Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2022 | Apr. 29, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2022 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | DFIN | |
Entity Registrant Name | Donnelley Financial Solutions, Inc. | |
Entity Central Index Key | 0001669811 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Common Stock, Shares Outstanding | 31,789,583 | |
Entity Shell Company | false | |
Title of 12(b) Security | Common Stock (Par Value $0.01) | |
Security Exchange Name | NYSE | |
Entity File Number | 1-37728 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 36-4829638 | |
Entity Address, Address Line One | 35 West Wacker Drive | |
Entity Address, City or Town | Chicago | |
Entity Address, State or Province | IL | |
Entity Address, Postal Zip Code | 60601 | |
City Area Code | 800 | |
Local Phone Number | 823-5304 | |
Document Quarterly Report | true | |
Document Transition Report | false |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (UNAUDITED) - USD ($) shares in Millions, $ in Millions | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | ||
Total net sales | $ 211 | $ 245.3 | |
Total cost of sales | 98.9 | 110.3 | |
Selling, general and administrative expenses | [1] | 64.3 | 73.5 |
Depreciation and amortization | 10.7 | 9.8 | |
Restructuring, impairment and other charges, net | 1.8 | 0.8 | |
Income from operations | 35.3 | 50.9 | |
Interest expense, net | 1.5 | 5.3 | |
Investment and other income, net | (0.2) | (0.8) | |
Earnings before income taxes | 34 | 46.4 | |
Income tax expense | 7.6 | 11.2 | |
Net earnings | $ 26.4 | $ 35.2 | |
Net earnings per share: | |||
Basic | $ 0.80 | $ 1.05 | |
Diluted | $ 0.77 | $ 1.02 | |
Weighted average number of common shares outstanding: | |||
Basic | 32.9 | 33.6 | |
Diluted | 34.4 | 34.5 | |
Tech-enabled Services | |||
Total net sales | $ 91.7 | $ 118.5 | |
Total cost of sales | 37.7 | 41 | |
Software Solutions | |||
Total net sales | 69.8 | 60.3 | |
Total cost of sales | 27.5 | 24.5 | |
Print and Distribution | |||
Total net sales | 49.5 | 66.5 | |
Total cost of sales | $ 33.7 | $ 44.8 | |
[1] | Exclusive of depreciation and amortization |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income (UNAUDITED) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Statement of Comprehensive Income [Abstract] | ||
Net earnings | $ 26.4 | $ 35.2 |
Other comprehensive income (loss), net of tax: | ||
Translation adjustments | 0.1 | 0.9 |
Adjustment for net periodic pension and other postretirement benefits plans | 0.6 | 0.6 |
Other comprehensive income, net of tax | 0.7 | 1.5 |
Comprehensive income | $ 27.1 | $ 36.7 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (UNAUDITED) - USD ($) $ in Millions | Mar. 31, 2022 | Dec. 31, 2021 | ||
ASSETS | ||||
Cash and cash equivalents | $ 10.4 | $ 54.5 | ||
Receivables, less allowances for expected losses of 14.5 in 2022 (2021 - $12.7) | 218.8 | 199.1 | ||
Prepaid expenses and other current assets | 32.4 | 23.5 | ||
Assets held for sale | 2.6 | 2.6 | ||
Total current assets | 264.2 | 279.7 | ||
Property, plant and equipment, net | 18.4 | 18.7 | ||
Operating lease right-of-use assets | 45.2 | 42.6 | ||
Software, net | 66.5 | 63.7 | ||
Goodwill | 409.9 | 410 | ||
Other intangible assets, net | [1] | 8.5 | 8.7 | |
Deferred income taxes, net | 31.7 | 31.7 | ||
Other noncurrent assets | 27.2 | 28.2 | ||
Total assets | 871.6 | [2] | 883.3 | |
LIABILITIES | ||||
Accounts payable | 54.8 | 36.3 | ||
Operating lease liabilities | 18.5 | 17.9 | ||
Accrued liabilities | 129.7 | 207.2 | ||
Total current liabilities | 203 | 261.4 | ||
Long-term debt | 194.1 | 124 | ||
Deferred compensation liabilities | 19.5 | 19.8 | ||
Pension and other postretirement benefits plan liabilities | 39.3 | 40.6 | ||
Noncurrent operating lease liabilities | 40.5 | 39.4 | ||
Other noncurrent liabilities | 21.3 | 21.1 | ||
Total liabilities | 517.7 | 506.3 | ||
Commitments and Contingencies (Note 7) | ||||
EQUITY | ||||
Preferred stock, $0.01 par value; Authorized: 1.0 shares; Issued: None | 0 | 0 | ||
Common stock, $0.01 par value; Authorized: 65.0 shares; Issued and outstanding: 36.8 shares and 32.4 shares in 2022 (2021 - 35.9 shares and 33.0 shares) | 0.4 | 0.4 | ||
Treasury stock, at cost: 4.4 shares in 2022 (2021 - 2.9 shares) | (111.1) | (57.1) | ||
Additional paid-in capital | 264.4 | 260.6 | ||
Retained earnings | 277.8 | 251.4 | ||
Accumulated other comprehensive loss | (77.6) | (78.3) | ||
Total equity | 353.9 | 377 | ||
Total liabilities and equity | $ 871.6 | $ 883.3 | ||
[1] | The weighted-average remaining useful life of the unamortized intangible assets as of March 31, 2022 is approximately eleven years . | |||
[2] | Certain assets are recorded within a segment based on predominant usage, however, as they benefit more than one segment, the related operating expenses are allocated between segments. |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (UNAUDITED) (Parenthetical) - USD ($) $ in Millions | Mar. 31, 2022 | Dec. 31, 2021 | |
Statement of Financial Position [Abstract] | |||
Receivables, allowance for expected losses | [1] | $ 14.5 | $ 12.7 |
Preferred stock, par value | $ 0.01 | $ 0.01 | |
Preferred stock, authorized | 1,000,000 | 1,000,000 | |
Preferred stock, Issued | 0 | 0 | |
Common stock, par value | $ 0.01 | $ 0.01 | |
Common stock, Authorized | 65,000,000 | 65,000,000 | |
Common stock, Issued | 36,800,000 | 35,900,000 | |
Common stock, Outstanding | 32,400,000 | 33,000,000 | |
Treasury stock, Shares | 4,400,000 | 2,900,000 | |
[1] | As of March 31, 2022, the CECL reserve balance was comprised of a $ 13.5 million provision for accounts receivable and a $ 1.0 million provision for unbilled receivables and contract assets. As of December 31, 2021, the CECL reserve balance was comprised of a $ 12.0 million provision for accounts receivable and a $ 0.7 million provision for unbilled receivables and contract assets. |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (UNAUDITED) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
OPERATING ACTIVITIES | ||
Net earnings | $ 26.4 | $ 35.2 |
Adjustments to reconcile net earnings to net cash used in operating activities: | ||
Depreciation and amortization | 10.7 | 9.8 |
Provision for expected losses on accounts receivable | 2.3 | 1.1 |
Share-based compensation | 3.6 | 3.1 |
Deferred income taxes | (0.2) | 3.2 |
Net pension plan income | (0.2) | (1) |
Amortization of right-of-use assets | 4.1 | 4.4 |
Other | 0.2 | 0.9 |
Changes in operating assets and liabilities: | ||
Accounts receivable, net | (22.2) | (63.1) |
Prepaid expenses and other current assets | (12.2) | (14.3) |
Accounts payable | 16.4 | 4 |
Income taxes payable and receivable | 5.3 | 5 |
Accrued liabilities and other | (81.1) | (20.5) |
Operating Lease liabilities | (5) | (5.8) |
Pension and other postretirement benefits plan contributions | (0.3) | (0.3) |
Net cash used in operating activities | (52.2) | (38.3) |
INVESTING ACTIVITIES | ||
Capital expenditures | (9.9) | (8) |
Net cash used in investing activities | (9.9) | (8) |
FINANCING ACTIVITIES | ||
Revolving facility borrowings | 113 | 105 |
Payments on revolving facility borrowings | (43) | (83) |
Treasury share repurchases | (52.6) | (11.2) |
Proceeds from Stock Options Exercised | 0.3 | 0 |
Finance lease payments | (0.4) | 0 |
Net cash provided by financing activities | 17.3 | 10.8 |
Effect of exchange rate on cash and cash equivalents | 0.7 | 0.4 |
Net decrease in cash and cash equivalents | (44.1) | (35.1) |
Cash and cash equivalents at beginning of year | 54.5 | 73.6 |
Cash and cash equivalents at end of period | 10.4 | 38.5 |
Supplemental cash flow information | ||
Income taxes paid (net of refunds) | 2.5 | 2.5 |
Interest paid | $ 0.9 | $ 0.3 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Changes in Stockholders' Equity (UNAUDITED) - USD ($) shares in Millions, $ in Millions | Total | Common Stock | Treasury Stock | Additional Paid-in Capital | Retained Earnings | Accumulated Other Comprehensive Loss |
Balance at Dec. 31, 2020 | $ 247.8 | $ 0.3 | $ (16) | $ 238.8 | $ 105.5 | $ (80.8) |
Balance (in shares) at Dec. 31, 2020 | 34.9 | 1.6 | ||||
Net earnings | 35.2 | $ 0 | $ 0 | 0 | 35.2 | 0 |
Other comprehensive income | 1.5 | 0 | 0 | 0 | 0 | 1.5 |
Share-based compensation | 3.1 | 0 | 0 | 3.1 | 0 | 0 |
Common stock repurchases | (3.4) | $ 0 | $ (3.4) | 0 | 0 | 0 |
Common stock repurchases, shares | 0 | 0.1 | ||||
Issuance of share-based awards, net of withholdings and other | (8.2) | $ 0.1 | $ (8.3) | 0 | 0 | 0 |
Issuance of share-based awards, net of withholdings and other (in shares) | 0.7 | 0.3 | ||||
Balance at Mar. 31, 2021 | 276 | $ 0.4 | $ (27.7) | 241.9 | 140.7 | (79.3) |
Balance (in shares) at Mar. 31, 2021 | 35.6 | 2 | ||||
Balance at Dec. 31, 2021 | $ 377 | $ 0.4 | $ (57.1) | 260.6 | 251.4 | (78.3) |
Balance (in shares) at Dec. 31, 2021 | 35.9 | 35.9 | 2.9 | |||
Net earnings | $ 26.4 | $ 0 | $ 0 | 0 | 26.4 | 0 |
Other comprehensive income | 0.7 | 0 | 0 | 0 | 0 | 0.7 |
Share-based compensation | 3.6 | 0 | 0 | 3.6 | 0 | 0 |
Common stock repurchases | (42.1) | $ 0 | $ (42.1) | 0 | 0 | 0 |
Common stock repurchases, shares | 0 | 1.2 | ||||
Issuance of share-based awards, net of withholdings and other | (11.7) | $ 0 | $ (11.9) | 0.2 | 0 | 0 |
Issuance of share-based awards, net of withholdings and other (in shares) | 0.9 | 0.3 | ||||
Balance at Mar. 31, 2022 | $ 353.9 | $ 0.4 | $ (111.1) | $ 264.4 | $ 277.8 | $ (77.6) |
Balance (in shares) at Mar. 31, 2022 | 36.8 | 36.8 | 4.4 |
Overview, Basis of Presentation
Overview, Basis of Presentation and Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Overview, Basis of Presentation and Significant Accounting Policies | Note 1. Overview, Basis of Presentation and Significant Accounting Policies Description of Business DFIN is a leading global risk and compliance solutions company. The Company provides regulatory filing and deal solutions via its software, technology-enabled services and print and distribution solutions to public and private companies, mutual funds and other regulated investment firms, to serve its clients’ regulatory and compliance needs. DFIN helps its clients comply with applicable regulations where and how they want to work in a digital world, providing numerous solutions tailored to each client’s precise needs. The prevailing trend is toward clients choosing to utilize the Company’s software solutions, in conjunction with its tech-enabled services, to meet their document and filing needs, while at the same time shifting away from physical print and distribution of documents, except for cases where it is still regulatorily required or requested by investors. The Company serves its clients’ regulatory and compliance needs throughout their respective life cycles. For its capital markets clients, the Company offers solutions that allow public companies to comply with applicable U.S. Securities and Exchange Commission (“SEC”) regulations including filing agent services, digital document creation and online content management tools that support their corporate financial transactions and regulatory reporting; solutions to facilitate clients’ communications with their investors; and virtual data rooms and other deal management solutions. For investment companies, including mutual fund, insurance-investment and alternative investment companies, the Company provides solutions for creating, compiling and filing regulatory communications as well as solutions for investors designed to improve the access to and accuracy of their investment information. Services and Products The Company separately reports its net sales and related cost of sales for its software solutions, tech-enabled services and print and distribution offerings. The Company’s software solutions consist of Venue® Virtual Data Room (“Venue”), ActiveDisclosure®, eBrevia and the Arc Suite software platform ("Arc Suite"), among others. The Company’s tech-enabled services offerings consist of document composition, compliance-related SEC Electronic Data Gathering, Analysis, and Retrieval (“EDGAR”) filing services and transaction solutions. The Company’s print and distribution offerings primarily consist of conventional and digital printed products and related shipping. Basis of Presentation The accompanying Unaudited Condensed Consolidated Financial Statements include the accounts of DFIN and all majority-owned subsidiaries and have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and in accordance with the rules and regulations of the SEC. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. The financial data presented herein should be read in conjunction with the audited Consolidated Financial Statements and accompanying notes included in the Company’s latest Annual Report. In the opinion of management, the financial data presented includes all adjustments necessary to present fairly the financial position, results of operations and cash flows for the interim periods presented. Results of interim periods should not be considered indicative of the results for the full year. Significant Accounting Policies Use of Estimates— The preparation of financial statements in conformity with GAAP requires the extensive use of management’s estimates and assumptions that affect the reported amounts of assets and liabilities as well as disclosures of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenue and expenses during the reporting periods. Actual results could differ from these estimates. The Company’s significant accounting policies and critical accounting estimates are disclosed in the Annual Report. Allowance for Expected Losses — Transactions affecting the current expected credit loss (“CECL”) reserve during the three months ended March 31, 2022 and 2021 were as follows: March 31, 2022 2021 Balance, beginning of year (a) $ 12.7 $ 10.5 Provisions charged to expense 2.3 1.1 Write-offs, reclassifications and other ( 0.5 ) 1.0 Balance, end of period (a) $ 14.5 $ 12.6 __________ (a) As of March 31, 2022, the CECL reserve balance was comprised of a $ 13.5 million provision for accounts receivable and a $ 1.0 million provision for unbilled receivables and contract assets. As of December 31, 2021, the CECL reserve balance was comprised of a $ 12.0 million provision for accounts receivable and a $ 0.7 million provision for unbilled receivables and contract assets. Property, Plant and Equipment, net— The components of the Company’s property, plant and equipment, net at March 31, 2022 and December 31, 2021 were as follows: March 31, 2022 December 31, 2021 Land $ 0.3 $ 0.3 Buildings 20.6 20.8 Machinery and equipment 69.4 68.5 90.3 89.6 Less: Accumulated depreciation ( 71.9 ) ( 70.9 ) Total $ 18.4 $ 18.7 Depreciation expense was $ 1.6 million and $ 1.4 million for the three months ended March 31, 2022 and 2021 , respectively. Assets Held for Sale —As of March 31, 2022 and December 31, 2021, the Company had land held for sale with a carrying value of $ 2.6 million. On August 20, 2021, the Company entered into an agreement to sell the land for $ 12.9 million. The closing of this transaction is subject to a due diligence period, a period to obtain needed entitlements and customary closing conditions. There is no assurance that this sale will be completed. Software —Capitalized software development costs are amortized over their estimated useful life using the straight-line method, up to a maximum of three years . Amortization expense related to internally-developed software, excluding amortization expense related to other intangible assets, was $ 8.9 million and $ 8.2 million for the three months ended March 31, 2022 and 2021 , respectively. Investments — The carrying value of the Company’s investments in equity securities was $ 8.0 million at both March 31, 2022 and December 31, 2021 . The Company measures its equity securities that do not have a readily determinable fair value at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer. The Company performs an assessment on a quarterly basis to determine whether triggering events for impairment exist and to identify any observable price changes. During the three months ended March 31, 2021, the Company recorded an unrealized loss of $ 0.2 million resulting from an observable price change of an investment due to an orderly transaction for an identical or similar investment. Recently Issued Accounting Pronouncements In October 2021, the Financial Accounting Standards Board issued Accounting Standards Update No. 2021-08, "Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers," which requires that an entity recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with Accounting Standards Codification Topic 606, Revenue from Contracts with Customers, as if it had originated the contracts, rather than at fair value. The standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2022. Adoption of this standard is not expected to have a material impact on the Company's Unaudited Condensed Consolidated Financial Statements. |
Revenue
Revenue | 3 Months Ended |
Mar. 31, 2022 | |
Revenue Recognition [Abstract] | |
Revenue | Note 2. Revenue Revenue Recognition The Company manages highly-customized data and materials to enable filings with the SEC on behalf of its customers as well as performs eXtensible Business Reporting Language (“XBRL”) and other services. Clients are provided with EDGAR filing services, XBRL compliance services and translation, editing, interpreting, proof-reading and multilingual typesetting services, among other services. The Company provides software solutions to public and private companies, mutual funds and other regulated investment firms to serve their regulatory and compliance needs, including Venue, Arc Suite, ActiveDisclosure and data and analytics, among others, and provides digital document creation, online content management and print and distribution solutions. Revenue is recognized upon transfer of control of promised services or products to customers in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those services or products. The Company’s services include software solutions and tech-enabled services whereas the Company’s products are comprised of print and distribution offerings. The Company’s arrangements with customers often include promises to transfer multiple services or products to a customer. Determining whether services and products are considered distinct performance obligations that should be accounted for separately requires significant judgment. Certain customer arrangements have multiple performance obligations as certain promises are both capable of being distinct and are distinct within the context of the contract. Other customer arrangements have a single performance obligation as the promise to transfer the individual goods or services is not separately identifiable from other promises in the contracts, and therefore is not distinct. Revenue for the Company’s tech-enabled services, software solutions and print and distribution offerings is recognized either over time or at a point in time, as further disclosed in the Annual Report. Disaggregation of Revenue The following table disaggregates revenue between tech-enabled services, software solutions and print and distribution by reportable segment: Three Months Ended March 31, 2022 2021 Tech-enabled Services Software Solutions Print and Distribution Total Tech-enabled Services Software Solutions Print and Distribution Total Capital Markets - Software Solutions $ — $ 44.7 $ — $ 44.7 $ — $ 38.5 $ — $ 38.5 Capital Markets - Compliance and Communications Management 71.1 — 32.5 103.6 96.0 — 42.5 138.5 Investment Companies - Software Solutions — 25.1 — 25.1 — 21.8 — 21.8 Investment Companies - Compliance and Communications Management 20.6 — 17.0 37.6 22.5 — 24.0 46.5 Total net sales $ 91.7 $ 69.8 $ 49.5 $ 211.0 $ 118.5 $ 60.3 $ 66.5 $ 245.3 Unbilled Receivables and Contract Balances The timing of revenue recognition may differ from the timing of invoicing to customers and these timing differences result in unbilled receivables, contract assets or contract liabilities. Contract assets represent revenue recognized for performance obligations completed before an unconditional right to payment exists and therefore invoicing has not yet occurred. The Company generally estimates contract assets based on the historical selling price adjusted for its current experience and expected resolution of the variable consideration of the completed performance obligation. When the Company’s contracts contain variable consideration, the variable consideration is recognized only to the extent that it is probable that a significant revenue reversal will not occur in a future period. As a result, the estimated revenue and contract assets may be constrained until the uncertainty associated with the variable consideration is resolved, which generally occurs in less than one year. Contract assets were $ 30.8 million and $ 24.9 million at March 31, 2022 and December 31, 2021, respectively. Generally, the contract assets balance is impacted by the recognition of additional revenue, amounts invoiced to customers and changes in the level of constraint applied to variable consideration. Unbilled receivables are recorded when there is an unconditional right to payment and invoicing has not yet occurred. The Company estimates the value of unbilled receivables based on a combination of historical customer selling price and management’s assessment of realizable selling price. Unbilled receivables were $ 71.7 million and $ 46.7 million at March 31, 2022 and December 31, 2021, respectively. Unbilled receivables and contract assets are included in accounts receivable on the Unaudited Condensed Consolidated Balance Sheets. For the three months ended March 31, 2022 and 2021, amounts recognized as revenue exceeded the estimates for performance obligations satisfied as of December 31, 2021 and December 31, 2020 by approximately $ 3.2 million and $ 16.0 million, respectively, primarily due to changes in the Company’s estimate of variable consideration and the application of the constraint. Substantially all of the Company’s contracts with significant remaining performance obligations have an initial expected duration of one year or less. As of March 31, 2022 , the future estimated revenue related to unsatisfied or partially satisfied performance obligations under contracts with an original contractual term in excess of one year was approximately $ 100 million, of which approximately 44 % is expected to be recognized as revenue over the succeeding twelve months , and the remainder recognized thereafter. Contract liabilities consist of deferred revenue and progress billings which are included in accrued liabilities on the Unaudited Condensed Consolidated Balance Sheets. During the three months ended March 31, 2022 and March 31, 2021, the Company recognized $ 16.1 million and $ 10.4 million of revenue that was included in the deferred revenue balance as of January 1, 2022 and January 1, 2021, respectively. Changes in contract liabilities were as follows: Balance at January 1, 2022 $ 36.0 Deferral of revenue 34.2 Revenue recognized ( 27.9 ) Balance at March 31, 2022 $ 42.3 Balance at January 1, 2021 $ 21.7 Deferral of revenue 25.7 Revenue recognized ( 17.5 ) Balance at March 31, 2021 $ 29.9 |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 3 Months Ended |
Mar. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Note 3. Goodwill and Other Intangible Assets Goodwill — The goodwill balances by reportable segment were as follows: Gross book Accumulated Net book Foreign Net book value at March 31, 2022 Capital Markets - Software Solutions $ 103.7 $ — $ 103.7 $ — $ 103.7 Capital Markets - Compliance and Communications Management 253.1 — 253.1 ( 0.1 ) 253.0 Investment Companies - Software Solutions 53.2 — 53.2 — 53.2 Investment Companies - Compliance and Communications Management 40.6 ( 40.6 ) — — — Total $ 450.6 $ ( 40.6 ) $ 410.0 $ ( 0.1 ) $ 409.9 Other Intangible Assets — The components of other intangible assets at March 31, 2022 and December 31, 2021 were as follows: March 31, 2022 December 31, 2021 Gross Accumulated Net Book Gross Accumulated Net Book Customer relationships (useful life of 15 years ) $ 10.4 $ ( 2.3 ) $ 8.1 $ 10.4 $ ( 2.1 ) $ 8.3 Trade names (useful life of 5 years ) 1.0 ( 0.6 ) 0.4 1.0 ( 0.6 ) 0.4 Total other intangible assets (a) $ 11.4 $ ( 2.9 ) $ 8.5 $ 11.4 $ ( 2.7 ) $ 8.7 __________ (a) The weighted-average remaining useful life of the unamortized intangible assets as of March 31, 2022 is approximately eleven years . The following table outlines the estimated annual amortization expense related to other intangible assets: For the year ending December 31, Amount 2022 (excluding the three months ended March 31, 2022) $ 0.6 2023 0.9 2024 0.7 2025 0.7 2026 0.7 2027 and thereafter 4.9 Total $ 8.5 |
Leases
Leases | 3 Months Ended |
Mar. 31, 2022 | |
Leases [Abstract] | |
Leases | Note 4. Leases The Company has operating leases for certain service centers, office space, warehouses and equipment. The Company made payments of $ 5.5 million and $ 6.3 million for the three months ended March 31, 2022 and 2021, respectively, related to its operating lease liabilities. The Company has finance leases, primarily related to certain IT equipment. During the three months ended March 31, 2022, the Company made payments of $ 0.4 million related to its finance lease liabilities. The components of lease expense were as follows: Three Months Ended March 31, 2022 2021 Operating lease expense: Operating lease expense $ 4.5 $ 4.9 Sublease income ( 1.1 ) ( 1.1 ) Net operating lease expense $ 3.4 $ 3.8 Finance lease expense: Amortization of ROU assets $ 0.4 $ — Interest on lease liabilities 0.1 — Total finance lease expense $ 0.5 $ — The Company’s finance leases are presented within the Company’s Unaudited Condensed Consolidated Balance Sheets as follows: March 31, 2022 December 31, 2021 Property, plant and equipment, net $ 7.9 $ 7.5 Accrued liabilities $ 1.8 $ 1.6 Other noncurrent liabilities 6.2 5.9 Total $ 8.0 $ 7.5 |
Restructuring, Impairment and O
Restructuring, Impairment and Other Charges | 3 Months Ended |
Mar. 31, 2022 | |
Restructuring and Related Activities [Abstract] | |
Restructuring, Impairment and Other Charges | Note 5. Restructuring, Impairment and Other Charges, net Restructuring, Impairment and Other Charges, net recognized in Results of Operations The Company records restructuring charges associated with management-approved restructuring plans, which could include the elimination of job functions, closure or relocation of facilities, reorganization of operations, changes in management structure, workforce reductions or other actions. Restructuring charges may include ongoing and enhanced termination benefits related to employee separations, contract termination costs and other related costs associated with exit or disposal activities. For the three months ended March 31, 2022 and 2021, the Company recorded the following restructuring, impairment and other charges, net by reportable segment: Employee Terminations Other Charges Total Three Months Ended March 31, 2022 Capital Markets - Software Solutions $ 0.8 $ — $ 0.8 Capital Markets - Compliance and Communications Management 0.3 0.1 0.4 Investment Companies - Software Solutions 0.1 — 0.1 Investment Companies - Compliance and Communications Management 0.4 — 0.4 Corporate — 0.1 0.1 Total $ 1.6 $ 0.2 $ 1.8 Employee Terminations Other Restructuring Charges Total Three Months Ended March 31, 2021 Investment Companies - Compliance and Communications Management $ 0.1 $ 0.6 $ 0.7 Corporate 0.1 — 0.1 Total $ 0.2 $ 0.6 $ 0.8 For the three months ended March 31, 2022, the Company recorded net restructuring charges of $ 1.6 million related to employee termination costs for approximately 60 employees, the majority of whom will be terminated by December 31, 2022. The restructuring actions were related primarily to the reorganization of certain capital markets software operations and the relocation of a digital print facility. Restructuring Reserve – Employee Terminations The Company’s employee terminations liability is included in accrued liabilities in the Company’s Unaudited Condensed Consolidated Balance Sheets. Changes in the accrual for employee terminations during the three months ended March 31, 2022, were as follows: December 31, 2021 Restructuring Charges Cash Paid March 31, 2022 Employee terminations $ 2.4 $ 1.6 $ ( 0.4 ) $ 3.6 |
Retirement Plans
Retirement Plans | 3 Months Ended |
Mar. 31, 2022 | |
Retirement Benefits [Abstract] | |
Retirement Plans | Note 6. Retirement Plans The components of estimated net pension plan income for the three months ended March 31, 2022 and 2021 were as follows: Three Months Ended March 31, 2022 2021 Interest cost $ 1.8 $ 1.6 Expected return on assets ( 2.8 ) ( 3.5 ) Amortization, net 0.8 0.9 Net pension plan income $ ( 0.2 ) $ ( 1.0 ) |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 7. Commitments and Contingencies Litigation From time to time, the Company’s customers and others file voluntary petitions for reorganization under United States bankruptcy laws. In such cases, certain pre-petition payments received by the Company from these parties could be considered preference items and subject to return. In addition, the Company may be party to certain litigation arising in the ordinary course of business. Management believes that the final resolution of these preference items and litigation will not have a material effect on the Company’s consolidated results of operations, financial position or cash flows. |
Debt
Debt | 3 Months Ended |
Mar. 31, 2022 | |
Debt Disclosure [Abstract] | |
Debt | Note 8. Debt The Company’s debt as of March 31, 2022 and December 31, 2021 consisted of the following: March 31, 2022 December 31, 2021 Term Loan A Facility $ 125.0 $ 125.0 Borrowings under the Revolving Facility 70.0 — Unamortized debt issuance costs ( 0.9 ) ( 1.0 ) Total long-term debt $ 194.1 $ 124.0 Credit Agreement —On May 27, 2021 (the "Restatement Effective Date"), the Company amended and restated its credit agreement dated as of September 30, 2016 (as in effect prior to such amendment and restatement, the “Credit Agreement,” and the Credit Agreement, as so amended and restated, the “Amended and Restated Credit Agreement”), by and among the Company, the lenders party thereto from time to time and JPMorgan Chase Bank, N.A., as administrative agent and collateral agent, to, among other things, provide for a $ 200.0 million delayed-draw term loan A facility (the "Term Loan A Facility") (bearing interest at a rate equal to the sum of the London Interbank Offered Rate ("LIBOR") plus a margin ranging from 2.00 % to 2.50 % based upon the Company's Consolidated Net Leverage Ratio), extend the maturity of the $ 300.0 million revolving credit facility (the "Revolving Facility") to May 27, 2026 and modify the financial maintenance and negative covenants in the Credit Agreement. The Amended and Restated Credit Agreement contains a number of covenants, including a minimum Interest Coverage Ratio and the Consolidated Net Leverage Ratio, as defined in and calculated pursuant to the Credit Agreement, that, in part, restrict the Company’s ability to incur additional indebtedness, create liens, engage in mergers and consolidations, make restricted payments and dispose of certain assets. The Credit Agreement generally allows annual dividend payments of up to $ 20.0 million in the aggregate. Term Loan A Facility —The unpaid principal amount of the Term Loan A Facility is due and payable in full on May 27, 2026. Voluntary prepayments of the Term Loan A Facility are permitted at any time without premium or penalty. The weighted-average interest rate on borrowings under the Term Loan A Facility was 2.3 % for the three months ended March 31, 2022. The fair value of the Term Loan A Facility was $ 123.5 million and $ 124.2 million as of March 31, 2022 and December 31, 2021, respectively, and was determined to be Level 2 under the fair value hierarchy. Revolving Facility —As of March 31, 2022 , there were $ 70.0 million borrowings outstanding under the Revolving Facility. The weighted average interest rate on borrowings under the Revolving Facility was 3.7 % and 3.3 % for the three months ended March 31, 2022 and 2021, respectively. The fair value of the Company's borrowings under the Revolving Facility is classified as Level 2 under the fair value hierarchy and approximated its carrying value as of March 31, 2022, as the Revolving Facility carries a variable rate of interest reflecting current market rates. The following table summarizes interest expense, net included in the Unaudited Condensed Consolidated Statements of Operations: Three Months Ended March 31, 2022 2021 Interest incurred $ 1.6 $ 5.4 Less: Other interest income ( 0.1 ) ( 0.1 ) Interest expense, net (a) $ 1.5 $ 5.3 __________ (a) Interest expense, net for the three months ended March 31, 2021 included interest expense related to the Company's 8.25 % Senior Notes Due 2024, which were repaid in full in the fourth quarter of 2021. |
Earnings per Share
Earnings per Share | 3 Months Ended |
Mar. 31, 2022 | |
Earnings Per Share [Abstract] | |
Earnings per Share | Note 9. Earnings per Share Basic earnings per share is calculated by dividing net earnings by the weighted average number of common shares outstanding for the period. In computing diluted earnings per share, basic earnings per share is adjusted for the assumed issuance of all potentially dilutive share-based awards, including stock options, restricted stock units ("RSUs"), performance share units ("PSUs") and restricted stock. The reconciliation of the numerator and denominator of the basic and diluted earnings per share calculation and the anti-dilutive share-based awards for the three months ended March 31, 2022 and 2021 were as follows: Three Months Ended March 31, 2022 2021 Net earnings per share: Basic $ 0.80 $ 1.05 Diluted $ 0.77 $ 1.02 Numerator: Net earnings $ 26.4 $ 35.2 Denominator: Basic weighted average number of common shares outstanding 32.9 33.6 Dilutive awards 1.5 0.9 Diluted weighted average number of common shares outstanding 34.4 34.5 Weighted average number of anti-dilutive share-based awards: Restricted stock units — 0.2 |
Share-based Compensation
Share-based Compensation | 3 Months Ended |
Mar. 31, 2022 | |
Share-based Payment Arrangement, Noncash Expense [Abstract] | |
Share-based Compensation | Note 10. Share-based Compensation The Company’s share-based compensation plan under which it may grant future awards, the Donnelley Financial Solutions, Inc. Amended and Restated 2016 Performance Incentive Plan (as amended, the “2016 PIP”), was approved by the Board of Directors (the “Board”) and the Company’s stockholders and provides incentives to key employees of the Company. Awards under the 2016 PIP may include cash or stock bonuses, stock options, stock appreciation rights, restricted stock, PSUs, performance cash awards or RSUs. In addition, non-employee members of the Board may receive awards under the 2016 PIP. At March 31, 2022, there were 3.6 million remaining shares of common stock authorized and available for grant under the 2016 PIP. Increases to the shares of common stock available for issuance under the 2016 PIP requires stockholder approval. The Company recognizes compensation expense for share-based awards based on estimated grant date fair values as well as certain assumptions, as further disclosed in Note 12, Share-based Compensation , of the Annual Report. Total compensation expense related to all share-based compensation awards was $ 3.6 million and $ 3.1 million for the three months ended March 31, 2022 and 2021, respectively. The income tax benefit related to share-based compensation expense was $ 2.8 million and $ 3.8 million for the three months ended March 31, 2022 and 2021, respectively. As of March 31, 2022, $ 33.6 million of total unrecognized expense related to share-based compensation awards is expected to be recognized over a weighted-average period of 2.1 years. Stock Options There were no stock options granted during the three months ended March 31, 2022 . A summary of activity and weighted-average exercise prices related to the stock options were as follows: Shares Under Option (thousands) Weighted-Average Exercise Price Outstanding at December 31, 2021 562 $ 18.30 Exercised ( 13 ) 20.92 Cancelled/forfeited/expired ( 15 ) 22.27 Outstanding at March 31, 2022 534 $ 18.12 Vested and expected to vest at March 31, 2022 533 $ 18.13 Vested and exercisable at March 31, 2022 490 $ 18.48 As of March 31, 2022, $ 0.2 million of unrecognized compensation expense related to stock options is expected to be recognized over a weighted-average period of 0.9 years. Restricted Stock Units RSU awards as of March 31, 2022 and December 31, 2021, and changes during the three months ended March 31, 2022, were follows: Shares (thousands) Weighted-Average Grant Date Fair Value Nonvested at December 31, 2021 1,159 $ 17.71 Granted 314 31.04 Vested ( 488 ) 14.71 Nonvested at March 31, 2022 985 $ 23.45 As of March 31, 2022, $ 19.6 million of unrecognized compensation expense related to RSUs is expected to be recognized over a weighted-average period of 2.3 years. Performance Share Units PSU awards as of March 31, 2022 and December 31, 2021, and changes during the three months ended March 31, 2022, were as follows: Shares (thousands) Weighted-Average Grant Date Fair Value Nonvested at December 31, 2021 953 $ 16.77 Granted 340 26.89 Vested ( 409 ) 13.49 Nonvested at March 31, 2022 884 $ 21.19 During the three months ended March 31, 2022, 340 thousand PSUs were granted to certain executive officers and senior management, 256 thousand of which related to the 2022 performance grant and 84 thousand of which related to additional shares issued during the three months ended March 31, 2022 due to the achievement of certain targets for the year ended December 31, 2021. The total potential payout for 2022 awards granted during the three months ended March 31, 2022 is payable upon the achievement of certain established performance targets and ranges from zero to 510 thousand shares. PSU awards consist of four performance periods, including three annual performance periods and one three-year cumulative performance period. Year Granted Performance / Service Period Estimated or Actual Attainment PSUs Outstanding as of March 31, 2022 Estimated PSU Attainment or Actual PSUs Earned 2022 2022 100 % (a) 64 64 2022 2023 (b) 64 — 2022 2024 (b) 64 — 2022 2022 - 2024 100 % (c) 64 64 256 128 2021 2021 200 % (d) 77 154 2021 2022 100 % (a) 77 77 2021 2023 (b) 77 — 2021 2021 - 2023 100 % (c) 77 77 308 308 2020 2020 138 % (d) 80 110 2020 2021 200 % (d) 80 160 2020 2022 100 % (a) 80 80 2020 2020 - 2022 163 % (a) 80 130 320 480 __________ (a) Amounts represent estimated attainment and estimated PSUs. (b) As the performance period has not yet commenced, expense is not being recognized. (c) Expense for the cumulative performance/service period is recognized at 100 % of the estimated attainment until the end of the second service year. (d) Amounts represent actual attainment and actual PSUs earned as the performance period is complete. As of March 31, 2022, $ 13.8 million of unrecognized compensation expense related to PSUs is expected to be recognized over a weighted average period of 1.7 years. |
Capital Stock
Capital Stock | 3 Months Ended |
Mar. 31, 2022 | |
Equity [Abstract] | |
Capital Stock | Note 11. Capital Stock The Company has authorized for issuance 65 million shares of $ 0.01 par value common stock and one million shares of $ 0.01 par value preferred stock. The Board may divide the preferred stock into one or more series and fix the redemption, dividend, voting, conversion, sinking fund, liquidation and other rights. The Company has no present plans to issue any preferred stock. Common Stock Repurchases —On February 17, 2022, the Board authorized an increase to its previously approved stock repurchase program to bring the total remaining available repurchase authorization for shares on or after February 17, 2022 to $ 150 million and extended the expiration date of the repurchase program through December 31, 2023 . The stock repurchase program may be suspended or discontinued at any time. The timing and amount of any shares repurchased are determined by the Company based on its evaluation of market conditions and other factors and may be completed from time to time in one or more transactions on the open market or in privately negotiated purchases in accordance with all applicable securities laws and regulations and all repurchases in the open market will be made in compliance with Rule 10b-18 under the Securities Exchange Act of 1934, as amended (the "Exchange Act"). Repurchases may also be made under a Rule 10b5-1 plan, which would permit shares to be repurchased when the Company might otherwise be precluded from doing so. For the three months ended March 31, 2022 and 2021, the Company repurchased 1,227,303 shares for $ 42.1 million at an average price of $ 34.26 per share and 126,682 shares for $ 3.4 million at an average price of $ 26.92 per share, respectively. As of March 31, 2022, the remaining authorized amount was $ 123.0 million. |
Comprehensive Income
Comprehensive Income | 3 Months Ended |
Mar. 31, 2022 | |
Equity [Abstract] | |
Comprehensive Income | Note 12. Comprehensive Income The components of other comprehensive income and income tax expense allocated to each component for the three months ended March 31, 2022 and 2021 were as follows: Three Months Ended March 31, 2022 Before Tax Income Tax Net of Tax Translation adjustments $ 0.1 $ — $ 0.1 Adjustment for net periodic pension and other postretirement benefits plans 0.8 0.2 0.6 Other comprehensive income $ 0.9 $ 0.2 $ 0.7 Three Months Ended March 31, 2021 Before Tax Income Tax Net of Tax Translation adjustments $ 1.0 $ 0.1 $ 0.9 Adjustment for net periodic pension and other postretirement benefits plans 0.9 0.3 0.6 Other comprehensive income $ 1.9 $ 0.4 $ 1.5 The following table summarizes changes in accumulated other comprehensive loss by component for the three months ended March 31, 2022: Pension and Other Postretirement Benefits Plans Cost Translation Adjustments Total Balance at December 31, 2021 $ ( 64.4 ) $ ( 13.9 ) $ ( 78.3 ) Other comprehensive income before reclassifications — 0.1 0.1 Amounts reclassified from accumulated other comprehensive loss 0.6 — 0.6 Net change in accumulated other comprehensive loss 0.6 0.1 0.7 Balance at March 31, 2022 $ ( 63.8 ) $ ( 13.8 ) $ ( 77.6 ) The following table summarizes changes in accumulated other comprehensive loss by component for the three months ended March 31, 2021: Pension and Other Postretirement Benefits Plans Cost Translation Adjustments Total Balance at December 31, 2020 $ ( 67.6 ) $ ( 13.2 ) $ ( 80.8 ) Other comprehensive income before reclassifications — 0.9 0.9 Amounts reclassified from accumulated other comprehensive loss 0.6 — 0.6 Net change in accumulated other comprehensive loss 0.6 0.9 1.5 Balance at March 31, 2021 $ ( 67.0 ) $ ( 12.3 ) $ ( 79.3 ) Reclassifications from accumulated other comprehensive loss for the three months ended March 31, 2022 and 2021 were as follows: Three Months Ended March 31, 2022 2021 Amortization of pension and other postretirement benefits plans cost: Net actuarial loss (a) $ 0.8 $ 0.9 Reclassifications before tax 0.8 0.9 Income tax expense 0.2 0.3 Reclassifications, net of tax $ 0.6 $ 0.6 (a) These accumulated other comprehensive loss components are included in the calculation of net periodic pension and other postretirement benefits plans income recognized in investment and other income, net in the Unaudited Condensed Consolidated Statements of Operations (see Note 6, Retirement Plans ). |
Segment Information
Segment Information | 3 Months Ended |
Mar. 31, 2022 | |
Segment Reporting [Abstract] | |
Segment Information | Note 13. Segment Information The Company operates its business through four operating and reportable segments: Capital Markets – Software Solutions, Capital Markets – Compliance and Communications Management, Investment Companies – Software Solutions and Investment Companies – Compliance and Communications Management. Corporate is not an operating segment and consists primarily of unallocated SG&A activities and associated expenses including, in part, executive, legal, finance and certain facility costs. In addition, certain costs and earnings of employee benefit plans, such as pension and other postretirement benefit plan expense (income) as well as share-based compensation expense, are included in Corporate and not allocated to the operating segments. Capital Markets The Company provides software solutions, tech-enabled services and print and distribution solutions to public and private companies for deal solutions and compliance to companies that are, or are preparing to become, subject to the filing and reporting requirements of the Securities Act of 1933, as amended (the "Securities Act"), and the Exchange Act. Capital markets clients leverage the Company’s software offerings, proprietary technology, deep industry expertise and experience to successfully navigate the SEC’s specified file formats when submitting compliance documents through the EDGAR system for their transactional and ongoing compliance needs. The Company assists its capital markets clients throughout the course of initial public offerings, secondary offerings, mergers and acquisitions, public and private debt offerings, leveraged buyouts, spinouts, special purpose acquisition company ("SPAC") and de-SPAC transactions and other similar transactions. In addition, the Company provides clients with compliance solutions to prepare their ongoing required Exchange Act filings that are compatible with the SEC’s EDGAR system, most notably Form 10-K, Form 10-Q, Form 8-K and proxy filings. The Company’s operating segments associated with its capital markets services and product offerings are as follows: Capital Markets – Software Solutions— The Company provides software solutions to public and private companies to help manage public and private transaction processes; extract data and analyze contracts; collaborate; and tag, validate and file SEC documents. Capital Markets – Compliance & Communications Management— The Company provides tech-enabled services and print and distribution solutions to public and private companies for deal solutions and SEC compliance requirements. Investment Companies The Company provides software solutions, tech-enabled services and print, distribution and fulfillment solutions to its investment companies clients that are subject to the filing and reporting requirements of the Investment Company Act of 1940, as amended (the “Investment Company Act”), primarily mutual fund companies, alternative investment companies, insurance companies and third-party fund administrators. The Company’s suite of solutions enables its investment companies clients to comply with applicable ongoing SEC regulations, as well as to create, manage and deliver accurate and timely financial communications to investors and regulators. Investment companies clients leverage the Company’s proprietary technology, deep industry expertise and experience to successfully navigate the SEC’s specified file formats when submitting compliance documents through the EDGAR system. The Company’s operating segments associated with its investment companies services and products offerings are as follows: Investment Companies – Software Solutions— The Company provides software solutions that enable clients to store and manage compliance and regulatory information in a self-service, central repository for documents to be easily accessed, assembled, edited, translated, rendered and submitted to regulators. Investment Companies – Compliance & Communications Management— The Company provides its investment companies clients tech-enabled services to prepare and file registration forms, as well as XBRL-formatted filings pursuant to the Investment Company Act, through the SEC’s EDGAR system. In addition, the Company provides print and distribution solutions for its clients to communicate with their investors. Information by Segment The Company has disclosed income (loss) from operations as the primary measure of segment earnings (loss). This is the measure of profitability used by the Company’s chief operating decision maker and is most consistent with the presentation of profitability reported within the Unaudited Condensed Consolidated Financial Statements. Net Sales Income (Loss) from Operations Assets (a) Depreciation and Amortization Capital Expenditures Three Months Ended March 31, 2022 Capital Markets - Software Solutions $ 44.7 $ 4.3 $ 189.9 $ 5.1 $ 5.3 Capital Markets - Compliance and Communications Management 103.6 28.9 437.2 1.5 0.7 Investment Companies - Software Solutions 25.1 6.2 99.4 2.9 3.0 Investment Companies - Compliance and Communications Management 37.6 8.1 53.1 1.1 0.6 Total operating segments 211.0 47.5 779.6 10.6 9.6 Corporate — ( 12.2 ) 92.0 0.1 0.3 Total $ 211.0 $ 35.3 $ 871.6 $ 10.7 $ 9.9 Net Sales Income (Loss) from Operations Assets (a) Depreciation and Amortization Capital Expenditures Three Months Ended March 31, 2021 Capital Markets - Software Solutions $ 38.5 $ 6.5 $ 171.6 $ 3.7 $ 3.7 Capital Markets - Compliance and Communications Management 138.5 59.1 448.7 1.5 0.6 Investment Companies - Software Solutions 21.8 2.0 97.6 3.6 1.8 Investment Companies - Compliance and Communications Management 46.5 6.3 65.2 1.0 0.5 Total operating segments 245.3 73.9 783.1 9.8 6.6 Corporate — ( 23.0 ) 117.0 — 1.4 Total $ 245.3 $ 50.9 $ 900.1 $ 9.8 $ 8.0 __________ (a) Certain assets are recorded within a segment based on predominant usage, however, as they benefit more than one segment, the related operating expenses are allocated between segments. |
Overview, Basis of Presentati_2
Overview, Basis of Presentation and Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying Unaudited Condensed Consolidated Financial Statements include the accounts of DFIN and all majority-owned subsidiaries and have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and in accordance with the rules and regulations of the SEC. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. The financial data presented herein should be read in conjunction with the audited Consolidated Financial Statements and accompanying notes included in the Company’s latest Annual Report. In the opinion of management, the financial data presented includes all adjustments necessary to present fairly the financial position, results of operations and cash flows for the interim periods presented. Results of interim periods should not be considered indicative of the results for the full year. |
Use of Estimates | Use of Estimates— The preparation of financial statements in conformity with GAAP requires the extensive use of management’s estimates and assumptions that affect the reported amounts of assets and liabilities as well as disclosures of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenue and expenses during the reporting periods. Actual results could differ from these estimates. The Company’s significant accounting policies and critical accounting estimates are disclosed in the Annual Report. |
Allowance for Expected Losses | Allowance for Expected Losses — Transactions affecting the current expected credit loss (“CECL”) reserve during the three months ended March 31, 2022 and 2021 were as follows: March 31, 2022 2021 Balance, beginning of year (a) $ 12.7 $ 10.5 Provisions charged to expense 2.3 1.1 Write-offs, reclassifications and other ( 0.5 ) 1.0 Balance, end of period (a) $ 14.5 $ 12.6 __________ (a) As of March 31, 2022, the CECL reserve balance was comprised of a $ 13.5 million provision for accounts receivable and a $ 1.0 million provision for unbilled receivables and contract assets. As of December 31, 2021, the CECL reserve balance was comprised of a $ 12.0 million provision for accounts receivable and a $ 0.7 million provision for unbilled receivables and contract assets. |
Property, Plant and Equipment, net | Property, Plant and Equipment, net— The components of the Company’s property, plant and equipment, net at March 31, 2022 and December 31, 2021 were as follows: March 31, 2022 December 31, 2021 Land $ 0.3 $ 0.3 Buildings 20.6 20.8 Machinery and equipment 69.4 68.5 90.3 89.6 Less: Accumulated depreciation ( 71.9 ) ( 70.9 ) Total $ 18.4 $ 18.7 Depreciation expense was $ 1.6 million and $ 1.4 million for the three months ended March 31, 2022 and 2021 , respectively. |
Assets Held for Sale | Assets Held for Sale —As of March 31, 2022 and December 31, 2021, the Company had land held for sale with a carrying value of $ 2.6 million. On August 20, 2021, the Company entered into an agreement to sell the land for $ 12.9 million. The closing of this transaction is subject to a due diligence period, a period to obtain needed entitlements and customary closing conditions. There is no assurance that this sale will be completed. |
Software | Software —Capitalized software development costs are amortized over their estimated useful life using the straight-line method, up to a maximum of three years . Amortization expense related to internally-developed software, excluding amortization expense related to other intangible assets, was $ 8.9 million and $ 8.2 million for the three months ended March 31, 2022 and 2021 , respectively. |
Investments | Investments — The carrying value of the Company’s investments in equity securities was $ 8.0 million at both March 31, 2022 and December 31, 2021 . The Company measures its equity securities that do not have a readily determinable fair value at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer. The Company performs an assessment on a quarterly basis to determine whether triggering events for impairment exist and to identify any observable price changes. During the three months ended March 31, 2021, the Company recorded an unrealized loss of $ 0.2 million resulting from an observable price change of an investment due to an orderly transaction for an identical or similar investment. |
Recently Issued Accounting Pronouncements | In October 2021, the Financial Accounting Standards Board issued Accounting Standards Update No. 2021-08, "Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers," which requires that an entity recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with Accounting Standards Codification Topic 606, Revenue from Contracts with Customers, as if it had originated the contracts, rather than at fair value. The standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2022. Adoption of this standard is not expected to have a material impact on the Company's Unaudited Condensed Consolidated Financial Statements. |
Revenue Recognition | Revenue is recognized upon transfer of control of promised services or products to customers in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those services or products. The Company’s services include software solutions and tech-enabled services whereas the Company’s products are comprised of print and distribution offerings. The Company’s arrangements with customers often include promises to transfer multiple services or products to a customer. Determining whether services and products are considered distinct performance obligations that should be accounted for separately requires significant judgment. Certain customer arrangements have multiple performance obligations as certain promises are both capable of being distinct and are distinct within the context of the contract. Other customer arrangements have a single performance obligation as the promise to transfer the individual goods or services is not separately identifiable from other promises in the contracts, and therefore is not distinct. Revenue for the Company’s tech-enabled services, software solutions and print and distribution offerings is recognized either over time or at a point in time, as further disclosed in the Annual Report. The timing of revenue recognition may differ from the timing of invoicing to customers and these timing differences result in unbilled receivables, contract assets or contract liabilities. Contract assets represent revenue recognized for performance obligations completed before an unconditional right to payment exists and therefore invoicing has not yet occurred. The Company generally estimates contract assets based on the historical selling price adjusted for its current experience and expected resolution of the variable consideration of the completed performance obligation. When the Company’s contracts contain variable consideration, the variable consideration is recognized only to the extent that it is probable that a significant revenue reversal will not occur in a future period. As a result, the estimated revenue and contract assets may be constrained until the uncertainty associated with the variable consideration is resolved, which generally occurs in less than one year. |
Lessee Leases Policy | The Company has operating leases for certain service centers, office space, warehouses and equipment. The Company made payments of $ 5.5 million and $ 6.3 million for the three months ended March 31, 2022 and 2021, respectively, related to its operating lease liabilities. The Company has finance leases, primarily related to certain IT equipment. During the three months ended March 31, 2022, the Company made payments of $ 0.4 million related to its finance lease liabilities. |
Restructuring | The Company records restructuring charges associated with management-approved restructuring plans, which could include the elimination of job functions, closure or relocation of facilities, reorganization of operations, changes in management structure, workforce reductions or other actions. Restructuring charges may include ongoing and enhanced termination benefits related to employee separations, contract termination costs and other related costs associated with exit or disposal activities. |
Earnings per Share | Basic earnings per share is calculated by dividing net earnings by the weighted average number of common shares outstanding for the period. In computing diluted earnings per share, basic earnings per share is adjusted for the assumed issuance of all potentially dilutive share-based awards, including stock options, restricted stock units ("RSUs"), performance share units ("PSUs") and restricted stock. |
Overview, Basis of Presentati_3
Overview, Basis of Presentation and Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Summary of Allowance for Expected Loss | Transactions affecting the current expected credit loss (“CECL”) reserve during the three months ended March 31, 2022 and 2021 were as follows: March 31, 2022 2021 Balance, beginning of year (a) $ 12.7 $ 10.5 Provisions charged to expense 2.3 1.1 Write-offs, reclassifications and other ( 0.5 ) 1.0 Balance, end of period (a) $ 14.5 $ 12.6 __________ (a) As of March 31, 2022, the CECL reserve balance was comprised of a $ 13.5 million provision for accounts receivable and a $ 1.0 million provision for unbilled receivables and contract assets. As of December 31, 2021, the CECL reserve balance was comprised of a $ 12.0 million provision for accounts receivable and a $ 0.7 million provision for unbilled receivables and contract assets. |
Components of Company's Property, Plant and Equipment | The components of the Company’s property, plant and equipment, net at March 31, 2022 and December 31, 2021 were as follows: March 31, 2022 December 31, 2021 Land $ 0.3 $ 0.3 Buildings 20.6 20.8 Machinery and equipment 69.4 68.5 90.3 89.6 Less: Accumulated depreciation ( 71.9 ) ( 70.9 ) Total $ 18.4 $ 18.7 |
Revenue (Tables)
Revenue (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Revenue Recognition [Abstract] | |
Schedule of Disaggregation of Revenue between Tech-Enabled Services, Software Solutions and Print and Distribution by Reportable Segment | The following table disaggregates revenue between tech-enabled services, software solutions and print and distribution by reportable segment: Three Months Ended March 31, 2022 2021 Tech-enabled Services Software Solutions Print and Distribution Total Tech-enabled Services Software Solutions Print and Distribution Total Capital Markets - Software Solutions $ — $ 44.7 $ — $ 44.7 $ — $ 38.5 $ — $ 38.5 Capital Markets - Compliance and Communications Management 71.1 — 32.5 103.6 96.0 — 42.5 138.5 Investment Companies - Software Solutions — 25.1 — 25.1 — 21.8 — 21.8 Investment Companies - Compliance and Communications Management 20.6 — 17.0 37.6 22.5 — 24.0 46.5 Total net sales $ 91.7 $ 69.8 $ 49.5 $ 211.0 $ 118.5 $ 60.3 $ 66.5 $ 245.3 |
Changes in Contract Liabilities | Contract liabilities consist of deferred revenue and progress billings which are included in accrued liabilities on the Unaudited Condensed Consolidated Balance Sheets. During the three months ended March 31, 2022 and March 31, 2021, the Company recognized $ 16.1 million and $ 10.4 million of revenue that was included in the deferred revenue balance as of January 1, 2022 and January 1, 2021, respectively. Changes in contract liabilities were as follows: Balance at January 1, 2022 $ 36.0 Deferral of revenue 34.2 Revenue recognized ( 27.9 ) Balance at March 31, 2022 $ 42.3 Balance at January 1, 2021 $ 21.7 Deferral of revenue 25.7 Revenue recognized ( 17.5 ) Balance at March 31, 2021 $ 29.9 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Balances of Goodwill by Reporting Unit | The goodwill balances by reportable segment were as follows: Gross book Accumulated Net book Foreign Net book value at March 31, 2022 Capital Markets - Software Solutions $ 103.7 $ — $ 103.7 $ — $ 103.7 Capital Markets - Compliance and Communications Management 253.1 — 253.1 ( 0.1 ) 253.0 Investment Companies - Software Solutions 53.2 — 53.2 — 53.2 Investment Companies - Compliance and Communications Management 40.6 ( 40.6 ) — — — Total $ 450.6 $ ( 40.6 ) $ 410.0 $ ( 0.1 ) $ 409.9 |
Components of Other Intangible Assets | The components of other intangible assets at March 31, 2022 and December 31, 2021 were as follows: March 31, 2022 December 31, 2021 Gross Accumulated Net Book Gross Accumulated Net Book Customer relationships (useful life of 15 years ) $ 10.4 $ ( 2.3 ) $ 8.1 $ 10.4 $ ( 2.1 ) $ 8.3 Trade names (useful life of 5 years ) 1.0 ( 0.6 ) 0.4 1.0 ( 0.6 ) 0.4 Total other intangible assets (a) $ 11.4 $ ( 2.9 ) $ 8.5 $ 11.4 $ ( 2.7 ) $ 8.7 __________ The weighted-average remaining useful life of the unamortized intangible assets as of March 31, 2022 is approximately eleven years . |
Schedule of Estimated Annual Amortization Expense Related to Other Intangible Assets | The following table outlines the estimated annual amortization expense related to other intangible assets: For the year ending December 31, Amount 2022 (excluding the three months ended March 31, 2022) $ 0.6 2023 0.9 2024 0.7 2025 0.7 2026 0.7 2027 and thereafter 4.9 Total $ 8.5 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Leases [Abstract] | |
Summary of Components of Lease Expense | The components of lease expense were as follows: Three Months Ended March 31, 2022 2021 Operating lease expense: Operating lease expense $ 4.5 $ 4.9 Sublease income ( 1.1 ) ( 1.1 ) Net operating lease expense $ 3.4 $ 3.8 Finance lease expense: Amortization of ROU assets $ 0.4 $ — Interest on lease liabilities 0.1 — Total finance lease expense $ 0.5 $ — |
Summary of Company's Finance Leases Presented within Unaudited Condensed Consolidated Balance Sheets | The Company’s finance leases are presented within the Company’s Unaudited Condensed Consolidated Balance Sheets as follows: March 31, 2022 December 31, 2021 Property, plant and equipment, net $ 7.9 $ 7.5 Accrued liabilities $ 1.8 $ 1.6 Other noncurrent liabilities 6.2 5.9 Total $ 8.0 $ 7.5 |
Restructuring, Impairment and_2
Restructuring, Impairment and Other Charges (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Schedule of Restructuring and Other Charges by Segment Recognized in Results of Operations | For the three months ended March 31, 2022 and 2021, the Company recorded the following restructuring, impairment and other charges, net by reportable segment: Employee Terminations Other Charges Total Three Months Ended March 31, 2022 Capital Markets - Software Solutions $ 0.8 $ — $ 0.8 Capital Markets - Compliance and Communications Management 0.3 0.1 0.4 Investment Companies - Software Solutions 0.1 — 0.1 Investment Companies - Compliance and Communications Management 0.4 — 0.4 Corporate — 0.1 0.1 Total $ 1.6 $ 0.2 $ 1.8 Employee Terminations Other Restructuring Charges Total Three Months Ended March 31, 2021 Investment Companies - Compliance and Communications Management $ 0.1 $ 0.6 $ 0.7 Corporate 0.1 — 0.1 Total $ 0.2 $ 0.6 $ 0.8 |
Employee Severance | |
Schedule of Changes in the Employee Terminations Liability | The Company’s employee terminations liability is included in accrued liabilities in the Company’s Unaudited Condensed Consolidated Balance Sheets. Changes in the accrual for employee terminations during the three months ended March 31, 2022, were as follows: December 31, 2021 Restructuring Charges Cash Paid March 31, 2022 Employee terminations $ 2.4 $ 1.6 $ ( 0.4 ) $ 3.6 |
Retirement Plans (Tables)
Retirement Plans (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Retirement Benefits [Abstract] | |
Components of Estimated Net Periodic Benefit (Income)/Cost | The components of estimated net pension plan income for the three months ended March 31, 2022 and 2021 were as follows: Three Months Ended March 31, 2022 2021 Interest cost $ 1.8 $ 1.6 Expected return on assets ( 2.8 ) ( 3.5 ) Amortization, net 0.8 0.9 Net pension plan income $ ( 0.2 ) $ ( 1.0 ) |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of the Company's Debt | The Company’s debt as of March 31, 2022 and December 31, 2021 consisted of the following: March 31, 2022 December 31, 2021 Term Loan A Facility $ 125.0 $ 125.0 Borrowings under the Revolving Facility 70.0 — Unamortized debt issuance costs ( 0.9 ) ( 1.0 ) Total long-term debt $ 194.1 $ 124.0 |
Summary of Interest Expense, Net | The following table summarizes interest expense, net included in the Unaudited Condensed Consolidated Statements of Operations: Three Months Ended March 31, 2022 2021 Interest incurred $ 1.6 $ 5.4 Less: Other interest income ( 0.1 ) ( 0.1 ) Interest expense, net (a) $ 1.5 $ 5.3 __________ (a) Interest expense, net for the three months ended March 31, 2021 included interest expense related to the Company's 8.25 % Senior Notes Due 2024, which were repaid in full in the fourth quarter of 2021. |
Earnings per Share (Tables)
Earnings per Share (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Earnings Per Share [Abstract] | |
Reconciliation of Numerator and Denominator of Basic and Diluted Earnings per Share Calculation and Anti-dilutive Share-based Awards | The reconciliation of the numerator and denominator of the basic and diluted earnings per share calculation and the anti-dilutive share-based awards for the three months ended March 31, 2022 and 2021 were as follows: Three Months Ended March 31, 2022 2021 Net earnings per share: Basic $ 0.80 $ 1.05 Diluted $ 0.77 $ 1.02 Numerator: Net earnings $ 26.4 $ 35.2 Denominator: Basic weighted average number of common shares outstanding 32.9 33.6 Dilutive awards 1.5 0.9 Diluted weighted average number of common shares outstanding 34.4 34.5 Weighted average number of anti-dilutive share-based awards: Restricted stock units — 0.2 |
Share-based Compensation (Table
Share-based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Share-based Payment Arrangement, Noncash Expense [Abstract] | |
Summary of Stock Option Awards Outstanding | A summary of activity and weighted-average exercise prices related to the stock options were as follows: Shares Under Option (thousands) Weighted-Average Exercise Price Outstanding at December 31, 2021 562 $ 18.30 Exercised ( 13 ) 20.92 Cancelled/forfeited/expired ( 15 ) 22.27 Outstanding at March 31, 2022 534 $ 18.12 Vested and expected to vest at March 31, 2022 533 $ 18.13 Vested and exercisable at March 31, 2022 490 $ 18.48 |
Summary of Nonvested Restricted Stock Unit Awards | RSU awards as of March 31, 2022 and December 31, 2021, and changes during the three months ended March 31, 2022, were follows: Shares (thousands) Weighted-Average Grant Date Fair Value Nonvested at December 31, 2021 1,159 $ 17.71 Granted 314 31.04 Vested ( 488 ) 14.71 Nonvested at March 31, 2022 985 $ 23.45 |
Summary of Nonvested Performance Share Units | PSU awards as of March 31, 2022 and December 31, 2021, and changes during the three months ended March 31, 2022, were as follows: Shares (thousands) Weighted-Average Grant Date Fair Value Nonvested at December 31, 2021 953 $ 16.77 Granted 340 26.89 Vested ( 409 ) 13.49 Nonvested at March 31, 2022 884 $ 21.19 |
Schedule of Performance Period of Shares Award | PSU awards consist of four performance periods, including three annual performance periods and one three-year cumulative performance period. Year Granted Performance / Service Period Estimated or Actual Attainment PSUs Outstanding as of March 31, 2022 Estimated PSU Attainment or Actual PSUs Earned 2022 2022 100 % (a) 64 64 2022 2023 (b) 64 — 2022 2024 (b) 64 — 2022 2022 - 2024 100 % (c) 64 64 256 128 2021 2021 200 % (d) 77 154 2021 2022 100 % (a) 77 77 2021 2023 (b) 77 — 2021 2021 - 2023 100 % (c) 77 77 308 308 2020 2020 138 % (d) 80 110 2020 2021 200 % (d) 80 160 2020 2022 100 % (a) 80 80 2020 2020 - 2022 163 % (a) 80 130 320 480 __________ (a) Amounts represent estimated attainment and estimated PSUs. (b) As the performance period has not yet commenced, expense is not being recognized. (c) Expense for the cumulative performance/service period is recognized at 100 % of the estimated attainment until the end of the second service year. (d) Amounts represent actual attainment and actual PSUs earned as the performance period is complete. |
Comprehensive Income (Tables)
Comprehensive Income (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Equity [Abstract] | |
Schedule of Components of Other Comprehensive Income (Loss) and Income Tax Expense Allocated to Each Component | The components of other comprehensive income and income tax expense allocated to each component for the three months ended March 31, 2022 and 2021 were as follows: Three Months Ended March 31, 2022 Before Tax Income Tax Net of Tax Translation adjustments $ 0.1 $ — $ 0.1 Adjustment for net periodic pension and other postretirement benefits plans 0.8 0.2 0.6 Other comprehensive income $ 0.9 $ 0.2 $ 0.7 Three Months Ended March 31, 2021 Before Tax Income Tax Net of Tax Translation adjustments $ 1.0 $ 0.1 $ 0.9 Adjustment for net periodic pension and other postretirement benefits plans 0.9 0.3 0.6 Other comprehensive income $ 1.9 $ 0.4 $ 1.5 |
Schedule of Changes in Accumulated Other Comprehensive Loss | The following table summarizes changes in accumulated other comprehensive loss by component for the three months ended March 31, 2022: Pension and Other Postretirement Benefits Plans Cost Translation Adjustments Total Balance at December 31, 2021 $ ( 64.4 ) $ ( 13.9 ) $ ( 78.3 ) Other comprehensive income before reclassifications — 0.1 0.1 Amounts reclassified from accumulated other comprehensive loss 0.6 — 0.6 Net change in accumulated other comprehensive loss 0.6 0.1 0.7 Balance at March 31, 2022 $ ( 63.8 ) $ ( 13.8 ) $ ( 77.6 ) The following table summarizes changes in accumulated other comprehensive loss by component for the three months ended March 31, 2021: Pension and Other Postretirement Benefits Plans Cost Translation Adjustments Total Balance at December 31, 2020 $ ( 67.6 ) $ ( 13.2 ) $ ( 80.8 ) Other comprehensive income before reclassifications — 0.9 0.9 Amounts reclassified from accumulated other comprehensive loss 0.6 — 0.6 Net change in accumulated other comprehensive loss 0.6 0.9 1.5 Balance at March 31, 2021 $ ( 67.0 ) $ ( 12.3 ) $ ( 79.3 ) |
Reclassifications from Accumulated Other Comprehensive Loss, Amortization of Pension Plan Cost | Reclassifications from accumulated other comprehensive loss for the three months ended March 31, 2022 and 2021 were as follows: Three Months Ended March 31, 2022 2021 Amortization of pension and other postretirement benefits plans cost: Net actuarial loss (a) $ 0.8 $ 0.9 Reclassifications before tax 0.8 0.9 Income tax expense 0.2 0.3 Reclassifications, net of tax $ 0.6 $ 0.6 (a) These accumulated other comprehensive loss components are included in the calculation of net periodic pension and other postretirement benefits plans income recognized in investment and other income, net in the Unaudited Condensed Consolidated Statements of Operations (see Note 6, Retirement Plans ). |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information | The Company has disclosed income (loss) from operations as the primary measure of segment earnings (loss). This is the measure of profitability used by the Company’s chief operating decision maker and is most consistent with the presentation of profitability reported within the Unaudited Condensed Consolidated Financial Statements. Net Sales Income (Loss) from Operations Assets (a) Depreciation and Amortization Capital Expenditures Three Months Ended March 31, 2022 Capital Markets - Software Solutions $ 44.7 $ 4.3 $ 189.9 $ 5.1 $ 5.3 Capital Markets - Compliance and Communications Management 103.6 28.9 437.2 1.5 0.7 Investment Companies - Software Solutions 25.1 6.2 99.4 2.9 3.0 Investment Companies - Compliance and Communications Management 37.6 8.1 53.1 1.1 0.6 Total operating segments 211.0 47.5 779.6 10.6 9.6 Corporate — ( 12.2 ) 92.0 0.1 0.3 Total $ 211.0 $ 35.3 $ 871.6 $ 10.7 $ 9.9 Net Sales Income (Loss) from Operations Assets (a) Depreciation and Amortization Capital Expenditures Three Months Ended March 31, 2021 Capital Markets - Software Solutions $ 38.5 $ 6.5 $ 171.6 $ 3.7 $ 3.7 Capital Markets - Compliance and Communications Management 138.5 59.1 448.7 1.5 0.6 Investment Companies - Software Solutions 21.8 2.0 97.6 3.6 1.8 Investment Companies - Compliance and Communications Management 46.5 6.3 65.2 1.0 0.5 Total operating segments 245.3 73.9 783.1 9.8 6.6 Corporate — ( 23.0 ) 117.0 — 1.4 Total $ 245.3 $ 50.9 $ 900.1 $ 9.8 $ 8.0 __________ (a) Certain assets are recorded within a segment based on predominant usage, however, as they benefit more than one segment, the related operating expenses are allocated between segments. |
Overview, Basis of Presentati_4
Overview, Basis of Presentation and Significant Accounting Policies - Summary of Current Expected Credit Loss Reserve (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | ||
Financing Receivable Allowance For Credit Losses [Line Items] | |||
Balance, beginning of year | [1] | $ 12.7 | $ 10.5 |
Provisions charged to expense | 2.3 | 1.1 | |
Write-offs, reclassifications and other | (0.5) | 1 | |
Balance, end of period | [1] | $ 14.5 | $ 12.6 |
[1] | As of March 31, 2022, the CECL reserve balance was comprised of a $ 13.5 million provision for accounts receivable and a $ 1.0 million provision for unbilled receivables and contract assets. As of December 31, 2021, the CECL reserve balance was comprised of a $ 12.0 million provision for accounts receivable and a $ 0.7 million provision for unbilled receivables and contract assets. |
Overview, Basis of Presentati_5
Overview, Basis of Presentation and Significant Accounting Policies - Summary of Current Expected Credit Loss Reserve (Parenthetical) (Details) - USD ($) $ in Millions | Mar. 31, 2022 | Dec. 31, 2021 |
Financing Receivable Allowance For Credit Losses [Line Items] | ||
Accounts and Financing Receivable, Allowance for Credit Loss | $ 13.5 | $ 12 |
Provision of unbilled receivables and contract assets | $ 1 | $ 0.7 |
Overview, Basis of Presentati_6
Overview, Basis of Presentation and Significant Accounting Policies - Components of Company's Property, Plant and Equipment (Details) - USD ($) $ in Millions | Mar. 31, 2022 | Dec. 31, 2021 |
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 90.3 | $ 89.6 |
Less: Accumulated depreciation | (71.9) | (70.9) |
Total | 18.4 | 18.7 |
Land | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | 0.3 | 0.3 |
Buildings | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | 20.6 | 20.8 |
Machinery and Equipment | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 69.4 | $ 68.5 |
Overview, Basis of Presentati_7
Overview, Basis of Presentation and Significant Accounting Policies - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||
Depreciation expense | $ 1.6 | $ 1.4 | |
Real Estate Held for sale | 2.6 | $ 2.6 | |
Unrealized loss on investment | (0.2) | ||
Land sales price including demo reimbursement | 12.9 | ||
Equity Securities | |||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||
Equity investments carrying value | $ 8 | $ 8 | |
Computer Software, Intangible Asset | |||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||
Estimated useful life of computer software | 3 years | ||
Amortization expense related to internally-developed software | $ 8.9 | $ 8.2 |
Revenue - Additional Informatio
Revenue - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Revenue Recognition [Abstract] | |||
Contract assets | $ 30.8 | $ 24.9 | |
Unbilled receivables | 71.7 | $ 46.7 | |
Revenue recognized included in deferred revenue | 16.1 | $ 10.4 | |
Invoiced to customers amount that exceeded estimates of standalone selling price | $ 3.2 | $ 16 |
Revenue (Additional Information
Revenue (Additional Information 1) (Details) - Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-03-31 $ in Millions | Mar. 31, 2022USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Amount | $ 100 |
Revenue, Remaining Performance Obligation, Percentage | 44.00% |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 12 months |
Revenue - Schedule of Disaggreg
Revenue - Schedule of Disaggregation of Revenue between Tech-Enabled Services, Software Solutions and Print and Distribution by Reportable Segment (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Total net sales | $ 211 | $ 245.3 |
Tech-enabled Services | ||
Total net sales | 91.7 | 118.5 |
Software Solutions | ||
Total net sales | 69.8 | 60.3 |
Print and Distribution | ||
Total net sales | 49.5 | 66.5 |
Capital Markets - Software Solutions | ||
Total net sales | 44.7 | 38.5 |
Capital Markets - Software Solutions | Tech-enabled Services | ||
Total net sales | 0 | 0 |
Capital Markets - Software Solutions | Software Solutions | ||
Total net sales | 44.7 | 38.5 |
Capital Markets - Software Solutions | Print and Distribution | ||
Total net sales | 0 | 0 |
Capital Markets - Compliance and Communications Management | ||
Total net sales | 103.6 | 138.5 |
Capital Markets - Compliance and Communications Management | Tech-enabled Services | ||
Total net sales | 71.1 | 96 |
Capital Markets - Compliance and Communications Management | Software Solutions | ||
Total net sales | 0 | 0 |
Capital Markets - Compliance and Communications Management | Print and Distribution | ||
Total net sales | 32.5 | 42.5 |
Investment Companies - Software Solutions | ||
Total net sales | 25.1 | 21.8 |
Investment Companies - Software Solutions | Tech-enabled Services | ||
Total net sales | 0 | 0 |
Investment Companies - Software Solutions | Software Solutions | ||
Total net sales | 25.1 | 21.8 |
Investment Companies - Software Solutions | Print and Distribution | ||
Total net sales | 0 | 0 |
Investment Companies - Compliance and Communications Management | ||
Total net sales | 37.6 | 46.5 |
Investment Companies - Compliance and Communications Management | Tech-enabled Services | ||
Total net sales | 20.6 | 22.5 |
Investment Companies - Compliance and Communications Management | Software Solutions | ||
Total net sales | 0 | 0 |
Investment Companies - Compliance and Communications Management | Print and Distribution | ||
Total net sales | $ 17 | $ 24 |
Revenue - Changes in Contract L
Revenue - Changes in Contract Liabilities (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Statement of Financial Position [Abstract] | ||
Balance beginning | $ 36 | $ 21.7 |
Deferral of revenue | 34.2 | 25.7 |
Revenue recognized | (27.9) | (17.5) |
Balance ending | $ 42.3 | $ 29.9 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets - Balances of Goodwill by Reporting Unit (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2022 | Dec. 31, 2021 | |
Goodwill [Line Items] | ||
Gross book value | $ 450.6 | |
Accumulated impairment charges | (40.6) | |
Goodwill, beginning balance | $ 410 | |
Foreign exchange and other adjustments | (0.1) | |
Goodwill, ending balance | 409.9 | |
Capital Markets - Software Solutions | ||
Goodwill [Line Items] | ||
Gross book value | 103.7 | |
Accumulated impairment charges | 0 | |
Goodwill, beginning balance | 103.7 | |
Foreign exchange and other adjustments | 0 | |
Goodwill, ending balance | 103.7 | |
Capital Markets - Compliance and Communications Management | ||
Goodwill [Line Items] | ||
Gross book value | 253.1 | |
Accumulated impairment charges | 0 | |
Goodwill, beginning balance | 253.1 | |
Foreign exchange and other adjustments | (0.1) | |
Goodwill, ending balance | 253 | |
Investment Companies - Software Solutions | ||
Goodwill [Line Items] | ||
Gross book value | 53.2 | |
Accumulated impairment charges | 0 | |
Goodwill, beginning balance | 53.2 | |
Foreign exchange and other adjustments | 0 | |
Goodwill, ending balance | 53.2 | |
Investment Companies - Compliance and Communications Management | ||
Goodwill [Line Items] | ||
Gross book value | 40.6 | |
Accumulated impairment charges | $ (40.6) | |
Goodwill, beginning balance | 0 | |
Foreign exchange and other adjustments | 0 | |
Goodwill, ending balance | $ 0 |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets - Components of Other Intangible Assets (Detail) - USD ($) $ in Millions | Mar. 31, 2022 | Dec. 31, 2021 | |
Finite Lived Intangible Assets [Line Items] | |||
Gross Carrying Amount | [1] | $ 11.4 | $ 11.4 |
Accumulated Amortization | [1] | (2.9) | (2.7) |
Net Book Value | [1] | 8.5 | 8.7 |
Customer Relationships | |||
Finite Lived Intangible Assets [Line Items] | |||
Gross Carrying Amount | 10.4 | 10.4 | |
Accumulated Amortization | (2.3) | (2.1) | |
Net Book Value | 8.1 | 8.3 | |
Trade Names | |||
Finite Lived Intangible Assets [Line Items] | |||
Gross Carrying Amount | 1 | 1 | |
Accumulated Amortization | (0.6) | (0.6) | |
Net Book Value | $ 0.4 | $ 0.4 | |
[1] | The weighted-average remaining useful life of the unamortized intangible assets as of March 31, 2022 is approximately eleven years . |
Goodwill and Other Intangible_5
Goodwill and Other Intangible Assets - Components of Other Intangible Assets (Parenthetical) (Detail) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Dec. 31, 2021 | |
Finite Lived Intangible Assets [Line Items] | ||
Weighted-average remaining useful life for unamortized intangible assets | 11 years | |
Customer Relationships | ||
Finite Lived Intangible Assets [Line Items] | ||
Estimated useful life of computer software | 15 years | 15 years |
Trade Names | ||
Finite Lived Intangible Assets [Line Items] | ||
Estimated useful life of computer software | 5 years | 5 years |
Goodwill and Other Intangible_6
Goodwill and Other Intangible Assets - Schedule of Estimated Annual Amortization Expense Related to Other Intangible Assets (Detail) - USD ($) $ in Millions | Mar. 31, 2022 | Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
2022 (excluding the three months ended March 31, 2022) | $ 0.6 | ||
2023 | 0.9 | ||
2024 | 0.7 | ||
2025 | 0.7 | ||
2026 | 0.7 | ||
2027 and thereafter | 4.9 | ||
Net Book Value | [1] | $ 8.5 | $ 8.7 |
[1] | The weighted-average remaining useful life of the unamortized intangible assets as of March 31, 2022 is approximately eleven years . |
Leases - Additional Information
Leases - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Leases [Abstract] | ||
Operating lease payments | $ 5.5 | $ 6.3 |
Finance lease payments | $ 0.4 | $ 0 |
Leases - Summary of Components
Leases - Summary of Components of Lease Expense (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Leases [Abstract] | ||
Operating lease expense | $ 4.5 | $ 4.9 |
Sublease income | (1.1) | (1.1) |
Net operating lease expense | 3.4 | 3.8 |
Amortization of ROU asset | 0.4 | 0 |
Interest on lease liability | 0.1 | 0 |
Total finance lease expense | $ 0.5 | $ 0 |
Leases - Summary of Company's F
Leases - Summary of Company's Finance Leases Presented within Unaudited Condensed Consolidated Balance Sheets (Details) - USD ($) $ in Millions | Mar. 31, 2022 | Dec. 31, 2021 |
Leases [Abstract] | ||
Property, plant and equipment, net | $ 7.9 | $ 7.5 |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | Property, Plant and Equipment, Net | Property, Plant and Equipment, Net |
Accrued liabilities | $ 1.8 | $ 1.6 |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Accrued Liabilities, Current | Accrued Liabilities, Current |
Other noncurrent liabilities | $ 6.2 | $ 5.9 |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Other Liabilities, Noncurrent | Other Liabilities, Noncurrent |
Finance Lease, Liability, Total | $ 8 | $ 7.5 |
Restructuring, Impairment and_3
Restructuring, Impairment and Other Charges - Schedule of Restructuring and Other Charges by Segment Recognized in Results of Operations (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Restructuring Cost And Reserve [Line Items] | ||
Employee Terminations | $ 1.6 | $ 0.2 |
Other Restructuring Charges | 0.6 | |
Other Charges | 0.2 | |
Total | 1.8 | 0.8 |
Capital Markets - Software Solutions | ||
Restructuring Cost And Reserve [Line Items] | ||
Employee Terminations | 0.8 | |
Other Charges | 0 | |
Total | 0.8 | |
Capital Markets - Compliance and Communications Management | ||
Restructuring Cost And Reserve [Line Items] | ||
Employee Terminations | 0.3 | |
Other Charges | 0.1 | |
Total | 0.4 | |
Investment Companies - Software Solutions | ||
Restructuring Cost And Reserve [Line Items] | ||
Employee Terminations | 0.1 | |
Other Charges | 0 | |
Total | 0.1 | |
Investment Companies - Compliance and Communications Management | ||
Restructuring Cost And Reserve [Line Items] | ||
Employee Terminations | 0.4 | 0.1 |
Other Restructuring Charges | 0.6 | |
Other Charges | 0 | |
Total | 0.4 | 0.7 |
Corporate | ||
Restructuring Cost And Reserve [Line Items] | ||
Employee Terminations | 0 | 0.1 |
Other Restructuring Charges | 0 | |
Other Charges | 0.1 | |
Total | $ 0.1 | $ 0.1 |
Restructuring, Impairment and_4
Restructuring, Impairment and Other Charges - Additional Information (Details) $ in Millions | 3 Months Ended | |
Mar. 31, 2022USD ($)Employee | Mar. 31, 2021USD ($) | |
Restructuring Cost and Reserve [Line Items] | ||
Employee Terminations | $ 1.6 | $ 0.2 |
Number of employees used to determine employee termination costs | Employee | 60 | |
Other Charges | $ 0.2 |
Restructuring, Impairment and_5
Restructuring, Impairment and Other Charges - Schedule of Changes in the Employee Terminations Liability (Details) - Operating Segments [Member] $ in Millions | 3 Months Ended |
Mar. 31, 2022USD ($) | |
Restructuring Cost And Reserve [Line Items] | |
Balance at the beginning | $ 2.4 |
Restructuring Charges | 1.6 |
Cash Paid | (0.4) |
Balance at the end | $ 3.6 |
Retirement Plans - Components o
Retirement Plans - Components of Estimated Net Periodic Benefit Income (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Defined Benefit Plan Disclosure [Line Items] | ||
Interest cost | $ 1.8 | $ 1.6 |
Expected return on assets | (2.8) | (3.5) |
Amortization, net | 0.8 | 0.9 |
Net pension plan income | $ (0.2) | $ (1) |
Debt - Schedule of the Company'
Debt - Schedule of the Company's Debt (Details) - USD ($) $ in Millions | Mar. 31, 2022 | Dec. 31, 2021 |
Debt Instrument [Line Items] | ||
Unamortized debt issuance costs | $ (0.9) | $ (1) |
Total long-term debt | 194.1 | 124 |
Term Loan A Facility | ||
Debt Instrument [Line Items] | ||
Term loan facility | 125 | 125 |
Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Borrowings under the Revolving Facility | $ 70 | $ 0 |
Debt - Additional Information (
Debt - Additional Information (Details) - USD ($) $ in Millions | May 27, 2021 | Mar. 31, 2022 | Dec. 31, 2021 | Mar. 31, 2021 |
Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Line of credit | $ 70 | $ 0 | ||
Weighted average interest rate on borrowing | 3.70% | 3.30% | ||
Amended and Restated Credit Agreement | ||||
Debt Instrument [Line Items] | ||||
Credit facility | $ 300 | |||
Allowable annual dividend payment under credit agreement | $ 20 | |||
Amended and Restated Credit Agreement | Term Loan A Facility | ||||
Debt Instrument [Line Items] | ||||
Long Term Debt | 200 | |||
Fair value of senior notes | $ 123.5 | $ 124.2 | ||
Weighted average interest rate on borrowing | 2.30% | |||
Amended and Restated Credit Agreement | Term Loan A Facility | LIBOR rate | Maximum | ||||
Debt Instrument [Line Items] | ||||
Debt instrument basis spread on variable rate | 2.50% | |||
Amended and Restated Credit Agreement | Term Loan A Facility | LIBOR rate | Minimum | ||||
Debt Instrument [Line Items] | ||||
Debt instrument basis spread on variable rate | 2.00% |
Debt - Summary of Interest Expe
Debt - Summary of Interest Expense, Net (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | ||
Debt Instruments [Abstract] | |||
Interest incurred | $ 1.6 | $ 5.4 | |
Less: Other interest income | (0.1) | (0.1) | |
Interest expense, net | [1] | $ 1.5 | $ 5.3 |
[1] | Interest expense, net for the three months ended March 31, 2021 included interest expense related to the Company's 8.25 % Senior Notes Due 2024, which were repaid in full in the fourth quarter of 2021. |
Debt - Summary of Interest Ex_2
Debt - Summary of Interest Expense, Net (Parenthetical) (Details) | Mar. 31, 2022 |
Debt Instruments [Abstract] | |
Percentage of interest expense | 8.25% |
Earnings per Share - Reconcilia
Earnings per Share - Reconciliation of Numerator and Denominator of Basic and Diluted Earnings per Share Calculation and Anti-dilutive Share-based Awards (Detail) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Earnings Per Share Basic And Diluted [Line Items] | ||
Basic | $ 0.80 | $ 1.05 |
Diluted | $ 0.77 | $ 1.02 |
Net earnings | $ 26.4 | $ 35.2 |
Weighted average number of common shares outstanding | 32.9 | 33.6 |
Dilutive awards | 1.5 | 0.9 |
Diluted weighted average number of common shares outstanding | 34.4 | 34.5 |
Restricted stock units | ||
Earnings Per Share Basic And Diluted [Line Items] | ||
Total weighted average number of anti-dilutive share-based awards | 0 | 0.2 |
Share-based Compensation - Addi
Share-based Compensation - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based compensation | $ 3.6 | $ 3.1 |
Share-based compensation expense, income tax benefit | 2.8 | $ 3.8 |
Unrecognized share-based compensation expense | $ 33.6 | |
Unrecognized share-based compensation expense, vest over weighted-average period | 2 years 1 month 6 days | |
RSUs | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Unrecognized share-based compensation expense | $ 19.6 | |
Unrecognized share-based compensation expense, vest over weighted-average period | 2 years 3 months 18 days | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 314,000 | |
Stock Options | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Unrecognized share-based compensation expense | $ 0.2 | |
Unrecognized share-based compensation expense, vest over weighted-average period | 10 months 24 days | |
Performance Shares Units | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Unrecognized share-based compensation expense | $ 13.8 | |
Unrecognized share-based compensation expense, vest over weighted-average period | 1 year 8 months 12 days | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 340,000 | |
Performance Shares Units | Certain Executive Officers and Senior Management | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 340,000 | |
Performance Shares Units | Maximum | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Potential payout for awards | 510,000 | |
Performance Shares Units | Minimum | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Potential payout for awards | 0 | |
2016 PIP | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares authorized and available for grant | 3,600,000 | |
2022 Performance Grants | Performance Shares Units | Certain Executive Officers and Senior Management | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 256,000 | |
2018 Performance Grants | Performance Shares Units | Certain Executive Officers and Senior Management | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 84,000 |
Share-Based Compensation - Summ
Share-Based Compensation - Summary of Stock Option Awards Outstanding (Details) shares in Thousands | 3 Months Ended |
Mar. 31, 2022$ / sharesshares | |
Share-based Payment Arrangement [Abstract] | |
Outstanding at beginning of period | shares | 562 |
Exercised | shares | (13) |
Cancelled/forfeited/expired | shares | (15) |
Outstanding at end of period | shares | 534 |
Vested and expected to vest at end of period | shares | 533 |
Vested and exercisable at end of period | shares | 490 |
Weighted Average Exercise Price, Beginning Balance | $ / shares | $ 18.30 |
Share-based compensation award, weighted-average fair value, Excercised | $ / shares | 20.92 |
Cancelled/forfeited/expired | $ / shares | 22.27 |
Weighted Average Exercise Price, Ending Balance | $ / shares | 18.12 |
Vested and expected to vest at end of period | $ / shares | 18.13 |
Vested and exercisable at end of period | $ / shares | $ 18.48 |
Share-Based Compensation - Su_2
Share-Based Compensation - Summary of Nonvested Restricted Stock Unit Awards (Details) - RSUs shares in Thousands | 3 Months Ended |
Mar. 31, 2022$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Nonvested at beginning of period, Shares | shares | 1,159 |
Granted, Shares | shares | 314 |
Vested, Shares | shares | (488) |
Nonvested at end of period, Shares | shares | 985 |
Nonvested at beginning of period, Weighted Average Grant Date Fair Value | $ / shares | $ 17.71 |
Granted, Weighted Average Grant Date Fair Value | $ / shares | 31.04 |
Vested, Weighted Average Grant Date Fair Value | $ / shares | 14.71 |
Nonvested at end of period, Weighted Average Grant Date Fair Value | $ / shares | $ 23.45 |
Share-Based Compensation - Su_3
Share-Based Compensation - Summary of Nonvested Performance Share Units (Details) - Performance Shares Units shares in Thousands | 3 Months Ended |
Mar. 31, 2022$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Nonvested at beginning of period, Shares | shares | 953 |
Granted, Shares | shares | 340 |
Vested, Shares | shares | (409) |
Nonvested at end of period, Shares | shares | 884 |
Nonvested at beginning of period, Weighted Average Grant Date Fair Value | $ / shares | $ 16.77 |
Granted, Weighted Average Grant Date Fair Value | $ / shares | 26.89 |
Vested, Weighted Average Grant Date Fair Value | $ / shares | 13.49 |
Nonvested at end of period, Weighted Average Grant Date Fair Value | $ / shares | $ 21.19 |
Share-Based Compensation - Sche
Share-Based Compensation - Schedule of performance period of shares award (Details) - shares shares in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Dec. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Estimated attainment expense | 100.00% | |
Performance Shares Units | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
PSUs outstanding | 884 | 953 |
Performance Shares Units | Performance Period Year Granted 2022 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
PSUs outstanding | 256 | |
Estimated PSU attainment or actual PUs Earned | 128 | |
Performance Shares Units | Performance Period Year Granted 2021 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
PSUs outstanding | 308 | |
Estimated PSU attainment or actual PUs Earned | 308 | |
Performance Shares Units | Performance Period Year Granted 2020 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
PSUs outstanding | 320 | |
Estimated PSU attainment or actual PUs Earned | 480 | |
Performance Shares Units | First Annual Performance Periods | Performance Period Year Granted 2022 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Psu Awards Year Granted | 2022 | |
Performance Or Service Period | 2022 | |
Estimated attainment expense | 100.00% | |
PSUs outstanding | 64 | |
Estimated PSU attainment or actual PUs Earned | 64 | |
Performance Shares Units | First Annual Performance Periods | Performance Period Year Granted 2021 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Psu Awards Year Granted | 2021 | |
Performance Or Service Period | 2021 | |
Estimated attainment expense | 200.00% | |
PSUs outstanding | 77 | |
Estimated PSU attainment or actual PUs Earned | 154 | |
Performance Shares Units | First Annual Performance Periods | Performance Period Year Granted 2020 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Psu Awards Year Granted | 2020 | |
Performance Or Service Period | 2020 | |
Estimated attainment expense | 138.00% | |
PSUs outstanding | 80 | |
Estimated PSU attainment or actual PUs Earned | 110 | |
Performance Shares Units | PSU Second Annual Performance Period [Member] | Performance Period Year Granted 2022 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Psu Awards Year Granted | 2022 | |
Performance Or Service Period | 2023 | |
PSUs outstanding | 64 | |
Estimated PSU attainment or actual PUs Earned | 0 | |
Performance Shares Units | PSU Second Annual Performance Period [Member] | Performance Period Year Granted 2021 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Psu Awards Year Granted | 2021 | |
Performance Or Service Period | 2022 | |
Estimated attainment expense | 100.00% | |
PSUs outstanding | 77 | |
Estimated PSU attainment or actual PUs Earned | 77 | |
Performance Shares Units | PSU Second Annual Performance Period [Member] | Performance Period Year Granted 2020 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Psu Awards Year Granted | 2020 | |
Performance Or Service Period | 2021 | |
Estimated attainment expense | 200.00% | |
PSUs outstanding | 80 | |
Estimated PSU attainment or actual PUs Earned | 160 | |
Performance Shares Units | PSU Third Annual Performance Period [Member] | Performance Period Year Granted 2022 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Psu Awards Year Granted | 2022 | |
Performance Or Service Period | 2024 | |
PSUs outstanding | 64 | |
Estimated PSU attainment or actual PUs Earned | 0 | |
Performance Shares Units | PSU Third Annual Performance Period [Member] | Performance Period Year Granted 2021 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Psu Awards Year Granted | 2021 | |
Performance Or Service Period | 2023 | |
PSUs outstanding | 77 | |
Estimated PSU attainment or actual PUs Earned | 0 | |
Performance Shares Units | PSU Third Annual Performance Period [Member] | Performance Period Year Granted 2020 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Psu Awards Year Granted | 2020 | |
Performance Or Service Period | 2022 | |
Estimated attainment expense | 100.00% | |
PSUs outstanding | 80 | |
Estimated PSU attainment or actual PUs Earned | 80 | |
Performance Shares Units | Psu Cumulative Performance Periods | Performance Period Year Granted 2022 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Psu Awards Year Granted | 2022 | |
Estimated attainment expense | 100.00% | |
PSUs outstanding | 64 | |
Estimated PSU attainment or actual PUs Earned | 64 | |
Performance Shares Units | Psu Cumulative Performance Periods | Performance Period Year Granted 2021 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Psu Awards Year Granted | 2021 | |
Estimated attainment expense | 100.00% | |
PSUs outstanding | 77 | |
Estimated PSU attainment or actual PUs Earned | 77 | |
Performance Shares Units | Psu Cumulative Performance Periods | Performance Period Year Granted 2020 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Psu Awards Year Granted | 2020 | |
Estimated attainment expense | 163.00% | |
PSUs outstanding | 80 | |
Estimated PSU attainment or actual PUs Earned | 130 | |
Performance Shares Units | Maximum | Psu Cumulative Performance Periods | Performance Period Year Granted 2022 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Performance Or Service Period | 2024 | |
Performance Shares Units | Maximum | Psu Cumulative Performance Periods | Performance Period Year Granted 2021 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Performance Or Service Period | 2023 | |
Performance Shares Units | Maximum | Psu Cumulative Performance Periods | Performance Period Year Granted 2020 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Performance Or Service Period | 2022 | |
Performance Shares Units | Minimum | Psu Cumulative Performance Periods | Performance Period Year Granted 2022 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Performance Or Service Period | 2022 | |
Performance Shares Units | Minimum | Psu Cumulative Performance Periods | Performance Period Year Granted 2021 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Performance Or Service Period | 2021 | |
Performance Shares Units | Minimum | Psu Cumulative Performance Periods | Performance Period Year Granted 2020 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Performance Or Service Period | 2020 |
Share-based Compensation - Sc_2
Share-based Compensation - Schedule of performance period of shares award (Parenthetical) (Details) | 3 Months Ended |
Mar. 31, 2022 | |
Share-based Payment Arrangement [Abstract] | |
Estimated attainment expense | 100.00% |
Capital Stock - Additional Info
Capital Stock - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions | Feb. 18, 2021 | Mar. 31, 2022 | Mar. 31, 2021 | Feb. 17, 2022 | Dec. 31, 2021 |
Class Of Stock [Line Items] | |||||
Common stock, Authorized | 65,000,000 | 65,000,000 | |||
Common stock, par value | $ 0.01 | $ 0.01 | |||
Preferred stock, authorized | 1,000,000 | 1,000,000 | |||
Preferred stock, par value | $ 0.01 | $ 0.01 | |||
Repurchases of common stock, shares | 1,227,303 | 126,682 | |||
Repurchases of common stock, value | $ 42.1 | $ 3.4 | |||
Shares repurchased average price | $ 34.26 | $ 26.92 | |||
Stock repurchase program, remaining authorized amount | $ 123 | ||||
Common Stock | |||||
Class Of Stock [Line Items] | |||||
Outstanding common stock value authorized to repurchase under stock repurchase program | $ 150 | ||||
Stock Repurchase Program Expiration Date | Dec. 31, 2023 |
Comprehensive Income - Schedule
Comprehensive Income - Schedule of Components of Other Comprehensive Income (Loss) and Income Tax Expense Allocated to Each Component (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Accumulated Other Comprehensive Income Loss [Line Items] | ||
Other comprehensive (loss) income, Before Tax Amount | $ 0.9 | $ 1.9 |
Other comprehensive (loss) income, Income Tax Expense | 0.2 | 0.4 |
Other comprehensive income, net of tax | 0.7 | 1.5 |
Translation Adjustments | ||
Accumulated Other Comprehensive Income Loss [Line Items] | ||
Other comprehensive (loss) income, Before Tax Amount | 0.1 | 1 |
Other comprehensive (loss) income, Income Tax Expense | 0 | 0.1 |
Other comprehensive income, net of tax | 0.1 | 0.9 |
Adjustment for Net Periodic Pension and Other Postretirement Benefits Plans | ||
Accumulated Other Comprehensive Income Loss [Line Items] | ||
Other comprehensive (loss) income, Before Tax Amount | 0.8 | 0.9 |
Other comprehensive (loss) income, Income Tax Expense | 0.2 | 0.3 |
Other comprehensive income, net of tax | $ 0.6 | $ 0.6 |
Comprehensive Income - Schedu_2
Comprehensive Income - Schedule of Changes in Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Accumulated Other Comprehensive Income Loss [Line Items] | ||
Balance | $ 377 | $ 247.8 |
Balance | 353.9 | 276 |
Pension and Other Postretirement Benefits Plans Cost | ||
Accumulated Other Comprehensive Income Loss [Line Items] | ||
Balance | (64.4) | (67.6) |
Other comprehensive income before reclassifications | 0 | 0 |
Amounts reclassified from accumulated other comprehensive loss | 0.6 | 0.6 |
Net change in accumulated other comprehensive loss | 0.6 | 0.6 |
Balance | (63.8) | (67) |
Translation Adjustments | ||
Accumulated Other Comprehensive Income Loss [Line Items] | ||
Balance | (13.9) | (13.2) |
Other comprehensive income before reclassifications | 0.1 | 0.9 |
Amounts reclassified from accumulated other comprehensive loss | 0 | 0 |
Net change in accumulated other comprehensive loss | 0.1 | 0.9 |
Balance | (13.8) | (12.3) |
Accumulated Other Comprehensive Loss | ||
Accumulated Other Comprehensive Income Loss [Line Items] | ||
Balance | (78.3) | (80.8) |
Other comprehensive income before reclassifications | 0.1 | 0.9 |
Amounts reclassified from accumulated other comprehensive loss | 0.6 | 0.6 |
Net change in accumulated other comprehensive loss | 0.7 | 1.5 |
Balance | $ (77.6) | $ (79.3) |
Comprehensive Income - Reclassi
Comprehensive Income - Reclassifications from Accumulated Other Comprehensive Loss Amortization of Pension Plan Cost (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | ||
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items] | |||
Reclassifications before taxes | $ 0.8 | $ 0.9 | |
Income tax expense | 0.2 | 0.3 | |
Reclassifications, net of tax | 0.6 | 0.6 | |
Accumulated Defined Benefit Plans Adjustment, Net Actuarial loss | |||
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items] | |||
Reclassifications before taxes | [1] | $ 0.8 | $ 0.9 |
[1] | These accumulated other comprehensive loss components are included in the calculation of net periodic pension and other postretirement benefits plans income recognized in investment and other income, net in the Unaudited Condensed Consolidated Statements of Operations (see Note 6, Retirement Plans ). |
Segment Information - Additiona
Segment Information - Additional Information (Details) | 3 Months Ended |
Mar. 31, 2022Segment | |
Segment Reporting [Abstract] | |
Number of operating segments | 4 |
Number of reportable segments | 4 |
Segment Information - Schedule
Segment Information - Schedule of Segment Reporting Information (Details) - USD ($) $ in Millions | 3 Months Ended | |||||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | ||||
Segment Reporting Information [Line Items] | ||||||
Net Sales | $ 211 | $ 245.3 | ||||
Income (Loss) from Operations | 35.3 | 50.9 | ||||
Assets | 871.6 | [1] | 900.1 | [1] | $ 883.3 | |
Depreciation and Amortization | 10.7 | 9.8 | ||||
Capital Expenditures | 9.9 | 8 | ||||
Capital Markets - Software Solutions | ||||||
Segment Reporting Information [Line Items] | ||||||
Net Sales | 44.7 | 38.5 | ||||
Income (Loss) from Operations | 4.3 | 6.5 | ||||
Assets | [1] | 189.9 | 171.6 | |||
Depreciation and Amortization | 5.1 | 3.7 | ||||
Capital Expenditures | 5.3 | 3.7 | ||||
Capital Markets - Compliance and Communications Management | ||||||
Segment Reporting Information [Line Items] | ||||||
Net Sales | 103.6 | 138.5 | ||||
Income (Loss) from Operations | 28.9 | 59.1 | ||||
Assets | [1] | 437.2 | 448.7 | |||
Depreciation and Amortization | 1.5 | 1.5 | ||||
Capital Expenditures | 0.7 | 0.6 | ||||
Investment Companies - Software Solutions | ||||||
Segment Reporting Information [Line Items] | ||||||
Net Sales | 25.1 | 21.8 | ||||
Income (Loss) from Operations | 6.2 | 2 | ||||
Assets | [1] | 99.4 | 97.6 | |||
Depreciation and Amortization | 2.9 | 3.6 | ||||
Capital Expenditures | 3 | 1.8 | ||||
Investment Companies - Compliance and Communications Management | ||||||
Segment Reporting Information [Line Items] | ||||||
Net Sales | 37.6 | 46.5 | ||||
Income (Loss) from Operations | 8.1 | 6.3 | ||||
Assets | [1] | 53.1 | 65.2 | |||
Depreciation and Amortization | 1.1 | 1 | ||||
Capital Expenditures | 0.6 | 0.5 | ||||
Operating Segments | ||||||
Segment Reporting Information [Line Items] | ||||||
Net Sales | 211 | 245.3 | ||||
Income (Loss) from Operations | 47.5 | 73.9 | ||||
Assets | [1] | 779.6 | 783.1 | |||
Depreciation and Amortization | 10.6 | 9.8 | ||||
Capital Expenditures | 9.6 | 6.6 | ||||
Corporate | ||||||
Segment Reporting Information [Line Items] | ||||||
Net Sales | 0 | 0 | ||||
Income (Loss) from Operations | (12.2) | (23) | ||||
Assets | [1] | 92 | 117 | |||
Depreciation and Amortization | 0.1 | 0 | ||||
Capital Expenditures | $ 0.3 | $ 1.4 | ||||
[1] | Certain assets are recorded within a segment based on predominant usage, however, as they benefit more than one segment, the related operating expenses are allocated between segments. |