwise administered that is different than our interpretation. The Company is required to recognize the effect of the tax law changes in the period of enactment, which include determining the transition tax, remeasuring our deferred tax assets and liabilities as well as reassessing the net realizability of our deferred tax assets and liabilities. On December 22, 2017, the SEC staff issued Staff Accounting Bulletin No. 118, Income Tax Accounting Implications of the Tax Cuts and Jobs Act of 2017 (SAB 118), as issued to address the application of US GAAP in situations when a registrant does not have the necessary information available, prepared, or analyzed (including computations) in reasonable detail to complete accounting for certain income tax effects of the 2017 Tax Act. The Company completed its analysis of the income tax effects of the 2017 Tax Act in the fourth quarter of 2018 (within the measurement period not to extend beyond one year) in accordance with SAB 118. Recently Issued Accounting Pronouncements Recently Adopted Accounting Pronouncements In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2014-09 "Revenue from Contracts with Customers" (Topic 606) and following its release, the FASB also issued the following additional ASUs updating the topic: • In December 2016, the FASB issued ASU No. 2016-20, Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers • In May 2016, the FASB issued ASU No. 2016-12 , Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients • In April 2016, the FASB issued ASU No. 2016-10, Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing • In March 2016, the FASB issued ASU No. 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net) • In August 2015, the FASB issued ASU No. 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date Topic 606 supersedes the revenue recognition requirements in ASC 605, Revenue Recognition ( Topic 605 ), and requires entities to recognize revenue when control of the promised goods or services is transferred to customers at an amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods or services. The Company adopted the provisions of Topic 606 on January 1, 2018 using the modified retrospective transition method and therefore the comparative periods have not been recasted and continue to be reported under the accounting standards in effect for those prior periods presented. The standard has been applied to contracts that have not been completed at the date of initial application. Furthermore and in accordance with Topic 606, the Company has not retrospectively restated the contracts that were modified before the beginning of the earliest reporting period presented. The aggregate effect of all modifications when identifying the satisfied and unsatisfied performance obligations were reflected in determining and allocating the transaction price. The application of these practical expedients did not have a significant impact on the Company’s financial position, results of operations, cash flows and related financial statement disclosures. In May 2017, the FASB issued ASU No. 2017-10, Service Concession Arrangements ( Topic 853 ): Determining the Customer of the Operation Services . Topic 853 further clarifies how operating entities should determine the customer of operation services for transactions within the scope of Topic 853. The Company determined that revenue generated from service concession arrangements, will be accounted for under the guidance of Topic 606 upon adoption of Topic 853. The Company adopted the provisions of Topic 853 on January 1, 2018 and upon the adoption, the Company was required to reclassify certain assets used in service concession arrangements that were previously included in Leasehold improvements, equipment and construction in progress, net, to Other assets, net within the Consolidated Balance Sheet for December 31, 2018 (as discussed previ |
Acquisition
Acquisition | 12 Months Ended |
Dec. 31, 2018 | |
Business Combinations [Abstract] | |
Acquisition | Acquisition On November 30, 2018, the Company acquired the outstanding shares of Bags (the "Acquisition"). Bags is a leading provider of baggage delivery, remote airline check in, and other related services, primarily to airline, airport and hospitality clients. Subject to the terms and conditions of the Stock Purchase Agreement, as consideration for the acquisition of Bags, SP Plus paid to the Sellers total consideration of approximately $283.6 million . The consideration is comprised of $275.0 million of contractual cash consideration, $8.1 million related to the preliminary net working capital and cash acquired and $0.5 million for certain individual taxes to be paid by the Seller (the “Cash Consideration”). The purchase price is subject to adjustment based upon a working capital provision provided for by the purchase agreement, which the Company expects to finalize no later than the fourth quarter of 2019. As described in Note 21. Domestic and Foreign Operations , the Company integrated the Bags' operations into Segment Two (Aviation) for segment reporting purposes, effective November 30, 2018. The Company's acquisition of Bags has been accounted for as a business combination, and assets acquired and liabilities assumed were recorded at their estimated fair values. Goodwill as of the acquisition date is measured as the excess of consideration transferred, which is also generally measured at fair value or the net acquisition date fair values of the assets acquired and the liabilities assumed. The results of operations are reflected in the consolidated financial statements of the Company from the date of acquisition. The Company incurred certain acquisition and integration costs associated with the transaction that were expensed as incurred and are reflected in the Consolidated Statements of Income. See Note 3. Acquisition, Restructuring and Integration Costs. The Company believes that information gathered to date provides a reasonable basis for estimating the fair values of assets acquired and liabilities assumed but the company is waiting for additional information necessary to finalize those fair values. Thus, the provisional measurements of fair value set forth above are subject to change. As a result, during the measurement period, which may be up to one year from the acquisition date, adjustments to the assets acquired and liabilities assumed will be recorded with corresponding adjustments to goodwill. The Company expects to complete the purchase price allocation as soon as practicable but no later than one year from the acquisition date. The following estimated fair values of assets acquired and liabilities assumed are provisional and are based on the information that was available as of the acquisition date to estimate the fair value of assets acquired and liabilities assumed: (millions) Cash and cash equivalents $ 5.9 Notes and accounts receivable 13.2 Prepaid expenses and other 2.0 Advances and deposits 0.2 Leasehold improvements, equipment and construction in progress, net 1.5 Other intangible assets, net 118.0 Goodwill 154.1 Accounts payable (6.5 ) Accrued expenses (4.1 ) Other long-term liabilities (0.7 ) Net assets acquired and liabilities assumed $ 283.6 Goodwill amounting to $154.1 million represents the future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized. The estimated goodwill to be recognized is attributable primarily to expanded revenue synergies and expanded opportunities in the aviation and hospitality businesses, and other benefits that the Company believes will result from combining its operations with the operations of Bags. The goodwill acquired is expected to be deductible for tax purposes. Other Intangibles assets, net acquired consist of the following: (millions) Estimated Life (1) Estimated Fair Value Trade name 5.0 Years $ 5.6 Customer relationships 12.4 - 15.8 Years 100.4 Existing technology 5.0 - 6.0 Years 10.4 Non-compete agreement 5.0 Years 1.6 Estimated fair value of identified intangibles $ 118.0 (1) Represents preliminary estimated life of assets acquired. The fair value estimate for all identifiable intangible assets is based on assumptions that market participants would use in pricing an asset, based on the most advantageous market for the asset (i.e., its highest and best use). The estimated fair value of trade names was determined with the relief from royalty savings method, which is a commonly-used variation of the income approach. The Company considered the return on assets and market comparable methods when estimating an appropriate royalty rate for the trade names. The estimated fair value of acquired customer relationships was determined with the excess earnings method, which is a variation of the income approach. This approach calculates the excess of the future cash inflows (i.e., revenue from customers generated from the relationships) over the related cash outflows (i.e., customer servicing expenses) generated over the useful life of the relationship. The estimated fair value of developed or existing technology was determined utilizing the relief from royalty savings method under the income approach with additional consideration given to asset deterioration rates. The final determination of fair value of intangible assets, as well as estimated useful lives, remains subject to change. The finalization may have a material impact on the valuation of intangible assets and the purchase price allocation, which is expected to be finalized subsequent to the transaction but within the measurement period. Pro forma financial information The following unaudited pro forma results of operations for the years ended December 31, 2018 and 2017 , assumes the Acquisition was completed on January 1, 2017, and as such Bags pre-acquisition results have been added to the Company’s historical results. The historical consolidated financial information of the Company and the acquisition have been adjusted in the pro forma information to give effect to pro forma events that are (1) directly attributable to the transaction, (2) factually supportable and (3) expected to have a continuing impact on the combined results. The pro forma results contained in the table below include adjustments for (i) amortization of acquired intangibles, (ii) reduced general and administrative expenses related to non-routine transaction expenses, (iii) increased interest expense related to the financing of the acquisition, and (iv) estimated income tax effect. The unaudited pro forma condensed combined financial information is presented solely for informational purposes and is not necessarily indicative of the combined results of operations or financial position that might have been achieved for the periods or dates indicated, nor is it necessarily indicative of the future results of the combined company. The unaudited pro forma condensed combined financial statements do not give effect to the potential impact of any anticipated benefits from revenue synergies, cost savings or operating synergies that may result from the Acquisition or to any future disynergies and integration related costs. Also, the unaudited pro forma condensed combined financial information does not reflect possible adjustments related to potential restructuring or integration activities that have yet to be determined or transaction or other costs following the combination that are not expected to have a continuing impact on the business of the combined company. Further, one-time transaction-related expenses anticipated to be incurred prior to, or concurrent with, the closing of the transaction are not included in the unaudited pro forma condensed combined statement of income as such transaction costs were determined not to be significant. Additionally, the pro forma financial information does not reflect the costs which the company has incurred or may incur to integrate Bags. Year Ended December 31, (millions) 2018 2017 Total services revenue $ 1,617.7 $ 1,735.1 Net income attributable to SP Plus Corporation 55.1 41.4 Services revenue and net income related to Bags in 2018 that are included in the Consolidated Statements of Income are $14.2 million and $1.3 million , which are included in Services revenue - Management type contracts and Net income attributable to SP Plus Corporation, respectively. Acquisition, Restructuring and Integration Costs Acquisition, Restructuring and Integration Costs The Company has incurred certain acquisition, restructuring, and integration costs that were expensed as incurred, which include: • transaction costs and other acquisition related costs (primarily professional services and advisory services) for the Bags acquisition (included within General and administrative expenses within the Consolidated Statements of Income); • costs (primarily severance and relocation costs) related to a series of Company initiated workforce reductions to increase organizational effectiveness and provide cost savings that can be reinvested in the Company's growth initiatives, during 2018, 2017 and 2016 (included within General and administrative expenses within the Consolidated Statements of Income); • costs related to the selling stockholders' underwritten public offerings of common stock of the Company incurred during the second quarter 2017 (included within General and administrative expenses within the Consolidated Statements of Income); and • costs related to the write off of certain fixed assets and the acceleration of certain software assets directly as a result of a previous merger (included within Depreciation and amortization within the Consolidated Statements of Income). Year Ended December 31, (millions) 2018 2017 2016 General and administrative expenses $ 8.1 $ 1.2 $ 4.5 Depreciation and amortization — — 2.4 Total $ 8.1 $ 1.2 $ 6.9 An accrual for acquisition, restructuring and integration costs of $3.3 million (of which, $1.0 million is included in Compensation and payroll withholdings, $2.1 million is included in Accrued Expenses, $0.2 million in Other long-term liabilities within the Consolidated Balance Sheets) and $2.3 million (of which, $1.8 million is included in Compensation and payroll withholdings and $0.5 million in Other long-term liabilities within the Consolidated Balance Sheets) as of December 31, 2018 and 2017, respectively. All accruals are expected to be paid during 2019, with the exception of $0.2 million included in Other long-term liabilities within the Consolidated Balance Sheets. |
Acquisition, Restructuring and
Acquisition, Restructuring and Integration Costs | 12 Months Ended |
Dec. 31, 2018 | |
Business Combinations [Abstract] | |
Acquisition, Restructuring and Integration Costs | Acquisition On November 30, 2018, the Company acquired the outstanding shares of Bags (the "Acquisition"). Bags is a leading provider of baggage delivery, remote airline check in, and other related services, primarily to airline, airport and hospitality clients. Subject to the terms and conditions of the Stock Purchase Agreement, as consideration for the acquisition of Bags, SP Plus paid to the Sellers total consideration of approximately $283.6 million . The consideration is comprised of $275.0 million of contractual cash consideration, $8.1 million related to the preliminary net working capital and cash acquired and $0.5 million for certain individual taxes to be paid by the Seller (the “Cash Consideration”). The purchase price is subject to adjustment based upon a working capital provision provided for by the purchase agreement, which the Company expects to finalize no later than the fourth quarter of 2019. As described in Note 21. Domestic and Foreign Operations , the Company integrated the Bags' operations into Segment Two (Aviation) for segment reporting purposes, effective November 30, 2018. The Company's acquisition of Bags has been accounted for as a business combination, and assets acquired and liabilities assumed were recorded at their estimated fair values. Goodwill as of the acquisition date is measured as the excess of consideration transferred, which is also generally measured at fair value or the net acquisition date fair values of the assets acquired and the liabilities assumed. The results of operations are reflected in the consolidated financial statements of the Company from the date of acquisition. The Company incurred certain acquisition and integration costs associated with the transaction that were expensed as incurred and are reflected in the Consolidated Statements of Income. See Note 3. Acquisition, Restructuring and Integration Costs. The Company believes that information gathered to date provides a reasonable basis for estimating the fair values of assets acquired and liabilities assumed but the company is waiting for additional information necessary to finalize those fair values. Thus, the provisional measurements of fair value set forth above are subject to change. As a result, during the measurement period, which may be up to one year from the acquisition date, adjustments to the assets acquired and liabilities assumed will be recorded with corresponding adjustments to goodwill. The Company expects to complete the purchase price allocation as soon as practicable but no later than one year from the acquisition date. The following estimated fair values of assets acquired and liabilities assumed are provisional and are based on the information that was available as of the acquisition date to estimate the fair value of assets acquired and liabilities assumed: (millions) Cash and cash equivalents $ 5.9 Notes and accounts receivable 13.2 Prepaid expenses and other 2.0 Advances and deposits 0.2 Leasehold improvements, equipment and construction in progress, net 1.5 Other intangible assets, net 118.0 Goodwill 154.1 Accounts payable (6.5 ) Accrued expenses (4.1 ) Other long-term liabilities (0.7 ) Net assets acquired and liabilities assumed $ 283.6 Goodwill amounting to $154.1 million represents the future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized. The estimated goodwill to be recognized is attributable primarily to expanded revenue synergies and expanded opportunities in the aviation and hospitality businesses, and other benefits that the Company believes will result from combining its operations with the operations of Bags. The goodwill acquired is expected to be deductible for tax purposes. Other Intangibles assets, net acquired consist of the following: (millions) Estimated Life (1) Estimated Fair Value Trade name 5.0 Years $ 5.6 Customer relationships 12.4 - 15.8 Years 100.4 Existing technology 5.0 - 6.0 Years 10.4 Non-compete agreement 5.0 Years 1.6 Estimated fair value of identified intangibles $ 118.0 (1) Represents preliminary estimated life of assets acquired. The fair value estimate for all identifiable intangible assets is based on assumptions that market participants would use in pricing an asset, based on the most advantageous market for the asset (i.e., its highest and best use). The estimated fair value of trade names was determined with the relief from royalty savings method, which is a commonly-used variation of the income approach. The Company considered the return on assets and market comparable methods when estimating an appropriate royalty rate for the trade names. The estimated fair value of acquired customer relationships was determined with the excess earnings method, which is a variation of the income approach. This approach calculates the excess of the future cash inflows (i.e., revenue from customers generated from the relationships) over the related cash outflows (i.e., customer servicing expenses) generated over the useful life of the relationship. The estimated fair value of developed or existing technology was determined utilizing the relief from royalty savings method under the income approach with additional consideration given to asset deterioration rates. The final determination of fair value of intangible assets, as well as estimated useful lives, remains subject to change. The finalization may have a material impact on the valuation of intangible assets and the purchase price allocation, which is expected to be finalized subsequent to the transaction but within the measurement period. Pro forma financial information The following unaudited pro forma results of operations for the years ended December 31, 2018 and 2017 , assumes the Acquisition was completed on January 1, 2017, and as such Bags pre-acquisition results have been added to the Company’s historical results. The historical consolidated financial information of the Company and the acquisition have been adjusted in the pro forma information to give effect to pro forma events that are (1) directly attributable to the transaction, (2) factually supportable and (3) expected to have a continuing impact on the combined results. The pro forma results contained in the table below include adjustments for (i) amortization of acquired intangibles, (ii) reduced general and administrative expenses related to non-routine transaction expenses, (iii) increased interest expense related to the financing of the acquisition, and (iv) estimated income tax effect. The unaudited pro forma condensed combined financial information is presented solely for informational purposes and is not necessarily indicative of the combined results of operations or financial position that might have been achieved for the periods or dates indicated, nor is it necessarily indicative of the future results of the combined company. The unaudited pro forma condensed combined financial statements do not give effect to the potential impact of any anticipated benefits from revenue synergies, cost savings or operating synergies that may result from the Acquisition or to any future disynergies and integration related costs. Also, the unaudited pro forma condensed combined financial information does not reflect possible adjustments related to potential restructuring or integration activities that have yet to be determined or transaction or other costs following the combination that are not expected to have a continuing impact on the business of the combined company. Further, one-time transaction-related expenses anticipated to be incurred prior to, or concurrent with, the closing of the transaction are not included in the unaudited pro forma condensed combined statement of income as such transaction costs were determined not to be significant. Additionally, the pro forma financial information does not reflect the costs which the company has incurred or may incur to integrate Bags. Year Ended December 31, (millions) 2018 2017 Total services revenue $ 1,617.7 $ 1,735.1 Net income attributable to SP Plus Corporation 55.1 41.4 Services revenue and net income related to Bags in 2018 that are included in the Consolidated Statements of Income are $14.2 million and $1.3 million , which are included in Services revenue - Management type contracts and Net income attributable to SP Plus Corporation, respectively. Acquisition, Restructuring and Integration Costs Acquisition, Restructuring and Integration Costs The Company has incurred certain acquisition, restructuring, and integration costs that were expensed as incurred, which include: • transaction costs and other acquisition related costs (primarily professional services and advisory services) for the Bags acquisition (included within General and administrative expenses within the Consolidated Statements of Income); • costs (primarily severance and relocation costs) related to a series of Company initiated workforce reductions to increase organizational effectiveness and provide cost savings that can be reinvested in the Company's growth initiatives, during 2018, 2017 and 2016 (included within General and administrative expenses within the Consolidated Statements of Income); • costs related to the selling stockholders' underwritten public offerings of common stock of the Company incurred during the second quarter 2017 (included within General and administrative expenses within the Consolidated Statements of Income); and • costs related to the write off of certain fixed assets and the acceleration of certain software assets directly as a result of a previous merger (included within Depreciation and amortization within the Consolidated Statements of Income). Year Ended December 31, (millions) 2018 2017 2016 General and administrative expenses $ 8.1 $ 1.2 $ 4.5 Depreciation and amortization — — 2.4 Total $ 8.1 $ 1.2 $ 6.9 An accrual for acquisition, restructuring and integration costs of $3.3 million (of which, $1.0 million is included in Compensation and payroll withholdings, $2.1 million is included in Accrued Expenses, $0.2 million in Other long-term liabilities within the Consolidated Balance Sheets) and $2.3 million (of which, $1.8 million is included in Compensation and payroll withholdings and $0.5 million in Other long-term liabilities within the Consolidated Balance Sheets) as of December 31, 2018 and 2017, respectively. All accruals are expected to be paid during 2019, with the exception of $0.2 million included in Other long-term liabilities within the Consolidated Balance Sheets. |
Revenue
Revenue | 12 Months Ended |
Dec. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | Revenue The Company accounts for revenue in accordance with Topics 606 and 853. Topic 606 requires entities to recognize revenue when control of the promised goods or services is transferred to customers at an amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods or services. See also Note 1. Significant Accounting Policies and Practices for further discussion. The Company adopted Topics 606 and 853 on January 1, 2018, using the modified retrospective method of adoption. Contracts with customers and clients The Company accounts for a contract when it has approval and commitment from both parties, the rights of the parties are identified, payment terms are identified, the contract has commercial substance, and collectability of consideration is probable. Once a contract is identified, the Company evaluates whether the combined or single contract should be accounted for as more than one performance obligation. Substantially all of our revenues come from the following two types of arrangements: Lease type and Management type contracts. Services revenue - lease type contracts Under lease type arrangements, the Company pays the property owner a fixed base rent or payment, percentage rent or payment that is tied to the facility’s financial performance, or a combination of both. The Company operates the parking facility and is responsible for most operating expenses, but typically is not responsible for major maintenance, capital expenditures or real estate taxes. Performance obligations for services revenues related to lease type contracts include parking for transient and monthly parkers. Revenue is recognized over time as the Company provides services. As noted in Note 1. Significant Accounting Policies and Practices and in accordance with Topic 853, certain expenses, primarily rental expense for the contractual arrangements that meet the definition of service concession arrangements, are recorded as a reduction of revenue for the year ended December 31, 2018 . Services revenue - management type contracts Management type contract revenue consists of management fees, including both fixed, variable and/or performance-based fees. In exchange for this consideration, the Company has a bundle of performance obligations that include services such as managing the facilities and providing certain services to a client. The Company believes that it can generally purchase required insurance for the location at lower rates than clients can obtain on their own because the Company is effectively self-insured for all liability, worker's compensation and health care claims by maintaining a large per-claim deductible. As a result, the Company generates operating income on the insurance provided under our management type contracts by focusing on our risk management efforts and controlling losses. Management type contract revenues do not include gross customer collections at the managed facilities or for providing certain services to a client, as these revenues belong to the clients rather than to the Company. Management type contracts generally provide the Company with management fees regardless of the operating performance of the underlying facilities. Revenue is recognized over time as the Company provides services. Service concession arrangements Service concession agreements within the scope of Topic 853 include both lease type and management type contracts. Upon the adoption of Topic 853, revenue generated from service concession arrangements, is accounted for under the guidance of Topics 606 and Topic 853. For the year ended December 31, 2018 , certain expenses (primarily rental expense) related to service concession arrangements, previously recorded within Cost of services - lease type contracts and Depreciation and amortization, have been recorded as a reduction of Services revenue - lease type contracts upon adoption of Topic 853. Contract modifications and taxes Contracts are often modified to account for changes in contract specifications and requirements. The Company considers contract modifications to exist when the modification either changes the consideration due to the Company or creates new performance obligations or changes the existing scope of the contract and related performance obligations. Most of our contract modifications are for services that are not distinct from the existing contract due to the fact that the Company is providing a bundle of performance obligations that are highly inter-related in the context of the contract, and are therefore accounted for as if they were part of that existing contract. Typically, modifications are accounted for prospectively as part of the existing contract. Taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction, which are collected by the Company from a customer, are excluded from revenue. Reimbursed management type contract revenue and expense The Company recognizes both revenues and expenses, in equal amounts, that are directly reimbursed operating expenses incurred under a management type contract. The Company has determined it is the principal in these transactions as the nature of our performance obligations is for the Company to provide the services on behalf of the customer. As the principal to these related transactions, the Company has control of the promised services before they are transferred to the customer. Disaggregation of revenue The Company disaggregates its revenue from contracts with customers by type of arrangement for each of our reportable segments. The Company has concluded that such disaggregation of revenue best depicts the overall economic nature, timing and uncertainty of the Company's revenue and cash flows affected by the economic factors of the respective contractual arrangement. See Note 21. Domestic and Foreign Operations for further information on disaggregation of our revenue by segment. Performance obligations A performance obligation is a promise in a contract to transfer a distinct good or service to the customer or client, and is the unit of account in Topic 606. The contract transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. The majority of our contracts have a single performance obligation that is not separately identifiable from other promises in the contract and therefore not distinct, comprising the promise to provide a bundle of monthly performance obligations or services for transient or monthly parkers. The contract price is generally deemed to be the transaction price. Some management type contracts include performance incentives that are based on variable performance measures. These incentives are constrained at contract inception and recognized once the customer has confirmed that the Company has met the contractually agreed upon performance measures as defined in the contract. Our performance obligations are primarily satisfied over time as the Company provides the related services. Typically, revenue is recognized over time on a straight-line basis as the Company satisfies the related performance obligation. There are certain management type contracts where revenue is recognized based on costs incurred to date plus a reasonable margin. The Company has concluded this is a faithful depiction of how control is transferred to the customer. Performance obligations satisfied at a point in time for the year ended December 31, 2018 were not significant. The time between completion of the performance obligation and collection of cash is typically not more than 30 - 60 days. In certain contractual arrangements, such monthly parker contracts, cash is collected in advance of the Company commencing its performance obligations under the contractual arrangement. As of December 31, 2018 , the Company had $113.6 million related to performance obligations that were unsatisfied or partially unsatisfied for which the Company expects to recognize revenue. This amount excludes variable consideration primarily related to contracts where the Company and customer share the gross revenues or operating profit for the location and contracts where transaction prices include performance incentives that are constrained at contract inception. These performance incentives are based on measures that are ascertained exclusively by future performance and therefore cannot be estimated at contract inception by the Company. The Company applies the practical expedient that permits exclusion of information about the remaining performance obligations that have original expected durations of one year or less. The Company expects to recognize our remaining performance obligations as revenue in future periods as follows: (millions) Remaining Performance Obligations 2019 $ 48.6 2020 29.0 2021 16.9 2022 8.6 2023 5.3 2024 and thereafter 5.2 Total $ 113.6 Contract balances The timing of revenue recognition, billings and cash collections results in accounts receivable, contract assets and contract liabilities. Accounts receivable represent amounts where the Company has an unconditional right to the consideration and therefore only the passage of time is required for the Company to receive consideration due from the customer. Both lease type and management type contracts have customers and clients where amounts are billed as work progresses or in advance in accordance with agreed-upon contractual terms. Billing may occur subsequent to or prior to revenue recognition, resulting in contract assets and contract liabilities. The Company, on occasion, receives advances or deposits from customers and clients, on both lease and management type contracts, before revenue is recognized, resulting in the recognition of contract liabilities. Contract assets and contract liabilities are reported on a contract-by-contract basis and are included in Notes and accounts receivable, net and Accrued expenses, respectively, on the Consolidated Balance Sheet as of December 31, 2018. Impairment charges related to accounts receivable for the years ended December 31, 2018 , 2017 and 2016 , were not significant. There were no impairment charges recorded on contract assets and contract liabilities for the years ended December 31, 2018 , 2017 and 2016 . The following table provides information about contract assets and contract liabilities with customers and clients as of December 31, 2018: (millions) December 31, 2018 Accounts receivable $ 139.3 Contract asset 11.4 Contract liability $ (19.1 ) Changes in contract assets include recognition of additional consideration due from the customer or client once the Company obtains an unconditional right to the consideration offset by reclassifications of contract asset balances to accounts receivable when the Company obtains an unconditional right to consideration, thereby establishing an accounts receivable. The following table provides information about changes to contract asset balances for the year ended December 31, 2018: (millions) Contract Asset Balance as of January 1, 2018 $ 12.2 Additional contract assets 132.7 Reclassification to accounts receivable (133.5 ) Balance as of December 31, 2018 $ 11.4 Changes in contract liability primarily include additional contract liabilities and liquidation of contract liabilities when revenue is recognized. The entire contract liability balance as of January 1, 2018 was recognized as revenue during the year ended December 31, 2018. The following table provides information about changes to contract liability balances for the year ended December 31, 2018: (millions) Contract Liability Balance as of January 1, 2018 $ (20.5 ) Additional contract liabilities (170.4 ) Recognition of revenue from contract liabilities 171.8 Balance as of December 31, 2018 $ (19.1 ) Cost of contracts, net Cost of contracts, net represents the cost of obtaining contractual rights associated with providing services for a lease or management type contracts. The adoption of Topic 606 did not have a significant impact on how the Company previously reported contract costs. Incremental costs incurred to obtain parking contracts are amortized on a straight line basis over the estimated life of the contracts, including anticipated renewals and terminations. This is consistent with the timing of when the Company satisfies the related performance obligations. Estimated lives are based on the contract life or anticipated lives of the contract. The table below shows amortization expense related to cost of contracts for the years ended December 31, 2018 , 2017 and 2016 , respectively. Amortization expense of cost of contracts related to service concession arrangements within the scope of Topic 853 is recorded as a reduction of revenue and was not significant for the years ended December 31, 2018 , 2017 and 2016 , respectively. Year Ended December 31, (millions) 2018 2017 2016 Amortization expense related to cost of contract $ 3.0 $ 3.2 $ 3.4 As of December 31, 2018 and 2017 , cost of contracts net of accumulated amortization included on the Consolidated Balance Sheets under Cost of contract, net were $9.2 million and $8.9 million , respectively. No impairment charges were recorded for the years ended December 31, 2018 , 2017 and 2016 , respectively. Cost of Contracts, net Cost of contracts, net, is comprised of the following: December 31, (millions) 2018 2017 Cost of contracts $ 33.8 $ 30.5 Accumulated amortization (24.6 ) (21.6 ) Cost of contracts, net $ 9.2 $ 8.9 The expected future amortization of cost of contracts is as follows: (millions) Cost of 2019 $ 2.8 2020 1.7 2021 1.2 2022 1.1 2023 0.8 2024 and Thereafter 1.6 Total $ 9.2 The table below shows the Company's amortization expense related to costs of contracts for the years ended December 31, 2018 , 2017 and 2016 , and is primarily included in Depreciation and amortization within the Consolidated Statements of Income. Year Ended December 31, (millions) 2018 2017 2016 Amortization expense $ 3.0 $ 3.2 $ 3.4 Weighted average life (years) 9.4 9.8 9.6 |
Net Income per Common Share
Net Income per Common Share | 12 Months Ended |
Dec. 31, 2018 | |
Earnings Per Share [Abstract] | |
Net Income per Common Share | Net Income per Common Share Basic net income per common share is computed by dividing Net income attributable to SP Plus Corporation by the weighted average number of shares of common stock outstanding during the period. Diluted net income per common share is based upon the weighted average number of shares of common stock outstanding at period end, consisting of incremental shares assumed to be issued upon exercise of stock options and the incremental shares assumed to be issued under performance share and restricted stock unit arrangements, using the treasury-stock method. A reconciliation of the basic weighted average common shares outstanding to diluted weighted average common shares outstanding is as follows: Year Ended December 31, (millions, except share and per share data) 2018 2017 2016 Net income attributable to SP Plus Corporation $ 53.2 $ 41.2 $ 23.1 Basic weighted average common shares outstanding 22,394,542 22,195,350 22,238,021 Dilutive impact of share-based awards 212,681 312,938 290,101 Diluted weighted average common shares outstanding 22,607,223 22,508,288 22,528,122 Net income per common share Basic $ 2.38 $ 1.86 $ 1.04 Diluted $ 2.35 $ 1.83 $ 1.03 As of December 31, 2018 , the weighted average number of performance-based shares units related to the 2016 awards were included for the purposes of determining diluted net income per share as all performance goals were achieved as of this date. The 2017 and 2018 performance-based awards have been excluded for purposes of determining diluted net income per share for the year ended December 31, 2018 , as all performance goals were not achieved relating to these awards as of December 31, 2018 . There are no additional securities that could dilute basic earnings per share in the future that were not included in the computation of diluted earnings per share, other than those disclosed. |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation The Company measures stock-based compensation expense at the grant date, based on the estimated fair value of the award, and the expense is recognized over the requisite employee service period or performance period (generally the vesting period) for awards expected to vest. The Company accounts for forfeitures of stock-based awards as they occur. The Company has an amended and restated long-term incentive plan (the "Plan") that was adopted in conjunction with its initial public offering in 2004. On March 7, 2018, the Board approved an amendment and restatement of the Plan, subject to stockholder approval, that increased the number of shares of common stock available under the Plan from 2,975,000 to 3,775,000 . Company stockholders approved the Plan amendment and restatement on May 8, 2018. Forfeited and expired options under the Plan become generally available for reissuance. At December 31, 2018 , 940,529 shares remained available for award under the Plan. Stock Options and Grants There were no options granted during the years ended December 31, 2018 , 2017 and 2016 . The Company recognized no stock-based compensation expense related to stock options for the years ended December 31, 2018 , 2017 and 2016 as all options previously granted are fully vested. The following is a summary of Company authorized vested stock grants to certain directors for the year ended December 31, 2018 , 2017 and 2016 . Stock-based compensation expense related to vested stock grants are included in General and administrative expenses within the Consolidated Statements of Income. Year Ended December 31, (millions, except stock grants) 2018 2017 2016 Vested stock grants 12,736 16,428 32,180 Stock-based compensation expense $ 0.5 $ 0.5 $ 0.7 Restricted Stock Units During the year ended December 31, 2018, the Company authorized certain one-time grants of 48,663 and 8,426 restricted stock units to certain executives that vest three years or five years from date of issuance, respectively. The restricted stock unit agreements are designed to reward performance over three or five -year periods. No grants of restricted stock units were authorized during the year ended December 31, 2017. During the year ended December 31, 2016 , the Company authorized certain one-time grants of 4,020 restricted stock units to certain executives that vest five years from date of issuance. The restricted stock unit agreements are designed to reward performance over a five -year period. The fair value of restricted stock units is determined using the market value of the Company's common stock on the date of the grant, and compensation expense is recognized over the vesting period. A summary of the status of the restricted stock units as of December 31, 2018 , and changes during the year ended December 31, 2018 , 2017 and 2016 , are presented below: Shares Weighted Nonvested as of December 31, 2015 401,716 $ 19.25 Issued 4,020 24.87 Vested (54,215 ) 18.33 Forfeited (17,324 ) 19.68 Nonvested as of December 31, 2016 334,197 $ 19.45 Issued 22,000 18.25 Vested (26,399 ) 18.98 Forfeited (4,537 ) 21.92 Nonvested as of December 31, 2017 325,261 $ 19.37 Issued 57,089 35.28 Vested (173,240 ) 19.67 Forfeited (6,456 ) 21.57 Nonvested as of December 31, 2018 202,654 $ 23.53 The table below shows the Company's stock-based compensation expense related to the restricted stock units for the years ended December 31, 2018 , 2017 and 2016 , and is included in General and administrative expenses within the Consolidated Statements of Income. Year Ended December 31, (millions) 2018 2017 2016 Stock-based compensation expense $ 0.9 $ 0.9 $ 0.9 Unrecognized stock-based compensation expense related to the restricted stock units and the respective weighted average periods in which the expense will be recognized for the years ended December 31, 2018 , 2017 and 2016 , is shown in the table below. Year Ended December 31, (millions) 2018 2017 2016 Unrecognized stock-based compensation $ 1.8 $ 0.9 $ 1.7 Weighted average (years) 2.3 years 2.1 years 2.8 years Performance Share Units In September 2014, the Board of Directors authorized a performance-based incentive program under the Plan ("Performance-Based Incentive Program"), whereby the Company will issue performance share units to certain executive management individuals that represent shares potentially issuable in the future. The objective of the performance-based incentive program is to link compensation to business performance, encourage ownership of Company stock, retain executive talent, and reward executive performance. The Performance-Based Incentive Program provides participating executives with the opportunity to earn vested common stock if certain performance targets for pre-tax free cash flow are achieved over the cumulative three -year period and recipients satisfy service-based vesting requirements. The stock-based compensation expense associated with unvested performance-based incentives are recognized on a straight-line basis over the shorter of the vesting period or minimum service period and dependent upon the probable outcome of the number of shares that will ultimately be issued based on the achievement of pre-tax free cash flow over the cumulative three -year period. In March 2018, the Board of Directors authorized a performance-based incentive program under the Company's Long-Term Incentive Plan ("2018 Performance-Based Incentive Program"). The 2018 Performance-Based Incentive Program is similar to the 2016 and 2017 Performance-Based Incentive Program, with the exception of the number of shares ultimately to be issued is based on the achievement of free cash flow before cash tax and interest payments over the cumulative three -year period of 2018 through 2020. During 2018, certain participating executives became vested in Performance-Based Incentive Program shares based on retirement eligibility and as a result $0.2 million of stock-based compensation related to 15,497 shares were recognized in General and administrative expenses, and which continue to be subject to achieving cumulative pre-tax free cash flow over the respective three -year periods. Additionally, participating executives became vested in the Performance-Based Incentive Program shares based on meeting eligibility for vesting at the end of the three -year performance period of 2016 through 2018. As a result, 51,160 shares were vested to these participating executives as of December 31, 2018. In March 2017, the Board of Directors authorized another performance-based incentive program under the Company's Long-Term Incentive Plan ("2017 Performance-Based Incentive Program"). The 2017 Performance-Based Incentive Program is similar to the 2015 and 2016 Performance-Based Incentive Program, with the exception of the number of shares ultimately to be issued is based on the achievement of free cash flow before cash tax payments over the cumulative three -year period of 2017 through 2019. During 2017, certain participating executives became vested in Performance-Based Incentive Program shares based on retirement eligibility and as a result $0.2 million of stock-based compensation related to 7,529 shares were recognized in General and administrative expenses, and which continue to be subject to achieving cumulative pre-tax free cash flow over the respective three -year periods. Additionally, participating executives became vested in the Performance-Based Incentive Program shares based on meeting eligibility for vesting at the end of the three -year performance period of 2015 through 2017. As a result, 54,390 shares were vested to these participating executives as of December 31, 2017. In April 2016, the Board of Directors authorized another performance-based incentive program under the Company's Long-Term Incentive Plan ("2016 Performance-Based Incentive Program"). The 2016 Performance-Based Incentive Program is similar to the 2015 Performance-Based Incentive Program, with the exception of the number of shares ultimately to be issued is based on the achievement of free cash flow before cash tax payments over the cumulative three -year period of 2016 through 2018. During 2016, certain participating executives became vested in Performance-Based Incentive Program shares based on retirement eligibility and as a result $0.1 million of stock-based compensation related to 2,083 shares were recognized in General and administrative expenses, and which continue to be subject to achieving cumulative pre-tax free cash flow over the respective three -year periods. Additionally, participating executives became vested in the Performance-Based Incentive Program shares based on meeting eligibility for vesting at the end of the three -year performance period of 2014 through 2016. As a result, 82,334 shares were vested to these participating executives as of December 31, 2016. A summary of the status of the performance share units as of December 31, 2018 , and changes during the year ended December 31, 2018 , 2017 and 2016 are presented below: Shares Weighted Nonvested as of December 31, 2015 173,851 $ 20.63 Issued 99,466 23.72 Vested (84,417 ) 19.15 Forfeited (29,423 ) 22.52 Nonvested as of December 31, 2016 159,477 22.99 Issued (1) 29,494 29.51 Vested (61,919 ) 22.63 Forfeited (11,770 ) 25.86 Nonvested as of December 31, 2017 115,282 28.01 Issued (2) 55,640 36.49 Vested (66,657 ) 25.42 Forfeited (10,572 ) 29.70 Nonvested as of December 31, 2018 93,693 $ 35.92 (1) Includes a reduction of 59,091 shares of performance adjustments made at a weighted average grant-date fair value of $26.07 . (2) Includes a reduction of 45,075 shares of performance adjustments made at a weighted average grant-date fair value of $35.86 . The table below shows the Company's stock-based compensation expense related to the Performance-Based Incentive Program for the years ended December 31, 2018 , 2017 and 2016 , and is included in General and administrative expenses within the Consolidated Statements of Income. Year Ended December 31, (millions) 2018 2017 2016 Stock-based compensation $ 1.4 $ 1.3 $ 1.8 Future compensation expense for currently outstanding awards under the Performance-Based Incentive Program could reach a maximum of $9.7 million. Stock-based compensation for the Performance-Based Incentive Program is expected to be recognized over a weighted average period of 1.6 years . |
Leasehold Improvements, Equipme
Leasehold Improvements, Equipment, Land and Construction in Progress, net | 12 Months Ended |
Dec. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |
Leasehold Improvements, Equipment, Land and Construction in Progress, net | Leasehold Improvements, Equipment, Land and Construction in Progress, net Leasehold improvements, equipment, and construction in progress and related accumulated depreciation and amortization is as follows: December 31 (millions) Ranges of Estimated Useful Life 2018 2017 Equipment 1 - 10 Years $ 41.5 $ 39.6 Software 2 - 5 Years 34.7 31.9 Vehicles 1 - 10 Years 23.6 9.1 Other 3 Years 0.6 0.5 Leasehold improvements Shorter of lease term or economic life up to 10 years 17.7 20.8 Construction in progress 4.4 2.7 122.5 104.6 Less accumulated depreciation and amortization (82.2 ) (77.2 ) Leasehold improvements, equipment, land and construction in progress, net $ 40.3 $ 27.4 Asset additions are recorded at cost, which includes interest on significant projects. Depreciation is provided in amounts sufficient to relate the cost of depreciable assets to operations over their estimated useful lives or over the terms of the respective leases, whichever is shorter, and depreciated principally on the straight-line basis. The costs and accumulated depreciation of assets sold or disposed of are removed from the accounts and the resulting gain or loss is reflected in earnings. Plant and equipment are reviewed for impairment when conditions indicate an impairment or future impairment; the assets are either written down or the useful life is adjusted to the remaining period of estimated useful life. The table below shows the Company's depreciation and amortization expense related to Leasehold improvements, equipment and construction in progress for the years ended December 31, 2018 , 2017 and 2016 , and is included in Depreciation and amortization expense within the Consolidated Statements of Income. Year Ended December 31, (millions) 2018 2017 2016 Depreciation expense $ 9.6 $ 11.3 $ 16.2 |
Cost of Contracts, net
Cost of Contracts, net | 12 Months Ended |
Dec. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Cost of Contracts, net | Revenue The Company accounts for revenue in accordance with Topics 606 and 853. Topic 606 requires entities to recognize revenue when control of the promised goods or services is transferred to customers at an amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods or services. See also Note 1. Significant Accounting Policies and Practices for further discussion. The Company adopted Topics 606 and 853 on January 1, 2018, using the modified retrospective method of adoption. Contracts with customers and clients The Company accounts for a contract when it has approval and commitment from both parties, the rights of the parties are identified, payment terms are identified, the contract has commercial substance, and collectability of consideration is probable. Once a contract is identified, the Company evaluates whether the combined or single contract should be accounted for as more than one performance obligation. Substantially all of our revenues come from the following two types of arrangements: Lease type and Management type contracts. Services revenue - lease type contracts Under lease type arrangements, the Company pays the property owner a fixed base rent or payment, percentage rent or payment that is tied to the facility’s financial performance, or a combination of both. The Company operates the parking facility and is responsible for most operating expenses, but typically is not responsible for major maintenance, capital expenditures or real estate taxes. Performance obligations for services revenues related to lease type contracts include parking for transient and monthly parkers. Revenue is recognized over time as the Company provides services. As noted in Note 1. Significant Accounting Policies and Practices and in accordance with Topic 853, certain expenses, primarily rental expense for the contractual arrangements that meet the definition of service concession arrangements, are recorded as a reduction of revenue for the year ended December 31, 2018 . Services revenue - management type contracts Management type contract revenue consists of management fees, including both fixed, variable and/or performance-based fees. In exchange for this consideration, the Company has a bundle of performance obligations that include services such as managing the facilities and providing certain services to a client. The Company believes that it can generally purchase required insurance for the location at lower rates than clients can obtain on their own because the Company is effectively self-insured for all liability, worker's compensation and health care claims by maintaining a large per-claim deductible. As a result, the Company generates operating income on the insurance provided under our management type contracts by focusing on our risk management efforts and controlling losses. Management type contract revenues do not include gross customer collections at the managed facilities or for providing certain services to a client, as these revenues belong to the clients rather than to the Company. Management type contracts generally provide the Company with management fees regardless of the operating performance of the underlying facilities. Revenue is recognized over time as the Company provides services. Service concession arrangements Service concession agreements within the scope of Topic 853 include both lease type and management type contracts. Upon the adoption of Topic 853, revenue generated from service concession arrangements, is accounted for under the guidance of Topics 606 and Topic 853. For the year ended December 31, 2018 , certain expenses (primarily rental expense) related to service concession arrangements, previously recorded within Cost of services - lease type contracts and Depreciation and amortization, have been recorded as a reduction of Services revenue - lease type contracts upon adoption of Topic 853. Contract modifications and taxes Contracts are often modified to account for changes in contract specifications and requirements. The Company considers contract modifications to exist when the modification either changes the consideration due to the Company or creates new performance obligations or changes the existing scope of the contract and related performance obligations. Most of our contract modifications are for services that are not distinct from the existing contract due to the fact that the Company is providing a bundle of performance obligations that are highly inter-related in the context of the contract, and are therefore accounted for as if they were part of that existing contract. Typically, modifications are accounted for prospectively as part of the existing contract. Taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction, which are collected by the Company from a customer, are excluded from revenue. Reimbursed management type contract revenue and expense The Company recognizes both revenues and expenses, in equal amounts, that are directly reimbursed operating expenses incurred under a management type contract. The Company has determined it is the principal in these transactions as the nature of our performance obligations is for the Company to provide the services on behalf of the customer. As the principal to these related transactions, the Company has control of the promised services before they are transferred to the customer. Disaggregation of revenue The Company disaggregates its revenue from contracts with customers by type of arrangement for each of our reportable segments. The Company has concluded that such disaggregation of revenue best depicts the overall economic nature, timing and uncertainty of the Company's revenue and cash flows affected by the economic factors of the respective contractual arrangement. See Note 21. Domestic and Foreign Operations for further information on disaggregation of our revenue by segment. Performance obligations A performance obligation is a promise in a contract to transfer a distinct good or service to the customer or client, and is the unit of account in Topic 606. The contract transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. The majority of our contracts have a single performance obligation that is not separately identifiable from other promises in the contract and therefore not distinct, comprising the promise to provide a bundle of monthly performance obligations or services for transient or monthly parkers. The contract price is generally deemed to be the transaction price. Some management type contracts include performance incentives that are based on variable performance measures. These incentives are constrained at contract inception and recognized once the customer has confirmed that the Company has met the contractually agreed upon performance measures as defined in the contract. Our performance obligations are primarily satisfied over time as the Company provides the related services. Typically, revenue is recognized over time on a straight-line basis as the Company satisfies the related performance obligation. There are certain management type contracts where revenue is recognized based on costs incurred to date plus a reasonable margin. The Company has concluded this is a faithful depiction of how control is transferred to the customer. Performance obligations satisfied at a point in time for the year ended December 31, 2018 were not significant. The time between completion of the performance obligation and collection of cash is typically not more than 30 - 60 days. In certain contractual arrangements, such monthly parker contracts, cash is collected in advance of the Company commencing its performance obligations under the contractual arrangement. As of December 31, 2018 , the Company had $113.6 million related to performance obligations that were unsatisfied or partially unsatisfied for which the Company expects to recognize revenue. This amount excludes variable consideration primarily related to contracts where the Company and customer share the gross revenues or operating profit for the location and contracts where transaction prices include performance incentives that are constrained at contract inception. These performance incentives are based on measures that are ascertained exclusively by future performance and therefore cannot be estimated at contract inception by the Company. The Company applies the practical expedient that permits exclusion of information about the remaining performance obligations that have original expected durations of one year or less. The Company expects to recognize our remaining performance obligations as revenue in future periods as follows: (millions) Remaining Performance Obligations 2019 $ 48.6 2020 29.0 2021 16.9 2022 8.6 2023 5.3 2024 and thereafter 5.2 Total $ 113.6 Contract balances The timing of revenue recognition, billings and cash collections results in accounts receivable, contract assets and contract liabilities. Accounts receivable represent amounts where the Company has an unconditional right to the consideration and therefore only the passage of time is required for the Company to receive consideration due from the customer. Both lease type and management type contracts have customers and clients where amounts are billed as work progresses or in advance in accordance with agreed-upon contractual terms. Billing may occur subsequent to or prior to revenue recognition, resulting in contract assets and contract liabilities. The Company, on occasion, receives advances or deposits from customers and clients, on both lease and management type contracts, before revenue is recognized, resulting in the recognition of contract liabilities. Contract assets and contract liabilities are reported on a contract-by-contract basis and are included in Notes and accounts receivable, net and Accrued expenses, respectively, on the Consolidated Balance Sheet as of December 31, 2018. Impairment charges related to accounts receivable for the years ended December 31, 2018 , 2017 and 2016 , were not significant. There were no impairment charges recorded on contract assets and contract liabilities for the years ended December 31, 2018 , 2017 and 2016 . The following table provides information about contract assets and contract liabilities with customers and clients as of December 31, 2018: (millions) December 31, 2018 Accounts receivable $ 139.3 Contract asset 11.4 Contract liability $ (19.1 ) Changes in contract assets include recognition of additional consideration due from the customer or client once the Company obtains an unconditional right to the consideration offset by reclassifications of contract asset balances to accounts receivable when the Company obtains an unconditional right to consideration, thereby establishing an accounts receivable. The following table provides information about changes to contract asset balances for the year ended December 31, 2018: (millions) Contract Asset Balance as of January 1, 2018 $ 12.2 Additional contract assets 132.7 Reclassification to accounts receivable (133.5 ) Balance as of December 31, 2018 $ 11.4 Changes in contract liability primarily include additional contract liabilities and liquidation of contract liabilities when revenue is recognized. The entire contract liability balance as of January 1, 2018 was recognized as revenue during the year ended December 31, 2018. The following table provides information about changes to contract liability balances for the year ended December 31, 2018: (millions) Contract Liability Balance as of January 1, 2018 $ (20.5 ) Additional contract liabilities (170.4 ) Recognition of revenue from contract liabilities 171.8 Balance as of December 31, 2018 $ (19.1 ) Cost of contracts, net Cost of contracts, net represents the cost of obtaining contractual rights associated with providing services for a lease or management type contracts. The adoption of Topic 606 did not have a significant impact on how the Company previously reported contract costs. Incremental costs incurred to obtain parking contracts are amortized on a straight line basis over the estimated life of the contracts, including anticipated renewals and terminations. This is consistent with the timing of when the Company satisfies the related performance obligations. Estimated lives are based on the contract life or anticipated lives of the contract. The table below shows amortization expense related to cost of contracts for the years ended December 31, 2018 , 2017 and 2016 , respectively. Amortization expense of cost of contracts related to service concession arrangements within the scope of Topic 853 is recorded as a reduction of revenue and was not significant for the years ended December 31, 2018 , 2017 and 2016 , respectively. Year Ended December 31, (millions) 2018 2017 2016 Amortization expense related to cost of contract $ 3.0 $ 3.2 $ 3.4 As of December 31, 2018 and 2017 , cost of contracts net of accumulated amortization included on the Consolidated Balance Sheets under Cost of contract, net were $9.2 million and $8.9 million , respectively. No impairment charges were recorded for the years ended December 31, 2018 , 2017 and 2016 , respectively. Cost of Contracts, net Cost of contracts, net, is comprised of the following: December 31, (millions) 2018 2017 Cost of contracts $ 33.8 $ 30.5 Accumulated amortization (24.6 ) (21.6 ) Cost of contracts, net $ 9.2 $ 8.9 The expected future amortization of cost of contracts is as follows: (millions) Cost of 2019 $ 2.8 2020 1.7 2021 1.2 2022 1.1 2023 0.8 2024 and Thereafter 1.6 Total $ 9.2 The table below shows the Company's amortization expense related to costs of contracts for the years ended December 31, 2018 , 2017 and 2016 , and is primarily included in Depreciation and amortization within the Consolidated Statements of Income. Year Ended December 31, (millions) 2018 2017 2016 Amortization expense $ 3.0 $ 3.2 $ 3.4 Weighted average life (years) 9.4 9.8 9.6 |
Other Intangible Assets, net
Other Intangible Assets, net | 12 Months Ended |
Dec. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Other Intangible Assets, net | Other Intangible Assets, net The following presents a summary of other intangible assets: December 31, 2018 2017 (millions) Weighted Acquired Accumulated Acquired Acquired Accumulated Acquired Covenant not to compete 4.9 $ 1.6 $ — $ 1.6 $ 0.9 $ (0.9 ) $ — Trade names and trademarks 4.9 6.3 (0.7 ) 5.6 9.8 (9.7 ) 0.1 Proprietary know how 5.7 11.0 (0.8 ) 10.2 34.6 (34.5 ) 0.1 Management contract rights 10.0 81.0 (32.2 ) 48.8 81.0 (27.1 ) 53.9 Customer relationships 14.9 100.4 (0.6 ) 99.8 — — — Acquired intangible assets, net (2) 12.5 $ 200.3 $ (34.3 ) $ 166.0 $ 126.3 $ (72.2 ) $ 54.1 (1) Excludes the original cost and accumulated amortization on fully amortized intangible assets. (2) Intangible assets have estimated remaining lives between a half year and 16 years. The table below shows the amortization expense related to intangible assets for the years ended December 31, 2018 , 2017 and 2016 , and is included in Depreciation and amortization within the Consolidated Statements of Income. Year Ended December 31, (millions) 2018 2017 2016 Amortization expense $ 6.1 $ 7.2 $ 14.6 The expected future amortization of intangible assets as of December 31, 2018 is as follows: (millions) Intangible asset 2019 $ 15.1 2020 15.1 2021 15.1 2022 15.0 2023 14.9 2024 and thereafter 90.8 Total $ 166.0 |
Favorable and Unfavorable Acqui
Favorable and Unfavorable Acquired Lease Contracts, net | 12 Months Ended |
Dec. 31, 2018 | |
Leases [Abstract] | |
Favorable and Unfavorable Acquired Lease Contracts, net | Favorable and Unfavorable Acquired Lease Contracts, net Favorable and unfavorable acquired lease contracts represent the acquired fair value of lease contracts in connection with the Central Merger. Favorable and unfavorable acquired lease contracts are being amortized over the contract term, including anticipated renewals and terminations. The following presents a summary of favorable and unfavorable lease contracts: Favorable Unfavorable December 31, December 31, (millions) 2018 2017 2018 2017 Acquired fair value of lease contracts $ 62.2 $ 65.2 $ (70.6 ) $ (81.3 ) Accumulated (amortization) accretion (44.6 ) (41.9 ) 45.9 49.8 Total acquired fair value of lease contracts, net $ 17.6 $ 23.3 $ (24.7 ) $ (31.5 ) The table below shows the amortization expense for favorable acquired lease contracts, which is recognized as an increase to Cost of services - lease type contracts within the Consolidated Statements of Income for the years ended December 31, 2018 , 2017 and 2016 , along with the weighted average remaining useful life. Year Ended December 31, (millions) 2018 2017 2016 Amortization expense $ 5.7 $ 6.6 $ 8.3 Weighted average life (years) 12.0 14.1 11.9 The table below shows the amortization expense for unfavorable acquired lease contracts, which is recognized as a decrease to Cost of services - lease type contracts within the Consolidated Statements of Income, for the years ended December 31, 2018 , 2017 and 2016 , along with the weighted average remaining useful life. Year Ended December 31, (millions) 2018 2017 2016 Amortization expense $ 6.7 $ 8.8 $ 10.1 Weighted average life (years) 7.9 10.7 10.5 The expected future amortization (accretion) of acquired lease contracts is as follows: (millions) Favorable Unfavorable Unfavorable, 2019 $ 3.5 $ (5.6 ) $ (2.1 ) 2020 3.0 (3.7 ) (0.7 ) 2021 2.2 (2.7 ) (0.5 ) 2022 1.5 (2.6 ) (1.1 ) 2023 1.0 (2.2 ) (1.2 ) 2024 and thereafter 6.4 (7.9 ) (1.5 ) Total $ 17.6 $ (24.7 ) $ (7.1 ) |
Goodwill
Goodwill | 12 Months Ended |
Dec. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | Goodwill The amounts for goodwill and changes to carrying value by reportable segment are as follows: (millions) Segment Segment Total Balance as of December 31, 2016 $ 368.7 $ 62.7 $ 431.4 Foreign currency translation 0.3 — 0.3 Balance as of December 31, 2017 $ 369.0 $ 62.7 $ 431.7 Goodwill acquired — 154.1 154.1 Foreign currency translation (0.3 ) — (0.3 ) Balance as of December 31, 2018 $ 368.7 $ 216.8 $ 585.5 The Company tests goodwill at least annually for impairment (the Company has elected to annually test for potential impairment of goodwill on the first day of the fourth quarter) and tests more frequently if indicators are present or changes in circumstances suggest that impairment may exist. The indicators include, among others, declines in sales, earning or cash flows or the development of a material adverse change in business climate. The Company assesses goodwill for impairment at the reporting unit level, which is defined as an operating segment or one level below an operating segment, referred to as a reporting unit. See Note 1. Significant Accounting Policies and Practices for additional detail on the Company's policy for assessing goodwill for impairment. The Company completed its annual goodwill impairment test as of October 1, 2018, using a qualitative test (Step Zero), to determine the likelihood of impairment and if it was more likely than not that the fair value of the reporting units were less than the carrying value of the reporting unit. The Company concluded that the estimated fair values of each of the Company's reporting units exceeded its carrying amount of net assets assigned to that reporting unit and, therefore, no further testing was required (Step One). Generally, the more-likely-than-not threshold is a greater than a 50% likelihood that the fair value of a reporting unit is greater than the carrying value. No impairment was recorded as a result of the goodwill impairment test performed. |
Fair Value Measurement
Fair Value Measurement | 12 Months Ended |
Dec. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement | Fair Value Measurement Fair Value Measurements-Recurring Basis In determining fair value, the Company uses various valuation approaches within the fair value measurement framework. Fair value measurements are determined based on the assumptions that market participants would use in pricing an asset or liability. Applicable accounting literature establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. The fair value hierarchy is based on observable or unobservable inputs to valuation techniques that are used to measure fair value. Observable inputs reflect assumptions market participants would use in pricing an asset or liability based on market data obtained from independent sources while unobservable inputs reflect a reporting entity's pricing based upon its own market assumptions. Applicable accounting literature defines levels within the hierarchy based on the reliability of inputs as follows: • Level 1: Inputs are quoted prices in active markets for identical assets or liabilities. • Level 2: Inputs are quoted prices for similar assets or liabilities in an active market, quoted prices for identical or similar assets or liabilities in markets that are not active, and inputs other than quoted prices that are observable and market-corroborated inputs, which are derived principally from or corroborated by observable market data. • Level 3: Inputs that are derived from valuation techniques in which one or more significant inputs or value drivers are unobservable. As of December 31, 2018 and 2017 , the Company had no financial assets and liabilities, other than cash and cash equivalents measured at fair value on a recurring basis. The carrying value of cash and cash equivalents approximates their fair value due to the short-term nature of these financial instruments and has been classified as a Level 1. Nonrecurring Fair Value Measurements Certain assets are measured at fair value on a nonrecurring basis; that is, the assets are measured at fair value on an ongoing basis but are subject to fair value adjustments only in certain circumstances (for example, when there is evidence of impairment). Non-financial assets such as goodwill, intangible assets, and leasehold improvements, equipment land and construction in progress are subsequently measured at fair value when there is an indicator of impairment and recorded at fair value only when impairment is recognized. The Company assesses the impairment of intangible assets annually or whenever events or changes in circumstances indicate that the carrying amount of an intangible asset may not be recoverable. The fair value of its goodwill and intangible assets is not estimated if there is no change in events or circumstances that indicate the carrying amount of an intangible asset may not be recoverable. The purchase price of business acquisitions is primarily allocated to the tangible and identifiable intangible assets acquired and liabilities assumed based on their estimated fair values on the acquisition dates, with the excess recorded as goodwill. The Company utilizes Level 3 inputs in the determination of the initial fair value using certain assumptions, which are further discussed in Note 2. Acquisition . There were no impairment charges for the years ended December 31, 2018 , 2017 and 2016 . Financial Instruments not Measured at Fair Value The following table presents the carrying amounts and estimated fair values of financial instruments not measured at fair value in the Consolidated Balance Sheets at December 31, 2018 and 2017 : 2018 2017 (millions) Carrying Fair Carrying Fair Long-term borrowings Credit Facility, net of original discount on borrowings and deferred financing costs $ 371.2 $ 371.2 $ 151.0 $ 151.0 Other obligations $ 15.4 $ 15.4 $ 2.8 $ 2.8 The fair value of the Restated Credit Facility and Other obligations approximates the carrying amount due to variable interest rates and would be classified as a Level 2. See Note 13. Borrowing Arrangements , for further information. |
Borrowing Arrangements
Borrowing Arrangements | 12 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
Borrowing Arrangements | Borrowing Arrangements Long-term borrowings, in order of preference, consisted of the following: Amount Outstanding December 31, (millions) Maturity Date 2018 2017 Credit facility, net of original discount on borrowings and deferred financing costs November 30, 2023 $ 371.2 $ 151.0 Other borrowings Various 15.5 2.8 Total obligations under credit facility and other borrowings 386.7 153.8 Less: Current portion of obligations under credit facility and other borrowings 13.2 20.6 Total long-term obligations under credit facility and other borrowings $ 373.5 $ 133.2 Aggregate minimum principal maturities of long-term borrowings for the fiscal years following December 31, 2018 , are as follows: (millions) 2019 $ 14.1 2020 13.1 2021 13.0 2022 13.0 2023 331.5 Thereafter 5.8 Total debt 390.5 Less: Current portion, including debt discount 13.2 Less: Original discount on borrowings 1.6 Less: Deferred financing costs 2.2 Total long-term portion, obligations under credit facility and other borrowings $ 373.5 Former Amended and Restated Credit Facility On February 20, 2015, the Company amended and restated its credit facility (the "Former Restated Credit Facility") that permitted aggregate borrowings of $400.0 million consisting of (i) a revolving credit facility of up to $200.0 million at any time outstanding, which includes a $100.0 million sublimit for letters of credit and a $20.0 million sublimit for swing-line loans, and (ii) a term loan facility of $200.0 million . The Former Amended and Restated Credit Facility was due to mature on February 20, 2020. Senior Credit Facility On November 30, 2018 (the "Closing Date") and in connection with the Acquisition, the Company entered into a credit agreement (the “Credit Agreement”) with Bank of America, N.A. (“Bank of America”), as Administrative Agent, swing-line lender and a letter of credit issuer; Wells Fargo Bank, N.A., as syndication agent; BMO Harris Bank N.A., JPMorgan Chase Bank, N.A., KeyBank National Association and U.S. Bank National Association, as co-documentation agents; Merrill Lynch, Pierce, Fenner & Smith Incorporated and Wells Fargo Securities, LLC, as joint lead arrangers and joint bookrunners; and the lenders party thereto (the “Lenders”). Pursuant to the terms, and subject to the conditions, of the Credit Agreement, the Lenders have made available to the Company a new senior secured credit facility (the “Senior Credit Facility”) that permits aggregate borrowings of $550 million consisting of (i) a revolving credit facility of up to $325 million at any time outstanding, which includes a letter of credit facility that is limited to $100 million at any time outstanding, and (ii) a term loan facility of $225 million . The Senior Credit Facility matures on November 30, 2023. The entire amount of the term loan portion of the Senior Credit Facility was drawn by the Company on the Closing Date and is subject to scheduled quarterly amortization of principal in installments equal to 1.25% of the initial aggregate principal amount of such term loan. The Company also borrowed $174.8 million under the revolving credit facility on the Closing Date. The proceeds from these borrowings were used by the Company to pay the purchase price for the Acquisition (See Note 2 . Acquisition ), to pay other costs and expenses related to the acquisition of Bags and the related financing and to repay in full the obligations under the Former Amended Credit Facility. In addition, proceeds from the Senior Credit Facility may be used to finance working capital, capital expenditures and other acquisitions, payments and general corporate purposes. Borrowings under the Senior Credit Facility bear interest, at the Company’s option, (i) at a rate per annum based on the Company’s consolidated total debt to EBITDA ratio for the 12 -month period ending as of the last day of the immediately preceding fiscal quarter, determined in accordance with the applicable pricing levels set forth in the Credit Agreement (the “Applicable Margin”) for London Interbank Offered Rate (or a comparable or successor rate approved by Bank of America) (“LIBOR”) loans, plus the applicable LIBOR rate or (ii) the Applicable Margin for base rate loans plus the highest of (x) the federal funds rate plus 0.5% , (y) the Bank of America prime rate and (z) a daily rate equal to the applicable LIBOR rate plus 1.0% . Under the terms of the Credit Agreement, the Company is required to maintain a maximum consolidated total debt to EBITDA ratio of not greater than 4.25 :1.0 with certain step-downs described in the Credit Agreement. In addition, the Company is required to maintain a minimum consolidated fixed charge coverage ratio of not less than 3.50 :1.0 (with certain step-ups described in the Credit Agreement). Events of default under the Credit Agreement include failure to pay principal or interest when due, failure to comply with the financial and operational covenants, the occurrence of any cross default event, non-compliance with other loan documents, the occurrence of a change of control event, and bankruptcy and other insolvency events. If an event of default occurs and is continuing, the Administrative Agent can, with the consent of the required Lenders, among others (i) terminate the commitments under the Credit Agreement, (ii) accelerate and require the Company to repay all the outstanding amounts owed under the Credit Agreement, and (iii) require the Company to cash collateralize any outstanding letters of credit. Each wholly owned domestic subsidiary of the Company (subject to certain exceptions set forth in the Credit Agreement) has guaranteed all existing and future indebtedness and liabilities of the other guarantors and the Company arising under the Credit Agreement. The Company’s obligations under the Credit Agreement and such domestic subsidiaries’ guaranty obligations are secured by substantially all of their respective assets. The Company is in compliance with debt covenants as of December 31, 2018. At December 31, 2018, the Company had $51.1 million of letters of credit outstanding under the Senior Credit Facility, borrowings against the Senior Credit Facility aggregated to $386.7 million . The weighted average interest rate on our Senior Credit Facility and Former Restated Credit Facility was 4.0% and 2.9% for the years ended December 31, 2018 and 2017 , respectively. The rate includes all outstanding LIBOR contracts and letters of credit. The weighted average interest rate on outstanding borrowings, not including letters of credit, was 4.3% and 3.3% , respectively, at December 31, 2018 and December 31, 2017 . In connection with and effective upon the execution and delivery of the Credit Agreement on November 30, 2018, the Company recognized losses on extinguishment of debt relating to debt discount and debt issuance costs. These losses were not significant. Subordinated Convertible Debentures The Company acquired Subordinated Convertible Debentures ("Convertible Debentures") as a result of the acquisition of Central. The subordinated debenture holders have the right to redeem the Convertible Debentures for $19.18 per share upon their stated maturity (April 1, 2028) or upon acceleration or earlier repayment of the Convertible Debentures. There were no redemptions of Convertible Debentures during the years ended December 31, 2018 and 2017 , respectively. The approximate redemption value of the Convertible Debentures outstanding at December 31, 2018 and December 31, 2017 is $1.1 million and $1.1 million, respectively. |
Share Repurchase Plan
Share Repurchase Plan | 12 Months Ended |
Dec. 31, 2018 | |
Equity [Abstract] | |
Share Repurchase Plan | Share Repurchase Plan In May 2016, the Company's Board of Directors authorized the Company to repurchase, on the open market, shares of its outstanding common stock in an amount not to exceed $30.0 million in aggregate. Purchases of the Company's common stock may be made in open market transactions effected through a broker-dealer at prevailing market prices, in block trades, or by other means in accordance with Rule 10b-18 and 10b5-1 under the Exchange Act. The share repurchase program does not obligate the Company to repurchase any particular amount of common stock, and has no fixed termination date. Under this program, the Company repurchased 305,183 shares of common stock through December 31, 2016 . No shares were repurchased during the years ended December 31, 2018 and 2017 . The following table summarizes the remaining authorized repurchase amount under the program as at December 31, 2018 . (millions) December 31, 2018 Total authorized repurchase amount $ 30.0 Total value of shares repurchased 7.5 Total remaining authorized repurchase amount $ 22.5 |
Leases and Contingencies
Leases and Contingencies | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Leases and Contingencies | Leases and Contingencies The Company operates parking facilities under operating leases expiring on various dates. Certain of the leases contain options to renew at the Company's discretion. Total future annual rent expense is not determinable as a portion of such future rent is contingent based on revenues of the parking facilities. At December 31, 2018 , the Company's minimum rental commitments (which includes parking facility, equipment and vehicle and office operating leases), excluding contingent rent provisions and sublease income under all non-cancellable operating leases, are as follows: (millions) 2019 $ 170.6 2020 122.5 2021 94.5 2022 74.0 2023 48.4 2024 and thereafter 117.0 Total $ 627.0 (1) $42.0 is included in 2019 minimum commitments for leases that expire in less than one year. Rent expense, including contingent rents, was $254.7 million, $394.6 million and $384.0 million in 2018 , 2017 and 2016 , respectively. Contingent rent expense was $47.4 million, $161.5 million and $140.0 million in 2018 , 2017 and 2016 , respectively. Contingent rent expense consists primarily of percentage rent payments, which will cease at various times as certain leases expire. Future sublease income under all non-cancellable operating leases was $8.4 million as of December 31, 2018 . The Company adopted the provisions of Topic 853 on January 1, 2018, as a result, service concession arrangements within the scope of Topic 853 are not deemed to be lease arrangements within the scope of Topic 840. For the year ended December 31, 2018, rent expense amounting to $133.6 million for contractual arrangements that meet the definition of service concession arrangements was recorded as reduction of revenue and is excluded from the above disclosures. Prior periods have not been recasted. See Note 1. Significant Accounting Policies and Practices and Note 4. Revenue for further discussion on impacts of adopting Topic 853. The Company accrued no contingent payment obligations outstanding under the previous business combination accounting pronouncement for the year ended December 31, 2018 . The Company has contractual provisions under certain lease type contracts to complete structural or other improvements to leased properties and incurs repair costs, including improvements and repairs arising as a result of ordinary wear and tear. The Company evaluates the nature of those costs when incurred and either capitalizes the costs as leasehold improvements, as applicable, or recognizes the costs as repair expenses within Cost of services - lease type contracts within the Consolidated Statements of Income. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes For financial reporting purposes, earnings before income taxes includes the following components: Year Ended December 31, (millions) 2018 2017 2016 United States $ 74.9 $ 70.0 $ 38.9 Foreign 1.1 2.2 2.9 Total $ 76.0 $ 72.2 $ 41.8 The components of income tax expense are as follows: Year Ended December 31, (millions) 2018 2017 2016 Current provision U.S. federal $ 9.9 $ 21.5 $ 13.9 Foreign 1.0 1.0 1.4 State 7.4 3.3 2.6 Total current 18.3 25.8 17.9 Deferred provision U.S. federal 1.3 2.6 (2.5 ) Foreign (0.3 ) 0.6 (0.4 ) State 0.3 (1.3 ) 0.8 Total deferred 1.3 1.9 (2.1 ) Income tax expense $ 19.6 $ 27.7 $ 15.8 Deferred income taxes reflect the net effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amount used for income tax purposes. Components of the Company's deferred tax assets and liabilities are as follows: December 31, (millions) 2018 2017 Deferred tax assets Net operating loss carry forwards $ 21.6 $ 21.5 Accrued expenses 17.4 18.8 Accrued compensation 7.1 8.1 Book over tax cost unfavorable acquired lease contracts 6.4 8.2 Other 0.9 — Total gross deferred tax assets 53.4 56.6 Less: valuation allowance (8.1 ) (7.1 ) Total deferred tax assets 45.3 49.5 Deferred tax liabilities Prepaid expenses (0.1 ) (0.1 ) Undistributed foreign earnings (0.1 ) (0.3 ) Tax over book depreciation and amortization 1.3 (3.8 ) Tax over book goodwill amortization (22.3 ) (18.2 ) Tax over book cost favorable acquired lease contracts (4.6 ) (6.1 ) Equity investments in unconsolidated entities (4.9 ) (5.1 ) Total deferred tax liabilities (30.7 ) (33.6 ) Net deferred tax asset $ 14.6 $ 15.9 On December 22, 2017, the U.S. Tax Cuts and Jobs Act of 2017 (the "2017 Tax Act") was signed into law. The 2017 Tax Act significantly revised the U.S. corporate income tax regime by, among other things, lowering the U.S. corporate tax rate from 35% to 21% effective January 1, 2018, while also implementing a territorial tax system and imposing a repatriation tax on deemed repatriated earnings of foreign subsidiaries. U.S. GAAP requires that the impact of tax legislation be recognized in the period in which the law was enacted. As a result of the 2017 Tax Act, the Company recorded $0.2 million of income tax expense in the fourth quarter of 2017 . The provisional amount related to the remeasurement of certain deferred tax assets and liabilities based on the rates at which they are expected to reverse in the future was $1.6 million income tax benefit, which includes a $1.2 million income tax expense related to an increase in the valuation allowance. The provisional amount related to the one-time transition tax on the mandatory deemed repatriation of foreign earnings was $1.8 million income tax expense based on the cumulative foreign earnings of $14.1 million and the Company's current best estimate. Additionally, the Company recorded a tax charge of $0.6 million as an additional provision for withholding taxes on undistributed earnings not considered to be permanently reinvested. For the year ended December 31, 2018 , the Company finalized its accounting for the income tax effects of the 2017 Tax Act. The Company recorded a current tax benefit of $1.5 million for the finalization of its accounting for the transition tax on the mandatory deemed repatriation of foreign earnings. The current year tax benefit is the result of the Company finalizing its analysis of foreign earnings and profits and eligible foreign tax credits to be claimed to offset the tax liability. The 2017 Tax Act also included a provision designed to tax Global Intangible Low Taxed Income (“GILTI”). The Company has elected the period cost method to account for any tax liability subject to the GILTI regime. For the current year the Company did not record any tax liability attributable to GILTI. The accounting guidance for accounting for income taxes requires that the Company assess the realizability of deferred tax assets at each reporting period. These assessments generally consider several factors including the reversal of existing temporary differences, projected future taxable income, and potential tax planning strategies. The Company has valuation allowances totaling $8.1 million and $7.1 million at December 31, 2018 and 2017 , respectively, primarily related to our state Net Operating Loss carryforwards ("NOLs"), foreign tax credits and state tax credits that the Company believes are not likely to be realized based on upon its estimates of future state taxable income, limitations on the uses of its state NOLs, and the carryforward life over which the state tax benefit is realized. The Company recognized a $0.3 million net benefit for the reversal of a valuation allowance for deferred tax assets established for the historical net operating losses. As of December 31, 2018 , the Company recognized approximately $3.9 million of Canadian foreign and $7.2 million of Puerto Rico foreign earnings as permanently reinvested to meet working capital requirements in each jurisdiction. The amount of tax that may be payable on the future distribution of such earnings is approximately $0.2 million and $0.7 million of Canadian and Puerto Rico withholding taxes. No U.S. taxes will be incurred on future distributions of foreign earnings due to the participation exemption under the 2017 Tax Act. Due to the adoption of ASU 2016-09 in 2017, the Company recognized excess tax benefits of $1.0 million and $0.9 million as income tax benefit for the year ended December 31, 2018 and 2017 , respectively, and as a result of the required adoption of ASU 2016-09, the Company's effective tax rate may have increased volatility. The Company has $19.5 million of tax effected state net operating loss carryforwards as of December 31, 2018 , which will expire in the years 2019 through 2038. As noted above, the utilization of net operating loss carryforwards of the Company are limited due to the ownership change in June 2004 and are also limited due to the Central Merger. A reconciliation of the Company's reported income tax provision to the amount computed by multiplying earnings before income taxes by statutory United States federal income tax rate is as follows: Year Ended December 31, (millions) 2018 2017 2016 Tax at statutory rate $ 16.0 $ 25.3 $ 14.6 Permanent differences 0.2 0.3 0.8 State taxes, net of federal benefit 6.3 2.5 1.3 Effect of foreign tax rates 0.6 — — Effect of 2017 Tax Act (1.5 ) (1.0 ) — Minority interest (0.7 ) (1.1 ) (1.0 ) Current year adjustment to deferred taxes 0.4 1.6 1.3 Recognition of tax credits (2.7 ) (1.5 ) (1.4 ) Other — 1.1 0.4 18.6 27.2 16.0 Change in valuation allowance (1) 1.0 0.5 (0.2 ) Income tax expense $ 19.6 $ 27.7 $ 15.8 Effective tax rate 25.8 % 38.4 % 37.8 % (1) The year ended December 31, 2017 includes $1.2 million of additional income tax expense related to an increase in the valuation allowance as a result of the 2017 Tax Act. Taxes paid, which are for United States Federal income tax, certain state income taxes, and foreign income taxes were $15.3 million , $26.5 million , and $17.6 million in the twelve months ended December 31, 2018 , 2017 and 2016 , respectively. As of December 31, 2018 the Company had not identified any uncertain tax positions that would have a material impact on the Company's financial position. The Company recognizes potential interest and penalties related to uncertain tax positions, if any, in income tax expense. The tax years that remain subject to examination for the Company's major tax jurisdictions as of December 31, 2018 are shown below: 2014 - 2018 United States - federal income tax 2007 - 2018 United States - state and local income tax 2014 - 2018 Foreign - Canada and Puerto Rico |
Benefit Plans
Benefit Plans | 12 Months Ended |
Dec. 31, 2018 | |
Retirement Benefits [Abstract] | |
Benefit Plans | Benefit Plans Deferred Compensation Arrangements The Company offers deferred compensation arrangements for certain key executives. Subject to their continued employment by the Company, certain employees are offered supplemental pension arrangements in which the employees will receive a defined monthly benefit upon attaining age 65 . At December 31, 2018 and 2017 , the Company has accrued $3.7 million and $3.6 million , respectively, representing the present value of the future benefit payments. Expenses related to these plans amounted to $0.4 million , $ nil and $0.2 million in 2018 , 2017 and 2016 , respectively. The Company also has agreements with certain former key executives that provide for aggregate annual payments for periods ranging from 10 years to life, beginning when the executive retires or upon death or disability. Under certain conditions, the amount of deferred benefits can be reduced. Compensation cost for the year ended December 31, 2018 was $0.2 million , $0.2 million and $0.6 million for the years ended December 31, 2018 , 2017 and 2016 , respectively. The Company has recorded a liability of $2.4 million and $2.6 million associated with these agreements as of December 31, 2018 and 2017 , respectively. Life insurance contracts with a face value of approximately $6.2 million and $6.7 million as of December 31, 2018 and 2017 have been purchased to fund, as necessary, the benefits under the Company's deferred compensation agreements. The cash surrender value of the life insurance contracts is approximately $3.6 million and $4.0 million as of December 31, 2018 and 2017 , respectively, and classified as non-current assets and included in Other assets, net within the Consolidated Balance Sheets. The plan is a non-qualified plan and is not subject to ERISA funding requirements. Defined Contribution Plans The Company sponsors savings and retirement plans whereby the participants may elect to contribute a portion of their compensation to the plans. The plan is a qualified defined contribution plan 401(k). The Company contributes an amount in cash or other property as a Company match equal to 50% of the first 6% of contributions as they occur. Expenses related to the Company's 401(k) match amounted to $2.1 million, $2.1 million, and $1.9 million in 2018 , 2017 and 2016 , respectively. The Company also offers a non-qualified deferred compensation plan to those employees whose participation in its 401(k) plan is limited by statute or regulation. This plan allows certain employees to defer a portion of their compensation, limited to a maximum of $0.1 million per year, to be paid to the participants upon separation of employment or distribution date selected by employee. To support the non-qualified deferred compensation plan, the Company has elected to purchase Company Owned Life Insurance ("COLI") policies on certain plan participants. The cash surrender value of the COLI policies is designed to provide a source for funding the non-qualified deferred compensation liability. As of December 31, 2018 and 2017 , the cash surrender value of the COLI policies is $13.0 million and $14.1 million, respectively, and classified as non-current assets in Other Assets, net within the Consolidated Balance Sheets. The liability for the non-qualified deferred compensation plan is included in Other long-term liabilities on the Consolidated Balance Sheets and was $15.0 million and $16.3 million as of December 31, 2018 and 2017 , respectively. Multi-Employer Defined Benefit and Contribution Plans The Company contributes to a number of multiemployer defined benefit plans under the terms of collective-bargaining agreements that cover its union-represented employees. The risks of participating in these multiemployer plans are different from single-employer plans in the following aspects: • Assets contributed to the multiemployer plan by one employer may be used to provide benefits to employees of other participating employers. • If a participating employer stops contributing to the plan, the unfunded obligations of the plan may be borne by the remaining participating employers. • If the Company chooses to stop participating in one of its multiemployer plans, it may be required to pay the plan an amount based on the underfunded status of the plan, referred to as withdrawal liability. The Company's contributions represented more than 5% of total contributions to the Teamsters Local Union No. 727 and Local 272 Labor Management Benefit Funds for the plan year ending February 28, 2018 and November 30, 2018, respectively. The Company does not represent more than five percent to any other fund. The Company's participation in this plan for the annual periods ended December 31, 2018 , 2017 and 2016 , is outlined in the table below. The "EIN/Pension Plan Number" column provides the Employee Identification Number ("EIN") and the three-digit plan number, if applicable. The zone status is based on information that the Company received from the plan and is certified by the plan's actuary. Among other factors, plans in the red zone are generally less than 65 percent funded, plans in the yellow zone are less than 80 percent funded, and plans in the green zone are at least 80 percent funded. The "FIP/RP Status Pending/Implemented" column indicates plans for which a Financial Improvement Plan ("FIP") or a Rehabilitation Plan ("RP") is either pending or has been implemented. The " Expiration Date of Collective Bargaining Agreement " column lists the expiration dates of the agreements to which the plans are subject. EIN/ Pension Protection FIP/FR Contributions (millions) Zone Expiration Pension 2018 2017 2016 2018 2017 2016 Surcharge Teamsters Local Union 727 36-61023973 Green Green Green N/A $ 3.2 $ 3.4 $ 3.5 No 2018 10/31/2021 Local 272 Labor Management 13-5673836 Green Green Green N/A $ 1.5 $ 1.6 $ 1.5 No 2018 3/5/2021 Net expenses for contributions not reimbursed by clients and related to multiemployer defined benefit and defined contribution benefit plans were $2.1 million , $2.0 million and $3.3 million for the years ended December 31, 2018 , 2017 and 2016 , respectively. In the event that the Company decides to cease participating in these plans, the Company could be assessed a withdrawal liability. The Company currently does not have any intentions to cease participating in these multiemployer pension plans and therefore would not trigger the withdrawal liability. |
Bradley Agreement
Bradley Agreement | 12 Months Ended |
Dec. 31, 2018 | |
Contractors [Abstract] | |
Bradley Agreement | Bradley Agreement The Company entered into a 25 -year agreement with the State of Connecticut ("State") that expires on April 6, 2025, under which it operates the surface parking and 3,500 garage parking spaces at Bradley International Airport ("Bradley") located in the Hartford, Connecticut metropolitan area. The parking garage was financed through the issuance of State special facility revenue bonds and provides that the Company deposits, with the trustee for the bondholders, all gross revenues collected from operations of the surface and garage parking. From these gross revenues, the trustee pays debt service on the special facility revenue bonds outstanding, operating and capital maintenance expense of the surface and garage parking facilities, and specific annual guaranteed minimum payments to the state. Principal and interest on the Bradley special facility revenue bonds increase from approximately $3.6 million in contract year 2002 to approximately $4.5 million in contract year 2025. Annual guaranteed minimum payments to the State increase from approximately $8.3 million contract year 2002 to approximately $13.2 million in contract year 2024. The annual minimum guaranteed payment to the State by the trustee for the twelve months ended December 31, 2018 and 2017 was $11.8 million and $11.5 million, respectively. All of the cash flow from the parking facilities are pledged to the security of the special facility revenue bonds and are collected and deposited with the bond trustee. Each month the bond trustee makes certain required monthly distributions, which are characterized as "Guaranteed Payments." To the extent the monthly gross receipts generated by the parking facilities are not sufficient for the trustee to make the required Guaranteed Payments, the Company is obligated to deliver the deficiency amount to the trustee, with such deficiency payments representing interest bearing advances to the trustee. The Company does not directly guarantee the payment of any principal or interest on any debt obligations of the State of Connecticut or the trustee. The following is the list of Guaranteed Payments: • Garage and surface operating expenses, • Principal and interest on the special facility revenue bonds, • Trustee expenses, • Major maintenance and capital improvement deposits, and • State minimum guarantee. To the extent sufficient funds exist, the trustee is then directed to reimburse the Company for deficiency payments up to the amount of the calculated surplus, with the Company having the right to be repaid the principal amount of any and all deficiency payments, together with actual interest and premium, not to exceed 10% of the initial deficiency payment. The Company calculates and records interest and premium income along with deficiency principal repayments as a reduction of cost of services in the period the associated deficiency repayment is received from the trustee. The Company believes these advances to be fully recoverable as the Bradley Agreement places no time restriction on the Company's right to reimbursement. The total deficiency repayments, net of payments made, as of December 31, 2018 , 2017 and 2016 are as follows: December 31, (millions) 2018 2017 2016 Balance at beginning of year $ 7.8 $ 9.9 $ 11.6 Deficiency payments made 0.1 0.3 0.2 Deficiency repayment received (4.0 ) (2.3 ) (1.9 ) Balance at end of year $ 3.9 $ 7.8 $ 9.9 The total deficiency repayments (net of payments made), interest and premium received and recorded for the years ended December 31, 2018 , 2017 and 2016 are as follows: Year Ended December 31 (millions) 2018 2017 2016 Deficiency repayments $ 3.9 $ 2.0 $ 1.7 Interest 0.9 0.6 0.5 Premium $ 0.3 $ 0.2 $ 0.2 Deficiency payments made are recorded as an increase in Cost of services-management type contracts and deficiency repayments, interest and premium received are recorded as reductions to cost of services. The reimbursement of principal, interest and premium are recognized when received. There were no amounts of estimated deficiency payments accrued as of December 31, 2018 and 2017, as the Company concluded that the potential for future deficiency payments did not meet the criteria of both probable and estimable. In addition to the recovery of certain general and administrative expenses incurred, the Bradley Agreement provides for an annual management fee payment, which is based on operating profit tiers. The annual management fee is further apportioned 60% to the Company and 40% to an un-affiliated entity and the annual management fee will be paid to the extent funds are available for the trustee to make distribution, and are paid after Guaranteed Payments (as defined in the Bradley Agreement) repayment of all deficiency payments, including interest and premium. Cumulative management fees of approximately $18.7 million and $17.7 million have not been recognized as of December 31, 2018 and 2017 , respectively, and no management fees were recognized as revenue during 2018 , 2017 or 2016 . |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 12 Months Ended |
Dec. 31, 2018 | |
Stockholders' Equity Note [Abstract] | |
Accumulated Other Comprehensive Income (Loss) | Accumulated Other Comprehensive Income (Loss) The components of accumulated other comprehensive income (loss) is comprised of unrealized gains (losses) on cash flow hedges and foreign currency translation adjustments. The components of changes in accumulated comprehensive income (loss), net of tax, were as follows: (millions) Foreign Effective Portion Total Balance as of December 31, 2015 $ (1.2 ) $ 0.1 $ (1.1 ) Change in other comprehensive income (loss) (0.2 ) (0.1 ) (0.3 ) Balance as of December 31, 2016 (1.4 ) — (1.4 ) Change in other comprehensive income (loss) 0.2 — 0.2 Balance as of December 31, 2017 (1.2 ) — (1.2 ) Change in other comprehensive income (loss) (0.6 ) — (0.6 ) Cumulative effect of change in accounting principle (1) (0.6 ) — (0.6 ) Balance as of December 31, 2018 $ (2.4 ) $ — $ (2.4 ) (1) Refer to Note 1, Significant Accounting Policies and Practices for additional information on the Company's adoption of ASU 2018-02. Note: Amounts may not foot due to rounding. |
Legal Proceedings
Legal Proceedings | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Legal Proceedings | Legal Proceedings The Company is subject to litigation in the normal course of its business. The outcomes of legal proceedings and claims brought against it and other loss contingencies are subject to significant uncertainty. The Company accrues a charge against income when its management determines that it is probable that an asset has been impaired or a liability has been incurred and the amount of loss can be reasonably estimated. In addition, the Company accrues for the authoritative judgments or assertions made against it by government agencies at the time of their rendering regardless of its intent to appeal. In addition, the Company is from time-to-time party to litigation, administrative proceedings and union grievances that arise in the normal course of business, and occasionally pays non-material amounts to resolve claims or alleged violations of regulatory requirements. There are no "normal course" matters that separately or in the aggregate, would, in the opinion of management, have a material adverse effect on its operation, financial condition or cash flow. In determining the appropriate accounting for loss contingencies, the Company considers the likelihood of loss or impairment of an asset or the incurrence of a liability, as well as its ability to reasonably estimate the amount of potential loss. The Company regularly evaluates current information available to determine whether an accrual should be established or adjusted. Estimating the probability that a loss will occur and estimating the amount of a potential loss or a range of potential loss involves significant estimation and judgment. Holten Settlement In March 2010, John V. Holten, a former indirect controlling shareholder of the Company, filed a lawsuit against the Company in the United States District Court, District of Connecticut. Mr. Holten was terminated as the Company's chairman in October 2009. The lawsuit alleged breach of his employment agreement and claimed that the agreement entitled Mr. Holten to payments worth more than $3.8 million . The Company filed an answer and counterclaim to Mr. Holten's lawsuit in 2010. In March 2016, the Company and Mr. Holten settled all claims in connection with the original lawsuits ("Holten Settlement"). Per the settlement, the Company paid Mr. Holten $3.4 million of which $1.9 million was recovered by the Company through the Company's directors and officers liability insurance policies. The Company recognized an expense, net of insurance recoveries, related to the Holten Settlement of $1.5 million for the year ended December 31, 2016. Settlement with Former Central Stockholders In September 2016, the Company and the former stockholders of KCPC Holdings, Inc., which was the ultimate parent of Central Parking Corporation (collectively, "Central") agreed-upon non-binding terms to settle all outstanding matters between the parties relating to the Central Merger ("Settlement Terms") and on December 15, 2016 the Company and Central's former stockholders executed a settlement agreement ("Settlement Agreement") to settle all outstanding matters between the parties relating to the Central Merger (including the Company's claims as described above). Pursuant to the Settlement Agreement, the Company paid Central's former stockholders $2.5 million in aggregate. As a result of the Settlement Terms, the Company recorded $0.8 million ( $0.5 million , net of tax) in General and administrative expenses within the Consolidated Statements of Income in 2016. Additionally and pursuant to the Settlement Agreement, the parties fully released one another for any future claims. |
Domestic and Foreign Operations
Domestic and Foreign Operations | 12 Months Ended |
Dec. 31, 2018 | |
Segment Reporting [Abstract] | |
Domestic and Foreign Operations | Domestic and Foreign Operations Business Unit Segment Information Segment information is presented in accordance with a "management approach," which designates the internal reporting used by the chief operating decision maker for making decisions and assessing performance as the source of the Company's reportable segments. The Company's segments are organized in a manner consistent with which separate financial information is available and evaluated regularly by the chief operating decision-maker ("CODM") in deciding how to allocate resources and in assessing the Company's overall performance. An operating segment is defined as a component of an enterprise that engages in business activities from which it may earn revenue and incur expenses, and about which separate financial information is regularly evaluated by the CODM. The CODM is the Company's president and chief executive officer. The business is managed based on segments administered by executive vice presidents. Each of the operating segments is directly responsible for revenue and expenses related to their operations including direct segment administrative costs. Finance, information technology, human resources, and legal are shared functions that are not allocated back to the two operating segments. The CODM assesses the performance of each operating segment using information about its revenue and operating income (loss) before interest, taxes, and depreciation and amortization, but does not evaluate operating segments using discrete asset information. There are no inter-segment transactions and the Company does not allocate interest and other income, interest expense, depreciation and amortization or taxes to operating segments. The accounting policies for segment reporting are the same as for the Company as a whole. In the fourth quarter of 2018, the Company changed its internal reporting segment information reported to the CODM as a result of the Bags acquisition (see Note 2. Acquisition) . The operating segments are internally reported as Segment One (Commercial and Institutional) and Segment Two (Aviation). All prior periods presented have been restated to reflect the new internal reporting to the CODM. • Segment One (Commercial and Institutional) encompasses our services in healthcare facilities, municipalities, including meter revenue collection and enforcement services, government facilities, hotels, commercial real estate, residential communities, retail, colleges and universities, as well as ancillary services such as shuttle and ground transportation services, valet services, taxi and livery dispatch services and event planning, including shuttle and transportation services. • Segment Two (Aviation) encompasses our services in aviation (i.e., airports, airline and certain hospitality clients with baggage and parking services) as well as ancillary services, which includes shuttle and ground transportation services, valet services, baggage handling, baggage repair and replacement, remote air check-in services, wheelchair assist services and other services. • "Other" consists of ancillary revenue that is not specifically identifiable to Segments One or Two and certain unallocated items, such as and including prior year insurance reserve adjustments and other corporate items. [INTENTIONALLY LEFT BLANK] The following is a summary of revenues and gross profit by operating segment for the years ended December 31, 2018 , 2017 and 2016 : Year Ended December 31, (millions) 2018 (1) Gross 2017 Gross 2016 Gross Margin Services revenue Segment One Lease type contracts $ 386.2 $ 433.8 $ 420.3 Management type contracts 250.8 250.0 248.3 Total Segment One 637.0 683.8 668.6 Segment Two Lease type contracts 27.0 129.3 124.7 Management type contracts 101.2 89.1 88.0 Total Segment Two 128.2 218.4 212.7 Other Lease type contracts 0.7 — — Management type contracts 9.5 9.1 10.5 Total Other 10.2 9.1 10.5 Reimbursed management type contract revenue 693.0 679.2 676.6 Total services revenue $ 1,468.4 $ 1,590.5 $ 1,568.4 Gross Profit Segment One Lease type contracts 25.3 6.6 % 35.8 8.3 % 32.6 7.8 % Management type contracts 94.9 37.8 % 96.9 38.8 % 95.7 38.5 % Total Segment One 120.2 132.7 128.3 Segment Two Lease type contracts 7.1 26.3 % 6.7 5.2 % 5.7 4.5 % Management type contracts 31.9 31.5 % 26.2 29.2 % 24.6 28.0 % Total Segment Two 39.0 32.9 30.3 Other Lease type contracts 3.8 542.9 % 2.2 — % 1.1 — % Management type contracts 21.0 221.1 % 17.5 192.3 % 16.7 159.0 % Total Other 24.8 19.7 17.8 Total gross profit 184.0 185.3 176.4 General and administrative expenses 91.0 82.9 90.0 General and administrative 49.5 % 44.7 % 51.0 % Depreciation and amortization 17.9 21.0 33.7 Operating income 75.1 81.4 52.7 Other expenses (income): Interest expense 9.6 9.2 10.5 Interest income (0.4 ) (0.6 ) (0.5 ) Gain on sale of a business — (0.1 ) — Equity in (earnings) losses from (10.1 ) 0.7 0.9 Total other expenses (income) (0.9 ) 9.2 10.9 Earnings before income taxes 76.0 72.2 41.8 Income tax expense 19.6 27.7 15.8 Net income 56.4 44.5 26.0 Less: Net income attributable 3.2 3.3 2.9 Net income attributable $ 53.2 $ 41.2 $ 23.1 (1) On November 30, 2018, we completed our acquisition of Bags. Our consolidated operations for the year ended December 31, 2018 includes Bags operating results for the period of November 30, 2018 through December 31, 2018. Our consolidated results for the years ended December 31, 2017 and 2016 do not include the operating results of Bags. See Note 2. Acquisition for additional information. |
Unaudited Quarterly Results
Unaudited Quarterly Results | 12 Months Ended |
Dec. 31, 2018 | |
Quarterly Financial Information Disclosure [Abstract] | |
Unaudited Quarterly Results | Unaudited Quarterly Results The following table sets forth the Company's unaudited quarterly consolidated statement of income data for the years ended December 31, 2018 and December 31, 2017 . The unaudited quarterly information has been prepared on the same basis as the annual financial information and, in management's opinion, includes all adjustments (consisting only of normal recurring adjustments) necessary to present fairly the information for the quarters presented. Historically, the Company's operating results have varied from quarter to quarter and are expected to continue to fluctuate in the future. These fluctuations have been due to a number of factors, including: general economic conditions in its markets; acquisitions; additions of contracts; expiration and termination of contracts; conversion of lease type contracts to management type contracts; conversion of management type contracts to lease type contracts and changes in terms of contracts that are retained and timing of general and administrative expenditures. The operating results for any historical quarter are not necessarily indicative of results for any future period. [INTENTIONALLY LEFT BLANK] 2018 2017 (millions, except for share and per share data) First Quarter Second Quarter Third Quarter Fourth Quarter (3) First Quarter Second Quarter Third Quarter Fourth Quarter (Unaudited) (Unaudited) Services revenue Lease type contracts (1) (2) $ 99.5 $ 107.4 $ 104.7 $ 102.3 $ 130.8 $ 150.9 $ 140.9 $ 140.5 Management type contracts 94.4 87.7 82.6 96.8 92.1 84.0 86.7 85.4 Reimbursed management type contract revenue 172.9 167.1 174.8 178.2 179.0 168.6 165.1 166.5 Total revenue 366.8 362.2 362.1 377.3 401.9 403.5 392.7 392.4 Cost of services Lease type contracts 94.6 94.5 94.2 94.3 125.8 130.2 131.0 131.4 Management type contracts 59.9 49.5 48.1 56.3 56.6 47.2 50.7 53.1 Reimbursed management type contract expense 172.9 167.1 174.8 178.2 179.0 168.6 165.1 166.5 Total cost of services 327.4 311.1 317.1 328.8 361.4 346.0 346.8 351.0 Gross profit Lease type contracts (1) 4.9 12.9 10.5 8.0 5.0 20.7 9.9 9.1 Management type contracts 34.5 38.2 34.5 40.5 35.5 36.8 36.0 32.3 Total gross profit 39.4 51.1 45.0 48.5 40.5 57.5 45.9 41.4 General and administrative expenses 22.3 22.3 18.7 27.7 21.2 22.5 19.6 19.6 Depreciation and amortization 4.0 4.5 4.2 5.2 6.6 4.8 4.9 4.7 Operating income 13.1 24.3 22.1 15.6 12.7 30.2 21.4 17.1 Other expense (income) Interest expense 2.1 2.2 2.1 3.2 2.6 2.3 2.2 2.1 Interest income (0.1 ) (0.1 ) (0.1 ) (0.1 ) (0.1 ) (0.2 ) (0.2 ) (0.1 ) Gain on sale of a business — — — — — (0.1 ) — — Equity in (income) losses from investment in unconsolidated entity (10.1 ) — — — 0.2 0.2 0.1 0.2 Total other expenses (income) (8.1 ) 2.1 2.0 3.1 2.7 2.2 2.1 2.2 Earnings before income taxes 21.2 22.2 20.1 12.5 10.0 28.0 19.3 14.9 Income tax expense 5.3 6.0 5.6 2.7 3.3 10.7 7.3 6.4 Net income 15.9 16.2 14.5 9.8 6.7 17.3 12.0 8.5 Less: Net income attributable to noncontrolling interest 0.6 0.9 1.0 0.7 0.7 1.1 0.8 0.7 Net income attributable to SP Plus Corporation $ 15.3 $ 15.3 $ 13.5 $ 9.1 $ 6.0 $ 16.2 $ 11.2 $ 7.8 Common stock data Net income per common share (4) Basic $ 0.69 $ 0.68 $ 0.60 $ 0.40 $ 0.27 $ 0.73 $ 0.51 $ 0.35 Diluted $ 0.68 $ 0.68 $ 0.60 $ 0.40 $ 0.27 $ 0.72 $ 0.50 $ 0.35 Weighted average shares outstanding Basic 22,308,694 22,370,923 22,439,884 22,465,834 22,148,265 22,190,421 22,203,023 22,221,536 Diluted 22,557,326 22,644,884 22,626,746 22,607,102 22,447,904 22,515,234 22,523,036 22,528,825 (1) Services revenue - lease type contracts and Gross profit - lease type contracts in the second quarter of 2017 includes earnings of $8.5 million for our proportionate share of the net gain of an equity method investee's sale of assets. (2) Includes reduction of Services revenue - lease type contracts due to the adoption of Topic 853, which requires rental expense for the periods after January 1, 2018 be presented as a reduction of Services revenue - lease type contracts for that business (and corresponding contracts) that meet the criteria and definition of a service concession arrangement. Refer to Note 4. Revenue , for further discussion regarding the adoption of Topic 853. (3) The Company began including Bags operations within its consolidated operating results on November 30, 2018. See also Note 2. Acquisition for additional information. (4) Basic and diluted net income per share are computed independently for each of the quarters presented. As a result, the sum of quarterly basic and diluted net income per share information may not equal annual basic and diluted net income per share. |
SCHEDULE II-VALUATION AND QUALI
SCHEDULE II-VALUATION AND QUALIFYING ACCOUNTS | 12 Months Ended |
Dec. 31, 2018 | |
SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract] | |
SCHEDULE II-VALUATION AND QUALIFYING ACCOUNTS | SCHEDULE II—VALUATION AND QUALIFYING ACCOUNTS Description Balance at Additions Reductions (1) Balance at (millions) Allowance for doubtful accounts Year ended December 31, 2018 $ 0.7 $ 1.7 $ (1.4 ) $ 1.0 Year ended December 31, 2017 0.4 0.7 (0.4 ) 0.7 Year ended December 31, 2016 $ 0.9 $ 0.5 $ (1.0 ) $ 0.4 Deferred tax valuation allowance Year ended December 31, 2018 $ 7.1 $ 1.0 $ — $ 8.1 Year ended December 31, 2017 6.6 0.5 — 7.1 Year ended December 31, 2016 $ 6.8 $ — $ (0.2 ) $ 6.6 (1) Represents uncollectible accounts written off and reversal of provision. |
Significant Accounting Polici_2
Significant Accounting Policies and Practices (Policies) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation The Consolidated Financial Statements include the accounts of the Company, its wholly owned subsidiaries, and Variable Interest Entities ("VIEs") in which the Company is the primary beneficiary. All significant intercompany profits, transactions and balances have been eliminated in consolidation. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current environment. |
Foreign Currency Translation | Foreign Currency Translation The functional currency of the Company's foreign operations is the local currency. Accordingly, assets and liabilities of the Company's foreign operations are translated from foreign currencies into U.S. dollars at the rates in effect on the balance sheet date while income and expenses are translated at the weighted-average exchange rates for the year. Adjustments resulting from the translations of foreign currency financial statements are accumulated and classified as a separate component of stockholders' equity. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash equivalents represent funds temporarily invested in money market instruments with maturities of three months or less. Cash equivalents are stated at cost, which approximates fair value. |
Allowance for Doubtful Accounts | Allowance for Doubtful Accounts Accounts receivable, net of the allowance for doubtful accounts, represents the Company's estimate of the amount that ultimately will be realized in cash. Management reviews the adequacy of its allowance for doubtful accounts on an ongoing basis, using historical collection trends, aging of receivables, and a review of specific accounts, and makes adjustments in the allowance as necessary. Changes in economic conditions or other circumstances could have an impact on the collection of existing receivable balances or future allowance considerations. |
Leasehold Improvements, Equipment, Land and Construction in Progress, net | Leasehold Improvements, Equipment, Land and Construction in Progress, net Leasehold improvements, equipment, software, vehicles, and other fixed assets are stated at cost less accumulated depreciation and amortization. Equipment is depreciated on the straight-line basis over the estimated useful lives ranging from 1 to 10 years. Expenditures for major renewals and improvements that extend the useful life of property and equipment are capitalized. Leasehold improvements are amortized on the straight-line basis over the terms of the respective leases or the service lives of the improvements, whichever is shorter (weighted average remaining life of approximately 4.5 years). Certain costs associated with directly obtaining, developing or upgrading internal-use software are capitalized and amortized over the estimated useful life of software. |
Cost of Contracts | Cost of Contracts Cost of contracts represents the cost of obtaining contractual rights associated with a managed type or lease-type contract. Cost of parking contracts are amortized over the estimated life of the contracts, including anticipated renewals and terminations. Estimated lives are based on the contract life or anticipated life of the contract. |
Goodwill and Other Intangibles | Goodwill and Other Intangibles Goodwill represents the excess of purchase price paid over the fair value of net assets acquired. In accordance with the Financial Accounting Standards Board's ("FASB") authoritative accounting guidance on goodwill, the Company does not amortize goodwill but rather evaluates it for impairment on an annual basis, or more often if events or circumstances change that could cause goodwill to become impaired. The Company has elected to assess the impairment of goodwill annually on the first day of its fiscal fourth quarter, or at an interim date if there is an event or change in circumstances indicate the carrying value may not be recoverable. Factors that could trigger an impairment review include significant under-performance relative to expected historical or projected future operating results, significant changes in the use of acquired assets or its business strategy, and significant negative industry or economic trends. A multi-step impairment test is performed on goodwill. For the fourth quarter 2018 and 2017 goodwill impairment tests, the Company utilized the option to evaluate various qualitative factors to determine the likelihood of impairment and if it was more likely than not that the fair value of the reporting units were less than the carrying value of the reporting unit. The Company concluded there was no impairment of goodwill at any of the reporting units. If the Company does not elect to perform a qualitative assessment, it can voluntarily proceed directly to Step 1. In Step 1, the Company performs a quantitative analysis to compare the fair value of the reporting unit to its carrying value including goodwill. If the fair value of the reporting unit exceeds the carrying value of the net assets assigned to that unit, goodwill is not considered impaired, and the Company's is not required to perform further testing. If the carrying value of the net assets assigned to the reporting unit exceeds the fair value of the reporting unit, then the Company must perform Step 2 of t he impairment test in order to determine the implied fair value of the reporting unit's goodwill. If the carrying value of a reporting unit's goodwill exceeds its implied fair value, then the Company would record an impairment loss equal to the difference. The goodwill impairment test is performed at the reporting unit level; the Company's reporting units represent its operating segments, consisting of Segment One (Commercial and Institutional) and Segment Two (Aviation) reporting units. The December 31, 2018 goodwill balances by reportable segment are presented in detail in Note 9. Goodwill . Management determines the fair value of each of its reporting units by using a discounted cash flow approach and a market approach using multiples of EBITDA of comparable companies to estimate market value. In addition, the Company compares its derived enterprise value on a consolidated basis to the Company's market capitalization as of its test date to ensure its derived value approximates the market value of the Company when taken as a whole. In conducting its goodwill impairment quantitative assessment, the Company analyzes actual and projected growth trends of the reporting unit, gross margin, operating expenses and EBITDA (which also includes forecasted five -year income statement and working capital projections, a market-based weighted average cost of capital and terminal values after five years). The Company also assesses critical areas that may impact its business including economic conditions, market related exposures, competition, changes in product offerings and changes in key personnel for each of its reporting units. The Company will continue to perform a goodwill impairment test as required on an annual basis and on an interim basis, if certain conditions exist. Factors the Company considers important, which could result in changes to its estimates, include under-performance relative to historical or projected future operating results and declines in acquisitions and trading multiples. Due to the broad customer base, the Company does not believe its future operating results will vary significantly relative to its historical and projected future operating results. However, future events may indicate differences from its judgments and estimates which could, in turn, result in impairment charges in the future. Future events that may result in impairment charges include increases in interest rates, which would impact discount rates, and unfavorable economic conditions or other factors which could decrease revenues and profitability of existing locations and changes in the cost structure of existing facilities. Factors that could potentially have an unfavorable economic effect on management's judgments and estimates include, among others: changes imposed by governmental and regulatory agencies, such as property condemnations and assessment of parking-related taxes; and construction or other events that could change traffic patterns; and terrorism or other catastrophic events. Intangible assets with finite lives are amortized over their estimated useful lives and reviewed for impairment when circumstances change that would create a triggering event. Intangible assets with finite lives are amortized on a straight-line basis over their estimated useful lives. The Company evaluates the remaining useful life of the other intangible assets on a periodic basis to determine whether events or circumstances warrant a revision to the remaining useful life. Assumptions and estimates about future values and remaining useful lives of its intangible and other long-lived assets are complex and subjective. They can be affected by a variety of factors, including external factors such as industry and economic trends, and internal factors, such as changes in its business strategy and internal forecasts. Although management believes the historical assumptions and estimates are reasonable and appropriate, different assumptions and estimates could materially impact its reported financial results. |
Long-Lived Assets | Long-Lived Assets The Company evaluates long-lived asset groups whenever events or circumstances indicate that the carrying value of an asset or asset group may not be recoverable. Events or circumstances that would result in an impairment review primarily include a significant change in the use of an asset, or the planned sale or disposal of an asset. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of the asset to future undiscounted cash flows expected to be generated by the asset group. If it is determined to be impaired, the impairment recognized is measured by the amount by which the carrying value of the asset exceeds its fair value. The Company's estimates of future cash flows from such assets could be impacted if it underperforms relative to historical or projected future operating results. Assumptions and estimates used to determine cash flows in the evaluation of impairment and the fair values used to determine the impairment are subject to a degree of judgment and complexity. Any changes to the assumptions and estimates resulting from changes in actual results or market conditions from those anticipated may affect the carrying value of long-lived assets and could result in an impairment charge. |
Debt Issuance Costs | Debt Issuance Costs The costs of obtaining financing are capitalized and amortized as interest expense over the term of the respective financing using the effective interest method. |
Financial Instruments | Financial Instruments The carrying values of cash, accounts receivable and accounts payable approximate their fair value due to the short-term nature of these financial instruments. Book overdrafts of $34.0 million and $29.0 million are included within Accounts payable within the Consolidated Balance Sheets as of December 31, 2018 , and 2017 , respectively. Long-term debt has a carrying value that approximates fair value because these instruments bear interest at variable market rates. |
Insurance Reserves | Insurance Reserves The Company purchases comprehensive casualty insurance covering certain claims that arise in connection with its operations. In addition, the Company purchases umbrella/excess liability coverage. Under the various liability and workers' compensation insurance policies, the Company is obligated to pay directly or reimburse the insurance carrier for the deductible / retention amount of each loss covered by its general/garage liability, automobile, workers' compensation and garage keepers legal liability policies. As a result, the Company is, in effect, self-insured for all claims within the deductible / retention amount of each loss. The Company applies the provisions as defined in the guidance related to accounting for contingencies, in determining the timing and amount of expense recognition associated with claims against the Company. The expense recognition is based upon the Company's determination of an unfavorable outcome of a claim being deemed as probable and capable of being reasonably estimated, as defined in the guidance related to accounting for contingencies. This determination requires the use of judgment in both the estimation of probability and the amount to be recognized as an expense. The Company utilizes historical claims experience along with regular input from third party insurance advisers in determining the required level of insurance reserves. Future information regarding historical loss experience may require changes to the level of insurance reserves and could result in increased expense recognition in the future. |
Legal and Other Commitments and Contingencies | Legal and Other Commitments and Contingencies The Company is subject to litigation in the normal course of its business. The Company applies the provisions as defined in the guidance related to accounting for contingencies in determining the recognition and measurement of expense recognition associated with legal claims against the Company. Management uses guidance from internal and external legal counsel on the potential outcome of litigation in determining the need to record liabilities for potential losses and the disclosure of pending legal claims. Certain lease contracts acquired from an acquisition completed in 2012 included provisions allocating to the Company responsibility for the cost of certain structural and other repairs required to be made to certain leased property, including improvement and repair costs arising as a result of ordinary wear and tear. The Company recorded $ nil , $0.1 million and $0.7 million for the year ended December 31, 2018, 2017 and 2016 respectively, of costs (net of expected recoveries of the total cost recognized by the Company through the applicable indemnity) in Cost of services-lease type contracts within the Consolidated Statements of Income for structural and other repair costs related to certain lease type contracts acquired, whereby, the Company has expensed repair costs for certain leases and engaged third-party general contractors to complete certain structural and other repair projects, and other indemnity related costs. |
Revenue From Contract With Customer | Services Revenue The Company's revenues are primarily derived from management type and lease type contracts; whereby the Company provides parking services, parking management, ground transportation services, baggage handling services and other ancillary services to commercial, hospitality, institutional, municipal and aviation clients. Ancillary services include on-site parking management, facility maintenance, ground transportation services, event logistics, remote airline check-in, security services, municipal meter revenue collection and enforcement services, scheduling and supervising all service personnel as well as providing customer service, marketing, and accounting and revenue control functions necessary to complete such services, payments received for exercising termination rights, consulting development fees, gains on sales of contracts, insurance (general, workers' compensation and health care) and other value-added services. In accordance with the guidance related to revenue recognition, entities are required to recognize revenue when control of the promised goods or services is transferred to customers at an amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods or services. The Company recognizes gross receipts (net of taxes collected from customers) as revenue from leased type contracts, and management fees for services, as the related services are provided. Ancillary services are earned from management contract properties and are recognized as revenue as those services are provided. Reimbursed Management Type Contract Revenue and Expense The Company recognizes both revenues and expenses, in equal amounts, that are directly reimbursed for operating expenses incurred under a management type contract. The Company has determined it is the principal in these transactions as the nature of our performance obligations is for the Company to provide the services on behalf of the customer. As the principal to these related transactions, the Company has control of the promised services before they are transferred to the customer. Cost of Services The Company recognizes costs for lease type contracts, non-reimbursed costs from management type contracts and reimbursed management type contract expenses as cost of services. Cost of services consists primarily of rent and payroll related costs. |
Advertising Costs | Advertising Costs Advertising costs are expensed as incurred and are included in General and administrative expenses within the Consolidated Statements of Income. |
Stock-Based Compensation | Stock-Based Compensation Stock-based payments to employees including grants of employee stock options, restricted stock units and performance-based share units are measured at the grant date, based on the estimated fair value of the award, and the related expense is recognized over the requisite employee service period or performance period (generally the vesting period) for awards expected to vest. The Company accounts for forfeitures of stock-based awards as they occur. |
Equity Investment in Unconsolidated Entities | Equity Investment in Unconsolidated Entities The Company has ownership interests in 30 active partnerships, joint ventures or similar arrangements that operate parking facilities, of which 25 are consolidated under the VIE or voting interest models and 5 are unconsolidated where the Company’s ownership interests range from 30 - 50 percent and for which there are no indicators of control. The Company accounts for such investments under the equity method of accounting, and its underlying share of each investee’s equity is included in Equity investments in unconsolidated entities within the Consolidated Balance Sheets. As the operations of these entities are consistent with the Company’s underlying core business operations, the equity in earnings of these investments are included in Services revenue—lease type contracts within the Consolidated Statements of Income. Included in equity earnings for the year ended December 31, 2017 are earnings of $8.5 million from the Company's proportionate share of the net gain of an equity method investees' sale of assets. The equity earnings in these related investments were $2.7 million, $11.3 million, and $2.4 million for the year ended December 31, 2018 , 2017 and 2016 , respectively. In 2014, the Company entered into an agreement to establish a joint venture with Parkmobile USA, Inc. and contributed all of the assets and liabilities of its proprietary Click and Park parking prepayment business in exchange for a 30% interest in the newly formed legal entity called Parkmobile, LLC (“Parkmobile”). The Parkmobile joint venture combined two parking transaction engines, with SP Plus contributing the Click and Park® parking prepayment systems, which enables consumers to reserve and pay for parking online in advance and Parkmobile USA contributing its on demand transaction engine that allows consumers to transact real-time payment for parking privileges in both on- and off-street environments. On January 3, 2018, the Company closed a transaction to sell the entire 30% interest in Parkmobile to Parkmobile USA, Inc. for a gross sale price of $19.0 million and in the first quarter of 2018, the Company recognized a pre-tax gain of $10.1 million , net of closing costs, and included in Equity in (earnings) losses from investment in unconsolidated entity within the Consolidated Statements of Income for the twelve months ended December 31, 2018 . The Company historically accounted for its investment in the Parkmobile joint venture using the equity method of accounting, and its underlying share of equity in Parkmobile was included in Equity investments in unconsolidated entities within the Consolidated Balance Sheets. The equity (earnings) losses in the Parkmobile joint venture were historically included in Equity in (earnings) losses from investment in unconsolidated entity within the Consolidated Statements of Income. |
Noncontrolling Interests | Noncontrolling Interests Noncontrolling interests represent the noncontrolling holders' percentage share of income or losses from the subsidiaries in which the Company holds a majority, but less than 100 percen t, ownership interest and the results of which are consolidated and included within in our Consolidated Financial Statements. |
Income Taxes | Income Taxes Income tax expense involves management judgment as to the ultimate resolution of any tax issues. Historically, our assessments of the ultimate resolution of tax issues have been reasonably accurate. The current open issues are not dissimilar from historical items. Deferred income taxes are computed using the asset and liability method, such that deferred tax assets and liabilities are recognized for the expected future tax consequences of temporary differences between financial reporting amounts and the tax bases of existing assets and liabilities based on currently enacted tax laws and tax rates in effect for the periods in which these temporary differences are expected to reverse or be settled. Income tax expense is the tax payable for the period plus the change during the period in deferred income taxes. The Company has certain state net operating loss carry forwards which expire in 2036. The Company considers a number of factors in its assessment of the recoverability of its net operating loss carryforwards including their expiration dates, the limitations imposed due to the change in ownership as well as future projections of income. Future changes in the Company's operating performance along with these considerations may significantly impact the amount of net operating losses ultimately recovered, and its assessment of their recoverability. When evaluating our tax positions, the Company accounts for uncertainty in income taxes in our Consolidated Financial Statements. The evaluation of a tax position by the Company is a two-step process, the first step being recognition. The first step is to determine whether it is more-likely-than-not that a tax position will be sustained upon tax examination, including resolution of any related appeals or litigation processes, based on only the technical merits of the position and the weight of available evidence. If a tax position does not meet the more-likely-than-not threshold, which is more than 50% likely of being realized, the benefit of that position is not recognized in our financial statements. The second step is measurement of the tax benefit. The tax position is measured as the largest amount of benefit that is more-likely-than-not of being realized, which is more than 50% likely of being realized upon ultimate resolution with a taxing authority. On December 22, 2017, the U.S. Tax Cuts and Jobs Act of 2017 (the “2017 Tax Act”) was signed into law. The 2017 Tax Act includes significant changes to the corporate income tax system in the United States, including a federal corporate rate reduction from 35% to 21% and the transition of United States international taxation from a worldwide tax system to a territorial tax system, and a one-time transition tax on the mandatory deemed repatriation of foreign earnings. The 2017 Tax Act requires complex computations to be performed that were not previously required in U.S. tax law, significant judgments to be made in interpretation of the provisions of the 2017 Tax Act and significant estimates in calculations, and the preparation and analysis of information not previously relevant or regularly produced. The U.S. Department of Treasury, the Internal Revenue Service (IRS), foreign jurisdictions, state jurisdictions and other standard-setting bodies could interpret or issue guidance on how provisions of the 2017 Tax Act will be applied or otherwise administered that is different than our interpretation. The Company is required to recognize the effect of the tax law changes in the period of enactment, which include determining the transition tax, remeasuring our deferred tax assets and liabilities as well as reassessing the net realizability of our deferred tax assets and liabilities. On December 22, 2017, the SEC staff issued Staff Accounting Bulletin No. 118, Income Tax Accounting Implications of the Tax Cuts and Jobs Act of 2017 (SAB 118), as issued to address the application of US GAAP in situations when a registrant does not have the necessary information available, prepared, or analyzed (including computations) in reasonable detail to complete accounting for certain income tax effects of the 2017 Tax Act. The Company completed its analysis of the income tax effects of the 2017 Tax Act in the fourth quarter of 2018 (within the measurement period not to extend beyond one year) in accordance with SAB 118. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements Recently Adopted Accounting Pronouncements In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2014-09 "Revenue from Contracts with Customers" (Topic 606) and following its release, the FASB also issued the following additional ASUs updating the topic: • In December 2016, the FASB issued ASU No. 2016-20, Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers • In May 2016, the FASB issued ASU No. 2016-12 , Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients • In April 2016, the FASB issued ASU No. 2016-10, Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing • In March 2016, the FASB issued ASU No. 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net) • In August 2015, the FASB issued ASU No. 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date Topic 606 supersedes the revenue recognition requirements in ASC 605, Revenue Recognition ( Topic 605 ), and requires entities to recognize revenue when control of the promised goods or services is transferred to customers at an amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods or services. The Company adopted the provisions of Topic 606 on January 1, 2018 using the modified retrospective transition method and therefore the comparative periods have not been recasted and continue to be reported under the accounting standards in effect for those prior periods presented. The standard has been applied to contracts that have not been completed at the date of initial application. Furthermore and in accordance with Topic 606, the Company has not retrospectively restated the contracts that were modified before the beginning of the earliest reporting period presented. The aggregate effect of all modifications when identifying the satisfied and unsatisfied performance obligations were reflected in determining and allocating the transaction price. The application of these practical expedients did not have a significant impact on the Company’s financial position, results of operations, cash flows and related financial statement disclosures. In May 2017, the FASB issued ASU No. 2017-10, Service Concession Arrangements ( Topic 853 ): Determining the Customer of the Operation Services . Topic 853 further clarifies how operating entities should determine the customer of operation services for transactions within the scope of Topic 853. The Company determined that revenue generated from service concession arrangements, will be accounted for under the guidance of Topic 606 upon adoption of Topic 853. The Company adopted the provisions of Topic 853 on January 1, 2018 and upon the adoption, the Company was required to reclassify certain assets used in service concession arrangements that were previously included in Leasehold improvements, equipment and construction in progress, net, to Other assets, net within the Consolidated Balance Sheet for December 31, 2018 (as discussed previously, the prior period presented has not been recasted). In addition, the Company has the contractual right to invoice a customer prior to the performance obligation being satisfied in certain contractual arrangements, primarily related to monthly parking arrangements, and therefore effective January 1, 2018; the Company established a contract asset with a corresponding contract liability for the performance obligation expected to be satisfied at a future date. The impact of this change on the Consolidated Balance Sheet as of December 31, 2018 is as follows: Impact of Changes in Accounting Policies as of December 31, 2018 (millions, unaudited) As Reported Balances without Adoption of Topics 606 and 853 Impact of Adoption Increase/(Decrease) Assets Notes and accounts receivable, net (1) $ 150.7 $ 140.3 $ 10.4 Leasehold improvements, equipment and construction in progress, net (2) 40.3 40.8 (0.5 ) Other assets, net (2) 17.3 16.8 0.5 Liabilities Accrued expenses (1) $ 45.1 $ 34.7 $ 10.4 (1) Approximately $10.4 million and $10.4 million of contract assets and contract liabilities, respectively, were recognized as of December 31, 2018. (2) Leasehold improvements used in service concession arrangements of approximately $0.5 million were reclassified from Leasehold improvements, equipment and construction in progress to Other assets, net, as of December 31, 2018. The adoption of Topics 606 and 853 had no impact to the Company’s Operating income or Net income for the year ended December 31, 2018. Certain expenses, primarily rental expense for the contractual arrangements that meet the definition of service concession arrangements under Topic 853, have been recorded as a reduction of revenue for the year ended December 31, 2018 (as discussed above, prior periods have not been recasted). The impact of this change to gross profit and depreciation and amortization for the year ended December 31, 2018 was as follows: Impact of Changes in Accounting Policies for the Year Ended December 31, 2018 (millions, unaudited) As Reported Balances without Adoption of Topics 606 and 853 Impact of Adoption Services revenue Lease type contracts (1) $ 413.9 $ 547.5 $ (133.6 ) Management type contracts 361.5 361.7 (0.2 ) 775.4 909.2 (133.8 ) Reimbursed management type contract revenue 693.0 693.0 — Total services revenue 1,468.4 1,602.2 (133.8 ) Cost of services Lease type contracts (1) 377.6 511.0 (133.4 ) Management type contracts 213.8 213.8 — 591.4 724.8 (133.4 ) Reimbursed management type contract expense 693.0 693.0 — Total cost of services 1,284.4 1,417.8 (133.4 ) Gross profit Lease type contracts 36.3 36.5 (0.2 ) Management type contracts 147.7 147.8 (0.1 ) Total gross profit $ 184.0 $ 184.3 $ (0.3 ) Depreciation and amortization $ 17.9 $ 18.2 $ (0.3 ) (1) Certain expenses, primarily rental expense for contractual arrangements that meet the definition of a service concession arrangement under Topic 853, of approximately $133.4 million that would have been previously classified as Cost of services - lease type contracts have been classified as a reduction of revenue and included in Services revenue - lease type contracts for the year ended December 31, 2018. The adoption of Topics 606 and 853 did not result in a cumulative effect on our opening retained earnings and there was no impact to the Company's Consolidated Statements of Cash Flows. See Note 4. Revenue for further discussion on the impacts of adopting Topics 606 and 853. In May 2017, the FASB issued ASU No. 2017-09, Compensation - Stock Compensation (Topic 718), Scope Modification Accounting . ASU No. 2017-09 clarifies when to account for a change to the terms or conditions of a share-based payment award as a modification. Under the new guidance, modification accounting is required only if the fair value, the vesting conditions, or the classification of the award (as equity or liability) changes as a result of the change in terms or conditions. The guidance is effective prospectively for all companies for annual periods beginning on or after December 15, 2017. Early adoption is permitted. The Company adopted the standard as of January 1, 2018. The standard did not have an impact on the Company’s financial position, results of operations, cash flows and financial statement disclosures. In January 2017, the FASB issued ASU No. 2017-01, Business Combinations - Clarifying the Definition of a Business (Topic 805) . Under ASU No. 2017-01, an entity first determines whether substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or a group of similar identifiable assets. If this threshold is met, the set is not a business. If it’s not met, the entity then evaluates whether the set meets the requirement that a business include, at a minimum, an input and a substantive process that together significantly contribute to the ability to create outputs. ASU No. 2017-01 is effective for fiscal years beginning after December 15, 2017, and interim periods within those years. The standard will be applied prospectively to any transactions occurring within the period of adoption. The Company adopted the standard as of January 1, 2018. The standard did not have an impact on the Company’s financial position, results of operations, cash flows and financial statement disclosures. In February 2018, the FASB issued ASU No. 2018-02, Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income . The ASU provides guidance that permits companies to reclassify disproportionate tax effects in accumulated other comprehensive income (AOCI) caused by the Tax Cuts and Jobs Act of 2017 (the "2017 Tax Act") to retained earnings. The FASB refers to these amounts as "stranded tax effects." Companies that elect to reclassify the effects associated with the change in US federal corporate income tax rate must do so for all items within the AOCI. The new guidance also requires all companies to include certain new disclosures in their financial statements, regardless of whether a company opts to make the reclassification. Companies may adopt the new guidance using one of two transition methods: (1) retrospective to each period (or periods) in which the income tax effects of the 2017 Tax Act related to items remaining in AOCI are recognized, or (2) at the beginning of the period of adoption. ASU No. 2018-02 is effective for all companies for fiscal years beginning after December 15, 2018 and interim periods within those fiscal years. Public business entities may early adopt the guidance for financial statements that have not yet been issued. The Company adopted the provisions of ASU 2018-02 in the fourth quarter of 2018. The impact to the Company's financial position, results of operations, cash flow and financial statement disclosures are as follows: • At the beginning of the twelve months ended December 31, 2018 , as allowed by ASU 2018-02, the Company elected to reclassify the "stranded tax effects" from AOCI to retained earnings. As a result, beginning retained earnings includes a $0.6 million adjustment related to the recognition of stranded tax effects previously not recognized as a reduction of expense by the Company as of December 31, 2017 . • There was no significant impact to diluted weighted average shares outstanding for purposes of calculating net income per common share-diluted for the twelve months ended December 31, 2018 , as a result of the adoption. Accounting Pronouncements to be Adopted In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842). ASU No. 2016-02 requires lessees to record most leases on the balance sheet and recognize expense, similar to current accounting guidance, on the income statement. Additionally, the classification criteria and the accounting for sales-type and direct financing leases is modified for lessors. Under ASU No. 2016-02, all entities are required to recognize "right-of-use" ("ROU") assets and lease liabilities on the balance sheet for all leases classified as either operating or finance leases. Lease classification will determine recognition of lease-related revenue and expense. Since the release of ASU No. 2016-02, the FASB also issued the following additional ASUs updating the topic: • In January 2018, the FASB issued ASU No. 2018-01, Land Easement Practical Expedient for Transition to Topic 842 • In July 2018, the FASB issued ASU No. 2018-11, Lease (Topic 842): Targeted Improvements • In July 2018, the FASB issued ASU No. 2018-10, Codification Improvements to Topic 842, Leases • In December 2018, the FASB issued ASU No. 2018-20, Narrow Scope Improvements for Lessors ASU No. 2016-02 and its related ASUs are effective for interim and annual reporting periods beginning after December 15, 2018. The Company is finalizing the project plan in place to guide the implementation and assessment of the impact of the standard and other changes to the Company's financial position, results of operations, cash flows and financial statement disclosures. This plan has included an assessment of the Company’s portfolio of leases, understanding key policy elections and considerations under the standard as well as changes to key processes and internal controls. In addition to these procedures, the Company has selected a lease accounting software solution to support the new reporting requirements, extracted and input into the software solution data from the lease agreements. The Company will adopt the standard as of January 1, 2019, the beginning of fiscal 2019. The Company will take advantage of the transition package of practical expedients as permitted within ASU No. 2016-02 which among other things allows the Company to carry forward the historical lease classification. The Company will be making an accounting policy election to keep leases with an initial lease term of 12 months or less off of the Consolidated Balance Sheet and therefore there will be no requirement to recognize ROU assets and lease liabilities for these leases. We will recognize those lease payments in the Consolidated Statements of Operations on a straight-line basis over the lease term. The standard will have a material impact on the Consolidated Balance Sheet and the Company estimates that the adoption of the standard is expected to result in the recognition of ROU lease assets and lease liabilities for operating leases ranging from approximately $475.0 million to $505.0 million and $490.0 million to $520.0 million , respectively. We do not believe the standard will materially affect our Consolidated Statement of Income or Consolidated Statement of Cash flow. The Company is currently assessing the impact of adopting this standard on the Company’s financial statement disclosures. The standard will have no impact on our debt-covenant compliance under our current agreements. In January 2017, the FASB issued ASU No. 2017-04, Intangibles – Goodwill and Other (Topic 350): Simplifying the Accounting for Goodwill Impairment. The new guidance simplifies the accounting for goodwill impairment by removing Step 2 of the goodwill impairment test, which requires a hypothetical purchase price allocation. A goodwill impairment will now be the amount by which a reporting unit’s carrying value exceeds its fair value, not to exceed the carrying amount of goodwill. All other goodwill impairment guidance will remain largely unchanged. Entities will continue to have the option to perform a qualitative assessment to determine if a quantitative impairment test is necessary. The same one-step impairment test will be applied to goodwill at all reporting units, even those with zero or negative carrying amounts. Entities will be required to disclose the amount of goodwill at reporting units with zero or negative carrying amounts. ASU No. 2017-04 is effective for annual or any interim goodwill impairment tests in fiscal years beginning after December 15, 2019. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. The Company is currently assessing the impact of adopting the standard on the Company's financial position, results of operations, cash flows and financial statement disclosures. In June 2016, the FASB issued ASU No. 2016-13, Credit Losses - Measurement of Credit Losses on Financial Instruments (Topic 326) . The standard significantly changes how entities will measure credit losses for most financial assets and certain other instruments that are not measured at fair value through net income. The standard will replace today’s “incurred loss” approach with an “expected loss” model for instruments measured at amortized cost. For available-for-sale debt securities, entities will be required to record allowances rather than reduce the carrying amount, as they do today under the other-than-temporary impairment model. Entities will apply the standard’s provisions as a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is effective. The standard is effective for interim and annual reporting periods beginning after December 15, 2019. The Company is currently assessing the impact of adopting this standard on the Company’s financial position, results of operations, cash flows and financial statement disclosures. In August 2018, the FASB issued ASU No. 2018-15, Intangibles – Goodwill and Other – Internal - Use Software (Subtopic 350-40): Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract. The standard requires a customer in a cloud computing arrangement that is a service contract to follow the internal-use software guidance in Accounting Standards Codification (ASC) 350-40 to determine which implementation costs to capitalize as assets. Capitalized implementation costs related to a hosting arrangement that is a service contract will be amortized over the term of the hosting arrangement, beginning when the module or component of the hosting arrangement is ready for its intended use. The standard is effective for interim and annual reporting periods beginning after December 15, 2019. The Company is currently assessing the impact of adopting this standard on the Company’s financial position, results of operations, cash flows and financial statement disclosures. In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820). This standard modifies the disclosures on fair value measurements by removing the requirement to disclose the amount and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy and the policy for timing of such transfers. The ASU expands the disclosure requirements for Level 3 fair value measurements, primarily focused on changes in unrealized gains and losses included in other comprehensive income. The standard is effective for interim and annual reporting periods beginning after December 15, 2019. The Company is currently assessing the impact of adopting this standard on the Company’s financial position, results of operations, cash flows and financial statement disclosures. |
Significant Accounting Polici_3
Significant Accounting Policies and Practices (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Schedule of Contract with Customer, Asset and Liability | The Company adopted the provisions of Topic 853 on January 1, 2018 and upon the adoption, the Company was required to reclassify certain assets used in service concession arrangements that were previously included in Leasehold improvements, equipment and construction in progress, net, to Other assets, net within the Consolidated Balance Sheet for December 31, 2018 (as discussed previously, the prior period presented has not been recasted). In addition, the Company has the contractual right to invoice a customer prior to the performance obligation being satisfied in certain contractual arrangements, primarily related to monthly parking arrangements, and therefore effective January 1, 2018; the Company established a contract asset with a corresponding contract liability for the performance obligation expected to be satisfied at a future date. The impact of this change on the Consolidated Balance Sheet as of December 31, 2018 is as follows: Impact of Changes in Accounting Policies as of December 31, 2018 (millions, unaudited) As Reported Balances without Adoption of Topics 606 and 853 Impact of Adoption Increase/(Decrease) Assets Notes and accounts receivable, net (1) $ 150.7 $ 140.3 $ 10.4 Leasehold improvements, equipment and construction in progress, net (2) 40.3 40.8 (0.5 ) Other assets, net (2) 17.3 16.8 0.5 Liabilities Accrued expenses (1) $ 45.1 $ 34.7 $ 10.4 (1) Approximately $10.4 million and $10.4 million of contract assets and contract liabilities, respectively, were recognized as of December 31, 2018. (2) Leasehold improvements used in service concession arrangements of approximately $0.5 million were reclassified from Leasehold improvements, equipment and construction in progress to Other assets, net, as of December 31, 2018. The following table provides information about changes to contract asset balances for the year ended December 31, 2018: (millions) Contract Asset Balance as of January 1, 2018 $ 12.2 Additional contract assets 132.7 Reclassification to accounts receivable (133.5 ) Balance as of December 31, 2018 $ 11.4 The following table provides information about contract assets and contract liabilities with customers and clients as of December 31, 2018: (millions) December 31, 2018 Accounts receivable $ 139.3 Contract asset 11.4 Contract liability $ (19.1 ) The following table provides information about changes to contract liability balances for the year ended December 31, 2018: (millions) Contract Liability Balance as of January 1, 2018 $ (20.5 ) Additional contract liabilities (170.4 ) Recognition of revenue from contract liabilities 171.8 Balance as of December 31, 2018 $ (19.1 ) |
Schedule of Amortization Expense Related to Cost of Contracts | The impact of this change to gross profit and depreciation and amortization for the year ended December 31, 2018 was as follows: Impact of Changes in Accounting Policies for the Year Ended December 31, 2018 (millions, unaudited) As Reported Balances without Adoption of Topics 606 and 853 Impact of Adoption Services revenue Lease type contracts (1) $ 413.9 $ 547.5 $ (133.6 ) Management type contracts 361.5 361.7 (0.2 ) 775.4 909.2 (133.8 ) Reimbursed management type contract revenue 693.0 693.0 — Total services revenue 1,468.4 1,602.2 (133.8 ) Cost of services Lease type contracts (1) 377.6 511.0 (133.4 ) Management type contracts 213.8 213.8 — 591.4 724.8 (133.4 ) Reimbursed management type contract expense 693.0 693.0 — Total cost of services 1,284.4 1,417.8 (133.4 ) Gross profit Lease type contracts 36.3 36.5 (0.2 ) Management type contracts 147.7 147.8 (0.1 ) Total gross profit $ 184.0 $ 184.3 $ (0.3 ) Depreciation and amortization $ 17.9 $ 18.2 $ (0.3 ) (1) Certain expenses, primarily rental expense for contractual arrangements that meet the definition of a service concession arrangement under Topic 853, of approximately $133.4 million that would have been previously classified as Cost of services - lease type contracts have been classified as a reduction of revenue and included in Services revenue - lease type contracts for the year ended December 31, 2018. The table below shows amortization expense related to cost of contracts for the years ended December 31, 2018 , 2017 and 2016 , respectively. Amortization expense of cost of contracts related to service concession arrangements within the scope of Topic 853 is recorded as a reduction of revenue and was not significant for the years ended December 31, 2018 , 2017 and 2016 , respectively. Year Ended December 31, (millions) 2018 2017 2016 Amortization expense related to cost of contract $ 3.0 $ 3.2 $ 3.4 |
Acquisition (Tables)
Acquisition (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Business Combinations [Abstract] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following estimated fair values of assets acquired and liabilities assumed are provisional and are based on the information that was available as of the acquisition date to estimate the fair value of assets acquired and liabilities assumed: (millions) Cash and cash equivalents $ 5.9 Notes and accounts receivable 13.2 Prepaid expenses and other 2.0 Advances and deposits 0.2 Leasehold improvements, equipment and construction in progress, net 1.5 Other intangible assets, net 118.0 Goodwill 154.1 Accounts payable (6.5 ) Accrued expenses (4.1 ) Other long-term liabilities (0.7 ) Net assets acquired and liabilities assumed $ 283.6 |
Schedule of Other Intangible Assets | Other Intangibles assets, net acquired consist of the following: (millions) Estimated Life (1) Estimated Fair Value Trade name 5.0 Years $ 5.6 Customer relationships 12.4 - 15.8 Years 100.4 Existing technology 5.0 - 6.0 Years 10.4 Non-compete agreement 5.0 Years 1.6 Estimated fair value of identified intangibles $ 118.0 (1) Represents preliminary estimated life of assets acquired. |
Business Acquisition, Pro Forma Information | Additionally, the pro forma financial information does not reflect the costs which the company has incurred or may incur to integrate Bags. Year Ended December 31, (millions) 2018 2017 Total services revenue $ 1,617.7 $ 1,735.1 Net income attributable to SP Plus Corporation 55.1 41.4 |
Acquisition, Restructuring an_2
Acquisition, Restructuring and Integration Costs (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Business Combinations [Abstract] | |
Schedule of acquisition related costs | Year Ended December 31, (millions) 2018 2017 2016 General and administrative expenses $ 8.1 $ 1.2 $ 4.5 Depreciation and amortization — — 2.4 Total $ 8.1 $ 1.2 $ 6.9 |
Revenue (Tables)
Revenue (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Remaining Performance Obligation | The Company expects to recognize our remaining performance obligations as revenue in future periods as follows: (millions) Remaining Performance Obligations 2019 $ 48.6 2020 29.0 2021 16.9 2022 8.6 2023 5.3 2024 and thereafter 5.2 Total $ 113.6 |
Schedule of Contract with Customer, Asset and Liability | The Company adopted the provisions of Topic 853 on January 1, 2018 and upon the adoption, the Company was required to reclassify certain assets used in service concession arrangements that were previously included in Leasehold improvements, equipment and construction in progress, net, to Other assets, net within the Consolidated Balance Sheet for December 31, 2018 (as discussed previously, the prior period presented has not been recasted). In addition, the Company has the contractual right to invoice a customer prior to the performance obligation being satisfied in certain contractual arrangements, primarily related to monthly parking arrangements, and therefore effective January 1, 2018; the Company established a contract asset with a corresponding contract liability for the performance obligation expected to be satisfied at a future date. The impact of this change on the Consolidated Balance Sheet as of December 31, 2018 is as follows: Impact of Changes in Accounting Policies as of December 31, 2018 (millions, unaudited) As Reported Balances without Adoption of Topics 606 and 853 Impact of Adoption Increase/(Decrease) Assets Notes and accounts receivable, net (1) $ 150.7 $ 140.3 $ 10.4 Leasehold improvements, equipment and construction in progress, net (2) 40.3 40.8 (0.5 ) Other assets, net (2) 17.3 16.8 0.5 Liabilities Accrued expenses (1) $ 45.1 $ 34.7 $ 10.4 (1) Approximately $10.4 million and $10.4 million of contract assets and contract liabilities, respectively, were recognized as of December 31, 2018. (2) Leasehold improvements used in service concession arrangements of approximately $0.5 million were reclassified from Leasehold improvements, equipment and construction in progress to Other assets, net, as of December 31, 2018. The following table provides information about changes to contract asset balances for the year ended December 31, 2018: (millions) Contract Asset Balance as of January 1, 2018 $ 12.2 Additional contract assets 132.7 Reclassification to accounts receivable (133.5 ) Balance as of December 31, 2018 $ 11.4 The following table provides information about contract assets and contract liabilities with customers and clients as of December 31, 2018: (millions) December 31, 2018 Accounts receivable $ 139.3 Contract asset 11.4 Contract liability $ (19.1 ) The following table provides information about changes to contract liability balances for the year ended December 31, 2018: (millions) Contract Liability Balance as of January 1, 2018 $ (20.5 ) Additional contract liabilities (170.4 ) Recognition of revenue from contract liabilities 171.8 Balance as of December 31, 2018 $ (19.1 ) |
Schedule of Amortization Expense Related to Cost of Contracts | The impact of this change to gross profit and depreciation and amortization for the year ended December 31, 2018 was as follows: Impact of Changes in Accounting Policies for the Year Ended December 31, 2018 (millions, unaudited) As Reported Balances without Adoption of Topics 606 and 853 Impact of Adoption Services revenue Lease type contracts (1) $ 413.9 $ 547.5 $ (133.6 ) Management type contracts 361.5 361.7 (0.2 ) 775.4 909.2 (133.8 ) Reimbursed management type contract revenue 693.0 693.0 — Total services revenue 1,468.4 1,602.2 (133.8 ) Cost of services Lease type contracts (1) 377.6 511.0 (133.4 ) Management type contracts 213.8 213.8 — 591.4 724.8 (133.4 ) Reimbursed management type contract expense 693.0 693.0 — Total cost of services 1,284.4 1,417.8 (133.4 ) Gross profit Lease type contracts 36.3 36.5 (0.2 ) Management type contracts 147.7 147.8 (0.1 ) Total gross profit $ 184.0 $ 184.3 $ (0.3 ) Depreciation and amortization $ 17.9 $ 18.2 $ (0.3 ) (1) Certain expenses, primarily rental expense for contractual arrangements that meet the definition of a service concession arrangement under Topic 853, of approximately $133.4 million that would have been previously classified as Cost of services - lease type contracts have been classified as a reduction of revenue and included in Services revenue - lease type contracts for the year ended December 31, 2018. The table below shows amortization expense related to cost of contracts for the years ended December 31, 2018 , 2017 and 2016 , respectively. Amortization expense of cost of contracts related to service concession arrangements within the scope of Topic 853 is recorded as a reduction of revenue and was not significant for the years ended December 31, 2018 , 2017 and 2016 , respectively. Year Ended December 31, (millions) 2018 2017 2016 Amortization expense related to cost of contract $ 3.0 $ 3.2 $ 3.4 |
Net Income per Common Share (Ta
Net Income per Common Share (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Earnings Per Share [Abstract] | |
Schedule of reconciliation of the weighted average basic common shares outstanding to weighted average diluted common shares outstanding | A reconciliation of the basic weighted average common shares outstanding to diluted weighted average common shares outstanding is as follows: Year Ended December 31, (millions, except share and per share data) 2018 2017 2016 Net income attributable to SP Plus Corporation $ 53.2 $ 41.2 $ 23.1 Basic weighted average common shares outstanding 22,394,542 22,195,350 22,238,021 Dilutive impact of share-based awards 212,681 312,938 290,101 Diluted weighted average common shares outstanding 22,607,223 22,508,288 22,528,122 Net income per common share Basic $ 2.38 $ 1.86 $ 1.04 Diluted $ 2.35 $ 1.83 $ 1.03 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-based compensation arrangements, vested stock grants | The following is a summary of Company authorized vested stock grants to certain directors for the year ended December 31, 2018 , 2017 and 2016 . Stock-based compensation expense related to vested stock grants are included in General and administrative expenses within the Consolidated Statements of Income. Year Ended December 31, (millions, except stock grants) 2018 2017 2016 Vested stock grants 12,736 16,428 32,180 Stock-based compensation expense $ 0.5 $ 0.5 $ 0.7 |
Summary of the status of the restricted stock units and changes during the period | A summary of the status of the restricted stock units as of December 31, 2018 , and changes during the year ended December 31, 2018 , 2017 and 2016 , are presented below: Shares Weighted Nonvested as of December 31, 2015 401,716 $ 19.25 Issued 4,020 24.87 Vested (54,215 ) 18.33 Forfeited (17,324 ) 19.68 Nonvested as of December 31, 2016 334,197 $ 19.45 Issued 22,000 18.25 Vested (26,399 ) 18.98 Forfeited (4,537 ) 21.92 Nonvested as of December 31, 2017 325,261 $ 19.37 Issued 57,089 35.28 Vested (173,240 ) 19.67 Forfeited (6,456 ) 21.57 Nonvested as of December 31, 2018 202,654 $ 23.53 |
Summary of compensation expense related to restricted stock units | The table below shows the Company's stock-based compensation expense related to the restricted stock units for the years ended December 31, 2018 , 2017 and 2016 , and is included in General and administrative expenses within the Consolidated Statements of Income. Year Ended December 31, (millions) 2018 2017 2016 Stock-based compensation expense $ 0.9 $ 0.9 $ 0.9 The table below shows the Company's stock-based compensation expense related to the Performance-Based Incentive Program for the years ended December 31, 2018 , 2017 and 2016 , and is included in General and administrative expenses within the Consolidated Statements of Income. Year Ended December 31, (millions) 2018 2017 2016 Stock-based compensation $ 1.4 $ 1.3 $ 1.8 |
Summary of unrecognized compensation expense related to share based payment | Unrecognized stock-based compensation expense related to the restricted stock units and the respective weighted average periods in which the expense will be recognized for the years ended December 31, 2018 , 2017 and 2016 , is shown in the table below. Year Ended December 31, (millions) 2018 2017 2016 Unrecognized stock-based compensation $ 1.8 $ 0.9 $ 1.7 Weighted average (years) 2.3 years 2.1 years 2.8 years |
Summary of the status of the performance stock units and changes during the period | A summary of the status of the performance share units as of December 31, 2018 , and changes during the year ended December 31, 2018 , 2017 and 2016 are presented below: Shares Weighted Nonvested as of December 31, 2015 173,851 $ 20.63 Issued 99,466 23.72 Vested (84,417 ) 19.15 Forfeited (29,423 ) 22.52 Nonvested as of December 31, 2016 159,477 22.99 Issued (1) 29,494 29.51 Vested (61,919 ) 22.63 Forfeited (11,770 ) 25.86 Nonvested as of December 31, 2017 115,282 28.01 Issued (2) 55,640 36.49 Vested (66,657 ) 25.42 Forfeited (10,572 ) 29.70 Nonvested as of December 31, 2018 93,693 $ 35.92 (1) Includes a reduction of 59,091 shares of performance adjustments made at a weighted average grant-date fair value of $26.07 . (2) Includes a reduction of 45,075 shares of performance adjustments made at a weighted average grant-date fair value of $35.86 . |
Leasehold Improvements, Equip_2
Leasehold Improvements, Equipment, Land and Construction in Progress, net (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |
Summary of leasehold improvements, equipment, and construction in progress and related accumulated depreciation and amortization | Leasehold improvements, equipment, and construction in progress and related accumulated depreciation and amortization is as follows: December 31 (millions) Ranges of Estimated Useful Life 2018 2017 Equipment 1 - 10 Years $ 41.5 $ 39.6 Software 2 - 5 Years 34.7 31.9 Vehicles 1 - 10 Years 23.6 9.1 Other 3 Years 0.6 0.5 Leasehold improvements Shorter of lease term or economic life up to 10 years 17.7 20.8 Construction in progress 4.4 2.7 122.5 104.6 Less accumulated depreciation and amortization (82.2 ) (77.2 ) Leasehold improvements, equipment, land and construction in progress, net $ 40.3 $ 27.4 The table below shows the Company's depreciation and amortization expense related to Leasehold improvements, equipment and construction in progress for the years ended December 31, 2018 , 2017 and 2016 , and is included in Depreciation and amortization expense within the Consolidated Statements of Income. Year Ended December 31, (millions) 2018 2017 2016 Depreciation expense $ 9.6 $ 11.3 $ 16.2 |
Cost of Contracts, net (Tables)
Cost of Contracts, net (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of contract cost | The table below shows the Company's amortization expense related to costs of contracts for the years ended December 31, 2018 , 2017 and 2016 , and is primarily included in Depreciation and amortization within the Consolidated Statements of Income. Year Ended December 31, (millions) 2018 2017 2016 Amortization expense $ 3.0 $ 3.2 $ 3.4 Weighted average life (years) 9.4 9.8 9.6 The expected future amortization of cost of contracts is as follows: (millions) Cost of 2019 $ 2.8 2020 1.7 2021 1.2 2022 1.1 2023 0.8 2024 and Thereafter 1.6 Total $ 9.2 Cost of contracts, net, is comprised of the following: December 31, (millions) 2018 2017 Cost of contracts $ 33.8 $ 30.5 Accumulated amortization (24.6 ) (21.6 ) Cost of contracts, net $ 9.2 $ 8.9 |
Other Intangible Assets, net (T
Other Intangible Assets, net (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of intangible assets, net | The table below shows the amortization expense related to intangible assets for the years ended December 31, 2018 , 2017 and 2016 , and is included in Depreciation and amortization within the Consolidated Statements of Income. Year Ended December 31, (millions) 2018 2017 2016 Amortization expense $ 6.1 $ 7.2 $ 14.6 The following presents a summary of other intangible assets: December 31, 2018 2017 (millions) Weighted Acquired Accumulated Acquired Acquired Accumulated Acquired Covenant not to compete 4.9 $ 1.6 $ — $ 1.6 $ 0.9 $ (0.9 ) $ — Trade names and trademarks 4.9 6.3 (0.7 ) 5.6 9.8 (9.7 ) 0.1 Proprietary know how 5.7 11.0 (0.8 ) 10.2 34.6 (34.5 ) 0.1 Management contract rights 10.0 81.0 (32.2 ) 48.8 81.0 (27.1 ) 53.9 Customer relationships 14.9 100.4 (0.6 ) 99.8 — — — Acquired intangible assets, net (2) 12.5 $ 200.3 $ (34.3 ) $ 166.0 $ 126.3 $ (72.2 ) $ 54.1 (1) Excludes the original cost and accumulated amortization on fully amortized intangible assets. (2) Intangible assets have estimated remaining lives between a half year and 16 years. |
Schedule of expected future amortization of intangible assets | Year Ended December 31, (millions) 2018 2017 2016 Amortization expense $ 6.1 $ 7.2 $ 14.6 The expected future amortization of intangible assets as of December 31, 2018 is as follows: (millions) Intangible asset 2019 $ 15.1 2020 15.1 2021 15.1 2022 15.0 2023 14.9 2024 and thereafter 90.8 Total $ 166.0 |
Favorable and Unfavorable Acq_2
Favorable and Unfavorable Acquired Lease Contracts, net (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Leases [Abstract] | |
Schedule of favorable and unfavorable lease contracts | The following presents a summary of favorable and unfavorable lease contracts: Favorable Unfavorable December 31, December 31, (millions) 2018 2017 2018 2017 Acquired fair value of lease contracts $ 62.2 $ 65.2 $ (70.6 ) $ (81.3 ) Accumulated (amortization) accretion (44.6 ) (41.9 ) 45.9 49.8 Total acquired fair value of lease contracts, net $ 17.6 $ 23.3 $ (24.7 ) $ (31.5 ) |
Schedule of Favorable Acquired Lease Contracts | The table below shows the amortization expense for favorable acquired lease contracts, which is recognized as an increase to Cost of services - lease type contracts within the Consolidated Statements of Income for the years ended December 31, 2018 , 2017 and 2016 , along with the weighted average remaining useful life. Year Ended December 31, (millions) 2018 2017 2016 Amortization expense $ 5.7 $ 6.6 $ 8.3 Weighted average life (years) 12.0 14.1 11.9 |
Schedule of Unfavorable Acquired Lease Contracts | The table below shows the amortization expense for unfavorable acquired lease contracts, which is recognized as a decrease to Cost of services - lease type contracts within the Consolidated Statements of Income, for the years ended December 31, 2018 , 2017 and 2016 , along with the weighted average remaining useful life. Year Ended December 31, (millions) 2018 2017 2016 Amortization expense $ 6.7 $ 8.8 $ 10.1 Weighted average life (years) 7.9 10.7 10.5 |
Schedule of expected future amortization (accretion) of lease contract rights | The expected future amortization (accretion) of acquired lease contracts is as follows: (millions) Favorable Unfavorable Unfavorable, 2019 $ 3.5 $ (5.6 ) $ (2.1 ) 2020 3.0 (3.7 ) (0.7 ) 2021 2.2 (2.7 ) (0.5 ) 2022 1.5 (2.6 ) (1.1 ) 2023 1.0 (2.2 ) (1.2 ) 2024 and thereafter 6.4 (7.9 ) (1.5 ) Total $ 17.6 $ (24.7 ) $ (7.1 ) |
Goodwill (Tables)
Goodwill (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of amounts for goodwill and changes to carrying value by operating segment | The amounts for goodwill and changes to carrying value by reportable segment are as follows: (millions) Segment Segment Total Balance as of December 31, 2016 $ 368.7 $ 62.7 $ 431.4 Foreign currency translation 0.3 — 0.3 Balance as of December 31, 2017 $ 369.0 $ 62.7 $ 431.7 Goodwill acquired — 154.1 154.1 Foreign currency translation (0.3 ) — (0.3 ) Balance as of December 31, 2018 $ 368.7 $ 216.8 $ 585.5 |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Schedule of carrying and estimated fair values of the Company's financial instruments | The following table presents the carrying amounts and estimated fair values of financial instruments not measured at fair value in the Consolidated Balance Sheets at December 31, 2018 and 2017 : 2018 2017 (millions) Carrying Fair Carrying Fair Long-term borrowings Credit Facility, net of original discount on borrowings and deferred financing costs $ 371.2 $ 371.2 $ 151.0 $ 151.0 Other obligations $ 15.4 $ 15.4 $ 2.8 $ 2.8 |
Borrowing Arrangements (Tables)
Borrowing Arrangements (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
Schedule of long-term borrowings | Long-term borrowings, in order of preference, consisted of the following: Amount Outstanding December 31, (millions) Maturity Date 2018 2017 Credit facility, net of original discount on borrowings and deferred financing costs November 30, 2023 $ 371.2 $ 151.0 Other borrowings Various 15.5 2.8 Total obligations under credit facility and other borrowings 386.7 153.8 Less: Current portion of obligations under credit facility and other borrowings 13.2 20.6 Total long-term obligations under credit facility and other borrowings $ 373.5 $ 133.2 |
Aggregate minimum principal maturities of long-term debt | Aggregate minimum principal maturities of long-term borrowings for the fiscal years following December 31, 2018 , are as follows: (millions) 2019 $ 14.1 2020 13.1 2021 13.0 2022 13.0 2023 331.5 Thereafter 5.8 Total debt 390.5 Less: Current portion, including debt discount 13.2 Less: Original discount on borrowings 1.6 Less: Deferred financing costs 2.2 Total long-term portion, obligations under credit facility and other borrowings $ 373.5 |
Share Repurchase Plan (Tables)
Share Repurchase Plan (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Equity [Abstract] | |
Schedule of treasury stock by class | The following table summarizes the remaining authorized repurchase amount under the program as at December 31, 2018 . (millions) December 31, 2018 Total authorized repurchase amount $ 30.0 Total value of shares repurchased 7.5 Total remaining authorized repurchase amount $ 22.5 |
Leases and Contingencies (Table
Leases and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of minimum rental commitments, excluding contingent rent provisions and sublease income under all non-cancelable operating leases | At December 31, 2018 , the Company's minimum rental commitments (which includes parking facility, equipment and vehicle and office operating leases), excluding contingent rent provisions and sublease income under all non-cancellable operating leases, are as follows: (millions) 2019 $ 170.6 2020 122.5 2021 94.5 2022 74.0 2023 48.4 2024 and thereafter 117.0 Total $ 627.0 (1) $42.0 is included in 2019 minimum commitments for leases that expire in less than one year. |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Schedule of components income before income taxes | For financial reporting purposes, earnings before income taxes includes the following components: Year Ended December 31, (millions) 2018 2017 2016 United States $ 74.9 $ 70.0 $ 38.9 Foreign 1.1 2.2 2.9 Total $ 76.0 $ 72.2 $ 41.8 |
Schedule of components of income tax expense (benefit) | The components of income tax expense are as follows: Year Ended December 31, (millions) 2018 2017 2016 Current provision U.S. federal $ 9.9 $ 21.5 $ 13.9 Foreign 1.0 1.0 1.4 State 7.4 3.3 2.6 Total current 18.3 25.8 17.9 Deferred provision U.S. federal 1.3 2.6 (2.5 ) Foreign (0.3 ) 0.6 (0.4 ) State 0.3 (1.3 ) 0.8 Total deferred 1.3 1.9 (2.1 ) Income tax expense $ 19.6 $ 27.7 $ 15.8 |
Schedule of significant components of the Company's deferred tax assets and liabilities | Components of the Company's deferred tax assets and liabilities are as follows: December 31, (millions) 2018 2017 Deferred tax assets Net operating loss carry forwards $ 21.6 $ 21.5 Accrued expenses 17.4 18.8 Accrued compensation 7.1 8.1 Book over tax cost unfavorable acquired lease contracts 6.4 8.2 Other 0.9 — Total gross deferred tax assets 53.4 56.6 Less: valuation allowance (8.1 ) (7.1 ) Total deferred tax assets 45.3 49.5 Deferred tax liabilities Prepaid expenses (0.1 ) (0.1 ) Undistributed foreign earnings (0.1 ) (0.3 ) Tax over book depreciation and amortization 1.3 (3.8 ) Tax over book goodwill amortization (22.3 ) (18.2 ) Tax over book cost favorable acquired lease contracts (4.6 ) (6.1 ) Equity investments in unconsolidated entities (4.9 ) (5.1 ) Total deferred tax liabilities (30.7 ) (33.6 ) Net deferred tax asset $ 14.6 $ 15.9 |
Schedule of reconciliation of the Company's reported income tax provision (benefit) to the amount computed by multiplying book income/(loss) before income taxes by the statutory United States federal income tax rate | A reconciliation of the Company's reported income tax provision to the amount computed by multiplying earnings before income taxes by statutory United States federal income tax rate is as follows: Year Ended December 31, (millions) 2018 2017 2016 Tax at statutory rate $ 16.0 $ 25.3 $ 14.6 Permanent differences 0.2 0.3 0.8 State taxes, net of federal benefit 6.3 2.5 1.3 Effect of foreign tax rates 0.6 — — Effect of 2017 Tax Act (1.5 ) (1.0 ) — Minority interest (0.7 ) (1.1 ) (1.0 ) Current year adjustment to deferred taxes 0.4 1.6 1.3 Recognition of tax credits (2.7 ) (1.5 ) (1.4 ) Other — 1.1 0.4 18.6 27.2 16.0 Change in valuation allowance (1) 1.0 0.5 (0.2 ) Income tax expense $ 19.6 $ 27.7 $ 15.8 Effective tax rate 25.8 % 38.4 % 37.8 % (1) The year ended December 31, 2017 includes $1.2 million of additional income tax expense related to an increase in the valuation allowance as a result of the 2017 Tax Act. |
Schedule of tax years that remain subject to examination for the Company's major tax jurisdictions | The tax years that remain subject to examination for the Company's major tax jurisdictions as of December 31, 2018 are shown below: 2014 - 2018 United States - federal income tax 2007 - 2018 United States - state and local income tax 2014 - 2018 Foreign - Canada and Puerto Rico |
Benefit Plans (Tables)
Benefit Plans (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Retirement Benefits [Abstract] | |
Schedule of participation in multiemployer defined benefit pension plans | The " Expiration Date of Collective Bargaining Agreement " column lists the expiration dates of the agreements to which the plans are subject. EIN/ Pension Protection FIP/FR Contributions (millions) Zone Expiration Pension 2018 2017 2016 2018 2017 2016 Surcharge Teamsters Local Union 727 36-61023973 Green Green Green N/A $ 3.2 $ 3.4 $ 3.5 No 2018 10/31/2021 Local 272 Labor Management 13-5673836 Green Green Green N/A $ 1.5 $ 1.6 $ 1.5 No 2018 3/5/2021 |
Bradley Agreement (Tables)
Bradley Agreement (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Contractors [Abstract] | |
Schedule of deficiency payments made, net of reimbursements | The total deficiency repayments (net of payments made), interest and premium received and recorded for the years ended December 31, 2018 , 2017 and 2016 are as follows: Year Ended December 31 (millions) 2018 2017 2016 Deficiency repayments $ 3.9 $ 2.0 $ 1.7 Interest 0.9 0.6 0.5 Premium $ 0.3 $ 0.2 $ 0.2 The total deficiency repayments, net of payments made, as of December 31, 2018 , 2017 and 2016 are as follows: December 31, (millions) 2018 2017 2016 Balance at beginning of year $ 7.8 $ 9.9 $ 11.6 Deficiency payments made 0.1 0.3 0.2 Deficiency repayment received (4.0 ) (2.3 ) (1.9 ) Balance at end of year $ 3.9 $ 7.8 $ 9.9 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Income (Loss) (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Stockholders' Equity Note [Abstract] | |
Components of accumulated other comprehensive income (loss), net of tax | The components of changes in accumulated comprehensive income (loss), net of tax, were as follows: (millions) Foreign Effective Portion Total Balance as of December 31, 2015 $ (1.2 ) $ 0.1 $ (1.1 ) Change in other comprehensive income (loss) (0.2 ) (0.1 ) (0.3 ) Balance as of December 31, 2016 (1.4 ) — (1.4 ) Change in other comprehensive income (loss) 0.2 — 0.2 Balance as of December 31, 2017 (1.2 ) — (1.2 ) Change in other comprehensive income (loss) (0.6 ) — (0.6 ) Cumulative effect of change in accounting principle (1) (0.6 ) — (0.6 ) Balance as of December 31, 2018 $ (2.4 ) $ — $ (2.4 ) (1) Refer to Note 1, Significant Accounting Policies and Practices for additional information on the Company's adoption of ASU 2018-02. |
Domestic and Foreign Operatio_2
Domestic and Foreign Operations (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Segment Reporting [Abstract] | |
Summary of revenues (excluding reimbursed management contract revenue) and gross profit by operating segment | The following is a summary of revenues and gross profit by operating segment for the years ended December 31, 2018 , 2017 and 2016 : Year Ended December 31, (millions) 2018 (1) Gross 2017 Gross 2016 Gross Margin Services revenue Segment One Lease type contracts $ 386.2 $ 433.8 $ 420.3 Management type contracts 250.8 250.0 248.3 Total Segment One 637.0 683.8 668.6 Segment Two Lease type contracts 27.0 129.3 124.7 Management type contracts 101.2 89.1 88.0 Total Segment Two 128.2 218.4 212.7 Other Lease type contracts 0.7 — — Management type contracts 9.5 9.1 10.5 Total Other 10.2 9.1 10.5 Reimbursed management type contract revenue 693.0 679.2 676.6 Total services revenue $ 1,468.4 $ 1,590.5 $ 1,568.4 Gross Profit Segment One Lease type contracts 25.3 6.6 % 35.8 8.3 % 32.6 7.8 % Management type contracts 94.9 37.8 % 96.9 38.8 % 95.7 38.5 % Total Segment One 120.2 132.7 128.3 Segment Two Lease type contracts 7.1 26.3 % 6.7 5.2 % 5.7 4.5 % Management type contracts 31.9 31.5 % 26.2 29.2 % 24.6 28.0 % Total Segment Two 39.0 32.9 30.3 Other Lease type contracts 3.8 542.9 % 2.2 — % 1.1 — % Management type contracts 21.0 221.1 % 17.5 192.3 % 16.7 159.0 % Total Other 24.8 19.7 17.8 Total gross profit 184.0 185.3 176.4 General and administrative expenses 91.0 82.9 90.0 General and administrative 49.5 % 44.7 % 51.0 % Depreciation and amortization 17.9 21.0 33.7 Operating income 75.1 81.4 52.7 Other expenses (income): Interest expense 9.6 9.2 10.5 Interest income (0.4 ) (0.6 ) (0.5 ) Gain on sale of a business — (0.1 ) — Equity in (earnings) losses from (10.1 ) 0.7 0.9 Total other expenses (income) (0.9 ) 9.2 10.9 Earnings before income taxes 76.0 72.2 41.8 Income tax expense 19.6 27.7 15.8 Net income 56.4 44.5 26.0 Less: Net income attributable 3.2 3.3 2.9 Net income attributable $ 53.2 $ 41.2 $ 23.1 |
Unaudited Quarterly Results (Ta
Unaudited Quarterly Results (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of unaudited quarterly results | 2018 2017 (millions, except for share and per share data) First Quarter Second Quarter Third Quarter Fourth Quarter (3) First Quarter Second Quarter Third Quarter Fourth Quarter (Unaudited) (Unaudited) Services revenue Lease type contracts (1) (2) $ 99.5 $ 107.4 $ 104.7 $ 102.3 $ 130.8 $ 150.9 $ 140.9 $ 140.5 Management type contracts 94.4 87.7 82.6 96.8 92.1 84.0 86.7 85.4 Reimbursed management type contract revenue 172.9 167.1 174.8 178.2 179.0 168.6 165.1 166.5 Total revenue 366.8 362.2 362.1 377.3 401.9 403.5 392.7 392.4 Cost of services Lease type contracts 94.6 94.5 94.2 94.3 125.8 130.2 131.0 131.4 Management type contracts 59.9 49.5 48.1 56.3 56.6 47.2 50.7 53.1 Reimbursed management type contract expense 172.9 167.1 174.8 178.2 179.0 168.6 165.1 166.5 Total cost of services 327.4 311.1 317.1 328.8 361.4 346.0 346.8 351.0 Gross profit Lease type contracts (1) 4.9 12.9 10.5 8.0 5.0 20.7 9.9 9.1 Management type contracts 34.5 38.2 34.5 40.5 35.5 36.8 36.0 32.3 Total gross profit 39.4 51.1 45.0 48.5 40.5 57.5 45.9 41.4 General and administrative expenses 22.3 22.3 18.7 27.7 21.2 22.5 19.6 19.6 Depreciation and amortization 4.0 4.5 4.2 5.2 6.6 4.8 4.9 4.7 Operating income 13.1 24.3 22.1 15.6 12.7 30.2 21.4 17.1 Other expense (income) Interest expense 2.1 2.2 2.1 3.2 2.6 2.3 2.2 2.1 Interest income (0.1 ) (0.1 ) (0.1 ) (0.1 ) (0.1 ) (0.2 ) (0.2 ) (0.1 ) Gain on sale of a business — — — — — (0.1 ) — — Equity in (income) losses from investment in unconsolidated entity (10.1 ) — — — 0.2 0.2 0.1 0.2 Total other expenses (income) (8.1 ) 2.1 2.0 3.1 2.7 2.2 2.1 2.2 Earnings before income taxes 21.2 22.2 20.1 12.5 10.0 28.0 19.3 14.9 Income tax expense 5.3 6.0 5.6 2.7 3.3 10.7 7.3 6.4 Net income 15.9 16.2 14.5 9.8 6.7 17.3 12.0 8.5 Less: Net income attributable to noncontrolling interest 0.6 0.9 1.0 0.7 0.7 1.1 0.8 0.7 Net income attributable to SP Plus Corporation $ 15.3 $ 15.3 $ 13.5 $ 9.1 $ 6.0 $ 16.2 $ 11.2 $ 7.8 Common stock data Net income per common share (4) Basic $ 0.69 $ 0.68 $ 0.60 $ 0.40 $ 0.27 $ 0.73 $ 0.51 $ 0.35 Diluted $ 0.68 $ 0.68 $ 0.60 $ 0.40 $ 0.27 $ 0.72 $ 0.50 $ 0.35 Weighted average shares outstanding Basic 22,308,694 22,370,923 22,439,884 22,465,834 22,148,265 22,190,421 22,203,023 22,221,536 Diluted 22,557,326 22,644,884 22,626,746 22,607,102 22,447,904 22,515,234 22,523,036 22,528,825 (1) Services revenue - lease type contracts and Gross profit - lease type contracts in the second quarter of 2017 includes earnings of $8.5 million for our proportionate share of the net gain of an equity method investee's sale of assets. (2) Includes reduction of Services revenue - lease type contracts due to the adoption of Topic 853, which requires rental expense for the periods after January 1, 2018 be presented as a reduction of Services revenue - lease type contracts for that business (and corresponding contracts) that meet the criteria and definition of a service concession arrangement. Refer to Note 4. Revenue , for further discussion regarding the adoption of Topic 853. (3) The Company began including Bags operations within its consolidated operating results on November 30, 2018. See also Note 2. Acquisition for additional information. (4) Basic and diluted net income per share are computed independently for each of the quarters presented. As a result, the sum of quarterly basic and diluted net income per share information may not equal annual basic and diluted net income per share. |
Significant Accounting Polici_4
Significant Accounting Policies and Practices - Additional Information (Details) | Nov. 30, 2018USD ($) | Oct. 31, 2014 | Dec. 31, 2018USD ($) | Sep. 30, 2018USD ($) | Jun. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Sep. 30, 2017USD ($) | Jun. 30, 2017USD ($) | Mar. 31, 2017USD ($) | Dec. 31, 2018USD ($)voting_interest_model_entityvariable_interest_entitypartnership | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2018USD ($) | Jan. 01, 2019USD ($) | Jan. 03, 2018USD ($) |
Significant Accounting Policies [Line Items] | |||||||||||||||||
Consideration transferred | $ 277,900,000 | $ 0 | $ 0 | ||||||||||||||
Cash and cash equivalents restricted to withdrawals | $ 1,700,000 | $ 300,000 | 1,700,000 | 300,000 | $ 1,700,000 | ||||||||||||
Allowance for doubtful accounts | 1,000,000 | 700,000 | 1,000,000 | 700,000 | 1,000,000 | ||||||||||||
Impairment loss as a result of goodwill | $ 0 | 0 | 0 | ||||||||||||||
Forecasted period for income statement and working capital projections to assess goodwill impairment | 5 years | ||||||||||||||||
Debt issuance costs | 2,200,000 | 1,000,000 | $ 2,200,000 | 1,000,000 | 2,200,000 | ||||||||||||
Accumulated amortization of debt issuance costs | 10,400,000 | 9,700,000 | 10,400,000 | 9,700,000 | 10,400,000 | ||||||||||||
Amortization expense | 700,000 | 700,000 | 800,000 | ||||||||||||||
Book overdrafts | 34,000,000 | 29,000,000 | 34,000,000 | 29,000,000 | $ 34,000,000 | ||||||||||||
Cost of services | $ 328,800,000 | $ 317,100,000 | $ 311,100,000 | $ 327,400,000 | $ 351,000,000 | $ 346,800,000 | $ 346,000,000 | $ 361,400,000 | 1,284,400,000 | 1,405,200,000 | 1,392,000,000 | ||||||
Advertising expenses | 1,500,000 | 1,500,000 | 1,200,000 | ||||||||||||||
Gain on sale of equity method Investee | 8,500,000 | ||||||||||||||||
Equity earnings in related investments | 2,700,000 | 11,300,000 | 2,400,000 | ||||||||||||||
Cash received from sale of a business, net | $ 0 | 600,000 | 0 | ||||||||||||||
Discontinued Operations, Disposed of by Sale | Parkmobile | |||||||||||||||||
Significant Accounting Policies [Line Items] | |||||||||||||||||
Sale price of business | $ 19,000,000 | ||||||||||||||||
Gain on sale of business | $ 10,100,000 | ||||||||||||||||
Discontinued Operations, Disposed of by Sale | Security Business | |||||||||||||||||
Significant Accounting Policies [Line Items] | |||||||||||||||||
Sale price of business | $ 1,800,000 | ||||||||||||||||
Gain on sale of business | 500,000 | ||||||||||||||||
Cash received from sale of a business, net | $ 1,000,000 | ||||||||||||||||
Period of cash consideration to be received | 18 months | ||||||||||||||||
Period to calculate and remit remaining consideration | 60 days | ||||||||||||||||
Contingent consideration receivable from sale of business | 600,000 | 500,000 | $ 500,000 | ||||||||||||||
Additional earn out consideration | 100,000 | ||||||||||||||||
Minimum | |||||||||||||||||
Significant Accounting Policies [Line Items] | |||||||||||||||||
Voting interest ownership percentage | 30.00% | 30.00% | 30.00% | ||||||||||||||
Maximum | |||||||||||||||||
Significant Accounting Policies [Line Items] | |||||||||||||||||
Voting interest ownership percentage | 50.00% | 50.00% | 50.00% | ||||||||||||||
Equipment | Minimum | |||||||||||||||||
Significant Accounting Policies [Line Items] | |||||||||||||||||
Ranges of estimated useful life | 1 year | ||||||||||||||||
Equipment | Maximum | |||||||||||||||||
Significant Accounting Policies [Line Items] | |||||||||||||||||
Ranges of estimated useful life | 10 years | ||||||||||||||||
Leasehold improvements | Maximum | |||||||||||||||||
Significant Accounting Policies [Line Items] | |||||||||||||||||
Ranges of estimated useful life | 10 years | ||||||||||||||||
Leasehold improvements | Average | |||||||||||||||||
Significant Accounting Policies [Line Items] | |||||||||||||||||
Ranges of estimated useful life | 4 years 6 months | ||||||||||||||||
Partnerships and joint ventures | |||||||||||||||||
Significant Accounting Policies [Line Items] | |||||||||||||||||
Number of ownership interest entities | partnership | 30 | ||||||||||||||||
Bags | |||||||||||||||||
Significant Accounting Policies [Line Items] | |||||||||||||||||
Consideration transferred | $ 277,900,000 | ||||||||||||||||
Cash acquired from acquisition | $ 5,900,000 | ||||||||||||||||
Central Merger | |||||||||||||||||
Significant Accounting Policies [Line Items] | |||||||||||||||||
Cost of property repairs and maintenance | $ 0 | $ 100,000 | $ 700,000 | ||||||||||||||
Variable Interest Entity, Primary Beneficiary | |||||||||||||||||
Significant Accounting Policies [Line Items] | |||||||||||||||||
Number of ownership interest entities | variable_interest_entity | 25 | ||||||||||||||||
Variable Interest Entity, Not Primary Beneficiary | |||||||||||||||||
Significant Accounting Policies [Line Items] | |||||||||||||||||
Number of ownership interest entities | voting_interest_model_entity | 5 | ||||||||||||||||
Accounting Standards Update 2018-02 | |||||||||||||||||
Significant Accounting Policies [Line Items] | |||||||||||||||||
Reclassification of stranded tax effects from AOCI to retained earnings | $ 600,000 | ||||||||||||||||
Parkmobile, LLC | |||||||||||||||||
Significant Accounting Policies [Line Items] | |||||||||||||||||
Ownership percentage | 30.00% | ||||||||||||||||
Forecast | Accounting Standards Update 2016-02 | Minimum | |||||||||||||||||
Significant Accounting Policies [Line Items] | |||||||||||||||||
Operating lease, right-of-use asset | $ 475,000,000 | ||||||||||||||||
Operating lease, liability | 490,000,000 | ||||||||||||||||
Forecast | Accounting Standards Update 2016-02 | Maximum | |||||||||||||||||
Significant Accounting Policies [Line Items] | |||||||||||||||||
Operating lease, right-of-use asset | 505,000,000 | ||||||||||||||||
Operating lease, liability | $ 520,000,000 |
Significant Accounting Polici_5
Significant Accounting Policies and Practices - Schedule of Contract with Customer (Details) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Assets | ||
Notes and accounts receivable, net | $ 150.7 | $ 122.3 |
Leasehold improvements, equipment and construction in progress, net | 40.3 | 27.4 |
Other assets, net | 17.3 | 18.3 |
Liabilities | ||
Accrued expenses | 45.1 | 25.5 |
Contract asset | 11.4 | 12.2 |
Contract liability | 19.1 | $ 20.5 |
Accounting Standards Update 2014-09 | ||
Liabilities | ||
Contract asset | 10.4 | |
Contract liability | 10.4 | |
Accounting Standards Update 2017-10 | ||
Liabilities | ||
Leasehold improvement on service concession contracts | 0.5 | |
Balances without Adoption of Topics 606 and 853 | ||
Assets | ||
Notes and accounts receivable, net | 140.3 | |
Leasehold improvements, equipment and construction in progress, net | 40.8 | |
Other assets, net | 16.8 | |
Liabilities | ||
Accrued expenses | 34.7 | |
Impact of Adoption Increase/(Decrease) | Accounting Standards Update 2017-10 and 2014-09 | ||
Assets | ||
Notes and accounts receivable, net | 10.4 | |
Leasehold improvements, equipment and construction in progress, net | (0.5) | |
Other assets, net | 0.5 | |
Liabilities | ||
Accrued expenses | $ 10.4 |
Significant Accounting Polici_6
Significant Accounting Policies and Practices - Schedule of Disaggregation of Revenue (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Disaggregation of Revenue [Line Items] | |||||||||||
Services revenue | $ 1,468.4 | ||||||||||
Cost of services | $ 328.8 | $ 317.1 | $ 311.1 | $ 327.4 | $ 351 | $ 346.8 | $ 346 | $ 361.4 | 1,284.4 | $ 1,405.2 | $ 1,392 |
Gross profit | 48.5 | 45 | 51.1 | 39.4 | 41.4 | 45.9 | 57.5 | 40.5 | 184 | 185.3 | 176.4 |
Depreciation and amortization | 5.2 | 4.2 | 4.5 | 4 | 4.7 | 4.9 | 4.8 | 6.6 | 17.9 | 21 | 33.7 |
Balances without Adoption of Topics 606 and 853 | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Services revenue | 1,602.2 | ||||||||||
Cost of services | 1,417.8 | ||||||||||
Gross profit | 184.3 | ||||||||||
Depreciation and amortization | 18.2 | ||||||||||
Impact of Adoption Increase/(Decrease) | Accounting Standards Update 2017-10 and 2014-09 | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Services revenue | (133.8) | ||||||||||
Cost of services | (133.4) | ||||||||||
Gross profit | (0.3) | ||||||||||
Depreciation and amortization | (0.3) | ||||||||||
Lease type contracts | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Services revenue | 413.9 | ||||||||||
Cost of services | 94.3 | 94.2 | 94.5 | 94.6 | 131.4 | 131 | 130.2 | 125.8 | 377.6 | 518.4 | 505.6 |
Gross profit | 8 | 10.5 | 12.9 | 4.9 | 9.1 | 9.9 | 20.7 | 5 | 36.3 | 44.7 | 39.4 |
Lease type contracts | Accounting Standards Update 2017-10 | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Cost of services | 133.4 | ||||||||||
Lease type contracts | Balances without Adoption of Topics 606 and 853 | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Services revenue | 547.5 | ||||||||||
Cost of services | 511 | ||||||||||
Gross profit | 36.5 | ||||||||||
Lease type contracts | Impact of Adoption Increase/(Decrease) | Accounting Standards Update 2017-10 and 2014-09 | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Services revenue | (133.6) | ||||||||||
Cost of services | (133.4) | ||||||||||
Gross profit | (0.2) | ||||||||||
Management type contracts | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Services revenue | 361.5 | ||||||||||
Cost of services | 56.3 | 48.1 | 49.5 | 59.9 | 53.1 | 50.7 | 47.2 | 56.6 | 213.8 | 207.6 | 209.8 |
Gross profit | 40.5 | 34.5 | 38.2 | 34.5 | 32.3 | 36 | 36.8 | 35.5 | 147.7 | 140.6 | 137 |
Management type contracts | Balances without Adoption of Topics 606 and 853 | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Services revenue | 361.7 | ||||||||||
Cost of services | 213.8 | ||||||||||
Gross profit | 147.8 | ||||||||||
Management type contracts | Impact of Adoption Increase/(Decrease) | Accounting Standards Update 2017-10 and 2014-09 | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Services revenue | (0.2) | ||||||||||
Cost of services | 0 | ||||||||||
Gross profit | (0.1) | ||||||||||
Lease And Management Type Contracts | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Services revenue | 775.4 | ||||||||||
Cost of services | 591.4 | 726 | 715.4 | ||||||||
Lease And Management Type Contracts | Balances without Adoption of Topics 606 and 853 | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Services revenue | 909.2 | ||||||||||
Cost of services | 724.8 | ||||||||||
Lease And Management Type Contracts | Impact of Adoption Increase/(Decrease) | Accounting Standards Update 2017-10 and 2014-09 | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Services revenue | (133.8) | ||||||||||
Cost of services | (133.4) | ||||||||||
Reimbursed management type contract revenue | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Services revenue | 693 | ||||||||||
Cost of services | $ 178.2 | $ 174.8 | $ 167.1 | $ 172.9 | $ 166.5 | $ 165.1 | $ 168.6 | $ 179 | 693 | $ 679.2 | $ 676.6 |
Reimbursed management type contract revenue | Balances without Adoption of Topics 606 and 853 | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Services revenue | 693 | ||||||||||
Cost of services | 693 | ||||||||||
Reimbursed management type contract revenue | Impact of Adoption Increase/(Decrease) | Accounting Standards Update 2017-10 and 2014-09 | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Services revenue | 0 | ||||||||||
Cost of services | $ 0 |
Acquisition - Narrative (Detail
Acquisition - Narrative (Details) - USD ($) $ in Millions | Nov. 30, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 585.5 | $ 431.7 | $ 431.4 | |
Bags | ||||
Business Acquisition [Line Items] | ||||
Consideration transferred | $ 283.6 | |||
Cash purchase price | 275 | |||
Amount paid at close to preliminary net working capital | 8.1 | |||
Amount of individual taxes to be paid by seller | 0.5 | |||
Goodwill | $ 154.1 | |||
Revenue since acquisition | 14.2 | |||
Net income since acquisition | $ 1.3 |
Acquisition - Assets Acquired a
Acquisition - Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Millions | Dec. 31, 2018 | Nov. 30, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 585.5 | $ 431.7 | $ 431.4 | |
Bags | ||||
Business Acquisition [Line Items] | ||||
Cash and cash equivalents | $ 5.9 | |||
Notes and accounts receivable | 13.2 | |||
Prepaid expenses and other | 2 | |||
Advances and deposits | 0.2 | |||
Leasehold improvements, equipment and construction in progress, net | 1.5 | |||
Other intangible assets, net | 118 | |||
Goodwill | 154.1 | |||
Accounts payable | (6.5) | |||
Accrued expenses | (4.1) | |||
Other long-term liabilities | (0.7) | |||
Net assets acquired and liabilities assumed | $ 283.6 |
Acquisition - Intangible Assets
Acquisition - Intangible Assets (Details) - Bags $ in Millions | Nov. 30, 2018USD ($) |
Business Acquisition [Line Items] | |
Estimated Fair Value | $ 118 |
Trade name | |
Business Acquisition [Line Items] | |
Estimated Life | 5 years |
Estimated Fair Value | $ 5.6 |
Customer relationships | |
Business Acquisition [Line Items] | |
Estimated Fair Value | 100.4 |
Existing technology | |
Business Acquisition [Line Items] | |
Estimated Fair Value | $ 10.4 |
Non-compete agreement | |
Business Acquisition [Line Items] | |
Estimated Life | 5 years |
Estimated Fair Value | $ 1.6 |
Minimum | Customer relationships | |
Business Acquisition [Line Items] | |
Estimated Life | 12 years 4 months 24 days |
Minimum | Existing technology | |
Business Acquisition [Line Items] | |
Estimated Life | 5 years |
Maximum | Customer relationships | |
Business Acquisition [Line Items] | |
Estimated Life | 15 years 9 months 18 days |
Maximum | Existing technology | |
Business Acquisition [Line Items] | |
Estimated Life | 6 years |
Acquisition - Pro Forma Informa
Acquisition - Pro Forma Information (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Business Combinations [Abstract] | ||
Total services revenue | $ 1,617.7 | $ 1,735.1 |
Net income attributable to SP Plus Corporation | $ 55.1 | $ 41.4 |
Acquisition, Restructuring an_3
Acquisition, Restructuring and Integration Costs - Schedule of Acquisition Related Costs (Details) - Central Merger - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Business Acquisition [Line Items] | |||
Acquisition related costs | $ 8.1 | $ 1.2 | $ 6.9 |
General and administrative expenses | |||
Business Acquisition [Line Items] | |||
Acquisition related costs | 8.1 | 1.2 | 4.5 |
Depreciation and amortization | |||
Business Acquisition [Line Items] | |||
Acquisition related costs | $ 0 | $ 0 | $ 2.4 |
Acquisition, Restructuring an_4
Acquisition, Restructuring and Integration Costs - Additional Information (Details) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Business Acquisition [Line Items] | ||
Restructuring reserve | $ 3.3 | $ 2.3 |
Compensation and Payroll Withholdings | ||
Business Acquisition [Line Items] | ||
Restructuring reserve | 1 | 1.8 |
Other Noncurrent Liabilities | ||
Business Acquisition [Line Items] | ||
Restructuring reserve | 0.2 | $ 0.5 |
Accrued Expenses | ||
Business Acquisition [Line Items] | ||
Restructuring reserve | $ 2.1 |
Revenue - Narrative (Details)
Revenue - Narrative (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Revenue from Contract with Customer [Abstract] | |||
Performance obligation unsatisfied or partially satisfied | $ 113,600,000 | ||
Contract cost net of accumulated amortization | 9,200,000 | $ 8,900,000 | |
Capitalized cost, impairment | $ 0 | $ 0 | $ 0 |
Revenue - Schedule of Performan
Revenue - Schedule of Performance Obligation (Details) $ in Millions | Dec. 31, 2018USD ($) |
Revenue from Contract with Customer [Abstract] | |
Remaining Performance Obligations | $ 113.6 |
Revenue, remaining performance obligation, expected timing of satisfaction, period | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-01-01 | |
Revenue from Contract with Customer [Abstract] | |
Remaining Performance Obligations | $ 48.6 |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 12 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-01-01 | |
Revenue from Contract with Customer [Abstract] | |
Remaining Performance Obligations | $ 29 |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-01-01 | |
Revenue from Contract with Customer [Abstract] | |
Remaining Performance Obligations | $ 16.9 |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01 | |
Revenue from Contract with Customer [Abstract] | |
Remaining Performance Obligations | $ 8.6 |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | |
Revenue from Contract with Customer [Abstract] | |
Remaining Performance Obligations | $ 5.2 |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 1 year |
Revenue - Schedule of Contract
Revenue - Schedule of Contract Asset and Liability (Details) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Revenue from Contract with Customer [Abstract] | ||
Accounts receivable | $ 139.3 | |
Contract asset | 11.4 | $ 12.2 |
Contract liability | $ (19.1) | $ (20.5) |
Revenue - Schedule of Contrac_2
Revenue - Schedule of Contract Asset Balances (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2018USD ($) | |
Contract Asset Balances with Customer [Roll Forward] | |
Balance as of January 1, 2018 | $ 12.2 |
Additional contract assets | 132.7 |
Reclassification to accounts receivable | (133.5) |
Balance as of December 31, 2018 | $ 11.4 |
Revenue - Schedule of Contrac_3
Revenue - Schedule of Contract Liability Balances (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2018USD ($) | |
Contract Liability Balances with Customer [Roll Forward] | |
Balance as of January 1, 2018 | $ (20.5) |
Additional contract liabilities | (170.4) |
Recognition of revenue from contract liabilities | 171.8 |
Balance as of December 31, 2018 | $ (19.1) |
Revenue - Schedule of Amortizat
Revenue - Schedule of Amortization Expense Related to Cost of Contracts (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Revenue from Contract with Customer [Abstract] | |||
Amortization expense | $ 3 | $ 3.2 | $ 3.4 |
Net Income per Common Share (De
Net Income per Common Share (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Earnings Per Share [Abstract] | |||||||||||
Net income attributable to SP Plus Corporation | $ 9.1 | $ 13.5 | $ 15.3 | $ 15.3 | $ 7.8 | $ 11.2 | $ 16.2 | $ 6 | $ 53.2 | $ 41.2 | $ 23.1 |
Basic weighted average common shares outstanding (in shares) | 22,465,834 | 22,439,884 | 22,370,923 | 22,308,694 | 22,221,536 | 22,203,023 | 22,190,421 | 22,148,265 | 22,394,542 | 22,195,350 | 22,238,021 |
Dilutive impact of share-based awards (in shares) | 212,681 | 312,938 | 290,101 | ||||||||
Diluted weighted average common shares outstanding (in shares) | 22,607,102 | 22,626,746 | 22,644,884 | 22,557,326 | 22,528,825 | 22,523,036 | 22,515,234 | 22,447,904 | 22,607,223 | 22,508,288 | 22,528,122 |
Net income per common share | |||||||||||
Basic (in dollars per share) | $ 0.40 | $ 0.60 | $ 0.68 | $ 0.69 | $ 0.35 | $ 0.51 | $ 0.73 | $ 0.27 | $ 2.38 | $ 1.86 | $ 1.04 |
Diluted (in dollars per share) | $ 0.40 | $ 0.60 | $ 0.68 | $ 0.68 | $ 0.35 | $ 0.50 | $ 0.72 | $ 0.27 | $ 2.35 | $ 1.83 | $ 1.03 |
Antidilutive securities excluded from computation of earnings per share (in shares) | 0 | 0 | 0 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Details) - USD ($) | 1 Months Ended | 12 Months Ended | 36 Months Ended | |||||||
Sep. 30, 2014 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Mar. 07, 2018 | Mar. 13, 2013 | |
Restricted Stock Units | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Restricted stock units awarded (in shares) | 57,089 | 22,000 | 4,020 | |||||||
Stock-based compensation expense | $ 900,000 | $ 900,000 | $ 900,000 | |||||||
Vested (in shares) | 173,240 | 26,399 | 54,215 | |||||||
Weighted average remaining recognition period of unrecognized stock-based compensation costs (in years) | 2 years 3 months 18 days | 2 years 1 month 6 days | 2 years 9 months 18 days | |||||||
Performance Shares | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Restricted stock units awarded (in shares) | 55,640 | 29,494 | 99,466 | |||||||
Vesting period | 3 years | |||||||||
Stock-based compensation expense | $ 1,400,000 | $ 1,300,000 | $ 1,800,000 | |||||||
Vested (in shares) | 66,657 | 61,919 | 84,417 | |||||||
Weighted average remaining recognition period of unrecognized stock-based compensation costs (in years) | 1 year 7 months 6 days | |||||||||
Performance Shares | Maximum | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Unrecognized compensation costs related to unvested options | $ 9,700,000 | $ 9,700,000 | ||||||||
Long-term incentive plan | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Maximum number of shares of common stock available for awards (in shares) | 3,775,000 | 2,975,000 | ||||||||
Shares remaining available for awards (in shares) | 940,529 | 940,529 | ||||||||
Long-term incentive plan | Stock Options | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Granted (in shares) | 0 | 0 | 0 | |||||||
Stock-based compensation expense not recognized by employer | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | ||||
Executive Officer | Restricted Stock Units | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Restricted stock units awarded (in shares) | 0 | 4,020 | ||||||||
Executive Officer | Performance Shares | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Vesting period | 3 years | 3 years | 3 years | 3 years | 3 years | |||||
Stock-based compensation expense | $ 200,000 | $ 200,000 | $ 100,000 | |||||||
Shares recognized in period (in shares) | 15,497 | 7,529 | 2,083 | |||||||
Vested (in shares) | 51,160 | 54,390 | 82,334 | |||||||
Forecast | Performance Shares | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Vesting period | 3 years | |||||||||
Tranche 1 | Executive Officer | Restricted Stock Units | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Restricted stock units awarded (in shares) | 48,663 | |||||||||
Vesting period | 3 years | |||||||||
Tranche 2 | Executive Officer | Restricted Stock Units | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Restricted stock units awarded (in shares) | 8,426 | |||||||||
Vesting period | 5 years |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Vested Stock Grants (Details) - Directors - Stock Options - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vested stock grants (in shares) | 12,736 | 16,428 | 32,180 |
Stock-based compensation expense | $ 0.5 | $ 0.5 | $ 0.7 |
Stock-Based Compensation - Rest
Stock-Based Compensation - Restricted and Performance Stock Units Rollforward (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Restricted Stock Units | |||
Shares | |||
Nonvested at the beginning of the period (in shares) | 325,261 | 334,197 | 401,716 |
Issued (in shares) | 57,089 | 22,000 | 4,020 |
Vested (in shares) | (173,240) | (26,399) | (54,215) |
Forfeited (in shares) | (6,456) | (4,537) | (17,324) |
Nonvested at the end of the period (in shares) | 202,654 | 325,261 | 334,197 |
Weighted Average Grant-Date Fair Value | |||
Nonvested at the beginning of the period (in dollars per share) | $ 19.37 | $ 19.45 | $ 19.25 |
Issued (in dollars per share) | 35.28 | 18.25 | 24.87 |
Vested (in dollars per share) | 19.67 | 18.98 | 18.33 |
Forfeited (in dollars per share) | 21.57 | 21.92 | 19.68 |
Nonvested at the end of the period (in dollars per share) | $ 23.53 | $ 19.37 | $ 19.45 |
Performance Shares | |||
Shares | |||
Nonvested at the beginning of the period (in shares) | 115,282 | 159,477 | 173,851 |
Issued (in shares) | 55,640 | 29,494 | 99,466 |
Vested (in shares) | (66,657) | (61,919) | (84,417) |
Forfeited (in shares) | (10,572) | (11,770) | (29,423) |
Nonvested at the end of the period (in shares) | 93,693 | 115,282 | 159,477 |
Weighted Average Grant-Date Fair Value | |||
Nonvested at the beginning of the period (in dollars per share) | $ 28.01 | $ 22.99 | $ 20.63 |
Issued (in dollars per share) | 36.49 | 29.51 | 23.72 |
Vested (in dollars per share) | 25.42 | 22.63 | 19.15 |
Forfeited (in dollars per share) | 29.7 | 25.86 | 22.52 |
Nonvested at the end of the period (in dollars per share) | $ 35.92 | $ 28.01 | $ 22.99 |
Performance Shares Adjustments | |||
Shares | |||
Issued (in shares) | 45,075 | 59,091 | |
Weighted Average Grant-Date Fair Value | |||
Issued (in dollars per share) | $ 35.86 | $ 26.07 |
Stock-Based Compensation - Sc_2
Stock-Based Compensation - Schedule of Compensation Expense (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Restricted Stock Units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | $ 0.9 | $ 0.9 | $ 0.9 |
Performance Shares | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | $ 1.4 | $ 1.3 | $ 1.8 |
Stock-Based Compensation - Sc_3
Stock-Based Compensation - Schedule of Unrecognized Compensation Expense (Details) - Restricted Stock Units - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Unrecognized stock-based compensation | $ 1.8 | $ 0.9 | $ 1.7 |
Weighted average (years) | 2 years 3 months 18 days | 2 years 1 month 6 days | 2 years 9 months 18 days |
Leasehold Improvements, Equip_3
Leasehold Improvements, Equipment, Land and Construction in Progress, net - Schedule of Leasehold Improvements (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Leasehold Improvements, Equipment, Land and Construction in Progress, Net | ||
Leasehold improvements, equipment and construction in progress, gross | $ 122.5 | $ 104.6 |
Less accumulated depreciation and amortization | (82.2) | (77.2) |
Leasehold improvements, equipment, land and construction in progress, net | 40.3 | 27.4 |
Equipment | ||
Leasehold Improvements, Equipment, Land and Construction in Progress, Net | ||
Leasehold improvements, equipment and construction in progress, gross | $ 41.5 | 39.6 |
Equipment | Minimum | ||
Leasehold Improvements, Equipment, Land and Construction in Progress, net | ||
Ranges of estimated useful life | 1 year | |
Equipment | Maximum | ||
Leasehold Improvements, Equipment, Land and Construction in Progress, net | ||
Ranges of estimated useful life | 10 years | |
Software | ||
Leasehold Improvements, Equipment, Land and Construction in Progress, Net | ||
Leasehold improvements, equipment and construction in progress, gross | $ 34.7 | 31.9 |
Software | Minimum | ||
Leasehold Improvements, Equipment, Land and Construction in Progress, net | ||
Ranges of estimated useful life | 2 years | |
Software | Maximum | ||
Leasehold Improvements, Equipment, Land and Construction in Progress, net | ||
Ranges of estimated useful life | 5 years | |
Vehicles | ||
Leasehold Improvements, Equipment, Land and Construction in Progress, Net | ||
Leasehold improvements, equipment and construction in progress, gross | $ 23.6 | 9.1 |
Vehicles | Minimum | ||
Leasehold Improvements, Equipment, Land and Construction in Progress, net | ||
Ranges of estimated useful life | 1 year | |
Vehicles | Maximum | ||
Leasehold Improvements, Equipment, Land and Construction in Progress, net | ||
Ranges of estimated useful life | 10 years | |
Other | ||
Leasehold Improvements, Equipment, Land and Construction in Progress, net | ||
Ranges of estimated useful life | 3 years | |
Leasehold Improvements, Equipment, Land and Construction in Progress, Net | ||
Leasehold improvements, equipment and construction in progress, gross | $ 0.6 | 0.5 |
Leasehold improvements | ||
Leasehold Improvements, Equipment, Land and Construction in Progress, Net | ||
Leasehold improvements, equipment and construction in progress, gross | $ 17.7 | 20.8 |
Leasehold improvements | Maximum | ||
Leasehold Improvements, Equipment, Land and Construction in Progress, net | ||
Ranges of estimated useful life | 10 years | |
Construction in progress | ||
Leasehold Improvements, Equipment, Land and Construction in Progress, Net | ||
Leasehold improvements, equipment and construction in progress, gross | $ 4.4 | $ 2.7 |
Leasehold Improvements, Equip_4
Leasehold Improvements, Equipment, Land and Construction in Progress, net - Schedule of Depreciation and Amortization (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |||
Depreciation expense | $ 9.6 | $ 11.3 | $ 16.2 |
Cost of Contracts, net Cost of
Cost of Contracts, net Cost of Contracts, net - Summary of Cost of Contracts (Details) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Revenue from Contract with Customer [Abstract] | ||
Cost of contracts | $ 33.8 | $ 30.5 |
Accumulated amortization | (24.6) | (21.6) |
Cost of contracts, net | $ 9.2 | $ 8.9 |
Cost of Contracts, net - Future
Cost of Contracts, net - Future Amortization (Details) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Revenue from Contract with Customer [Abstract] | ||
2,019 | $ 2.8 | |
2,020 | 1.7 | |
2,021 | 1.2 | |
2,022 | 1.1 | |
2,023 | 0.8 | |
2024 and Thereafter | 1.6 | |
Cost of contracts, net | $ 9.2 | $ 8.9 |
Cost of Contracts, net - Amorti
Cost of Contracts, net - Amortization Expense Related Cost of Contracts (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Revenue from Contract with Customer [Abstract] | |||
Amortization expense | $ 3 | $ 3.2 | $ 3.4 |
Weighted average life (years) | 9 years 4 months 24 days | 9 years 9 months 18 days | 9 years 7 months 6 days |
Other Intangible Assets, net -
Other Intangible Assets, net - Summary of Other Intangible Assets (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Life (Years) | 12 years 6 months | |
Acquired Intangible Assets, Gross | $ 200.3 | $ 126.3 |
Accumulated Amortization | (34.3) | (72.2) |
Acquired Intangible Assets, Net | $ 166 | 54.1 |
Covenant not to compete | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Life (Years) | 4 years 10 months 24 days | |
Acquired Intangible Assets, Gross | $ 1.6 | 0.9 |
Accumulated Amortization | 0 | (0.9) |
Acquired Intangible Assets, Net | $ 1.6 | 0 |
Trade names and trademarks | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Life (Years) | 4 years 10 months 24 days | |
Acquired Intangible Assets, Gross | $ 6.3 | 9.8 |
Accumulated Amortization | (0.7) | (9.7) |
Acquired Intangible Assets, Net | $ 5.6 | 0.1 |
Proprietary know how | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Life (Years) | 5 years 8 months 12 days | |
Acquired Intangible Assets, Gross | $ 11 | 34.6 |
Accumulated Amortization | (0.8) | (34.5) |
Acquired Intangible Assets, Net | $ 10.2 | 0.1 |
Management contract rights | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Life (Years) | 10 years | |
Acquired Intangible Assets, Gross | $ 81 | 81 |
Accumulated Amortization | (32.2) | (27.1) |
Acquired Intangible Assets, Net | $ 48.8 | 53.9 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Life (Years) | 14 years 10 months 24 days | |
Acquired Intangible Assets, Gross | $ 100.4 | 0 |
Accumulated Amortization | (0.6) | 0 |
Acquired Intangible Assets, Net | $ 99.8 | $ 0 |
Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Life (Years) | 6 months | |
Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Life (Years) | 16 years |
Other Intangible Assets, net _2
Other Intangible Assets, net - Schedule of Amortization Expense Related to Intangible Assets (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Amortization expense | $ 6.1 | $ 7.2 | $ 14.6 |
Other Intangible Assets, net _3
Other Intangible Assets, net - Future Amortization (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Amortization expense | $ 6.1 | $ 7.2 | $ 14.6 |
Expected future amortization of intangible assets | |||
2,019 | 15.1 | ||
2,020 | 15.1 | ||
2,021 | 15.1 | ||
2,022 | 15 | ||
2,023 | 14.9 | ||
2024 and thereafter | 90.8 | ||
Acquired Intangible Assets, Net | $ 166 | $ 54.1 |
Favorable and Unfavorable Acq_3
Favorable and Unfavorable Acquired Lease Contracts, net - Summary (Details) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Favorable | ||
Acquired fair value of lease contracts | $ 200.3 | $ 126.3 |
Accumulated (amortization) accretion | (34.3) | (72.2) |
Acquired Intangible Assets, Net | 166 | 54.1 |
Unfavorable | ||
Acquired fair value of lease contracts | (70.6) | (81.3) |
Accumulated (amortization) accretion | 45.9 | 49.8 |
Total acquired fair value of lease contracts, net | (24.7) | (31.5) |
Favorable | ||
Favorable | ||
Acquired fair value of lease contracts | 62.2 | 65.2 |
Accumulated (amortization) accretion | (44.6) | (41.9) |
Acquired Intangible Assets, Net | $ 17.6 | $ 23.3 |
Favorable and Unfavorable Acq_4
Favorable and Unfavorable Acquired Lease Contracts, net - Lease Contracts (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Finite-Lived Intangible Assets [Line Items] | |||
Amortization expense | $ 6.1 | $ 7.2 | $ 14.6 |
Weighted average life (years) | 12 years 6 months | ||
Favorable | |||
Finite-Lived Intangible Assets [Line Items] | |||
Amortization expense | $ 5.7 | $ 6.6 | $ 8.3 |
Weighted average life (years) | 12 years | 14 years 1 month 6 days | 11 years 10 months 24 days |
Unfavorable | |||
Finite-Lived Intangible Assets [Line Items] | |||
Amortization expense | $ 6.7 | $ 8.8 | $ 10.1 |
Weighted average life (years) | 7 years 10 months 24 days | 10 years 8 months 12 days | 10 years 6 months |
Favorable and Unfavorable Acq_5
Favorable and Unfavorable Acquired Lease Contracts, net - Future Amortization (Details) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Favorable | ||
2,019 | $ 15.1 | |
2,020 | 15.1 | |
2,021 | 15.1 | |
2,022 | 15 | |
2,023 | 14.9 | |
2024 and thereafter | 90.8 | |
Acquired Intangible Assets, Net | 166 | $ 54.1 |
Unfavorable | ||
Total acquired fair value of lease contracts, net | (24.7) | $ (31.5) |
Lease Contracts | ||
Favorable | ||
2,019 | 3.5 | |
2,020 | 3 | |
2,021 | 2.2 | |
2,022 | 1.5 | |
2,023 | 1 | |
2024 and thereafter | 6.4 | |
Acquired Intangible Assets, Net | 17.6 | |
Unfavorable | ||
2,019 | (5.6) | |
2,020 | (3.7) | |
2,021 | (2.7) | |
2,022 | (2.6) | |
2,023 | (2.2) | |
2024 and thereafter | (7.9) | |
Total acquired fair value of lease contracts, net | (24.7) | |
Unfavorable, Net | ||
2,019 | (2.1) | |
2,020 | (0.7) | |
2,021 | (0.5) | |
2,022 | (1.1) | |
2,023 | (1.2) | |
2024 and thereafter | (1.5) | |
Total | $ (7.1) |
Goodwil (Details)
Goodwil (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Impairment loss as a result of goodwill | $ 0 | $ 0 | $ 0 |
Goodwill [Roll Forward] | |||
Balance at the beginning of the period | 431,700,000 | 431,400,000 | |
Foreign currency translation | (300,000) | 300,000 | |
Goodwill acquired | 154,100,000 | ||
Balance at the end of the period | 585,500,000 | 431,700,000 | 431,400,000 |
Segment One | |||
Goodwill [Roll Forward] | |||
Balance at the beginning of the period | 369,000,000 | 368,700,000 | |
Foreign currency translation | (300,000) | 300,000 | |
Goodwill acquired | 0 | ||
Balance at the end of the period | 368,700,000 | 369,000,000 | 368,700,000 |
Segment Two | |||
Goodwill [Roll Forward] | |||
Balance at the beginning of the period | 62,700,000 | 62,700,000 | |
Foreign currency translation | 0 | 0 | |
Goodwill acquired | 154,100,000 | ||
Balance at the end of the period | $ 216,800,000 | $ 62,700,000 | $ 62,700,000 |
Fair Value Measurement (Details
Fair Value Measurement (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | |||
Impairment loss as a result of goodwill | $ 0 | $ 0 | $ 0 |
Credit facility, net of original discount on borrowings and deferred financing costs | Carrying Amount | |||
Fair Value Measurement | |||
Long-term borrowings | 371,200,000 | 151,000,000 | |
Credit facility, net of original discount on borrowings and deferred financing costs | Fair Value | |||
Fair Value Measurement | |||
Long-term borrowings | 371,200,000 | 151,000,000 | |
Other obligations | Carrying Amount | |||
Fair Value Measurement | |||
Long-term borrowings | 15,400,000 | 2,800,000 | |
Other obligations | Fair Value | |||
Fair Value Measurement | |||
Long-term borrowings | $ 15,400,000 | $ 2,800,000 |
Borrowing Arrangements - Long-T
Borrowing Arrangements - Long-Term Borrowings Table (Details) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Debt Instrument [Line Items] | ||
Total obligations under credit facility and other borrowings | $ 386.7 | $ 153.8 |
Less: Current portion of obligations under credit facility and other borrowings | 13.2 | 20.6 |
Total long-term obligations under credit facility and other borrowings | 373.5 | 133.2 |
Credit facility, net of original discount on borrowings and deferred financing costs | ||
Debt Instrument [Line Items] | ||
Total obligations under credit facility and other borrowings | 371.2 | 151 |
Other borrowings | ||
Debt Instrument [Line Items] | ||
Total obligations under credit facility and other borrowings | $ 15.5 | $ 2.8 |
Borrowing Arrangements - Princi
Borrowing Arrangements - Principal Maturities of Long-Term Debt (Details) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Future minimum payments of total long-term debt | ||
2,019 | $ 14.1 | |
2,020 | 13.1 | |
2,021 | 13 | |
2,022 | 13 | |
2,023 | 331.5 | |
Thereafter | 5.8 | |
Total debt | 390.5 | |
Current portion of long-term obligations under credit facility and other long-term borrowings | 13.2 | $ 20.6 |
Less: Original discount on borrowings | 1.6 | |
Less: Deferred financing costs | 2.2 | |
Total long-term portion, obligations under credit facility and other borrowings | $ 373.5 | $ 133.2 |
Borrowing Arrangements - Additi
Borrowing Arrangements - Additional Information (Details) | Feb. 20, 2015USD ($) | Dec. 31, 2018USD ($)$ / shares | Dec. 31, 2017USD ($) | Nov. 30, 2018USD ($) |
Debt Instrument [Line Items] | ||||
Redemption value of convertible debentures outstanding | $ 1,100,000 | $ 1,100,000 | ||
Credit facility, net of original discount on borrowings and deferred financing costs | ||||
Debt Instrument [Line Items] | ||||
Amount of senior credit facility aggregated | $ 386,700,000 | |||
Weighted average interest rate on senior credit facility (as a percentage) | 4.30% | 3.30% | ||
Convertible Debentures | ||||
Debt Instrument [Line Items] | ||||
Redemption price (in dollars per share) | $ / shares | $ 19.18 | |||
Debt redemptions | $ 0 | $ 0 | ||
Restated Credit Agreement | ||||
Debt Instrument [Line Items] | ||||
Maximum borrowing capacity | $ 400,000,000 | $ 550,000,000 | ||
Percentage of scheduled quarterly amortization | 1.25% | |||
Restated Credit Agreement | Credit facility, net of original discount on borrowings and deferred financing costs | ||||
Debt Instrument [Line Items] | ||||
Maximum borrowing capacity | 200,000,000 | $ 174,800,000 | 325,000,000 | |
Letters of credit outstanding | $ 51,100,000 | |||
Restated Credit Agreement | Letter of credit facility | ||||
Debt Instrument [Line Items] | ||||
Maximum borrowing capacity | 100,000,000 | 100,000,000 | ||
Restated Credit Agreement | Term loan facility | ||||
Debt Instrument [Line Items] | ||||
Maximum borrowing capacity | 200,000,000 | $ 225,000,000 | ||
Restated Credit Agreement | Swingline Loans | ||||
Debt Instrument [Line Items] | ||||
Maximum borrowing capacity | $ 20,000,000 | |||
Restated Credit Agreement | Maximum | Credit facility, net of original discount on borrowings and deferred financing costs | ||||
Debt Instrument [Line Items] | ||||
Total debt to EBITDA ratio that is required to be maintained (less than) | 4.25 | |||
Restated Credit Agreement | Minimum | Credit facility, net of original discount on borrowings and deferred financing costs | ||||
Debt Instrument [Line Items] | ||||
Fixed charge coverage ratio that is required to be maintained | 3.50 | |||
Restated Credit Agreement | LIBOR Loans | Credit facility, net of original discount on borrowings and deferred financing costs | ||||
Debt Instrument [Line Items] | ||||
Period of total debt to EBITDA ratio | 12 months | |||
Restated Credit Agreement | Base rate loans | Credit facility, net of original discount on borrowings and deferred financing costs | Base Rate | ||||
Debt Instrument [Line Items] | ||||
Interest rate margin on variable rate basis (as a percentage) | 0.50% | |||
Restated Credit Agreement | Base rate loans | Credit facility, net of original discount on borrowings and deferred financing costs | LIBOR | ||||
Debt Instrument [Line Items] | ||||
Interest rate margin on variable rate basis (as a percentage) | 1.00% | |||
Senior Credit Facility | Credit facility, net of original discount on borrowings and deferred financing costs | ||||
Debt Instrument [Line Items] | ||||
Weighted average interest rate on senior credit facility (as a percentage) | 4.00% | 2.90% |
Share Repurchase Plan - Narrati
Share Repurchase Plan - Narrative (Details) - USD ($) | 8 Months Ended | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2018 | Dec. 31, 2017 | May 31, 2016 | |
Equity [Abstract] | ||||
Amount authorized by the company's Board of Directors (not more than) | $ 30,000,000 | $ 30,000,000 | ||
Common stock purchased under share repurchase program (in shares) | 305,183 | 0 | 0 |
Share Repurchase Plan - Repurch
Share Repurchase Plan - Repurchase Activity (Details) - USD ($) | 12 Months Ended | |||
Dec. 31, 2018 | Dec. 31, 2016 | Dec. 31, 2017 | May 31, 2016 | |
Equity [Abstract] | ||||
Total authorized repurchase amount | $ 30,000,000 | $ 30,000,000 | ||
Total value of shares repurchased | $ 7,500,000 | $ 7,500,000 | ||
Total remaining authorized repurchase amount | $ 22,500,000 |
Leases and Contingencies - Mini
Leases and Contingencies - Minimum Rental Commitments (Details) $ in Millions | Dec. 31, 2018USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2,019 | $ 170.6 |
2,020 | 122.5 |
2,021 | 94.5 |
2,022 | 74 |
2,023 | 48.4 |
2024 and thereafter | 117 |
Total | 627 |
Minimum commitments for leases that expire in less than one year | $ 42 |
Leases and Contingencies - Addi
Leases and Contingencies - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |||
Rent expense, including contingent rents | $ 254.7 | $ 394.6 | $ 384 |
Contingent rent expense | 47.4 | $ 161.5 | $ 140 |
Future sublease income under non-cancellable operating leases | 8.4 | ||
Rent expense recoded as a reduction of revenue | $ 133.6 |
Income Taxes - Income Tax Compo
Income Taxes - Income Tax Components (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Components of income before taxes | |||||||||||
United States | $ 74.9 | $ 70 | $ 38.9 | ||||||||
Foreign | 1.1 | 2.2 | 2.9 | ||||||||
Earnings before income taxes | $ 12.5 | $ 20.1 | $ 22.2 | $ 21.2 | $ 14.9 | $ 19.3 | $ 28 | $ 10 | 76 | 72.2 | 41.8 |
Current provision | |||||||||||
U.S. federal | 9.9 | 21.5 | 13.9 | ||||||||
Foreign | 1 | 1 | 1.4 | ||||||||
State | 7.4 | 3.3 | 2.6 | ||||||||
Total current | 18.3 | 25.8 | 17.9 | ||||||||
Deferred provision | |||||||||||
U.S. federal | 1.3 | 2.6 | (2.5) | ||||||||
Foreign | (0.3) | 0.6 | (0.4) | ||||||||
State | 0.3 | (1.3) | 0.8 | ||||||||
Total deferred | 1.3 | 1.9 | (2.1) | ||||||||
Income tax (benefit) expense | $ 2.7 | $ 5.6 | $ 6 | $ 5.3 | $ 6.4 | $ 7.3 | $ 10.7 | $ 3.3 | $ 19.6 | $ 27.7 | $ 15.8 |
Income Taxes - Schedule of Defe
Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Deferred tax assets | ||
Net operating loss carry forwards | $ 21.6 | $ 21.5 |
Accrued expenses | 17.4 | 18.8 |
Accrued compensation | 7.1 | 8.1 |
Book over tax cost unfavorable acquired lease contracts | 6.4 | 8.2 |
Other | 0.9 | 0 |
Total gross deferred tax assets | 53.4 | 56.6 |
Less: valuation allowance | (8.1) | (7.1) |
Total deferred tax assets | 45.3 | 49.5 |
Deferred tax liabilities | ||
Prepaid expenses | (0.1) | (0.1) |
Undistributed foreign earnings | (0.1) | (0.3) |
Tax over book depreciation and amortization, deferred tax assets | 1.3 | |
Tax over book depreciation and amortization, deferred tax liabilities | (3.8) | |
Tax over book goodwill amortization | (22.3) | (18.2) |
Tax over book cost favorable acquired lease contracts | (4.6) | (6.1) |
Equity investments in unconsolidated entities | (4.9) | (5.1) |
Total deferred tax liabilities | (30.7) | (33.6) |
Net deferred tax asset | $ 14.6 | $ 15.9 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Millions | Dec. 22, 2017 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Income Taxes | |||||
Provisional income tax benefit | $ 1.6 | ||||
Provisional income tax expense | 1.2 | ||||
Transition tax for accumulated foreign earnings | 1.8 | ||||
Current tax benefit for transition tax | $ 1.5 | ||||
Valuation allowance | $ 7.1 | 8.1 | $ 7.1 | ||
Transition tax for accumulated foreign earnings current | 14.1 | ||||
Transition tax for accumulated foreign earnings noncurrent | $ 0.6 | ||||
Change in valuation allowance | (1) | (0.5) | $ 0.2 | ||
Excess tax benefit from tax cuts and jobs act | $ 0.2 | (1.5) | (1) | 0 | |
Income taxes, net | 15.3 | 26.5 | $ 17.6 | ||
Canada | |||||
Income Taxes | |||||
Foreign subsidiary earnings permanently reinvested to satisfy current working capital requirements | 3.9 | ||||
Tax that may be payable on distribution of foreign subsidiary earnings to the United States | 0.2 | ||||
Puerto Rico | |||||
Income Taxes | |||||
Foreign subsidiary earnings permanently reinvested to satisfy current working capital requirements | 7.2 | ||||
Tax that may be payable on distribution of foreign subsidiary earnings to the United States | 0.7 | ||||
State | |||||
Income Taxes | |||||
Operating loss carryforwards, amount | 19.5 | ||||
Accounting Standards Update 2016-09 | |||||
Income Taxes | |||||
Excess tax benefit from tax cuts and jobs act | (1) | $ (0.9) | |||
Net Operating Losses | |||||
Income Taxes | |||||
Change in valuation allowance | $ 0.3 |
Income Taxes - Effective Tax Re
Income Taxes - Effective Tax Reconciliation (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Reconciliation of income tax provision (benefit) to the amount computed by multiplying book income/(loss) before income taxes by federal income tax rate | |||||||||||
Tax at statutory rate | $ 16 | $ 25.3 | $ 14.6 | ||||||||
Permanent differences | 0.2 | 0.3 | 0.8 | ||||||||
State taxes, net of federal benefit | 6.3 | 2.5 | 1.3 | ||||||||
Effect of foreign tax rates | 0.6 | 0 | 0 | ||||||||
Effect of 2017 Tax Act | $ 0.2 | (1.5) | (1) | 0 | |||||||
Minority interest | (0.7) | (1.1) | (1) | ||||||||
Current year adjustment to deferred taxes | 0.4 | 1.6 | 1.3 | ||||||||
Recognition of tax credits | (2.7) | (1.5) | (1.4) | ||||||||
Other | 0 | 1.1 | 0.4 | ||||||||
Income tax expense before change in valuation allowance | 18.6 | 27.2 | 16 | ||||||||
Change in valuation allowance | 1 | 0.5 | (0.2) | ||||||||
Income tax (benefit) expense | $ 2.7 | $ 5.6 | $ 6 | $ 5.3 | $ 6.4 | $ 7.3 | $ 10.7 | $ 3.3 | $ 19.6 | $ 27.7 | $ 15.8 |
Effective tax rate | 25.80% | 38.40% | 37.80% | ||||||||
Income tax expense related to increase in valuation allowance | $ 1.2 |
Benefit Plans - Deferred Compen
Benefit Plans - Deferred Compensation Arrangements (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Supplemental pension arrangements for key executives | |||
Benefit Plans | |||
Employee's eligibility age to receive a defined monthly benefit | 65 years | ||
Accrual for present value of future benefit payments | $ 3.7 | $ 3.6 | |
Expenses related to the plan | 0.4 | 0 | $ 0.2 |
Deferred benefits for certain former key executives | Central | |||
Benefit Plans | |||
Accrual for present value of future benefit payments | 2.4 | 2.6 | |
Expenses related to the plan | $ 0.2 | 0.2 | $ 0.6 |
Minimum period over which the annual payments will be made when the executives retire or upon death or disability | 10 years | ||
Face value of life insurance contracts | $ 6.2 | 6.7 | |
Cash surrender value of life insurance contracts | $ 3.6 | $ 4 |
Benefit Plans - Savings and Ret
Benefit Plans - Savings and Retirement Plans (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Benefit Plans | |||
Expenses related to the savings and retirement plan | $ 2.1 | $ 2.1 | $ 1.9 |
Savings And Retirement 401K Plan | |||
Benefit Plans | |||
Employer match of first tier of employee contributions (as a percent) | 50.00% | ||
First tier percentage of compensation eligible for match by employer | 6.00% |
Benefit Plans - Non-qualified D
Benefit Plans - Non-qualified Deferred Compensation Plans (Details) - Non-qualified deferred compensation plan - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Benefit Plans | ||
Maximum annual contribution an employee is permitted to defer | $ 100,000 | |
Cash surrender value of the Company owned life insurance ("COLI") policies | 13,000,000 | $ 14,100,000 |
Deferred compensation liability | $ 15,000,000 | $ 16,300,000 |
Benefit Plans - Multiemployer D
Benefit Plans - Multiemployer Defined Benefit Pension Plans (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Multiemployer plans | |||
Expenses for contributions not reimbursed by clients and related to multiemployer defined benefit and defined contribution plans | $ 2.1 | $ 2 | $ 3.3 |
Multiemployer defined benefit pension plans | Teamsters Local Union 727 | |||
Multiemployer plans | |||
Pension Protection Zone Status | Green | Green | Green |
Contributions | $ 3.2 | $ 3.4 | $ 3.5 |
Multiemployer defined benefit pension plans | Local 272 Labor Management | |||
Multiemployer plans | |||
Pension Protection Zone Status | Green | Green | Green |
Contributions | $ 1.5 | $ 1.6 | $ 1.5 |
Bradley Agreement - Narrative (
Bradley Agreement - Narrative (Details) | 12 Months Ended | |||
Dec. 31, 2018USD ($)parking_space | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2002USD ($) | |
Compensation | ||||
Management fees | $ 0 | $ 0 | $ 0 | |
Bradley International Airport parking facilities operating agreement | ||||
Agreement | ||||
Agreement period with the State of Connecticut for operation of parking spaces | 25 years | |||
Number of garage parking spaces at Bradley International Airport operated | parking_space | 3,500 | |||
Annual minimum guaranteed payment to the State by the trustee | $ 11,800,000 | 11,500,000 | ||
Maximum premium percentage on initial deficiency payment (not more than) | 10.00% | |||
Estimated accrued deficiency payments | $ 0 | 0 | ||
Compensation | ||||
Management fee apportioned to the entity (as a percent) | 60.00% | |||
Management fee apportioned to an un-affiliated entity (as a percent) | 40.00% | |||
Unrecognized cumulative management fees | $ 18,700,000 | $ 17,700,000 | ||
Bradley International Airport parking facilities operating agreement | Minimum | ||||
Agreement | ||||
Annual minimum guaranteed payment to the State by the trustee | $ 8,300,000 | |||
Bradley International Airport parking facilities operating agreement | Maximum | ||||
Agreement | ||||
Annual minimum guaranteed payment to the State by the trustee | 13,200,000 | |||
Bradley International Airport parking facilities operating agreement | State of Connecticut special facility revenue bonds | Minimum | ||||
Agreement | ||||
Annual principal and interest on revenue bonds | $ 3,600,000 | |||
Bradley International Airport parking facilities operating agreement | State of Connecticut special facility revenue bonds | Maximum | ||||
Agreement | ||||
Annual principal and interest on revenue bonds | $ 4,500,000 |
Bradley Agreement - Schedule of
Bradley Agreement - Schedule of Deficiency Payments (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Schedule Of Deficiency Payments [Roll Forward] | |||
Balance at beginning of year | $ 7.8 | $ 9.9 | $ 11.6 |
Deficiency payments made | 0.1 | 0.3 | 0.2 |
Deficiency repayment received | (4) | (2.3) | (1.9) |
Balance at end of year | $ 3.9 | $ 7.8 | $ 9.9 |
Bradley Agreement - Schedule _2
Bradley Agreement - Schedule of Interest and Premium Received and Deficiency Payment (Details) - Bradley International Airport parking facilities operating agreement - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||
Deficiency repayments | $ 3.9 | $ 2 | $ 1.7 |
Interest | 0.9 | 0.6 | 0.5 |
Premium | $ 0.3 | $ 0.2 | $ 0.2 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Jan. 01, 2018 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Beginning balance (deficit) | $ 313.1 | $ 268.4 | $ 250.1 | |
Change in other comprehensive income (loss) | (0.6) | 0.2 | (0.3) | |
Cumulative effect of change in accounting principle | 0 | $ 0 | ||
Ending balance (deficit) | 368.6 | 313.1 | 268.4 | |
Accumulated Other Comprehensive Income (Loss) | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Beginning balance (deficit) | (1.2) | (1.4) | (1.1) | |
Cumulative effect of change in accounting principle | (0.6) | |||
Ending balance (deficit) | (2.4) | (1.2) | (1.4) | |
Foreign Currency Translation Adjustments | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Beginning balance (deficit) | (1.2) | (1.4) | (1.2) | |
Change in other comprehensive income (loss) | (0.6) | 0.2 | (0.2) | |
Cumulative effect of change in accounting principle | (0.6) | |||
Ending balance (deficit) | (2.4) | (1.2) | (1.4) | |
Effective Portion of Unrealized Gain (Loss) on Derivative | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Beginning balance (deficit) | 0 | 0 | 0.1 | |
Change in other comprehensive income (loss) | 0 | 0 | (0.1) | |
Cumulative effect of change in accounting principle | $ 0 | |||
Ending balance (deficit) | $ 0 | $ 0 | $ 0 |
Legal Proceedings (Details)
Legal Proceedings (Details) - USD ($) $ in Millions | 1 Months Ended | 12 Months Ended | ||
Sep. 30, 2016 | Mar. 31, 2016 | Mar. 31, 2010 | Dec. 31, 2016 | |
Holten Settlement | ||||
Loss Contingencies [Line Items] | ||||
Amount alleged to be payable to indirect controlling shareholder (more than) | $ 3.8 | |||
Amount payable to indirect controlling shareholder | $ 3.4 | |||
Amount to be recovered by the company through insurance | $ 1.9 | |||
Expense recognized related to litigation settlement | $ 1.5 | |||
Settlement Agreement | ||||
Loss Contingencies [Line Items] | ||||
Amount payable to indirect controlling shareholder | $ 2.5 | |||
Expense recognized related to litigation settlement, net of tax | 0.5 | |||
General and administrative expenses | Settlement Agreement | ||||
Loss Contingencies [Line Items] | ||||
Expense recognized related to litigation settlement | $ 0.8 |
Domestic and Foreign Operatio_3
Domestic and Foreign Operations (Details) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018USD ($) | Sep. 30, 2018USD ($) | Jun. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Sep. 30, 2017USD ($) | Jun. 30, 2017USD ($) | Mar. 31, 2017USD ($) | Dec. 31, 2018USD ($)segment | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | |
Business Unit Segment Information | |||||||||||
Number of operating segments | segment | 2 | ||||||||||
Services revenue | $ 377.3 | $ 362.1 | $ 362.2 | $ 366.8 | $ 392.4 | $ 392.7 | $ 403.5 | $ 401.9 | $ 1,468.4 | $ 1,590.5 | $ 1,568.4 |
Gross profit | 48.5 | 45 | 51.1 | 39.4 | 41.4 | 45.9 | 57.5 | 40.5 | 184 | 185.3 | 176.4 |
General and administrative expenses | 27.7 | 18.7 | 22.3 | 22.3 | 19.6 | 19.6 | 22.5 | 21.2 | $ 91 | $ 82.9 | $ 90 |
General and administrative expense percentage of gross profit | 49.50% | 44.70% | 51.00% | ||||||||
Depreciation and amortization | 5.2 | 4.2 | 4.5 | 4 | 4.7 | 4.9 | 4.8 | 6.6 | $ 17.9 | $ 21 | $ 33.7 |
Operating income | 15.6 | 22.1 | 24.3 | 13.1 | 17.1 | 21.4 | 30.2 | 12.7 | 75.1 | 81.4 | 52.7 |
Other expense (income) | |||||||||||
Interest expense | 3.2 | 2.1 | 2.2 | 2.1 | 2.1 | 2.2 | 2.3 | 2.6 | 9.6 | 9.2 | 10.5 |
Interest income | (0.1) | (0.1) | (0.1) | (0.1) | (0.1) | (0.2) | (0.2) | (0.1) | (0.4) | (0.6) | (0.5) |
Net gain on sale of a business | 0 | 0 | 0 | 0 | 0 | 0 | (0.1) | 0 | 0 | (0.1) | 0 |
Equity in (earnings) losses from investment in unconsolidated entity | 0 | 0 | 0 | (10.1) | 0.2 | 0.1 | 0.2 | 0.2 | (10.1) | 0.7 | 0.9 |
Total other expenses (income) | 3.1 | 2 | 2.1 | (8.1) | 2.2 | 2.1 | 2.2 | 2.7 | (0.9) | 9.2 | 10.9 |
Earnings before income taxes | 12.5 | 20.1 | 22.2 | 21.2 | 14.9 | 19.3 | 28 | 10 | 76 | 72.2 | 41.8 |
Income tax expense | 2.7 | 5.6 | 6 | 5.3 | 6.4 | 7.3 | 10.7 | 3.3 | 19.6 | 27.7 | 15.8 |
Net income | 9.8 | 14.5 | 16.2 | 15.9 | 8.5 | 12 | 17.3 | 6.7 | 56.4 | 44.5 | 26 |
Less: Net income attributable to noncontrolling interest | 0.7 | 1 | 0.9 | 0.6 | 0.7 | 0.8 | 1.1 | 0.7 | 3.2 | 3.3 | 2.9 |
Net income attributable to SP Plus Corporation | 9.1 | 13.5 | 15.3 | 15.3 | 7.8 | 11.2 | 16.2 | 6 | 53.2 | 41.2 | 23.1 |
Operating Segments | Segment One | |||||||||||
Business Unit Segment Information | |||||||||||
Services revenue | 637 | 683.8 | 668.6 | ||||||||
Gross profit | 120.2 | 132.7 | 128.3 | ||||||||
Operating Segments | Segment Two | |||||||||||
Business Unit Segment Information | |||||||||||
Services revenue | 128.2 | 218.4 | 212.7 | ||||||||
Gross profit | 39 | 32.9 | 30.3 | ||||||||
Segment Reconciling Items | |||||||||||
Business Unit Segment Information | |||||||||||
Services revenue | 10.2 | 9.1 | 10.5 | ||||||||
Gross profit | 24.8 | 19.7 | 17.8 | ||||||||
Lease type contracts | |||||||||||
Business Unit Segment Information | |||||||||||
Services revenue | 102.3 | 104.7 | 107.4 | 99.5 | 140.5 | 140.9 | 150.9 | 130.8 | 413.9 | 563.1 | 545 |
Gross profit | 8 | 10.5 | 12.9 | 4.9 | 9.1 | 9.9 | 20.7 | 5 | 36.3 | 44.7 | 39.4 |
Lease type contracts | Operating Segments | Segment One | |||||||||||
Business Unit Segment Information | |||||||||||
Services revenue | 386.2 | 433.8 | 420.3 | ||||||||
Gross profit | $ 25.3 | $ 35.8 | $ 32.6 | ||||||||
Gross Profit, Percentage | 6.60% | 8.30% | 7.80% | ||||||||
Lease type contracts | Operating Segments | Segment Two | |||||||||||
Business Unit Segment Information | |||||||||||
Services revenue | $ 27 | $ 129.3 | $ 124.7 | ||||||||
Gross profit | $ 7.1 | $ 6.7 | $ 5.7 | ||||||||
Gross Profit, Percentage | 26.30% | 5.20% | 4.50% | ||||||||
Lease type contracts | Segment Reconciling Items | |||||||||||
Business Unit Segment Information | |||||||||||
Services revenue | $ 0.7 | $ 0 | $ 0 | ||||||||
Gross profit | $ 3.8 | $ 2.2 | $ 1.1 | ||||||||
Gross Profit, Percentage | 542.90% | 0.00% | 0.00% | ||||||||
Management type contracts | |||||||||||
Business Unit Segment Information | |||||||||||
Services revenue | 96.8 | 82.6 | 87.7 | 94.4 | 85.4 | 86.7 | 84 | 92.1 | $ 361.5 | $ 348.2 | $ 346.8 |
Gross profit | 40.5 | 34.5 | 38.2 | 34.5 | 32.3 | 36 | 36.8 | 35.5 | 147.7 | 140.6 | 137 |
Management type contracts | Operating Segments | Segment One | |||||||||||
Business Unit Segment Information | |||||||||||
Services revenue | 250.8 | 250 | 248.3 | ||||||||
Gross profit | $ 94.9 | $ 96.9 | $ 95.7 | ||||||||
Gross Profit, Percentage | 37.80% | 38.80% | 38.50% | ||||||||
Management type contracts | Operating Segments | Segment Two | |||||||||||
Business Unit Segment Information | |||||||||||
Services revenue | $ 101.2 | $ 89.1 | $ 88 | ||||||||
Gross profit | $ 31.9 | $ 26.2 | $ 24.6 | ||||||||
Gross Profit, Percentage | 31.50% | 29.20% | 28.00% | ||||||||
Management type contracts | Segment Reconciling Items | |||||||||||
Business Unit Segment Information | |||||||||||
Services revenue | $ 9.5 | $ 9.1 | $ 10.5 | ||||||||
Gross profit | $ 21 | $ 17.5 | $ 16.7 | ||||||||
Gross Profit, Percentage | 221.10% | 192.30% | 159.00% | ||||||||
Reimbursed management type contract revenue | |||||||||||
Business Unit Segment Information | |||||||||||
Services revenue | $ 178.2 | $ 174.8 | $ 167.1 | $ 172.9 | $ 166.5 | $ 165.1 | $ 168.6 | $ 179 | $ 693 | $ 679.2 | $ 676.6 |
Unaudited Quarterly Results (De
Unaudited Quarterly Results (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Condensed Financial Statements, Captions [Line Items] | |||||||||||
Total revenue | $ 377.3 | $ 362.1 | $ 362.2 | $ 366.8 | $ 392.4 | $ 392.7 | $ 403.5 | $ 401.9 | $ 1,468.4 | $ 1,590.5 | $ 1,568.4 |
Cost of services | 328.8 | 317.1 | 311.1 | 327.4 | 351 | 346.8 | 346 | 361.4 | 1,284.4 | 1,405.2 | 1,392 |
Gross profit | 48.5 | 45 | 51.1 | 39.4 | 41.4 | 45.9 | 57.5 | 40.5 | 184 | 185.3 | 176.4 |
General and administrative expenses | 27.7 | 18.7 | 22.3 | 22.3 | 19.6 | 19.6 | 22.5 | 21.2 | 91 | 82.9 | 90 |
Depreciation and amortization | 5.2 | 4.2 | 4.5 | 4 | 4.7 | 4.9 | 4.8 | 6.6 | 17.9 | 21 | 33.7 |
Operating income | 15.6 | 22.1 | 24.3 | 13.1 | 17.1 | 21.4 | 30.2 | 12.7 | 75.1 | 81.4 | 52.7 |
Other expense (income) | |||||||||||
Interest expense | 3.2 | 2.1 | 2.2 | 2.1 | 2.1 | 2.2 | 2.3 | 2.6 | 9.6 | 9.2 | 10.5 |
Interest income | (0.1) | (0.1) | (0.1) | (0.1) | (0.1) | (0.2) | (0.2) | (0.1) | (0.4) | (0.6) | (0.5) |
Net gain on sale of a business | 0 | 0 | 0 | 0 | 0 | 0 | (0.1) | 0 | 0 | (0.1) | 0 |
Equity in (income) losses from investment in unconsolidated entity | 0 | 0 | 0 | (10.1) | 0.2 | 0.1 | 0.2 | 0.2 | (10.1) | 0.7 | 0.9 |
Total other expenses (income) | 3.1 | 2 | 2.1 | (8.1) | 2.2 | 2.1 | 2.2 | 2.7 | (0.9) | 9.2 | 10.9 |
Earnings before income taxes | 12.5 | 20.1 | 22.2 | 21.2 | 14.9 | 19.3 | 28 | 10 | 76 | 72.2 | 41.8 |
Income tax expense | 2.7 | 5.6 | 6 | 5.3 | 6.4 | 7.3 | 10.7 | 3.3 | 19.6 | 27.7 | 15.8 |
Net income | 9.8 | 14.5 | 16.2 | 15.9 | 8.5 | 12 | 17.3 | 6.7 | 56.4 | 44.5 | 26 |
Less: Net income attributable to noncontrolling interest | 0.7 | 1 | 0.9 | 0.6 | 0.7 | 0.8 | 1.1 | 0.7 | 3.2 | 3.3 | 2.9 |
Net income attributable to SP Plus Corporation | $ 9.1 | $ 13.5 | $ 15.3 | $ 15.3 | $ 7.8 | $ 11.2 | $ 16.2 | $ 6 | $ 53.2 | $ 41.2 | $ 23.1 |
Net income per share | |||||||||||
Basic (in dollars per share) | $ 0.40 | $ 0.60 | $ 0.68 | $ 0.69 | $ 0.35 | $ 0.51 | $ 0.73 | $ 0.27 | $ 2.38 | $ 1.86 | $ 1.04 |
Diluted (in dollars per share) | $ 0.40 | $ 0.60 | $ 0.68 | $ 0.68 | $ 0.35 | $ 0.50 | $ 0.72 | $ 0.27 | $ 2.35 | $ 1.83 | $ 1.03 |
Weighted average shares outstanding | |||||||||||
Basic (in shares) | 22,465,834 | 22,439,884 | 22,370,923 | 22,308,694 | 22,221,536 | 22,203,023 | 22,190,421 | 22,148,265 | 22,394,542 | 22,195,350 | 22,238,021 |
Diluted (in shares) | 22,607,102 | 22,626,746 | 22,644,884 | 22,557,326 | 22,528,825 | 22,523,036 | 22,515,234 | 22,447,904 | 22,607,223 | 22,508,288 | 22,528,122 |
Equity method investee's sale of assets, gross profit | $ 8.5 | ||||||||||
Lease type contracts | |||||||||||
Condensed Financial Statements, Captions [Line Items] | |||||||||||
Total revenue | $ 102.3 | $ 104.7 | $ 107.4 | $ 99.5 | $ 140.5 | $ 140.9 | 150.9 | $ 130.8 | $ 413.9 | $ 563.1 | $ 545 |
Cost of services | 94.3 | 94.2 | 94.5 | 94.6 | 131.4 | 131 | 130.2 | 125.8 | 377.6 | 518.4 | 505.6 |
Gross profit | 8 | 10.5 | 12.9 | 4.9 | 9.1 | 9.9 | 20.7 | 5 | 36.3 | 44.7 | 39.4 |
Management type contracts | |||||||||||
Condensed Financial Statements, Captions [Line Items] | |||||||||||
Total revenue | 96.8 | 82.6 | 87.7 | 94.4 | 85.4 | 86.7 | 84 | 92.1 | 361.5 | 348.2 | 346.8 |
Cost of services | 56.3 | 48.1 | 49.5 | 59.9 | 53.1 | 50.7 | 47.2 | 56.6 | 213.8 | 207.6 | 209.8 |
Gross profit | 40.5 | 34.5 | 38.2 | 34.5 | 32.3 | 36 | 36.8 | 35.5 | 147.7 | 140.6 | 137 |
Reimbursed management type contract revenue | |||||||||||
Condensed Financial Statements, Captions [Line Items] | |||||||||||
Total revenue | 178.2 | 174.8 | 167.1 | 172.9 | 166.5 | 165.1 | 168.6 | 179 | 693 | 679.2 | 676.6 |
Cost of services | $ 178.2 | $ 174.8 | $ 167.1 | $ 172.9 | $ 166.5 | $ 165.1 | $ 168.6 | $ 179 | $ 693 | $ 679.2 | $ 676.6 |
SCHEDULE II-VALUATION AND QUA_2
SCHEDULE II-VALUATION AND QUALIFYING ACCOUNTS (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Allowance for doubtful accounts | |||
Changes in valuation and qualifying accounts | |||
Balance at Beginning of Year | $ 0.7 | $ 0.4 | $ 0.9 |
Additions Charged to Costs and Expenses | 1.7 | 0.7 | 0.5 |
Reductions | (1.4) | (0.4) | (1) |
Balance at End of Year | 1 | 0.7 | 0.4 |
Deferred tax valuation allowance | |||
Changes in valuation and qualifying accounts | |||
Balance at Beginning of Year | 7.1 | 6.6 | 6.8 |
Additions Charged to Costs and Expenses | 1 | 0.5 | 0 |
Reductions | 0 | 0 | (0.2) |
Balance at End of Year | $ 8.1 | $ 7.1 | $ 6.6 |
Uncategorized Items - sp-201812
Label | Element | Value |
Retained Earnings [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ 600,000 |