Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2018 | Jul. 27, 2018 | |
Entity Information [Line Items] | ||
Entity Registrant Name | Quad/Graphics, Inc. | |
Entity Central Index Key | 1,481,792 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2018 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Trading Symbol | QUAD | |
Common Class A | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 38,118,828 | |
Common Class B | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 13,556,858 | |
Common Class C | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 0 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Net sales | ||||
Products | $ 803.4 | $ 819.4 | $ 1,604.5 | $ 1,673.7 |
Services | 212.1 | 143.8 | 378.5 | 288.1 |
Total net sales | 1,015.5 | 963.2 | 1,983 | 1,961.8 |
Cost of sales | ||||
Products | 664.4 | 663.4 | 1,329.6 | 1,345.8 |
Services | 162.3 | 101.6 | 289.5 | 200.3 |
Total cost of sales | 826.7 | 765 | 1,619.1 | 1,546.1 |
Operating expenses | ||||
Selling, general and administrative expenses | 99.2 | 104.3 | 186.1 | 202.9 |
Depreciation and amortization | 58.3 | 58.5 | 114.5 | 117.2 |
Restructuring, impairment and transaction-related charges | 10.4 | 5.3 | 35.3 | 14.5 |
Total operating expenses | 994.6 | 933.1 | 1,955 | 1,880.7 |
Operating income | 20.9 | 30.1 | 28 | 81.1 |
Interest expense | 18.4 | 17.6 | 35.7 | 35.8 |
Net pension income | (3.1) | (2.6) | (6.2) | (5.2) |
Loss on debt extinguishment | 0 | 0 | 0 | 2.6 |
Earnings (loss) before income taxes and equity in (earnings) loss of unconsolidated entity | 5.6 | 15.1 | (1.5) | 47.9 |
Income tax (benefit) expense | (3.7) | 8.3 | (7) | 15 |
Earnings before equity in (earnings) loss of unconsolidated entity | 9.3 | 6.8 | 5.5 | 32.9 |
Equity in (earnings) loss of unconsolidated entity | (0.2) | 0.1 | (0.5) | 0.8 |
Net earnings | 9.5 | 6.7 | 6 | 32.1 |
Net earnings attributable to noncontrolling interests | 0.1 | 0 | 0.1 | 0 |
Net earnings attributable to Quad/Graphics common shareholders | $ 9.4 | $ 6.7 | $ 5.9 | $ 32.1 |
Earnings per share attributable to Quad/Graphics common shareholders | ||||
Basic (in dollars per share) | $ 0.19 | $ 0.14 | $ 0.12 | $ 0.65 |
Diluted (in dollars per share) | 0.18 | 0.13 | 0.11 | 0.62 |
Dividends declared per share (in dollars per share) | $ 0.30 | $ 0.30 | $ 0.60 | $ 0.60 |
Weighted average number of common shares outstanding | ||||
Basic (in shares) | 50.8 | 49.5 | 50.5 | 49.3 |
Diluted (in shares) | 52.5 | 51.7 | 52.3 | 51.6 |
Condensed Consolidated Stateme3
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Statement of Comprehensive Income [Abstract] | ||||
Net earnings | $ 9.5 | $ 6.7 | $ 6 | $ 32.1 |
Other comprehensive income (loss) | ||||
Translation adjustments | (15.6) | 3.7 | (10) | 11.4 |
Interest rate swap adjustments | 1.4 | (1.1) | 5.1 | (0.7) |
Other comprehensive income (loss), before tax | (14.2) | 2.6 | (4.9) | 10.7 |
Income tax impact related to items of other comprehensive income (loss) | (0.4) | 0.3 | (1.2) | 0.3 |
Other comprehensive income (loss), net of tax | (14.6) | 2.9 | (6.1) | 11 |
Total comprehensive income (loss) | (5.1) | 9.6 | (0.1) | 43.1 |
Less: comprehensive (income) loss attributable to noncontrolling interests | (0.1) | 0 | (0.1) | 0 |
Comprehensive income (loss) attributable to Quad/Graphics common shareholders | $ (5.2) | $ 9.6 | $ (0.2) | $ 43.1 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Millions | Jun. 30, 2018 | Dec. 31, 2017 |
ASSETS | ||
Cash and cash equivalents | $ 8.9 | $ 64.4 |
Receivables, less allowances for doubtful accounts of $27.0 million at June 30, 2018, and $28.9 million at December 31, 2017 | 510.4 | 552.5 |
Inventories | 290.7 | 246.5 |
Prepaid expenses and other current assets | 68.1 | 45.1 |
Total current assets | 878.1 | 908.5 |
Property, plant and equipment—net | 1,306.8 | 1,377.6 |
Goodwill | 56.1 | 0 |
Other intangible assets—net | 128.5 | 43.4 |
Equity method investment in unconsolidated entity | 3.5 | 3.6 |
Other long-term assets | 96.9 | 119.3 |
Total assets | 2,469.9 | 2,452.4 |
LIABILITIES AND SHAREHOLDERS' EQUITY | ||
Accounts payable | 396.1 | 381.6 |
Accrued liabilities | 272.1 | 316.7 |
Short-term debt and current portion of long-term debt | 36.9 | 42 |
Current portion of capital lease obligations | 5.4 | 5.6 |
Total current liabilities | 710.5 | 745.9 |
Long-term debt | 993.2 | 903.5 |
Capital lease obligations | 12.3 | 13.7 |
Deferred income taxes | 44.9 | 41.9 |
Other long-term liabilities | 205.7 | 225 |
Total liabilities | 1,966.6 | 1,930 |
Commitments and contingencies (Note 8) | ||
Shareholders' equity | ||
Preferred stock | 0 | 0 |
Additional paid-in capital | 854.5 | 861.1 |
Treasury stock, at cost | (55) | (52.8) |
Accumulated deficit | (182.7) | (162.9) |
Accumulated other comprehensive loss | (133.4) | (124.4) |
Quad/Graphics' shareholders' equity | 484.8 | 522.4 |
Noncontrolling interests | 18.5 | 0 |
Total shareholders' equity and noncontrolling interests | 503.3 | 522.4 |
Total liabilities and shareholders' equity | 2,469.9 | 2,452.4 |
Common Class A | ||
Shareholders' equity | ||
Common stock | 1 | 1 |
Common Class B | ||
Shareholders' equity | ||
Common stock | 0.4 | 0.4 |
Common Class C | ||
Shareholders' equity | ||
Common stock | $ 0 | $ 0 |
Condensed Consolidated Balance5
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions | Jun. 30, 2018 | Dec. 31, 2017 |
Statement of Financial Position [Abstract] | ||
Allowances for doubtful accounts | $ 27 | $ 28.9 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows - USD ($) | 6 Months Ended | |
Jun. 30, 2018 | Jun. 30, 2017 | |
Statement of Cash Flows [Abstract] | ||
Net earnings | $ 6,000,000 | $ 32,100,000 |
Adjustments to reconcile net earnings to net cash provided by operating activities: | ||
Depreciation and amortization | 114,500,000 | 117,200,000 |
Employee stock ownership plan contribution | 22,300,000 | 0 |
Impairment charges | 11,500,000 | 700,000 |
Amortization of debt issuance costs and original issue discount | 1,700,000 | 1,800,000 |
Loss on debt extinguishment | 0 | 2,600,000 |
Stock-based compensation | 9,100,000 | 9,700,000 |
Gain from property insurance claims | (18,300,000) | (5,000,000) |
Gain on the sale or disposal of property, plant and equipment | (2,100,000) | (7,100,000) |
Deferred income taxes | 1,100,000 | 6,400,000 |
Equity in (earnings) loss of unconsolidated entity | (500,000) | 800,000 |
Changes in operating assets and liabilities—net of acquisitions | (104,800,000) | (47,000,000) |
Net cash provided by operating activities | 40,500,000 | 112,200,000 |
INVESTING ACTIVITIES | ||
Purchases of property, plant and equipment | (53,800,000) | (42,800,000) |
Proceeds from the sale of property, plant and equipment | 8,900,000 | 21,800,000 |
Proceeds from property insurance claims | 14,500,000 | 5,000,000 |
Loan to an unconsolidated entity | 0 | (5,000,000) |
Acquisition of businesses—net of cash acquired | (71,400,000) | 0 |
Net cash used in investing activities | (101,800,000) | (21,000,000) |
FINANCING ACTIVITIES | ||
Proceeds from issuance of long-term debt | 0 | 375,000,000 |
Payments of long-term debt | (21,500,000) | (409,200,000) |
Payments of capital lease obligations | (3,400,000) | (4,200,000) |
Borrowings on revolving credit facilities | 896,600,000 | 270,600,000 |
Payments on revolving credit facilities | (791,900,000) | (287,400,000) |
Payments of debt issuance costs and financing fees | 0 | (4,700,000) |
Purchases of treasury stock | (36,700,000) | 0 |
Proceeds from stock options exercised | 4,000,000 | 2,400,000 |
Equity awards redeemed to pay employees' tax obligations | (7,500,000) | (5,900,000) |
Payment of cash dividends | (32,200,000) | (31,700,000) |
Other financing activities | 0 | (4,100,000) |
Net cash provided by (used in) financing activities | 7,400,000 | (99,200,000) |
Effect of exchange rates on cash and cash equivalents | (1,600,000) | (500,000) |
Net decrease in cash and cash equivalents | (55,500,000) | (8,500,000) |
Cash and cash equivalents at beginning of period | 64,400,000 | 19,200,000 |
Cash and cash equivalents at end of period | $ 8,900,000 | $ 10,700,000 |
Basis of Presentation
Basis of Presentation | 6 Months Ended |
Jun. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements for Quad/Graphics, Inc. and its subsidiaries (the "Company" or "Quad/Graphics") have been prepared by the Company pursuant to the rules and regulations for interim financial information of the United States Securities and Exchange Commission (" SEC "). Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (" GAAP ") have been omitted pursuant to such SEC rules and regulations. These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated annual financial statements as of and for the year ended December 31, 2017 , and notes thereto included in the Company's latest Annual Report on Form 10-K filed with the SEC on February 21, 2018 . The Company is subject to seasonality in its quarterly results as net sales and operating income are higher in the third and fourth quarters of the calendar year as compared to the first and second quarters. The fourth quarter is typically the highest seasonal quarter for cash flows from operating activities due to the reduction of working capital requirements that reach peak levels during the third quarter. Seasonality is driven by increased magazine advertising page counts, retail inserts, catalogs and books primarily due to back-to-school and holiday-related advertising and promotions. The Company expects this seasonality impact to continue in future years. The financial information contained herein reflects all adjustments, in the opinion of management, necessary for a fair presentation of the Company's results of operations for the three and six months ended June 30, 2018 and 2017 . All of these adjustments are of a normal recurring nature, except as otherwise noted. All intercompany transactions have been eliminated in consolidation. These unaudited condensed consolidated financial statements include estimates and assumptions of management that affect the amounts reported in the condensed consolidated financial statements. Actual results could differ from these estimates. Revenue Recognition On January 1, 2018, the Company adopted Accounting Standards Update 2014-09, "Revenue from Contracts with Customers" ("Topic 606"), which provides revised guidance on recognizing revenue from contracts with customers. The Company adopted Topic 606 using the modified retrospective approach and applied the guidance to those contracts which were not completed as of January 1, 2018. This means that Topic 606 has been applied to the 2018 financial statements and disclosures going forward, but that prior period financial statements and disclosures reflect the revenue recognition standard of Topic 605, Revenue from Contracts with Customers. See Note 2 , " Revenue Recognition ," for additional accounting policy and transition disclosures. Pension Plans On January 1, 2018, the Company adopted Accounting Standards Update 2017-07 "Compensation—Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost" ("ASU 2017-07"), which provides revised guidance on how to present the components of net pension income in the statement of operations. As a result of the adoption of ASU 2017-07, the Company has reported $3.1 million and $6.2 million of net pension income during the three and six months ended June 30, 2018 , respectively, and has reclassified net pension income of $2.6 million and $5.2 million for the three and six months ended June 30, 2017 , respectively, to a line outside the subtotal of operating income, resulting in no impact to net earnings. The Company has adopted ASU 2017-07 retrospectively and has utilized the practical expedient that permits the use of the amounts disclosed in previous filings for net pension income as the estimation basis for the presentation of the prior comparative periods. There are no service costs associated with the Company's pension plans due to their frozen status. See Note 13 , " Employee Retirement Plans ," for the components of net pension income. |
Revenue Recognition Revenue Rec
Revenue Recognition Revenue Recognition | 6 Months Ended |
Jun. 30, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | Revenue Recognition The Company recognizes its products and services revenue based on when the transfer of control passes to the customer or when the service is completed and accepted by the customer. The effects of the adjustments to the December 31, 2017 consolidated balance sheet for the modified retrospective adoption of Topic 606, were as follows: December 31, 2017 Topic 606 Adjustments Opening Balance at January 1, 2018 Prepaid expenses and other current assets $ 45.1 $ 2.3 $ 47.4 Other long-term assets 119.3 2.0 121.3 Deferred income taxes 41.9 1.1 43.0 Accumulated deficit (162.9 ) 3.2 (159.7 ) The adoption of Topic 606 did not have a material effect on the consolidated financial statements. In adopting Topic 606, the timing of recognition changed for certain variable consideration paid to customers and costs to obtain contracts with customers. Revenue Disaggregation The following table provides information about disaggregated revenue by the Company's operating segments and major products and services offerings: United States Print and Related Services International Total Three months ended June 30, 2018 Catalog, publications, retail inserts, books and directories $ 556.8 $ 84.3 $ 641.1 Direct mail and other printed products 148.1 7.1 155.2 Other 6.9 0.2 7.1 Total Products 711.8 91.6 803.4 Logistics services 103.6 4.4 108.0 Imaging, marketing services and other services 104.1 — 104.1 Total Services 207.7 4.4 212.1 Total Net Sales $ 919.5 $ 96.0 $ 1,015.5 Three months ended June 30, 2017 Catalog, publications, retail inserts, books and directories $ 571.2 $ 80.5 $ 651.7 Direct mail and other printed products 148.2 5.6 153.8 Other 13.7 0.2 13.9 Total Products 733.1 86.3 819.4 Logistics services 92.5 4.6 97.1 Imaging, marketing services and other services 46.7 — 46.7 Total Services 139.2 4.6 143.8 Total Net Sales $ 872.3 $ 90.9 $ 963.2 Revenue Disaggregation (Continued) United States Print International Total Six months ended June 30, 2018 Catalog, publications, retail inserts, books and directories $ 1,120.0 $ 169.8 $ 1,289.8 Direct mail and other printed products 284.7 16.0 300.7 Other 13.7 0.3 14.0 Total Products 1,418.4 186.1 1,604.5 Logistics services 201.4 9.6 211.0 Imaging, marketing services and other services 167.5 — 167.5 Total Services 368.9 9.6 378.5 Total Net Sales $ 1,787.3 $ 195.7 $ 1,983.0 Six months ended June 30, 2017 Catalog, publications, retail inserts, books and directories $ 1,170.6 $ 164.2 $ 1,334.8 Direct mail and other printed products 296.9 12.9 309.8 Other 28.7 0.4 29.1 Total Products 1,496.2 177.5 1,673.7 Logistics services 186.6 9.8 196.4 Imaging, marketing services and other services 91.7 — 91.7 Total Services 278.3 9.8 288.1 Total Net Sales $ 1,774.5 $ 187.3 $ 1,961.8 Nature of Products and Services The products offering is predominantly comprised of the Company's print operations which includes retail inserts, publications, catalogs, special interest publications, journals, direct mail, books, directories, in-store marketing and promotion, packaging, newspapers, custom print products, other commercial and specialty printed products and global paper procurement. The Company considers its logistic operations as services, which include the delivery of printed material. The Services offering also includes revenues related to the Company's imaging operations, which include digital content management, photography, color services, page production, marketing services, media planning and placement, facilities management and medical services. Performance Obligations At contract inception, the Company assesses the products and services promised in its contracts with customers and identifies performance obligations for each promise to transfer to the customer a product or service that is distinct. To identify the performance obligations, the Company considers the goods or services promised in the contract regardless of whether they are explicitly stated or are implied by customary business practices. The Company determined that the following distinct products and services represent separate performance obligations: • Pre-Press Services • Print • Other Services For Pre-Press and Other Services, the Company recognizes revenue at point-in-time upon completion of the performed service and acceptance by the customer. The Company considers transfer of control to occur once the service is performed as the Company has right to payment and the customer has legal title and risk and reward of ownership. The Company recognizes its Print revenues upon transfer of title and the passage of risk of loss, which is point-in-time upon shipment to the customer, and when there is a reasonable assurance as to collectability. Revenues related to the Company's logistics operations, which includes the delivery of printed material, are included in the Print performance obligation and are also recognized at point-in-time as services are completed. Under agreements with certain customers, products may be stored by the Company for future delivery. In these situations, the Company may receive warehouse management fees for the services it provides. Revenue from warehouse management fees was immaterial for the three and six months ended June 30, 2018 and 2017 . Certain revenues earned by the Company require judgment to determine if revenue should be recorded gross as principal or net of related costs as an agent. Billings for third-party shipping and handling costs, primarily in the Company's logistics operations, and out-of-pocket expenses are recorded gross in net sales and cost of sales in the condensed consolidated statements of operations. Many of the Company's operations process materials, primarily paper, that may be supplied directly by customer or may be purchased by the Company and sold to customers. No revenue is recognized for customer-supplied paper. Revenues for the Company-supplied paper are recognized on a gross basis. In some instances, the Company will deliver print work for a customer and bill the customer for postage. In these cases, the Company is acting as an agent and billings are recorded on a net basis in net sales. Significant Payment Terms Payment terms and conditions for contracts with customers vary. The Company typically offers standard terms of net 30 days. It is not the Company's standard business practice to offer extended payment terms longer than one year. The Company may offer cash discounts or prepayment and extended terms depending on certain facts and circumstances. As such, when the timing of the Company's delivery of products and services differs from the timing of payment, the Company will record either a contract asset or a contract liability. Variable Consideration When evaluating the transaction price, the Company analyzes on a contract by contract basis all applicable variable considerations and non-cash consideration and also performs a constraint analysis. The nature of the Company's contracts give rise to variable consideration, including, volume rebates, credits, discounts, and other similar items that generally decrease the transaction price. These variable amounts generally are credited to the customer, based on achieving certain levels of sales activity, when contracts are signed, or making payments within specific terms. Product returns are not significant because the products are customized; however, the Company accrues for the estimated amount of customer allowances at the time of sale based on historical experience and known trends. When the transaction price requires allocation to multiple performance obligations, the Company uses the estimated stand-alone selling prices using the adjusted market assessment approach. Costs to Obtain Contracts In accordance with Topic 606, the Company capitalizes certain sales incentives of the sales compensation packages for costs that are directly attributed to being awarded a customer contract or renewal and would not have been incurred had the contract not been obtained. The Company also defers certain contract acquisition costs paid to the customer at contract inception. Costs to obtain contracts with a duration of less than one year are expensed as incurred. For all contract costs with contracts over one year, the Company amortizes the costs to obtain contracts on a straight-line basis over the estimated life of the contract and reviews quarterly for impairment. At January 1, 2018, the Company had $23.5 million in contract costs for contracts that were not completed as of that date. For the six months ended June 30, 2018 , the Company incurred additional contract costs of $4.1 million , amortized $4.4 million , and consequently, the balance of contract costs were $23.2 million as of June 30, 2018 . Practical Expedients The Company has elected to apply the following practical expedients allowed under Topic 606: • For certain performance obligations related to print contracts, the Company has elected not to disclose the value of unsatisfied performance obligations for the following: (1) contracts that have an original expected length of one year or less; (2) contracts where revenue is recognized as invoiced; or (3) contracts with variable consideration related to unsatisfied performance obligations. The Company had approximately $676.6 million in volume commitments in contracts that extend beyond one year as of June 30, 2018 . The Company expects to recognize approximately 14% of these volume commitments in contracts as revenue by the end of 2018, an additional 50% by the end of 2020, and the balance thereafter. • The Company expenses costs to obtain contracts as incurred when the contract duration is less than one year. • The transaction amount is not adjusted for a significant financing component as the period between transfer of the products or services and payment is less than one year. • The Company accounts for shipping and handling activities, which includes postage, that occur after control of the related products or services transfers to the customer as fulfillment activities and are therefore recognized at time of shipping. • The Company excludes from its transaction price any amounts collected from customers for sales taxes. |
Acquisitions and Strategic Inve
Acquisitions and Strategic Investments Acquisitions and Strategic Investments | 6 Months Ended |
Jun. 30, 2018 | |
Acquisitions and Strategic Investments [Abstract] | |
Business Combination Disclosure [Text Block] | Acquisitions and Strategic Investments 2018 Ivie & Associates Acquisition The Company completed the acquisition of Ivie & Associates ("Ivie") on February 21, 2018 , for $90.0 million cash paid, which is subject to a potential earn-out of up to an additional $16.0 million , to the extent that certain financial metrics are achieved post-integration. Ivie is headquartered in Flower Mound, Texas and provides a full array of marketing services, including creative and production services, studio services, sourcing, procurement, staff enhancement, media services, public relations, digital services, technology solutions and project management for many leading brands throughout the world. The preliminary purchase price of $105.4 million , includes $13.6 million of acquired cash and an estimated $15.4 million of future cash payments related to the acquisition. Included in the preliminary purchase price allocation are $78.6 million of identifiable other intangible assets, which are amortized over their estimated useful lives, ranging from three to eight years , and $29.3 million of goodwill, of which $27.4 million is deductible for tax purposes. The preliminary allocation of the purchase price is based on valuations performed to determine the fair value of the net assets as of the acquisition date. The purchase price, as well as the purchase price allocation, is subject to the completion of the final valuation of the net assets acquired. The net assets acquired, excluding acquired cash, were classified as Level 3 in the valuation hierarchy (see Note 11 , " Financial Instruments and Fair Value Measurements ," for the definition of Level 3 inputs). Ivie's operations are included in the United States Print and Related Services segment. 2018 Rise Interactive Investment On March 14, 2018 , the Company increased its equity position in Rise Interactive ("Rise") from 19% to 57% for the conversion of $9.3 million of loans to equity ownership and $8.7 million cash paid. The Company had historically accounted for Rise as a cost method investment. Rise is a digital marketing agency headquartered in Chicago, Illinois, that specializes in digital media, analytics and customer experience, and helps enterprise marketers see, shape, and act on opportunities in digital media. The Company has consolidated the results of Rise as of the date the Company obtained controlling financial interest in Rise and accounts for the 43% portion of Rise's results not owned by the Company as noncontrolling interest in the condensed consolidated financial statements. The preliminary fair value of the assets and liabilities of, and noncontrolling interests in, Rise is estimated to be $48.4 million , including $13.7 million of acquired cash. Also included in the preliminary fair value allocation are $20.6 million of identifiable other intangible assets, which are amortized over their estimated useful lives, ranging from five to six years , and $26.8 million of goodwill, which is not deductible for tax purposes. The preliminary allocation of the fair value is based on initial valuations performed to determine the fair value of the net assets as of the acquisition date. The fair value, as well as the fair value allocation, is subject to the completion of the final valuation of the net assets of the business. The net assets, excluding cash, were classified as Level 3 in the valuation hierarchy (see Note 11 , " Financial Instruments and Fair Value Measurements ," for the definition of Level 3 inputs). Rise's operations are included in the United States Print and Related Services segment. |
Restructuring, Impairment and T
Restructuring, Impairment and Transaction-Related Charges | 6 Months Ended |
Jun. 30, 2018 | |
Restructuring and Related Activities [Abstract] | |
Restructuring, Impairment and Transaction-Related Charges | Restructuring, Impairment and Transaction-Related Charges The Company recorded restructuring, impairment and transaction-related charges for the three and six months ended June 30, 2018 and 2017 , as follows: Three Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 Employee termination charges $ 2.5 $ 3.0 $ 13.1 $ 5.9 Impairment charges 3.6 0.3 11.5 0.7 Transaction-related charges 0.1 0.4 0.8 1.2 Integration costs 0.1 — 0.2 — Other restructuring charges 4.1 1.6 9.7 6.7 Total $ 10.4 $ 5.3 $ 35.3 $ 14.5 The costs related to these activities have been recorded in the condensed consolidated statements of operations as restructuring, impairment and transaction-related charges. See Note 18 , " Segment Information ," for restructuring, impairment and transaction-related charges by segment. Restructuring Charges The Company began a restructuring program in 2010 related to eliminating excess manufacturing capacity and properly aligning its cost structure. The Company has announced a total of 42 plant closures and has reduced headcount by approximately 12,600 employees since 2010 . The Company recorded the following charges as a result of plant closures and other restructuring programs: • Employee termination charges of $2.5 million and $13.1 million were recorded during the three and six months ended June 30, 2018 , respectively, and $3.0 million and $5.9 million were recorded during the three and six months ended June 30, 2017 , respectively. The Company reduced its workforce through facility consolidations and separation programs. • Integration costs of $0.1 million and $0.2 million were recorded during the three and six months ended June 30, 2018 , respectively, which related to costs primarily for the integration of acquired companies. There were no integration costs recorded during the three and six months ended June 30, 2017 . • Other restructuring charges of $4.1 million and $9.7 million were recorded during the three and six months ended June 30, 2018 , which consisted of the following: (1) $0.4 million and $2.6 million , respectively, of lease exit charges; (2) $0.2 million and $1.0 million , respectively, of equipment and infrastructure removal costs from closed plants; (3) $3.4 million and $5.6 million , respectively, of vacant facility carrying costs, net of a $2.2 million gain from the sale of the San Ixhuatepec, Mexico facility during the six months ended June 30, 2018 ; and (4) $0.1 million and $0.5 million , respectively, of other restructuring charges. Other restructuring charges of $1.6 million and $6.7 million were recorded during the three and six months ended June 30, 2017 , respectively, which consisted of the following: (1) $0.2 million and $3.4 million , respectively, of lease exit charges primarily related to the closures of the Huntington Beach, California; and Manassas, Virginia plants; (2) $0.4 million and $1.6 million , respectively, of equipment and infrastructure removal costs from closed plants; and (3) $1.0 million and $1.7 million , respectively, of vacant facility carrying costs, net of a $3.4 million and a $7.1 million gain on the sale of facilities during the three and six months ended June 30, 2017 , respectively. The Atglen, Pennsylvania; Dickson, Tennessee; and Lenexa, Kansas plants were sold during the second quarter of 2017; and the East Greenville, Pennsylvania and Marengo, Iowa plants were sold during the first quarter of 2017. The restructuring charges recorded were based on plans that have been committed to by management and were, in part, based upon management's best estimates of future events. Changes to the estimates may require future restructuring charges and adjustments to the restructuring liabilities. The Company expects to incur additional restructuring charges related to these and other initiatives. Impairment Charges The Company recognized impairment charges of $3.6 million and $11.5 million during the three and six months ended June 30, 2018 , respectively, which consisted of $3.6 million and $9.1 million , respectively, for machinery and equipment no longer being utilized in production as a result of facility consolidations, as well as other capacity reduction restructuring activities, and $2.4 million of land and building impairment charges during the six months ended June 30, 2018 . The Company recognized impairment charges of $0.3 million and $0.7 million during the three and six months ended June 30, 2017 , respectively, for machinery and equipment no longer being utilized in production as a result of facility consolidations, as well as other capacity reduction restructuring activities. The fair values of the impaired assets were determined by the Company to be Level 3 under the fair value hierarchy (see Note 11 , " Financial Instruments and Fair Value Measurements ," for the definition of Level 3 inputs) and were estimated based on internal discounted cash flow estimates, quoted market prices where available and independent appraisals, as appropriate. These assets were adjusted to their estimated fair values at the time of impairment. Transaction-Related Charges The Company incurs transaction-related charges primarily consisting of professional service fees related to business acquisition and divestiture activities. Transaction-related charges of $0.1 million and $0.8 million were recorded during the three and six months ended June 30, 2018 , respectively, and $0.4 million and $1.2 million were recorded during the three and six months ended June 30, 2017 , respectively. The transaction-related charges were expensed as incurred in accordance with the applicable accounting guidance on business combinations. Restructuring Reserves Activity impacting the Company's restructuring reserves for the six months ended June 30, 2018 , was as follows: Employee Termination Charges Impairment Charges Transaction-Related Charges Integration Costs Other Restructuring Charges Total Balance at December 31, 2017 $ 17.6 $ — $ 0.4 $ 0.2 $ 11.3 $ 29.5 Expense 13.1 11.5 0.8 0.2 9.7 35.3 Cash payments (18.9 ) — (1.1 ) (0.2 ) (13.0 ) (33.2 ) Non-cash adjustments/reclassifications (1.9 ) (11.5 ) — — 0.5 (12.9 ) Balance at June 30, 2018 $ 9.9 $ — $ 0.1 $ 0.2 $ 8.5 $ 18.7 The Company's restructuring reserves at June 30, 2018 , included a short-term and a long-term component. The short-term portion included $14.5 million in accrued liabilities (see Note 12 , " Accrued Liabilities and Other Long-Term Liabilities ") and $0.5 million in accounts payable in the condensed consolidated balance sheets as the Company expects these reserves to be paid within the next twelve months. The long-term portion of $3.7 million is included in other long-term liabilities (see Note 12 , " Accrued Liabilities and Other Long-Term Liabilities ") in the condensed consolidated balance sheets. |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 6 Months Ended |
Jun. 30, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets Goodwill Goodwill represents the excess of the purchase price over the fair value of identifiable net assets acquired in a business combination. Goodwill is assigned to specific reporting units and is tested annually for impairment as of October 31 or more frequently if events or changes in circumstances indicate that it is more likely than not that the fair value of a reporting unit is below its carrying value. The Company recorded preliminary goodwill within the United States Print and Related Services segment related to acquisitions completed during the six months ended June 30, 2018 . The amount of preliminary goodwill is subject to the completion of the final valuation of the net assets acquired. Activity impacting goodwill for the six months ended June 30, 2018 , was as follows: United States Print and Related Services International Total Balance at December 31, 2017 $ — $ — $ — Ivie acquisition (see Note 3) 29.3 — 29.3 Rise acquisition (see Note 3) 26.8 — 26.8 Balance at June 30, 2018 $ 56.1 $ — $ 56.1 The accumulated goodwill impairment losses and the carrying value of goodwill at June 30, 2018 , and December 31, 2017 , were as follows: June 30, 2018 December 31, 2017 United States Print and Related Services International Total United States Print and Related Services International Total Goodwill $ 834.4 $ 30.0 $ 864.4 $ 778.3 $ 30.0 $ 808.3 Accumulated goodwill impairment loss (778.3 ) (30.0 ) (808.3 ) (778.3 ) (30.0 ) (808.3 ) Ending Balance $ 56.1 $ — $ 56.1 $ — $ — $ — Other Intangible Assets The components of finite-lived intangible assets at June 30, 2018 , and December 31, 2017 , were as follows: June 30, 2018 December 31, 2017 Weighted Average Amortization Period (Years) Gross Carrying Amount Accumulated Amortization Net Book Value Weighted Gross Carrying Amount Accumulated Amortization Net Book Value Trademarks, patents, licenses and agreements 6 $ 59.6 $ (16.7 ) $ 42.9 7 $ 24.0 $ (13.5 ) $ 10.5 Capitalized software 5 12.0 (2.9 ) 9.1 5 2.8 (2.3 ) 0.5 Acquired technology 5 2.0 (2.0 ) — 5 2.0 (2.0 ) — Customer relationships 6 514.3 (437.8 ) 76.5 6 460.8 (428.4 ) 32.4 Total $ 587.9 $ (459.4 ) $ 128.5 $ 489.6 $ (446.2 ) $ 43.4 During the six months ended June 30, 2018 , the gross carrying amount of other intangible assets increased primarily due to $99.2 million of acquired identifiable finite-lived intangible assets as discussed in Note 3 , " Acquisitions and Strategic Investments ." The gross carrying amount and accumulated amortization within other intangible assets—net in the condensed consolidated balance sheets at June 30, 2018 , and December 31, 2017 , differs from the value originally recorded at acquisition due to impairment charges recorded in prior years and the effects of currency fluctuations since the purchase date. Other intangible assets are evaluated for potential impairment whenever events or circumstances indicate that the carrying value may not be recoverable. There were no impairment charges recorded on finite-lived intangible assets for the three and six months ended June 30, 2018 and 2017 . Amortization expense for other intangible assets was $8.2 million and $14.0 million for the three and six months ended June 30, 2018 , respectively, and $4.6 million and $9.1 million for the three and six months ended June 30, 2017 , respectively. The estimated future amortization expense related to other intangible assets as of June 30, 2018 , was as follows: Amortization Expense Remainder of 2018 $ 19.5 2019 32.0 2020 26.6 2021 21.6 2022 19.8 2023 and thereafter 9.0 Total $ 128.5 |
Inventories
Inventories | 6 Months Ended |
Jun. 30, 2018 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories The components of inventories at June 30, 2018 , and December 31, 2017 , were as follows: June 30, December 31, Raw materials and manufacturing supplies $ 170.6 $ 128.7 Work in process 49.8 43.6 Finished goods 70.3 74.2 Total $ 290.7 $ 246.5 |
Property, Plant and Equipment
Property, Plant and Equipment | 6 Months Ended |
Jun. 30, 2018 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, Plant and Equipment The components of property, plant and equipment at June 30, 2018 , and December 31, 2017 , were as follows: June 30, December 31, Land $ 116.5 $ 122.5 Buildings 909.3 924.5 Machinery and equipment 3,587.2 3,617.1 Other (1) 197.7 197.5 Construction in progress 53.5 33.0 Property, plant and equipment—gross $ 4,864.2 $ 4,894.6 Less: accumulated depreciation (3,557.4 ) (3,517.0 ) Property, plant and equipment—net $ 1,306.8 $ 1,377.6 ______________________________ (1) Other consists of computer equipment, vehicles, furniture and fixtures, leasehold improvements and communication-related equipment. The Company recorded impairment charges of $3.6 million and $11.5 million for the three and six months ended June 30, 2018 , respectively, and $0.3 million and $0.7 million for the three and six months ended June 30, 2017 , respectively, to reduce the carrying amounts of certain property, plant and equipment no longer utilized in production to fair value (see Note 4 , " Restructuring, Impairment and Transaction-Related Charges ," for further discussion on impairment charges). The Company recognized depreciation expense of $50.1 million and $100.5 million for the three and six months ended June 30, 2018 , respectively, and $53.9 million and $108.1 million for the three and six months ended June 30, 2017 , respectively. Assets Held for Sale The Company considered certain closed facilities for held for sale classification on the condensed consolidated balance sheets. The net book value of assets held for sale was $8.7 million as of June 30, 2018 , and there were no assets held for sale as of December 31, 2017 . These assets were carried at the lesser of original cost or fair value, less the estimated costs to sell. The fair values were determined by the Company to be Level 3 under the fair value hierarchy (see Note 11 , " Financial Instruments and Fair Value Measurements ," for the definition of Level 3 inputs) and were estimated based on internal discounted cash flow estimates, quoted market prices when available and independent appraisals as appropriate. Assets held for sale were included in prepaid expenses and other current assets in the condensed consolidated balance sheets. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Litigation The Company is named as a defendant in various lawsuits in which claims are asserted against the Company in the normal course of business. The liabilities, if any, which ultimately result from such lawsuits are not expected by management to have a material impact on the condensed consolidated financial statements of the Company. In April 2016, the Company self-reported to the SEC and the Department of Justice ("DOJ") certain Foreign Corrupt Practices Act ("FCPA") issues, and a resulting internal investigation, related to its operations managed from Peru. These operations had approximate annual sales ranging from $95.0 million to $135.0 million from the date that the Company acquired those operations in July 2010 until the date the issues were discovered. The self-reported issues were identified by the Company's financial internal controls. The Company, under the oversight of its Audit Committee and Board of Directors, proactively initiated an investigation into this matter with the assistance of external legal counsel and external forensic accountants. Additional compliance issues arising out of the Peru subsidiary have been identified during the course of the investigation and are known to the SEC and DOJ. During the course of its internal investigation, the Company has also identified, and self-reported to the DOJ and SEC, transactions raising similar issues involving certain sales made in its Quad/Tech China operations. For the period 2011 through 2015, the approximate annual sales of these China operations ranged from $2.0 million to $3.0 million . During the course of its internal investigation, the Company has also identified and informed the Office of Foreign Assets Control ("OFAC"), the DOJ and SEC, of certain transactions involving Cuba, and continues to investigate the propriety of such transactions under United States trade sanctions. In connection with this investigation, the Company has made, and continues to evaluate, certain enhancements to its compliance program. The Company is fully cooperating with the OFAC, the SEC and the DOJ. At this time, the Company does not anticipate any material adverse effect on its business or financial condition as a result of this matter. Environmental Reserves The Company is subject to various laws, regulations and government policies relating to health and safety, to the generation, storage, transportation, and disposal of hazardous substances, and to environmental protection in general. The Company provides for expenses associated with environmental remediation obligations when such amounts are probable and can be reasonably estimated. Such reserves are adjusted as new information develops or as circumstances change. The environmental reserves are not discounted. The Company believes it is in compliance with such laws, regulations and government policies in all material respects. Furthermore, the Company does not anticipate that maintaining compliance with such environmental statutes will have a material impact upon the Company's condensed consolidated financial position. |
Debt
Debt | 6 Months Ended |
Jun. 30, 2018 | |
Debt Disclosure [Abstract] | |
Debt | Debt The components of long-term debt as of June 30, 2018 , and December 31, 2017 , were as follows: June 30, December 31, Master note and security agreement $ 105.3 $ 123.6 Term loan A—$375.0 million due January 2021 281.3 281.3 Term loan B—$300.0 million due April 2021 279.3 279.1 Revolving credit facility—$725.0 million due January 2021 107.7 — Senior unsecured notes—$300.0 million due May 2022 243.5 243.5 International term loan—$20.8 million 12.4 14.9 International revolving credit facility—$16.0 million 6.4 9.8 Equipment term loans 2.2 2.4 Other 0.8 1.2 Debt issuance costs (8.8 ) (10.3 ) Total debt $ 1,030.1 $ 945.5 Less: short-term debt and current portion of long-term debt (36.9 ) (42.0 ) Long-term debt $ 993.2 $ 903.5 Fair Value of Debt Based upon the interest rates available to the Company for borrowings with similar terms and maturities, the fair value of the Company's total debt was approximately $1.0 billion at June 30, 2018 , and at December 31, 2017 . The fair value determination of the Company's total debt was categorized as Level 2 in the fair value hierarchy (see Note 11 , " Financial Instruments and Fair Value Measurements ," for the definition of Level 2 inputs). 2017 Senior Secured Credit Facility Amendment The Company completed the second amendment to the Company's April 28, 2014 Senior Secured Credit Facility on February 10, 2017 . This second amendment was completed to reduce the size of the revolving credit facility and Term Loan A and to extend the Company's debt maturity profile while maintaining the Company's current cost of borrowing and covenant structure. The amendment resulted in a loss on debt extinguishment of $2.6 million during the six months ended June 30, 2017 . The revolving credit facility was lowered to a maximum borrowing amount of $725.0 million with a term of just under four years , maturing on January 4, 2021. The Term Loan A was lowered to an aggregate amount of $375.0 million with a term of just under four years , maturing on January 4, 2021, subject to certain required amortization. Borrowings under the revolving credit facility and Term Loan A loans made under the Senior Secured Credit Facility bear interest at 1.75% in excess of reserve adjusted London Interbank Offered Rate ("LIBOR"), or 0.75% in excess of an alternate base rate. This amendment to the Senior Secured Credit Facility does not have an impact on the quarterly financial covenant requirements the Company is subject to. The Senior Secured Credit Facility remains secured by substantially all of the unencumbered assets of the Company. The Senior Secured Credit Facility also requires the Company to provide additional collateral to the lenders in certain limited circumstances. Debt Issuance Costs Activity impacting the Company's debt issuance costs for the six months ended June 30, 2018 , was as follows: Capitalized Debt Issuance Costs Balance at December 31, 2017 $ 10.3 Amortization of debt issuance costs (1.5 ) Balance at June 30, 2018 $ 8.8 2017 Loss on Debt Extinguishment The Company incurred $4.7 million in debt issuance costs in conjunction with the second amendment to the Company's Senior Secured Credit Facility. In accordance with the accounting guidance for the treatment of debt issuance costs in a debt extinguishment, of the $4.7 million in new debt issuance costs, $3.2 million was classified as a reduction of long-term debt in the condensed consolidated balance sheets and $1.5 million was expensed and was classified as loss on debt extinguishment in the condensed consolidated statements of operations during the six months ended June 30, 2017 . The loss on debt extinguishment recorded during the six months ended June 30, 2017 , was comprised of the following: Loss on Debt Extinguishment Debt issuance costs from April 28, 2014 debt financing arrangement $ 1.1 Debt issuance costs from February 10, 2017 debt financing arrangement 1.5 Total $ 2.6 Covenants and Compliance The Company's various lending arrangements include certain financial covenants (all financial terms, numbers and ratios are as defined in the Company's debt agreements). Among these covenants, the Company was required to maintain the following as of June 30, 2018 : • Total Leverage Ratio. On a rolling twelve-month basis, the total leverage ratio, defined as total consolidated debt to consolidated EBITDA, shall not exceed 3.75 to 1.00 (for the twelve months ended June 30, 2018 , the Company's total leverage ratio was 2.27 to 1.00). • Senior Secured Leverage Ratio. On a rolling twelve-month basis, the senior secured leverage ratio, defined as senior secured debt to consolidated EBITDA, shall not exceed 3.50 to 1.00 (for the twelve months ended June 30, 2018 , the Company's senior secured leverage ratio was 1.75 to 1.00). • Minimum Interest Coverage Ratio. On a rolling twelve-month basis, the minimum interest coverage ratio, defined as consolidated EBITDA to consolidated cash interest expense, shall not be less than 3.50 to 1.00 (for the twelve months ended June 30, 2018 , the Company's minimum interest coverage ratio was 6.87 to 1.00). The indenture underlying the Company's $300.0 million aggregate principal amount of unsecured 7.0% senior notes due May 1, 2022 , (the " Senior Unsecured Notes ") contains various covenants, including, but not limited to, covenants that, subject to certain exceptions, limit the Company's and its restricted subsidiaries' ability to incur and/or guarantee additional debt; pay dividends, repurchase stock or make certain other restricted payments; enter into agreements limiting dividends and certain other restricted payments; prepay, redeem or repurchase subordinated debt; grant liens on assets; enter into sale and leaseback transactions; merge, consolidate, transfer or dispose of substantially all of the Company's consolidated assets; sell, transfer or otherwise dispose of property and assets; and engage in transactions with affiliates. In addition to those covenants, the Senior Secured Credit Facility also includes certain limitations on acquisitions, indebtedness, liens, dividends and repurchases of capital stock, including the following: • If the Company's total leverage ratio is greater than 3.00 to 1.00 (as defined in the Senior Secured Credit Facility), the Company is prohibited from making greater than $120.0 million of annual dividend payments, capital stock repurchases and certain other payments. If the total leverage ratio is less than 3.00 to 1.00, there are no such restrictions. • If the Company's senior secured leverage ratio is greater than 3.00 to 1.00 or the Company's total leverage ratio is greater than 3.50 to 1.00 (these ratios as defined in the Senior Secured Credit Facility), the Company is prohibited from voluntarily prepaying any of the Senior Unsecured Notes and from voluntarily prepaying any other unsecured or subordinated indebtedness, with certain exceptions (including any mandatory prepayments on the Senior Unsecured Notes or any other unsecured or subordinated debt). If the senior secured leverage ratio is less than 3.00 to 1.00 and the total leverage ratio is less than 3.50 to 1.00, there are no such restrictions. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company records income tax (benefit) expense on an interim basis. The estimated annual effective income tax rate is adjusted quarterly, and items discrete to a specific quarter are reflected in income tax (benefit) expense for that interim period. For 2018, the estimated annual effective income tax rate incorporates the relevant provisions of the Tax Cuts and Jobs Act of 2017 (the "Tax Act"), including, but not limited to, the 21% United States federal corporate rate. The effective income tax rate for the interim period can differ from the statutory tax rate, as it reflects discrete items, such as changes in the liability for unrecognized tax benefits related to the establishment and settlement of income tax exposures and benefits related to share-based compensation. During the six months ended June 30, 2018 , the Company recorded an income tax benefit of $6.6 million from a decrease in the liability for unrecognized tax benefits. The Company's liability for unrecognized tax benefits as of June 30, 2018 , was $17.6 million . The Company anticipates a $4.0 million decrease to its liability for unrecognized tax benefits within the next twelve months due to the resolution of income tax audits or statute expirations. The SEC staff issued Staff Accounting Bulletin No. 118 ("SAB 118"), which provides guidance on accounting for the tax effects of the Tax Act. SAB 118 provides a measurement period that should not extend beyond one year from the Tax Act enactment date of December 22, 2017, for companies to complete the accounting for the enactment of the Tax Act under Accounting Standards Codification 740 ("ASC 740"). The Company was able to reasonably estimate certain effects of the Tax Act as of December 31, 2017, and has not changed the preliminary estimates as of June 30, 2018 . The Company was unable to reasonably estimate effects of the Tax Act related to the global intangible low taxed income ("GILTI") and related impact on valuation allowances as of December 31, 2017. Because of the complexity of the new GILTI tax rules, the Company continues to evaluate this provision of the Tax Act and the application of ASC 740 and did not record a provisional adjustment during the six months ended June 30, 2018 . |
Financial Instruments and Fair
Financial Instruments and Fair Value Measurements | 6 Months Ended |
Jun. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
Financial Instruments and Fair Value Measurements | Financial Instruments and Fair Value Measurements Certain assets and liabilities are required to be recorded at fair value on a recurring basis, while other assets and liabilities are recorded at fair value on a nonrecurring basis, generally as a result of acquisitions or impairment charges. Fair value is determined based on the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants. GAAP also classifies the inputs used to measure fair value into the following hierarchy: Level 1: Quoted prices in active markets for identical assets or liabilities. Level 2: Quoted prices in active markets for similar assets or liabilities, quoted prices for identical or similar assets or liabilities in markets that are not active, or inputs other than quoted prices that are observable for the asset or liability. Level 3: Unobservable inputs for the asset or liability. There were no Level 3 recurring measurements of assets or liabilities as of June 30, 2018 . Interest Rate Swap The Company entered into a $250.0 million interest rate swap on February 7, 2017. The swap was designated as a cash flow hedge as its purpose is to reduce the variability of cash flows from interest payments related to a portion of Quad/Graphics' variable-rate debt. The swap effectively converts $250.0 million of the Company's variable-rate debt based on one-month LIBOR to a fixed rate of 3.64% (including a 1.75% spread on underlying debt at June 30, 2018 ). The variable interest rate resets monthly and the swap is a five year arrangement, maturing on February 28, 2022. The Company classifies the interest rate swap as Level 2 because the inputs into the valuation model are observable or can be derived or corroborated utilizing observable market data at commonly quoted intervals. The interest rate swap was highly effective as of June 30, 2018 ; therefore, the increase in fair value of $1.4 million and $5.1 million during the three and six months ended June 30, 2018 , respectively; and the decrease in fair value of $1.1 million and $0.7 million during the three and six months ended June 30, 2017 , respectively, is shown as a change in other comprehensive income (loss) in the condensed consolidated statements of comprehensive income (loss). No amount of ineffectiveness has been recorded into earnings related to this cash flow hedge. The fair value of the interest rate swap was an asset of $7.2 million as of June 30, 2018 , and an asset of $2.1 million as of December 31, 2017 , and was recorded in prepaid expenses and other current assets in the condensed consolidated balance sheets. The net payment of interest under the terms of the interest rate swap totaled an expense of $0.2 million during the six months ended June 30, 2018 , and an expense of $0.6 million and $0.8 million during the three and six months ended June 30, 2017 , respectively. There was no interest paid under the terms of the interest rate swap during the three months ended June 30, 2018 . The payments have been recognized as an adjustment to interest expense in the condensed consolidated statements of operations. Foreign Exchange Contracts The Company has operations in countries that have transactions outside their functional currencies and periodically enters into foreign exchange contracts. These contracts are used to hedge the net exposures of changes in foreign currency exchange rates and are designated as either cash flow hedges or fair value hedges. Gains or losses on net foreign currency hedges are intended to offset losses or gains on the underlying net exposures in an effort to reduce the earnings volatility resulting from fluctuating foreign currency exchange rates. There were no open foreign currency exchange contracts as of June 30, 2018 . Natural Gas Forward Contracts The Company periodically enters into natural gas forward purchase contracts to hedge against increases in commodity costs. The Company's commodity contracts qualified for the exception related to normal purchases and sales during the three and six months ended June 30, 2018 and 2017 , as the Company takes delivery in the normal course of business. Debt The Company measures fair value on its debt instruments using interest rates available to the Company for borrowings with similar terms and maturities and is categorized as Level 2. See Note 9 , “ Debt ,” for the fair value of the Company’s debt as of June 30, 2018 . Nonrecurring Fair Value Measurements In addition to assets and liabilities that are recorded at fair value on a recurring basis, the Company is required to record certain assets and liabilities at fair value on a nonrecurring basis, generally as a result of acquisitions or the remeasurement of assets resulting in impairment charges. See Note 3 , " Acquisitions and Strategic Investments ," for further discussion on acquisitions. See Note 4 , " Restructuring, Impairment and Transaction-Related Charges " and Note 7 , " Property, Plant and Equipment " for further discussion on impairment charges recorded as a result of the remeasurement of certain long-lived assets. Other Estimated Fair Value Measurements The Company records the fair value of its forward contracts and pension plan assets on a recurring basis. The fair value of cash and cash equivalents, receivables, inventories, accounts payable and accrued liabilities approximate their carrying values as of June 30, 2018 , and December 31, 2017 . |
Accrued Liabilities and Other L
Accrued Liabilities and Other Long-Term Liabilities | 6 Months Ended |
Jun. 30, 2018 | |
Payables and Accruals [Abstract] | |
Accrued Liabilities and Other Long-Term Liabilities | Accrued Liabilities and Other Long-Term Liabilities The components of accrued and other long-term liabilities as of June 30, 2018 , and December 31, 2017 , were as follows: June 30, 2018 December 31, 2017 Accrued Liabilities Other Long-Term Liabilities Total Accrued Liabilities Other Long-Term Liabilities Total Employee-related liabilities (1) $ 120.2 $ 62.7 $ 182.9 $ 152.1 $ 67.4 $ 219.5 Single employer pension plan obligations 1.7 72.3 74.0 1.7 82.4 84.1 Multiemployer pension plans – withdrawal liability 6.9 15.9 22.8 8.8 19.4 28.2 Tax-related liabilities 23.7 11.6 35.3 29.0 18.2 47.2 Restructuring liabilities 14.5 3.7 18.2 24.6 4.2 28.8 Interest and rent liabilities 6.3 2.5 8.8 6.7 1.9 8.6 Other 98.8 37.0 135.8 93.8 31.5 125.3 Total $ 272.1 $ 205.7 $ 477.8 $ 316.7 $ 225.0 $ 541.7 ______________________________ (1) Employee-related liabilities consist primarily of payroll, bonus, vacation, health and workers' compensation. |
Employee Retirement Plans
Employee Retirement Plans | 6 Months Ended |
Jun. 30, 2018 | |
Retirement Benefits [Abstract] | |
Employee Retirement Plans | Employee Retirement Plans Defined Contribution Plans The Quad/Graphics Employee Stock Ownership Plan (" ESOP ") holds profit sharing contributions of Company stock, which are made at the discretion of the Company's Board of Directors. The Company made a non-cash contribution of 1,006,061 shares of Company class A common stock at a stock price of $22.18 per share for a total value of $22.3 million to the ESOP during the six months ended June 30, 2018 . There were no profit sharing contributions during the three months ended June 30, 2018 , or during the three and six months ended June 30, 2017 . Pension Plans The Company assumed various funded and unfunded frozen pension plans for a portion of its full-time employees in the United States as part of the acquisition of World Color Press Inc. (" World Color Press ") in 2010. Benefits are generally based upon years of service and compensation. These plans are funded in conformity with the applicable government regulations. The Company funds at least the minimum amount required for all qualified plans using actuarial cost methods and assumptions acceptable under government regulations. The components of net pension income for the three and six months ended June 30, 2018 and 2017 , were as follows: Three Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 Interest cost $ (4.0 ) $ (4.3 ) $ (8.0 ) $ (8.6 ) Expected return on plan assets 7.1 6.9 14.2 13.8 Net pension income $ 3.1 $ 2.6 $ 6.2 $ 5.2 The Company made $0.5 million in benefit payments to its non-qualified defined benefit pension plans and made $3.4 million in contributions to its qualified defined benefit pension plans during the six months ended June 30, 2018 . Multiemployer Pension Plans ("MEPPs") The Company has withdrawn from all significant multiemployer pension plans and replaced these union sponsored "promise to pay in the future" defined benefit plans with a Company sponsored "pay as you go" defined contribution plan. The two MEPPs, the Graphic Communications International Union – Employer Retirement Fund ("GCIU") and the Graphic Communications Conference of the International Brotherhood of Teamsters National Pension Fund ("GCC"), are significantly underfunded, and require the Company to pay a withdrawal liability to fund its pro rata share of the underfunding as of the plan year the full withdrawal was completed. As a result of the decision to withdraw, the Company accrued the estimated withdrawal liability based on information provided by each plan's trustee. The Company has received a notice of withdrawal and demand for payment letter from the GCIU, which is in excess of the reserve established by the Company for the GCIU withdrawal. The Company is currently in litigation with the GCIU trustees to determine the amount and duration of the withdrawal payments for the GCIU. Arbitration proceedings with the GCIU have been completed, both sides have appealed the arbitrator's ruling, and litigation in Federal court has commenced. During April 2017, a Federal district court overturned the arbitration decision in one of the pending disputes in this matter. The Company has appealed the district court's ruling to the Ninth Circuit. During the fourth quarter of 2016, the Company and the GCC reached a settlement agreement for all claims, with scheduled payments until February 2024. The Company made payments totaling $7.3 million and $9.4 million for the six months ended June 30, 2018 and 2017 , respectively. The payments are required by the Employee Retirement Income Security Act, although such payments to the GCIU do not waive the Company's rights to object to the withdrawal liabilities submitted by the GCIU plan administrator. The Company has reserved $22.8 million as its estimate of the total MEPPs withdrawal liability as of June 30, 2018 , of which $15.9 million was recorded in other long-term liabilities and $6.9 million was recorded in accrued liabilities in the condensed consolidated balance sheets. The withdrawal liability reserved by the Company is within the range of the Company's estimated potential outcomes. This estimate may increase or decrease depending on the final conclusion of the litigation with the GCIU trustees. |
Earnings (Loss) Per Share Attri
Earnings (Loss) Per Share Attributable to Quad/Graphics Common Shareholders | 6 Months Ended |
Jun. 30, 2018 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share Attributable to Quad/Graphics Common Shareholders Basic earnings per share attributable to Quad/Graphics common shareholders is computed as net earnings attributable to Quad/Graphics common shareholders divided by the basic weighted average common shares outstanding. The calculation of diluted earnings per share attributable to Quad/Graphics common shareholders includes the effect of any dilutive equity incentive instruments. The Company uses the treasury stock method to calculate the effect of outstanding dilutive equity incentive instruments, which requires the Company to compute total proceeds as the sum of the amount the employee must pay upon exercise of the award and the amount of unearned stock-based compensation costs attributable to future services. Equity incentive instruments for which the total employee proceeds from exercise exceed the average fair value of the same equity incentive instrument over the period have an anti-dilutive effect on earnings per share during periods with net earnings, and accordingly, the Company excludes them from the calculation. Anti-dilutive equity instruments excluded from the computation of diluted net earnings per share were 0.3 million and 0.6 million class A common shares for the three and six months ended June 30, 2018 , respectively, and 0.7 million and 0.8 million class A common shares for the three and six months ended June 30, 2017 , respectively. Reconciliations of the numerator and the denominator of the basic and diluted per share computations for the Company's common stock, for the three and six months ended June 30, 2018 and 2017 , are summarized as follows: Three Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 Numerator Net earnings attributable to Quad/Graphics common shareholders $ 9.4 $ 6.7 $ 5.9 $ 32.1 Denominator Basic weighted average number of common shares outstanding for all classes of common shares 50.8 49.5 50.5 49.3 Plus: effect of dilutive equity incentive instruments 1.7 2.2 1.8 2.3 Diluted weighted average number of common shares outstanding for all classes of common shares 52.5 51.7 52.3 51.6 Earnings per share attributable to Quad/Graphics common shareholders Basic $ 0.19 $ 0.14 $ 0.12 $ 0.65 Diluted $ 0.18 $ 0.13 $ 0.11 $ 0.62 Cash dividends paid per common share for all classes of common shares $ 0.30 $ 0.30 $ 0.60 $ 0.60 |
Equity Incentive Programs
Equity Incentive Programs | 6 Months Ended |
Jun. 30, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Equity Incentive Programs | Equity Incentive Programs The shareholders of the Company approved the Quad/Graphics, Inc. 2010 Omnibus Incentive Plan ("Omnibus Plan") for two complementary purposes: (1) to attract and retain outstanding individuals to serve as directors, officers and employees; and (2) to increase shareholder value. The Omnibus Plan provides for an aggregate 10,871,652 shares of class A common stock reserved for issuance under the Omnibus Plan. Awards under the Omnibus Plan may consist of incentive awards, stock options, stock appreciation rights, performance shares, performance share units, shares of class A common stock, restricted stock, restricted stock units, deferred stock units or other stock-based awards as determined by the Company's Board of Directors. Each stock option granted has an exercise price of no less than 100% of the fair market value of the class A common stock on the date of grant. As of June 30, 2018 , there were 1,585,002 shares available for issuance under the Omnibus Plan. Authorized unissued shares or treasury shares may be used for issuance under the Company's equity incentive programs. The Company plans to either use treasury shares of its class A common stock or issue shares of class A common stock to meet the stock requirements of its awards in the future. The Company recognizes compensation expense based on estimated grant date fair values for all share-based awards issued to employees and non-employee directors, including stock options, performance shares, performance share units, restricted stock, restricted stock units and deferred stock units. The Company recognizes these compensation costs for only those awards expected to vest, on a straight-line basis over the requisite three to four year service period of the awards, except deferred stock units, which are fully vested and expensed on the grant date. The Company estimated the number of awards expected to vest based, in part, on historical forfeiture rates and also based on management's expectations of employee turnover within the specific employee groups receiving each type of award. Forfeitures are estimated at the time of grant and revised, if necessary, in subsequent periods, if actual forfeitures differ from those estimates. Equity Incentive Compensation Expense The total compensation expense recognized related to all equity incentive programs was $3.7 million and $9.1 million for the three and six months ended June 30, 2018 , respectively, and $3.7 million and $9.7 million for the three and six months ended June 30, 2017 , respectively, and was recorded primarily in selling, general and administrative expenses in the condensed consolidated statements of operations. Total future compensation expense related to all equity incentive programs granted as of June 30, 2018 , was estimated to be $22.3 million , which consists entirely of expense for restricted stock ("RS") and restricted stock unit ("RSU") awards. Estimated future compensation expense is $6.5 million for the remainder of 2018 , $9.9 million for 2019 , $5.2 million for 2020 and $0.7 million for 2021 . Stock Options Options vest over four years , with no vesting in the first year and one-third vesting upon the second, third and fourth anniversary dates. As defined in the individual grant agreements, acceleration of vesting may occur under a change in control, death, disability or normal retirement of the grantee. Options expire no later than the tenth anniversary of the grant date, 24 months after termination for death, 36 months after termination for normal retirement or disability and 90 days after termination of employment for any other reason. Options are not credited with dividend declarations, except for the November 18, 2011 grants. Stock options are only to be granted to employees. There were no stock options granted, and no compensation expense was recognized related to stock options for the three and six months ended June 30, 2018 and 2017 . There is no future compensation expense for stock options as of June 30, 2018 . The following table is a summary of the stock option activity for the six months ended June 30, 2018 : Shares Under Option Weighted Average Exercise Price Weighted Average Remaining Contractual Term (years) Aggregate Intrinsic Value (millions) Outstanding at December 31, 2017 1,532,033 $ 23.60 2.3 $ 6.8 Granted — — Exercised (271,859 ) 14.78 Canceled/forfeited/expired (330,986 ) 30.38 Outstanding and exercisable at June 30, 2018 929,188 $ 23.77 2.3 $ 3.6 The intrinsic value of options outstanding and exercisable at June 30, 2018 , and December 31, 2017 , was based on the fair value of the stock price. All outstanding options are vested as of June 30, 2018 . The following table is a summary of the stock option exercise activity for the three and six months ended June 30, 2018 and 2017 : Three Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 Total intrinsic value of stock options exercised $ — $ 1.0 $ 3.6 $ 1.7 Proceeds from stock options exercised — 1.1 4.0 2.4 Restricted Stock and Restricted Stock Units Restricted stock and restricted stock unit awards consist of shares or the rights to shares of the Company's class A common stock which are awarded to employees of the Company. The awards are restricted such that they are subject to substantial risk of forfeiture and to restrictions on their sale or other transfer by the employee. RSU awards are typically granted to eligible employees outside of the United States. As defined in the individual grant agreements, acceleration of vesting may occur under a change in control, death, disability or normal retirement of the grantee. Grantees receiving RS grants are able to exercise full voting rights and receive full credit for dividends during the vesting period. All such dividends will be paid to the RS grantee within 45 days of full vesting. Grantees receiving RSUs are not entitled to vote, but do earn dividends. Upon vesting, RSUs will be settled either through cash payment equal to the fair market value of the RSUs on the vesting date or through issuance of the Company's class A common stock. The following table is a summary of RS and RSU award activity for the six months ended June 30, 2018 : Restricted Stock Restricted Stock Units Shares Weighted- Average Grant Date Fair Value Per Share Weighted- Average Remaining Contractual Term (years) Units Weighted- Average Grant Date Fair Value Per Share Weighted- Average Remaining Contractual Term (years) Nonvested at December 31, 2017 2,470,158 $ 16.95 1.2 114,942 $ 16.68 1.3 Granted 663,986 22.56 18,586 22.60 Vested (635,399 ) 21.44 (19,510 ) 23.11 Forfeited (136,123 ) 16.50 — — Nonvested at June 30, 2018 2,362,622 $ 17.35 1.5 114,018 $ 16.55 1.3 In general, RS and RSU awards will vest on the third anniversary of the grant date, provided the holder of the share is continuously employed by the Company until the vesting date. Compensation expense recognized for RS and RSU awards was $3.7 million and $8.2 million for the three and six months ended June 30, 2018 , respectively, and $3.7 million and $8.8 million for the three and six months ended June 30, 2017 , respectively. Deferred Stock Units Deferred stock units ("DSU") are awards of rights to shares of the Company's class A common stock and are awarded to non-employee directors of the Company. The following table is a summary of DSU award activity for the six months ended June 30, 2018 : Deferred Stock Units Units Weighted-Average Grant Date Fair Value Per Share Outstanding at December 31, 2017 195,913 $ 18.18 Granted 39,360 22.60 Dividend equivalents granted 5,932 22.55 Settled (12,587 ) 10.56 Outstanding at June 30, 2018 228,618 $ 19.47 Each DSU award entitles the grantee to receive one share of class A common stock upon the earlier of the separation date of the grantee or the second anniversary of the grant date, but could be subject to acceleration for a change in control, death or disability as defined in the individual DSU grant agreement. Grantees of DSU awards may not exercise voting rights, but are credited with dividend equivalents, and those dividend equivalents will be converted into additional DSU awards based on the closing price of the class A common stock. No compensation expense was recognized for DSU awards during the three months ended June 30, 2018 and 2017 . There was $0.9 million of compensation expense recognized for DSU awards during the six months ended June 30, 2018 and 2017 . As DSU awards are fully vested on the grant date, all compensation expense was recognized at the date of grant. |
Shareholders' Equity
Shareholders' Equity | 6 Months Ended |
Jun. 30, 2018 | |
Equity [Abstract] | |
Shareholders' Equity | Shareholders' Equity The Company has three classes of common stock as follows (share data in millions): Issued Common Stock Authorized Shares Outstanding Treasury Total Issued Shares Class A stock ($0.025 par value) 80.0 June 30, 2018 38.2 2.1 40.3 December 31, 2017 38.2 1.8 40.0 Class B stock ($0.025 par value) 80.0 June 30, 2018 13.5 — 13.5 December 31, 2017 13.8 — 13.8 Class C stock ($0.025 par value) 20.0 June 30, 2018 — 0.5 0.5 December 31, 2017 — 0.5 0.5 In accordance with the Articles of Incorporation, each class A common share has one vote per share and each class B and class C common share has ten votes per share on all matters voted upon by the Company's shareholders. Liquidation rights are the same for all three classes of common stock. The Company also has 0.5 million shares of $0.01 par value preferred stock authorized, of which none were issued at June 30, 2018 , and December 31, 2017 . The Company has no present plans to issue any preferred stock. On September 6, 2011 , the Company's Board of Directors authorized a share repurchase program of up to $100.0 million of the Company's outstanding class A common stock. During the three and six months ended June 30, 2018 , the Company repurchased 1,871,631 shares of its class A common stock at a weighted average price of $19.59 per share for a total purchase price of $36.7 million . As of June 30, 2018 , there were $42.5 million of authorized repurchases remaining under the program. On July 30, 2018 , the Company's Board of Directors discontinued the remainder of the September 6, 2011 share repurchase program and authorized a new share repurchase program of up to $100.0 million of the Company's outstanding class A common stock. On February 16, 2018 , the Company's Board of Directors authorized the issuance of 1,006,061 shares of Company class A common stock from treasury to the Company's ESOP, at a stock price of $22.18 per share for a total value of $22.3 million . In March 2018, 284,845 shares of class B common stock were converted to class A common stock, and the class B common shares were canceled and returned to the status of authorized but unissued shares. In accordance with the Articles of Incorporation, dividends are paid equally for all three classes of common shares. The dividend activity related to the then outstanding shares for the six months ended June 30, 2018 and 2017 , was as follows: Declaration Date Record Date Payment Date Dividend Amount per Share 2018 Q2 Dividend May 1, 2018 May 21, 2018 June 8, 2018 $ 0.30 Q1 Dividend February 21, 2018 March 19, 2018 March 30, 2018 0.30 2017 Q2 Dividend May 1, 2017 May 22, 2017 June 2, 2017 $ 0.30 Q1 Dividend February 17, 2017 February 27, 2017 March 10, 2017 0.30 Activity impacting the Company's shareholders' equity and noncontrolling interests for the six months ended June 30, 2018 , was as follows: Quad/Graphics' Shareholders' Equity Noncontrolling Interests Total Shareholders' Equity and Noncontrolling Interests Balance at December 31, 2017 $ 522.4 $ — $ 522.4 Net earnings 5.9 0.1 6.0 Consolidation of Rise — 18.4 18.4 Accumulated deficit transition adjustment for adoption of Topic 606 (see Note 2) 3.2 — 3.2 Translation adjustments (10.0 ) — (10.0 ) Interest rate swap adjustments, net of tax 3.9 — 3.9 Cash dividends declared (31.8 ) — (31.8 ) Stock-based compensation 9.1 — 9.1 Employee stock ownership plan contribution 22.3 — 22.3 Purchases of treasury stock (36.7 ) — (36.7 ) Stock options exercised 4.0 — 4.0 Equity awards redeemed to pay employees' tax obligations (7.5 ) — (7.5 ) Balance at June 30, 2018 $ 484.8 $ 18.5 $ 503.3 |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 6 Months Ended |
Jun. 30, 2018 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive Loss The changes in accumulated other comprehensive loss by component, net of tax, for the six months ended June 30, 2018 , were as follows: Translation Adjustments Interest Rate Swap Adjustments Pension Benefit Plan Adjustments Total Balance at December 31, 2017 $ (115.9 ) $ 1.3 $ (9.8 ) $ (124.4 ) Other comprehensive income (loss) before reclassifications (10.0 ) 3.9 — (6.1 ) Amounts reclassified from accumulated other comprehensive loss to net earnings — — — — Net other comprehensive income (loss) (10.0 ) 3.9 — (6.1 ) Amounts reclassified from accumulated other comprehensive loss to accumulated deficit (1) (1.1 ) 0.3 (2.1 ) (2.9 ) Balance at June 30, 2018 $ (127.0 ) $ 5.5 $ (11.9 ) $ (133.4 ) ______________________________ (1) Includes adjustments for the adoption of Accounting Standards Update 2018-02 "Income Statement—Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income". The changes in accumulated other comprehensive loss by component, net of tax, for the six months ended June 30, 2017 , were as follows: Translation Adjustments Interest Rate Swap Adjustments Pension Benefit Plan Adjustments Total Balance at December 31, 2016 $ (130.8 ) $ — $ (21.8 ) $ (152.6 ) Other comprehensive income (loss) before reclassifications 11.4 (0.4 ) — 11.0 Amounts reclassified from accumulated other comprehensive loss to net earnings — — — — Net other comprehensive income (loss) 11.4 (0.4 ) — 11.0 Balance at June 30, 2017 $ (119.4 ) $ (0.4 ) $ (21.8 ) $ (141.6 ) |
Segment Information
Segment Information | 6 Months Ended |
Jun. 30, 2018 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information The Company is a leading marketing solutions provider. T he Company leverages its strong print foundation as part of a much larger, robust integrated marketing platform that helps marketers and content creators improve the efficiency and effectiveness of their marketing spend across offline and online media channels. The Company's operating and reportable segments are aligned with how the chief operating decision maker of the Company currently manages the business. The Company's operating and reportable segments, including their product and service offerings, and a "Corporate" category are as follows: • United States Print and Related Services • International • Corporate United States Print and Related Services The United States Print and Related Services segment is predominantly comprised of the Company's United States printing operations and is managed as one integrated platform. This includes retail inserts, publications, catalogs, special interest publications, journals, direct mail, books, directories, in-store marketing and promotion, packaging, newspapers, custom print products, other commercial and specialty printed products and global paper procurement, together with marketing and other complementary services, including consumer insights, audience targeting, personalization, media planning and placement, process optimization, campaign planning and creation, pre-media production, videography, photography, digital execution, print execution and logistics. This segment also includes the manufacture of ink. International The International segment consists of the Company's printing operations in Europe and Latin America, including operations in England, France, Germany, Poland, Argentina, Colombia, Mexico and Peru, as well as investments in printing operations in Brazil and India. This segment provides printed products and marketing and other complementary services consistent with the United States Print and Related Services segment. Unrestricted subsidiaries as defined in the Company's Senior Unsecured Notes indenture represent less than 2.0% of total consolidated assets as of June 30, 2018 , and less than 2.0% of total consolidated net sales for the three and six months ended June 30, 2018 . Corporate Corporate consists of unallocated general and administrative activities and associated expenses including, in part, executive, legal and finance, as well as certain expenses and income from frozen employee retirement plans, such as pension benefit plans. The following is a summary of segment information for the three and six months ended June 30, 2018 and 2017 : Net Sales Operating Income (Loss) Restructuring, Impairment and Transaction- Related Charges Products Services Three months ended June 30, 2018 United States Print and Related Services $ 711.8 $ 207.7 $ 33.3 $ 8.1 International 91.6 4.4 1.6 2.0 Total operating segments 803.4 212.1 34.9 10.1 Corporate — — (14.0 ) 0.3 Total $ 803.4 $ 212.1 $ 20.9 $ 10.4 Three months ended June 30, 2017 United States Print and Related Services $ 733.1 $ 139.2 $ 40.7 $ 2.8 International 86.3 4.6 3.3 1.8 Total operating segments 819.4 143.8 44.0 4.6 Corporate — — (13.9 ) 0.7 Total $ 819.4 $ 143.8 $ 30.1 $ 5.3 Six months ended June 30, 2018 United States Print and Related Services $ 1,418.4 $ 368.9 $ 53.6 $ 28.5 International 186.1 9.6 7.3 3.0 Total operating segments 1,604.5 378.5 60.9 31.5 Corporate — — (32.9 ) 3.8 Total $ 1,604.5 $ 378.5 $ 28.0 $ 35.3 Six months ended June 30, 2017 United States Print and Related Services $ 1,496.2 $ 278.3 $ 103.2 $ 9.9 International 177.5 9.8 8.1 2.8 Total operating segments 1,673.7 288.1 111.3 12.7 Corporate — — (30.2 ) 1.8 Total $ 1,673.7 $ 288.1 $ 81.1 $ 14.5 Restructuring, impairment and transaction-related charges for the three and six months ended June 30, 2018 and 2017 , are further described in Note 4 , " Restructuring, Impairment and Transaction-Related Charges ," and are included in the operating income (loss) results by segment above. A reconciliation of operating income to earnings (loss) before income taxes and equity in (earnings) loss of unconsolidated entity as reported in the condensed consolidated statements of operations for the three and six months ended June 30, 2018 and 2017 , was as follows: Three Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 Operating income $ 20.9 $ 30.1 $ 28.0 $ 81.1 Less: interest expense 18.4 17.6 35.7 35.8 Less: net pension income (3.1 ) (2.6 ) (6.2 ) (5.2 ) Less: loss on debt extinguishment — — — 2.6 Earnings (loss) before income taxes and equity in (earnings) loss of unconsolidated entity $ 5.6 $ 15.1 $ (1.5 ) $ 47.9 |
Separate Financial Information
Separate Financial Information of Subsidiary Guarantors of Indebtedness | 6 Months Ended |
Jun. 30, 2018 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Separate Financial Information of Subsidiary Guarantors of Indebtedness | Separate Financial Information of Subsidiary Guarantors of Indebtedness On April 28, 2014 , Quad/Graphics completed an offering of the Senior Unsecured Notes (see Note 9 , " Debt ," for further details on the Senior Unsecured Notes ). Each of the Company's Guarantor Subsidiaries fully and unconditionally guarantee or, in the case of future subsidiaries, will guarantee, on a joint and several basis, the Senior Unsecured Notes . All of the current Guarantor Subsidiaries are 100% owned by the Company. Guarantor Subsidiaries will be automatically released from these guarantees upon the occurrence of certain events, including the following: • the designation of any of the Guarantor Subsidiaries as an unrestricted subsidiary; • the release or discharge of any guarantee or indebtedness that resulted in the creation of the guarantee of the Senior Unsecured Notes by any of the Guarantor Subsidiaries; or • the sale or disposition, including the sale of substantially all the assets, of any of the Guarantor Subsidiaries. The following condensed consolidating financial information reflects the summarized financial information of Quad/Graphics, the Company's Guarantor Subsidiaries on a combined basis and the Company's non-guarantor subsidiaries on a combined basis. Condensed Consolidating Statement of Operations For the Three Months Ended June 30, 2018 Quad/Graphics, Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Net sales $ 400.1 $ 602.3 $ 115.2 $ (102.1 ) $ 1,015.5 Cost of sales 308.9 527.8 89.5 (99.5 ) 826.7 Selling, general and administrative expenses 65.0 24.7 12.1 (2.6 ) 99.2 Depreciation and amortization 25.1 27.2 6.0 — 58.3 Restructuring, impairment and transaction-related charges (8.7 ) 17.2 1.9 — 10.4 Total operating expenses 390.3 596.9 109.5 (102.1 ) 994.6 Operating income (loss) $ 9.8 $ 5.4 $ 5.7 $ — $ 20.9 Interest expense (income) 15.7 0.8 1.9 — 18.4 Net pension income — (3.1 ) — — (3.1 ) Earnings (loss) before income taxes and equity in (earnings) loss of consolidated and unconsolidated entities (5.9 ) 7.7 3.8 — 5.6 Income tax expense (benefit) (1.4 ) (2.2 ) (0.1 ) — (3.7 ) Earnings (loss) before equity in (earnings) loss of consolidated and unconsolidated entities (4.5 ) 9.9 3.9 — 9.3 Equity in (earnings) loss of consolidated entities (13.9 ) (1.4 ) — 15.3 — Equity in (earnings) loss of unconsolidated entity — — (0.2 ) — (0.2 ) Net earnings (loss) $ 9.4 $ 11.3 $ 4.1 $ (15.3 ) $ 9.5 Net (earnings) loss attributable to noncontrolling interests — — (0.1 ) — (0.1 ) Net earnings (loss) attributable to Quad/Graphics common shareholders $ 9.4 $ 11.3 $ 4.0 $ (15.3 ) $ 9.4 Condensed Consolidating Statement of Comprehensive Income (Loss) For the Three Months Ended June 30, 2018 Quad/Graphics, Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Net earnings (loss) $ 9.4 $ 11.3 $ 4.1 $ (15.3 ) $ 9.5 Other comprehensive income (loss), net of tax (14.6 ) (2.4 ) (13.3 ) 15.7 (14.6 ) Total comprehensive income (loss) $ (5.2 ) $ 8.9 $ (9.2 ) $ 0.4 $ (5.1 ) Less: comprehensive (income) loss attributable to noncontrolling interests — — (0.1 ) — (0.1 ) Comprehensive income (loss) attributable to Quad/Graphics common shareholders $ (5.2 ) $ 8.9 $ (9.3 ) $ 0.4 $ (5.2 ) Condensed Consolidating Statement of Operations For the Three Months Ended June 30, 2017 Quad/Graphics, Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Net sales $ 385.2 $ 562.2 $ 101.2 $ (85.4 ) $ 963.2 Cost of sales 284.0 484.3 80.3 (83.6 ) 765.0 Selling, general and administrative expenses 64.6 32.3 9.2 (1.8 ) 104.3 Depreciation and amortization 27.4 25.7 5.4 — 58.5 Restructuring, impairment and transaction-related charges 6.5 (3.1 ) 1.9 — 5.3 Total operating expenses 382.5 539.2 96.8 (85.4 ) 933.1 Operating income (loss) $ 2.7 $ 23.0 $ 4.4 $ — $ 30.1 Interest expense (income) 17.2 (0.6 ) 1.0 — 17.6 Net pension income — (2.6 ) — — (2.6 ) Earnings (loss) before income taxes and equity in (earnings) loss of consolidated and unconsolidated entities (14.5 ) 26.2 3.4 — 15.1 Income tax expense (benefit) (3.9 ) 6.4 5.8 — 8.3 Earnings (loss) before equity in (earnings) loss of consolidated and unconsolidated entities (10.6 ) 19.8 (2.4 ) — 6.8 Equity in (earnings) loss of consolidated entities (17.3 ) (0.7 ) — 18.0 — Equity in (earnings) loss of unconsolidated entity — — 0.1 — 0.1 Net earnings (loss) $ 6.7 $ 20.5 $ (2.5 ) $ (18.0 ) $ 6.7 Net (earnings) loss attributable to noncontrolling interests — — — — — Net earnings (loss) attributable to Quad/Graphics common shareholders $ 6.7 $ 20.5 $ (2.5 ) $ (18.0 ) $ 6.7 Condensed Consolidating Statement of Comprehensive Income (Loss) For the Three Months Ended June 30, 2017 Quad/Graphics, Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Net earnings (loss) $ 6.7 $ 20.5 $ (2.5 ) $ (18.0 ) $ 6.7 Other comprehensive income (loss), net of tax 2.9 (0.6 ) 3.5 (2.9 ) 2.9 Total comprehensive income (loss) $ 9.6 $ 19.9 $ 1.0 $ (20.9 ) $ 9.6 Less: comprehensive (income) loss attributable to noncontrolling interests — — — — — Comprehensive income (loss) attributable to Quad/Graphics common shareholders $ 9.6 $ 19.9 $ 1.0 $ (20.9 ) $ 9.6 Condensed Consolidating Statement of Operations For the Six Months Ended June 30, 2018 Quad/Graphics, Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Net sales $ 810.8 $ 1,148.7 $ 226.9 $ (203.4 ) $ 1,983.0 Cost of sales 640.4 1,000.1 177.0 (198.4 ) 1,619.1 Selling, general and administrative expenses 118.8 49.8 22.5 (5.0 ) 186.1 Depreciation and amortization 50.2 52.5 11.8 — 114.5 Restructuring, impairment and transaction-related charges 9.3 23.3 2.7 — 35.3 Total operating expenses 818.7 1,125.7 214.0 (203.4 ) 1,955.0 Operating income (loss) $ (7.9 ) $ 23.0 $ 12.9 $ — $ 28.0 Interest expense (income) 31.4 1.7 2.6 — 35.7 Net pension income — (6.2 ) — — (6.2 ) Earnings (loss) before income taxes and equity in (earnings) loss of consolidated and unconsolidated entities (39.3 ) 27.5 10.3 — (1.5 ) Income tax expense (benefit) (9.9 ) 2.2 0.7 — (7.0 ) Earnings (loss) before equity in (earnings) loss of consolidated and unconsolidated entities (29.4 ) 25.3 9.6 — 5.5 Equity in (earnings) loss of consolidated entities (35.3 ) (2.9 ) — 38.2 — Equity in (earnings) loss of unconsolidated entity — — (0.5 ) — (0.5 ) Net earnings (loss) 5.9 28.2 10.1 (38.2 ) 6.0 Net (earnings) loss attributable to noncontrolling interests — — (0.1 ) — (0.1 ) Net earnings (loss) attributable to Quad/Graphics common shareholders $ 5.9 $ 28.2 $ 10.0 $ (38.2 ) $ 5.9 Condensed Consolidating Statement of Comprehensive Income (Loss) For the Six Months Ended June 30, 2018 Quad/Graphics, Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Net earnings (loss) $ 5.9 $ 28.2 $ 10.1 $ (38.2 ) $ 6.0 Other comprehensive income (loss), net of tax (6.1 ) (2.9 ) (9.4 ) 12.3 (6.1 ) Total comprehensive income (loss) (0.2 ) 25.3 0.7 (25.9 ) (0.1 ) Less: comprehensive (income) loss attributable to noncontrolling interests — — (0.1 ) — (0.1 ) Comprehensive income (loss) attributable to Quad/Graphics common shareholders $ (0.2 ) $ 25.3 $ 0.6 $ (25.9 ) $ (0.2 ) Condensed Consolidating Statement of Operations For the Six Months Ended June 30, 2017 Quad/Graphics, Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Net sales $ 807.5 $ 1,125.6 $ 202.6 $ (173.9 ) $ 1,961.8 Cost of sales 587.1 967.9 162.0 (170.9 ) 1,546.1 Selling, general and administrative expenses 124.8 64.0 17.1 (3.0 ) 202.9 Depreciation and amortization 54.9 51.6 10.7 — 117.2 Restructuring, impairment and transaction-related charges 17.9 (6.1 ) 2.7 — 14.5 Total operating expenses 784.7 1,077.4 192.5 (173.9 ) 1,880.7 Operating income (loss) $ 22.8 $ 48.2 $ 10.1 $ — $ 81.1 Interest expense (income) 34.5 (0.6 ) 1.9 — 35.8 Net pension income — (5.2 ) — — (5.2 ) Loss (gain) on debt extinguishment 2.6 — — — 2.6 Earnings (loss) before income taxes and equity in (earnings) loss of consolidated and unconsolidated entities (14.3 ) 54.0 8.2 — 47.9 Income tax expense (benefit) (6.7 ) 20.2 1.5 — 15.0 Earnings (loss) before equity in (earnings) loss of consolidated and unconsolidated entities (7.6 ) 33.8 6.7 — 32.9 Equity in (earnings) loss of consolidated entities (39.7 ) (1.2 ) — 40.9 — Equity in (earnings) loss of unconsolidated entity — — 0.8 — 0.8 Net earnings (loss) 32.1 35.0 5.9 (40.9 ) 32.1 Net (earnings) loss attributable to noncontrolling interests — — — — — Net earnings (loss) attributable to Quad/Graphics common shareholders $ 32.1 $ 35.0 $ 5.9 $ (40.9 ) $ 32.1 Condensed Consolidating Statement of Comprehensive Income (Loss) For the Six Months Ended June 30, 2017 Quad/Graphics, Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Net earnings (loss) $ 32.1 $ 35.0 $ 5.9 $ (40.9 ) $ 32.1 Other comprehensive income (loss), net of tax 11.0 (0.2 ) 10.9 (10.7 ) 11.0 Total comprehensive income (loss) 43.1 34.8 16.8 (51.6 ) 43.1 Less: comprehensive (income) loss attributable to noncontrolling interests — — — — — Comprehensive income (loss) attributable to Quad/Graphics common shareholders $ 43.1 $ 34.8 $ 16.8 $ (51.6 ) $ 43.1 Condensed Consolidating Balance Sheet As of June 30, 2018 Quad/Graphics, Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total ASSETS Cash and cash equivalents $ 1.7 $ 0.7 $ 6.5 $ — $ 8.9 Receivables, less allowances for doubtful accounts 353.9 70.5 86.0 — 510.4 Intercompany receivables — 67.6 4.8 (72.4 ) — Inventories 112.6 137.2 40.9 — 290.7 Other current assets 43.7 14.7 9.7 — 68.1 Total current assets 511.9 290.7 147.9 (72.4 ) 878.1 Property, plant and equipment—net 684.0 468.4 154.4 — 1,306.8 Investment in consolidated entities 756.2 15.0 — (771.2 ) — Goodwill and intangible assets—net 4.3 123.5 56.8 — 184.6 Intercompany loan receivable 107.6 — — (107.6 ) — Other long-term assets 41.8 10.4 48.2 — 100.4 Total assets $ 2,105.8 $ 908.0 $ 407.3 $ (951.2 ) $ 2,469.9 LIABILITIES AND SHAREHOLDERS' EQUITY Accounts payable $ 213.1 $ 114.9 $ 68.1 $ — $ 396.1 Intercompany accounts payable 72.4 — — (72.4 ) — Short-term debt and current portion of long-term debt and capital lease obligations 30.0 0.9 11.4 — 42.3 Other current liabilities 161.8 75.0 35.3 — 272.1 Total current liabilities 477.3 190.8 114.8 (72.4 ) 710.5 Long-term debt and capital lease obligations 994.5 2.1 8.9 — 1,005.5 Intercompany loan payable — 41.4 66.2 (107.6 ) — Other long-term liabilities 130.7 109.0 10.9 — 250.6 Total liabilities 1,602.5 343.3 200.8 (180.0 ) 1,966.6 Total shareholders' equity and noncontrolling interests 503.3 564.7 206.5 (771.2 ) 503.3 Total liabilities and shareholders' equity $ 2,105.8 $ 908.0 $ 407.3 $ (951.2 ) $ 2,469.9 Condensed Consolidating Balance Sheet As of December 31, 2017 Quad/Graphics, Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total ASSETS Cash and cash equivalents $ 51.7 $ 2.0 $ 10.7 $ — $ 64.4 Receivables, less allowances for doubtful accounts 427.9 40.6 84.0 — 552.5 Intercompany receivables — 85.3 — (85.3 ) — Inventories 97.0 108.6 40.9 — 246.5 Other current assets 35.2 2.6 7.3 — 45.1 Total current assets 611.8 239.1 142.9 (85.3 ) 908.5 Property, plant and equipment—net 706.5 508.6 162.5 — 1,377.6 Investment in consolidated entities 578.3 12.1 — (590.4 ) — Goodwill and intangible assets—net 6.9 25.5 11.0 — 43.4 Intercompany loan receivable 106.3 — 1.7 (108.0 ) — Other long-term assets 60.5 13.5 48.9 — 122.9 Total assets $ 2,070.3 $ 798.8 $ 367.0 $ (783.7 ) $ 2,452.4 LIABILITIES AND SHAREHOLDERS' EQUITY Accounts payable $ 201.6 $ 115.9 $ 64.1 $ — $ 381.6 Intercompany accounts payable 75.1 — 10.2 (85.3 ) — Short-term debt and current portion of long-term debt and capital lease obligations 31.9 1.0 14.7 — 47.6 Other current liabilities 213.9 74.9 27.9 — 316.7 Total current liabilities 522.5 191.8 116.9 (85.3 ) 745.9 Long-term debt and capital lease obligations 904.3 1.4 11.5 — 917.2 Intercompany loan payable — 40.9 67.1 (108.0 ) — Other long-term liabilities 121.1 133.4 12.4 — 266.9 Total liabilities 1,547.9 367.5 207.9 (193.3 ) 1,930.0 Total shareholders' equity and noncontrolling interests 522.4 431.3 159.1 (590.4 ) 522.4 Total liabilities and shareholders' equity $ 2,070.3 $ 798.8 $ 367.0 $ (783.7 ) $ 2,452.4 Condensed Consolidating Statement of Cash Flows For the Six Months Ended June 30, 2018 Quad/Graphics, Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total OPERATING ACTIVITIES Net cash from (used in) operating activities $ 45.2 $ (15.7 ) $ 11.0 $ — $ 40.5 INVESTING ACTIVITIES Purchases of property, plant and equipment (22.2 ) (23.9 ) (7.7 ) — (53.8 ) Acquisition related investing activities — (76.3 ) 4.9 — (71.4 ) Intercompany investing activities (135.7 ) 4.6 (0.4 ) 131.5 — Other investing activities 14.6 4.7 4.1 — 23.4 Net cash from (used in) investing activities (143.3 ) (90.9 ) 0.9 131.5 (101.8 ) FINANCING ACTIVITIES Payments of long-term debt and capital lease obligations (21.2 ) (0.7 ) (3.0 ) — (24.9 ) Borrowings on revolving credit facilities 886.3 — 10.3 — 896.6 Payments on revolving credit facilities (778.6 ) — (13.3 ) — (791.9 ) Purchases of treasury stock (36.7 ) — — — (36.7 ) Payment of cash dividends (32.2 ) — — — (32.2 ) Intercompany financing activities 34.0 106.0 (8.5 ) (131.5 ) — Other financing activities (3.5 ) — — — (3.5 ) Net cash from (used in) financing activities 48.1 105.3 (14.5 ) (131.5 ) 7.4 Effect of exchange rates on cash and cash equivalents — — (1.6 ) — (1.6 ) Net increase (decrease) in cash and cash equivalents (50.0 ) (1.3 ) (4.2 ) — (55.5 ) Cash and cash equivalents at beginning of period 51.7 2.0 10.7 — 64.4 Cash and cash equivalents at end of period $ 1.7 $ 0.7 $ 6.5 $ — $ 8.9 Condensed Consolidating Statement of Cash Flows For the Six Months Ended June 30, 2017 Quad/Graphics, Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total OPERATING ACTIVITIES Net cash from (used in) operating activities $ 68.8 $ 31.8 $ 11.6 $ — $ 112.2 INVESTING ACTIVITIES Purchases of property, plant and equipment (11.4 ) (27.2 ) (4.2 ) — (42.8 ) Intercompany investing activities (6.7 ) (31.4 ) 0.9 37.2 — Other investing activities (5.0 ) 25.5 1.3 — 21.8 Net cash from (used in) investing activities (23.1 ) (33.1 ) (2.0 ) 37.2 (21.0 ) FINANCING ACTIVITIES Proceeds from issuance of long-term debt 375.0 — — — 375.0 Payments of long-term debt and capital lease obligations (409.8 ) (1.6 ) (2.0 ) — (413.4 ) Borrowings on revolving credit facilities 266.9 — 3.7 — 270.6 Payments on revolving credit facilities (279.4 ) — (8.0 ) — (287.4 ) Payment of cash dividends (31.7 ) — — — (31.7 ) Intercompany financing activities 41.9 0.1 (4.8 ) (37.2 ) — Other financing activities (8.2 ) (4.1 ) — — (12.3 ) Net cash from (used in) financing activities (45.3 ) (5.6 ) (11.1 ) (37.2 ) (99.2 ) Effect of exchange rates on cash and cash equivalents — (0.2 ) (0.3 ) — (0.5 ) Net increase (decrease) in cash and cash equivalents 0.4 (7.1 ) (1.8 ) — (8.5 ) Cash and cash equivalents at beginning of period 0.3 12.1 6.8 — 19.2 Cash and cash equivalents at end of period $ 0.7 $ 5.0 $ 5.0 $ — $ 10.7 |
New Accounting Pronouncements
New Accounting Pronouncements | 6 Months Ended |
Jun. 30, 2018 | |
Accounting Changes and Error Corrections [Abstract] | |
New Accounting Pronouncements | New Accounting Pronouncements In June 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update 2016-13 "Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments" ("ASU 2016-13"), which changes the impairment model for most financial assets and certain other instruments. Under the new guidance, entities will be required to measure expected credit losses for financial instruments, including trade receivables, based on historical experience, current conditions and reasonable forecasts. This guidance is effective for interim and annual periods beginning after December 15, 2019, with early adoption permitted for interim and annual periods beginning after December 15, 2018. This new guidance will require a modified retrospective transition approach, where the entity will need to apply a cumulative-effect adjustment to retained earnings (accumulated deficit) as of the beginning of the first reporting period in which the guidance is adopted. The Company is evaluating the impact of the adoption of ASU 2016-13 on the condensed consolidated financial statements. In February 2016, the FASB issued Accounting Standards Update 2016-02 "Leases (Topic 842)" ("ASU 2016-02"), which establishes a right-of-use model requiring a lessee to record a right-of-use asset and a lease liability on the balance sheet for all leases with terms longer than twelve months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition. The guidance also requires additional disclosures to enable users of financial statements to understand the amount, timing and uncertainty of cash flows arising from leases. This guidance is effective for interim and annual periods beginning after December 15, 2018, with early adoption permitted. The Company plans to adopt the standard in the first quarter of 2019. This new guidance will require a modified retrospective transition approach for all leases existing at, or entered into after, the date of initial application, with an option to elect to use certain transition relief. The modified retrospective transition approach would require the application of the new accounting model for the earliest year presented in the financial statements. The FASB issued Accounting Standards Update 2018-11 in July 2018, with targeted improvements to ASU 2016-02 that would allow a prospective transition approach in which only the current year financial statements would need to be reported under the new accounting model. The Company has established a cross-functional implementation team to evaluate the impact of ASU 2016-02 on the consolidated financial statements. The Company has completed its initial scoping review and is in process of implementing a system that will assist in meeting the standard's reporting and disclosure requirements. The Company is also in the process of implementing changes to its processes and internal controls. The Company continues to assess all potential impacts of the standard. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events Declaration of Quarterly Dividend On July 31, 2018 , the Company declared a quarterly dividend of $0.30 per share, which will be paid on September 7, 2018 , to shareholders of record as of August 20, 2018 . |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 6 Months Ended |
Jun. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Revenue Recognition | Revenue Recognition On January 1, 2018, the Company adopted Accounting Standards Update 2014-09, "Revenue from Contracts with Customers" ("Topic 606"), which provides revised guidance on recognizing revenue from contracts with customers. The Company adopted Topic 606 using the modified retrospective approach and applied the guidance to those contracts which were not completed as of January 1, 2018. This means that Topic 606 has been applied to the 2018 financial statements and disclosures going forward, but that prior period financial statements and disclosures reflect the revenue recognition standard of Topic 605, Revenue from Contracts with Customers. See Note 2 , " Revenue Recognition ," for additional accounting policy and transition disclosures. |
Pension Plans Policy | Pension Plans On January 1, 2018, the Company adopted Accounting Standards Update 2017-07 "Compensation—Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost" ("ASU 2017-07"), which provides revised guidance on how to present the components of net pension income in the statement of operations. As a result of the adoption of ASU 2017-07, the Company has reported $3.1 million and $6.2 million of net pension income during the three and six months ended June 30, 2018 , respectively, and has reclassified net pension income of $2.6 million and $5.2 million for the three and six months ended June 30, 2017 , respectively, to a line outside the subtotal of operating income, resulting in no impact to net earnings. The Company has adopted ASU 2017-07 retrospectively and has utilized the practical expedient that permits the use of the amounts disclosed in previous filings for net pension income as the estimation basis for the presentation of the prior comparative periods. There are no service costs associated with the Company's pension plans due to their frozen status. See Note 13 , " Employee Retirement Plans ," for the components of net pension income. |
Fair Value Measurement | Certain assets and liabilities are required to be recorded at fair value on a recurring basis, while other assets and liabilities are recorded at fair value on a nonrecurring basis, generally as a result of acquisitions or impairment charges. Fair value is determined based on the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants. GAAP also classifies the inputs used to measure fair value into the following hierarchy: Level 1: Quoted prices in active markets for identical assets or liabilities. Level 2: Quoted prices in active markets for similar assets or liabilities, quoted prices for identical or similar assets or liabilities in markets that are not active, or inputs other than quoted prices that are observable for the asset or liability. Level 3: Unobservable inputs for the asset or liability. There were no Level 3 recurring measurements of assets or liabilities as of June 30, 2018 . |
Earnings Per Share | The calculation of diluted earnings per share attributable to Quad/Graphics common shareholders includes the effect of any dilutive equity incentive instruments. The Company uses the treasury stock method to calculate the effect of outstanding dilutive equity incentive instruments, which requires the Company to compute total proceeds as the sum of the amount the employee must pay upon exercise of the award and the amount of unearned stock-based compensation costs attributable to future services. Equity incentive instruments for which the total employee proceeds from exercise exceed the average fair value of the same equity incentive instrument over the period have an anti-dilutive effect on earnings per share during periods with net earnings, and accordingly, the Company excludes them from the calculation. |
Share-based Compensation, Option and Incentive Plans | The Company recognizes compensation expense based on estimated grant date fair values for all share-based awards issued to employees and non-employee directors, including stock options, performance shares, performance share units, restricted stock, restricted stock units and deferred stock units. The Company recognizes these compensation costs for only those awards expected to vest, on a straight-line basis over the requisite three to four year service period of the awards, except deferred stock units, which are fully vested and expensed on the grant date. The Company estimated the number of awards expected to vest based, in part, on historical forfeiture rates and also based on management's expectations of employee turnover within the specific employee groups receiving each type of award. Forfeitures are estimated at the time of grant and revised, if necessary, in subsequent periods, if actual forfeitures differ from those estimates. |
New Accounting Pronouncements | In June 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update 2016-13 "Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments" ("ASU 2016-13"), which changes the impairment model for most financial assets and certain other instruments. Under the new guidance, entities will be required to measure expected credit losses for financial instruments, including trade receivables, based on historical experience, current conditions and reasonable forecasts. This guidance is effective for interim and annual periods beginning after December 15, 2019, with early adoption permitted for interim and annual periods beginning after December 15, 2018. This new guidance will require a modified retrospective transition approach, where the entity will need to apply a cumulative-effect adjustment to retained earnings (accumulated deficit) as of the beginning of the first reporting period in which the guidance is adopted. The Company is evaluating the impact of the adoption of ASU 2016-13 on the condensed consolidated financial statements. In February 2016, the FASB issued Accounting Standards Update 2016-02 "Leases (Topic 842)" ("ASU 2016-02"), which establishes a right-of-use model requiring a lessee to record a right-of-use asset and a lease liability on the balance sheet for all leases with terms longer than twelve months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition. The guidance also requires additional disclosures to enable users of financial statements to understand the amount, timing and uncertainty of cash flows arising from leases. This guidance is effective for interim and annual periods beginning after December 15, 2018, with early adoption permitted. The Company plans to adopt the standard in the first quarter of 2019. This new guidance will require a modified retrospective transition approach for all leases existing at, or entered into after, the date of initial application, with an option to elect to use certain transition relief. The modified retrospective transition approach would require the application of the new accounting model for the earliest year presented in the financial statements. The FASB issued Accounting Standards Update 2018-11 in July 2018, with targeted improvements to ASU 2016-02 that would allow a prospective transition approach in which only the current year financial statements would need to be reported under the new accounting model. The Company has established a cross-functional implementation team to evaluate the impact of ASU 2016-02 on the consolidated financial statements. The Company has completed its initial scoping review and is in process of implementing a system that will assist in meeting the standard's reporting and disclosure requirements. The Company is also in the process of implementing changes to its processes and internal controls. The Company continues to assess all potential impacts of the standard. |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of New Accounting Pronouncements and Changes in Accounting Principles | The effects of the adjustments to the December 31, 2017 consolidated balance sheet for the modified retrospective adoption of Topic 606, were as follows: December 31, 2017 Topic 606 Adjustments Opening Balance at January 1, 2018 Prepaid expenses and other current assets $ 45.1 $ 2.3 $ 47.4 Other long-term assets 119.3 2.0 121.3 Deferred income taxes 41.9 1.1 43.0 Accumulated deficit (162.9 ) 3.2 (159.7 ) |
Disaggregation of Revenue | The following table provides information about disaggregated revenue by the Company's operating segments and major products and services offerings: United States Print and Related Services International Total Three months ended June 30, 2018 Catalog, publications, retail inserts, books and directories $ 556.8 $ 84.3 $ 641.1 Direct mail and other printed products 148.1 7.1 155.2 Other 6.9 0.2 7.1 Total Products 711.8 91.6 803.4 Logistics services 103.6 4.4 108.0 Imaging, marketing services and other services 104.1 — 104.1 Total Services 207.7 4.4 212.1 Total Net Sales $ 919.5 $ 96.0 $ 1,015.5 Three months ended June 30, 2017 Catalog, publications, retail inserts, books and directories $ 571.2 $ 80.5 $ 651.7 Direct mail and other printed products 148.2 5.6 153.8 Other 13.7 0.2 13.9 Total Products 733.1 86.3 819.4 Logistics services 92.5 4.6 97.1 Imaging, marketing services and other services 46.7 — 46.7 Total Services 139.2 4.6 143.8 Total Net Sales $ 872.3 $ 90.9 $ 963.2 Revenue Disaggregation (Continued) United States Print International Total Six months ended June 30, 2018 Catalog, publications, retail inserts, books and directories $ 1,120.0 $ 169.8 $ 1,289.8 Direct mail and other printed products 284.7 16.0 300.7 Other 13.7 0.3 14.0 Total Products 1,418.4 186.1 1,604.5 Logistics services 201.4 9.6 211.0 Imaging, marketing services and other services 167.5 — 167.5 Total Services 368.9 9.6 378.5 Total Net Sales $ 1,787.3 $ 195.7 $ 1,983.0 Six months ended June 30, 2017 Catalog, publications, retail inserts, books and directories $ 1,170.6 $ 164.2 $ 1,334.8 Direct mail and other printed products 296.9 12.9 309.8 Other 28.7 0.4 29.1 Total Products 1,496.2 177.5 1,673.7 Logistics services 186.6 9.8 196.4 Imaging, marketing services and other services 91.7 — 91.7 Total Services 278.3 9.8 288.1 Total Net Sales $ 1,774.5 $ 187.3 $ 1,961.8 |
Restructuring, Impairment and30
Restructuring, Impairment and Transaction-Related Charges (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Restructuring, Impairment and Transaction-Related Charges | The Company recorded restructuring, impairment and transaction-related charges for the three and six months ended June 30, 2018 and 2017 , as follows: Three Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 Employee termination charges $ 2.5 $ 3.0 $ 13.1 $ 5.9 Impairment charges 3.6 0.3 11.5 0.7 Transaction-related charges 0.1 0.4 0.8 1.2 Integration costs 0.1 — 0.2 — Other restructuring charges 4.1 1.6 9.7 6.7 Total $ 10.4 $ 5.3 $ 35.3 $ 14.5 |
Activity Impacting Reserves for Restructuring, Impairment and Transaction-Related Charges | Activity impacting the Company's restructuring reserves for the six months ended June 30, 2018 , was as follows: Employee Termination Charges Impairment Charges Transaction-Related Charges Integration Costs Other Restructuring Charges Total Balance at December 31, 2017 $ 17.6 $ — $ 0.4 $ 0.2 $ 11.3 $ 29.5 Expense 13.1 11.5 0.8 0.2 9.7 35.3 Cash payments (18.9 ) — (1.1 ) (0.2 ) (13.0 ) (33.2 ) Non-cash adjustments/reclassifications (1.9 ) (11.5 ) — — 0.5 (12.9 ) Balance at June 30, 2018 $ 9.9 $ — $ 0.1 $ 0.2 $ 8.5 $ 18.7 |
Goodwill and Other Intangible31
Goodwill and Other Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | Activity impacting goodwill for the six months ended June 30, 2018 , was as follows: United States Print and Related Services International Total Balance at December 31, 2017 $ — $ — $ — Ivie acquisition (see Note 3) 29.3 — 29.3 Rise acquisition (see Note 3) 26.8 — 26.8 Balance at June 30, 2018 $ 56.1 $ — $ 56.1 |
Schedule of Accumulated Goodwill Impairment | The accumulated goodwill impairment losses and the carrying value of goodwill at June 30, 2018 , and December 31, 2017 , were as follows: June 30, 2018 December 31, 2017 United States Print and Related Services International Total United States Print and Related Services International Total Goodwill $ 834.4 $ 30.0 $ 864.4 $ 778.3 $ 30.0 $ 808.3 Accumulated goodwill impairment loss (778.3 ) (30.0 ) (808.3 ) (778.3 ) (30.0 ) (808.3 ) Ending Balance $ 56.1 $ — $ 56.1 $ — $ — $ — |
Schedule of Intangible Assets | The components of finite-lived intangible assets at June 30, 2018 , and December 31, 2017 , were as follows: June 30, 2018 December 31, 2017 Weighted Average Amortization Period (Years) Gross Carrying Amount Accumulated Amortization Net Book Value Weighted Gross Carrying Amount Accumulated Amortization Net Book Value Trademarks, patents, licenses and agreements 6 $ 59.6 $ (16.7 ) $ 42.9 7 $ 24.0 $ (13.5 ) $ 10.5 Capitalized software 5 12.0 (2.9 ) 9.1 5 2.8 (2.3 ) 0.5 Acquired technology 5 2.0 (2.0 ) — 5 2.0 (2.0 ) — Customer relationships 6 514.3 (437.8 ) 76.5 6 460.8 (428.4 ) 32.4 Total $ 587.9 $ (459.4 ) $ 128.5 $ 489.6 $ (446.2 ) $ 43.4 |
Schedule of Estimated Future Amortization Expense Related to Intangible Assets | The estimated future amortization expense related to other intangible assets as of June 30, 2018 , was as follows: Amortization Expense Remainder of 2018 $ 19.5 2019 32.0 2020 26.6 2021 21.6 2022 19.8 2023 and thereafter 9.0 Total $ 128.5 |
Inventories (Tables)
Inventories (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Inventory Disclosure [Abstract] | |
Schedule of Components of Inventory | The components of inventories at June 30, 2018 , and December 31, 2017 , were as follows: June 30, December 31, Raw materials and manufacturing supplies $ 170.6 $ 128.7 Work in process 49.8 43.6 Finished goods 70.3 74.2 Total $ 290.7 $ 246.5 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Property, Plant and Equipment [Abstract] | |
Components of Property, Plant and Equipment | The components of property, plant and equipment at June 30, 2018 , and December 31, 2017 , were as follows: June 30, December 31, Land $ 116.5 $ 122.5 Buildings 909.3 924.5 Machinery and equipment 3,587.2 3,617.1 Other (1) 197.7 197.5 Construction in progress 53.5 33.0 Property, plant and equipment—gross $ 4,864.2 $ 4,894.6 Less: accumulated depreciation (3,557.4 ) (3,517.0 ) Property, plant and equipment—net $ 1,306.8 $ 1,377.6 ______________________________ (1) Other consists of computer equipment, vehicles, furniture and fixtures, leasehold improvements and communication-related equipment. |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Debt Disclosure [Abstract] | |
Schedule Components of Long-Term Debt | The components of long-term debt as of June 30, 2018 , and December 31, 2017 , were as follows: June 30, December 31, Master note and security agreement $ 105.3 $ 123.6 Term loan A—$375.0 million due January 2021 281.3 281.3 Term loan B—$300.0 million due April 2021 279.3 279.1 Revolving credit facility—$725.0 million due January 2021 107.7 — Senior unsecured notes—$300.0 million due May 2022 243.5 243.5 International term loan—$20.8 million 12.4 14.9 International revolving credit facility—$16.0 million 6.4 9.8 Equipment term loans 2.2 2.4 Other 0.8 1.2 Debt issuance costs (8.8 ) (10.3 ) Total debt $ 1,030.1 $ 945.5 Less: short-term debt and current portion of long-term debt (36.9 ) (42.0 ) Long-term debt $ 993.2 $ 903.5 |
Schedule of Debt Issuance Costs | Activity impacting the Company's debt issuance costs for the six months ended June 30, 2018 , was as follows: Capitalized Debt Issuance Costs Balance at December 31, 2017 $ 10.3 Amortization of debt issuance costs (1.5 ) Balance at June 30, 2018 $ 8.8 |
Schedule of Loss on Debt Extinguishment | The loss on debt extinguishment recorded during the six months ended June 30, 2017 , was comprised of the following: Loss on Debt Extinguishment Debt issuance costs from April 28, 2014 debt financing arrangement $ 1.1 Debt issuance costs from February 10, 2017 debt financing arrangement 1.5 Total $ 2.6 |
Schedule of Gain on Debt Extinguishment | The loss on debt extinguishment recorded during the six months ended June 30, 2017 , was comprised of the following: Loss on Debt Extinguishment Debt issuance costs from April 28, 2014 debt financing arrangement $ 1.1 Debt issuance costs from February 10, 2017 debt financing arrangement 1.5 Total $ 2.6 |
Accrued Liabilities and Other35
Accrued Liabilities and Other Long-Term Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Payables and Accruals [Abstract] | |
Schedule of Components of Other Long-Term Liabilities | The components of accrued and other long-term liabilities as of June 30, 2018 , and December 31, 2017 , were as follows: June 30, 2018 December 31, 2017 Accrued Liabilities Other Long-Term Liabilities Total Accrued Liabilities Other Long-Term Liabilities Total Employee-related liabilities (1) $ 120.2 $ 62.7 $ 182.9 $ 152.1 $ 67.4 $ 219.5 Single employer pension plan obligations 1.7 72.3 74.0 1.7 82.4 84.1 Multiemployer pension plans – withdrawal liability 6.9 15.9 22.8 8.8 19.4 28.2 Tax-related liabilities 23.7 11.6 35.3 29.0 18.2 47.2 Restructuring liabilities 14.5 3.7 18.2 24.6 4.2 28.8 Interest and rent liabilities 6.3 2.5 8.8 6.7 1.9 8.6 Other 98.8 37.0 135.8 93.8 31.5 125.3 Total $ 272.1 $ 205.7 $ 477.8 $ 316.7 $ 225.0 $ 541.7 ______________________________ (1) Employee-related liabilities consist primarily of payroll, bonus, vacation, health and workers' compensation. |
Employee Retirement Plans (Tabl
Employee Retirement Plans (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Retirement Benefits [Abstract] | |
Schedule of Components of Net Pension Income | The components of net pension income for the three and six months ended June 30, 2018 and 2017 , were as follows: Three Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 Interest cost $ (4.0 ) $ (4.3 ) $ (8.0 ) $ (8.6 ) Expected return on plan assets 7.1 6.9 14.2 13.8 Net pension income $ 3.1 $ 2.6 $ 6.2 $ 5.2 |
Earnings (Loss) Per Share Att37
Earnings (Loss) Per Share Attributable to Quad/Graphics Common Shareholders (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Earnings Per Share [Abstract] | |
Schedule of Calculation of Numerator and Denominator in Earnings Per Share | Reconciliations of the numerator and the denominator of the basic and diluted per share computations for the Company's common stock, for the three and six months ended June 30, 2018 and 2017 , are summarized as follows: Three Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 Numerator Net earnings attributable to Quad/Graphics common shareholders $ 9.4 $ 6.7 $ 5.9 $ 32.1 Denominator Basic weighted average number of common shares outstanding for all classes of common shares 50.8 49.5 50.5 49.3 Plus: effect of dilutive equity incentive instruments 1.7 2.2 1.8 2.3 Diluted weighted average number of common shares outstanding for all classes of common shares 52.5 51.7 52.3 51.6 Earnings per share attributable to Quad/Graphics common shareholders Basic $ 0.19 $ 0.14 $ 0.12 $ 0.65 Diluted $ 0.18 $ 0.13 $ 0.11 $ 0.62 Cash dividends paid per common share for all classes of common shares $ 0.30 $ 0.30 $ 0.60 $ 0.60 |
Equity Incentive Programs (Tabl
Equity Incentive Programs (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of Stock Option Activity | The following table is a summary of the stock option activity for the six months ended June 30, 2018 : Shares Under Option Weighted Average Exercise Price Weighted Average Remaining Contractual Term (years) Aggregate Intrinsic Value (millions) Outstanding at December 31, 2017 1,532,033 $ 23.60 2.3 $ 6.8 Granted — — Exercised (271,859 ) 14.78 Canceled/forfeited/expired (330,986 ) 30.38 Outstanding and exercisable at June 30, 2018 929,188 $ 23.77 2.3 $ 3.6 |
Summary of Stock Option Exercises and Vesting Activity | The following table is a summary of the stock option exercise activity for the three and six months ended June 30, 2018 and 2017 : Three Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 Total intrinsic value of stock options exercised $ — $ 1.0 $ 3.6 $ 1.7 Proceeds from stock options exercised — 1.1 4.0 2.4 |
Summary of RS and RSU Award Activity | The following table is a summary of RS and RSU award activity for the six months ended June 30, 2018 : Restricted Stock Restricted Stock Units Shares Weighted- Average Grant Date Fair Value Per Share Weighted- Average Remaining Contractual Term (years) Units Weighted- Average Grant Date Fair Value Per Share Weighted- Average Remaining Contractual Term (years) Nonvested at December 31, 2017 2,470,158 $ 16.95 1.2 114,942 $ 16.68 1.3 Granted 663,986 22.56 18,586 22.60 Vested (635,399 ) 21.44 (19,510 ) 23.11 Forfeited (136,123 ) 16.50 — — Nonvested at June 30, 2018 2,362,622 $ 17.35 1.5 114,018 $ 16.55 1.3 |
Summary of DSU Award Activity | The following table is a summary of DSU award activity for the six months ended June 30, 2018 : Deferred Stock Units Units Weighted-Average Grant Date Fair Value Per Share Outstanding at December 31, 2017 195,913 $ 18.18 Granted 39,360 22.60 Dividend equivalents granted 5,932 22.55 Settled (12,587 ) 10.56 Outstanding at June 30, 2018 228,618 $ 19.47 |
Shareholders' Equity (Tables)
Shareholders' Equity (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Equity [Abstract] | |
Schedule of Stock by Class | The Company has three classes of common stock as follows (share data in millions): Issued Common Stock Authorized Shares Outstanding Treasury Total Issued Shares Class A stock ($0.025 par value) 80.0 June 30, 2018 38.2 2.1 40.3 December 31, 2017 38.2 1.8 40.0 Class B stock ($0.025 par value) 80.0 June 30, 2018 13.5 — 13.5 December 31, 2017 13.8 — 13.8 Class C stock ($0.025 par value) 20.0 June 30, 2018 — 0.5 0.5 December 31, 2017 — 0.5 0.5 |
Schedule of Dividend Activity Related to the Outstanding Shares | The dividend activity related to the then outstanding shares for the six months ended June 30, 2018 and 2017 , was as follows: Declaration Date Record Date Payment Date Dividend Amount per Share 2018 Q2 Dividend May 1, 2018 May 21, 2018 June 8, 2018 $ 0.30 Q1 Dividend February 21, 2018 March 19, 2018 March 30, 2018 0.30 2017 Q2 Dividend May 1, 2017 May 22, 2017 June 2, 2017 $ 0.30 Q1 Dividend February 17, 2017 February 27, 2017 March 10, 2017 0.30 |
Activity Impacting Shareholders' Equity | Activity impacting the Company's shareholders' equity and noncontrolling interests for the six months ended June 30, 2018 , was as follows: Quad/Graphics' Shareholders' Equity Noncontrolling Interests Total Shareholders' Equity and Noncontrolling Interests Balance at December 31, 2017 $ 522.4 $ — $ 522.4 Net earnings 5.9 0.1 6.0 Consolidation of Rise — 18.4 18.4 Accumulated deficit transition adjustment for adoption of Topic 606 (see Note 2) 3.2 — 3.2 Translation adjustments (10.0 ) — (10.0 ) Interest rate swap adjustments, net of tax 3.9 — 3.9 Cash dividends declared (31.8 ) — (31.8 ) Stock-based compensation 9.1 — 9.1 Employee stock ownership plan contribution 22.3 — 22.3 Purchases of treasury stock (36.7 ) — (36.7 ) Stock options exercised 4.0 — 4.0 Equity awards redeemed to pay employees' tax obligations (7.5 ) — (7.5 ) Balance at June 30, 2018 $ 484.8 $ 18.5 $ 503.3 |
Accumulated Other Comprehensi40
Accumulated Other Comprehensive Loss (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Equity [Abstract] | |
Schedule of Changes in Accumulated Other Comprehensive Loss By Component, Net of Tax | The changes in accumulated other comprehensive loss by component, net of tax, for the six months ended June 30, 2018 , were as follows: Translation Adjustments Interest Rate Swap Adjustments Pension Benefit Plan Adjustments Total Balance at December 31, 2017 $ (115.9 ) $ 1.3 $ (9.8 ) $ (124.4 ) Other comprehensive income (loss) before reclassifications (10.0 ) 3.9 — (6.1 ) Amounts reclassified from accumulated other comprehensive loss to net earnings — — — — Net other comprehensive income (loss) (10.0 ) 3.9 — (6.1 ) Amounts reclassified from accumulated other comprehensive loss to accumulated deficit (1) (1.1 ) 0.3 (2.1 ) (2.9 ) Balance at June 30, 2018 $ (127.0 ) $ 5.5 $ (11.9 ) $ (133.4 ) ______________________________ (1) Includes adjustments for the adoption of Accounting Standards Update 2018-02 "Income Statement—Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income". The changes in accumulated other comprehensive loss by component, net of tax, for the six months ended June 30, 2017 , were as follows: Translation Adjustments Interest Rate Swap Adjustments Pension Benefit Plan Adjustments Total Balance at December 31, 2016 $ (130.8 ) $ — $ (21.8 ) $ (152.6 ) Other comprehensive income (loss) before reclassifications 11.4 (0.4 ) — 11.0 Amounts reclassified from accumulated other comprehensive loss to net earnings — — — — Net other comprehensive income (loss) 11.4 (0.4 ) — 11.0 Balance at June 30, 2017 $ (119.4 ) $ (0.4 ) $ (21.8 ) $ (141.6 ) |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Segment Reporting [Abstract] | |
Summary of Segment Information | The following is a summary of segment information for the three and six months ended June 30, 2018 and 2017 : Net Sales Operating Income (Loss) Restructuring, Impairment and Transaction- Related Charges Products Services Three months ended June 30, 2018 United States Print and Related Services $ 711.8 $ 207.7 $ 33.3 $ 8.1 International 91.6 4.4 1.6 2.0 Total operating segments 803.4 212.1 34.9 10.1 Corporate — — (14.0 ) 0.3 Total $ 803.4 $ 212.1 $ 20.9 $ 10.4 Three months ended June 30, 2017 United States Print and Related Services $ 733.1 $ 139.2 $ 40.7 $ 2.8 International 86.3 4.6 3.3 1.8 Total operating segments 819.4 143.8 44.0 4.6 Corporate — — (13.9 ) 0.7 Total $ 819.4 $ 143.8 $ 30.1 $ 5.3 Six months ended June 30, 2018 United States Print and Related Services $ 1,418.4 $ 368.9 $ 53.6 $ 28.5 International 186.1 9.6 7.3 3.0 Total operating segments 1,604.5 378.5 60.9 31.5 Corporate — — (32.9 ) 3.8 Total $ 1,604.5 $ 378.5 $ 28.0 $ 35.3 Six months ended June 30, 2017 United States Print and Related Services $ 1,496.2 $ 278.3 $ 103.2 $ 9.9 International 177.5 9.8 8.1 2.8 Total operating segments 1,673.7 288.1 111.3 12.7 Corporate — — (30.2 ) 1.8 Total $ 1,673.7 $ 288.1 $ 81.1 $ 14.5 |
Reconciliation of Operating Income (Loss) to Earnings (Loss) Before Income Taxes and Equity in Loss of Unconsolidated Entities | A reconciliation of operating income to earnings (loss) before income taxes and equity in (earnings) loss of unconsolidated entity as reported in the condensed consolidated statements of operations for the three and six months ended June 30, 2018 and 2017 , was as follows: Three Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 Operating income $ 20.9 $ 30.1 $ 28.0 $ 81.1 Less: interest expense 18.4 17.6 35.7 35.8 Less: net pension income (3.1 ) (2.6 ) (6.2 ) (5.2 ) Less: loss on debt extinguishment — — — 2.6 Earnings (loss) before income taxes and equity in (earnings) loss of unconsolidated entity $ 5.6 $ 15.1 $ (1.5 ) $ 47.9 |
Separate Financial Informatio42
Separate Financial Information of Subsidiary Guarantors of Indebtedness (Tables) | 6 Months Ended | |
Jun. 30, 2018 | Jun. 30, 2017 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | ||
Condensed Consolidating Statement of Operations | The following condensed consolidating financial information reflects the summarized financial information of Quad/Graphics, the Company's Guarantor Subsidiaries on a combined basis and the Company's non-guarantor subsidiaries on a combined basis. Condensed Consolidating Statement of Operations For the Three Months Ended June 30, 2018 Quad/Graphics, Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Net sales $ 400.1 $ 602.3 $ 115.2 $ (102.1 ) $ 1,015.5 Cost of sales 308.9 527.8 89.5 (99.5 ) 826.7 Selling, general and administrative expenses 65.0 24.7 12.1 (2.6 ) 99.2 Depreciation and amortization 25.1 27.2 6.0 — 58.3 Restructuring, impairment and transaction-related charges (8.7 ) 17.2 1.9 — 10.4 Total operating expenses 390.3 596.9 109.5 (102.1 ) 994.6 Operating income (loss) $ 9.8 $ 5.4 $ 5.7 $ — $ 20.9 Interest expense (income) 15.7 0.8 1.9 — 18.4 Net pension income — (3.1 ) — — (3.1 ) Earnings (loss) before income taxes and equity in (earnings) loss of consolidated and unconsolidated entities (5.9 ) 7.7 3.8 — 5.6 Income tax expense (benefit) (1.4 ) (2.2 ) (0.1 ) — (3.7 ) Earnings (loss) before equity in (earnings) loss of consolidated and unconsolidated entities (4.5 ) 9.9 3.9 — 9.3 Equity in (earnings) loss of consolidated entities (13.9 ) (1.4 ) — 15.3 — Equity in (earnings) loss of unconsolidated entity — — (0.2 ) — (0.2 ) Net earnings (loss) $ 9.4 $ 11.3 $ 4.1 $ (15.3 ) $ 9.5 Net (earnings) loss attributable to noncontrolling interests — — (0.1 ) — (0.1 ) Net earnings (loss) attributable to Quad/Graphics common shareholders $ 9.4 $ 11.3 $ 4.0 $ (15.3 ) $ 9.4 Condensed Consolidating Statement of Operations For the Three Months Ended June 30, 2017 Quad/Graphics, Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Net sales $ 385.2 $ 562.2 $ 101.2 $ (85.4 ) $ 963.2 Cost of sales 284.0 484.3 80.3 (83.6 ) 765.0 Selling, general and administrative expenses 64.6 32.3 9.2 (1.8 ) 104.3 Depreciation and amortization 27.4 25.7 5.4 — 58.5 Restructuring, impairment and transaction-related charges 6.5 (3.1 ) 1.9 — 5.3 Total operating expenses 382.5 539.2 96.8 (85.4 ) 933.1 Operating income (loss) $ 2.7 $ 23.0 $ 4.4 $ — $ 30.1 Interest expense (income) 17.2 (0.6 ) 1.0 — 17.6 Net pension income — (2.6 ) — — (2.6 ) Earnings (loss) before income taxes and equity in (earnings) loss of consolidated and unconsolidated entities (14.5 ) 26.2 3.4 — 15.1 Income tax expense (benefit) (3.9 ) 6.4 5.8 — 8.3 Earnings (loss) before equity in (earnings) loss of consolidated and unconsolidated entities (10.6 ) 19.8 (2.4 ) — 6.8 Equity in (earnings) loss of consolidated entities (17.3 ) (0.7 ) — 18.0 — Equity in (earnings) loss of unconsolidated entity — — 0.1 — 0.1 Net earnings (loss) $ 6.7 $ 20.5 $ (2.5 ) $ (18.0 ) $ 6.7 Net (earnings) loss attributable to noncontrolling interests — — — — — Net earnings (loss) attributable to Quad/Graphics common shareholders $ 6.7 $ 20.5 $ (2.5 ) $ (18.0 ) $ 6.7 Condensed Consolidating Statement of Operations For the Six Months Ended June 30, 2018 Quad/Graphics, Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Net sales $ 810.8 $ 1,148.7 $ 226.9 $ (203.4 ) $ 1,983.0 Cost of sales 640.4 1,000.1 177.0 (198.4 ) 1,619.1 Selling, general and administrative expenses 118.8 49.8 22.5 (5.0 ) 186.1 Depreciation and amortization 50.2 52.5 11.8 — 114.5 Restructuring, impairment and transaction-related charges 9.3 23.3 2.7 — 35.3 Total operating expenses 818.7 1,125.7 214.0 (203.4 ) 1,955.0 Operating income (loss) $ (7.9 ) $ 23.0 $ 12.9 $ — $ 28.0 Interest expense (income) 31.4 1.7 2.6 — 35.7 Net pension income — (6.2 ) — — (6.2 ) Earnings (loss) before income taxes and equity in (earnings) loss of consolidated and unconsolidated entities (39.3 ) 27.5 10.3 — (1.5 ) Income tax expense (benefit) (9.9 ) 2.2 0.7 — (7.0 ) Earnings (loss) before equity in (earnings) loss of consolidated and unconsolidated entities (29.4 ) 25.3 9.6 — 5.5 Equity in (earnings) loss of consolidated entities (35.3 ) (2.9 ) — 38.2 — Equity in (earnings) loss of unconsolidated entity — — (0.5 ) — (0.5 ) Net earnings (loss) 5.9 28.2 10.1 (38.2 ) 6.0 Net (earnings) loss attributable to noncontrolling interests — — (0.1 ) — (0.1 ) Net earnings (loss) attributable to Quad/Graphics common shareholders $ 5.9 $ 28.2 $ 10.0 $ (38.2 ) $ 5.9 | Condensed Consolidating Statement of Operations For the Six Months Ended June 30, 2017 Quad/Graphics, Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Net sales $ 807.5 $ 1,125.6 $ 202.6 $ (173.9 ) $ 1,961.8 Cost of sales 587.1 967.9 162.0 (170.9 ) 1,546.1 Selling, general and administrative expenses 124.8 64.0 17.1 (3.0 ) 202.9 Depreciation and amortization 54.9 51.6 10.7 — 117.2 Restructuring, impairment and transaction-related charges 17.9 (6.1 ) 2.7 — 14.5 Total operating expenses 784.7 1,077.4 192.5 (173.9 ) 1,880.7 Operating income (loss) $ 22.8 $ 48.2 $ 10.1 $ — $ 81.1 Interest expense (income) 34.5 (0.6 ) 1.9 — 35.8 Net pension income — (5.2 ) — — (5.2 ) Loss (gain) on debt extinguishment 2.6 — — — 2.6 Earnings (loss) before income taxes and equity in (earnings) loss of consolidated and unconsolidated entities (14.3 ) 54.0 8.2 — 47.9 Income tax expense (benefit) (6.7 ) 20.2 1.5 — 15.0 Earnings (loss) before equity in (earnings) loss of consolidated and unconsolidated entities (7.6 ) 33.8 6.7 — 32.9 Equity in (earnings) loss of consolidated entities (39.7 ) (1.2 ) — 40.9 — Equity in (earnings) loss of unconsolidated entity — — 0.8 — 0.8 Net earnings (loss) 32.1 35.0 5.9 (40.9 ) 32.1 Net (earnings) loss attributable to noncontrolling interests — — — — — Net earnings (loss) attributable to Quad/Graphics common shareholders $ 32.1 $ 35.0 $ 5.9 $ (40.9 ) $ 32.1 |
Condensed Consolidating Statement of Comprehensive Income (Loss) | Condensed Consolidating Statement of Comprehensive Income (Loss) For the Three Months Ended June 30, 2018 Quad/Graphics, Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Net earnings (loss) $ 9.4 $ 11.3 $ 4.1 $ (15.3 ) $ 9.5 Other comprehensive income (loss), net of tax (14.6 ) (2.4 ) (13.3 ) 15.7 (14.6 ) Total comprehensive income (loss) $ (5.2 ) $ 8.9 $ (9.2 ) $ 0.4 $ (5.1 ) Less: comprehensive (income) loss attributable to noncontrolling interests — — (0.1 ) — (0.1 ) Comprehensive income (loss) attributable to Quad/Graphics common shareholders $ (5.2 ) $ 8.9 $ (9.3 ) $ 0.4 $ (5.2 ) Condensed Consolidating Statement of Comprehensive Income (Loss) For the Six Months Ended June 30, 2017 Quad/Graphics, Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Net earnings (loss) $ 32.1 $ 35.0 $ 5.9 $ (40.9 ) $ 32.1 Other comprehensive income (loss), net of tax 11.0 (0.2 ) 10.9 (10.7 ) 11.0 Total comprehensive income (loss) 43.1 34.8 16.8 (51.6 ) 43.1 Less: comprehensive (income) loss attributable to noncontrolling interests — — — — — Comprehensive income (loss) attributable to Quad/Graphics common shareholders $ 43.1 $ 34.8 $ 16.8 $ (51.6 ) $ 43.1 Condensed Consolidating Statement of Comprehensive Income (Loss) For the Six Months Ended June 30, 2018 Quad/Graphics, Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Net earnings (loss) $ 5.9 $ 28.2 $ 10.1 $ (38.2 ) $ 6.0 Other comprehensive income (loss), net of tax (6.1 ) (2.9 ) (9.4 ) 12.3 (6.1 ) Total comprehensive income (loss) (0.2 ) 25.3 0.7 (25.9 ) (0.1 ) Less: comprehensive (income) loss attributable to noncontrolling interests — — (0.1 ) — (0.1 ) Comprehensive income (loss) attributable to Quad/Graphics common shareholders $ (0.2 ) $ 25.3 $ 0.6 $ (25.9 ) $ (0.2 ) Condensed Consolidating Statement of Comprehensive Income (Loss) For the Three Months Ended June 30, 2017 Quad/Graphics, Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total Net earnings (loss) $ 6.7 $ 20.5 $ (2.5 ) $ (18.0 ) $ 6.7 Other comprehensive income (loss), net of tax 2.9 (0.6 ) 3.5 (2.9 ) 2.9 Total comprehensive income (loss) $ 9.6 $ 19.9 $ 1.0 $ (20.9 ) $ 9.6 Less: comprehensive (income) loss attributable to noncontrolling interests — — — — — Comprehensive income (loss) attributable to Quad/Graphics common shareholders $ 9.6 $ 19.9 $ 1.0 $ (20.9 ) $ 9.6 | |
Condensed Consolidating Balance Sheet | Condensed Consolidating Balance Sheet As of June 30, 2018 Quad/Graphics, Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total ASSETS Cash and cash equivalents $ 1.7 $ 0.7 $ 6.5 $ — $ 8.9 Receivables, less allowances for doubtful accounts 353.9 70.5 86.0 — 510.4 Intercompany receivables — 67.6 4.8 (72.4 ) — Inventories 112.6 137.2 40.9 — 290.7 Other current assets 43.7 14.7 9.7 — 68.1 Total current assets 511.9 290.7 147.9 (72.4 ) 878.1 Property, plant and equipment—net 684.0 468.4 154.4 — 1,306.8 Investment in consolidated entities 756.2 15.0 — (771.2 ) — Goodwill and intangible assets—net 4.3 123.5 56.8 — 184.6 Intercompany loan receivable 107.6 — — (107.6 ) — Other long-term assets 41.8 10.4 48.2 — 100.4 Total assets $ 2,105.8 $ 908.0 $ 407.3 $ (951.2 ) $ 2,469.9 LIABILITIES AND SHAREHOLDERS' EQUITY Accounts payable $ 213.1 $ 114.9 $ 68.1 $ — $ 396.1 Intercompany accounts payable 72.4 — — (72.4 ) — Short-term debt and current portion of long-term debt and capital lease obligations 30.0 0.9 11.4 — 42.3 Other current liabilities 161.8 75.0 35.3 — 272.1 Total current liabilities 477.3 190.8 114.8 (72.4 ) 710.5 Long-term debt and capital lease obligations 994.5 2.1 8.9 — 1,005.5 Intercompany loan payable — 41.4 66.2 (107.6 ) — Other long-term liabilities 130.7 109.0 10.9 — 250.6 Total liabilities 1,602.5 343.3 200.8 (180.0 ) 1,966.6 Total shareholders' equity and noncontrolling interests 503.3 564.7 206.5 (771.2 ) 503.3 Total liabilities and shareholders' equity $ 2,105.8 $ 908.0 $ 407.3 $ (951.2 ) $ 2,469.9 Condensed Consolidating Balance Sheet As of December 31, 2017 Quad/Graphics, Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total ASSETS Cash and cash equivalents $ 51.7 $ 2.0 $ 10.7 $ — $ 64.4 Receivables, less allowances for doubtful accounts 427.9 40.6 84.0 — 552.5 Intercompany receivables — 85.3 — (85.3 ) — Inventories 97.0 108.6 40.9 — 246.5 Other current assets 35.2 2.6 7.3 — 45.1 Total current assets 611.8 239.1 142.9 (85.3 ) 908.5 Property, plant and equipment—net 706.5 508.6 162.5 — 1,377.6 Investment in consolidated entities 578.3 12.1 — (590.4 ) — Goodwill and intangible assets—net 6.9 25.5 11.0 — 43.4 Intercompany loan receivable 106.3 — 1.7 (108.0 ) — Other long-term assets 60.5 13.5 48.9 — 122.9 Total assets $ 2,070.3 $ 798.8 $ 367.0 $ (783.7 ) $ 2,452.4 LIABILITIES AND SHAREHOLDERS' EQUITY Accounts payable $ 201.6 $ 115.9 $ 64.1 $ — $ 381.6 Intercompany accounts payable 75.1 — 10.2 (85.3 ) — Short-term debt and current portion of long-term debt and capital lease obligations 31.9 1.0 14.7 — 47.6 Other current liabilities 213.9 74.9 27.9 — 316.7 Total current liabilities 522.5 191.8 116.9 (85.3 ) 745.9 Long-term debt and capital lease obligations 904.3 1.4 11.5 — 917.2 Intercompany loan payable — 40.9 67.1 (108.0 ) — Other long-term liabilities 121.1 133.4 12.4 — 266.9 Total liabilities 1,547.9 367.5 207.9 (193.3 ) 1,930.0 Total shareholders' equity and noncontrolling interests 522.4 431.3 159.1 (590.4 ) 522.4 Total liabilities and shareholders' equity $ 2,070.3 $ 798.8 $ 367.0 $ (783.7 ) $ 2,452.4 | |
Condensed Consolidating Statement of Cash Flows | Condensed Consolidating Statement of Cash Flows For the Six Months Ended June 30, 2018 Quad/Graphics, Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total OPERATING ACTIVITIES Net cash from (used in) operating activities $ 45.2 $ (15.7 ) $ 11.0 $ — $ 40.5 INVESTING ACTIVITIES Purchases of property, plant and equipment (22.2 ) (23.9 ) (7.7 ) — (53.8 ) Acquisition related investing activities — (76.3 ) 4.9 — (71.4 ) Intercompany investing activities (135.7 ) 4.6 (0.4 ) 131.5 — Other investing activities 14.6 4.7 4.1 — 23.4 Net cash from (used in) investing activities (143.3 ) (90.9 ) 0.9 131.5 (101.8 ) FINANCING ACTIVITIES Payments of long-term debt and capital lease obligations (21.2 ) (0.7 ) (3.0 ) — (24.9 ) Borrowings on revolving credit facilities 886.3 — 10.3 — 896.6 Payments on revolving credit facilities (778.6 ) — (13.3 ) — (791.9 ) Purchases of treasury stock (36.7 ) — — — (36.7 ) Payment of cash dividends (32.2 ) — — — (32.2 ) Intercompany financing activities 34.0 106.0 (8.5 ) (131.5 ) — Other financing activities (3.5 ) — — — (3.5 ) Net cash from (used in) financing activities 48.1 105.3 (14.5 ) (131.5 ) 7.4 Effect of exchange rates on cash and cash equivalents — — (1.6 ) — (1.6 ) Net increase (decrease) in cash and cash equivalents (50.0 ) (1.3 ) (4.2 ) — (55.5 ) Cash and cash equivalents at beginning of period 51.7 2.0 10.7 — 64.4 Cash and cash equivalents at end of period $ 1.7 $ 0.7 $ 6.5 $ — $ 8.9 Condensed Consolidating Statement of Cash Flows For the Six Months Ended June 30, 2017 Quad/Graphics, Guarantor Subsidiaries Non-Guarantor Subsidiaries Eliminations Total OPERATING ACTIVITIES Net cash from (used in) operating activities $ 68.8 $ 31.8 $ 11.6 $ — $ 112.2 INVESTING ACTIVITIES Purchases of property, plant and equipment (11.4 ) (27.2 ) (4.2 ) — (42.8 ) Intercompany investing activities (6.7 ) (31.4 ) 0.9 37.2 — Other investing activities (5.0 ) 25.5 1.3 — 21.8 Net cash from (used in) investing activities (23.1 ) (33.1 ) (2.0 ) 37.2 (21.0 ) FINANCING ACTIVITIES Proceeds from issuance of long-term debt 375.0 — — — 375.0 Payments of long-term debt and capital lease obligations (409.8 ) (1.6 ) (2.0 ) — (413.4 ) Borrowings on revolving credit facilities 266.9 — 3.7 — 270.6 Payments on revolving credit facilities (279.4 ) — (8.0 ) — (287.4 ) Payment of cash dividends (31.7 ) — — — (31.7 ) Intercompany financing activities 41.9 0.1 (4.8 ) (37.2 ) — Other financing activities (8.2 ) (4.1 ) — — (12.3 ) Net cash from (used in) financing activities (45.3 ) (5.6 ) (11.1 ) (37.2 ) (99.2 ) Effect of exchange rates on cash and cash equivalents — (0.2 ) (0.3 ) — (0.5 ) Net increase (decrease) in cash and cash equivalents 0.4 (7.1 ) (1.8 ) — (8.5 ) Cash and cash equivalents at beginning of period 0.3 12.1 6.8 — 19.2 Cash and cash equivalents at end of period $ 0.7 $ 5.0 $ 5.0 $ — $ 10.7 |
Basis of Presentation Basis of
Basis of Presentation Basis of Presentation (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Net earnings | $ 9,500,000 | $ 6,700,000 | $ 6,000,000 | $ 32,100,000 |
Pension Plans | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Service costs | 0 | |||
Accounting Standards Update 2017-07 | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Net pension income | $ 3,100,000 | $ 2,600,000 | $ 6,200,000 | 5,200,000 |
Net earnings | $ 0 |
Revenue Recognition (Schedule o
Revenue Recognition (Schedule of Effects of Adjustments) (Details) - USD ($) $ in Millions | Jun. 30, 2018 | Jan. 01, 2018 | Dec. 31, 2017 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Prepaid expenses and other current assets | $ 68.1 | $ 47.4 | $ 45.1 |
Other long-term assets | 96.9 | 121.3 | 119.3 |
Deferred income taxes | 44.9 | 43 | 41.9 |
Accumulated deficit | $ (182.7) | (159.7) | (162.9) |
Calculated under Revenue Guidance in Effect before Topic 606 | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Prepaid expenses and other current assets | 45.1 | ||
Other long-term assets | 119.3 | ||
Deferred income taxes | 41.9 | ||
Accumulated deficit | $ (162.9) | ||
Difference between Revenue Guidance in Effect before and after Topic 606 | Accounting Standards Update 2014-09 | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Prepaid expenses and other current assets | 2.3 | ||
Other long-term assets | 2 | ||
Deferred income taxes | 1.1 | ||
Accumulated deficit | $ 3.2 |
Revenue Recognition (Disaggrega
Revenue Recognition (Disaggregation of Revenue) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue from contract with customer | $ 1,015.5 | $ 963.2 | $ 1,983 | $ 1,961.8 |
Catalog, publications, retail inserts, books and directories | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from contract with customer | 641.1 | 651.7 | 1,289.8 | 1,334.8 |
Direct mail and other printed products | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from contract with customer | 155.2 | 153.8 | 300.7 | 309.8 |
Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from contract with customer | 7.1 | 13.9 | 14 | 29.1 |
Total Products | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from contract with customer | 803.4 | 819.4 | 1,604.5 | 1,673.7 |
Logistics services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from contract with customer | 108 | 97.1 | 211 | 196.4 |
Imaging, marketing services and other services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from contract with customer | 104.1 | 46.7 | 167.5 | 91.7 |
Total Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from contract with customer | 212.1 | 143.8 | 378.5 | 288.1 |
United States Print and Related Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from contract with customer | 919.5 | 872.3 | 1,787.3 | 1,774.5 |
United States Print and Related Services | Catalog, publications, retail inserts, books and directories | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from contract with customer | 556.8 | 571.2 | 1,120 | 1,170.6 |
United States Print and Related Services | Direct mail and other printed products | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from contract with customer | 148.1 | 148.2 | 284.7 | 296.9 |
United States Print and Related Services | Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from contract with customer | 6.9 | 13.7 | 13.7 | 28.7 |
United States Print and Related Services | Total Products | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from contract with customer | 711.8 | 733.1 | 1,418.4 | 1,496.2 |
United States Print and Related Services | Logistics services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from contract with customer | 103.6 | 92.5 | 201.4 | 186.6 |
United States Print and Related Services | Imaging, marketing services and other services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from contract with customer | 104.1 | 46.7 | 167.5 | 91.7 |
United States Print and Related Services | Total Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from contract with customer | 207.7 | 139.2 | 368.9 | 278.3 |
International | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from contract with customer | 96 | 90.9 | 195.7 | 187.3 |
International | Catalog, publications, retail inserts, books and directories | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from contract with customer | 84.3 | 80.5 | 169.8 | 164.2 |
International | Direct mail and other printed products | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from contract with customer | 7.1 | 5.6 | 16 | 12.9 |
International | Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from contract with customer | 0.2 | 0.2 | 0.3 | 0.4 |
International | Total Products | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from contract with customer | 91.6 | 86.3 | 186.1 | 177.5 |
International | Logistics services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from contract with customer | 4.4 | 4.6 | 9.6 | 9.8 |
International | Imaging, marketing services and other services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from contract with customer | 0 | 0 | 0 | 0 |
International | Total Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from contract with customer | $ 4.4 | $ 4.6 | $ 9.6 | $ 9.8 |
Revenue Recognition (Costs to O
Revenue Recognition (Costs to Obtain Contracts) (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2018 | Jan. 01, 2018 | |
Revenue from Contract with Customer [Abstract] | ||
Capitalized contract costs | $ 23.2 | $ 23.5 |
Additional costs incurred | 4.1 | |
Contract costs amortized | $ 4.4 |
Revenue Recognition (Practical
Revenue Recognition (Practical Expedients) (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2018USD ($) | |
Revenue from Contract with Customer [Abstract] | |
Commitments that extended beyond one year | $ 676.6 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2018-04-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation, percent | 14.00% |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2018-07-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation, expected timing of satisfaction period | 6 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation, percent | 36.00% |
Remaining performance obligation, expected timing of satisfaction period | 2 years |
Acquisitions and Strategic In48
Acquisitions and Strategic Investments (Ivie and Associates Acquisition) (Details) - USD ($) $ in Millions | Feb. 21, 2018 | Jun. 30, 2018 | Dec. 31, 2017 |
Business Acquisition [Line Items] | |||
Goodwill | $ 56.1 | $ 0 | |
Ivie and Associates | |||
Business Acquisition [Line Items] | |||
Cash paid for acquisition | $ 90 | ||
Potential earn-out | 16 | ||
Preliminary purchase price | 105.4 | ||
Acquired cash | 13.6 | ||
Estimated future cash payments | 15.4 | ||
Identifiable finite-lived intangibles acquired | 78.6 | ||
Goodwill | 29.3 | ||
Goodwill, tax deductible portion | $ 27.4 | ||
Minimum | Ivie and Associates | |||
Business Acquisition [Line Items] | |||
Estimated finite-lived intangible assets, useful life (in years) | 3 years | ||
Maximum | Ivie and Associates | |||
Business Acquisition [Line Items] | |||
Estimated finite-lived intangible assets, useful life (in years) | 8 years |
Acquisitions and Strategic In49
Acquisitions and Strategic Investments (Rise Interactive Investment) (Details) - USD ($) $ in Millions | Mar. 14, 2018 | Jun. 30, 2018 | Mar. 13, 2018 | Dec. 31, 2017 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 56.1 | $ 0 | ||
Rise Interactive | ||||
Business Acquisition [Line Items] | ||||
Parent ownership percentage before increase | 57.00% | 19.00% | ||
Conversion of loans to equity ownership | $ 9.3 | |||
Cash paid for investment | $ 8.7 | |||
Noncontrolling owners ownership percentage | 43.00% | |||
Preliminary purchase price | $ 48.4 | |||
Acquired cash | 13.7 | |||
Identifiable finite-lived intangibles acquired | 20.6 | |||
Goodwill | $ 26.8 | |||
Rise Interactive | Minimum | ||||
Business Acquisition [Line Items] | ||||
Estimated finite-lived intangible assets, useful life (in years) | 5 years | |||
Rise Interactive | Maximum | ||||
Business Acquisition [Line Items] | ||||
Estimated finite-lived intangible assets, useful life (in years) | 6 years |
Restructuring, Impairment and50
Restructuring, Impairment and Transaction-Related Charges (Schedule of Restructuring, Impairment and Transaction-Related Charges) (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Restructuring and Related Activities [Abstract] | ||||
Employee termination charges | $ 2,500,000 | $ 3,000,000 | $ 13,100,000 | $ 5,900,000 |
Impairment charges | 3,600,000 | 300,000 | 11,500,000 | 700,000 |
Transaction-related charges | 100,000 | 400,000 | 800,000 | 1,200,000 |
Integration costs | 100,000 | 0 | 200,000 | 0 |
Other restructuring charges | 4,100,000 | 1,600,000 | 9,700,000 | 6,700,000 |
Total | $ 10,400,000 | $ 5,300,000 | $ 35,300,000 | $ 14,500,000 |
Restructuring, Impairment and51
Restructuring, Impairment and Transaction-Related Charges (Restructuring, Impairment and Transaction-Related Charges) (Details) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018USD ($)plantemployee | Jun. 30, 2017USD ($) | Jun. 30, 2018USD ($)plantemployee | Jun. 30, 2017USD ($) | |
Restructuring Cost and Reserve [Line Items] | ||||
Employee termination charges | $ 2,500,000 | $ 3,000,000 | $ 13,100,000 | $ 5,900,000 |
Integration costs | 100,000 | 0 | 200,000 | 0 |
Other restructuring charges | 4,100,000 | 1,600,000 | 9,700,000 | 6,700,000 |
Impairment charges | 3,600,000 | 300,000 | 11,500,000 | 700,000 |
Machinery and equipment impairments | 3,600,000 | 300,000 | 9,100,000 | 700,000 |
Land and building impairments | 2,400,000 | |||
Transaction-related charges | 100,000 | 400,000 | 800,000 | 1,200,000 |
Contract Termination | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Other restructuring charges | 400,000 | 200,000 | 2,600,000 | 3,400,000 |
Equipment and Infrastructure Removal Charges | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Other restructuring charges | 200,000 | 400,000 | 1,000,000 | 1,600,000 |
Facilities Idled | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Other restructuring charges | 3,400,000 | 1,000,000 | 5,600,000 | 1,700,000 |
Gain from sale of properties | $ 3,400,000 | 2,200,000 | $ 7,100,000 | |
Other restructuring charges | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Other restructuring charges | $ 100,000 | $ 500,000 | ||
2010 Restructuring Program | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Number of plant closures | plant | 42 | 42 | ||
Number of positions eliminated | employee | 12,600 | 12,600 |
Restructuring, Impairment and52
Restructuring, Impairment and Transaction-Related Charges (Schedule of Restructuring Reserves) (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2018USD ($) | |
Restructuring Reserve [Roll Forward] | |
Balance, beginning of period | $ 29.5 |
Expense | 35.3 |
Cash payments | (33.2) |
Non-cash adjustments/reclassifications | (12.9) |
Balance, end of period | 18.7 |
Accrued Liabilities | |
Restructuring Reserve [Roll Forward] | |
Balance, beginning of period | 24.6 |
Balance, end of period | 14.5 |
Short-term restructuring reserve | 14.5 |
Accounts Payable | |
Restructuring Reserve [Roll Forward] | |
Short-term restructuring reserve | 0.5 |
Other Long-Term Liabilities | |
Restructuring Reserve [Roll Forward] | |
Balance, beginning of period | 4.2 |
Balance, end of period | 3.7 |
Long-term restructuring reserve | 3.7 |
Employee Termination Charges | |
Restructuring Reserve [Roll Forward] | |
Balance, beginning of period | 17.6 |
Expense | 13.1 |
Cash payments | (18.9) |
Non-cash adjustments/reclassifications | (1.9) |
Balance, end of period | 9.9 |
Impairment Charges | |
Restructuring Reserve [Roll Forward] | |
Balance, beginning of period | 0 |
Expense | 11.5 |
Cash payments | 0 |
Non-cash adjustments/reclassifications | (11.5) |
Balance, end of period | 0 |
Transaction-Related Charges | |
Restructuring Reserve [Roll Forward] | |
Balance, beginning of period | 0.4 |
Expense | 0.8 |
Cash payments | (1.1) |
Non-cash adjustments/reclassifications | 0 |
Balance, end of period | 0.1 |
Integration Costs | |
Restructuring Reserve [Roll Forward] | |
Balance, beginning of period | 0.2 |
Expense | 0.2 |
Cash payments | (0.2) |
Non-cash adjustments/reclassifications | 0 |
Balance, end of period | 0.2 |
Other Restructuring Charges | |
Restructuring Reserve [Roll Forward] | |
Balance, beginning of period | 11.3 |
Expense | 9.7 |
Cash payments | (13) |
Non-cash adjustments/reclassifications | 0.5 |
Balance, end of period | $ 8.5 |
Goodwill and Other Intangible53
Goodwill and Other Intangible Assets (Schedule of Goodwill) (Details) - USD ($) $ in Millions | 6 Months Ended | ||||
Jun. 30, 2018 | Jun. 30, 2018 | Mar. 14, 2018 | Feb. 21, 2018 | Dec. 31, 2017 | |
Goodwill [Roll Forward] | |||||
Goodwill balance at beginning of period | $ 0 | ||||
Goodwill balance at end of period | 56.1 | ||||
Goodwill | $ 864.4 | $ 808.3 | |||
Accumulated goodwill impairment loss | (808.3) | (808.3) | |||
Goodwill, net of accumulated impairment | 0 | 56.1 | 0 | ||
Ivie and Associates | |||||
Goodwill [Roll Forward] | |||||
Goodwill acquired during period | 29.3 | ||||
Goodwill, net of accumulated impairment | $ 29.3 | ||||
Rise Interactive | |||||
Goodwill [Roll Forward] | |||||
Goodwill acquired during period | 26.8 | ||||
Goodwill, net of accumulated impairment | $ 26.8 | ||||
United States Print and Related Services | |||||
Goodwill [Roll Forward] | |||||
Goodwill balance at beginning of period | 0 | ||||
Goodwill balance at end of period | 56.1 | ||||
Goodwill | 834.4 | 778.3 | |||
Accumulated goodwill impairment loss | (778.3) | (778.3) | |||
Goodwill, net of accumulated impairment | 0 | 56.1 | 0 | ||
United States Print and Related Services | Ivie and Associates | |||||
Goodwill [Roll Forward] | |||||
Goodwill acquired during period | 29.3 | ||||
United States Print and Related Services | Rise Interactive | |||||
Goodwill [Roll Forward] | |||||
Goodwill acquired during period | 26.8 | ||||
International | |||||
Goodwill [Roll Forward] | |||||
Goodwill balance at beginning of period | 0 | ||||
Goodwill balance at end of period | 0 | ||||
Goodwill | 30 | 30 | |||
Accumulated goodwill impairment loss | (30) | (30) | |||
Goodwill, net of accumulated impairment | 0 | $ 0 | $ 0 | ||
International | Ivie and Associates | |||||
Goodwill [Roll Forward] | |||||
Goodwill acquired during period | 0 | ||||
International | Rise Interactive | |||||
Goodwill [Roll Forward] | |||||
Goodwill acquired during period | $ 0 |
Goodwill and Other Intangible54
Goodwill and Other Intangible Assets (Schedule of Intangible Assets, Excluding Goodwill) (Details) - USD ($) $ in Millions | 6 Months Ended | 12 Months Ended |
Jun. 30, 2018 | Dec. 31, 2017 | |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 587.9 | $ 489.6 |
Accumulated Amortization | (459.4) | (446.2) |
Net Book Value | $ 128.5 | $ 43.4 |
Trademarks, patents, licenses and agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Amortization Period (Years) | 6 years | 7 years |
Gross Carrying Amount | $ 59.6 | $ 24 |
Accumulated Amortization | (16.7) | (13.5) |
Net Book Value | $ 42.9 | $ 10.5 |
Capitalized software | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Amortization Period (Years) | 5 years | 5 years |
Gross Carrying Amount | $ 12 | $ 2.8 |
Accumulated Amortization | (2.9) | (2.3) |
Net Book Value | $ 9.1 | $ 0.5 |
Acquired technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Amortization Period (Years) | 5 years | 5 years |
Gross Carrying Amount | $ 2 | $ 2 |
Accumulated Amortization | (2) | (2) |
Net Book Value | $ 0 | $ 0 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Amortization Period (Years) | 6 years | 6 years |
Gross Carrying Amount | $ 514.3 | $ 460.8 |
Accumulated Amortization | (437.8) | (428.4) |
Net Book Value | $ 76.5 | $ 32.4 |
Goodwill and Other Intangible55
Goodwill and Other Intangible Assets (Narrative) (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Finite-lived intangible assets acquired | $ 99,200,000 | |||
Impairment of intangible assets | $ 0 | $ 0 | 0 | $ 0 |
Amortization expense of intangible assets | $ 8,200,000 | $ 4,600,000 | $ 14,000,000 | $ 9,100,000 |
Goodwill and Other Intangible56
Goodwill and Other Intangible Assets (Schedule of Finite-Lived Intangible Assets, Future Amortization Expense) (Details) - USD ($) $ in Millions | Jun. 30, 2018 | Dec. 31, 2017 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Remainder of 2018 | $ 19.5 | |
2,019 | 32 | |
2,020 | 26.6 | |
2,021 | 21.6 | |
2,022 | 19.8 | |
2023 and thereafter | 9 | |
Net Book Value | $ 128.5 | $ 43.4 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Millions | Jun. 30, 2018 | Dec. 31, 2017 |
Inventory Disclosure [Abstract] | ||
Raw materials and manufacturing supplies | $ 170.6 | $ 128.7 |
Work in process | 49.8 | 43.6 |
Finished goods | 70.3 | 74.2 |
Total | $ 290.7 | $ 246.5 |
Property, Plant and Equipment58
Property, Plant and Equipment (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | |
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment, gross | $ 4,864,200,000 | $ 4,864,200,000 | $ 4,894,600,000 | ||
Less: accumulated depreciation | (3,557,400,000) | (3,557,400,000) | (3,517,000,000) | ||
Property, plant and equipment—net | 1,306,800,000 | 1,306,800,000 | 1,377,600,000 | ||
Tangible asset impairment charges | 3,600,000 | $ 300,000 | 11,500,000 | $ 700,000 | |
Depreciation expense | 50,100,000 | $ 53,900,000 | 100,500,000 | $ 108,100,000 | |
Net book value of assets held for sale | 8,700,000 | 8,700,000 | 0 | ||
Land | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment, gross | 116,500,000 | 116,500,000 | 122,500,000 | ||
Buildings | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment, gross | 909,300,000 | 909,300,000 | 924,500,000 | ||
Machinery and equipment | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment, gross | 3,587,200,000 | 3,587,200,000 | 3,617,100,000 | ||
Other | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment, gross | 197,700,000 | 197,700,000 | 197,500,000 | ||
Construction in progress | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment, gross | $ 53,500,000 | $ 53,500,000 | $ 33,000,000 |
Commitments and Contingencies (
Commitments and Contingencies (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | 60 Months Ended | 69 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2015 | Apr. 30, 2016 | |
Loss Contingencies [Line Items] | ||||||
Annual sales | $ 1,015.5 | $ 963.2 | $ 1,983 | $ 1,961.8 | ||
PERU | Minimum | ||||||
Loss Contingencies [Line Items] | ||||||
Annual sales | $ 95 | |||||
PERU | Maximum | ||||||
Loss Contingencies [Line Items] | ||||||
Annual sales | $ 135 | |||||
CHINA | Minimum | ||||||
Loss Contingencies [Line Items] | ||||||
Annual sales | $ 2 | |||||
CHINA | Maximum | ||||||
Loss Contingencies [Line Items] | ||||||
Annual sales | $ 3 |
Debt (Schedule of Long-term Deb
Debt (Schedule of Long-term Debt) (Details) - USD ($) | Jun. 30, 2018 | Dec. 31, 2017 |
Debt Instrument [Line Items] | ||
Total debt | $ 1,030,100,000 | $ 945,500,000 |
Debt issuance costs | (8,800,000) | (10,300,000) |
Less: short-term debt and current portion of long-term debt | (36,900,000) | (42,000,000) |
Long-term debt | 993,200,000 | 903,500,000 |
Master note and security agreement | ||
Debt Instrument [Line Items] | ||
Total debt | 105,300,000 | 123,600,000 |
Term loan A—$375.0 million due January 2021 | ||
Debt Instrument [Line Items] | ||
Total debt | 281,300,000 | 281,300,000 |
Face amount | 375,000,000 | |
Term loan B—$300.0 million due April 2021 | ||
Debt Instrument [Line Items] | ||
Total debt | 279,300,000 | 279,100,000 |
Face amount | 300,000,000 | |
Revolving credit facility—$725.0 million due January 2021 | ||
Debt Instrument [Line Items] | ||
Total debt | 107,700,000 | 0 |
Face amount | 725,000,000 | |
Senior unsecured notes—$300.0 million due May 2022 | ||
Debt Instrument [Line Items] | ||
Total debt | 243,500,000 | 243,500,000 |
Face amount | 300,000,000 | |
International term loan—$20.8 million | ||
Debt Instrument [Line Items] | ||
Total debt | 12,400,000 | 14,900,000 |
Face amount | 21,900,000 | |
International revolving credit facility—$16.0 million | ||
Debt Instrument [Line Items] | ||
Total debt | 6,400,000 | 9,800,000 |
Face amount | 17,600,000 | |
Equipment term loans | ||
Debt Instrument [Line Items] | ||
Total debt | 2,200,000 | 2,400,000 |
Other | ||
Debt Instrument [Line Items] | ||
Total debt | $ 800,000 | $ 1,200,000 |
Debt (Debt Transactions Narrati
Debt (Debt Transactions Narrative) (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | |
Debt Instrument [Line Items] | |||||
Fair value of company debt | $ 1,000,000,000 | $ 1,000,000,000 | $ 1,000,000,000 | ||
Gain (loss) on debt extinguishment | 0 | $ 0 | 0 | $ (2,600,000) | |
Revolving Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | 725,000,000 | $ 725,000,000 | |||
Term of debt instrument | 4 years | ||||
Debt instrument | 725,000,000 | $ 725,000,000 | |||
Senior Unsecured Notes | |||||
Debt Instrument [Line Items] | |||||
Debt instrument | $ 300,000,000 | $ 300,000,000 | |||
Interest rate, percentage | 7.00% | 7.00% | |||
Term Loan A | |||||
Debt Instrument [Line Items] | |||||
Term of debt instrument | 4 years | ||||
Debt instrument | $ 375,000,000 | $ 375,000,000 | |||
Financing Agreement Senior Secured Credit Facility | London Interbank Offered Rate (LIBOR) | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 1.75% | ||||
Financing Agreement Senior Secured Credit Facility | Base Rate | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 0.75% |
Debt (Schedule of Debt Issuance
Debt (Schedule of Debt Issuance Costs) (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2018USD ($) | |
Debt Issuance Costs [Roll Forward] | |
Balance at December 31, 2017 | $ 10.3 |
Amortization of debt issuance costs | (1.5) |
Balance at June 30, 2018 | $ 8.8 |
Debt (Schedule of Loss on Debt
Debt (Schedule of Loss on Debt Extinguishment) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Feb. 10, 2017 | |
Extinguishment of Debt [Line Items] | |||||
Loss on debt extinguishment | $ 0 | $ 0 | $ 0 | $ 2.6 | |
Financing Agreement, April 2014 | |||||
Extinguishment of Debt [Line Items] | |||||
Loss on debt extinguishment | 1.1 | ||||
Financing Arrangement, February 2017 | |||||
Extinguishment of Debt [Line Items] | |||||
Debt issuance costs | $ 4.7 | ||||
Loss on debt extinguishment | $ 1.5 | ||||
Financing Arrangement, February 2017 | Discharge of Debt | |||||
Extinguishment of Debt [Line Items] | |||||
Debt issuance costs | 1.5 | ||||
Financing Arrangement, February 2017 | Long-term Debt | |||||
Extinguishment of Debt [Line Items] | |||||
Debt issuance costs | $ 3.2 |
Debt (Debt Covenants and Compli
Debt (Debt Covenants and Compliance) (Details) | 6 Months Ended |
Jun. 30, 2018USD ($) | |
Debt Instrument [Line Items] | |
Total leverage ratio, covenant compliance | 2.27 |
Senior secured leverage ratio to consolidated EBITDA | 1.75 |
Ratio of interest coverage | 6.87 |
Financing Agreement Senior Secured Credit Facility | |
Debt Instrument [Line Items] | |
Maximum annual dividend payment | $ 120,000,000 |
Minimum | |
Debt Instrument [Line Items] | |
Ratio of interest coverage, covenant compliance | 3.50 |
Maximum | |
Debt Instrument [Line Items] | |
Total leverage ratio, covenant compliance | 3.75 |
Senior secured leverage ratio to consolidated EBITDA | 3.50 |
Maximum | Financing Agreement Senior Secured Credit Facility | |
Debt Instrument [Line Items] | |
Total leverage ratio | 3 |
Senior secured leverage ratio | 3 |
Total leverage ratio on unsecured debt | 3.50 |
Income Taxes (Details)
Income Taxes (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2018USD ($) | |
Income Tax Disclosure [Abstract] | |
Income tax benefit from decrease in liability for unrecognized tax benefits | $ (6.6) |
Liability for unrecognized tax benefits | 17.6 |
Anticipated decrease in unrecognized tax benefits within the next twelve months | $ 4 |
Financial Instruments and Fai66
Financial Instruments and Fair Value Measurements (Details) | Feb. 28, 2017 | Jun. 30, 2018USD ($)contract | Jun. 30, 2017USD ($) | Jun. 30, 2018USD ($)contract | Jun. 30, 2017USD ($) | Dec. 31, 2017USD ($) | Feb. 07, 2017USD ($) |
Derivatives, Fair Value [Line Items] | |||||||
Change in fair value of interest rate swap | $ 1,400,000 | $ (1,100,000) | $ 5,100,000 | $ (700,000) | |||
Interest expense | $ 18,400,000 | 17,600,000 | $ 35,700,000 | 35,800,000 | |||
Interest Rate Swap | |||||||
Derivatives, Fair Value [Line Items] | |||||||
Notional amount | $ 250,000,000 | ||||||
Fixed interest rate | 3.64% | ||||||
Spread on underlying rate | 1.75% | 1.75% | |||||
Term of contract | 5 years | ||||||
Cash flow hedge ineffectiveness recorded in earnings | $ 0 | ||||||
Interest Rate Swap | Interest Expense | |||||||
Derivatives, Fair Value [Line Items] | |||||||
Interest expense | $ 0 | 600,000 | 200,000 | 800,000 | |||
Interest Rate Swap | Prepaid Expenses and Other Current Assets | |||||||
Derivatives, Fair Value [Line Items] | |||||||
Fair value of interest rate swap | 7,200,000 | 7,200,000 | $ 2,100,000 | ||||
Interest Rate Swap | Other Comprehensive Income (Loss) | |||||||
Derivatives, Fair Value [Line Items] | |||||||
Change in fair value of interest rate swap | $ 1,400,000 | $ (1,100,000) | $ 5,100,000 | $ (700,000) | |||
Foreign Exchange Contract | |||||||
Derivatives, Fair Value [Line Items] | |||||||
Foreign currency exchange contracts | contract | 0 | 0 |
Accrued Liabilities and Other67
Accrued Liabilities and Other Long-Term Liabilities (Details) - USD ($) $ in Millions | Jun. 30, 2018 | Dec. 31, 2017 |
Schedule of Accrued Liabilities and Other Long-Term Liabilities [Line Items] | ||
Multiemployer pension plans – withdrawal liability | $ 22.8 | |
Restructuring liabilities | 18.7 | $ 29.5 |
Accrued Liabilities | ||
Schedule of Accrued Liabilities and Other Long-Term Liabilities [Line Items] | ||
Employee-related liabilities | 120.2 | 152.1 |
Single employer pension plan obligations | 1.7 | 1.7 |
Multiemployer pension plans – withdrawal liability | 6.9 | 8.8 |
Tax-related liabilities | 23.7 | 29 |
Restructuring liabilities | 14.5 | 24.6 |
Interest and rent liabilities | 6.3 | 6.7 |
Other | 98.8 | 93.8 |
Total | 272.1 | 316.7 |
Other Long-Term Liabilities | ||
Schedule of Accrued Liabilities and Other Long-Term Liabilities [Line Items] | ||
Employee-related liabilities | 62.7 | 67.4 |
Single employer pension plan obligations | 72.3 | 82.4 |
Multiemployer pension plans – withdrawal liability | 15.9 | 19.4 |
Tax-related liabilities | 11.6 | 18.2 |
Restructuring liabilities | 3.7 | 4.2 |
Interest and rent liabilities | 2.5 | 1.9 |
Other | 37 | 31.5 |
Total | 205.7 | 225 |
Total | ||
Schedule of Accrued Liabilities and Other Long-Term Liabilities [Line Items] | ||
Employee-related liabilities | 182.9 | 219.5 |
Single employer pension plan obligations | 74 | 84.1 |
Multiemployer pension plans – withdrawal liability | 22.8 | 28.2 |
Tax-related liabilities | 35.3 | 47.2 |
Restructuring liabilities | 18.2 | 28.8 |
Interest and rent liabilities | 8.8 | 8.6 |
Other | 135.8 | 125.3 |
Total | $ 477.8 | $ 541.7 |
Employee Retirement Plans (Defi
Employee Retirement Plans (Defined Contribution Plans) (Details) - USD ($) | 6 Months Ended | |
Jun. 30, 2018 | Jun. 30, 2017 | |
Retirement Benefits [Abstract] | ||
ESOP Contribution, shares | 1,006,061 | |
ESOP Contribution, price per share | $ 22.18 | |
Employee stock ownership plan contribution expense | $ 22,300,000 | $ 0 |
Employee Retirement Plans (Pens
Employee Retirement Plans (Pension Plans) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] | ||||
Net pension income | $ 3.1 | $ 2.6 | $ 6.2 | $ 5.2 |
Pension Plans | ||||
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] | ||||
Interest cost | (4) | (4.3) | (8) | (8.6) |
Expected return on plan assets | 7.1 | 6.9 | 14.2 | 13.8 |
Net pension income | $ 3.1 | $ 2.6 | 6.2 | $ 5.2 |
Pension Plans | Non-qualified | ||||
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] | ||||
Benefit payments on non-qualified pension plans | 0.5 | |||
Pension Plans | Qualified | ||||
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] | ||||
Contributions on qualified pension plans | $ 3.4 |
Employee Retirement Plans (Mult
Employee Retirement Plans (Multiemployer Pension Plans) (Details) $ in Millions | 6 Months Ended | ||
Jun. 30, 2018USD ($)plan | Jun. 30, 2017USD ($) | Dec. 31, 2017USD ($) | |
Multiemployer Plans [Line Items] | |||
Number of underfunded plans | plan | 2 | ||
Multiemployer plan contributions | $ 7.3 | $ 9.4 | |
Withdrawal obligation | 22.8 | ||
Other Long-Term Liabilities | |||
Multiemployer Plans [Line Items] | |||
Withdrawal obligation | 15.9 | $ 19.4 | |
Accrued Liabilities | |||
Multiemployer Plans [Line Items] | |||
Withdrawal obligation | $ 6.9 | $ 8.8 |
Earnings (Loss) Per Share Att71
Earnings (Loss) Per Share Attributable to Quad/Graphics Common Shareholders (Narrative) (Details) - shares shares in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Earnings Per Share [Abstract] | ||||
Antidilutive securities excluded from computation of diluted net earnings per share (in shares) | 0.3 | 0.7 | 0.6 | 0.8 |
Earnings (Loss) Per Share Att72
Earnings (Loss) Per Share Attributable to Quad/Graphics Common Shareholders (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Numerator | ||||
Net earnings (loss) attributable to Quad/Graphics common shareholders | $ 9.4 | $ 6.7 | $ 5.9 | $ 32.1 |
Denominator | ||||
Basic weighted average number of common shares outstanding for all classes of common shares (in shares) | 50.8 | 49.5 | 50.5 | 49.3 |
Plus: effect of dilutive equity incentive instruments (in shares) | 1.7 | 2.2 | 1.8 | 2.3 |
Diluted weighted average number of common shares outstanding for all classes of common shares (in shares) | 52.5 | 51.7 | 52.3 | 51.6 |
Earnings per share attributable to Quad/Graphics common shareholders | ||||
Basic (in dollars per share) | $ 0.19 | $ 0.14 | $ 0.12 | $ 0.65 |
Diluted (in dollars per share) | 0.18 | 0.13 | 0.11 | 0.62 |
Cash dividends paid per common share for all classes of common shares (in dollars per share) | $ 0.30 | $ 0.30 | $ 0.60 | $ 0.60 |
Equity Incentive Programs (Equi
Equity Incentive Programs (Equity Incentive Programs and Compensation Expense) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Aggregate shares of common stock reserved (in shares) | 10,871,652 | 10,871,652 | ||
Stock option exercise price floor of fair market value of class A common stock (percent) | 100.00% | |||
Shares available for issuance (in shares) | 1,585,002 | 1,585,002 | ||
Stock-based compensation | $ 3.7 | $ 3.7 | $ 9.1 | $ 9.7 |
Estimated future compensation expense | 22.3 | $ 22.3 | ||
Restricted Stock and Restricted Stock Units (RSUs) | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Award vesting period | 3 years | |||
Estimated future compensation expense | 22.3 | $ 22.3 | ||
Minimum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Award vesting period | 3 years | |||
Maximum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Award vesting period | 4 years | |||
Estimated Future Expense in 2018 | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Estimated future compensation expense | 6.5 | $ 6.5 | ||
Estimated Future Expense in 2018 | Restricted Stock and Restricted Stock Units (RSUs) | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Estimated future compensation expense | 6.5 | 6.5 | ||
Estimated Future Expense in 2019 | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Estimated future compensation expense | 9.9 | 9.9 | ||
Estimated Future Expense in 2019 | Restricted Stock and Restricted Stock Units (RSUs) | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Estimated future compensation expense | 9.9 | 9.9 | ||
Estimated Future Expense in 2020 | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Estimated future compensation expense | 5.2 | 5.2 | ||
Estimated Future Expense in 2020 | Restricted Stock and Restricted Stock Units (RSUs) | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Estimated future compensation expense | 5.2 | 5.2 | ||
Estimated Future Expense in 2021 | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Estimated future compensation expense | 0.7 | 0.7 | ||
Estimated Future Expense in 2021 | Restricted Stock and Restricted Stock Units (RSUs) | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Estimated future compensation expense | $ 0.7 | $ 0.7 |
Equity Incentive Programs (Stoc
Equity Incentive Programs (Stock Options Narrative) (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Compensation | $ 3,700,000 | $ 3,700,000 | $ 9,100,000 | $ 9,700,000 |
Estimated future compensation expense | 22,300,000 | 22,300,000 | ||
Deferred Stock Units (DSUs) | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Compensation expense | $ 0 | $ 0 | $ 900,000 | $ 900,000 |
Stock Options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Award vesting period | 4 years | |||
Options granted (in shares) | 0 | 0 | 0 | 0 |
Compensation expense | $ 0 | $ 0 | $ 0 | $ 0 |
Estimated future compensation expense | 0 | $ 0 | ||
Restricted Stock and Restricted Stock Units (RSUs) | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Award vesting period | 3 years | |||
Compensation expense | 3,700,000 | $ 3,700,000 | $ 8,200,000 | $ 8,800,000 |
Estimated future compensation expense | $ 22,300,000 | $ 22,300,000 | ||
Annual Anniversary Grant Date of Award | Stock Options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Earliest expiration period of award after event | 10 years | |||
Termination for Death | Stock Options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Earliest expiration period of award after event | 24 months | |||
Termination for Retirement or Disability | Stock Options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Earliest expiration period of award after event | 36 months | |||
Employment Terminated, Any Other Reason | Stock Options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Earliest expiration period of award after event | 90 days | |||
Vested in the first year | Stock Options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Percentage of options vested | 0.00% | |||
Vested in the second year | Stock Options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Percentage of options vested | 33.33% | |||
Vested in third year | Stock Options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Percentage of options vested | 33.33% | |||
Vested in fourth year | Stock Options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Percentage of options vested | 33.33% |
Equity Incentive Programs (Sche
Equity Incentive Programs (Schedule of Stock Option Activity Roll Forward) (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | |
Deferred Stock Units (DSUs) | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Compensation expense | $ 0 | $ 0 | $ 900,000 | $ 900,000 | |
Stock Options | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Compensation expense | $ 0 | $ 0 | $ 0 | $ 0 | |
Shares Under Option | |||||
Outstanding at beginning of period (in shares) | 1,532,033 | ||||
Granted (in shares) | 0 | 0 | 0 | 0 | |
Exercised (in shares) | (271,859) | ||||
Canceled/forfeited/expired (in shares) | (330,986) | ||||
Outstanding at end of period (in shares) | 929,188 | 929,188 | 1,532,033 | ||
Exercisable (in shares) | 929,188 | 929,188 | |||
Weighted Average Exercise Price | |||||
Outstanding at beginning of period (in dollars per share) | $ 23.60 | ||||
Granted (in dollars per share) | 0 | ||||
Exercised (in dollars per share) | 14.78 | ||||
Canceled/forfeited/expired (in dollars per share) | 30.38 | ||||
Outstanding at end of period (in dollars per share) | $ 23.77 | 23.77 | $ 23.60 | ||
Exercisable (in dollars per share) | $ 23.77 | $ 23.77 | |||
Weighted Average Remaining Contractual Term (years) | |||||
Outstanding at beginning of period (in years) | 2 years 4 months | 2 years 4 months | |||
Outstanding at end of period (in years) | 2 years 4 months | 2 years 4 months | |||
Exercisable (in years) | 2 years 4 months | ||||
Aggregate Intrinsic Value (millions) | |||||
Outstanding at beginning of period | $ 6,800,000 | ||||
Outstanding at end of period | $ 3,600,000 | 3,600,000 | $ 6,800,000 | ||
Exercisable | $ 3,600,000 | $ 3,600,000 |
Equity Incentive Programs (Sc76
Equity Incentive Programs (Schedule of Stock Option Exercises and Vesting Activity) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Proceeds from stock options exercised | $ 4 | $ 2.4 | ||
Stock Options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total intrinsic value of stock options exercised | $ 0 | $ 1 | 3.6 | 1.7 |
Proceeds from stock options exercised | $ 0 | $ 1.1 | $ 4 | $ 2.4 |
Equity Incentive Programs (Rest
Equity Incentive Programs (Restricted Stock and Restricted Stock Unit Activity Narrative) (Details) - Restricted Stock and Restricted Stock Units (RSUs) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of days dividends will be paid after vesting, maximum | 45 days | |||
Award vesting period | 3 years | |||
Compensation expense | $ 3.7 | $ 3.7 | $ 8.2 | $ 8.8 |
Equity Incentive Programs (Sc78
Equity Incentive Programs (Schedule of Restricted Stock and Restricted Stock Unit Award Activity) (Details) - $ / shares | 6 Months Ended | 12 Months Ended |
Jun. 30, 2018 | Dec. 31, 2017 | |
Restricted Stock | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||
Nonvested at beginning of period (in shares) | 2,470,158 | |
Granted (in shares) | 663,986 | |
Vested (in shares) | (635,399) | |
Forfeited (in shares) | (136,123) | |
Nonvested at end of period (in shares) | 2,362,622 | 2,470,158 |
Weighted- Average Grant Date Fair Value Per Share | ||
Nonvested at beginning of period (in dollars per share) | $ 16.95 | |
Granted (in dollars per share) | 22.56 | |
Vested (in dollars per share) | 21.44 | |
Forfeited (in dollars per share) | 16.50 | |
Nonvested at end of period (in dollars per share) | $ 17.35 | $ 16.95 |
Weighted- Average Remaining Contractual Term (years) | ||
Nonvested at beginning of period | 1 year 6 months | 1 year 2 months |
Nonvested at end of period | 1 year 6 months | 1 year 2 months |
Restricted Stock Units | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||
Nonvested at beginning of period (in shares) | 114,942 | |
Granted (in shares) | 18,586 | |
Vested (in shares) | (19,510) | |
Forfeited (in shares) | 0 | |
Nonvested at end of period (in shares) | 114,018 | 114,942 |
Weighted- Average Grant Date Fair Value Per Share | ||
Nonvested at beginning of period (in dollars per share) | $ 16.68 | |
Granted (in dollars per share) | 22.60 | |
Vested (in dollars per share) | 23.11 | |
Forfeited (in dollars per share) | 0 | |
Nonvested at end of period (in dollars per share) | $ 16.55 | $ 16.68 |
Weighted- Average Remaining Contractual Term (years) | ||
Nonvested at beginning of period | 1 year 4 months | 1 year 4 months |
Nonvested at end of period | 1 year 4 months | 1 year 4 months |
Equity Incentive Programs (Defe
Equity Incentive Programs (Deferred Stock Unit Activity) (Details) - Deferred Stock Units (DSUs) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Units | ||||
Outstanding at beginning of period (in shares) | 195,913 | |||
Granted (in shares) | 39,360 | |||
Dividend equivalents granted (in shares) | 5,932 | |||
Settled (in shares) | (12,587) | |||
Outstanding at end of period (in shares) | 228,618 | 228,618 | ||
Weighted-Average Grant Date Fair Value Per Share | ||||
Outstanding at beginning of period (in dollars per share) | $ 18.18 | |||
Granted (in dollars per share) | 22.60 | |||
Dividend equivalents granted (in dollars per share) | 22.55 | |||
Settled (in dollars per share) | 10.56 | |||
Outstanding at end of period (in dollars per share) | $ 19.47 | $ 19.47 | ||
Number of DSU to class A common share conversion (in shares) | 1 | 1 | ||
Compensation expense | $ 0 | $ 0 | $ 900,000 | $ 900,000 |
Shareholders' Equity (Schedule
Shareholders' Equity (Schedule of Stock by Class) (Details) - $ / shares | Jun. 30, 2018 | Dec. 31, 2017 |
Common Class A | ||
Class of Stock [Line Items] | ||
Common stock, par value (in dollars per share) | $ 0.025 | $ 0.025 |
Authorized Shares | 80,000,000 | 80,000,000 |
Outstanding | 38,200,000 | 38,200,000 |
Treasury | 2,100,000 | 1,800,000 |
Total Issued Shares | 40,300,000 | 40,000,000 |
Common Class B | ||
Class of Stock [Line Items] | ||
Common stock, par value (in dollars per share) | $ 0.025 | $ 0.025 |
Authorized Shares | 80,000,000 | 80,000,000 |
Outstanding | 13,500,000 | 13,800,000 |
Treasury | 0 | 0 |
Total Issued Shares | 13,500,000 | 13,800,000 |
Common Class C | ||
Class of Stock [Line Items] | ||
Common stock, par value (in dollars per share) | $ 0.025 | $ 0.025 |
Authorized Shares | 20,000,000 | 20,000,000 |
Outstanding | 0 | 0 |
Treasury | 500,000 | 500,000 |
Total Issued Shares | 500,000 | 500,000 |
Shareholders' Equity (Narrative
Shareholders' Equity (Narrative) (Details) | Jul. 31, 2018$ / shares | Mar. 31, 2018shares | Jun. 30, 2018USD ($)votestock_class$ / sharesshares | Mar. 31, 2018$ / shares | Jun. 30, 2017$ / shares | Mar. 31, 2017$ / shares | Jun. 30, 2018USD ($)votestock_class$ / sharesshares | Jun. 30, 2017USD ($)$ / shares | Jul. 30, 2018USD ($) | Dec. 31, 2017vote$ / sharesshares | Sep. 06, 2011USD ($) |
Shareholders' Equity [Line Items] | |||||||||||
Number of classes of common stock | stock_class | 3 | 3 | |||||||||
Preferred stock, authorized shares | shares | 500,000 | 500,000 | 500,000 | ||||||||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | ||||||||
Preferred stock, issued shares | shares | 0 | 0 | 0 | ||||||||
ESOP Contribution, shares | shares | 1,006,061 | ||||||||||
ESOP Contribution, price per share | $ / shares | $ 22.18 | ||||||||||
Employee stock ownership plan contribution expense | $ | $ 22,300,000 | $ 0 | |||||||||
Dividends declared per share (in dollars per share) | $ / shares | $ 0.30 | $ 0.30 | $ 0.30 | $ 0.30 | $ 0.60 | $ 0.60 | |||||
Subsequent Event | |||||||||||
Shareholders' Equity [Line Items] | |||||||||||
Dividends declared per share (in dollars per share) | $ / shares | $ 0.30 | ||||||||||
Common Class A | |||||||||||
Shareholders' Equity [Line Items] | |||||||||||
Number of votes | vote | 1 | 1 | 1 | ||||||||
Share repurchase program, authorized amount | $ | $ 100,000,000 | ||||||||||
Number of shares repurchased | shares | 1,871,631 | ||||||||||
Share repurchases, weighted average price per share | $ / shares | $ 19.59 | ||||||||||
Share repurchases, total value acquired | $ | $ 36,700,000 | ||||||||||
Remaining authorized repurchases | $ | $ 42,495,213 | $ 42,495,213 | |||||||||
Common Class A | Subsequent Event | |||||||||||
Shareholders' Equity [Line Items] | |||||||||||
Share repurchase program, authorized amount | $ | $ 100,000,000 | ||||||||||
Common Class B | |||||||||||
Shareholders' Equity [Line Items] | |||||||||||
Number of votes | vote | 10 | 10 | 10 | ||||||||
Common Class B | Treasury Stock | |||||||||||
Shareholders' Equity [Line Items] | |||||||||||
Conversion of Stock, Shares Converted | shares | 284,845 | ||||||||||
Common Class C | |||||||||||
Shareholders' Equity [Line Items] | |||||||||||
Number of votes | vote | 10 | 10 | 10 |
Shareholders' Equity (Schedul82
Shareholders' Equity (Schedule of Shareholders' Equity) (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Shareholders' Equity Activity [Roll Forward] | ||||
Quad/Graphics' Shareholders' Equity, beginning of period | $ 522,400,000 | |||
Noncontrolling Interests, beginning of period | 0 | |||
Shareholders' Equity and Noncontrolling Interests, beginning of period | 522,400,000 | |||
Net earnings | $ 9,500,000 | $ 6,700,000 | 6,000,000 | $ 32,100,000 |
Consolidation of Rise | 18,400,000 | |||
Accumulated deficit transition adjustment for adoption of Topic 606 (see Note 2) | 3,200,000 | |||
Translation adjustments | (10,000,000) | |||
Interest rate swap adjustments, net of tax | 3,900,000 | |||
Cash dividends declared | (31,800,000) | |||
Stock-based compensation | 9,100,000 | |||
Employee stock ownership plan contribution | 22,300,000 | 0 | ||
Purchases of treasury stock | (36,700,000) | $ 0 | ||
Stock options exercised | 4,000,000 | |||
Equity awards redeemed to pay employees' tax obligations | (7,500,000) | |||
Quad/Graphics' Shareholders' Equity, end of period | 484,800,000 | 484,800,000 | ||
Noncontrolling Interests, end of period | 18,500,000 | 18,500,000 | ||
Shareholders' Equity and Noncontrolling Interests, end of period | 503,300,000 | 503,300,000 | ||
Parent Company | ||||
Shareholders' Equity Activity [Roll Forward] | ||||
Quad/Graphics' Shareholders' Equity, beginning of period | 522,400,000 | |||
Net earnings | 5,900,000 | |||
Accumulated deficit transition adjustment for adoption of Topic 606 (see Note 2) | 3,200,000 | |||
Translation adjustments | (10,000,000) | |||
Interest rate swap adjustments, net of tax | 3,900,000 | |||
Cash dividends declared | (31,800,000) | |||
Stock-based compensation | 9,100,000 | |||
Employee stock ownership plan contribution | 22,300,000 | |||
Purchases of treasury stock | (36,700,000) | |||
Stock options exercised | 4,000,000 | |||
Equity awards redeemed to pay employees' tax obligations | (7,500,000) | |||
Quad/Graphics' Shareholders' Equity, end of period | 484,800,000 | 484,800,000 | ||
Noncontrolling Interest | ||||
Shareholders' Equity Activity [Roll Forward] | ||||
Noncontrolling Interests, beginning of period | 0 | |||
Net earnings | 100,000 | |||
Consolidation of Rise | 18,400,000 | |||
Noncontrolling Interests, end of period | $ 18,500,000 | $ 18,500,000 |
Accumulated Other Comprehensi83
Accumulated Other Comprehensive Loss (By Component) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||||
Accumulated other comprehensive income (loss), net of tax, beginning of period | $ (124.4) | $ (152.6) | ||
Other comprehensive income (loss) before reclassifications | (6.1) | 11 | ||
Amounts reclassified from accumulated other comprehensive loss to net earnings (loss) | 0 | 0 | ||
Other comprehensive income (loss), net of tax | $ (14.6) | $ 2.9 | (6.1) | 11 |
Accumulated other comprehensive income (loss), net of tax, end of period | (133.4) | (141.6) | (133.4) | (141.6) |
Translation Adjustments | ||||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||||
Accumulated other comprehensive income (loss), net of tax, beginning of period | (115.9) | (130.8) | ||
Other comprehensive income (loss) before reclassifications | (10) | 11.4 | ||
Amounts reclassified from accumulated other comprehensive loss to net earnings (loss) | 0 | 0 | ||
Other comprehensive income (loss), net of tax | (10) | 11.4 | ||
Accumulated other comprehensive income (loss), net of tax, end of period | (127) | (119.4) | (127) | (119.4) |
Interest Rate Swap Adjustments | ||||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||||
Accumulated other comprehensive income (loss), net of tax, beginning of period | 1.3 | 0 | ||
Other comprehensive income (loss) before reclassifications | 3.9 | (0.4) | ||
Amounts reclassified from accumulated other comprehensive loss to net earnings (loss) | 0 | 0 | ||
Other comprehensive income (loss), net of tax | 3.9 | (0.4) | ||
Accumulated other comprehensive income (loss), net of tax, end of period | 5.5 | (0.4) | 5.5 | (0.4) |
Pension Benefit Plan Adjustments | ||||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||||
Accumulated other comprehensive income (loss), net of tax, beginning of period | (9.8) | (21.8) | ||
Other comprehensive income (loss) before reclassifications | 0 | 0 | ||
Amounts reclassified from accumulated other comprehensive loss to net earnings (loss) | 0 | 0 | ||
Other comprehensive income (loss), net of tax | 0 | 0 | ||
Accumulated other comprehensive income (loss), net of tax, end of period | $ (11.9) | $ (21.8) | (11.9) | $ (21.8) |
Accounting Standards Update 2018-02 | ||||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||||
Amounts reclassified from accumulated other comprehensive loss to net earnings (loss) | (2.9) | |||
Accounting Standards Update 2018-02 | Translation Adjustments | ||||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||||
Amounts reclassified from accumulated other comprehensive loss to net earnings (loss) | (1.1) | |||
Accounting Standards Update 2018-02 | Interest Rate Swap Adjustments | ||||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||||
Amounts reclassified from accumulated other comprehensive loss to net earnings (loss) | 0.3 | |||
Accounting Standards Update 2018-02 | Pension Benefit Plan Adjustments | ||||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||||
Amounts reclassified from accumulated other comprehensive loss to net earnings (loss) | $ (2.1) |
Segment Information (Details)
Segment Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Segment Reporting Information [Line Items] | ||||
Unrestricted subsidiaries under the Senior Unsecured Notes indenture as percentage of total consolidated assets (less than) | 2.00% | 2.00% | ||
Unrestricted subsidiaries under the Senior Unsecured Notes indenture as a percentage of total consolidated net sales (less than) | 2.00% | 2.00% | ||
Products | $ 803.4 | $ 819.4 | $ 1,604.5 | $ 1,673.7 |
Services | 212.1 | 143.8 | 378.5 | 288.1 |
Operating Income (Loss) | 20.9 | 30.1 | 28 | 81.1 |
Restructuring, Impairment and Transaction- Related Charges | 10.4 | 5.3 | 35.3 | 14.5 |
United States Print and Related Services | ||||
Segment Reporting Information [Line Items] | ||||
Products | 711.8 | 733.1 | 1,418.4 | 1,496.2 |
Services | 207.7 | 139.2 | 368.9 | 278.3 |
Operating Income (Loss) | 33.3 | 40.7 | 53.6 | 103.2 |
Restructuring, Impairment and Transaction- Related Charges | 8.1 | 2.8 | 28.5 | 9.9 |
International | ||||
Segment Reporting Information [Line Items] | ||||
Products | 91.6 | 86.3 | 186.1 | 177.5 |
Services | 4.4 | 4.6 | 9.6 | 9.8 |
Operating Income (Loss) | 1.6 | 3.3 | 7.3 | 8.1 |
Restructuring, Impairment and Transaction- Related Charges | 2 | 1.8 | 3 | 2.8 |
Operating Segments | ||||
Segment Reporting Information [Line Items] | ||||
Products | 803.4 | 819.4 | 1,604.5 | 1,673.7 |
Services | 212.1 | 143.8 | 378.5 | 288.1 |
Operating Income (Loss) | 34.9 | 44 | 60.9 | 111.3 |
Restructuring, Impairment and Transaction- Related Charges | 10.1 | 4.6 | 31.5 | 12.7 |
Corporate | ||||
Segment Reporting Information [Line Items] | ||||
Products | 0 | 0 | 0 | 0 |
Services | 0 | 0 | 0 | 0 |
Operating Income (Loss) | (14) | (13.9) | (32.9) | (30.2) |
Restructuring, Impairment and Transaction- Related Charges | $ 0.3 | $ 0.7 | $ 3.8 | $ 1.8 |
Segment Information (Reconcilia
Segment Information (Reconciliation of Operating Profit from Segment to Consolidated) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Segment Reporting [Abstract] | ||||
Operating income | $ 20.9 | $ 30.1 | $ 28 | $ 81.1 |
Less: interest expense | 18.4 | 17.6 | 35.7 | 35.8 |
Less: net pension income | (3.1) | (2.6) | (6.2) | (5.2) |
Less: loss on debt extinguishment | 0 | 0 | 0 | 2.6 |
Earnings (loss) before income taxes and equity in (earnings) loss of unconsolidated entity | $ 5.6 | $ 15.1 | $ (1.5) | $ 47.9 |
Separate Financial Informatio86
Separate Financial Information of Subsidiary Guarantors of Indebtedness (Narrative) (Details) | Jun. 30, 2018 |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Ownership percentage | 100.00% |
Separate Financial Informatio87
Separate Financial Information of Subsidiary Guarantors of Indebtedness (Condensed Consolidating Statement of Operations) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Income Statement [Abstract] | ||||
Net sales | $ 1,015.5 | $ 963.2 | $ 1,983 | $ 1,961.8 |
Cost of sales | 826.7 | 765 | 1,619.1 | 1,546.1 |
Selling, general and administrative expenses | 99.2 | 104.3 | 186.1 | 202.9 |
Depreciation and amortization | 58.3 | 58.5 | 114.5 | 117.2 |
Restructuring, impairment and transaction-related charges | 10.4 | 5.3 | 35.3 | 14.5 |
Total operating expenses | 994.6 | 933.1 | 1,955 | 1,880.7 |
Operating income | 20.9 | 30.1 | 28 | 81.1 |
Interest expense | 18.4 | 17.6 | 35.7 | 35.8 |
Net pension income | (3.1) | (2.6) | (6.2) | (5.2) |
Loss on debt extinguishment | 0 | 0 | 0 | 2.6 |
Earnings (loss) before income taxes and equity in (earnings) loss of unconsolidated entity | 5.6 | 15.1 | (1.5) | 47.9 |
Income tax expense (benefit) | (3.7) | 8.3 | (7) | 15 |
Earnings (loss) before equity in (earnings) loss of consolidated and unconsolidated entities | 9.3 | 6.8 | 5.5 | 32.9 |
Equity in (earnings) loss of consolidated entities | 0 | 0 | 0 | 0 |
Equity in (earnings) loss of unconsolidated entity | (0.2) | 0.1 | (0.5) | 0.8 |
Net earnings | 9.5 | 6.7 | 6 | 32.1 |
Net (earnings) loss attributable to noncontrolling interests | (0.1) | 0 | (0.1) | 0 |
Net earnings attributable to Quad/Graphics common shareholders | 9.4 | 6.7 | 5.9 | 32.1 |
Eliminations | ||||
Income Statement [Abstract] | ||||
Net sales | (102.1) | (85.4) | (203.4) | (173.9) |
Cost of sales | (99.5) | (83.6) | (198.4) | (170.9) |
Selling, general and administrative expenses | (2.6) | (1.8) | (5) | (3) |
Depreciation and amortization | 0 | 0 | 0 | 0 |
Restructuring, impairment and transaction-related charges | 0 | 0 | 0 | 0 |
Total operating expenses | (102.1) | (85.4) | (203.4) | (173.9) |
Operating income | 0 | 0 | 0 | 0 |
Interest expense | 0 | 0 | 0 | 0 |
Net pension income | 0 | 0 | 0 | 0 |
Loss on debt extinguishment | 0 | |||
Earnings (loss) before income taxes and equity in (earnings) loss of unconsolidated entity | 0 | 0 | 0 | 0 |
Income tax expense (benefit) | 0 | 0 | 0 | 0 |
Earnings (loss) before equity in (earnings) loss of consolidated and unconsolidated entities | 0 | 0 | 0 | 0 |
Equity in (earnings) loss of consolidated entities | 15.3 | 18 | 38.2 | 40.9 |
Equity in (earnings) loss of unconsolidated entity | 0 | 0 | 0 | 0 |
Net earnings | (15.3) | (18) | (38.2) | (40.9) |
Net (earnings) loss attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Net earnings attributable to Quad/Graphics common shareholders | (15.3) | (18) | (38.2) | (40.9) |
Quad/Graphics, Inc. | ||||
Income Statement [Abstract] | ||||
Net sales | 400.1 | 385.2 | 810.8 | 807.5 |
Cost of sales | 308.9 | 284 | 640.4 | 587.1 |
Selling, general and administrative expenses | 65 | 64.6 | 118.8 | 124.8 |
Depreciation and amortization | 25.1 | 27.4 | 50.2 | 54.9 |
Restructuring, impairment and transaction-related charges | (8.7) | 6.5 | 9.3 | 17.9 |
Total operating expenses | 390.3 | 382.5 | 818.7 | 784.7 |
Operating income | 9.8 | 2.7 | (7.9) | 22.8 |
Interest expense | 15.7 | 17.2 | 31.4 | 34.5 |
Net pension income | 0 | 0 | 0 | 0 |
Loss on debt extinguishment | 2.6 | |||
Earnings (loss) before income taxes and equity in (earnings) loss of unconsolidated entity | (5.9) | (14.5) | (39.3) | (14.3) |
Income tax expense (benefit) | (1.4) | (3.9) | (9.9) | (6.7) |
Earnings (loss) before equity in (earnings) loss of consolidated and unconsolidated entities | (4.5) | (10.6) | (29.4) | (7.6) |
Equity in (earnings) loss of consolidated entities | (13.9) | (17.3) | (35.3) | (39.7) |
Equity in (earnings) loss of unconsolidated entity | 0 | 0 | 0 | 0 |
Net earnings | 9.4 | 6.7 | 5.9 | 32.1 |
Net (earnings) loss attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Net earnings attributable to Quad/Graphics common shareholders | 9.4 | 6.7 | 5.9 | 32.1 |
Guarantor Subsidiaries | ||||
Income Statement [Abstract] | ||||
Net sales | 602.3 | 562.2 | 1,148.7 | 1,125.6 |
Cost of sales | 527.8 | 484.3 | 1,000.1 | 967.9 |
Selling, general and administrative expenses | 24.7 | 32.3 | 49.8 | 64 |
Depreciation and amortization | 27.2 | 25.7 | 52.5 | 51.6 |
Restructuring, impairment and transaction-related charges | 17.2 | (3.1) | 23.3 | (6.1) |
Total operating expenses | 596.9 | 539.2 | 1,125.7 | 1,077.4 |
Operating income | 5.4 | 23 | 23 | 48.2 |
Interest expense | 0.8 | (0.6) | 1.7 | (0.6) |
Net pension income | (3.1) | (2.6) | (6.2) | (5.2) |
Loss on debt extinguishment | 0 | |||
Earnings (loss) before income taxes and equity in (earnings) loss of unconsolidated entity | 7.7 | 26.2 | 27.5 | 54 |
Income tax expense (benefit) | (2.2) | 6.4 | 2.2 | 20.2 |
Earnings (loss) before equity in (earnings) loss of consolidated and unconsolidated entities | 9.9 | 19.8 | 25.3 | 33.8 |
Equity in (earnings) loss of consolidated entities | (1.4) | (0.7) | (2.9) | (1.2) |
Equity in (earnings) loss of unconsolidated entity | 0 | 0 | 0 | 0 |
Net earnings | 11.3 | 20.5 | 28.2 | 35 |
Net (earnings) loss attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Net earnings attributable to Quad/Graphics common shareholders | 11.3 | 20.5 | 28.2 | 35 |
Non-Guarantor Subsidiaries | ||||
Income Statement [Abstract] | ||||
Net sales | 115.2 | 101.2 | 226.9 | 202.6 |
Cost of sales | 89.5 | 80.3 | 177 | 162 |
Selling, general and administrative expenses | 12.1 | 9.2 | 22.5 | 17.1 |
Depreciation and amortization | 6 | 5.4 | 11.8 | 10.7 |
Restructuring, impairment and transaction-related charges | 1.9 | 1.9 | 2.7 | 2.7 |
Total operating expenses | 109.5 | 96.8 | 214 | 192.5 |
Operating income | 5.7 | 4.4 | 12.9 | 10.1 |
Interest expense | 1.9 | 1 | 2.6 | 1.9 |
Net pension income | 0 | 0 | 0 | 0 |
Loss on debt extinguishment | 0 | |||
Earnings (loss) before income taxes and equity in (earnings) loss of unconsolidated entity | 3.8 | 3.4 | 10.3 | 8.2 |
Income tax expense (benefit) | (0.1) | 5.8 | 0.7 | 1.5 |
Earnings (loss) before equity in (earnings) loss of consolidated and unconsolidated entities | 3.9 | (2.4) | 9.6 | 6.7 |
Equity in (earnings) loss of consolidated entities | 0 | 0 | 0 | 0 |
Equity in (earnings) loss of unconsolidated entity | (0.2) | 0.1 | (0.5) | 0.8 |
Net earnings | 4.1 | (2.5) | 10.1 | 5.9 |
Net (earnings) loss attributable to noncontrolling interests | (0.1) | 0 | (0.1) | 0 |
Net earnings attributable to Quad/Graphics common shareholders | $ 4 | $ (2.5) | $ 10 | $ 5.9 |
Separate Financial Informatio88
Separate Financial Information of Subsidiary Guarantors of Indebtedness (Condensed Consolidating Statement of Comprehensive Income (Loss)) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Condensed Financial Statements, Captions [Line Items] | ||||
Net earnings | $ 9.5 | $ 6.7 | $ 6 | $ 32.1 |
Other comprehensive income (loss), net of tax | (14.6) | 2.9 | (6.1) | 11 |
Total comprehensive income (loss) | (5.1) | 9.6 | (0.1) | 43.1 |
Less: comprehensive (income) loss attributable to noncontrolling interests | (0.1) | 0 | (0.1) | 0 |
Comprehensive income (loss) attributable to Quad/Graphics common shareholders | (5.2) | 9.6 | (0.2) | 43.1 |
Eliminations | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Net earnings | (15.3) | (18) | (38.2) | (40.9) |
Other comprehensive income (loss), net of tax | 15.7 | (2.9) | 12.3 | (10.7) |
Total comprehensive income (loss) | 0.4 | (20.9) | (25.9) | (51.6) |
Less: comprehensive (income) loss attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Comprehensive income (loss) attributable to Quad/Graphics common shareholders | 0.4 | (20.9) | (25.9) | (51.6) |
Quad/Graphics, Inc. | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Net earnings | 9.4 | 6.7 | 5.9 | 32.1 |
Other comprehensive income (loss), net of tax | (14.6) | 2.9 | (6.1) | 11 |
Total comprehensive income (loss) | (5.2) | 9.6 | (0.2) | 43.1 |
Less: comprehensive (income) loss attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Comprehensive income (loss) attributable to Quad/Graphics common shareholders | (5.2) | 9.6 | (0.2) | 43.1 |
Guarantor Subsidiaries | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Net earnings | 11.3 | 20.5 | 28.2 | 35 |
Other comprehensive income (loss), net of tax | (2.4) | (0.6) | (2.9) | (0.2) |
Total comprehensive income (loss) | 8.9 | 19.9 | 25.3 | 34.8 |
Less: comprehensive (income) loss attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Comprehensive income (loss) attributable to Quad/Graphics common shareholders | 8.9 | 19.9 | 25.3 | 34.8 |
Non-Guarantor Subsidiaries | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Net earnings | 4.1 | (2.5) | 10.1 | 5.9 |
Other comprehensive income (loss), net of tax | (13.3) | 3.5 | (9.4) | 10.9 |
Total comprehensive income (loss) | (9.2) | 1 | 0.7 | 16.8 |
Less: comprehensive (income) loss attributable to noncontrolling interests | (0.1) | 0 | (0.1) | 0 |
Comprehensive income (loss) attributable to Quad/Graphics common shareholders | $ (9.3) | $ 1 | $ 0.6 | $ 16.8 |
Separate Financial Informatio89
Separate Financial Information of Subsidiary Guarantors of Indebtedness (Condensed Consolidating Balance Sheet) (Details) - USD ($) $ in Millions | Jun. 30, 2018 | Dec. 31, 2017 | Jun. 30, 2017 | Dec. 31, 2016 |
ASSETS | ||||
Cash and cash equivalents | $ 8.9 | $ 64.4 | $ 10.7 | $ 19.2 |
Receivables, less allowances for doubtful accounts | 510.4 | 552.5 | ||
Intercompany receivables | 0 | 0 | ||
Inventories | 290.7 | 246.5 | ||
Other current assets | 68.1 | 45.1 | ||
Total current assets | 878.1 | 908.5 | ||
Property, plant and equipment—net | 1,306.8 | 1,377.6 | ||
Investment in consolidated entities | 0 | 0 | ||
Goodwill and intangible assets—net | 184.6 | 43.4 | ||
Intercompany loan receivable | 0 | 0 | ||
Other long-term assets | 100.4 | 122.9 | ||
Total assets | 2,469.9 | 2,452.4 | ||
LIABILITIES AND SHAREHOLDERS' EQUITY | ||||
Accounts payable | 396.1 | 381.6 | ||
Intercompany accounts payable | 0 | 0 | ||
Short-term debt and current portion of long-term debt and capital lease obligations | 42.3 | 47.6 | ||
Other current liabilities | 272.1 | 316.7 | ||
Total current liabilities | 710.5 | 745.9 | ||
Long-term debt and capital lease obligations | 1,005.5 | 917.2 | ||
Intercompany loan payable | 0 | 0 | ||
Other long-term liabilities | 250.6 | 266.9 | ||
Total liabilities | 1,966.6 | 1,930 | ||
Total shareholders' equity and noncontrolling interests | 503.3 | 522.4 | ||
Total liabilities and shareholders' equity | 2,469.9 | 2,452.4 | ||
Eliminations | ||||
ASSETS | ||||
Cash and cash equivalents | 0 | 0 | 0 | 0 |
Receivables, less allowances for doubtful accounts | 0 | 0 | ||
Intercompany receivables | (72.4) | (85.3) | ||
Inventories | 0 | 0 | ||
Other current assets | 0 | 0 | ||
Total current assets | (72.4) | (85.3) | ||
Property, plant and equipment—net | 0 | 0 | ||
Investment in consolidated entities | (771.2) | (590.4) | ||
Goodwill and intangible assets—net | 0 | 0 | ||
Intercompany loan receivable | (107.6) | (108) | ||
Other long-term assets | 0 | 0 | ||
Total assets | (951.2) | (783.7) | ||
LIABILITIES AND SHAREHOLDERS' EQUITY | ||||
Accounts payable | 0 | 0 | ||
Intercompany accounts payable | (72.4) | (85.3) | ||
Short-term debt and current portion of long-term debt and capital lease obligations | 0 | 0 | ||
Other current liabilities | 0 | 0 | ||
Total current liabilities | (72.4) | (85.3) | ||
Long-term debt and capital lease obligations | 0 | 0 | ||
Intercompany loan payable | (107.6) | (108) | ||
Other long-term liabilities | 0 | 0 | ||
Total liabilities | (180) | (193.3) | ||
Total shareholders' equity and noncontrolling interests | (771.2) | (590.4) | ||
Total liabilities and shareholders' equity | (951.2) | (783.7) | ||
Quad/Graphics, Inc. | ||||
ASSETS | ||||
Cash and cash equivalents | 1.7 | 51.7 | 0.7 | 0.3 |
Receivables, less allowances for doubtful accounts | 353.9 | 427.9 | ||
Intercompany receivables | 0 | 0 | ||
Inventories | 112.6 | 97 | ||
Other current assets | 43.7 | 35.2 | ||
Total current assets | 511.9 | 611.8 | ||
Property, plant and equipment—net | 684 | 706.5 | ||
Investment in consolidated entities | 756.2 | 578.3 | ||
Goodwill and intangible assets—net | 4.3 | 6.9 | ||
Intercompany loan receivable | 107.6 | 106.3 | ||
Other long-term assets | 41.8 | 60.5 | ||
Total assets | 2,105.8 | 2,070.3 | ||
LIABILITIES AND SHAREHOLDERS' EQUITY | ||||
Accounts payable | 213.1 | 201.6 | ||
Intercompany accounts payable | 72.4 | 75.1 | ||
Short-term debt and current portion of long-term debt and capital lease obligations | 30 | 31.9 | ||
Other current liabilities | 161.8 | 213.9 | ||
Total current liabilities | 477.3 | 522.5 | ||
Long-term debt and capital lease obligations | 994.5 | 904.3 | ||
Intercompany loan payable | 0 | 0 | ||
Other long-term liabilities | 130.7 | 121.1 | ||
Total liabilities | 1,602.5 | 1,547.9 | ||
Total shareholders' equity and noncontrolling interests | 503.3 | 522.4 | ||
Total liabilities and shareholders' equity | 2,105.8 | 2,070.3 | ||
Guarantor Subsidiaries | ||||
ASSETS | ||||
Cash and cash equivalents | 0.7 | 2 | 5 | 12.1 |
Receivables, less allowances for doubtful accounts | 70.5 | 40.6 | ||
Intercompany receivables | 67.6 | 85.3 | ||
Inventories | 137.2 | 108.6 | ||
Other current assets | 14.7 | 2.6 | ||
Total current assets | 290.7 | 239.1 | ||
Property, plant and equipment—net | 468.4 | 508.6 | ||
Investment in consolidated entities | 15 | 12.1 | ||
Goodwill and intangible assets—net | 123.5 | 25.5 | ||
Intercompany loan receivable | 0 | 0 | ||
Other long-term assets | 10.4 | 13.5 | ||
Total assets | 908 | 798.8 | ||
LIABILITIES AND SHAREHOLDERS' EQUITY | ||||
Accounts payable | 114.9 | 115.9 | ||
Intercompany accounts payable | 0 | 0 | ||
Short-term debt and current portion of long-term debt and capital lease obligations | 0.9 | 1 | ||
Other current liabilities | 75 | 74.9 | ||
Total current liabilities | 190.8 | 191.8 | ||
Long-term debt and capital lease obligations | 2.1 | 1.4 | ||
Intercompany loan payable | 41.4 | 40.9 | ||
Other long-term liabilities | 109 | 133.4 | ||
Total liabilities | 343.3 | 367.5 | ||
Total shareholders' equity and noncontrolling interests | 564.7 | 431.3 | ||
Total liabilities and shareholders' equity | 908 | 798.8 | ||
Non-Guarantor Subsidiaries | ||||
ASSETS | ||||
Cash and cash equivalents | 6.5 | 10.7 | $ 5 | $ 6.8 |
Receivables, less allowances for doubtful accounts | 86 | 84 | ||
Intercompany receivables | 4.8 | 0 | ||
Inventories | 40.9 | 40.9 | ||
Other current assets | 9.7 | 7.3 | ||
Total current assets | 147.9 | 142.9 | ||
Property, plant and equipment—net | 154.4 | 162.5 | ||
Investment in consolidated entities | 0 | 0 | ||
Goodwill and intangible assets—net | 56.8 | 11 | ||
Intercompany loan receivable | 0 | 1.7 | ||
Other long-term assets | 48.2 | 48.9 | ||
Total assets | 407.3 | 367 | ||
LIABILITIES AND SHAREHOLDERS' EQUITY | ||||
Accounts payable | 68.1 | 64.1 | ||
Intercompany accounts payable | 0 | 10.2 | ||
Short-term debt and current portion of long-term debt and capital lease obligations | 11.4 | 14.7 | ||
Other current liabilities | 35.3 | 27.9 | ||
Total current liabilities | 114.8 | 116.9 | ||
Long-term debt and capital lease obligations | 8.9 | 11.5 | ||
Intercompany loan payable | 66.2 | 67.1 | ||
Other long-term liabilities | 10.9 | 12.4 | ||
Total liabilities | 200.8 | 207.9 | ||
Total shareholders' equity and noncontrolling interests | 206.5 | 159.1 | ||
Total liabilities and shareholders' equity | $ 407.3 | $ 367 |
Separate Financial Informatio90
Separate Financial Information of Subsidiary Guarantors of Indebtedness (Condensed Consolidating Statement of Cash Flows) (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2018 | Jun. 30, 2017 | |
OPERATING ACTIVITIES | ||
Net cash from (used in) operating activities | $ 40.5 | $ 112.2 |
INVESTING ACTIVITIES | ||
Purchases of property, plant and equipment | (53.8) | (42.8) |
Acquisition related investing activities | (71.4) | |
Intercompany investing activities | 0 | 0 |
Other investing activities | 23.4 | 21.8 |
Net cash used in investing activities | (101.8) | (21) |
FINANCING ACTIVITIES | ||
Proceeds from issuance of long-term debt | 0 | 375 |
Payments of long-term debt and capital lease obligations | (24.9) | (413.4) |
Borrowings on revolving credit facilities | 896.6 | 270.6 |
Payments on revolving credit facilities | (791.9) | (287.4) |
Purchases of treasury stock | (36.7) | 0 |
Payment of cash dividends | (32.2) | (31.7) |
Intercompany financing activities | 0 | 0 |
Other financing activities | (3.5) | (12.3) |
Net cash provided by (used in) financing activities | 7.4 | (99.2) |
Effect of exchange rates on cash and cash equivalents | (1.6) | (0.5) |
Net decrease in cash and cash equivalents | (55.5) | (8.5) |
Cash and cash equivalents at beginning of period | 64.4 | 19.2 |
Cash and cash equivalents at end of period | 8.9 | 10.7 |
Eliminations | ||
OPERATING ACTIVITIES | ||
Net cash from (used in) operating activities | 0 | 0 |
INVESTING ACTIVITIES | ||
Purchases of property, plant and equipment | 0 | 0 |
Acquisition related investing activities | 0 | |
Intercompany investing activities | 131.5 | 37.2 |
Other investing activities | 0 | 0 |
Net cash used in investing activities | 131.5 | 37.2 |
FINANCING ACTIVITIES | ||
Proceeds from issuance of long-term debt | 0 | |
Payments of long-term debt and capital lease obligations | 0 | 0 |
Borrowings on revolving credit facilities | 0 | 0 |
Payments on revolving credit facilities | 0 | 0 |
Purchases of treasury stock | 0 | |
Payment of cash dividends | 0 | 0 |
Intercompany financing activities | (131.5) | (37.2) |
Other financing activities | 0 | 0 |
Net cash provided by (used in) financing activities | (131.5) | (37.2) |
Effect of exchange rates on cash and cash equivalents | 0 | 0 |
Net decrease in cash and cash equivalents | 0 | 0 |
Cash and cash equivalents at beginning of period | 0 | 0 |
Cash and cash equivalents at end of period | 0 | 0 |
Quad/Graphics, Inc. | ||
OPERATING ACTIVITIES | ||
Net cash from (used in) operating activities | 45.2 | 68.8 |
INVESTING ACTIVITIES | ||
Purchases of property, plant and equipment | (22.2) | (11.4) |
Acquisition related investing activities | 0 | |
Intercompany investing activities | (135.7) | (6.7) |
Other investing activities | 14.6 | (5) |
Net cash used in investing activities | (143.3) | (23.1) |
FINANCING ACTIVITIES | ||
Proceeds from issuance of long-term debt | 375 | |
Payments of long-term debt and capital lease obligations | (21.2) | (409.8) |
Borrowings on revolving credit facilities | 886.3 | 266.9 |
Payments on revolving credit facilities | (778.6) | (279.4) |
Purchases of treasury stock | (36.7) | |
Payment of cash dividends | (32.2) | (31.7) |
Intercompany financing activities | 34 | 41.9 |
Other financing activities | (3.5) | (8.2) |
Net cash provided by (used in) financing activities | 48.1 | (45.3) |
Effect of exchange rates on cash and cash equivalents | 0 | 0 |
Net decrease in cash and cash equivalents | (50) | 0.4 |
Cash and cash equivalents at beginning of period | 51.7 | 0.3 |
Cash and cash equivalents at end of period | 1.7 | 0.7 |
Guarantor Subsidiaries | ||
OPERATING ACTIVITIES | ||
Net cash from (used in) operating activities | (15.7) | 31.8 |
INVESTING ACTIVITIES | ||
Purchases of property, plant and equipment | (23.9) | (27.2) |
Acquisition related investing activities | (76.3) | |
Intercompany investing activities | 4.6 | (31.4) |
Other investing activities | 4.7 | 25.5 |
Net cash used in investing activities | (90.9) | (33.1) |
FINANCING ACTIVITIES | ||
Proceeds from issuance of long-term debt | 0 | |
Payments of long-term debt and capital lease obligations | (0.7) | (1.6) |
Borrowings on revolving credit facilities | 0 | 0 |
Payments on revolving credit facilities | 0 | 0 |
Purchases of treasury stock | 0 | |
Payment of cash dividends | 0 | 0 |
Intercompany financing activities | 106 | 0.1 |
Other financing activities | 0 | (4.1) |
Net cash provided by (used in) financing activities | 105.3 | (5.6) |
Effect of exchange rates on cash and cash equivalents | 0 | (0.2) |
Net decrease in cash and cash equivalents | (1.3) | (7.1) |
Cash and cash equivalents at beginning of period | 2 | 12.1 |
Cash and cash equivalents at end of period | 0.7 | 5 |
Non-Guarantor Subsidiaries | ||
OPERATING ACTIVITIES | ||
Net cash from (used in) operating activities | 11 | 11.6 |
INVESTING ACTIVITIES | ||
Purchases of property, plant and equipment | (7.7) | (4.2) |
Acquisition related investing activities | 4.9 | |
Intercompany investing activities | (0.4) | 0.9 |
Other investing activities | 4.1 | 1.3 |
Net cash used in investing activities | 0.9 | (2) |
FINANCING ACTIVITIES | ||
Proceeds from issuance of long-term debt | 0 | |
Payments of long-term debt and capital lease obligations | (3) | (2) |
Borrowings on revolving credit facilities | 10.3 | 3.7 |
Payments on revolving credit facilities | (13.3) | (8) |
Purchases of treasury stock | 0 | |
Payment of cash dividends | 0 | 0 |
Intercompany financing activities | (8.5) | (4.8) |
Other financing activities | 0 | 0 |
Net cash provided by (used in) financing activities | (14.5) | (11.1) |
Effect of exchange rates on cash and cash equivalents | (1.6) | (0.3) |
Net decrease in cash and cash equivalents | (4.2) | (1.8) |
Cash and cash equivalents at beginning of period | 10.7 | 6.8 |
Cash and cash equivalents at end of period | $ 6.5 | $ 5 |
Subsequent Events (Details)
Subsequent Events (Details) - $ / shares | Jul. 31, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Jun. 30, 2017 | Mar. 31, 2017 | Jun. 30, 2018 | Jun. 30, 2017 |
Subsequent Event [Line Items] | |||||||
Dividends declared per share (in dollars per share) | $ 0.30 | $ 0.30 | $ 0.30 | $ 0.30 | $ 0.60 | $ 0.60 | |
Subsequent Event | |||||||
Subsequent Event [Line Items] | |||||||
Dividends declared per share (in dollars per share) | $ 0.30 |