Document And Entity Information
Document And Entity Information - shares | 6 Months Ended | |
Jun. 30, 2017 | Jul. 31, 2017 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | Conduent Incorporated | |
Entity Central Index Key | 1,677,703 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 210,150,379 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Income - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Revenues | ||||
Revenue | $ 1,485 | $ 1,598 | $ 3,027 | $ 3,271 |
Related party | 11 | 15 | 22 | 27 |
Total Revenues | 1,496 | 1,613 | 3,049 | 3,298 |
Costs and Expenses | ||||
Cost of services | 1,245 | 1,348 | 2,532 | 2,760 |
Related party cost of services | 8 | 10 | 15 | 19 |
Research and development | 3 | 8 | 7 | 18 |
Selling, general and administrative | 153 | 170 | 322 | 353 |
Restructuring and related cost | 36 | 23 | 54 | 49 |
Amortization of intangible assets | 61 | 62 | 122 | 137 |
Interest expense | 34 | 1 | 70 | 2 |
Related party interest | 0 | 10 | 0 | 20 |
Separation costs | 1 | 16 | 6 | 19 |
Gain on sale of asset | (24) | 0 | (24) | 0 |
Other (income) expenses, net | (10) | (1) | (22) | 9 |
Total Costs and Expenses | 1,507 | 1,647 | 3,082 | 3,386 |
Loss before Income Taxes | (11) | (34) | (33) | (88) |
Income tax benefit | (7) | (24) | (19) | (55) |
Loss from Continuing Operations | (4) | (10) | (14) | (33) |
Income from discontinued operations, net of tax | 0 | 0 | 4 | 0 |
Net Loss | $ (4) | $ (10) | $ (10) | $ (33) |
Continuing operations | $ (0.03) | $ (0.05) | $ (0.09) | $ (0.17) |
Discontinued operations | 0 | 0 | 0.02 | 0 |
Total Basic Loss per Share | (0.03) | (0.05) | (0.07) | (0.17) |
Continuing operations | (0.03) | (0.05) | (0.09) | (0.17) |
Discontinued operations | 0 | 0 | 0.02 | 0 |
Total Diluted Loss per Share | $ (0.03) | $ (0.05) | $ (0.07) | $ (0.17) |
Condensed Consolidated Stateme3
Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | ||
Statement of Comprehensive Income [Abstract] | |||||
Net Loss | $ (4) | $ (10) | $ (10) | $ (33) | |
Other Comprehensive Loss, Net: | |||||
Translation adjustments, net | [1] | 14 | (22) | 26 | (15) |
Unrealized (loss) gains, net | [1] | 0 | (1) | 2 | 1 |
Changes in defined benefit plans, net | [1] | (1) | 1 | 0 | 1 |
Other Comprehensive Income (Loss), Net | [1] | 13 | (22) | 28 | (13) |
Comprehensive Loss, Net | |||||
Comprehensive Income (Loss), Net | $ 9 | $ (32) | $ 18 | $ (46) | |
[1] | Refer to Note 10 - Other Comprehensive Income (Loss) for gross components of Other Comprehensive Income (Loss), reclassification adjustments out of Accumulated Other Comprehensive Loss and related tax effects. |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) shares in Thousands, $ in Millions | Jun. 30, 2017 | Dec. 31, 2016 |
Assets, Current [Abstract] | ||
Cash and cash equivalents | $ 309 | $ 390 |
Accounts receivable, net | 1,374 | 1,286 |
Net receivable from former parent company | 39 | 0 |
Other current assets | 264 | 241 |
Total current assets | 1,986 | 1,917 |
Assets | ||
Land, buildings and equipment, net | 262 | 283 |
Intangible assets, net | 1,023 | 1,144 |
Goodwill | 3,921 | 3,889 |
Other long-term assets | 456 | 476 |
Total Assets | 7,648 | 7,709 |
Liabilities, Current [Abstract] | ||
Short-term debt and current portion of long-term debt | 59 | 28 |
Accounts payable | 106 | 164 |
Accrued compensation and benefits costs | 247 | 269 |
Unearned income | 196 | 206 |
Net payable to former parent company | 0 | 124 |
Other current liabilities | 604 | 611 |
Total current liabilities | 1,212 | 1,402 |
Long-term debt | 2,071 | 1,913 |
Pension and other benefit liabilities | 171 | 172 |
Deferred taxes | 592 | 619 |
Other long-term liabilities | 143 | 173 |
Total Liabilities | 4,189 | 4,279 |
Contingencies (See Note 11) | ||
Series A Convertible Preferred Stock | 142 | 142 |
Common Stock | 2 | 2 |
Additional paid-in-capital | 3,828 | 3,812 |
Retained deficit | (15) | 0 |
Accumulated other comprehensive loss | (498) | (526) |
Total Equity | 3,317 | 3,288 |
Total Liabilities and Equity | $ 7,648 | $ 7,709 |
Shares of common stock issued and outstanding | 209,355 | 202,875 |
Shared of Series A convertible preferred stock issued and outstanding | 120 | 120 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Cash Flows from Operating Activities: | ||||
Net loss | $ (4) | $ (10) | $ (10) | $ (33) |
Adjustments required to reconcile net loss to cash flows from operating activities: | ||||
Depreciation and amortization | 130 | 134 | 255 | 282 |
Deferred tax (benefit) expense | (25) | 19 | (31) | 24 |
Gain on investments | (4) | (3) | (7) | (3) |
Amortization of debt financing costs | 2 | 0 | 4 | 0 |
Net (gain) loss on sales of businesses and assets | (25) | 1 | (32) | 1 |
Stock-based compensation | 12 | 6 | 18 | 10 |
Restructuring and related costs | 34 | 20 | 46 | 45 |
Payments for restructuring | (13) | (13) | (22) | (20) |
Contributions to defined benefit pension plans | (2) | (1) | (4) | (3) |
Provision for receivables | (1) | 1 | (1) | 3 |
Decrease (increase) in accounts receivable | 41 | 28 | (69) | (113) |
Increase in other current and long-term assets | (13) | (40) | (46) | (66) |
Decrease in accounts payable and accrued compensation | (36) | (73) | (85) | (139) |
Decrease in other current and long-term liabilities | (37) | (79) | (54) | (90) |
Net change in income tax assets and liabilities | 7 | (51) | (2) | (76) |
Other operating, net | 1 | 0 | 1 | 0 |
Net cash provided by (used in) operating activities | 67 | (61) | (39) | (178) |
Cash Flows from Investing Activities: | ||||
Cost of additions to land, buildings and equipment | (20) | (25) | (37) | (55) |
Proceeds from sales of land, buildings and equipment | 33 | 0 | 33 | 0 |
Cost of additions to internal use software | (7) | (11) | (15) | (20) |
Proceeds from sale of businesses, net of adjustments | 0 | 3 | 0 | (53) |
Net payments on related party notes receivable | 0 | 3 | 0 | 0 |
Other investing | 0 | (1) | 0 | 0 |
Net cash provided by (used in) investing activities | 6 | (31) | (19) | (128) |
Cash Flows from Financing Activities: | ||||
Proceeds on long term debt, net of issuance costs | (8) | 2 | 297 | 4 |
Payments on debt | (9) | (6) | (153) | (12) |
Net payments on related party notes payable | 0 | (36) | 0 | (27) |
Net transfers from (payments to) former parent | 0 | 151 | (161) | 362 |
Proceeds from exercise of stock options | 1 | 0 | 3 | 0 |
Dividends paid on preferred stock | (3) | 0 | (5) | 0 |
Other financing | 0 | (1) | (6) | (1) |
Net cash (used in) provided by financing activities | (19) | 110 | (25) | 326 |
Effect of exchange rate changes on cash and cash equivalents | 0 | (1) | 2 | 0 |
Increase (decrease) in cash and cash equivalents | 54 | 17 | (81) | 20 |
Cash and cash equivalents at beginning of period | 255 | 143 | 390 | 140 |
Cash and Cash Equivalents at End of Period | $ 309 | $ 160 | $ 309 | $ 160 |
Basis of Presentation
Basis of Presentation | 6 Months Ended |
Jun. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation References herein to “we,” “us,” “our,” the “Company” and “Conduent” refer to Conduent Incorporated and its consolidated subsidiaries unless the context suggests otherwise. We have prepared the accompanying unaudited Condensed Consolidated Financial Statements in accordance with the accounting policies described in our 2016 Annual Report on Form 10-K (2016 Annual Report), and the interim reporting requirements of Form 10-Q. Accordingly, certain information and note disclosures normally included in our annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. You should read these Condensed Consolidated Financial Statements in conjunction with the Consolidated Financial Statements included in our 2016 Annual Report. In our opinion, all adjustments which are necessary for a fair statement of financial position, operating results and cash flows for the interim periods presented have been made. These adjustments consist of normal recurring items. Interim results of operations are not necessarily indicative of the results of the full year. For convenience and ease of reference, we refer to the financial statement caption “Loss before Income Taxes ” as “pre-tax loss”. Separation from Xerox Corporation On December 31, 2016, Conduent Incorporated spun-off from Xerox Corporation, pursuant to the separation agreement. The separation was completed by way of a pro rata distribution of Conduent Incorporated shares held by Xerox to Xerox’s shareholders. As a result of the spin-off, we now operate as an independent, publicly traded company on the New York Stock Exchange, under the ticker "CNDT". Prior to December 31, 2016, the Financial Statements of the Company were derived from the Consolidated Financial Statements and accounting records of Xerox as if the Company operated on a standalone basis and were prepared in accordance with U.S. generally accepted accounting principles (U.S. GAAP) and pursuant to the rules and regulations of the SEC. Historically, the Company consisted of the Business Processing Outsourcing Operating segment within Xerox’s reportable Services segment and did not operate as a separate, standalone company. Accordingly, Xerox had reported the financial position and the related results of operations, cash flows and changes in equity of the Company in Xerox’s Consolidated Financial Statements. During the second quarter 2016 closing process, we determined that the first quarter 2016 income tax benefit of $25 million should have been $6 million higher. This additional income tax benefit was adjusted for and included in the six months results ended June 30, 2016. The Company concluded that this correction was not material to the condensed consolidated financial statements for the three months ended March 31, 2016. During the first quarter of 2017, the Company recorded out-of-period adjustments related to the December 31, 2016 compensation-related accruals, the majority of which was associated with the Xerox annual performance incentive program, which reduced first quarter 2017 Total costs and expenses within the Statement of Income (Loss) by approximately $4 million . Such prior period compensation-related accrual adjustments were not material to the first quarter 2017 or prior period financial statements, and are not expected to be material to the full year 2017 Statement of Income (Loss). |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 6 Months Ended |
Jun. 30, 2017 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Revenue Recognition In May 2014, the FASB issued ASU 2014-09 , Revenue from Contracts with Customers (Topic 606 ) , to supersede nearly all existing revenue recognition guidance under U.S. GAAP. The core principle of ASU 2014-09 is to recognize revenues when promised goods or services are transferred to customers in an amount that reflects the consideration that is expected to be received for those goods or services. ASU 2014-09 defines a five step process to achieve this core principle and, in doing so, it is possible more judgment and estimates may be required within the revenue recognition process than required under existing U.S. GAAP, including identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price and allocating the transaction price to each separate performance obligation. ASU 2014-09 is effective for our fiscal year beginning January 1, 2018, with early adoption permitted for fiscal years beginning January 1, 2017. The standard will be adopted using either of two methods: (i) retrospective to each prior reporting period presented with the option to elect certain practical expedients as defined within ASU 2014-09; or (ii) retrospective with the cumulative effect of initially applying ASU 2014-09 recognized at the date of initial application and providing certain additional disclosures as defined per ASU 2014-09. In March 2016, the FASB issued ASU 2016-08 , Revenue Recognition - Principal versus Agent (reporting revenue gross versus net). Also, in April 2016, the FASB issued ASU 2016-10 , Revenue from Contracts with Customers - Identifying Performance Obligations and Licensing , and in May 2016, the FASB issued ASU 2016-12 , Revenue Recognition - Narrow Scope Improvements and Practical Expedients . We will adopt these standards beginning January 1, 2018 using the modified retrospective method. We are in the process of implementing these standards, including the relevant internal controls. While our analysis is still to be finalized, we believe that there could be impacts from period-to-period as a result of these standards with respect to the identification of performance obligations, the identification of contract acquisition costs eligible for capitalization and the determination of the related amortization period, the timing of changes to the recognition of revenue associated with contract modifications, renewals, and service level agreement bonuses and penalties, gross vs. net revenue recognition associated with outsourced mailing/postage arrangements, among other areas. We expect to need the third and fourth quarters of 2017 to quantify the impacts of these changes, if any, on our revenue recognition and to develop processes and controls to address the related financial reporting and disclosure requirements. Service Concession Arrangements In May 2017, the FASB issued ASU 2017-10 , Service Concession Arrangements (Topic 853): Determining the Customer of the Operation Services. This update clarifies that the grantor, rather than third-party drivers, is the customer of the operation services in all cases for service concession arrangements within the scope of Topic 853. We will adopt this standard alongside our implementation of ASU 2014-09. Leases In February 2016, the FASB issued ASU 2016-02 , Leases (Topic 842). This update requires the recognition of leased assets and lease obligations by lessees for those leases currently classified as operating leases under existing lease guidance. Short term leases with a term of 12 months or less are not required to be recognized. The update also requires disclosure of key information about leasing arrangements to increase transparency and comparability among organizations. The accounting for lessors does not fundamentally change except for changes to conform and align guidance to the lessee guidance as well as to the new revenue recognition guidance in ASU 2014-09. This update is effective for our fiscal year beginning January 1, 2019. We are currently evaluating the impact of the adoption of ASU 2016-02 on our condensed consolidated financial statements. Cash Flows In August 2016, the FASB issued ASU 2016-15 , Statement of Cash Flows (Topic 230) - Classification of Certain Cash Receipts and Cash Payments. This update provides specific guidance on eight cash flow classification issues where current GAAP is either unclear or does not include specific guidance. This update is effective for our fiscal year beginning January 1, 2018 with early adoption permitted. We are currently evaluating the impact, if any, that the adoption of ASU 2016-15 may have on our statements of cash flows in future reporting periods. Additionally, in November 2016 the FASB issued ASU 2016-18 , Statement of Cash Flows (Topic 230) - Restricted Cash . The update requires that amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. We held $ 25 million and $22 million of restricted cash reported in other current assets at June 30, 2017 and December 31, 2016, respectively. This update is effective for our fiscal year beginning January 1, 2018. We are currently evaluating the impact, if any, that the adoption of ASU 2016-18 may have on our statements of cash flows in future reporting periods. Stock Compensation In March 2016, the FASB issued ASU 2016-09 , Compensation (Topic 718) - Stock Compensation, Improvements to Employee Share-Based Payment Accounting. This update includes provisions to simplify certain aspects related to the accounting for share-based awards and the related financial statement presentation. The update also requires that excess tax benefits and deficiencies be recorded in the income statement when the awards vest or are settled as compared to equity as allowed under certain conditions by current US GAAP. This change is required to be adopted prospectively in the period of adoption. In addition, the ASU modifies the classification of certain share-based payment activities within the statements of cash flows and these changes are required to be applied retrospectively to all periods presented. ASU 2016-09 was effective for our fiscal year beginning January 1, 2017, and did not have a material impact on our consolidated financial statements. This update may add volatility to our income tax expense in future periods depending upon, among other things, the level of tax expense and the price of the Company's common stock at the date of vesting for share-based awards. In May 2017, the FASB issued ASU 2017-09 , Compensation - Stock Compensation (Topic 718): Scope of Modification Accounting. This update clarifies when to account for a change to the terms or conditions of a shared-based payment award as a modification. Under the new guidance, modification accounting is required only if the fair value, the vesting conditions, or the classification of award (as equity or liability) changes as a result of the change in terms and conditions. This update is effective for our fiscal year beginning January 1, 2018, with early adoption permitted. We are currently evaluating the impact of the adoption of ASU 2017-09 on our consolidated financial statements. Income Taxes In October 2016, the FASB issued ASU 2016-16 , Income Taxes (Topic 740) - Intra-Entity Transfers of Assets Other than Inventory. This update requires recognition of the income-tax consequences of an intra-entity transfer of assets other than inventory. Under current GAAP, recognition of the income tax consequences for assets other than inventory could only occur upon sale to a third party. This update is effective for our fiscal year beginning January 1, 2018. We are currently evaluating the impact of the adoption of ASU 2016-16 on our consolidated financial statements. Financial Instruments - Credit Losses In June 2016, the FASB issued ASU 2016-13 , Financial Instruments Credit Losses (Topic 326) - Measurement of Credit Losses on Financial Instruments, which requires measurement and recognition of expected credit losses for financial assets. The update impacts financial assets and net investment in leases that are not accounted for at fair value through net income. This update is effective for our fiscal year beginning January 1, 2020, with early adoption permitted as of January 1, 2019. We are currently evaluating the impact of the adoption of ASU 2016-13 on our consolidated financial statements. Business Combinations In January 2017, the FASB issued ASU 2017-01 , Business Combinations (Topic 805): Clarifying the Definition of a Business , which clarifies the definition of a business to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. This update is effective for our fiscal year beginning January 1, 2018, with early adoption permitted. We are currently evaluating the impact of the adoption of ASU 2017-01 on our consolidated financial statements, intangible assets and goodwill. In January 2017 the FASB issued ASU 2017-04 , Intangibles - Goodwill and Other (Topic 305): Simplifying the Goodwill Impairment Test , which eliminates Step 2 from the goodwill impairment test. Instead, an entity should perform its annual or interim goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount and recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit's fair value, not to exceed the total amount of goodwill allocated to the reporting unit. This update is effective for our fiscal year beginning January 1, 2020; however the Company has elected the early adoption option, as permitted by ASU 2017-04, for goodwill impairment tests performed after January 1, 2017. The adoption of this standard did not have any effect on our financial condition, results of operations or cash flows as goodwill has not been impaired since we adopted this standard. Equity Method Accounting In March 2016, the FASB issued ASU 2016-07 , Investments (Topic 323): Equity Method and Joint Ventures, Simplifying the Transition to the Equity Method of Accounting . This update eliminates the requirement that when an existing cost method investment qualifies for use of the equity method, an investor must restate its historical financial statements, as if the equity method had been used during all previous periods. Under the new guidance, at the point an investment qualifies for the equity method, any unrealized gain or loss in accumulated other comprehensive income(loss) ("AOCI") will be recognized through earnings. This update was effective for our fiscal year beginning January 1, 2017, and did not have a material impact on our financial condition, results of operations or cash flows. Employee Benefit Plans In March 2017, the FASB issued ASU 2017-07 , Compensation (Topic 715): Retirement Benefits, Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost . This update requires an employer to report the service cost component in the same line item or items as other compensation costs arising from services rendered by the pertinent employees during the period. It also requires the other components of net periodic pension cost and net periodic postretirement benefit cost be presented in the income statement separately from the service cost component and outside a subtotal of income from operations, if one is presented. Additionally, only the service cost component is eligible for capitalization, when applicable. This update is effective for our fiscal year beginning January 1, 2018, with early adoption permitted. The adoption of this update is not expected to have a material impact on our financial condition, results of operations or cash flows. Other Updates The FASB also issued the following Accounting Standards Updates which are not expected to have a material impact on our financial condition, results of operations or cash flows. Those updates are as follows: • Accounting Changes and Error Corrections (Topic 250) : ASU 2017-03 , Accounting Changes and Error Corrections (Topic 250) and Investments-Equity Method and Joint Ventures (Topic 323) . Transition guidance included in certain issued but not yet adopted ASUs was updated to reflect this amendment. • Financial Instruments (Topic 825) : ASU 2016-01 , Financial Instruments - Recognition and Measurement of Financial Instruments and Financial Liabilities, which is effective for our fiscal year beginning January 1, 2018, and is not expected to have a material impact on our financial condition, results of operations or cash flows. • Inventory (Topic 330) : ASU 2015-11 , Simplifying the Subsequent Measurement of Inventory, which is effective for our fiscal year beginning January 1, 2017, did not have a material impact on our financial condition, results of operations or cash flows. • Derivatives and Hedging (Topic 815) : ASU 2016-06 , Contingent Put and Call Options in Debt Instruments , was effective for our fiscal year beginning January 1, 2017, and did not have a material impact on our financial condition, results of operations or cash flows at this time. • Derivatives and Hedging (Topic 815): ASU 2016-05 , Effect of Derivative Contract Novations on Existing Hedge Accounting Relationships , was effective for our fiscal year beginning January 1, 2017, and did not have a material impact on our financial condition, results of operations or cash flows. |
Segment Reporting
Segment Reporting | 6 Months Ended |
Jun. 30, 2017 | |
Segment Reporting [Abstract] | |
Segment Reporting | Segment Reporting Our reportable segments correspond to how we organize and manage the business, as defined by our CEO who is also our Chief Operating Decision Maker, and are aligned to the industries in which our clients operate. All of our segments involve the delivery of business process services and include service arrangements where we manage a customer's business activity or process. Beginning in 2017, we changed our reporting segments to align the Healthcare business based upon customer focus between Commercial Industries and Public Sector in an effort to better reflect how we manage our business. Our financial performance is now based on the following three reportable segments (the prior period has been adjusted to reflect the new reporting segments): • Commercial Industries • Public Sector • Other Commercial Industries: Our Commercial Industries segment provides business process services and customized solutions to clients in a variety of industries. Across the Commercial Industries segment, we deliver end-to-end business-to-business and business-to-customer services that enable our clients to optimize their key processes. Our multi-industry competencies include customer care, human resource management and finance and accounting services. Public Sector: Our Public Sector segment provides government-centric business process services to U.S. federal, state and local and foreign governments for transportation, public assistance, program administration, transaction processing and payment services. Other: Other includes our Government Health Enterprise Medicaid Platform business, where we are limiting our focus to our current Health Enterprise clients and our Student Loan business, which is in run-off mode. Other also includes non-allocated corporate expenses as well as inter-segment eliminations. Selected financial information for our reportable segments is as follows: Three Months Ended Six Months Ended (in millions) Segment Revenue Segment Profit (Loss) Segment Revenue Segment Profit(Loss) 2017 Commercial Industries $ 876 $ 32 $ 1,799 $ 61 Public Sector 540 59 1,089 120 Other 80 (4 ) 161 (8 ) Total $ 1,496 $ 87 $ 3,049 $ 173 2016 Commercial Industries $ 939 $ 35 $ 1,946 $ 61 Public Sector 579 78 1,150 139 Other 95 (36 ) 202 (52 ) Total $ 1,613 $ 77 $ 3,298 $ 148 (in millions) Three Months Ended Six Months Ended Reconciliation to Pre-tax Loss 2017 2016 2017 2016 Segment Profit $ 87 $ 77 $ 173 $ 148 Reconciling items: Amortization of intangible assets (61 ) (62 ) (122 ) (137 ) Restructuring and related costs (36 ) (23 ) (54 ) (49 ) Interest Expense (34 ) (1 ) (70 ) (2 ) (Gain) on sale of asset (1) 24 — 24 — Related party interest — (10 ) — (20 ) Separation costs (2) (1 ) (16 ) (6 ) (19 ) Other income (expense), net 10 1 22 (9 ) Pre-tax Loss $ (11 ) $ (34 ) $ (33 ) $ (88 ) __________________________ (1) Represents a $24 million gain ( $15 million net of tax) on sale of real property in June 2017. (2) Separation costs are expenses incurred in connection with the separation into an independent, publicly-traded company. These costs are primarily for third-party investment banking, accounting, legal, consulting and other similar types of services related to the separation transaction as well as costs associated with the operational separation of the two companies, such as those related to human resources, brand management, real estate and information management to the extent not capitalized. Goodwill As a result of the 2017 change in segments, we were required to test Goodwill for impairment. As a result of the first quarter 2017 goodwill impairment test, the Commercial Industries reporting unit, which was impaired during the fourth quarter of 2016 and has approximately $1.5 billion of goodwill remaining, has a fair value that exceeded its carrying value by approximately 8.9% . To the extent the assumptions underlying the goodwill impairment test change, there could be additional impairments in the future. No interim goodwill impairment trigger was identified as there was no significant change in the profitability in each of the reporting units. |
Accounts Receivable, Net
Accounts Receivable, Net | 6 Months Ended |
Jun. 30, 2017 | |
Receivables [Abstract] | |
Accounts Receivable, Net | Accounts Receivable, Net Accounts receivable, net were as follows: (in millions) June 30, 2017 December 31, 2016 Amounts billed or billable $ 1,116 $ 1,014 Unbilled amounts 262 279 Allowance for doubtful accounts (4 ) (7 ) Accounts Receivable, Net $ 1,374 $ 1,286 Unbilled amounts include amounts associated with percentage-of-completion accounting and other earned revenues not currently billable due to contractual provisions. Amounts to be invoiced in the subsequent months for current services provided are included in amounts billable, and at June 30, 2017 and December 31, 2016 were approximately $414 million and $429 million , respectively. We perform ongoing credit evaluations of our customers and adjust credit limits based upon customer payment history and current creditworthiness. The allowance for uncollectible accounts receivables is determined principally on the basis of past collection experience, as well as consideration of current economic conditions and changes in our customer collection trends. In the first quarter 2017 we settled a customer dispute over an aged accounts receivable balance for $19 million . We applied $5 million of the proceeds to net accounts receivable and a $14 million gain was recorded as follows: • $7 million to discontinued operations as a portion of the receivable was related to a business that was part of our ITO discontinued operation; and • $7 million to continuing operations as the remainder of the receivable was related to our continuing Healthcare Provider business; the majority of the $7 million is reflected in legal settlements in Other (income) expense, net. |
Restructuring Programs
Restructuring Programs | 6 Months Ended |
Jun. 30, 2017 | |
Restructuring and Related Activities [Abstract] | |
Restructuring Programs | Restructuring Programs and Related Costs During the six months ended June 30, 2017 , we recorded net restructuring and asset impairment charges of $46 million , which included approximately $31 million of severance costs related to headcount reductions of approximately 2,500 employees worldwide, $16 million of lease cancellation costs and $2 million of asset impairments. These costs were offset by $3 million of net reversals, primarily resulting from changes in estimated reserves from prior period initiatives. The restructuring reserve balance as of June 30, 2017 , for all programs was $42 million , of which approximately $38 million is expected to be spent over the next twelve months. We also recorded $8 million of costs during the six months ended June 30, 2017 , primarily related to professional support services associated with the implementation of the strategic transformation program. Information related to restructuring program activity during the six months ended June 30, 2017 is outlined below: (in millions) Severance and Related Costs Lease Cancellation and Other Costs Asset Impairments (2) Total Accrued Balance at December 31, 2016 $ 15 $ 5 $ 1 $ 21 Restructuring provision 31 16 2 49 Reversals of prior accruals (2 ) (1 ) — (3 ) Net Current Period Charges (1) 29 15 2 46 Charges against reserve and currency (19 ) (3 ) (3 ) (25 ) Accrued Balance at June 30, 2017 $ 25 $ 17 $ — $ 42 _____________________________ (1) Represents net amount recognized within the Condensed Consolidated Statements of Income (Loss) for the period shown. (2) Charges associated with asset impairments represent the write-down of the related assets to their new cost basis and are recorded concurrently with the recognition of the provision. Reconciliation to the Condensed Consolidated Statements of Cash Flows: Three Months Ended Six Months Ended (in millions) 2017 2016 2017 2016 Charges against reserve $ 16 $ 15 $ 25 $ 22 Asset impairments (3 ) (2 ) (3 ) (2 ) Restructuring Cash Payments $ 13 $ 13 $ 22 $ 20 The following table summarizes the total amount of costs incurred in connection with these restructuring programs by segment: Three Months Ended Six Months Ended (in millions) 2017 2016 2017 2016 Commercial Industries $ 22 $ 15 $ 31 $ 36 Public Sector 11 4 14 5 Other 1 1 1 4 Total Net Restructuring and Asset Impairment Charges $ 34 $ 20 $ 46 $ 45 |
Debt
Debt | 6 Months Ended |
Jun. 30, 2017 | |
Debt Disclosure [Abstract] | |
Debt and Capital Leases Disclosures [Text Block] | Debt Long term debt was as follows: (in millions) June 30, 2017 December 31, 2016 Revolving credit facility $ 70 $ — Term loan A due 2021 (1) 719 694 Term loan B due 2023 846 750 Senior notes due 2024 510 510 Capital lease obligations 46 43 Principal Debt Balance $ 2,191 $ 1,997 Debt issuance costs and unamortized discounts (61 ) (56 ) Less: current maturities (59 ) (28 ) Total Long-term Debt $ 2,071 $ 1,913 _______ (1) The aggregate principal debt for Term Loan A includes borrowings in both U.S Dollars and Euros. Term Loan B Repricing On April 7, 2017 , we entered into Amendment No. 1 (the "Repricing Amendment") to the Credit Agreement, dated as of December 7, 2016. As a result of the Repricing Amendment, we were required to pay the Term B Lenders a 1% principal prepayment fee on approximately $848 million principal balance in the amount of approximately $8 million , and the Term B Loan interest rate was reduced by 1.5% , from 5.5% over LIBOR to 4.0% over LIBOR. The repricing of the Term B Loan interest rate is expected to result in substantial interest rate cost savings over the life of the Term B Loan. Transaction fees of $1 million were expensed. |
Financial Instruments
Financial Instruments | 6 Months Ended |
Jun. 30, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Financial Instruments | Financial Instruments We are a global company that is exposed to foreign currency exchange rate fluctuations in the normal course of our business. As a part of our foreign exchange risk management strategy, we use derivative instruments, primarily forward contracts, to hedge the funding of foreign entities which have a non-dollar functional currency, thereby reducing volatility of earnings or protecting fair values of assets and liabilities. At June 30, 2017 , we had outstanding forward exchange contracts with gross notional values of approximately $140 million , which is typical of the amounts that are normally outstanding at any point during the year. Approximately 64% of these contracts mature within three months, 14% in three to six months, 17% in six to 12 months and 5% in greater than 12 months. The majority of these foreign currency derivative contracts are designated as cash flow hedges and did not have a material impact on our balance sheet, income statement, or cash flows for the periods presented. |
Fair Value of Financial Assets
Fair Value of Financial Assets and Liabilities | 6 Months Ended |
Jun. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Assets and Liabilities | Fair Value of Financial Assets and Liabilities The following table represents assets and liabilities measured at fair value on a recurring basis. The basis for the measurement at fair value in all cases is Level 2 – Significant Other Observable Inputs. (in millions) June 30, 2017 December 31, 2016 Assets: Foreign exchange contracts - forwards $ 3 $ 1 Deferred compensation investments in cash surrender life insurance 105 99 Deferred compensation investments in mutual funds 9 10 Total $ 117 $ 110 Liabilities: Foreign exchange contracts - forwards $ 1 $ 3 Deferred compensation plan liabilities 118 113 Total $ 119 $ 116 We utilize the income approach to measure the fair value for our derivative assets and liabilities. The income approach uses pricing models that rely on market observable inputs such as yield curves, currency exchange rates and forward prices. Fair value for our deferred compensation plan investments in Company-owned life insurance is reflected at cash surrender value. Fair value for our deferred compensation plan investments in mutual funds is based on quoted market prices for actively traded investments similar to those held by the plan. Fair value for deferred compensation plan liabilities is based on the fair value of investments corresponding to employees’ investment selections, based on quoted prices for similar assets in actively traded markets. Summary of Other Financial Assets and Liabilities Not Measured at Fair Value on a Recurring Basis The estimated fair values of our other financial assets and liabilities not measured at fair value on a recurring basis were as follows: June 30, 2017 December 31, 2016 (in millions) Carrying Amount Fair Value Carrying Amount Fair Value Cash and cash equivalents $ 309 $ 309 $ 390 $ 390 Restricted cash - related party 18 18 18 18 Accounts receivable, net 1,374 1,374 1,286 1,286 Short-term debt 59 59 28 28 Long-term debt 2,071 2,165 1,913 1,933 The fair value amounts for Cash and cash equivalents and Accounts receivable, net, approximate carrying amounts due to the short maturities of these instruments. The fair value of Short and Long-term debt was estimated based on the current rates offered to us for debt of similar maturities (Level 2). |
Employee Benefit Plans
Employee Benefit Plans | 6 Months Ended |
Jun. 30, 2017 | |
Retirement Benefits [Abstract] | |
Employee Benefit Plans | Employee Benefit Plans We recognized an expense related to our defined contribution plans of $9 million and $10 million for the three months ended June 30, 2017 and 2016, respectively, and $19 million and $18 million , for the six months ended June 30, 2017 and 2016, respectively. |
Other Comprehensive Income (Los
Other Comprehensive Income (Loss) | 6 Months Ended |
Jun. 30, 2017 | |
Other Comprehensive Income (Loss) [Abstract] | |
Other Comprehensive Income (Loss) | Other Comprehensive Income (Loss) Other Comprehensive Income (Loss) is comprised of the following: Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 (in millions) Pre-tax Net of Tax Pre-tax Net of Tax Pre-tax Net of Tax Pre-tax Net of Tax Translation Adjustments Gains (Losses) $ 14 $ 14 $ (22 ) $ (22 ) $ 26 $ 26 $ (15 ) $ (15 ) Unrealized Gains (Losses): Changes in fair value of cash flow hedges - gains — (1 ) (1 ) (1 ) 2 1 1 — Changes in cash flow hedges reclassified to earnings (1) — 1 — — 1 1 1 1 Net Unrealized (Losses) Gains — — (1 ) (1 ) 3 2 2 1 Defined Benefit Plans Gains (Losses): Net actuarial gains 1 1 — — 2 2 — — Foreign currency exchange (2 ) (2 ) 1 1 (2 ) (2 ) 1 1 Changes in Defined Benefit Plans (Losses) Gains (1 ) (1 ) 1 1 — — 1 1 Other Comprehensive Income (Loss) $ 13 $ 13 $ (22 ) $ (22 ) $ 29 $ 28 $ (12 ) $ (13 ) _____________________________ (1) Reclassified to Cost of outsourcing. Refer to Note 7 - Financial Instruments for additional information regarding our cash flow hedges. Accumulated Other Comprehensive Loss (AOCL) AOCL is comprised of the following: (in millions) June 30, 2017 December 31, 2016 Cumulative translation adjustments $ (446 ) $ (472 ) Other unrealized gains (losses), net 1 (1 ) Benefit plans net actuarial losses and prior service credits (53 ) (53 ) Total Accumulated Other Comprehensive Loss $ (498 ) $ (526 ) |
Contingencies and Litigation
Contingencies and Litigation | 6 Months Ended |
Jun. 30, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contingencies and Litigation | Contingencies and Litigation As more fully discussed below, we are involved in a variety of claims, lawsuits, investigations and proceedings concerning: securities law; governmental entity contracting, servicing and procurement law; intellectual property law; environmental law; employment law; commercial and contracts law; the Employee Retirement Income Security Act (ERISA); and other laws and regulations. We determine whether an estimated loss from a contingency should be accrued by assessing whether a loss is deemed probable and can be reasonably estimated. We assess our potential liability by analyzing our litigation and regulatory matters using available information. We develop our views on estimated losses in consultation with outside counsel handling our defense in these matters, which involves an analysis of potential results, assuming a combination of litigation and settlement strategies. Should developments in any of these matters cause a change in our determination as to an unfavorable outcome and result in the need to recognize a material accrual, or should any of these matters result in a final adverse judgment or be settled for significant amounts, they could have a material adverse effect on our results of operations, cash flows and financial position in the period or periods in which such change in determination, judgment or settlement occurs. The Company believes it has recorded adequate provisions for any such matters and, as of June 30, 2017 , it was not reasonably possible that a material loss had been incurred in connection with such matters in excess of the amounts recognized in its financial statements. Additionally, guarantees, indemnifications and claims arise during the ordinary course of business from relationships with suppliers, customers and nonconsolidated affiliates when we undertake an obligation to guarantee the performance of others if specified triggering events occur. Nonperformance under a contract could trigger an obligation of the Company. These potential claims include actions based upon alleged exposures to products, real estate, intellectual property such as patents, environmental matters, and other indemnifications. The ultimate effect on future financial results is not subject to reasonable estimation because considerable uncertainty exists as to the final outcome of these claims. However, while the ultimate liabilities resulting from such claims may be significant to results of operations in the period recognized, management does not anticipate they will have a material adverse effect on the condensed financial position or liquidity. As of June 30, 2017 , we have accrued our estimate of liability incurred under our indemnification arrangements and guarantees. Litigation Against the Company State of Texas v. Xerox Corporation, Xerox State Healthcare, LLC, and ACS State Healthcare, LLC: On May 9, 2014, the State of Texas, via the Texas Office of Attorney General (the “State”), filed a lawsuit in the 53rd Judicial District Court of Travis County, Texas. The lawsuit alleges that Xerox Corporation, Xerox State Healthcare, LLC and ACS State Healthcare (collectively, the "Xerox Defendants") violated the Texas Medicaid Fraud Prevention Act in the administration of its contract with the Texas Department of Health and Human Services (“HHSC”). The State alleges that the Xerox Defendants made false representations of material facts regarding the processes, procedures, implementation and results regarding the prior authorization of orthodontic claims. The State seeks recovery of actual damages, two times the amount of any overpayments made as a result of unlawful acts, civil penalties, pre- and post-judgment interest and all costs and attorneys’ fees. The State references the amount in controversy as exceeding hundreds of millions of dollars. The Xerox Defendants filed their Answer in June, 2014 denying all allegations. The Xerox Defendants will continue to vigorously defend themselves in this matter. We do not believe it is probable that we will incur a material loss in excess of the amount accrued for this matter. In the course of litigation, we periodically engage in discussions with plaintiff’s counsel for possible resolution of the matter. Should developments cause a change in our determination as to an unfavorable outcome, or result in a final adverse judgment or settlement for a significant amount, there could be a material adverse effect on our results of operations, cash flows and financial position in the period in which such change in determination, judgment or settlement occurs. Dennis Nasrawi v. Buck Consultants et al.: On October 8, 2009, plaintiffs filed a lawsuit in the Superior Court of California, Stanislaus County, and on November 24, 2009, the case was removed to the U.S. Court for the Eastern District of California, Fresno Division. Plaintiffs allege actuarial negligence against Buck Consultants, LLC (“Buck”) for the use of faulty actuarial assumptions in connection with the 2007 actuarial valuation for the Stanislaus County Employees Retirement Association (“StanCERA”). Plaintiffs allege that the employer contribution rate adopted by StanCERA based on Buck’s valuation was insufficient to fund the benefits promised by the County. On July 13, 2012, the Court entered its ruling that the plaintiffs lacked standing to sue in a representative capacity on behalf of all plan participants. The Court also ruled that plaintiffs had adequately pleaded their claim that Buck allegedly aided and abetted StanCERA in breaching its fiduciary duty. Plaintiffs then filed their Fifth Amended Complaint and added StanCERA to the litigation. Buck and StanCERA filed demurrers to the amended complaint. On September 13, 2012, the Court sustained both demurrers with prejudice, completely dismissing the matter and barring plaintiffs from refiling their claims. Plaintiffs appealed, and ultimately the California Court of Appeals (Sixth District) reversed the trial court’s ruling and remanded the case back to the trial court. Buck will continue to aggressively defend these lawsuits. Other Matters On January 5, 2016, the Consumer Financial Protection Bureau (the "CFPB") notified Xerox Education Services, Inc. (XES) that, in accordance with the CFPB’s discretionary Notice and Opportunity to Respond and Advise (NORA) process, the CFPB’s Office of Enforcement is considering recommending that the CFPB take legal action against XES, alleging that XES violated the Consumer Financial Protection Act’s prohibition of unfair practices. Should the CFPB commence an action, it may seek restitution, civil monetary penalties, injunctive relief, or other corrective action. The purpose of a NORA letter is to provide a party being investigated an opportunity to present its position to the CFPB before an enforcement action is recommended or commenced. This notice stems from an inquiry that commenced in 2014 when XES received and responded to a Civil Investigative Demand containing a broad request for information. During this process, XES self-disclosed to the Department of Education and the CFPB certain adjustments of which it had become aware that had not been timely made relating to its servicing of a small percentage of third-party student loans under outsourcing arrangements for various financial institutions. The CFPB and the Department of Education, as well as certain states' attorney general offices and other regulatory agencies, began similar reviews. XES has cooperated and continues to fully cooperate with all regulatory agencies, and XES has submitted its NORA response. We cannot provide assurance that the CFPB or another party will not ultimately commence a legal action against XES in this matter nor are we able to predict the likely outcome of the investigations into this matter. We could in future periods incur judgments or enter into settlements in connection with this matter and there could be a material adverse effect on our results of operations, cash flows and financial position in the period in which such change in judgment or settlement occurs. Other Contingencies Certain contracts, primarily in our Public Sector segment, require us to provide a surety bond or a letter of credit as a guarantee of performance. As of June 30, 2017 , we had $645 million of outstanding surety bonds used to secure our performance of contractual obligations with our clients, and we had $128 million of outstanding letters of credit and bank guarantees used to secure our performance of contractual obligations to our clients as well as other corporate obligations. In general, we would only be liable for the amount of these guarantees in the event of default in our performance of our obligations under each contract; the probability of which we believe is remote. We believe we have sufficient capacity in the surety markets and liquidity from our cash flow and our various credit arrangements, including those with our former parent, to allow us to respond to future requests for proposals that require such credit support. We have service arrangements where we service third-party student loans in the Federal Family Education Loan program (FFEL) on behalf of various financial institutions. We service these loans for investors under outsourcing arrangements and do not acquire any servicing rights that are transferable by us to a third-party. At June 30, 2017 , we serviced a FFEL portfolio of approximately 1.1 million loans with an outstanding principal balance of approximately $18.3 billion . Some servicing agreements contain provisions that, under certain circumstances, require us to purchase the loans from the investor if the loan guaranty has been permanently terminated as a result of a loan default caused by our servicing error. If defaults caused by us are cured during an initial period, any obligation we may have to purchase these loans expires. Loans that we purchase may be subsequently cured, the guaranty reinstated and the loans repackaged for sale to third parties. We evaluate our exposure under our purchase obligations on defaulted loans and establish a reserve for potential losses, or default liability reserve, through a charge to the provision for loss on defaulted loans purchased. The reserve is evaluated periodically and adjusted based upon management’s analysis of the historical performance of the defaulted loans. As of June 30, 2017 , other current liabilities include reserves of approximately $2 million for losses on defaulted loans purchased which we believe to be adequate. In addition to potential purchase obligations arising from servicing errors, various laws and regulations applicable to student loan borrowers could give rise to fines, penalties and other liabilities associated with loan servicing errors. |
Preferred Stock (Notes)
Preferred Stock (Notes) | 6 Months Ended |
Jun. 30, 2017 | |
Temporary Equity Disclosure [Abstract] | |
Preferred Stock [Text Block] | Preferred Stock Series A Preferred Stock In connection with the Separation from Xerox, we issued 120 thousand shares of Series A convertible perpetual preferred stock with an aggregate liquidation preference of $120 million and an initial fair value of $142 million . The convertible preferred stock pays quarterly cash dividends at a rate of 8% per year ( $9.6 million per year). Each share of convertible preferred stock is convertible at any time, at the option of the holder, into 44.9438 shares of common stock for a total of 5,393 thousand shares (reflecting an initial conversion price of approximately $22.25 per share of common stock), subject to customary anti-dilution adjustments. |
Shareholder's Equity (Notes)
Shareholder's Equity (Notes) | 6 Months Ended |
Jun. 30, 2017 | |
Statement of Stockholders' Equity [Abstract] | |
Stockholders' Equity Note Disclosure [Text Block] | Shareholders’ Equity (in millions) Common Stock Additional Paid-in Capital Retained Earnings AOCL (1) Former Parent Company Investment Conduent Shareholders' Equity Balance at December 31, 2016 $ 2 $ 3,812 $ — $ (526 ) $ — $ 3,288 Comprehensive (loss) income, net — — (10 ) 28 — 18 Cash dividends paid - preferred stock (2) — — (5 ) — — (5 ) Stock option and incentive plans, net — 16 — — — 16 Balance at June 30, 2017 $ 2 $ 3,828 $ (15 ) $ (498 ) $ — $ 3,317 (in millions) Common Stock Additional Paid-in Capital Retained Earnings AOCL (1) Former Parent Company Investment Conduent Shareholders' Equity Balance at December 31, 2015 $ — $ — $ — $ (181 ) $ 5,343 $ 5,162 Comprehensive loss, net — — — (13 ) (33 ) (46 ) Net transfers from former parent — — — — 390 390 Balance at June 30, 2016 $ — $ — $ — $ (194 ) $ 5,700 $ 5,506 _____________________________ (1) AOCL - Accumulated other comprehensive loss. (2) Cash dividends on preferred stock of $20.00 per share for the first and second quarters of 2017. |
Earnings per Share (Notes)
Earnings per Share (Notes) | 6 Months Ended |
Jun. 30, 2017 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings per Share We did not declare any common stock dividends in the periods presented. The following table sets forth the computation of basic and diluted earnings per share of common stock (shares in thousands): Three Months Ended Six Months Ended (in millions, except per-share data) 2017 2016 2017 2016 Basic Earnings (Loss) per Share: Net loss from continuing operations $ (4 ) $ (10 ) $ (14 ) $ (33 ) Accrued dividends on preferred stock (3 ) — (5 ) — Adjusted Net Loss From Continuing Operations Available to Common Shareholders (7 ) (10 ) (19 ) (33 ) Income from discontinued operations, net of tax — — 4 — Adjusted Net Loss Available to Common Shareholders $ (7 ) $ (10 ) $ (15 ) $ (33 ) Weighted average common shares outstanding 203,673 202,875 203,522 202,875 Basic Earnings (Loss) per Share: Continuing operations $ (0.03 ) $ (0.05 ) $ (0.09 ) $ (0.17 ) Discontinued operations — — 0.02 — Basic Loss per Share $ (0.03 ) $ (0.05 ) $ (0.07 ) $ (0.17 ) Diluted Earnings (Loss) per Share: Net loss from continuing operations $ (4 ) $ (10 ) $ (14 ) $ (33 ) Accrued dividends on preferred stock (3 ) — (5 ) — Adjusted Net Loss from Continuing Operations Available to Common Shareholders (7 ) (10 ) (19 ) (33 ) Net income from discontinued operations — — 4 — Adjusted Net Loss Available to Common Shareholders $ (7 ) $ (10 ) $ (15 ) $ (33 ) Weighted average common shares outstanding (1) 203,673 202,875 203,522 202,875 Diluted Earnings (Loss) per Share: Continuing operations $ (0.03 ) $ (0.05 ) $ (0.09 ) $ (0.17 ) Discontinued operations — — 0.02 — Diluted Loss per Share: $ (0.03 ) $ (0.05 ) $ (0.07 ) $ (0.17 ) (1) Due to the net loss from continuing operations, the computation of weighted average shares is the same for basic and diluted earnings per share. |
Related Party Transactions and
Related Party Transactions and Former Parent Company Investment | 6 Months Ended |
Jun. 30, 2017 | |
Related Party Transactions [Abstract] | |
Related Party Transactions and Parent Company Investment | Related Party Transaction In January 2017, in connection with the Separation, we paid Xerox $161 million for final settlement per the Separation agreement. The Condensed Consolidated Statements of Income (Loss), Condensed Consolidated Statements of Comprehensive Loss and Condensed Consolidated Statements of Cash Flows for the three and six months ended June 30, 2016 included an allocation of general corporate expenses from Xerox, the Company's former parent. Management considered these allocations to be a reasonable reflection of the utilization of services by, or the benefits provided by Xerox. Allocations for management costs and corporate support services provided totaled $39 million and $84 million for the three and six months ended June 30, 2016, respectively. These amounts included costs for corporate functions including, but not limited to, senior management, legal, human resources, finance and accounting, treasury, information technology and other shared services. Where possible, these costs were allocated based on direct usage, with the remainder allocated on a basis of costs, headcount or other measures we have determined as reasonable. |
Segment Reporting (Tables)
Segment Reporting (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Segment Reporting [Abstract] | |
Operating segment revenues and profitability | Three Months Ended Six Months Ended (in millions) Segment Revenue Segment Profit (Loss) Segment Revenue Segment Profit(Loss) 2017 Commercial Industries $ 876 $ 32 $ 1,799 $ 61 Public Sector 540 59 1,089 120 Other 80 (4 ) 161 (8 ) Total $ 1,496 $ 87 $ 3,049 $ 173 2016 Commercial Industries $ 939 $ 35 $ 1,946 $ 61 Public Sector 579 78 1,150 139 Other 95 (36 ) 202 (52 ) Total $ 1,613 $ 77 $ 3,298 $ 148 |
Reconciliation to pre-tax income (loss) | (in millions) Three Months Ended Six Months Ended Reconciliation to Pre-tax Loss 2017 2016 2017 2016 Segment Profit $ 87 $ 77 $ 173 $ 148 Reconciling items: Amortization of intangible assets (61 ) (62 ) (122 ) (137 ) Restructuring and related costs (36 ) (23 ) (54 ) (49 ) Interest Expense (34 ) (1 ) (70 ) (2 ) (Gain) on sale of asset (1) 24 — 24 — Related party interest — (10 ) — (20 ) Separation costs (2) (1 ) (16 ) (6 ) (19 ) Other income (expense), net 10 1 22 (9 ) Pre-tax Loss $ (11 ) $ (34 ) $ (33 ) $ (88 ) __________________________ (1) Represents a $24 million gain ( $15 million net of tax) on sale of real property in June 2017. (2) Separation costs are expenses incurred in connection with the separation into an independent, publicly-traded company. These costs are primarily for third-party investment banking, accounting, legal, consulting and other similar types of services related to the separation transaction as well as costs associated with the operational separation of the two companies, such as those related to human resources, brand management, real estate and information management to the extent not capitalized. |
Accounts Receivable, Net (Table
Accounts Receivable, Net (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Receivables [Abstract] | |
Schedule of accounts receivable, net | Accounts receivable, net were as follows: (in millions) June 30, 2017 December 31, 2016 Amounts billed or billable $ 1,116 $ 1,014 Unbilled amounts 262 279 Allowance for doubtful accounts (4 ) (7 ) Accounts Receivable, Net $ 1,374 $ 1,286 |
Restructuring Programs (Tables)
Restructuring Programs (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Restructuring and Related Activities [Abstract] | |
Restructuring Program Activity | Information related to restructuring program activity during the six months ended June 30, 2017 is outlined below: (in millions) Severance and Related Costs Lease Cancellation and Other Costs Asset Impairments (2) Total Accrued Balance at December 31, 2016 $ 15 $ 5 $ 1 $ 21 Restructuring provision 31 16 2 49 Reversals of prior accruals (2 ) (1 ) — (3 ) Net Current Period Charges (1) 29 15 2 46 Charges against reserve and currency (19 ) (3 ) (3 ) (25 ) Accrued Balance at June 30, 2017 $ 25 $ 17 $ — $ 42 _____________________________ (1) Represents net amount recognized within the Condensed Consolidated Statements of Income (Loss) for the period shown. (2) Charges associated with asset impairments represent the write-down of the related assets to their new cost basis and are recorded concurrently with the recognition of the provision. |
Reconciliation to the Condensed Consolidated Statements Of Cash Flows | Reconciliation to the Condensed Consolidated Statements of Cash Flows: Three Months Ended Six Months Ended (in millions) 2017 2016 2017 2016 Charges against reserve $ 16 $ 15 $ 25 $ 22 Asset impairments (3 ) (2 ) (3 ) (2 ) Restructuring Cash Payments $ 13 $ 13 $ 22 $ 20 |
Total Costs incurred with Restructuring programs, by segment | The following table summarizes the total amount of costs incurred in connection with these restructuring programs by segment: Three Months Ended Six Months Ended (in millions) 2017 2016 2017 2016 Commercial Industries $ 22 $ 15 $ 31 $ 36 Public Sector 11 4 14 5 Other 1 1 1 4 Total Net Restructuring and Asset Impairment Charges $ 34 $ 20 $ 46 $ 45 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | Long term debt was as follows: (in millions) June 30, 2017 December 31, 2016 Revolving credit facility $ 70 $ — Term loan A due 2021 (1) 719 694 Term loan B due 2023 846 750 Senior notes due 2024 510 510 Capital lease obligations 46 43 Principal Debt Balance $ 2,191 $ 1,997 Debt issuance costs and unamortized discounts (61 ) (56 ) Less: current maturities (59 ) (28 ) Total Long-term Debt $ 2,071 $ 1,913 _______ (1) The aggregate principal debt for Term Loan A includes borrowings in both U.S Dollars and Euros. |
Fair Value of Financial Asset25
Fair Value of Financial Assets and Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair value of financial assets and liabilities | The following table represents assets and liabilities measured at fair value on a recurring basis. The basis for the measurement at fair value in all cases is Level 2 – Significant Other Observable Inputs. (in millions) June 30, 2017 December 31, 2016 Assets: Foreign exchange contracts - forwards $ 3 $ 1 Deferred compensation investments in cash surrender life insurance 105 99 Deferred compensation investments in mutual funds 9 10 Total $ 117 $ 110 Liabilities: Foreign exchange contracts - forwards $ 1 $ 3 Deferred compensation plan liabilities 118 113 Total $ 119 $ 116 |
Estimated fair values of financial assets and liabilities not measured at fair value on a recurring basis | The estimated fair values of our other financial assets and liabilities not measured at fair value on a recurring basis were as follows: June 30, 2017 December 31, 2016 (in millions) Carrying Amount Fair Value Carrying Amount Fair Value Cash and cash equivalents $ 309 $ 309 $ 390 $ 390 Restricted cash - related party 18 18 18 18 Accounts receivable, net 1,374 1,374 1,286 1,286 Short-term debt 59 59 28 28 Long-term debt 2,071 2,165 1,913 1,933 |
Other Comprehensive Income (L26
Other Comprehensive Income (Loss) (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Other Comprehensive Income (Loss) [Abstract] | |
Schedule of Comprehensive Income (Loss) | Other Comprehensive Income (Loss) is comprised of the following: Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 (in millions) Pre-tax Net of Tax Pre-tax Net of Tax Pre-tax Net of Tax Pre-tax Net of Tax Translation Adjustments Gains (Losses) $ 14 $ 14 $ (22 ) $ (22 ) $ 26 $ 26 $ (15 ) $ (15 ) Unrealized Gains (Losses): Changes in fair value of cash flow hedges - gains — (1 ) (1 ) (1 ) 2 1 1 — Changes in cash flow hedges reclassified to earnings (1) — 1 — — 1 1 1 1 Net Unrealized (Losses) Gains — — (1 ) (1 ) 3 2 2 1 Defined Benefit Plans Gains (Losses): Net actuarial gains 1 1 — — 2 2 — — Foreign currency exchange (2 ) (2 ) 1 1 (2 ) (2 ) 1 1 Changes in Defined Benefit Plans (Losses) Gains (1 ) (1 ) 1 1 — — 1 1 Other Comprehensive Income (Loss) $ 13 $ 13 $ (22 ) $ (22 ) $ 29 $ 28 $ (12 ) $ (13 ) _____________________________ (1) Reclassified to Cost of outsourcing. Refer to Note 7 - Financial Instruments for additional information regarding our cash flow hedges. |
Schedule of Accumulated Other Comprehensive Loss | L is comprised of the following: (in millions) June 30, 2017 December 31, 2016 Cumulative translation adjustments $ (446 ) $ (472 ) Other unrealized gains (losses), net 1 (1 ) Benefit plans net actuarial losses and prior service credits (53 ) (53 ) Total Accumulated Other Comprehensive Loss $ (498 ) $ (526 ) |
Shareholder's Equity (Tables)
Shareholder's Equity (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Statement of Stockholders' Equity [Abstract] | |
Schedule of Stockholders Equity [Table Text Block] | Shareholders’ Equity (in millions) Common Stock Additional Paid-in Capital Retained Earnings AOCL (1) Former Parent Company Investment Conduent Shareholders' Equity Balance at December 31, 2016 $ 2 $ 3,812 $ — $ (526 ) $ — $ 3,288 Comprehensive (loss) income, net — — (10 ) 28 — 18 Cash dividends paid - preferred stock (2) — — (5 ) — — (5 ) Stock option and incentive plans, net — 16 — — — 16 Balance at June 30, 2017 $ 2 $ 3,828 $ (15 ) $ (498 ) $ — $ 3,317 (in millions) Common Stock Additional Paid-in Capital Retained Earnings AOCL (1) Former Parent Company Investment Conduent Shareholders' Equity Balance at December 31, 2015 $ — $ — $ — $ (181 ) $ 5,343 $ 5,162 Comprehensive loss, net — — — (13 ) (33 ) (46 ) Net transfers from former parent — — — — 390 390 Balance at June 30, 2016 $ — $ — $ — $ (194 ) $ 5,700 $ 5,506 _____________________________ (1) AOCL - Accumulated other comprehensive loss. (2) Cash dividends on preferred stock of $20.00 per share for the first and second quarters of 2017. |
Earnings per Share (Tables)
Earnings per Share (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table sets forth the computation of basic and diluted earnings per share of common stock (shares in thousands): Three Months Ended Six Months Ended (in millions, except per-share data) 2017 2016 2017 2016 Basic Earnings (Loss) per Share: Net loss from continuing operations $ (4 ) $ (10 ) $ (14 ) $ (33 ) Accrued dividends on preferred stock (3 ) — (5 ) — Adjusted Net Loss From Continuing Operations Available to Common Shareholders (7 ) (10 ) (19 ) (33 ) Income from discontinued operations, net of tax — — 4 — Adjusted Net Loss Available to Common Shareholders $ (7 ) $ (10 ) $ (15 ) $ (33 ) Weighted average common shares outstanding 203,673 202,875 203,522 202,875 Basic Earnings (Loss) per Share: Continuing operations $ (0.03 ) $ (0.05 ) $ (0.09 ) $ (0.17 ) Discontinued operations — — 0.02 — Basic Loss per Share $ (0.03 ) $ (0.05 ) $ (0.07 ) $ (0.17 ) Diluted Earnings (Loss) per Share: Net loss from continuing operations $ (4 ) $ (10 ) $ (14 ) $ (33 ) Accrued dividends on preferred stock (3 ) — (5 ) — Adjusted Net Loss from Continuing Operations Available to Common Shareholders (7 ) (10 ) (19 ) (33 ) Net income from discontinued operations — — 4 — Adjusted Net Loss Available to Common Shareholders $ (7 ) $ (10 ) $ (15 ) $ (33 ) Weighted average common shares outstanding (1) 203,673 202,875 203,522 202,875 Diluted Earnings (Loss) per Share: Continuing operations $ (0.03 ) $ (0.05 ) $ (0.09 ) $ (0.17 ) Discontinued operations — — 0.02 — Diluted Loss per Share: $ (0.03 ) $ (0.05 ) $ (0.07 ) $ (0.17 ) (1) Due to the net loss from continuing operations, the computation of weighted average shares is the same for basic and diluted earnings per share. |
Basis of Presentation Out of pe
Basis of Presentation Out of period adjustment (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Income Tax Expense (Benefit) | $ (7) | $ (24) | $ (19) | $ (55) |
Reduction to costs and expenses | $ (1,507) | (1,647) | (3,082) | $ (3,386) |
Previously report | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Income Tax Expense (Benefit) | (25) | |||
Restatement Adjustment | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Income Tax Expense (Benefit) | $ (6) | |||
Compensation-related Accrual Adjustment | Restatement Adjustment | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Reduction to costs and expenses | $ 4 |
Recent Accounting Pronounceme30
Recent Accounting Pronouncements Recent Accounting Pronouncements (Details) - USD ($) $ in Millions | Jun. 30, 2017 | Dec. 31, 2016 |
Restricted Cash, Current | $ 25 | $ 22 |
Segment Reporting - Segment Rev
Segment Reporting - Segment Revenue and Segment Profit (Loss) (Details) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017USD ($) | Jun. 30, 2016USD ($) | Jun. 30, 2017USD ($)service_offeringbusiness | Jun. 30, 2016USD ($) | |
Segment Reporting Information [Line Items] | ||||
Primary reportable segments | service_offering | 3 | |||
Number of Publicly Traded Companies | business | 2 | |||
Segment Revenue | $ 1,496 | $ 1,613 | $ 3,049 | $ 3,298 |
Segment Profit (Loss) | 87 | 77 | 173 | 148 |
Commercial Industries segment [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Segment Revenue | 876 | 939 | 1,799 | 1,946 |
Segment Profit (Loss) | 32 | 35 | 61 | 61 |
Public Sector [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Segment Revenue | 540 | 579 | 1,089 | 1,150 |
Segment Profit (Loss) | 59 | 78 | 120 | 139 |
Other Segments [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Segment Revenue | 80 | 95 | 161 | 202 |
Segment Profit (Loss) | $ (4) | $ (36) | $ (8) | $ (52) |
Segment Reporting - Reconciliat
Segment Reporting - Reconciliation Of Operating Profit Loss (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Segment Reporting [Abstract] | ||||
Segment Profit | $ 87 | $ 77 | $ 173 | $ 148 |
Reconciling items: | ||||
Amortization of intangible assets | (61) | (62) | (122) | (137) |
Restructuring and related costs | (36) | (23) | (54) | (49) |
Interest Expense | (34) | (1) | (70) | (2) |
Gain of sale assets | 24 | 0 | 24 | 0 |
Related party interest | 0 | (10) | 0 | (20) |
Separation costs | (1) | (16) | (6) | (19) |
Other (income) expenses, net | 10 | 1 | 22 | (9) |
Loss before Income Taxes | (11) | $ (34) | (33) | $ (88) |
Gain on sale of assets, net of tax | $ 15 | $ 15 |
Segment Reporting Goodwill (Det
Segment Reporting Goodwill (Details) - Commercial Industries segment [Member] $ in Billions | Mar. 31, 2017USD ($) |
Goodwill [Line Items] | |
Goodwill, Fair Value Disclosure | $ 1.5 |
Reporting Unit, Percentage of Fair Value in Excess of Carrying Amount | 8.90% |
Accounts Receivable, Net (Detai
Accounts Receivable, Net (Details) - USD ($) $ in Millions | Jun. 30, 2017 | Dec. 31, 2016 |
Receivables [Abstract] | ||
Amounts billed or billable | $ 1,116 | $ 1,014 |
Unbilled amounts | 262 | 279 |
Allowance for doubtful accounts | (4) | (7) |
Accounts Receivable, Net | 1,374 | 1,286 |
Billable contracts receivable to be invoiced in the subsequent month | $ 414 | $ 429 |
Accounts Receivable, Net AR set
Accounts Receivable, Net AR settlement (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2017 | Jun. 30, 2017 | Dec. 31, 2016 | |
Aged account receivable customer settlement [Line Items] | |||
Accounts Receivable, Net, Current | $ 1,374 | $ 1,286 | |
customer settlement [Member] | |||
Aged account receivable customer settlement [Line Items] | |||
Proceeds from Legal Settlements | $ 19 | ||
Accounts Receivable, Net, Current | 5 | ||
gain on legal settlement | 14 | ||
Discontinued Operation, Income (Loss) from Discontinued Operation, before Income Tax | 7 | ||
Gain (Loss) Related to Litigation Settlement | $ 7 |
Restructuring Programs (Details
Restructuring Programs (Details) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017USD ($) | Jun. 30, 2016USD ($) | Jun. 30, 2017USD ($)Employees | Jun. 30, 2016USD ($) | |
Restructuring Cost and Reserve [Line Items] | ||||
restructuring reserves expected to be spent in next twelve months | $ 38 | $ 38 | ||
Restructuring Charges | $ 49 | |||
Restructuring and Related Cost, Number of Positions Eliminated | Employees | 2,500 | |||
Professional and Contract Services Expense | $ 8 | |||
Restructuring Reserve [Roll Forward] | ||||
Balance at beginning of period | 21 | |||
Restructuring Charges | 49 | |||
Reversals of prior accruals | (3) | |||
Net Current Period Charges | 34 | $ 20 | 46 | $ 45 |
Charges against reserve and currency | (25) | |||
Balance at end of period | 42 | 42 | ||
Reconciliation To Consolidated Statements Of Cash Flows [Abstract] | ||||
restructuring cash payments charged against the reserve | 16 | 15 | 25 | 22 |
Asset Impairment Charges | (3) | (2) | (3) | (2) |
Restructuring Cash Payments | 13 | 13 | 22 | 20 |
Commercial Industries [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring Charges | 22 | 15 | 31 | 36 |
Restructuring Reserve [Roll Forward] | ||||
Restructuring Charges | 22 | 15 | 31 | 36 |
Public Sector [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring Charges | 11 | 4 | 14 | 5 |
Restructuring Reserve [Roll Forward] | ||||
Restructuring Charges | 11 | 4 | 14 | 5 |
Other [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring Charges | 1 | 1 | 1 | 4 |
Restructuring Reserve [Roll Forward] | ||||
Restructuring Charges | 1 | $ 1 | 1 | $ 4 |
Severance and Related Costs [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring Charges | 31 | |||
Restructuring Reserve [Roll Forward] | ||||
Balance at beginning of period | 15 | |||
Restructuring Charges | 31 | |||
Reversals of prior accruals | (2) | |||
Net Current Period Charges | 29 | |||
Charges against reserve and currency | (19) | |||
Balance at end of period | 25 | 25 | ||
Lease Cancellation and Other Costs [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring Charges | 16 | |||
Restructuring Reserve [Roll Forward] | ||||
Balance at beginning of period | 5 | |||
Restructuring Charges | 16 | |||
Reversals of prior accruals | (1) | |||
Net Current Period Charges | 15 | |||
Charges against reserve and currency | (3) | |||
Balance at end of period | 17 | 17 | ||
Asset Impairments [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring Charges | 2 | |||
Restructuring Reserve [Roll Forward] | ||||
Balance at beginning of period | 1 | |||
Restructuring Charges | 2 | |||
Reversals of prior accruals | 0 | |||
Net Current Period Charges | 2 | |||
Charges against reserve and currency | (3) | |||
Balance at end of period | $ 0 | $ 0 |
Debt - Debt Issuances (Details)
Debt - Debt Issuances (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Jun. 30, 2017 | Apr. 07, 2017 | Dec. 31, 2016 | |
Debt Instrument [Line Items] | |||
Debt Instrument, Unamortized Discount | $ (61) | $ (56) | |
Long-term Debt and Capital Lease Obligations, Current | (59) | (28) | |
Long-term debt | $ 2,071 | 1,913 | |
debt date of repricing | Apr. 7, 2017 | ||
Principal debt prepayment fee | $ 8 | ||
Revolving Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Long-term Debt, Gross | $ 70 | 0 | |
Term Loan A due 2021 [Member] | |||
Debt Instrument [Line Items] | |||
Long term debt, net of translation | 719 | 694 | |
Term Loan B due 2023 [Member] | |||
Debt Instrument [Line Items] | |||
Long-term Debt, Gross | $ 846 | $ 848 | 750 |
principal prepayment fee percent | 1.00% | ||
Debt interest rate reduction | 1.50% | ||
Debt Instrument, Fee | $ 1 | ||
Senior Notes due 2024 [Member] | |||
Debt Instrument [Line Items] | |||
Long-term Debt, Gross | 510 | 510 | |
Capital Lease Obligations [Member] | |||
Debt Instrument [Line Items] | |||
Long-term Debt, Gross | 46 | 43 | |
Long-term Debt, Parent [Member] | |||
Debt Instrument [Line Items] | |||
Long-term Debt, Gross | $ 2,191 | $ 1,997 | |
Maximum [Member] | Term Loan B due 2023 [Member] | |||
Debt Instrument [Line Items] | |||
Long Term debt interest rate over LIBOR | 5.50% | ||
Minimum [Member] | Term Loan B due 2023 [Member] | |||
Debt Instrument [Line Items] | |||
Long Term debt interest rate over LIBOR | 4.00% |
Financial Instruments - Foreign
Financial Instruments - Foreign Exchange Risk Management (Details) - Designated as Hedging Instrument [Member] $ in Millions | Jun. 30, 2017USD ($) |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |
Gross Notional Value | $ 140 |
Average Maturity of Foreign Exchange Hedging Contracts - within Three Months | 64.00% |
Average Maturity of Foreign Exchange Hedging Contracts - within Three and Six Months | 14.00% |
Average Maturity of Foreign Exchange Hedging Contracts - within Six and Twelve Months | 17.00% |
Average Maturity of Foreign Exchange Hedging Contracts - greater than twelve months | 5.00% |
Fair Value of Financial Asset39
Fair Value of Financial Assets and Liabilities - Recurring (Details) - Fair Value, Measurements, Recurring [Member] - Significant Other Observable Inputs (Level 2) [Member] - USD ($) $ in Millions | Jun. 30, 2017 | Dec. 31, 2016 |
Assets: | ||
Deferred compensation investments in cash surrender life insurance | $ 105 | $ 99 |
Deferred compensation investments in mutual funds | 9 | 10 |
Total | 117 | 110 |
Liabilities: | ||
Deferred compensation plan liabilities | 118 | 113 |
Total | 119 | 116 |
Foreign Exchange Forward [Member] | ||
Assets: | ||
Foreign exchange contracts | 3 | 1 |
Liabilities: | ||
Foreign derivative contracts | $ 1 | $ 3 |
Fair Value of Financial Asset40
Fair Value of Financial Assets and Liabilities - Nonrecurring (Details) - USD ($) $ in Millions | Jun. 30, 2017 | Dec. 31, 2016 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Restricted cash - related party | $ 18 | $ 18 |
Fair Value, Measurements, Nonrecurring [Member] | Carrying Amount [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash and cash equivalents | 309 | 390 |
Accounts receivable, net | 1,374 | 1,286 |
Short-term debt | 59 | 28 |
Long-term debt | 2,071 | 1,913 |
Fair Value, Measurements, Nonrecurring [Member] | Fair Value [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash and cash equivalents | 309 | 390 |
Accounts receivable, net | 1,374 | 1,286 |
Short-term debt | 59 | 28 |
Long-term debt | $ 2,165 | $ 1,933 |
Employee Benefit Plans (Details
Employee Benefit Plans (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Pension Plan | ||||
Defined Contribution Plan Disclosure [Line Items] | ||||
Defined contribution plans | $ (9) | $ (19) | $ (10) | $ (18) |
Other Comprehensive Income (L42
Other Comprehensive Income (Loss) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | ||
Other Comprehensive Income (Loss) [Abstract] | ||||||
Translation Adjustments Gains (Losses), pre-tax | $ 14 | $ (22) | $ 26 | $ (15) | ||
Translation Adjustments Gains (Losses), Net of Tax | [1] | 14 | (22) | 26 | (15) | |
Changes in fair value of cash flow hedges - gains, pre-tax | 0 | (1) | 2 | 1 | ||
Changes in fair value of cash flow hedges - gains, net of tax | (1) | (1) | 1 | 0 | ||
Changes in cash flow hedges reclassed to earnings, pre-tax | [2] | 0 | 0 | 1 | 1 | |
Changes in cash flow hedges reclassed to earnings, net of tax | [2] | 1 | 0 | 1 | 1 | |
Net Unrealized Gains, pre-tax | 0 | (1) | 3 | 2 | ||
Net Unrealized Gains, Net of Tax | [1] | 0 | (1) | 2 | 1 | |
Actuarial loss amortization/settlement, pre-tax | 1 | 0 | 2 | 0 | ||
Actuarial loss amortization/settlement, net of tax | 1 | 0 | 2 | 0 | ||
Other gains, pre-tax | (2) | 1 | (2) | 1 | ||
Other Comprehensive (Income) Loss, Defined Benefit Plan, before Reclassification Adjustment, after Tax | (2) | 1 | (2) | 1 | ||
Change in Defined Benefit Plans (Losses) Gains, Pre-tax | (1) | 1 | 0 | 1 | ||
Change in Defined Benefit Plans (Losses) Gains, Net of Tax | [1] | (1) | 1 | 0 | 1 | |
Other Comprehensive Income (Loss), pre-tax | 13 | (22) | 29 | (12) | ||
Other Comprehensive Income (Loss), Net of Tax | [1] | 13 | $ (22) | 28 | $ (13) | |
Cumulative translation adjustments | (446) | (446) | $ (472) | |||
Other unrealized losses, net | 1 | 1 | (1) | |||
Benefit plans net actuarial losses and prior service credits | (53) | (53) | (53) | |||
Total Accumulated Other Comprehensive Loss | $ (498) | $ (498) | $ (526) | |||
[1] | Refer to Note 10 - Other Comprehensive Income (Loss) for gross components of Other Comprehensive Income (Loss), reclassification adjustments out of Accumulated Other Comprehensive Loss and related tax effects. | |||||
[2] | Reclassified to Cost of outsourcing. Refer to Note 7 - Financial Instruments for additional information regarding our cash flow hedges. |
Contingencies and Litigation -
Contingencies and Litigation - Other Contingencies (Details) loans in Millions, $ in Millions | 6 Months Ended |
Jun. 30, 2017USD ($)loans | |
Surety Bond [Member] | |
Guarantor Obligations [Line Items] | |
Maximum exposure, undiscounted | $ 645 |
Letter of Credit [Member] | |
Guarantor Obligations [Line Items] | |
Maximum exposure, undiscounted | $ 128 |
Federal Family Education Loan Program (FFEL) Guaranteed Loans [Member] | |
Guarantor Obligations [Line Items] | |
Outstanding Student Loan Portfolio, Loans | loans | 1.1 |
Outstanding Principal Balance - Student Loan Portfolio | $ 18,300 |
Reserves for losses on defaulted loans | $ 2 |
State Of Texas v. Xerox Corporation, Xerox State Healthcare, LLC, and ACS State Healthcare, LLC | |
Guarantor Obligations [Line Items] | |
Loss Contingency, Damages Sought, Multiplier Of Overpayment Amounts | 2 |
Preferred Stock (Details)
Preferred Stock (Details) $ / shares in Units, $ in Millions | 6 Months Ended |
Jun. 30, 2017USD ($)$ / sharesshares | |
Temporary Equity [Line Items] | |
Preferred Stock, Shares Issued | shares | 120,000 |
Preferred Stock, Liquidation Preference, Value | $ | $ 120 |
Preferred Stock, Value, Issued | $ | $ 142 |
Preferred Stock, Dividend Rate, Percentage | 8.00% |
Preferred stock annual dividends | $ | $ 9.6 |
Convertible Preferred Stock, Shares Issued upon Conversion | shares | 44.9438 |
Convertible preferred stock, total number of shares issued upon conversion | shares | 5,393,000 |
Preferred Stock Initial Conversion Price per Share | $ / shares | $ 22.25 |
Shareholder's Equity (Details)
Shareholder's Equity (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2017 | Mar. 31, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Stockholders' Equity Attributable to Parent Period Begin | $ 3,288 | $ 3,288 | |||
Comprehensive Income (Loss), Net of Tax, Attributable to Parent | $ 9 | $ (32) | 18 | $ (46) | |
Dividends, Preferred Stock, Cash | 3 | 0 | 5 | 0 | |
Transfers (To) From Parent | 0 | 151 | (161) | 362 | |
Stockholders' Equity Attributable to Parent Period End | $ 3,317 | 3,317 | |||
Preferred Stock, Dividends Per Share, Declared | $ 20 | $ 20 | |||
Common Stock [Member] | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Stockholders' Equity Attributable to Parent Period Begin | $ 2 | 2 | 0 | ||
Comprehensive Income (Loss), Net of Tax, Attributable to Parent | 0 | 0 | |||
Dividends, Preferred Stock, Cash | 0 | ||||
Proceeds from Issuance of Shares under Incentive and Share-based Compensation Plans, Including Stock Options | 0 | ||||
Transfers (To) From Parent | 0 | ||||
Stockholders' Equity Attributable to Parent Period End | $ 2 | 0 | 2 | 0 | |
Additional Paid-in Capital [Member] | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Stockholders' Equity Attributable to Parent Period Begin | 3,812 | 3,812 | 0 | ||
Comprehensive Income (Loss), Net of Tax, Attributable to Parent | 0 | 0 | |||
Dividends, Preferred Stock, Cash | 0 | ||||
Proceeds from Issuance of Shares under Incentive and Share-based Compensation Plans, Including Stock Options | 16 | ||||
Transfers (To) From Parent | 0 | ||||
Stockholders' Equity Attributable to Parent Period End | 3,828 | 0 | 3,828 | 0 | |
Retained Earnings [Member] | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Stockholders' Equity Attributable to Parent Period Begin | 0 | 0 | 0 | ||
Comprehensive Income (Loss), Net of Tax, Attributable to Parent | (10) | 0 | |||
Dividends, Preferred Stock, Cash | (5) | ||||
Proceeds from Issuance of Shares under Incentive and Share-based Compensation Plans, Including Stock Options | 0 | ||||
Transfers (To) From Parent | 0 | ||||
Stockholders' Equity Attributable to Parent Period End | (15) | 0 | (15) | 0 | |
AOCI Attributable to Parent [Member] | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Stockholders' Equity Attributable to Parent Period Begin | (526) | (526) | (181) | ||
Comprehensive Income (Loss), Net of Tax, Attributable to Parent | 28 | (13) | |||
Dividends, Preferred Stock, Cash | 0 | ||||
Proceeds from Issuance of Shares under Incentive and Share-based Compensation Plans, Including Stock Options | 0 | ||||
Transfers (To) From Parent | 0 | ||||
Stockholders' Equity Attributable to Parent Period End | (498) | (194) | (498) | (194) | |
Former parent investment [Member] | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Stockholders' Equity Attributable to Parent Period Begin | 0 | 0 | 5,343 | ||
Comprehensive Income (Loss), Net of Tax, Attributable to Parent | 0 | (33) | |||
Dividends, Preferred Stock, Cash | 0 | ||||
Proceeds from Issuance of Shares under Incentive and Share-based Compensation Plans, Including Stock Options | 0 | ||||
Transfers (To) From Parent | 390 | ||||
Stockholders' Equity Attributable to Parent Period End | 0 | 5,700 | 0 | 5,700 | |
Parent [Member] | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Stockholders' Equity Attributable to Parent Period Begin | $ 3,288 | 3,288 | 5,162 | ||
Comprehensive Income (Loss), Net of Tax, Attributable to Parent | 18 | (46) | |||
Dividends, Preferred Stock, Cash | (5) | ||||
Proceeds from Issuance of Shares under Incentive and Share-based Compensation Plans, Including Stock Options | 16 | ||||
Transfers (To) From Parent | 390 | ||||
Stockholders' Equity Attributable to Parent Period End | $ 3,317 | $ 5,506 | $ 3,317 | $ 5,506 |
Earnings per Share (Details)
Earnings per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Earnings Per Share [Abstract] | ||||
Net loss from continuing operations | $ (4) | $ (10) | $ (14) | $ (33) |
Accrued dividends on preferred stock | (3) | 0 | (5) | 0 |
Adjusted Net Loss from Continuing Operations Available to Common Shareholders, Basic | (7) | (10) | (19) | (33) |
Income from discontinued operations, net of tax, Basic | 0 | 0 | 4 | 0 |
Adjusted Net Loss Available to Common Stockholders, Basic | $ (7) | $ (10) | $ (15) | $ (33) |
Weighted average number of shares outstanding, Basic | 203,673 | 202,875 | 203,522 | 202,875 |
Loss from continuing operations, per basic share | $ (0.03) | $ (0.05) | $ (0.09) | $ (0.17) |
Income from discontinued operation, net of tax, per basic share | 0 | 0 | 0.02 | 0 |
Basic Loss per Share | $ (0.03) | $ (0.05) | $ (0.07) | $ (0.17) |
Adjusted Net Loss from Continuing Operations Available to Common Shareholders, Diluted | $ (7) | $ (10) | $ (19) | $ (33) |
Net income from discontinued operations, diluted | 0 | 0 | 4 | 0 |
Adjusted Net Loss Available to Common Stockholders, Diluted | $ (7) | $ (10) | $ (15) | $ (33) |
Weighted average number of shares outstanding, Diluted | 203,673 | 202,875 | 203,522 | 202,875 |
Loss from continuing operations, per diluted share | $ (0.03) | $ (0.05) | $ (0.09) | $ (0.17) |
Income from discontinued operation, net of tax, per diluted share | 0 | 0 | 0.02 | 0 |
Loss Per Share, Diluted | $ (0.03) | $ (0.05) | $ (0.07) | $ (0.17) |
Related Party Transactions an47
Related Party Transactions and Former Parent Company Investment - Narrative (Details) - USD ($) $ in Millions | Jan. 31, 2017 | Jun. 30, 2016 | Jun. 30, 2016 |
Related Party Transaction [Line Items] | |||
Related party payment at separation | $ 161 | ||
Corporate Cost Allocations | $ 39 | $ 84 |