Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2021 | Apr. 26, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2021 | |
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 ($0.01 par value) | |
Trading Symbol | UNVR | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 169,587,108 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q1 | |
Entity Central Index Key | 0001494319 | |
Current Fiscal Year End Date | --12-31 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Millions, $ in Millions | 3 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | ||
Income Statement [Abstract] | |||
Net sales | $ 2,155.4 | $ 2,211.2 | |
Cost of goods sold (exclusive of depreciation) | 1,613 | 1,678.6 | |
Operating expenses: | |||
Outbound freight and handling | 91.4 | 91.5 | |
Warehousing, selling and administrative | 268.8 | 279.5 | |
Other operating expenses, net (1) | [1] | 44.2 | 30.4 |
Depreciation | 43.8 | 41.7 | |
Amortization | 13.1 | 15.8 | |
Total operating expenses | 461.3 | 458.9 | |
Operating income | 81.1 | 73.7 | |
Other (expense) income: | |||
Interest income | 0.4 | 1 | |
Interest expense | (27) | (29.1) | |
Gain (loss) on sale of business | 0.6 | (8.6) | |
Loss on extinguishment of debt | (0.2) | (1.8) | |
Other income, net (1) | [1] | 28.9 | 20.4 |
Total other income (expense) | 2.7 | (18.1) | |
Income before income taxes | 83.8 | 55.6 | |
Income tax expense (benefit) | 17.6 | (0.3) | |
Net income | $ 66.2 | $ 55.9 | |
Income per common share: | |||
Basic income per common share (in dollars per share) | $ 0.39 | $ 0.33 | |
Diluted income per common share (in dollars per share) | $ 0.39 | $ 0.33 | |
Weighted average common shares outstanding: | |||
Basic (in shares) | 169.3 | 168.8 | |
Diluted (in shares) | 170.1 | 169.7 | |
[1] | (1) For the three months ended March 31, 2020, the fair value adjustment for warrants was reclassified to other income, net, from other operating expenses, net, to conform to the current year presentation. Refer to “Note 2: Significant accounting policies” for more information. |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Statement of Comprehensive Income [Abstract] | ||
Net income | $ 66.2 | $ 55.9 |
Other comprehensive income (loss), net of tax: | ||
Foreign currency translation | 0.8 | (94.1) |
Pension and postretirement benefit adjustment | (2.4) | 0 |
Derivative financial instruments | 6.6 | (16.1) |
Total other comprehensive income (loss), net of tax | 5 | (110.2) |
Comprehensive income (loss) | $ 71.2 | $ (54.3) |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Millions | Mar. 31, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 141.4 | $ 386.6 |
Trade accounts receivable, net of allowance for doubtful accounts of $19.2 and $17.2 at March 31, 2021 and December 31, 2020, respectively. | 1,423.4 | 1,239.8 |
Inventories | 728.4 | 674 |
Assets held for sale | 48.4 | 0 |
Prepaid expenses and other current assets | 165.5 | 151.5 |
Total current assets | 2,507.1 | 2,451.9 |
Property, plant and equipment, net | 1,037.8 | 1,065.7 |
Goodwill | 2,274.6 | 2,270.4 |
Intangible assets, net | 238.3 | 251.9 |
Deferred tax assets | 29.8 | 29.6 |
Other assets | 283.3 | 285.5 |
Total assets | 6,370.9 | 6,355 |
Current liabilities: | ||
Short-term financing | 4.5 | 2.1 |
Trade accounts payable | 878.4 | 765.1 |
Current portion of long-term debt | 117.7 | 163.5 |
Accrued compensation | 71.1 | 102.2 |
Liabilities held for sale | 22.2 | 0 |
Other accrued expenses | 354.3 | 374.1 |
Total current liabilities | 1,448.2 | 1,407 |
Long-term debt | 2,393 | 2,477.1 |
Pension and other postretirement benefit liabilities | 301.5 | 308.8 |
Deferred tax liabilities | 42.9 | 39.3 |
Other long-term liabilities | 316.3 | 330.5 |
Total liabilities | 4,501.9 | 4,562.7 |
Stockholders’ equity: | ||
Preferred stock, 200.0 million shares authorized at $0.01 par value with no shares issued or outstanding at March 31, 2021 and December 31, 2020 | 0 | 0 |
Common stock, 2.0 billion shares authorized at $0.01 par value with 169.6 million and 169.3 million shares issued and outstanding at March 31, 2021 and December 31, 2020, respectively | 1.7 | 1.7 |
Additional paid-in capital | 2,988.8 | 2,983.3 |
Accumulated deficit | (739.4) | (805.6) |
Accumulated other comprehensive loss | (382.1) | (387.1) |
Total stockholders’ equity | 1,869 | 1,792.3 |
Total liabilities and stockholders’ equity | $ 6,370.9 | $ 6,355 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions | Mar. 31, 2021 | Dec. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 19.2 | $ 17.2 |
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) | 169,600,000 | 169,300,000 |
Common stock, shares outstanding (in shares) | 169,600,000 | 169,300,000 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | ||
Operating activities: | |||
Net income | $ 66.2 | $ 55.9 | |
Adjustments to reconcile net income to net cash used by operating activities: | |||
Depreciation and amortization | 56.9 | 57.5 | |
Amortization of deferred financing fees and debt discount | 1.8 | 1.6 | |
Amortization of pension credit from accumulated other comprehensive loss | (2.9) | 0 | |
(Gain) loss on sale of business | (0.6) | 8.6 | |
Gain on sale of property, plant and equipment | (1.1) | (5.3) | |
Loss on extinguishment of debt | 0.2 | 1.8 | |
Deferred income taxes | 2 | (3.5) | |
Stock-based compensation expense | 5.9 | 5.7 | |
Charge For Inventory Step-Up Of Acquired Inventory | [1] | (25.6) | (26.3) |
Other | 1.2 | 0 | |
Changes in operating assets and liabilities: | |||
Trade accounts receivable, net | (220.9) | (259.4) | |
Inventories | (70.8) | (50.5) | |
Prepaid expenses and other current assets | (34.3) | (58.3) | |
Trade accounts payable | 138.1 | 165.3 | |
Pensions and other postretirement benefit liabilities | (7.8) | (5.3) | |
Other, net (1) | [1] | (0.6) | 34 |
Net cash used by operating activities | (92.3) | (78.2) | |
Investing activities: | |||
Purchases of property, plant and equipment | (16.3) | (24.1) | |
Proceeds from sale of property, plant and equipment | 5.3 | 7.6 | |
Payments from sale of business | (0.4) | (8.2) | |
Other | (0.8) | (6.2) | |
Net cash used by investing activities | (12.2) | (30.9) | |
Financing activities: | |||
Payments on long-term debt and finance lease obligations | (56.2) | (180.6) | |
Net (payments) proceeds under revolving credit facilities | (81) | 345.9 | |
Short-term financing, net | 4.1 | 6.3 | |
Taxes paid related to net share settlements of stock-based compensation awards | (2.1) | (1.3) | |
Stock option exercises | 1.5 | 0.7 | |
Net cash (used) provided by financing activities | (133.7) | 171 | |
Effect of exchange rate changes on cash and cash equivalents | (7) | (12.5) | |
Net (decrease) increase in cash and cash equivalents | (245.2) | 49.4 | |
Cash and cash equivalents at beginning of period | 386.6 | 330.3 | |
Cash and cash equivalents at end of period | 141.4 | 379.7 | |
Cash paid during the period for: | |||
Income taxes | 15.5 | 9.8 | |
Interest, net of capitalized interest | 18.6 | 18 | |
Non-cash activities: | |||
Additions of property, plant and equipment included in trade accounts payable and other accrued expenses | 4.7 | 4.8 | |
Additions of property, plant and equipment under a finance lease obligation | 4.9 | 18 | |
Additions of assets under an operating lease obligation | $ 16.2 | $ 17.5 | |
[1] | For the three months ended March 31, 2020, the amount included in fair value adjustment for warrants, which was previously included in other, net, is now presented separately to conform to the current year presentation. |
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 |
Beginning balance (in shares) at Dec. 31, 2019 | 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 | 55.9 | 55.9 | |||
Foreign currency translation adjustment | (94.1) | (94.1) | |||
Derivative financial instruments, net of tax | (16.1) | (16.1) | |||
Restricted stock units vested (in shares) | 0.2 | ||||
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 | (1.3) | (1.3) | |||
Stock option exercises (in shares) | 0.1 | ||||
Stock option exercises | 0.7 | 0.7 | |||
Stock-based compensation | 5.7 | 5.7 | |||
Ending balance (in shares) at Mar. 31, 2020 | 168.9 | ||||
Ending balance at Mar. 31, 2020 | $ 1,683.6 | $ 1.7 | 2,974 | (802.6) | (489.5) |
Beginning balance (in shares) at Dec. 31, 2020 | 169.3 | 169.3 | |||
Beginning balance at Dec. 31, 2020 | $ 1,792.3 | $ 1.7 | 2,983.3 | (805.6) | (387.1) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | 66.2 | 66.2 | |||
Foreign currency translation adjustment | 0.8 | 0.8 | |||
Pension and other postretirement benefits adjustment, net of tax $0.5 | (2.4) | (2.4) | |||
Derivative financial instruments, net of tax | 6.6 | 6.6 | |||
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 | (2.1) | (2.1) | |||
Stock option exercises (in shares) | 0.1 | ||||
Stock option exercises | 1.5 | 1.5 | |||
Stock-based compensation | 5.9 | 5.9 | |||
Other | $ 0.2 | ||||
Ending balance (in shares) at Mar. 31, 2021 | 169.6 | 169.6 | |||
Ending balance at Mar. 31, 2021 | $ 1,869 | $ 1.7 | $ 2,988.8 | $ (739.4) | $ (382.1) |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Changes in Stockholders' Equity (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Statement of Stockholders' Equity [Abstract] | ||
Pension and other postretirement benefits adjustment, tax expense (benefit) | $ 0.5 | |
Foreign currency translation adjustment tax expense (benefit) | $ (4.7) | |
Derivative financial instruments, tax expense (benefit) | $ (2.2) | $ 7 |
Nature of operations
Nature of operations | 3 Months Ended |
Mar. 31, 2021 | |
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 and the Middle East and Africa (“EMEA”) • Univar Solutions Canada (“Canada”) • Univar Solutions Latin America (“LATAM”) LATAM includes certain developing businesses in Latin America and the Asia-Pacific region. |
Significant accounting policies
Significant accounting policies | 3 Months Ended |
Mar. 31, 2021 | |
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. 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, 2020. During the first quarter of 2021, the Company recorded a prior-period adjustment, correcting an error relating to the remaining life of outstanding warrants which overstated the December 31, 2020 warrant liability by $14.0 million. Management of the Company concluded the effect of the adjustment is immaterial to the projected full-year 2021 financial statements and the affected prior periods. In addition, the Company recorded the change in the fair value of the warrants in other income, net during the current period to properly reflect the non-operating nature of the warrant liability. The Company reclassified the change in the fair value of the warrants in its condensed consolidated statement of operations for the three months ended March 31, 2020 from other operating expenses, net to other income, net to conform to the current period presentation. In addition, on our condensed consolidated statement of cash flows for the three months ended March 31, 2020, the change in the fair value is now presented separately as fair value adjustments for warrants, which was previously included in other, net, to conform to the current year presentation. Recently adopted accounting pronouncements In January 2021, the Company adopted ASU 2019-12 “Income Taxes” (Topic 740) – “Simplifying the Accounting for Income Taxes,” which clarifies and simplifies the accounting for income taxes by eliminating certain exceptions for intra-period tax allocation principles, updating the methodology for calculating income tax rates in an interim period and aligning the recognition of deferred taxes for outside basis differences in an investment, among other updates. The adoption did not have a material impact to the Company’s financial statements and disclosures. Accounting pronouncements issued and not yet adopted 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. In January 2021, the FASB issued ASU 2021-01 “Reference Rate Reform” (Topic 848) that clarifies the scope of ASU 2020-04. The ASU’s were 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 | 3 Months Ended |
Mar. 31, 2021 | |
Business Combinations [Abstract] | |
Business combinations | 3. Business combinations 2020 Acquisition On December 18, 2020, the Company completed the acquisition of the specialty silicone solutions business of Zhuhai Techi Chem Silicone Industry Corporation (“Techi Chem”), a leading distributor of specialty silicone solutions used primarily for the coatings, adhesives, sealants, and elastomers (CASE) market within the China marketplace. The goal of the Techi Chem acquisition is to enhance the Company’s ability to bring differential value to customers and suppliers within the CASE market. The purchase price of this acquisition was $6.8 million, comprised of $4.6 million cash paid and a $2.2 million contingent consideration component. Refer to “Note 15: Fair value measurements” for further information on the contingent consideration liability. As of December 31, 2020, the Company recorded a preliminary purchase price allocation consisting of goodwill of $3.5 million, intangibles of $2.7 million, inventory of $1.0 million and other current assets and deferred tax liabilities of $(0.4) million. The goodwill is included in the LATAM segment and is primarily attributable to expected synergies. The Company does not expect the goodwill to be deductible for income tax purposes. The identified intangible assets were related to customer relationships which have a weighted-average amortization period of eight years. The operating results subsequent to the acquisition date did not have a significant impact on the consolidated financial statements of the Company. As of March 31, 2021, the Company updated the purchase price allocation to reflect final deferred income tax adjustments, resulting in a $0.7 million decrease to goodwill. The accounting for this acquisition was complete as of March 31, 2021. |
Dispositions and assets held fo
Dispositions and assets held for sale | 3 Months Ended |
Mar. 31, 2021 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Dispositions and assets held for sale | 4. Dispositions and assets held for sale Dispositions On November 30, 2020, the Company completed the sale of its Canadian Agriculture services business for total net cash proceeds of $39.3 million after closing transaction-related expenses. In the fourth quarter of 2020, the Company recorded a $31.5 million pre-tax loss on sale of business in the condensed consolidated statements of operations. In the first quarter of 2021, the Company recognized a favorable adjustment of $0.7 million, decreasing the loss on sale recorded in the fourth quarter of 2020. The sale of this 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 had, or will have, a major effect on the Company's operations and financial results. The following summarizes the income before income taxes attributable to this business: (in millions) Three months ended March 31, 2020 Income before income taxes $ 2.0 On September 1, 2020, the Company completed the sale of its industrial spill and emergency response businesses to EnviroServe Inc. for total net cash proceeds of $6.2 million after transaction-related expenses. In the third quarter of 2020, the Company recorded a $9.3 million pre-tax loss on sale of business in the condensed consolidated statements of operations. In the fourth quarter of 2020 and the first quarter of 2021, we recorded estimated and final net working capital adjustments of $1.2 million and $0.1 million, respectively, increasing the loss on sale recorded in the third quarter of 2020. The sale of these businesses did not meet the criteria to be classified as a discontinued operation in the Company’s financial statements because the dispositions did not represent a strategic shift that had, or will have, a major effect on the Company's operations and financial results. The following summarizes the loss before income taxes attributable to these businesses: (in millions) Three months ended March 31, 2020 Loss before income taxes $ (6.6) 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 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 had, or will have, a major effect on the Company's operations and financial results. Assets held for sale On January 22, 2021, the Company entered into an agreement to sell its Distrupol business. The sale of the Distrupol business closed on April 1, 2021. Refer to “Note 20: Subsequent events” for further information. The following summarizes the carrying value of assets and liabilities associated with this business as presented within assets and liabilities held for sale in the condensed consolidated balance sheet as of March 31, 2021: (in millions) March 31, 2021 Assets Cash and cash equivalents $ 7.5 Trade accounts receivable 24.7 Inventories 9.2 Prepaid expenses and other current assets 4.2 Property, plant and equipment, net 0.6 Other assets 2.2 Total assets held for sale $ 48.4 Liabilities Trade accounts payable $ 14.4 Current portion of long-term debt 0.1 Accrued compensation 0.6 Other accrued expenses 5.1 Long-term debt 0.2 Other long-term liabilities 1.8 Total liabilities held for sale $ 22.2 |
Revenue
Revenue | 3 Months Ended |
Mar. 31, 2021 | |
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 March 31, 2021 Chemical Distribution $ 1,222.2 $ 505.7 $ 218.7 $ 132.0 $ 2,078.6 Services 70.8 0.2 4.0 1.8 76.8 Total external customer net sales $ 1,293.0 $ 505.9 $ 222.7 $ 133.8 $ 2,155.4 USA EMEA Canada LATAM Consolidated (in millions) Three months ended March 31, 2020 Chemical Distribution $ 1,270.5 $ 459.9 $ 208.3 $ 105.3 $ 2,044.0 Crop Sciences — — 64.4 — 64.4 Services 87.0 0.4 13.1 2.3 102.8 Total external customer net sales $ 1,357.5 $ 460.3 $ 285.8 $ 107.6 $ 2,211.2 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 March 31, 2021 and December 31, 2020 were $5.8 million. Revenue recognized through the three months ended March 31, 2021 and 2020 from amounts included in contract liabilities at the beginning of the period were $4.3 million and $63.9 million, respectively. The year-over-year decrease in revenue recognized from contract liabilities is primarily due to the prior year wind down of the Canadian Agriculture wholesale distribution business which was operationally completed by December 31, 2020. |
Other operating expenses, net
Other operating expenses, net | 3 Months Ended |
Mar. 31, 2021 | |
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 March 31, (in millions) 2021 2020 Acquisition and integration related expenses $ 16.4 $ 17.5 Stock-based compensation expense 5.9 5.7 Restructuring charges 0.2 2.5 Other employee severance costs 2.9 5.5 Other facility closure costs — 1.9 Multi-employer pension plan exit liability (1) 18.4 — Gain on sale of property, plant and equipment (1.1) (5.3) Other 1.5 2.6 Total other operating expenses, net (2) $ 44.2 $ 30.4 (1) Refer to “Note 9: Employee benefit plans” for more information. (2) For the three months ended March 31, 2020, the fair value adjustment for warrants was reclassified to other income, net, from other operating expenses, net, to conform to the current year presentation. Refer to “Note 2: Significant accounting policies” for more information. |
Restructuring charges
Restructuring charges | 3 Months Ended |
Mar. 31, 2021 | |
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 fourth quarter of 2020, the Company approved a plan to wind down its Canadian Agriculture wholesale distribution business as part of an in-depth review of the changing dynamics within the agriculture industry. The actions associated with this program were substantially complete as of December 31, 2020. During the first quarter of 2021, the Company increased its previously disclosed estimate and recorded an additional charge to earnings of $0.2 million within employee termination costs. As a result of this plan, we recorded the following charges: (in millions) Three months ended March 31, 2021 Cumulative costs Anticipated total costs Canada: Employee termination costs $ 0.2 $ 1.9 $ 1.9 Other exit costs — 2.2 2.2 Total $ 0.2 $ 4.1 $ 4.1 The following table summarizes activity related to accrued liabilities associated with restructuring: (in millions) January 1, 2021 Charge to earnings Cash paid Non-cash and other March 31, 2021 Employee termination costs $ 3.2 $ 0.2 $ (3.6) $ 1.3 $ 1.1 Facility exit costs 1.4 — — (1.3) 0.1 Other exit costs 2.5 — — (0.1) 2.4 Total $ 7.1 $ 0.2 $ (3.6) $ (0.1) $ 3.6 (in millions) January 1, 2020 Charge to earnings Cash paid Non-cash and other December 31, 2020 Employee termination costs $ 3.7 $ 11.7 $ (12.4) $ 0.2 $ 3.2 Facility exit costs 1.9 — (0.5) — 1.4 Other exit costs 0.2 2.2 — 0.1 2.5 Total $ 5.8 $ 13.9 $ (12.9) $ 0.3 $ 7.1 Restructuring liabilities of $3.5 million and $6.6 million were classified as current in other accrued expenses in the condensed consolidated balance sheets as of March 31, 2021 and December 31, 2020, respectively. The long-term portion of restructuring liabilities of $0.1 million and $0.5 million were recorded in other long-term liabilities in the condensed consolidated balance sheets as of March 31, 2021 and December 31, 2020, respectively, and primarily consists of facility exit costs that are expected to be paid within the next five years. |
Other income, net
Other income, net | 3 Months Ended |
Mar. 31, 2021 | |
Other Income and Expenses [Abstract] | |
Other income, net | 8. Other income, net Other income, net consisted of the following: Three months ended March 31, (in millions) 2021 2020 Foreign currency transactions $ (1.8) $ (0.8) Foreign currency denominated loans revaluation (0.1) 0.2 Undesignated foreign currency derivative instruments (1) (1.7) (2.0) Undesignated swap contracts (1) 1.3 (4.8) Non-operating retirement benefits (2) 6.7 2.2 Debt refinancing costs — (0.1) Fair value adjustment for warrants (3) 25.6 26.3 Other (1.1) (0.6) Total other income, net $ 28.9 $ 20.4 (1) Refer to “Note 16: Derivatives” for more information. (2) Refer to “Note 9: Employee benefit plans” for more information. (3) For the three months ended March 31, 2020, the fair value adjustment for warrants was reclassified to other income, net, from other operating expenses, net, to conform to the current year presentation. Refer to “Note 2: Significant accounting policies” for more information. |
Employee benefit plans
Employee benefit plans | 3 Months Ended |
Mar. 31, 2021 | |
Postemployment Benefits [Abstract] | |
Employee benefit plans | 9. Employee benefit plans The following table summarizes the components of net periodic benefit recognized in the condensed consolidated statements of operations: Domestic - Defined Benefit Pension Plans Foreign - Defined Benefit Pension Plans Three months ended March 31, Three months ended March 31, (in millions) 2021 2020 2021 2020 Service cost (1) $ — $ — $ 0.5 $ 0.5 Interest cost (2) 4.8 5.8 2.5 3.1 Expected return on plan assets (2) (7.3) (7.1) (3.8) (4.0) Prior service credit (2) — — (2.9) — Net periodic benefit $ (2.5) $ (1.3) $ (3.7) $ (0.4) (1) Service cost is included in warehouse, selling and administrative expenses. (2) These amounts are included in other income, net. Multi-employer pension plan exit liability During the first quarter of 2021, the Company recognized a partial withdrawal liability of $18.4 million due to four locations exiting the Central States multi-employer pension plan. While the amount recognized represents the Company’s best estimate of the partial withdrawal liability at this time, actual costs could differ based on final funding assessments. Any changes to the estimate will be recorded in the period identified. The Company estimates its cash obligation to be approximately $1.1 million annually for the next 20 years. The net present value of the liability recognized was determined using a risk-free interest rate. This liability is recorded within other operating expenses, net in the condensed consolidated statements of operations and other accrued expenses and other long-term liabilities in the condensed consolidated balance sheets. As reported in the financial statements for the year ended December 31, 2020, Company estimates suggest that under certain circumstances the Company’s withdrawal liability in relation to all eight locations that participate in the Central States multi-employer pension plan could be between $30 million to $60 million on a discounted basis. Other estimates of possible outcomes incorporating additional external factors could result in materially higher withdrawal liabilities, though the Company believes that those outcomes are unlikely to occur based on available information. |
Income taxes
Income taxes | 3 Months Ended |
Mar. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Income taxes | 10. Income taxes The income tax expense and effective income tax rate for the three months ended March 31, 2021 and 2020 were as follows: Three months ended March 31, (dollars in millions) 2021 2020 Income tax expense (benefit) $ 17.6 $ (0.3) Effective income tax rate 21.0 % (0.5) % Discrete tax expense of $0.5 million is included in the $17.6 million income tax expense for the three months ended March 31, 2021. The Company’s estimated annual effective income tax rate without discrete items was 29.2%, higher than the US federal statutory rate of 21.0% primarily due to higher rates on foreign earnings, US tax on foreign earnings, US state income taxes, and non-deductible employee costs. A discrete tax benefit of $9.0 million was included in the $0.3 million income tax benefit for the three months ended March 31, 2020, primarily attributable to the utilization of previously disallowed US interest expense as a result of the Coronavirus Aid, Relief and Economic Security Act (“CARES Act”). The Company’s estimated annual effective income tax rate without discrete items was 30.0%, 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. |
Earnings per share
Earnings per share | 3 Months Ended |
Mar. 31, 2021 | |
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 March 31, (in millions, except per share data) 2021 2020 Numerator: Net income $ 66.2 $ 55.9 Denominator: Weighted average common shares outstanding – basic 169.3 168.8 Effect of dilutive securities: stock compensation plans 0.8 0.9 Weighted average common shares outstanding – diluted 170.1 169.7 Basic: Basic income per common share $ 0.39 $ 0.33 Diluted: Diluted income per common share $ 0.39 $ 0.33 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 March 31, (in millions, common shares) 2021 2020 Stock options 3.8 3.9 Restricted stock 0.2 1.2 Warrants 7.6 7.6 |
Accumulated other comprehensive
Accumulated other comprehensive loss | 3 Months Ended |
Mar. 31, 2021 | |
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 benefit pension Currency translation Total AOCI Balance, December 31, 2020 $ (32.7) $ 19.2 $ (373.6) $ (387.1) Other comprehensive loss before reclassifications 14.9 — 0.8 15.7 Amounts reclassified from accumulated other comprehensive loss (8.3) (2.4) — (10.7) Net current period other comprehensive (loss) income $ 6.6 $ (2.4) $ 0.8 $ 5.0 Balance, March 31, 2021 $ (26.1) $ 16.8 $ (372.8) $ (382.1) Balance, December 31, 2019 $ (15.4) $ (1.0) $ (362.9) $ (379.3) Other comprehensive loss before reclassifications (11.1) — (94.1) (105.2) Amounts reclassified from accumulated other comprehensive loss (5.0) — — (5.0) Net current period other comprehensive (loss) income $ (16.1) $ — $ (94.1) $ (110.2) Balance, March 31, 2020 $ (31.5) $ (1.0) $ (457.0) $ (489.5) The following is a summary of the amounts reclassified from accumulated other comprehensive loss to net income: Statement of Operations Classification Three months ended March 31, (in millions) 2021 (1) 2020 (1) Amortization of defined benefit pension items: Prior service credit Other income, net $ (2.9) $ — Tax expense Income tax expense (benefit) 0.5 — Net of tax $ (2.4) $ — Cash flow hedges: Interest rate swap contracts Interest expense $ 4.8 $ 0.9 Cross-currency swap contracts Interest expense and other income, net (15.9) (8.1) Tax expense Income tax expense (benefit) 2.8 2.2 Net of tax $ (8.3) $ (5.0) Total reclassifications for the period, net of tax $ (10.7) $ (5.0) (1) Amounts in parentheses indicate credits to net income in the condensed consolidated statement of operations. |
Debt
Debt | 3 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
Debt | 13. Debt Short-term financing Short-term financing consisted of the following: (in millions) March 31, 2021 December 31, 2020 Bank overdrafts $ 4.5 $ 2.1 As of March 31, 2021 and December 31, 2020, the Company had $191.2 million and $196.0 million, respectively, in outstanding letters of credit. Long-term debt Long-term debt consisted of the following: (in millions) March 31, 2021 December 31, 2020 Senior Term Loan Facilities: Term B-3 Loan due 2024, variable interest rate of 2.36% and 2.40% at March 31, 2021 and December 31, 2020, respectively $ 1,264.1 $ 1,264.1 Term B-5 Loan due 2026, variable interest rate of 2.11% and 2.15% at March 31, 2021 and December 31, 2020, respectively 395.0 396.0 Asset Backed Loan (ABL) Facilities: North American ABL Facility due 2024, variable interest rate of 1.83% and 1.71% at March 31, 2021 and December 31, 2020, respectively 184.5 265.5 Canadian ABL Term Loan due 2022, variable interest rate of 2.66% and 2.71% at March 31, 2021 and December 31, 2020, respectively 87.6 133.5 Senior Unsecured Notes: Senior Unsecured Notes due 2027, fixed interest rate of 5.13% at March 31, 2021 and December 31, 2020 500.0 500.0 Finance lease obligations 98.5 101.6 Total long-term debt before discount $ 2,529.7 $ 2,660.7 Less: unamortized debt issuance costs and discount on debt (19.0) (20.1) Total long-term debt $ 2,510.7 $ 2,640.6 Less: current maturities (117.7) (163.5) Total long-term debt, excluding current maturities $ 2,393.0 $ 2,477.1 The weighted average interest rate on long-term debt was 3.61% and 3.73% as of March 31, 2021 and December 31, 2020, respectively. On February 26, 2021, using the proceeds from the sale of the Canadian Agriculture services business and existing cash, the Company repaid $47.1 million of debt outstanding under the Canadian ABL Term Loan. As a result of this prepayment, the Company recognized a loss on extinguishment of debt of $0.2 million during the three months ended March 31, 2021. The Canadian ABL Term Loan is payable in quarterly installments, beginning June 30, 2020, with a final maturity on February 28, 2022. However, as a result of optional prepayments made by the Company in 2019 and 2021, the loan is expected to be fully paid by December 31, 2021. 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 this prepayment, the Company recognized a loss on extinguishment of debt of $1.8 million during the three months ended March 31, 2020. Other Information March 31, 2021 December 31, 2020 (in millions) Carrying amount Fair value Carrying amount Fair value Fair value of debt $ 2,510.7 $ 2,545.2 $ 2,640.6 $ 2,687.4 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 | 3 Months Ended |
Mar. 31, 2021 | |
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 receivable. 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, 2021 $ 17.2 Provision for credit losses 3.1 Write-offs (0.9) Foreign exchange (0.2) Balance, March 31, 2021 $ 19.2 Property, plant and equipment, net (in millions) March 31, 2021 December 31, 2020 Property, plant and equipment, at cost $ 2,208.8 $ 2,216.4 Less: accumulated depreciation (1,171.0) (1,150.7) Property, plant and equipment, net $ 1,037.8 $ 1,065.7 Goodwill The following is a summary of the activity in goodwill by segment. (in millions) USA EMEA Canada LATAM Total Balance, January 1, 2021 $ 1,805.0 $ 8.7 $ 428.1 $ 28.6 $ 2,270.4 Purchase price adjustments — — — (0.7) (0.7) Foreign exchange — — 5.9 (1.0) 4.9 Balance, March 31, 2021 $ 1,805.0 $ 8.7 $ 434.0 $ 26.9 $ 2,274.6 Intangible assets, net March 31, 2021 December 31, 2020 (in millions) Gross Accumulated Amortization Net Gross Accumulated Amortization Net Customer relationships $ 931.4 $ (697.7) $ 233.7 $ 936.9 $ (691.3) $ 245.6 Other 172.2 (167.6) 4.6 177.4 (171.1) 6.3 Total intangible assets $ 1,103.6 $ (865.3) $ 238.3 $ 1,114.3 $ (862.4) $ 251.9 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) 2021 $ 52.6 2022 44.9 2023 38.6 2024 31.9 2025 28.2 Other accrued expenses As of March 31, 2021 and December 31, 2020, other accrued expenses that were greater than five percent of total current liabilities consisted of current tax liabilities of $78.6 million and $73.4 million, respectively, comprised of VAT, income and local indirect taxes payable. |
Fair value measurements
Fair value measurements | 3 Months Ended |
Mar. 31, 2021 | |
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), which consists of the warrant liability related to the 2019 Nexeo acquisition and contingent consideration liabilities (i.e. earn-outs) related to the Techi Chem acquisition: (in millions) Warrant Liability Contingent Consideration Fair value at December 31, 2020 $ 33.8 $ 2.2 Fair value adjustments (25.6) — Fair value at March 31, 2021 $ 8.2 $ 2.2 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 0.25 years Expected term Expected volatility 38.59% to 80.96% 48.15% Univar Solutions stock Risk-free interest rate N/A 0.03% US Treasury rates Fair value adjustments for warrants are recorded within other income, net in the condensed consolidated statement of operations. The method for calculating expected volatility was revised in the first quarter of 2021 to utilize Univar Solutions stock rather than the Industry peer group and reflects the remaining duration of the warrant life. The fair value of the contingent consideration is based on a real options approach, which takes into account management's best estimate of the acquired business performance, as well as achievement risk and is recorded in other accrued expenses within the consolidated balance sheets. Fair value adjustments for contingent consideration are recorded within other operating expenses, net in the condensed consolidated statement of operations. Changes in the fair value of contingent consideration are recorded in the other, net line item of the operating activities within the condensed consolidated statements of cash flows. Cash payments up to the amount of the original acquisition value are recorded within financing activities of the condensed consolidated statement of cash flows. The portion of contingent consideration cash payments in excess of the original acquisition value are recorded within operating activities of the condensed consolidated statement of cash flows. |
Derivatives
Derivatives | 3 Months Ended |
Mar. 31, 2021 | |
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. The cross currency swap contracts mature in November 2024. As of March 31, 2021, 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) March 31, 2021 December 31, 2020 Designated Derivatives: Interest rate swap contracts $ 900.0 $ 1,050.0 Cross currency swap contracts 381.0 381.0 Undesignated Derivatives: Interest rate swap contracts 100.0 200.0 Foreign currency derivatives 107.9 77.2 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 months ended March 31, 2021 and 2020: Statement of Operations Classification Amount of gain (loss) reclassified from other comprehensive loss into income Amount of gain (loss) to be reclassified to consolidated statement of operations within the next 12 months Three months ended March 31, (in millions) 2021 2020 Derivatives in cash flow hedging relationships: Interest rate swap contracts Interest expense $ (4.8) $ (0.9) $ (15.4) Cross currency swap contracts Interest expense 0.3 1.9 1.4 Cross currency swap contracts Other income, net 15.6 6.2 — Refer to “Note 8: Other income, 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 March 31, 2021 December 31, 2020 Balance Sheet Classification March 31, 2021 December 31, 2020 Designated Derivatives: Cross currency swap contracts Prepaid expenses and other current assets $ 1.4 $ 1.0 Other long-term liabilities $ 29.6 $ 47.4 Interest rate swap contracts Prepaid expenses and other current assets — — Other accrued expenses 15.4 17.9 Interest rate swap contracts Other assets — — Other long-term liabilities 15.5 20.7 Total designated derivatives $ 1.4 $ 1.0 $ 60.5 $ 86.0 Undesignated Derivatives: Foreign currency contracts Prepaid expenses and other current assets $ 0.5 $ 0.2 Other accrued expenses $ 0.8 $ 0.4 Cross currency swap contracts Prepaid expenses and other current assets 0.1 0.1 Other long-term liabilities 1.5 2.4 Interest rate swap contracts Prepaid expenses and other current assets — — Other accrued expenses 2.1 2.6 Interest rate swap contracts Other assets — — Other long-term liabilities 3.0 4.0 Total undesignated derivatives $ 0.6 $ 0.3 $ 7.4 $ 9.4 Total derivatives $ 2.0 $ 1.3 $ 67.9 $ 95.4 The net amounts by legal entity related to forward currency contracts included in prepaid and other current assets were $0.3 million and $0.1 million as of March 31, 2021 and December 31, 2020, respectively. The net amounts related to forward currency contracts included in other accrued expenses were $0.6 million and $0.3 million as of March 31, 2021 and December 31, 2020, 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 | 3 Months Ended |
Mar. 31, 2021 | |
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 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 March 31, 2021, there were approximately 215 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. Unclaimed Property Audit The Company and its subsidiaries are the subject of an unclaimed property audit request issued by the State of Delaware. The State of Delaware retained a contingent-fee private audit firm to conduct the audit. In October 2018, the State of Delaware issued a subpoena to the Company requesting a broad swath of records and information purportedly necessary to perform the audit (the “Subpoena”). After receiving the Subpoena, the Company objected and also initiated a lawsuit in the Federal District Court for the District of Delaware challenging the constitutionality of the Subpoena and other provisions of Delaware's escheats law, which case is ongoing (the “Lawsuit”). In response to the Lawsuit, the State of Delaware filed a competing enforcement action in the Delaware Court of Chancery in order to compel the Company to comply with the Subpoena. The Lawsuit has been stayed pending the resolution of the enforcement action. In October 2020, the Delaware Court of Chancery deemed the Subpoena enforceable, subject to some limitations, but stayed enforcement of the Subpoena until the Company’s claims in the Lawsuit are resolved by the District Court. The Company intends to vigorously defend itself and believes it has strong defenses. The timing and outcome of these proceedings or any unclaimed property audits that may be subsequently conducted as a result of the outcome of the proceedings cannot be predicted with certainty at this time. 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 125 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 105 current or formerly Company-owned/occupied sites. In addition, the Company may be liable as a PRP for a share of the clean-up of approximately 20 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. Changes in total environmental liabilities are as follows: (in millions) Environmental liabilities at December 31, 2020 $ 79.6 Revised obligation estimates 2.5 Environmental payments (3.8) Foreign exchange (0.2) Environmental liabilities at March 31, 2021 $ 78.1 (in millions) Balance Sheet Classification March 31, 2021 December 31, 2020 Current environmental liabilities Other accrued expenses $ 24.6 $ 26.5 Long-term environmental liabilities Other long-term liabilities 53.5 53.1 |
Leasing
Leasing | 3 Months Ended |
Mar. 31, 2021 | |
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 March 31, 2021 December 31, 2020 Assets Operating lease assets Other assets $ 159.6 $ 161.0 Finance lease assets Property, plant and equipment, net (1) 97.5 100.3 Total lease assets $ 257.1 $ 261.3 Liabilities Current liabilities: Current portion of operating lease liabilities Other accrued expenses $ 46.1 $ 44.9 Current portion of finance lease liabilities Current portion of long-term debt 26.2 26.0 Noncurrent liabilities: Operating lease liabilities Other long-term liabilities 121.2 125.3 Finance lease liabilities Long-term debt 72.3 75.6 Total lease liabilities $ 265.8 $ 271.8 (1) Finance lease right-of-use assets are recorded net of accumulated amortization of $64.1 million and $61.2 million as of March 31, 2021 and December 31, 2020, respectively. Lease cost (in millions) Three months ended March 31, 2021 Three months ended March 31, 2020 Statement of Operations Classification Operating Leases Finance Leases Total Operating Leases Finance Leases Total Cost of goods sold (exclusive of depreciation) $ 5.6 $ — $ 5.6 $ 4.3 $ — $ 4.3 Outbound freight and handling 2.0 — 2.0 1.3 — 1.3 Warehousing, selling and administrative 7.4 — 7.4 8.1 — 8.1 Depreciation — 6.4 6.4 — 6.2 6.2 Interest expense — 1.0 1.0 — 0.7 0.7 Total gross lease component cost $ 15.0 $ 7.4 $ 22.4 $ 13.7 $ 6.9 $ 20.6 Variable lease costs 0.3 0.2 Short-term lease costs 3.9 7.5 Total gross lease costs $ 26.6 $ 28.3 Sublease income 0.6 0.6 Total net lease cost $ 26.0 $ 27.7 Maturity of lease liabilities (in millions) Operating Leases Finance Leases Total Remainder of 2021 $ 39.1 $ 22.2 $ 61.3 2022 42.7 26.2 68.9 2023 31.2 17.2 48.4 2024 20.1 13.7 33.8 2025 12.3 12.2 24.5 2026 and After 46.4 15.8 62.2 Total lease payments $ 191.8 $ 107.3 $ 299.1 Less: interest 24.5 8.8 Present value of lease liabilities $ 167.3 $ 98.5 Lease term and discount rate March 31, 2021 December 31, 2020 Weighted-average remaining lease term (years) Operating leases 5.9 6.0 Finance leases 6.2 6.3 Weighted-average discount rate Operating leases 4.42 % 4.68 % Finance leases 3.80 % 3.83 % Other information Three months ended March 31, (in millions) 2021 2020 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 14.5 $ 13.4 Operating cash flows from finance leases 1.0 0.9 Financing cash flows from finance leases 6.8 6.1 |
Segments
Segments | 3 Months Ended |
Mar. 31, 2021 | |
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: 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 income, net (see “Note 8: Other income, net”). 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. The allocable operating expenses are assigned to the reportable segments on a basis that reasonably approximates the use of services, which is generally measured based on a weighted distribution of margin, asset, headcount or time spent. Financial information for the Company’s reportable segments is as follows: USA EMEA Canada LATAM Other/Eliminations (1) Consolidated (in millions) Three months ended March 31, 2021 External customers $ 1,293.0 $ 505.9 $ 222.7 $ 133.8 $ — $ 2,155.4 Inter-segment 17.4 0.8 0.7 — (18.9) — Total net sales $ 1,310.4 $ 506.7 $ 223.4 $ 133.8 $ (18.9) $ 2,155.4 Adjusted EBITDA $ 101.8 $ 50.6 $ 26.3 $ 15.6 $ (12.1) $ 182.2 Long-lived assets (2) $ 805.8 $ 192.0 $ 145.4 $ 35.2 $ 19.0 $ 1,197.4 USA EMEA Canada LATAM Other/Eliminations (1) Consolidated (in millions) Three months ended March 31, 2020 External customers $ 1,357.5 $ 460.3 $ 285.8 $ 107.6 $ — $ 2,211.2 Inter-segment 25.7 0.8 0.8 — (27.3) — Total net sales $ 1,383.2 $ 461.1 $ 286.6 $ 107.6 $ (27.3) $ 2,211.2 Adjusted EBITDA $ 96.6 $ 40.3 $ 27.3 $ 8.3 $ (10.9) $ 161.6 Long-lived assets (2) $ 855.1 $ 175.2 $ 182.0 $ 27.9 $ 39.6 $ 1,279.8 (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 to Adjusted EBITDA for the three months ended March 31, 2021 and 2020: Three months ended March 31, (in millions) 2021 2020 Net income $ 66.2 $ 55.9 Depreciation 43.8 41.7 Amortization 13.1 15.8 Interest expense, net 26.6 28.1 Income tax expense (benefit) 17.6 (0.3) Other operating expenses, net (1) 44.2 30.4 Other income, net (1) (28.9) (20.4) (Gain) loss on sale of business (0.6) 8.6 Loss on extinguishment of debt 0.2 1.8 Adjusted EBITDA $ 182.2 $ 161.6 (1) For the three months ended March 31, 2020, the fair value adjustment for warrants was reclassified to other income, net, from other operating expenses, net, to conform to the current year presentation. Refer to “Note 2: Significant accounting policies” for more information. |
Subsequent events
Subsequent events | 3 Months Ended |
Mar. 31, 2021 | |
Subsequent Events [Abstract] | |
Subsequent events | 20. Subsequent events On April 1, 2021, the Company completed the sale of its Distrupol business within the EMEA segment for total cash proceeds of approximately $137 million, subject to certain post-closing adjustments. The Company has classified the assets and liabilities associated with this business as assets held for sale as of March 31, 2021 (see “Note 4: Dispositions and assets held for sale”) and expects to recognize a pre-tax gain on sale of approximately $106 million within the condensed consolidated statement of operations in the second quarter of 2021. The sale of the Distrupol business will be exempt from tax under local country subsidiary participation exemptions. Management expects the impact of the sale on US income taxes to be minimal. |
Significant accounting polici_2
Significant accounting policies (Policies) | 3 Months Ended |
Mar. 31, 2021 | |
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. 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, 2020. During the first quarter of 2021, the Company recorded a prior-period adjustment, correcting an error relating to the remaining life of outstanding warrants which overstated the December 31, 2020 warrant liability by $14.0 million. Management of the Company concluded the effect of the adjustment is immaterial to the projected full-year 2021 financial statements and the affected prior periods. In addition, the Company recorded the change in the fair value of the warrants in other income, net during the current period to properly reflect the non-operating nature of the warrant liability. The Company reclassified the change in the fair value of the warrants in its condensed consolidated statement of operations for the three months ended March 31, 2020 from other operating expenses, net to other income, net to conform to the current period presentation. In addition, on our condensed consolidated statement of cash flows for the three months ended March 31, 2020, the change in the fair value is now presented separately as fair value adjustments for warrants, which was previously included in other, net, to conform to the current year presentation. |
Recently adopted accounting pronouncements and Accounting pronouncements issued but not yet adopted | Recently adopted accounting pronouncements In January 2021, the Company adopted ASU 2019-12 “Income Taxes” (Topic 740) – “Simplifying the Accounting for Income Taxes,” which clarifies and simplifies the accounting for income taxes by eliminating certain exceptions for intra-period tax allocation principles, updating the methodology for calculating income tax rates in an interim period and aligning the recognition of deferred taxes for outside basis differences in an investment, among other updates. The adoption did not have a material impact to the Company’s financial statements and disclosures. Accounting pronouncements issued and not yet adopted 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. In January 2021, the FASB issued ASU 2021-01 “Reference Rate Reform” (Topic 848) that clarifies the scope of ASU 2020-04. The ASU’s were 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. |
Discontinued operations and dis
Discontinued operations and dispositions (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Income before income taxes attributable disposed of business | The following summarizes the income before income taxes attributable to this business: (in millions) Three months ended March 31, 2020 Income before income taxes $ 2.0 The following summarizes the loss before income taxes attributable to these businesses: (in millions) Three months ended March 31, 2020 Loss before income taxes $ (6.6) |
Summary of the carrying value of assets and liabilities | The following summarizes the carrying value of assets and liabilities associated with this business as presented within assets and liabilities held for sale in the condensed consolidated balance sheet as of March 31, 2021: (in millions) March 31, 2021 Assets Cash and cash equivalents $ 7.5 Trade accounts receivable 24.7 Inventories 9.2 Prepaid expenses and other current assets 4.2 Property, plant and equipment, net 0.6 Other assets 2.2 Total assets held for sale $ 48.4 Liabilities Trade accounts payable $ 14.4 Current portion of long-term debt 0.1 Accrued compensation 0.6 Other accrued expenses 5.1 Long-term debt 0.2 Other long-term liabilities 1.8 Total liabilities held for sale $ 22.2 |
Revenue (Tables)
Revenue (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
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 March 31, 2021 Chemical Distribution $ 1,222.2 $ 505.7 $ 218.7 $ 132.0 $ 2,078.6 Services 70.8 0.2 4.0 1.8 76.8 Total external customer net sales $ 1,293.0 $ 505.9 $ 222.7 $ 133.8 $ 2,155.4 USA EMEA Canada LATAM Consolidated (in millions) Three months ended March 31, 2020 Chemical Distribution $ 1,270.5 $ 459.9 $ 208.3 $ 105.3 $ 2,044.0 Crop Sciences — — 64.4 — 64.4 Services 87.0 0.4 13.1 2.3 102.8 Total external customer net sales $ 1,357.5 $ 460.3 $ 285.8 $ 107.6 $ 2,211.2 |
Other operating expenses, net (
Other operating expenses, net (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Other Income and Expenses [Abstract] | |
Schedule of other operating expenses | Other operating expenses, net consisted of the following: Three months ended March 31, (in millions) 2021 2020 Acquisition and integration related expenses $ 16.4 $ 17.5 Stock-based compensation expense 5.9 5.7 Restructuring charges 0.2 2.5 Other employee severance costs 2.9 5.5 Other facility closure costs — 1.9 Multi-employer pension plan exit liability (1) 18.4 — Gain on sale of property, plant and equipment (1.1) (5.3) Other 1.5 2.6 Total other operating expenses, net (2) $ 44.2 $ 30.4 (1) Refer to “Note 9: Employee benefit plans” for more information. (2) For the three months ended March 31, 2020, the fair value adjustment for warrants was reclassified to other income, net, from other operating expenses, net, to conform to the current year presentation. Refer to “Note 2: Significant accounting policies” for more information. |
Restructuring charges (Tables)
Restructuring charges (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Costs | During the fourth quarter of 2020, the Company approved a plan to wind down its Canadian Agriculture wholesale distribution business as part of an in-depth review of the changing dynamics within the agriculture industry. The actions associated with this program were substantially complete as of December 31, 2020. During the first quarter of 2021, the Company increased its previously disclosed estimate and recorded an additional charge to earnings of $0.2 million within employee termination costs. As a result of this plan, we recorded the following charges: (in millions) Three months ended March 31, 2021 Cumulative costs Anticipated total costs Canada: Employee termination costs $ 0.2 $ 1.9 $ 1.9 Other exit costs — 2.2 2.2 Total $ 0.2 $ 4.1 $ 4.1 |
Schedule of Restructuring Reserve | The following table summarizes activity related to accrued liabilities associated with restructuring: (in millions) January 1, 2021 Charge to earnings Cash paid Non-cash and other March 31, 2021 Employee termination costs $ 3.2 $ 0.2 $ (3.6) $ 1.3 $ 1.1 Facility exit costs 1.4 — — (1.3) 0.1 Other exit costs 2.5 — — (0.1) 2.4 Total $ 7.1 $ 0.2 $ (3.6) $ (0.1) $ 3.6 (in millions) January 1, 2020 Charge to earnings Cash paid Non-cash and other December 31, 2020 Employee termination costs $ 3.7 $ 11.7 $ (12.4) $ 0.2 $ 3.2 Facility exit costs 1.9 — (0.5) — 1.4 Other exit costs 0.2 2.2 — 0.1 2.5 Total $ 5.8 $ 13.9 $ (12.9) $ 0.3 $ 7.1 |
Other Income, net (Tables)
Other Income, net (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Other Income and Expenses [Abstract] | |
Schedule of other expense, net | Other income, net consisted of the following: Three months ended March 31, (in millions) 2021 2020 Foreign currency transactions $ (1.8) $ (0.8) Foreign currency denominated loans revaluation (0.1) 0.2 Undesignated foreign currency derivative instruments (1) (1.7) (2.0) Undesignated swap contracts (1) 1.3 (4.8) Non-operating retirement benefits (2) 6.7 2.2 Debt refinancing costs — (0.1) Fair value adjustment for warrants (3) 25.6 26.3 Other (1.1) (0.6) Total other income, net $ 28.9 $ 20.4 (1) Refer to “Note 16: Derivatives” for more information. (2) Refer to “Note 9: Employee benefit plans” for more information. (3) For the three months ended March 31, 2020, the fair value adjustment for warrants was reclassified to other income, net, from other operating expenses, net, to conform to the current year presentation. Refer to “Note 2: Significant accounting policies” for more information. |
Employee benefit plans (Tables)
Employee benefit plans (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Postemployment Benefits [Abstract] | |
Components of Net Periodic (Benefit) Cost | The following table summarizes the components of net periodic benefit recognized in the condensed consolidated statements of operations: Domestic - Defined Benefit Pension Plans Foreign - Defined Benefit Pension Plans Three months ended March 31, Three months ended March 31, (in millions) 2021 2020 2021 2020 Service cost (1) $ — $ — $ 0.5 $ 0.5 Interest cost (2) 4.8 5.8 2.5 3.1 Expected return on plan assets (2) (7.3) (7.1) (3.8) (4.0) Prior service credit (2) — — (2.9) — Net periodic benefit $ (2.5) $ (1.3) $ (3.7) $ (0.4) (1) Service cost is included in warehouse, selling and administrative expenses. (2) These amounts are included in other income, net. |
Income Taxes (Tables)
Income Taxes (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Schedule of effective income tax expense (benefit) and effective income tax rate | The income tax expense and effective income tax rate for the three months ended March 31, 2021 and 2020 were as follows: Three months ended March 31, (dollars in millions) 2021 2020 Income tax expense (benefit) $ 17.6 $ (0.3) Effective income tax rate 21.0 % (0.5) % |
Earnings per share (Tables)
Earnings per share (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Earnings Per Share [Abstract] | |
Summary of computations of basic and diluted earnings per share | The following table presents the basic and diluted earnings per share computations: Three months ended March 31, (in millions, except per share data) 2021 2020 Numerator: Net income $ 66.2 $ 55.9 Denominator: Weighted average common shares outstanding – basic 169.3 168.8 Effect of dilutive securities: stock compensation plans 0.8 0.9 Weighted average common shares outstanding – diluted 170.1 169.7 Basic: Basic income per common share $ 0.39 $ 0.33 Diluted: Diluted income per common share $ 0.39 $ 0.33 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 March 31, (in millions, common shares) 2021 2020 Stock options 3.8 3.9 Restricted stock 0.2 1.2 Warrants 7.6 7.6 |
Accumulated other comprehensi_2
Accumulated other comprehensive loss (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
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 benefit pension Currency translation Total AOCI Balance, December 31, 2020 $ (32.7) $ 19.2 $ (373.6) $ (387.1) Other comprehensive loss before reclassifications 14.9 — 0.8 15.7 Amounts reclassified from accumulated other comprehensive loss (8.3) (2.4) — (10.7) Net current period other comprehensive (loss) income $ 6.6 $ (2.4) $ 0.8 $ 5.0 Balance, March 31, 2021 $ (26.1) $ 16.8 $ (372.8) $ (382.1) Balance, December 31, 2019 $ (15.4) $ (1.0) $ (362.9) $ (379.3) Other comprehensive loss before reclassifications (11.1) — (94.1) (105.2) Amounts reclassified from accumulated other comprehensive loss (5.0) — — (5.0) Net current period other comprehensive (loss) income $ (16.1) $ — $ (94.1) $ (110.2) Balance, March 31, 2020 $ (31.5) $ (1.0) $ (457.0) $ (489.5) |
Summary of Amounts Reclassified From Accumulated Other Comprehensive Loss to Net Income (Loss) | The following is a summary of the amounts reclassified from accumulated other comprehensive loss to net income: Statement of Operations Classification Three months ended March 31, (in millions) 2021 (1) 2020 (1) Amortization of defined benefit pension items: Prior service credit Other income, net $ (2.9) $ — Tax expense Income tax expense (benefit) 0.5 — Net of tax $ (2.4) $ — Cash flow hedges: Interest rate swap contracts Interest expense $ 4.8 $ 0.9 Cross-currency swap contracts Interest expense and other income, net (15.9) (8.1) Tax expense Income tax expense (benefit) 2.8 2.2 Net of tax $ (8.3) $ (5.0) Total reclassifications for the period, net of tax $ (10.7) $ (5.0) (1) Amounts in parentheses indicate credits to net income in the condensed consolidated statement of operations. |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
Summary of Short Term Financing | Short-term financing consisted of the following: (in millions) March 31, 2021 December 31, 2020 Bank overdrafts $ 4.5 $ 2.1 |
Schedule of Long Term Debt | Long-term debt consisted of the following: (in millions) March 31, 2021 December 31, 2020 Senior Term Loan Facilities: Term B-3 Loan due 2024, variable interest rate of 2.36% and 2.40% at March 31, 2021 and December 31, 2020, respectively $ 1,264.1 $ 1,264.1 Term B-5 Loan due 2026, variable interest rate of 2.11% and 2.15% at March 31, 2021 and December 31, 2020, respectively 395.0 396.0 Asset Backed Loan (ABL) Facilities: North American ABL Facility due 2024, variable interest rate of 1.83% and 1.71% at March 31, 2021 and December 31, 2020, respectively 184.5 265.5 Canadian ABL Term Loan due 2022, variable interest rate of 2.66% and 2.71% at March 31, 2021 and December 31, 2020, respectively 87.6 133.5 Senior Unsecured Notes: Senior Unsecured Notes due 2027, fixed interest rate of 5.13% at March 31, 2021 and December 31, 2020 500.0 500.0 Finance lease obligations 98.5 101.6 Total long-term debt before discount $ 2,529.7 $ 2,660.7 Less: unamortized debt issuance costs and discount on debt (19.0) (20.1) Total long-term debt $ 2,510.7 $ 2,640.6 Less: current maturities (117.7) (163.5) Total long-term debt, excluding current maturities $ 2,393.0 $ 2,477.1 |
Schedule of Carrying Values and Estimated Fair Values of Debt Instruments | Other Information March 31, 2021 December 31, 2020 (in millions) Carrying amount Fair value Carrying amount Fair value Fair value of debt $ 2,510.7 $ 2,545.2 $ 2,640.6 $ 2,687.4 |
Supplemental balance sheet in_2
Supplemental balance sheet information (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
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, 2021 $ 17.2 Provision for credit losses 3.1 Write-offs (0.9) Foreign exchange (0.2) Balance, March 31, 2021 $ 19.2 |
Summary of Property, Plant and Equipment, Net | Property, plant and equipment, net (in millions) March 31, 2021 December 31, 2020 Property, plant and equipment, at cost $ 2,208.8 $ 2,216.4 Less: accumulated depreciation (1,171.0) (1,150.7) Property, plant and equipment, net $ 1,037.8 $ 1,065.7 |
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, 2021 $ 1,805.0 $ 8.7 $ 428.1 $ 28.6 $ 2,270.4 Purchase price adjustments — — — (0.7) (0.7) Foreign exchange — — 5.9 (1.0) 4.9 Balance, March 31, 2021 $ 1,805.0 $ 8.7 $ 434.0 $ 26.9 $ 2,274.6 |
Schedule of Gross Carrying Amounts and Accumulated Amortization of Intangible Assets | March 31, 2021 December 31, 2020 (in millions) Gross Accumulated Amortization Net Gross Accumulated Amortization Net Customer relationships $ 931.4 $ (697.7) $ 233.7 $ 936.9 $ (691.3) $ 245.6 Other 172.2 (167.6) 4.6 177.4 (171.1) 6.3 Total intangible assets $ 1,103.6 $ (865.3) $ 238.3 $ 1,114.3 $ (862.4) $ 251.9 |
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) 2021 $ 52.6 2022 44.9 2023 38.6 2024 31.9 2025 28.2 |
Fair value measurements (Tables
Fair value measurements (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
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), which consists of the warrant liability related to the 2019 Nexeo acquisition and contingent consideration liabilities (i.e. earn-outs) related to the Techi Chem acquisition: (in millions) Warrant Liability Contingent Consideration Fair value at December 31, 2020 $ 33.8 $ 2.2 Fair value adjustments (25.6) — Fair value at March 31, 2021 $ 8.2 $ 2.2 |
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 0.25 years Expected term Expected volatility 38.59% to 80.96% 48.15% Univar Solutions stock Risk-free interest rate N/A 0.03% US Treasury rates |
Derivatives - Derivative Instru
Derivatives - Derivative Instruments and Hedging Activities (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
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) March 31, 2021 December 31, 2020 Designated Derivatives: Interest rate swap contracts $ 900.0 $ 1,050.0 Cross currency swap contracts 381.0 381.0 Undesignated Derivatives: Interest rate swap contracts 100.0 200.0 Foreign currency derivatives 107.9 77.2 Cross currency swap contracts 19.0 19.0 |
Schedule of pre-tax effects of derivative instruments | The following are the pre-tax effects of derivative instruments on the condensed consolidated statements of operations and comprehensive income for the three months ended March 31, 2021 and 2020: Statement of Operations Classification Amount of gain (loss) reclassified from other comprehensive loss into income Amount of gain (loss) to be reclassified to consolidated statement of operations within the next 12 months Three months ended March 31, (in millions) 2021 2020 Derivatives in cash flow hedging relationships: Interest rate swap contracts Interest expense $ (4.8) $ (0.9) $ (15.4) Cross currency swap contracts Interest expense 0.3 1.9 1.4 Cross currency swap contracts Other income, net 15.6 6.2 — |
Schedule of gross assets and liabilities measured on a recurring basis and classified as level 2 | 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 March 31, 2021 December 31, 2020 Balance Sheet Classification March 31, 2021 December 31, 2020 Designated Derivatives: Cross currency swap contracts Prepaid expenses and other current assets $ 1.4 $ 1.0 Other long-term liabilities $ 29.6 $ 47.4 Interest rate swap contracts Prepaid expenses and other current assets — — Other accrued expenses 15.4 17.9 Interest rate swap contracts Other assets — — Other long-term liabilities 15.5 20.7 Total designated derivatives $ 1.4 $ 1.0 $ 60.5 $ 86.0 Undesignated Derivatives: Foreign currency contracts Prepaid expenses and other current assets $ 0.5 $ 0.2 Other accrued expenses $ 0.8 $ 0.4 Cross currency swap contracts Prepaid expenses and other current assets 0.1 0.1 Other long-term liabilities 1.5 2.4 Interest rate swap contracts Prepaid expenses and other current assets — — Other accrued expenses 2.1 2.6 Interest rate swap contracts Other assets — — Other long-term liabilities 3.0 4.0 Total undesignated derivatives $ 0.6 $ 0.3 $ 7.4 $ 9.4 Total derivatives $ 2.0 $ 1.3 $ 67.9 $ 95.4 |
Commitments and contingencies (
Commitments and contingencies (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
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, 2020 $ 79.6 Revised obligation estimates 2.5 Environmental payments (3.8) Foreign exchange (0.2) Environmental liabilities at March 31, 2021 $ 78.1 |
Schedule of environmental liabilities | (in millions) Balance Sheet Classification March 31, 2021 December 31, 2020 Current environmental liabilities Other accrued expenses $ 24.6 $ 26.5 Long-term environmental liabilities Other long-term liabilities 53.5 53.1 |
Leasing (Tables)
Leasing (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Leases [Abstract] | |
Schedule of leases | (in millions) Balance Sheet Classification March 31, 2021 December 31, 2020 Assets Operating lease assets Other assets $ 159.6 $ 161.0 Finance lease assets Property, plant and equipment, net (1) 97.5 100.3 Total lease assets $ 257.1 $ 261.3 Liabilities Current liabilities: Current portion of operating lease liabilities Other accrued expenses $ 46.1 $ 44.9 Current portion of finance lease liabilities Current portion of long-term debt 26.2 26.0 Noncurrent liabilities: Operating lease liabilities Other long-term liabilities 121.2 125.3 Finance lease liabilities Long-term debt 72.3 75.6 Total lease liabilities $ 265.8 $ 271.8 (1) Finance lease right-of-use assets are recorded net of accumulated amortization of $64.1 million and $61.2 million as of March 31, 2021 and December 31, 2020, respectively. |
Lease cost, term, and discount rate | Lease cost (in millions) Three months ended March 31, 2021 Three months ended March 31, 2020 Statement of Operations Classification Operating Leases Finance Leases Total Operating Leases Finance Leases Total Cost of goods sold (exclusive of depreciation) $ 5.6 $ — $ 5.6 $ 4.3 $ — $ 4.3 Outbound freight and handling 2.0 — 2.0 1.3 — 1.3 Warehousing, selling and administrative 7.4 — 7.4 8.1 — 8.1 Depreciation — 6.4 6.4 — 6.2 6.2 Interest expense — 1.0 1.0 — 0.7 0.7 Total gross lease component cost $ 15.0 $ 7.4 $ 22.4 $ 13.7 $ 6.9 $ 20.6 Variable lease costs 0.3 0.2 Short-term lease costs 3.9 7.5 Total gross lease costs $ 26.6 $ 28.3 Sublease income 0.6 0.6 Total net lease cost $ 26.0 $ 27.7 Lease term and discount rate March 31, 2021 December 31, 2020 Weighted-average remaining lease term (years) Operating leases 5.9 6.0 Finance leases 6.2 6.3 Weighted-average discount rate Operating leases 4.42 % 4.68 % Finance leases 3.80 % 3.83 % Other information Three months ended March 31, (in millions) 2021 2020 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 14.5 $ 13.4 Operating cash flows from finance leases 1.0 0.9 Financing cash flows from finance leases 6.8 6.1 |
Maturity of lease liabilities | Maturity of lease liabilities (in millions) Operating Leases Finance Leases Total Remainder of 2021 $ 39.1 $ 22.2 $ 61.3 2022 42.7 26.2 68.9 2023 31.2 17.2 48.4 2024 20.1 13.7 33.8 2025 12.3 12.2 24.5 2026 and After 46.4 15.8 62.2 Total lease payments $ 191.8 $ 107.3 $ 299.1 Less: interest 24.5 8.8 Present value of lease liabilities $ 167.3 $ 98.5 |
Finance lease maturity schedule | Maturity of lease liabilities (in millions) Operating Leases Finance Leases Total Remainder of 2021 $ 39.1 $ 22.2 $ 61.3 2022 42.7 26.2 68.9 2023 31.2 17.2 48.4 2024 20.1 13.7 33.8 2025 12.3 12.2 24.5 2026 and After 46.4 15.8 62.2 Total lease payments $ 191.8 $ 107.3 $ 299.1 Less: interest 24.5 8.8 Present value of lease liabilities $ 167.3 $ 98.5 |
Segments (Tables)
Segments (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Segment Reporting [Abstract] | |
Financial Information for the Company's Segments | Financial information for the Company’s reportable segments is as follows: USA EMEA Canada LATAM Other/Eliminations (1) Consolidated (in millions) Three months ended March 31, 2021 External customers $ 1,293.0 $ 505.9 $ 222.7 $ 133.8 $ — $ 2,155.4 Inter-segment 17.4 0.8 0.7 — (18.9) — Total net sales $ 1,310.4 $ 506.7 $ 223.4 $ 133.8 $ (18.9) $ 2,155.4 Adjusted EBITDA $ 101.8 $ 50.6 $ 26.3 $ 15.6 $ (12.1) $ 182.2 Long-lived assets (2) $ 805.8 $ 192.0 $ 145.4 $ 35.2 $ 19.0 $ 1,197.4 USA EMEA Canada LATAM Other/Eliminations (1) Consolidated (in millions) Three months ended March 31, 2020 External customers $ 1,357.5 $ 460.3 $ 285.8 $ 107.6 $ — $ 2,211.2 Inter-segment 25.7 0.8 0.8 — (27.3) — Total net sales $ 1,383.2 $ 461.1 $ 286.6 $ 107.6 $ (27.3) $ 2,211.2 Adjusted EBITDA $ 96.6 $ 40.3 $ 27.3 $ 8.3 $ (10.9) $ 161.6 Long-lived assets (2) $ 855.1 $ 175.2 $ 182.0 $ 27.9 $ 39.6 $ 1,279.8 (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 to Adjusted EBITDA for the three months ended March 31, 2021 and 2020: Three months ended March 31, (in millions) 2021 2020 Net income $ 66.2 $ 55.9 Depreciation 43.8 41.7 Amortization 13.1 15.8 Interest expense, net 26.6 28.1 Income tax expense (benefit) 17.6 (0.3) Other operating expenses, net (1) 44.2 30.4 Other income, net (1) (28.9) (20.4) (Gain) loss on sale of business (0.6) 8.6 Loss on extinguishment of debt 0.2 1.8 Adjusted EBITDA $ 182.2 $ 161.6 (1) For the three months ended March 31, 2020, the fair value adjustment for warrants was reclassified to other income, net, from other operating expenses, net, to conform to the current year presentation. Refer to “Note 2: Significant accounting policies” for more information. |
Nature of operations - Addition
Nature of operations - Additional Information (Detail) | 3 Months Ended |
Mar. 31, 2021segment | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of operating segments | 4 |
Significant accounting polici_3
Significant accounting policies - Narrative (Details) - Warrants $ in Millions | 3 Months Ended |
Mar. 31, 2021USD ($) | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |
Fair value adjustments | $ (25.6) |
Revision of Prior Period, Adjustment | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |
Fair value adjustments | $ 14 |
Business combinations (Detail)
Business combinations (Detail) - USD ($) $ in Millions | Dec. 18, 2020 | Mar. 31, 2021 | Dec. 31, 2020 |
Business Acquisition [Line Items] | |||
Goodwill acquired | $ 2,274.6 | $ 2,270.4 | |
Purchase price adjustment due to decrease in goodwill | 0.7 | ||
Techi Chem | |||
Business Acquisition [Line Items] | |||
Purchase price of acquisition | $ 6.8 | ||
Cash payment for acquisition | 4.6 | ||
Contingent consideration component | $ 2.2 | ||
Goodwill acquired | 3.5 | ||
Intangible assets, net | 2.7 | ||
Inventory acquired | 1 | ||
Other current assets and deferred tax liabilities | $ (0.4) | ||
Purchase price adjustment due to decrease in goodwill | $ 0.7 | ||
Techi Chem | Customer relationships | |||
Business Acquisition [Line Items] | |||
Weighted average period of amortization on intangible assets | 8 years |
Discontinued operations and d_2
Discontinued operations and dispositions (Details) - USD ($) $ in Millions | Nov. 30, 2020 | Sep. 01, 2020 | Dec. 31, 2019 | Mar. 31, 2021 | Sep. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2020 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Proceeds from sale of business | $ (0.4) | $ (8.2) | |||||
Canadian Agricultural Services Business | Discontinued Operations, Disposed of by Sale | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Proceeds from sale of business | $ 39.3 | ||||||
Gain (loss) on sale of business | $ (31.5) | ||||||
Favorable adjustment to prior period sale of business | 0.7 | ||||||
Industrial Services Business | Discontinued Operations, Disposed of by Sale | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Proceeds from sale of business | $ 6.2 | ||||||
Gain (loss) on sale of business | $ (9.3) | ||||||
Total excess working capital | $ 0.1 | $ 1.2 | |||||
Environmental Sciences Business | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Gain (loss) 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] | |||||||
Proceeds from sale of business | 174 | ||||||
Total excess working capital | $ 8.2 | ||||||
Cash disposed in sale of business | 0.7 | ||||||
Transaction expenses from sale of business | 5.9 | ||||||
Non-cash proceeds from sale | 5 | ||||||
Present values of notes receivables | $ 2.4 |
Discontinued operations and d_3
Discontinued operations and dispositions - (Loss) income before income taxes attributable to disposed of business (Details) - Discontinued Operations, Disposed of by Sale $ in Millions | 3 Months Ended |
Mar. 31, 2020USD ($) | |
Canadian Agricultural Services Business | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Disposal Group, Including Discontinued Operation, Operating Income (Loss) | $ 2 |
Industrial Services Business | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Disposal Group, Including Discontinued Operation, Operating Income (Loss) | $ (6.6) |
Discontinued operations and d_4
Discontinued operations and dispositions - Assets held-for-sale (Details) - Held-for-sale - Distrupol Business $ in Millions | Mar. 31, 2021USD ($) |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Assets | $ 48.4 |
Liabilities | 22.2 |
Trade accounts payable | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Liabilities | 14.4 |
Current portion of long-term debt | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Liabilities | 0.1 |
Accrued compensation | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Liabilities | 0.6 |
Other accrued expenses | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Liabilities | 5.1 |
Long-term debt | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Liabilities | 0.2 |
Other long-term liabilities | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Liabilities | 1.8 |
Cash and cash equivalents | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Assets | 7.5 |
Trade accounts receivable | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Assets | 24.7 |
Inventories | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Assets | 9.2 |
Prepaid expenses and other current assets | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Assets | 4.2 |
Property, plant and equipment, net | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Assets | 0.6 |
Other assets | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Assets | $ 2.2 |
Revenue - Schedule of External
Revenue - Schedule of External Net Sales Disaggregated by Major Stream Type (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Disaggregation of Revenue [Line Items] | ||
Net sales | $ 2,155.4 | $ 2,211.2 |
USA | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 1,293 | 1,357.5 |
EMEA | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 505.9 | 460.3 |
Canada | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 222.7 | 285.8 |
LATAM | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 133.8 | 107.6 |
Chemical Distribution | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 2,078.6 | 2,044 |
Chemical Distribution | USA | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 1,222.2 | 1,270.5 |
Chemical Distribution | EMEA | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 505.7 | 459.9 |
Chemical Distribution | Canada | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 218.7 | 208.3 |
Chemical Distribution | LATAM | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 132 | 105.3 |
Crop Sciences | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 64.4 | |
Crop Sciences | USA | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 0 | |
Crop Sciences | EMEA | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 0 | |
Crop Sciences | Canada | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 64.4 | |
Crop Sciences | LATAM | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 0 | |
Services | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 76.8 | 102.8 |
Services | USA | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 70.8 | 87 |
Services | EMEA | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 0.2 | 0.4 |
Services | Canada | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | 4 | 13.1 |
Services | LATAM | ||
Disaggregation of Revenue [Line Items] | ||
Net sales | $ 1.8 | $ 2.3 |
Revenue - Schedule of Deferred
Revenue - Schedule of Deferred Revenue (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | ||
Deferred revenue | $ 5.8 | |
Revenue recognized from amounts included in contract liabilities | $ 4.3 | $ 63.9 |
Other operating expenses, net_2
Other operating expenses, net (Detail) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | ||
Other Income and Expenses [Abstract] | |||
Acquisition and integration related expenses | $ 16.4 | $ 17.5 | |
Stock-based compensation expense | 5.9 | 5.7 | |
Restructuring charges | 0.2 | 2.5 | |
Other employee severance costs | 2.9 | 5.5 | |
Other facility closure costs | 0 | 1.9 | |
Multi-employer pension plan exit liability | 18.4 | 0 | |
Gain on sale of property, plant and equipment | (1.1) | (5.3) | |
Other | 1.5 | 2.6 | |
Total other operating expenses, net (2) | [1] | $ 44.2 | $ 30.4 |
[1] | (1) For the three months ended March 31, 2020, the fair value adjustment for warrants was reclassified to other income, net, from other operating expenses, net, to conform to the current year presentation. Refer to “Note 2: Significant accounting policies” for more information. |
Restructuring charges - Additio
Restructuring charges - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Restructuring and Related Activities [Abstract] | |||
Restructuring charges | $ 0.2 | $ 2.5 | |
Restructuring liabilities, current | 3.5 | $ 6.6 | |
Restructuring liabilities, non-current | $ 0.1 | $ 0.5 | |
Facility exit costs payment period | 5 years |
Restructuring charges - Restruc
Restructuring charges - Restructuring and related activities (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | $ 0.2 | $ 2.5 |
Employee termination costs | 2020 Plan | Canada | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 0.2 | |
Cumulative costs | $ 1.9 |
Restructuring charges - Costs I
Restructuring charges - Costs Incurred and Anticipated (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | $ 0.2 | $ 2.5 |
Canadian Agriculture Restructuring | Canada | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 0.2 | |
Cumulative costs | 4.1 | |
Anticipated total costs | 4.1 | |
Canadian Agriculture Restructuring | Employee termination costs | Canada | ||
Restructuring Cost and Reserve [Line Items] | ||
Anticipated total costs | 1.9 | |
Canadian Agriculture Restructuring | Other exit costs | Canada | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 0 | |
Cumulative costs | 2.2 | |
Anticipated total costs | $ 2.2 |
Restructuring charges - Summary
Restructuring charges - Summary of Activity Related to Accrued Liabilities Associated with Redundancy and Restructuring (Detail) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Restructuring Reserve [Roll Forward] | ||
Beginning balance | $ 7.1 | $ 5.8 |
Charge to earnings | 0.2 | 13.9 |
Cash paid | (3.6) | (12.9) |
Non-cash and other | (0.1) | 0.3 |
Ending balance | 3.6 | 7.1 |
Employee termination costs | ||
Restructuring Reserve [Roll Forward] | ||
Beginning balance | 3.2 | 3.7 |
Charge to earnings | 0.2 | 11.7 |
Cash paid | (3.6) | (12.4) |
Non-cash and other | 1.3 | 0.2 |
Ending balance | 1.1 | 3.2 |
Facility exit costs | ||
Restructuring Reserve [Roll Forward] | ||
Beginning balance | 1.4 | 1.9 |
Charge to earnings | 0 | 0 |
Cash paid | 0 | (0.5) |
Non-cash and other | (1.3) | 0 |
Ending balance | 0.1 | 1.4 |
Other exit costs | ||
Restructuring Reserve [Roll Forward] | ||
Beginning balance | 2.5 | 0.2 |
Charge to earnings | 0 | 2.2 |
Cash paid | 0 | 0 |
Non-cash and other | (0.1) | 0.1 |
Ending balance | $ 2.4 | $ 2.5 |
Other income, net (Detail)
Other income, net (Detail) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | ||
Other Income and Expenses [Abstract] | |||
Foreign currency transactions | $ (1.8) | $ (0.8) | |
Foreign currency denominated loans revaluation | (0.1) | 0.2 | |
Undesignated foreign currency derivative instruments | (1.7) | (2) | |
Undesignated swap contracts | 1.3 | (4.8) | |
Non-operating retirement benefits | 6.7 | 2.2 | |
Debt refinancing costs | 0 | (0.1) | |
Fair value adjustment for warrants | 25.6 | 26.3 | |
Other | (1.1) | (0.6) | |
Total other income, net | [1] | $ 28.9 | $ 20.4 |
[1] | (1) For the three months ended March 31, 2020, the fair value adjustment for warrants was reclassified to other income, net, from other operating expenses, net, to conform to the current year presentation. Refer to “Note 2: Significant accounting policies” for more information. |
Employee benefit plans (Detail)
Employee benefit plans (Detail) - Defined Benefit Pension Plans - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
USA | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Service cost | $ 0 | $ 0 |
Interest cost | 4.8 | 5.8 |
Expected return on plan assets | (7.3) | (7.1) |
Prior service cost | 0 | 0 |
Net periodic benefit | (2.5) | (1.3) |
Foreign Plan | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Service cost | 0.5 | 0.5 |
Interest cost | 2.5 | 3.1 |
Expected return on plan assets | (3.8) | (4) |
Prior service cost | (2.9) | 0 |
Net periodic benefit | $ (3.7) | $ (0.4) |
Employee benefit plans - Multi-
Employee benefit plans - Multi-employer pension plan exit liability (Details) $ in Millions | 3 Months Ended | |
Mar. 31, 2021USD ($)location | Dec. 31, 2020USD ($) | |
Central States Multi-employer Pension Plan | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Partial withdrawal liability | $ 18.4 | |
Number of locations exiting multi-employer pension plan | location | 4 | |
Cash obligation | $ 1.1 | |
Term of annual cash obligation payments | 20 years | |
Central States Southeast And Southwest Areas Pension Plan | Minimum | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Partial withdrawal liability | $ 30 | |
Central States Southeast And Southwest Areas Pension Plan | Maximum | Defined Benefit Pension Plans | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Partial withdrawal liability | $ 60 |
Income taxes (Detail)
Income taxes (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Income Tax Disclosure [Abstract] | ||
Income tax expense (benefit) | $ (17.6) | $ 0.3 |
Effective tax rate | 21.00% | (0.50%) |
One time discreet tax benefit | $ 0.5 | $ 9 |
Estimated effective tax rate | 29.20% | 30.00% |
Earnings Per Share - Summary of
Earnings Per Share - Summary of Computations of Basic and Diluted Earnings Per Share (Detail) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Numerator: | ||
Net income | $ 66.2 | $ 55.9 |
Denominator: | ||
Weighted average common shares outstanding - basic (in shares) | 169.3 | 168.8 |
Effect of dilutive securities: stock compensation plans (in shares) | 0.8 | 0.9 |
Weighted average common shares outstanding - diluted (in shares) | 170.1 | 169.7 |
Basic: | ||
Basic income per common share (in dollars per share) | $ 0.39 | $ 0.33 |
Diluted: | ||
Diluted income per common share (in dollars per share) | $ 0.39 | $ 0.33 |
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 | |
Mar. 31, 2021 | Mar. 31, 2020 | |
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) | 3.8 | 3.9 |
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) | 0.2 | 1.2 |
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 |
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 | |
Mar. 31, 2021 | Mar. 31, 2020 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance | $ 1,792.3 | $ 1,732.8 |
Other comprehensive loss before reclassifications | 15.7 | (105.2) |
Amounts reclassified from accumulated other comprehensive loss | (10.7) | (5) |
Net current period other comprehensive (loss) income | 5 | (110.2) |
Ending balance | 1,869 | 1,683.6 |
Accumulated other comprehensive loss | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance | (387.1) | (379.3) |
Ending balance | (382.1) | (489.5) |
Cash flow hedges | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance | (32.7) | (15.4) |
Other comprehensive loss before reclassifications | 14.9 | (11.1) |
Amounts reclassified from accumulated other comprehensive loss | (8.3) | (5) |
Net current period other comprehensive (loss) income | 6.6 | (16.1) |
Ending balance | (26.1) | (31.5) |
Defined benefit pension | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance | 19.2 | (1) |
Other comprehensive loss before reclassifications | 0 | 0 |
Amounts reclassified from accumulated other comprehensive loss | (2.4) | 0 |
Net current period other comprehensive (loss) income | (2.4) | 0 |
Ending balance | 16.8 | (1) |
Currency translation | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance | (373.6) | (362.9) |
Other comprehensive loss before reclassifications | 0.8 | (94.1) |
Amounts reclassified from accumulated other comprehensive loss | 0 | 0 |
Net current period other comprehensive (loss) income | 0.8 | (94.1) |
Ending balance | $ (372.8) | $ (457) |
Accumulated other comprehensi_4
Accumulated other comprehensive loss - Summary of amounts reclassified from accumulated other comprehensive loss (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items] | ||
Income tax expense (benefit) | $ 17.6 | $ (0.3) |
Interest expense | 27 | 29.1 |
Total reclassifications for the period, net of tax | (66.2) | (55.9) |
Prior service credit | Reclassification out of Accumulated Other Comprehensive Income | ||
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items] | ||
Other income, net | (2.9) | 0 |
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) | 0.5 | 0 |
Net of tax | (2.4) | 0 |
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) | 2.8 | 2.2 |
Net of tax | (8.3) | (5) |
Total reclassifications for the period, net of tax | (10.7) | (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 | 4.8 | 0.9 |
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 | $ (15.9) | $ (8.1) |
Debt - Summary of Short Term Fi
Debt - Summary of Short Term Financing (Detail) - USD ($) $ in Millions | Mar. 31, 2021 | Dec. 31, 2020 |
Debt Disclosure [Abstract] | ||
Bank overdrafts | $ 4.5 | $ 2.1 |
Debt - Additional Information (
Debt - Additional Information (Detail) - USD ($) $ in Millions | Feb. 26, 2021 | Jan. 07, 2020 | Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 |
Debt Instrument [Line Items] | |||||
Letters of credit outstanding | $ 191.2 | $ 196 | |||
Weighted average interest rate on long-term debt | 3.61% | 3.73% | |||
Loss on extinguishment of debt | $ 0.2 | $ 1.8 | |||
Term B-3 Loan Due 2024 | |||||
Debt Instrument [Line Items] | |||||
Loss on extinguishment of debt | $ 1.8 | ||||
Repayments of long-term debt | $ 174 | ||||
Canadian ABL Facility Due 2022 | |||||
Debt Instrument [Line Items] | |||||
Repayments of debt | $ 47.1 | ||||
Loss on extinguishment of debt | $ 0.2 |
Debt - Schedule of Long Term De
Debt - Schedule of Long Term Debt (Detail) - USD ($) $ in Millions | Mar. 31, 2021 | Dec. 31, 2020 |
Debt Instrument [Line Items] | ||
Finance lease obligations | $ 98.5 | $ 101.6 |
Total long-term debt before discount | 2,529.7 | 2,660.7 |
Less: unamortized debt issuance costs and discount on debt | (19) | (20.1) |
Total long-term debt | 2,510.7 | 2,640.6 |
Less: current maturities | (117.7) | (163.5) |
Total long-term debt, excluding current maturities | 2,393 | 2,477.1 |
Term B-3 Loan Due 2024 | ||
Debt Instrument [Line Items] | ||
Aggregate principal amount | $ 1,264.1 | $ 1,264.1 |
Variable interest rate | 2.36% | 2.40% |
Term B-5 Loan Due 2026 | ||
Debt Instrument [Line Items] | ||
Aggregate principal amount | $ 395 | $ 396 |
Variable interest rate | 2.11% | 2.15% |
North American ABL Due 2024 | ||
Debt Instrument [Line Items] | ||
Aggregate principal amount | $ 184.5 | $ 265.5 |
Variable interest rate | 1.83% | 1.71% |
Canadian ABL Facility Due 2022 | ||
Debt Instrument [Line Items] | ||
Aggregate principal amount | $ 87.6 | $ 133.5 |
Variable interest rate | 2.66% | 2.71% |
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 | Mar. 31, 2021 | Dec. 31, 2020 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Carrying amount | $ 2,510.7 | $ 2,640.6 |
Fair Value, Inputs, Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Carrying amount | 2,510.7 | 2,640.6 |
Fair value | $ 2,545.2 | $ 2,687.4 |
Supplemental balance sheet in_3
Supplemental balance sheet information - Allowance for Credit Losses (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2021USD ($) | |
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | |
Balance, beginning of period | $ 17.2 |
Provision for credit losses | 3.1 |
Write-offs | (0.9) |
Foreign exchange | (0.2) |
Balance, end of period | $ 19.2 |
Supplemental balance sheet in_4
Supplemental balance sheet information - Summary of Property, Plant and Equipment, Net (Detail) - USD ($) $ in Millions | Mar. 31, 2021 | Dec. 31, 2020 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Property, plant and equipment, at cost | $ 2,208.8 | $ 2,216.4 |
Less: accumulated depreciation | (1,171) | (1,150.7) |
Property, plant and equipment, net | $ 1,037.8 | $ 1,065.7 |
Supplemental balance sheet in_5
Supplemental balance sheet information - Schedule of Goodwill (Detail) $ in Millions | 3 Months Ended |
Mar. 31, 2021USD ($) | |
Goodwill [Roll Forward] | |
Goodwill, Beginning Balance | $ 2,270.4 |
Purchase price adjustments | (0.7) |
Foreign exchange | 4.9 |
Goodwill, Ending Balance | 2,274.6 |
USA | |
Goodwill [Roll Forward] | |
Goodwill, Beginning Balance | 1,805 |
Purchase price adjustments | 0 |
Foreign exchange | 0 |
Goodwill, Ending Balance | 1,805 |
EMEA | |
Goodwill [Roll Forward] | |
Goodwill, Beginning Balance | 8.7 |
Purchase price adjustments | 0 |
Foreign exchange | 0 |
Goodwill, Ending Balance | 8.7 |
Canada | |
Goodwill [Roll Forward] | |
Goodwill, Beginning Balance | 428.1 |
Purchase price adjustments | 0 |
Foreign exchange | 5.9 |
Goodwill, Ending Balance | 434 |
LATAM | |
Goodwill [Roll Forward] | |
Goodwill, Beginning Balance | 28.6 |
Purchase price adjustments | (0.7) |
Foreign exchange | (1) |
Goodwill, Ending Balance | $ 26.9 |
Supplemental balance sheet in_6
Supplemental balance sheet information - Schedule of Gross Carrying Amounts and Accumulated Amortization of Intangible Assets (Detail) - USD ($) $ in Millions | Mar. 31, 2021 | Dec. 31, 2020 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross | $ 1,103.6 | $ 1,114.3 |
Accumulated Amortization | (865.3) | (862.4) |
Net | 238.3 | 251.9 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross | 931.4 | 936.9 |
Accumulated Amortization | (697.7) | (691.3) |
Net | 233.7 | 245.6 |
Other | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross | 172.2 | 177.4 |
Accumulated Amortization | (167.6) | (171.1) |
Net | $ 4.6 | $ 6.3 |
Supplemental balance sheet in_7
Supplemental balance sheet information - Schedule of Finite-Lived Intangible Assets, Future Amortization Expense (Detail) $ in Millions | Mar. 31, 2021USD ($) |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
2021 | $ 52.6 |
2022 | 44.9 |
2023 | 38.6 |
2024 | 31.9 |
2025 | $ 28.2 |
Supplemental balance sheet in_8
Supplemental balance sheet information - Other Accrued Expenses (Details) - USD ($) $ in Millions | Mar. 31, 2021 | Dec. 31, 2020 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Current tax liabilities | $ 78.6 | $ 73.4 |
Fair value measurements - Recon
Fair value measurements - Reconciliation of Fair Value Measurements that Use Significant Unobservable Inputs (Level 3) (Detail) $ in Millions | 3 Months Ended |
Mar. 31, 2021USD ($) | |
Warrant Liability | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Fair value beginning balance | $ 33.8 |
Fair value adjustments | (25.6) |
Fair value ending balance | 8.2 |
Contingent Consideration | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Fair value beginning balance | 2.2 |
Fair value adjustments | 0 |
Fair value ending balance | $ 2.2 |
Fair value measurements - Addit
Fair value measurements - Additional Information (Detail) - Warrants | 3 Months Ended |
Mar. 31, 2021 | |
Warrant life | |
Foreign Currency Fair Value Hedge Derivative [Line Items] | |
Expected option life | 3 months |
Expected volatility | |
Foreign Currency Fair Value Hedge Derivative [Line Items] | |
Measurement input | 0.4815 |
Risk-free interest rate | |
Foreign Currency Fair Value Hedge Derivative [Line Items] | |
Measurement input | 0.0003 |
Minimum | Expected volatility | |
Foreign Currency Fair Value Hedge Derivative [Line Items] | |
Measurement input | 0.3859 |
Maximum | Expected volatility | |
Foreign Currency Fair Value Hedge Derivative [Line Items] | |
Measurement input | 0.8096 |
Derivatives (Detail)
Derivatives (Detail) - USD ($) | 3 Months Ended | ||
Mar. 31, 2021 | Dec. 31, 2020 | Mar. 17, 2020 | |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||
Percentage of swaps designated as cash flow hedges | 95.00% | ||
Prepaid expenses and other current assets | |||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||
Forward currency contract asset fair value | $ 300,000 | $ 100,000 | |
Other accrued expenses | |||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||
Forward currency contract liability fair value | $ 600,000 | $ 300,000 | |
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 | ||
Interest Rate Swap Contracts | |||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||
Derivative, notional amount | $ 250,000,000 |
Derivatives - Schedule of notio
Derivatives - Schedule of notional amounts (Details) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 | Mar. 17, 2020 |
Interest rate swap contracts | |||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||
Derivative, notional amount | $ 250,000,000 | ||
Interest rate swap contracts | Designated as Hedging Instrument | |||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||
Derivative, notional amount | $ 900,000,000 | $ 1,050,000,000 | |
Interest rate swap contracts | Not Designated as Hedging Instrument | |||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||
Derivative, notional amount | 100,000,000 | 200,000,000 | |
Foreign currency derivatives | Not Designated as Hedging Instrument | |||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||
Derivative, notional amount | 107,900,000 | 77,200,000 | |
Cross currency swap contracts | Designated as Hedging Instrument | |||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||
Derivative, notional amount | 381,000,000 | 381,000,000 | |
Cross currency swap contracts | Not Designated as Hedging Instrument | |||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||
Derivative, notional amount | $ 19,000,000 | $ 19,000,000 |
Derivatives - Pre-tax effects o
Derivatives - Pre-tax effects of derivative instruments (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
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 | $ (4.8) | $ (0.9) |
Amount of gain (loss) to be reclassified to consolidated statement of operations within the next 12 months | (15.4) | |
Cross currency swap contracts | Interest expense | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Amount of gain (loss) reclassified from other comprehensive loss into income | 0.3 | 1.9 |
Amount of gain (loss) to be reclassified to consolidated statement of operations within the next 12 months | 1.4 | |
Cross currency swap contracts | Other income, net | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Amount of gain (loss) reclassified from other comprehensive loss into income | 15.6 | $ 6.2 |
Amount of gain (loss) to be reclassified to consolidated statement of operations within the next 12 months | $ 0 |
Derivatives - Assets and Liabil
Derivatives - Assets and Liabilities (Details) - USD ($) $ in Millions | Mar. 31, 2021 | Dec. 31, 2020 |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Derivative Assets | $ 2 | $ 1.3 |
Derivative Liabilities | 67.9 | 95.4 |
Designated as Hedging Instrument | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Derivative Assets | 1.4 | 1 |
Derivative Liabilities | 60.5 | 86 |
Not Designated as Hedging Instrument | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Derivative Assets | 0.6 | 0.3 |
Derivative Liabilities | 7.4 | 9.4 |
Prepaid expenses and other current assets | Cross currency swap contracts | Designated as Hedging Instrument | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Derivative Assets | 1.4 | 1 |
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 | 0.1 |
Prepaid expenses and other current assets | Foreign currency derivatives | Not Designated as Hedging Instrument | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Derivative Assets | 0.5 | 0.2 |
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 | 29.6 | 47.4 |
Other long-term liabilities | Cross currency swap contracts | Not Designated as Hedging Instrument | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Derivative Liabilities | 1.5 | 2.4 |
Other long-term liabilities | Interest rate swap contracts | Designated as Hedging Instrument | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Derivative Liabilities | 15.5 | 20.7 |
Other long-term liabilities | Interest rate swap contracts | Not Designated as Hedging Instrument | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Derivative Liabilities | 3 | 4 |
Other accrued expenses | Foreign currency derivatives | Not Designated as Hedging Instrument | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Derivative Liabilities | 0.8 | 0.4 |
Other accrued expenses | Interest rate swap contracts | Designated as Hedging Instrument | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Derivative Liabilities | 15.4 | 17.9 |
Other accrued expenses | Interest rate swap contracts | Not Designated as Hedging Instrument | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Derivative Liabilities | 2.1 | 2.6 |
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) | 3 Months Ended |
Mar. 31, 2021locationsiteclaim | |
Other Commitments [Line Items] | |
Number of locations impacted by environmental laws and regulations | location | 125 |
Number of company owned/occupied sites requiring environmental remediation work | 105 |
Number of non owned sites liable for a share of clean-up | 20 |
Minimum | |
Other Commitments [Line Items] | |
Environmental project, term | 2 years |
Maximum | |
Other Commitments [Line Items] | |
Number of asbestos-related claims (fewer than) | claim | 215 |
Environmental project, term | 30 years |
Commitments and contingencies_2
Commitments and contingencies - Changes in Total Environmental Liabilities (Detail) $ in Millions | 3 Months Ended |
Mar. 31, 2021USD ($) | |
Accrual for Environmental Loss Contingencies [Roll Forward] | |
Environmental liabilities at beginning of period | $ 79.6 |
Revised obligation estimates | 2.5 |
Environmental payments | (3.8) |
Foreign exchange | (0.2) |
Environmental liabilities at end of period | $ 78.1 |
Commitment and contingencies -
Commitment and contingencies - Environmental Liabilities Balance Sheet Information (Details) - USD ($) $ in Millions | Mar. 31, 2021 | Dec. 31, 2020 |
Other accrued expenses | ||
Other Commitments [Line Items] | ||
Current environmental liabilities | $ 24.6 | $ 26.5 |
Other long-term liabilities | ||
Other Commitments [Line Items] | ||
Long-term environmental liabilities | $ 53.5 | $ 53.1 |
Leasing - Assets and liabilitie
Leasing - Assets and liabilities, lessee (Details) - USD ($) $ in Millions | Mar. 31, 2021 | Dec. 31, 2020 |
Assets | ||
Operating lease assets | $ 159.6 | $ 161 |
Finance lease assets | 97.5 | 100.3 |
Total lease assets | 257.1 | 261.3 |
Current liabilities: | ||
Current portion of operating lease liabilities | 46.1 | 44.9 |
Current portion of finance lease liabilities | 26.2 | 26 |
Noncurrent liabilities: | ||
Operating lease liabilities | 121.2 | 125.3 |
Finance lease liabilities | 72.3 | 75.6 |
Total lease liabilities | $ 265.8 | $ 271.8 |
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | us-gaap:OtherAssets | us-gaap:OtherAssets |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | Assets | Assets |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | us-gaap:AccountsPayableAndAccruedLiabilitiesCurrent | us-gaap:AccountsPayableAndAccruedLiabilitiesCurrent |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List] | us-gaap:DebtCurrent | us-gaap:DebtCurrent |
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:LongTermDebtNoncurrent | us-gaap:LongTermDebtNoncurrent |
Finance lease right-of-use assets accumulated amortization | $ 64.1 | $ 61.2 |
Leasing - Lease cost in income
Leasing - Lease cost in income statement (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Lessee, Lease, Description [Line Items] | ||
Operating Leases | $ 15 | $ 13.7 |
Finance Leases | 7.4 | 6.9 |
Total | 22.4 | 20.6 |
Depreciation | 6.4 | 6.2 |
Interest expense | 1 | 0.7 |
Variable lease costs | 0.3 | 0.2 |
Short-term lease costs | 3.9 | 7.5 |
Total gross lease costs | 26.6 | 28.3 |
Sublease income | 0.6 | 0.6 |
Total net lease cost | 26 | 27.7 |
Cost of goods sold (exclusive of depreciation) | ||
Lessee, Lease, Description [Line Items] | ||
Operating Leases | 5.6 | 4.3 |
Finance Leases | 0 | 0 |
Total | 5.6 | 4.3 |
Outbound freight and handling | ||
Lessee, Lease, Description [Line Items] | ||
Operating Leases | 2 | 1.3 |
Finance Leases | 0 | 0 |
Total | 2 | 1.3 |
Warehousing, selling and administrative | ||
Lessee, Lease, Description [Line Items] | ||
Operating Leases | 7.4 | 8.1 |
Finance Leases | 0 | 0 |
Total | $ 7.4 | $ 8.1 |
Leasing - Maturity of lease obl
Leasing - Maturity of lease obligations (Details) - USD ($) $ in Millions | Mar. 31, 2021 | Dec. 31, 2020 |
Operating Leases | ||
2021 | $ 39.1 | |
2022 | 42.7 | |
2023 | 31.2 | |
2024 | 20.1 | |
2025 | 12.3 | |
2026 and After | 46.4 | |
Total lease payments | 191.8 | |
Less: interest | 24.5 | |
Operating Lease, Liability | 167.3 | |
Finance Leases | ||
2021 | 22.2 | |
2022 | 26.2 | |
2023 | 17.2 | |
2024 | 13.7 | |
2025 | 12.2 | |
2026 and After | 15.8 | |
Total lease payments | 107.3 | |
Less: interest | 8.8 | |
Finance lease obligations | 98.5 | $ 101.6 |
Total | ||
2021 | 61.3 | |
2022 | 68.9 | |
2023 | 48.4 | |
2024 | 33.8 | |
2025 | 24.5 | |
2026 and After | 62.2 | |
Total lease payments | $ 299.1 |
Leasing - Lease term and discou
Leasing - Lease term and discount rate (Details) | Mar. 31, 2021 | Dec. 31, 2020 |
Weighted-average remaining lease term (years) | ||
Operating leases | 5 years 10 months 24 days | 6 years |
Finance leases | 6 years 2 months 12 days | 6 years 3 months 18 days |
Weighted-average discount rate | ||
Operating leases | 4.42% | 4.68% |
Finance leases | 3.80% | 3.83% |
Leasing - Other information (De
Leasing - Other information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Leases [Abstract] | ||
Operating cash flows from operating leases | $ 14.5 | $ 13.4 |
Operating cash flows from finance leases | 1 | 0.9 |
Financing cash flows from finance leases | $ 6.8 | $ 6.1 |
Segments (Detail)
Segments (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Segment Reporting Information [Line Items] | ||
Net sales | $ 2,155.4 | $ 2,211.2 |
Adjusted EBITDA | 182.2 | 161.6 |
Long-Lived Assets | 1,197.4 | 1,279.8 |
USA | ||
Segment Reporting Information [Line Items] | ||
Net sales | 1,293 | 1,357.5 |
EMEA | ||
Segment Reporting Information [Line Items] | ||
Net sales | 505.9 | 460.3 |
Canada | ||
Segment Reporting Information [Line Items] | ||
Net sales | 222.7 | 285.8 |
LATAM | ||
Segment Reporting Information [Line Items] | ||
Net sales | 133.8 | 107.6 |
Inter-segment | ||
Segment Reporting Information [Line Items] | ||
Net sales | (18.9) | (27.3) |
Long-Lived Assets | 19 | 39.6 |
Inter-segment | USA | ||
Segment Reporting Information [Line Items] | ||
Net sales | 17.4 | 25.7 |
Inter-segment | EMEA | ||
Segment Reporting Information [Line Items] | ||
Net sales | 0.8 | 0.8 |
Inter-segment | Canada | ||
Segment Reporting Information [Line Items] | ||
Net sales | 0.7 | 0.8 |
Inter-segment | LATAM | ||
Segment Reporting Information [Line Items] | ||
Net sales | 0 | 0 |
Operating Segments | USA | ||
Segment Reporting Information [Line Items] | ||
Net sales | 1,310.4 | 1,383.2 |
Adjusted EBITDA | 101.8 | 96.6 |
Long-Lived Assets | 805.8 | 855.1 |
Operating Segments | EMEA | ||
Segment Reporting Information [Line Items] | ||
Net sales | 506.7 | 461.1 |
Adjusted EBITDA | 50.6 | 40.3 |
Long-Lived Assets | 192 | 175.2 |
Operating Segments | Canada | ||
Segment Reporting Information [Line Items] | ||
Net sales | 223.4 | 286.6 |
Adjusted EBITDA | 26.3 | 27.3 |
Long-Lived Assets | 145.4 | 182 |
Operating Segments | LATAM | ||
Segment Reporting Information [Line Items] | ||
Net sales | 133.8 | 107.6 |
Adjusted EBITDA | 15.6 | 8.3 |
Long-Lived Assets | 35.2 | 27.9 |
Other/ Eliminations | ||
Segment Reporting Information [Line Items] | ||
Adjusted EBITDA | $ (12.1) | $ (10.9) |
Segments - Segment income state
Segments - Segment income statement information (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | ||
Segment Reporting [Abstract] | |||
Net income | $ 66.2 | $ 55.9 | |
Depreciation | 43.8 | 41.7 | |
Amortization | 13.1 | 15.8 | |
Interest expense, net | 26.6 | 28.1 | |
Income tax expense (benefit) | 17.6 | (0.3) | |
Other operating expenses, net (1) | [1] | 44.2 | 30.4 |
Other income, net (1) | [1] | (28.9) | (20.4) |
(Gain) loss on sale of business | (0.6) | 8.6 | |
Loss on extinguishment of debt | 0.2 | 1.8 | |
Adjusted EBITDA | $ 182.2 | $ 161.6 | |
[1] | (1) For the three months ended March 31, 2020, the fair value adjustment for warrants was reclassified to other income, net, from other operating expenses, net, to conform to the current year presentation. Refer to “Note 2: Significant accounting policies” for more information. |
Subsequent events (Details)
Subsequent events (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Jun. 30, 2021 | Mar. 31, 2021 | Mar. 31, 2020 | |
Subsequent Event [Line Items] | |||
Gain (loss) on sale of business | $ 0.6 | $ (8.6) | |
Distrupol Business | Subsequent Event | Forecast | |||
Subsequent Event [Line Items] | |||
Payments from sale of business | $ 137 | ||
Gain (loss) on sale of business | $ 106 |