Document and Entity Information
Document and Entity Information - USD ($) $ in Billions | 12 Months Ended | ||
Dec. 31, 2017 | Feb. 02, 2018 | Jun. 30, 2017 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2017 | ||
Document Fiscal Year Focus | 2,017 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | HMHC | ||
Entity Registrant Name | Houghton Mifflin Harcourt Co | ||
Entity Central Index Key | 1,580,156 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Common Stock, Shares Outstanding | 123,430,481 | ||
Entity Public Float | $ 1.3 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Current assets | ||
Cash and cash equivalents | $ 148,979 | $ 226,102 |
Short-term investments | 86,449 | 80,841 |
Accounts receivable, net of allowances for bad debts and book returns of $23.6 million and $22.5 million, respectively | 201,080 | 216,006 |
Inventories | 154,644 | 162,415 |
Prepaid expenses and other assets | 29,947 | 20,356 |
Total current assets | 621,099 | 705,720 |
Property, plant, and equipment, net | 153,906 | 175,202 |
Pre-publication costs, net | 324,897 | 314,784 |
Royalty advances to authors, net | 46,469 | 43,977 |
Goodwill | 783,073 | 783,073 |
Other intangible assets, net | 610,663 | 685,649 |
Deferred income taxes | 3,593 | 3,458 |
Other assets | 19,891 | 19,608 |
Total assets | 2,563,591 | 2,731,471 |
Current liabilities | ||
Current portion of long-term debt | 8,000 | 8,000 |
Accounts payable | 61,502 | 76,181 |
Royalties payable | 72,992 | 72,233 |
Salaries, wages, and commissions payable | 54,970 | 41,289 |
Deferred revenue | 275,111 | 272,828 |
Interest payable | 322 | 193 |
Severance and other charges | 6,926 | 8,863 |
Accrued postretirement benefits | 1,618 | 1,928 |
Other liabilities | 22,788 | 23,635 |
Total current liabilities | 504,229 | 505,150 |
Long-term debt, net of discount and issuance costs | 760,194 | 764,738 |
Long-term deferred revenue | 419,096 | 436,627 |
Accrued pension benefits | 24,133 | 28,956 |
Accrued postretirement benefits | 20,285 | 22,084 |
Deferred income taxes | 22,269 | 71,381 |
Other liabilities | 18,192 | 22,495 |
Total liabilities | 1,768,398 | 1,851,431 |
Commitments and contingencies (Note 12) | ||
Stockholders' equity | ||
Preferred stock, $0.01 par value: 20,000,000 shares authorized; no shares issued and outstanding at December 31, 2017 and 2016 | ||
Common stock, $0.01 par value: 380,000,000 shares authorized; 147,911,466 and 147,556,804 shares issued at December 31, 2017 and 2016, respectively; 123,334,432 and 122,979,770 shares outstanding at December 31, 2017 and 2016, respectively | 1,479 | 1,475 |
Treasury stock, 24,577,034 shares as of December 31, 2017 and 2016, respectively, at cost (related parties of $193,493 at 2017 and 2016) | (518,030) | (518,030) |
Capital in excess of par value | 4,879,793 | 4,868,230 |
Accumulated deficit | (3,521,527) | (3,418,340) |
Accumulated other comprehensive loss | (46,522) | (53,295) |
Total stockholders' equity | 795,193 | 880,040 |
Total liabilities and stockholders' equity | $ 2,563,591 | $ 2,731,471 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Accounts receivable, allowances for bad debts and book returns | $ 23,600 | $ 22,500 |
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 20,000,000 | 20,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 380,000,000 | 380,000,000 |
Common stock, shares issued | 147,911,466 | 147,556,804 |
Common stock, shares outstanding | 123,334,432 | 122,979,770 |
Treasury stock, shares | 24,577,034 | 24,577,034 |
Treasury stock | $ 518,030 | $ 518,030 |
Related Parties [Member] | ||
Treasury stock | $ 193,493 | $ 193,493 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Statement [Abstract] | |||
Net sales | $ 1,407,511 | $ 1,372,685 | $ 1,416,059 |
Costs and expenses | |||
Cost of sales, excluding publishing rights and pre-publication amortization | 617,802 | 610,715 | 622,668 |
Publishing rights amortization | 46,238 | 61,351 | 81,007 |
Pre-publication amortization | 126,038 | 130,243 | 120,506 |
Cost of sales | 790,078 | 802,309 | 824,181 |
Selling and administrative (related parties of $10,489 in 2015-Note 14) | 654,860 | 699,544 | 681,124 |
Other intangible asset amortization | 30,748 | 26,750 | 22,038 |
Impairment charge for pre-publication costs and intangible assets | 3,980 | 139,205 | |
Restructuring | 40,653 | ||
Severance and other charges | 713 | 15,650 | 4,767 |
Operating loss | (113,521) | (310,773) | (116,051) |
Other income (expense) | |||
Interest expense | (42,805) | (39,181) | (32,254) |
Interest income | 1,338 | 518 | 209 |
Change in fair value of derivative instruments | 1,366 | (614) | (2,362) |
Loss on extinguishment of debt | (3,051) | ||
Loss before taxes | (153,622) | (350,050) | (153,509) |
Income tax (benefit) expense | (50,435) | (65,492) | (19,640) |
Net loss | $ (103,187) | $ (284,558) | $ (133,869) |
Net loss per share attributable to common stockholders | |||
Basic | $ (0.84) | $ (2.32) | $ (0.98) |
Diluted | $ (0.84) | $ (2.32) | $ (0.98) |
Weighted average shares outstanding | |||
Basic | 122,949,064 | 122,418,474 | 136,760,107 |
Diluted | 122,949,064 | 122,418,474 | 136,760,107 |
Consolidated Statements of Ope5
Consolidated Statements of Operations (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Selling and administrative | $ 654,860 | $ 699,544 | $ 681,124 |
Related Parties [Member] | |||
Selling and administrative | $ 10,489 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Statement of Comprehensive Income [Abstract] | |||
Net loss | $ (103,187) | $ (284,558) | $ (133,869) |
Other comprehensive income (loss), net of taxes: | |||
Foreign currency translation adjustments, net of tax | 109 | (1,220) | (2,140) |
Net change in pension and benefit plan liabilities, net of tax | 1,734 | (9,937) | (7,100) |
Unrealized gain (loss) on short-term investments, net of tax | (18) | 57 | (58) |
Net change in unrealized gain (loss) on derivative financial instruments, net of tax | 4,948 | (2,467) | (3,641) |
Other comprehensive income (loss), net of taxes | 6,773 | (13,567) | (12,939) |
Comprehensive loss | $ (96,414) | $ (298,125) | $ (146,808) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Cash flows from operating activities | |||
Net loss | $ (103,187) | $ (284,558) | $ (133,869) |
Adjustments to reconcile net loss to net cash provided by operating activities | |||
Depreciation and amortization expense | 278,518 | 298,169 | 296,609 |
Amortization of debt discount and deferred financing costs | 4,181 | 4,181 | 7,216 |
Deferred income taxes | (49,247) | (68,347) | 48,214 |
Stock-based compensation expense | 10,828 | 10,567 | 12,452 |
Loss on extinguishment of debt | 3,051 | ||
Impairment charge for pre-publication costs and intangible assets | 3,980 | 139,205 | |
Restructuring charges related to property, plant, and equipment | 10,167 | ||
Change in fair value of derivative instruments | (1,366) | 614 | 2,362 |
Changes in operating assets and liabilities, net of acquisitions | |||
Accounts receivable | 14,926 | 40,094 | 30,808 |
Inventories | 7,771 | 9,031 | 26,228 |
Other assets | (10,548) | 6,673 | (2,562) |
Accounts payable and accrued expenses | (7,149) | (23,685) | 13,145 |
Royalties payable and author advances, net | (1,733) | (12,774) | 6,238 |
Deferred revenue | (15,248) | 37,658 | 124,489 |
Interest payable | 129 | 87 | 59 |
Severance and other charges | 221 | 4,315 | (3,615) |
Accrued pension and postretirement benefits | (6,932) | 3,675 | (4,869) |
Other liabilities | (2,913) | (21,154) | (77,597) |
Net cash provided by operating activities | 135,130 | 143,751 | 348,359 |
Cash flows from investing activities | |||
Proceeds from sales and maturities of short-term investments | 80,690 | 197,724 | 286,732 |
Purchases of short-term investments | (86,211) | (81,086) | (198,633) |
Additions to pre-publication costs | (139,108) | (124,031) | (103,709) |
Additions to property, plant, and equipment | (58,294) | (105,553) | (82,987) |
Acquisition of business, net of cash acquired | (578,190) | ||
Acquisition of intangible asset | (2,000) | ||
Investment in preferred stock | (1,000) | ||
Net cash used in investing activities | (204,923) | (113,946) | (676,787) |
Cash flows from financing activities | |||
Proceeds from term loan, net of discount | 796,000 | ||
Payments of long-term debt | (8,000) | (8,000) | (247,125) |
Payments of deferred financing fees | (15,255) | ||
Repurchases of common stock (related parties of $193,493 in 2015) | (55,017) | (463,013) | |
Tax withholding payments related to net share settlements of restricted stock units and awards | (1,450) | (1,672) | (658) |
Proceeds from stock option exercises | 512 | 24,532 | 36,155 |
Issuance of common stock under employee stock purchase plan | 1,608 | 2,197 | |
Net cash (used in) provided by financing activities | (7,330) | (37,960) | 106,104 |
Net decrease in cash and cash equivalents | (77,123) | (8,155) | (222,324) |
Cash and cash equivalent at the beginning of the period | 226,102 | 234,257 | 456,581 |
Cash and cash equivalent at the end of the period | 148,979 | 226,102 | 234,257 |
Supplemental disclosure of cash flow information | |||
Interest paid | 38,295 | 34,884 | 24,412 |
Income taxes paid | 715 | 5,104 | 2,987 |
Non-cash investing and financing activities | |||
Property, plant, and equipment acquired under capital leases | 1,356 | ||
Amounts due from seller for acquisition | 2,884 | ||
Issuance of common stock upon exercise of warrants | 1,815 | ||
Pre-publication Costs [Member] | |||
Adjustments to reconcile net loss to net cash provided by operating activities | |||
Impairment charge for pre-publication costs and intangible assets | 3,980 | ||
Non-cash investing and financing activities | |||
Costs included in accounts payable | 16,681 | 14,397 | 14,642 |
Property, Plant, and Equipment [Member] | |||
Adjustments to reconcile net loss to net cash provided by operating activities | |||
Impairment charge for pre-publication costs and intangible assets | 9,119 | ||
Non-cash investing and financing activities | |||
Costs included in accounts payable | $ 11,403 | $ 5,707 | $ 6,202 |
Consolidated Statements of Cas8
Consolidated Statements of Cash Flows (Parenthetical) $ in Thousands | 12 Months Ended |
Dec. 31, 2015USD ($) | |
Repurchases of common stock (related parties of $193,493 in 2015) | $ 463,013 |
Related Parties [Member] | |
Repurchases of common stock (related parties of $193,493 in 2015) | $ 193,493 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | Common Stock [Member] | Treasury Stock [Member] | Capital in Excess of Par Value [Member] | Accumulated Deficit [Member] | Accumulated Other Comprehensive Loss [Member] |
Beginning balance at Dec. 31, 2014 | $ 1,759,680 | $ 1,420 | $ 4,784,962 | $ (2,999,913) | $ (26,789) | |
Beginning balance, shares at Dec. 31, 2014 | 142,000,019 | |||||
Net loss | (133,869) | $ (133,869) | ||||
Other comprehensive loss, net of tax | (12,939) | $ (12,939) | ||||
Issuance of common stock for exercise of warrants | $ 1 | (1) | ||||
Issuance of common stock for exercise of warrants, shares | 70,513 | |||||
Issuance of common stock for vesting of restricted stock units and awards | $ 1 | (1) | ||||
Issuance of common stock for vesting of restricted stock units and awards, shares | 67,725 | |||||
Issuance of common stock for exercise of stock options | 36,955 | $ 29 | 36,926 | |||
Issuance of common stock for exercise of stock option, shares | 2,932,839 | |||||
Issuance of restricted stock | $ 5 | (5) | ||||
Issuance of restricted stock, shares | 542,882 | |||||
Stock withheld to cover tax withholdings requirements upon vesting of restricted stock units and awards | $ (658) | $ (658) | ||||
Stock withheld to cover tax withholdings requirements upon vesting of restricted stock units and awards, shares | 0 | 0 | 0 | 0 | 0 | 0 |
Repurchases of common stock | $ (463,013) | $ (463,013) | ||||
Stock-based compensation expense | 12,165 | $ 12,165 | ||||
Ending balance at Dec. 31, 2015 | 1,198,321 | $ 1,456 | (463,013) | 4,833,388 | $ (3,133,782) | $ (39,728) |
Ending balance, shares at Dec. 31, 2015 | 145,613,978 | |||||
Net loss | (284,558) | (284,558) | ||||
Other comprehensive loss, net of tax | (13,567) | (13,567) | ||||
Issuance of common stock for employee purchase plan | 2,778 | $ 1 | 2,777 | |||
Issuance of common stock for employee purchase plan, shares | 140,579 | |||||
Issuance of common stock for vesting of restricted stock units and awards | $ 1 | (1) | ||||
Issuance of common stock for vesting of restricted stock units and awards, shares | 102,151 | |||||
Issuance of common stock for exercise of stock options | 23,733 | $ 19 | 23,714 | |||
Issuance of common stock for exercise of stock option, shares | 1,879,924 | |||||
Stock withheld to cover tax withholdings requirements upon vesting of restricted stock units and awards | (1,672) | (1,672) | ||||
Restricted stock forfeitures and cancellations | $ (2) | 2 | ||||
Restricted stock forfeitures and cancellations, shares | (179,828) | |||||
Repurchases of common stock | (55,017) | (55,017) | ||||
Stock-based compensation expense | 10,022 | 10,022 | ||||
Ending balance at Dec. 31, 2016 | 880,040 | $ 1,475 | (518,030) | 4,868,230 | (3,418,340) | (53,295) |
Ending balance, shares at Dec. 31, 2016 | 147,556,804 | |||||
Net loss | (103,187) | (103,187) | ||||
Other comprehensive loss, net of tax | 6,773 | 6,773 | ||||
Issuance of common stock for employee purchase plan | 2,132 | $ 2 | 2,130 | |||
Issuance of common stock for employee purchase plan, shares | 176,749 | |||||
Issuance of common stock for vesting of restricted stock units and awards | $ 2 | (2) | ||||
Issuance of common stock for vesting of restricted stock units and awards, shares | 175,555 | |||||
Issuance of common stock for exercise of stock options | $ 512 | 512 | ||||
Issuance of common stock for exercise of stock option, shares | 39,200 | 39,200 | ||||
Stock withheld to cover tax withholdings requirements upon vesting of restricted stock units and awards | $ (1,450) | (1,450) | ||||
Restricted stock forfeitures and cancellations, shares | (36,842) | |||||
Stock-based compensation expense | 10,373 | 10,373 | ||||
Ending balance at Dec. 31, 2017 | $ 795,193 | $ 1,479 | $ (518,030) | $ 4,879,793 | $ (3,521,527) | $ (46,522) |
Ending balance, shares at Dec. 31, 2017 | 147,911,466 |
Consolidated Statements of St10
Consolidated Statements of Stockholders' Equity (Parenthetical) $ in Thousands | 12 Months Ended |
Dec. 31, 2015USD ($) | |
Repurchases of common stock | $ 463,013 |
Related Parties [Member] | Common Stock [Member] | |
Repurchases of common stock | $ 193,493 |
Basis of Presentation
Basis of Presentation | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Basis of Presentation | 1. Basis of Presentation Houghton Mifflin Harcourt Company (“HMH”, “Houghton Mifflin Harcourt”, “we”, “us”, “our”, or the “Company”) is a global learning company, specializing in world-class content, services and cutting edge technology solutions that enable learning in a changing landscape. We provide dynamic, engaging, and effective solutions across a variety of media and in three key focus areas: early learning, kindergarten through 12 th (“K-12”) The K-12 HMH Science Dimensions Collections GO! Math Read 180 Journeys Furthermore, for nearly two centuries, we have published renowned and awarded children’s, fiction, nonfiction, culinary and reference titles enjoyed by readers throughout the world. Our distinguished author list includes ten Nobel Prize winners, forty-eight Pulitzer Prize winners, and fifteen National Book Award winners. We are home to popular characters and titles such as Curious George, Carmen Sandiego, The Lord of the Rings, The Whole30, The Polar Express, We sell our products and services across multiple media and distribution channels. Leveraging our portfolio of content, including some of our best-known children’s brands and titles, such as Carmen Sandiego and Curious George, we have created interactive digital content, mobile applications and educational games that can be used by families at home or on the go. Our digital products portfolio, combined with our content development or distribution agreements with recognized technology leaders such as Apple, Google, Intel and Microsoft, enable us to bring our next-generation educational solutions and content to learners across virtually all platforms and devices. Additionally, we believe our technology and development capabilities allow us to enhance content engagement and effectiveness with embedded assessment, interactivity and personalized adaptable content as well as increased accessibility. The consolidated financial statements of HMH include the accounts of all of our wholly-owned subsidiaries as of December 31, 2017 and 2016 and for the periods ended December 31, 2017, 2016 and 2015. The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). Our accompanying consolidated financial statements include the results of operations of the Company and our wholly-owned subsidiaries. All material intercompany accounts and transactions are eliminated in consolidation. Seasonality and Comparability Our net sales, operating profit or loss and net cash provided by or used in operations are impacted by the inherent seasonality of the academic calendar. Consequently, the performance of our businesses may not be comparable quarter to consecutive quarter and should be considered on the basis of results for the whole year or by comparing results in a quarter with results in the same quarter for the previous year. Approximately 87% of our net sales for the year ended December 31, 2017 were derived from our Education segment, which is a markedly seasonal business. Schools conduct the majority of their purchases in the second and third quarters of the calendar year in preparation for the beginning of the school year. Thus, for the years ended December 31, 2017, 2016 and 2015, approximately 67% of our consolidated net sales were realized in the second and third quarters. Sales of K-12 year-to-year year-to-year |
Significant Accounting Policies
Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | 2. Significant Accounting Policies Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires the use of estimates, assumptions and judgments by management that affect the reported amounts of assets, liabilities, revenues, expenses, and related disclosure of contingent assets and liabilities in the amounts reported in the financial statements and accompanying notes. On an ongoing basis, we evaluate our estimates and assumptions including, but not limited to, book returns, allowance for bad debts, recoverability of advances to authors, valuation of inventory, depreciation and amortization periods, recoverability of long-term assets such as property, plant, and equipment, capitalized pre-publication Revenue Recognition We derive revenue primarily from the sale of print and digital content and instructional materials, trade books, reference materials, assessment materials and multimedia instructional programs; license fees for book rights, content and software; and services that include test development, test delivery, test scoring, professional development, consulting and training as well as access to hosted interactive content. Revenue is recognized only once persuasive evidence of an arrangement with the customer exists, the sales price is fixed or determinable, delivery of products or services has occurred, title and risk of loss with respect to products have transferred to the customer, all significant obligations, if any, have been performed, and collection is reasonably assured. We enter into certain contractual arrangements that have multiple elements, one or more of which may be delivered subsequent to the delivery of other elements. These multiple-deliverable arrangements may include print and digital media, professional development services, training, software licenses, access to hosted content, and various services related to the software including but not limited to hosting, maintenance and support, and implementation. For these multiple-element arrangements, we allocate revenue to each deliverable of the arrangement based on the relative selling prices of the deliverables. In such circumstances, we first determine the selling price of each deliverable based on (i) vendor-specific objective evidence of fair value (“VSOE”) if that exists, (ii) third-party evidence of selling price (“TPE”) when VSOE does not exist, or (iii) our best estimate of the selling price when neither VSOE nor TPE exists. Revenue is then allocated to the non-software Non-software For the non-software For the software deliverables as a group, we recognize revenue in accordance with the authoritative guidance for software revenue recognition. As our software licenses are typically sold with maintenance and support, professional services or training, we use the residual method to determine the amount of software license revenue to be recognized if VSOE has not been established for all deliverables. Under the residual method, arrangement consideration of the software deliverables as a group is allocated to the undelivered elements based upon VSOE of those elements, with the residual amount of the arrangement fee allocated to and recognized as license revenue upon delivery, assuming all other revenue recognition criteria have been met. If VSOE of one or more of the undelivered services or other elements does not exist, all revenues of the software-deliverables arrangement are deferred until delivery of all of those services or other elements has occurred, or until VSOE of each of those services or other elements can be established. As products are shipped with right of return, a provision for estimated returns on these sales is made at the time of sale based on historical experience by product line or customer. Shipping and handling fees charged to customers are included in net sales. Refer to “Recent Accounting Standards” for the expected impact of our adoption of the new revenue standard. Advertising Costs and Sample Expenses Advertising costs are charged to selling and administrative expenses as incurred. Advertising costs were $12.6 million, $11.2 million and $9.1 million for the years ended December 31, 2017, 2016 and 2015, respectively. Sample expenses are charged to selling and administrative expenses when the samples are shipped. Cash and Cash Equivalents Cash and cash equivalents consist primarily of cash in banks and highly liquid investment securities that have maturities of three months or less when purchased. The carrying amount of cash equivalents approximates fair value because of the short-term maturity of these investments. Short-term Investments Short-term investments typically consist of marketable securities with maturities between three and twelve months at the balance sheet date. We have classified all of our short-term investments as available-for-sale Accounts Receivable Accounts receivable are recorded net of allowances for doubtful accounts and reserves for returns. In the normal course of business, we extend credit to customers that satisfy predefined criteria. We estimate the collectability of our receivables. Allowances for doubtful accounts are established through the evaluation of accounts receivable aging and prior collection experience to estimate the ultimate collectability of these receivables. Reserves for returns are based on historical return rates and sales patterns. Inventories Inventories are stated at the lower of weighted-average cost or net realizable value. The level of obsolete and excess inventory is estimated on a program or title level-basis by comparing the number of units in stock with past usage and the expected future demand. The expected future demand of a program or title is determined by the copyright year, the previous year’s usage, the subsequent years’ sales forecast, and known forward-looking trends including our development cycle to replace the title or program and competing titles or programs. Property, Plant, and Equipment Property, plant, and equipment are stated at cost, or in the case of assets acquired in business combinations, at fair value as of the acquisition date, less accumulated depreciation. Equipment under capital lease is stated at fair value at inception of the lease, less accumulated depreciation. Maintenance and repair costs are charged to expense as incurred, and renewals and improvements that extend the useful life of the assets are capitalized. Depreciation on property, plant, and equipment is calculated using the straight-line method over the estimated useful lives of the assets or, in the case of assets acquired in business combinations, over their remaining lives. Equipment held under capital leases and leasehold improvements are amortized using the straight-line method over the shorter of the lease term or estimated useful life of the asset. Estimated useful lives of property, plant, and equipment are as follows: Estimated Building and building equipment 10 to 35 years Machinery and equipment 2 to 15 years Capitalized software 3 to 5 years Leasehold improvements Lesser of useful life or lease term Capitalized Internal-Use Capitalized internal-use external-use We capitalize certain costs related to obtaining or developing computer software for internal use including external customer-facing websites. Costs incurred during the application development stage, including external direct costs of materials and services, and payroll and payroll related costs for employees who are directly associated with the internal-use Certain computer software development costs for software that is to be sold or marketed are capitalized in the consolidated balance sheets. Capitalization of computer software development costs begins upon the establishment of technological feasibility. We define the establishment of technological feasibility as a working model. Amortization of capitalized computer software development costs is provided on a product-by-product We review internal-use Pre-publication We capitalize the art, prepress, manuscript and other costs incurred in the creation of the master copy of a book or other media (the “pre-publication Pre-publication sum-of-the-years-digits pre-publication pre-publication pre-publication Amortization expense related to pre-publication For the year ended December 31, 2017, an impairment charge for pre-publication pre-publication Goodwill and Indefinite-lived Intangible Assets Goodwill is the excess of the purchase price paid over the fair value of the net assets of the business acquired. Other intangible assets principally consist of branded trademarks and trade names, acquired publishing rights and customer relationships. Goodwill and indefinite-lived intangible assets (certain tradenames) are not amortized but are reviewed at least annually for impairment or earlier, if an indication of impairment exists. Goodwill is allocated entirely to our Education reporting unit. Determining the fair value of a reporting unit is judgmental in nature, and involves the use of significant estimates and assumptions. These estimates and assumptions may include revenue growth rates and operating margins used to calculate projected future cash flows, risk-adjusted discount rates, future economic and market conditions, the determination of appropriate market comparables as well as the fair value of individual assets and liabilities. We have the option of first assessing qualitative factors to determine whether it is necessary to perform the current two-step two-step Recoverability of goodwill can also be evaluated using a two-step one-step We completed our annual goodwill impairment tests as of October 1, 2017 and 2016. In 2017 and 2016, we used income and market valuation approaches to determine the fair value of the Education reporting unit and used the most recent five year strategic plan as the initial basis of our analysis. We performed an interim quantitative evaluation as of December 31, 2017 related to our decreased market capitalization. The fair value of the Education reporting unit substantially exceeded its carrying value as of the evaluation dates. No goodwill was deemed to be impaired for the years ended December 31, 2017, 2016 and 2015, respectively. We completed our annual indefinite-lived intangible assets impairment tests as of October 1, 2017 and 2016. We recorded non-cash Publishing Rights A publishing right is an acquired right that allows us to publish and republish existing and future works as well as create new works based on previously published materials. We determine the fair market value of the publishing rights arising from business combinations by discounting the after-tax Impairment of Other Long-lived Assets We review our other long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be fully recoverable. If the future undiscounted cash flows are less than their book value, impairment exists. The impairment is measured as the difference between the book value and the fair value of the underlying asset. Fair value is normally determined using an undiscounted cash flow model. Severance We accrue postemployment benefits if the obligation is attributable to services already rendered, rights to those benefits accumulate, payment of benefits is probable, and amount of benefit is reasonably estimated. Postemployment benefits include severance benefits. Subsequent to recording such accrued severance liabilities, changes in market or other conditions may result in changes to assumptions upon which the original liabilities were recorded that could result in an adjustment to the liabilities. Royalty Advances Royalty advances to authors are capitalized and represent amounts paid in advance of the sale of an author’s product and are recovered as earned. As advances are recorded, a partial reserve may be recorded immediately based primarily upon historical sales experience. Advances are evaluated periodically to determine if they are expected to be recovered. Any portion of a royalty advance that is not expected to be recovered is fully reserved. Cash payments for royalty advances are included within cash flows from operating activities, under the caption “Royalties payable and author advances, net,” in our consolidated statements of cash flows. Income Taxes We record income taxes using the asset and liability method. Deferred income tax assets and liabilities are recognized for future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective income tax basis, and operating loss and tax credit carryforwards. Our consolidated financial statements contain certain deferred tax assets which have arisen primarily as a result of interest expense limitations, as well as other temporary differences between financial and tax accounting. We establish a valuation allowance if the likelihood of realization of the deferred tax assets is reduced based on an evaluation of objective verifiable evidence. Significant management judgment is required in determining our provision for income taxes, our deferred tax assets and liabilities and any valuation allowance recorded against those deferred tax assets. We evaluate the weight of all available evidence to determine whether it is more likely than not that some portion or all of the deferred income tax assets will not be realized. We also evaluate any uncertain tax positions and only recognize the tax benefit from an uncertain tax position if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such positions are then measured based on the largest benefit that has a greater than 50 percent likelihood of being realized upon settlement. We record a liability for unrecognized tax benefits resulting from uncertain tax positions taken or expected to be taken in a tax return. Any change in judgment related to the expected ultimate resolution of uncertain tax positions is recognized in earnings in the period in which such change occurs. Interest and penalties, if any, related to unrecognized tax benefits are recorded in income tax expense. We have accounted for the tax effects of The Tax Cuts and Jobs Act, enacted on December 22, 2017, on a provisional basis. Our accounting for certain income tax effects is incomplete, but we have determined reasonable estimates for those effects. Our reasonable estimates are included in our financial statements as of December 31, 2017. We expect to complete our accounting during the one year measurement period from the enactment date. See Note 8 to the consolidated financial statements for further detail. Stock-Based Compensation Certain employees and directors have been granted stock options, restricted stock and restricted stock units in our common stock. Stock-based compensation expense reflects the fair value of stock-based awards measured at the grant date and recognized over the relevant service period. We estimate the fair value of each stock-based award on the measurement date using the current market price based on the target value of the award for restricted stock and restricted stock units, the Monte Carlo simulation for market-based restricted stock units and the Black-Scholes valuation model for stock options. We recognize stock-based compensation expense over the awards requisite service period on a straight-line basis for time based stock options, restricted stock and restricted stock units and on a graded basis for restricted stock and restricted stock units that are contingent on the achievement of performance conditions. Comprehensive Loss Comprehensive loss is defined as changes in the equity of an enterprise except those resulting from stockholder transactions. The amounts shown on the consolidated statements of stockholders’ equity and comprehensive loss relate to the cumulative effect of changes in pension and postretirement liabilities, foreign currency translation gain and loss adjustments, unrealized gains and losses on short-term investments and gains and losses on derivative instruments. Foreign Currency Translation The functional currency for each of our subsidiaries is the currency of the primary economic environment in which the subsidiary operates, generally defined as the currency in which the entity generates and expends cash. Foreign currency denominated assets and liabilities are translated into United States dollars at current rates as of the balance sheet date and the revenue, costs and expenses are translated at the average rates established during each reporting period. Cumulative translation gains or losses are recorded in equity as an element of accumulated other comprehensive income. Financial Instruments Derivative financial instruments are employed to manage risks associated with interest rate exposures and are not used for trading or speculative purposes. We recognize all derivative instruments in our consolidated balance sheets at fair value. Changes in the fair value of derivatives are recognized periodically either in earnings or in stockholders’ equity as a component of accumulated other comprehensive loss, depending on whether the derivative financial instrument qualifies for hedge accounting and, if so, whether it qualifies as a fair value hedge or a cash flow hedge. Gains and losses on derivatives designated as hedges, to the extent they are effective, are recorded in other comprehensive loss, and subsequently reclassified to earnings to offset the impact of the hedged items when they occur. Changes in the fair value of derivatives not qualifying as hedges are reported in earnings. During 2017 and 2016, our interest rate swaps were designated as hedges and qualify for hedge accounting. Accordingly, we recorded an unrealized gain of $4.9 million and an unrealized loss of $2.5 million in our statements of comprehensive loss to account for the changes in fair value of these derivatives during the periods ended December 31, 2017 and 2016, respectively. The corresponding $1.2 million and $6.1 million hedge liability is included within long-term other liabilities in our consolidated balance sheet as of December 31, 2017 and 2016, respectively. Our foreign exchange forward contracts did not qualify for hedge accounting because we did not contemporaneously document our hedging strategy upon entering into the hedging arrangements. Treasury Stock We account for treasury stock under the cost method. When shares are reissued or retired from treasury stock they are accounted for at an average price. Upon retirement the excess over par value is charged against capital in excess of par value. Net Loss per Share Basic net loss per share attributable to common stockholders is computed by dividing net loss attributable to common stockholders by the weighted-average common shares outstanding during the period. Except where the result would be anti-dilutive, net loss per share is computed using the treasury stock method for the exercise of stock options. For periods in which the Company has reported net losses, diluted net loss per share attributable to common stockholders is the same as basic net loss per share attributable to common stockholders, since dilutive common shares are not assumed to have been issued if their effect is anti-dilutive. Diluted net loss per share attributable to common stockholders is the same as basic net loss per share attributable to common stockholders for the years ended December 31, 2017, 2016 and 2015. Recent Accounting Standards Recent accounting pronouncements, not included below, are not expected to have a material impact on our consolidated financial position and results of operations. Recently Issued Accounting Standards In March 2017, the Financial Accounting Standards Board (“FASB”) issued guidance to improve the presentation of net periodic pension cost and net periodic post-retirement benefit cost. The changes to the guidance require employers to report the service cost component in the same line item as other compensation costs arising from services rendered by employees during the reporting period. The other components of net benefit costs will be presented in the income statement separately from the service cost and outside of a subtotal of income from operations. The guidance will be effective in 2018, and we believe it will not have a material impact on our consolidated financial statements. In January 2017, the FASB issued updated guidance to simplify the test for goodwill impairment by the elimination of Step 2 in the determination on whether goodwill should be considered impaired. The annual assessments are still required to be completed. The guidance will be effective in 2020, with early adoption permitted. We are currently in the process of evaluating the impact of this guidance, but we do not expect it to have a material impact on our consolidated financial statements. In November 2016, the FASB issued guidance on restricted cash, which requires amounts generally described as restricted cash and restricted cash equivalents be included with cash and cash equivalents when reconciling the total beginning and ending amounts for the periods shown on the statement of cash flows. The guidance will be effective in 2019 using a retrospective transition method to each period presented. We do not expect it to have a material impact on our consolidated financial statements. In August 2016, the FASB issued a guidance update to classifications of certain cash receipts and cash payments on the Statement of Cash Flows with the objective of reducing the existing diversity in practice. This updated guidance addresses the following eight specific cash flow issues: debt prepayment or debt extinguishment costs; settlement of zero-coupon In February 2016, the FASB issued guidance that primarily requires lessees to recognize most leases on their balance sheets but record expenses on their income statements in a manner similar to current accounting. For lessors, the guidance modifies the classification criteria and the accounting for sales-type and direct financing leases. The guidance is effective in 2019 with early adoption permitted. We are currently in the process of evaluating the impact of this guidance on our consolidated financial statements and footnote disclosures, but we believe the adoption of this guidance will have a material impact on our consolidated balance sheets due to the recognition of the lease rights and obligations related to our office space leases as assets and liabilities. In May 2014, the FASB issued new guidance related to revenue recognition. This new accounting standard will replace most current U.S. GAAP guidance on this topic and eliminate most industry-specific guidance. The new revenue recognition standard provides a unified model to determine when and how revenue is recognized. The core principle is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration for which the entity expects to be entitled in exchange for those goods or services. Entities may adopt the new standard either retrospectively to all periods presented in the financial statements (the full retrospective method) or as a cumulative-effect adjustment as of the date of adoption (modified retrospective method) in the year of adoption without applying to comparative periods financial statements. Further, in August 2015, the FASB issued guidance to defer the effective adoption date by one year to December 15, 2017 for annual reporting periods beginning after that date and permitted early adoption of the standard, but not before fiscal years beginning after the original effective date of December 15, 2016. We will adopt the guidance for the annual reporting period beginning on January 1, 2018 using the modified retrospective method. As the new standard will supersede substantially all existing revenue recognition guidance, we believe it will impact the revenue recognition for a significant number of our contracts, in addition to our business processes and our information technology systems. As a result, we established a cross-functional coordinated team to implement the new revenue recognition standard. We have implemented changes to our systems, processes and internal controls to meet the standard’s reporting and disclosure requirements. We have evaluated the impact of the adoption of the new revenue recognition standard and expect it will be significant to our consolidated financial statements and footnote disclosures, principally as it relates to the following areas: • Software licenses • Incremental costs to acquire new contracts Recently Adopted Accounting Standards In March 2016, the FASB issued guidance that changes the accounting for certain aspects of share-based payments to employees. The guidance requires the recognition of the income tax effects of awards in the income statement when the awards vest or are settled, thus eliminating additional paid-in paid-in |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 31, 2017 | |
Business Combinations [Abstract] | |
Acquisitions | 3. Acquisitions On April 23, 2015, we entered into a stock and asset purchase agreement with Scholastic Corporation (“Scholastic”) to acquire certain assets (including the stock of two of Scholastic’s subsidiaries) comprising its Educational Technology and Services (“EdTech”) business. On May 29, 2015, we completed the acquisition and paid an aggregate purchase price of $574.8 million in cash to Scholastic, including adjustments for working capital. The acquisition provided us with a leading position in intervention curriculum and services and extends our product offerings in key growth areas, including educational technology, early learning, and education services, creating a more comprehensive offering for students, teachers and schools. The transaction was accounted for under the acquisition method of accounting. Accordingly, the results of operations of the purchased assets of EdTech are included in our consolidated financial statements from the date of acquisition. Transaction costs related to the acquisition were approximately $5.2 million during the year ended December 31, 2015 and are included in the selling and administrative line item in our consolidated statements of operations. The unaudited pro forma information presented in the following table summarizes the consolidated results of operations for the periods presented as if the acquisition of EdTech had occurred on January 1, 2014. The pro forma financial information is presented for comparative purposes only and is not necessarily indicative of the results of operations that actually would have been achieved if the acquisition had occurred at the beginning of the period, nor is it intended to be a projection of future results. The pro forma results include estimates of the interest expense on debt used to finance the acquisition, the amortization of the other intangible assets recorded in connection with the acquisition, the impact of the write-down of acquired deferred revenue to fair value and the related tax effects of the adjustments. Unaudited Year Ended Net sales $ 1,486,810 Net loss (144,830 ) For the 2015 fiscal year, we recorded approximately $142.2 million of net sales and $25.9 million of operating income attributable to EdTech within our consolidated statements of operations since the date of acquisition, May 29, 2015. |
Balance Sheet Information
Balance Sheet Information | 12 Months Ended |
Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Balance Sheet Information | 4. Balance Sheet Information Short-term Investments The following table shows the gross unrealized losses and market value of our available-for-sale December 31, 2017 Amortized Unrealized Unrealized Estimated Short-term investments: U.S. Government and agency securities $ 86,467 $ — $ (18 ) $ 86,449 December 31, 2016 Amortized Unrealized Unrealized Estimated Short-term investments: U.S. Government and agency securities $ 80,784 $ 91 $ (34 ) $ 80,841 The contractual maturities of our short-term investments are one year or less. Account Receivable Accounts receivable at December 31, 2017 and 2016 consisted of the following: 2017 2016 Accounts receivable $ 224,664 $ 238,553 Allowance for bad debt (2,598 ) (3,576 ) Reserve for book returns (20,986 ) (18,971 ) $201,080 $216,006 As of December 31, 2017, there was one individual customer that comprised approximately 10% of our accounts receivable, net balance. As of December 31, 2016, no individual customer comprised more than 10% of our accounts receivable, net balance. We believe that our accounts receivable credit risk exposure is limited and we have not experienced significant write-downs in our accounts receivable balances. Inventories Inventories at December 31, 2017 and 2016 consisted of the following: 2017 2016 Finished goods $ 145,875 $ 157,925 Raw materials 8,769 4,490 Inventories $ 154,644 $ 162,415 Property, Plant, and Equipment Balances of major classes of assets and accumulated depreciation and amortization at December 31, 2017 and 2016 were as follows: 2017 2016 Land and land improvements $ 4,923 $ 4,923 Building and building equipment 9,867 9,867 Machinery and equipment 31,843 23,339 Capitalized software 539,517 497,803 Leasehold improvements 23,652 27,196 609,802 563,128 Less: Accumulated depreciation and amortization (455,896 ) (387,926 ) Property, plant, and equipment, net $ 153,906 $ 175,202 For the year ended December 31, 2017, 2016 and 2015, depreciation and amortization expense related to property, plant, and equipment were $75.5 million, $79.8 million and $72.6 million, respectively. Property, plant, and equipment at December 31, 2017 and 2016 included approximately $6.9 million acquired under capital lease agreements, of which the majority is included in machinery and equipment. There are no future minimum lease payments required under non-cancelable Substantially all property, plant, and equipment are pledged as collateral under our Term Loan and Revolving Credit Facility. |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | 5. Goodwill and Other Intangible Assets Goodwill and other intangible assets consisted of the following: December 31, 2017 December 31, 2016 Cost Accumulated Total Cost Accumulated Total Goodwill $ 783,073 $ — $ 783,073 $ 783,073 $ — $ 783,073 Trademarks and tradenames: indefinite-lived $ 161,000 $ — $ 161,000 $ 161,000 $ — $ 161,000 Trademarks and tradenames: definite-lived 194,130 (19,101 ) 175,029 194,130 (6,961 ) 187,169 Publishing rights 1,180,000 (1,078,156 ) 101,844 1,180,000 (1,031,918 ) 148,082 Customer related and other 444,640 (271,850 ) 172,790 442,640 (253,242 ) 189,398 Other intangible assets, net $ 1,979,770 $ (1,369,107 ) $ 610,663 $ 1,977,770 $ (1,292,121 ) $ 685,649 There were no changes in the carrying amount of goodwill for the year ended December 31, 2017. In accordance with the provisions of the accounting standard for goodwill and other intangible assets, goodwill and certain indefinite-lived tradenames are not amortized but rather are assessed for impairment on an annual basis. In connection with this assessment, we recorded an impairment charge of approximately $139.2 million for certain of our indefinite-lived intangible assets, which has been reflected as of the measurement date of October 1, 2016. There was no impairment charge recorded in the years ended December 31, 2017 and 2015. There was no goodwill impairment for the years ended December 31, 2017, 2016 and 2015, respectively. During 2016, certain tradenames were deemed to be definite-lived and accordingly, are being amortized over their estimated useful lives. This was due to our strategic decision to gradually migrate away from specific imprints, primarily the Holt McDougal and various supplemental brands, and in favor of marketing our products under the Houghton Mifflin Harcourt and HMH names. As a result of this change in estimate from indefinite-lived to definite-lived intangible assets, we recorded amortization expense of $9.6 million and $2.4 million during 2017 and 2016, respectively, related to these tradenames. During 2016, $139.4 million of previously indefinite-lived intangible assets were transferred to definite-lived intangible assets and $139.2 million of indefinite-lived intangible assets were impaired. Amortization expense for publishing rights and customer related and other intangibles were $77.0 million, $88.1 million and $103.0 million for the years ended December 31, 2017, 2016 and 2015, respectively. During 2017, we acquired the remaining intellectual property rights to certain educational content and recorded an intangible asset of $2.0 million. Estimated aggregate amortization expense expected for each of the next five years related to intangibles subject to amortization is as follows: Trademarks Publishing Other 2018 $ 12,362 $ 34,713 $ 16,059 2019 12,362 26,557 13,444 2020 12,362 20,056 9,594 2021 12,362 11,642 9,320 2022 12,362 7,569 9,119 Thereafter 113,219 1,307 115,254 $175,029 $101,844 $172,790 |
Debt
Debt | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Debt | 6. Debt Our debt consisted of the following: December 31, December 31, $800,000 term loan due May 29, 2021 interest payable quarterly (net of discount and issuance costs) $ 768,194 $ 772,738 Less: Current portion of long-term debt 8,000 8,000 Total long-term debt, net of discount and issuance costs $ 760,194 $ 764,738 During 2016, we retrospectively adopted the new standard relating to simplifying the presentation of debt issuance costs and reclassified debt issuance costs from other assets to long-term debt, net of discount and issuance costs, as of December 31, 2015. Long-term debt repayments due in each of the next five years and thereafter is as follows: Year 2018 $ 8,000 2019 8,000 2020 8,000 2021 756,000 $ 780,000 Term Loan Facility In connection with our closing of the EdTech acquisition referred to in Note 3, we entered into an amended and restated term loan credit facility (the “term loan facility”) dated as of May 29, 2015 to increase our outstanding term loan credit facility from $250.0 million, of which $178.9 million was outstanding, to $800.0 million, all of which was drawn at closing. The term loan facility matures on May 29, 2021 and the interest rate is based on LIBOR plus 3.0% or an alternative base rate plus applicable margins. LIBOR is subject to a floor of 1.0% with the length of the LIBOR contracts ranging up to six months at the option of the Company. The term loan facility may be prepaid, in whole or in part, at any time, without premium. The term loan facility is required to be repaid in quarterly installments of $2.0 million. The term loan facility was issued at a discount equal to 0.5% of the outstanding borrowing commitment. As of December 31, 2017, the interest rate of the term loan facility was 4.6%. The term loan facility does not require us to comply with financial maintenance covenants. The term loan facility is subject to usual and customary conditions, representations, warranties and covenants, including restrictions on additional indebtedness, liens, investments, mergers, acquisitions, asset dispositions, dividends to stockholders, repurchase or redemption of our stock, transactions with affiliates and other matters. The term loan facility is subject to customary events of default. If an event of default occurs and is continuing, the administrative agent may, or at the request of certain required lenders shall, accelerate the obligations outstanding under the term loan facility. We are subject to an excess cash flow provision under our term loan facility which is predicated upon our leverage ratio and cash flow. There was no payment required under the excess cash flow provision in 2017 and 2016. In accordance with the excess cash flow provision of the previous term loan facility, we made a $63.6 million principal payment on March 5, 2015. In connection with this principal payment, we accelerated the amortization of deferred financing costs of $2.0 million, which was recognized as interest expense in the consolidated statements of operations for the year ended December 31, 2015. On May 29, 2015, in connection with the term loan facility described above, we paid off the remaining outstanding balance of our previous $250.0 million term loan facility of approximately $178.9 million. The transaction was accounted for under the guidance for debt modifications and extinguishments. We incurred a loss on extinguishment of debt of approximately $2.2 million related to the write-off Interest Rate Hedging On August 17, 2015, we entered into interest rate derivative contracts with various financial institutions having an aggregate notional amount of $400.0 million to convert floating rate debt into fixed rate debt and had $400.0 million outstanding as of December 31, 2017. We assessed at inception, and re-assess These interest rate swaps were designated as cash flow hedges and qualify for hedge accounting under the accounting guidance related to derivatives and hedging. Accordingly, we recorded an unrealized gain of $4.9 million and an unrealized loss of $2.5 million and $3.6 million in our statements of comprehensive loss to account for the changes in fair value of these derivatives during the periods ended December 31, 2017, 2016 and 2015, respectively. The corresponding $1.2 million and $6.1 million hedge liability is included within long-term other liabilities in our consolidated balance sheet as of December 31, 2017 and 2016, respectively. The interest rate derivative contracts mature on July 22, 2020. Revolving Credit Facility On July 22, 2015, we entered into an amended and restated revolving credit facility (the “revolving credit facility”). The revolving credit facility provides borrowing availability in an amount equal to the lesser of either $250.0 million or a borrowing base that is computed monthly or weekly and comprised of the borrowers’ and the guarantors’ eligible inventory and receivables. The revolving credit facility includes a letter of credit subfacility of $50.0 million, a swingline subfacility of $20.0 million and the option to expand the facility by up to $100.0 million in the aggregate under certain specified conditions. The revolving credit facility may be prepaid, in whole or in part, at any time, without premium. The transaction was accounted for under the accounting guidance for modifications to or exchanges of revolving debt arrangements. We incurred a loss on extinguishment of debt of approximately $0.9 million related to the write-off The revolving credit facility requires the Company to maintain a minimum fixed charge coverage ratio of 1.0 to 1.0 on a trailing four-quarter basis only during certain periods commencing when excess availability under the revolving credit facility is less than certain limits prescribed by the terms of the revolving credit facility. The revolving credit facility is subject to usual and customary conditions, representations, warranties and covenants, including restrictions on additional indebtedness, liens, investments, mergers, acquisitions, asset dispositions, dividends to stockholders, repurchase or redemption of our stock, transactions with affiliates and other matters. The revolving credit facility is subject to customary events of default. No amounts have been drawn on the revolving credit facility as of December 31, 2017. As of December 31, 2017, the minimum fixed charge coverage ratio covenant under our revolving credit facility was not applicable, due to our level of borrowing availability. The minimum fixed charge coverage ratio, which is only tested in limited situations, is 1.0 to 1.0 through the end of the facility. Guarantees Under both the revolving credit facility and the term loan facility, Houghton Mifflin Harcourt Publishers Inc., HMH Publishers LLC and Houghton Mifflin Harcourt Publishing Company are the borrowers (collectively, the “Borrowers”), and Citibank, N.A. acts as both the administrative agent and the collateral agent. The obligations under our senior secured facilities are guaranteed by the Company and each of its direct and indirect for-profit |
Restructuring, Severance and Ot
Restructuring, Severance and Other Charges | 12 Months Ended |
Dec. 31, 2017 | |
Restructuring and Related Activities [Abstract] | |
Restructuring, Severance and Other Charges | 7. Restructuring, Severance and Other Charges 2017 Restructuring Plan On an ongoing basis, we assess opportunities for improved operational effectiveness and efficiency and better alignment of expenses with net sales, while preserving our ability to make the investments in content and our people that we believe are important to our long-term success. As a result of these assessments, we have undertaken a restructuring initiative in order to enhance our growth potential and better position us for long-term success. This initiative is described below. Beginning at the end of 2016, we worked with a third party consultant to review our operating model and organizational design in order to improve our operational efficiency, better focus on the needs of our customers and right-size In March 2017, we committed to certain operational efficiency and cost-reduction actions we planned to take in order to accomplish these objectives (“2017 Restructuring Plan”). These actions include making organizational design changes across layers of the Company below the executive team and other right-sizing Implementation of actions under the 2017 Restructuring Plan is expected to result in total charges of approximately $45.0 million to $49.0 million, of which approximately $35.0 million to $39.0 million of these charges are estimated to result in future cash outlays. Previously, the range of expected charges for the 2017 Restructuring Plan was $41.0 million to $45.0 million of which approximately $32.0 million to $36.0 million was estimated to result in future cash outlays. The increase is primarily due to a change in the estimate of office space that the Company will be able to vacate along with higher cost of implementation. We recorded cash-related costs of $30.5 million for the year ended December 31, 2017, of which a portion of these expenses totaling approximately $16.2 million were related to severance and termination benefits for the year ended December 31, 2017, with the remaining amount of approximately $14.3 million related to implementation of the plan and real estate consolidation costs. These costs are included in the restructuring line item within our consolidated statements of operations. The following table provides a summary of our total costs associated with the 2017 Restructuring Plan, included in the restructuring line item within our consolidated statements of operations, for the year ended December 31, 2017 by major type of cost: Type of Cost Year Ended Total Amount Restructuring charges: Severance and termination benefits $ 16,206 $ 16,206 Office space consolidation (2) 7,857 7,857 Implementation and impairment (3) 16,590 16,990 $ 40,653 $ 41,053 (1) All restructuring charges are included within Corporate and Other. (2) During the year ended December 31, 2017, we recorded a non-cash write-off (3) During the year ended December 31, 2017, we recorded a non-cash Our restructuring liabilities are primarily comprised of accruals for severance and termination benefits and office space consolidation. The following is a rollforward of our liabilities associated with the 2017 Restructuring Plan: 2017 Restructuring Charges Cash payments Restructuring Severance and termination benefits $ — $ 16,206 $ (11,900 ) $ 4,306 Office space consolidation — 6,808 (1,512 ) 5,296 Implementation — 7,472 (7,472 ) — $ — $ 30,486 $ (20,884 ) $ 9,602 The following table provides a summary of our updated estimates of costs associated with the 2017 Restructuring Plan through the end of 2018 by major type of cost: Type of Cost Total Estimated Amount Restructuring charges: Severance and termination benefits $ 15,000 to $ 16,500 Office space consolidation 13,000 to 15,000 Implementation and impairment 17,000 to 17,500 $ 45,000 to $ 49,000 Severance and Other Charges 2017 Exclusive of the 2017 Restructuring Plan, during the year ended December 31, 2017, $7.0 million of severance payments were made to employees whose employment ended in 2017 and prior years and $3.1 million of net payments were made for office space no longer utilized by the Company as a result of prior savings initiatives. Further, we recorded an expense in the amount of $0.9 million to reflect costs for severance, which we expect to be paid over the next twelve months, along with a favorable $0.2 million adjustment for office space no longer occupied. 2016 During the year ended December 31, 2016, $7.4 million of severance payments were made to employees whose employment ended in 2016 and prior years and $3.9 million of net payments for office space no longer utilized by the Company. Further, we recorded an expense in the amount of $12.4 million to reflect additional costs for severance, which we expect to be paid over the next twelve months, along with a $3.3 million accrual for vacated space. 2015 During the year ended December 31, 2015, $4.2 million of severance payments were made to employees whose employment ended in 2015 and prior years and $4.2 million of net payments for office space no longer utilized by the Company. Further, we recorded an expense in the amount of $4.3 million to reflect additional costs for severance, which have been fully paid, along with a $0.4 million accrual for vacated space. A summary of the significant components of the severance/restructuring and other charges, which are not allocated to our segments and included in Corporate and Other, is as follows: 2017 Severance/ Severance/ Cash payments Severance/ Severance costs $ 6,417 $ 889 $ (6,965 ) $ 341 Other accruals 4,604 (176 ) (3,129 ) 1,299 $ 11,021 $ 713 $ (10,094 ) $ 1,640 2016 Severance/ Severance/ Cash payments Severance/ Severance costs $ 1,455 $ 12,350 $ (7,388 ) $ 6,417 Other accruals 5,251 3,300 (3,947 ) 4,604 $ 6,706 $ 15,650 $ (11,335 ) $ 11,021 2015 Severance/ Severance/ Cash payments Severance/ Severance costs $ 1,271 $ 4,338 $ (4,154 ) $ 1,455 Other accruals 9,050 429 (4,228 ) 5,251 $ 10,321 $ 4,767 $ (8,382 ) $ 6,706 The current portion of the severance and other charges was $6.9 million (inclusive of the 2017 Restructuring Plan) and $8.9 million as of December 31, 2017 and 2016, respectively. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 8. Income Taxes Effects of the Tax Cuts and Jobs Act New tax legislation, commonly referred to as the Tax Cuts and Jobs Act (the “2017 Tax Act”), was enacted on December 22, 2017. Accounting for income taxes requires companies to recognize the effect of tax law changes in the period of enactment even though the effective date for most provisions of the 2017 Tax Act is for tax years beginning after December 31, 2017. Given the significance of the legislation, the SEC staff issued Staff Accounting Bulletin No. 118 (“SAB 118”), which allows registrants to record provisional amounts during a one year “measurement period” similar to that used when accounting for business combinations. However, the measurement period is deemed to have ended earlier when the registrant has obtained, prepared and analyzed the information necessary to finalize its accounting. During the measurement period, impacts of the law are expected to be recorded at the time a reasonable estimate for all or a portion of the effects can be made, and provisional amounts can be recognized and adjusted as information becomes available, prepared or analyzed. SAB 118 summarizes a three-step process to be applied at each reporting period to account for and qualitatively disclose: (1) the effects of the change in tax law for which accounting is complete; (2) provisional amounts (or adjustments to provisional amounts) for the effects of the tax law where accounting is not complete, but that a reasonable estimate has been determined; and (3) a reasonable estimate cannot yet be made and therefore taxes are reflected in accordance with law prior to the enactment of the Tax Cuts and Jobs Act. The 2017 Tax Act reduces the U.S. federal corporate income tax rate from 35% to 21%, provides for an indefinite carryforward of net operating losses arising from tax years ending after December 31, 2017 limited to a deduction of 80% of taxable income, requires companies to pay a one-time Included in this provisional amount is (i) a $31.5 million benefit reflecting the revaluation of our net deferred tax liability resulting from indefinite-lived intangibles based on a U.S. federal tax rate of 21% and (ii) a $40.4 million benefit from a release of valuation allowance against net deferred tax assets. This is as a result of the provisions of the 2017 Tax Act that would extend net operating losses generated in taxable years beginning after December 31, 2017 to an unlimited carryforward period subject to an 80% utilization against future taxable earnings. The Company scheduled out the reversal of deferred tax assets and liabilities as of December 31, 2017 and determined that they would reverse into an indefinite-lived net operating loss. As a result, the Company’s indefinite-lived deferred tax liabilities could be used as a source of future taxable income in the Company’s assessment of its realization of the net indefinite-lived deferred tax asset. Our preliminary estimate is subject to the finalization of management’s analysis related to certain matters, such as developing interpretations of the provisions of the 2017 Tax Act and its effect on state income taxes. U.S. Treasury regulations, administrative interpretations or court decisions interpreting the 2017 Tax Act may require further adjustments and changes in our estimates. The final determination of the revaluation of our net deferred tax liability and release of the valuation allowance against net deferred tax assets will be completed as additional information becomes available, but no later than one year from the enactment of the 2017 Tax Act. The new law also includes a one-time Effects of tax law changes where a reasonable estimate of the accounting effects has not yet been made include the inclusion of commissions and performance based compensation in determining the excessive compensation limitation. Other significant provisions that are not yet effective but may impact income taxes in future years include: an exemption from U.S. tax on dividends of future foreign earnings, limitation on the current deductibility of net interest expense in excess of 30 percent of adjusted taxable income, an incremental tax (base erosion anti-abuse tax, or “BEAT”) on excessive amounts paid to foreign related parties, and a minimum tax on certain foreign earnings in excess of 10% of the foreign subsidiaries tangible assets (i.e., global intangible low-taxed For the GILTI provisions of the 2017 Tax Act, a provisional estimate could not be made as the Company has not completed its assessment or elected an accounting policy to either recognize deferred taxes for basis differences expected to reverse as GILTI or to record GILTI as period costs if and when incurred. The substantial 2017 impact of the enactment of the 2017 Tax Act is reflected in the tables below. The components of loss before taxes by jurisdiction are as follows: For the Year For the Year For the Year U.S. $ (154,065 ) $ (353,038 ) $ (161,513 ) Foreign 443 2,988 8,004 Loss before taxes $ (153,622 ) $ (350,050 ) $ (153,509 ) Total income taxes by jurisdiction are as follows: For the Year For the Year For the Year Income tax expense (benefit) U.S. $ (50,122 ) $ (66,677 ) $ (21,956 ) Foreign (313 ) 1,185 2,316 $(50,435) $(65,492) $(19,640) Significant components of the (benefit) expense for income taxes attributable to loss from continuing operations consist of the following: For the Year For the Year For the Year Current Foreign $ (259 ) $ 437 $ 1,413 U.S.—Federal — 92 (9,917 ) U.S.—State and other (930 ) 2,320 (59,296 ) Total current (1,189 ) 2,849 (67,800 ) Deferred Foreign (54 ) 748 903 U.S.—Federal (54,666 ) (63,422 ) 28,937 U.S.—State and other 5,474 (5,667 ) 18,320 Total deferred (49,246 ) (68,341 ) 48,160 Income tax (benefit) expense $ (50,435 ) $ (65,492 ) $ (19,640 ) The reconciliation of the income tax rate computed at the statutory tax rate to the reported income tax expense (benefit) attributable to continuing operations is as follows: For the Year For the Year For the Year Statutory rate (35.0 )% (35.0 )% (35.0 )% Permanent items 4.0 0.8 1.8 Release/(accrual) of uncertain tax positions 0.2 (0.3 ) (33.6 ) Foreign rate differential 0.3 (0.1 ) (0.2 ) State and local taxes (18.3 ) (5.9 ) (10.9 ) State and local net operating loss re-establishment — (3.3 ) — Increase in valuation allowance 72.2 25.9 71.6 Change in valuation allowance due to 2017 Tax Act 49.0 — — Impact of federal rate change on deferred tax assets and liabilities due to 2017 Tax Act (95.9 ) — — Tax credits (1.3 ) (0.8 ) (6.5 ) Adoption of 2016 Accounting Standard related to accounting changes for certain aspects of share-based payments to employees (1) (8.0 ) — — Effective tax rate (32.8 )% (18.7 )% (12.8 )% The significant components of the net deferred tax assets and liabilities are shown in the following table: 2017 2016 Tax assets related to Net operating loss and other carryforwards $ 229,595 $ 199,008 Returns reserve/inventory expense 40,687 64,736 Pension benefits 6,977 12,184 Postretirement benefits 6,285 9,988 Deferred interest (2) 280,246 428,346 Deferred revenue 122,192 182,051 Stock-based compensation 3,992 7,808 Deferred compensation 5,872 4,557 Other, net 8,875 12,127 Valuation allowance (571,653 ) (759,887 ) 133,068 160,918 2017 2016 Tax liabilities related to Indefinite-lived intangible assets (62,593 ) (71,380 ) Definite-lived intangible assets (45,644 ) (82,225 ) Depreciation and amortization expense (43,426 ) (75,236 ) Other, net (81 ) — (151,744) (228,841) Net deferred tax liabilities $ (18,676 ) $ (67,923 ) (1) In March 2016, the FASB issued guidance that changes the accounting for certain aspects of shared-based payments to employees. The guidance requires the recognition of the income tax effects of awards in the income statement when the awards vest or are settled, thus eliminating additional paid-in paid-in (2) The deferred interest tax asset represents disallowed interest deductions under IRC Section 163(j) (Limitation on Deduction for interest on Certain Indebtedness) for the current and prior years. At December 31, 2017 and 2016, we had gross deferred interest deductions totaling $1,042.1 million and $1,079.0 million, respectively. The disallowed interest is able to be carried forward indefinitely and utilized in future years pursuant to IRC Section 163(j). A full valuation allowance has been provided against deferred tax assets, excluding $3.6 million of foreign deferred tax assets which are expected to be realized, net of deferred tax liabilities resulting from indefinite-lived intangibles. The net deferred tax liability balance is stated at prevailing statutory income tax rates. Deferred tax assets and liabilities are reflected on our consolidated balance sheets as follows: 2017 2016 Non-current $ 3,593 $ 3,458 Non-current (22,269 ) (71,381 ) $(18,676) $(67,923) A reconciliation of the gross amount of unrecognized tax benefits, excluding accrued interest and penalties, is as follows: Balance at December 31, 2014 $ 78,634 Reductions based on tax positions related to the prior year (62,323 ) Additions based on tax positions related to the current year — Balance at December 31, 2015 16,311 Reductions based on tax positions related to the prior year (855 ) Additions based on tax positions related to the current year 52 Balance at December 31, 2016 15,508 Reductions based on tax positions related to the prior year — Additions based on tax positions related to the prior year 172 Balance at December 31, 2017 $ 15,680 For the year ended December 31, 2017, the Company recorded $0.2 million of uncertain tax benefits due to its uncertainty around net operating losses that were generated in tax years ended December 31, 2014 and 2015. For the year ended December 31, 2016, the Company recognized $0.9 million of uncertain tax benefits (excluding interest and penalties) due to the expiration of the statute of limitations. We are currently open for audit under the statute of limitation for Federal, state and foreign jurisdictions for years 2011 to 2016. However, carryforward attributes from prior years may still be adjusted upon examination by tax authorities if they are used in a future period. We report penalties and tax-related On January 1, 2013, as part of the 2012 Chapter 11 Reorganization, we realized approximately $1.3 billion of cancellation of debt income. We excluded cancellation of debt income of $1.3 billion from taxable income since the Company was insolvent (liabilities greater than the fair value of its assets) by this amount at the time of the exchange. Although we did not need to pay current cash taxes from this transaction, we were required to reduce our tax attributes, such as net operating loss carryovers and tax credit carryovers and our tax basis of our assets to offset the $1.3 billion of taxable income that did not have to be recognized due to insolvency. As a result, our net operating losses and credit carryforwards were reduced on January 1, 2013, and a portion of our tax basis in our assets were reduced at that time. The Company completed an analysis of the state-by-state re-established As of December 31, 2017, we have approximately $602.3 million of Federal tax loss carryforwards, which will expire between 2034 and 2037. The Company has approximately $1,189.6 million of state tax loss carryforward, which will expire between 2019 and 2037. In addition, we have foreign tax credit carryforwards of $11.9 million and research and development credit carryforwards of $4.2 million, which will expire between 2018 and 2027, and 2032 and 2036, respectively. The Company’s Irish net operating losses of $26.1 million are not subject to expiration. The Canadian losses ($2.2 million federal and $1.2 million provincial) will expire between 2033 and 2037. The Puerto Rico alternative minimum tax credit carryforwards of $2.8 million are not subject to expiration. Under Section 382 of the Internal Revenue Code of 1986, as amended, substantial changes in the Company’s ownership may limit the amount of net operating loss carryforwards that could be utilized annually in the future to offset taxable income. Specifically, this limitation may arise in the event of a cumulative change in ownership of the Company of more than 50% within a three-year period. Any such annual limitation may significantly reduce the utilization of net operating loss carryforwards before they expire. The Company performed an analysis through December 31, 2016, and determined any potential ownership change under Section 382 during the year would not have a material impact on the future utilization of U.S. net operating losses and tax credits. However, future transactions in the Company’s common stock could trigger an ownership change for purposes of Section 382, which could limit the amount of net operating loss carryforwards and other attributes that could be utilized annually in the future to offset taxable income, if any. Any such limitation, whether as the result of sales of common stock by our existing stockholders or sales of common stock by the Company, could have a material adverse effect on results of operations in future years. U.S. income taxes on the undistributed earnings of the Company’s non-U.S. Based on our assessment of historical pre-tax |
Retirement and Postretirement B
Retirement and Postretirement Benefit Plans | 12 Months Ended |
Dec. 31, 2017 | |
Retirement Benefits [Abstract] | |
Retirement and Postretirement Benefit Plans | 9. Retirement and Postretirement Benefit Plans Retirement Plan We have a noncontributory, qualified defined benefit pension plan (the “Retirement Plan”), which covers certain employees. The Retirement Plan is a cash balance plan, which accrues benefits based on pay, length of service, and interest. The funding policy is to contribute amounts subject to minimum funding standards set forth by the Employee Retirement Income Security Act of 1974 and the Internal Revenue Code. The Retirement Plan’s assets consist principally of common stocks, fixed income securities, investments in registered investment companies, and cash and cash equivalents. We also have a nonqualified defined benefit plan, or nonqualified plan, that previously covered employees who earned over the qualified pay limit as determined by the Internal Revenue Service. The nonqualified plan accrues benefits for the participants based on the cash balance plan calculation. The nonqualified plan is not funded. We use a December 31 date to measure the pension and postretirement liabilities. In 2007, both the qualified and nonqualified pension plans eliminated participation in the plans for new employees hired after October 31, 2007. We recognize the funded status of defined benefit pension and other postretirement plans as an asset or liability in the balance sheet and are required to recognize actuarial gains and losses and prior service costs and credits in other comprehensive income and subsequently amortize those items in the statement of operations. The following table summarizes the Accumulated Benefit Obligations (“ABO”), the change in Projected Benefit Obligation (“PBO”), and the funded status of our plans as of and for the financial statement period ended December 31, 2017 and 2016: 2017 2016 ABO at end of period $ 176,444 $ 177,300 Change in PBO PBO at beginning of period $ 177,300 $ 174,110 Interest cost on PBO 5,528 5,224 Actuarial loss 6,206 7,521 Benefits paid (12,590 ) (9,555 ) PBO at end of period $ 176,444 $ 177,300 Change in plan assets Fair market value at beginning of period $ 148,344 $ 150,384 Actual return 16,477 7,408 Company contribution 80 107 Benefits paid (12,590 ) (9,555 ) Fair market value at end of period $ 152,311 $ 148,344 Unfunded status $ (24,133 ) $ (28,956 ) Amounts recognized in the consolidated balance sheets at December 31, 2017 and 2016 consist of: 2017 2016 Noncurrent liabilities $ (24,133 ) $ (28,956 ) Additional year-end 2017 2016 PBO $ 176,444 $ 177,300 ABO 176,444 177,300 Fair value of plan assets 152,311 148,344 Weighted average assumptions used to determine the benefit obligations (both PBO and ABO) at December 31, 2017 and 2016 are: 2017 2016 Discount rate 3.6 % 4.0 % Increase in future compensation N/A N/A Net periodic pension cost includes the following components: For the Year For the Year For the Year Interest cost on projected benefit obligation $ 5,528 $ 5,224 $ 6,719 Expected return on plan assets (9,263 ) (9,150 ) (9,756 ) Amortization of net loss 804 50 330 Net pension expense recognized for the period $ (2,931 ) $ (3,876 ) $ (2,707 ) Significant actuarial assumptions used to determine net periodic pension cost at December 31, 2017, 2016 and 2015 are: 2017 2016 2015 Discount rate 4.0 % 4.3 % 3.8 % Increase in future compensation N/A N/A N/A Expected long-term rate of return on assets 6.3 % 6.3 % 6.3 % Assumptions on Expected Long-Term Rate of Return as Investment Strategies We employ a building block approach in determining the long-term rate of return for plan assets. Historical markets are studied and long-term relationships between equities and fixed income are preserved congruent with the widely accepted capital market principle that assets with higher volatility generate a greater return over the long run. Current market factors such as inflation and interest rates are evaluated before long-term capital market assumptions are determined. The long-term portfolio return is established via a building block approach and proper consideration of diversification and rebalancing. Peer data and historical returns are reviewed for reasonability and appropriateness. We regularly review the actual asset allocation and periodically rebalances investments to a targeted allocation when appropriate. The current targeted asset allocation is 34% with equity managers, 56% with fixed income managers, 6% with real-estate investment trust managers and 4% with hedge fund managers. For 2018, we will use a 5.5% long-term rate of return for the Retirement Plan. We will continue to evaluate the expected rate of return assumption, at least annually, and will adjust as necessary. Plan Assets Plan assets for the U.S. tax qualified plans consist of a diversified portfolio of fixed income securities, equity securities, real estate, and cash equivalents. Plan assets do not include any of our securities. The U.S. pension plan assets are invested in a variety of funds within a Collective Trust (“Trust”). The Trust is a group trust designed to permit qualified trusts to comingle their assets for investment purposes on tax-exempt Investment Policy and Investment Targets The tax qualified plans consist of the U.S. pension plan and the U.K. pension scheme (prior to May 28, 2014). We fund amounts for our qualified pension plans at least sufficient to meet minimum requirements of local benefit and tax laws. The investment objectives of our pension plan asset investments is to provide long-term total growth and return, which includes capital appreciation and current income. The nonqualified noncontributory defined benefit pension plan is generally not funded. Assets were invested among several asset classes. The percentage of assets invested in each asset class at December 31, 2017 and 2016 is shown below. Asset Class 2017 2016 Equity 32.9 % 32.9 % Fixed income 55.3 53.6 Real estate investment trust 6.5 6.4 Other 5.3 7.1 100.0 % 100.0 % Fair Value Measurements The fair value of our pension plan assets by asset category at December 31 were as follows: December 31, Not subject Cash and cash equivalents $ 835 $ 835 Equity securities U.S. equity 29,749 29,749 Non-US 14,306 14,306 Emerging markets equity 6,004 6,004 Fixed income Government bonds 24,203 24,203 Corporate bonds 42,909 42,909 Mortgage-backed securities 8,621 8,621 Asset-backed securities 1,782 1,782 Commercial mortgage-backed securities 2,070 2,070 International fixed income 4,738 4,738 Alternatives Real estate 9,848 9,848 Hedge funds 7,246 7,246 $ 152,311 $ 152,311 December 31, Not subject to leveling(1) Cash and cash equivalents $ 862 $ 862 Equity securities U.S. equity 30,727 30,727 Non-U.S. 12,797 12,797 Emerging markets equity 5,311 5,311 Fixed income Government bonds 19,511 19,511 Corporate bonds 43,156 43,156 Mortgage-backed securities 7,987 7,987 Asset-backed securities 2,101 2,101 Commercial mortgage-backed securities 1,931 1,931 International fixed income 4,881 4,881 Alternatives Real estate 9,472 9,472 Hedge funds 8,518 8,518 Other 1,090 1,090 $148,344 $148,344 (1) Investments that are valued using the net asset value per share (or its equivalent) practical expedient have not been classified in the fair value hierarchy. We recognize that risk and volatility are present to some degree with all types of investments. However, high levels of risk are minimized through diversification by asset class, by style of each fund. Estimated Future Benefit Payments The following benefit payments are expected to be paid. Fiscal Year Ended Pension 2018 $ 14,473 2019 12,774 2020 12,660 2021 14,912 2022 13,171 2023—2027 63,716 Expected Contributions We do not expect to contribute in 2018, however, the actual funding decision will be made after the 2017 valuation is completed. Postretirement Benefit Plan We also provide postretirement medical benefits to retired full-time, nonunion employees hired before April 1, 1992, who have provided a minimum of five years of service and attained age 55. The following table summarizes the Accumulated Postretirement Benefit Obligation (“APBO”), the changes in plan assets, and the funded status of our plan as of and for the financial statement periods ended December 31, 2017 and 2016. 2017 2016 Change in APBO APBO at beginning of period $ 24,012 $ 25,567 Service cost (benefits earned during the period) 134 163 Interest cost on APBO 771 876 Employee contributions 89 253 Plan amendments — 594 Actuarial (gain) (1,248 ) (1,131 ) Benefits paid (1,855 ) (2,310 ) APBO at end of period $ 21,903 $ 24,012 Change in plan assets Fair market value at beginning of period $ — $ — Company contributions 1,766 2,057 Employee contributions 89 253 Benefits paid (1,855 ) (2,310 ) Fair market value at end of period $ — $ — Unfunded status $ (21,903 ) $ (24,012 ) Amounts for postretirement benefits accrued in the consolidated balance sheets at December 31, 2017 and 2016 consist of: 2017 2016 Current liabilities $ (1,618 ) $ (1,928 ) Noncurrent liabilities (20,285 ) (22,084 ) Net amount recognized $ (21,903 ) $ (24,012 ) Amounts not yet reflected in net periodic benefit cost and recognized in accumulated other comprehensive income at December 31, 2017 and 2016 consist of: 2017 2016 Net (loss) $ (1,328 ) $ (2,588 ) Prior service cost 222 1,561 Accumulated other comprehensive income (loss) $ (1,106 ) $ (1,027 ) Weighted average actuarial assumptions used to determine APBO at year-end 2017 2016 Discount rate 3.6 % 4.1 % Health care cost trend rate assumed for next year 6.3 % 6.6 % Rate to which the cost trend rate is assumed to decline 4.5 % 4.5 % Year that the rate reaches the ultimate trend rate 2038 2038 Net periodic postretirement benefit cost included the following components: 2017 2016 2015 Service cost $ 134 $ 163 $ 205 Interest cost on APBO 771 876 1,081 Amortization of unrecognized prior service cost (1,339 ) (1,339 ) (1,381 ) Amortization of net loss 13 86 220 Net periodic postretirement benefit (income) expense $ (421 ) $ (214 ) $ 125 Significant actuarial assumptions used to determine postretirement benefit cost at December 31, 2017, 2016 and 2015 are: 2017 2016 2015 Discount rate 4.1 % 4.4 % 3.9 % Health care cost trend rate assumed for next year 6.6 % 6.9 % 6.9 % Rate to which the cost trend rate is assumed to decline 4.5 % 4.5 % 4.5 % Year that the rate reaches the ultimate trend rate 2038 2038 2027 Assumed health care trend rates have a significant effect on the amounts reported for the health care plans. A one-percentage-point 2017 2016 One-percentage-point Effect on total of service and interest cost components $ 7 $ 8 Effect on postretirement benefit obligation 117 182 One-percentage-point Effect on total of service and interest cost components (6 ) (7 ) Effect on postretirement benefit obligation (104 ) (160 ) The following table presents the change in other comprehensive income for the year ended December 31, 2017 related to our pension and postretirement obligations. Pension Postretirement Plan Total Sources of change in accumulated other comprehensive loss Net gain arising during the period $ (1,008 ) $ (1,248 ) $ (2,256 ) Amortization of prior service credit — 1,339 1,339 Amortization of net (gain) loss (804 ) (13 ) (817 ) Total accumulated other comprehensive income recognized during the period $ (1,812 ) $ 78 $ (1,734 ) Estimated amounts that will be amortized from accumulated other comprehensive income (loss) over the next fiscal year. Total Pension Plans Total Postretirement Plan Prior service credit (cost) $ — $ 690 Net gain (loss) (1,420 ) — $ (1,420 ) $ 690 Amounts not yet reflected in net periodic benefit cost for pension plans and postretirement plan and recognized in accumulated other comprehensive income at December 31, 2017 and 2016 consist of: 2017 2016 Net loss $ (33,456 ) $ (35,190 ) Accumulated other comprehensive loss $ (33,456 ) $ (35,190 ) Estimated Future Benefit Payments The following benefit payments, which reflect expected future service, are expected to be paid: Fiscal Year Ended Postretirement Plan 2018 $ 1,617 2019 1,605 2020 1,573 2021 1,546 2022 1,517 2023-2027 7,094 Expected Contribution We expect to contribute approximately $1.6 million in 2018. Defined Contribution Retirement Plan We maintain a defined contribution retirement plan, the Houghton Mifflin 401(k) Savings Plan, which conforms to Section 401(k) of the Internal Revenue Code, and covers substantially all of our eligible employees. Participants may elect to contribute up to 50.0% of their compensation subject to an annual limit. We provide a matching contribution in amounts up to 3.0% of employee contributions. The 401(k) contribution expense amounted to $8.0 million, $7.7 million and $6.9 million for the years ended December 31, 2017, 2016 and 2015, respectively. We did not make any additional discretionary contributions in 2017, 2016 and 2015. |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | 10. Stock-Based Compensation Total compensation expense related to grants of stock options, restricted stock, restricted stock units, and purchases under the employee stock purchase plan recorded in the years ended December 31, 2017, 2016 and 2015 was approximately $10.8 million, $10.6 million and $12.5 million, respectively, and is included in selling and administrative expense. 2015 Omnibus Incentive Plan Our Board of Directors adopted the 2015 Omnibus Incentive Plan (“Plan”) in February 2015, which became effective on May 19, 2015 following stockholder approval. The Plan provides to grant up to an aggregate of 4,000,000 million shares of our common stock plus 2,615,476 million shares of our common stock that were reserved for issuance under the 2012 Management Incentive Plan (“2012 MIP”) as of May 19, 2015 but were not issuable pursuant to any outstanding awards. There were 10,604,071 million additional shares underlying outstanding awards under the 2012 MIP as of May 19, 2015 that could have otherwise become available again for grants under the 2012 MIP in the future (by potential forfeiture, withholding or otherwise) which will instead become reserved for issuance under the Plan in the event such shares become available for future grants. Our Compensation Committee may grant awards of nonqualified stock options, incentive (qualified) stock options or cash, stock appreciation rights, restricted stock awards, restricted stock units, performance compensation awards, other stock-based awards or any combination of the foregoing. Certain employees, directors, officers, consultants or advisors who have been selected by the Compensation Committee and who enter into an award agreement with respect to an award granted to them under the Plan are eligible for awards under the 2015 Omnibus Incentive Plan. The stock option awards will be granted at a strike price equal to or greater than the fair value per share of common stock as of the date of grant. The stock related to award forfeitures and stock withheld to cover tax withholding requirements upon vesting of restricted stock units remains outstanding and may be reallocated to new recipients. The purpose of the Plan is to help us attract and retain key personnel by providing them the opportunity to acquire an equity interest in our Company. As of May 19, 2015, there were 6,615,476 shares authorized and available for issuance under the Plan plus any amount that could have otherwise become available again for grants under the 2012 MIP in the future by forfeiture, withholding or otherwise. As of December 31, 2017, there were 7,166,644 shares authorized and available for future issuance under the Plan. The vesting terms for equity awards generally range from 1 to 4 years over equal annual installments and generally expire seven years after the date of grant. Stock Options The following table summarizes option activity for certain employees in our stock options: Number of Shares Weighted Average Exercise Price Balance at December 31, 2016 5,499,837 $ 14.13 Granted 1,289,375 11.17 Exercised (39,200 ) 13.06 Forfeited (2,978,664 ) 13.73 Balance at December 31, 2017 3,771,348 $ 13.45 Vested and expected to vest at December 31, 2017 3,387,771 $ 13.56 Exercisable at December 31, 2017 2,048,934 $ 13.72 As of December 31, 2017, the range of exercise prices is $9.60 to $22.80 with a weighted average remaining contractual life of 4.0 years for options outstanding. The weighted average remaining contractual life for options vested and expected to vest and exercisable was 3.8 years and 2.2 years, respectively. The intrinsic value of a stock option is the amount by which the current market value of the underlying stock exceeds the exercise price of the option as of the balance sheet date. The intrinsic value of options outstanding, vested and expected to vest and exercisable was zero at December 31, 2017 and 2016. We estimate the fair value of stock options using the Black-Scholes valuation model. Key input assumptions used to estimate the fair value of stock options include the exercise price of the award, the expected volatility of our stock over the option’s expected term, the risk-free interest rate over the option’s expected term, and our expected annual dividend yield. The fair value of each option granted was estimated on the grant date using the Black-Scholes valuation model with the following assumptions: For the Year Ended December 31, 2017 For the Year Ended December 31, 2016 For the Year Ended December 31, 2015 Expected term (years) (a) 4.75 4.75 4.75 Expected dividend yield 0.00% 0.00% 0.00% Expected volatility (b) 25.22%-25.50% 23.86%-24.26% 20.52%-23.50% Risk-free interest rate (c) 1.94%-1.99% 1.20%-1.31% 1.53%-1.72% (a) The expected term is the number of years that we estimate that options will be outstanding prior to exercise. We have used the simplified method for estimating the expected term as we do not have sufficient stock option exercise experience to support a reasonable estimate of the expected term. The simplified method represents the best estimate of the expected term. (b) We have estimated volatility for options granted based on the historical volatility for a group of companies (including our own) believed to be a representative peer group, and were selected based on industry and market capitalization. (c) The risk-free interest rate is based on the U.S. Treasury yield for a period commensurate with the expected life of the option. We estimate forfeitures at the time of grant and periodically revise those estimates in subsequent periods if actual forfeitures differ from those estimates. Stock-based compensation expense is recorded only for those awards expected to vest using estimated forfeiture rates based on historical forfeiture data. As of December 31, 2017, there remained approximately $3.6 million of unearned compensation expense related to unvested stock options to be recognized over a weighted average term of 3.3 years. The weighted average grant date fair value was $2.85, $4.25 and $4.82 for options granted in 2017, 2016 and 2015, respectively. Restricted Stock and Restricted Stock Units The following table summarizes restricted stock activity for grants to certain employees and independent members of the board of directors in our restricted stock and restricted stock units: Restricted Stock Restricted Stock Units Numbers of Units Weighted Average Grant Date Fair Value Numbers of Units Weighted Average Grant Date Fair Value Balance at December 31, 2016 322,559 $ 20.10 857,787 $ 18.26 Granted — — 1,649,236 11.65 Vested (21,890 ) 20.10 (314,555 ) 16.08 Forfeited (27,014 ) 20.10 (364,552 ) 13.56 Balance at December 31, 2017 273,655 $ 20.10 1,827,916 $ 13.37 During 2017 and 2016, we granted market-based restricted stock units to certain members of our senior management team. The number of shares ultimately issued to the recipient is based on the total shareholder return (TSR) of our common stock as compared to the TSR of the common stock of a peer group comprised of each member of the Russell 2000 Small Cap Market Index over a three-year performance measurement period. In addition, award recipients must remain employed by us throughout the three-year performance measurement period to attain the full amount of the market-based units that satisfy the market performance criteria. We determined the fair value of the 2017 and 2016 market-based restricted stock units to be approximately $2.7 million and $3.0 million, respectively. We determined the fair value based on a Monte Carlo simulation as of the date of grant, utilizing the following assumptions: the stock price on the date of grant of $11.05 and $12.95 for 2017, and $19.57 for 2016, a three-year performance measurement period, and a risk-free rate of 1.45% and 0.96% for 2017 and 2016, respectively. We recognize the expense on these awards on a straight-line basis over the three-year performance measurement period. As of December 31, 2017, there remained approximately $12.2 million of unearned compensation expense related to unvested restricted stock units to be recognized over a weighted average term of 1.9 years. There was approximately no unearned compensation expense related to unvested restricted stock. The restricted stock and restricted stock units include a combination of time-based and performance-based vesting. Employee Stock Purchase Plan Our Board of Directors adopted an Employee Stock Purchase Plan (“ESPP”) in February 2015, which became effective on May 19, 2015 following stockholder approval. The ESPP provides for up to an aggregate of 1.3 million shares of our common stock may be made available for sale under the plan to eligible employees. At the beginning of each six-month Information related to shares issued or to be issued in connection with the ESPP based on employee contributions and the range of purchase prices is as follows: December 31, December 31, Shares issued or to be issued 165,145 178,112 Range of purchase prices $ 7.91—$9.22 $ 9.22—$13.29 We record stock-based compensation expense related to the discount provided to participants. Also, we use the Black-Scholes option-pricing model to calculate the grant-date fair value of shares issued under the employee stock purchase plan. We recognize expense related to shares purchased through the employee stock purchase plan ratably over the offering period. We recognized $0.5 million in expense associated with our ESPP for the years ended December 31, 2017 and 2016, respectively. Warrants Following our emergence from Chapter 11 on June 22, 2012 and in accordance with the plan of reorganization, after giving effect of the 2-for-1 |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 11. Fair Value Measurements The accounting standard for fair value measurements among other things, defines fair value, establishes a consistent framework for measuring fair value and expands disclosure for each major asset and liability category measured at fair value on either a recurring or nonrecurring basis. The accounting standard establishes a three-tier fair value hierarchy which prioritizes the inputs used in measuring fair value as follows: Level 1 Observable input such as quoted prices in active markets for identical assets or liabilities; Level 2 Observable inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and Level 3 Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. Assets and liabilities measured at fair value are based on one or more of three valuation techniques identified in the tables below. Where more than one technique is noted, individual assets or liabilities were valued using one or more of the noted techniques. The valuation techniques are as follows: (a) Market approach: Prices and other relevant information generated by market transactions involving identical or comparable assets or liabilities; (b) Cost approach: Amount that would be currently required to replace the service capacity of an asset (current replacement cost); and (c) Income approach: Valuation techniques to convert future amounts to a single present amount based on market expectations (including present value techniques). On a recurring basis, we measure certain financial assets and liabilities at fair value, including our money market funds, short-term investments which consist of U.S. treasury securities and U.S. agency securities, foreign exchange forward contracts, and interest rate derivatives contracts. The accounting standard for fair value measurements defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. In determining fair value, we utilize valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible as well as consider counterparty and its credit risk in its assessment of fair value. Financial Assets and Liabilities The following tables present our financial assets and liabilities measured at fair value on a recurring basis at December 31, 2017 and 2016: 2017 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Valuation Technique Financial assets Money market funds $ 115,464 $ 115,464 $ — (a) U.S. treasury securities 16,065 16,065 — (a) U.S. agency securities 70,384 — 70,384 (a) Foreign exchange derivatives 351 — 351 $ 202,264 $ 131,529 $ 70,735 Financial liabilities Interest rate derivatives $ 1,159 $ — $ 1,159 (a) $ 1,159 $ — $ 1,159 2016 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Valuation Technique Financial assets Money market funds $ 184,968 $ 184,968 $ — (a) U.S. treasury securities 14,457 14,457 — (a) U.S. agency securities 66,384 — 66,384 (a) $ 265,809 $ 199,425 $ 66,384 Financial liabilities Foreign exchange derivatives $ 816 $ — $ 816 (a) Interest rate derivatives 6,108 — 6,108 (a) $ 6,924 $ — $ 6,924 Our money market funds and U.S. treasury securities are classified within Level 1 of the fair value hierarchy because they are valued using quoted prices in active markets for identical instruments. Our U.S. agency securities are classified within level 2 of the fair value hierarchy because they are valued using other than quoted prices in active markets. In addition to $115.5 million and $185.0 million invested in money market funds as of December 31, 2017 and 2016, respectively, we had $33.5 million and $41.1 million of cash invested in bank accounts as of December 31, 2017 and 2016, respectively. Our foreign exchange derivatives consist of forward contracts and are classified within Level 2 of the fair value hierarchy because they are valued based on observable inputs and are available for substantially the full term of our derivative instruments. We use foreign exchange forward contracts to fix the functional currency value of forecasted commitments, payments and receipts. The aggregate notional amount of the outstanding foreign exchange forward contracts was $15.8 million and $16.2 million at December 31, 2017 and 2016, respectively. Our foreign exchange forward contracts contain netting provisions to mitigate credit risk in the event of counterparty default, including payment default and cross default. At December 31, 2017 and 2016, the fair value of our counterparty default exposure was less than $1.0 million and spread across several highly rated counterparties. Our interest rate derivatives are classified within Level 2 of the fair value hierarchy because they are valued based on observable inputs and are available for substantially the full term of our derivative instruments. Our interest rate risk relates primarily to U.S. dollar borrowings, partially offset by U.S. dollar cash investments. We have historically used interest rate derivative instruments to manage our earnings and cash flow exposure to changes in interest rates by converting floating-rate debt into fixed-rate debt. The aggregate notional amount of the outstanding interest rate derivative instruments was $400.0 million as of December 31, 2017. We designate these derivative instruments either as fair value or cash flow hedges under the accounting guidance related to derivatives and hedging. We record changes in the value of fair value hedges in interest expense, which is generally offset by changes in the fair value of the hedged debt obligation. Interest payments made or received related to our interest rate derivative instruments are included in interest expense. We record the effective portion of any change in the fair value of derivative instruments designated as cash flow hedges as unrealized gains or losses in other comprehensive income (loss), net of tax, until the hedged cash flow occurs, at which point the effective portion of any gain or loss is reclassified to earnings. In the event the hedged cash flow does not occur, or it becomes no longer probable that it will occur, we reclassify the amount of any gain or loss on the related cash flow hedge to interest expense at that time. We believe we do not have significant concentrations of credit risk arising from our interest rate derivative instruments, whether from an individual counterparty or a related group of counterparties. We manage the concentration of counterparty credit risk on our interest rate derivatives instruments by limiting acceptable counterparties to a diversified group of major financial institutions with investment grade credit ratings, limiting the amount of credit exposure to each counterparty, and actively monitoring their credit ratings and outstanding fair values on an ongoing basis. Furthermore, none of our derivative transactions contain provisions that are dependent on our credit ratings from any credit rating agency. We also employ master netting arrangements that reduce our counterparty payment settlement risk on any given maturity date to the net amount of any receipts or payments due between us and the counterparty financial institution. Thus, the maximum loss due to counterparty credit risk is limited to the unrealized gains in such contracts net of any unrealized losses should any of these counterparties fail to perform as contracted. Although these protections do not eliminate concentrations of credit risk, as a result of the above considerations, we do not consider the risk of counterparty default to be significant. Non-Financial Our non-financial pre-publication non-financial non-financial The following table presents our nonfinancial assets and liabilities measured at fair value on a nonrecurring basis during 2017 and 2016: 2017 Significant (Level 3) Total Valuation Nonfinancial assets Property, plant and equipment $ — $ — $ 9,119 (c ) Pre-publication — — 3,980 (c ) $ — $ — $ 13,099 2016 Significant (Level 3) Total Valuation Nonfinancial assets Other intangible assets $ 65,400 $ 65,400 $ 139,205 (a )(c) The carrying amounts of software development costs, included within property, plant, and equipment, are periodically compared to net realizable value and impairment charges are recorded, as appropriate, when amounts expected to be realized are lower. During the year ended December 31, 2017 in connection with our 2017 Restructuring Plan, we recorded an impairment charge of approximately $9.1 million related to a certain long-lived asset included within property, plant, and equipment as the carrying amount of the asset is no longer recoverable based on projected cash flows, which was classified as Level 3 due to significant unobservable inputs. There was no impairment of property, plant, and equipment for the year ended December 31, 2016. Pre-publication pre-publication In evaluating goodwill for impairment, we first compare our reporting unit’s fair value to its carrying value. We estimate the fair values of our reporting units by considering market multiple and recent transaction values of peer companies, where available, and projected discounted cash flows, if reasonably estimable. There was no impairment recorded for goodwill for the years ended December 31, 2017 and 2016. We perform an impairment test for our other intangible assets by comparing the assets fair value to its carrying value. Fair value is estimated based on recent market transactions, where available, and projected discounted cash flows, if reasonably estimable. There was no impairment of other intangible assets for the year ended December 31, 2017. There was a $139.2 million impairment recorded for the year ended December 31, 2016 for intangible assets due to the carrying value of four specific tradenames within the Education business segment exceeding the implied fair value, primarily due to the Company making the strategic decision to gradually migrate away from specific imprints, primarily the Holt McDougal and various supplemental brands, and to market our products under the corporate Houghton Mifflin Harcourt and HMH names. In connection with the tradename impairment test, we performed a discounted cash flow analysis using a relief from royalty method on a specific tradename basis. We used a weighted average royalty rate of 4.1%, weighted average discount rate of 9.1% and maximum long-term growth rates of 2.0%. The $65.4 million presented in the table above represents the net book value of the other intangible assets that were subject to impairment immediately after the $139.2 million impairment was recorded. The fair value of goodwill and other intangible assets are estimates, which are inherently subject to significant uncertainties, and actual results could vary significantly from these estimates. Fair Value of Debt The following table presents the carrying amounts and estimated fair market values of our debt at December 31, 2017 and 2016. The fair value of debt is deemed to be the amount at which the instrument could be exchanged in an orderly transaction between market participants at the measurement date. December 31, 2017 December 31, 2016 Carrying Estimated Carrying Estimated Debt Term Loan $ 768,194 $ 710,579 $ 772,738 $ 732,169 The fair market values of our debt were estimated based on quoted market prices on a private exchange for those instruments that are traded and are classified as level 2 within the fair value hierarchy at December 31, 2017 and 2016. The fair market values require varying degrees of management judgment. The factors used to estimate these values may not be valid on any subsequent date. Accordingly, the fair market values of the debt presented may not be indicative of their future values. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 12. Commitments and Contingencies Lease Obligations We have operating leases for various real property, office facilities, and warehouse equipment that expire at various dates through 2022 and thereafter. Certain leases contain renewal and escalation clauses for a proportionate share of operating expenses. The future minimum rental commitments under all noncancelable leases (with initial or remaining lease terms in excess of one year) for real estate and equipment are payable as follows: Operating 2018 $ 38,854 2019 36,819 2020 28,641 2021 28,963 2022 27,172 Thereafter 209,485 Total minimum lease payments $ 369,934 Total future minimal rentals under subleases $ 11,803 For the years ended December 31, 2017, 2016 and 2015 rent expense, net of sublease income, was $40.2 million, $32.1 million and $26.3 million, respectively. For the years ended December 31, 2017, 2016 and 2015, the rent expense included $6.6 million, $3.3 million and $0.4 million charge, as additional real estate was vacated. Commitments and Contingencies We are involved in ordinary and routine litigation and matters incidental to our business. Litigation alleging infringement of copyrights and other intellectual property rights is common in the educational publishing industry. Specifically, there have been various settled, pending and threatened litigation that allege we exceeded the print run limitation or other restrictions in licenses granted to us to reproduce photographs in our textbooks. During 2016, we settled all such pending or actively threatened litigations alleging infringement of copyrights, and made total settlement payments of $10.0 million, collectively. We received approximately $4.5 million of insurance recovery proceeds during the first quarter of 2017. While management believes that there is a reasonable possibility we may incur a loss associated with other pending and threatened litigation, we are not able to estimate such amount, but we do not expect any of these matters to have a material adverse effect on our results of operations, financial position or cash flows. We have insurance over such amounts and with coverage and deductibles as management believes is reasonable. There can be no assurance that our liability insurance will cover all events or that the limits of coverage will be sufficient to fully cover all liabilities. In connection with an agreement with a development content provider, we agreed to act as guarantor to that party’s loan to finance such development. Such guarantee is expected to remain until 2020. Under the guarantee, we believe the maximum future payments to approximate $14.0 million. If in the unlikely event that we were required to make payments on behalf of the development content provider, we would have recourse against the development content provider. We were contingently liable for $2.5 million and $4.1 million of performance-related surety bonds for our operating activities as of December 31, 2017 and 2016, respectively. An aggregate of $25.2 million and $31.7 million of letters of credit existed each year at December 31, 2017 and 2016 of which $0.1 million and $2.4 million backed the aforementioned performance-related surety bonds each year in 2017 and 2016, respectively. We routinely enter into standard indemnification provisions as part of license agreements involving use of our intellectual property. These provisions typically require us to indemnify and hold harmless licensees in connection with any infringement claim by a third party relating to the intellectual property covered by the license agreement. The assessment business routinely enters into contracts with customers that contain provisions requiring us to indemnify the customer against a broad array of potential liabilities resulting from any breach of the contract or the invalidity of the test. Although the term of these provisions and the maximum potential amounts of future payments we could be required to make is not limited, we have never incurred any costs to defend or settle claims related to these types of indemnification provisions. We therefore believe the estimated fair value of these provisions is inconsequential, and have no liabilities recorded for them as of December 31, 2017 and 2016. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2017 | |
Equity [Abstract] | |
Stockholders' Equity | 13. Stockholders’ Equity Accumulated Other Comprehensive Loss Accumulated other comprehensive loss consisted of the following at December 31, 2017, 2016 and 2015: 2017 2016 2015 Net change in pension and benefit plan liabilities $ (39,501 ) $ (41,235 ) $ (31,298 ) Foreign currency translation adjustments (5,753 ) (5,862 ) (4,642 ) Unrealized loss on short-term investments (108 ) (90 ) (147 ) Net change in unrealized loss on derivative instruments (1,160 ) (6,108 ) (3,641 ) $ (46,522 ) $ (53,295 ) $ (39,728 ) Amounts reclassified from accumulated other comprehensive loss for the years ended December 31, 2017, 2016 and 2015 relating to the amortization of defined benefit pension and postretirement benefit plans totaled approximately $(0.7) million, $0.5 million and $1.2 million, respectively, and affected the selling and administrative line item in the consolidated statement of operations. These accumulated other comprehensive loss components are included in the computation of net periodic benefit cost. Stock Repurchase Program Our Board of Directors has authorized the repurchase of up to $1.0 billion in aggregate value of the Company’s common stock. As of December 31, 2017, there was approximately $482.0 million available for share repurchases under this authorization. The aggregate share repurchase program may be executed through December 31, 2018. Repurchases under the program may be made from time to time in the open market (including under a trading plan) or in privately negotiated transactions. The extent and timing of any such repurchases would generally be at our discretion and subject to market conditions, applicable legal requirements and other considerations. Any repurchased shares may be used for general corporate purposes. There was no share repurchase activity for the year ended December 31, 2017. The Company’s share repurchase activity was as follows: Year Ended Year Ended Year Ended Cost of repurchases $ — $ 55,017 $ 463,013 Shares repurchased — 2,903,566 21,591,446 Average cost per share $ — $ 18.95 $ 21.44 In connection with the Company’s stock repurchase program, during the year ended December 31, 2015, the Company repurchased shares of its common stock from certain of its stockholders who (through affiliates of such stockholders) each beneficially owned more than 5% of the Company’s common stock at certain points during 2015. On May 20, 2015, the Company repurchased an aggregate of 6,521,739 shares from affiliates of Paulson & Co. Inc. (“Paulson”), for an aggregate purchase price of approximately $150.0 million. On June 30, 2015, the Company repurchased an aggregate of 1,306,977 shares from affiliates of Anchorage Capital Group, L.L.C., for an aggregate purchase price of approximately $33.5 million. On September 11, 2015, the Company repurchased an aggregate of 439,560 shares from affiliates of Paulson, for an aggregate purchase price of approximately $10.0 million. The purchase prices for these shares were based on negotiated fair values which approximated either the closing prices of the shares or a modest discount to the closing price. The purchase prices from these share repurchases are included within repurchases of common stock under cash flows from financing activities in the accompanying consolidated statements of cash flows for the year ended December 31, 2015 and within treasury stock under stockholders’ equity in the accompanying consolidated balance sheets. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2017 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 14. Related Party Transactions A company controlled by an immediate family member of our former Chief Executive Officer performed web-design Pursuant to the terms of the Investor Rights Agreement, we paid approximately $10.5 million in underwriting fees and commissions and other offering expenses on behalf of Paulson for a secondary public offering of 12,161,595 shares of our common stock sold by affiliates of Paulson on May 20, 2015, which is included in the selling and administrative line item in our statement of operations for the year ended December 31, 2015. Prior to giving effect to the sale of the common stock in such offering, Paulson was the beneficial owner of more than 15% of our outstanding common stock. For a description of the repurchases of common stock from certain stockholders, and the effects of these repurchases on our financial statements, refer to Note 13, “ Stockholders’ Equity—Stock Repurchase Program. There were no related party transactions during 2017 and 2016. |
Net Loss Per Share
Net Loss Per Share | 12 Months Ended |
Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | 15. Net Loss Per Share The following table sets forth the computation of basic and diluted earnings per share (“EPS”): For the Year For the Year For the Year Numerator Net loss attributable to common stockholders $ (103,187 ) $ (284,558 ) $ (133,869 ) Denominator Weighted average shares outstanding Basic 122,949,064 122,418,474 136,760,107 Diluted 122,949,064 122,418,474 136,760,107 Net loss per share attributable to common stockholders Basic $ (0.84 ) $ (2.32 ) $ (0.98 ) Diluted $ (0.84 ) $ (2.32 ) $ (0.98 ) As we incurred a net loss in each of the periods presented above, all outstanding stock options, restricted stock, restricted stock units, and warrants for those periods have an anti-dilutive effect and therefore are excluded from the computation of diluted weighted average shares outstanding. Accordingly, basic and diluted weighted average shares outstanding are equal for such periods. The following table summarizes our weighted average outstanding common stock equivalents that were anti-dilutive attributable to common stockholders during the periods, and therefore excluded from the computation of diluted EPS: For the Year For the Year For the Year Stock options 2,977,550 5,322,266 7,637,005 Restricted stock and restricted stock units 1,429,816 715,504 537,266 Warrants — — 7,326,884 |
Segment Reporting
Segment Reporting | 12 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
Segment Reporting | 16. Segment Reporting As of December 31, 2017, we had two reportable segments (Education and Trade Publishing). Our Education segment provides educational products, technology platforms and services to meet the diverse needs of today’s classrooms. These products and services include print and digital content in the form of textbooks, digital courseware, instructional aids, educational assessment and intervention solutions, which are aimed at improving achievement and supporting learning for students that are not keeping pace with peers, professional development and school reform services. Our Trade Publishing segment primarily develops, markets and sells consumer books in print and digital formats and licenses book rights to other publishers and electronic businesses in the United States and abroad. The principal distribution channels for Trade Publishing products are retail stores, both physical and online, and wholesalers. Reference materials are also sold to schools, colleges, libraries, office supply distributors and other businesses. We measure and evaluate our reportable segments based on net sales and segment Adjusted EBITDA. We exclude from our segments certain corporate-related expenses, as our corporate functions do not meet the definition of a segment, as defined in the accounting guidance relating to segment reporting. In addition, certain transactions or adjustments that our Chief Operating Decision Maker considers to be non-operational, (in thousands) Year Ended December 31, Education Trade Corporate/ 2017 Net sales $ 1,222,971 $ 184,540 $ — Segment Adjusted EBITDA 253,600 16,060 (50,658 ) 2016 Net sales $ 1,207,070 $ 165,615 $ — Segment Adjusted EBITDA 225,672 6,255 (48,506 ) 2015 Net sales $ 1,251,122 $ 164,937 $ — Segment Adjusted EBITDA 269,386 7,703 (42,110 ) Reconciliation of Adjusted EBITDA to the consolidated statements of operations is as follows: (in thousands) Years Ended December 31, 2017 2016 2015 Total Segment Adjusted EBITDA $ 219,002 $ 183,421 $ 234,979 Interest expense (42,805 ) (39,181 ) (32,254 ) Interest income 1,338 518 209 Depreciation expense (75,494 ) (79,825 ) (72,639 ) Amortization expense (203,024 ) (218,344 ) (223,551 ) Non-cash (10,828 ) (10,567 ) (12,452 ) Non-cash 1,366 (614 ) (2,362 ) Non-cash (3,980 ) (139,205 ) — Purchase accounting adjustments — (5,116 ) (7,487 ) Fees, expenses or charges for equity offerings, debt or acquisitions (1,464 ) (1,123 ) (25,562 ) 2017 Restructuring Plan (40,653 ) — — Restructuring/Integration — (14,364 ) (4,572 ) Severance, separation costs and facility closures (713 ) (15,650 ) (4,767 ) Loss on extinguishment of debt — — (3,051 ) Legal reimbursement (settlement) 3,633 (10,000 ) — Loss from operations before taxes (153,622 ) (350,050 ) (153,509 ) Provision (benefit) for income taxes (50,435 ) (65,492 ) (19,640 ) Net loss $ (103,187 ) $ (284,558 ) $ (133,869 ) Segment information as of December 31, 2017 and 2016 is as follows: (in thousands) 2017 2016 Total assets—Education segment $ 2,121,647 $ 2,206,309 Total assets—Trade Publishing segment 173,395 183,356 Total assets—Corporate and Other 268,549 341,806 Total consolidated assets $ 2,563,591 $ 2,731,471 The following represents long-lived assets (property, plant, and equipment) outside of the United States, which are substantially in Ireland. All other long-lived assets are located in the United States. (in thousands) 2017 2016 Long-lived assets—International $ 7,593 $ 498 The following is a schedule of net sales by geographic region: (in thousands) Year Ended December 31, 2017 Net sales—U.S. $ 1,335,438 Net sales—International 72,073 Total net sales $ 1,407,511 Year Ended December 31, 2016 Net sales—U.S. $ 1,284,562 Net sales—International 88,123 Total net sales $ 1,372,685 Year Ended December 31, 2015 Net sales—U.S. $ 1,337,897 Net sales—International 78,162 Total net sales $ 1,416,059 |
Valuation and Qualifying Accoun
Valuation and Qualifying Accounts | 12 Months Ended |
Dec. 31, 2017 | |
Valuation and Qualifying Accounts [Abstract] | |
Valuation and Qualifying Accounts | 17. Valuation and Qualifying Accounts Balance at Net Charges Utilization of Balance at 2017 Allowance for doubtful accounts $ 3,576 $ 400 $ (1,378 ) $ 2,598 Reserve for returns 18,971 43,688 (41,673 ) 20,986 Reserve for royalty advances 85,562 18,116 (36 ) 103,642 Deferred tax valuation allowance 759,887 (187,480 ) (754 ) 571,653 2016 Allowance for doubtful accounts $ 8,459 $ 734 $ (5,617 ) $ 3,576 Reserve for returns 24,288 54,059 (59,376 ) 18,971 Reserve for royalty advances 70,014 16,270 (722 ) 85,562 Deferred tax valuation allowance 664,730 98,949 (3,792 ) 759,887 2015 Allowance for doubtful accounts $ 5,625 $ 4,109 $ (1,275 ) $ 8,459 Reserve for returns 22,159 67,764 (65,636 ) 24,288 Reserve for royalty advances 55,000 15,240 (226 ) 70,014 Deferred tax valuation allowance 550,660 116,935 (2,865 ) 664,730 |
Quarterly Results of Operations
Quarterly Results of Operations (Unaudited) | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Results of Operations (Unaudited) | 18. Quarterly Results of Operations (Unaudited) Three Months Ended March 31, June 30, September 30, December 31, 2017: Net sales $ 221,917 $ 393,051 $ 532,040 $ 260,503 Gross profit 73,406 176,733 277,602 89,692 Operating income (loss) (96,103 ) (31,166 ) 90,210 (76,462 ) Net income (loss) (120,658 ) (46,867 ) 90,506 (26,168 ) Net income (loss) per share attributable to common stockholders Basic $ (0.98 ) $ (0.38 ) $ 0.74 $ (0.21 ) Diluted $ (0.98 ) $ (0.38 ) $ 0.73 $ (0.21 ) 2016: Net sales $ 205,816 $ 392,042 $ 533,021 $ 241,806 Gross profit 54,224 172,848 278,368 64,936 Operating income (loss) (122,204 ) (21,152 ) 83,371 (250,788 ) Net income (loss) (165,148 ) (28,391 ) 90,022 (181,041 ) Net income (loss) per share attributable to common stockholders Basic $ (1.34 ) $ (0.23 ) $ 0.74 $ (1.48 ) Diluted $ (1.34 ) $ (0.23 ) $ 0.73 $ (1.48 ) Our net sales, operating profit or loss and net cash provided by or used in operations are impacted by the inherent seasonality of the academic calendar. Consequently, the performance of our businesses may not be comparable quarter to consecutive quarter and should be considered on the basis of results for the whole year or by comparing results in a quarter with results in the same quarter for the previous year. During the six months ended June 30, 2017, we recorded out-of-period out-of-period During the six months ended June 30, 2016, we recorded out-of-period out-of-period |
Significant Accounting Polici29
Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires the use of estimates, assumptions and judgments by management that affect the reported amounts of assets, liabilities, revenues, expenses, and related disclosure of contingent assets and liabilities in the amounts reported in the financial statements and accompanying notes. On an ongoing basis, we evaluate our estimates and assumptions including, but not limited to, book returns, allowance for bad debts, recoverability of advances to authors, valuation of inventory, depreciation and amortization periods, recoverability of long-term assets such as property, plant, and equipment, capitalized pre-publication |
Revenue Recognition | Revenue Recognition We derive revenue primarily from the sale of print and digital content and instructional materials, trade books, reference materials, assessment materials and multimedia instructional programs; license fees for book rights, content and software; and services that include test development, test delivery, test scoring, professional development, consulting and training as well as access to hosted interactive content. Revenue is recognized only once persuasive evidence of an arrangement with the customer exists, the sales price is fixed or determinable, delivery of products or services has occurred, title and risk of loss with respect to products have transferred to the customer, all significant obligations, if any, have been performed, and collection is reasonably assured. We enter into certain contractual arrangements that have multiple elements, one or more of which may be delivered subsequent to the delivery of other elements. These multiple-deliverable arrangements may include print and digital media, professional development services, training, software licenses, access to hosted content, and various services related to the software including but not limited to hosting, maintenance and support, and implementation. For these multiple-element arrangements, we allocate revenue to each deliverable of the arrangement based on the relative selling prices of the deliverables. In such circumstances, we first determine the selling price of each deliverable based on (i) vendor-specific objective evidence of fair value (“VSOE”) if that exists, (ii) third-party evidence of selling price (“TPE”) when VSOE does not exist, or (iii) our best estimate of the selling price when neither VSOE nor TPE exists. Revenue is then allocated to the non-software Non-software For the non-software For the software deliverables as a group, we recognize revenue in accordance with the authoritative guidance for software revenue recognition. As our software licenses are typically sold with maintenance and support, professional services or training, we use the residual method to determine the amount of software license revenue to be recognized if VSOE has not been established for all deliverables. Under the residual method, arrangement consideration of the software deliverables as a group is allocated to the undelivered elements based upon VSOE of those elements, with the residual amount of the arrangement fee allocated to and recognized as license revenue upon delivery, assuming all other revenue recognition criteria have been met. If VSOE of one or more of the undelivered services or other elements does not exist, all revenues of the software-deliverables arrangement are deferred until delivery of all of those services or other elements has occurred, or until VSOE of each of those services or other elements can be established. As products are shipped with right of return, a provision for estimated returns on these sales is made at the time of sale based on historical experience by product line or customer. Shipping and handling fees charged to customers are included in net sales. Refer to “Recent Accounting Standards” for the expected impact of our adoption of the new revenue standard. |
Advertising Costs and Sample Expenses | Advertising Costs and Sample Expenses Advertising costs are charged to selling and administrative expenses as incurred. Advertising costs were $12.6 million, $11.2 million and $9.1 million for the years ended December 31, 2017, 2016 and 2015, respectively. Sample expenses are charged to selling and administrative expenses when the samples are shipped. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents consist primarily of cash in banks and highly liquid investment securities that have maturities of three months or less when purchased. The carrying amount of cash equivalents approximates fair value because of the short-term maturity of these investments. |
Short-term Investments | Short-term Investments Short-term investments typically consist of marketable securities with maturities between three and twelve months at the balance sheet date. We have classified all of our short-term investments as available-for-sale |
Accounts Receivable | Accounts Receivable Accounts receivable are recorded net of allowances for doubtful accounts and reserves for returns. In the normal course of business, we extend credit to customers that satisfy predefined criteria. We estimate the collectability of our receivables. Allowances for doubtful accounts are established through the evaluation of accounts receivable aging and prior collection experience to estimate the ultimate collectability of these receivables. Reserves for returns are based on historical return rates and sales patterns. |
Inventories | Inventories Inventories are stated at the lower of weighted-average cost or net realizable value. The level of obsolete and excess inventory is estimated on a program or title level-basis by comparing the number of units in stock with past usage and the expected future demand. The expected future demand of a program or title is determined by the copyright year, the previous year’s usage, the subsequent years’ sales forecast, and known forward-looking trends including our development cycle to replace the title or program and competing titles or programs. |
Property, Plant, and Equipment | Property, Plant, and Equipment Property, plant, and equipment are stated at cost, or in the case of assets acquired in business combinations, at fair value as of the acquisition date, less accumulated depreciation. Equipment under capital lease is stated at fair value at inception of the lease, less accumulated depreciation. Maintenance and repair costs are charged to expense as incurred, and renewals and improvements that extend the useful life of the assets are capitalized. Depreciation on property, plant, and equipment is calculated using the straight-line method over the estimated useful lives of the assets or, in the case of assets acquired in business combinations, over their remaining lives. Equipment held under capital leases and leasehold improvements are amortized using the straight-line method over the shorter of the lease term or estimated useful life of the asset. Estimated useful lives of property, plant, and equipment are as follows: Estimated Building and building equipment 10 to 35 years Machinery and equipment 2 to 15 years Capitalized software 3 to 5 years Leasehold improvements Lesser of useful life or lease term |
Capitalized Internal-Use Software and Software Development Costs | Capitalized Internal-Use Capitalized internal-use external-use We capitalize certain costs related to obtaining or developing computer software for internal use including external customer-facing websites. Costs incurred during the application development stage, including external direct costs of materials and services, and payroll and payroll related costs for employees who are directly associated with the internal-use Certain computer software development costs for software that is to be sold or marketed are capitalized in the consolidated balance sheets. Capitalization of computer software development costs begins upon the establishment of technological feasibility. We define the establishment of technological feasibility as a working model. Amortization of capitalized computer software development costs is provided on a product-by-product We review internal-use |
Pre-publication Costs | Pre-publication We capitalize the art, prepress, manuscript and other costs incurred in the creation of the master copy of a book or other media (the “pre-publication Pre-publication sum-of-the-years-digits pre-publication pre-publication pre-publication Amortization expense related to pre-publication For the year ended December 31, 2017, an impairment charge for pre-publication pre-publication |
Goodwill and Indefinite-lived Intangible Assets | Goodwill and Indefinite-lived Intangible Assets Goodwill is the excess of the purchase price paid over the fair value of the net assets of the business acquired. Other intangible assets principally consist of branded trademarks and trade names, acquired publishing rights and customer relationships. Goodwill and indefinite-lived intangible assets (certain tradenames) are not amortized but are reviewed at least annually for impairment or earlier, if an indication of impairment exists. Goodwill is allocated entirely to our Education reporting unit. Determining the fair value of a reporting unit is judgmental in nature, and involves the use of significant estimates and assumptions. These estimates and assumptions may include revenue growth rates and operating margins used to calculate projected future cash flows, risk-adjusted discount rates, future economic and market conditions, the determination of appropriate market comparables as well as the fair value of individual assets and liabilities. We have the option of first assessing qualitative factors to determine whether it is necessary to perform the current two-step two-step Recoverability of goodwill can also be evaluated using a two-step one-step We completed our annual goodwill impairment tests as of October 1, 2017 and 2016. In 2017 and 2016, we used income and market valuation approaches to determine the fair value of the Education reporting unit and used the most recent five year strategic plan as the initial basis of our analysis. We performed an interim quantitative evaluation as of December 31, 2017 related to our decreased market capitalization. The fair value of the Education reporting unit substantially exceeded its carrying value as of the evaluation dates. No goodwill was deemed to be impaired for the years ended December 31, 2017, 2016 and 2015, respectively. We completed our annual indefinite-lived intangible assets impairment tests as of October 1, 2017 and 2016. We recorded non-cash |
Publishing Rights | Publishing Rights A publishing right is an acquired right that allows us to publish and republish existing and future works as well as create new works based on previously published materials. We determine the fair market value of the publishing rights arising from business combinations by discounting the after-tax |
Impairment of Other Long-lived Assets | Impairment of Other Long-lived Assets We review our other long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be fully recoverable. If the future undiscounted cash flows are less than their book value, impairment exists. The impairment is measured as the difference between the book value and the fair value of the underlying asset. Fair value is normally determined using an undiscounted cash flow model. |
Severance | Severance We accrue postemployment benefits if the obligation is attributable to services already rendered, rights to those benefits accumulate, payment of benefits is probable, and amount of benefit is reasonably estimated. Postemployment benefits include severance benefits. Subsequent to recording such accrued severance liabilities, changes in market or other conditions may result in changes to assumptions upon which the original liabilities were recorded that could result in an adjustment to the liabilities. |
Royalty Advances | Royalty Advances Royalty advances to authors are capitalized and represent amounts paid in advance of the sale of an author’s product and are recovered as earned. As advances are recorded, a partial reserve may be recorded immediately based primarily upon historical sales experience. Advances are evaluated periodically to determine if they are expected to be recovered. Any portion of a royalty advance that is not expected to be recovered is fully reserved. Cash payments for royalty advances are included within cash flows from operating activities, under the caption “Royalties payable and author advances, net,” in our consolidated statements of cash flows. |
Income Taxes | Income Taxes We record income taxes using the asset and liability method. Deferred income tax assets and liabilities are recognized for future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective income tax basis, and operating loss and tax credit carryforwards. Our consolidated financial statements contain certain deferred tax assets which have arisen primarily as a result of interest expense limitations, as well as other temporary differences between financial and tax accounting. We establish a valuation allowance if the likelihood of realization of the deferred tax assets is reduced based on an evaluation of objective verifiable evidence. Significant management judgment is required in determining our provision for income taxes, our deferred tax assets and liabilities and any valuation allowance recorded against those deferred tax assets. We evaluate the weight of all available evidence to determine whether it is more likely than not that some portion or all of the deferred income tax assets will not be realized. We also evaluate any uncertain tax positions and only recognize the tax benefit from an uncertain tax position if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such positions are then measured based on the largest benefit that has a greater than 50 percent likelihood of being realized upon settlement. We record a liability for unrecognized tax benefits resulting from uncertain tax positions taken or expected to be taken in a tax return. Any change in judgment related to the expected ultimate resolution of uncertain tax positions is recognized in earnings in the period in which such change occurs. Interest and penalties, if any, related to unrecognized tax benefits are recorded in income tax expense. We have accounted for the tax effects of The Tax Cuts and Jobs Act, enacted on December 22, 2017, on a provisional basis. Our accounting for certain income tax effects is incomplete, but we have determined reasonable estimates for those effects. Our reasonable estimates are included in our financial statements as of December 31, 2017. We expect to complete our accounting during the one year measurement period from the enactment date. See Note 8 to the consolidated financial statements for further detail. |
Stock-Based Compensation | Stock-Based Compensation Certain employees and directors have been granted stock options, restricted stock and restricted stock units in our common stock. Stock-based compensation expense reflects the fair value of stock-based awards measured at the grant date and recognized over the relevant service period. We estimate the fair value of each stock-based award on the measurement date using the current market price based on the target value of the award for restricted stock and restricted stock units, the Monte Carlo simulation for market-based restricted stock units and the Black-Scholes valuation model for stock options. We recognize stock-based compensation expense over the awards requisite service period on a straight-line basis for time based stock options, restricted stock and restricted stock units and on a graded basis for restricted stock and restricted stock units that are contingent on the achievement of performance conditions. |
Comprehensive Loss | Comprehensive Loss Comprehensive loss is defined as changes in the equity of an enterprise except those resulting from stockholder transactions. The amounts shown on the consolidated statements of stockholders’ equity and comprehensive loss relate to the cumulative effect of changes in pension and postretirement liabilities, foreign currency translation gain and loss adjustments, unrealized gains and losses on short-term investments and gains and losses on derivative instruments. |
Foreign Currency Translation | Foreign Currency Translation The functional currency for each of our subsidiaries is the currency of the primary economic environment in which the subsidiary operates, generally defined as the currency in which the entity generates and expends cash. Foreign currency denominated assets and liabilities are translated into United States dollars at current rates as of the balance sheet date and the revenue, costs and expenses are translated at the average rates established during each reporting period. Cumulative translation gains or losses are recorded in equity as an element of accumulated other comprehensive income. |
Financial Instruments | Financial Instruments Derivative financial instruments are employed to manage risks associated with interest rate exposures and are not used for trading or speculative purposes. We recognize all derivative instruments in our consolidated balance sheets at fair value. Changes in the fair value of derivatives are recognized periodically either in earnings or in stockholders’ equity as a component of accumulated other comprehensive loss, depending on whether the derivative financial instrument qualifies for hedge accounting and, if so, whether it qualifies as a fair value hedge or a cash flow hedge. Gains and losses on derivatives designated as hedges, to the extent they are effective, are recorded in other comprehensive loss, and subsequently reclassified to earnings to offset the impact of the hedged items when they occur. Changes in the fair value of derivatives not qualifying as hedges are reported in earnings. During 2017 and 2016, our interest rate swaps were designated as hedges and qualify for hedge accounting. Accordingly, we recorded an unrealized gain of $4.9 million and an unrealized loss of $2.5 million in our statements of comprehensive loss to account for the changes in fair value of these derivatives during the periods ended December 31, 2017 and 2016, respectively. The corresponding $1.2 million and $6.1 million hedge liability is included within long-term other liabilities in our consolidated balance sheet as of December 31, 2017 and 2016, respectively. Our foreign exchange forward contracts did not qualify for hedge accounting because we did not contemporaneously document our hedging strategy upon entering into the hedging arrangements. |
Treasury Stock | Treasury Stock We account for treasury stock under the cost method. When shares are reissued or retired from treasury stock they are accounted for at an average price. Upon retirement the excess over par value is charged against capital in excess of par value. |
Net Loss per Share | Net Loss per Share Basic net loss per share attributable to common stockholders is computed by dividing net loss attributable to common stockholders by the weighted-average common shares outstanding during the period. Except where the result would be anti-dilutive, net loss per share is computed using the treasury stock method for the exercise of stock options. For periods in which the Company has reported net losses, diluted net loss per share attributable to common stockholders is the same as basic net loss per share attributable to common stockholders, since dilutive common shares are not assumed to have been issued if their effect is anti-dilutive. Diluted net loss per share attributable to common stockholders is the same as basic net loss per share attributable to common stockholders for the years ended December 31, 2017, 2016 and 2015. |
Recent Accounting Standards | Recent Accounting Standards Recent accounting pronouncements, not included below, are not expected to have a material impact on our consolidated financial position and results of operations. Recently Issued Accounting Standards In March 2017, the Financial Accounting Standards Board (“FASB”) issued guidance to improve the presentation of net periodic pension cost and net periodic post-retirement benefit cost. The changes to the guidance require employers to report the service cost component in the same line item as other compensation costs arising from services rendered by employees during the reporting period. The other components of net benefit costs will be presented in the income statement separately from the service cost and outside of a subtotal of income from operations. The guidance will be effective in 2018, and we believe it will not have a material impact on our consolidated financial statements. In January 2017, the FASB issued updated guidance to simplify the test for goodwill impairment by the elimination of Step 2 in the determination on whether goodwill should be considered impaired. The annual assessments are still required to be completed. The guidance will be effective in 2020, with early adoption permitted. We are currently in the process of evaluating the impact of this guidance, but we do not expect it to have a material impact on our consolidated financial statements. In November 2016, the FASB issued guidance on restricted cash, which requires amounts generally described as restricted cash and restricted cash equivalents be included with cash and cash equivalents when reconciling the total beginning and ending amounts for the periods shown on the statement of cash flows. The guidance will be effective in 2019 using a retrospective transition method to each period presented. We do not expect it to have a material impact on our consolidated financial statements. In August 2016, the FASB issued a guidance update to classifications of certain cash receipts and cash payments on the Statement of Cash Flows with the objective of reducing the existing diversity in practice. This updated guidance addresses the following eight specific cash flow issues: debt prepayment or debt extinguishment costs; settlement of zero-coupon In February 2016, the FASB issued guidance that primarily requires lessees to recognize most leases on their balance sheets but record expenses on their income statements in a manner similar to current accounting. For lessors, the guidance modifies the classification criteria and the accounting for sales-type and direct financing leases. The guidance is effective in 2019 with early adoption permitted. We are currently in the process of evaluating the impact of this guidance on our consolidated financial statements and footnote disclosures, but we believe the adoption of this guidance will have a material impact on our consolidated balance sheets due to the recognition of the lease rights and obligations related to our office space leases as assets and liabilities. In May 2014, the FASB issued new guidance related to revenue recognition. This new accounting standard will replace most current U.S. GAAP guidance on this topic and eliminate most industry-specific guidance. The new revenue recognition standard provides a unified model to determine when and how revenue is recognized. The core principle is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration for which the entity expects to be entitled in exchange for those goods or services. Entities may adopt the new standard either retrospectively to all periods presented in the financial statements (the full retrospective method) or as a cumulative-effect adjustment as of the date of adoption (modified retrospective method) in the year of adoption without applying to comparative periods financial statements. Further, in August 2015, the FASB issued guidance to defer the effective adoption date by one year to December 15, 2017 for annual reporting periods beginning after that date and permitted early adoption of the standard, but not before fiscal years beginning after the original effective date of December 15, 2016. We will adopt the guidance for the annual reporting period beginning on January 1, 2018 using the modified retrospective method. As the new standard will supersede substantially all existing revenue recognition guidance, we believe it will impact the revenue recognition for a significant number of our contracts, in addition to our business processes and our information technology systems. As a result, we established a cross-functional coordinated team to implement the new revenue recognition standard. We have implemented changes to our systems, processes and internal controls to meet the standard’s reporting and disclosure requirements. We have evaluated the impact of the adoption of the new revenue recognition standard and expect it will be significant to our consolidated financial statements and footnote disclosures, principally as it relates to the following areas: • Software licenses • Incremental costs to acquire new contracts Recently Adopted Accounting Standards In March 2016, the FASB issued guidance that changes the accounting for certain aspects of share-based payments to employees. The guidance requires the recognition of the income tax effects of awards in the income statement when the awards vest or are settled, thus eliminating additional paid-in paid-in |
Significant Accounting Polici30
Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Summary of Estimated Useful Lives of Property, Plant, and Equipment | Estimated useful lives of property, plant, and equipment are as follows: Estimated Building and building equipment 10 to 35 years Machinery and equipment 2 to 15 years Capitalized software 3 to 5 years Leasehold improvements Lesser of useful life or lease term |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Business Combinations [Abstract] | |
Summary of Consolidated Results of Operations | The unaudited pro forma information presented in the following table summarizes the consolidated results of operations for the periods presented as if the acquisition of EdTech had occurred on January 1, 2014. Unaudited Year Ended December 31, 2015 Net sales $ 1,486,810 Net loss (144,830 ) |
Balance Sheet Information (Tabl
Balance Sheet Information (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Summary of Gross Unrealized Losses and Market Value of Available for Sale Securities | The following table shows the gross unrealized losses and market value of our available-for-sale December 31, 2017 Amortized Unrealized Unrealized Estimated Short-term investments: U.S. Government and agency securities $ 86,467 $ — $ (18 ) $ 86,449 December 31, 2016 Amortized Unrealized Unrealized Estimated Short-term investments: U.S. Government and agency securities $ 80,784 $ 91 $ (34 ) $ 80,841 |
Accounts Receivable | Accounts receivable at December 31, 2017 and 2016 consisted of the following: 2017 2016 Accounts receivable $ 224,664 $ 238,553 Allowance for bad debt (2,598 ) (3,576 ) Reserve for book returns (20,986 ) (18,971 ) $201,080 $216,006 |
Inventories | Inventories at December 31, 2017 and 2016 consisted of the following: 2017 2016 Finished goods $ 145,875 $ 157,925 Raw materials 8,769 4,490 Inventories $ 154,644 $ 162,415 |
Balances of Major Classes of Assets and Accumulated Depreciation and Amortization | Balances of major classes of assets and accumulated depreciation and amortization at December 31, 2017 and 2016 were as follows: 2017 2016 Land and land improvements $ 4,923 $ 4,923 Building and building equipment 9,867 9,867 Machinery and equipment 31,843 23,339 Capitalized software 539,517 497,803 Leasehold improvements 23,652 27,196 609,802 563,128 Less: Accumulated depreciation and amortization (455,896 ) (387,926 ) Property, plant, and equipment, net $ 153,906 $ 175,202 |
Goodwill and Other Intangible33
Goodwill and Other Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill and Other Intangible Assets | Goodwill and other intangible assets consisted of the following: December 31, 2017 December 31, 2016 Cost Accumulated Total Cost Accumulated Total Goodwill $ 783,073 $ — $ 783,073 $ 783,073 $ — $ 783,073 Trademarks and tradenames: indefinite-lived $ 161,000 $ — $ 161,000 $ 161,000 $ — $ 161,000 Trademarks and tradenames: definite-lived 194,130 (19,101 ) 175,029 194,130 (6,961 ) 187,169 Publishing rights 1,180,000 (1,078,156 ) 101,844 1,180,000 (1,031,918 ) 148,082 Customer related and other 444,640 (271,850 ) 172,790 442,640 (253,242 ) 189,398 Other intangible assets, net $ 1,979,770 $ (1,369,107 ) $ 610,663 $ 1,977,770 $ (1,292,121 ) $ 685,649 |
Estimated Aggregate Amortization Expense Expected for Intangibles | Estimated aggregate amortization expense expected for each of the next five years related to intangibles subject to amortization is as follows: Trademarks Publishing Other 2018 $ 12,362 $ 34,713 $ 16,059 2019 12,362 26,557 13,444 2020 12,362 20,056 9,594 2021 12,362 11,642 9,320 2022 12,362 7,569 9,119 Thereafter 113,219 1,307 115,254 $175,029 $101,844 $172,790 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Our debt consisted of the following: December 31, December 31, $800,000 term loan due May 29, 2021 interest payable quarterly (net of discount and issuance costs) $ 768,194 $ 772,738 Less: Current portion of long-term debt 8,000 8,000 Total long-term debt, net of discount and issuance costs $ 760,194 $ 764,738 |
Long-Term Debt Repayments Due | Long-term debt repayments due in each of the next five years and thereafter is as follows: Year 2018 $ 8,000 2019 8,000 2020 8,000 2021 756,000 $ 780,000 |
Restructuring, Severance and 35
Restructuring, Severance and Other Charges (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Components of Severance/Restructuring and Other Charges | A summary of the significant components of the severance/restructuring and other charges, which are not allocated to our segments and included in Corporate and Other, is as follows: 2017 Severance/ Severance/ Cash payments Severance/ Severance costs $ 6,417 $ 889 $ (6,965 ) $ 341 Other accruals 4,604 (176 ) (3,129 ) 1,299 $ 11,021 $ 713 $ (10,094 ) $ 1,640 2016 Severance/ Severance/ Cash payments Severance/ Severance costs $ 1,455 $ 12,350 $ (7,388 ) $ 6,417 Other accruals 5,251 3,300 (3,947 ) 4,604 $ 6,706 $ 15,650 $ (11,335 ) $ 11,021 2015 Severance/ Severance/ Cash payments Severance/ Severance costs $ 1,271 $ 4,338 $ (4,154 ) $ 1,455 Other accruals 9,050 429 (4,228 ) 5,251 $ 10,321 $ 4,767 $ (8,382 ) $ 6,706 |
2017 Restructuring Plan [Member] | |
Summary of Total Costs and Estimates of Costs | The following table provides a summary of our total costs associated with the 2017 Restructuring Plan, included in the restructuring line item within our consolidated statements of operations, for the year ended December 31, 2017 by major type of cost: Type of Cost Year Ended Total Amount Restructuring charges: Severance and termination benefits $ 16,206 $ 16,206 Office space consolidation (2) 7,857 7,857 Implementation and impairment (3) 16,590 16,990 $ 40,653 $ 41,053 (1) All restructuring charges are included within Corporate and Other. (2) During the year ended December 31, 2017, we recorded a non-cash write-off (3) During the year ended December 31, 2017, we recorded a non-cash The following table provides a summary of our updated estimates of costs associated with the 2017 Restructuring Plan through the end of 2018 by major type of cost: Type of Cost Total Estimated Amount Restructuring charges: Severance and termination benefits $ 15,000 to $ 16,500 Office space consolidation 13,000 to 15,000 Implementation and impairment 17,000 to 17,500 $ 45,000 to $ 49,000 |
Summary of Restructuring Liabilities Comprised of Accruals for Termination Benefits and Office Space Consolidation | The following is a rollforward of our liabilities associated with the 2017 Restructuring Plan: 2017 Restructuring Charges Cash payments Restructuring Severance and termination benefits $ — $ 16,206 $ (11,900 ) $ 4,306 Office space consolidation — 6,808 (1,512 ) 5,296 Implementation — 7,472 (7,472 ) — $ — $ 30,486 $ (20,884 ) $ 9,602 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Components of Loss Before Taxes by Jurisdiction | The components of loss before taxes by jurisdiction are as follows: For the Year For the Year For the Year U.S. $ (154,065 ) $ (353,038 ) $ (161,513 ) Foreign 443 2,988 8,004 Loss before taxes $ (153,622 ) $ (350,050 ) $ (153,509 ) |
Total Income Tax by Jurisdiction | Total income taxes by jurisdiction are as follows: For the Year For the Year For the Year Income tax expense (benefit) U.S. $ (50,122 ) $ (66,677 ) $ (21,956 ) Foreign (313 ) 1,185 2,316 $(50,435) $(65,492) $(19,640) |
Components of (Benefit) Expense for Income Taxes Attributable to Loss from Continuing Operations | Significant components of the (benefit) expense for income taxes attributable to loss from continuing operations consist of the following: For the Year For the Year For the Year Current Foreign $ (259 ) $ 437 $ 1,413 U.S.—Federal — 92 (9,917 ) U.S.—State and other (930 ) 2,320 (59,296 ) Total current (1,189 ) 2,849 (67,800 ) Deferred Foreign (54 ) 748 903 U.S.—Federal (54,666 ) (63,422 ) 28,937 U.S.—State and other 5,474 (5,667 ) 18,320 Total deferred (49,246 ) (68,341 ) 48,160 Income tax (benefit) expense $ (50,435 ) $ (65,492 ) $ (19,640 ) |
Reconciliation of Income Tax Rate Computed at Statutory Tax Rate | The reconciliation of the income tax rate computed at the statutory tax rate to the reported income tax expense (benefit) attributable to continuing operations is as follows: For the Year For the Year For the Year Statutory rate (35.0 )% (35.0 )% (35.0 )% Permanent items 4.0 0.8 1.8 Release/(accrual) of uncertain tax positions 0.2 (0.3 ) (33.6 ) Foreign rate differential 0.3 (0.1 ) (0.2 ) State and local taxes (18.3 ) (5.9 ) (10.9 ) State and local net operating loss re-establishment — (3.3 ) — Increase in valuation allowance 72.2 25.9 71.6 Change in valuation allowance due to 2017 Tax Act 49.0 — — Impact of federal rate change on deferred tax assets and liabilities due to 2017 Tax Act (95.9 ) — — Tax credits (1.3 ) (0.8 ) (6.5 ) Adoption of 2016 Accounting Standard related to accounting changes for certain aspects of share-based payments to employees (1) (8.0 ) — — Effective tax rate (32.8 )% (18.7 )% (12.8 )% |
Components of Net Deferred Tax Assets and Liabilities | The significant components of the net deferred tax assets and liabilities are shown in the following table: 2017 2016 Tax assets related to Net operating loss and other carryforwards $ 229,595 $ 199,008 Returns reserve/inventory expense 40,687 64,736 Pension benefits 6,977 12,184 Postretirement benefits 6,285 9,988 Deferred interest (2) 280,246 428,346 Deferred revenue 122,192 182,051 Stock-based compensation 3,992 7,808 Deferred compensation 5,872 4,557 Other, net 8,875 12,127 Valuation allowance (571,653 ) (759,887 ) 133,068 160,918 2017 2016 Tax liabilities related to Indefinite-lived intangible assets (62,593 ) (71,380 ) Definite-lived intangible assets (45,644 ) (82,225 ) Depreciation and amortization expense (43,426 ) (75,236 ) Other, net (81 ) — (151,744) (228,841) Net deferred tax liabilities $ (18,676 ) $ (67,923 ) (1) In March 2016, the FASB issued guidance that changes the accounting for certain aspects of shared-based payments to employees. The guidance requires the recognition of the income tax effects of awards in the income statement when the awards vest or are settled, thus eliminating additional paid-in paid-in (2) The deferred interest tax asset represents disallowed interest deductions under IRC Section 163(j) (Limitation on Deduction for interest on Certain Indebtedness) for the current and prior years. At December 31, 2017 and 2016, we had gross deferred interest deductions totaling $1,042.1 million and $1,079.0 million, respectively. The disallowed interest is able to be carried forward indefinitely and utilized in future years pursuant to IRC Section 163(j). A full valuation allowance has been provided against deferred tax assets, excluding $3.6 million of foreign deferred tax assets which are expected to be realized, net of deferred tax liabilities resulting from indefinite-lived intangibles. |
Deferred Tax Assets and Liabilities Reflected on Consolidated Balance Sheets | Deferred tax assets and liabilities are reflected on our consolidated balance sheets as follows: 2017 2016 Non-current $ 3,593 $ 3,458 Non-current (22,269 ) (71,381 ) $(18,676) $(67,923) |
Reconciliation of Gross Amount of Unrecognized Tax Benefits | A reconciliation of the gross amount of unrecognized tax benefits, excluding accrued interest and penalties, is as follows: Balance at December 31, 2014 $ 78,634 Reductions based on tax positions related to the prior year (62,323 ) Additions based on tax positions related to the current year — Balance at December 31, 2015 16,311 Reductions based on tax positions related to the prior year (855 ) Additions based on tax positions related to the current year 52 Balance at December 31, 2016 15,508 Reductions based on tax positions related to the prior year — Additions based on tax positions related to the prior year 172 Balance at December 31, 2017 $ 15,680 |
Retirement and Postretirement37
Retirement and Postretirement Benefit Plans (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Summary of Accumulated Benefit Obligations Change in Projected Benefit Obligation and Funded Status of Plans | The following table summarizes the Accumulated Benefit Obligations (“ABO”), the change in Projected Benefit Obligation (“PBO”), and the funded status of our plans as of and for the financial statement period ended December 31, 2017 and 2016: 2017 2016 ABO at end of period $ 176,444 $ 177,300 Change in PBO PBO at beginning of period $ 177,300 $ 174,110 Interest cost on PBO 5,528 5,224 Actuarial loss 6,206 7,521 Benefits paid (12,590 ) (9,555 ) PBO at end of period $ 176,444 $ 177,300 Change in plan assets Fair market value at beginning of period $ 148,344 $ 150,384 Actual return 16,477 7,408 Company contribution 80 107 Benefits paid (12,590 ) (9,555 ) Fair market value at end of period $ 152,311 $ 148,344 Unfunded status $ (24,133 ) $ (28,956 ) |
Amounts Recognized in Consolidated Balance Sheets | Amounts recognized in the consolidated balance sheets at December 31, 2017 and 2016 consist of: 2017 2016 Noncurrent liabilities $ (24,133 ) $ (28,956 ) |
Additional Year-End Information for Pension Plans with ABO in Excess of Plan Assets | Additional year-end 2017 2016 PBO $ 176,444 $ 177,300 ABO 176,444 177,300 Fair value of plan assets 152,311 148,344 |
Weighted Average Assumptions used to Determine Benefit Obligations | Weighted average assumptions used to determine the benefit obligations (both PBO and ABO) at December 31, 2017 and 2016 are: 2017 2016 Discount rate 3.6 % 4.0 % Increase in future compensation N/A N/A |
Summary of Percentage of Assets Invested in Each Class | The percentage of assets invested in each asset class at December 31, 2017 and 2016 is shown below. Asset Class 2017 2016 Equity 32.9 % 32.9 % Fixed income 55.3 53.6 Real estate investment trust 6.5 6.4 Other 5.3 7.1 100.0 % 100.0 % |
Summary of Fair Value of Pension Plan Assets by Asset Category | The fair value of our pension plan assets by asset category at December 31 were as follows: December 31, Not subject Cash and cash equivalents $ 835 $ 835 Equity securities U.S. equity 29,749 29,749 Non-US 14,306 14,306 Emerging markets equity 6,004 6,004 Fixed income Government bonds 24,203 24,203 Corporate bonds 42,909 42,909 Mortgage-backed securities 8,621 8,621 Asset-backed securities 1,782 1,782 Commercial mortgage-backed securities 2,070 2,070 International fixed income 4,738 4,738 Alternatives Real estate 9,848 9,848 Hedge funds 7,246 7,246 $ 152,311 $ 152,311 December 31, Not subject to leveling(1) Cash and cash equivalents $ 862 $ 862 Equity securities U.S. equity 30,727 30,727 Non-U.S. 12,797 12,797 Emerging markets equity 5,311 5,311 Fixed income Government bonds 19,511 19,511 Corporate bonds 43,156 43,156 Mortgage-backed securities 7,987 7,987 Asset-backed securities 2,101 2,101 Commercial mortgage-backed securities 1,931 1,931 International fixed income 4,881 4,881 Alternatives Real estate 9,472 9,472 Hedge funds 8,518 8,518 Other 1,090 1,090 $148,344 $148,344 (1) Investments that are valued using the net asset value per share (or its equivalent) practical expedient have not been classified in the fair value hierarchy. |
Expected Future Benefit Payments | The following benefit payments, which reflect expected future service, are expected to be paid: Fiscal Year Ended Postretirement Plan 2018 $ 1,617 2019 1,605 2020 1,573 2021 1,546 2022 1,517 2023-2027 7,094 |
Summary of Accumulated Postretirement Benefit Obligation Changes in Plan Assets and Funded Status of Plan | The following table summarizes the Accumulated Postretirement Benefit Obligation (“APBO”), the changes in plan assets, and the funded status of our plan as of and for the financial statement periods ended December 31, 2017 and 2016. 2017 2016 Change in APBO APBO at beginning of period $ 24,012 $ 25,567 Service cost (benefits earned during the period) 134 163 Interest cost on APBO 771 876 Employee contributions 89 253 Plan amendments — 594 Actuarial (gain) (1,248 ) (1,131 ) Benefits paid (1,855 ) (2,310 ) APBO at end of period $ 21,903 $ 24,012 Change in plan assets Fair market value at beginning of period $ — $ — Company contributions 1,766 2,057 Employee contributions 89 253 Benefits paid (1,855 ) (2,310 ) Fair market value at end of period $ — $ — Unfunded status $ (21,903 ) $ (24,012 ) |
Amounts not yet Reflected in Net Periodic Benefit Cost and Recognized in Accumulated Other Comprehensive Income | Amounts not yet reflected in net periodic benefit cost and recognized in accumulated other comprehensive income at December 31, 2017 and 2016 consist of: 2017 2016 Net (loss) $ (1,328 ) $ (2,588 ) Prior service cost 222 1,561 Accumulated other comprehensive income (loss) $ (1,106 ) $ (1,027 ) |
One Percentage Point Changes in Assumed Health Care Cost | A one-percentage-point 2017 2016 One-percentage-point Effect on total of service and interest cost components $ 7 $ 8 Effect on postretirement benefit obligation 117 182 One-percentage-point Effect on total of service and interest cost components (6 ) (7 ) Effect on postretirement benefit obligation (104 ) (160 ) |
Summary of Change in Other Comprehensive Income | The following table presents the change in other comprehensive income for the year ended December 31, 2017 related to our pension and postretirement obligations. Pension Postretirement Plan Total Sources of change in accumulated other comprehensive loss Net gain arising during the period $ (1,008 ) $ (1,248 ) $ (2,256 ) Amortization of prior service credit — 1,339 1,339 Amortization of net (gain) loss (804 ) (13 ) (817 ) Total accumulated other comprehensive income recognized during the period $ (1,812 ) $ 78 $ (1,734 ) |
Summary of Estimated Amounts Amortized from Accumulated Other Comprehensive Income (Loss) Over Next Fiscal Year | Estimated amounts that will be amortized from accumulated other comprehensive income (loss) over the next fiscal year. Total Pension Plans Total Postretirement Plan Prior service credit (cost) $ — $ 690 Net gain (loss) (1,420 ) — $ (1,420 ) $ 690 |
Pension Plans [Member] | |
Net Periodic Benefit Cost Components | Net periodic pension cost includes the following components: For the Year For the Year For the Year Interest cost on projected benefit obligation $ 5,528 $ 5,224 $ 6,719 Expected return on plan assets (9,263 ) (9,150 ) (9,756 ) Amortization of net loss 804 50 330 Net pension expense recognized for the period $ (2,931 ) $ (3,876 ) $ (2,707 ) |
Significant Actuarial Assumptions used to Determine Net Periodic Pension Cost | Significant actuarial assumptions used to determine net periodic pension cost at December 31, 2017, 2016 and 2015 are: 2017 2016 2015 Discount rate 4.0 % 4.3 % 3.8 % Increase in future compensation N/A N/A N/A Expected long-term rate of return on assets 6.3 % 6.3 % 6.3 % |
Expected Future Benefit Payments | The following benefit payments are expected to be paid. Fiscal Year Ended Pension 2018 $ 14,473 2019 12,774 2020 12,660 2021 14,912 2022 13,171 2023—2027 63,716 |
Other Post Retirement Plans [Member] | |
Amounts Recognized in Consolidated Balance Sheets | Amounts for postretirement benefits accrued in the consolidated balance sheets at December 31, 2017 and 2016 consist of: 2017 2016 Current liabilities $ (1,618 ) $ (1,928 ) Noncurrent liabilities (20,285 ) (22,084 ) Net amount recognized $ (21,903 ) $ (24,012 ) |
Weighted Average Assumptions used to Determine Benefit Obligations | Weighted average actuarial assumptions used to determine APBO at year-end 2017 2016 Discount rate 3.6 % 4.1 % Health care cost trend rate assumed for next year 6.3 % 6.6 % Rate to which the cost trend rate is assumed to decline 4.5 % 4.5 % Year that the rate reaches the ultimate trend rate 2038 2038 |
Net Periodic Benefit Cost Components | Net periodic postretirement benefit cost included the following components: 2017 2016 2015 Service cost $ 134 $ 163 $ 205 Interest cost on APBO 771 876 1,081 Amortization of unrecognized prior service cost (1,339 ) (1,339 ) (1,381 ) Amortization of net loss 13 86 220 Net periodic postretirement benefit (income) expense $ (421 ) $ (214 ) $ 125 |
Significant Actuarial Assumptions used to Determine Net Periodic Pension Cost | Significant actuarial assumptions used to determine postretirement benefit cost at December 31, 2017, 2016 and 2015 are: 2017 2016 2015 Discount rate 4.1 % 4.4 % 3.9 % Health care cost trend rate assumed for next year 6.6 % 6.9 % 6.9 % Rate to which the cost trend rate is assumed to decline 4.5 % 4.5 % 4.5 % Year that the rate reaches the ultimate trend rate 2038 2038 2027 |
Amounts not yet Reflected in Net Periodic Benefit Cost and Recognized in Accumulated Other Comprehensive Income | Amounts not yet reflected in net periodic benefit cost for pension plans and postretirement plan and recognized in accumulated other comprehensive income at December 31, 2017 and 2016 consist of: 2017 2016 Net loss $ (33,456 ) $ (35,190 ) Accumulated other comprehensive loss $ (33,456 ) $ (35,190 ) |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Summary of Option Activity | The following table summarizes option activity for certain employees in our stock options: Number of Shares Weighted Average Exercise Price Balance at December 31, 2016 5,499,837 $ 14.13 Granted 1,289,375 11.17 Exercised (39,200 ) 13.06 Forfeited (2,978,664 ) 13.73 Balance at December 31, 2017 3,771,348 $ 13.45 Vested and expected to vest at December 31, 2017 3,387,771 $ 13.56 Exercisable at December 31, 2017 2,048,934 $ 13.72 |
Fair Value of Each Option Granted was Estimated on Grant Date using Black-Scholes Valuation Model | The fair value of each option granted was estimated on the grant date using the Black-Scholes valuation model with the following assumptions: For the Year Ended December 31, 2017 For the Year Ended December 31, 2016 For the Year Ended December 31, 2015 Expected term (years) (a) 4.75 4.75 4.75 Expected dividend yield 0.00% 0.00% 0.00% Expected volatility (b) 25.22%-25.50% 23.86%-24.26% 20.52%-23.50% Risk-free interest rate (c) 1.94%-1.99% 1.20%-1.31% 1.53%-1.72% (a) The expected term is the number of years that we estimate that options will be outstanding prior to exercise. We have used the simplified method for estimating the expected term as we do not have sufficient stock option exercise experience to support a reasonable estimate of the expected term. The simplified method represents the best estimate of the expected term. (b) We have estimated volatility for options granted based on the historical volatility for a group of companies (including our own) believed to be a representative peer group, and were selected based on industry and market capitalization. (c) The risk-free interest rate is based on the U.S. Treasury yield for a period commensurate with the expected life of the option. |
Summary of Restricted Stock Activity for Grants to Certain Executive Employees and Independent Members of Board of Directors | The following table summarizes restricted stock activity for grants to certain employees and independent members of the board of directors in our restricted stock and restricted stock units: Restricted Stock Restricted Stock Units Numbers of Units Weighted Average Grant Date Fair Value Numbers of Units Weighted Average Grant Date Fair Value Balance at December 31, 2016 322,559 $ 20.10 857,787 $ 18.26 Granted — — 1,649,236 11.65 Vested (21,890 ) 20.10 (314,555 ) 16.08 Forfeited (27,014 ) 20.10 (364,552 ) 13.56 Balance at December 31, 2017 273,655 $ 20.10 1,827,916 $ 13.37 |
Schedule of Share Repurchase Activity | The Company’s share repurchase activity was as follows: Year Ended Year Ended Year Ended Cost of repurchases $ — $ 55,017 $ 463,013 Shares repurchased — 2,903,566 21,591,446 Average cost per share $ — $ 18.95 $ 21.44 |
Employees Stock Purchase Plan [Member] | |
Schedule of Share Repurchase Activity | Information related to shares issued or to be issued in connection with the ESPP based on employee contributions and the range of purchase prices is as follows: December 31, December 31, Shares issued or to be issued 165,145 178,112 Range of purchase prices $ 7.91—$9.22 $ 9.22—$13.29 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Summary of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis | The following tables present our financial assets and liabilities measured at fair value on a recurring basis at December 31, 2017 and 2016: 2017 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Valuation Technique Financial assets Money market funds $ 115,464 $ 115,464 $ — (a) U.S. treasury securities 16,065 16,065 — (a) U.S. agency securities 70,384 — 70,384 (a) Foreign exchange derivatives 351 — 351 $ 202,264 $ 131,529 $ 70,735 Financial liabilities Interest rate derivatives $ 1,159 $ — $ 1,159 (a) $ 1,159 $ — $ 1,159 2016 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Valuation Technique Financial assets Money market funds $ 184,968 $ 184,968 $ — (a) U.S. treasury securities 14,457 14,457 — (a) U.S. agency securities 66,384 — 66,384 (a) $ 265,809 $ 199,425 $ 66,384 Financial liabilities Foreign exchange derivatives $ 816 $ — $ 816 (a) Interest rate derivatives 6,108 — 6,108 (a) $ 6,924 $ — $ 6,924 |
Summary of Non-financial Assets and Liabilities Measured at Fair Value on Nonrecurring Basis | The following table presents our nonfinancial assets and liabilities measured at fair value on a nonrecurring basis during 2017 and 2016: 2017 Significant (Level 3) Total Valuation Nonfinancial assets Property, plant and equipment $ — $ — $ 9,119 (c ) Pre-publication — — 3,980 (c ) $ — $ — $ 13,099 2016 Significant (Level 3) Total Valuation Nonfinancial assets Other intangible assets $ 65,400 $ 65,400 $ 139,205 (a )(c) |
Summary of Carrying Amounts and Estimated Fair Market Values of Debt | The following table presents the carrying amounts and estimated fair market values of our debt at December 31, 2017 and 2016. The fair value of debt is deemed to be the amount at which the instrument could be exchanged in an orderly transaction between market participants at the measurement date. December 31, 2017 December 31, 2016 Carrying Estimated Carrying Estimated Debt Term Loan $ 768,194 $ 710,579 $ 772,738 $ 732,169 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Future Minimum Rental Commitments under Noncancelable Leases | The future minimum rental commitments under all noncancelable leases (with initial or remaining lease terms in excess of one year) for real estate and equipment are payable as follows: Operating 2018 $ 38,854 2019 36,819 2020 28,641 2021 28,963 2022 27,172 Thereafter 209,485 Total minimum lease payments $ 369,934 Total future minimal rentals under subleases $ 11,803 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Loss | Accumulated other comprehensive loss consisted of the following at December 31, 2017, 2016 and 2015: 2017 2016 2015 Net change in pension and benefit plan liabilities $ (39,501 ) $ (41,235 ) $ (31,298 ) Foreign currency translation adjustments (5,753 ) (5,862 ) (4,642 ) Unrealized loss on short-term investments (108 ) (90 ) (147 ) Net change in unrealized loss on derivative instruments (1,160 ) (6,108 ) (3,641 ) $ (46,522 ) $ (53,295 ) $ (39,728 ) |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Earnings per Share | The following table sets forth the computation of basic and diluted earnings per share (“EPS”): For the Year For the Year For the Year Numerator Net loss attributable to common stockholders $ (103,187 ) $ (284,558 ) $ (133,869 ) Denominator Weighted average shares outstanding Basic 122,949,064 122,418,474 136,760,107 Diluted 122,949,064 122,418,474 136,760,107 Net loss per share attributable to common stockholders Basic $ (0.84 ) $ (2.32 ) $ (0.98 ) Diluted $ (0.84 ) $ (2.32 ) $ (0.98 ) |
Summary of Anti-Dilutive Securities Excluded from Computation of Diluted EPS | The following table summarizes our weighted average outstanding common stock equivalents that were anti-dilutive attributable to common stockholders during the periods, and therefore excluded from the computation of diluted EPS: For the Year For the Year For the Year Stock options 2,977,550 5,322,266 7,637,005 Restricted stock and restricted stock units 1,429,816 715,504 537,266 Warrants — — 7,326,884 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
Consolidated Net Income (Loss) | Although we exclude these amounts from segment Adjusted EBITDA, they are included in reported consolidated net loss and are included in the reconciliation below. (in thousands) Year Ended December 31, Education Trade Corporate/ 2017 Net sales $ 1,222,971 $ 184,540 $ — Segment Adjusted EBITDA 253,600 16,060 (50,658 ) 2016 Net sales $ 1,207,070 $ 165,615 $ — Segment Adjusted EBITDA 225,672 6,255 (48,506 ) 2015 Net sales $ 1,251,122 $ 164,937 $ — Segment Adjusted EBITDA 269,386 7,703 (42,110 ) |
Consolidated Statements of Operations | Reconciliation of Adjusted EBITDA to the consolidated statements of operations is as follows: (in thousands) Years Ended December 31, 2017 2016 2015 Total Segment Adjusted EBITDA $ 219,002 $ 183,421 $ 234,979 Interest expense (42,805 ) (39,181 ) (32,254 ) Interest income 1,338 518 209 Depreciation expense (75,494 ) (79,825 ) (72,639 ) Amortization expense (203,024 ) (218,344 ) (223,551 ) Non-cash (10,828 ) (10,567 ) (12,452 ) Non-cash 1,366 (614 ) (2,362 ) Non-cash (3,980 ) (139,205 ) — Purchase accounting adjustments — (5,116 ) (7,487 ) Fees, expenses or charges for equity offerings, debt or acquisitions (1,464 ) (1,123 ) (25,562 ) 2017 Restructuring Plan (40,653 ) — — Restructuring/Integration — (14,364 ) (4,572 ) Severance, separation costs and facility closures (713 ) (15,650 ) (4,767 ) Loss on extinguishment of debt — — (3,051 ) Legal reimbursement (settlement) 3,633 (10,000 ) — Loss from operations before taxes (153,622 ) (350,050 ) (153,509 ) Provision (benefit) for income taxes (50,435 ) (65,492 ) (19,640 ) Net loss $ (103,187 ) $ (284,558 ) $ (133,869 ) |
Segment Information | Segment information as of December 31, 2017 and 2016 is as follows: (in thousands) 2017 2016 Total assets—Education segment $ 2,121,647 $ 2,206,309 Total assets—Trade Publishing segment 173,395 183,356 Total assets—Corporate and Other 268,549 341,806 Total consolidated assets $ 2,563,591 $ 2,731,471 |
Schedule of Long-Lived Assets | The following represents long-lived assets (property, plant, and equipment) outside of the United States, which are substantially in Ireland. All other long-lived assets are located in the United States. (in thousands) 2017 2016 Long-lived assets—International $ 7,593 $ 498 |
Schedule of Net Sales by Geographic Region | The following is a schedule of net sales by geographic region: (in thousands) Year Ended December 31, 2017 Net sales—U.S. $ 1,335,438 Net sales—International 72,073 Total net sales $ 1,407,511 Year Ended December 31, 2016 Net sales—U.S. $ 1,284,562 Net sales—International 88,123 Total net sales $ 1,372,685 Year Ended December 31, 2015 Net sales—U.S. $ 1,337,897 Net sales—International 78,162 Total net sales $ 1,416,059 |
Valuation and Qualifying Acco44
Valuation and Qualifying Accounts (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Valuation and Qualifying Accounts [Abstract] | |
Valuation and Qualifying Accounts | Balance at Net Charges Utilization of Balance at 2017 Allowance for doubtful accounts $ 3,576 $ 400 $ (1,378 ) $ 2,598 Reserve for returns 18,971 43,688 (41,673 ) 20,986 Reserve for royalty advances 85,562 18,116 (36 ) 103,642 Deferred tax valuation allowance 759,887 (187,480 ) (754 ) 571,653 2016 Allowance for doubtful accounts $ 8,459 $ 734 $ (5,617 ) $ 3,576 Reserve for returns 24,288 54,059 (59,376 ) 18,971 Reserve for royalty advances 70,014 16,270 (722 ) 85,562 Deferred tax valuation allowance 664,730 98,949 (3,792 ) 759,887 2015 Allowance for doubtful accounts $ 5,625 $ 4,109 $ (1,275 ) $ 8,459 Reserve for returns 22,159 67,764 (65,636 ) 24,288 Reserve for royalty advances 55,000 15,240 (226 ) 70,014 Deferred tax valuation allowance 550,660 116,935 (2,865 ) 664,730 |
Quarterly Results of Operatio45
Quarterly Results of Operations (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Results of Operations | Three Months Ended March 31, June 30, September 30, December 31, 2017: Net sales $ 221,917 $ 393,051 $ 532,040 $ 260,503 Gross profit 73,406 176,733 277,602 89,692 Operating income (loss) (96,103 ) (31,166 ) 90,210 (76,462 ) Net income (loss) (120,658 ) (46,867 ) 90,506 (26,168 ) Net income (loss) per share attributable to common stockholders Basic $ (0.98 ) $ (0.38 ) $ 0.74 $ (0.21 ) Diluted $ (0.98 ) $ (0.38 ) $ 0.73 $ (0.21 ) 2016: Net sales $ 205,816 $ 392,042 $ 533,021 $ 241,806 Gross profit 54,224 172,848 278,368 64,936 Operating income (loss) (122,204 ) (21,152 ) 83,371 (250,788 ) Net income (loss) (165,148 ) (28,391 ) 90,022 (181,041 ) Net income (loss) per share attributable to common stockholders Basic $ (1.34 ) $ (0.23 ) $ 0.74 $ (1.48 ) Diluted $ (1.34 ) $ (0.23 ) $ 0.73 $ (1.48 ) |
Basis of Presentation - Additio
Basis of Presentation - Additional Information (Detail) Student in Millions | 3 Months Ended | 12 Months Ended | |||||
Sep. 30, 2017 | Jun. 30, 2017 | Sep. 30, 2016 | Jun. 30, 2016 | Sep. 30, 2015 | Jun. 30, 2015 | Dec. 31, 2017StudentCountry | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||
Services provided, number of students | Student | 50 | ||||||
Services provided, number of countries | Country | 150 | ||||||
Seasonal Concentration Risk [Member] | Consolidated Net Sales [Member] | |||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||
Consolidated net sales, realized percentage | 67.00% | 67.00% | 67.00% | 67.00% | 67.00% | 67.00% | |
Seasonal Concentration Risk [Member] | Consolidated Net Sales [Member] | Education [Member] | |||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||
Consolidated net sales, realized percentage | 87.00% |
Significant Accounting Polici47
Significant Accounting Policies - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Significant Accounting Policies [Line Items] | |||
Advertising costs | $ 12,600,000 | $ 11,200,000 | $ 9,100,000 |
Cash and cash equivalents, maturity period | Three months or less | ||
Short-term investments, maturity period | Between three and twelve months | ||
Impaired amount of software development costs | $ 0 | 0 | 0 |
Impairment charges | 3,980,000 | 139,205,000 | |
Goodwill impairment | 0 | 0 | 0 |
Impairment of goodwill and indefinite-lived intangible assets | 0 | 0 | |
Net change in unrealized gain (loss) on derivative financial instruments | 4,948,000 | (2,467,000) | (3,641,000) |
Interest Rate Hedging [Member] | |||
Significant Accounting Policies [Line Items] | |||
Net change in unrealized gain (loss) on derivative financial instruments | 4,900,000 | (2,500,000) | (3,600,000) |
Total hedge liability included within long-term other liabilities | $ 1,200,000 | 6,100,000 | |
Minimum [Member] | |||
Significant Accounting Policies [Line Items] | |||
Acquired publication rights and customer-related intangibles, amortization period | 3 years | ||
Percentage of tax benefits recognized upon settlement | 50.00% | ||
Maximum [Member] | |||
Significant Accounting Policies [Line Items] | |||
Acquired publication rights and customer-related intangibles, amortization period | 20 years | ||
Goodwill And Other Assets [Member] | |||
Significant Accounting Policies [Line Items] | |||
Impairment charges | $ 0 | 139,200,000 | 0 |
Pre-publication Costs [Member] | |||
Significant Accounting Policies [Line Items] | |||
Amortization expense for pre-publication cost, year 1 | 33.00% | ||
Amortization expense for pre-publication cost, year 2 | 27.00% | ||
Amortization expense for pre-publication cost, year 3 | 20.00% | ||
Amortization expense for pre-publication cost, year 4 | 13.00% | ||
Amortization expense for pre-publication cost, year 5 | 7.00% | ||
Amortization period of acquisition costs | 7 years | ||
Amortization of intangible assets, cost of sales | $ 126,000,000 | 130,200,000 | 120,500,000 |
Impairment charges | $ 4,000,000 | $ 0 | $ 0 |
Significant Accounting Polici48
Significant Accounting Policies - Summary of Estimated Useful Lives of Property, Plant, and Equipment (Detail) | 12 Months Ended |
Dec. 31, 2017 | |
Building and Building Equipment [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment, estimated useful life | 10 years |
Building and Building Equipment [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment, estimated useful life | 35 years |
Machinery and Equipment [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment, estimated useful life | 2 years |
Machinery and Equipment [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment, estimated useful life | 15 years |
Capitalized Software [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment, estimated useful life | 3 years |
Capitalized Software [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment, estimated useful life | 5 years |
Leasehold Improvements [Member] | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment, estimated useful life | Lesser of useful life or lease term |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Detail) $ in Thousands | May 29, 2015USD ($) | Apr. 23, 2015Subsidiaries | Dec. 31, 2017USD ($) | Sep. 30, 2017USD ($) | Jun. 30, 2017USD ($) | Mar. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Sep. 30, 2016USD ($) | Jun. 30, 2016USD ($) | Mar. 31, 2016USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) |
Business Acquisition [Line Items] | |||||||||||||
Transaction cost related to acquisition | $ 5,200 | ||||||||||||
Net sales | $ 260,503 | $ 532,040 | $ 393,051 | $ 221,917 | $ 241,806 | $ 533,021 | $ 392,042 | $ 205,816 | $ 1,407,511 | $ 1,372,685 | 1,416,059 | ||
EdTech [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Business acquisition, purchase price | $ 574,800 | ||||||||||||
Business acquisition, date of acquisition agreement | Apr. 23, 2015 | ||||||||||||
Net sales | 142,200 | ||||||||||||
Operating income attributable | $ 25,900 | ||||||||||||
Scholastic Corporation [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Number of subsidiaries assets including stock acquired | Subsidiaries | 2 |
Acquisitions - Summary of Conso
Acquisitions - Summary of Consolidated Results of Operations (Detail) - EdTech [Member] $ in Thousands | 12 Months Ended |
Dec. 31, 2015USD ($) | |
Condensed Income Statements, Captions [Line Items] | |
Net sales | $ 1,486,810 |
Net loss | $ (144,830) |
Balance Sheet Information - Sum
Balance Sheet Information - Summary of Gross Unrealized Losses and Market Value of Available for Sale Securities (Detail) - Short-term Investments [Member] - U.S. Government and Agency Securities [Member] - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized cost | $ 86,467 | $ 80,784 |
Unrealized gains | 91 | |
Unrealized losses | (18) | (34) |
Estimated fair value | $ 86,449 | $ 80,841 |
Balance Sheet Information - Acc
Balance Sheet Information - Accounts Receivable (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Accounts Receivable [Line Items] | ||
Accounts receivable | $ 224,664 | $ 238,553 |
Accounts Receivable, Net, Total | 201,080 | 216,006 |
Allowance for Bad Debt [Member] | ||
Accounts Receivable [Line Items] | ||
Allowance for bad debt | (2,598) | (3,576) |
Reserve for Book Returns [Member] | ||
Accounts Receivable [Line Items] | ||
Allowance for bad debt | $ (20,986) | $ (18,971) |
Balance Sheet Information - Add
Balance Sheet Information - Additional Information (Detail) | Dec. 31, 2017USD ($)Customer | Dec. 31, 2016USD ($)Customer | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) |
Balance Sheet Details [Line Items] | |||||
Depreciation | $ 75,494,000 | $ 79,825,000 | $ 72,639,000 | ||
Property, plant, and equipment acquired under capital lease agreements | $ 6,900,000 | $ 6,900,000 | 6,900,000 | 6,900,000 | |
Future minimum lease payment due under non-cancelable capital lease | $ 0 | 0 | |||
Customer Concentration Risk [Member] | Individual [Member] | |||||
Balance Sheet Details [Line Items] | |||||
Concentration risk, number of major customers | Customer | 1 | 0 | |||
Accounts Receivable [Member] | Customer Concentration Risk [Member] | |||||
Balance Sheet Details [Line Items] | |||||
Concentration Risk, percentage | 10.00% | 10.00% | |||
Property, Plant, and Equipment [Member] | |||||
Balance Sheet Details [Line Items] | |||||
Depreciation | $ 75,500,000 | $ 79,800,000 | $ 72,600,000 |
Balance Sheet Information - Sch
Balance Sheet Information - Schedule of Inventories (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Inventory Disclosure [Abstract] | ||
Finished goods | $ 145,875 | $ 157,925 |
Raw materials | 8,769 | 4,490 |
Inventories | $ 154,644 | $ 162,415 |
Balance Sheet Information - Bal
Balance Sheet Information - Balances of Major Classes of Assets and Accumulated Depreciation and Amortization (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Offsetting [Abstract] | |||
Land and land improvements | $ 4,923 | $ 4,923 | |
Building and building equipment | 9,867 | 9,867 | |
Machinery and equipment | 31,843 | 23,339 | |
Capitalized software | 539,517 | 497,803 | |
Leasehold improvements | 23,652 | 27,196 | |
Property, Plant and Equipment, Gross, Total | 609,802 | 563,128 | |
Less: Accumulated depreciation and amortization | (455,896) | (387,926) | |
Property, plant, and equipment, net | $ 153,906 | $ 175,202 | $ 175,202 |
Goodwill and Other Intangible56
Goodwill and Other Intangible Assets - Schedule of Goodwill and Other Intangible Assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Finite-Lived Intangible Assets [Line Items] | ||
Cost | $ 1,979,770 | $ 1,977,770 |
Accumulated Amortization | (1,369,107) | (1,292,121) |
Total | 610,663 | 685,649 |
Goodwill | 783,073 | 783,073 |
Trademarks and Trade Names [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Trademarks and tradenames indefinite-lived | 161,000 | 161,000 |
Trademarks and Trade Names [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 194,130 | 194,130 |
Accumulated Amortization | (19,101) | (6,961) |
Total | 175,029 | 187,169 |
Publishing Rights [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 1,180,000 | 1,180,000 |
Accumulated Amortization | (1,078,156) | (1,031,918) |
Total | 101,844 | 148,082 |
Customer Related and Other [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 444,640 | 442,640 |
Accumulated Amortization | (271,850) | (253,242) |
Total | $ 172,790 | $ 189,398 |
Goodwill and Other Intangible57
Goodwill and Other Intangible Assets - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Finite-Lived Intangible Assets [Line Items] | |||
Changes in carrying amount of goodwill | $ 0 | ||
Impairment charges | 3,980,000 | $ 139,205,000 | |
Goodwill impairment | 0 | 0 | $ 0 |
Amortization expense | 46,238,000 | 61,351,000 | 81,007,000 |
Intangible asset recorded on acquisition of remaining intellectual property rights to certain educational content | 2,000,000 | ||
Trademarks and Trade Names [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Indefinite-lived intangible assets transferred to definite-lived | 139,400,000 | ||
Goodwill And Other Assets [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Impairment charges | 0 | 139,200,000 | 0 |
Trademarks and Trade Names [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Amortization expense | 9,600,000 | 2,400,000 | |
Impairment of intangible assets | 139,200,000 | ||
Other Intangible Assets [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Impairment charges | 139,205,000 | ||
Amortization expense | 77,000,000 | 88,100,000 | $ 103,000,000 |
Impairment of intangible assets | $ 0 | $ 139,200,000 |
Goodwill and Other Intangible58
Goodwill and Other Intangible Assets - Estimated Aggregate Amortization Expense (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Trademarks and Trade Names [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
2,018 | $ 12,362 | |
2,019 | 12,362 | |
2,020 | 12,362 | |
2,021 | 12,362 | |
2,022 | 12,362 | |
Thereafter | 113,219 | |
Total | 175,029 | $ 187,169 |
Pre-publication Costs [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
2,018 | 34,713 | |
2,019 | 26,557 | |
2,020 | 20,056 | |
2,021 | 11,642 | |
2,022 | 7,569 | |
Thereafter | 1,307 | |
Total | 101,844 | |
Other Intangible Assets [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
2,018 | 16,059 | |
2,019 | 13,444 | |
2,020 | 9,594 | |
2,021 | 9,320 | |
2,022 | 9,119 | |
Thereafter | 115,254 | |
Total | $ 172,790 |
Debt - Long-Term Debt (Detail)
Debt - Long-Term Debt (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||
Long term debt | $ 780,000 | |
Less: Current portion of long-term debt | 8,000 | $ 8,000 |
Total long-term debt, net of discount and issuance costs | 760,194 | 764,738 |
Term Loan Due May 29, 2021 [Member] | Term Loan [Member] | ||
Debt Instrument [Line Items] | ||
Long term debt | $ 768,194 | $ 772,738 |
Debt - Long-Term Debt (Parenthe
Debt - Long-Term Debt (Parenthetical) (Detail) - Term Loan Due May 29, 2021 [Member] - Term Loan [Member] - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | May 29, 2015 | May 28, 2015 | |
Debt Instrument [Line Items] | |||
Term loan, face amount | $ 800,000 | $ 800,000 | $ 250,000 |
Term loan, due date | May 29, 2021 |
Debt - Long - Term Debt Repayme
Debt - Long - Term Debt Repayments Due (Detail) $ in Thousands | Dec. 31, 2017USD ($) |
Equity Method Investments And Cost Method Investments [Abstract] | |
2,018 | $ 8,000 |
2,019 | 8,000 |
2,020 | 8,000 |
2,021 | 756,000 |
Long term debt | $ 780,000 |
Debt - Additional Information (
Debt - Additional Information (Detail) | Jul. 22, 2015USD ($) | May 29, 2015USD ($) | Mar. 29, 2015USD ($) | Mar. 05, 2015USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Aug. 17, 2015USD ($) | May 28, 2015USD ($) |
Debt Instrument [Line Items] | |||||||||
Principal Payment, amount | $ 63,600,000 | ||||||||
Principal payment date | Mar. 5, 2015 | ||||||||
Loss on extinguishment of debt | $ (3,051,000) | ||||||||
Net change in unrealized gain (loss) on derivative financial instruments | $ 4,948,000 | $ (2,467,000) | (3,641,000) | ||||||
Financial covenants, description | As of December 31, 2017, the minimum fixed charge coverage ratio covenant under our revolving credit facility was not applicable, due to our level of borrowing availability. The minimum fixed charge coverage ratio, which is only tested in limited situations, is 1.0 to 1.0 through the end of the facility. | ||||||||
Term Loan [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Deferred financing costs | 2,000,000 | ||||||||
Term Loan [Member] | Term Loan Due May 29, 2021 [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Term loan, face amount | $ 800,000,000 | $ 800,000,000 | $ 250,000,000 | ||||||
Term loan, outstanding amount | $ 178,900,000 | ||||||||
Term loan, due date | May 29, 2021 | ||||||||
Amount to be repaid quarterly | $ 2,000,000 | ||||||||
Repayment frequency | Quarterly | ||||||||
Repayment terms | The term loan facility may be prepaid, in whole or in part, at any time, without premium. The term loan facility is required to be repaid in quarterly installments of $2.0 million. | ||||||||
Percentage of outstanding borrowing commitment issued as discount | 0.50% | ||||||||
Debt instrument effective rate | 4.60% | ||||||||
Term Loan [Member] | Term Loan Due May 21, 2018 [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Term loan, face amount | $ 250,000,000 | ||||||||
Deferred financing costs | 13,600,000 | ||||||||
Repayment of term loan | $ 178,900,000 | ||||||||
Loss on extinguishment of debt | $ (2,200,000) | ||||||||
Third party fee | 15,600,000 | ||||||||
Expense relating to third party transaction fees | 2,000,000 | ||||||||
Interest Rate Hedging [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Aggregate notional amount of derivative instruments | $ 400,000,000 | ||||||||
Aggregate notional amount outstanding interest rate | 400,000,000 | ||||||||
Net change in unrealized gain (loss) on derivative financial instruments | 4,900,000 | (2,500,000) | $ (3,600,000) | ||||||
Total hedge liability included within long-term other liabilities | $ 1,200,000 | $ 6,100,000 | |||||||
Derivative contracts maturity date | Jul. 22, 2020 | ||||||||
Minimum [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Fixed charge coverage ratio | 1 | ||||||||
Revolving Credit Facility [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Loss on extinguishment of debt | $ (900,000) | ||||||||
Third party fee | $ 1,600,000 | ||||||||
London Interbank Offered Rate (LIBOR) [Member] | Term Loan [Member] | Term Loan Due May 29, 2021 [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument basis spread | 3.00% | ||||||||
London Interbank Offered Rate (LIBOR) [Member] | Minimum [Member] | Term Loan [Member] | Term Loan Due May 29, 2021 [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt instrument basis spread | 1.00% | ||||||||
Revolving Credit Facility [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Revolving Credit Facility | $ 250,000,000 | $ 0 | |||||||
Revolving Credit Facility [Member] | Minimum [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Fixed charge coverage ratio | 1 | ||||||||
Revolving Credit Facility [Member] | Subfacility [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Revolving Credit Facility | $ 100,000,000 | ||||||||
Revolving Credit Facility [Member] | Subfacility [Member] | Letter Of Credit Subfacility [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Revolving Credit Facility, current capacity | 50,000,000 | ||||||||
Revolving Credit Facility [Member] | Subfacility [Member] | Swingline [Member] | |||||||||
Debt Instrument [Line Items] | |||||||||
Revolving Credit Facility, current capacity | $ 20,000,000 |
Restructuring, Severance and 63
Restructuring, Severance and Other Charges - Additional Information (Detail) - USD ($) $ in Thousands | 10 Months Ended | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring costs | $ 14,364 | $ 4,572 | ||
Payments for severance cost and office space no longer utilized | $ 10,094 | 11,335 | 8,382 | |
Severance/restructuring expense | $ 41,053 | 40,653 | ||
Severance and other charges | 6,926 | 6,926 | 8,863 | |
2017 Restructuring Plan [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring costs | 30,500 | |||
Payments for severance cost and office space no longer utilized | 20,884 | |||
Severance/restructuring expense | 30,486 | |||
2017 Restructuring Plan [Member] | Severance and Termination Benefits [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring costs | 16,200 | |||
2017 Restructuring Plan [Member] | Implementation of Strategy and Real Estate Consolidation Costs [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring costs | 14,300 | |||
2017 Restructuring Plan [Member] | Minimum [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Expected total charges | 45,000 | 45,000 | 41,000 | |
Charges estimated to result in future cash outlays | (35,000) | (32,000) | ||
2017 Restructuring Plan [Member] | Maximum [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Expected total charges | $ 49,000 | 49,000 | 45,000 | |
Charges estimated to result in future cash outlays | (39,000) | (36,000) | ||
Severance Costs [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Payments for severance cost and office space no longer utilized | 6,965 | 7,388 | 4,154 | |
Severance/restructuring expense | 900 | 12,400 | 4,300 | |
Other Accruals [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Payments for severance cost and office space no longer utilized | 3,129 | 3,947 | 4,228 | |
Severance/restructuring expense | $ 200 | $ 3,300 | $ 400 |
Restructuring, Severance and 64
Restructuring, Severance and Other Charges - Summary of Total Costs (Detail) - USD ($) $ in Thousands | 10 Months Ended | 12 Months Ended |
Dec. 31, 2017 | Dec. 31, 2017 | |
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | $ 41,053 | $ 40,653 |
Severance and Termination Benefits [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 16,206 | 16,206 |
Office Space Consolidation [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | 7,857 | 7,857 |
Implementation and Impairment [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring charges | $ 16,990 | $ 16,590 |
Restructuring, Severance and 65
Restructuring, Severance and Other Charges - Summary of Total Costs (Parenthetical) (Detail) - 2017 Restructuring Plan [Member] $ in Millions | 12 Months Ended |
Dec. 31, 2017USD ($)Location | |
Restructuring Cost and Reserve [Line Items] | |
Write-off of property, plant, and equipment-restructuring | $ 1 |
Accruals related to vacating office space | $ 6.8 |
Number of locations vacated | Location | 3 |
Impairment charge for property, plant, and equipment-restructuring | $ 9.1 |
Restructuring, Severance and 66
Restructuring, Severance and Other Charges - Summary of Restructuring Liabilities Comprised of Accruals for Termination Benefits and Office Space Consolidation (Detail) - USD ($) $ in Thousands | 10 Months Ended | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Condensed Comprehensive Income [Line Items] | ||||
Severance/restructuring and other accruals, Beginning balance | $ 11,021 | $ 6,706 | $ 10,321 | |
Charges | $ 41,053 | 40,653 | ||
Cash payments | (10,094) | (11,335) | (8,382) | |
Severance/restructuring and other accruals, Ending balance | 1,640 | 1,640 | $ 11,021 | $ 6,706 |
Severance and Termination Benefits [Member] | ||||
Condensed Comprehensive Income [Line Items] | ||||
Charges | 16,206 | 16,206 | ||
Office Space Consolidation [Member] | ||||
Condensed Comprehensive Income [Line Items] | ||||
Charges | 7,857 | 7,857 | ||
Implementation and Impairment [Member] | ||||
Condensed Comprehensive Income [Line Items] | ||||
Charges | 16,990 | 16,590 | ||
2017 Restructuring Plan [Member] | ||||
Condensed Comprehensive Income [Line Items] | ||||
Charges | 30,486 | |||
Cash payments | (20,884) | |||
Severance/restructuring and other accruals, Ending balance | 9,602 | 9,602 | ||
2017 Restructuring Plan [Member] | Severance and Termination Benefits [Member] | ||||
Condensed Comprehensive Income [Line Items] | ||||
Charges | 16,206 | |||
Cash payments | (11,900) | |||
Severance/restructuring and other accruals, Ending balance | 4,306 | 4,306 | ||
2017 Restructuring Plan [Member] | Office Space Consolidation [Member] | ||||
Condensed Comprehensive Income [Line Items] | ||||
Charges | 6,808 | |||
Cash payments | (1,512) | |||
Severance/restructuring and other accruals, Ending balance | $ 5,296 | 5,296 | ||
2017 Restructuring Plan [Member] | Implementation and Impairment [Member] | ||||
Condensed Comprehensive Income [Line Items] | ||||
Charges | 7,472 | |||
Cash payments | $ (7,472) |
Restructuring, Severance and 67
Restructuring, Severance and Other Charges - Summary of Estimates of Costs (Detail) - 2017 Restructuring Plan [Member] - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Minimum [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Estimated restructuring charges | $ 45,000 | $ 41,000 |
Maximum [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Estimated restructuring charges | 49,000 | $ 45,000 |
Severance and Termination Benefits [Member] | Minimum [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Estimated restructuring charges | 15,000 | |
Severance and Termination Benefits [Member] | Maximum [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Estimated restructuring charges | 16,500 | |
Office Space Consolidation [Member] | Minimum [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Estimated restructuring charges | 13,000 | |
Office Space Consolidation [Member] | Maximum [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Estimated restructuring charges | 15,000 | |
Implementation and Impairment [Member] | Minimum [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Estimated restructuring charges | 17,000 | |
Implementation and Impairment [Member] | Maximum [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Estimated restructuring charges | $ 17,500 |
Restructuring, Severance and 68
Restructuring, Severance and Other Charges - Components of Severance/Restructuring and Other Charges (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Restructuring Cost and Reserve [Line Items] | |||
Severance/restructuring and other accruals, Beginning balance | $ 11,021 | $ 6,706 | $ 10,321 |
Severance/other expense | 713 | 15,650 | 4,767 |
Cash payments | (10,094) | (11,335) | (8,382) |
Severance/restructuring and other accruals, Ending balance | 1,640 | 11,021 | 6,706 |
Severance Costs [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Severance/restructuring and other accruals, Beginning balance | 6,417 | 1,455 | 1,271 |
Severance/other expense | 889 | 12,350 | 4,338 |
Cash payments | (6,965) | (7,388) | (4,154) |
Severance/restructuring and other accruals, Ending balance | 341 | 6,417 | 1,455 |
Other Accruals [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Severance/restructuring and other accruals, Beginning balance | 4,604 | 5,251 | 9,050 |
Severance/other expense | (176) | 3,300 | 429 |
Cash payments | (3,129) | (3,947) | (4,228) |
Severance/restructuring and other accruals, Ending balance | $ 1,299 | $ 4,604 | $ 5,251 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | Jan. 01, 2013 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Income Taxes [Line Items] | |||||
Statutory rate | 35.00% | 35.00% | 35.00% | ||
Net operating losses carryforward limitation percentage | 80.00% | ||||
Tax Cuts and Jobs Act, income tax benefit | $ 71,900 | ||||
Income tax benefit from revaluation of net deferred tax liability | 31,500 | ||||
Income tax benefit from release of valuation allowance against net deferred tax assets | $ 40,400 | ||||
Net interest expense deductibility limitation | 30.00% | ||||
Tax on certain foreign earnings, minimum percentage of foreign subsidiaries tangible assets | 10.00% | ||||
Unrecognized tax benefits (excluding interest and penalties) | $ 200 | $ 900 | |||
Accrued interest and penalties | 20 | 20 | |||
Interest and penalties included in provision for income taxes | $ 2 | 20 | $ 200 | ||
Cancellation of debt income | $ 1,300,000 | ||||
Loss carryforwards, description | Expire between 2033 and 2037 | ||||
Valuation allowance | $ 571,653 | 759,887 | |||
Increase (decrease) in valuation allowance | 188,200 | ||||
Other comprehensive income | 1,500 | ||||
Scenario Forecast [Member] | |||||
Income Taxes [Line Items] | |||||
Statutory rate | 21.00% | ||||
Research and Development Credit Carryforwards [Member] | |||||
Income Taxes [Line Items] | |||||
Loss carryforwards | 4,200 | ||||
State and Local Jurisdiction [Member] | |||||
Income Taxes [Line Items] | |||||
Operating loss Carry forwards | $ 11,400 | ||||
Loss carryforwards | $ 1,189,600 | ||||
Loss carryforwards, description | Expire between 2019 and 2037 | ||||
Federal Tax [Member] | |||||
Income Taxes [Line Items] | |||||
Loss carryforwards | $ 602,300 | ||||
Loss carryforwards, description | Expire between 2034 and 2037 | ||||
Foreign [Member] | |||||
Income Taxes [Line Items] | |||||
Loss carryforwards | $ 11,900 | ||||
Loss carryforwards, description | Expire between 2018 and 2027, and 2032 and 2036 | ||||
Ireland [Member] | Foreign [Member] | |||||
Income Taxes [Line Items] | |||||
Operating loss Carry forwards | $ 26,100 | ||||
Puerto Rico [Member] | Alternative Minimum Tax Credit Carryforward [Member] | |||||
Income Taxes [Line Items] | |||||
Loss carryforwards | 2,800 | ||||
Canada [Member] | State and Local Jurisdiction [Member] | |||||
Income Taxes [Line Items] | |||||
Operating loss Carry forwards | 2,200 | ||||
Canada [Member] | Foreign [Member] | |||||
Income Taxes [Line Items] | |||||
Operating loss Carry forwards | $ 1,200 |
Income Taxes - Components of Lo
Income Taxes - Components of Loss Before Taxes by Jurisdiction (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Schedule Of Components Of Income Loss Before Income Taxes [Line Items] | |||
Loss before taxes | $ (153,622) | $ (350,050) | $ (153,509) |
U.S. [Member] | |||
Schedule Of Components Of Income Loss Before Income Taxes [Line Items] | |||
Loss before taxes | (154,065) | (353,038) | (161,513) |
Foreign [Member] | |||
Schedule Of Components Of Income Loss Before Income Taxes [Line Items] | |||
Loss before taxes | $ 443 | $ 2,988 | $ 8,004 |
Income Taxes - Total Income Tax
Income Taxes - Total Income Tax by Jurisdiction (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income tax expense (benefit) | |||
Income tax expense (benefit) | $ (50,435) | $ (65,492) | $ (19,640) |
U.S. [Member] | |||
Income tax expense (benefit) | |||
Income tax expense (benefit) | (50,122) | (66,677) | (21,956) |
Foreign [Member] | |||
Income tax expense (benefit) | |||
Income tax expense (benefit) | $ (313) | $ 1,185 | $ 2,316 |
Income Taxes - Components of (B
Income Taxes - Components of (Benefit) Expense for Income Taxes Attributable to Loss from Continuing Operations (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Current | |||
Foreign | $ (259) | $ 437 | $ 1,413 |
U.S.-Federal | 92 | (9,917) | |
U.S.-State and other | (930) | 2,320 | (59,296) |
Total current | (1,189) | 2,849 | (67,800) |
Deferred | |||
Foreign | (54) | 748 | 903 |
U.S.-Federal | (54,666) | (63,422) | 28,937 |
U.S.-State and other | 5,474 | (5,667) | 18,320 |
Total deferred | (49,246) | (68,341) | 48,160 |
Income tax (benefit) expense | $ (50,435) | $ (65,492) | $ (19,640) |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Income Tax Rate Computed at Statutory Tax Rate (Detail) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Reconciliation of Effective Income Tax Rate [Line Items] | |||
Statutory rate | (35.00%) | (35.00%) | (35.00%) |
Permanent items | 4.00% | 0.80% | 1.80% |
Release/(accrual) of uncertain tax positions | 0.20% | (0.30%) | (33.60%) |
Foreign rate differential | 0.30% | (0.10%) | (0.20%) |
State and local taxes | (18.30%) | (5.90%) | (10.90%) |
State and local net operating loss re-establishment | (3.30%) | ||
Increase in valuation allowance | 72.20% | 25.90% | 71.60% |
Change in valuation allowance due to 2017 Tax Act | 49.00% | ||
Impact of federal rate change on deferred tax assets and liabilities due to 2017 Tax Act | (95.90%) | ||
Tax credits | (1.30%) | (0.80%) | (6.50%) |
Effective tax rate | (32.80%) | (18.70%) | (12.80%) |
ASU 2016-09 [Member] | |||
Reconciliation of Effective Income Tax Rate [Line Items] | |||
Adoption of 2016 Accounting Standard related to accounting changes for certain aspects of share-based payments to employees | (8.00%) |
Income Taxes - Components of Ne
Income Taxes - Components of Net Deferred Tax Assets and Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Tax assets related to | ||
Net operating loss and other carryforwards | $ 229,595 | $ 199,008 |
Returns reserve/inventory expense | 40,687 | 64,736 |
Pension benefits | 6,977 | 12,184 |
Postretirement benefits | 6,285 | 9,988 |
Deferred interest | 280,246 | 428,346 |
Deferred revenue | 122,192 | 182,051 |
Stock-based compensation | 3,992 | 7,808 |
Deferred compensation | 5,872 | 4,557 |
Other, net | 8,875 | 12,127 |
Valuation allowance | (571,653) | (759,887) |
Deferred assets | 133,068 | 160,918 |
Tax liabilities related to | ||
Indefinite-lived intangible assets | (62,593) | (71,380) |
Definite-lived intangible assets | (45,644) | (82,225) |
Depreciation and amortization expense | (43,426) | (75,236) |
Other, net | (81) | |
Deferred liabilities | (151,744) | (228,841) |
Net deferred tax liabilities | $ (18,676) | $ (67,923) |
Income Taxes - Components of 75
Income Taxes - Components of Net Deferred Tax Assets and Liabilities (Parenthetical) (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Schedule of Deferred Tax Assets and Liabilities [Line Items] | |||
Income tax benefit | $ (50,435,000) | $ (65,492,000) | $ (19,640,000) |
Gross deferred interest deductions | 1,042,100,000 | $ 1,079,000,000 | |
Foreign deferred tax assets | 3,600,000 | ||
ASU 2016-09 [Member] | |||
Schedule of Deferred Tax Assets and Liabilities [Line Items] | |||
Previously unrecorded additional paid-in capital net operating losses | 12,300,000 | ||
Income tax benefit | $ 0 |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Assets and Liabilities Reflected on Consolidated Balance Sheet (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Income Tax Disclosure [Abstract] | ||
Non-current deferred tax assets | $ 3,593 | $ 3,458 |
Non-current deferred tax liabilities | (22,269) | (71,381) |
Net deferred tax liabilities | $ (18,676) | $ (67,923) |
Income Taxes - Reconciliation77
Income Taxes - Reconciliation of Gross Amount of Unrecognized Tax Benefits (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Beginning balance | $ 15,508 | $ 16,311 | $ 78,634 |
Reductions based on tax positions related to the prior year | (855) | (62,323) | |
Additions based on tax positions related to the current year | 52 | ||
Additions based on tax positions related to the prior year | 172 | ||
Ending balance | $ 15,680 | $ 15,508 | $ 16,311 |
Retirement and Postretirement78
Retirement and Postretirement Benefit Plans - Summary of Accumulated Benefit Obligations ("ABO"), Change in Projected Benefit Obligation ("PBO"), and Funded Status of our Plans (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Change in PBO | |||
APBO at beginning of period | $ 24,012 | $ 25,567 | |
Interest cost on PBO | 771 | 876 | |
Actuarial loss | (1,248) | (1,131) | |
Benefits paid | (1,855) | (2,310) | |
APBO at end of period | 21,903 | 24,012 | $ 25,567 |
Change in plan assets | |||
Fair market value at beginning of period | 148,344 | ||
Company contribution | 1,766 | 2,057 | |
Benefits paid | (1,855) | (2,310) | |
Fair market value at end of period | 152,311 | 148,344 | |
Unfunded status | (21,903) | (24,012) | |
Pension Plans [Member] | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
ABO at end of period | 176,444 | 177,300 | |
Change in PBO | |||
APBO at beginning of period | 177,300 | 174,110 | |
Interest cost on PBO | 5,528 | 5,224 | 6,719 |
Actuarial loss | 6,206 | 7,521 | |
Benefits paid | (12,590) | (9,555) | |
APBO at end of period | 176,444 | 177,300 | 174,110 |
Change in plan assets | |||
Fair market value at beginning of period | 148,344 | 150,384 | |
Actual return | 16,477 | 7,408 | |
Company contribution | 80 | 107 | |
Benefits paid | (12,590) | (9,555) | |
Fair market value at end of period | 152,311 | 148,344 | $ 150,384 |
Unfunded status | $ (24,133) | $ (28,956) |
Retirement and Postretirement79
Retirement and Postretirement Benefit Plans - Amounts Recognized in Consolidated Balance Sheets (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Retirement Benefits [Abstract] | ||
Noncurrent liabilities | $ (24,133) | $ (28,956) |
Retirement and Postretirement80
Retirement and Postretirement Benefit Plans - Additional Year-End Information for Pension Plans with ABO in Excess of Plan Assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Fair value of plan assets | $ 152,311 | $ 148,344 |
Projected Benefit Obligation [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
PBO | 176,444 | 177,300 |
Accumulated Benefit Obligation [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
ABO | $ 176,444 | $ 177,300 |
Retirement and Postretirement81
Retirement and Postretirement Benefit Plans - Weighted Average Assumptions used to Determine Benefit Obligations (Detail) - Pension Plans [Member] | Dec. 31, 2017 | Dec. 31, 2016 |
Defined Benefit Plan Disclosure [Line Items] | ||
Discount rate | 3.60% | 4.00% |
Increase in future compensation | 0.00% | 0.00% |
Retirement and Postretirement82
Retirement and Postretirement Benefit Plans - Net Periodic Benefit Cost Components (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Service cost | $ 134 | $ 163 | |
Interest cost on APBO | 771 | 876 | |
Amortization of net loss | 700 | (500) | $ (1,200) |
Pension Plans [Member] | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Interest cost on APBO | 5,528 | 5,224 | 6,719 |
Expected return on plan assets | (9,263) | (9,150) | (9,756) |
Amortization of net loss | 804 | 50 | 330 |
Net pension expense recognized for the period | (2,931) | (3,876) | (2,707) |
Other Post Retirement Plans [Member] | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Service cost | 134 | 163 | 205 |
Interest cost on APBO | 771 | 876 | 1,081 |
Amortization of unrecognized prior service cost | (1,339) | (1,339) | (1,381) |
Amortization of net loss | 13 | 86 | 220 |
Net periodic postretirement benefit (income) expense | $ (421) | $ (214) | $ 125 |
Retirement and Postretirement83
Retirement and Postretirement Benefit Plans - Significant Actuarial Assumptions used to Determine Net Periodic Pension Cost (Detail) - Pension Plans [Member] | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Discount rate | 4.00% | 4.30% | 3.80% |
Increase in future compensation | 0.00% | 0.00% | 0.00% |
Expected long-term rate of return on assets | 6.30% | 6.30% | 6.30% |
Retirement and Postretirement84
Retirement and Postretirement Benefit Plans - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Compensation And Retirement Disclosure [Line Items] | |||
Defined benefit plan qualifying age | 55 years | ||
Defined benefit plan service period | 5 years | ||
Defined benefit plan contributions by plan participants, percentage | 50.00% | ||
Contribution expense | $ 8,000,000 | $ 7,700,000 | $ 6,900,000 |
Discretionary contributions | $ 0 | $ 0 | $ 0 |
Maximum [Member] | |||
Compensation And Retirement Disclosure [Line Items] | |||
Defined benefit plan contributions by employer, percentage | 3.00% | ||
Pension Plans [Member] | |||
Compensation And Retirement Disclosure [Line Items] | |||
Long-term rate of return | 6.30% | 6.30% | 6.30% |
Defined benefit plan expected contributions | $ 0 | ||
Pension Plans [Member] | Equity Securities [Member] | |||
Compensation And Retirement Disclosure [Line Items] | |||
Current targeted asset allocation | 34.00% | ||
Pension Plans [Member] | Fixed Income Securities [Member] | |||
Compensation And Retirement Disclosure [Line Items] | |||
Current targeted asset allocation | 56.00% | ||
Pension Plans [Member] | Real-estate Investments Trust Managers [Member] | |||
Compensation And Retirement Disclosure [Line Items] | |||
Current targeted asset allocation | 4.00% | ||
Pension Plans [Member] | Hedge Fund [Member] | |||
Compensation And Retirement Disclosure [Line Items] | |||
Current targeted asset allocation | 5.50% | ||
Other Post Retirement Plans [Member] | |||
Compensation And Retirement Disclosure [Line Items] | |||
Defined benefit plan expected contributions | $ 1,600,000 |
Retirement and Postretirement85
Retirement and Postretirement Benefit Plans - Summary of Assets Percentage Invested by Class (Detail) | Dec. 31, 2017 | Dec. 31, 2016 |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Percentage of assets invested in each asset class | 100.00% | 100.00% |
Equity Securities [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Percentage of assets invested in each asset class | 32.90% | 32.90% |
Fixed Income Securities [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Percentage of assets invested in each asset class | 55.30% | 53.60% |
Real Estate [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Percentage of assets invested in each asset class | 6.50% | 6.40% |
Other [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Percentage of assets invested in each asset class | 5.30% | 7.10% |
Retirement and Postretirement86
Retirement and Postretirement Benefit Plans - Summary of Fair Value of Pension Plan Assets by Asset Category (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Defined benefit plan asset | $ 152,311 | $ 148,344 |
Cash and Cash Equivalents [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Defined benefit plan asset | 835 | 862 |
U.S. Equity [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Defined benefit plan asset | 29,749 | 30,727 |
Non-U.S. Equity [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Defined benefit plan asset | 14,306 | 12,797 |
Emerging Markets Equity [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Defined benefit plan asset | 6,004 | 5,311 |
Government Bonds [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Defined benefit plan asset | 24,203 | 19,511 |
Corporate Bonds [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Defined benefit plan asset | 42,909 | 43,156 |
Mortgage Backed Securities [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Defined benefit plan asset | 8,621 | 7,987 |
Asset-backed Securities [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Defined benefit plan asset | 1,782 | 2,101 |
Commercial Mortgage-Backed Securities [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Defined benefit plan asset | 2,070 | 1,931 |
International Fixed Income [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Defined benefit plan asset | 4,738 | 4,881 |
Real Estate [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Defined benefit plan asset | 9,848 | 9,472 |
Hedge Fund [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Defined benefit plan asset | 7,246 | 8,518 |
Other [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Defined benefit plan asset | 1,090 | |
Not Subject to Leveling [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Defined benefit plan asset | 152,311 | 148,344 |
Not Subject to Leveling [Member] | Cash and Cash Equivalents [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Defined benefit plan asset | 835 | 862 |
Not Subject to Leveling [Member] | U.S. Equity [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Defined benefit plan asset | 29,749 | 30,727 |
Not Subject to Leveling [Member] | Non-U.S. Equity [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Defined benefit plan asset | 14,306 | 12,797 |
Not Subject to Leveling [Member] | Emerging Markets Equity [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Defined benefit plan asset | 6,004 | 5,311 |
Not Subject to Leveling [Member] | Government Bonds [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Defined benefit plan asset | 24,203 | 19,511 |
Not Subject to Leveling [Member] | Corporate Bonds [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Defined benefit plan asset | 42,909 | 43,156 |
Not Subject to Leveling [Member] | Mortgage Backed Securities [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Defined benefit plan asset | 8,621 | 7,987 |
Not Subject to Leveling [Member] | Asset-backed Securities [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Defined benefit plan asset | 1,782 | 2,101 |
Not Subject to Leveling [Member] | Commercial Mortgage-Backed Securities [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Defined benefit plan asset | 2,070 | 1,931 |
Not Subject to Leveling [Member] | International Fixed Income [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Defined benefit plan asset | 4,738 | 4,881 |
Not Subject to Leveling [Member] | Real Estate [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Defined benefit plan asset | 9,848 | 9,472 |
Not Subject to Leveling [Member] | Hedge Fund [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Defined benefit plan asset | $ 7,246 | 8,518 |
Not Subject to Leveling [Member] | Other [Member] | ||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
Defined benefit plan asset | $ 1,090 |
Retirement and Postretirement87
Retirement and Postretirement Benefit Plans - Estimated Future Benefit Payments (Detail) - Pension Plans [Member] $ in Thousands | Dec. 31, 2017USD ($) |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |
2,018 | $ 14,473 |
2,019 | 12,774 |
2,020 | 12,660 |
2,021 | 14,912 |
2,022 | 13,171 |
2023-2027 | $ 63,716 |
Retirement and Postretirement88
Retirement and Postretirement Benefit Plans - Summary of Accumulated Postretirement Benefit Obligation Changes in Plan Assets and Funded Status of Plan (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||
APBO at beginning of period | $ 24,012 | $ 25,567 |
Service cost (benefits earned during the period) | 134 | 163 |
Interest cost on APBO | 771 | 876 |
Employee contributions | 89 | 253 |
Plan amendments | 594 | |
Actuarial (gain) | (1,248) | (1,131) |
Benefits paid | (1,855) | (2,310) |
APBO at end of period | 21,903 | 24,012 |
Change in plan assets | ||
Fair market value at beginning of period | 148,344 | |
Company contributions | 1,766 | 2,057 |
Employee contributions | 89 | 253 |
Benefits paid | (1,855) | (2,310) |
Fair market value at end of period | 152,311 | 148,344 |
Unfunded status | (21,903) | (24,012) |
Postretirement Health Coverage [Member] | ||
Change in plan assets | ||
Fair market value at beginning of period | 0 | 0 |
Fair market value at end of period | $ 0 | $ 0 |
Retirement and Postretirement89
Retirement and Postretirement Benefit Plans - Summary of Accrued Postretirement Benefits (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Defined Benefit Plans and Other Postretirement Benefit Plans Disclosures [Abstract] | ||
Current liabilities | $ (1,618) | $ (1,928) |
Noncurrent liabilities | (20,285) | (22,084) |
Net amount recognized | $ (21,903) | $ (24,012) |
Retirement and Postretirement90
Retirement and Postretirement Benefit Plans - Amounts Not Yet Reflected in Net Periodic Benefit Cost and Recognized in Accumulated Other Comprehensive Income (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Accumulated other comprehensive loss | $ 39,501 | $ 41,235 | $ 31,298 |
Postretirement Benefit Costs [Member] | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Net (loss) | (1,328) | (2,588) | |
Prior service cost | 222 | 1,561 | |
Accumulated other comprehensive income (loss) | (1,106) | (1,027) | |
Pension Plans [Member] | |||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Net loss | (33,456) | (35,190) | |
Accumulated other comprehensive loss | $ (33,456) | $ (35,190) |
Retirement and Postretirement91
Retirement and Postretirement Benefit Plans - Weighted Average Actuarial Assumptions Used to Determine APBO (Detail) - Accumulated Postretirement Benefit Obligation [Member] | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Schedule Of Defined Benefit Plans Actuarial Assumptions Used In Calculating Net Benefit Obligations [Line Items] | ||
Discount rate | 3.60% | 4.10% |
Health care cost trend rate assumed for next year | 6.30% | 6.60% |
Rate to which the cost trend rate is assumed to decline (ultimate trend rate) | 4.50% | 4.50% |
Year that the rate reaches the ultimate trend rate | 2,038 | 2,038 |
Retirement and Postretirement92
Retirement and Postretirement Benefit Plans - Significant Actuarial Assumptions used to Determine Post Retirement Benefit Cost (Detail) - Other Post Retirement Plans [Member] | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |||
Discount rate | 4.10% | 4.40% | 3.90% |
Health care cost trend rate assumed for next year | 6.60% | 6.90% | 6.90% |
Rate to which the cost trend rate is assumed to decline (ultimate trend rate) | 4.50% | 4.50% | 4.50% |
Year that the rate reaches the ultimate trend rate | 2,038 | 2,038 | 2,027 |
Retirement and Postretirement93
Retirement and Postretirement Benefit Plans - One Percentage Point Changes in Assumed Health Care Cost (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Defined Benefit Plans and Other Postretirement Benefit Plans Disclosures [Abstract] | ||
Effect on total of service and interest cost components | $ 7 | $ 8 |
Effect on postretirement benefit obligation | 117 | 182 |
Effect on total of service and interest cost components | (6) | (7) |
Effect on postretirement benefit obligation | $ (104) | $ (160) |
Retirement and Postretirement94
Retirement and Postretirement Benefit Plans - Summary of Change in Other Comprehensive Income (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Net gain arising during the period | $ (2,256) | ||
Amortization of prior service credit | 1,339 | ||
Amortization of net (gain) loss | (817) | ||
Total accumulated other comprehensive income recognized during the period | 1,734 | $ (9,937) | $ (7,100) |
Pension Plans [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Net gain arising during the period | (1,008) | ||
Amortization of net (gain) loss | (804) | ||
Total accumulated other comprehensive income recognized during the period | (1,812) | ||
Other Post Retirement Plans [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Net gain arising during the period | (1,248) | ||
Amortization of prior service credit | 1,339 | ||
Amortization of net (gain) loss | (13) | ||
Total accumulated other comprehensive income recognized during the period | $ 78 |
Retirement and Postretirement95
Retirement and Postretirement Benefit Plans - Summary of Estimated Amounts Amortized from Accumulated Other Comprehensive Income (Loss) Over Next Fiscal Year (Detail) $ in Thousands | Dec. 31, 2017USD ($) |
Pension Plans [Member] | |
Defined Benefit Plan Disclosure [Line Items] | |
Net gain (loss) | $ (1,420) |
Defined benefit plan, amount to be amortized from accumulated other comprehensive income (loss) next fiscal year, total | (1,420) |
Other Post Retirement Plans [Member] | |
Defined Benefit Plan Disclosure [Line Items] | |
Prior service credit (cost) | 690 |
Defined benefit plan, amount to be amortized from accumulated other comprehensive income (loss) next fiscal year, total | $ 690 |
Retirement and Postretirement96
Retirement and Postretirement Benefit Plans - Expected Future Benefit Payments (Detail) - Other Post Retirement Plans [Member] $ in Thousands | Dec. 31, 2017USD ($) |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |
2,018 | $ 1,617 |
2,019 | 1,605 |
2,020 | 1,573 |
2,021 | 1,546 |
2,022 | 1,517 |
2023-2027 | $ 7,094 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) - USD ($) | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | May 19, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | $ 10,828,000 | $ 10,567,000 | $ 12,452,000 | |
Share based compensation, expire period | 7 years | |||
Intrinsic value of options outstanding | $ 0 | 0 | ||
Intrinsic value of options exercisable | 0 | 0 | ||
Intrinsic value of options vested and expected to vest | $ 0 | $ 0 | ||
Minimum price of options | $ 9.60 | |||
Maximum price of options | $ 22.80 | |||
Weighted average remaining contractual life | 4 years | |||
Weighted average remaining contractual life for options vested and expected to vest | 3 years 9 months 18 days | |||
Weighted average remaining contractual life for options exercisable | 2 years 2 months 12 days | |||
Unrecognized compensation expense | $ 3,600,000 | |||
Unrecognized compensation expense, recognition period | 3 years 3 months 19 days | |||
Weighted average grant date fair value, options granted | $ 2.85 | $ 4.25 | $ 4.82 | |
Fair value assumptions, expected term | 4 years 9 months | 4 years 9 months | 4 years 9 months | |
Expense associated with ESPP | $ 500,000 | $ 500,000 | ||
Restricted Stock [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Unrecognized compensation expense | $ 0 | |||
Restricted Stock Units [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Unrecognized compensation expense, recognition period | 1 year 10 months 25 days | |||
Performance measurement period for award of restricted stock units | 3 years | |||
Fair value of restricted stock units | $ 2,700,000 | $ 3,000,000 | ||
Fair value assumptions, stock price | $ 12.95 | $ 19.57 | ||
Fair value assumptions, expected term | 3 years | |||
Fair value assumptions, risk-free rate | 1.45% | 0.96% | ||
Period to recognize expense on straight-line basis | 3 years | |||
Unrecognized compensation expense | $ 12,200,000 | |||
Selling, General and Administrative Expenses [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | $ 10,800,000 | $ 10,600,000 | $ 12,500,000 | |
Minimum [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share based compensation, vesting terms | 1 year | |||
Maximum [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share based compensation, vesting terms | 4 years | |||
2015 Omnibus Incentive Plan [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Common stock available for future issuance | 7,166,644 | 4,000,000 | ||
Number of shares authorized for issuance | 6,615,476 | |||
2012 Management Incentive Plan [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Common stock available for future issuance | 2,615,476 | |||
Common stock additional capital shares reserved for future issuance | 10,604,071 | |||
2012 Management Incentive Plan [Member] | Common Stock Warrants [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Common stock available for future issuance | 7,368,422 | |||
Stock split ratio | 2 | |||
Percentage of warrant to purchase common stock prior to bankruptcy | 5.00% | |||
Term of warrant | 7 years | |||
Common stock equivalents of warrants outstanding | 7,297,909 | |||
Strike price of common stock | $ 21.14 | |||
Employees Stock Purchase Plan [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of shares available for grant | 1,000,000 | 1,300,000 | ||
Employee stock purchase plan,description | At the beginning of each six-month offering period under the ESPP each participant is deemed to have been granted an option to purchase shares of our common stock equal to the amount of their payroll deductions during the period, but in any event not more than five percent of the employee’s eligible compensation, subject to certain limitations. Such options may be exercised only to the extent of accumulated payroll deductions at the end of the offering period, at a purchase price per share equal to 85% of the fair market value of our common stock at the beginning or end of each offering period, whichever is less. |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Option Activity (Detail) | 12 Months Ended |
Dec. 31, 2017$ / sharesshares | |
Number of Shares | |
Outstanding at beginning of period | shares | 5,499,837 |
Granted | shares | 1,289,375 |
Exercised | shares | (39,200) |
Forfeited | shares | (2,978,664) |
Outstanding at end of period | shares | 3,771,348 |
Vested and expected to vest at end of the year | shares | 3,387,771 |
Exercisable at end of year | shares | 2,048,934 |
Weighted Average Exercise Price | |
Outstanding at beginning of period | $ / shares | $ 14.13 |
Granted | $ / shares | 11.17 |
Exercised | $ / shares | 13.06 |
Forfeited | $ / shares | 13.73 |
Outstanding at end of period | $ / shares | 13.45 |
Vested and expected to vest at end of the year | $ / shares | 13.56 |
Exercisable at end of year | $ / shares | $ 13.72 |
Stock-Based Compensation - Fair
Stock-Based Compensation - Fair Value of Each Option Granted was Estimated on Grant Date using Black-Scholes Valuation Model (Detail) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||
Expected term (years) | 4 years 9 months | 4 years 9 months | 4 years 9 months |
Expected dividend yield | 0.00% | 0.00% | 0.00% |
Expected volatility, minimum | 25.22% | 23.86% | 20.52% |
Expected volatility, maximum | 25.50% | 24.26% | 23.50% |
Risk-free interest rate, minimum | 1.94% | 1.20% | 1.53% |
Risk-free interest rate, maximum | 1.99% | 1.31% | 1.72% |
Stock-Based Compensation - S100
Stock-Based Compensation - Summary of Restricted Stock Activity for Grants to Certain Executive Employees and Independent Members of Board of Directors (Detail) | 12 Months Ended |
Dec. 31, 2017$ / sharesshares | |
Restricted Stock [Member] | |
Number of Units | |
Outstanding at beginning of the year | shares | 322,559 |
Vested | shares | (21,890) |
Forfeited | shares | (27,014) |
Outstanding at end of period | shares | 273,655 |
Weighted-Average Grant Date Fair Value per Share | |
Outstanding at beginning of the year | $ / shares | $ 20.10 |
Vested | $ / shares | 20.10 |
Forfeited | $ / shares | 20.10 |
Outstanding at end of period | $ / shares | $ 20.10 |
Restricted Stock Units [Member] | |
Number of Units | |
Outstanding at beginning of the year | shares | 857,787 |
Granted | shares | 1,649,236 |
Vested | shares | (314,555) |
Forfeited | shares | (364,552) |
Outstanding at end of period | shares | 1,827,916 |
Weighted-Average Grant Date Fair Value per Share | |
Outstanding at beginning of the year | $ / shares | $ 18.26 |
Granted | $ / shares | 11.65 |
Vested | $ / shares | 16.08 |
Forfeited | $ / shares | 13.56 |
Outstanding at end of period | $ / shares | $ 13.37 |
Stock-Based Compensation - S101
Stock-Based Compensation - Summary of Shares Issued or to be Issued in Connection with the ESPP (Detail) - Employees Stock Purchase Plan [Member] - $ / shares | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares issued or to be issued | 165,145 | 178,112 |
Minimum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Range of purchase prices | $ 7.91 | $ 9.22 |
Maximum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Range of purchase prices | $ 9.22 | $ 13.29 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Financial Assets and Liabilities Measured at Fair Value on Recurring Basis (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Financial assets | ||
Financial assets | $ 202,264 | $ 265,809 |
Financial liabilities | ||
Financial liabilities | 1,159 | 6,924 |
Interest Rate Derivatives [Member] | ||
Financial liabilities | ||
Financial liabilities | 1,159 | 6,108 |
Money Market Funds [Member] | ||
Financial assets | ||
Financial assets | 115,464 | 184,968 |
U.S. Treasury Securities [Member] | ||
Financial assets | ||
Financial assets | 16,065 | 14,457 |
U.S. Government and Agency Securities [Member] | ||
Financial assets | ||
Financial assets | 70,384 | 66,384 |
Foreign Exchange Derivatives [Member] | ||
Financial assets | ||
Financial assets | 351 | |
Foreign Exchange Derivatives [Member] | ||
Financial liabilities | ||
Financial liabilities | 816 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | ||
Financial assets | ||
Financial assets | 131,529 | 199,425 |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Money Market Funds [Member] | ||
Financial assets | ||
Financial assets | 115,464 | 184,968 |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | U.S. Treasury Securities [Member] | ||
Financial assets | ||
Financial assets | 16,065 | 14,457 |
Significant Other Observable Inputs (Level 2) [Member] | ||
Financial assets | ||
Financial assets | 70,735 | 66,384 |
Financial liabilities | ||
Financial liabilities | 1,159 | 6,924 |
Significant Other Observable Inputs (Level 2) [Member] | Interest Rate Derivatives [Member] | ||
Financial liabilities | ||
Financial liabilities | 1,159 | 6,108 |
Significant Other Observable Inputs (Level 2) [Member] | U.S. Government and Agency Securities [Member] | ||
Financial assets | ||
Financial assets | 70,384 | 66,384 |
Significant Other Observable Inputs (Level 2) [Member] | Foreign Exchange Derivatives [Member] | ||
Financial assets | ||
Financial assets | $ 351 | |
Significant Other Observable Inputs (Level 2) [Member] | Foreign Exchange Derivatives [Member] | ||
Financial liabilities | ||
Financial liabilities | $ 816 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Financial assets | $ 202,264,000 | $ 265,809,000 | |
Non-financial liabilities fair value | 0 | 0 | |
Goodwill impairment | 0 | 0 | $ 0 |
Nonfinancial assets, Total | 65,400,000 | ||
2017 Restructuring Plan [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Impairment of long-lived assets | 9,100,000 | ||
Interest Rate Derivatives [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Aggregate notional amount of derivative instruments | 400,000,000 | ||
Foreign Exchange Forward Contracts [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Aggregate notional amount of derivative instruments | 15,800,000 | 16,200,000 | |
Maximum [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of counterparty default exposure | 1,000,000 | 1,000,000 | |
Other Intangible Assets [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Impairment of intangible assets | 0 | 139,200,000 | |
Nonfinancial assets, Total | 65,400,000 | ||
Trademarks and Trade Names [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Impairment of intangible assets | $ 139,200,000 | ||
Weighted average royalty for impairment test | 4.10% | ||
Weighted average discount rate for impairment test | 9.10% | ||
Long term growth rate used for impairment test | 2.00% | ||
Money Market Funds [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Financial assets | 115,464,000 | $ 184,968,000 | |
Pre-publication Costs [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Impairment of intangible assets | 4,000,000 | 0 | |
Property, Plant, and Equipment [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Impairment of intangible assets | 0 | ||
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Financial assets | 131,529,000 | 199,425,000 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Money Market Funds [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Financial assets | 115,464,000 | 184,968,000 | |
Significant Other Observable Inputs (Level 2) [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Financial assets | 70,735,000 | 66,384,000 | |
Significant Other Observable Inputs (Level 2) [Member] | Bank Time Deposits [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Financial assets | $ 33,500,000 | $ 41,100,000 |
Fair Value Measurements - Su104
Fair Value Measurements - Summary of Non-financial Assets and Liabilities Measured at Fair Value on Nonrecurring Basis (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total Impairment | $ 3,980 | $ 139,205 |
Nonfinancial assets, Total | $ 65,400 | |
Property, Plant, and Equipment [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total Impairment | 9,119 | |
Pre-publication Costs [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total Impairment | 3,980 | |
Other Intangible Assets [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total Impairment | 139,205 | |
Nonfinancial assets, Total | 65,400 | |
Other Intangible Assets [Member] | Significant Unobservable Inputs (Level 3) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Nonfinancial assets, Total | $ 65,400 |
Fair Value Measurements - Su105
Fair Value Measurements - Summary of Carrying Amounts and Estimated Fair Market Values of Debt (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Schedule Of Carrying Values And Estimated Fair Values Of Debt Instruments [Line Items] | ||
Debt, carrying value | $ 780,000 | |
Term Loan [Member] | ||
Schedule Of Carrying Values And Estimated Fair Values Of Debt Instruments [Line Items] | ||
Debt, carrying value | 768,194 | $ 772,738 |
Debt, estimated fair value | $ 710,579 | $ 732,169 |
Commitments and Contingencies -
Commitments and Contingencies - Future Minimum Rental Commitments Under Noncancelable Leases (Detail) $ in Thousands | Dec. 31, 2017USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2,018 | $ 38,854 |
2,019 | 36,819 |
2,020 | 28,641 |
2,021 | 28,963 |
2,022 | 27,172 |
Thereafter | 209,485 |
Total minimum lease payments | 369,934 |
Total future minimal rentals under subleases | $ 11,803 |
Commitments and Contingencie107
Commitments and Contingencies - Additional Information (Detail) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | ||||
Rent expense, net of sublease income | $ 40,200,000 | $ 32,100,000 | $ 26,300,000 | |
Rent expense, additional charges | $ 6,600,000 | 3,300,000 | $ 400,000 | |
Litigation settlement payments | 10,000,000 | |||
Insurance recovery proceeds | $ 4,500,000 | |||
Guarantee expiration period | 2,020 | |||
Guarantee future payments | $ 14,000,000 | |||
Performance related surety bonds for which the Company is contingently liable | 2,500,000 | 4,100,000 | ||
Aggregate letter of credit | 25,200,000 | 31,700,000 | ||
Letter of credit backed by performance related surety bonds | 100,000 | 2,400,000 | ||
Indemnification liabilities | $ 0 | $ 0 |
Stockholders' Equity - Accumula
Stockholders' Equity - Accumulated Other Comprehensive Loss (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Equity [Abstract] | |||
Net change in pension and benefit plan liabilities | $ (39,501) | $ (41,235) | $ (31,298) |
Foreign currency translation adjustments | (5,753) | (5,862) | (4,642) |
Unrealized loss on short-term investments | (108) | (90) | (147) |
Net change in unrealized loss on derivative instruments | (1,160) | (6,108) | (3,641) |
Accumulated other comprehensive loss | $ (46,522) | $ (53,295) | $ (39,728) |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - USD ($) | 12 Months Ended | |||||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Sep. 11, 2015 | Jun. 30, 2015 | May 20, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Amortization of defined benefit pension and postretirement benefit plans | $ (700,000) | $ 500,000 | $ 1,200,000 | |||
Stock repurchase Common Stock value, authorized | 1,000,000,000 | |||||
Available for share repurchases, Authorized | $ 482,000,000 | |||||
Shares repurchased | 0 | 2,903,566 | 21,591,446 | |||
Number of shares repurchased | 24,577,034 | 24,577,034 | ||||
Aggregate value of shares repurchased | $ 518,030,000 | $ 518,030,000 | ||||
Paulson & Co. Inc [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of shares repurchased | 439,560 | |||||
Aggregate value of shares repurchased | $ 10,000,000 | |||||
Stock Repurchase Program [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Minority percentage in company's common stock | 5.00% | |||||
Stock Repurchase Program [Member] | Paulson & Co. Inc [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of shares repurchased | 6,521,739 | |||||
Aggregate value of shares repurchased | $ 150,000,000 | |||||
Stock Repurchase Program [Member] | Anchorage Capital Group, L.L.C [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of shares repurchased | 1,306,977 | |||||
Aggregate value of shares repurchased | $ 33,500,000 |
Stockholders' Equity - Schedule
Stockholders' Equity - Schedule of Share Repurchase Activity (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Equity [Abstract] | |||
Cost of repurchases | $ 55,017 | $ 463,013 | |
Shares repurchased | 0 | 2,903,566 | 21,591,446 |
Average cost per share | $ 18.95 | $ 21.44 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) - USD ($) | May 20, 2015 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Related Party Transaction [Line Items] | ||||
Web-design services expenses | $ 100,000 | |||
Underwriting fees and commissions and other offering expenses | $ 654,860,000 | $ 699,544,000 | 681,124,000 | |
Related party transaction, amounts of transaction | $ 0 | $ 0 | ||
Related Parties [Member] | ||||
Related Party Transaction [Line Items] | ||||
Underwriting fees and commissions and other offering expenses | $ 10,489,000 | |||
Related Parties [Member] | Paulson & Co. Inc [Member] | ||||
Related Party Transaction [Line Items] | ||||
Underwriting fees and commissions and other offering expenses | $ 10,500,000 | |||
Number of shares offered in secondary public offering by affiliates of Paulson | $ 12,161,595 | |||
Minority percentage in company's common stock | 15.00% |
Net Loss Per Share - Computatio
Net Loss Per Share - Computation of Basic and Diluted Earnings per Share (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Numerator | |||||||||||
Net loss attributable to common stockholders | $ (26,168) | $ 90,506 | $ (46,867) | $ (120,658) | $ (181,041) | $ 90,022 | $ (28,391) | $ (165,148) | $ (103,187) | $ (284,558) | $ (133,869) |
Denominator | |||||||||||
Basic | 122,949,064 | 122,418,474 | 136,760,107 | ||||||||
Diluted | 122,949,064 | 122,418,474 | 136,760,107 | ||||||||
Net loss per share attributable to common stockholders | |||||||||||
Basic | $ (0.21) | $ 0.74 | $ (0.38) | $ (0.98) | $ (1.48) | $ 0.74 | $ (0.23) | $ (1.34) | $ (0.84) | $ (2.32) | $ (0.98) |
Diluted | $ (0.21) | $ 0.73 | $ (0.38) | $ (0.98) | $ (1.48) | $ 0.73 | $ (0.23) | $ (1.34) | $ (0.84) | $ (2.32) | $ (0.98) |
Net Loss Per Share - Summary of
Net Loss Per Share - Summary of Anti-Dilutive Securities Excluded from Computation of Diluted EPS (Detail) - shares | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Stock Options [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Anti-dilutive securities excluded from computation of diluted EPS | 2,977,550 | 5,322,266 | 7,637,005 |
Restricted Stock Units [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Anti-dilutive securities excluded from computation of diluted EPS | 1,429,816 | 715,504 | 537,266 |
Warrants [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Anti-dilutive securities excluded from computation of diluted EPS | 7,326,884 |
Segment Reporting - Additional
Segment Reporting - Additional Information (Detail) | 12 Months Ended |
Dec. 31, 2017Segment | |
Segment Reporting [Abstract] | |
Reportable segments | 2 |
Segment Reporting - Consolidate
Segment Reporting - Consolidated Net Income (Loss) (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Segment Reporting Information [Line Items] | |||||||||||
Net sales | $ 260,503 | $ 532,040 | $ 393,051 | $ 221,917 | $ 241,806 | $ 533,021 | $ 392,042 | $ 205,816 | $ 1,407,511 | $ 1,372,685 | $ 1,416,059 |
Segment Adjusted EBITDA | 219,002 | 183,421 | 234,979 | ||||||||
Operating Segments [Member] | Education [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net sales | 1,222,971 | 1,207,070 | 1,251,122 | ||||||||
Segment Adjusted EBITDA | 253,600 | 225,672 | 269,386 | ||||||||
Operating Segments [Member] | Trade Publishing [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net sales | 184,540 | 165,615 | 164,937 | ||||||||
Segment Adjusted EBITDA | 16,060 | 6,255 | 7,703 | ||||||||
Corporate/Other [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Segment Adjusted EBITDA | $ (50,658) | $ (48,506) | $ (42,110) |
Segment Reporting - Consolid116
Segment Reporting - Consolidated Statements of Operations (Detail) - USD ($) $ in Thousands | 3 Months Ended | 10 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Segment Reporting [Abstract] | ||||||||||||
Total Segment Adjusted EBITDA | $ 219,002 | $ 183,421 | $ 234,979 | |||||||||
Interest expense | (42,805) | (39,181) | (32,254) | |||||||||
Interest income | 1,338 | 518 | 209 | |||||||||
Depreciation expense | (75,494) | (79,825) | (72,639) | |||||||||
Amortization expense | (203,024) | (218,344) | (223,551) | |||||||||
Non-cash charges-stock compensation | (10,828) | (10,567) | (12,452) | |||||||||
Non-cash charges-loss on derivative instruments | 1,366 | (614) | (2,362) | |||||||||
Non-cash charges-asset impairment charges | (3,980) | (139,205) | ||||||||||
Purchase accounting adjustments | (5,116) | (7,487) | ||||||||||
Fees, expenses or charges for equity offerings, debt or acquisitions | (1,464) | (1,123) | (25,562) | |||||||||
2017 Restructuring Plan | $ (41,053) | (40,653) | ||||||||||
Restructuring/Integration | (14,364) | (4,572) | ||||||||||
Severance, separation costs and facility closures | (713) | (15,650) | (4,767) | |||||||||
Loss on extinguishment of debt | (3,051) | |||||||||||
Legal reimbursement (settlement) | 3,633 | (10,000) | ||||||||||
Loss before taxes | (153,622) | (350,050) | (153,509) | |||||||||
Provision (benefit) for income taxes | (50,435) | (65,492) | (19,640) | |||||||||
Net loss | $ (26,168) | $ 90,506 | $ (46,867) | $ (120,658) | $ (181,041) | $ 90,022 | $ (28,391) | $ (165,148) | $ (103,187) | $ (284,558) | $ (133,869) |
Segment Reporting - Segment Inf
Segment Reporting - Segment Information (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Segment Reporting Information [Line Items] | ||
Total Assets | $ 2,563,591 | $ 2,731,471 |
Education [Member] | ||
Segment Reporting Information [Line Items] | ||
Total Assets | 2,121,647 | 2,206,309 |
Trade Publishing [Member] | ||
Segment Reporting Information [Line Items] | ||
Total Assets | 173,395 | 183,356 |
Corporate/other [Member] | ||
Segment Reporting Information [Line Items] | ||
Total Assets | $ 268,549 | $ 341,806 |
Segment Reporting - Schedule of
Segment Reporting - Schedule of Long-Lived Assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Segment Reporting [Abstract] | ||
Long-lived assets-International | $ 7,593 | $ 498 |
Segment Reporting - Schedule119
Segment Reporting - Schedule of Net Sales by Geographic Region (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Segment Reporting Information [Line Items] | |||||||||||
Net sales | $ 260,503 | $ 532,040 | $ 393,051 | $ 221,917 | $ 241,806 | $ 533,021 | $ 392,042 | $ 205,816 | $ 1,407,511 | $ 1,372,685 | $ 1,416,059 |
U.S. [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net sales | 1,335,438 | 1,284,562 | 1,337,897 | ||||||||
International [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net sales | $ 72,073 | $ 88,123 | $ 78,162 |
Valuation and Qualifying Acc120
Valuation and Qualifying Accounts - Valuation and Qualifying Accounts (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Allowance for Bad Debt [Member] | |||
Valuation and Qualifying Accounts Disclosure [Line Items] | |||
Balance at Beginning of Year | $ 3,576 | $ 8,459 | $ 5,625 |
Net Charges | 400 | 734 | 4,109 |
Utilization of Allowances | (1,378) | (5,617) | (1,275) |
Balance at End of Year | 2,598 | 3,576 | 8,459 |
Reserve for Book Returns [Member] | |||
Valuation and Qualifying Accounts Disclosure [Line Items] | |||
Balance at Beginning of Year | 18,971 | 24,288 | 22,159 |
Net Charges | 43,688 | 54,059 | 67,764 |
Utilization of Allowances | (41,673) | (59,376) | (65,636) |
Balance at End of Year | 20,986 | 18,971 | 24,288 |
Reserve for Royalty Advances [Member] | |||
Valuation and Qualifying Accounts Disclosure [Line Items] | |||
Balance at Beginning of Year | 85,562 | 70,014 | 55,000 |
Net Charges | 18,116 | 16,270 | 15,240 |
Utilization of Allowances | (36) | (722) | (226) |
Balance at End of Year | 103,642 | 85,562 | 70,014 |
Deferred Tax Valuation Allowance [Member] | |||
Valuation and Qualifying Accounts Disclosure [Line Items] | |||
Balance at Beginning of Year | 759,887 | 664,730 | 550,660 |
Net Charges | (187,480) | 98,949 | 116,935 |
Utilization of Allowances | (754) | (3,792) | (2,865) |
Balance at End of Year | $ 571,653 | $ 759,887 | $ 664,730 |
Quarterly Results of Operati121
Quarterly Results of Operations (Unaudited) - Quarterly Results of Operations (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Net sales | $ 260,503 | $ 532,040 | $ 393,051 | $ 221,917 | $ 241,806 | $ 533,021 | $ 392,042 | $ 205,816 | $ 1,407,511 | $ 1,372,685 | $ 1,416,059 |
Gross profit | 89,692 | 277,602 | 176,733 | 73,406 | 64,936 | 278,368 | 172,848 | 54,224 | |||
Operating income (loss) | (76,462) | 90,210 | (31,166) | (96,103) | (250,788) | 83,371 | (21,152) | (122,204) | (113,521) | (310,773) | (116,051) |
Net income (loss) | $ (26,168) | $ 90,506 | $ (46,867) | $ (120,658) | $ (181,041) | $ 90,022 | $ (28,391) | $ (165,148) | $ (103,187) | $ (284,558) | $ (133,869) |
Net income (loss) per share attributable to common stockholders | |||||||||||
Basic | $ (0.21) | $ 0.74 | $ (0.38) | $ (0.98) | $ (1.48) | $ 0.74 | $ (0.23) | $ (1.34) | $ (0.84) | $ (2.32) | $ (0.98) |
Diluted | $ (0.21) | $ 0.73 | $ (0.38) | $ (0.98) | $ (1.48) | $ 0.73 | $ (0.23) | $ (1.34) | $ (0.84) | $ (2.32) | $ (0.98) |
Quarterly Results of Operati122
Quarterly Results of Operations (Unaudited) - Additional Information (Detail) - USD ($) $ in Millions | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | |
Quarterly Results Of Operations [Line Items] | ||||
Prior period adjustment description | During the six months ended June 30, 2017, we recorded out-of-period corrections of approximately $4.0 million increasing net sales and reducing deferred revenue that should have been recognized previously. Management believes these out-of-period corrections are not material to the current period financial statements or any previously issued financial statements. | During the six months ended June 30, 2016, we recorded out-of-period corrections of approximately $2.9 million increasing net sales and reducing deferred revenue that should have been recognized previously. Management believes these out-of-period corrections are not material to the current period financial statements or any previously issued financial statements. | ||
Increase In Net Sale [Member] | ||||
Quarterly Results Of Operations [Line Items] | ||||
Prior period correction amounts | $ 4 | $ 2.9 |