Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2016 | Apr. 18, 2016 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | UNVR | |
Entity Registrant Name | Univar Inc. | |
Entity Central Index Key | 1,494,319 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Common Stock, Shares Outstanding | 137,987,407 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Millions, $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Income Statement [Abstract] | ||
Net sales | $ 1,999 | $ 2,299.1 |
Cost of goods sold (exclusive of depreciation) | 1,568.7 | 1,837.5 |
Gross profit | 430.3 | 461.6 |
Operating expenses: | ||
Outbound freight and handling | 71.3 | 84.5 |
Warehousing, selling and administrative | 224.9 | 231.4 |
Other operating expenses, net | 5.5 | 8.1 |
Depreciation | 33.5 | 32 |
Amortization | 22 | 21.9 |
Total operating expenses | 357.2 | 377.9 |
Operating income | 73.1 | 83.7 |
Other (expense) income: | ||
Interest income | 0.9 | 1.2 |
Interest expense | (41.5) | (64.4) |
Other (expense) income, net | (13.4) | 6.8 |
Total other expense | (54) | (56.4) |
Income before income taxes | 19.1 | 27.3 |
Income tax expense | 5.1 | 7.6 |
Net income | $ 14 | $ 19.7 |
Income per common share: | ||
Basic | $ 0.10 | $ 0.20 |
Diluted | $ 0.10 | $ 0.20 |
Weighted average common shares outstanding: | ||
Basic | 137.6 | 99.9 |
Diluted | 137.8 | 100.4 |
Condensed Consolidated Stateme3
Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Statement of Comprehensive Income [Abstract] | ||
Net income | $ 14 | $ 19.7 |
Other comprehensive income (loss), net of tax: | ||
Foreign currency translation | 69.1 | (118) |
Pension and other postretirement benefit adjustment | (1.8) | (1.8) |
Derivative financial instruments | (1.3) | |
Total other comprehensive income (loss), net of tax | 67.3 | (121.1) |
Comprehensive income (loss) | $ 81.3 | $ (101.4) |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Millions | Mar. 31, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 222.1 | $ 188.1 |
Trade accounts receivable, net | 1,140.2 | 1,026.2 |
Inventories | 922.3 | 803.4 |
Prepaid expenses and other current assets | 162.2 | 178.6 |
Total current assets | 2,446.8 | 2,196.3 |
Property, plant and equipment, net | 1,093 | 1,082.5 |
Goodwill | 1,796.7 | 1,745.1 |
Intangible assets, net | 523.8 | 518.9 |
Deferred tax assets | 4.7 | 3.5 |
Other assets | 70.4 | 66.1 |
Total assets | 5,935.4 | 5,612.4 |
Current liabilities: | ||
Short-term financing | 29.4 | 33.5 |
Trade accounts payable | 1,043.7 | 836 |
Current portion of long-term debt | 59.7 | 59.9 |
Accrued compensation | 72.1 | 62.8 |
Other accrued expenses | 292.1 | 301.3 |
Total current liabilities | 1,497 | 1,293.5 |
Long-term debt | 3,101.8 | 3,057.4 |
Pension and other postretirement benefit liabilities | 252.4 | 251.8 |
Deferred tax liabilities | 52 | 58 |
Other long-term liabilities | $ 131.9 | $ 135 |
Commitment and contingencies | ||
Stockholders' equity: | ||
Preferred stock, 200.0 million shares authorized at $0.01 par value with no shares issued or outstanding as of March 31, 2016 and December 31, 2015 | ||
Common stock, 2.0 billion shares authorized at $0.01 par value with 138.0 million shares issued and outstanding at March 31, 2016 and December 31, 2015 | $ 1.4 | $ 1.4 |
Additional paid-in capital | 2,227 | 2,224.7 |
Accumulated deficit | (971) | (985) |
Accumulated other comprehensive loss | (357.1) | (424.4) |
Total stockholders' equity | 900.3 | 816.7 |
Total liabilities and stockholders' equity | $ 5,935.4 | $ 5,612.4 |
Condensed Consolidated Balance5
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2016 | Dec. 31, 2015 |
Statement of Financial Position [Abstract] | ||
Preferred stock, shares authorized | 200,000,000 | 200,000,000 |
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, share issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, shares authorized | 2,000,000,000 | 2,000,000,000 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares issued | 138,000,000 | 138,000,000 |
Common stock, shares outstanding | 138,000,000 | 138,000,000 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Operating activities: | ||
Net income | $ 14 | $ 19.7 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 55.5 | 53.9 |
Amortization of deferred financing fees and debt discount | 2 | 4.2 |
Amortization of pension credit from accumulated other comprehensive loss | (3) | (3) |
Deferred income taxes | (6.9) | 3.8 |
Stock-based compensation expense | 2.2 | 1.5 |
Other | (0.3) | (0.8) |
Changes in operating assets and liabilities: | ||
Trade accounts receivable, net | (84.8) | (22.9) |
Inventories | (95.1) | (44.7) |
Prepaid expenses and other current assets | 19.9 | (15.3) |
Trade accounts payable | 181 | 99.8 |
Pensions and other postretirement benefit liabilities | (10) | (16.4) |
Other, net | (9.8) | 8.3 |
Net cash provided by operating activities | 64.7 | 88.1 |
Investing activities: | ||
Purchases of property, plant and equipment | (23.5) | (31.9) |
Purchases of businesses, net of cash acquired | (53.3) | |
Proceeds from sale of property, plant and equipment | 0.9 | 1.7 |
Other | (1.3) | |
Net cash used by investing activities | (77.2) | (30.2) |
Financing activities: | ||
Proceeds from issuance of long-term debt | 37.5 | |
Payments on long-term debt and capital lease obligations | (9.4) | (53.7) |
Short-term financing, net | (10.4) | 3.4 |
Other | 0.1 | 1.9 |
Net cash provided by (used by) financing activities | 17.8 | (48.4) |
Effect of exchange rate changes on cash and cash equivalents | 28.7 | (34.1) |
Net increase (decrease) in cash and cash equivalents | 34 | (24.6) |
Cash and cash equivalents at beginning of period | 188.1 | 206 |
Cash and cash equivalents at end of period | 222.1 | 181.4 |
Non-cash activities: | ||
Additions of property, plant and equipment included in trade accounts payable and other accrued expenses | 6.6 | 9.4 |
Additions of property, plant and equipment under a capital lease obligation | $ 2.3 | $ 11.3 |
Nature of operations
Nature of operations | 3 Months Ended |
Mar. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of operations | 1. Nature of operations Headquartered in Downers Grove, Illinois, Univar Inc. (“the Company” or “Univar”) is a leading global distributor of commodity and specialty chemicals. The Company’s operations are structured into four operating segments that represent the geographic areas under which the Company manages its business: • Univar USA (“USA”) • Univar Canada (“Canada”) • Univar Europe, the Middle East and Africa (“EMEA”) • Rest of World (“Rest of World”) Rest of World includes certain developing businesses in Latin America (including Brazil and Mexico) and the Asia-Pacific region. |
Basis of presentation
Basis of presentation | 3 Months Ended |
Mar. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of presentation | 2. Basis of presentation The condensed consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) as applicable to interim financial reporting. Unless otherwise indicated, all financial data presented in these condensed consolidated financial statements are expressed in US dollars. These condensed consolidated financial statements, in the Company’s opinion, include all adjustments, consisting of normal recurring accruals necessary for a fair presentation of the condensed consolidated balance sheets, statements of operations, comprehensive loss, cash flows and changes in stockholders’ equity. The results of operations for the periods presented are not necessarily indicative of the operating results that may be expected for the full year. These condensed consolidated financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2015. The condensed consolidated financial statements include the financial statements of the Company and its subsidiaries. Subsidiaries are consolidated if the Company has a controlling financial interest, which may exist based on ownership of a majority of the voting interest, or based on the Company’s determination that it is the primary beneficiary of a variable interest entity (“VIE”) or if otherwise required by US GAAP. The Company did not have any material interests in variable interest entities during the periods presented in these condensed consolidated financial statements. All intercompany balances and transactions are eliminated in consolidation. The preparation of condensed consolidated financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the amounts reported and disclosed in the financial statements and accompanying notes. Actual results could differ materially from these estimates. |
Recent accounting pronouncement
Recent accounting pronouncements | 3 Months Ended |
Mar. 31, 2016 | |
Accounting Changes and Error Corrections [Abstract] | |
Recent accounting pronouncements | 3. Recent accounting pronouncements Accounting pronouncements issued and adopted In August 2014, the FASB issued ASU 2014-15 “Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern.” The core principle of the guidance is that an entity’s management should evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about the entity’s ability to continue as a going concern within one year after the date that the financial statements are available to be issued. When management identifies conditions or events that raise substantial doubt about an entity’s ability to continue as a going concern, management should consider whether its plans that are intended to mitigate those relevant conditions or events that will alleviate the substantial doubt are adequately disclosed in the footnotes to the financial statements. This guidance is effective for the annual period ending after December 15, 2016, and for annual periods and interim periods thereafter. The adoption of this standard did not have a material impact on the Company’s consolidated financial statements. In February 2015, the FASB issued ASU 2015-02 “Amendments to the Consolidation Analysis” (Topic 810). The core principle of the guidance is to provide amendments to the current consolidation guidance. The revised consolidation guidance, among other things, modifies the evaluation of whether limited partnerships and similar legal entities are VIEs or voting interest entities, eliminates the presumption that a general partner should consolidate a limited partnership and modifies the consolidation analysis of reporting entities that are involved with VIEs through fee arrangements and related party relationships. This guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2015. The adoption of this standard did not have a material impact on the Company’s consolidated financial statements. In April 2015, the FASB issued ASU 2015-04 “Compensation-Retirement Benefits (Practical Expedient for the Measurement Date of an Employer’s Defined Benefit Obligation and Plan Assets)” (Topic 715). The core principle of the guidance is that it provides a practical expedient for companies to measure interim remeasurements for significant events that occur on other than a month-end date. The guidance permits entities to remeasure defined benefit plan assets and obligations using the month-end date that is closest to the date of the significant event. The decision to apply the practical expedient to interim remeasurements for significant events can be made for each significant event. This guidance is effective prospectively for fiscal years, and interim periods within those years, beginning after December 15, 2015. The adoption of this standard did not have a material impact on the Company’s consolidated financial statements. In April 2015, the FASB issued ASU 2015-05 “Intangibles-Goodwill and Other-Internal-use software (Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement” (Subtopic 350-40). The ASU provides customers with guidance on determining whether a cloud computing arrangement contains a software license that should be accounted for as internal-use software. If a cloud computing arrangement includes a software license, then the customer should account for the software license element of the arrangement consistent with the acquisition of other software licenses. If a cloud computing arrangement does not include a software license, the customer should account for the arrangement as a service contract. This guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2015. The ASU is applied prospectively to all arrangements entered that occur after the effective date. The adoption of this standard did not have a material impact on the Company’s consolidated financial statements. Accounting pronouncements issued and not yet adopted In March 2016, the FASB issued ASU 2016-09 “Compensation – Stock Compensation” (Topic 718) – “Improvement to Employee Share-Based Payment Accounting.” The core principal of the guidance is to simplify several aspects of the accounting for employee share-based payment transactions including the accounting for income taxes, forfeitures, and statutory tax withholding requirements, as well as classification of related amounts within the statement of cash flows. The standard will be effective for fiscal years beginning after December 15, 2016, including interim periods within such fiscal years. Early adoption is permitted. The guidance is to be applied using a modified retrospective method by means of a cumulative-effect adjustment to equity as of the beginning of the period in which the guidance is adopted. The Company is currently evaluating the impact of the adoption of this accounting standard update on its internal processes, operating results and financial reporting. The impact is currently not known or reasonably estimable. |
Employee benefit plans
Employee benefit plans | 3 Months Ended |
Mar. 31, 2016 | |
Postemployment Benefits [Abstract] | |
Employee benefit plans | 4. Employee benefit plans The following table summarizes the components of net periodic benefit credit recognized in the condensed consolidated statements of operations: Defined Benefit Pension Plans Domestic Foreign Three months ended March 31, Three months ended March 31, (in millions) 2016 2015 2016 2015 Service cost $ — $ — $ 0.6 $ 2.0 Interest cost 8.0 7.7 4.7 5.1 Expected return on plan assets (8.1) (9.0) (7.4) (7.6) Net periodic benefit credit $ (0.1) $ (1.3) $ (2.1) $ (0.5) Other Postretirement Benefits Three months ended March 31, (in millions) 2016 2015 Interest cost $ 0.1 $ 0.1 Prior service credits (3.0) (3.0) Net periodic benefit credit $ (2.9) $ (2.9) |
Other operating expenses, net
Other operating expenses, net | 3 Months Ended |
Mar. 31, 2016 | |
Other Income and Expenses [Abstract] | |
Other operating expenses, net | 5. Other operating expenses, net Other operating expenses, net consisted of the following activity: Three months ended March 31, (in millions) 2016 2015 Acquisition and integration related expenses $ 1.9 $ 0.4 Stock-based compensation expense 2.2 1.5 Redundancy and restructuring 1.0 3.7 Advisory fees paid to CVC and CD&R (1) — 1.3 Other 0.4 1.2 Total other operating expenses, net $ 5.5 $ 8.1 (1) Significant stockholders CVC Capital Partners (“CVC”) and Clayton, Dubilier & Rice, LLC (“CD&R”). |
Redundancy and restructuring
Redundancy and restructuring | 3 Months Ended |
Mar. 31, 2016 | |
Restructuring and Related Activities [Abstract] | |
Redundancy and restructuring | 6. Redundancy and restructuring Redundancy and restructuring charges relate to the implementation of several regional strategic initiatives aimed at streamlining the Company’s cost structure and improving its operations primarily within the USA and EMEA operating segments. These actions primarily resulted in workforce reductions, lease termination costs and other facility rationalization costs. The following table summarizes activity related to accrued liabilities associated with redundancy and restructuring: (in millions) January 1, Charge to Cash Non-cash and other March 31, 2016 Employee termination costs $ 31.0 $ 0.2 $ (5.7) $ 0.8 $ 26.3 Facility exit costs 15.5 0.8 (2.0) 0.1 14.4 Other exit costs 0.1 — — — 0.1 Total $ 46.6 $ 1.0 $ (7.7) $ 0.9 $ 40.8 (in millions) January 1, 2015 Charge to Cash Non-cash December 31, 2015 Employee termination costs $ 27.8 $ 28.3 $ (22.9) $ (2.2) $ 31.0 Facility exit costs 20.4 2.4 (7.2) (0.1) 15.5 Other exit costs 0.3 3.0 (3.2) — 0.1 Total $ 48.5 $ 33.7 $ (33.3) $ (2.3) $ 46.6 Redundancy and restructuring liabilities of $29.1 million and $34.5 million were classified as current in other accrued expenses in the condensed consolidated balance sheets as of March 31, 2016 and December 31, 2015, respectively. The long-term portion of redundancy and restructuring liabilities of $11.7 million and $12.1 million were recorded in other long-term liabilities in the condensed consolidated balance sheets as of March 31, 2016 and December 31, 2015, respectively, and primarily consists of facility exit costs that are expected to be paid within the next four years. While the Company believes the recorded redundancy and restructuring liabilities are adequate, revisions to current estimates may be recorded in future periods based on new information as it becomes available. |
Other (expense) income, net
Other (expense) income, net | 3 Months Ended |
Mar. 31, 2016 | |
Other Income and Expenses [Abstract] | |
Other (expense) income, net | 7. Other (expense) income, net Other (expense) income, net consisted of the following gains (losses): Three months ended March 31, (in millions) 2016 2015 Foreign currency transactions $ (2.7) $ (0.5) Foreign currency denominated loans revaluation (14.7) 11.7 Undesignated foreign currency derivative instruments (1) 1.9 (2.5) Undesignated interest rate swap contracts (1) 0.7 — Ineffective portion of cash flow hedges (1) — (0.6) Other 1.4 (1.3) Total other (expense) income, net $ (13.4) $ 6.8 (1) Refer to “Note 14: Derivatives” for more information. |
Income taxes
Income taxes | 3 Months Ended |
Mar. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Income taxes | 8. Income taxes The Company’s tax provision for interim periods is determined using an estimate of the annual effective tax rate, adjusted for discrete items, if any, that are taken into account in the relevant period. Each quarter, an estimate of the annual effective tax rate is updated should management revise its forecast of earnings based upon the Company’s operating results. If there is a change in the estimated effective annual tax rate, a cumulative adjustment is made. The quarterly tax provision and forecast estimate of the annual effective tax rate may be subject to volatility due to several factors, including the complexity in forecasting jurisdictional earnings before tax, the rate of realization of forecasting earnings or losses by quarter, acquisitions, divestitures, foreign currency gains and losses, pension gains and losses, etc. The income tax expense for the three months ended March 31, 2016 was $5.1 million, resulting in an effective tax rate of 26.7%. The Company’s effective tax rate for the three months ended March 31, 2016 was lower than the US federal statutory rate of 35.0% primarily due to the mix in earnings in multiple jurisdictions, non-taxable interest income and the release of a valuation allowance on certain foreign tax attributes. The income tax expense for the three months ended March 31, 2015 was $7.6 million, resulting in an effective tax rate of 27.8%. The Company’s effective tax rate for three months ended March 31, 2015 was lower than the US federal statutory rate primarily due to the mix in earnings in multiple jurisdictions and non-taxable interest income. Canadian General Anti-Avoidance Rule matters In 2007, the outstanding shares of Univar N.V., the ultimate public company parent of the Univar group at that time, were acquired by investment funds advised by CVC. To facilitate the acquisition and leveraged financing of Univar N.V. by CVC, a restructuring of some of the companies in the Univar group, including its Canadian operating company, was completed (the “Restructuring”). In February 2013, the Canada Revenue Agency (“CRA”) issued a Notice of Assessment, asserting the General Anti-Avoidance Rule (“GAAR”) against the Company’s subsidiary Univar Holdco Canada ULC (“Univar Holdco”) for withholding tax of $29.4 million (Canadian), relating to this Restructuring. Univar Holdco appealed the assessment, and the matter was litigated in the Tax Court of Canada in June 2015, where the decision remains pending. In September 2014, also relating to the Restructuring, the CRA issued the 2008 and 2009 Notice of Reassessments for federal corporate income tax liabilities of $11.9 million (Canadian) and $11.0 million (Canadian), respectively, and a departure tax liability of $9.0 million (Canadian). Likewise, in April 2015, the Company’s subsidiaries received the 2008 and 2009 Alberta Notice of Reassessments of $6.0 million (Canadian) and $5.8 million (Canadian), respectively. These Reassessments reflect the additional tax liability and interest relating to those tax years should the CRA be successful in its assertion of the GAAR relating to the Restructuring described above. At March 31, 2016, the total Canadian federal and provincial tax liability assessed related to these matters, inclusive of interest of $34.7 million (Canadian), is $107.8 million (Canadian). No payment has been made by the Company’s subsidiaries on these assessments, although a $44.7 million (Canadian) Letter of Credit has been issued with respect to the GAAR assessment. The Company has not recorded any liabilities for these matters in its financial statements, as it believes it is more likely than not that the Company’s position will be sustained. |
Earnings per share
Earnings per share | 3 Months Ended |
Mar. 31, 2016 | |
Earnings Per Share [Abstract] | |
Earnings per share | 9. Earnings per share The following table presents the basic and diluted earnings per share computations: Three months ended March 31, (in millions, except per share data) 2016 2015 Basic: Net income $ 14.0 $ 19.7 Weighted average common shares outstanding 137.6 99.9 Basic income per common share $ 0.10 $ 0.20 Diluted: Net income $ 14.0 $ 19.7 Weighted average common shares outstanding 137.6 99.9 Effect of dilutive securities: Stock compensation plans (1) 0.2 0.5 Weighted average common shares outstanding – diluted 137.8 100.4 Diluted income per common share $ 0.10 $ 0.20 (1) Stock options to purchase 4.5 million and 2.2 million shares of common stock were outstanding during the three months ended March 31, 2016 and 2015, respectively, but were not included in the calculation of diluted income per share as the impact of these stock options would have been anti-dilutive. |
Accumulated other comprehensive
Accumulated other comprehensive loss | 3 Months Ended |
Mar. 31, 2016 | |
Equity [Abstract] | |
Accumulated other comprehensive loss | 10. Accumulated other comprehensive loss The following tables present the changes in accumulated other comprehensive loss by component, net of tax: (in millions) Cash flow Defined Currency Total Balance as of December 31, 2015 $ — $ 3.0 $ (427.4) $ (424.4) Other comprehensive income before reclassifications — — 69.1 69.1 Amounts reclassified from accumulated other comprehensive loss — (1.8) — (1.8) Net current period other comprehensive income (loss) — (1.8) 69.1 67.3 Balance as of March 31, 2016 $ — $ 1.2 $ (358.3) $ (357.1) Balance as of December 31, 2014 $ (3.7) $ 10.3 $ (214.8) $ (208.2) Other comprehensive loss before reclassifications (2.3) — (118.0) (120.3) Amounts reclassified from accumulated other comprehensive loss 1.0 (1.8) — (0.8) Net current period other comprehensive losses (1) (1.3) (1.8) (118.0) (121.1) Balance as of March 31, 2015 $ (5.0) $ 8.5 $ (332.8) $ (329.3) (1) The losses on cash flow hedges are net of a tax benefit of $0.8 million. The following is a summary of the amounts reclassified from accumulated other comprehensive loss to net income: (in millions) Three months ended March 31, 2016 (1) Three months ended March 31, 2015 (1) Location of impact on Amortization of defined benefit pension items: Prior service credits $ (3.0) $ (3.0) Warehousing, selling and administrative Tax expense 1.2 1.2 Income tax expense Net of tax (1.8) (1.8) Cash flow hedges: Interest rate swap contracts — 1.6 Interest expense Tax benefit — (0.6) Income tax expense Net of tax — 1.0 Total reclassifications for the period $ — $ (0.8) (1) Amounts in parentheses indicate credits to net income in the consolidated statement of operations. Refer to “Note 4: Employee benefit plans” for additional information regarding the amortization of defined benefit pension items and “Note 14: Derivatives” for cash flow hedging activity. Foreign currency gains and losses relating to intercompany borrowings that are considered a part of the Company’s investment in a foreign subsidiary are reflected in accumulated other comprehensive loss. Total foreign currency losses related to such intercompany borrowings were $4.5 million and $9.2 million for the three month periods ended March 31, 2016 and 2015, respectively. |
Debt
Debt | 3 Months Ended |
Mar. 31, 2016 | |
Debt Disclosure [Abstract] | |
Debt | 11. Debt Short-term financing Short-term financing consisted of the following: (in millions) March 31, 2016 December 31, Amounts drawn under credit facilities $ 14.5 $ 13.4 Bank overdrafts 14.9 20.1 Total short-term financing $ 29.4 $ 33.5 The weighted average interest rate on short-term financing was 2.4% as of March 31, 2016 and December 31, 2015. As of March 31, 2016 and December 31, 2015, the Company had $173.8 million and $172.4 million in outstanding letters of credit and guarantees, respectively. Long-term debt Long-term debt consisted of the following: (in millions) March 31, 2016 December 31, Senior Term Loan Facilities: Term B Loan due 2022, variable interest rate of 4.25% at March 31, 2016 and December 31, 2015 $ 2,039.8 $ 2,044.9 Euro Tranche Term Loan due 2022, variable interest rate of 4.25% at March 31, 2016 and December 31, 2015 283.1 270.8 Asset Backed Loan (ABL) Facilities: North American ABL Facility due 2020, variable interest rate of 2.00% and 2.13% at March 31, 2016 and December 31, 2015, respectively 315.5 278.0 North American ABL Term Loan due 2018, variable interest rate of 3.38% and 3.36% at March 31, 2016 and December 31, 2015, respectively 100.0 100.0 Unsecured Notes: Unsecured Notes due 2023, fixed interest rate of 6.75% at March 31, 2016 and December 31, 2015 399.5 400.0 Capital lease obligations 56.0 57.3 Total long-term debt before discount 3,193.9 3,151.0 Less: unamortized debt issuance costs and discount on debt (32.4) (33.7) Total long-term debt 3,161.5 3,117.3 Less: current maturities (59.7) (59.9) Total long-term debt, excluding current maturities $ 3,101.8 $ 3,057.4 |
Supplemental balance sheet info
Supplemental balance sheet information | 3 Months Ended |
Mar. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Supplemental balance sheet information | 12. Supplemental balance sheet information Property, plant and equipment, net (in millions) March 31, 2016 December 31, 2015 Property, plant and equipment, at cost $ 1,872.1 $ 1,806.0 Less: accumulated depreciation (779.1) (723.5) Property, plant and equipment, net $ 1,093.0 $ 1,082.5 Capital lease assets, net Included within property, plant and equipment, net are assets related to capital leases where the Company is the lessee. The below table summarizes the cost and accumulated depreciation related to these assets: (in millions) March 31, 2016 December 31, 2015 Capital lease assets, at cost $ 65.2 $ 63.5 Less: accumulated depreciation (10.0) (7.5) Capital lease assets, net $ 55.2 $ 56.0 Intangible assets, net The gross carrying amounts and accumulated amortization of the Company’s intangible assets were as follows: March 31, 2016 December 31, 2015 (in millions) Gross Accumulated Net Gross Accumulated Net Intangible assets: Customer relationships $ 949.4 $ (469.6) $ 479.8 $ 930.1 $ (446.6) $ 483.5 Other 186.0 (142.0) 44.0 170.5 (135.1) 35.4 Total intangible assets $ 1,135.4 $ (611.6) $ 523.8 $ 1,100.6 $ (581.7) $ 518.9 Other intangible assets consist of intellectual property trademarks, trade names, supplier relationships, non-compete agreements and exclusive distribution rights. |
Fair value measurements
Fair value measurements | 3 Months Ended |
Mar. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair value measurements | 13. Fair value measurements Items measured at fair value on a recurring basis The following table presents the Company’s assets and liabilities measured on a recurring basis on a gross basis: Level 2 Level 3 (in millions) March 31, December 31, March 31, December 31, Current assets: Forward currency contracts $ 0.9 $ 0.2 $ — $ — Current liabilities: Forward currency contracts 0.5 0.2 — — Interest rate swap contracts 4.5 5.3 — — Noncurrent liabilities: Interest rate swap contracts 0.7 0.5 — Contingent consideration — — 8.7 8.7 The net amounts included in prepaid and other current assets were $0.9 million and $0.2 million and included in other accrued expenses were $0.5 million and $0.2 million as of March 31, 2016 and December 31, 2015, respectively. The fair value of forward currency contracts is calculated by reference to current forward exchange rates for contracts with similar maturity profiles. The fair value of interest rate swaps is determined by estimating the net present value of amounts to be paid under the agreement offset by the net present value of the expected cash inflows based on market rates and associated yield curves. Based on these valuation methodologies, these derivative contracts are classified as level 2 in the fair value hierarchy. The fair value of the contingent consideration is based on a real options approach, which took into account management’s best estimate of the acquiree’s performance, as well as achievement risk. Based on the valuation methodology, contingent consideration is classified as level 3 in the fair value hierarchy. The following table is a reconciliation of the fair value measurements that use significant unobservable inputs (Level 3), which consists of contingent consideration related to prior acquisitions. (in millions) Contingent Fair value as of December 31, 2015 $ 8.7 Fair value adjustments (0.1) Foreign currency 0.1 Fair value as of March 31, 2016 $ 8.7 Financial instruments not carried at fair value The estimated fair value of financial instruments not carried at fair value in the condensed consolidated balance sheets were as follows: March 31, 2016 December 31, 2015 (in millions) Carrying Fair Value Carrying Fair Value Financial liabilities: Long-term debt including current portion (Level 2) $ 3,161.5 $ 3,160.4 $ 3,117.3 $ 3,056.5 The fair values of the long-term debt, including the current portions, were based on current market quotes for similar borrowings and credit risk adjusted for liquidity, margins and amortization, as necessary. Fair value of other financial instruments The carrying value of cash and cash equivalents, trade accounts receivable, net, trade accounts payable and short-term financing included in the condensed consolidated balance sheets approximate fair value due to their short-term nature. |
Derivatives
Derivatives | 3 Months Ended |
Mar. 31, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives | 14. Derivatives Interest rate swaps At March 31, 2016 and December 31, 2015, the Company had interest rate swap contracts in place with a total notional amount of $2.0 billion, whereby a fixed rate of interest (weighted average of 1.64%) is paid and a variable rate of interest (greater of 1.25% or three-month LIBOR) is received on the notional amount. The objective of the interest rate swap contracts is to offset the variability of cash flows in LIBOR indexed debt interest payments, subject to a 1.00% floor, attributable to changes in the aforementioned benchmark interest rate related to the Term B Loan due 2022. The fair value of interest rate swaps is recorded either in prepaids and other current assets, other assets, other accrued expenses or other long-term liabilities in the condensed consolidated balance sheets. As of March 31, 2016 and December 31, 2015, the current liability of $4.5 million and $5.3 million was included in other accrued expenses, respectively. As of March 31, 2016 and December 31, 2015, the noncurrent liability of $0.7 million and $0.5 million was included in other long-term liabilities, respectively. Foreign currency derivatives The Company uses forward currency contracts to hedge earnings from the effects of foreign exchange relating to certain of the Company’s intercompany and third-party receivables and payables denominated in a foreign currency. These derivative instruments are not formally designated as hedges by the Company and the terms of these instruments range from one to eight months. Forward currency contracts are recorded at fair value in either prepaid expenses and other current assets or other accrued expenses in the consolidated balance sheet, reflecting their short-term nature. The fair value adjustments and gains and losses are included in other (expense) income, net within the condensed consolidated statements of operations. Refer to “Note 7: Other (expense) income, net” for more information. The total notional amount of undesignated forward currency contracts were $99.5 million and $107.5 million as of March 31, 2016 and December 31, 2015, respectively. Cash flows associated with derivative financial instruments are recognized in the operating section of the consolidated statement of cash flows. |
Business combinations
Business combinations | 3 Months Ended |
Mar. 31, 2016 | |
Business Combinations [Abstract] | |
Business combinations | 15. Business combinations Acquisition of Bodine Services On March 2, 2016, the Company completed an acquisition of 100% of the equity interest in Bodine Services of Decatur, Inc.; Bodine Environmental Services, Inc.; and affiliated entities, operating as Bodine Services of the Midwest (“Bodine”), a regional provider of environmental and facilities maintenance services. This acquisition expands the Company’s footprint with additional service centers in key geographic markets since Bodine has expertise that is critical to helping customers effectively manage compliance with their operations by preventing waste and environmental concerns. Acquisition of Nexus Ag On March 22, 2016, the Company completed a definitive asset purchase agreement with Nexus Ag Business Inc. (“Nexus Ag”), a wholesale fertilizer distributor to the Western Canada agriculture market that offers a broad range of products, including micronutrients, specialty fertilizers, potash, phosphates, and liquid and soluble nutrients from leading North American producers. The preliminary purchase price for these acquisitions was $53.3 million. The preliminary purchase price allocation includes goodwill of $22.9 million and intangibles of $19.4 million. The operating results subsequent to the acquisition dates did not have a significant impact on the consolidated financial statement of the Company. The initial accounting for these acquisitions has only been preliminarily determined subject to final working capital adjustments and valuations of intangible assets and property, plant and equipment. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 16. Commitments and Contingencies Litigation In the ordinary course of business the Company is subject to pending or threatened claims, lawsuits, regulatory matters and administrative proceedings from time to time. Where appropriate the Company has recorded provisions in the consolidated financial statements for these matters. The liabilities for injuries to persons or property are in some instances covered by liability insurance, subject to various deductibles and self-insured retentions. The Company is not aware of any claims, lawsuits, regulatory matters or administrative proceedings, pending or threatened, that are likely to have a material effect on its overall financial position, results of operations or cash flows. However, the Company cannot predict the outcome of any claims or litigation or the potential for future claims or litigation. The Company is subject to liabilities from claims alleging personal injury from exposure to asbestos. The claims result primarily from an indemnification obligation related to Univar USA Inc.’s 1986 purchase of McKesson Chemical Company from McKesson Corporation (“McKesson”). Univar USA’s obligation to indemnify McKesson for settlements and judgments arising from asbestos claims is the amount which is in excess of applicable insurance coverage, if any, which may be available under McKesson’s historical insurance coverage. Univar USA is also a defendant in a small number of asbestos claims. As of March 31, 2016, there were fewer than 220 asbestos-related claims for which the Company has liability for defense and indemnity pursuant to the indemnification obligation. Historically, the vast majority of the claims against both McKesson and Univar USA have been dismissed without payment. While the Company is unable to predict the outcome of these matters, it does not believe, based upon currently available facts, that the ultimate resolution of any of these matters will have a material effect on its overall financial position, results of operations or cash flows. However, the Company cannot predict the outcome of any present or future claims or litigation and adverse developments could negatively impact earnings or cash flows in a particular future period. Environmental The Company is subject to various federal, state and local environmental laws and regulations that require environmental assessment or remediation efforts (collectively “environmental remediation work”) at approximately 131 locations, some that are now or were previously Company-owned/occupied and some that were never Company-owned/occupied (“non-owned sites”). The Company’s environmental remediation work at some sites is being conducted pursuant to governmental proceedings or investigations, while the Company, with appropriate state or federal agency oversight and approval, is conducting the environmental remediation work at other sites voluntarily. The Company is currently undergoing remediation efforts or is in the process of active review of the need for potential remediation efforts at approximately 103 current or formerly Company-owned/occupied sites. In addition, the Company may be liable for a share of the clean-up of approximately 28 non-owned sites. These non-owned sites are typically (a) locations of independent waste disposal or recycling operations with alleged or confirmed contaminated soil and/or groundwater to which the Company may have shipped waste products or drums for re-conditioning, or (b) contaminated non-owned sites near historical sites owned or operated by the Company or its predecessors from which contamination is alleged to have arisen. In determining the appropriate level of environmental reserves, the Company considers several factors such as information obtained from investigatory studies; changes in the scope of remediation; the interpretation, application and enforcement of laws and regulations; changes in the costs of remediation programs; the development of alternative cleanup technologies and methods; and the relative level of the Company’s involvement at various sites for which the Company is allegedly associated. The level of annual expenditures for remedial, monitoring and investigatory activities will change in the future as major components of planned remediation activities are completed and the scope, timing and costs of existing activities are changed. Project lives, and therefore cash flows, range from 2 to 30 years, depending on the specific site and type of remediation project. On December 9, 2014, the Company was issued a violation notice from the Pollution Control Services Department of Harris County, Texas (“PCS”). The notice relates to claims that the Company’s facility on Luthe Road in Houston, Texas operated with inadequate air emissions controls and improperly discharged certain waste without authorization. On March 6, 2015, PCS notified the Company that the matter was forwarded to the Harris County District Attorney’s Office with a request for an enforcement action. No such action has commenced. The Company continues to investigate and evaluate the claims. As of March 31, 2016, the Company has not recorded a liability related to the PCS investigation described above as any potential loss is neither probable nor estimable at this stage of the investigation. Although the Company believes that its reserves are adequate for environmental contingencies, it is possible, due to the uncertainties noted above, that additional reserves could be required in the future that could have a material effect on the overall financial position, results of operations, or cash flows in a particular period. This additional loss or range of losses cannot be recorded at this time, as it is not reasonably estimable. Changes in total environmental liabilities are as follows: Three months ended March 31, (in millions) 2016 2015 Environmental liabilities at beginning of period $ 113.2 $ 120.3 Revised obligation estimates 2.1 2.0 Environmental payments (4.6) (4.4) Foreign exchange 0.1 (0.6) Environmental liabilities at end of period $ 110.8 $ 117.3 Environmental liabilities of $32.3 million and $35.5 million were classified as current in other accrued expenses in the condensed consolidated balance sheets as of March 31, 2016 and December 31, 2015, respectively. The long-term portion of environmental liabilities is recorded in other long-term liabilities in the condensed consolidated balance sheets. Customs and International Trade Laws In April 2012, the US Department of Justice (“DOJ”) issued a civil investigative demand to the Company in connection with an investigation into the Company’s compliance with applicable customs and international trade laws and regulations relating to the importation of saccharin from 2002 through 2012. The Company also became aware in 2010 of an investigation being conducted by US Customs and Border Patrol (“CBP”) into the Company’s importation of saccharin. Finally, the Company learned that a civil plaintiff had sued the Company and two other defendants in a Qui Tam proceeding, such filing having been made under seal in 2012, and this plaintiff had requested that the DOJ intervene in its lawsuit. The US government, through the DOJ, declined to intervene in the Qui Tam proceeding in November 2013 and, as a result, the DOJ’s inquiry related to the Qui Tam lawsuit and its initial investigation demand are now finished. On February 26, 2014, the Qui Tam plaintiff also voluntarily dismissed its lawsuit against the Company. CBP, however, continued its investigation on the importation of saccharin by the Company’s subsidiary, Univar USA Inc. On July 21, 2014, CBP sent the Company a “Pre-Penalty Notice” indicating the imposition of a penalty against Univar USA Inc. in the amount of approximately $84.0 million. Univar USA Inc. responded to CBP that the proposed penalty was not justified. On October 1, 2014, the CBP issued a penalty notice to Univar USA Inc. for $84.0 million and has reaffirmed this penalty notice. On August 6, 2015, the DOJ filed a complaint on CBP’s behalf against Univar USA Inc. in the Court of International Trade seeking approximately $84.0 million in allegedly unpaid duties, penalties, interest, costs and attorneys’ fees. Discovery is underway in this matter. The Company continues to defend this matter vigorously. Univar USA Inc. has not recorded a liability related to this investigation as the Company believes a loss is not probable. |
Segments
Segments | 3 Months Ended |
Mar. 31, 2016 | |
Segment Reporting [Abstract] | |
Segments | 17. Segments Management monitors the operating results of its operating segments separately for the purpose of making decisions about resource allocation and performance assessment. Management evaluates performance on the basis of Adjusted EBITDA. Adjusted EBITDA is defined as consolidated net income, plus the sum of: interest expense, net of interest income; income tax expense; depreciation; amortization; other operating expenses, net; and other (expense) income, net. Transfer prices between operating segments are set on an arms-length basis in a similar manner to transactions with third parties. Corporate operating expenses that directly benefit segments have been allocated to the operating segments. Allocable operating expenses are identified through a review process by management. These costs are allocated to the operating segments on a basis that reasonably approximates the use of services. This is typically measured on a weighted distribution of margin, asset, headcount or time spent. Other/Eliminations represents the elimination of inter-segment transactions as well as unallocated corporate costs consisting of costs specifically related to parent company operations that do not directly benefit segments, either individually or collectively. Financial information for the Company’s segments is as follows: (in millions) USA Canada EMEA Rest of Other/ Eliminations Consolidated Three Months Ended March 31, 2016 Net sales: External customers $ 1,187.5 $ 272.7 $ 437.4 $ 101.4 $ — $ 1,999.0 Inter-segment 26.9 2.3 1.4 — (30.6) — Total net sales 1,214.4 275.0 438.8 101.4 (30.6) 1,999.0 Cost of goods sold (exclusive of depreciation) 951.5 224.4 342.6 80.8 (30.6) 1,568.7 Gross profit 262.9 50.6 96.2 20.6 — 430.3 Outbound freight and handling 47.7 7.8 14.0 1.8 — 71.3 Warehousing, selling and administrative 134.4 21.1 53.9 10.9 4.6 224.9 Adjusted EBITDA $ 80.8 $ 21.7 $ 28.3 $ 7.9 $ (4.6) $ 134.1 Other operating expenses, net 5.5 Depreciation 33.5 Amortization 22.0 Interest expense, net 40.6 Other expense, net 13.4 Income tax expense 5.1 Net income $ 14.0 Total assets $ 4,038.3 $ 1,942.5 $ 1,011.6 $ 243.4 $ (1,300.4) $ 5,935.4 (in millions) USA Canada EMEA Rest of Other/ Eliminations Consolidated Three Months Ended March 31, 2015 Net sales: External customers $ 1,394.8 $ 293.2 $ 476.4 $ 134.7 $ — $ 2,299.1 Inter-segment 27.5 1.9 0.7 — (30.1) — Total net sales 1,422.3 295.1 477.1 134.7 (30.1) 2,299.1 Cost of goods sold (exclusive of depreciation) 1,140.5 241.8 375.3 110.0 (30.1) 1,873.5 Gross profit 281.8 53.3 101.8 24.7 — 461.6 Outbound freight and handling 56.0 9.9 16.2 2.4 — 84.5 Warehousing, selling and administrative 133.2 22.9 58.4 14.2 2.7 231.4 Adjusted EBITDA $ 92.6 $ 20.5 $ 27.2 $ 8.1 $ (2.7) $ 145.7 Other operating expenses, net 8.1 Depreciation 32.0 Amortization 21.9 Interest expense, net 63.2 Other income, net (6.8) Income tax expense 7.6 Net income $ 19.7 Total assets (as adjusted*) $ 4,144.1 $ 1,907.3 $ 991.6 $ 278.3 $ (1,413.1) $ 5,908.2 * Adjusted due to the adoption of ASU 2015-03 and ASU 2015-15. |
Subsequent events
Subsequent events | 3 Months Ended |
Mar. 31, 2016 | |
Subsequent Events [Abstract] | |
Subsequent events | 18. Subsequent events On May 3, 2016, the Company issued a press release announcing the appointment of Stephen D. Newlin as the Company’s President and Chief Executive Officer, effective May 31, 2016. Mr. Newlin succeeds J. Erik Fyrwald who announced his resignation as President and Chief Executive Officer and a member of the Board of Directors on May 2, 2016 effective as of May 31, 2016 to accept a position with another company. |
Recent accounting pronounceme25
Recent accounting pronouncements (Policies) | 3 Months Ended |
Mar. 31, 2016 | |
Accounting Changes and Error Corrections [Abstract] | |
Accounting pronouncements issued and adopted | Accounting pronouncements issued and adopted In August 2014, the FASB issued ASU 2014-15 “Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern.” The core principle of the guidance is that an entity’s management should evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about the entity’s ability to continue as a going concern within one year after the date that the financial statements are available to be issued. When management identifies conditions or events that raise substantial doubt about an entity’s ability to continue as a going concern, management should consider whether its plans that are intended to mitigate those relevant conditions or events that will alleviate the substantial doubt are adequately disclosed in the footnotes to the financial statements. This guidance is effective for the annual period ending after December 15, 2016, and for annual periods and interim periods thereafter. The adoption of this standard did not have a material impact on the Company’s consolidated financial statements. In February 2015, the FASB issued ASU 2015-02 “Amendments to the Consolidation Analysis” (Topic 810). The core principle of the guidance is to provide amendments to the current consolidation guidance. The revised consolidation guidance, among other things, modifies the evaluation of whether limited partnerships and similar legal entities are VIEs or voting interest entities, eliminates the presumption that a general partner should consolidate a limited partnership and modifies the consolidation analysis of reporting entities that are involved with VIEs through fee arrangements and related party relationships. This guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2015. The adoption of this standard did not have a material impact on the Company’s consolidated financial statements. In April 2015, the FASB issued ASU 2015-04 “Compensation-Retirement Benefits (Practical Expedient for the Measurement Date of an Employer’s Defined Benefit Obligation and Plan Assets)” (Topic 715). The core principle of the guidance is that it provides a practical expedient for companies to measure interim remeasurements for significant events that occur on other than a month-end date. The guidance permits entities to remeasure defined benefit plan assets and obligations using the month-end date that is closest to the date of the significant event. The decision to apply the practical expedient to interim remeasurements for significant events can be made for each significant event. This guidance is effective prospectively for fiscal years, and interim periods within those years, beginning after December 15, 2015. The adoption of this standard did not have a material impact on the Company’s consolidated financial statements. In April 2015, the FASB issued ASU 2015-05 “Intangibles-Goodwill and Other-Internal-use software (Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement” (Subtopic 350-40). The ASU provides customers with guidance on determining whether a cloud computing arrangement contains a software license that should be accounted for as internal-use software. If a cloud computing arrangement includes a software license, then the customer should account for the software license element of the arrangement consistent with the acquisition of other software licenses. If a cloud computing arrangement does not include a software license, the customer should account for the arrangement as a service contract. This guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2015. The ASU is applied prospectively to all arrangements entered that occur after the effective date. The adoption of this standard did not have a material impact on the Company’s consolidated financial statements. |
Accounting pronouncements issued and not yet adopted | Accounting pronouncements issued and not yet adopted In March 2016, the FASB issued ASU 2016-09 “Compensation – Stock Compensation” (Topic 718) – “Improvement to Employee Share-Based Payment Accounting.” The core principal of the guidance is to simplify several aspects of the accounting for employee share-based payment transactions including the accounting for income taxes, forfeitures, and statutory tax withholding requirements, as well as classification of related amounts within the statement of cash flows. The standard will be effective for fiscal years beginning after December 15, 2016, including interim periods within such fiscal years. Early adoption is permitted. The guidance is to be applied using a modified retrospective method by means of a cumulative-effect adjustment to equity as of the beginning of the period in which the guidance is adopted. The Company is currently evaluating the impact of the adoption of this accounting standard update on its internal processes, operating results and financial reporting. The impact is currently not known or reasonably estimable. |
Employee benefit plans (Tables)
Employee benefit plans (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Postemployment Benefits [Abstract] | |
Components of Net Periodic Benefit Cost (Credit) | The following table summarizes the components of net periodic benefit credit recognized in the condensed consolidated statements of operations: Defined Benefit Pension Plans Domestic Foreign Three months ended March 31, Three months ended March 31, (in millions) 2016 2015 2016 2015 Service cost $ — $ — $ 0.6 $ 2.0 Interest cost 8.0 7.7 4.7 5.1 Expected return on plan assets (8.1) (9.0) (7.4) (7.6) Net periodic benefit credit $ (0.1) $ (1.3) $ (2.1) $ (0.5) Other Postretirement Benefits Three months ended March 31, (in millions) 2016 2015 Interest cost $ 0.1 $ 0.1 Prior service credits (3.0) (3.0) Net periodic benefit credit $ (2.9) $ (2.9) |
Other operating expenses, net (
Other operating expenses, net (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Other Income and Expenses [Abstract] | |
Schedule of Other Operating Expenses | Other operating expenses, net consisted of the following activity: Three months ended March 31, (in millions) 2016 2015 Acquisition and integration related expenses $ 1.9 $ 0.4 Stock-based compensation expense 2.2 1.5 Redundancy and restructuring 1.0 3.7 Advisory fees paid to CVC and CD&R (1) — 1.3 Other 0.4 1.2 Total other operating expenses, net $ 5.5 $ 8.1 (1) Significant stockholders CVC Capital Partners (“CVC”) and Clayton, Dubilier & Rice, LLC (“CD&R”). |
Redundancy and restructuring (T
Redundancy and restructuring (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Restructuring and Related Activities [Abstract] | |
Summary of Activity Related to Accrued Liabilities Associated with Redundancy and Restructuring | The following table summarizes activity related to accrued liabilities associated with redundancy and restructuring: (in millions) January 1, Charge to Cash Non-cash and other March 31, 2016 Employee termination costs $ 31.0 $ 0.2 $ (5.7) $ 0.8 $ 26.3 Facility exit costs 15.5 0.8 (2.0) 0.1 14.4 Other exit costs 0.1 — — — 0.1 Total $ 46.6 $ 1.0 $ (7.7) $ 0.9 $ 40.8 (in millions) January 1, 2015 Charge to Cash Non-cash December 31, 2015 Employee termination costs $ 27.8 $ 28.3 $ (22.9) $ (2.2) $ 31.0 Facility exit costs 20.4 2.4 (7.2) (0.1) 15.5 Other exit costs 0.3 3.0 (3.2) — 0.1 Total $ 48.5 $ 33.7 $ (33.3) $ (2.3) $ 46.6 |
Other (expense) income, net (Ta
Other (expense) income, net (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Other Income and Expenses [Abstract] | |
Schedule of Other (Expense) Income, Net | Other (expense) income, net consisted of the following gains (losses): Three months ended March 31, (in millions) 2016 2015 Foreign currency transactions $ (2.7) $ (0.5) Foreign currency denominated loans revaluation (14.7) 11.7 Undesignated foreign currency derivative instruments (1) 1.9 (2.5) Undesignated interest rate swap contracts (1) 0.7 — Ineffective portion of cash flow hedges (1) — (0.6) Other 1.4 (1.3) Total other (expense) income, net $ (13.4) $ 6.8 (1) Refer to “Note 14: Derivatives” for more information. |
Earnings per share (Tables)
Earnings per share (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Earnings Per Share [Abstract] | |
Summary of Computations of Basic and Diluted Earnings Per Share | The following table presents the basic and diluted earnings per share computations: Three months ended March 31, (in millions, except per share data) 2016 2015 Basic: Net income $ 14.0 $ 19.7 Weighted average common shares outstanding 137.6 99.9 Basic income per common share $ 0.10 $ 0.20 Diluted: Net income $ 14.0 $ 19.7 Weighted average common shares outstanding 137.6 99.9 Effect of dilutive securities: Stock compensation plans (1) 0.2 0.5 Weighted average common shares outstanding – diluted 137.8 100.4 Diluted income per common share $ 0.10 $ 0.20 (1) Stock options to purchase 4.5 million and 2.2 million shares of common stock were outstanding during the three months ended March 31, 2016 and 2015, respectively, but were not included in the calculation of diluted income per share as the impact of these stock options would have been anti-dilutive. |
Accumulated other comprehensi31
Accumulated other comprehensive loss (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Equity [Abstract] | |
Schedule of Changes in Accumulated Other Comprehensive Loss by Component Net of Tax | The following tables present the changes in accumulated other comprehensive loss by component, net of tax: (in millions) Cash flow Defined Currency Total Balance as of December 31, 2015 $ — $ 3.0 $ (427.4) $ (424.4) Other comprehensive income before reclassifications — — 69.1 69.1 Amounts reclassified from accumulated other comprehensive loss — (1.8) — (1.8) Net current period other comprehensive income (loss) — (1.8) 69.1 67.3 Balance as of March 31, 2016 $ — $ 1.2 $ (358.3) $ (357.1) Balance as of December 31, 2014 $ (3.7) $ 10.3 $ (214.8) $ (208.2) Other comprehensive loss before reclassifications (2.3) — (118.0) (120.3) Amounts reclassified from accumulated other comprehensive loss 1.0 (1.8) — (0.8) Net current period other comprehensive losses (1) (1.3) (1.8) (118.0) (121.1) Balance as of March 31, 2015 $ (5.0) $ 8.5 $ (332.8) $ (329.3) (1) The losses on cash flow hedges are net of a tax benefit of $0.8 million. |
Summary of Amounts Reclassified From Accumulated Other Comprehensive Loss to Net Income (Loss) | The following is a summary of the amounts reclassified from accumulated other comprehensive loss to net income: (in millions) Three months ended March 31, 2016 (1) Three months ended March 31, 2015 (1) Location of impact on Amortization of defined benefit pension items: Prior service credits $ (3.0) $ (3.0) Warehousing, selling and administrative Tax expense 1.2 1.2 Income tax expense Net of tax (1.8) (1.8) Cash flow hedges: Interest rate swap contracts — 1.6 Interest expense Tax benefit — (0.6) Income tax expense Net of tax — 1.0 Total reclassifications for the period $ — $ (0.8) (1) Amounts in parentheses indicate credits to net income in the consolidated statement of operations. |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Debt Disclosure [Abstract] | |
Summary of Short Term Financing | Short-term financing consisted of the following: (in millions) March 31, 2016 December 31, Amounts drawn under credit facilities $ 14.5 $ 13.4 Bank overdrafts 14.9 20.1 Total short-term financing $ 29.4 $ 33.5 |
Schedule of Long Term Debt | Long-term debt consisted of the following: (in millions) March 31, 2016 December 31, Senior Term Loan Facilities: Term B Loan due 2022, variable interest rate of 4.25% at March 31, 2016 and December 31, 2015 $ 2,039.8 $ 2,044.9 Euro Tranche Term Loan due 2022, variable interest rate of 4.25% at March 31, 2016 and December 31, 2015 283.1 270.8 Asset Backed Loan (ABL) Facilities: North American ABL Facility due 2020, variable interest rate of 2.00% and 2.13% at March 31, 2016 and December 31, 2015, respectively 315.5 278.0 North American ABL Term Loan due 2018, variable interest rate of 3.38% and 3.36% at March 31, 2016 and December 31, 2015, respectively 100.0 100.0 Unsecured Notes: Unsecured Notes due 2023, fixed interest rate of 6.75% at March 31, 2016 and December 31, 2015 399.5 400.0 Capital lease obligations 56.0 57.3 Total long-term debt before discount 3,193.9 3,151.0 Less: unamortized debt issuance costs and discount on debt (32.4) (33.7) Total long-term debt 3,161.5 3,117.3 Less: current maturities (59.7) (59.9) Total long-term debt, excluding current maturities $ 3,101.8 $ 3,057.4 |
Supplemental balance sheet in33
Supplemental balance sheet information (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Summary of Property, Plant and Equipment, Net | Property, plant and equipment, net (in millions) March 31, 2016 December 31, 2015 Property, plant and equipment, at cost $ 1,872.1 $ 1,806.0 Less: accumulated depreciation (779.1) (723.5) Property, plant and equipment, net $ 1,093.0 $ 1,082.5 |
Summary of Cost and Accumulated Depreciation Related to Capital Lease Assets | The below table summarizes the cost and accumulated depreciation related to these assets: (in millions) March 31, 2016 December 31, 2015 Capital lease assets, at cost $ 65.2 $ 63.5 Less: accumulated depreciation (10.0) (7.5) Capital lease assets, net $ 55.2 $ 56.0 |
Schedule of Gross Carrying Amounts and Accumulated Amortization of Intangible Assets | The gross carrying amounts and accumulated amortization of the Company’s intangible assets were as follows: March 31, 2016 December 31, 2015 (in millions) Gross Accumulated Net Gross Accumulated Net Intangible assets: Customer relationships $ 949.4 $ (469.6) $ 479.8 $ 930.1 $ (446.6) $ 483.5 Other 186.0 (142.0) 44.0 170.5 (135.1) 35.4 Total intangible assets $ 1,135.4 $ (611.6) $ 523.8 $ 1,100.6 $ (581.7) $ 518.9 |
Fair value measurements (Tables
Fair value measurements (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Schedule of Assets and Liabilities Measured at Fair Value on a Recurring Basis | The following table presents the Company’s assets and liabilities measured on a recurring basis on a gross basis: Level 2 Level 3 (in millions) March 31, December 31, March 31, December 31, Current assets: Forward currency contracts $ 0.9 $ 0.2 $ — $ — Current liabilities: Forward currency contracts 0.5 0.2 — — Interest rate swap contracts 4.5 5.3 — — Noncurrent liabilities: Interest rate swap contracts 0.7 0.5 — Contingent consideration — — 8.7 8.7 |
Reconciliation of Fair Value Measurements that Use Significant Unobservable Inputs (Level 3) | The following table is a reconciliation of the fair value measurements that use significant unobservable inputs (Level 3), which consists of contingent consideration related to prior acquisitions. (in millions) Contingent Fair value as of December 31, 2015 $ 8.7 Fair value adjustments (0.1) Foreign currency 0.1 Fair value as of March 31, 2016 $ 8.7 |
Estimated Fair Value of Financial Instruments Not Carried at Fair Value | The estimated fair value of financial instruments not carried at fair value in the condensed consolidated balance sheets were as follows: March 31, 2016 December 31, 2015 (in millions) Carrying Fair Value Carrying Fair Value Financial liabilities: Long-term debt including current portion (Level 2) $ 3,161.5 $ 3,160.4 $ 3,117.3 $ 3,056.5 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Changes in Total Environmental Liabilities | Changes in total environmental liabilities are as follows: Three months ended March 31, (in millions) 2016 2015 Environmental liabilities at beginning of period $ 113.2 $ 120.3 Revised obligation estimates 2.1 2.0 Environmental payments (4.6) (4.4) Foreign exchange 0.1 (0.6) Environmental liabilities at end of period $ 110.8 $ 117.3 |
Segments (Tables)
Segments (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Segment Reporting [Abstract] | |
Company's Segment Information | Financial information for the Company’s segments is as follows: (in millions) USA Canada EMEA Rest of Other/ Eliminations Consolidated Three Months Ended March 31, 2016 Net sales: External customers $ 1,187.5 $ 272.7 $ 437.4 $ 101.4 $ — $ 1,999.0 Inter-segment 26.9 2.3 1.4 — (30.6) — Total net sales 1,214.4 275.0 438.8 101.4 (30.6) 1,999.0 Cost of goods sold (exclusive of depreciation) 951.5 224.4 342.6 80.8 (30.6) 1,568.7 Gross profit 262.9 50.6 96.2 20.6 — 430.3 Outbound freight and handling 47.7 7.8 14.0 1.8 — 71.3 Warehousing, selling and administrative 134.4 21.1 53.9 10.9 4.6 224.9 Adjusted EBITDA $ 80.8 $ 21.7 $ 28.3 $ 7.9 $ (4.6) $ 134.1 Other operating expenses, net 5.5 Depreciation 33.5 Amortization 22.0 Interest expense, net 40.6 Other expense, net 13.4 Income tax expense 5.1 Net income $ 14.0 Total assets $ 4,038.3 $ 1,942.5 $ 1,011.6 $ 243.4 $ (1,300.4) $ 5,935.4 (in millions) USA Canada EMEA Rest of Other/ Eliminations Consolidated Three Months Ended March 31, 2015 Net sales: External customers $ 1,394.8 $ 293.2 $ 476.4 $ 134.7 $ — $ 2,299.1 Inter-segment 27.5 1.9 0.7 — (30.1) — Total net sales 1,422.3 295.1 477.1 134.7 (30.1) 2,299.1 Cost of goods sold (exclusive of depreciation) 1,140.5 241.8 375.3 110.0 (30.1) 1,873.5 Gross profit 281.8 53.3 101.8 24.7 — 461.6 Outbound freight and handling 56.0 9.9 16.2 2.4 — 84.5 Warehousing, selling and administrative 133.2 22.9 58.4 14.2 2.7 231.4 Adjusted EBITDA $ 92.6 $ 20.5 $ 27.2 $ 8.1 $ (2.7) $ 145.7 Other operating expenses, net 8.1 Depreciation 32.0 Amortization 21.9 Interest expense, net 63.2 Other income, net (6.8) Income tax expense 7.6 Net income $ 19.7 Total assets (as adjusted*) $ 4,144.1 $ 1,907.3 $ 991.6 $ 278.3 $ (1,413.1) $ 5,908.2 * Adjusted due to the adoption of ASU 2015-03 and ASU 2015-15. |
Nature of Operations - Addition
Nature of Operations - Additional Information (Detail) | 3 Months Ended |
Mar. 31, 2016Segments | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of operating segments | 4 |
Employee Benefit Plans - Compon
Employee Benefit Plans - Components of Net Periodic Benefit Cost (Credit) (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Domestic Defined Benefit Pension Plans [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Interest cost | $ 8 | $ 7.7 |
Expected return on plan assets | (8.1) | (9) |
Net periodic benefit credit | (0.1) | (1.3) |
Foreign Defined Benefit Pension Plans [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Service cost | 0.6 | 2 |
Interest cost | 4.7 | 5.1 |
Expected return on plan assets | (7.4) | (7.6) |
Net periodic benefit credit | (2.1) | (0.5) |
Other Postretirement Benefits [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Interest cost | 0.1 | 0.1 |
Prior service credits | (3) | (3) |
Net periodic benefit credit | $ (2.9) | $ (2.9) |
Other Operating Expenses, Net -
Other Operating Expenses, Net - Schedule of Other Operating Expenses (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Other Income and Expenses [Abstract] | ||
Acquisition and integration related expenses | $ 1.9 | $ 0.4 |
Stock-based compensation expense | 2.2 | 1.5 |
Redundancy and restructuring | 1 | 3.7 |
Advisory fees paid to CVC and CD&R | 1.3 | |
Other | 0.4 | 1.2 |
Total other operating expenses, net | $ 5.5 | $ 8.1 |
Redundancy and Restructuring -
Redundancy and Restructuring - Summary of Activity Related to Accrued Liabilities Associated with Redundancy and Restructuring (Detail) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended |
Mar. 31, 2016 | Dec. 31, 2015 | |
Restructuring Cost and Reserve [Line Items] | ||
Beginning balance | $ 46.6 | $ 48.5 |
Charge to earnings | 1 | 33.7 |
Cash paid | (7.7) | (33.3) |
Non-cash and other | 0.9 | (2.3) |
Ending balance | 40.8 | 46.6 |
Employee Termination Costs [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Beginning balance | 31 | 27.8 |
Charge to earnings | 0.2 | 28.3 |
Cash paid | (5.7) | (22.9) |
Non-cash and other | 0.8 | (2.2) |
Ending balance | 26.3 | 31 |
Facility Exit Costs [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Beginning balance | 15.5 | 20.4 |
Charge to earnings | 0.8 | 2.4 |
Cash paid | (2) | (7.2) |
Non-cash and other | 0.1 | (0.1) |
Ending balance | 14.4 | 15.5 |
Other Exit Costs [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Beginning balance | 0.1 | 0.3 |
Charge to earnings | 3 | |
Cash paid | (3.2) | |
Ending balance | $ 0.1 | $ 0.1 |
Redundancy and Restructuring 41
Redundancy and Restructuring - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Dec. 31, 2015 | |
Restructuring and Related Activities [Abstract] | ||
Redundancy and restructuring liabilities, current | $ 29.1 | $ 34.5 |
Redundancy and restructuring liabilities, non-current | $ 11.7 | $ 12.1 |
Facility exit costs payment period | 4 years |
Other (Expense) Income, Net - S
Other (Expense) Income, Net - Schedule of Other (Expense) Income, Net (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Nonoperating Income (Expense) [Abstract] | ||
Foreign currency transactions | $ (2.7) | $ (0.5) |
Foreign currency denominated loans revaluation | (14.7) | 11.7 |
Undesignated foreign currency derivative instruments | 1.9 | (2.5) |
Undesignated interest rate swap contracts | 0.7 | |
Ineffective portion of cash flow hedges | (0.6) | |
Other | 1.4 | (1.3) |
Total other (expense) income, net | $ (13.4) | $ 6.8 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) CAD in Millions, $ in Millions | 1 Months Ended | 3 Months Ended | ||||||
Apr. 30, 2015CAD | Sep. 30, 2014CAD | Feb. 28, 2013CAD | Mar. 31, 2016USD ($) | Mar. 31, 2016CAD | Mar. 31, 2015USD ($) | Mar. 31, 2016CAD | Dec. 31, 2015USD ($) | |
Income Taxes [Line Items] | ||||||||
Income tax expense | $ | $ 5.1 | $ 7.6 | ||||||
Effective tax rate | 26.70% | 26.70% | 27.80% | |||||
US federal statutory rate | 35.00% | 35.00% | ||||||
Letter of Credit amount | $ | $ 173.8 | $ 172.4 | ||||||
Canada Revenue Agency [Member] | ||||||||
Income Taxes [Line Items] | ||||||||
Federal corporate income tax liabilities | CAD 29.4 | CAD 29.4 | ||||||
Departure tax liability | CAD 9 | |||||||
Letter of Credit amount | CAD 44.7 | |||||||
Canada Revenue Agency [Member] | 2008 [Member] | ||||||||
Income Taxes [Line Items] | ||||||||
Federal corporate income tax liabilities | 11.9 | |||||||
Canada Revenue Agency [Member] | 2009 [Member] | ||||||||
Income Taxes [Line Items] | ||||||||
Federal corporate income tax liabilities | CAD 11 | |||||||
Canada Revenue Agency [Member] | Alberta Notice of Reassessments [Member] | 2008 [Member] | ||||||||
Income Taxes [Line Items] | ||||||||
Federal corporate income tax liabilities | CAD 6 | |||||||
Canada Revenue Agency [Member] | Alberta Notice of Reassessments [Member] | 2009 [Member] | ||||||||
Income Taxes [Line Items] | ||||||||
Federal corporate income tax liabilities | CAD 5.8 | |||||||
Canada Revenue Agency [Member] | Foreign Tax Authority [Member] | ||||||||
Income Taxes [Line Items] | ||||||||
Interest on tax liability assessed and related provincial tax liability | 34.7 | |||||||
Tax liability assessed and related provincial tax liability | CAD 107.8 |
Earnings Per Share - Summary of
Earnings Per Share - Summary of Computations of Basic and Diluted Earnings Per Share (Detail) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Basic: | ||
Net income | $ 14 | $ 19.7 |
Weighted average common shares outstanding | 137.6 | 99.9 |
Basic income per common share | $ 0.10 | $ 0.20 |
Diluted: | ||
Net income | $ 14 | $ 19.7 |
Weighted average common shares outstanding | 137.6 | 99.9 |
Effect of dilutive securities: Stock compensation plans | 0.2 | 0.5 |
Weighted average common shares outstanding - diluted | 137.8 | 100.4 |
Diluted income per common share | $ 0.10 | $ 0.20 |
Earnings Per Share - Summary 45
Earnings Per Share - Summary of Computations of Basic and Diluted Earnings Per Share (Parenthetical) (Detail) - shares shares in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Employee Stock Option [Member] | Common Stock [Member] | ||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | ||
Share-based compensation awards purchased not included in calculation of diluted earnings per share | 4.5 | 2.2 |
Accumulated Other Comprehensi46
Accumulated Other Comprehensive Loss - Schedule of Changes in Accumulated Other Comprehensive Loss by Component Net of Tax (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Beginning balance | $ (424.4) | $ (208.2) |
Other comprehensive income before reclassifications | 69.1 | (120.3) |
Amounts reclassified from accumulated other comprehensive loss | (1.8) | (0.8) |
Net current period other comprehensive income (loss) | 67.3 | (121.1) |
Ending balance | (357.1) | (329.3) |
Cash Flow Hedges [Member] | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Beginning balance | (3.7) | |
Other comprehensive income before reclassifications | (2.3) | |
Amounts reclassified from accumulated other comprehensive loss | 1 | |
Net current period other comprehensive income (loss) | (1.3) | |
Ending balance | (5) | |
Defined Benefit Pension Items [Member] | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Beginning balance | 3 | 10.3 |
Amounts reclassified from accumulated other comprehensive loss | (1.8) | (1.8) |
Net current period other comprehensive income (loss) | (1.8) | (1.8) |
Ending balance | 1.2 | 8.5 |
Currency Translation Items [Member] | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Beginning balance | (427.4) | (214.8) |
Other comprehensive income before reclassifications | 69.1 | (118) |
Net current period other comprehensive income (loss) | 69.1 | (118) |
Ending balance | $ (358.3) | $ (332.8) |
Accumulated Other Comprehensi47
Accumulated Other Comprehensive Loss - Schedule of Changes in Accumulated Other Comprehensive Loss by Component Net of Tax (Parenthetical) (Detail) $ in Millions | 3 Months Ended |
Mar. 31, 2015USD ($) | |
Cash Flow Hedges [Member] | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Tax expense (benefit) allocated to other comprehensive income | $ (0.8) |
Accumulated Other Comprehensi48
Accumulated Other Comprehensive Loss - Summary of Amounts Reclassified From Accumulated Other Comprehensive Loss to Net Income (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||
Warehousing, selling and administrative | $ (224.9) | $ (231.4) |
Interest expense | 41.5 | 64.4 |
Income tax expense | 5.1 | 7.6 |
Net of tax | (14) | (19.7) |
Total reclassifications for the period | (1.8) | (0.8) |
Cash Flow Hedges [Member] | ||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||
Total reclassifications for the period | 1 | |
Reclassification Out of Accumulated Other Comprehensive Income (Loss) [Member] | Accumulated Defined Benefit Plans Adjustment, Net Prior Service Attributable to Parent [Member] | ||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||
Warehousing, selling and administrative | (3) | (3) |
Income tax expense | 1.2 | 1.2 |
Net of tax | $ (1.8) | (1.8) |
Reclassification Out of Accumulated Other Comprehensive Income (Loss) [Member] | Cash Flow Hedges [Member] | Interest Rate Swap Contracts [Member] | ||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||
Interest expense | 1.6 | |
Income tax expense | (0.6) | |
Net of tax | $ 1 |
Accumulated Other Comprehensi49
Accumulated Other Comprehensive Loss - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Equity [Abstract] | ||
Foreign currency losses related to intercompany borrowings | $ (4.5) | $ (9.2) |
Debt - Summary of Short Term Fi
Debt - Summary of Short Term Financing (Detail) - USD ($) $ in Millions | Mar. 31, 2016 | Dec. 31, 2015 |
Debt Disclosure [Abstract] | ||
Amounts drawn under credit facilities | $ 14.5 | $ 13.4 |
Bank overdrafts | 14.9 | 20.1 |
Total short-term financing | $ 29.4 | $ 33.5 |
Debt - Additional Information (
Debt - Additional Information (Detail) - USD ($) $ in Millions | Mar. 31, 2016 | Dec. 31, 2015 |
Debt Disclosure [Abstract] | ||
Weighted average interest rate on short term financing | 2.40% | 2.40% |
Outstanding letters of credit and guarantee | $ 173.8 | $ 172.4 |
Debt - Schedule of Long Term De
Debt - Schedule of Long Term Debt (Detail) - USD ($) $ in Millions | Mar. 31, 2016 | Dec. 31, 2015 |
Debt Instrument [Line Items] | ||
Capital lease obligations | $ 56 | $ 57.3 |
Total long-term debt before discount | 3,193.9 | 3,151 |
Less: unamortized debt issuance costs and discount on debt | (32.4) | (33.7) |
Total long-term debt | 3,161.5 | 3,117.3 |
Less: current maturities | (59.7) | (59.9) |
Total long-term debt, excluding current maturities | 3,101.8 | 3,057.4 |
Term B Loan Due 2022 [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt excluding capital lease obligation | 2,039.8 | 2,044.9 |
Euro Tranche Term Loan Due 2022 [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt excluding capital lease obligation | 283.1 | 270.8 |
North American ABL Facility Due 2020 [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt excluding capital lease obligation | 315.5 | 278 |
North American ABL Term Loan Due 2018 [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt excluding capital lease obligation | 100 | 100 |
Unsecured Notes Due 2023 [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt excluding capital lease obligation | $ 399.5 | $ 400 |
Debt - Schedule of Long Term 53
Debt - Schedule of Long Term Debt (Parenthetical) (Detail) | 3 Months Ended | |
Mar. 31, 2016 | Dec. 31, 2015 | |
Term B Loan Due 2022 [Member] | ||
Debt Instrument [Line Items] | ||
Variable interest rate | 4.25% | 4.25% |
Year maturing | 2,022 | |
Euro Tranche Term Loan Due 2022 [Member] | ||
Debt Instrument [Line Items] | ||
Variable interest rate | 4.25% | 4.25% |
Year maturing | 2,022 | |
North American ABL Facility Due 2020 [Member] | ||
Debt Instrument [Line Items] | ||
Variable interest rate | 2.00% | 2.13% |
Year maturing | 2,020 | |
North American ABL Term Loan Due 2018 [Member] | ||
Debt Instrument [Line Items] | ||
Variable interest rate | 3.38% | 3.36% |
Year maturing | 2,018 | |
Unsecured Notes Due 2023 [Member] | ||
Debt Instrument [Line Items] | ||
Fixed interest rate | 6.75% | 6.75% |
Year maturing | 2,023 |
Supplemental Balance Sheet In54
Supplemental Balance Sheet Information - Summary of Property, Plant and Equipment, Net (Detail) - USD ($) $ in Millions | Mar. 31, 2016 | Dec. 31, 2015 |
Property, Plant and Equipment, Net [Abstract] | ||
Property, plant and equipment, at cost | $ 1,872.1 | $ 1,806 |
Less: accumulated depreciation | (779.1) | (723.5) |
Property, plant and equipment, net | $ 1,093 | $ 1,082.5 |
Supplemental Balance Sheet In55
Supplemental Balance Sheet Information - Summary of Cost and Accumulated Depreciation Related to Capital Lease Assets (Detail) - USD ($) $ in Millions | Mar. 31, 2016 | Dec. 31, 2015 |
Capital Leases, Balance Sheet, Assets by Major Class, Net [Abstract] | ||
Capital lease assets, at cost | $ 65.2 | $ 63.5 |
Less: accumulated depreciation | (10) | (7.5) |
Capital lease assets, net | $ 55.2 | $ 56 |
Supplemental Balance Sheet In56
Supplemental Balance Sheet Information - Schedule of Gross Carrying Amounts and Accumulated Amortization of Intangible Assets (Detail) - USD ($) $ in Millions | Mar. 31, 2016 | Dec. 31, 2015 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross | $ 1,135.4 | $ 1,100.6 |
Accumulated Amortization | (611.6) | (581.7) |
Net | 523.8 | 518.9 |
Customer Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross | 949.4 | 930.1 |
Accumulated Amortization | (469.6) | (446.6) |
Net | 479.8 | 483.5 |
Other [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross | 186 | 170.5 |
Accumulated Amortization | (142) | (135.1) |
Net | $ 44 | $ 35.4 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Assets and Liabilities Measured at Fair Value on a Recurring Basis (Detail) - Fair Value, Measurements, Recurring [Member] - USD ($) $ in Millions | Mar. 31, 2016 | Dec. 31, 2015 |
Level 2 [Member] | Forward Currency Contracts [Member] | Current Assets [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Current assets | $ 0.9 | $ 0.2 |
Level 2 [Member] | Forward Currency Contracts [Member] | Current Liabilities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Current liabilities | 0.5 | 0.2 |
Level 2 [Member] | Interest Rate Swap Contracts [Member] | Current Liabilities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Current liabilities | 4.5 | 5.3 |
Level 2 [Member] | Interest Rate Swap Contracts [Member] | Noncurrent Liabilities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Current liabilities | 0.7 | 0.5 |
Level 3 [Member] | Contingent Consideration [Member] | Noncurrent Liabilities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Current liabilities | $ 8.7 | $ 8.7 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) - Forward Currency Contracts [Member] - USD ($) $ in Millions | Mar. 31, 2016 | Dec. 31, 2015 |
Prepaids and Other Current Assets [Member] | ||
Foreign Currency Fair Value Hedge Derivative [Line Items] | ||
Forward currency contract asset fair value | $ 0.9 | $ 0.2 |
Other Accrued Expenses [Member] | ||
Foreign Currency Fair Value Hedge Derivative [Line Items] | ||
Forward currency contract liability fair value | $ 0.5 | $ 0.2 |
Fair Value Measurements - Recon
Fair Value Measurements - Reconciliation of Fair Value Measurements that Use Significant Unobservable Inputs (Level 3) (Detail) - Contingent Consideration [Member] $ in Millions | 3 Months Ended |
Mar. 31, 2016USD ($) | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Fair value beginning balance | $ 8.7 |
Fair value adjustments | (0.1) |
Foreign currency | 0.1 |
Fair value ending balance | $ 8.7 |
Fair Value Measurements - Estim
Fair Value Measurements - Estimated Fair Value of Financial Instruments Not Carried at Fair Value (Detail) - USD ($) $ in Millions | Mar. 31, 2016 | Dec. 31, 2015 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term debt including current portion, carrying amount | $ 3,161.5 | $ 3,117.3 |
Level 2 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term debt including current portion, carrying amount | 3,161.5 | 3,117.3 |
Long-term debt including current portion, fair value | $ 3,160.4 | $ 3,056.5 |
Derivatives - Additional Inform
Derivatives - Additional Information (Detail) - USD ($) | 3 Months Ended | |
Mar. 31, 2016 | Dec. 31, 2015 | |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Current liability | $ 1,497,000,000 | $ 1,293,500,000 |
Undesignated Forward Currency Contracts [Member] | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Notional amount | $ 99,500,000 | 107,500,000 |
Minimum [Member] | Undesignated Forward Currency Contracts [Member] | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Derivative instruments term | 1 month | |
Maximum [Member] | Undesignated Forward Currency Contracts [Member] | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Derivative instruments term | 8 months | |
Interest Rate Swap Contracts [Member] | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Notional amount | $ 2,000,000,000 | $ 2,000,000,000 |
Fixed interest rate (weighted average) | 1.64% | 1.64% |
Floor interest rate | 1.25% | 1.25% |
Variable interest rate of interest rate swap contract | Greater of 1.25% or three-month LIBOR | |
Interest Rate Swap Contracts [Member] | Term B Loan Due 2022 [Member] | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
LIBOR floor rate | 1.00% | |
Interest Rate Swap Contracts [Member] | Other Accrued Expenses [Member] | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Current liability | $ 4,500,000 | $ 5,300,000 |
Interest Rate Swap Contracts [Member] | Other Long Term Liabilities [Member] | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Non current liability | $ 700,000 | $ 500,000 |
Business Combinations - Additio
Business Combinations - Additional Information (Detail) - USD ($) $ in Millions | Mar. 22, 2016 | Mar. 02, 2016 |
Business Acquisition [Line Items] | ||
Preliminary purchase price | $ 53.3 | |
Purchase price allocation, Goodwill | 22.9 | |
Purchase price allocation, intangibles | $ 19.4 | |
Bodine Services [Member] | ||
Business Acquisition [Line Items] | ||
Percentage of equity interest acquired | 100.00% |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) $ in Millions | Aug. 06, 2015USD ($) | Oct. 01, 2014USD ($) | Jul. 21, 2014USD ($) | Mar. 31, 2016USD ($)ClaimsLocationsite | Dec. 31, 2015USD ($) |
Other Commitments [Line Items] | |||||
Applicability and impact of environmental laws | The Company is subject to various federal, state and local environmental laws and regulations that require environmental assessment or remediation efforts (collectively "environmental remediation work") at approximately 131 locations, some that are now or were previously Company-owned/occupied and some that were never Company-owned/occupied ("non-owned sites"). | ||||
Number of locations impacted by environmental laws and regulations | Location | 131 | ||||
Number of company owned/occupied sites requiring environmental remediation work | site | 103 | ||||
Number of non owned sites liable for a share of clean-up | site | 28 | ||||
Estimated life of project, minimum | 2 years | ||||
Estimated life of project, maximum | 30 years | ||||
Accrued environmental loss contingencies, current | $ 32.3 | $ 35.5 | |||
DOJ [Member] | |||||
Other Commitments [Line Items] | |||||
Penalty sought | $ 84 | ||||
CBP [Member] | |||||
Other Commitments [Line Items] | |||||
Penalty sought | $ 84 | $ 84 | |||
Maximum [Member] | |||||
Other Commitments [Line Items] | |||||
Number of asbestos-related claims | Claims | 220 |
Commitments and Contingencies64
Commitments and Contingencies - Changes in Total Environmental Liabilities (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Environmental liabilities at beginning of period | $ 113.2 | $ 120.3 |
Revised obligation estimates | 2.1 | 2 |
Environmental payments | (4.6) | (4.4) |
Foreign exchange | 0.1 | (0.6) |
Environmental liabilities at end of period | $ 110.8 | $ 117.3 |
Segments - Company's Segment In
Segments - Company's Segment Information (Detail) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | |
Segment Reporting Information [Line Items] | |||
Total net sales | $ 1,999 | $ 2,299.1 | |
Cost of goods sold (exclusive of depreciation) | 1,568.7 | 1,837.5 | |
Gross profit | 430.3 | 461.6 | |
Outbound freight and handling | 71.3 | 84.5 | |
Warehousing, selling and administrative | 224.9 | 231.4 | |
Adjusted EBITDA | 134.1 | 145.7 | |
Other operating expenses, net | 5.5 | 8.1 | |
Depreciation | 33.5 | 32 | |
Amortization | 22 | 21.9 | |
Interest expense, net | 40.6 | 63.2 | |
Other expense, net | (13.4) | 6.8 | |
Income tax expense | 5.1 | 7.6 | |
Net income | 14 | 19.7 | |
Total assets | 5,935.4 | 5,908.2 | $ 5,612.4 |
External Customers [Member] | |||
Segment Reporting Information [Line Items] | |||
Total net sales | 1,999 | 2,299.1 | |
Operating Segments [Member] | USA [Member] | |||
Segment Reporting Information [Line Items] | |||
Total net sales | 1,214.4 | 1,422.3 | |
Cost of goods sold (exclusive of depreciation) | 951.5 | 1,140.5 | |
Gross profit | 262.9 | 281.8 | |
Outbound freight and handling | 47.7 | 56 | |
Warehousing, selling and administrative | 134.4 | 133.2 | |
Adjusted EBITDA | 80.8 | 92.6 | |
Total assets | 4,038.3 | 4,144.1 | |
Operating Segments [Member] | Canada [Member] | |||
Segment Reporting Information [Line Items] | |||
Total net sales | 275 | 295.1 | |
Cost of goods sold (exclusive of depreciation) | 224.4 | 241.8 | |
Gross profit | 50.6 | 53.3 | |
Outbound freight and handling | 7.8 | 9.9 | |
Warehousing, selling and administrative | 21.1 | 22.9 | |
Adjusted EBITDA | 21.7 | 20.5 | |
Total assets | 1,942.5 | 1,907.3 | |
Operating Segments [Member] | EMEA [Member] | |||
Segment Reporting Information [Line Items] | |||
Total net sales | 438.8 | 477.1 | |
Cost of goods sold (exclusive of depreciation) | 342.6 | 375.3 | |
Gross profit | 96.2 | 101.8 | |
Outbound freight and handling | 14 | 16.2 | |
Warehousing, selling and administrative | 53.9 | 58.4 | |
Adjusted EBITDA | 28.3 | 27.2 | |
Total assets | 1,011.6 | 991.6 | |
Operating Segments [Member] | Latin America and Asia-Pacific Region [Member] | |||
Segment Reporting Information [Line Items] | |||
Total net sales | 101.4 | 134.7 | |
Cost of goods sold (exclusive of depreciation) | 80.8 | 110 | |
Gross profit | 20.6 | 24.7 | |
Outbound freight and handling | 1.8 | 2.4 | |
Warehousing, selling and administrative | 10.9 | 14.2 | |
Adjusted EBITDA | 7.9 | 8.1 | |
Total assets | 243.4 | 278.3 | |
Operating Segments [Member] | External Customers [Member] | USA [Member] | |||
Segment Reporting Information [Line Items] | |||
Total net sales | 1,187.5 | 1,394.8 | |
Operating Segments [Member] | External Customers [Member] | Canada [Member] | |||
Segment Reporting Information [Line Items] | |||
Total net sales | 272.7 | 293.2 | |
Operating Segments [Member] | External Customers [Member] | EMEA [Member] | |||
Segment Reporting Information [Line Items] | |||
Total net sales | 437.4 | 476.4 | |
Operating Segments [Member] | External Customers [Member] | Latin America and Asia-Pacific Region [Member] | |||
Segment Reporting Information [Line Items] | |||
Total net sales | 101.4 | 134.7 | |
Operating Segments [Member] | Inter-segment [Member] | USA [Member] | |||
Segment Reporting Information [Line Items] | |||
Total net sales | 26.9 | 27.5 | |
Operating Segments [Member] | Inter-segment [Member] | Canada [Member] | |||
Segment Reporting Information [Line Items] | |||
Total net sales | 2.3 | 1.9 | |
Operating Segments [Member] | Inter-segment [Member] | EMEA [Member] | |||
Segment Reporting Information [Line Items] | |||
Total net sales | 1.4 | 0.7 | |
Other/Eliminations [Member] | |||
Segment Reporting Information [Line Items] | |||
Total net sales | (30.6) | (30.1) | |
Cost of goods sold (exclusive of depreciation) | (30.6) | (30.1) | |
Warehousing, selling and administrative | 4.6 | 2.7 | |
Adjusted EBITDA | (4.6) | (2.7) | |
Total assets | (1,300.4) | (1,413.1) | |
Other/Eliminations [Member] | Inter-segment [Member] | |||
Segment Reporting Information [Line Items] | |||
Total net sales | $ (30.6) | $ (30.1) |