Cover page
Cover page - shares | 6 Months Ended | |
Jun. 30, 2022 | Aug. 03, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2022 | |
Document Transition Report | false | |
Entity File Number | 000-50796 | |
Entity Registrant Name | SP Plus Corporation | |
Entity Central Index Key | 0001059262 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q2 | |
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, $0.001 par value per share | |
Trading Symbol | SP | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 23,276,329 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Millions | Jun. 30, 2022 | Dec. 31, 2021 |
Assets | ||
Cash and cash equivalents | $ 14.6 | $ 15.7 |
Accounts and notes receivable, net | 153.1 | 139.6 |
Prepaid expenses and other current assets | 21.9 | 32.2 |
Total current assets | 189.6 | 187.5 |
Leasehold improvements, equipment and construction in progress, net | 54.4 | 48.9 |
Right-of-use assets | 182.2 | 201.2 |
Goodwill | 526.6 | 526.6 |
Other intangible assets, net | 51.3 | 54.4 |
Deferred taxes | 47.5 | 50.6 |
Other noncurrent assets, net | 41.8 | 47 |
Total noncurrent assets | 903.8 | 928.7 |
Total assets | 1,093.4 | 1,116.2 |
Liabilities and stockholders’ equity | ||
Accounts payable | 128.2 | 118.5 |
Accrued and other current liabilities | 111.4 | 123.3 |
Short-term lease liabilities | 61.5 | 65.4 |
Current portion of long-term borrowings | 12.1 | 25.6 |
Total current liabilities | 313.2 | 332.8 |
Long-term borrowings, excluding current portion | 297.2 | 298.4 |
Long-term lease liabilities | 176.8 | 200.3 |
Other noncurrent liabilities | 58.5 | 62.6 |
Total noncurrent liabilities | 532.5 | 561.3 |
Total liabilities | 845.7 | 894.1 |
Stockholders’ equity | ||
Preferred stock, par value $0.01 per share; 5,000,000 shares authorized as of June 30, 2022 and December 31, 2021, respectively; no shares issued or outstanding | 0 | 0 |
Common stock, par value $0.001 per share; 50,000,000 shares authorized as of June 30, 2022 and December 31, 2021; 25,487,571 and 23,276,329 shares issued and outstanding as of June 30, 2022, respectively, and 25,259,201 and 23,224,459 shares issued and outstanding as of December 31, 2021, respectively | 0 | 0 |
Treasury stock, at cost; 2,211,242 and 2,034,742 shares as of June 30, 2022 and December 31, 2021, respectively | (76.2) | (70.6) |
Additional paid-in capital | 271.9 | 267.5 |
Accumulated other comprehensive loss | (2.4) | (2.8) |
Retained earnings | 54.5 | 28.4 |
Total SP Plus Corporation stockholders’ equity | 247.8 | 222.5 |
Noncontrolling interest | (0.1) | (0.4) |
Total stockholders’ equity | 247.7 | 222.1 |
Total liabilities and stockholders’ equity | $ 1,093.4 | $ 1,116.2 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2022 | Dec. 31, 2021 |
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 |
Preferred stock, shares outstanding (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) | 25,487,571 | 25,259,201 |
Common stock, shares outstanding (in shares) | 23,276,329 | 23,224,459 |
Treasury stock, shares (in shares) | 2,211,242 | 2,034,742 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Income - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Services revenue | $ 381 | $ 275.7 | $ 730.8 | $ 522.4 |
Cost of services (exclusive of depreciation and amortization) | 322.2 | 229.2 | 620.6 | 437.6 |
General and administrative expenses | 26.7 | 22 | 51.2 | 43 |
Depreciation and amortization | 6.5 | 6.2 | 13.3 | 12.5 |
Operating income | 25.6 | 18.3 | 45.7 | 29.3 |
Other expense (income) | ||||
Interest expense | 3.5 | 5.1 | 8.3 | 10.9 |
Interest income | (0.1) | (0.1) | (0.3) | (0.2) |
Total other expenses | 3.4 | 5 | 8 | 10.7 |
Earnings before income taxes | 22.2 | 13.3 | 37.7 | 18.6 |
Income tax expense | 5.9 | 3.5 | 10.1 | 4.9 |
Net income | 16.3 | 9.8 | 27.6 | 13.7 |
Less: Net income attributable to noncontrolling interest | 0.9 | 0.8 | 1.5 | 2.4 |
Net income attributable to SP Plus Corporation | $ 15.4 | $ 9 | $ 26.1 | $ 11.3 |
Net income per common share | ||||
Basic (in dollars per share) | $ 0.73 | $ 0.42 | $ 1.23 | $ 0.53 |
Diluted (in dollars per share) | $ 0.72 | $ 0.42 | $ 1.22 | $ 0.53 |
Weighted average shares outstanding | ||||
Basic (in shares) | 21,195,819 | 21,177,142 | 21,211,299 | 21,145,494 |
Diluted (in shares) | 21,356,464 | 21,390,609 | 21,347,442 | 21,347,514 |
Lease and Management Type Contracts | ||||
Services revenue | $ 196.5 | $ 141.2 | $ 380.9 | $ 269.9 |
Cost of services (exclusive of depreciation and amortization) | 137.7 | 94.7 | 270.7 | 185.1 |
Lease Type Contracts | ||||
Services revenue | 70.6 | 50.9 | 133.2 | 93.6 |
Cost of services (exclusive of depreciation and amortization) | 55.9 | 39.5 | 107.9 | 74.8 |
Management Type Contracts | ||||
Services revenue | 125.9 | 90.3 | 247.7 | 176.3 |
Cost of services (exclusive of depreciation and amortization) | 81.8 | 55.2 | 162.8 | 110.2 |
Lease Impairment | ||||
Cost of services (exclusive of depreciation and amortization) | 0.1 | |||
Reimbursed Management Type Contract Revenue | ||||
Services revenue | 184.5 | 134.5 | 349.9 | 252.5 |
Cost of services (exclusive of depreciation and amortization) | $ 184.5 | $ 134.5 | $ 349.9 | $ 252.5 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Net income | $ 16.3 | $ 9.8 | $ 27.6 | $ 13.7 |
Reclassification of de-designated interest rate collars | 0.1 | 0.4 | 0.5 | 0.8 |
Foreign currency translation (loss) gain | (0.2) | 0.1 | (0.1) | 0.1 |
Comprehensive income | 16.2 | 10.3 | 28 | 14.6 |
Less: Comprehensive income attributable to noncontrolling interest | 0.9 | 0.8 | 1.5 | 2.4 |
Comprehensive income attributable to SP Plus Corporation | $ 15.3 | $ 9.5 | $ 26.5 | $ 12.2 |
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 (Accumulated Deficit) | Treasury Stock | Noncontrolling Interest |
Beginning balance (deficit) at Dec. 31, 2020 | $ 181.4 | $ 0 | $ 261.4 | $ (4.4) | $ (3.3) | $ (70.6) | $ (1.7) |
Beginning balance (deficit) (in shares) at Dec. 31, 2020 | 23,088,386 | ||||||
Net income | 3.9 | 2.3 | 1.6 | ||||
Reclassification of de-designated interest rate collars | 0.4 | 0.4 | |||||
Issuance of restricted stock units | 0 | ||||||
Issuance of restricted stock units (in shares) | 35,902 | ||||||
Issuance of performance stock units | 0 | ||||||
Issuance of performance stock units (in shares) | 81,136 | ||||||
Non-cash stock-based compensation | 0.9 | 0.9 | |||||
Distributions to noncontrolling interest | (0.4) | (0.4) | |||||
Ending balance (deficit) at Mar. 31, 2021 | 186.2 | 262.3 | (4) | (1) | (70.6) | (0.5) | |
Ending balance (deficit) (in shares) at Mar. 31, 2021 | 23,205,424 | ||||||
Beginning balance (deficit) at Dec. 31, 2020 | 181.4 | $ 0 | 261.4 | (4.4) | (3.3) | (70.6) | (1.7) |
Beginning balance (deficit) (in shares) at Dec. 31, 2020 | 23,088,386 | ||||||
Net income | 13.7 | ||||||
Foreign currency translation | 0.1 | ||||||
Reclassification of de-designated interest rate collars | 0.8 | ||||||
Ending balance (deficit) at Jun. 30, 2021 | 197.8 | 264.4 | (3.5) | 8 | (70.6) | (0.5) | |
Ending balance (deficit) (in shares) at Jun. 30, 2021 | 23,218,844 | ||||||
Beginning balance (deficit) at Mar. 31, 2021 | 186.2 | 262.3 | (4) | (1) | (70.6) | (0.5) | |
Beginning balance (deficit) (in shares) at Mar. 31, 2021 | 23,205,424 | ||||||
Net income | 9.8 | 9 | 0.8 | ||||
Foreign currency translation | 0.1 | 0.1 | |||||
Reclassification of de-designated interest rate collars | 0.4 | 0.4 | |||||
Issuance of stock grants | 0.5 | 0.5 | |||||
Issuance of stock grants (in shares) | 13,420 | ||||||
Non-cash stock-based compensation | 1.6 | 1.6 | |||||
Distributions to noncontrolling interest | (0.8) | (0.8) | |||||
Ending balance (deficit) at Jun. 30, 2021 | 197.8 | 264.4 | (3.5) | 8 | (70.6) | (0.5) | |
Ending balance (deficit) (in shares) at Jun. 30, 2021 | 23,218,844 | ||||||
Beginning balance (deficit) at Dec. 31, 2021 | $ 222.1 | 267.5 | (2.8) | 28.4 | (70.6) | (0.4) | |
Beginning balance (deficit) (in shares) at Dec. 31, 2021 | 23,224,459 | 23,224,459 | |||||
Net income | $ 11.3 | 10.7 | 0.6 | ||||
Foreign currency translation | 0.1 | 0.1 | |||||
Reclassification of de-designated interest rate collars | 0.4 | 0.4 | |||||
Issuance of restricted stock units | 0 | ||||||
Issuance of restricted stock units (in shares) | 37,235 | ||||||
Non-cash stock-based compensation | 1.8 | 1.8 | |||||
Distributions to noncontrolling interest | (0.5) | (0.5) | |||||
Ending balance (deficit) at Mar. 31, 2022 | 235.2 | 269.3 | (2.3) | 39.1 | (70.6) | (0.3) | |
Ending balance (deficit) (in shares) at Mar. 31, 2022 | 23,261,694 | ||||||
Beginning balance (deficit) at Dec. 31, 2021 | $ 222.1 | 267.5 | (2.8) | 28.4 | (70.6) | (0.4) | |
Beginning balance (deficit) (in shares) at Dec. 31, 2021 | 23,224,459 | 23,224,459 | |||||
Net income | $ 27.6 | ||||||
Foreign currency translation | (0.1) | ||||||
Reclassification of de-designated interest rate collars | 0.5 | ||||||
Repurchases of common stock | (5.6) | ||||||
Ending balance (deficit) at Jun. 30, 2022 | $ 247.7 | 271.9 | (2.4) | 54.5 | (76.2) | (0.1) | |
Ending balance (deficit) (in shares) at Jun. 30, 2022 | 23,276,329 | 23,276,329 | |||||
Beginning balance (deficit) at Mar. 31, 2022 | $ 235.2 | 269.3 | (2.3) | 39.1 | (70.6) | (0.3) | |
Beginning balance (deficit) (in shares) at Mar. 31, 2022 | 23,261,694 | ||||||
Net income | 16.3 | 15.4 | 0.9 | ||||
Foreign currency translation | (0.2) | (0.2) | |||||
Reclassification of de-designated interest rate collars | 0.1 | 0.1 | |||||
Issuance of stock grants | 0.4 | 0.4 | |||||
Issuance of stock grants (in shares) | 14,635 | ||||||
Non-cash stock-based compensation | 2.2 | 2.2 | |||||
Repurchases of common stock | (5.6) | (5.6) | |||||
Distributions to noncontrolling interest | (0.7) | (0.7) | |||||
Ending balance (deficit) at Jun. 30, 2022 | $ 247.7 | $ 271.9 | $ (2.4) | $ 54.5 | $ (76.2) | $ (0.1) | |
Ending balance (deficit) (in shares) at Jun. 30, 2022 | 23,276,329 | 23,276,329 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Operating activities | ||
Net income | $ 27.6 | $ 13.7 |
Adjustments to reconcile net income to net cash provided by operations: | ||
Impairment | 0.1 | |
Depreciation and amortization | 13.3 | 12.5 |
Non-cash stock-based compensation | 4.4 | 3 |
(Reversals) provisions for credit losses on accounts receivable | (0.1) | 0.6 |
Deferred income taxes | 2.8 | 4.9 |
Other | 1.3 | 1.4 |
Changes in operating assets and liabilities | ||
Accounts and notes receivable | (13.4) | (1.6) |
Prepaid and other current assets | 10.3 | (7.4) |
Accounts payable | 9.7 | 10.2 |
Accrued liabilities and other | (20.2) | (14.1) |
Net cash provided by operating activities | 35.7 | 23.3 |
Investing activities | ||
Purchases of leasehold improvements and equipment | (9.1) | (4.5) |
Acquisition of other intangible assets | (1.8) | |
Cost of contracts | (1) | |
Proceeds from sale of equipment | 0.2 | 0.3 |
Net cash used in investing activities | (10.7) | (5.2) |
Financing activities | ||
Payments on credit facility revolver | (198.2) | (181.7) |
Proceeds from credit facility revolver | 173.2 | 179.1 |
Proceeds from credit facility term loan | 17.2 | |
Payments on credit facility term loan | (4.2) | (7) |
Payments of debt issuance costs | (2.5) | (1.3) |
Payments on other long-term borrowings | (5.4) | (4.2) |
Distributions to noncontrolling interest | (1.2) | (1.2) |
Repurchases of common stock | (4.9) | |
Net cash used in financing activities | (26) | (16.3) |
Effect of exchange rate changes on cash and cash equivalents | (0.1) | 0.1 |
(Decrease) increase in cash and cash equivalents | (1.1) | 1.9 |
Cash and cash equivalents at beginning of year | 15.7 | 13.9 |
Cash and cash equivalents at end of period | 14.6 | 15.8 |
Cash paid (received) during the period for | ||
Interest | 7.8 | 9.8 |
Income taxes | $ (12.7) | $ 0.6 |
Significant Accounting Policies
Significant Accounting Policies and Practices | 6 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies and Practices | 1. 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 the Company’s clients. The Company provides technology-driven mobility solutions, professional parking management, ground transportation, remote baggage check-in and handling, facility maintenance, security and event logistics to aviation, commercial, hospitality, healthcare and government clients across North America. The Company typically enters into contractual agreements with property owners or managers as opposed to owning facilities. Substantially all of the Company’s operations are conducted in the United States. 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 financial statements 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 during the three and six months ended June 30, 2022 are not necessarily indicative of the results to be expected for any other interim period or the fiscal year ending December 31, 2022. 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 for the year ended December 31, 2021 filed on February 28, 2022 with the Securities and Exchange Commission. Principles of Consolidation The unaudited Condensed Consolidated Financial Statements include the accounts of the Company, its wholly owned subsidiaries, and Variable Interest Entities ("VIEs") in which the Company is the primary beneficiary. The Company is the primary beneficiary of a VIE when the Company has the power to direct activities that most significantly affect the economic performance of the VIE. If the Company is not the primary beneficiary in a VIE, the Company accounts for the investment in the VIE in accordance with applicable U.S. GAAP. As of June 30, 2022 and December 31, 2021, assets related to consolidated VIEs were $55.3 million and $54.9 million, respectively, which were primarily related to right-of-use (“ROU”) assets and leasehold improvements, equipment and construction in progress, net. As of June 30, 2022 and December 31, 2021, liabilities related to consolidated VIEs were $51.3 million and $52.7 million, respectively, which were primarily related to operating and finance lease liabilities. All significant intercompany profits, transactions and balances have been eliminated in consolidation. 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 were $0.6 million and $0.2 million as of June 30, 2022 and December 31, 2021, respectively, and were included in Cash and cash equivalents within the Condensed Consolidated Balance Sheets. Equity Investments in Unconsolidated Entities The Company has ownership interests in 31 active partnerships, joint ventures or similar arrangements that operate parking facilities, of which 25 are consolidated under the VIE or voting interest models and 6 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 the Company’s underlying share of each investee’s equity of $11.4 million and $10.8 million as of June 30, 2022 and December 31, 2021, respectively, was included in Other noncurrent assets, net, 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 were included in Services revenue - lease type contracts within the Condensed Consolidated Statements of Income. The equity earnings in these related investments were $0.6 million and $0.3 million for the three months ended June 30, 2022 and 2021, respectively, and $1.5 million and $0.4 million during the six months ended June 30, 2022 and 2021, respectively. Other Noncurrent Assets Other noncurrent assets consisted of equity investments of unconsolidated entities, advances, deposits and cost of contracts, net, as of June 30, 2022 and December 31, 2021. Accrued and Other Current Liabilities Accrued and other current liabilities consisted of insurance, accrued rent, compensation, payroll withholdings, property, payroll and other taxes and other accrued expenses as of June 30, 2022 and December 31, 2021. Noncontrolling Interests Noncontrolling interests represent the noncontrolling holders’ percentage share of income (losses) from the subsidiaries in which the Company holds a controlling interest, but less than 100 percent, ownership interest. The results of these subsidiaries are consolidated and included in the Condensed Consolidated Financial Statements. Goodwill Goodwill represents the excess of the purchase price paid over the fair value of net assets acquired. In accordance with the Financial Accounting Standards Board's ("FASB") authoritative accounting guidance on goodwill, the Company evaluates goodwill for impairment on an annual basis, or more often if events or circumstances change that could cause goodwill to become impaired. The Company has elected to assess the impairment of goodwill annually on October 1 or at an interim date if there is an event or change in circumstances indicating the carrying value may not be recoverable. The goodwill impairment test is performed at the reporting unit level; the Company's reporting units represent its operating segments, consisting of Commercial and Aviation. Factors that could trigger an impairment review include significant under-performance relative to expected historical or projected future operating results, significant changes in the use of acquired assets or the Company’s business strategy, and significant negative industry or economic trends. The Company may perform a qualitative, rather than quantitative, assessment to determine whether it is more likely than not the fair value of a reporting unit is less than its carrying amount. If the Company determines impairment is present, the Company would need to perform a quantitative assessment. The determination of fair value of a reporting unit utilizes cash flow projections that assume certain future revenue and cost levels, comparable marketplace data, comparable company market valuations, assumed discount rates based upon current market conditions and other valuation factors, all of which involve the use of significant judgment and estimates. The Company also assesses critical areas that may impact its business, including economic conditions, market related exposures, competition, changes in service offerings and changes in key personnel. Other Intangible Assets, net Other intangible assets represent assets with finite lives that are amortized on a straight-line basis over their estimated useful lives. The Company evaluates other intangible assets on a periodic basis to determine whether events or circumstances warrant a revision to their remaining useful lives. In addition, other intangible assets are reviewed for impairment when circumstances change that would indicate the carrying value may not be recoverable. Assumptions and estimates about future values and remaining useful lives of intangible assets are complex and subjective, and can be affected by a variety of factors, including external factors such as industry and economic trends, and internal factors, such as changes in the Company's business strategy and forecasts. Although management believes the historical assumptions and estimates are reasonable and appropriate, different assumptions and estimates could materially impact reported financial results. For both goodwill and intangible assets, future events may indicate differences from management’s judgments and estimates which could, in turn, result in impairment charges. Future events that may result in impairment charges include extended unfavorable economic impacts of the COVID-19 pandemic (“COVID-19”), increases in interest rates, which would impact discount rates, or other factors which could decrease revenues and profitability of existing locations and changes in the cost structure of existing facilities, such as increasing labor and benefit costs. Long-Lived Assets The Company evaluates long-lived assets, including ROU assets, leasehold improvements, equipment and construction in progress, for impairment whenever events or circumstances indicate that the carrying value of an asset or asset group may not be recoverable. The Company groups assets at the lowest level for which cash flows are separately identified in order to measure an impairment. Events or circumstances that would result in an impairment review include a significant change in the use of an asset, the planned sale or disposal of an asset, or a projection or forecast that demonstrates continuing losses associated with the use of a long-lived asset or asset group. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of the asset or asset group to future undiscounted cash flows expected to be generated by the asset or asset group. If the asset or asset group is determined to be impaired, the impairment recognized is measured by the amount by which the carrying value of the asset or asset group exceeds its fair value. Assumptions and estimates used to determine cash flows in the evaluation of impairment and the fair values used to determine the impairment are subject to a degree of judgment and complexity. Any future changes to the assumptions and estimates resulting from changes in actual results or market conditions from those anticipated may affect the carrying value of long-lived assets and could result in impairment charges. Future events that may result in impairment charges include extended unfavorable economic impacts of COVID-19, or other factors which could decrease revenues and profitability of existing locations. Recently Issued Accounting Pronouncements Recently Adopted Accounting Pronouncements During the six months ended June 30, 2022, the Company adopted the following Accounting Standards Updates (“ASUs”), none of which had a material impact on the Condensed Consolidated Financial Statements or financial statement disclosures. ASU Topic Method of Adoption 2021-10 Government Assistance (Topic 832): Disclosure by Business Entities about Government Assistance Prospective 2021-08 Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers Prospective |
Leases
Leases | 6 Months Ended |
Jun. 30, 2022 | |
Leases [Abstract] | |
Leases | 2. Leases The Company leases parking facilities, office space, warehouses, vehicles and equipment and determines if an arrangement is a lease at inception. The Company subleases certain real estate to third parties. The Company's sublease portfolio consists of operating leases for space within leased parking facilities. The Company accounts for leases in accordance with Topic 842. Operating lease ROU assets and lease liabilities are recognized at commencement date based on the present value of lease payments over the lease term. ROU assets represent the Company's "right-of-use" over an underlying asset for the lease term, and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. ROU assets include cumulative prepaid or accrued rent, as well as lease incentives, initial direct costs and acquired lease contracts. The short term lease exception has been applied to leases with an initial term of 12 months or less and these leases were not recorded within the Condensed Consolidated Balance Sheets. 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. The Company’s lease term may include renewal options that are at the Company’s sole discretion and are reasonably certain to be exercised. Equipment and vehicle leases may 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 the lease liability. The Company's lease agreements do not contain any material residual value guarantees or material restrictive covenants. As discussed in Note 1. Significant Accounting Policies and Practices In April 2020, the FASB provided accounting elections for entities that receive or provide lease-related concessions to mitigate the economic effects of COVID-19 on lessees. The Company elected not to evaluate whether certain concessions provided by lessors in response to COVID-19, that are within the scope of additional interpretation provided by the FASB in April 2020, were lease modifications and also elected not to apply modification guidance under Topic 842. These concessions are recognized as a reduction of rent expense in the month they occurred and were recorded in Cost of services – lease type contracts within the Condensed Consolidated Statements of Income. As a result of COVID-19, the Company has been able to negotiate lease concessions with certain landlords. These rent concessions were recorded in accordance with the guidance noted above. As a result, the Company recorded $1.5 million and $3.7 million related to rent concessions as a reduction to Cost of services – lease type contracts during the three and six months ended June 30, 2022, respectively. The Company recorded $6.1 million and $11.1 million related to rent concessions as a reduction to cost of services during the three and six months ended June 30, 2021, respectively. Costs associated with the right to use the infrastructure on service concession arrangements are recorded as a reduction of revenue in accordance with the scope of ASU No. 2017-10, Service Concession Arrangements (Topic 853): Determining the Customer of the Operation Services Revenue The components of ROU assets and lease liabilities and the classification within the Condensed Consolidated Balance Sheets as of June 30, 2022 (unaudited) and December 31, 2021 were as follows: (millions) Classification June 30, 2022 December 31, 2021 Assets Operating Right-of-use assets $ 182.2 $ 201.2 Finance Leasehold improvements, equipment and construction in progress, net 24.3 22.4 Total leased assets $ 206.5 $ 223.6 Liabilities Current Operating Short-term lease liabilities $ 61.5 $ 65.4 Finance Current portion of long-term borrowings 6.8 6.7 Noncurrent Operating Long-term lease liabilities 176.8 200.3 Finance Long-term borrowings, excluding current portion 15.2 14.0 Total lease liabilities $ 260.3 $ 286.4 The components of lease cost and classification within the Condensed Consolidated Statements of Income during the three and six months ended June 30, 2022 and 2021 (unaudited) were as follows: Three Months Ended Six Months Ended (millions) Classification June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Operating lease cost (a)(b) Cost of services - lease type contracts $ 14.6 $ 13.3 $ 29.7 $ 27.3 Short-term lease (a) Cost of services - lease type contracts 5.3 4.2 10.4 8.9 Variable lease Cost of services - lease type contracts 18.8 8.4 33.3 12.0 Operating lease cost 38.7 25.9 73.4 48.2 Finance lease cost Amortization of leased assets Depreciation and amortization 1.4 1.5 2.7 3.0 Interest on lease liabilities Interest expense 0.3 0.3 0.5 0.6 Lease impairment Lease impairment — — — 0.1 Net lease cost $ 40.4 $ 27.7 $ 76.6 $ 51.9 (a) Operating lease cost included General and administrative expenses related to leases for office space amounting to $0.9 million and $1.9 million during the three and six months ended June 30, 2022, respectively, compared to $1.0 million and $2.0 million during the three and six months ended June 30, 2021, respectively. (b) Included rent concessions amounting to $1.5 and $3.7 million during the three and six months ended June 30, 2022, respectively, compared to $6.1 and $11.1 million during the three and six months ended June 30, 2021, respectively. Sublease income was $0.3 million during the three months ended June 30, 2022 and 2021, and $0.6 and $0.7 million during the six months ended June 30, 2022 and 2021, respectively. The Company has not entered into operating lease arrangements as of June 30, 2022 that commence in future periods. Maturities, lease term and discount rate information of lease liabilities as of June 30, 2022 (unaudited) were as follows: (millions) Operating Leases Liabilities Finance Leases Liabilities Total 2022 $ 37.7 $ 4.2 $ 41.9 2023 64.2 6.6 70.8 2024 47.9 4.6 52.5 2025 37.0 2.7 39.7 2026 29.6 2.1 31.7 After 2026 59.8 4.2 64.0 Total lease payments 276.2 24.4 300.6 Less: Imputed interest 37.9 2.4 40.3 Present value of lease liabilities $ 238.3 $ 22.0 $ 260.3 Weighted-average remaining lease term (years) 5.5 4.6 Weighted-average discount rate 5.2 % 4.2 % Future sublease income for the above periods shown was excluded, as the amounts are not material. Supplemental cash flow information related to leases during the six months ended June 30, 2022 and 2021 (unaudited) was as follows: Six Months Ended (millions) June 30, 2022 June 30, 2021 Cash paid for amounts included in the measurement of lease liabilities Operating cash outflows related to operating leases $ 46.7 $ 47.1 Operating cash outflows related to interest on finance leases 0.5 0.5 Financing cash outflows related to finance leases 5.4 4.2 Leased assets obtained in exchange for new operating liabilities 5.8 5.7 Leased assets obtained in exchange for new finance lease liabilities 4.9 — |
Restructuring and Other Costs
Restructuring and Other Costs | 6 Months Ended |
Jun. 30, 2022 | |
Business Combinations [Abstract] | |
Restructuring and Other Costs | 3. Restructuring and Other Costs The Company has incurred certain restructuring and other costs that were expensed as incurred, which included: • Restructuring costs - 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 (included in Cost of services and General and administrative expenses within the Condensed Consolidated Statements of Income); and • Other costs - legal and other miscellaneous expenses related to pre-acquisition matters (included in Cost of services and General and administrative expenses within the Consolidated Statements of Income). Restructuring and other costs during the three and six months ended June 30, 2022 and 2021 (unaudited) were as follows: Three Months Ended Six Months Ended (millions) June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Commercial Cost of services - lease type contracts $ — $ — $ — $ 0.2 Cost of services - management type contracts (1) 0.1 — 0.1 1.0 General and administrative expenses (2) 0.6 0.1 0.7 0.1 Aviation Cost of services - management type contracts — (0.1 ) — 0.5 General and administrative expenses (3) (0.5 ) — (0.4 ) 0.5 Other General and administrative expenses (4) 0.2 — 0.2 0.2 Total restructuring and other costs Cost of services - lease type contracts — — — 0.2 Cost of services - management type contracts 0.1 (0.1 ) 0.1 1.5 General and administrative expenses 0.3 0.1 0.5 0.8 Total $ 0.4 $ — $ 0.6 $ 2.5 (1) Included severance costs of $0.1 million during the three and six months ended June 30, 2022. (2) Included severance costs of $0.6 million during the three and six months ended June 30, 2022. (3) Included severance costs of $0.1 million during the six months ended June 30, 2022. (4) Included severance costs of $0.1 million during the six months ended June 30, 2021. The accrual for restructuring and other costs of $0.8 million and $1.1 million was included in Accrued and other current liabilities within the Condensed Consolidated Balance Sheets as of June 30, 2022 (unaudited) and December 31, 2021, respectively. |
Revenue
Revenue | 6 Months Ended |
Jun. 30, 2022 | |
Revenue From Contract With Customer [Abstract] | |
Revenue | 4. Revenue Contracts with customers and clients The Company accounts for a contract when it has the 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 contract should be accounted for as more than one performance obligation. Substantially all of the Company’s revenues come from the following two types of arrangements: Lease type and Management type contracts. Lease type contracts Under lease type arrangements, the Company receives all revenue, including gross receipts (net of local taxes), consulting and real estate development fees, gains on sales of contracts and payments for exercising termination rights. Performance obligations related to lease type contracts include parking for transient and monthly parkers. Revenue is recognized over time as the Company provides services. Under lease type arrangements, the Company pays the property owner a fixed base rent, percentage rent 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. As noted in Note 1. Significant Accounting Policies and Practices Management type contracts Management type contract revenues consist of management fees, including both fixed and performance-based fees. In exchange for this consideration, the Company may have a bundle of integrated services that comprise one performance obligation and include services such as managing the facility, as well as ancillary services such as accounting, equipment leasing, consulting, insurance and other value-added services. Management type contract revenues do not include gross customer collections at the managed facilities, as these revenues belong to the property owners rather than 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 Revenue generated from service concession arrangements is accounted for under the guidance of Topics 606 and 853. Certain expenses (primarily rental expense) as well as depreciation and amortization, related to service concessions arrangements for lease type contracts, are recorded as a reduction of Service revenue - lease type contracts. As a result of COVID-19, the Company was able to negotiate cost reductions on certain lease type contracts related to service concession arrangements. The Company recorded $2.9 million and $6.1 million of cost concessions related to service concession arrangements (recognized as an increase to revenue) during the three and six months ended June 30, 2022, respectively. The Company recorded $4.2 million and $17.6 million related to cost concessions during the three and six months ended June 30, 2021, respectively. 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 parties to the contract have approved changes to or have new enforceable rights and obligations, which may include changes to the contract consideration due to the Company or creates new performance obligations. The Company assesses whether a contract modification results in either a new separate contract, the termination of the existing contract and the creation of a new contract, or modifies the existing contract. Typically, modifications are accounted for prospectively. 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 its performance obligation is for the Company to provide the services on behalf of the client. As the principal to these related transactions, the Company has control of the promised services before they are transferred to the client. Disaggregation of revenue The Company disaggregates its revenue from contracts with customers by type of arrangement for each of the 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 13. Segment Information 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 an integrated bundle of monthly services 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. 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 as monthly parker contracts, the payment is typically collected in advance of the Company commencing its performance obligations under the contractual arrangement. As of June 30, 2022, the Company had $190.4 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 2022 $ 43.5 2023 62.0 2024 40.3 2025 20.5 2026 14.1 2027 and thereafter 10.0 Total $ 190.4 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 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 liabilities are reported on a contract-by-contract basis and are included in Accounts and notes receivable, net, and Accrued and other current liabilities, respectively, within the Condensed Consolidated Balance Sheets. There were no impairment charges recorded on contract assets or contract liabilities during the three and six months ended June 30, 2022 and 2021. The following table provides information about accounts receivable, contract assets and contract liabilities with customers and clients as of June 30, 2022 (unaudited) and December 31, 2021: (millions) June 30, 2022 December 31, 2021 Accounts receivable $ 153.1 $ 137.3 Contract asset — 2.3 Contract liability (8.3 ) (15.7 ) Changes in contract assets, which include the recognition of additional consideration due from the client, 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 assets during the six months ended June 30, 2022 and 2021 (unaudited): Six Months Ended (millions) June 30, 2022 June 30, 2021 Balance, beginning of period $ 2.3 $ 8.6 Additional contract assets — 7.7 Reclassification to accounts receivable (2.3 ) (8.6 ) Balance, end of period $ — $ 7.7 Changes in contract liabilities primarily include additional contract liabilities and reductions of contract liabilities when revenue is recognized. The following table provides information about changes to contract liabilities during the six months ended June 30, 2022 and 2021 (unaudited): Six Months Ended (millions) June 30, 2022 June 30, 2021 Balance, beginning of period $ (15.7 ) $ (12.5 ) Additional contract liabilities (8.3 ) (9.9 ) Recognition of revenue from contract liabilities 15.7 12.5 Balance, end of period $ (8.3 ) $ (9.9 ) Cost of contracts, net Cost of contracts, net, represents the cost of obtaining contractual rights associated with providing services for management type contracts. Cost of contracts are amortized on a straight-line basis over the estimated life of the contracts, including anticipated renewals and terminations. The amortization period is consistent with the timing of when the Company satisfies the related performance obligation. Estimated lives are based on the contract life. Cost of contracts expense related to service concession arrangements within the scope of Topic 853 and certain management type contracts are recorded as a reduction of revenue. Cost of contracts expense during three and six months ended June 30, 2022 and 2021 (unaudited) was as follows: Three Months Ended Six Months Ended (millions) June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Cost of contracts expense $ 0.3 $ 0.3 $ 0.5 $ 0.5 As of June 30, 2022 (unaudited) and December 31, 2021, cost of contracts, net of accumulated amortization, included in Other noncurrent assets within the Condensed Consolidated Balance Sheets was $3.5 million and $3.8 million, respectively. No impairment charges were recorded during the three and six months ended June 30, 2022 and 2021, respectively. |
Legal and Other Commitments and
Legal and Other Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2022 | |
Commitments And Contingencies Disclosure [Abstract] | |
Legal and Other Commitments and Contingencies | 5. Legal and Other Commitments and Contingencies The Company is subject to claims and litigation in the normal course of its business, including those related to labor and employment, contracts, personal injury and other related matters, some of which allege substantial monetary damages and claims. Some of these actions may be brought as class actions on behalf of a class or purported class of employees. While the outcomes of current claims and legal proceedings brought against the Company are subject to uncertainty, management believes the final outcome will not have a material adverse effect on the Company’s financial position, results of operations or cash flows. The Company accrues a charge when it 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. When a loss is probable, the Company records an accrual based on the reasonably estimable loss or range of loss. When no point of loss is more likely than another, the Company records the lowest amount in the estimated range of loss, and if material, discloses the estimated range. The Company does not record liabilities for reasonably possible loss contingencies, but does disclose a range of reasonably possible losses if they are material and the Company is able to estimate such a range. If the Company cannot provide a range of reasonably possible losses, the Company explains the factors that prevent the Company from determining such a range. The Company regularly evaluates current information available to the Company to determine whether an accrual should be established or adjusted. Estimating the probability that a loss will occur and the amount of a loss or a range of loss involves significant estimation and judgment. |
Other Intangible Assets, net
Other Intangible Assets, net | 6 Months Ended |
Jun. 30, 2022 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Other Intangible Assets, net | 6. Other Intangible Assets, net The components of other intangible assets, net, as of June 30, 2022 (unaudited) and December 31, 2021, were as follows: June 30, 2022 December 31, 2021 (millions) Weighted Average Life (Years) Intangible Assets, Gross Accumulated Amortization Intangible Assets, Net Intangible Assets, Gross Accumulated Amortization Intangible Assets, Net Covenant not to compete 2.4 $ 1.8 $ (1.2 ) $ 0.6 $ 2.9 $ (2.3 ) $ 0.6 Trade names and trademarks 1.4 0.9 (0.6 ) 0.3 0.9 (0.5 ) 0.4 Proprietary know how 2.4 3.8 (1.7 ) 2.1 3.8 (1.3 ) 2.5 Management contract rights 6.8 81.0 (50.3 ) 30.7 81.0 (47.7 ) 33.3 Customer relationships 9.3 23.1 (5.5 ) 17.6 21.5 (3.9 ) 17.6 Other intangible assets, net 7.4 $ 110.6 $ (59.3 ) $ 51.3 $ 110.1 $ (55.7 ) $ 54.4 On April 18, 2022, the Company acquired certain intangible assets for a purchase price of $1.8 million. The assets acquired were recorded at their estimated fair values on April 18, 2022 (unaudited) as follows: (millions) Estimated Life Estimated Fair Value Customer relationships 5.0 Years $ 1.6 Covenant not to compete 5.0 Years 0.2 Estimated fair value of identified intangible assets $ 1.8 The fair value of 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 fair value of acquired customer relationships was determined with the excess earnings method. This approach calculated the excess of the future cash flows (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. Amortization expense related to intangible assets during the three and six months ended June 30, 2022 and 2021, (unaudited), respectively, which was included in Depreciation and amortization within the Condensed Consolidated Statements of Income, was as follows: Three Months Ended Six Months Ended (millions) June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Amortization expense $ 2.1 $ 2.2 $ 4.9 $ 4.3 |
Goodwill
Goodwill | 6 Months Ended |
Jun. 30, 2022 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill | 7. Goodwill There were no changes in the carrying amount of goodwill during the six months ended June 30, 2022 (unaudited). The balances for each segment were as follows: (millions) Commercial Aviation Total Net book value as of June 30, 2022 and December 31, 2021 Goodwill $ 377.1 $ 209.0 $ 586.1 Accumulated impairment losses — (59.5 ) (59.5 ) Total $ 377.1 $ 149.5 $ 526.6 |
Borrowing Arrangements
Borrowing Arrangements | 6 Months Ended |
Jun. 30, 2022 | |
Debt Disclosure [Abstract] | |
Borrowing Arrangements | 8. Borrowing Arrangements Long-term borrowings, as of June 30, 2022 (unaudited) and December 31, 2021, in order of preference, were as follows: Amount Outstanding (millions) June 30, 2022 December 31, 2021 Senior Credit Facility, net of original discount on borrowings (1) $ 288.7 $ 301.6 Other borrowings (2) 23.2 23.9 Deferred financing costs (2.6 ) (1.5 ) Total obligations 309.3 324.0 Less: Current portion of long-term borrowings 12.1 25.6 Total long-term borrowings, excluding current portion $ 297.2 $ 298.4 (1) Includes discount on borrowings of $1.4 million and $0.5 million as of June 30, 2022 and December 31, 2021, respectively. (2) Includes finance lease liabilities of $22.0 million and $20.7 million as of June 30, 2022 and December 31, 2021, respectively. Senior Credit Facility On April 21, 2022 (the “Fifth Amendment Effective Date”), the Company entered into a fifth amendment (the “Fifth Amendment”) to the Company’s credit agreement (as amended prior to the Fifth Amendment Effective Date, the “Credit Agreement”; the Credit Agreement, as amended by the Fifth Amendment, the “Amended Credit Agreement”) with Bank of America, N.A. (“Bank of America”), as Administrative Agent, swing-line lender and a letter of credit issuer; certain subsidiaries of the Company, as guarantors; and the lenders party thereto (the “Lenders”), pursuant to which the Lenders have made available to the Company a senior secured credit facility (the “Senior Credit Facility”). Prior to the Fifth Amendment Effective Date and pursuant to the fourth amendment (the “Fourth Amendment”) to the Credit Agreement, which was entered into on February 16, 2021, the Senior Credit Facility permitted aggregate borrowings of $550.0 million consisting of (i) a revolving credit facility of up to $325.0 million at any time outstanding, which included a letter of credit facility that was limited to $100.0 million at any time outstanding, and (ii) a term loan facility of $225.0 million (the entire principal amount of which the Company drew on November 30, 2018). Among other things, the Fifth Amendment extended the maturity date of the Senior Credit Facility to April 21, 2027 and increased the aggregate commitments under the revolving credit facility by $75.0 million to $400.0 million. Prior to the Fifth Amendment Effective Date, the outstanding principal balance under the term loan facility was $182.8 million. Pursuant to the terms of the Fifth Amendment, the Company received an additional advance under the term loan facility in an aggregate principal amount of $17.2 million on April 21, 2022, so that as of the Fifth Amendment Effective Date the outstanding balance thereunder was $200.0 million. In addition, the Fifth Amendment transitioned all loans under the Senior Credit Facility that bore interest at the London Interbank Offered Rate (“LIBOR”) to a forward-looking SOFR term interest rate administered by CME (“Term SOFR”). As of the Fifth Amendment Effective Date, borrowings under the Senior Credit Facility bear interest, at the Company’s option, at the (i) Term SOFR plus a credit spread adjustment, subject to a “floor” on Term SOFR of 0.00%, or a successor rate to SOFR approved in accordance with the terms of the Amended Credit Agreement or (ii) a base rate consisting of the highest of (x) the federal funds rate plus 0.5%, (y) the Bank of America prime rate or (z) a daily rate equal to Term SOFR for an interest period of one-month plus 1.0%. The applicable margin is based on the Company’s ratio of consolidated total debt (net of up to $30.0 million in unrestricted cash and cash equivalents) to EBITDA for the 12-month period ending as of the last day of the immediately preceding fiscal quarter (the “Consolidated Leverage Ratio”), determined in accordance with the applicable pricing levels set forth in the Amended Credit Agreement. The Fourth Amendment provided that until the compliance certificate for June 30, 2022 was delivered, the Applicable Margin for all loans under the Senior Credit Facility would be 2.75% for LIBOR loans and 1.75% for Base Rate Loans. The Fifth Amendment eliminated these fixed applicable margin rates. In addition, the Fifth Amendment eliminated the requirement that the Company repay its revolving loans at any time cash on hand exceeded $40.0 million for a period of three consecutive business days. The Fifth Amendment also eliminated restrictions on certain Investments, Permitted Acquisitions, Restricted Payments and Prepayments of Subordinated Debt (each as defined in the Amended Credit Agreement) that were imposed by the Fourth Amendment. Prior to the Fifth Amendment Effective Date, the maximum Consolidated Leverage Ratio was 5.25:1.0 for the fiscal quarter ending September 30, 2021, with certain step-ups and step-downs described in the Credit Agreement, including a step down to a maximum Consolidated Leverage Ratio of 4.00:1.00 for the fiscal quarter ending December 31, 2023 and each fiscal quarter ending thereafter. The Fifth Amendment amended the Consolidated Leverage Ratio covenant to provide that the maximum Consolidated Leverage Ratio will be 4.50:1.0 for the fiscal quarters ending March 31, 2022, June 30, 2022 and September 30, 2022, 4.25:1.0 for the fiscal quarters ending December 31, 2022, March 31, 2023, June 30, 2023 and September 30, 2023, and 4.00:1.00 for the fiscal quarter ending December 31, 2023 and each fiscal quarter ending thereafter. In addition, the Fifth Amendment added a covenant holiday option to the Consolidated Leverage Ratio covenant, which allows the Company to elect to raise the maximum Consolidated Leverage Ratio up to 4.50:1.0 for a fiscal quarter in which an acquisition involving consideration in excess of $50.0 million would be consummated, subject to the conditions in the Amended Credit Agreement. Prior to the Fifth Amendment Effective Date, the Company was required to maintain a minimum consolidated interest coverage ratio of not less than 1.60:1.0 for the fiscal quarter ending March 31, 2021, with certain step-ups and step-downs described in the Credit Agreement, including a step up to a minimum consolidated interest coverage ratio of not less than 3.50:1.0 for the fiscal quarter ending June 30, 2022 and thereafter. The Amended Credit Agreement provides that the Company shall maintain a minimum consolidated interest coverage ratio of 3.5:1.0 for the fiscal quarter ending March 31, 2022 and each fiscal quarter thereafter. Under the terms of the Amended Credit Agreement, term loans under the Senior Credit Facility are subject to scheduled quarterly payments of principal in installments equal to 0.625% of the initial aggregate principal amount of such term loan outstanding on the Fifth Amendment Effective Date and commencing at the end of the fiscal quarter ending June 30, 2024, in quarterly installments equal to 1.25% of the initial aggregate principal amount of the term loan outstanding on the Fifth Amendment Effective Date. Events of default under the Amended 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 in control event, and bankruptcy and other insolvency events. Each wholly owned domestic subsidiary of the Company (subject to certain exceptions set forth in the Amended 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. As of June 30, 2022, the Company was in compliance with its debt covenants under the Amended Credit Agreement. At June 30, 2022, the Company had $39.4 million of letters of credit outstanding under the Senior Credit Facility and borrowings against the Senior Credit Facility aggregated to $290.1 million. The weighted average interest rate on the Company's Senior Credit Facility was 3.3% and 3.6% during the six months ended June 30, 2022 and 2021, respectively. That rate included the interest rate collars and letters of credit. The weighted average interest rate on all outstanding borrowings, not including letters of credit, was 3.4% and 3.8% during the six months ended June 30, 2022 and 2021, respectively. During the six months ended June 30, 2022 and 2021, the Company incurred approximately $2.5 million and $1.3 million, respectively, for fees and other customary closing costs in connection with the Fifth Amendment and Fourth Amendment, respectively. Interest Rate Collars In May 2019, the Company entered into three-year On May 6, 2020, concurrent with entering into the Third Amendment, the Company de-designated the interest rate collars. Prior to de-designation, the effective portion of the change in the fair value of the interest rate collars was reported in Accumulated other comprehensive loss. Upon de-designation, the balance in Accumulated other comprehensive loss wa s being reclassified to Other expense within the Condensed Consolidated Statements of Income on a straight-line basis through April 2022, which was over the remaining life for which the interest rate collars had previously been designated as cash flow hedges. See Note 12. Comprehensive Income Subordinated Convertible Debentures The Company acquired Subordinated Convertible Debentures ("Convertible Debentures") as a result of the October 2, 2012 acquisition of Central Parking Corporation. As of October 2, 2012, the Convertible Debentures were no longer redeemable for shares. The subordinated debenture holders have the right to redeem the Convertible Debentures for $19.18 per share upon acceleration or earlier repayment of the Convertible Debentures. The Convertible Debentures mature April 1, 2028 at $25 per share. There were no redemptions of Convertible Debentures during the periods ended June 30, 2022 and December 31, 2021, respectively. The approximate redemption value of the Convertible Debentures outstanding as of June 30, 2022 and December 31, 2021 was $1.1 million, which was included in Long-term borrowings, excluding current portion, within the Condensed Consolidated Balance Sheets. |
Stock Repurchase Program
Stock Repurchase Program | 6 Months Ended |
Jun. 30, 2022 | |
Equity [Abstract] | |
Stock Repurchase Program | 9. Stock Repurchase Program In May 2022, the Company’s Board of Directors (the “Board”) authorized the Company to repurchase, on the open market, shares of the Company’s outstanding common stock in an amount not to exceed $60.0 million in aggregate. During the three and six months ended June 30, 2022, 176,500 shares were repurchased at an average price of $31.51 per share under this program, of which $4.9 million was paid in cash as of June 30, 2022. As of June 30, 2022, $54.4 million remained available for repurchase under the May 2022 stock repurchase program. Under the program, repurchases 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, to the extent relied upon, and 10b5-1 under the Exchange Act, at times and prices considered to be appropriate at the Company's discretion. The stock repurchase program does not obligate the Company to repurchase any particular amount of common stock, have no fixed termination date, and may be suspended at any time at the Company's discretion. Stock repurchase activity under the May 2022 stock repurchase program during the three and six months ended June 30, 2022 (unaudited) was as follows: Three and Six Months Ended (millions, except for share and per share data) June 30, 2022 Total number of shares repurchased 176,500 Average price paid per share $ 31.51 Total value of common stock repurchased $ 5.6 The remaining authorized repurchase amounts in the aggregate under the May 2022 repurchase program as of June 30, 2022 (unaudited) was as follows: (millions) June 30, 2022 Total authorized repurchase amount $ 60.0 Total value of shares repurchased 5.6 Total remaining authorized repurchase amount $ 54.4 |
Stock-Based Compensation
Stock-Based Compensation | 6 Months Ended |
Jun. 30, 2022 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-Based Compensation | 10. Stock-Based Compensation Stock Grants The Company granted 14,635 and 13,420 shares of common stock to the Board during the six months ended June 30, 2022 and 2021, respectively. The Company recognized $0.4 million and $0.5 million of stock-based compensation expense related to the stock grants during the three and six months ended June 30, 2022 and 2021, respectively Restricted Stock Units During the six months ended June 30, 2022, the Company granted 1,057 and 135,054 restricted stock units to certain executives that vest over one and three years, respectively. During the six months ended June 30, 2021, the Company granted 160,843 and 152,659 restricted stock units to certain executives and employees that vest over two and three years, respectively. Nonvested restricted stock units as of June 30, 2022, and changes during the six months ended June 30, 2022 (unaudited) were as follows: Shares Weighted Average Grant-Date Fair Value Nonvested as of December 31, 2021 355,434 $ 34.40 Granted 136,111 30.76 Vested (37,235 ) 33.61 Forfeited (5,155 ) 34.48 Nonvested as of June 30, 2022 449,155 $ 33.36 The Company's stock-based compensation expense related to the restricted stock units during the three and six months ended June 30, 2022 and 2021 (unaudited), respectively, which was included in General and administrative expenses within the Condensed Consolidated Statements of Income, was as follows: Three Months Ended Six Months Ended (millions) June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Stock-based compensation expense $ 1.5 $ 1.3 $ 2.8 $ 2.1 As of June 30, 2022, there was $7.9 million of unrecognized stock-based compensation costs related to restricted stock units that are expected to be recognized over a weighted average remaining period of approximately 1.8 years. Performance Share Units (“PSUs”) During the six months ended June 30, 2022 and 2021, the Company granted 132,304 and 50,868 PSUs, respectively, to certain executives. The performance target is based on the achievement of a certain level of operating income, excluding depreciation and amortization, as well as certain other discretionary adjustments by the Board, over three-year Due to the impact of COVID-19 on the Company’s operations, the Company expects the targets for the PSU awards granted in 2020 (“2020 PSUs) to not be achieved. The performance target for the 2020 PSUs is based on the achievement of certain free cash flow targets before cash taxes and interest payments, subject to certain discretionary adjustments by the Board, over the three-year performa nce period of 2020 through 2022 . T herefore , no compensation expense was rec ognized related to the 2020 PSU s during the six months ended June 30, 2022 and 2021 . Nonvested PSUs as of June 30, 2022, and changes during the three and six months ended June 30, 2022 (unaudited) were as follows: Shares Weighted Average Grant-Date Fair Value Nonvested as of December 31, 2021 135,383 $ 36.79 Granted 132,304 30.80 Forfeited (2,660 ) 36.91 Nonvested as of June 30, 2022 265,027 $ 33.80 The Company's stock-based compensation expense related to PSUs during the three and six months ended June 30, 2022 and 2021 (unaudited), which is included in General and administrative expenses within the Condensed Consolidated Statements of Income, was as follows: Three Months Ended Six Months Ended (millions) June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Stock-based compensation expense $ 0.7 $ 0.3 $ 1.2 $ 0.4 As of June 30, 2022, there was $6.0 million of unrecognized compensation expenses related to PSU awards that are expected to be recognized over a weighted average remaining period of approximately 2.2 years. Since the Company no longer expects the required performance targets to be achieved for the 2020 PSUs, no future compensation expense is expected to be recognized; however, future compensation expense for the 2020 PSUs could reach a maximum of $6.3 million if the performance targets are achieved. |
Net Income per Common Share
Net Income per Common Share | 6 Months Ended |
Jun. 30, 2022 | |
Earnings Per Share [Abstract] | |
Net Income per Common Share | 11. 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 all potentially dilutive stock-based awards, including restricted stock and performance share units, using the treasury-stock method. Basic and diluted net income per common share and a reconciliation of the weighted average basic common shares outstanding to the weighted average diluted common shares outstanding during the three and six months ended June 30, 2022 and 2021 (unaudited) was as follows: Three Months Ended Six Months Ended (millions, except share and per share data) June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Net income attributable to SP Plus Corporation $ 15.4 $ 9.0 $ 26.1 $ 11.3 Basic weighted average common shares outstanding 21,195,819 21,177,142 21,211,299 21,145,494 Dilutive impact of share-based awards 160,645 213,467 136,143 202,020 Diluted weighted average common shares outstanding 21,356,464 21,390,609 21,347,442 21,347,514 Net income per common share Basic $ 0.73 $ 0.42 $ 1.23 $ 0.53 Diluted $ 0.72 $ 0.42 $ 1.22 $ 0.53 There were no additional securities that could dilute basic earnings per share in the future that were not included in the computation of diluted earnings per share, other than those disclosed. |
Comprehensive Income
Comprehensive Income | 6 Months Ended |
Jun. 30, 2022 | |
Comprehensive Income Net Of Tax [Abstract] | |
Comprehensive Income | 12. Comprehensive Income The components of other comprehensive income (loss) and income tax allocated to each component during the three and six months ended June 30, 2022 and 2021 (unaudited) were as follows: Three Months Ended June 30, 2022 Six Months Ended June 30, 2022 (millions) Before Tax Amount Income Tax Net of Tax Amount Before Tax Amount Income Tax Net of Tax Amount Translation adjustments $ (0.2 ) $ — $ (0.2 ) $ (0.1 ) $ — $ (0.1 ) De-designation of interest rate collars 0.1 — 0.1 0.7 0.2 0.5 Other comprehensive income (loss) $ (0.1 ) $ — $ (0.1 ) $ 0.6 $ 0.2 $ 0.4 Three Months Ended June 30, 2021 Six Months Ended June 30, 2021 (millions) Before Tax Amount Income Tax Net of Tax Amount Before Tax Amount Income Tax Net of Tax Amount Translation adjustments $ 0.1 $ — $ 0.1 $ 0.1 $ — $ 0.1 De-designation of interest rate collars 0.5 0.1 0.4 1.1 0.3 0.8 Other comprehensive income $ 0.6 $ 0.1 $ 0.5 $ 1.2 $ 0.3 $ 0.9 The changes to accumulated other comprehensive loss by component during the six months ended June 30, 2022 (unaudited), were as follows: (millions) Foreign Currency Translation Adjustments Interest Rate Collars Total Accumulated Other Comprehensive Loss Balance as of December 31, 2021 $ (2.3 ) $ (0.5 ) $ (2.8 ) Other comprehensive loss before reclassification (0.1 ) — (0.1 ) Amounts reclassified from accumulated other comprehensive loss — 0.5 0.5 Balance as of June 30, 2022 $ (2.4 ) $ — $ (2.4 ) The changes to accumulated other comprehensive loss by component during the six months ended June 30, 2021 (unaudited), were as follows: (millions) Foreign Currency Translation Adjustments Interest Rate Collars Total Accumulated Other Comprehensive Loss Balance as of December 31, 2020 $ (2.2 ) $ (2.2 ) $ (4.4 ) Other comprehensive loss before reclassification 0.1 — 0.1 Amounts reclassified from accumulated other comprehensive loss — 0.8 0.8 Balance as of June 30, 2021 $ (2.1 ) $ (1.4 ) $ (3.5 ) Reclassifications from accumulated other comprehensive loss during the three and six months ended June 30, 2022 and 2021 (unaudited) were as follows: (millions) Three Months Ended June 30 Six Months Ended June 30 Classification in the Condensed Consolidated Statements of Income Interest Rate Collars: 2022 2021 2022 2021 Net realized loss $ 0.1 $ 0.5 $ 0.7 $ 1.1 Other expenses Reclassifications before tax 0.1 0.5 0.7 1.1 Income tax benefit — 0.1 0.2 0.3 Reclassifications, net of tax $ 0.1 $ 0.4 $ 0.5 $ 0.8 |
Segment Information
Segment Information | 6 Months Ended |
Jun. 30, 2022 | |
Segment Reporting [Abstract] | |
Segment Information | 13. 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 assess 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 general and administrative expenses. The CODM assesses the performance of each operating segment using information about operating income (loss) 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 other expense (income), interest expense (income) or income tax expense (benefit) to the operating segments. The accounting policies for segment reporting are the same as for the Company as a whole. In December 2021, due to the Company’s continued focus on managing costs as a result of COVID-19, the Company changed its internal metric for how the CODM evaluates the business and allocates resources to operating income (loss). In addition, the Company changed its internal segment information reported to the CODM. Certain revenue and expenses previously reported under Other are now included in Commercial and Aviation. All prior year amounts have been reclassified to conform to the Company’s current reporting structure. The Company’s operating segments are Commercial and Aviation: • Commercial encompasses the Company's 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 delivery dispatch services and event planning, including shuttle and transportation services. • Aviation encompasses the Company's 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 air check-in services, wheelchair assist services and other services. The Other segment includes costs related to the Company’s operational support teams and costs related to common and shared infrastructure, including finance, accounting, information technology, human resources, procurement and purchasing, legal and corporate development. Revenue, operating income (loss), general and administrative expenses, and depreciation and amortization by operating segment during the three and six months ended June 30, 2022 and 2021 (unaudited) were as follows: Three Months Ended Six Months Ended (millions) June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Services revenue Commercial Lease type contracts $ 67.1 $ 48.8 $ 126.3 $ 90.2 Management type contracts 65.8 55.2 137.8 111.5 Total Commercial $ 132.9 $ 104.0 264.1 201.7 Aviation Lease type contracts 3.5 2.1 6.9 3.4 Management type contracts 60.1 35.1 109.9 64.8 Total Aviation $ 63.6 $ 37.2 116.8 68.2 Reimbursed management type contract revenue 184.5 134.5 349.9 252.5 Total services revenue $ 381.0 $ 275.7 $ 730.8 $ 522.4 Operating income (loss) Commercial $ 34.7 $ 26.4 $ 63.3 $ 48.1 Aviation 8.5 6.0 16.6 9.1 Other (17.6 ) (14.1 ) (34.2 ) (27.9 ) Total operating income $ 25.6 $ 18.3 $ 45.7 $ 29.3 General and administrative expenses Commercial $ 7.8 $ 6.0 $ 13.9 $ 11.0 Aviation 2.9 2.7 5.6 5.7 Other 16.0 13.3 31.7 26.3 Total general and administrative expenses $ 26.7 $ 22.0 $ 51.2 $ 43.0 Depreciation and amortization Commercial (1) $ 2.8 $ 3.3 $ 5.8 $ 6.7 Aviation (2) 2.1 2.1 5.0 4.2 Other 1.6 0.8 2.5 1.6 Total depreciation and amortization $ 6.5 $ 6.2 $ 13.3 $ 12.5 (1) Included depreciation and amortization expenses related to cost of services activities of $1.6 million and $2.0 million during the three months ended June 30, 2022 and 2021, respectively, and $3.4 million and $4.0 million for the six months ended June 30, 2022 and 2021, respectively. (2) Included depreciation and amortization expenses related to cost of service activities of $1.1 million and $1.0 million during the three months ended June 30, 2022 and 2021, respectively, and $2.2 million and $2.1 million during the six months ended June 30, 2022 and 2021, respectively. |
Significant Accounting Polici_2
Significant Accounting Policies and Practices (Policies) | 6 Months Ended |
Jun. 30, 2022 | |
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 financial statements 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 during the three and six months ended June 30, 2022 are not necessarily indicative of the results to be expected for any other interim period or the fiscal year ending December 31, 2022. 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 for the year ended December 31, 2021 filed on February 28, 2022 with the Securities and Exchange Commission. |
Principles of Consolidation | Principles of Consolidation The unaudited Condensed Consolidated Financial Statements include the accounts of the Company, its wholly owned subsidiaries, and Variable Interest Entities ("VIEs") in which the Company is the primary beneficiary. The Company is the primary beneficiary of a VIE when the Company has the power to direct activities that most significantly affect the economic performance of the VIE. If the Company is not the primary beneficiary in a VIE, the Company accounts for the investment in the VIE in accordance with applicable U.S. GAAP. As of June 30, 2022 and December 31, 2021, assets related to consolidated VIEs were $55.3 million and $54.9 million, respectively, which were primarily related to right-of-use (“ROU”) assets and leasehold improvements, equipment and construction in progress, net. As of June 30, 2022 and December 31, 2021, liabilities related to consolidated VIEs were $51.3 million and $52.7 million, respectively, which were primarily related to operating and finance lease liabilities. All significant intercompany profits, transactions and balances have been eliminated in consolidation. |
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 were $0.6 million and $0.2 million as of June 30, 2022 and December 31, 2021, respectively, and were included in Cash and cash equivalents within the Condensed Consolidated Balance Sheets. |
Equity Investments in Unconsolidated Entities | Equity Investments in Unconsolidated Entities The Company has ownership interests in 31 active partnerships, joint ventures or similar arrangements that operate parking facilities, of which 25 are consolidated under the VIE or voting interest models and 6 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 the Company’s underlying share of each investee’s equity of $11.4 million and $10.8 million as of June 30, 2022 and December 31, 2021, respectively, was included in Other noncurrent assets, net, 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 were included in Services revenue - lease type contracts within the Condensed Consolidated Statements of Income. The equity earnings in these related investments were $0.6 million and $0.3 million for the three months ended June 30, 2022 and 2021, respectively, and $1.5 million and $0.4 million during the six months ended June 30, 2022 and 2021, respectively. |
Other Noncurrent Assets | Other Noncurrent Assets Other noncurrent assets consisted of equity investments of unconsolidated entities, advances, deposits and cost of contracts, net, as of June 30, 2022 and December 31, 2021. |
Accrued and Other Current Liabilities | Accrued and Other Current Liabilities Accrued and other current liabilities consisted of insurance, accrued rent, compensation, payroll withholdings, property, payroll and other taxes and other accrued expenses as of June 30, 2022 and December 31, 2021. |
Noncontrolling Interests | Noncontrolling Interests Noncontrolling interests represent the noncontrolling holders’ percentage share of income (losses) from the subsidiaries in which the Company holds a controlling interest, but less than 100 percent, ownership interest. The results of these subsidiaries are consolidated and included in the Condensed Consolidated Financial Statements. |
Goodwill | Goodwill Goodwill represents the excess of the purchase price paid over the fair value of net assets acquired. In accordance with the Financial Accounting Standards Board's ("FASB") authoritative accounting guidance on goodwill, the Company evaluates goodwill for impairment on an annual basis, or more often if events or circumstances change that could cause goodwill to become impaired. The Company has elected to assess the impairment of goodwill annually on October 1 or at an interim date if there is an event or change in circumstances indicating the carrying value may not be recoverable. The goodwill impairment test is performed at the reporting unit level; the Company's reporting units represent its operating segments, consisting of Commercial and Aviation. Factors that could trigger an impairment review include significant under-performance relative to expected historical or projected future operating results, significant changes in the use of acquired assets or the Company’s business strategy, and significant negative industry or economic trends. The Company may perform a qualitative, rather than quantitative, assessment to determine whether it is more likely than not the fair value of a reporting unit is less than its carrying amount. If the Company determines impairment is present, the Company would need to perform a quantitative assessment. The determination of fair value of a reporting unit utilizes cash flow projections that assume certain future revenue and cost levels, comparable marketplace data, comparable company market valuations, assumed discount rates based upon current market conditions and other valuation factors, all of which involve the use of significant judgment and estimates. The Company also assesses critical areas that may impact its business, including economic conditions, market related exposures, competition, changes in service offerings and changes in key personnel. |
Other Intangible Assets, Net | Other Intangible Assets, net Other intangible assets represent assets with finite lives that are amortized on a straight-line basis over their estimated useful lives. The Company evaluates other intangible assets on a periodic basis to determine whether events or circumstances warrant a revision to their remaining useful lives. In addition, other intangible assets are reviewed for impairment when circumstances change that would indicate the carrying value may not be recoverable. Assumptions and estimates about future values and remaining useful lives of intangible assets are complex and subjective, and can be affected by a variety of factors, including external factors such as industry and economic trends, and internal factors, such as changes in the Company's business strategy and forecasts. Although management believes the historical assumptions and estimates are reasonable and appropriate, different assumptions and estimates could materially impact reported financial results. For both goodwill and intangible assets, future events may indicate differences from management’s judgments and estimates which could, in turn, result in impairment charges. Future events that may result in impairment charges include extended unfavorable economic impacts of the COVID-19 pandemic (“COVID-19”), increases in interest rates, which would impact discount rates, or other factors which could decrease revenues and profitability of existing locations and changes in the cost structure of existing facilities, such as increasing labor and benefit costs. |
Long-Lived Assets | Long-Lived Assets The Company evaluates long-lived assets, including ROU assets, leasehold improvements, equipment and construction in progress, for impairment whenever events or circumstances indicate that the carrying value of an asset or asset group may not be recoverable. The Company groups assets at the lowest level for which cash flows are separately identified in order to measure an impairment. Events or circumstances that would result in an impairment review include a significant change in the use of an asset, the planned sale or disposal of an asset, or a projection or forecast that demonstrates continuing losses associated with the use of a long-lived asset or asset group. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of the asset or asset group to future undiscounted cash flows expected to be generated by the asset or asset group. If the asset or asset group is determined to be impaired, the impairment recognized is measured by the amount by which the carrying value of the asset or asset group exceeds its fair value. Assumptions and estimates used to determine cash flows in the evaluation of impairment and the fair values used to determine the impairment are subject to a degree of judgment and complexity. Any future changes to the assumptions and estimates resulting from changes in actual results or market conditions from those anticipated may affect the carrying value of long-lived assets and could result in impairment charges. Future events that may result in impairment charges include extended unfavorable economic impacts of COVID-19, or other factors which could decrease revenues and profitability of existing locations. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements Recently Adopted Accounting Pronouncements During the six months ended June 30, 2022, the Company adopted the following Accounting Standards Updates (“ASUs”), none of which had a material impact on the Condensed Consolidated Financial Statements or financial statement disclosures. ASU Topic Method of Adoption 2021-10 Government Assistance (Topic 832): Disclosure by Business Entities about Government Assistance Prospective 2021-08 Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers Prospective |
Significant Accounting Polici_3
Significant Accounting Policies and Practices (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Accounting Policies [Abstract] | |
Schedule of New Accounting Pronouncements and Changes in Accounting Principles | During the six months ended June 30, 2022, the Company adopted the following Accounting Standards Updates (“ASUs”), none of which had a material impact on the Condensed Consolidated Financial Statements or financial statement disclosures. ASU Topic Method of Adoption 2021-10 Government Assistance (Topic 832): Disclosure by Business Entities about Government Assistance Prospective 2021-08 Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers Prospective |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Leases [Abstract] | |
Schedule of Components of ROU Assets and Lease Liabilities | The components of ROU assets and lease liabilities and the classification within the Condensed Consolidated Balance Sheets as of June 30, 2022 (unaudited) and December 31, 2021 were as follows: (millions) Classification June 30, 2022 December 31, 2021 Assets Operating Right-of-use assets $ 182.2 $ 201.2 Finance Leasehold improvements, equipment and construction in progress, net 24.3 22.4 Total leased assets $ 206.5 $ 223.6 Liabilities Current Operating Short-term lease liabilities $ 61.5 $ 65.4 Finance Current portion of long-term borrowings 6.8 6.7 Noncurrent Operating Long-term lease liabilities 176.8 200.3 Finance Long-term borrowings, excluding current portion 15.2 14.0 Total lease liabilities $ 260.3 $ 286.4 |
Schedule of Components of Lease Cost | The components of lease cost and classification within the Condensed Consolidated Statements of Income during the three and six months ended June 30, 2022 and 2021 (unaudited) were as follows: Three Months Ended Six Months Ended (millions) Classification June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Operating lease cost (a)(b) Cost of services - lease type contracts $ 14.6 $ 13.3 $ 29.7 $ 27.3 Short-term lease (a) Cost of services - lease type contracts 5.3 4.2 10.4 8.9 Variable lease Cost of services - lease type contracts 18.8 8.4 33.3 12.0 Operating lease cost 38.7 25.9 73.4 48.2 Finance lease cost Amortization of leased assets Depreciation and amortization 1.4 1.5 2.7 3.0 Interest on lease liabilities Interest expense 0.3 0.3 0.5 0.6 Lease impairment Lease impairment — — — 0.1 Net lease cost $ 40.4 $ 27.7 $ 76.6 $ 51.9 (a) Operating lease cost included General and administrative expenses related to leases for office space amounting to $0.9 million and $1.9 million during the three and six months ended June 30, 2022, respectively, compared to $1.0 million and $2.0 million during the three and six months ended June 30, 2021, respectively. (b) Included rent concessions amounting to $1.5 and $3.7 million during the three and six months ended June 30, 2022, respectively, compared to $6.1 and $11.1 million during the three and six months ended June 30, 2021, respectively. |
Schedule of Maturities of Lease Liabilities | Maturities, lease term and discount rate information of lease liabilities as of June 30, 2022 (unaudited) were as follows: (millions) Operating Leases Liabilities Finance Leases Liabilities Total 2022 $ 37.7 $ 4.2 $ 41.9 2023 64.2 6.6 70.8 2024 47.9 4.6 52.5 2025 37.0 2.7 39.7 2026 29.6 2.1 31.7 After 2026 59.8 4.2 64.0 Total lease payments 276.2 24.4 300.6 Less: Imputed interest 37.9 2.4 40.3 Present value of lease liabilities $ 238.3 $ 22.0 $ 260.3 Weighted-average remaining lease term (years) 5.5 4.6 Weighted-average discount rate 5.2 % 4.2 % |
Schedule of Supplemental Cash Flow Information Related to Leases | Supplemental cash flow information related to leases during the six months ended June 30, 2022 and 2021 (unaudited) was as follows: Six Months Ended (millions) June 30, 2022 June 30, 2021 Cash paid for amounts included in the measurement of lease liabilities Operating cash outflows related to operating leases $ 46.7 $ 47.1 Operating cash outflows related to interest on finance leases 0.5 0.5 Financing cash outflows related to finance leases 5.4 4.2 Leased assets obtained in exchange for new operating liabilities 5.8 5.7 Leased assets obtained in exchange for new finance lease liabilities 4.9 — |
Restructuring and Other Costs (
Restructuring and Other Costs (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Business Combinations [Abstract] | |
Schedule of Restructuring and Other Costs | Restructuring and other costs during the three and six months ended June 30, 2022 and 2021 (unaudited) were as follows: Three Months Ended Six Months Ended (millions) June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Commercial Cost of services - lease type contracts $ — $ — $ — $ 0.2 Cost of services - management type contracts (1) 0.1 — 0.1 1.0 General and administrative expenses (2) 0.6 0.1 0.7 0.1 Aviation Cost of services - management type contracts — (0.1 ) — 0.5 General and administrative expenses (3) (0.5 ) — (0.4 ) 0.5 Other General and administrative expenses (4) 0.2 — 0.2 0.2 Total restructuring and other costs Cost of services - lease type contracts — — — 0.2 Cost of services - management type contracts 0.1 (0.1 ) 0.1 1.5 General and administrative expenses 0.3 0.1 0.5 0.8 Total $ 0.4 $ — $ 0.6 $ 2.5 (1) Included severance costs of $0.1 million during the three and six months ended June 30, 2022. (2) Included severance costs of $0.6 million during the three and six months ended June 30, 2022. (3) Included severance costs of $0.1 million during the six months ended June 30, 2022. (4) Included severance costs of $0.1 million during the six months ended June 30, 2021. |
Revenue (Tables)
Revenue (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Revenue From Contract With Customer [Abstract] | |
Schedule of Remaining Performance Obligations | The Company expects to recognize the remaining performance obligations as revenue in future periods as follows: (millions) (unaudited) Remaining Performance Obligations 2022 $ 43.5 2023 62.0 2024 40.3 2025 20.5 2026 14.1 2027 and thereafter 10.0 Total $ 190.4 |
Schedule of Contract with Customer, Asset and Liabilities | The following table provides information about accounts receivable, contract assets and contract liabilities with customers and clients as of June 30, 2022 (unaudited) and December 31, 2021: (millions) June 30, 2022 December 31, 2021 Accounts receivable $ 153.1 $ 137.3 Contract asset — 2.3 Contract liability (8.3 ) (15.7 ) Six Months Ended (millions) June 30, 2022 June 30, 2021 Balance, beginning of period $ 2.3 $ 8.6 Additional contract assets — 7.7 Reclassification to accounts receivable (2.3 ) (8.6 ) Balance, end of period $ — $ 7.7 Six Months Ended (millions) June 30, 2022 June 30, 2021 Balance, beginning of period $ (15.7 ) $ (12.5 ) Additional contract liabilities (8.3 ) (9.9 ) Recognition of revenue from contract liabilities 15.7 12.5 Balance, end of period $ (8.3 ) $ (9.9 ) |
Schedule of Cost of Contracts Expense | Cost of contracts expense related to service concession arrangements within the scope of Topic 853 and certain management type contracts are recorded as a reduction of revenue. Cost of contracts expense during three and six months ended June 30, 2022 and 2021 (unaudited) was as follows: Three Months Ended Six Months Ended (millions) June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Cost of contracts expense $ 0.3 $ 0.3 $ 0.5 $ 0.5 |
Other Intangible Assets, net (T
Other Intangible Assets, net (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Components of Intangible Assets, Net | The components of other intangible assets, net, as of June 30, 2022 (unaudited) and December 31, 2021, were as follows: June 30, 2022 December 31, 2021 (millions) Weighted Average Life (Years) Intangible Assets, Gross Accumulated Amortization Intangible Assets, Net Intangible Assets, Gross Accumulated Amortization Intangible Assets, Net Covenant not to compete 2.4 $ 1.8 $ (1.2 ) $ 0.6 $ 2.9 $ (2.3 ) $ 0.6 Trade names and trademarks 1.4 0.9 (0.6 ) 0.3 0.9 (0.5 ) 0.4 Proprietary know how 2.4 3.8 (1.7 ) 2.1 3.8 (1.3 ) 2.5 Management contract rights 6.8 81.0 (50.3 ) 30.7 81.0 (47.7 ) 33.3 Customer relationships 9.3 23.1 (5.5 ) 17.6 21.5 (3.9 ) 17.6 Other intangible assets, net 7.4 $ 110.6 $ (59.3 ) $ 51.3 $ 110.1 $ (55.7 ) $ 54.4 |
Schedule of Assets Acquired were Recorded at their Estimated Fair Value | The assets acquired were recorded at their estimated fair values on April 18, 2022 (unaudited) as follows: (millions) Estimated Life Estimated Fair Value Customer relationships 5.0 Years $ 1.6 Covenant not to compete 5.0 Years 0.2 Estimated fair value of identified intangible assets $ 1.8 |
Summary of Amortization of Intangible Assets | Amortization expense related to intangible assets during the three and six months ended June 30, 2022 and 2021, (unaudited), respectively, which was included in Depreciation and amortization within the Condensed Consolidated Statements of Income, was as follows: Three Months Ended Six Months Ended (millions) June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Amortization expense $ 2.1 $ 2.2 $ 4.9 $ 4.3 |
Goodwill (Tables)
Goodwill (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Schedule of Changes in Carrying Amounts of Goodwill | There were no changes in the carrying amount of goodwill during the six months ended June 30, 2022 (unaudited). The balances for each segment were as follows: (millions) Commercial Aviation Total Net book value as of June 30, 2022 and December 31, 2021 Goodwill $ 377.1 $ 209.0 $ 586.1 Accumulated impairment losses — (59.5 ) (59.5 ) Total $ 377.1 $ 149.5 $ 526.6 |
Borrowing Arrangements (Tables)
Borrowing Arrangements (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of Long-Term Borrowings | Long-term borrowings, as of June 30, 2022 (unaudited) and December 31, 2021, in order of preference, were as follows: Amount Outstanding (millions) June 30, 2022 December 31, 2021 Senior Credit Facility, net of original discount on borrowings (1) $ 288.7 $ 301.6 Other borrowings (2) 23.2 23.9 Deferred financing costs (2.6 ) (1.5 ) Total obligations 309.3 324.0 Less: Current portion of long-term borrowings 12.1 25.6 Total long-term borrowings, excluding current portion $ 297.2 $ 298.4 (1) Includes discount on borrowings of $1.4 million and $0.5 million as of June 30, 2022 and December 31, 2021, respectively. (2) Includes finance lease liabilities of $22.0 million and $20.7 million as of June 30, 2022 and December 31, 2021, respectively. |
Stock Repurchase Program (Table
Stock Repurchase Program (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Equity [Abstract] | |
Summary of Share Repurchase Activity and Remaining Authorized Repurchase Amounts | Stock repurchase activity under the May 2022 stock repurchase program during the three and six months ended June 30, 2022 (unaudited) was as follows: Three and Six Months Ended (millions, except for share and per share data) June 30, 2022 Total number of shares repurchased 176,500 Average price paid per share $ 31.51 Total value of common stock repurchased $ 5.6 The remaining authorized repurchase amounts in the aggregate under the May 2022 repurchase program as of June 30, 2022 (unaudited) was as follows: (millions) June 30, 2022 Total authorized repurchase amount $ 60.0 Total value of shares repurchased 5.6 Total remaining authorized repurchase amount $ 54.4 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Summary of Nonvested Restricted Stock Units and Changes During the Period | Nonvested restricted stock units as of June 30, 2022, and changes during the six months ended June 30, 2022 (unaudited) were as follows: Shares Weighted Average Grant-Date Fair Value Nonvested as of December 31, 2021 355,434 $ 34.40 Granted 136,111 30.76 Vested (37,235 ) 33.61 Forfeited (5,155 ) 34.48 Nonvested as of June 30, 2022 449,155 $ 33.36 |
Schedule of Stock-Based Compensation Expense | The Company's stock-based compensation expense related to the restricted stock units during the three and six months ended June 30, 2022 and 2021 (unaudited), respectively, which was included in General and administrative expenses within the Condensed Consolidated Statements of Income, was as follows: Three Months Ended Six Months Ended (millions) June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Stock-based compensation expense $ 1.5 $ 1.3 $ 2.8 $ 2.1 The Company's stock-based compensation expense related to PSUs during the three and six months ended June 30, 2022 and 2021 (unaudited), which is included in General and administrative expenses within the Condensed Consolidated Statements of Income, was as follows: Three Months Ended Six Months Ended (millions) June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Stock-based compensation expense $ 0.7 $ 0.3 $ 1.2 $ 0.4 |
Summary of Nonvested PSU's and Changes During the Period | Nonvested PSUs as of June 30, 2022, and changes during the three and six months ended June 30, 2022 (unaudited) were as follows: Shares Weighted Average Grant-Date Fair Value Nonvested as of December 31, 2021 135,383 $ 36.79 Granted 132,304 30.80 Forfeited (2,660 ) 36.91 Nonvested as of June 30, 2022 265,027 $ 33.80 |
Net Income per Common Share (Ta
Net Income per Common Share (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Earnings Per Share [Abstract] | |
Schedule of Basic and Diluted Net Income per Common Share and Reconciliation of Weighted Average Shares | Basic and diluted net income per common share and a reconciliation of the weighted average basic common shares outstanding to the weighted average diluted common shares outstanding during the three and six months ended June 30, 2022 and 2021 (unaudited) was as follows: Three Months Ended Six Months Ended (millions, except share and per share data) June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Net income attributable to SP Plus Corporation $ 15.4 $ 9.0 $ 26.1 $ 11.3 Basic weighted average common shares outstanding 21,195,819 21,177,142 21,211,299 21,145,494 Dilutive impact of share-based awards 160,645 213,467 136,143 202,020 Diluted weighted average common shares outstanding 21,356,464 21,390,609 21,347,442 21,347,514 Net income per common share Basic $ 0.73 $ 0.42 $ 1.23 $ 0.53 Diluted $ 0.72 $ 0.42 $ 1.22 $ 0.53 |
Comprehensive Income (Tables)
Comprehensive Income (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Comprehensive Income Net Of Tax [Abstract] | |
Components of Other Comprehensive Income (Loss) and Income Tax Allocated | The components of other comprehensive income (loss) and income tax allocated to each component during the three and six months ended June 30, 2022 and 2021 (unaudited) were as follows: Three Months Ended June 30, 2022 Six Months Ended June 30, 2022 (millions) Before Tax Amount Income Tax Net of Tax Amount Before Tax Amount Income Tax Net of Tax Amount Translation adjustments $ (0.2 ) $ — $ (0.2 ) $ (0.1 ) $ — $ (0.1 ) De-designation of interest rate collars 0.1 — 0.1 0.7 0.2 0.5 Other comprehensive income (loss) $ (0.1 ) $ — $ (0.1 ) $ 0.6 $ 0.2 $ 0.4 Three Months Ended June 30, 2021 Six Months Ended June 30, 2021 (millions) Before Tax Amount Income Tax Net of Tax Amount Before Tax Amount Income Tax Net of Tax Amount Translation adjustments $ 0.1 $ — $ 0.1 $ 0.1 $ — $ 0.1 De-designation of interest rate collars 0.5 0.1 0.4 1.1 0.3 0.8 Other comprehensive income $ 0.6 $ 0.1 $ 0.5 $ 1.2 $ 0.3 $ 0.9 |
Components of Accumulated Other Comprehensive Loss | The changes to accumulated other comprehensive loss by component during the six months ended June 30, 2022 (unaudited), were as follows: (millions) Foreign Currency Translation Adjustments Interest Rate Collars Total Accumulated Other Comprehensive Loss Balance as of December 31, 2021 $ (2.3 ) $ (0.5 ) $ (2.8 ) Other comprehensive loss before reclassification (0.1 ) — (0.1 ) Amounts reclassified from accumulated other comprehensive loss — 0.5 0.5 Balance as of June 30, 2022 $ (2.4 ) $ — $ (2.4 ) The changes to accumulated other comprehensive loss by component during the six months ended June 30, 2021 (unaudited), were as follows: (millions) Foreign Currency Translation Adjustments Interest Rate Collars Total Accumulated Other Comprehensive Loss Balance as of December 31, 2020 $ (2.2 ) $ (2.2 ) $ (4.4 ) Other comprehensive loss before reclassification 0.1 — 0.1 Amounts reclassified from accumulated other comprehensive loss — 0.8 0.8 Balance as of June 30, 2021 $ (2.1 ) $ (1.4 ) $ (3.5 ) |
Reclassification from Accumulated Other Comprehensive Loss | Reclassifications from accumulated other comprehensive loss during the three and six months ended June 30, 2022 and 2021 (unaudited) were as follows: (millions) Three Months Ended June 30 Six Months Ended June 30 Classification in the Condensed Consolidated Statements of Income Interest Rate Collars: 2022 2021 2022 2021 Net realized loss $ 0.1 $ 0.5 $ 0.7 $ 1.1 Other expenses Reclassifications before tax 0.1 0.5 0.7 1.1 Income tax benefit — 0.1 0.2 0.3 Reclassifications, net of tax $ 0.1 $ 0.4 $ 0.5 $ 0.8 |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Segment Reporting [Abstract] | |
Schedule of Segment Information by Regions | Revenue, operating income (loss), general and administrative expenses, and depreciation and amortization by operating segment during the three and six months ended June 30, 2022 and 2021 (unaudited) were as follows: Three Months Ended Six Months Ended (millions) June 30, 2022 June 30, 2021 June 30, 2022 June 30, 2021 Services revenue Commercial Lease type contracts $ 67.1 $ 48.8 $ 126.3 $ 90.2 Management type contracts 65.8 55.2 137.8 111.5 Total Commercial $ 132.9 $ 104.0 264.1 201.7 Aviation Lease type contracts 3.5 2.1 6.9 3.4 Management type contracts 60.1 35.1 109.9 64.8 Total Aviation $ 63.6 $ 37.2 116.8 68.2 Reimbursed management type contract revenue 184.5 134.5 349.9 252.5 Total services revenue $ 381.0 $ 275.7 $ 730.8 $ 522.4 Operating income (loss) Commercial $ 34.7 $ 26.4 $ 63.3 $ 48.1 Aviation 8.5 6.0 16.6 9.1 Other (17.6 ) (14.1 ) (34.2 ) (27.9 ) Total operating income $ 25.6 $ 18.3 $ 45.7 $ 29.3 General and administrative expenses Commercial $ 7.8 $ 6.0 $ 13.9 $ 11.0 Aviation 2.9 2.7 5.6 5.7 Other 16.0 13.3 31.7 26.3 Total general and administrative expenses $ 26.7 $ 22.0 $ 51.2 $ 43.0 Depreciation and amortization Commercial (1) $ 2.8 $ 3.3 $ 5.8 $ 6.7 Aviation (2) 2.1 2.1 5.0 4.2 Other 1.6 0.8 2.5 1.6 Total depreciation and amortization $ 6.5 $ 6.2 $ 13.3 $ 12.5 (1) Included depreciation and amortization expenses related to cost of services activities of $1.6 million and $2.0 million during the three months ended June 30, 2022 and 2021, respectively, and $3.4 million and $4.0 million for the six months ended June 30, 2022 and 2021, respectively. (2) Included depreciation and amortization expenses related to cost of service activities of $1.1 million and $1.0 million during the three months ended June 30, 2022 and 2021, respectively, and $2.2 million and $2.1 million during the six months ended June 30, 2022 and 2021, respectively. |
Significant Accounting Polici_4
Significant Accounting Policies and Practices - Narrative (Details) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2022 USD ($) | Jun. 30, 2021 USD ($) | Jun. 30, 2022 USD ($) partnership variable_interest_entity voting_interest_model_entity | Jun. 30, 2021 USD ($) | Dec. 31, 2021 USD ($) | |
Significant Accounting Policies and Practices | |||||
Assets related to consolidated VIEs | $ 1,093.4 | $ 1,093.4 | $ 1,116.2 | ||
Liabilities related to consolidated VIEs | 845.7 | 845.7 | 894.1 | ||
Restricted cash and cash equivalents | 0.6 | $ 0.6 | 0.2 | ||
Number of ownership interest entities | partnership | 31 | ||||
Investments under the equity method of accounting | 11.4 | $ 11.4 | 10.8 | ||
Equity earnings in related investments | $ 0.6 | $ 0.3 | $ 1.5 | $ 0.4 | |
ASU 2021-10 | |||||
Significant Accounting Policies and Practices | |||||
Change in accounting principle, accounting standards update, adopted [true false] | true | true | |||
Change in accounting principle, accounting standards update, immaterial effect | true | true | |||
Change in accounting principle, accounting standards update, adoption date | Jan. 01, 2022 | Jan. 01, 2022 | |||
ASU 2021-08 | |||||
Significant Accounting Policies and Practices | |||||
Change in accounting principle, accounting standards update, adopted [true false] | true | true | |||
Change in accounting principle, accounting standards update, immaterial effect | true | true | |||
Change in accounting principle, accounting standards update, adoption date | Jan. 01, 2022 | Jan. 01, 2022 | |||
Minimum | |||||
Significant Accounting Policies and Practices | |||||
Ownership interests percentage | 30% | 30% | |||
Maximum | |||||
Significant Accounting Policies and Practices | |||||
Ownership interests percentage | 50% | 50% | |||
Primary Beneficiary | |||||
Significant Accounting Policies and Practices | |||||
Assets related to consolidated VIEs | $ 55.3 | $ 55.3 | 54.9 | ||
Liabilities related to consolidated VIEs | $ 51.3 | $ 51.3 | $ 52.7 | ||
Number of ownership interest entities | variable_interest_entity | 25 | ||||
Not Primary Beneficiary | |||||
Significant Accounting Policies and Practices | |||||
Number of ownership interest entities | voting_interest_model_entity | 6 |
Leases - Narrative (Details)
Leases - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Leases [Abstract] | ||||
Rent concessions cares act | $ 1.5 | $ 6.1 | $ 3.7 | $ 11.1 |
Sublease income | $ 0.3 | $ 0.3 | $ 0.6 | $ 0.7 |
Leases - Schedule of Components
Leases - Schedule of Components of ROU Assets and Lease Liabilities (Details) - USD ($) $ in Millions | Jun. 30, 2022 | Dec. 31, 2021 |
Assets | ||
Right-of-use assets | $ 182.2 | $ 201.2 |
Leasehold improvements, equipment and construction in progress, net | $ 24.3 | $ 22.4 |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | Leasehold improvements, equipment and construction in progress, net | Leasehold improvements, equipment and construction in progress, net |
Total leased assets | $ 206.5 | $ 223.6 |
Current | ||
Short-term lease liabilities | 61.5 | 65.4 |
Current portion of long-term borrowings | $ 6.8 | $ 6.7 |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Current portion of long-term borrowings | Current portion of long-term borrowings |
Noncurrent | ||
Long-term lease liabilities | $ 176.8 | $ 200.3 |
Long-term borrowings, excluding current portion | $ 15.2 | $ 14 |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Long-term borrowings, excluding current portion | Long-term borrowings, excluding current portion |
Total lease liabilities | $ 260.3 | $ 286.4 |
Leases - Schedule of Componen_2
Leases - Schedule of Components of Lease Cost (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Leases [Abstract] | ||||
Operating lease cost | $ 14.6 | $ 13.3 | $ 29.7 | $ 27.3 |
Short-term lease | 5.3 | 4.2 | 10.4 | 8.9 |
Variable lease | 18.8 | 8.4 | 33.3 | 12 |
Operating lease cost | 38.7 | 25.9 | 73.4 | 48.2 |
Amortization of leased assets | 1.4 | 1.5 | 2.7 | 3 |
Interest on lease liabilities | 0.3 | 0.3 | 0.5 | 0.6 |
Lease impairment | 0.1 | |||
Net lease cost | $ 40.4 | $ 27.7 | $ 76.6 | $ 51.9 |
Leases - Schedule of Componen_3
Leases - Schedule of Components of Lease Cost (Parenthetical) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Lessor, Lease, Description [Line Items] | ||||
Operating lease cost | $ 14.6 | $ 13.3 | $ 29.7 | $ 27.3 |
Rent concessions cares act | 1.5 | 6.1 | 3.7 | 11.1 |
Office Space | ||||
Lessor, Lease, Description [Line Items] | ||||
Operating lease cost | $ 0.9 | $ 1 | $ 1.9 | $ 2 |
Leases - Schedule of Maturities
Leases - Schedule of Maturities of Lease Liabilities (Details) - USD ($) $ in Millions | Jun. 30, 2022 | Dec. 31, 2021 |
Operating Leases Liabilities | ||
2022 | $ 37.7 | |
2023 | 64.2 | |
2024 | 47.9 | |
2025 | 37 | |
2026 | 29.6 | |
After 2026 | 59.8 | |
Total lease payments | 276.2 | |
Less: Imputed interest | 37.9 | |
Present value of lease liabilities | $ 238.3 | |
Weighted-average remaining lease term (years) | 5 years 6 months | |
Weighted-average discount rate | 5.20% | |
Finance Leases Liabilities | ||
2022 | $ 4.2 | |
2023 | 6.6 | |
2024 | 4.6 | |
2025 | 2.7 | |
2026 | 2.1 | |
After 2026 | 4.2 | |
Total lease payments | 24.4 | |
Less: Imputed interest | 2.4 | |
Present value of lease liabilities | $ 22 | $ 20.7 |
Weighted-average remaining lease term (years) | 4 years 7 months 6 days | |
Weighted-average discount rate | 4.20% | |
Total | ||
2022 | $ 41.9 | |
2023 | 70.8 | |
2024 | 52.5 | |
2025 | 39.7 | |
2026 | 31.7 | |
After 2026 | 64 | |
Total lease payments | 300.6 | |
Less: Imputed interest | 40.3 | |
Present value of lease liabilities | $ 260.3 |
Leases - Schedule of Supplement
Leases - Schedule of Supplemental Cash Flow Information Related to Leases (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Cash paid for amounts included in the measurement of lease liabilities | ||
Operating cash outflows related to operating leases | $ 46.7 | $ 47.1 |
Operating cash outflows related to interest on finance leases | 0.5 | 0.5 |
Financing cash outflows related to finance leases | 5.4 | 4.2 |
Leased assets obtained in exchange for new operating liabilities | 5.8 | $ 5.7 |
Leased assets obtained in exchange for new finance lease liabilities | $ 4.9 |
Restructuring and Other Costs -
Restructuring and Other Costs - Schedule of Restructuring and Other Costs (Details) - Central Merger - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Business Acquisition [Line Items] | ||||
Restructuring and other costs | $ 0.4 | $ 0 | $ 0.6 | $ 2.5 |
Cost of Services - Lease Type Contracts | ||||
Business Acquisition [Line Items] | ||||
Restructuring and other costs | 0.2 | |||
Cost of Services - Lease Type Contracts | Commercial | ||||
Business Acquisition [Line Items] | ||||
Restructuring and other costs | 0 | 0.2 | ||
Cost of Services - Management Type Contracts | ||||
Business Acquisition [Line Items] | ||||
Restructuring and other costs | 0.1 | (0.1) | 0.1 | 1.5 |
Cost of Services - Management Type Contracts | Commercial | ||||
Business Acquisition [Line Items] | ||||
Restructuring and other costs | 0.1 | 0 | 0.1 | 1 |
Cost of Services - Management Type Contracts | Aviation | ||||
Business Acquisition [Line Items] | ||||
Restructuring and other costs | (0.1) | 0.5 | ||
General and Administrative Expenses | ||||
Business Acquisition [Line Items] | ||||
Restructuring and other costs | 0.3 | 0.1 | 0.5 | 0.8 |
General and Administrative Expenses | Commercial | ||||
Business Acquisition [Line Items] | ||||
Restructuring and other costs | 0.6 | 0.1 | 0.7 | 0.1 |
General and Administrative Expenses | Aviation | ||||
Business Acquisition [Line Items] | ||||
Restructuring and other costs | (0.5) | $ 0 | (0.4) | 0.5 |
General and Administrative Expenses | Other | ||||
Business Acquisition [Line Items] | ||||
Restructuring and other costs | $ 0.2 | $ 0.2 | $ 0.2 |
Restructuring and Other Costs_2
Restructuring and Other Costs - Schedule of Restructuring and Other Costs (Parenthetical) (Details) - Central Merger - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2022 | Jun. 30, 2021 | |
Cost of Services - Management Type Contracts | Commercial | |||
Business Acquisition [Line Items] | |||
Severance Costs | $ 0.1 | $ 0.1 | |
General and Administrative Expense | |||
Business Acquisition [Line Items] | |||
Severance Costs | $ 0.1 | ||
General and Administrative Expense | Commercial | |||
Business Acquisition [Line Items] | |||
Severance Costs | $ 0.6 | 0.6 | |
General and Administrative Expense | Aviation | |||
Business Acquisition [Line Items] | |||
Severance Costs | $ 0.1 |
Restructuring and Other Costs_3
Restructuring and Other Costs - Narrative (Details) - USD ($) $ in Millions | Jun. 30, 2022 | Dec. 31, 2021 |
Accrued and Other Current Liabilities | ||
Business Acquisition [Line Items] | ||
Accrual for restructuring and other costs | $ 0.8 | $ 1.1 |
Revenue - Narrative (Details)
Revenue - Narrative (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | |
Revenue From Contract With Customer [Abstract] | |||||
Negotiable cost reductions cares act | $ 2,900,000 | $ 4,200,000 | $ 6,100,000 | $ 17,600,000 | |
Performance obligation unsatisfied or partially satisfied | 190,400,000 | 190,400,000 | |||
Impairment charges | 0 | 0 | 0 | 0 | |
Cost of contracts net of accumulated amortization | 3,500,000 | 3,500,000 | $ 3,800,000 | ||
Contract cost, accumulated impairment | $ 0 | $ 0 | $ 0 | $ 0 |
Revenue - Schedule of Performan
Revenue - Schedule of Performance Obligations (Details) $ in Millions | Jun. 30, 2022 USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining Performance Obligations | $ 190.4 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-07-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining Performance Obligations | $ 43.5 |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 6 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining Performance Obligations | $ 62 |
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, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining Performance Obligations | $ 40.3 |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining Performance Obligations | $ 20.5 |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining Performance Obligations | $ 14.1 |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2027-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining Performance Obligations | $ 10 |
Revenue, remaining performance obligation, expected timing of satisfaction, period |
Revenue - Schedule of Perform_2
Revenue - Schedule of Performance Obligations (Details 1) $ in Millions | Jun. 30, 2022 USD ($) |
Revenue From Contract With Customer [Abstract] | |
Remaining Performance Obligations | $ 190.4 |
Revenue - Schedule of Contract
Revenue - Schedule of Contract Asset and Liabilities (Details) - USD ($) $ in Millions | Jun. 30, 2022 | Dec. 31, 2021 | Jun. 30, 2021 | Dec. 31, 2020 |
Revenue From Contract With Customer [Abstract] | ||||
Accounts receivable | $ 153.1 | $ 137.3 | ||
Contract asset | 2.3 | $ 7.7 | $ 8.6 | |
Contract liability | $ (8.3) | $ (15.7) | $ (9.9) | $ (12.5) |
Revenue - Schedule of Contrac_2
Revenue - Schedule of Contract Assets Balances (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Contract Asset Balances with Customer | ||
Balance, beginning of period | $ 2.3 | $ 8.6 |
Additional contract assets | 7.7 | |
Reclassification to accounts receivable | $ (2.3) | (8.6) |
Balance, end of period | $ 7.7 |
Revenue - Schedule of Contrac_3
Revenue - Schedule of Contract Liabilities Balances (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Contract Liability Balances with Customer | ||
Balance, beginning of period | $ (15.7) | $ (12.5) |
Additional contract liabilities | (8.3) | (9.9) |
Recognition of revenue from contract liabilities | 15.7 | 12.5 |
Balance, end of period | $ (8.3) | $ (9.9) |
Revenue - Schedule of Cost of C
Revenue - Schedule of Cost of Contracts Expense (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Revenue From Contract With Customer [Abstract] | ||||
Cost of contracts expense | $ 0.3 | $ 0.3 | $ 0.5 | $ 0.5 |
Legal and Other Commitments a_2
Legal and Other Commitments and Contingencies - Narrative (Details) $ in Millions | Jun. 30, 2022 USD ($) |
Commitments And Contingencies Disclosure [Abstract] | |
Liabilities for reasonably possible loss contingencies | $ 0 |
Other Intangible Assets, net -
Other Intangible Assets, net - Components of Intangible Assets, Net (Details) - USD ($) $ in Millions | 6 Months Ended | ||
Apr. 18, 2022 | Jun. 30, 2022 | Dec. 31, 2021 | |
Finite Lived Intangible Assets [Line Items] | |||
Weighted Average Life (Years) | 7 years 4 months 24 days | ||
Intangible Assets, Gross | $ 110.6 | $ 110.1 | |
Accumulated Amortization | (59.3) | (55.7) | |
Intangible Assets, Net | $ 51.3 | 54.4 | |
Covenant Not to Compete | |||
Finite Lived Intangible Assets [Line Items] | |||
Weighted Average Life (Years) | 5 years | 2 years 4 months 24 days | |
Intangible Assets, Gross | $ 1.8 | 2.9 | |
Accumulated Amortization | (1.2) | (2.3) | |
Intangible Assets, Net | $ 0.6 | 0.6 | |
Trade Names and Trademarks | |||
Finite Lived Intangible Assets [Line Items] | |||
Weighted Average Life (Years) | 1 year 4 months 24 days | ||
Intangible Assets, Gross | $ 0.9 | 0.9 | |
Accumulated Amortization | (0.6) | (0.5) | |
Intangible Assets, Net | $ 0.3 | 0.4 | |
Proprietary Know How | |||
Finite Lived Intangible Assets [Line Items] | |||
Weighted Average Life (Years) | 2 years 4 months 24 days | ||
Intangible Assets, Gross | $ 3.8 | 3.8 | |
Accumulated Amortization | (1.7) | (1.3) | |
Intangible Assets, Net | $ 2.1 | 2.5 | |
Management Contract Rights | |||
Finite Lived Intangible Assets [Line Items] | |||
Weighted Average Life (Years) | 6 years 9 months 18 days | ||
Intangible Assets, Gross | $ 81 | 81 | |
Accumulated Amortization | (50.3) | (47.7) | |
Intangible Assets, Net | $ 30.7 | 33.3 | |
Customer Relationships | |||
Finite Lived Intangible Assets [Line Items] | |||
Weighted Average Life (Years) | 5 years | 9 years 3 months 18 days | |
Intangible Assets, Gross | $ 23.1 | 21.5 | |
Accumulated Amortization | (5.5) | (3.9) | |
Intangible Assets, Net | $ 17.6 | $ 17.6 |
Other Intangible Assets, net _2
Other Intangible Assets, net - Narrative (Details) $ in Millions | Apr. 18, 2022 USD ($) |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Acquired intangible assets at purchasing price | $ 1.8 |
Other Intangible Assets, net _3
Other Intangible Assets, net - Schedule of Assets Acquired were Recorded at their Estimated Fair Value (Details) - USD ($) $ in Millions | 6 Months Ended | |
Apr. 18, 2022 | Jun. 30, 2022 | |
Finite Lived Intangible Assets [Line Items] | ||
Estimated Life | 7 years 4 months 24 days | |
Estimated Fair Value | $ 1.8 | |
Customer Relationships | ||
Finite Lived Intangible Assets [Line Items] | ||
Estimated Life | 5 years | 9 years 3 months 18 days |
Estimated Fair Value | $ 1.6 | |
Covenant not to Compete | ||
Finite Lived Intangible Assets [Line Items] | ||
Estimated Life | 5 years | 2 years 4 months 24 days |
Estimated Fair Value | $ 0.2 |
Other Intangible Assets, net _4
Other Intangible Assets, net - Summary of Amortization of Intangible Assets (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Goodwill And Intangible Assets Disclosure [Abstract] | ||||
Amortization expense | $ 2.1 | $ 2.2 | $ 4.9 | $ 4.3 |
Goodwill - Narrative (Details)
Goodwill - Narrative (Details) | 6 Months Ended |
Jun. 30, 2022 USD ($) | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Changes to carrying amount of goodwill | $ 0 |
Goodwill - Schedule of Changes
Goodwill - Schedule of Changes in Carrying Amounts of Goodwill (Details) - USD ($) $ in Millions | Jun. 30, 2022 | Dec. 31, 2021 |
Goodwill [Line Items] | ||
Goodwill | $ 586.1 | |
Accumulated impairment losses | (59.5) | |
Total | $ 526.6 | 526.6 |
Commercial | ||
Goodwill [Line Items] | ||
Goodwill | 377.1 | |
Total | 377.1 | |
Aviation | ||
Goodwill [Line Items] | ||
Goodwill | 209 | |
Accumulated impairment losses | (59.5) | |
Total | $ 149.5 |
Borrowing Arrangements - Schedu
Borrowing Arrangements - Schedule of Long-Term Borrowing (Details) - USD ($) $ in Millions | Jun. 30, 2022 | Dec. 31, 2021 |
Debt Instrument [Line Items] | ||
Total obligations under Senior Credit Facility and other borrowings | $ 309.3 | $ 324 |
Other borrowings | 23.2 | 23.9 |
Deferred financing costs | (2.6) | (1.5) |
Less: Current portion of long-term borrowings | 12.1 | 25.6 |
Total long-term borrowings, excluding current portion | 297.2 | 298.4 |
Senior Credit Facility, Net of Original Discount on Borrowings | ||
Debt Instrument [Line Items] | ||
Total obligations under Senior Credit Facility and other borrowings | $ 288.7 | $ 301.6 |
Borrowing Arrangements - Sche_2
Borrowing Arrangements - Schedule of Long-Term Borrowing (Parenthetical) (Details) - USD ($) $ in Millions | Jun. 30, 2022 | Dec. 31, 2021 |
Debt Disclosure [Abstract] | ||
Discount on borrowings | $ 1.4 | $ 0.5 |
Finance lease, liability | $ 22 | $ 20.7 |
Borrowing Arrangements - Narrat
Borrowing Arrangements - Narrative (Details) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||||||||||||
Apr. 21, 2022 USD ($) | Feb. 16, 2021 USD ($) | May 31, 2019 USD ($) | Jun. 30, 2024 | Dec. 31, 2023 | Sep. 30, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Dec. 31, 2022 | Sep. 30, 2022 | Jun. 30, 2022 USD ($) $ / shares | Mar. 31, 2022 | Sep. 30, 2021 | Jun. 30, 2021 USD ($) | Mar. 31, 2021 | Jun. 30, 2022 USD ($) $ / shares | Jun. 30, 2021 USD ($) | Dec. 31, 2021 USD ($) | Nov. 30, 2018 USD ($) | |
Debt Instrument [Line Items] | |||||||||||||||||||
Debt instrument, covenant compliance | As of June 30, 2022, the Company was in compliance with its debt covenants under the Amended Credit Agreement. | ||||||||||||||||||
Long-term borrowings | $ 309,300,000 | $ 309,300,000 | $ 324,000,000 | ||||||||||||||||
Redemptions of convertible debentures | 0 | 0 | |||||||||||||||||
Approximate redemption value of convertible debentures | 1,100,000 | 1,100,000 | |||||||||||||||||
Interest Rate Contract | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Interest rate collar, term | 3 years | ||||||||||||||||||
Notional amount | $ 222,300,000 | ||||||||||||||||||
Derivative, cap interest rate | 2.50% | ||||||||||||||||||
Liability | 700,000 | ||||||||||||||||||
Interest paid | 600,000 | $ 600,000 | 800,000 | $ 1,200,000 | |||||||||||||||
Senior Credit Facility, Net of Discount | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Long-term borrowings | $ 288,700,000 | $ 288,700,000 | $ 301,600,000 | ||||||||||||||||
Weighted average interest rate | 3.30% | 3.60% | 3.30% | 3.60% | |||||||||||||||
Convertible Subordinated Debt | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Redemption price upon stated maturity (in dollars per share) | $ / shares | $ 19.18 | ||||||||||||||||||
Convertible debentures maturity per share | $ / shares | $ 25 | $ 25 | |||||||||||||||||
Amended Credit Agreement | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Maximum borrowing capacity | $ 200,000,000 | $ 550,000,000 | |||||||||||||||||
Line of credit facility, expiration date | Apr. 21, 2027 | ||||||||||||||||||
Percentage principal installments | 1.25% | ||||||||||||||||||
Amended Credit Agreement | Scenario Forecast | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Percentage principal installments | 0.625% | ||||||||||||||||||
Amended Credit Agreement | Revolving Credit Facility | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Maximum borrowing capacity | $ 400,000,000 | 325,000,000 | |||||||||||||||||
Increase to borrowing capacity | 75,000,000 | ||||||||||||||||||
Elimination of additional liquidity test minimum | 40,000,000 | ||||||||||||||||||
Amended Credit Agreement | Letter of Credit Facility | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Maximum borrowing capacity | 100,000,000 | ||||||||||||||||||
Amended Credit Agreement | Term Loan Facility | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Maximum borrowing capacity | $ 17,200,000 | 182,800,000 | $ 225,000,000 | ||||||||||||||||
Amended Credit Agreement | Senior Credit Facility, Net of Discount | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Unrestricted cash and cash equivalents | $ 30,000,000 | ||||||||||||||||||
Minimum consideration amount consummated for fiscal quarter acquisition | $ 50,000,000 | $ 50,000,000 | |||||||||||||||||
Letters of credit outstanding | 39,400,000 | 39,400,000 | |||||||||||||||||
Long-term borrowings | $ 290,100,000 | 290,100,000 | |||||||||||||||||
Fees and other closing cost | $ 2,500,000 | $ 1,300,000 | |||||||||||||||||
Amended Credit Agreement | Senior Credit Facility, Net of Discount | Minimum | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Consolidated leverage ratio | 1 | 1 | 1 | ||||||||||||||||
Consolidated leverage ratio for fiscal quarter acquisition | 1 | ||||||||||||||||||
Consolidated interest coverage ratio | 1 | 1 | 1 | ||||||||||||||||
Amended Credit Agreement | Senior Credit Facility, Net of Discount | Maximum | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Consolidated leverage ratio | 4.50 | 4.50 | 5.25 | ||||||||||||||||
Consolidated leverage ratio for fiscal quarter acquisition | 4.50 | ||||||||||||||||||
Consolidated interest coverage ratio | 3.50 | 3.5 | 1.60 | ||||||||||||||||
Amended Credit Agreement | Senior Credit Facility, Net of Discount | Scenario Forecast | Minimum | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Consolidated leverage ratio | 1 | 1 | 1 | 1 | 1 | 1 | |||||||||||||
Amended Credit Agreement | Senior Credit Facility, Net of Discount | Scenario Forecast | Maximum | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Consolidated leverage ratio | 4 | 4.25 | 4.25 | 4.25 | 4.25 | 4.50 | |||||||||||||
Amended Credit Agreement | Senior Credit Facility, Net of Discount | Base Rate Loans | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Interest rate | 1.75% | 1.75% | |||||||||||||||||
Amended Credit Agreement | Senior Credit Facility, Net of Discount | Base Rate Loans | Federal Funds | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Interest rate margin on variable rate basis | 0.50% | ||||||||||||||||||
Amended Credit Agreement | Senior Credit Facility, Net of Discount | Base Rate Loans | SOFR | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Interest rate margin on variable rate basis | 1% | ||||||||||||||||||
Floor interest rate | 0% | ||||||||||||||||||
Amended Credit Agreement | Senior Credit Facility, Net of Discount | LIBOR Loans | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Interest rate margin on variable rate basis | 2.75% | ||||||||||||||||||
Period of total debt to EBITDA ratio | 12 months | ||||||||||||||||||
Senior Credit Facility | Senior Credit Facility, Net of Discount | |||||||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||||||
Weighted average interest rate | 3.40% | 3.80% | 3.40% | 3.80% |
Stock Repurchase Program - Narr
Stock Repurchase Program - Narrative (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2022 | May 31, 2022 | |
Equity Class Of Treasury Stock [Line Items] | |||
Amount authorized by the company's Board of Directors (not to exceed) | $ 60,000,000 | $ 60,000,000 | $ 60,000,000 |
Number of shares repurchased | 176,500 | 176,500 | |
Average price paid per share (in dollars per share) | $ 31.51 | $ 31.51 | |
Payments for repurchase of common stock | $ 4,900,000 | ||
Remaining authorized repurchase amount | $ 54,400,000 | 54,400,000 | |
March 2020 Stock Repurchase Program | |||
Equity Class Of Treasury Stock [Line Items] | |||
Remaining authorized repurchase amount | $ 54,400,000 | $ 54,400,000 |
Stock Repurchase Program - Summ
Stock Repurchase Program - Summary of Share Repurchase Activity (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended |
Jun. 30, 2022 | Jun. 30, 2022 | |
Equity [Abstract] | ||
Total number of shares repurchased | 176,500 | 176,500 |
Average price paid per share (in dollars per share) | $ 31.51 | $ 31.51 |
Total value of common stock repurchased | $ 5.6 | $ 5.6 |
Stock Repurchase Program - Su_2
Stock Repurchase Program - Summary of Remaining Authorized Repurchase Amounts (Details) - USD ($) | Jun. 30, 2022 | May 31, 2022 |
Equity [Abstract] | ||
Total authorized repurchase amount | $ 60,000,000 | $ 60,000,000 |
Total value of shares repurchased | 5,600,000 | |
Total remaining authorized repurchase amount | $ 54,400,000 |
Stock-Based Compensation - Narr
Stock-Based Compensation - Narrative (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2020 | |
Share-Based Payment Arrangement | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Grants in period (in shares) | 14,635 | 13,420 | |||
Recognized stock-based compensation expense | $ 400,000 | $ 400,000 | $ 500,000 | $ 500,000 | |
Restricted Stock Units | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Grants in period (in shares) | 136,111 | ||||
Recognized stock-based compensation expense | 1,500,000 | 1,300,000 | $ 2,800,000 | $ 2,100,000 | |
Unrecognized compensation costs related to unvested options | 7,900,000 | $ 7,900,000 | |||
Weighted average remaining recognition period of unrecognized stock-based compensation costs | 1 year 9 months 18 days | ||||
Restricted Stock Units | Executive Officer | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Grants in period (in shares) | 1,057 | 160,843 | |||
Vesting period | 1 year | 2 years | |||
Restricted Stock Units | Employees | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Grants in period (in shares) | 135,054 | 152,659 | |||
Vesting period | 3 years | 3 years | |||
Performance Shares | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Grants in period (in shares) | 132,304 | ||||
Recognized stock-based compensation expense | $ 700,000 | $ 300,000 | $ 1,200,000 | $ 400,000 | |
Weighted average remaining recognition period of unrecognized stock-based compensation costs | 2 years 2 months 12 days | ||||
Maximum number of shares of common stock available for awards (in shares) | 264,608 | 99,952 | 264,608 | 99,952 | |
Maximum number of payout shares of common stock available for awards (in shares) | 153,479 | 99,952 | 153,479 | 99,952 | |
Unrecognized compensation expenses | $ 6,000,000 | $ 6,000,000 | |||
Performance Shares | Maximum | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Unrecognized compensation costs related to unvested options | $ 6,300,000 | ||||
Performance Shares | Executive Officer | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Grants in period (in shares) | 132,304 | 50,868 | |||
Share-based compensation arrangement by share based payment award performance period | 3 years | 3 years | |||
2020 Performance Share Units | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Recognized stock-based compensation expense | $ 0 | $ 0 |
Stock-Based Compensation - Rest
Stock-Based Compensation - Restricted and Performance Stock Units Rollforward (Details) | 6 Months Ended |
Jun. 30, 2022 $ / shares shares | |
Restricted Stock Units | |
Shares | |
Nonvested as of December 31, 2021 | shares | 355,434 |
Granted (in shares) | shares | 136,111 |
Vested (in shares) | shares | (37,235) |
Forfeited | shares | (5,155) |
Nonvested as of June 30, 2022 | shares | 449,155 |
Weighted Average Grant-Date Fair Value | |
Nonvested as of December 31, 2021 | $ / shares | $ 34.40 |
Granted (in dollars per share) | $ / shares | 30.76 |
Vested (in dollars per share) | $ / shares | 33.61 |
Forfeited | $ / shares | 34.48 |
Nonvested as of June 30, 2022 | $ / shares | $ 33.36 |
Performance Shares | |
Shares | |
Nonvested as of December 31, 2021 | shares | 135,383 |
Granted (in shares) | shares | 132,304 |
Forfeited | shares | (2,660) |
Nonvested as of June 30, 2022 | shares | 265,027 |
Weighted Average Grant-Date Fair Value | |
Nonvested as of December 31, 2021 | $ / shares | $ 36.79 |
Granted (in dollars per share) | $ / shares | 30.80 |
Forfeited | $ / shares | 36.91 |
Nonvested as of June 30, 2022 | $ / shares | $ 33.80 |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Compensation Expense (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Restricted Stock Units | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Stock-based compensation expense | $ 1.5 | $ 1.3 | $ 2.8 | $ 2.1 |
Performance Shares | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Stock-based compensation expense | $ 0.7 | $ 0.3 | $ 1.2 | $ 0.4 |
Net Income per Common Share - B
Net Income per Common Share - Basic and Diluted Net Income per Common Share and Weighted Average Common Shares Outstanding (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Earnings Per Share [Abstract] | ||||
Net income attributable to SP Plus Corporation | $ 15.4 | $ 9 | $ 26.1 | $ 11.3 |
Basic weighted average common shares outstanding | 21,195,819 | 21,177,142 | 21,211,299 | 21,145,494 |
Dilutive impact of share-based awards | 160,645 | 213,467 | 136,143 | 202,020 |
Diluted weighted average common shares outstanding | 21,356,464 | 21,390,609 | 21,347,442 | 21,347,514 |
Net income per common share | ||||
Basic | $ 0.73 | $ 0.42 | $ 1.23 | $ 0.53 |
Diluted | $ 0.72 | $ 0.42 | $ 1.22 | $ 0.53 |
Net Income per Common Share - N
Net Income per Common Share - Narrative (Details) | 6 Months Ended |
Jun. 30, 2022 shares | |
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 - Componen
Comprehensive Income - Components of Other Comprehensive Income (Loss) and Income Tax Allocated (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
Other Comprehensive income (loss), Before Tax Amount | $ (0.1) | $ 0.6 | $ 0.6 | $ 1.2 |
Other Comprehensive income (loss), Income Tax | 0.1 | 0.2 | 0.3 | |
Other Comprehensive income (loss), Net of Tax Amount | (0.1) | 0.5 | 0.4 | 0.9 |
Translation Adjustments | ||||
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
Other Comprehensive income (loss), Before Tax Amount | (0.2) | 0.1 | (0.1) | 0.1 |
Other Comprehensive income (loss), Net of Tax Amount | (0.2) | 0.1 | (0.1) | 0.1 |
De-designation of interest rate collars | ||||
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
Other Comprehensive income (loss), Before Tax Amount | 0.1 | 0.5 | 0.7 | 1.1 |
Other Comprehensive income (loss), Income Tax | 0.1 | 0.2 | 0.3 | |
Other Comprehensive income (loss), Net of Tax Amount | $ 0.1 | $ 0.4 | $ 0.5 | $ 0.8 |
Comprehensive Income - Compon_2
Comprehensive Income - Components of Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
AOCI Attributable to Parent, Net of Tax | ||
Beginning Balance | $ 222.5 | |
Other comprehensive loss before reclassification | (0.1) | $ 0.1 |
Amounts reclassified from accumulated other comprehensive loss | 0.5 | 0.8 |
Ending Balance | 247.8 | |
Foreign Currency Translation Adjustments | ||
AOCI Attributable to Parent, Net of Tax | ||
Beginning Balance | (2.3) | (2.2) |
Other comprehensive loss before reclassification | (0.1) | 0.1 |
Ending Balance | (2.4) | (2.1) |
Interest Rate Collars | ||
AOCI Attributable to Parent, Net of Tax | ||
Beginning Balance | (0.5) | (2.2) |
Amounts reclassified from accumulated other comprehensive loss | 0.5 | 0.8 |
Ending Balance | (1.4) | |
Accumulated Other Comprehensive Loss | ||
AOCI Attributable to Parent, Net of Tax | ||
Beginning Balance | (2.8) | (4.4) |
Other comprehensive loss before reclassification | 0.1 | |
Ending Balance | $ (2.4) | $ (3.5) |
Comprehensive Income - Reclassi
Comprehensive Income - Reclassifications from Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
Net realized loss | $ (3.4) | $ (5) | $ (8) | $ (10.7) |
Reclassifications from Accumulated Other Comprehensive Loss | ||||
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
Reclassifications before tax | 0.1 | 0.5 | 0.7 | 1.1 |
Income tax benefit | 0.1 | 0.2 | 0.3 | |
Reclassifications, net of tax | 0.1 | 0.4 | 0.5 | 0.8 |
Reclassifications from Accumulated Other Comprehensive Loss | Interest Rate Collars: Net Realized Loss | ||||
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
Net realized loss | $ 0.1 | $ 0.5 | $ 0.7 | $ 1.1 |
Segment Information - Schedule
Segment Information - Schedule of Segment Information by Regions (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Services revenue | ||||
Services revenue | $ 381 | $ 275.7 | $ 730.8 | $ 522.4 |
Total operating income (loss) | 25.6 | 18.3 | 45.7 | 29.3 |
General and administrative expenses | ||||
General and administrative expenses | 26.7 | 22 | 51.2 | 43 |
Depreciation and amortization | ||||
Depreciation and amortization | 6.5 | 6.2 | 13.3 | 12.5 |
Operating Segments | Commercial | ||||
Services revenue | ||||
Services revenue | 132.9 | 104 | 264.1 | 201.7 |
Total operating income (loss) | 34.7 | 26.4 | 63.3 | 48.1 |
General and administrative expenses | ||||
General and administrative expenses | 7.8 | 6 | 13.9 | 11 |
Depreciation and amortization | ||||
Depreciation and amortization | 2.8 | 3.3 | 5.8 | 6.7 |
Operating Segments | Aviation | ||||
Services revenue | ||||
Services revenue | 63.6 | 37.2 | 116.8 | 68.2 |
Total operating income (loss) | 8.5 | 6 | 16.6 | 9.1 |
General and administrative expenses | ||||
General and administrative expenses | 2.9 | 2.7 | 5.6 | 5.7 |
Depreciation and amortization | ||||
Depreciation and amortization | 2.1 | 2.1 | 5 | 4.2 |
Segment Reconciling Items | ||||
Services revenue | ||||
Total operating income (loss) | (17.6) | (14.1) | (34.2) | (27.9) |
General and administrative expenses | ||||
General and administrative expenses | 16 | 13.3 | 31.7 | 26.3 |
Depreciation and amortization | ||||
Depreciation and amortization | 1.6 | 0.8 | 2.5 | 1.6 |
Lease Type Contracts | ||||
Services revenue | ||||
Services revenue | 70.6 | 50.9 | 133.2 | 93.6 |
Lease Type Contracts | Operating Segments | Commercial | ||||
Services revenue | ||||
Services revenue | 67.1 | 48.8 | 126.3 | 90.2 |
Lease Type Contracts | Operating Segments | Aviation | ||||
Services revenue | ||||
Services revenue | 3.5 | 2.1 | 6.9 | 3.4 |
Management Type Contracts | ||||
Services revenue | ||||
Services revenue | 125.9 | 90.3 | 247.7 | 176.3 |
Management Type Contracts | Operating Segments | Commercial | ||||
Services revenue | ||||
Services revenue | 65.8 | 55.2 | 137.8 | 111.5 |
Management Type Contracts | Operating Segments | Aviation | ||||
Services revenue | ||||
Services revenue | 60.1 | 35.1 | 109.9 | 64.8 |
Reimbursed Management Type Contract Revenue | ||||
Services revenue | ||||
Services revenue | $ 184.5 | $ 134.5 | $ 349.9 | $ 252.5 |
Segment Information - Schedul_2
Segment Information - Schedule of Segment Information by Regions (Parenthetical) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Commercial | ||||
Segment Reporting Information [Line Items] | ||||
Depreciation and amortization expenses related to cost of services | $ 1.6 | $ 2 | $ 3.4 | $ 4 |
Aviation | ||||
Segment Reporting Information [Line Items] | ||||
Depreciation and amortization expenses related to cost of services | $ 1.1 | $ 1 | $ 2.2 | $ 2.1 |