Retirement and Postretirement Benefit Plans | 1 2 . 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 IRC. 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, 2020 and 2019: 2020 2019 ABO at end of period $ 179,408 $ 169,364 Change in PBO PBO at beginning of period $ 169,364 $ 162,096 Interest cost on PBO 4,388 6,045 Plan settlements (4,990 ) — Actuarial loss (gain) 18,447 12,507 Benefits paid (7,801 ) (11,284 ) PBO at end of period $ 179,408 $ 169,364 Change in plan assets Fair market value at beginning of period $ 145,716 $ 132,776 Actual return 16,060 22,955 Company contribution 4,769 1,269 Plan settlements (4,990 ) — Benefits paid (7,801 ) (11,284 ) Fair market value at end of period $ 153,754 $ 145,716 Unfunded status $ (25,654 ) $ (23,648 ) Amounts recognized in the consolidated balance sheets at December 31, 2020 and 2019 consist of: 2020 2019 Current liabilities $ (1,593 ) $ — Noncurrent liabilities (24,061 ) (23,648 ) Net amount recognized $ (25,654 ) $ (23,648 ) Additional year-end information for pension plans with ABO in excess of plan assets at December 31, 2020 and 2019 consist of: 2020 2019 PBO $ 179,408 $ 169,364 ABO 179,408 169,364 Fair value of plan assets 153,754 145,716 Weighted average assumptions used to determine the benefit obligations (both PBO and ABO) at December 31, 2020 and 2019 are: 2020 2019 Discount rate 2.2 % 3.1 % Increase in future compensation N/A N/A Net periodic pension (income) cost includes the following components: For the For the For the Year Ended Year Ended Year Ended December 31, December 31, December 31, 2020 2019 2018 Interest cost on projected benefit obligation $ 4,388 $ 6,045 $ 5,300 Expected return on plan assets (7,419 ) (7,659 ) (7,985 ) Amortization of net loss 2,325 1,028 1,420 Settlement loss recognized 1,100 — — Net pension (income) expense recognized for the period $ 394 $ (586 ) $ (1,265 ) Significant actuarial assumptions used to determine net periodic pension cost at December 31, 2020, 2019 and 2018 are: 2020 2019 2018 Discount rate 3.1 % 4.2 % 3.6 % Increase in future compensation N/A N/A N/A Expected long-term rate of return on assets 5.5 % 5.5 % 5.5 % 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, 5% with real-estate investment trust managers and 5% with hedge fund managers. For 2021, we will use a 5.50% 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 a tax-exempt basis. 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 are 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, 2020 and 2019 is shown below. 2020 2019 Percentage Percentage in Each in Each Asset Class Asset Class Asset Class Equity 33.5 % 32.6 % Fixed income 52.7 54.5 Real estate investment trust 7.0 8.0 Other 6.8 4.9 100.0 % 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 2020 to leveling (1) Cash and cash equivalents $ 1,914 $ 1,914 Equity securities U.S. equity 27,765 27,765 Non-US equity 15,544 15,544 Emerging markets equity 8,259 8,259 Fixed income Government bonds 28,855 28,855 Corporate bonds 46,228 46,228 Mortgage-backed securities 9 9 Asset-backed securities 810 810 Commercial mortgage-backed securities 604 604 International fixed income 4,485 4,485 Alternatives Real estate 10,689 10,689 Hedge funds 8,228 8,228 Other 364 364 $ 153,754 $ 153,754 (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. December 31, Not subject 2019 to leveling (1) Cash and cash equivalents $ 1,413 $ 1,413 Equity securities U.S. equity 28,993 28,993 Non-US equity 12,474 12,474 Emerging markets equity 5,537 5,537 Fixed income Government bonds 20,316 20,316 Corporate bonds 37,925 37,925 Mortgage-backed securities 7,943 7,943 Asset-backed securities 3,255 3,255 Commercial mortgage-backed securities 1,930 1,930 International fixed income 5,741 5,741 Alternatives Real estate 11,609 11,609 Hedge funds 7,043 7,043 Other 1,537 1,537 $ 145,716 $ 145,716 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, and by style of each fund. Estimated Future Benefit Payments The following benefit payments are expected to be paid. Fiscal Year Ended Pension 2021 $ 14,030 2022 12,817 2023 12,581 2024 12,789 2025 13,356 2026–2030 61,944 Expected Contributions We expect to contribute $3.3 million in 2021. 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, 2020 and 2019. 2020 2019 Change in APBO APBO at beginning of period $ 16,684 $ 15,812 Service cost (benefits earned during the period) 67 58 Interest cost on APBO 426 582 Employee contributions 184 66 Actuarial loss (gain) 2,857 1,878 Benefits paid (2,097 ) (1,712 ) APBO at end of period $ 18,121 $ 16,684 Change in plan assets Fair market value at beginning of period $ — $ — Company contributions 1,913 1,646 Employee contributions 184 66 Benefits paid (2,097 ) (1,712 ) Fair market value at end of period $ — $ — Unfunded status $ (18,121 ) $ (16,684 ) Amounts for postretirement benefits accrued in the consolidated balance sheets at December 31, 2020 and 2019 consist of: 2020 2019 Current liabilities $ (1,555 ) $ (1,571 ) Noncurrent liabilities (16,566 ) (15,113 ) Net amount recognized $ (18,121 ) $ (16,684 ) Amounts not yet reflected in net periodic benefit cost and recognized in accumulated other comprehensive (loss) income at December 31, 2020 and 2019 consist of: 2020 2019 Net (loss) gain $ (1,050 ) $ 1,771 Prior service cost (384 ) (426 ) Accumulated other comprehensive (loss) income $ (1,434 ) $ 1,345 Weighted average actuarial assumptions used to determine APBO at year-end December 31, 2020 and 2019 are: 2020 2019 Discount rate 2.2 % 3.1 % Health care cost trend rate assumed for next year 5.5 % 5.8 % Rate to which the cost trend rate is assumed to decline (ultimate trend rate) 4.5 % 4.5 % Year that the rate reaches the ultimate trend rate 2038 2038 Net periodic postretirement benefit cost included the following components: 2020 2019 2018 Service cost $ 67 $ 58 $ 128 Interest cost on APBO 426 582 672 Amortization of unrecognized prior service cost 42 42 (690 ) Amortization of net (gain) loss (7 ) (164 ) — Net periodic postretirement benefit expense $ 528 $ 518 $ 110 Significant actuarial assumptions used to determine postretirement benefit cost at December 31, 2020, 2019 and 2018 are: 2020 2019 2018 Discount rate 3.1 % 4.2 % 3.6 % Health care cost trend rate assumed for next year 5.8 % 6.1 % 6.3 % Rate to which the cost trend rate is assumed to decline (ultimate trend rate) 4.5 % 4.5 % 4.5 % Year that the rate reaches the ultimate trend rate 2038 2038 2038 Assumed health care trend rates have a significant effect on the amounts reported for the health care plans. A one-percentage-point change in assumed health care cost trend rates would have the following effects on the expense recorded in 2020 and 2019 for the postretirement medical plan: 2020 2019 One-percentage-point increase Effect on total of service and interest cost components $ 2 $ 8 Effect on postretirement benefit obligation 87 85 One-percentage-point decrease Effect on total of service and interest cost components (2 ) (7 ) Effect on postretirement benefit obligation (77 ) (76 ) The following table presents the change in other comprehensive loss for the year ended December 31, 2020 related to our pension and postretirement obligations. Pension Postretirement Plans Benefit Plan Total Sources of change in accumulated other comprehensive loss Net loss arising during the period $ (9,807 ) $ (2,814 ) $ (12,621 ) Amortization of prior service credit — 42 42 Amortization of net gain (loss) 3,377 (7 ) 3,370 Total accumulated other comprehensive loss recognized during the period $ (6,430 ) $ (2,779 ) $ (9,209 ) Estimated amounts that will be amortized from accumulated other comprehensive income (loss) over the next fiscal year. Pension Postretirement Plans Benefit Plan Prior service credit (cost) $ — $ (42 ) Net gain (loss) (3,389 ) — $ (3,389 ) $ (42 ) 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, 2020 and 2019 consist of: 2020 2019 Net actuarial loss $ (44,219 ) $ (35,010 ) Accumulated other comprehensive loss $ (44,219 ) $ (35,010 ) Estimated Future Benefit Payments The following benefit payments, which reflect expected future service, are expected to be paid: Postretirement Fiscal Year Ended Benefit Plan 2021 $ 1,555 2022 1,488 2023 1,437 2024 1,389 2025 1,320 2026-2030 5,686 Expected Contribution We expect to contribute approximately $1.6 million in 2021. 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 IRC 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 $6.8 million, $7.4 million and $7.6 million for the years ended December 31, 2020, 2019 and 2018, respectively. We did not make any additional discretionary contributions in 2020, 2019 and 2018. |