Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Jan. 31, 2017 | Jun. 30, 2016 | |
Document and Entity Information [Abstract] | |||
Entity Registrant Name | USG CORP | ||
Entity Central Index Key | 757,011 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2016 | ||
Amendment Flag | false | ||
Document Fiscal Year Focus | 2,016 | ||
Document Fiscal Period Focus | FY | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Public Float | $ 2,346,467,078 | ||
Entity Common Stock, Shares Outstanding | 146,182,904 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Statement [Abstract] | |||
Net sales | $ 3,017 | $ 2,913 | $ 2,904 |
Cost of products sold | 2,312 | 2,263 | 2,279 |
Gross profit | 705 | 650 | 625 |
Selling and administrative expenses | 304 | 302 | 323 |
Litigation settlement charge | 0 | 0 | 48 |
Long-lived asset impairment charges | 10 | 0 | 90 |
(Recovery) loss on receivable and contract termination charge | (3) | (6) | 15 |
Gain on disposal of shipping operations, net | 0 | (1) | 0 |
Operating profit | 394 | 355 | 149 |
Income from equity method investments | 49 | 48 | 33 |
Interest expense | (145) | (163) | (179) |
Interest income | 4 | 2 | 1 |
Income and gain from the sale of equity method investment to related party | 0 | 13 | 2 |
Gain on deconsolidation of subsidiaries and consolidated joint ventures | 0 | 0 | 27 |
Loss on extinguishment of debt | (37) | (19) | 0 |
Other income, net | 9 | 0 | 0 |
Income from continuing operations before income taxes | 274 | 236 | 33 |
Income tax (expense) benefit | (63) | 740 | (7) |
Income from continuing operations | 211 | 976 | 26 |
Income from discontinued operations, net of tax | 20 | 15 | 12 |
Gain on sale of discontinued operations, net of tax | 279 | 0 | 0 |
Net income | 510 | 991 | 38 |
Less: Net income attributable to noncontrolling interest | 0 | 0 | 1 |
Net income attributable to USG | $ 510 | $ 991 | $ 37 |
Basic earnings per average common share: | |||
Income from continuing operations (in dollars per share) | $ 1.45 | $ 6.70 | $ 0.18 |
Loss from discontinued operations (in dollars per share) | 2.04 | 0.11 | 0.08 |
Net income (in dollars per share) | 3.49 | 6.81 | 0.26 |
Diluted earnings per average common share: | |||
Income from continuing operations (in dollars per share) | 1.44 | 6.62 | 0.17 |
Loss from discontinued operations (in dollars per share) | 2.02 | 0.11 | 0.08 |
Net income (in dollars per share) | $ 3.46 | $ 6.73 | $ 0.25 |
Average common shares (in shares) | 145,929,506 | 145,457,208 | 141,722,616 |
Average diluted common shares (in shares) | 147,660,979 | 147,246,600 | 144,296,316 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Statement of Comprehensive Income [Abstract] | |||
Net income | $ 510 | $ 991 | $ 38 |
Derivatives qualifying as cash flow hedges: | |||
Gain (loss) on derivatives qualifying as cash flow hedges, net of tax of $2, $4, and $0, respectively | 1 | (5) | (15) |
Less: Reclassification adjustment for (loss) gain on derivatives included in net income, net of tax (benefit) of ($4), $2, and $0, respectively | (6) | (9) | 4 |
Derivatives qualifying as cash flow hedges, net of tax of $6, $2, and $0, respectively | 7 | 4 | (19) |
Pension and postretirement benefits: | |||
Changes in pension and postretirement benefits, net of tax (benefit) of ($19), $6 and ($2), respectively | (34) | 74 | (272) |
Less: Amortization of prior service benefit cost included in net periodic pension cost, net of tax (benefit) of ($7), ($1) and ($1), respectively | (9) | (7) | (2) |
Pension and postretirement benefits, net of tax (benefit) of ($12), $7 and ($1), respectively | (25) | 81 | (270) |
Foreign currency translation: | |||
Changes in foreign currency translation, net of tax of $0 in all periods | (53) | (67) | (68) |
Less: Translation (loss) gain realized upon sale of foreign entities, net of tax of $0 in all periods | 0 | (6) | 5 |
Foreign currency translation, net of tax of $0 in all periods | (53) | (61) | (73) |
Other comprehensive (loss) income, net of tax | (71) | 24 | (362) |
Comprehensive income (loss) | $ 439 | $ 1,015 | $ (324) |
Consolidated Statements of Com4
Consolidated Statements of Comprehensive Income (Loss) (Parenthetical) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Other Comprehensive Income (Loss), Derivatives Qualifying as Hedges, Tax Effect [Abstract] | |||
Gain (loss) on derivatives qualifying as cash flow hedges, net of tax (benefit) | $ 2 | $ 4 | $ 0 |
Less: Reclassification adjustment for gain (loss) on derivatives included in net income, net of tax (benefit) | (4) | 2 | 0 |
Derivatives qualifying as cash flow hedges, net of tax (benefit) | 6 | 2 | 0 |
Other Comprehensive Income (Loss), Pension and Other Postretirement Benefit Plans, Tax [Abstract] | |||
Changes in pension and postretirement benefits, net of tax (benefit) | (19) | 6 | (2) |
Less: Amortization of prior service benefit (cost) included in net periodic pension cost, net of tax (benefit) | (7) | (1) | (1) |
Pension and postretirement benefits, net of tax benefit | (12) | 7 | (1) |
Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment, Tax [Abstract] | |||
Changes in foreign currency translation, net of tax | 0 | 0 | 0 |
Less: Translation gains realized upon sale of foreign entities, net of tax | 0 | 0 | 0 |
Foreign currency translation, net of tax | $ 0 | $ 0 | $ 0 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Current Assets: | ||
Cash and cash equivalents | $ 427 | $ 442 |
Short-term marketable securities | 62 | 194 |
Restricted cash | 0 | 9 |
Receivables (net of reserves: 2016 - $8; 2015 - $9) | 183 | 184 |
Inventories | 236 | 219 |
Income taxes receivable | 1 | 5 |
Other current assets | 40 | 41 |
Assets related to discontinued operations | 0 | 306 |
Total current assets | 949 | 1,400 |
Long-term marketable securities | 29 | 36 |
Property, plant and equipment, net | 1,707 | 1,771 |
Deferred income taxes | 492 | 728 |
Equity method investments | 628 | 682 |
Other assets | 64 | 68 |
Assets related to discontinued operations | 0 | 51 |
Total assets | 3,869 | 4,736 |
Current Liabilities: | ||
Accounts payable | 237 | 208 |
Accrued expenses | 175 | 186 |
Current portion of long-term debt | 0 | 500 |
Income taxes payable | 10 | 9 |
Litigation settlement accrual | 0 | 9 |
Liabilities related to discontinued operations | 0 | 80 |
Total current liabilities | 422 | 992 |
Long-term debt | 1,083 | 1,675 |
Deferred income taxes | 4 | 5 |
Pension and other postretirement benefits | 290 | 392 |
Other liabilities | 184 | 216 |
Liabilities related to discontinued operations | 0 | 20 |
Total liabilities | 1,983 | 3,300 |
Stockholders’ Equity: | ||
Preferred stock – $1 par value, authorized 36,000,000 shares; outstanding - none | 0 | 0 |
Common stock – $0.10 par value; authorized 200,000,000 shares; issued: 2016 - 146,167,000 shares; 2015 - 145,667,000 shares | 15 | 15 |
Additional paid-in capital | 3,038 | 3,027 |
Accumulated other comprehensive loss | (385) | (314) |
Retained earnings (accumulated deficit) | (782) | (1,292) |
Total stockholders' equity | 1,886 | 1,436 |
Total liabilities and stockholders’ equity | $ 3,869 | $ 4,736 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Statement of Financial Position [Abstract] | ||
Reserves on receivables | $ 8 | $ 9 |
Preferred stock - par value (in dollars per share) | $ 1 | $ 1 |
Preferred stock - authorized shares (in shares) | 36,000,000 | 36,000,000 |
Preferred stock - outstanding shares (in shares) | 0 | 0 |
Common stock - par value (in dollars per share) | $ 0.1 | $ 0.1 |
Common stock - authorized shares (in shares) | 200,000,000 | 200,000,000 |
Common stock - issued shares (in shares) | 146,167,000 | 145,667,000 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Operating Activities | |||
Net income | $ 510 | $ 991 | $ 38 |
Income from discontinued operations, net of tax | 20 | 15 | 12 |
Gain on sale of discontinued operations, net of tax | 279 | 0 | 0 |
Income from continuing operations | 211 | 976 | 26 |
Adjustments to reconcile income from continuing operations to net cash: | |||
Depreciation, depletion, and amortization | 134 | 131 | 142 |
Loss on extinguishment of debt | 37 | 19 | 0 |
Litigation settlement charge | 0 | 0 | 48 |
Long-lived asset impairment charges | 10 | 0 | 90 |
(Recovery) loss on receivable and contract termination charge | (3) | (6) | 15 |
Share-based compensation expense | 18 | 14 | 20 |
Deferred income taxes | 57 | (742) | 4 |
Gain on asset dispositions | (9) | (13) | (11) |
Gain from the sale of equity method investment to related party | 0 | (6) | 0 |
Income from equity method investments | (49) | (50) | (35) |
Dividends received from equity method investments | 47 | 38 | 0 |
Pension settlement | 20 | 1 | 13 |
Gain on deconsolidation of subsidiaries and consolidated joint ventures | 0 | 0 | (27) |
(Increase) decrease in working capital, net of deconsolidation of subsidiaries and consolidated joint ventures: | |||
Receivables | 6 | 21 | (35) |
Income taxes receivable | 3 | (3) | 3 |
Inventories | (20) | (16) | (11) |
Other current assets | 9 | 1 | 0 |
Payables | 21 | (16) | 9 |
Accrued expenses | (39) | (61) | (9) |
(Increase) decrease in other assets | 0 | 4 | 3 |
Decrease in pension and other postretirement benefits | (142) | (28) | (55) |
Decrease in other liabilities | (6) | (7) | (12) |
Other, net | 9 | 22 | (18) |
Net cash provided by operating activities of continuing operations | 314 | 279 | 160 |
Net cash provided by operating activities of discontinued operations | 59 | 52 | 12 |
Net cash provided by operating activities of continuing operations | 373 | 331 | 172 |
Investing Activities | |||
Purchases of marketable securities | (274) | (246) | (204) |
Sales or maturities of marketable securities | 413 | 170 | 190 |
Capital expenditures | (83) | (87) | (125) |
Net proceeds from asset dispositions | 12 | 58 | 13 |
Net proceeds from the sale of equity method investment to related party | 0 | 52 | 0 |
Investments in joint ventures, including $23 of cash of contributed subsidiaries in 2014 | 1 | 0 | (560) |
Insurance proceeds | 1 | 0 | 3 |
Return (deposit) of restricted cash | 9 | (8) | 4 |
Net cash provided by (used for) investing activities of continuing operations | 79 | (61) | (679) |
Net cash provided by (used for) investing activities of discontinued operations | 667 | (2) | (4) |
Net cash provided by (used for) investing activities of continuing operations | 746 | (63) | (683) |
Financing Activities | |||
Issuance of debt | 0 | 350 | 3 |
Repayment of debt | (1,131) | (386) | (63) |
Payment of debt issuance fees | 0 | (6) | (3) |
Issuances of common stock | 4 | 6 | 4 |
Repurchases of common stock to satisfy employee tax withholding obligations | (2) | (8) | (7) |
Net cash used for financing activities of continuing operations | (1,129) | (44) | (66) |
Effect of exchange rate changes on cash | (5) | (10) | (5) |
Net (decrease) increase in cash and cash equivalents from continuing operations | (741) | 164 | (590) |
Net increase in cash and cash equivalents from discontinued operations | 726 | 50 | 8 |
Change in cash balance included in discontinued operations | 0 | (3) | (2) |
Net (decrease) increase in cash and cash equivalents | (15) | 211 | (584) |
Cash and cash equivalents at beginning of period | 442 | 231 | 815 |
Cash and cash equivalents at end of period | 427 | 442 | 231 |
Supplemental Cash Flow Disclosures: | |||
Interest paid, net of interest capitalized | 153 | 158 | 172 |
Income taxes paid, net of refunds received | 4 | 0 | 7 |
Noncash Investing and Financing Activities: | |||
Amount in accounts payable for capital expenditures | 15 | 5 | 15 |
Reversal of USG Boral Building Products earnout | (24) | ||
Contribution of wholly-owned subsidiaries and joint venture investments as consideration for investment in USG Boral Building Products | 0 | 0 | 121 |
Conversion of $75 million of 10% convertible senior notes due 2018, net of discount | 0 | 0 | (73) |
Issuance of common stock upon conversion of debt | 0 | 0 | 75 |
Accrued interest on debt conversion | $ 0 | $ 0 | $ (2) |
Consolidated Statements of Cas8
Consolidated Statements of Cash Flows (Parenthetical) $ in Millions | 12 Months Ended |
Dec. 31, 2014USD ($) | |
Cash held by subsidiaries contributed to joint venture | $ 23 |
10% convertible senior notes due 2018 | |
Converted debt aggregate principal amount | $ 75 |
Stated interest rate | 10.00% |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) shares in Thousands | Total | Common Stock | Treasury Stock | Additional Paid-in Capital | Retained Earnings (Deficit) | Accumulated Other Comprehensive Income (Loss) | Stockholders' Equity | Non-controlling Interest |
Balance at beginning of period at Dec. 31, 2013 | $ 662,000,000 | $ 14,000,000 | $ 0 | $ 2,920,000,000 | $ (2,320,000,000) | $ 24,000,000 | $ 638,000,000 | $ 24,000,000 |
Balance at beginning of period (in shares) at Dec. 31, 2013 | 137,314 | 0 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income | 38,000,000 | 37,000,000 | 37,000,000 | 1,000,000 | ||||
Other comprehensive income (loss) | (362,000,000) | (362,000,000) | (362,000,000) | |||||
Share-based compensation | 21,000,000 | 21,000,000 | 21,000,000 | |||||
Stock issuances | 5,000,000 | $ 0 | $ 4,000,000 | 1,000,000 | 5,000,000 | |||
Stock issuances (in shares) | 947 | 166 | ||||||
Stock issuances upon debt conversion | 75,000,000 | $ 0 | $ 3,000,000 | 72,000,000 | 75,000,000 | |||
Stock issuances upon debt conversion (in shares) | 6,507 | 72 | ||||||
Repurchase of common stock | (7,000,000) | $ (7,000,000) | (7,000,000) | |||||
Repurchase of common stock (in shares) | (238) | |||||||
Changes in noncontrolling interest | (24,000,000) | 0 | (24,000,000) | |||||
Balance at end of period at Dec. 31, 2014 | 408,000,000 | $ 14,000,000 | $ 0 | 3,014,000,000 | (2,283,000,000) | (338,000,000) | 407,000,000 | 1,000,000 |
Balance at end of period (in shares) at Dec. 31, 2014 | 144,768 | 0 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income | 991,000,000 | 991,000,000 | 991,000,000 | |||||
Other comprehensive income (loss) | 24,000,000 | 24,000,000 | 24,000,000 | |||||
Share-based compensation | 15,000,000 | 15,000,000 | 15,000,000 | |||||
Adjustments to Additional Paid in Capital, Income Tax Deficiency from Share-based Compensation | 0 | |||||||
Stock issuances | 7,000,000 | $ 1,000,000 | $ 8,000,000 | (2,000,000) | 7,000,000 | |||
Stock issuances (in shares) | 899 | 283 | ||||||
Stock issuances upon debt conversion | 0 | |||||||
Repurchase of common stock | (8,000,000) | $ (8,000,000) | (8,000,000) | |||||
Repurchase of common stock (in shares) | (283) | |||||||
Changes in noncontrolling interest | (1,000,000) | 0 | (1,000,000) | |||||
Balance at end of period at Dec. 31, 2015 | 1,436,000,000 | $ 15,000,000 | $ 0 | 3,027,000,000 | (1,292,000,000) | (314,000,000) | 1,436,000,000 | 0 |
Balance at end of period (in shares) at Dec. 31, 2015 | 145,667 | 0 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income | 510,000,000 | 510,000,000 | 510,000,000 | |||||
Other comprehensive income (loss) | (71,000,000) | (71,000,000) | (71,000,000) | |||||
Share-based compensation | 18,000,000 | 18,000,000 | 18,000,000 | |||||
Adjustments to Additional Paid in Capital, Income Tax Deficiency from Share-based Compensation | (11,000,000) | (11,000,000) | (11,000,000) | |||||
Stock issuances | 6,000,000 | $ 0 | $ 2,000,000 | 4,000,000 | 6,000,000 | |||
Stock issuances (in shares) | 500 | 85 | ||||||
Stock issuances upon debt conversion | 0 | |||||||
Repurchase of common stock | (2,000,000) | $ (2,000,000) | (2,000,000) | |||||
Repurchase of common stock (in shares) | (85) | |||||||
Balance at end of period at Dec. 31, 2016 | $ 1,886,000,000 | $ 15,000,000 | $ 0 | $ 3,038,000,000 | $ (782,000,000) | $ (385,000,000) | $ 1,886,000,000 | $ 0 |
Balance at end of period (in shares) at Dec. 31, 2016 | 146,167 | 0 |
Significant Accounting Policies
Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Significant Accounting Policies Nature of Operations USG, through its subsidiaries, is a leading manufacturer of building materials. We produce a wide range of products for use in new residential, new nonresidential, and residential and nonresidential repair and remodel construction as well as products used in certain industrial processes. Our products are distributed through building materials dealers, home improvement centers and other retailers, specialty wallboard distributors, and contractors. Segments Our segments are structured around our key products and business units: Gypsum, Ceilings and UBBP. Our Gypsum reportable segment is an aggregation of the operating segments of the gypsum businesses in the United States, Canada, Mexico, and Latin America, our mining operation in Little Narrows, Nova Scotia, Canada, which we indefinitely idled in 2016, and our shipping company, which we exited in 2015. Gypsum manufactures products throughout the United States, Canada, and Mexico. These products include USG Sheetrock ® brand gypsum wallboard and related products including Sheetrock ® brand joint compound, Durock ® brand cement board, Levelrock ® brand of poured gypsum flooring, Fiberock ® brand backerboard, and Securock ® brand glass mat sheathing used for building exteriors and gypsum fiber and glass mat panels used as roof cover board. Ceilings manufactures ceiling tile in the United States and ceiling grid in the United States, Canada and through February 27, 2014, the Asia-Pacific region. UBBP manufactures, distributes and sells certain building products, mines raw gypsum and sells natural and synthetic gypsum throughout Asia, Australasia and the Middle East. Consolidation and Presentation Our consolidated financial statements include the accounts of USG Corporation, its majority-owned subsidiaries and through February 27, 2014, variable interest entities. Entities in which we have more than a 20% but not more than 50% ownership interest are accounted for using the equity method of accounting. All intercompany balances and transactions are eliminated in consolidation. On August 29, 2016, we announced the signing of a definitive agreement to sell L&W Supply Corporation, or L&W, our distribution business, to American Builders & Contractors Supply Co., Inc., or ABC Supply, at which time L&W met the criteria to be classified as held for sale and presented as a discontinued operation. We completed the sale on October 31, 2016. L&W's results of operations have been reclassified to "Income from discontinued operations, net of tax" in our consolidated statements of income for all periods presented. The assets and liabilities of L&W have been reclassified to "Assets related to discontinued operations" and "Liabilities related to discontinued operations", respectively, in our consolidated balance sheet as of December 31, 2015. The cash flows associated with L&W have been reclassified to "Net cash provided by operating activities of discontinued operations" and "Net cash provided by (used for) investing activities of discontinued operations" for all periods presented. The results of L&W, which previously consisted of our Distribution segment, have been excluded from our segment results. Additionally, results of our Gypsum and Ceilings segments have been revised as a result of L&W's classification as a discontinued operation to reflect only the sales of USG products from Gypsum and Ceilings to L&W that were sold outside the consolidated group prior to October 31, 2016. All L&W sales subsequent to the close of the transaction are included in net sales on our consolidated statement of income. See Note 3 for further discussion. Our investments with Boral in the 50/50 joint ventures, UBBP, commenced on February 27, 2014, and as a result, our share of ten months of the results of UBBP were recorded in our accompanying consolidated statement of income for the year ended December 31, 2014. See Note 4 for further description of our investments in UBBP. Use of Estimates The preparation of our consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions. These estimates and assumptions affect the reported amounts of assets, liabilities, revenues and expenses. Actual results could differ from these estimates. Revenue Recognition We recognize revenue when shipment is received by the customer. We enter into agreements with customers to offer rebates, generally based on achievement of specified sales levels and various marketing allowances that are common industry practice. Estimated reductions to revenue for customer programs and incentive offerings, including promotions and other volume–based incentives, are recorded in the period in which the sale occurs. Provisions for early payment discounts are accrued in the same period in which the related sales are recorded. Shipping and Handling Costs Shipping and handling costs billed to customers are included in net sales and the related costs are presented in cost of products sold. Advertising Advertising expenses consist of media advertising and related production costs and sponsorships. We charge advertising expenses to earnings as incurred. These expenses amounted to $ 12 million , $ 16 million and $22 million for the years ended December 31, 2016 , 2015 and 2014 , respectively. Research and Development We charge research and development expenditures to earnings as incurred. These expenditures amounted to $24 million , $23 million and $23 million for the years ended December 31, 2016 , 2015 and 2014 , respectively. Litigation Costs We expense litigation costs as incurred. Income Taxes We record income tax expense (benefit) under the asset and liability method. Under this method, deferred tax assets and liabilities are recognized based on temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply in the years in which the temporary differences are expected to be recovered or paid. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in earnings in the period when the change is enacted. Valuation allowances are recorded to reduce deferred tax assets when it is more likely than not that a tax benefit will not be realized. A reduction of the carrying amounts of deferred tax assets by a valuation allowance is required if, based on all available evidence, it is more likely than not that such assets will not be realized. The need to establish valuation allowances for deferred tax assets is assessed at each reporting date. In assessing the requirement for, and amount of, a valuation allowance in accordance with the more-likely-than-not standard, we give appropriate consideration to all positive and negative evidence related to the realization of the deferred tax assets. This assessment considers, among other matters, the nature, frequency and severity of current and cumulative losses, forecasts of future profitability, the duration of statutory carryforward periods, our experience with operating loss and tax credit carryforwards not expiring unused and tax planning strategies. A history of cumulative losses for a certain threshold period is a significant form of negative evidence used in the assessment, and we are required to have a policy regarding the duration of the threshold period. We believe the historical cyclical nature of our operations show economic cycles ranging from 7 to 10 years with demand troughs historically showing recovery over four years . Accordingly, we have a policy of four years as our threshold period for cumulative losses. Inventory Valuation All of our inventories are stated at the lower of cost or market and are valued under the average cost method. Our inventories include materials, labor and applicable factory overhead costs. Depreciation associated with manufacturing assets is excluded from inventory cost but is included in cost of products sold. 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 plus the dilutive effect, if any, of market share units, or MSUs, restricted stock units, or RSUs, performance shares, the potential exercise of outstanding stock options and the deferred shares associated with our deferred compensation program for non-employee directors. Cash and Cash Equivalents Cash and cash equivalents include highly liquid investments, primarily money market funds, with maturities of three months or less at the time of purchase. Marketable Securities Marketable securities are classified as available-for-sale securities and reported at fair value, with unrealized gains and losses excluded from earnings and reported in accumulated other comprehensive loss, or AOCI. If it is deemed that marketable securities have unrealized losses that are other than temporary, these losses will be recorded in earnings immediately. Situations in which losses may be considered other than temporary include when we have decided to sell a security or when it is more likely than not that we will be required to sell the security before we recover its amortized cost basis. Cost basis for securities sold are determined on a first-in-first-out basis. Receivables Receivables are recorded at net realizable value, which includes allowances for cash discounts and doubtful accounts. We review the collectability of receivables on an ongoing basis and reserve for receivables determined to be uncollectible. This determination is based on the delinquency of the account, the financial condition of the customer and our collection experience. We include short-term financing receivables in receivables and long-term financing and loan receivables in other assets on our consolidated balance sheets. Financing and loan receivables are recorded at net realizable value which includes an allowance for credit losses. We review the collectability of financing and loan receivables on an ongoing basis and reserve for financing and loan receivables determined to be uncollectible. This determination is based on the delinquency of the account and the financial condition of the other party. As of December 31, 2016 , the allowance for credit losses was immaterial. Investments in Unconsolidated Joint Ventures The equity method of accounting is used for investments in joint ventures that we do not consolidate, but over which we have the ability to exercise significant influence. These investments are initially recorded at cost and subsequently adjusted for our share of the net income or loss and cash contributions and distributions to or from these entities. If the underlying net assets in our investments are denominated in a foreign currency, we adjust the value of our investment for translation gains or losses. Profits resulting from sales with equity method investees are eliminated until realized by the investee. At least quarterly, we review the probability of the earnout payment to Boral. At December 31, 2016 , we concluded that it is currently not probable that the five-year performance target will be achieved. If our conclusion on the probability of achievement were to change, we will record a liability representing the present value of the second earnout payment with a corresponding increase to our investment. Losses in the value of an equity method investment that are other than temporary, are recognized when the current fair value of the investment is less than its carrying value. We review our investments in equity method investments for impairment whenever factors indicate an other than temporary loss in value. If we conclude a loss in value is other than temporary, an impairment charge is recognized for the difference between the investment’s carrying value and its estimated fair value. Property, Plant and Equipment Property, plant and equipment is recorded at cost. We record depreciation of property, plant and equipment on a straight-line basis over the expected useful lives of the assets. We have determined estimated useful lives to be 50 years for buildings and improvements, a range of 10 to 25 years for machinery and equipment, and a range of 5 to 7 years for computer software and systems development costs. Leasehold improvements are capitalized and amortized over the shorter of the remaining lease term or remaining economic useful life. We compute depletion on a basis calculated to spread the cost of gypsum and other applicable resources over the estimated quantities of material recoverable. We capitalize interest during the active construction period of major capital projects. Capitalized interest is added to the cost of the underlying assets and is depreciated over the useful lives of those assets. We recorded $1 million of capitalized interest in the year ended December 31, 2016 , and $3 million in the years ended December 31, 2015 and 2014. Facility start-up costs that cannot be capitalized are expensed as incurred and recorded in cost of products sold. Property, plant and equipment is reviewed for impairment when indicators of a potential impairment are present by comparing the carrying values of the assets with their estimated future undiscounted cash flows. If we determine an impairment exists, the asset is written down to estimated fair value. Asset Retirement Obligations Our asset retirement obligations include reclamation requirements as regulated by government authorities related principally to assets such as our mines, quarries, landfills, ponds and wells. The accounting for asset retirement obligations requires estimates by management about the timing of asset retirements, the cost of retirement obligations, discount and inflation rates used in determining fair values and the methods of remediation associated with our asset retirement obligations. We generally use assumptions and estimates that reflect the most likely remediation method on a site-by-site basis. Our estimated liability for asset retirement obligations is revised annually, and whenever events or changes in circumstances indicate that a revision to the estimate is necessary. In instances where a decrease in the asset retirement obligation is in excess of the related remaining net book value of the asset retirement costs, the excess is recorded to the consolidated statement of income as a reduction in cost of products sold. Asset retirement obligations are included in other liabilities on the consolidated balance sheets. Share-Based Compensation We award share-based compensation to employees in the form of MSUs, performance shares and RSUs and to non-employee directors in the form of shares of our common stock. All grants under share-based payment programs are accounted for at fair value at the date of grant. We recognize expense on all share-based awards to employees expected to vest over the service period, which is the shorter of the period until the employees’ retirement eligibility dates or the service period of the award. Expense is generally reduced for estimated forfeitures, which are estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. Derivative Instruments We use derivative instruments to manage selected commodity price and foreign currency exposures. We do not use derivative instruments for speculative trading purposes, and we typically do not hedge beyond five years . All derivative instruments are recorded on the balance sheet at fair value. For derivatives designated as fair value hedges, the changes in the fair values of both the derivative instrument and the hedged item are recognized in earnings in the current period. For derivatives designated as cash flow hedges, the effective portion of changes in the fair value of the derivative is recorded to AOCI, and is reclassified to earnings when the underlying forecasted transaction affects earnings. The ineffective portion of changes in the fair value of the derivative is reported in cost of products sold in the current period. We periodically reassess the probability of the underlying forecasted transaction occurring. For derivatives designated as net investment hedges, we record changes in fair value to AOCI. For derivatives not designated as hedging instruments, all changes in fair value are recorded to earnings in the current period. We use swaps to hedge a significant portion of our anticipated purchases of natural gas to be used in our manufacturing operations. Generally, we hedge the cost of a majority of our anticipated purchases of natural gas over the next 12 months . However, we review our positions regularly and make adjustments as market conditions warrant. The majority of contracts currently in place are designated as cash flow hedges and the remainder are not designated as hedging instruments. We have operations outside of the United States and use forward contracts to hedge the risk of changes in cash flows resulting from selected forecasted intercompany and third-party sales or purchases, as well as intercompany loans, denominated in non-U.S. currencies, or to hedge the risk of selected changes in our net investment in foreign subsidiaries. These contracts are designated as either cash flow or net investment hedges or are not designated as hedging instruments. Foreign Currency Translation We translate foreign-currency-denominated assets and liabilities into U.S. Dollars at the exchange rates existing as of the respective balance sheet dates. We translate income and expense items at the average exchange rates during the respective periods. We record translation adjustments resulting from fluctuations in exchange rates to AOCI on our consolidated balance sheets and our share of the translation adjustments recorded by our equity method investments to AOCI. We record transaction gains and losses to earnings. In 2016 , the total transaction gain was $3 million . In 2015 and 2014 , the total transaction loss was $7 million and $6 million , respectively. Fair Value Measurements Certain assets and liabilities are required to be recorded at fair value. The estimated fair values of those assets and liabilities have been determined using market information and valuation methodologies. Changes in assumptions or estimation methods could affect the fair value estimates. However, we do not believe any such changes would have a material impact on our financial condition, results of operations or cash flows. There are three levels of inputs that may be used to measure fair value: • Level 1 – Quoted prices for identical assets and liabilities in active markets; • Level 2 – Quoted prices for similar assets and liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets; and • Level 3 – Valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. Certain assets and liabilities are measured at fair value on a nonrecurring basis rather than on an ongoing basis, but are subject to fair value adjustments in certain circumstances, such as when there is evidence of impairment or when a new liability is being established that requires fair value measurement. |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Changes and Error Corrections [Abstract] | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In November 2016, the Financial Accounting Standards Board, or FASB, issued Accounting Standards Update, or ASU, 2016-18, “Statement of Cash Flows (Topic 230): Restricted Cash,” which will require restricted cash to be presented with cash and cash equivalents in the statement of cash flows. The standard will be effective for us in the first quarter of 2018 and will be applied using the retrospective approach. As our restricted cash amounts are immaterial, we do not expect the adoption of ASU 2016-18 will have a significant impact to our consolidated financial statements or disclosures. In October 2016, the FASB issued ASU 2016-16, “Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other than Inventory,” which eliminates the exception for all intra-entity transfers, except for intra-entity transfers of inventory. The significant components of the standard are 1) current and deferred income tax consequences of intra-entity asset transfers (other than inventory) will be reflected when the transaction occurs and 2) the impact of the sale, if any, is reflected in the effective tax rate for the period in which the transaction occurs. The standard will be effective for us in the first quarter of 2018 and we will adopt the new standard using a modified retrospective approach with a cumulative-effect adjustment to retained earnings. We do not expect the adoption of ASU 2016-16 will have a significant impact to our consolidated financial statements or disclosures. In August 2016, the FASB issued ASU 2016-15, “Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments,” which addresses eight specific cash flow issues with the objective of reducing the existing diversity in practice. The standard will be effective for us in the first quarter of 2018, there will be no impact to our consolidated cash flow statement and disclosures as we are already compliant with the provisions of the standard. In March 2016, the FASB issued ASU 2016-09, “Compensation-Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting,” which simplifies certain aspects of accounting for employee share-based payments. The standard will be effective for us in the first quarter of 2017 and will be applied in part prospectively and in part using a modified retrospective transition approach. The components of this standard that will impact our financial statements are as follows: • Excess tax benefits and deficiencies related to stock compensation will be prospectively recognized in income tax expense instead of in equity when the awards vest or are settled. For the twelve months ended December 31, 2016 and 2015, we recorded a reduction to equity of $11 million and $0 million, respectively. Under the new standard, $9 million of tax expense and $4 million of income tax benefit would have been recognized in 2016 and 2015, respectively. • Excess tax benefits that were previously unrecognized because the related tax deduction had not been realized through a reduction in taxes payable will be recorded on a modified retrospective basis. If we had early adopted this standard, we would have recorded a cumulative-effect adjustment to opening retained earnings of $25 million on our December 31, 2016 consolidated balance sheet. • Upon adoption, we will elect an accounting policy to recognize forfeitures as they occur and will record a cumulative effect change to retained earnings in accordance with the modified retrospective approach. If we had early adopted this standard, we would have recorded an immaterial cumulative effect adjustment to opening retained earnings on our December 31, 2016 balance sheet. In February 2016, the FASB issued ASU 2016-02, “Leases (Topic 842),” which supersedes existing lease guidance to require lessees to recognize assets and liabilities on the balance sheet for the rights and obligations created by long-term leases and to disclose additional quantitative and qualitative information about leasing arrangements. The standard will be effective for us in the first quarter of 2019, and we will adopt the new standard using the modified retrospective approach. While we continue to evaluate the impact of the new standard, we believe the standard will require us to implement a new lease accounting system and related policies and processes. Further, we anticipate the adoption of ASU 2016-02 will have a significant impact to our consolidated balance sheets, consolidated statements of income and disclosures, but we are unable to quantify the financial statement impact at this time. In January 2016, the FASB issued ASU 2016-01, “Financial Instruments-Overall (Topic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities,” which requires that most equity instruments be measured at fair value, with subsequent changes in fair value recognized in net income. The pronouncement also impacts the financial liabilities under the fair value option and the presentation and disclosure requirements for financial instruments. The ASU does not apply to equity method investments or investments in consolidated subsidiaries. The new standard will be effective for us for the first quarter of 2018, with early adoption permitted and amendments to be applied as a cumulative-effect adjustment to the balance sheet in the year of adoption. We do not expect the adoption of ASU 2016-01 will have a significant impact to our consolidated financial statements or disclosures. In July 2015, the FASB issued ASU 2015-11, "Inventory (Topic 330): Simplifying the Measurement of Inventory", which changes the measurement principle for inventory from the lower of cost or market to the lower of cost or net realizable value for entities that measure inventory using the first-in, first-out (FIFO) or average cost method. The ASU defines net realizable value as estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. The standard, which we will adopt using the prospective approach, is effective for us beginning January 1, 2017. ASU 2015-11 will not have an impact to our consolidated financial statements or disclosures. In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers (Topic 606),” which supersedes the revenue recognition requirements in “Revenue Recognition (Topic 605),” and requires entities to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Subsequently, the FASB has issued various ASUs to provide further clarification around certain aspects of ASC 606. This standard will be effective for annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period, and we will adopt the standard on January 1, 2018. We are in the process of completing the analysis of the standard's impact on our sales to customers. While we have not completed our analysis of the impact of the provisions of this standard, we do not expect a significant impact to our financial statements or disclosure. |
Discontinued Operations
Discontinued Operations | 12 Months Ended |
Dec. 31, 2016 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | Discontinued Operations On October 31, 2016, we completed the sale of our L&W business to ABC Supply for total cash consideration of $675 million inclusive of the final working capital adjustment and recorded a gain on the sale of $279 million . For the year ended December 31, 2016 , L&W met the criteria to be classified as held for sale and to be presented as a discontinued operation. Accordingly, we reclassified the results of operations and the cash flows of L&W to discontinued operations in our consolidated statements of income and consolidated statements of cash flows for all periods presented. Additionally, we reclassified the assets and liabilities of L&W to discontinued operations in our consolidated balance sheets. The summarized financial information related to L&W that has been excluded from continuing operations and reported as a discontinued operation is as follows: (millions) For the year ended December 31, 2016(a) 2015 2014 Net sales $ 1,252 $ 1,428 $ 1,345 Cost of products sold 1,196 1,387 1,316 Gross profit 56 41 29 Selling and administrative expenses (b) 22 15 16 Operating profit 34 26 13 Income tax expense 12 11 — Net income from discontinued operations (c) $ 22 $ 15 $ 13 Gain on sale of discontinued operations $ 279 $ — $ — (a) Operating results for 2016 are presented for the ten months ended October 31, 2016. (b) The ten month period ended October 31, 2016 includes transaction costs of $8 million . (c) Years ended December 31, 2016 and 2014 include net income from discontinued operations from our European business, which were sold in 2012. The assets and liabilities related to discontinued operations as of December 31, 2015 are as follows: (millions) December 31, 2015 Accounts receivable, net 207 Inventories 95 Other current assets 4 Property, plant and equipment, net (a) 17 Intangible assets (a) 31 Other assets (a) 3 Total assets related to discontinued operations $ 357 Accounts payable $ 51 Accrued expenses 29 Other liabilities (a) 20 Total liabilities related to discontinued operations $ 100 (a) As of December 31, 2015, these balances are reflected as long-term in our consolidated balance sheet. We retained responsibility for the benefits payable to employees of L&W from the USG pension and postretirement plans for the benefits accrued while employed by USG. As such, these liabilities are not reflected in liabilities related to discontinued operations. See Note 9 for further discussion. We also agreed to defend and indemnify L&W in connection with the pricing lawsuits. See Note 19 for discussion of the liability associated with the pricing lawsuits. Additionally, upon the close of the sale, we entered into a supply agreement with L&W and a transition services agreement with ABC Supply to provide certain transition services. For the years ended December 31, 2016, 2015, and 2014, we recorded sales to L&W of $568 million , $531 million and $532 million that, prior to October 31, 2016, were eliminated in consolidation. We recorded a cash inflow of $102 million from L&W in the two months since the sale related to payments on trade receivables. |
Equity Method Investments
Equity Method Investments | 12 Months Ended |
Dec. 31, 2016 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Equity Method Investments | Equity Method Investments Equity method investments were as follows: December 31, 2016 December 31, 2015 (millions) Carrying Value Ownership Percentage Carrying Value Ownership Percentage USG Boral Building Products $ 621 50% $ 675 50% Other equity method investments 7 33% - 50% $ 7 33% - 50% Total equity method investments $ 628 $ 682 Investments in USG Boral Building Products (UBBP) On February 27, 2014, we formed the 50 / 50 joint ventures, USG Boral Building Products Pte. Limited, a company organized under the laws of Singapore, and USG Boral Building Products Pty Limited, a company organized under the laws of Australia, with Boral Limited, or Boral. These joint ventures are herein referred to as USG Boral Building Products, or UBBP. As consideration for our 50% ownership in UBBP, we (i) made a cash payment of $514 million to Boral, (ii) contributed to UBBP our subsidiaries and joint venture investments in China, Singapore, India, Malaysia, New Zealand, Australia, the Middle East and Oman and (iii) granted to UBBP licenses to use certain of our intellectual property rights in the Territory. Our existing wholly-owned subsidiaries and consolidated variable interest entities that were contributed into the joint venture were deconsolidated resulting in a gain of $27 million , which is included in our consolidated statement of income for the year ended December 31, 2014. During 2016 , UBBP paid cash dividends on earnings through September 2016 of which our 50% share totaled $47 million . We recorded the cash dividend in operating activities on our statements of cash flows. As of December 31, 2016 , the amount of our consolidated retained earnings which represents undistributed earnings from UBBP is $44 million . In the event certain U.S. Dollar performance targets are satisfied by UBBP, we are obligated to pay Boral two scheduled earnout payments in an aggregate amount up to $75 million . Upon inception of the joint ventures, we recorded a liability representing the present value of the first earnout payment of $25 million which was reversed in 2016 as the three -year performance target was not met. The second earnout payment of up to $50 million is based on performance over the first five years . We have concluded that it is currently not probable that the five-year performance target will be achieved. As of December 31, 2016 , we had no liability recorded for the earnout payments. As of December 31, 2015 , our liability for the earnout payments totaled $24 million and is included in other liabilities on our accompanying consolidated balance sheet. Translation losses recorded in other comprehensive income were as follows: (millions) 2016 2015 2014 Translation loss $ (30 ) $ (23 ) $ (34 ) Transactions with UBBP Our Gypsum segment sells products to UBBP. Total sales to UBBP for each of the years ended December 31, 2016 , 2015 and 2014 were immaterial. In 2014, in connection with the formation of UBBP, we contributed our ownership interest in a joint venture in China to UBBP but retained our loan receivable from this joint venture. As of December 31, 2016 and 2015 , the loan receivable, including interest, totaled $15 million and $14 million , respectively, as included in "Other assets" on our consolidated balance sheets. Investment in Knauf-USG Joint Venture In 2015, we sold our 50% interest in Knauf/USG Verwaltungs GmbH and Knauf/USG Systems GmbH & Co. KG, or collectively the Knauf-USG joint venture, to our joint venture partner, Knauf Aquapanel GmbH, a subsidiary of Gebr. Knauf Verwaltungsgesellschaft KG (Knauf) for €48 million in cash, or approximately $52 million . The Knauf-USG joint venture manufactured and distributed Aquapanel ® brand cement-based panels in Europe (excluding Turkey) and all countries that were part of the former Soviet Union. Affiliates of Knauf are the beneficial owners of approximately 10% of USG's outstanding shares of common stock. We recorded a gain of approximately $6 million , which is net of $5 million for income taxes payable on the sale. The gross gain and our equity method income in the Knauf-USG joint venture was $13 million for the year ended December 31, 2015 and $2 million for the year ended December 31, 2014 and is recorded in "Income and gain from the sale of equity method investment to related party" in our consolidated statement of income. Summarized Financial Information Summarized financial information for our equity method investments is as follows: Statement of Income For the year ended December 31, (millions) 2016 2015 2014 (a) USG Boral Building Products: Net sales $ 1,052 $ 1,003 $ 927 Gross profit 337 278 251 Operating profit (b) 133 124 95 Net income before taxes 142 132 101 Net income 95 101 72 Net income attributable to USG Boral Building Products 99 96 67 USG share of income from USG Boral Building Products (c) 49 48 33 Other equity method investments (d) : USG share of income from other investments accounted for using the equity method — 2 2 Total income from equity method investments 49 50 35 (a) Operating results are presented for UBBP for the ten months ended December 31, 2014. (b) Year ended December 31, 2016 includes long-lived asset impairment charges of $8 million for China and of $14 million for Oman. (c) Year ended December 31, 2016 includes long-lived asset impairment charges of $4 million for China and of $4 million for Oman. (d) Amounts represent our share of income or loss from all equity method investments, other than UBBP. Balance Sheet (millions) December 31, 2016 December 31, 2015 USG Boral Building Products: Current assets $ 389 $ 368 Non-current assets 903 935 Current liabilities (a) 211 197 Long-term debt 37 40 Other non-current liabilities 17 17 Shareholders' equity (b) 1,027 1,049 (a) Includes the current portion of long-term debt of $15 million and $16 million as of December 31, 2016 and 2015 , respectively. (b) Shareholders' equity includes $50 million and $60 million related to non-controlling interests as of December 31, 2016 and 2015 , respectivel y. |
Marketable Securities
Marketable Securities | 12 Months Ended |
Dec. 31, 2016 | |
Investments, Debt and Equity Securities [Abstract] | |
Marketable Securities | Marketable Securities Our investments in marketable securities as of December 31, 2016 and 2015 consisted of the following: 2016 2015 (millions) Amortized Cost Fair Value Amortized Cost Fair Value Corporate debt securities $ 69 $ 69 $ 134 $ 134 U.S. government and agency debt securities 14 14 57 57 Asset-backed debt securities 2 2 21 21 Certificates of deposit 6 6 15 15 Municipal debt securities — — 3 3 Total marketable securities $ 91 $ 91 $ 230 $ 230 The realized and unrealized gains and losses as of and for the years ended December 31, 2016 , 2015 and 2014 were immaterial. Contractual maturities of marketable securities as of December 31, 2016 were as follows: (millions) Amortized Cost Fair Value Due in 1 year or less $ 62 $ 62 Due in 1-5 years 29 29 Total marketable securities $ 91 $ 91 Actual maturities may differ from the contractual maturities because issuers of the securities may have the right to prepay them. |
Debt
Debt | 12 Months Ended |
Dec. 31, 2016 | |
Debt Disclosure [Abstract] | |
Debt | Debt Total debt as of December 31 consisted of the following: (millions) 2016 2015 5.5% senior notes due 2025 $ 350 $ 350 5.875% senior notes due 2021 — 350 6.3% senior notes due 2016 — 500 7.75% senior notes due 2018 500 500 7.875% senior notes due 2020 (net of discount: 2016 - $0; 2015- $1) — 249 Industrial revenue bonds (due 2028 through 2034) 239 239 Total $ 1,089 $ 2,188 Less unamortized debt issuance costs $ 6 $ 13 Total $ 1,083 $ 2,175 Repurchase of Senior Notes During 2016, we retired $500 million of our 6.3% Senior Notes due in 2016, referred to as the 6.3% Notes, $250 million of our 7.875% senior notes due 2020, referred to as the 7.875% Notes, and $350 million of our 5.875% senior notes due 2021, referred to as the 5.875% Notes. The early redemption of the 6.3% Notes, the 7.875% Notes and the 5.875% Notes included premiums of $30 million and accrued interest of $9 million . As a result of the repurchases, we recorded a loss on early extinguishment of debt, before tax, of $37 million including premiums, write-off of deferred financing fees, debt discount and broker fees. In the first quarter of 2015, we repurchased $350 million of our 8.375% senior notes due in 2018, through both a cash tender offer and a subsequent notice of redemption for aggregate consideration, including tender offer premium and accrued and unpaid interest, of $377 million . As a result of the repurchases, we recorded a loss on early extinguishment of debt of $19 million including the write-off of unamortized debt issuance costs. Issuance of Senior Notes In the first quarter of 2015, we issued $350 million of 5.5% senior notes due March 1, 2025. The net proceeds from the issuance of these notes and cash on hand were used to fund the repurchases of the 8.375% senior notes and all related costs and expenses. We deferred approximately $6 million of debt issuance costs that are being amortized to interest expense over the term of the notes. As of December 31, 2016 and December 31, 2015 , these notes were recorded on the accompanying consolidated balance sheets at $345 million and $344 million , respectively. Senior Notes All of the senior notes are senior unsecured obligations and rank equally with all of our other existing and future unsecured senior indebtedness. The indentures governing the notes contain events of default, covenants and restrictions that are customary for similar transactions, including a limitation on our ability and the ability of certain of our subsidiaries to create or incur secured indebtedness. Interest rate (a) 7.75% 5.500% Principal net of discount (in millions) (b) $500 $350 Maturity January 15, 2018 March 1, 2025 Call date Any time (c) March 1, 2020 (d) Mandatory redemption at 101% plus accrued and unpaid interest in the event of a change in control and a related downgrade below investment grade by both Moody’s Investors Service and Standard & Poor’s Global Ratings at 101% plus accrued and unpaid interest in the event of a change in control (a) The 7.75% senior notes currently have an effective interest rate of 8.25% . The rate is subject to an adjustment of up to 2% if the debt rating is downgraded or subsequently upgraded by Moody's Investors Service and Standard & Poor's Global Ratings. (b) Principal amounts exclude unamortized debt issuance costs. (c) Callable at any time at a price equal to the greater of (1) 100% of the principal and (2) the sum of the present value of the remaining scheduled payments of principal and interest discounted to the redemption date on a semi-annual basis at the applicable U.S. Treasury rate plus a spread (as outlined in the applicable indenture), plus any accrued and unpaid interest on the principal amount being called. (d) Callable at any time prior to the call date at a price equal to 100% of the principal plus a premium (as outlined in the respective indentures), plus any accrued and unpaid interest on the principal amount being called. Callable after the call date at stated redemption prices (as outlined in the applicable indenture), plus any accrued and unpaid interest on the principal amount being called. Credit Facility We maintain a credit facility with a maximum borrowing limit of $180 million (including a $50 million borrowing sublimit for CGC) that is available to fund working capital needs and other general corporate purposes and matures on October 22, 2019. The facility is secured by certain of our accounts receivable and inventory. The maximum borrowing limit under the credit agreement may be increased up to $650 million at our request and our lenders’ approval. In December 2016, we reduced the facility size to $180 million due to the L&W sale and in January 2017, we amended the credit agreement to reduce payment condition threshold amounts in conjunction with the lower facility size. The credit agreement requires us to maintain a minimum fixed charge coverage ratio in the event excess availability falls below a minimum threshold. Because our excess borrowing availability of $85 million exceeds this threshold, the requirement to maintain the minimum fixed charge coverage ratio is not applicable. The credit agreement contains other covenants and events of default that are customary for similar agreements and may limit our ability to take various actions including our ability to pay a dividend or repurchase our stock. We are in compliance with all covenants in our credit facility. As of December 31, 2016 and during the year then ended, there were no borrowings under the facility. Had there been any borrowings as of that date, the applicable interest rate would have been 2.00% for loans in the U.S. and 1.95% for loans in Canada. Outstanding letters of credit as of December 31, 2016 totaled $38 million . Industrial Revenue Bonds Our $239 million of industrial revenue bonds have fixed interest rates ranging from 5.5% to 6.4% . The weighted average rate of interest on our industrial revenue bonds is 5.875% . These bonds mature during the years 2028 through 2034 . OTHER INFORMATION The fair value of our debt was $1.129 billion and $2.295 billion as of December 31, 2016 and 2015 , respectively, and was determined using the fair value hierarchy of inputs described in Note 1. The decline primarily reflected the repayment of the 6.3% Notes, the 7.875% Notes, and the 5.875% Notes in 2016. The fair values were determined utilizing prices from independent pricing services. The vendors’ methodologies utilize various forms of market data, including but not limited to, trade data, yield, spreads, bids and offers. We review the values provided by the independent pricing service for reasonableness by comparing the valuations received from the independent pricing service to valuations from at least one other observable source. We have not adjusted the prices obtained from the independent pricing service. As a result, the fair values are classified as Level 2. Interest accrued on our debt as of December 31, 2016 and December 31, 2015 was $31 million and $45 million , respectively. As of December 31, 2016 , the amounts of total debt outstanding maturing in each of the next five years and beyond were as follows: (millions) 2017 2018 2019 2020 2021 After 2021 Debt maturities (principal amounts) $ — $ 500 $ — $ — $ — $ 589 |
Derivative Instruments
Derivative Instruments | 12 Months Ended |
Dec. 31, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments | Derivative Instruments COMMODITY DERIVATIVE INSTRUMENTS As of December 31, 2016 , we had 36 million mmBTUs (millions of British Thermal Units) in aggregate notional amount of outstanding natural gas swap contracts to hedge forecasted purchases. All of these contracts mature by December 31, 2021 . For contracts designated as cash flow hedges, the amount that remained in AOCI was a pre-tax unrealized gain of $2 million as of December 31, 2016 and an unrealized loss of $19 million as of December 31, 2015 . No ineffectiveness was recorded on contracts designated as cash flow hedges in 2016 , 2015 , or 2014 . Changes in fair value on contracts not designated as cash flow hedges are recorded to earnings. The fair value of those contracts not designated as cash flow hedges was a $1 million unrealized gain as of December 31, 2016 and a $2 million unrealized loss as of December 31, 2015 . FOREIGN EXCHANGE DERIVATIVE INSTRUMENTS We have foreign exchange forward contracts to hedge forecasted purchases of products and services denominated in foreign currencies. The notional amount of these contracts was $80 million as of December 31, 2016 , and they mature by December 27, 2017 . These forward contracts are designated as cash flow hedges and no ineffectiveness was recorded in 2016 , 2015 , or 2014 . The fair value of these contracts that remained in AOCI was zero and an unrealized net pre-tax gain of $8 million as of December 31, 2016 and December 31, 2015 , respectively. During the third quarter of 2015, we entered into foreign exchange forward contracts to hedge a portion of our net investment in our Knauf-USG joint venture. The notional amount of these contracts was $35 million and they matured on November 16, 2015. In November 2015, we entered into a similar foreign exchange forward contract with the same critical terms that was scheduled to mature on January 31, 2016. These forward contracts were designated as net investment hedges and no ineffectiveness was recorded. On December 22, 2015, we completed the sale and, as a result, we terminated the outstanding foreign exchange forward contract and reclassified the $1 million net gain realized for these contracts from AOCI to earnings which increased the gain on the sale of the equity method investment. See Note 4 for further discussion on the sale. COUNTERPARTY RISK, MASTER NETTING ARRANGEMENTS AND BALANCE SHEET OFFSETTING We are exposed to credit losses in the event of nonperformance by the counterparties to our derivative instruments. As of December 31, 2016 , our derivatives were in a $3 million net asset position. All of our counterparties have investment grade credit ratings; accordingly, we anticipate that they will be able to fully satisfy their obligations under the contracts. All of our derivative contracts are governed by master netting agreements negotiated between us and the counterparties that reduce our counterparty credit exposure. The agreements outline the conditions (such as credit ratings and net derivative fair values) upon which we, or the counterparties, are required to post collateral. As required by certain of our agreements, we had $10 million of collateral posted with our counterparties related to our derivatives as of December 31, 2016 . Amounts paid as cash collateral are included in receivables on our consolidated balance sheets. We have not adopted an accounting policy to offset fair value amounts related to derivative contracts under our master netting arrangements; therefore, individual derivative contracts are reflected on a gross basis, as either assets or liabilities, on our consolidated balance sheets, based on their fair value as of the balance sheet date. FINANCIAL STATEMENT INFORMATION The following are the pre-tax effects of derivative instruments on the consolidated statements of income and the consolidated statements of comprehensive income (loss) for the years ended December 31, 2016 , 2015 and 2014 : Amount of Gain or (Loss) Recognized in Other Comprehensive Income (Loss) on Derivatives (Effective Portion) Location of Gain or (Loss) Reclassified from AOCI into Income (Effective Portion) Amount of Gain or (Loss) Reclassified from AOCI into Income (Effective Portion) (millions) 2016 2015 2014 2016 2015 2014 Derivatives Designated as Hedging Instruments Commodity contracts $ 6 $ (14 ) $ (19 ) Cost of products sold $ (15 ) $ (15 ) $ 2 Foreign exchange contracts (3 ) 12 4 Cost of products sold 5 7 2 Foreign exchange contracts — 1 — Income and gain from the sale of equity method investment to related party — 1 — Total $ 3 $ (1 ) $ (15 ) $ (10 ) $ (7 ) $ 4 Location of Gain or (Loss) Recognized in Income on Derivatives Amount of Gain or (Loss) Recognized in Income on Derivatives (millions) 2016 2015 2014 Derivatives Not Designated as Hedging Instruments Commodity contracts Cost of products sold $ 1 $ (3 ) $ (4 ) Foreign exchange contracts Other (income) expense, net — 2 — Total $ 1 $ (1 ) $ (4 ) As of December 31, 2016 , we had no derivatives designated as net investment or fair value hedges. The following are the fair values of derivative instruments on the consolidated balance sheets as of December 31, 2016 and 2015 : Balance Sheet Location Fair Value Balance Sheet Location Fair Value (millions) 12/31/16 12/31/15 12/31/16 12/31/15 Derivatives Designated as Hedging Instruments Commodity contracts Other current assets $ 8 $ 1 Accrued expenses $ 4 $ 15 Commodity contracts Other assets 3 — Other liabilities 5 5 Foreign exchange contracts Other current assets 1 8 Accrued expenses 1 — Total derivatives in hedging relationships $ 12 $ 9 $ 10 $ 20 Balance Sheet Location Fair Value Balance Sheet Location Fair Value (millions) 12/31/16 12/31/15 12/31/16 12/31/15 Derivatives Not Designated as Hedging Instruments Commodity contracts Other current assets $ 1 $ — Accrued expenses $ — $ 2 Commodity contracts Other assets — — Other liabilities — — Total derivatives not designated as hedging instruments $ 1 $ — $ — $ 2 Total derivatives Total assets $ 13 $ 9 Total liabilities $ 10 $ 22 |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements Certain assets and liabilities are required to be recorded at fair value. The fair values of our cash equivalents, equity mutual funds, marketable securities and derivatives were determined using the fair value hierarchy of inputs described in Note 1 . The cash equivalents and equity mutual funds shown in the table below primarily consist of money market funds that are valued based on quoted prices in active markets and, as a result, are classified as Level 1. We use quoted prices, other readily observable market data and internally developed valuation models when valuing our marketable securities or derivatives and have therefore classified them as Level 2. Marketable securities are valued using a "market value" approach and values are based on quoted prices or other observable market inputs received from data providers. Derivatives are valued using the "income" approach such as discounted-cash-flow models and readily observable market data. The inputs for the valuation models are obtained from data providers and include end-of-period spot and forward natural gas prices, foreign currency exchange rates, natural gas price volatility and LIBOR and swap rates for discounting the cash flows implied from the derivative contracts. Our assets and liabilities measured at fair value on a recurring basis were as follows: Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total (millions) 12/31/16 12/31/15 12/31/16 12/31/15 12/31/16 12/31/15 12/31/16 12/31/15 Cash equivalents $ 38 $ 223 $ 34 $ 25 $ — $ — $ 72 $ 248 Equity mutual funds 5 4 — — — — 5 4 Marketable securities: Corporate debt securities — — 69 134 — — 69 134 U.S. government and agency debt securities — — 14 57 — — 14 57 Asset-backed debt securities — — 2 21 — — 2 21 Certificates of deposit — — 6 15 — — 6 15 Municipal debt securities — — — 3 — — — 3 Derivative assets — — 13 9 — — 13 9 Derivative liabilities — — (10 ) (22 ) — — (10 ) (22 ) Certain assets and liabilities are measured at fair value on a nonrecurring basis rather than on an ongoing basis, but are subject to fair value adjustments in certain circumstances, such as when there is evidence of impairment or when a new liability is being established that requires fair value measurement. As disclosed in Note 12 and 13 , during 2016 and 2014, we recorded asset impairment charges of $10 million and $90 million , respectively. No impairment was recorded in 2015. During 2016, we indefinitely idled our mining operations in Little Narrows, Nova Scotia, Canada. We reviewed the property, plant and equipment at Little Narrows for potential impairment by comparing the carrying values of those assets with their future undiscounted cash flows for their remaining useful lives. We measured the fair value of the machinery, equipment and buildings using measurements classified as Level 3 and recorded long-lived asset impairment charges of $10 million . During 2014, we reviewed the carrying value of the ocean vessels owned by GTL for potential impairment by comparing the carrying value of those assets with their fair values. To determine the estimated fair value for the ocean vessels, we engaged a third-party ship broker. Management developed our estimate of fair value by considering comparable sales for similar asset types and incorporating an adjustment for the specialized nature of these assets. This fair value measurement is classified as Level 3, and we recorded a long-lived asset impairment charge of $60 million during the fourth quarter of 2014. Also during 2014, we reviewed our property, plant and equipment for potential impairment by comparing the carrying values of those assets with their future undiscounted cash flows for their remaining useful lives. We measured the fair value of the machinery, equipment and buildings using measurements classified as Level 3 and recorded long-lived asset impairment charges of $30 million . |
Employee Retirement Plans
Employee Retirement Plans | 12 Months Ended |
Dec. 31, 2016 | |
Compensation and Retirement Disclosure [Abstract] | |
Employee Retirement Plans | Employee Retirement Plans We maintain defined benefit pension plans for most of our employees. Most of these plans require employee contributions in order to accrue benefits. Benefits payable under the plans are based on employees’ years of service and compensation during specified years of employment. Effective December 31, 2010, we amended the USG Corporation defined benefit pension plan to replace the final average pay formula with a cash balance formula for employees hired after that date. In November 2016, we amended the US pension plan to allow retirees and all terminated vested employees to take a lump-sum at all times without restriction. We also maintain plans that provide postretirement benefits (retiree health care and life insurance) for eligible employees. Employees hired before January 1, 2002 generally become eligible for the postretirement benefit plans when they meet minimum retirement age and service requirements. The cost of providing most postretirement benefits is shared with retirees. We retained responsibility for the benefits payable to employees of L&W for the benefits accrued while employed by USG under the USG pension and postretirement plans upon the sale of L&W to ABC Supply. All L&W employees had the option to receive a lump sum benefit payment from the USG Corporation pension plan upon termination of their employment from USG. The total of the lump sum distributions made by the USG Corporation pension plan to both L&W employees and USG retirees or terminated vested employees during 2016 exceeded the settlement threshold and, as a result, we incurred settlement expense of $26 million . Of this amount, $15 million related to the benefits paid to terminated employees of L&W and was recorded to "Gain on sale of discontinued operations" and $11 million related to benefits paid to USG retirees or terminated vested employees, of which $7 million was recorded to "Costs of products sold" and $4 million was recorded to "Selling and administrative expenses" in our consolidated statement of income. The benefits payable to employees of L&W who did not take lump sum distributions in connection with their termination or retirement from USG are included in our benefit obligation as of December 31, 2016. We had a curtailment to our pension and postretirement plans as a result of the L&W sale. We recorded a curtailment gain of $20 million for our USG Corporation postretirement plan to "Gain on sale of discontinued operations" in our consolidated statement of income, for those benefits no longer accruable to the employees of L&W who were not retirement eligible or did not elect retirement upon employment termination from USG. We had maintained a pension plan for our subsidiary USG (U.K.) Ltd which had been previously frozen to permanently eliminate future benefit accruals. In December 2014, we irrevocably purchased annuities for the remaining deferred members of the plan relieving us of the responsibility of the pension benefit obligation, and recorded a settlement charge in selling and administrative expenses in the amount of $13 million . In 2011 and 2014, we amended our U.S. postretirement benefit plan to require retiree medical plan participants to begin purchasing individual coverage in the Affordable Insurance Exchanges or individual Medicare marketplace beginning January 1, 2016 using a company-funded subsidy. The subsidy is determined based upon years of service at retirement and Medicare eligibility. The subsidy provided to retirees eligible for Medicare will end December 31, 2019. As a result of the amendments, the measurement of the accumulated postretirement benefit obligation, or APBO, was reduced and a credit to unrecognized prior service cost is being amortized into the statement of income over the average remaining service of active plan participants to retirement eligibility. The components of net pension and postretirement benefit costs are summarized in the following table: (millions) 2016 2015 2014 Pension Benefits: Service cost of benefits earned $ 45 $ 49 $ 37 Interest cost on projected benefit obligation 66 66 65 Expected return on plan assets (89 ) (83 ) (79 ) Settlement (a) 35 1 13 Net amortization 22 39 24 Net pension cost (b) $ 79 $ 72 $ 60 Postretirement Benefits: Service cost of benefits earned $ 2 $ 2 $ 3 Interest cost on projected benefit obligation 6 6 7 Curtailment (20 ) — — Net amortization (27 ) (31 ) (35 ) Net postretirement benefit (c) $ (39 ) $ (23 ) $ (25 ) (a) In 2016, $26 million of the settlement charge reflects the increase in lump sum benefits paid largely driven by the sale of L&W and $9 million reflected payments from our supplemental plan. In 2014, the settlement charge related to the elimination of the benefit obligation of the UK pension plan due to the purchase of annuities. (b) Net pension costs, excluding settlement costs, includes expenses allocated to income from discontinued operations for L&W totaling $7 million for 2016, exclusive of settlement expense, $12 million for 2015 and $8 million for 2014. (c) Net postretirement benefit, excluding curtailment gain, includes a net benefit allocated to income from discontinued operations for L&W of $3 million for 2016, exclusive of curtailment expense, $3 million for 2015 and $3 million for 2014. We use a December 31 measurement date for our plans. The accumulated benefit obligation, or ABO, for the defined benefit pension plans was $ 1.396 billion as of December 31, 2016 and $ 1.354 billion as of December 31, 2015 . As of December 31, (millions) 2016 2015 Selected information for pension plans with accumulated benefit obligations in excess of plan assets: Accumulated benefit obligation $ (39 ) $ (1,182 ) Fair value of plan assets 2 1,097 Selected information for pension plans with benefit obligations in excess of plan assets: Benefit obligation $ (1,384 ) $ (1,365 ) Fair value of plan assets 1,205 1,099 The following table summarizes projected benefit obligations, plan assets and funded status as of December 31: Pension Postretirement (millions) 2016 2015 2016 2015 Change in Benefit Obligation: Benefit obligation as of January 1 $ 1,564 $ 1,686 $ 144 $ 167 Service cost 45 49 2 2 Interest cost 66 66 6 6 Settlements (123 ) (4 ) — — Curtailments (37 ) — (7 ) — Participant contributions 11 11 — 3 Benefits paid (33 ) (86 ) (7 ) (11 ) Actuarial (gain) loss 112 (119 ) (5 ) (14 ) Foreign currency translation 5 (39 ) 2 (9 ) Benefit obligation as of December 31 $ 1,610 $ 1,564 $ 135 $ 144 Change in Plan Assets: Fair value as of January 1 $ 1,301 $ 1,340 $ — $ — Actual return on plan assets 107 17 — — Employer contributions 167 61 7 8 Participant contributions 11 11 — 3 Benefits paid (33 ) (86 ) (7 ) (11 ) Settlements (123 ) (4 ) — — Foreign currency translation 5 (38 ) — — Fair value as of December 31 $ 1,435 $ 1,301 $ — $ — Funded status $ (175 ) $ (263 ) $ (135 ) $ (144 ) Components on the Consolidated Balance Sheets: Noncurrent assets $ 4 $ 3 $ — $ — Current liabilities (16 ) (9 ) (8 ) (9 ) Noncurrent liabilities (163 ) (257 ) (127 ) (135 ) Net liability as of December 31 $ (175 ) $ (263 ) $ (135 ) $ (144 ) Pretax Components in AOCI: Net actuarial loss $ 388 $ 387 $ — $ 7 Prior service credit (1 ) (1 ) (65 ) (108 ) Total as of December 31 $ 387 $ 386 $ (65 ) $ (101 ) For our defined benefit pension plans, the 2016 actuarial loss of $112 million was primarily due to a decrease in the discount rates offset by the adoption of the new mortality tables published by the Society of Actuaries used to determine the benefit obligation. The weighted-average discount rate decreased from 4.43% at December 31, 2015 to 4.02% at December 31, 2016 and increased from 4.10% at December 31, 2014 to 4.43% at December 31, 2015 . For the defined benefit pension plans, we estimate that during 2017 we will amortize from AOCI into net pension cost a net actuarial loss of $ 23 million and no prior service cost . For the postretirement benefit plans, we estimate that during 2017 we will amortize from AOCI into net postretirement cost a net actuarial loss of $ 0 million and a prior service credit of $ 28 million . ASSUMPTIONS The following tables reflect the assumptions used in the accounting for our plans: Pension Postretirement 2016 2015 2016 2015 Weighted average assumptions used to determine benefit obligations as of December 31: Discount rate 4.02 % 4.43 % 3.90 % 4.24 % Compensation increase rate 3.55 % 3.55 % N/A N/A Weighted average assumptions used to determine net cost for years ended December 31: Discount rate 4.43 % 4.10 % 4.24 % 3.70 % Expected return on plan assets 6.66 % 6.70 % N/A N/A Compensation increase rate 3.55 % 3.50 % N/A N/A We no longer have significant exposure to health care cost trend rates due to the modifications we made to our U.S. postretirement health care plan to limit the increase in the annual amount we pay for retiree health care coverage for certain current and future retirees to 3% and to require retiree medical plan participants to begin purchasing individual coverage in the Affordable Insurance Exchanges or individual Medicare marketplace beginning January 1, 2016 using a company-funded subsidy based upon years of service at retirement. For the measurement of the APBO at December 31, 2016 for our Canadian postretirement health care plan, the assumed health care cost trend rates start with a 7.75% increase in 2017 , followed by a gradual decline in increases to 4% for 2032. For the measurement of the APBO at December 31, 2015 , the assumed health care cost trend rates started with an 8% increase in 2016 , followed by a gradual decline in increases to 4% for 2032 and beyond. A one percentage point change in the assumed health care cost trend rates would have the following effects on our Canadian plans: (millions) One-Percentage- Point Increase One-Percentage- Point Decrease Effect on total service and interest cost $ 1 $ — Effect on postretirement benefit obligation 11 (8 ) RETIREMENT PLAN ASSETS Investment Policies and Strategies : We have established investment policies and strategies for the defined benefit pension plans’ assets with a long-term objective of maintaining the plans’ assets at a level equal to or greater than that of their liabilities (as measured by a funded ratio of 100% or more of the ABO) and maximizing returns on the plans’ assets consistent with our moderate tolerance for risk. Contributions are made to the plans periodically as needed to meet funding targets or requirements. Factors influencing our determination to accept a moderate degree of risk include the timing of plan participants’ retirements and the resulting disbursement of retirement benefits, the liquidity requirements of the plans and our financial condition. Our overall long-term objective is to achieve a 6.7% rate of return on plan assets with a moderate level of risk as indicated by the volatility of investment returns. This rate of return target was established using a “building block” approach. In this approach, ranges of long-term expected returns for the various asset classes in which the plans invest are estimated. The estimated ranges are primarily based on observations of historical asset returns and their historical volatility. In determining the expected returns, we also consider consensus forecasts of certain market and economic factors that influence returns, such as inflation, gross domestic product trends and dividend yields. We then calculate an overall range of likely expected rates of return by applying the expected asset returns to the plans’ target asset allocation. The most likely rate of return is then determined and is adjusted to account for investment management fees. Our investment strategy is to invest in a diversified mix of asset classes in accordance with an asset allocation that we believe is likely to achieve our long-term target return while prudently considering risk. In order to manage risk, the plans’ pension and investment committees periodically rebalance the asset allocations as outlined by our investment policy statements. Our investment policy statements include glide paths which outline how our asset allocation would increase the portion of liability-hedging assets, such as fixed income, as our funded status improves in the future. This liability-driven investing approach is carried out by professional investment managers who help the committees in this process. The committees also monitor the investment performance of the individual investment managers compared to their benchmark returns and investment guidelines on an ongoing basis, in part through the use of quarterly investment portfolio reviews and compliance reporting by investment managers. The pension and investment committees also evaluate risk by periodically conducting asset/liability studies to assess the correlation of the plans’ assets and liabilities and the degree of risk in the target asset allocations. The plans limit the use of leverage to select investment strategies where leverage is typically employed, such as private equity and real estate. Certain investment managers utilize derivatives, such as swaps, bond futures, and options, as part of their investment strategies. This is done primarily to gain a desired market exposure or manage factors such as interest rate risk or duration of a bond portfolio. The following table shows the aggregate target asset allocation on a weighted average basis for all the plans and the acceptable ranges around the targets as of December 31, 2016 . Investment Policy Target Range Asset Categories: Asset Category Description Equity Institutional commingled/pooled equity funds, equity mutual funds and direct holdings of the common stock of U.S. and non-U.S. companies; equity funds and direct holdings are invested in companies with a range of market capitalizations 39 % 35%-43% Fixed income U.S. Treasury securities, non-U.S. government debt securities such as Canadian federal bonds, corporate bonds of companies from diversified industries and mortgage-backed securities 50 % 46%-54% Limited partnerships Investments in funds that follow any of several different strategies, including investing in distressed debt, energy development, infrastructure, and hedge funds. These investments use strategies with returns normally expected to have a reduced correlation to the return of equities as compared to other asset classes and often provide a current income component that is a meaningful portion of the investment’s total return. 5 % 2%-8% Other real assets Primarily investments in large core, private real estate funds that directly own a diverse portfolio of properties located in the United States. It also includes an allocation to funds investing in equities of real estate and infrastructure companies 6 % 3%-10% Cash equivalents and short-term investments Primarily held in short-term investment funds or registered money market funds with daily liquidity — % 0%-5% Total 100 % Fair Values of Plan Assets : Pension assets are classified based on the valuation methodologies and inputs used to determine the fair value as described in Note 1. Level 1 investments include mutual funds, or direct investments in common stocks of U.S. and non-U.S. companies that trade on liquid exchanges. These investments are valued based on the closing price on these exchanges. Level 2 investments include primarily fixed income securities such as corporate, or government debentures, mortgage- and asset-backed securities. They are valued primarily using income and market approaches, such as pricing based on recent market transactions, and values are based on quoted prices or other observable market inputs received from data providers. Commingled funds not traded on an exchange, even though their underlying investments are common stocks traded on liquid exchanges, are also included in the Level 2 category. The net asset value of commingled funds investing in either stocks or fixed income securities is calculated by subtracting the value of any liabilities from the market value of all securities owned by a fund. Level 3 investments include real estate, infrastructure, or direct energy investments as well as distressed securities or hedge funds. These are valued using income approach methodologies such as discounted cash flows, or market approach methodologies such as relative value (specific to equity securities), direct capitalization and comparable sales (specific to real estate investments). Some of the key inputs used to value these securities include discount rate, EBITDA multiple, yield-to-worst, yield-to-maturity, and cap rate (specific to real estate investments). The fair values by hierarchy of inputs as of December 31 were as follows: Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total (millions) 2016 2015 2016 2015 2016 2015 2016 2015 Asset Categories: Equity: Common and preferred stock $ 66 $ 55 $ — $ — $ — $ — $ 66 $ 55 Commingled/pooled/mutual funds (a) — 54 490 448 — — 490 502 Total equity 66 109 490 448 — — 556 557 Fixed income: U.S. government and agency debt securities — — 194 177 — — 194 177 Non-U.S. government and agency debt securities — — 54 32 — — 54 32 Investment-grade debt securities — — 197 199 — — 197 199 High-yield debt securities — — 53 36 — — 53 36 Commingled/pooled funds (a) — — 165 129 — — 165 129 Mortgaged backed securities — — 3 — — — 3 — Other — — 10 3 1 1 11 4 Total fixed income — — 676 576 1 1 677 577 Limited partnerships — — — — 103 106 103 106 Other real estate assets — — 16 15 38 37 54 52 Cash equivalents and short-term investments — — 11 10 — — 11 10 Total $ 66 $ 109 $ 1,193 $ 1,049 $ 142 $ 144 $ 1,401 $ 1,302 Cash on hand — — Receivables 35 9 Accounts payable (1 ) (10 ) Total $ 1,435 $ 1,301 (a) Certain investments in commingled/pooled equity funds have been classified as Level 2 in 2016 and 2015 because observable quoted prices for these institutional funds are not available. A reconciliation of the change in the fair value measurement of the defined benefit plans’ consolidated assets using significant unobservable inputs (Level 3) between January 1, 2015 and December 31, 2016 is as follows: (millions) Fixed Income Other Real Estate Assets Limited Partnerships Total Balance as of January 1, 2015 $ 1 $ 35 $ 103 $ 139 Realized losses — (1 ) — (1 ) Unrealized gains — 5 1 6 Purchases, sales and settlements: Purchases — — 2 2 Sales — (2 ) — (2 ) Settlements — — — — Net transfers into (out of) Level 3 — — — — Balance as of December 31, 2015 $ 1 $ 37 $ 106 $ 144 Realized gains — 1 5 6 Unrealized gains (losses) — 2 (3 ) (1 ) Purchases, sales and settlements: Purchases — — 1 1 Sales — (2 ) (6 ) (8 ) Settlements — — — — Net transfers into (out of) Level 3 — — — — Balance as of December 31, 2016 $ 1 $ 38 $ 103 $ 142 CASH FLOWS For 2017 , our defined benefit pension plans have no minimum funding requirements under the Employee Retirement Income Security Act of 1974. We are evaluating our level of funding for pension plans and currently estimate that we will contribute approximately $74 million to our pension plans in 2017 . Our cash payments for postretirement plans are estimated to be $8 million in 2017 . Total benefit payments we expect to make to participants, which include payments funded from USG’s assets as well as payments from our pension plans' assets, are as follows (in millions): Years ended December 31 Pension Benefits Postretirement Benefits 2017(a) $ 165 $ 8 2018 100 8 2019 100 9 2020 110 7 2021 114 7 2022 - 2026 580 39 (a) Pension benefits for the year ended December 31, 2017 include expected payments to L&W employees who elected lump sum upon termination from USG Corporation. DEFINED CONTRIBUTION PLANS Total charges for our defined contribution plans amounted to approximately $5 million , $6 million and $5 million for the years ended December 31, 2016 , 2015 and 2014 , respectively. These charges primarily consisted of contributions to our U.S. plan, commonly known as a 401(k) plan. The U.S. plan provides participating employees the opportunity to invest 1% to 75% of their compensation on a pretax and/or Roth after-tax basis. As of December 31, 2016, participants earn a guaranteed company match of 25% on employee contributions up to 6% of their eligible compensation. Employees are fully vested in company matching contributions after three years of participation in the plan. USG’s contributions are charged to cost of products sold and selling and administrative expenses. |
Share-Based Compensation
Share-Based Compensation | 12 Months Ended |
Dec. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-Based Compensation | Share-Based Compensation We grant share-based compensation to eligible participants under our 2016 Long-Term Incentive Plan, or New LTIP, which was approved by our Board of Directors and stockholders in 2016, and prior thereto under our Long-Term Incentive Plan, which, together with the New LTIP, is referred to as the LTIP. As of December 31, 2016 , a total of 7 million shares of common stock were reserved for future grants under the New LTIP. The New LTIP authorizes the Board’s Compensation and Organization Committee to provide equity-based compensation in the form of stock options, stock appreciation rights, or SARs, restricted stock, restricted stock units, or RSUs, market share units, or MSUs, performance shares and units, and other cash incentive and share-based awards for the purpose of providing our employees, officers and non-employee directors incentives and rewards for performance. We may issue common shares upon option exercises and upon the vesting or grant of other awards under the LTIP from our authorized but unissued shares or from treasury shares. Our expense in continuing operations for share-based arrangements was $18 million in 2016 , $ 14 million in 2015 and $ 20 million in 2014 and is included in selling and administrative expense in our consolidated statements of income. No income tax benefits were recognized for share-based arrangements in the consolidated statements of income in 2016 , 2015 and 2014 . Excess tax benefits related to share based compensation are the difference between the amount of deductible compensation expense reported for tax purposes and the compensation expense recorded for financial reporting purposes for a stock award. Excess tax benefits that are not realized are not reflected in additional paid-in-capital until there is a reduction to taxes payable. As a result of the NOL carryforwards for federal tax purposes in 2016 , 2015 and 2014 , none of the excess tax benefits with respect to exercised stock options and vestings of RSUs, MSUs and performance shares for those years has been reflected in additional paid-in-capital as of December 31, 2016 . Included in our federal tax NOL carryforwards is $70 million of unrealized excess tax benefits for which a tax benefit of $26 million will be recorded in additional paid-in-capital if the loss carryforward is fully utilized. Certain employees of L&W previously received grants of MSUs, performance shares and RSUs. The expense associated with these awards was $ 1 million for 2016, 2015, and 2014 and is included in "Income from discontinued operations" in our consolidated statements of income. On October 31, 2016, any unvested awards were forfeited upon the sale of L&W to ABC Supply and are included as forfeited in the respective tables below. MARKET SHARE UNITS We granted MSUs with the following weighted average grant date fair values: 2016 2015 2014 Weighted average grant date fair values $ 19.59 $ 30.06 $ 40.20 MSUs generally vest after a three -year period based on our actual stock price performance during such period. The number of MSUs earned will vary from zero to 150% of the number of MSUs awarded depending on the actual performance of our stock price. In the case of termination of employment due to death, disability or retirement during the performance period, vesting will be pro-rated based on the number of full months employed in 2016 . Awards earned will be issued at the end of the three -year period. MSUs may vest earlier in the case of a change in control in most circumstances only if there is also a related loss of employment or diminution of duties. Each MSU earned will be settled in common stock. We estimated the fair value of each MSU granted on the date of grant using a Monte Carlo simulation that used the assumptions noted in the following table. Volatility was based on stock price history immediately prior to grant for a period commensurate with the expected term. The risk-free rate was based on zero-coupon U.S. government issues at the time of grant. The expected term represents the period from the valuation date to the end of the performance period. Assumptions: 2016 2015 2014 Expected volatility 34.02 % 42.70 % 54.93 % Risk-free rate 0.86 % 1.09 % 0.63 % Expected term (in years) 2.95 2.95 2.94 Expected dividends — — — Nonvested MSUs outstanding as of December 31, 2016 and MSU activity during 2016 were as follows: Weighted Number of Shares (000) Weighted Average Grant Date Fair Value Nonvested at January 1, 2016 743 $ 34.33 Granted 801 19.59 Vested (304 ) 40.20 Forfeited (83 ) 23.22 Nonvested at December 31, 2016 1,157 23.39 With respect to the MSUs granted in 2014 , for which the three -year period ended December 31, 2016 , 303,790 vested for approximately 267,335 common shares based on the actual performance of our stock price. The remaining MSUs granted in 2014 were forfeited. Total unrecognized compensation cost related to nonvested share-based compensation awards represented by MSUs granted under the LTIP was $ 5 million as of December 31, 2016 . We expect that cost to be recognized over a weighted average period of 1.7 years . PERFORMANCE SHARES We granted performance shares with the following weighted average grant date fair values: 2016 2015 2014 Weighted average grant date fair values $ 21.10 $ 30.63 $ 46.46 The performance shares generally vest after a period of three years based on our total stockholder return relative to the performance of the Dow Jones U.S. Construction and Materials Index, with adjustments to that index in certain circumstances, for the three-year period. The number of performance shares earned will vary from zero to 200% of the number of performance shares awarded depending on that relative performance. Vesting will be pro-rated based on the number of full months employed during the performance period in the case of death, disability, retirement or a change in control, and pro-rated awards earned will be settled in common stock at the end of the three -year period. We estimated the fair value of each performance share granted on the date of grant using a Monte Carlo simulation that uses the assumptions noted in the following table. Volatility was based on stock price history immediately prior to grant for a period commensurate with the expected term. The risk-free rate was based on zero coupon U.S. government issues at the time of grant. The expected term represents the period from the grant date to the end of the three -year performance period. Assumptions: 2016 2015 2014 Expected volatility 34.02 % 42.70 % 54.93 % Risk-free rate 0.86 % 1.09 % 0.63 % Expected term (in years) 2.95 2.95 2.94 Expected dividends — — — Nonvested performance shares outstanding as of December 31, 2016 and performance share activity during 2016 were as follows: Weighted Number of Shares (000) Weighted Average Grant Date Fair Value Nonvested at January 1, 2016 222 $ 37.20 Granted 214 21.10 Vested (86 ) 46.46 Forfeited (104 ) 25.22 Nonvested at December 31, 2016 246 24.98 With respect to the performance shares granted in 2014 , for which the three -year performance period ended December 31, 2016 , 86,478 of the performance awards vested for no common shares. Total unrecognized compensation cost related to nonvested share-based compensation awards represented by performance shares granted under the LTIP was $2 million as of December 31, 2016 . We expect that cost to be recognized over a weighted average period of 1.7 years . RESTRICTED STOCK UNITS We granted RSUs during 2016 , 2015 and 2014 with the following weighted average grant date fair values: 2016 2015 2014 Weighted average grant date fair values $ 23.94 $ 28.56 $ 32.50 RSUs granted as special retention awards, including those granted in 2016 , generally vest after a specified number of years from the date of grant or at a specified date and RSUs granted with performance goals vest if those goals are attained. RSUs may vest earlier in the case of death, disability, retirement or a change in control. Each RSU is settled in a share of our common stock after the vesting period. The fair value of each RSU granted is equal to the closing market price of our common stock on the date of grant. In 2016 , we granted RSUs as special retention awards with respect to 106,000 shares of common stock that generally vest in three years from the date of grant. RSUs outstanding as of December 31, 2016 and RSU activity during 2016 were as follows: Number of Shares (000) Weighted Average Grant Date Fair Value Nonvested at January 1, 2016 270 $ 24.49 Granted 106 23.94 Vested (128 ) 18.70 Forfeited (20 ) 26.45 Nonvested at December 31, 2016 228 27.31 As of December 31, 2016 , there was $3 million of total unrecognized compensation cost related to nonvested share-based compensation awards represented by RSUs granted under the LTIP. We expect that cost to be recognized over a weighted average period of 2.6 years . The total fair value of RSUs that vested was $2 million during 2016 , $ 4 million during 2015 and $ 6 million during 2014 . STOCK OPTIONS We last granted stock options in 2012. Stock options generally become exercisable in four equal annual installments beginning one year from the date of grant, although they may become exercisable earlier in the event of death, disability, retirement or a change in control. The stock options generally expire ten years from the date of grant, or earlier in the event of death, disability or retirement. A summary of stock options outstanding as of December 31, 2016 and of stock option activity during 2016 is presented below: Number of Options (000) Weighted Average Exercise Price Weighted Average Remaining Contractual Term (years) Aggregate Intrinsic Value (millions) Outstanding at January 1, 2016 3,496 $ 28.00 2.99 $ 19 Exercised (305 ) 13.71 Canceled (1,017 ) 43.93 Outstanding at December 31, 2016 2,174 $ 22.55 2.78 $ 22 Exercisable at December 31, 2016 2,174 $ 22.55 2.78 $ 22 Vested or expected to vest at December 31, 2016 2,174 $ 22.55 2.78 $ 22 (millions) 2016 2015 2014 Intrinsic value of stock options exercised $ 4 $ 6 $ 8 Cash received from stock options exercised $ 4 $ 6 $ 4 Fair value of stock options vested $ 1 $ 1 $ 2 Intrinsic value for stock options is defined as the difference between the current market value of our common stock and the exercise price of the stock options. NON-EMPLOYEE DIRECTOR DEFERRED STOCK UNITS Our non-employee directors may elect to receive a portion of their compensation as deferred stock units that increase or decrease in value in direct relation to the market price of our common stock. Deferred stock units earned through December 31, 2007 will be paid in cash upon termination of board service. Deferred stock units earned thereafter will be paid in cash or shares of USG common stock, at the election of the director, upon termination of board service. The number of deferred stock units held by non-employee directors as of December 31 was as follows: 2016 2015 2014 Deferred stock units held by non-employee directors 220,047 193,117 164,235 We recorded expense related to these deferred stock units of $1 million in 2016 , 2015 and 2014 , respectively. |
Supplemental Balance Sheet Info
Supplemental Balance Sheet Information | 12 Months Ended |
Dec. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Supplemental Balance Sheet Information | Supplemental Balance Sheet Information INVENTORIES Inventories as of December 31 consisted of the following: (millions) 2016 2015 Finished goods $ 132 $ 115 Work in progress 37 36 Raw materials 67 68 Total $ 236 $ 219 PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment as of December 31 consisted of the following: (millions) 2016 2015 Land and mineral deposits $ 116 $ 127 Buildings and improvements 1,078 1,075 Machinery and equipment 2,473 2,450 3,667 3,652 Reserves for depreciation and depletion (1,960 ) (1,881 ) Total $ 1,707 $ 1,771 Annual depreciation and depletion expense $ 129 $ 125 ACCRUED EXPENSES Accrued expenses as of December 31 consisted of the following: (millions) 2016 2015 Self-insurance reserves $ 12 $ 13 Employee compensation 35 29 Interest 31 45 Derivatives 5 17 Pension and other postretirement benefits 24 18 Environmental 18 16 Other 50 48 Total $ 175 $ 186 ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) Changes in the balances of each component of accumulated other comprehensive income (loss), or AOCI, are summarized in the following table: (millions) Derivatives Pension and Other Postretirement Benefit Plans Foreign Total AOCI Balance as of January 1, 2014 $ 35 $ (32 ) $ 21 $ 24 Other comprehensive income (loss) before reclassifications (15 ) (272 ) (68 ) (355 ) Less: Amounts reclassified from AOCI, net of tax 4 (2 ) 5 7 Other comprehensive income (loss), net of tax (19 ) (270 ) (73 ) (362 ) Balance as of December 31, 2014 $ 16 $ (302 ) $ (52 ) $ (338 ) Other comprehensive loss before reclassifications (5 ) 74 (67 ) 2 Less: Amounts reclassified from AOCI, net of tax (9 ) (7 ) (6 ) (22 ) Other comprehensive loss, net of tax 4 81 (61 ) 24 Balance as of December 31, 2015 $ 20 $ (221 ) $ (113 ) $ (314 ) Other comprehensive income (loss) before reclassifications 1 (34 ) (53 ) (86 ) Less: Amounts reclassified from AOCI, net of tax (6 ) (9 ) — (15 ) Other comprehensive income (loss), net of tax 7 (25 ) (53 ) (71 ) Balance as of December 31, 2016 $ 27 $ (246 ) $ (166 ) $ (385 ) Amounts reclassified from AOCI, net of tax, for the years ended December 31, 2016 , 2015 and 2014 were as follows: (millions) 2016 2015 2014 Derivatives Net reclassification from AOCI for cash flow hedges included in cost of products sold $ (10 ) $ (8 ) $ 4 Net reclassification from AOCI for cash flow hedges included in income and gain from the sale of equity method investment to related party — 1 — Less: Income tax (benefit) expense on reclassification from AOCI included in income tax expense (4 ) 2 — Net amount reclassified from AOCI $ (6 ) $ (9 ) $ 4 Pension and postretirement benefits Net reclassification from AOCI for amortization of prior service (benefit) cost included in cost of products sold $ (1 ) $ 1 $ — Net reclassification from AOCI for amortization of prior service (benefit) cost included in selling and administrative expenses (12 ) (5 ) 1 Net reclassification from AOCI for amortization of prior service (benefit) cost included in gain on sale of discontinued operations (3 ) (4 ) (4 ) Less: Income tax expense on reclassification from AOCI included in income tax benefit (7 ) (1 ) (1 ) Net amount reclassified from AOCI $ (9 ) $ (7 ) $ (2 ) Foreign Currency Translation Net reclassification from AOCI for translation (loss) gain realized upon the sale of foreign entities $ — $ (6 ) $ 5 Net amount reclassified from AOCI $ — $ (6 ) $ 5 We estimate that we will reclassify a net $2 million after-tax loss on derivatives from AOCI to earnings within the next 12 months. ASSET RETIREMENT OBLIGATIONS Changes in our liability for asset retirement obligations consisted of the following: (millions) 2016 2015 Balance as of January 1 $ 119 $ 123 Accretion expense 7 7 Liabilities incurred 2 1 Changes in estimated cash flows (a) (12 ) (5 ) Liabilities settled (b) (4 ) (2 ) Foreign currency translation 1 (5 ) Balance as of December 31 $ 113 $ 119 (a) Changes in estimated cash flows for the year ended December 31, 2016 includes a $8 million reduction related to one of our quarries. (b) Liabilities settled for the year ended December 31, 2016 includes a $2 million liability that was relieved in conjunction with the sale of a surplus property. |
Long-Lived Asset Impairment Cha
Long-Lived Asset Impairment Charges | 12 Months Ended |
Dec. 31, 2016 | |
Restructuring and Related Activities [Abstract] | |
Long-Lived Asset Impairment Charges | Long-Lived Asset Impairment Charges We continuously evaluate our manufacturing and sourcing needs by considering the capacity of existing and idled plants and production lines, as well as capital projects for manufacturing facilities, relative to the demand assumptions included in our long-range plan. Although industry and economic factors have improved and we believe that the overall economic recovery is intact, they are improving at a slower pace than expected, which required us to reconsider the future utilization of idled plants and mines and production lines, and capital projects for manufacturing facilities. We recorded the following impairment charges which are included in our consolidated statements of income in "Long-lived asset impairment charges": (millions) 2016 2015 2014 Ocean vessels $ — $ — $ 60 Wallboard lines or facilities — — 16 Previously incurred costs related to construction of future facilities — — 12 Indefinitely idled mining operations 10 — — Other — — 2 Total long-lived asset impairment charges $ 10 $ — $ 90 In 2016, we indefinitely idled our mining operations in Little Narrows, Nova Scotia, Canada after completing a review of our gypsum sourcing needs. As a result, we recorded impairment charges of $10 million . We also recorded severance and other charges of $2 million for the termination of employees at the Little Narrows location, which are included in "Costs of products sold". Both the impairment and severance charges relate to our Gypsum segment. In 2014, the long-lived asset impairment charges in the Gypsum segment totaling $90 million included the following: (a) $60 million related to two self-unloading ocean vessels that were subsequently sold in the second quarter of 2015. See Note 13 for further discussion. (b) $16 million related to the carrying values of machinery, equipment and buildings at our temporarily idled gypsum quarry and wallboard production facility in Empire, Nevada and at our previously idled and now permanently closed gypsum wallboard line in New Orleans, Louisiana. In addition, in the third quarter of 2014 we permanently closed our wallboard line in Detroit, Michigan. No impairment charge was recorded with respect to our wallboard line in Detroit, Michigan, as these assets were previously impaired at the time the plant was originally idled. (c) $12 million related to previously incurred and capitalized costs for the construction of two future facilities which we do not anticipate will be built within our planning horizon. (d) $2 million related to the carrying values of machinery, equipment and buildings at our previously idled and now permanently closed paper production line in Gypsum, Ohio. The carrying values of the machinery, equipment and buildings at the facility in Empire, Nevada, exceeded the estimated future undiscounted cash flows for the remaining useful lives of the assets and resulted in a full impairment. This facility was sold in 2016. For the production line in Gypsum, Ohio that we deemed to be permanently closed, we fully impaired the long-lived assets specific to that line. Gypsum Transportation Limited Gypsum Transportation Limited, or GTL, owned two self-unloading ocean vessels. The two previously owned vessels and the third previously leased vessel were used to transship iron ore in and around Sierra Leone in accordance with a contract of affreightment. During 2014, our trading partner ceased performing under the contract, and consequently, we terminated the agreement. As a result of the contract termination, we assessed the recoverability of the two owned vessels and recorded an impairment charge of $60 million . Also in 2014, we recorded a contract termination charge of $6 million for costs to be incurred for the remaining term without economic benefit to us under the lease of the third vessel and we recorded a $9 million provision for bad debt for the trade receivable from our trading partner that we deemed uncollectible. The impairment charge for the two owned vessels is recorded within "Long-lived asset impairment charges" on our consolidated statement of income. The contract termination charge and provision for bad debt are recorded within "(Recovery) loss on receivable and contract termination charge" on our consolidated statements of income. In April 2015, we completed the sale of our two self-unloading ocean vessels owned by GTL for $42 million and recorded a gain of $7 million on the disposition. With a portion of the proceeds from the sale, GTL repaid the outstanding loan balance under GTL’s secured loan facility agreement with DVB Bank SE and paid applicable selling costs. Additionally, we returned the third vessel leased by GTL and paid $7 million of early termination costs which were previously accrued for in 2014. In the second quarter of 2015, GTL incurred charges of $6 million to exit our shipping operations. The net impact of the gain on the sale of the vessels and charges incurred to exit the shipping operations of $1 million is recorded in “Gain on disposal of shipping operations, net” on the consolidated statement of income. In November 2015, we entered into a release and debt settlement agreement (Settlement Agreement) to recover a portion of our loss incurred when our former trading partner ceased performing under the contract in the fourth quarter of 2014. The Settlement Agreement required payments beginning in December 2015 for a total of $14 million . The payments received to settle the $9 million loss on the trade receivable were recorded as a benefit to our consolidated statements of income when we determined the payments to be probable. We recorded a recovery of $6 million in 2015 and it is presented within the "(Recovery) loss on receivable and contract termination charge" on our consolidated statement of income. We received an additional $8 million for the recovery in 2016, of which $3 million is recorded within "(Recovery) loss on receivable and contract termination charge", $1 million is recorded within "Interest income" and $4 million is recorded within "Other income, net" on our consolidated statement of income. GTL recorded operating profit of $3 million in 2016 and $7 million in 2015 and an operating loss of $52 million in 2014 . |
Gypsum Transportation Limited
Gypsum Transportation Limited | 12 Months Ended |
Dec. 31, 2016 | |
Restructuring and Related Activities [Abstract] | |
Gypsum Transportation Limited | Long-Lived Asset Impairment Charges We continuously evaluate our manufacturing and sourcing needs by considering the capacity of existing and idled plants and production lines, as well as capital projects for manufacturing facilities, relative to the demand assumptions included in our long-range plan. Although industry and economic factors have improved and we believe that the overall economic recovery is intact, they are improving at a slower pace than expected, which required us to reconsider the future utilization of idled plants and mines and production lines, and capital projects for manufacturing facilities. We recorded the following impairment charges which are included in our consolidated statements of income in "Long-lived asset impairment charges": (millions) 2016 2015 2014 Ocean vessels $ — $ — $ 60 Wallboard lines or facilities — — 16 Previously incurred costs related to construction of future facilities — — 12 Indefinitely idled mining operations 10 — — Other — — 2 Total long-lived asset impairment charges $ 10 $ — $ 90 In 2016, we indefinitely idled our mining operations in Little Narrows, Nova Scotia, Canada after completing a review of our gypsum sourcing needs. As a result, we recorded impairment charges of $10 million . We also recorded severance and other charges of $2 million for the termination of employees at the Little Narrows location, which are included in "Costs of products sold". Both the impairment and severance charges relate to our Gypsum segment. In 2014, the long-lived asset impairment charges in the Gypsum segment totaling $90 million included the following: (a) $60 million related to two self-unloading ocean vessels that were subsequently sold in the second quarter of 2015. See Note 13 for further discussion. (b) $16 million related to the carrying values of machinery, equipment and buildings at our temporarily idled gypsum quarry and wallboard production facility in Empire, Nevada and at our previously idled and now permanently closed gypsum wallboard line in New Orleans, Louisiana. In addition, in the third quarter of 2014 we permanently closed our wallboard line in Detroit, Michigan. No impairment charge was recorded with respect to our wallboard line in Detroit, Michigan, as these assets were previously impaired at the time the plant was originally idled. (c) $12 million related to previously incurred and capitalized costs for the construction of two future facilities which we do not anticipate will be built within our planning horizon. (d) $2 million related to the carrying values of machinery, equipment and buildings at our previously idled and now permanently closed paper production line in Gypsum, Ohio. The carrying values of the machinery, equipment and buildings at the facility in Empire, Nevada, exceeded the estimated future undiscounted cash flows for the remaining useful lives of the assets and resulted in a full impairment. This facility was sold in 2016. For the production line in Gypsum, Ohio that we deemed to be permanently closed, we fully impaired the long-lived assets specific to that line. Gypsum Transportation Limited Gypsum Transportation Limited, or GTL, owned two self-unloading ocean vessels. The two previously owned vessels and the third previously leased vessel were used to transship iron ore in and around Sierra Leone in accordance with a contract of affreightment. During 2014, our trading partner ceased performing under the contract, and consequently, we terminated the agreement. As a result of the contract termination, we assessed the recoverability of the two owned vessels and recorded an impairment charge of $60 million . Also in 2014, we recorded a contract termination charge of $6 million for costs to be incurred for the remaining term without economic benefit to us under the lease of the third vessel and we recorded a $9 million provision for bad debt for the trade receivable from our trading partner that we deemed uncollectible. The impairment charge for the two owned vessels is recorded within "Long-lived asset impairment charges" on our consolidated statement of income. The contract termination charge and provision for bad debt are recorded within "(Recovery) loss on receivable and contract termination charge" on our consolidated statements of income. In April 2015, we completed the sale of our two self-unloading ocean vessels owned by GTL for $42 million and recorded a gain of $7 million on the disposition. With a portion of the proceeds from the sale, GTL repaid the outstanding loan balance under GTL’s secured loan facility agreement with DVB Bank SE and paid applicable selling costs. Additionally, we returned the third vessel leased by GTL and paid $7 million of early termination costs which were previously accrued for in 2014. In the second quarter of 2015, GTL incurred charges of $6 million to exit our shipping operations. The net impact of the gain on the sale of the vessels and charges incurred to exit the shipping operations of $1 million is recorded in “Gain on disposal of shipping operations, net” on the consolidated statement of income. In November 2015, we entered into a release and debt settlement agreement (Settlement Agreement) to recover a portion of our loss incurred when our former trading partner ceased performing under the contract in the fourth quarter of 2014. The Settlement Agreement required payments beginning in December 2015 for a total of $14 million . The payments received to settle the $9 million loss on the trade receivable were recorded as a benefit to our consolidated statements of income when we determined the payments to be probable. We recorded a recovery of $6 million in 2015 and it is presented within the "(Recovery) loss on receivable and contract termination charge" on our consolidated statement of income. We received an additional $8 million for the recovery in 2016, of which $3 million is recorded within "(Recovery) loss on receivable and contract termination charge", $1 million is recorded within "Interest income" and $4 million is recorded within "Other income, net" on our consolidated statement of income. GTL recorded operating profit of $3 million in 2016 and $7 million in 2015 and an operating loss of $52 million in 2014 . |
Segments
Segments | 12 Months Ended |
Dec. 31, 2016 | |
Segment Reporting [Abstract] | |
Segments | Segments Our operations are organized into three reportable segments: Gypsum, Ceilings and UBBP. As discussed in Note 3 , the results of our Distribution segment have been reclassified to discontinued operations. Additionally, as a result of the presentation of L&W as a discontinued operation, the results of our Gypsum and Ceilings segments have been revised to reflect only the sales of USG products from Gypsum and Ceilings to L&W that have been sold by L&W outside the consolidated group. Segment results were as follows: GYPSUM AND CEILINGS For the year ended December 31, (millions) 2016 2015 2014 Net Sales: Gypsum $ 2,526 $ 2,426 $ 2,396 Ceilings 500 496 518 Eliminations (9 ) (9 ) (10 ) Total $ 3,017 $ 2,913 $ 2,904 Operating Profit (Loss): Gypsum $ 389 $ 361 $ 165 Ceilings 109 88 89 Corporate (104 ) (94 ) (105 ) Total $ 394 $ 355 $ 149 Depreciation, Depletion and Amortization: Gypsum $ 108 $ 106 $ 116 Ceilings 16 16 14 Corporate 10 9 12 Total $ 134 $ 131 $ 142 Capital Expenditures: Gypsum $ 78 $ 84 $ 94 Ceilings 4 3 30 Corporate 1 — 1 Total $ 83 $ 87 $ 125 Assets: December 31, 2016 December 31, 2015 December 31, 2014 Gypsum $ 1,920 $ 1,991 $ 2,104 Ceilings 241 276 285 Corporate 1,080 1,485 489 Equity method investments 628 682 735 Assets related to discontinued operations — 357 380 Eliminations — (55 ) (57 ) Total $ 3,869 $ 4,736 $ 3,936 GEOGRAPHIC INFORMATION For the year ended December 31, (millions) 2016 2015 2014 Net Sales: United States $ 2,625 $ 2,524 $ 2,400 Canada 389 379 406 Other Foreign 189 196 283 Geographic transfers (186 ) (186 ) (185 ) Total $ 3,017 $ 2,913 $ 2,904 Long-lived assets, consisting of property, plant and equipment, net, by geographic location were as follows: (millions) December 31, December 31, December 31, Long-Lived Assets: United States $ 1,563 $ 1,605 $ 1,648 Canada 80 90 112 Other Foreign 64 76 131 Total $ 1,707 $ 1,771 $ 1,891 UBBP For the year ended December 31, (millions) 2016 2015 2014 (a) Net sales $ 1,052 $ 1,003 $ 927 Operating profit 133 124 95 Net income attributable to UBBP 99 96 67 Depreciation, depletion, and amortization 43 43 31 Capital expenditures 45 49 40 December 31, 2016 December 31, 2015 December 31, 2014 Assets $ 1,292 $ 1,303 $ 1,435 UBBP GEOGRAPHIC INFORMATION For the year ended December 31, (millions) 2016 2015 2014 (a) Net Sales: Australia $ 381 $ 345 $ 312 South Korea 223 200 197 Thailand 141 145 133 China 103 120 122 Other 255 234 206 Geographic Transfers (51 ) (41 ) (43 ) Total $ 1,052 $ 1,003 $ 927 (a) Operating results are presented for UBBP for the ten months ended December 31, 2014 . Long-lived assets, consisting of property, plant and equipment, net, by geographic location for UBBP were as follows: (millions) December 31, 2016 December 31, 2015 December 31, 2014 Long-Lived Assets: Australia $ 217 $ 216 $ 245 South Korea 107 106 113 China 97 116 127 Oman 86 103 96 Thailand 75 72 72 Other 71 67 78 Total $ 653 $ 680 $ 731 OTHER SEGMENT INFORMATION Segment operating profit (loss) includes all costs and expenses directly related to the segment involved and an allocation of expenses that benefit more than one segment. Revenues are attributed to geographic areas based on the location of the assets producing the revenues. Transactions between reportable segments and geographic areas are accounted for at transfer prices that are approximately equal to market value. Geographic transfers largely reflect intercompany sales from U.S. Gypsum and USG Interiors, LLC to CGC and USG Mexico, S.A. de C.V. For each of the years ended December 31, 2016 , 2015 , and 2014 , The Home Depot accounted for 23% , 23% and 22% of our net consolidated sales, respectively, and L&W accounted for 19% , 18% and 18% of our consolidated net sales, respectively. Both our Gypsum and Ceilings segments had net sales to these two customers in each of those years. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Income from continuing operations before income taxes consisted of the following: (millions) 2016 2015 2014 U.S. $ 201 $ 152 $ 14 Foreign 73 84 19 Total $ 274 $ 236 $ 33 Income tax expense (benefit) on continuing operations consisted of the following: (millions) 2016 2015 2014 Current: Federal $ — $ — $ — Foreign 5 12 2 State 1 1 1 Total current $ 6 $ 13 $ 3 Deferred: Federal 41 (631 ) — Foreign 2 (4 ) 4 State 14 (118 ) — Total deferred 57 (753 ) 4 Total $ 63 $ (740 ) $ 7 For our continuing operations, differences between actual provisions for income taxes and provisions for income taxes at the U.S. federal statutory rate ( 35% ) were as follows: (millions) 2016 2015 2014 Taxes on income from continuing operations at U.S. federal statutory rate $ 96 $ 82 $ 12 Foreign earnings subject to different tax rates (a) (3 ) (3 ) 16 State income tax, net of federal benefit 10 8 1 Change in valuation allowance — (827 ) (5 ) Income from equity method investments (b) (17 ) (16 ) (12 ) Withholding taxes — — 2 Other, net (2 ) 2 (1 ) Tax release from AOCI — — (2 ) Gain on deconsolidation — — (7 ) Benefits from unrecognized tax positions — (6 ) — Tax expense not realized on pension loss — — 3 Foreign tax credits (21 ) — — Tax expense on distribution of foreign earnings — 20 — Provision for income tax expense $ 63 $ (740 ) $ 7 Effective income tax rate 22.9 % (313.6 )% 21.2 % (a) Foreign earnings subject to different tax rates includes amounts related to impairments and other charges associated with our shipping operations. (b) Included in income from equity method investments are taxes associated with that income in the respective jurisdictions. These taxes, which are predominately foreign statutory rates, are at rates that are lower than the U.S. federal statutory rate. Significant components of deferred tax assets and liabilities as of December 31 were as follows: (millions) 2016 2015 Deferred Tax Assets: Net operating loss and tax credit carryforwards $ 599 $ 774 Pension and postretirement benefits 112 150 Goodwill and other intangible assets — 24 Reserves not deductible until paid 20 29 Self insurance 2 11 Capitalized interest 13 13 Inventories 6 8 Share-based compensation 28 33 Other 4 5 Deferred tax assets before valuation allowance 784 1,047 Valuation allowance (51 ) (70 ) Total deferred tax assets $ 733 $ 977 Deferred Tax Liabilities: Property, plant and equipment 245 254 Other — — Total deferred tax liabilities 245 254 Net deferred tax assets $ 488 $ 723 In 2015, we reversed $731 million of our valuation allowance. We considered all positive and negative evidence and gave more weight to evidence that was objective in nature as compared to subjective evidence. Significant weight was given to evidence that directly relates to our current financial performance. As of December 31, 2015, we emerged from a four-year cumulative pre-tax loss and had five consecutive quarters of domestic pre-tax earnings. The recent domestic pre-tax operating earnings was a significant, principal piece of positive evidence, which was weighed with the underlying momentum in the business, and generally improved market and economic conditions. Other evidence included strategic actions taken by management to lower costs and our expected utilization of deferred tax assets. All of this positive evidence lead to the determination that December 31, 2015 was the appropriate time to reverse a significant portion of the valuation allowance. During the current year, we recorded a decrease in the valuation allowance against our deferred tax assets of $19 million as of December 31, 2016, which was related to the expiration of state Net Operating Loss (NOL) carryforwards. As of December 31, 2016 , our deferred tax assets of $488 million were offset by a valuation allowance of $51 million , consisting of state deferred tax assets. The components of the valuation allowance remaining primarily relate to certain state NOL carryforwards that we anticipate will not be used prior to their expiration. As of December 31, 2016 , we had federal NOL carryforwards of approximately $923 million that are available to offset future federal taxable income and will expire in the years 2028 through 2032 . In addition, as of that date, we had federal alternative minimum tax credit carryforwards of approximately $45 million that are available to reduce future regular federal income taxes over an indefinite period and foreign tax credit carryforwards of $143 million that are available to offset future federal taxable income and expire in the years 2022 through 2026. The foreign tax credits are attributable to tax planning strategies to optimize foreign tax credit utilization and management’s intention to amend its tax returns for the tax years 2012-2014 in order to claim credits for previously deducted foreign tax. In order to fully realize the U.S. federal net deferred tax assets, taxable income of approximately $1.460 billion would need to be generated during the period before their expiration. As of December 31, 2016 , we had a gross deferred tax asset of $172 million related to state NOLs and tax credit carryforwards. The NOLs will expire if unused in years 2018 through 2036 . To the extent that we do not generate sufficient state taxable income within the statutory carryforward periods to utilize the NOL and tax credit carryforwards in these states, they will expire unused. The Internal Revenue Code imposes limitations on a corporation’s ability to utilize NOLs if it experiences an “ownership change” which can result from transactions increasing the ownership of certain stockholders in the stock of a corporation by more than 50 percentage points over a three -year period. If we were to experience an ownership change, utilization of our NOLs would be subject to an annual limitation that may be carried over to later years within the allowed NOL carryforward period. Over the entire carryforward period, we may not be able to use all our NOLs due to the aforementioned annual limitation. If an ownership change had occurred as of December 31, 2016 , our annual U.S. federal NOL utilization would have been limited to approximately $71 million per year. A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows: (millions) 2016 2015 2014 Balance as of January 1 $ 18 $ 22 $ 22 Tax positions related to the current period: Gross increase — 4 2 Gross decrease — — — Tax positions related to prior periods: Gross increase — — — Gross decrease (3 ) (1 ) — Settlements — (6 ) (2 ) Lapse of statutes of limitations — (1 ) — Balance as of December 31 $ 15 $ 18 $ 22 We classify interest expense and penalties related to unrecognized tax benefits and interest income on tax overpayments as components of income taxes (benefit). The total amounts of interest expense and penalties recognized on our consolidated balance sheets were $1 million and $1 million , respectively, as of December 31, 2016 and 2015 . The total amounts of interest and penalties recognized in our consolidated statements of income was zero in each of the three years of 2016 , 2015 and 2014 . The total amounts of unrecognized tax benefit that, if recognized, would affect our effective tax rate were $14 million for 2016 , $17 million for 2015 and $5 million for 2014 . Our federal income tax returns for 2008 and prior years have been examined by the Internal Revenue Service. The U.S. federal statute of limitations remains open for 2006 and later years. We are under examination in various U.S. state and foreign jurisdictions. We do not believe our gross unrecognized tax benefits will change as a result. There are statutes, however, that are expiring within the next 12 months that could result in recognition of approximately $2 million of tax benefit. Foreign and U.S. state jurisdictions have statutes of limitations generally ranging from three to five years. We do not provide for U.S. income taxes on the portion of undistributed earnings of foreign subsidiaries that is intended to be permanently reinvested. The cumulative amount of such undistributed earnings totaled approximately $324 million as of December 31, 2016 . These earnings could become taxable in the United States upon the sale or liquidation of these foreign subsidiaries or upon the remittance of dividends. It is not practical to calculate the residual income tax which would result if these basis differences reversed due to the complexities of the tax law and the hypothetical nature of the calculations. |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Dec. 31, 2016 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share The reconciliation of basic income per share to diluted income per share is shown in the following table: (millions, except per-share data) 2016 2015 2014 Income from continuing operations $ 211 $ 976 $ 26 Net income attributable to noncontrolling interest — — $ 1 Income from continuing operations attributable to USG $ 211 $ 976 $ 25 Income from discontinued operations, net of tax 20 15 12 Gain on sale of discontinued operations, net of tax 279 — — Income available to USG and shareholders $ 510 $ 991 $ 37 Average common shares 145.9 145.5 141.7 Dilutive RSUs, MSUs, performance shares and stock options 1.8 1.6 2.4 Deferred shares associated with a deferred compensation program for non-employee directors — 0.1 0.2 Average diluted common shares 147.7 147.2 144.3 Basic earnings per average common share: Income from continuing operations attributable to USG $ 1.45 $ 6.70 $ 0.18 Income from and gain on sale of discontinued operations 2.04 0.11 0.08 Net income attributable to USG $ 3.49 $ 6.81 $ 0.26 Diluted earnings per average common share: Income from continuing operations attributable to USG $ 1.44 $ 6.62 $ 0.17 Income from and gain on sale of discontinued operations 2.02 0.11 0.08 Net income attributable to USG $ 3.46 $ 6.73 $ 0.25 Stock options, RSUs, MSUs, performance shares and deferred shares associated with our deferred compensation program for non-employee directors that were not included in the computation of diluted earnings per share for those periods because their inclusion was anti-dilutive were as follows: (millions, common shares) 2016 2015 2014 Stock options, RSUs, MSUs and performance shares 1.5 1.9 2.1 Deferred shares associated with a deferred compensation program for non-employee directors 0.2 — — |
Stockholder Rights Plan
Stockholder Rights Plan | 12 Months Ended |
Dec. 31, 2016 | |
Equity [Abstract] | |
Stockholder Rights Plan | Stockholder Rights Plan NOL Protective Provisions of our Rights Plan We have a stockholder rights plan that is intended to protect our substantial NOL carryforwards and related tax benefits. See Note 15 for a description of our NOL carryforwards. Under federal tax laws, we generally can use our NOLs and certain related tax credits to reduce ordinary income tax paid in our prior two tax years or on our future taxable income for up to 20 years, when they “expire” for such purposes. Our ability to use our NOLs could be substantially limited if we experience an “ownership change,” as defined under Section 382 of the Internal Revenue Code of 1986, as amended (the "Code"), and the rights plan has been designed to help prevent such an “ownership change.” Under Section 382 of the Code, an “ownership change” occurs if, over a rolling three -year period, there has been an aggregate increase of 50 percentage points or more in the percentage of our common stock owned by one or more of our “ 5 -percent stockholders” (as determined under Section 382 of the Code). The rights plan provides that if any person becomes the beneficial owner (as defined in the Code) of 4.9% or more of our common stock, stockholders other than the triggering stockholder will have the right to purchase additional shares of our common stock at half the market price, thereby diluting the triggering stockholder; provided that stockholders whose beneficial ownership, as defined in Section 382 of the Code, exceeded 4.9% of our common stock outstanding on February 11, 2015 will not be deemed to have triggered the rights plan, so long as they do not thereafter acquire beneficial ownership of additional common stock other than in certain specified exempt transactions. The rights will expire at the close of business on May 31, 2019, unless earlier redeemed or exchanged. Our Board of Directors has the power to accelerate or extend the expiration date of the rights. The NOL protective provisions of the rights plan described above will be effective until the earliest of the close of business on (i) May 31, 2019, (ii) the date on which our Board of Directors determines that these provisions are no longer necessary for the protection of certain tax benefits because of the repeal of Section 382 of the Code, (iii) the first day of a taxable year as to which our Board of Directors determines that no tax benefits may be carried forward, or (iv) such other date as our Board of Directors determines that these provisions are no longer necessary for the preservation of tax benefits (the "Special Period"). After the end of the Special Period, the triggering threshold for the rights issued pursuant to the rights plan will revert to 15% of our outstanding common stock and the definition of “beneficial owner” will revert to definitions that do not track Section 382 of the Code. At our 2016 annual meeting our stockholders ratified, on an advisory basis, the extension of the term of the rights plan and the NOL protective provisions described above. A board committee composed solely of independent directors reviews the rights plan at least once every three years to determine whether to modify the rights plan in light of all relevant factors. This review was most recently conducted in November 2015. The next review is required by the end of 2018. Restated Certificate of Incorporation Our Restated Certificate of Incorporation also restricts certain transfers of our common stock and includes provisions intended to further protect the tax benefits of our NOL carryforwards. Subject to certain limited exceptions, these transfer restrictions restrict any person from transferring our common stock (or any interest in our common stock) if the transfer would result in a stockholder (or several stockholders, in the aggregate, who hold their stock as a “group” under Section 382 of the Code) owning 4.9% or more of our common stock. Any direct or indirect transfer attempted in violation of these transfer restrictions would be void as of the date of the prohibited transfer as to the purported transferee, and the purported transferee would not be recognized as the owner of the shares attempted to be owned in violation of the transfer restrictions for any purpose, including for purposes of voting and receiving dividends or other distributions in respect of that common stock, or in the case of options, receiving our common stock in respect of their exercise. These restrictions are effective until the earliest of (i) the close of business on May 31, 2019, (ii) the repeal of Section 382 of the Code if our Board of Directors determines that the restrictions are no longer necessary or desirable for the preservation of tax benefits, (iii) the close of business on the first day of a taxable year as to which our Board of Directors determines that no tax benefits may be carried forward, or (iv) such other date as determined by our Board of Directors pursuant to the provisions described above. Treatment of Berkshire Hathaway under Rights Plan and Restated Certificate of Incorporation Pursuant to a Shareholder’s Agreement reached in 2006, Berkshire Hathaway and certain of its affiliates may acquire beneficial ownership of up to 50% of our voting stock on a fully-diluted basis without triggering the ownership thresholds in our Restated Certificate of Incorporation or the rights plan, and may acquire beneficial ownership of more than 50% of our voting stock on a fully-diluted basis without triggering the ownership thresholds in our Restated Certificate of Incorporation or the rights plan through an offer to purchase all of our common stock that remains open for at least 60 days, in each case subject to specified exceptions. |
Lease Commitments
Lease Commitments | 12 Months Ended |
Dec. 31, 2016 | |
Lease Commitments [Abstract] | |
Lease Commitments | Lease Commitments We lease some of our offices, buildings, machinery and equipment, and autos under noncancelable operating leases. These leases have various terms and renewal options. Lease expense amounted to $37 million in 2016 , $36 million in 2015 and $41 million in 2014 . Future minimum lease payments required under operating leases with initial or remaining noncancelable terms in excess of one year as of December 31, 2016 were as follows: (millions) 2017 2018 2019 2020 2021 After 2021 Future minimum lease payments $ 31 $ 26 $ 22 $ 17 $ 12 $ 7 |
Litigation
Litigation | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Litigation | Litigation WALLBOARD PRICING CLASS ACTION LAWSUITS In the first quarter of 2015, USG, United States Gypsum Company, L&W Supply Corporation, and seven other wallboard manufacturers were named as defendants in a lawsuit filed in federal court in California by twelve homebuilders alleging that since at least September 2011, U.S. wallboard manufacturers conspired to fix and raise the price of gypsum wallboard sold in the United States and to effectuate the alleged conspiracy by ending the practice of providing job quotes on wallboard. The lawsuit was transferred to the United States District Court for the Eastern District of Pennsylvania under the title In re: Domestic Drywall Antitrust Litigation, MDL No. 2437. In the second quarter of 2016, the Court dismissed with prejudice the portions of the homebuilders’ complaint alleging a conspiracy in 2014 and 2015, ruling that there were insufficient factual allegations to allow such a claim to go forward. The homebuilders' claims alleging a conspiracy prior to 2014 have not been dismissed, and the case proceeds as to those claims. USG has agreed to defend and indemnify L&W Supply Corporation in connection with this matter. Beginning in the third quarter of 2013, class action lawsuits making similar allegations with regard to Canada were filed in Quebec, Ontario and British Columbia courts on behalf of purchasers of wallboard in Canada and naming USG Corporation, United States Gypsum Company, CGC Inc., and other wallboard manufacturers as defendants. We believe that the cost, if any, of resolving the homebuilders’ lawsuit and Canadian class action litigation will not have a material effect on our results of operations, financial position or cash flows. ENVIRONMENTAL LITIGATION We have been notified by state and federal environmental protection agencies of possible involvement as one of numerous “potentially responsible parties” in a number of Superfund sites in the United States. As a potentially responsible party, we may be responsible to pay for some part of the cleanup of hazardous waste at those sites. In most of these sites, our involvement is expected to be minimal. In addition, we are involved in environmental cleanups of other property that we own or owned. As of December 31, 2016 and December 31, 2015 , we had an accrual of $18 million and $16 million , respectively, for our probable and reasonably estimable liability in connection with these matters. Our accruals take into account all known or estimated undiscounted costs associated with these sites, including site investigations and feasibility costs, site cleanup and remediation, certain legal costs, and fines and penalties, if any. However, we continue to review these accruals as additional information becomes available and revise them as appropriate. Based on the information known to us, we believe these environmental matters will not have a material effect on our results of operations, financial position or cash flows. OTHER LITIGATION We are named as defendants in other claims and lawsuits arising from our operations, including lawsuits or claims arising from commercial disputes, product performance, product liabilities and worksite or vehicular accidents. We believe that we have properly accrued for our probable liability in connection with these claims and suits, taking into account the probability of liability, whether our exposure can be reasonably estimated and, if so, our estimate of our liability or the range of our liability. We do not expect these or any other litigation matters involving USG to have a material effect on our results of operations, financial position or cash flows. |
Quarterly Financial Data (unaud
Quarterly Financial Data (unaudited) | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Data (unaudited) | Quarterly Financial Data (unaudited) Quarter (millions, except per-share data) First Second Third Fourth 2016 Net sales $ 747 $ 769 $ 767 $ 734 Gross profit 181 193 181 150 Operating profit 116 122 97 59 Income from continuing operations 60 67 56 28 Income from discontinued operations, net of tax 7 7 6 — Gain on sale of discontinued operations, net of tax — — — 279 Net income 67 74 62 307 Income per average common share: Basic (a) 0.46 0.50 0.43 2.10 Diluted (a) 0.46 0.50 0.42 2.07 2015 Net sales $ 708 $ 740 $ 747 $ 718 Gross profit 146 170 169 165 Operating profit 72 95 94 94 Income from continuing operations (b) 20 69 68 819 Income (loss) from discontinued operations, net of tax 4 10 8 (7 ) Net income (b) 24 79 76 812 Income per average common share: Basic (a) 0.16 0.54 0.52 5.58 Diluted (a) 0.16 0.54 0.52 5.51 (a) The sum of the four quarters is not necessarily the same as the total for the year. (b) Income from continuing operations and net income attributable to USG for the fourth quarter of 2015 included a reversal of an income tax valuation allowance of $731 million . |
Subsequent Event
Subsequent Event | 12 Months Ended |
Dec. 31, 2016 | |
Statement of Stockholders' Equity [Abstract] | |
Subsequent Events [Text Block] | Subsequent Event On January 31, 2017, the Board of Directors approved a share repurchase program in which we may purchase up to $250 million of our common stock. Under the program, we may repurchase shares from time to time in open market transactions or in privately-negotiated transactions in accordance with applicable securities laws. We may discontinue the program at any time. The timing and the amount of any repurchases will be determined based on market conditions and other factors. Share repurchases will be funded with available cash on hand. Through date of filing, repurchases have been immaterial. |
Schedule II - Valuation And Qua
Schedule II - Valuation And Qualifying Accounts | 12 Months Ended |
Dec. 31, 2016 | |
Valuation and Qualifying Accounts [Abstract] | |
Schedule II - Valuation And Qualifying Accounts | SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS Additions (millions) Balance at beginning of period Charged to costs and expenses Charged to other accounts Deductions (a) Balance at end of period Year ended December 31, 2016: Doubtful accounts $ 7 $ 1 $ — $ (3 ) $ 5 Cash discounts 2 34 — (33 ) 3 Income tax valuation allowance 70 — — (19 ) 51 Year ended December 31, 2015: Doubtful accounts 14 (6 ) — (1 ) 7 Cash discounts 1 37 — (36 ) 2 Income tax valuation allowance 1,023 — — (953 ) 70 Year ended December 31, 2014: Doubtful accounts 6 8 — — 14 Cash discounts 1 36 — (36 ) 1 Income tax valuation allowance 995 1 112 (85 ) 1,023 (a) Reflects receivables written off as related to doubtful accounts, discounts allowed as related to cash discounts and reductions in the income tax valuation allowance. |
Significant Accounting Polici32
Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
New Accounting Pronouncements, Policy [Policy Text Block] | Recent Accounting Pronouncements In November 2016, the Financial Accounting Standards Board, or FASB, issued Accounting Standards Update, or ASU, 2016-18, “Statement of Cash Flows (Topic 230): Restricted Cash,” which will require restricted cash to be presented with cash and cash equivalents in the statement of cash flows. The standard will be effective for us in the first quarter of 2018 and will be applied using the retrospective approach. As our restricted cash amounts are immaterial, we do not expect the adoption of ASU 2016-18 will have a significant impact to our consolidated financial statements or disclosures. In October 2016, the FASB issued ASU 2016-16, “Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other than Inventory,” which eliminates the exception for all intra-entity transfers, except for intra-entity transfers of inventory. The significant components of the standard are 1) current and deferred income tax consequences of intra-entity asset transfers (other than inventory) will be reflected when the transaction occurs and 2) the impact of the sale, if any, is reflected in the effective tax rate for the period in which the transaction occurs. The standard will be effective for us in the first quarter of 2018 and we will adopt the new standard using a modified retrospective approach with a cumulative-effect adjustment to retained earnings. We do not expect the adoption of ASU 2016-16 will have a significant impact to our consolidated financial statements or disclosures. In August 2016, the FASB issued ASU 2016-15, “Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments,” which addresses eight specific cash flow issues with the objective of reducing the existing diversity in practice. The standard will be effective for us in the first quarter of 2018, there will be no impact to our consolidated cash flow statement and disclosures as we are already compliant with the provisions of the standard. In March 2016, the FASB issued ASU 2016-09, “Compensation-Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting,” which simplifies certain aspects of accounting for employee share-based payments. The standard will be effective for us in the first quarter of 2017 and will be applied in part prospectively and in part using a modified retrospective transition approach. The components of this standard that will impact our financial statements are as follows: • Excess tax benefits and deficiencies related to stock compensation will be prospectively recognized in income tax expense instead of in equity when the awards vest or are settled. For the twelve months ended December 31, 2016 and 2015, we recorded a reduction to equity of $11 million and $0 million, respectively. Under the new standard, $9 million of tax expense and $4 million of income tax benefit would have been recognized in 2016 and 2015, respectively. • Excess tax benefits that were previously unrecognized because the related tax deduction had not been realized through a reduction in taxes payable will be recorded on a modified retrospective basis. If we had early adopted this standard, we would have recorded a cumulative-effect adjustment to opening retained earnings of $25 million on our December 31, 2016 consolidated balance sheet. • Upon adoption, we will elect an accounting policy to recognize forfeitures as they occur and will record a cumulative effect change to retained earnings in accordance with the modified retrospective approach. If we had early adopted this standard, we would have recorded an immaterial cumulative effect adjustment to opening retained earnings on our December 31, 2016 balance sheet. In February 2016, the FASB issued ASU 2016-02, “Leases (Topic 842),” which supersedes existing lease guidance to require lessees to recognize assets and liabilities on the balance sheet for the rights and obligations created by long-term leases and to disclose additional quantitative and qualitative information about leasing arrangements. The standard will be effective for us in the first quarter of 2019, and we will adopt the new standard using the modified retrospective approach. While we continue to evaluate the impact of the new standard, we believe the standard will require us to implement a new lease accounting system and related policies and processes. Further, we anticipate the adoption of ASU 2016-02 will have a significant impact to our consolidated balance sheets, consolidated statements of income and disclosures, but we are unable to quantify the financial statement impact at this time. In January 2016, the FASB issued ASU 2016-01, “Financial Instruments-Overall (Topic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities,” which requires that most equity instruments be measured at fair value, with subsequent changes in fair value recognized in net income. The pronouncement also impacts the financial liabilities under the fair value option and the presentation and disclosure requirements for financial instruments. The ASU does not apply to equity method investments or investments in consolidated subsidiaries. The new standard will be effective for us for the first quarter of 2018, with early adoption permitted and amendments to be applied as a cumulative-effect adjustment to the balance sheet in the year of adoption. We do not expect the adoption of ASU 2016-01 will have a significant impact to our consolidated financial statements or disclosures. In July 2015, the FASB issued ASU 2015-11, "Inventory (Topic 330): Simplifying the Measurement of Inventory", which changes the measurement principle for inventory from the lower of cost or market to the lower of cost or net realizable value for entities that measure inventory using the first-in, first-out (FIFO) or average cost method. The ASU defines net realizable value as estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. The standard, which we will adopt using the prospective approach, is effective for us beginning January 1, 2017. ASU 2015-11 will not have an impact to our consolidated financial statements or disclosures. In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers (Topic 606),” which supersedes the revenue recognition requirements in “Revenue Recognition (Topic 605),” and requires entities to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Subsequently, the FASB has issued various ASUs to provide further clarification around certain aspects of ASC 606. This standard will be effective for annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period, and we will adopt the standard on January 1, 2018. We are in the process of completing the analysis of the standard's impact on our sales to customers. While we have not completed our analysis of the impact of the provisions of this standard, we do not expect a significant impact to our financial statements or disclosure. |
Nature of Operations | Nature of Operations USG, through its subsidiaries, is a leading manufacturer of building materials. We produce a wide range of products for use in new residential, new nonresidential, and residential and nonresidential repair and remodel construction as well as products used in certain industrial processes. Our products are distributed through building materials dealers, home improvement centers and other retailers, specialty wallboard distributors, and contractors. |
Segments | Segments Our segments are structured around our key products and business units: Gypsum, Ceilings and UBBP. Our Gypsum reportable segment is an aggregation of the operating segments of the gypsum businesses in the United States, Canada, Mexico, and Latin America, our mining operation in Little Narrows, Nova Scotia, Canada, which we indefinitely idled in 2016, and our shipping company, which we exited in 2015. Gypsum manufactures products throughout the United States, Canada, and Mexico. These products include USG Sheetrock ® brand gypsum wallboard and related products including Sheetrock ® brand joint compound, Durock ® brand cement board, Levelrock ® brand of poured gypsum flooring, Fiberock ® brand backerboard, and Securock ® brand glass mat sheathing used for building exteriors and gypsum fiber and glass mat panels used as roof cover board. Ceilings manufactures ceiling tile in the United States and ceiling grid in the United States, Canada and through February 27, 2014, the Asia-Pacific region. UBBP manufactures, distributes and sells certain building products, mines raw gypsum and sells natural and synthetic gypsum throughout Asia, Australasia and the Middle East. |
Consolidation and Presentation | Consolidation and Presentation Our consolidated financial statements include the accounts of USG Corporation, its majority-owned subsidiaries and through February 27, 2014, variable interest entities. Entities in which we have more than a 20% but not more than 50% ownership interest are accounted for using the equity method of accounting. All intercompany balances and transactions are eliminated in consolidation. On August 29, 2016, we announced the signing of a definitive agreement to sell L&W Supply Corporation, or L&W, our distribution business, to American Builders & Contractors Supply Co., Inc., or ABC Supply, at which time L&W met the criteria to be classified as held for sale and presented as a discontinued operation. We completed the sale on October 31, 2016. L&W's results of operations have been reclassified to "Income from discontinued operations, net of tax" in our consolidated statements of income for all periods presented. The assets and liabilities of L&W have been reclassified to "Assets related to discontinued operations" and "Liabilities related to discontinued operations", respectively, in our consolidated balance sheet as of December 31, 2015. The cash flows associated with L&W have been reclassified to "Net cash provided by operating activities of discontinued operations" and "Net cash provided by (used for) investing activities of discontinued operations" for all periods presented. The results of L&W, which previously consisted of our Distribution segment, have been excluded from our segment results. Additionally, results of our Gypsum and Ceilings segments have been revised as a result of L&W's classification as a discontinued operation to reflect only the sales of USG products from Gypsum and Ceilings to L&W that were sold outside the consolidated group prior to October 31, 2016. All L&W sales subsequent to the close of the transaction are included in net sales on our consolidated statement of income. See Note 3 for further discussion. Our investments with Boral in the 50/50 joint ventures, UBBP, commenced on February 27, 2014, and as a result, our share of ten months of the results of UBBP were recorded in our accompanying consolidated statement of income for the year ended December 31, 2014. See Note 4 for further description of our investments in UBBP. |
Use of Estimates | Use of Estimates The preparation of our consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions. These estimates and assumptions affect the reported amounts of assets, liabilities, revenues and expenses. Actual results could differ from these estimates. |
Revenue Recognition | Revenue Recognition We recognize revenue when shipment is received by the customer. We enter into agreements with customers to offer rebates, generally based on achievement of specified sales levels and various marketing allowances that are common industry practice. Estimated reductions to revenue for customer programs and incentive offerings, including promotions and other volume–based incentives, are recorded in the period in which the sale occurs. Provisions for early payment discounts are accrued in the same period in which the related sales are recorded. |
Shipping and Handling Costs | Shipping and Handling Costs Shipping and handling costs billed to customers are included in net sales and the related costs are presented in cost of products sold. |
Advertising | Advertising Advertising expenses consist of media advertising and related production costs and sponsorships. We charge advertising expenses to earnings as incurred. These expenses amounted to $ 12 million , $ 16 million and $22 million for the years ended December 31, 2016 , 2015 and 2014 , respectively. |
Research and Development | Research and Development We charge research and development expenditures to earnings as incurred. These expenditures amounted to $24 million , $23 million and $23 million for the years ended December 31, 2016 , 2015 and 2014 , respectively. |
Litigation Costs | Litigation Costs We expense litigation costs as incurred. |
Income Taxes | Income Taxes We record income tax expense (benefit) under the asset and liability method. Under this method, deferred tax assets and liabilities are recognized based on temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply in the years in which the temporary differences are expected to be recovered or paid. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in earnings in the period when the change is enacted. Valuation allowances are recorded to reduce deferred tax assets when it is more likely than not that a tax benefit will not be realized. A reduction of the carrying amounts of deferred tax assets by a valuation allowance is required if, based on all available evidence, it is more likely than not that such assets will not be realized. The need to establish valuation allowances for deferred tax assets is assessed at each reporting date. In assessing the requirement for, and amount of, a valuation allowance in accordance with the more-likely-than-not standard, we give appropriate consideration to all positive and negative evidence related to the realization of the deferred tax assets. This assessment considers, among other matters, the nature, frequency and severity of current and cumulative losses, forecasts of future profitability, the duration of statutory carryforward periods, our experience with operating loss and tax credit carryforwards not expiring unused and tax planning strategies. A history of cumulative losses for a certain threshold period is a significant form of negative evidence used in the assessment, and we are required to have a policy regarding the duration of the threshold period. We believe the historical cyclical nature of our operations show economic cycles ranging from 7 to 10 years with demand troughs historically showing recovery over four years . Accordingly, we have a policy of four years as our threshold period for cumulative losses. |
Inventory Valuation | Inventory Valuation All of our inventories are stated at the lower of cost or market and are valued under the average cost method. Our inventories include materials, labor and applicable factory overhead costs. Depreciation associated with manufacturing assets is excluded from inventory cost but is included in cost of products sold. |
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 plus the dilutive effect, if any, of market share units, or MSUs, restricted stock units, or RSUs, performance shares, the potential exercise of outstanding stock options and the deferred shares associated with our deferred compensation program for non-employee directors. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents include highly liquid investments, primarily money market funds, with maturities of three months or less at the time of purchase. |
Marketable Securities | Marketable Securities Marketable securities are classified as available-for-sale securities and reported at fair value, with unrealized gains and losses excluded from earnings and reported in accumulated other comprehensive loss, or AOCI. If it is deemed that marketable securities have unrealized losses that are other than temporary, these losses will be recorded in earnings immediately. Situations in which losses may be considered other than temporary include when we have decided to sell a security or when it is more likely than not that we will be required to sell the security before we recover its amortized cost basis. Cost basis for securities sold are determined on a first-in-first-out basis. |
Receivables | Receivables Receivables are recorded at net realizable value, which includes allowances for cash discounts and doubtful accounts. We review the collectability of receivables on an ongoing basis and reserve for receivables determined to be uncollectible. This determination is based on the delinquency of the account, the financial condition of the customer and our collection experience. We include short-term financing receivables in receivables and long-term financing and loan receivables in other assets on our consolidated balance sheets. Financing and loan receivables are recorded at net realizable value which includes an allowance for credit losses. We review the collectability of financing and loan receivables on an ongoing basis and reserve for financing and loan receivables determined to be uncollectible. This determination is based on the delinquency of the account and the financial condition of the other party. As of December 31, 2016 , the allowance for credit losses was immaterial. |
Investments in Unconsolidated Joint Ventures | Investments in Unconsolidated Joint Ventures The equity method of accounting is used for investments in joint ventures that we do not consolidate, but over which we have the ability to exercise significant influence. These investments are initially recorded at cost and subsequently adjusted for our share of the net income or loss and cash contributions and distributions to or from these entities. If the underlying net assets in our investments are denominated in a foreign currency, we adjust the value of our investment for translation gains or losses. Profits resulting from sales with equity method investees are eliminated until realized by the investee. At least quarterly, we review the probability of the earnout payment to Boral. At December 31, 2016 , we concluded that it is currently not probable that the five-year performance target will be achieved. If our conclusion on the probability of achievement were to change, we will record a liability representing the present value of the second earnout payment with a corresponding increase to our investment. Losses in the value of an equity method investment that are other than temporary, are recognized when the current fair value of the investment is less than its carrying value. We review our investments in equity method investments for impairment whenever factors indicate an other than temporary loss in value. If we conclude a loss in value is other than temporary, an impairment charge is recognized for the difference between the investment’s carrying value and its estimated fair value. |
Property, Plant and Equipment | Property, Plant and Equipment Property, plant and equipment is recorded at cost. We record depreciation of property, plant and equipment on a straight-line basis over the expected useful lives of the assets. We have determined estimated useful lives to be 50 years for buildings and improvements, a range of 10 to 25 years for machinery and equipment, and a range of 5 to 7 years for computer software and systems development costs. Leasehold improvements are capitalized and amortized over the shorter of the remaining lease term or remaining economic useful life. We compute depletion on a basis calculated to spread the cost of gypsum and other applicable resources over the estimated quantities of material recoverable. We capitalize interest during the active construction period of major capital projects. Capitalized interest is added to the cost of the underlying assets and is depreciated over the useful lives of those assets. We recorded $1 million of capitalized interest in the year ended December 31, 2016 , and $3 million in the years ended December 31, 2015 and 2014. Facility start-up costs that cannot be capitalized are expensed as incurred and recorded in cost of products sold. Property, plant and equipment is reviewed for impairment when indicators of a potential impairment are present by comparing the carrying values of the assets with their estimated future undiscounted cash flows. If we determine an impairment exists, the asset is written down to estimated fair value. |
Asset Retirement Obligations | Asset Retirement Obligations Our asset retirement obligations include reclamation requirements as regulated by government authorities related principally to assets such as our mines, quarries, landfills, ponds and wells. The accounting for asset retirement obligations requires estimates by management about the timing of asset retirements, the cost of retirement obligations, discount and inflation rates used in determining fair values and the methods of remediation associated with our asset retirement obligations. We generally use assumptions and estimates that reflect the most likely remediation method on a site-by-site basis. Our estimated liability for asset retirement obligations is revised annually, and whenever events or changes in circumstances indicate that a revision to the estimate is necessary. In instances where a decrease in the asset retirement obligation is in excess of the related remaining net book value of the asset retirement costs, the excess is recorded to the consolidated statement of income as a reduction in cost of products sold. Asset retirement obligations are included in other liabilities on the consolidated balance sheets. |
Share-Based Compensation | Share-Based Compensation We award share-based compensation to employees in the form of MSUs, performance shares and RSUs and to non-employee directors in the form of shares of our common stock. All grants under share-based payment programs are accounted for at fair value at the date of grant. We recognize expense on all share-based awards to employees expected to vest over the service period, which is the shorter of the period until the employees’ retirement eligibility dates or the service period of the award. Expense is generally reduced for estimated forfeitures, which are estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. |
Derivative Instruments | Derivative Instruments We use derivative instruments to manage selected commodity price and foreign currency exposures. We do not use derivative instruments for speculative trading purposes, and we typically do not hedge beyond five years . All derivative instruments are recorded on the balance sheet at fair value. For derivatives designated as fair value hedges, the changes in the fair values of both the derivative instrument and the hedged item are recognized in earnings in the current period. For derivatives designated as cash flow hedges, the effective portion of changes in the fair value of the derivative is recorded to AOCI, and is reclassified to earnings when the underlying forecasted transaction affects earnings. The ineffective portion of changes in the fair value of the derivative is reported in cost of products sold in the current period. We periodically reassess the probability of the underlying forecasted transaction occurring. For derivatives designated as net investment hedges, we record changes in fair value to AOCI. For derivatives not designated as hedging instruments, all changes in fair value are recorded to earnings in the current period. We use swaps to hedge a significant portion of our anticipated purchases of natural gas to be used in our manufacturing operations. Generally, we hedge the cost of a majority of our anticipated purchases of natural gas over the next 12 months . However, we review our positions regularly and make adjustments as market conditions warrant. The majority of contracts currently in place are designated as cash flow hedges and the remainder are not designated as hedging instruments. We have operations outside of the United States and use forward contracts to hedge the risk of changes in cash flows resulting from selected forecasted intercompany and third-party sales or purchases, as well as intercompany loans, denominated in non-U.S. currencies, or to hedge the risk of selected changes in our net investment in foreign subsidiaries. These contracts are designated as either cash flow or net investment hedges or are not designated as hedging instruments. |
Foreign Currency Translation | Foreign Currency Translation We translate foreign-currency-denominated assets and liabilities into U.S. Dollars at the exchange rates existing as of the respective balance sheet dates. We translate income and expense items at the average exchange rates during the respective periods. We record translation adjustments resulting from fluctuations in exchange rates to AOCI on our consolidated balance sheets and our share of the translation adjustments recorded by our equity method investments to AOCI. We record transaction gains and losses to earnings. In 2016 , the total transaction gain was $3 million . In 2015 and 2014 , the total transaction loss was $7 million and $6 million , respectively. |
Fair Value Measurements | Fair Value Measurements Certain assets and liabilities are required to be recorded at fair value. The estimated fair values of those assets and liabilities have been determined using market information and valuation methodologies. Changes in assumptions or estimation methods could affect the fair value estimates. However, we do not believe any such changes would have a material impact on our financial condition, results of operations or cash flows. There are three levels of inputs that may be used to measure fair value: • Level 1 – Quoted prices for identical assets and liabilities in active markets; • Level 2 – Quoted prices for similar assets and liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets; and • Level 3 – Valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. Certain assets and liabilities are measured at fair value on a nonrecurring basis rather than on an ongoing basis, but are subject to fair value adjustments in certain circumstances, such as when there is evidence of impairment or when a new liability is being established that requires fair value measurement. |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Summarized financial information of discontinued operations | The summarized financial information related to L&W that has been excluded from continuing operations and reported as a discontinued operation is as follows: (millions) For the year ended December 31, 2016(a) 2015 2014 Net sales $ 1,252 $ 1,428 $ 1,345 Cost of products sold 1,196 1,387 1,316 Gross profit 56 41 29 Selling and administrative expenses (b) 22 15 16 Operating profit 34 26 13 Income tax expense 12 11 — Net income from discontinued operations (c) $ 22 $ 15 $ 13 Gain on sale of discontinued operations $ 279 $ — $ — (a) Operating results for 2016 are presented for the ten months ended October 31, 2016. (b) The ten month period ended October 31, 2016 includes transaction costs of $8 million . (c) Years ended December 31, 2016 and 2014 include net income from discontinued operations from our European business, which were sold in 2012. The assets and liabilities related to discontinued operations as of December 31, 2015 are as follows: (millions) December 31, 2015 Accounts receivable, net 207 Inventories 95 Other current assets 4 Property, plant and equipment, net (a) 17 Intangible assets (a) 31 Other assets (a) 3 Total assets related to discontinued operations $ 357 Accounts payable $ 51 Accrued expenses 29 Other liabilities (a) 20 Total liabilities related to discontinued operations $ 100 (a) As of December 31, 2015, these balances are reflected as long-term in our consolidated balance sheet. |
Equity Method Investments (Tabl
Equity Method Investments (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Schedule of equity method investments | Equity method investments were as follows: December 31, 2016 December 31, 2015 (millions) Carrying Value Ownership Percentage Carrying Value Ownership Percentage USG Boral Building Products $ 621 50% $ 675 50% Other equity method investments 7 33% - 50% $ 7 33% - 50% Total equity method investments $ 628 $ 682 |
Schedule of translation gains or losses recorded in other comprehensive income | Translation losses recorded in other comprehensive income were as follows: (millions) 2016 2015 2014 Translation loss $ (30 ) $ (23 ) $ (34 ) |
Statement of operations from equity method investments | Summarized financial information for our equity method investments is as follows: Statement of Income For the year ended December 31, (millions) 2016 2015 2014 (a) USG Boral Building Products: Net sales $ 1,052 $ 1,003 $ 927 Gross profit 337 278 251 Operating profit (b) 133 124 95 Net income before taxes 142 132 101 Net income 95 101 72 Net income attributable to USG Boral Building Products 99 96 67 USG share of income from USG Boral Building Products (c) 49 48 33 Other equity method investments (d) : USG share of income from other investments accounted for using the equity method — 2 2 Total income from equity method investments 49 50 35 (a) Operating results are presented for UBBP for the ten months ended December 31, 2014. (b) Year ended December 31, 2016 includes long-lived asset impairment charges of $8 million for China and of $14 million for Oman. (c) Year ended December 31, 2016 includes long-lived asset impairment charges of $4 million for China and of $4 million for Oman. (d) Amounts represent our share of income or loss from all equity method investments, other than UBBP. |
Balance Sheet from equity method investments | Balance Sheet (millions) December 31, 2016 December 31, 2015 USG Boral Building Products: Current assets $ 389 $ 368 Non-current assets 903 935 Current liabilities (a) 211 197 Long-term debt 37 40 Other non-current liabilities 17 17 Shareholders' equity (b) 1,027 1,049 (a) Includes the current portion of long-term debt of $15 million and $16 million as of December 31, 2016 and 2015 , respectively. (b) Shareholders' equity includes $50 million and $60 million related to non-controlling interests as of December 31, 2016 and 2015 , respectivel y. |
Marketable Securities (Tables)
Marketable Securities (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Investments, Debt and Equity Securities [Abstract] | |
Schedule of investments in marketable securities | Our investments in marketable securities as of December 31, 2016 and 2015 consisted of the following: 2016 2015 (millions) Amortized Cost Fair Value Amortized Cost Fair Value Corporate debt securities $ 69 $ 69 $ 134 $ 134 U.S. government and agency debt securities 14 14 57 57 Asset-backed debt securities 2 2 21 21 Certificates of deposit 6 6 15 15 Municipal debt securities — — 3 3 Total marketable securities $ 91 $ 91 $ 230 $ 230 |
Schedule of contractual maturities of marketable securities | Contractual maturities of marketable securities as of December 31, 2016 were as follows: (millions) Amortized Cost Fair Value Due in 1 year or less $ 62 $ 62 Due in 1-5 years 29 29 Total marketable securities $ 91 $ 91 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of total debt | The indentures governing the notes contain events of default, covenants and restrictions that are customary for similar transactions, including a limitation on our ability and the ability of certain of our subsidiaries to create or incur secured indebtedness. Interest rate (a) 7.75% 5.500% Principal net of discount (in millions) (b) $500 $350 Maturity January 15, 2018 March 1, 2025 Call date Any time (c) March 1, 2020 (d) Mandatory redemption at 101% plus accrued and unpaid interest in the event of a change in control and a related downgrade below investment grade by both Moody’s Investors Service and Standard & Poor’s Global Ratings at 101% plus accrued and unpaid interest in the event of a change in control (a) The 7.75% senior notes currently have an effective interest rate of 8.25% . The rate is subject to an adjustment of up to 2% if the debt rating is downgraded or subsequently upgraded by Moody's Investors Service and Standard & Poor's Global Ratings. (b) Principal amounts exclude unamortized debt issuance costs. (c) Callable at any time at a price equal to the greater of (1) 100% of the principal and (2) the sum of the present value of the remaining scheduled payments of principal and interest discounted to the redemption date on a semi-annual basis at the applicable U.S. Treasury rate plus a spread (as outlined in the applicable indenture), plus any accrued and unpaid interest on the principal amount being called. (d) Callable at any time prior to the call date at a price equal to 100% of the principal plus a premium (as outlined in the respective indentures), plus any accrued and unpaid interest on the principal amount being called. Callable after the call date at stated redemption prices (as outlined in the applicable indenture), plus any accrued and unpaid interest on the principal amount being called. Total debt as of December 31 consisted of the following: (millions) 2016 2015 5.5% senior notes due 2025 $ 350 $ 350 5.875% senior notes due 2021 — 350 6.3% senior notes due 2016 — 500 7.75% senior notes due 2018 500 500 7.875% senior notes due 2020 (net of discount: 2016 - $0; 2015- $1) — 249 Industrial revenue bonds (due 2028 through 2034) 239 239 Total $ 1,089 $ 2,188 Less unamortized debt issuance costs $ 6 $ 13 Total $ 1,083 $ 2,175 |
Schedule of amounts of total debt outstanding maturing in each of next five years and beyond | As of December 31, 2016 , the amounts of total debt outstanding maturing in each of the next five years and beyond were as follows: (millions) 2017 2018 2019 2020 2021 After 2021 Debt maturities (principal amounts) $ — $ 500 $ — $ — $ — $ 589 |
Derivative Instruments (Tables)
Derivative Instruments (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of pretax effects of derivative instruments | The following are the pre-tax effects of derivative instruments on the consolidated statements of income and the consolidated statements of comprehensive income (loss) for the years ended December 31, 2016 , 2015 and 2014 : Amount of Gain or (Loss) Recognized in Other Comprehensive Income (Loss) on Derivatives (Effective Portion) Location of Gain or (Loss) Reclassified from AOCI into Income (Effective Portion) Amount of Gain or (Loss) Reclassified from AOCI into Income (Effective Portion) (millions) 2016 2015 2014 2016 2015 2014 Derivatives Designated as Hedging Instruments Commodity contracts $ 6 $ (14 ) $ (19 ) Cost of products sold $ (15 ) $ (15 ) $ 2 Foreign exchange contracts (3 ) 12 4 Cost of products sold 5 7 2 Foreign exchange contracts — 1 — Income and gain from the sale of equity method investment to related party — 1 — Total $ 3 $ (1 ) $ (15 ) $ (10 ) $ (7 ) $ 4 Location of Gain or (Loss) Recognized in Income on Derivatives Amount of Gain or (Loss) Recognized in Income on Derivatives (millions) 2016 2015 2014 Derivatives Not Designated as Hedging Instruments Commodity contracts Cost of products sold $ 1 $ (3 ) $ (4 ) Foreign exchange contracts Other (income) expense, net — 2 — Total $ 1 $ (1 ) $ (4 ) |
Schedule of fair values of derivative instruments | The following are the fair values of derivative instruments on the consolidated balance sheets as of December 31, 2016 and 2015 : Balance Sheet Location Fair Value Balance Sheet Location Fair Value (millions) 12/31/16 12/31/15 12/31/16 12/31/15 Derivatives Designated as Hedging Instruments Commodity contracts Other current assets $ 8 $ 1 Accrued expenses $ 4 $ 15 Commodity contracts Other assets 3 — Other liabilities 5 5 Foreign exchange contracts Other current assets 1 8 Accrued expenses 1 — Total derivatives in hedging relationships $ 12 $ 9 $ 10 $ 20 Balance Sheet Location Fair Value Balance Sheet Location Fair Value (millions) 12/31/16 12/31/15 12/31/16 12/31/15 Derivatives Not Designated as Hedging Instruments Commodity contracts Other current assets $ 1 $ — Accrued expenses $ — $ 2 Commodity contracts Other assets — — Other liabilities — — Total derivatives not designated as hedging instruments $ 1 $ — $ — $ 2 Total derivatives Total assets $ 13 $ 9 Total liabilities $ 10 $ 22 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Schedule of assets and liabilities measured at fair value on a recurring basis | Our assets and liabilities measured at fair value on a recurring basis were as follows: Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total (millions) 12/31/16 12/31/15 12/31/16 12/31/15 12/31/16 12/31/15 12/31/16 12/31/15 Cash equivalents $ 38 $ 223 $ 34 $ 25 $ — $ — $ 72 $ 248 Equity mutual funds 5 4 — — — — 5 4 Marketable securities: Corporate debt securities — — 69 134 — — 69 134 U.S. government and agency debt securities — — 14 57 — — 14 57 Asset-backed debt securities — — 2 21 — — 2 21 Certificates of deposit — — 6 15 — — 6 15 Municipal debt securities — — — 3 — — — 3 Derivative assets — — 13 9 — — 13 9 Derivative liabilities — — (10 ) (22 ) — — (10 ) (22 ) |
Employee Retirement Plans (Tabl
Employee Retirement Plans (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Compensation and Retirement Disclosure [Abstract] | |
Summary of components of net pension and postretirement benefits costs | The components of net pension and postretirement benefit costs are summarized in the following table: (millions) 2016 2015 2014 Pension Benefits: Service cost of benefits earned $ 45 $ 49 $ 37 Interest cost on projected benefit obligation 66 66 65 Expected return on plan assets (89 ) (83 ) (79 ) Settlement (a) 35 1 13 Net amortization 22 39 24 Net pension cost (b) $ 79 $ 72 $ 60 Postretirement Benefits: Service cost of benefits earned $ 2 $ 2 $ 3 Interest cost on projected benefit obligation 6 6 7 Curtailment (20 ) — — Net amortization (27 ) (31 ) (35 ) Net postretirement benefit (c) $ (39 ) $ (23 ) $ (25 ) (a) In 2016, $26 million of the settlement charge reflects the increase in lump sum benefits paid largely driven by the sale of L&W and $9 million reflected payments from our supplemental plan. In 2014, the settlement charge related to the elimination of the benefit obligation of the UK pension plan due to the purchase of annuities. |
Schedule of accumulated benefit obligation for the defined benefit pension plans | As of December 31, (millions) 2016 2015 Selected information for pension plans with accumulated benefit obligations in excess of plan assets: Accumulated benefit obligation $ (39 ) $ (1,182 ) Fair value of plan assets 2 1,097 Selected information for pension plans with benefit obligations in excess of plan assets: Benefit obligation $ (1,384 ) $ (1,365 ) Fair value of plan assets 1,205 1,099 |
Summary of projected benefit obligations, plan assets and funded status | The following table summarizes projected benefit obligations, plan assets and funded status as of December 31: Pension Postretirement (millions) 2016 2015 2016 2015 Change in Benefit Obligation: Benefit obligation as of January 1 $ 1,564 $ 1,686 $ 144 $ 167 Service cost 45 49 2 2 Interest cost 66 66 6 6 Settlements (123 ) (4 ) — — Curtailments (37 ) — (7 ) — Participant contributions 11 11 — 3 Benefits paid (33 ) (86 ) (7 ) (11 ) Actuarial (gain) loss 112 (119 ) (5 ) (14 ) Foreign currency translation 5 (39 ) 2 (9 ) Benefit obligation as of December 31 $ 1,610 $ 1,564 $ 135 $ 144 Change in Plan Assets: Fair value as of January 1 $ 1,301 $ 1,340 $ — $ — Actual return on plan assets 107 17 — — Employer contributions 167 61 7 8 Participant contributions 11 11 — 3 Benefits paid (33 ) (86 ) (7 ) (11 ) Settlements (123 ) (4 ) — — Foreign currency translation 5 (38 ) — — Fair value as of December 31 $ 1,435 $ 1,301 $ — $ — Funded status $ (175 ) $ (263 ) $ (135 ) $ (144 ) Components on the Consolidated Balance Sheets: Noncurrent assets $ 4 $ 3 $ — $ — Current liabilities (16 ) (9 ) (8 ) (9 ) Noncurrent liabilities (163 ) (257 ) (127 ) (135 ) Net liability as of December 31 $ (175 ) $ (263 ) $ (135 ) $ (144 ) Pretax Components in AOCI: Net actuarial loss $ 388 $ 387 $ — $ 7 Prior service credit (1 ) (1 ) (65 ) (108 ) Total as of December 31 $ 387 $ 386 $ (65 ) $ (101 ) |
Schedule of assumptions used in the accounting for the plans | The following tables reflect the assumptions used in the accounting for our plans: Pension Postretirement 2016 2015 2016 2015 Weighted average assumptions used to determine benefit obligations as of December 31: Discount rate 4.02 % 4.43 % 3.90 % 4.24 % Compensation increase rate 3.55 % 3.55 % N/A N/A Weighted average assumptions used to determine net cost for years ended December 31: Discount rate 4.43 % 4.10 % 4.24 % 3.70 % Expected return on plan assets 6.66 % 6.70 % N/A N/A Compensation increase rate 3.55 % 3.50 % N/A N/A |
Schedule of effect of one percentage point change in the assumed health care cost trend rates | A one percentage point change in the assumed health care cost trend rates would have the following effects on our Canadian plans: (millions) One-Percentage- Point Increase One-Percentage- Point Decrease Effect on total service and interest cost $ 1 $ — Effect on postretirement benefit obligation 11 (8 ) |
Schedule of aggregate target asset allocation on a weighted average basis for all the plans and the acceptable ranges around the targets | The following table shows the aggregate target asset allocation on a weighted average basis for all the plans and the acceptable ranges around the targets as of December 31, 2016 . Investment Policy Target Range Asset Categories: Asset Category Description Equity Institutional commingled/pooled equity funds, equity mutual funds and direct holdings of the common stock of U.S. and non-U.S. companies; equity funds and direct holdings are invested in companies with a range of market capitalizations 39 % 35%-43% Fixed income U.S. Treasury securities, non-U.S. government debt securities such as Canadian federal bonds, corporate bonds of companies from diversified industries and mortgage-backed securities 50 % 46%-54% Limited partnerships Investments in funds that follow any of several different strategies, including investing in distressed debt, energy development, infrastructure, and hedge funds. These investments use strategies with returns normally expected to have a reduced correlation to the return of equities as compared to other asset classes and often provide a current income component that is a meaningful portion of the investment’s total return. 5 % 2%-8% Other real assets Primarily investments in large core, private real estate funds that directly own a diverse portfolio of properties located in the United States. It also includes an allocation to funds investing in equities of real estate and infrastructure companies 6 % 3%-10% Cash equivalents and short-term investments Primarily held in short-term investment funds or registered money market funds with daily liquidity — % 0%-5% Total 100 % |
Schedule of fair values by hierarchy of inputs | The fair values by hierarchy of inputs as of December 31 were as follows: Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total (millions) 2016 2015 2016 2015 2016 2015 2016 2015 Asset Categories: Equity: Common and preferred stock $ 66 $ 55 $ — $ — $ — $ — $ 66 $ 55 Commingled/pooled/mutual funds (a) — 54 490 448 — — 490 502 Total equity 66 109 490 448 — — 556 557 Fixed income: U.S. government and agency debt securities — — 194 177 — — 194 177 Non-U.S. government and agency debt securities — — 54 32 — — 54 32 Investment-grade debt securities — — 197 199 — — 197 199 High-yield debt securities — — 53 36 — — 53 36 Commingled/pooled funds (a) — — 165 129 — — 165 129 Mortgaged backed securities — — 3 — — — 3 — Other — — 10 3 1 1 11 4 Total fixed income — — 676 576 1 1 677 577 Limited partnerships — — — — 103 106 103 106 Other real estate assets — — 16 15 38 37 54 52 Cash equivalents and short-term investments — — 11 10 — — 11 10 Total $ 66 $ 109 $ 1,193 $ 1,049 $ 142 $ 144 $ 1,401 $ 1,302 Cash on hand — — Receivables 35 9 Accounts payable (1 ) (10 ) Total $ 1,435 $ 1,301 (a) Certain investments in commingled/pooled equity funds have been classified as Level 2 in 2016 and 2015 because observable quoted prices for these institutional funds are not available. |
Reconciliation of the change in the fair value measurement of the defined benefit plans’ consolidated assets | A reconciliation of the change in the fair value measurement of the defined benefit plans’ consolidated assets using significant unobservable inputs (Level 3) between January 1, 2015 and December 31, 2016 is as follows: (millions) Fixed Income Other Real Estate Assets Limited Partnerships Total Balance as of January 1, 2015 $ 1 $ 35 $ 103 $ 139 Realized losses — (1 ) — (1 ) Unrealized gains — 5 1 6 Purchases, sales and settlements: Purchases — — 2 2 Sales — (2 ) — (2 ) Settlements — — — — Net transfers into (out of) Level 3 — — — — Balance as of December 31, 2015 $ 1 $ 37 $ 106 $ 144 Realized gains — 1 5 6 Unrealized gains (losses) — 2 (3 ) (1 ) Purchases, sales and settlements: Purchases — — 1 1 Sales — (2 ) (6 ) (8 ) Settlements — — — — Net transfers into (out of) Level 3 — — — — Balance as of December 31, 2016 $ 1 $ 38 $ 103 $ 142 |
Schedule of expected benefit payments | Total benefit payments we expect to make to participants, which include payments funded from USG’s assets as well as payments from our pension plans' assets, are as follows (in millions): Years ended December 31 Pension Benefits Postretirement Benefits 2017(a) $ 165 $ 8 2018 100 8 2019 100 9 2020 110 7 2021 114 7 2022 - 2026 580 39 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Weighted average grant date fair values of MSUs | We granted MSUs with the following weighted average grant date fair values: 2016 2015 2014 Weighted average grant date fair values $ 19.59 $ 30.06 $ 40.20 |
Schedule of MSUs valuation assumptions | We estimated the fair value of each MSU granted on the date of grant using a Monte Carlo simulation that used the assumptions noted in the following table. Volatility was based on stock price history immediately prior to grant for a period commensurate with the expected term. The risk-free rate was based on zero-coupon U.S. government issues at the time of grant. The expected term represents the period from the valuation date to the end of the performance period. Assumptions: 2016 2015 2014 Expected volatility 34.02 % 42.70 % 54.93 % Risk-free rate 0.86 % 1.09 % 0.63 % Expected term (in years) 2.95 2.95 2.94 Expected dividends — — — |
Schedule of nonvested MSUs outstanding and activity | Nonvested MSUs outstanding as of December 31, 2016 and MSU activity during 2016 were as follows: Weighted Number of Shares (000) Weighted Average Grant Date Fair Value Nonvested at January 1, 2016 743 $ 34.33 Granted 801 19.59 Vested (304 ) 40.20 Forfeited (83 ) 23.22 Nonvested at December 31, 2016 1,157 23.39 |
Weighted average grant date fair values of performance shares | We granted performance shares with the following weighted average grant date fair values: 2016 2015 2014 Weighted average grant date fair values $ 21.10 $ 30.63 $ 46.46 |
Schedule of performance based units valuation assumptions | We estimated the fair value of each performance share granted on the date of grant using a Monte Carlo simulation that uses the assumptions noted in the following table. Volatility was based on stock price history immediately prior to grant for a period commensurate with the expected term. The risk-free rate was based on zero coupon U.S. government issues at the time of grant. The expected term represents the period from the grant date to the end of the three -year performance period. Assumptions: 2016 2015 2014 Expected volatility 34.02 % 42.70 % 54.93 % Risk-free rate 0.86 % 1.09 % 0.63 % Expected term (in years) 2.95 2.95 2.94 Expected dividends — — — |
Summary of nonvested performance share outstanding and performance share activity | Nonvested performance shares outstanding as of December 31, 2016 and performance share activity during 2016 were as follows: Weighted Number of Shares (000) Weighted Average Grant Date Fair Value Nonvested at January 1, 2016 222 $ 37.20 Granted 214 21.10 Vested (86 ) 46.46 Forfeited (104 ) 25.22 Nonvested at December 31, 2016 246 24.98 |
Weighted average grant date fair values of RSUs | We granted RSUs during 2016 , 2015 and 2014 with the following weighted average grant date fair values: 2016 2015 2014 Weighted average grant date fair values $ 23.94 $ 28.56 $ 32.50 |
Summary of nonvested RSUs outstanding and activity | RSUs outstanding as of December 31, 2016 and RSU activity during 2016 were as follows: Number of Shares (000) Weighted Average Grant Date Fair Value Nonvested at January 1, 2016 270 $ 24.49 Granted 106 23.94 Vested (128 ) 18.70 Forfeited (20 ) 26.45 Nonvested at December 31, 2016 228 27.31 |
Summary of stock options outstanding and stock option activity | STOCK OPTIONS We last granted stock options in 2012. Stock options generally become exercisable in four equal annual installments beginning one year from the date of grant, although they may become exercisable earlier in the event of death, disability, retirement or a change in control. The stock options generally expire ten years from the date of grant, or earlier in the event of death, disability or retirement. A summary of stock options outstanding as of December 31, 2016 and of stock option activity during 2016 is presented below: Number of Options (000) Weighted Average Exercise Price Weighted Average Remaining Contractual Term (years) Aggregate Intrinsic Value (millions) Outstanding at January 1, 2016 3,496 $ 28.00 2.99 $ 19 Exercised (305 ) 13.71 Canceled (1,017 ) 43.93 Outstanding at December 31, 2016 2,174 $ 22.55 2.78 $ 22 Exercisable at December 31, 2016 2,174 $ 22.55 2.78 $ 22 Vested or expected to vest at December 31, 2016 2,174 $ 22.55 2.78 $ 22 (millions) 2016 2015 2014 Intrinsic value of stock options exercised $ 4 $ 6 $ 8 Cash received from stock options exercised $ 4 $ 6 $ 4 Fair value of stock options vested $ 1 $ 1 $ 2 Intrinsic value for stock options is defined as the difference between the current market value of our common stock and the exercise price of the stock options. |
Supplemental Balance Sheet In41
Supplemental Balance Sheet Information (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of inventories | Inventories as of December 31 consisted of the following: (millions) 2016 2015 Finished goods $ 132 $ 115 Work in progress 37 36 Raw materials 67 68 Total $ 236 $ 219 |
Schedule of property, plant and equipment | Property, plant and equipment as of December 31 consisted of the following: (millions) 2016 2015 Land and mineral deposits $ 116 $ 127 Buildings and improvements 1,078 1,075 Machinery and equipment 2,473 2,450 3,667 3,652 Reserves for depreciation and depletion (1,960 ) (1,881 ) Total $ 1,707 $ 1,771 Annual depreciation and depletion expense $ 129 $ 125 |
Schedule of accrued expenses | Accrued expenses as of December 31 consisted of the following: (millions) 2016 2015 Self-insurance reserves $ 12 $ 13 Employee compensation 35 29 Interest 31 45 Derivatives 5 17 Pension and other postretirement benefits 24 18 Environmental 18 16 Other 50 48 Total $ 175 $ 186 |
Schedule of changes in balances of each component of accumulated other comprehensive income (loss) | Changes in the balances of each component of accumulated other comprehensive income (loss), or AOCI, are summarized in the following table: (millions) Derivatives Pension and Other Postretirement Benefit Plans Foreign Total AOCI Balance as of January 1, 2014 $ 35 $ (32 ) $ 21 $ 24 Other comprehensive income (loss) before reclassifications (15 ) (272 ) (68 ) (355 ) Less: Amounts reclassified from AOCI, net of tax 4 (2 ) 5 7 Other comprehensive income (loss), net of tax (19 ) (270 ) (73 ) (362 ) Balance as of December 31, 2014 $ 16 $ (302 ) $ (52 ) $ (338 ) Other comprehensive loss before reclassifications (5 ) 74 (67 ) 2 Less: Amounts reclassified from AOCI, net of tax (9 ) (7 ) (6 ) (22 ) Other comprehensive loss, net of tax 4 81 (61 ) 24 Balance as of December 31, 2015 $ 20 $ (221 ) $ (113 ) $ (314 ) Other comprehensive income (loss) before reclassifications 1 (34 ) (53 ) (86 ) Less: Amounts reclassified from AOCI, net of tax (6 ) (9 ) — (15 ) Other comprehensive income (loss), net of tax 7 (25 ) (53 ) (71 ) Balance as of December 31, 2016 $ 27 $ (246 ) $ (166 ) $ (385 ) |
Schedule of amounts reclassified from accumulated other comprehensive income, net of tax | Amounts reclassified from AOCI, net of tax, for the years ended December 31, 2016 , 2015 and 2014 were as follows: (millions) 2016 2015 2014 Derivatives Net reclassification from AOCI for cash flow hedges included in cost of products sold $ (10 ) $ (8 ) $ 4 Net reclassification from AOCI for cash flow hedges included in income and gain from the sale of equity method investment to related party — 1 — Less: Income tax (benefit) expense on reclassification from AOCI included in income tax expense (4 ) 2 — Net amount reclassified from AOCI $ (6 ) $ (9 ) $ 4 Pension and postretirement benefits Net reclassification from AOCI for amortization of prior service (benefit) cost included in cost of products sold $ (1 ) $ 1 $ — Net reclassification from AOCI for amortization of prior service (benefit) cost included in selling and administrative expenses (12 ) (5 ) 1 Net reclassification from AOCI for amortization of prior service (benefit) cost included in gain on sale of discontinued operations (3 ) (4 ) (4 ) Less: Income tax expense on reclassification from AOCI included in income tax benefit (7 ) (1 ) (1 ) Net amount reclassified from AOCI $ (9 ) $ (7 ) $ (2 ) Foreign Currency Translation Net reclassification from AOCI for translation (loss) gain realized upon the sale of foreign entities $ — $ (6 ) $ 5 Net amount reclassified from AOCI $ — $ (6 ) $ 5 |
Schedule of changes in liability for asset retirement obligations | Changes in our liability for asset retirement obligations consisted of the following: (millions) 2016 2015 Balance as of January 1 $ 119 $ 123 Accretion expense 7 7 Liabilities incurred 2 1 Changes in estimated cash flows (a) (12 ) (5 ) Liabilities settled (b) (4 ) (2 ) Foreign currency translation 1 (5 ) Balance as of December 31 $ 113 $ 119 (a) Changes in estimated cash flows for the year ended December 31, 2016 includes a $8 million reduction related to one of our quarries. (b) Liabilities settled for the year ended December 31, 2016 includes a $2 million liability that was relieved in conjunction with the sale of a surplus property. |
Long-Lived Asset Impairment C42
Long-Lived Asset Impairment Charges (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Restructuring and Related Activities [Abstract] | |
Schedule of impairment charges | We recorded the following impairment charges which are included in our consolidated statements of income in "Long-lived asset impairment charges": (millions) 2016 2015 2014 Ocean vessels $ — $ — $ 60 Wallboard lines or facilities — — 16 Previously incurred costs related to construction of future facilities — — 12 Indefinitely idled mining operations 10 — — Other — — 2 Total long-lived asset impairment charges $ 10 $ — $ 90 |
Segments (Tables)
Segments (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Segment Reporting [Abstract] | |
Schedule of reportable segment results | GYPSUM AND CEILINGS For the year ended December 31, (millions) 2016 2015 2014 Net Sales: Gypsum $ 2,526 $ 2,426 $ 2,396 Ceilings 500 496 518 Eliminations (9 ) (9 ) (10 ) Total $ 3,017 $ 2,913 $ 2,904 Operating Profit (Loss): Gypsum $ 389 $ 361 $ 165 Ceilings 109 88 89 Corporate (104 ) (94 ) (105 ) Total $ 394 $ 355 $ 149 Depreciation, Depletion and Amortization: Gypsum $ 108 $ 106 $ 116 Ceilings 16 16 14 Corporate 10 9 12 Total $ 134 $ 131 $ 142 Capital Expenditures: Gypsum $ 78 $ 84 $ 94 Ceilings 4 3 30 Corporate 1 — 1 Total $ 83 $ 87 $ 125 Assets: December 31, 2016 December 31, 2015 December 31, 2014 Gypsum $ 1,920 $ 1,991 $ 2,104 Ceilings 241 276 285 Corporate 1,080 1,485 489 Equity method investments 628 682 735 Assets related to discontinued operations — 357 380 Eliminations — (55 ) (57 ) Total $ 3,869 $ 4,736 $ 3,936 |
Schedule of geographic information | GEOGRAPHIC INFORMATION For the year ended December 31, (millions) 2016 2015 2014 Net Sales: United States $ 2,625 $ 2,524 $ 2,400 Canada 389 379 406 Other Foreign 189 196 283 Geographic transfers (186 ) (186 ) (185 ) Total $ 3,017 $ 2,913 $ 2,904 Long-lived assets, consisting of property, plant and equipment, net, by geographic location were as follows: (millions) December 31, December 31, December 31, Long-Lived Assets: United States $ 1,563 $ 1,605 $ 1,648 Canada 80 90 112 Other Foreign 64 76 131 Total $ 1,707 $ 1,771 $ 1,891 |
UBBP Reporting | UBBP For the year ended December 31, (millions) 2016 2015 2014 (a) Net sales $ 1,052 $ 1,003 $ 927 Operating profit 133 124 95 Net income attributable to UBBP 99 96 67 Depreciation, depletion, and amortization 43 43 31 Capital expenditures 45 49 40 December 31, 2016 December 31, 2015 December 31, 2014 Assets $ 1,292 $ 1,303 $ 1,435 UBBP GEOGRAPHIC INFORMATION For the year ended December 31, (millions) 2016 2015 2014 (a) Net Sales: Australia $ 381 $ 345 $ 312 South Korea 223 200 197 Thailand 141 145 133 China 103 120 122 Other 255 234 206 Geographic Transfers (51 ) (41 ) (43 ) Total $ 1,052 $ 1,003 $ 927 (a) Operating results are presented for UBBP for the ten months ended December 31, 2014 . Long-lived assets, consisting of property, plant and equipment, net, by geographic location for UBBP were as follows: (millions) December 31, 2016 December 31, 2015 December 31, 2014 Long-Lived Assets: Australia $ 217 $ 216 $ 245 South Korea 107 106 113 China 97 116 127 Oman 86 103 96 Thailand 75 72 72 Other 71 67 78 Total $ 653 $ 680 $ 731 UBBP For the year ended December 31, (millions) 2016 2015 2014 (a) Net sales $ 1,052 $ 1,003 $ 927 Operating profit 133 124 95 Net income attributable to UBBP 99 96 67 Depreciation, depletion, and amortization 43 43 31 Capital expenditures 45 49 40 December 31, 2016 December 31, 2015 December 31, 2014 Assets $ 1,292 $ 1,303 $ 1,435 UBBP GEOGRAPHIC INFORMATION For the year ended December 31, (millions) 2016 2015 2014 (a) Net Sales: Australia $ 381 $ 345 $ 312 South Korea 223 200 197 Thailand 141 145 133 China 103 120 122 Other 255 234 206 Geographic Transfers (51 ) (41 ) (43 ) Total $ 1,052 $ 1,003 $ 927 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Schedule of income from continuing operations before income taxes | Income from continuing operations before income taxes consisted of the following: (millions) 2016 2015 2014 U.S. $ 201 $ 152 $ 14 Foreign 73 84 19 Total $ 274 $ 236 $ 33 |
Schedule of income tax expense (benefit) on continuing operations | Income tax expense (benefit) on continuing operations consisted of the following: (millions) 2016 2015 2014 Current: Federal $ — $ — $ — Foreign 5 12 2 State 1 1 1 Total current $ 6 $ 13 $ 3 Deferred: Federal 41 (631 ) — Foreign 2 (4 ) 4 State 14 (118 ) — Total deferred 57 (753 ) 4 Total $ 63 $ (740 ) $ 7 |
Schedule of differences between actual provisions for income taxes and provisions for income taxes at the U.S. federal statutory rate | For our continuing operations, differences between actual provisions for income taxes and provisions for income taxes at the U.S. federal statutory rate ( 35% ) were as follows: (millions) 2016 2015 2014 Taxes on income from continuing operations at U.S. federal statutory rate $ 96 $ 82 $ 12 Foreign earnings subject to different tax rates (a) (3 ) (3 ) 16 State income tax, net of federal benefit 10 8 1 Change in valuation allowance — (827 ) (5 ) Income from equity method investments (b) (17 ) (16 ) (12 ) Withholding taxes — — 2 Other, net (2 ) 2 (1 ) Tax release from AOCI — — (2 ) Gain on deconsolidation — — (7 ) Benefits from unrecognized tax positions — (6 ) — Tax expense not realized on pension loss — — 3 Foreign tax credits (21 ) — — Tax expense on distribution of foreign earnings — 20 — Provision for income tax expense $ 63 $ (740 ) $ 7 Effective income tax rate 22.9 % (313.6 )% 21.2 % (a) Foreign earnings subject to different tax rates includes amounts related to impairments and other charges associated with our shipping operations. (b) Included in income from equity method investments are taxes associated with that income in the respective jurisdictions. These taxes, which are predominately foreign statutory rates, are at rates that are lower than the U.S. federal statutory rate. |
Schedule of components of deferred tax assets and liabilities | Significant components of deferred tax assets and liabilities as of December 31 were as follows: (millions) 2016 2015 Deferred Tax Assets: Net operating loss and tax credit carryforwards $ 599 $ 774 Pension and postretirement benefits 112 150 Goodwill and other intangible assets — 24 Reserves not deductible until paid 20 29 Self insurance 2 11 Capitalized interest 13 13 Inventories 6 8 Share-based compensation 28 33 Other 4 5 Deferred tax assets before valuation allowance 784 1,047 Valuation allowance (51 ) (70 ) Total deferred tax assets $ 733 $ 977 Deferred Tax Liabilities: Property, plant and equipment 245 254 Other — — Total deferred tax liabilities 245 254 Net deferred tax assets $ 488 $ 723 |
Reconciliation of the beginning and ending amount of unrecognized tax benefits | A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows: (millions) 2016 2015 2014 Balance as of January 1 $ 18 $ 22 $ 22 Tax positions related to the current period: Gross increase — 4 2 Gross decrease — — — Tax positions related to prior periods: Gross increase — — — Gross decrease (3 ) (1 ) — Settlements — (6 ) (2 ) Lapse of statutes of limitations — (1 ) — Balance as of December 31 $ 15 $ 18 $ 22 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Earnings Per Share [Abstract] | |
Reconciliation of basic income per share to diluted income per share | The reconciliation of basic income per share to diluted income per share is shown in the following table: (millions, except per-share data) 2016 2015 2014 Income from continuing operations $ 211 $ 976 $ 26 Net income attributable to noncontrolling interest — — $ 1 Income from continuing operations attributable to USG $ 211 $ 976 $ 25 Income from discontinued operations, net of tax 20 15 12 Gain on sale of discontinued operations, net of tax 279 — — Income available to USG and shareholders $ 510 $ 991 $ 37 Average common shares 145.9 145.5 141.7 Dilutive RSUs, MSUs, performance shares and stock options 1.8 1.6 2.4 Deferred shares associated with a deferred compensation program for non-employee directors — 0.1 0.2 Average diluted common shares 147.7 147.2 144.3 Basic earnings per average common share: Income from continuing operations attributable to USG $ 1.45 $ 6.70 $ 0.18 Income from and gain on sale of discontinued operations 2.04 0.11 0.08 Net income attributable to USG $ 3.49 $ 6.81 $ 0.26 Diluted earnings per average common share: Income from continuing operations attributable to USG $ 1.44 $ 6.62 $ 0.17 Income from and gain on sale of discontinued operations 2.02 0.11 0.08 Net income attributable to USG $ 3.46 $ 6.73 $ 0.25 |
Schedule of ant-dilutive securities excluded from computation of diluted earnings (loss) per share | Stock options, RSUs, MSUs, performance shares and deferred shares associated with our deferred compensation program for non-employee directors that were not included in the computation of diluted earnings per share for those periods because their inclusion was anti-dilutive were as follows: (millions, common shares) 2016 2015 2014 Stock options, RSUs, MSUs and performance shares 1.5 1.9 2.1 Deferred shares associated with a deferred compensation program for non-employee directors 0.2 — — |
Lease Commitments (Tables)
Lease Commitments (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Lease Commitments [Abstract] | |
Schedule of future minimum lease payments required under operating leases | Future minimum lease payments required under operating leases with initial or remaining noncancelable terms in excess of one year as of December 31, 2016 were as follows: (millions) 2017 2018 2019 2020 2021 After 2021 Future minimum lease payments $ 31 $ 26 $ 22 $ 17 $ 12 $ 7 |
Quarterly Financial Data (una47
Quarterly Financial Data (unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of quarterly financial information | Quarter (millions, except per-share data) First Second Third Fourth 2016 Net sales $ 747 $ 769 $ 767 $ 734 Gross profit 181 193 181 150 Operating profit 116 122 97 59 Income from continuing operations 60 67 56 28 Income from discontinued operations, net of tax 7 7 6 — Gain on sale of discontinued operations, net of tax — — — 279 Net income 67 74 62 307 Income per average common share: Basic (a) 0.46 0.50 0.43 2.10 Diluted (a) 0.46 0.50 0.42 2.07 2015 Net sales $ 708 $ 740 $ 747 $ 718 Gross profit 146 170 169 165 Operating profit 72 95 94 94 Income from continuing operations (b) 20 69 68 819 Income (loss) from discontinued operations, net of tax 4 10 8 (7 ) Net income (b) 24 79 76 812 Income per average common share: Basic (a) 0.16 0.54 0.52 5.58 Diluted (a) 0.16 0.54 0.52 5.51 (a) The sum of the four quarters is not necessarily the same as the total for the year. (b) Income from continuing operations and net income attributable to USG for the fourth quarter of 2015 included a reversal of an income tax valuation allowance of $731 million . |
Significant Accounting Polici48
Significant Accounting Policies - Consolidation and Presentation (Details) | Dec. 31, 2016 |
Minimum | |
Schedule of Equity Method Investments [Line Items] | |
Ownership percentage interest | 20.00% |
Maximum | |
Schedule of Equity Method Investments [Line Items] | |
Ownership percentage interest | 50.00% |
Significant Accounting Polici49
Significant Accounting Policies - Advertising (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Accounting Policies [Abstract] | |||
Advertising expense | $ 12 | $ 16 | $ 22 |
Significant Accounting Polici50
Significant Accounting Policies - Research and Development (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Accounting Policies [Abstract] | |||
Research and development expenditures | $ 24 | $ 23 | $ 23 |
Significant Accounting Polici51
Significant Accounting Policies - Income Taxes (Details) | 12 Months Ended |
Dec. 31, 2016 | |
Valuation Allowance [Line Items] | |
Recovery of Demand Troughs | 4 years |
Threshold Period for Cumulative Losses | 4 years |
Minimum | |
Valuation Allowance [Line Items] | |
Economic Cycle | 7 years |
Maximum | |
Valuation Allowance [Line Items] | |
Economic Cycle | 10 years |
Significant Accounting Polici52
Significant Accounting Policies - Property, Plant and Equipment (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Property, Plant and Equipment [Line Items] | |||
Capitalized interest | $ 1 | $ 3 | $ 3 |
Buildings and improvements | |||
Property, Plant and Equipment [Line Items] | |||
Expected useful life | 50 years | ||
Machinery and equipment | Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Expected useful life | 10 years | ||
Machinery and equipment | Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Expected useful life | 25 years | ||
Computer software and systems development costs | Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Expected useful life | 5 years | ||
Computer software and systems development costs | Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Expected useful life | 7 years |
Significant Accounting Polici53
Significant Accounting Policies - Derivative instruments (Details) | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Typical hedging period | 5 years |
Period of anticipated natural gas purchases typically hedged | 12 months |
Significant Accounting Polici54
Significant Accounting Policies - Foreign Currency Translation (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Accounting Policies [Abstract] | |||
Transaction gain (loss) | $ (3) | $ 7 | $ 6 |
Recent Accounting Pronounceme55
Recent Accounting Pronouncements Recent Accounting Pronouncements (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Adjustments to Additional Paid in Capital, Income Tax Deficiency from Share-based Compensation | $ 11,000,000 | $ 0 |
Accounting Standards Update 2016-09 | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Adjustments to Additional Paid in Capital, Income Tax Deficiency from Share-based Compensation | 9,000,000 | $ 4,000,000 |
Unrecognized tax benefits | $ 25,000,000 |
Discontinued Operations - Textu
Discontinued Operations - Textuals (Details) - USD ($) $ in Millions | 2 Months Ended | 3 Months Ended | 12 Months Ended | |||||
Dec. 31, 2016 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Discontinued Operations and Disposal Groups [Abstract] | ||||||||
Cash consideration for discontinued operations | $ 675 | $ 675 | $ 675 | |||||
Gain on sale of discontinued operations, net of tax | $ 279 | $ 0 | $ 0 | $ 0 | 279 | $ 0 | $ 0 | |
Sales to discontinued operations previously eliminated in consolidation | $ 568 | $ 531 | $ 532 | |||||
Cash inflow from discontinued operations | $ 102 |
Discontinued Operations - Summa
Discontinued Operations - Summarized Income Statement (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | ||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | ||
Discontinued Operations and Disposal Groups [Abstract] | ||||||||
Net sales | $ 1,252 | [1] | $ 1,428 | $ 1,345 | ||||
Cost of products sold | 1,196 | [1] | 1,387 | 1,316 | ||||
Gross profit | 56 | [1] | 41 | 29 | ||||
Selling and administrative expenses (b) | 22 | [1],[2] | 15 | 16 | ||||
Operating profit | 34 | [1] | 26 | 13 | ||||
Income tax expense | 12 | [1] | 11 | 0 | ||||
Net income from discontinued operations (c) | 22 | [1],[3] | 15 | 13 | ||||
Gain on sale of discontinued operations, net of tax | $ 279 | $ 0 | $ 0 | $ 0 | 279 | $ 0 | $ 0 | |
Transaction costs related to sale | $ 8 | |||||||
[1] | Operating results for 2016 are presented for the ten months ended October 31, 2016. | |||||||
[2] | The ten month period ended October 31, 2016 includes transaction costs of $8 million. | |||||||
[3] | Years ended December 31, 2016 and 2014 include net income from discontinued operations from our European business, which were sold in 2012. |
Discontinued Operations - Sum58
Discontinued Operations - Summarized Balance Sheet (Details) $ in Millions | Dec. 31, 2015USD ($) | |
Discontinued Operations and Disposal Groups [Abstract] | ||
Accounts receivable, net | $ 207 | |
Inventories | 95 | |
Other current assets | 4 | |
Property, plant and equipment, net (a) | 17 | [1] |
Intangible assets (a) | 31 | [1] |
Other assets (a) | 3 | [1] |
Total assets related to discontinued operations | 357 | |
Accounts payable | 51 | |
Accrued expenses | 29 | |
Other liabilities (a) | 20 | [1] |
Total liabilities related to discontinued operations | $ 100 | |
[1] | As of December 31, 2015, these balances are reflected as long-term in our consolidated balance sheet. |
Equity Method Investments - Sch
Equity Method Investments - Schedule of Investments (Details) - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 | Feb. 27, 2014 |
Schedule of Equity Method Investments [Line Items] | |||
Equity method investments | $ 628 | $ 682 | |
Minimum | |||
Schedule of Equity Method Investments [Line Items] | |||
Ownership percentage interest | 20.00% | ||
Maximum | |||
Schedule of Equity Method Investments [Line Items] | |||
Ownership percentage interest | 50.00% | ||
USG Boral Building Products | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity method investments | $ 621 | $ 675 | |
Ownership percentage interest | 50.00% | 50.00% | 50.00% |
Other equity method investments | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity method investments | $ 7 | $ 7 | |
Other equity method investments | Minimum | |||
Schedule of Equity Method Investments [Line Items] | |||
Ownership percentage interest | 33.00% | 33.00% | |
Other equity method investments | Maximum | |||
Schedule of Equity Method Investments [Line Items] | |||
Ownership percentage interest | 50.00% | 50.00% |
Equity Method Investments - Tex
Equity Method Investments - Textuals (Details) € in Millions, $ in Millions | Dec. 22, 2015USD ($) | Feb. 27, 2014USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Sep. 15, 2015USD ($) | Sep. 15, 2015EUR (€) |
Schedule of Equity Method Investments [Line Items] | |||||||
Payments to acquire equity method investments | $ 514 | ||||||
Gain on deconsolidation of subsidiaries and consolidated joint ventures | $ 0 | $ 0 | $ 27 | ||||
Cash dividends received | 47 | 38 | 0 | ||||
Present value of contingent liability for contingent consideration for equity method investment | 0 | 24 | |||||
Translation loss | (53) | (67) | (68) | ||||
Expected purchase price of joint venture | $ 52 | € 48 | |||||
Income taxes payable on sale | $ 5 | ||||||
Income and gain from the sale of equity method investment to related party | 0 | 13 | 2 | ||||
USG Boral Building Products | |||||||
Schedule of Equity Method Investments [Line Items] | |||||||
Loan receivable from related party | $ 15 | $ 14 | |||||
Knauf | |||||||
Schedule of Equity Method Investments [Line Items] | |||||||
Percentage of beneficial ownership of affiliates | 10.00% | ||||||
USG Boral Building Products | |||||||
Schedule of Equity Method Investments [Line Items] | |||||||
Ownership percentage interest | 50.00% | 50.00% | 50.00% | ||||
Cash dividends received | $ 47 | ||||||
Consolidated retained earnings which represents undistributed earnings | 44 | ||||||
Contingent consideration amount (up to) | $ 75 | ||||||
Contingent consideration for first performance period | $ 25 | ||||||
First performance period for contingent consideration | 3 years | ||||||
Contingent consideration for second performance period (up to) | $ 50 | ||||||
Second performance period for contingent consideration | 5 years | ||||||
Translation loss | $ (30) | $ (23) | (34) | ||||
USG Boral Building Products | Boral | |||||||
Schedule of Equity Method Investments [Line Items] | |||||||
Ownership percentage by joint venture partner | 50.00% | ||||||
Knauf USG | |||||||
Schedule of Equity Method Investments [Line Items] | |||||||
Ownership percentage interest | 50.00% | ||||||
Gain on sale of investment | $ 6 | ||||||
Income and gain from the sale of equity method investment to related party | $ 13 | $ 2 |
Equity Method Investments - Sta
Equity Method Investments - Statement of Operations (Details) - USD ($) $ in Millions | 12 Months Ended | |||||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | ||||
Schedule of Equity Method Investments [Line Items] | ||||||
Income (loss) from equity method investments | $ 49 | $ 50 | $ 35 | |||
USG Boral Building Products | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Net sales | 1,052 | 1,003 | 927 | [1] | ||
Gross profit | 337 | 278 | 251 | [2] | ||
Net income before taxes | 142 | 132 | 101 | [2] | ||
Net income | 95 | 101 | 72 | [2] | ||
Net income attributable to USG Boral Building Products | 99 | 96 | 67 | [2] | ||
Income (loss) from equity method investments | 49 | [3] | 48 | 33 | [2] | |
Other equity method investments | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Income (loss) from equity method investments | [4] | 0 | 2 | 2 | ||
USG Boral Building Products | USG Boral Building Products | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Net sales | 1,052 | 1,003 | 927 | [2] | ||
Operating profit | 133 | [5] | $ 124 | $ 95 | [2] | |
China | Operating Profit [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Long-lived asset impairment charges | 8 | |||||
China | Equity Method Income [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Long-lived asset impairment charges | 4 | |||||
Oman | Operating Profit [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Long-lived asset impairment charges | 14 | |||||
Oman | Equity Method Income [Member] | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Long-lived asset impairment charges | $ 4 | |||||
[1] | Operating results are presented for UBBP for the ten months ended December 31, 2014. | |||||
[2] | Operating results are presented for UBBP for the ten months ended December 31, 2014. | |||||
[3] | Year ended December 31, 2016 includes long-lived asset impairment charges of $4 million for China and of $4 million for Oman. | |||||
[4] | Amounts represent our share of income or loss from all equity method investments, other than UBBP. | |||||
[5] | Year ended December 31, 2016 includes long-lived asset impairment charges of $8 million for China and of $14 million for Oman. |
Equity Method Investments - Bal
Equity Method Investments - Balance Sheet (Details) - USG Boral Building Products - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 | |
Schedule of Equity Method Investments [Line Items] | |||
Current assets | $ 389 | $ 368 | |
Non-current assets | 903 | 935 | |
Current liabilities | [1] | 211 | 197 |
Long-term debt | 37 | 40 | |
Other non-current liabilities | 17 | 17 | |
Shareholders' equity | [2] | 1,027 | 1,049 |
Current portion of long-term debt | 15 | 16 | |
Shareholders' equity related to non-controlling interests | $ 50 | $ 60 | |
[1] | Includes the current portion of long-term debt of $15 million and $16 million as of December 31, 2016 and 2015, respectively. | ||
[2] | Shareholders' equity includes $50 million and $60 million related to non-controlling interests as of December 31, 2016 and 2015, respectively. |
Marketable Securities - Investm
Marketable Securities - Investments in Marketable Securities (Details) - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | $ 91 | $ 230 |
Fair Value | 91 | 230 |
Corporate debt securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 69 | 134 |
Fair Value | 69 | 134 |
U.S. government and agency debt securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 14 | 57 |
Fair Value | 14 | 57 |
Asset-backed debt securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 2 | 21 |
Fair Value | 2 | 21 |
Certificates of deposit | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 6 | 15 |
Fair Value | 6 | 15 |
Municipal debt securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 0 | 3 |
Fair Value | $ 0 | $ 3 |
Marketable Securities - Contrac
Marketable Securities - Contractual Maturities of Marketable Securities (Details) - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Amortized Cost | ||
Due in 1 year or less | $ 62 | |
Due in 1-5 years | 29 | |
Total marketable securities | 91 | |
Fair Value | ||
Due in 1 year or less | 62 | |
Due in 1-5 years | 29 | |
Total marketable securities | $ 91 | $ 230 |
Debt - Total Debt (Details)
Debt - Total Debt (Details) - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 | Feb. 24, 2015 | |
Debt Instrument [Line Items] | ||||
Long-term debt | $ 1,089 | $ 2,188 | ||
Less unamortized debt issuance costs | 6 | 13 | ||
Total | 1,083 | 2,175 | ||
5.5% senior notes due 2025 | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 350 | [1] | 350 | |
Less unamortized debt issuance costs | $ 6 | |||
Total | $ 345 | $ 344 | ||
Stated interest rate | 5.50% | [2] | 5.50% | |
5.875% senior notes due 2021 | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | $ 0 | $ 350 | ||
Stated interest rate | 5.875% | 5.875% | ||
6.3% senior notes due 2016 | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | $ 0 | $ 500 | ||
Stated interest rate | 6.30% | 6.30% | ||
7.75% senior notes due 2018 | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | $ 500 | [1] | $ 500 | |
Stated interest rate | 7.75% | [3],[4] | 7.75% | |
7.875% senior notes due 2020 (net of discount: 2016 - $0; 2015- $1) | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | $ 0 | $ 249 | ||
Stated interest rate | 7.875% | 7.875% | ||
Unamortized discount | $ 0 | $ 1 | ||
Industrial revenue bonds (due 2028 through 2034) | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | $ 239 | $ 239 | ||
[1] | Principal amounts exclude unamortized debt issuance costs. | |||
[2] | Callable at any time prior to the call date at a price equal to 100% of the principal plus a premium (as outlined in the respective indentures), plus any accrued and unpaid interest on the principal amount being called. Callable after the call date at stated redemption prices (as outlined in the applicable indenture), plus any accrued and unpaid interest on the principal amount being called. | |||
[3] | Callable at any time at a price equal to the greater of (1) 100% of the principal and (2) the sum of the present value of the remaining scheduled payments of principal and interest discounted to the redemption date on a semi-annual basis at the applicable U.S. Treasury rate plus a spread (as outlined in the applicable indenture), plus any accrued and unpaid interest on the principal amount being called. | |||
[4] | The 7.75% senior notes currently have an effective interest rate of 8.25%. The rate is subject to an adjustment of up to 2% if the debt rating is downgraded or subsequently upgraded by Moody's Investors Service and Standard & Poor's Global Ratings. |
Debt - Repurchase of Senior Not
Debt - Repurchase of Senior Notes and Issuance of Senior Notes (Details) - USD ($) $ in Millions | 12 Months Ended | |||||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Mar. 31, 2015 | Feb. 24, 2015 | ||
Debt Instrument [Line Items] | ||||||
Loss on early extinguishment of debt | $ 37 | $ 19 | $ 0 | |||
Debt issuance cost | 6 | 13 | ||||
Long term debt net of unamortized debt issuance costs | $ 1,083 | $ 2,175 | ||||
6.3% senior notes due 2016 | ||||||
Debt Instrument [Line Items] | ||||||
Stated interest rate | 6.30% | 6.30% | ||||
Repurchase amount | $ 500 | |||||
Premiums paid on early redemption of debt | 30 | |||||
Accrued interest on early redemption of debt | $ 9 | |||||
7.875% senior notes due 2020 | ||||||
Debt Instrument [Line Items] | ||||||
Stated interest rate | 7.875% | 7.875% | ||||
Repurchase amount | $ 250 | |||||
5.875% senior notes due 2021 | ||||||
Debt Instrument [Line Items] | ||||||
Stated interest rate | 5.875% | 5.875% | ||||
Repurchase amount | $ 350 | |||||
8.375% senior notes due 2018 | ||||||
Debt Instrument [Line Items] | ||||||
Stated interest rate | 8.375% | |||||
Repurchase amount | $ 350 | |||||
Aggregate consideration | $ 377 | |||||
5.5% senior notes due 2025 | ||||||
Debt Instrument [Line Items] | ||||||
Stated interest rate | 5.50% | [1] | 5.50% | |||
Face amount of notes | 350 | |||||
Debt issuance cost | $ 6 | |||||
Long term debt net of unamortized debt issuance costs | $ 345 | $ 344 | ||||
[1] | Callable at any time prior to the call date at a price equal to 100% of the principal plus a premium (as outlined in the respective indentures), plus any accrued and unpaid interest on the principal amount being called. Callable after the call date at stated redemption prices (as outlined in the applicable indenture), plus any accrued and unpaid interest on the principal amount being called. |
Debt - Senior Notes (Details)
Debt - Senior Notes (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | ||
Debt Instrument [Line Items] | |||
Amount of debt outstanding | $ 1,089 | $ 2,188 | |
7.75% senior notes due 2018 | |||
Debt Instrument [Line Items] | |||
Stated interest rate | 7.75% | [1],[2] | 7.75% |
Effective interest rate | 8.25% | ||
Amount of debt outstanding | $ 500 | [3] | $ 500 |
Percentage of purchase price of notes at their principal amount | 101.00% | ||
Percentage of principal amount of the notes being redeemed | 100.00% | ||
7.75% senior notes due 2018 | Maximum | |||
Debt Instrument [Line Items] | |||
Interest rate adjustment (as a percent) | 2.00% | ||
5.5% senior notes due 2025 | |||
Debt Instrument [Line Items] | |||
Stated interest rate | 5.50% | [4] | 5.50% |
Amount of debt outstanding | $ 350 | [3] | $ 350 |
Percentage of purchase price of notes at their principal amount | 101.00% | ||
Percentage of principal amount of the notes being redeemed | 100.00% | ||
[1] | Callable at any time at a price equal to the greater of (1) 100% of the principal and (2) the sum of the present value of the remaining scheduled payments of principal and interest discounted to the redemption date on a semi-annual basis at the applicable U.S. Treasury rate plus a spread (as outlined in the applicable indenture), plus any accrued and unpaid interest on the principal amount being called. | ||
[2] | The 7.75% senior notes currently have an effective interest rate of 8.25%. The rate is subject to an adjustment of up to 2% if the debt rating is downgraded or subsequently upgraded by Moody's Investors Service and Standard & Poor's Global Ratings. | ||
[3] | Principal amounts exclude unamortized debt issuance costs. | ||
[4] | Callable at any time prior to the call date at a price equal to 100% of the principal plus a premium (as outlined in the respective indentures), plus any accrued and unpaid interest on the principal amount being called. Callable after the call date at stated redemption prices (as outlined in the applicable indenture), plus any accrued and unpaid interest on the principal amount being called. |
Debt - Credit Facility (Details
Debt - Credit Facility (Details) | Dec. 31, 2016USD ($) |
Line of credit | |
Line of Credit Facility [Line Items] | |
Maximum borrowing limit | $ 180,000,000 |
Maximum allowable borrowings | 650,000,000 |
Current borrowing capacity | $ 85,000,000 |
Applicable interest rate | 2.00% |
Letters of credit outstanding | $ 38,000,000 |
Line of credit | CGC, Inc. | |
Line of Credit Facility [Line Items] | |
Maximum borrowing limit | $ 50,000,000 |
CGC CAD | |
Line of Credit Facility [Line Items] | |
Applicable interest rate | 1.95% |
Debt - Industrial Revenue Bonds
Debt - Industrial Revenue Bonds (Details) - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Line of Credit Facility [Line Items] | ||
Amount of debt outstanding | $ 1,089 | $ 2,188 |
Industrial revenue bonds | ||
Line of Credit Facility [Line Items] | ||
Amount of debt outstanding | $ 239 | $ 239 |
Weighted average interest rate | 5.875% | |
Minimum | Industrial revenue bonds | ||
Line of Credit Facility [Line Items] | ||
Stated interest rate | 5.50% | |
Maximum | Industrial revenue bonds | ||
Line of Credit Facility [Line Items] | ||
Stated interest rate | 6.40% |
Debt - Other Information (Detai
Debt - Other Information (Details) - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Debt Disclosure [Abstract] | ||
Fair value of debt | $ 1,129 | $ 2,295 |
Interest accrued on debt | 31 | $ 45 |
Debt maturities (principal amounts) | ||
2,017 | 0 | |
2,018 | 500 | |
2,019 | 0 | |
2,020 | 0 | |
2,021 | 0 | |
After 2,021 | $ 589 |
Derivative Instruments - Textua
Derivative Instruments - Textuals (Details) MMBTU in Millions | Dec. 22, 2015USD ($) | Dec. 31, 2016USD ($)MMBTU | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Sep. 30, 2015USD ($) |
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Net liability position of derivatives | $ (3,000,000) | ||||
Collateral provided to counterparties related to derivatives | $ 10,000,000 | ||||
Commodity contracts | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Aggregate notional amount | MMBTU | 36 | ||||
Ineffectiveness recorded on contracts | $ 0 | $ 0 | |||
Unrealized loss | $ 1,000,000 | 2,000,000 | |||
Commodity contracts | Derivatives Designated as Hedging Instruments | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Ineffectiveness recorded on contracts | 0 | ||||
Commodity contracts | Derivatives | Derivatives Designated as Hedging Instruments | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Unrealized gain (loss) remaining in AOCI | (2,000,000) | (19,000,000) | |||
Foreign exchange contracts | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Gain reclassified from AOCI to earnings | $ 1,000,000 | ||||
Foreign exchange contracts | Derivatives Designated as Hedging Instruments | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Ineffectiveness recorded on contracts | 0 | 0 | $ 0 | ||
Notional amounts of foreign exchange forward contracts | 80,000,000 | ||||
Foreign exchange contracts | Derivatives in Net Investment Hedging Relationships | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Notional amounts of foreign exchange forward contracts | $ 35,000,000 | ||||
Foreign exchange contracts | Derivatives | Derivatives Designated as Hedging Instruments | |||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||
Unrealized gain (loss) remaining in AOCI | $ 0 | $ 8,000,000 |
Derivative Instruments - Pretax
Derivative Instruments - Pretax Effects of Derivative Instruments (Details) - USD ($) $ in Millions | Dec. 22, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Foreign exchange contracts | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of Gain or (Loss) Reclassified from AOCI into Income (Effective Portion) | $ 1 | |||
Derivatives Designated as Hedging Instruments | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of Gain or (Loss) Recognized in Other Comprehensive Income (Loss) on Derivatives (Effective Portion) | $ 3 | $ (1) | $ (15) | |
Amount of Gain or (Loss) Reclassified from AOCI into Income (Effective Portion) | (10) | (7) | 4 | |
Derivatives Designated as Hedging Instruments | Commodity contracts | Derivatives Designated as Hedging Instruments | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of Gain or (Loss) Recognized in Other Comprehensive Income (Loss) on Derivatives (Effective Portion) | 6 | (14) | (19) | |
Derivatives Designated as Hedging Instruments | Commodity contracts | Cost of products sold | Derivatives Designated as Hedging Instruments | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of Gain or (Loss) Reclassified from AOCI into Income (Effective Portion) | (15) | (15) | 2 | |
Derivatives Designated as Hedging Instruments | Foreign exchange contracts | Derivatives Designated as Hedging Instruments | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of Gain or (Loss) Recognized in Other Comprehensive Income (Loss) on Derivatives (Effective Portion) | (3) | 12 | 4 | |
Derivatives Designated as Hedging Instruments | Foreign exchange contracts | Derivatives in Net Investment Hedging Relationships | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of Gain or (Loss) Recognized in Other Comprehensive Income (Loss) on Derivatives (Effective Portion) | 0 | 1 | 0 | |
Derivatives Designated as Hedging Instruments | Foreign exchange contracts | Cost of products sold | Derivatives Designated as Hedging Instruments | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of Gain or (Loss) Reclassified from AOCI into Income (Effective Portion) | 5 | 7 | 2 | |
Derivatives Designated as Hedging Instruments | Foreign exchange contracts | Income and gain from the sale of equity method investment to related party | Derivatives in Net Investment Hedging Relationships | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of Gain or (Loss) Reclassified from AOCI into Income (Effective Portion) | 0 | 1 | 0 | |
Derivatives Not Designated as Hedging Instruments | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of Gain or (Loss) Recognized in Income on Derivatives | 1 | (1) | (4) | |
Derivatives Not Designated as Hedging Instruments | Commodity contracts | Cost of products sold | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of Gain or (Loss) Recognized in Income on Derivatives | 1 | (3) | (4) | |
Derivatives Not Designated as Hedging Instruments | Foreign exchange contracts | Other (income) expense, net | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Amount of Gain or (Loss) Recognized in Income on Derivatives | $ 0 | $ 2 | $ 0 |
Derivative Instruments - Fair V
Derivative Instruments - Fair Values of Derivative Instruments (Details) - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Fair values of derivative instruments on the consolidated balance sheets | ||
Total assets | $ 13 | $ 9 |
Total liabilities | 10 | 22 |
Derivatives Not Designated as Hedging Instruments | ||
Fair values of derivative instruments on the consolidated balance sheets | ||
Total assets | 1 | 0 |
Total liabilities | 0 | 2 |
Commodity contracts | Other current assets | Derivatives Not Designated as Hedging Instruments | ||
Fair values of derivative instruments on the consolidated balance sheets | ||
Total assets | 1 | 0 |
Commodity contracts | Other assets | Derivatives Not Designated as Hedging Instruments | ||
Fair values of derivative instruments on the consolidated balance sheets | ||
Total assets | 0 | 0 |
Commodity contracts | Accrued expenses | Derivatives Not Designated as Hedging Instruments | ||
Fair values of derivative instruments on the consolidated balance sheets | ||
Total liabilities | 0 | 2 |
Commodity contracts | Other liabilities | Derivatives Not Designated as Hedging Instruments | ||
Fair values of derivative instruments on the consolidated balance sheets | ||
Total liabilities | 0 | 0 |
Derivatives Designated as Hedging Instruments | Derivatives Designated as Hedging Instruments | ||
Fair values of derivative instruments on the consolidated balance sheets | ||
Total assets | 12 | 9 |
Total liabilities | 10 | 20 |
Derivatives Designated as Hedging Instruments | Commodity contracts | Other current assets | Derivatives Designated as Hedging Instruments | ||
Fair values of derivative instruments on the consolidated balance sheets | ||
Total assets | 8 | 1 |
Derivatives Designated as Hedging Instruments | Commodity contracts | Other assets | Derivatives Designated as Hedging Instruments | ||
Fair values of derivative instruments on the consolidated balance sheets | ||
Total assets | 3 | 0 |
Derivatives Designated as Hedging Instruments | Commodity contracts | Accrued expenses | Derivatives Designated as Hedging Instruments | ||
Fair values of derivative instruments on the consolidated balance sheets | ||
Total liabilities | 4 | 15 |
Derivatives Designated as Hedging Instruments | Commodity contracts | Other liabilities | Derivatives Designated as Hedging Instruments | ||
Fair values of derivative instruments on the consolidated balance sheets | ||
Total liabilities | 5 | 5 |
Derivatives Designated as Hedging Instruments | Foreign exchange contracts | Other current assets | Derivatives Designated as Hedging Instruments | ||
Fair values of derivative instruments on the consolidated balance sheets | ||
Total assets | 1 | 8 |
Derivatives Designated as Hedging Instruments | Foreign exchange contracts | Accrued expenses | Derivatives Designated as Hedging Instruments | ||
Fair values of derivative instruments on the consolidated balance sheets | ||
Total liabilities | $ 1 | $ 0 |
Fair Value Measurements - Asset
Fair Value Measurements - Assets and Liabilities Measured at Fair Value (Details) - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | $ 72 | $ 248 |
Equity mutual funds | 5 | 4 |
Marketable securities | 91 | 230 |
Derivative assets | 13 | 9 |
Derivative liabilities | (10) | (22) |
Corporate debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 69 | 134 |
U.S. government and agency debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 14 | 57 |
Asset-backed debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 2 | 21 |
Certificates of deposit | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 6 | 15 |
Municipal debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 3 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 38 | 223 |
Equity mutual funds | 5 | 4 |
Derivative assets | 0 | 0 |
Derivative liabilities | 0 | 0 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Corporate debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | U.S. government and agency debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Asset-backed debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Certificates of deposit | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Municipal debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 34 | 25 |
Equity mutual funds | 0 | 0 |
Derivative assets | 13 | 9 |
Derivative liabilities | (10) | (22) |
Significant Other Observable Inputs (Level 2) | Corporate debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 69 | 134 |
Significant Other Observable Inputs (Level 2) | U.S. government and agency debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 14 | 57 |
Significant Other Observable Inputs (Level 2) | Asset-backed debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 2 | 21 |
Significant Other Observable Inputs (Level 2) | Certificates of deposit | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 6 | 15 |
Significant Other Observable Inputs (Level 2) | Municipal debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 3 |
Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 0 | 0 |
Equity mutual funds | 0 | 0 |
Derivative assets | 0 | 0 |
Derivative liabilities | 0 | 0 |
Significant Unobservable Inputs (Level 3) | Corporate debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
Significant Unobservable Inputs (Level 3) | U.S. government and agency debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
Significant Unobservable Inputs (Level 3) | Asset-backed debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
Significant Unobservable Inputs (Level 3) | Certificates of deposit | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
Significant Unobservable Inputs (Level 3) | Municipal debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | $ 0 | $ 0 |
Fair Value Measurements - Textu
Fair Value Measurements - Textuals (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Long-lived asset impairment charges | $ 10 | $ 0 | $ 90 | |
Significant Unobservable Inputs (Level 3) | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Long-lived asset impairment charges | 10 | 30 | ||
Self-unloading ocean vessels | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Long-lived asset impairment charges | $ 0 | $ 0 | $ 60 | |
Self-unloading ocean vessels | Significant Unobservable Inputs (Level 3) | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Long-lived asset impairment charges | $ 60 |
Employee Retirement Plans - Tex
Employee Retirement Plans - Textuals (Details) - USD ($) $ in Millions | 12 Months Ended | |||||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Minimum Funding Requirements, Defined Benefit Plans | $ 0 | |||||
Accumulated benefit obligation | $ 1,396 | $ 1,354 | ||||
Minimum funded percentage of ABO | 100.00% | |||||
Estimated future employer benefit plan contribution | $ 74 | |||||
Defined Contribution Plans Disclosure [Abstract] | ||||||
Total charges for defined contribution plans | $ 5 | 6 | ||||
Minimum contribution percentage | 1.00% | |||||
Maximum contribution percentage | 75.00% | |||||
Employees earned a guaranteed company on contributions (as a percent) | 25.00% | |||||
Employees earned a guaranteed company match on eligible compensation (up to) (as a percent) | 6.00% | |||||
Vested period company matching contributions for employee | 3 years | |||||
USG Corporation Retirement Plan | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Settlement charge | $ 26 | |||||
Pension | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Settlement charge | 35 | [1] | 1 | $ 13 | [1] | |
Actuarial gain | $ (112) | $ 119 | ||||
Weighted-average discount rate | 4.02% | 4.43% | 4.10% | |||
Net actuarial loss | $ 23 | |||||
Prior service cost (credit) | $ 0 | |||||
Expected return on plan assets (as a percent) | 6.66% | 6.70% | ||||
Expected future benefit payments in next twelve months | [2] | $ 165 | ||||
Postretirement Benefits | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Defined Benefit Plan, Recognized Net Gain (Loss) Due to Curtailments | 20 | $ 0 | $ 0 | |||
Actuarial gain | $ 5 | $ 14 | ||||
Weighted-average discount rate | 3.90% | 4.24% | ||||
Net actuarial loss | $ 0 | |||||
Prior service cost (credit) | (28) | |||||
Expected future benefit payments in next twelve months | $ 8 | |||||
U.S. Postretirement Health Care Plan | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Annual increase to contributions health care cost (as a percent) | 3.00% | |||||
Canadian Postretirement Health Care Plan | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Assumed health care cost trend rate | 7.75% | 8.00% | ||||
Ultimate health care cost trend rate | 4.00% | 4.00% | ||||
Cost of products sold | Pension | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Settlement charge | $ 7 | |||||
Income and gain from the sale of equity method investment to related party | Pension | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Settlement charge | 15 | |||||
Income and gain from the sale of equity method investment to related party | U.S. Postretirement Health Care Plan | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Defined Benefit Plan, Recognized Net Gain (Loss) Due to Curtailments | (20) | |||||
Income from continuing operations before income taxes | Pension | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Settlement charge | 11 | |||||
Selling and administrative expenses | Pension | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Settlement charge | $ 4 | |||||
[1] | In 2016, $26 million of the settlement charge reflects the increase in lump sum benefits paid largely driven by the sale of L&W and $9 million reflected payments from our supplemental plan. In 2014, the settlement charge related to the elimination of the benefit obligation of the UK pension plan due to the purchase of annuities. | |||||
[2] | Pension benefits for the year ended December 31, 2017 include expected payments to L&W employees who elected lump sum upon termination from USG Corporation. |
Employee Retirement Plans - Com
Employee Retirement Plans - Components of Net Pension and Postretirement Benefit Costs (Details) - USD ($) $ in Millions | 12 Months Ended | |||||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | ||||
Pension Benefits | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Service cost of benefits earned | $ 45 | $ 49 | $ 37 | |||
Interest cost on projected benefit obligation | 66 | 66 | 65 | |||
Expected return on plan assets | (89) | (83) | (79) | |||
Settlement | 35 | [1] | 1 | 13 | [1] | |
Net amortization | 22 | 39 | 24 | |||
Net pension cost (b) | [2] | 79 | 72 | 60 | ||
USG Corporation Retirement Plan | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Settlement | 26 | |||||
Postretirement Benefits | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Service cost of benefits earned | 2 | 2 | 3 | |||
Interest cost on projected benefit obligation | 6 | 6 | 7 | |||
Defined Benefit Plan, Recognized Net Gain (Loss) Due to Curtailments | 20 | 0 | 0 | |||
Net amortization | (27) | (31) | (35) | |||
Net pension cost (b) | [3] | (39) | (23) | (25) | ||
Supplemental Employee Retirement Plan [Member] | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Settlement | 9 | |||||
Income and gain from the sale of equity method investment to related party | Pension Benefits | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Settlement | 15 | |||||
Income from discontinued operations, net of tax | Pension Benefits | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Settlement | 7 | 12 | 8 | |||
Income from discontinued operations, net of tax | Postretirement Benefits | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Settlement | $ 3 | $ 3 | $ 3 | |||
[1] | In 2016, $26 million of the settlement charge reflects the increase in lump sum benefits paid largely driven by the sale of L&W and $9 million reflected payments from our supplemental plan. In 2014, the settlement charge related to the elimination of the benefit obligation of the UK pension plan due to the purchase of annuities. | |||||
[2] | Net pension costs, excluding settlement costs, includes expenses allocated to income from discontinued operations for L&W totaling $7 million for 2016, exclusive of settlement expense, $12 million for 2015 and $8 million for 2014. | |||||
[3] | Net postretirement benefit, excluding curtailment gain, includes a net benefit allocated to income from discontinued operations for L&W of $3 million for 2016, exclusive of curtailment expense, $3 million for 2015 and $3 million for 2014. |
Employee Retirement Plans - Acc
Employee Retirement Plans - Accumulated Benefit Obligation (Details) - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Selected information for pension plans with accumulated benefit obligations in excess of plan assets: | ||
Accumulated benefit obligation | $ (39) | $ (1,182) |
Fair value of plan assets | 2 | 1,097 |
Selected information for pension plans with benefit obligations in excess of plan assets: | ||
Benefit obligation | (1,384) | (1,365) |
Fair value of plan assets | $ 1,205 | $ 1,099 |
Employee Retirement Plans - Pro
Employee Retirement Plans - Projected Benefit Obligations (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Change in Plan Assets: | |||
Fair value as of beginning of period | $ 1,301 | ||
Fair value as of end of period | 1,435 | $ 1,301 | |
Components on the Consolidated Balance Sheets: | |||
Current liabilities | (24) | (18) | |
Noncurrent liabilities | (290) | (392) | |
Pension | |||
Change in Benefit Obligation: | |||
Benefit obligation as of beginning of period | 1,564 | 1,686 | |
Service cost | 45 | 49 | $ 37 |
Interest cost | 66 | 66 | 65 |
Settlements | (123) | (4) | |
Curtailments | (37) | 0 | |
Participant contributions | 11 | 11 | |
Benefits paid | (33) | (86) | |
Actuarial (gain) loss | 112 | (119) | |
Foreign currency translation | 5 | (39) | |
Benefit obligation as of end of period | 1,610 | 1,564 | 1,686 |
Change in Plan Assets: | |||
Fair value as of beginning of period | 1,301 | 1,340 | |
Actual return on plan assets | 107 | 17 | |
Employer contributions | 167 | 61 | |
Participant contributions | 11 | 11 | |
Benefits paid | (33) | (86) | |
Settlements | (123) | (4) | |
Foreign currency translation | 5 | (38) | |
Fair value as of end of period | 1,435 | 1,301 | 1,340 |
Funded status | (175) | (263) | |
Components on the Consolidated Balance Sheets: | |||
Noncurrent assets | 4 | 3 | |
Current liabilities | (16) | (9) | |
Noncurrent liabilities | (163) | (257) | |
Net liability as of December 31 | (175) | (263) | |
Pretax Components in AOCI: | |||
Net actuarial loss | 388 | 387 | |
Prior service credit | (1) | (1) | |
Total as of end of year | 387 | 386 | |
Postretirement | |||
Change in Benefit Obligation: | |||
Benefit obligation as of beginning of period | 144 | 167 | |
Service cost | 2 | 2 | 3 |
Interest cost | 6 | 6 | 7 |
Settlements | 0 | 0 | |
Curtailments | (7) | 0 | |
Participant contributions | 0 | 3 | |
Benefits paid | (7) | (11) | |
Actuarial (gain) loss | (5) | (14) | |
Foreign currency translation | 2 | (9) | |
Benefit obligation as of end of period | 135 | 144 | 167 |
Change in Plan Assets: | |||
Fair value as of beginning of period | 0 | 0 | |
Actual return on plan assets | 0 | 0 | |
Employer contributions | 7 | 8 | |
Participant contributions | 0 | 3 | |
Benefits paid | (7) | (11) | |
Settlements | 0 | 0 | |
Foreign currency translation | 0 | 0 | |
Fair value as of end of period | 0 | 0 | $ 0 |
Funded status | (135) | (144) | |
Components on the Consolidated Balance Sheets: | |||
Noncurrent assets | 0 | 0 | |
Current liabilities | (8) | (9) | |
Noncurrent liabilities | (127) | (135) | |
Net liability as of December 31 | (135) | (144) | |
Pretax Components in AOCI: | |||
Net actuarial loss | 0 | 7 | |
Prior service credit | (65) | (108) | |
Total as of end of year | $ (65) | $ (101) |
Employee Retirement Plans - Ass
Employee Retirement Plans - Assumptions (Details) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Pension | |||
Weighted average assumptions used to determine benefit obligations as of December 31: | |||
Discount rate | 4.02% | 4.43% | 4.10% |
Compensation increase rate | 3.55% | 3.55% | |
Weighted average assumptions used to determine net cost for years ended December 31: | |||
Discount rate | 4.43% | 4.10% | |
Expected return on plan assets (as a percent) | 6.66% | 6.70% | |
Compensation increase rate | 3.55% | 3.50% | |
Postretirement | |||
Weighted average assumptions used to determine benefit obligations as of December 31: | |||
Discount rate | 3.90% | 4.24% | |
Weighted average assumptions used to determine net cost for years ended December 31: | |||
Discount rate | 4.24% | 3.70% |
Employee Retirement Plans - One
Employee Retirement Plans - One Percentage Point Change Effects (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Defined Benefit Plan, Effect of One-Percentage Point Change in Assumed Health Care Cost Trend Rates [Abstract] | |
Effect on total service and interest cost, one-percentage-point increase | $ 1 |
Effect on total service and interest cost, one-percentage-point decrease | 0 |
Effect on postretirement benefit obligation, one-percentage-point increase | 11 |
Effect on postretirement benefit obligation, one-percentage-point decrease | $ (8) |
Employee Retirement Plans - Tar
Employee Retirement Plans - Target Asset Allocation and Acceptable Ranges (Details) | 12 Months Ended |
Dec. 31, 2016 | |
Defined Benefit Plan Disclosure [Line Items] | |
Target plan asset allocations (as a percent) | 100.00% |
Equity | |
Defined Benefit Plan Disclosure [Line Items] | |
Target plan asset allocations (as a percent) | 39.00% |
Target plan asset allocations, range minimum (as a percent) | 35.00% |
Target plan asset allocations, range maximum (as a percent) | 43.00% |
Fixed income | |
Defined Benefit Plan Disclosure [Line Items] | |
Target plan asset allocations (as a percent) | 50.00% |
Target plan asset allocations, range minimum (as a percent) | 46.00% |
Target plan asset allocations, range maximum (as a percent) | 54.00% |
Limited partnerships | |
Defined Benefit Plan Disclosure [Line Items] | |
Target plan asset allocations (as a percent) | 5.00% |
Target plan asset allocations, range minimum (as a percent) | 2.00% |
Target plan asset allocations, range maximum (as a percent) | 8.00% |
Other real assets | |
Defined Benefit Plan Disclosure [Line Items] | |
Target plan asset allocations (as a percent) | 6.00% |
Target plan asset allocations, range minimum (as a percent) | 3.00% |
Target plan asset allocations, range maximum (as a percent) | 10.00% |
Cash equivalents and short-term investments | |
Defined Benefit Plan Disclosure [Line Items] | |
Target plan asset allocations (as a percent) | 0.00% |
Target plan asset allocations, range minimum (as a percent) | 0.00% |
Target plan asset allocations, range maximum (as a percent) | 5.00% |
Employee Retirement Plans - Fai
Employee Retirement Plans - Fair Values by Hierarchy of Inputs (Details) - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | $ (1,435) | $ (1,301) | ||
Significant Unobservable Inputs (Level 3) | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | (142) | (144) | $ (139) | |
Common and preferred stock | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | (66) | (55) | ||
Common and preferred stock | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | (66) | (55) | ||
Common and preferred stock | Significant Other Observable Inputs (Level 2) | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | 0 | 0 | ||
Common and preferred stock | Significant Unobservable Inputs (Level 3) | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | 0 | 0 | ||
Commingled/pooled/mutual funds (a) | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | [1] | (490) | (502) | |
Commingled/pooled/mutual funds (a) | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | [1] | 0 | (54) | |
Commingled/pooled/mutual funds (a) | Significant Other Observable Inputs (Level 2) | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | [1] | (490) | (448) | |
Commingled/pooled/mutual funds (a) | Significant Unobservable Inputs (Level 3) | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | [1] | 0 | 0 | |
Total equity | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | (556) | (557) | ||
Total equity | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | (66) | (109) | ||
Total equity | Significant Other Observable Inputs (Level 2) | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | (490) | (448) | ||
Total equity | Significant Unobservable Inputs (Level 3) | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | 0 | 0 | ||
U.S. government and agency debt securities | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | (194) | (177) | ||
U.S. government and agency debt securities | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | 0 | 0 | ||
U.S. government and agency debt securities | Significant Other Observable Inputs (Level 2) | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | (194) | (177) | ||
U.S. government and agency debt securities | Significant Unobservable Inputs (Level 3) | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | 0 | 0 | ||
Non-U.S. government and agency debt securities | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | (54) | (32) | ||
Non-U.S. government and agency debt securities | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | 0 | 0 | ||
Non-U.S. government and agency debt securities | Significant Other Observable Inputs (Level 2) | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | (54) | (32) | ||
Non-U.S. government and agency debt securities | Significant Unobservable Inputs (Level 3) | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | 0 | 0 | ||
Investment-grade debt securities | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | (197) | (199) | ||
Investment-grade debt securities | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | 0 | 0 | ||
Investment-grade debt securities | Significant Other Observable Inputs (Level 2) | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | (197) | (199) | ||
Investment-grade debt securities | Significant Unobservable Inputs (Level 3) | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | 0 | 0 | ||
High-yield debt securities | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | (53) | (36) | ||
High-yield debt securities | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | 0 | 0 | ||
High-yield debt securities | Significant Other Observable Inputs (Level 2) | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | (53) | (36) | ||
High-yield debt securities | Significant Unobservable Inputs (Level 3) | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | 0 | 0 | ||
Commingled/pooled funds (a) | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | [1] | (165) | (129) | |
Commingled/pooled funds (a) | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | [1] | 0 | 0 | |
Commingled/pooled funds (a) | Significant Other Observable Inputs (Level 2) | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | [1] | (165) | (129) | |
Commingled/pooled funds (a) | Significant Unobservable Inputs (Level 3) | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | [1] | 0 | 0 | |
Mortgage backed securities | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | (3) | 0 | ||
Mortgage backed securities | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | 0 | 0 | ||
Mortgage backed securities | Significant Other Observable Inputs (Level 2) | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | (3) | 0 | ||
Mortgage backed securities | Significant Unobservable Inputs (Level 3) | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | 0 | 0 | ||
Other | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | (11) | (4) | ||
Other | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | 0 | 0 | ||
Other | Significant Other Observable Inputs (Level 2) | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | (10) | (3) | ||
Other | Significant Unobservable Inputs (Level 3) | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | (1) | (1) | ||
Total fixed income | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | (677) | (577) | ||
Total fixed income | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | 0 | 0 | ||
Total fixed income | Significant Other Observable Inputs (Level 2) | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | (676) | (576) | ||
Total fixed income | Significant Unobservable Inputs (Level 3) | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | (1) | (1) | (1) | |
Limited partnerships | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | (103) | (106) | ||
Limited partnerships | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | 0 | 0 | ||
Limited partnerships | Significant Other Observable Inputs (Level 2) | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | 0 | 0 | ||
Limited partnerships | Significant Unobservable Inputs (Level 3) | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | (103) | (106) | (103) | |
Other Real Estate Assets | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | (54) | (52) | ||
Other Real Estate Assets | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | 0 | 0 | ||
Other Real Estate Assets | Significant Other Observable Inputs (Level 2) | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | (16) | (15) | ||
Other Real Estate Assets | Significant Unobservable Inputs (Level 3) | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | (38) | (37) | $ (35) | |
Cash equivalents and short-term investments | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | (11) | (10) | ||
Cash equivalents and short-term investments | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | 0 | 0 | ||
Cash equivalents and short-term investments | Significant Other Observable Inputs (Level 2) | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | (11) | (10) | ||
Cash equivalents and short-term investments | Significant Unobservable Inputs (Level 3) | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | 0 | 0 | ||
Total | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | (1,401) | (1,302) | ||
Total | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | (66) | (109) | ||
Total | Significant Other Observable Inputs (Level 2) | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | (1,193) | (1,049) | ||
Total | Significant Unobservable Inputs (Level 3) | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | (142) | (144) | ||
Cash on hand | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | 0 | 0 | ||
Receivables | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | (35) | (9) | ||
Accounts payable | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Fair value of plan assets | $ (1) | $ (10) | ||
[1] | Certain investments in commingled/pooled equity funds have been classified as Level 2 in 2016 and 2015 because observable quoted prices for these institutional funds are not available. |
Employee Retirement Plans - Rec
Employee Retirement Plans - Reconciliation of Change in Fair Value Measurement of Defined Benefit Plans' Consolidated Assets (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Change in Plan Assets: | ||
Fair value as of beginning of period | $ 1,301 | |
Fair value as of end of period | 1,435 | $ 1,301 |
Significant Unobservable Inputs (Level 3) | ||
Change in Plan Assets: | ||
Fair value as of beginning of period | 144 | 139 |
Realized gains (losses) | 6 | (1) |
Unrealized gains (losses) | (1) | 6 |
Purchases | 1 | 2 |
Sales | (8) | (2) |
Settlements | 0 | 0 |
Net transfers into (out of) Level 3 | 0 | 0 |
Fair value as of end of period | 142 | 144 |
Fixed income | ||
Change in Plan Assets: | ||
Fair value as of beginning of period | 577 | |
Fair value as of end of period | 677 | 577 |
Fixed income | Significant Unobservable Inputs (Level 3) | ||
Change in Plan Assets: | ||
Fair value as of beginning of period | 1 | 1 |
Realized gains (losses) | 0 | 0 |
Unrealized gains (losses) | 0 | 0 |
Purchases | 0 | 0 |
Sales | 0 | 0 |
Settlements | 0 | 0 |
Net transfers into (out of) Level 3 | 0 | 0 |
Fair value as of end of period | 1 | 1 |
Other Real Estate Assets | ||
Change in Plan Assets: | ||
Fair value as of beginning of period | 52 | |
Fair value as of end of period | 54 | 52 |
Other Real Estate Assets | Significant Unobservable Inputs (Level 3) | ||
Change in Plan Assets: | ||
Fair value as of beginning of period | 37 | 35 |
Realized gains (losses) | 1 | (1) |
Unrealized gains (losses) | 2 | 5 |
Purchases | 0 | 0 |
Sales | (2) | (2) |
Settlements | 0 | 0 |
Net transfers into (out of) Level 3 | 0 | 0 |
Fair value as of end of period | 38 | 37 |
Limited partnerships | ||
Change in Plan Assets: | ||
Fair value as of beginning of period | 106 | |
Fair value as of end of period | 103 | 106 |
Limited partnerships | Significant Unobservable Inputs (Level 3) | ||
Change in Plan Assets: | ||
Fair value as of beginning of period | 106 | 103 |
Realized gains (losses) | 5 | 0 |
Unrealized gains (losses) | (3) | 1 |
Purchases | 1 | 2 |
Sales | (6) | 0 |
Settlements | 0 | 0 |
Net transfers into (out of) Level 3 | 0 | 0 |
Fair value as of end of period | $ 103 | $ 106 |
Employee Retirement Plans - Exp
Employee Retirement Plans - Expected Benefit Payments (Details) $ in Millions | Dec. 31, 2016USD ($) | |
Pension Benefits | ||
Defined Benefit Plan, Expected Future Benefit Payments, Fiscal Year Maturity [Abstract] | ||
2,017 | $ 165 | [1] |
2,018 | 100 | |
2,019 | 100 | |
2,020 | 110 | |
2,021 | 114 | |
2022 - 2026 | 580 | |
Postretirement Benefits | ||
Defined Benefit Plan, Expected Future Benefit Payments, Fiscal Year Maturity [Abstract] | ||
2,017 | 8 | |
2,018 | 8 | |
2,019 | 9 | |
2,020 | 7 | |
2,021 | 7 | |
2022 - 2026 | $ 39 | |
[1] | Pension benefits for the year ended December 31, 2017 include expected payments to L&W employees who elected lump sum upon termination from USG Corporation. |
Share-Based Compensation - Text
Share-Based Compensation - Textuals (Details) | 12 Months Ended | |||
Dec. 31, 2016USD ($)Installmentshares | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||||
Number of shares reserved for future grant under the LTIP (in shares) | shares | 7,000,000 | |||
Income tax benefits on share based arrangements | $ 0 | $ 0 | $ 0 | |
Assumptions: | ||||
Expense for share-based arrangements | 18,000,000 | 14,000,000 | 20,000,000 | |
Operating loss carryforwards | 923,000,000 | |||
Unrecognized tax benefits resulting in NOL carryforward | 15,000,000 | 18,000,000 | 22,000,000 | $ 22,000,000 |
Employee stock option | ||||
Assumptions: | ||||
Excess tax benefit from option exercises | 0 | 0 | 0 | |
Operating loss carryforwards | 70,000,000 | |||
Unrecognized tax benefits resulting in NOL carryforward | $ 26,000,000 | |||
Stock Options | ||||
Number of annual installments | Installment | 4 | |||
Vesting period | 1 year | |||
Expiration period of stock options | 10 years | |||
MSUs | ||||
Equity Instruments Other than Options, Additional Disclosures | ||||
Minimum number of performance shares earned (as a percent) | 0.00% | |||
Maximum number of performance shares earned (as a percent) | 150.00% | |||
Awards vested (in shares) | shares | 303,790 | |||
Number of shares vested | shares | 267,335 | |||
Unrecognized compensation cost | $ 5,000,000 | |||
Weighted average period for recognition of unrecognized compensation cost | 1 year 8 months 15 days | |||
Stock Options | ||||
Vesting period | 3 years | |||
RSUs | ||||
Equity Instruments Other than Options, Additional Disclosures | ||||
Awards vested (in shares) | shares | 128,000 | |||
Unrecognized compensation cost | $ 3,000,000 | |||
Weighted average period for recognition of unrecognized compensation cost | 2 years 7 months 6 days | |||
Fair value of RSUs that vested in period | $ 2,000,000 | 4,000,000 | 6,000,000 | |
Stock Options | ||||
Vesting period | 3 years | |||
Performance shares | ||||
Equity Instruments Other than Options, Additional Disclosures | ||||
Minimum number of performance shares earned (as a percent) | 0.00% | |||
Maximum number of performance shares earned (as a percent) | 200.00% | |||
Awards vested (in shares) | shares | 86,478 | |||
Number of shares vested | shares | 0 | |||
Unrecognized compensation cost | $ 2,000,000 | |||
Weighted average period for recognition of unrecognized compensation cost | 1 year 8 months | |||
Stock Options | ||||
Vesting period | 3 years | |||
Income from discontinued operations, net of tax | ||||
Assumptions: | ||||
Expense for share-based arrangements | $ 1,000,000 | $ 1,000,000 | $ 1,000,000 |
Share-Based Compensation - MSUs
Share-Based Compensation - MSUs Assumptions (Details) - MSUs - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Assumptions: | |||
Weighted average grant date fair value (in dollars per share) | $ 19.59 | $ 30.06 | $ 40.20 |
Expected volatility (as a percent) | 34.02% | 42.70% | 54.93% |
Risk-free rate | 0.86% | 1.09% | 0.63% |
Expected term | 2 years 11 months 13 days | 2 years 11 months 13 days | 2 years 11 months 10 days |
Expected dividends | $ 0 | $ 0 | $ 0 |
Share-Based Compensation - MS88
Share-Based Compensation - MSUs Activity (Details) - MSUs - $ / shares | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Weighted Number of Shares | |||
Nonvested at beginning of period (in shares) | 743,000 | ||
Granted (in shares) | 801,000 | ||
Vested (in shares) | (303,790) | ||
Forfeited (in shares) | (83,000) | ||
Nonvested at end of period (in shares) | 1,157,000 | 743,000 | |
Weighted Average Grant Date Fair Value | |||
Nonvested at January 1 (in dollars per share) | $ 34.33 | ||
Granted (in dollars per share) | 19.59 | $ 30.06 | $ 40.20 |
Vested (in dollars per share) | 40.20 | ||
Forfeited (in dollars per share) | 23.22 | ||
Nonvested at December 31 (in dollars per share) | $ 23.39 | $ 34.33 |
Share-Based Compensation - Perf
Share-Based Compensation - Performance Shares Assumptions (Details) - Performance shares - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Assumptions: | |||
Weighted average grant date fair value (in dollars per share) | $ 21.10 | $ 30.63 | $ 46.46 |
Expected volatility (as a percent) | 34.02% | 42.70% | 54.93% |
Risk-free rate | 0.86% | 1.09% | 0.63% |
Expected term | 2 years 11 months 13 days | 2 years 11 months 13 days | 2 years 11 months 10 days |
Expected dividends | $ 0 | $ 0 | $ 0 |
Share-Based Compensation - Pe90
Share-Based Compensation - Performance Shares Activity (Details) - Performance shares - $ / shares | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Weighted Number of Shares | |||
Nonvested at beginning of period (in shares) | 222,000 | ||
Granted (in shares) | 214,000 | ||
Vested (in shares) | (86,478) | ||
Forfeited (in shares) | (104,000) | ||
Nonvested at end of period (in shares) | 246,000 | 222,000 | |
Weighted Average Grant Date Fair Value | |||
Nonvested at January 1 (in dollars per share) | $ 37.20 | ||
Granted (in dollars per share) | 21.10 | $ 30.63 | $ 46.46 |
Vested (in dollars per share) | 46.46 | ||
Forfeited (in dollars per share) | 25.22 | ||
Nonvested at December 31 (in dollars per share) | $ 24.98 | $ 37.20 |
Share-Based Compensation - RSUs
Share-Based Compensation - RSUs Activity (Details) - RSUs - $ / shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Number of Shares | |||
Nonvested at beginning of period (in shares) | 270 | ||
Granted (in shares) | 106 | ||
Vested (in shares) | (128) | ||
Forfeited (in shares) | (20) | ||
Nonvested at end of period (in shares) | 228 | 270 | |
Weighted Average Grant Date Fair Value | |||
Nonvested at January 1 (in dollars per share) | $ 24.49 | ||
Granted (in dollars per share) | 23.94 | $ 28.56 | $ 32.50 |
Vested (in dollars per share) | 18.70 | ||
Forfeited (in dollars per share) | 26.45 | ||
Nonvested at December 31 (in dollars per share) | $ 27.31 | $ 24.49 |
Share-Based Compensation - RSU
Share-Based Compensation - RSU Assumptions (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
RSUs | |||
Assumptions: | |||
Weighted average grant date fair value (in dollars per share) | $ 23.94 | $ 28.56 | $ 32.50 |
Share-Based Compensation - Summ
Share-Based Compensation - Summary of Stock Options (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Number of Options | |||
Outstanding at beginning of period (in shares) | 3,496 | ||
Exercised (in shares) | (305) | ||
Canceled (in shares) | (1,017) | ||
Outstanding at end of period (in shares) | 2,174 | 3,496 | |
Exercisable (in shares) | 2,174 | ||
Weighted Average Exercise Price | |||
Outstanding at beginning of period (in dollars per share) | $ 28 | ||
Exercised (in dollars per share) | 13.71 | ||
Canceled (in dollars per share) | 43.93 | ||
Outstanding at end of period (in dollars per share) | 22.55 | $ 28 | |
Exercisable (in dollars per share) | $ 22.55 | ||
Options Activity, Weighted Remaining Contractual Term and Aggregate Intrisic Value | |||
Outstanding weighted average remaining contractual term (years) | 2 years 9 months 10 days | 2 years 11 months 26 days | |
Exercisable weighted average remaining contractual term (years) | 2 years 9 months 10 days | ||
Outstanding aggregate intrinsic value | $ 22 | $ 19 | |
Exercisable aggregate intrinsic value | $ 22 | ||
Vested or expected to vest | |||
Number of options | 2,174 | ||
Weighted average exercise price (in dollars per share) | $ 22.55 | ||
Weighted Average Remaining Contractual Term (years) | 2 years 9 months 10 days | ||
Aggregate intrinsic value | $ 22 | ||
Employee stock option | |||
Vested or expected to vest | |||
Intrinsic value of stock options | 4 | 6 | $ 8 |
Cash received from exercise of stock options | 4 | 6 | 4 |
Fair value of stock options vested | $ 1 | $ 1 | $ 2 |
Share-Based Compensation - Non-
Share-Based Compensation - Non-employee deferred stock units (Details) - Non Employee Director Deferred Stock [Member] - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Board of Director Awards | |||
Deferred stock unit expense | $ 1 | $ 1 | $ 1 |
Number of deferred stock units held by non-employee directors (in shares) | 220,047 | 193,117 | 164,235 |
Supplemental Balance Sheet In95
Supplemental Balance Sheet Information - Inventories (Details) - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Inventory, Net [Abstract] | ||
Finished goods | $ 132 | $ 115 |
Work in progress | 37 | 36 |
Raw materials | 67 | 68 |
Total | $ 236 | $ 219 |
Supplemental Balance Sheet In96
Supplemental Balance Sheet Information - Property, Plant and Equipment (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | ||
Land and mineral deposits | $ 116 | $ 127 |
Buildings and improvements | 1,078 | 1,075 |
Machinery and equipment | 2,473 | 2,450 |
Property, plant and equipment, gross | 3,667 | 3,652 |
Reserves for depreciation and depletion | (1,960) | (1,881) |
Total | 1,707 | 1,771 |
Annual depreciation and depletion expense | $ 129 | $ 125 |
Supplemental Balance Sheet In97
Supplemental Balance Sheet Information - Accrued Expenses (Details) - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Accrued Liabilities, Current [Abstract] | ||
Self-insurance reserves | $ 12 | $ 13 |
Employee compensation | 35 | 29 |
Interest | 31 | 45 |
Derivatives | 5 | 17 |
Pension and other postretirement benefits | 24 | 18 |
Environmental | 18 | 16 |
Other | 50 | 48 |
Total | $ 175 | $ 186 |
Supplemental Balance Sheet In98
Supplemental Balance Sheet Information - Changes in Balances of Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | |||
Balance at beginning of period | $ (314) | $ (338) | $ 24 |
Other comprehensive income (loss) before reclassifications | (86) | 2 | (355) |
Less: Amounts reclassified from AOCI, net of tax | (15) | (22) | 7 |
Other comprehensive (loss) income, net of tax | (71) | 24 | (362) |
Balance at end of period | (385) | (314) | (338) |
Derivatives | |||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | |||
Balance at beginning of period | 20 | 16 | 35 |
Other comprehensive income (loss) before reclassifications | 1 | (5) | (15) |
Less: Amounts reclassified from AOCI, net of tax | (6) | (9) | 4 |
Other comprehensive (loss) income, net of tax | 7 | 4 | (19) |
Balance at end of period | 27 | 20 | 16 |
Pension and Other Postretirement Benefit Plans | |||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | |||
Balance at beginning of period | (221) | (302) | (32) |
Other comprehensive income (loss) before reclassifications | (34) | 74 | (272) |
Less: Amounts reclassified from AOCI, net of tax | (9) | (7) | (2) |
Other comprehensive (loss) income, net of tax | (25) | 81 | (270) |
Balance at end of period | (246) | (221) | (302) |
Foreign Currency Translation | |||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | |||
Balance at beginning of period | (113) | (52) | 21 |
Other comprehensive income (loss) before reclassifications | (53) | (67) | (68) |
Less: Amounts reclassified from AOCI, net of tax | 0 | (6) | 5 |
Other comprehensive (loss) income, net of tax | (53) | (61) | (73) |
Balance at end of period | $ (166) | $ (113) | $ (52) |
Supplemental Balance Sheet In99
Supplemental Balance Sheet Information - Amounts Reclassified from AOCI (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items] | |||||||
Cost of products sold | $ (2,312) | $ (2,263) | $ (2,279) | ||||
Net reclassification from AOCI for cash flow hedges included in income and gain from the sale of equity method investment to related party | 0 | 13 | 2 | ||||
Selling and administrative expenses | (304) | (302) | (323) | ||||
Gain on sale of discontinued operations, net of tax | $ 279 | $ 0 | $ 0 | $ 0 | 279 | 0 | 0 |
Less: Income tax expense on reclassification from AOCI included in income tax benefit | 63 | (740) | 7 | ||||
Net income | 510 | 991 | 38 | ||||
Derivatives | Reclassification out of accumulated other comprehensive income | |||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items] | |||||||
Cost of products sold | 10 | 8 | (4) | ||||
Net reclassification from AOCI for cash flow hedges included in income and gain from the sale of equity method investment to related party | 0 | 1 | 0 | ||||
Less: Income tax expense on reclassification from AOCI included in income tax benefit | 4 | (2) | 0 | ||||
Net income | (6) | (9) | 4 | ||||
Pension and postretirement benefits | Reclassification out of accumulated other comprehensive income | |||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items] | |||||||
Cost of products sold | 1 | (1) | 0 | ||||
Selling and administrative expenses | 12 | 5 | (1) | ||||
Gain on sale of discontinued operations, net of tax | (3) | (4) | (4) | ||||
Less: Income tax expense on reclassification from AOCI included in income tax benefit | 7 | 1 | (1) | ||||
Net income | (9) | (7) | (2) | ||||
Foreign Currency Translation | Reclassification out of accumulated other comprehensive income | |||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items] | |||||||
Selling and administrative expenses | 0 | (6) | (5) | ||||
Net income | $ 0 | $ (6) | $ 5 |
Supplemental Balance Sheet I100
Supplemental Balance Sheet Information - Textuals (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Net after-tax loss on derivatives reclassified from AOCI | $ 2 |
Supplemental Balance Sheet I101
Supplemental Balance Sheet Information - Asset Retirement Obligations (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | ||
Asset Retirement Obligation, Roll Forward Analysis [Roll Forward] | |||
Balance as of beginning of period | $ 119 | $ 123 | |
Accretion expense | 7 | 7 | |
Liabilities incurred | 2 | 1 | |
Changes in estimated cash flows (a) | (12) | [1] | (5) |
Liabilities settled (b) | (4) | [2] | (2) |
Foreign currency translation | 1 | (5) | |
Balance as of end of period | 113 | $ 119 | |
Changes in estimated cash flows related to quarries | (8) | ||
Liabilities settled in conjunction with sale of surplus property | $ 2 | ||
[1] | Changes in estimated cash flows for the year ended December 31, 2016 includes a $8 million reduction related to one of our quarries. | ||
[2] | Liabilities settled for the year ended December 31, 2016 includes a $2 million liability that was relieved in conjunction with the sale of a surplus property. |
Long-Lived Asset Impairment 102
Long-Lived Asset Impairment Charges - Impairment Charges (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Restructuring Cost and Reserve [Line Items] | |||
Long-lived asset impairment charges | $ 10 | $ 0 | $ 90 |
Self-unloading ocean vessels | |||
Restructuring Cost and Reserve [Line Items] | |||
Long-lived asset impairment charges | 0 | 0 | 60 |
Machinery and equipment | Empire, Nevada and New Orleans, Louisiana | |||
Restructuring Cost and Reserve [Line Items] | |||
Long-lived asset impairment charges | 0 | 0 | 16 |
Machinery and equipment | Gypsum, Ohio | |||
Restructuring Cost and Reserve [Line Items] | |||
Long-lived asset impairment charges | 0 | 0 | 2 |
Future manufacturing facilities | |||
Restructuring Cost and Reserve [Line Items] | |||
Long-lived asset impairment charges | 0 | 0 | 12 |
Closed Gypsum Quarry and Ship Loading Facility [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Long-lived asset impairment charges | $ 10 | $ 0 | $ 0 |
Long-Lived Asset Impairment 103
Long-Lived Asset Impairment Charges - Textuals (Details) $ in Millions | 12 Months Ended | |||
Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($)facility | Dec. 31, 2014USD ($) | Apr. 30, 2015ocean_vessel | |
Restructuring Cost and Reserve [Line Items] | ||||
Long-lived asset impairment charges | $ 10 | $ 0 | $ 90 | |
Severance and other charges | 2 | |||
Self-unloading ocean vessels | ocean_vessel | 2 | |||
Future facilities | facility | 2 | |||
Self-unloading ocean vessels | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Long-lived asset impairment charges | 0 | $ 0 | 60 | |
Machinery and equipment | Empire, Nevada and New Orleans, Louisiana | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Long-lived asset impairment charges | 0 | 0 | 16 | |
Machinery and equipment | Gypsum, Ohio | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Long-lived asset impairment charges | 0 | 0 | 2 | |
Future manufacturing facilities | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Long-lived asset impairment charges | $ 0 | $ 0 | $ 12 |
Gypsum Transportation Limited (
Gypsum Transportation Limited (Details) $ in Millions | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||||||||
Apr. 30, 2015USD ($)ocean_vessel | Dec. 31, 2016USD ($) | Sep. 30, 2016USD ($) | Jun. 30, 2016USD ($) | Mar. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Sep. 30, 2015USD ($) | Jun. 30, 2015USD ($) | Mar. 31, 2015USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | |
Property, Plant and Equipment [Line Items] | ||||||||||||
Self-unloading ocean vessels | ocean_vessel | 2 | |||||||||||
Long-lived asset impairment charges | $ 10 | $ 0 | $ 90 | |||||||||
Contract termination charge | 6 | |||||||||||
Proceeds from sale of assets | 12 | 58 | 13 | |||||||||
Gain on asset disposition | 9 | 13 | 11 | |||||||||
Early termination costs paid | $ 7 | |||||||||||
Cost to exit shipping operations | $ 6 | |||||||||||
Gain on disposal of shipping operations, net | 0 | 1 | 0 | |||||||||
Contract termination and (recovery) loss on receivable | 3 | 6 | (15) | |||||||||
Recovered receivable in interest income | 1 | |||||||||||
Recovered receivable in other income | 4 | |||||||||||
Recovered receivable per release and debt settlement agreement | 8 | |||||||||||
Operating profit (loss) | $ 59 | $ 97 | $ 122 | $ 116 | $ 94 | $ 94 | $ 95 | $ 72 | 394 | 355 | 149 | |
Gypsum Transportation Limited | ||||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||||
Operating profit (loss) | 3 | 7 | (52) | |||||||||
GTL trading partner | ||||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||||
Provision for bad debt | 9 | |||||||||||
Receivable per release and debt settlement agreement | 14 | 14 | ||||||||||
Loss on trade receivable | $ 9 | 9 | ||||||||||
Self-unloading ocean vessels | ||||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||||
Long-lived asset impairment charges | $ 0 | $ 0 | $ 60 | |||||||||
Proceeds from sale of assets | 42 | |||||||||||
Gain on asset disposition | $ 7 |
Segments - Textuals (Details)
Segments - Textuals (Details) - segment | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Segment Reporting [Abstract] | |||
Number of reportable segments | 3 | ||
Net Sales | Home Depot, Inc. | |||
Segment Reporting Information [Line Items] | |||
Percentage of major customer net sales | 23.00% | 23.00% | 22.00% |
Net Sales | L&W Supply | |||
Segment Reporting Information [Line Items] | |||
Percentage of major customer net sales | 19.00% | 18.00% | 18.00% |
Segments - Gypsum and Ceilings
Segments - Gypsum and Ceilings (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Net Sales: | |||||||||||
Net sales | $ 734 | $ 767 | $ 769 | $ 747 | $ 718 | $ 747 | $ 740 | $ 708 | $ 3,017 | $ 2,913 | $ 2,904 |
Operating Profit (Loss): | |||||||||||
Operating profit (loss) | 59 | $ 97 | $ 122 | $ 116 | 94 | $ 94 | $ 95 | $ 72 | 394 | 355 | 149 |
Depreciation, Depletion and Amortization: | |||||||||||
Depreciation, depletion and amortization | 134 | 131 | 142 | ||||||||
Capital Expenditures: | |||||||||||
Capital expenditures | 83 | 87 | 125 | ||||||||
Assets | 3,869 | 4,736 | 3,869 | 4,736 | 3,936 | ||||||
Operating Segments | Gypsum | |||||||||||
Net Sales: | |||||||||||
Net sales | 2,526 | 2,426 | 2,396 | ||||||||
Operating Profit (Loss): | |||||||||||
Operating profit (loss) | 389 | 361 | 165 | ||||||||
Depreciation, Depletion and Amortization: | |||||||||||
Depreciation, depletion and amortization | 108 | 106 | 116 | ||||||||
Capital Expenditures: | |||||||||||
Capital expenditures | 78 | 84 | 94 | ||||||||
Assets | 1,920 | 1,991 | 1,920 | 1,991 | 2,104 | ||||||
Operating Segments | Ceilings | |||||||||||
Net Sales: | |||||||||||
Net sales | 500 | 496 | 518 | ||||||||
Operating Profit (Loss): | |||||||||||
Operating profit (loss) | 109 | 88 | 89 | ||||||||
Depreciation, Depletion and Amortization: | |||||||||||
Depreciation, depletion and amortization | 16 | 16 | 14 | ||||||||
Capital Expenditures: | |||||||||||
Capital expenditures | 4 | 3 | 30 | ||||||||
Assets | 241 | 276 | 241 | 276 | 285 | ||||||
Eliminations | |||||||||||
Net Sales: | |||||||||||
Net sales | (9) | (9) | (10) | ||||||||
Capital Expenditures: | |||||||||||
Assets | 0 | (55) | 0 | (55) | (57) | ||||||
Corporate | |||||||||||
Operating Profit (Loss): | |||||||||||
Operating profit (loss) | (104) | (94) | (105) | ||||||||
Depreciation, Depletion and Amortization: | |||||||||||
Depreciation, depletion and amortization | 10 | 9 | 12 | ||||||||
Capital Expenditures: | |||||||||||
Capital expenditures | 1 | 0 | 1 | ||||||||
Assets | 1,080 | 1,485 | 1,080 | 1,485 | 489 | ||||||
Equity method investments | |||||||||||
Capital Expenditures: | |||||||||||
Assets | 628 | 682 | 628 | 682 | 735 | ||||||
Segment Reconciling Items | |||||||||||
Capital Expenditures: | |||||||||||
Assets | $ 0 | $ 357 | $ 0 | $ 357 | $ 380 |
Segments - Geographic Informati
Segments - Geographic Information (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Geographic Areas, Revenues from External Customers [Abstract] | |||||||||||
Net sales | $ 734 | $ 767 | $ 769 | $ 747 | $ 718 | $ 747 | $ 740 | $ 708 | $ 3,017 | $ 2,913 | $ 2,904 |
Geographic Areas, Long-Lived Assets [Abstract] | |||||||||||
Long-lived assets | 1,707 | 1,771 | 1,707 | 1,771 | 1,891 | ||||||
Reportable geographical components | United States | |||||||||||
Geographic Areas, Revenues from External Customers [Abstract] | |||||||||||
Net sales | 2,625 | 2,524 | 2,400 | ||||||||
Geographic Areas, Long-Lived Assets [Abstract] | |||||||||||
Long-lived assets | 1,563 | 1,605 | 1,563 | 1,605 | 1,648 | ||||||
Reportable geographical components | Canada | |||||||||||
Geographic Areas, Revenues from External Customers [Abstract] | |||||||||||
Net sales | 389 | 379 | 406 | ||||||||
Geographic Areas, Long-Lived Assets [Abstract] | |||||||||||
Long-lived assets | 80 | 90 | 80 | 90 | 112 | ||||||
Reportable geographical components | Other Foreign | |||||||||||
Geographic Areas, Revenues from External Customers [Abstract] | |||||||||||
Net sales | 189 | 196 | 283 | ||||||||
Geographic Areas, Long-Lived Assets [Abstract] | |||||||||||
Long-lived assets | $ 64 | $ 76 | 64 | 76 | 131 | ||||||
Geographic transfers | |||||||||||
Geographic Areas, Revenues from External Customers [Abstract] | |||||||||||
Net sales | $ (186) | $ (186) | $ (185) |
Segments - UBBP (Details)
Segments - UBBP (Details) - USD ($) $ in Millions | 12 Months Ended | ||||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |||
Segment Reporting Information [Line Items] | |||||
Assets | $ 3,869 | $ 4,736 | $ 3,936 | ||
USG Boral Building Products | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 1,052 | 1,003 | 927 | [1] | |
Net income attributable to UBBP | 99 | 96 | 67 | [2] | |
Depreciation, depletion, and amortization | 43 | 43 | 31 | ||
Capital expenditures | 45 | 49 | 40 | ||
Assets | 1,292 | 1,303 | 1,435 | ||
Geographic Areas, Long-Lived Assets [Abstract] | |||||
Long-lived assets | 653 | 680 | 731 | ||
USG Boral Building Products | Reportable geographical components | Australia | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 381 | 345 | 312 | [1] | |
Geographic Areas, Long-Lived Assets [Abstract] | |||||
Long-lived assets | 217 | 216 | 245 | ||
USG Boral Building Products | Reportable geographical components | South Korea | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 223 | 200 | 197 | [1] | |
Geographic Areas, Long-Lived Assets [Abstract] | |||||
Long-lived assets | 107 | 106 | 113 | ||
USG Boral Building Products | Reportable geographical components | Thailand | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 141 | 145 | 133 | [1] | |
Geographic Areas, Long-Lived Assets [Abstract] | |||||
Long-lived assets | 75 | 72 | 72 | ||
USG Boral Building Products | Reportable geographical components | China | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 103 | 120 | 122 | [1] | |
Geographic Areas, Long-Lived Assets [Abstract] | |||||
Long-lived assets | 97 | 116 | 127 | ||
USG Boral Building Products | Reportable geographical components | Oman | |||||
Geographic Areas, Long-Lived Assets [Abstract] | |||||
Long-lived assets | 86 | 103 | 96 | ||
USG Boral Building Products | Reportable geographical components | Other | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 255 | 234 | 206 | [1] | |
Geographic Areas, Long-Lived Assets [Abstract] | |||||
Long-lived assets | 71 | 67 | 78 | ||
USG Boral Building Products | Geographic transfers | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | (51) | (41) | (43) | [1] | |
USG Boral Building Products | USG Boral Building Products | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 1,052 | 1,003 | 927 | [2] | |
Operating profit | $ 133 | [3] | $ 124 | $ 95 | [2] |
[1] | Operating results are presented for UBBP for the ten months ended December 31, 2014. | ||||
[2] | Operating results are presented for UBBP for the ten months ended December 31, 2014. | ||||
[3] | Year ended December 31, 2016 includes long-lived asset impairment charges of $8 million for China and of $14 million for Oman. |
Income Taxes - Income from Cont
Income Taxes - Income from Continuing Operations (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income (loss) before income taxes | |||
U.S. | $ 201 | $ 152 | $ 14 |
Foreign | 73 | 84 | 19 |
Income from continuing operations before income taxes | $ 274 | $ 236 | $ 33 |
Income Taxes - Income Tax Expen
Income Taxes - Income Tax Expense (Benefit) on Continuing Operations (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Current: | |||
Federal | $ 0 | $ 0 | $ 0 |
Foreign | 5 | 12 | 2 |
State | 1 | 1 | 1 |
Income tax expense (benefit) on continuing operations | 6 | 13 | 3 |
Deferred: | |||
Federal | 41 | (631) | 0 |
Foreign | 2 | (4) | 4 |
State | 14 | (118) | 0 |
Deferred income tax expense (benefit) on continuing operations | 57 | (753) | 4 |
Provision for income tax expense | $ 63 | $ (740) | $ 7 |
Income Taxes - Differences Betw
Income Taxes - Differences Between Provisions for Income Taxes (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | ||
Differences between actual provisions for income taxes and provisions for income taxes at the U.S. federal statutory rate (35%) | ||||
Taxes on income from continuing operations at U.S. federal statutory rate | $ 96 | $ 82 | $ 12 | |
Foreign earnings subject to different tax rates | [1] | (3) | (3) | 16 |
State income tax, net of federal benefit | 10 | 8 | 1 | |
Change in valuation allowance | 0 | (827) | (5) | |
Income from equity method investments | [2] | (17) | (16) | (12) |
Withholding taxes | 0 | 0 | 2 | |
Other, net | (2) | 2 | (1) | |
Tax release from AOCI | 0 | 0 | (2) | |
Gain on deconsolidation | 0 | 0 | (7) | |
Benefits from unrecognized tax positions | 0 | (6) | 0 | |
Tax expense not realized on pension loss | 0 | 0 | 3 | |
Foreign tax credits | (21) | 0 | 0 | |
Tax expense on distribution of foreign earnings | 0 | 20 | 0 | |
Provision for income tax expense | $ 63 | $ (740) | $ 7 | |
Effective income tax rate | 22.90% | (313.60%) | 21.20% | |
[1] | Foreign earnings subject to different tax rates includes amounts related to impairments and other charges associated with our shipping operations. | |||
[2] | Included in income from equity method investments are taxes associated with that income in the respective jurisdictions. These taxes, which are predominately foreign statutory rates, are at rates that are lower than the U.S. federal statutory rate. |
Income Taxes - Components of De
Income Taxes - Components of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Deferred Tax Assets: | ||
Net operating loss and tax credit carryforwards | $ 599 | $ 774 |
Pension and postretirement benefits | 112 | 150 |
Goodwill and other intangible assets | 0 | 24 |
Reserves not deductible until paid | 20 | 29 |
Self insurance | 2 | 11 |
Capitalized interest | 13 | 13 |
Inventories | 6 | 8 |
Share-based compensation | 28 | 33 |
Other | 4 | 5 |
Deferred tax assets before valuation allowance | 784 | 1,047 |
Valuation allowance | (51) | (70) |
Total deferred tax assets | 733 | 977 |
Deferred Tax Liabilities: | ||
Property, plant and equipment | 245 | 254 |
Other | 0 | 0 |
Total deferred tax liabilities | 245 | 254 |
Net deferred tax assets | $ 488 | $ 723 |
Income Taxes - Textuals (Detail
Income Taxes - Textuals (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax Disclosure [Abstract] | ||||
Federal statutory rate | 35.00% | 35.00% | 35.00% | |
Amount related to evaluation for need for valuation allowance against deferred tax assets | $ 731,000,000 | $ (731,000,000) | ||
Decrease in valuation allowance against deferred tax assets | (19,000,000) | |||
Income Tax Examination [Line Items] | ||||
Net deferred tax assets | 723,000,000 | 488,000,000 | $ 723,000,000 | |
Valuation allowance | 70,000,000 | 51,000,000 | 70,000,000 | |
Approximate federal net operating loss carryforwards | 923,000,000 | |||
Approximate federal alternative minimum tax credit carryforwards | 45,000,000 | |||
Foreign deferred tax assets | 143,000,000 | |||
Minimum taxable income needed to fully realize the U.S. federal net deferred tax assets | 1,460,000,000 | |||
State deferred tax assets | $ 172,000,000 | |||
Percentage of change in ownership (more than) | 50.00% | |||
Period of change in ownership | 3 years | |||
Annual U.S. federal NOL utilization | $ 71,000,000 | |||
Total amounts of tax penalties and interest expense recognized on consolidated balance sheet | 1,000,000 | 1,000,000 | 1,000,000 | |
Total amounts of interest and penalties recognized in consolidated statements of operations | 0 | |||
Total amount of unrecognized tax benefit that would affect our effective tax rate | $ 17,000,000 | $ 14,000,000 | $ 17,000,000 | $ 5,000,000 |
Income tax examinations, possible period for resolution | 12 months | |||
Undistributed earnings | $ 324,000,000 | |||
Minimum | ||||
Income Tax Examination [Line Items] | ||||
Period of statutes of limitations | 3 years | |||
Maximum | ||||
Income Tax Examination [Line Items] | ||||
Period of statutes of limitations | 5 years |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Unrecognized Tax Benefits (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Reconciliation of the beginning and ending amount of unrecognized tax benefits | |||
Balance as of beginning of period | $ 18 | $ 22 | $ 22 |
Tax positions related to the current period: | |||
Gross increase | 0 | 4 | 2 |
Gross decrease | 0 | 0 | 0 |
Tax positions related to prior periods: | |||
Gross increase | 0 | 0 | 0 |
Gross decrease | (3) | (1) | 0 |
Settlements | 0 | (6) | (2) |
Lapse of statutes of limitations | 0 | (1) | 0 |
Balance as of end of period | $ 15 | $ 18 | $ 22 |
Earnings Per Share - Reconcilia
Earnings Per Share - Reconciliation of Basic Income Per Share to Diluted Income Per Share (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |||||||||
Earnings Per Share [Abstract] | |||||||||||||||||||
Income from continuing operations | $ 28 | $ 56 | $ 67 | $ 60 | $ 819 | [1] | $ 68 | [1] | $ 69 | [1] | $ 20 | [1] | $ 211 | $ 976 | $ 26 | ||||
Net income attributable to noncontrolling interest | 0 | 0 | 1 | ||||||||||||||||
Income from continuing operations attributable to USG | 211 | 976 | 25 | ||||||||||||||||
Income from discontinued operations, net of tax | 0 | 6 | 7 | 7 | $ (7) | $ 8 | $ 10 | $ 4 | 20 | 15 | 12 | ||||||||
Gain on sale of discontinued operations, net of tax | $ 279 | $ 0 | $ 0 | $ 0 | 279 | 0 | 0 | ||||||||||||
Income available to USG and shareholders | $ 510 | $ 991 | $ 37 | ||||||||||||||||
Average common shares (in shares) | 145,929,506 | 145,457,208 | 141,722,616 | ||||||||||||||||
Dilutive RSUs, MSUs, performance shares and stock options (in shares) | 1,800,000 | 1,600,000 | 2,400,000 | ||||||||||||||||
Deferred shares associated with a deferred compensation program for non-employee directors (in shares) | 0 | 100,000 | 200,000 | ||||||||||||||||
Average diluted common shares (in shares) | 147,660,979 | 147,246,600 | 144,296,316 | ||||||||||||||||
Basic earnings per average common share: | |||||||||||||||||||
Income from continuing operations (in dollars per share) | $ 2.10 | [2] | $ 0.43 | [2] | $ 0.50 | [2] | $ 0.46 | [2] | $ 5.58 | [2] | $ 0.52 | [2] | $ 0.54 | [2] | $ 0.16 | [2] | $ 1.45 | $ 6.70 | $ 0.18 |
Loss from discontinued operations (in dollars per share) | 2.04 | 0.11 | 0.08 | ||||||||||||||||
Net income (in dollars per share) | 3.49 | 6.81 | 0.26 | ||||||||||||||||
Diluted earnings per average common share: | |||||||||||||||||||
Income from continuing operations (in dollars per share) | $ 2.07 | [2] | $ 0.42 | [2] | $ 0.50 | [2] | $ 0.46 | [2] | $ 5.51 | [2] | $ 0.52 | [2] | $ 0.54 | [2] | $ 0.16 | [2] | 1.44 | 6.62 | 0.17 |
Loss from discontinued operations (in dollars per share) | 2.02 | 0.11 | 0.08 | ||||||||||||||||
Net income (in dollars per share) | $ 3.46 | $ 6.73 | $ 0.25 | ||||||||||||||||
[1] | Income from continuing operations and net income attributable to USG for the fourth quarter of 2015 included a reversal of an income tax valuation allowance of $731 million. | ||||||||||||||||||
[2] | The sum of the four quarters is not necessarily the same as the total for the year. |
Earnings Per Share - Anti-Dilut
Earnings Per Share - Anti-Dilutive Securities (Details) - shares shares in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Stock options, RSUs, MSUs and performance shares | |||
Earnings (Loss) Per Share [Line Items] | |||
Anti-dilutive securities excluded from computation of diluted earnings (loss) per share (in shares) | 1.5 | 1.9 | 2.1 |
Deferred shares associated with a deferred compensation program for non-employee directors | |||
Earnings (Loss) Per Share [Line Items] | |||
Anti-dilutive securities excluded from computation of diluted earnings (loss) per share (in shares) | 0.2 | 0 | 0 |
Stockholder Rights Plan (Detail
Stockholder Rights Plan (Details) | 12 Months Ended | ||
Dec. 31, 2016 | May 09, 2013 | Mar. 22, 2013 | |
Equity [Abstract] | |||
Period of cumulative change in ownership | 3 years | ||
Aggregate increase in common stock owned | 50.00% | ||
Ownership interest to cause cumulative change in ownership (or more than) (as a percent) | 5.00% | ||
Beneficial owner of common stock percentage (or more than) | 4.90% | 4.90% | |
Triggering threshold for rights issued pursuant to the plan | 15.00% | ||
Period of review | 3 years | ||
Beneficial ownership percentage post standstill period (up to) | 50.00% | ||
Beneficial owner of common stock percentage in future (more than) | 50.00% | ||
Period of offer to purchase common stock | 60 days |
Lease Commitments - Textuals (D
Lease Commitments - Textuals (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Lease Commitments [Abstract] | |||
Lease expense | $ 37 | $ 36 | $ 41 |
Lease Commitments - Future Mini
Lease Commitments - Future Minimum Lease Payments (Details) $ in Millions | Dec. 31, 2016USD ($) |
Future minimum lease payments | |
2,017 | $ 31 |
2,018 | 26 |
2,019 | 22 |
2,020 | 17 |
2,021 | 12 |
After 2,021 | $ 7 |
Litigation (Details)
Litigation (Details) $ in Millions | Dec. 31, 2016USD ($)DefendantsHomebuilder | Dec. 31, 2015USD ($) |
Commitments and Contingencies Disclosure [Abstract] | ||
Number of defendants named in lawsuit | Defendants | 7 | |
Number of homebuilders asserting individual claims | Homebuilder | 12 | |
Accrual potential liability for environmental cleanup | $ | $ 18 | $ 16 |
Quarterly Financial Data (un121
Quarterly Financial Data (unaudited) - Quarterly Financial Data (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |||||||||
Quarterly Financial Information Disclosure [Abstract] | |||||||||||||||||||
Net sales | $ 734 | $ 767 | $ 769 | $ 747 | $ 718 | $ 747 | $ 740 | $ 708 | $ 3,017 | $ 2,913 | $ 2,904 | ||||||||
Gross profit | 150 | 181 | 193 | 181 | 165 | 169 | 170 | 146 | 705 | 650 | 625 | ||||||||
Operating profit (loss) | 59 | 97 | 122 | 116 | 94 | 94 | 95 | 72 | 394 | 355 | 149 | ||||||||
Income (loss) from continuing operations | 28 | 56 | 67 | 60 | 819 | [1] | 68 | [1] | 69 | [1] | 20 | [1] | 211 | 976 | 26 | ||||
Income from discontinued operations, net of tax | 0 | 6 | 7 | 7 | (7) | 8 | 10 | 4 | 20 | 15 | 12 | ||||||||
Gain on sale of discontinued operations, net of tax | 279 | 0 | 0 | 0 | 279 | 0 | 0 | ||||||||||||
Net income (loss) attributable to USG | $ 307 | $ 62 | $ 74 | $ 67 | $ 812 | [1] | $ 76 | [1] | $ 79 | [1] | $ 24 | [1] | $ 510 | $ 991 | $ 37 | ||||
Income per average common share: | |||||||||||||||||||
Basic (in dollars per share) | $ 2.10 | [2] | $ 0.43 | [2] | $ 0.50 | [2] | $ 0.46 | [2] | $ 5.58 | [2] | $ 0.52 | [2] | $ 0.54 | [2] | $ 0.16 | [2] | $ 1.45 | $ 6.70 | $ 0.18 |
Diluted (in dollars per share) | $ 2.07 | [2] | $ 0.42 | [2] | $ 0.50 | [2] | $ 0.46 | [2] | $ 5.51 | [2] | $ 0.52 | [2] | $ 0.54 | [2] | $ 0.16 | [2] | $ 1.44 | $ 6.62 | $ 0.17 |
[1] | Income from continuing operations and net income attributable to USG for the fourth quarter of 2015 included a reversal of an income tax valuation allowance of $731 million. | ||||||||||||||||||
[2] | The sum of the four quarters is not necessarily the same as the total for the year. |
Quarterly Financial Data (un122
Quarterly Financial Data (unaudited) - Textuals (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended |
Dec. 31, 2015 | Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | ||
Reversal of income tax valuation allowance | $ 731 | $ (731) |
Schedule II - Valuation And 123
Schedule II - Valuation And Qualifying Accounts (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Doubtful accounts | |||
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at beginning of period | $ 7 | $ 14 | $ 6 |
Charged to costs and expenses | 1 | (6) | 8 |
Charged to other accounts | 0 | 0 | 0 |
Deductions | (3) | (1) | 0 |
Balance at end of period | 5 | 7 | 14 |
Cash discounts | |||
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at beginning of period | 2 | 1 | 1 |
Charged to costs and expenses | 34 | 37 | 36 |
Charged to other accounts | 0 | 0 | 0 |
Deductions | (33) | (36) | (36) |
Balance at end of period | 3 | 2 | 1 |
Income tax valuation allowance | |||
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at beginning of period | 70 | 1,023 | 995 |
Charged to costs and expenses | 0 | 0 | 1 |
Charged to other accounts | 0 | 0 | 112 |
Deductions | (19) | (953) | (85) |
Balance at end of period | $ 51 | $ 70 | $ 1,023 |