Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2015 | Jul. 24, 2015 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | FLT | |
Entity Registrant Name | FLEETCOR TECHNOLOGIES INC | |
Entity Central Index Key | 1,175,454 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 92,075,492 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 384,175 | $ 477,069 |
Restricted cash | 129,354 | 135,144 |
Accounts receivable (less allowance for doubtful accounts of $22,400 and $23,842, respectively) | 811,477 | 673,797 |
Securitized accounts receivable-restricted for securitization investors | 764,000 | 675,000 |
Prepaid expenses and other current assets | 57,857 | 74,889 |
Deferred income taxes | 54,143 | 101,451 |
Total current assets | 2,201,006 | 2,137,350 |
Property and equipment | 146,978 | 135,062 |
Less accumulated depreciation and amortization | (73,816) | (61,499) |
Net property and equipment | 73,162 | 73,563 |
Goodwill | 3,767,071 | 3,811,862 |
Other intangibles, net | 2,338,148 | 2,437,367 |
Equity method investment | 121,807 | 141,933 |
Other assets | 73,477 | 72,431 |
Total assets | 8,574,671 | 8,674,506 |
Current liabilities: | ||
Accounts payable | 815,544 | 716,676 |
Accrued expenses | 160,983 | 178,375 |
Customer deposits | 456,693 | 492,257 |
Securitization facility | 764,000 | 675,000 |
Current portion of notes payable and lines of credit | 482,342 | 749,764 |
Other current liabilities | 42,038 | 84,546 |
Total current liabilities | 2,721,600 | 2,896,618 |
Notes payable and other obligations, less current portion | 2,112,245 | 2,168,953 |
Deferred income taxes | 794,135 | 815,169 |
Other noncurrent liabilities | 39,687 | 40,629 |
Total noncurrent liabilities | $ 2,946,067 | $ 3,024,751 |
Commitments and contingencies (Note 11) | ||
Stockholders' equity: | ||
Common stock, $0.001 par value; 475,000,000 shares authorized; 120,056,359 shares issued and 91,947,247 shares outstanding at June 30, 2015; and 119,771,155 shares issued and 91,662,043 shares outstanding at December 31, 2014 | $ 120 | $ 120 |
Additional paid-in capital | 1,899,688 | 1,852,442 |
Retained earnings | 1,596,736 | 1,403,905 |
Accumulated other comprehensive loss | (243,143) | (156,933) |
Less treasury stock (28,109,112 shares at June 30, 2015 and December 31, 2014) | (346,397) | (346,397) |
Total stockholders' equity | 2,907,004 | 2,753,137 |
Total liabilities and stockholders' equity | $ 8,574,671 | $ 8,674,506 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowance for doubtful accounts | $ 22,400 | $ 23,842 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 475,000,000 | 475,000,000 |
Common stock, shares issued | 120,056,359 | 119,771,155 |
Common stock, shares outstanding | 91,947,247 | 91,662,043 |
Treasury stock, shares | 28,109,112 | 28,109,112 |
Consolidated Statements of Inco
Consolidated Statements of Income - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Income Statement [Abstract] | ||||
Revenues, net | $ 404,605 | $ 273,502 | $ 820,771 | $ 527,410 |
Expenses: | ||||
Merchant commissions | 21,725 | 20,327 | 49,051 | 37,950 |
Processing | 74,564 | 38,845 | 155,920 | 75,701 |
Selling | 27,297 | 17,521 | 53,628 | 34,935 |
General and administrative | 63,041 | 37,896 | 132,338 | 81,357 |
Depreciation and amortization | 48,827 | 24,429 | 96,909 | 48,847 |
Operating income | 169,151 | 134,484 | 332,925 | 248,620 |
Equity method investment loss | 5,118 | 1,489 | 7,818 | 1,489 |
Other expense (income), net | 653 | (268) | 2,513 | 276 |
Interest expense, net | 18,089 | 5,308 | 37,655 | 10,769 |
Total other expense | 23,860 | 6,529 | 47,986 | 12,534 |
Income before taxes | 145,291 | 127,955 | 284,939 | 236,086 |
Provision for income taxes | 46,613 | 39,406 | 92,108 | 72,428 |
Net income | $ 98,678 | $ 88,549 | $ 192,831 | $ 163,658 |
Earnings per share: | ||||
Basic earnings per share | $ 1.07 | $ 1.07 | $ 2.10 | $ 1.97 |
Diluted earnings per share | $ 1.05 | $ 1.03 | $ 2.05 | $ 1.91 |
Weighted average shares outstanding: | ||||
Basic weighted average shares outstanding | 91,904 | 82,996 | 91,828 | 82,867 |
Diluted weighted average shares outstanding | 94,050 | 85,817 | 93,992 | 85,757 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 98,678 | $ 88,549 | $ 192,831 | $ 163,658 |
Other comprehensive income: | ||||
Foreign currency translation gain (loss), net of tax | 6,847 | 6,832 | (86,210) | 22,759 |
Total other comprehensive income (loss) | 6,847 | 6,832 | (86,210) | 22,759 |
Total comprehensive income | $ 105,525 | $ 95,381 | $ 106,621 | $ 186,417 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Operating activities | ||
Net income | $ 192,831 | $ 163,658 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation | 15,096 | 9,673 |
Stock-based compensation | 30,500 | 18,299 |
Provision for losses on accounts receivable | 13,022 | 12,283 |
Amortization of deferred financing costs and discounts | 3,517 | 1,062 |
Amortization of intangible assets | 80,186 | 36,482 |
Amortization of premium on receivables | 1,627 | 1,630 |
Deferred income taxes | (40,894) | 2,032 |
Equity method investment loss | 7,818 | 1,489 |
Other non-cash operating expenses | (772) | |
Changes in operating assets and liabilities (net of acquisitions): | ||
Restricted cash | 5,790 | 2,092 |
Accounts receivable | (233,528) | (197,667) |
Prepaid expenses and other current assets | 24 | (8,285) |
Other assets | (2,961) | (389) |
Excess tax benefits related to stock-based compensation | (9,639) | (18,634) |
Accounts payable, accrued expenses, income taxes and deferred revenue | 135,795 | 133,996 |
Net cash provided by operating activities | 198,412 | 157,721 |
Investing activities | ||
Acquisitions, net of cash acquired | (7,954) | (189,850) |
Purchases of property and equipment | (16,234) | (11,552) |
Net cash used in investing activities | (24,188) | (201,402) |
Financing activities | ||
Excess tax benefits related to stock-based compensation | 9,639 | 18,634 |
Proceeds from issuance of common stock | 7,105 | 8,277 |
Borrowings on securitization facility, net | 89,000 | 75,400 |
Deferred financing costs paid | (546) | |
Principal payments on notes payable | (51,750) | (13,750) |
Borrowings from revolver - A Facility | 142,330 | |
Payments on revolver - A Facility | (276,818) | (262,377) |
Payments on foreign revolver - B Facility | (7,337) | |
Borrowings from swing line of credit, net | 9,441 | 41,522 |
Payment of contingent consideration | (39,808) | |
Other | (145) | (371) |
Net cash (used in) provided by financing activities | (253,336) | 1,782 |
Effect of foreign currency exchange rates on cash | (13,782) | 1,436 |
Net decrease in cash and cash equivalents | (92,894) | (40,463) |
Cash and cash equivalents, beginning of period | 477,069 | 338,105 |
Cash and cash equivalents, end of period | 384,175 | 297,642 |
Supplemental cash flow information | ||
Cash paid for interest | 38,883 | 12,797 |
Cash paid for income taxes | $ 30,234 | $ 52,697 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2015 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 1. Summary of Significant Accounting Policies Basis of Presentation Throughout this report, the terms “our,” “we,” “us,” and the “Company” refers to FleetCor Technologies, Inc. and its subsidiaries. The Company prepared the accompanying interim consolidated financial statements in accordance with Rule 10-01 of Regulation S-X. The unaudited interim consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2014. Foreign Currency Translation Assets and liabilities of foreign subsidiaries are translated into U.S. dollars at the rates of exchange in effect at period-end. The related translation adjustments are made directly to accumulated other comprehensive income. Income and expenses are translated at the average monthly rates of exchange in effect during the period. Gains and losses from foreign currency transactions of these subsidiaries are included in net income. The Company recognized a foreign exchange loss of $0.7 million for the three months ended June 30, 2015 and a foreign exchange gain of $0.3 million for the three months ended June 30, 2014. The Company recognized foreign exchange losses of $2.6 million and $0.2 million for the six months ended June 30, 2015 and 2014, respectively, which are recorded within other expense, net in the Unaudited Consolidated Statements of Income. Adoption of New Accounting Standards Going Concern In August 2013, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) 2014-15 “Disclosure of Uncertainties About an Entity’s Ability to Continue as a Going Concern”, which requires entities to perform interim and annual assessments of the entity’s ability to continue as a going concern within one year of the date of issuance of the entity’s financial statements. This ASU is effective for fiscal years ending after December 15, 2016 and interim periods thereafter, with early adoption permitted. The Company’s adoption of this ASU is not expected to have a material impact on the results of operations, financial condition, or cash flows, as it is disclosure based. Discontinued Operations Reporting In April 2014, the FASB issued ASU 2014-08, “Discounted Operations Reporting” that changes the requirements for reporting discontinued operations. This update will have the impact of reducing the frequency of disposals reported as discontinued operations, by requiring such a disposal to represent a strategic shift that has a major effect on an entity’s operations and financial results. This update also expands the disclosures for discontinued operations, and requires new disclosures related to individually significant disposals that do not qualify as discontinued operations. The Company adopted this new guidance on January 1, 2015. The adoption of this ASU did not have a material impact on the results of operations, financial condition, or cash flows, as the Company did not have discontinued operations. Revenue Recognition In May 2014, the FASB issued ASC 606, “Revenue from Contracts with Customers”, which amends the guidance in former ASC 605, Revenue Recognition. This amended guidance requires revenue to be recognized in an amount that reflects the consideration to which the company expects to be entitled for those goods and services when the performance obligation has been satisfied. This amended guidance also requires enhanced disclosures regarding the nature, amount, timing and uncertainty of revenue and related cash flows arising from contracts with customers. The Company is currently evaluating the impact of the provisions of ASC 606. On July 10, 2015, the FASB approved a one year deferral, which would change the effective date of the new revenue recognition standard by one year. This ASU is effective for the Company for reporting periods beginning after December 15, 2017, but permits companies the option to adopt as of the original effective date. Stock-Based Payment Awards with Performance Targets In June 2014, the FASB issued ASU 2014-12, “Share-Based Payment Awards With Performance Targets That Are Attainable After the Requisite Service Period”, for companies that grant their employees share-based payments in which the terms of the award provide that a performance target that affects vesting could be achieved after the requisite service period. The Company adopted this new guidance on January 1, 2015. This adoption of this ASU did not have a material impact on the results of operations, financial condition, or cash flows. Simplification of Guidance on Debt Issuance Costs In April 2015, the FASB issued ASU 2015-03, “Interest—Imputation of Interest”, which changes the presentation of debt issuance costs in financial statements as a direct deduction from the related debt liability rather than as an asset. This ASU is effective for the Company for fiscal years ending after December 15, 2015 and interim periods. Early adoption is permitted. While the adoption of this ASU is not expected to have a material impact on the results of operations, financial condition, or cash flows, it will impact the presentation on the Company’s balance sheet. As of June 30, 2015 and December 31, 2014, the Company had deferred financing costs of $20.7 million and $23.2 million, respectively. |
Accounts Receivable
Accounts Receivable | 6 Months Ended |
Jun. 30, 2015 | |
Receivables [Abstract] | |
Accounts Receivable | 2. Accounts Receivable The Company maintains a $1.2 billion revolving trade accounts receivable Securitization Facility. Pursuant to the terms of the Securitization Facility, the Company transfers certain of its domestic receivables, on a revolving basis, to FleetCor Funding LLC (Funding) a wholly-owned bankruptcy remote subsidiary. In turn, Funding sells, without recourse, on a revolving basis, up to $1.2 billion of undivided ownership interests in this pool of accounts receivable to a multi-seller, asset-backed commercial paper conduit (Conduit). Funding maintains a subordinated interest, in the form of over-collateralization, in a portion of the receivables sold to the Conduit. Purchases by the Conduit are financed with the sale of highly-rated commercial paper. The Company utilizes proceeds from the sale of its accounts receivable as an alternative to other forms of debt, to reduce its overall borrowing costs. The Company has agreed to continue servicing the sold receivables for the financial institution at market rates, which approximates the Company’s cost of servicing. The Company retains a residual interest in the accounts receivable sold as a form of credit enhancement. The residual interest’s fair value approximates carrying value due to its short-term nature. Funding determines the level of funding achieved by the sale of trade accounts receivable, subject to a maximum amount. The Company’s accounts receivable and securitized accounts receivable include the following at June 30, 2015 and December 31, 2014 (in thousands): June 30, December 31, Gross domestic accounts receivable $ 378,314 $ 330,466 Gross domestic securitized accounts receivable 764,000 675,000 Gross foreign receivables 455,563 367,173 Total gross receivables 1,597,877 1,372,639 Less allowance for doubtful accounts (22,400 ) (23,842 ) Net accounts and securitized accounts receivable $ 1,575,477 $ 1,348,797 Foreign receivables are not included in the Company’s accounts receivable securitization program. At June 30, 2015 and December 31, 2014, there was $764 million and $675 million, respectively, of short-term debt outstanding under the Company’s accounts receivable Securitization Facility. A rollforward of the Company’s allowance for doubtful accounts related to accounts receivable for six months ended June 30 is as follows (in thousands): 2015 2014 Allowance for doubtful accounts beginning of period $ 23,842 $ 22,416 Add: Provision for bad debts 13,022 12,283 Less: Write-offs (14,464 ) (11,945 ) Allowance for doubtful accounts end of period $ 22,400 $ 22,754 |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 3. Fair Value Measurements Fair value is a market-based measurement that reflects assumptions that market participants would use in pricing an asset or liability. GAAP discusses valuation techniques, such as the market approach (comparable market prices), the income approach (present value of future income or cash flow), and the cost approach (cost to replace the service capacity of an asset or replacement cost). These valuation techniques are based upon observable and unobservable inputs. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect the Company’s market assumptions. As the basis for evaluating such inputs, a three-tier value hierarchy prioritizes the inputs used in measuring fair value as follows: • Level 1: Observable inputs such as quoted prices for identical assets or liabilities in active markets. • Level 2: Observable inputs other than quoted prices that are directly or indirectly observable for the asset or liability, including quoted prices for similar assets or liabilities in active markets; quoted prices for similar or identical assets or liabilities in markets that are not active; and model-derived valuations whose inputs are observable or whose significant value drivers are observable. • Level 3: Unobservable inputs for which there is little or no market data, which require the reporting entity to develop its own assumptions. The fair value hierarchy also requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The following table presents the Company’s financial assets and liabilities which are measured at fair values on a recurring basis as of June 30, 2015 and December 31, 2014, (in thousands). Fair Value Level 1 Level 2 Level 3 June 30, 2015 Assets: Repurchase agreements $ 140,826 $ — $ 140,826 $ — Money market 55,004 — 55,004 — Certificates of deposit 6,438 — 6,438 — Total cash equivalents $ 202,268 $ — $ 202,268 $ — Fair Value Level 1 Level 2 Level 3 December 31, 2014 Assets: Repurchase agreements $ 196,616 $ — $ 196,616 $ — Money market 50,000 — 50,000 — Certificates of deposit 3,570 — 3,570 — Total cash equivalents $ 250,186 $ — $ 250,186 $ — Liabilities: Acquisition related contingent consideration $ 43,486 $ — $ — $ 43,486 The Company has highly liquid investments classified as cash equivalents, with original maturities of 90 days or less, included in our Consolidated Balance Sheets. The Company utilizes Level 2 fair value determinations derived from directly or indirectly observable (market based) information to determine the fair value of these highly liquid investments. The Company has certain cash and cash equivalents that are invested on an overnight basis in repurchase agreements, money markets and certificates of deposit. The value of overnight repurchase agreements is determined based upon the quoted market prices for the treasury securities associated with the repurchase agreements. Certificates of deposit are valued at cost, plus interest accrued. Given the short term nature of these instruments, the carrying value approximates fair value. The level within the fair value hierarchy and the measurement technique are reviewed quarterly. Transfers between levels are deemed to have occurred at the end of the quarter. There were no transfers between fair value levels during the periods presented for 2015 and 2014. The Company’s nonfinancial assets that are measured at fair value on a nonrecurring basis in connection with periodic testing for impairment include property, plant and equipment, equity method investment, goodwill and other intangible assets. As necessary, the Company generally uses projected cash flows, discounted as appropriate, to estimate the fair values of the assets using key inputs such as management’s projections of cash flows on a held-and-used basis (if applicable), management’s projections of cash flows upon disposition and discount rates. Accordingly, these fair value measurements are in Level 3 of the fair value hierarchy. These assets and liabilities are recognized at fair value on a nonrecurring basis if an impairment is identified. The carrying value of the Company’s cash, accounts receivable, securitized accounts receivable and related facility, prepaid expenses and other current assets, accounts payable, accrued expenses, customer deposits and short-term borrowings approximate their respective carrying values due to the short-term maturities of the instruments. The carrying value of the Company’s debt obligations approximates fair value as the interest rates on the debt are variable market based interest rates that reset on a quarterly basis. These are each level 2 fair value measurements, except for cash, which is a level 1 fair value measurement. |
Share Based Compensation
Share Based Compensation | 6 Months Ended |
Jun. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share Based Compensation | 4. Share Based Compensation The Company has Stock Incentive Plans (the Plans) pursuant to which the Company’s board of directors may grant stock options or restricted stock to employees. The table below summarizes the expense recognized related to share-based payments recognized for the three and six month periods ended June 30 (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Stock options $ 4,484 $ 2,889 $ 8,842 $ 6,300 Restricted stock 9,065 4,798 21,658 11,999 Stock-based compensation $ 13,549 $ 7,687 $ 30,500 $ 18,299 The tax benefits recorded on stock based compensation were $10.8 million and $6.2 million for the six month periods ended June 30, 2015 and 2014, respectively. The following table summarizes the Company’s total unrecognized compensation cost related to stock-based compensation as of June 30, 2015 (in thousands): Unrecognized Weighted Average Stock options $ 71,153 1.80 Restricted stock 19,811 1.29 Total $ 90,964 Stock Options Stock options are granted with an exercise price estimated to be equal to the fair market value on the date of grant as authorized by the Company’s board of directors. Options granted have vesting provisions ranging from one to six years. Certain stock option awards also have performance vesting provisions. Stock option grants are generally subject to forfeiture if employment terminates prior to vesting. The following summarizes the changes in the number of shares of common stock under option for the six month period ended June 30, 2015 (shares and aggregate intrinsic value in thousands): Shares Weighted Options Weighted Weighted Aggregate Outstanding at December 31, 2014 5,131 $ 58.71 2,370 $ 21.75 $ 461,770 Granted 271 155.95 $ 38.07 Exercised (209 ) 33.90 25,541 Forfeited (25 ) 105.36 Outstanding at June 30, 2015 5,168 $ 64.60 2,476 $ 23.68 $ 472,719 Expected to vest as of June 30, 2015 5,168 $ 64.60 The aggregate intrinsic value of stock options exercisable at June 30, 2015 was $327.8 million. The weighted average contractual term of options exercisable at June 30, 2015 was 5.4 years. The fair value of stock option awards granted was estimated using the Black-Scholes option pricing model during the six months ended June 30, 2015 and 2014, with the following weighted-average assumptions for grants during the period. June 30 2015 2014 Risk-free interest rate 1.28 % 0.90 % Dividend yield — — Expected volatility 28.47 % 34.92 % Expected life (in years) 4.0 3.8 Restricted Stock Awards of restricted stock and restricted stock units are independent of stock option grants and are generally subject to forfeiture if employment terminates prior to vesting. The vesting of the restricted stock and restricted stock units granted is generally based on the passage of time, performance or market conditions. Shares vesting based on the passage of time have vesting provisions ranging from one to four years. The following table summarizes the changes in the number of shares of restricted stock and restricted stock units for the six months ended June 30, 2015 (shares in thousands): Shares Weighted Unvested at December 31, 2014 716 $ 121.38 Granted 89 155.65 Vested (100 ) 123.33 Cancelled (5 ) 35.78 Unvested at June 30, 2015 700 $ 126.67 |
Acquisitions
Acquisitions | 6 Months Ended |
Jun. 30, 2015 | |
Business Combinations [Abstract] | |
Acquisitions | 5. Acquisitions For the six months ended June 30, 2015, the Company completed acquisitions with an aggregate purchase price of $5.9 million and has made deferred payments of purchase price of $2.1 million related to 2014 and 2013 acquisitions. 2014 Acquisitions During 2014, the Company completed acquisitions with an aggregate purchase price of $3.67 billion, net of cash acquired of $165.8 million. Comdata On November 14, 2014, the Company acquired Comdata Inc. (“Comdata”) from Ceridian LLC, a portfolio company of funds affiliated with Thomas H. Lee Partners, L.P. (“THL”) and Fidelity National Financial Inc. (NYSE: FNF), for $3.42 billion, net of cash acquired. Comdata is a business-to-business provider of innovative electronic payment solutions. As an issuer and a processor, Comdata provides fleet, virtual card and gift card solutions. This acquisition will complement the Company’s current fuel card business in the U.S. and add a new product with the virtual payments business. FleetCor financed the acquisition with approximately $2.4 billion of new debt and the issuance of approximately 7.6 million shares of FleetCor common stock, including amounts applied at the closing to the repayment of Comdata’s debt. Results from the acquired business have been reported in the Company’s North America segment since the date of acquisition. The following table summarizes the preliminary acquisition accounting for Comdata (in thousands): Restricted cash $ 93,312 Trade and other receivables 634,335 Prepaid expenses and other 16,077 Property and equipment 17,984 Goodwill 2,264,174 Other intangible assets 1,630,700 Notes and other liabilities assumed (802,273 ) Deferred tax liabilities (427,193 ) Other long term liabilities (6,841 ) Aggregate purchase price $ 3,420,275 Acquisition accounting adjustments recorded during the six months ended June 30, 2015 relate to our businesses acquisitions completed in 2014 and included reallocation of certain deferred tax liabilities among certain of the Comdata entities and a change in the estimated fair value of acquired accounts receivable. These adjustments recorded in 2015 did not have a significant impact on the 2014 consolidated income statement, balance sheet or statement of cash flows, thus the Company has not recast these statements. The preliminary fair value of intangible assets acquired and the related estimated useful lives consisted of the following (in thousands): Useful Lives Value Customer relationships 19 $ 1,269,700 Trade names and trademarks—indefinite N/A 237,100 Software 4 – 7 123,300 Non-competes 3 600 $ 1,630,700 The acquisition accounting related to this acquisition is preliminary as the Company is still completing the valuation for intangible assets, income taxes, certain acquired contingencies, off market contract reviews and the working capital adjustment period remains open. Goodwill recognized is comprised primarily of expected synergies from combining the operations of the Company and Comdata and assembled workforce. The goodwill acquired with this business is not deductible for tax purposes. Other During 2014, the Company acquired Pacific Pride, a U.S. fuel card business, and a fuel card business from Shell in Germany. The following table summarizes the preliminary acquisition accounting for these acquisitions during 2014 (in thousands): Trade and other receivables $ 62,604 Prepaid expenses and other 232 Property and equipment 71 Goodwill 32,833 Other intangible assets 47,992 Notes and other liabilities assumed (66,499 ) Aggregate purchase price $ 77,233 The preliminary estimated fair value of intangible assets acquired and the related estimated useful lives consisted of the following (in thousands): Useful Lives Value Customer relationships 8 $ 15,592 Trade names and trademarks—indefinite N/A 2,900 Franchisee Agreements 20 29,500 $ 47,992 The acquisition accounting for these transactions is preliminary as the Company is still completing the valuation for intangible assets and certain acquired contingencies and the working capital adjustment period remains open. These acquisitions were not material individually or in the aggregate to the Company’s consolidated financial statements. |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 6 Months Ended |
Jun. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | 6. Goodwill and Other Intangible Assets A summary of changes in the Company’s goodwill by reportable business segment is as follows (in thousands): December 31, Acquisition Foreign June 30, Segment North America $ 2,659,417 $ (5,569 ) $ — $ 2,653,848 International 1,152,445 — (39,222 ) 1,113,223 $ 3,811,862 (5,569 ) $ (39,222 ) $ 3,767,071 As of June 30, 2015 and December 31, 2014 other intangible assets consisted of the following (in thousands): June 30, 2015 December 31, 2014 Weighted- Lives (Years) Gross Accumulated Net Gross Accumulated Net Customer and vendor agreements 18.4 $ 2,124,658 $ (267,629 ) $ 1,857,029 $ 2,139,339 $ (205,365 ) $ 1,933,974 Trade names and trademarks—indefinite lived N/A 335,149 — 335,149 337,467 — 337,467 Trade names and trademarks—other 14.5 3,314 (1,953 ) 1,361 3,332 (1,847 ) 1,485 Software 5.1 173,602 (37,914 ) 135,688 174,507 (21,511 ) 152,996 Non-compete agreements 5.6 16,613 (7,692 ) 8,921 17,724 (6,279 ) 11,445 Total other intangibles $ 2,653,336 $ (315,188 ) 2,338,148 $ 2,672,369 $ (235,002 ) $ 2,437,367 Changes in foreign exchange rates resulted in a $24.5 million decrease to the carrying values of other intangible assets in the six months ended June 30, 2015. Amortization expense related to intangible assets for the six months ended June 30, 2015 and 2014 was $80.2 million and $36.5 million, respectively. |
Debt
Debt | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Debt | 7. Debt The Company’s debt instruments consist primarily of term notes, revolving lines of credit and a Securitization Facility as follows (in thousands): June 30, December 31, Term note payable—domestic(a) $ 2,210,227 $ 2,261,005 Revolving line of credit A Facility—domestic(a) 370,000 595,000 Revolving line of credit A Facility—foreign(a) — 53,204 Revolving line of credit A Facility—swing line(a) 10,741 — Other debt(c) 3,619 9,508 Total notes payable and other obligations 2,594,587 2,918,717 Securitization Facility(b) 764,000 675,000 Total notes payable, credit agreements and Securitization Facility $ 3,358,587 $ 3,593,717 Current portion $ 1,246,342 $ 1,424,764 Long-term portion 2,112,245 2,168,953 Total notes payable, credit agreements and Securitization Facility $ 3,358,587 $ 3,593,717 (a) On October 24, 2014, the Company entered into a new $3.355 billion Credit Agreement, which provides for senior secured credit facilities consisting of (a) a revolving A credit facility in the amount of $1.0 billion, with sublimits for letters of credit, swing line loans and multicurrency borrowings, (b) a revolving B facility in the amount of $35 million for loans in Australian Dollars or New Zealand Dollars, (c) a term loan A facility in the amount of $2.02 billion and (d) a term loan B facility in the amount $300 million. The Credit Agreement also contains an accordion feature for borrowing an additional $500 million in term A or revolver A and term B. Interest on amounts outstanding under the Credit Agreement (other than the term loan B facility) accrues based on the British Bankers Association LIBOR Rate (the Eurocurrency Rate), plus a margin based on a leverage ratio, or our option, the Base Rate (defined as the rate equal to the highest of (a) the Federal Funds Rate plus 0.50%, (b) the prime rate announced by Bank of America, N.A., or (c) the Eurocurrency Rate plus 1.00%) plus a margin based on a leverage ratio. Interest is payable quarterly in arrears. Interest on the term loan B facility accrues based on the Eurocurrency Rate or the Base Rate, as described above, except that the applicable margin is fixed at 3% for Eurocurency Loans and at 2% for Base Rate Loans. In addition, the Company pays a quarterly commitment fee at a rate per annum ranging from 0.20% to 0.40% of the daily unused portion of the credit facility. The stated maturity dates for the term loan A, revolving loans, and letters of credit under the New Credit Agreement is November 14, 2019 and November 14, 2021 for the term loan B. The Company has unamortized debt discounts of $6.7 million related to the term A facility and $1.3 million related to the term B facility at June 30, 2015. (b) The Company is party to a $1.2 billion receivables purchase agreement (Securitization Facility) that was amended and restated for the fifth time on November 14, 2014 in connection with the Comdata acquisition. There is a program fee equal to one month LIBOR and the Commercial Paper Rate of 0.21% plus 0.90% and 0.18% plus 0.90% as of June 30, 2015 and December 31, 2014, respectively. The unused facility fee is payable at a rate of 0.40% per annum as of June 30, 2015 and December 31, 2014. (c) Other debt includes other deferred liabilities associated with certain of our businesses and is recorded within notes payable and other obligations, less current portion in the consolidated Balance Sheets. The Company was in compliance with all financial and non-financial covenants at June 30, 2015. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 8. Income Taxes The provision for income taxes differs from amounts computed by applying the U.S. federal tax rate of 35% to income before income taxes for the three months ended June 30, 2015 and 2014 due to the following (in thousands): 2015 2014 Computed “expected” tax expense $ 50,852 35.0 % $ 44,784 35.0 % Changes resulting from: Foreign income tax differential (5,747 ) (4.0 ) (5,761 ) (4.5 ) State taxes net of federal benefits 2,022 1.4 1,466 1.2 Foreign-sourced nontaxable income (4,061 ) (2.8 ) (3,484 ) (2.7 ) Other 3,547 2.5 2,401 1.8 Provision for income taxes $ 46,613 32.1 % $ 39,406 30.8 % |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Jun. 30, 2015 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | 9. Earnings Per Share The Company reports basic and diluted earnings per share. Basic earnings per share is computed by dividing net income attributable to shareholders of the Company by the weighted average number of common shares outstanding during the reported period. Diluted earnings per share reflect the potential dilution related to equity-based incentives using the treasury stock method. The calculation and reconciliation of basic and diluted earnings per share for the three months ended June 30 (in thousands, except per share data) follows: Three Months Ended Six Months Ended 2015 2014 2015 2014 Net income $ 98,678 $ 88,549 $ 192,831 $ 163,658 Denominator for basic and diluted earnings per share: Denominator for basic earnings per share 91,904 82,996 91,828 82,867 Dilutive securities 2,146 2,821 2,164 2,890 Denominator for diluted earnings per share 94,050 85,817 93,992 85,757 Basic earnings per share $ 1.07 $ 1.07 $ 2.10 $ 1.97 Diluted earnings per share $ 1.05 $ 1.03 $ 2.05 $ 1.91 Basic shares includes the impact of share-based payment awards classified as participating securities, which are not material to the calculation of basic shares. Diluted earnings per share for the three month period ended June 30, 2015 excludes the effect of 31 thousand shares of common stock, respectively, that may be issued upon the exercise of employee stock options because such effect would be antidilutive. There were no antidilutive shares during the three or six month periods ended June 30, 2014. Diluted earnings per share for the three month period ended June 30, 2015 also excludes the effect of 0.5 million shares of performance based restricted stock, respectively, for which the performance criteria have not yet been achieved. |
Segments
Segments | 6 Months Ended |
Jun. 30, 2015 | |
Segment Reporting [Abstract] | |
Segments | 10. Segments The Company reports information about its operating segments in accordance with the authoritative guidance related to segments. The Company’s reportable segments represent components of the business for which separate financial information is evaluated regularly by the chief operating decision maker in determining how to allocate resources and in assessing performance. The Company operates in two reportable segments, North America and International. Certain operating segments are aggregated in both our North America and International reportable segments. The Company has aggregated these operating segments due to commonality of the products in each of their business lines having similar economic characteristics, services, customers and processes. There were no significant intersegment sales. The Company’s segment results are as follows as of and for the three and six month periods ended June 30 (in thousands): Three months ended Six months ended 2015 2014 2015 2014 Revenues, net: North America $ 284,576 $ 138,861 $ 583,389 $ 265,236 International 120,029 134,641 237,382 262,174 $ 404,605 $ 273,502 $ 820,771 $ 527,410 Operating income: North America $ 109,584 $ 68,317 $ 219,350 $ 124,514 International 59,567 66,167 113,575 124,106 $ 169,151 $ 134,484 $ 332,925 $ 248,620 Depreciation and amortization: North America $ 32,021 $ 6,376 $ 63,943 $ 13,012 International 16,806 18,053 32,966 35,835 $ 48,827 $ 24,429 $ 96,909 $ 48,847 Capital expenditures: North America $ 3,793 $ 1,840 $ 8,017 $ 3,836 International 4,336 4,128 8,217 7,716 $ 8,129 $ 5,968 $ 16,234 $ 11,552 |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 11. Commitments and Contingencies In the ordinary course of business, the Company is involved in various pending or threatened legal actions. The Company has recorded reserves for certain legal proceedings. The amounts recorded are estimated and as additional information becomes available, the Company will reassess the potential liability related to its pending litigation and revise its estimate in the period that information becomes known. In the opinion of management, the amount of ultimate liability, if any, with respect to these actions will not have a material adverse effect on the Company’s consolidated financial position, results of operations, or liquidity. |
Summary of Significant Accoun18
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2015 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation Throughout this report, the terms “our,” “we,” “us,” and the “Company” refers to FleetCor Technologies, Inc. and its subsidiaries. The Company prepared the accompanying interim consolidated financial statements in accordance with Rule 10-01 of Regulation S-X. The unaudited interim consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2014. |
Foreign Currency Translation | Foreign Currency Translation Assets and liabilities of foreign subsidiaries are translated into U.S. dollars at the rates of exchange in effect at period-end. The related translation adjustments are made directly to accumulated other comprehensive income. Income and expenses are translated at the average monthly rates of exchange in effect during the period. Gains and losses from foreign currency transactions of these subsidiaries are included in net income. The Company recognized a foreign exchange loss of $0.7 million for the three months ended June 30, 2015 and a foreign exchange gain of $0.3 million for the three months ended June 30, 2014. The Company recognized foreign exchange losses of $2.6 million and $0.2 million for the six months ended June 30, 2015 and 2014, respectively, which are recorded within other expense, net in the Unaudited Consolidated Statements of Income. |
Adoption of New Accounting Standards | Adoption of New Accounting Standards Going Concern In August 2013, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) 2014-15 “Disclosure of Uncertainties About an Entity’s Ability to Continue as a Going Concern”, which requires entities to perform interim and annual assessments of the entity’s ability to continue as a going concern within one year of the date of issuance of the entity’s financial statements. This ASU is effective for fiscal years ending after December 15, 2016 and interim periods thereafter, with early adoption permitted. The Company’s adoption of this ASU is not expected to have a material impact on the results of operations, financial condition, or cash flows, as it is disclosure based. Discontinued Operations Reporting In April 2014, the FASB issued ASU 2014-08, “Discounted Operations Reporting” that changes the requirements for reporting discontinued operations. This update will have the impact of reducing the frequency of disposals reported as discontinued operations, by requiring such a disposal to represent a strategic shift that has a major effect on an entity’s operations and financial results. This update also expands the disclosures for discontinued operations, and requires new disclosures related to individually significant disposals that do not qualify as discontinued operations. The Company adopted this new guidance on January 1, 2015. The adoption of this ASU did not have a material impact on the results of operations, financial condition, or cash flows, as the Company did not have discontinued operations. Revenue Recognition In May 2014, the FASB issued ASC 606, “Revenue from Contracts with Customers”, which amends the guidance in former ASC 605, Revenue Recognition. This amended guidance requires revenue to be recognized in an amount that reflects the consideration to which the company expects to be entitled for those goods and services when the performance obligation has been satisfied. This amended guidance also requires enhanced disclosures regarding the nature, amount, timing and uncertainty of revenue and related cash flows arising from contracts with customers. The Company is currently evaluating the impact of the provisions of ASC 606. On July 10, 2015, the FASB approved a one year deferral, which would change the effective date of the new revenue recognition standard by one year. This ASU is effective for the Company for reporting periods beginning after December 15, 2017, but permits companies the option to adopt as of the original effective date. Stock-Based Payment Awards with Performance Targets In June 2014, the FASB issued ASU 2014-12, “Share-Based Payment Awards With Performance Targets That Are Attainable After the Requisite Service Period”, for companies that grant their employees share-based payments in which the terms of the award provide that a performance target that affects vesting could be achieved after the requisite service period. The Company adopted this new guidance on January 1, 2015. This adoption of this ASU did not have a material impact on the results of operations, financial condition, or cash flows. Simplification of Guidance on Debt Issuance Costs In April 2015, the FASB issued ASU 2015-03, “Interest—Imputation of Interest”, which changes the presentation of debt issuance costs in financial statements as a direct deduction from the related debt liability rather than as an asset. This ASU is effective for the Company for fiscal years ending after December 15, 2015 and interim periods. Early adoption is permitted. While the adoption of this ASU is not expected to have a material impact on the results of operations, financial condition, or cash flows, it will impact the presentation on the Company’s balance sheet. As of June 30, 2015 and December 31, 2014, the Company had deferred financing costs of $20.7 million and $23.2 million, respectively. |
Accounts Receivable (Tables)
Accounts Receivable (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Receivables [Abstract] | |
Company's Accounts Receivable and Securitized Accounts Receivable | The Company’s accounts receivable and securitized accounts receivable include the following at June 30, 2015 and December 31, 2014 (in thousands): June 30, December 31, Gross domestic accounts receivable $ 378,314 $ 330,466 Gross domestic securitized accounts receivable 764,000 675,000 Gross foreign receivables 455,563 367,173 Total gross receivables 1,597,877 1,372,639 Less allowance for doubtful accounts (22,400 ) (23,842 ) Net accounts and securitized accounts receivable $ 1,575,477 $ 1,348,797 |
Allowance for Doubtful Accounts Related to Accounts Receivable | A rollforward of the Company’s allowance for doubtful accounts related to accounts receivable for six months ended June 30 is as follows (in thousands): 2015 2014 Allowance for doubtful accounts beginning of period $ 23,842 $ 22,416 Add: Provision for bad debts 13,022 12,283 Less: Write-offs (14,464 ) (11,945 ) Allowance for doubtful accounts end of period $ 22,400 $ 22,754 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Financial Assets and Liabilities Measured at Fair Value | The following table presents the Company’s financial assets and liabilities which are measured at fair values on a recurring basis as of June 30, 2015 and December 31, 2014, (in thousands). Fair Value Level 1 Level 2 Level 3 June 30, 2015 Assets: Repurchase agreements $ 140,826 $ — $ 140,826 $ — Money market 55,004 — 55,004 — Certificates of deposit 6,438 — 6,438 — Total cash equivalents $ 202,268 $ — $ 202,268 $ — Fair Value Level 1 Level 2 Level 3 December 31, 2014 Assets: Repurchase agreements $ 196,616 $ — $ 196,616 $ — Money market 50,000 — 50,000 — Certificates of deposit 3,570 — 3,570 — Total cash equivalents $ 250,186 $ — $ 250,186 $ — Liabilities: Acquisition related contingent consideration $ 43,486 $ — $ — $ 43,486 |
Share Based Compensation (Table
Share Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of Expense Related to Share-Based Payments | The table below summarizes the expense recognized related to share-based payments recognized for the three and six month periods ended June 30 (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Stock options $ 4,484 $ 2,889 $ 8,842 $ 6,300 Restricted stock 9,065 4,798 21,658 11,999 Stock-based compensation $ 13,549 $ 7,687 $ 30,500 $ 18,299 |
Summary of Total Unrecognized Compensation Cost Related to Stock-Based Compensation | The following table summarizes the Company’s total unrecognized compensation cost related to stock-based compensation as of June 30, 2015 (in thousands): Unrecognized Weighted Average Stock options $ 71,153 1.80 Restricted stock 19,811 1.29 Total $ 90,964 |
Summary of Changes in Number of Shares of Common Stock Under Option | The following summarizes the changes in the number of shares of common stock under option for the six month period ended June 30, 2015 (shares and aggregate intrinsic value in thousands): Shares Weighted Options Weighted Weighted Aggregate Outstanding at December 31, 2014 5,131 $ 58.71 2,370 $ 21.75 $ 461,770 Granted 271 155.95 $ 38.07 Exercised (209 ) 33.90 25,541 Forfeited (25 ) 105.36 Outstanding at June 30, 2015 5,168 $ 64.60 2,476 $ 23.68 $ 472,719 Expected to vest as of June 30, 2015 5,168 $ 64.60 |
Schedule of Weighted-Average Assumptions | The fair value of stock option awards granted was estimated using the Black-Scholes option pricing model during the six months ended June 30, 2015 and 2014, with the following weighted-average assumptions for grants during the period. June 30 2015 2014 Risk-free interest rate 1.28 % 0.90 % Dividend yield — — Expected volatility 28.47 % 34.92 % Expected life (in years) 4.0 3.8 |
Summary of Changes in Number of Shares of Restricted Stock and Restricted Stock Units | The following table summarizes the changes in the number of shares of restricted stock and restricted stock units for the six months ended June 30, 2015 (shares in thousands): Shares Weighted Unvested at December 31, 2014 716 $ 121.38 Granted 89 155.65 Vested (100 ) 123.33 Cancelled (5 ) 35.78 Unvested at June 30, 2015 700 $ 126.67 |
Acquisitions (Tables)
Acquisitions (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Comdata Inc. [Member] | |
Summary of Acquisition Accounting | The following table summarizes the preliminary acquisition accounting for Comdata (in thousands): Restricted cash $ 93,312 Trade and other receivables 634,335 Prepaid expenses and other 16,077 Property and equipment 17,984 Goodwill 2,264,174 Other intangible assets 1,630,700 Notes and other liabilities assumed (802,273 ) Deferred tax liabilities (427,193 ) Other long term liabilities (6,841 ) Aggregate purchase price $ 3,420,275 |
Summary of Preliminary Estimated Fair Value of Intangible Assets Acquired and the Related Estimated Useful Lives | The preliminary fair value of intangible assets acquired and the related estimated useful lives consisted of the following (in thousands): Useful Lives Value Customer relationships 19 $ 1,269,700 Trade names and trademarks—indefinite N/A 237,100 Software 4 – 7 123,300 Non-competes 3 600 $ 1,630,700 |
Other Acquisitions [Member] | |
Summary of Acquisition Accounting | The following table summarizes the preliminary acquisition accounting for these acquisitions during 2014 (in thousands): Trade and other receivables $ 62,604 Prepaid expenses and other 232 Property and equipment 71 Goodwill 32,833 Other intangible assets 47,992 Notes and other liabilities assumed (66,499 ) Aggregate purchase price $ 77,233 |
Summary of Preliminary Estimated Fair Value of Intangible Assets Acquired and the Related Estimated Useful Lives | The preliminary estimated fair value of intangible assets acquired and the related estimated useful lives consisted of the following (in thousands): Useful Lives Value Customer relationships 8 $ 15,592 Trade names and trademarks—indefinite N/A 2,900 Franchisee Agreements 20 29,500 $ 47,992 |
Goodwill and Other Intangible23
Goodwill and Other Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of Changes in Goodwill by Reportable Business Segment | A summary of changes in the Company’s goodwill by reportable business segment is as follows (in thousands): December 31, Acquisition Foreign June 30, Segment North America $ 2,659,417 $ (5,569 ) $ — $ 2,653,848 International 1,152,445 — (39,222 ) 1,113,223 $ 3,811,862 (5,569 ) $ (39,222 ) $ 3,767,071 |
Schedule of Other Intangible Assets | As of June 30, 2015 and December 31, 2014 other intangible assets consisted of the following (in thousands): June 30, 2015 December 31, 2014 Weighted- Lives (Years) Gross Accumulated Net Gross Accumulated Net Customer and vendor agreements 18.4 $ 2,124,658 $ (267,629 ) $ 1,857,029 $ 2,139,339 $ (205,365 ) $ 1,933,974 Trade names and trademarks—indefinite lived N/A 335,149 — 335,149 337,467 — 337,467 Trade names and trademarks—other 14.5 3,314 (1,953 ) 1,361 3,332 (1,847 ) 1,485 Software 5.1 173,602 (37,914 ) 135,688 174,507 (21,511 ) 152,996 Non-compete agreements 5.6 16,613 (7,692 ) 8,921 17,724 (6,279 ) 11,445 Total other intangibles $ 2,653,336 $ (315,188 ) 2,338,148 $ 2,672,369 $ (235,002 ) $ 2,437,367 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Summary of Debt Instruments | The Company’s debt instruments consist primarily of term notes, revolving lines of credit and a Securitization Facility as follows (in thousands): June 30, December 31, Term note payable—domestic(a) $ 2,210,227 $ 2,261,005 Revolving line of credit A Facility—domestic(a) 370,000 595,000 Revolving line of credit A Facility—foreign(a) — 53,204 Revolving line of credit A Facility—swing line(a) 10,741 — Other debt(c) 3,619 9,508 Total notes payable and other obligations 2,594,587 2,918,717 Securitization Facility(b) 764,000 675,000 Total notes payable, credit agreements and Securitization Facility $ 3,358,587 $ 3,593,717 Current portion $ 1,246,342 $ 1,424,764 Long-term portion 2,112,245 2,168,953 Total notes payable, credit agreements and Securitization Facility $ 3,358,587 $ 3,593,717 (a) On October 24, 2014, the Company entered into a new $3.355 billion Credit Agreement, which provides for senior secured credit facilities consisting of (a) a revolving A credit facility in the amount of $1.0 billion, with sublimits for letters of credit, swing line loans and multicurrency borrowings, (b) a revolving B facility in the amount of $35 million for loans in Australian Dollars or New Zealand Dollars, (c) a term loan A facility in the amount of $2.02 billion and (d) a term loan B facility in the amount $300 million. The Credit Agreement also contains an accordion feature for borrowing an additional $500 million in term A or revolver A and term B. Interest on amounts outstanding under the Credit Agreement (other than the term loan B facility) accrues based on the British Bankers Association LIBOR Rate (the Eurocurrency Rate), plus a margin based on a leverage ratio, or our option, the Base Rate (defined as the rate equal to the highest of (a) the Federal Funds Rate plus 0.50%, (b) the prime rate announced by Bank of America, N.A., or (c) the Eurocurrency Rate plus 1.00%) plus a margin based on a leverage ratio. Interest is payable quarterly in arrears. Interest on the term loan B facility accrues based on the Eurocurrency Rate or the Base Rate, as described above, except that the applicable margin is fixed at 3% for Eurocurency Loans and at 2% for Base Rate Loans. In addition, the Company pays a quarterly commitment fee at a rate per annum ranging from 0.20% to 0.40% of the daily unused portion of the credit facility. The stated maturity dates for the term loan A, revolving loans, and letters of credit under the New Credit Agreement is November 14, 2019 and November 14, 2021 for the term loan B. The Company has unamortized debt discounts of $6.7 million related to the term A facility and $1.3 million related to the term B facility at June 30, 2015. (b) The Company is party to a $1.2 billion receivables purchase agreement (Securitization Facility) that was amended and restated for the fifth time on November 14, 2014 in connection with the Comdata acquisition. There is a program fee equal to one month LIBOR and the Commercial Paper Rate of 0.21% plus 0.90% and 0.18% plus 0.90% as of June 30, 2015 and December 31, 2014, respectively. The unused facility fee is payable at a rate of 0.40% per annum as of June 30, 2015 and December 31, 2014. (c) Other debt includes other deferred liabilities associated with certain of our businesses and is recorded within notes payable and other obligations, less current portion in the consolidated Balance Sheets. |
Income Taxes (Tables)
Income Taxes (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Summary of Provision for Income Taxes and U.S. Federal Tax Rate | The provision for income taxes differs from amounts computed by applying the U.S. federal tax rate of 35% to income before income taxes for the three months ended June 30, 2015 and 2014 due to the following (in thousands): 2015 2014 Computed “expected” tax expense $ 50,852 35.0 % $ 44,784 35.0 % Changes resulting from: Foreign income tax differential (5,747 ) (4.0 ) (5,761 ) (4.5 ) State taxes net of federal benefits 2,022 1.4 1,466 1.2 Foreign-sourced nontaxable income (4,061 ) (2.8 ) (3,484 ) (2.7 ) Other 3,547 2.5 2,401 1.8 Provision for income taxes $ 46,613 32.1 % $ 39,406 30.8 % |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Earnings Per Share [Abstract] | |
Summary of Earnings Per Share, Basic and Diluted | The calculation and reconciliation of basic and diluted earnings per share for the three months ended June 30 (in thousands, except per share data) follows: Three Months Ended Six Months Ended 2015 2014 2015 2014 Net income $ 98,678 $ 88,549 $ 192,831 $ 163,658 Denominator for basic and diluted earnings per share: Denominator for basic earnings per share 91,904 82,996 91,828 82,867 Dilutive securities 2,146 2,821 2,164 2,890 Denominator for diluted earnings per share 94,050 85,817 93,992 85,757 Basic earnings per share $ 1.07 $ 1.07 $ 2.10 $ 1.97 Diluted earnings per share $ 1.05 $ 1.03 $ 2.05 $ 1.91 |
Segments (Tables)
Segments (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Segment Reporting [Abstract] | |
Schedule of Company's Segment Results | The Company’s segment results are as follows as of and for the three and six month periods ended June 30 (in thousands): Three months ended Six months ended 2015 2014 2015 2014 Revenues, net: North America $ 284,576 $ 138,861 $ 583,389 $ 265,236 International 120,029 134,641 237,382 262,174 $ 404,605 $ 273,502 $ 820,771 $ 527,410 Operating income: North America $ 109,584 $ 68,317 $ 219,350 $ 124,514 International 59,567 66,167 113,575 124,106 $ 169,151 $ 134,484 $ 332,925 $ 248,620 Depreciation and amortization: North America $ 32,021 $ 6,376 $ 63,943 $ 13,012 International 16,806 18,053 32,966 35,835 $ 48,827 $ 24,429 $ 96,909 $ 48,847 Capital expenditures: North America $ 3,793 $ 1,840 $ 8,017 $ 3,836 International 4,336 4,128 8,217 7,716 $ 8,129 $ 5,968 $ 16,234 $ 11,552 |
Summary of Significant Accoun28
Summary of Significant Accounting Policies - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Accounting Policies [Abstract] | |||||
Foreign exchange gain (loss) recognized | $ (0.7) | $ 0.3 | $ (2.6) | $ (0.2) | |
Deferred financing costs | $ 20.7 | $ 20.7 | $ 23.2 |
Accounts Receivable - Additiona
Accounts Receivable - Additional Information (Detail) - USD ($) | 6 Months Ended | |
Jun. 30, 2015 | Dec. 31, 2014 | |
Receivables [Abstract] | ||
Securitized accounts receivable facility | $ 1,200,000,000 | |
Maximum undivided ownership interest pooled accounts receivable amount sold | 1,200,000,000 | |
Short-term debt outstanding | $ 764,000,000 | $ 675,000,000 |
Accounts Receivable - Company's
Accounts Receivable - Company's Accounts Receivable and Securitized Accounts Receivable (Detail) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 | Jun. 30, 2014 | Dec. 31, 2013 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||
Gross domestic securitized accounts receivable | $ 764,000 | $ 675,000 | ||
Accounts Receivable, Gross | 1,597,877 | 1,372,639 | ||
Less allowance for doubtful accounts | (22,400) | (23,842) | $ (22,754) | $ (22,416) |
Net accounts and securitized accounts receivable | 1,575,477 | 1,348,797 | ||
Accounts Receivable Domestic [Member] | ||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||
Accounts Receivable, Gross | 378,314 | 330,466 | ||
Accounts Receivable Foreign [Member] | ||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||
Accounts Receivable, Gross | $ 455,563 | $ 367,173 |
Accounts Receivable - Allowance
Accounts Receivable - Allowance for Doubtful Accounts Related to Accounts Receivable (Detail) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Receivables [Abstract] | ||
Allowance for doubtful accounts beginning of period | $ 23,842 | $ 22,416 |
Provision for bad debts | 13,022 | 12,283 |
Write-offs | (14,464) | (11,945) |
Allowance for doubtful accounts end of period | $ 22,400 | $ 22,754 |
Fair Value Measurements - Finan
Fair Value Measurements - Financial Assets and Liabilities Measured at Fair Value (Detail) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents | $ 202,268 | $ 250,186 |
Acquisition related contingent consideration | 43,486 | |
Repurchase Agreements [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents | 140,826 | 196,616 |
Money Markets [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents | 55,004 | 50,000 |
Certificates of Deposit [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents | 6,438 | 3,570 |
Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents | 202,268 | 250,186 |
Level 2 [Member] | Repurchase Agreements [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents | 140,826 | 196,616 |
Level 2 [Member] | Money Markets [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents | 55,004 | 50,000 |
Level 2 [Member] | Certificates of Deposit [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total cash equivalents | $ 6,438 | 3,570 |
Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Acquisition related contingent consideration | $ 43,486 |
Share Based Compensation - Summ
Share Based Compensation - Summary of Expense Related to Share-Based Payments (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation | $ 13,549 | $ 7,687 | $ 30,500 | $ 18,299 |
Stock Options [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation | 4,484 | 2,889 | 8,842 | 6,300 |
Restricted Stock [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation | $ 9,065 | $ 4,798 | $ 21,658 | $ 11,999 |
Share Based Compensation - Addi
Share Based Compensation - Additional Information (Detail) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Tax benefits recorded on stock based compensation | $ 10.8 | $ 6.2 |
Aggregate intrinsic value of options exercisable | $ 327.8 | |
Weighted average remaining contractual term of options exercisable (in years) | 5 years 4 months 24 days | |
Minimum [Member] | Stock Options [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Period of vesting provisions (in years) | 1 year | |
Minimum [Member] | Restricted Stock [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Period of vesting provisions (in years) | 1 year | |
Maximum [Member] | Stock Options [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Period of vesting provisions (in years) | 6 years | |
Maximum [Member] | Restricted Stock [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Period of vesting provisions (in years) | 4 years |
Share Based Compensation - Su35
Share Based Compensation - Summary of Total Unrecognized Compensation Cost Related to Stock-Based Compensation (Detail) - Jun. 30, 2015 - USD ($) $ in Thousands | Total |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized Compensation Cost | $ 90,964 |
Stock Options [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized Compensation Cost | $ 71,153 |
Weighted Average Period of Expense Recognition (in Years) | 1 year 9 months 18 days |
Restricted Stock [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized Compensation Cost | $ 19,811 |
Weighted Average Period of Expense Recognition (in Years) | 1 year 3 months 15 days |
Share Based Compensation - Su36
Share Based Compensation - Summary of Changes in Number of Shares of Common Stock Under Option (Detail) - Jun. 30, 2015 - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | Total |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Shares, Outstanding, Beginning Balance | 5,131 |
Shares, Granted | 271 |
Shares, Exercised | (209) |
Shares, Forfeited | (25) |
Shares, Outstanding, Ending Balance | 5,168 |
Shares,Expected to vest | 5,168 |
Weighted Average Exercise Price, Outstanding, Beginning balance | $ 58.71 |
Weighted Average Exercise Price, Granted | 155.95 |
Weighted Average Exercise Price, Exercised | 33.90 |
Weighted Average Exercise Price, Forfeited | 105.36 |
Weighted Average Exercise Price, Outstanding, Ending balance | 64.60 |
Weighted Average Exercise Price, Expected to vest | $ 64.60 |
Options Exercisable at End of Period, Outstanding, Beginning Balance | 2,370 |
Options Exercisable at End of Period, Outstanding, Ending Balance | 2,476 |
Weighted Average Exercise Price of Exercisable Options, Outstanding, Beginning Balance | $ 21.75 |
Weighted Average Exercise Price of Exercisable Options, Outstanding, Ending Balance | 23.68 |
Weighted Average Fair Value of Options Granted During the Period, Granted | $ 38.07 |
Aggregate Intrinsic Value, Outstanding, Beginning Balance | $ 461,770 |
Aggregate Intrinsic Value, Exercised | 25,541 |
Aggregate Intrinsic Value, Outstanding, Ending Balance | $ 472,719 |
Share Based Compensation - Sche
Share Based Compensation - Schedule of Weighted-Average Assumptions (Detail) - Stock Options [Member] | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Risk-free interest rate | 1.28% | 0.90% |
Dividend yield | 0.00% | 0.00% |
Expected volatility | 28.47% | 34.92% |
Expected life (in years) | 4 years | 3 years 9 months 18 days |
Share Based Compensation - Su38
Share Based Compensation - Summary of Changes in Number of Shares of Restricted Stock and Restricted Stock Units (Detail) - 6 months ended Jun. 30, 2015 - $ / shares shares in Thousands | Total |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Shares, Unvested, Beginning balance | 716 |
Shares, Granted | 89 |
Shares, Vested | (100) |
Shares, Cancelled | (5) |
Shares, Unvested, Ending balance | 700 |
Weighted Average Grant Date Fair Value, Unvested, Beginning balance | $ 121.38 |
Weighted Average Grant Date Fair Value, Granted | 155.65 |
Weighted Average Grant Date Fair Value, Vested | 123.33 |
Weighted Average Grant Date Fair Value, Cancelled | 35.78 |
Weighted Average Grant Date Fair Value, Unvested, Ending balance | $ 126.67 |
Acquisition - Additional Inform
Acquisition - Additional Information (Detail) - USD ($) $ in Thousands, shares in Millions | Nov. 14, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 |
Business Acquisition [Line Items] | ||||
Aggregate purchase price | $ 5,900 | |||
Deferred payments of previous acquisitions | 2,100 | |||
Aggregate purchase price | $ 7,954 | $ 189,850 | $ 3,670,000 | |
Cash acquired | $ 165,800 | |||
Issuance of new debt in acquisition | $ 2,400,000 | |||
Comdata Inc. [Member] | ||||
Business Acquisition [Line Items] | ||||
Aggregate purchase price | $ 3,420,000 | |||
Business acquisition date | Nov. 14, 2014 | |||
Ceridian Llc [Member] | Common Stock [Member] | ||||
Business Acquisition [Line Items] | ||||
Common shares issued to finance acquisition | 7.6 |
Acquisition - Summary of Purcha
Acquisition - Summary of Purchase Price Allocation (Detail) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 | Nov. 14, 2014 |
Business Acquisition [Line Items] | |||
Goodwill | $ 3,767,071 | $ 3,811,862 | |
Comdata Inc. [Member] | |||
Business Acquisition [Line Items] | |||
Restricted cash | $ 93,312 | ||
Trade and other receivables | 634,335 | ||
Prepaid expenses and other | 16,077 | ||
Property and equipment | 17,984 | ||
Goodwill | 2,264,174 | ||
Other intangible assets | 1,630,700 | ||
Notes and other liabilities assumed | (802,273) | ||
Deferred tax liabilities | (427,193) | ||
Other long term liabilities | (6,841) | ||
Aggregate purchase price | $ 3,420,275 | ||
Other Acquisitions [Member] | |||
Business Acquisition [Line Items] | |||
Trade and other receivables | 62,604 | ||
Prepaid expenses and other | 232 | ||
Property and equipment | 71 | ||
Goodwill | 32,833 | ||
Other intangible assets | 47,992 | ||
Notes and other liabilities assumed | (66,499) | ||
Aggregate purchase price | $ 77,233 |
Acquisition - Summary of Prelim
Acquisition - Summary of Preliminary Estimated Fair Value of Intangible Assets Acquired and the Related Estimated Useful Lives (Detail) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2015 | Dec. 31, 2014 | |
Comdata Inc. [Member] | ||
Business Acquisition [Line Items] | ||
Intangible assets | $ 1,630,700 | |
Comdata Inc. [Member] | Trade Names And Trademarks Indefinite Lived [Member] | ||
Business Acquisition [Line Items] | ||
Intangible assets | 237,100 | |
Other Acquisitions [Member] | ||
Business Acquisition [Line Items] | ||
Intangible assets | 47,992 | |
Other Acquisitions [Member] | Trade Names And Trademarks Indefinite Lived [Member] | ||
Business Acquisition [Line Items] | ||
Intangible assets | $ 2,900 | |
Customer Relationships [Member] | Comdata Inc. [Member] | ||
Business Acquisition [Line Items] | ||
Useful Lives (in Years) | 19 years | |
Intangible assets | $ 1,269,700 | |
Customer Relationships [Member] | Other Acquisitions [Member] | ||
Business Acquisition [Line Items] | ||
Useful Lives (in Years) | 8 years | |
Intangible assets | $ 15,592 | |
Software [Member] | ||
Business Acquisition [Line Items] | ||
Useful Lives (in Years) | 5 years 1 month 6 days | |
Software [Member] | Comdata Inc. [Member] | ||
Business Acquisition [Line Items] | ||
Intangible assets | $ 123,300 | |
Software [Member] | Comdata Inc. [Member] | Minimum [Member] | ||
Business Acquisition [Line Items] | ||
Useful Lives (in Years) | 4 years | |
Software [Member] | Comdata Inc. [Member] | Maximum [Member] | ||
Business Acquisition [Line Items] | ||
Useful Lives (in Years) | 7 years | |
Non-compete [Member] | ||
Business Acquisition [Line Items] | ||
Useful Lives (in Years) | 5 years 7 months 6 days | |
Non-compete [Member] | Comdata Inc. [Member] | ||
Business Acquisition [Line Items] | ||
Useful Lives (in Years) | 3 years | |
Intangible assets | $ 600 | |
Franchisee Agreement [Member] | Other Acquisitions [Member] | ||
Business Acquisition [Line Items] | ||
Useful Lives (in Years) | 20 years | |
Intangible assets | $ 29,500 |
Goodwill and Other Intangible42
Goodwill and Other Intangible Assets - Summary of Changes in Goodwill by Reportable Business Segment (Detail) $ in Thousands | 6 Months Ended |
Jun. 30, 2015USD ($) | |
Goodwill [Line Items] | |
Goodwill, Beginning Balance | $ 3,811,862 |
Acquisitions | (5,569) |
Foreign Currency | (39,222) |
Goodwill, Ending Balance | 3,767,071 |
North America [Member] | |
Goodwill [Line Items] | |
Goodwill, Beginning Balance | 2,659,417 |
Acquisitions | (5,569) |
Goodwill, Ending Balance | 2,653,848 |
International [Member] | |
Goodwill [Line Items] | |
Goodwill, Beginning Balance | 1,152,445 |
Foreign Currency | (39,222) |
Goodwill, Ending Balance | $ 1,113,223 |
Goodwill and Other Intangible43
Goodwill and Other Intangible Assets - Schedule of Other Intangible Assets (Detail) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Dec. 31, 2014 | |
Finite And Indefinite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amounts | $ 2,653,336 | $ 2,672,369 |
Accumulated Amortization | (315,188) | (235,002) |
Net Carrying Amount | 2,338,148 | 2,437,367 |
Trade Names And Trademarks Indefinite Lived [Member] | ||
Finite And Indefinite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amounts | 335,149 | 337,467 |
Net Carrying Amount | $ 335,149 | 337,467 |
Customer and Vendor Agreements [Member] | ||
Finite And Indefinite Lived Intangible Assets [Line Items] | ||
Useful Lives (Years) | 18 years 4 months 24 days | |
Gross Carrying Amounts | $ 2,124,658 | 2,139,339 |
Accumulated Amortization | (267,629) | (205,365) |
Net Carrying Amount | $ 1,857,029 | 1,933,974 |
Trade Names and Trademarks [Member] | ||
Finite And Indefinite Lived Intangible Assets [Line Items] | ||
Useful Lives (Years) | 14 years 6 months | |
Gross Carrying Amounts | $ 3,314 | 3,332 |
Accumulated Amortization | (1,953) | (1,847) |
Net Carrying Amount | $ 1,361 | 1,485 |
Software [Member] | ||
Finite And Indefinite Lived Intangible Assets [Line Items] | ||
Useful Lives (Years) | 5 years 1 month 6 days | |
Gross Carrying Amounts | $ 173,602 | 174,507 |
Accumulated Amortization | (37,914) | (21,511) |
Net Carrying Amount | $ 135,688 | 152,996 |
Non-compete [Member] | ||
Finite And Indefinite Lived Intangible Assets [Line Items] | ||
Useful Lives (Years) | 5 years 7 months 6 days | |
Gross Carrying Amounts | $ 16,613 | 17,724 |
Accumulated Amortization | (7,692) | (6,279) |
Net Carrying Amount | $ 8,921 | $ 11,445 |
Goodwill and Other Intangible44
Goodwill and Other Intangible Assets - Additional Information (Detail) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Amortization expense of intangible assets | $ 80,186 | $ 36,482 |
Impact of foreign exchange rates on intangible assets | $ 24,500 |
Debt - Summary of Debt Instrume
Debt - Summary of Debt Instruments (Detail) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Debt Instrument [Line Items] | ||
Term note payable-domestic, net of discounts | $ 2,210,227 | $ 2,261,005 |
Other debt | 3,619 | 9,508 |
Total notes payable and other obligations | 2,594,587 | 2,918,717 |
Securitization facility | 764,000 | 675,000 |
Total notes payable, credit agreements and Securitization Facility | 3,358,587 | 3,593,717 |
Current portion | 1,246,342 | 1,424,764 |
Long-term portion | 2,112,245 | 2,168,953 |
Domestic Line of Credit [Member] | ||
Debt Instrument [Line Items] | ||
Revolving line of credit | 370,000 | 595,000 |
Foreign Revolving Line of Credit Facility A [Member] | ||
Debt Instrument [Line Items] | ||
Revolving line of credit | $ 53,204 | |
Swing Line of Credit [Member] | ||
Debt Instrument [Line Items] | ||
Revolving line of credit | $ 10,741 |
Debt - Summary of Debt Instru46
Debt - Summary of Debt Instruments (Parenthetical) (Detail) - USD ($) | Oct. 24, 2014 | Jun. 30, 2015 | Dec. 31, 2014 |
Secured Debt [Member] | |||
Debt Instrument [Line Items] | |||
Borrowing limit on revolving line of credit | $ 3,355,000,000 | ||
Additional borrowing capacity | $ 500,000,000 | ||
Eurocurrency Rate Loans [Member] | Secured Debt [Member] | |||
Debt Instrument [Line Items] | |||
Fixed interest on line of credit | 3.00% | ||
Base Rate [Member] | Secured Debt [Member] | |||
Debt Instrument [Line Items] | |||
Fixed interest on line of credit | 2.00% | ||
Minimum [Member] | Secured Debt [Member] | |||
Debt Instrument [Line Items] | |||
Unused facility fee, as percentage of unused portion | 0.20% | ||
Minimum [Member] | Federal Funds Rate Plus [Member] | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 0.50% | ||
Maximum [Member] | Secured Debt [Member] | |||
Debt Instrument [Line Items] | |||
Unused facility fee, as percentage of unused portion | 0.40% | ||
Maximum [Member] | Eurodollar [Member] | Secured Debt [Member] | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 1.00% | ||
Revolving A Facility [Member] | Secured Debt [Member] | |||
Debt Instrument [Line Items] | |||
Borrowing limit on revolving line of credit | $ 1,000,000,000 | ||
Revolving B Facility [Member] | Secured Debt [Member] | |||
Debt Instrument [Line Items] | |||
Borrowing limit on revolving line of credit | 35,000,000 | ||
Term Loan A [Member] | |||
Debt Instrument [Line Items] | |||
Debt maturity date | Nov. 14, 2019 | ||
Line of credit facility initial borrowing, unamortized debt discount | $ 6,700,000 | ||
Term Loan A [Member] | Secured Debt [Member] | |||
Debt Instrument [Line Items] | |||
Borrowing limit on revolving line of credit | 2,020,000,000 | ||
Term Loan B [Member] | |||
Debt Instrument [Line Items] | |||
Debt maturity date | Nov. 14, 2021 | ||
Line of credit facility initial borrowing, unamortized debt discount | $ 1,300,000 | ||
Term Loan B [Member] | Secured Debt [Member] | |||
Debt Instrument [Line Items] | |||
Borrowing limit on revolving line of credit | $ 300,000,000 | ||
Securitization Facility [Member] | |||
Debt Instrument [Line Items] | |||
Unused facility fee, as percentage of unused portion | 0.40% | 0.40% | |
Program fee | One month LIBOR | ||
Securitization Facility [Member] | First Amendment [Member] | |||
Debt Instrument [Line Items] | |||
Amended securitization facility | $ 1,200,000,000 | ||
Securitization Facility [Member] | Commercial Paper [Member] | |||
Debt Instrument [Line Items] | |||
Basis spread on variable rate | 0.90% | 0.90% | |
Program fee rate | 0.21% | 0.18% |
Income taxes - Additional Infor
Income taxes - Additional Information (Detail) | 3 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Income Tax Disclosure [Abstract] | ||
Income tax expense at federal statutory rate, rate | 35.00% | 35.00% |
Income Taxes - Summary of Provi
Income Taxes - Summary of Provision for Income Taxes and U.S. Federal Tax Rate (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Income Tax Disclosure [Abstract] | ||||
Computed "expected" tax expense, amount | $ 50,852 | $ 44,784 | ||
Foreign income tax differential, amount | (5,747) | (5,761) | ||
State taxes net of federal benefits, amount | 2,022 | 1,466 | ||
Foreign-sourced nontaxable income, amount | (4,061) | (3,484) | ||
Other, amount | 3,547 | 2,401 | ||
Provision for income taxes, amount | $ 46,613 | $ 39,406 | $ 92,108 | $ 72,428 |
Computed "expected" tax expense, rate | 35.00% | 35.00% | ||
Foreign income tax differential, rate | (4.00%) | (4.50%) | ||
State taxes net of federal benefits, rate | 1.40% | 1.20% | ||
Foreign-sourced nontaxable income, rate | (2.80%) | (2.70%) | ||
Other, rate | 2.50% | 1.80% | ||
Provision for income taxes, rate | 32.10% | 30.80% |
Earnings Per Share - Summary of
Earnings Per Share - Summary of Earnings Per Share, Basic and Diluted (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Earnings Per Share [Abstract] | ||||
Net income | $ 98,678 | $ 88,549 | $ 192,831 | $ 163,658 |
Denominator for basic and diluted earnings per share: | ||||
Denominator for basic earnings per share | 91,904 | 82,996 | 91,828 | 82,867 |
Dilutive securities | 2,146 | 2,821 | 2,164 | 2,890 |
Denominator for diluted earnings per share | 94,050 | 85,817 | 93,992 | 85,757 |
Basic earnings per share | $ 1.07 | $ 1.07 | $ 2.10 | $ 1.97 |
Diluted earnings per share | $ 1.05 | $ 1.03 | $ 2.05 | $ 1.91 |
Earnings Per Share - Additional
Earnings Per Share - Additional Information (Detail) - shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Diluted earnings per share excludes antidilutive effect | 0 | 0 | ||
Stock Options [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Diluted earnings per share excludes antidilutive effect | 31,000 | |||
Performance Based Restricted Stock [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Diluted earnings per share excludes antidilutive effect | 500,000 |
Segments - Additional Informati
Segments - Additional Information (Detail) | 6 Months Ended |
Jun. 30, 2015Segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 2 |
Segments - Schedule of Company'
Segments - Schedule of Company's Segment Results (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Segment Reporting Information [Line Items] | ||||
Revenues, net | $ 404,605 | $ 273,502 | $ 820,771 | $ 527,410 |
Operating income | 169,151 | 134,484 | 332,925 | 248,620 |
Depreciation and amortization | 48,827 | 24,429 | 96,909 | 48,847 |
Capital expenditures | 8,129 | 5,968 | 16,234 | 11,552 |
North America [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenues, net | 284,576 | 138,861 | 583,389 | 265,236 |
Operating income | 109,584 | 68,317 | 219,350 | 124,514 |
Depreciation and amortization | 32,021 | 6,376 | 63,943 | 13,012 |
Capital expenditures | 3,793 | 1,840 | 8,017 | 3,836 |
International [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenues, net | 120,029 | 134,641 | 237,382 | 262,174 |
Operating income | 59,567 | 66,167 | 113,575 | 124,106 |
Depreciation and amortization | 16,806 | 18,053 | 32,966 | 35,835 |
Capital expenditures | $ 4,336 | $ 4,128 | $ 8,217 | $ 7,716 |