Document And Entity Information
Document And Entity Information - USD ($) $ in Billions | 12 Months Ended | ||
Dec. 31, 2020 | Feb. 19, 2021 | Jun. 30, 2020 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2020 | ||
Document Fiscal Year Focus | 2020 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Trading Symbol | REZI | ||
Entity Registrant Name | Resideo Technologies, Inc. | ||
Entity Central Index Key | 0001740332 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Common Stock, Shares Outstanding | 143,139,475 | ||
Entity Public Float | $ 1.6 | ||
Title of 12(b) Security | Common Stock, par value $0.001 per share | ||
Entity File Number | 001-38635 | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 82-5318796 | ||
Entity Interactive Data Current | Yes | ||
Security Exchange Name | NYSE | ||
Entity Address, Address Line One | 901 E. 6th Street | ||
Entity Address, City or Town | Austin | ||
Entity Address, State or Province | TX | ||
Entity Address, Postal Zip Code | 78702 | ||
City Area Code | 512 | ||
Local Phone Number | 726-3500 | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
ICFR Auditor Attestation Flag | true | ||
Documents Incorporated by Reference | DOCUMENTS INCORPORATED BY REFERENCE Portions of the registrant’s proxy statement to be filed with the Securities and Exchange Commission pursuant to Regulation 14A in connection with the registrant’s 2021 Annual Meeting of Stockholders, which will be filed subsequent to the date hereof, are incorporated by reference into Part III of this Form 10-K. Such proxy statement will be filed with the Securities and Exchange Commission not later than 120 days following the end of the registrant’s fiscal year ended December 31, 2020. |
CONSOLIDATED AND COMBINED STATE
CONSOLIDATED AND COMBINED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Millions | 12 Months Ended | |||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | ||
Income Statement [Abstract] | ||||
Net revenue | [1] | $ 5,071 | $ 4,988 | $ 4,827 |
Cost of goods sold | 3,758 | 3,711 | 3,402 | |
Gross profit | 1,313 | 1,277 | 1,425 | |
Selling, general and administrative expenses | 1,002 | 1,019 | 932 | |
Operating profit | 311 | 258 | 493 | |
Other expense, net | 147 | 118 | 369 | |
Interest expense | 63 | 69 | 20 | |
Income before taxes | 101 | 71 | 104 | |
Tax expense (benefit) | 64 | 35 | (301) | |
Net income | $ 37 | $ 36 | $ 405 | |
Weighted Average Number of Common Shares Outstanding (in thousands) | ||||
Basic | 125,348 | 122,722 | 122,499 | |
Diluted | 126,324 | 123,238 | 122,624 | |
Earnings Per Share | ||||
Basic | $ 0.30 | $ 0.29 | $ 3.31 | |
Diluted | $ 0.29 | $ 0.29 | $ 3.30 | |
[1] | Revenue between geographic areas approximate market and is not significant. Net revenue is classified according to their country of origin. Included in United States net revenue are export sales of $21 million, $27 million and $31 million in 2020, 2019 and 2018, respectively. |
CONSOLIDATED AND COMBINED STA_2
CONSOLIDATED AND COMBINED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Statement Of Income And Comprehensive Income [Abstract] | |||
Net income | $ 37 | $ 36 | $ 405 |
Other comprehensive income (loss), net of tax | |||
Foreign exchange translation adjustment | 63 | (2) | (77) |
Pension actuarial loss | (15) | (3) | (7) |
Total other comprehensive income (loss), net of tax | 48 | (5) | (84) |
Comprehensive income | $ 85 | $ 31 | $ 321 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Dec. 31, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 517 | $ 122 |
Accounts receivable – net | 863 | 817 |
Inventories – net | 672 | 671 |
Other current assets | 173 | 175 |
Total current assets | 2,225 | 1,785 |
Property, plant and equipment – net | 318 | 316 |
Goodwill | 2,691 | 2,642 |
Other assets | 376 | 385 |
Total assets | 5,610 | 5,128 |
Current liabilities: | ||
Accounts payable | 936 | 920 |
Current maturities of debt | 7 | 22 |
Accrued liabilities | 595 | 552 |
Total current liabilities | 1,538 | 1,494 |
Long-term debt | 1,155 | 1,158 |
Obligations payable under Indemnification Agreements | 590 | 594 |
Other liabilities | 334 | 280 |
COMMITMENTS AND CONTINGENCIES (Note 19) | ||
EQUITY | ||
Common stock, $0.001 par value, 700,000 shares authorized, 143,959 and 143,059 shares issued and outstanding as of December 31, 2020, 123,488 and 122,873 shares issued and outstanding as of December 31, 2019, respectively | 0 | 0 |
Additional paid-in capital | 2,070 | 1,761 |
Treasury stock, at cost | (6) | (3) |
Retained earnings | 75 | 38 |
Accumulated other comprehensive loss | (146) | (194) |
Total equity | 1,993 | 1,602 |
Total liabilities and equity | $ 5,610 | $ 5,128 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Dec. 31, 2020 | Dec. 31, 2019 |
Statement Of Financial Position [Abstract] | ||
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 700,000,000 | 700,000,000 |
Common stock, shares issued | 143,959,000 | 123,488,000 |
Common stock, shares outstanding | 143,059,000 | 122,873,000 |
CONSOLIDATED AND COMBINED STA_3
CONSOLIDATED AND COMBINED STATEMENTS OF CASH FLOW - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Cash flows provided by (used for) operating activities: | |||
Net income | $ 37 | $ 36 | $ 405 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 86 | 80 | 66 |
Stock compensation expense | 29 | 25 | 20 |
Deferred income taxes | 22 | (25) | (323) |
Other | 21 | 18 | 22 |
Changes in assets and liabilities, net of acquired companies: | |||
Accounts receivable | (27) | 7 | (62) |
Inventories – net | 19 | (44) | (172) |
Other current assets | 5 | (53) | (27) |
Other assets | (15) | (4) | |
Accounts payable | (1) | (38) | 231 |
Accrued liabilities | 31 | 28 | 61 |
Obligations payable under Indemnification Agreements | (4) | (35) | 24 |
Other liabilities | 26 | 39 | 221 |
Net cash provided by operating activities | 244 | 23 | 462 |
Cash flows (used for) provided by for investing activities: | |||
Expenditures for property, plant, equipment and other intangibles | (70) | (95) | (81) |
Cash paid for acquisitions, net of cash acquired | (35) | (17) | |
Other | 2 | 7 | |
Net cash used for investing activities | (103) | (112) | (74) |
Cash flows provided by (used for) financing activities: | |||
Issuance of common stock through public offering, net of issuance cost | 279 | ||
Proceeds from long-term debt | 1,225 | ||
Payment of debt facility issuance and modification costs | (4) | (29) | |
Repayment of long-term debt | (22) | (22) | |
Distribution to Honeywell in connection with Spin-Off | (1,415) | ||
Net increase in invested equity | 39 | ||
Non-operating obligations from Honeywell, net | (2) | (24) | 26 |
Other | (2) | (3) | (13) |
Net cash provided by (used for) financing activities | 253 | (53) | (167) |
Effect of foreign exchange rate changes on cash and cash equivalents | 1 | (1) | (12) |
Net increase (decrease) in cash and cash equivalents | 395 | (143) | 209 |
Cash and cash equivalents at beginning of period | 122 | 265 | 56 |
Cash and cash equivalents at end of period | 517 | 122 | 265 |
Supplemental Cash Flow Information: | |||
Interest paid | 57 | 72 | |
Income taxes paid (net of refunds) | $ 32 | $ 86 | $ 28 |
CONSOLIDATED AND COMBINED STA_4
CONSOLIDATED AND COMBINED STATEMENTS OF EQUITY - USD ($) $ in Millions | Total | Common Stock | Treasury Shares | Additional Paid-In Capital | Retained Earnings | Invested Equity | Accumulated Other Comprehensive Loss |
Beginning Balance at Dec. 31, 2017 | $ 2,603 | $ 2,703 | $ (100) | ||||
Net income | 405 | $ 2 | 403 | ||||
Other comprehensive income (loss), net of tax | (84) | (84) | |||||
Change in invested equity | (1,398) | (1,398) | |||||
Issuance of common stock and reclassification of invested equity | $ 1,713 | $ (1,708) | (5) | ||||
Issuance of common stock and reclassification of invested equity, Shares | 122,499,000 | 468,000 | |||||
Stock-based compensation | 4 | 4 | |||||
Other | 3 | 3 | |||||
Ending Balance at Dec. 31, 2018 | 1,533 | 1,720 | 2 | (189) | |||
Ending Balance, Shares at Dec. 31, 2018 | 122,499,000 | 468,000 | |||||
Net income | 36 | 36 | |||||
Other comprehensive income (loss), net of tax | (5) | (5) | |||||
Issuance of common stock under stock-based compensation plans, net of shares withheld for employee taxes | (3) | $ (3) | |||||
Issuance of common stock under stock-based compensation plans, net of shares withheld for employee taxes, Shares | 374,000 | 147,000 | |||||
Stock-based compensation | 25 | 25 | |||||
Adjustments due to Spin-Off | 16 | 16 | |||||
Ending Balance at Dec. 31, 2019 | 1,602 | $ (3) | 1,761 | 38 | (194) | ||
Ending Balance, Shares at Dec. 31, 2019 | 122,873,000 | 615,000 | |||||
Net income | 37 | 37 | |||||
Other comprehensive income (loss), net of tax | 48 | 48 | |||||
Issuance of common stock under stock-based compensation plans, net of shares withheld for employee taxes | (2) | $ (3) | 1 | ||||
Issuance of common stock under stock-based compensation plans, net of shares withheld for employee taxes, Shares | 636,000 | 285,000 | |||||
Stock-based compensation | 29 | 29 | |||||
Issuance of common stock through public offering, net of issuance costs | 279 | 279 | |||||
Issuance of common stock through public offering, net of issuance costs, Shares | 19,550,000 | ||||||
Ending Balance at Dec. 31, 2020 | $ 1,993 | $ (6) | $ 2,070 | $ 75 | $ (146) | ||
Ending Balance, Shares at Dec. 31, 2020 | 143,059,000 | 900,000 |
Organization, Consolidation and
Organization, Consolidation and Presentation of Financial Statements | 12 Months Ended |
Dec. 31, 2020 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Organization, Operations and Basis of Presentation | Note 1. Organization, Operations and Basis of Presentation Business Description Resideo Technologies, Inc. (“Resideo” or “the Company”), is a leading manufacturer and distributor of technology-driven products that provide critical comfort, residential thermal and security solutions to homes globally. The Company is also the leading wholesale distributor of low-voltage security products including intrusion, access control and video products and participates significantly in the broader related markets of smart home, fire, power, audio, ProAV, networking, communications, wire and cable, enterprise connectivity, and structured wiring products. The Company has a global footprint serving commercial and residential end markets. Separation from Honeywell The Company was incorporated in Delaware on April 24, 2018. On October 29, 2018, the Company separated from Honeywell International Inc. (“Honeywell”) becoming an independent publicly traded company as a result of a pro rata distribution of the Company’s common stock to shareholders of Honeywell (the “Spin-Off”). The Company began trading “regular way” under the ticker symbol “REZI” on the New York Stock Exchange on October 29, 2018. In connection with the separation, Resideo and Honeywell entered into a Reimbursement Agreement (as defined in Note 2. Summary of Significant Accounting Policies), a Separation and Distribution Agreement, an Employee Matters Agreement, a Tax Matters Agreement, a Transition Services Agreement, a Trademark License Agreement and a Patent Cross-License Agreement. The agreements govern the relationship between Resideo and Honeywell following the separation and provide for the allocation of various assets, liabilities, rights, and obligations. These agreements also include arrangements for transition services provided by Honeywell to Resideo and by Resideo to Honeywell. Basis of Presentation Prior to the Spin-Off, the Company’s historical financial statements were prepared on a stand-alone combined basis and were derived from the consolidated financial statements and accounting records of Honeywell. Accordingly, for periods prior to October 29, 2018, these financial statements are presented on a combined basis and for the periods subsequent to October 29, 2018 are presented on a consolidated basis (collectively, the historical financial statements for all periods presented are referred to as “Consolidated and Combined Financial Statements”). The Consolidated and Combined Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). All intracompany transactions have been eliminated for all periods presented. As described in Note 5. Related Party Transactions with Honeywell, all significant transactions between the Company and Honeywell occurring prior to the Spin-Off have been included in these Consolidated and Combined Financial Statements. While the Company was owned by Honeywell, a centralized approach to cash management and financing was used. Prior to the consummation of the Spin-Off, the majority of the Company’s cash was transferred to Honeywell daily and Honeywell funded the Company’s operating and investing activities as needed. The combined financial statements prior to the Spin-Off include certain assets and liabilities that have historically been held at Honeywell corporate level but were specifically identifiable or otherwise attributable to the Company. The cash and cash equivalents held by Honeywell at the corporate level were not specifically identifiable to the Company and therefore were not attributed. Honeywell third-party debt and the related interest expense were not allocated as Honeywell’s borrowings were not directly attributable to the company. In periods subsequent to the Spin-Off, the Company made adjustments to balances transferred at the Spin-Off, including adjustments to the classification of assets or liabilities transferred. Any such adjustments are recorded directly to equity in Adjustments due to the Spin-Off and are considered immaterial. Prior to the Spin-Off, Honeywell provided certain services, such as legal, accounting, information technology, human resources and other infrastructure support, on behalf of the Company. The cost of these services has been allocated to the Company on the basis of the proportion of net revenue. The Company and Honeywell consider these allocations to be a reasonable reflection of the benefits received by the Company. However, the financial information presented in these Consolidated and Combined Financial Statements may not reflect the consolidated and combined financial position, operating results and cash flows of the Company had the Company been a separate stand-alone entity during the periods presented. Actual costs that would have been incurred if the Company had been a stand-alone company would depend on multiple factors, including organizational structure and strategic decisions made in various areas, including information technology and infrastructure. Both Resideo and Honeywell consider the basis on which the expenses have been allocated to be a reasonable reflection of the utilization of services provided to or the benefits received by the Company during the periods presented. After the Spin-Off, a number of the above services have continued under a Transition Service Agreement with Honeywell, which the Company expenses as incurred based on the contractual pricing terms. The Company reports financial information on a fiscal quarter basis using a “ ” Reclassification On January 1, 2020, the Company changed its classification of research and development expenses in the Consolidated and Combined Statements of Operations from Cost of goods sold to Selling, general and administrative expenses, such that research and development expenses are excluded from the calculation of Gross profit. This change had no impact on Net income and earnings per share or the Consolidated Balance Sheet, Consolidated and Combined Statements of Cash Flow or Equity. The Company determined the impact on previously issued consolidated and combined annual and interim financial statements was not material. The impact for the years ended December 31, 2019 and 2018 was a decrease in Cost of goods sold, an increase in Gross profit and in Selling, general and administrative expenses of $87 million and $59 million, respectively. The impact of the reclassification for the year ended December 31, 2019 is also reflected in Note 7. Restructuring Charges and Note 23. Unaudited Quarterly Financial Information. In addition, the prior year segment information was recast to present Corporate separately. See Note 21. Segment Financial Data for additional information. Certain reclassifications have been made to the prior period financial statements to conform to the classification adopted in the current period. Issuance of Common Stock through Public Offering On November 17, 2020, the Company entered into an underwriting agreement (the “Underwriting Agreement”) which provided for the offer and sale by the Company of 17,000,000 shares of common stock of the Company at the public offering price of $15.00 per share (the “Offering”). The Offering closed on November 20, 2020. On December 14, 2020, the Company completed the closing of the exercise of the underwriters’ option to purchase an additional 2,550,000 shares of common stock of the Offering price of $15.00 per share as allowed in the Underwriting Agreement. The Company received net proceeds of approximately $279 million, after deducting underwriting discounts of $13 million and offering expenses payable by the Company of $1 million. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 2. Summary of Significant Accounting Policies The World Health Organization (“WHO”) declared the novel coronavirus disease ("COVID-19") a pandemic in March 2020. Starting at the end of the first quarter and throughout the second quarter, the Company experienced constrained supply and slowed customer demand that adversely impacted the Company’s business, results of operations and overall financial performance. Although there remains uncertainty as to the continuing implications of COVID-19, during the second half of 2020 customer demand improved and on-going cost actions and transformation efforts contributed to improvements in the Company’s results of operations and overall financial performance. As there remains uncertainty around the impacts of the COVID-19 pandemic, the Company addresses and evaluates the impacts frequently. At December 31, 2020, the Company believes that the accounting policies most likely affected by the COVID-19 pandemic are the use of estimates and goodwill policies. Accounting Principles —The financial statements and accompanying notes are prepared in accordance with U.S. GAAP. The following is a description of Resideo’s significant accounting policies. Principles of Co nsolidation —The Consolidated and Combined Financial Statements incl ude the accounts of Resideo Technologies, Inc. and all of its subsidiaries in which a controlling interest is maintained. All intercompany transactions and balances are eliminated in consolidation. Cash and Cash Equivalents —Cash and cash equivalents include cash on hand and highly liquid investments having an original maturity of three months or less. Accounts Receivables and Allowance for Doubtful Accounts —Trade accounts receivable are recorded at the invoiced amount as a result of transactions with customers. The Company maintains allowances for doubtful accounts for estimated losses as a result of customers’ inability to make required payments. The Company estimates anticipated losses from doubtful accounts based on days past due as measured from the contractual due date and historical collection history. The Company also takes into consideration changes in economic conditions that may not be reflected in historical trends, for example customers in bankruptcy, liquidation or reorganization. Receivables are written-off against the allowance for doubtful accounts when they are determined to be uncollectible. Such determination includes analysis and consideration of the particular conditions of the account, including time intervals since last collection, customer performance against agreed upon payment plans, solvency of customer and any bankruptcy proceedings. Inventories —Inventories in the Products & Solutions business are stated at the lower of cost or net realizable value, determined on a first-in, first-out basis, including direct material costs and direct and indirect manufacturing costs, or net realizable value. Inventories in the ADI Global Distribution business are stated at average cost. Reserves are maintained for obsolete and surplus items. Property, Plant and Equipment —Property, plant and equipment are recorded at cost, less accumulated depreciation. For financial reporting, the straight-line method of depreciation is used over the estimated useful lives of 10 to 50 years for buildings and improvements, 3 to 16 years for machinery and equipment and 3 to 10 years for tooling equipment. Goodwill — The Company performs goodwill impairment testing annually, on the first day of the fourth quarter each year or more frequently if indicators of potential impairment exist. The goodwill impairment test is performed at the reporting unit level. The Company has two reporting units, Products & Solutions and ADI Global Distribution. The Company performs its goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount and will recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value provided the loss recognized does not exceed the total amount of goodwill allocated to that reporting unit. Determining the fair value of a reporting unit involves the use of significant estimates and assumptions. For the 2020 annual impairment test, the Company used a weighting of fair values derived from the income approach and market approach. Under the income approach, the Company calculates the fair value of a reporting unit based on the present value of estimated future cash flows. The income approach requires the exercise of significant judgment, including judgment about the amount and timing of expected future cash flows, assumed terminal value, and appropriate discount rates. Under the market approach, the Company utilizes the public company guideline method. The Company believes the estimates and assumptions used in the calculations are reasonable. In addition, the extent to which COVID-19 may adversely impact the Company’s business depends on future developments, which are uncertain and unpredictable, depending upon severity and duration of the outbreak, and the effectiveness of actions taken globally to contain or mitigate its effects. Any resulting financial impact cannot be estimated reasonably at this time but may adversely affect the Company’s business and financial results. It is likely that into 2021, macroeconomic conditions may have unexpected impacts on the Company’s business. If there were an adverse change in facts and circumstances, then an impairment charge may be necessary in the future. Should the fair value of the Company’s reporting units fall below its carrying amount because of reduced operating performance, market declines, changes in the discount rate, or other conditions, charges for impairment may be necessary. The Company monitors its reporting units to determine if there is an indicator of potential impairment. Other Intangible Assets and Long-lived Assets — Other intangible assets with determinable lives consist of customer lists, technology, patents and trademarks and software intangibles and are amortized over their estimated useful lives, ranging from 3 to 15 years. They are reviewed for impairment whenever events or circumstances indicate that the carrying amount of the assets may not be recoverable. Recoverability of long-lived assets are measured by comparison of the carrying amount of the asset to the future undiscounted cash flows the asset is expected to generate. If the asset is considered to be impaired, the amount of any impairment is measured as the difference between the carrying value and the fair value of the impaired asset. Warranties and Guarantees —Expected warranty costs for products sold are recognized based on an estimate of the amount that eventually will be required to settle such obligations. These accruals are based on factors such as past experience, length of the warranty and various other considerations. Costs of product recalls, which may include the cost of the product being replaced as well as the customer’s cost of the recall, including labor to remove and replace the recalled part, are accrued as part of the warranty accrual at the time an obligation becomes probable and can be reasonably estimated. These estimates are adjusted from time to time based on facts and circumstances that impact the status of existing claims. Leases —Effective January 1, 2019, arrangements containing leases are evaluated as an operating or finance lease at lease inception. For operating leases, the Company recognizes an operating right-of-use asset and operating lease liability at lease commencement based on the present value of lease payments over the lease term. Since an implicit rate of return is not readily determinable for the Company’s leases, an incremental borrowing rate is used in determining the present value of lease payments and is calculated based on information available at the lease commencement date. The incremental borrowing rate is determined using a portfolio approach based on the rate of interest the Company would have to pay to borrow funds on a collateralized basis over a similar term. The Company references a market yield curve consistent with the Company’s credit rating which is risk-adjusted to approximate a collateralized rate in the currency of the lease. These rates are updated on a quarterly basis for measurement of new lease obligations. Revenue Recognition — Product and service revenues are recognized when or as the Company transfers control of the promised products or services to the customer. Revenue is measured as the amount of consideration the Company expects to receive in exchange for transferring goods or providing services. In the sale of products, the terms of a contract or the historical business practice can give rise to variable consideration due to, but not limited to, discounts and rebates. The Company estimates variable consideration at the most likely amount that will be received from customers and reduces revenues recognized accordingly. The Company includes estimated amounts in the transaction price to the extent it is probable that a significant reversal of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is resolved. The estimates of variable consideration and determination of whether to include estimated amounts in the transaction price are based largely on an assessment of the Company’s anticipated performance and all information (historical, current and forecasted) that is reasonably available to the Company. Sales, use and value added taxes collected by the Company and remitted to various government authorities were not recognized as revenues and are reported on a net basis. Shipping and handling fees billed to customers were included in Cost of goods sold. Royalty —In connection with the Spin-Off, the Company and Honeywell entered into a 40-year Trademark License Agreement (“the Trademark Agreement”) that authorizes the Company’s use of certain licensed trademarks in the operation of Resideo’s business for the advertising, sale and distribution of certain licensed products. In exchange, the Company pays a royalty fee of 1.5% of net revenue of the licensed products to Honeywell which is recorded in Selling, general and administrative expense on the Consolidated and Combined Statements of Operations. Reimbursement Agreement —In connection with the Spin-Off the Company entered into an Indemnification and Reimbursement Agreement with Honeywell (the “Reimbursement Agreement”) on October 14, 2018, pursuant to which it has an obligation to make cash payments to Honeywell in amounts equal to 90% of payments, which include amounts billed, with respect to certain environmental claims, remediation and, to the extent arising after the Spin-Off, hazardous exposure or toxic tort claims, in each case, including consequential damages (the “liabilities”) in respect of specified Honeywell properties contaminated through historical business operations prior to the Spin-Off (“Honeywell Sites”), including the legal and other costs of defending and resolving such liabilities, less 90% of Honeywell’s net insurance receipts relating to such liabilities, and less 90% of the net proceeds received by Honeywell in connection with (i) affirmative claims relating to such liabilities, (ii) contributions by other parties relating to such liabilities and (iii) certain property sales. The amount payable in respect of such liabilities arising in any given year is subject to a cap of $140 million. Reimbursement Agreement expenses are presented within Other expense, net in the Consolidated and Combined Statements of Operations and within Accrued liabilities and Obligations payable under Indemnification Agreements in the Consolidated Balance Sheets. For additional information, see Note 19. Commitments and Contingencies. Environmental — The Company accrues costs related to environmental matters when it is probable that it has incurred a liability related to a contaminated site and the amount can be reasonably estimated. Environmental costs for the Company’s owned sites are presented within Cost of goods sold for operating sites. Prior to the Spin-off, sites now under the Reimbursement Agreement were presented within Other expense, net in the Consolidated and Combined Statements of Operations. For additional information, see Note 19. Commitments and Contingencies . Tax Indemnification Agreement —The Tax Matters Agreement provides that Resideo is required to indemnify Honeywell for any taxes (and reasonable expenses) resulting from the failure of the Spin-Off and related internal transactions to qualify for their intended tax treatment under U.S. federal, state and local income tax law, as well as foreign tax law, where such taxes result from (a) breaches of covenants and representations the Company makes and agrees to in connection with the Spin-Off, (b) the application of certain provisions of U.S. federal income tax law to these transactions or (c) any other action taken or omission made (other than actions expressly required or permitted by the Separation and Distribution Agreement, the Tax Matters Agreement or other ancillary agreements) after the consummation of the Spin-Off that gives rise to these taxes. As of December 31, 2020 and 2019, the Company had an indemnity outstanding to Honeywell of $139 million and $149 million, respectively. See Note 19. Commitments and Contingencies . Research and Development —The Company conducts research and development activities, which consist primarily of the development of new products as well as enhancements and improvements to existing products that substantially change the product. Research and development costs primarily relate to employee compensation and consulting fees which are charged to expense as incurred. Such costs are included in Selling, general and administrative expenses and amount to $77 87 million and $ 59 million for the years ended December 31, 2020, 2019 and 2018, respectively Advertising Costs— The Company expenses advertising costs as incurred. Advertising costs totaled $25 million and $46 million for the years ended December 31, 2020 and 2019, respectively. Prior to the Spin-Off, advertising costs were allocated from Honeywell as described in Note 5. Related Party Transactions with Honeywell. Advertising costs are included within Selling, general and administrative expense. Defined Contribution Plans— The Company sponsors various defined contribution plans with varying terms depending on the country of employment. The Company recognized compensation expense of $18 Stock-Based Compensation Plans —The principal awards issued under Resideo’s stock-based compensation plans, which are described in Note 18. Stock-Based Compensation Plans, are restricted stock units. The cost for such awards is measured at the grant date based on the fair value of the award. Some awards are issued with a market condition which are valued on the grant date utilizing a Monte Carlo simulation model. Stock options are also issued under Resideo’s stock-based compensation plans and are valued on the grant date using the Black-Scholes option pricing model. The Black-Scholes option pricing model and the Monte Carlo simulation model require estimates of future stock price volatility, expected term, risk-free interest rate and forfeitures. For all stock-based compensation, the fair value of the portion of the award that is ultimately expected to vest is recognized as expense over the requisite service periods (generally the vesting period of the equity award) and is included in Selling, general and administrative expenses in the Consolidated and Combined Statements of Operations. Forfeitures are estimated at the time of grant to recognize expense for those awards that are expected to vest and are based on historical forfeiture rates. Pension — The Company disaggregates the service cost component of net benefit costs and reports those costs in the same line item or items in the Consolidated and Combined Statements of Operations as other compensation costs arising from services rendered by the pertinent employees during the period. The other non-service components of net benefit costs are required to be presented separately from the service cost component and outside of income from operations. The Company ha s recorded the service cost component of p ension expense in Costs of goods sold and Selling, general and administrative expenses based on the classification of the employees it relates to . The remaining components of net benefit costs within p ension expense , primarily interest costs and expected return on plan assets, are recorded in Other expense, net. The Company recognize s net actuarial gains or losses in excess of 10 % of the greater of the fair value of plan assets or the plans’ projected benefit obligation (the corridor) annually in the fourth quarter each year . This adjustment known as the mark to m arket a djustment is reported in Other expense, net. Foreign Currency Translation —Assets and liabilities of operations outside the United States with a functional currency other than U.S. Dollars are translated into U.S. Dollars using year-end exchange rates. Revenue, costs and expenses are translated at the average exchange rates in effect during the year. Foreign currency translation gains and losses are included as a component of Accumulated other comprehensive loss. Income Taxes —Significant judgment is required in evaluating tax positions. The Company establishes additional reserves for income taxes when, despite the belief that tax positions are fully supportable, there remain certain positions that do not meet the minimum recognition threshold. The approach for evaluating certain and uncertain tax positions is defined by the authoritative guidance which determines when a tax position is more likely than not to be sustained upon examination by the applicable taxing authority. In the normal course of business, the Company and its subsidiaries are examined by various federal, state and foreign tax authorities. The Company regularly assesses the potential outcomes of these examinations and any future examinations for the current or prior years in determining the adequacy of its provision for income taxes. The Company continually assesses the likelihood and amount of potential adjustments and adjusts the income tax provision, the current tax liability and deferred taxes in the period in which the facts that give rise to a change in estimate become known. Earnings Per Share — Basic earnings per share is based on the weighted average number of common shares outstanding. Diluted earnings per share is based on the weighted average number of common shares outstanding and all dilutive potential common shares outstanding. For additional information, see Note 3. Earnings Per Share. Use of Estimates —The preparation of the Company ’s Consolidated and Combined Financial Statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts in the Consolidated and Combined Financial Statements and related disclosures in the accompanying notes. Actual results could differ from those estimates. Estimates and assumptions are periodically reviewed, and the effects of changes are reflected in the Consolidated and Combined Financial Statements in the period they are determined to be necessary. Estimates are used when accounting for stock-based compensation, pension benefits, indemnification liabilities, goodwill and intangible assets, and valuation allowances for accounts receivable, inventory, deferred tax assets, and the amounts of revenue and expenses reported during the period. The Company has used information available to identify potential impacts cause by the COVID-19 pandemic at December 31, 2020 in these estimates. Recent Accounting Pronouncements —The Company considers the applicability and impact of all recent accounting standards updates (“ASUs”) issued by the Financial Accounting Standards Board (“FASB”). ASUs not listed below were assessed and determined to be either not applicable or are expected to have an immaterial impact on the Company’s consolidated and combined financial position or results of operations. The Company adopted ASU No. 2016-02, Leases (Topic 842) Upon adoption of ASU No. 2016-02, the Company recognized an aggregate lease liability of $115 million, calculated based on the present value of the remaining minimum lease payments for qualifying leases as of January 1, 2019, with a corresponding right-of-use asset of $112 million. The cumulative-effect adjustment recognized to opening retained earnings was not material. The adoption of the new guidance did not impact the Company’s Consolidated and Combined Statements of Operations or Cash Flows. In February 2018, the FASB issued ASU No. 2018-02, Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income one-time income tax effects stranded in accumulated other comprehensive income (AOCI) resulting from the U.S. Tax Cuts and Jobs Act (“U.S. Tax Reform”). An entity that elects to make this reclassification must consider all items in AOCI that have tax effects stranded as a result of the tax rate change and must disclose the reclassification of these tax effects as well as the entity’s policy for releasing income tax effects from AOCI. The ASU may be applied either retrospectively or as of the beginning of the period of adoption. The Company adopted the standard on January 1, 2019 using the aggregate portfolio accounting policy for recognizing the disproportionate income tax effects in AOCI and has elected not to reclassify the stranded income tax effects of U.S. Tax Reform from AOCI to retained earnings . In August 2018, the FASB issued ASU No. 2018-14, Compensation — Retirement Benefits — Defined Benefit Plans — General (Topic 715-20): Disclosure Framework — Changes to the Disclosure Requirements for Defined Benefit Plans , which amends the current disclosure requirements regarding defined benefit pensions and other post retirement plans and allows for the removal of certain disclosures, while adding certain new disclosure requirements. The Company adopted the standard effective January 1, 2020 and the adoption did not have a material financial statement impact. In December 2019, the FASB issued ASU No. 2019-12, Simplifying the Accounting for Income Taxes (Topic 740) In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting, |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Dec. 31, 2020 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Note 3. Earnings Per Share The following table sets forth the computation of basic and diluted earnings per share (in millions except shares in thousands and per share data): Years Ended December 31, 2020 2019 2018 Net income $ 37 $ 36 $ 405 Shares used in computing basic earnings per share 125,348 122,722 122,499 Effect of dilutive securities: Dilutive effect of common stock equivalents 976 516 125 Shares used in computing diluted earnings per share 126,324 123,238 122,624 Earnings per share: Basic $ 0.30 $ 0.29 $ 3.31 Diluted $ 0.29 $ 0.29 $ 3.30 On October 29, 2018, the date of consummation of the Spin-Off, 122,499 Diluted Earnings Per Share is computed based upon the weighted average number of common shares outstanding for the year plus the dilutive effect of common stock equivalents using the treasury stock method and the average market price of the Company’s common stock for the period. For the year ended December 31, 2018, the average market price of the Company’s common stock was calculated from the Spin-Off date to December 31, 2018. In periods where the Company has a net loss, no dilutive common shares are included in the calculation for diluted shares as they are considered anti-dilutive. For the year ended December 31, 2020, average options and other rights to purchase approximately 2.5 million shares of common stock were outstanding, all of which were anti-dilutive during the year ended December 31, 2020, and therefore excluded from the computation of diluted earnings per common share. Additionally, an average of approximately 0.5 million shares of performance-based unit awards are excluded from the computation of diluted earnings per common share for the year ended December 31, 2020 as the contingency has not been satisfied at December 31, 2020. For the year ended December 31, 2019, average option and other rights to purchase approximately 2.8 million shares of common stock were outstanding, all of which were anti-dilutive during the year ended December 31, 2019, and therefore excluded from the computation of diluted earnings per common share. Additionally, an average of approximately 0.2 million shares of performance-based unit awards are excluded from the computation of diluted earnings per common share for the year ended December 31, 2019 as the contingency has not been satisfied at December 31, 2019. |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 31, 2020 | |
Business Combinations [Abstract] | |
Acquisitions | Note 4. Acquisitions During the year ended December 31, 2020, the Company completed one acquisition which has been integrated into the ADI Global Distribution segment. On February 10, 2020, the Company completed the acquisition of privately held Herman ProAV, a leading provider and distributer of professional audio-visual products, procurement services and labor resources to systems integrators in the commercial audio-visual industry. The purchase price paid for this acquisition was approximately $36 million. In connection with this acquisition, the Company recognized goodwill and intangible assets of $4 million and $18 million, respectively. This acquisition was integrated into and builds upon ADI Global Distribution’s product portfolio and expands its presence in the pro-AV market. The Herman ProAV acquisition agreements include deferred payments for certain individuals that are contingent upon employment as well as financial performance. The Company determined that these deferred payments are accounted for as compensation expense over the requisite service period. During the year ended December 31, 2019, the Company completed three acquisitions which have been integrated into the Products & Solutions segment. On March 28, 2019, the Company acquired all of the capital stock of Buoy Labs primarily to obtain the technology assets. Buoy provides innovative Wi-Fi enabled solutions that track the amount of water used in a home, integrating smart software and hardware that can help consumers identify potential leaks and allow consumers to act to prevent them through its subscription-based app services. On May 21, 2019, the Company acquired certain assets relating to innovative energy efficiency from Whisker Labs. The acquired technology creates a thermodynamic model of a home to accurately predict home heating and air conditioning run time and energy use to enable a homeowner to use less energy while maintaining comfort. On June 27, 2019, the Company acquired all of the membership interests of LifeWhere. LifeWhere uses machine learning and analytics to predict potential failure on critical home appliances, such as water heaters, furnaces, and air conditioners. This service provides the detailed analytics required for professional contractors to dispatch technicians with the right skills to quickly repair the appliance before it causes catastrophic failure. The aggregate purchase price paid for these acquisitions was $17 million. In connection with these acquisitions, the Company recognized goodwill and intangible assets of $10 million and $7 million, respectively. These acquisitions have an immaterial financial statement impact on both an individual basis and when considered in the aggregate. Pro-forma disclosures are not provided as the acquisitions have an immaterial financial statement impact. |
Related Party Transactions with
Related Party Transactions with Honeywell | 12 Months Ended |
Dec. 31, 2020 | |
Related Party Transactions [Abstract] | |
Related Party Transactions with Honeywell | Note 5. Related Party Transactions with Honeywell Prior to the Spin-Off, the Consolidated and Prior to the Spin-Off, Honeywell was a related party that provided certain services, such as legal, accounting, information technology, human resources and other infrastructure support, on behalf of the . The costs of these services were allocated to the Company on the basis of the proportion of net revenue. The and Honeywell consider the allocations to be a reasonable reflection of the benefits received by the . During the period from January 1, 2018 until October 29, 2018 the Company the Company All significant intercompany transactions between the Company $19 million, and $212 million, respectively. Consolidated and Prior to the consummation of the Spin-Off, Honeywell managed the Company’s hedging activity which included centrally hedg its exposure to changes in foreign exchange rates principally with forward contracts. Certain contracts specifically designated to and entered on behalf of the with as a counterparty and used to hedge known or probable anticipated foreign currency sales and purchases. The designat these hedges as cash flow hedges and the impact to the financial statements for 2018 was not material. While the Company was owned by Honeywell, a centralized approach to cash management and financing of operations was used. Prior to consummation of the Spin-Off, the Company’s cash was transferred to Honeywell daily and Honeywell funded the Company’s operating and investing activities as needed. Net transfers to and from Honeywell are included within nvested equity on the Combined Statements of Equity. The components of the net transfers to and from Honeywell as of December 31, 2018 are as follows: December 31, 2018 General financing activities $ (383 ) Distribution to Honeywell in connection with Spin-Off (1,415 ) Net contribution of assets and liabilities upon Spin-Off 81 Unbilled corporate allocations 228 Purchases from Honeywell 161 Mandatory transition tax (85 ) Other 15 Net decrease in invested equity $ (1,398 ) Subsequent to the Spin-Off on October 29, 2018, transactions with Honeywell were not considered related party transactions. |
Revenue Recognition
Revenue Recognition | 12 Months Ended |
Dec. 31, 2020 | |
Revenue From Contract With Customer [Abstract] | |
Revenue Recognition | Note 6. Revenue Recognition Disaggregated Revenue Revenues by channel are as follows for the years ended December 31: Years Ended December 31, 2020 2019 2018 Comfort $ 1,079 $ 1,103 $ 1,114 Security 538 520 479 Residential Thermal Solutions 504 552 576 Products & Solutions 2,121 2,175 2,169 U.S. and Canada 2,427 2,294 2,147 EMEA (1) 480 459 456 APAC (2) 43 60 55 ADI Global Distribution 2,950 2,813 2,658 Net revenue $ 5,071 $ 4,988 $ 4,827 (1) EMEA represents Europe, the Middle East and Africa. (2) APAC represents Asia and Pacific countries. A contract’s transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. For product sales, typically each product sold to a customer represents a distinct performance obligation. The Company recognizes the majority of its revenue from performance obligations outlined in contracts with its customers that are satisfied at a point in time. Approximately 3% of the Company’s revenue is satisfied over time. As of December 31, 2020 and December 31, 2019, contract assets and liabilities were not material. The timing of satisfaction of the Company’s performance obligations does not significantly vary from the typical timing of payment. For some contracts, the Company may be entitled to receive an advance payment. The Company has applied the practical expedient to not disclose the value of remaining performance obligations for (i) contracts with an original expected term of one year or less or (ii) contracts for which it recognizes revenue in proportion to the amount it has the right to invoice for services performed. |
Restructuring Charges
Restructuring Charges | 12 Months Ended |
Dec. 31, 2020 | |
Restructuring And Related Activities [Abstract] | |
Restructuring Charges | Note 7. Restructuring Charges During 2019, the Company retained industry-recognized experts in supply chain optimization and organizational excellence to assist in a comprehensive financial and operational review which was focused on product cost and gross margin improvement, and general and administrative expenses simplification. Certain restructuring actions have been implemented under this program as well as previous programs. Product & Solutions segment restructuring expenses for the years ended December 31, 2020, 2019, and 2018 were $19 million, $26 million, and $5 million, respectively. ADI Global Distribution segment restructuring expenses for the years ended December 31, 2020, 2019, and 2018 were $6 million, $4 million, and $0 million, respectively. Corporate restructuring expenses for the years ended December 31, 2020, 2019 and 2018 were $15 million, $7 million, and $0 million, respectively. Restructuring expenses for all periods are primarily related to severance. The Company’s restructuring expenses for the years ended December 31, 2020, 2019 and 2018 are as follows: Years Ended December 31, 2020 2019 2018 Cost of goods sold $ 9 $ 13 $ 4 Selling, general and administrative expenses 31 24 1 $ 40 $ 37 $ 5 The following table summarizes the status of total restructuring reserves related to severance cost included in Accrued liabilities in the Consolidated Balance Sheets: Years Ended December 31, 2020 2019 2018 Beginning of year $ 19 $ 13 $ 22 Charges 40 38 5 Usage (35 ) (31 ) (9 ) Other - (1 ) (5 ) End of year $ 24 $ 19 $ 13 |
Other Expense, Net
Other Expense, Net | 12 Months Ended |
Dec. 31, 2020 | |
Other Income And Expenses [Abstract] | |
Other Expense, Net | Note 8. Other Expense, Net Years Ended December 31, 2020 2019 2018 Environmental expense $ - $ - $ 323 Reimbursement Agreement expense 146 108 49 Other, net 1 10 (3 ) $ 147 $ 118 $ 369 Refer to Note 19. Commitments and Contingencies for further details on environmental and Reimbursement Agreement expense. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 9. Income Taxes Prior to the consummation of the Spin-Off, Resideo’s operating results were included in Honeywell’s various consolidated U.S. federal and state income tax returns, as well as non-U.S. filings. For the purposes of the Company’s Consolidated and Combined Financial Statements for periods prior to the Spin-Off, Income tax expense and deferred tax balances have been recorded as if the Company filed tax returns on a standalone basis separate from Honeywell. The Separate Return Method applies the accounting guidance for income taxes to the standalone financial statements as if the Company was a separate taxpayer and a standalone enterprise prior to the separation from Honeywell. Income before taxes Years Ended December 31, 2020 2019 2018 U.S. $ (93 ) $ (83 ) $ (169 ) Non-U.S. 194 154 273 $ 101 $ 71 $ 104 Income tax expense (benefit) Years Ended December 31, 2020 2019 2018 Tax expense (benefit) consists of: Current: U.S. $ 21 $ 23 $ (26 ) Non-U.S. 21 37 48 $ 42 $ 60 $ 22 Deferred: U.S. $ 11 $ (11 ) $ (15 ) Non-U.S. 11 (14 ) (308 ) 22 (25 ) (323 ) $ 64 $ 35 $ (301 ) Years Ended December 31, 2020 2019 2018 The U.S. federal statutory income tax rate is reconciled to the Company’s effective income tax rate as follows: U.S. federal statutory income tax rate 21.0 % 21.0 % 21.0 % Impact of foreign operations (5.4 ) (10.2 ) (11.6 ) U.S. state income taxes 6.4 6.6 6.4 U.S. Tax Reform and related items - - (385.1 ) Non-deductible indemnification costs 29.0 28.0 75.4 Executive compensation over $1 million 2.5 0.6 - Other non-deductible expenses 3.7 2.9 - U.S. taxation of foreign earnings 3.5 5.3 6.0 Tax credits (0.2 ) (2.6 ) (2.1 ) Change in tax rates 1.3 1.7 - All other items – net 1.8 (4.7 ) 0.6 63.6 % 48.6 % (289.4 ) % Deferred tax assets (liabilities) The tax effects of temporary differences and tax carryforwards which give rise to future income tax benefits and payables are as follows: Years Ended December 31, 2020 2019 Deferred tax assets: Pension $ 37 $ 27 Other asset basis differences 70 70 Operating lease liabilities 34 33 Accruals and reserves 61 61 Net operating and capital losses 47 32 Other - 6 Gross deferred tax assets 249 229 Valuation allowance (60 ) (32 ) Total deferred tax assets $ 189 $ 197 Deferred tax liabilities: Other intangible assets $ (44 ) $ (42 ) Property, plant and equipment (25 ) (22 ) Operating lease assets (32 ) (32 ) Other (13 ) (12 ) Total deferred tax liabilities (114 ) (108 ) Net deferred tax asset $ 75 $ 89 Deferred tax assets: The Company maintains a valuation allowance of $60 $ 3 20 9 The Company has not provided deferred taxes on unremitted earnings of its foreign affiliates that exist at December 31, 2020 as the earnings are considered permanently reinvested. Accordingly, no deferred taxes have been provided for withholding taxes or other taxes that would result upon repatriation of the Company’s approximately $1.6 billion of undistributed earnings from foreign subsidiaries to the United States. It is impracticable to calculate the tax cost of repatriating the Company’s unremitted earnings which are considered indefinitely reinvested. As of December 31, 2020, the Company has federal tax credit carryforwards of $1 million, federal net operating loss carryforwards of $2 million, and foreign net operating loss carryforwards of $196 million. The federal tax credit carryforwards expire in 2029. The federal net operating loss carryforwards expire in 2027. $178 million of foreign net operating losses can be carried forward indefinitely with the remainder expiring between 2021 and 2030. Many jurisdictions impose limitations on the timing and utilization of net operating loss carryforwards. In those instances where the net operating loss or tax credit carryforward will not be utilized in the carryforward period due to the limitation, the deferred tax asset and amount of the carryforward have been reduced. As of December 31, 2020, 2019, and 2018 there were $10 million, $6 million, and $2 million of unrecognized tax benefits, respectively, that if recognized would be recorded as a component of Income tax expense. The change in unrecognized tax benefits resulted in increases (decreases) of $4 million, $4 million, and ($18) million to tax expense in 2020, 2019, and 2018, respectively. The decrease in 2018 was primarily driven by the reclassification of unrecognized tax benefits attributable to periods prior to the consummation of the Spin-Off to the indemnity payable to Honeywell under the terms of the Tax Matters Agreement. As of December 31, 2020, 2019 and 2018 there were no unrecognized tax benefits related to examinations in progress. An immaterial amount of estimated interest and penalties related to the underpayment o f income taxes is included in the liability for unrecognized tax benefits, both of which are included as a component of Income tax expense in the Consolidated and Combined Statements of Operations. The Company does not anticipate significant changes in total unrecognized tax benefits during the next twelve months. The Company files income tax returns in the United States federal jurisdiction, all states, and various local and foreign jurisdictions. The Company’s US federal returns are no longer subject to income tax examinations for taxable years before 2016. With limited exception, state, local, and foreign income tax returns for taxable years before 2015 are no longer subject to examination. On December 22, 2017, the U.S. government enacted U.S. Tax Reform, which included changes to the taxation of foreign earnings by implementing a dividend exemption system, expansion of the current anti-deferral rules, a minimum tax on low-taxed foreign earnings and new measures to deter base erosion. The U.S. Tax Reform also included a permanent reduction in the corporate tax rate, repeal of the corporate alternative minimum tax, expensing of capital investment, and limitation of the deduction for interest expense. Furthermore, as part of the transition to the new tax system, a one-time transition tax was imposed on a U.S. shareholder’s historical undistributed earnings of foreign affiliates. As described in the Combined Financial Statements for the year ended December 31, 2017, the Company reasonably estimated certain effects of U.S. Tax Reform and, therefore, recorded provisional amounts, including the deemed repatriation transition tax and withholding taxes on undistributed earnings. For the year ended December 31, 2018, the Company recorded an adjustment to the provisional tax amount related to the deemed repatriation transition tax and taxes on undistributed earnings of $(85.4) million and $(234.7) million, respectively. This adjustment resulted in a decrease to the effective tax rate for the year ended December 31, 2018 of 307.8%. The adjustment reflects the revised determination of the fair value of assets and liabilities of legal entities included in the Company’s business. The accounting for the income tax effects of the U.S. Tax Reform was complete as of December 31, 2018. |
Accounts Receivable - Net
Accounts Receivable - Net | 12 Months Ended |
Dec. 31, 2020 | |
Accounts Receivable Net Current [Abstract] | |
Accounts Receivable - Net | Note 10. Accounts Receivable — Net December 31, 2020 2019 Accounts receivable $ 875 $ 834 Allowance for doubtful accounts (12 ) (17 ) $ 863 $ 817 |
Inventories Net
Inventories Net | 12 Months Ended |
Dec. 31, 2020 | |
Inventory Disclosure [Abstract] | |
Inventories Net | Note 11. Inventories — Net December 31, 2020 2019 Raw materials $ 127 $ 121 Work in process 19 17 Finished products 526 533 $ 672 $ 671 The expense related to inventory was $31 million, $56 million and $10 million for the years ended December 31, 2020, 2019 and 2018, respectively. |
Property, Plant, and Equipment
Property, Plant, and Equipment - Net | 12 Months Ended |
Dec. 31, 2020 | |
Property Plant And Equipment [Abstract] | |
Property, Plant and Equipment - Net | Note 12. Property, Plant and Equipment — Net December 31, 2020 2019 Machinery and equipment $ 598 $ 562 Buildings and improvements 289 260 Construction in progress 46 57 Others 14 16 947 895 Accumulated depreciation (629 ) (579 ) $ 318 $ 316 Depreciation expense was $56 |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets - Net | 12 Months Ended |
Dec. 31, 2020 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets - Net | Note 13. Goodwill and Other Intangible Assets — Net Goodwill as of December 31, 2020 and 2019 for Products & Solutions was $2,037 million and $2,004 million, respectively. The increase relates to foreign currency translation adjustments. Goodwill as of December 31, 2020 and 2019 for ADI Global Distribution was $654 million and $639 million, respectively. The carrying value of goodwill increased by $4 million due to an acquisition during the year. The remainder of the increase relates to foreign currency translation adjustments. Other intangible assets with finite lives are comprised of: December 31, 2020 December 31, 2019 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Patents and technology $ 37 $ (23 ) $ 14 $ 35 $ (19 ) $ 16 Customer relationships 192 (122 ) 70 170 (106 ) 64 Trademarks 15 (8 ) 7 9 (7 ) 2 Software 146 (102 ) 44 139 (94 ) 45 $ 390 $ (255 ) $ 135 $ 353 $ (226 ) $ 127 Other intangible assets amortization expense was $ million, $ million and $ million in 2020, 2019 and 2018, respectively. Estimated intangible asset amortization expense for each of the next five years approximates $28 million in 2021, $22 million in 2022, $19 million in 2023 $17 million in 2024 |
Accrued Liabilities
Accrued Liabilities | 12 Months Ended |
Dec. 31, 2020 | |
Payables And Accruals [Abstract] | |
Accrued Liabilities | Note 14. Accrued Liabilities December 31, 2020 2019 Obligations payable under Indemnification Agreements $ 140 $ 140 Taxes payable 62 66 Compensation, benefit and other employee-related 105 66 Customer rebate reserve 91 78 Other 197 202 $ 595 $ 552 Refer to Note 19. Commitments and Contingencies for further details on Obligations payable under Indemnification Agreements. |
Long-term Debt and Credit Agree
Long-term Debt and Credit Agreement | 12 Months Ended |
Dec. 31, 2020 | |
Debt Disclosure [Abstract] | |
Long-term Debt and Credit Agreement | Note 15. Long-term Debt and Credit Agreement The Company’s debt at December 31, 2020 and December 31, 2019 consisted of the following: December 31, 2020 2019 6.125% notes due 2026 $ 400 $ 400 Five-year variable rate term loan A due 2023 315 333 Seven-year variable rate term loan B due 2025 465 470 Unamortized deferred financing costs (18 ) (23 ) Total outstanding indebtedness 1,162 1,180 Less: Amounts expected to be paid within one year 7 22 Total long-term debt due after one year $ 1,155 $ 1,158 Scheduled principal repayments under the Senior Credit Facilities (defined below) and Senior Notes (defined below) subsequent to December 31, 2020 are as follows: December 31, 2020 2021 $ 40 2022 57 2023 232 2024 5 2025 446 Thereafter 400 1,180 Amounts expected to be paid within one year 7 $ 1,173 Subsequent to December 31, 2020, the Company entered into a refinancing agreement which modified the scheduled principal repayments related to the Company’s long-term debt as described in Note 24. Subsequent Events. Among other changes, the refinancing agreement resulted in a reduction of principal repayments to be made in 2021 to $7 million which represents the Current maturities of debt in the Consolidated Balance Sheet as of December 31, 2020. At December 31, 2020 and 2019, the interest rate for the Term Loans (defined below) was 2.51% and 4.36%, respectively. At December 31, 2020, there were no borrowings and no letters of credit issued under the $350 million Revolving Credit Facility (defined below). Senior Notes In October of 2018, the Company issued $400 million in principal amount of 6.125% senior unsecured notes due in 2026 (the "Senior Notes"). The Senior Notes are senior unsecured and unsubordinated obligations of Resideo and rank equally with all of Resideo’s existing and future senior unsecured debt and senior to all of Resideo’s subordinated debt. Resideo may, at its option, redeem the Senior Notes in whole or part prior to November 1, 2021, at a redemption price equal to 100% of the principal amount of the Senior Notes redeemed, plus accrued and unpaid interest, if any, plus a “make-whole” premium. On or after November 1, 2021 Resideo may, at its option, redeem the Senior Notes in whole or in part plus accrued and unpaid interest, plus a fixed redemption percentage on the principal amount of the Senior Notes redeemed of (i) 104.594% if redeemed during the twelve-month period beginning on November 1, 2021 (ii) 103.063% if redeemed during the twelve-month period beginning on November 1, 2022 , (iii) 101.531 % if redeemed during the twelve-month period beginning on November 1, 2023 , or (iv) 100 % if redeem ed on or after November 1, 2024 . Credit Agreement On October 25, 2018, in connection with the consummation of the Spin-Off, the Company as the borrower, entered into a credit agreement with JP Morgan Chase Bank N.A. as administrative agent (the “Credit Agreement”), which was subsequently amended on November 26, 2019 (the “Credit Agreement First Amendment”) and on November 16, 2020 (the “Credit Agreement Second Amendment”). The Credit Agreement provides for a seven-year five-year The Credit Agreement also established a five-year The net proceeds from the borrowings under the Credit Agreement and the offering of the Senior Notes were used as part of the financing for the Spin-Off. For the year ended December 31, 2018, the Company incurred approximately $16 million in debt issuance costs related to the Term Loans, $5 million in costs related to the Revolving Credit Facility and $8 million in costs related to the Senior Notes. The debt issuance costs associated with the Term Loans and Senior Notes were recorded as a reduction of the principal balance of the debt, and the Revolving Credit Facility costs were capitalized in Other assets. The issuance costs are being amortized through Interest expense for the duration of each respective debt facility. The Credit Agreement and Senior Notes contain customary covenants limiting the ability of the Company and its subsidiaries to, among other things, pay cash dividends, incur debt or liens, redeem or repurchase stock of the Company, enter into transactions with affiliates, make investments, make capital expenditures, merge or consolidate with others or dispose of assets. The Credit Agreement First Amendment amended the Credit Agreement to: (i) increase the levels of the maximum consolidated total leverage ratio under the Credit Agreement, to not greater than 5.25 4.75 4.25 3.75 The Credit Agreement Second Amendment amended the Credit agreement to permit the sale and leaseback transactions in an aggregate amount not to exceed $150 million for all such sale and leaseback transactions, provided that (x) each sale and leaseback transactions is undertaken on arm’s length commercial terms and (y) no Event of Default (as defined in the Credit Agreement) has occurred and is continuing or would result therefrom. As of December 31, 2020, the Company was in compliance with all covenants related to the Credit Agreement and Senior Notes. |
Leases
Leases | 12 Months Ended |
Dec. 31, 2020 | |
Leases [Abstract] | |
Leases | Note 16. Leases As discussed in Note 2, the Company adopted ASU No. 2016-02, Leases (Topic 842) The Company’s operating lease costs for the years ended December 31, 2020 and 2019 consisted of the following: Years Ended December 31, 2020 2019 Selling, general and administrative expenses $ 44 $ 37 Cost of goods sold 17 16 Total operating lease costs $ 61 $ 53 Total operating lease costs include variable lease costs of $16 million and $11 million for the years ended December 31, 2020 and 2019, respectively. Total operating lease costs also include offsetting sub-lease income which is immaterial for the years ended December 31, 2020 and 2019. The Company recognized the following related to its operating leases: Financial Statement Line Item At December 31, 2020 At December 31, 2019 Operating right-of-use assets Other assets $133 $137 Operating lease liabilities - current Accrued liabilities $33 $31 Operating lease liabilities - non-current Other liabilities $107 $111 Maturities of the Company’s operating lease liabilities were as follows: At December 31, 2020 2021 $ 40 2022 36 2023 29 2024 18 2025 12 Thereafter 30 Total lease payments 165 Less: Imputed interest 25 Present value of operating lease liabilities $ 140 Weighted-average remaining lease term (years) 5.43 Weighted-average incremental borrowing rate 5.88 % Supplemental cash flow information related to the Company’s operating leases was as follows: Years Ended December 31, 2020 2019 Operating cash outflows $ 30 $ 35 Operating right-of-use assets obtained in exchange for operating lease liabilities $ 26 $ 60 As of December 31, 2020, the Company has additional operating leases that have not yet commenced. Obligations under these leases are not material. Additionally, as a lessor, the Company leases all or a portion of certain owned properties. Rental income for the years ended December 31, 2020 and 2019 was not material. |
Financial Instruments and Fair
Financial Instruments and Fair Value Measures | 12 Months Ended |
Dec. 31, 2020 | |
Financial Instruments And Fair Value Measures [Abstract] | |
Financial Instruments and Fair Value Measures | Note 17. Financial Instruments and Fair Value Measures Credit and Market Risk— The Company continually monitors the creditworthiness of its customers to which it grants credit terms in the normal course of business. The terms and conditions of credit sales are designed to mitigate or eliminate concentrations of credit risk with any single customer. Foreign Currency Risk Management— The Company conducts its business on a multinational basis in a wide variety of foreign currencies. It is exposed to market risks from changes in currency exchange rates. These exposures may impact future earnings and/or operating cash flows. The exposure to market risk for changes in foreign currency exchange rates arises from transactions arising from international trade, foreign currency denominated monetary assets and liabilities, and international financing activities between subsidiaries. The Company relies primarily on natural offsets to address the exposures and may supplement this approach from time to time by entering into forward and option hedging contracts. As of December 31, 2020 and 2019, the Company had no forward or hedging contracts. Senior Notes and Credit Agreement— As of December 31, 2020, the Company assessed the amount recorded under the Term Loans, the Senior Notes, and the Revolving Credit Facility. The Term A Loan Facility, Term B Loan Facility and the Senior Notes’ fair values are approximately $305 million, $461 million and $422 million, respectively. The Company determined that the Revolving Credit Facility approximated fair value. The fair values of the debt are based on the quoted inactive prices and are therefore classified as Level 2 within the valuation hierarchy The carrying value of cash and cash equivalents, accounts receivables - net, and accounts payables contained in the Consolidated Balance Sheets approximates fair value. Fair Value of Financial Instruments — The FASB’s accounting guidance defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). The FASB’s guidance classifies the inputs used to measure fair value into the following hierarchy: Level 1 Quoted prices in active markets for identical assets or liabilities; Level 2 Observable inputs other than the quoted prices in active markets for identical assets and liabilities; and Level 3 Unobservable inputs for which there is little or no market data, which require the Company to develop assumptions of what market participants would use in pricing the asset or liability. Financial and non-financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. |
Stock-Based Compensation Plans
Stock-Based Compensation Plans | 12 Months Ended |
Dec. 31, 2020 | |
Compensation Related Costs [Abstract] | |
Stock-Based Compensation Plans | Note 18. Stock-Based Compensation Plans On October 29, 2018, the Board adopted, and Honeywell, as the Company’s sole shareholder, approved, the 2018 Stock Incentive Plan of Resideo Technologies, Inc. and its Affiliates and the 2018 Stock Incentive Plan for Non-Employee Directors of Resideo Technologies, Inc. as may be amended from time to time (together, the “Stock Incentive Plan”). On or about December 21, 2018, the Board adopted the Amended and Restated 2018 Stock Incentive Plan of Resideo Technologies, Inc. and its Affiliates. The Stock Incentive Plan provides for the grant of stock options, stock appreciation rights, restricted stock units, restricted stock, other stock-based awards and cash-based awards. The maximum aggregate number of shares of the Company’s common stock that may be issued under awards granted under the Stock Incentive Plan is 16 million. As of December 31, 2020, 7,664,452 shares of the Company’s common stock were available to be granted under the Stock Incentive Plan. Summary of Restricted Stock Unit Activity Restricted stock unit (“RSU”) awards entitle the holder to receive one share of common stock for each unit when the units vest. RSUs are issued to certain key employees and to non-employee directors. RSUs typically become fully vested over periods ranging from one to seven years and are payable in Resideo common stock upon vesting. Since the Spin-Off on October 29, 2018 through December 31, 2018, the Company granted the following awards: • 1,809,644 four-year • Honeywell stock options, RSUs, and performance-based awards held by certain of the key employees who would otherwise forfeit prior Honeywell awards as a result of the Spin-Off were issued replacement grants in the amount of 1,411,395 RSUs with substantially the same vesting schedule as the forfeited awards. Compensation expense for these awards will continue to be recognized ratably over the remaining term of the unvested awards, which ranged from one to four years as of the date of the Spin-Off. • 117,145 four-year The following table summarizes RSU activity related to the Stock Incentive Plan during the years ended December 31, 2020 and 2019: RSUs Number of Restricted Stock Units Weighted Average Grant Date Fair Value Per Share Non-vested as of January 1, 2019 3,338,184 $ 24.05 Granted 1,607,204 21.83 Vested (509,366 ) 23.78 Forfeited (641,491 ) 24.07 Non-vested as of December 31, 2019 3,794,531 23.14 Granted 3,057,775 9.45 Vested (921,060 ) 21.07 Forfeited (731,482 ) 18.57 Non-vested as of December 31, 2020 5,199,764 $ 16.10 As of December 31, 2020, there was approximately $22 million of total unrecognized compensation cost related to non-vested RSUs granted under the Stock Incentive Plan, which is expected to be recognized over a weighted-average period of 1.6 years. The fair value of RSUs that vested during the year ended December 31, 2020 is $9 million. Included in the outstanding RSUs are 867,732 performance-based RSU's as of December 31, 2020 and the related expense was $2 million during the year ended December 31, 2020. Summary of Stock Option Activity Stock option awards entitle the holder to purchase shares of common stock at a specific price when the options vest. Stock options typically vest over three years from the date of grant and expire seven years from the grant date. The fair value of stock options was calculated using the following assumptions in the Black-Scholes model: December 31, 2020 2019 Expected stock price volatility 31% - 37% 30% - 32% Expected term of options 4.5 years 4.5 years Expected dividend yield — — Risk-free interest rate 0.25% - 1.41% 2.22% - 2.47% The aggregate intrinsic value disclosed below represents the total intrinsic value (the difference between the fair market value of the Company’s common stock as of December 31, 2020, and the exercise price, multiplied by the number of in-the-money service-based stock options) that would have been received by the option holders had all option holders exercised their options on December 31, 2020. This amount is subject to change based on changes to the fair market value of the Company’s common stock. The following table summarizes stock option activity related to the Stock Incentive Plan during the year ended December 31, 2020: Stock Options Number of Stock Options Weighted Average Exercise Price Weighted Average Contractual Life (years) Aggregate Intrinsic Value Stock Options outstanding as of January 1, 2019 - $ - - $ - Granted 1,155,566 24.37 Forfeited (165,312 ) 24.39 Stock Options outstanding as of December 31, 2019 990,254 24.36 6.0 - Granted 1,083,665 9.17 Forfeited (348,696 ) 18.39 Stock Options outstanding as of December 31, 2020 1,725,223 15.98 4.9 12 Vested and expected to vest at December 31, 2020 1,446,606 16.97 4.7 9 Exercisable at December 31, 2020 442,013 $ 23.13 2.3 $ - Stock options granted during the year ended December 31, 2020 had a weighted average grant date fair value per share of $2.61. As of December 31, 2020, there was approximately $1 million of total unrecognized compensation cost related to non-vested stock options granted under the Stock Incentive Plan, which is expected to be recognized over a weighted-average period of 1.5 years. No stock options were exercised during the year ended December 31, 2020. Summary of Stock-Based Compensation The following table summarizes stock-based compensation expense and the related tax benefits under the Company’s plans: Years Ended December 31, 2020 2019 2018 Stock-based compensation expense before income taxes $ 29 $ 25 $ 20 Less: Income tax expense (benefit) 1 (1 ) (5 ) Stock-based compensation expense, net of income taxes $ 30 $ 24 $ 15 Certain share-based compensation expense relates to stock-based awards awarded to key employees of the Company as part of Honeywell’s incentive compensation plans prior to the Spin-Off. Such share-based compensation expense was $16 million for the period from January 1, 2018 until October 29, 2018. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2020 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 19. Commitments and Contingencies Environmental Matters The Company is subject to various federal, state, local, and foreign government requirements relating to the protection of the environment. It believes that, as a general matter, its policies, practices and procedures are properly designed to prevent unreasonable risk of environmental damage and personal injury and that its handling, manufacture, use and disposal of hazardous substances are in accordance with environmental and safety laws and regulations. The Company has incurred remedial response and voluntary cleanup costs for site contamination and is a party to claims associated with environmental and safety matters, including products containing hazardous substances. Additional claims and costs involving environmental matters are likely to continue to arise in the future. With respect to environmental matters involving site contamination, the Company continually conduct s studies, individually or jointly with other potentially responsible parties, to determine the feasibility of various remedial techniques. It is its policy to record appropriate liabilities for environmental matters when remedial efforts or damage claim payments are probable and the costs can be reasonably estimated. Such liabilities are based on the best estimate of the undiscounted future costs required to complete the remedial work. The recorded liabilities are adjusted periodically as remediation efforts progress or as additional technical, regulatory or legal information becomes available. Given the uncertainties regarding the status of laws, regulations, enforcement policies, the impact of other potentially responsible parties, technology and information related to individual sites, the Company do es not believe it is possible to develop an estimate of the range of reasonably possible environmental loss in excess of the Company’s recorded liabilities. The Company expect s to fund expenditures for these matters from operating cash flow. The timing of cash expenditures depends on a number of factors, including the timing of remedial investigations and feasibility studies, the timing of litigation and settlements of remediation liability, personal injury and property damage claims, regulatory approval of cleanup projects, remedial techniques to be utilized , and agreements with other parties. The Company accrues costs related to environmental matters when it is probable that it has incurred a liability related to a contaminated site and the amount can be reasonably estimated. Environmental-related expenses for sites owned and operated by Resideo are presented within Cost of goods sold in the Consolidated and Combined Statements of Operations. Prior to the Spin-Off, expenses related to Honeywell Sites now under the Reimbursement Agreement were presented within Other expense, net in the Consolidated and Combined Statements of Operations. The following table summarizes information concerning the recorded liabilities for environmental costs for the year ended December 31, 2020, 2019 and 2018. On October 29, 2018, upon the consummation of the Spin-Off, certain environmental liabilities became subject to the Reimbursement Agreement and were reclassified to Obligations payable under Indemnification Agreements. For additional information, see Reimbursement Agreement below. Years Ended December 31, 2020 2019 2018 Beginning balance $ 22 $ 20 $ 537 Accruals for environmental matters deemed probable and reasonably estimable 1 2 340 Less: Environmental liability payments (1 ) - (179 ) Less: Change due to the Reimbursement Agreement payments - - (86 ) Less: Liabilities subject to the Reimbursement Agreement payments - - (592 ) Ending balance $ 22 $ 22 $ 20 The The Company does not currently possess sufficient information to reasonably estimate the amounts of environmental liabilities to be recorded upon future completion of studies, litigation or settlements, and neither the timing nor the amount of the ultimate costs associated with environmental matters can be determined although they could be material to the Company’s consolidated and combined results of operations and operating cash flows in the periods recognized or paid. Obligations P ayable U nder Indemnification Agreements In connection with the Spin-Off, the Company entered into a Reimbursement Agreement and a tax matters agreement (the “Tax Matters Agreement”) (collectively, the “Indemnification Agreements”) which are further described below. Reimbursement Agreement On October 29, 2018, in connection with the Spin-Off, the Company entered into the Reimbursement Agreement Payments in respect of the liabilities arising in a given year will be made quarterly throughout such year on the basis of an estimate of the liabilities and recoveries provided by Honeywell. Following the end of any such year, Honeywell will provide the Company with a calculation of the amount of payments and the recoveries actually received. Payment amounts under the Reimbursement Agreement will be deferred to the extent that a specified event of default has occurred and is continuing under certain indebtedness, including under the Credit Agreement, or the payment thereof causes the Company to not be compliant with certain financial covenants in certain indebtedness, including the Company’s Credit Agreement on a pro forma basis, including the maximum total leverage ratio (ratio of consolidated debt to consolidated EBITDA, which excludes any amounts owed to Honeywell under the Reimbursement Agreement), and the minimum interest coverage ratio. The obligations under the Reimbursement Agreement During the year, the Company and Honeywell entered into several amendments to the Reimbursement Agreement. These amendments included modifications of certain covenants in Exhibit G to conform to the amended covenants included in the Credit Agreement First Amendment, deferment of certain payments under the Reimbursement Agreement to later in the year, and amendment of Exhibit G to, among other things, permit sale and leaseback transaction. An aggregate amount of up to $150 million would be permitted thereunder so long as the same conditions that are applicable under the Credit Agreement are satisfied. On February 12, 2021, the Company entered into another amendment with Honeywell. See Note 24. Subsequent Events for a further discussion of this amendment. The following table summarizes information concerning the Company’s Reimbursement Agreement liabilities: Years Ended December 31, 2020 2019 2018 Beginning balance $ 585 $ 616 $ - Liabilities subject to the Reimbursement Agreement payments - - 592 Accruals for indemnification liabilities deemed probable and reasonably estimable 146 179 49 Reduction (1) - (71 ) - Indemnification payment (140 ) (139 ) (25 ) Ending balance (2) $ 591 $ 585 $ 616 (1 ) Reduction in indemnification liabilities relates to a provision in the Reimbursement Agreement that reduces the obligation due to Honeywell for any proceeds received by Honeywell from a property sale of a site under the agreement . ( 2) Reimbursement Agreement liabilities deemed probable and reasonably estimable, however, it is possible the Company could pay $140 million per year (exclusive of any late payment fees up to 5% per annum) until the earlier of (1) December 31, 2043; or (2) December 31 of the third consecutive year during which the annual reimbursement obligation (including in respect of deferred payment amounts) has been less than $25 million. Reimbursement Agreement liabilities are included in the following balance sheet accounts: Years Ended December 31, 2020 2019 Accrued liabilities $ 140 $ 140 Obligations payable under Indemnification Agreements 451 445 $ 591 $ 585 The Company does not currently possess sufficient information to reasonably estimate the amounts of indemnification liabilities to be recorded upon future completion of studies, litigation or settlements, and neither the timing nor the amount of the ultimate costs associated with environmental matters can be determined although they could be material to the Company’s consolidated and combined results of operations and operating cash flows in the periods recognized or paid. Independent of the Company’s payments under the Reimbursement Agreement, the Company will have ongoing liability for certain environmental claims which are part of the Company’s going forward business. Tax Matters Agreement In connection with the Spin-Off, the Company entered into the Tax Matters Agreement with Honeywell pursuant to which it is responsible and will indemnify Honeywell for all taxes, including income taxes, sales taxes, VAT and payroll taxes, relating to the business for all periods, including periods prior to the consummation of the Spin-Off. In addition, the Tax Matters Agreement addresses the allocation of liability for taxes that are incurred as a result of restructuring activities undertaken to effectuate the Spin-Off. In addition, the Tax Matters Agreement provides that the Company is required to indemnify Honeywell for any taxes (and reasonable expenses) resulting from the failure of the Spin-Off and related internal transactions to qualify for their intended tax treatment under U.S. federal, state and local income tax law, as well as foreign tax law, where such taxes result from (a) breaches of covenants and representations it makes and agrees to in connection with the Spin-Off, (b) the application of certain provisions of U.S. federal income tax law to these transactions or (c) any other action or omission (other than actions expressly required or permitted by the Separation and Distribution Agreement, the Tax Matters Agreement or other ancillary agreements) the Company takes after the consummation of the Spin-Off that gives rise to these taxes. As of December 31, 2020, and 2019, the Company had an indemnity outstanding to Honeywell for future tax payments of $139 million and $149 million, which is included in Obligations payable under Indemnification Agreements. Trademark Agreement The Company and Honeywell entered into a 40-year Trademark License Agreement (the “Trademark Agreement”) that authorizes the Company’s use of certain licensed trademarks in the operation of Resideo’s business for the advertising, sale and distribution of certain licensed products. In exchange, the Company will pay a royalty fee of 1.5% on net revenue to Honeywell related to such licensed products which is recorded in Selling, general and administrative expense on the Consolidated and Combined Statements of Operations. For the years ended December 31, 2020, 2019, and 2018, royalty fees were $26 million, $27 million, and $4 million, net of a one-time credit of $2 million received in December 31, 2018 for inventory on hand as of the Spin-Off, respectively. Other Matters The Company is subject to lawsuits, investigations and disputes arising out of the conduct of its business, including matters relating to commercial transactions, government contracts, product liability, prior acquisitions and divestitures, employee matters, intellectual property, and environmental, health and safety matters. The Company recognizes a liability for any contingency that is probable of occurrence and reasonably estimable. The Company continually assesses the likelihood of adverse judgments for outcomes in these matters, as well as potential ranges of possible losses (taking into consideration any insurance recoveries), based on a careful The Company, the Company’s former CEO Michael Nefkens, the Company’s former CFO Joseph Ragan, and the Company’s former CIO Niccolo de Masi are named defendants of a class action securities suit in the U.S. District Court for the District of Minnesota styled In re Resideo Technologies, Inc. Securities Litigation On July 7, 2020, Jawad A. Ayaz as Trustee of the Shiv Venkatasetty 2016 Trust (“Derivative Plaintiff”) filed a shareholder derivative complaint (the “Derivative Complaint”) against certain current or former directors and officers of the Company (“Derivative Defendants”) in the District Court for the District of Delaware, captioned Ayaz v. Nefkens, 20-cv-00915. Derivative Plaintiff alleges generally that Derivative Defendants breached fiduciary duties owed to the Company by allegedly causing or allowing the Company to make materially false and misleading statements to the public regarding the Company’s business operations and financial prospects. Derivative Plaintiff also alleges that the Company’s 2019 proxy statement was materially false and misleading, in violation of Section 14(a) of the Securities Exchange Act of 1934, and asserts claims of corporate waste and unjust enrichment, among other allegations, and relies on a similar set of facts as alleged in the Securities Litigation. The Derivative Complaint seeks declaratory relief and unspecified money damages on behalf of the Company. On July 28, 2020, certain of the Derivative Defendants filed a stipulation to stay the proceedings pending the resolution of the motion to dismiss in the Securities Litigation. An additional shareholder derivative complaint was filed on August 12, 2020, by Plaintiff Daniel Sanclemente (the “Sanclemente Action”) on behalf of the Company in the District Court for the District of Delaware, captioned Sanclemente v. Nefkens In re Resideo Technologies, Inc. Derivative Litigation, 20-cv-00915 Warranties and Guarantees In the normal course of business, the Company issues product warranties and product performance guarantees. It accrues for the estimated cost of product warranties and product performance guarantees based on contract terms and historical experience at the time of sale. Adjustments to initial obligations for warranties and guarantees are made as changes to the obligations become reasonably estimable. Product warranties and product performance guarantees are included in Accrued liabilities. The following table summarizes information concerning recorded obligations for product warranties and product performance guarantees. Years Ended December 31, 2020 2019 2018 Beginning balance $ 25 $ 26 $ 17 Accruals for warranties/guarantees issued during the year 21 15 17 Adjustment of pre-existing warranties/guarantees (7 ) - (1 ) Settlement of warranty/guarantee claims (17 ) (16 ) (7 ) Ending balance $ 22 $ 25 $ 26 Purchase Commitments The Company’s unconditional purchase obligations include purchase commitments with suppliers and other obligations entered in to during the normal course of business regarding the purchase of goods and services. As of December 31, 2020, the Company’s estimated minimum obligations associated with unconditional purchase obligations, which are not recognized in the Company’s Consolidated Balance Sheet, were $16 million in 2021, $17 million in 2022, $9 million in 2023 and $3 million in 2024. For the years ended December 31, 2020 and 2019, purchases related to these obligations were $15 million and $26 million, respectively. Purchases under these obligations were not material for the year ended December 31, 2018. |
Pension
Pension | 12 Months Ended |
Dec. 31, 2020 | |
Compensation And Retirement Disclosure [Abstract] | |
Pension | Note 20. Pension Prior to the Spin-Off, certain of Resideo’s employees participated in multiple U.S. and non-U.S. defined benefit pension plans (the “Shared Plans”) sponsored by Honeywell, which includes participants from other Honeywell subsidiaries and operations. The Company accounted for participation in the Shared Plans as if the Shared Plans were a multiemployer benefit plan. Accordingly, it did not record an asset or liability to recognize the funded status of the Shared Plans. The related pension expense was allocated based on annual service cost of active participants and reported within Costs of goods sold and Selling, general and administrative expenses in the Consolidated and Combined Statements of Operations. The pension expense related to participation in the Shared Plans for the period from January 1, 2018 until October 29, 2018 and the year ended December 31, 2018 was $11 million and $16 million, respectively. As of the date of separation from Honeywell, these employees’ and certain former Honeywell employees’ entitlement to benefits in Honeywell’s plans were transferred to Resideo sponsored plans. The Resideo defined benefit pension plans have substantially similar benefit formulas as the Honeywell defined benefit pension plans. Moreover, vesting service, benefit accrual service and compensation credited under the Honeywell defined benefit pension plans apply to the determination of pension benefits under the Resideo defined benefit pension plan. The Company sponsors multiple funded and unfunded U.S. and non-U.S. defined benefit pension plans. Pension benefits for many of its U.S. employees are provided through non-contributory, qualified and non-qualified defined benefit plans. It also sponsors defined benefit pension plans which cover non-U.S. employees who are not U.S. citizens, in certain jurisdictions, principally Germany, Austria, Belgium, France, India, Switzerland, and the Netherlands. The following tables summarize the balance sheet impact, including the benefit obligations, assets and funded status associated with the pension plans. U.S. Plans Non-U.S. Plans 2020 2019 2018 2020 2019 2018 Change in benefit obligation: Benefit obligation at beginning of year (1) $ 344 $ 286 $ 279 $ 137 $ 93 $ 95 Service cost 7 5 1 7 5 1 Interest cost 11 13 2 1 2 - Actuarial losses (gains) 38 51 5 6 27 (3 ) Net benefits paid (4 ) (13 ) (1 ) - - - Settlements (22 ) - - (6 ) (3 ) - Other - 2 - 2 13 - Exchange rate adjustments - - - 14 - - Benefit obligation at end of year 374 344 286 161 137 93 Change in plan assets: Fair value of plan assets at beginning of year (1) 331 274 279 27 20 20 Actual return (loss) on plan assets 35 70 (4 ) - 2 - Contributions 1 - - 2 2 - Net benefits paid (4 ) (13 ) (1 ) - 1 - Settlements (22 ) - - (6 ) (3 ) - Other (1 ) - - 3 5 - Exchange rate adjustments - - - 2 - - Fair value of plan assets at end of year 340 331 274 28 27 20 Funded status of plans (non-current) $ (34 ) $ (13 ) $ (12 ) $ (133 ) $ (110 ) $ (73 ) (1 ) 2018 "Beginning of year" is the Spin-Off date, October 29, 2018. The benefit obligation generated a global net actuarial loss of $44 million for the year ended December 31, 2020. A global decrease in discount rates over the course of the year was the main driver, generating a total loss of $50 million across all plans, partially offset by gains on inflation related assumptions of approximately $5 million (driven primarily by inflation/pension increase assumption in the Germany, which resulted in a gain of $5 million), and by gains on demographic assumptions of approximately $2 million (driven primarily by change in mortality assumption in the U.S., which resulted in a gain of $2 million). Experience losses added $1 million of net actuarial loss globally, while losses from other assumption changes were not significant. Actual return on plan assets for the year ended December 31, 2020 was higher than expected due to equity and bonds performance being above expectations leading to an additional asset gain of $17 million globally, for a total asset return of $35 million globally. Amounts recognized in Accumulated other comprehensive (loss) associated with pension plans at December 31, 2020 and 2019 are as follows: U.S. Plans Non-U.S. Plans 2020 2019 2020 2019 Prior service credit $ (2 ) $ (3 ) $ - $ - Net actuarial loss 30 12 14 13 Net amount recognized $ 28 $ 9 $ 14 $ 13 The components of net periodic benefit cost and other amounts recognized in Comprehensive income for pension plans include the following components: U.S. Plans Non-U.S. Plans 2020 2019 2018 (1) 2020 2019 2018 (1) Net Periodic Benefit Cost Service cost $ 7 $ 5 $ 1 $ 7 $ 5 $ 1 Interest cost 11 13 2 1 2 - Expected return on plan assets (17 ) (16 ) (3 ) (1 ) (1 ) - Amortization of prior service credit (1 ) (1 ) - - - - Mark to market adjustment - 1 - 6 16 - Other 3 - - - 2 - Net periodic benefit cost $ 3 $ 2 $ - $ 13 $ 24 $ 1 (1 ) 2018 begins at the Spin-Off date, October 29, 2018. Activity before the Spin-Off date was recognized under the Shared Plans. The components of net periodic benefit cost other than the service cost are included in Other expense, net in the Consolidated and Combined Statements of Operations for the years ended December 31, 2020, 2019 and 2018. U.S. Plans Non-U.S. Plans 2020 2019 2018 (1) 2020 2019 2018 (1) Other Changes in Plan Assets and Benefits Obligations Recognized in Other Comprehensive Loss (Income) Actuarial losses (gains) $ 38 $ 51 $ 12 $ 6 $ 26 $ (3 ) Excess return on plan assets (2) (17 ) (54 ) - - (1 ) - Actuarial gains recognized during the year (2 ) - - (6 ) (17 ) - Other - - - 1 - - Total recognized in other comprehensive loss (income) $ 19 $ (3 ) $ 12 $ 1 $ 8 $ (3 ) Total recognized in net periodic benefit cost and other comprehensive loss (income) $ 22 $ (1 ) $ 12 $ 14 $ 32 $ (2 ) (1) 2018 begins at the Spin-Off date, October 29, 2018. Activity before the Spin-Off date was recognized under the Shared Plans. (2) Represents actual return on plan assets in excess of the expected return. Significant actuarial assumptions used in determining the benefit obligations and net periodic benefit (income) cost for benefit plans are presented in the following table as weighted averages. U.S. Plans Non-U.S. Plans 2020 2019 2018 2020 2019 2018 Actuarial assumptions used to determine benefit obligations as of December 31: Discount rate 2.7 % 3.3 % 4.5 % 0.7 % 1.1 % 1.9 % Interest crediting rate 6.0 % 6.0 % 6.0 % 1.5 % 1.5 % 1.5 % Expected annual rate of compensation increase 3.5 % 3.4 % 3.4 % 2.4 % 2.4 % 2.3 % Actuarial assumptions used to determine net periodic benefit cost for the twelve months ended December 31: Discount rate - benefit obligation 3.3 % 4.5 % 4.5 % 1.1 % 2.0 % 1.9 % Interest crediting rate 6.0 % 6.0 % 6.0 % 1.5 % 1.5 % 1.5 % Expected rate of return on plan assets 5.4 % 5.7 % 5.7 % 2.7 % 2.8 % 3.3 % Expected annual rate of compensation increase 3.4 % 3.4 % 3.4 % 2.4 % 2.4 % 2.3 % The discount rate for the U.S. pension plans reflects the current rate at which the associated liabilities could be settled at the measurement date of December 31. To determine discount rates for the U.S. pension plans, the Company uses a modeling process that involves matching the expected cash outflows of its benefit plans to a yield curve constructed from a portfolio of high-quality, fixed income debt instruments. The Company uses the single weighted-average yield of this hypothetical portfolio as a discount rate benchmark. The expected rate of return on U.S. plan assets of 5.4% is a long-term rate based on historical plan asset returns over varying long-term periods combined with current market conditions and broad asset mix considerations. The Company reviews the expected rate of return on an annual basis and revises it as appropriate. For non-U.S. benefit plans, actuarial assumptions reflect economic and market factors relevant to each country. The following amounts relate to pension plans with accumulated benefit obligations exceeding the fair value of plan assets. December 31, U.S. Plans Non-U.S. Plans 2020 2019 2020 2019 Projected benefit obligation $ 374 $ 344 $ 161 $ 137 Accumulated benefit obligation $ 358 $ 332 $ 139 $ 116 Fair value of plan assets $ 340 $ 331 $ 28 $ 27 The Company utilized a third-party investment management firm to serve as its Outsourced Chief Investment Officer; however, the Company has appointed an internal fiduciary committee that monitors adherence to the investment guidelines the firm will follow. The Company employs an investment approach whereby a mix of equities and fixed income investments are used to maximize the long-term return of plan assets for a prudent level of risk. Risk tolerance is established through careful consideration of plan liabilities and plan funded status. The investment portfolio contains a diversified blend of equity and fixed income investments. Furthermore, equity investments are diversified across U.S. and non-U.S. stocks, as well as growth, value and small and large capitalizations. Other assets such as real estate and hedge funds may be used to improve portfolio diversification. The non-U.S. investment policies are different for each country as local regulations, funding requirements, and financial and tax considerations are part of the funding and investment allocation process in each country. A majority of the U.S. pension plan assets as of December 31, 2020 do not have published pricing and are valued using Net Asset Value (“NAV”) which approximates fair value. NAV by asset category and fair value by asset category are as follows for December 31, 2020 and 2019: U.S. Plans December 31, 2020 December 31, 2019 Total NAV Level 1 Level 2 Level 3 Total NAV Level 1 Level 2 Level 3 Cash $ 6 $ 1 $ 5 $ - $ - $ 4 $ - $ 4 $ - $ - Equity 105 105 - - - 100 100 - - - Investment funds 14 14 - - - 15 15 - - - U.S. treasury obligations 16 16 - - - 132 132 - - - Government bonds 41 41 - - - 32 32 - - - Corporate bonds 126 126 - - - 16 16 - - - Real estate / property 32 32 - - - 32 32 - - - Total assets at fair value $ 340 $ 335 $ 5 $ - $ - $ 331 $ 327 $ 4 $ - $ - The fair values of the non-U.S. pension plan assets as by asset category are as follows: Non-U.S. Plans December 31, 2020 December 31, 2019 Total Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Equity $ 1 $ 1 $ - $ - $ 1 $ 1 $ - $ - Government bonds 1 - 1 - 1 - 1 - Corporate bonds - - - - 1 - 1 - Insurance contracts 10 - - 10 8 - - 8 Other 16 - - 16 16 - - 16 Total assets at fair value $ 28 $ 1 $ 1 $ 26 $ 27 $ 1 $ 2 $ 24 5 The following table summarizes changes in the fair value of Level 3 assets for Non-U.S. plans: Non-U.S. Plans Balance at October 29, 2018 $ 5 Return on plan assets 1 Purchases, sales and settlements, net - Balance at December 31, 2018 6 Return on plan assets 2 Purchases, sales and settlements, net 15 Other 1 Balance at December 31, 2019 24 Return on plan assets - Purchases, sales and settlements, net (1 ) Other 3 Balance at December 31, 2020 $ 26 Corporate Bonds and Government Bonds held as of December 31, 2020 and 2019 are valued either by using pricing models, bids provided by brokers or dealers, quoted prices of securities with similar characteristics or discounted cash flows and as such include adjustments for certain risks that may not be observable such as credit and liquidity risks. Other investments as of December 31, 2020 and 2019 and Insurance Contracts are classified as Level 3 as there are neither quoted prices nor other observable inputs for pricing. Insurance Contracts are issued by insurance companies and are valued at cash surrender value, which approximates the contract fair value. Other investments consist of a collective pension foundation that is valued and allocated by the plan administrator. The Company utilizes the services of retirement and investment consultants to actively manage the assets of the Company’s pension plans. The Company has established asset allocation targets and investment guidelines based on the guidance of the consultants. The Company’s target allocations are 51% fixed income investments, 29% global equity investments, 10% global real estate investments and 10% cash and other investments. The Company’s general funding policy for qualified defined benefit pension plans is to contribute amounts at least sufficient to satisfy regulatory funding standards. In 2020, it was not required to make contributions to the U.S. pension plans, however $1 million of contributions were made. There is no requirement to make any contributions to the U.S. pension plans in 2021. In 2020, contributions of $2 million were made to the non-U.S. pension plans to satisfy regulatory funding requirements. In 2021, the Company expects to make contributions of cash and/or marketable securities of approximately $2 million to the non-U.S. pension plans to satisfy regulatory funding standards. Contributions for both the U.S. and non-U.S. pension plans do not reflect benefits paid directly from Company assets. Benefit payments, including amounts to be paid from Company assets, and reflecting expected future service, as appropriate, are expected to be paid as follows: U.S. Plans Non-U.S. Plans 2021 $ 19 $ 2 2022 $ 20 $ 2 2023 $ 21 $ 2 2024 $ 23 $ 3 2025 $ 23 $ 3 2026-2030 $ 114 $ 21 |
Segment Financial Data
Segment Financial Data | 12 Months Ended |
Dec. 31, 2020 | |
Segment Reporting [Abstract] | |
Segment Financial Data | Note 21. Segment Financial Data In May 2020, the Board appointed Jay Geldmacher as President and CEO of the Company. As part of this transition, during the fourth quarter of 2020, the format of the Chief Operating Decision Maker's reporting package was modified which resulted in changes to how business operations are presented. The Company continues to monitor its business operations through two operating segments, Products & Solutions and ADI Global Distribution. The Company now reports Corporate separately from the two operating segments. These changes were designed to better align accountability and authority, give a clearer view into the operational performance of the two segments and increase accountability for management of corporate spending. As a result, the Company recast prior periods to conform with the new fourth quarter 2020 presentation. Products & Solutions —The Products & Solutions business is a leading global provider of products, software solutions and technologies that help homeowners stay connected and in control of their comfort, security and energy use. ADI Global Distribution —The ADI Global Distribution business is the leading wholesale distributor of low-voltage security products including intrusion, access control and video products and participates significantly in the broader related markets of smart home, fire, access control, power, audio, ProAV, networking, communications, wire and cable, enterprise connectivity, and structured wiring products. Corporate —Corporate includes headquarter type expenses associated with legal, finance, information technology, human resources, strategy and communications related to the Corporate office as well as supporting the operating segments, but do not relate directly to revenue-generating activities. Segment information is consistent with how management reviews the businesses, makes investing and resource allocation decisions and assesses operating performance. Years Ended December 31, 2020 2019 2018 Revenue Total Products & Solutions revenue $ 2,488 $ 2,487 $ 2,474 Less: Intersegment revenue 367 312 305 External Products & Solutions revenue 2,121 2,175 2,169 External ADI Global Distribution revenue 2,950 2,813 2,658 Total revenue $ 5,071 $ 4,988 $ 4,827 Years Ended December 31, 2020 2019 2018 Operating profit Products & Solutions $ 407 $ 327 $ 591 ADI Global Distribution 194 210 205 Corporate (290 ) (279 ) (303 ) Total $ 311 $ 258 $ 493 Years Ended December 31, 2020 2019 2018 Depreciation and amortization Products & Solutions $ 63 $ 62 $ 48 ADI Global Distribution 12 10 10 Corporate 11 8 8 Total $ 86 $ 80 $ 66 Years Ended December 31, 2020 2019 2018 Capital expenditures Products & Solutions $ 41 $ 71 $ 61 ADI Global Distribution 15 5 5 Corporate 14 19 15 Total $ 70 $ 95 $ 81 The Company’s CODM does not use segment assets information to allocate resources or to assess performance of the segments and therefore, total segment assets have not been disclosed. |
Geographic Areas - Financial Da
Geographic Areas - Financial Data | 12 Months Ended |
Dec. 31, 2020 | |
Segments Geographical Areas [Abstract] | |
Geographic Areas - Financial Data | Note 22. Geographic Areas—Financial Data Net Revenue (1) Years Ended December 31, Long-lived Assets (2) December 31, 2020 2019 2018 2020 2019 2018 United States $ 3,543 $ 3,423 $ 3,289 $ 260 $ 272 $ 184 Europe 1,121 1,117 1,138 144 136 91 Other International 407 448 400 47 45 25 $ 5,071 $ 4,988 $ 4,827 $ 451 $ 453 $ 300 (1) Revenue between geographic areas approximate market and is not significant. Net revenue is classified according to their country of origin. Included in United States net revenue are export sales of $21 million, $27 million and $31 million in 2020, 2019 and 2018, respectively. (2) Long-lived assets are comprised of Property, plant and equipment – net and lease right-of-use assets. The Company has restated long-lived assets as of December 31, 2019 to include lease right-of-use assets, resulting in an increase in long-lived assets of $86 million in the United states, $33 million in Europe and $18 million in Other International. |
Unaudited Quarterly Financial I
Unaudited Quarterly Financial Information | 12 Months Ended |
Dec. 31, 2020 | |
Quarterly Financial Data [Abstract] | |
Unaudited Quarterly Financial Information | Note 23. Unaudited Quarterly Financial Information The following tables show selected unaudited quarterly results of operations for 2020 and 2019. The quarterly data have been prepared on the same basis as the audited annual financial statements and include all adjustments, which include only normal recurring adjustments, necessary for the fair statement of the results of operations for these periods. 2020 Q1 Q2 Q3 Q4 Year Ended December 31, Net revenue $ 1,179 $ 1,029 $ 1,362 $ 1,501 $ 5,071 Gross profit 284 236 370 423 1,313 Net (loss) income (21 ) (76 ) 75 59 37 Earnings (loss) per share -basic (0.17 ) (0.62 ) 0.61 0.45 0.30 Earnings (loss) per share - diluted (0.17 ) (0.62 ) 0.60 0.44 0.29 2019 Q1 Q2 Q3 Q4 Year Ended December 31, Net revenue $ 1,216 $ 1,242 $ 1,226 $ 1,304 $ 4,988 Gross profit 332 323 309 313 1,277 Net income (loss) 48 (11 ) 8 (9 ) 36 Earnings (loss) per share - basic 0.39 (0.09 ) 0.07 (0.07 ) 0.29 Earnings (loss) per share - diluted 0.39 (0.09 ) 0.06 (0.07 ) 0.29 |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 24. Subsequent Events Amended and Restated Credit Agreement On February 12, 2021, the Company entered into an amended and restated credit agreement (the “A&R Credit Agreement”). The A&R Credit Agreement provides for (i) a seven-year five-year The Company is obligated to make quarterly principal payments of approximately $2.4 million throughout the term of the A&R Term B Facility according to the amortization provisions in the A&R Credit Agreement. In addition to paying interest on outstanding borrowings under the A&R Revolving Credit Facility, the Company is required to pay a quarterly commitment fee based on the unused portion of the A&R Revolving Credit Facility. Borrowings under the A&R Credit Agreement can be prepaid at the Company’s option without premium or penalty other than a 1.00 % prepayment premium that may be payable in connection with certain repricing transactions within a certain period of time after the closing date. Up to $ 75 million may be utilized under the A&R Revolving Credit Facility for the issuance of letters of credit to the Company or any of the Company’s subsidiaries. Letters of credit are available for issuance under the A&R Credit Agreement on terms and conditions customary for financings of this kind, which issuances will reduce the available funds under the A&R Revolving Credit Facility . The A&R Senior Credit Facilities are subject to an interest rate and interest period which the Company will elect. If the Company chooses to make a base rate borrowing on an overnight basis, the interest rate will be based on the highest of (1) the rate of interest last quoted by The Wall Street Journal as the “prime rate” in the United States, (2) the greater of the federal funds effective rate and the overnight bank funding rate, plus 0.5% and (3) the one month adjusted LIBOR rate, plus 1.00% per annum. For the A&R Term Loan B, the applicable LIBOR rate will not be less than 0.50% per annum. The applicable margin for the A&R Term B Facility is 2.25% per annum (for LIBOR loans) and 1.25% per annum (for base rate loans). The applicable margin for the A&R Revolving Credit Facility varies from 2.25% per annum to 1.75% per annum (for LIBOR loans) and 1.25% to 0.75% per annum (for base rate loans) based on the Company’s leverage ratio. Accordingly, the interest rates for A&R the Senior Credit Facilities will fluctuate during the term of the A&R Credit Agreement based on changes in the base rate, LIBOR rate or future changes in the Company’s leverage ratio. Interest payments with respect to the borrowings are required either on a quarterly basis (for base rate loans) or at the end of each interest period (for LIBOR loans) or, if the duration of the applicable interest period exceeds three months, then every three months. The A&R Credit Agreement contains certain affirmative and negative covenants customary for financings of this type that, among other things, limit the Company and the Company’s subsidiaries’ ability to incur additional indebtedness or liens, to dispose of assets, to make certain fundamental changes, enter into restrictive agreements, to make certain investments, loans, advances, guarantees and acquisitions, to prepay certain indebtedness and to pay dividends, to make other distributions or redemptions/repurchases, in respect of the Company and the Company’s subsidiaries’ equity interests, to engage in transactions with affiliates or amend certain material documents. In addition, the A&R Revolving Credit Facility also contains certain financial maintenance covenants. The A&R Credit Agreement contains customary events of default, including with respect to a failure to make payments under the A&R Senior Credit Facilities, cross-default, certain bankruptcy and insolvency events and customary change of control events. All obligations under the A&R Senior Credit Facilities are or will be unconditionally guaranteed jointly and severally, by: (a) the Company and (b) substantially all of the direct and indirect wholly owned subsidiaries of the Company that are organized under the laws of the United States, any state thereof or the District of Columbia (collectively, the “Guarantors”). The Guarantors entered into a guarantee under the A&R Credit Agreement concurrently with the effectiveness of the A&R Credit Agreement. Subject to certain limitations, the A&R Senior Credit Facilities are or will be secured on a first priority basis by: (x) a perfected security interest in the equity interests of each direct subsidiary of the Company and each Guarantor under the A&R Senior Credit Facilities (subject to certain customary exceptions) and (y) perfected, security interests in, and mortgages on, substantially all tangible and intangible personal property and material real property of the Company and each of the Guarantors under the A&R Senior Credit Facilities, subject, in each case, to certain exceptions. The Company and the Guarantors entered into security documents concurrently with effectiveness of the A&R Credit Agreement. Senior Notes On February 16, 2021 the Company redeemed $140 million in principal amount of the Senior Notes at a redemption price of 106.125% of par plus accrued interest. Amendment to Reimbursement Agreement On February 12, 2021, in connection with entering into the A&R Credit Agreement, the Company entered into a Fourth Amendment to the Reimbursement Agreement. The covenants in Exhibit G of the Reimbursement Agreement were amended and restated in their entirety to substantially conform to the affirmative and negative covenants contained in the A&R Credit Agreement. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Accounting Principles | Accounting Principles —The financial statements and accompanying notes are prepared in accordance with U.S. GAAP. The following is a description of Resideo’s significant accounting policies. |
Principles of Consolidation | Principles of Co nsolidation —The Consolidated and Combined Financial Statements incl ude the accounts of Resideo Technologies, Inc. and all of its subsidiaries in which a controlling interest is maintained. All intercompany transactions and balances are eliminated in consolidation. |
Cash and Cash Equivalents | Cash and Cash Equivalents —Cash and cash equivalents include cash on hand and highly liquid investments having an original maturity of three months or less. |
Accounts Receivables and Allowance for Doubtful Accounts | Accounts Receivables and Allowance for Doubtful Accounts —Trade accounts receivable are recorded at the invoiced amount as a result of transactions with customers. The Company maintains allowances for doubtful accounts for estimated losses as a result of customers’ inability to make required payments. The Company estimates anticipated losses from doubtful accounts based on days past due as measured from the contractual due date and historical collection history. The Company also takes into consideration changes in economic conditions that may not be reflected in historical trends, for example customers in bankruptcy, liquidation or reorganization. Receivables are written-off against the allowance for doubtful accounts when they are determined to be uncollectible. Such determination includes analysis and consideration of the particular conditions of the account, including time intervals since last collection, customer performance against agreed upon payment plans, solvency of customer and any bankruptcy proceedings. |
Inventories | Inventories —Inventories in the Products & Solutions business are stated at the lower of cost or net realizable value, determined on a first-in, first-out basis, including direct material costs and direct and indirect manufacturing costs, or net realizable value. Inventories in the ADI Global Distribution business are stated at average cost. Reserves are maintained for obsolete and surplus items. |
Property, Plant and Equipment | Property, Plant and Equipment —Property, plant and equipment are recorded at cost, less accumulated depreciation. For financial reporting, the straight-line method of depreciation is used over the estimated useful lives of 10 to 50 years for buildings and improvements, 3 to 16 years for machinery and equipment and 3 to 10 years for tooling equipment. |
Goodwill | Goodwill — The Company performs goodwill impairment testing annually, on the first day of the fourth quarter each year or more frequently if indicators of potential impairment exist. The goodwill impairment test is performed at the reporting unit level. The Company has two reporting units, Products & Solutions and ADI Global Distribution. The Company performs its goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount and will recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value provided the loss recognized does not exceed the total amount of goodwill allocated to that reporting unit. Determining the fair value of a reporting unit involves the use of significant estimates and assumptions. For the 2020 annual impairment test, the Company used a weighting of fair values derived from the income approach and market approach. Under the income approach, the Company calculates the fair value of a reporting unit based on the present value of estimated future cash flows. The income approach requires the exercise of significant judgment, including judgment about the amount and timing of expected future cash flows, assumed terminal value, and appropriate discount rates. Under the market approach, the Company utilizes the public company guideline method. The Company believes the estimates and assumptions used in the calculations are reasonable. In addition, the extent to which COVID-19 may adversely impact the Company’s business depends on future developments, which are uncertain and unpredictable, depending upon severity and duration of the outbreak, and the effectiveness of actions taken globally to contain or mitigate its effects. Any resulting financial impact cannot be estimated reasonably at this time but may adversely affect the Company’s business and financial results. It is likely that into 2021, macroeconomic conditions may have unexpected impacts on the Company’s business. If there were an adverse change in facts and circumstances, then an impairment charge may be necessary in the future. Should the fair value of the Company’s reporting units fall below its carrying amount because of reduced operating performance, market declines, changes in the discount rate, or other conditions, charges for impairment may be necessary. The Company monitors its reporting units to determine if there is an indicator of potential impairment. |
Other Intangible Assets and Long-lived Assets | Other Intangible Assets and Long-lived Assets — Other intangible assets with determinable lives consist of customer lists, technology, patents and trademarks and software intangibles and are amortized over their estimated useful lives, ranging from 3 to 15 years. They are reviewed for impairment whenever events or circumstances indicate that the carrying amount of the assets may not be recoverable. Recoverability of long-lived assets are measured by comparison of the carrying amount of the asset to the future undiscounted cash flows the asset is expected to generate. If the asset is considered to be impaired, the amount of any impairment is measured as the difference between the carrying value and the fair value of the impaired asset. |
Warranties and Guarantees | Warranties and Guarantees —Expected warranty costs for products sold are recognized based on an estimate of the amount that eventually will be required to settle such obligations. These accruals are based on factors such as past experience, length of the warranty and various other considerations. Costs of product recalls, which may include the cost of the product being replaced as well as the customer’s cost of the recall, including labor to remove and replace the recalled part, are accrued as part of the warranty accrual at the time an obligation becomes probable and can be reasonably estimated. These estimates are adjusted from time to time based on facts and circumstances that impact the status of existing claims. |
Leases | Leases —Effective January 1, 2019, arrangements containing leases are evaluated as an operating or finance lease at lease inception. For operating leases, the Company recognizes an operating right-of-use asset and operating lease liability at lease commencement based on the present value of lease payments over the lease term. Since an implicit rate of return is not readily determinable for the Company’s leases, an incremental borrowing rate is used in determining the present value of lease payments and is calculated based on information available at the lease commencement date. The incremental borrowing rate is determined using a portfolio approach based on the rate of interest the Company would have to pay to borrow funds on a collateralized basis over a similar term. The Company references a market yield curve consistent with the Company’s credit rating which is risk-adjusted to approximate a collateralized rate in the currency of the lease. These rates are updated on a quarterly basis for measurement of new lease obligations. |
Revenue Recognition | Revenue Recognition — Product and service revenues are recognized when or as the Company transfers control of the promised products or services to the customer. Revenue is measured as the amount of consideration the Company expects to receive in exchange for transferring goods or providing services. In the sale of products, the terms of a contract or the historical business practice can give rise to variable consideration due to, but not limited to, discounts and rebates. The Company estimates variable consideration at the most likely amount that will be received from customers and reduces revenues recognized accordingly. The Company includes estimated amounts in the transaction price to the extent it is probable that a significant reversal of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is resolved. The estimates of variable consideration and determination of whether to include estimated amounts in the transaction price are based largely on an assessment of the Company’s anticipated performance and all information (historical, current and forecasted) that is reasonably available to the Company. Sales, use and value added taxes collected by the Company and remitted to various government authorities were not recognized as revenues and are reported on a net basis. Shipping and handling fees billed to customers were included in Cost of goods sold. |
Royalty | Royalty —In connection with the Spin-Off, the Company and Honeywell entered into a 40-year Trademark License Agreement (“the Trademark Agreement”) that authorizes the Company’s use of certain licensed trademarks in the operation of Resideo’s business for the advertising, sale and distribution of certain licensed products. In exchange, the Company pays a royalty fee of 1.5% of net revenue of the licensed products to Honeywell which is recorded in Selling, general and administrative expense on the Consolidated and Combined Statements of Operations. |
Reimbursement Agreement | Reimbursement Agreement —In connection with the Spin-Off the Company entered into an Indemnification and Reimbursement Agreement with Honeywell (the “Reimbursement Agreement”) on October 14, 2018, pursuant to which it has an obligation to make cash payments to Honeywell in amounts equal to 90% of payments, which include amounts billed, with respect to certain environmental claims, remediation and, to the extent arising after the Spin-Off, hazardous exposure or toxic tort claims, in each case, including consequential damages (the “liabilities”) in respect of specified Honeywell properties contaminated through historical business operations prior to the Spin-Off (“Honeywell Sites”), including the legal and other costs of defending and resolving such liabilities, less 90% of Honeywell’s net insurance receipts relating to such liabilities, and less 90% of the net proceeds received by Honeywell in connection with (i) affirmative claims relating to such liabilities, (ii) contributions by other parties relating to such liabilities and (iii) certain property sales. The amount payable in respect of such liabilities arising in any given year is subject to a cap of $140 million. Reimbursement Agreement expenses are presented within Other expense, net in the Consolidated and Combined Statements of Operations and within Accrued liabilities and Obligations payable under Indemnification Agreements in the Consolidated Balance Sheets. For additional information, see Note 19. Commitments and Contingencies. |
Environmental | Environmental — The Company accrues costs related to environmental matters when it is probable that it has incurred a liability related to a contaminated site and the amount can be reasonably estimated. Environmental costs for the Company’s owned sites are presented within Cost of goods sold for operating sites. Prior to the Spin-off, sites now under the Reimbursement Agreement were presented within Other expense, net in the Consolidated and Combined Statements of Operations. For additional information, see Note 19. Commitments and Contingencies . |
Tax Indemnification Agreement | Tax Indemnification Agreement —The Tax Matters Agreement provides that Resideo is required to indemnify Honeywell for any taxes (and reasonable expenses) resulting from the failure of the Spin-Off and related internal transactions to qualify for their intended tax treatment under U.S. federal, state and local income tax law, as well as foreign tax law, where such taxes result from (a) breaches of covenants and representations the Company makes and agrees to in connection with the Spin-Off, (b) the application of certain provisions of U.S. federal income tax law to these transactions or (c) any other action taken or omission made (other than actions expressly required or permitted by the Separation and Distribution Agreement, the Tax Matters Agreement or other ancillary agreements) after the consummation of the Spin-Off that gives rise to these taxes. As of December 31, 2020 and 2019, the Company had an indemnity outstanding to Honeywell of $139 million and $149 million, respectively. See Note 19. Commitments and Contingencies . |
Research and Development | Research and Development —The Company conducts research and development activities, which consist primarily of the development of new products as well as enhancements and improvements to existing products that substantially change the product. Research and development costs primarily relate to employee compensation and consulting fees which are charged to expense as incurred. Such costs are included in Selling, general and administrative expenses and amount to $77 87 million and $ 59 million for the years ended December 31, 2020, 2019 and 2018, respectively |
Advertising Costs | Advertising Costs— The Company expenses advertising costs as incurred. Advertising costs totaled $25 million and $46 million for the years ended December 31, 2020 and 2019, respectively. Prior to the Spin-Off, advertising costs were allocated from Honeywell as described in Note 5. Related Party Transactions with Honeywell. Advertising costs are included within Selling, general and administrative expense. |
Defined Contribution Plans | Defined Contribution Plans— The Company sponsors various defined contribution plans with varying terms depending on the country of employment. The Company recognized compensation expense of $18 |
Stock-Based Compensation Plans | Stock-Based Compensation Plans —The principal awards issued under Resideo’s stock-based compensation plans, which are described in Note 18. Stock-Based Compensation Plans, are restricted stock units. The cost for such awards is measured at the grant date based on the fair value of the award. Some awards are issued with a market condition which are valued on the grant date utilizing a Monte Carlo simulation model. Stock options are also issued under Resideo’s stock-based compensation plans and are valued on the grant date using the Black-Scholes option pricing model. The Black-Scholes option pricing model and the Monte Carlo simulation model require estimates of future stock price volatility, expected term, risk-free interest rate and forfeitures. For all stock-based compensation, the fair value of the portion of the award that is ultimately expected to vest is recognized as expense over the requisite service periods (generally the vesting period of the equity award) and is included in Selling, general and administrative expenses in the Consolidated and Combined Statements of Operations. Forfeitures are estimated at the time of grant to recognize expense for those awards that are expected to vest and are based on historical forfeiture rates. |
Pension | Pension — The Company disaggregates the service cost component of net benefit costs and reports those costs in the same line item or items in the Consolidated and Combined Statements of Operations as other compensation costs arising from services rendered by the pertinent employees during the period. The other non-service components of net benefit costs are required to be presented separately from the service cost component and outside of income from operations. The Company ha s recorded the service cost component of p ension expense in Costs of goods sold and Selling, general and administrative expenses based on the classification of the employees it relates to . The remaining components of net benefit costs within p ension expense , primarily interest costs and expected return on plan assets, are recorded in Other expense, net. The Company recognize s net actuarial gains or losses in excess of 10 % of the greater of the fair value of plan assets or the plans’ projected benefit obligation (the corridor) annually in the fourth quarter each year . This adjustment known as the mark to m arket a djustment is reported in Other expense, net. |
Foreign Currency Translation | Foreign Currency Translation —Assets and liabilities of operations outside the United States with a functional currency other than U.S. Dollars are translated into U.S. Dollars using year-end exchange rates. Revenue, costs and expenses are translated at the average exchange rates in effect during the year. Foreign currency translation gains and losses are included as a component of Accumulated other comprehensive loss. |
Income Taxes | Income Taxes —Significant judgment is required in evaluating tax positions. The Company establishes additional reserves for income taxes when, despite the belief that tax positions are fully supportable, there remain certain positions that do not meet the minimum recognition threshold. The approach for evaluating certain and uncertain tax positions is defined by the authoritative guidance which determines when a tax position is more likely than not to be sustained upon examination by the applicable taxing authority. In the normal course of business, the Company and its subsidiaries are examined by various federal, state and foreign tax authorities. The Company regularly assesses the potential outcomes of these examinations and any future examinations for the current or prior years in determining the adequacy of its provision for income taxes. The Company continually assesses the likelihood and amount of potential adjustments and adjusts the income tax provision, the current tax liability and deferred taxes in the period in which the facts that give rise to a change in estimate become known. |
Earnings Per Share | Earnings Per Share — Basic earnings per share is based on the weighted average number of common shares outstanding. Diluted earnings per share is based on the weighted average number of common shares outstanding and all dilutive potential common shares outstanding. For additional information, see Note 3. Earnings Per Share. |
Use of Estimates | Use of Estimates —The preparation of the Company ’s Consolidated and Combined Financial Statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts in the Consolidated and Combined Financial Statements and related disclosures in the accompanying notes. Actual results could differ from those estimates. Estimates and assumptions are periodically reviewed, and the effects of changes are reflected in the Consolidated and Combined Financial Statements in the period they are determined to be necessary. Estimates are used when accounting for stock-based compensation, pension benefits, indemnification liabilities, goodwill and intangible assets, and valuation allowances for accounts receivable, inventory, deferred tax assets, and the amounts of revenue and expenses reported during the period. The Company has used information available to identify potential impacts cause by the COVID-19 pandemic at December 31, 2020 in these estimates. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements —The Company considers the applicability and impact of all recent accounting standards updates (“ASUs”) issued by the Financial Accounting Standards Board (“FASB”). ASUs not listed below were assessed and determined to be either not applicable or are expected to have an immaterial impact on the Company’s consolidated and combined financial position or results of operations. The Company adopted ASU No. 2016-02, Leases (Topic 842) Upon adoption of ASU No. 2016-02, the Company recognized an aggregate lease liability of $115 million, calculated based on the present value of the remaining minimum lease payments for qualifying leases as of January 1, 2019, with a corresponding right-of-use asset of $112 million. The cumulative-effect adjustment recognized to opening retained earnings was not material. The adoption of the new guidance did not impact the Company’s Consolidated and Combined Statements of Operations or Cash Flows. In February 2018, the FASB issued ASU No. 2018-02, Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income one-time income tax effects stranded in accumulated other comprehensive income (AOCI) resulting from the U.S. Tax Cuts and Jobs Act (“U.S. Tax Reform”). An entity that elects to make this reclassification must consider all items in AOCI that have tax effects stranded as a result of the tax rate change and must disclose the reclassification of these tax effects as well as the entity’s policy for releasing income tax effects from AOCI. The ASU may be applied either retrospectively or as of the beginning of the period of adoption. The Company adopted the standard on January 1, 2019 using the aggregate portfolio accounting policy for recognizing the disproportionate income tax effects in AOCI and has elected not to reclassify the stranded income tax effects of U.S. Tax Reform from AOCI to retained earnings . In August 2018, the FASB issued ASU No. 2018-14, Compensation — Retirement Benefits — Defined Benefit Plans — General (Topic 715-20): Disclosure Framework — Changes to the Disclosure Requirements for Defined Benefit Plans , which amends the current disclosure requirements regarding defined benefit pensions and other post retirement plans and allows for the removal of certain disclosures, while adding certain new disclosure requirements. The Company adopted the standard effective January 1, 2020 and the adoption did not have a material financial statement impact. In December 2019, the FASB issued ASU No. 2019-12, Simplifying the Accounting for Income Taxes (Topic 740) In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting, |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of Computation of Basic and Diluted Earnings Per Share | The following table sets forth the computation of basic and diluted earnings per share (in millions except shares in thousands and per share data): Years Ended December 31, 2020 2019 2018 Net income $ 37 $ 36 $ 405 Shares used in computing basic earnings per share 125,348 122,722 122,499 Effect of dilutive securities: Dilutive effect of common stock equivalents 976 516 125 Shares used in computing diluted earnings per share 126,324 123,238 122,624 Earnings per share: Basic $ 0.30 $ 0.29 $ 3.31 Diluted $ 0.29 $ 0.29 $ 3.30 |
Related Party Transactions wi_2
Related Party Transactions with Honeywell (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Related Party Transactions [Abstract] | |
Summary of Components of Net Transfers to and from Honeywell | The components of the net transfers to and from Honeywell as of December 31, 2018 are as follows: December 31, 2018 General financing activities $ (383 ) Distribution to Honeywell in connection with Spin-Off (1,415 ) Net contribution of assets and liabilities upon Spin-Off 81 Unbilled corporate allocations 228 Purchases from Honeywell 161 Mandatory transition tax (85 ) Other 15 Net decrease in invested equity $ (1,398 ) |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Revenue From Contract With Customer [Abstract] | |
Schedule of Disaggregated Revenue | Revenues by channel are as follows for the years ended December 31: Years Ended December 31, 2020 2019 2018 Comfort $ 1,079 $ 1,103 $ 1,114 Security 538 520 479 Residential Thermal Solutions 504 552 576 Products & Solutions 2,121 2,175 2,169 U.S. and Canada 2,427 2,294 2,147 EMEA (1) 480 459 456 APAC (2) 43 60 55 ADI Global Distribution 2,950 2,813 2,658 Net revenue $ 5,071 $ 4,988 $ 4,827 (1) EMEA represents Europe, the Middle East and Africa. (2) APAC represents Asia and Pacific countries. |
Restructuring Charges (Tables)
Restructuring Charges (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Restructuring And Related Activities [Abstract] | |
Summary of Restructuring Expenses | The Company’s restructuring expenses for the years ended December 31, 2020, 2019 and 2018 are as follows: Years Ended December 31, 2020 2019 2018 Cost of goods sold $ 9 $ 13 $ 4 Selling, general and administrative expenses 31 24 1 $ 40 $ 37 $ 5 |
Summary of Status of Total Restructuring Reserves Related to Severance Cost Included in Accrued Liabilities in the Consolidated Balance Sheets | The following table summarizes the status of total restructuring reserves related to severance cost included in Accrued liabilities in the Consolidated Balance Sheets: Years Ended December 31, 2020 2019 2018 Beginning of year $ 19 $ 13 $ 22 Charges 40 38 5 Usage (35 ) (31 ) (9 ) Other - (1 ) (5 ) End of year $ 24 $ 19 $ 13 |
Other Expense, Net (Tables)
Other Expense, Net (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Other Income And Expenses [Abstract] | |
Summary of Other Expense Net | Years Ended December 31, 2020 2019 2018 Environmental expense $ - $ - $ 323 Reimbursement Agreement expense 146 108 49 Other, net 1 10 (3 ) $ 147 $ 118 $ 369 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income Before Taxes | Income before taxes Years Ended December 31, 2020 2019 2018 U.S. $ (93 ) $ (83 ) $ (169 ) Non-U.S. 194 154 273 $ 101 $ 71 $ 104 |
Schedule of Components of Income Tax Expense (Benefit) | Income tax expense (benefit) Years Ended December 31, 2020 2019 2018 Tax expense (benefit) consists of: Current: U.S. $ 21 $ 23 $ (26 ) Non-U.S. 21 37 48 $ 42 $ 60 $ 22 Deferred: U.S. $ 11 $ (11 ) $ (15 ) Non-U.S. 11 (14 ) (308 ) 22 (25 ) (323 ) $ 64 $ 35 $ (301 ) |
Schedule of Federal Statutory Income Tax Rate Reconciliation with Effective Income Tax Rate | Years Ended December 31, 2020 2019 2018 The U.S. federal statutory income tax rate is reconciled to the Company’s effective income tax rate as follows: U.S. federal statutory income tax rate 21.0 % 21.0 % 21.0 % Impact of foreign operations (5.4 ) (10.2 ) (11.6 ) U.S. state income taxes 6.4 6.6 6.4 U.S. Tax Reform and related items - - (385.1 ) Non-deductible indemnification costs 29.0 28.0 75.4 Executive compensation over $1 million 2.5 0.6 - Other non-deductible expenses 3.7 2.9 - U.S. taxation of foreign earnings 3.5 5.3 6.0 Tax credits (0.2 ) (2.6 ) (2.1 ) Change in tax rates 1.3 1.7 - All other items – net 1.8 (4.7 ) 0.6 63.6 % 48.6 % (289.4 ) % |
Schedule of Tax Effects of Temporary Differences and Tax Carryforwards | The tax effects of temporary differences and tax carryforwards which give rise to future income tax benefits and payables are as follows: Years Ended December 31, 2020 2019 Deferred tax assets: Pension $ 37 $ 27 Other asset basis differences 70 70 Operating lease liabilities 34 33 Accruals and reserves 61 61 Net operating and capital losses 47 32 Other - 6 Gross deferred tax assets 249 229 Valuation allowance (60 ) (32 ) Total deferred tax assets $ 189 $ 197 Deferred tax liabilities: Other intangible assets $ (44 ) $ (42 ) Property, plant and equipment (25 ) (22 ) Operating lease assets (32 ) (32 ) Other (13 ) (12 ) Total deferred tax liabilities (114 ) (108 ) Net deferred tax asset $ 75 $ 89 |
Accounts Receivable - Net (Tabl
Accounts Receivable - Net (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Accounts Receivable Net Current [Abstract] | |
Accounts Receivable - Net | December 31, 2020 2019 Accounts receivable $ 875 $ 834 Allowance for doubtful accounts (12 ) (17 ) $ 863 $ 817 |
Inventories Net (Tables)
Inventories Net (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Inventory Disclosure [Abstract] | |
Inventories | December 31, 2020 2019 Raw materials $ 127 $ 121 Work in process 19 17 Finished products 526 533 $ 672 $ 671 |
Property, Plant, and Equipmen_2
Property, Plant, and Equipment - Net (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Property Plant And Equipment [Abstract] | |
Schedule of Property, Plant and Equipment - Net | December 31, 2020 2019 Machinery and equipment $ 598 $ 562 Buildings and improvements 289 260 Construction in progress 46 57 Others 14 16 947 895 Accumulated depreciation (629 ) (579 ) $ 318 $ 316 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets - Net (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Schedule of Other Intangible Assets With Finite Lives | Other intangible assets with finite lives are comprised of: December 31, 2020 December 31, 2019 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Patents and technology $ 37 $ (23 ) $ 14 $ 35 $ (19 ) $ 16 Customer relationships 192 (122 ) 70 170 (106 ) 64 Trademarks 15 (8 ) 7 9 (7 ) 2 Software 146 (102 ) 44 139 (94 ) 45 $ 390 $ (255 ) $ 135 $ 353 $ (226 ) $ 127 |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Payables And Accruals [Abstract] | |
Summary of Accrued Liabilities | December 31, 2020 2019 Obligations payable under Indemnification Agreements $ 140 $ 140 Taxes payable 62 66 Compensation, benefit and other employee-related 105 66 Customer rebate reserve 91 78 Other 197 202 $ 595 $ 552 |
Long-term Debt and Credit Agr_2
Long-term Debt and Credit Agreement (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | The Company’s debt at December 31, 2020 and December 31, 2019 consisted of the following: December 31, 2020 2019 6.125% notes due 2026 $ 400 $ 400 Five-year variable rate term loan A due 2023 315 333 Seven-year variable rate term loan B due 2025 465 470 Unamortized deferred financing costs (18 ) (23 ) Total outstanding indebtedness 1,162 1,180 Less: Amounts expected to be paid within one year 7 22 Total long-term debt due after one year $ 1,155 $ 1,158 |
Scheduled Principal Repayments Under Senior Credit Facilities and Senior Notes | Scheduled principal repayments under the Senior Credit Facilities (defined below) and Senior Notes (defined below) subsequent to December 31, 2020 are as follows: December 31, 2020 2021 $ 40 2022 57 2023 232 2024 5 2025 446 Thereafter 400 1,180 Amounts expected to be paid within one year 7 $ 1,173 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Leases [Abstract] | |
Schedule of Operating Lease Costs | The Company’s operating lease costs for the years ended December 31, 2020 and 2019 consisted of the following: Years Ended December 31, 2020 2019 Selling, general and administrative expenses $ 44 $ 37 Cost of goods sold 17 16 Total operating lease costs $ 61 $ 53 |
Summary of Lease Recognized Related to Operating Leases | The Company recognized the following related to its operating leases: Financial Statement Line Item At December 31, 2020 At December 31, 2019 Operating right-of-use assets Other assets $133 $137 Operating lease liabilities - current Accrued liabilities $33 $31 Operating lease liabilities - non-current Other liabilities $107 $111 |
Maturities of Operating Lease Liabilities | Maturities of the Company’s operating lease liabilities were as follows: At December 31, 2020 2021 $ 40 2022 36 2023 29 2024 18 2025 12 Thereafter 30 Total lease payments 165 Less: Imputed interest 25 Present value of operating lease liabilities $ 140 Weighted-average remaining lease term (years) 5.43 Weighted-average incremental borrowing rate 5.88 % |
Supplemental Cash Flow Information Related to Operating Leases | Supplemental cash flow information related to the Company’s operating leases was as follows: Years Ended December 31, 2020 2019 Operating cash outflows $ 30 $ 35 Operating right-of-use assets obtained in exchange for operating lease liabilities $ 26 $ 60 |
Stock-Based Compensation Plans
Stock-Based Compensation Plans (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Compensation Related Costs [Abstract] | |
Summarized RSU Activity Related to Stock Incentive Plan | The following table summarizes RSU activity related to the Stock Incentive Plan during the years ended December 31, 2020 and 2019: RSUs Number of Restricted Stock Units Weighted Average Grant Date Fair Value Per Share Non-vested as of January 1, 2019 3,338,184 $ 24.05 Granted 1,607,204 21.83 Vested (509,366 ) 23.78 Forfeited (641,491 ) 24.07 Non-vested as of December 31, 2019 3,794,531 23.14 Granted 3,057,775 9.45 Vested (921,060 ) 21.07 Forfeited (731,482 ) 18.57 Non-vested as of December 31, 2020 5,199,764 $ 16.10 |
Summary of Fair Value of Stock Options | The fair value of stock options was calculated using the following assumptions in the Black-Scholes model: December 31, 2020 2019 Expected stock price volatility 31% - 37% 30% - 32% Expected term of options 4.5 years 4.5 years Expected dividend yield — — Risk-free interest rate 0.25% - 1.41% 2.22% - 2.47% |
Summary of Stock Option Activity | The following table summarizes stock option activity related to the Stock Incentive Plan during the year ended December 31, 2020: Stock Options Number of Stock Options Weighted Average Exercise Price Weighted Average Contractual Life (years) Aggregate Intrinsic Value Stock Options outstanding as of January 1, 2019 - $ - - $ - Granted 1,155,566 24.37 Forfeited (165,312 ) 24.39 Stock Options outstanding as of December 31, 2019 990,254 24.36 6.0 - Granted 1,083,665 9.17 Forfeited (348,696 ) 18.39 Stock Options outstanding as of December 31, 2020 1,725,223 15.98 4.9 12 Vested and expected to vest at December 31, 2020 1,446,606 16.97 4.7 9 Exercisable at December 31, 2020 442,013 $ 23.13 2.3 $ - |
Summarized Stock-Based Compensation Expense and Related Tax Benefits | The following table summarizes stock-based compensation expense and the related tax benefits under the Company’s plans: Years Ended December 31, 2020 2019 2018 Stock-based compensation expense before income taxes $ 29 $ 25 $ 20 Less: Income tax expense (benefit) 1 (1 ) (5 ) Stock-based compensation expense, net of income taxes $ 30 $ 24 $ 15 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Loss Contingencies [Line Items] | |
Summary of Environmental Liabilities | The following table summarizes information concerning the recorded liabilities for environmental costs for the year ended December 31, 2020, 2019 and 2018. On October 29, 2018, upon the consummation of the Spin-Off, certain environmental liabilities became subject to the Reimbursement Agreement and were reclassified to Obligations payable under Indemnification Agreements. For additional information, see Reimbursement Agreement below. Years Ended December 31, 2020 2019 2018 Beginning balance $ 22 $ 20 $ 537 Accruals for environmental matters deemed probable and reasonably estimable 1 2 340 Less: Environmental liability payments (1 ) - (179 ) Less: Change due to the Reimbursement Agreement payments - - (86 ) Less: Liabilities subject to the Reimbursement Agreement payments - - (592 ) Ending balance $ 22 $ 22 $ 20 |
Summary of Recorded Obligations for Product Warranties and Product Performance Guarantee | The following table summarizes information concerning recorded obligations for product warranties and product performance guarantees. Years Ended December 31, 2020 2019 2018 Beginning balance $ 25 $ 26 $ 17 Accruals for warranties/guarantees issued during the year 21 15 17 Adjustment of pre-existing warranties/guarantees (7 ) - (1 ) Settlement of warranty/guarantee claims (17 ) (16 ) (7 ) Ending balance $ 22 $ 25 $ 26 |
Honeywell | |
Loss Contingencies [Line Items] | |
Summary of Reimbursement Agreement Liabilities | The following table summarizes information concerning the Company’s Reimbursement Agreement liabilities: Years Ended December 31, 2020 2019 2018 Beginning balance $ 585 $ 616 $ - Liabilities subject to the Reimbursement Agreement payments - - 592 Accruals for indemnification liabilities deemed probable and reasonably estimable 146 179 49 Reduction (1) - (71 ) - Indemnification payment (140 ) (139 ) (25 ) Ending balance (2) $ 591 $ 585 $ 616 (1 ) Reduction in indemnification liabilities relates to a provision in the Reimbursement Agreement that reduces the obligation due to Honeywell for any proceeds received by Honeywell from a property sale of a site under the agreement . ( 2) Reimbursement Agreement liabilities deemed probable and reasonably estimable, however, it is possible the Company could pay $140 million per year (exclusive of any late payment fees up to 5% per annum) until the earlier of (1) December 31, 2043; or (2) December 31 of the third consecutive year during which the annual reimbursement obligation (including in respect of deferred payment amounts) has been less than $25 million. |
Summary of Reimbursement Agreement Liabilities Included in Balance Sheet Accounts | Reimbursement Agreement liabilities are included in the following balance sheet accounts: Years Ended December 31, 2020 2019 Accrued liabilities $ 140 $ 140 Obligations payable under Indemnification Agreements 451 445 $ 591 $ 585 |
Pension (Tables)
Pension (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Defined Benefit Plan Disclosure [Line Items] | |
Summary of Balance Sheet Impact, Including Benefit Obligations, Assets and Funded Status | The following tables summarize the balance sheet impact, including the benefit obligations, assets and funded status associated with the pension plans. U.S. Plans Non-U.S. Plans 2020 2019 2018 2020 2019 2018 Change in benefit obligation: Benefit obligation at beginning of year (1) $ 344 $ 286 $ 279 $ 137 $ 93 $ 95 Service cost 7 5 1 7 5 1 Interest cost 11 13 2 1 2 - Actuarial losses (gains) 38 51 5 6 27 (3 ) Net benefits paid (4 ) (13 ) (1 ) - - - Settlements (22 ) - - (6 ) (3 ) - Other - 2 - 2 13 - Exchange rate adjustments - - - 14 - - Benefit obligation at end of year 374 344 286 161 137 93 Change in plan assets: Fair value of plan assets at beginning of year (1) 331 274 279 27 20 20 Actual return (loss) on plan assets 35 70 (4 ) - 2 - Contributions 1 - - 2 2 - Net benefits paid (4 ) (13 ) (1 ) - 1 - Settlements (22 ) - - (6 ) (3 ) - Other (1 ) - - 3 5 - Exchange rate adjustments - - - 2 - - Fair value of plan assets at end of year 340 331 274 28 27 20 Funded status of plans (non-current) $ (34 ) $ (13 ) $ (12 ) $ (133 ) $ (110 ) $ (73 ) (1 ) 2018 "Beginning of year" is the Spin-Off date, October 29, 2018. |
Summary of Accumulated Other Comprehensive (Loss) Associated with Pension Plans | Amounts recognized in Accumulated other comprehensive (loss) associated with pension plans at December 31, 2020 and 2019 are as follows: U.S. Plans Non-U.S. Plans 2020 2019 2020 2019 Prior service credit $ (2 ) $ (3 ) $ - $ - Net actuarial loss 30 12 14 13 Net amount recognized $ 28 $ 9 $ 14 $ 13 |
Summary of Net Periodic Benefit Cost and Other Amounts Recognized in Comprehensive Income | The components of net periodic benefit cost and other amounts recognized in Comprehensive income for pension plans include the following components: U.S. Plans Non-U.S. Plans 2020 2019 2018 (1) 2020 2019 2018 (1) Net Periodic Benefit Cost Service cost $ 7 $ 5 $ 1 $ 7 $ 5 $ 1 Interest cost 11 13 2 1 2 - Expected return on plan assets (17 ) (16 ) (3 ) (1 ) (1 ) - Amortization of prior service credit (1 ) (1 ) - - - - Mark to market adjustment - 1 - 6 16 - Other 3 - - - 2 - Net periodic benefit cost $ 3 $ 2 $ - $ 13 $ 24 $ 1 (1 ) 2018 begins at the Spin-Off date, October 29, 2018. Activity before the Spin-Off date was recognized under the Shared Plans. |
Summary of Net Periodic Benefit (Income) Cost Other Than The Service Cost Included in Other Expense, Net | The components of net periodic benefit cost other than the service cost are included in Other expense, net in the Consolidated and Combined Statements of Operations for the years ended December 31, 2020, 2019 and 2018. U.S. Plans Non-U.S. Plans 2020 2019 2018 (1) 2020 2019 2018 (1) Other Changes in Plan Assets and Benefits Obligations Recognized in Other Comprehensive Loss (Income) Actuarial losses (gains) $ 38 $ 51 $ 12 $ 6 $ 26 $ (3 ) Excess return on plan assets (2) (17 ) (54 ) - - (1 ) - Actuarial gains recognized during the year (2 ) - - (6 ) (17 ) - Other - - - 1 - - Total recognized in other comprehensive loss (income) $ 19 $ (3 ) $ 12 $ 1 $ 8 $ (3 ) Total recognized in net periodic benefit cost and other comprehensive loss (income) $ 22 $ (1 ) $ 12 $ 14 $ 32 $ (2 ) (1) 2018 begins at the Spin-Off date, October 29, 2018. Activity before the Spin-Off date was recognized under the Shared Plans. (2) Represents actual return on plan assets in excess of the expected return. |
Summary of Amounts Relate to Pension Plans with Accumulated Benefit Obligations Exceeding Fair Value of Plan Assets | The following amounts relate to pension plans with accumulated benefit obligations exceeding the fair value of plan assets. December 31, U.S. Plans Non-U.S. Plans 2020 2019 2020 2019 Projected benefit obligation $ 374 $ 344 $ 161 $ 137 Accumulated benefit obligation $ 358 $ 332 $ 139 $ 116 Fair value of plan assets $ 340 $ 331 $ 28 $ 27 |
Summary of NAV and Fair Values of Both U.S. and Non-U.S. Pension Plans Assets by Asset Category | A majority of the U.S. pension plan assets as of December 31, 2020 do not have published pricing and are valued using Net Asset Value (“NAV”) which approximates fair value. NAV by asset category and fair value by asset category are as follows for December 31, 2020 and 2019: U.S. Plans December 31, 2020 December 31, 2019 Total NAV Level 1 Level 2 Level 3 Total NAV Level 1 Level 2 Level 3 Cash $ 6 $ 1 $ 5 $ - $ - $ 4 $ - $ 4 $ - $ - Equity 105 105 - - - 100 100 - - - Investment funds 14 14 - - - 15 15 - - - U.S. treasury obligations 16 16 - - - 132 132 - - - Government bonds 41 41 - - - 32 32 - - - Corporate bonds 126 126 - - - 16 16 - - - Real estate / property 32 32 - - - 32 32 - - - Total assets at fair value $ 340 $ 335 $ 5 $ - $ - $ 331 $ 327 $ 4 $ - $ - The fair values of the non-U.S. pension plan assets as by asset category are as follows: Non-U.S. Plans December 31, 2020 December 31, 2019 Total Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Equity $ 1 $ 1 $ - $ - $ 1 $ 1 $ - $ - Government bonds 1 - 1 - 1 - 1 - Corporate bonds - - - - 1 - 1 - Insurance contracts 10 - - 10 8 - - 8 Other 16 - - 16 16 - - 16 Total assets at fair value $ 28 $ 1 $ 1 $ 26 $ 27 $ 1 $ 2 $ 24 5 |
Summary of Changes in Fair Value of Level 3 Assets for Non-U.S | The following table summarizes changes in the fair value of Level 3 assets for Non-U.S. plans: Non-U.S. Plans Balance at October 29, 2018 $ 5 Return on plan assets 1 Purchases, sales and settlements, net - Balance at December 31, 2018 6 Return on plan assets 2 Purchases, sales and settlements, net 15 Other 1 Balance at December 31, 2019 24 Return on plan assets - Purchases, sales and settlements, net (1 ) Other 3 Balance at December 31, 2020 $ 26 |
Pension Plan | |
Defined Benefit Plan Disclosure [Line Items] | |
Summary of Significant Actuarial Assumptions Used in Determining Benefit Obligations and Net Periodic Benefit (Income) Cost | Significant actuarial assumptions used in determining the benefit obligations and net periodic benefit (income) cost for benefit plans are presented in the following table as weighted averages. U.S. Plans Non-U.S. Plans 2020 2019 2018 2020 2019 2018 Actuarial assumptions used to determine benefit obligations as of December 31: Discount rate 2.7 % 3.3 % 4.5 % 0.7 % 1.1 % 1.9 % Interest crediting rate 6.0 % 6.0 % 6.0 % 1.5 % 1.5 % 1.5 % Expected annual rate of compensation increase 3.5 % 3.4 % 3.4 % 2.4 % 2.4 % 2.3 % Actuarial assumptions used to determine net periodic benefit cost for the twelve months ended December 31: Discount rate - benefit obligation 3.3 % 4.5 % 4.5 % 1.1 % 2.0 % 1.9 % Interest crediting rate 6.0 % 6.0 % 6.0 % 1.5 % 1.5 % 1.5 % Expected rate of return on plan assets 5.4 % 5.7 % 5.7 % 2.7 % 2.8 % 3.3 % Expected annual rate of compensation increase 3.4 % 3.4 % 3.4 % 2.4 % 2.4 % 2.3 % |
Summary of Benefit Payments | Benefit payments, including amounts to be paid from Company assets, and reflecting expected future service, as appropriate, are expected to be paid as follows: U.S. Plans Non-U.S. Plans 2021 $ 19 $ 2 2022 $ 20 $ 2 2023 $ 21 $ 2 2024 $ 23 $ 3 2025 $ 23 $ 3 2026-2030 $ 114 $ 21 |
Segment Financial Data (Tables)
Segment Financial Data (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Segment Reporting [Abstract] | |
Schedule of Segment Information | Segment information is consistent with how management reviews the businesses, makes investing and resource allocation decisions and assesses operating performance. Years Ended December 31, 2020 2019 2018 Revenue Total Products & Solutions revenue $ 2,488 $ 2,487 $ 2,474 Less: Intersegment revenue 367 312 305 External Products & Solutions revenue 2,121 2,175 2,169 External ADI Global Distribution revenue 2,950 2,813 2,658 Total revenue $ 5,071 $ 4,988 $ 4,827 Years Ended December 31, 2020 2019 2018 Operating profit Products & Solutions $ 407 $ 327 $ 591 ADI Global Distribution 194 210 205 Corporate (290 ) (279 ) (303 ) Total $ 311 $ 258 $ 493 Years Ended December 31, 2020 2019 2018 Depreciation and amortization Products & Solutions $ 63 $ 62 $ 48 ADI Global Distribution 12 10 10 Corporate 11 8 8 Total $ 86 $ 80 $ 66 Years Ended December 31, 2020 2019 2018 Capital expenditures Products & Solutions $ 41 $ 71 $ 61 ADI Global Distribution 15 5 5 Corporate 14 19 15 Total $ 70 $ 95 $ 81 |
Geographic Areas - Financial _2
Geographic Areas - Financial Data (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Segments Geographical Areas [Abstract] | |
Schedule of Geographic Areas | Net Revenue (1) Years Ended December 31, Long-lived Assets (2) December 31, 2020 2019 2018 2020 2019 2018 United States $ 3,543 $ 3,423 $ 3,289 $ 260 $ 272 $ 184 Europe 1,121 1,117 1,138 144 136 91 Other International 407 448 400 47 45 25 $ 5,071 $ 4,988 $ 4,827 $ 451 $ 453 $ 300 (1) Revenue between geographic areas approximate market and is not significant. Net revenue is classified according to their country of origin. Included in United States net revenue are export sales of $21 million, $27 million and $31 million in 2020, 2019 and 2018, respectively. (2) Long-lived assets are comprised of Property, plant and equipment – net and lease right-of-use assets. The Company has restated long-lived assets as of December 31, 2019 to include lease right-of-use assets, resulting in an increase in long-lived assets of $86 million in the United states, $33 million in Europe and $18 million in Other International. |
Unaudited Quarterly Financial_2
Unaudited Quarterly Financial Information (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Quarterly Financial Data [Abstract] | |
Unaudited Quarterly Results of Operations | The following tables show selected unaudited quarterly results of operations for 2020 and 2019. The quarterly data have been prepared on the same basis as the audited annual financial statements and include all adjustments, which include only normal recurring adjustments, necessary for the fair statement of the results of operations for these periods. 2020 Q1 Q2 Q3 Q4 Year Ended December 31, Net revenue $ 1,179 $ 1,029 $ 1,362 $ 1,501 $ 5,071 Gross profit 284 236 370 423 1,313 Net (loss) income (21 ) (76 ) 75 59 37 Earnings (loss) per share -basic (0.17 ) (0.62 ) 0.61 0.45 0.30 Earnings (loss) per share - diluted (0.17 ) (0.62 ) 0.60 0.44 0.29 2019 Q1 Q2 Q3 Q4 Year Ended December 31, Net revenue $ 1,216 $ 1,242 $ 1,226 $ 1,304 $ 4,988 Gross profit 332 323 309 313 1,277 Net income (loss) 48 (11 ) 8 (9 ) 36 Earnings (loss) per share - basic 0.39 (0.09 ) 0.07 (0.07 ) 0.29 Earnings (loss) per share - diluted 0.39 (0.09 ) 0.06 (0.07 ) 0.29 |
Organization, Operations and Ba
Organization, Operations and Basis of Presentation - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions | Dec. 14, 2020 | Dec. 31, 2020 | Sep. 26, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Nov. 17, 2020 |
Date of business spin-off | Oct. 29, 2018 | ||||||||||||
Cost of goods sold | $ 3,758 | $ 3,711 | $ 3,402 | ||||||||||
Gross profit | $ 423 | $ 370 | $ 236 | $ 284 | $ 313 | $ 309 | $ 323 | $ 332 | 1,313 | 1,277 | 1,425 | ||
Selling, general and administrative expenses | $ 1,002 | $ 1,019 | 932 | ||||||||||
Common stock, shares issued | 143,959,000 | 123,488,000 | 143,959,000 | 123,488,000 | |||||||||
Common Stock | Public Offering | |||||||||||||
Underwriting agreement date | Nov. 17, 2020 | ||||||||||||
Common stock, shares issued | 17,000,000 | ||||||||||||
Shares issued, offering price per share | $ 15 | $ 15 | |||||||||||
Additional common stock shares purchased | 2,550,000 | ||||||||||||
Proceeds from issuance of common stock | $ 279 | ||||||||||||
Underwriting discount deduction amount | 13 | ||||||||||||
Offering expense payable amount | $ 1 | ||||||||||||
Restatement Adjustment | |||||||||||||
Cost of goods sold | $ 87 | 59 | |||||||||||
Gross profit | 87 | 59 | |||||||||||
Selling, general and administrative expenses | $ 87 | $ 59 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - Additional Information (Details) | Oct. 29, 2018USD ($) | Oct. 14, 2018USD ($) | Dec. 31, 2020USD ($)ReportingUnit | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Jan. 01, 2019USD ($) |
Summary Of Significant Accounting Policies [Line Items] | ||||||
Number of reporting units | ReportingUnit | 2 | |||||
Trademark license agreement | 40 years | |||||
Advertising costs | $ 25,000,000 | $ 46,000,000 | ||||
Compensation expense related to employer contributions | $ 18,000,000 | 18,000,000 | ||||
Defined benefit plan net actuarial gains and losses in excess of fair value of plan assets or plan's projected benefit obligation percentage | 10.00% | |||||
Aggregate lease, liability | $ 140,000,000 | $ 115,000,000 | ||||
Operating Lease, Liability, Statement of Financial Position [Extensible List] | rezi:AccruedAndOtherCurrentLiabilitiesMember | |||||
Right-of-use asset | 133,000,000 | 137,000,000 | $ 112,000,000 | |||
Tax Matters Agreement | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Indemnity outstanding amount | 139,000,000 | 149,000,000 | ||||
Selling, General and Administrative Expenses | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Research and development expense | 77,000,000 | 87,000,000 | $ 59,000,000 | |||
Honeywell | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Indemnity liability annual cap | $ 140,000,000 | $ 140,000,000 | $ 140,000,000 | |||
Honeywell | Indemnification and Reimbursement Agreement | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Indemnification payable percentage of payments | 90.00% | 90.00% | ||||
Indemnification payable percentage of net insurance receipts | 90.00% | 90.00% | ||||
Indemnification payable percentage of net proceeds received | 90.00% | 90.00% | ||||
Trademarks | Honeywell | Selling, General and Administrative Expenses | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Royalty fee percentage of net revenue | 1.50% | |||||
Minimum | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Intangible assets, useful life | 3 years | |||||
Maximum | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Intangible assets, useful life | 15 years | |||||
Maximum | Indemnification and Reimbursement Agreement | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Indemnity liability annual cap | $ 140,000,000 | |||||
Maximum | Honeywell | Indemnification and Reimbursement Agreement | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Indemnity liability annual cap | $ 140,000,000 | |||||
Buildings and Improvements | Minimum | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Property, plant and equipment, estimated useful lives | 10 years | |||||
Buildings and Improvements | Maximum | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Property, plant and equipment, estimated useful lives | 50 years | |||||
Machinery and Equipment | Minimum | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Property, plant and equipment, estimated useful lives | 3 years | |||||
Machinery and Equipment | Maximum | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Property, plant and equipment, estimated useful lives | 16 years | |||||
Tooling Equipment | Minimum | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Property, plant and equipment, estimated useful lives | 3 years | |||||
Tooling Equipment | Maximum | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Property, plant and equipment, estimated useful lives | 10 years |
Earnings Per Share - Schedule o
Earnings Per Share - Schedule of Computation of Basic and Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2020 | Sep. 26, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Earnings Per Share [Abstract] | |||||||||||
Net income | $ 59 | $ 75 | $ (76) | $ (21) | $ (9) | $ 8 | $ (11) | $ 48 | $ 37 | $ 36 | $ 405 |
Shares used in computing basic earnings per share | 125,348 | 122,722 | 122,499 | ||||||||
Effect of dilutive securities: | |||||||||||
Dilutive effect of common stock equivalents | 976 | 516 | 125 | ||||||||
Shares used in computing diluted earnings per share | 126,324 | 123,238 | 122,624 | ||||||||
Earnings per share: | |||||||||||
Basic | $ 0.45 | $ 0.61 | $ (0.62) | $ (0.17) | $ (0.07) | $ 0.07 | $ (0.09) | $ 0.39 | $ 0.30 | $ 0.29 | $ 3.31 |
Diluted | $ 0.44 | $ 0.60 | $ (0.62) | $ (0.17) | $ (0.07) | $ 0.06 | $ (0.09) | $ 0.39 | $ 0.29 | $ 0.29 | $ 3.30 |
Earnings Per Share - Addtional
Earnings Per Share - Addtional Information (Details) - $ / shares | Oct. 29, 2018 | Oct. 16, 2018 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Earnings Per Share [Line Items] | |||||
Spin-off transaction, common stock par value per share | $ 0.001 | $ 0.001 | $ 0.001 | ||
Purchase of outstanding common stock were anti-dilutive | 0 | ||||
Options and Other Rights | |||||
Earnings Per Share [Line Items] | |||||
Purchase of outstanding common stock were anti-dilutive | 2,500,000 | 2,800,000 | |||
Performance Based Unit Awards | |||||
Earnings Per Share [Line Items] | |||||
Purchase of outstanding common stock were anti-dilutive | 500,000 | 200,000 | |||
Honeywell | Spin-Off | |||||
Earnings Per Share [Line Items] | |||||
Shares issued | 122,499,000 | ||||
Distribution made at spin-off date of record | Oct. 16, 2018 | ||||
Treasury shares excluded from earnings per share calculation | 900,000 | 615,000 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Details) $ in Millions | 12 Months Ended | |
Dec. 31, 2020USD ($)Acquisition | Dec. 31, 2019USD ($)Acquisition | |
Business Acquisition [Line Items] | ||
Business acquisition | $ 35 | $ 17 |
Goodwill | 2,691 | 2,642 |
ADI Global Distribution | ||
Business Acquisition [Line Items] | ||
Goodwill | $ 654 | 639 |
ADI Global Distribution | Herman ProAV | ||
Business Acquisition [Line Items] | ||
Number of acquisitions | Acquisition | 1 | |
Business acquisition | $ 36 | |
Goodwill | 4 | |
Business acquisition, intangible assets acquired | 18 | |
Products & Solutions | ||
Business Acquisition [Line Items] | ||
Goodwill | $ 2,037 | $ 2,004 |
Products & Solutions | 2019 Acquisitions | ||
Business Acquisition [Line Items] | ||
Number of acquisitions | Acquisition | 3 | |
Business acquisition | $ 17 | |
Goodwill | 10 | |
Business acquisition, intangible assets acquired | $ 7 |
Related Party Transactions wi_3
Related Party Transactions with Honeywell - Additional Information (Details) - USD ($) $ in Millions | 10 Months Ended | 12 Months Ended |
Oct. 29, 2018 | Dec. 31, 2018 | |
Honeywell | ||
Related Party Transaction [Line Items] | ||
General corporate expenses incurred | $ 228 | |
Sales to related party | $ 24 | |
Costs of goods sold to related party | 19 | |
Purchases from related party | 212 | |
Selling, General and Administrative Expenses | ||
Related Party Transaction [Line Items] | ||
General corporate expenses incurred | $ 228 |
Related Party Transactions wi_4
Related Party Transactions with Honeywell - Summary of Components of Net Transfers to and from Honeywell (Details) - Honeywell $ in Millions | 12 Months Ended |
Dec. 31, 2018USD ($) | |
Related Party Transaction [Line Items] | |
General financing activities | $ (383) |
Distribution to Honeywell in connection with Spin-Off | (1,415) |
Net contribution of assets and liabilities upon Spin-Off | 81 |
Unbilled corporate allocations | 228 |
Purchases from Honeywell | 161 |
Mandatory transition tax | (85) |
Other | 15 |
Net decrease in invested equity | $ (1,398) |
Revenue Recognition - Schedule
Revenue Recognition - Schedule of Disaggregated Revenue (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | ||
Disaggregation Of Revenue [Line Items] | ||||
Revenue | [1] | $ 5,071 | $ 4,988 | $ 4,827 |
Products & Solutions | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue | 2,121 | 2,175 | 2,169 | |
Products & Solutions | Comfort | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue | 1,079 | 1,103 | 1,114 | |
Products & Solutions | Security | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue | 538 | 520 | 479 | |
Products & Solutions | Residential Thermal Solutions | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue | 504 | 552 | 576 | |
ADI Global Distribution | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue | 2,950 | 2,813 | 2,658 | |
ADI Global Distribution | U.S. and Canada | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue | 2,427 | 2,294 | 2,147 | |
ADI Global Distribution | EMEA | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue | [2] | 480 | 459 | 456 |
ADI Global Distribution | APAC | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenue | [3] | $ 43 | $ 60 | $ 55 |
[1] | Revenue between geographic areas approximate market and is not significant. Net revenue is classified according to their country of origin. Included in United States net revenue are export sales of $21 million, $27 million and $31 million in 2020, 2019 and 2018, respectively. | |||
[2] | EMEA represents Europe, the Middle East and Africa. | |||
[3] | APAC represents Asia and Pacific countries. |
Revenue Recognition - Additiona
Revenue Recognition - Additional Information (Details) | 12 Months Ended |
Dec. 31, 2020 | |
Revenue From Contract With Customer [Abstract] | |
Revenue, performance obligation, description of payment terms | The timing of satisfaction of the Company’s performance obligations does not significantly vary from the typical timing of payment. For some contracts, the Company may be entitled to receive an advance payment. |
Revenue, practical expedient, financing component | true |
Percentage of revenue satisfied over time | 3.00% |
Revenue Recognition - Additio_2
Revenue Recognition - Additional Information (Details 1) | Dec. 31, 2020 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2021-01-01 | |
Disaggregation Of Revenue [Line Items] | |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 1 year |
Restructuring Charges - Additio
Restructuring Charges - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Restructuring Cost And Reserve [Line Items] | |||
Restructuring expenses | $ 40 | $ 37 | $ 5 |
Severance | Products & Solutions | |||
Restructuring Cost And Reserve [Line Items] | |||
Restructuring expenses | 19 | 26 | 5 |
Severance | ADI Global Distribution | |||
Restructuring Cost And Reserve [Line Items] | |||
Restructuring expenses | 6 | 4 | 0 |
Severance | Corporate | |||
Restructuring Cost And Reserve [Line Items] | |||
Restructuring expenses | $ 15 | $ 7 | $ 0 |
Restructuring Charges - Summary
Restructuring Charges - Summary of Restructuring Expenses (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Restructuring Cost And Reserve [Line Items] | |||
Restructuring expenses | $ 40 | $ 37 | $ 5 |
Cost of Goods Sold | |||
Restructuring Cost And Reserve [Line Items] | |||
Restructuring expenses | 9 | 13 | 4 |
Selling, General and Administrative Expenses | |||
Restructuring Cost And Reserve [Line Items] | |||
Restructuring expenses | $ 31 | $ 24 | $ 1 |
Restructuring Charges - Summa_2
Restructuring Charges - Summary of Status of Total Restructuring Reserves Related to Severance Cost Included in Accrued Liabilities in the Consolidated Balance Sheets (Details) - Accrued Liabilities - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Restructuring Cost And Reserve [Line Items] | |||
Beginning of year | $ 19 | $ 13 | $ 22 |
Charges | 40 | 38 | 5 |
Usage | (35) | (31) | (9) |
Other | (1) | (5) | |
End of year | $ 24 | $ 19 | $ 13 |
Other Expense, Net - Summary of
Other Expense, Net - Summary of Other Expense Net (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Other Income And Expenses [Abstract] | |||
Environmental expense | $ 323 | ||
Reimbursement Agreement expense | $ 146 | $ 108 | 49 |
Other, net | 1 | 10 | (3) |
Other expense net | $ 147 | $ 118 | $ 369 |
Income Taxes - Schedule of Inco
Income Taxes - Schedule of Income Before Taxes (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |||
U.S. | $ (93) | $ (83) | $ (169) |
Non-U.S. | 194 | 154 | 273 |
Income before taxes | $ 101 | $ 71 | $ 104 |
Income Taxes - Schedule of Comp
Income Taxes - Schedule of Components of Income Tax Expense (Benefit) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Current: | |||
U.S. | $ 21 | $ 23 | $ (26) |
Non-U.S. | 21 | 37 | 48 |
Income tax expense (benefit), current | 42 | 60 | 22 |
Deferred: | |||
U.S. | 11 | (11) | (15) |
Non-U.S. | 11 | (14) | (308) |
Income tax expense (benefit), deferred | 22 | (25) | (323) |
Income tax expense (benefit) | $ 64 | $ 35 | $ (301) |
Income Taxes - Schedule of Effe
Income Taxes - Schedule of Effective Income Tax Rate Reconciliation, Income Tax expense (Benefit) (Details) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |||
U.S. federal statutory income tax rate | 21.00% | 21.00% | 21.00% |
Impact of foreign operations | (5.40%) | (10.20%) | (11.60%) |
U.S. state income taxes | 6.40% | 6.60% | 6.40% |
U.S. Tax Reform and related items | (385.10%) | ||
Non-deductible indemnification costs | 29.00% | 28.00% | 75.40% |
Executive compensation over $1 million | 2.50% | 0.60% | |
Other non-deductible expenses | 3.70% | 2.90% | |
U.S. taxation of foreign earnings | 3.50% | 5.30% | 6.00% |
Tax credits | (0.20%) | (2.60%) | (2.10%) |
Change in tax rates | 1.30% | 1.70% | |
All other items – net | 1.80% | (4.70%) | 0.60% |
Effective income tax rate | 63.60% | 48.60% | (289.40%) |
Income Taxes - Schedule of Ef_2
Income Taxes - Schedule of Effective Income Tax Rate Reconciliation, Income Tax expense (Benefit) (Parenthetical) (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | ||
Effective income tax rate reconciliation, executive compensation amount | $ 1 | $ 1 |
Income Taxes - Schedule of Tax
Income Taxes - Schedule of Tax Effects of Temporary Differences and Tax Carryforwards (Details) - USD ($) $ in Millions | Dec. 31, 2020 | Dec. 31, 2019 |
Deferred tax assets: | ||
Pension | $ 37 | $ 27 |
Other asset basis differences | 70 | 70 |
Operating lease liabilities | 34 | 33 |
Accruals and reserves | 61 | 61 |
Net operating and capital losses | 47 | 32 |
Other | 6 | |
Gross deferred tax assets | 249 | 229 |
Valuation allowance | (60) | (32) |
Total deferred tax assets | 189 | 197 |
Deferred tax liabilities: | ||
Other intangible assets | (44) | (42) |
Property, plant and equipment | (25) | (22) |
Operating lease assets | (32) | (32) |
Other | (13) | (12) |
Total deferred tax liabilities | (114) | (108) |
Net deferred tax asset | $ 75 | $ 89 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Income Taxes [Line Items] | |||
Valuation allowance | $ 60,000,000 | $ 32,000,000 | |
Increase in tax expense | 20,000,000 | 3,000,000 | |
Deferred tax provided for withholding tax | 0 | ||
Undistributed earnings from foreign subsidiaries | 1,600,000,000 | ||
Unrecognized tax benefits | 10,000,000 | 6,000,000 | $ 2,000,000 |
Unrecognized tax benefits resulted in increases (decreases) | 4,000,000 | 4,000,000 | (18,000,000) |
Unrecognized tax benefits related to examinations in progress | 0 | $ 0 | 0 |
Adjustment to the provisional tax amount related to repatriation transition tax | (85,400,000) | ||
Taxes on undistributed earnings | $ (234,700,000) | ||
A decrease to the effective tax rate as a result of adjustment | 307.80% | ||
Non-U.S. | |||
Income Taxes [Line Items] | |||
Valuation allowance | 60,000,000 | ||
Net operating loss carryforwards | 196,000,000 | ||
Non-U.S. | Carried Forward Indefinitely | |||
Income Taxes [Line Items] | |||
Net operating loss carryforwards | $ 178,000,000 | ||
Non-U.S. | Earliest Tax Year | |||
Income Taxes [Line Items] | |||
Operating loss carryforward expiration period | 2021 | ||
Non-U.S. | Latest Tax Year | |||
Income Taxes [Line Items] | |||
Operating loss carryforward expiration period | 2030 | ||
Federal | |||
Income Taxes [Line Items] | |||
Federal tax credit carryforwards | $ 1,000,000 | ||
Net operating loss carryforwards | $ 2,000,000 | ||
Tax credit carryforwards expiration period | 2029 | ||
Operating loss carryforward expiration period | 2027 |
Accounts Receivable Net (Detail
Accounts Receivable Net (Details) - USD ($) $ in Millions | Dec. 31, 2020 | Dec. 31, 2019 |
Accounts Receivable Net Current [Abstract] | ||
Accounts receivable | $ 875 | $ 834 |
Allowance for doubtful accounts | (12) | (17) |
Accounts receivable – net | $ 863 | $ 817 |
Inventories Net (Details)
Inventories Net (Details) - USD ($) $ in Millions | Dec. 31, 2020 | Dec. 31, 2019 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 127 | $ 121 |
Work in process | 19 | 17 |
Finished products | 526 | 533 |
Inventory, Net | $ 672 | $ 671 |
Inventories Net - Additional In
Inventories Net - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Inventory Disclosure [Abstract] | |||
Expense related to inventory | $ 31 | $ 56 | $ 10 |
Property Plant and Equipment -
Property Plant and Equipment - Net - Schedule of Property Plant and Equipment - Net (Details) - USD ($) $ in Millions | Dec. 31, 2020 | Dec. 31, 2019 |
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 947 | $ 895 |
Accumulated depreciation | (629) | (579) |
Property, plant and equipment, net | 318 | 316 |
Machinery and equipment | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | 598 | 562 |
Buildings and improvements | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | 289 | 260 |
Construction in progress | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | 46 | 57 |
Others | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 14 | $ 16 |
Property Plant and Equipment _2
Property Plant and Equipment - Net - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Property Plant And Equipment Net [Abstract] | |||
Depreciation | $ 56 | $ 50 | $ 45 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets - Net - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Goodwill [Line Items] | |||
Goodwill | $ 2,691 | $ 2,642 | |
Amortization | 31 | 30 | $ 21 |
2021 | 28 | ||
2022 | 22 | ||
2023 | 19 | ||
2024 | 17 | ||
2025 | 16 | ||
Products & Solutions | |||
Goodwill [Line Items] | |||
Goodwill | 2,037 | 2,004 | |
Acquisitions | 4 | ||
ADI Global Distribution | |||
Goodwill [Line Items] | |||
Goodwill | $ 654 | $ 639 |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets - Net - Schedule of Other Intangible Assets With Finite Lives (Detail) - USD ($) $ in Millions | Dec. 31, 2020 | Dec. 31, 2019 |
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 390 | $ 353 |
Accumulated Amortization | (255) | (226) |
Net Carrying Amount | 135 | 127 |
Patent and Technology | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 37 | 35 |
Accumulated Amortization | (23) | (19) |
Net Carrying Amount | 14 | 16 |
Customer Relationships | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 192 | 170 |
Accumulated Amortization | (122) | (106) |
Net Carrying Amount | 70 | 64 |
Trademarks | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 15 | 9 |
Accumulated Amortization | (8) | (7) |
Net Carrying Amount | 7 | 2 |
Software | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 146 | 139 |
Accumulated Amortization | (102) | (94) |
Net Carrying Amount | $ 44 | $ 45 |
Accrued Liabilities - Summary o
Accrued Liabilities - Summary of Accrued Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2020 | Dec. 31, 2019 |
Accrued Liabilities, Current [Abstract] | ||
Obligations payable under Indemnification Agreements | $ 140 | $ 140 |
Taxes payable | 62 | 66 |
Compensation, benefit and other employee-related | 105 | 66 |
Customer rebate reserve | 91 | 78 |
Other | 197 | 202 |
Total accrued liabilities | $ 595 | $ 552 |
Long-term Debt and Credit Agr_3
Long-term Debt and Credit Agreement - Schedule of Debt (Details) - USD ($) $ in Millions | Dec. 31, 2020 | Dec. 31, 2019 |
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 1,180 | |
Unamortized deferred financing costs | (18) | $ (23) |
Total outstanding indebtedness | 1,162 | 1,180 |
Less: Amounts expected to be paid within one year | 7 | 22 |
Total long-term debt due after one year | 1,155 | 1,158 |
6.125% notes due 2026 | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | 400 | 400 |
Five Year Variable Rate Term Loan A Due 2023 | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | 315 | 333 |
Seven Year Variable Rate Term Loan B Due 2025 | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 465 | $ 470 |
Long-term Debt and Credit Agr_4
Long-term Debt and Credit Agreement - Schedule of Debt (Parenthetical) (Details) | 12 Months Ended | |
Dec. 31, 2020 | Oct. 31, 2018 | |
6.125% notes due 2026 | ||
Debt Instrument [Line Items] | ||
Interest rate | 6.125% | 6.125% |
Debt instrument maturity year | 2026 | |
Five Year Variable Rate Term Loan A Due 2023 | ||
Debt Instrument [Line Items] | ||
Debt instrument maturity year | 2023 | |
Seven Year Variable Rate Term Loan B Due 2025 | ||
Debt Instrument [Line Items] | ||
Debt instrument maturity year | 2025 |
Long-term Debt and Credit Agr_5
Long-term Debt and Credit Agreement - Scheduled Principal Repayments Under Senior Credit Facilities and Senior Notes (Details) - USD ($) $ in Millions | Dec. 31, 2020 | Dec. 31, 2019 |
Debt Disclosure [Abstract] | ||
2021 | $ 40 | |
2022 | 57 | |
2023 | 232 | |
2024 | 5 | |
2025 | 446 | |
Thereafter | 400 | |
Long-term debt, gross | 1,180 | |
Amounts expected to be paid within one year | 7 | $ 22 |
Long-term debt noncurrent, gross | $ 1,173 |
Long-term Debt and Credit Agr_6
Long-term Debt and Credit Agreement - Additional Information (Details) | Oct. 25, 2018USD ($) | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2020USD ($) | Nov. 16, 2020USD ($) | Nov. 26, 2019USD ($) | Oct. 31, 2018USD ($) |
Debt Instrument [Line Items] | |||||||||
Current maturities of debt | $ 7,000,000 | $ 22,000,000 | $ 7,000,000 | ||||||
Maximum | |||||||||
Debt Instrument [Line Items] | |||||||||
Sale leaseback transaction, aggregate amount | $ 150,000,000 | $ 150,000,000 | |||||||
Credit Agreement First Amendment | |||||||||
Debt Instrument [Line Items] | |||||||||
Consolidated total leverage ratio | 475.00% | 525.00% | |||||||
Increase in applicable interest rate margin | 0.0025 | ||||||||
Costs of credit Agreement Amendment | $ 4,000,000 | ||||||||
Credit Agreement First Amendment | Scenario Forecast | |||||||||
Debt Instrument [Line Items] | |||||||||
Consolidated total leverage ratio | 375.00% | 425.00% | |||||||
Credit Agreement First Amendment | London Interbank Offered Rate LIBOR | |||||||||
Debt Instrument [Line Items] | |||||||||
Applicable interest rate on borrowings | 2.25% | ||||||||
Credit Agreement First Amendment | Base Rate | |||||||||
Debt Instrument [Line Items] | |||||||||
Applicable interest rate on borrowings | 1.25% | ||||||||
Term Loan | |||||||||
Debt Instrument [Line Items] | |||||||||
Interest rate | 2.51% | 4.36% | 2.51% | ||||||
Senior Credit Facilities | |||||||||
Debt Instrument [Line Items] | |||||||||
Credit agreement description | On October 25, 2018, in connection with the consummation of the Spin-Off, the Company as the borrower, entered into a credit agreement with JP Morgan Chase Bank N.A. as administrative agent (the “Credit Agreement”), which was subsequently amended on November 26, 2019 (the “Credit Agreement First Amendment”) and on November 16, 2020 (the “Credit Agreement Second Amendment”). | ||||||||
Senior Credit Facilities | Revolving Credit Facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Borrowings from credit facility | $ 0 | $ 0 | |||||||
Credit facility, maximum borrowing amount | $ 350,000,000 | 350,000,000 | 350,000,000 | ||||||
Credit facilities term | 5 years | ||||||||
Debt issuance costs | $ 5,000,000 | ||||||||
Senior Credit Facilities | Revolving Credit Facility | Minimum | |||||||||
Debt Instrument [Line Items] | |||||||||
Commitment fee on unused portion, percentage | 0.25% | ||||||||
Senior Credit Facilities | Revolving Credit Facility | Maximum | |||||||||
Debt Instrument [Line Items] | |||||||||
Commitment fee on unused portion, percentage | 0.35% | ||||||||
Senior Credit Facilities | Revolving Credit Facility | Federal Funds Effective Rate | |||||||||
Debt Instrument [Line Items] | |||||||||
Applicable interest rate on borrowings | 0.075% | ||||||||
Senior Credit Facilities | Revolving Credit Facility | London Interbank Offered Rate LIBOR | |||||||||
Debt Instrument [Line Items] | |||||||||
Applicable interest rate on borrowings | 1.25% | ||||||||
Senior Credit Facilities | Revolving Credit Facility | London Interbank Offered Rate LIBOR | Minimum | |||||||||
Debt Instrument [Line Items] | |||||||||
Applicable interest rate on borrowings | 1.75% | ||||||||
Senior Credit Facilities | Revolving Credit Facility | London Interbank Offered Rate LIBOR | Maximum | |||||||||
Debt Instrument [Line Items] | |||||||||
Applicable interest rate on borrowings | 2.25% | ||||||||
Senior Credit Facilities | Revolving Credit Facility | Base Rate | Minimum | |||||||||
Debt Instrument [Line Items] | |||||||||
Applicable interest rate on borrowings | 0.75% | ||||||||
Senior Credit Facilities | Revolving Credit Facility | Base Rate | Maximum | |||||||||
Debt Instrument [Line Items] | |||||||||
Applicable interest rate on borrowings | 1.25% | ||||||||
Senior Credit Facilities | Letter of Credit | |||||||||
Debt Instrument [Line Items] | |||||||||
Borrowings from credit facility | 0 | 0 | |||||||
Senior Credit Facilities | Term B Loan Facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Principal amount issued | $ 475,000,000 | ||||||||
Credit facilities term | 7 years | ||||||||
Debt instrument, basis spread on variable rate | 2.25% | ||||||||
Senior Credit Facilities | Term B Loan Facility | London Interbank Offered Rate LIBOR | |||||||||
Debt Instrument [Line Items] | |||||||||
Applicable interest rate on borrowings | 2.25% | ||||||||
Senior Credit Facilities | Term B Loan Facility | London Interbank Offered Rate LIBOR | Credit Agreement First Amendment | |||||||||
Debt Instrument [Line Items] | |||||||||
Applicable interest rate on borrowings | 2.00% | ||||||||
Senior Credit Facilities | Term B Loan Facility | Base Rate | |||||||||
Debt Instrument [Line Items] | |||||||||
Applicable interest rate on borrowings | 1.25% | ||||||||
Senior Credit Facilities | Term B Loan Facility | Base Rate | Credit Agreement First Amendment | |||||||||
Debt Instrument [Line Items] | |||||||||
Applicable interest rate on borrowings | 1.00% | ||||||||
Senior Credit Facilities | Term A Loan Facility | |||||||||
Debt Instrument [Line Items] | |||||||||
Principal amount issued | $ 350,000,000 | ||||||||
Credit facilities term | 5 years | ||||||||
Debt instrument, basis spread on variable rate | 2.25% | ||||||||
Senior Credit Facilities | Term A Loan Facility | London Interbank Offered Rate LIBOR | Minimum | |||||||||
Debt Instrument [Line Items] | |||||||||
Applicable interest rate on borrowings | 1.75% | ||||||||
Senior Credit Facilities | Term A Loan Facility | London Interbank Offered Rate LIBOR | Minimum | Credit Agreement First Amendment | |||||||||
Debt Instrument [Line Items] | |||||||||
Applicable interest rate on borrowings | 1.50% | ||||||||
Senior Credit Facilities | Term A Loan Facility | London Interbank Offered Rate LIBOR | Maximum | |||||||||
Debt Instrument [Line Items] | |||||||||
Applicable interest rate on borrowings | 2.25% | ||||||||
Senior Credit Facilities | Term A Loan Facility | London Interbank Offered Rate LIBOR | Maximum | Credit Agreement First Amendment | |||||||||
Debt Instrument [Line Items] | |||||||||
Applicable interest rate on borrowings | 2.00% | ||||||||
Senior Credit Facilities | Term A Loan Facility | Base Rate | Minimum | |||||||||
Debt Instrument [Line Items] | |||||||||
Applicable interest rate on borrowings | 0.75% | ||||||||
Senior Credit Facilities | Term A Loan Facility | Base Rate | Minimum | Credit Agreement First Amendment | |||||||||
Debt Instrument [Line Items] | |||||||||
Applicable interest rate on borrowings | 0.50% | ||||||||
Senior Credit Facilities | Term A Loan Facility | Base Rate | Maximum | |||||||||
Debt Instrument [Line Items] | |||||||||
Applicable interest rate on borrowings | 1.25% | ||||||||
Senior Credit Facilities | Term A Loan Facility | Base Rate | Maximum | Credit Agreement First Amendment | |||||||||
Debt Instrument [Line Items] | |||||||||
Applicable interest rate on borrowings | 1.00% | ||||||||
Senior Credit Facilities | 6.125% notes due 2026 | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt issuance costs | $ 8,000,000 | ||||||||
Senior Credit Facilities | Term Loan | |||||||||
Debt Instrument [Line Items] | |||||||||
Debt issuance costs | $ 16,000,000 | ||||||||
Senior Credit Facilities | Credit Agreement Second Amendment | Maximum | |||||||||
Debt Instrument [Line Items] | |||||||||
Sale leaseback transaction, aggregate amount | $ 150,000,000 | ||||||||
Refinancing Agreement | |||||||||
Debt Instrument [Line Items] | |||||||||
Current maturities of debt | $ 7,000,000 | $ 7,000,000 | |||||||
6.125% notes due 2026 | |||||||||
Debt Instrument [Line Items] | |||||||||
Interest rate | 6.125% | 6.125% | 6.125% | ||||||
Principal amount issued | $ 400,000,000 | ||||||||
Debt instrument maturity year | 2026 | ||||||||
Senior Notes | Debt Instrument Redemption Period One | |||||||||
Debt Instrument [Line Items] | |||||||||
Redemption price percentage | 100.00% | ||||||||
Senior Notes | Debt Instrument Redemption Period Two | |||||||||
Debt Instrument [Line Items] | |||||||||
Redemption price percentage | 104.594% | ||||||||
Debt instrument, redemption period, beginning | Nov. 1, 2021 | ||||||||
Senior Notes | Debt Instrument Redemption Period Three | |||||||||
Debt Instrument [Line Items] | |||||||||
Redemption price percentage | 103.063% | ||||||||
Debt instrument, redemption period, beginning | Nov. 1, 2022 | ||||||||
Senior Notes | Debt Instrument Redemption Period Four | |||||||||
Debt Instrument [Line Items] | |||||||||
Redemption price percentage | 101.531% | ||||||||
Debt instrument, redemption period, beginning | Nov. 1, 2023 | ||||||||
Senior Notes | Debt Instrument Redemption Period Five | |||||||||
Debt Instrument [Line Items] | |||||||||
Redemption price percentage | 100.00% | ||||||||
Debt instrument, redemption period, beginning | Nov. 1, 2024 | ||||||||
Term B Loan Facility | Credit Agreement First Amendment | London Interbank Offered Rate LIBOR | Maximum | |||||||||
Debt Instrument [Line Items] | |||||||||
Applicable interest rate on borrowings | 2.25% | ||||||||
Term B Loan Facility | Credit Agreement First Amendment | Base Rate | Minimum | |||||||||
Debt Instrument [Line Items] | |||||||||
Applicable interest rate on borrowings | 1.75% | ||||||||
Term A Loan Facility | Credit Agreement First Amendment | London Interbank Offered Rate LIBOR | Maximum | |||||||||
Debt Instrument [Line Items] | |||||||||
Applicable interest rate on borrowings | 1.25% | ||||||||
Term A Loan Facility | Credit Agreement First Amendment | Base Rate | Minimum | |||||||||
Debt Instrument [Line Items] | |||||||||
Applicable interest rate on borrowings | 0.75% |
Leases - Schedule of Operating
Leases - Schedule of Operating Lease Costs (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Lessee Lease Description [Line Items] | ||
Total operating lease costs | $ 61 | $ 53 |
Selling, General and Administrative Expenses | ||
Lessee Lease Description [Line Items] | ||
Total operating lease costs | 44 | 37 |
Cost of Goods Sold | ||
Lessee Lease Description [Line Items] | ||
Total operating lease costs | $ 17 | $ 16 |
Leases - Additional Information
Leases - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Leases [Abstract] | ||
Variable lease costs | $ 16 | $ 11 |
Leases - Summary of Lease Recog
Leases - Summary of Lease Recognized Related to Operating Leases (Details) - USD ($) $ in Millions | Dec. 31, 2020 | Dec. 31, 2019 | Jan. 01, 2019 |
Leases [Abstract] | |||
Operating right-of-use assets | $ 133 | $ 137 | $ 112 |
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | us-gaap:OtherAssets | us-gaap:OtherAssets | |
Operating lease liabilities - current | $ 33 | $ 31 | |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | us-gaap:AccruedLiabilitiesCurrent | us-gaap:AccruedLiabilitiesCurrent | |
Operating lease liabilities - non-current | $ 107 | $ 111 | |
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | us-gaap:OtherLiabilitiesNoncurrent | us-gaap:OtherLiabilitiesNoncurrent |
Leases - Maturities of Operatin
Leases - Maturities of Operating Lease Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2020 | Jan. 01, 2019 |
Leases [Abstract] | ||
2021 | $ 40 | |
2022 | 36 | |
2023 | 29 | |
2024 | 18 | |
2025 | 12 | |
Thereafter | 30 | |
Total lease payments | 165 | |
Less: Imputed interest | 25 | |
Present value of operating lease liabilities | $ 140 | $ 115 |
Weighted-average remaining lease term (years) | 5 years 5 months 4 days | |
Weighted-average incremental borrowing rate | 5.88% |
Leases - Supplemental Cash Flow
Leases - Supplemental Cash Flow Information Related to Operating Leases (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Leases [Abstract] | ||
Operating cash outflows | $ 30 | $ 35 |
Operating right-of-use assets obtained in exchange for operating lease liabilities | $ 26 | $ 60 |
Financial Instruments and Fai_2
Financial Instruments and Fair Values Measures - Additional Information (Details) $ in Millions | Dec. 31, 2020USD ($) |
Senior Credit Facilities | Term A Loan Facility | |
Debt Instrument [Line Items] | |
Debt Instrument, Fair Value Disclosure | $ 305 |
Senior Credit Facilities | Term B Loan Facility | |
Debt Instrument [Line Items] | |
Debt Instrument, Fair Value Disclosure | 461 |
Senior Notes | |
Debt Instrument [Line Items] | |
Debt Instrument, Fair Value Disclosure | $ 422 |
Stock-Based Compensation Plan_2
Stock-Based Compensation Plans - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions | 2 Months Ended | 10 Months Ended | 12 Months Ended | ||
Dec. 31, 2018 | Oct. 29, 2018 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of awards granted | 16,000,000 | ||||
Number of shares available for grant | 7,664,452 | ||||
Stock-based compensation expense | $ 29 | $ 25 | $ 20 | ||
Spin-Off | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock-based compensation expense | $ 16 | ||||
Restricted Stock Units (RSUs) | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of restricted stock units granted | 3,057,775 | 1,607,204 | |||
Remaining term of unvested awards | 1 year 7 months 6 days | ||||
Total unrecognized compensation cost | $ 22 | ||||
Fair value of RSUs vested | $ 9 | ||||
Number of outstanding RSUs performance based | 3,338,184 | 5,199,764 | 3,794,531 | 3,338,184 | |
Restricted Stock Units (RSUs) | Spin-Off | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Replacement grants issued | 1,411,395 | ||||
Restricted Stock Units (RSUs) | Employees | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 4 years | ||||
Number of restricted stock units granted | 1,809,644 | ||||
Restricted Stock Units (RSUs) | Board of Directors | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of restricted stock units granted | 117,145 | ||||
Performance-Based Restricted Stock Units | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of outstanding RSUs performance based | 867,732 | ||||
Stock-based compensation expense | $ 2 | ||||
Stock Options | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 3 years | ||||
Remaining term of unvested awards | 1 year 6 months | ||||
Expiration period | 7 years | ||||
Weighted average grant date fair value per share | $ 2.61 | ||||
Total unrecognized compensation cost related to non-vested stock options granted | $ 1 | ||||
Number of stock options exercised | 0 | ||||
Minimum | Restricted Stock Units (RSUs) | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 1 year | ||||
Minimum | Restricted Stock Units (RSUs) | Spin-Off | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Remaining term of unvested awards | 1 year | ||||
Minimum | Restricted Stock Units (RSUs) | Board of Directors | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 1 year | ||||
Maximum | Restricted Stock Units (RSUs) | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 7 years | ||||
Maximum | Restricted Stock Units (RSUs) | Spin-Off | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Remaining term of unvested awards | 4 years | ||||
Maximum | Restricted Stock Units (RSUs) | Board of Directors | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 4 years |
Stock-Based Compensation Plan_3
Stock-Based Compensation Plans - Summarized RSU Activity Related to Stock Incentive Plan (Details) - Restricted Stock Units (RSUs) - $ / shares | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of restricted stock units, Non-vested, Beginning balance | 3,794,531 | 3,338,184 |
Number of restricted stock units, Granted | 3,057,775 | 1,607,204 |
Number of restricted stock units, Vested | (921,060) | (509,366) |
Number of restricted stock units, Forfeited | (731,482) | (641,491) |
Number of restricted stock units, Non-vested, ending balance | 5,199,764 | 3,794,531 |
Weighted Average Grant Date Fair Value Per Share, Non-vested, Beginning balance | $ 23.14 | $ 24.05 |
Weighted Average Grant Date Fair Value Per Share, Granted | 9.45 | 21.83 |
Weighted Average Grant Date Fair Value Per Share, Vested | 21.07 | 23.78 |
Weighted Average Grant Date Fair Value Per Share, Forfeited | 18.57 | 24.07 |
Weighted Average Grant Date Fair Value Per Share, Non-vested, Ending balance | $ 16.10 | $ 23.14 |
Stock-Based Compensation Plan_4
Stock-Based Compensation Plans - Summary of Fair Value of Stock Options (Details) - Stock Options | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected stock price volatility, Minimum | 31.00% | 30.00% |
Expected stock price volatility, Maximum | 37.00% | 32.00% |
Expected term of options | 4 years 6 months | 4 years 6 months |
Risk-free interest rate, Minimum | 0.25% | 2.22% |
Risk-free interest rate, Maximum | 1.41% | 2.47% |
Stock-Based Compensation Plan_5
Stock-Based Compensation Plans - Summary of Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ||
Number of Stock Options outstanding, Beginning balances | 990,254 | |
Number of Stock Options, Granted | 1,083,665 | 1,155,566 |
Number of Stock Options, Forfeited | (348,696) | (165,312) |
Number of Stock Options outstanding, Ending balances | 1,725,223 | 990,254 |
Number of Stock Options, Vested and expected to vest | 1,446,606 | |
Number of Stock Options, Exercisable | 442,013 | |
Weighted Average Exercise Price, Stock Options outstanding, Beginning balance | $ 24.36 | |
Weighted Average Exercise Price, Stock Options Granted | 9.17 | $ 24.37 |
Weighted Average Exercise Price, Stock Options Forfeited | 18.39 | 24.39 |
Weighted Average Exercise Price, Stock Options outstanding, Ending balance | 15.98 | $ 24.36 |
Weighted Average Exercise Price, Stock Options vested and expected to vest | 16.97 | |
Weighted Average Exercise Price, Stock Options exercisable | $ 23.13 | |
Weighted Average Contractual Life (years). Stock Options outstanding | 4 years 10 months 24 days | 6 years |
Weighted Average Contractual Life (years), Stock Options vested and expected to vest | 4 years 8 months 12 days | |
Weighted Average Contractual Life (years), Stock Options exercisable | 2 years 3 months 18 days | |
Aggregate Intrinsic Value, Balances | $ 12 | |
Aggregate Intrinsic Value, Options vested and expected to vest | $ 9 |
Stock-Based Compensation Plan_6
Stock-Based Compensation Plans - Summarized Stock-Based Compensation Expense and Related Tax Benefits (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Compensation Related Costs [Abstract] | |||
Stock-based compensation expense before income taxes | $ 29 | $ 25 | $ 20 |
Less: Income tax expense (benefit) | 1 | (1) | (5) |
Stock-based compensation expense, net of income taxes | $ 30 | $ 24 | $ 15 |
Commitments and Contingencies -
Commitments and Contingencies - Summary of Information Concerning Recorded Liabilities for Environmental Costs (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Accrual for Environmental Loss Contingencies | |||
Beginning balance | $ 22 | $ 20 | $ 537 |
Accruals for environmental matters deemed probable and reasonably estimable | 1 | 2 | 340 |
Less: Environmental liability payments | (1) | (179) | |
Ending balance | $ 22 | $ 22 | 20 |
Honeywell | |||
Accrual for Environmental Loss Contingencies | |||
Less: Change due to the Reimbursement Agreement payments | (86) | ||
Less: Liabilities subject to the Reimbursement Agreement payments | $ (592) |
Commitments and Contingencies_2
Commitments and Contingencies - Additional Information (Details) - USD ($) | Oct. 29, 2018 | Oct. 14, 2018 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Loss Contingencies [Line Items] | |||||
Change due to the indemnification and reimbursement | $ 86,000,000 | ||||
Percentage of environmental liability payments | 100.00% | ||||
Trademark license agreement | 40 years | ||||
Purchase Commitments | |||||
Loss Contingencies [Line Items] | |||||
Estimated minimum obligations associated with unconditional purchase obligations, not recognized in Consolidated Balance Sheet 2021 | $ 16,000,000 | ||||
Estimated minimum obligations associated with unconditional purchase obligations, not recognized in Consolidated Balance Sheet 2022 | 17,000,000 | ||||
Estimated minimum obligations associated with unconditional purchase obligations, not recognized in Consolidated Balance Sheet 2023 | 9,000,000 | ||||
Estimated minimum obligations associated with unconditional purchase obligations, not recognized in Consolidated Balance Sheet 2024 | 3,000,000 | ||||
Purchases related to obligations | 15,000,000 | $ 26,000,000 | |||
Maximum | |||||
Loss Contingencies [Line Items] | |||||
Sale leaseback transaction, aggregate amount | 150,000,000 | ||||
Indemnification Agreement | |||||
Loss Contingencies [Line Items] | |||||
Maximum annual reimbursement obligation amount | 25,000,000 | ||||
Indemnification Agreement | Maximum | |||||
Loss Contingencies [Line Items] | |||||
Indemnity liability annual cap | $ 140,000,000 | ||||
Tax Matters Agreement | |||||
Loss Contingencies [Line Items] | |||||
Indemnified amount | 139,000,000 | 149,000,000 | |||
Honeywell | |||||
Loss Contingencies [Line Items] | |||||
Indemnity liability annual cap | $ 140,000,000 | 140,000,000 | 140,000,000 | ||
Honeywell | Trademark Agreement | |||||
Loss Contingencies [Line Items] | |||||
Royalty fee on net revenue | 1.50% | ||||
Royalty expense | $ 26,000,000 | 27,000,000 | 4,000,000 | ||
One time credit received from inventory on hand | 2,000,000 | ||||
Honeywell | Maximum | |||||
Loss Contingencies [Line Items] | |||||
Maximum annual reimbursement obligation amount | $ 25,000,000 | $ 25,000,000 | $ 25,000,000 | ||
Honeywell | Indemnification Agreement | |||||
Loss Contingencies [Line Items] | |||||
Indemnification payable percentage of payments | 90.00% | 90.00% | |||
Indemnification payable percentage of net insurance receipts | 90.00% | 90.00% | |||
Indemnification payable percentage of net proceeds received | 90.00% | 90.00% | |||
Honeywell | Indemnification Agreement | Maximum | |||||
Loss Contingencies [Line Items] | |||||
Indemnity liability annual cap | $ 140,000,000 |
Commitments and Contingencies_3
Commitments and Contingencies - Summary of Reimbursement Agreement Liabilities (Details) - Honeywell - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Accrual for Reimbursement Agreement | |||
Beginning balance | $ 585 | $ 616 | |
Liabilities subject to the Reimbursement Agreement payments | $ 592 | ||
Accruals for indemnification liabilities deemed probable and reasonably estimable | 146 | 179 | 49 |
Reduction | (71) | ||
Indemnification payment | (140) | (139) | (25) |
Ending balance | $ 591 | $ 585 | $ 616 |
Commitments and Contingencies_4
Commitments and Contingencies - Summary of Reimbursement Agreement Liabilities (Parenthetical) (Details) - Honeywell - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Loss Contingencies [Line Items] | |||
Indemnity liability annual cap | $ 140,000,000 | $ 140,000,000 | $ 140,000,000 |
Maximum | |||
Loss Contingencies [Line Items] | |||
Indemnification payable, late payment fee percentage | 5.00% | 5.00% | 5.00% |
Maximum annual reimbursement obligation amount | $ 25,000,000 | $ 25,000,000 | $ 25,000,000 |
Commitments and Contingencies_5
Commitments and Contingencies - Summary of Reimbursement Agreement Liabilities Included in Balance Sheet Accounts (Details) - Honeywell - USD ($) $ in Millions | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Loss Contingency, Classification of Accrual [Abstract] | |||
Reimbursement Agreement liabilities | $ 591 | $ 585 | $ 616 |
Accrued Liabilities | |||
Loss Contingency, Classification of Accrual [Abstract] | |||
Reimbursement agreement current portion | 140 | 140 | |
Obligations Payable under Indemnification Agreement | |||
Loss Contingency, Classification of Accrual [Abstract] | |||
Reimbursement agreement Long Term Portion | $ 451 | $ 445 |
Commitments and Contingencies_6
Commitments and Contingencies - Summary of Recorded Obligations for Product Warranties and Product Performance Guarantee (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Product Warranties and Guarantees [Roll forward] | |||
Beginning balance | $ 25 | $ 26 | $ 17 |
Accruals for warranties/guarantees issued during the year | 21 | 15 | 17 |
Adjustment of pre-existing warranties/guarantees | (7) | (1) | |
Settlement of warranty/guarantee claims | (17) | (16) | (7) |
Ending balance | $ 22 | $ 25 | $ 26 |
Pension - Additional Informatio
Pension - Additional Information (Details) - Pension Plan - USD ($) $ in Millions | 10 Months Ended | 12 Months Ended | ||
Oct. 29, 2018 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Defined Benefit Plan Disclosure [Line Items] | ||||
Pension expense | $ 11 | $ 16 | ||
Net actuarial gain (loss) | $ 44 | |||
Loss due to change in discount rate | 50 | |||
Partially offset by gains on inflation related assumptions | 5 | |||
Gain by change in mortality assumption | 2 | |||
Asset gains from equity and bonds performance | 17 | |||
Asset gains | $ 35 | |||
Fixed Income Investments | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Pension assets allocation targets percentage | 51.00% | |||
Global Equity Investments | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Pension assets allocation targets percentage | 29.00% | |||
Global Real Estate Investments | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Pension assets allocation targets percentage | 10.00% | |||
Cash and Other Investments | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Pension assets allocation targets percentage | 10.00% | |||
Non-U.S. Plans | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Net actuarial gain (loss) | $ 6 | $ 27 | $ (3) | |
Asset gains | $ 2 | |||
Expected rate of return on plan assets | 2.70% | 2.80% | 3.30% | |
Pension contribution | $ 2 | |||
Expected pension contribution in the next fiscal year | 2 | |||
Germany | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Gain from inflation/pension increase assumption | 5 | |||
United States | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Net actuarial gain (loss) | 38 | $ 51 | $ 5 | |
Gains on demographic assumptions | 2 | |||
Asset gains | $ 35 | $ 70 | $ (4) | |
Expected rate of return on plan assets | 5.40% | 5.70% | 5.70% | |
Pension contribution | $ 1 | |||
Experience Losses | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Net actuarial gain (loss) | $ 1 |
Pension - Summary of Balance Sh
Pension - Summary of Balance Sheet Impact, Including Benefit Obligations, Assets and Funded Status (Details) - Pension Plan - USD ($) $ in Millions | 12 Months Ended | |||||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Actuarial losses (gains) | $ 44 | |||||
Actual return (loss) on plan assets | 35 | |||||
U.S. Plans | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Benefit obligation at beginning of year | [1] | 344 | $ 286 | $ 279 | ||
Service cost | 7 | 5 | 1 | [2] | ||
Interest cost | 11 | 13 | 2 | [2] | ||
Actuarial losses (gains) | 38 | 51 | 5 | |||
Net benefits paid | (4) | (13) | (1) | |||
Settlements | (22) | |||||
Other | 2 | |||||
Benefit obligation at end of year | 374 | 344 | [1] | 286 | [1] | |
Fair value of plan assets at beginning of year | [1] | 331 | 274 | 279 | ||
Actual return (loss) on plan assets | 35 | 70 | (4) | |||
Contributions | 1 | |||||
Net benefits paid | (4) | (13) | (1) | |||
Settlements | (22) | |||||
Other | (1) | |||||
Fair value of plan assets at end of year | 340 | 331 | [1] | 274 | [1] | |
Funded status of plans (non-current) | (34) | (13) | (12) | |||
Non-U.S. Plans | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Benefit obligation at beginning of year | [1] | 137 | 93 | 95 | ||
Service cost | 7 | 5 | 1 | [2] | ||
Interest cost | 1 | 2 | ||||
Actuarial losses (gains) | 6 | 27 | (3) | |||
Settlements | (6) | (3) | ||||
Other | 2 | 13 | ||||
Exchange rate adjustments | 14 | |||||
Benefit obligation at end of year | 161 | 137 | [1] | 93 | [1] | |
Fair value of plan assets at beginning of year | [1] | 27 | 20 | 20 | ||
Actual return (loss) on plan assets | 2 | |||||
Contributions | 2 | 2 | ||||
Net benefits paid | 1 | |||||
Settlements | (6) | (3) | ||||
Other | 3 | 5 | ||||
Exchange rate adjustments | 2 | |||||
Fair value of plan assets at end of year | 28 | 27 | [1] | 20 | [1] | |
Funded status of plans (non-current) | $ (133) | $ (110) | $ (73) | |||
[1] | 2018 "Beginning of year" is the Spin-Off date, October 29, 2018. | |||||
[2] | 2018 begins at the Spin-Off date, October 29, 2018. Activity before the Spin-Off date was recognized under the Shared Plans. |
Pension - Summary of Balance _2
Pension - Summary of Balance Sheet Impact, Including Benefit Obligations, Assets and Funded Status (Parenthetical) (Details) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2018 | |
Defined Benefit Plan Disclosure [Line Items] | ||
Date of business spin-off | Oct. 29, 2018 | |
Pension Plan | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Date of business spin-off | Oct. 29, 2018 |
Pension - Summary of Accumulate
Pension - Summary of Accumulated Other Comprehensive (Loss) Associated with Pension Plans (Details) - Pension Plan - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
U.S. Plans | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Prior service credit | $ (2) | $ (3) |
Net actuarial loss | 30 | 12 |
Net amount recognized | 28 | 9 |
Non-U.S. Plans | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net actuarial loss | 14 | 13 |
Net amount recognized | $ 14 | $ 13 |
Pension - Summary of Net Period
Pension - Summary of Net Periodic Benefit (Income) Cost and Other Amounts Recognized in Comprehensive Income (Details) - Pension Plan - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | [1] | |
U.S. Plans | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | $ 7 | $ 5 | $ 1 | |
Interest cost | 11 | 13 | 2 | |
Expected return on plan assets | (17) | (16) | (3) | |
Amortization of prior service credit | (1) | (1) | ||
Mark to market adjustment | 1 | |||
Other | 3 | |||
Net periodic benefit cost | 3 | 2 | ||
Non-U.S. Plans | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | 7 | 5 | 1 | |
Interest cost | 1 | 2 | ||
Expected return on plan assets | (1) | (1) | ||
Mark to market adjustment | 6 | 16 | ||
Other | 2 | |||
Net periodic benefit cost | $ 13 | $ 24 | $ 1 | |
[1] | 2018 begins at the Spin-Off date, October 29, 2018. Activity before the Spin-Off date was recognized under the Shared Plans. |
Pension - Summary of Net Peri_2
Pension - Summary of Net Periodic Benefit (Income) Cost and Other Amounts Recognized in Comprehensive Income (Parenthetical) (Details) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2018 | |
Defined Benefit Plan Disclosure [Line Items] | ||
Date of business spin-off | Oct. 29, 2018 | |
Pension Plan | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Date of business spin-off | Oct. 29, 2018 |
Pension - Summary of Net Peri_3
Pension - Summary of Net Periodic Benefit (Income) Cost Other Than The Service Cost Included in Other Expense, Net (Details) - Pension Plan - USD ($) $ in Millions | 12 Months Ended | ||||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | [1] | ||
U.S. Plans | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Actuarial losses (gains) | $ 38 | $ 51 | $ 12 | ||
Excess return on plan assets | [2] | (17) | (54) | ||
Actuarial gains recognized during the year | (2) | ||||
Total recognized in other comprehensive loss (income) | 19 | (3) | 12 | ||
Total recognized in net periodic benefit cost and other comprehensive loss (income) | 22 | (1) | 12 | ||
Non-U.S. Plans | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Actuarial losses (gains) | 6 | 26 | (3) | ||
Excess return on plan assets | [2] | (1) | |||
Actuarial gains recognized during the year | (6) | (17) | |||
Other | 1 | ||||
Total recognized in other comprehensive loss (income) | 1 | 8 | (3) | ||
Total recognized in net periodic benefit cost and other comprehensive loss (income) | $ 14 | $ 32 | $ (2) | ||
[1] | 2018 begins at the Spin-Off date, October 29, 2018. Activity before the Spin-Off date was recognized under the Shared Plans. | ||||
[2] | Represents actual return on plan assets in excess of the expected return. |
Pension - Summary of Net Peri_4
Pension - Summary of Net Periodic Benefit (Income) Cost Other Than The Service Cost Included in Other Expense, Net (Parenthetical) (Details) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2018 | |
Defined Benefit Plan Disclosure [Line Items] | ||
Date of business spin-off | Oct. 29, 2018 | |
Pension Plan | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Date of business spin-off | Oct. 29, 2018 |
Pension - Summary of Significan
Pension - Summary of Significant Actuarial Assumptions Used in Determining Benefit Obligations and Net Periodic Benefit (Income) Cost (Details) - Pension Plan | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
U.S. Plans | |||
Actuarial assumptions used to determine benefit obligations as of December 31: | |||
Discount rate | 2.70% | 3.30% | 4.50% |
Interest crediting rate | 6.00% | 6.00% | 6.00% |
Expected annual rate of compensation increase | 3.50% | 3.40% | 3.40% |
Actuarial assumptions used to determine net periodic benefit cost for the twelve months ended December 31: | |||
Discount rate - benefit obligation | 3.30% | 4.50% | 4.50% |
Interest crediting rate | 6.00% | 6.00% | 6.00% |
Expected rate of return on plan assets | 5.40% | 5.70% | 5.70% |
Expected annual rate of compensation increase | 3.40% | 3.40% | 3.40% |
Non-U.S. Plans | |||
Actuarial assumptions used to determine benefit obligations as of December 31: | |||
Discount rate | 0.70% | 1.10% | 1.90% |
Interest crediting rate | 1.50% | 1.50% | 1.50% |
Expected annual rate of compensation increase | 2.40% | 2.40% | 2.30% |
Actuarial assumptions used to determine net periodic benefit cost for the twelve months ended December 31: | |||
Discount rate - benefit obligation | 1.10% | 2.00% | 1.90% |
Interest crediting rate | 1.50% | 1.50% | 1.50% |
Expected rate of return on plan assets | 2.70% | 2.80% | 3.30% |
Expected annual rate of compensation increase | 2.40% | 2.40% | 2.30% |
Pension - Summary of Amounts Re
Pension - Summary of Amounts Relate to Pension Plans with Accumulated Benefit Obligations Exceeding Fair Value of Plan Assets (Details) - Pension Plan - USD ($) $ in Millions | Dec. 31, 2020 | Dec. 31, 2019 |
U.S. Plans | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Projected benefit obligation | $ 374 | $ 344 |
Accumulated benefit obligation | 358 | 332 |
Fair value of plan assets | 340 | 331 |
Non-U.S. Plans | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Projected benefit obligation | 161 | 137 |
Accumulated benefit obligation | 139 | 116 |
Fair value of plan assets | $ 28 | $ 27 |
Pension - Summary of NAV and Fa
Pension - Summary of NAV and Fair Values of U.S. Pension Plans Assets by Asset Category (Details) - Pension Plan - U.S. Plans - USD ($) $ in Millions | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | [1] | Dec. 31, 2017 | [1] | |
Defined Benefit Plan Disclosure [Line Items] | |||||||
Fair value of pension plan assets | $ 340 | $ 331 | [1] | $ 274 | $ 279 | ||
Cash | |||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||
Fair value of pension plan assets | 6 | 4 | |||||
Equity | |||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||
Fair value of pension plan assets | 105 | 100 | |||||
Investment Funds | |||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||
Fair value of pension plan assets | 14 | 15 | |||||
U.S. Treasury Obligations | |||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||
Fair value of pension plan assets | 16 | 132 | |||||
Government Bonds | |||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||
Fair value of pension plan assets | 41 | 32 | |||||
Corporate Bonds | |||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||
Fair value of pension plan assets | 126 | 16 | |||||
Real Estate / Property | |||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||
Fair value of pension plan assets | 32 | 32 | |||||
NAV | |||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||
Fair value of pension plan assets | 335 | 327 | |||||
NAV | Cash | |||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||
Fair value of pension plan assets | 1 | ||||||
NAV | Equity | |||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||
Fair value of pension plan assets | 105 | 100 | |||||
NAV | Investment Funds | |||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||
Fair value of pension plan assets | 14 | 15 | |||||
NAV | U.S. Treasury Obligations | |||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||
Fair value of pension plan assets | 16 | 132 | |||||
NAV | Government Bonds | |||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||
Fair value of pension plan assets | 41 | 32 | |||||
NAV | Corporate Bonds | |||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||
Fair value of pension plan assets | 126 | 16 | |||||
NAV | Real Estate / Property | |||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||
Fair value of pension plan assets | 32 | 32 | |||||
Fair Value, Inputs, Level 1 | |||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||
Fair value of pension plan assets | 5 | 4 | |||||
Fair Value, Inputs, Level 1 | Cash | |||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||
Fair value of pension plan assets | $ 5 | $ 4 | |||||
[1] | 2018 "Beginning of year" is the Spin-Off date, October 29, 2018. |
Pension - Summary of Fair Value
Pension - Summary of Fair Values of Non-U.S. Pension Plans Assets by Asset Category (Details) - Pension Plan - Non-U.S. Plans - USD ($) $ in Millions | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Oct. 30, 2018 | Dec. 31, 2017 | [1] | ||
Defined Benefit Plan Disclosure [Line Items] | ||||||||
Fair value of pension plan assets | $ 28 | $ 27 | [1] | $ 20 | [1] | $ 20 | ||
Equity | ||||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||||
Fair value of pension plan assets | 1 | 1 | ||||||
Government Bonds | ||||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||||
Fair value of pension plan assets | 1 | 1 | ||||||
Corporate Bonds | ||||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||||
Fair value of pension plan assets | 1 | |||||||
Insurance Contracts | ||||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||||
Fair value of pension plan assets | 10 | 8 | ||||||
Other | ||||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||||
Fair value of pension plan assets | 16 | 16 | ||||||
Fair Value, Inputs, Level 1 | ||||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||||
Fair value of pension plan assets | 1 | 1 | ||||||
Fair Value, Inputs, Level 1 | Equity | ||||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||||
Fair value of pension plan assets | 1 | 1 | ||||||
Fair Value, Inputs, Level 2 | ||||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||||
Fair value of pension plan assets | 1 | 2 | ||||||
Fair Value, Inputs, Level 2 | Government Bonds | ||||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||||
Fair value of pension plan assets | 1 | 1 | ||||||
Fair Value, Inputs, Level 2 | Corporate Bonds | ||||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||||
Fair value of pension plan assets | 1 | |||||||
Fair Value, Inputs, Level 3 | ||||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||||
Fair value of pension plan assets | 26 | 24 | $ 6 | $ 5 | ||||
Fair Value, Inputs, Level 3 | Insurance Contracts | ||||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||||
Fair value of pension plan assets | 10 | 8 | ||||||
Fair Value, Inputs, Level 3 | Other | ||||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||||
Fair value of pension plan assets | $ 16 | $ 16 | ||||||
[1] | 2018 "Beginning of year" is the Spin-Off date, October 29, 2018. |
Pension - Summary of Changes in
Pension - Summary of Changes in Fair Value of Level 3 Assets for Non-U.S (Details) - Pension Plan - USD ($) $ in Millions | 2 Months Ended | 12 Months Ended | ||||||
Dec. 31, 2018 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |||||
Defined Benefit Plan Disclosure [Line Items] | ||||||||
Actual return (loss) on plan assets | $ 35 | |||||||
Non-U.S. Plans | ||||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||||
Fair value of plan assets at beginning of year | [1] | 27 | $ 20 | $ 20 | ||||
Actual return (loss) on plan assets | 2 | |||||||
Fair value of plan assets at end of year | $ 20 | [1] | 28 | 27 | [1] | 20 | [1] | |
Fair Value, Inputs, Level 3 | Non-U.S. Plans | ||||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||||
Fair value of plan assets at beginning of year | $ 5 | $ 24 | 6 | |||||
Defined Benefit Plan, Plan Assets, Fair Value by Hierarchy and NAV [Extensible List] | us-gaap:FairValueInputsLevel3Member | us-gaap:FairValueInputsLevel3Member | ||||||
Actual return (loss) on plan assets | $ 1 | 2 | ||||||
Purchases, sales and settlements, net | $ (1) | 15 | ||||||
Other | 3 | 1 | ||||||
Fair value of plan assets at end of year | $ 6 | $ 26 | $ 24 | $ 6 | ||||
Defined Benefit Plan, Plan Assets, Fair Value by Hierarchy and NAV [Extensible List] | us-gaap:FairValueInputsLevel3Member | us-gaap:FairValueInputsLevel3Member | ||||||
[1] | 2018 "Beginning of year" is the Spin-Off date, October 29, 2018. |
Pension - Summary of Benefit Pa
Pension - Summary of Benefit Payments (Details) - Pension Plan $ in Millions | Dec. 31, 2020USD ($) |
U.S. Plans | |
Defined Benefit Plan Disclosure [Line Items] | |
2021 | $ 19 |
2022 | 20 |
2023 | 21 |
2024 | 23 |
2025 | 23 |
2026-2030 | 114 |
Non-U.S. Plans | |
Defined Benefit Plan Disclosure [Line Items] | |
2021 | 2 |
2022 | 2 |
2023 | 2 |
2024 | 3 |
2025 | 3 |
2026-2030 | $ 21 |
Segment Financial Data - Additi
Segment Financial Data - Additional Information (Details) | 12 Months Ended |
Dec. 31, 2020Segment | |
Segment Reporting [Abstract] | |
Number of operating segments | 2 |
Segment Financial Data - Schedu
Segment Financial Data - Schedule of Segment Information (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | ||
Revenue | ||||
Total revenue | [1] | $ 5,071 | $ 4,988 | $ 4,827 |
Operating profit | ||||
Total | 311 | 258 | 493 | |
Depreciation and amortization | ||||
Depreciation and amortization | 86 | 80 | 66 | |
Capital expenditures | ||||
Total | 70 | 95 | 81 | |
Products & Solutions | ||||
Revenue | ||||
Total revenue | 2,121 | 2,175 | 2,169 | |
Operating profit | ||||
Total | 407 | 327 | 591 | |
Depreciation and amortization | ||||
Depreciation and amortization | 63 | 62 | 48 | |
Capital expenditures | ||||
Total | 41 | 71 | 61 | |
ADI Global Distribution | ||||
Revenue | ||||
Total revenue | 2,950 | 2,813 | 2,658 | |
Operating profit | ||||
Total | 194 | 210 | 205 | |
Depreciation and amortization | ||||
Depreciation and amortization | 12 | 10 | 10 | |
Capital expenditures | ||||
Total | 15 | 5 | 5 | |
Corporate | ||||
Operating profit | ||||
Total | (290) | (279) | (303) | |
Depreciation and amortization | ||||
Depreciation and amortization | 11 | 8 | 8 | |
Capital expenditures | ||||
Total | 14 | 19 | 15 | |
Operating Segments | Products & Solutions | ||||
Revenue | ||||
Total revenue | 2,488 | 2,487 | 2,474 | |
Intersegment Revenue Eliminations | Products & Solutions | ||||
Revenue | ||||
Total revenue | $ (367) | $ (312) | $ (305) | |
[1] | Revenue between geographic areas approximate market and is not significant. Net revenue is classified according to their country of origin. Included in United States net revenue are export sales of $21 million, $27 million and $31 million in 2020, 2019 and 2018, respectively. |
Geographic Areas - Financial _3
Geographic Areas - Financial Data - Schedule of Geographic Areas (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | ||
Revenues From External Customers And Long Lived Assets [Line Items] | ||||
Net revenue | [1] | $ 5,071 | $ 4,988 | $ 4,827 |
Long-lived Assets | [2] | 451 | 453 | 300 |
United States | ||||
Revenues From External Customers And Long Lived Assets [Line Items] | ||||
Net revenue | [1] | 3,543 | 3,423 | 3,289 |
Long-lived Assets | [2] | 260 | 272 | 184 |
Europe | ||||
Revenues From External Customers And Long Lived Assets [Line Items] | ||||
Net revenue | [1] | 1,121 | 1,117 | 1,138 |
Long-lived Assets | [2] | 144 | 136 | 91 |
Other International | ||||
Revenues From External Customers And Long Lived Assets [Line Items] | ||||
Net revenue | [1] | 407 | 448 | 400 |
Long-lived Assets | [2] | $ 47 | $ 45 | $ 25 |
[1] | Revenue between geographic areas approximate market and is not significant. Net revenue is classified according to their country of origin. Included in United States net revenue are export sales of $21 million, $27 million and $31 million in 2020, 2019 and 2018, respectively. | |||
[2] | Long-lived assets are comprised of Property, plant and equipment – net and lease right-of-use assets. The Company has restated long-lived assets as of December 31, 2019 to include lease right-of-use assets, resulting in an increase in long-lived assets of $86 million in the United states, $33 million in Europe and $18 million in Other International. |
Geographic Areas - Financial _4
Geographic Areas - Financial Data - Schedule of Geographic Areas (Parenthetical) (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | ||
Revenues From External Customers And Long Lived Assets [Line Items] | ||||
Net revenue | [1] | $ 5,071 | $ 4,988 | $ 4,827 |
United States | ||||
Revenues From External Customers And Long Lived Assets [Line Items] | ||||
Net revenue | [1] | 3,543 | 3,423 | 3,289 |
United States | Restatement Adjustment | ||||
Revenues From External Customers And Long Lived Assets [Line Items] | ||||
Increase in long-lived assets | 86 | |||
United States | Export Sales | ||||
Revenues From External Customers And Long Lived Assets [Line Items] | ||||
Net revenue | 21 | 27 | 31 | |
Europe | ||||
Revenues From External Customers And Long Lived Assets [Line Items] | ||||
Net revenue | [1] | 1,121 | 1,117 | 1,138 |
Europe | Restatement Adjustment | ||||
Revenues From External Customers And Long Lived Assets [Line Items] | ||||
Increase in long-lived assets | 33 | |||
Other International | ||||
Revenues From External Customers And Long Lived Assets [Line Items] | ||||
Net revenue | [1] | $ 407 | 448 | $ 400 |
Other International | Restatement Adjustment | ||||
Revenues From External Customers And Long Lived Assets [Line Items] | ||||
Increase in long-lived assets | $ 18 | |||
[1] | Revenue between geographic areas approximate market and is not significant. Net revenue is classified according to their country of origin. Included in United States net revenue are export sales of $21 million, $27 million and $31 million in 2020, 2019 and 2018, respectively. |
Unaudited Quaterly Financial In
Unaudited Quaterly Financial Information - Unaudited Quarterly Results of Operations (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2020 | Sep. 26, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Quarterly Financial Data [Abstract] | |||||||||||
Net revenue | $ 1,501 | $ 1,362 | $ 1,029 | $ 1,179 | $ 1,304 | $ 1,226 | $ 1,242 | $ 1,216 | $ 5,071 | $ 4,988 | |
Gross profit | 423 | 370 | 236 | 284 | 313 | 309 | 323 | 332 | 1,313 | 1,277 | $ 1,425 |
Net income (loss) | $ 59 | $ 75 | $ (76) | $ (21) | $ (9) | $ 8 | $ (11) | $ 48 | $ 37 | $ 36 | $ 405 |
Earnings (loss) per share - basic | $ 0.45 | $ 0.61 | $ (0.62) | $ (0.17) | $ (0.07) | $ 0.07 | $ (0.09) | $ 0.39 | $ 0.30 | $ 0.29 | $ 3.31 |
Earnings (loss) per share - diluted | $ 0.44 | $ 0.60 | $ (0.62) | $ (0.17) | $ (0.07) | $ 0.06 | $ (0.09) | $ 0.39 | $ 0.29 | $ 0.29 | $ 3.30 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) - Subsequent Event - USD ($) | Feb. 16, 2021 | Feb. 12, 2021 |
A&R Credit Agreement | ||
Subsequent Event [Line Items] | ||
Prepayment premium percentage in connection with repricing transactions | 1.00% | |
A&R Credit Agreement | Federal Funds Effective Rate | ||
Subsequent Event [Line Items] | ||
Applicable interest rate on borrowings | 0.50% | |
A&R Credit Agreement | London Interbank Offered Rate LIBOR | ||
Subsequent Event [Line Items] | ||
Applicable interest rate on borrowings | 1.00% | |
A&R Credit Agreement | A&R Term B Facility | ||
Subsequent Event [Line Items] | ||
Principal amount issued | $ 950,000,000 | |
Credit facilities term | 7 years | |
Line of credit quarterly principal payments | $ 2,400,000 | |
A&R Credit Agreement | A&R Term B Facility | London Interbank Offered Rate LIBOR | ||
Subsequent Event [Line Items] | ||
Applicable interest rate on borrowings | 2.25% | |
A&R Credit Agreement | A&R Term B Facility | Base Rate | ||
Subsequent Event [Line Items] | ||
Applicable interest rate on borrowings | 1.25% | |
A&R Credit Agreement | A&R Term B Facility | Minimum | London Interbank Offered Rate LIBOR | ||
Subsequent Event [Line Items] | ||
Applicable interest rate on borrowings | 0.50% | |
A&R Credit Agreement | A&R Revolving Credit Facility | ||
Subsequent Event [Line Items] | ||
Principal amount issued | $ 500,000,000 | |
Credit facilities term | 5 years | |
A&R Credit Agreement | A&R Revolving Credit Facility | Maximum | London Interbank Offered Rate LIBOR | ||
Subsequent Event [Line Items] | ||
Applicable interest rate on borrowings | 2.25% | |
A&R Credit Agreement | A&R Revolving Credit Facility | Maximum | Base Rate | ||
Subsequent Event [Line Items] | ||
Applicable interest rate on borrowings | 1.25% | |
A&R Credit Agreement | A&R Revolving Credit Facility | Minimum | London Interbank Offered Rate LIBOR | ||
Subsequent Event [Line Items] | ||
Applicable interest rate on borrowings | 1.75% | |
A&R Credit Agreement | A&R Revolving Credit Facility | Minimum | Base Rate | ||
Subsequent Event [Line Items] | ||
Applicable interest rate on borrowings | 0.75% | |
A&R Credit Agreement | A&R Revolving Credit Facility | Letter of Credit | Maximum | ||
Subsequent Event [Line Items] | ||
Borrowings from credit facility for issuance of letters of credit | $ 75,000,000 | |
Senior Notes | ||
Subsequent Event [Line Items] | ||
Debt instrument principal amount redeemed | $ 140,000,000 | |
Debt instrument redemption price percentage | 106.125% |