Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2020 | Jul. 23, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2020 | |
Document Transition Report | false | |
Entity File Number | 001-37443 | |
Entity Registrant Name | Univar Solutions Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 26-1251958 | |
Entity Address, Address Line One | 3075 Highland Parkway, Suite 200 | |
Entity Address, City or Town | Downers Grove, | |
Entity Address, State or Province | IL | |
Entity Address, Postal Zip Code | 60515 | |
City Area Code | 331 | |
Local Phone Number | 777-6000 | |
Title of 12(b) Security | Common Stock ($0.01 par value) | |
Trading Symbol | UNVR | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 169,061,679 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q2 | |
Entity Central Index Key | 0001494319 | |
Current Fiscal Year End Date | --12-31 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Income Statement [Abstract] | ||||
Net sales | $ 2,009.2 | $ 2,584.6 | $ 4,220.4 | $ 4,744.6 |
Cost of goods sold (exclusive of depreciation) | 1,520.1 | 2,007.3 | 3,198.7 | 3,670.9 |
Operating expenses: | ||||
Outbound freight and handling | 80.7 | 95.4 | 172.2 | 178.3 |
Warehousing, selling and administrative | 245.5 | 280.8 | 525 | 534.2 |
Other operating expenses, net | 43.6 | 63.8 | 47.7 | 228.6 |
Depreciation | 40.4 | 39.7 | 82.1 | 72.9 |
Amortization | 14.8 | 18.6 | 30.6 | 33 |
Impairment charges | 16.9 | 0 | 16.9 | 0 |
Total operating expenses | 441.9 | 498.3 | 874.5 | 1,047 |
Operating income | 47.2 | 79 | 147.2 | 26.7 |
Other (expense) income: | ||||
Interest income | 0.2 | 1.1 | 1.2 | 1.7 |
Interest expense | (30.1) | (39) | (59.2) | (73.8) |
Loss on sale of business | 0 | 0 | (8.6) | 0 |
Loss on extinguishment of debt | 0 | 0 | (1.8) | (0.7) |
Other expense, net | (3.9) | (5.6) | (9.8) | (11.7) |
Total other expense | (33.8) | (43.5) | (78.2) | (84.5) |
Income (loss) before income taxes | 13.4 | 35.5 | 69 | (57.8) |
Income tax expense (benefit) | 11.6 | 18.5 | 11.3 | (4.8) |
Net income (loss) from continuing operations | 1.8 | 17 | 57.7 | (53) |
Net (loss) income from discontinued operations | 0 | (0.7) | 0 | 5.4 |
Net income (loss) | $ 1.8 | $ 16.3 | $ 57.7 | $ (47.6) |
Income (loss) per common share: | ||||
Basic from continuing operations (in dollars per share) | $ 0.01 | $ 0.10 | $ 0.34 | $ (0.33) |
Basic from discontinued operations (in dollars per share) | 0 | 0 | 0 | 0.03 |
Basic income (loss) per common share (in dollars per share) | 0.01 | 0.10 | 0.34 | (0.30) |
Diluted from continuing operations (in dollars per share) | 0.01 | 0.10 | 0.34 | (0.33) |
Diluted from discontinued operations (in dollars per share) | 0 | 0 | 0 | 0.03 |
Diluted income (loss) per common share (in dollars per share) | $ 0.01 | $ 0.10 | $ 0.34 | $ (0.30) |
Weighted average common shares outstanding: | ||||
Basic (in shares) | 168.9 | 169.8 | 168.8 | 159.5 |
Diluted (in shares) | 169.6 | 170.7 | 169.6 | 159.5 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | ||
Statement of Comprehensive Income [Abstract] | |||||
Net income (loss) | $ 1.8 | $ 16.3 | $ 57.7 | $ (47.6) | |
Other comprehensive (loss) income, net of tax: | |||||
Impact due to adoption of ASUs | [1] | 0 | 0 | 0 | (3.2) |
Foreign currency translation | 19.7 | 11.6 | (74.4) | 19.8 | |
Pension and postretirement benefit adjustment | 0.1 | 0.1 | 0.1 | 0.1 | |
Derivative financial instruments | (5.3) | (15.9) | (21.4) | (24.2) | |
Total other comprehensive income (loss), net of tax | 14.5 | (4.2) | (95.7) | (7.5) | |
Comprehensive income (loss) | $ 16.3 | $ 12.1 | $ (38) | $ (55.1) | |
Accounting Standards Update [Extensible List] | us-gaap:AccountingStandardsUpdate201802Member | ||||
[1] | Adjusted due to the adoption of Accounting Standards Update (“ASU”) 2018-02 “Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income” on January 1, 2019. |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Millions | Jun. 30, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 547.4 | $ 330.3 |
Trade accounts receivable, net of allowance for doubtful accounts of $20.6 and $12.9 at June 30, 2020 and December 31, 2019, respectively. | 1,250.6 | 1,160.1 |
Inventories | 755.1 | 796 |
Prepaid expenses and other current assets | 175 | 167.2 |
Total current assets | 2,728.1 | 2,453.6 |
Property, plant and equipment, net | 1,101.5 | 1,152.4 |
Goodwill | 2,263.2 | 2,280.8 |
Intangible assets, net | 276 | 320.2 |
Deferred tax assets | 21.6 | 21.3 |
Other assets | 258.8 | 266.5 |
Total assets | 6,649.2 | 6,494.8 |
Current liabilities: | ||
Short-term financing | 0.9 | 0.7 |
Trade accounts payable | 906 | 895 |
Current portion of long-term debt | 27 | 25 |
Accrued compensation | 81.1 | 103.6 |
Other accrued expenses | 425.4 | 425.1 |
Total current liabilities | 1,440.4 | 1,449.4 |
Long-term debt | 2,902.1 | 2,688.8 |
Pension and other postretirement benefit liabilities | 286.2 | 295.6 |
Deferred tax liabilities | 51.8 | 56.3 |
Other long-term liabilities | 265.5 | 271.9 |
Total liabilities | 4,946 | 4,762 |
Stockholders’ equity: | ||
Preferred stock, 200.0 million shares authorized at $0.01 par value with no shares issued or outstanding as of June 30, 2020 and December 31, 2019 | 0 | 0 |
Common stock, 2.0 billion shares authorized at $0.01 par value with 169.0 million and 168.7 million shares issued and outstanding at June 30, 2020 and December 31, 2019, respectively | 1.7 | 1.7 |
Additional paid-in capital | 2,977.3 | 2,968.9 |
Accumulated deficit | (800.8) | (858.5) |
Accumulated other comprehensive loss | (475) | (379.3) |
Total stockholders’ equity | 1,703.2 | 1,732.8 |
Total liabilities and stockholders’ equity | $ 6,649.2 | $ 6,494.8 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions | Jun. 30, 2020 | Dec. 31, 2019 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 20.6 | $ 12.9 |
Preferred stock, shares authorized (in shares) | 200,000,000 | 200,000,000 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, share issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, shares authorized (in shares) | 2,000,000,000 | 2,000,000,000 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares issued (in shares) | 169,000,000 | 168,700,000 |
Common stock, shares outstanding (in shares) | 169,000,000 | 168,700,000 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Operating activities: | ||
Net income (loss) | $ 57.7 | $ (47.6) |
Adjustments to reconcile net income (loss) to net cash provided (used) by operating activities: | ||
Depreciation and amortization | 112.7 | 105.9 |
Asset Impairment Charges | 16.9 | 0 |
Amortization of deferred financing fees and debt discount | 3.3 | 4.8 |
Amortization of pension credit from accumulated other comprehensive loss | 0.1 | 0.1 |
Loss on sale of business | 8.6 | 0 |
(Gain) loss on sale of property, plant and equipment | (7.5) | 1.5 |
Loss on extinguishment of debt | 1.8 | 0.7 |
Deferred income taxes | (4.5) | (24.9) |
Stock-based compensation expense | 8.3 | 17.3 |
Other | 1.8 | 1.5 |
Changes in operating assets and liabilities: | ||
Trade accounts receivable, net | (111.1) | (153.8) |
Inventories | 22 | 22.4 |
Prepaid expenses and other current assets | (24.6) | (27.2) |
Trade accounts payable | 30.3 | 10.4 |
Pensions and other postretirement benefit liabilities | (8.1) | (12.7) |
Other, net | (34.2) | (78.9) |
Net cash provided (used) by operating activities | 73.5 | (180.5) |
Investing activities: | ||
Purchases of property, plant and equipment | (45) | (45.4) |
Purchases of businesses, net of cash acquired | 0 | (1,155.5) |
Proceeds from sale of property, plant and equipment | 13 | 0.8 |
(Payments)/proceeds from sale of business | (8.2) | 640 |
Other | (7) | (1.3) |
Net cash used by investing activities | (47.2) | (561.4) |
Financing activities: | ||
Proceeds from issuance of long-term debt | 0 | 947 |
Payments on long-term debt and finance lease obligations | (189.3) | (459.5) |
Net proceeds under revolving credit facilities | 384.4 | 248.8 |
Short-term financing, net | 3.5 | (6.9) |
Taxes paid related to net share settlements of stock-based compensation awards | (1.4) | (2.8) |
Stock option exercises | 0.7 | 5.7 |
Other | 0.7 | 0.6 |
Net cash provided by financing activities | 198.6 | 732.9 |
Effect of exchange rate changes on cash and cash equivalents | (7.8) | (3.1) |
Net increase (decrease) in cash and cash equivalents | 217.1 | (12.1) |
Cash and cash equivalents at beginning of period | 330.3 | 121.6 |
Cash and cash equivalents at end of period | 547.4 | 109.5 |
Cash paid during the period for: | ||
Income taxes | 20.2 | 22.9 |
Interest, net of capitalized interest | 50.5 | 66.9 |
Non-cash activities: | ||
Fair value of common stock issued for acquisition of business | 0 | 649.3 |
Additions of property, plant and equipment included in trade accounts payable and other accrued expenses | 3.8 | 6.3 |
Additions of property, plant and equipment under a finance lease obligation | 23.2 | 2.9 |
Additions of assets under an operating lease obligation | $ 26.5 | $ 8.9 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Changes in Stockholders' Equity - USD ($) shares in Millions, $ in Millions | Total | Common stock | Additional paid-in capital | Accumulated deficit | Accumulated other comprehensive loss | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Impact due to adoption of ASU 2018-02 | [1] | $ 3.2 | $ (3.2) | ||||
Beginning balance (in shares) at Dec. 31, 2018 | 141.7 | ||||||
Beginning balance at Dec. 31, 2018 | $ 1,191.7 | $ 1.4 | $ 2,325 | (761.5) | (373.2) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income (loss) | (47.6) | (47.6) | |||||
Foreign currency translation adjustment | 19.8 | 19.8 | |||||
Pension and other postretirement benefits adjustment | (0.1) | ||||||
Derivative financial instruments, net of tax | (24.2) | (24.2) | |||||
Common stock issued for the Nexeo acquisition (in shares) | 27.9 | ||||||
Common stock issued for the Nexeo acquisition | 649.3 | [2] | $ 0.3 | 649 | |||
Shares cancelled (in shares) | (1.5) | ||||||
Shares cancelled | (35.5) | (35.5) | |||||
Restricted stock units vested (in shares) | 0.3 | ||||||
Tax withholdings related to net share settlements of stock-based compensation awards (in shares) | (0.1) | ||||||
Tax withholdings related to net share settlements of stock-based compensation awards | (2.8) | (2.8) | |||||
Stock option exercises (in shares) | 0.3 | ||||||
Stock option exercises | 5.7 | 5.7 | |||||
Stock-based compensation | 17.3 | 17.3 | |||||
Employee stock purchase plan | 0.6 | 0.6 | |||||
Other | 0.1 | 0.1 | |||||
Ending balance (in shares) at Jun. 30, 2019 | 168.6 | ||||||
Ending balance at Jun. 30, 2019 | 1,774.5 | $ 1.7 | 2,959.4 | (805.9) | (380.7) | ||
Beginning balance (in shares) at Mar. 31, 2019 | 169.7 | ||||||
Beginning balance at Mar. 31, 2019 | 1,781 | $ 1.7 | 2,978 | (822.2) | (376.5) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income (loss) | 16.3 | 16.3 | |||||
Foreign currency translation adjustment | 11.6 | 11.6 | |||||
Pension and other postretirement benefits adjustment | (0.1) | ||||||
Derivative financial instruments, net of tax | $ (15.9) | (15.9) | |||||
Shares cancelled (in shares) | [2] | (1.5) | |||||
Shares cancelled | [2] | $ (35.5) | |||||
Restricted stock units vested (in shares) | 0.1 | ||||||
Tax withholdings related to net share settlements of stock-based compensation awards (in shares) | 0 | ||||||
Tax withholdings related to net share settlements of stock-based compensation awards | $ (0.8) | (0.8) | |||||
Stock option exercises (in shares) | 0.3 | ||||||
Stock option exercises | $ 5.7 | ||||||
Stock-based compensation | 11.3 | 11.3 | |||||
Employee stock purchase plan | 0.6 | ||||||
Other | 0.1 | ||||||
Ending balance (in shares) at Jun. 30, 2019 | 168.6 | ||||||
Ending balance at Jun. 30, 2019 | $ 1,774.5 | $ 1.7 | 2,959.4 | (805.9) | (380.7) | ||
Beginning balance (in shares) at Dec. 31, 2019 | 168.7 | 168.7 | |||||
Beginning balance at Dec. 31, 2019 | $ 1,732.8 | $ 1.7 | 2,968.9 | (858.5) | (379.3) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income (loss) | 57.7 | 57.7 | |||||
Foreign currency translation adjustment | (74.4) | (74.4) | |||||
Pension and other postretirement benefits adjustment | 0.1 | 0.1 | |||||
Derivative financial instruments, net of tax | (21.4) | (21.4) | |||||
Restricted stock units vested (in shares) | 0.3 | ||||||
Restricted stock units vested | 0 | ||||||
Tax withholdings related to net share settlements of stock-based compensation awards (in shares) | (0.1) | ||||||
Tax withholdings related to net share settlements of stock-based compensation awards | (1.4) | (1.4) | |||||
Stock option exercises (in shares) | 0.1 | ||||||
Stock option exercises | 0.7 | 0.7 | |||||
Stock-based compensation | 8.3 | 8.3 | |||||
Employee stock purchase plan | 0.7 | ||||||
Other | $ 0.1 | ||||||
Ending balance (in shares) at Jun. 30, 2020 | 169 | 169 | |||||
Ending balance at Jun. 30, 2020 | $ 1,703.2 | $ 1.7 | 2,977.3 | (800.8) | (475) | ||
Beginning balance (in shares) at Mar. 31, 2020 | 168.9 | ||||||
Beginning balance at Mar. 31, 2020 | 1,683.6 | $ 1.7 | 2,974 | (802.6) | (489.5) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income (loss) | 1.8 | 1.8 | |||||
Foreign currency translation adjustment | 19.7 | 19.7 | |||||
Pension and other postretirement benefits adjustment | 0.1 | ||||||
Derivative financial instruments, net of tax | (5.3) | (5.3) | |||||
Restricted stock units vested (in shares) | 0.1 | ||||||
Tax withholdings related to net share settlements of stock-based compensation awards | (0.1) | (0.1) | |||||
Stock-based compensation | 2.6 | 2.6 | |||||
Employee stock purchase plan | 0.7 | 0.7 | |||||
Other | $ 0.1 | ||||||
Ending balance (in shares) at Jun. 30, 2020 | 169 | 169 | |||||
Ending balance at Jun. 30, 2020 | $ 1,703.2 | $ 1.7 | $ 2,977.3 | $ (800.8) | $ (475) | ||
[1] | Adjusted due to the adoption of ASU 2018-02 “Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income” on January 1, 2019. | ||||||
[2] | Refer to “Note 3: Business combinations” for more information. |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Changes in Stockholders' Equity (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Statement of Stockholders' Equity [Abstract] | ||||
Derivative financial instruments, tax expense (benefit) | $ 2.3 | $ 5.3 | $ 9.3 | $ 8.1 |
Foreign currency translation adjustment tax expense (benefit) | $ (4.7) | |||
Accounting Standards Update [Extensible List] | us-gaap:AccountingStandardsUpdate201802Member |
Nature of operations
Nature of operations | 6 Months Ended |
Jun. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of operations | 1. Nature of operations Headquartered in Downers Grove, Illinois, Univar Solutions Inc. (“Univar Solutions,” “Company,” “we,” “our” and “us”) is a leading global chemical and ingredient distributor and provider of value-added services to customers across a wide range of industries. The Company’s operations are structured into four reportable segments that represent the geographic areas under which the Company manages its business: • Univar Solutions USA (“USA”) • Univar Solutions Europe, the Middle East and Africa (“EMEA”) • Univar Solutions Canada (“Canada”) • Univar Solutions Latin America (“LATAM”) LATAM includes certain developing businesses in Latin America (including Brazil and Mexico) and the Asia-Pacific region. |
Significant accounting policies
Significant accounting policies | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Significant accounting policies | 2. Significant accounting policies 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. 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 income, 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. The accompanying condensed consolidated financial statements of Univar Solutions includes the combined results of all directly and indirectly controlled companies, which have been adjusted to account for the elimination of intercompany balances and transactions. On our condensed consolidated statements of cash flows for the six months ended June 30, 2019, the amounts included in “net proceeds under revolving credit facilities,” which were previously included in “proceeds from issuance of long-term debt,” are now presented separately to conform to the current year presentation. 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. These condensed consolidated financial statements and related footnotes are unaudited and should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2019. Recently adopted accounting pronouncements On January 1, 2020, the Company adopted ASU 2016-13 “Financial Instruments - Credit Losses” (Topic 326), which requires the measurement and recognition of expected credit losses for financial assets held at amortized cost. The transition to the new methodology did not have a significant financial impact and the Company did not recognize a cumulative-effect adjustment to the opening balance of accumulated deficit. On January 1, 2020, the Company adopted ASU 2018-13 “Fair Value Measurement” (Topic 820), which modifies the disclosure requirements for fair value measurements by removing, modifying and adding certain disclosures. On January 1, 2020, the Company adopted ASU 2018-15 “Intangibles - Goodwill and Other - Internal-Use Software” (Subtopic 350-40), which aligns the requirements for capitalizing implementation costs incurred in a service contract hosting arrangement with those for capitalizing implementation costs incurred to develop or obtain internal-use software. The Company adopted this guidance on a prospective basis. Accounting pronouncements issued and not yet adopted In August 2018, the FASB issued ASU 2018-14 “Compensation - Retirement Benefits - Defined Benefit Plans - General” (Subtopic 715-20), which amends the disclosure requirements related to defined benefit pension and other postretirement plans. The Company will adopt this guidance effective January 1, 2021 and is currently determining the impacts that will be reflected in financial statement disclosures. In December 2019, the FASB issued ASU 2019-12 “Income Taxes” (Topic 740) – “Simplifying the Accounting for Income Taxes.” The Company will adopt this guidance effective January 1, 2021 and is currently determining the impacts of the guidance on our consolidated financial statements. In March 2020, the FASB issued ASU 2020-04 “Reference Rate Reform” (Topic 848) – “Facilitation of the Effects of Reference Rate Reform on Financial Reporting,” which provides optional expedients and exceptions for applying US GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform from currently referenced rates, such as LIBOR, to alternative rates. The ASU is effective beginning March 12, 2020 and the Company may elect to apply the amendments prospectively through December 31, 2022. The Company is currently determining the impacts of the guidance on our consolidated financial statements. |
Business combinations
Business combinations | 6 Months Ended |
Jun. 30, 2020 | |
Business Combinations [Abstract] | |
Business combinations | 3. Business combinations 2019 Acquisition Acquisition of Nexeo Solutions On February 28, 2019, the Company completed an acquisition of 100% of the equity interest of Nexeo Solutions, Inc. (“Nexeo”), a leading global chemicals and plastics distributor. The acquisition expanded and strengthened Univar Solutions’ presence in North America and provides expanded opportunities to create the largest North American sales force in chemical and ingredients distribution and the broadest product offering. The total purchase price of the acquisition was $1,814.8 million, composed of $1,201.0 million of cash paid (net of cash acquired of $46.8 million) and $613.8 million of newly issued shares of Univar Solutions common stock, which represented approximately 26.4 million shares, based on Univar Solutions’ closing stock price of $23.29 on February 27, 2019. The final 26.4 million shares issued include the cancellation of 1.5 million shares in connection with the appraisal litigation settlement during the second quarter of 2019. As of March 31, 2020, the Company updated the purchase price allocation to reflect final deferred income tax adjustments, resulting in a $7.0 million increase to goodwill. The accounting for this acquisition was complete as of March 31, 2020. The final purchase price allocation is shown below: (in millions) As of December 31, 2019 Measurement Period Adjustments Final Trade accounts receivable, net $ 296.3 $ — $ 296.3 Inventories 150.2 — 150.2 Prepaid expenses and other current assets 65.4 (1.2) 64.2 Assets held for sale 888.2 — 888.2 Property, plant and equipment, net 262.3 — 262.3 Goodwill 555.7 7.0 562.7 Intangible assets, net 138.7 — 138.7 Other assets 37.4 (0.4) 37.0 Trade accounts payable (137.7) — (137.7) Other accrued expenses (145.8) 1.3 (144.5) Liabilities held for sale (221.5) — (221.5) Deferred tax liabilities (4.2) (6.7) (10.9) Other long-term liabilities (70.2) — (70.2) Purchase consideration, net of cash $ 1,814.8 $ — $ 1,814.8 Assets and liabilities held for sale are related to the Nexeo plastics distribution business (“Nexeo Plastics”). Nexeo Plastics was not aligned with the Company’s strategic objectives and, on March 29, 2019, the business was sold for total net proceeds of $664.3 million. Refer to “Note 4: Discontinued operations and dispositions” for further information. The Company recorded $562.7 million of goodwill, consisting of $547.1 million in the USA segment, $3.8 million in Canada and $11.8 million in LATAM. The goodwill is primarily attributable to expected synergies from combining operations. The Company expects approximately $76.0 million of goodwill to be deductible for income tax purposes. |
Discontinued operations
Discontinued operations | 6 Months Ended |
Jun. 30, 2020 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued operations and dispositions | 4. Discontinued operations and dispositions Discontinued operations On March 29, 2019, the Company completed the sale of Nexeo Plastics to an affiliate of One Rock Capital Partners, LLC (“Buyer”) for total proceeds of $664.3 million (net of cash disposed of $2.4 million), including $26.7 million for a working capital adjustment. The Nexeo purchase price allocation is inclusive of these working capital adjustments. Refer to “Note 3: Business combinations” for more information. In connection with the transaction, the Company entered into a Transition Services Agreement (TSA), a Warehouse Service Agreement (WSA) and Real Property Agreements with the Buyer which are designed to ensure and facilitate an orderly transfer of business operations and will terminate at various times, between six The following table summarizes the operating results of Nexeo Plastics for the three and six months ended June 30, 2019, as presented in “Net (loss) income from discontinued operations” on the condensed consolidated statements of operations. (in millions) Three months ended June 30, 2019 Six months ended June 30, 2019 External sales $ — $ 156.9 Cost of goods sold (exclusive of depreciation) — 136.7 Outbound freight and handling — 3.5 Warehousing, selling and administrative — 7.9 Other expenses — 1.4 Income from discontinued operations before income taxes $ — $ 7.4 Income tax expense from discontinued operations (1) 0.7 2.0 Net (loss) income from discontinued operations $ (0.7) $ 5.4 (1) The provision for income taxes for the three months ended June 30, 2019 includes an adjustment to the tax expense related to the one month operations reported as of March 31, 2019. There were no significant non-cash operating activities from the Company’s discontinued operations related to Nexeo Plastics. Dispositions On December 31, 2019, the Company completed the sale of the Environmental Sciences business to affiliates of AEA Investors LP for total cash proceeds of $174.0 million (net of cash disposed of $0.7 million and $5.9 million of transaction expenses) plus a $5.0 million ($2.4 million present value) subordinated note receivable (the “Transaction”) and recorded a pre-tax gain on sale of $41.4 million. In the first quarter of 2020, we recorded a net working capital adjustment of $8.2 million, reducing the proceeds and the gain on sale recorded in the fourth quarter of 2019. The sale of the business did not meet the criteria to be classified as a discontinued operation in the Company’s financial statements because the disposition did not represent a strategic shift, that has, or will have, a major effect on the Company's operations and financial results. The following summarizes the income before income taxes attributable to the Environmental Sciences business: (in millions) Three months ended June 30, 2019 Six months ended June 30, 2019 Income before income taxes $ 12.5 $ 14.7 |
Revenue
Revenue | 6 Months Ended |
Jun. 30, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | 5. Revenue The Company disaggregates revenues from contracts with customers by both geographic reportable segments and revenue contract types. Geographic reportable segmentation is pertinent to understanding Univar Solutions’ revenues, as it aligns to how the Company reviews the financial performance of its operations. Revenue contract types are differentiated by the type of good or service Univar Solutions offers customers, since the contractual terms necessary for revenue recognition are unique to each of the identified revenue contract types. The following tables disaggregate external customer net sales by major stream: USA EMEA Canada LATAM Consolidated (in millions) Three months ended June 30, 2020 Chemical Distribution $ 1,097.1 $ 409.3 $ 172.0 $ 96.8 $ 1,775.2 Crop Sciences — — 147.4 — 147.4 Services 72.3 0.3 12.1 1.9 86.6 Total external customer net sales $ 1,169.4 $ 409.6 $ 331.5 $ 98.7 $ 2,009.2 USA EMEA Canada LATAM Consolidated (in millions) Three months ended June 30, 2019 Chemical Distribution $ 1,515.6 $ 457.5 $ 225.1 $ 114.6 $ 2,312.8 Crop Sciences — — 167.1 — 167.1 Services 89.7 0.4 12.6 2.0 104.7 Total external customer net sales $ 1,605.3 $ 457.9 $ 404.8 $ 116.6 $ 2,584.6 USA EMEA Canada LATAM Consolidated (in millions) Six months ended June 30, 2020 Chemical Distribution $ 2,367.6 $ 869.2 $ 380.3 $ 202.1 $ 3,819.2 Crop Sciences — — 211.8 — 211.8 Services 159.3 0.7 25.2 4.2 189.4 Total external customer net sales $ 2,526.9 $ 869.9 $ 617.3 $ 206.3 $ 4,220.4 USA EMEA Canada LATAM Consolidated (in millions) Six months ended June 30, 2019 Chemical Distribution $ 2,763.1 $ 940.9 $ 436.8 $ 207.2 $ 4,348.0 Crop Sciences — — 217.6 — 217.6 Services 149.4 0.7 24.2 4.7 179.0 Total external customer net sales $ 2,912.5 $ 941.6 $ 678.6 $ 211.9 $ 4,744.6 Deferred revenue Deferred revenues are recognized as a contract liability when customers provide Univar Solutions with consideration prior to the Company satisfying a performance obligation and are recognized in revenue when the performance obligations are met. Deferred revenues relate to revenues that are expected to be recognized within one year and are recorded within the other accrued expenses line items of the condensed consolidated balance sheets. Deferred revenues as of June 30, 2020 and December 31, 2019 were $7.9 million and $65.5 million, respectively. |
Other operating expenses, net
Other operating expenses, net | 6 Months Ended |
Jun. 30, 2020 | |
Other Income and Expenses [Abstract] | |
Other operating expenses, net | 6. Other operating expenses, net Other operating expenses, net consisted of the following: Three months ended Six months ended (in millions) 2020 2019 2020 2019 Acquisition and integration related expenses $ 14.3 $ 32.6 $ 31.8 $ 109.7 Stock-based compensation expense 2.6 11.3 8.3 17.3 Restructuring charges 6.3 0.5 8.8 0.6 Other employee severance costs 2.8 6.2 8.3 19.1 Other facility closure costs 0.1 — 2.0 — Saccharin legal settlement — — — 62.5 Fair value adjustment for warrants 18.8 1.8 (7.5) (2.6) (Gain) loss on sale of property, plant and equipment (2.2) 1.4 (7.5) 1.5 Other 0.9 10.0 3.5 20.5 Total other operating expenses, net $ 43.6 $ 63.8 $ 47.7 $ 228.6 |
Restructuring charges
Restructuring charges | 6 Months Ended |
Jun. 30, 2020 | |
Restructuring and Related Activities [Abstract] | |
Restructuring charges | 7. Restructuring charges Restructuring charges relate to the implementation of several regional strategic initiatives aimed at streamlining the Company’s cost structure and improving its operations. These actions primarily resulted in workforce reductions and other facility rationalization costs. Restructuring charges are recorded in other operating expenses, net in the condensed consolidated statement of operations. 2020 Restructuring During the first quarter of 2020, management approved a plan to implement a new structure designed to streamline and accelerate the opportunities between Canada and USA operations with the reporting structure in Canada condensed and realigned to report under the leadership in the USA for commercial, operations, human resources and finance. This change did not impact the Company's reportable segments. All restructuring actions under this program were complete as of June 30, 2020, except for final cash payments that will be made in the future. During the second quarter of 2020, the Company initiated workforce reductions spanning across many job functions and locations in the USA and Other in order to align the Company's workforce with its anticipated business needs. The actions associated with this program are expected to be completed by the end of 2020. As a result of both of these plans, we recorded the following charges: (in millions) Three months ended June 30, 2020 Six months ended June 30, 2020 Anticipated total costs USA: Employee termination costs $ 4.7 $ 4.7 $ 5.9 Canada: Employee termination costs $ 0.8 $ 3.1 $ 3.1 Other: Employee termination costs $ 0.8 $ 0.8 $ 0.8 Total $ 6.3 $ 8.6 $ 9.8 2018 Restructuring During 2018, management approved a plan to consolidate departments. The actions associated with this program were substantially complete as of March 31, 2020, although cash payments will be made into the future. The following table presents a summary of the financial impacts of that plan: (in millions) Three months ended March 31, 2020 Cumulative costs Anticipated total costs USA: Employee termination costs $ 0.1 $ 5.6 $ 5.6 Other exit costs — 0.1 0.1 Total $ 0.1 $ 5.7 $ 5.7 Other: Employee termination costs $ 0.1 $ 1.3 $ 1.3 Total: Employee termination costs $ 0.2 $ 6.9 $ 6.9 Other exit costs — 0.1 0.1 Total $ 0.2 $ 7.0 $ 7.0 The following table summarizes activity related to accrued liabilities associated with restructuring: (in millions) January 1, 2020 Charge to Cash June 30, 2020 Employee termination costs $ 3.7 $ 8.8 $ (6.9) $ 5.6 Facility exit costs 1.9 — (0.6) 1.3 Other exit costs 0.2 — — 0.2 Total $ 5.8 $ 8.8 $ (7.5) $ 7.1 (in millions) January 1, 2019 Charge to Cash December 31, 2019 Employee termination costs $ 4.2 $ 2.5 $ (3.0) $ 3.7 Facility exit costs 5.0 0.1 (3.2) 1.9 Other exit costs 0.2 — — 0.2 Total $ 9.4 $ 2.6 $ (6.2) $ 5.8 Restructuring liabilities of $6.6 million and $5.3 million were classified as current in other accrued expenses in the condensed consolidated balance sheets as of June 30, 2020 and December 31, 2019, respectively. The long-term portion of restructuring liabilities of $0.5 million were recorded in other long-term liabilities in the condensed consolidated balance sheets as of June 30, 2020 and December 31, 2019, and primarily consists of facility exit costs that are expected to be paid within the next five years. |
Other expense, net
Other expense, net | 6 Months Ended |
Jun. 30, 2020 | |
Other Income and Expenses [Abstract] | |
Other expense, net | 8. Other expense, net Other expense, net consisted of the following: Three months ended Six months ended (in millions) 2020 2019 2020 2019 Foreign currency transactions $ (5.6) $ (2.1) $ (6.4) $ (2.8) Foreign currency denominated loans revaluation (0.4) (4.7) (0.2) 0.5 Undesignated foreign currency derivative instruments (1) 2.1 4.3 0.1 (5.6) Undesignated swap contracts (1) (1.2) (3.0) (6.0) (2.8) Non-operating retirement benefits (2) 2.1 0.6 4.3 1.2 Debt refinancing costs — — (0.1) — Other (0.9) (0.7) (1.5) (2.2) Total other expense, net $ (3.9) $ (5.6) $ (9.8) $ (11.7) (1) Refer to “Note 16: Derivatives” for more information. (2) Refer to “Note 9: Employee benefit plans” for more information. |
Employee benefit plans
Employee benefit plans | 6 Months Ended |
Jun. 30, 2020 | |
Postemployment Benefits [Abstract] | |
Employee benefit plans | 9. Employee benefit plans The following table summarizes the components of net periodic (benefit) cost recognized in the condensed consolidated statements of operations: Domestic - Defined Benefit Pension Plans Foreign - Defined Benefit Pension Plans Three months ended Six months ended Three months ended Six months ended (in millions) 2020 2019 2020 2019 2020 2019 2020 2019 Service cost (1) $ — $ — $ — $ — $ 0.4 $ 0.6 $ 0.9 $ 1.2 Interest cost (2) 5.8 6.8 11.6 13.6 3.0 3.9 6.1 7.8 Expected return on plan assets (2) (7.2) (6.3) (14.3) (12.6) (3.8) (5.1) (7.8) (10.1) Prior service cost (2) — — — — 0.1 0.1 0.1 0.1 Net periodic (benefit) cost $ (1.4) $ 0.5 $ (2.7) $ 1.0 $ (0.3) $ (0.5) $ (0.7) $ (1.0) (1) Service cost is included in warehouse, selling and administrative expenses. |
Income taxes
Income taxes | 6 Months Ended |
Jun. 30, 2020 | |
Income Tax Disclosure [Abstract] | |
Income taxes | 10. Income taxes The income tax expense (benefit) and effective income tax rate for the three and six months ended June 30, 2020 and 2019 were as follows: Three months ended June 30, Six months ended June 30, (dollars in millions) 2020 2019 2020 2019 Income tax expense (benefit) $ 11.6 $ 18.5 $ 11.3 $ (4.8) Effective income tax rate 86.6 % 52.1 % 16.4 % 8.3 % Discrete tax benefits of $4.6 million and $13.5 million are included in the $11.6 million and $11.3 million income tax expense for the three and six months ended June 30, 2020, primarily attributable to the impairment of unrealizable assets and benefits from provisions under the Coronavirus Aid, Relief and Economic Security Act (“CARES Act”), which was enacted on March 27, 2020. The Company’s effective income tax rate without discrete items was 32.1%, higher than the US federal statutory rate of 21.0%, primarily due to the impact of the higher tax rates in foreign jurisdictions, non-deductible expenses and US state income taxes. Discrete tax benefits of $3.8 million and $14.0 million are included in the $18.5 million income tax expense and $4.8 million income tax benefit for the three and six months ended June 30, 2019, substantially attributable to the indirect effects of the Nexeo Plastics sale. The Company’s effective income tax rate without discrete items was 52.3%, higher than the US federal statutory rate of 21.0%, primarily due to the impact of non-deductible Nexeo related acquisition and integration |
Earnings per share
Earnings per share | 6 Months Ended |
Jun. 30, 2020 | |
Earnings Per Share [Abstract] | |
Earnings per share | 11. Earnings per share The following table presents the basic and diluted earnings per share computations: Three months ended June 30, Six months ended June 30, (in millions, except per share data) 2020 2019 2020 2019 Numerator: Net income (loss) from continuing operations $ 1.8 $ 17.0 $ 57.7 $ (53.0) Net (loss) income from discontinued operations — (0.7) — 5.4 Net income (loss) $ 1.8 $ 16.3 $ 57.7 $ (47.6) Denominator: Weighted average common shares outstanding – basic 168.9 169.8 168.8 159.5 Effect of dilutive securities: stock compensation plans 0.7 0.9 0.8 — Weighted average common shares outstanding – diluted 169.6 170.7 169.6 159.5 Basic: Basic income (loss) per common share from continuing operations $ 0.01 $ 0.10 $ 0.34 $ (0.33) Basic income per common share from discontinued operations — — — 0.03 Basic income (loss) per common share (1) $ 0.01 $ 0.10 $ 0.34 $ (0.30) Diluted: Diluted income (loss) per common share from continuing operations $ 0.01 $ 0.10 $ 0.34 $ (0.33) Diluted income per common share from discontinued operations — — — 0.03 Diluted income (loss) per common share (1) $ 0.01 $ 0.10 $ 0.34 $ (0.30) (1) As a result of changes in the number of shares outstanding during the year and rounding, the sum of the quarter's earnings per share may not equal the earnings per share for any year-to-date period. The shares that were not included in the computation of diluted earnings per share for those periods because their inclusion would be anti-dilutive were as follows: Three months ended June 30, Six months ended June 30, (in millions, common shares) 2020 2019 2020 2019 Stock options 4.7 2.9 4.4 3.0 Restricted stock 0.5 — 0.4 0.8 Warrants 7.6 7.6 7.6 5.1 |
Accumulated other comprehensive
Accumulated other comprehensive loss | 6 Months Ended |
Jun. 30, 2020 | |
Equity [Abstract] | |
Accumulated other comprehensive loss | 12. Accumulated other comprehensive loss The following tables present the changes in accumulated other comprehensive loss by component, net of tax: (in millions) Cash flow hedges Defined Currency Total Balance as of December 31, 2019 $ (15.4) $ (1.0) $ (362.9) $ (379.3) Other comprehensive loss before reclassifications (22.2) — (74.4) (96.6) Amounts reclassified from accumulated other comprehensive loss 0.8 0.1 — 0.9 Net current period other comprehensive (loss) income $ (21.4) $ 0.1 $ (74.4) $ (95.7) Balance as of June 30, 2020 $ (36.8) $ (0.9) $ (437.3) $ (475.0) Balance as of April 1, 2020 $ (31.5) $ (1.0) $ (457.0) $ (489.5) Other comprehensive (loss) income before reclassifications (11.1) — 19.7 8.6 Amounts reclassified from accumulated other comprehensive loss 5.8 0.1 — 5.9 Net current period other comprehensive (loss) income $ (5.3) $ 0.1 $ 19.7 $ 14.5 Balance as of June 30, 2020 $ (36.8) $ (0.9) $ (437.3) $ (475.0) Balance as of December 31, 2018 $ 8.9 $ (1.1) $ (381.0) $ (373.2) Impact due to adoption of ASU 2018-02 (1) 1.5 — (4.7) (3.2) Other comprehensive (loss) income before reclassifications (18.6) — 19.8 1.2 Amounts reclassified from accumulated other comprehensive loss (5.6) 0.1 — (5.5) Net current period other comprehensive (loss) income $ (22.7) $ 0.1 $ 15.1 $ (7.5) Balance as of June 30, 2019 $ (13.8) $ (1.0) $ (365.9) $ (380.7) Balance as of Balance as of April 1, 2019 $ 2.1 $ (1.1) $ (377.5) $ (376.5) Other comprehensive (loss) income before reclassifications (13.1) — 11.6 (1.5) Amounts reclassified from accumulated other comprehensive loss (2.8) 0.1 — (2.7) Net current period other comprehensive (loss) income $ (15.9) $ 0.1 $ 11.6 $ (4.2) Balance as of June 30, 2019 $ (13.8) $ (1.0) $ (365.9) $ (380.7) (1) Adjusted due to the adoption of ASU 2018-02 The following is a summary of the amounts reclassified from accumulated other comprehensive loss to net income (loss): Statement of Operations Classification Three months ended June 30, Six months ended (in millions) 2020 (1) 2019 (1) 2020 (1) 2019 (1) Amortization of defined benefit pension items: Prior service cost Other expense, net $ 0.1 $ 0.1 $ 0.1 $ 0.1 Tax expense Income tax expense (benefit) — — — — Net of tax $ 0.1 $ 0.1 $ 0.1 $ 0.1 Cash flow hedges: Interest rate swap contracts Interest expense $ 2.2 $ (3.7) $ 3.1 $ (7.5) Cross-currency swap contracts Interest expense and other expense, net 6.1 — (2.0) — Tax expense Income tax expense (benefit) (2.5) 0.9 (0.3) 1.9 Net of tax $ 5.8 $ (2.8) $ 0.8 $ (5.6) Total reclassifications for the period, net of tax $ 5.9 $ (2.7) $ 0.9 $ (5.5) (1) Amounts in parentheses indicate credits to net income (loss) in the condensed consolidated statement of operations. |
Debt
Debt | 6 Months Ended |
Jun. 30, 2020 | |
Debt Disclosure [Abstract] | |
Debt | 13. Debt Short-term financing Short-term financing consisted of the following: (in millions) June 30, 2020 December 31, 2019 Amounts drawn under credit facilities $ — $ 0.5 Bank overdrafts 0.9 0.2 Total short-term financing $ 0.9 $ 0.7 As of June 30, 2020 and December 31, 2019, the Company had $162.2 million and $158.5 million in outstanding letters of credit, respectively. Long-term debt Long-term debt consisted of the following: (in millions) June 30, 2020 December 31, 2019 Senior Term Loan Facilities: Term B-3 Loan due 2024, variable interest rate of 2.43% and 4.05% at June 30, 2020 and December 31, 2019, respectively $ 1,264.1 $ 1,438.0 Term B-5 Loan due 2026, variable interest rate of 2.18% and 3.80% at June 30, 2020 and December 31, 2019, respectively 398.0 400.0 Asset Backed Loan (ABL) Facilities: North American ABL Facility due 2024, variable interest rate of 1.67% and 5.25% at June 30, 2020 and December 31, 2019, respectively 529.5 200.0 Canadian ABL Term Loan due 2022, variable interest rate of 2.77% and 4.31% at June 30, 2020 and December 31, 2019, respectively 125.2 130.9 Euro ABL Facility due 2023, variable interest rate of 1.75% at June 30, 2020 56.2 — Senior Unsecured Notes: Senior Unsecured Notes due 2027, fixed interest rate of 5.13% at June 30, 2020 and December 31, 2019 500.0 500.0 Finance lease obligations 78.5 71.2 Total long-term debt before discount $ 2,951.5 $ 2,740.1 Less: unamortized debt issuance costs and discount on debt (22.4) (26.3) Total long-term debt $ 2,929.1 $ 2,713.8 Less: current maturities (27.0) (25.0) Total long-term debt, excluding current maturities $ 2,902.1 $ 2,688.8 The weighted average interest rate on long-term debt was 3.52% and 4.25% as of June 30, 2020 and December 31, 2019, respectively. On January 7, 2020, using the proceeds from the sale of the Environmental Sciences business, the Company repaid $174.0 million of the Term B-3 Loan due 2024. As a result of the prepayment, the Company recognized a loss on extinguishment of debt of $1.8 million during the three months ended March 31, 2020. Other Information June 30, 2020 December 31, 2019 (in millions) Carrying amount Fair value Carrying amount Fair value Fair value of debt $ 2,929.1 $ 2,898.1 $ 2,713.8 $ 2,770.7 The fair values of debt were based on current market quotes for similar borrowings and credit risk adjusted for liquidity, margins and amortization, as necessary and are classified as level 2 in the fair value hierarchy. |
Supplemental balance sheet info
Supplemental balance sheet information | 6 Months Ended |
Jun. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Supplemental balance sheet information | 14. Supplemental balance sheet information Allowance for doubtful accounts The allowance for doubtful accounts reflects the Company's current estimate of credit losses expected to be incurred over the life of the trade accounts receivables. Collectability of the trade accounts receivable balance is assessed on an ongoing basis and determined based on the delinquency of customer accounts, the financial condition of individual customers, past collections experience and future economic expectations. The change in the allowance for doubtful accounts is as follows: (in millions) Balance, January 1, 2020 $ 12.9 Provision for credit losses 9.4 Write-offs (1.3) Recoveries 0.3 Foreign exchange (0.7) Balance, June 30, 2020 $ 20.6 Property, plant and equipment, net (in millions) June 30, 2020 December 31, 2019 Property, plant and equipment, at cost $ 2,196.5 $ 2,190.3 Less: accumulated depreciation (1,095.0) (1,037.9) Property, plant and equipment, net $ 1,101.5 $ 1,152.4 Goodwill The following is a summary of the activity in goodwill by segment. (in millions) USA EMEA Canada LATAM Total Balance, January 1, 2020 $ 1,802.3 $ 8.4 $ 441.1 $ 29.0 $ 2,280.8 Purchase price adjustments 7.0 — — — 7.0 Other adjustments — — — (0.5) (0.5) Foreign exchange — (0.6) (19.0) (4.5) (24.1) Balance, June 30, 2020 $ 1,809.3 $ 7.8 $ 422.1 $ 24.0 $ 2,263.2 Intangible assets, net June 30, 2020 December 31, 2019 (in millions) Gross Accumulated Net Gross Accumulated Net Customer relationships $ 947.7 $ (678.7) $ 269.0 $ 986.4 $ (680.8) $ 305.6 Other 174.0 (167.0) 7.0 182.0 (167.4) 14.6 Total intangible assets $ 1,121.7 $ (845.7) $ 276.0 $ 1,168.4 $ (848.2) $ 320.2 Other intangible assets consist of intellectual property (mostly trademarks and trade names), producer relationships and contracts, non-compete agreements and exclusive distribution rights. The estimated annual amortization expense in each of the next five years is as follows: (in millions) 2020 $ 60.9 2021 51.1 2022 43.4 2023 39.0 2024 31.3 Other accrued expenses As of June 30, 2020, other accrued expenses that were greater than five percent of total current liabilities consisted of current tax liabilities of $101.3 million, comprised of income, VAT and local indirect taxes payable. As of December 31, 2019, other accrued expenses that were greater than five percent of total current liabilities consisted of current tax liabilities of $87.1 million and customer prepayments and deposits of $81.5 million. Impairment charges There is a more likely than not expectation that certain long-lived asset groups within the USA segment will be sold. The Company determined this to be a triggering event, requiring the assessment of the recoverability of these long-lived asset groups. Testing the asset groups for recoverability involves developing estimates of future cash flows directly associated with, and that are expected to arise as a direct result of, the use and eventual disposition of the assets. Significant estimates include forecasted Adjusted EBITDA, working capital, capital expenditures and discount rates. As the inputs for testing recoverability and determining fair value of the asset groups are largely based on management’s judgments and are not generally observable in active markets, the Company considers such inputs to be Level 3 measurements in the fair value hierarchy. The Company tested the recoverability of its long-lived asset groups and determined the carrying amount of the asset groups exceeded the sum of the expected undiscounted future cash flows. The computation of the impairment charge was based on the difference between carrying value and fair value of the asset groups, as determined by discounted future cash flows. As a result, the Company recorded a non-cash, pretax impairment charge of $15.5 million, consisting of $12.8 million of intangible assets, net and $2.7 million of property, plant and equipment, net within its condensed consolidated statement of operations during the three months ended June 30, 2020. Additionally, the Company has announced the closure of certain production facilities in the USA segment during the second quarter of 2020. The closures resulted in a $1.4 million impairment of property, plant and equipment, net within the condensed consolidated statement of operations during the three months ended June 30, 2020. |
Fair value measurements
Fair value measurements | 6 Months Ended |
Jun. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair value measurements | 15. Fair value measurements The following is a reconciliation of the fair value measurements that use significant unobservable inputs (Level 3): (in millions) Warrant Liability Fair value as of December 31, 2019 $ 33.0 Fair value adjustments (7.5) Fair value as of June 30, 2020 $ 25.5 The assumptions used in the Black-Scholes-Merton valuation model to measure the fair value of the warrants are: Weighted Average Unobservable Inputs Range Amount Method Warrant life N/A 2 years Expected term Expected volatility 27.1% to 59.8% 42.62% Industry peer group Risk-free interest rate N/A 0.16% US Treasury rates |
Derivatives
Derivatives | 6 Months Ended |
Jun. 30, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives | 16. Derivatives 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 cash flow hedges by the Company and the terms of these instruments range from one Interest rate swaps The objective of the designated interest rate swap contracts is to offset the variability of cash flows in LIBOR indexed debt interest payments attributable to changes in the benchmark interest rate related to the Term B-3 Loan and a portion of debt outstanding under the North American ABL Facility. On March 17, 2020, the Company executed $250.0 million of interest rate swap contracts effective June 30, 2020 to replace swaps with maturities on June 30, 2020. The interest rate swap contracts have maturities at various dates through June 2024. Cross currency swap contracts Cross currency swap contracts are used to effectively convert the Term B-5 Loan’s principal amount of floating rate US dollar denominated debt, including interest payments, to fixed-rate Euro denominated debt maturing in November 2024. As of June 30, 2020, approximately 95% of the cross currency swaps are designated as a cash flow hedge. The Company uses both undesignated interest rate swap contracts and cross currency swaps to manage interest rate variability and mitigate foreign exchange exposure. Notional amounts and fair value of derivative instruments The following table presents the notional amounts of the Company’s outstanding derivative instruments by type: (in millions) June 30, 2020 December 31, 2019 Derivatives designated as hedging instruments: Interest rate swap contracts $ 1,050.0 $ 1,050.0 Cross currency swap contracts 381.0 381.0 Derivatives not designated as hedging instruments: Interest rate swap contracts 200.0 200.0 Foreign currency derivatives 124.8 141.4 Cross currency swap contracts 19.0 19.0 The following are the pre-tax effects of derivative instruments on the condensed consolidated statements of operations and comprehensive income for the three and six months ended June 30, 2020 and 2019: Statement of Operations Classification Amount of gain (loss) reclassified from other comprehensive loss into income Amount to be reclassified to Statement of Operations within the next 12 months Three months ended June 30, Six months ended (in millions) 2020 2019 2020 2019 Derivatives in cash flow hedging relationships: Interest rate swap contracts Interest expense $ (2.2) $ 3.7 $ (3.1) $ 7.5 $ (18.8) Cross currency swap contracts Interest expense 0.8 — 2.7 — 1.7 Other expense, net (6.9) — (0.7) — — Refer to “Note 8: Other expense, net” for the gains and losses related to derivatives not designated as hedging instruments. The following table presents the Company’s gross assets and liabilities measured on a recurring basis and classified as level 2 within the fair value hierarchy: Derivative Assets Derivative Liabilities (in millions) Balance Sheet Classification June 30, 2020 December 31, 2019 Balance Sheet Classification June 30, 2020 December 31, 2019 Designated Derivatives: Cross currency swap contracts Prepaid expenses and other current assets $ 1.7 $ 7.2 Other long-term liabilities $ 11.5 $ 12.1 Interest rate swap contracts Prepaid expenses and other current assets — — Other accrued expenses 18.8 6.4 Interest rate swap contracts Other assets — — Other long-term liabilities 27.8 14.0 Total designated derivatives $ 1.7 $ 7.2 $ 58.1 $ 32.5 Undesignated Derivatives: Foreign currency contracts Prepaid expenses and other current assets $ 0.5 $ 0.5 Other accrued expenses $ 0.8 $ 1.0 Cross currency swap contracts Prepaid expenses and other current assets 0.1 0.4 Other long-term liabilities 0.6 0.6 Interest rate swap contracts Prepaid expenses and other current assets — — Other accrued expenses 3.5 1.0 Interest rate swap contracts Other assets — — Other long-term liabilities 4.9 1.9 Total undesignated derivatives $ 0.6 $ 0.9 $ 9.8 $ 4.5 Total derivatives Total assets $ 2.3 $ 8.1 Total liabilities $ 67.9 $ 37.0 The net amounts by legal entity related to forward currency contracts included in prepaid and other current assets were $0.3 million and $0.2 million as of June 30, 2020 and December 31, 2019, respectively. The net amounts related to forward currency contracts included in other accrued expenses were $0.6 million and $0.7 million as of June 30, 2020 and December 31, 2019, 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 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. |
Commitments and contingencies
Commitments and contingencies | 6 Months Ended |
Jun. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and contingencies | 17. 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 condensed 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 present or future claims or litigation or the potential for future claims or litigation and adverse developments could negatively impact earnings or cash flows in a particular future period. 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 Solutions USA Inc.’s (“Univar”) 1986 purchase of McKesson Chemical Company from McKesson Corporation (“McKesson”). Once certain conditions have been met, Univar will have the ability to pursue insurance coverage, if any, that may be available under McKesson's historical insurance coverage to offset the impact of any fees, settlements, or judgments that Univar is obligated to pay because of its obligation to defend and indemnify McKesson. As of June 30, 2020, there were approximately 165 asbestos-related cases for which Univar has the obligation to defend and indemnify; however, this number tends to fluctuate up and down over time. Historically, the vast majority of these asbestos cases have been dismissed without payment or with a nominal 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. 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”) and from time to time becomes aware of compliance matters regarding possible or alleged violations of these laws or regulations. For example, over the years, the Company has been identified as a “potentially responsible party” (“PRP”) under the Comprehensive Environmental Response, Compensation and Liability Act and/or similar state laws that impose liability for costs relating to environmental remediation work at various sites. As a PRP, the Company may be required to pay a share of the costs of investigation and cleanup of certain sites. The Company is currently engaged in environmental remediation work at approximately 129 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. At other sites, the Company, with appropriate state or federal agency oversight and approval, is conducting the environmental remediation work 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 107 current or formerly Company-owned/occupied sites. In addition, the Company may be liable as a PRP for a share of the cleanup of approximately 22 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. 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: (in millions) Environmental liabilities at December 31, 2019 $ 78.7 Revised obligation estimates 11.7 Environmental payments (7.4) Environmental liabilities at June 30, 2020 $ 83.0 (in millions) Balance Sheet Classification June 30, 2020 December 31, 2019 Current environmental liabilities Other accrued expenses $ 26.6 $ 25.0 Long-term environmental liabilities Other long-term liabilities $ 56.4 $ 53.7 Tax Matters During 2017, the Brazilian Federal Supreme Court (the “Court”) ruled that the inclusion of the state VAT tax collected by a taxpayer in the taxpayer’s federal social contribution calculation base is unconstitutional. In 2019, the Court ruled in the Company's favor allowing the recoverability of amounts previously paid, plus interest. As a result, the Company recorded a benefit of $10.9 million in net sales, of which $9.7 million related to prior years, and $4.6 million in interest income in the consolidated statement of operations during the fourth quarter of 2019. During the second quarter of 2020, the Company reduced its benefit from prior year and recorded a charge of $0.4 million in net sales and $0.3 million in interest income in the condensed consolidated statement of operations. |
Leasing
Leasing | 6 Months Ended |
Jun. 30, 2020 | |
Leases [Abstract] | |
Leasing | 18. Leasing The Company leases certain warehouses and distribution centers, office space, transportation equipment, and other machinery and equipment. (in millions) Balance Sheet Classification June 30, 2020 December 31, 2019 Assets Operating lease assets Other assets $ 154.7 $ 157.3 Finance lease assets Property, plant and equipment, net 76.5 69.5 Total lease assets $ 231.2 $ 226.8 Liabilities Current liabilities: Current portion of operating lease liabilities Other accrued expenses $ 46.1 $ 47.4 Current portion of finance lease liabilities Current portion of long-term debt 23.0 20.9 Noncurrent liabilities: Operating lease liabilities Other long-term liabilities 116.4 114.5 Finance lease liabilities Long-term debt 55.5 50.3 Total lease liabilities $ 241.0 $ 233.1 Lease cost (in millions) Three months ended June 30, 2020 Three months ended June 30, 2019 Statement of Operations Classification Operating Leases Finance Leases Total Operating Leases Finance Leases Total Cost of goods sold (exclusive of depreciation) $ 4.4 $ — $ 4.4 $ 4.0 $ — $ 4.0 Outbound freight and handling 1.4 — 1.4 1.9 — 1.9 Warehousing, selling and administrative 8.2 — 8.2 6.5 — 6.5 Depreciation — 5.9 5.9 — 4.8 4.8 Interest expense — 1.0 1.0 — 0.7 0.7 Total gross lease component cost $ 14.0 $ 6.9 $ 20.9 $ 12.4 $ 5.5 $ 17.9 Variable lease costs 0.2 0.7 Short-term lease costs 6.4 9.0 Total gross lease costs $ 27.5 $ 27.6 Sublease income 0.6 0.6 Total net lease cost $ 26.9 $ 27.0 (in millions) Six months ended June 30, 2020 Six months ended June 30, 2019 Statement of Operations Classification Operating Leases Finance Leases Total Operating Leases Finance Leases Total Cost of goods sold (exclusive of depreciation) $ 8.7 $ — $ 8.7 $ 7.7 $ — $ 7.7 Outbound freight and handling 2.7 — 2.7 3.7 — 3.7 Warehousing, selling and administrative 16.3 — 16.3 13.9 — 13.9 Depreciation — 12.1 12.1 — 9.4 9.4 Interest expense — 1.7 1.7 — 1.3 1.3 Total gross lease component cost $ 27.7 $ 13.8 $ 41.5 $ 25.3 $ 10.7 $ 36.0 Variable lease costs 0.4 0.9 Short-term lease costs 13.9 11.6 Total gross lease costs $ 55.8 $ 48.5 Sublease income 1.2 1.6 Total net lease cost $ 54.6 $ 46.9 Maturity of lease liabilities (in millions) Operating Leases Finance Leases Total 2020 $ 26.8 $ 13.3 $ 40.1 2021 43.6 22.8 66.4 2022 34.4 19.3 53.7 2023 23.9 10.0 33.9 2024 15.6 7.0 22.6 2025 and After 38.5 11.5 50.0 Total lease payments $ 182.8 $ 83.9 $ 266.7 Less: interest 20.3 7.6 Present value of lease liabilities, excluding guaranteed residual values $ 162.5 $ 76.3 Plus: present value of guaranteed residual values — 2.2 Present value of lease liabilities $ 162.5 $ 78.5 Lease term and discount rate June 30, 2020 December 31, 2019 Weighted-average remaining lease term (years) Operating leases 5.4 5.0 Finance leases 4.4 4.0 Weighted-average discount rate Operating leases 4.81 % 4.95 % Finance leases 4.07 % 4.33 % Other information Six months ended June 30, (in millions) 2020 2019 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 27.3 $ 28.9 Operating cash flows from finance leases 1.6 1.3 Financing cash flows from finance leases 12.1 9.6 |
Segments
Segments | 6 Months Ended |
Jun. 30, 2020 | |
Segment Reporting [Abstract] | |
Segments | 19. Segments Management monitors the operating results of its reportable 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 (loss), plus the sum of: net loss (income) from discontinued operations, interest expense, net of interest income; income tax expense (benefit); depreciation; amortization; impairment charges; loss on extinguishment of debt; other operating expenses, net (see “Note 6: Other operating expenses, net”); and other expense, net (see “Note 8: Other expense, net”). For 2020, Adjusted EBITDA also includes an adjustment to remove a Brazil VAT charge (see “Note 17: Commitments and contingencies” for more information). Transfer prices between reportable 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 reportable segments. Allocable operating expenses are identified through a review process by management. These costs are allocated to the reportable 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. Financial information for the Company’s reportable segments is as follows: (in millions) USA EMEA Canada LATAM Other/ Eliminations (1) Consolidated Three months ended June 30, 2020 External customers $ 1,169.4 $ 409.6 $ 331.5 $ 98.7 $ — $ 2,009.2 Inter-segment 23.0 0.9 0.7 — (24.6) — Total net sales $ 1,192.4 $ 410.5 $ 332.2 $ 98.7 $ (24.6) $ 2,009.2 Adjusted EBITDA $ 95.2 $ 39.7 $ 25.2 $ 11.0 $ (7.9) $ 163.2 Long-lived assets (2) $ 824.8 $ 176.4 $ 185.8 $ 28.9 $ 40.3 $ 1,256.2 (in millions) USA EMEA Canada LATAM Other/ Eliminations (1) Consolidated Three months ended June 30, 2019 External customers $ 1,605.3 $ 457.9 $ 404.8 $ 116.6 $ — $ 2,584.6 Inter-segment 23.4 1.0 1.7 — (26.1) — Total net sales $ 1,628.7 $ 458.9 $ 406.5 $ 116.6 $ (26.1) $ 2,584.6 Adjusted EBITDA $ 127.6 $ 38.2 $ 33.8 $ 9.4 $ (7.9) $ 201.1 Long-lived assets (2) $ 892.8 $ 185.4 $ 188.5 $ 34.9 $ 29.3 $ 1,330.9 (in millions) USA EMEA Canada LATAM Other/ Eliminations (1) Consolidated Six months ended June 30, 2020 External customers $ 2,526.9 $ 869.9 $ 617.3 $ 206.3 $ — $ 4,220.4 Inter-segment 48.7 1.7 1.5 — (51.9) — Total net sales $ 2,575.6 $ 871.6 $ 618.8 $ 206.3 $ (51.9) $ 4,220.4 Adjusted EBITDA $ 191.8 $ 80.0 $ 52.5 $ 19.3 $ (18.8) $ 324.8 Long-lived assets (2) $ 824.8 $ 176.4 $ 185.8 $ 28.9 $ 40.3 $ 1,256.2 (in millions) USA EMEA Canada LATAM Other/ Eliminations (1) Consolidated Six months ended June 30, 2019 External customers $ 2,912.5 $ 941.6 $ 678.6 $ 211.9 $ — $ 4,744.6 Inter-segment 48.3 2.0 2.8 — (53.1) — Total net sales $ 2,960.8 $ 943.6 $ 681.4 $ 211.9 $ (53.1) $ 4,744.6 Adjusted EBITDA $ 224.7 $ 80.3 $ 55.5 $ 15.1 $ (14.4) $ 361.2 Long-lived assets (2) $ 892.8 $ 185.4 $ 188.5 $ 34.9 $ 29.3 $ 1,330.9 (1) Other/Eliminations represents the elimination of intersegment 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. (2) Long-lived assets consist of property, plant and equipment, net and operating lease assets. The following is a reconciliation of net income (loss) to Adjusted EBITDA for the three and six months ended June 30, 2020 and 2019: Three months ended June 30, Six months ended June 30, (in millions) 2020 2019 2020 2019 Net income (loss) $ 1.8 $ 16.3 $ 57.7 $ (47.6) Net loss (income) from discontinued operations — 0.7 — (5.4) Depreciation 40.4 39.7 82.1 72.9 Amortization 14.8 18.6 30.6 33.0 Interest expense, net 29.9 37.9 58.0 72.1 Income tax expense (benefit) 11.6 18.5 11.3 (4.8) Other operating expenses, net 43.6 63.8 47.7 228.6 Other expense, net 3.9 5.6 9.8 11.7 Impairment charges 16.9 — 16.9 — Loss on sale of business — — 8.6 — Loss on extinguishment of debt — — 1.8 0.7 Brazil VAT charge 0.3 — 0.3 — Adjusted EBITDA $ 163.2 $ 201.1 $ 324.8 $ 361.2 |
Subsequent events
Subsequent events | 6 Months Ended |
Jun. 30, 2020 | |
Subsequent Events [Abstract] | |
Subsequent events | 20. Subsequent events On August 3, 2020, the Company entered into an agreement to sell a subsidiary that owns assets within the USA segment related to industrial services. The Company expects to recognize a pre-tax loss upon the sale of approximately $15.1 million within the condensed consolidated statements of operations upon closing. The completion of the sale is subject to customary closing conditions and is expected to close in the third quarter of 2020. |
Significant accounting polici_2
Significant accounting policies (Policies) | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Basis of presentation | 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. 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 income, 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. The accompanying condensed consolidated financial statements of Univar Solutions includes the combined results of all directly and indirectly controlled companies, which have been adjusted to account for the elimination of intercompany balances and transactions. On our condensed consolidated statements of cash flows for the six months ended June 30, 2019, the amounts included in “net proceeds under revolving credit facilities,” which were previously included in “proceeds from issuance of long-term debt,” are now presented separately to conform to the current year presentation. |
Recently issued and adopted accounting pronouncements and Accounting pronouncements issued but not yet adopted | Recently adopted accounting pronouncements On January 1, 2020, the Company adopted ASU 2016-13 “Financial Instruments - Credit Losses” (Topic 326), which requires the measurement and recognition of expected credit losses for financial assets held at amortized cost. The transition to the new methodology did not have a significant financial impact and the Company did not recognize a cumulative-effect adjustment to the opening balance of accumulated deficit. On January 1, 2020, the Company adopted ASU 2018-13 “Fair Value Measurement” (Topic 820), which modifies the disclosure requirements for fair value measurements by removing, modifying and adding certain disclosures. On January 1, 2020, the Company adopted ASU 2018-15 “Intangibles - Goodwill and Other - Internal-Use Software” (Subtopic 350-40), which aligns the requirements for capitalizing implementation costs incurred in a service contract hosting arrangement with those for capitalizing implementation costs incurred to develop or obtain internal-use software. The Company adopted this guidance on a prospective basis. Accounting pronouncements issued and not yet adopted In August 2018, the FASB issued ASU 2018-14 “Compensation - Retirement Benefits - Defined Benefit Plans - General” (Subtopic 715-20), which amends the disclosure requirements related to defined benefit pension and other postretirement plans. The Company will adopt this guidance effective January 1, 2021 and is currently determining the impacts that will be reflected in financial statement disclosures. In December 2019, the FASB issued ASU 2019-12 “Income Taxes” (Topic 740) – “Simplifying the Accounting for Income Taxes.” The Company will adopt this guidance effective January 1, 2021 and is currently determining the impacts of the guidance on our consolidated financial statements. In March 2020, the FASB issued ASU 2020-04 “Reference Rate Reform” (Topic 848) – “Facilitation of the Effects of Reference Rate Reform on Financial Reporting,” which provides optional expedients and exceptions for applying US GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform from currently referenced rates, such as LIBOR, to alternative rates. The ASU is effective beginning March 12, 2020 and the Company may elect to apply the amendments prospectively through December 31, 2022. The Company is currently determining the impacts of the guidance on our consolidated financial statements. |
Business combinations (Tables)
Business combinations (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Business Combinations [Abstract] | |
Preliminary Purchase Price Acquisition | The final purchase price allocation is shown below: (in millions) As of December 31, 2019 Measurement Period Adjustments Final Trade accounts receivable, net $ 296.3 $ — $ 296.3 Inventories 150.2 — 150.2 Prepaid expenses and other current assets 65.4 (1.2) 64.2 Assets held for sale 888.2 — 888.2 Property, plant and equipment, net 262.3 — 262.3 Goodwill 555.7 7.0 562.7 Intangible assets, net 138.7 — 138.7 Other assets 37.4 (0.4) 37.0 Trade accounts payable (137.7) — (137.7) Other accrued expenses (145.8) 1.3 (144.5) Liabilities held for sale (221.5) — (221.5) Deferred tax liabilities (4.2) (6.7) (10.9) Other long-term liabilities (70.2) — (70.2) Purchase consideration, net of cash $ 1,814.8 $ — $ 1,814.8 |
Discontinued operations and dis
Discontinued operations and dispositions (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Operating results of discontinued operations | The following table summarizes the operating results of Nexeo Plastics for the three and six months ended June 30, 2019, as presented in “Net (loss) income from discontinued operations” on the condensed consolidated statements of operations. (in millions) Three months ended June 30, 2019 Six months ended June 30, 2019 External sales $ — $ 156.9 Cost of goods sold (exclusive of depreciation) — 136.7 Outbound freight and handling — 3.5 Warehousing, selling and administrative — 7.9 Other expenses — 1.4 Income from discontinued operations before income taxes $ — $ 7.4 Income tax expense from discontinued operations (1) 0.7 2.0 Net (loss) income from discontinued operations $ (0.7) $ 5.4 (1) The provision for income taxes for the three months ended June 30, 2019 includes an adjustment to the tax expense related to the one month operations reported as of March 31, 2019. |
Income before income taxes attributable to disposed of Environmental Sciences business (Details) | The following summarizes the income before income taxes attributable to the Environmental Sciences business: (in millions) Three months ended June 30, 2019 Six months ended June 30, 2019 Income before income taxes $ 12.5 $ 14.7 |
Revenue (Tables)
Revenue (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregation of Revenue | The following tables disaggregate external customer net sales by major stream: USA EMEA Canada LATAM Consolidated (in millions) Three months ended June 30, 2020 Chemical Distribution $ 1,097.1 $ 409.3 $ 172.0 $ 96.8 $ 1,775.2 Crop Sciences — — 147.4 — 147.4 Services 72.3 0.3 12.1 1.9 86.6 Total external customer net sales $ 1,169.4 $ 409.6 $ 331.5 $ 98.7 $ 2,009.2 USA EMEA Canada LATAM Consolidated (in millions) Three months ended June 30, 2019 Chemical Distribution $ 1,515.6 $ 457.5 $ 225.1 $ 114.6 $ 2,312.8 Crop Sciences — — 167.1 — 167.1 Services 89.7 0.4 12.6 2.0 104.7 Total external customer net sales $ 1,605.3 $ 457.9 $ 404.8 $ 116.6 $ 2,584.6 USA EMEA Canada LATAM Consolidated (in millions) Six months ended June 30, 2020 Chemical Distribution $ 2,367.6 $ 869.2 $ 380.3 $ 202.1 $ 3,819.2 Crop Sciences — — 211.8 — 211.8 Services 159.3 0.7 25.2 4.2 189.4 Total external customer net sales $ 2,526.9 $ 869.9 $ 617.3 $ 206.3 $ 4,220.4 USA EMEA Canada LATAM Consolidated (in millions) Six months ended June 30, 2019 Chemical Distribution $ 2,763.1 $ 940.9 $ 436.8 $ 207.2 $ 4,348.0 Crop Sciences — — 217.6 — 217.6 Services 149.4 0.7 24.2 4.7 179.0 Total external customer net sales $ 2,912.5 $ 941.6 $ 678.6 $ 211.9 $ 4,744.6 |
Other operating expenses, net (
Other operating expenses, net (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Other Income and Expenses [Abstract] | |
Schedule of Other Operating Expenses | Other operating expenses, net consisted of the following: Three months ended Six months ended (in millions) 2020 2019 2020 2019 Acquisition and integration related expenses $ 14.3 $ 32.6 $ 31.8 $ 109.7 Stock-based compensation expense 2.6 11.3 8.3 17.3 Restructuring charges 6.3 0.5 8.8 0.6 Other employee severance costs 2.8 6.2 8.3 19.1 Other facility closure costs 0.1 — 2.0 — Saccharin legal settlement — — — 62.5 Fair value adjustment for warrants 18.8 1.8 (7.5) (2.6) (Gain) loss on sale of property, plant and equipment (2.2) 1.4 (7.5) 1.5 Other 0.9 10.0 3.5 20.5 Total other operating expenses, net $ 43.6 $ 63.8 $ 47.7 $ 228.6 |
Restructuring charges (Tables)
Restructuring charges (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Costs | As a result of both of these plans, we recorded the following charges: (in millions) Three months ended June 30, 2020 Six months ended June 30, 2020 Anticipated total costs USA: Employee termination costs $ 4.7 $ 4.7 $ 5.9 Canada: Employee termination costs $ 0.8 $ 3.1 $ 3.1 Other: Employee termination costs $ 0.8 $ 0.8 $ 0.8 Total $ 6.3 $ 8.6 $ 9.8 (in millions) Three months ended March 31, 2020 Cumulative costs Anticipated total costs USA: Employee termination costs $ 0.1 $ 5.6 $ 5.6 Other exit costs — 0.1 0.1 Total $ 0.1 $ 5.7 $ 5.7 Other: Employee termination costs $ 0.1 $ 1.3 $ 1.3 Total: Employee termination costs $ 0.2 $ 6.9 $ 6.9 Other exit costs — 0.1 0.1 Total $ 0.2 $ 7.0 $ 7.0 |
Schedule of Restructuring Reserve | The following table summarizes activity related to accrued liabilities associated with restructuring: (in millions) January 1, 2020 Charge to Cash June 30, 2020 Employee termination costs $ 3.7 $ 8.8 $ (6.9) $ 5.6 Facility exit costs 1.9 — (0.6) 1.3 Other exit costs 0.2 — — 0.2 Total $ 5.8 $ 8.8 $ (7.5) $ 7.1 (in millions) January 1, 2019 Charge to Cash December 31, 2019 Employee termination costs $ 4.2 $ 2.5 $ (3.0) $ 3.7 Facility exit costs 5.0 0.1 (3.2) 1.9 Other exit costs 0.2 — — 0.2 Total $ 9.4 $ 2.6 $ (6.2) $ 5.8 |
Other expense, net (Tables)
Other expense, net (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Other Income and Expenses [Abstract] | |
Schedule of other expense, net | Other expense, net consisted of the following: Three months ended Six months ended (in millions) 2020 2019 2020 2019 Foreign currency transactions $ (5.6) $ (2.1) $ (6.4) $ (2.8) Foreign currency denominated loans revaluation (0.4) (4.7) (0.2) 0.5 Undesignated foreign currency derivative instruments (1) 2.1 4.3 0.1 (5.6) Undesignated swap contracts (1) (1.2) (3.0) (6.0) (2.8) Non-operating retirement benefits (2) 2.1 0.6 4.3 1.2 Debt refinancing costs — — (0.1) — Other (0.9) (0.7) (1.5) (2.2) Total other expense, net $ (3.9) $ (5.6) $ (9.8) $ (11.7) (1) Refer to “Note 16: Derivatives” for more information. (2) Refer to “Note 9: Employee benefit plans” for more information. |
Employee benefit plans (Tables)
Employee benefit plans (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Postemployment Benefits [Abstract] | |
Components of Net Periodic Benefit Cost (Credit) | The following table summarizes the components of net periodic (benefit) cost recognized in the condensed consolidated statements of operations: Domestic - Defined Benefit Pension Plans Foreign - Defined Benefit Pension Plans Three months ended Six months ended Three months ended Six months ended (in millions) 2020 2019 2020 2019 2020 2019 2020 2019 Service cost (1) $ — $ — $ — $ — $ 0.4 $ 0.6 $ 0.9 $ 1.2 Interest cost (2) 5.8 6.8 11.6 13.6 3.0 3.9 6.1 7.8 Expected return on plan assets (2) (7.2) (6.3) (14.3) (12.6) (3.8) (5.1) (7.8) (10.1) Prior service cost (2) — — — — 0.1 0.1 0.1 0.1 Net periodic (benefit) cost $ (1.4) $ 0.5 $ (2.7) $ 1.0 $ (0.3) $ (0.5) $ (0.7) $ (1.0) (1) Service cost is included in warehouse, selling and administrative expenses. |
Earnings per share (Tables)
Earnings per share (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
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 June 30, Six months ended June 30, (in millions, except per share data) 2020 2019 2020 2019 Numerator: Net income (loss) from continuing operations $ 1.8 $ 17.0 $ 57.7 $ (53.0) Net (loss) income from discontinued operations — (0.7) — 5.4 Net income (loss) $ 1.8 $ 16.3 $ 57.7 $ (47.6) Denominator: Weighted average common shares outstanding – basic 168.9 169.8 168.8 159.5 Effect of dilutive securities: stock compensation plans 0.7 0.9 0.8 — Weighted average common shares outstanding – diluted 169.6 170.7 169.6 159.5 Basic: Basic income (loss) per common share from continuing operations $ 0.01 $ 0.10 $ 0.34 $ (0.33) Basic income per common share from discontinued operations — — — 0.03 Basic income (loss) per common share (1) $ 0.01 $ 0.10 $ 0.34 $ (0.30) Diluted: Diluted income (loss) per common share from continuing operations $ 0.01 $ 0.10 $ 0.34 $ (0.33) Diluted income per common share from discontinued operations — — — 0.03 Diluted income (loss) per common share (1) $ 0.01 $ 0.10 $ 0.34 $ (0.30) (1) As a result of changes in the number of shares outstanding during the year and rounding, the sum of the quarter's earnings per share may not equal the earnings per share for any year-to-date period. The shares that were not included in the computation of diluted earnings per share for those periods because their inclusion would be anti-dilutive were as follows: Three months ended June 30, Six months ended June 30, (in millions, common shares) 2020 2019 2020 2019 Stock options 4.7 2.9 4.4 3.0 Restricted stock 0.5 — 0.4 0.8 Warrants 7.6 7.6 7.6 5.1 |
Accumulated other comprehensi_2
Accumulated other comprehensive loss (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
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 hedges Defined Currency Total Balance as of December 31, 2019 $ (15.4) $ (1.0) $ (362.9) $ (379.3) Other comprehensive loss before reclassifications (22.2) — (74.4) (96.6) Amounts reclassified from accumulated other comprehensive loss 0.8 0.1 — 0.9 Net current period other comprehensive (loss) income $ (21.4) $ 0.1 $ (74.4) $ (95.7) Balance as of June 30, 2020 $ (36.8) $ (0.9) $ (437.3) $ (475.0) Balance as of April 1, 2020 $ (31.5) $ (1.0) $ (457.0) $ (489.5) Other comprehensive (loss) income before reclassifications (11.1) — 19.7 8.6 Amounts reclassified from accumulated other comprehensive loss 5.8 0.1 — 5.9 Net current period other comprehensive (loss) income $ (5.3) $ 0.1 $ 19.7 $ 14.5 Balance as of June 30, 2020 $ (36.8) $ (0.9) $ (437.3) $ (475.0) Balance as of December 31, 2018 $ 8.9 $ (1.1) $ (381.0) $ (373.2) Impact due to adoption of ASU 2018-02 (1) 1.5 — (4.7) (3.2) Other comprehensive (loss) income before reclassifications (18.6) — 19.8 1.2 Amounts reclassified from accumulated other comprehensive loss (5.6) 0.1 — (5.5) Net current period other comprehensive (loss) income $ (22.7) $ 0.1 $ 15.1 $ (7.5) Balance as of June 30, 2019 $ (13.8) $ (1.0) $ (365.9) $ (380.7) Balance as of Balance as of April 1, 2019 $ 2.1 $ (1.1) $ (377.5) $ (376.5) Other comprehensive (loss) income before reclassifications (13.1) — 11.6 (1.5) Amounts reclassified from accumulated other comprehensive loss (2.8) 0.1 — (2.7) Net current period other comprehensive (loss) income $ (15.9) $ 0.1 $ 11.6 $ (4.2) Balance as of June 30, 2019 $ (13.8) $ (1.0) $ (365.9) $ (380.7) (1) Adjusted due to the adoption of ASU 2018-02 |
Summary of Amounts Reclassified From Accumulated Other Comprehensive Loss | The following is a summary of the amounts reclassified from accumulated other comprehensive loss to net income (loss): Statement of Operations Classification Three months ended June 30, Six months ended (in millions) 2020 (1) 2019 (1) 2020 (1) 2019 (1) Amortization of defined benefit pension items: Prior service cost Other expense, net $ 0.1 $ 0.1 $ 0.1 $ 0.1 Tax expense Income tax expense (benefit) — — — — Net of tax $ 0.1 $ 0.1 $ 0.1 $ 0.1 Cash flow hedges: Interest rate swap contracts Interest expense $ 2.2 $ (3.7) $ 3.1 $ (7.5) Cross-currency swap contracts Interest expense and other expense, net 6.1 — (2.0) — Tax expense Income tax expense (benefit) (2.5) 0.9 (0.3) 1.9 Net of tax $ 5.8 $ (2.8) $ 0.8 $ (5.6) Total reclassifications for the period, net of tax $ 5.9 $ (2.7) $ 0.9 $ (5.5) (1) Amounts in parentheses indicate credits to net income (loss) in the condensed consolidated statement of operations. |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Debt Disclosure [Abstract] | |
Summary of Short Term Financing | Short-term financing consisted of the following: (in millions) June 30, 2020 December 31, 2019 Amounts drawn under credit facilities $ — $ 0.5 Bank overdrafts 0.9 0.2 Total short-term financing $ 0.9 $ 0.7 |
Schedule of Long Term Debt | Long-term debt consisted of the following: (in millions) June 30, 2020 December 31, 2019 Senior Term Loan Facilities: Term B-3 Loan due 2024, variable interest rate of 2.43% and 4.05% at June 30, 2020 and December 31, 2019, respectively $ 1,264.1 $ 1,438.0 Term B-5 Loan due 2026, variable interest rate of 2.18% and 3.80% at June 30, 2020 and December 31, 2019, respectively 398.0 400.0 Asset Backed Loan (ABL) Facilities: North American ABL Facility due 2024, variable interest rate of 1.67% and 5.25% at June 30, 2020 and December 31, 2019, respectively 529.5 200.0 Canadian ABL Term Loan due 2022, variable interest rate of 2.77% and 4.31% at June 30, 2020 and December 31, 2019, respectively 125.2 130.9 Euro ABL Facility due 2023, variable interest rate of 1.75% at June 30, 2020 56.2 — Senior Unsecured Notes: Senior Unsecured Notes due 2027, fixed interest rate of 5.13% at June 30, 2020 and December 31, 2019 500.0 500.0 Finance lease obligations 78.5 71.2 Total long-term debt before discount $ 2,951.5 $ 2,740.1 Less: unamortized debt issuance costs and discount on debt (22.4) (26.3) Total long-term debt $ 2,929.1 $ 2,713.8 Less: current maturities (27.0) (25.0) Total long-term debt, excluding current maturities $ 2,902.1 $ 2,688.8 |
Schedule of Carrying Values and Estimated Fair Values of Debt Instruments | Other Information June 30, 2020 December 31, 2019 (in millions) Carrying amount Fair value Carrying amount Fair value Fair value of debt $ 2,929.1 $ 2,898.1 $ 2,713.8 $ 2,770.7 |
Supplemental balance sheet in_2
Supplemental balance sheet information (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of allowance for doubtful accounts | The change in the allowance for doubtful accounts is as follows: (in millions) Balance, January 1, 2020 $ 12.9 Provision for credit losses 9.4 Write-offs (1.3) Recoveries 0.3 Foreign exchange (0.7) Balance, June 30, 2020 $ 20.6 |
Summary of Property, Plant and Equipment, Net | (in millions) June 30, 2020 December 31, 2019 Property, plant and equipment, at cost $ 2,196.5 $ 2,190.3 Less: accumulated depreciation (1,095.0) (1,037.9) Property, plant and equipment, net $ 1,101.5 $ 1,152.4 |
Schedule of Goodwill | The following is a summary of the activity in goodwill by segment. (in millions) USA EMEA Canada LATAM Total Balance, January 1, 2020 $ 1,802.3 $ 8.4 $ 441.1 $ 29.0 $ 2,280.8 Purchase price adjustments 7.0 — — — 7.0 Other adjustments — — — (0.5) (0.5) Foreign exchange — (0.6) (19.0) (4.5) (24.1) Balance, June 30, 2020 $ 1,809.3 $ 7.8 $ 422.1 $ 24.0 $ 2,263.2 |
Schedule of Gross Carrying Amounts and Accumulated Amortization of Intangible Assets | June 30, 2020 December 31, 2019 (in millions) Gross Accumulated Net Gross Accumulated Net Customer relationships $ 947.7 $ (678.7) $ 269.0 $ 986.4 $ (680.8) $ 305.6 Other 174.0 (167.0) 7.0 182.0 (167.4) 14.6 Total intangible assets $ 1,121.7 $ (845.7) $ 276.0 $ 1,168.4 $ (848.2) $ 320.2 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | The estimated annual amortization expense in each of the next five years is as follows: (in millions) 2020 $ 60.9 2021 51.1 2022 43.4 2023 39.0 2024 31.3 |
Fair value measurements (Tables
Fair value measurements (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Reconciliation of Fair Value Measurements that Use Significant Unobservable Inputs (Level 3) | The following is a reconciliation of the fair value measurements that use significant unobservable inputs (Level 3): (in millions) Warrant Liability Fair value as of December 31, 2019 $ 33.0 Fair value adjustments (7.5) Fair value as of June 30, 2020 $ 25.5 |
Fair Value Measurement Inputs and Valuation Techniques | The assumptions used in the Black-Scholes-Merton valuation model to measure the fair value of the warrants are: Weighted Average Unobservable Inputs Range Amount Method Warrant life N/A 2 years Expected term Expected volatility 27.1% to 59.8% 42.62% Industry peer group Risk-free interest rate N/A 0.16% US Treasury rates |
Derivative Instruments and Hedg
Derivative Instruments and Hedging Activities (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Notional Amounts of Outstanding Derivative Positions | The following table presents the notional amounts of the Company’s outstanding derivative instruments by type: (in millions) June 30, 2020 December 31, 2019 Derivatives designated as hedging instruments: Interest rate swap contracts $ 1,050.0 $ 1,050.0 Cross currency swap contracts 381.0 381.0 Derivatives not designated as hedging instruments: Interest rate swap contracts 200.0 200.0 Foreign currency derivatives 124.8 141.4 Cross currency swap contracts 19.0 19.0 |
Derivative Instruments, Gain (Loss) | The following are the pre-tax effects of derivative instruments on the condensed consolidated statements of operations and comprehensive income for the three and six months ended June 30, 2020 and 2019: Statement of Operations Classification Amount of gain (loss) reclassified from other comprehensive loss into income Amount to be reclassified to Statement of Operations within the next 12 months Three months ended June 30, Six months ended (in millions) 2020 2019 2020 2019 Derivatives in cash flow hedging relationships: Interest rate swap contracts Interest expense $ (2.2) $ 3.7 $ (3.1) $ 7.5 $ (18.8) Cross currency swap contracts Interest expense 0.8 — 2.7 — 1.7 Other expense, net (6.9) — (0.7) — — |
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value | The following table presents the Company’s gross assets and liabilities measured on a recurring basis and classified as level 2 within the fair value hierarchy: Derivative Assets Derivative Liabilities (in millions) Balance Sheet Classification June 30, 2020 December 31, 2019 Balance Sheet Classification June 30, 2020 December 31, 2019 Designated Derivatives: Cross currency swap contracts Prepaid expenses and other current assets $ 1.7 $ 7.2 Other long-term liabilities $ 11.5 $ 12.1 Interest rate swap contracts Prepaid expenses and other current assets — — Other accrued expenses 18.8 6.4 Interest rate swap contracts Other assets — — Other long-term liabilities 27.8 14.0 Total designated derivatives $ 1.7 $ 7.2 $ 58.1 $ 32.5 Undesignated Derivatives: Foreign currency contracts Prepaid expenses and other current assets $ 0.5 $ 0.5 Other accrued expenses $ 0.8 $ 1.0 Cross currency swap contracts Prepaid expenses and other current assets 0.1 0.4 Other long-term liabilities 0.6 0.6 Interest rate swap contracts Prepaid expenses and other current assets — — Other accrued expenses 3.5 1.0 Interest rate swap contracts Other assets — — Other long-term liabilities 4.9 1.9 Total undesignated derivatives $ 0.6 $ 0.9 $ 9.8 $ 4.5 Total derivatives Total assets $ 2.3 $ 8.1 Total liabilities $ 67.9 $ 37.0 |
Commitments and contingencies (
Commitments and contingencies (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Changes in Total Environmental Liabilities | Changes in total environmental liabilities are as follows: (in millions) Environmental liabilities at December 31, 2019 $ 78.7 Revised obligation estimates 11.7 Environmental payments (7.4) Environmental liabilities at June 30, 2020 $ 83.0 |
Schedule of Environmental Liabilities | (in millions) Balance Sheet Classification June 30, 2020 December 31, 2019 Current environmental liabilities Other accrued expenses $ 26.6 $ 25.0 Long-term environmental liabilities Other long-term liabilities $ 56.4 $ 53.7 |
Leasing (Tables)
Leasing (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Leases [Abstract] | |
Leases | (in millions) Balance Sheet Classification June 30, 2020 December 31, 2019 Assets Operating lease assets Other assets $ 154.7 $ 157.3 Finance lease assets Property, plant and equipment, net 76.5 69.5 Total lease assets $ 231.2 $ 226.8 Liabilities Current liabilities: Current portion of operating lease liabilities Other accrued expenses $ 46.1 $ 47.4 Current portion of finance lease liabilities Current portion of long-term debt 23.0 20.9 Noncurrent liabilities: Operating lease liabilities Other long-term liabilities 116.4 114.5 Finance lease liabilities Long-term debt 55.5 50.3 Total lease liabilities $ 241.0 $ 233.1 |
Lease term and discount rate | Lease cost (in millions) Three months ended June 30, 2020 Three months ended June 30, 2019 Statement of Operations Classification Operating Leases Finance Leases Total Operating Leases Finance Leases Total Cost of goods sold (exclusive of depreciation) $ 4.4 $ — $ 4.4 $ 4.0 $ — $ 4.0 Outbound freight and handling 1.4 — 1.4 1.9 — 1.9 Warehousing, selling and administrative 8.2 — 8.2 6.5 — 6.5 Depreciation — 5.9 5.9 — 4.8 4.8 Interest expense — 1.0 1.0 — 0.7 0.7 Total gross lease component cost $ 14.0 $ 6.9 $ 20.9 $ 12.4 $ 5.5 $ 17.9 Variable lease costs 0.2 0.7 Short-term lease costs 6.4 9.0 Total gross lease costs $ 27.5 $ 27.6 Sublease income 0.6 0.6 Total net lease cost $ 26.9 $ 27.0 Lease term and discount rate June 30, 2020 December 31, 2019 Weighted-average remaining lease term (years) Operating leases 5.4 5.0 Finance leases 4.4 4.0 Weighted-average discount rate Operating leases 4.81 % 4.95 % Finance leases 4.07 % 4.33 % Other information Six months ended June 30, (in millions) 2020 2019 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 27.3 $ 28.9 Operating cash flows from finance leases 1.6 1.3 Financing cash flows from finance leases 12.1 9.6 |
Finance lease maturity schedule | Maturity of lease liabilities (in millions) Operating Leases Finance Leases Total 2020 $ 26.8 $ 13.3 $ 40.1 2021 43.6 22.8 66.4 2022 34.4 19.3 53.7 2023 23.9 10.0 33.9 2024 15.6 7.0 22.6 2025 and After 38.5 11.5 50.0 Total lease payments $ 182.8 $ 83.9 $ 266.7 Less: interest 20.3 7.6 Present value of lease liabilities, excluding guaranteed residual values $ 162.5 $ 76.3 Plus: present value of guaranteed residual values — 2.2 Present value of lease liabilities $ 162.5 $ 78.5 |
Segments (Tables)
Segments (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Segment Reporting [Abstract] | |
Financial Information for the Company's Segments | Financial information for the Company’s reportable segments is as follows: (in millions) USA EMEA Canada LATAM Other/ Eliminations (1) Consolidated Three months ended June 30, 2020 External customers $ 1,169.4 $ 409.6 $ 331.5 $ 98.7 $ — $ 2,009.2 Inter-segment 23.0 0.9 0.7 — (24.6) — Total net sales $ 1,192.4 $ 410.5 $ 332.2 $ 98.7 $ (24.6) $ 2,009.2 Adjusted EBITDA $ 95.2 $ 39.7 $ 25.2 $ 11.0 $ (7.9) $ 163.2 Long-lived assets (2) $ 824.8 $ 176.4 $ 185.8 $ 28.9 $ 40.3 $ 1,256.2 (in millions) USA EMEA Canada LATAM Other/ Eliminations (1) Consolidated Three months ended June 30, 2019 External customers $ 1,605.3 $ 457.9 $ 404.8 $ 116.6 $ — $ 2,584.6 Inter-segment 23.4 1.0 1.7 — (26.1) — Total net sales $ 1,628.7 $ 458.9 $ 406.5 $ 116.6 $ (26.1) $ 2,584.6 Adjusted EBITDA $ 127.6 $ 38.2 $ 33.8 $ 9.4 $ (7.9) $ 201.1 Long-lived assets (2) $ 892.8 $ 185.4 $ 188.5 $ 34.9 $ 29.3 $ 1,330.9 (in millions) USA EMEA Canada LATAM Other/ Eliminations (1) Consolidated Six months ended June 30, 2020 External customers $ 2,526.9 $ 869.9 $ 617.3 $ 206.3 $ — $ 4,220.4 Inter-segment 48.7 1.7 1.5 — (51.9) — Total net sales $ 2,575.6 $ 871.6 $ 618.8 $ 206.3 $ (51.9) $ 4,220.4 Adjusted EBITDA $ 191.8 $ 80.0 $ 52.5 $ 19.3 $ (18.8) $ 324.8 Long-lived assets (2) $ 824.8 $ 176.4 $ 185.8 $ 28.9 $ 40.3 $ 1,256.2 (in millions) USA EMEA Canada LATAM Other/ Eliminations (1) Consolidated Six months ended June 30, 2019 External customers $ 2,912.5 $ 941.6 $ 678.6 $ 211.9 $ — $ 4,744.6 Inter-segment 48.3 2.0 2.8 — (53.1) — Total net sales $ 2,960.8 $ 943.6 $ 681.4 $ 211.9 $ (53.1) $ 4,744.6 Adjusted EBITDA $ 224.7 $ 80.3 $ 55.5 $ 15.1 $ (14.4) $ 361.2 Long-lived assets (2) $ 892.8 $ 185.4 $ 188.5 $ 34.9 $ 29.3 $ 1,330.9 (1) Other/Eliminations represents the elimination of intersegment 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. (2) Long-lived assets consist of property, plant and equipment, net and operating lease assets. |
Reconciliation of Net Income (loss) to Adjusted EBITDA | The following is a reconciliation of net income (loss) to Adjusted EBITDA for the three and six months ended June 30, 2020 and 2019: Three months ended June 30, Six months ended June 30, (in millions) 2020 2019 2020 2019 Net income (loss) $ 1.8 $ 16.3 $ 57.7 $ (47.6) Net loss (income) from discontinued operations — 0.7 — (5.4) Depreciation 40.4 39.7 82.1 72.9 Amortization 14.8 18.6 30.6 33.0 Interest expense, net 29.9 37.9 58.0 72.1 Income tax expense (benefit) 11.6 18.5 11.3 (4.8) Other operating expenses, net 43.6 63.8 47.7 228.6 Other expense, net 3.9 5.6 9.8 11.7 Impairment charges 16.9 — 16.9 — Loss on sale of business — — 8.6 — Loss on extinguishment of debt — — 1.8 0.7 Brazil VAT charge 0.3 — 0.3 — Adjusted EBITDA $ 163.2 $ 201.1 $ 324.8 $ 361.2 |
Nature of operations - Addition
Nature of operations - Additional Information (Detail) | 6 Months Ended |
Jun. 30, 2020segment | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of operating segments | 4 |
Business combinations (Detail)
Business combinations (Detail) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | Mar. 31, 2020 | Feb. 28, 2019 | Mar. 31, 2020 | Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | Mar. 29, 2019 | Feb. 27, 2019 |
Business Acquisition [Line Items] | ||||||||
Cash payment for acquisition | $ 0 | $ 1,155.5 | ||||||
Purchase price adjustments | 7 | |||||||
Goodwill acquired | 2,263.2 | $ 2,280.8 | ||||||
USA | ||||||||
Business Acquisition [Line Items] | ||||||||
Purchase price adjustments | 7 | |||||||
Goodwill acquired | 1,809.3 | 1,802.3 | ||||||
Canada | ||||||||
Business Acquisition [Line Items] | ||||||||
Purchase price adjustments | 0 | |||||||
Goodwill acquired | 422.1 | 441.1 | ||||||
LATAM | ||||||||
Business Acquisition [Line Items] | ||||||||
Purchase price adjustments | 0 | |||||||
Goodwill acquired | $ 24 | 29 | ||||||
Nexeo Solutions, Inc. | ||||||||
Business Acquisition [Line Items] | ||||||||
Percentage of equity interest acquired | 100.00% | |||||||
Purchase price of acquisition | $ 1,814.8 | |||||||
Cash payment for acquisition | 1,201 | |||||||
Cash acquired from acquisition | 46.8 | |||||||
Value of common stock | $ 613.8 | |||||||
Common stock issued (in shares) | 26.4 | |||||||
Closing price on date of issue (in usd per share) | $ 23.29 | |||||||
Number of Univar shares canceled (in shares) | 1.5 | |||||||
Purchase price adjustments | $ 7 | $ 7 | ||||||
Goodwill acquired | $ 562.7 | $ 562.7 | $ 555.7 | |||||
Expected tax deductible amount of goodwill | $ 76 | |||||||
Warrants assumed (in shares) | 50 | |||||||
Assumption of warrants acquired (in shares) | 25 | |||||||
Aggregate fair value of unexercised warrants | $ 26 | |||||||
Conversion of warrants to rights to receive merger consideration (in shares) | 7.6 | |||||||
Exercise price of warrants (in usd per share) | $ 27.80 | |||||||
Nexeo Solutions, Inc. | USA | ||||||||
Business Acquisition [Line Items] | ||||||||
Goodwill acquired | $ 547.1 | |||||||
Nexeo Solutions, Inc. | Canada | ||||||||
Business Acquisition [Line Items] | ||||||||
Goodwill acquired | 3.8 | |||||||
Nexeo Solutions, Inc. | LATAM | ||||||||
Business Acquisition [Line Items] | ||||||||
Goodwill acquired | 11.8 | |||||||
Nexeo Plastics | ||||||||
Business Acquisition [Line Items] | ||||||||
Proceeds from sale of plastics distribution business | $ 664.3 |
Business combinations - Prelimi
Business combinations - Preliminary purchase price allocation (Details) - USD ($) $ in Millions | Mar. 31, 2020 | Mar. 31, 2020 | Jun. 30, 2020 | Dec. 31, 2019 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 2,263.2 | $ 2,280.8 | ||
Purchase consideration, net of cash | 1,814.8 | |||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustments [Abstract] | ||||
Purchase price adjustments | $ 7 | |||
Nexeo Solutions, Inc. | ||||
Business Acquisition [Line Items] | ||||
Trade accounts receivable, net | $ 296.3 | $ 296.3 | 296.3 | |
Inventories | 150.2 | 150.2 | 150.2 | |
Prepaid expenses and other current assets | 64.2 | 64.2 | 65.4 | |
Assets held for sale | 888.2 | 888.2 | 888.2 | |
Property, plant and equipment, net | 262.3 | 262.3 | 262.3 | |
Goodwill | 562.7 | 562.7 | 555.7 | |
Intangible assets, net | 138.7 | 138.7 | 138.7 | |
Other assets | 37 | 37 | 37.4 | |
Trade accounts payable | (137.7) | (137.7) | (137.7) | |
Other accrued expenses | (144.5) | (144.5) | (145.8) | |
Liabilities held for sale | (221.5) | (221.5) | (221.5) | |
Deferred tax liabilities | (10.9) | (10.9) | (4.2) | |
Other long-term liabilities | (70.2) | (70.2) | $ (70.2) | |
Purchase consideration, net of cash | 1,814.8 | 1,814.8 | ||
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustments [Abstract] | ||||
Prepaid expenses and other current assets | (1.2) | |||
Purchase price adjustments | $ 7 | 7 | ||
Other assets | (0.4) | |||
Other accrued expenses | 1.3 | |||
Deferred tax liabilities | $ (6.7) |
Discontinued operations and d_2
Discontinued operations and dispositions (Details) $ in Millions | Dec. 31, 2019USD ($) | Mar. 29, 2019USD ($)renewal | Jun. 30, 2020USD ($) | Jun. 30, 2019USD ($) | Mar. 31, 2020USD ($) |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Transition services agreement, number of renewals | renewal | 2 | ||||
Proceeds from sale of Environmental Sciences business | $ (8.2) | $ 640 | |||
Nexeo Plastics | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Proceeds from sale of plastics distribution business | $ 664.3 | ||||
Net of cash disposed | 2.4 | ||||
Total excess working capital | $ 26.7 | ||||
Transition services agreement, term of renewals | 12 months | ||||
Environmental Sciences Business | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Gain on sale of business | $ 41.4 | ||||
Environmental Sciences Business | Discontinued Operations, Disposed of by Sale | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Total excess working capital | $ 8.2 | ||||
Proceeds from sale of Environmental Sciences business | 174 | ||||
Cash disposed in sale of Environmental Sciences business | 0.7 | ||||
Transaction expenses from sale of Environmental Sciences business | 5.9 | ||||
Non-cash proceeds from sale | 5 | ||||
Present values of notes receivables | $ 2.4 | ||||
Minimum | Nexeo Plastics | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Transition services agreement, contract term | 6 months | ||||
Maximum | Nexeo Plastics | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Transition services agreement, contract term | 24 months | ||||
Real property agreement, contract term | 3 years |
Discontinued operations and d_3
Discontinued operations and dispositions - Operating results of discontinues operations (Details) - Nexeo Plastics - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended |
Jun. 30, 2019 | Jun. 30, 2019 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
External sales | $ 0 | $ 156.9 |
Cost of goods sold (exclusive of depreciation) | 0 | 136.7 |
Outbound freight and handling | 0 | 3.5 |
Warehousing, selling and administrative | 0 | 7.9 |
Other expenses | 0 | 1.4 |
Income from discontinued operations before income taxes | 0 | 7.4 |
Income tax expense from discontinued operations | 0.7 | 2 |
Net (loss) income from discontinued operations | $ (0.7) | $ 5.4 |
Discontinued operations and d_4
Discontinued operations and dispositions - (Loss) income before income taxes attributable to the Environmental Sciences business (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended |
Jun. 30, 2019 | Jun. 30, 2019 | |
Environmental Sciences Business | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Income before income taxes | $ 12.5 | $ 14.7 |
Revenue - Schedule of External
Revenue - Schedule of External Net Sales Disaggregated by Major Stream Type (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Disaggregation of Revenue [Line Items] | ||||
Net sales | $ 2,009.2 | $ 2,584.6 | $ 4,220.4 | $ 4,744.6 |
USA | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 1,169.4 | 1,605.3 | 2,526.9 | 2,912.5 |
EMEA | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 409.6 | 457.9 | 869.9 | 941.6 |
Canada | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 331.5 | 404.8 | 617.3 | 678.6 |
LATAM | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 98.7 | 116.6 | 206.3 | 211.9 |
Chemical Distribution | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 1,775.2 | 2,312.8 | 3,819.2 | 4,348 |
Chemical Distribution | USA | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 1,097.1 | 1,515.6 | 2,367.6 | 2,763.1 |
Chemical Distribution | EMEA | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 409.3 | 457.5 | 869.2 | 940.9 |
Chemical Distribution | Canada | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 172 | 225.1 | 380.3 | 436.8 |
Chemical Distribution | LATAM | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 96.8 | 114.6 | 202.1 | 207.2 |
Crop Sciences | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 147.4 | 167.1 | 211.8 | 217.6 |
Crop Sciences | USA | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 0 | 0 | 0 | 0 |
Crop Sciences | EMEA | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 0 | 0 | 0 | 0 |
Crop Sciences | Canada | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 147.4 | 167.1 | 211.8 | 217.6 |
Crop Sciences | LATAM | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 0 | 0 | 0 | 0 |
Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 86.6 | 104.7 | 189.4 | 179 |
Services | USA | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 72.3 | 89.7 | 159.3 | 149.4 |
Services | EMEA | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 0.3 | 0.4 | 0.7 | 0.7 |
Services | Canada | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 12.1 | 12.6 | 25.2 | 24.2 |
Services | LATAM | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | $ 1.9 | $ 2 | $ 4.2 | $ 4.7 |
Revenue - Schedule of Deferred
Revenue - Schedule of Deferred Revenue (Detail) - USD ($) $ in Millions | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | |
Revenue from Contract with Customer [Abstract] | |||
Deferred revenue | $ 7.9 | $ 65.5 | |
Contract with Customer, Liability, Revenue Recognized | $ 64.4 | $ 44.4 |
Other operating expenses, net_2
Other operating expenses, net (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Other Income and Expenses [Abstract] | ||||
Acquisition and integration related expenses | $ 14.3 | $ 32.6 | $ 31.8 | $ 109.7 |
Stock-based compensation expense | 2.6 | 11.3 | 8.3 | 17.3 |
Restructuring charges | 6.3 | 0.5 | 8.8 | 0.6 |
Other employee severance costs | 2.8 | 6.2 | 8.3 | 19.1 |
Other facility closure costs | 0.1 | 0 | 2 | 0 |
Saccharin legal settlement | 0 | 0 | 0 | 62.5 |
Fair value adjustment for warrants | 18.8 | 1.8 | (7.5) | (2.6) |
(Gain) loss on sale of property, plant and equipment | (2.2) | 1.4 | (7.5) | 1.5 |
Other | 0.9 | 10 | 3.5 | 20.5 |
Total other operating expenses, net | $ 43.6 | $ 63.8 | $ 47.7 | $ 228.6 |
Restructuring charges - Restruc
Restructuring charges - Restructuring and related activities (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Mar. 31, 2020 | |
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | $ 6.3 | $ 0.5 | $ 8.8 | $ 0.6 | |
2020 Plan | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Anticipated total costs | 9.8 | 9.8 | |||
2020 Plan | Other: | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Anticipated total costs | 0.8 | 0.8 | |||
2018 Plan | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | 0.2 | ||||
Cumulative costs | $ 7 | ||||
Anticipated total costs | 7 | 7 | |||
2018 Plan | USA | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | 0.1 | ||||
Cumulative costs | 5.7 | ||||
Anticipated total costs | 5.7 | 5.7 | |||
Employee termination costs | 2020 Plan | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | 6.3 | 8.6 | |||
Employee termination costs | 2020 Plan | USA | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | 4.7 | 4.7 | |||
Anticipated total costs | 5.9 | 5.9 | |||
Employee termination costs | 2020 Plan | Canada | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | 0.8 | 3.1 | |||
Anticipated total costs | 3.1 | 3.1 | |||
Employee termination costs | 2020 Plan | Other: | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | 0.8 | 0.8 | |||
Employee termination costs | 2018 Plan | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | 0.2 | ||||
Cumulative costs | 6.9 | ||||
Anticipated total costs | 6.9 | 6.9 | |||
Employee termination costs | 2018 Plan | USA | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | 0.1 | ||||
Cumulative costs | 5.6 | ||||
Anticipated total costs | 5.6 | 5.6 | |||
Employee termination costs | 2018 Plan | Other: | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | 0.1 | ||||
Cumulative costs | $ 1.3 | ||||
Anticipated total costs | $ 1.3 | $ 1.3 |
Restructuring charges - Costs I
Restructuring charges - Costs Incurred and Anticipated (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Mar. 31, 2020 | |
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | $ 6.3 | $ 0.5 | $ 8.8 | $ 0.6 | |
2018 Plan | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | 0.2 | ||||
Cumulative costs | $ 7 | ||||
Anticipated total costs | 7 | 7 | |||
2018 Plan | USA | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | 0.1 | ||||
Cumulative costs | 5.7 | ||||
Anticipated total costs | 5.7 | 5.7 | |||
2018 Plan | Employee termination costs | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | 0.2 | ||||
Cumulative costs | 6.9 | ||||
Anticipated total costs | 6.9 | 6.9 | |||
2018 Plan | Employee termination costs | USA | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | 0.1 | ||||
Cumulative costs | 5.6 | ||||
Anticipated total costs | 5.6 | 5.6 | |||
2018 Plan | Employee termination costs | Other: | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | 0.1 | ||||
Cumulative costs | 1.3 | ||||
Anticipated total costs | 1.3 | 1.3 | |||
2018 Plan | Other exit costs | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | 0 | ||||
Cumulative costs | 0.1 | ||||
Anticipated total costs | 0.1 | 0.1 | |||
2018 Plan | Other exit costs | USA | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | 0 | ||||
Cumulative costs | $ 0.1 | ||||
Anticipated total costs | $ 0.1 | $ 0.1 |
Restructuring charges - Summary
Restructuring charges - Summary of Activity Related to Accrued Liabilities Associated with Redundancy and Restructuring (Detail) - USD ($) $ in Millions | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Dec. 31, 2019 | |
Restructuring Reserve [Roll Forward] | ||
Beginning balance | $ 5.8 | $ 9.4 |
Charge to earnings | 8.8 | 2.6 |
Cash paid | (7.5) | (6.2) |
Ending balance | 7.1 | 5.8 |
Employee termination costs | ||
Restructuring Reserve [Roll Forward] | ||
Beginning balance | 3.7 | 4.2 |
Charge to earnings | 8.8 | 2.5 |
Cash paid | (6.9) | (3) |
Ending balance | 5.6 | 3.7 |
Facility exit costs | ||
Restructuring Reserve [Roll Forward] | ||
Beginning balance | 1.9 | 5 |
Charge to earnings | 0 | 0.1 |
Cash paid | (0.6) | (3.2) |
Ending balance | 1.3 | 1.9 |
Other exit costs | ||
Restructuring Reserve [Roll Forward] | ||
Beginning balance | 0.2 | 0.2 |
Charge to earnings | 0 | 0 |
Cash paid | 0 | 0 |
Ending balance | $ 0.2 | $ 0.2 |
Restructuring charges - Additio
Restructuring charges - Additional Information (Detail) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2020 | Dec. 31, 2019 | |
Restructuring and Related Activities [Abstract] | ||
Restructuring liabilities, current | $ 6.6 | $ 5.3 |
Restructuring liabilities, non-current | $ 0.5 | $ 0.5 |
Facility exit costs payment period | 5 years |
Other expense, net (Detail)
Other expense, net (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Other Income and Expenses [Abstract] | ||||
Foreign currency transactions | $ (5.6) | $ (2.1) | $ (6.4) | $ (2.8) |
Foreign currency denominated loans revaluation | (0.4) | (4.7) | (0.2) | 0.5 |
Undesignated foreign currency derivative instruments | 2.1 | 4.3 | 0.1 | (5.6) |
Undesignated swap contracts | (1.2) | (3) | (6) | (2.8) |
Non-operating retirement benefits | 2.1 | 0.6 | 4.3 | 1.2 |
Debt refinancing costs | 0 | 0 | (0.1) | 0 |
Other | (0.9) | (0.7) | (1.5) | (2.2) |
Total other expense, net | $ (3.9) | $ (5.6) | $ (9.8) | $ (11.7) |
Employee benefit plans (Detail)
Employee benefit plans (Detail) - Defined Benefit Pension Plans - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
USA | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | $ 0 | $ 0 | $ 0 | $ 0 |
Interest cost | 5.8 | 6.8 | 11.6 | 13.6 |
Expected return on plan assets | (7.2) | (6.3) | (14.3) | (12.6) |
Defined Benefit Plan, Amortization of Prior Service Cost (Credit) | 0 | 0 | 0 | 0 |
Net periodic (benefit) cost | (1.4) | 0.5 | (2.7) | 1 |
Foreign Plan | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | 0.4 | 0.6 | 0.9 | 1.2 |
Interest cost | 3 | 3.9 | 6.1 | 7.8 |
Expected return on plan assets | (3.8) | (5.1) | (7.8) | (10.1) |
Defined Benefit Plan, Amortization of Prior Service Cost (Credit) | 0.1 | 0.1 | 0.1 | 0.1 |
Net periodic (benefit) cost | $ (0.3) | $ (0.5) | $ (0.7) | $ (1) |
Income taxes (Detail)
Income taxes (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Income Tax Disclosure [Abstract] | ||||
Income tax expense (benefit) | $ 11.6 | $ 18.5 | $ 11.3 | $ (4.8) |
Effective tax rate | 86.60% | 52.10% | 16.40% | 8.30% |
One time discreet tax benefit | $ 4.6 | $ 3.8 | $ 13.5 | $ 14 |
Estimated effective tax rate | 32.10% | 52.30% | 32.10% | 52.30% |
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 | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Numerator: | ||||
Net income (loss) from continuing operations | $ 1.8 | $ 17 | $ 57.7 | $ (53) |
Net (loss) income from discontinued operations | 0 | (0.7) | 0 | 5.4 |
Net income (loss) | $ 1.8 | $ 16.3 | $ 57.7 | $ (47.6) |
Denominator: | ||||
Weighted average common shares outstanding - basic (in shares) | 168.9 | 169.8 | 168.8 | 159.5 |
Effect of dilutive securities: stock compensation plans (in shares) | 0.7 | 0.9 | 0.8 | 0 |
Weighted average common shares outstanding - diluted (in shares) | 169.6 | 170.7 | 169.6 | 159.5 |
Basic: | ||||
Basic income (loss) per common share from continuing operations (in dollars per share) | $ 0.01 | $ 0.10 | $ 0.34 | $ (0.33) |
Basic income per common share from discontinued operations (in dollars per share) | 0 | 0 | 0 | 0.03 |
Basic income (loss) per common share (in dollars per share) | 0.01 | 0.10 | 0.34 | (0.30) |
Diluted: | ||||
Diluted income (loss) per common share from continuing operations (in dollars per share) | 0.01 | 0.10 | 0.34 | (0.33) |
Diluted income per common share from discontinued operations (in dollars per share) | 0 | 0 | 0 | 0.03 |
Diluted income (loss) per common share (in dollars per share) | $ 0.01 | $ 0.10 | $ 0.34 | $ (0.30) |
Earnings Per Share - Summary _2
Earnings Per Share - Summary of Computations of Basic and Diluted Earnings Per Share Footnote (Detail) - shares shares in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Employee Stock Option | Common stock | ||||
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 (in shares) | 4.7 | 2.9 | 4.4 | 3 |
Employee Stock Option | Restricted Stock | ||||
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 (in shares) | 0.5 | 0 | 0.4 | 0.8 |
Warrants | ||||
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 (in shares) | 7.6 | 7.6 | 7.6 | 5.1 |
Accumulated other comprehensi_3
Accumulated other comprehensive loss - Schedule of Changes in Accumulated Other Comprehensive Loss by Component Net of Tax (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Jan. 01, 2019 | Dec. 31, 2018 | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||||||
Beginning balance | $ 1,683.6 | $ 1,781 | $ 1,732.8 | $ 1,191.7 | |||
Other comprehensive loss before reclassifications | 8.6 | (1.5) | (96.6) | 1.2 | |||
Amounts reclassified from accumulated other comprehensive loss | 5.9 | (2.7) | 0.9 | (5.5) | |||
Net current period other comprehensive (loss) income | 14.5 | (4.2) | (95.7) | (7.5) | |||
Ending balance | 1,703.2 | 1,774.5 | 1,703.2 | $ 1,774.5 | |||
Accounting Standards Update [Extensible List] | us-gaap:AccountingStandardsUpdate201802Member | ||||||
Accumulated other comprehensive loss | |||||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||||||
Beginning balance | (489.5) | (376.5) | (379.3) | $ (373.2) | |||
Impact due to adoption of ASU 2018-02 | [1] | $ (3.2) | |||||
Ending balance | (475) | (380.7) | (475) | (380.7) | |||
Accumulated other comprehensive loss | Cumulative Effect, Period of Adoption, Adjustment | |||||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||||||
Impact due to adoption of ASU 2018-02 | $ (3.2) | ||||||
Cash flow hedges | |||||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||||||
Beginning balance | (31.5) | 2.1 | (15.4) | 8.9 | |||
Other comprehensive loss before reclassifications | (11.1) | (13.1) | (22.2) | (18.6) | |||
Amounts reclassified from accumulated other comprehensive loss | 5.8 | (2.8) | 0.8 | (5.6) | |||
Net current period other comprehensive (loss) income | (5.3) | (15.9) | (21.4) | (22.7) | |||
Ending balance | (36.8) | (13.8) | (36.8) | (13.8) | |||
Cash flow hedges | Cumulative Effect, Period of Adoption, Adjustment | |||||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||||||
Impact due to adoption of ASU 2018-02 | 1.5 | ||||||
Defined benefit pension items | |||||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||||||
Beginning balance | (1) | (1.1) | (1) | (1.1) | |||
Other comprehensive loss before reclassifications | 0 | 0 | 0 | 0 | |||
Amounts reclassified from accumulated other comprehensive loss | 0.1 | 0.1 | 0.1 | 0.1 | |||
Net current period other comprehensive (loss) income | 0.1 | 0.1 | 0.1 | 0.1 | |||
Ending balance | (0.9) | (1) | (0.9) | (1) | |||
Defined benefit pension items | Cumulative Effect, Period of Adoption, Adjustment | |||||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||||||
Impact due to adoption of ASU 2018-02 | 0 | ||||||
Currency translation items | |||||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||||||
Beginning balance | (457) | (377.5) | (362.9) | (381) | |||
Other comprehensive loss before reclassifications | 19.7 | 11.6 | (74.4) | 19.8 | |||
Amounts reclassified from accumulated other comprehensive loss | 0 | 0 | 0 | 0 | |||
Net current period other comprehensive (loss) income | 19.7 | 11.6 | (74.4) | 15.1 | |||
Ending balance | $ (437.3) | $ (365.9) | $ (437.3) | $ (365.9) | |||
Currency translation items | Cumulative Effect, Period of Adoption, Adjustment | |||||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||||||
Impact due to adoption of ASU 2018-02 | $ (4.7) | ||||||
[1] | Adjusted due to the adoption of ASU 2018-02 “Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income” on January 1, 2019. |
Accumulated other comprehensi_4
Accumulated other comprehensive loss - Summary of amounts reclassified from accumulated other comprehensive loss (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items] | ||||
Income tax expense (benefit) | $ (11.6) | $ (18.5) | $ (11.3) | $ 4.8 |
Interest expense | 30.1 | 39 | 59.2 | 73.8 |
Net income (loss) | 1.8 | 16.3 | 57.7 | (47.6) |
Prior service cost | Reclassification out of Accumulated Other Comprehensive Income | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items] | ||||
Other expense, net | 0.1 | 0.1 | 0.1 | 0.1 |
Amortization of defined benefit pension items: | Reclassification out of Accumulated Other Comprehensive Income | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items] | ||||
Income tax expense (benefit) | 0 | 0 | 0 | 0 |
Net of tax | 0.1 | 0.1 | 0.1 | 0.1 |
Cash flow hedges: | Reclassification out of Accumulated Other Comprehensive Income | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items] | ||||
Income tax expense (benefit) | (2.5) | 0.9 | (0.3) | 1.9 |
Net of tax | 5.8 | (2.8) | 0.8 | (5.6) |
Net income (loss) | 5.9 | (2.7) | 0.9 | (5.5) |
Cash flow hedges: | Reclassification out of Accumulated Other Comprehensive Income | Interest rate swap contracts | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items] | ||||
Interest expense | 2.2 | (3.7) | 3.1 | (7.5) |
Cash flow hedges: | Reclassification out of Accumulated Other Comprehensive Income | Cross-currency swap contracts | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items] | ||||
Interest expense | $ 6.1 | $ 0 | $ (2) | $ 0 |
Debt - Summary of Short Term Fi
Debt - Summary of Short Term Financing (Detail) - USD ($) $ in Millions | Jun. 30, 2020 | Dec. 31, 2019 |
Debt Disclosure [Abstract] | ||
Amounts drawn under credit facilities | $ 0 | $ 0.5 |
Bank overdrafts | 0.9 | 0.2 |
Total short-term financing | $ 0.9 | $ 0.7 |
Debt - Additional Information (
Debt - Additional Information (Detail) - USD ($) $ in Millions | Jan. 07, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 |
Debt Instrument [Line Items] | |||||||
Letters of credit outstanding | $ 162.2 | $ 162.2 | $ 158.5 | ||||
Weighted average interest rate on long-term debt | 3.52% | 3.52% | 4.25% | ||||
Loss on extinguishment of debt | $ 0 | $ 0 | $ 1.8 | $ 0.7 | |||
Term B-3 Loan Due 2024 | |||||||
Debt Instrument [Line Items] | |||||||
Repayments of long-term debt | $ 174 | ||||||
Loss on extinguishment of debt | $ (1.8) |
Debt - Schedule of Long Term De
Debt - Schedule of Long Term Debt (Detail) - USD ($) $ in Millions | Jun. 30, 2020 | Dec. 31, 2019 |
Debt Instrument [Line Items] | ||
Finance lease obligations | $ 78.5 | $ 71.2 |
Total long-term debt before discount | 2,951.5 | 2,740.1 |
Less: unamortized debt issuance costs and discount on debt | (22.4) | (26.3) |
Total long-term debt | 2,929.1 | 2,713.8 |
Less: current maturities | (27) | (25) |
Total long-term debt, excluding current maturities | 2,902.1 | 2,688.8 |
Term B-3 Loan Due 2024 | ||
Debt Instrument [Line Items] | ||
Aggregate principal amount | $ 1,264.1 | $ 1,438 |
Variable interest rate | 2.43% | 4.05% |
Term B-5 Loan Due 2026 | ||
Debt Instrument [Line Items] | ||
Aggregate principal amount | $ 398 | $ 400 |
Variable interest rate | 2.18% | 3.80% |
North American ABL Due 2024 | ||
Debt Instrument [Line Items] | ||
Aggregate principal amount | $ 529.5 | $ 200 |
Variable interest rate | 1.67% | 5.25% |
Canadian ABL Facility Due 2022 | ||
Debt Instrument [Line Items] | ||
Aggregate principal amount | $ 125.2 | $ 130.9 |
Variable interest rate | 2.77% | 4.31% |
European ABL Facility Due 2023 Variable interest Rate of 1.75% | ||
Debt Instrument [Line Items] | ||
Aggregate principal amount | $ 56.2 | $ 0 |
Variable interest rate | 1.75% | |
Unsecured Notes Due 2027 | ||
Debt Instrument [Line Items] | ||
Aggregate principal amount | $ 500 | $ 500 |
Fixed interest rate | 5.13% | 5.13% |
Debt - Fair value of debt (Deta
Debt - Fair value of debt (Details) - USD ($) $ in Millions | Jun. 30, 2020 | Dec. 31, 2019 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Carrying amount | $ 2,929.1 | $ 2,713.8 |
Fair Value, Inputs, Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Carrying amount | 2,929.1 | 2,713.8 |
Fair value | $ 2,898.1 | $ 2,770.7 |
Supplemental balance sheet in_3
Supplemental balance sheet information - Allowance for Credit Losses (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2020USD ($) | |
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | |
Begging balance | $ 12.9 |
Provision for credit losses | 9.4 |
Write-offs | (1.3) |
Recoveries | 0.3 |
Foreign exchange | (0.7) |
Ending balance | $ 20.6 |
Supplemental balance sheet in_4
Supplemental balance sheet information - Summary of Property, Plant and Equipment, Net (Detail) - USD ($) $ in Millions | Jun. 30, 2020 | Dec. 31, 2019 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Property, plant and equipment, at cost | $ 2,196.5 | $ 2,190.3 |
Less: accumulated depreciation | (1,095) | (1,037.9) |
Property, plant and equipment, net | $ 1,101.5 | $ 1,152.4 |
Supplemental balance sheet in_5
Supplemental balance sheet information - Schedule of Goodwill (Detail) $ in Millions | 6 Months Ended |
Jun. 30, 2020USD ($) | |
Goodwill [Roll Forward] | |
Goodwill, Beginning Balance | $ 2,280.8 |
Purchase price adjustments | 7 |
Other adjustments | (0.5) |
Foreign exchange | (24.1) |
Goodwill, Ending Balance | 2,263.2 |
USA | |
Goodwill [Roll Forward] | |
Goodwill, Beginning Balance | 1,802.3 |
Purchase price adjustments | 7 |
Other adjustments | 0 |
Foreign exchange | 0 |
Goodwill, Ending Balance | 1,809.3 |
EMEA | |
Goodwill [Roll Forward] | |
Goodwill, Beginning Balance | 8.4 |
Purchase price adjustments | 0 |
Other adjustments | 0 |
Foreign exchange | (0.6) |
Goodwill, Ending Balance | 7.8 |
Canada | |
Goodwill [Roll Forward] | |
Goodwill, Beginning Balance | 441.1 |
Purchase price adjustments | 0 |
Other adjustments | 0 |
Foreign exchange | (19) |
Goodwill, Ending Balance | 422.1 |
LATAM | |
Goodwill [Roll Forward] | |
Goodwill, Beginning Balance | 29 |
Purchase price adjustments | 0 |
Other adjustments | (0.5) |
Foreign exchange | (4.5) |
Goodwill, Ending Balance | $ 24 |
Supplemental balance sheet in_6
Supplemental balance sheet information - Schedule of Gross Carrying Amounts and Accumulated Amortization of Intangible Assets (Detail) - USD ($) $ in Millions | Jun. 30, 2020 | Dec. 31, 2019 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross | $ 1,121.7 | $ 1,168.4 |
Accumulated Amortization | (845.7) | (848.2) |
Net | 276 | 320.2 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross | 947.7 | 986.4 |
Accumulated Amortization | (678.7) | (680.8) |
Net | 269 | 305.6 |
Other | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross | 174 | 182 |
Accumulated Amortization | (167) | (167.4) |
Net | $ 7 | $ 14.6 |
Supplemental balance sheet in_7
Supplemental balance sheet information - Schedule of Finite-Lived Intangible Assets, Future Amortization Expense (Detail) $ in Millions | Jun. 30, 2020USD ($) |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
2020 | $ 60.9 |
2021 | 51.1 |
2022 | 43.4 |
2023 | 39 |
2024 | $ 31.3 |
Supplemental balance sheet in_8
Supplemental balance sheet information - Other Accrued Expenses (Details) - USD ($) $ in Millions | Jun. 30, 2020 | Dec. 31, 2019 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Current tax liabilities | $ 101.3 | $ 87.1 |
Customer prepayments and deposits | $ 81.5 |
Supplemental balance sheet in_9
Supplemental balance sheet information Impairment Charges (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2020 | Jun. 30, 2019 | |
Impaired Long-Lived Assets Held and Used [Line Items] | |||
Asset Impairment Charges | $ 15.5 | $ 16.9 | $ 0 |
Property, Plant and Equipment | |||
Impaired Long-Lived Assets Held and Used [Line Items] | |||
Asset Impairment Charges | 2.7 | ||
Property, Plant and Equipment | USA | |||
Impaired Long-Lived Assets Held and Used [Line Items] | |||
Asset Impairment Charges | 1.4 | ||
Intangible Assets | |||
Impaired Long-Lived Assets Held and Used [Line Items] | |||
Asset Impairment Charges | $ 12.8 |
Fair value measurements - Recon
Fair value measurements - Reconciliation of Fair Value Measurements that Use Significant Unobservable Inputs (Level 3) (Detail) - Warrant Liability $ in Millions | 6 Months Ended |
Jun. 30, 2020USD ($) | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Fair value beginning balance | $ 33 |
Fair value adjustments | (7.5) |
Fair value ending balance | $ 25.5 |
Fair value measurements - Addit
Fair value measurements - Additional Information (Detail) - Warrants | 6 Months Ended |
Jun. 30, 2020 | |
Warrant life | |
Foreign Currency Fair Value Hedge Derivative [Line Items] | |
Expected option life | 2 years |
Expected volatility | |
Foreign Currency Fair Value Hedge Derivative [Line Items] | |
Measurment input | 0.4262 |
Risk-free interest rate | |
Foreign Currency Fair Value Hedge Derivative [Line Items] | |
Measurment input | 0.0016 |
Minimum | Expected volatility | |
Foreign Currency Fair Value Hedge Derivative [Line Items] | |
Measurment input | 0.271 |
Maximum | Expected volatility | |
Foreign Currency Fair Value Hedge Derivative [Line Items] | |
Measurment input | 0.598 |
Derivatives (Detail)
Derivatives (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Mar. 17, 2020 | Dec. 31, 2019 | |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||||
Percentage of swaps designated as cash flow hedges | 95.00% | 95.00% | ||||
Prepaid expenses and other current assets | ||||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||||
Forward currency contract asset fair value | $ 300,000 | $ 300,000 | $ 200,000 | |||
Other accrued expenses | ||||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||||
Forward currency contract liability fair value | 600,000 | 600,000 | 700,000 | |||
Other expense, net | ||||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||||
Amount of gain (loss) reclassified from other comprehensive loss into income | (6,900,000) | $ 0 | (700,000) | $ 0 | ||
Interest Rate Swap Contracts | ||||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||||
Derivative, notional amount | $ 250,000,000 | |||||
Interest Rate Swap Contracts | Interest expense | ||||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||||
Amount of gain (loss) reclassified from other comprehensive loss into income | (2,200,000) | 3,700,000 | (3,100,000) | 7,500,000 | ||
Amount to be reclassified to Statement of Operations within the next 12 months | (18,800,000) | |||||
Interest Rate Swap Contracts | Designated as Hedging Instrument | ||||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||||
Derivative, notional amount | 1,050,000,000 | 1,050,000,000 | 1,050,000,000 | |||
Interest Rate Swap Contracts | Not Designated as Hedging Instrument | ||||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||||
Derivative, notional amount | 200,000,000 | $ 200,000,000 | 200,000,000 | |||
Cross-currency swap contracts | Minimum | ||||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||||
Debt instrument, term | 1 month | |||||
Cross-currency swap contracts | Maximum | ||||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||||
Debt instrument, term | 3 months | |||||
Cross-currency swap contracts | Not Designated as Hedging Instrument | ||||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||||
Derivative, notional amount | 124,800,000 | $ 124,800,000 | 141,400,000 | |||
Cross Currency Interest Rate Contract | Interest expense | ||||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||||
Amount of gain (loss) reclassified from other comprehensive loss into income | 800,000 | $ 0 | 2,700,000 | $ 0 | ||
Amount to be reclassified to Statement of Operations within the next 12 months | 1,700,000 | |||||
Cross Currency Interest Rate Contract | Designated as Hedging Instrument | ||||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||||
Derivative, notional amount | 381,000,000 | 381,000,000 | 381,000,000 | |||
Cross Currency Interest Rate Contract | Not Designated as Hedging Instrument | ||||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||||
Derivative, notional amount | $ 19,000,000 | $ 19,000,000 | $ 19,000,000 |
Derivatives - Assets and Liabil
Derivatives - Assets and Liabilities (Details) - USD ($) $ in Millions | Jun. 30, 2020 | Dec. 31, 2019 |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Derivative Assets | $ 2.3 | $ 8.1 |
Derivative Liabilities | 67.9 | 37 |
Designated as Hedging Instrument | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Derivative Assets | 1.7 | 7.2 |
Derivative Liabilities | 58.1 | 32.5 |
Not Designated as Hedging Instrument | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Derivative Assets | 0.6 | 0.9 |
Derivative Liabilities | 9.8 | 4.5 |
Prepaid expenses and other current assets | Foreign Exchange Contract | Not Designated as Hedging Instrument | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Derivative Assets | 0.5 | 0.5 |
Prepaid expenses and other current assets | Cross-currency swap contracts | Designated as Hedging Instrument | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Derivative Assets | 1.7 | 7.2 |
Prepaid expenses and other current assets | Cross-currency swap contracts | Not Designated as Hedging Instrument | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Derivative Assets | 0.1 | 0.4 |
Prepaid expenses and other current assets | Interest rate swap contracts | Designated as Hedging Instrument | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Derivative Assets | 0 | 0 |
Prepaid expenses and other current assets | Interest rate swap contracts | Not Designated as Hedging Instrument | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Derivative Assets | 0 | 0 |
Other long-term liabilities | Cross-currency swap contracts | Designated as Hedging Instrument | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Derivative Liabilities | 11.5 | 12.1 |
Other long-term liabilities | Cross-currency swap contracts | Not Designated as Hedging Instrument | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Derivative Liabilities | 0.6 | 0.6 |
Other long-term liabilities | Interest rate swap contracts | Designated as Hedging Instrument | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Derivative Liabilities | 27.8 | 14 |
Other long-term liabilities | Interest rate swap contracts | Not Designated as Hedging Instrument | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Derivative Liabilities | 4.9 | 1.9 |
Other accrued expenses | Foreign Exchange Contract | Not Designated as Hedging Instrument | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Derivative Liabilities | 0.8 | 1 |
Other accrued expenses | Interest rate swap contracts | Designated as Hedging Instrument | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Derivative Liabilities | 18.8 | 6.4 |
Other accrued expenses | Interest rate swap contracts | Not Designated as Hedging Instrument | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Derivative Liabilities | 3.5 | 1 |
Other assets | Interest rate swap contracts | Designated as Hedging Instrument | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Derivative Assets | 0 | 0 |
Other assets | Interest rate swap contracts | Not Designated as Hedging Instrument | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Derivative Assets | $ 0 | $ 0 |
Commitments and contingencies -
Commitments and contingencies - Additional Information (Detail) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2020USD ($)claim | Dec. 31, 2019USD ($) | Jun. 30, 2019USD ($) | Jun. 30, 2020USD ($)claimsitelocation | Jun. 30, 2019USD ($) | |
Other Commitments [Line Items] | |||||
Number of locations impacted by environmental laws and regulations | location | 129 | ||||
Number of company owned/occupied sites requiring environmental remediation work | site | 107 | ||||
Number of non owned sites liable for a share of clean-up | site | 22 | ||||
Income tax expense (benefit) | $ (11.6) | $ (18.5) | $ (11.3) | $ 4.8 | |
Foreign Tax Authority | Secretariat of the Federal Revenue Bureau of Brazil | |||||
Other Commitments [Line Items] | |||||
Proceeds from income tax refunds | $ 10.9 | ||||
Proceeds from prior year income tax refund | 9.7 | ||||
Foreign Tax Authority | Secretariat of the Federal Revenue Bureau of Brazil | Interest expense | |||||
Other Commitments [Line Items] | |||||
Proceeds from prior year income tax refund | 0.3 | $ 4.6 | |||
Income tax expense (benefit) | $ 0.4 | ||||
Maximum | |||||
Other Commitments [Line Items] | |||||
Number of asbestos-related claims (fewer than) | claim | 165 | 165 | |||
Environmental project, term | 30 years | ||||
Minimum | |||||
Other Commitments [Line Items] | |||||
Environmental project, term | 2 years |
Commitments and contingencies_2
Commitments and contingencies - Changes in Total Environmental Liabilities (Detail) $ in Millions | 6 Months Ended |
Jun. 30, 2020USD ($) | |
Accrual for Environmental Loss Contingencies [Roll Forward] | |
Environmental liabilities at beginning of period | $ 78.7 |
Revised obligation estimates | 11.7 |
Environmental payments | (7.4) |
Environmental liabilities at end of period | $ 83 |
Commitment and contingencies -
Commitment and contingencies - Environmental Liabilities Balance Sheet Information (Details) - USD ($) $ in Millions | Jun. 30, 2020 | Dec. 31, 2019 |
Other accrued expenses | ||
Other Commitments [Line Items] | ||
Current environmental liabilities | $ 26.6 | $ 25 |
Other long-term liabilities | ||
Other Commitments [Line Items] | ||
Long-term environmental liabilities | $ 56.4 | $ 53.7 |
Leasing - Assets and liabilitie
Leasing - Assets and liabilities, lessee (Details) - USD ($) $ in Millions | Jun. 30, 2020 | Dec. 31, 2019 |
Current liabilities: | ||
Current portion of operating lease liabilities | $ 46.1 | $ 47.4 |
Current portion of finance lease liabilities | 23 | 20.9 |
Operating lease assets | 154.7 | 157.3 |
Finance lease assets | 76.5 | 69.5 |
Total lease assets | 231.2 | 226.8 |
Noncurrent liabilities: | ||
Operating lease liabilities | 116.4 | 114.5 |
Finance lease liabilities | 55.5 | 50.3 |
Total lease liabilities | $ 241 | $ 233.1 |
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | us-gaap:OtherAssetsNoncurrent | us-gaap:OtherAssetsNoncurrent |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | us-gaap:PropertyPlantAndEquipmentNet | us-gaap:PropertyPlantAndEquipmentNet |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | us-gaap:OtherAccruedLiabilitiesCurrent | us-gaap:OtherAccruedLiabilitiesCurrent |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List] | us-gaap:LongTermDebtAndCapitalLeaseObligationsCurrent | us-gaap:LongTermDebtAndCapitalLeaseObligationsCurrent |
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | us-gaap:OtherLiabilitiesNoncurrent | us-gaap:OtherLiabilitiesNoncurrent |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | us-gaap:LongTermDebtAndCapitalLeaseObligations | us-gaap:LongTermDebtAndCapitalLeaseObligations |
Leasing - Lease cost in income
Leasing - Lease cost in income statement (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Lessee, Lease, Description [Line Items] | ||||
Operating Leases | $ 14 | $ 12.4 | $ 27.7 | $ 25.3 |
Finance Leases | 6.9 | 5.5 | 13.8 | 10.7 |
Total | 20.9 | 17.9 | 41.5 | 36 |
Depreciation | 5.9 | 4.8 | 12.1 | 9.4 |
Interest expense | 1 | 0.7 | 1.7 | 1.3 |
Variable lease costs | 0.2 | 0.7 | 0.4 | 0.9 |
Short-term lease costs | 6.4 | 9 | 13.9 | 11.6 |
Total gross lease costs | 27.5 | 27.6 | 55.8 | 48.5 |
Sublease income | 0.6 | 0.6 | 1.2 | 1.6 |
Total net lease cost | 26.9 | 27 | 54.6 | 46.9 |
Cost of goods sold (exclusive of depreciation) | ||||
Lessee, Lease, Description [Line Items] | ||||
Operating Leases | 4.4 | 4 | 8.7 | 7.7 |
Finance Leases | 0 | 0 | 0 | 0 |
Total | 4.4 | 4 | 8.7 | 7.7 |
Outbound freight and handling | ||||
Lessee, Lease, Description [Line Items] | ||||
Operating Leases | 1.4 | 1.9 | 2.7 | 3.7 |
Finance Leases | 0 | 0 | 0 | 0 |
Total | 1.4 | 1.9 | 2.7 | 3.7 |
Warehousing, selling and administrative | ||||
Lessee, Lease, Description [Line Items] | ||||
Operating Leases | 8.2 | 6.5 | 16.3 | 13.9 |
Finance Leases | 0 | 0 | 0 | 0 |
Total | $ 8.2 | $ 6.5 | $ 16.3 | $ 13.9 |
Leasing - Maturity of lease obl
Leasing - Maturity of lease obligations (Details) - USD ($) $ in Millions | Jun. 30, 2020 | Dec. 31, 2019 |
Operating Leases | ||
2020 | $ 26.8 | |
2021 | 43.6 | |
2022 | 34.4 | |
2023 | 23.9 | |
2024 | 15.6 | |
2025 and After | 38.5 | |
Total lease payments | 182.8 | |
Less: interest | 20.3 | |
Present value of lease liabilities, excluding guaranteed residual values | 162.5 | |
Plus: Present value of guaranteed residual values | 0 | |
Present value of lease liabilities | 162.5 | |
Finance Leases | ||
2020 | 13.3 | |
2021 | 22.8 | |
2022 | 19.3 | |
2023 | 10 | |
2024 | 7 | |
2025 and After | 11.5 | |
Total lease payments | 83.9 | |
Less: interest | 7.6 | |
Present value of lease liabilities, excluding guaranteed residual values | 76.3 | |
Plus: Present value of guaranteed residual values | 2.2 | |
Finance lease obligations | 78.5 | $ 71.2 |
Total | ||
2020 | 40.1 | |
2021 | 66.4 | |
2022 | 53.7 | |
2023 | 33.9 | |
2024 | 22.6 | |
2025 and After | 50 | |
Total lease payments | $ 266.7 |
Leasing - Lease term and discou
Leasing - Lease term and discount rate (Details) | Jun. 30, 2020 | Dec. 31, 2019 |
Weighted-average remaining lease term (years) | ||
Operating leases | 5 years 4 months 24 days | 5 years |
Finance leases | 4 years 4 months 24 days | 4 years |
Weighted-average discount rate | ||
Operating leases | 4.81% | 4.95% |
Finance leases | 4.07% | 4.33% |
Leasing - Other information (De
Leasing - Other information (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Leases [Abstract] | ||
Operating cash flows from operating leases | $ 27.3 | $ 28.9 |
Operating cash flows from finance leases | 1.6 | 1.3 |
Financing cash flows from finance leases | $ 12.1 | $ 9.6 |
Segments (Detail)
Segments (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Segment Reporting Information [Line Items] | ||||
Net sales | $ 2,009.2 | $ 2,584.6 | $ 4,220.4 | $ 4,744.6 |
Adjusted EBITDA | 163.2 | 201.1 | 324.8 | 361.2 |
Long-Lived Assets | 1,256.2 | 1,330.9 | 1,256.2 | 1,330.9 |
USA | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 1,169.4 | 1,605.3 | 2,526.9 | 2,912.5 |
EMEA | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 409.6 | 457.9 | 869.9 | 941.6 |
Canada | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 331.5 | 404.8 | 617.3 | 678.6 |
LATAM | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 98.7 | 116.6 | 206.3 | 211.9 |
Inter-segment | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | (24.6) | (26.1) | (51.9) | (53.1) |
Long-Lived Assets | 40.3 | 29.3 | 40.3 | 29.3 |
Inter-segment | USA | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | (23) | (23.4) | (48.7) | (48.3) |
Inter-segment | EMEA | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | (0.9) | (1) | (1.7) | (2) |
Inter-segment | Canada | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | (0.7) | (1.7) | (1.5) | (2.8) |
Inter-segment | LATAM | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 0 | 0 | 0 | 0 |
Operating Segments | USA | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 1,192.4 | 1,628.7 | 2,575.6 | 2,960.8 |
Adjusted EBITDA | 95.2 | 127.6 | 191.8 | 224.7 |
Long-Lived Assets | 824.8 | 892.8 | 824.8 | 892.8 |
Operating Segments | EMEA | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 410.5 | 458.9 | 871.6 | 943.6 |
Adjusted EBITDA | 39.7 | 38.2 | 80 | 80.3 |
Long-Lived Assets | 176.4 | 185.4 | 176.4 | 185.4 |
Operating Segments | Canada | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 332.2 | 406.5 | 618.8 | 681.4 |
Adjusted EBITDA | 25.2 | 33.8 | 52.5 | 55.5 |
Long-Lived Assets | 185.8 | 188.5 | 185.8 | 188.5 |
Operating Segments | LATAM | ||||
Segment Reporting Information [Line Items] | ||||
Net sales | 98.7 | 116.6 | 206.3 | 211.9 |
Adjusted EBITDA | 11 | 9.4 | 19.3 | 15.1 |
Long-Lived Assets | 28.9 | 34.9 | 28.9 | 34.9 |
Other/ Eliminations | ||||
Segment Reporting Information [Line Items] | ||||
Adjusted EBITDA | $ (7.9) | $ (7.9) | $ (18.8) | $ (14.4) |
Segments - Segment income state
Segments - Segment income statement information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Segment Reporting [Abstract] | ||||
Net income (loss) | $ 1.8 | $ 16.3 | $ 57.7 | $ (47.6) |
Net loss (income) from discontinued operations | 0 | 0.7 | 0 | (5.4) |
Depreciation | 40.4 | 39.7 | 82.1 | 72.9 |
Amortization | 14.8 | 18.6 | 30.6 | 33 |
Interest expense, net | 29.9 | 37.9 | 58 | 72.1 |
Income tax expense (benefit) | 11.6 | 18.5 | 11.3 | (4.8) |
Other operating expenses, net | 43.6 | 63.8 | 47.7 | 228.6 |
Other expense, net | 3.9 | 5.6 | 9.8 | 11.7 |
Loss on sale of business | 0 | 0 | 8.6 | 0 |
Loss on extinguishment of debt | 0 | 0 | 1.8 | 0.7 |
Adjusted EBITDA | 163.2 | 201.1 | 324.8 | 361.2 |
Foreign Income Tax Expense (Benefit), Continuing Operations | 0.3 | 0 | 0.3 | 0 |
Impairment charges | $ 16.9 | $ 0 | $ 16.9 | $ 0 |
Subsequent events (Details)
Subsequent events (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Sep. 30, 2020 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Loss on sale of business | $ 0 | $ 0 | $ 8.6 | $ 0 | |
Subsequent Event | Forecast | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Loss on sale of business | $ 15.1 |