Document and Entity Information
Document and Entity Information | 9 Months Ended |
Sep. 30, 2018shares | |
Document And Entity Information [Abstract] | |
Document Type | 10-Q |
Amendment Flag | false |
Document Period End Date | Sep. 30, 2018 |
Document Fiscal Year Focus | 2,018 |
Document Fiscal Period Focus | Q3 |
Trading Symbol | GPC |
Entity Registrant Name | GENUINE PARTS CO |
Entity Central Index Key | 40,987 |
Current Fiscal Year End Date | --12-31 |
Entity Filer Category | Large Accelerated Filer |
Entity Emerging Growth Company | false |
Entity Small Business | false |
Entity Common Stock, Shares Outstanding | 146,759,273 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 359,105 | $ 314,899 |
Trade accounts receivable, less allowance for doubtful accounts (2018 – $23,584; 2017 – $17,612) | 2,655,888 | 2,421,563 |
Merchandise inventories, net | 3,536,503 | 3,771,089 |
Prepaid expenses and other current assets | 998,999 | 805,342 |
Total current assets | 7,550,495 | 7,312,893 |
Goodwill | 2,097,990 | 2,153,988 |
Other intangible assets, less accumulated amortization | 1,420,480 | 1,400,392 |
Deferred tax assets | 22,898 | 40,158 |
Property, plant and equipment, less accumulated depreciation (2018 – $1,177,952; 2017 – $1,044,353) | 937,740 | 936,702 |
Other assets | 627,516 | 568,248 |
Total assets | 12,657,119 | 12,412,381 |
Current liabilities: | ||
Trade accounts payable | 4,036,006 | 3,634,859 |
Current portion of debt | 450,493 | 694,989 |
Dividends payable | 105,673 | 99,000 |
Income taxes payable | 23,964 | 10,736 |
Other current liabilities | 1,045,053 | 1,034,441 |
Total current liabilities | 5,661,189 | 5,474,025 |
Long-term debt | 2,463,452 | 2,550,020 |
Pension and other post–retirement benefit liabilities | 200,558 | 229,868 |
Deferred tax liabilities | 188,467 | 193,308 |
Other long-term liabilities | 480,374 | 501,004 |
Equity: | ||
Preferred stock, par value – $1 per share; authorized – 10,000,000 shares; none issued | 0 | 0 |
Common stock, par value – $1 per share; authorized – 450,000,000 shares; issued and outstanding – 2018 – 146,759,273 shares; 2017 – 146,652,615 shares | 146,759 | 146,653 |
Additional paid-in capital | 77,558 | 68,126 |
Retained earnings | 4,349,014 | 4,049,965 |
Accumulated other comprehensive loss | (962,277) | (852,592) |
Total parent equity | 3,611,054 | 3,412,152 |
Noncontrolling interests in subsidiaries | 52,025 | 52,004 |
Total equity | 3,663,079 | 3,464,156 |
Total liabilities and equity | $ 12,657,119 | $ 12,412,381 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts receivable | $ 23,584 | $ 17,612 |
Accumulated depreciation | $ 1,177,952 | $ 1,044,353 |
Preferred stock, par value (usd per share) | $ 1 | $ 1 |
Preferred stock, shares authorized (in shares) | 10,000,000 | 10,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Common stock, par value (usd per share) | $ 1 | $ 1 |
Common stock, shares authorized (in shares) | 450,000,000 | 450,000,000 |
Common stock, shares issued (in shares) | 146,759,273 | 146,652,615 |
Common stock, shares outstanding (in shares) | 146,759,273 | 146,652,615 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Income and Comprehensive Income - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Income Statement [Abstract] | ||||
Net sales | $ 4,722,922 | $ 4,095,906 | $ 14,131,281 | $ 12,101,725 |
Cost of goods sold | 3,238,687 | 2,869,016 | 9,689,653 | 8,479,402 |
Gross profit | 1,484,235 | 1,226,890 | 4,441,628 | 3,622,323 |
Operating expenses: | ||||
Selling, administrative and other expenses | 1,119,266 | 931,500 | 3,401,254 | 2,715,799 |
Depreciation and amortization | 61,082 | 40,276 | 177,896 | 117,640 |
Provision for doubtful accounts | 4,939 | 3,508 | 11,306 | 9,182 |
Total operating expenses | 1,185,287 | 975,284 | 3,590,456 | 2,842,621 |
Non-operating expenses (income): | ||||
Interest expense | 25,084 | 9,038 | 75,669 | 23,263 |
Other | (17,871) | (3,787) | (45,822) | (30,828) |
Total non-operating expenses (income) | 7,213 | 5,251 | 29,847 | (7,565) |
Income before income taxes | 291,735 | 246,355 | 821,325 | 787,267 |
Income taxes | 71,508 | 87,913 | 197,550 | 278,693 |
Net income | $ 220,227 | $ 158,442 | $ 623,775 | $ 508,574 |
Basic net income per common share (usd per share) | $ 1.50 | $ 1.08 | $ 4.25 | $ 3.45 |
Diluted net income per common share (usd per share) | 1.49 | 1.08 | 4.23 | 3.44 |
Dividends declared per common share (usd per share) | $ 0.72 | $ 0.6750 | $ 2.16 | $ 2.025 |
Weighted average common shares outstanding (in shares) | 146,763 | 146,720 | 146,746 | 147,312 |
Dilutive effect of stock options and non-vested restricted stock awards (in shares) | 690 | 502 | 574 | 561 |
Weighted average common shares outstanding - assuming dilution (in shares) | 147,453 | 147,222 | 147,320 | 147,873 |
Other comprehensive (loss) income, net of income taxes: | ||||
Foreign currency translation adjustment | $ (26,591) | $ 38,675 | $ (147,703) | $ 118,852 |
Net gain on cash flow and net investment hedges, net of income taxes in 2018 — $278 and $6,213, respectively | 752 | 0 | 16,797 | 0 |
Pension and postretirement benefit adjustments, net of income taxes in 2018 — $2,560 and $7,850; 2017 — $3,589 and $10,728, respectively | 6,912 | 5,780 | 21,221 | 17,235 |
Other comprehensive (loss) income, net of income taxes | (18,927) | 44,455 | (109,685) | 136,087 |
Comprehensive income | $ 201,300 | $ 202,897 | $ 514,090 | $ 644,661 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Income and Comprehensive Income (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Income Statement [Abstract] | ||||
Net investment hedge, tax | $ 278 | $ 6,213 | ||
Pension and postretirement benefit adjustments, tax | $ 2,560 | $ 3,589 | $ 7,850 | $ 10,728 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Operating activities: | ||
Net income | $ 623,775 | $ 508,574 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 177,896 | 117,640 |
Share-based compensation | 15,417 | 12,912 |
Excess tax benefits from share-based compensation | (3,079) | (2,504) |
Changes in operating assets and liabilities | 111,517 | (94,265) |
Net cash provided by operating activities | 925,526 | 542,357 |
Investing activities: | ||
Purchases of property, plant and equipment | (91,942) | (97,181) |
Acquisitions and other investing activities | (153,988) | (289,353) |
Net cash used in investing activities | (245,930) | (386,534) |
Financing activities: | ||
Proceeds from debt | 3,406,975 | 3,420,000 |
Payments on debt | (3,710,934) | (3,150,000) |
Share-based awards exercised | (5,860) | (3,289) |
Dividends paid | (310,310) | (296,517) |
Purchases of stock | (1,918) | (171,884) |
Net cash used in financing activities | (622,047) | (201,690) |
Effect of exchange rate changes on cash and cash equivalents | (13,343) | 13,070 |
Net increase (decrease) in cash and cash equivalents | 44,206 | (32,797) |
Cash and cash equivalents at beginning of period | 314,899 | 242,879 |
Cash and cash equivalents at end of period | $ 359,105 | $ 210,082 |
Basis of Presentation
Basis of Presentation | 9 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and therefore do not include all information and footnotes required by accounting principles generally accepted in the U.S. for complete financial statements. Except as disclosed herein, there has been no material change in the information disclosed in the notes to the consolidated financial statements included in the Annual Report on Form 10-K of Genuine Parts Company (the “Company,” "we," "our," "us," or "its") for the year ended December 31, 2017 . Accordingly, the unaudited interim condensed consolidated financial statements and related disclosures herein should be read in conjunction with the Company’s 2017 Annual Report on Form 10-K. The preparation of interim financial statements requires management to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements. Specifically, the Company makes estimates and assumptions in its interim condensed consolidated financial statements for inventory adjustments, the accrual of bad debts, customer sales returns, and volume incentives earned, among others. Inventory adjustments (including adjustments for a majority of inventories that are valued under the last-in, first-out (“LIFO”) method) are accrued on an interim basis and adjusted in the fourth quarter based on the annual book to physical inventory adjustment and LIFO valuation, which are performed each year-end. Reserves for bad debts and customer sales returns are estimated and accrued on an interim basis based upon historical experience. Volume incentives are estimated based upon cumulative and projected purchasing levels. The estimates and assumptions for interim reporting may change upon final determination at year-end, and such changes may be significant. In the opinion of management, all adjustments necessary for a fair presentation of the Company’s financial results for the interim periods have been made. These adjustments are of a normal recurring nature. The results of operations for the nine months ended September 30, 2018 are not necessarily indicative of results for the entire year. The Company has evaluated subsequent events through the date the condensed consolidated financial statements covered by this quarterly report were issued. |
Segment Information
Segment Information | 9 Months Ended |
Sep. 30, 2018 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information The following table presents a summary of the Company's reportable segment financial information: Three Months Ended September 30, Nine Months Ended September 30, 2018 2017 2018 2017 Net sales: (1) Automotive $ 2,649,716 $ 2,149,865 $ 7,950,176 $ 6,271,233 Industrial (2) 1,577,329 1,456,651 4,727,938 4,359,819 Business products 495,877 489,390 1,453,167 1,470,673 Total net sales $ 4,722,922 $ 4,095,906 $ 14,131,281 $ 12,101,725 Operating profit: Automotive 226,742 178,202 655,059 537,291 Industrial (2) 119,153 108,142 356,535 323,984 Business products 19,846 23,974 62,869 85,184 Total operating profit 365,741 310,318 1,074,463 946,459 Interest expense, net (21,881 ) (8,202 ) (70,713 ) (21,254 ) Intangible asset amortization (23,593 ) (11,845 ) (66,802 ) (34,085 ) Corporate expense (3) (28,532 ) (43,916 ) (115,623 ) (103,853 ) Income before income taxes $ 291,735 $ 246,355 $ 821,325 $ 787,267 (1) The net effect of discounts, incentives, and freight billed to customers has been allocated to their respective segments for the current and prior periods. Previously, the net effect of such items were captured and presented separately in a line item entitled “Other.” (2) Effective January 1, 2018, the electrical/electronic materials segment became a division of the industrial segment. These two reporting segments became a single reporting segment, the Industrial Parts Group. The change in segment reporting is presented retrospectively. (3) Includes $3,104 of income and $19,010 of expense for the three and nine months ended September 30, 2018 , respectively, from transaction and other costs related to the Alliance Automotive Group ("AAG") acquisition and the attempted Business Products Group spin-off, net of a $12,000 termination fee received in the third quarter. See the acquisitions and divestitures footnote for additional information. The three and nine months ended September 30, 2017 include $18,556 in transaction and other costs primarily related to the AAG acquisition. Net sales is disaggregated by geographical region for each of the Company’s reportable segments, as the Company deems this presentation best depicts how the nature, amount, timing and uncertainty of net sales and cash flows are affected by economic factors. The following table presents disaggregated geographical net sales from contracts with customers by reportable segment: Primary Geographical Markets Three Months Ended September 30, North America Australasia Europe Total 2018 2017 2018 2017 2018 2017 2018 2017 Reportable segments: Automotive $ 1,918,814 $ 1,842,688 $ 298,797 $ 307,177 $ 432,105 $ — $ 2,649,716 $ 2,149,865 Industrial 1,577,329 1,456,651 — — — — 1,577,329 1,456,651 Business products 495,877 489,390 — — — — 495,877 489,390 Net sales $ 3,992,020 $ 3,788,729 $ 298,797 $ 307,177 $ 432,105 $ — $ 4,722,922 $ 4,095,906 Primary Geographical Markets Nine Months Ended September 30, North America Australasia Europe Total 2018 2017 2018 2017 2018 2017 2018 2017 Reportable segments: Automotive $ 5,646,108 $ 5,405,717 $ 903,600 $ 865,516 $ 1,400,468 $ — $ 7,950,176 $ 6,271,233 Industrial 4,727,938 4,359,819 — — — — 4,727,938 4,359,819 Business products 1,453,167 1,470,673 — — — — 1,453,167 1,470,673 Net sales $ 11,827,213 $ 11,236,209 $ 903,600 $ 865,516 $ 1,400,468 $ — $ 14,131,281 $ 12,101,725 |
Revenue Recognition
Revenue Recognition | 9 Months Ended |
Sep. 30, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | Revenue Recognition The Company applied Accounting Standards Update ("ASU") 2014-09, Revenue from Contracts with Customers ("ASU 2014-09"), using the modified retrospective method effective January 1, 2018. The cumulative effect of initially applying ASU 2014-09 and its amendments resulted in a reduction to the opening retained earnings balance of $8,000 , prior to the tax adjustment, at January 1, 2018 and a related adjustment to other current liabilities as of that date. Revenue for periods prior to January 1, 2018 have not been adjusted and continue to be reported under Accounting Standards Codification ("ASC"), Revenue Recognition ( Topic 605 ). Upon adoption of ASU 2014-09, the Company also began classifying its estimate of merchandise returns expected in the next twelve months, which was $217,667 as of September 30, 2018 , in prepaid expenses and other current assets. This estimate was historically classified in merchandise inventories, net and the amount was $203,589 as of December 31, 2017 . The Company primarily recognizes revenue at the point the customer obtains control of the products or services and at an amount that reflects the consideration expected to be received for those products or services. Contracts with customers may include multiple performance obligations. For such arrangements, the Company allocates revenue to each performance obligation based on its relative standalone selling price and recognizes revenue upon delivery or as services are rendered. Revenue is recognized net of allowances for returns, variable consideration and any taxes collected from customers that will be remitted to governmental authorities. Revenue recognized over time is not significant. Payment terms with customers vary by the type and location of the customer and the products or services offered. The Company does not adjust the promised amount of consideration for the effects of significant financing components based on the expectation that the period between when the Company transfers a promised good or service to a customer and when the customer pays for that good or service will be one year or less. Arrangements with customers that include payment terms extending beyond one year are not significant. Liabilities for customer incentives, discounts, or rebates are included in other current liabilities in the condensed consolidated balance sheets. Product Distribution Revenues The Company generates revenue primarily by distributing products through wholesale and retail channels. For wholesale customers, revenue is recognized when title and control of the goods has passed to the customer. Retail revenue is recognized at the point of sale when the goods are transferred to customers and consideration is received. Shipping and handling activities are performed prior to the customer obtaining control of the products. Costs associated with shipping and handling are considered costs to fulfill a contract and are included in selling, administrative and other expenses in the period they are incurred. Other Revenues The Company offers software support, product cataloging, marketing, training and other membership program and support services to certain customers. This revenue is recognized as services are performed. Revenue from these services is recognized over a short duration and the impact to our condensed consolidated financial statements is not significant. Variable Consideration The Company’s products are generally sold with a right of return and may include variable consideration in the form of incentives, discounts, credits or rebates. The Company estimates variable consideration based on historical experience to determine the expected amount to which the Company will be entitled in exchange for transferring the promised goods or services to a customer. The Company recognizes estimated variable consideration as an adjustment to the transaction price when control of the related product or service is transferred. The realization of variable consideration occurs within a short period of time from product delivery; therefore, the time value of money effect is not significant. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 9 Months Ended |
Sep. 30, 2018 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive Loss The following tables present the changes in accumulated other comprehensive loss by component for the nine months ended September 30 : Changes in Accumulated Other Pension and Cash Flow and Net Investment Hedges Foreign Total Beginning balance, January 1, 2018 $ (568,957 ) $ (17,388 ) $ (266,247 ) $ (852,592 ) Other comprehensive income (loss) before reclassifications, net of tax — 16,151 (147,703 ) (131,552 ) Amounts reclassified from accumulated other comprehensive loss, net of tax 21,221 646 — 21,867 Other comprehensive income (loss), net of income taxes 21,221 16,797 (147,703 ) (109,685 ) Ending balance, September 30, 2018 $ (547,736 ) $ (591 ) $ (413,950 ) $ (962,277 ) Changes in Accumulated Other Pension and Cash Flow and Net Investment Hedges Foreign Total Beginning balance, January 1, 2017 $ (609,080 ) $ — $ (403,941 ) $ (1,013,021 ) Other comprehensive income before reclassifications, net of tax — — 118,852 118,852 Amounts reclassified from accumulated other comprehensive loss, net of tax 17,235 — — 17,235 Other comprehensive income, net of income taxes 17,235 — 118,852 136,087 Ending balance, September 30, 2017 $ (591,845 ) $ — $ (285,089 ) $ (876,934 ) The accumulated other comprehensive loss components related to the pension benefits are included in the computation of net periodic benefit income in the employee benefit plans footnote. The nature of the cash flow and net investment hedges are discussed in the derivatives and hedging footnote. |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 9 Months Ended |
Sep. 30, 2018 | |
Accounting Changes and Error Corrections [Abstract] | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Revenue from Contracts with Customers (Topic 606) In May 2014, the Financial Accounting Standards Board (“FASB”) issued ASU 2014-09 , which creates a single, comprehensive revenue recognition model for recognizing revenue from contracts with customers. The Company adopted ASU 2014-09 and its amendments on January 1, 2018. The core principle of the new standard is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. ASU 2014-09 defines a five-step process to achieve this core principle and, in doing so, it is possible more judgment and estimates may be required within the revenue recognition process than were required under previously existing guidance, including identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price and allocating the transaction price to each separate performance obligation, among others. ASU 2014-09 did not result in a significant change in the judgment or timing associated with the recognition of revenue from the sale of the Company’s products or services. See the revenue recognition footnote for additional information. Leases (Topic 842) In February 2016, the FASB issued ASU 2016-02, Leases ("ASU 2016-02"), which, among other things, requires an entity to recognize a right-of-use asset and a lease liability on the balance sheet for all leases, including operating leases, with a term greater than twelve months. Expanded disclosures with additional qualitative and quantitative information will also be required. ASU 2016-02 and its amendments are effective for interim and annual reporting periods beginning after December 15, 2018 and early adoption is permitted. In July 2018, the FASB issued amendments in ASU 2018-11, which provide a transition election to not restate comparative periods for the effects of applying the new standard. This transition election permits entities to change the date of initial application to the beginning of the year of adoption and to recognize the effects of applying the new standard as a cumulative-effect adjustment to the opening balance of retained earnings. The Company expects to elect this transition approach and recognize the cumulative impact of adoption in the opening balance of retained earnings as of January 1, 2019. The Company has established a cross-functional team and it is continuing to evaluate the new standard and prepare for implementation. As disclosed in the leased properties footnote in the 2017 Annual Report on Form 10-K, the future minimum payments under noncancelable operating leases are approximately $1,140,000 as of December 31, 2017. The Company believes the adoption of this standard will have a significant impact on the consolidated balance sheets. Income Tax Reform As more fully discussed in the income taxes footnote of the Company’s notes to the consolidated financial statements in its 2017 Annual Report on Form 10-K, the Tax Cuts and Jobs Act ("the Act") was enacted December 22, 2017. As of September 30, 2018 , the Company has not completed the accounting for the tax effects of the enactment of the Act due to its complexities and the limited guidance available; however, the Company has made a reasonable estimate of the effect of the Act on the existing deferred tax balances and of the one-time transition tax. There was no impact on the tax rate as a result of a change in estimate for the nine months ended September 30, 2018 . In all cases, the Company continues to refine the calculations as additional analysis and modeling are completed. Further, the Company's estimates may also be affected as regulations and additional guidance become available. In addition, the Act subjects a U.S. shareholder to tax on Global Intangible Low-Taxed Income ("GILTI") earned by certain foreign subsidiaries. Given the complexity of the GILTI provisions, the Company is still evaluating its effects and has not yet made an accounting policy election. The provision is not expected to have a material impact on the Company’s consolidated financial statements or related disclosures. Compensation-Retirement Benefits (Topic 715) In March 2017, the FASB issued ASU 2017-07, Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost ("ASU 2017-07"), which requires an entity to report the service cost component of net periodic benefit cost in the same line item as other compensation costs (selling, administrative and other expenses) and the remaining components in non-operating expense in the consolidated statements of income and comprehensive income. The Company adopted ASU 2017-07 retrospectively on January 1, 2018 and it did not have a material impact on the Company's condensed consolidated financial statements or related disclosures. See the employee benefit plans footnote for additional information. The Company elected to use the amounts disclosed in the employee benefit plans footnote for the prior comparative period as the basis for applying the retrospective presentation. Derivatives and Hedging (Topic 815) In August 2017, the FASB issued ASU 2017-12, Targeted Improvements to Accounting for Hedging Activities ("ASU 2017-12"), which eliminates the requirement to separately measure and report hedge ineffectiveness and requires companies to recognize all elements of hedge accounting that impact earnings in the same line item in the statement of income where the hedged item resides. The amendments also ease the requirements for effectiveness testing, hedge documentation and applying the critical terms match method, among other things. ASU 2017-12 is effective for interim and annual reporting periods beginning after December 15, 2018 and early adoption is permitted. The standard must be applied using a modified retrospective transition approach. The Company early adopted ASU 2017-12 as of July 1, 2018 and it did not have a material impact on the Company’s consolidated financial statements or related disclosures. |
Share-Based Compensation
Share-Based Compensation | 9 Months Ended |
Sep. 30, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-Based Compensation | Share-Based Compensation As more fully discussed in the share-based compensation footnote of the Company’s notes to the consolidated financial statements in its 2017 Annual Report on Form 10-K, the Company maintains various long-term incentive plans, which provide for the granting of stock options, stock appreciation rights (“SARs”), restricted stock, restricted stock units (“RSUs”), performance awards, dividend equivalents and other share-based awards. SARs represent a right to receive upon exercise an amount, payable in shares of common stock, equal to the excess, if any, of the fair market value of the Company’s common stock on the date of exercise over the base value of the grant. The terms of such SARs require net settlement in shares of common stock and do not provide for cash settlement. An RSU represents a contingent right to receive one share of the Company’s common stock at a future date. The majority of awards previously granted vest on a pro-rata basis for periods ranging from one to five years and are expensed accordingly on a straight-line basis. The Company issues new shares upon exercise or conversion of awards under these plans. Most awards may be exercised or converted to shares not earlier than twelve months nor later than ten years from the date of grant. At September 30, 2018 , total compensation cost related to nonvested awards not yet recognized was approximately $42,645 , as compared to $32,812 at December 31, 2017 . The weighted average period over which this compensation cost is expected to be recognized is approximately two years . The aggregate intrinsic value for SARs and RSUs outstanding at September 30, 2018 was approximately $122,430 . At September 30, 2018 , the aggregate intrinsic value for SARs and RSUs vested totaled approximately $50,065 , and the weighted average contractual lives for outstanding and exercisable SARs and RSUs were approximately five years. For the nine months ended September 30, 2018 , $15,417 of share-based compensation cost was recorded, as compared to $12,912 for the same nine month period in the prior year. Options to purchase approximately 643,000 and 1,495,000 shares of common stock were outstanding but excluded from the computations of diluted earnings per share for the three and nine month periods ended September 30, 2018 , respectively, as compared to approximately 2,515,000 and 1,867,000 shares for the three and nine month periods ended September 30, 2017 , respectively. These options were excluded from the computations of diluted net income per common share because the options’ exercise prices were greater than the average market price of the common stock. During the nine months ended September 30, 2018 , the Company granted approximately 360,000 RSUs. |
Employee Benefit Plans
Employee Benefit Plans | 9 Months Ended |
Sep. 30, 2018 | |
Retirement Benefits [Abstract] | |
Employee Benefit Plans | Employee Benefit Plans Net periodic benefit income for the Company's pension plans included the following components for the three months ended September 30 : Pension Benefits 2018 2017 Service cost $ 2,584 $ 2,240 Interest cost 22,044 24,243 Expected return on plan assets (38,470 ) (38,061 ) Amortization of prior service credit (37 ) (88 ) Amortization of actuarial loss 9,920 9,549 Net periodic benefit income $ (3,959 ) $ (2,117 ) Net periodic benefit income for the Company's pension plans included the following components for the nine months ended September 30 : Pension Benefits 2018 2017 Service cost $ 7,850 $ 6,530 Interest cost 66,228 72,474 Expected return on plan assets (115,574 ) (117,475 ) Amortization of prior service credit (111 ) (263 ) Amortization of actuarial loss 29,814 28,500 Net periodic benefit income $ (11,793 ) $ (10,234 ) Service cost is recorded in selling, administrative and other expenses in the condensed consolidated statements of income and comprehensive income while all other components are recorded within other non-operating expenses (income). Pension benefits also include amounts related to a supplemental retirement plan. During the nine months ended September 30, 2018 , the Company made a $38,700 contribution to the pension plan. |
Guarantees
Guarantees | 9 Months Ended |
Sep. 30, 2018 | |
Guarantees [Abstract] | |
Guarantees | Guarantees The Company guarantees the borrowings of certain independently controlled automotive parts stores (“independents”) and certain other affiliates in which the Company has a noncontrolling equity ownership interest (“affiliates”). Presently, the independents are generally consolidated by unaffiliated enterprises that have controlling financial interests through ownership of a majority voting interest in the independents. The Company has no voting interest or equity conversion rights in any of the independents. The Company does not control the independents or the affiliates, but receives a fee for the guarantees. The Company has concluded that the independents are variable interest entities, but that the Company is not the primary beneficiary. Specifically, the equity holders of the independents have the power to direct the activities that most significantly impact the entities’ economic performance including, but not limited to, decisions about hiring and terminating personnel, local marketing and promotional initiatives, pricing and selling activities, credit decisions, monitoring and maintaining appropriate inventories, and store hours. Separately, the Company concluded the affiliates are not variable interest entities. The Company’s maximum exposure to loss as a result of its involvement with these independents and affiliates is generally equal to the total borrowings subject to the Company’s guarantees. While such borrowings of the independents and affiliates are outstanding, the Company is required to maintain compliance with certain covenants, including a maximum debt to capitalization ratio and certain limitations on additional borrowings. At September 30, 2018 , the Company was in compliance with all such covenants. At September 30, 2018 , the total borrowings of the independents and affiliates subject to guarantee by the Company were approximately $724,276 . These loans generally mature over periods from one to six years . In the event that the Company is required to make payments in connection with guaranteed obligations of the independents or the affiliates, the Company would obtain and liquidate certain collateral (e.g., accounts receivable and inventory) to recover all or a portion of the amounts paid under the guarantees. When it is deemed probable that the Company will incur a loss in connection with a guarantee, a liability is recorded equal to this estimated loss. To date, the Company has had no significant losses in connection with guarantees of independents’ and affiliates’ borrowings. As of September 30, 2018 , the Company has recognized certain assets and liabilities amounting to $74,000 each for the guarantees related to the independents’ and affiliates’ borrowings. These assets and liabilities are included in other assets and other long-term liabilities in the condensed consolidated balance sheets. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 9 Months Ended |
Sep. 30, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The carrying amounts reflected in the condensed consolidated balance sheets for cash and cash equivalents, trade accounts receivable, trade accounts payable, and borrowings under the line of credit and term loan approximate their respective fair values based on the short-term nature of these instruments. As of September 30, 2018 , the carrying amount, net of debt issuance costs, and the fair value of fixed rate debt were approximately $1,477,915 and $1,437,301 , respectively. The fair value of fixed rate debt is designated as Level 2 in the fair value hierarchy (i.e., significant observable inputs) and is based primarily on the discounted value of future cash flows using current market interest rates offered for debt of similar credit risk and maturity. The carrying amount, net of debt issuance costs, of fixed rate debt of $1,477,915 is included in long-term debt in the condensed consolidated balance sheet. |
Derivatives and Hedging
Derivatives and Hedging | 9 Months Ended |
Sep. 30, 2018 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives and Hedging | Derivatives and Hedging The Company is exposed to various risks arising from business operations and market conditions, including fluctuations in interest rates and certain foreign currencies. When deemed appropriate, the Company uses derivative and non-derivative instruments as risk management tools to mitigate the potential impact of interest rate and foreign exchange rate risks. The objective of using these tools is to reduce fluctuations in the Company’s earnings and cash flows associated with changes in these rates. Derivative financial instruments are not used for trading or other speculative purposes. The Company has not historically incurred, and does not expect to incur in the future, any losses as a result of counterparty default related to derivative instruments. The Company formally documents relationships between hedging instruments and hedged items, as well as the risk management objective and strategy for undertaking various hedge transactions. This process includes linking cash flow hedges to specific forecasted transactions or variability of cash flow to be paid. The Company also formally assesses, both at the hedge’s inception and on an ongoing basis, whether the designated derivative and non-derivative instruments that are used in hedging transactions are highly effective in offsetting changes in the cash flows of the hedged items. When a designated instrument is determined not to be highly effective as a hedge or the underlying hedged transaction is no longer probable, hedge accounting is discontinued prospectively. Cash Flow Hedge In July 2018, the Company entered into an interest rate swap to mitigate variability in forecasted interest payments on $ 500,000 of the Company’s U.S. dollar-denominated unsecured variable rate debt. The interest rate swap effectively converts a portion of the floating rate interest payment into a fixed rate interest payment. The Company designated the interest rate swap as a qualifying hedging instrument and is accounting for this derivative as a cash flow hedge. The fair value of the interest rate cash flow hedge was not material as of September 30, 2018 . Gains or losses related to the interest rate cash flow hedge were not material during the three or nine months ended September 30, 2018 . Hedges of Net Investments in Foreign Operations In July 2018, concurrent with the cash flow hedge described above, the Company entered into a cross-currency interest rate swap agreement to effectively convert $500,000 of the U.S. dollar-denominated unsecured variable rate debt to fixed-rate Euro-denominated debt. The risk management objective of this transaction is to manage foreign currency risk relating to a European subsidiary and reduce the variability in the functional currency equivalent cash flows of the unsecured variable rate debt. The Company designated the cross-currency interest rate swap as a qualifying hedging instrument and is accounting for this derivative as a hedge of the foreign currency exchange rate exposure of an equal amount to the Company's Euro-denominated net investment in a European subsidiary. The fair value of the cross currency interest rate hedge was not material as of September 30, 2018 . Gains or losses related to the cross-currency swap agreement were not material during the three or nine months ended September 30, 2018 . As of September 30, 2018, the Company also had designated €700,000 of the face value of Euro-denominated debt, a non-derivative financial instrument, as a hedge of the foreign currency exchange rate exposure of an equal amount to the Company's euro-denominated net investment in a European subsidiary. As of September 30, 2018, the Euro-denominated debt has a total carrying amount of $812,280 , which is included in long-term debt in the Company’s condensed consolidated balance sheet. For the three and nine months ended September 30, 2018 , the Company recorded a gain, net of tax, of approximately $4,088 and $20,133 , respectively, in the cash flow and net investment hedges section of accumulated other comprehensive income (loss) in the Company’s condensed consolidated statements of income and comprehensive income. The Company did not reclassify any gains or losses related to net investment hedges from accumulated other comprehensive loss into earnings during the three or nine months ended September 30, 2018. Amounts would only be reclassified into earnings if the European subsidiary were liquidated, or otherwise disposed. |
Legal Matters
Legal Matters | 9 Months Ended |
Sep. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Legal Matters | Legal Matters As more fully discussed in the legal matter footnote of the Company's notes to the consolidated financial statements in its 2017 Annual Report on Form 10-K, a jury awarded damages against the Company in a litigated automotive product liability dispute. At the time of the filing of these financial statements, based upon the Company’s legal defenses, insurance coverage, and reserves, the Company does not believe this matter will have a material impact to the condensed consolidated financial statements. |
Acquisitions and Divestitures
Acquisitions and Divestitures | 9 Months Ended |
Sep. 30, 2018 | |
Business Combinations [Abstract] | |
Acquisitions and Divestitures | Acquisitions and Divestitures Alliance Automotive Group Acquisition The Company acquired all of the equity interests in AAG for approximately $1,067,000 in cash on November 2, 2017. The net cash consideration transferred of approximately $1,067,000 is net of the cash acquired of approximately $123,000 . Refer to the acquisitions and equity investments footnote of the Company's notes to the consolidated financial statements in its 2017 Annual Report on Form 10-K for further information regarding this acquisition. The following table summarizes the preliminary, estimated fair values of the assets acquired and liabilities assumed at the acquisition date as well as adjustments made to the acquisition accounting during the nine months ended September 30, 2018 (referred to as the "measurement period adjustments"). The measurement period adjustments primarily resulted from revisions to the valuation of certain tangible and intangible assets. The adjustments to current period earnings that would have been recognized in previous periods if the acquisition accounting had been completed on the acquisition date were not material. The Company is finalizing the allocation of the purchase price (primarily the determination of certain tax balances) and it is therefore preliminary and subject to revision. November 2, 2017 Measurement Period Adjustments As Adjusted Trade accounts receivable $ 380,000 $ 6,000 $ 386,000 Merchandise inventories 374,000 4,000 378,000 Prepaid expenses and other current assets 213,000 13,000 226,000 Intangible assets 727,000 86,000 813,000 Deferred tax assets 4,000 2,000 6,000 Property and equipment 93,000 (1,000 ) 92,000 Other assets 25,000 (11,000 ) 14,000 Total identifiable assets acquired 1,816,000 99,000 1,915,000 Current liabilities (768,000 ) (52,000 ) (820,000 ) Long-term debt (769,000 ) — (769,000 ) Pension and other post-retirement benefit liabilities (14,000 ) — (14,000 ) Deferred tax liabilities (151,000 ) (25,000 ) (176,000 ) Other long-term liabilities (32,000 ) (2,000 ) (34,000 ) Total liabilities assumed (1,734,000 ) (79,000 ) (1,813,000 ) Net identifiable assets acquired 82,000 20,000 102,000 Noncontrolling interests in subsidiaries (38,000 ) — (38,000 ) Goodwill 1,036,000 (33,000 ) 1,003,000 Net assets acquired $ 1,080,000 $ (13,000 ) $ 1,067,000 The estimated intangible assets attributable to the AAG acquisition are comprised of customer relationships, trademarks and non-compete agreements. The estimated fair value of the customer relationships acquired is $ 630,133 and has a weighted average useful life of 20 years . The estimated fair value of the trademarks acquired is $ 181,702 and has a weighted average useful life of 27 years . The estimated fair value of the non-compete agreements acquired is $ 1,165 and has a weighted average useful life of 2 years . Divestitures On April 12, 2018, the Company entered into a definitive agreement with Essendant, Inc. ("Essendant") for Essendant to combine with the Company's Business Products Group in a business combination transaction. The transaction was to be structured as a Reverse Morris Trust, in which the Company would separate the Business Products Group into a standalone company and spin off that standalone company to the Company's shareholders, immediately followed by the merger of a subsidiary of Essendant and the spun-off company. On September 14, 2018, the definitive agreement with Essendant was terminated by Essendant, so that Essendant could enter into a merger agreement with another party. Concurrently with the termination, the Company received a termination fee of $ 12,000 . The termination fee is classified as an offset to the transaction and other costs incurred related to the merger agreement within selling, administrative and other expenses in the condensed consolidated statements of income and comprehensive income. |
Reclassifications
Reclassifications | 9 Months Ended |
Sep. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Reclassifications | Reclassifications Certain prior period amounts have been reclassified to conform to the current year presentations. Within the condensed consolidated statements of income and comprehensive income, the Company adopted ASU 2017-07 and adjusted the prior period to include the components of net periodic benefit income other than the service cost component within other non-operating expenses (income). See the employee benefit plans footnote for additional information. As more fully discussed in the segment information footnote, the Company adjusted prior period net sales to allocate discounts, incentives, and freight billed to customers to their respective segments and also combined the industrial and electrical/electronic materials segments. Refer to the revenue recognition footnote for more information about the Company's change in classification for its estimate of certain merchandise returns in connection with adopting ASU 2014-09. |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 9 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Basis of Accounting | The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and therefore do not include all information and footnotes required by accounting principles generally accepted in the U.S. for complete financial statements. Except as disclosed herein, there has been no material change in the information disclosed in the notes to the consolidated financial statements included in the Annual Report on Form 10-K of Genuine Parts Company (the “Company,” "we," "our," "us," or "its") for the year ended December 31, 2017 . Accordingly, the unaudited interim condensed consolidated financial statements and related disclosures herein should be read in conjunction with the Company’s 2017 Annual Report on Form 10-K. |
Use of Estimates | The preparation of interim financial statements requires management to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements. Specifically, the Company makes estimates and assumptions in its interim condensed consolidated financial statements for inventory adjustments, the accrual of bad debts, customer sales returns, and volume incentives earned, among others. Inventory adjustments (including adjustments for a majority of inventories that are valued under the last-in, first-out (“LIFO”) method) are accrued on an interim basis and adjusted in the fourth quarter based on the annual book to physical inventory adjustment and LIFO valuation, which are performed each year-end. Reserves for bad debts and customer sales returns are estimated and accrued on an interim basis based upon historical experience. Volume incentives are estimated based upon cumulative and projected purchasing levels. The estimates and assumptions for interim reporting may change upon final determination at year-end, and such changes may be significant. |
Revenue Recognition | The Company applied Accounting Standards Update ("ASU") 2014-09, Revenue from Contracts with Customers ("ASU 2014-09"), using the modified retrospective method effective January 1, 2018. The cumulative effect of initially applying ASU 2014-09 and its amendments resulted in a reduction to the opening retained earnings balance of $8,000 , prior to the tax adjustment, at January 1, 2018 and a related adjustment to other current liabilities as of that date. Revenue for periods prior to January 1, 2018 have not been adjusted and continue to be reported under Accounting Standards Codification ("ASC"), Revenue Recognition ( Topic 605 ). Upon adoption of ASU 2014-09, the Company also began classifying its estimate of merchandise returns expected in the next twelve months, which was $217,667 as of September 30, 2018 , in prepaid expenses and other current assets. This estimate was historically classified in merchandise inventories, net and the amount was $203,589 as of December 31, 2017 . The Company primarily recognizes revenue at the point the customer obtains control of the products or services and at an amount that reflects the consideration expected to be received for those products or services. Contracts with customers may include multiple performance obligations. For such arrangements, the Company allocates revenue to each performance obligation based on its relative standalone selling price and recognizes revenue upon delivery or as services are rendered. Revenue is recognized net of allowances for returns, variable consideration and any taxes collected from customers that will be remitted to governmental authorities. Revenue recognized over time is not significant. Payment terms with customers vary by the type and location of the customer and the products or services offered. The Company does not adjust the promised amount of consideration for the effects of significant financing components based on the expectation that the period between when the Company transfers a promised good or service to a customer and when the customer pays for that good or service will be one year or less. Arrangements with customers that include payment terms extending beyond one year are not significant. Liabilities for customer incentives, discounts, or rebates are included in other current liabilities in the condensed consolidated balance sheets. Product Distribution Revenues The Company generates revenue primarily by distributing products through wholesale and retail channels. For wholesale customers, revenue is recognized when title and control of the goods has passed to the customer. Retail revenue is recognized at the point of sale when the goods are transferred to customers and consideration is received. Shipping and handling activities are performed prior to the customer obtaining control of the products. Costs associated with shipping and handling are considered costs to fulfill a contract and are included in selling, administrative and other expenses in the period they are incurred. Other Revenues The Company offers software support, product cataloging, marketing, training and other membership program and support services to certain customers. This revenue is recognized as services are performed. Revenue from these services is recognized over a short duration and the impact to our condensed consolidated financial statements is not significant. Variable Consideration The Company’s products are generally sold with a right of return and may include variable consideration in the form of incentives, discounts, credits or rebates. The Company estimates variable consideration based on historical experience to determine the expected amount to which the Company will be entitled in exchange for transferring the promised goods or services to a customer. The Company recognizes estimated variable consideration as an adjustment to the transaction price when control of the related product or service is transferred. The realization of variable consideration occurs within a short period of time from product delivery; therefore, the time value of money effect is not significant. |
Recent Accounting Pronouncements | Revenue from Contracts with Customers (Topic 606) In May 2014, the Financial Accounting Standards Board (“FASB”) issued ASU 2014-09 , which creates a single, comprehensive revenue recognition model for recognizing revenue from contracts with customers. The Company adopted ASU 2014-09 and its amendments on January 1, 2018. The core principle of the new standard is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. ASU 2014-09 defines a five-step process to achieve this core principle and, in doing so, it is possible more judgment and estimates may be required within the revenue recognition process than were required under previously existing guidance, including identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price and allocating the transaction price to each separate performance obligation, among others. ASU 2014-09 did not result in a significant change in the judgment or timing associated with the recognition of revenue from the sale of the Company’s products or services. See the revenue recognition footnote for additional information. Leases (Topic 842) In February 2016, the FASB issued ASU 2016-02, Leases ("ASU 2016-02"), which, among other things, requires an entity to recognize a right-of-use asset and a lease liability on the balance sheet for all leases, including operating leases, with a term greater than twelve months. Expanded disclosures with additional qualitative and quantitative information will also be required. ASU 2016-02 and its amendments are effective for interim and annual reporting periods beginning after December 15, 2018 and early adoption is permitted. In July 2018, the FASB issued amendments in ASU 2018-11, which provide a transition election to not restate comparative periods for the effects of applying the new standard. This transition election permits entities to change the date of initial application to the beginning of the year of adoption and to recognize the effects of applying the new standard as a cumulative-effect adjustment to the opening balance of retained earnings. The Company expects to elect this transition approach and recognize the cumulative impact of adoption in the opening balance of retained earnings as of January 1, 2019. The Company has established a cross-functional team and it is continuing to evaluate the new standard and prepare for implementation. As disclosed in the leased properties footnote in the 2017 Annual Report on Form 10-K, the future minimum payments under noncancelable operating leases are approximately $1,140,000 as of December 31, 2017. The Company believes the adoption of this standard will have a significant impact on the consolidated balance sheets. Income Tax Reform As more fully discussed in the income taxes footnote of the Company’s notes to the consolidated financial statements in its 2017 Annual Report on Form 10-K, the Tax Cuts and Jobs Act ("the Act") was enacted December 22, 2017. As of September 30, 2018 , the Company has not completed the accounting for the tax effects of the enactment of the Act due to its complexities and the limited guidance available; however, the Company has made a reasonable estimate of the effect of the Act on the existing deferred tax balances and of the one-time transition tax. There was no impact on the tax rate as a result of a change in estimate for the nine months ended September 30, 2018 . In all cases, the Company continues to refine the calculations as additional analysis and modeling are completed. Further, the Company's estimates may also be affected as regulations and additional guidance become available. In addition, the Act subjects a U.S. shareholder to tax on Global Intangible Low-Taxed Income ("GILTI") earned by certain foreign subsidiaries. Given the complexity of the GILTI provisions, the Company is still evaluating its effects and has not yet made an accounting policy election. The provision is not expected to have a material impact on the Company’s consolidated financial statements or related disclosures. Compensation-Retirement Benefits (Topic 715) In March 2017, the FASB issued ASU 2017-07, Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost ("ASU 2017-07"), which requires an entity to report the service cost component of net periodic benefit cost in the same line item as other compensation costs (selling, administrative and other expenses) and the remaining components in non-operating expense in the consolidated statements of income and comprehensive income. The Company adopted ASU 2017-07 retrospectively on January 1, 2018 and it did not have a material impact on the Company's condensed consolidated financial statements or related disclosures. See the employee benefit plans footnote for additional information. The Company elected to use the amounts disclosed in the employee benefit plans footnote for the prior comparative period as the basis for applying the retrospective presentation. Derivatives and Hedging (Topic 815) In August 2017, the FASB issued ASU 2017-12, Targeted Improvements to Accounting for Hedging Activities ("ASU 2017-12"), which eliminates the requirement to separately measure and report hedge ineffectiveness and requires companies to recognize all elements of hedge accounting that impact earnings in the same line item in the statement of income where the hedged item resides. The amendments also ease the requirements for effectiveness testing, hedge documentation and applying the critical terms match method, among other things. ASU 2017-12 is effective for interim and annual reporting periods beginning after December 15, 2018 and early adoption is permitted. The standard must be applied using a modified retrospective transition approach. The Company early adopted ASU 2017-12 as of July 1, 2018 and it did not have a material impact on the Company’s consolidated financial statements or related disclosures. |
Share-based Compensation | As more fully discussed in the share-based compensation footnote of the Company’s notes to the consolidated financial statements in its 2017 Annual Report on Form 10-K, the Company maintains various long-term incentive plans, which provide for the granting of stock options, stock appreciation rights (“SARs”), restricted stock, restricted stock units (“RSUs”), performance awards, dividend equivalents and other share-based awards. SARs represent a right to receive upon exercise an amount, payable in shares of common stock, equal to the excess, if any, of the fair market value of the Company’s common stock on the date of exercise over the base value of the grant. The terms of such SARs require net settlement in shares of common stock and do not provide for cash settlement. An RSU represents a contingent right to receive one share of the Company’s common stock at a future date. The majority of awards previously granted vest on a pro-rata basis for periods ranging from one to five years and are expensed accordingly on a straight-line basis. The Company issues new shares upon exercise or conversion of awards under these plans. Most awards may be exercised or converted to shares not earlier than twelve months nor later than ten years from the date of grant. |
Guarantees | The Company guarantees the borrowings of certain independently controlled automotive parts stores (“independents”) and certain other affiliates in which the Company has a noncontrolling equity ownership interest (“affiliates”). Presently, the independents are generally consolidated by unaffiliated enterprises that have controlling financial interests through ownership of a majority voting interest in the independents. The Company has no voting interest or equity conversion rights in any of the independents. The Company does not control the independents or the affiliates, but receives a fee for the guarantees. The Company has concluded that the independents are variable interest entities, but that the Company is not the primary beneficiary. Specifically, the equity holders of the independents have the power to direct the activities that most significantly impact the entities’ economic performance including, but not limited to, decisions about hiring and terminating personnel, local marketing and promotional initiatives, pricing and selling activities, credit decisions, monitoring and maintaining appropriate inventories, and store hours. Separately, the Company concluded the affiliates are not variable interest entities. The Company’s maximum exposure to loss as a result of its involvement with these independents and affiliates is generally equal to the total borrowings subject to the Company’s guarantees. While such borrowings of the independents and affiliates are outstanding, the Company is required to maintain compliance with certain covenants, including a maximum debt to capitalization ratio and certain limitations on additional borrowings. At September 30, 2018 , the Company was in compliance with all such covenants. In the event that the Company is required to make payments in connection with guaranteed obligations of the independents or the affiliates, the Company would obtain and liquidate certain collateral (e.g., accounts receivable and inventory) to recover all or a portion of the amounts paid under the guarantees. When it is deemed probable that the Company will incur a loss in connection with a guarantee, a liability is recorded equal to this estimated loss. |
Fair Value of Financial Instruments | The carrying amounts reflected in the condensed consolidated balance sheets for cash and cash equivalents, trade accounts receivable, trade accounts payable, and borrowings under the line of credit and term loan approximate their respective fair values based on the short-term nature of these instruments. The fair value of fixed rate debt is designated as Level 2 in the fair value hierarchy (i.e., significant observable inputs) and is based primarily on the discounted value of future cash flows using current market interest rates offered for debt of similar credit risk and maturity. |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Segment Reporting [Abstract] | |
Summary of Segment Information | The following table presents a summary of the Company's reportable segment financial information: Three Months Ended September 30, Nine Months Ended September 30, 2018 2017 2018 2017 Net sales: (1) Automotive $ 2,649,716 $ 2,149,865 $ 7,950,176 $ 6,271,233 Industrial (2) 1,577,329 1,456,651 4,727,938 4,359,819 Business products 495,877 489,390 1,453,167 1,470,673 Total net sales $ 4,722,922 $ 4,095,906 $ 14,131,281 $ 12,101,725 Operating profit: Automotive 226,742 178,202 655,059 537,291 Industrial (2) 119,153 108,142 356,535 323,984 Business products 19,846 23,974 62,869 85,184 Total operating profit 365,741 310,318 1,074,463 946,459 Interest expense, net (21,881 ) (8,202 ) (70,713 ) (21,254 ) Intangible asset amortization (23,593 ) (11,845 ) (66,802 ) (34,085 ) Corporate expense (3) (28,532 ) (43,916 ) (115,623 ) (103,853 ) Income before income taxes $ 291,735 $ 246,355 $ 821,325 $ 787,267 (1) The net effect of discounts, incentives, and freight billed to customers has been allocated to their respective segments for the current and prior periods. Previously, the net effect of such items were captured and presented separately in a line item entitled “Other.” (2) Effective January 1, 2018, the electrical/electronic materials segment became a division of the industrial segment. These two reporting segments became a single reporting segment, the Industrial Parts Group. The change in segment reporting is presented retrospectively. (3) Includes $3,104 of income and $19,010 of expense for the three and nine months ended September 30, 2018 , respectively, from transaction and other costs related to the Alliance Automotive Group ("AAG") acquisition and the attempted Business Products Group spin-off, net of a $12,000 termination fee received in the third quarter. See the acquisitions and divestitures footnote for additional information. The three and nine months ended September 30, 2017 include $18,556 in transaction and other costs primarily related to the AAG acquisition. |
Revenue from External Customers by Geographic Areas | The following table presents disaggregated geographical net sales from contracts with customers by reportable segment: Primary Geographical Markets Three Months Ended September 30, North America Australasia Europe Total 2018 2017 2018 2017 2018 2017 2018 2017 Reportable segments: Automotive $ 1,918,814 $ 1,842,688 $ 298,797 $ 307,177 $ 432,105 $ — $ 2,649,716 $ 2,149,865 Industrial 1,577,329 1,456,651 — — — — 1,577,329 1,456,651 Business products 495,877 489,390 — — — — 495,877 489,390 Net sales $ 3,992,020 $ 3,788,729 $ 298,797 $ 307,177 $ 432,105 $ — $ 4,722,922 $ 4,095,906 Primary Geographical Markets Nine Months Ended September 30, North America Australasia Europe Total 2018 2017 2018 2017 2018 2017 2018 2017 Reportable segments: Automotive $ 5,646,108 $ 5,405,717 $ 903,600 $ 865,516 $ 1,400,468 $ — $ 7,950,176 $ 6,271,233 Industrial 4,727,938 4,359,819 — — — — 4,727,938 4,359,819 Business products 1,453,167 1,470,673 — — — — 1,453,167 1,470,673 Net sales $ 11,827,213 $ 11,236,209 $ 903,600 $ 865,516 $ 1,400,468 $ — $ 14,131,281 $ 12,101,725 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Equity [Abstract] | |
Changes in Accumulated Other Comprehensive Loss | The following tables present the changes in accumulated other comprehensive loss by component for the nine months ended September 30 : Changes in Accumulated Other Pension and Cash Flow and Net Investment Hedges Foreign Total Beginning balance, January 1, 2018 $ (568,957 ) $ (17,388 ) $ (266,247 ) $ (852,592 ) Other comprehensive income (loss) before reclassifications, net of tax — 16,151 (147,703 ) (131,552 ) Amounts reclassified from accumulated other comprehensive loss, net of tax 21,221 646 — 21,867 Other comprehensive income (loss), net of income taxes 21,221 16,797 (147,703 ) (109,685 ) Ending balance, September 30, 2018 $ (547,736 ) $ (591 ) $ (413,950 ) $ (962,277 ) Changes in Accumulated Other Pension and Cash Flow and Net Investment Hedges Foreign Total Beginning balance, January 1, 2017 $ (609,080 ) $ — $ (403,941 ) $ (1,013,021 ) Other comprehensive income before reclassifications, net of tax — — 118,852 118,852 Amounts reclassified from accumulated other comprehensive loss, net of tax 17,235 — — 17,235 Other comprehensive income, net of income taxes 17,235 — 118,852 136,087 Ending balance, September 30, 2017 $ (591,845 ) $ — $ (285,089 ) $ (876,934 ) |
Employee Benefit Plans (Tables)
Employee Benefit Plans (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Retirement Benefits [Abstract] | |
Components of Net Periodic Benefit Income for the Pension Plans | Net periodic benefit income for the Company's pension plans included the following components for the three months ended September 30 : Pension Benefits 2018 2017 Service cost $ 2,584 $ 2,240 Interest cost 22,044 24,243 Expected return on plan assets (38,470 ) (38,061 ) Amortization of prior service credit (37 ) (88 ) Amortization of actuarial loss 9,920 9,549 Net periodic benefit income $ (3,959 ) $ (2,117 ) Net periodic benefit income for the Company's pension plans included the following components for the nine months ended September 30 : Pension Benefits 2018 2017 Service cost $ 7,850 $ 6,530 Interest cost 66,228 72,474 Expected return on plan assets (115,574 ) (117,475 ) Amortization of prior service credit (111 ) (263 ) Amortization of actuarial loss 29,814 28,500 Net periodic benefit income $ (11,793 ) $ (10,234 ) |
Acquisitions and Divestitures A
Acquisitions and Divestitures Acquisitions and Divestitures (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Business Combinations [Abstract] | |
Fair Values of Assets Acquired and Liabilities Assumed | The following table summarizes the preliminary, estimated fair values of the assets acquired and liabilities assumed at the acquisition date as well as adjustments made to the acquisition accounting during the nine months ended September 30, 2018 (referred to as the "measurement period adjustments"). The measurement period adjustments primarily resulted from revisions to the valuation of certain tangible and intangible assets. The adjustments to current period earnings that would have been recognized in previous periods if the acquisition accounting had been completed on the acquisition date were not material. The Company is finalizing the allocation of the purchase price (primarily the determination of certain tax balances) and it is therefore preliminary and subject to revision. November 2, 2017 Measurement Period Adjustments As Adjusted Trade accounts receivable $ 380,000 $ 6,000 $ 386,000 Merchandise inventories 374,000 4,000 378,000 Prepaid expenses and other current assets 213,000 13,000 226,000 Intangible assets 727,000 86,000 813,000 Deferred tax assets 4,000 2,000 6,000 Property and equipment 93,000 (1,000 ) 92,000 Other assets 25,000 (11,000 ) 14,000 Total identifiable assets acquired 1,816,000 99,000 1,915,000 Current liabilities (768,000 ) (52,000 ) (820,000 ) Long-term debt (769,000 ) — (769,000 ) Pension and other post-retirement benefit liabilities (14,000 ) — (14,000 ) Deferred tax liabilities (151,000 ) (25,000 ) (176,000 ) Other long-term liabilities (32,000 ) (2,000 ) (34,000 ) Total liabilities assumed (1,734,000 ) (79,000 ) (1,813,000 ) Net identifiable assets acquired 82,000 20,000 102,000 Noncontrolling interests in subsidiaries (38,000 ) — (38,000 ) Goodwill 1,036,000 (33,000 ) 1,003,000 Net assets acquired $ 1,080,000 $ (13,000 ) $ 1,067,000 |
Segment Information - Operating
Segment Information - Operating Results by Segment (Details) - USD ($) $ in Thousands | Sep. 14, 2018 | Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 |
Segment Reporting Information [Line Items] | |||||
Net sales | $ 4,722,922 | $ 4,095,906 | $ 14,131,281 | $ 12,101,725 | |
Income before income taxes | 291,735 | 246,355 | 821,325 | 787,267 | |
Transaction costs | 18,556 | 18,556 | |||
Business Products Group [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Proceeds from termination fee | $ 12,000 | ||||
Automotive [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 2,649,716 | 2,149,865 | 7,950,176 | 6,271,233 | |
Industrial [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 1,577,329 | 1,456,651 | 4,727,938 | 4,359,819 | |
Business Products [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 495,877 | 489,390 | 1,453,167 | 1,470,673 | |
Operating Segments [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Operating profit | 365,741 | 310,318 | 1,074,463 | 946,459 | |
Operating Segments [Member] | Automotive [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 2,649,716 | 2,149,865 | 7,950,176 | 6,271,233 | |
Operating profit | 226,742 | 178,202 | 655,059 | 537,291 | |
Operating Segments [Member] | Industrial [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 1,577,329 | 1,456,651 | 4,727,938 | 4,359,819 | |
Operating profit | 119,153 | 108,142 | 356,535 | 323,984 | |
Operating Segments [Member] | Business Products [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 495,877 | 489,390 | 1,453,167 | 1,470,673 | |
Operating profit | 19,846 | 23,974 | 62,869 | 85,184 | |
Other [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Interest expense, net | (21,881) | (8,202) | (70,713) | (21,254) | |
Intangible asset amortization | (23,593) | (11,845) | (66,802) | (34,085) | |
Corporate expense | (28,532) | $ (43,916) | (115,623) | $ (103,853) | |
Transaction costs | $ 3,104 | $ 19,010 |
Segment Information - Disaggreg
Segment Information - Disaggregated Geographical Revenue by Reportable Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Disaggregation of Revenue [Line Items] | ||||
Net sales | $ 4,722,922 | $ 4,095,906 | $ 14,131,281 | $ 12,101,725 |
North America [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 3,992,020 | 3,788,729 | 11,827,213 | 11,236,209 |
Australasia [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 298,797 | 307,177 | 903,600 | 865,516 |
Europe [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 432,105 | 0 | 1,400,468 | 0 |
Automotive [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 2,649,716 | 2,149,865 | 7,950,176 | 6,271,233 |
Automotive [Member] | North America [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 1,918,814 | 1,842,688 | 5,646,108 | 5,405,717 |
Automotive [Member] | Australasia [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 298,797 | 307,177 | 903,600 | 865,516 |
Automotive [Member] | Europe [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 432,105 | 0 | 1,400,468 | 0 |
Industrial [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 1,577,329 | 1,456,651 | 4,727,938 | 4,359,819 |
Industrial [Member] | North America [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 1,577,329 | 1,456,651 | 4,727,938 | 4,359,819 |
Industrial [Member] | Australasia [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 0 | 0 | 0 | 0 |
Industrial [Member] | Europe [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 0 | 0 | 0 | 0 |
Business Products [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 495,877 | 489,390 | 1,453,167 | 1,470,673 |
Business Products [Member] | North America [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 495,877 | 489,390 | 1,453,167 | 1,470,673 |
Business Products [Member] | Australasia [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 0 | 0 | 0 | 0 |
Business Products [Member] | Europe [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | $ 0 | $ 0 | $ 0 | $ 0 |
Revenue Recognition (Details)
Revenue Recognition (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Jan. 01, 2018 | Dec. 31, 2017 |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Reduction to retained earnings | $ (4,349,014) | $ (4,049,965) | |
Other current liabilities | 1,045,053 | 1,034,441 | |
Right to recover product | $ 217,667 | $ 203,589 | |
Difference between Revenue Guidance in Effect before and after Topic 606 [Member] | Accounting Standards Update 2014-09 [Member] | |||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||
Reduction to retained earnings | $ 8,000 | ||
Other current liabilities | $ 8,000 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Loss - Changes in Accumulated Other Comprehensive (Loss) by Component (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
AOCI Attributable to Parent [Roll Forward] | ||
Beginning balance | $ 3,412,152 | |
Other comprehensive income (loss) before reclassifications, net of tax | (131,552) | $ 118,852 |
Amounts reclassified from accumulated other comprehensive loss, net of tax | 21,867 | 17,235 |
Other comprehensive income (loss), net of income taxes | (109,685) | 136,087 |
Ending balance | 3,611,054 | |
Pension and Other Post-Retirement Benefits [Member] | ||
AOCI Attributable to Parent [Roll Forward] | ||
Beginning balance | (568,957) | (609,080) |
Other comprehensive income (loss) before reclassifications, net of tax | 0 | 0 |
Amounts reclassified from accumulated other comprehensive loss, net of tax | 21,221 | 17,235 |
Other comprehensive income (loss), net of income taxes | 21,221 | 17,235 |
Ending balance | (547,736) | (591,845) |
Net Investment Hedge [Member] | ||
AOCI Attributable to Parent [Roll Forward] | ||
Beginning balance | (17,388) | 0 |
Other comprehensive income (loss) before reclassifications, net of tax | 16,151 | 0 |
Amounts reclassified from accumulated other comprehensive loss, net of tax | 646 | 0 |
Other comprehensive income (loss), net of income taxes | 16,797 | 0 |
Ending balance | (591) | 0 |
Foreign Currency Translation [Member] | ||
AOCI Attributable to Parent [Roll Forward] | ||
Beginning balance | (266,247) | (403,941) |
Other comprehensive income (loss) before reclassifications, net of tax | (147,703) | 118,852 |
Amounts reclassified from accumulated other comprehensive loss, net of tax | 0 | 0 |
Other comprehensive income (loss), net of income taxes | (147,703) | 118,852 |
Ending balance | (413,950) | (285,089) |
Total [Member] | ||
AOCI Attributable to Parent [Roll Forward] | ||
Beginning balance | (852,592) | (1,013,021) |
Ending balance | $ (962,277) | $ (876,934) |
Recent Accounting Pronounceme_2
Recent Accounting Pronouncements (Details) $ in Millions | Dec. 31, 2017USD ($) |
Accounting Changes and Error Corrections [Abstract] | |
Future minimum payments due | $ 1,140 |
Share-Based Compensation (Detai
Share-Based Compensation (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of shares received per restricted stock unit (in shares) | 1 | ||||
Total compensation cost related to nonvested awards, unrecognized | $ 42,645 | $ 42,645 | $ 32,812 | ||
Weighted-average period to recognize compensation cost (in years) | 2 years | ||||
Aggregate intrinsic value for outstanding SARs and RSUs | $ 122,430 | $ 122,430 | |||
Aggregate intrinsic value for vested SARs and RSUs | $ 50,065 | ||||
Weighted-average remaining contractual life for outstanding SARs and RSUs (in years) | 5 years | ||||
Share-based compensation | $ 15,417 | $ 12,912 | |||
Outstanding options to purchase common shares not included in dilutive shares (in shares) | 643,000 | 2,515,000 | 1,495,000 | 1,867,000 | |
Restricted Stock Units (RSUs) [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Grants in period (in shares) | 360,000 | ||||
Minimum [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based payment award granted vesting period range (in years) | 1 year | ||||
Share-based payment, awards exercise period (in years and months) | 12 months | ||||
Maximum [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based payment award granted vesting period range (in years) | 5 years | ||||
Share-based payment, awards exercise period (in years and months) | 10 years |
Employee Benefit Plans - Compo
Employee Benefit Plans - Components of Net Periodic Benefit Income for the Pension Plans (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Retirement Benefits [Abstract] | ||||
Service cost | $ 2,584 | $ 2,240 | $ 7,850 | $ 6,530 |
Interest cost | 22,044 | 24,243 | 66,228 | 72,474 |
Expected return on plan assets | (38,470) | (38,061) | (115,574) | (117,475) |
Amortization of prior service credit | (37) | (88) | (111) | (263) |
Amortization of actuarial loss | 9,920 | 9,549 | 29,814 | 28,500 |
Net periodic benefit income | $ (3,959) | $ (2,117) | $ (11,793) | $ (10,234) |
Employee Benefit Plans - Addit
Employee Benefit Plans - Additional Information (Details) $ in Millions | 9 Months Ended |
Sep. 30, 2018USD ($) | |
Retirement Benefits [Abstract] | |
Contribution to the pension plan | $ 38.7 |
Guarantees (Details)
Guarantees (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2018USD ($) | |
Guarantor Obligations [Line Items] | |
Total borrowings of the independents and affiliates subject to guarantee | $ 724,276 |
Guarantees related to borrowings, other assets | 74,000 |
Guarantor obligation, current carrying value | $ 74,000 |
Minimum [Member] | |
Guarantor Obligations [Line Items] | |
Guaranteed obligations maturity (in years) | 1 year |
Maximum [Member] | |
Guarantor Obligations [Line Items] | |
Guaranteed obligations maturity (in years) | 6 years |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Details) $ in Thousands | Sep. 30, 2018USD ($) |
Reported Value Measurement [Member] | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Fair value of fixed rate debt | $ 1,477,915 |
Estimate of Fair Value Measurement [Member] | Fair Value, Inputs, Level 2 [Member] | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Fair value of fixed rate debt | $ 1,437,301 |
Derivatives and Hedging (Detail
Derivatives and Hedging (Details) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018USD ($) | Sep. 30, 2018EUR (€) | Sep. 30, 2018USD ($) | Jul. 31, 2018USD ($) | |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||
Net investment hedge, net of tax | $ 4,088,000 | $ 20,133,000 | ||
Designated as Hedging Instrument [Member] | ||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||
Notional amount of nonderivative instruments | € | € 700,000,000 | |||
Unsecured long-term debt, noncurrent | $ 812,280,000 | $ 812,280,000 | ||
Cash Flow Hedging [Member] | Interest Rate Swap [Member] | ||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||
Derivative, amount of hedged item | $ 500,000,000 | |||
Cash Flow Hedging [Member] | Cross Currency Interest Rate Contract [Member] | ||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||
Derivative, amount of hedged item | $ 500,000,000 |
Acquisitions and Divestitures -
Acquisitions and Divestitures - Additional Information (Details) - USD ($) $ in Thousands | Sep. 14, 2018 | Nov. 02, 2017 | Sep. 30, 2018 |
Business Products Group [Member] | |||
Business Acquisition [Line Items] | |||
Proceeds from termination fee | $ 12,000 | ||
Alliance Automotive Group [Member] | |||
Business Acquisition [Line Items] | |||
Payments to acquire businesses, net of cash acquired | $ 1,067,000 | ||
Cash acquired from acquisition | 123,000 | ||
Intangible assets | 727,000 | $ 813,000 | |
Alliance Automotive Group [Member] | Customer Relationships [Member] | |||
Business Acquisition [Line Items] | |||
Intangible assets | $ 630,133 | ||
Weighted average useful life | 20 years | ||
Alliance Automotive Group [Member] | Trademarks [Member] | |||
Business Acquisition [Line Items] | |||
Intangible assets | $ 181,702 | ||
Weighted average useful life | 27 years | ||
Alliance Automotive Group [Member] | Employment Contracts [Member] | |||
Business Acquisition [Line Items] | |||
Intangible assets | $ 1,165 | ||
Weighted average useful life | 2 years |
Acquisitions and Divestitures_2
Acquisitions and Divestitures - Schedule of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | 11 Months Ended | ||
Sep. 30, 2018 | Dec. 31, 2017 | Nov. 02, 2017 | |
Business Acquisition [Line Items] | |||
Goodwill | $ 2,097,990 | $ 2,153,988 | |
Alliance Automotive Group [Member] | |||
Business Acquisition [Line Items] | |||
Trade accounts receivable | 386,000 | $ 380,000 | |
Merchandise inventories | 378,000 | 374,000 | |
Prepaid expenses and other current assets | 226,000 | 213,000 | |
Intangible assets | 813,000 | 727,000 | |
Deferred tax assets | 6,000 | 4,000 | |
Property and equipment | 92,000 | 93,000 | |
Other assets | 14,000 | 25,000 | |
Total identifiable assets acquired | 1,915,000 | 1,816,000 | |
Current liabilities | (820,000) | (768,000) | |
Long-term debt | (769,000) | (769,000) | |
Pension and other post-retirement benefit liabilities | (14,000) | (14,000) | |
Deferred tax liabilities | (176,000) | (151,000) | |
Other long-term liabilities | (34,000) | (32,000) | |
Total liabilities assumed | (1,813,000) | (1,734,000) | |
Net identifiable assets acquired | 102,000 | 82,000 | |
Noncontrolling interests in subsidiaries | (38,000) | (38,000) | |
Goodwill | 1,003,000 | 1,036,000 | |
Net assets acquired | 1,067,000 | $ 1,080,000 | |
Measurement Period Adjustments | |||
Trade accounts receivable | 6,000 | ||
Merchandise inventories | 4,000 | ||
Prepaid expenses and other current assets | 13,000 | ||
Intangible assets | 86,000 | ||
Deferred tax assets | 2,000 | ||
Property and equipment | (1,000) | ||
Other assets | (11,000) | ||
Total identifiable assets acquired | 99,000 | ||
Current liabilities | (52,000) | ||
Long-term debt | 0 | ||
Pension and other post-retirement benefit liabilities | 0 | ||
Deferred tax liabilities | (25,000) | ||
Other long-term liabilities | (2,000) | ||
Total liabilities assumed | (79,000) | ||
Net identifiable assets acquired | 20,000 | ||
Noncontrolling interests in subsidiaries | 0 | ||
Goodwill | (33,000) | ||
Net assets acquired | $ (13,000) |