Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2019 | Oct. 30, 2019 | |
Cover page. | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2019 | |
Document Transition Report | false | |
Entity File Number | 000-50796 | |
Entity Registrant Name | SP Plus Corp | |
Entity Central Index Key | 0001059262 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q3 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 16-1171179 | |
Entity Address, Address Line One | 200 E. Randolph Street, Suite 7700 | |
Entity Address, City or Town | Chicago | |
Entity Address, State or Province | IL | |
Entity Address, Postal Zip Code | 60601-7702 | |
City Area Code | 312 | |
Local Phone Number | 274-2000 | |
Title of 12(b) Security | Common Stock, $0.001 par value per share | |
Trading Symbol | SP | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 22,948,766 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 |
Assets | ||
Cash and cash equivalents | $ 29.6 | $ 39.9 |
Notes and accounts receivable, net | 150 | 150.7 |
Prepaid expenses and other | 15.7 | 17.2 |
Total current assets | 195.3 | 207.8 |
Leasehold improvements, equipment and construction in progress, net | 43.2 | 40.3 |
Right-of-use assets | 444.5 | 0 |
Other assets | ||
Advances and deposits | 4.2 | 4.2 |
Other intangible assets, net | 154.6 | 166 |
Favorable acquired lease contracts, net | 0 | 17.6 |
Equity investments in unconsolidated entities | 10.4 | 9.8 |
Other assets, net | 20.3 | 17.3 |
Deferred taxes | 13.1 | 14.6 |
Cost of contracts, net | 4.5 | 9.2 |
Goodwill | 585.7 | 585.5 |
Total other assets | 792.8 | 824.2 |
Total assets | 1,475.8 | 1,072.3 |
Liabilities and stockholders’ equity | ||
Accounts payable | 102.5 | 110.1 |
Accrued rent | 18.2 | 23.5 |
Compensation and payroll withholdings | 24.2 | 25.8 |
Property, payroll and other taxes | 8.7 | 9.5 |
Accrued insurance | 19 | 19.7 |
Accrued expenses | 40 | 45.1 |
Short-term lease liabilities | 117.1 | 0 |
Current portion of long-term obligations under credit facility and other long-term borrowings | 14.4 | 13.2 |
Total current liabilities | 344.1 | 246.9 |
Long-term borrowings, excluding current portion | ||
Obligations under credit facility | 340.6 | 360.9 |
Other long-term borrowings | 15.1 | 12.6 |
Total long-term obligations under credit facility and other borrowings | 355.7 | 373.5 |
Long-term lease liabilities | 338.4 | 0 |
Unfavorable acquired lease contracts, net | 0 | 24.7 |
Other long-term liabilities | 59.3 | 58.6 |
Total noncurrent liabilities | 753.4 | 456.8 |
Stockholders’ equity | ||
Preferred stock, par value $0.01 per share; 5,000,000 shares authorized as of September 30, 2019 and December 31, 2018; no shares issued | 0 | 0 |
Common stock, par value $0.001 per share; 50,000,000 shares authorized as of September 30, 2019 and December 31, 2018; 22,948,766 and 22,783,976 shares issued and outstanding as of September 30, 2019 and December 31, 2018, respectively | 0 | 0 |
Treasury stock, at cost; 1,263,642 and 305,183 shares as of September 30, 2019 and December 31, 2018, respectively | (39.8) | (7.5) |
Additional paid-in capital | 260.8 | 257.7 |
Accumulated other comprehensive loss | (3.3) | (2.4) |
Retained earnings | 160.6 | 120.7 |
Total SP Plus Corporation stockholders’ equity | 378.3 | 368.5 |
Noncontrolling interest | 0 | 0.1 |
Total stockholders’ equity | 378.3 | 368.6 |
Total liabilities and stockholders’ equity | $ 1,475.8 | $ 1,072.3 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2019 | Dec. 31, 2018 |
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) | 22,948,766 | 22,783,976 |
Common stock, shares outstanding (in shares) | 22,948,766 | 22,783,976 |
Treasury stock, shares (in shares) | 1,263,642 | 305,183 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Income - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Services revenue | $ 418.6 | $ 362.1 | $ 1,242.2 | $ 1,091.2 |
Cost of services | 359.9 | 317.1 | 1,068.4 | 955.6 |
Gross profit | 58.7 | 45 | 173.8 | 135.6 |
General and administrative expenses | 26 | 18.7 | 80.8 | 63.3 |
Depreciation and amortization | 7.3 | 4.2 | 21.8 | 12.7 |
Operating income | 25.4 | 22.1 | 71.2 | 59.6 |
Other expenses (income) | ||||
Interest expense | 4.8 | 2.1 | 14.7 | 6.5 |
Interest income | (0.1) | (0.1) | (0.3) | (0.3) |
Equity in earnings from investment in unconsolidated entity | 0 | 0 | 0 | (10.1) |
Total other expenses (income) | 4.7 | 2 | 14.4 | (3.9) |
Earnings before income taxes | 20.7 | 20.1 | 56.8 | 63.5 |
Income tax expense | 5.7 | 5.6 | 14.6 | 16.9 |
Net income | 15 | 14.5 | 42.2 | 46.6 |
Less: Net income attributable to noncontrolling interest | 0.8 | 1 | 2.2 | 2.5 |
Net income attributable to SP Plus Corporation | $ 14.2 | $ 13.5 | $ 40 | $ 44.1 |
Net income per common share | ||||
Basic (in dollars per share) | $ 0.64 | $ 0.60 | $ 1.79 | $ 1.97 |
Diluted (in dollars per share) | $ 0.64 | $ 0.60 | $ 1.78 | $ 1.95 |
Weighted average shares outstanding | ||||
Basic (in shares) | 21,945,129 | 22,439,884 | 22,277,852 | 22,370,789 |
Diluted (in shares) | 22,038,905 | 22,626,746 | 22,411,965 | 22,607,274 |
Lease type contracts | ||||
Services revenue | $ 104.6 | $ 104.7 | $ 307.6 | $ 311.6 |
Cost of services | 93 | 94.2 | 274.5 | 283.2 |
Gross profit | 11.6 | 10.5 | 33.1 | 28.4 |
Management type contracts | ||||
Services revenue | 132.6 | 82.6 | 395.4 | 264.8 |
Cost of services | 85.5 | 48.1 | 254.7 | 157.6 |
Gross profit | 47.1 | 34.5 | 140.7 | 107.2 |
Lease and management type contracts | ||||
Services revenue | 237.2 | 187.3 | 703 | 576.4 |
Cost of services | 178.5 | 142.3 | 529.2 | 440.8 |
Reimbursed management type contract revenue | ||||
Services revenue | 181.4 | 174.8 | 539.2 | 514.8 |
Cost of services | $ 181.4 | $ 174.8 | $ 539.2 | $ 514.8 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Statement of Comprehensive Income [Abstract] | ||||||||
Net income | $ 15 | $ 16.3 | $ 10.9 | $ 14.5 | $ 16.2 | $ 15.9 | $ 42.2 | $ 46.6 |
Other comprehensive income (expense) | (0.2) | $ 0.2 | 0.1 | (0.9) | (0.4) | |||
Comprehensive income | 14.8 | 14.6 | 41.3 | 46.2 | ||||
Less: Comprehensive income attributable to noncontrolling interest | 0.8 | 1 | 2.2 | 2.5 | ||||
Comprehensive income attributable to SP Plus Corporation | $ 14 | $ 13.6 | $ 39.1 | $ 43.7 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Stockholders' Equity - USD ($) $ in Millions | Total | Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Loss | Retained Earnings | Treasury Stock | Noncontrolling Interest |
Beginning balance (deficit) (in shares) at Dec. 31, 2017 | 22,542,672 | ||||||
Beginning 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 | 15.9 | 15.3 | 0.6 | ||||
Foreign currency translation | (0.4) | (0.4) | |||||
Issuance of restricted stock units (in shares) | 45,963 | ||||||
Issuance of restricted stock units | 0 | ||||||
Issuance of performance stock units (in shares) | 48,174 | ||||||
Issuance of performance stock units | 0 | ||||||
Non-cash stock-based compensation related to restricted stock units and performance share units | 0.6 | 0.6 | |||||
Distribution to noncontrolling interest | (0.8) | (0.8) | |||||
Ending balance (deficit) (in shares) at Mar. 31, 2018 | 22,636,809 | ||||||
Ending Balance (deficit) at Mar. 31, 2018 | 328.3 | $ 0 | 255.2 | (1.6) | 82.2 | (7.5) | 0 |
Beginning balance (deficit) (in shares) at Dec. 31, 2017 | 22,542,672 | ||||||
Beginning 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 | 46.6 | ||||||
Ending balance (deficit) (in shares) at Sep. 30, 2018 | 22,729,564 | ||||||
Ending Balance (deficit) at Sep. 30, 2018 | 358.7 | $ 0 | 256.7 | (1.6) | 111.1 | (7.5) | 0 |
Beginning balance (deficit) (in shares) at Mar. 31, 2018 | 22,636,809 | ||||||
Beginning Balance (deficit) at Mar. 31, 2018 | 328.3 | $ 0 | 255.2 | (1.6) | 82.2 | (7.5) | 0 |
Increase (Decrease) in Stockholders' Equity | |||||||
Net income | 16.2 | 15.3 | 0.9 | ||||
Foreign currency translation | (0.2) | (0.2) | |||||
Issuance of stock grants (in shares) | 20,757 | ||||||
Issuance of stock grants | 0.7 | 0.7 | |||||
Non-cash stock-based compensation related to restricted stock units and performance share units | 0.9 | 0.9 | |||||
Distribution to noncontrolling interest | (0.8) | (0.8) | |||||
Ending balance (deficit) (in shares) at Jun. 30, 2018 | 22,657,566 | ||||||
Ending Balance (deficit) at Jun. 30, 2018 | 345.2 | $ 0 | 256.8 | (1.8) | 97.6 | (7.5) | 0.1 |
Increase (Decrease) in Stockholders' Equity | |||||||
Net income | 14.5 | 13.5 | 1 | ||||
Foreign currency translation | 0.1 | 0.1 | |||||
Issuance of restricted stock units (in shares) | 71,998 | ||||||
Issuance of stock grants | 0 | 0 | |||||
Non-cash stock-based compensation related to restricted stock units and performance share units | (0.1) | (0.1) | |||||
Distribution to noncontrolling interest | (1) | (1) | |||||
Ending balance (deficit) (in shares) at Sep. 30, 2018 | 22,729,564 | ||||||
Ending Balance (deficit) at Sep. 30, 2018 | $ 358.7 | $ 0 | 256.7 | (1.6) | 111.1 | (7.5) | 0 |
Beginning balance (deficit) (in shares) at Dec. 31, 2018 | 22,783,976 | 22,783,976 | |||||
Beginning Balance (deficit) at Dec. 31, 2018 | $ 368.6 | $ 0 | 257.7 | (2.4) | 120.7 | (7.5) | 0.1 |
Increase (Decrease) in Stockholders' Equity | |||||||
Net income | 10.9 | 10.6 | 0.3 | ||||
Foreign currency translation | 0.2 | 0.2 | |||||
Issuance of restricted stock units (in shares) | 7,518 | ||||||
Issuance of restricted stock units | 0 | ||||||
Issuance of performance stock units (in shares) | 62,094 | ||||||
Issuance of performance stock units | 0 | ||||||
Non-cash stock-based compensation related to restricted stock units and performance share units | 0.4 | 0.4 | |||||
Treasury stock | (2.3) | (2.3) | |||||
Distribution to noncontrolling interest | (0.7) | (0.7) | |||||
Ending balance (deficit) (in shares) at Mar. 31, 2019 | 22,853,588 | ||||||
Ending Balance (deficit) at Mar. 31, 2019 | $ 377 | $ 0 | 258 | (2.2) | 131.3 | (9.8) | (0.3) |
Beginning balance (deficit) (in shares) at Dec. 31, 2018 | 22,783,976 | 22,783,976 | |||||
Beginning Balance (deficit) at Dec. 31, 2018 | $ 368.6 | $ 0 | 257.7 | (2.4) | 120.7 | (7.5) | 0.1 |
Increase (Decrease) in Stockholders' Equity | |||||||
Net income | 42.2 | ||||||
Effective portion of unrealized loss on cash flow hedge | $ (0.9) | ||||||
Ending balance (deficit) (in shares) at Sep. 30, 2019 | 22,948,766 | 22,948,766 | |||||
Ending Balance (deficit) at Sep. 30, 2019 | $ 378.3 | $ 0 | 260.8 | (3.3) | 160.6 | (39.8) | 0 |
Beginning balance (deficit) (in shares) at Mar. 31, 2019 | 22,853,588 | ||||||
Beginning Balance (deficit) at Mar. 31, 2019 | 377 | $ 0 | 258 | (2.2) | 131.3 | (9.8) | (0.3) |
Increase (Decrease) in Stockholders' Equity | |||||||
Net income | 16.3 | 15.2 | 1.1 | ||||
Foreign currency translation | (0.1) | (0.1) | |||||
Effective portion of unrealized loss on cash flow hedge | (0.8) | (0.8) | |||||
Issuance of restricted stock units (in shares) | 11,745 | ||||||
Issuance of restricted stock units | 0 | ||||||
Issuance of stock grants (in shares) | 14,076 | ||||||
Issuance of stock grants | 0.5 | 0.5 | |||||
Non-cash stock-based compensation related to restricted stock units and performance share units | 1 | 1 | |||||
Treasury stock | (11.3) | (11.3) | |||||
Distribution to noncontrolling interest | (0.7) | (0.7) | |||||
Ending balance (deficit) (in shares) at Jun. 30, 2019 | 22,879,409 | ||||||
Ending Balance (deficit) at Jun. 30, 2019 | 381.9 | $ 0 | 259.5 | (3.1) | 146.5 | (21.1) | 0.1 |
Increase (Decrease) in Stockholders' Equity | |||||||
Net income | 15 | 14.2 | 0.8 | ||||
Foreign currency translation | (0.1) | (0.1) | |||||
Effective portion of unrealized loss on cash flow hedge | (0.1) | (0.1) | |||||
Issuance of restricted stock units (in shares) | 69,357 | ||||||
Issuance of restricted stock units | 0 | ||||||
Non-cash stock-based compensation related to restricted stock units and performance share units | 1.3 | 1.3 | |||||
Treasury stock | (18.7) | (18.7) | |||||
Distribution to noncontrolling interest | $ (1) | (1) | |||||
Ending balance (deficit) (in shares) at Sep. 30, 2019 | 22,948,766 | 22,948,766 | |||||
Ending Balance (deficit) at Sep. 30, 2019 | $ 378.3 | $ 0 | $ 260.8 | $ (3.3) | $ 160.6 | $ (39.8) | $ 0 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Operating activities | ||
Net income | $ 42.2 | $ 46.6 |
Adjustments to reconcile net income to net cash provided by operations: | ||
Depreciation and amortization | 21.8 | 13.4 |
Net amortization of acquired lease contracts | 0 | (0.5) |
Net equity in earnings of unconsolidated entities (net of distributions) | (0.6) | (0.4) |
Gain on sale of equity method investment in unconsolidated entity | 0 | (10.1) |
Amortization of debt issuance costs | 0.4 | 0.6 |
Amortization of original discount on borrowings | 0.3 | 0.4 |
Non-cash stock-based compensation | 3.1 | 2.1 |
Provisions for losses on accounts receivable | 0.5 | 0.2 |
Deferred income taxes | 1.8 | 0.1 |
Changes in operating assets and liabilities | ||
Notes and accounts receivable | 0.2 | (14.4) |
Prepaid assets | 1.9 | 2.1 |
Right-of-use assets | 95.4 | |
Other assets | (2.6) | (0.4) |
Accounts payable | (7.6) | (9.2) |
Long-term lease liabilities | (99) | |
Accrued liabilities | (3) | 5.1 |
Net cash provided by operating activities | 54.8 | 35.6 |
Investing activities | ||
Purchase of leasehold improvements and equipment | (6.4) | (6.7) |
Proceeds from sale of equipment and contract terminations | 0.3 | 0.2 |
Proceeds from sale of equity method investee's sale of assets | 0 | 19.3 |
Cost of contracts purchased | (2.1) | (0.8) |
Net cash (used in) provided by investing activities | (8.2) | 12 |
Financing activities | ||
Payments on credit facility revolver | (360.3) | (101.6) |
Proceeds from credit facility revolver | 347.8 | 104.8 |
Payments on credit facility term loan | (8.4) | (50) |
Payments on other long-term borrowings | (1.6) | (0.3) |
Distribution to noncontrolling interest | (2.4) | (2.6) |
Payments of debt issuance costs and original discount on borrowings | 0 | (0.1) |
Repurchase of common stock | (32) | 0 |
Net cash used in financing activities | (56.9) | (49.8) |
Effect of exchange rate changes on cash and cash equivalents | 0 | (0.4) |
Decrease in cash and cash equivalents | (10.3) | (2.6) |
Cash and cash equivalents at beginning of year | 39.9 | 22.8 |
Cash and cash equivalents at end of period | 29.6 | 20.2 |
Cash paid during the period for | ||
Interest | 13.8 | 5.5 |
Income taxes, net | $ 11.6 | $ 11.8 |
Significant Accounting Policies
Significant Accounting Policies and Practices | 9 Months Ended |
Sep. 30, 2019 | |
Accounting Policies [Abstract] | |
Significant accounting policies and practices | Significant Accounting Policies and Practices The Company SP Plus Corporation (the "Company") facilitates the efficient movement of people, vehicles and personal belongings with the goal of enhancing the consumer experience while improving bottom line results for our clients. The Company provides professional parking management, ground transportation, remote baggage check-in and handling, facility maintenance, security, event logistics, and other technology-driven mobility solutions to aviation, commercial, hospitality, healthcare and government clients across North America. The Company typically enters into contractual relationships with property owners or managers as opposed to owning facilities. Basis of Presentation The accompanying unaudited Condensed Consolidated Financial Statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States ("U.S. GAAP") for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, certain information and disclosures normally included in the Condensed Consolidated Balance Sheets, Statements of Income, Comprehensive Income, Stockholders' Equity and Cash Flows prepared in conformity with U.S. GAAP have been condensed or omitted as permitted by such rules and regulations. In the opinion of management, all adjustments (consisting only of adjustments of a normal and recurring nature) considered necessary for a fair presentation have been included. Operating results for the three and nine month periods ended September 30, 2019 are not necessarily indicative of the results that might be expected for any other interim period or the fiscal year ending December 31, 2019 . The financial statements presented in this report should be read in conjunction with the Company’s annual Consolidated Financial Statements and notes thereto included in the Annual Report on Form 10-K filed on February 27, 2019. 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 $0.4 million and $1.7 million as of September 30, 2019 and December 31, 2018 , respectively, and are included within Cash and cash equivalents within the Condensed Consolidated Balance Sheets. 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 $26.0 million and $34.0 million are included within Accounts payable within the Condensed Consolidated Balance Sheets as of September 30, 2019 and December 31, 2018 , respectively. Long-term debt has a carrying value that approximates fair value because these instruments bear interest at variable market rates. Equity Investments 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 Condensed 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 Condensed Consolidated Statements of Income. The equity earnings in these related investments were $0.8 million and $0.7 million for the three months ended September 30, 2019 and 2018 , respectively, and were $2.4 million and $1.9 million for the nine months ended September 30, 2019 and 2018 , respectively. In October 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”). 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 from investment in unconsolidated entity within the Condensed Consolidated Statements of Income for the nine months ended September 30, 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 Condensed Consolidated Balance Sheets. The equity losses (earnings) in the Parkmobile joint venture were historically included in Equity in earnings from investment in unconsolidated entity within the Condensed 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 percent, ownership interest and the results of which are consolidated and included within the Condensed Consolidated Financial Statements. Recently Issued Accounting Pronouncements Recently Adopted Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842). Topic 842 requires lessees to record most leases on the balance sheet and recognize expense on the income statement. Additionally, the classification criteria and the accounting for sales-type and direct financing leases is modified for lessors. Under Topic 842, 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 Topic 842, 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 • In March 2019, the FASB issued ASU No. 2019-01, Codification Improvements Topic 842 and its related ASUs are effective for interim and annual reporting periods beginning after December 15, 2018. The Company adopted the provisions of Topic 842 on January 1, 2019 under the modified retrospective approach and has used the effective date as the initial application date. Therefore, comparative periods have not been recast and continue to be reported under the accounting standards in effect for those prior periods presented. In addition, the Company elected the package of practical expedients permitted under the transition guidance within the new standard, which among other things, allowed the Company to carry forward the historical lease classification. The standard had a material impact in our Condensed Consolidated Balance Sheet, but did not have a material impact in the Company's Condensed Consolidated Income Statement and no impact in the Condensed Consolidated Statement of Cash Flow. The most significant impact was the recognition of ROU assets and lease liabilities for operating leases, while the Company's accounting for finance leases remained substantially unchanged. The impact of the standard on the Condensed Consolidated Balance Sheet as of September 30, 2019 is as follows: Impact of Changes in Accounting Policies as of September 30, 2019 (millions) (unaudited) As Reported Balances without Adoption of Topic 842 Impact of Adoption Assets Prepaid expenses and other (a) $ 15.7 $ 16.7 $ (1.0 ) Right-of-use assets (b) 444.5 — 444.5 Favorable acquired lease contracts, net (c) — 14.9 (14.9 ) Cost of contracts, net (d) 4.5 8.4 (3.9 ) Liabilities Accrued rent (e) $ 18.2 $ 26.8 $ (8.6 ) Short-term lease liabilities (f) 117.1 — 117.1 Long-term lease liabilities (g) 338.4 — 338.4 Unfavorable lease contracts, net (h) — 20.2 (20.2 ) Other long-term liabilities (i) 59.3 61.3 (2.0 ) (a) Represents prepaid rent reclassified to Right-of-use assets (b) Represents capitalization of operating lease assets and reclassification of prepaid and deferred rent, lease incentives, favorable and unfavorable acquired lease contracts, net and cost of contract balances on operating leases (c) Represents favorable acquired lease contracts, net reclassified to Right-of-use assets (d) Represents cost of contract, net reclassified to Right-of-use assets (e) Represents short-term deferred rent reclassified to Right-of-use assets (f) Represents the recognition of short-term operating lease liabilities (g) Represents the recognition of long-term operating lease liabilities (h) Represents unfavorable acquired lease contracts, net reclassified to Right-of-use assets (i) Represents long-term deferred rent reclassified to Right-of-use assets In June 2018, the FASB issued ASU No. 2018-07, Compensation—Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting . Under existing guidance, the accounting for nonemployee share-based payments differs from that applied to employee awards, particularly with regard to the measurement date and the impact of performance conditions. This ASU provides that existing employee guidance will apply to nonemployee share-based transactions (as long as the transaction is not effectively a form of financing), with the exception of specific guidance related to the attribution of compensation cost. The cost of nonemployee awards will continue to be recorded as if the grantor had paid cash for the goods or services. In addition, the contractual term will be able to be used in lieu of an expected term in the option-pricing model for nonemployee awards. ASU No. 2018-07 is effective for all companies for fiscal years beginning after December 15, 2018 and interim periods within those fiscal years. The Company adopted the standard as of January 1, 2019. The standard did not have an impact on the Company’s financial position, results of operations, cash flows and financial statement disclosures. In August 2017, the FASB issued ASU No. 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities . This Update modifies accounting guidance for hedge accounting by making more hedge strategies eligible for hedge accounting, amending presentation and disclosure requirements, and changing how companies assess ineffectiveness. The intent is to simplify the application of hedge accounting and increase transparency of information about an entity’s risk management activities. The amended guidance is effective for annual periods beginning after December 15, 2018. The Company adopted the standard as of January 1, 2019. The standard did not have an impact on the Company’s financial position, results of operations, cash flows and financial statement disclosures. In October 2018, the FASB issued ASU 2018-16, Derivatives and Hedging (Topic 815): Inclusion of the Secured Overnight Financing Rate (SOFR) Overnight Index Swap (OIS) Rate as Benchmark Interest Rate for Hedge Accounting Purposes . This Update permits use of the OIS rate based on the SOFR as a U.S. benchmark interest rate for hedge accounting purposes. This Update is effective for fiscal years beginning after December 15, 2018. The Company adopted the standard as of January 1, 2019. The standard did not have an impact on the Company’s financial position, results of operations, cash flows and financial statement disclosures. Accounting Pronouncements to be Adopted 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. The standard is not expected to have an impact 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 standard is not expected to have an impact 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 standard is not expected to have an impact on the Company’s financial position, results of operations, cash flows and financial statement disclosures. |
Leases
Leases | 9 Months Ended |
Sep. 30, 2019 | |
Leases [Abstract] | |
Leases | Leases The Company leases parking facilities, office space, warehouses, vehicles and equipment and determines if an arrangement is a lease at inception. The Company rents or subleases certain real estate to third parties. The Company's sublease portfolio consists of operating leases for space within our leased parking facilities. Prior to January 1, 2019, the Company recognized lease expense related to operating leases on a straight-line basis over the terms of the leases and, accordingly, recorded the difference between cash rent payments and recognition of rent expense as a deferred rent liability or prepaid rent. Landlord-funded leasehold improvements were also recorded as deferred rent liabilities and were amortized as a reduction of rent expense over the noncancelable term of the related operating lease. For leases that included one or more options to renew, the exercise of such renewal options is at the Company's sole discretion or mutual agreement. Certain of the Company's lease agreements included variable rent consisting primarily of payments that are a percentage of parking services revenue based on contractual levels and rental payments adjusted periodically for inflation. Upon adoption of Topic 842, ROU assets represent the Company's "right-of-use" over an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease ROU assets and lease liabilities are recognized at commencement date based on the present value of lease payments over the lease term. The ROU asset includes cumulative prepaid or accrued rent on adoption date, unamortized lease incentives, unamortized initial direct costs, unamortized favorable acquired lease contracts, net and unfavorable acquired lease contracts, net initially recognized prior to adoption of Topic 842. The short term lease exception has been applied to leases with an initial term of 12 months or less and these leases are not recorded on the balance sheet. Service concession arrangements within the scope of ASU No. 2017-10, Service Concession Arrangements (Topic 853): Determining the Customer of the Operation Services , are excluded from the scope of Topic 842. Lease costs associated with these arrangements is recorded as a reduction of revenue. See Note 5. Revenue for further discussion. As most of the Company's leases do not provide an implicit rate, the Company uses its incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. The Company uses the implicit rate when readily determinable. Lease expense is recognized on a straight-line basis over the lease term. For leases that include one or more options to renew, the exercise of such renewal options is at the Company's sole discretion or mutual agreement. Equipment and vehicle leases also include options to purchase the leased property. The depreciable life of assets and leasehold improvements are limited by the expected lease term, unless there is a transfer of title or purchase option reasonably certain of exercise. Variable lease components comprising of payments that are a percentage of parking services revenue based on contractual levels and rental payments adjusted periodically for inflation are not included in lease liability. The Company's lease agreements do not contain any material residual value guarantees or material restrictive covenants. The components of leased assets and liabilities and classification on the Condensed Consolidated Balance Sheet as of September 30, 2019 were as follows: (millions) (unaudited) Classification September 30, 2019 Assets Operating Right-of-use assets $ 444.5 Finance Leasehold improvements, equipment and construction in progress, net (a) 17.7 Total leased assets $ 462.2 Liabilities Current Operating Short-term lease liability $ 117.1 Finance Current portion of long-term obligations under credit facility and other long-term borrowings 2.8 Noncurrent Operating Long-term lease liability 338.4 Finance Other long-term borrowings 15.1 Total lease liabilities $ 473.4 (a) Finance lease assets are recorded net of accumulated amortization of $2.1 million as of September 30, 2019 The components of lease cost and classification on the Condensed Consolidated Statement of Income for the three and nine months ended September 30, 2019 were as follows: Three Months Ended Nine Months Ended (millions) (unaudited) Classification September 30, 2019 September 30, 2019 Operating lease cost (a) Cost of services - lease type contracts $ 61.4 $ 177.5 Operating lease cost (a) (b) General and administrative expenses 1.6 3.9 Finance lease cost Amortization of leased assets Depreciation and amortization 0.9 1.7 Interest on lease liabilities Interest expense 0.2 0.6 Net lease cost $ 64.1 $ 183.7 (a) Includes short-term leases and variable lease costs (b) Operating lease cost included in General and administrative expenses are related to leases for office space Rent expense on operating leases was $63.0 million and $181.4 million for the three and nine months ended September 30, 2019, respectively. The following table presents information on short term and variable lease costs: Three Months Ended Nine Months Ended (millions) (unaudited) September 30, 2019 September 30, 2019 Short-term lease cost $ 7.5 $ 25.4 Variable lease cost 14.9 43.3 Total short term and variable lease cost $ 22.4 $ 68.7 Sublease income generated during the three and nine months ended September 30, 2019 was not material. The Company has entered into operating lease arrangements as of September 30, 2019 that are effective for future periods. The total amount of right-of-use assets and lease liabilities related to these arrangements are immaterial. Maturities of lease liabilities as of September 30, 2019 were as follows: (millions) (unaudited) Operating Finance Total 2019 $ 36.0 $ 0.9 $ 36.9 2020 131.0 3.6 134.6 2021 100.9 3.6 104.5 2022 80.6 3.1 83.7 2023 54.1 2.3 56.4 After 2024 126.0 7.1 133.1 Total lease payments 528.6 20.6 549.2 Less: Imputed interest 73.1 2.7 75.8 Present value of lease liabilities $ 455.5 $ 17.9 $ 473.4 Future sublease income for the above periods shown was excluded as the amounts are not material. Lease term and discount rate information was as follows: (unaudited) September 30, 2019 Weighted-average remaining lease term (years) Operating leases 5.6 Finance leases 7.3 Weighted-average discount rate Operating leases 4.9 % Finance leases 5.0 % Supplemental cash flow information related to leases was as follows: Nine Months Ended (millions) (unaudited) September 30, 2019 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 135.9 Operating cash flows from finance leases 0.6 Financing cash flows from finance leases 1.6 Leased assets obtained in exchange for new operating liabilities 50.1 Leased assets obtained in exchange for new finance lease liabilities $ 5.2 |
Leases | Leases The Company leases parking facilities, office space, warehouses, vehicles and equipment and determines if an arrangement is a lease at inception. The Company rents or subleases certain real estate to third parties. The Company's sublease portfolio consists of operating leases for space within our leased parking facilities. Prior to January 1, 2019, the Company recognized lease expense related to operating leases on a straight-line basis over the terms of the leases and, accordingly, recorded the difference between cash rent payments and recognition of rent expense as a deferred rent liability or prepaid rent. Landlord-funded leasehold improvements were also recorded as deferred rent liabilities and were amortized as a reduction of rent expense over the noncancelable term of the related operating lease. For leases that included one or more options to renew, the exercise of such renewal options is at the Company's sole discretion or mutual agreement. Certain of the Company's lease agreements included variable rent consisting primarily of payments that are a percentage of parking services revenue based on contractual levels and rental payments adjusted periodically for inflation. Upon adoption of Topic 842, ROU assets represent the Company's "right-of-use" over an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease ROU assets and lease liabilities are recognized at commencement date based on the present value of lease payments over the lease term. The ROU asset includes cumulative prepaid or accrued rent on adoption date, unamortized lease incentives, unamortized initial direct costs, unamortized favorable acquired lease contracts, net and unfavorable acquired lease contracts, net initially recognized prior to adoption of Topic 842. The short term lease exception has been applied to leases with an initial term of 12 months or less and these leases are not recorded on the balance sheet. Service concession arrangements within the scope of ASU No. 2017-10, Service Concession Arrangements (Topic 853): Determining the Customer of the Operation Services , are excluded from the scope of Topic 842. Lease costs associated with these arrangements is recorded as a reduction of revenue. See Note 5. Revenue for further discussion. As most of the Company's leases do not provide an implicit rate, the Company uses its incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. The Company uses the implicit rate when readily determinable. Lease expense is recognized on a straight-line basis over the lease term. For leases that include one or more options to renew, the exercise of such renewal options is at the Company's sole discretion or mutual agreement. Equipment and vehicle leases also include options to purchase the leased property. The depreciable life of assets and leasehold improvements are limited by the expected lease term, unless there is a transfer of title or purchase option reasonably certain of exercise. Variable lease components comprising of payments that are a percentage of parking services revenue based on contractual levels and rental payments adjusted periodically for inflation are not included in lease liability. The Company's lease agreements do not contain any material residual value guarantees or material restrictive covenants. The components of leased assets and liabilities and classification on the Condensed Consolidated Balance Sheet as of September 30, 2019 were as follows: (millions) (unaudited) Classification September 30, 2019 Assets Operating Right-of-use assets $ 444.5 Finance Leasehold improvements, equipment and construction in progress, net (a) 17.7 Total leased assets $ 462.2 Liabilities Current Operating Short-term lease liability $ 117.1 Finance Current portion of long-term obligations under credit facility and other long-term borrowings 2.8 Noncurrent Operating Long-term lease liability 338.4 Finance Other long-term borrowings 15.1 Total lease liabilities $ 473.4 (a) Finance lease assets are recorded net of accumulated amortization of $2.1 million as of September 30, 2019 The components of lease cost and classification on the Condensed Consolidated Statement of Income for the three and nine months ended September 30, 2019 were as follows: Three Months Ended Nine Months Ended (millions) (unaudited) Classification September 30, 2019 September 30, 2019 Operating lease cost (a) Cost of services - lease type contracts $ 61.4 $ 177.5 Operating lease cost (a) (b) General and administrative expenses 1.6 3.9 Finance lease cost Amortization of leased assets Depreciation and amortization 0.9 1.7 Interest on lease liabilities Interest expense 0.2 0.6 Net lease cost $ 64.1 $ 183.7 (a) Includes short-term leases and variable lease costs (b) Operating lease cost included in General and administrative expenses are related to leases for office space Rent expense on operating leases was $63.0 million and $181.4 million for the three and nine months ended September 30, 2019, respectively. The following table presents information on short term and variable lease costs: Three Months Ended Nine Months Ended (millions) (unaudited) September 30, 2019 September 30, 2019 Short-term lease cost $ 7.5 $ 25.4 Variable lease cost 14.9 43.3 Total short term and variable lease cost $ 22.4 $ 68.7 Sublease income generated during the three and nine months ended September 30, 2019 was not material. The Company has entered into operating lease arrangements as of September 30, 2019 that are effective for future periods. The total amount of right-of-use assets and lease liabilities related to these arrangements are immaterial. Maturities of lease liabilities as of September 30, 2019 were as follows: (millions) (unaudited) Operating Finance Total 2019 $ 36.0 $ 0.9 $ 36.9 2020 131.0 3.6 134.6 2021 100.9 3.6 104.5 2022 80.6 3.1 83.7 2023 54.1 2.3 56.4 After 2024 126.0 7.1 133.1 Total lease payments 528.6 20.6 549.2 Less: Imputed interest 73.1 2.7 75.8 Present value of lease liabilities $ 455.5 $ 17.9 $ 473.4 Future sublease income for the above periods shown was excluded as the amounts are not material. Lease term and discount rate information was as follows: (unaudited) September 30, 2019 Weighted-average remaining lease term (years) Operating leases 5.6 Finance leases 7.3 Weighted-average discount rate Operating leases 4.9 % Finance leases 5.0 % Supplemental cash flow information related to leases was as follows: Nine Months Ended (millions) (unaudited) September 30, 2019 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 135.9 Operating cash flows from finance leases 0.6 Financing cash flows from finance leases 1.6 Leased assets obtained in exchange for new operating liabilities 50.1 Leased assets obtained in exchange for new finance lease liabilities $ 5.2 |
Acquisition
Acquisition | 9 Months Ended |
Sep. 30, 2019 | |
Business Combinations [Abstract] | |
Acquisition | Acquisition On November 30, 2018, the Company acquired the outstanding shares (the "Acquisition") of ZWB Holdings, Inc. and Rynn's Luggage Corporation, their subsidiaries and affiliates (collectively, "Bags"). 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”). As described in Note 17. Business Unit Segment Information , 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 Condensed Consolidated Statements of Income. See Note 4. 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 Company recorded measurement period adjustments during the nine months ended September 30, 2019 related to an increase in assumed workers' compensation liabilities. 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) (unaudited) As Initially Reported November 30, 2018 Preliminary Measurement Period Adjustments As Adjusted November 30, 2018 Cash and cash equivalents $ 5.9 $ — $ 5.9 Notes and accounts receivable 13.2 — 13.2 Prepaid expenses and other 2.0 — 2.0 Advances and deposits 0.2 — 0.2 Leasehold improvements, equipment and construction in progress, net 1.5 — 1.5 Other intangible assets, net 118.0 — 118.0 Goodwill 154.1 0.1 154.2 Accounts payable (6.5 ) — (6.5 ) Accrued expenses (4.1 ) (0.1 ) (4.2 ) Other long-term liabilities (0.7 ) — (0.7 ) Net assets acquired and liabilities assumed $ 283.6 $ — $ 283.6 Goodwill amounting to $154.2 million represents the future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized. The goodwill 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 deductible for tax purposes. Other intangible assets, net acquired consist of the following: (millions) (unaudited) 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 other intangible assets $ 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 three and nine months ended September 30, 2019 and 2018 , assumes the Acquisition was completed on January 1, 2018, 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. Three Months Ended Nine Months Ended (millions) (unaudited) September 30, 2019 September 30, 2018 September 30, 2019 September 30, 2018 Total services revenue $ 418.6 $ 407.2 $ 1,242.2 $ 1,215.0 Net income attributable to SP Plus Corporation 14.2 13.6 40.0 44.7 Services revenue related to Bags in 2019 that is included in the Condensed Consolidated Statements of Income was $46.3 million and $132.7 million for the three and nine months ended September 30, 2019, respectively. Net income related to Bags in 2019 that is included in the Condensed Consolidated Statements of Income was $3.1 million and $9.9 million 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) primarily related to 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 2019 and 2018 (included within General and administrative expenses within the Condensed Consolidated Statements of Income); and • consulting costs for integration-related activities related to the Bags acquisition (included within General and administrative expenses within the Condensed Consolidated Statements of Income); The aggregate costs associated with the acquisition, restructuring, and integration related costs for the three and nine months ended September 30, 2019 and September 30, 2018 are summarized in the following table: Three Months Ended Nine Months Ended (millions) (unaudited) September 30, 2019 September 30, 2018 September 30, 2019 September 30, 2018 General and administrative expenses $ — $ 0.6 $ 1.3 $ 3.4 An accrual for acquisition, restructuring and integration costs of $0.2 million (of which, $0.2 million is included in Compensation and payroll withholdings within the Condensed Consolidated Balance Sheets) and $3.3 million (of which, $1.0 million is included in Compensation and payroll withholdings, $2.1 million is included in Accrued Expenses and $0.2 million is included in Other long-term liabilities within the Condensed Consolidated Balance Sheets) as of September 30, 2019 and December 31, 2018, respectively. As of September 30, 2019 |
Acquisition, Restructuring and
Acquisition, Restructuring and Integration Costs | 9 Months Ended |
Sep. 30, 2019 | |
Business Combinations [Abstract] | |
Acquisition, Restructuring and Integration Costs | Acquisition On November 30, 2018, the Company acquired the outstanding shares (the "Acquisition") of ZWB Holdings, Inc. and Rynn's Luggage Corporation, their subsidiaries and affiliates (collectively, "Bags"). 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”). As described in Note 17. Business Unit Segment Information , 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 Condensed Consolidated Statements of Income. See Note 4. 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 Company recorded measurement period adjustments during the nine months ended September 30, 2019 related to an increase in assumed workers' compensation liabilities. 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) (unaudited) As Initially Reported November 30, 2018 Preliminary Measurement Period Adjustments As Adjusted November 30, 2018 Cash and cash equivalents $ 5.9 $ — $ 5.9 Notes and accounts receivable 13.2 — 13.2 Prepaid expenses and other 2.0 — 2.0 Advances and deposits 0.2 — 0.2 Leasehold improvements, equipment and construction in progress, net 1.5 — 1.5 Other intangible assets, net 118.0 — 118.0 Goodwill 154.1 0.1 154.2 Accounts payable (6.5 ) — (6.5 ) Accrued expenses (4.1 ) (0.1 ) (4.2 ) Other long-term liabilities (0.7 ) — (0.7 ) Net assets acquired and liabilities assumed $ 283.6 $ — $ 283.6 Goodwill amounting to $154.2 million represents the future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized. The goodwill 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 deductible for tax purposes. Other intangible assets, net acquired consist of the following: (millions) (unaudited) 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 other intangible assets $ 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 three and nine months ended September 30, 2019 and 2018 , assumes the Acquisition was completed on January 1, 2018, 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. Three Months Ended Nine Months Ended (millions) (unaudited) September 30, 2019 September 30, 2018 September 30, 2019 September 30, 2018 Total services revenue $ 418.6 $ 407.2 $ 1,242.2 $ 1,215.0 Net income attributable to SP Plus Corporation 14.2 13.6 40.0 44.7 Services revenue related to Bags in 2019 that is included in the Condensed Consolidated Statements of Income was $46.3 million and $132.7 million for the three and nine months ended September 30, 2019, respectively. Net income related to Bags in 2019 that is included in the Condensed Consolidated Statements of Income was $3.1 million and $9.9 million 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) primarily related to 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 2019 and 2018 (included within General and administrative expenses within the Condensed Consolidated Statements of Income); and • consulting costs for integration-related activities related to the Bags acquisition (included within General and administrative expenses within the Condensed Consolidated Statements of Income); The aggregate costs associated with the acquisition, restructuring, and integration related costs for the three and nine months ended September 30, 2019 and September 30, 2018 are summarized in the following table: Three Months Ended Nine Months Ended (millions) (unaudited) September 30, 2019 September 30, 2018 September 30, 2019 September 30, 2018 General and administrative expenses $ — $ 0.6 $ 1.3 $ 3.4 An accrual for acquisition, restructuring and integration costs of $0.2 million (of which, $0.2 million is included in Compensation and payroll withholdings within the Condensed Consolidated Balance Sheets) and $3.3 million (of which, $1.0 million is included in Compensation and payroll withholdings, $2.1 million is included in Accrued Expenses and $0.2 million is included in Other long-term liabilities within the Condensed Consolidated Balance Sheets) as of September 30, 2019 and December 31, 2018, respectively. As of September 30, 2019 |
Revenue
Revenue | 9 Months Ended |
Sep. 30, 2019 | |
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. 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 service revenues related to lease type contracts include parking for transient and monthly parkers. Revenue is recognized over time as the Company provides services. 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 three and nine months ended September 30, 2019 and 2018 . Services revenue - management type contracts Management type contract revenue consists of management fees, including both fixed and performance-based fees. In exchange for this consideration, the Company has a bundle of performance obligations that include services such as managing the parking facility as well as ancillary services such as accounting, equipment leasing, consulting, insurance and other value-added services. The Company believes that it can generally purchase required insurance for the facility and facility operations 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 risk management efforts and controlling losses. Management type contract revenues do not include gross customer collections at the managed locations as these revenues belong to the property owners 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. Revenue generated from service concession arrangements, is accounted for under the guidance of Topics 606 and 853. For the three and nine months ended September 30, 2019 and 2018 , respectively, certain expenses (primarily rental expense) related to service concession arrangements and depreciation and amortization, have been recorded as a reduction of Service revenue - lease type contracts. 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 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 from the property owner 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. 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 17. Business Unit Segment Information 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 under 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 the Company's 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 parking 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. The Company's 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 three and nine months ended September 30, 2019 and 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 typically collected in advance of the Company commencing its performance obligations under the contractual arrangement. On September 30, 2019 , the Company had $135.3 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 the remaining performance obligations as revenue in future periods as follows: (millions) (unaudited) Remaining Performance Obligations 2019 $ 17.9 2020 50.2 2021 29.9 2022 14.6 2023 10.3 2024 and thereafter 12.4 Total $ 135.3 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 Condensed Consolidated Balance Sheets. Impairment charges related to accounts receivable for the three and nine months ended September 30, 2019 and 2018 , were not significant. There were no impairment charges recorded on contract assets and contract liabilities for the three and nine months ended September 30, 2019 and 2018 . The following table provides information about accounts receivable, contract assets and contract liabilities with customers and clients as of September 30, 2019 (unaudited) and December 31, 2018 : (millions) September 30, 2019 December 31, 2018 Accounts receivable $ 139.7 $ 139.3 Contract asset $ 10.3 $ 11.4 Contract liability $ (16.3 ) $ (19.1 ) Changes in contract assets include recognition of additional consideration due from the customer are 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 nine -month periods ended September 30, 2019 and 2018 : Nine Months Ended (millions) (unaudited) September 30, 2019 September 30, 2018 Balance, beginning of period $ 11.4 $ 12.2 Additional contract assets 96.4 100.0 Reclassification to accounts receivable (97.5 ) (101.4 ) Balance, end of period $ 10.3 $ 10.8 Changes in contract liability primarily include additional contract liabilities and liquidation of contract liabilities when revenue is recognized. The following table provides information about changes to contract liability balances for the nine -month periods ended September 30, 2019 and 2018 : Nine Months Ended (millions) (unaudited) September 30, 2019 September 30, 2018 Balance, beginning of period $ 19.1 $ 20.5 Additional contract liabilities 122.2 128.6 Recognition of revenue from contract liabilities (125.0 ) (132.6 ) Balance, end of period $ 16.3 $ 16.5 Cost of contracts, net Cost of contracts, net represents the cost of obtaining contractual rights associated with providing parking services for management type contracts. Incremental costs incurred to obtain service 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 three and nine months ended September 30, 2019 and 2018 . Amortization expense of cost of contracts related to service concession arrangements within the scope of Topic 853 and certain management type contracts are recorded as a reduction of revenue and were not significant for the three and nine months ended September 30, 2019 and 2018 , respectively. Three Months Ended Nine Months Ended (millions) (unaudited) September 30, 2019 September 30, 2018 September 30, 2019 September 30, 2018 Amortization expense related to cost of contract included in depreciation and amortization $ 0.3 $ 0.8 $ 0.9 $ 2.3 As of September 30, 2019 and December 31, 2018 cost of contracts net of accumulated amortization included on the Condensed Consolidated Balance Sheets under Cost of contract, net were $4.5 million and $9.2 million , respectively. No impairment charges were recorded for the three and nine months ended September 30, 2019 and 2018 |
Legal and Other Commitments and
Legal and Other Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
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 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. |
Other Intangible Assets, net
Other Intangible Assets, net | 9 Months Ended |
Sep. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Other intangible assets, net | Other Intangible Assets, net The following presents a summary of other intangible assets, net: September 30, 2019 (unaudited) December 31, 2018 (millions) Weighted Acquired Accumulated Acquired Acquired Accumulated Acquired Covenant not to compete 4.2 $ 1.6 $ (0.3 ) $ 1.3 $ 1.6 $ — $ 1.6 Trade names and trademarks 4.2 5.6 (0.9 ) 4.7 6.3 (0.7 ) 5.6 Proprietary know how 4.9 10.4 (1.5 ) 8.9 11.0 (0.8 ) 10.2 Management contract rights 9.3 81.0 (36.1 ) 44.9 81.0 (32.2 ) 48.8 Customer relationships 14.2 100.4 (5.6 ) 94.8 100.4 (0.6 ) 99.8 Acquired intangible assets, net (2) 11.8 $ 199.0 $ (44.4 ) $ 154.6 $ 200.3 $ (34.3 ) $ 166.0 (1) Excludes the original cost and accumulated amortization of fully amortized intangible assets. (2) Intangible assets have estimated remaining lives between four and fifteen years . The table below shows the amortization expense related to intangible assets for the three and nine months ended September 30, 2019 and September 30, 2018 : Three Months Ended Nine Months Ended (millions) (unaudited) September 30, 2019 September 30, 2018 September 30, 2019 September 30, 2018 Amortization expense related to other intangible assets included in depreciation and amortization $ 3.8 $ 1.3 $ 11.4 $ 4.0 |
Goodwill
Goodwill | 9 Months Ended |
Sep. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | Goodwill The amounts for goodwill and changes to carrying value by reportable segment are as follows: (millions) (unaudited) Segment One Segment Two Total Balance as of December 31, 2018 $ 368.7 $ 216.8 $ 585.5 Foreign currency translation 0.1 — 0.1 Purchase price adjustments — 0.1 0.1 Balance as of September 30, 2019 $ 368.8 $ 216.9 $ 585.7 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, earnings 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 component. 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. As part of the October 1, 2018 goodwill assessment, the Company engaged a third-party to estimate a discount rate, which is a primary driver in the valuation of the Company's reporting units' fair values. No impairment was recorded as a result of the goodwill impairment test performed. The Company monitors for indicators for goodwill impairment testing between annual tests. No adverse events occurred during the three and nine months ended September 30, 2019 that would cause the Company to test goodwill for impairment. |
Fair Value Measurement
Fair Value Measurement | 9 Months Ended |
Sep. 30, 2019 | |
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. The following table sets forth the Company’s financial assets and liabilities measured at fair value on a recurring basis and the basis of measurement at September 30, 2019 and December 31, 2018 : Fair Value Measurement September 30, 2019 (unaudited) December 31, 2018 (millions) Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Assets Cash and cash equivalents $ 29.6 $ — $ — $ 39.9 $ — $ — Liabilities Accrued expenses Interest rate collars — (1.2 ) — — — — Total $ 29.6 $ (1.2 ) $ — $ 39.9 $ — $ — Interest Rate Collars The Company seeks to minimize risks from interest rate fluctuations through the use of interest rate collar contracts and hedge only exposures in the ordinary course of business. Interest rate collars are used to manage interest rate risk associated with our floating rate debt. Effective May 2019, the Company entered into three zero cost interest rate collar contracts with an aggregate notional amount of $222.3 million with maturity dates of April 2022. The notional amount amortizes consistent with the term loan portion of the Senior Credit Facility. See Note 10. Borrowing Arrangements for additional disclosure on interest rate collar contract transactions . The Company accounts for its derivative instruments at fair value. Derivatives held by the Company are designated as hedges of specific exposures at inception, with an expectation that changes in the fair value will essentially offset the change in the underlying exposure. Discontinuance of hedge accounting is required whenever it is subsequently determined that an underlying transaction is not going to occur, with any gains or losses recognized in the Consolidated Statements of Income at such time, with any subsequent changes in fair value recognized currently in earnings. The fair value of interest rate collars is a Level 2 fair value measurement, based on quoted prices of similar items in active markets. The effective portion of the change in fair value of the interest rate collars is reported in Accumulated other comprehensive income, a component of Stockholders' equity, and is being recognized as an adjustment to interest expense or other (expense) income, respectively, over the same period the related expenses are recognized in earnings. Gains and losses from cash flow hedging instruments reclassified from Accumulated other comprehensive income to earnings are reported as Cash provided by operating activities on the Condensed Consolidated Statements of Cash Flows. The Company did not enter into derivative transactions during the nine months ended September 30, 2018 . See Note 15. Comprehensive Income for amount of gain (loss) recognized in Other Comprehensive loss on the interest rate collars. No gain (loss) was reclassified from Accumulated Other Comprehensive loss during the three and nine months ended September 30, 2019. No gain (loss) was recognized in income on the interest rate collars resulting from hedge ineffectiveness or exclusion from the assessment of hedge effectiveness. The following table presents summarized information about the Company's interest rate collars: Interest Rate Collars September 30, 2019 (unaudited) Interest Rate Parameters (millions) Maturity Date Notional Amount LIBOR Ceiling LIBOR Floor Collar 1 April 2022 $ 74.1 2.5 % 1.2 % Collar 2 April 2022 74.1 2.5 % 1.3 % Collar 3 April 2022 74.1 2.5 % 1.4 % Total $ 222.3 Nonrecurring Fair Value Measurements Certain assets are measured at fair value on a nonrecurring basis; that is, the assets are not 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 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. There were no impairment charges for the nine months ended September 30, 2019 and 2018 . 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 Condensed Consolidated Balance Sheets at September 30, 2019 and December 31, 2018 : September 30, 2019 (unaudited) December 31, 2018 (millions) Carrying Fair Value Carrying Fair Value Credit Facility, net of original discount on borrowings and deferred financing costs $ 351.0 $ 351.0 $ 371.2 $ 371.2 Other obligations $ 19.1 $ 19.1 $ 15.4 $ 15.4 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 10. Borrowing Arrangements , for further information. |
Borrowing Arrangements
Borrowing Arrangements | 9 Months Ended |
Sep. 30, 2019 | |
Debt Disclosure [Abstract] | |
Borrowing Arrangements | Borrowing Arrangements Long-term borrowings, in order of preference, consist of: Amount Outstanding (millions) Maturity Date September 30, 2019 December 31, 2018 (unaudited) Credit facility, net of original discount on borrowings and deferred financing costs November 30, 2023 $ 351.0 $ 371.2 Other borrowings Various 19.1 15.5 Total obligations under credit facility and other borrowings 370.1 386.7 Less: Current portion of obligations under credit facility and other borrowings 14.4 13.2 Total long-term obligations under credit facility and other borrowings $ 355.7 $ 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 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 $550.0 million consisting of (i) a revolving credit facility of up to $325.0 million at any time outstanding, which includes a letter of credit facility that is limited to $100.0 million at any time outstanding, and (ii) a term loan facility of $225.0 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 3 . 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 Restated 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) (“U.S. dollar LIBOR”) loans, plus the applicable U.S. dollar 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 U.S. dollar 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 the covenants under the Credit Agreement as of September 30, 2019. At September 30, 2019 , the Company had $53.6 million of letters of credit outstanding under the Senior Credit Facility, borrowings against the Senior Credit Facility aggregated to $354.0 million . The weighted average interest rate on our Senior Credit Facility and Former Restated Credit Facility was 3.5% and 4.0% for the periods ended September 30, 2019 and December 31, 2018, respectively. The rate includes all outstanding U.S. dollar LIBOR contracts and letters of credit. The weighted average interest rate on outstanding borrowings, not including letters of credit, was 3.8% and 4.3% , respectively, at September 30, 2019 and December 31, 2018. 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. Interest Rate Collars In May 2019, the Company entered into three-year interest rate collar contracts with an aggregate $222.3 million notional amount. Interest rate collars are used to manage interest rate risk associated with variable interest rate borrowings under the Credit Agreement. The collars establish a range where the Company will pay the counterparties if the one-month U.S. dollar LIBOR rate falls below the established floor rate, and the counterparties will pay the Company if the one-month U.S. dollar LIBOR rate exceeds the established ceiling rate of 2.5% . The collars settle monthly through the termination date of April 2022. No payments or receipts are exchanged on the interest rate collar contracts unless interest rates rise above or fall below the pre-determined ceiling or floor rates. The notional amount amortizes consistent with the term loan portion of the Senior Credit Facility. These interest rate collars are classified as cash flow hedges, and the Company calculates the effectiveness of the hedge on a monthly basis. See Note 9. Fair Value Measurement for additional disclosure on interest rate collar contract transactions . As of December 31, 2018 , the Company had no ongoing derivative transactions. Subordinated Convertible Debentures The Company acquired Subordinated Convertible Debentures ("Convertible Debentures") as a result of a prior acquisition. 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 periods ended September 30, 2019 and December 31, 2018 , respectively. The approximate redemption value of the Convertible Debentures outstanding at September 30, 2019 and December 31, 2018 is $1.1 million and $1.1 million , respectively. |
Share Repurchase Plan
Share Repurchase Plan | 9 Months Ended |
Sep. 30, 2019 | |
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. In July 2019, the Company's Board of Director's authorized a new program to repurchase, on the open market, shares of its outstanding common stock in an amount not to exceed $50.0 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 Rules 10b-18 and 10b5-1 under the Securities Exchange Act of 1934. 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 has repurchased 1,263,642 shares of common stock through September 30, 2019 . The table below summarizes share repurchase activity during the three and nine months ended September 30, 2019 . Three Months Ended Nine Months Ended (millions, except for share and per share data) (unaudited) September 30, 2019 September 30, 2019 Total number of shares repurchased 536,743 958,459 Average price paid per share $ 34.83 $ 33.73 Total value of shares repurchased $ 18.7 $ 32.3 No shares were repurchased during the three and nine months ended September 30, 2018 . The following table summarizes the remaining authorized repurchase amount under the program as of September 30, 2019 . (millions) (unaudited) September 30, 2019 Total authorized repurchase amount $ 80.0 Total value of shares repurchased 39.8 Total remaining authorized repurchase amount $ 40.2 |
Bradley Agreement
Bradley Agreement | 9 Months Ended |
Sep. 30, 2019 | |
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 of Connecticut 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 in 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, 2019 and 2018 is $12.0 million and was $11.8 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 are available, 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 reimbursement of principal, interest and premium will be recognized when received. The total deficiency repayments (net of payments made) from the State as of September 30, 2019 (unaudited) are as follows: (millions) September 30, 2019 Balance as of December 31, 2018 $ 3.9 Deficiency payments made — Deficiency repayments received (2.8 ) Balance as of September 30, 2019 $ 1.1 The total deficiency repayments (net of payments made), interest and premium received and recognized for the three and nine months ended September 30, 2019 and 2018 are as follows: Three Months Ended Nine Months Ended (millions) (unaudited) September 30, 2019 September 30, 2018 September 30, 2019 September 30, 2018 Deficiency repayments $ 0.4 $ 0.9 $ 2.8 $ 2.9 Interest $ 0.3 $ — $ 0.8 $ 0.5 Premium $ — $ 0.1 $ 0.3 $ 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 - management type contracts. The reimbursement of principal, interest and premium are recognized when received. There were no amounts of estimated deficiency payments accrued as of September 30, 2019 and December 31, 2018 , 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), and after the repayment of all deficiency payments, including interest and premium. Cumulative management fees of approximately $19.5 million and $18.7 million have not been recognized as of September 30, 2019 and December 31, 2018 , respectively, and no management fees were recognized as revenue for the three and nine months ended September 30, 2019 and 2018 . |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Sep. 30, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation Stock Grants There were 14,076 and 12,736 stock grants granted during the nine months ended September 30, 2019 and 2018 , respectively. The Company recognized $0.5 million of stock-based compensation expense related to stock grants for the three and nine months ended September 30, 2019 and 2018 , respectively. Restricted Stock Units During the nine months ended September 30, 2019 and 2018 , 37,235 and 52,306 restricted stock units were authorized by the Company, respectively. During the nine months ended September 30, 2019 and 2018 , 76,875 and 129,706 restricted stock units vested, respectively. During the nine months ended September 30, 2019 and 2018 , 7,978 and 6,456 restricted stock units were forfeited under the Company's Long-Term Incentive Plan, as Amended and Restated (the "Plan") and became available for reissuance, respectively. The table below shows the Company's stock-based compensation expense related to the restricted stock units for the three and nine months ended September 30, 2019 and 2018 , respectively, and is included in General and administrative expenses within the Condensed Consolidated Statements of Income: Three Months Ended Nine Months Ended (millions) (unaudited) September 30, 2019 September 30, 2018 September 30, 2019 September 30, 2018 Stock-based compensation expense $ 0.3 $ 0.3 $ 0.8 $ 0.6 As of September 30, 2019 , there was $2.0 million of unrecognized stock-based compensation costs related to the restricted stock units that are expected to be recognized over a weighted average remaining period of approximately 2.0 years . Performance Share Units In September 2014, the Board of Directors authorized a performance-based incentive program under the Company’s Plan (“Performance-Based Incentive Program”), whereby the Company will issue performance share units to certain executives 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 a three years performance period and recipients satisfy service-based vesting requirements. The stock-based compensation expense associated with unvested performance share units 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 years period. During the nine months ended September 30, 2019 and 2018 , the Company granted 144,097 and 28,060 performance share units to certain executives, respectively. The grants during the nine months ended September 30, 2019 included an increase during the three months ended September 30, 2019 of 18,865 shares that are expected to be awarded based on the revised estimate of performance shares that are expected to vest. The grants during the nine months ended September 30, 2018 included a decrease during the three months ended September 30, 2018 of 70,661 shares based on the revised estimate of performance shares that are no longer expected to vest. No performance share units vested during the nine months ended September 30, 2019 . During the nine months ended September 30, 2018 , 6,874 performance share units vested related to certain participating executives being eligible for retirement. During the nine months ended September 30, 2019 and 2018 , 11,819 and 10,572 performance share units were forfeited under the Plan and became available for reissuance, respectively. The table below shows the Company's stock-based compensation expense (reduction of expense) related to the Performance-Based Incentive Program for the three and nine months ended September 30, 2019 and 2018 , respectively, and is included in General and administrative expenses within the Condensed Consolidated Statements of Income: Three Months Ended Nine Months Ended (millions) (unaudited) September 30, 2019 September 30, 2018 September 30, 2019 September 30, 2018 Stock-based compensation expense $ 1.0 $ (0.4 ) $ 1.8 $ 0.7 Future compensation expense for currently outstanding awards under the Performance-Based Incentive Program could reach a maximum of $15.0 million . Stock-based compensation for the Performance-Based Incentive Program is expected to be recognized over a weighted average period of 1.9 years . |
Net Income per Common Share
Net Income per Common Share | 9 Months Ended |
Sep. 30, 2019 | |
Earnings Per Share [Abstract] | |
Net income per common share | Net Income per Common Share Basic net income per share is computed by dividing net income by the weighted daily average number of shares of common stock outstanding during the period. Diluted net income per share is based upon the weighted daily average number of shares of common stock outstanding for the period plus dilutive potential common shares, including stock options and restricted stock units using the treasury-stock method. A reconciliation of the weighted average basic common shares outstanding to the weighted average diluted common shares outstanding is as follows: Three Months Ended Nine Months Ended (millions, except share and per share data) (unaudited) September 30, 2019 September 30, 2018 September 30, 2019 September 30, 2018 Net income attributable to SP Plus Corporation $ 14.2 $ 13.5 $ 40.0 $ 44.1 Basic weighted average common shares outstanding 21,945,129 22,439,884 22,277,852 22,370,789 Dilutive impact of share-based awards 93,776 186,862 134,113 236,485 Diluted weighted average common shares outstanding 22,038,905 22,626,746 22,411,965 22,607,274 Net income per common share Basic $ 0.64 $ 0.60 $ 1.79 $ 1.97 Diluted $ 0.64 $ 0.60 $ 1.78 $ 1.95 For the three and nine months ended September 30, 2019 and 2018 , unvested performance share units were excluded from the computation of weighted average diluted common share outstanding because the number of shares ultimately issuable is contingent on the Company's performance goals, which were not achieved as of the reporting date. There are no |
Comprehensive Income
Comprehensive Income | 9 Months Ended |
Sep. 30, 2019 | |
Comprehensive Income (Loss), Net of Tax, Attributable to Parent [Abstract] | |
Comprehensive income | Comprehensive Income Comprehensive income consists of the following components, net of tax: Three Months Ended Nine Months Ended (millions) (unaudited) September 30, 2019 September 30, 2018 September 30, 2019 September 30, 2018 Net income $ 15.0 $ 14.5 $ 42.2 $ 46.6 Effective portion of unrealized loss on cash flow hedge (0.1 ) — (0.9 ) — Foreign currency translation (loss) gain (0.1 ) 0.1 — (0.4 ) Comprehensive income 14.8 14.6 41.3 46.2 Less: Comprehensive income attributable to noncontrolling interest 0.8 1.0 2.2 2.5 Comprehensive income attributable to SP Plus Corporation $ 14.0 $ 13.6 $ 39.1 $ 43.7 Accumulated other comprehensive loss is comprised of foreign currency translation adjustments and the effective portion of unrealized loss on cash flow hedges. The components of changes in accumulated comprehensive loss, net of tax, for the nine months ended September 30, 2019 were as follows: (millions) (unaudited) Foreign Currency Effective Portion of Total Accumulated Balance as of December 31, 2018 $ (2.4 ) $ — $ (2.4 ) Change in other comprehensive loss 0.2 — 0.2 Balance as of March 31, 2019 $ (2.2 ) $ — $ (2.2 ) Change in other comprehensive loss (0.1 ) (0.8 ) (0.9 ) Balance as of June 30, 2019 $ (2.3 ) $ (0.8 ) $ (3.1 ) Change in other comprehensive loss (0.1 ) (0.1 ) (0.2 ) Balance as of September 30, 2019 $ (2.4 ) $ (0.9 ) $ (3.3 ) |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes For the three months ended September 30, 2019, the Company recognized an income tax expense of $5.7 million on pre-tax earnings of $20.7 million compared to $5.6 million income tax expense on pre-tax earnings of $20.1 million for the three months ended September 30, 2018 . For the nine months ended September 30, 2019, the Company recognized an income tax expense of $14.6 million on pre-tax earnings of $56.8 million compared to $16.9 million income tax expense on pre-tax earnings of $63.5 million for the nine months ended September 30, 2018 . The effective tax rate was approximately 25.7% for the nine months ended September 30, 2019 compared to 26.6% for the nine months ended September 30, 2018 . The effective tax rate for the nine months ended September 30, 2019 decreased primarily due to a decrease in state income taxes. As of September 30, 2019, the Company has 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 at September 30, 2019 are shown below: 2016 – 2018 United States — federal income tax 2012 – 2018 United States — state and local income tax 2015 – 2018 Canada and Puerto Rico |
Business Unit Segment Informati
Business Unit Segment Information | 9 Months Ended |
Sep. 30, 2019 | |
Segment Reporting [Abstract] | |
Business unit segment information | Business Unit Segment Information Segment information is presented in accordance with a “management approach,” which designates the internal reporting used by the Company's Chief Operating Decision Maker (“CODM”) 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 discrete financial information is available and evaluated regularly by the CODM in deciding how to allocate resources and in assessing 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 chief executive officer. Each of the operating segments are 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 gross profit as its primary measure of performance, but does not evaluate 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. The operating segments are internally reported to the Company's CODM as Segment One (Commercial) and Segment Two (Aviation). • Segment One (Commercial) 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 include shuttle and ground transportation services, valet services, baggage handling, baggage repair and replacement, remote airline 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/costs and other corporate items. The business is managed based on segments administered by executive officers. The following is a summary of revenues and gross profit by operating segment for the three and nine months ended September 30, 2019 and 2018: Three Months Ended Nine Months Ended (millions) (unaudited) September 30, 2019 Gross September 30, 2018 Gross September 30, 2019 Gross September 30, 2018 Gross Services Revenue Segment One Lease type contracts $ 96.2 $ 97.6 $ 283.6 $ 290.8 Management type contracts 62.3 59.4 191.1 191.1 Total Segment One 158.5 157.0 474.7 481.9 Segment Two Lease type contracts 8.1 6.9 23.4 20.3 Management type contracts 68.1 21.1 198.0 66.2 Total Segment Two 76.2 28.0 221.4 86.5 Other Lease type contracts 0.3 0.2 0.6 0.5 Management type contracts 2.2 2.1 6.3 7.5 Total Other 2.5 2.3 6.9 8.0 Reimbursed management type contract revenue 181.4 174.8 539.2 514.8 Total Services Revenue $ 418.6 $ 362.1 $ 1,242.2 $ 1,091.2 Gross Profit Segment One Lease type contracts $ 7.7 8 % $ 7.7 8 % $ 22.1 8 % $ 19.5 7 % Management type contracts 25.8 41 % 24.1 41 % 73.0 38 % 71.8 38 % Total Segment One 33.5 31.8 95.1 91.3 Segment Two Lease type contracts 2.4 30 % 2.0 29 % 6.4 27 % 5.6 28 % Management type contracts 17.5 26 % 6.7 32 % 52.9 27 % 20.3 31 % Total Segment Two 19.9 8.7 59.3 25.9 Other Lease type contracts 1.5 N/M 0.8 N/M 4.6 N/M 3.3 N/M Management type contracts 3.8 N/M 3.7 N/M 14.8 N/M 15.1 N/M Total Other 5.3 4.5 19.4 18.4 Total gross profit $ 58.7 $ 45.0 $ 173.8 $ 135.6 General and administrative expenses 26.0 18.7 80.8 63.3 General and administrative expense percentage of gross profit 44 % 42 % 46 % 47 % Depreciation and amortization 7.3 4.2 21.8 12.7 Operating income 25.4 22.1 71.2 59.6 Other expenses (income) Interest expense 4.8 2.1 14.7 6.5 Interest income (0.1 ) (0.1 ) (0.3 ) (0.3 ) Equity earnings from investment in unconsolidated entity — — — (10.1 ) Total other expenses (income) 4.7 2.0 14.4 (3.9 ) Earnings before income taxes 20.7 20.1 56.8 63.5 Income tax expense 5.7 5.6 14.6 16.9 Net income 15.0 14.5 42.2 46.6 Less: Net income attributable to noncontrolling interest 0.8 1.0 2.2 2.5 Net income attributable to SP Plus Corporation $ 14.2 $ 13.5 $ 40.0 $ 44.1 N/M - Not Meaningful |
Significant Accounting Polici_2
Significant Accounting Policies and Practices (Policies) | 9 Months Ended |
Sep. 30, 2019 | |
Accounting Policies [Abstract] | |
Basis of presentation | Basis of Presentation The accompanying unaudited Condensed Consolidated Financial Statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States ("U.S. GAAP") for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, certain information and disclosures normally included in the Condensed Consolidated Balance Sheets, Statements of Income, Comprehensive Income, Stockholders' Equity and Cash Flows prepared in conformity with U.S. GAAP have been condensed or omitted as permitted by such rules and regulations. In the opinion of management, all adjustments (consisting only of adjustments of a normal and recurring nature) considered necessary for a fair presentation have been included. Operating results for the three and nine month periods ended September 30, 2019 are not necessarily indicative of the results that might be expected for any other interim period or the fiscal year ending December 31, 2019 . The financial statements presented in this report should be read in conjunction with the Company’s annual Consolidated Financial Statements and notes thereto included in the Annual Report on Form 10-K filed on February 27, 2019. |
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. Cash and cash equivalents that are restricted as to withdrawal or use under the terms of certain contractual agreements was $0.4 million and $1.7 million as of September 30, 2019 and December 31, 2018 , respectively, and are included within Cash and cash equivalents within the Condensed Consolidated Balance Sheets. |
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 $26.0 million and $34.0 million are included within Accounts payable within the Condensed Consolidated Balance Sheets as of September 30, 2019 and December 31, 2018 , respectively. Long-term debt has a carrying value that approximates fair value because these instruments bear interest at variable market rates. |
Equity investments in unconsolidated entities | Equity Investments 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 Condensed 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 Condensed Consolidated Statements of Income. The equity earnings in these related investments were $0.8 million and $0.7 million for the three months ended September 30, 2019 and 2018 , respectively, and were $2.4 million and $1.9 million for the nine months ended September 30, 2019 and 2018 , respectively. In October 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”). 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 from investment in unconsolidated entity within the Condensed Consolidated Statements of Income for the nine months ended September 30, 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 Condensed Consolidated Balance Sheets. The equity losses (earnings) in the Parkmobile joint venture were historically included in Equity in earnings from investment in unconsolidated entity within the Condensed 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 percent, ownership interest and the results of which are consolidated and included within the Condensed Consolidated Financial Statements. |
Recently issued accounting pronouncements | Recently Issued Accounting Pronouncements Recently Adopted Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842). Topic 842 requires lessees to record most leases on the balance sheet and recognize expense on the income statement. Additionally, the classification criteria and the accounting for sales-type and direct financing leases is modified for lessors. Under Topic 842, 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 Topic 842, 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 • In March 2019, the FASB issued ASU No. 2019-01, Codification Improvements Topic 842 and its related ASUs are effective for interim and annual reporting periods beginning after December 15, 2018. The Company adopted the provisions of Topic 842 on January 1, 2019 under the modified retrospective approach and has used the effective date as the initial application date. Therefore, comparative periods have not been recast and continue to be reported under the accounting standards in effect for those prior periods presented. In addition, the Company elected the package of practical expedients permitted under the transition guidance within the new standard, which among other things, allowed the Company to carry forward the historical lease classification. The standard had a material impact in our Condensed Consolidated Balance Sheet, but did not have a material impact in the Company's Condensed Consolidated Income Statement and no impact in the Condensed Consolidated Statement of Cash Flow. The most significant impact was the recognition of ROU assets and lease liabilities for operating leases, while the Company's accounting for finance leases remained substantially unchanged. The impact of the standard on the Condensed Consolidated Balance Sheet as of September 30, 2019 is as follows: Impact of Changes in Accounting Policies as of September 30, 2019 (millions) (unaudited) As Reported Balances without Adoption of Topic 842 Impact of Adoption Assets Prepaid expenses and other (a) $ 15.7 $ 16.7 $ (1.0 ) Right-of-use assets (b) 444.5 — 444.5 Favorable acquired lease contracts, net (c) — 14.9 (14.9 ) Cost of contracts, net (d) 4.5 8.4 (3.9 ) Liabilities Accrued rent (e) $ 18.2 $ 26.8 $ (8.6 ) Short-term lease liabilities (f) 117.1 — 117.1 Long-term lease liabilities (g) 338.4 — 338.4 Unfavorable lease contracts, net (h) — 20.2 (20.2 ) Other long-term liabilities (i) 59.3 61.3 (2.0 ) (a) Represents prepaid rent reclassified to Right-of-use assets (b) Represents capitalization of operating lease assets and reclassification of prepaid and deferred rent, lease incentives, favorable and unfavorable acquired lease contracts, net and cost of contract balances on operating leases (c) Represents favorable acquired lease contracts, net reclassified to Right-of-use assets (d) Represents cost of contract, net reclassified to Right-of-use assets (e) Represents short-term deferred rent reclassified to Right-of-use assets (f) Represents the recognition of short-term operating lease liabilities (g) Represents the recognition of long-term operating lease liabilities (h) Represents unfavorable acquired lease contracts, net reclassified to Right-of-use assets (i) Represents long-term deferred rent reclassified to Right-of-use assets In June 2018, the FASB issued ASU No. 2018-07, Compensation—Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting . Under existing guidance, the accounting for nonemployee share-based payments differs from that applied to employee awards, particularly with regard to the measurement date and the impact of performance conditions. This ASU provides that existing employee guidance will apply to nonemployee share-based transactions (as long as the transaction is not effectively a form of financing), with the exception of specific guidance related to the attribution of compensation cost. The cost of nonemployee awards will continue to be recorded as if the grantor had paid cash for the goods or services. In addition, the contractual term will be able to be used in lieu of an expected term in the option-pricing model for nonemployee awards. ASU No. 2018-07 is effective for all companies for fiscal years beginning after December 15, 2018 and interim periods within those fiscal years. The Company adopted the standard as of January 1, 2019. The standard did not have an impact on the Company’s financial position, results of operations, cash flows and financial statement disclosures. In August 2017, the FASB issued ASU No. 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities . This Update modifies accounting guidance for hedge accounting by making more hedge strategies eligible for hedge accounting, amending presentation and disclosure requirements, and changing how companies assess ineffectiveness. The intent is to simplify the application of hedge accounting and increase transparency of information about an entity’s risk management activities. The amended guidance is effective for annual periods beginning after December 15, 2018. The Company adopted the standard as of January 1, 2019. The standard did not have an impact on the Company’s financial position, results of operations, cash flows and financial statement disclosures. In October 2018, the FASB issued ASU 2018-16, Derivatives and Hedging (Topic 815): Inclusion of the Secured Overnight Financing Rate (SOFR) Overnight Index Swap (OIS) Rate as Benchmark Interest Rate for Hedge Accounting Purposes . This Update permits use of the OIS rate based on the SOFR as a U.S. benchmark interest rate for hedge accounting purposes. This Update is effective for fiscal years beginning after December 15, 2018. The Company adopted the standard as of January 1, 2019. The standard did not have an impact on the Company’s financial position, results of operations, cash flows and financial statement disclosures. Accounting Pronouncements to be Adopted 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. The standard is not expected to have an impact 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 standard is not expected to have an impact 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 standard is not expected to have an impact 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) | 9 Months Ended |
Sep. 30, 2019 | |
Accounting Policies [Abstract] | |
Schedule of new accounting pronouncements and changes in accounting principles | The impact of the standard on the Condensed Consolidated Balance Sheet as of September 30, 2019 is as follows: Impact of Changes in Accounting Policies as of September 30, 2019 (millions) (unaudited) As Reported Balances without Adoption of Topic 842 Impact of Adoption Assets Prepaid expenses and other (a) $ 15.7 $ 16.7 $ (1.0 ) Right-of-use assets (b) 444.5 — 444.5 Favorable acquired lease contracts, net (c) — 14.9 (14.9 ) Cost of contracts, net (d) 4.5 8.4 (3.9 ) Liabilities Accrued rent (e) $ 18.2 $ 26.8 $ (8.6 ) Short-term lease liabilities (f) 117.1 — 117.1 Long-term lease liabilities (g) 338.4 — 338.4 Unfavorable lease contracts, net (h) — 20.2 (20.2 ) Other long-term liabilities (i) 59.3 61.3 (2.0 ) (a) Represents prepaid rent reclassified to Right-of-use assets (b) Represents capitalization of operating lease assets and reclassification of prepaid and deferred rent, lease incentives, favorable and unfavorable acquired lease contracts, net and cost of contract balances on operating leases (c) Represents favorable acquired lease contracts, net reclassified to Right-of-use assets (d) Represents cost of contract, net reclassified to Right-of-use assets (e) Represents short-term deferred rent reclassified to Right-of-use assets (f) Represents the recognition of short-term operating lease liabilities (g) Represents the recognition of long-term operating lease liabilities (h) Represents unfavorable acquired lease contracts, net reclassified to Right-of-use assets (i) Represents long-term deferred rent reclassified to Right-of-use assets |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Leases [Abstract] | |
Schedule of components of operating and finance leased asset | The components of leased assets and liabilities and classification on the Condensed Consolidated Balance Sheet as of September 30, 2019 were as follows: (millions) (unaudited) Classification September 30, 2019 Assets Operating Right-of-use assets $ 444.5 Finance Leasehold improvements, equipment and construction in progress, net (a) 17.7 Total leased assets $ 462.2 Liabilities Current Operating Short-term lease liability $ 117.1 Finance Current portion of long-term obligations under credit facility and other long-term borrowings 2.8 Noncurrent Operating Long-term lease liability 338.4 Finance Other long-term borrowings 15.1 Total lease liabilities $ 473.4 (a) Finance lease assets are recorded net of accumulated amortization of $2.1 million as of September 30, 2019 |
Components of lease cost | The following table presents information on short term and variable lease costs: Three Months Ended Nine Months Ended (millions) (unaudited) September 30, 2019 September 30, 2019 Short-term lease cost $ 7.5 $ 25.4 Variable lease cost 14.9 43.3 Total short term and variable lease cost $ 22.4 $ 68.7 The components of lease cost and classification on the Condensed Consolidated Statement of Income for the three and nine months ended September 30, 2019 were as follows: Three Months Ended Nine Months Ended (millions) (unaudited) Classification September 30, 2019 September 30, 2019 Operating lease cost (a) Cost of services - lease type contracts $ 61.4 $ 177.5 Operating lease cost (a) (b) General and administrative expenses 1.6 3.9 Finance lease cost Amortization of leased assets Depreciation and amortization 0.9 1.7 Interest on lease liabilities Interest expense 0.2 0.6 Net lease cost $ 64.1 $ 183.7 (a) Includes short-term leases and variable lease costs (b) Operating lease cost included in General and administrative expenses are related to leases for office space |
Schedule of finance lease liabilities | Maturities of lease liabilities as of September 30, 2019 were as follows: (millions) (unaudited) Operating Finance Total 2019 $ 36.0 $ 0.9 $ 36.9 2020 131.0 3.6 134.6 2021 100.9 3.6 104.5 2022 80.6 3.1 83.7 2023 54.1 2.3 56.4 After 2024 126.0 7.1 133.1 Total lease payments 528.6 20.6 549.2 Less: Imputed interest 73.1 2.7 75.8 Present value of lease liabilities $ 455.5 $ 17.9 $ 473.4 |
Schedule of operating lease liabilities | Maturities of lease liabilities as of September 30, 2019 were as follows: (millions) (unaudited) Operating Finance Total 2019 $ 36.0 $ 0.9 $ 36.9 2020 131.0 3.6 134.6 2021 100.9 3.6 104.5 2022 80.6 3.1 83.7 2023 54.1 2.3 56.4 After 2024 126.0 7.1 133.1 Total lease payments 528.6 20.6 549.2 Less: Imputed interest 73.1 2.7 75.8 Present value of lease liabilities $ 455.5 $ 17.9 $ 473.4 |
Schedule of lease term and discount rates | Lease term and discount rate information was as follows: (unaudited) September 30, 2019 Weighted-average remaining lease term (years) Operating leases 5.6 Finance leases 7.3 Weighted-average discount rate Operating leases 4.9 % Finance leases 5.0 % |
Schedule of supplemental cash flow information | Supplemental cash flow information related to leases was as follows: Nine Months Ended (millions) (unaudited) September 30, 2019 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 135.9 Operating cash flows from finance leases 0.6 Financing cash flows from finance leases 1.6 Leased assets obtained in exchange for new operating liabilities 50.1 Leased assets obtained in exchange for new finance lease liabilities $ 5.2 |
Acquisition (Tables)
Acquisition (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
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) (unaudited) As Initially Reported November 30, 2018 Preliminary Measurement Period Adjustments As Adjusted November 30, 2018 Cash and cash equivalents $ 5.9 $ — $ 5.9 Notes and accounts receivable 13.2 — 13.2 Prepaid expenses and other 2.0 — 2.0 Advances and deposits 0.2 — 0.2 Leasehold improvements, equipment and construction in progress, net 1.5 — 1.5 Other intangible assets, net 118.0 — 118.0 Goodwill 154.1 0.1 154.2 Accounts payable (6.5 ) — (6.5 ) Accrued expenses (4.1 ) (0.1 ) (4.2 ) Other long-term liabilities (0.7 ) — (0.7 ) Net assets acquired and liabilities assumed $ 283.6 $ — $ 283.6 |
Schedule of other intangible assets | Other intangible assets, net acquired consist of the following: (millions) (unaudited) 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 other intangible assets $ 118.0 (1) Represents preliminary estimated life of assets acquired. |
Business acquisition, pro forma information | Three Months Ended Nine Months Ended (millions) (unaudited) September 30, 2019 September 30, 2018 September 30, 2019 September 30, 2018 Total services revenue $ 418.6 $ 407.2 $ 1,242.2 $ 1,215.0 Net income attributable to SP Plus Corporation 14.2 13.6 40.0 44.7 |
Acquisition, Restructuring an_2
Acquisition, Restructuring and Integration Costs (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Business Combinations [Abstract] | |
Schedule of acquisition related costs | The aggregate costs associated with the acquisition, restructuring, and integration related costs for the three and nine months ended September 30, 2019 and September 30, 2018 are summarized in the following table: Three Months Ended Nine Months Ended (millions) (unaudited) September 30, 2019 September 30, 2018 September 30, 2019 September 30, 2018 General and administrative expenses $ — $ 0.6 $ 1.3 $ 3.4 |
Revenue (Tables)
Revenue (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of remaining performance obligation | The Company expects to recognize the remaining performance obligations as revenue in future periods as follows: (millions) (unaudited) Remaining Performance Obligations 2019 $ 17.9 2020 50.2 2021 29.9 2022 14.6 2023 10.3 2024 and thereafter 12.4 Total $ 135.3 |
Schedule of contract with customer, asset and liability | The following table provides information about accounts receivable, contract assets and contract liabilities with customers and clients as of September 30, 2019 (unaudited) and December 31, 2018 : (millions) September 30, 2019 December 31, 2018 Accounts receivable $ 139.7 $ 139.3 Contract asset $ 10.3 $ 11.4 Contract liability $ (16.3 ) $ (19.1 ) nine -month periods ended September 30, 2019 and 2018 : Nine Months Ended (millions) (unaudited) September 30, 2019 September 30, 2018 Balance, beginning of period $ 11.4 $ 12.2 Additional contract assets 96.4 100.0 Reclassification to accounts receivable (97.5 ) (101.4 ) Balance, end of period $ 10.3 $ 10.8 nine -month periods ended September 30, 2019 and 2018 : Nine Months Ended (millions) (unaudited) September 30, 2019 September 30, 2018 Balance, beginning of period $ 19.1 $ 20.5 Additional contract liabilities 122.2 128.6 Recognition of revenue from contract liabilities (125.0 ) (132.6 ) Balance, end of period $ 16.3 $ 16.5 |
Schedule of amortization expense related to cost of contracts | The table below shows amortization expense related to cost of contracts for the three and nine months ended September 30, 2019 and 2018 . Amortization expense of cost of contracts related to service concession arrangements within the scope of Topic 853 and certain management type contracts are recorded as a reduction of revenue and were not significant for the three and nine months ended September 30, 2019 and 2018 , respectively. Three Months Ended Nine Months Ended (millions) (unaudited) September 30, 2019 September 30, 2018 September 30, 2019 September 30, 2018 Amortization expense related to cost of contract included in depreciation and amortization $ 0.3 $ 0.8 $ 0.9 $ 2.3 |
Other Intangible Assets, net (T
Other Intangible Assets, net (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of intangible assets, net | The following presents a summary of other intangible assets, net: September 30, 2019 (unaudited) December 31, 2018 (millions) Weighted Acquired Accumulated Acquired Acquired Accumulated Acquired Covenant not to compete 4.2 $ 1.6 $ (0.3 ) $ 1.3 $ 1.6 $ — $ 1.6 Trade names and trademarks 4.2 5.6 (0.9 ) 4.7 6.3 (0.7 ) 5.6 Proprietary know how 4.9 10.4 (1.5 ) 8.9 11.0 (0.8 ) 10.2 Management contract rights 9.3 81.0 (36.1 ) 44.9 81.0 (32.2 ) 48.8 Customer relationships 14.2 100.4 (5.6 ) 94.8 100.4 (0.6 ) 99.8 Acquired intangible assets, net (2) 11.8 $ 199.0 $ (44.4 ) $ 154.6 $ 200.3 $ (34.3 ) $ 166.0 (1) Excludes the original cost and accumulated amortization of fully amortized intangible assets. (2) Intangible assets have estimated remaining lives between four and fifteen years . |
Summary of amortization of intangible assets | The table below shows the amortization expense related to intangible assets for the three and nine months ended September 30, 2019 and September 30, 2018 : Three Months Ended Nine Months Ended (millions) (unaudited) September 30, 2019 September 30, 2018 September 30, 2019 September 30, 2018 Amortization expense related to other intangible assets included in depreciation and amortization $ 3.8 $ 1.3 $ 11.4 $ 4.0 |
Goodwill (Tables)
Goodwill (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
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) (unaudited) Segment One Segment Two Total Balance as of December 31, 2018 $ 368.7 $ 216.8 $ 585.5 Foreign currency translation 0.1 — 0.1 Purchase price adjustments — 0.1 0.1 Balance as of September 30, 2019 $ 368.8 $ 216.9 $ 585.7 |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Schedule of company’s financial assets and liabilities measured at fair value on a recurring basis and the basis of measurement | The following table sets forth the Company’s financial assets and liabilities measured at fair value on a recurring basis and the basis of measurement at September 30, 2019 and December 31, 2018 : Fair Value Measurement September 30, 2019 (unaudited) December 31, 2018 (millions) Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Assets Cash and cash equivalents $ 29.6 $ — $ — $ 39.9 $ — $ — Liabilities Accrued expenses Interest rate collars — (1.2 ) — — — — Total $ 29.6 $ (1.2 ) $ — $ 39.9 $ — $ — |
Schedule of interest rate collars | The following table presents summarized information about the Company's interest rate collars: Interest Rate Collars September 30, 2019 (unaudited) Interest Rate Parameters (millions) Maturity Date Notional Amount LIBOR Ceiling LIBOR Floor Collar 1 April 2022 $ 74.1 2.5 % 1.2 % Collar 2 April 2022 74.1 2.5 % 1.3 % Collar 3 April 2022 74.1 2.5 % 1.4 % Total $ 222.3 |
Schedule of carrying amount and estimated fair values | The following table presents the carrying amounts and estimated fair values of financial instruments not measured at fair value in the Condensed Consolidated Balance Sheets at September 30, 2019 and December 31, 2018 : September 30, 2019 (unaudited) December 31, 2018 (millions) Carrying Fair Value Carrying Fair Value Credit Facility, net of original discount on borrowings and deferred financing costs $ 351.0 $ 351.0 $ 371.2 $ 371.2 Other obligations $ 19.1 $ 19.1 $ 15.4 $ 15.4 |
Borrowing Arrangements (Tables)
Borrowing Arrangements (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of long-term borrowings | Long-term borrowings, in order of preference, consist of: Amount Outstanding (millions) Maturity Date September 30, 2019 December 31, 2018 (unaudited) Credit facility, net of original discount on borrowings and deferred financing costs November 30, 2023 $ 351.0 $ 371.2 Other borrowings Various 19.1 15.5 Total obligations under credit facility and other borrowings 370.1 386.7 Less: Current portion of obligations under credit facility and other borrowings 14.4 13.2 Total long-term obligations under credit facility and other borrowings $ 355.7 $ 373.5 |
Share Repurchase Plan (Tables)
Share Repurchase Plan (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Equity [Abstract] | |
Summary Of Share Repurchase Activity | The table below summarizes share repurchase activity during the three and nine months ended September 30, 2019 . Three Months Ended Nine Months Ended (millions, except for share and per share data) (unaudited) September 30, 2019 September 30, 2019 Total number of shares repurchased 536,743 958,459 Average price paid per share $ 34.83 $ 33.73 Total value of shares repurchased $ 18.7 $ 32.3 No shares were repurchased during the three and nine months ended September 30, 2018 . The following table summarizes the remaining authorized repurchase amount under the program as of September 30, 2019 . (millions) (unaudited) September 30, 2019 Total authorized repurchase amount $ 80.0 Total value of shares repurchased 39.8 Total remaining authorized repurchase amount $ 40.2 |
Bradley Agreement (Tables)
Bradley Agreement (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Contractors [Abstract] | |
Schedule of Deficiency Payments Made, Net of Reimbursements | The total deficiency repayments (net of payments made) from the State as of September 30, 2019 (unaudited) are as follows: (millions) September 30, 2019 Balance as of December 31, 2018 $ 3.9 Deficiency payments made — Deficiency repayments received (2.8 ) Balance as of September 30, 2019 $ 1.1 The total deficiency repayments (net of payments made), interest and premium received and recognized for the three and nine months ended September 30, 2019 and 2018 are as follows: Three Months Ended Nine Months Ended (millions) (unaudited) September 30, 2019 September 30, 2018 September 30, 2019 September 30, 2018 Deficiency repayments $ 0.4 $ 0.9 $ 2.8 $ 2.9 Interest $ 0.3 $ — $ 0.8 $ 0.5 Premium $ — $ 0.1 $ 0.3 $ 0.2 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of stock-based compensation expense | The table below shows the Company's stock-based compensation expense related to the restricted stock units for the three and nine months ended September 30, 2019 and 2018 , respectively, and is included in General and administrative expenses within the Condensed Consolidated Statements of Income: Three Months Ended Nine Months Ended (millions) (unaudited) September 30, 2019 September 30, 2018 September 30, 2019 September 30, 2018 Stock-based compensation expense $ 0.3 $ 0.3 $ 0.8 $ 0.6 The table below shows the Company's stock-based compensation expense (reduction of expense) related to the Performance-Based Incentive Program for the three and nine months ended September 30, 2019 and 2018 , respectively, and is included in General and administrative expenses within the Condensed Consolidated Statements of Income: Three Months Ended Nine Months Ended (millions) (unaudited) September 30, 2019 September 30, 2018 September 30, 2019 September 30, 2018 Stock-based compensation expense $ 1.0 $ (0.4 ) $ 1.8 $ 0.7 |
Net Income per Common Share (Ta
Net Income per Common Share (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Earnings Per Share [Abstract] | |
Schedule of Reconciliation of Weighted Average Shares | A reconciliation of the weighted average basic common shares outstanding to the weighted average diluted common shares outstanding is as follows: Three Months Ended Nine Months Ended (millions, except share and per share data) (unaudited) September 30, 2019 September 30, 2018 September 30, 2019 September 30, 2018 Net income attributable to SP Plus Corporation $ 14.2 $ 13.5 $ 40.0 $ 44.1 Basic weighted average common shares outstanding 21,945,129 22,439,884 22,277,852 22,370,789 Dilutive impact of share-based awards 93,776 186,862 134,113 236,485 Diluted weighted average common shares outstanding 22,038,905 22,626,746 22,411,965 22,607,274 Net income per common share Basic $ 0.64 $ 0.60 $ 1.79 $ 1.97 Diluted $ 0.64 $ 0.60 $ 1.78 $ 1.95 |
Comprehensive Income (Tables)
Comprehensive Income (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Comprehensive Income (Loss), Net of Tax, Attributable to Parent [Abstract] | |
Schedule of components of comprehensive income, net of tax | Comprehensive income consists of the following components, net of tax: Three Months Ended Nine Months Ended (millions) (unaudited) September 30, 2019 September 30, 2018 September 30, 2019 September 30, 2018 Net income $ 15.0 $ 14.5 $ 42.2 $ 46.6 Effective portion of unrealized loss on cash flow hedge (0.1 ) — (0.9 ) — Foreign currency translation (loss) gain (0.1 ) 0.1 — (0.4 ) Comprehensive income 14.8 14.6 41.3 46.2 Less: Comprehensive income attributable to noncontrolling interest 0.8 1.0 2.2 2.5 Comprehensive income attributable to SP Plus Corporation $ 14.0 $ 13.6 $ 39.1 $ 43.7 |
Components of accumulated comprehensive income (loss), net of tax | The components of changes in accumulated comprehensive loss, net of tax, for the nine months ended September 30, 2019 were as follows: (millions) (unaudited) Foreign Currency Effective Portion of Total Accumulated Balance as of December 31, 2018 $ (2.4 ) $ — $ (2.4 ) Change in other comprehensive loss 0.2 — 0.2 Balance as of March 31, 2019 $ (2.2 ) $ — $ (2.2 ) Change in other comprehensive loss (0.1 ) (0.8 ) (0.9 ) Balance as of June 30, 2019 $ (2.3 ) $ (0.8 ) $ (3.1 ) Change in other comprehensive loss (0.1 ) (0.1 ) (0.2 ) Balance as of September 30, 2019 $ (2.4 ) $ (0.9 ) $ (3.3 ) |
Business Unit Segment Informa_2
Business Unit Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Segment Reporting [Abstract] | |
Summary of revenues and gross profit by regions | The following is a summary of revenues and gross profit by operating segment for the three and nine months ended September 30, 2019 and 2018: Three Months Ended Nine Months Ended (millions) (unaudited) September 30, 2019 Gross September 30, 2018 Gross September 30, 2019 Gross September 30, 2018 Gross Services Revenue Segment One Lease type contracts $ 96.2 $ 97.6 $ 283.6 $ 290.8 Management type contracts 62.3 59.4 191.1 191.1 Total Segment One 158.5 157.0 474.7 481.9 Segment Two Lease type contracts 8.1 6.9 23.4 20.3 Management type contracts 68.1 21.1 198.0 66.2 Total Segment Two 76.2 28.0 221.4 86.5 Other Lease type contracts 0.3 0.2 0.6 0.5 Management type contracts 2.2 2.1 6.3 7.5 Total Other 2.5 2.3 6.9 8.0 Reimbursed management type contract revenue 181.4 174.8 539.2 514.8 Total Services Revenue $ 418.6 $ 362.1 $ 1,242.2 $ 1,091.2 Gross Profit Segment One Lease type contracts $ 7.7 8 % $ 7.7 8 % $ 22.1 8 % $ 19.5 7 % Management type contracts 25.8 41 % 24.1 41 % 73.0 38 % 71.8 38 % Total Segment One 33.5 31.8 95.1 91.3 Segment Two Lease type contracts 2.4 30 % 2.0 29 % 6.4 27 % 5.6 28 % Management type contracts 17.5 26 % 6.7 32 % 52.9 27 % 20.3 31 % Total Segment Two 19.9 8.7 59.3 25.9 Other Lease type contracts 1.5 N/M 0.8 N/M 4.6 N/M 3.3 N/M Management type contracts 3.8 N/M 3.7 N/M 14.8 N/M 15.1 N/M Total Other 5.3 4.5 19.4 18.4 Total gross profit $ 58.7 $ 45.0 $ 173.8 $ 135.6 General and administrative expenses 26.0 18.7 80.8 63.3 General and administrative expense percentage of gross profit 44 % 42 % 46 % 47 % Depreciation and amortization 7.3 4.2 21.8 12.7 Operating income 25.4 22.1 71.2 59.6 Other expenses (income) Interest expense 4.8 2.1 14.7 6.5 Interest income (0.1 ) (0.1 ) (0.3 ) (0.3 ) Equity earnings from investment in unconsolidated entity — — — (10.1 ) Total other expenses (income) 4.7 2.0 14.4 (3.9 ) Earnings before income taxes 20.7 20.1 56.8 63.5 Income tax expense 5.7 5.6 14.6 16.9 Net income 15.0 14.5 42.2 46.6 Less: Net income attributable to noncontrolling interest 0.8 1.0 2.2 2.5 Net income attributable to SP Plus Corporation $ 14.2 $ 13.5 $ 40.0 $ 44.1 N/M - Not Meaningful |
Significant Accounting Polici_4
Significant Accounting Policies and Practices - Narrative (Details) $ in Millions | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||||
Oct. 31, 2014 | Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Sep. 30, 2019USD ($)voting_interest_model_entityvariable_interest_entitypartnership | Sep. 30, 2018USD ($) | Dec. 31, 2018USD ($) | Jan. 03, 2018USD ($) | |
Cash and cash equivalents | ||||||||
Restricted cash and cash equivalents | $ 0.4 | $ 0.4 | $ 1.7 | |||||
Financial Instruments | ||||||||
Book overdrafts | 26 | $ 26 | $ 34 | |||||
Equity Investments in Unconsolidated Entities | ||||||||
Number of ownership interest entities | partnership | 30 | |||||||
Equity earnings in related investments | $ 0.8 | $ 0.7 | $ 2.4 | $ 1.9 | ||||
Primary Beneficiary | ||||||||
Equity Investments in Unconsolidated Entities | ||||||||
Number of ownership interest entities | variable_interest_entity | 25 | |||||||
Not Primary Beneficiary | ||||||||
Equity Investments in Unconsolidated Entities | ||||||||
Number of ownership interest entities | voting_interest_model_entity | 5 | |||||||
Disposed of by sale | Parkmobile | ||||||||
Equity Investments in Unconsolidated Entities | ||||||||
Gross sale price | $ 19 | |||||||
Net gain on sale of business | $ 10.1 | |||||||
Parkmobile, LLC | ||||||||
Equity Investments in Unconsolidated Entities | ||||||||
Ownership percentage | 30.00% |
Significant Accounting Polici_5
Significant Accounting Policies and Practices - Schedule of New Accounting Pronouncements (Details) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 |
Assets | ||
Prepaid expenses and other | $ 15.7 | $ 17.2 |
Right-of-use assets | 444.5 | 0 |
Favorable acquired lease contracts, net | 0 | 17.6 |
Cost of contracts, net | 4.5 | 9.2 |
Liabilities | ||
Accrued rent | 18.2 | 23.5 |
Short-term lease liabilities | 117.1 | 0 |
Long-term lease liabilities | 338.4 | 0 |
Unfavorable lease contracts, net | 0 | 24.7 |
Other long-term liabilities | 59.3 | $ 58.6 |
Balances without Adoption of Topic 842 | ||
Assets | ||
Prepaid expenses and other | 16.7 | |
Right-of-use assets | 0 | |
Favorable acquired lease contracts, net | 14.9 | |
Cost of contracts, net | 8.4 | |
Liabilities | ||
Accrued rent | 26.8 | |
Short-term lease liabilities | 0 | |
Long-term lease liabilities | 0 | |
Unfavorable lease contracts, net | 20.2 | |
Other long-term liabilities | 61.3 | |
Accounting Standards Update 2016-02 | Impact of Adoption Increase/(Decrease) | ||
Assets | ||
Prepaid expenses and other | (1) | |
Right-of-use assets | 444.5 | |
Favorable acquired lease contracts, net | (14.9) | |
Cost of contracts, net | (3.9) | |
Liabilities | ||
Accrued rent | (8.6) | |
Short-term lease liabilities | 117.1 | |
Long-term lease liabilities | 338.4 | |
Unfavorable lease contracts, net | (20.2) | |
Other long-term liabilities | $ (2) |
Leases - Schedule of component
Leases - Schedule of components of operating and finance leased asset (Details) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 |
Assets | ||
Right-of-use assets | $ 444.5 | $ 0 |
Leasehold improvements, equipment and construction in progress, net | 17.7 | |
Total leased assets | 462.2 | |
Current | ||
Short-term lease liability | 117.1 | 0 |
Current portion of long-term obligations under credit facility and other long-term borrowings | 2.8 | |
Noncurrent | ||
Long-term lease liability | 338.4 | $ 0 |
Other long-term borrowings | 15.1 | |
Total lease liabilities | 473.4 | |
Finance lease, accumulated amortization | $ 2.1 |
Leases - Schedule of compone_2
Leases - Schedule of components of leased cost (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended |
Sep. 30, 2019 | Sep. 30, 2019 | |
Operating Leased Assets [Line Items] | ||
Operating lease cost | $ 63 | $ 181.4 |
Depreciation and amortization | 0.9 | 1.7 |
Interest expense | 0.2 | 0.6 |
Net lease cost | 64.1 | 183.7 |
Cost of services - lease type contracts | ||
Operating Leased Assets [Line Items] | ||
Operating lease cost | 61.4 | 177.5 |
General and administrative expenses | ||
Operating Leased Assets [Line Items] | ||
Operating lease cost | $ 1.6 | $ 3.9 |
Leases - Narrative (Details)
Leases - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended |
Sep. 30, 2019 | Sep. 30, 2019 | |
Leases [Abstract] | ||
Operating lease cost | $ 63 | $ 181.4 |
Leases - Schedule of short ter
Leases - Schedule of short term and variable lease costs (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended |
Sep. 30, 2019 | Sep. 30, 2019 | |
Leases [Abstract] | ||
Short-term lease cost | $ 7.5 | $ 25.4 |
Variable lease cost | 14.9 | 43.3 |
Total short term and variable lease cost | $ 22.4 | $ 68.7 |
Leases - Schedule of operating
Leases - Schedule of operating lease liabilities (Details) $ in Millions | Sep. 30, 2019USD ($) |
Operating Leases Liabilities | |
2019 | $ 36 |
2020 | 131 |
2021 | 100.9 |
2022 | 80.6 |
2023 | 54.1 |
After 2024 | 126 |
Total lease payments | 528.6 |
Less: Imputed interest | 73.1 |
Present value of lease liabilities | 455.5 |
Finance Leases Liabilities | |
2019 | 0.9 |
2020 | 3.6 |
2021 | 3.6 |
2022 | 3.1 |
2023 | 2.3 |
After 2024 | 7.1 |
Total lease payments | 20.6 |
Less: Imputed interest | 2.7 |
Present value of lease liabilities | 17.9 |
Total | |
2019 | 36.9 |
2020 | 134.6 |
2021 | 104.5 |
2022 | 83.7 |
2023 | 56.4 |
After 2024 | 133.1 |
Total lease payments | 549.2 |
Less: Imputed interest | 75.8 |
Present value of lease liabilities | $ 473.4 |
Leases - Schedule of lease ter
Leases - Schedule of lease term and discount rates (Details) | Sep. 30, 2019 |
Weighted-average remaining lease term (years) | |
Operating leases | 5 years 7 months 6 days |
Finance leases | 7 years 3 months 18 days |
Weighted-average discount rate | |
Operating leases | 4.90% |
Finance leases | 5.00% |
Leases - Schedule of cash flow
Leases - Schedule of cash flow information related to leases (Details) $ in Millions | 9 Months Ended |
Sep. 30, 2019USD ($) | |
Cash paid for amounts included in the measurement of lease liabilities | |
Operating cash flows from operating leases | $ 135.9 |
Operating cash flows from finance leases | 0.6 |
Financing cash flows from finance leases | 1.6 |
Leased assets obtained in exchange for new operating liabilities | 50.1 |
Leased assets obtained in exchange for new finance lease liabilities | $ 5.2 |
Acquisition - Narrative (Detai
Acquisition - Narrative (Details) - USD ($) $ in Millions | Nov. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2019 | Dec. 31, 2018 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 585.7 | $ 585.7 | $ 585.5 | |
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 | 46.3 | 132.7 | ||
Net income since acquisition | $ 3.1 | $ 9.9 |
Acquisition - Assets Acquired
Acquisition - Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 | Nov. 30, 2018 |
Business Acquisition [Line Items] | |||
Goodwill | $ 585.7 | $ 585.5 | |
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 | ||
Preliminary Measurement Period Adjustments | Bags | |||
Business Acquisition [Line Items] | |||
Cash and cash equivalents | 0 | ||
Notes and accounts receivable | 0 | ||
Prepaid expenses and other | 0 | ||
Advances and deposits | 0 | ||
Leasehold improvements, equipment and construction in progress, net | 0 | ||
Other intangible assets, net | 0 | ||
Goodwill | 0.1 | ||
Accounts payable | 0 | ||
Accrued expenses | (0.1) | ||
Other long-term liabilities | 0 | ||
Net assets acquired and liabilities assumed | 0 | ||
As Adjusted November 30, 2018 | 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 | 154.2 | ||
Accounts payable | (6.5) | ||
Accrued expenses | (4.2) | ||
Other long-term liabilities | (0.7) | ||
Net assets acquired and liabilities assumed | $ 283.6 |
Acquisition - Intangible Asset
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 Inform
Acquisition - Pro Forma Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Business Combinations [Abstract] | ||||
Total services revenue | $ 418.6 | $ 407.2 | $ 1,242.2 | $ 1,215 |
Net income attributable to SP Plus Corporation | $ 14.2 | $ 13.6 | $ 40 | $ 44.7 |
Acquisition, Restructuring an_3
Acquisition, Restructuring and Integration Costs - Schedule of Acquisition Related Costs (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Central Merger | General and administrative expenses | ||||
Business Acquisition [Line Items] | ||||
General and administrative expenses | $ 0 | $ 0.6 | $ 1.3 | $ 3.4 |
Acquisition, Restructuring an_4
Acquisition, Restructuring and Integration Costs - Narrative (Details) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 |
Business Acquisition [Line Items] | ||
Accrual for restructuring, merger and integration costs | $ 0.2 | $ 3.3 |
Compensation and Payroll Withholdings | ||
Business Acquisition [Line Items] | ||
Accrual for restructuring, merger and integration costs | $ 0.2 | 1 |
Accrued Expenses | ||
Business Acquisition [Line Items] | ||
Accrual for restructuring, merger and integration costs | 2.1 | |
Other long-term Liabilities | ||
Business Acquisition [Line Items] | ||
Accrual for restructuring, merger and integration costs | $ 0.2 |
Revenue - Narrative (Details)
Revenue - Narrative (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | |||||
Performance obligation unsatisfied or partially satisfied | $ 135,300,000 | $ 135,300,000 | |||
Impairment charges | 0 | $ 0 | 0 | $ 0 | |
Contract cost, accumulated amortization | $ 4,500,000 | $ 4,500,000 | $ 9,200,000 |
Revenue - Schedule of Performan
Revenue - Schedule of Performance Obligation (Details) $ in Millions | Sep. 30, 2019USD ($) |
Revenue from Contract with Customer [Abstract] | |
Remaining Performance Obligations | $ 135.3 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-10-01 | |
Revenue from Contract with Customer [Abstract] | |
Remaining Performance Obligations | $ 17.9 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 3 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-01-01 | |
Revenue from Contract with Customer [Abstract] | |
Remaining Performance Obligations | $ 50.2 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
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 | $ 29.9 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
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 | $ 14.6 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
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 | $ 10.3 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | |
Revenue from Contract with Customer [Abstract] | |
Remaining Performance Obligations | $ 12.4 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation, expected timing of satisfaction, period |
Revenue - Schedule of Contract
Revenue - Schedule of Contract Asset and Liability (Details) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Dec. 31, 2017 |
Revenue from Contract with Customer [Abstract] | ||||
Accounts receivable | $ 139.7 | $ 139.3 | ||
Contract asset | 10.3 | 11.4 | $ 10.8 | $ 12.2 |
Contract liability | $ (16.3) | $ (19.1) | $ (16.5) | $ (20.5) |
Revenue - Schedule of Contrac_2
Revenue - Schedule of Contract Asset Balances (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Contract Asset Balances with Customer [Roll Forward] | ||
Balance, beginning of period | $ 11.4 | $ 12.2 |
Additional contract assets | 96.4 | 100 |
Reclassification to accounts receivable | (97.5) | (101.4) |
Balance, end of period | $ 10.3 | $ 10.8 |
Revenue - Schedule of Contrac_3
Revenue - Schedule of Contract Liability Balances (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Contract Liability Balances with Customer [Roll Forward] | ||
Balance, beginning of period | $ 19.1 | $ 20.5 |
Additional contract liabilities | 122.2 | 128.6 |
Recognition of revenue from contract liabilities | (125) | (132.6) |
Balance, end of period | $ 16.3 | $ 16.5 |
Revenue - Schedule of Amortizat
Revenue - Schedule of Amortization Expense Related to Cost of Contracts (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Revenue from Contract with Customer [Abstract] | ||||
Amortization expense related to cost of contract included in depreciation and amortization | $ 0.3 | $ 0.8 | $ 0.9 | $ 2.3 |
Other Intangible Assets, net (D
Other Intangible Assets, net (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
Intangible assets, net | |||||
Weighted average life (in years) | 11 years 9 months 18 days | ||||
Acquired intangible assets, gross | $ 199 | $ 199 | $ 200.3 | ||
Accumulated Amortization | (44.4) | (44.4) | (34.3) | ||
Acquired Intangible Assets, Net | 154.6 | 154.6 | 166 | ||
Amortization expense related to other intangible assets included in depreciation and amortization | 3.8 | $ 1.3 | $ 11.4 | $ 4 | |
Minimum | |||||
Intangible assets, net | |||||
Weighted average life (in years) | 4 years | ||||
Maximum | |||||
Intangible assets, net | |||||
Weighted average life (in years) | 15 years | ||||
Covenant not to compete | |||||
Intangible assets, net | |||||
Weighted average life (in years) | 4 years 2 months 12 days | ||||
Acquired intangible assets, gross | 1.6 | $ 1.6 | 1.6 | ||
Accumulated Amortization | (0.3) | (0.3) | 0 | ||
Acquired Intangible Assets, Net | 1.3 | $ 1.3 | 1.6 | ||
Trade names and trademarks | |||||
Intangible assets, net | |||||
Weighted average life (in years) | 4 years 2 months 12 days | ||||
Acquired intangible assets, gross | 5.6 | $ 5.6 | 6.3 | ||
Accumulated Amortization | (0.9) | (0.9) | (0.7) | ||
Acquired Intangible Assets, Net | 4.7 | $ 4.7 | 5.6 | ||
Proprietary know how | |||||
Intangible assets, net | |||||
Weighted average life (in years) | 4 years 10 months 24 days | ||||
Acquired intangible assets, gross | 10.4 | $ 10.4 | 11 | ||
Accumulated Amortization | (1.5) | (1.5) | (0.8) | ||
Acquired Intangible Assets, Net | 8.9 | $ 8.9 | 10.2 | ||
Management contract rights | |||||
Intangible assets, net | |||||
Weighted average life (in years) | 9 years 3 months 18 days | ||||
Acquired intangible assets, gross | 81 | $ 81 | 81 | ||
Accumulated Amortization | (36.1) | (36.1) | (32.2) | ||
Acquired Intangible Assets, Net | 44.9 | $ 44.9 | 48.8 | ||
Customer relationships | |||||
Intangible assets, net | |||||
Weighted average life (in years) | 14 years 2 months 12 days | ||||
Acquired intangible assets, gross | 100.4 | $ 100.4 | 100.4 | ||
Accumulated Amortization | (5.6) | (5.6) | (0.6) | ||
Acquired Intangible Assets, Net | $ 94.8 | $ 94.8 | $ 99.8 |
Goodwill (Details)
Goodwill (Details) $ in Millions | 9 Months Ended |
Sep. 30, 2019USD ($) | |
Changes in carrying amounts of goodwill | |
Beginning balance | $ 585.5 |
Foreign currency translation | 0.1 |
Purchase price adjustments | 0.1 |
Ending balance | 585.7 |
Segment One | |
Changes in carrying amounts of goodwill | |
Beginning balance | 368.7 |
Foreign currency translation | 0.1 |
Purchase price adjustments | 0 |
Ending balance | 368.8 |
Segment Two | |
Changes in carrying amounts of goodwill | |
Beginning balance | 216.8 |
Foreign currency translation | 0 |
Purchase price adjustments | 0.1 |
Ending balance | $ 216.9 |
Fair Value Measurement - Sched
Fair Value Measurement - Schedule of Company's Financial Assets and Liabilities Measured at Fair Value (Details) - Fair Value, Recurring - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 |
Level 1 | ||
Assets | ||
Cash and cash equivalents | $ 29.6 | $ 39.9 |
Liabilities | ||
Interest rate collars | 0 | 0 |
Total | 29.6 | 39.9 |
Level 2 | ||
Assets | ||
Cash and cash equivalents | 0 | 0 |
Liabilities | ||
Interest rate collars | (1.2) | 0 |
Total | (1.2) | 0 |
Level 3 | ||
Assets | ||
Cash and cash equivalents | 0 | 0 |
Liabilities | ||
Interest rate collars | 0 | 0 |
Total | $ 0 | $ 0 |
Fair Value Measurement - Summa
Fair Value Measurement - Summary of interest rate collars (Details) $ in Millions | Sep. 30, 2019USD ($) |
Derivative [Line Items] | |
Notional Amount | $ 222.3 |
Collar 1 | |
Derivative [Line Items] | |
Notional Amount | $ 74.1 |
LIBOR Ceiling | 2.50% |
LIBOR Floor | 1.20% |
Collar 2 | |
Derivative [Line Items] | |
Notional Amount | $ 74.1 |
LIBOR Ceiling | 2.50% |
LIBOR Floor | 1.30% |
Collar 3 | |
Derivative [Line Items] | |
Notional Amount | $ 74.1 |
LIBOR Ceiling | 2.50% |
LIBOR Floor | 1.40% |
Fair Value Measurement - Carry
Fair Value Measurement - Carrying Value and Estimated Fair Value (Details) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Long-term borrowings | $ 370.1 | $ 386.7 |
Credit Facility, net of original discount on borrowings and deferred financing costs | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Long-term borrowings | 351 | 371.2 |
Credit Facility, net of original discount on borrowings and deferred financing costs | Carrying Amount | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Long-term borrowings | 351 | 371.2 |
Credit Facility, net of original discount on borrowings and deferred financing costs | Fair Value | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Long-term borrowings | 351 | 371.2 |
Other obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Long-term borrowings | 19.1 | 15.5 |
Other obligations | Carrying Amount | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Long-term borrowings | 19.1 | 15.4 |
Other obligations | Fair Value | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Long-term borrowings | $ 19.1 | $ 15.4 |
Fair Value Measurement - Narra
Fair Value Measurement - Narrative (Details) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019USD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) | May 31, 2019USD ($)contract | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Notional amount | $ 222,300,000 | $ 222,300,000 | ||
Nonrecurring | Level 3 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Impairment charges | 0 | $ 0 | ||
Interest rate contract | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Interest rate collar contracts | contract | 3 | |||
Notional amount | $ 222,300,000 | |||
Gain (loss) reclassified from accumulated other comprehensive loss | 0 | 0 | ||
Gain (loss) recognized in income on the interest rate collars | $ 0 | $ 0 |
Borrowing Arrangements - Sched
Borrowing Arrangements - Schedule of Long-Term Borrowing (Details) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 |
Debt Instrument [Line Items] | ||
Total obligations under credit facility and other borrowings | $ 370.1 | $ 386.7 |
Less: Current portion of obligations under credit facility and other borrowings | 14.4 | 13.2 |
Total long-term obligations under credit facility and other borrowings | 355.7 | 373.5 |
Credit Facility, net of original discount on borrowings and deferred financing costs | ||
Debt Instrument [Line Items] | ||
Total obligations under credit facility and other borrowings | 351 | 371.2 |
Other borrowings | ||
Debt Instrument [Line Items] | ||
Total obligations under credit facility and other borrowings | $ 19.1 | $ 15.5 |
Borrowing Arrangements - Narra
Borrowing Arrangements - Narrative (Details) - USD ($) | 1 Months Ended | 9 Months Ended | 12 Months Ended | ||
May 31, 2019 | Sep. 30, 2019 | Dec. 31, 2018 | Nov. 30, 2018 | Feb. 20, 2015 | |
Debt Instrument [Line Items] | |||||
Long-term borrowings | $ 370,100,000 | $ 386,700,000 | |||
Notional amount | 222,300,000 | ||||
Redemption amount outstanding | $ 1,100,000 | 1,100,000 | |||
Restated Credit Agreement | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | $ 550,000,000 | $ 400,000,000 | |||
Percentage principal installments | 1.25% | ||||
Senior credit facility, net of discount | |||||
Debt Instrument [Line Items] | |||||
Long-term borrowings | $ 351,000,000 | $ 371,200,000 | |||
Interest rate at period end | 3.80% | 4.30% | |||
Senior credit facility, net of discount | Restated Credit Agreement | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | $ 174,800,000 | 325,000,000 | 200,000,000 | ||
Letters of credit outstanding | 53,600,000 | ||||
Long-term borrowings | $ 354,000,000 | ||||
Senior credit facility, net of discount | Senior Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Interest rate at period end | 3.50% | 4.00% | |||
Letter of credit facility | Restated Credit Agreement | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | 100,000,000 | 100,000,000 | |||
Swingline loans | Restated Credit Agreement | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | 20,000,000 | ||||
Term loan facility | Restated Credit Agreement | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | $ 225,000,000 | $ 200,000,000 | |||
Convertible Subordinated Debt | |||||
Debt Instrument [Line Items] | |||||
Redemption price upon stated maturity (in dollars per share) | $ 19.18 | ||||
LIBOR Loans | Senior credit facility, net of discount | Restated Credit Agreement | |||||
Debt Instrument [Line Items] | |||||
Period of total debt to EBITDA ratio | 12 months | ||||
Base rate loans | Senior credit facility, net of discount | Restated Credit Agreement | Federal funds | |||||
Debt Instrument [Line Items] | |||||
Interest rate margin on variable rate basis | 0.50% | ||||
Base rate loans | Senior credit facility, net of discount | Restated Credit Agreement | LIBOR | |||||
Debt Instrument [Line Items] | |||||
Interest rate margin on variable rate basis | 1.00% | ||||
Maximum | Senior credit facility, net of discount | Restated Credit Agreement | |||||
Debt Instrument [Line Items] | |||||
Total debt to EBITDA ratio that is required to be maintained | 4.25 | ||||
Minimum | Senior credit facility, net of discount | Restated Credit Agreement | |||||
Debt Instrument [Line Items] | |||||
Fixed charge coverage ratio that is required to be maintained | 3.50 | ||||
Interest rate collars | |||||
Debt Instrument [Line Items] | |||||
Interest rate collar term amount | 3 years | ||||
Notional amount | $ 222,300,000 | ||||
Derivative, cap interest rate | 2.50% |
Share Repurchase Plan (Details)
Share Repurchase Plan (Details) - USD ($) | 3 Months Ended | 5 Months Ended | 9 Months Ended | ||||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2019 | Sep. 30, 2018 | Jul. 31, 2019 | May 31, 2016 | |
Equity [Abstract] | |||||||
Amount authorized by the company's Board of Directors (not more than) | $ 80,000,000 | $ 80,000,000 | $ 80,000,000 | $ 50,000,000 | $ 30,000,000 | ||
Total number of shares repurchased | 536,743 | 0 | 1,263,642 | 958,459 | 0 |
Share Repurchase Plan - Summary
Share Repurchase Plan - Summary of Share Repurchase Activity (Details) - USD ($) | 3 Months Ended | 5 Months Ended | 9 Months Ended | ||||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2019 | Sep. 30, 2018 | Jul. 31, 2019 | May 31, 2016 | |
Equity [Abstract] | |||||||
Total number of shares repurchased | 536,743 | 0 | 1,263,642 | 958,459 | 0 | ||
Average price paid per share | $ 34.83 | $ 33.73 | |||||
Total value of shares repurchased | $ 18,700,000 | $ 32,300,000 | |||||
Total authorized repurchase amount | 80,000,000 | $ 80,000,000 | 80,000,000 | $ 50,000,000 | $ 30,000,000 | ||
Total value of shares repurchased | 39,800,000 | 39,800,000 | 39,800,000 | ||||
Total remaining authorized repurchase amount | $ 40,200,000 | $ 40,200,000 | $ 40,200,000 |
Bradley Agreement - Additional
Bradley Agreement - Additional Information (Details) | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||||
May 31, 2019 | Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2019USD ($)parking_space | Sep. 30, 2018USD ($) | Dec. 31, 2024USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2002USD ($) | Dec. 31, 2025USD ($) | |
Bradley International Airport parking facilities operating agreement | ||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||
Agreement period 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 | |||||||||
Maximum premium percentage on initial deficiency payment (not more than) | 10.00% | |||||||||
Estimated accrued deficiency payments | $ 0 | $ 0 | 0 | |||||||
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 | 19,500,000 | $ 19,500,000 | $ 18,700,000 | |||||||
Management fees | $ 0 | $ 0 | $ 0 | $ 0 | ||||||
Minimum | Bradley International Airport parking facilities operating agreement | ||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||
Annual minimum guaranteed payment to the State by the trustee | $ 8,300,000 | |||||||||
State of Connecticut special facility revenue bonds | Minimum | Bradley International Airport parking facilities operating agreement | ||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||
Annual principal and interest on revenue bonds | $ 3,600,000 | |||||||||
Forecast | Bradley International Airport parking facilities operating agreement | ||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||
Annual minimum guaranteed payment to the State by the trustee | $ 12,000,000 | |||||||||
Forecast | Maximum | Bradley International Airport parking facilities operating agreement | ||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||
Annual minimum guaranteed payment to the State by the trustee | $ 13,200,000 | |||||||||
Forecast | State of Connecticut special facility revenue bonds | Maximum | Bradley International Airport parking facilities operating agreement | ||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||
Annual principal and interest on revenue bonds | $ 4,500,000 | |||||||||
Interest rate contract | ||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||
Derivative, Term of Contract | 3 years |
Bradley Agreement - Deficiency
Bradley Agreement - Deficiency Payments, Net of Reimbursements (Details) $ in Millions | 9 Months Ended |
Sep. 30, 2019USD ($) | |
Gain Contingency [Roll Forward] | |
Balance as of December 31, 2018 | $ 3.9 |
Deficiency payments made | 0 |
Deficiency repayments received | (2.8) |
Balance as of September 30, 2019 | $ 1.1 |
Bradley Agreement - Schedule o
Bradley Agreement - Schedule of Interest and Premium Received and Deficiency Payments (Details) - Bradley International Airport parking facilities operating agreement - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Loss Contingencies [Line Items] | ||||
Deficiency repayments | $ 0.4 | $ 0.9 | $ 2.8 | $ 2.9 |
Interest | 0.3 | 0 | 0.8 | 0.5 |
Premium | $ 0 | $ 0.1 | $ 0.3 | $ 0.2 |
Stock-Based Compensation - Sto
Stock-Based Compensation - Stock Options and Grants (Details) - Share-based Payment Arrangement - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vested (in shares) | 14,076 | 12,736 | ||
Recognized stock-based compensation expense | $ 0.5 | $ 0.5 | $ 0.5 | $ 0.5 |
Stock-Based Compensation - Res
Stock-Based Compensation - Restricted Stock Units (Details) - Restricted Stock Units - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Authorized (in shares) | 37,235 | 52,306 |
Vested (in shares) | 76,875 | 129,706 |
Unrecognized stock-based compensation costs | $ 2 | |
Weighted average remaining recognition period of unrecognized stock-based compensation costs | 2 years | |
Long-term incentive plan | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Forfeited (in shares) | 7,978 | 6,456 |
Stock-Based Compensation - Sch
Stock-Based Compensation - Schedule of Compensation Expense Related to Restricted Stock Unit (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Restricted Stock Units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | $ 0.3 | $ 0.3 | $ 0.8 | $ 0.6 |
Stock-Based Compensation - Per
Stock-Based Compensation - Performance Share Units (Details) - Performance share units - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Weighted average remaining recognition period of unrecognized stock-based compensation costs | 1 year 10 months 24 days | |||
Maximum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Unrecognized compensation costs related to unvested options (up to) | $ 15 | $ 15 | ||
Long-term incentive plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Forfeited (in shares) | 11,819 | 10,572 | ||
Executive Management | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting period | 3 years | |||
Executive Management | Long-term incentive plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Restricted stock unit granted to an executive (in shares) | 144,097 | 28,060 | ||
Change in shares expected to be vested (in shares) | (18,865) | 70,661 | ||
Vested (in shares) | 0 | 6,874 |
Stock-Based Compensation - S_2
Stock-Based Compensation - Schedule of Compensation Expense Related to Performance Share Units (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Performance share units | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | $ 1 | $ (0.4) | $ 1.8 | $ 0.7 |
Net Income per Common Share -
Net Income per Common Share - Weighted Average Common Shares Outstanding (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Earnings Per Share [Abstract] | ||||
Net income attributable to SP Plus Corporation | $ 14.2 | $ 13.5 | $ 40 | $ 44.1 |
Basic weighted average common shares outstanding (in shares) | 21,945,129 | 22,439,884 | 22,277,852 | 22,370,789 |
Dilutive impact of share-based awards (in shares) | 93,776 | 186,862 | 134,113 | 236,485 |
Diluted weighted average common shares outstanding (in shares) | 22,038,905 | 22,626,746 | 22,411,965 | 22,607,274 |
Net income per common share | ||||
Basic (in dollars per share) | $ 0.64 | $ 0.60 | $ 1.79 | $ 1.97 |
Diluted (in dollars per share) | $ 0.64 | $ 0.60 | $ 1.78 | $ 1.95 |
Net Income per Common Share _2
Net Income per Common Share - Additional Information (Details) | 9 Months Ended |
Sep. 30, 2019shares | |
Earnings Per Share [Abstract] | |
Potential shares of common stock attributable to stock options excluded from net income per common share calculation (in shares) | 0 |
Comprehensive Income - Compone
Comprehensive Income - Components of Comprehensive Income (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Comprehensive Income (Loss), Net of Tax, Attributable to Parent [Abstract] | ||||||||
Net income | $ 15 | $ 16.3 | $ 10.9 | $ 14.5 | $ 16.2 | $ 15.9 | $ 42.2 | $ 46.6 |
Effective portion of unrealized loss on cash flow hedge | (0.1) | $ (0.8) | (0.9) | |||||
Foreign currency translation (loss) gain | (0.1) | 0.1 | 0 | (0.4) | ||||
Comprehensive income | 14.8 | 14.6 | 41.3 | 46.2 | ||||
Less: Comprehensive income attributable to noncontrolling interest | 0.8 | 1 | 2.2 | 2.5 | ||||
Comprehensive income attributable to SP Plus Corporation | $ 14 | $ 13.6 | $ 39.1 | $ 43.7 |
Comprehensive Income - Compo_2
Comprehensive Income - Components of Accumulated Other Comprehensive Income (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||||
Beginning Balance (deficit) | $ 381.9 | $ 377 | $ 368.6 | $ 345.2 | $ 368.6 | $ 313.1 |
Change in other comprehensive loss | (0.2) | 0.2 | 0.1 | (0.9) | (0.4) | |
Ending Balance (deficit) | 378.3 | 381.9 | 377 | 358.7 | 378.3 | 358.7 |
Foreign Currency Translation Adjustments | ||||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||||
Beginning Balance (deficit) | (2.3) | (2.2) | (2.4) | (2.4) | ||
Change in other comprehensive loss | (0.1) | (0.1) | 0.2 | |||
Ending Balance (deficit) | (2.4) | (2.3) | (2.2) | (2.4) | ||
Effective Portion of Unrealized Loss on Cash Flow Hedge | ||||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||||
Beginning Balance (deficit) | (0.8) | 0 | 0 | 0 | ||
Change in other comprehensive loss | (0.1) | (0.8) | 0 | |||
Ending Balance (deficit) | (0.9) | (0.8) | 0 | (0.9) | ||
Total Accumulated Other Comprehensive Loss | ||||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||||
Beginning Balance (deficit) | (3.1) | (2.2) | (2.4) | (1.8) | (2.4) | (1.2) |
Change in other comprehensive loss | (0.2) | (0.9) | ||||
Ending Balance (deficit) | $ (3.3) | $ (3.1) | $ (2.2) | $ (1.6) | $ (3.3) | $ (1.6) |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Income Tax Disclosure [Abstract] | ||||
Income tax expense | $ 5.7 | $ 5.6 | $ 14.6 | $ 16.9 |
Pre-tax earnings (loss) | $ 20.7 | $ 20.1 | $ 56.8 | $ 63.5 |
Effective tax rate (as a percent) | 25.70% | 26.60% |
Business Unit Segment Informa_3
Business Unit Segment Information - Additional Information (Details) | 9 Months Ended |
Sep. 30, 2019segment | |
Segment Reporting [Abstract] | |
Number of operating segments | 2 |
Business Unit Segment Informa_4
Business Unit Segment Information - Schedule of Revenues and Gross Profit by Regions (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Parking Services Revenue | ||||||||
Total Services Revenue | $ 418.6 | $ 362.1 | $ 1,242.2 | $ 1,091.2 | ||||
Gross Profit | ||||||||
Total gross profit | 58.7 | 45 | 173.8 | 135.6 | ||||
General and administrative expenses | $ 26 | $ 18.7 | $ 80.8 | $ 63.3 | ||||
General and administrative expense percentage of gross profit | 44.00% | 42.00% | 46.00% | 47.00% | ||||
Depreciation and amortization | $ 7.3 | $ 4.2 | $ 21.8 | $ 12.7 | ||||
Operating income | 25.4 | 22.1 | 71.2 | 59.6 | ||||
Other expenses (income) | ||||||||
Interest expense | 4.8 | 2.1 | 14.7 | 6.5 | ||||
Interest income | (0.1) | (0.1) | (0.3) | (0.3) | ||||
Equity earnings from investment in unconsolidated entity | 0 | 0 | 0 | (10.1) | ||||
Total other expenses (income) | 4.7 | 2 | 14.4 | (3.9) | ||||
Earnings before income taxes | 20.7 | 20.1 | 56.8 | 63.5 | ||||
Income tax expense | 5.7 | 5.6 | 14.6 | 16.9 | ||||
Net income | 15 | $ 16.3 | $ 10.9 | 14.5 | $ 16.2 | $ 15.9 | 42.2 | 46.6 |
Less: Net income attributable to noncontrolling interest | 0.8 | 1 | 2.2 | 2.5 | ||||
Net income attributable to SP Plus Corporation | 14.2 | 13.5 | 40 | 44.1 | ||||
Operating segment | Segment One | ||||||||
Parking Services Revenue | ||||||||
Total Services Revenue | 158.5 | 157 | 474.7 | 481.9 | ||||
Gross Profit | ||||||||
Total gross profit | 33.5 | 31.8 | 95.1 | 91.3 | ||||
Operating segment | Segment Two | ||||||||
Parking Services Revenue | ||||||||
Total Services Revenue | 76.2 | 28 | 221.4 | 86.5 | ||||
Gross Profit | ||||||||
Total gross profit | 19.9 | 8.7 | 59.3 | 25.9 | ||||
Segment Reconciling Items | ||||||||
Parking Services Revenue | ||||||||
Total Services Revenue | 2.5 | 2.3 | 6.9 | 8 | ||||
Gross Profit | ||||||||
Total gross profit | 5.3 | 4.5 | 19.4 | 18.4 | ||||
Lease type contracts | ||||||||
Parking Services Revenue | ||||||||
Total Services Revenue | 104.6 | 104.7 | 307.6 | 311.6 | ||||
Gross Profit | ||||||||
Total gross profit | 11.6 | 10.5 | 33.1 | 28.4 | ||||
Lease type contracts | Operating segment | Segment One | ||||||||
Parking Services Revenue | ||||||||
Total Services Revenue | 96.2 | 97.6 | 283.6 | 290.8 | ||||
Gross Profit | ||||||||
Total gross profit | $ 7.7 | $ 7.7 | $ 22.1 | $ 19.5 | ||||
Gross margin percentage | 8.00% | 8.00% | 8.00% | 7.00% | ||||
Lease type contracts | Operating segment | Segment Two | ||||||||
Parking Services Revenue | ||||||||
Total Services Revenue | $ 8.1 | $ 6.9 | $ 23.4 | $ 20.3 | ||||
Gross Profit | ||||||||
Total gross profit | $ 2.4 | $ 2 | $ 6.4 | $ 5.6 | ||||
Gross margin percentage | 30.00% | 29.00% | 27.00% | 28.00% | ||||
Lease type contracts | Segment Reconciling Items | ||||||||
Parking Services Revenue | ||||||||
Total Services Revenue | $ 0.3 | $ 0.2 | $ 0.6 | $ 0.5 | ||||
Gross Profit | ||||||||
Total gross profit | 1.5 | 0.8 | 4.6 | 3.3 | ||||
Management type contracts | ||||||||
Parking Services Revenue | ||||||||
Total Services Revenue | 132.6 | 82.6 | 395.4 | 264.8 | ||||
Gross Profit | ||||||||
Total gross profit | 47.1 | 34.5 | 140.7 | 107.2 | ||||
Management type contracts | Operating segment | Segment One | ||||||||
Parking Services Revenue | ||||||||
Total Services Revenue | 62.3 | 59.4 | 191.1 | 191.1 | ||||
Gross Profit | ||||||||
Total gross profit | $ 25.8 | $ 24.1 | $ 73 | $ 71.8 | ||||
Gross margin percentage | 41.00% | 41.00% | 38.00% | 38.00% | ||||
Management type contracts | Operating segment | Segment Two | ||||||||
Parking Services Revenue | ||||||||
Total Services Revenue | $ 68.1 | $ 21.1 | $ 198 | $ 66.2 | ||||
Gross Profit | ||||||||
Total gross profit | $ 17.5 | $ 6.7 | $ 52.9 | $ 20.3 | ||||
Gross margin percentage | 26.00% | 32.00% | 27.00% | 31.00% | ||||
Management type contracts | Segment Reconciling Items | ||||||||
Parking Services Revenue | ||||||||
Total Services Revenue | $ 2.2 | $ 2.1 | $ 6.3 | $ 7.5 | ||||
Gross Profit | ||||||||
Total gross profit | 3.8 | 3.7 | 14.8 | 15.1 | ||||
Reimbursed management type contract revenue | ||||||||
Parking Services Revenue | ||||||||
Total Services Revenue | $ 181.4 | $ 174.8 | $ 539.2 | $ 514.8 |