Document and Entity Information
Document and Entity Information - shares shares in Millions | 9 Months Ended | |
Sep. 30, 2016 | Nov. 04, 2016 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | LKSD | |
Entity Registrant Name | LSC Communications, Inc. | |
Entity Central Index Key | 1,669,812 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Common Stock, Shares Outstanding | 32.9 |
CONDENSED COMBINED BALANCE SHEE
CONDENSED COMBINED BALANCE SHEETS (UNAUDITED) - USD ($) $ in Millions | Sep. 30, 2016 | Dec. 31, 2015 |
ASSETS | ||
Cash and cash equivalents | $ 54.8 | $ 94.5 |
Receivables, less allowances for doubtful accounts of $12.5 in 2016 (2015: $10.9) | 646.5 | 617.6 |
Inventories (Note 3) | 229.2 | 217.6 |
Prepaid expenses and other current assets | 21.4 | 30.3 |
Total current assets | 951.9 | 960 |
Property, plant and equipment-net (Note 4) | 642.4 | 717.6 |
Goodwill (Note 5) | 81.2 | 81.2 |
Other intangible assets-net (Note 5) | 134.8 | 147.7 |
Deferred income taxes | 31.1 | 36.2 |
Other noncurrent assets | 106.5 | 68.4 |
Total assets | 1,947.9 | 2,011.1 |
LIABILITIES | ||
Accounts payable | 277.5 | 288.9 |
Accrued liabilities | 204.6 | 202.5 |
Short-term and current portion of long-term debt (Note 13) | 52.1 | 2.6 |
Total current liabilities | 534.2 | 494 |
Long-term debt (Note 13) | 755.7 | 2.5 |
Noncurrent restructuring liabilities | 16.4 | 18 |
Noncurrent multi-employer pension liabilities | 40.1 | 41.6 |
Deferred income taxes | 133.8 | 152.3 |
Other noncurrent liabilities | 31.1 | 26.1 |
Total liabilities | 1,511.3 | 734.5 |
Commitments and Contingencies (Note 12) | ||
EQUITY (Note 8) | ||
Accumulated other comprehensive loss | (208.1) | (204.5) |
Net parent company investment | 644.7 | 1,481.1 |
Total equity | 436.6 | 1,276.6 |
Total liabilities and equity | $ 1,947.9 | $ 2,011.1 |
CONDENSED COMBINED BALANCE SHE3
CONDENSED COMBINED BALANCE SHEETS (UNAUDITED) (Parenthetical) - USD ($) $ in Millions | Sep. 30, 2016 | Dec. 31, 2015 |
Statement Of Financial Position [Abstract] | ||
Receivables, allowance for doubtful accounts | $ 12.5 | $ 10.9 |
CONDENSED COMBINED STATEMENTS O
CONDENSED COMBINED STATEMENTS OF INCOME (UNAUDITED) - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Income Statement [Abstract] | ||||
Net sales | $ 948.5 | $ 999 | $ 2,734.6 | $ 2,738.9 |
Cost of sales (exclusive of depreciation and amortization) | 739.8 | 755.4 | 2,115 | 2,109.3 |
Cost of sales with RRD and affiliates (exclusive of depreciation and amortization) | 43.1 | 53.6 | 135.3 | 156 |
Total cost of sales | 782.9 | 809 | 2,250.3 | 2,265.3 |
Selling, general and administrative expenses (exclusive of depreciation and amortization) | 64.8 | 72.2 | 195.6 | 210 |
Restructuring, impairment and other charges-net | 3.2 | 25.4 | 11.2 | 52.4 |
Depreciation and amortization | 40.6 | 48.1 | 129.7 | 134.2 |
Income from operations | 57 | 44.3 | 147.8 | 77 |
Interest expense (income)-net | 0.5 | (0.6) | (0.3) | (2.2) |
Investment and other expense (income)-net | 0.4 | 0.8 | (0.1) | |
Income before income taxes | 56.1 | 44.9 | 147.3 | 79.3 |
Income tax expense | 18 | 30.2 | 50.2 | 43.7 |
Net income | $ 38.1 | $ 14.7 | $ 97.1 | $ 35.6 |
Per share data (Note 9) | ||||
Basic and diluted earnings per share | $ 1.18 | $ 0.45 | $ 3 | $ 1.10 |
Basic and diluted weighted average number of common shares outstanding | 32.4 | 32.4 | 32.4 | 32.4 |
CONDENSED COMBINED STATEMENTS 5
CONDENSED COMBINED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Net income | $ 38.1 | $ 14.7 | $ 97.1 | $ 35.6 |
Other comprehensive income (loss), net of tax (Note 10) | ||||
Translation adjustments | (2) | (9.9) | (3) | (21.3) |
Adjustments for net pension and other post-retirement benefits plan cost | 1 | 0.2 | (0.6) | 1.3 |
Other comprehensive income (loss) | (1) | (9.7) | (3.6) | (20) |
Comprehensive income | $ 37.1 | $ 5 | $ 93.5 | $ 15.6 |
CONDENSED COMBINED STATEMENTS 6
CONDENSED COMBINED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Cash Flows from Operating Activities | ||
Net income | $ 97.1 | $ 35.6 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Impairment charges | 0.6 | 8.3 |
Depreciation and amortization | 129.7 | 134.2 |
Provision for doubtful accounts receivable | 11.1 | 1.4 |
Share-based compensation | 4.3 | 4.3 |
Deferred income taxes | (13.7) | (27.6) |
Changes in uncertain tax positions | 0.2 | 9.9 |
Other | (3.1) | (0.4) |
Changes in operating assets and liabilities - net of acquisitions: | ||
Accounts receivable- net | (45.4) | (20.8) |
Inventories | (12.1) | (0.9) |
Prepaid expenses and other current assets | (4.1) | 17.5 |
Accounts payable | (10.9) | (4.3) |
Income taxes payable and receivable | (2.3) | 3.3 |
Accrued liabilities and other | (15.2) | (4.1) |
Net cash provided by operating activities | 136.2 | 156.4 |
Cash Flows from Investing Activities | ||
Capital expenditures | (34.9) | (32.3) |
Acquisition of business, net of cash acquired | (111.1) | |
Proceeds from sales of other assets | 0.8 | 4.7 |
Transfers from restricted cash | 8.7 | 0.3 |
Other investing activities | (1.2) | |
Net cash used in investing activities | (25.4) | (139.6) |
Cash Flows from Financing Activities | ||
Proceeds from issuance of long-term debt | 815.6 | |
Payments of current maturities and long-term debt | (3.4) | (70.9) |
Debt issuance costs | (18.1) | |
Net transfers (to) from Parent and affiliates | (944.5) | 22.1 |
Net cash used in financing activities | (150.4) | (48.8) |
Effect of exchange rate on cash and cash equivalents | (0.1) | (9.6) |
Net decrease in cash and cash equivalents | (39.7) | (41.6) |
Cash and cash equivalents at beginning of year | 94.5 | 124.8 |
Cash and cash equivalents at end of period | 54.8 | 83.2 |
Supplemental non-cash disclosure: | ||
Assumption of warehousing equipment related to customer contract | $ 8.8 | |
R.R. Donnelley & Sons | Courier Corporation | ||
Supplemental non-cash disclosure: | ||
Issuance of 8.0 million shares of R.R. Donnelley & Sons stock for acquisition of a business | $ 154.2 |
CONDENSED COMBINED STATEMENTS 7
CONDENSED COMBINED STATEMENTS OF CASH FLOWS (UNAUDITED) (Parenthetical) shares in Millions | 9 Months Ended |
Sep. 30, 2016shares | |
R.R. Donnelley & Sons | Courier Corporation | |
Issuance of stock for acquisitions of businesses | 8 |
Overview and Basis of Presentat
Overview and Basis of Presentation | 9 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Overview and Basis of Presentation | Note 1. Overview and Basis of Presentation Description of Business and Separation The principal business of LSC Communications, Inc. (“LSC Communications,” “the Company,” “we,” “our” and “us”) is to offer a broad scope of print and print-related capabilities. The Company serves the needs of publishers, merchandisers and retailers worldwide with a portfolio of products, services and technology solutions that includes print, office products, publishing, mail-list management, e-services, warehousing, fulfillment services and supply chain management. LSC Communications prints magazines, catalogs, retail inserts, books, and directories and its office products offerings include filing products, note-taking products, binders, tax and stock forms and envelopes. On October 1, 2016 (the “separation date”), R. R. Donnelley and Sons Company (“RRD” or the “Parent”) completed the previously announced separation (the “separation”) into three separate independent publicly-traded companies: (i) its publishing and retail-centric print services and office products business (“LSC Communications”); (ii) its financial communications services business (“Donnelley Financial Solutions, Inc.” or “Donnelley Financial”) and (iii) a global, customized multichannel communications management company, which is the business of RRD after the separation. To effect the separation, RRD undertook a series of transactions to separate net assets and legal entities. RRD completed the distribution (the “distribution”) of 80.75%, of the outstanding common stock of LSC Communications and Donnelley Financial to RRD shareholders on October 1, 2016. RRD retained a 19.25% ownership stake in both LSC Communications and Donnelley Financial. On October 1, 2016, RRD shareholders of record as of the close of business on September 23, 2016 received one share of LSC Communications common stock and one share of Donnelley Financial common stock for every eight shares of RRD common stock held as of the record date. As a result of the distribution, LSC Communications and Donnelley Financial are now independent publicly-traded companies and began regular way trading under the symbols “LKSD” and “DFIN,” respectively, on the New York Stock Exchange on October 3, 2016. RRD remains an independent publicly-traded company trading under the symbol “RRD” on the New York Stock Exchange. In connection with the separation, LSC Communications, RRD and Donnelley Financial entered into commercial arrangements and transition services agreements. Under the terms of the commercial arrangements, RRD will continue to provide, among other things, logistics, premedia, production and sales services to LSC Communications. In addition, LSC Communications will continue to provide sales support services to RRD’s Asia and Mexico print and graphics management businesses in order to facilitate the importing of books and related products to the U.S. RRD will also provide LSC Communications certain global outsourcing, technical support and other services. LSC Communications will also continue to provide print and bind services for Donnelley Financial. Under the terms of the transition services agreements, RRD will provide certain services to LSC Communications and LSC Communications will provide certain services to RRD and Donnelley Financial, including, but not limited to, in such areas as tax, information technology, treasury, internal audit, human resources, accounting, purchasing, communications, security and compensation and benefits. These agreements facilitated the separation by allowing LSC Communications to operate independently prior to establishing stand-alone back office systems across its organization. Transition services may be provided for up to twenty-four months following the separation. The Company and RRD also entered into: • A • A Tax Disaffiliation Agreement that allocates responsibility for taxes between LSC Communications and RRD and includes indemnification rights with respect to tax matters and restrictions to preserve the tax-free status of the separation; and • A Patent Assignment and License Agreement, a Trademark Assignment and License Agreement, a Data Assignment and License Agreement and a Software, Copyright and Trade Secret Assignment and License Agreement, in each case, that will provide for ownership, licensing and other arrangements to facilitate RRD’s, Donnelley Financial’s and the Company’s ongoing use of intellectual property, as applicable. Final copies of such agreements were filed as exhibits to the Company’s Form 8-K filed on October 3, 2016. Basis of Presentation The financial data presented herein is unaudited. 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 of the full year. The accompanying Condensed Combined Financial Statements have been prepared on a stand-alone basis and are derived from RRD’s consolidated financial statements and accounting records. The Condensed Combined Financial Statements include the financial position, results of operations and cash flows in conformity with accounting principles generally accepted in the United States (“GAAP”). All intercompany transactions and accounts have been eliminated. All intracompany transactions between LSC Communications, RRD and Donnelley Financial are considered to be effectively settled in the Condensed Combined Financial Statements at the time the transaction is recorded. The total net effect of the settlement of these intracompany transactions is reflected in the Condensed Combined Statements of Cash Flows as a financing activity and in the Condensed Combined Balance Sheets as net parent company investment. Net parent company investment is primarily impacted by contributions from RRD which are the result of treasury activities and net funding provided by or distributed to RRD. The Condensed Combined Financial Statements include certain expenses of RRD which were allocated to LSC Communications for certain corporate functions, including healthcare and pension benefits, information technology, finance, legal, human resources, internal audit, treasury, tax, investor relations and executive oversight. These expenses have been allocated to the Company on the basis of direct usage, when available, with the remainder allocated on a pro rata basis by revenue, employee headcount, or other measures. The Company considers the allocation methodologies and results to be reasonable for all periods presented; however, these allocations may not be indicative of the actual expenses that LSC Communications would have incurred as an independent public company or the costs it may incur in the future. The income tax amounts in these combined financial statements have been calculated based on a separate income tax return methodology and presented as if the Company’s operations were separate taxpayers in the respective jurisdictions. RRD maintains various benefit and share-based compensation plans at a corporate level. LSC Communications’ employees participate in those programs and a portion of the cost of such plans is included in LSC Communications’ Condensed Combined Financial Statements. However, LSC Communications’ Condensed Combined Balance Sheets do not include any equity related to share-based compensation plans or any net benefit plan obligations unless the benefit plan covers only active and inactive LSC Communications employees. LSC Communications generates a portion of its net sales from sales to RRD’s subsidiaries. Additionally, LSC Communications utilizes RRD for freight and logistics when shipping finished goods to its customers. Refer to Note 14, Related Parties |
Business Combination
Business Combination | 9 Months Ended |
Sep. 30, 2016 | |
Business Combinations [Abstract] | |
Business Combination | Note 2. Business Combination 2015 Acquisition On June 8, 2015, RRD acquired Courier Corporation (“Courier”), a leader in digital printing and publishing primarily in the United States, specializing in educational, religious and trade books. The acquisition expanded the Company’s digital printing capabilities. Courier’s book manufacturing operations and publishing operations are included in LSC Communications’ combined financial statements. Courier‘s Brazilian operations are not part of LSC Communications; therefore, the Company’s combined financial statements do not include Courier’s Brazilian operations. The purchase price for Courier was $137.3 million in cash and 8.0 million shares of RRD common stock, or a total transaction value of $291.5 million (including $5.8 million related to Brazil) based on RRD’s closing share price on June 5, 2015, plus the assumption of Courier’s debt of $78.2 million (including $1.7 million related to Brazil). Courier had $20.9 million (including $0.4 million related to Brazil) of cash as of the date of acquisition. Immediately following the acquisition, substantially all of the debt assumed was repaid. For the three and nine months ended September 30, 2015, the Company recorded $0.1 million and $13.7 million, respectively, of acquisition-related expenses associated with the acquisition of Courier within selling, general and administrative expenses in the Condensed Combined Statements of Income. The Courier acquisition was recorded by allocating the cost of the acquisition to the assets acquired, including other intangible assets, based on their estimated fair values at the acquisition date. The excess of the cost over the net amounts assigned to the fair value of the assets acquired was recorded as goodwill. The goodwill associated with this acquisition is primarily attributable to the synergies expected to arise as a result of the acquisition. Accounts receivable $ 32.8 Inventories 58.7 Prepaid expenses and other current assets 38.2 Property, plant and equipment 158.1 Other intangible assets 103.6 Other noncurrent assets 7.7 Goodwill 51.2 Accounts payable and accrued liabilities (19.1 ) Other noncurrent liabilities (5.7 ) Deferred taxes-net (83.7 ) Total purchase price-net of cash acquired 341.8 Less: debt assumed 76.5 Less: value of common stock issued by RRD 154.2 Net cash paid $ 111.1 The fair values of other intangible assets, technology and goodwill associated with the acquisition of Courier were determined to be Level 3 under the fair value hierarchy. The following table presents the fair value, valuation techniques and related unobservable inputs for these Level 3 measurements: Fair Value Valuation Technique Unobservable Input Range Customer relationships $ 93.5 Excess earnings Discount rate Attrition rate 14.0% - 17.0% 0.0% - 5.0% Trade names 10.1 Relief-from-royalty method Discount rate Royalty rate (pre-tax) 12.0% 0.3% - 1.0% Technology 1.6 Relief-from-royalty method Discount rate 11.0% Royalty rate (pre-tax) 15.0% The fair values of property, plant and equipment associated with the Courier acquisition were determined to be Level 3 under the fair value hierarchy and were estimated using either the market approach, if a secondhand market existed, or cost approach. Pro forma results The following unaudited pro forma financial information for the three and nine months ended September 30, 2015 presents the combined results of operations of the Company and the acquisition described above, as if the acquisition had occurred as of January 1, 2015. The unaudited pro forma financial information is not intended to represent or be indicative of the Company’s combined future results of operations or financial condition that would have been reported had these acquisitions been completed as of the beginning of the period presented and should not be taken as indicative of the Company’s combined future results of operations or financial condition. Pro forma adjustments are tax-effected at the applicable statutory tax rates. Three Months Ended Nine Months Ended September 30, 2015 September 30, 2015 Net sales $ 999.0 $ 2,856.8 Net income 21.8 68.5 The following table outlines unaudited pro forma financial information for the three and nine months ended September 30, 2015: Three Months Ended Nine Months Ended September 30, 2015 September 30, 2015 Amortization of purchased intangibles $ 5.2 $ 15.8 Restructuring, impairment and other charges 21.5 28.0 Additionally, the pro forma adjustments affecting net earnings for the three and nine months ended September 30, 2015 were as follows: Three Months Ended Nine Months Ended September 30, 2015 September 30, 2015 Depreciation and amortization of purchased assets, pre-tax $ 0.3 $ (3.1 ) Acquisition-related expenses, pre-tax 0.2 18.8 Restructuring, impairment and other charges, pre-tax 3.8 24.8 Inventory fair value adjustments, pre-tax 6.7 9.9 Other pro forma adjustments, pre-tax — 0.5 Income taxes (4.1 ) (11.9 ) |
Inventories
Inventories | 9 Months Ended |
Sep. 30, 2016 | |
Inventory Disclosure [Abstract] | |
Inventories | Note 3. Inventories The components of the Company’s inventories, net of excess and obsolescence reserves for raw materials and finished goods, at September 30, 2016 and December 31, 2015 were as follows: September 30, December 31, 2016 2015 Raw materials and manufacturing supplies $ 106.1 $ 101.9 Work in process 81.8 61.8 Finished goods 99.3 120.6 LIFO reserve (58.0 ) (66.7 ) Total $ 229.2 $ 217.6 |
Property, Plant and Equipment
Property, Plant and Equipment | 9 Months Ended |
Sep. 30, 2016 | |
Property Plant And Equipment [Abstract] | |
Property, Plant and Equipment | Note 4. Property Plant and Equipment The components of the Company’s property, plant and equipment at September 30, 2016 and December 31, 2015 were as follows: September 30, December 31, 2016 2015 Land $ 47.1 $ 48.5 Buildings 770.0 774.5 Machinery and equipment 4,217.8 4,282.8 5,034.9 5,105.8 Accumulated depreciation (4,392.5 ) (4,388.2 ) Total $ 642.4 $ 717.6 During the three and nine months ended September 30, 2016, depreciation expense was $35.8 million and |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 9 Months Ended |
Sep. 30, 2016 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Note 5. Goodwill and Other Intangible Assets The changes in the carrying amount of goodwill for the nine months ended September 30, 2016 were as follows: Office Products Total Net book value as of December 31, 2015 Goodwill $ 845.0 $ 108.6 $ 953.6 Accumulated impairment losses (793.8 ) (78.6 ) (872.4 ) Total 51.2 30.0 81.2 Net book value as of September 30, 2016 Goodwill 853.3 108.6 961.9 Accumulated impairment losses (802.1 ) (78.6 ) (880.7 ) Total $ 51.2 $ 30.0 $ 81.2 The components of other intangible assets at September 30, 2016 and December 31, 2015 were as follows: September 30, 2016 December 31, 2015 Gross Carrying Accumulated Net Book Gross Carrying Accumulated Net Book Amount Amortization Value Amount Amortization Value Customer relationships $ 205.7 $ (105.6 ) $ 100.1 $ 205.5 $ (93.6 ) $ 111.9 Trade names 4.6 (2.0 ) 2.6 5.4 (1.7 ) 3.7 Total amortizable other intangible assets 210.3 (107.6 ) 102.7 210.9 (95.3 ) 115.6 Indefinite-lived trade names 32.1 — 32.1 32.1 — 32.1 Total other intangible assets $ 242.4 $ (107.6 ) $ 134.8 $ 243.0 $ (95.3 ) $ 147.7 During the three and nine months ended September 30, 2016, amortization expense for other intangible assets was $3.9 million and $13.0 million, respectively. During the three and nine months ended September 30, 2015, amortization expense for other intangible assets was $5.3 million and $11.6 million, respectively. The following table outlines the estimated annual amortization expense related to other intangible assets as of September 30, 2016: For the year ending December 31, Amount 2016 $ 17.0 2017 15.8 2018 11.2 2019 10.4 2020 10.4 2021 and thereafter 50.9 Total $ 115.7 |
Restructuring, Impairment and O
Restructuring, Impairment and Other Charges | 9 Months Ended |
Sep. 30, 2016 | |
Restructuring And Related Activities [Abstract] | |
Restructuring, Impairment and Other Charges | Note 6. Restructuring, Impairment and Other Charges Restructuring, Impairment and Other Charges recognized in Results of Operations For the three months ended September 30, 2016 and 2015, the Company recorded the following net restructuring, impairment and other charges: Three Months Ended September 30, 2016 Employee Terminations Other Restructuring Charges Total Restructuring Charges Impairment Other Charges Total $ 0.1 $ 1.3 $ 1.4 $ (1.0 ) $ 0.8 $ 1.2 Office Products 0.1 — 0.1 0.1 — 0.2 Corporate 1.6 0.2 1.8 — — 1.8 Total $ 1.8 $ 1.5 $ 3.3 $ (0.9 ) $ 0.8 $ 3.2 Three Months Ended September 30, 2015 Employee Terminations Other Restructuring Charges Total Restructuring Charges Impairment Other Charges Total $ 14.1 $ 1.7 $ 15.8 $ 7.7 $ 0.7 $ 24.2 Office Products 0.5 0.6 1.1 — — 1.1 Corporate 0.1 — 0.1 — — 0.1 Total $ 14.7 $ 2.3 $ 17.0 $ 7.7 $ 0.7 $ 25.4 For the nine months ended September 30, 2016 and 2015, the Company recorded the following net restructuring, impairment and other charges: Nine Months Ended September 30, 2016 Employee Terminations Other Restructuring Charges Total Restructuring Charges Impairment Other Charges Total $ 1.9 $ 4.3 $ 6.2 $ 0.7 $ 2.4 $ 9.3 Office Products — 0.3 0.3 (0.2 ) — 0.1 Corporate 1.6 0.2 1.8 — — 1.8 Total $ 3.5 $ 4.8 $ 8.3 $ 0.5 $ 2.4 $ 11.2 Nine Months Ended September 30, 2015 Employee Terminations Other Restructuring Charges Total Restructuring Charges Impairment Other Charges Total $ 17.6 $ 3.3 $ 20.9 $ 7.2 $ 21.3 $ 49.4 Office Products 0.5 1.3 1.8 1.1 — 2.9 Corporate 0.1 — 0.1 — — 0.1 Total $ 18.2 $ 4.6 $ 22.8 $ 8.3 $ 21.3 $ 52.4 Restructuring and Impairment Charges For the three and nine months ended September 30, 2016, the Company incurred lease termination and other restructuring charges of $1.5 million and $4.8 million, respectively. Additionally, the three and nine months ended September 30, 2016 included net restructuring charges of $1.8 million and $3.5 million, respectively, for employee termination costs for an aggregate of 48 employees, all of whom were terminated as of or prior to September 30, 2016. These charges primarily related to one facility closure in the Print segment and the reorganization of certain operations. For the three and nine months ended September 30, 2016, the Company also recorded impairment of ($0.9) million and $0.5 million, respectively, primarily related to buildings, machinery and equipment associated with facility closures. The amount recognized in the three months ended September 30, 2016 reflects a change to an impairment charge recorded earlier in 2016. For the three and nine months ended September 30, 2015, the Company recorded net restructuring charges of $14.7 million and $18.2 million, respectively, for employee termination costs for 750 employees, substantially all of whom were terminated as of or prior to September 30, 2016. These charges primarily related to the announcement of three facility closures, two in the Print segment and one in the Office Products segment, the closure of another facility in the Print segment and the reorganization of certain operations. For the three and nine months ended September 30, 2015, the Company also recorded $7.7 million and $8.3 million of net impairment charges primarily related to machinery and equipment and buildings associated with facility closings. Additionally, the Company incurred lease termination and other restructuring charges of $2.3 million and $4.6 million for the three and nine months ended September 30, 2015, respectively. Other Charges For the three and nine months ended September 30, 2016, the Company recorded other charges of $0.8 million and $2.4 million, respectively, for multi-employer pension plan withdrawal obligations unrelated to facility closures. The total liability for the withdrawal obligations associated with the Company’s decision to withdraw from certain multi-employer pension plans included in accrued liabilities and other noncurrent liabilities are $5.7 million and $40.1 million, respectively, at September 30, 2016. The Company’s withdrawal liabilities could be affected by the financial stability of other employers participating in such plans and any decisions by those employers to withdraw from such plans in the future. While it is not possible to quantify the potential impact of future events or circumstances, reductions in other employers’ participation in multi-employer pension plans, including certain plans from which the Company has previously withdrawn, could have a material effect on the Company’s previously estimated withdrawal liabilities, combined results of operations, financial position or cash flows. For the three and nine months ended September 30, 2015, the Company recorded other charges of $0.7 million and $21.3 million, respectively, including integration charges of $19.1 million for payments made to certain Courier employees upon the termination of Courier’s executive severance plan immediately prior to the acquisition. Restructuring Reserve The restructuring reserve as of December 31, 2015 and September 30, 2016, and changes during the nine months ended September 30, 2016, were as follows: December 31, 2015 Restructuring Charges Foreign Exchange and Other Cash Paid September 30, 2016 Employee terminations $ 13.2 $ 3.5 $ 1.9 $ (13.7 ) $ 4.9 Multi-employer pension plan withdrawal obligations 20.0 1.0 — (2.5 ) 18.5 Lease terminations and other 3.6 3.8 — (5.2 ) 2.2 Total $ 36.8 $ 8.3 $ 1.9 $ (21.4 ) $ 25.6 The current portion of restructuring reserves of $9.2 million at September 30, 2016 was included in accrued liabilities, while the long-term portion of $16.4 million, which primarily related to multi-employer pension plan withdrawal obligations related to facility closures and lease termination costs, was included in other noncurrent liabilities at September 30, 2016. The Company anticipates that payments associated with the employee terminations reflected in the above table will be substantially completed by September 2017. Payments on all of the Company’s multi-employer pension plan withdrawal obligations are scheduled to be completed by 2034. Changes based on uncertainties in these estimated withdrawal obligations could affect the ultimate charges related to multi-employer pension plan withdrawals. The restructuring liabilities classified as “lease terminations and other” consisted of lease terminations and other facility closing costs. Payments on certain of the lease obligations are scheduled to continue until 2018. Market conditions and the Company’s ability to sublease these properties could affect the ultimate charges related to the lease obligations. Any potential recoveries or additional charges could affect amounts reported in the Company’s financial statements. |
Retirement Plans
Retirement Plans | 9 Months Ended |
Sep. 30, 2016 | |
Compensation And Retirement Disclosure [Abstract] | |
Retirement Plans | Note 7. Retirement Plans The components of the estimated net pension benefits plan income for certain plans in the United Kingdom, Mexico and from the acquisitions of Esselte Corporation (“Esselte”) and Courier for the three and nine months ended September 30, 2016 and 2015 were as follows: Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Service cost $ 0.1 $ 0.1 $ 0.2 $ 0.2 Interest cost 3.4 4.1 10.0 12.2 Expected return on plan assets (5.0 ) (6.2 ) (15.1 ) (18.5 ) Amortization, net 0.3 0.2 1.0 0.8 Settlement — — 0.5 — Net periodic benefit income $ (1.2 ) $ (1.8 ) $ (3.4 ) $ (5.3 ) In the fourth quarter of 2015, the Company communicated to certain former Esselte Corporation employees the option to receive a lump-sum pension payment or annuity with payments computed in accordance with statutory requirements, beginning in the second quarter of 2016. Payments to eligible participants who elected to receive a lump-sum pension payment or annuity were funded from existing pension plan assets and constituted a complete settlement of the Company’s pension liabilities with respect to these participants. The Company’s pension assets and liabilities were remeasured as of the payout date. The discount rates and actuarial assumptions used to calculate the payouts were determined in accordance with federal regulations. As of the remeasurement date, the reduction in the reported pension obligation for these participants was $35.1 million, compared to payout amounts of approximately $30.5 million . The Company recorded non-cash settlement charges of $0.5 million in selling, general and administrative expenses in the three months ended June 30, 2016 in connection with the settlement payments. These charges resulted from the recognition in earnings of a portion of the actuarial losses recorded in accumulated other comprehensive loss based on the proportion of the obligation settled. Refer to Note 17, Subsequent Events , for information on pension plans transferred to LSC Communications upon the separation. |
Equity
Equity | 9 Months Ended |
Sep. 30, 2016 | |
Equity [Abstract] | |
Equity | Note 8: Equity The Company’s equity as of December 31, 2015 and September 30, 2016 and changes during the nine months ended September 30, 2016 were as follows: Net Parent Company Investment Accumulated Other Comprehensive Loss Total Equity Balance at December 31, 2015 $ 1,481.1 $ (204.5 ) $ 1,276.6 Net income 97.1 — 97.1 Net transfers to parent company (933.5 ) — (933.5 ) Other comprehensive income — (3.6 ) (3.6 ) Balance at September 30, 2016 $ 644.7 $ (208.1 ) $ 436.6 The Company used the net proceeds from the debt issuances to fund an $806.2 million cash dividend to RRD in connection with the separation. Refer to Note 13, Debt The Company’s equity as of December 31, 2014 and September 30, 2015 and changes during the nine months ended September 30, 2015 were as follows: Net Parent Company Investment Accumulated Other Comprehensive Loss Total Equity Balance at December 31, 2014 $ 1,342.7 $ (168.2 ) $ 1,174.5 Net income 35.6 — 35.6 Net transfers from parent company 195.2 — 195.2 Other comprehensive loss — (20.0 ) (20.0 ) Balance at September 30, 2015 $ 1,573.5 $ (188.2 ) $ 1,385.3 |
Earnings per Share
Earnings per Share | 9 Months Ended |
Sep. 30, 2016 | |
Earnings Per Share [Abstract] | |
Earnings per Share | Note 9. Earnings Per Share On October 1, 2016, RRD distributed approximately 26.2 million shares of LSC Communications common stock to RRD shareholders. RRD retained an additional 6.2 million shares. In connection with the total distribution of 32.4 million shares, each RRD shareholder received one share of LSC Communications common stock for every eight shares of RRD common stock held at the close of business on September 23, 2016, the record date. Basic and diluted earnings per common share and the average number of common shares outstanding were retrospectively restated for the number of LSC Communications shares outstanding immediately following this transaction. The same number of shares was used to calculate basic and diluted earnings per share since there were no LSC Communications equity awards outstanding prior to the spinoff. Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 Net income $ 38.1 $ 14.7 $ 97.1 $ 35.6 Basic and diluted earnings per share $ 1.18 $ 0.45 $ 3.00 $ 1.10 Basic and diluted weighted average number of common shares outstanding 32.4 32.4 32.4 32.4 |
Comprehensive Income
Comprehensive Income | 9 Months Ended |
Sep. 30, 2016 | |
Equity [Abstract] | |
Comprehensive Income | Note 10. Comprehensive Income The components of other comprehensive loss and income tax expense allocated to each component for the three and nine months ended September 30, 2016 and 2015 were as follows: Three Months Ended September 30, 2016 Nine Months Ended September 30, 2016 Before Tax Amount Income Tax Expense Net of Tax Amount Before Tax Amount Income Tax Expense Net of Tax Amount Translation adjustments $ (2.0 ) $ — $ (2.0 ) $ (3.0 ) $ — $ (3.0 ) Adjustment for net periodic pension plan cost 0.9 (0.1 ) 1.0 3.9 4.5 (0.6 ) Other comprehensive (loss) income $ (1.1 ) $ (0.1 ) $ (1.0 ) $ 0.9 $ 4.5 $ (3.6 ) During the nine months ended September 30, 2016, translation adjustments and income tax expense on pension plan cost were adjusted to reflect previously recorded deferred taxes at their historical exchange rates. Three Months Ended September 30, 2015 Nine Months Ended September 30, 2015 Before Tax Amount Income Tax Expense Net of Tax Amount Before Tax Amount Income Tax Expense Net of Tax Amount Translation adjustments $ (9.9 ) $ — $ (9.9 ) $ (21.3 ) $ — $ (21.3 ) Adjustment for net periodic pension and other postretirement benefits plan cost 0.3 0.1 0.2 1.7 0.4 1.3 Other comprehensive (loss) income $ (9.6 ) $ 0.1 $ (9.7 ) $ (19.6 ) $ 0.4 $ (20.0 ) Accumulated other comprehensive loss by component as of December 31, 2015 and September 30, 2016 and changes during the nine months ended September 30, 2016 were as follows: Pension Plan Cost Translation Adjustments Total Balance at December 31, 2015 $ (45.7 ) $ (158.8 ) $ (204.5 ) Other comprehensive income (loss) before reclassifications 0.2 (3.0 ) (2.8 ) Amounts reclassified from accumulated other comprehensive loss (0.8 ) — (0.8 ) Net change in accumulated other comprehensive loss (0.6 ) (3.0 ) (3.6 ) Balance at September 30, 2016 $ (46.3 ) $ (161.8 ) $ (208.1 ) Accumulated other comprehensive loss by component as of December 31, 2014 and September 30, 2015 and changes during the nine months ended September 30, 2015, were as follows: Pension and Other Postretirement Benefits Plan Cost Translation Adjustments Total Balance at December 31, 2014 $ (37.7 ) $ (130.5 ) $ (168.2 ) Other comprehensive loss before reclassifications — (21.3 ) (21.3 ) Amounts reclassified from accumulated other comprehensive loss 1.3 — 1.3 Net change in accumulated other comprehensive loss 1.3 (21.3 ) (20.0 ) Balance at September 30, 2015 $ (36.4 ) $ (151.8 ) $ (188.2 ) Reclassification from accumulated other comprehensive loss for the three and nine months ended September 30, 2016 and 2015 were as follows: Three Months Ended September 30, Nine Months Ended September 30, Classification in the Condensed Combined 2016 2015 2016 2015 Statements of Operations Amortization of pension plan cost: Net actuarial loss $ 0.3 $ 0.2 $ 1.0 $ 0.8 (a) Settlement — — 0.5 — Transfers — — — 0.8 Reclassifications before tax $ 0.3 $ 0.2 1.5 1.6 Income tax expense (0.7 ) — 2.3 0.3 Reclassifications, net of tax $ 1.0 $ 0.2 $ (0.8 ) $ 1.3 (a) These accumulated other comprehensive income components are included in the calculation of net periodic pension benefits plan (income) expense recognized in cost of sales and selling, general and administrative expenses in the Condensed Combined Statements of Income (see Note 7, Retirement Plans |
Segment Information
Segment Information | 9 Months Ended |
Sep. 30, 2016 | |
Segment Reporting [Abstract] | |
Segment Information | Note 11. Segment Information The Company’s segment and product and service offerings are summarized below: Print The Print segment produces magazines, catalogs, retail inserts, books, and directories. The segment also provides supply-chain management and certain other print-related services, including mail-list management and sortation, e-book formatting and distribution. The segment has operations in the U.S., Europe and Mexico. The print segment is divided into the magazines, catalog and retail inserts, book, Europe and directories reporting units. Office Products The Office Products segment manufactures and sell branded and private label products in five core categories: filing products, note-taking products, binder products, forms and envelopes. Corporate Corporate consists of unallocated selling, general and administrative activities and associated expenses including, in part, executive, legal, finance, communications, certain facility costs and LIFO inventory provisions. In addition, certain costs and earnings of employee benefit plans, such as pension and other postretirement benefit plan income and share-based compensation, are included in Corporate and not allocated to the operating segments. Prior to the separation, many of these costs were based on allocations from RRD; however, the Company will incur such costs directly upon the completion of the separation. 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 with the Condensed Combined Financial Statements. Net Sales Income (Loss) from Operations Depreciation and Amortization Capital Expenditures Three months ended September 30, 2016 $ 821.4 $ 46.7 $ 36.8 13.8 Office Products 127.1 11.2 3.7 0.6 Total operating segments 948.5 57.9 40.5 14.4 Corporate — (0.9 ) 0.1 1.4 Total operations $ 948.5 $ 57.0 $ 40.6 $ 15.8 Net Sales Income (Loss) from Operations Depreciation and Amortization Capital Expenditures Three months ended September 30, 2015 $ 854.3 $ 27.8 $ 44.0 $ 7.4 Office Products 144.7 14.1 3.7 2.0 Total operating segments 999.0 41.9 47.7 9.4 Corporate — 2.4 0.4 — Total operations $ 999.0 $ 44.3 $ 48.1 $ 9.4 Net Sales Income (Loss) from Operations Assets of Operations Depreciation and Amortization Capital Expenditures Nine months ended September 30, 2016 $ 2,337.4 $ 113.1 $ 1,602.4 $ 117.7 28.3 Office Products 397.2 38.2 322.6 11.2 2.5 Total operating segments 2,734.6 151.3 1,925.0 128.9 30.8 Corporate — (3.5 ) 22.9 0.8 4.1 Total operations $ 2,734.6 $ 147.8 $ 1,947.9 $ 129.7 $ 34.9 Net Sales Income (Loss) from Operations Assets of Operations Depreciation and Amortization Capital Expenditures Nine months ended September 30, 2015 $ 2,307.7 $ 53.8 $ 1,773.6 $ 121.3 $ 28.9 Office Products 431.2 36.5 328.5 11.9 3.4 Total operating segments 2,738.9 90.3 2,102.1 133.2 32.3 Corporate — (13.3 ) 38.1 1.0 — Total operations $ 2,738.9 $ 77.0 $ 2,140.2 $ 134.2 $ 32.3 Restructuring, impairment and other charges by segment for the three and nine months ended September 30, 2016 and 2015 are described in Note 6, Restructuring, Impairment and Other Charges. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2016 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 12. Commitments and Contingencies The Company is subject to laws and regulations relating to the protection of the environment. The Company accrues for expenses associated with environmental remediation obligations when such amounts are probable and can be reasonably estimated. Such accruals are adjusted as new information develops or circumstances change and are generally not discounted. The Company has been designated as a potentially responsible party or has received claims in nine active federal and state Superfund and other multiparty remediation sites. In addition to these sites, the Company may also have the obligation to remediate four other previously and currently owned facilities. At the Superfund sites, the Comprehensive Environmental Response, Compensation and Liability Act provides that the Company’s liability could be joint and several, meaning that the Company could be required to pay an amount in excess of its proportionate share of the remediation costs. The Company’s understanding of the financial strength of other potentially responsible parties at the multiparty sites and of other liable parties at the previously owned facilities has been considered, where appropriate, in the determination of the Company’s estimated liability. The Company established reserves, recorded in accrued liabilities and other noncurrent liabilities, that it believes are adequate to cover its share of the potential costs of remediation at each of the multiparty sites and the previously and currently owned facilities. It is not possible to quantify with certainty the potential impact of actions regarding environmental matters, particularly remediation and other compliance efforts that the Company may undertake in the future. However, in the opinion of management, compliance with the present environmental protection laws, before taking into account estimated recoveries from third parties, will not have a material effect on the Company’s combined results of operations, financial position or cash flows. 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 Statements of Income, Balance Sheets and Cash Flows. |
Debt
Debt | 9 Months Ended |
Sep. 30, 2016 | |
Debt Disclosure [Abstract] | |
Debt | Note 13. Debt The Company’s debt at September 30, 2016 consisted of the following: September 30, 2016 Term Loan Facility due September 30, 2022 (a) $ 365.6 8.75% Senior Secured Notes due October 15, 2023 450.0 Capital lease obligations 6.6 Unamortized debt issuance costs (14.4 ) Total debt 807.8 Less: current portion (52.1 ) Long-term debt $ 755.7 (a) The borrowings under the term loan facility are subject to a variable interest rate. As of September 30, 2016 the interest rate was 7.00%. __________________________________ On September 30, 2016, the Company issued $450.0 million of 8.75% Senior Secured Notes (the “Senior Notes”) due October 15, 2023. Interest on the Senior Notes is due semi-annually on April 15 and October 15, commencing on April 15, 2017. Net proceeds from the offering of the Senior Notes (“the Notes Offering”) were distributed to RRD in the form of a dividend. The Company did not retain any proceeds from the Notes Offering. The Senior Notes were issued pursuant to an indenture where certain wholly-owned domestic subsidiaries of the Company guarantee the Senior Notes (the “Guarantors”). The Senior Notes are fully and unconditionally guaranteed, on a senior secured basis, jointly and severally, by the Guarantors, which are comprised of each of the Company’s existing and future direct and indirect wholly-owned U.S. subsidiaries that guarantee the Company’s obligations. The Senior Notes are not guaranteed by the Company’s foreign subsidiaries or unrestricted subsidiaries. The Senior Notes and the related guarantees are secured on a first-priority lien basis by the collateral, subject to certain exceptions and permitted liens. The Indenture governing the Senior Notes contains certain covenants applicable to the Company and its restricted subsidiaries, including limitations on: (1) liens; (2) indebtedness; (3) mergers, consolidations and acquisitions; (4) sales, transfers and other dispositions of assets; (5) loans and other investments; (6) dividends and other distributions, stock repurchases and redemptions and other restricted payments; (7) restrictions affecting subsidiaries; (8) transactions with affiliates; and (9) designations of unrestricted subsidiaries. Each of these covenants is subject to important exceptions and qualifications. The Senior Notes mature on October 15, 2023. On September 30, 2016 the Company entered into a credit agreement (the “Credit Agreement”) which provides for (i) a new senior secured term loan B facility in an aggregate principal amount of $375.0 million (the “Term Loan Facility”) and (ii) a new senior secured revolving credit facility in an aggregate principal amount of $400.0 million (the “Revolving Credit Facility,”). The interest rate per annum applicable to the Term Loan Facility is equal to, at the Company’s option, either a base rate plus a margin of 5.00% or LIBOR plus a margin of 6.00%. The LIBOR rate is subject to a “floor” of 1%. The interest rate per annum applicable to the Revolving Credit Facility is equal to a base rate plus a margin ranging from 1.75% to 2.25%, or LIBOR plus a margin ranging from 2.75% to 3.25%, in either case based upon the Consolidated Leverage Ratio of the Company and its restricted subsidiaries. The proceeds of any collection or other realization of collateral received in connection with the exercise of remedies and any distribution in respect of collateral in any bankruptcy proceeding will be applied first to repay amounts due under the Revolving Credit Facility before the lenders under the Term Loan Facility or the holders of the Senior Notes receive such proceeds. The Credit Agreement is subject to a number of covenants, including, but not limited to, a minimum Interest Coverage Ratio and the Consolidated 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 $50.0 million in aggregate, though additional dividends may be allowed subject to certain conditions. Each of these covenants is subject to important exceptions and qualifications. The Company has used the net proceeds from the Term Loan Facility to fund a cash dividend to RRD in connection with the spin off and to pay fees and expenses related to the spin off from RRD. The Company intends to use any additional borrowings under the Credit Facilities for general corporate purposes, including the financing of permitted investments. There were no borrowings under the Revolving Credit Facility as of September 30, 2016. |
Related Parties
Related Parties | 9 Months Ended |
Sep. 30, 2016 | |
Related Party Transactions [Abstract] | |
Related Parties | Note 14: Related Parties The Company has not historically operated as a stand-alone business and has various relationships with RRD whereby RRD and the Company provide services to RRD and its affiliates. Allocations from RRD RRD provided LSC Communications certain services, which include, but are not limited to, information technology, finance, legal, human resources, internal audit, treasury, tax, investor relations and executive oversight. The financial information in these Condensed Combined Financial Statements does not necessarily include all the expenses that would have been incurred had LSC Communications been a separate, stand-alone entity. RRD charged the Company for these services based on direct usage, when available, with the remainder allocated on a pro rata basis by revenue, headcount, or other measures. These allocations were reflected as follows in the Condensed Combined Financial Statements: Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Costs of goods sold $ 24.7 $ 19.5 $ 67.0 $ 59.0 Selling, general and administrative 41.7 41.6 113.3 118.0 Depreciation and amortization 1.4 1.6 5.3 5.0 Total allocations from RRD $ 67.8 $ 62.7 $ 185.6 $ 182.0 The Company considers the expense methodologies and financial results to be reasonable for all periods presented. However, these allocations may not be indicative of the actual expenses that may have been incurred as an independent public company or the costs LSC Communications may incur in the future. Related Party Revenues LSC Communications generates a portion of net revenue from sales to RRD’s subsidiaries and Donnelley Financial. Net revenues from intercompany sales of $19.4 million and $15.6 million for three months ended September 30, 2016 and 2015, respectively, and $54.7 million and $50.9 million for the nine months ended September 30, 2016 and 2015, respectively, were included in the Condensed Combined Statements of Income. Related Party Purchases LSC Communications utilizes RRD for freight, logistics and premedia when shipping finished goods to its customers. Included in the Condensed Combined Financial Statements were costs of sales related to freight, logistics and premedia services purchased from RRD of $43.1 million and $53.6 million for the three months ended September 30, 2016 and 2015, respectively, and $135.3 million and $156.0 million for the nine months ended September 30, 2016 and 2015, respectively. Intercompany receivables and payables with RRD are reflected within net parent company investment in the Condensed Combined Financial Statements. Share-Based Compensation LSC Communications employees participated in RRD’s share-based compensation plans, the costs of which have been allocated to LSC Communications and recorded in cost of sales and selling and administrative expenses in the Condensed Combined Statements of Income. Share-based compensation costs allocated to the Company were $1.2 million and $1.3 million for the three months ended September 30, 2016 and 2015, respectively, and $4.3 million for each of the nine months ended September 30, 2016 and 2015. Retirement Plans Employees participated in various pension and other postretirement healthcare plans sponsored by RRD . . Refer to Note 17, Subsequent Events , for information on the pension plans after the separation. Cash and Cash Equivalents RRD uses a centralized approach to cash management and financing of operations. The majority of the Company’s domestic and foreign subsidiaries were parties to RRD’s cash pooling arrangements to maximize the availability of cash for general operating and investing purposes. As part of RRD’s centralized cash management processes, cash balances were swept regularly from the Company’s accounts. Cash transfers to and from RRD’s cash concentration and cash pooling accounts and the resulting balances at the end of each reporting period are reflected in net parent company investment in the Condensed Combined Balance Sheets. Cash and cash equivalents held by RRD were not allocated to LSC Communications unless they were held in a legal entity that was transferred to LSC Communications. Debt RRD’s third party debt and related interest expense have not been allocated to the Company for any of the periods presented as the Company was not the legal obligor of the debt and the borrowings were not directly related to the Company’s business. The debt recorded by LSC Communications as of September 30, 2016 was issued directly by the Company. Refer to Note 13, Debt |
Uncertain Tax Positions
Uncertain Tax Positions | 9 Months Ended |
Sep. 30, 2016 | |
Income Tax Disclosure [Abstract] | |
Uncertain Tax Positions | Note 15: Uncertain Tax Positions The changes in the Company’s unrecognized tax benefits for the nine months ended September 30, 2016 were as follows: Nine Months Ended September 30, 2016 Balance at December 31, 2015 $ 4.6 Additions for tax positions of prior years 0.1 Settlements during the year (4.6 ) Foreign exchange and other (0.1 ) Balance at September 30, 2016 $ — The 2016 settlements reflect a payment of $4.6 million related to the receipt in 2015 of an unfavorable court decision related to payment of prior year taxes in an international jurisdiction. |
New Accounting Pronouncements
New Accounting Pronouncements | 9 Months Ended |
Sep. 30, 2016 | |
Accounting Changes And Error Corrections [Abstract] | |
New Accounting Pronouncements | Note 16: New Accounting Pronouncements In August 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2016-15 “Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments” (“ASU2016-15”), which provided guidance on eight specific cash flow classification issues to reduce existing diversity in practice. The standard becomes effective in the first quarter of 2018. Early adoption of ASU 2016-15 is permitted; however the Company plans to adopt the standard in the first quarter of 2018. The Company does not expect a significant impact to presentation on its Condensed Combined Statement of Cash Flows. In February 2016, the FASB issued Accounting Standards Update No. 2016-02 “Leases (Topic 842) Section A—Leases: Amendments to the FASB Accounting Standards Codification” (“ASU 2016-02”), which requires lessees to put most leases on the balance sheet but recognize expense on the income statement in a manner similar to current accounting. For lessors, ASU 2016-02 also modifies the classification criteria and the accounting for sales-type and direct financing leases. The standard requires a modified retrospective approach for leases that exist or are entered into after the beginning of the earliest comparative period in the financial statements and is effective in the first quarter of 2019. Early adoption of ASU 2016-02 is permitted; however the Company plans to adopt the standard in the first quarter of 2019. The Company is evaluating the impact of ASU 2016-02. In May 2014, the FASB issued Accounting Standards Update No. 2014-09 “Revenue from Contracts with Customers (Topic 606)” (“ASU 2014-09”), which outlines a single comprehensive model for entities to use in accounting for revenue using a five-step process that supersedes virtually all existing revenue guidance. ASU 2014-09 also requires additional quantitative and qualitative disclosures. In August 2015, the FASB issued Accounting Standards Update No. 2015-14 “Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date” (“ASU 2015-14”), which defers the effective date of ASU 2014-09 to January 1, 2018. Early adoption of ASU 2014-09 is permitted in the first quarter of 2017. However, the Company plans to adopt the standard in the first quarter of 2018. The standard allows the option of either a full retrospective adoption, meaning the standard is applied to all periods presented, or a modified retrospective adoption, meaning the standard is applied only to the most current period. The Company is evaluating the impact of the provisions of ASU 2014-09 and currently anticipates applying the modified retrospective approach when adopting the standard. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 17. Subsequent Events On October 1, 2016, the Company assumed certain assets and liabilities which were distributed as part of the separation from RRD. As part of this distribution, the Company assumed certain workers’ compensation liabilities of $38.9 million, of which $11.2 million was short-term and $27.7 million was long-term, and a workers’ compensation recovery asset of $3.8 million. In accordance with the Separation and Distribution Agreement, there will be a cash adjustment payable to RRD or receivable from RRD for the September 30, 2016 cash balance greater or less than an agreed-upon target cash balance of $30.0 million as defined in the Separation and Distribution Agreement. The Separation and Distribution A greement also includes a provision for RRD to make a future cash payment of $10.0 million to LSC Communications no later than April 1, 2017. The Company also assumed certain pension obligations and plans assets in single employer plans for the Company’s employees and certain former employees and retirees of RRD. The Company recorded a net benefit plan obligation of $358.2 million as of October 1, 2016 related to these plans. The Company’s primary defined benefit plans are frozen. No new employees will be permitted to enter the Company’s frozen plans and participants will earn no additional benefits . The defined benefit pension plans transferred to LSC Communications include a plan qualified under the Employee Retirement Income Security Act (the “Qualified Plan”) and related non-qualified benefits (the “Non-Qualified Plan”). The Qualified Plan will be funded in conformity with the applicable government regulations, such that the Company funds at least the minimum amount required using actuarial cost methods and assumptions acceptable under government regulations. The Non-Qualified Plan is unfunded, and the Company pays retiree benefits as they become due. Information about the obligations and assets of the Qualified and Non-Qualified Plans as of September 30, 2016 is shown below. Qualified Non-Qualified Total Pension Benefit Obligations $ 2,502.0 $ 96.5 $ 2,598.5 Fair Value of Plan Assets 2,240.3 — 2,240.3 Unfunded Status (261.7 ) (96.5 ) (358.2 ) Pre-tax Accumulated Other Comprehensive Loss 776.4 31.0 807.4 Discount Rate Used to Measure Benefit Obligations 3.8 % 3.7 % Expected Rate of Return 7.3 % — The pension benefit obligations were calculated using generally accepted actuarial methods. Actuarial gains and losses will be amortized over the average remaining life of active plan participants. The Company uses a risk management approach for its U.S. pension plan assets. The overall investment objective of this approach is to further reduce the risk of significant decreases in the plan’s funded status by allocating a larger portion of the plan’s assets to investments expected to hedge the impact of interest rate risks on the plan’s obligation. Over time, the target asset allocation percentage for the pension plan is expected to decrease for equity and other “return seeking” investments and increase for fixed income and other “hedging” investments. The assumed long-term rate of return for plan assets is currently 7.3%. This rate is determined annually, and is likely to decrease as the asset allocation shifts over time. The expected long-term rate of return for plan assets is based upon many factors including asset allocations, historical asset returns, current and expected future market conditions, risk and active management premiums. The target asset allocation percentage as of December 31, 2015, for the primary U.S. pension plan was approximately 60.0% for return seeking investments and approximately 40.0% for hedging investments. |
Business Combination (Tables)
Business Combination (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Business Acquisition [Line Items] | |
Pro Forma Financial Information | The unaudited pro forma financial information is not intended to represent or be indicative of the Company’s combined future results of operations or financial condition that would have been reported had these acquisitions been completed as of the beginning of the period presented and should not be taken as indicative of the Company’s combined future results of operations or financial condition. Pro forma adjustments are tax-effected at the applicable statutory tax rates. Three Months Ended Nine Months Ended September 30, 2015 September 30, 2015 Net sales $ 999.0 $ 2,856.8 Net income 21.8 68.5 The following table outlines unaudited pro forma financial information for the three and nine months ended September 30, 2015: Three Months Ended Nine Months Ended September 30, 2015 September 30, 2015 Amortization of purchased intangibles $ 5.2 $ 15.8 Restructuring, impairment and other charges 21.5 28.0 |
Pro Forma Adjustments Affecting Net Earnings | Additionally, the pro forma adjustments affecting net earnings for the three and nine months ended September 30, 2015 were as follows: Three Months Ended Nine Months Ended September 30, 2015 September 30, 2015 Depreciation and amortization of purchased assets, pre-tax $ 0.3 $ (3.1 ) Acquisition-related expenses, pre-tax 0.2 18.8 Restructuring, impairment and other charges, pre-tax 3.8 24.8 Inventory fair value adjustments, pre-tax 6.7 9.9 Other pro forma adjustments, pre-tax — 0.5 Income taxes (4.1 ) (11.9 ) |
Courier Corporation | |
Business Acquisition [Line Items] | |
Schedule of Final Purchase Price Allocation for Acquisitions | Based on the valuation, the final purchase price allocation for the Courier acquisition was as follows: Accounts receivable $ 32.8 Inventories 58.7 Prepaid expenses and other current assets 38.2 Property, plant and equipment 158.1 Other intangible assets 103.6 Other noncurrent assets 7.7 Goodwill 51.2 Accounts payable and accrued liabilities (19.1 ) Other noncurrent liabilities (5.7 ) Deferred taxes-net (83.7 ) Total purchase price-net of cash acquired 341.8 Less: debt assumed 76.5 Less: value of common stock issued by RRD 154.2 Net cash paid $ 111.1 |
Fair Values, Valuation Techniques and Related Unobservable Inputs of Level Three | The fair values of other intangible assets, technology and goodwill associated with the acquisition of Courier were determined to be Level 3 under the fair value hierarchy. The following table presents the fair value, valuation techniques and related unobservable inputs for these Level 3 measurements: Fair Value Valuation Technique Unobservable Input Range Customer relationships $ 93.5 Excess earnings Discount rate Attrition rate 14.0% - 17.0% 0.0% - 5.0% Trade names 10.1 Relief-from-royalty method Discount rate Royalty rate (pre-tax) 12.0% 0.3% - 1.0% Technology 1.6 Relief-from-royalty method Discount rate 11.0% Royalty rate (pre-tax) 15.0% |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Inventory Disclosure [Abstract] | |
Components of the Company's Inventories | The components of the Company’s inventories, net of excess and obsolescence reserves for raw materials and finished goods, at September 30, 2016 and December 31, 2015 were as follows: September 30, December 31, 2016 2015 Raw materials and manufacturing supplies $ 106.1 $ 101.9 Work in process 81.8 61.8 Finished goods 99.3 120.6 LIFO reserve (58.0 ) (66.7 ) Total $ 229.2 $ 217.6 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Property Plant And Equipment [Abstract] | |
Components of Company's Property, Plant and Equipment | The components of the Company’s property, plant and equipment at September 30, 2016 and December 31, 2015 were as follows: September 30, December 31, 2016 2015 Land $ 47.1 $ 48.5 Buildings 770.0 774.5 Machinery and equipment 4,217.8 4,282.8 5,034.9 5,105.8 Accumulated depreciation (4,392.5 ) (4,388.2 ) Total $ 642.4 $ 717.6 |
Goodwill and Other Intangible28
Goodwill and Other Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Schedule of Changes in the Carrying Amount of Goodwill | The changes in the carrying amount of goodwill for the nine months ended September 30, 2016 were as follows: Office Products Total Net book value as of December 31, 2015 Goodwill $ 845.0 $ 108.6 $ 953.6 Accumulated impairment losses (793.8 ) (78.6 ) (872.4 ) Total 51.2 30.0 81.2 Net book value as of September 30, 2016 Goodwill 853.3 108.6 961.9 Accumulated impairment losses (802.1 ) (78.6 ) (880.7 ) Total $ 51.2 $ 30.0 $ 81.2 |
Components of Other Intangible Assets | The components of other intangible assets at September 30, 2016 and December 31, 2015 were as follows: September 30, 2016 December 31, 2015 Gross Carrying Accumulated Net Book Gross Carrying Accumulated Net Book Amount Amortization Value Amount Amortization Value Customer relationships $ 205.7 $ (105.6 ) $ 100.1 $ 205.5 $ (93.6 ) $ 111.9 Trade names 4.6 (2.0 ) 2.6 5.4 (1.7 ) 3.7 Total amortizable other intangible assets 210.3 (107.6 ) 102.7 210.9 (95.3 ) 115.6 Indefinite-lived trade names 32.1 — 32.1 32.1 — 32.1 Total other intangible assets $ 242.4 $ (107.6 ) $ 134.8 $ 243.0 $ (95.3 ) $ 147.7 |
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 as of September 30, 2016: For the year ending December 31, Amount 2016 $ 17.0 2017 15.8 2018 11.2 2019 10.4 2020 10.4 2021 and thereafter 50.9 Total $ 115.7 |
Restructuring, Impairment and29
Restructuring, Impairment and Other Charges (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Restructuring And Related Activities [Abstract] | |
Schedule of Net Restructuring, Impairment and Other Charges | For the three months ended September 30, 2016 and 2015, the Company recorded the following net restructuring, impairment and other charges: Three Months Ended September 30, 2016 Employee Terminations Other Restructuring Charges Total Restructuring Charges Impairment Other Charges Total $ 0.1 $ 1.3 $ 1.4 $ (1.0 ) $ 0.8 $ 1.2 Office Products 0.1 — 0.1 0.1 — 0.2 Corporate 1.6 0.2 1.8 — — 1.8 Total $ 1.8 $ 1.5 $ 3.3 $ (0.9 ) $ 0.8 $ 3.2 Three Months Ended September 30, 2015 Employee Terminations Other Restructuring Charges Total Restructuring Charges Impairment Other Charges Total $ 14.1 $ 1.7 $ 15.8 $ 7.7 $ 0.7 $ 24.2 Office Products 0.5 0.6 1.1 — — 1.1 Corporate 0.1 — 0.1 — — 0.1 Total $ 14.7 $ 2.3 $ 17.0 $ 7.7 $ 0.7 $ 25.4 For the nine months ended September 30, 2016 and 2015, the Company recorded the following net restructuring, impairment and other charges: Nine Months Ended September 30, 2016 Employee Terminations Other Restructuring Charges Total Restructuring Charges Impairment Other Charges Total $ 1.9 $ 4.3 $ 6.2 $ 0.7 $ 2.4 $ 9.3 Office Products — 0.3 0.3 (0.2 ) — 0.1 Corporate 1.6 0.2 1.8 — — 1.8 Total $ 3.5 $ 4.8 $ 8.3 $ 0.5 $ 2.4 $ 11.2 Nine Months Ended September 30, 2015 Employee Terminations Other Restructuring Charges Total Restructuring Charges Impairment Other Charges Total $ 17.6 $ 3.3 $ 20.9 $ 7.2 $ 21.3 $ 49.4 Office Products 0.5 1.3 1.8 1.1 — 2.9 Corporate 0.1 — 0.1 — — 0.1 Total $ 18.2 $ 4.6 $ 22.8 $ 8.3 $ 21.3 $ 52.4 |
Schedule of Changes in the Restructuring Reserve | The restructuring reserve as of December 31, 2015 and September 30, 2016, and changes during the nine months ended September 30, 2016, were as follows: December 31, 2015 Restructuring Charges Foreign Exchange and Other Cash Paid September 30, 2016 Employee terminations $ 13.2 $ 3.5 $ 1.9 $ (13.7 ) $ 4.9 Multi-employer pension plan withdrawal obligations 20.0 1.0 — (2.5 ) 18.5 Lease terminations and other 3.6 3.8 — (5.2 ) 2.2 Total $ 36.8 $ 8.3 $ 1.9 $ (21.4 ) $ 25.6 |
Retirement Plans (Tables)
Retirement Plans (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Compensation And Retirement Disclosure [Abstract] | |
Components of Estimated Net Pension Benefits Plan Income for Certain Plans in United Kingdom Mexico and From Acquisition of Esselte Corporation (“Esselte”) and Courier | The components of the estimated net pension benefits plan income for certain plans in the United Kingdom, Mexico and from the acquisitions of Esselte Corporation (“Esselte”) and Courier for the three and nine months ended September 30, 2016 and 2015 were as follows: Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Service cost $ 0.1 $ 0.1 $ 0.2 $ 0.2 Interest cost 3.4 4.1 10.0 12.2 Expected return on plan assets (5.0 ) (6.2 ) (15.1 ) (18.5 ) Amortization, net 0.3 0.2 1.0 0.8 Settlement — — 0.5 — Net periodic benefit income $ (1.2 ) $ (1.8 ) $ (3.4 ) $ (5.3 ) |
Equity (Tables)
Equity (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Equity [Abstract] | |
Schedule of the Company's Equity Activity | The Company’s equity as of December 31, 2015 and September 30, 2016 and changes during the nine months ended September 30, 2016 were as follows: Net Parent Company Investment Accumulated Other Comprehensive Loss Total Equity Balance at December 31, 2015 $ 1,481.1 $ (204.5 ) $ 1,276.6 Net income 97.1 — 97.1 Net transfers to parent company (933.5 ) — (933.5 ) Other comprehensive income — (3.6 ) (3.6 ) Balance at September 30, 2016 $ 644.7 $ (208.1 ) $ 436.6 The Company’s equity as of December 31, 2014 and September 30, 2015 and changes during the nine months ended September 30, 2015 were as follows: Net Parent Company Investment Accumulated Other Comprehensive Loss Total Equity Balance at December 31, 2014 $ 1,342.7 $ (168.2 ) $ 1,174.5 Net income 35.6 — 35.6 Net transfers from parent company 195.2 — 195.2 Other comprehensive loss — (20.0 ) (20.0 ) Balance at September 30, 2015 $ 1,573.5 $ (188.2 ) $ 1,385.3 |
Earnings per Share (Tables)
Earnings per Share (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings per Share | Basic and diluted earnings per common share and the average number of common shares outstanding were retrospectively restated for the number of LSC Communications shares outstanding immediately following this transaction. The same number of shares was used to calculate basic and diluted earnings per share since there were no LSC Communications equity awards outstanding prior to the spinoff. Three Months Ended Nine Months Ended September 30, September 30, 2016 2015 2016 2015 Net income $ 38.1 $ 14.7 $ 97.1 $ 35.6 Basic and diluted earnings per share $ 1.18 $ 0.45 $ 3.00 $ 1.10 Basic and diluted weighted average number of common shares outstanding 32.4 32.4 32.4 32.4 |
Comprehensive Income (Tables)
Comprehensive Income (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Equity [Abstract] | |
Schedule of Components of Other Comprehensive (Loss) Income and Income Tax Expense Allocated to Each Component | The components of other comprehensive loss and income tax expense allocated to each component for the three and nine months ended September 30, 2016 and 2015 were as follows: Three Months Ended September 30, 2016 Nine Months Ended September 30, 2016 Before Tax Amount Income Tax Expense Net of Tax Amount Before Tax Amount Income Tax Expense Net of Tax Amount Translation adjustments $ (2.0 ) $ — $ (2.0 ) $ (3.0 ) $ — $ (3.0 ) Adjustment for net periodic pension plan cost 0.9 (0.1 ) 1.0 3.9 4.5 (0.6 ) Other comprehensive (loss) income $ (1.1 ) $ (0.1 ) $ (1.0 ) $ 0.9 $ 4.5 $ (3.6 ) During the nine months ended September 30, 2016, translation adjustments and income tax expense on pension plan cost were adjusted to reflect previously recorded deferred taxes at their historical exchange rates. Three Months Ended September 30, 2015 Nine Months Ended September 30, 2015 Before Tax Amount Income Tax Expense Net of Tax Amount Before Tax Amount Income Tax Expense Net of Tax Amount Translation adjustments $ (9.9 ) $ — $ (9.9 ) $ (21.3 ) $ — $ (21.3 ) Adjustment for net periodic pension and other postretirement benefits plan cost 0.3 0.1 0.2 1.7 0.4 1.3 Other comprehensive (loss) income $ (9.6 ) $ 0.1 $ (9.7 ) $ (19.6 ) $ 0.4 $ (20.0 ) |
Summary of Changes in Accumulated Other Comprehensive Loss | Accumulated other comprehensive loss by component as of December 31, 2015 and September 30, 2016 and changes during the nine months ended September 30, 2016 were as follows: Pension Plan Cost Translation Adjustments Total Balance at December 31, 2015 $ (45.7 ) $ (158.8 ) $ (204.5 ) Other comprehensive income (loss) before reclassifications 0.2 (3.0 ) (2.8 ) Amounts reclassified from accumulated other comprehensive loss (0.8 ) — (0.8 ) Net change in accumulated other comprehensive loss (0.6 ) (3.0 ) (3.6 ) Balance at September 30, 2016 $ (46.3 ) $ (161.8 ) $ (208.1 ) Accumulated other comprehensive loss by component as of December 31, 2014 and September 30, 2015 and changes during the nine months ended September 30, 2015, were as follows: Pension and Other Postretirement Benefits Plan Cost Translation Adjustments Total Balance at December 31, 2014 $ (37.7 ) $ (130.5 ) $ (168.2 ) Other comprehensive loss before reclassifications — (21.3 ) (21.3 ) Amounts reclassified from accumulated other comprehensive loss 1.3 — 1.3 Net change in accumulated other comprehensive loss 1.3 (21.3 ) (20.0 ) Balance at September 30, 2015 $ (36.4 ) $ (151.8 ) $ (188.2 ) |
Reclassifications from Accumulated Other Comprehensive Loss Amortization of Pension Plan Cost | Reclassification from accumulated other comprehensive loss for the three and nine months ended September 30, 2016 and 2015 were as follows: Three Months Ended September 30, Nine Months Ended September 30, Classification in the Condensed Combined 2016 2015 2016 2015 Statements of Operations Amortization of pension plan cost: Net actuarial loss $ 0.3 $ 0.2 $ 1.0 $ 0.8 (a) Settlement — — 0.5 — Transfers — — — 0.8 Reclassifications before tax $ 0.3 $ 0.2 1.5 1.6 Income tax expense (0.7 ) — 2.3 0.3 Reclassifications, net of tax $ 1.0 $ 0.2 $ (0.8 ) $ 1.3 (a) These accumulated other comprehensive income components are included in the calculation of net periodic pension benefits plan (income) expense recognized in cost of sales and selling, general and administrative expenses in the Condensed Combined Statements of Income (see Note 7, Retirement Plans |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
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 with the Condensed Combined Financial Statements. Net Sales Income (Loss) from Operations Depreciation and Amortization Capital Expenditures Three months ended September 30, 2016 $ 821.4 $ 46.7 $ 36.8 13.8 Office Products 127.1 11.2 3.7 0.6 Total operating segments 948.5 57.9 40.5 14.4 Corporate — (0.9 ) 0.1 1.4 Total operations $ 948.5 $ 57.0 $ 40.6 $ 15.8 Net Sales Income (Loss) from Operations Depreciation and Amortization Capital Expenditures Three months ended September 30, 2015 $ 854.3 $ 27.8 $ 44.0 $ 7.4 Office Products 144.7 14.1 3.7 2.0 Total operating segments 999.0 41.9 47.7 9.4 Corporate — 2.4 0.4 — Total operations $ 999.0 $ 44.3 $ 48.1 $ 9.4 Net Sales Income (Loss) from Operations Assets of Operations Depreciation and Amortization Capital Expenditures Nine months ended September 30, 2016 $ 2,337.4 $ 113.1 $ 1,602.4 $ 117.7 28.3 Office Products 397.2 38.2 322.6 11.2 2.5 Total operating segments 2,734.6 151.3 1,925.0 128.9 30.8 Corporate — (3.5 ) 22.9 0.8 4.1 Total operations $ 2,734.6 $ 147.8 $ 1,947.9 $ 129.7 $ 34.9 Net Sales Income (Loss) from Operations Assets of Operations Depreciation and Amortization Capital Expenditures Nine months ended September 30, 2015 $ 2,307.7 $ 53.8 $ 1,773.6 $ 121.3 $ 28.9 Office Products 431.2 36.5 328.5 11.9 3.4 Total operating segments 2,738.9 90.3 2,102.1 133.2 32.3 Corporate — (13.3 ) 38.1 1.0 — Total operations $ 2,738.9 $ 77.0 $ 2,140.2 $ 134.2 $ 32.3 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of the Company's Debt | The Company’s debt at September 30, 2016 consisted of the following: September 30, 2016 Term Loan Facility due September 30, 2022 (a) $ 365.6 8.75% Senior Secured Notes due October 15, 2023 450.0 Capital lease obligations 6.6 Unamortized debt issuance costs (14.4 ) Total debt 807.8 Less: current portion (52.1 ) Long-term debt $ 755.7 (a) The borrowings under the term loan facility are subject to a variable interest rate. As of September 30, 2016 the interest rate was 7.00%. |
Related Parties (Tables)
Related Parties (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Related Party Transactions [Abstract] | |
Allocation of Expense Reflected in the Condensed Combined Financial Statements | These allocations were reflected as follows in the Condensed Combined Financial Statements: Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Costs of goods sold $ 24.7 $ 19.5 $ 67.0 $ 59.0 Selling, general and administrative 41.7 41.6 113.3 118.0 Depreciation and amortization 1.4 1.6 5.3 5.0 Total allocations from RRD $ 67.8 $ 62.7 $ 185.6 $ 182.0 |
Uncertain Tax Positions (Tables
Uncertain Tax Positions (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Income Tax Disclosure [Abstract] | |
Unrecognized Tax Benefits | The changes in the Company’s unrecognized tax benefits for the nine months ended September 30, 2016 were as follows: Nine Months Ended September 30, 2016 Balance at December 31, 2015 $ 4.6 Additions for tax positions of prior years 0.1 Settlements during the year (4.6 ) Foreign exchange and other (0.1 ) Balance at September 30, 2016 $ — |
Subsequent Events (Tables)
Subsequent Events (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Subsequent Events [Abstract] | |
Summary of Information about Obligations and Assets Qualified and Non-Qualified Plans | Information about the obligations and assets of the Qualified and Non-Qualified Plans as of September 30, 2016 is shown below. Qualified Non-Qualified Total Pension Benefit Obligations $ 2,502.0 $ 96.5 $ 2,598.5 Fair Value of Plan Assets 2,240.3 — 2,240.3 Unfunded Status (261.7 ) (96.5 ) (358.2 ) Pre-tax Accumulated Other Comprehensive Loss 776.4 31.0 807.4 Discount Rate Used to Measure Benefit Obligations 3.8 % 3.7 % Expected Rate of Return 7.3 % — |
Overview and Basis of Present39
Overview and Basis of Presentation - Narrative (Detail) | Oct. 01, 2016Entityshares | Sep. 30, 2016 |
Transition Services Agreements | Maximum | ||
Overview And Basis Of Presentation [Line Items] | ||
Agreement extended period | 24 months | |
Subsequent Event | ||
Overview And Basis Of Presentation [Line Items] | ||
Percentage of distribution of common shares during spinoff | 80.75% | |
Subsequent Event | Donnelley Financial Solutions | ||
Overview And Basis Of Presentation [Line Items] | ||
Percentage of distribution of common shares during spinoff | 80.75% | |
RRD | Subsequent Event | ||
Overview And Basis Of Presentation [Line Items] | ||
Number of entities resulted from spinoff of an entity | Entity | 3 | |
Ownership percentage | 19.25% | |
Number of share distributed to each stockholder in spinoff transaction | 0.125 | |
RRD | Subsequent Event | Donnelley Financial Solutions | ||
Overview And Basis Of Presentation [Line Items] | ||
Ownership percentage | 19.25% | |
Number of share distributed to each stockholder in spinoff transaction | 0.125 |
Business Combination - Narrativ
Business Combination - Narrative (Detail) - USD ($) shares in Millions, $ in Millions | Jun. 08, 2015 | Sep. 30, 2015 | Sep. 30, 2015 |
Business Acquisition [Line Items] | |||
Acquisition-related expenses | $ 0.1 | $ 13.7 | |
Courier Corporation | |||
Business Acquisition [Line Items] | |||
Purchase price of acquisition, cash | $ 137.3 | ||
Issuance of common stock shares for acquisitions of businesses | 8 | ||
Transaction value of acquisition | $ 291.5 | ||
Debt assumed | 78.2 | ||
Cash acquired from acquisition | 20.9 | ||
Tax deductible goodwill | 7.5 | ||
Courier Corporation | Brazil | |||
Business Acquisition [Line Items] | |||
Transaction value of acquisition | 5.8 | ||
Debt assumed | 1.7 | ||
Cash acquired from acquisition | $ 0.4 |
Business Combination - Schedule
Business Combination - Schedule of Purchase Price Allocation for Acquisitions (Detail) - USD ($) $ in Millions | Sep. 30, 2016 | Dec. 31, 2015 | Jun. 08, 2015 |
Business Acquisition [Line Items] | |||
Goodwill | $ 81.2 | $ 81.2 | |
Courier Corporation | |||
Business Acquisition [Line Items] | |||
Accounts receivable | $ 32.8 | ||
Inventories | 58.7 | ||
Prepaid expenses and other current assets | 38.2 | ||
Property, plant and equipment | 158.1 | ||
Other intangible assets | 103.6 | ||
Other noncurrent assets | 7.7 | ||
Goodwill | 51.2 | ||
Accounts payable and accrued liabilities | (19.1) | ||
Other noncurrent liabilities | (5.7) | ||
Deferred taxes-net | (83.7) | ||
Total purchase price-net of cash acquired | 341.8 | ||
Less: debt assumed | 76.5 | ||
Less: value of common stock issued by RRD | 154.2 | ||
Net cash paid | $ 111.1 |
Business Combination - Fair Val
Business Combination - Fair Value, Valuation Techniques and Related Unobservable Inputs (Detail) - Courier Corporation - Fair Value, Inputs, Level 3 - Fair Value, Measurements, Nonrecurring $ in Millions | 9 Months Ended |
Sep. 30, 2016USD ($) | |
Customer Relationships | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | |
Fair Value | $ 93.5 |
Valuation Technique | Excess earnings |
Customer Relationships | Minimum | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | |
Discount rate | 14.00% |
Attrition rate | 0.00% |
Customer Relationships | Maximum | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | |
Discount rate | 17.00% |
Attrition rate | 5.00% |
Trade Names | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | |
Fair Value | $ 10.1 |
Valuation Technique | Relief-from-royalty method |
Discount rate | 12.00% |
Trade Names | Minimum | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | |
Royalty rate (pre-tax) | 0.30% |
Trade Names | Maximum | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | |
Royalty rate (pre-tax) | 1.00% |
Technology | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | |
Fair Value | $ 1.6 |
Valuation Technique | Relief-from-royalty method |
Discount rate | 11.00% |
Royalty rate (pre-tax) | 15.00% |
Business Combination - Pro Form
Business Combination - Pro Forma Financial Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended |
Sep. 30, 2015 | Sep. 30, 2015 | |
Business Combinations [Abstract] | ||
Net sales | $ 999 | $ 2,856.8 |
Net income | 21.8 | 68.5 |
Amortization of purchased intangibles | 5.2 | 15.8 |
Restructuring, impairment and other charges | $ 21.5 | $ 28 |
Business Combination - Pro Fo44
Business Combination - Pro Forma Adjustments Affecting Net Earnings (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended |
Sep. 30, 2015 | Sep. 30, 2015 | |
Business Combinations [Abstract] | ||
Depreciation and amortization of purchased assets, pre-tax | $ 0.3 | $ (3.1) |
Acquisition-related expenses, pre-tax | 0.2 | 18.8 |
Restructuring, impairment and other charges, pre-tax | 3.8 | 24.8 |
Inventory fair value adjustments, pre-tax | 6.7 | 9.9 |
Other pro forma adjustments, pre-tax | 0 | 0.5 |
Income taxes | $ (4.1) | $ (11.9) |
Inventories - Components of Inv
Inventories - Components of Inventories (Detail) - USD ($) $ in Millions | Sep. 30, 2016 | Dec. 31, 2015 |
Inventory Net [Abstract] | ||
Raw materials and manufacturing supplies | $ 106.1 | $ 101.9 |
Work in process | 81.8 | 61.8 |
Finished goods | 99.3 | 120.6 |
LIFO reserve | (58) | (66.7) |
Total | $ 229.2 | $ 217.6 |
Property, Plant and Equipment -
Property, Plant and Equipment - Components of Property, Plant and Equipment (Detail) - USD ($) $ in Millions | Sep. 30, 2016 | Dec. 31, 2015 |
Property Plant And Equipment [Abstract] | ||
Land | $ 47.1 | $ 48.5 |
Buildings | 770 | 774.5 |
Machinery and equipment | 4,217.8 | 4,282.8 |
Property, plant and equipment, gross | 5,034.9 | 5,105.8 |
Accumulated depreciation | (4,392.5) | (4,388.2) |
Total | $ 642.4 | $ 717.6 |
Property, Plant and Equipment47
Property, Plant and Equipment - Narrative (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Property Plant And Equipment [Abstract] | ||||
Depreciation expense | $ 35.8 | $ 42 | $ 112.4 | $ 120.1 |
Goodwill and Other Intangible48
Goodwill and Other Intangible Assets - Schedule of Changes in the Carrying Amount of Goodwill (Detail) - USD ($) $ in Millions | Sep. 30, 2016 | Dec. 31, 2015 |
Goodwill [Line Items] | ||
Goodwill gross | $ 961.9 | $ 953.6 |
Accumulated impairment losses | (880.7) | (872.4) |
Goodwill | 81.2 | 81.2 |
Goodwill [Line Items] | ||
Goodwill gross | 853.3 | 845 |
Accumulated impairment losses | (802.1) | (793.8) |
Goodwill | 51.2 | 51.2 |
Office Products | ||
Goodwill [Line Items] | ||
Goodwill gross | 108.6 | 108.6 |
Accumulated impairment losses | (78.6) | (78.6) |
Goodwill | $ 30 | $ 30 |
Goodwill and Other Intangible49
Goodwill and Other Intangible Assets - Components of Other Intangible Assets (Detail) - USD ($) $ in Millions | Sep. 30, 2016 | Dec. 31, 2015 |
Schedule Of Other Intangible Assets [Line Items] | ||
Gross Carrying Amount, amortizable intangible assets | $ 210.3 | $ 210.9 |
Accumulated Amortization, amortizable intangible assets | (107.6) | (95.3) |
Net Book Value, amortizable intangible assets | 102.7 | 115.6 |
Gross Carrying Amount, total other intangible assets | 242.4 | 243 |
Net Book Value, total other intangible assets | 134.8 | 147.7 |
Trade Names | ||
Schedule Of Other Intangible Assets [Line Items] | ||
Net Book Value, indefinite-lived trade names | 32.1 | 32.1 |
Customer Relationships | ||
Schedule Of Other Intangible Assets [Line Items] | ||
Gross Carrying Amount, amortizable intangible assets | 205.7 | 205.5 |
Accumulated Amortization, amortizable intangible assets | (105.6) | (93.6) |
Net Book Value, amortizable intangible assets | 100.1 | 111.9 |
Trade Names | ||
Schedule Of Other Intangible Assets [Line Items] | ||
Gross Carrying Amount, amortizable intangible assets | 4.6 | 5.4 |
Accumulated Amortization, amortizable intangible assets | (2) | (1.7) |
Net Book Value, amortizable intangible assets | $ 2.6 | $ 3.7 |
Goodwill and Other Intangible50
Goodwill and Other Intangible Assets - Narrative (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Goodwill And Intangible Assets Disclosure [Abstract] | ||||
Amortization expense for other intangible assets | $ 3.9 | $ 5.3 | $ 13 | $ 11.6 |
Goodwill and Other Intangible51
Goodwill and Other Intangible Assets - Schedule of Estimated Annual Amortization Expense Related to Other Intangible Assets (Detail) $ in Millions | Sep. 30, 2016USD ($) |
Goodwill And Intangible Assets Disclosure [Abstract] | |
2,016 | $ 17 |
2,017 | 15.8 |
2,018 | 11.2 |
2,019 | 10.4 |
2,020 | 10.4 |
2021 and thereafter | 50.9 |
Total | $ 115.7 |
Restructuring, Impairment and52
Restructuring, Impairment and Other Charges - Schedule of Net Restructuring, Impairment and Other Charges (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Restructuring Cost And Reserve [Line Items] | ||||
Employee Terminations | $ 1.8 | $ 14.7 | $ 3.5 | $ 18.2 |
Other Restructuring Charges | 1.5 | 2.3 | 4.8 | 4.6 |
Total Restructuring Charges | 3.3 | 17 | 8.3 | 22.8 |
Impairment | (0.9) | 7.7 | 0.5 | 8.3 |
Other Charges | 0.8 | 0.7 | 2.4 | 21.3 |
Total | 3.2 | 25.4 | 11.2 | 52.4 |
Total Operating Segments | Print | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Employee Terminations | 0.1 | 14.1 | 1.9 | 17.6 |
Other Restructuring Charges | 1.3 | 1.7 | 4.3 | 3.3 |
Total Restructuring Charges | 1.4 | 15.8 | 6.2 | 20.9 |
Impairment | (1) | 7.7 | 0.7 | 7.2 |
Other Charges | 0.8 | 0.7 | 2.4 | 21.3 |
Total | 1.2 | 24.2 | 9.3 | 49.4 |
Total Operating Segments | Office Products | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Employee Terminations | 0.1 | 0.5 | 0 | 0.5 |
Other Restructuring Charges | 0 | 0.6 | 0.3 | 1.3 |
Total Restructuring Charges | 0.1 | 1.1 | 0.3 | 1.8 |
Impairment | 0.1 | 0 | (0.2) | 1.1 |
Other Charges | 0 | 0 | 0 | 0 |
Total | 0.2 | 1.1 | 0.1 | 2.9 |
Corporate | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Employee Terminations | 1.6 | 0.1 | 1.6 | 0.1 |
Other Restructuring Charges | 0.2 | 0 | 0.2 | 0 |
Total Restructuring Charges | 1.8 | 0.1 | 1.8 | 0.1 |
Impairment | 0 | 0 | 0 | 0 |
Other Charges | 0 | 0 | 0 | 0 |
Total | $ 1.8 | $ 0.1 | $ 1.8 | $ 0.1 |
Restructuring, Impairment and53
Restructuring, Impairment and Other Charges - Narrative (Detail) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016USD ($)Employee | Sep. 30, 2015USD ($)Employee | Sep. 30, 2016USD ($)EmployeeFacility | Sep. 30, 2015USD ($)EmployeeFacility | |
Restructuring Cost And Reserve [Line Items] | ||||
Other Restructuring Charges | $ | $ 1.5 | $ 2.3 | $ 4.8 | $ 4.6 |
Number of employees used to determine employee termination costs | Employee | 48 | 750 | ||
Employee termination costs | $ | 1.8 | 14.7 | $ 3.5 | $ 18.2 |
Impairment charges, net | $ | $ (0.9) | $ 7.7 | $ 0.5 | $ 8.3 |
Number of facilities announced as closed | 3 | |||
Termination Two | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Number of employees who were terminated as of date | Employee | 48 | 48 | ||
Termination One | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Number of employees who were terminated as of date | Employee | 750 | 750 | ||
Restructuring Cost And Reserve [Line Items] | ||||
Number of facilities closed | 1 | |||
Number of facilities announced as closed | 2 | |||
Office Products | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Number of facilities announced as closed | 1 |
Restructuring, Impairment and54
Restructuring, Impairment and Other Charges - Other Charges - Narrative (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
Restructuring Cost And Reserve [Line Items] | |||||
Other Charges | $ 0.8 | $ 0.7 | $ 2.4 | $ 21.3 | |
Accrued liabilities | 204.6 | 204.6 | $ 202.5 | ||
Other noncurrent liabilities | 31.1 | 31.1 | $ 26.1 | ||
Courier Corporation | |||||
Restructuring Cost And Reserve [Line Items] | |||||
Restructuring, integration charges | 19.1 | ||||
Multi-employer pension plan withdrawal obligations | |||||
Restructuring Cost And Reserve [Line Items] | |||||
Other Charges | 0.8 | $ 0.7 | 2.4 | $ 21.3 | |
Accrued liabilities | 5.7 | 5.7 | |||
Other noncurrent liabilities | $ 40.1 | $ 40.1 |
Restructuring, Impairment and55
Restructuring, Impairment and Other Charges - Schedule of Changes in the Restructuring Reserve (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Restructuring Cost And Reserve [Line Items] | ||||
Balance at the beginning | $ 36.8 | |||
Restructuring Charges | $ 3.3 | $ 17 | 8.3 | $ 22.8 |
Foreign Exchange and Other | 1.9 | |||
Cash Paid | (21.4) | |||
Balance at the end | 25.6 | 25.6 | ||
Employee terminations | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Balance at the beginning | 13.2 | |||
Restructuring Charges | 3.5 | |||
Foreign Exchange and Other | 1.9 | |||
Cash Paid | (13.7) | |||
Balance at the end | 4.9 | 4.9 | ||
Lease terminations and other | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Balance at the beginning | 3.6 | |||
Restructuring Charges | 3.8 | |||
Foreign Exchange and Other | 0 | |||
Cash Paid | (5.2) | |||
Balance at the end | 2.2 | 2.2 | ||
Multi-employer pension plan withdrawal obligations | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Balance at the beginning | 20 | |||
Restructuring Charges | 1 | |||
Foreign Exchange and Other | 0 | |||
Cash Paid | (2.5) | |||
Balance at the end | $ 18.5 | $ 18.5 |
Restructuring, Impairment and56
Restructuring, Impairment and Other Charges - Restructuring Reserve - Narrative (Detail) - USD ($) $ in Millions | Sep. 30, 2016 | Dec. 31, 2015 |
Restructuring And Related Activities [Abstract] | ||
Current restructuring reserve (included in accrued liabilities) | $ 9.2 | |
Noncurrent restructuring reserve (included in noncurrent liabilities) | $ 16.4 | $ 18 |
Retirement Plans - Components o
Retirement Plans - Components of Estimated Net Pension Benefits Plan Income for Certain Plans in United Kingdom Mexico and From Acquisition of Esselte Corporation (“Esselte”) and Courier (Detail) - Pension Benefits - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | $ 0.1 | $ 0.1 | $ 0.2 | $ 0.2 |
Interest cost | 3.4 | 4.1 | 10 | 12.2 |
Expected return on plan assets | (5) | (6.2) | (15.1) | (18.5) |
Amortization, net | 0.3 | 0.2 | 1 | 0.8 |
Settlement | 0 | 0 | 0.5 | 0 |
Net periodic benefit income | $ (1.2) | $ (1.8) | $ (3.4) | $ (5.3) |
Retirement Plans - Narrative (D
Retirement Plans - Narrative (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended |
Jun. 30, 2016 | Sep. 30, 2016 | |
Defined Benefit Plan Disclosure [Line Items] | ||
Reduction in pension obligation | $ 35.1 | |
Selling, General and Administrative Expenses | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Pension non-cash settlement expense | $ 0.5 | |
Lump Sum Pension Payment Or Annuity | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Benefits Paid | $ 30.5 |
Equity - Schedule of the Compan
Equity - Schedule of the Company's Equity Activity (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Equity [Line Items] | ||||
Balance at December 31, 2015 | $ 1,276.6 | $ 1,174.5 | ||
Net income | $ 38.1 | $ 14.7 | 97.1 | 35.6 |
Net transfers to parent company | (933.5) | |||
Net transfers from parent company | 195.2 | |||
Other comprehensive income (loss) | (3.6) | (20) | ||
Balance at September 30, 2016 | 436.6 | 1,385.3 | 436.6 | 1,385.3 |
Accumulated Other Comprehensive Loss | ||||
Equity [Line Items] | ||||
Balance at December 31, 2015 | (204.5) | (168.2) | ||
Other comprehensive income (loss) | (3.6) | (20) | ||
Balance at September 30, 2016 | (208.1) | (188.2) | (208.1) | (188.2) |
Net Parent Company Investment | ||||
Equity [Line Items] | ||||
Balance at December 31, 2015 | 1,481.1 | 1,342.7 | ||
Net income | 97.1 | 35.6 | ||
Net transfers to parent company | (933.5) | |||
Net transfers from parent company | 195.2 | |||
Balance at September 30, 2016 | $ 644.7 | $ 1,573.5 | $ 644.7 | $ 1,573.5 |
Equity - Narrative (Detail)
Equity - Narrative (Detail) $ in Millions | 9 Months Ended |
Sep. 30, 2016USD ($) | |
RRD | |
Equity [Line Items] | |
Cash dividend paid in connection with separation | $ 806.2 |
Earnings per Share - Narrative
Earnings per Share - Narrative (Detail) - shares | 9 Months Ended | |
Sep. 30, 2016 | Oct. 01, 2016 | |
Subsequent Event | ||
Earnings Per Share [Line Items] | ||
Number of subsidiary shares distributed to parent company stockholders | 26,200,000 | |
Number of subsidiary shares retained by parent company | 6,200,000 | |
Number of total distribution of subsidiary shares by parent company | 32,400,000 | |
RRD | ||
Earnings Per Share [Line Items] | ||
Common stock distribution conversion terms | one share of LSC Communications common stock for every eight shares of RRD common stock held at the close of business on September 23, 2016, the record date. | |
RRD | Subsequent Event | ||
Earnings Per Share [Line Items] | ||
Number of share distributed to each stockholder in spinoff transaction | 0.125 |
Earnings per Share - Basic and
Earnings per Share - Basic and Diluted Earnings per Common Share and Average Number of Common Shares Outstanding (Detail) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Earnings Per Share [Abstract] | ||||
Net income | $ 38.1 | $ 14.7 | $ 97.1 | $ 35.6 |
Basic and diluted earnings per share | $ 1.18 | $ 0.45 | $ 3 | $ 1.10 |
Basic and diluted weighted average number of common shares outstanding | 32.4 | 32.4 | 32.4 | 32.4 |
Comprehensive Income - Schedule
Comprehensive Income - Schedule of Components of Other Comprehensive (Loss) Income and Income Tax Expense Allocated to Each Component (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
Other comprehensive (loss) income, Before Tax Amount | $ (1.1) | $ (9.6) | $ 0.9 | $ (19.6) |
Other comprehensive (loss) income, Income Tax Expense | (0.1) | 0.1 | 4.5 | 0.4 |
Other comprehensive income (loss) | (1) | (9.7) | (3.6) | (20) |
Translation adjustments | ||||
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
Other comprehensive (loss) income, Before Tax Amount | (2) | (9.9) | (3) | (21.3) |
Other comprehensive (loss) income, Income Tax Expense | 0 | 0 | 0 | 0 |
Other comprehensive income (loss) | (2) | (9.9) | (3) | (21.3) |
Pension and Other Postretirement Benefits Plan Cost | ||||
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
Other comprehensive (loss) income, Before Tax Amount | 0.9 | 0.3 | 3.9 | 1.7 |
Other comprehensive (loss) income, Income Tax Expense | (0.1) | 0.1 | 4.5 | 0.4 |
Other comprehensive income (loss) | $ 1 | $ 0.2 | $ (0.6) | $ 1.3 |
Comprehensive Income - Schedu64
Comprehensive Income - Schedule of Changes in Accumulated Other Comprehensive Loss (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
Balance at December 31, 2015 | $ 1,276.6 | $ 1,174.5 | ||
Other comprehensive income (loss) | $ (1) | $ (9.7) | (3.6) | (20) |
Balance at September 30, 2016 | 436.6 | 1,385.3 | 436.6 | 1,385.3 |
Pension and Other Postretirement Benefits Plan Cost | ||||
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
Balance at December 31, 2015 | (45.7) | (37.7) | ||
Other comprehensive income (loss) before reclassifications | 0.2 | 0 | ||
Amounts reclassified from accumulated other comprehensive loss | (0.8) | 1.3 | ||
Other comprehensive income (loss) | 1 | 0.2 | (0.6) | 1.3 |
Balance at September 30, 2016 | (46.3) | (36.4) | (46.3) | (36.4) |
Translation adjustments | ||||
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
Balance at December 31, 2015 | (158.8) | (130.5) | ||
Other comprehensive income (loss) before reclassifications | (3) | (21.3) | ||
Amounts reclassified from accumulated other comprehensive loss | 0 | 0 | ||
Other comprehensive income (loss) | (2) | (9.9) | (3) | (21.3) |
Balance at September 30, 2016 | (161.8) | (151.8) | (161.8) | (151.8) |
Accumulated Other Comprehensive Loss | ||||
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
Balance at December 31, 2015 | (204.5) | (168.2) | ||
Other comprehensive income (loss) before reclassifications | (2.8) | (21.3) | ||
Amounts reclassified from accumulated other comprehensive loss | (0.8) | 1.3 | ||
Other comprehensive income (loss) | (3.6) | (20) | ||
Balance at September 30, 2016 | $ (208.1) | $ (188.2) | $ (208.1) | $ (188.2) |
Comprehensive Income - Schedu65
Comprehensive Income - Schedule of Reclassification From Accumulated Other Comprehensive Loss (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | ||
Amortization of Pension Plan Cost: Net Actuarial Loss | |||||
Reclassification from Accumulated Other Comprehensive Loss | |||||
Reclassifications before tax | [1] | $ 0.3 | $ 0.2 | $ 1 | $ 0.8 |
Amortization of Pension Plan Cost: Settlement | |||||
Reclassification from Accumulated Other Comprehensive Loss | |||||
Reclassifications before tax | 0 | 0 | 0.5 | 0 | |
Amortization of Pension Plan Cost: Transfers | |||||
Reclassification from Accumulated Other Comprehensive Loss | |||||
Reclassifications before tax | 0 | 0 | 0 | 0.8 | |
Accumulated Defined Benefit Plans Adjustment Attributable to Parent | |||||
Reclassification from Accumulated Other Comprehensive Loss | |||||
Reclassifications before tax | 0.3 | 0.2 | 1.5 | 1.6 | |
Income tax expense | (0.7) | 0 | 2.3 | 0.3 | |
Reclassifications, net of tax | $ 1 | $ 0.2 | $ (0.8) | $ 1.3 | |
[1] | These accumulated other comprehensive income components are included in the calculation of net periodic pension benefits plan (income) expense recognized in cost of sales and selling, general and administrative expenses in the Condensed Combined Statements of Income (see Note 7, Retirement Plans). |
Segment Information - Narrative
Segment Information - Narrative (Detail) | 9 Months Ended |
Sep. 30, 2016Category | |
Office Products | |
Segment Reporting Information [Line Items] | |
Number of core product categories | 5 |
Segment Information - Schedule
Segment Information - Schedule of Segment Reporting Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
Segment Reporting Information [Line Items] | |||||
Net sales | $ 948.5 | $ 999 | $ 2,734.6 | $ 2,738.9 | |
Income (Loss) from Operations | 57 | 44.3 | 147.8 | 77 | |
Assets of Operations | 1,947.9 | 2,140.2 | 1,947.9 | 2,140.2 | $ 2,011.1 |
Depreciation and amortization | 40.6 | 48.1 | 129.7 | 134.2 | |
Capital Expenditures | 15.8 | 9.4 | 34.9 | 32.3 | |
Total Operating Segments | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 948.5 | 999 | 2,734.6 | 2,738.9 | |
Income (Loss) from Operations | 57.9 | 41.9 | 151.3 | 90.3 | |
Assets of Operations | 1,925 | 2,102.1 | 1,925 | 2,102.1 | |
Depreciation and amortization | 40.5 | 47.7 | 128.9 | 133.2 | |
Capital Expenditures | 14.4 | 9.4 | 30.8 | 32.3 | |
Total Operating Segments | Print | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 821.4 | 854.3 | 2,337.4 | 2,307.7 | |
Income (Loss) from Operations | 46.7 | 27.8 | 113.1 | 53.8 | |
Assets of Operations | 1,602.4 | 1,773.6 | 1,602.4 | 1,773.6 | |
Depreciation and amortization | 36.8 | 44 | 117.7 | 121.3 | |
Capital Expenditures | 13.8 | 7.4 | 28.3 | 28.9 | |
Total Operating Segments | Office Products | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 127.1 | 144.7 | 397.2 | 431.2 | |
Income (Loss) from Operations | 11.2 | 14.1 | 38.2 | 36.5 | |
Assets of Operations | 322.6 | 328.5 | 322.6 | 328.5 | |
Depreciation and amortization | 3.7 | 3.7 | 11.2 | 11.9 | |
Capital Expenditures | 0.6 | 2 | 2.5 | 3.4 | |
Corporate | |||||
Segment Reporting Information [Line Items] | |||||
Income (Loss) from Operations | (0.9) | 2.4 | (3.5) | (13.3) | |
Assets of Operations | 22.9 | 38.1 | 22.9 | 38.1 | |
Depreciation and amortization | 0.1 | $ 0.4 | 0.8 | $ 1 | |
Capital Expenditures | $ 1.4 | $ 4.1 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Detail) | Sep. 30, 2016Facility |
Commitments And Contingencies Disclosure [Abstract] | |
Number of sites cited as potentially responsible party | 9 |
Number of previously and currently owned sites with potential remediation obligations | 4 |
Debt - Schedule of the Company'
Debt - Schedule of the Company's Debt Obligations (Detail) - USD ($) $ in Millions | Sep. 30, 2016 | Dec. 31, 2015 | |
Debt Instrument [Line Items] | |||
Capital lease obligations | $ 6.6 | ||
Unamortized debt issuance costs | (14.4) | ||
Total debt | 807.8 | ||
Less: current portion | (52.1) | $ (2.6) | |
Long-term debt (Note 13) | 755.7 | $ 2.5 | |
Term Loan Facility due September 30, 2022 | |||
Debt Instrument [Line Items] | |||
Term Loan Facility | [1] | 365.6 | |
8.75% Senior Secured Notes due October 15, 2023 | |||
Debt Instrument [Line Items] | |||
Senior Secured Notes | $ 450 | ||
[1] | The borrowings under the term loan facility are subject to a variable interest rate. As of September 30, 2016 the interest rate was 7.00%. |
Debt - Schedule of the Compan70
Debt - Schedule of the Company's Debt (Parenthetical) (Detail) | 9 Months Ended |
Sep. 30, 2016 | |
Term Loan Facility due September 30, 2022 | |
Debt Instrument [Line Items] | |
Debt instrument, maturity date | Sep. 30, 2022 |
Debt instrument, variable interest rate | 7.00% |
8.75% Senior Secured Notes due October 15, 2023 | |
Debt Instrument [Line Items] | |
Debt instrument, interest rate | 8.75% |
Debt instrument, maturity date | Oct. 15, 2023 |
Debt - Narrative (Detail)
Debt - Narrative (Detail) | 9 Months Ended |
Sep. 30, 2016USD ($) | |
Revolving Credit Facility | |
Debt Instrument [Line Items] | |
Borrowings | $ 0 |
Credit Agreements | |
Debt Instrument [Line Items] | |
Debt instrument, interest payment terms | Interest on the Credit Agreement is due at least quarterly commencing on December 31, 2016. |
Debt instrument, frequency of periodic interest payment | quarterly |
Debt instrument, initial date of interest payment | Dec. 31, 2016 |
Allowable annual dividend payment under credit agreement | $ 50,000,000 |
Credit Agreements | Revolving Credit Facility | |
Debt Instrument [Line Items] | |
Debt instrument, maturity date | Sep. 30, 2021 |
Debt instrument, principal amount | $ 400,000,000 |
Credit Agreements | Base Rate | Revolving Credit Facility | Minimum | |
Debt Instrument [Line Items] | |
Debt instrument, applicable margin rate | 1.75% |
Credit Agreements | Base Rate | Revolving Credit Facility | Maximum | |
Debt Instrument [Line Items] | |
Debt instrument, applicable margin rate | 2.25% |
Credit Agreements | LIBOR Rate | Revolving Credit Facility | Minimum | |
Debt Instrument [Line Items] | |
Debt instrument, applicable margin rate | 2.75% |
Credit Agreements | LIBOR Rate | Revolving Credit Facility | Maximum | |
Debt Instrument [Line Items] | |
Debt instrument, applicable margin rate | 3.25% |
8.75% Senior Secured Notes due October 15, 2023 | |
Debt Instrument [Line Items] | |
Senior Secured Notes | $ 450,000,000 |
Debt instrument, interest rate | 8.75% |
Debt instrument, maturity date | Oct. 15, 2023 |
Debt instrument, interest payment terms | Interest on the Senior Notes is due semi-annually on April 15 and October 15, commencing on April 15, 2017. |
Debt instrument, frequency of periodic interest payment | semi-annually |
Debt instrument, initial date of interest payment | Apr. 15, 2017 |
Senior Secured Term Loan B Facility | |
Debt Instrument [Line Items] | |
Debt instrument, maturity date | Sep. 30, 2022 |
Senior Secured Term Loan B Facility | Credit Agreements | |
Debt Instrument [Line Items] | |
Debt instrument, maturity date | Sep. 30, 2022 |
Debt instrument, principal amount | $ 375,000,000 |
LIBOR floor rate | 1.00% |
Senior Secured Term Loan B Facility | Credit Agreements | Quarterly Installment for First Eight Quarters | |
Debt Instrument [Line Items] | |
Debt instrument, amortize in quarterly installment | $ 12,500,000 |
Senior Secured Term Loan B Facility | Credit Agreements | Quarterly Installment for Subsequent Quarters | |
Debt Instrument [Line Items] | |
Debt instrument, amortize in quarterly installment | $ 10,600,000 |
Senior Secured Term Loan B Facility | Credit Agreements | Base Rate | |
Debt Instrument [Line Items] | |
Debt instrument, applicable margin rate | 5.00% |
Senior Secured Term Loan B Facility | Credit Agreements | LIBOR Rate | |
Debt Instrument [Line Items] | |
Debt instrument, applicable margin rate | 6.00% |
Related Parties - Allocation of
Related Parties - Allocation of Expense Reflected in the Condensed Combined Financial Statements (Detail) - RRD - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Related Party Transaction [Line Items] | ||||
Total allocations from RRD | $ 67.8 | $ 62.7 | $ 185.6 | $ 182 |
Costs of Goods Sold | ||||
Related Party Transaction [Line Items] | ||||
Total allocations from RRD | 24.7 | 19.5 | 67 | 59 |
Selling, General and Administrative Expenses | ||||
Related Party Transaction [Line Items] | ||||
Total allocations from RRD | 41.7 | 41.6 | 113.3 | 118 |
Depreciation and Amortization | ||||
Related Party Transaction [Line Items] | ||||
Total allocations from RRD | $ 1.4 | $ 1.6 | $ 5.3 | $ 5 |
Related Parties - Narrative (De
Related Parties - Narrative (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
RRD’s subsidiaries. and Donnelley Financial Solutions | ||||
Related Party Transaction [Line Items] | ||||
Net revenues from intercompany sales | $ 19.4 | $ 15.6 | $ 54.7 | $ 50.9 |
RRD | ||||
Related Party Transaction [Line Items] | ||||
Freight, logistics and premedia services purchased | 43.1 | 53.6 | 135.3 | 156 |
Share based compensation costs | $ 1.2 | $ 1.3 | $ 4.3 | $ 4.3 |
Uncertain Tax Positions - Unrec
Uncertain Tax Positions - Unrecognized Tax Benefits (Detail) $ in Millions | 9 Months Ended |
Sep. 30, 2016USD ($) | |
Reconciliation Of Unrecognized Tax Benefits Excluding Amounts Pertaining To Examined Tax Returns Roll Forward | |
Balance at beginning of year | $ 4.6 |
Additions for tax positions of prior years | 0.1 |
Settlements during the year | (4.6) |
Foreign exchange and other | $ (0.1) |
Uncertain Tax Positions - Narra
Uncertain Tax Positions - Narrative (Detail) $ in Millions | 9 Months Ended |
Sep. 30, 2016USD ($) | |
Income Tax Disclosure [Abstract] | |
Income tax expense settlement related to prior year taxes in international jurisdiction | $ 4.6 |
Subsequent Events - Narrative (
Subsequent Events - Narrative (Detail) - USD ($) $ in Millions | 9 Months Ended | ||
Sep. 30, 2016 | Apr. 01, 2017 | Oct. 01, 2016 | |
Subsequent Event [Line Items] | |||
Net benefit plan obligation | $ 2,598.5 | ||
Expected Rate of Return | 7.30% | ||
Return Seeking Investments | |||
Subsequent Event [Line Items] | |||
Target asset allocation percentage | 60.00% | ||
Hedging Investments | |||
Subsequent Event [Line Items] | |||
Target asset allocation percentage | 40.00% | ||
RRD | |||
Subsequent Event [Line Items] | |||
Target cash balance | $ 30 | ||
Scenario, Forecast | RRD | |||
Subsequent Event [Line Items] | |||
Provision for future cash payment | $ 10 | ||
Subsequent Event | |||
Subsequent Event [Line Items] | |||
Workers' compensation liability | $ 38.9 | ||
Short-term workers’ compensation liabilities | 11.2 | ||
Long-term workers’ compensation liabilities | 27.7 | ||
Workers’ compensation recovery asset | 3.8 | ||
Net benefit plan obligation | $ 358.2 |
Subsequent Events - Summary of
Subsequent Events - Summary of Information about Obligations and Assets Qualified and Non-Qualified Plans (Detail) $ in Millions | 9 Months Ended |
Sep. 30, 2016USD ($) | |
Subsequent Event [Line Items] | |
Pension Benefit Obligations | $ 2,598.5 |
Fair Value of Plan Assets | 2,240.3 |
Unfunded Status | (358.2) |
Pre-tax Accumulated Other Comprehensive Loss | $ 807.4 |
Expected Rate of Return | 7.30% |
Qualified | |
Subsequent Event [Line Items] | |
Pension Benefit Obligations | $ 2,502 |
Fair Value of Plan Assets | 2,240.3 |
Unfunded Status | (261.7) |
Pre-tax Accumulated Other Comprehensive Loss | $ 776.4 |
Discount Rate Used to Measure Benefit Obligations | 3.80% |
Expected Rate of Return | 7.30% |
Non-Qualified | |
Subsequent Event [Line Items] | |
Pension Benefit Obligations | $ 96.5 |
Fair Value of Plan Assets | 0 |
Unfunded Status | (96.5) |
Pre-tax Accumulated Other Comprehensive Loss | $ 31 |
Discount Rate Used to Measure Benefit Obligations | 3.70% |
Expected Rate of Return | 0.00% |