Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2020 | Jul. 24, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2020 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q2 | |
No Trading Symbol Flag | true | |
Entity Registrant Name | LSC Communications, Inc. | |
Entity Central Index Key | 0001669812 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Shell Company | false | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Common Stock, Shares Outstanding | 33,586,062 | |
Entity File Number | 001-37729 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 36-4829580 | |
Entity Address, Address Line One | 191 N. Wacker Drive, Suite 1400 | |
Entity Address, City or Town | Chicago | |
Entity Address, State or Province | IL | |
Entity Address, Postal Zip Code | 60606 | |
City Area Code | 773 | |
Local Phone Number | 272-9200 | |
Document Quarterly Report | true | |
Document Transition Report | false |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) - USD ($) $ in Millions | Jun. 30, 2020 | Dec. 31, 2019 | [1] |
ASSETS | |||
Cash and cash equivalents | $ 97 | $ 105 | |
Receivables | |||
Amortized cost | 426 | 484 | |
Less: Allowance for credit losses | (15) | (12) | |
Receivables, net | 411 | 472 | |
Inventories (Note 5) | 141 | 170 | |
Income tax receivable | 3 | 5 | |
Prepaid expenses and other current assets | 45 | 36 | |
Total current assets | 697 | 788 | |
Property, plant and equipment-net (Note 6) | 409 | 440 | |
Goodwill (Note 7) | 52 | 52 | |
Other intangible assets-net (Note 7) | 112 | 120 | |
Right-of-use assets for operating leases | 140 | 163 | |
Deferred income taxes | 7 | 9 | |
Other noncurrent assets | 68 | 77 | |
Total assets | 1,485 | 1,649 | |
LIABILITIES | |||
Accounts payable | 88 | 175 | |
Accrued liabilities | 170 | 211 | |
Short-term debt and current portion of long-term debt (Note 10) | 1 | 465 | |
Short-term operating lease liabilities | 32 | 42 | |
Total current liabilities | 291 | 893 | |
Long-term debt (Note 10) | 0 | 445 | |
Pension liabilities | 1 | 156 | |
Restructuring and multi-employer pension liabilities (Note 8) | 0 | 42 | |
Long-term operating lease liabilities | 113 | 129 | |
Other noncurrent liabilities | 47 | 56 | |
Liabilities subject to compromise (Note 2) | 1,222 | 0 | |
Total liabilities | 1,674 | 1,721 | |
Commitments and contingencies (Note 9) | |||
EQUITY | |||
Common stock, $0.01 par value Authorized: 65,000,000 Issued: 35,719,936 shares in 2020 (2019: 35,559,052) | 0 | 0 | |
Additional paid-in capital | 837 | 835 | |
Accumulated deficit | (480) | (365) | |
Accumulated other comprehensive loss (Note 14) | (521) | (517) | |
Treasury stock, at cost: 2,133,874 shares in 2020 (2019: 2,084,055) | (25) | (25) | |
Total equity | (189) | (72) | |
Total liabilities and equity | $ 1,485 | $ 1,649 | |
[1] | As Adjusted, see Impact of Change in Accounting Principle |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) (Parenthetical) - $ / shares | Jun. 30, 2020 | Dec. 31, 2019 |
Statement Of Financial Position [Abstract] | ||
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, Authorized | 65,000,000 | 65,000,000 |
Common stock, Issued | 35,719,936 | 35,559,052 |
Treasury stock, shares | 2,133,874 | 2,084,055 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | ||||||
Jun. 30, 2020 | Mar. 31, 2020 | Jun. 30, 2019 | [1] | Mar. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | [1] | |
Income Statement [Abstract] | ||||||||
Net sales | $ 532 | $ 869 | $ 1,233 | $ 1,714 | ||||
Type of Revenue [Extensible List] | lksd:ProductsAndServicesMember | lksd:ProductsAndServicesMember | lksd:ProductAndServicesMember | lksd:ProductAndServicesMember | ||||
Cost of sales | $ 468 | $ 750 | $ 1,084 | $ 1,485 | ||||
Type of Cost, Good or Service [Extensible List] | lksd:ProductsAndServicesMember | lksd:ProductsAndServicesMember | lksd:ProductAndServicesMember | lksd:ProductAndServicesMember | ||||
Selling, general and administrative expenses (exclusive of depreciation and amortization) | $ 61 | $ 80 | $ 136 | $ 165 | ||||
Restructuring, impairment and other charges-net (Note 8) | 32 | 24 | 58 | 37 | ||||
Depreciation and amortization | 28 | 31 | 55 | 62 | ||||
(Loss) from operations | (57) | (16) | (100) | (35) | ||||
Interest expense-net (Note 10) | 3 | 19 | 21 | 38 | ||||
Settlement of retirement benefit obligations (Note 12) | 0 | 1 | 0 | 133 | ||||
Investment and other (income)-net | (11) | (8) | (21) | (16) | ||||
Reorganization items, net (Note 2) | 14 | 0 | 14 | 0 | ||||
(Loss) before income taxes | (63) | (28) | (114) | (190) | ||||
Income tax (benefit) expense | 0 | (3) | 1 | (40) | ||||
Net (loss) | $ (63) | $ (52) | $ (25) | $ (125) | $ (115) | $ (150) | [2] | |
Net (loss) per common share (Note 11) | ||||||||
Basic net (loss) per share | $ (1.86) | $ (0.72) | $ (3.42) | $ (4.49) | [2] | |||
Diluted net (loss) per share | $ (1.86) | $ (0.72) | $ (3.42) | $ (4.49) | [2] | |||
Weighted-average number of common shares outstanding: | ||||||||
Basic | 33.7 | 33.5 | 33.6 | 33.4 | [2] | |||
Diluted | 33.7 | 33.5 | 33.6 | 33.4 | [2] | |||
[1] | As Adjusted, see Impact of Change in Accounting Principle | |||||||
[2] | Overview and Basis of Presentation |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2020 | Jun. 30, 2019 | [1] | Jun. 30, 2020 | Jun. 30, 2019 | [1] | |
Statement Of Income And Comprehensive Income [Abstract] | ||||||
Net (loss) | $ (63) | $ (25) | $ (115) | $ (150) | [2] | |
Other comprehensive income (loss), net of tax (Note 14): | ||||||
Translation adjustments | 1 | 1 | (10) | 2 | ||
Adjustment for net periodic pension plan cost | 3 | 4 | 6 | 110 | ||
Other comprehensive income (loss) | 4 | 5 | (4) | 112 | ||
Comprehensive (loss) income | $ (59) | $ 20 | $ (119) | $ (38) | ||
[1] | As Adjusted, see Impact of Change in Accounting Principle | |||||
[2] | Overview and Basis of Presentation |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED) (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Adjustments for net pension plan cost, tax expense | $ 1 | $ 1 | $ 2 | $ 37 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) $ in Millions | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | [1] | |
Cash Flows from Operating Activities | |||
Net (loss) | $ (115) | $ (150) | |
Adjustments to reconcile net (loss) to net cash provided by operating activities: | |||
Impairment charges | 2 | 19 | |
Depreciation and amortization | 55 | 62 | |
Provision for doubtful accounts receivable | 3 | 4 | |
Share-based compensation | 2 | 4 | |
Deferred income taxes | (1) | (39) | |
Settlement of retirement benefit obligations | 0 | 133 | |
Non-cash reorganization items, net | 7 | 0 | |
Other | 1 | 1 | |
Changes in operating assets and liabilities - net of acquisitions and dispositions: | |||
Accounts receivable-net | 53 | 32 | |
Inventories | 28 | (15) | |
Prepaid expenses and other current assets | (14) | 1 | |
Accounts payable | 43 | (13) | |
Income taxes payable and receivable | 1 | (3) | |
Accrued liabilities and other | (15) | (33) | |
Changes in liabilities subject to compromise | (40) | 0 | |
Net cash provided by operating activities | 10 | 3 | |
Cash Flows from Investing Activities | |||
Capital expenditures | (17) | (49) | |
Acquisitions of businesses, net of cash acquired | 0 | (3) | |
Net proceeds from sales and purchases of investments and other assets | 2 | 0 | |
Net cash (used in) investing activities | (15) | (52) | |
Cash Flows from Financing Activities | |||
Payments of current maturities and long-term debt | 0 | (22) | |
Net proceeds from credit facility borrowings | 3 | 84 | |
Debt issuance costs | (1) | 0 | |
Dividends paid | 0 | (17) | |
Other financing activities | 0 | (1) | |
Net cash provided by financing activities | 2 | 44 | |
Effect of exchange rate on cash and cash equivalents | (2) | 1 | |
Net (decrease) in cash, cash equivalents and restricted cash | (5) | (4) | |
Cash, cash equivalents and restricted cash at beginning of year | 106 | 24 | |
Cash, cash equivalents and restricted cash at end of period | $ 101 | $ 20 | |
[1] | As Adjusted, see Impact of Change in Accounting Principle |
CONDENSED CONSOLIDATED STATEM_5
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) (Parenthetical) - USD ($) $ in Millions | Jun. 30, 2020 | Dec. 31, 2019 | Jun. 30, 2019 | [1] | Dec. 31, 2018 | [1] | |
Reconciliation to the Consolidated Balance Sheets | |||||||
Cash and cash equivalents | $ 97 | $ 105 | [1] | ||||
Restricted cash included in prepaid expenses and other current assets | $ 4 | $ 1 | |||||
Restricted Cash Equivalents, Current, Asset, Statement of Financial Position [Extensible List] | us-gaap:PrepaidExpenseAndOtherAssetsCurrent | us-gaap:PrepaidExpenseAndOtherAssetsCurrent | |||||
Total cash, cash equivalents and restricted cash shown in the condensed consolidated statements of cash flows | $ 101 | $ 106 | $ 20 | $ 24 | |||
[1] | As Adjusted, see Impact of Change in Accounting Principle |
CONDENSED CONSOLIDATED STATEM_6
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (UNAUDITED) - USD ($) shares in Millions, $ in Millions | Total | Common Stock | Additional Paid-in Capital | Treasury Stock | (Accumulated Deficit) | Accumulated Other Comprehensive (Loss) Income | ||
Balance at Dec. 31, 2018 | $ 178 | $ 0 | $ 828 | $ (24) | $ (51) | $ (575) | ||
Balance (in shares) at Dec. 31, 2018 | 35 | 2 | ||||||
Net (loss) | (125) | $ 0 | 0 | $ 0 | (125) | 0 | ||
Issuance of share-based awards, net of withholdings and other | (1) | $ 0 | 0 | $ (1) | 0 | 0 | ||
Issuance of share-based awards, net of withholdings and other (in shares) | 1 | 0 | ||||||
Share-based compensation | 3 | $ 0 | 3 | $ 0 | 0 | 0 | ||
Cash dividends paid | (9) | 0 | 0 | 0 | (9) | 0 | ||
Other comprehensive income (loss) | 107 | 0 | 0 | 0 | 0 | 107 | ||
Balance at Mar. 31, 2019 | 153 | $ 0 | 831 | $ (25) | (185) | (468) | ||
Balance (in shares) at Mar. 31, 2019 | 36 | 2 | ||||||
Balance at Dec. 31, 2018 | 178 | $ 0 | 828 | $ (24) | (51) | (575) | ||
Balance (in shares) at Dec. 31, 2018 | 35 | 2 | ||||||
Net (loss) | [1],[2] | (150) | ||||||
Other comprehensive income (loss) | [2] | 112 | ||||||
Balance at Jun. 30, 2019 | 126 | $ 0 | 832 | $ (25) | (218) | (463) | ||
Balance (in shares) at Jun. 30, 2019 | 36 | 2 | ||||||
Balance at Mar. 31, 2019 | 153 | $ 0 | 831 | $ (25) | (185) | (468) | ||
Balance (in shares) at Mar. 31, 2019 | 36 | 2 | ||||||
Net (loss) | (25) | [2] | $ 0 | 0 | $ 0 | (25) | 0 | |
Share-based compensation | 1 | 0 | 1 | 0 | 0 | 0 | ||
Cash dividends paid | (8) | 0 | 0 | 0 | (8) | 0 | ||
Other comprehensive income (loss) | 5 | [2] | 0 | 0 | 0 | 0 | 5 | |
Balance at Jun. 30, 2019 | 126 | $ 0 | 832 | $ (25) | (218) | (463) | ||
Balance (in shares) at Jun. 30, 2019 | 36 | 2 | ||||||
Balance at Dec. 31, 2019 | (72) | [2] | $ 0 | 835 | $ (25) | (365) | (517) | |
Balance (in shares) at Dec. 31, 2019 | 36 | 2 | ||||||
Net (loss) | (52) | $ 0 | 0 | $ 0 | (52) | 0 | ||
Share-based compensation | 1 | 0 | 1 | 0 | 0 | 0 | ||
Other comprehensive income (loss) | (8) | 0 | 0 | 0 | 0 | (8) | ||
Balance at Mar. 31, 2020 | (131) | $ 0 | 836 | $ (25) | (417) | (525) | ||
Balance (in shares) at Mar. 31, 2020 | 36 | 2 | ||||||
Balance at Dec. 31, 2019 | (72) | [2] | $ 0 | 835 | $ (25) | (365) | (517) | |
Balance (in shares) at Dec. 31, 2019 | 36 | 2 | ||||||
Net (loss) | (115) | |||||||
Other comprehensive income (loss) | (4) | |||||||
Balance at Jun. 30, 2020 | (189) | $ 0 | 837 | $ (25) | (480) | (521) | ||
Balance (in shares) at Jun. 30, 2020 | 36 | 2 | ||||||
Balance at Mar. 31, 2020 | (131) | $ 0 | 836 | $ (25) | (417) | (525) | ||
Balance (in shares) at Mar. 31, 2020 | 36 | 2 | ||||||
Net (loss) | (63) | $ 0 | 0 | $ 0 | (63) | 0 | ||
Share-based compensation | 1 | 0 | 1 | 0 | 0 | 0 | ||
Other comprehensive income (loss) | 4 | 0 | 0 | 0 | 0 | 4 | ||
Balance at Jun. 30, 2020 | $ (189) | $ 0 | $ 837 | $ (25) | $ (480) | $ (521) | ||
Balance (in shares) at Jun. 30, 2020 | 36 | 2 | ||||||
[1] | Overview and Basis of Presentation | |||||||
[2] | As Adjusted, see Impact of Change in Accounting Principle |
CONDENSED CONSOLIDATED STATEM_7
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (UNAUDITED) (Parenthetical) - $ / shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Statement Of Stockholders Equity [Abstract] | ||||
Dividends declared per common share | $ 0 | $ 0.26 | $ 0 | $ 0.52 |
Overview and Basis of Presentat
Overview and Basis of Presentation | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Overview and Basis of Presentation | Note 1. Overview and Basis of Presentation Description of Business The principal business of LSC Communications, Inc., a Delaware corporation, and its direct or indirect wholly-owned subsidiaries (“LSC Communications,” “the Company,” “we,” “our” and “us”) is to offer a broad scope of traditional and digital print, print-related services and office products. The Company serves the needs of publishers, merchandisers and retailers worldwide with a service offering that includes e-services, logistics, warehousing and fulfillment and supply chain management services. The Company utilizes a broad portfolio of technology capabilities coupled with consultative attention to clients' needs to increase speed to market, reduce costs, provide postal savings to customers and improve efficiencies. The Company prints magazines, catalogs, books and directories, and its office products offerings include filing products, envelopes, note-taking products, binder products, and forms. Voluntary Reorganization under Chapter 11 On April 13, 2020 (the “Petition Date”), the Company and certain of its subsidiaries filed voluntary petitions for relief under Chapter 11 of title 11 of the United States Code, 11 U.S.C. §§ 101-1532 (the “Bankruptcy Code”) in the United States Bankruptcy Court for the Southern District of New York (the “Bankruptcy Court”) (collectively, the “Chapter 11 Cases”). Refer to Note 2, Voluntary Reorganization under Chapter 11 Going Concern The accompanying condensed consolidated financial statements were prepared assuming that the Company will continue as a going concern and contemplate the continuity of our operations, realization of assets and satisfaction of liabilities and commitments in the normal course of business. Our ability to continue as a going concern is contingent upon our ability to comply with the covenants of the Debtor-in-Possession Credit Agreement described in Note 10, Debt While operating as debtors-in-possession under Chapter 11, we may sell or otherwise dispose of or liquidate assets or settle liabilities, subject to the approval of the Bankruptcy Court or as otherwise permitted in the ordinary course of business (and subject to restrictions in our debt agreements), for amounts other than those reflected in the accompanying condensed consolidated financial statements. Further, the plan of reorganization could materially change the amounts and classifications of assets and liabilities reported in the condensed consolidated financial statements. As a result of the factors noted above, we believe there is substantial doubt about the Company’s ability to continue as a going concern. The condensed consolidated financial statements included in this quarterly report on Form 10-Q do not include any adjustments related to the recoverability and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. Coronavirus Pandemic (“COVID-19”) During and subsequent to the six months ended June 30, 2020 world at an increasing rate. Measures taken by governmental authorities and private actors to limit the spread of this virus may interfere with the ability of the Company's employees, suppliers, and other business providers to carry out their assigned tasks or supply materials at ordinary levels of performance relative to the conduct of the business which may cause a material curtailment to certain business operations. Moreover, as a large part of the Company's business involves sales of books and other products used in schools and school facilities, if COVID-19 related measures continue to result in widespread and lengthy school closings, the Company's consolidated results of operations and financial condition will be adversely impacted. Books sold in retail stores have also been adversely impacted as both large chains and independent stores have been forced to close. Additionally, as COVID-19 has significantly impacted retailers' stores, distribution centers and supply chains, the Company has experienced an adverse impact on our catalogs and office products businesses. Disruption across many other industries has also significantly impact demand for advertising, which is expected to result in page count and volume reductions in magazines. We continue to monitor the situation, to assess further possible implications to our business and customers, and to take actions in an effort to mitigate adverse consequences. The Company has expanded its work-from-home policy for its non-manufacturing employees, has focused on obtaining protective equipment and implementing social distancing and other policies for its manufacturing employees and continues to adhere to guidance issued by governmental authorities. On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) was signed into law. Refer to Note 13, Taxes Basis of Presentation The condensed consolidated financial statements include the balance sheets and statements of operations, stockholders’ equity and cash flows in conformity with accounting principles generally accepted in the United States (“GAAP”). All intercompany transactions have been eliminated in consolidation. These unaudited condensed consolidated interim financial statements include estimates and assumptions of management that affect the amounts reported in the condensed consolidated financial statements. Actual results could differ from these estimates. As a result of the Company’s segment analysis in the fourth quarter of 2019, Mexico All prior year amounts have been reclassified to conform to the Company’s current reporting structure. Segment Information The Company adopted Accounting Standards Update No. 2016-13 retrospective adoption method. As a result of the adoption, the Company separately disclosed the amortized cost amount of total receivables separately from the allowance for credit losses in the condensed consolidated balance sheet. Refer to Note 3, Revenue Recognition , for more information Impact of Change in Accounting Principle Beginning in the first quarter of 2020, the Company changed the method of accounting for the market-related value of assets for a class of assets within the U.S. Qualified Plan and Non-Qualified plans. This class of assets is currently comprised of liability-hedging investments, which represents approximately 60% of the plans’ assets. Liability-hedging investments provide a natural hedge against the changes in the recorded amount of net periodic pension cost. Refer to Note 12, Retirement Plans The change in accounting principle requires retrospective application and prospective disclosure. Refer below for the restatements on previously issued financial statements. Retrospective application was applied to periods beginning in 2017 as it was determined not to be possible to go further than that date due to the Company’s separation in 2016 from its prior parent company. Prior to the separation in 2016, the U.S. Qualified and Non-Qualified pension plans were legally owned by the Company’s prior parent company. The cumulative effect of the change on accumulated deficit was an increase in deficit of $9 million as of January 1, 2019 and a $9 million decrease in accumulated other comprehensive loss, as shown in the condensed statement of stockholders’ equity. The historical statements of cash flows are also being retrospectively restated as changes in net (loss) income, expense related to settlement of retirement obligations and pension income flow through the operating activities section with an offsetting impact to the change in accrued liabilities and other. There is no net impact to cash flows provided by (used in) operating activities. The tables below represent the impact of the change in accounting principle on the condensed consolidated balance sheets and statement of stockholders’ equity for certain periods since 2018: Previously Disclosed in Form 10-K As Reported with Change As of December 31, 2018 Impact of Change As of December 31, 2018 Equity (Accumulated deficit) $ (42 ) $ (9 ) $ (51 ) Accumulated other comprehensive (loss) income (584 ) 9 (575 ) Previously Disclosed in Form 10-K As Reported with Change As of December 31, 2019 Impact of Change As of December 31, 2019 Equity (Accumulated deficit) $ (354 ) $ (11 ) $ (365 ) Accumulated other comprehensive (loss) income (528 ) 11 (517 ) Previously Disclosed in Form 10-Q As Reported with Change As of March 31, 2019 Impact of Change As of March 31, 2019 Equity (Accumulated deficit) $ (177 ) $ (8 ) $ (185 ) Accumulated other comprehensive (loss) income (476 ) 8 (468 ) Previously Disclosed in Form 10-Q As Reported with Change As of June 30, 2019 Impact of Change As of June 30, 2019 Equity (Accumulated deficit) $ (209 ) $ (9 ) $ (218 ) Accumulated other comprehensive (loss) income (472 ) 9 (463 ) The tables below represent the impact of the change in accounting principle on the condensed consolidated statements of operations and comprehensive income for the three and six months ended June 30, 2019: Previously Disclosed in Form 10-Q As Reported with Change Three Months Ended June 30, 2019 Impact of Change Three Months Ended June 30, 2019 Settlement of retirement benefit obligations $ 1 $ — $ 1 Investment and other (income) expense (9 ) 1 (8 ) (Loss) before income taxes (27 ) (1 ) (28 ) Income tax (benefit) (3 ) — (3 ) Net (loss) (24 ) (1 ) (25 ) Basic net (loss) per share (0.69 ) (0.03 ) (0.72 ) Diluted net (loss) per share (0.69 ) (0.03 ) (0.72 ) Adjustment for net periodic pension plan cost 3 1 4 Other comprehensive income 4 1 5 Comprehensive (loss) (20 ) — (20 ) Previously Disclosed in Form 10-Q As Reported with Change Six Months Ended June 30, 2019 Impact of Change Six Months Ended June 30, 2019 Settlement of retirement benefit obligations $ 136 $ (3 ) $ 133 Investment and other (income) expense (19 ) 3 (16 ) (Loss) before income taxes (190 ) — (190 ) Income tax (benefit) (40 ) — (40 ) Net (loss) (150 ) — (150 ) Basic net (loss) per share (4.48 ) (0.01 ) (4.49 ) Diluted net (loss) per share (4.48 ) (0.01 ) (4.49 ) Adjustment for net periodic pension plan cost 110 — 110 Other comprehensive income 112 — 112 Comprehensive (loss) (38 ) — (38 ) The tables below represent the impact of the change in accounting principle on the condensed consolidated balance sheet as of June 30, 2020 and the statements of operations and comprehensive income for the three and six months ended June 30, 2020: Previous Accounting Method As Reported June 30, 2020 Impact of Change June 30, 2020 Equity (Accumulated deficit) $ (473 ) $ (7 ) $ (480 ) Accumulated other comprehensive (loss) income (530 ) 9 (521 ) Liabilities subject to compromise (a) 1,225 (3 ) 1,222 (a) Pension liabilities related to the U.S. Qualified Plan and Non-Qualified plans were classified as liabilities subject to compromise in the condensed consolidated balance sheet at June 30, 2020. Previous Accounting Method As Reported Three Months Ended June 30, 2020 Impact of Change Three Months Ended June 30, 2020 Investment and other (income) $ (9 ) $ (2 ) $ (11 ) (Loss) income before income taxes (65 ) 2 (63 ) Income tax (benefit) expense (1 ) 1 — Net (loss) income (64 ) 1 (63 ) Basic net (loss) income per share (1.91 ) 0.05 (1.86 ) Diluted net (loss) income per share (1.91 ) 0.05 (1.86 ) Adjustment for net periodic pension plan cost 3 — 3 Other comprehensive income 4 — 4 Comprehensive (loss) income (60 ) 1 (59 ) Previous Accounting Method As Reported Six Months Ended June 30, 2020 Impact of Change Six Months Ended June 30, 2020 Investment and other (income) $ (17 ) $ (4 ) $ (21 ) (Loss) income before income taxes (118 ) 4 (114 ) Income tax expense — 1 1 Net (loss) income (118 ) 3 (115 ) Basic net (loss) income per share (3.52 ) 0.10 (3.42 ) Diluted net (loss) income per share (3.52 ) 0.10 (3.42 ) Adjustment for net periodic pension plan cost 7 (1 ) 6 Other comprehensive (loss) (3 ) (1 ) (4 ) Comprehensive (loss) income (121 ) 2 (119 ) |
Voluntary Reorganization under
Voluntary Reorganization under Chapter 11 | 6 Months Ended |
Jun. 30, 2020 | |
Reorganizations [Abstract] | |
Voluntary Reorganization under Chapter 11 | Note 2. Voluntary Reorganization under Chapter 11 Background Information The Chapter 11 Cases are being jointly administered under the caption In re LSC Communications, Inc. Significant Bankruptcy Court Actions On April 15, 2020, the Bankruptcy Court entered orders granting interim approval of certain motions (the “First Day Motions”), enabling us to conduct our business activities in the ordinary course, subject to the terms and conditions of such orders, including authorizing us to pay employee wages and benefits, to pay taxes and certain governmental fees and charges, to continue to operate our cash management system in the ordinary course, and to pay prepetition claims of certain of our vendors. The First Day Motions were subsequently approved by the Bankruptcy Court on a final basis at hearings on May 12, 2020 and June 2, 2020. Proposed Sale On June 5, 2020, the Bankruptcy Court entered an order granting approval for a sale and bidding process through which we are authorized to determine the highest or otherwise best offer for the sale of all or substantially all of our assets pursuant to Section 363 of the Bankruptcy Code or a Chapter 11 plan of reorganization. The auction, if one is held, is currently scheduled for August 25, 2020, and a hearing approving the sale is currently scheduled for September 1, 2020. Debtor-In-Possession The Debtors are currently operating as debtors in possession in accordance with the applicable provisions of the Bankruptcy Code. The Bankruptcy Court has approved motions filed by the Debtors that were designed primarily to mitigate the impact of the Chapter 11 Cases on the Company’s operations, customers and employees. In general, as debtors-in-possession under the Bankruptcy Code, the Debtors are authorized to continue to operate as an ongoing business, but may not engage in transactions outside the ordinary course of business without the prior approval of the Bankruptcy Court. The Company and its debtor subsidiaries have filed monthly financial reports with the Bankruptcy Court since the filing date. Debtor-In-Possession Financing As previously disclosed, on April 15, 2020, we obtained debtor-in-possession financing of up to $100 million which, together with our normal operating cash flows, will provide liquidity for the Company to operate as usual and fulfill ongoing commitments to stakeholders during the pendency of the Chapter 11 Cases. The debtor-in-possession financing facility was approved on a final basis on June 2, 2020. Refer to Note 10, Debt , for information on the debtor-in-possession financing facility. Automatic Stay During the pendency of the Chapter 11 Cases, attempts to prosecute, collect, secure or enforce remedies with respect to prepetition claims against the debtors, including litigation relating to the entities involved in the Chapter 11 Cases, are subject to the automatic stay provisions of section 362(a) of the Bankruptcy Code, as modified or amended by the terms of any order entered in the Chapter 11 Cases. For goods and services provided following the Petition Date, the Company expects to continue to pay vendors under normal terms. Executory Contracts Subject to certain exceptions, under the Bankruptcy Code, the Debtors may assume, amend or reject certain executory contracts and unexpired leases subject to the approval of the Bankruptcy Court and certain other conditions. Generally, the rejection of an executory contract or unexpired lease is treated as a pre-petition breach of such executory contract or unexpired lease and, subject to certain exceptions, relieves the Debtors from performing their future obligations under such executory contract or unexpired lease but entitles the contract counterparty or lessor to a prepetition general unsecured claim for damages caused by such deemed breach. Generally, the assumption of an executory contract or unexpired lease requires the Debtors to cure existing monetary defaults under such executory contract or unexpired lease and provide adequate assurance of future performance. Accordingly, any description of an executory contract or unexpired lease with the Debtors in this document, including, where applicable, a quantification of the Company’s obligations under any such executory contract or unexpired lease of the Debtors, is qualified by any overriding rejection rights the Company has under the Bankruptcy Code. Potential Claims Debtors have filed with the Bankruptcy Court schedules and statements setting forth, among other things, the assets and liabilities of each of the debtors, subject to the assumptions filed in connection therewith. These schedules and statements may be subject to further amendment or modification after filing. Differences in amounts recorded and claims filed by creditors will be investigated and resolved, including through the filing of objections with the Bankruptcy Court, where appropriate. The Bankruptcy Court does not allow for claims that have been acknowledged as duplicates. In addition, the Company may ask the Bankruptcy Court to disallow claims that the Company believes have been later amended or superseded, are without merit, are overstated or should be disallowed for other reasons. In addition, as a result of this process, the Company may identify additional liabilities that will need to be recorded or reclassified to liabilities subject to compromise in the Company’s condensed consolidated balance sheet. In light of the substantial number of claims filed, and expected to be filed, the claims resolution process may take considerable time to complete and likely will continue after the Chapter 11 Cases emerge from bankruptcy. Accounting Considerations The Company has applied Accounting Standards Codification (“ASC”) Topic 852, Reorganizations (“ASC 852”), in preparing the condensed consolidated financial statements. ASC 852 requires the financial statements, for periods subsequent to the commencement of the Chapter 11 Cases, to distinguish transactions and events that are directly associated with the reorganization from the ongoing operations of the business. Accordingly, certain charges incurred during 2020 related to the Chapter 11 Cases are recorded as reorganization items, net in the Company’s condensed consolidated statement of operations. In addition, pre-petition debtor obligations that may be impacted by the Chapter 11 Cases have been classified as liabilities subject to compromise in the Company’s condensed consolidated balance sheet at June 30, 2020. Generally, actions to enforce or ASC 852 requires certain additional reporting for financial statements prepared between the Petition Date and the date of emergence from bankruptcy, including: • Reclassification of debtor pre-petition liabilities that are unsecured, under-secured or where it cannot be determined that the liabilities are fully secured, to a separate line item in the condensed consolidated balance sheet called, "Liabilities subject to compromise"; and • Segregation of reorganization items, net as a separate line in the condensed consolidated statement of operations, outside of loss from operations. See below for more information regarding balances disclosed as reorganization items, net and liabilities subject to compromise. Reorganization Items, Net The debtors have incurred and will continue to incur significant costs associated with the reorganization. Three and Six Months Ended June 30, 2020 Professional fees $ 22 Adjustments of other claims (8 ) Debt fees 1 Other net (gain) (1 ) Reorganization items, net $ 14 Professional fees included in reorganization items, net represent fees for post-petition expenses related to the Chapter 11 Cases. Adjustments of other claims represents net gains on trade accounts payable claims that have been settled by the Bankruptcy Court. Debt fees are related to the Company’s DIP Credit Agreement. Other net (gain) includes amounts related to the Company’s key employee incentive and retention plans and gains related to the income statement impact of writing off leases that have been rejected by the Bankruptcy Court. Cash paid for reorganization items, net was $7 Liabilities Subject to Compromise Liabilities subject to compromise at June 30, 2020 consisted of the following: June 30, 2020 Debt $ 910 Accrued interest payable 21 Accounts Payable 87 Pension liabilities 131 Restructuring and multiemployer pension liabilities 60 Employee-related liabilities 7 Other liabilities 6 Total liabilities subject to compromise $ 1,222 Refer to Note 10, Debt Debtor-in-Possession Financial Information The financial statements below represent the condensed combined financial statements of the debtors. The financial statements exclude the results of the Company’s subsidiaries that are not included in the Chapter 11 Cases. Intercompany transactions among the debtors have been eliminated in the financial statements contained herein. Intercompany transactions among the debtors and the non-filing entities have not been eliminated in the condensed combined financial statements below. Debtor’s Balance Sheet June 30, 2020 ASSETS Cash and cash equivalents $ 85 Receivables Amortized cost 386 Less: Allowance for credit losses (14 ) Receivables, net 372 Receivables, net from non-filing entities 58 Inventories 107 Income tax receivable 2 Prepaid expenses and other current assets 43 Total current assets 667 Property, plant and equipment-net 386 Goodwill 52 Other intangible assets-net 111 Right-of-use assets for operating leases 128 Investment in non-filing subsidiaries 211 Other noncurrent assets 67 Total assets $ 1,622 LIABILITIES Accounts payable $ 71 Accrued liabilities 156 Short-term debt and current portion of long-term debt 1 Short-term operating lease liabilities 30 Total current liabilities 258 Long-term operating lease liabilities 103 Other noncurrent liabilities 45 Liabilities subject to compromise 1,289 Total liabilities $ 1,695 Commitments and contingencies EQUITY Common stock, $0.01 par value — Additional paid-in capital 842 Accumulated deficit (423 ) Accumulated other comprehensive loss (467 ) Treasury stock, at cost (25 ) Total equity (73 ) Total liabilities and equity $ 1,622 Debtor’s Statements of Operations Three Months Ended Six Months Ended June 30, 2020 June 30, 2020 Net sales $ 500 $ 1,154 Cost of sales 443 1,025 Selling, general and administrative expenses (exclusive of depreciation and amortization) 57 128 Restructuring, impairment and other charges-net 32 56 Depreciation and amortization 26 52 (Loss) from operations (58 ) (107 ) Interest expense-net 3 21 Investment and other (income)-net (11 ) (21 ) Reorganization items, net 14 14 (Loss) before income taxes (64 ) (121 ) Income tax (benefit) (1 ) (2 ) Net (loss) $ (63 ) $ (119 ) Debtor’s Statement of Cash Flows Six Months Ended June 30, 2020 Cash Flows from Operating Activities Net (loss) $ (119 ) Adjustments to reconcile net (loss) to net cash provided by operating activities: Impairment charges 2 Depreciation and amortization 52 Provision for doubtful accounts receivable 3 Share-based compensation 2 Deferred income taxes (1 ) Non-cash reorganization items, net 7 Other 1 Changes in operating assets and liabilities - net of acquisitions and dispositions: Accounts receivable-net 58 Inventories 25 Prepaid expenses and other current assets (14 ) Accounts payable 49 Income taxes payable and receivable 1 Accrued liabilities and other (2 ) Changes in liabilities subject to compromise (40 ) Net cash provided by operating activities 24 Cash Flows from Investing Activities Capital expenditures (17 ) Net proceeds from sales and purchases of investments and other assets 2 Net cash (used in) investing activities (15 ) Cash Flows from Financing Activities Net proceeds from credit facility borrowings 3 Debt issuance costs (1 ) Other financing activities (8 ) Net cash (used in) financing activities (6 ) Effect of exchange rate on cash and cash equivalents — Net increase in cash, cash equivalents and restricted cash 3 Cash, cash equivalents and restricted cash at beginning of year 85 Cash, cash equivalents and restricted cash at end of period $ 88 Reconciliation to the Debtor's Balance Sheet As of June 30, 2020 Cash and cash equivalents $ 85 Restricted cash included in prepaid expenses and other current assets 3 Total cash, cash equivalents and restricted cash shown in the Debtor's statement of cash flows $ 88 |
Revenue Recognition
Revenue Recognition | 6 Months Ended |
Jun. 30, 2020 | |
Revenue From Contract With Customer [Abstract] | |
Revenue Recognition | Note 3. Revenue Recognition Disaggregated Revenue The following tables provide information about disaggregated revenue by major products/service lines and timing of revenue recognition, and include a reconciliation of the disaggregated revenue with reportable segments for the three and six months ended June 30, 2020 and 2019. Three Months Ended June 30, 2020 Magazines, Catalogs and Office Logistics Book Products Mexico Other Total Major Products / Service Lines Book (a) $ — $ 198 $ — $ — $ — $ 198 Magazines and Catalogs (b) $ 164 $ — $ — $ 16 $ 13 $ 193 Logistics $ 50 $ — $ — $ — $ — $ 50 Directories $ — $ — $ — $ — $ 10 $ 10 Office Products $ — $ — $ 81 $ — $ — $ 81 Total $ 214 $ 198 $ 81 $ 16 $ 23 $ 532 Timing of Revenue Recognition Products and services transferred at a point in $ 146 $ 169 $ 81 $ 16 $ 10 $ 422 Products and services transferred over time 68 29 — — 13 110 Total $ 214 $ 198 $ 81 $ 16 $ 23 $ 532 Six Months Ended June 30, 2020 Magazines, Catalogs and Office Logistics Book Products Mexico Other Total Major Products / Service Lines Book (a) $ — $ 402 $ — $ — $ — $ 402 Magazines and Catalogs (b) 414 — — 39 34 487 Logistics 127 — — — — 127 Directories — — — — 24 24 Office Products — — 193 — — 193 Total $ 541 $ 402 $ 193 $ 39 $ 58 $ 1,233 Timing of Revenue Recognition Products and services transferred at a point in $ 371 $ 341 $ 193 $ 39 $ 24 $ 968 Products and services transferred over time 170 61 — — 34 265 Total $ 541 $ 402 $ 193 $ 39 $ 58 $ 1,233 Three Months Ended June 30, 2019 Magazines, Catalogs and Office Logistics Book Products Mexico Other Total Major Products / Service Lines Book (a) $ — $ 289 $ — $ — $ — $ 289 Magazines and Catalogs (b) $ 297 $ — $ — $ 25 $ 19 $ 341 Logistics $ 83 $ — $ — $ — $ — $ 83 Directories $ — $ — $ — $ — $ 17 $ 17 Office Products $ — $ — $ 139 $ — $ — $ 139 Total $ 380 $ 289 $ 139 $ 25 $ 36 $ 869 Timing of Revenue Recognition Products and services transferred at a point in time $ 268 $ 253 $ 139 $ 25 $ 17 $ 702 Products and services transferred over time 112 36 — — 19 167 Total $ 380 $ 289 $ 139 $ 25 $ 36 $ 869 Six Months Ended June 30, 2019 Magazines, Catalogs and Office Logistics Book Products Mexico Other Total Major Products / Service Lines Book (a) $ — $ 549 $ — $ — $ — $ 549 Magazines and Catalogs (b) $ 616 $ — $ — $ 49 $ 39 $ 704 Logistics $ 167 $ — $ — $ — $ — $ 167 Directories $ — $ — $ — $ — $ 36 $ 36 Office Products $ — $ — $ 258 $ — $ — $ 258 Total $ 783 $ 549 $ 258 $ 49 $ 75 $ 1,714 Timing of Revenue Recognition Products and services transferred at a point in time $ 556 $ 481 $ 258 $ 49 $ 36 $ 1,380 Products and services transferred over time 227 68 — — 39 334 Total $ 783 $ 549 $ 258 $ 49 $ 75 $ 1,714 (a) Includes e-book formatting and supply chain management associated with book production (b) Includes premedia and co-mail Accounts Receivable As disclosed in Note 1, Overview and Basis of Presentation retrospective adoption method. As a result of the adoption, the Company now records an allowance for credit losses on unbilled receivables which resulted in a de minimis amount of expense for each of the three and six months ended June 30, 2020. There were no changes to the Company’s policy relating to its receivables. To recognize the initial adoption, the Company recorded a de minimis increase to its January 1, 2020 balance for allowance for credit losses and an offsetting impact to accumulated deficit in the condensed consolidated balance sheet. Transactions affecting the allowances for doubtful accounts receivable balance during the six months ended June 30, 2020 were as follows: Six Months Ended June 30, 2020 Balance, beginning of year $ 12 Provisions charged to expense 3 Balance, end of period $ 15 There was a de minimis amount of write-offs and recoveries during the six months ended June 30, 2020. Contract Balances The following table provides changes in contract assets and liabilities during the six months ended June 30, 2020: Short-Term Contract Assets Long-Term Contract Assets Contract Liabilities Beginning Balance, January 1, 2020 $ 40 $ 14 $ 17 Additions to unbilled accounts receivable 19 — — Unbilled accounts receivable recognized in trade receivables (33 ) — — Amortization of contract acquisition costs — (6 ) — Revenue recognized that was included in contract liabilities as of January 1, 2020 — — (12 ) Increases due to cash received — — 13 Ending Balance, June 30, 2020 $ 26 $ 8 $ 18 The trade receivables balance was $342 million and $366 million as of June 30, 2020 and December 31, 2019, respectively. There was a de minimis amount of credit losses recognized on short-term contract assets recorded during the three and six months ended June 30, 2020. |
Leases
Leases | 6 Months Ended |
Jun. 30, 2020 | |
Leases [Abstract] | |
Leases | Note 4. Leases Lease Expense The components of total net lease expense were as follows: Three Months Ended Six Months Ended June 30, June 30, 2020 2019 2020 2019 Operating lease expense $ 16 $ 18 $ 33 $ 35 Sublease (income) (1 ) (2 ) (3 ) (4 ) Variable lease expense 3 2 5 5 Total net lease expense $ 18 $ 18 $ 35 $ 36 During each of the three and six months ended June 30, 2020 and 2019, the Company incurred a de minimis amount of finance lease cost, consisting of finance lease ROU asset amortization and interest on finance lease liabilities, and a de minimis amount of cost associated with short-term leases. Cash Flow Information Supplemental non-cash information related to leases is included below: Six Months Ended June 30, 2020 2019 ROU assets acquired in exchange for lease obligations: ROU assets Operating leases $ 6 $ 9 Lease obligations Operating leases $ 6 $ 9 During the six months ended June 30, 2020 and 2019, the Company recorded $27 million and $31 million of operating cash outflows from operating leases, respectively. During each of the six months ended June 30, 2020 and 2019, the Company recorded a de minimis amount of cash outflows from financing leases. No finance lease ROU assets or obligations were acquired during the six months ended June 30, 2020. Lease Terms and Discount Rates Supplemental information regarding the weighted average lease term and discount rate for the lease liabilities as of June 30, 2020 is included below: June 30, 2020 Weighted Average Remaining Lease Term (years) Operating leases 5.1 Financing leases 1.9 Weighted Average Discount Rate Operating leases 8.7 % Financing leases 6.9 % Lease Maturities The annual maturities of lease liabilities as of June 30, 2020 were as follows: Operating Leases 2020 $ 22 2021 42 2022 36 2023 27 2024 23 2025 & thereafter 29 Total undiscounted lease payments 179 Imputed interest (34 ) Total lease liabilities $ 145 During the six months ended June 30, 2020, the Company recorded a de minimis amount of maturities for finance lease liabilities. As of June 30, 2020, the Company has additional operating leases that have not commenced for an undiscounted amount of $3 million. |
Inventories
Inventories | 6 Months Ended |
Jun. 30, 2020 | |
Inventory Disclosure [Abstract] | |
Inventories | Note 5. Inventories The components of the Company’s inventories, net of excess and obsolescence reserves for raw materials and finished goods, at June 30, 2020 and December 31, 2019 were as follows: June 30, December 31, 2020 2019 Raw materials and manufacturing supplies $ 60 $ 91 Work in process 37 38 Finished goods 80 87 Last in, first out reserve (36 ) (46 ) Total $ 141 $ 170 |
Property, Plant and Equipment
Property, Plant and Equipment | 6 Months Ended |
Jun. 30, 2020 | |
Property Plant And Equipment [Abstract] | |
Property, Plant and Equipment | Note 6. Property, Plant and Equipment The components of the Company’s property, plant and equipment at June 30, 2020 and December 31, 2019 were as follows: June 30, December 31, 2020 2019 Land $ 34 $ 35 Buildings 663 663 Machinery and equipment 2,925 3,006 3,622 3,704 Less: Accumulated depreciation (3,213 ) (3,264 ) Total $ 409 $ 440 During the three and six months ended June 30, 2020, depreciation expense was $21 million and $42 million, respectively. During the three and six months ended June 30, 2019, depreciation expense was $24 million and $48 million, respectively. Refer to Note 8, Restructuring, Impairment and Other Charges On July 15, 2020, the Bankruptcy Court approved the sale of one of the Company’s manufacturing facilities located in Philadelphia, Pennsylvania for $13 million. The sale is expected to occur in the fourth quarter of 2020. The facility was not included in assets held for sale as of June 30, 2020 as it was not approved by the Bankruptcy Court until the third quarter. Assets Held for Sale Primarily as a result of restructuring actions, certain facilities and equipment are considered held for sale. The net book value of assets held for sale was $6 million and $9 million at June 30, 2020 and December 31, 2019, respectively. These assets are included in prepaid expenses and other current assets in the condensed consolidated balance sheets at the lower of their historical net book value or their estimated fair value, less estimated costs to sell. |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 6 Months Ended |
Jun. 30, 2020 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Note 7. Goodwill and Other Intangible Assets The changes in the carrying amount of goodwill for the six months ended June 30, 2020 were as follows: Magazines, Catalogs Office and Logistics Book Products Mexico Other Total Net book value as of December 31, 2019 Goodwill $ 523 $ 354 $ 110 $ — $ 5 $ 992 Accumulated impairment losses (502 ) (354 ) (79 ) — (5 ) (940 ) Total 21 — 31 — — 52 Net book value as of June 30, 2020 Goodwill 523 354 110 — 5 992 Accumulated impairment losses (502 ) (354 ) (79 ) — (5 ) (940 ) Total $ 21 $ — $ 31 $ — $ — $ 52 The components of other intangible assets at June 30, 2020 and December 31, 2019 were as follows: June 30, 2020 December 31, 2019 Gross Carrying Accumulated Net Book Gross Carrying Accumulated Net Book Amount Amortization Value Amount Amortization Value Customer relationships $ 248 $ (156 ) $ 92 $ 248 $ (149 ) $ 99 Trade names 29 (9 ) 20 29 (8 ) 21 Total other intangible assets $ 277 $ (165 ) $ 112 $ 277 $ (157 ) $ 120 During the three and six months ended June 30, 2020, amortization expense for other intangible assets was $4 million and $8 million, respectively. During the three months ended June 30, 2019, amortization expense was $4 million and $9 million, respectively. The following table outlines the estimated annual amortization expense related to all amortizable intangible assets: For the year ending December 31, Amount 2020 $ 17 2021 15 2022 14 2023 13 2024 13 2025 and thereafter 48 Total $ 120 Refer to Note 8, Restructuring, Impairment and Other Charges |
Restructuring, Impairment and O
Restructuring, Impairment and Other Charges | 6 Months Ended |
Jun. 30, 2020 | |
Restructuring And Related Activities [Abstract] | |
Restructuring, Impairment and Other Charges | Note 8. Restructuring, Impairment and Other Charges For the three and six months ended June 30, 2020 and 2019, the Company recorded the following net restructuring, impairment and other charges disclosed in the condensed consolidated statements of operations: Other Total Three Months Ended Employee Restructuring Restructuring Other June 30, 2020 Terminations Charges Charges Impairment Charges Total Magazines, Catalogs and Logistics $ 7 $ 12 $ 19 $ 1 $ — $ 20 Book 1 — 1 — 1 2 Office Products — 1 1 — — 1 Mexico — — — — — — Other — — — — — — Corporate — 9 9 — — 9 Total $ 8 $ 22 $ 30 $ 1 $ 1 $ 32 Other Total Six Months Ended Employee Restructuring Restructuring Other June 30, 2020 Terminations Charges Charges Impairment Charges Total Magazines, Catalogs and Logistics $ 7 $ 22 $ 29 $ 2 $ — $ 31 Book 2 2 4 — 1 5 Office Products 2 1 3 — — 3 Mexico — — — — — — Other — — — — — — Corporate — 19 19 — — 19 Total $ 11 $ 44 $ 55 $ 2 $ 1 $ 58 Other Total Three Months Ended Employee Restructuring Restructuring Other June 30, 2019 Terminations Charges Charges Impairment Charges Total Magazines, Catalogs and Logistics $ — $ 3 $ 3 $ 17 $ — $ 20 Book — — — — 1 1 Office Products — 1 1 — — 1 Mexico — — — — — — Other — — — — — — Corporate — 2 2 — — 2 Total $ — $ 6 $ 6 $ 17 $ 1 $ 24 Other Total Six Months Ended Employee Restructuring Restructuring Other June 30, 2019 Terminations Charges Charges Impairment Charges Total Magazines, Catalogs and Logistics $ 5 $ 7 $ 12 $ 19 $ — $ 31 Book — 1 1 — 1 2 Office Products — 1 1 — — 1 Mexico — — — — — — Other — — — — — — Corporate — 3 3 — — 3 Total $ 5 $ 12 $ 17 $ 19 $ 1 $ 37 Restruct uring Charges For the three and six months ended June 30, 2020, the Company incurred net other restructuring charges of $22 million and $44 million, primarily due to facility costs and costs to move equipment, professional fees, and expenses associated with new revenue opportunities and cost savings initiatives implemented in 2019. For the three and six months ended June 30, 2020, the Company incurred charges of $8 million and $11 million for an aggregate of 1,032 employees, of whom 443 were terminated as of or prior to June 30, 2020, primarily related to the closure of two facilities in the Magazines, Catalogs and Logistics segment and one facility in the Office Products segment, and the reorganization of certain business units and corporate functions. For the three and six months ended June 30, 2019, the Company incurred net other restructuring charges of $6 million and $12 million, respectively, primarily due to charges related to facility costs, as well as costs associated with new revenue opportunities and cost savings initiatives implemented in 2019, and pension withdrawal obligations related to facility closures. For the six months ended June 30, 2019, the Company incurred charges of $5 million for an aggregate of 234 employees, substantially all of whom were terminated as of or prior to June 30, 2020, primarily related to the closure of one facility in the Magazines, Catalogs and Logistics segment. The Company recorded $2 million of net impairment charges for the six months ended June 30, 2019 related to machinery and equipment associated with facility closings in the Magazines, Catalogs and Logistics segment. Impairment Reviews The Company performs interim reviews of goodwill for indicators of impairment each quarter to assess whether an interim impairment review is required for any reporting unit. Additionally, the Company evaluates the recoverability of other long-lived assets, including property, plant and equipment and certain identifiable intangible assets, whenever events or changes in circumstances indicate that the carrying value of an asset or asset group may not be recoverable. As part of its interim reviews, management analyzes operating results for the period compared to expected results as of the prior year’s review, key assumptions such as discount rates and expected long-term growth rates, changes in the overall market value of the Company’s equity and debt securities, significant negative industry and economic trends, as well as other factors. Goodwill As of June 30, 2020, only two reporting units had goodwill: Office Products ($31 million) and logistics ($21 million). For the Office Products and logistics reporting units, management assessed goodwill impairment risk by first performing a qualitative review of entity specific, industry, market and general economic factors for each reporting unit. For both reporting units, the Company was not able to conclude that it is more likely than not that the fair values of our reporting units are greater than their carrying values, and therefore, a one-step method for determining goodwill impairment was applied as of June 30, 2020. The Company performed a Step 1 impairment test of goodwill in accordance with ASC Topic 350, Intangibles-Goodwill and Other, which includes comparing the estimated fair value of each reporting unit to its carrying amount, including goodwill. If the carrying amount of a reporting unit is greater than zero and its fair value exceeds its carrying amount, goodwill of the reporting unit is considered not impaired. However, if the carrying amount of a reporting unit exceeds its fair value, the goodwill is considered impaired and a full or partial write-off of goodwill would be required. The Company determines the fair value of its reporting units using both the income approach and the market approach. The determination of the fair value using the income approach requires management to make significant estimates and assumptions related to projected operating results (including forecasted revenue and operating income), anticipated future cash flows, and discount rates. The determination of the fair value using the market approach requires management to make significant assumptions related to the multiples of earnings before interest, income taxes, depreciation and amortization (“EBITDA”) used in the calculation. Additionally, the market approach estimates fair value using comparable marketplace fair value data from within a comparable industry grouping. The Company weighs both the income and market approach equally to estimate the concluded fair value of each reporting unit. The determination of fair value and the allocation of that value to individual assets and liabilities requires the Company to make significant estimates and assumptions. These estimates and assumptions primarily include, but are not limited to: the selection of appropriate peer group companies; control premiums appropriate for acquisitions in the industries in which the Company competes; the discount rate; terminal growth rates; and forecasts of revenue, operating income, depreciation and amortization, restructuring charges and capital expenditures. As part of its impairment test for its reporting units, the Company engages a third-party valuation firm to assist in the Company’s determination of certain assumptions used to estimate fair values. As a result of the interim impairment tests Office Products and logistics, the Company did not recognize any goodwill impairment charges as the estimated fair values of the reporting units exceeded their respective carrying values by 8% and 44%, respectively. Other Intangible Assets and Property, Plant and Equipment Quarter Ended June 30, 2020 The Company performed a review of property, plant and equipment and right-of-use assets for operating leases and determined that indicators of impairment were present and a test for recoverability was appropriate during the second quarter of 2020. The Company performed a Step 1 recoverability test in accordance with ASC Topic 360, Property, Plant and Equipment. The recoverability test compares the estimated future undiscounted cash flows expected to result from the use of the asset group and its eventual disposition to the carrying value of the asset group. If the carrying value of the asset group exceeds its estimated future undiscounted cash flows, an impairment loss is recorded for the excess of the asset group’s carrying value over its fair value. We applied a probability-weighted approach as there are alternative courses of action to recover the carrying amount of the long-lived asset groups following Chapter 11 proceedings. Based upon management’s probability-weighted cash flows for the relevant asset groups, management determined that the estimated future undiscounted cash flows were in excess of the asset groups’ carrying values, resulting in no impairment loss as a result of these tests in the second quarter of 2020. In addition to the interim tests noted above, the Company reviewed all intangible assets for recoverability. There were no impairment charges recorded as a result of the recoverability tests. The Company recorded $1 million and $2 million of impairment during the three and six months ended June 30, 2020, respectively, on machinery and equipment primarily due to facility closings in the Magazines, Catalogs and Logistics segment. Quarter Ended June 30, 2019 Due to the unprecedented drop in demand in the magazines and catalogs reporting unit, management determined that a further review of the reporting unit’s intangible assets for recoverability was appropriate during the second quarter of 2019. As a result of the faster pace of decline in demand, negative revenue trends and lower expectations of future revenue to be derived from certain customer relationships, management determined that a certain definite-lived customer relationship intangible asset was not recoverable. This resulted in the Company recording a $17 million impairment charge for the three months ended June 30, 2019, which fully impaired the asset. The impairment was determined using Level 3 inputs and estimated based on cash flow analyses, which included management’s assumptions related to future revenues and profitability. Future Interim Reviews The Company will continue to perform interim reviews of goodwill for indicators of impairment each quarter to assess whether an interim impairment test is required for its goodwill balances or if recoverability tests are required for long-lived assets, including property, plant and equipment, and certain identifiable intangible assets, whenever events or changes in circumstances indicate that the carrying value of an asset or asset group may not be recoverable. The Bankruptcy Court entered an order granting approval for a sale and bidding process for the Company or components of the Company. The auction, if one is held, is scheduled for August 25, 2020, and a hearing approving the sale is currently scheduled for September 1, 2020. The Company’s cash flows could significantly change and materially impact the fair value of the Company’s reporting units, intangible assets and long-lived assets. Other Charges For each of the three and six months ended June 30, 2020 and 2019, the Company recorded $1 million of other charges for multiemployer 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 multiemployer pension plans is $20 million at June 30, 2020 and is disclosed as liabilities subject to compromise in the Company’s condensed consolidated balance sheet. Refer to Note 2, Voluntary Reorganization under Chapter 11 Restructuring Reserve The restructuring reserve as of December 31, 2019 and June 30, 2020, and changes during the six months ended June 30, 2020 were as follows: December 31, Restructuring Reclass to Liabilities Cash June 30, 2019 Charges Subject to Compromise Paid 2020 Employee terminations $ 29 $ 11 $ (2 ) $ (16 ) $ 22 Multiemployer pension plan withdrawal obligations 31 — (29 ) (2 ) — Other and lease termination 2 37 (9 ) (30 ) — Total $ 62 $ 48 $ (40 ) $ (48 ) $ 22 The current portion of restructuring reserves of $22 million at June 30, 2020 was included in accrued liabilities. As a result of the Company’s voluntary reorganization, $40 million of restructuring liabilities were reclassed to liabilities subject to compromise on the Company’s condensed consolidated balance sheet at June 30, 2020. Refer to Note 2, Voluntary Reorganization under Chapter 11 The Company anticipates that payments associated with the employee terminations reflected in the above table will be substantially completed by June 30, 2021. The restructuring liabilities classified as “other” consisted of other facility closing costs, expenses to move equipment, professional fees, and c osts associated with new revenue opportunities and cost savings initiatives implemented in 2019. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2020 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 9. 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 eight active federal and state Superfund and other multiparty remediation sites. In addition to these sites, the Company may also have the obligation to remediate three 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, which are recorded in liabilities subject to compromise as of June 30, 2020, 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 condensed consolidated balance sheets, statements of operations and 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 balance sheets, statements of operations and cash flows. |
Debt
Debt | 6 Months Ended |
Jun. 30, 2020 | |
Debt Disclosure [Abstract] | |
Debt | Note 10. Debt The Company’s debt at June 30, 2020 and December 31, 2019 consisted of the following: June 30, December 31, 2020 2019 Borrowings under the Revolving Credit Facility $ — $ 249 Term Loan Facility due September 30, 2022 — 218 8.75% Senior Secured Notes due October 15, 2023 — 450 Finance lease and other obligations 1 2 Unamortized debt issuance costs — (9 ) Total debt 1 910 Less: current portion (1 ) (465 ) Long-term debt $ — $ 445 Liabilities Subject to Compromise As a result of the Company’s reorganization filing, the debt balances below were reclassed from short-term and current portion of long-term debt and long-term debt to liabilities subject to compromise on the condensed consolidated balance sheet. June 30, 2020 Borrowings under the Revolving Credit Facility $ 252 Term Loan Facility 219 Senior Secured Notes 450 Unamortized debt issuance costs (11 ) Total debt in liabilities subject to compromise $ 910 Refer to Note 2, Voluntary Reorganization under Chapter 11 , for more information on liabilities subject to compromise. Historical Information On September 30, 2016, the Company issued $450 million of Senior Secured Notes (the “Senior Notes”). On September 30, 2016 the Company entered into a credit agreement (the “Credit Agreement”) that provides for (i) a senior secured term loan B facility in an aggregate principal amount of $375 million (the “Term Loan Facility”) and (ii) a senior secured revolving credit facility in an aggregate principal amount of $400 million (the “Revolving Credit Facility”), which was reduced to $300 million per the amendment effective on August 5, 2019. Additional Debt Issuances Information Prior to the reorganization, the fair values of the Senior Notes and Term Loan Facility that were determined using the market approach based upon interest rates available to the Company for borrowings with similar terms and maturities, were determined to be Level 2 under the fair value hierarchy. The fair value of the Company’s debt was lower than its book value by approximately $277 million at December 31, 2019. Prior to the reorganization, the borrowings Voluntary Reorganization under Chapter 11 The commencement of the Chapter 11 Cases constituted an event of default with respect to the Senior Notes, the Term Loan Facility and the Revolving Credit Facility (the “Debt Instruments”). The Debt Instruments provide that as a result of the commencement of the Chapter 11 Cases, the principal and interest due thereunder shall be immediately due and payable. Any efforts to enforce payment obligations under the Debt Instruments will be automatically stayed as a result of the commencement of the Chapter 11 Cases, and the creditors’ right of enforcement in respect of the Debt Instruments are subject to the applicable provisions of the Bankruptcy Code. Debtor-in-Possession Financing As previously disclosed, on April 15, 2020 (the “Closing Date”), the Company entered into a Superpriority Secured Debtor-in-Possession Credit Agreement (the “DIP Credit Agreement”), upon the entry of an interim order of the Bankruptcy Court granting interim approval of the DIP Credit Agreement, among the Company, as borrower, the lenders from time to time party thereto (the “DIP Lenders”) and Bank of America, N.A. as administrative agent (in such capacity, the “DIP Agent”), pursuant to which the DIP Lenders committed to provide a senior secured superpriority debtor-in-possession credit facility in an aggregate principal amount not to exceed $100 million (the “DIP Facility”). The DIP Facility was approved on a final basis on June 2, 2020. The DIP Facility consists of (i) revolving loans not to exceed an aggregate amount of $55 million (the “Revolving Loans”), and (ii) letters of credit not to exceed an aggregate amount of $45 million, with $5 million of that amount being available for the issuance of new letters of credit (together with the Revolving Loans, the “DIP Loan Commitments”). Borrowings under the DIP Facility bear interest at a rate per annum equal to, at the Company’s option, either (i) the Alternate Base Rate (as defined in the DIP Credit Agreement) plus 5.75%, or (ii) LIBOR plus 6.75%. Upon an event of default under the DIP Credit Agreement (an “Event of Default”), an additional 2.00% may be added to the Interest Rate. In addition, the Company is required to pay (i) an unused line fee of 0.50% per annum (payable quarterly in arrears) on the average daily unused portion of the DIP Loan Commitments, (ii) a commitment fee of (x) 1.00% per annum on the DIP Loan Commitments, regardless of usage, plus (y) $100,000 per week for the first 20 weeks after the Closing Date, in each case, payable quarterly in arrears, (iii) a participation fee equal to 6.75% multiplied by the amounts available to be drawn under outstanding letters of credit, payable quarterly, and (iv) a fronting fee equal to 0.125% per annum on amounts available to be drawn under outstanding letters of credit, payable quarterly. Proceeds of the loans made under the DIP Facility may be used only for the following purposes: (i) working capital and other general corporate purposes, including the payment of professional fees and expenses, (ii) to pay the reasonable fees and expenses of the DIP Agent and the DIP Lenders (including the reasonable fees and expenses of counsel and financial advisors), (iii) to pay claims in respect of certain prepetition creditors, (iv) to repay indebtedness owed to holders of the Prepetition Priority Payment Obligations (as defined in the DIP Credit Agreement) (the “Prepetition Revolving Lenders”), and (v) making adequate protection payments to the Prepetition Revolving Lenders, the Prepetition Term Lenders and the Prepetition Secured Noteholders (each as defined in the DIP Credit Agreement). In connection with the DIP Credit Agreement, certain subsidiaries of the Company became parties to a guarantee agreement as guarantors (collectively, the “Guarantors,” and together with the Company, the “DIP Credit Parties”). Each of the Guarantors is a debtor and debtor-in-possession in the Chapter 11 Cases. The Guarantors have guaranteed, on a joint and several basis, all of the obligations under the DIP Facility. To secure the obligations under the DIP Facility, the Company and the Guarantors have granted liens on substantially all of their assets, whether now owned or hereafter acquired. The DIP Facility will mature on the earlier of (i) the date upon which any Plan of Reorganization (as defined in the DIP Credit Agreement) becomes effective, or (ii) the six-month anniversary following the Petition Date; provided that such maturity may be extended with the consent of the Required Lenders (as defined in the DIP Credit Agreement) to a date no later than nine months after the Petition Date. The DIP Credit Agreement contains representations, warranties and covenants that are customary for debtor-in-possession facilities of this type, including, but not limited to, certain case milestones, specified restrictions on indebtedness, liens, guarantee obligations, liquidations and dissolutions, sales of assets, leases, payment of dividends and other restricted payments, voluntary payments of other indebtedness, investments, loans and advances, transactions with affiliates, sale and leaseback transactions and compliance with case milestones. The DIP Credit Agreement also contains customary events of default for facilities of this type, including failure to achieve the milestones and the occurrence of certain events in the Chapter 11 Cases. The Company did not have borrowings related to the DIP Facility as of June 30, 2020. Interest expense There was $3 million and $21 million of net interest expense during the three and six months ended June 30, 2020, respectively. There was $19 million and $38 million of net interest expense during the three months ended June 30, 2019, respectively. If the Company was not under voluntary reorganization, it would have incurred an additional $15 |
Earnings per Share
Earnings per Share | 6 Months Ended |
Jun. 30, 2020 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Note 11. Earnings Per Share During the six months ended June 30, 2020 and 2019 , no shares of common stock were purchased by the Company; however, a de minimis amount of shares were withheld from employees for tax liabilities upon vesting of equity awards. Basic (loss) per share (“EPS”) is calculated by dividing net earnings attributable to the Company’s stockholders by the weighted average number of common shares outstanding for the period. In computing diluted EPS, basic EPS is adjusted for the assumed issuance of all potentially dilutive share-based awards, including stock options, restricted stock, restricted stock units , and performance share units . The following table shows the calculation of basic and diluted EPS, as well as a reconciliation of basic shares to diluted shares: Three Months Ended Six Months Ended June 30, June 30, 2020 2019 (1) 2020 2019 (1) Net (loss) per common share: Basic $ (1.86 ) $ (0.72 ) $ (3.42 ) $ (4.49 ) Diluted $ (1.86 ) $ (0.72 ) $ (3.42 ) $ (4.49 ) Numerator: Net (loss) $ (63 ) $ (25 ) $ (115 ) $ (150 ) Denominator: Weighted average number of common shares outstanding 33.7 33.5 33.6 33.4 Dilutive options and awards — — — — Diluted weighted average number of common shares outstanding 33.7 33.5 33.6 33.4 (1) Refer to Note 1, Overview and Basis of Presentation |
Retirement Plans
Retirement Plans | 6 Months Ended |
Jun. 30, 2020 | |
Compensation And Retirement Disclosure [Abstract] | |
Retirement Plans | Note 12. Retirement Plans The Company is the sole sponsor of certain defined benefit pension plans that are included in the condensed consolidated balance sheets as of June 30, 2020 and December 31, 2019. The assets and certain obligations of the defined benefit pension plans includes plans qualified under Section 401(a) of the Internal Revenue Code of 1986, the U.S. Qualified Plan and related non-qualified benefits (the “Non-Qualified Plan”). The components of the estimated net pension loss (income) for the three and six months ended June 30, 2020 and 2019 were as follows: Three Months Ended Six Months Ended June 30, 2020 June 30, 2020 Qualified Non-Qualified & International Total Qualified Non-Qualified & International Total Interest cost $ 16 $ — $ 16 $ 31 $ 1 $ 32 Expected return on plan assets (30 ) — (30 ) (60 ) — (60 ) Amortization of actuarial loss 3 1 4 7 1 8 Net periodic benefit (income) loss $ (11 ) $ 1 $ (10 ) $ (22 ) $ 2 $ (20 ) Three Months Ended Six Months Ended June 30, 2019 June 30, 2019 Qualified Non-Qualified & International Total Qualified Non-Qualified & International Total Interest cost $ 18 $ 1 $ 19 $ 38 $ 2 $ 40 Expected return on plan assets (30 ) — (30 ) (61 ) — (61 ) Amortization of actuarial loss 3 — 3 6 — 6 Settlement of retirement obligations 1 1 133 — 133 Net periodic benefit (income) loss $ (8 ) $ 1 $ (7 ) $ 116 $ 2 $ 118 In the first quarter of 2020, the Company adopted a change in The change in accounting method was retrospectively applied to periods in 2017, 2018 and 2019, and as a result, pension income shown above for the three and six months ended June 30, 2019 has been restated. Refer to Impact of Change in Accounting Principle in Note 1, Overview and Basis of Presentation , for more information. In the first quarter of 2019, the Company completed a partial settlement of its retirement benefit obligations related to the U.S. Qualified Plan by purchasing a group annuity contract for certain retirees and beneficiaries from a third-party insurance company. As a result, the Company’s pension assets and liabilities were remeasured as of the settlement date. As of the remeasurement date, the reduction in the reported pension obligation for the participants under the annuity contract was $477 million, and the reduction in plan assets was $466 million. The Company recorded a non-cash settlement charge of $132 million in settlement of retirement benefit obligations in the condensed consolidated statement of operations in the first quarter of 2019. This charge 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. There were additional immaterial lump-sum settlements related to the U.S. Qualified Plan (unrelated to the transaction noted above) during the three months ended June 30, 2019 that resulted in a non-cash settlement charge of $1 million. Settlement of retirement obligations is disclosed separately in the condensed consolidated statements of operations, while the remaining net periodic (loss) income for the three and six months ended June 30, 2020 and 2019 is included in the investment and other (income)-net. |
Taxes
Taxes | 6 Months Ended |
Jun. 30, 2020 | |
Income Tax Disclosure [Abstract] | |
Taxes | Note 13. Taxes The CARES Act is intended to provide emergency relief to both businesses and individuals impacted by the COVID-19 pandemic. Income Taxes The CARES Act enacted several provisions that may impact corporations including the carryback of certain net operating losses and the expensing of additional interest under certain circumstances. The Company has estimated that these provisions will not result in a benefit for the six months ended June 30, 2020. As the Company assesses additional guidance issued by the U.S. Treasury Department, the IRS and other standard-setting bodies related to the CARES Act, it may record an impact to the income tax provision. Payroll Taxes The CARES Act allows companies to defer payments of the employer share (6.2% of wages) of Social Security payroll taxes from the date of enactment through December 31, 2020. Fifty percent of the taxes deferred are required to be paid by December 31, 2021 with the remaining fifty percent by December 31, 2022. As of June 30, 2020, the Company accrued $10 million of payroll taxes that will benefit from this adoption. The Company expects to continue to defer payroll taxes through the end of 2020. |
Comprehensive Income
Comprehensive Income | 6 Months Ended |
Jun. 30, 2020 | |
Equity [Abstract] | |
Comprehensive Income | Note 14. Comprehensive Income The following table summarizes accumulated other comprehensive loss by component as of December 31, 2019 and June 30, 2020 and changes during the six months ended June 30, 2020. Pension Translation Plan Cost Adjustments Total Balance at December 31, 2019 $ (464 ) $ (53 ) $ (517 ) Other comprehensive (loss) before reclassifications — (10 ) (10 ) Amounts reclassified from accumulated other comprehensive loss 6 — 6 Net change in accumulated other comprehensive income (loss) 6 (10 ) (4 ) Balance at June 30, 2020 $ (458 ) $ (63 ) $ (521 ) The following table summarizes accumulated other comprehensive loss by component as of December 31, 2018 and June 30, 2019 and changes during the six months ended June 30, 2019. Pension Translation Plan Cost Adjustments Total Balance at December 31, 2018 $ (520 ) $ (55 ) $ (575 ) Other comprehensive income before reclassifications 105 2 107 Amounts reclassified from accumulated other comprehensive loss 5 — 5 Net change in accumulated other comprehensive loss 110 2 112 Balance at June 30, 2019 $ (410 ) $ (53 ) $ (463 ) In the first quarter of 2020, the Company adopted a change in method of accounting for the market-related value of assets for a class of assets within the U.S. Qualified Plan and Non-Qualified plans . The change in accounting method was retrospectively applied to periods in 2017, 2018 and 2019, and as a result, the pension rollforward for accumulated other comprehensive loss above and reclassification table below have been restated for the three and six months ended June 30, 2019. Refer to Notes 1, Overview and Basis of Presentation , and 12, Retirement Plans , for more information. In the first quarter of 2019, the Company completed a partial settlement of its retirement benefit obligations and, as a result, the Company’s pension assets and liabilities were remeasured as of the settlement date. The impact, net of tax, to the Company’s accumulated other comprehensive loss was a decrease of $104 million during the three months ended March 31, 2019 (including the restatement noted above). Additional immaterial lump-sum settlements during the three months ended June 30, 2019 increased the balance by $ million to a total net of tax impact of $ million. Refer to Note 12, Retirement Plans , for more information. Refer to the condensed consolidated statements of comprehensive income for the components of comprehensive (loss) income for the three and six months ended June 30, 2020 and 2019. Reclassifications from accumulated other comprehensive loss for the three and six months ended June 30, 2020 and 2019 were as follows: Three Months Ended Six Months Ended June 30, June 30, 2020 2019 (1) 2020 2019 (1) Amortization of pension plan cost: Net actuarial loss (a) $ 4 $ 3 $ 8 $ 6 Reclassifications before tax 4 3 8 6 Income tax expense 1 — 2 1 Reclassifications, net of tax $ 3 $ 3 $ 6 $ 5 (a) 12 Retirement Plans (1) |
Segment Information
Segment Information | 6 Months Ended |
Jun. 30, 2020 | |
Segment Reporting [Abstract] | |
Segment Information | Note 15. Segment Information As a result of the Company’s segment analysis in the fourth quarter of 2019, Mexico met the requirements to be classified as a reportable segment (previously included as a non-reportable segment). All prior year amounts have been reclassified to conform to the Company’s current reporting structure. The Company’s segment and product and service offerings are summarized below: Magazines, Catalogs and Logistics The Magazines, Catalogs and Logistics segment primarily produces magazines and catalogs and provides logistics solutions to the Company and other third parties. The segment also provides certain other print-related services, including mail services. The segment has operations primarily in the U.S. The Magazines, Catalogs and Logistics segment is divided into two reporting units: magazines and catalogs; and logistics. Book The Book segment produces books for publishers primarily in the U.S. The segment also provides supply-chain management services and warehousing and fulfillment services, as well as e-book formatting for book publishers. Office Products The Office Products segment manufactures and sells branded and private label products in five core categories: filing products, envelopes, note-taking products, binder products, and forms. Mexico Mexico produces magazines, catalogs, statements, forms, and labels. Other The Other grouping consists of the following non-reportable segments: Directories and Print Management. Print Management provides outsourced print procurement and management services. Corporate Corporate consists of unallocated selling, general and administrative activities and associated expenses including executive, legal, finance, communications, certain facility costs and LIFO inventory provisions. In addition, share-based compensation expense is included in Corporate and not allocated to the operating segments. 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 consolidated financial statements. Income (Loss) Depreciation Three Months Ended Net from and Capital June 30, 2020 Sales Operations Amortization Expenditures Magazines, Catalogs and Logistics $ 214 $ (57 ) $ 13 $ 3 Book 198 4 11 2 Office Products 81 — 3 — Mexico 16 3 — — Total reportable segments 509 (50 ) 27 5 Other 23 2 — — Corporate — (9 ) 1 1 Total operations $ 532 $ (57 ) $ 28 $ 6 Income (Loss) Depreciation Six Months Ended Net from Assets of and Capital June 30, 2020 Sales Operations Operations Amortization Expenditures Magazines, Catalogs and Logistics $ 541 $ (92 ) $ 508 $ 24 $ 10 Book 402 (5 ) 467 23 6 Office Products 193 7 283 6 — Mexico 39 6 53 1 — Total reportable segments 1,175 (84 ) 1,311 54 16 Other 58 5 23 — — Corporate — (21 ) 151 1 1 Total operations $ 1,233 $ (100 ) $ 1,485 $ 55 $ 17 Income (Loss) Depreciation Three Months Ended Net from and Capital June 30, 2019 Sales Operations Amortization Expenditures Magazines, Catalogs and Logistics $ 380 $ (42 ) $ 13 $ 12 Book 289 18 13 7 Office Products 139 13 3 1 Mexico 25 4 1 — Total reportable segments 833 (7 ) 30 20 Other 36 4 — — Corporate — (13 ) 1 1 Total operations $ 869 $ (16 ) $ 31 $ 21 Income (Loss) Depreciation Six Months Ended Net from Assets of and Capital June 30, 2019 Sales Operations Operations Amortization Expenditures Magazines, Catalogs and Logistics $ 783 $ (73 ) $ 734 $ 28 $ 22 Book 549 31 637 25 24 Office Products 258 21 339 6 1 Mexico 49 7 71 2 1 Total reportable segments 1,639 (14 ) 1,781 61 48 Other 75 5 6 — — Corporate — (26 ) 92 1 1 Total operations $ 1,714 $ (35 ) $ 1,879 $ 62 $ 49 Restructuring, impairment and other charges by segment for the three and six months ended June 30, 2020 and 2019 are disclosed in Note 8, Restructuring, Impairment and Other Charges. |
New Accounting Pronouncements
New Accounting Pronouncements | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Changes And Error Corrections [Abstract] | |
New Accounting Pronouncements | Note 16. New Accounting Pronouncements In August 2018, the FASB issued Accounting Standards Update No. 2018-14 “Compensation—Retirement Benefits—Defined Benefit Plans—General (Subtopic 715-20): Disclosure Framework—Changes to the Disclosure Requirements for Defined Benefit Plans” (“ASU 2018-14”). ASU 2018-14 modifies the annual disclosure requirements for employers that sponsor defined benefit pension plans. ASU 2018-14 is effective for 2020 year-end disclosures. Early adoption of ASU 2018-14 is permitted; however, the Company plans to adopt the standard for the 2020 year-end disclosures. The Company does not anticipate a significant impact. In December 2019, the FASB issued Accounting Standards Update No. 2019-12 Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes ("ASU 2019-12"). ASU 2019-12 removes certain exceptions for intraperiod tax allocations and interim calculations, and adds guidance to reduce complexity in accounting for income taxes, including a modification in the guidance for franchise taxes that are partially based on income and recognizing deferred taxes for a subsequent step-up in the tax basis of goodwill. ASU 2019-12 is effective in the first quarter of 2021. Early adoption of ASU 2019-12 is permitted; however, the Company plans to adopt the standard in the first quarter of 2021. The Company is in the process of assessing the impact of the new standard. |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Reorganization Items, Net | Reorganization Items, Net The debtors have incurred and will continue to incur significant costs associated with the reorganization. Three and Six Months Ended June 30, 2020 Professional fees $ 22 Adjustments of other claims (8 ) Debt fees 1 Other net (gain) (1 ) Reorganization items, net $ 14 Professional fees included in reorganization items, net represent fees for post-petition expenses related to the Chapter 11 Cases. Adjustments of other claims represents net gains on trade accounts payable claims that have been settled by the Bankruptcy Court. Debt fees are related to the Company’s DIP Credit Agreement. Other net (gain) includes amounts related to the Company’s key employee incentive and retention plans and gains related to the income statement impact of writing off leases that have been rejected by the Bankruptcy Court. Cash paid for reorganization items, net was $7 |
Liabilities Subject to Compromise | Liabilities Subject to Compromise Liabilities subject to compromise at June 30, 2020 consisted of the following: June 30, 2020 Debt $ 910 Accrued interest payable 21 Accounts Payable 87 Pension liabilities 131 Restructuring and multiemployer pension liabilities 60 Employee-related liabilities 7 Other liabilities 6 Total liabilities subject to compromise $ 1,222 Refer to Note 10, Debt |
Overview and Basis of Present_2
Overview and Basis of Presentation (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Summary of Impact of Change in Accounting Principle on Condensed Consolidated Balance Sheets, Statements of Stockholders' Equity and Statements of Operations and Comprehensive Income | The tables below represent the impact of the change in accounting principle on the condensed consolidated balance sheets and statement of stockholders’ equity for certain periods since 2018: Previously Disclosed in Form 10-K As Reported with Change As of December 31, 2018 Impact of Change As of December 31, 2018 Equity (Accumulated deficit) $ (42 ) $ (9 ) $ (51 ) Accumulated other comprehensive (loss) income (584 ) 9 (575 ) Previously Disclosed in Form 10-K As Reported with Change As of December 31, 2019 Impact of Change As of December 31, 2019 Equity (Accumulated deficit) $ (354 ) $ (11 ) $ (365 ) Accumulated other comprehensive (loss) income (528 ) 11 (517 ) Previously Disclosed in Form 10-Q As Reported with Change As of March 31, 2019 Impact of Change As of March 31, 2019 Equity (Accumulated deficit) $ (177 ) $ (8 ) $ (185 ) Accumulated other comprehensive (loss) income (476 ) 8 (468 ) Previously Disclosed in Form 10-Q As Reported with Change As of June 30, 2019 Impact of Change As of June 30, 2019 Equity (Accumulated deficit) $ (209 ) $ (9 ) $ (218 ) Accumulated other comprehensive (loss) income (472 ) 9 (463 ) Previously Disclosed in Form 10-Q As Reported with Change Three Months Ended June 30, 2019 Impact of Change Three Months Ended June 30, 2019 Settlement of retirement benefit obligations $ 1 $ — $ 1 Investment and other (income) expense (9 ) 1 (8 ) (Loss) before income taxes (27 ) (1 ) (28 ) Income tax (benefit) (3 ) — (3 ) Net (loss) (24 ) (1 ) (25 ) Basic net (loss) per share (0.69 ) (0.03 ) (0.72 ) Diluted net (loss) per share (0.69 ) (0.03 ) (0.72 ) Adjustment for net periodic pension plan cost 3 1 4 Other comprehensive income 4 1 5 Comprehensive (loss) (20 ) — (20 ) Previously Disclosed in Form 10-Q As Reported with Change Six Months Ended June 30, 2019 Impact of Change Six Months Ended June 30, 2019 Settlement of retirement benefit obligations $ 136 $ (3 ) $ 133 Investment and other (income) expense (19 ) 3 (16 ) (Loss) before income taxes (190 ) — (190 ) Income tax (benefit) (40 ) — (40 ) Net (loss) (150 ) — (150 ) Basic net (loss) per share (4.48 ) (0.01 ) (4.49 ) Diluted net (loss) per share (4.48 ) (0.01 ) (4.49 ) Adjustment for net periodic pension plan cost 110 — 110 Other comprehensive income 112 — 112 Comprehensive (loss) (38 ) — (38 ) The tables below represent the impact of the change in accounting principle on the condensed consolidated balance sheet as of June 30, 2020 and the statements of operations and comprehensive income for the three and six months ended June 30, 2020: Previous Accounting Method As Reported June 30, 2020 Impact of Change June 30, 2020 Equity (Accumulated deficit) $ (473 ) $ (7 ) $ (480 ) Accumulated other comprehensive (loss) income (530 ) 9 (521 ) Liabilities subject to compromise (a) 1,225 (3 ) 1,222 (a) Pension liabilities related to the U.S. Qualified Plan and Non-Qualified plans were classified as liabilities subject to compromise in the condensed consolidated balance sheet at June 30, 2020. Previous Accounting Method As Reported Three Months Ended June 30, 2020 Impact of Change Three Months Ended June 30, 2020 Investment and other (income) $ (9 ) $ (2 ) $ (11 ) (Loss) income before income taxes (65 ) 2 (63 ) Income tax (benefit) expense (1 ) 1 — Net (loss) income (64 ) 1 (63 ) Basic net (loss) income per share (1.91 ) 0.05 (1.86 ) Diluted net (loss) income per share (1.91 ) 0.05 (1.86 ) Adjustment for net periodic pension plan cost 3 — 3 Other comprehensive income 4 — 4 Comprehensive (loss) income (60 ) 1 (59 ) Previous Accounting Method As Reported Six Months Ended June 30, 2020 Impact of Change Six Months Ended June 30, 2020 Investment and other (income) $ (17 ) $ (4 ) $ (21 ) (Loss) income before income taxes (118 ) 4 (114 ) Income tax expense — 1 1 Net (loss) income (118 ) 3 (115 ) Basic net (loss) income per share (3.52 ) 0.10 (3.42 ) Diluted net (loss) income per share (3.52 ) 0.10 (3.42 ) Adjustment for net periodic pension plan cost 7 (1 ) 6 Other comprehensive (loss) (3 ) (1 ) (4 ) Comprehensive (loss) income (121 ) 2 (119 ) |
Voluntary Reorganization unde_2
Voluntary Reorganization under Chapter 11 (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Reorganizations [Abstract] | |
Summary of Charges Associated with Reorganization | In accordance with applicable guidance, costs associated with the Chapter 11 Cases have been recorded as reorganization items, net within the Company's condensed consolidated statements of operations for the three and six months ended June 30, 2020. See below for a summary of charges: Three and Six Months Ended June 30, 2020 Professional fees $ 22 Adjustments of other claims (8 ) Debt fees 1 Other net (gain) (1 ) Reorganization items, net $ 14 |
Liabilities Subject to Compromise | Liabilities subject to compromise at June 30, 2020 consisted of the following: June 30, 2020 Debt $ 910 Accrued interest payable 21 Accounts Payable 87 Pension liabilities 131 Restructuring and multiemployer pension liabilities 60 Employee-related liabilities 7 Other liabilities 6 Total liabilities subject to compromise $ 1,222 |
Debtor’s Balance Sheet | Debtor’s Balance Sheet June 30, 2020 ASSETS Cash and cash equivalents $ 85 Receivables Amortized cost 386 Less: Allowance for credit losses (14 ) Receivables, net 372 Receivables, net from non-filing entities 58 Inventories 107 Income tax receivable 2 Prepaid expenses and other current assets 43 Total current assets 667 Property, plant and equipment-net 386 Goodwill 52 Other intangible assets-net 111 Right-of-use assets for operating leases 128 Investment in non-filing subsidiaries 211 Other noncurrent assets 67 Total assets $ 1,622 LIABILITIES Accounts payable $ 71 Accrued liabilities 156 Short-term debt and current portion of long-term debt 1 Short-term operating lease liabilities 30 Total current liabilities 258 Long-term operating lease liabilities 103 Other noncurrent liabilities 45 Liabilities subject to compromise 1,289 Total liabilities $ 1,695 Commitments and contingencies EQUITY Common stock, $0.01 par value — Additional paid-in capital 842 Accumulated deficit (423 ) Accumulated other comprehensive loss (467 ) Treasury stock, at cost (25 ) Total equity (73 ) Total liabilities and equity $ 1,622 |
Debtor’s Statements of Operations | Debtor’s Statements of Operations Three Months Ended Six Months Ended June 30, 2020 June 30, 2020 Net sales $ 500 $ 1,154 Cost of sales 443 1,025 Selling, general and administrative expenses (exclusive of depreciation and amortization) 57 128 Restructuring, impairment and other charges-net 32 56 Depreciation and amortization 26 52 (Loss) from operations (58 ) (107 ) Interest expense-net 3 21 Investment and other (income)-net (11 ) (21 ) Reorganization items, net 14 14 (Loss) before income taxes (64 ) (121 ) Income tax (benefit) (1 ) (2 ) Net (loss) $ (63 ) $ (119 ) |
Debtor’s Statement of Cash Flows | Debtor’s Statement of Cash Flows Six Months Ended June 30, 2020 Cash Flows from Operating Activities Net (loss) $ (119 ) Adjustments to reconcile net (loss) to net cash provided by operating activities: Impairment charges 2 Depreciation and amortization 52 Provision for doubtful accounts receivable 3 Share-based compensation 2 Deferred income taxes (1 ) Non-cash reorganization items, net 7 Other 1 Changes in operating assets and liabilities - net of acquisitions and dispositions: Accounts receivable-net 58 Inventories 25 Prepaid expenses and other current assets (14 ) Accounts payable 49 Income taxes payable and receivable 1 Accrued liabilities and other (2 ) Changes in liabilities subject to compromise (40 ) Net cash provided by operating activities 24 Cash Flows from Investing Activities Capital expenditures (17 ) Net proceeds from sales and purchases of investments and other assets 2 Net cash (used in) investing activities (15 ) Cash Flows from Financing Activities Net proceeds from credit facility borrowings 3 Debt issuance costs (1 ) Other financing activities (8 ) Net cash (used in) financing activities (6 ) Effect of exchange rate on cash and cash equivalents — Net increase in cash, cash equivalents and restricted cash 3 Cash, cash equivalents and restricted cash at beginning of year 85 Cash, cash equivalents and restricted cash at end of period $ 88 Reconciliation to the Debtor's Balance Sheet As of June 30, 2020 Cash and cash equivalents $ 85 Restricted cash included in prepaid expenses and other current assets 3 Total cash, cash equivalents and restricted cash shown in the Debtor's statement of cash flows $ 88 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Revenue From Contract With Customer [Abstract] | |
Schedule of Disaggregated Revenue | The following tables provide information about disaggregated revenue by major products/service lines and timing of revenue recognition, and include a reconciliation of the disaggregated revenue with reportable segments for the three and six months ended June 30, 2020 and 2019. Three Months Ended June 30, 2020 Magazines, Catalogs and Office Logistics Book Products Mexico Other Total Major Products / Service Lines Book (a) $ — $ 198 $ — $ — $ — $ 198 Magazines and Catalogs (b) $ 164 $ — $ — $ 16 $ 13 $ 193 Logistics $ 50 $ — $ — $ — $ — $ 50 Directories $ — $ — $ — $ — $ 10 $ 10 Office Products $ — $ — $ 81 $ — $ — $ 81 Total $ 214 $ 198 $ 81 $ 16 $ 23 $ 532 Timing of Revenue Recognition Products and services transferred at a point in $ 146 $ 169 $ 81 $ 16 $ 10 $ 422 Products and services transferred over time 68 29 — — 13 110 Total $ 214 $ 198 $ 81 $ 16 $ 23 $ 532 Six Months Ended June 30, 2020 Magazines, Catalogs and Office Logistics Book Products Mexico Other Total Major Products / Service Lines Book (a) $ — $ 402 $ — $ — $ — $ 402 Magazines and Catalogs (b) 414 — — 39 34 487 Logistics 127 — — — — 127 Directories — — — — 24 24 Office Products — — 193 — — 193 Total $ 541 $ 402 $ 193 $ 39 $ 58 $ 1,233 Timing of Revenue Recognition Products and services transferred at a point in $ 371 $ 341 $ 193 $ 39 $ 24 $ 968 Products and services transferred over time 170 61 — — 34 265 Total $ 541 $ 402 $ 193 $ 39 $ 58 $ 1,233 Three Months Ended June 30, 2019 Magazines, Catalogs and Office Logistics Book Products Mexico Other Total Major Products / Service Lines Book (a) $ — $ 289 $ — $ — $ — $ 289 Magazines and Catalogs (b) $ 297 $ — $ — $ 25 $ 19 $ 341 Logistics $ 83 $ — $ — $ — $ — $ 83 Directories $ — $ — $ — $ — $ 17 $ 17 Office Products $ — $ — $ 139 $ — $ — $ 139 Total $ 380 $ 289 $ 139 $ 25 $ 36 $ 869 Timing of Revenue Recognition Products and services transferred at a point in time $ 268 $ 253 $ 139 $ 25 $ 17 $ 702 Products and services transferred over time 112 36 — — 19 167 Total $ 380 $ 289 $ 139 $ 25 $ 36 $ 869 Six Months Ended June 30, 2019 Magazines, Catalogs and Office Logistics Book Products Mexico Other Total Major Products / Service Lines Book (a) $ — $ 549 $ — $ — $ — $ 549 Magazines and Catalogs (b) $ 616 $ — $ — $ 49 $ 39 $ 704 Logistics $ 167 $ — $ — $ — $ — $ 167 Directories $ — $ — $ — $ — $ 36 $ 36 Office Products $ — $ — $ 258 $ — $ — $ 258 Total $ 783 $ 549 $ 258 $ 49 $ 75 $ 1,714 Timing of Revenue Recognition Products and services transferred at a point in time $ 556 $ 481 $ 258 $ 49 $ 36 $ 1,380 Products and services transferred over time 227 68 — — 39 334 Total $ 783 $ 549 $ 258 $ 49 $ 75 $ 1,714 (a) Includes e-book formatting and supply chain management associated with book production (b) Includes premedia and co-mail |
Schedule of Transactions Affecting Allowance for Doubtful Accounts Receivable | Transactions affecting the allowances for doubtful accounts receivable balance during the six months ended June 30, 2020 were as follows: Six Months Ended June 30, 2020 Balance, beginning of year $ 12 Provisions charged to expense 3 Balance, end of period $ 15 |
Schedule of Changes in the Contract Assets and Liabilities | The following table provides changes in contract assets and liabilities during the six months ended June 30, 2020: Short-Term Contract Assets Long-Term Contract Assets Contract Liabilities Beginning Balance, January 1, 2020 $ 40 $ 14 $ 17 Additions to unbilled accounts receivable 19 — — Unbilled accounts receivable recognized in trade receivables (33 ) — — Amortization of contract acquisition costs — (6 ) — Revenue recognized that was included in contract liabilities as of January 1, 2020 — — (12 ) Increases due to cash received — — 13 Ending Balance, June 30, 2020 $ 26 $ 8 $ 18 |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Leases [Abstract] | |
Components of Total Net Lease Expense | The components of total net lease expense were as follows: Three Months Ended Six Months Ended June 30, June 30, 2020 2019 2020 2019 Operating lease expense $ 16 $ 18 $ 33 $ 35 Sublease (income) (1 ) (2 ) (3 ) (4 ) Variable lease expense 3 2 5 5 Total net lease expense $ 18 $ 18 $ 35 $ 36 |
Supplemental Non-cash Information Related to Leases | Supplemental non-cash information related to leases is included below: Six Months Ended June 30, 2020 2019 ROU assets acquired in exchange for lease obligations: ROU assets Operating leases $ 6 $ 9 Lease obligations Operating leases $ 6 $ 9 |
Supplemental Information Regarding Weighted Average Lease Term and Discount Rate | Supplemental information regarding the weighted average lease term and discount rate for the lease liabilities as of June 30, 2020 is included below: June 30, 2020 Weighted Average Remaining Lease Term (years) Operating leases 5.1 Financing leases 1.9 Weighted Average Discount Rate Operating leases 8.7 % Financing leases 6.9 % |
Schedule of Annual Maturities of Lease Liabilities | The annual maturities of lease liabilities as of June 30, 2020 were as follows: Operating Leases 2020 $ 22 2021 42 2022 36 2023 27 2024 23 2025 & thereafter 29 Total undiscounted lease payments 179 Imputed interest (34 ) Total lease liabilities $ 145 |
Inventories (Tables)
Inventories (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
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 June 30, 2020 and December 31, 2019 were as follows: June 30, December 31, 2020 2019 Raw materials and manufacturing supplies $ 60 $ 91 Work in process 37 38 Finished goods 80 87 Last in, first out reserve (36 ) (46 ) Total $ 141 $ 170 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Property Plant And Equipment [Abstract] | |
Components of Company's Property, Plant and Equipment | The components of the Company’s property, plant and equipment at June 30, 2020 and December 31, 2019 were as follows: June 30, December 31, 2020 2019 Land $ 34 $ 35 Buildings 663 663 Machinery and equipment 2,925 3,006 3,622 3,704 Less: Accumulated depreciation (3,213 ) (3,264 ) Total $ 409 $ 440 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
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 six months ended June 30, 2020 were as follows: Magazines, Catalogs Office and Logistics Book Products Mexico Other Total Net book value as of December 31, 2019 Goodwill $ 523 $ 354 $ 110 $ — $ 5 $ 992 Accumulated impairment losses (502 ) (354 ) (79 ) — (5 ) (940 ) Total 21 — 31 — — 52 Net book value as of June 30, 2020 Goodwill 523 354 110 — 5 992 Accumulated impairment losses (502 ) (354 ) (79 ) — (5 ) (940 ) Total $ 21 $ — $ 31 $ — $ — $ 52 |
Components of Other Intangible Assets | The components of other intangible assets at June 30, 2020 and December 31, 2019 were as follows: June 30, 2020 December 31, 2019 Gross Carrying Accumulated Net Book Gross Carrying Accumulated Net Book Amount Amortization Value Amount Amortization Value Customer relationships $ 248 $ (156 ) $ 92 $ 248 $ (149 ) $ 99 Trade names 29 (9 ) 20 29 (8 ) 21 Total other intangible assets $ 277 $ (165 ) $ 112 $ 277 $ (157 ) $ 120 |
Schedule of Estimated Annual Amortization Expense Related to all Amortizable Intangible Assets | The following table outlines the estimated annual amortization expense related to all amortizable intangible assets: For the year ending December 31, Amount 2020 $ 17 2021 15 2022 14 2023 13 2024 13 2025 and thereafter 48 Total $ 120 |
Restructuring, Impairment and_2
Restructuring, Impairment and Other Charges (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Restructuring And Related Activities [Abstract] | |
Schedule of Net Restructuring, Impairment and Other Charges Disclosed in Consolidated Statements of Operations | For the three and six months ended June 30, 2020 and 2019, the Company recorded the following net restructuring, impairment and other charges disclosed in the condensed consolidated statements of operations: Other Total Three Months Ended Employee Restructuring Restructuring Other June 30, 2020 Terminations Charges Charges Impairment Charges Total Magazines, Catalogs and Logistics $ 7 $ 12 $ 19 $ 1 $ — $ 20 Book 1 — 1 — 1 2 Office Products — 1 1 — — 1 Mexico — — — — — — Other — — — — — — Corporate — 9 9 — — 9 Total $ 8 $ 22 $ 30 $ 1 $ 1 $ 32 Other Total Six Months Ended Employee Restructuring Restructuring Other June 30, 2020 Terminations Charges Charges Impairment Charges Total Magazines, Catalogs and Logistics $ 7 $ 22 $ 29 $ 2 $ — $ 31 Book 2 2 4 — 1 5 Office Products 2 1 3 — — 3 Mexico — — — — — — Other — — — — — — Corporate — 19 19 — — 19 Total $ 11 $ 44 $ 55 $ 2 $ 1 $ 58 Other Total Three Months Ended Employee Restructuring Restructuring Other June 30, 2019 Terminations Charges Charges Impairment Charges Total Magazines, Catalogs and Logistics $ — $ 3 $ 3 $ 17 $ — $ 20 Book — — — — 1 1 Office Products — 1 1 — — 1 Mexico — — — — — — Other — — — — — — Corporate — 2 2 — — 2 Total $ — $ 6 $ 6 $ 17 $ 1 $ 24 Other Total Six Months Ended Employee Restructuring Restructuring Other June 30, 2019 Terminations Charges Charges Impairment Charges Total Magazines, Catalogs and Logistics $ 5 $ 7 $ 12 $ 19 $ — $ 31 Book — 1 1 — 1 2 Office Products — 1 1 — — 1 Mexico — — — — — — Other — — — — — — Corporate — 3 3 — — 3 Total $ 5 $ 12 $ 17 $ 19 $ 1 $ 37 |
Schedule of Changes in the Restructuring Reserve | The restructuring reserve as of December 31, 2019 and June 30, 2020, and changes during the six months ended June 30, 2020 were as follows: December 31, Restructuring Reclass to Liabilities Cash June 30, 2019 Charges Subject to Compromise Paid 2020 Employee terminations $ 29 $ 11 $ (2 ) $ (16 ) $ 22 Multiemployer pension plan withdrawal obligations 31 — (29 ) (2 ) — Other and lease termination 2 37 (9 ) (30 ) — Total $ 62 $ 48 $ (40 ) $ (48 ) $ 22 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of the Company's Debt | The Company’s debt at June 30, 2020 and December 31, 2019 consisted of the following: June 30, December 31, 2020 2019 Borrowings under the Revolving Credit Facility $ — $ 249 Term Loan Facility due September 30, 2022 — 218 8.75% Senior Secured Notes due October 15, 2023 — 450 Finance lease and other obligations 1 2 Unamortized debt issuance costs — (9 ) Total debt 1 910 Less: current portion (1 ) (465 ) Long-term debt $ — $ 445 |
Schedule of Liabilities Subject to Compromise | As a result of the Company’s reorganization filing, the debt balances below were reclassed from short-term and current portion of long-term debt and long-term debt to liabilities subject to compromise on the condensed consolidated balance sheet. June 30, 2020 Borrowings under the Revolving Credit Facility $ 252 Term Loan Facility 219 Senior Secured Notes 450 Unamortized debt issuance costs (11 ) Total debt in liabilities subject to compromise $ 910 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Earnings Per Share [Abstract] | |
Calculation of Basic and Diluted EPS as Well as Reconciliation of Basic Shares to Diluted Shares | The following table shows the calculation of basic and diluted EPS, as well as a reconciliation of basic shares to diluted shares: Three Months Ended Six Months Ended June 30, June 30, 2020 2019 (1) 2020 2019 (1) Net (loss) per common share: Basic $ (1.86 ) $ (0.72 ) $ (3.42 ) $ (4.49 ) Diluted $ (1.86 ) $ (0.72 ) $ (3.42 ) $ (4.49 ) Numerator: Net (loss) $ (63 ) $ (25 ) $ (115 ) $ (150 ) Denominator: Weighted average number of common shares outstanding 33.7 33.5 33.6 33.4 Dilutive options and awards — — — — Diluted weighted average number of common shares outstanding 33.7 33.5 33.6 33.4 (1) Refer to Note 1, Overview and Basis of Presentation |
Retirement Plans (Tables)
Retirement Plans (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Compensation And Retirement Disclosure [Abstract] | |
Components of Estimated Net Pension Loss (Income) | The components of the estimated net pension loss (income) for the three and six months ended June 30, 2020 and 2019 were as follows: Three Months Ended Six Months Ended June 30, 2020 June 30, 2020 Qualified Non-Qualified & International Total Qualified Non-Qualified & International Total Interest cost $ 16 $ — $ 16 $ 31 $ 1 $ 32 Expected return on plan assets (30 ) — (30 ) (60 ) — (60 ) Amortization of actuarial loss 3 1 4 7 1 8 Net periodic benefit (income) loss $ (11 ) $ 1 $ (10 ) $ (22 ) $ 2 $ (20 ) Three Months Ended Six Months Ended June 30, 2019 June 30, 2019 Qualified Non-Qualified & International Total Qualified Non-Qualified & International Total Interest cost $ 18 $ 1 $ 19 $ 38 $ 2 $ 40 Expected return on plan assets (30 ) — (30 ) (61 ) — (61 ) Amortization of actuarial loss 3 — 3 6 — 6 Settlement of retirement obligations 1 1 133 — 133 Net periodic benefit (income) loss $ (8 ) $ 1 $ (7 ) $ 116 $ 2 $ 118 |
Comprehensive Income (Tables)
Comprehensive Income (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Equity [Abstract] | |
Summary of Changes in Accumulated Other Comprehensive Loss | The following table summarizes accumulated other comprehensive loss by component as of December 31, 2019 and June 30, 2020 and changes during the six months ended June 30, 2020. Pension Translation Plan Cost Adjustments Total Balance at December 31, 2019 $ (464 ) $ (53 ) $ (517 ) Other comprehensive (loss) before reclassifications — (10 ) (10 ) Amounts reclassified from accumulated other comprehensive loss 6 — 6 Net change in accumulated other comprehensive income (loss) 6 (10 ) (4 ) Balance at June 30, 2020 $ (458 ) $ (63 ) $ (521 ) The following table summarizes accumulated other comprehensive loss by component as of December 31, 2018 and June 30, 2019 and changes during the six months ended June 30, 2019. Pension Translation Plan Cost Adjustments Total Balance at December 31, 2018 $ (520 ) $ (55 ) $ (575 ) Other comprehensive income before reclassifications 105 2 107 Amounts reclassified from accumulated other comprehensive loss 5 — 5 Net change in accumulated other comprehensive loss 110 2 112 Balance at June 30, 2019 $ (410 ) $ (53 ) $ (463 ) |
Schedule of Reclassifications From Accumulated Other Comprehensive Loss | Reclassifications from accumulated other comprehensive loss for the three and six months ended June 30, 2020 and 2019 were as follows: Three Months Ended Six Months Ended June 30, June 30, 2020 2019 (1) 2020 2019 (1) Amortization of pension plan cost: Net actuarial loss (a) $ 4 $ 3 $ 8 $ 6 Reclassifications before tax 4 3 8 6 Income tax expense 1 — 2 1 Reclassifications, net of tax $ 3 $ 3 $ 6 $ 5 (a) 12 Retirement Plans (1) |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
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 consolidated financial statements. Income (Loss) Depreciation Three Months Ended Net from and Capital June 30, 2020 Sales Operations Amortization Expenditures Magazines, Catalogs and Logistics $ 214 $ (57 ) $ 13 $ 3 Book 198 4 11 2 Office Products 81 — 3 — Mexico 16 3 — — Total reportable segments 509 (50 ) 27 5 Other 23 2 — — Corporate — (9 ) 1 1 Total operations $ 532 $ (57 ) $ 28 $ 6 Income (Loss) Depreciation Six Months Ended Net from Assets of and Capital June 30, 2020 Sales Operations Operations Amortization Expenditures Magazines, Catalogs and Logistics $ 541 $ (92 ) $ 508 $ 24 $ 10 Book 402 (5 ) 467 23 6 Office Products 193 7 283 6 — Mexico 39 6 53 1 — Total reportable segments 1,175 (84 ) 1,311 54 16 Other 58 5 23 — — Corporate — (21 ) 151 1 1 Total operations $ 1,233 $ (100 ) $ 1,485 $ 55 $ 17 Income (Loss) Depreciation Three Months Ended Net from and Capital June 30, 2019 Sales Operations Amortization Expenditures Magazines, Catalogs and Logistics $ 380 $ (42 ) $ 13 $ 12 Book 289 18 13 7 Office Products 139 13 3 1 Mexico 25 4 1 — Total reportable segments 833 (7 ) 30 20 Other 36 4 — — Corporate — (13 ) 1 1 Total operations $ 869 $ (16 ) $ 31 $ 21 Income (Loss) Depreciation Six Months Ended Net from Assets of and Capital June 30, 2019 Sales Operations Operations Amortization Expenditures Magazines, Catalogs and Logistics $ 783 $ (73 ) $ 734 $ 28 $ 22 Book 549 31 637 25 24 Office Products 258 21 339 6 1 Mexico 49 7 71 2 1 Total reportable segments 1,639 (14 ) 1,781 61 48 Other 75 5 6 — — Corporate — (26 ) 92 1 1 Total operations $ 1,714 $ (35 ) $ 1,879 $ 62 $ 49 |
Overview and Basis of Present_3
Overview and Basis of Presentation - Narrative (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||||||
Mar. 31, 2020 | Jun. 30, 2020 | Dec. 31, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Jan. 01, 2019 | Dec. 31, 2018 | ||
Overview And Basis Of Presentation [Line Items] | ||||||||
Change in accounting principle, accounting standards update, adopted | true | |||||||
Change in accounting principle, accounting standards update, adoption date | Jan. 1, 2020 | |||||||
Accounting Standards Update [Extensible List] | us-gaap:AccountingStandardsUpdate201613Member | |||||||
Cumulative effect of change | $ (131) | $ (189) | $ (72) | [1] | $ 126 | $ 153 | $ 178 | |
Accumulated Deficit | ||||||||
Overview And Basis Of Presentation [Line Items] | ||||||||
Cumulative effect of change | (417) | (480) | (365) | (218) | (185) | (51) | ||
Accumulated Other Comprehensive Loss | ||||||||
Overview And Basis Of Presentation [Line Items] | ||||||||
Cumulative effect of change | $ (525) | $ (521) | $ (517) | $ (463) | $ (468) | $ (575) | ||
U.S. Qualified Pension Plan | ||||||||
Overview And Basis Of Presentation [Line Items] | ||||||||
Percentage of remaining pension asset portfolio for plan | 40.00% | |||||||
Change in Accounting Principle on Retirement Plans | Accumulated Deficit | Impact of Change | ||||||||
Overview And Basis Of Presentation [Line Items] | ||||||||
Cumulative effect of change | $ (9) | |||||||
Change in Accounting Principle on Retirement Plans | Accumulated Other Comprehensive Loss | Impact of Change | ||||||||
Overview And Basis Of Presentation [Line Items] | ||||||||
Cumulative effect of change | $ 9 | |||||||
Change in Accounting Principle on Retirement Plans | U.S. Qualified Pension Plan | ||||||||
Overview And Basis Of Presentation [Line Items] | ||||||||
Percentage of fair value of liability hedging assets on plan assets | 60.00% | |||||||
[1] | As Adjusted, see Impact of Change in Accounting Principle |
Overview and Basis of Present_4
Overview and Basis of Presentation - Summary of Impact of Change in Accounting Principle on Condensed Consolidated Balance Sheets and Statements of Stockholders' Equity (Detail) - USD ($) $ in Millions | Jun. 30, 2020 | Dec. 31, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | ||
EQUITY | |||||||
Accumulated deficit | $ (480) | $ (365) | [1] | ||||
Accumulated other comprehensive (loss) income | 521 | 517 | [1] | ||||
Liabilities subject to compromise | 1,222 | 0 | [1] | ||||
Change in Accounting Principle on Retirement Plans | |||||||
EQUITY | |||||||
Accumulated deficit | (480) | (365) | $ (218) | $ (185) | $ (51) | ||
Accumulated other comprehensive (loss) income | (521) | (517) | (463) | (468) | (575) | ||
Liabilities subject to compromise | [2] | 1,222 | |||||
Change in Accounting Principle on Retirement Plans | Previously Disclosed in Form 10-K and 10-Q | |||||||
EQUITY | |||||||
Accumulated deficit | (473) | (354) | (209) | (177) | (42) | ||
Accumulated other comprehensive (loss) income | (530) | (528) | (472) | (476) | (584) | ||
Liabilities subject to compromise | [2] | 1,225 | |||||
Change in Accounting Principle on Retirement Plans | Impact of Change | |||||||
EQUITY | |||||||
Accumulated deficit | (7) | (11) | (9) | (8) | (9) | ||
Accumulated other comprehensive (loss) income | 9 | $ 11 | $ 9 | $ 8 | $ 9 | ||
Liabilities subject to compromise | [2] | $ (3) | |||||
[1] | As Adjusted, see Impact of Change in Accounting Principle | ||||||
[2] | Pension liabilities related to the U.S. Qualified Plan and Non-Qualified plans were classified as liabilities subject to compromise in the condensed consolidated balance sheet at June 30, 2020. |
Overview and Basis of Present_5
Overview and Basis of Presentation - Summary of Impact of Change in Accounting Principle on Condensed Consolidated Statements of Operations and Comprehensive Income (Detail) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | ||||||
Jun. 30, 2020 | Mar. 31, 2020 | Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |||
Overview And Basis Of Presentation [Line Items] | ||||||||
Settlement of retirement benefit obligations | $ 0 | $ 1 | [1] | $ 0 | $ 133 | [1] | ||
Investment and other (income) expense | (11) | (8) | [1] | (21) | (16) | [1] | ||
(Loss) before income taxes | (63) | (28) | [1] | (114) | (190) | [1] | ||
Income tax (benefit) expense | 0 | (3) | [1] | 1 | (40) | [1] | ||
Net (loss) income | $ (63) | $ (52) | $ (25) | [1] | $ (125) | $ (115) | $ (150) | [1],[2] |
Basic net (loss) per share | $ (1.86) | $ (0.72) | [1] | $ (3.42) | $ (4.49) | [1],[2] | ||
Diluted net (loss) per share | $ (1.86) | $ (0.72) | [1] | $ (3.42) | $ (4.49) | [1],[2] | ||
Adjustment for net periodic pension plan cost | $ 3 | $ 4 | [1] | $ 6 | $ 110 | [1] | ||
Other comprehensive income (loss) | 4 | $ (8) | 5 | [1] | $ 107 | (4) | 112 | [1] |
Comprehensive (loss) income | (59) | 20 | [1] | (119) | (38) | [1] | ||
Change in Accounting Principle on Retirement Plans | ||||||||
Overview And Basis Of Presentation [Line Items] | ||||||||
Settlement of retirement benefit obligations | 1 | 133 | ||||||
Investment and other (income) expense | (11) | (8) | (21) | (16) | ||||
(Loss) before income taxes | (63) | (28) | (114) | (190) | ||||
Income tax (benefit) expense | 0 | (3) | 1 | (40) | ||||
Net (loss) income | $ (63) | $ (25) | $ (115) | $ (150) | ||||
Basic net (loss) per share | $ (1.86) | $ (0.72) | $ (3.42) | $ (4.49) | ||||
Diluted net (loss) per share | $ (1.86) | $ (0.72) | $ (3.42) | $ (4.49) | ||||
Adjustment for net periodic pension plan cost | $ 3 | $ 4 | $ 6 | $ 110 | ||||
Other comprehensive income (loss) | 4 | 5 | (4) | 112 | ||||
Comprehensive (loss) income | (59) | (20) | (119) | (38) | ||||
Change in Accounting Principle on Retirement Plans | Previously Disclosed in Form 10-K and 10-Q | ||||||||
Overview And Basis Of Presentation [Line Items] | ||||||||
Settlement of retirement benefit obligations | 1 | 136 | ||||||
Investment and other (income) expense | (9) | (9) | (17) | (19) | ||||
(Loss) before income taxes | (65) | (27) | (118) | (190) | ||||
Income tax (benefit) expense | (1) | (3) | 0 | (40) | ||||
Net (loss) income | $ (64) | $ (24) | $ (118) | $ (150) | ||||
Basic net (loss) per share | $ (1.91) | $ (0.69) | $ (3.52) | $ (4.48) | ||||
Diluted net (loss) per share | $ (1.91) | $ (0.69) | $ (3.52) | $ (4.48) | ||||
Adjustment for net periodic pension plan cost | $ 3 | $ 3 | $ 7 | $ 110 | ||||
Other comprehensive income (loss) | 4 | 4 | (3) | 112 | ||||
Comprehensive (loss) income | (60) | (20) | (121) | (38) | ||||
Change in Accounting Principle on Retirement Plans | Impact of Change | ||||||||
Overview And Basis Of Presentation [Line Items] | ||||||||
Settlement of retirement benefit obligations | 0 | (3) | ||||||
Investment and other (income) expense | (2) | 1 | (4) | 3 | ||||
(Loss) before income taxes | 2 | (1) | 4 | 0 | ||||
Income tax (benefit) expense | 1 | 0 | 1 | 0 | ||||
Net (loss) income | $ 1 | $ (1) | $ 3 | $ 0 | ||||
Basic net (loss) per share | $ 0.05 | $ (0.03) | $ 0.10 | $ (0.01) | ||||
Diluted net (loss) per share | $ 0.05 | $ (0.03) | $ 0.10 | $ (0.01) | ||||
Adjustment for net periodic pension plan cost | $ 0 | $ 1 | $ (1) | $ 0 | ||||
Other comprehensive income (loss) | 0 | 1 | (1) | 0 | ||||
Comprehensive (loss) income | $ 1 | $ 0 | $ 2 | $ 0 | ||||
[1] | As Adjusted, see Impact of Change in Accounting Principle | |||||||
[2] | Overview and Basis of Presentation |
Voluntary Reorganization unde_3
Voluntary Reorganization under Chapter 11 - Narrative (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2020 | Apr. 15, 2020 | |
Reorganization Items [Line Items] | |||
Cash paid for reorganization items, net | $ 7 | $ 7 | |
Maximum | |||
Reorganization Items [Line Items] | |||
Debtor-in-possession financing | $ 100 |
Voluntary Reorganization unde_4
Voluntary Reorganization under Chapter 11 - Summary of Charges of Reorganization Items, Net (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2020 | Jun. 30, 2019 | [1] | Jun. 30, 2020 | Jun. 30, 2019 | [1] | |
Reorganizations [Abstract] | ||||||
Professional fees | $ 22 | $ 22 | ||||
Adjustments of other claims | (8) | (8) | ||||
Debt fees | 1 | 1 | ||||
Other net (gain) | (1) | (1) | ||||
Reorganization items, net | $ 14 | $ 0 | $ 14 | $ 0 | ||
[1] | As Adjusted, see Impact of Change in Accounting Principle |
Voluntary Reorganization unde_5
Voluntary Reorganization under Chapter 11 - Summary of Liabilities Subject to Compromise (Detail) - USD ($) $ in Millions | Jun. 30, 2020 | Dec. 31, 2019 | [1] |
Liabilities Subject To Compromise [Abstract] | |||
Debt | $ 910 | ||
Accrued interest payable | 21 | ||
Accounts Payable | 87 | ||
Pension liabilities | 131 | ||
Restructuring and multiemployer pension liabilities | 60 | ||
Employee-related liabilities | 7 | ||
Other liabilities | 6 | ||
Total liabilities subject to compromise | $ 1,222 | $ 0 | |
[1] | As Adjusted, see Impact of Change in Accounting Principle |
Voluntary Reorganization unde_6
Voluntary Reorganization under Chapter 11 - Debtor's Balance Sheet (Detail) $ in Millions | Jun. 30, 2020USD ($) |
ASSETS | |
Cash and cash equivalents | $ 85 |
Receivables | |
Amortized cost | 386 |
Less: Allowance for credit losses | (14) |
Receivables, net | 372 |
Receivables, net from non-filing entities | 58 |
Inventories | 107 |
Income tax receivable | 2 |
Prepaid expenses and other current assets | 43 |
Total current assets | 667 |
Property, plant and equipment-net | 386 |
Goodwill | 52 |
Other intangible assets-net | 111 |
Right-of-use assets for operating leases | 128 |
Investment in non-filing subsidiaries | 211 |
Other noncurrent assets | 67 |
Total assets | 1,622 |
LIABILITIES | |
Accounts payable | 71 |
Accrued liabilities | 156 |
Short-term debt and current portion of long-term debt | 1 |
Short-term operating lease liabilities | 30 |
Total current liabilities | 258 |
Long-term operating lease liabilities | 103 |
Other noncurrent liabilities | 45 |
Liabilities subject to compromise | 1,289 |
Total liabilities | 1,695 |
Commitments and contingencies | 0 |
EQUITY | |
Common stock, $0.01 par value | 0 |
Additional paid-in capital | 842 |
Accumulated deficit | (423) |
Accumulated other comprehensive loss | (467) |
Treasury stock, at cost | (25) |
Total equity | (73) |
Total liabilities and equity | $ 1,622 |
Voluntary Reorganization unde_7
Voluntary Reorganization under Chapter 11 - Debtor's Balance Sheet (Parenthetical) (Detail) | Jun. 30, 2020$ / shares |
Reorganizations [Abstract] | |
Common stock, par value | $ 0.01 |
Voluntary Reorganization unde_8
Voluntary Reorganization under Chapter 11 - Debtor's Statements of Operations (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||||||
Jun. 30, 2020 | Mar. 31, 2020 | Jun. 30, 2019 | [1] | Mar. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | [1] | |
Reorganization Items [Line Items] | ||||||||
Net sales | $ 532 | $ 869 | $ 1,233 | $ 1,714 | ||||
Type of Revenue [Extensible List] | lksd:ProductsAndServicesMember | lksd:ProductsAndServicesMember | lksd:ProductAndServicesMember | lksd:ProductAndServicesMember | ||||
Cost of sales | $ 468 | $ 750 | $ 1,084 | $ 1,485 | ||||
Type of Cost, Good or Service [Extensible List] | lksd:ProductsAndServicesMember | lksd:ProductsAndServicesMember | lksd:ProductAndServicesMember | lksd:ProductAndServicesMember | ||||
Selling, general and administrative expenses (exclusive of depreciation and amortization) | $ 61 | $ 80 | $ 136 | $ 165 | ||||
Restructuring, impairment and other charges-net | 32 | 24 | 58 | 37 | ||||
Depreciation and amortization | 28 | 31 | 55 | 62 | ||||
(Loss) from operations | (57) | (16) | (100) | (35) | ||||
Interest expense-net | 3 | 19 | 21 | 38 | ||||
Investment and other (income)-net | (11) | (8) | (21) | (16) | ||||
Reorganization items, net (Note 2) | 14 | 0 | 14 | 0 | ||||
(Loss) before income taxes | (63) | (28) | (114) | (190) | ||||
Income tax (benefit) expense | 0 | (3) | 1 | (40) | ||||
Net (loss) | (63) | $ (52) | $ (25) | $ (125) | (115) | $ (150) | [2] | |
Debtor's | ||||||||
Reorganization Items [Line Items] | ||||||||
Net sales | $ 500 | $ 1,154 | ||||||
Type of Revenue [Extensible List] | lksd:ProductsAndServicesMember | lksd:ProductsAndServicesMember | ||||||
Cost of sales | $ 443 | $ 1,025 | ||||||
Type of Cost, Good or Service [Extensible List] | lksd:ProductsAndServicesMember | lksd:ProductsAndServicesMember | ||||||
Selling, general and administrative expenses (exclusive of depreciation and amortization) | $ 57 | $ 128 | ||||||
Restructuring, impairment and other charges-net | 32 | 56 | ||||||
Depreciation and amortization | 26 | 52 | ||||||
(Loss) from operations | (58) | (107) | ||||||
Interest expense-net | 3 | 21 | ||||||
Investment and other (income)-net | (11) | (21) | ||||||
Reorganization items, net (Note 2) | 14 | 14 | ||||||
(Loss) before income taxes | (64) | (121) | ||||||
Income tax (benefit) expense | (1) | (2) | ||||||
Net (loss) | $ (63) | $ (119) | ||||||
[1] | As Adjusted, see Impact of Change in Accounting Principle | |||||||
[2] | Overview and Basis of Presentation |
Voluntary Reorganization unde_9
Voluntary Reorganization under Chapter 11 - Debtor's Statements of Cash Flows (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | [1] | ||
Cash Flows from Operating Activities | ||||||
Net (loss) | $ (115) | $ (150) | ||||
Adjustments to reconcile net (loss) to net cash provided by operating activities: | ||||||
Impairment charges | 2 | 19 | ||||
Depreciation and amortization | $ 28 | $ 31 | [1] | 55 | 62 | |
Provision for doubtful accounts receivable | 3 | 4 | ||||
Share-based compensation | 2 | 4 | ||||
Deferred income taxes | (1) | (39) | ||||
Non-cash reorganization items, net | 7 | 0 | ||||
Other | 1 | 1 | ||||
Changes in operating assets and liabilities - net of acquisitions and dispositions: | ||||||
Accounts receivable-net | 53 | 32 | ||||
Inventories | 28 | (15) | ||||
Prepaid expenses and other current assets | (14) | 1 | ||||
Accounts payable | 43 | (13) | ||||
Income taxes payable and receivable | 1 | (3) | ||||
Accrued liabilities and other | (15) | (33) | ||||
Changes in liabilities subject to compromise | (40) | 0 | ||||
Net cash provided by operating activities | 10 | 3 | ||||
Cash Flows from Investing Activities | ||||||
Capital expenditures | (6) | (21) | (17) | (49) | ||
Net proceeds from sales and purchases of investments and other assets | 2 | 0 | ||||
Net cash (used in) investing activities | (15) | (52) | ||||
Cash Flows from Financing Activities | ||||||
Net proceeds from credit facility borrowings | 3 | 84 | ||||
Debt issuance costs | (1) | 0 | ||||
Other financing activities | 0 | (1) | ||||
Net cash provided by financing activities | 2 | 44 | ||||
Effect of exchange rate on cash and cash equivalents | (2) | 1 | ||||
Net (decrease) in cash, cash equivalents and restricted cash | (5) | (4) | ||||
Cash, cash equivalents and restricted cash at beginning of year | 106 | 24 | ||||
Cash, cash equivalents and restricted cash at end of period | 101 | $ 20 | [1] | 101 | $ 20 | |
Debtor's | ||||||
Cash Flows from Operating Activities | ||||||
Net (loss) | (119) | |||||
Adjustments to reconcile net (loss) to net cash provided by operating activities: | ||||||
Impairment charges | 2 | |||||
Depreciation and amortization | 26 | 52 | ||||
Provision for doubtful accounts receivable | 3 | |||||
Share-based compensation | 2 | |||||
Deferred income taxes | (1) | |||||
Non-cash reorganization items, net | 7 | |||||
Other | 1 | |||||
Changes in operating assets and liabilities - net of acquisitions and dispositions: | ||||||
Accounts receivable-net | 58 | |||||
Inventories | 25 | |||||
Prepaid expenses and other current assets | (14) | |||||
Accounts payable | 49 | |||||
Income taxes payable and receivable | 1 | |||||
Accrued liabilities and other | (2) | |||||
Changes in liabilities subject to compromise | (40) | |||||
Net cash provided by operating activities | 24 | |||||
Cash Flows from Investing Activities | ||||||
Capital expenditures | (17) | |||||
Net proceeds from sales and purchases of investments and other assets | 2 | |||||
Net cash (used in) investing activities | (15) | |||||
Cash Flows from Financing Activities | ||||||
Net proceeds from credit facility borrowings | 3 | |||||
Debt issuance costs | (1) | |||||
Other financing activities | (8) | |||||
Net cash provided by financing activities | (6) | |||||
Effect of exchange rate on cash and cash equivalents | 0 | |||||
Net (decrease) in cash, cash equivalents and restricted cash | 3 | |||||
Cash, cash equivalents and restricted cash at beginning of year | 85 | |||||
Cash, cash equivalents and restricted cash at end of period | $ 88 | $ 88 | ||||
[1] | As Adjusted, see Impact of Change in Accounting Principle |
Voluntary Reorganization und_10
Voluntary Reorganization under Chapter 11 - Debtor's Statements of Cash Flows (Parenthetical) (Detail) - USD ($) $ in Millions | Jun. 30, 2020 | Dec. 31, 2019 | Jun. 30, 2019 | [1] | Dec. 31, 2018 | [1] | |
Reconciliation to the Consolidated Balance Sheets | |||||||
Cash and cash equivalents | $ 97 | $ 105 | [1] | ||||
Restricted cash included in prepaid expenses and other current assets | $ 4 | $ 1 | |||||
Restricted Cash Equivalents, Current, Asset, Statement of Financial Position [Extensible List] | us-gaap:PrepaidExpenseAndOtherAssetsCurrent | us-gaap:PrepaidExpenseAndOtherAssetsCurrent | |||||
Total cash, cash equivalents and restricted cash shown in the condensed consolidated statements of cash flows | $ 101 | $ 106 | $ 20 | $ 24 | |||
Debtor's | |||||||
Reconciliation to the Consolidated Balance Sheets | |||||||
Cash and cash equivalents | 85 | ||||||
Restricted cash included in prepaid expenses and other current assets | $ 3 | ||||||
Restricted Cash Equivalents, Current, Asset, Statement of Financial Position [Extensible List] | us-gaap:PrepaidExpenseAndOtherAssetsCurrent | ||||||
Total cash, cash equivalents and restricted cash shown in the condensed consolidated statements of cash flows | $ 88 | $ 85 | |||||
[1] | As Adjusted, see Impact of Change in Accounting Principle |
Revenue Recognition - Schedule
Revenue Recognition - Schedule of Disaggregated Revenue (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |||
Disaggregation Of Revenue [Line Items] | ||||||
Revenue | $ 532 | $ 869 | [1] | $ 1,233 | $ 1,714 | [1] |
Book | ||||||
Disaggregation Of Revenue [Line Items] | ||||||
Revenue | 198 | 289 | 402 | 549 | ||
Magazines and Catalogs | ||||||
Disaggregation Of Revenue [Line Items] | ||||||
Revenue | 193 | 341 | 487 | 704 | ||
Logistics | ||||||
Disaggregation Of Revenue [Line Items] | ||||||
Revenue | 50 | 83 | 127 | 167 | ||
Directories | ||||||
Disaggregation Of Revenue [Line Items] | ||||||
Revenue | 10 | 17 | 24 | 36 | ||
Office Products | ||||||
Disaggregation Of Revenue [Line Items] | ||||||
Revenue | 81 | 139 | 193 | 258 | ||
Magazines, Catalogs and Logistics | ||||||
Disaggregation Of Revenue [Line Items] | ||||||
Revenue | 214 | 380 | 541 | 783 | ||
Magazines, Catalogs and Logistics | Book | ||||||
Disaggregation Of Revenue [Line Items] | ||||||
Revenue | 0 | 0 | 0 | 0 | ||
Magazines, Catalogs and Logistics | Magazines and Catalogs | ||||||
Disaggregation Of Revenue [Line Items] | ||||||
Revenue | 164 | 297 | 414 | 616 | ||
Magazines, Catalogs and Logistics | Logistics | ||||||
Disaggregation Of Revenue [Line Items] | ||||||
Revenue | 50 | 83 | 127 | 167 | ||
Magazines, Catalogs and Logistics | Directories | ||||||
Disaggregation Of Revenue [Line Items] | ||||||
Revenue | 0 | 0 | 0 | 0 | ||
Magazines, Catalogs and Logistics | Office Products | ||||||
Disaggregation Of Revenue [Line Items] | ||||||
Revenue | 0 | 0 | 0 | 0 | ||
Book | ||||||
Disaggregation Of Revenue [Line Items] | ||||||
Revenue | 198 | 289 | 402 | 549 | ||
Book | Book | ||||||
Disaggregation Of Revenue [Line Items] | ||||||
Revenue | 198 | 289 | 402 | 549 | ||
Book | Magazines and Catalogs | ||||||
Disaggregation Of Revenue [Line Items] | ||||||
Revenue | 0 | 0 | 0 | 0 | ||
Book | Logistics | ||||||
Disaggregation Of Revenue [Line Items] | ||||||
Revenue | 0 | 0 | 0 | 0 | ||
Book | Directories | ||||||
Disaggregation Of Revenue [Line Items] | ||||||
Revenue | 0 | 0 | 0 | 0 | ||
Book | Office Products | ||||||
Disaggregation Of Revenue [Line Items] | ||||||
Revenue | 0 | 0 | 0 | 0 | ||
Office Products | ||||||
Disaggregation Of Revenue [Line Items] | ||||||
Revenue | 81 | 139 | 193 | 258 | ||
Office Products | Book | ||||||
Disaggregation Of Revenue [Line Items] | ||||||
Revenue | 0 | 0 | 0 | 0 | ||
Office Products | Magazines and Catalogs | ||||||
Disaggregation Of Revenue [Line Items] | ||||||
Revenue | 0 | 0 | 0 | 0 | ||
Office Products | Logistics | ||||||
Disaggregation Of Revenue [Line Items] | ||||||
Revenue | 0 | 0 | 0 | 0 | ||
Office Products | Directories | ||||||
Disaggregation Of Revenue [Line Items] | ||||||
Revenue | 0 | 0 | 0 | 0 | ||
Office Products | Office Products | ||||||
Disaggregation Of Revenue [Line Items] | ||||||
Revenue | 81 | 139 | 193 | 258 | ||
Mexico | ||||||
Disaggregation Of Revenue [Line Items] | ||||||
Revenue | 16 | 25 | 39 | 49 | ||
Mexico | Book | ||||||
Disaggregation Of Revenue [Line Items] | ||||||
Revenue | 0 | 0 | 0 | 0 | ||
Mexico | Magazines and Catalogs | ||||||
Disaggregation Of Revenue [Line Items] | ||||||
Revenue | 16 | 25 | 39 | 49 | ||
Mexico | Logistics | ||||||
Disaggregation Of Revenue [Line Items] | ||||||
Revenue | 0 | 0 | 0 | 0 | ||
Mexico | Directories | ||||||
Disaggregation Of Revenue [Line Items] | ||||||
Revenue | 0 | 0 | 0 | 0 | ||
Mexico | Office Products | ||||||
Disaggregation Of Revenue [Line Items] | ||||||
Revenue | 0 | 0 | 0 | 0 | ||
Other | ||||||
Disaggregation Of Revenue [Line Items] | ||||||
Revenue | 23 | 36 | 58 | 75 | ||
Other | Book | ||||||
Disaggregation Of Revenue [Line Items] | ||||||
Revenue | 0 | 0 | 0 | 0 | ||
Other | Magazines and Catalogs | ||||||
Disaggregation Of Revenue [Line Items] | ||||||
Revenue | 13 | 19 | 34 | 39 | ||
Other | Logistics | ||||||
Disaggregation Of Revenue [Line Items] | ||||||
Revenue | 0 | 0 | 0 | 0 | ||
Other | Directories | ||||||
Disaggregation Of Revenue [Line Items] | ||||||
Revenue | 10 | 17 | 24 | 36 | ||
Other | Office Products | ||||||
Disaggregation Of Revenue [Line Items] | ||||||
Revenue | 0 | 0 | 0 | 0 | ||
Products and Services Transferred at a Point in Time | ||||||
Disaggregation Of Revenue [Line Items] | ||||||
Revenue | 422 | 702 | 968 | 1,380 | ||
Products and Services Transferred at a Point in Time | Magazines, Catalogs and Logistics | ||||||
Disaggregation Of Revenue [Line Items] | ||||||
Revenue | 146 | 268 | 371 | 556 | ||
Products and Services Transferred at a Point in Time | Book | ||||||
Disaggregation Of Revenue [Line Items] | ||||||
Revenue | 169 | 253 | 341 | 481 | ||
Products and Services Transferred at a Point in Time | Office Products | ||||||
Disaggregation Of Revenue [Line Items] | ||||||
Revenue | 81 | 139 | 193 | 258 | ||
Products and Services Transferred at a Point in Time | Mexico | ||||||
Disaggregation Of Revenue [Line Items] | ||||||
Revenue | 16 | 25 | 39 | 49 | ||
Products and Services Transferred at a Point in Time | Other | ||||||
Disaggregation Of Revenue [Line Items] | ||||||
Revenue | 10 | 17 | 24 | 36 | ||
Products and Services Transferred Over Time | ||||||
Disaggregation Of Revenue [Line Items] | ||||||
Revenue | 110 | 167 | 265 | 334 | ||
Products and Services Transferred Over Time | Magazines, Catalogs and Logistics | ||||||
Disaggregation Of Revenue [Line Items] | ||||||
Revenue | 68 | 112 | 170 | 227 | ||
Products and Services Transferred Over Time | Book | ||||||
Disaggregation Of Revenue [Line Items] | ||||||
Revenue | 29 | 36 | 61 | 68 | ||
Products and Services Transferred Over Time | Office Products | ||||||
Disaggregation Of Revenue [Line Items] | ||||||
Revenue | 0 | 0 | 0 | 0 | ||
Products and Services Transferred Over Time | Mexico | ||||||
Disaggregation Of Revenue [Line Items] | ||||||
Revenue | 0 | 0 | 0 | 0 | ||
Products and Services Transferred Over Time | Other | ||||||
Disaggregation Of Revenue [Line Items] | ||||||
Revenue | $ 13 | $ 19 | $ 34 | $ 39 | ||
[1] | As Adjusted, see Impact of Change in Accounting Principle |
Recenue Recognition - Schedule
Recenue Recognition - Schedule of Transactions Affecting Allowance for Doubtful Accounts Receivable (Detail) - USD ($) $ in Millions | 6 Months Ended | |||
Jun. 30, 2020 | Jun. 30, 2019 | [1] | ||
Revenue From Contract With Customer [Abstract] | ||||
Balance, beginning of year | [1] | $ 12 | ||
Provisions charged to expense | 3 | $ 4 | ||
Balance, end of period | $ 15 | |||
[1] | As Adjusted, see Impact of Change in Accounting Principle |
Revenue Recognition - Schedul_2
Revenue Recognition - Schedule of Changes in the Contract Assets and Liabilities (Detail) $ in Millions | 6 Months Ended |
Jun. 30, 2020USD ($) | |
Contract Liabilities | |
Beginning Balance | $ 17 |
Revenue recognized that was included in contract liabilities as of January 1, 2020 | (12) |
Increases due to cash received | 13 |
Ending Balance | 18 |
Short-Term Contract Assets | |
Contract Assets | |
Beginning Balance | 40 |
Additions to unbilled accounts receivable | 19 |
Unbilled accounts receivable recognized in trade receivables | (33) |
Amortization of contract acquisition costs | 0 |
Ending Balance | 26 |
Long-Term Contract Assets | |
Contract Assets | |
Beginning Balance | 14 |
Additions to unbilled accounts receivable | 0 |
Unbilled accounts receivable recognized in trade receivables | 0 |
Amortization of contract acquisition costs | (6) |
Ending Balance | $ 8 |
Revenue Recognition - Narrative
Revenue Recognition - Narrative (Detail) - USD ($) $ in Millions | Jun. 30, 2020 | Dec. 31, 2019 |
Disaggregation Of Revenue [Abstract] | ||
Trade receivables | $ 342 | $ 366 |
Leases - Components of Total Ne
Leases - Components of Total Net Lease Expense (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Leases [Abstract] | ||||
Operating lease expense | $ 16 | $ 18 | $ 33 | $ 35 |
Sublease (income) | (1) | (2) | (3) | (4) |
Variable lease expense | 3 | 2 | 5 | 5 |
Total net lease expense | $ 18 | $ 18 | $ 35 | $ 36 |
Leases - Supplemental Non-cash
Leases - Supplemental Non-cash Information Related to Leases (Detail) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
ROU assets acquired in exchange for lease obligations: | ||
ROU assets, Operating leases | $ 6 | $ 9 |
Lease obligations, Operating leases | $ 6 | $ 9 |
Leases - Narrative (Detail)
Leases - Narrative (Detail) - USD ($) | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Leases [Abstract] | ||
Operating cash outflows from operating leases | $ 27,000,000 | $ 31,000,000 |
Finance lease ROU assets or obligations acquired | 0 | |
Additional operating leases not commenced, undiscounted amount | $ 3,000,000 |
Leases - Supplemental Informati
Leases - Supplemental Information Regarding Weighted Average Lease Term and Discount Rate (Detail) | Jun. 30, 2020 |
Weighted Average Remaining Lease Term (years) | |
Operating leases | 5 years 1 month 6 days |
Financing leases | 1 year 10 months 24 days |
Weighted Average Discount Rate | |
Operating leases | 8.70% |
Financing leases | 6.90% |
Leases - Schedule of Annual Mat
Leases - Schedule of Annual Maturities of Lease Liabilities (Detail) $ in Millions | Jun. 30, 2020USD ($) |
Operating Leases | |
2020 | $ 22 |
2021 | 42 |
2022 | 36 |
2023 | 27 |
2024 | 23 |
2025 & thereafter | 29 |
Total undiscounted lease payments | 179 |
Imputed interest | (34) |
Total lease liabilities | $ 145 |
Inventories - Components of the
Inventories - Components of the Company's Inventories (Detail) - USD ($) $ in Millions | Jun. 30, 2020 | Dec. 31, 2019 | |
Inventory Net [Abstract] | |||
Raw materials and manufacturing supplies | $ 60 | $ 91 | |
Work in process | 37 | 38 | |
Finished goods | 80 | 87 | |
Last in, first out reserve | (36) | (46) | |
Total | $ 141 | $ 170 | [1] |
[1] | As Adjusted, see Impact of Change in Accounting Principle |
Property, Plant and Equipment -
Property, Plant and Equipment - Components of Company's Property, Plant and Equipment (Detail) - USD ($) $ in Millions | Jun. 30, 2020 | Dec. 31, 2019 | |
Property Plant And Equipment [Abstract] | |||
Land | $ 34 | $ 35 | |
Buildings | 663 | 663 | |
Machinery and equipment | 2,925 | 3,006 | |
Property, plant and equipment, gross | 3,622 | 3,704 | |
Less: Accumulated depreciation | (3,213) | (3,264) | |
Total | $ 409 | $ 440 | [1] |
[1] | As Adjusted, see Impact of Change in Accounting Principle |
Property, Plant and Equipment_2
Property, Plant and Equipment - Narrative (Detail) $ in Millions | Jul. 15, 2020USD ($)Facility | Jun. 30, 2020USD ($) | Jun. 30, 2019USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2019USD ($) | Dec. 31, 2019USD ($) |
Property Plant And Equipment [Line Items] | ||||||
Depreciation expense | $ 21 | $ 24 | $ 42 | $ 48 | ||
Prepaid expenses and other current assets | ||||||
Property Plant And Equipment [Line Items] | ||||||
Net book value of assets held for sale | $ 6 | $ 6 | $ 9 | |||
Philadelphia, Pennsylvania | Subsequent Event | ||||||
Property Plant And Equipment [Line Items] | ||||||
Gross proceeds from sale of facilities | $ 13 | |||||
Number of manufacturing facilities approved for sale | Facility | 1 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets - Schedule of Changes in the Carrying Amount of Goodwill (Detail) - USD ($) $ in Millions | Jun. 30, 2020 | Dec. 31, 2019 | |
Goodwill [Line Items] | |||
Goodwill gross | $ 992 | $ 992 | |
Accumulated impairment losses | (940) | (940) | |
Goodwill | 52 | 52 | [1] |
Magazines, Catalogs and Logistics | |||
Goodwill [Line Items] | |||
Goodwill gross | 523 | 523 | |
Accumulated impairment losses | (502) | (502) | |
Goodwill | 21 | 21 | |
Book | |||
Goodwill [Line Items] | |||
Goodwill gross | 354 | 354 | |
Accumulated impairment losses | (354) | (354) | |
Goodwill | 0 | 0 | |
Office Products | |||
Goodwill [Line Items] | |||
Goodwill gross | 110 | 110 | |
Accumulated impairment losses | (79) | (79) | |
Goodwill | 31 | 31 | |
Mexico | |||
Goodwill [Line Items] | |||
Goodwill gross | 0 | 0 | |
Accumulated impairment losses | 0 | 0 | |
Goodwill | 0 | 0 | |
Other | |||
Goodwill [Line Items] | |||
Goodwill gross | 5 | 5 | |
Accumulated impairment losses | (5) | (5) | |
Goodwill | $ 0 | $ 0 | |
[1] | As Adjusted, see Impact of Change in Accounting Principle |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets - Components of Other Intangible Assets (Detail) - USD ($) $ in Millions | Jun. 30, 2020 | Dec. 31, 2019 |
Schedule Of Other Intangible Assets [Line Items] | ||
Gross Carrying Amount, total other intangible assets | $ 277 | $ 277 |
Accumulated Amortization, total other intangible assets | (165) | (157) |
Net Book Value, total other intangible assets | 112 | 120 |
Customer Relationships | ||
Schedule Of Other Intangible Assets [Line Items] | ||
Gross Carrying Amount, total other intangible assets | 248 | 248 |
Accumulated Amortization, total other intangible assets | (156) | (149) |
Net Book Value, total other intangible assets | 92 | 99 |
Trade Names | ||
Schedule Of Other Intangible Assets [Line Items] | ||
Gross Carrying Amount, total other intangible assets | 29 | 29 |
Accumulated Amortization, total other intangible assets | (9) | (8) |
Net Book Value, total other intangible assets | $ 20 | $ 21 |
Goodwill and Other Intangible_5
Goodwill and Other Intangible Assets - Narrative (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Goodwill And Intangible Assets Disclosure [Abstract] | ||||
Amortization expense for other intangible assets | $ 4 | $ 4 | $ 8 | $ 9 |
Goodwill and Other Intangible_6
Goodwill and Other Intangible Assets - Schedule of Estimated Annual Amortization Expense Related to all Amortizable Intangible Assets (Detail) $ in Millions | Jun. 30, 2020USD ($) |
Goodwill And Intangible Assets Disclosure [Abstract] | |
2020 | $ 17 |
2021 | 15 |
2022 | 14 |
2023 | 13 |
2024 | 13 |
2025 and thereafter | 48 |
Total | $ 120 |
Restructuring, Impairment and_3
Restructuring, Impairment and Other Charges - Schedule of Net Restructuring, Impairment and Other Charges Disclosed in Consolidated Statements of Operations (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |||
Restructuring Cost And Reserve [Line Items] | ||||||
Employee Terminations | $ 8 | $ 0 | $ 11 | $ 5 | ||
Other Restructuring Charges | 22 | 6 | 44 | 12 | ||
Total Restructuring Charges | 30 | 6 | 55 | 17 | ||
Impairment | 1 | 17 | 2 | 19 | ||
Other Charges | 1 | 1 | 1 | 1 | ||
Total | 32 | 24 | [1] | 58 | 37 | [1] |
Magazines, Catalogs and Logistics | ||||||
Restructuring Cost And Reserve [Line Items] | ||||||
Employee Terminations | 5 | |||||
Impairment | 1 | 2 | 2 | |||
Total Operating Segments | Magazines, Catalogs and Logistics | ||||||
Restructuring Cost And Reserve [Line Items] | ||||||
Employee Terminations | 7 | 0 | 7 | 5 | ||
Other Restructuring Charges | 12 | 3 | 22 | 7 | ||
Total Restructuring Charges | 19 | 3 | 29 | 12 | ||
Impairment | 1 | 17 | 2 | 19 | ||
Other Charges | 0 | 0 | 0 | 0 | ||
Total | 20 | 20 | 31 | 31 | ||
Total Operating Segments | Book | ||||||
Restructuring Cost And Reserve [Line Items] | ||||||
Employee Terminations | 1 | 0 | 2 | 0 | ||
Other Restructuring Charges | 0 | 0 | 2 | 1 | ||
Total Restructuring Charges | 1 | 0 | 4 | 1 | ||
Impairment | 0 | 0 | 0 | 0 | ||
Other Charges | 1 | 1 | 1 | 1 | ||
Total | 2 | 1 | 5 | 2 | ||
Total Operating Segments | Office Products | ||||||
Restructuring Cost And Reserve [Line Items] | ||||||
Employee Terminations | 0 | 0 | 2 | 0 | ||
Other Restructuring Charges | 1 | 1 | 1 | 1 | ||
Total Restructuring Charges | 1 | 1 | 3 | 1 | ||
Impairment | 0 | 0 | 0 | 0 | ||
Other Charges | 0 | 0 | 0 | 0 | ||
Total | 1 | 1 | 3 | 1 | ||
Total Operating Segments | Mexico | ||||||
Restructuring Cost And Reserve [Line Items] | ||||||
Employee Terminations | 0 | 0 | 0 | 0 | ||
Other Restructuring Charges | 0 | 0 | 0 | 0 | ||
Total Restructuring Charges | 0 | 0 | 0 | 0 | ||
Impairment | 0 | 0 | 0 | 0 | ||
Other Charges | 0 | 0 | 0 | 0 | ||
Total | 0 | 0 | 0 | 0 | ||
Total Operating Segments | Other | ||||||
Restructuring Cost And Reserve [Line Items] | ||||||
Employee Terminations | 0 | 0 | 0 | 0 | ||
Other Restructuring Charges | 0 | 0 | 0 | 0 | ||
Total Restructuring Charges | 0 | 0 | 0 | 0 | ||
Impairment | 0 | 0 | 0 | 0 | ||
Other Charges | 0 | 0 | 0 | 0 | ||
Total | 0 | 0 | 0 | 0 | ||
Corporate | ||||||
Restructuring Cost And Reserve [Line Items] | ||||||
Employee Terminations | 0 | 0 | 0 | 0 | ||
Other Restructuring Charges | 9 | 2 | 19 | 3 | ||
Total Restructuring Charges | 9 | 2 | 19 | 3 | ||
Impairment | 0 | 0 | 0 | 0 | ||
Other Charges | 0 | 0 | 0 | 0 | ||
Total | $ 9 | $ 2 | $ 19 | $ 3 | ||
[1] | As Adjusted, see Impact of Change in Accounting Principle |
Restructuring, Impairment and_4
Restructuring, Impairment and Other Charges - Narrative (Detail) | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2020USD ($)Employee | Jun. 30, 2019USD ($) | Jun. 30, 2020USD ($)FacilityEmployee | Jun. 30, 2019USD ($)FacilityEmployee | Dec. 31, 2019USD ($) | |||
Restructuring Cost And Reserve [Line Items] | |||||||
Other restructuring charges, net | $ 22,000,000 | $ 6,000,000 | $ 44,000,000 | $ 12,000,000 | |||
Employee-related termination costs | 8,000,000 | 0 | $ 11,000,000 | 5,000,000 | |||
Number of employees used to determine employee termination costs | Employee | 1,032 | ||||||
Impairment charges related to machinery and equipment | 1,000,000 | 17,000,000 | $ 2,000,000 | 19,000,000 | |||
Goodwill | 52,000,000 | 52,000,000 | $ 52,000,000 | [1] | |||
Impairment charges | $ 2,000,000 | 19,000,000 | [1] | ||||
Office Products | |||||||
Restructuring Cost And Reserve [Line Items] | |||||||
Number of facilities closed | Facility | 1 | ||||||
Goodwill | $ 31,000,000 | $ 31,000,000 | 31,000,000 | ||||
Goodwill impairment charges | $ 0 | ||||||
Estimated fair value exceeds carrying value percentage | 8.00% | 8.00% | |||||
Impairment of definite-lived intangible assets | $ 0 | ||||||
Magazines, Catalogs and Logistics | |||||||
Restructuring Cost And Reserve [Line Items] | |||||||
Employee-related termination costs | $ 5,000,000 | ||||||
Number of employees used to determine employee termination costs | Employee | 234 | ||||||
Number of facilities closed | Facility | 2 | 1 | |||||
Impairment charges related to machinery and equipment | $ 1,000,000 | $ 2,000,000 | $ 2,000,000 | ||||
Goodwill | 21,000,000 | 21,000,000 | $ 21,000,000 | ||||
Logistics | |||||||
Restructuring Cost And Reserve [Line Items] | |||||||
Goodwill | $ 21,000,000 | 21,000,000 | |||||
Goodwill impairment charges | $ 0 | ||||||
Estimated fair value exceeds carrying value percentage | 44.00% | 44.00% | |||||
Magazines and Catalogs | |||||||
Restructuring Cost And Reserve [Line Items] | |||||||
Impairment charges | $ 0 | $ 17,000,000 | |||||
Termination One | |||||||
Restructuring Cost And Reserve [Line Items] | |||||||
Number of employees who were terminated as of date | Employee | 443 | 443 | |||||
[1] | As Adjusted, see Impact of Change in Accounting Principle |
Restructuring, Impairment and_5
Restructuring, Impairment and Other Charges - Other Charges - Narrative (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | [1] | |
Restructuring Cost And Reserve [Line Items] | ||||||
Other Charges | $ 1 | $ 1 | $ 1 | $ 1 | ||
Liabilities subject to compromise | 1,222 | 1,222 | $ 0 | |||
Multiemployer pension plan withdrawal obligations | ||||||
Restructuring Cost And Reserve [Line Items] | ||||||
Other Charges | 1 | $ 1 | 1 | $ 1 | ||
Liabilities subject to compromise | $ 20 | $ 20 | ||||
[1] | As Adjusted, see Impact of Change in Accounting Principle |
Restructuring, Impairment and_6
Restructuring, Impairment and Other Charges - Schedule of Changes in the Restructuring Reserve (Detail) $ in Millions | 6 Months Ended |
Jun. 30, 2020USD ($) | |
Restructuring Cost And Reserve [Line Items] | |
Balance at the beginning | $ 62 |
Restructuring Charges | 48 |
Reclass to Liabilities Subject to Compromise | (40) |
Cash Paid | (48) |
Balance at the end | 22 |
Employee terminations | |
Restructuring Cost And Reserve [Line Items] | |
Balance at the beginning | 29 |
Restructuring Charges | 11 |
Reclass to Liabilities Subject to Compromise | (2) |
Cash Paid | (16) |
Balance at the end | 22 |
Other and lease termination | |
Restructuring Cost And Reserve [Line Items] | |
Balance at the beginning | 2 |
Restructuring Charges | 37 |
Reclass to Liabilities Subject to Compromise | (9) |
Cash Paid | (30) |
Balance at the end | 0 |
Multiemployer pension plan withdrawal obligations | |
Restructuring Cost And Reserve [Line Items] | |
Balance at the beginning | 31 |
Restructuring Charges | 0 |
Reclass to Liabilities Subject to Compromise | (29) |
Cash Paid | (2) |
Balance at the end | $ 0 |
Restructuring, Impairment and_7
Restructuring, Impairment and Other Charges - Restructuring Reserve - Narrative (Detail) $ in Millions | Jun. 30, 2020USD ($) |
Restructuring And Related Activities [Abstract] | |
Current restructuring reserve | $ 22 |
Restructuring liabilities | $ 40 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Detail) | Jun. 30, 2020Facility |
Commitments And Contingencies Disclosure [Abstract] | |
Number of sites cited as potentially responsible party | 8 |
Number of previously and currently owned sites with potential remediation obligations | 3 |
Debt - Schedule of the Company'
Debt - Schedule of the Company's Debt (Detail) - USD ($) $ in Millions | Jun. 30, 2020 | Dec. 31, 2019 | Sep. 30, 2016 | |
Debt Instrument [Line Items] | ||||
Finance lease and other obligations | $ 1 | $ 2 | ||
Unamortized debt issuance costs | 0 | (9) | ||
Total debt | 1 | 910 | ||
Less: current portion | (1) | (465) | [1] | |
Long-term debt | 0 | 445 | [1] | |
Borrowings under the Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Term Loan Facility | 0 | 249 | ||
Term Loan Facility due September 30, 2022 | ||||
Debt Instrument [Line Items] | ||||
Term Loan Facility | 0 | 218 | ||
8.75% Senior Secured Notes due October 15, 2023 | ||||
Debt Instrument [Line Items] | ||||
Senior Secured Notes | $ 0 | $ 450 | $ 450 | |
[1] | As Adjusted, see Impact of Change in Accounting Principle |
Debt - Schedule of the Compan_2
Debt - Schedule of the Company's Debt (Parenthetical) (Detail) | 6 Months Ended |
Jun. 30, 2020 | |
Term Loan Facility due September 30, 2022 | |
Debt Instrument [Line Items] | |
Debt instrument, maturity date | Sep. 30, 2022 |
8.75% Senior Secured Notes due October 15, 2023 | |
Debt Instrument [Line Items] | |
Debt instrument, maturity date | Oct. 15, 2023 |
Debt instrument, interest rate | 8.75% |
Debt - Schedule of Liabilities
Debt - Schedule of Liabilities Subject to Compromise (Detail) $ in Millions | Jun. 30, 2020USD ($) |
Debt Instrument [Line Items] | |
Total debt in liabilities subject to compromise | $ 910 |
Borrowings under the Revolving Credit Facility | |
Debt Instrument [Line Items] | |
Total debt in liabilities subject to compromise | 252 |
Term Loan Facility | |
Debt Instrument [Line Items] | |
Total debt in liabilities subject to compromise | 219 |
Senior Secured Notes | |
Debt Instrument [Line Items] | |
Total debt in liabilities subject to compromise | 450 |
Unamortized Debt Issuance Costs | |
Debt Instrument [Line Items] | |
Total debt in liabilities subject to compromise | $ (11) |
Debt - Narrative (Detail)
Debt - Narrative (Detail) - USD ($) | Apr. 15, 2020 | Jun. 30, 2020 | Jun. 30, 2019 | [1] | Jun. 30, 2020 | Jun. 30, 2019 | [1] | Dec. 31, 2019 | Aug. 05, 2019 | Sep. 30, 2016 |
Debt Instrument [Line Items] | ||||||||||
Amount of difference between fair value and book value | $ 277,000,000 | |||||||||
Interest expense-net | $ 3,000,000 | $ 19,000,000 | $ 21,000,000 | $ 38,000,000 | ||||||
Additional interest expense | 15,000,000 | 15,000,000 | ||||||||
Credit Agreements | Revolving Credit Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt instrument, principal amount | $ 400,000,000 | |||||||||
Amended Credit Agreement | Revolving Credit Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt instrument, principal amount | $ 300,000,000 | |||||||||
Senior Secured Notes | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Senior secured notes | $ 0 | $ 0 | $ 450,000,000 | 450,000,000 | ||||||
Term Loan Facility due September 30, 2022 | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt instrument, variable interest rate | 7.12% | |||||||||
Term Loan Facility due September 30, 2022 | Credit Agreements | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt instrument, principal amount | $ 375,000,000 | |||||||||
DIP Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Additional interest rate upon event of default | 2.00% | |||||||||
Percentage of unused line fee | 0.50% | |||||||||
Percentage of commitment fee | 1.00% | |||||||||
Commitment fee amount | $ 100,000 | |||||||||
Percentage of participation fee | 6.75% | |||||||||
Percentage of fronting fee | 0.125% | |||||||||
DIP Facility | Alternate Base Rate | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Basis spread on variable rate | 5.75% | |||||||||
DIP Facility | LIBOR | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Basis spread on variable rate | 6.75% | |||||||||
DIP Facility | Maximum | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debtor-in-possession financing | $ 100,000,000 | |||||||||
DIP Facility | Revolving Credit Facility | Maximum | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debtor-in-possession financing | 55,000,000 | |||||||||
DIP Facility | Letters of Credit | Maximum | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debtor-in-possession financing | 45,000,000 | |||||||||
DIP Loan Commitments | Letters of Credit | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debtor-in-possession financing | $ 5,000,000 | |||||||||
[1] | As Adjusted, see Impact of Change in Accounting Principle |
Earnings Per Share - Narrative
Earnings Per Share - Narrative (Detail) - shares | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Earnings Per Share [Abstract] | ||
Repurchase of common stock, shares | 0 | 0 |
Earnings Per Share - Calculatio
Earnings Per Share - Calculation of Basic and Diluted EPS as Well as Reconciliation of Basic Shares to Diluted Shares (Detail) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | ||||||
Jun. 30, 2020 | Mar. 31, 2020 | Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | [2] | ||
Net (loss) per common share: | ||||||||
Basic | $ (1.86) | $ (0.72) | [1] | $ (3.42) | $ (4.49) | [1] | ||
Diluted | $ (1.86) | $ (0.72) | [1] | $ (3.42) | $ (4.49) | [1] | ||
Numerator: | ||||||||
Net (loss) | $ (63) | $ (52) | $ (25) | [1] | $ (125) | $ (115) | $ (150) | [1] |
Denominator: | ||||||||
Weighted average number of common shares outstanding | 33.7 | 33.5 | [1] | 33.6 | 33.4 | [1] | ||
Dilutive options and awards | 0 | 0 | 0 | 0 | ||||
Diluted weighted average number of common shares outstanding | 33.7 | 33.5 | [1] | 33.6 | 33.4 | [1] | ||
[1] | As Adjusted, see Impact of Change in Accounting Principle | |||||||
[2] | Overview and Basis of Presentation |
Retirement Plans - Components o
Retirement Plans - Components of Estimated Net Pension (Income) Loss (Detail) - Pension Benefits - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Defined Benefit Plan Disclosure [Line Items] | ||||
Interest cost | $ 16 | $ 19 | $ 32 | $ 40 |
Expected return on plan assets | (30) | (30) | (60) | (61) |
Amortization of actuarial loss | 4 | 3 | 8 | 6 |
Settlement of retirement obligations | 1 | 133 | ||
Net periodic benefit (income) loss | (10) | (7) | (20) | 118 |
Qualified | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Interest cost | 16 | 18 | 31 | 38 |
Expected return on plan assets | (30) | (30) | (60) | (61) |
Amortization of actuarial loss | 3 | 3 | 7 | 6 |
Settlement of retirement obligations | 1 | 133 | ||
Net periodic benefit (income) loss | (11) | (8) | (22) | 116 |
Non-Qualified & International | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Interest cost | 0 | 1 | 1 | 2 |
Expected return on plan assets | 0 | 0 | 0 | 0 |
Amortization of actuarial loss | 1 | 0 | 1 | 0 |
Settlement of retirement obligations | 0 | |||
Net periodic benefit (income) loss | $ 1 | $ 1 | $ 2 | $ 2 |
Retirement Plans - Narrative (D
Retirement Plans - Narrative (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Jun. 30, 2019 | Mar. 31, 2019 | |
Compensation And Retirement Disclosure [Abstract] | ||
Reduction in pension obligation under the annuity contract | $ 477 | |
Reduction in net benefit plan asset | 466 | |
Pension non-cash settlement expense | $ 1 | $ 132 |
Taxes - Narrative (Detail)
Taxes - Narrative (Detail) - USD ($) | 9 Months Ended | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | Jun. 30, 2020 | |
Income Tax [Line Items] | ||||
CARES act of 2020, amount of payroll taxes accrued | $ 10,000,000 | |||
C A R E S Act Of2020 provision benefit | $ 0 | |||
Scenario Plan | ||||
Income Tax [Line Items] | ||||
CARES act of 2020, percentage of deferred payments of employer share of wages on social security payroll taxes | 6.20% | |||
CARES act of 2020, percentage of deferred social security payroll taxes to be paid | 50.00% | 50.00% |
Comprehensive Income - Schedule
Comprehensive Income - Schedule of Changes in Accumulated Other Comprehensive Loss (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | ||
Accumulated Other Comprehensive Income Loss [Line Items] | |||||
Balance | $ 153 | $ 178 | $ (72) | [1] | $ 178 |
Net change in accumulated other comprehensive income (loss) | 105 | ||||
Balance | 126 | 153 | (189) | 126 | |
Pension Plan Cost | |||||
Accumulated Other Comprehensive Income Loss [Line Items] | |||||
Balance | (520) | (464) | (520) | ||
Other comprehensive income (loss) before reclassifications | 104 | 0 | 105 | ||
Amounts reclassified from accumulated other comprehensive loss | 6 | 5 | |||
Net change in accumulated other comprehensive income (loss) | 6 | 110 | |||
Balance | (410) | (458) | (410) | ||
Translation Adjustments | |||||
Accumulated Other Comprehensive Income Loss [Line Items] | |||||
Balance | (55) | (53) | (55) | ||
Other comprehensive income (loss) before reclassifications | (10) | 2 | |||
Amounts reclassified from accumulated other comprehensive loss | 0 | 0 | |||
Net change in accumulated other comprehensive income (loss) | (10) | 2 | |||
Balance | (53) | (63) | (53) | ||
Accumulated Other Comprehensive Loss | |||||
Accumulated Other Comprehensive Income Loss [Line Items] | |||||
Balance | (468) | (575) | (517) | (575) | |
Other comprehensive income (loss) before reclassifications | (10) | 107 | |||
Amounts reclassified from accumulated other comprehensive loss | 6 | 5 | |||
Net change in accumulated other comprehensive income (loss) | (4) | 112 | |||
Balance | $ (463) | $ (468) | $ (521) | $ (463) | |
[1] | As Adjusted, see Impact of Change in Accounting Principle |
Comprehensive Income - Narrativ
Comprehensive Income - Narrative (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
Net impact to accumulated other comprehensive loss | $ 105 | |||
Pension Plan Cost | ||||
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
Net impact to accumulated other comprehensive loss | $ 104 | $ 0 | $ 105 | |
Increase to accumulated other comprehensive loss | $ 1 | |||
Net impact to accumulated other comprehensive loss | $ 6 | $ 110 |
Comprehensive Income - Schedu_2
Comprehensive Income - Schedule of Reclassifications From Accumulated Other Comprehensive Loss (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | [2] | ||
Amortization of Pension Plan Cost: Net Actuarial Loss | ||||||
Reclassification from Accumulated Other Comprehensive Loss | ||||||
Reclassifications before tax | [1] | $ 4 | $ 3 | $ 8 | $ 6 | |
Accumulated Defined Benefit Plans Adjustment | ||||||
Reclassification from Accumulated Other Comprehensive Loss | ||||||
Reclassifications before tax | 4 | 3 | 8 | 6 | ||
Income tax expense | 1 | 0 | 2 | 1 | ||
Reclassifications, net of tax | $ 3 | $ 3 | $ 6 | $ 5 | ||
[1] | (a) 12 Retirement Plans | |||||
[2] | (1) |
Segment Information - Narrative
Segment Information - Narrative (Detail) | 6 Months Ended |
Jun. 30, 2020SegmentCategory | |
Magazines, Catalogs and Logistics | |
Segment Reporting Information [Line Items] | |
Number of reporting units | Segment | 2 |
Office Products | |
Segment Reporting Information [Line Items] | |
Number of core product categories | Category | 5 |
Segment Information - Schedule
Segment Information - Schedule of Segment Reporting Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |||
Segment Reporting Information [Line Items] | ||||||
Net Sales | $ 532 | $ 869 | [1] | $ 1,233 | $ 1,714 | [1] |
Income (Loss) from Operations | (57) | (16) | [1] | (100) | (35) | [1] |
Assets of Operations | 1,485 | 1,879 | 1,485 | 1,879 | ||
Depreciation and Amortization | 28 | 31 | [1] | 55 | 62 | [1] |
Capital Expenditures | 6 | 21 | 17 | 49 | [1] | |
Magazines, Catalogs and Logistics | ||||||
Segment Reporting Information [Line Items] | ||||||
Net Sales | 214 | 380 | 541 | 783 | ||
Book | ||||||
Segment Reporting Information [Line Items] | ||||||
Net Sales | 198 | 289 | 402 | 549 | ||
Office Products | ||||||
Segment Reporting Information [Line Items] | ||||||
Net Sales | 81 | 139 | 193 | 258 | ||
Mexico | ||||||
Segment Reporting Information [Line Items] | ||||||
Net Sales | 16 | 25 | 39 | 49 | ||
Other | ||||||
Segment Reporting Information [Line Items] | ||||||
Net Sales | 23 | 36 | 58 | 75 | ||
Income (Loss) from Operations | 2 | 4 | 5 | 5 | ||
Assets of Operations | 23 | 6 | 23 | 6 | ||
Depreciation and Amortization | 0 | 0 | 0 | 0 | ||
Capital Expenditures | 0 | 0 | 0 | 0 | ||
Total Operating Segments | ||||||
Segment Reporting Information [Line Items] | ||||||
Net Sales | 509 | 833 | 1,175 | 1,639 | ||
Income (Loss) from Operations | (50) | (7) | (84) | (14) | ||
Assets of Operations | 1,311 | 1,781 | 1,311 | 1,781 | ||
Depreciation and Amortization | 27 | 30 | 54 | 61 | ||
Capital Expenditures | 5 | 20 | 16 | 48 | ||
Total Operating Segments | Magazines, Catalogs and Logistics | ||||||
Segment Reporting Information [Line Items] | ||||||
Net Sales | 214 | 380 | 541 | 783 | ||
Income (Loss) from Operations | (57) | (42) | (92) | (73) | ||
Assets of Operations | 508 | 734 | 508 | 734 | ||
Depreciation and Amortization | 13 | 13 | 24 | 28 | ||
Capital Expenditures | 3 | 12 | 10 | 22 | ||
Total Operating Segments | Book | ||||||
Segment Reporting Information [Line Items] | ||||||
Net Sales | 198 | 289 | 402 | 549 | ||
Income (Loss) from Operations | 4 | 18 | (5) | 31 | ||
Assets of Operations | 467 | 637 | 467 | 637 | ||
Depreciation and Amortization | 11 | 13 | 23 | 25 | ||
Capital Expenditures | 2 | 7 | 6 | 24 | ||
Total Operating Segments | Office Products | ||||||
Segment Reporting Information [Line Items] | ||||||
Net Sales | 81 | 139 | 193 | 258 | ||
Income (Loss) from Operations | 0 | 13 | 7 | 21 | ||
Assets of Operations | 283 | 339 | 283 | 339 | ||
Depreciation and Amortization | 3 | 3 | 6 | 6 | ||
Capital Expenditures | 0 | 1 | 0 | 1 | ||
Total Operating Segments | Mexico | ||||||
Segment Reporting Information [Line Items] | ||||||
Net Sales | 16 | 25 | 39 | 49 | ||
Income (Loss) from Operations | 3 | 4 | 6 | 7 | ||
Assets of Operations | 53 | 71 | 53 | 71 | ||
Depreciation and Amortization | 0 | 1 | 1 | 2 | ||
Capital Expenditures | 0 | 0 | 0 | 1 | ||
Corporate | ||||||
Segment Reporting Information [Line Items] | ||||||
Net Sales | 0 | 0 | 0 | 0 | ||
Income (Loss) from Operations | (9) | (13) | (21) | (26) | ||
Assets of Operations | 151 | 92 | 151 | 92 | ||
Depreciation and Amortization | 1 | 1 | 1 | 1 | ||
Capital Expenditures | $ 1 | $ 1 | $ 1 | $ 1 | ||
[1] | As Adjusted, see Impact of Change in Accounting Principle |