Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2018 | Aug. 03, 2018 | |
Document and entity information | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2018 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | WBT | |
Entity Registrant Name | Welbilt, Inc. | |
Entity Central Index Key | 1,650,962 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 140,116,584 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Income Statement [Abstract] | ||||
Total net sales | $ 420.7 | $ 371.1 | $ 771.1 | $ 699.1 |
Cost of sales | 271.4 | 233.9 | 495.6 | 438.9 |
Gross profit | 149.3 | 137.2 | 275.5 | 260.2 |
Selling, general and administrative expenses | 83 | 74.3 | 159.3 | 148.3 |
Amortization expense | 9.4 | 7.7 | 17.3 | 15.5 |
Separation expense | 0 | 0.3 | 0.1 | 1.2 |
Restructuring expense | 1.4 | 1.1 | 1.8 | 5.7 |
Gain from impairment or disposal of assets — net | (0.1) | (0.6) | (0.2) | (0.2) |
Earnings from operations | 55.6 | 54.4 | 97.2 | 89.7 |
Interest expense | 23.1 | 21 | 43.4 | 44.2 |
Loss on early extinguishment of debt | 0 | 0.2 | 0 | 3.4 |
Other expense — net | 15.3 | 3.3 | 23.8 | 5.1 |
Earnings before income taxes | 17.2 | 29.9 | 30 | 37 |
Income taxes | 5.1 | (0.2) | 5.4 | 1.9 |
Net earnings | $ 12.1 | $ 30.1 | $ 24.6 | $ 35.1 |
Per share data | ||||
Earnings per share - Basic (in dollars per share) | $ 0.09 | $ 0.22 | $ 0.18 | $ 0.25 |
Earnings per share - Diluted (in dollars per share) | $ 0.09 | $ 0.21 | $ 0.17 | $ 0.25 |
Weighted average shares outstanding - Basic (in shares) | 139,998,308 | 138,972,873 | 139,853,748 | 138,866,565 |
Weighted average shares outstanding - Diluted (in shares) | 141,071,259 | 140,661,436 | 141,131,122 | 140,464,156 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Statement of Comprehensive Income [Abstract] | ||||
Net earnings | $ 12.1 | $ 30.1 | $ 24.6 | $ 35.1 |
Other comprehensive (loss) income, net of tax: | ||||
Foreign currency translation adjustments | (7.6) | 3.7 | (7.5) | 10.7 |
Unrealized (loss) gain on derivatives | (1.2) | 0.7 | 0.8 | 0.1 |
Employee pension and postretirement benefits | 0.5 | 0.4 | 1 | 0.8 |
Total other comprehensive (loss) income, net of tax | (8.3) | 4.8 | (5.7) | 11.6 |
Comprehensive income | $ 3.8 | $ 34.9 | $ 18.9 | $ 46.7 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Millions | Jun. 30, 2018 | Dec. 31, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 103.9 | $ 128.4 |
Restricted cash | 0.3 | 0.3 |
Accounts receivable, less allowance of $3.8 and $4.0 at June 30, 2018 and December 31, 2017, respectively | 125.4 | 83.7 |
Inventories — net | 198 | 152.3 |
Prepaids and other current assets | 28.6 | 19 |
Total current assets | 456.2 | 383.7 |
Property, plant and equipment — net | 115.5 | 112.2 |
Goodwill | 936.7 | 846.1 |
Other intangible assets — net | 565.8 | 461.4 |
Other non-current assets | 37.1 | 37 |
Total assets | 2,111.3 | 1,840.4 |
Current liabilities: | ||
Accounts payable | 125.7 | 103.6 |
Accrued expenses and other liabilities | 139.6 | 161.7 |
Short-term borrowings | 30 | 0 |
Current portion of capital leases | 0.6 | 0.7 |
Product warranties | 26.9 | 24.1 |
Total current liabilities | 322.8 | 290.1 |
Long-term debt and capital leases | 1,407.8 | 1,232.2 |
Deferred income taxes | 120.7 | 92.3 |
Pension and postretirement health obligations | 44.7 | 48.3 |
Other long-term liabilities | 74.5 | 67.1 |
Total non-current liabilities | 1,647.7 | 1,439.9 |
Commitments and contingencies (Note 13) | ||
Total equity: | ||
Common stock ($0.01 par value, 300,000,000 shares authorized, 140,097,126 shares and 139,491,860 shares issued and 140,097,126 shares and 139,440,470 shares outstanding at June 30, 2018 and December 31, 2017, respectively) | 1.4 | 1.4 |
Additional paid-in capital (deficit) | (52.9) | (63.3) |
Retained earnings | 230.2 | 204.5 |
Accumulated other comprehensive loss | (37.7) | (32) |
Treasury stock, at cost, 52,617 shares and 51,390 shares, respectively | (0.2) | (0.2) |
Total equity | 140.8 | 110.4 |
Total liabilities and equity | $ 2,111.3 | $ 1,840.4 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions | Jun. 30, 2018 | Dec. 31, 2017 |
Statement of Financial Position [Abstract] | ||
Accounts receivable allowances | $ 3.8 | $ 4 |
Common stock par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock shares authorized (in shares) | 300,000,000 | 300,000,000 |
Common stock shares issued (in shares) | 140,097,126 | 139,491,860 |
Common stock shares outstanding (in shares) | 140,097,126 | 139,440,470 |
Treasury stock (in shares) | 52,617 | 51,390 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2018 | Jun. 30, 2017 | |
Cash flows from operating activities | ||
Net earnings | $ 24.6 | $ 35.1 |
Adjustments to reconcile net earnings to cash used in operating activities: | ||
Depreciation | 8.7 | 8 |
Amortization expense | 17.3 | 15.5 |
Amortization of debt issuance costs | 2.7 | 2.6 |
Loss on early extinguishment of debt | 0 | 3.4 |
Deferred income taxes | (3.1) | (14.8) |
Stock-based compensation expense | 5.6 | 6.8 |
Gain from impairment or disposal of assets — net | (0.2) | (0.2) |
Loss on remeasurement of debt and other realized foreign currency derivative | 19.1 | 0 |
Changes in operating assets and liabilities, excluding the effects of the business acquisition: | ||
Accounts receivable | (313) | (266.3) |
Inventories | (31) | (23.5) |
Other assets | (4) | (7) |
Accounts payable | 12.5 | 9.5 |
Other current and long-term liabilities | (27.2) | (23.1) |
Net cash used in operating activities | (288) | (254) |
Cash flows from investing activities | ||
Cash receipts on beneficial interest in sold receivables | 285.7 | 257.4 |
Capital expenditures | (8) | (8.3) |
Proceeds from sale of property, plant and equipment | 0 | 6 |
Business acquisition, net of cash acquired | (215.6) | 0 |
Settlement of foreign exchange contract | (10) | 0 |
Net cash provided by investing activities | 52.1 | 255.1 |
Cash flows from financing activities | ||
Proceeds from long-term debt | 261 | 115.9 |
Repayments on long-term debt and capital leases | (76.4) | (71.7) |
Debt issuance costs | (0.4) | (1.4) |
Proceeds from short-term borrowings | 30 | 4 |
Exercises of stock options | 4.8 | 1.3 |
Payments on tax withholdings for equity awards | (2.4) | (2.6) |
Net cash provided by financing activities | 216.6 | 45.5 |
Effect of exchange rate changes on cash | (5.2) | (3.6) |
Net (decrease) increase in cash and cash equivalents and restricted cash | (24.5) | 43 |
Balance at beginning of period | 128.7 | 60.2 |
Balance at end of period | 104.2 | 103.2 |
Supplemental disclosures of cash flow information: | ||
Cash paid for income taxes, net of refunds | 23.3 | 20.1 |
Cash paid for interest, net of related hedge settlements | 48.7 | 44.3 |
Non-cash investing activity: | ||
Beneficial interest obtained in exchange for securitized receivables | $ 350.6 | $ 353.9 |
Consolidated Statements of Equi
Consolidated Statements of Equity - USD ($) $ in Millions | Total | Common Stock | Additional Paid-In Capital (Deficit) | Retained Earnings | Accumulated Other Comprehensive Loss | Treasury Stock |
Beginning balance at Dec. 31, 2016 | $ (43.4) | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Other comprehensive loss | $ 6.8 | |||||
Ending balance at Mar. 31, 2017 | (36.6) | |||||
Beginning balance at Dec. 31, 2016 | (43.4) | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net earnings | 35.1 | |||||
Other comprehensive loss | 11.6 | |||||
Ending balance at Jun. 30, 2017 | (31.8) | |||||
Beginning balance at Mar. 31, 2017 | (36.6) | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net earnings | 30.1 | |||||
Other comprehensive loss | 4.8 | |||||
Ending balance at Jun. 30, 2017 | (31.8) | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Cumulative effect of accounting standards adoption (Note 2) | $ 1.1 | $ 1.1 | ||||
Common stock outstanding beginning of period (in shares) at Dec. 31, 2017 | 139,440,470 | 139,491,860 | ||||
Beginning balance at Dec. 31, 2017 | $ 110.4 | $ 1.4 | $ (63.3) | 204.5 | (32) | $ (0.2) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Other comprehensive loss | $ 2.6 | |||||
Ending balance at Mar. 31, 2018 | (29.4) | |||||
Common stock outstanding beginning of period (in shares) at Dec. 31, 2017 | 139,440,470 | 139,491,860 | ||||
Beginning balance at Dec. 31, 2017 | $ 110.4 | $ 1.4 | (63.3) | 204.5 | (32) | (0.2) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net earnings | 24.6 | 24.6 | ||||
Issuance of common stock, stock-based compensation plans (in shares) | 605,266 | |||||
Issuance of common stock, stock-based compensation plans | 4.8 | 4.8 | ||||
Stock-based compensation expense | 5.6 | 5.6 | ||||
Other comprehensive loss | (5.7) | (5.7) | ||||
Ending balance at Jun. 30, 2018 | $ 140.8 | $ 1.4 | (52.9) | 230.2 | (37.7) | (0.2) |
Common stock outstanding end of period (in shares) at Jun. 30, 2018 | 140,097,126 | 140,097,126 | ||||
Beginning balance at Mar. 31, 2018 | (29.4) | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net earnings | $ 12.1 | |||||
Other comprehensive loss | (8.3) | |||||
Ending balance at Jun. 30, 2018 | $ 140.8 | $ 1.4 | $ (52.9) | $ 230.2 | $ (37.7) | $ (0.2) |
Common stock outstanding end of period (in shares) at Jun. 30, 2018 | 140,097,126 | 140,097,126 |
Description of the Business
Description of the Business | 6 Months Ended |
Jun. 30, 2018 | |
Accounting Policies [Abstract] | |
Description of the Business | Description of the Business Welbilt, Inc. and its consolidated subsidiaries, collectively, the "Company," is one of the world’s leading commercial foodservice equipment companies. It designs and manufactures a complementary portfolio of hot and cold foodservice equipment products integrated under one operating company and is supported by the Company's aftermarket parts and repair service business. Its capabilities span refrigeration, ice-making, cooking, holding, food-preparation and beverage-dispensing technologies, which allow it to equip entire commercial kitchens and serve the world’s growing demand for food prepared away from home. The Company's suite of products is used by commercial and institutional foodservice operators including full-service restaurants, quick-service restaurant chains, hotels, caterers, supermarkets, convenience stores, business and industrial customers, hospitals, schools and other institutions. The Company's products and aftermarket parts and service support are recognized by its customers and channel partners for their quality, reliability and durability that promote profitable growth for Welbilt end customers by improving their menus, enhancing operations and reducing costs. The Company operates in three regional segments, the Americas (includes United States ("U.S."), Canada and Latin America), EMEA (markets in Europe, including Russia and the Commonwealth of Independent States, Middle East and Africa) and APAC (principally comprises markets in China, Australia, Japan, Philippines, South Korea, Singapore, Indonesia, Taiwan, Hong Kong, Thailand, Malaysia and New Zealand). |
Summary of Significant Accounti
Summary of Significant Accounting Policies and Basis of Presentation | 6 Months Ended |
Jun. 30, 2018 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies and Basis of Presentation | Summary of Significant Accounting Policies and Basis of Presentation Principles of Consolidation and Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States ("U.S. GAAP"). All intercompany balances and transactions between the Company and its affiliates have been eliminated. Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the reporting periods. Significant items subject to such estimates and assumptions include inventory obsolescence costs, warranty costs, product liability costs, employee benefit programs, sales rebates and the measurement of income tax assets and liabilities. The Company bases its estimates on historical experience and on various other assumptions that the Company believes to be reasonable under the circumstances. On an ongoing basis, the Company evaluates these assumptions, judgments and estimates. Actual results may differ from these estimates. In the opinion of management, the consolidated financial statements contain all adjustments necessary for a fair statement of the results of operations and comprehensive income for the three and six months ended June 30, 2018 and 2017 , the financial position at June 30, 2018 and December 31, 2017 and the cash flows for the six months ended June 30, 2018 and 2017 , and except as otherwise discussed, such adjustments consist only of those of a normal recurring nature. The interim results are not necessarily indicative of results that may be achieved in a full reporting year. Certain information and footnote disclosures normally included in annual consolidated financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to the Securities and Exchange Commission's ("SEC") rules and regulations governing interim financial statements. However, the Company believes that the disclosures made in the unaudited consolidated financial statements and related notes are adequate to make the information presented not misleading. These consolidated financial statements should be read in conjunction with the Company's audited consolidated financial statements and notes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 2017 . All dollar amounts, except share and per share amounts, are in millions of dollars throughout the tables included in these notes unless otherwise indicated. Reclassifications Certain prior period amounts have been reclassified to conform to the current period presentation and include: • Reclassification of periodic pension and postretirement benefit costs totaling $0.4 million and $0.7 million from "Selling, general and administrative expenses" to "Other expense — net" in the consolidated statement of operations for the three and six months ended June 30, 2017 respectively, as a result of the retrospective adoption of ASU 2017-07, "Compensation—Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost." • Beginning and ending cash and cash equivalents shown on the consolidated statements of cash flows for the six months ended June 30, 2017 were increased for restricted cash of $6.4 million and $0.4 million , respectively, and cash flows provided by investing activities were reduced by $6.1 million as a result of adopting ASU 2016-18, "Statement of Cash Flows (Topic 230): Restricted Cash." • As a result of the adoption of ASU 2016-15, "Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments," the Company reclassified consideration received for the beneficial interest obtained for transferring trade receivables in securitization transactions of $257.4 million from operating activities to investing activities on the consolidated statements of cash flows for the six months ended June 30, 2017 . Recently Adopted Accounting Pronouncements In May 2017, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2017-09, "Compensation—Stock Compensation (Topic 718): Scope of Modification Accounting," which provides guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting pursuant to Topic 718. ASU 2017-09 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2017. Early adoption is permitted. The amendments in this update are required to be applied prospectively to an award modified on or after the adoption date. This standard became effective for the Company on January 1, 2018. The impact this standard will have on the Company's consolidated financial statements and related disclosures will be dependent on the terms and conditions of any modifications made to share-based awards after January 1, 2018. In March 2017, the FASB issued ASU 2017-07, "Compensation—Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost," which requires the employer to disaggregate the service cost component from the other components of net benefit cost. The ASU also provides explicit guidance on how to present the service cost component and the other components of net benefit cost in the income statement and allows only the service cost component of net benefit cost to be eligible for capitalization. As of January 1, 2018, the Company adopted this standard on a retrospective basis. Prior to adoption, periodic benefit costs for both pensions and postretirement benefits were recorded in "Selling, general and administrative expenses" in the consolidated statement of operations. As a result of adopting this ASU, the Company recognized $0.5 million and $0.9 million of periodic pension costs and $0.2 million and $0.3 million of periodic postretirement benefit costs in "Other expense — net" in the consolidated statement of operations for the three and six months ended June 30, 2018 , respectively. In November 2016, the FASB issued ASU 2016-18, "Statement of Cash Flows (Topic 230): Restricted Cash," which requires an entity to reconcile the changes in restricted cash as part of total cash and cash equivalents in its statements of cash flows. This standard became effective for the Company on January 1, 2018. The adoption of this standard was applied retrospectively. Other than the change in presentation of restricted cash within the consolidated statements of cash flows, the adoption of this ASU did not have a material impact on the Company’s consolidated financial statements. In October 2016, the FASB issued ASU 2016-16, "Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory," which requires an entity to recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. ASU 2016-16 became effective for the Company on January 1, 2018. Currently the Company does not have material intercompany transactions of non-inventory items, but to the extent that these business circumstances change in the future, there could be income tax impacts. In August 2016, the FASB issued ASU 2016-15, "Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments," which clarifies the accounting guidance on how certain cash receipts and cash payments are presented and classified in the statement of cash flows. This standard became effective for the Company on January 1, 2018. The adoption of this standard impacts the presentation of collections of the deferred purchase price from its sales of trade accounts receivables in the Company’s consolidated statements of cash flows. Subsequent to adoption, collection of these balances is reported in cash flows from investing activities rather than cash flows from operating activities with all retrospective periods reclassified to conform for comparability. In addition, the beneficial interest obtained in exchange for securitized receivables are reported as non-cash investing activity. See Note 7, "Accounts Receivable Securitization" for further discussion. In May 2014, the FASB issued ASU 2014-09, "Revenue from Contracts with Customers (Topic 606)" with additional updates subsequently issued (collectively, "ASU 2014-09"). This ASU creates a single, comprehensive revenue recognition model for all contracts with customers. The model is based on changes in contract assets (rights to receive consideration) and liabilities (obligations to provide a good or service). On January 1, 2018, the Company adopted ASU 2014-09. Either a retrospective or cumulative effect transition method, referred to as the modified retrospective method, is permitted. The Company used the modified retrospective method and recognized the cumulative effect of the initial application of the new revenue standard as an adjustment to the opening balance of retained earnings. Prior period results have not been restated and continue to be reported under the accounting standards in effect for those periods. In connection with the adoption of this guidance, the Company elected the following practical expedients: (i) significant financing component, (ii) sales taxes, (iii) costs of obtaining a contract, (iv) shipping and handling activities and (v) immaterial promised goods or services. The adoption of ASU 2014-09 did not have a material impact on the Company's consolidated balance sheet as of June 30, 2018 or the consolidated statement of operations or cash flows for the three and six months ended June 30, 2018 . Subsequent to the adoption of ASU 2014-09, revenue is recognized based on the satisfaction of performance obligations, which occurs when control of a good or service transfers to a customer. A majority of the Company's net sales continue to be recognized when products are shipped from its manufacturing facilities. The cumulative effect of the changes made to the Company's consolidated balance sheet as of January 1, 2018 for the adoption of ASU 2014-09 is related to the establishment of right to return assets in conjunction with its product return policy as shown below: (in millions) As of December 31, 2017 Adjustments Due to Adoption of ASU 2014-09 As of January 1, 2018 Balance Sheet Assets: Inventories — net $ 152.3 $ 1.1 $ 153.4 Equity: Retained earnings $ 204.5 $ 1.1 $ 205.6 Substantially all of the Company's revenues comprise revenues from contracts with customers. These revenues are disaggregated by major source and geographic location, as the Company believes it best depicts how the nature, amount, timing and uncertainty of its revenue and cash flows are affected by economic factors. Net sales by product class and segment are as follows: Three Months Ended June 30, 2018 (in millions) Commercial Foodservice Whole Goods Aftermarket Parts and Support Total Americas $ 251.7 $ 43.0 $ 294.7 EMEA 66.9 12.7 79.6 APAC 39.8 6.6 46.4 Total net sales $ 358.4 $ 62.3 $ 420.7 Six Months Ended June 30, 2018 (in millions) Commercial Foodservice Whole Goods Aftermarket Parts and Support Total Americas $ 460.8 $ 83.9 $ 544.7 EMEA 118.6 25.1 143.7 APAC 69.0 13.7 82.7 Total net sales $ 648.4 $ 122.7 $ 771.1 For the majority of foodservice equipment and aftermarket parts and support, the transfer of control and revenue recognition materializes when the products are shipped from the manufacturing facility or the service is provided to the customer. The Company typically invoices its customers with payment terms of 30 days and our average collection cycle is generally less than 60 days. The amount of consideration received and revenue recognized varies with marketing incentives such as annual customer rebate programs and returns that are offered to customers. Variable consideration as a result of customer rebate programs is typically based on calendar-year purchases, and is determined using the expected value method in interim periods as prescribed in the guidance. Customers have the right to return eligible equipment and parts. The expected returns are based on an analysis of historical experience. The estimate of revenue is adjusted at the earlier of when the most likely amount of the expected consideration changes or when the consideration becomes fixed. The impact of such adjustments was not material in the three and six months ended June 30, 2018 . The Company also recognizes revenue for foodservice-based projects. These revenues are generally recognized at the point-in-time in which control transfers to the customer. However, depending on the nature of the performance obligations in the contract, revenues may be recognized over time. The Company sells separately-priced extended warranties that extend coverage beyond the standard product warranty by 12 to 60 months. Payments are at the inception of the contract and revenue is recognized over the term of the agreement on a straight-line basis, which the Company believes approximates the timing of costs expected to be incurred in satisfying the obligations of the contract. As of June 30, 2018 and December 31, 2017 , there was $6.3 million and $6.7 million , respectively, of deferred revenues related to extended warranties. The Company expects to recognize $3.3 million of the deferred revenues in 2018, of which $0.4 million and $0.8 million was recognized for the three and six months ended June 30, 2018 respectively, $1.9 million will be recognized in 2019, and $1.9 million will be recognized thereafter. See additional discussion of product warranties in Note 14, "Product Warranties." The Company also defers revenues related to performance obligations that have not yet been met. At June 30, 2018 , these revenues totaled $1.0 million of which $0.6 million is expected to be recognized in 2018, $0.2 million in 2019 and $0.2 million thereafter. Recent Accounting Pronouncements Not Yet Adopted In February 2018, the FASB issued ASU 2018-02, "Income Statement-Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income," to provide guidance on the presentation of certain income statement effects from the Tax Cuts and Jobs Act’s reduction in the corporate statutory tax rate . The ASU provides the option of reclassifying what are called the “stranded” tax effects within accumulated other comprehensive income (loss) to retained earnings and requires increased disclosures describing the accounting policy used to release the income tax effects from accumulated other comprehensive income (loss), whether the amounts reclassified are the stranded income tax effects from the Tax Cuts and Jobs Act, and information about the other effects on taxes from the reclassification. ASU 2018-02 may be adopted using one of two transition methods: (1) retrospective to each period (or periods) in which the income tax effects of the Tax Cuts and Jobs Act related to items remaining in accumulated other comprehensive income (loss) are recognized, or (2) at the beginning of the period of adoption. The ASU is effective for fiscal years beginning after December 15, 2018, and the quarterly and other interim periods in those years. Early adoption is permitted. The Company is currently evaluating the impact that the adoption of this ASU will have on its consolidated financial statements and related disclosures. In August 2017, the FASB issued ASU 2017-12, "Derivatives and Hedging: Targeted Improvements to Accounting for Hedging Activities," which improves the financial reporting of hedging relationships to better align risk management activities in financial statements and make certain targeted improvements to simplify the application of current hedge accounting guidance in current GAAP. The standard is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early adoption is permitted. The Company is currently evaluating the impact that the adoption of this ASU will have on its consolidated financial statements and related disclosures. In March 2017, the FASB issued ASU 2017-08, "Receivables—Nonrefundable Fees and Other Costs (Subtopic 310-20): Premium Amortization on Purchased Callable Debt Securities," which shortens the amortization period for certain callable debt securities held at a premium to the earliest call date. ASU 2017-08 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. Early adoption is permitted. The Company is currently evaluating the impact that the adoption of this ASU will have on its consolidated financial statements and related disclosures. In June 2016 the FASB issued ASU 2016-13, "Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments," which significantly changes the impairment model for most financial instruments. Current guidance requires the recognition of credit losses based on an incurred loss impairment methodology that reflects losses once the losses are probable. Under ASU 2016-13, the Company will be required to use a current expected credit loss model (“CELC”) that will immediately recognize an estimate of credit losses that are expected to occur over the life of the financial instruments that are in the scope of this update, including trade receivables. The CELC model uses a broader range of reasonable and supportable information in the development of credit loss estimates. This guidance becomes effective for the Company on January 1, 2020 including the interim periods in the year. The Company is currently evaluating the impact that the adoption of this ASU will have on the consolidated financial statements and related disclosures. In February 2016, the FASB issued ASU 2016-02, "Leases (Topic 842)" and in July 2018, ASU 2018-10 "Codification Improvements to Topic 842, Leases" and ASU 2018-11 "Leases (Topic 842) Targeted Improvements" were issued (collectively "ASC Topic 842"). ASC Topic 842 will supersede the current guidance for lease accounting and will require lessees to recognize the right-of-use assets and lease liabilities, on its balance sheet. ASC Topic 842 permits the Company to elect either a) a modified retrospective transition approach for leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements or b) a modified retrospective approach recognizing the cumulative effect of the initial application of the new leasing standard as an adjustment to the opening balance of retained earnings as of the date of adoption. This ASU is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years with early adoption permitted. While the Company is still evaluating the impact this ASU will have on the consolidated financial statements and related disclosures, it has completed the initial impact assessment, has identified an accounting system to support the leasing accounting requirements in connection with the adoption of ASC Topic 842, and is currently in the early stages of system and business process design. At this time, the Company expects to adopt this new standard using the cumulative effect transition method, but is not yet in a position to reasonably estimate the expected increase in assets and liabilities on the consolidated balance sheet upon adoption. The Company expects that the impact of recording the lease liabilities and the corresponding right of use assets will have a significant impact on total assets and liabilities with minimal impact on equity and results of operations. The Company expects expanded financial statement disclosures to present additional details of the Company's leasing arrangements. Recent accounting guidance not discussed above is not applicable, did not have, or is not expected to have a material impact on the Company. |
Acquisitions
Acquisitions | 6 Months Ended |
Jun. 30, 2018 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions On April 19, 2018, the Company, through a wholly-owned subsidiary, acquired 100% of the share capital of Avaj International Holding AB ("Avaj") (the "Crem Acquisition") for aggregate consideration of approximately 1,800 million Swedish Krona ("SEK") or $220.3 million based on the exchange rate in effect on the closing date. The consideration comprised $159.8 million in cash, including $2.4 million of interest paid to the seller, and an aggregate $60.5 million for the repayment of certain indebtedness owed under third-party borrowings and shareholder loans. The Crem Acquisition was funded through cash on hand and additional borrowings under existing credit lines. Crem International Holding AB ("Crem"), a wholly-owned subsidiary of Avaj, is a global manufacturer of professional coffee machines headquartered in Solna, Sweden. Crem develops, manufactures and markets a full suite of coffee machines under three brands: Coffee Queen ® , Expobar ® and Spengler for use in offices, restaurants, cafes and coffee shops, catering and convenience stores. The Crem Acquisition provides the Company with an established presence in hot beverage equipment, a complementary product category, and it expects to realize operational synergies and cross-selling benefits. In addition, the Crem Acquisition supports the Company's strategic objective of increasing its presence in Europe and Asia. The Crem Acquisition was accounted for under the acquisition method of accounting which requires, among other things, that the assets acquired and the liabilities assumed be measured at their fair values as of the closing date of the transaction. The fair value of the net assets acquired was based on a preliminary valuation and the estimates and assumptions are subject to change within the measurement period. The Company is continuing to evaluate the (i) intangible assets; (ii) deferred tax assets and liabilities; (iii) income tax and non-income tax accruals. The Company will finalize the purchase price allocation as soon as practicable within the measurement period, but in no event later than one year following the Crem Acquisition date. During the three and six months ended June 30, 2018 , the Company incurred approximately $3.2 million and $4.4 million , respectively, of professional services and other direct acquisition costs related to the Crem Acquisition that are included in "Selling, general and administrative expenses" in the consolidated statement of operations. In addition, the Company entered into a foreign currency exchange contract for the purchase price exposure of SEK 1,800 million , which incurred a loss for the three and six months ended June 30, 2018 of $ 2.2 million and $10.0 million , respectively and is included in the consolidated statement of operations in "Other expense — net." The operations of Crem contributed approximately $18.6 million to net sales while incurring a loss from operations of approximately $0.2 million for the three months ended June 30, 2018 . The following table summarizes the consideration paid for Crem and the amounts of the identified assets acquired and liabilities assumed at the acquisition date: (in millions) Total purchase price $ 220.3 Less: cash acquired 4.7 Total purchase price, net of cash acquired $ 215.6 Recognized preliminary amounts of identifiable assets acquired and (liabilities assumed), at fair value: Cash $ 4.7 Accounts receivable 17.2 Inventories 16.9 Prepaids and other current assets 1.9 Property, plant and equipment 4.9 Other intangible assets 131.2 Other non-current assets 2.1 Accounts payable (11.4 ) Accrued expenses and other liabilities (6.0 ) Deferred income taxes (32.8 ) Pension and postretirement health obligations (0.4 ) Other long-term liabilities (5.0 ) Preliminary estimate of the fair value of assets acquired and liabilities assumed 123.3 Allocation to goodwill $ 97.0 The preliminary fair value estimates for the Company's identifiable intangible assets other than goodwill acquired as part of the acquisition are as follows: (in millions) Estimated Fair Values Estimated Useful Life (in years) Weighted Average Amortization Period (in years) Customer relationships $ 64.2 10 10.0 Design libraries 20.6 7 — 20 10.4 Total definite-lived intangible assets 84.8 10.1 Tradename 46.4 Indefinite Total intangible assets $ 131.2 The preliminary estimated goodwill was allocated to the Company's reportable segments as follows: EMEA $84.2 million and APAC $12.8 million . The goodwill is not expected to be deductible for tax purposes. |
Inventories - Net
Inventories - Net | 6 Months Ended |
Jun. 30, 2018 | |
Inventory Disclosure [Abstract] | |
Inventories - Net | Inventories — Net The components of "Inventories — net" at June 30, 2018 and December 31, 2017 are summarized as follows: June 30, December 31, (in millions) 2018 2017 Inventories — gross: Raw materials $ 93.8 $ 73.9 Work-in-process 18.2 18.9 Finished goods 114.1 86.9 Total inventories — gross 226.1 179.7 Excess and obsolete inventory reserve (24.2 ) (23.5 ) Net inventories at FIFO cost 201.9 156.2 Excess of FIFO costs over LIFO value (3.9 ) (3.9 ) Inventories — net $ 198.0 $ 152.3 |
Property, Plant and Equipment -
Property, Plant and Equipment - Net | 6 Months Ended |
Jun. 30, 2018 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment - Net | Property, Plant and Equipment — Net The components of "Property, plant and equipment — net" at June 30, 2018 and December 31, 2017 are summarized as follows: June 30, December 31, (in millions) 2018 2017 Land $ 9.8 $ 9.5 Building and improvements 88.3 88.9 Machinery, equipment and tooling 230.7 227.3 Furniture and fixtures 6.5 6.0 Computer hardware and software 56.9 55.1 Construction in progress 19.1 15.7 Total cost 411.3 402.5 Less accumulated depreciation (295.8 ) (290.3 ) Property, plant and equipment — net $ 115.5 $ 112.2 |
Accounts Payable and Accrued Ex
Accounts Payable and Accrued Expenses and Other Liabilities | 6 Months Ended |
Jun. 30, 2018 | |
Payables and Accruals [Abstract] | |
Accounts Payable and Accrued Expenses and Other Liabilities | Accounts Payable and Accrued Expenses and Other Liabilities "Accounts payable" and "Accrued expenses and other liabilities" at June 30, 2018 and December 31, 2017 are summarized as follows: June 30, December 31, (in millions) 2018 2017 Accounts payable: Trade accounts payable $ 125.7 $ 103.6 Total accounts payable $ 125.7 $ 103.6 Accrued expenses and other liabilities: Interest payable $ 2.4 $ 7.8 Income taxes payable 0.8 6.1 Employee related expenses 34.4 30.8 Restructuring expenses 2.9 5.0 Profit sharing and incentives 11.5 11.5 Accrued rebates 35.6 50.0 Deferred revenue — current 3.6 4.2 Customer advances 2.2 2.6 Product liability 1.3 1.4 Miscellaneous accrued expenses 44.9 42.3 Total accrued expenses and other liabilities $ 139.6 $ 161.7 |
Accounts Receivable Securitizat
Accounts Receivable Securitization | 6 Months Ended |
Jun. 30, 2018 | |
Transfers and Servicing [Abstract] | |
Accounts Receivable Securitization | Accounts Receivable Securitization The Company participates in a $110.0 million accounts receivable securitization program whereby the Company sells certain of its domestic trade accounts receivable and certain of its non-U.S. trade accounts receivable to a wholly-owned, bankruptcy-remote, foreign special purpose entity, which in turn, sells, conveys, transfers and assigns to a third-party financial institution (the “Purchaser”), all the rights, title and interest in and to its pool of receivables. Under this program, the Company generally receives cash consideration up to a certain limit and records a non-cash exchange for sold receivables for the remainder of the purchase price ("deferred purchase price"). The sale of these receivables qualifies for sale accounting treatment. The Company maintains a "beneficial interest," or right to collect cash, in the sold receivables. Cash receipts from the Purchaser at the time of the sale are classified as operating cash while cash receipts from the beneficial interest on sold receivables are classified as investing activities on the consolidated statements of cash flows. The Company, along with certain of its subsidiaries, act as servicers of the sold receivables. The servicers administer, collect and otherwise enforce these receivables and are compensated for doing so on terms that are generally consistent with what would be charged by an unrelated servicer. The servicers initially receive payments made by obligors on the receivables but are required to remit those payments in accordance with the receivables purchase agreement. Upon termination of the program, the Purchaser will have no recourse for uncollectible receivables. The securitization program also contains customary affirmative and negative covenants. Among other restrictions, these covenants require the Company to meet specified financial tests, which include a Consolidated Interest Coverage Ratio and a Consolidated Total Leverage Ratio that are the same as the covenant ratios required under the 2016 Credit Agreement. The accounts receivable securitization program was amended on February 2, 2018 in conjunction with an amendment to the 2016 Credit Agreement to provide for certain conforming changes including amending the Consolidated Total Leverage Ratio required thereunder. See Note 8, "Debt" for additional details of the 2016 Credit Agreement and related amendments. Due to a short average collection cycle of less than 60 days for such accounts receivable as well as the Company's collection history, the fair value of its beneficial interest in the sold receivables approximates book value and, as of June 30, 2018 and December 31, 2017 , totaled $77.4 million and $62.9 million , respectively and is recorded in "Accounts receivable, less allowance" in the consolidated balance sheets. The Company deems the interest rate risk related to this beneficial interest to be de minimis, primarily due to the short average collection cycle of the related receivables. The carrying value of trade receivables removed from the Company's consolidated balance sheets in connection with the accounts receivable securitization program was $89.6 million and $99.5 million at June 30, 2018 and December 31, 2017 , respectively. |
Debt
Debt | 6 Months Ended |
Jun. 30, 2018 | |
Debt Disclosure [Abstract] | |
Debt | Debt Outstanding debt at June 30, 2018 and December 31, 2017 is summarized as follows: (in millions) June 30, 2018 Weighted Average Interest Rate December 31, 2017 Weighted Average Interest Rate Revolving loan facility $ 30.0 3.90 % $ — — % Revolving credit facility 210.0 4.58 % 25.0 4.41 % Term Loan B facility 815.0 5.07 % 815.0 4.90 % 9.50% Senior Notes due 2024 425.0 9.80 % 425.0 9.72 % Capital leases 2.3 4.19 % 2.7 4.17 % Total debt and capital leases, including current portion 1,482.3 1,267.7 Less: Revolving loan facility (30.0 ) — Current portion of capital leases (0.6 ) (0.7 ) Unamortized debt issuance costs (1) (23.9 ) (26.4 ) Hedge accounting fair value adjustment (2) (20.0 ) (8.4 ) Total long-term debt and capital leases $ 1,407.8 $ 1,232.2 (1) Total outstanding debt issuance costs, net of amortization as of June 30, 2018 and December 31, 2017 was $26.3 million and $28.6 million , respectively, of which $2.4 million and $2.2 million, respectively, was related to the revolving credit facility and recorded in "Other non-current assets" in the consolidated balance sheets. (2) Represents the change in fair value due to changes in benchmark interest rates related to the Company's 9.50% Senior Notes due 2024 ("Senior Notes"). Refer to Note 9, "Derivative Financial Instruments," for additional information on the Company's interest rate swap designated as a fair value hedge. On March 3, 2016, the Company entered into a credit agreement (as amended, restated, supplemented or otherwise modified from time to time the "2016 Credit Agreement") for a $1,200.0 million senior secured credit facility consisting of (i) a senior secured revolving credit facility in an aggregate principal amount of $225.0 million (the "Revolving Facility") and (ii) a senior secured Term Loan B facility in an aggregate principal amount of $975.0 million (the "Term Loan B Facility" and, together with the Revolving Facility, the "Senior Secured Credit Facilities") with JPMorgan Chase Bank, N.A., as administrative agent and collateral agent, J.P. Morgan Securities LLC, Goldman Sachs Bank USA, HSBC Securities (USA) Inc., and Citigroup Global Markets Inc., on behalf of certain of its affiliates, as joint lead arrangers and joint bookrunners, and certain lenders, as lenders. The Revolving Facility includes (i) a $20.0 million sublimit for the issuance of letters of credit on customary terms, and (ii) a $40.0 million sublimit for swingline loans on customary terms. The Company entered into security and other agreements relating to the 2016 Credit Agreement. In February 2018, the Company entered into an amendment to the 2016 Credit Agreement, which increased the Consolidated Total Leverage Ratio for each of the quarters ended December 31, 2017, March 31, 2018 and June 30, 2018 to 5.25 :1.00. The required ratio level will then reduce 0.25 each subsequent quarter until the ratio reaches 4.00 :1.00 in the quarter ending September 30, 2019. In April 2018, the Company entered into an Incremental Revolving Facility Amendment to the 2016 Credit Agreement whereby the aggregate revolving commitments were increased by $50.0 million to $275.0 million . As of June 30, 2018 , the Company had $3.3 million in outstanding stand-by letters of credit and $61.7 million available for additional borrowings under the Revolving Facility. During the six months ended June 30, 2018 , the highest daily borrowing was $260.0 million and the average borrowing was $139.7 million . The interest rate on the Revolving Facility fluctuates based upon LIBOR or an alternate base rate plus a spread, which is based upon the Consolidated Total Leverage Ratio of the Company. As of June 30, 2018 , the spreads for LIBOR and alternate base rate borrowings were 2.25% and 1.25% , respectively, given the Company's effective Consolidated Total Leverage Ratio. The interest rate on the Term Loan B Facility also fluctuates based on LIBOR or a Prime rate plus an applicable margin. At June 30, 2018 , this facility bore interest at a rate per annum equal to, at the option of the Company, LIBOR plus an applicable margin of 2.75% for term loans subject to a 1.00% LIBOR floor, or an alternate base rate plus the applicable margin, that will be 1.00% lower than for LIBOR loans. The 2016 Credit Agreement contains financial covenants including (a) a Consolidated Interest Coverage Ratio, which measures the ratio of (i) Consolidated EBITDA, to (ii) Consolidated Cash Interest Expense, and (b) a Consolidated Total Leverage Ratio, which measures the ratio of (i) Consolidated Indebtedness to (ii) Consolidated EBITDA for the most recent four quarters, in each case, as defined in the 2016 Credit Agreement. The current levels of the financial covenants under the Senior Secured Credit Facilities are set forth below: Quarter Ending Consolidated Total Leverage Ratio (less than) Actual Consolidated Total Leverage Ratio Consolidated Interest Coverage Ratio (greater than) Actual Consolidated Interest Coverage Ratio June 30, 2018 5.25:1.00 5.03:1.00 3.00:1.00 3.31:1.00 As of June 30, 2018 , the Company was in compliance with all affirmative and negative covenants in its debt instruments, including the financial covenants under the 2016 Credit Agreement and the Senior Notes Indenture. Based on the Company's forecasted operating performance and cash flows, management believes it will continue to remain in compliance with such debt covenants in the next twelve-month period. However, there is no certainty that the Company's actual operating performance and cash flows will not be substantially different from forecasted results resulting in a failure to comply with the tightening Consolidated Total Leverage Ratio. To the extent the Company fails to comply with its debt covenants, it would be required to obtain a waiver from the lenders or the lenders would be entitled to accelerate the repayment of any outstanding 2016 Credit Agreement obligations, and exercise all other rights and remedies. Any acceleration of the repayment of the outstanding obligations under the 2016 Credit Agreement could also trigger an acceleration of the Senior Notes, either of which may have a material adverse impact on the Company’s financial condition and results of operations and no assurance can be given that the Company would have the financial ability to repay all of such obligations. In April 2018, the Company, through a wholly-owned subsidiary, entered into a short-term secured $30.0 million revolving loan facility for working capital requirements. This revolving loan facility bears interest at LIBOR plus an applicable margin of 1.90% and matures on April 18, 2019. This facility is secured by Manitowoc China Foodservice Co. LTD, a wholly owned subsidiary. |
Derivative Financial Instrument
Derivative Financial Instruments | 6 Months Ended |
Jun. 30, 2018 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Financial Instruments | Derivative Financial Instruments The Company's risk management objective is to ensure that business exposures to risks that have been identified and measured and are capable of being controlled are minimized or managed using what it believes to be the most effective and efficient methods to eliminate, reduce or transfer such exposures. Operating decisions consider these associated risks and the Company structures transactions to minimize or manage these risks whenever possible. The primary risks the Company manages using derivative instruments are interest rate risk, commodity price risk and foreign currency exchange risk. Interest rate swaps are entered into to manage interest rate risk associated with the Company’s fixed and floating-rate borrowings. Cross-currency interest rate swaps are entered into to protect the value of the Company’s investments in its foreign subsidiaries. Swap contracts on various commodities are used to manage the price risk associated with forecasted purchases of materials used in the Company's manufacturing process. The Company also enters into various foreign currency derivative instruments to help manage foreign currency risk associated with its projected purchases and sales and foreign currency denominated receivable and payable balances. The Company recognizes all derivative instruments as either assets or liabilities at fair value in the consolidated balance sheets. Commodity swaps and foreign currency exchange contracts are designated as cash flow hedges of forecasted purchases of commodities and currencies, certain interest rate swaps as cash flow hedges of floating-rate borrowings, and the remainder as fair value hedges of fixed-rate borrowings, and a cross-currency interest rate swap as a hedge of net investments in its foreign subsidiaries. Cash flow hedging strategy For derivative instruments that are designated and qualify as cash flow hedges, the effective portion of the gain or loss on the derivative is reported as a component of "Accumulated other comprehensive loss" ("AOCI") in the consolidated balance sheets and reclassified into earnings in the same period or periods during which the hedged transaction affects earnings. Gains and losses on the derivative instruments representing either hedge ineffectiveness or hedge components excluded from the assessment of effectiveness are recognized in current earnings. In the next twelve months, the Company estimates $0.2 million of unrealized gains , net of tax, related to currency rate and commodity price hedging will be reclassified from AOCI into earnings. Foreign currency and commodity hedging is generally completed prospectively on a rolling basis for 15 and 36 months, respectively, depending on the type of risk being hedged. During the first quarter of 2017, the Company entered into two interest rate swap agreements with a total notional amount of $600.0 million to manage interest rate risk exposure by converting the Company’s floating-rate debt to a fixed-rate basis, thus reducing the impact from fluctuations in interest rates on future interest expense. These agreements involve the receipt of floating rate amounts in exchange for fixed rate interest payments over the life of the agreements without an exchange of the underlying principal and have termination dates of March 2019 for $175.0 million notional amount and March 2020 for the remaining $425.0 million notional amount. Approximately 41.4% of the Company’s total outstanding long-term debt had its interest payments designated as cash flow hedges under these interest rate swap agreements as of June 30, 2018 . As of June 30, 2018 and December 31, 2017 , the Company had the following outstanding commodity and currency forward contracts that were entered into as hedges of forecasted transactions: Units Hedged Commodity June 30, 2018 December 31, 2017 Unit Aluminum 2,035 1,620 MT Copper 657 667 MT Steel 12,365 7,713 Short tons Units Hedged Currency June 30, 2018 December 31, 2017 Canadian Dollar 18,290,000 18,080,000 European Euro 17,029,000 8,545,000 British Pound 17,377,130 7,807,744 Mexican Peso 301,265,000 126,400,000 Singapore Dollar 3,865,000 1,765,000 The effects of derivative instruments on the consolidated statements of comprehensive income and consolidated statements of operations for the three and six months ended June 30, 2018 and 2017 for gains or losses initially recognized in AOCI in the consolidated balance sheets were as follows: Derivatives in cash flow hedging relationships (in millions) Pretax gain (loss) recognized in AOCI (effective portion) Pretax gain (loss) effective portion of derivative reclassified from AOCI into income Ineffective portion of gain (loss) on derivative and amount excluded from effectiveness testing recognized in income Three Months Ended June 30, Location Three Months Ended June 30, Location Three Months Ended June 30, 2018 2017 2018 2017 2018 2017 Foreign currency exchange contracts $ (2.5 ) $ 2.0 Cost of sales $ (0.1 ) $ 0.5 Cost of sales $ — $ — Commodity contracts 0.9 0.2 Cost of sales 0.8 0.2 Cost of sales — (0.1 ) Interest rate swap contracts 0.7 (0.2 ) Interest expense — — Interest expense — — Total $ (0.9 ) $ 2.0 $ 0.7 $ 0.7 $ — $ (0.1 ) Derivatives in cash flow hedging relationships (in millions) Pretax gain (loss) recognized in AOCI (effective portion) Pretax gain (loss) effective portion of derivative reclassified from AOCI into income Ineffective portion of gain (loss) on derivative and amount excluded from effectiveness testing recognized in income Six Months Ended June 30, Location Six Months Ended June 30, Location Six Months Ended June 30, 2018 2017 2018 2017 2018 2017 Foreign currency exchange contracts $ (1.7 ) $ 2.7 Cost of sales $ 0.4 $ 0.7 Cost of sales $ — $ — Commodity contracts 0.4 0.6 Cost of sales 1.3 0.4 Cost of sales 0.1 0.2 Interest rate swap contracts 3.8 (1.8 ) Interest expense — — Interest expense — — Total $ 2.5 $ 1.5 $ 1.7 $ 1.1 $ 0.1 $ 0.2 Fair value hedging strategy For derivative instruments that are designated and qualify as a fair value hedge (i.e. hedging the exposure to changes in the fair value of an asset or a liability or an identified portion thereof that is attributable to a particular risk), the gain or loss on the derivative instrument as well as the offsetting gain or loss on the hedged item attributable to the hedged risk are recognized in the same line item associated with the hedged item in current earnings. During the first quarter of 2017, the Company entered into an interest rate swap agreement with a total notional amount of $425.0 million to manage interest rate risk exposure by converting the Company’s fixed-rate debt to a floating-rate basis. This agreement involved the receipt of fixed rate amounts in exchange for floating rate interest payments over the life of the agreement without an exchange of the underlying principal. In June 2017, this interest rate swap agreement was terminated and the Company received $7.7 million , the fair value of the swap including accrued interest. Accordingly, hedge accounting was discontinued and the hedge accounting adjustment to the Company's Senior Notes of $0.3 million will be amortized to "Interest expense" in the consolidated statements of operations through February 2024. On October 3, 2017, the Company entered into an interest rate swap agreement with a total notional amount of $425.0 million to manage interest rate risk exposure by converting the Company’s fixed-rate debt to a floating-rate basis. This agreement involves the receipt of fixed rate amounts in exchange for floating rate interest payments over the life of the agreement without an exchange of the underlying principal and terminates in February 2024. Approximately 29.3% of the Company’s total outstanding long-term debt had its interest payments designated as a fair value hedge under this interest rate swap agreement as of June 30, 2018 . The gain or loss on the hedged item (that is, fixed-rate borrowing of the Senior Notes) attributable to the hedged benchmark interest rate risk (risk of changes in the applicable LIBOR swap rate) and the offsetting gain or loss on the related interest rate swap is as follows: Derivatives in fair value hedging relationships (in millions) Gain/(Loss) on Swap Location Gain/(Loss) on Hedged Item Three Months Ended June 30, Three Months Ended June 30, 2018 2017 2018 2017 Interest rate swap contract $ (2.9 ) $ 6.0 Interest Expense $ 2.7 $ (6.0 ) Total $ (2.9 ) $ 6.0 $ 2.7 $ (6.0 ) Derivatives in fair value hedging relationships (in millions) Gain/(Loss) on Swap Location Gain/(Loss) on Hedged Item Six Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 Interest rate swap contract $ (11.4 ) $ 0.3 Interest Expense $ 11.5 $ (0.3 ) Total $ (11.4 ) $ 0.3 $ 11.5 $ (0.3 ) The net (loss) gain of $(0.2) million and $0.1 million for the three and six months ended June 30, 2018 , respectively, represents hedge ineffectiveness. There was no hedge ineffectiveness recorded for the corresponding periods in 2017 . The net swap settlements that accrue each period are reported in "Interest expense" in the consolidated statements of operations. Hedge of net investment in foreign operations strategy For derivative instruments that are designated and qualify as a hedge of a net investment in a foreign currency, the gain or loss is reported in AOCI as part of the cumulative translation adjustment to the extent it is effective. Any ineffective portions of net investment hedges are recognized in earnings during the period of change. During the first quarter of 2017, the Company entered into a three -year cross-currency interest rate swap contract for a notional value of €50.0 million to protect the value of its net investment in Euros. The carrying value of the net investment in Euros that is designated as a hedging instrument is remeasured at each reporting date to reflect the changes in the foreign currency exchange spot rate, with changes since the last remeasurement date recorded in AOCI. The Company uses the forward-rate method of assessing hedge effectiveness when cross-currency swap contracts are designated as hedging instruments. The location and effects of derivative instruments on the consolidated statements of comprehensive income and consolidated statements of operations for the three and six months ended June 30, 2018 and 2017 for gains or losses initially recognized in AOCI in the consolidated balance sheets were as follows: Derivatives in net investments hedging relationships (in millions) Pretax gain (loss) recognized in AOCI (effective portion) Gain (loss) reclassified from AOCI into income (effective portion) Three Months Ended June 30, Location Three Months Ended June 30, 2018 2017 2018 2017 Interest rate swap contract $ 3.3 $ (0.2 ) N/A $ — $ — Total $ 3.3 $ (0.2 ) $ — $ — Derivatives in net investments hedging relationships (in millions) Pretax gain (loss) recognized in AOCI (effective portion) Gain (loss) reclassified from AOCI into income (effective portion) Six Months Ended June 30, Location Six Months Ended June 30, 2018 2017 2018 2017 Interest rate swap contract $ 1.3 $ 3.1 N/A $ — $ — Total $ 1.3 $ 3.1 $ — $ — N/A = Not applicable Derivatives Not Designated as Hedging Instruments The Company enters into foreign currency exchange contracts that are not designated as hedge relationships to offset, in part, the impact of certain intercompany transactions and to further mitigate certain other short-term currency impacts as identified. For derivative instruments that are not designated as hedging instruments, the gains or losses on the derivatives are recognized in current earnings within " Other expense — net " in the consolidated statements of operations. During the first quarter of 2018, the Company entered into a short-term foreign currency exchange contract to purchase SEK 1,800.0 million and sell $223.8 million with maturity dates ranging from March 1, 2018 to April 5, 2018 ("SEK Contract"). The purpose of this contract was to mitigate the impact of currency price fluctuations on the contracted price of the Crem Acquisition (see Note 3, "Acquisitions" for additional discussion of the Crem Acquisition). In April 2018, the Company settled the SEK Contract and realized a loss of $10.0 million . Of this amount, $7.8 million and $2.2 million were recognized during the first and second quarters of 2018, respectively, in " Other expense — net " in the consolidated statements of operations. The cash flows related to the settlement of the SEK Contract are not related to the Company’s ongoing revenue-producing or cost-generating activities and, therefore, have been included within the investing activities in the consolidated statement of cash flows. As of June 30, 2018 and December 31, 2017 , the Company had the following outstanding currency forward contracts that were not designated as hedging instruments: Units Hedged Currency June 30, 2018 December 31, 2017 Singapore Dollar 28,127,000 28,127,000 European Euro 72,500,000 69,300,000 British Pound 10,715,407 14,912,019 Swiss Franc 3,400,000 4,800,000 The location and effects on the consolidated statements of operations for the three and six months ended June 30, 2018 and 2017 for gains or losses related to derivative instruments not designated as hedging instruments were as follows: Derivatives NOT designated as hedging instruments (in millions) Amount of gain (loss) recognized in income on derivative Location of gain (loss) recognized in income on derivative Three Months Ended June 30, 2018 2017 Foreign currency exchange contracts $ 2.1 $ (4.1 ) Other expense — net Total $ 2.1 $ (4.1 ) Derivatives NOT designated as hedging instruments (in millions) Amount of gain (loss) recognized in income on derivative Location of gain (loss) recognized in income on derivative Six Months Ended June 30, 2018 2017 Foreign currency exchange contracts $ (10.8 ) $ (4.4 ) Other expense — net Total $ (10.8 ) $ (4.4 ) The fair value of outstanding derivative contracts recorded as assets in the consolidated balance sheets as of June 30, 2018 and December 31, 2017 was as follows: Asset Derivatives (in millions) Balance Sheet Location Fair Value June 30, 2018 December 31, 2017 Derivatives designated as hedging instruments: Foreign currency exchange contracts Prepaids and other current assets $ 0.6 $ 1.1 Commodity contracts Prepaids and other current assets 1.9 1.7 Interest rate swap contracts Prepaids and other current assets 4.8 1.7 Commodity contracts Other non-current assets 0.2 0.6 Interest rate swap contracts Other non-current assets 3.0 2.3 Total derivatives designated as hedging instruments $ 10.5 $ 7.4 Total asset derivatives $ 10.5 $ 7.4 The fair value of outstanding derivative contracts recorded as liabilities in the consolidated balance sheets as of June 30, 2018 and December 31, 2017 was as follows: Liability Derivatives (in millions) Balance Sheet Location Fair Value June 30, 2018 December 31, 2017 Derivatives designated as hedging instruments: Foreign currency exchange contracts Accrued expenses and other liabilities $ 2.1 $ 0.6 Commodity contracts Accrued expenses and other liabilities 0.2 0.1 Commodity contracts Other long-term liabilities 0.3 — Interest rate swap contracts Other long-term liabilities 27.8 17.7 Total derivatives designated as hedging instruments $ 30.4 $ 18.4 Derivatives NOT designated as hedging instruments: Foreign currency exchange contracts Accrued expenses and other liabilities $ 1.5 $ 0.5 Total derivatives NOT designated as hedging instruments $ 1.5 $ 0.5 Total liability derivatives $ 31.9 $ 18.9 |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 6 Months Ended |
Jun. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | Fair Value of Financial Instruments In accordance with the Company's policy, fair value is defined 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. The policy classifies the inputs used to measure fair value into the following hierarchy: Level 1 Unadjusted quoted prices in active markets for identical assets or liabilities Level 2 Unadjusted quoted prices in active markets for similar assets or liabilities, or Unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active, or Inputs other than quoted prices that are observable for the asset or liability Level 3 Unobservable inputs for the asset or liability The Company endeavors to utilize the best available information in measuring fair value. The Company estimates the fair value of its Senior Notes and Term Loan B Facility based on quoted market prices of the instruments. Because these markets are typically thinly traded, the assets and liabilities are classified as Level 2 of the fair value hierarchy. The carrying values of cash and cash equivalents, accounts receivable, accounts payable and beneficial interest in sold receivables (see Note 7, "Accounts Receivable Securitization"), approximate fair value, without being discounted as of June 30, 2018 and December 31, 2017 due to the short-term nature of these instruments. The fair value of the Company's Senior Notes was approximately $468.1 million and $483.8 million as of June 30, 2018 and December 31, 2017 , respectively. The fair value of the Company's Term Loan B Facility was approximately $819.6 million and $818.1 million as of June 30, 2018 and December 31, 2017 , respectively. The related carrying values are disclosed in Note 8, "Debt." The following tables set forth financial assets and liabilities that were accounted for at fair value on a recurring basis as of June 30, 2018 and December 31, 2017 by level within the fair value hierarchy. Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. Fair Value as of June 30, 2018 (in millions) Level 1 Level 2 Level 3 Total Current assets: Foreign currency exchange contracts $ — $ 0.6 $ — $ 0.6 Commodity contracts — 1.9 — 1.9 Interest rate swap contracts — 4.8 — 4.8 Total current assets at fair value — 7.3 — 7.3 Non-current assets: Commodity contracts — 0.2 — 0.2 Interest rate swap contracts — 3.0 — 3.0 Total non-current assets at fair value — 3.2 — 3.2 Total assets at fair value $ — $ 10.5 $ — $ 10.5 Current liabilities: Foreign currency exchange contracts $ — $ 3.6 $ — $ 3.6 Commodity contracts — 0.2 — 0.2 Total current liabilities at fair value — 3.8 — 3.8 Non-current liabilities: Commodity contracts — 0.3 — 0.3 Interest rate swap contracts — 27.8 — 27.8 Total non-current liabilities at fair value — 28.1 — 28.1 Total liabilities at fair value $ — $ 31.9 $ — $ 31.9 Fair Value as of December 31, 2017 (in millions) Level 1 Level 2 Level 3 Total Current assets: Foreign currency exchange contracts $ — $ 1.1 $ — $ 1.1 Commodity contracts — 1.7 — 1.7 Interest rate swap contracts — 1.7 — 1.7 Total current assets at fair value — 4.5 — 4.5 Non-current assets: Commodity contracts — 0.6 — 0.6 Interest rate swap contracts — 2.3 — 2.3 Total non-current assets at fair value — 2.9 — 2.9 Total assets at fair value $ — $ 7.4 $ — $ 7.4 Current liabilities: Foreign currency exchange contracts $ — $ 1.1 $ — $ 1.1 Commodity contracts — 0.1 — 0.1 Total current liabilities at fair value — 1.2 — 1.2 Non-current liabilities: Interest rate swap contracts — 17.7 — 17.7 Total non-current liabilities at fair value — 17.7 — 17.7 Total liabilities at fair value $ — $ 18.9 $ — $ 18.9 |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes For the three months ended June 30, 2018 , the Company recorded a $5.1 million income tax provision, reflecting a 29.7% effective tax rate, compared to a $0.2 million income tax benefit for the three months ended June 30, 2017 , reflecting a negative 0.7% effective tax rate, which was inclusive of a release of the relevant valuation allowance of $9.5 million for certain entities recorded against deferred tax assets in the United Kingdom ("UK") as a discrete adjustment. For the six months ended June 30, 2018 , the Company recorded a $5.4 million income tax provision, reflecting an 18.0% effective tax rate, which was inclusive of $4.9 million discrete tax benefit, that primarily consisted of tax balances that were adjusted upon timely filing of the Company's U.S. federal and state corporate income tax returns in the first quarter of 2018. For the six months ended June 30, 2017 , the Company recorded a $1.9 million income tax provision, reflecting 5.1% effective tax rate, which was inclusive of a release of the relevant valuation allowance of $9.5 million for certain entities recorded against deferred tax assets in the UK as a discrete adjustment. The increase in the Company's effective tax rate for the three and six months ended June 30, 2018 , relative to the three and six months ended June 30, 2017 , was primarily due to the decrease of the discrete tax benefit. This was partially offset by the reduction in the U.S. federal statutory rate to 21.0% for 2018 as compared to 35.0% for 2017. The Company’s effective tax rate for the three and six months ended June 30, 2018 varies from the 21.0% U.S. federal statutory rate primarily due to the discrete tax benefit, the Tax Cuts and Jobs Act (the “Tax Act”), relative weighting of foreign earnings before income taxes and taxes on foreign income. The Company’s effective tax rate for the three and six months ended June 30, 2017 varies from the 35.0% U.S. federal statutory rate due to the discrete tax benefit, relative weighting of foreign earnings before income taxes and taxes on foreign income. Foreign earnings are generated from operations in the Company’s three reportable segments of Americas, EMEA and APAC. On December 22, 2017, the U.S. government enacted comprehensive tax legislation commonly referred to as the Tax Act. The SEC staff issued Staff Accounting Bulletin (“SAB”) No. 118, which provided guidance for the tax effects of items enacted in December 2017, providing a measurement period not extending beyond one year from the Tax Act enactment date. There were no changes for the three and six months ended June 30, 2018 , related to the provisional estimates recorded in the Company’s consolidated financial statements for the year ended December 31, 2017. The Tax Act included new provisions, effective in 2018, designated as global intangible low-taxed income ("GILTI"), foreign derivative intangible income ("FDII"), interest disallowance and base erosion anti-abuse tax ("BEAT"), that were calculated, as relevant, for computation of the income tax provision for the three and six months ended June 30, 2018 . As of each reporting date, the Company’s management considers new evidence, both positive and negative, that could impact management’s view regarding future realization of deferred tax assets. The Company will continue to periodically evaluate its valuation allowance requirements in light of changing facts and circumstances, and may adjust its deferred tax asset valuation allowances accordingly. It is reasonably possible that the Company will either add to, or reverse a portion of its existing deferred tax asset valuation allowances in the future. Such changes in the deferred tax asset valuation allowances will be reflected in current operations through the Company’s income tax provision, and could have a material effect on operating results. The Company's unrecognized tax benefits ("UTB"), including interest and penalties, were $12.9 million and $12.5 million as of June 30, 2018 , and December 31, 2017 , respectively. The increase in UTB is primarily due to the recognition of additional unrecognized tax benefits resulting from the Crem Acquisition, partially offset by the lower U.S. federal statutory tax rate. During the next twelve months, it is reasonably possible that UTB will change in the range of $0.1 million to $0.5 million due to the expiration of the relevant statute of limitations and federal, state and foreign tax resolutions. The Company regularly assesses the likelihood of an adverse outcome resulting from examinations to determine the adequacy of its tax reserves. As of June 30, 2018 , the Company believes that it is more likely than not that the tax positions it has taken will be sustained upon the resolution of its audits resulting in no material impact on its consolidated financial position and the results of operations and cash flows. However, the final determination with respect to any tax audits, and any related litigation, could be materially different from the Company's estimates and/or from its historical income tax provisions and accruals and could have a material effect on operating results and/or cash flows in the periods for which that determination is made. In addition, future period earnings may be adversely impacted by litigation costs, settlements, penalties, and/or interest assessments. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 6 Months Ended |
Jun. 30, 2018 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive Loss The components of "Accumulated other comprehensive loss" as of June 30, 2018 and December 31, 2017 are as follows: (in millions) June 30, 2018 December 31, 2017 Foreign currency translation, net of income tax benefit of $2.5 million and $2.8 million at June 30, 2018 and December 31, 2017, respectively $ (3.1 ) $ 4.4 Derivative instrument fair market value, net of income tax expense of $1.8 million at June 30, 2018 and December 31, 2017 4.4 3.6 Employee pension and postretirement benefit adjustments, net of income tax benefit of $6.3 million and $6.5 million at June 30, 2018 and December 31, 2017, respectively (39.0 ) (40.0 ) $ (37.7 ) $ (32.0 ) A summary of the changes in "Accumulated other comprehensive loss," net of tax, by component for the three and six months ended June 30, 2018 and 2017 are as follows: (in millions) Foreign Currency Translation (1) Gains and Losses on Cash Flow Hedges Pension & Postretirement Total Balance at December 31, 2017 $ 4.4 $ 3.6 $ (40.0 ) $ (32.0 ) Other comprehensive (loss) income before reclassifications (0.4 ) 3.4 — 3.0 Amounts reclassified out — (1.0 ) 0.6 (0.4 ) Tax effect 0.5 (0.4 ) (0.1 ) — Net current period other comprehensive income 0.1 2.0 0.5 2.6 Balance at March 31, 2018 $ 4.5 $ 5.6 $ (39.5 ) $ (29.4 ) Other comprehensive loss before reclassifications $ (6.8 ) $ (0.9 ) $ — $ (7.7 ) Amounts reclassified out — (0.7 ) 0.6 (0.1 ) Tax effect (0.8 ) 0.4 (0.1 ) (0.5 ) Net current period other comprehensive (loss) income (7.6 ) (1.2 ) 0.5 (8.3 ) Balance at June 30, 2018 $ (3.1 ) $ 4.4 $ (39.0 ) $ (37.7 ) (in millions) Foreign Currency Translation (1) Gains and Losses on Cash Flow Hedges Pension & Postretirement Total Balance at December 31, 2016 $ (9.8 ) $ 0.8 $ (34.4 ) $ (43.4 ) Other comprehensive income (loss) before reclassifications 7.0 (0.5 ) — 6.5 Amounts reclassified out — (0.4 ) 0.5 0.1 Tax effect — 0.3 (0.1 ) 0.2 Net current period other comprehensive income (loss) 7.0 (0.6 ) 0.4 6.8 Balance at March 31, 2017 $ (2.8 ) $ 0.2 $ (34.0 ) $ (36.6 ) Other comprehensive income before reclassifications $ 4.9 $ 2.0 $ — $ 6.9 Amounts reclassified out — (0.7 ) 0.5 (0.2 ) Tax effect (1.2 ) (0.6 ) (0.1 ) (1.9 ) Net current period other comprehensive income 3.7 0.7 0.4 4.8 Balance at June 30, 2017 $ 0.9 $ 0.9 $ (33.6 ) $ (31.8 ) (1) Income taxes are not provided for foreign currency translation relating to permanent investments in international subsidiaries, but tax effects within cumulative translation does include the impact of the net investment hedge transaction. Reclassification adjustments are made to avoid double counting in comprehensive income items that are also recorded as part of net income. A reconciliation of the reclassifications out of "Accumulated other comprehensive loss," net of tax, for the three months ended June 30, 2018 and 2017 : Three Months Ended June 30, (in millions) 2018 2017 Recognized Location Gains (losses) on cash flow hedges: Foreign currency exchange contracts $ (0.1 ) $ 0.5 Cost of sales Commodity contracts 0.8 0.2 Cost of sales 0.7 0.7 Total before tax (0.1 ) (0.3 ) Income taxes $ 0.6 $ 0.4 Net of tax Amortization of pension and postretirement items: Actuarial losses $ (0.6 ) $ (0.5 ) See Note 16 (0.6 ) (0.5 ) Total before tax — 0.1 Income taxes $ (0.6 ) $ (0.4 ) Net of tax Total reclassifications for the period $ — $ — Net of tax A reconciliation of the reclassifications out of "Accumulated other comprehensive loss," net of tax, for the six months ended June 30, 2018 and 2017 : Six Months Ended June 30, (in millions) 2018 2017 Recognized Location Gains (losses) on cash flow hedges: Foreign currency exchange contracts $ 0.4 $ 0.7 Cost of sales Commodity contracts 1.3 0.4 Cost of sales 1.7 1.1 Total before tax (0.4 ) (0.5 ) Income taxes $ 1.3 $ 0.6 Net of tax Amortization of pension and postretirement items: Actuarial losses $ (1.2 ) $ (1.0 ) See Note 16 (1.2 ) (1.0 ) Total before tax 0.2 0.2 Income taxes $ (1.0 ) $ (0.8 ) Net of tax Total reclassifications for the period $ 0.3 $ (0.2 ) Net of tax |
Contingencies and Significant E
Contingencies and Significant Estimates | 6 Months Ended |
Jun. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contingencies and Significant Estimates | Contingencies and Significant Estimates As of June 30, 2018 and December 31, 2017 , the Company held reserves for environmental matters related to certain locations of approximately $0.8 million . At certain of the Company's other facilities, it has identified potential contaminants in soil and groundwater. The ultimate cost of any remediation required will depend upon the results of future investigation and is not reasonably estimable. Based upon available information, the Company does not expect the ultimate costs at any of these locations will have a material adverse effect on its financial condition, results of operations or cash flows individually or in the aggregate. The Company believes that it has obtained and is in substantial compliance with those material environmental permits and approvals necessary to conduct its various businesses. Based on the facts presently known, the Company does not expect environmental compliance costs to have a material adverse effect on its financial condition, results of operations or cash flows. As of June 30, 2018 , various product-related lawsuits were pending. For products sold outside of the United States and Canada, the Company is insured by a third-party insurance company. For products sold in the United States and Canada, the Company is insured, to the extent permitted under applicable law, with self-insurance retention levels. The Company's self-insurance retention levels vary by business and fluctuate with the Company's risk management practices. In the United States, the current range of the Company's self-insured retention levels is $0.1 million to $0.3 million per occurrence and $1.3 million in the aggregate for each of the cold and hot category products. As of June 30, 2018 , the largest self-insured retention level for new occurrences currently maintained by the Company was $0.3 million per occurrence and applied to product liability claims for the hot category products. In Canada, the Company's self-insured retention level is $0.1 million per occurrence. Product liability reserves are included in "Accrued expenses and other liabilities" in the consolidated balance sheets at June 30, 2018 and December 31, 2017 and were $1.3 million and $1.4 million , respectively; $0.4 million was reserved specifically for actual cases, and $0.9 million and $1.0 million , respectively, for claims incurred but not reported, which were estimated using actuarial methods. Based on the Company's experience in defending product liability claims, management believes the current reserves are adequate for estimated case resolutions on aggregate self-insured claims and insured claims. Any recoveries from insurance carriers are dependent upon the legal sufficiency of claims and solvency of insurance carriers. At June 30, 2018 and December 31, 2017 , the Company had reserved $26.9 million and $24.1 million , respectively, for warranty claims expected to be paid out within a year or less, which are included in "Product warranties" in the consolidated balance sheets. At June 30, 2018 and December 31, 2017 , the Company had reserved $11.4 million and $11.9 million , respectively, for warranty claims expected to be paid out after a year, which are included in "Other long-term liabilities" in the consolidated balance sheets. Certain of these warranty and other related claims involve matters in dispute that ultimately are resolved by negotiations, arbitration or litigation. See Note 14, “Product Warranties,” for further information. It is reasonably possible that the estimates for environmental remediation, product liability and product warranty costs may change based upon new information that may arise or matters that are beyond the scope of the Company's historical experience. Presently, there are no reliable methods to estimate the amount of any such potential changes. The Company is also subject to litigation claims arising in the ordinary course of business. The Company believes that it has adequately accrued for legal matters as appropriate. The Company records litigation accruals for legal matters which are both probable and estimable and for related legal costs as incurred. In the opinion of management, the ultimate resolution of all current litigation matters is not expected to have, individually or in the aggregate, a material adverse effect on the Company's financial condition, results of operations or cash flows. |
Product Warranties
Product Warranties | 6 Months Ended |
Jun. 30, 2018 | |
Guarantees [Abstract] | |
Product Warranties | Product Warranties In the normal course of business, the Company provides its customers product warranties covering workmanship, and in some cases materials, on products manufactured by the Company. Such product warranties generally provide that products will be free from defects for periods ranging from 12 months to 60 months with certain equipment having longer-term warranties. If a product fails to comply with the Company's warranty, the Company may be obligated, at its expense, to correct any defect by repairing or replacing such defective products. The Company provides for an estimate of costs that may be incurred under its warranty at the time product revenue is recognized. These costs primarily include labor and materials, as necessary, associated with repair or replacement. The primary factors that affect its warranty liability include the number of units shipped and historical and anticipated warranty claims. As these factors are impacted by actual experience and future expectations, the Company assesses the adequacy of its recorded warranty liability and adjusts the amounts as necessary. Below is a table summarizing the product warranty activity for the six months ended June 30, 2018 : (in millions) Balance at December 31, 2017 (1) $ 36.0 Accruals for warranties issued 20.5 Settlements made (in cash or in kind) (17.9 ) Currency translation impact (0.3 ) Balance at June 30, 2018 (1) $ 38.3 (1) Long-term warranty liabilities are included in "Other long-term liabilities" and totaled $11.4 million and $11.9 million at June 30, 2018 and December 31, 2017 , respectively. The Company also sells extended warranties, which are recorded as deferred revenue and are amortized to "Net sales" on a straight-line basis over a period equal to that of the warranty period. The short-term portion of deferred revenue on warranties included in "Accrued expenses and other liabilities" in the consolidated balance sheets at June 30, 2018 and December 31, 2017 was $3.0 million and $3.1 million , respectively. The long-term portion of deferred revenue on warranties included in "Other long-term liabilities" in the consolidated balance sheets at June 30, 2018 and December 31, 2017 was $3.3 million and $3.6 million , respectively. |
Restructuring
Restructuring | 6 Months Ended |
Jun. 30, 2018 | |
Restructuring and Related Activities [Abstract] | |
Restructuring | Restructuring The Company periodically takes action to improve operating efficiencies, typically in connection with recognizing cost synergies and rationalizing the cost structure of the Company. The Company's footprint and headcount reductions and organizational integration actions relate to discrete, unique restructuring events, primarily reflected in approved plans for reductions in force ("RIF"). The following is a rollforward of all restructuring activities for the six months ended June 30, 2018 : (in millions) Balance at December 31, 2017 $ 16.1 Restructuring charges 1.8 Use of reserve (4.5 ) Balance at June 30, 2018 $ 13.4 As of June 30, 2018 and December 31, 2017 , the short-term portion of the liability of $2.9 million and $5.0 million , respectively, was reflected in "Accrued expenses and other liabilities" in the consolidated balance sheets. The long-term portion of the liability of $10.5 million and $11.1 million as of June 30, 2018 and December 31, 2017 , respectively, was reflected in "Other long-term liabilities" in the consolidated balance sheets and relates to the long-term portion of the pension withdrawal obligation incurred in connection with the reorganization and plant restructuring of the Company's former Lincoln Foodservice operations. Effective January 2, 2017, Maurice Jones, the Company's former Senior Vice President, General Counsel and Secretary, retired from the Company and pursuant to the terms of his employment agreement, the Company is required to provide severance and other related benefits over the subsequent 18 -month period. The Company incurred a total one-time cost of $2.2 million , including $1.1 million of additional stock-based compensation expense resulting from the accelerated vesting of certain restricted stock units and stock options, that was recorded during the first quarter of 2017 in "Restructuring expense" in the consolidated statement of operations. Mr. Jones will also receive the amount of vested benefits of $2.5 million plus interest at the rate of 9.0% from the Company’s Supplemental Executive Retirement Plan (“SERP”) that will be paid over five annual installments. Effective May 5, 2017, John Stewart, the Company's Senior Vice President and Chief Financial Officer, retired from the Company. Pursuant to the terms of his employment agreement, the Company is required to provide severance and other related benefits over the subsequent 12 -month period. The Company incurred a total one-time cost of $2.5 million , including $1.5 million of additional stock-based compensation resulting from the accelerated vesting of certain restricted stock units and stock options. Of this amount, $1.5 million and $1.0 million were recognized during the first and second quarters of 2017, respectively, in "Restructuring expense" in the consolidated statements of operations. The Company completed a limited management restructuring within its EMEA region in March 2018. In connection with this action, the Company incurred severance and related costs of $0.4 million , which were recognized during the first quarter of 2018 in "Restructuring expense" in the consolidated statement of operations. During the second quarter of 2018, the Company completed a RIF in its EMEA and APAC regions as a part of its continued efforts to optimize and enhance operational efficiency. As a result, the Company incurred severance and related costs of $1.4 million , which were recognized during the second quarter of 2018 in "Restructuring expense" in the consolidated statement of operations. |
Employee Benefit Plans
Employee Benefit Plans | 6 Months Ended |
Jun. 30, 2018 | |
Retirement Benefits [Abstract] | |
Employee Benefit Plans | Employee Benefit Plans The components of periodic benefit costs for the defined benefit plans for the three and six months ended June 30, 2018 and 2017 were as follows: Three Months Ended June 30, 2018 2017 (in millions) Pension Plans Postretirement Pension Plans Postretirement Interest cost of projected benefit obligations $ 1.3 $ 0.1 $ 1.3 $ — Expected return on assets (1.3 ) — (1.5 ) — Amortization of actuarial net loss 0.5 0.1 0.5 — Net periodic benefit cost $ 0.5 $ 0.2 $ 0.3 $ — Six Months Ended June 30, 2018 2017 (in millions) Pension Plans Postretirement Pension Plans Postretirement Interest cost of projected benefit obligations $ 2.6 $ 0.2 $ 2.6 $ 0.1 Expected return on assets (2.8 ) — (3.0 ) — Amortization of actuarial net loss 1.1 0.1 1.0 — Net periodic benefit cost $ 0.9 $ 0.3 $ 0.6 $ 0.1 The components of periodic benefit costs are recorded in "Other expense — net" in the consolidated statements of operations. |
Business Segments
Business Segments | 6 Months Ended |
Jun. 30, 2018 | |
Segment Reporting [Abstract] | |
Business Segments | Business Segments The Company identifies its segments using the “management approach,” which designates the internal organization that is used by management for making operating decisions and assessing performance as the source of the Company's reportable segments. Management organizes the business based on geography, and has designated the regions Americas, EMEA, and APAC as reportable segments. The accounting policies of the Company's reportable segments are the same as those described in the summary of accounting policies in Note 2, "Summary of Significant Accounting Policies and Basis of Presentation," except that certain corporate-level expenses are not allocated to the segments. These unallocated expenses include corporate overhead, stock-based compensation expense, amortization expense of intangible assets with definite lives, separation expense, restructuring expense and other non-operating expenses. The Company evaluates segment performance based upon earnings before interest, taxes, other expense — net, depreciation and amortization expense and adjusts for certain other items that are not reflective of the Company's core operating performance, including gain or loss from impairment or disposal of assets, restructuring expense, separation expense, loss on early extinguishment of debt and acquisition-related transaction and integration costs ("Adjusted Operating EBITDA"). Adjusted Operating EBITDA is a non-GAAP measure, and the Company's presentation of Adjusted Operating EBITDA may not be comparable to similar measures used by other companies. Financial information relating to the Company's reportable segments for the three and six months ended June 30, 2018 and 2017 respectively is as follows: Three Months Ended June 30, Six Months Ended June 30, (in millions, except percentage data) 2018 2017 2018 2017 Net sales: Americas $ 328.2 $ 306.1 $ 608.4 $ 573.6 EMEA 99.3 76.1 180.3 143.9 APAC 57.7 44.9 101.2 86.6 Elimination of intersegment sales (64.5 ) (56.0 ) (118.8 ) (105.0 ) Total net sales $ 420.7 $ 371.1 $ 771.1 $ 699.1 Segment Adjusted Operating EBITDA: Americas $ 61.5 $ 59.1 $ 109.1 $ 105.9 EMEA 22.4 14.8 36.5 27.6 APAC 7.5 6.2 13.0 11.7 Total Segment Adjusted Operating EBITDA 91.4 80.1 158.6 145.2 Corporate and unallocated (15.9 ) (13.2 ) (27.8 ) (25.3 ) Amortization expense (9.4 ) (7.7 ) (17.3 ) (15.5 ) Depreciation expense (4.5 ) (4.0 ) (8.7 ) (8.0 ) Transaction costs (1) (4.7 ) — (5.9 ) — Separation expense — (0.3 ) (0.1 ) (1.2 ) Restructuring expense (1.4 ) (1.1 ) (1.8 ) (5.7 ) Gain from impairment or disposal of assets — net 0.1 0.6 0.2 0.2 Earnings from operations 55.6 54.4 97.2 89.7 Interest expense (23.1 ) (21.0 ) (43.4 ) (44.2 ) Loss on early extinguishment of debt — (0.2 ) — (3.4 ) Other expense — net (15.3 ) (3.3 ) (23.8 ) (5.1 ) Earnings before income taxes $ 17.2 $ 29.9 $ 30.0 $ 37.0 (1) Transaction costs include costs related to inventory fair value purchase accounting adjustments recorded in" Cost of sales" and professional services and other direct acquisition and integration costs recorded in "Selling, general and administrative expenses". Adjusted Operating EBITDA % by segment (2) : Americas 18.7 % 19.3 % 17.9 % 18.5 % EMEA 22.6 % 19.4 % 20.2 % 19.2 % APAC 13.0 % 13.8 % 12.8 % 13.5 % (2) Adjusted Operating EBITDA % in the section above is calculated by dividing Adjusted Operating EBITDA by net sales for each respective segment. Net sales by geographic area (3) : United States $ 269.7 $ 246.4 $ 493.1 $ 461.4 Other Americas 28.3 24.8 56.8 47.8 EMEA 78.6 62.6 140.7 116.6 APAC 44.1 37.3 80.5 73.3 Total net sales by geographic area $ 420.7 $ 371.1 $ 771.1 $ 699.1 (3) Net sales in the section above are attributed to geographic regions based on location of customer. As of June 30, 2018 and December 31, 2017 , total assets by reportable segment are as follows: (in millions) June 30, 2018 December 31, 2017 Total assets by segment: Americas $ 1,468.9 $ 1,445.6 EMEA 338.8 112.1 APAC 155.7 128.7 Corporate 147.9 154.0 Total assets $ 2,111.3 $ 1,840.4 |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Jun. 30, 2018 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share The Company computes basic earnings per share based on the weighted average number of common shares that were outstanding during the period. Diluted earnings per share includes the dilutive effect of common stock equivalents consisting of stock options, restricted stock awards, restricted stock units and performance share units, using the treasury stock method. Performance share units, which are considered contingently issuable, are considered dilutive when the related performance criterion has been met. The following is a reconciliation of the weighted average shares outstanding used to compute basic and diluted earnings per share: Three Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 Weighted average shares outstanding — Basic 139,998,308 138,972,873 139,853,748 138,866,565 Effect of dilutive securities: Stock options 614,882 907,903 670,264 885,705 Unvested restricted stock 259,300 539,461 410,074 548,887 Unvested performance share units 198,769 241,199 197,036 162,999 Effect of dilutive securities 1,072,951 1,688,563 1,277,374 1,597,591 Weighted average shares outstanding — Diluted 141,071,259 140,661,436 141,131,122 140,464,156 Dilutive securities outstanding, not included in the computation of earnings per share because their effect was antidilutive totaled 0.8 million for each period end presented above. In addition, certain performance share units whose conditions were not met at the end of the reporting period have also been excluded from the computation of earnings per share. |
Subsidiary Guarantors of Senior
Subsidiary Guarantors of Senior Notes | 6 Months Ended |
Jun. 30, 2018 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Subsidiary Guarantors of Senior Notes | Subsidiary Guarantors of Senior Notes The following tables present consolidating financial information for (a) Welbilt; (b) the guarantors of the Senior Notes, which include substantially all of the domestic, 100% owned subsidiaries of Welbilt ("Guarantor Subsidiaries"); and (c) the wholly owned foreign subsidiaries of Welbilt, which do not guarantee the Senior Notes ("Non-Guarantor Subsidiaries"). The information includes elimination entries necessary to consolidate the Guarantor Subsidiaries and the Non-Guarantor Subsidiaries. Investments in subsidiaries are accounted for using the equity method of accounting. The principal elimination entries eliminate investments in subsidiaries, equity and intercompany balances and transactions. Separate financial statements of the Guarantor Subsidiaries are not presented because the guarantors are fully and unconditionally, jointly and severally liable under the guarantees, except for normal and customary release provisions. WELBILT, INC. Consolidating Statement of Operations (Unaudited) Three Months Ended June 30, 2018 (in millions) Parent Guarantor Non- Eliminations Consolidated Net sales $ — $ 299.7 $ 249.1 $ (128.1 ) $ 420.7 Cost of sales 0.9 224.8 173.8 (128.1 ) 271.4 Gross profit (0.9 ) 74.9 75.3 — 149.3 Selling, general and administrative expenses 10.3 37.8 34.9 — 83.0 Amortization expense — 7.2 2.2 — 9.4 Restructuring expense — 0.2 1.2 — 1.4 Gain from impairment or disposal of assets — net — (0.1 ) — — (0.1 ) (Loss) earnings from operations (11.2 ) 29.8 37.0 — 55.6 Interest expense 21.1 0.2 1.8 — 23.1 Other (income) expense — net (4.4 ) (3.0 ) 22.7 — 15.3 Equity in earnings (loss) of subsidiaries 29.6 7.0 — (36.6 ) — Earnings (loss) before income taxes 1.7 39.6 12.5 (36.6 ) 17.2 Income tax (benefit) expense (10.4 ) 10.0 5.5 — 5.1 Net earnings (loss) $ 12.1 $ 29.6 $ 7.0 $ (36.6 ) $ 12.1 Total other comprehensive (loss) income, net of tax (8.3 ) (12.8 ) (10.5 ) 23.3 (8.3 ) Comprehensive income (loss) $ 3.8 $ 16.8 $ (3.5 ) $ (13.3 ) $ 3.8 WELBILT, INC. Consolidating Statement of Operations (Unaudited) Three Months Ended June 30, 2017 (in millions) Parent Guarantor Non- Eliminations Consolidated Net sales $ — $ 277.2 $ 195.4 $ (101.5 ) $ 371.1 Cost of sales 0.8 199.0 135.6 (101.5 ) 233.9 Gross profit (0.8 ) 78.2 59.8 — 137.2 Selling, general and administrative expenses 9.5 40.8 24.0 — 74.3 Amortization expense — 7.1 0.6 — 7.7 Separation expense 0.3 — — — 0.3 Restructuring expense 1.1 (0.1 ) 0.1 — 1.1 Gain from impairment or disposal of assets — net — (0.6 ) — — (0.6 ) (Loss) earnings from operations (11.7 ) 31.0 35.1 — 54.4 Interest expense 20.2 0.2 0.6 — 21.0 Loss on early extinguishment of debt 0.2 — — — 0.2 Other (income) expense — net (2.4 ) (4.3 ) 10.0 — 3.3 Equity in earnings (loss) of subsidiaries 49.6 27.3 — (76.9 ) — Earnings (loss) before income taxes 19.9 62.4 24.5 (76.9 ) 29.9 Income tax (benefit) expense (10.2 ) 12.8 (2.8 ) — (0.2 ) Net earnings (loss) $ 30.1 $ 49.6 $ 27.3 $ (76.9 ) $ 30.1 Total other comprehensive income (loss), net of tax 4.8 6.4 4.9 (11.3 ) 4.8 Comprehensive income (loss) $ 34.9 $ 56.0 $ 32.2 $ (88.2 ) $ 34.9 WELBILT, INC. Consolidating Statement of Operations (Unaudited) Six Months Ended June 30, 2018 (in millions) Parent Guarantor Non- Eliminations Consolidated Net sales $ — $ 551.8 $ 453.3 $ (234.0 ) $ 771.1 Cost of sales 1.7 416.2 311.7 (234.0 ) 495.6 Gross profit (1.7 ) 135.6 141.6 — 275.5 Selling, general and administrative expenses 19.2 75.4 64.7 — 159.3 Amortization expense — 14.3 3.0 — 17.3 Separation expense 0.1 — — — 0.1 Restructuring expense — 0.1 1.7 — 1.8 Gain from impairment or disposal of assets — net — (0.2 ) — — (0.2 ) (Loss) earnings from operations (21.0 ) 46.0 72.2 — 97.2 Interest expense 40.2 0.5 2.7 — 43.4 Other (income) expense — net (8.0 ) (5.9 ) 37.7 — 23.8 Equity in earnings (loss) of subsidiaries 56.3 20.2 — (76.5 ) — Earnings (loss) before income taxes 3.1 71.6 31.8 (76.5 ) 30.0 Income tax (benefit) expense (21.5 ) 15.3 11.6 — 5.4 Net earnings (loss) $ 24.6 $ 56.3 $ 20.2 $ (76.5 ) $ 24.6 Total other comprehensive (loss) income, net of tax (5.7 ) (12.1 ) (9.1 ) 21.2 (5.7 ) Comprehensive income (loss) $ 18.9 $ 44.2 $ 11.1 $ (55.3 ) $ 18.9 WELBILT, INC. Consolidating Statement of Operations (Unaudited) Six Months Ended June 30, 2017 (in millions) Parent Guarantor Non- Eliminations Consolidated Net sales $ — $ 518.6 $ 368.4 $ (187.9 ) $ 699.1 Cost of sales 1.7 368.7 256.4 (187.9 ) 438.9 Gross profit (1.7 ) 149.9 112.0 — 260.2 Selling, general and administrative expenses 19.4 81.5 47.4 — 148.3 Amortization expense — 14.2 1.3 — 15.5 Separation expense 1.2 — — — 1.2 Restructuring expense 4.8 0.8 0.1 — 5.7 (Gain) loss from impairment or disposal of assets — net — (0.4 ) 0.2 — (0.2 ) (Loss) earnings from operations (27.1 ) 53.8 63.0 — 89.7 Interest expense 42.4 0.5 1.3 — 44.2 Loss on early extinguishment of debt 3.4 — — — 3.4 Other (income) expense — net (5.1 ) (9.5 ) 19.7 — 5.1 Equity in earnings (loss) of subsidiaries 79.6 39.9 — (119.5 ) — Earnings (loss) before income taxes 11.8 102.7 42.0 (119.5 ) 37.0 Income tax (benefit) expense (23.3 ) 23.1 2.1 — 1.9 Net earnings (loss) $ 35.1 $ 79.6 $ 39.9 $ (119.5 ) $ 35.1 Total other comprehensive income (loss), net of tax 11.6 10.8 8.8 (19.6 ) 11.6 Comprehensive income (loss) $ 46.7 $ 90.4 $ 48.7 $ (139.1 ) $ 46.7 WELBILT, INC. Consolidating Balance Sheet (Unaudited) June 30, 2018 (in millions) Parent Guarantor Non- Eliminations Consolidated Assets Current assets: Cash and cash equivalents $ 9.5 $ 1.0 $ 93.4 $ — $ 103.9 Restricted cash — — 0.3 — 0.3 Accounts receivable — net — — 127.5 (2.1 ) 125.4 Inventories — net — 88.6 109.4 — 198.0 Prepaids and other current assets 12.8 5.2 10.6 — 28.6 Total current assets 22.3 94.8 341.2 (2.1 ) 456.2 Property, plant and equipment — net 0.4 69.6 45.4 0.1 115.5 Goodwill — 832.4 104.3 — 936.7 Other intangible assets — net — 382.1 183.7 — 565.8 Intercompany long-term note receivable 20.0 20.0 — (40.0 ) — Due from affiliates — 3,264.3 — (3,264.3 ) — Investment in subsidiaries 4,071.9 — — (4,071.9 ) — Other non-current assets 10.3 4.5 31.8 (9.5 ) 37.1 Total assets $ 4,124.9 $ 4,667.7 $ 706.4 $ (7,387.7 ) $ 2,111.3 Liabilities and equity Current liabilities: Accounts payable $ 0.2 $ 60.4 $ 67.1 $ (2.0 ) $ 125.7 Accrued expenses and other liabilities 9.4 77.9 52.3 — 139.6 Short-term borrowings — — 30.0 — 30.0 Current portion of capital leases — 0.5 0.1 — 0.6 Product warranties — 16.8 10.1 — 26.9 Total current liabilities 9.6 155.6 159.6 (2.0 ) 322.8 Long-term debt and capital leases 1,326.1 1.0 80.7 — 1,407.8 Deferred income taxes 71.8 — 48.9 — 120.7 Pension and postretirement health obligations 49.6 4.6 — (9.5 ) 44.7 Intercompany long-term note payable 15.7 — 24.3 (40.0 ) — Due to affiliates 2,468.9 — 795.4 (3,264.3 ) — Investment in subsidiaries — 410.6 — (410.6 ) — Other long-term liabilities 42.4 24.0 8.1 — 74.5 Total non-current liabilities 3,974.5 440.2 957.4 (3,724.4 ) 1,647.7 Total equity (deficit): Total equity (deficit) 140.8 4,071.9 (410.6 ) (3,661.3 ) 140.8 Total liabilities and equity $ 4,124.9 $ 4,667.7 $ 706.4 $ (7,387.7 ) $ 2,111.3 WELBILT, INC. Consolidating Balance Sheet (Audited) December 31, 2017 (in millions) Parent Guarantor Non- Eliminations Consolidated Assets Current assets: Cash and cash equivalents $ 8.8 $ — $ 120.4 $ (0.8 ) $ 128.4 Restricted cash — — 0.3 — 0.3 Accounts receivable — net — — 84.7 (1.0 ) 83.7 Inventories — net — 69.8 82.5 — 152.3 Prepaids and other current assets 5.3 5.9 7.8 — 19.0 Total current assets 14.1 75.7 295.7 (1.8 ) 383.7 Property, plant and equipment — net 0.5 68.7 43.0 — 112.2 Goodwill — 832.4 13.7 — 846.1 Other intangible assets — net — 396.3 65.1 — 461.4 Intercompany long-term note receivable — 20.0 — (20.0 ) — Due from affiliates — 3,239.8 — (3,239.8 ) — Investment in subsidiaries 4,015.6 — — (4,015.6 ) — Other non-current assets 10.8 5.2 28.7 (7.7 ) 37.0 Total assets $ 4,041.0 $ 4,638.1 $ 446.2 $ (7,284.9 ) $ 1,840.4 Liabilities and equity Current liabilities: Accounts payable $ 0.2 $ 58.2 $ 47.0 $ (1.8 ) $ 103.6 Accrued expenses and other liabilities 19.1 86.1 56.5 — 161.7 Current portion of capital leases — 0.5 0.2 — 0.7 Product warranties — 16.2 7.9 — 24.1 Total current liabilities 19.3 161.0 111.6 (1.8 ) 290.1 Long-term debt and capital leases 1,230.2 1.2 0.8 — 1,232.2 Deferred income taxes 74.7 — 17.6 — 92.3 Pension and postretirement health obligations 51.3 4.7 — (7.7 ) 48.3 Intercompany long-term note payable 15.7 — 4.3 (20.0 ) — Due to affiliates 2,501.4 — 738.4 (3,239.8 ) — Investment in subsidiaries — 430.8 — (430.8 ) — Other long-term liabilities 38.0 24.8 4.3 — 67.1 Total non-current liabilities 3,911.3 461.5 765.4 (3,698.3 ) 1,439.9 Total equity (deficit): Total equity (deficit) 110.4 4,015.6 (430.8 ) (3,584.8 ) 110.4 Total liabilities and equity $ 4,041.0 $ 4,638.1 $ 446.2 $ (7,284.9 ) $ 1,840.4 WELBILT, INC. Consolidating Statement of Cash Flows (Unaudited) Six Months Ended June 30, 2018 (in millions) Parent Guarantor Non- Eliminations Consolidated Cash flows from operating activities Net cash (used in) provided by operating activities $ (45.2 ) $ 31.2 $ (274.8 ) $ 0.8 $ (288.0 ) Cash flows from investing activities Cash receipts on beneficial interest in sold receivables — — 285.7 — 285.7 Capital expenditures (0.1 ) (5.5 ) (2.4 ) — (8.0 ) Business acquisition, net of cash acquired — — (215.6 ) — (215.6 ) Settlement of foreign exchange contract — — (10.0 ) — (10.0 ) Intercompany investment — (24.5 ) 77.0 (52.5 ) — Net cash (used in) provided by investing activities (0.1 ) (30.0 ) 134.7 (52.5 ) 52.1 Cash flows from financing activities Proceeds from long-term debt 161.0 — 100.0 — 261.0 Repayments on long-term debt and capital leases (56.0 ) (0.2 ) (20.2 ) — (76.4 ) Debt issuance costs (0.4 ) — — — (0.4 ) Proceeds from short-term borrowings — — 30.0 — 30.0 Exercises of stock options 4.8 — — — 4.8 Payments on tax withholdings for equity awards (2.4 ) — — — (2.4 ) Intercompany financing (52.5 ) — — 52.5 — Net cash provided by (used in) financing activities 54.5 (0.2 ) 109.8 52.5 216.6 Effect of exchange rate changes on cash (8.5 ) — 3.3 — (5.2 ) Net increase (decrease) in cash and cash equivalents and restricted cash 0.7 1.0 (27.0 ) 0.8 (24.5 ) Balance at beginning of period 8.8 — 120.7 (0.8 ) 128.7 Balance at end of period $ 9.5 $ 1.0 $ 93.7 $ — $ 104.2 WELBILT, INC. Consolidating Statement of Cash Flows (Unaudited) Six Months Ended June 30, 2017 (in millions) Parent Guarantor Non- Eliminations Consolidated Cash flows from operating activities Net cash (used in) provided by operating activities $ (11.0 ) $ 22.5 $ (265.5 ) $ — $ (254.0 ) Cash flows from investing activities Cash receipts on beneficial interest in sold receivables — — 257.4 — 257.4 Capital expenditures (0.1 ) (4.7 ) (3.5 ) — (8.3 ) Proceeds from sale of property, plant and equipment — 6.0 — — 6.0 Intercompany investment (21.7 ) (25.6 ) — 47.3 — Net cash (used in) provided by investing activities (21.8 ) (24.3 ) 253.9 47.3 255.1 Cash flows from financing activities Proceeds from long-term debt 115.0 — 0.9 — 115.9 Repayments on long-term debt and capital leases (70.5 ) (0.2 ) (1.0 ) — (71.7 ) Debt issuance costs (1.4 ) — — — (1.4 ) Changes in short-term borrowings — — 4.0 — 4.0 Exercises of stock options 1.3 — — — 1.3 Payments on tax withholdings for equity awards (2.6 ) — — — (2.6 ) Intercompany financing — — 47.3 (47.3 ) — Net cash provided by (used in) financing activities 41.8 (0.2 ) 51.2 (47.3 ) 45.5 Effect of exchange rate changes on cash — — (3.6 ) — (3.6 ) Net increase (decrease) in cash and cash equivalents and restricted cash 8.9 (2.0 ) 36.1 — 43.0 Balance at beginning of period 0.4 2.3 57.5 — 60.2 Balance at end of period $ 9.3 $ 0.3 $ 93.6 $ — $ 103.2 |
Summary of Significant Accoun27
Summary of Significant Accounting Policies and Basis of Presentation (Policies) | 6 Months Ended |
Jun. 30, 2018 | |
Accounting Policies [Abstract] | |
Principles of Consolidation and Basis of Presentation | The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States ("U.S. GAAP"). All intercompany balances and transactions between the Company and its affiliates have been eliminated. |
Use of Estimates | The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the reporting periods. Significant items subject to such estimates and assumptions include inventory obsolescence costs, warranty costs, product liability costs, employee benefit programs, sales rebates and the measurement of income tax assets and liabilities. The Company bases its estimates on historical experience and on various other assumptions that the Company believes to be reasonable under the circumstances. On an ongoing basis, the Company evaluates these assumptions, judgments and estimates. Actual results may differ from these estimates. |
Reclassifications | Certain prior period amounts have been reclassified to conform to the current period presentation and include: • Reclassification of periodic pension and postretirement benefit costs totaling $0.4 million and $0.7 million from "Selling, general and administrative expenses" to "Other expense — net" in the consolidated statement of operations for the three and six months ended June 30, 2017 respectively, as a result of the retrospective adoption of ASU 2017-07, "Compensation—Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost." • Beginning and ending cash and cash equivalents shown on the consolidated statements of cash flows for the six months ended June 30, 2017 were increased for restricted cash of $6.4 million and $0.4 million , respectively, and cash flows provided by investing activities were reduced by $6.1 million as a result of adopting ASU 2016-18, "Statement of Cash Flows (Topic 230): Restricted Cash." • As a result of the adoption of ASU 2016-15, "Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments," the Company reclassified consideration received for the beneficial interest obtained for transferring trade receivables in securitization transactions of $257.4 million from operating activities to investing activities on the consolidated statements of cash flows for the six months ended June 30, 2017 . |
Recently Adopted Accounting Pronouncements | In May 2017, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2017-09, "Compensation—Stock Compensation (Topic 718): Scope of Modification Accounting," which provides guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting pursuant to Topic 718. ASU 2017-09 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2017. Early adoption is permitted. The amendments in this update are required to be applied prospectively to an award modified on or after the adoption date. This standard became effective for the Company on January 1, 2018. The impact this standard will have on the Company's consolidated financial statements and related disclosures will be dependent on the terms and conditions of any modifications made to share-based awards after January 1, 2018. In March 2017, the FASB issued ASU 2017-07, "Compensation—Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost," which requires the employer to disaggregate the service cost component from the other components of net benefit cost. The ASU also provides explicit guidance on how to present the service cost component and the other components of net benefit cost in the income statement and allows only the service cost component of net benefit cost to be eligible for capitalization. As of January 1, 2018, the Company adopted this standard on a retrospective basis. Prior to adoption, periodic benefit costs for both pensions and postretirement benefits were recorded in "Selling, general and administrative expenses" in the consolidated statement of operations. As a result of adopting this ASU, the Company recognized $0.5 million and $0.9 million of periodic pension costs and $0.2 million and $0.3 million of periodic postretirement benefit costs in "Other expense — net" in the consolidated statement of operations for the three and six months ended June 30, 2018 , respectively. In November 2016, the FASB issued ASU 2016-18, "Statement of Cash Flows (Topic 230): Restricted Cash," which requires an entity to reconcile the changes in restricted cash as part of total cash and cash equivalents in its statements of cash flows. This standard became effective for the Company on January 1, 2018. The adoption of this standard was applied retrospectively. Other than the change in presentation of restricted cash within the consolidated statements of cash flows, the adoption of this ASU did not have a material impact on the Company’s consolidated financial statements. In October 2016, the FASB issued ASU 2016-16, "Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory," which requires an entity to recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. ASU 2016-16 became effective for the Company on January 1, 2018. Currently the Company does not have material intercompany transactions of non-inventory items, but to the extent that these business circumstances change in the future, there could be income tax impacts. In August 2016, the FASB issued ASU 2016-15, "Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments," which clarifies the accounting guidance on how certain cash receipts and cash payments are presented and classified in the statement of cash flows. This standard became effective for the Company on January 1, 2018. The adoption of this standard impacts the presentation of collections of the deferred purchase price from its sales of trade accounts receivables in the Company’s consolidated statements of cash flows. Subsequent to adoption, collection of these balances is reported in cash flows from investing activities rather than cash flows from operating activities with all retrospective periods reclassified to conform for comparability. In addition, the beneficial interest obtained in exchange for securitized receivables are reported as non-cash investing activity. See Note 7, "Accounts Receivable Securitization" for further discussion. In May 2014, the FASB issued ASU 2014-09, "Revenue from Contracts with Customers (Topic 606)" with additional updates subsequently issued (collectively, "ASU 2014-09"). This ASU creates a single, comprehensive revenue recognition model for all contracts with customers. The model is based on changes in contract assets (rights to receive consideration) and liabilities (obligations to provide a good or service). On January 1, 2018, the Company adopted ASU 2014-09. Either a retrospective or cumulative effect transition method, referred to as the modified retrospective method, is permitted. The Company used the modified retrospective method and recognized the cumulative effect of the initial application of the new revenue standard as an adjustment to the opening balance of retained earnings. Prior period results have not been restated and continue to be reported under the accounting standards in effect for those periods. In connection with the adoption of this guidance, the Company elected the following practical expedients: (i) significant financing component, (ii) sales taxes, (iii) costs of obtaining a contract, (iv) shipping and handling activities and (v) immaterial promised goods or services. The adoption of ASU 2014-09 did not have a material impact on the Company's consolidated balance sheet as of June 30, 2018 or the consolidated statement of operations or cash flows for the three and six months ended June 30, 2018 . Subsequent to the adoption of ASU 2014-09, revenue is recognized based on the satisfaction of performance obligations, which occurs when control of a good or service transfers to a customer. A majority of the Company's net sales continue to be recognized when products are shipped from its manufacturing facilities. The cumulative effect of the changes made to the Company's consolidated balance sheet as of January 1, 2018 for the adoption of ASU 2014-09 is related to the establishment of right to return assets in conjunction with its product return policy as shown below: (in millions) As of December 31, 2017 Adjustments Due to Adoption of ASU 2014-09 As of January 1, 2018 Balance Sheet Assets: Inventories — net $ 152.3 $ 1.1 $ 153.4 Equity: Retained earnings $ 204.5 $ 1.1 $ 205.6 Substantially all of the Company's revenues comprise revenues from contracts with customers. These revenues are disaggregated by major source and geographic location, as the Company believes it best depicts how the nature, amount, timing and uncertainty of its revenue and cash flows are affected by economic factors. Net sales by product class and segment are as follows: Three Months Ended June 30, 2018 (in millions) Commercial Foodservice Whole Goods Aftermarket Parts and Support Total Americas $ 251.7 $ 43.0 $ 294.7 EMEA 66.9 12.7 79.6 APAC 39.8 6.6 46.4 Total net sales $ 358.4 $ 62.3 $ 420.7 Six Months Ended June 30, 2018 (in millions) Commercial Foodservice Whole Goods Aftermarket Parts and Support Total Americas $ 460.8 $ 83.9 $ 544.7 EMEA 118.6 25.1 143.7 APAC 69.0 13.7 82.7 Total net sales $ 648.4 $ 122.7 $ 771.1 For the majority of foodservice equipment and aftermarket parts and support, the transfer of control and revenue recognition materializes when the products are shipped from the manufacturing facility or the service is provided to the customer. The Company typically invoices its customers with payment terms of 30 days and our average collection cycle is generally less than 60 days. The amount of consideration received and revenue recognized varies with marketing incentives such as annual customer rebate programs and returns that are offered to customers. Variable consideration as a result of customer rebate programs is typically based on calendar-year purchases, and is determined using the expected value method in interim periods as prescribed in the guidance. Customers have the right to return eligible equipment and parts. The expected returns are based on an analysis of historical experience. The estimate of revenue is adjusted at the earlier of when the most likely amount of the expected consideration changes or when the consideration becomes fixed. The impact of such adjustments was not material in the three and six months ended June 30, 2018 . The Company also recognizes revenue for foodservice-based projects. These revenues are generally recognized at the point-in-time in which control transfers to the customer. However, depending on the nature of the performance obligations in the contract, revenues may be recognized over time. The Company sells separately-priced extended warranties that extend coverage beyond the standard product warranty by 12 to 60 months. Payments are at the inception of the contract and revenue is recognized over the term of the agreement on a straight-line basis, which the Company believes approximates the timing of costs expected to be incurred in satisfying the obligations of the contract. As of June 30, 2018 and December 31, 2017 , there was $6.3 million and $6.7 million , respectively, of deferred revenues related to extended warranties. The Company expects to recognize $3.3 million of the deferred revenues in 2018, of which $0.4 million and $0.8 million was recognized for the three and six months ended June 30, 2018 respectively, $1.9 million will be recognized in 2019, and $1.9 million will be recognized thereafter. See additional discussion of product warranties in Note 14, "Product Warranties." The Company also defers revenues related to performance obligations that have not yet been met. At June 30, 2018 , these revenues totaled $1.0 million of which $0.6 million is expected to be recognized in 2018, $0.2 million in 2019 and $0.2 million thereafter. Recent Accounting Pronouncements Not Yet Adopted In February 2018, the FASB issued ASU 2018-02, "Income Statement-Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income," to provide guidance on the presentation of certain income statement effects from the Tax Cuts and Jobs Act’s reduction in the corporate statutory tax rate . The ASU provides the option of reclassifying what are called the “stranded” tax effects within accumulated other comprehensive income (loss) to retained earnings and requires increased disclosures describing the accounting policy used to release the income tax effects from accumulated other comprehensive income (loss), whether the amounts reclassified are the stranded income tax effects from the Tax Cuts and Jobs Act, and information about the other effects on taxes from the reclassification. ASU 2018-02 may be adopted using one of two transition methods: (1) retrospective to each period (or periods) in which the income tax effects of the Tax Cuts and Jobs Act related to items remaining in accumulated other comprehensive income (loss) are recognized, or (2) at the beginning of the period of adoption. The ASU is effective for fiscal years beginning after December 15, 2018, and the quarterly and other interim periods in those years. Early adoption is permitted. The Company is currently evaluating the impact that the adoption of this ASU will have on its consolidated financial statements and related disclosures. In August 2017, the FASB issued ASU 2017-12, "Derivatives and Hedging: Targeted Improvements to Accounting for Hedging Activities," which improves the financial reporting of hedging relationships to better align risk management activities in financial statements and make certain targeted improvements to simplify the application of current hedge accounting guidance in current GAAP. The standard is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early adoption is permitted. The Company is currently evaluating the impact that the adoption of this ASU will have on its consolidated financial statements and related disclosures. In March 2017, the FASB issued ASU 2017-08, "Receivables—Nonrefundable Fees and Other Costs (Subtopic 310-20): Premium Amortization on Purchased Callable Debt Securities," which shortens the amortization period for certain callable debt securities held at a premium to the earliest call date. ASU 2017-08 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. Early adoption is permitted. The Company is currently evaluating the impact that the adoption of this ASU will have on its consolidated financial statements and related disclosures. In June 2016 the FASB issued ASU 2016-13, "Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments," which significantly changes the impairment model for most financial instruments. Current guidance requires the recognition of credit losses based on an incurred loss impairment methodology that reflects losses once the losses are probable. Under ASU 2016-13, the Company will be required to use a current expected credit loss model (“CELC”) that will immediately recognize an estimate of credit losses that are expected to occur over the life of the financial instruments that are in the scope of this update, including trade receivables. The CELC model uses a broader range of reasonable and supportable information in the development of credit loss estimates. This guidance becomes effective for the Company on January 1, 2020 including the interim periods in the year. The Company is currently evaluating the impact that the adoption of this ASU will have on the consolidated financial statements and related disclosures. In February 2016, the FASB issued ASU 2016-02, "Leases (Topic 842)" and in July 2018, ASU 2018-10 "Codification Improvements to Topic 842, Leases" and ASU 2018-11 "Leases (Topic 842) Targeted Improvements" were issued (collectively "ASC Topic 842"). ASC Topic 842 will supersede the current guidance for lease accounting and will require lessees to recognize the right-of-use assets and lease liabilities, on its balance sheet. ASC Topic 842 permits the Company to elect either a) a modified retrospective transition approach for leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements or b) a modified retrospective approach recognizing the cumulative effect of the initial application of the new leasing standard as an adjustment to the opening balance of retained earnings as of the date of adoption. This ASU is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years with early adoption permitted. While the Company is still evaluating the impact this ASU will have on the consolidated financial statements and related disclosures, it has completed the initial impact assessment, has identified an accounting system to support the leasing accounting requirements in connection with the adoption of ASC Topic 842, and is currently in the early stages of system and business process design. At this time, the Company expects to adopt this new standard using the cumulative effect transition method, but is not yet in a position to reasonably estimate the expected increase in assets and liabilities on the consolidated balance sheet upon adoption. The Company expects that the impact of recording the lease liabilities and the corresponding right of use assets will have a significant impact on total assets and liabilities with minimal impact on equity and results of operations. The Company expects expanded financial statement disclosures to present additional details of the Company's leasing arrangements. Recent accounting guidance not discussed above is not applicable, did not have, or is not expected to have a material impact on the Company. |
Summary of Significant Accoun28
Summary of Significant Accounting Policies and Basis of Presentation (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Accounting Policies [Abstract] | |
Schedule of Cumulative Effect of New Accounting Pronouncement | The cumulative effect of the changes made to the Company's consolidated balance sheet as of January 1, 2018 for the adoption of ASU 2014-09 is related to the establishment of right to return assets in conjunction with its product return policy as shown below: (in millions) As of December 31, 2017 Adjustments Due to Adoption of ASU 2014-09 As of January 1, 2018 Balance Sheet Assets: Inventories — net $ 152.3 $ 1.1 $ 153.4 Equity: Retained earnings $ 204.5 $ 1.1 $ 205.6 |
Schedule of Disaggregation of Revenue by Major Source and Geographic Location | Net sales by product class and segment are as follows: Three Months Ended June 30, 2018 (in millions) Commercial Foodservice Whole Goods Aftermarket Parts and Support Total Americas $ 251.7 $ 43.0 $ 294.7 EMEA 66.9 12.7 79.6 APAC 39.8 6.6 46.4 Total net sales $ 358.4 $ 62.3 $ 420.7 Six Months Ended June 30, 2018 (in millions) Commercial Foodservice Whole Goods Aftermarket Parts and Support Total Americas $ 460.8 $ 83.9 $ 544.7 EMEA 118.6 25.1 143.7 APAC 69.0 13.7 82.7 Total net sales $ 648.4 $ 122.7 $ 771.1 |
Acquisitions Acquisitions (Tabl
Acquisitions Acquisitions (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Business Combinations [Abstract] | |
Schedule of Identified Assets Acquired and Liabilities Assumed | The following table summarizes the consideration paid for Crem and the amounts of the identified assets acquired and liabilities assumed at the acquisition date: (in millions) Total purchase price $ 220.3 Less: cash acquired 4.7 Total purchase price, net of cash acquired $ 215.6 Recognized preliminary amounts of identifiable assets acquired and (liabilities assumed), at fair value: Cash $ 4.7 Accounts receivable 17.2 Inventories 16.9 Prepaids and other current assets 1.9 Property, plant and equipment 4.9 Other intangible assets 131.2 Other non-current assets 2.1 Accounts payable (11.4 ) Accrued expenses and other liabilities (6.0 ) Deferred income taxes (32.8 ) Pension and postretirement health obligations (0.4 ) Other long-term liabilities (5.0 ) Preliminary estimate of the fair value of assets acquired and liabilities assumed 123.3 Allocation to goodwill $ 97.0 |
Schedule of Preliminary Fair Value Estimates of Intangible Assets Other than Goodwill Acquired | The preliminary fair value estimates for the Company's identifiable intangible assets other than goodwill acquired as part of the acquisition are as follows: (in millions) Estimated Fair Values Estimated Useful Life (in years) Weighted Average Amortization Period (in years) Customer relationships $ 64.2 10 10.0 Design libraries 20.6 7 — 20 10.4 Total definite-lived intangible assets 84.8 10.1 Tradename 46.4 Indefinite Total intangible assets $ 131.2 |
Inventories - Net (Tables)
Inventories - Net (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Inventory Disclosure [Abstract] | |
Components of Inventories | The components of "Inventories — net" at June 30, 2018 and December 31, 2017 are summarized as follows: June 30, December 31, (in millions) 2018 2017 Inventories — gross: Raw materials $ 93.8 $ 73.9 Work-in-process 18.2 18.9 Finished goods 114.1 86.9 Total inventories — gross 226.1 179.7 Excess and obsolete inventory reserve (24.2 ) (23.5 ) Net inventories at FIFO cost 201.9 156.2 Excess of FIFO costs over LIFO value (3.9 ) (3.9 ) Inventories — net $ 198.0 $ 152.3 |
Property, Plant and Equipment31
Property, Plant and Equipment - Net (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Property, Plant and Equipment [Abstract] | |
Components of Property, Plant and Equipment | The components of "Property, plant and equipment — net" at June 30, 2018 and December 31, 2017 are summarized as follows: June 30, December 31, (in millions) 2018 2017 Land $ 9.8 $ 9.5 Building and improvements 88.3 88.9 Machinery, equipment and tooling 230.7 227.3 Furniture and fixtures 6.5 6.0 Computer hardware and software 56.9 55.1 Construction in progress 19.1 15.7 Total cost 411.3 402.5 Less accumulated depreciation (295.8 ) (290.3 ) Property, plant and equipment — net $ 115.5 $ 112.2 |
Accounts Payable and Accrued 32
Accounts Payable and Accrued Expenses and Other Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Payables and Accruals [Abstract] | |
Schedule of Accounts Payable and Accrued Expenses | "Accounts payable" and "Accrued expenses and other liabilities" at June 30, 2018 and December 31, 2017 are summarized as follows: June 30, December 31, (in millions) 2018 2017 Accounts payable: Trade accounts payable $ 125.7 $ 103.6 Total accounts payable $ 125.7 $ 103.6 Accrued expenses and other liabilities: Interest payable $ 2.4 $ 7.8 Income taxes payable 0.8 6.1 Employee related expenses 34.4 30.8 Restructuring expenses 2.9 5.0 Profit sharing and incentives 11.5 11.5 Accrued rebates 35.6 50.0 Deferred revenue — current 3.6 4.2 Customer advances 2.2 2.6 Product liability 1.3 1.4 Miscellaneous accrued expenses 44.9 42.3 Total accrued expenses and other liabilities $ 139.6 $ 161.7 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Debt Disclosure [Abstract] | |
Schedule of Outstanding Debt | Outstanding debt at June 30, 2018 and December 31, 2017 is summarized as follows: (in millions) June 30, 2018 Weighted Average Interest Rate December 31, 2017 Weighted Average Interest Rate Revolving loan facility $ 30.0 3.90 % $ — — % Revolving credit facility 210.0 4.58 % 25.0 4.41 % Term Loan B facility 815.0 5.07 % 815.0 4.90 % 9.50% Senior Notes due 2024 425.0 9.80 % 425.0 9.72 % Capital leases 2.3 4.19 % 2.7 4.17 % Total debt and capital leases, including current portion 1,482.3 1,267.7 Less: Revolving loan facility (30.0 ) — Current portion of capital leases (0.6 ) (0.7 ) Unamortized debt issuance costs (1) (23.9 ) (26.4 ) Hedge accounting fair value adjustment (2) (20.0 ) (8.4 ) Total long-term debt and capital leases $ 1,407.8 $ 1,232.2 (1) Total outstanding debt issuance costs, net of amortization as of June 30, 2018 and December 31, 2017 was $26.3 million and $28.6 million , respectively, of which $2.4 million and $2.2 million, respectively, was related to the revolving credit facility and recorded in "Other non-current assets" in the consolidated balance sheets. (2) Represents the change in fair value due to changes in benchmark interest rates related to the Company's 9.50% Senior Notes due 2024 ("Senior Notes"). Refer to Note 9, "Derivative Financial Instruments," for additional information on the Company's interest rate swap designated as a fair value hedge. |
Summary of Covenant Levels of Financial Covenants | The current levels of the financial covenants under the Senior Secured Credit Facilities are set forth below: Quarter Ending Consolidated Total Leverage Ratio (less than) Actual Consolidated Total Leverage Ratio Consolidated Interest Coverage Ratio (greater than) Actual Consolidated Interest Coverage Ratio June 30, 2018 5.25:1.00 5.03:1.00 3.00:1.00 3.31:1.00 |
Derivative Financial Instrume34
Derivative Financial Instruments (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Outstanding Commodity and Currency Forward Contracts | As of June 30, 2018 and December 31, 2017 , the Company had the following outstanding currency forward contracts that were not designated as hedging instruments: Units Hedged Currency June 30, 2018 December 31, 2017 Singapore Dollar 28,127,000 28,127,000 European Euro 72,500,000 69,300,000 British Pound 10,715,407 14,912,019 Swiss Franc 3,400,000 4,800,000 The location and effects on the consolidated statements of operations for the three and six months ended June 30, 2018 and 2017 for gains or losses related to derivative instruments not designated as hedging instruments were as follows: Derivatives NOT designated as hedging instruments (in millions) Amount of gain (loss) recognized in income on derivative Location of gain (loss) recognized in income on derivative Three Months Ended June 30, 2018 2017 Foreign currency exchange contracts $ 2.1 $ (4.1 ) Other expense — net Total $ 2.1 $ (4.1 ) Derivatives NOT designated as hedging instruments (in millions) Amount of gain (loss) recognized in income on derivative Location of gain (loss) recognized in income on derivative Six Months Ended June 30, 2018 2017 Foreign currency exchange contracts $ (10.8 ) $ (4.4 ) Other expense — net Total $ (10.8 ) $ (4.4 ) As of June 30, 2018 and December 31, 2017 , the Company had the following outstanding commodity and currency forward contracts that were entered into as hedges of forecasted transactions: Units Hedged Commodity June 30, 2018 December 31, 2017 Unit Aluminum 2,035 1,620 MT Copper 657 667 MT Steel 12,365 7,713 Short tons Units Hedged Currency June 30, 2018 December 31, 2017 Canadian Dollar 18,290,000 18,080,000 European Euro 17,029,000 8,545,000 British Pound 17,377,130 7,807,744 Mexican Peso 301,265,000 126,400,000 Singapore Dollar 3,865,000 1,765,000 |
Schedule of the Effect of Derivative Instruments on the Consolidated Statement of Operations for Gains or Losses Initially Recognized in Other Comprehensive Income (OCI) in the Consolidated Balance Sheet | The effects of derivative instruments on the consolidated statements of comprehensive income and consolidated statements of operations for the three and six months ended June 30, 2018 and 2017 for gains or losses initially recognized in AOCI in the consolidated balance sheets were as follows: Derivatives in cash flow hedging relationships (in millions) Pretax gain (loss) recognized in AOCI (effective portion) Pretax gain (loss) effective portion of derivative reclassified from AOCI into income Ineffective portion of gain (loss) on derivative and amount excluded from effectiveness testing recognized in income Three Months Ended June 30, Location Three Months Ended June 30, Location Three Months Ended June 30, 2018 2017 2018 2017 2018 2017 Foreign currency exchange contracts $ (2.5 ) $ 2.0 Cost of sales $ (0.1 ) $ 0.5 Cost of sales $ — $ — Commodity contracts 0.9 0.2 Cost of sales 0.8 0.2 Cost of sales — (0.1 ) Interest rate swap contracts 0.7 (0.2 ) Interest expense — — Interest expense — — Total $ (0.9 ) $ 2.0 $ 0.7 $ 0.7 $ — $ (0.1 ) Derivatives in cash flow hedging relationships (in millions) Pretax gain (loss) recognized in AOCI (effective portion) Pretax gain (loss) effective portion of derivative reclassified from AOCI into income Ineffective portion of gain (loss) on derivative and amount excluded from effectiveness testing recognized in income Six Months Ended June 30, Location Six Months Ended June 30, Location Six Months Ended June 30, 2018 2017 2018 2017 2018 2017 Foreign currency exchange contracts $ (1.7 ) $ 2.7 Cost of sales $ 0.4 $ 0.7 Cost of sales $ — $ — Commodity contracts 0.4 0.6 Cost of sales 1.3 0.4 Cost of sales 0.1 0.2 Interest rate swap contracts 3.8 (1.8 ) Interest expense — — Interest expense — — Total $ 2.5 $ 1.5 $ 1.7 $ 1.1 $ 0.1 $ 0.2 The location and effects of derivative instruments on the consolidated statements of comprehensive income and consolidated statements of operations for the three and six months ended June 30, 2018 and 2017 for gains or losses initially recognized in AOCI in the consolidated balance sheets were as follows: Derivatives in net investments hedging relationships (in millions) Pretax gain (loss) recognized in AOCI (effective portion) Gain (loss) reclassified from AOCI into income (effective portion) Three Months Ended June 30, Location Three Months Ended June 30, 2018 2017 2018 2017 Interest rate swap contract $ 3.3 $ (0.2 ) N/A $ — $ — Total $ 3.3 $ (0.2 ) $ — $ — Derivatives in net investments hedging relationships (in millions) Pretax gain (loss) recognized in AOCI (effective portion) Gain (loss) reclassified from AOCI into income (effective portion) Six Months Ended June 30, Location Six Months Ended June 30, 2018 2017 2018 2017 Interest rate swap contract $ 1.3 $ 3.1 N/A $ — $ — Total $ 1.3 $ 3.1 $ — $ — |
Schedule of Gain or Loss on the Hedged Items | The gain or loss on the hedged item (that is, fixed-rate borrowing of the Senior Notes) attributable to the hedged benchmark interest rate risk (risk of changes in the applicable LIBOR swap rate) and the offsetting gain or loss on the related interest rate swap is as follows: Derivatives in fair value hedging relationships (in millions) Gain/(Loss) on Swap Location Gain/(Loss) on Hedged Item Three Months Ended June 30, Three Months Ended June 30, 2018 2017 2018 2017 Interest rate swap contract $ (2.9 ) $ 6.0 Interest Expense $ 2.7 $ (6.0 ) Total $ (2.9 ) $ 6.0 $ 2.7 $ (6.0 ) Derivatives in fair value hedging relationships (in millions) Gain/(Loss) on Swap Location Gain/(Loss) on Hedged Item Six Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 Interest rate swap contract $ (11.4 ) $ 0.3 Interest Expense $ 11.5 $ (0.3 ) Total $ (11.4 ) $ 0.3 $ 11.5 $ (0.3 ) |
Schedule of the Fair Value of Outstanding Derivative Contracts Recorded as Assets in the Accompanying Consolidated Balance Sheet | The fair value of outstanding derivative contracts recorded as assets in the consolidated balance sheets as of June 30, 2018 and December 31, 2017 was as follows: Asset Derivatives (in millions) Balance Sheet Location Fair Value June 30, 2018 December 31, 2017 Derivatives designated as hedging instruments: Foreign currency exchange contracts Prepaids and other current assets $ 0.6 $ 1.1 Commodity contracts Prepaids and other current assets 1.9 1.7 Interest rate swap contracts Prepaids and other current assets 4.8 1.7 Commodity contracts Other non-current assets 0.2 0.6 Interest rate swap contracts Other non-current assets 3.0 2.3 Total derivatives designated as hedging instruments $ 10.5 $ 7.4 Total asset derivatives $ 10.5 $ 7.4 |
Schedule of the Fair Value of Outstanding Derivative Contracts Recorded as Liabilities in the Accompanying Consolidated Balance Sheet | The fair value of outstanding derivative contracts recorded as liabilities in the consolidated balance sheets as of June 30, 2018 and December 31, 2017 was as follows: Liability Derivatives (in millions) Balance Sheet Location Fair Value June 30, 2018 December 31, 2017 Derivatives designated as hedging instruments: Foreign currency exchange contracts Accrued expenses and other liabilities $ 2.1 $ 0.6 Commodity contracts Accrued expenses and other liabilities 0.2 0.1 Commodity contracts Other long-term liabilities 0.3 — Interest rate swap contracts Other long-term liabilities 27.8 17.7 Total derivatives designated as hedging instruments $ 30.4 $ 18.4 Derivatives NOT designated as hedging instruments: Foreign currency exchange contracts Accrued expenses and other liabilities $ 1.5 $ 0.5 Total derivatives NOT designated as hedging instruments $ 1.5 $ 0.5 Total liability derivatives $ 31.9 $ 18.9 |
Fair Value of Financial Instr35
Fair Value of Financial Instruments (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
Financial Assets and Liabilities Accounted for at Fair Value on a Recurring Basis by level within the Fair Value Hierarchy | The following tables set forth financial assets and liabilities that were accounted for at fair value on a recurring basis as of June 30, 2018 and December 31, 2017 by level within the fair value hierarchy. Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. Fair Value as of June 30, 2018 (in millions) Level 1 Level 2 Level 3 Total Current assets: Foreign currency exchange contracts $ — $ 0.6 $ — $ 0.6 Commodity contracts — 1.9 — 1.9 Interest rate swap contracts — 4.8 — 4.8 Total current assets at fair value — 7.3 — 7.3 Non-current assets: Commodity contracts — 0.2 — 0.2 Interest rate swap contracts — 3.0 — 3.0 Total non-current assets at fair value — 3.2 — 3.2 Total assets at fair value $ — $ 10.5 $ — $ 10.5 Current liabilities: Foreign currency exchange contracts $ — $ 3.6 $ — $ 3.6 Commodity contracts — 0.2 — 0.2 Total current liabilities at fair value — 3.8 — 3.8 Non-current liabilities: Commodity contracts — 0.3 — 0.3 Interest rate swap contracts — 27.8 — 27.8 Total non-current liabilities at fair value — 28.1 — 28.1 Total liabilities at fair value $ — $ 31.9 $ — $ 31.9 Fair Value as of December 31, 2017 (in millions) Level 1 Level 2 Level 3 Total Current assets: Foreign currency exchange contracts $ — $ 1.1 $ — $ 1.1 Commodity contracts — 1.7 — 1.7 Interest rate swap contracts — 1.7 — 1.7 Total current assets at fair value — 4.5 — 4.5 Non-current assets: Commodity contracts — 0.6 — 0.6 Interest rate swap contracts — 2.3 — 2.3 Total non-current assets at fair value — 2.9 — 2.9 Total assets at fair value $ — $ 7.4 $ — $ 7.4 Current liabilities: Foreign currency exchange contracts $ — $ 1.1 $ — $ 1.1 Commodity contracts — 0.1 — 0.1 Total current liabilities at fair value — 1.2 — 1.2 Non-current liabilities: Interest rate swap contracts — 17.7 — 17.7 Total non-current liabilities at fair value — 17.7 — 17.7 Total liabilities at fair value $ — $ 18.9 $ — $ 18.9 |
Accumulated Other Comprehensi36
Accumulated Other Comprehensive Loss (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Equity [Abstract] | |
Reconciliations for the Changes in Accumulated Other Comprehensive Income (Loss) | The components of "Accumulated other comprehensive loss" as of June 30, 2018 and December 31, 2017 are as follows: (in millions) June 30, 2018 December 31, 2017 Foreign currency translation, net of income tax benefit of $2.5 million and $2.8 million at June 30, 2018 and December 31, 2017, respectively $ (3.1 ) $ 4.4 Derivative instrument fair market value, net of income tax expense of $1.8 million at June 30, 2018 and December 31, 2017 4.4 3.6 Employee pension and postretirement benefit adjustments, net of income tax benefit of $6.3 million and $6.5 million at June 30, 2018 and December 31, 2017, respectively (39.0 ) (40.0 ) $ (37.7 ) $ (32.0 ) A summary of the changes in "Accumulated other comprehensive loss," net of tax, by component for the three and six months ended June 30, 2018 and 2017 are as follows: (in millions) Foreign Currency Translation (1) Gains and Losses on Cash Flow Hedges Pension & Postretirement Total Balance at December 31, 2017 $ 4.4 $ 3.6 $ (40.0 ) $ (32.0 ) Other comprehensive (loss) income before reclassifications (0.4 ) 3.4 — 3.0 Amounts reclassified out — (1.0 ) 0.6 (0.4 ) Tax effect 0.5 (0.4 ) (0.1 ) — Net current period other comprehensive income 0.1 2.0 0.5 2.6 Balance at March 31, 2018 $ 4.5 $ 5.6 $ (39.5 ) $ (29.4 ) Other comprehensive loss before reclassifications $ (6.8 ) $ (0.9 ) $ — $ (7.7 ) Amounts reclassified out — (0.7 ) 0.6 (0.1 ) Tax effect (0.8 ) 0.4 (0.1 ) (0.5 ) Net current period other comprehensive (loss) income (7.6 ) (1.2 ) 0.5 (8.3 ) Balance at June 30, 2018 $ (3.1 ) $ 4.4 $ (39.0 ) $ (37.7 ) (in millions) Foreign Currency Translation (1) Gains and Losses on Cash Flow Hedges Pension & Postretirement Total Balance at December 31, 2016 $ (9.8 ) $ 0.8 $ (34.4 ) $ (43.4 ) Other comprehensive income (loss) before reclassifications 7.0 (0.5 ) — 6.5 Amounts reclassified out — (0.4 ) 0.5 0.1 Tax effect — 0.3 (0.1 ) 0.2 Net current period other comprehensive income (loss) 7.0 (0.6 ) 0.4 6.8 Balance at March 31, 2017 $ (2.8 ) $ 0.2 $ (34.0 ) $ (36.6 ) Other comprehensive income before reclassifications $ 4.9 $ 2.0 $ — $ 6.9 Amounts reclassified out — (0.7 ) 0.5 (0.2 ) Tax effect (1.2 ) (0.6 ) (0.1 ) (1.9 ) Net current period other comprehensive income 3.7 0.7 0.4 4.8 Balance at June 30, 2017 $ 0.9 $ 0.9 $ (33.6 ) $ (31.8 ) (1) Income taxes are not provided for foreign currency translation relating to permanent investments in international subsidiaries, but tax effects within cumulative translation does include the impact of the net investment hedge transaction. Reclassification adjustments are made to avoid double counting in comprehensive income items that are also recorded as part of net income. |
Reclassification out of Accumulated Other Comprehensive Income | A reconciliation of the reclassifications out of "Accumulated other comprehensive loss," net of tax, for the three months ended June 30, 2018 and 2017 : Three Months Ended June 30, (in millions) 2018 2017 Recognized Location Gains (losses) on cash flow hedges: Foreign currency exchange contracts $ (0.1 ) $ 0.5 Cost of sales Commodity contracts 0.8 0.2 Cost of sales 0.7 0.7 Total before tax (0.1 ) (0.3 ) Income taxes $ 0.6 $ 0.4 Net of tax Amortization of pension and postretirement items: Actuarial losses $ (0.6 ) $ (0.5 ) See Note 16 (0.6 ) (0.5 ) Total before tax — 0.1 Income taxes $ (0.6 ) $ (0.4 ) Net of tax Total reclassifications for the period $ — $ — Net of tax A reconciliation of the reclassifications out of "Accumulated other comprehensive loss," net of tax, for the six months ended June 30, 2018 and 2017 : Six Months Ended June 30, (in millions) 2018 2017 Recognized Location Gains (losses) on cash flow hedges: Foreign currency exchange contracts $ 0.4 $ 0.7 Cost of sales Commodity contracts 1.3 0.4 Cost of sales 1.7 1.1 Total before tax (0.4 ) (0.5 ) Income taxes $ 1.3 $ 0.6 Net of tax Amortization of pension and postretirement items: Actuarial losses $ (1.2 ) $ (1.0 ) See Note 16 (1.2 ) (1.0 ) Total before tax 0.2 0.2 Income taxes $ (1.0 ) $ (0.8 ) Net of tax Total reclassifications for the period $ 0.3 $ (0.2 ) Net of tax |
Product Warranties (Tables)
Product Warranties (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Guarantees [Abstract] | |
Schedule of the Summary of Product Warranty Activity | Below is a table summarizing the product warranty activity for the six months ended June 30, 2018 : (in millions) Balance at December 31, 2017 (1) $ 36.0 Accruals for warranties issued 20.5 Settlements made (in cash or in kind) (17.9 ) Currency translation impact (0.3 ) Balance at June 30, 2018 (1) $ 38.3 (1) Long-term warranty liabilities are included in "Other long-term liabilities" and totaled $11.4 million and $11.9 million at June 30, 2018 and December 31, 2017 , respectively. |
Restructuring (Tables)
Restructuring (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Restructuring and Related Activities [Abstract] | |
Rollforward of all Restructuring Activities | The following is a rollforward of all restructuring activities for the six months ended June 30, 2018 : (in millions) Balance at December 31, 2017 $ 16.1 Restructuring charges 1.8 Use of reserve (4.5 ) Balance at June 30, 2018 $ 13.4 |
Employee Benefit Plans (Tables)
Employee Benefit Plans (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Retirement Benefits [Abstract] | |
Schedule of Components of Period Benefit Costs | The components of periodic benefit costs for the defined benefit plans for the three and six months ended June 30, 2018 and 2017 were as follows: Three Months Ended June 30, 2018 2017 (in millions) Pension Plans Postretirement Pension Plans Postretirement Interest cost of projected benefit obligations $ 1.3 $ 0.1 $ 1.3 $ — Expected return on assets (1.3 ) — (1.5 ) — Amortization of actuarial net loss 0.5 0.1 0.5 — Net periodic benefit cost $ 0.5 $ 0.2 $ 0.3 $ — Six Months Ended June 30, 2018 2017 (in millions) Pension Plans Postretirement Pension Plans Postretirement Interest cost of projected benefit obligations $ 2.6 $ 0.2 $ 2.6 $ 0.1 Expected return on assets (2.8 ) — (3.0 ) — Amortization of actuarial net loss 1.1 0.1 1.0 — Net periodic benefit cost $ 0.9 $ 0.3 $ 0.6 $ 0.1 |
Business Segments (Tables)
Business Segments (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Segment Reporting [Abstract] | |
Schedule of Financial Information Relating to the Company's Reportable Segments | Financial information relating to the Company's reportable segments for the three and six months ended June 30, 2018 and 2017 respectively is as follows: Three Months Ended June 30, Six Months Ended June 30, (in millions, except percentage data) 2018 2017 2018 2017 Net sales: Americas $ 328.2 $ 306.1 $ 608.4 $ 573.6 EMEA 99.3 76.1 180.3 143.9 APAC 57.7 44.9 101.2 86.6 Elimination of intersegment sales (64.5 ) (56.0 ) (118.8 ) (105.0 ) Total net sales $ 420.7 $ 371.1 $ 771.1 $ 699.1 Segment Adjusted Operating EBITDA: Americas $ 61.5 $ 59.1 $ 109.1 $ 105.9 EMEA 22.4 14.8 36.5 27.6 APAC 7.5 6.2 13.0 11.7 Total Segment Adjusted Operating EBITDA 91.4 80.1 158.6 145.2 Corporate and unallocated (15.9 ) (13.2 ) (27.8 ) (25.3 ) Amortization expense (9.4 ) (7.7 ) (17.3 ) (15.5 ) Depreciation expense (4.5 ) (4.0 ) (8.7 ) (8.0 ) Transaction costs (1) (4.7 ) — (5.9 ) — Separation expense — (0.3 ) (0.1 ) (1.2 ) Restructuring expense (1.4 ) (1.1 ) (1.8 ) (5.7 ) Gain from impairment or disposal of assets — net 0.1 0.6 0.2 0.2 Earnings from operations 55.6 54.4 97.2 89.7 Interest expense (23.1 ) (21.0 ) (43.4 ) (44.2 ) Loss on early extinguishment of debt — (0.2 ) — (3.4 ) Other expense — net (15.3 ) (3.3 ) (23.8 ) (5.1 ) Earnings before income taxes $ 17.2 $ 29.9 $ 30.0 $ 37.0 (1) Transaction costs include costs related to inventory fair value purchase accounting adjustments recorded in" Cost of sales" and professional services and other direct acquisition and integration costs recorded in "Selling, general and administrative expenses". Adjusted Operating EBITDA % by segment (2) : Americas 18.7 % 19.3 % 17.9 % 18.5 % EMEA 22.6 % 19.4 % 20.2 % 19.2 % APAC 13.0 % 13.8 % 12.8 % 13.5 % (2) Adjusted Operating EBITDA % in the section above is calculated by dividing Adjusted Operating EBITDA by net sales for each respective segment. Net sales by geographic area (3) : United States $ 269.7 $ 246.4 $ 493.1 $ 461.4 Other Americas 28.3 24.8 56.8 47.8 EMEA 78.6 62.6 140.7 116.6 APAC 44.1 37.3 80.5 73.3 Total net sales by geographic area $ 420.7 $ 371.1 $ 771.1 $ 699.1 (3) Net sales in the section above are attributed to geographic regions based on location of customer. As of June 30, 2018 and December 31, 2017 , total assets by reportable segment are as follows: (in millions) June 30, 2018 December 31, 2017 Total assets by segment: Americas $ 1,468.9 $ 1,445.6 EMEA 338.8 112.1 APAC 155.7 128.7 Corporate 147.9 154.0 Total assets $ 2,111.3 $ 1,840.4 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Earnings Per Share [Abstract] | |
Reconciliation of the Average Shares Outstanding Used to Compute Basic and Diluted Earnings per Share | The following is a reconciliation of the weighted average shares outstanding used to compute basic and diluted earnings per share: Three Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 Weighted average shares outstanding — Basic 139,998,308 138,972,873 139,853,748 138,866,565 Effect of dilutive securities: Stock options 614,882 907,903 670,264 885,705 Unvested restricted stock 259,300 539,461 410,074 548,887 Unvested performance share units 198,769 241,199 197,036 162,999 Effect of dilutive securities 1,072,951 1,688,563 1,277,374 1,597,591 Weighted average shares outstanding — Diluted 141,071,259 140,661,436 141,131,122 140,464,156 |
Subsidiary Guarantors of Seni42
Subsidiary Guarantors of Senior Notes (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Consolidating Statement of Operations | WELBILT, INC. Consolidating Statement of Operations (Unaudited) Three Months Ended June 30, 2018 (in millions) Parent Guarantor Non- Eliminations Consolidated Net sales $ — $ 299.7 $ 249.1 $ (128.1 ) $ 420.7 Cost of sales 0.9 224.8 173.8 (128.1 ) 271.4 Gross profit (0.9 ) 74.9 75.3 — 149.3 Selling, general and administrative expenses 10.3 37.8 34.9 — 83.0 Amortization expense — 7.2 2.2 — 9.4 Restructuring expense — 0.2 1.2 — 1.4 Gain from impairment or disposal of assets — net — (0.1 ) — — (0.1 ) (Loss) earnings from operations (11.2 ) 29.8 37.0 — 55.6 Interest expense 21.1 0.2 1.8 — 23.1 Other (income) expense — net (4.4 ) (3.0 ) 22.7 — 15.3 Equity in earnings (loss) of subsidiaries 29.6 7.0 — (36.6 ) — Earnings (loss) before income taxes 1.7 39.6 12.5 (36.6 ) 17.2 Income tax (benefit) expense (10.4 ) 10.0 5.5 — 5.1 Net earnings (loss) $ 12.1 $ 29.6 $ 7.0 $ (36.6 ) $ 12.1 Total other comprehensive (loss) income, net of tax (8.3 ) (12.8 ) (10.5 ) 23.3 (8.3 ) Comprehensive income (loss) $ 3.8 $ 16.8 $ (3.5 ) $ (13.3 ) $ 3.8 WELBILT, INC. Consolidating Statement of Operations (Unaudited) Three Months Ended June 30, 2017 (in millions) Parent Guarantor Non- Eliminations Consolidated Net sales $ — $ 277.2 $ 195.4 $ (101.5 ) $ 371.1 Cost of sales 0.8 199.0 135.6 (101.5 ) 233.9 Gross profit (0.8 ) 78.2 59.8 — 137.2 Selling, general and administrative expenses 9.5 40.8 24.0 — 74.3 Amortization expense — 7.1 0.6 — 7.7 Separation expense 0.3 — — — 0.3 Restructuring expense 1.1 (0.1 ) 0.1 — 1.1 Gain from impairment or disposal of assets — net — (0.6 ) — — (0.6 ) (Loss) earnings from operations (11.7 ) 31.0 35.1 — 54.4 Interest expense 20.2 0.2 0.6 — 21.0 Loss on early extinguishment of debt 0.2 — — — 0.2 Other (income) expense — net (2.4 ) (4.3 ) 10.0 — 3.3 Equity in earnings (loss) of subsidiaries 49.6 27.3 — (76.9 ) — Earnings (loss) before income taxes 19.9 62.4 24.5 (76.9 ) 29.9 Income tax (benefit) expense (10.2 ) 12.8 (2.8 ) — (0.2 ) Net earnings (loss) $ 30.1 $ 49.6 $ 27.3 $ (76.9 ) $ 30.1 Total other comprehensive income (loss), net of tax 4.8 6.4 4.9 (11.3 ) 4.8 Comprehensive income (loss) $ 34.9 $ 56.0 $ 32.2 $ (88.2 ) $ 34.9 WELBILT, INC. Consolidating Statement of Operations (Unaudited) Six Months Ended June 30, 2018 (in millions) Parent Guarantor Non- Eliminations Consolidated Net sales $ — $ 551.8 $ 453.3 $ (234.0 ) $ 771.1 Cost of sales 1.7 416.2 311.7 (234.0 ) 495.6 Gross profit (1.7 ) 135.6 141.6 — 275.5 Selling, general and administrative expenses 19.2 75.4 64.7 — 159.3 Amortization expense — 14.3 3.0 — 17.3 Separation expense 0.1 — — — 0.1 Restructuring expense — 0.1 1.7 — 1.8 Gain from impairment or disposal of assets — net — (0.2 ) — — (0.2 ) (Loss) earnings from operations (21.0 ) 46.0 72.2 — 97.2 Interest expense 40.2 0.5 2.7 — 43.4 Other (income) expense — net (8.0 ) (5.9 ) 37.7 — 23.8 Equity in earnings (loss) of subsidiaries 56.3 20.2 — (76.5 ) — Earnings (loss) before income taxes 3.1 71.6 31.8 (76.5 ) 30.0 Income tax (benefit) expense (21.5 ) 15.3 11.6 — 5.4 Net earnings (loss) $ 24.6 $ 56.3 $ 20.2 $ (76.5 ) $ 24.6 Total other comprehensive (loss) income, net of tax (5.7 ) (12.1 ) (9.1 ) 21.2 (5.7 ) Comprehensive income (loss) $ 18.9 $ 44.2 $ 11.1 $ (55.3 ) $ 18.9 WELBILT, INC. Consolidating Statement of Operations (Unaudited) Six Months Ended June 30, 2017 (in millions) Parent Guarantor Non- Eliminations Consolidated Net sales $ — $ 518.6 $ 368.4 $ (187.9 ) $ 699.1 Cost of sales 1.7 368.7 256.4 (187.9 ) 438.9 Gross profit (1.7 ) 149.9 112.0 — 260.2 Selling, general and administrative expenses 19.4 81.5 47.4 — 148.3 Amortization expense — 14.2 1.3 — 15.5 Separation expense 1.2 — — — 1.2 Restructuring expense 4.8 0.8 0.1 — 5.7 (Gain) loss from impairment or disposal of assets — net — (0.4 ) 0.2 — (0.2 ) (Loss) earnings from operations (27.1 ) 53.8 63.0 — 89.7 Interest expense 42.4 0.5 1.3 — 44.2 Loss on early extinguishment of debt 3.4 — — — 3.4 Other (income) expense — net (5.1 ) (9.5 ) 19.7 — 5.1 Equity in earnings (loss) of subsidiaries 79.6 39.9 — (119.5 ) — Earnings (loss) before income taxes 11.8 102.7 42.0 (119.5 ) 37.0 Income tax (benefit) expense (23.3 ) 23.1 2.1 — 1.9 Net earnings (loss) $ 35.1 $ 79.6 $ 39.9 $ (119.5 ) $ 35.1 Total other comprehensive income (loss), net of tax 11.6 10.8 8.8 (19.6 ) 11.6 Comprehensive income (loss) $ 46.7 $ 90.4 $ 48.7 $ (139.1 ) $ 46.7 |
Consolidating Balance Sheet | WELBILT, INC. Consolidating Balance Sheet (Unaudited) June 30, 2018 (in millions) Parent Guarantor Non- Eliminations Consolidated Assets Current assets: Cash and cash equivalents $ 9.5 $ 1.0 $ 93.4 $ — $ 103.9 Restricted cash — — 0.3 — 0.3 Accounts receivable — net — — 127.5 (2.1 ) 125.4 Inventories — net — 88.6 109.4 — 198.0 Prepaids and other current assets 12.8 5.2 10.6 — 28.6 Total current assets 22.3 94.8 341.2 (2.1 ) 456.2 Property, plant and equipment — net 0.4 69.6 45.4 0.1 115.5 Goodwill — 832.4 104.3 — 936.7 Other intangible assets — net — 382.1 183.7 — 565.8 Intercompany long-term note receivable 20.0 20.0 — (40.0 ) — Due from affiliates — 3,264.3 — (3,264.3 ) — Investment in subsidiaries 4,071.9 — — (4,071.9 ) — Other non-current assets 10.3 4.5 31.8 (9.5 ) 37.1 Total assets $ 4,124.9 $ 4,667.7 $ 706.4 $ (7,387.7 ) $ 2,111.3 Liabilities and equity Current liabilities: Accounts payable $ 0.2 $ 60.4 $ 67.1 $ (2.0 ) $ 125.7 Accrued expenses and other liabilities 9.4 77.9 52.3 — 139.6 Short-term borrowings — — 30.0 — 30.0 Current portion of capital leases — 0.5 0.1 — 0.6 Product warranties — 16.8 10.1 — 26.9 Total current liabilities 9.6 155.6 159.6 (2.0 ) 322.8 Long-term debt and capital leases 1,326.1 1.0 80.7 — 1,407.8 Deferred income taxes 71.8 — 48.9 — 120.7 Pension and postretirement health obligations 49.6 4.6 — (9.5 ) 44.7 Intercompany long-term note payable 15.7 — 24.3 (40.0 ) — Due to affiliates 2,468.9 — 795.4 (3,264.3 ) — Investment in subsidiaries — 410.6 — (410.6 ) — Other long-term liabilities 42.4 24.0 8.1 — 74.5 Total non-current liabilities 3,974.5 440.2 957.4 (3,724.4 ) 1,647.7 Total equity (deficit): Total equity (deficit) 140.8 4,071.9 (410.6 ) (3,661.3 ) 140.8 Total liabilities and equity $ 4,124.9 $ 4,667.7 $ 706.4 $ (7,387.7 ) $ 2,111.3 WELBILT, INC. Consolidating Balance Sheet (Audited) December 31, 2017 (in millions) Parent Guarantor Non- Eliminations Consolidated Assets Current assets: Cash and cash equivalents $ 8.8 $ — $ 120.4 $ (0.8 ) $ 128.4 Restricted cash — — 0.3 — 0.3 Accounts receivable — net — — 84.7 (1.0 ) 83.7 Inventories — net — 69.8 82.5 — 152.3 Prepaids and other current assets 5.3 5.9 7.8 — 19.0 Total current assets 14.1 75.7 295.7 (1.8 ) 383.7 Property, plant and equipment — net 0.5 68.7 43.0 — 112.2 Goodwill — 832.4 13.7 — 846.1 Other intangible assets — net — 396.3 65.1 — 461.4 Intercompany long-term note receivable — 20.0 — (20.0 ) — Due from affiliates — 3,239.8 — (3,239.8 ) — Investment in subsidiaries 4,015.6 — — (4,015.6 ) — Other non-current assets 10.8 5.2 28.7 (7.7 ) 37.0 Total assets $ 4,041.0 $ 4,638.1 $ 446.2 $ (7,284.9 ) $ 1,840.4 Liabilities and equity Current liabilities: Accounts payable $ 0.2 $ 58.2 $ 47.0 $ (1.8 ) $ 103.6 Accrued expenses and other liabilities 19.1 86.1 56.5 — 161.7 Current portion of capital leases — 0.5 0.2 — 0.7 Product warranties — 16.2 7.9 — 24.1 Total current liabilities 19.3 161.0 111.6 (1.8 ) 290.1 Long-term debt and capital leases 1,230.2 1.2 0.8 — 1,232.2 Deferred income taxes 74.7 — 17.6 — 92.3 Pension and postretirement health obligations 51.3 4.7 — (7.7 ) 48.3 Intercompany long-term note payable 15.7 — 4.3 (20.0 ) — Due to affiliates 2,501.4 — 738.4 (3,239.8 ) — Investment in subsidiaries — 430.8 — (430.8 ) — Other long-term liabilities 38.0 24.8 4.3 — 67.1 Total non-current liabilities 3,911.3 461.5 765.4 (3,698.3 ) 1,439.9 Total equity (deficit): Total equity (deficit) 110.4 4,015.6 (430.8 ) (3,584.8 ) 110.4 Total liabilities and equity $ 4,041.0 $ 4,638.1 $ 446.2 $ (7,284.9 ) $ 1,840.4 |
Consolidating Statement of Cash Flows | WELBILT, INC. Consolidating Statement of Cash Flows (Unaudited) Six Months Ended June 30, 2018 (in millions) Parent Guarantor Non- Eliminations Consolidated Cash flows from operating activities Net cash (used in) provided by operating activities $ (45.2 ) $ 31.2 $ (274.8 ) $ 0.8 $ (288.0 ) Cash flows from investing activities Cash receipts on beneficial interest in sold receivables — — 285.7 — 285.7 Capital expenditures (0.1 ) (5.5 ) (2.4 ) — (8.0 ) Business acquisition, net of cash acquired — — (215.6 ) — (215.6 ) Settlement of foreign exchange contract — — (10.0 ) — (10.0 ) Intercompany investment — (24.5 ) 77.0 (52.5 ) — Net cash (used in) provided by investing activities (0.1 ) (30.0 ) 134.7 (52.5 ) 52.1 Cash flows from financing activities Proceeds from long-term debt 161.0 — 100.0 — 261.0 Repayments on long-term debt and capital leases (56.0 ) (0.2 ) (20.2 ) — (76.4 ) Debt issuance costs (0.4 ) — — — (0.4 ) Proceeds from short-term borrowings — — 30.0 — 30.0 Exercises of stock options 4.8 — — — 4.8 Payments on tax withholdings for equity awards (2.4 ) — — — (2.4 ) Intercompany financing (52.5 ) — — 52.5 — Net cash provided by (used in) financing activities 54.5 (0.2 ) 109.8 52.5 216.6 Effect of exchange rate changes on cash (8.5 ) — 3.3 — (5.2 ) Net increase (decrease) in cash and cash equivalents and restricted cash 0.7 1.0 (27.0 ) 0.8 (24.5 ) Balance at beginning of period 8.8 — 120.7 (0.8 ) 128.7 Balance at end of period $ 9.5 $ 1.0 $ 93.7 $ — $ 104.2 WELBILT, INC. Consolidating Statement of Cash Flows (Unaudited) Six Months Ended June 30, 2017 (in millions) Parent Guarantor Non- Eliminations Consolidated Cash flows from operating activities Net cash (used in) provided by operating activities $ (11.0 ) $ 22.5 $ (265.5 ) $ — $ (254.0 ) Cash flows from investing activities Cash receipts on beneficial interest in sold receivables — — 257.4 — 257.4 Capital expenditures (0.1 ) (4.7 ) (3.5 ) — (8.3 ) Proceeds from sale of property, plant and equipment — 6.0 — — 6.0 Intercompany investment (21.7 ) (25.6 ) — 47.3 — Net cash (used in) provided by investing activities (21.8 ) (24.3 ) 253.9 47.3 255.1 Cash flows from financing activities Proceeds from long-term debt 115.0 — 0.9 — 115.9 Repayments on long-term debt and capital leases (70.5 ) (0.2 ) (1.0 ) — (71.7 ) Debt issuance costs (1.4 ) — — — (1.4 ) Changes in short-term borrowings — — 4.0 — 4.0 Exercises of stock options 1.3 — — — 1.3 Payments on tax withholdings for equity awards (2.6 ) — — — (2.6 ) Intercompany financing — — 47.3 (47.3 ) — Net cash provided by (used in) financing activities 41.8 (0.2 ) 51.2 (47.3 ) 45.5 Effect of exchange rate changes on cash — — (3.6 ) — (3.6 ) Net increase (decrease) in cash and cash equivalents and restricted cash 8.9 (2.0 ) 36.1 — 43.0 Balance at beginning of period 0.4 2.3 57.5 — 60.2 Balance at end of period $ 9.3 $ 0.3 $ 93.6 $ — $ 103.2 |
Description of the Business (De
Description of the Business (Details) | 6 Months Ended |
Jun. 30, 2018segment | |
Accounting Policies [Abstract] | |
Number of segments | 3 |
Summary of Significant Accoun44
Summary of Significant Accounting Policies and Basis of Presentation - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Increase to cash and cash equivalents balance | $ 103.9 | $ 103.9 | $ 128.4 | |||
Increase (decrease) to cash flows provided by investing activities | 52.1 | $ 255.1 | ||||
Decrease in cash flow from operating activities | $ (288) | (254) | ||||
Standard product warranty, low end of range (in months) | 12 months | |||||
Standard product warranty, high end of range (in months) | 60 months | |||||
Deferred revenue expected to be recognized | 3.6 | $ 3.6 | 4.2 | |||
Pension Plans | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Net periodic (benefit) cost | 0.5 | $ 0.3 | 0.9 | 0.6 | ||
Postretirement Health and Other Plans | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Net periodic (benefit) cost | 0.2 | 0 | 0.3 | 0.1 | ||
Accounting Standards Update 2016-18 | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Increase to cash and cash equivalents balance | 0.4 | 0.4 | $ 6.4 | |||
Increase (decrease) to cash flows provided by investing activities | (6.1) | |||||
Accounting Standards Update 2016-15 | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Increase (decrease) to cash flows provided by investing activities | 115.9 | |||||
Decrease in cash flow from operating activities | 257.4 | |||||
Selling, General and Administrative Expenses | Accounting Standard Update 2017-07 | Pension Plans | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Net periodic (benefit) cost | (0.4) | (0.7) | ||||
Other Expense | Accounting Standard Update 2017-07 | Pension Plans | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Net periodic (benefit) cost | 0.5 | $ 0.4 | $ 0.7 | |||
Other Expense | Accounting Standard Update 2017-07 | Postretirement Health and Other Plans | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Net periodic (benefit) cost | 0.2 | |||||
Extended Warranties | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Deferred revenue expected to be recognized | 6.3 | 6.3 | $ 6.7 | |||
Deferred revenue recognized | 0.4 | 0.8 | ||||
Performance Obligations not Yet Met | ||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||
Deferred revenue expected to be recognized | $ 1 | $ 1 |
Summary of Significant Accoun45
Summary of Significant Accounting Policies and Basis of Presentation - Cumulative Adjustments on the Balance Sheet (Details) - USD ($) $ in Millions | Jun. 30, 2018 | Jan. 01, 2018 | Dec. 31, 2017 |
Assets | |||
Inventories — net | $ 198 | $ 153.4 | $ 152.3 |
Equity: | |||
Retained earnings | $ 230.2 | 205.6 | 204.5 |
Calculated under Revenue Guidance in Effect before Topic 606 | |||
Assets | |||
Inventories — net | 152.3 | ||
Equity: | |||
Retained earnings | $ 204.5 | ||
Adjustments Due to ASU 2014-09 | Difference between Revenue Guidance in Effect before and after Topic 606 | |||
Assets | |||
Inventories — net | 1.1 | ||
Equity: | |||
Retained earnings | $ 1.1 |
Summary of Significant Accoun46
Summary of Significant Accounting Policies and Basis of Presentation - Schedule of Disaggregation of Revenue by Major Source and Geographic Location (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Disaggregation of Revenue [Line Items] | ||||
Total net sales | $ 420.7 | $ 371.1 | $ 771.1 | $ 699.1 |
Commercial Foodservice Whole Goods | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 358.4 | 648.4 | ||
Aftermarket Parts and Support | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 62.3 | 122.7 | ||
Americas | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 294.7 | 544.7 | ||
Americas | Commercial Foodservice Whole Goods | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 251.7 | 460.8 | ||
Americas | Aftermarket Parts and Support | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 43 | 83.9 | ||
EMEA | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 79.6 | 143.7 | ||
EMEA | Commercial Foodservice Whole Goods | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 66.9 | 118.6 | ||
EMEA | Aftermarket Parts and Support | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 12.7 | 25.1 | ||
APAC | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 46.4 | 82.7 | ||
APAC | Commercial Foodservice Whole Goods | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | 39.8 | 69 | ||
APAC | Aftermarket Parts and Support | ||||
Disaggregation of Revenue [Line Items] | ||||
Total net sales | $ 6.6 | $ 13.7 |
Summary of Significant Accoun47
Summary of Significant Accounting Policies and Basis of Presentation - Revenue Recognition Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2018 | Jun. 30, 2018 | Dec. 31, 2017 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |||
Deferred revenue expected to be recognized | $ 3.6 | $ 3.6 | $ 4.2 |
Extended Warranties | |||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |||
Deferred revenue expected to be recognized | 6.3 | 6.3 | $ 6.7 |
Deferred revenue recognized | 0.4 | 0.8 | |
Extended Warranties | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2018-07-01 | |||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |||
Deferred revenue expected to be recognized | 3.3 | $ 3.3 | |
Deferred revenue, recognition period | 6 months | ||
Extended Warranties | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-01-01 | |||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |||
Deferred revenue expected to be recognized | 1.9 | $ 1.9 | |
Deferred revenue, recognition period | 1 year | ||
Extended Warranties | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-01-01 | |||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |||
Deferred revenue expected to be recognized | 1.9 | $ 1.9 | |
Deferred revenue, recognition period | |||
Performance Obligations not Yet Met | |||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |||
Deferred revenue expected to be recognized | 1 | $ 1 | |
Performance Obligations not Yet Met | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2018-07-01 | |||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |||
Deferred revenue expected to be recognized | 0.6 | $ 0.6 | |
Deferred revenue, recognition period | 6 months | ||
Performance Obligations not Yet Met | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-01-01 | |||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |||
Deferred revenue expected to be recognized | 0.2 | $ 0.2 | |
Deferred revenue, recognition period | 1 year | ||
Performance Obligations not Yet Met | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-01-01 | |||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |||
Deferred revenue expected to be recognized | $ 0.2 | $ 0.2 | |
Deferred revenue, recognition period |
Acquisitions (Details)
Acquisitions (Details) $ in Millions | Apr. 19, 2018USD ($)brand | Jun. 30, 2018USD ($) | Jun. 30, 2017USD ($) | Jun. 30, 2018USD ($) | Jun. 30, 2017USD ($) | Jun. 30, 2018SEK (kr) | Dec. 31, 2017USD ($) |
Business Acquisition [Line Items] | |||||||
Professional services and other acquisition costs | $ 4.7 | $ 0 | $ 5.9 | $ 0 | |||
Goodwill | 936.7 | 936.7 | $ 846.1 | ||||
Avaj International Holding AB | |||||||
Business Acquisition [Line Items] | |||||||
Share capital acquired (as a percent) | 100.00% | ||||||
Foreign currency hedge | kr | kr 1,800,000,000 | ||||||
Total purchase price | $ 220.3 | ||||||
Cash payment | 159.8 | ||||||
Interest payment | 2.4 | ||||||
Shareholder loans | $ 60.5 | ||||||
Number of brands | brand | 3 | ||||||
Professional services and other acquisition costs | 3.2 | 4.4 | |||||
Foreign currency loss | 2.2 | $ 10 | |||||
Contribution to net sales | 18.6 | ||||||
Loss from operations | $ (0.2) | ||||||
Goodwill | $ 97 | ||||||
Avaj International Holding AB | EMEA | |||||||
Business Acquisition [Line Items] | |||||||
Goodwill | 84.2 | ||||||
Avaj International Holding AB | APAC | |||||||
Business Acquisition [Line Items] | |||||||
Goodwill | $ 12.8 |
Acquisitions - Schedule of Iden
Acquisitions - Schedule of Identified Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Millions | Apr. 19, 2018 | Jun. 30, 2018 | Dec. 31, 2017 |
Recognized preliminary amounts of identifiable assets acquired and (liabilities assumed), at fair value: | |||
Allocation to goodwill | $ 936.7 | $ 846.1 | |
Avaj International Holding AB | |||
Business Acquisition [Line Items] | |||
Total purchase price | $ 220.3 | ||
Less: cash acquired | 4.7 | ||
Total purchase price, net of cash acquired | 215.6 | ||
Recognized preliminary amounts of identifiable assets acquired and (liabilities assumed), at fair value: | |||
Cash | 4.7 | ||
Accounts receivable | 17.2 | ||
Inventories | 16.9 | ||
Prepaids and other current assets | 1.9 | ||
Property, plant and equipment | 4.9 | ||
Other intangible assets | 131.2 | ||
Other non-current assets | 2.1 | ||
Accounts payable | (11.4) | ||
Accrued expenses and other liabilities | (6) | ||
Deferred income taxes | (32.8) | ||
Pension and postretirement health obligations | (0.4) | ||
Other long-term liabilities | (5) | ||
Preliminary estimate of the fair value of assets acquired and liabilities assumed | 123.3 | ||
Allocation to goodwill | $ 97 |
Acquisitions - Schedule of Prel
Acquisitions - Schedule of Preliminary Fair Value Estimates of Intangible Assets Other than Goodwill Acquired (Details) - Avaj International Holding AB $ in Millions | Apr. 19, 2018USD ($) |
Business Acquisition [Line Items] | |
Total definite-lived intangible assets | $ 84.8 |
Total intangible assets | $ 131.2 |
Weighted Average Amortization Period (in years) | 10 years 1 month |
Tradename | |
Business Acquisition [Line Items] | |
Tradename | $ 46.4 |
Customer relationships | |
Business Acquisition [Line Items] | |
Total definite-lived intangible assets | $ 64.2 |
Estimated Useful Life (in years) | 10 years |
Weighted Average Amortization Period (in years) | 10 years |
Design libraries | |
Business Acquisition [Line Items] | |
Total definite-lived intangible assets | $ 20.6 |
Weighted Average Amortization Period (in years) | 10 years 4 months 24 days |
Minimum | Customer relationships | |
Business Acquisition [Line Items] | |
Estimated Useful Life (in years) | 7 years |
Maximum | Customer relationships | |
Business Acquisition [Line Items] | |
Estimated Useful Life (in years) | 20 years |
Inventories - Net (Details)
Inventories - Net (Details) - USD ($) $ in Millions | Jun. 30, 2018 | Jan. 01, 2018 | Dec. 31, 2017 |
Inventories — gross: | |||
Raw materials | $ 93.8 | $ 73.9 | |
Work-in-process | 18.2 | 18.9 | |
Finished goods | 114.1 | 86.9 | |
Total inventories — gross | 226.1 | 179.7 | |
Excess and obsolete inventory reserve | (24.2) | (23.5) | |
Net inventories at FIFO cost | 201.9 | 156.2 | |
Excess of FIFO costs over LIFO value | (3.9) | (3.9) | |
Inventories — net | $ 198 | $ 153.4 | $ 152.3 |
Property, Plant and Equipment52
Property, Plant and Equipment - Net (Details) - USD ($) $ in Millions | Jun. 30, 2018 | Dec. 31, 2017 |
Property, Plant and Equipment | ||
Total cost | $ 411.3 | $ 402.5 |
Less accumulated depreciation | (295.8) | (290.3) |
Property, plant and equipment — net | 115.5 | 112.2 |
Land | ||
Property, Plant and Equipment | ||
Total cost | 9.8 | 9.5 |
Building and improvements | ||
Property, Plant and Equipment | ||
Total cost | 88.3 | 88.9 |
Machinery, equipment and tooling | ||
Property, Plant and Equipment | ||
Total cost | 230.7 | 227.3 |
Furniture and fixtures | ||
Property, Plant and Equipment | ||
Total cost | 6.5 | 6 |
Computer hardware and software | ||
Property, Plant and Equipment | ||
Total cost | 56.9 | 55.1 |
Construction in progress | ||
Property, Plant and Equipment | ||
Total cost | $ 19.1 | $ 15.7 |
Accounts Payable and Accrued 53
Accounts Payable and Accrued Expenses and Other Liabilities (Details) - USD ($) $ in Millions | Jun. 30, 2018 | Dec. 31, 2017 |
Payables and Accruals [Abstract] | ||
Trade accounts payable | $ 125.7 | $ 103.6 |
Total accounts payable | 125.7 | 103.6 |
Accrued expenses and other liabilities: | ||
Interest payable | 2.4 | 7.8 |
Income taxes payable | 0.8 | 6.1 |
Employee related expenses | 34.4 | 30.8 |
Restructuring expenses | 2.9 | 5 |
Profit sharing and incentives | 11.5 | 11.5 |
Accrued rebates | 35.6 | 50 |
Deferred revenue — current | 3.6 | 4.2 |
Customer advances | 2.2 | 2.6 |
Product liability | 1.3 | 1.4 |
Miscellaneous accrued expenses | 44.9 | 42.3 |
Total accrued expenses and other liabilities | $ 139.6 | $ 161.7 |
Accounts Receivable Securitiz54
Accounts Receivable Securitization (Details) - USD ($) | 6 Months Ended | |
Jun. 30, 2018 | Dec. 31, 2017 | |
Transfers and Servicing [Abstract] | ||
Capacity of securitization program | $ 110,000,000 | |
Average collection cycle for accounts receivable (less than) | 60 days | |
Fair value of deferred purchase price notes | $ 77,400,000 | $ 62,900,000 |
Trade accounts receivable balance sold | $ 89,600,000 | $ 99,500,000 |
Debt - Schedule of Outstanding
Debt - Schedule of Outstanding Debt (Details) - USD ($) $ in Millions | Jun. 30, 2018 | Dec. 31, 2017 |
Debt Instrument [Line Items] | ||
Total debt and capital leases including current portion | $ 1,482.3 | $ 1,267.7 |
Current portion of capital leases | (0.6) | (0.7) |
Unamortized debt issuance costs | (23.9) | (26.4) |
Hedge accounting fair value adjustment | (20) | (8.4) |
Long-term debt and capital leases | 1,407.8 | 1,232.2 |
Outstanding debt issuance costs, net of amortization | 26.3 | 28.6 |
Outstanding debt issuance costs, revolving credit facility | 2.4 | 2.2 |
Revolving loan facility | ||
Debt Instrument [Line Items] | ||
Total debt and capital leases including current portion | $ 30 | $ 0 |
Weighted average interest rate (as a percent) | 3.90% | 0.00% |
Current portion of capital leases | $ (30) | $ 0 |
Revolving credit facility | ||
Debt Instrument [Line Items] | ||
Total debt and capital leases including current portion | $ 210 | $ 25 |
Weighted average interest rate (as a percent) | 4.58% | 4.41% |
Term Loan B facility | ||
Debt Instrument [Line Items] | ||
Total debt and capital leases including current portion | $ 815 | $ 815 |
Weighted average interest rate (as a percent) | 5.07% | 4.90% |
9.50% Senior Notes due 2024 | ||
Debt Instrument [Line Items] | ||
Total debt and capital leases including current portion | $ 425 | $ 425 |
Weighted average interest rate (as a percent) | 9.80% | 9.72% |
Interest rate, stated percentage (as a percent) | 9.50% | |
Capital leases | ||
Debt Instrument [Line Items] | ||
Total debt and capital leases including current portion | $ 2.3 | $ 2.7 |
Weighted average interest rate (as a percent) | 4.19% | 4.17% |
Current portion of capital leases | $ (0.6) | $ (0.7) |
Debt - Narrative (Details)
Debt - Narrative (Details) | 1 Months Ended | 6 Months Ended | ||||
Apr. 30, 2018USD ($) | Jun. 30, 2018USD ($) | Sep. 30, 2019 | Feb. 28, 2018 | Dec. 31, 2017USD ($) | Mar. 03, 2016USD ($) | |
Debt Instrument [Line Items] | ||||||
Debt outstanding | $ 1,482,300,000 | $ 1,267,700,000 | ||||
Consolidated Total Leverage Ratio (less than) | 5.25 | 5.25 | ||||
Quarterly reduction to consolidated leverage ratio | 0.25 | |||||
Scenario, Forecast | ||||||
Debt Instrument [Line Items] | ||||||
Consolidated Total Leverage Ratio (less than) | 4 | |||||
Capital leases | ||||||
Debt Instrument [Line Items] | ||||||
Debt outstanding | $ 2,300,000 | $ 2,700,000 | ||||
Weighted average interest rate (as a percent) | 4.19% | 4.17% | ||||
2016 Credit Agreement | Line of Credit | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit facility | $ 1,200,000,000 | |||||
2016 Credit Agreement | Line of Credit | Term Loan B Facility | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit facility | 975,000,000 | |||||
2016 Credit Agreement | Line of Credit | Revolving credit facility | ||||||
Debt Instrument [Line Items] | ||||||
Available borrowings | $ 61,700,000 | |||||
Highest daily borrowings | 260,000,000 | |||||
Average borrowings | $ 139,700,000 | |||||
Aggregate revolving commitments increase | $ 50,000,000 | |||||
Line of credit facility | $ 275,000,000 | 225,000,000 | ||||
2016 Credit Agreement | Line of Credit | Revolving credit facility | LIBOR | ||||||
Debt Instrument [Line Items] | ||||||
Spreads for LIBOR and prime borrowings (as a percent) | 2.25% | |||||
2016 Credit Agreement | Line of Credit | Revolving credit facility | Base Rate | ||||||
Debt Instrument [Line Items] | ||||||
Spreads for LIBOR and prime borrowings (as a percent) | 1.25% | |||||
2016 Credit Agreement | Line of Credit | Letter of Credit | ||||||
Debt Instrument [Line Items] | ||||||
Borrowings outstanding under revolving facility | $ 3,300,000 | |||||
Line of credit facility | 20,000,000 | |||||
2016 Credit Agreement | Line of Credit | Bridge Loan | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit facility | $ 40,000,000 | |||||
Term Loan B facility | ||||||
Debt Instrument [Line Items] | ||||||
Debt outstanding | $ 815,000,000 | $ 815,000,000 | ||||
Weighted average interest rate (as a percent) | 5.07% | 4.90% | ||||
Term Loan B facility | LIBOR | ||||||
Debt Instrument [Line Items] | ||||||
Spreads for LIBOR and prime borrowings (as a percent) | 2.75% | |||||
Term Loan B facility | Base Rate | ||||||
Debt Instrument [Line Items] | ||||||
Spreads for LIBOR and prime borrowings (as a percent) | 1.00% | |||||
Term Loan B facility | LIBOR Floor | ||||||
Debt Instrument [Line Items] | ||||||
Spreads for LIBOR and prime borrowings (as a percent) | 1.00% | |||||
9.50% Senior Notes due 2024 | ||||||
Debt Instrument [Line Items] | ||||||
Debt outstanding | $ 425,000,000 | $ 425,000,000 | ||||
Weighted average interest rate (as a percent) | 9.80% | 9.72% | ||||
Interest rate, stated percentage (as a percent) | 9.50% | |||||
Revolving credit facility | ||||||
Debt Instrument [Line Items] | ||||||
Debt outstanding | $ 210,000,000 | $ 25,000,000 | ||||
Weighted average interest rate (as a percent) | 4.58% | 4.41% | ||||
Revolving loan facility | ||||||
Debt Instrument [Line Items] | ||||||
Debt outstanding | $ 30,000,000 | $ 0 | ||||
Weighted average interest rate (as a percent) | 3.90% | 0.00% | ||||
Revolving Loan Facility Maturing April 2019 | LIBOR | ||||||
Debt Instrument [Line Items] | ||||||
Spreads for LIBOR and prime borrowings (as a percent) | 1.90% | |||||
Revolving Loan Facility Maturing April 2019 | Line of Credit | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit facility | $ 30,000,000 |
Debt - Summary of Covenant Leve
Debt - Summary of Covenant Levels of Financial Covenants (Details) | Jun. 30, 2018 | Feb. 28, 2018 |
Debt Disclosure [Abstract] | ||
Consolidated Total Leverage Ratio (less than) | 5.25 | 5.25 |
Consolidated Interest Coverage Ratio (greater than) | 3 | |
Consolidated total leverage ratio | 5.03 | |
Consolidated interest coverage ratio | 3.31 |
Derivative Financial Instrume58
Derivative Financial Instruments - Narrative (Details) | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||||||||
Apr. 30, 2018USD ($) | Jun. 30, 2017USD ($) | Jun. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Jun. 30, 2017USD ($) | Mar. 31, 2017EUR (€)swap | Jun. 30, 2018USD ($) | Jun. 30, 2017USD ($) | Mar. 31, 2018SEK (kr) | Oct. 03, 2017USD ($) | Mar. 31, 2017USD ($)swap | |
Derivative [Line Items] | |||||||||||
Cash hedge gain to be reclassified in twelve months | $ 200,000 | ||||||||||
Minimum length of time hedged in cash flow hedge | 15 months | ||||||||||
Maximum length of time hedged in cash flow hedge | 36 months | ||||||||||
Interest expense | $ 23,100,000 | $ 21,000,000 | $ 43,400,000 | $ 44,200,000 | |||||||
Cross Currency Interest Rate Contract | |||||||||||
Derivative [Line Items] | |||||||||||
Derivative notional amount | € | € 50,000,000 | ||||||||||
Derivative term | 3 years | ||||||||||
Foreign currency exchange contracts | Avaj International Holding AB | |||||||||||
Derivative [Line Items] | |||||||||||
Derivative notional amount | $ 223,800,000 | kr 1,800,000,000 | |||||||||
Realized loss on settled derivative | $ 10,000,000 | ||||||||||
Incremental loss recognized | $ 2,200,000 | $ 7,800,000 | |||||||||
Designated as Hedging Instrument | Interest rate swap contracts | |||||||||||
Derivative [Line Items] | |||||||||||
Number of derivative instruments | swap | 2 | 2 | |||||||||
Derivative notional amount | $ 600,000,000 | ||||||||||
Company long term debt in hedge (as a percent) | 41.40% | 41.40% | |||||||||
Interest expense | $ 300,000 | ||||||||||
Interest Rate Swap, March 2019 | Designated as Hedging Instrument | Interest rate swap contracts | |||||||||||
Derivative [Line Items] | |||||||||||
Derivative notional amount | 175,000,000 | ||||||||||
Interest Rate Swap, March 2020 | Designated as Hedging Instrument | Interest rate swap contracts | |||||||||||
Derivative [Line Items] | |||||||||||
Derivative notional amount | $ 425,000,000 | ||||||||||
Cash received on hedge | $ 7,700,000 | ||||||||||
Interest Rate Swap, February 2024 | Designated as Hedging Instrument | Interest rate swap contracts | |||||||||||
Derivative [Line Items] | |||||||||||
Derivative notional amount | $ 425,000,000 | ||||||||||
Company long term debt in hedge (as a percent) | 29.30% | 29.30% | |||||||||
Hedge ineffectiveness | $ (200,000) | $ 0 | $ 100,000 | $ 0 |
Derivative Financial Instrume59
Derivative Financial Instruments - Schedule of Outstanding Commodity Contracts (Details) - Designated as Hedging Instrument | 6 Months Ended | |
Jun. 30, 2018Tt | Jun. 30, 2017Tt | |
Aluminum | ||
Derivative [Line Items] | ||
Commodity units hedged, mass | 2,035 | 1,620 |
Copper | ||
Derivative [Line Items] | ||
Commodity units hedged, mass | 657 | 667 |
Steel | ||
Derivative [Line Items] | ||
Commodity units hedged, mass | T | 12,365 | 7,713 |
Derivative Financial Instrume60
Derivative Financial Instruments - Schedule of Currency Forward Contracts CAD, EUR, GBP and SGD (Details) - Foreign currency exchange contracts | Jun. 30, 2018CAD ($) | Jun. 30, 2018EUR (€) | Jun. 30, 2018GBP (£) | Jun. 30, 2018SGD ($) | Dec. 31, 2017CAD ($) | Dec. 31, 2017EUR (€) | Dec. 31, 2017GBP (£) | Dec. 31, 2017SGD ($) |
Canadian Dollar | Designated as Hedging Instrument | ||||||||
Derivative [Line Items] | ||||||||
Derivative notional amount | $ 18,290,000 | $ 18,080,000 | ||||||
European Euro | Not Designated as Hedging Instrument | ||||||||
Derivative [Line Items] | ||||||||
Derivative notional amount | € | € 72,500,000 | € 69,300,000 | ||||||
European Euro | Designated as Hedging Instrument | ||||||||
Derivative [Line Items] | ||||||||
Derivative notional amount | € | € 17,029,000 | € 8,545,000 | ||||||
British Pound | Not Designated as Hedging Instrument | ||||||||
Derivative [Line Items] | ||||||||
Derivative notional amount | £ | £ 10,715,407 | £ 14,912,019 | ||||||
British Pound | Designated as Hedging Instrument | ||||||||
Derivative [Line Items] | ||||||||
Derivative notional amount | £ | £ 17,377,130 | £ 7,807,744 | ||||||
Singapore Dollar | Not Designated as Hedging Instrument | ||||||||
Derivative [Line Items] | ||||||||
Derivative notional amount | $ 28,127,000 | $ 28,127,000 | ||||||
Singapore Dollar | Designated as Hedging Instrument | ||||||||
Derivative [Line Items] | ||||||||
Derivative notional amount | $ 3,865,000 | $ 1,765,000 |
Derivative Financial Instrume61
Derivative Financial Instruments - Schedule of Currency Forward Contracts MXN, THB and CHF (Details) - Foreign currency exchange contracts | Jun. 30, 2018MXN ($) | Jun. 30, 2018CHF (SFr) | Dec. 31, 2017MXN ($) | Dec. 31, 2017CHF (SFr) |
Not Designated as Hedging Instrument | Swiss Franc | ||||
Derivative [Line Items] | ||||
Derivative notional amount | SFr | SFr 3,400,000 | SFr 4,800,000 | ||
Designated as Hedging Instrument | Mexican Peso | ||||
Derivative [Line Items] | ||||
Derivative notional amount | $ | $ 301,265,000 | $ 126,400,000 |
Derivative Financial Instrume62
Derivative Financial Instruments - Schedule of the Effect of Derivative Instruments on the Consolidated Statement of Operations (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Derivative [Line Items] | ||||
Cost of sales | $ 271.4 | $ 233.9 | $ 495.6 | $ 438.9 |
Interest expense | 23.1 | 21 | 43.4 | 44.2 |
Selling, general and administrative expenses | 83 | 74.3 | 159.3 | 148.3 |
Cash Flow Hedging | ||||
Derivative [Line Items] | ||||
Ineffective portion of gain (loss) on derivative and amount excluded from effectiveness testing recognized in income | 0 | (0.1) | 0.1 | 0.2 |
Gains and Losses on Cash Flow Hedges | Net Investment Hedging | ||||
Derivative [Line Items] | ||||
Pretax gain (loss) recognized in AOCI (effective portion) | 3.3 | (0.2) | 1.3 | 3.1 |
Selling, general and administrative expenses | 0 | 0 | 0 | 0 |
Gains and Losses on Cash Flow Hedges | Net Investment Hedging | Interest rate swap contracts | ||||
Derivative [Line Items] | ||||
Pretax gain (loss) recognized in AOCI (effective portion) | 3.3 | (0.2) | 1.3 | 3.1 |
Selling, general and administrative expenses | 0 | 0 | 0 | 0 |
Gains and Losses on Cash Flow Hedges | Cash Flow Hedging | ||||
Derivative [Line Items] | ||||
Pretax gain (loss) recognized in AOCI (effective portion) | (0.9) | 2 | 2.5 | 1.5 |
Gains and Losses on Cash Flow Hedges | Cash Flow Hedging | Foreign currency exchange contracts | ||||
Derivative [Line Items] | ||||
Pretax gain (loss) recognized in AOCI (effective portion) | (2.5) | 2 | (1.7) | 2.7 |
Gains and Losses on Cash Flow Hedges | Cash Flow Hedging | Commodity contracts | ||||
Derivative [Line Items] | ||||
Pretax gain (loss) recognized in AOCI (effective portion) | 0.9 | 0.2 | 0.4 | 0.6 |
Gains and Losses on Cash Flow Hedges | Cash Flow Hedging | Interest rate swap contracts | ||||
Derivative [Line Items] | ||||
Pretax gain (loss) recognized in AOCI (effective portion) | 0.7 | (0.2) | 3.8 | (1.8) |
Reclassification out of Accumulated Other Comprehensive Income | Gains and Losses on Cash Flow Hedges | ||||
Derivative [Line Items] | ||||
Cost of sales | 0.7 | 0.7 | 1.7 | 1.1 |
Reclassification out of Accumulated Other Comprehensive Income | Gains and Losses on Cash Flow Hedges | Foreign currency exchange contracts | ||||
Derivative [Line Items] | ||||
Cost of sales | (0.1) | 0.5 | 0.4 | 0.7 |
Reclassification out of Accumulated Other Comprehensive Income | Gains and Losses on Cash Flow Hedges | Commodity contracts | ||||
Derivative [Line Items] | ||||
Cost of sales | 0.8 | 0.2 | 1.3 | 0.4 |
Reclassification out of Accumulated Other Comprehensive Income | Gains and Losses on Cash Flow Hedges | Interest rate swap contracts | ||||
Derivative [Line Items] | ||||
Interest expense | 0 | 0 | 0 | 0 |
Cost of sales | Cash Flow Hedging | Foreign currency exchange contracts | ||||
Derivative [Line Items] | ||||
Ineffective portion of gain (loss) on derivative and amount excluded from effectiveness testing recognized in income | 0 | 0 | 0 | 0 |
Cost of sales | Cash Flow Hedging | Commodity contracts | ||||
Derivative [Line Items] | ||||
Ineffective portion of gain (loss) on derivative and amount excluded from effectiveness testing recognized in income | 0 | (0.1) | 0.1 | 0.2 |
Interest Expense | Cash Flow Hedging | Interest rate swap contracts | ||||
Derivative [Line Items] | ||||
Ineffective portion of gain (loss) on derivative and amount excluded from effectiveness testing recognized in income | 0 | 0 | 0 | 0 |
Not Designated as Hedging Instrument | ||||
Derivative [Line Items] | ||||
Amount of gain (loss) recognized in income on derivative | 2.1 | (4.1) | (10.8) | (4.4) |
Not Designated as Hedging Instrument | Gains and Losses on Cash Flow Hedges | Foreign currency exchange contracts | ||||
Derivative [Line Items] | ||||
Amount of gain (loss) recognized in income on derivative | $ 2.1 | $ (4.1) | $ (10.8) | $ (4.4) |
Derivative Financial Instrume63
Derivative Financial Instruments - Schedule of Gain or Loss on the Hedged Items (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain (loss) on hedged items | $ (2.9) | $ 6 | $ (11.4) | $ 0.3 |
Interest Expense | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain (loss) on hedged items | 2.7 | (6) | 11.5 | (0.3) |
Interest rate swap contracts | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain (loss) on hedged items | (2.9) | 6 | (11.4) | 0.3 |
Interest rate swap contracts | Interest Expense | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain (loss) on hedged items | $ 2.7 | $ (6) | $ 11.5 | $ (0.3) |
Derivative Financial Instrume64
Derivative Financial Instruments - Schedule of the Fair Value of Outstanding Derivative Contracts Recorded as Assets in the Accompanying Consolidated Balance Sheet (Details) - USD ($) $ in Millions | Jun. 30, 2018 | Dec. 31, 2017 |
Derivative [Line Items] | ||
Total assets at fair value | $ 10.5 | $ 7.4 |
Designated as Hedging Instrument | ||
Derivative [Line Items] | ||
Total assets at fair value | 10.5 | 7.4 |
Prepaids and other current assets | Designated as Hedging Instrument | Foreign currency exchange contracts | ||
Derivative [Line Items] | ||
Total assets at fair value | 0.6 | 1.1 |
Prepaids and other current assets | Designated as Hedging Instrument | Commodity contracts | ||
Derivative [Line Items] | ||
Total assets at fair value | 1.9 | 1.7 |
Prepaids and other current assets | Designated as Hedging Instrument | Interest rate swap contracts | ||
Derivative [Line Items] | ||
Total assets at fair value | 4.8 | 1.7 |
Other non-current assets | Designated as Hedging Instrument | Commodity contracts | ||
Derivative [Line Items] | ||
Total assets at fair value | 0.2 | 0.6 |
Other non-current assets | Designated as Hedging Instrument | Interest rate swap contracts | ||
Derivative [Line Items] | ||
Total assets at fair value | $ 3 | $ 2.3 |
Derivative Financial Instrume65
Derivative Financial Instruments - Schedule of the Fair Value of Outstanding Derivative Contracts Recorded as Liabilities in the Accompanying Consolidated Balance Sheet (Details) - USD ($) $ in Millions | Jun. 30, 2018 | Dec. 31, 2017 |
Derivative [Line Items] | ||
Total non-current liabilities at fair value | $ 31.9 | $ 18.9 |
Designated as Hedging Instrument | ||
Derivative [Line Items] | ||
Total non-current liabilities at fair value | 30.4 | 18.4 |
Not Designated as Hedging Instrument | ||
Derivative [Line Items] | ||
Total non-current liabilities at fair value | 1.5 | 0.5 |
Accrued expenses and other liabilities | Designated as Hedging Instrument | Foreign currency exchange contracts | ||
Derivative [Line Items] | ||
Total non-current liabilities at fair value | 2.1 | 0.6 |
Accrued expenses and other liabilities | Designated as Hedging Instrument | Commodity contracts | ||
Derivative [Line Items] | ||
Total non-current liabilities at fair value | 0.2 | 0.1 |
Accrued expenses and other liabilities | Not Designated as Hedging Instrument | Foreign currency exchange contracts | ||
Derivative [Line Items] | ||
Total non-current liabilities at fair value | 1.5 | 0.5 |
Other long-term liabilities | Designated as Hedging Instrument | Commodity contracts | ||
Derivative [Line Items] | ||
Total non-current liabilities at fair value | 0.3 | 0 |
Other long-term liabilities | Designated as Hedging Instrument | Interest rate swap contracts | ||
Derivative [Line Items] | ||
Total non-current liabilities at fair value | $ 27.8 | $ 17.7 |
Fair Value of Financial Instr66
Fair Value of Financial Instruments - Narrative (Details) - USD ($) $ in Millions | Jun. 30, 2018 | Dec. 31, 2017 |
9.50% Senior Notes due 2024 | Senior Notes | ||
Financial assets and liabilities accounted for at fair value on a recurring basis | ||
Fair value of debt | $ 468.1 | $ 483.8 |
Term Loan B Facility | Secured Debt | ||
Financial assets and liabilities accounted for at fair value on a recurring basis | ||
Fair value of debt | $ 819.6 | $ 818.1 |
Fair Value of Financial Instr67
Fair Value of Financial Instruments - Financial Assets and Liabilities Accounted for at Fair Value on a Recurring Basis by Level within the Fair Value Hierarchy (Details) - USD ($) $ in Millions | Jun. 30, 2018 | Dec. 31, 2017 |
Financial assets and liabilities accounted for at fair value on a recurring basis | ||
Total assets at fair value | $ 10.5 | $ 7.4 |
Total non-current liabilities at fair value | 31.9 | 18.9 |
Fair value measurement on recurring basis | ||
Financial assets and liabilities accounted for at fair value on a recurring basis | ||
Total current assets at fair value | 7.3 | 4.5 |
Total non-current assets at fair value | 3.2 | 2.9 |
Total assets at fair value | 10.5 | 7.4 |
Total current liabilities at fair value | 3.8 | 1.2 |
Total non-current liabilities at fair value | 28.1 | 17.7 |
Total liabilities at fair value | 31.9 | 18.9 |
Fair value measurement on recurring basis | Foreign currency exchange contracts | ||
Financial assets and liabilities accounted for at fair value on a recurring basis | ||
Total current assets at fair value | 0.6 | 1.1 |
Total current liabilities at fair value | 3.6 | 1.1 |
Fair value measurement on recurring basis | Commodity contracts | ||
Financial assets and liabilities accounted for at fair value on a recurring basis | ||
Total current assets at fair value | 1.9 | 1.7 |
Total non-current assets at fair value | 0.2 | 0.6 |
Total current liabilities at fair value | 0.2 | 0.1 |
Total non-current liabilities at fair value | 0.3 | |
Fair value measurement on recurring basis | Interest rate swap contracts | ||
Financial assets and liabilities accounted for at fair value on a recurring basis | ||
Total current assets at fair value | 4.8 | 1.7 |
Total non-current assets at fair value | 3 | 2.3 |
Total non-current liabilities at fair value | 27.8 | |
Fair value measurement on recurring basis | Level 1 | ||
Financial assets and liabilities accounted for at fair value on a recurring basis | ||
Total current assets at fair value | 0 | 0 |
Total non-current assets at fair value | 0 | 0 |
Total assets at fair value | 0 | 0 |
Total current liabilities at fair value | 0 | 0 |
Total non-current liabilities at fair value | 0 | 0 |
Total liabilities at fair value | 0 | 0 |
Fair value measurement on recurring basis | Level 1 | Foreign currency exchange contracts | ||
Financial assets and liabilities accounted for at fair value on a recurring basis | ||
Total current assets at fair value | 0 | 0 |
Total current liabilities at fair value | 0 | 0 |
Fair value measurement on recurring basis | Level 1 | Commodity contracts | ||
Financial assets and liabilities accounted for at fair value on a recurring basis | ||
Total current assets at fair value | 0 | 0 |
Total non-current assets at fair value | 0 | 0 |
Total current liabilities at fair value | 0 | 0 |
Total non-current liabilities at fair value | 0 | |
Fair value measurement on recurring basis | Level 1 | Interest rate swap contracts | ||
Financial assets and liabilities accounted for at fair value on a recurring basis | ||
Total current assets at fair value | 0 | 0 |
Total non-current assets at fair value | 0 | 0 |
Total non-current liabilities at fair value | 0 | |
Fair value measurement on recurring basis | Level 2 | ||
Financial assets and liabilities accounted for at fair value on a recurring basis | ||
Total current assets at fair value | 7.3 | 4.5 |
Total non-current assets at fair value | 3.2 | 2.9 |
Total assets at fair value | 10.5 | 7.4 |
Total current liabilities at fair value | 3.8 | 1.2 |
Total non-current liabilities at fair value | 28.1 | 17.7 |
Total liabilities at fair value | 31.9 | 18.9 |
Fair value measurement on recurring basis | Level 2 | Foreign currency exchange contracts | ||
Financial assets and liabilities accounted for at fair value on a recurring basis | ||
Total current assets at fair value | 0.6 | 1.1 |
Total current liabilities at fair value | 3.6 | 1.1 |
Fair value measurement on recurring basis | Level 2 | Commodity contracts | ||
Financial assets and liabilities accounted for at fair value on a recurring basis | ||
Total current assets at fair value | 1.9 | 1.7 |
Total non-current assets at fair value | 0.2 | 0.6 |
Total current liabilities at fair value | 0.2 | 0.1 |
Total non-current liabilities at fair value | 0.3 | |
Fair value measurement on recurring basis | Level 2 | Interest rate swap contracts | ||
Financial assets and liabilities accounted for at fair value on a recurring basis | ||
Total current assets at fair value | 4.8 | 1.7 |
Total non-current assets at fair value | 3 | 2.3 |
Total non-current liabilities at fair value | 27.8 | |
Fair value measurement on recurring basis | Level 3 | ||
Financial assets and liabilities accounted for at fair value on a recurring basis | ||
Total current assets at fair value | 0 | 0 |
Total non-current assets at fair value | 0 | 0 |
Total assets at fair value | 0 | 0 |
Total current liabilities at fair value | 0 | 0 |
Total non-current liabilities at fair value | 0 | 0 |
Total liabilities at fair value | 0 | 0 |
Fair value measurement on recurring basis | Level 3 | Foreign currency exchange contracts | ||
Financial assets and liabilities accounted for at fair value on a recurring basis | ||
Total current assets at fair value | 0 | 0 |
Total current liabilities at fair value | 0 | 0 |
Fair value measurement on recurring basis | Level 3 | Commodity contracts | ||
Financial assets and liabilities accounted for at fair value on a recurring basis | ||
Total current assets at fair value | 0 | 0 |
Total non-current assets at fair value | 0 | 0 |
Total current liabilities at fair value | 0 | 0 |
Total non-current liabilities at fair value | 0 | |
Fair value measurement on recurring basis | Level 3 | Interest rate swap contracts | ||
Financial assets and liabilities accounted for at fair value on a recurring basis | ||
Total current assets at fair value | 0 | 0 |
Total non-current assets at fair value | 0 | $ 0 |
Total non-current liabilities at fair value | $ 0 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2018USD ($) | Jun. 30, 2017USD ($) | Jun. 30, 2018USD ($)segment | Jun. 30, 2017USD ($) | Dec. 31, 2017USD ($) | |
Income Tax Contingency [Line Items] | |||||
Income taxes (benefit) | $ 5.1 | $ (0.2) | $ 5.4 | $ 1.9 | |
Effective tax rate (as a percent) | 29.70% | (0.70%) | 18.00% | 5.10% | |
Discrete tax adjustment | $ 4.9 | ||||
Number of reportable segments | segment | 3 | ||||
Unrecognized tax benefits | $ 12.9 | $ 12.9 | $ 12.5 | ||
Minimum | |||||
Income Tax Contingency [Line Items] | |||||
Unrecognized tax benefits reasonably possible to impact effective income tax rate | 0.1 | 0.1 | |||
Maximum | |||||
Income Tax Contingency [Line Items] | |||||
Unrecognized tax benefits reasonably possible to impact effective income tax rate | $ 0.5 | $ 0.5 | |||
Her Majesty's Revenue and Customs (HMRC) | Foreign Tax Authority | |||||
Income Tax Contingency [Line Items] | |||||
Release of relevant valuation allowance | $ 9.5 | $ 9.5 |
Accumulated Other Comprehensi69
Accumulated Other Comprehensive Loss - Components of Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Millions | Jun. 30, 2018 | Dec. 31, 2017 |
Equity [Abstract] | ||
Foreign currency translation, net of income tax benefit of $2.5 million and $2.8 million at June 30, 2018 and December 31, 2017, respectively | $ (3.1) | $ 4.4 |
Derivative instrument fair market value, net of income tax expense of $1.8 million at June 30, 2018 and December 31, 2017 | 4.4 | 3.6 |
Employee pension and postretirement benefit adjustments, net of income tax benefit of $6.3 million and $6.5 million at June 30, 2018 and December 31, 2017, respectively | (39) | (40) |
Accumulated other comprehensive loss | (37.7) | (32) |
Foreign currency translation tax effect | 2.5 | 2.8 |
Derivative instrument fair market value tax effect | 1.8 | 1.8 |
Employee pension and postretirement benefit adjustments tax effect | $ 6.3 | $ 6.5 |
Accumulated Other Comprehensi70
Accumulated Other Comprehensive Loss - Reconciliations for the Changes in Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2018 | Mar. 31, 2018 | Jun. 30, 2017 | Mar. 31, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||||
Beginning balance | $ 110.4 | $ 110.4 | ||||
Other comprehensive (loss) income before reclassifications | $ (7.7) | 3 | $ 6.9 | $ 6.5 | ||
Amounts reclassified out | (0.1) | (0.4) | (0.2) | 0.1 | ||
Tax effect | (0.5) | 0 | (1.9) | 0.2 | ||
Total other comprehensive (loss) income, net of tax | (8.3) | 2.6 | 4.8 | 6.8 | (5.7) | $ 11.6 |
Ending balance | 140.8 | 140.8 | ||||
Foreign Currency Translation | ||||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||||
Beginning balance | 4.5 | 4.4 | (2.8) | (9.8) | 4.4 | (9.8) |
Other comprehensive (loss) income before reclassifications | (6.8) | (0.4) | 4.9 | 7 | ||
Amounts reclassified out | 0 | 0 | 0 | 0 | ||
Tax effect | (0.8) | 0.5 | (1.2) | 0 | ||
Total other comprehensive (loss) income, net of tax | (7.6) | 0.1 | 3.7 | 7 | ||
Ending balance | (3.1) | 4.5 | 0.9 | (2.8) | (3.1) | 0.9 |
Gains and Losses on Cash Flow Hedges | ||||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||||
Beginning balance | 5.6 | 3.6 | 0.2 | 0.8 | 3.6 | 0.8 |
Other comprehensive (loss) income before reclassifications | (0.9) | 3.4 | 2 | (0.5) | ||
Amounts reclassified out | (0.7) | (1) | (0.7) | (0.4) | ||
Tax effect | 0.4 | (0.4) | (0.6) | 0.3 | ||
Total other comprehensive (loss) income, net of tax | (1.2) | 2 | 0.7 | (0.6) | ||
Ending balance | 4.4 | 5.6 | 0.9 | 0.2 | 4.4 | 0.9 |
Pension & Postretirement | ||||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||||
Beginning balance | (39.5) | (40) | (34) | (34.4) | (40) | (34.4) |
Other comprehensive (loss) income before reclassifications | 0 | 0 | 0 | 0 | ||
Amounts reclassified out | 0.6 | 0.6 | 0.5 | 0.5 | ||
Tax effect | (0.1) | (0.1) | (0.1) | (0.1) | ||
Total other comprehensive (loss) income, net of tax | 0.5 | 0.5 | 0.4 | 0.4 | ||
Ending balance | (39) | (39.5) | (33.6) | (34) | (39) | (33.6) |
Accumulated Other Comprehensive Loss | ||||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||||
Beginning balance | (29.4) | (32) | (36.6) | (43.4) | (32) | (43.4) |
Total other comprehensive (loss) income, net of tax | (5.7) | |||||
Ending balance | $ (37.7) | $ (29.4) | $ (31.8) | $ (36.6) | $ (37.7) | $ (31.8) |
Accumulated Other Comprehensi71
Accumulated Other Comprehensive Loss - Reclassification out of Accumulated Other Comprehensive Income (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2018 | Mar. 31, 2018 | Jun. 30, 2017 | Mar. 31, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||||
Cost of sales | $ 271.4 | $ 233.9 | $ 495.6 | $ 438.9 | ||
Total before tax | 17.2 | 29.9 | 30 | 37 | ||
Income taxes | (5.1) | 0.2 | (5.4) | (1.9) | ||
Net earnings | 12.1 | 30.1 | 24.6 | 35.1 | ||
Total reclassifications for the period | 0.1 | $ 0.4 | 0.2 | $ (0.1) | ||
Reclassification out of Accumulated Other Comprehensive Income | ||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||||
Total reclassifications for the period | 0 | 0 | 0.3 | (0.2) | ||
Gains and Losses on Cash Flow Hedges | ||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||||
Total reclassifications for the period | 0.7 | 1 | 0.7 | 0.4 | ||
Gains and Losses on Cash Flow Hedges | Reclassification out of Accumulated Other Comprehensive Income | ||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||||
Cost of sales | 0.7 | 0.7 | 1.7 | 1.1 | ||
Total before tax | 0.7 | 0.7 | 1.7 | 1.1 | ||
Income taxes | (0.1) | (0.3) | (0.4) | (0.5) | ||
Net earnings | 0.6 | 0.4 | 1.3 | 0.6 | ||
Pension & Postretirement | ||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||||
Total reclassifications for the period | (0.6) | $ (0.6) | (0.5) | $ (0.5) | ||
Pension & Postretirement | Reclassification out of Accumulated Other Comprehensive Income | ||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||||
Total before tax | (0.6) | (0.5) | (1.2) | (1) | ||
Income taxes | 0 | 0.1 | 0.2 | 0.2 | ||
Total reclassifications for the period | (0.6) | (0.4) | (1) | (0.8) | ||
Foreign currency exchange contracts | Gains and Losses on Cash Flow Hedges | Reclassification out of Accumulated Other Comprehensive Income | ||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||||
Cost of sales | (0.1) | 0.5 | 0.4 | 0.7 | ||
Commodity contracts | Gains and Losses on Cash Flow Hedges | Reclassification out of Accumulated Other Comprehensive Income | ||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||||
Cost of sales | $ 0.8 | $ 0.2 | $ 1.3 | $ 0.4 |
Contingencies and Significant72
Contingencies and Significant Estimates - Narrative (Details) - USD ($) $ in Millions | Jun. 30, 2018 | Dec. 31, 2017 |
Product Warranty Liability [Line Items] | ||
Accruals for environmental matters | $ 0.8 | $ 0.8 |
Self insurance reserve | 1.3 | |
Product liability reserves | 1.3 | 1.4 |
Product liability reserves for actual cases | 0.4 | 0.4 |
Product liability reserves for claims incurred but not reported | 0.9 | 1 |
Warranty claims expected to be paid within a year or less | 26.9 | 24.1 |
Warranty claims expected to be paid after one year | 11.4 | $ 11.9 |
Minimum | ||
Product Warranty Liability [Line Items] | ||
Self insurance reserve per occurrence | 0.1 | |
Maximum | ||
Product Warranty Liability [Line Items] | ||
Self insurance reserve per occurrence | 0.3 | |
Product liability self-insurance retention levels per occurrence | 0.3 | |
CANADA | Maximum | ||
Product Warranty Liability [Line Items] | ||
Self insurance reserve per occurrence | $ 0.1 |
Product Warranties - Narrative
Product Warranties - Narrative (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2018 | Dec. 31, 2017 | |
Product Warranty Liability [Line Items] | ||
Standard product warranty, low end of range (in months) | 12 months | |
Standard product warranty, high end of range (in months) | 60 months | |
Customer advances | $ 2.2 | $ 2.6 |
Accrued expenses and other liabilities | ||
Product Warranty Liability [Line Items] | ||
Customer advances | 3 | 3.1 |
Other long-term liabilities | ||
Product Warranty Liability [Line Items] | ||
Deferred revenue - noncurrent | $ 3.3 | $ 3.6 |
Product Warranties - Schedule o
Product Warranties - Schedule of the Summary of Product Warranty Activity (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2018 | Dec. 31, 2017 | |
Warranty activity | ||
Balance at beginning of period | $ 36 | |
Accruals for warranties issued | 20.5 | |
Settlements made (in cash or in kind) | (17.9) | |
Currency translation impact | (0.3) | |
Balance at end of period | 38.3 | |
Long term warranty liabilities | $ 11.4 | $ 11.9 |
Restructuring - Rollforward of
Restructuring - Rollforward of all Restructuring Activities (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Rollforward of all restructuring activities | ||||
Beginning balance | $ 16.1 | |||
Restructuring expense | $ 1.4 | $ 1.1 | 1.8 | $ 5.7 |
Use of reserve | (4.5) | |||
Ending balance | $ 13.4 | $ 13.4 |
Restructuring - Narrative (Deta
Restructuring - Narrative (Details) $ in Millions | May 05, 2017USD ($) | Jan. 02, 2017USD ($)Installment | Jun. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Jun. 30, 2017USD ($) | Mar. 31, 2017USD ($) | Jun. 30, 2018USD ($) | Jun. 30, 2017USD ($) | Dec. 31, 2017USD ($) |
Restructuring Cost and Reserve [Line Items] | |||||||||
Short term portion of liability | $ 2.9 | $ 2.9 | $ 5 | ||||||
Long term portion of liability | 10.5 | 10.5 | $ 11.1 | ||||||
Restructuring expense | 1.4 | $ 1.1 | $ 1.8 | $ 5.7 | |||||
Vice President | |||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||
Compensation arrangement with individual | $ 2.5 | $ 2.2 | |||||||
Additional equity based compensation | $ 1.5 | 1.1 | |||||||
Severance payment period | 12 months | 18 months | |||||||
Vested benefits paid | $ 2.5 | ||||||||
Benefits interest rate (as a percent) | 9.00% | ||||||||
Annual installments | Installment | 5 | ||||||||
Vice President | Restructuring expense | |||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||
Compensation arrangement with individual | $ 1 | $ 1.5 | |||||||
Employee Severance | RIF | |||||||||
Restructuring Cost and Reserve [Line Items] | |||||||||
Restructuring expense | $ 1.4 | $ 0.4 |
Employee Benefit Plans - Schedu
Employee Benefit Plans - Schedule of Components of Period Benefit Costs (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Pension Plans | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Interest cost of projected benefit obligations | $ 1.3 | $ 1.3 | $ 2.6 | $ 2.6 |
Expected return on assets | (1.3) | (1.5) | (2.8) | (3) |
Amortization of actuarial net loss | 0.5 | 0.5 | 1.1 | 1 |
Net periodic benefit cost | 0.5 | 0.3 | 0.9 | 0.6 |
Postretirement Health and Other Plans | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Interest cost of projected benefit obligations | 0.1 | 0 | 0.2 | 0.1 |
Expected return on assets | 0 | 0 | 0 | 0 |
Amortization of actuarial net loss | 0.1 | 0 | 0.1 | 0 |
Net periodic benefit cost | $ 0.2 | $ 0 | $ 0.3 | $ 0.1 |
Business Segments (Details)
Business Segments (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | |
Segment reporting information | |||||
Total net sales | $ 420.7 | $ 371.1 | $ 771.1 | $ 699.1 | |
Segment Adjusted Operating EBITDA: | |||||
Amortization expense | (9.4) | (7.7) | (17.3) | (15.5) | |
Depreciation expense | (4.5) | (4) | (8.7) | (8) | |
Transaction costs | (4.7) | 0 | (5.9) | 0 | |
Separation expense | 0 | (0.3) | (0.1) | (1.2) | |
Restructuring expense | (1.4) | (1.1) | (1.8) | (5.7) | |
Gain from impairment or disposal of assets — net | 0.1 | 0.6 | 0.2 | 0.2 | |
Earnings from operations | 55.6 | 54.4 | 97.2 | 89.7 | |
Interest expense | (23.1) | (21) | (43.4) | (44.2) | |
Loss on early extinguishment of debt | 0 | (0.2) | 0 | (3.4) | |
Other expense — net | (15.3) | (3.3) | (23.8) | (5.1) | |
Earnings before income taxes | 17.2 | 29.9 | 30 | 37 | |
Assets | 2,111.3 | 2,111.3 | $ 1,840.4 | ||
Americas | |||||
Segment reporting information | |||||
Total net sales | 294.7 | 544.7 | |||
EMEA | |||||
Segment reporting information | |||||
Total net sales | 79.6 | 143.7 | |||
APAC | |||||
Segment reporting information | |||||
Total net sales | 46.4 | 82.7 | |||
Operating Segments | |||||
Segment Adjusted Operating EBITDA: | |||||
Total Segment Adjusted Operating EBITDA | 91.4 | 80.1 | 158.6 | 145.2 | |
Operating Segments | Americas | |||||
Segment reporting information | |||||
Total net sales | 328.2 | 306.1 | 608.4 | 573.6 | |
Segment Adjusted Operating EBITDA: | |||||
Total Segment Adjusted Operating EBITDA | 61.5 | $ 59.1 | 109.1 | $ 105.9 | |
Assets | $ 1,468.9 | $ 1,468.9 | 1,445.6 | ||
Operating Segments | Americas | Geographic Concentration Risk | EBITA | |||||
Segment Adjusted Operating EBITDA: | |||||
Operating EBITA (as a percent) | 18.70% | 19.30% | 17.90% | 18.50% | |
Operating Segments | EMEA | |||||
Segment reporting information | |||||
Total net sales | $ 99.3 | $ 76.1 | $ 180.3 | $ 143.9 | |
Segment Adjusted Operating EBITDA: | |||||
Total Segment Adjusted Operating EBITDA | 22.4 | $ 14.8 | 36.5 | $ 27.6 | |
Assets | $ 338.8 | $ 338.8 | 112.1 | ||
Operating Segments | EMEA | Geographic Concentration Risk | EBITA | |||||
Segment Adjusted Operating EBITDA: | |||||
Operating EBITA (as a percent) | 22.60% | 19.40% | 20.20% | 19.20% | |
Operating Segments | APAC | |||||
Segment reporting information | |||||
Total net sales | $ 57.7 | $ 44.9 | $ 101.2 | $ 86.6 | |
Segment Adjusted Operating EBITDA: | |||||
Total Segment Adjusted Operating EBITDA | 7.5 | $ 6.2 | 13 | $ 11.7 | |
Assets | $ 155.7 | $ 155.7 | 128.7 | ||
Operating Segments | APAC | Geographic Concentration Risk | EBITA | |||||
Segment Adjusted Operating EBITDA: | |||||
Operating EBITA (as a percent) | 13.00% | 13.80% | 12.80% | 13.50% | |
Elimination of intersegment sales | |||||
Segment reporting information | |||||
Total net sales | $ (64.5) | $ (56) | $ (118.8) | $ (105) | |
Corporate and unallocated | |||||
Segment Adjusted Operating EBITDA: | |||||
Total Segment Adjusted Operating EBITDA | (15.9) | (13.2) | (27.8) | (25.3) | |
Assets | 147.9 | 147.9 | $ 154 | ||
United States | |||||
Segment reporting information | |||||
Total net sales | 269.7 | 246.4 | 493.1 | 461.4 | |
Other Americas | |||||
Segment reporting information | |||||
Total net sales | 28.3 | 24.8 | 56.8 | 47.8 | |
EMEA | |||||
Segment reporting information | |||||
Total net sales | 78.6 | 62.6 | 140.7 | 116.6 | |
APAC | |||||
Segment reporting information | |||||
Total net sales | $ 44.1 | $ 37.3 | $ 80.5 | $ 73.3 |
Earnings Per Share - Reconcilia
Earnings Per Share - Reconciliation of the Average Shares Outstanding Used to Compute Basic and Diluted Earnings per Share (Details) - shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Weighted average shares outstanding - Basic (in shares) | 139,998,308 | 138,972,873 | 139,853,748 | 138,866,565 |
Effect of dilutive securities: | ||||
Net effect of dilutive securities (in shares) | 1,072,951 | 1,688,563 | 1,277,374 | 1,597,591 |
Diluted weighted average common shares outstanding (in shares) | 141,071,259 | 140,661,436 | 141,131,122 | 140,464,156 |
Stock options | ||||
Effect of dilutive securities: | ||||
Effect of dilutive securities (in shares) | 614,882 | 907,903 | 670,264 | 885,705 |
Unvested restricted stock | ||||
Effect of dilutive securities: | ||||
Effect of dilutive securities (in shares) | 259,300 | 539,461 | 410,074 | 548,887 |
Unvested performance share units | ||||
Effect of dilutive securities: | ||||
Effect of dilutive securities (in shares) | 198,769 | 241,199 | 197,036 | 162,999 |
Earnings Per Share - Narrative
Earnings Per Share - Narrative (Details) - shares shares in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Earnings Per Share [Abstract] | ||||
Number of anti-dilutive shares excluded from the calculation of diluted earnings per share (in shares) | 0.8 | 0.8 | 0.8 | 0.8 |
Subsidiary Guarantors of Seni81
Subsidiary Guarantors of Senior Notes - Narrative (Details) | Jun. 30, 2018 |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Subsidiary ownership (as a percent) | 100.00% |
Subsidiary Guarantors of Seni82
Subsidiary Guarantors of Senior Notes - Consolidating Statement of Operations (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2018 | Mar. 31, 2018 | Jun. 30, 2017 | Mar. 31, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Condensed Consolidating Statement of Operations | ||||||
Total net sales | $ 420.7 | $ 371.1 | $ 771.1 | $ 699.1 | ||
Cost of sales | 271.4 | 233.9 | 495.6 | 438.9 | ||
Gross profit | 149.3 | 137.2 | 275.5 | 260.2 | ||
Costs and expenses: | ||||||
Selling, general and administrative expenses | 83 | 74.3 | 159.3 | 148.3 | ||
Amortization expense | 9.4 | 7.7 | 17.3 | 15.5 | ||
Separation expense | 0 | 0.3 | 0.1 | 1.2 | ||
Restructuring expense | 1.4 | 1.1 | 1.8 | 5.7 | ||
Gain from impairment or disposal of assets — net | (0.1) | (0.6) | (0.2) | (0.2) | ||
Earnings from operations | 55.6 | 54.4 | 97.2 | 89.7 | ||
Interest expense | 23.1 | 21 | 43.4 | 44.2 | ||
Loss on early extinguishment of debt | 0 | 0.2 | 0 | 3.4 | ||
Other expense — net | 15.3 | 3.3 | 23.8 | 5.1 | ||
Equity in earnings (loss) of subsidiaries | 0 | 0 | 0 | 0 | ||
Earnings before income taxes | 17.2 | 29.9 | 30 | 37 | ||
Income taxes | 5.1 | (0.2) | 5.4 | 1.9 | ||
Net earnings | 12.1 | 30.1 | 24.6 | 35.1 | ||
Total other comprehensive (loss) income, net of tax | (8.3) | $ 2.6 | 4.8 | $ 6.8 | (5.7) | 11.6 |
Comprehensive income | 3.8 | 34.9 | 18.9 | 46.7 | ||
Eliminations | ||||||
Condensed Consolidating Statement of Operations | ||||||
Total net sales | (128.1) | (101.5) | (234) | (187.9) | ||
Cost of sales | (128.1) | (101.5) | (234) | (187.9) | ||
Gross profit | 0 | 0 | 0 | 0 | ||
Costs and expenses: | ||||||
Selling, general and administrative expenses | 0 | 0 | 0 | 0 | ||
Amortization expense | 0 | 0 | 0 | 0 | ||
Separation expense | 0 | 0 | 0 | |||
Restructuring expense | 0 | 0 | 0 | 0 | ||
Gain from impairment or disposal of assets — net | 0 | 0 | 0 | 0 | ||
Earnings from operations | 0 | 0 | 0 | 0 | ||
Interest expense | 0 | 0 | 0 | 0 | ||
Loss on early extinguishment of debt | 0 | 0 | ||||
Other expense — net | 0 | 0 | 0 | 0 | ||
Equity in earnings (loss) of subsidiaries | (36.6) | (76.9) | (76.5) | (119.5) | ||
Earnings before income taxes | (36.6) | (76.9) | (76.5) | (119.5) | ||
Income taxes | 0 | 0 | 0 | 0 | ||
Net earnings | (36.6) | (76.9) | (76.5) | (119.5) | ||
Total other comprehensive (loss) income, net of tax | 23.3 | (11.3) | 21.2 | (19.6) | ||
Comprehensive income | (13.3) | (88.2) | (55.3) | (139.1) | ||
Parent | ||||||
Condensed Consolidating Statement of Operations | ||||||
Total net sales | 0 | 0 | 0 | 0 | ||
Cost of sales | 0.9 | 0.8 | 1.7 | 1.7 | ||
Gross profit | (0.9) | (0.8) | (1.7) | (1.7) | ||
Costs and expenses: | ||||||
Selling, general and administrative expenses | 10.3 | 9.5 | 19.2 | 19.4 | ||
Amortization expense | 0 | 0 | 0 | 0 | ||
Separation expense | 0.3 | 0.1 | 1.2 | |||
Restructuring expense | 0 | 1.1 | 0 | 4.8 | ||
Gain from impairment or disposal of assets — net | 0 | 0 | 0 | 0 | ||
Earnings from operations | (11.2) | (11.7) | (21) | (27.1) | ||
Interest expense | 21.1 | 20.2 | 40.2 | 42.4 | ||
Loss on early extinguishment of debt | 0.2 | 3.4 | ||||
Other expense — net | (4.4) | (2.4) | (8) | (5.1) | ||
Equity in earnings (loss) of subsidiaries | 29.6 | 49.6 | 56.3 | 79.6 | ||
Earnings before income taxes | 1.7 | 19.9 | 3.1 | 11.8 | ||
Income taxes | (10.4) | (10.2) | (21.5) | (23.3) | ||
Net earnings | 12.1 | 30.1 | 24.6 | 35.1 | ||
Total other comprehensive (loss) income, net of tax | (8.3) | 4.8 | (5.7) | 11.6 | ||
Comprehensive income | 3.8 | 34.9 | 18.9 | 46.7 | ||
Guarantor Subsidiaries | ||||||
Condensed Consolidating Statement of Operations | ||||||
Total net sales | 299.7 | 277.2 | 551.8 | 518.6 | ||
Cost of sales | 224.8 | 199 | 416.2 | 368.7 | ||
Gross profit | 74.9 | 78.2 | 135.6 | 149.9 | ||
Costs and expenses: | ||||||
Selling, general and administrative expenses | 37.8 | 40.8 | 75.4 | 81.5 | ||
Amortization expense | 7.2 | 7.1 | 14.3 | 14.2 | ||
Separation expense | 0 | 0 | 0 | |||
Restructuring expense | 0.2 | (0.1) | 0.1 | 0.8 | ||
Gain from impairment or disposal of assets — net | (0.1) | (0.6) | (0.2) | (0.4) | ||
Earnings from operations | 29.8 | 31 | 46 | 53.8 | ||
Interest expense | 0.2 | 0.2 | 0.5 | 0.5 | ||
Loss on early extinguishment of debt | 0 | 0 | ||||
Other expense — net | (3) | (4.3) | (5.9) | (9.5) | ||
Equity in earnings (loss) of subsidiaries | 7 | 27.3 | 20.2 | 39.9 | ||
Earnings before income taxes | 39.6 | 62.4 | 71.6 | 102.7 | ||
Income taxes | 10 | 12.8 | 15.3 | 23.1 | ||
Net earnings | 29.6 | 49.6 | 56.3 | 79.6 | ||
Total other comprehensive (loss) income, net of tax | (12.8) | 6.4 | (12.1) | 10.8 | ||
Comprehensive income | 16.8 | 56 | 44.2 | 90.4 | ||
Non- Guarantor Subsidiaries | ||||||
Condensed Consolidating Statement of Operations | ||||||
Total net sales | 249.1 | 195.4 | 453.3 | 368.4 | ||
Cost of sales | 173.8 | 135.6 | 311.7 | 256.4 | ||
Gross profit | 75.3 | 59.8 | 141.6 | 112 | ||
Costs and expenses: | ||||||
Selling, general and administrative expenses | 34.9 | 24 | 64.7 | 47.4 | ||
Amortization expense | 2.2 | 0.6 | 3 | 1.3 | ||
Separation expense | 0 | 0 | 0 | |||
Restructuring expense | 1.2 | 0.1 | 1.7 | 0.1 | ||
Gain from impairment or disposal of assets — net | 0 | 0 | 0 | 0.2 | ||
Earnings from operations | 37 | 35.1 | 72.2 | 63 | ||
Interest expense | 1.8 | 0.6 | 2.7 | 1.3 | ||
Loss on early extinguishment of debt | 0 | 0 | ||||
Other expense — net | 22.7 | 10 | 37.7 | 19.7 | ||
Equity in earnings (loss) of subsidiaries | 0 | 0 | 0 | 0 | ||
Earnings before income taxes | 12.5 | 24.5 | 31.8 | 42 | ||
Income taxes | 5.5 | (2.8) | 11.6 | 2.1 | ||
Net earnings | 7 | 27.3 | 20.2 | 39.9 | ||
Total other comprehensive (loss) income, net of tax | (10.5) | 4.9 | (9.1) | 8.8 | ||
Comprehensive income | $ (3.5) | $ 32.2 | $ 11.1 | $ 48.7 |
Subsidiary Guarantors of Seni83
Subsidiary Guarantors of Senior Notes - Consolidating Balance Sheets (Details) - USD ($) $ in Millions | Jun. 30, 2018 | Jan. 01, 2018 | Dec. 31, 2017 |
Current assets: | |||
Cash and cash equivalents | $ 103.9 | $ 128.4 | |
Restricted cash | 0.3 | 0.3 | |
Accounts receivable — net | 125.4 | 83.7 | |
Inventories — net | 198 | $ 153.4 | 152.3 |
Prepaids and other current assets | 28.6 | 19 | |
Total current assets | 456.2 | 383.7 | |
Property, plant and equipment — net | 115.5 | 112.2 | |
Goodwill | 936.7 | 846.1 | |
Other intangible assets — net | 565.8 | 461.4 | |
Intercompany long-term note receivable | 0 | 0 | |
Due from affiliates | 0 | 0 | |
Investment in subsidiaries | 0 | 0 | |
Other non-current assets | 37.1 | 37 | |
Total assets | 2,111.3 | 1,840.4 | |
Current liabilities: | |||
Accounts payable | 125.7 | 103.6 | |
Accrued expenses and other liabilities | 139.6 | 161.7 | |
Short-term borrowings | 30 | 0 | |
Current portion of capital leases | 0.6 | 0.7 | |
Product warranties | 26.9 | 24.1 | |
Total current liabilities | 322.8 | 290.1 | |
Non-Current Liabilities: | |||
Long-term debt and capital leases | 1,407.8 | 1,232.2 | |
Deferred income taxes | 120.7 | 92.3 | |
Pension and postretirement health obligations | 44.7 | 48.3 | |
Intercompany long-term note payable | 0 | 0 | |
Due to affiliates | 0 | 0 | |
Investment in subsidiaries | 0 | 0 | |
Other long-term liabilities | 74.5 | 67.1 | |
Total non-current liabilities | 1,647.7 | 1,439.9 | |
Total equity | 140.8 | 110.4 | |
Total liabilities and equity | 2,111.3 | 1,840.4 | |
Eliminations | |||
Current assets: | |||
Cash and cash equivalents | 0 | (0.8) | |
Restricted cash | 0 | 0 | |
Accounts receivable — net | (2.1) | (1) | |
Inventories — net | 0 | 0 | |
Prepaids and other current assets | 0 | 0 | |
Total current assets | (2.1) | (1.8) | |
Property, plant and equipment — net | 0.1 | 0 | |
Goodwill | 0 | 0 | |
Other intangible assets — net | 0 | 0 | |
Intercompany long-term note receivable | (40) | (20) | |
Due from affiliates | (3,264.3) | (3,239.8) | |
Investment in subsidiaries | (4,071.9) | (4,015.6) | |
Other non-current assets | (9.5) | (7.7) | |
Total assets | (7,387.7) | (7,284.9) | |
Current liabilities: | |||
Accounts payable | (2) | (1.8) | |
Accrued expenses and other liabilities | 0 | 0 | |
Short-term borrowings | 0 | ||
Current portion of capital leases | 0 | 0 | |
Product warranties | 0 | 0 | |
Total current liabilities | (2) | (1.8) | |
Non-Current Liabilities: | |||
Long-term debt and capital leases | 0 | 0 | |
Deferred income taxes | 0 | 0 | |
Pension and postretirement health obligations | (9.5) | (7.7) | |
Intercompany long-term note payable | (40) | (20) | |
Due to affiliates | (3,264.3) | (3,239.8) | |
Investment in subsidiaries | (410.6) | (430.8) | |
Other long-term liabilities | 0 | 0 | |
Total non-current liabilities | (3,724.4) | (3,698.3) | |
Total equity | (3,661.3) | (3,584.8) | |
Total liabilities and equity | (7,387.7) | (7,284.9) | |
Parent | |||
Current assets: | |||
Cash and cash equivalents | 9.5 | 8.8 | |
Restricted cash | 0 | 0 | |
Accounts receivable — net | 0 | 0 | |
Inventories — net | 0 | 0 | |
Prepaids and other current assets | 12.8 | 5.3 | |
Total current assets | 22.3 | 14.1 | |
Property, plant and equipment — net | 0.4 | 0.5 | |
Goodwill | 0 | 0 | |
Other intangible assets — net | 0 | 0 | |
Intercompany long-term note receivable | 20 | 0 | |
Due from affiliates | 0 | 0 | |
Investment in subsidiaries | 4,071.9 | 4,015.6 | |
Other non-current assets | 10.3 | 10.8 | |
Total assets | 4,124.9 | 4,041 | |
Current liabilities: | |||
Accounts payable | 0.2 | 0.2 | |
Accrued expenses and other liabilities | 9.4 | 19.1 | |
Short-term borrowings | 0 | ||
Current portion of capital leases | 0 | 0 | |
Product warranties | 0 | 0 | |
Total current liabilities | 9.6 | 19.3 | |
Non-Current Liabilities: | |||
Long-term debt and capital leases | 1,326.1 | 1,230.2 | |
Deferred income taxes | 71.8 | 74.7 | |
Pension and postretirement health obligations | 49.6 | 51.3 | |
Intercompany long-term note payable | 15.7 | 15.7 | |
Due to affiliates | 2,468.9 | 2,501.4 | |
Investment in subsidiaries | 0 | 0 | |
Other long-term liabilities | 42.4 | 38 | |
Total non-current liabilities | 3,974.5 | 3,911.3 | |
Total equity | 140.8 | 110.4 | |
Total liabilities and equity | 4,124.9 | 4,041 | |
Guarantor Subsidiaries | |||
Current assets: | |||
Cash and cash equivalents | 1 | 0 | |
Restricted cash | 0 | 0 | |
Accounts receivable — net | 0 | 0 | |
Inventories — net | 88.6 | 69.8 | |
Prepaids and other current assets | 5.2 | 5.9 | |
Total current assets | 94.8 | 75.7 | |
Property, plant and equipment — net | 69.6 | 68.7 | |
Goodwill | 832.4 | 832.4 | |
Other intangible assets — net | 382.1 | 396.3 | |
Intercompany long-term note receivable | 20 | 20 | |
Due from affiliates | 3,264.3 | 3,239.8 | |
Investment in subsidiaries | 0 | 0 | |
Other non-current assets | 4.5 | 5.2 | |
Total assets | 4,667.7 | 4,638.1 | |
Current liabilities: | |||
Accounts payable | 60.4 | 58.2 | |
Accrued expenses and other liabilities | 77.9 | 86.1 | |
Short-term borrowings | 0 | ||
Current portion of capital leases | 0.5 | 0.5 | |
Product warranties | 16.8 | 16.2 | |
Total current liabilities | 155.6 | 161 | |
Non-Current Liabilities: | |||
Long-term debt and capital leases | 1 | 1.2 | |
Deferred income taxes | 0 | 0 | |
Pension and postretirement health obligations | 4.6 | 4.7 | |
Intercompany long-term note payable | 0 | 0 | |
Due to affiliates | 0 | 0 | |
Investment in subsidiaries | 410.6 | 430.8 | |
Other long-term liabilities | 24 | 24.8 | |
Total non-current liabilities | 440.2 | 461.5 | |
Total equity | 4,071.9 | 4,015.6 | |
Total liabilities and equity | 4,667.7 | 4,638.1 | |
Non- Guarantor Subsidiaries | |||
Current assets: | |||
Cash and cash equivalents | 93.4 | 120.4 | |
Restricted cash | 0.3 | 0.3 | |
Accounts receivable — net | 127.5 | 84.7 | |
Inventories — net | 109.4 | 82.5 | |
Prepaids and other current assets | 10.6 | 7.8 | |
Total current assets | 341.2 | 295.7 | |
Property, plant and equipment — net | 45.4 | 43 | |
Goodwill | 104.3 | 13.7 | |
Other intangible assets — net | 183.7 | 65.1 | |
Intercompany long-term note receivable | 0 | 0 | |
Due from affiliates | 0 | 0 | |
Investment in subsidiaries | 0 | 0 | |
Other non-current assets | 31.8 | 28.7 | |
Total assets | 706.4 | 446.2 | |
Current liabilities: | |||
Accounts payable | 67.1 | 47 | |
Accrued expenses and other liabilities | 52.3 | 56.5 | |
Short-term borrowings | 30 | ||
Current portion of capital leases | 0.1 | 0.2 | |
Product warranties | 10.1 | 7.9 | |
Total current liabilities | 159.6 | 111.6 | |
Non-Current Liabilities: | |||
Long-term debt and capital leases | 80.7 | 0.8 | |
Deferred income taxes | 48.9 | 17.6 | |
Pension and postretirement health obligations | 0 | 0 | |
Intercompany long-term note payable | 24.3 | 4.3 | |
Due to affiliates | 795.4 | 738.4 | |
Investment in subsidiaries | 0 | 0 | |
Other long-term liabilities | 8.1 | 4.3 | |
Total non-current liabilities | 957.4 | 765.4 | |
Total equity | (410.6) | (430.8) | |
Total liabilities and equity | $ 706.4 | $ 446.2 |
Subsidiary Guarantors of Seni84
Subsidiary Guarantors of Senior Notes - Consolidating Statement of Cash Flows (Details) - USD ($) | 6 Months Ended | |
Jun. 30, 2018 | Jun. 30, 2017 | |
Condensed consolidating statement of cash flows | ||
Net cash (used in) provided by operating activities | $ (288,000,000) | $ (254,000,000) |
Cash flows from investing activities | ||
Cash receipts on beneficial interest in sold receivables | 285,700,000 | 257,400,000 |
Capital expenditures | (8,000,000) | (8,300,000) |
Proceeds from sale of property, plant and equipment | 0 | 6,000,000 |
Business acquisition, net of cash acquired | (215,600,000) | 0 |
Settlement of foreign exchange contract | (10,000,000) | 0 |
Intercompany investment | 0 | 0 |
Net cash provided by investing activities | 52,100,000 | 255,100,000 |
Cash flows from financing activities | ||
Proceeds from long-term debt | 261,000,000 | 115,900,000 |
Repayments on long-term debt and capital leases | (76,400,000) | (71,700,000) |
Debt issuance costs | (400,000) | (1,400,000) |
Proceeds from short-term borrowings | 30,000,000 | 4,000,000 |
Changes in short-term borrowings | 4,000,000 | |
Exercises of stock options | 4,800,000 | 1,300,000 |
Payments on tax withholdings for equity awards | (2,400,000) | (2,600,000) |
Intercompany financing | 0 | 0 |
Net cash provided by financing activities | 216,600,000 | 45,500,000 |
Effect of exchange rate changes on cash | (5,200,000) | (3,600,000) |
Net (decrease) increase in cash and cash equivalents and restricted cash | (24,500,000) | 43,000,000 |
Balance at beginning of period | 128,700,000 | 60,200,000 |
Balance at end of period | 104,200,000 | 103,200,000 |
Eliminations | ||
Condensed consolidating statement of cash flows | ||
Net cash (used in) provided by operating activities | 800,000 | 0 |
Cash flows from investing activities | ||
Cash receipts on beneficial interest in sold receivables | 0 | 0 |
Capital expenditures | 0 | 0 |
Proceeds from sale of property, plant and equipment | 0 | |
Business acquisition, net of cash acquired | 0 | |
Settlement of foreign exchange contract | 0 | |
Intercompany investment | (52,500,000) | 47,300,000 |
Net cash provided by investing activities | (52,500,000) | 47,300,000 |
Cash flows from financing activities | ||
Proceeds from long-term debt | 0 | 0 |
Repayments on long-term debt and capital leases | 0 | 0 |
Debt issuance costs | 0 | 0 |
Proceeds from short-term borrowings | 0 | |
Changes in short-term borrowings | 0 | |
Exercises of stock options | 0 | 0 |
Payments on tax withholdings for equity awards | 0 | 0 |
Intercompany financing | 52,500,000 | (47,300,000) |
Net cash provided by financing activities | 52,500,000 | (47,300,000) |
Effect of exchange rate changes on cash | 0 | 0 |
Net (decrease) increase in cash and cash equivalents and restricted cash | 800,000 | 0 |
Balance at beginning of period | (800,000) | 0 |
Balance at end of period | 0 | 0 |
Parent | ||
Condensed consolidating statement of cash flows | ||
Net cash (used in) provided by operating activities | (45,200,000) | (11,000,000) |
Cash flows from investing activities | ||
Cash receipts on beneficial interest in sold receivables | 0 | 0 |
Capital expenditures | (100,000) | (100,000) |
Proceeds from sale of property, plant and equipment | 0 | |
Business acquisition, net of cash acquired | 0 | |
Settlement of foreign exchange contract | 0 | |
Intercompany investment | 0 | (21,700,000) |
Net cash provided by investing activities | (100,000) | (21,800,000) |
Cash flows from financing activities | ||
Proceeds from long-term debt | 161,000,000 | 115,000,000 |
Repayments on long-term debt and capital leases | (56,000,000) | (70,500,000) |
Debt issuance costs | (400,000) | (1,400,000) |
Proceeds from short-term borrowings | 0 | |
Changes in short-term borrowings | 0 | |
Exercises of stock options | 4,800,000 | 1,300,000 |
Payments on tax withholdings for equity awards | (2,400,000) | (2,600,000) |
Intercompany financing | (52,500,000) | 0 |
Net cash provided by financing activities | 54,500,000 | 41,800,000 |
Effect of exchange rate changes on cash | (8,500,000) | 0 |
Net (decrease) increase in cash and cash equivalents and restricted cash | 700,000 | 8,900,000 |
Balance at beginning of period | 8,800,000 | 400,000 |
Balance at end of period | 9,500,000 | 9,300,000 |
Guarantor Subsidiaries | ||
Condensed consolidating statement of cash flows | ||
Net cash (used in) provided by operating activities | 31,200,000 | 22,500,000 |
Cash flows from investing activities | ||
Cash receipts on beneficial interest in sold receivables | 0 | 0 |
Capital expenditures | (5,500,000) | (4,700,000) |
Proceeds from sale of property, plant and equipment | 6,000,000 | |
Business acquisition, net of cash acquired | 0 | |
Settlement of foreign exchange contract | 0 | |
Intercompany investment | (24,500,000) | (25,600,000) |
Net cash provided by investing activities | (30,000,000) | (24,300,000) |
Cash flows from financing activities | ||
Proceeds from long-term debt | 0 | 0 |
Repayments on long-term debt and capital leases | (200,000) | (200,000) |
Debt issuance costs | 0 | 0 |
Proceeds from short-term borrowings | 0 | |
Changes in short-term borrowings | 0 | |
Exercises of stock options | 0 | 0 |
Payments on tax withholdings for equity awards | 0 | 0 |
Intercompany financing | 0 | 0 |
Net cash provided by financing activities | (200,000) | (200,000) |
Effect of exchange rate changes on cash | 0 | 0 |
Net (decrease) increase in cash and cash equivalents and restricted cash | 1,000,000 | (2,000,000) |
Balance at beginning of period | 0 | 2,300,000 |
Balance at end of period | 1,000,000 | 300,000 |
Non- Guarantor Subsidiaries | ||
Condensed consolidating statement of cash flows | ||
Net cash (used in) provided by operating activities | (274,800,000) | (265,500,000) |
Cash flows from investing activities | ||
Cash receipts on beneficial interest in sold receivables | 285,700,000 | 257,400,000 |
Capital expenditures | (2,400,000) | (3,500,000) |
Proceeds from sale of property, plant and equipment | 0 | |
Business acquisition, net of cash acquired | (215,600,000) | |
Settlement of foreign exchange contract | (10,000,000) | |
Intercompany investment | 77,000,000 | 0 |
Net cash provided by investing activities | 134,700,000 | 253,900,000 |
Cash flows from financing activities | ||
Proceeds from long-term debt | 100,000,000 | 900,000 |
Repayments on long-term debt and capital leases | (20,200,000) | (1,000,000) |
Debt issuance costs | 0 | 0 |
Proceeds from short-term borrowings | 30,000,000 | |
Changes in short-term borrowings | 4,000,000 | |
Exercises of stock options | 0 | 0 |
Payments on tax withholdings for equity awards | 0 | 0 |
Intercompany financing | 0 | 47,300,000 |
Net cash provided by financing activities | 109,800,000 | 51,200,000 |
Effect of exchange rate changes on cash | 3,300,000 | (3,600,000) |
Net (decrease) increase in cash and cash equivalents and restricted cash | (27,000,000) | 36,100,000 |
Balance at beginning of period | 120,700,000 | 57,500,000 |
Balance at end of period | $ 93,700,000 | $ 93,600,000 |