Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Jun. 27, 2014 | Jan. 30, 2015 | |
Entity Registrant Name | WATTS WATER TECHNOLOGIES INC | ||
Entity Central Index Key | 795403 | ||
Document Type | 10-K | ||
Document Period End Date | 31-Dec-14 | ||
Amendment Flag | FALSE | ||
Current Fiscal Year End Date | -19 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Public Float | $1,755,888,663 | ||
Document Fiscal Year Focus | 2014 | ||
Document Fiscal Period Focus | FY | ||
Class A | |||
Entity Common Stock, Shares Outstanding | 28,507,519 | ||
Class B | |||
Entity Common Stock, Shares Outstanding | 6,479,290 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (USD $) | 12 Months Ended | ||
In Millions, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Consolidated Statements of Operations | |||
Net sales | $1,513.70 | $1,473.50 | $1,427.40 |
Cost of goods sold | 971.9 | 947 | 913.9 |
GROSS PROFIT | 541.8 | 526.5 | 513.5 |
Selling, general and administrative expenses | 407 | 405.1 | 382.6 |
Restructuring expense | 15.2 | 8.7 | 4.2 |
Goodwill and other long-lived asset impairment charges | 14.2 | 1.2 | 3.4 |
OPERATING INCOME | 105.4 | 111.5 | 123.3 |
Other (income) expense: | |||
Interest income | -0.7 | -0.6 | -0.7 |
Interest expense | 19.9 | 21.5 | 24.6 |
Other expense (income), net | 3.1 | 2.8 | -0.8 |
Total other expense | 22.3 | 23.7 | 23.1 |
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES | 83.1 | 87.8 | 100.2 |
Provision for income taxes | 32.8 | 26.9 | 29.8 |
Net income from continuing operations | 50.3 | 60.9 | 70.4 |
Loss from discontinued operations, net of taxes | -2.3 | -2 | |
NET INCOME | $50.30 | $58.60 | $68.40 |
Income (loss) per share: | |||
Continuing operations (in dollars per share) | $1.42 | $1.72 | $1.96 |
Discontinued operations (in dollars per share) | ($0.06) | ($0.06) | |
NET INCOME (in dollars per share) | $1.42 | $1.65 | $1.90 |
Weighted average number of shares (in shares) | 35.3 | 35.5 | 36 |
Income (loss) per share: | |||
Continuing operations (in dollars per share) | $1.42 | $1.71 | $1.95 |
Discontinued operations (in dollars per share) | ($0.07) | ($0.05) | |
NET INCOME (in dollars per share) | $1.42 | $1.65 | $1.90 |
Weighted average number of shares (in shares) | 35.4 | 35.6 | 36.1 |
Dividends declared per share (in dollars per share) | $0.58 | $0.50 | $0.44 |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive (Loss) Income (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Consolidated Statements of Comprehensive (Loss) Income | |||
Net income | $50.30 | $58.60 | $68.40 |
Other comprehensive income (Loss): | |||
Foreign currency translation adjustments | -90.8 | 23.5 | 14.3 |
Defined benefit pension plans, net of tax: | |||
Net loss, net of tax benefits of $6.9, $0.8, and $4.1 in 2014, 2013 and 2012, respectively | -11 | -1.3 | -6.5 |
Amortization of net losses included in net periodic pension cost, net of tax expense of $0.5, $0.4, and $0.2 in 2014, 2013 and 2012, respectively | 0.7 | 0.6 | 0.4 |
Defined benefit pension plans, net of tax | -10.3 | -0.7 | -6.1 |
Other comprehensive (loss) income | -101.1 | 22.8 | 8.2 |
Comprehensive (Loss) income | ($50.80) | $81.40 | $76.60 |
Consolidated_Statements_of_Com1
Consolidated Statements of Comprehensive (Loss) Income (Parenthetical) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Consolidated Statements of Comprehensive (Loss) Income | |||
Other Comprehensive Income Defined Benefit Plan Income Tax Effect | $6.90 | $0.80 | $4.10 |
Other Comprehensive Income Amortization of Net Losses included in Net Periodic Pension Cost Tax Effect | $0.50 | $0.40 | $0.20 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
CURRENT ASSETS: | ||
Cash and cash equivalents | $301.10 | $267.90 |
Trade accounts receivable, less allowance for doubtful accounts of $10.6 in 2014 and $9.7 in 2013 | 207.8 | 212.9 |
Inventories, net | 291.6 | 310.2 |
Prepaid expenses and other assets | 27.4 | 35 |
Deferred income taxes | 45.3 | 29.8 |
Assets held for sale | 1.1 | 1.3 |
Total Current Assets | 874.3 | 857.1 |
PROPERTY, PLANT AND EQUIPMENT, NET | 203.3 | 219.9 |
OTHER ASSETS: | ||
Goodwill | 639 | 514.8 |
Intangible assets, net | 210.1 | 132.4 |
Deferred income taxes | 4.7 | 3.8 |
Other, net | 16.6 | 12.2 |
TOTAL ASSETS | 1,948 | 1,740.20 |
CURRENT LIABILITIES: | ||
Accounts payable | 120.8 | 145.6 |
Accrued expenses and other liabilities | 138.8 | 135.2 |
Accrued Pension plan settlements | 40 | |
Accrued compensation and benefits | 44.2 | 43.9 |
Current portion of long-term debt | 1.9 | 2.2 |
Total Current Liabilities | 345.7 | 326.9 |
LONG-TERM DEBT, NET OF CURRENT PORTION | 577.8 | 305.5 |
DEFERRED INCOME TAXES | 77.4 | 45.9 |
OTHER NONCURRENT LIABILITIES | 34.7 | 59.8 |
STOCKHOLDERS' EQUITY: | ||
Preferred Stock, $0.10 par value; 5,000,000 shares authorized; no shares issued or outstanding | ||
Additional paid-in capital | 497.4 | 473.5 |
Retained earnings | 500.6 | 513.1 |
Accumulated other comprehensive (loss) income | -89.1 | 12 |
Total Stockholders' Equity | 912.4 | 1,002.10 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | 1,948 | 1,740.20 |
Class A | ||
STOCKHOLDERS' EQUITY: | ||
Common Stock | 2.9 | 2.9 |
Class B | ||
STOCKHOLDERS' EQUITY: | ||
Common Stock | $0.60 | $0.60 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, except Share data, unless otherwise specified | ||
Trade accounts receivable, allowance for doubtful accounts (in dollars) | $10.60 | $9.70 |
Preferred Stock, par value (in dollars per share) | $0.10 | $0.10 |
Preferred Stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred Stock, shares issued | 0 | 0 |
Preferred Stock, shares outstanding | 0 | 0 |
Class A | ||
Common Stock, par value (in dollars per share) | $0.10 | $0.10 |
Common Stock, shares authorized | 80,000,000 | 80,000,000 |
Common Stock, votes per share (Number of votes) | 1 | 1 |
Common Stock, issued shares | 28,552,065 | 28,824,779 |
Common Stock, outstanding shares | 28,552,065 | 28,824,779 |
Class B | ||
Common Stock, par value (in dollars per share) | $0.10 | $0.10 |
Common Stock, shares authorized | 25,000,000 | 25,000,000 |
Common Stock, votes per share (Number of votes) | 10 | 10 |
Common Stock, issued shares | 6,479,290 | 6,489,290 |
Common Stock, outstanding shares | 6,479,290 | 6,489,290 |
Consolidated_Statements_of_Sto
Consolidated Statements of Stockholders' Equity (USD $) | Class A | Class B | Additional Paid-In Capital | Retained Earnings | Accumulated Other Comprehensive Income (Loss) | Total |
In Millions, except Share data, unless otherwise specified | Common Stock | Common Stock | ||||
Balance at Dec. 31, 2011 | $2.90 | $0.70 | $420.10 | $515.10 | ($19) | $919.80 |
Balance (in shares) at Dec. 31, 2011 | 29,471,414 | 6,953,680 | ||||
Increase (Decrease) in Stockholders' Equity | ||||||
Net Income | 68.4 | 68.4 | ||||
Other comprehensive (loss) income | 8.2 | 8.2 | ||||
Comprehensive income (loss) | 76.6 | |||||
Shares of Class B common stock converted to Class A common stock | 0.1 | -0.1 | ||||
Shares of Class B common stock converted to Class A common stock (in shares) | 365,000 | -365,000 | ||||
Shares of Class A common stock issued upon the exercise of stock options | 0.1 | 17.7 | 17.8 | |||
Shares of Class A common stock issued upon the exercise of stock options (in shares) | 589,798 | |||||
Stock-based compensation | 6.6 | 6.6 | ||||
Stock repurchase | -0.2 | -65.6 | -65.8 | |||
Stock repurchase (in shares) | -2,000,000 | |||||
Issuance of net shares of restricted Class A common stock | -0.8 | -0.8 | ||||
Issuance of net shares of restricted Class A common stock (in shares) | 141,767 | |||||
Net change in restricted stock units | 4.3 | -3 | 1.3 | |||
Net change in restricted stock units (in shares) | 105,660 | |||||
Common stock dividends | -16 | -16 | ||||
Balance at Dec. 31, 2012 | 2.9 | 0.6 | 448.7 | 498.1 | -10.8 | 939.5 |
Balance (in shares) at Dec. 31, 2012 | 28,673,639 | 6,588,680 | ||||
Increase (Decrease) in Stockholders' Equity | ||||||
Net Income | 58.6 | 58.6 | ||||
Other comprehensive (loss) income | 22.8 | 22.8 | ||||
Comprehensive income (loss) | 81.4 | |||||
Shares of Class B common stock converted to Class A common stock (in shares) | 99,390 | -99,390 | ||||
Shares of Class A common stock issued upon the exercise of stock options | 11.9 | 11.9 | ||||
Shares of Class A common stock issued upon the exercise of stock options (in shares) | 361,094 | |||||
Stock-based compensation | 9.6 | 9.6 | ||||
Stock repurchase | -23 | -23 | ||||
Stock repurchase (in shares) | -453,880 | |||||
Issuance of net shares of restricted Class A common stock | -1.6 | -1.6 | ||||
Issuance of net shares of restricted Class A common stock (in shares) | 75,592 | |||||
Net change in restricted stock units | 3.3 | -1.3 | 2 | |||
Net change in restricted stock units (in shares) | 68,944 | |||||
Common stock dividends | -17.7 | -17.7 | ||||
Balance at Dec. 31, 2013 | 2.9 | 0.6 | 473.5 | 513.1 | 12 | 1,002.10 |
Balance (in shares) at Dec. 31, 2013 | 28,824,779 | 6,489,290 | ||||
Increase (Decrease) in Stockholders' Equity | ||||||
Net Income | 50.3 | 50.3 | ||||
Other comprehensive (loss) income | -101.1 | -101.1 | ||||
Comprehensive income (loss) | -50.8 | |||||
Shares of Class B common stock converted to Class A common stock (in shares) | 10,000 | -10,000 | ||||
Shares of Class A common stock issued upon the exercise of stock options | 11.8 | 11.8 | ||||
Shares of Class A common stock issued upon the exercise of stock options (in shares) | 338,841 | |||||
Stock-based compensation | 8.6 | 8.6 | ||||
Stock repurchase | -39.6 | -39.6 | ||||
Stock repurchase (in shares) | -669,681 | |||||
Issuance of net shares of restricted Class A common stock | -1.6 | -1.6 | ||||
Issuance of net shares of restricted Class A common stock (in shares) | 12,655 | |||||
Net change in restricted stock units | 3.5 | -1.1 | 2.4 | |||
Net change in restricted stock units (in shares) | 35,471 | |||||
Common stock dividends | -20.5 | -20.5 | ||||
Balance at Dec. 31, 2014 | $2.90 | $0.60 | $497.40 | $500.60 | ($89.10) | $912.40 |
Balance (in shares) at Dec. 31, 2014 | 28,552,065 | 6,479,290 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
OPERATING ACTIVITIES | |||
Net income | $50.30 | $58.60 | $68.40 |
Loss from discontinued operations, net of taxes | -2.3 | -2 | |
Net income from continuing operations | 50.3 | 60.9 | 70.4 |
Adjustments to reconcile income from continuing operations to net cash provided by continuing operating activities: | |||
Depreciation | 32.9 | 34.2 | 33.1 |
Amortization of intangibles | 15.2 | 14.7 | 15.4 |
Loss on disposal, impairment of goodwill, property, plant and equipment and other | 15.3 | 1.5 | 4.1 |
Stock-based compensation | 8.6 | 9.6 | 6.6 |
Deferred income taxes | -2.7 | -6.8 | |
Changes in operating assets and liabilities, net of effects from business acquisitions and divestures: | |||
Accounts receivable | 9.6 | -3.5 | 2 |
Inventories | 21.4 | -17.3 | -7.1 |
Prepaid expenses and other assets | 10.9 | -14.5 | 1.1 |
Accounts payable, accrued expenses and other liabilities | -26.3 | 39.5 | 4.7 |
Net cash provided by continuing operations | 135.2 | 118.3 | 130.3 |
INVESTING ACTIVITIES | |||
Additions to property, plant and equipment | -23.7 | -27.7 | -30.5 |
Proceeds from the sale of property, plant and equipment | 0.4 | 1.5 | 0.2 |
Investments in securities | -2.1 | ||
Proceeds from sale of asset held for sale | 3 | ||
Proceeds from sale of securities | 2.1 | 4.1 | |
Purchase of intangible assets and other | -0.1 | ||
Business acquisitions, net of cash acquired | -272.2 | -17.5 | |
Net cash provided by (used in) financing activities | -295.5 | -24.1 | -42.9 |
FINANCING ACTIVITIES | |||
Proceeds from long-term borrowings | 275 | 9.2 | |
Payments of long-term debt | -2.3 | -77.2 | -23.9 |
Payment of capital leases and other | -3.6 | -4.8 | -2.9 |
Proceeds from share transactions under employee stock plans | 11.8 | 11.9 | 17.8 |
Tax benefit of stock awards exercised | 2 | 1.3 | 0.9 |
Payments to repurchase common stock | -39.6 | -23 | -65.8 |
Debt issuance costs | -2 | ||
Dividends | -20.5 | -17.7 | -16 |
Net cash used in financing activities | 220.8 | -109.5 | -80.7 |
Effect of exchange rate changes on cash and cash equivalents | -27.3 | 4.1 | 3.2 |
Net cash (used in) provided by operating activities of discontinued operations | -0.1 | 3.2 | |
Net cash provided by investing activities of discontinued operations | 7.9 | 8.3 | |
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 33.2 | -3.4 | 21.4 |
Cash and cash equivalents at beginning of year | 267.9 | 271.3 | 249.9 |
CASH AND CASH EQUIVALENTS AT END OF YEAR | 301.1 | 267.9 | 271.3 |
Acquisition of businesses: | |||
Fair value of assets acquired | 333 | 25.2 | |
Cash paid, net of cash acquired | 272.2 | 17.5 | |
Liabilities assumed | 60.8 | 7.7 | |
Acquisitions of fixed assets under financing agreement | 3.7 | 1.1 | |
Issuance of stock under management stock purchase plan | 0.4 | 0.7 | 0.5 |
CASH PAID FOR: | |||
Interest | 18.3 | 21.5 | 23.9 |
Taxes | $30.50 | $32.70 | $27.10 |
Description_of_Business
Description of Business | 12 Months Ended |
Dec. 31, 2014 | |
Description of Business | |
Description of Business | (1) Description of Business |
Watts Water Technologies, Inc. (the Company), through its subsidiaries, designs, manufactures and sells an extensive line of water safety and flow control products that improve the quality, conservation, safety and control of water predominantly in the Americas and Europe, Middle East and Africa (EMEA) with a presence in Asia-Pacific. | |
Accounting_Policies
Accounting Policies | 12 Months Ended | ||||||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||||||
Accounting Policies | |||||||||||||||||||||||||||||
Accounting Policies | 2) Accounting Policies | ||||||||||||||||||||||||||||
Principles of Consolidation | |||||||||||||||||||||||||||||
The consolidated financial statements include the accounts of the Company and its majority and wholly owned subsidiaries. Upon consolidation, all significant intercompany accounts and transactions are eliminated. | |||||||||||||||||||||||||||||
Cash Equivalents | |||||||||||||||||||||||||||||
Cash equivalents consist of instruments with remaining maturities of three months or less at the date of purchase and consist primarily of certificates of deposit and money market funds, for which the carrying amount is a reasonable estimate of fair value. | |||||||||||||||||||||||||||||
Allowance for Doubtful Accounts | |||||||||||||||||||||||||||||
Allowance for doubtful accounts includes reserves for bad debts, sales returns and allowances and cash discounts. The Company analyzes the aging of accounts receivable, individual accounts receivable, historical bad debts, concentration of receivables by customer, customer credit worthiness, current economic trends, and changes in customer payment terms. The Company specifically analyzes individual accounts receivable and establishes specific reserves against financially troubled customers. In addition, factors are developed in certain regions utilizing historical trends of sales and returns and allowances and cash discount activities to derive a reserve for returns and allowances and cash discounts. | |||||||||||||||||||||||||||||
Concentration of Credit | |||||||||||||||||||||||||||||
The Company sells products to a diversified customer base and, therefore, has no significant concentrations of credit risk. In 2014, 2013, and 2012, no customer accounted for 10% or more of the Company's total sales. | |||||||||||||||||||||||||||||
Inventories | |||||||||||||||||||||||||||||
Inventories are stated at the lower of cost or market, using primarily the first-in, first-out method. Market value is determined by replacement cost or net realizable value. Historical usage is used as the basis for determining the reserve for excess or obsolete inventories. | |||||||||||||||||||||||||||||
Goodwill and Other Intangible Assets | |||||||||||||||||||||||||||||
Goodwill is recorded when the consideration paid for acquisitions exceeds the fair value of net tangible and intangible assets acquired. Goodwill and other intangible assets with indefinite useful lives are not amortized, but rather are tested at least annually for impairment. | |||||||||||||||||||||||||||||
Impairment of Goodwill and Long-Lived Assets | |||||||||||||||||||||||||||||
The changes in the carrying amount of goodwill by geographic segment are as follows: | |||||||||||||||||||||||||||||
Year Ended December 31, 2014 | |||||||||||||||||||||||||||||
Gross Balance | Accumulated Impairment Losses | Net Goodwill | |||||||||||||||||||||||||||
Balance | Acquired | Foreign | Balance | Balance | Impairment | Balance | December 31, | ||||||||||||||||||||||
January 1, | During | Currency | December 31, | January 1, | Loss During | December 31, | 2014 | ||||||||||||||||||||||
2014 | the | Translation | 2014 | 2014 | the Period | 2014 | |||||||||||||||||||||||
Period | and Other | ||||||||||||||||||||||||||||
(in millions) | |||||||||||||||||||||||||||||
Americas | $ | 224.7 | $ | 174.3 | $ | (1.0 | ) | $ | 398 | $ | (24.5 | ) | $ | — | $ | (24.5 | ) | $ | 373.5 | ||||||||||
EMEA | 301.3 | — | (35.8 | ) | 265.5 | — | — | — | 265.5 | ||||||||||||||||||||
Asia-Pacific | 13.3 | — | (0.4 | ) | 12.9 | — | (12.9 | ) | (12.9 | ) | — | ||||||||||||||||||
| | | | | | | | | | | | | | | | | | | | | | | | | | ||||
Total | $ | 539.3 | $ | 174.3 | $ | (37.2 | ) | $ | 676.4 | $ | (24.5 | ) | $ | (12.9 | ) | $ | (37.4 | ) | $ | 639 | |||||||||
| | | | | | | | | | | | | | | | | | | | | | | | | | ||||
| | | | | | | | | | | | | | | | | | | | | | | | | | ||||
Year Ended December 31, 2013 | |||||||||||||||||||||||||||||
Gross Balance | Accumulated Impairment Losses | Net Goodwill | |||||||||||||||||||||||||||
Balance | Acquired | Foreign | Balance | Balance | Impairment | Balance | December 31, | ||||||||||||||||||||||
January 1, | During | Currency | December 31, | January 1, | Loss During | December 31, | 2013 | ||||||||||||||||||||||
2013 | the | Translation | 2013 | 2013 | the Period | 2013 | |||||||||||||||||||||||
Period | and Other | ||||||||||||||||||||||||||||
(in millions) | |||||||||||||||||||||||||||||
Americas | $ | 225.6 | $ | — | $ | (0.9 | ) | $ | 224.7 | $ | (24.2 | ) | $ | (0.3 | ) | $ | (24.5 | ) | $ | 200.2 | |||||||||
EMEA | 289.7 | — | 11.6 | 301.3 | — | — | — | 301.3 | |||||||||||||||||||||
Asia-Pacific | 12.9 | — | 0.4 | 13.3 | — | — | — | 13.3 | |||||||||||||||||||||
| | | | | | | | | | | | | | | | | | | | | | | | | | ||||
Total | $ | 528.2 | $ | — | $ | 11.1 | $ | 539.3 | $ | (24.2 | ) | $ | (0.3 | ) | $ | (24.5 | ) | $ | 514.8 | ||||||||||
| | | | | | | | | | | | | | | | | | | | | | | | | | ||||
| | | | | | | | | | | | | | | | | | | | | | | | | | ||||
Goodwill is tested for impairment at least annually or more frequently if events or circumstances indicate that it is "more likely than not" that goodwill might be impaired, such as a change in business conditions. The Company performs its annual goodwill impairment assessment in the fourth quarter of each year. | |||||||||||||||||||||||||||||
On December 1, 2014, the Company completed the acquisition of AERCO International, Inc. ("AERCO"), in a share purchase transaction. The aggregate purchase price, including an estimated working capital adjustment, was approximately $272.2 million and is subject to a final post-closing working capital adjustment. The Company accounted for the transaction as a business combination. The Company completed a purchase price allocation that resulted in the recognition of $174.3 million in goodwill and $102.4 million in intangible assets. | |||||||||||||||||||||||||||||
As of the end of the fourth quarter of 2014, management determined that it was "more likely than not" that a significant portion of the Asia-Pacific reporting unit's third party and intersegment net sales were expected to decline as a result of the initial phase of the Americas and Asia-Pacific transformation and restructuring program. Based on this factor, the Company performed a quantitative impairment analysis for the Asia-Pacific reporting unit. The Company completed a fair value assessment of the net assets of the reporting unit and recorded an impairment of $12.9 million in the fourth quarter of 2014. The Company estimated the fair value of the reporting unit using the present value of expected future cash flows that reflect the impact of certain product line rationalization efforts associated with the initial phase of the Americas and Asia-Pacific transformation and restructuring program, including the sale of certain assets. In the second step of the impairment test, the carrying value of the goodwill exceeded the implied fair value of goodwill, resulting in a full impairment. There was no tax benefit associated with the impairment and the $12.9 million charge eliminated all goodwill on the Asia-Pacific reporting unit. See Note 19 for further discussion on the Company's exit plans impacting the Americas and Asia-Pacific. | |||||||||||||||||||||||||||||
The Company recorded pre-tax goodwill impairment charges of $0.3 million and $1.0 million in 2013 and 2012, respectively, for the Blue Ridge Atlantic Enterprises, Inc. (BRAE) reporting unit. The Company had determined that the future prospects for its Blue Ridge Atlantic Enterprises, Inc. (BRAE) reporting unit in the Americas were lower than originally estimated as future sales growth expectations had been reduced a number of times since the 2010 acquisition of BRAE. The BRAE goodwill balance was fully impaired in 2013. The goodwill impairment charges were offset by the reduction in anticipated earnout payments of equal amounts, with no remaining earnout liability as of December 31, 2013. The Company estimated the fair value of the reporting unit using the expected present value of future cash flows. | |||||||||||||||||||||||||||||
The EMEA reporting unit represents the EMEA geographic segment excluding the Blücher reporting unit and had a goodwill balance of $195.8 million as of December 31, 2014. The Company continues to monitor the EMEA reporting unit's performance considering the current economic environment in Europe and impact on operating results and growth expectations. At the annual impairment date of October 26, 2014, the Company performed a qualitative fair value assessment, including an evaluation of certain key assumptions. The Company concluded that the fair value of the EMEA reporting unit continued to exceed its carrying value. | |||||||||||||||||||||||||||||
Indefinite-lived intangibles are tested for impairment at least annually or more frequently if events or circumstances, such as a change in business conditions, indicate that it is "more likely than not" that an intangible asset might be impaired. The Company performs its annual indefinite-lived intangibles impairment assessment in the fourth quarter of each year. For the 2014, 2013 and 2012 impairment assessments, the Company performed quantitative assessments for all indefinite-lived intangible assets. The methodology employed was the relief from royalty method, a subset of the income approach. Based on the results of the assessment, the Company recognized non-cash pre-tax impairment charges in 2014, 2013 and 2012 of approximately $1.3 million, $0.7 million and $0.4 million, respectively. The impairment charge of $1.3 million in 2014 consists of a $0.5 million impairment charge for a trade name in the Americas segment and a $0.8 million impairment charge for a trade name in the EMEA segment. The gross carrying amount in the table below reflects the impairment charges. | |||||||||||||||||||||||||||||
Intangible assets with estimable lives and other long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset or asset group may not be recoverable. Recoverability of intangible assets with estimable lives and other long-lived assets is measured by a comparison of the carrying amount of an asset or asset group to future net undiscounted pretax cash flows expected to be generated by the asset or asset group. If these comparisons indicate that an asset is not recoverable, the impairment loss recognized is the amount by which the carrying amount of the asset or asset group exceeds the related estimated fair value. Estimated fair value is based on either discounted future pretax operating cash flows or appraised values, depending on the nature of the asset. The Company determines the discount rate for this analysis based on the weighted average cost of capital using the market and guideline public companies for the related businesses and does not allocate interest charges to the asset or asset group being measured. Judgment is required to estimate future operating cash flows. | |||||||||||||||||||||||||||||
Intangible assets include the following: | |||||||||||||||||||||||||||||
December 31, | |||||||||||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||||||||||
Gross | Accumulated | Net | Gross | Accumulated | Net | ||||||||||||||||||||||||
Carrying | Amortization | Carrying | Carrying | Amortization | Carrying | ||||||||||||||||||||||||
Amount | Amount | Amount | Amount | ||||||||||||||||||||||||||
(in millions) | |||||||||||||||||||||||||||||
Patents | $ | 16.2 | $ | (13.3 | ) | $ | 2.9 | $ | 16.6 | $ | (12.6 | ) | $ | 4 | |||||||||||||||
Customer relationships | 206.7 | (87.5 | ) | 119.2 | 133 | (76.4 | ) | 56.6 | |||||||||||||||||||||
Technology | 42.1 | (12.9 | ) | 29.2 | 26.9 | (10.9 | ) | 16 | |||||||||||||||||||||
Trade names | 20.6 | (4.2 | ) | 16.4 | 13.7 | (3.0 | ) | 10.7 | |||||||||||||||||||||
Other | 9.5 | (5.7 | ) | 3.8 | 8.8 | (5.6 | ) | 3.2 | |||||||||||||||||||||
| | | | | | | | | | | | | | | | | | | | ||||||||||
Total amortizable intangibles | 295.1 | (123.6 | ) | 171.5 | 199 | (108.5 | ) | 90.5 | |||||||||||||||||||||
Indefinite-lived intangible assets | 38.6 | — | 38.6 | 41.9 | — | 41.9 | |||||||||||||||||||||||
| | | | | | | | | | | | | | | | | | | | ||||||||||
Total | $ | 333.7 | $ | (123.6 | ) | $ | 210.1 | $ | 240.9 | $ | (108.5 | ) | $ | 132.4 | |||||||||||||||
| | | | | | | | | | | | | | | | | | | | ||||||||||
| | | | | | | | | | | | | | | | | | | | ||||||||||
The Company acquired $102.4 million in intangible assets as part of the AERCO acquisition, consisting primarily of customer relationships valued at $78.5 million, developed technology of $15.8 million and the trade name of $7.4 million. The weighted-average amortization period in total and by asset category of customer relationships, developed technology and trade name are 15 years, 16 years, 10 years and 20 years, respectively. | |||||||||||||||||||||||||||||
Aggregate amortization expense for amortized intangible assets for 2014, 2013 and 2012 was $15.2 million, $14.7 million and $15.4 million, respectively. Additionally, future amortization expense on amortizable intangible assets is expected to be $20.5 million for 2015, $20.1 million for 2016, $19.7 million for 2017, $16.2 million for 2018, and $14.0 million for 2019. Amortization expense is provided on a straight-line basis over the estimated useful lives of the intangible assets. The weighted-average remaining life of total amortizable intangible assets is 12.2 years. Patents, customer relationships, technology, trade names and other amortizable intangibles have weighted-average remaining lives of 5.0 years, 11.9 years, 10.3 years, 14.5 years and 33.3 years, respectively. Indefinite-lived intangible assets primarily include trade names and trademarks. | |||||||||||||||||||||||||||||
Property, Plant and Equipment | |||||||||||||||||||||||||||||
Property, plant and equipment are recorded at cost. Depreciation is provided on a straight-line basis over the estimated useful lives of the assets, which range from 10 to 40 years for buildings and improvements and 3 to 15 years for machinery and equipment. Leasehold improvements are depreciated over the lesser of the economic useful life of the asset or the remaining lease term. | |||||||||||||||||||||||||||||
Taxes, Other than Income Taxes | |||||||||||||||||||||||||||||
Taxes assessed by governmental authorities on sale transactions are recorded on a net basis and excluded from sales in the Company's consolidated statements of operations. | |||||||||||||||||||||||||||||
Income Taxes | |||||||||||||||||||||||||||||
Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carry forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. | |||||||||||||||||||||||||||||
The Company recognizes tax benefits when the item in question meets the more-likely-than-not (greater than 50% likelihood of being sustained upon examination by the taxing authorities) threshold. During 2014, unrecognized tax benefits of the Company increased by a net amount of $1.0 million. Unrecognized tax benefits increased by approximately $1.3 million primarily due to findings during a European audit, whereby unrecognized tax benefits decreased by approximately $0.2 million related to a settlement from the completion of a state tax audit. | |||||||||||||||||||||||||||||
As of December 31, 2014, the Company had gross unrecognized tax benefits of approximately $1.8 million, approximately $1.3 million of which, if recognized, would affect the effective tax rate. The difference between the amount of unrecognized tax benefits and the amount that would affect the effective tax rate consists of the federal tax benefit of state income tax items. | |||||||||||||||||||||||||||||
A reconciliation of the beginning and ending amount of unrecognized tax is as follows: | |||||||||||||||||||||||||||||
(in millions) | |||||||||||||||||||||||||||||
Balance at January 1, 2014 | $ | 0.8 | |||||||||||||||||||||||||||
Increases related to prior year tax positions | 1.3 | ||||||||||||||||||||||||||||
Settlements | (0.2 | ) | |||||||||||||||||||||||||||
Currency movement | (0.1 | ) | |||||||||||||||||||||||||||
| | | | | |||||||||||||||||||||||||
Balance at December 31, 2014 | $ | 1.8 | |||||||||||||||||||||||||||
| | | | | |||||||||||||||||||||||||
| | | | | |||||||||||||||||||||||||
The Company conducts business in a variety of locations throughout the world resulting in tax filings in numerous domestic and foreign jurisdictions. The Company is subject to tax examinations regularly as part of the normal course of business. The Company's major jurisdictions are the U.S., Canada, China, Netherlands, U.K., Germany, Italy and France. With few exceptions the Company is no longer subject to U.S. federal, state and local, or non-U.S. income tax examinations for years before 2010. The statute of limitations in our major jurisdictions is open in the U.S. for the year 2011 and later; in Canada for 2011 and later; and in the Netherlands for 2012 and later. | |||||||||||||||||||||||||||||
The Company accounts for interest and penalties related to uncertain tax positions as a component of income tax expense. | |||||||||||||||||||||||||||||
Foreign Currency Translation | |||||||||||||||||||||||||||||
The financial statements of subsidiaries located outside the United States generally are measured using the local currency as the functional currency. Balance sheet accounts, including goodwill, of foreign subsidiaries are translated into United States dollars at year-end exchange rates. Income and expense items are translated at weighted average exchange rates for each period. Net translation gains or losses are included in other comprehensive income, a separate component of stockholders' equity. The Company does not provide for U.S. income taxes on foreign currency translation adjustments since it does not provide for such taxes on undistributed earnings of foreign subsidiaries. Gains and losses from foreign currency transactions of these subsidiaries are included in net earnings. | |||||||||||||||||||||||||||||
Stock-Based Compensation | |||||||||||||||||||||||||||||
The Company records compensation expense in the financial statements for share-based awards based on the grant date fair value of those awards. Stock-based compensation expense includes an estimate for pre-vesting forfeitures and is recognized over the requisite service periods of the awards on a straight-line basis, which is generally commensurate with the vesting term. The benefits associated with tax deductions in excess of recognized compensation cost are reported as a financing cash flow. | |||||||||||||||||||||||||||||
At December 31, 2014, the Company had one stock-based compensation plan with total unrecognized compensation costs related to unvested stock-based compensation arrangements of approximately $20.2 million and a total weighted average remaining term of 1.9 years. For 2014, 2013 and 2012, the Company recognized compensation costs related to stock-based programs of approximately $8.6 million, $9.6 million and $6.6 million, respectively. In 2014, the Company began recognizing certain stock compensation costs in cost of goods sold based on the allocation of costs to its three operating segments. For the 2014 stock compensation expense, $0.6 million was recorded in cost of goods sold and $8.0 million was recorded in selling, general and administrative expenses. In 2013 and 2012, the compensation costs were recognized in selling, general and administrative expenses. For 2014, 2013 and 2012, the Company recorded approximately $0.7 million, $1.2 million and $0.7 million, respectively, of tax benefits for the compensation expense relating to its stock options. For 2014, 2013 and 2012, the Company recorded approximately $1.6 million, $1.9 million and $1.4 million, respectively, of tax benefit for its other stock-based plans. For 2014, 2013 and 2012, the recognition of total stock-based compensation expense impacted both basic and diluted net income per common share by $0.18, $0.14 and $0.10, respectively. | |||||||||||||||||||||||||||||
Net Income Per Common Share | |||||||||||||||||||||||||||||
Basic net income per common share is calculated by dividing net income by the weighted average number of common shares outstanding. The calculation of diluted income per share assumes the conversion of all dilutive securities (see Note 12). | |||||||||||||||||||||||||||||
Net income and number of shares used to compute net income per share, basic and assuming full dilution, are reconciled below: | |||||||||||||||||||||||||||||
Years Ended December 31, | |||||||||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||||||||
Net | Shares | Per | Net | Shares | Per | Net | Shares | Per | |||||||||||||||||||||
Income | Share | Income | Share | Income | Share | ||||||||||||||||||||||||
Amount | Amount | Amount | |||||||||||||||||||||||||||
(Amounts in millions, except per share information) | |||||||||||||||||||||||||||||
Basic EPS | $ | 50.3 | 35.3 | $ | 1.42 | $ | 58.6 | 35.5 | $ | 1.65 | $ | 68.4 | 36.0 | $ | 1.90 | ||||||||||||||
Dilutive securities, principally common stock options | — | 0.1 | — | — | 0.1 | — | — | 0.1 | — | ||||||||||||||||||||
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Diluted EPS | $ | 50.3 | 35.4 | $ | 1.42 | $ | 58.6 | 35.6 | $ | 1.65 | $ | 68.4 | 36.1 | $ | 1.90 | ||||||||||||||
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
The computation of diluted net income per share for the years ended December 31, 2014, 2013 and 2012 excludes the effect of the potential exercise of options to purchase approximately 0.3 million, 0.2 million and 0.2 million shares, respectively, because the exercise price of the option was greater than the average market price of the Class A common stock and the effect would have been anti-dilutive. | |||||||||||||||||||||||||||||
On April 30, 2013, the Board of Directors authorized the repurchase of up to $90.0 million of the Company's Class A common stock from time to time on the open market or in privately negotiated transactions. The timing and number of any shares repurchased will be determined by the Company's management based on its evaluation of market conditions. Repurchases may also be made under a Rule 10b5-1 plan, which would permit shares to be repurchased when the Company might otherwise be precluded from doing so under insider trading laws. The repurchase program may be suspended or discontinued at any time, subject to the terms of any Rule 10b5-1 plan the Company may enter into with respect to the repurchase program. During 2014, the Company repurchased approximately 670,000 shares of Class A common stock at a cost of approximately $39.6 million. During 2013, the Company repurchased approximately 454,000 shares of Class A common stock at a cost of approximately $23.0 million. | |||||||||||||||||||||||||||||
On May 16, 2012, the Board of Directors authorized a stock repurchase program of up to two million shares of the Company's Class A common stock. The stock repurchase program was completed in July 2012, as the Company repurchased the entire two million shares of Class A common stock at a cost of approximately $65.8 million. | |||||||||||||||||||||||||||||
Financial Instruments | |||||||||||||||||||||||||||||
In the normal course of business, the Company manages risks associated with commodity prices, foreign exchange rates and interest rates through a variety of strategies, including the use of hedging transactions, executed in accordance with the Company's policies. The Company's hedging transactions include, but are not limited to, the use of various derivative financial and commodity instruments. As a matter of policy, the Company does not use derivative instruments unless there is an underlying exposure. Any change in value of the derivative instruments would be substantially offset by an opposite change in the value of the underlying hedged items. The Company does not use derivative instruments for trading or speculative purposes. | |||||||||||||||||||||||||||||
Derivative instruments may be designated and accounted for as either a hedge of a recognized asset or liability (fair value hedge) or a hedge of a forecasted transaction (cash flow hedge). For a fair value hedge, both the effective and ineffective portions of the change in fair value of the derivative instrument, along with an adjustment to the carrying amount of the hedged item for fair value changes attributable to the hedged risk, are recognized in earnings. For a cash flow hedge, changes in the fair value of the derivative instrument that are highly effective are deferred in accumulated other comprehensive income or loss until the underlying hedged item is recognized in earnings. There were no cash flow hedges as of December 31, 2014 or December 31, 2013. | |||||||||||||||||||||||||||||
If a fair value or cash flow hedge were to cease to qualify for hedge accounting or be terminated, it would continue to be carried on the balance sheet at fair value until settled, but hedge accounting would be discontinued prospectively. If a forecasted transaction were no longer probable of occurring, amounts previously deferred in accumulated other comprehensive income would be recognized immediately in earnings. On occasion, the Company may enter into a derivative instrument that does not qualify for hedge accounting because it is entered into to offset changes in the fair value of an underlying transaction which is required to be recognized in earnings (natural hedge). These instruments are reflected in the Consolidated Balance Sheets at fair value with changes in fair value recognized in earnings. | |||||||||||||||||||||||||||||
Foreign currency derivatives include forward foreign exchange contracts primarily for Canadian dollars. Metal derivatives include commodity swaps for copper. | |||||||||||||||||||||||||||||
Portions of the Company's outstanding debt are exposed to interest rate risks. The Company monitors its interest rate exposures on an ongoing basis to maximize the overall effectiveness of its interest rates. | |||||||||||||||||||||||||||||
Fair Value Measurements | |||||||||||||||||||||||||||||
Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. An entity is required to maximize the use of observable inputs, where available, and minimize the use of unobservable inputs when measuring fair value. | |||||||||||||||||||||||||||||
The Company has certain financial assets and liabilities that are measured at fair value on a recurring basis and certain nonfinancial assets and liabilities that may be measured at fair value on a nonrecurring basis. The fair value disclosures of these assets and liabilities are based on a three-level hierarchy, which is defined as follows: | |||||||||||||||||||||||||||||
Level 1 | Quoted prices in active markets for identical assets or liabilities that the entity has the ability to access at the measurement date. | ||||||||||||||||||||||||||||
Level 2 | Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. | ||||||||||||||||||||||||||||
Level 3 | Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. | ||||||||||||||||||||||||||||
Assets and liabilities subject to this hierarchy are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The Company's assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset or liability. | |||||||||||||||||||||||||||||
Shipping and Handling | |||||||||||||||||||||||||||||
Shipping and handling costs included in selling, general and administrative expense amounted to $61.8 million, $61.3 million and $58.4 million for the years ended December 31, 2014, 2013 and 2012, respectively. The 2013 and 2012 shipping and handling costs disclosed have been updated to include handling costs in order to be comparable with the current year. | |||||||||||||||||||||||||||||
Research and Development | |||||||||||||||||||||||||||||
Research and development costs included in selling, general, and administrative expense amounted to $22.5 million, $21.5 million and $20.4 million for the years ended December 31, 2014, 2013 and 2012, respectively. | |||||||||||||||||||||||||||||
Revenue Recognition | |||||||||||||||||||||||||||||
The Company recognizes revenue when all of the following criteria have been met: the Company has entered into a binding agreement, the product has been shipped and title passes, the sales price to the customer is fixed or is determinable, and collectability is reasonably assured. Provisions for estimated returns and allowances are made at the time of sale, and are recorded as a reduction of sales and included in the allowance for doubtful accounts in the Consolidated Balance Sheets. The Company records provisions for sales incentives (primarily volume rebates), as an adjustment to net sales, at the time of sale based on estimated purchase targets. | |||||||||||||||||||||||||||||
Basis of Presentation | |||||||||||||||||||||||||||||
Certain amounts in the 2013 and 2012 consolidated financial statements have been reclassified to permit comparison with the 2014 presentation. These reclassifications had no effect on reported results of operations or stockholders' equity. | |||||||||||||||||||||||||||||
Estimates | |||||||||||||||||||||||||||||
The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. | |||||||||||||||||||||||||||||
New Accounting Standards | |||||||||||||||||||||||||||||
In January 2015, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2015-01, "Income Statement—Extraordinary and Unusual Items: Simplifying Income Statement Presentation by Eliminating the Concept of Extraordinary Items". ASU 2015-01 eliminates from U.S. GAAP the concept of extraordinary items as part of its initiative to reduce complexity in accounting standards. ASU 2015-01 is effective in the first quarter of 2016 for public companies with calendar year ends, with early adoption permitted provided that the guidance is applied from the beginning of the fiscal year of adoption. The ASU may be applied prospectively or retrospectively to all prior periods presented. The adoption of this guidance is not expected to have a material impact on the Company's financial statements. | |||||||||||||||||||||||||||||
In June 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2014-12, "Compensation—Stock Compensation: Accounting for Share Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period". ASU 2014-12 clarifies that performance targets that could be achieved after the requisite period should be treated as performance conditions. Those performance conditions would not be reflected in estimating the grant date fair value of the award, but instead would be accounted for when the achievement of the performance condition becomes probable. ASU 2014-12 is effective in the first quarter of 2016 for public companies with calendar year ends, with early adoption permitted. The adoption of this guidance is not expected to have a material impact on the Company's financial statements. | |||||||||||||||||||||||||||||
In May 2014, FASB issued ASU 2014-09, "Revenue from Contracts with Customers". ASU 2014-09 converges revenue recognition under U.S. GAAP and International Financial Reporting Standards ("IFRS"). For U.S. GAAP, the standard generally eliminates transaction and industry-specific revenue recognition guidance. This includes current guidance on long-term construction-type contracts, software arrangements, real estate sales, telecommunication arrangements, and franchise sales. Under the new standard, revenue is recognized based on a five-step model. ASU 2014-09 is effective in the first quarter of 2017 for public companies with calendar year ends, and early adoption is not permitted for public companies under U.S. GAAP. The Company is assessing the impact of this standard on the Company's financial statements. | |||||||||||||||||||||||||||||
In April 2014, FASB issued ASU 2014-08, "Presentation of Financial Statements and Property, Plant, and Equipment: Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity". ASU 2014-08 will change the definition of discontinued operations and limit discontinued operations presentation to disposals of components representing a strategic shift that will have a major effect on the operations and financial results of the issuer. ASU 2014-08 is effective in the first quarter of 2015 for public companies with calendar year ends, with early adoption permitted. The Company early adopted the ASU in 2014. The adoption of this guidance has not had a material impact on the Company's financial statements. | |||||||||||||||||||||||||||||
Discontinued_Operations
Discontinued Operations | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Discontinued Operations. | ||||||||
Discontinued Operations | (3) Discontinued Operations | |||||||
On August 1, 2013, the Company completed the sale of all of the outstanding shares of an indirect wholly-owned subsidiary, Watts Insulation GmbH (Austroflex), receiving net cash proceeds of $7.9 million. The Company chose to divest Austroflex because it did not meet performance expectations. The loss after tax on disposal of the business was approximately $2.2 million. Further, during the year ended December 31, 2011, the Company wrote down Austroflex's long- lived assets by $14.8 million. The Company did not have a substantial continuing involvement in Austroflex's operations and cash flows, and therefore Austroflex's results of operations have been presented as discontinued operations for all periods presented. | ||||||||
On December 21, 2012, the Company completed the sale of all of the outstanding shares of its subsidiary, Flomatic Corporation (Flomatic). The sale excluded the backflow product line of Flomatic, which was retained by the Company. Flomatic Corporation, located in Glens Falls, New York, specialized in manufacturing and selling check valves, foot valves and automatic hydraulic control valves for the well water industry, a product line not core to the Company's business. The Company acquired Flomatic as part of its acquisition of Socla in April 2011. The Company determined that it would not have a substantial continuing involvement in Flomatic's operations and cash flows, and therefore Flomatic's results of operations have been presented as discontinued operations for all periods presented. | ||||||||
Condensed operating statements for discontinued operations are summarized below: | ||||||||
Years Ended | ||||||||
December 31, | ||||||||
2013 | 2012 | |||||||
(in millions) | ||||||||
Operating income—Flomatic | $ | — | $ | 1.3 | ||||
Loss on disposal—Flomatic | — | (3.8 | ) | |||||
Operating (loss) income—Austroflex | (0.2 | ) | 0.2 | |||||
Loss on disposal—Austroflex | (2.2 | ) | — | |||||
Other | — | 1.4 | ||||||
| | | | | | | | |
Loss before income taxes | (2.4 | ) | (0.9 | ) | ||||
Income tax benefit (expense) | 0.1 | (1.1 | ) | |||||
| | | | | | | | |
Loss from discontinued operations, net of taxes | $ | (2.3 | ) | $ | (2.0 | ) | ||
| | | | | | | | |
| | | | | | | | |
The Company did not recognize a tax benefit on the loss on the disposal of the Flomatic and Austroflex shares, as the Company does not believe it is more likely than not that a tax benefit would be realized. | ||||||||
Revenues reported in discontinued operations are as follows: | ||||||||
Years Ended December 31, | ||||||||
2013 | 2012 | |||||||
(in millions) | ||||||||
Flomatic revenues | $ | — | $ | 12.9 | ||||
Austroflex revenues | 9.5 | 18.2 | ||||||
| | | | | | | | |
Total revenues | $ | 9.5 | $ | 31.1 | ||||
| | | | | | | | |
| | | | | | | | |
Restructuring_and_Other_Charge
Restructuring and Other Charges, Net | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Restructuring and Other Charges, Net | |||||||||||||||||
Restructuring and Other Charges, Net | (4) Restructuring and Other Charges, Net | ||||||||||||||||
The Company's Board of Directors approves all major restructuring programs that involve the discontinuance of significant product lines or the shutdown of significant facilities. From time to time, the Company takes additional restructuring actions, including involuntary terminations that are not part of a major program. The Company accounts for these costs in the period that the individual employees are notified or the liability is incurred. These costs are included in restructuring and other charges in the Company's consolidated statements of operations. | |||||||||||||||||
A summary of the pre-tax cost by restructuring program is as follows: | |||||||||||||||||
Years Ended | |||||||||||||||||
December 31, | |||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
(in millions) | |||||||||||||||||
Restructuring costs: | |||||||||||||||||
2013 Actions | $ | 3.8 | $ | 4.1 | $ | — | |||||||||||
Other Actions | 11.3 | 5.9 | 5.2 | ||||||||||||||
| | | | | | | | | | | |||||||
Total restructuring charges | 15.2 | 10 | 5.2 | ||||||||||||||
Adjustment related to contingent liability reduction | — | (0.2 | ) | (1.0 | ) | ||||||||||||
| | | | | | | | | | | |||||||
Less: amount included in cost of goods sold | — | (1.1 | ) | — | |||||||||||||
| | | | | | | | | | | |||||||
Total restructuring and other charges, net | $ | 15.2 | $ | 8.7 | $ | 4.2 | |||||||||||
| | | | | | | | | | | |||||||
| | | | | | | | | | | |||||||
The Company recorded pre-tax restructuring charges in its business segments as follows: | |||||||||||||||||
Years Ended | |||||||||||||||||
December 31, | |||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
(in millions) | |||||||||||||||||
Americas | $ | 2.1 | $ | 1.3 | $ | 1.3 | |||||||||||
EMEA | 12.1 | 8.7 | 3.9 | ||||||||||||||
Asia-Pacific | 0.2 | — | — | ||||||||||||||
Corporate | 0.8 | — | — | ||||||||||||||
| | | | | | | | | | | |||||||
Total | $ | 15.2 | $ | 10.0 | $ | 5.2 | |||||||||||
| | | | | | | | | | | |||||||
| | | | | | | | | | | |||||||
2013 Actions | |||||||||||||||||
On July 30, 2013, the Board of Directors authorized a restructuring program with respect to the Company's EMEA segment to reduce its European manufacturing footprint, improve organizational and operational efficiency and better align costs with expected revenues in response to changing market conditions. The restructuring program is expected to include a pre-tax charge to earnings totaling approximately $8.1 million, all of which is expected to be recorded through the end of fiscal 2015. In 2014, the total expected costs of the planned actions were reduced from $14.0 million to $8.1 million, primarily related to reduced severance costs and favorable foreign exchange rates with the weakening of the euro. Approximately $1.5 million of expected severance and asset write-down costs that were initially anticipated in the 2013 actions have been included in the 2014 EMEA other actions discussed below. The total 2013 actions charge will include costs for severance benefits, relocation, site clean-up, professional fees and certain asset write-downs. The total net after-tax charge for the restructuring program is expected to be approximately $5.7 million. The net after-tax charges incurred in 2014 and 2013 were $2.7 million and $2.9 million, respectively. | |||||||||||||||||
Details of the Company's 2013 European footprint program reserve for the year ended December 31, 2014 and 2013 are as follows: | |||||||||||||||||
Severance | |||||||||||||||||
(in millions) | |||||||||||||||||
Balance at December 31, 2012 | $ | — | |||||||||||||||
Net pre-tax restructuring charges | 4.1 | ||||||||||||||||
Utilization and foreign currency impact | (2.1 | ) | |||||||||||||||
| | | | | |||||||||||||
Balance at December 31, 2013 | $ | 2 | |||||||||||||||
Net pre-tax restructuring charges | 3.8 | ||||||||||||||||
Utilization and foreign currency impact | (4.3 | ) | |||||||||||||||
| | | | | |||||||||||||
Balance at December 31, 2014 | $ | 1.5 | |||||||||||||||
| | | | | |||||||||||||
| | | | | |||||||||||||
The following table summarizes total expected, incurred and remaining pre-tax costs for 2013 European restructuring program actions by type, and all attributable to the EMEA reportable segment: | |||||||||||||||||
Severance | Legal and | Asset | Facility | Total | |||||||||||||
consultancy | write-downs | exit | |||||||||||||||
and other | |||||||||||||||||
(in millions) | |||||||||||||||||
Expected costs | $ | 7.5 | $ | 0.2 | $ | 0.2 | $ | 0.2 | $ | 8.1 | |||||||
Costs incurred—2013 | (4.1 | ) | — | — | — | (4.1 | ) | ||||||||||
Costs incurred—2014 | (3.2 | ) | (0.2 | ) | (0.2 | ) | (0.2 | ) | (3.8 | ) | |||||||
| | | | | | | | | | | | | | | | | |
Remaining costs at December 31, 2014 | $ | 0.2 | $ | — | $ | — | $ | — | $ | 0.2 | |||||||
| | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | |
Other Actions | |||||||||||||||||
The Company also periodically initiates other actions which are not part of a major program. Total "Other Actions" pre-tax restructuring expense was $11.3 million, $5.9 million and $5.2 million in 2014, 2013 and 2012, respectively. | |||||||||||||||||
In the fourth quarter of 2014, management initiated certain restructuring actions and strategic initiatives with respect to the Company's EMEA segment in response to the ongoing economic challenges in Europe and additional product rationalization. The restructuring actions primarily include expected severance benefits and limited costs relating to asset write offs, professional fees and relocation. The total pre-tax charge for these restructuring initiatives is expected to be approximately $9.9 million, of which approximately $6.9 million of pre-tax severance charges were incurred in the fourth quarter of 2014. The remaining expected costs relate to severance, asset write-offs, professional fees and relocation costs and are expected to be completed by the end of the fourth quarter of fiscal 2016. | |||||||||||||||||
The following table summarizes total expected, incurred and remaining pre-tax costs for the EMEA restructuring actions and strategic initiatives which began in the fourth quarter of 2014: | |||||||||||||||||
Severance | Legal and | Asset | Facility | Total | |||||||||||||
consultancy | write-downs | exit | |||||||||||||||
and other | |||||||||||||||||
(in millions) | |||||||||||||||||
Expected costs | $ | 8.8 | $ | 0.1 | $ | 0.9 | $ | 0.1 | $ | 9.9 | |||||||
Costs incurred—2014 | (6.9 | ) | — | — | — | (6.9 | ) | ||||||||||
| | | | | | | | | | | | | | | | | |
Remaining costs at December 31, 2014 | $ | 1.9 | $ | 0.1 | $ | 0.9 | $ | 0.1 | $ | 3 | |||||||
| | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | |
In 2014, the Company initiated restructuring activities in the Americas, Asia-Pacific and Corporate to reduce costs through reductions-in-force. Total pre-tax restructuring expense incurred relating to these initiatives was $3.1 million and there are no remaining expected costs. | |||||||||||||||||
In 2013, the Company initiated restructuring activities with respect to the Company's operating facilities in EMEA, which included the relocation and closure of a manufacturing facility in Italy and other relocation initiatives in Europe. Total pre-tax restructuring expense incurred relating to these initiatives was $1.3 million and $4.6 million in 2014 and 2013, respectively, and there are no remaining expected costs. In 2012, the Company initiated restructuring activities in North America and Europe which continued into 2013. The restructuring activities in the Americas included the relocation of certain production activities, which included the closure of a manufacturing site, severance and shutdown costs in North America. $1.3 million of costs were incurred in both 2013 and 2012 relating to these activities and there are no remaining expected costs. | |||||||||||||||||
Business_Acquisitions_and_Disp
Business Acquisitions and Disposition | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Business Acquisitions and Disposition | ||||||||
Business Acquisitions and Disposition | (5) Business Acquisitions and Disposition | |||||||
AERCO | ||||||||
On December 1, 2014, the Company completed the acquisition of AERCO in a share purchase transaction. The aggregate purchase price was approximately $272.2 million and was financed from a borrowing under the Company's Credit Agreement. The purchase price includes an estimated working capital adjustment of $7.7 million and is subject to a final post-closing working capital adjustment. | ||||||||
AERCO is a leading provider of commercial high-efficiency boilers, water heaters and heating solutions in North America. AERCO is based in New York and its products are distributed for commercial and municipal use primarily in North America. AERCO strengthens Watts' strategic vision to expand into heat source products and strengthens the Company's solutions and system offerings. | ||||||||
The Company accounted for the transaction as a business combination. The Company completed a purchase price allocation that resulted in the recognition of $174.3 million in goodwill and $102.4 million in intangible assets. Intangible assets consist primarily of customer relationships valued at $78.5 million with estimated lives of 16 years, developed technology valued at $15.8 million with estimated lives of 10 years and trade name valued at $7.4 million with a 20 year life. The goodwill is attributable to the workforce of AERCO and the strategic platform adjacency that will allow Watts to extend its product offerings as a result of the acquisition. Approximately $19.4 million of the goodwill is deductible for tax purposes. The following table summarizes the value of the assets and liabilities acquired (in millions): | ||||||||
Accounts receivable | $ | 16.7 | ||||||
Inventory | 16.4 | |||||||
Fixed assets | 7.6 | |||||||
Deferred tax assets | 8 | |||||||
Other assets | 7.6 | |||||||
Intangible assets | 102.4 | |||||||
Goodwill | 174.3 | |||||||
Accounts payable | (6.7 | ) | ||||||
Accrued expenses and other | (18.1 | ) | ||||||
Deferred tax liability | (36.0 | ) | ||||||
| | | | | ||||
Purchase price | $ | 272.2 | ||||||
| | | | | ||||
| | | | | ||||
The consolidated statement of operations for the year ended December 31, 2014 includes the results of AERCO since the acquisition date and includes $5.3 million of revenues and $(1.4) million of operating loss, which includes acquisition accounting charges of $0.8 million. | ||||||||
Supplemental pro-forma information (unaudited) | ||||||||
Had the Company completed the acquisition of AERCO at the beginning of 2013, net sales, net income from continuing operations and earnings per share from continuing operations would have been as follows: | ||||||||
Years Ended | ||||||||
Amounts in millions (except per share information) | December 31, | December 31, | ||||||
2014 | 2013 | |||||||
Net sales | $ | 1,610.1 | $ | 1,562.8 | ||||
Net income from continuing operations | $ | 59.7 | $ | 63.4 | ||||
Net income per share: | ||||||||
Basic EPS—continuing operations | $ | 1.69 | $ | 1.79 | ||||
Diluted EPS—continuing operations | $ | 1.69 | $ | 1.78 | ||||
Net income from continuing operations for the years ended December 31, 2014 and December 31, 2013 was adjusted to include $3.1 million and $3.3 million, respectively, of net interest expense related to the financing and $3.9 million and $4.3 million, respectively, of net amortization expense resulting from the estimated allocation of purchase price to amortizable tangible and intangible assets. Net income from continuing operations for the year ended December 31, 2014 was also adjusted to exclude $3.3 million of net acquisition-related charges and third-party costs. | ||||||||
tekmar | ||||||||
On January 31, 2012, the Company completed the acquisition of tekmar in a share purchase transaction. A designer and manufacturer of control systems used in heating, ventilation, and air conditioning applications, tekmar enhances the Company's hydronic systems product offerings in the U.S. and Canada and is part of the Americas segment. The initial purchase price paid was equal to approximately $17.8 million and a contingent liability of $5.1 million was recognized as the estimate of the acquisition date fair value of the earn-out. The Company accounted for the transaction as a business combination. The Company completed a purchase price allocation that resulted in the recognition of $11.7 million in goodwill and $10.1 million in intangible assets. Intangible assets consist primarily of acquired technology with an estimated life of 10 years, distributor relationships with an estimated life of 7 years, and a trade name with an estimated life of 20 years. The goodwill is not deductible for tax purposes. The results of tekmar are not material to the Company's consolidated financial statements. The results of operations for tekmar are included in the Company's Americas segment since acquisition date. | ||||||||
A portion of the contingent consideration was paid during 2014 and 2013, in the amount of $2.2 million and $1.2 million, respectively, based on performance metrics achieved in 2013 and 2012. The contingent liability was increased by $0.5 million and $1.0 million during the years ended December 31, 2014 and 2013, respectively, based on performance metrics achieved or expected to be achieved. The final payment based on 2014 performance will be made in 2015. | ||||||||
Inventories_net
Inventories, net | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Inventories, net | ||||||||
Inventories, net | (6) Inventories, net | |||||||
Inventories consist of the following: | ||||||||
December 31, | ||||||||
2014 | 2013 | |||||||
(in millions) | ||||||||
Raw materials | $ | 104.8 | $ | 111.3 | ||||
Work-in-process | 16.7 | 19.1 | ||||||
Finished goods | 170.1 | 179.8 | ||||||
| | | | | | | | |
$ | 291.6 | $ | 310.2 | |||||
| | | | | | | | |
| | | | | | | | |
Raw materials, work-in-process and finished goods are net of valuation reserves of $27.3 million and $29.9 million as of December 31, 2014 and 2013, respectively. Finished goods of $16.4 million and $16.7 million as of December 31, 2014 and 2013, respectively, were consigned. | ||||||||
Property_Plant_and_Equipment
Property, Plant and Equipment | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Property, Plant and Equipment | ||||||||
Property, Plant and Equipment | (7) Property, Plant and Equipment | |||||||
Property, plant and equipment consist of the following: | ||||||||
December 31, | ||||||||
2014 | 2013 | |||||||
(in millions) | ||||||||
Land | $ | 13.9 | $ | 15.2 | ||||
Buildings and improvements | 160.1 | 166.3 | ||||||
Machinery and equipment | 343.7 | 353.2 | ||||||
Construction in progress | 9 | 4.5 | ||||||
| | | | | | | | |
526.7 | 539.2 | |||||||
Accumulated depreciation | (323.4 | ) | (319.3 | ) | ||||
| | | | | | | | |
$ | 203.3 | $ | 219.9 | |||||
| | | | | | | | |
| | | | | | | | |
Income_Taxes
Income Taxes | 12 Months Ended | ||||||||||
Dec. 31, 2014 | |||||||||||
Income Taxes | |||||||||||
Income Taxes | (8) Income Taxes | ||||||||||
The significant components of the Company's deferred income tax liabilities and assets are as follows: | |||||||||||
December 31, | |||||||||||
2014 | 2013 | ||||||||||
(in millions) | |||||||||||
Deferred income tax liabilities: | |||||||||||
Excess tax over book depreciation | $ | 20.9 | $ | 22.4 | |||||||
Intangibles | 50.6 | 28.2 | |||||||||
Goodwill | 17.2 | 15.4 | |||||||||
Other | 4.5 | 3.8 | |||||||||
| | | | | | | | ||||
Total deferred tax liabilities | 93.2 | 69.8 | |||||||||
Deferred income tax assets: | |||||||||||
Accrued expenses | 20.2 | 21.3 | |||||||||
Capital loss carry forward | 6.2 | 6.1 | |||||||||
Net operating loss carry forward | 12.2 | 10.9 | |||||||||
Inventory reserves | 10.8 | 12.3 | |||||||||
Pension—accumulated other comprehensive income | 22.7 | 16.3 | |||||||||
Other | 6.2 | 3.7 | |||||||||
| | | | | | | | ||||
Total deferred tax assets | 78.3 | 70.6 | |||||||||
Less: valuation allowance | (12.5 | ) | (13.1 | ) | |||||||
| | | | | | | | ||||
Net deferred tax assets | 65.8 | 57.5 | |||||||||
| | | | | | | | ||||
Net deferred tax liabilities | $ | (27.4 | ) | $ | (12.3 | ) | |||||
| | | | | | | | ||||
| | | | | | | | ||||
The provision for income taxes from continuing operations is based on the following pre-tax income: | |||||||||||
Years Ended December 31, | |||||||||||
2014 | 2013 | 2012 | |||||||||
(in millions) | |||||||||||
Domestic | $ | 44.2 | $ | 21.6 | $ | 27.3 | |||||
Foreign | 38.9 | 66.2 | 72.9 | ||||||||
| | | | | | | | | | | |
$ | 83.1 | $ | 87.8 | $ | 100.2 | ||||||
| | | | | | | | | | | |
| | | | | | | | | | | |
The provision for income taxes from continuing operations consists of the following: | |||||||||||
Years Ended | |||||||||||
December 31, | |||||||||||
2014 | 2013 | 2012 | |||||||||
(in millions) | |||||||||||
Current tax expense: | |||||||||||
Federal | $ | 12.8 | $ | 12.8 | $ | 5 | |||||
Foreign | 20.4 | 19.7 | 21.5 | ||||||||
State | 2.7 | 2.5 | 1.3 | ||||||||
| | | | | | | | | | | |
35.9 | 35 | 27.8 | |||||||||
| | | | | | | | | | | |
Deferred tax expense (benefit): | |||||||||||
Federal | 2.1 | (5.0 | ) | 4.4 | |||||||
Foreign | (5.2 | ) | (2.3 | ) | (3.5 | ) | |||||
State | — | (0.8 | ) | 1.1 | |||||||
| | | | | | | | | | | |
(3.1 | ) | (8.1 | ) | 2 | |||||||
| | | | | | | | | | | |
$ | 32.8 | $ | 26.9 | $ | 29.8 | ||||||
| | | | | | | | | | | |
| | | | | | | | | | | |
Actual income taxes reported from continuing operations are different than would have been computed by applying the federal statutory tax rate to income from continuing operations before income taxes. The reasons for this difference are as follows: | |||||||||||
Years Ended | |||||||||||
December 31, | |||||||||||
2014 | 2013 | 2012 | |||||||||
(in millions) | |||||||||||
Computed expected federal income expense | $ | 29.1 | $ | 30.8 | $ | 35 | |||||
State income taxes, net of federal tax benefit | 2.1 | 1 | 1.5 | ||||||||
Foreign tax rate differential | (4.2 | ) | (5.7 | ) | (7.4 | ) | |||||
Goodwill impairment | 3.2 | — | — | ||||||||
Other, net | 2.6 | 0.8 | 0.7 | ||||||||
| | | | | | | | | | | |
$ | 32.8 | $ | 26.9 | $ | 29.8 | ||||||
| | | | | | | | | | | |
| | | | | | | | | | | |
At December 31, 2014, the Company had foreign net operating loss carry forwards of $41.9 million for income tax purposes before considering valuation allowances; $26.4 million of the losses can be carried forward indefinitely, $10.0 million expire in 2020 and $5.5 million expire in 2023. The net operating losses consist of $26.4 million related to Austrian operations and $15.5 million to Dutch operations. | |||||||||||
At December 31, 2014, the Company has U.S. capital loss carry forwards of $6.2 million for income tax purposes before considering valuation allowances; $2.6 million expire in 2015, $2.1 million expire in 2016, $1.0 million expire in 2017 and $0.5 million expire in 2018. | |||||||||||
At December 31, 2014 and December 31, 2013, the Company had valuation allowances of $12.5 million and $13.1 million, respectively. At December 31, 2014, $6.2 million relates to U.S. capital losses and $6.3 million relates to Austrian net operating losses. At December 31, 2013, $6.1 million related to U.S. capital losses and $7.0 million related to Austrian net operating losses. Management believes that the ability of the Company to use such losses within the applicable carry forward period does not rise to the level of the more likely than not threshold. The Company does not have a valuation allowance on other deferred tax assets, as management believes that it is more likely than not that the Company will recover the net deferred tax assets. Management believes it is more likely than not that the future reversals of the deferred tax liabilities, together with forecasted income, will be sufficient to fully recover the deferred tax assets. | |||||||||||
Changes enacted in income tax laws had no material effect on the Company in 2014, 2013 or 2012. | |||||||||||
Undistributed earnings of the Company's foreign subsidiaries amounted to approximately $386.0 million at December 31, 2014, $397.2 million at December 31, 2013, and $329.7 million at December 31, 2012. Those earnings are considered to be indefinitely reinvested and, accordingly, no provision for U.S. federal and state income taxes has been recorded thereon. Upon distribution of those earnings, in the form of dividends or otherwise, the Company will be subject to withholding taxes payable to the various foreign countries. Determination of the amount of U.S. income tax liability that would be incurred is not practicable because of the complexities associated with its hypothetical calculation; however, unrecognized foreign tax credits may be available to reduce some portion of any U.S. income tax liability. Withholding taxes of approximately $12.0 million would be payable upon remittance of all previously unremitted earnings at December 31, 2014. | |||||||||||
Accrued_Expenses_and_Other_Lia
Accrued Expenses and Other Liabilities | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Accrued Expenses and Other Liabilities | ||||||||
Accrued Expenses and Other Liabilities | (9) Accrued Expenses and Other Liabilities | |||||||
Accrued expenses and other liabilities consist of the following: | ||||||||
December 31, | ||||||||
2014 | 2013 | |||||||
(in millions) | ||||||||
Commissions and sales incentives payable | $ | 38.3 | $ | 40.5 | ||||
Product liability and workers' compensation | 30.7 | 33.5 | ||||||
Other | 66.1 | 56.6 | ||||||
Income taxes payable | 3.7 | 4.6 | ||||||
| | | | | | | | |
$ | 138.8 | $ | 135.2 | |||||
| | | | | | | | |
| | | | | | | | |
Financing_Arrangements
Financing Arrangements | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Financing Arrangements | ||||||||
Financing Arrangements | (10) Financing Arrangements | |||||||
Long-term debt consists of the following: | ||||||||
December 31, | ||||||||
2014 | 2013 | |||||||
(in millions) | ||||||||
5.85% notes due April 2016 | $ | 225.0 | $ | 225.0 | ||||
5.05% notes due June 2020 | 75.0 | 75.0 | ||||||
Line of Credit matures February 2019 | 275.0 | — | ||||||
Other—consists primarily of European borrowings (at interest rates ranging from 1.1% to 6.0%) | 4.7 | 7.7 | ||||||
| | | | | | | | |
579.7 | 307.7 | |||||||
Less Current Maturities | 1.9 | 2.2 | ||||||
| | | | | | | | |
$ | 577.8 | $ | 305.5 | |||||
| | | | | | | | |
| | | | | | | | |
Principal payments during each of the next five years and thereafter are due as follows (in millions): 2015—$1.9; 2016—$226.3; 2017—$1.4; 2018—$0.1; 2019—$275.0, and thereafter—$75.0. | ||||||||
The Company maintains letters of credit that guarantee its performance or payment to third parties in accordance with specified terms and conditions. Amounts outstanding were approximately $23.6 million as of December 31, 2014 and December 31, 2013. The Company's letters of credit are primarily associated with insurance coverage and, to a lesser extent, foreign purchases. The Company's letters of credit generally expire within one year of issuance and are drawn down against the revolving credit facility. These instruments may exist or expire without being drawn down. Therefore, they do not necessarily represent future cash flow obligations. | ||||||||
On February 18, 2014, the Company terminated its prior credit agreement and entered into a new Credit Agreement (the Credit Agreement) among the Company, certain subsidiaries of the Company who become borrowers under the Credit Agreement, JPMorgan Chase Bank, N.A., as Administrative Agent, Swing Line Lender and Letter of Credit Issuer, and the other lenders referred to therein. The Credit Agreement provides for a $500 million, five-year, senior unsecured revolving credit facility which may be increased by an additional $500 million under certain circumstances and subject to the terms of the Credit Agreement. The Credit Agreement has a sublimit of up to $100 million in letters of credit. Borrowings outstanding under the Credit Agreement bear interest at a fluctuating rate per annum equal to an applicable percentage equal to (i) in the case of Eurocurrency rate loans, the British Bankers Association LIBOR rate plus an applicable percentage, ranging from 0.975% to 1.45%, determined by reference to the Company's consolidated leverage ratio plus, in the case of certain lenders, a mandatory cost calculated in accordance with the terms of the Credit Agreement, or (ii) in the case of base rate loans and swing line loans, the highest of (a) the federal funds rate plus 0.5%, (b) the rate of interest in effect for such day as announced by JPMorgan Chase Bank, N.A. as its "prime rate," and (c) the British Bankers Association LIBOR rate plus 1.0%, plus an applicable percentage, ranging from 0.00% to 0.45%, determined by reference to the Company's consolidated leverage ratio. In addition to paying interest under the Credit Agreement, the Company is also required to pay certain fees in connection with the credit facility, including, but not limited to, an unused facility fee and letter of credit fees. The Credit Agreement matures on February 18, 2019, subject to extension under certain circumstances and subject to the terms of the Credit Agreement. The Company may repay loans outstanding under the Credit Agreement from time to time without premium or penalty, other than customary breakage costs, if any, and subject to the terms of the Credit Agreement. | ||||||||
As of December 31, 2014, the Company was in compliance with all covenants related to the Credit Agreement and had $201.4 million of unused and available credit under the Credit Agreement and $23.6 million of stand-by letters of credit outstanding on the Credit Agreement. The Company had $275 million of borrowings outstanding under the Credit Agreement at December 31, 2014. | ||||||||
The Credit Agreement imposes various restrictions on the Company and its subsidiaries, including restrictions pertaining to: (i) the incurrence of additional indebtedness, (ii) limitations on liens, (iii) making distributions, dividends and other payments, (iv) mergers, consolidations and acquisitions, (v) dispositions of assets, (vi) the maintenance of certain consolidated leverage ratios and consolidated interest coverage ratios, (vii) transactions with affiliates, (viii) changes to governing documents, and (ix) changes in control. | ||||||||
On June 18, 2010, the Company entered into a note purchase agreement with certain institutional investors (the 2010 Note Purchase Agreement). Pursuant to the 2010 Note Purchase Agreement, the Company issued senior notes of $75.0 million in principal, due June 18, 2020. The Company will pay interest on the outstanding balance of the Notes at the rate of 5.05% per annum, payable semi-annually on June 18th and December 18th until the principal on the Notes shall become due and payable. The Company may, at its option, upon notice, and subject to the terms of the 2010 Note Purchase Agreement, prepay at any time all or part of the Notes in an amount not less than $1.0 million by paying the principal amount plus a make-whole amount, which is dependent upon the yield of respective U.S. Treasury securities. The 2010 Note Purchase Agreement includes operational and financial covenants, with which the Company is required to comply, including, among others, maintenance of certain financial ratios and restrictions on additional indebtedness, liens and dispositions. As of December 31, 2014, the Company was in compliance with all covenants related to the 2010 Note Purchase Agreement. | ||||||||
On April 27, 2006, the Company completed a private placement of $225.0 million of 5.85% senior unsecured notes due April 2016 (the 2006 Note Purchase Agreement). The 2006 Note Purchase Agreement includes operational and financial covenants, with which the Company is required to comply, including, among others, maintenance of certain financial ratios and restrictions on additional indebtedness, liens and dispositions. Events of default under the 2006 Note Purchase Agreement include failure to comply with its financial and operational covenants, as well as bankruptcy and other insolvency events. The Company may, at its option, upon notice to the note holders, prepay at any time all or part of the Notes in an amount not less than $1.0 million by paying the principal amount plus a make-whole amount, which is dependent upon the yield of respective U.S. Treasury securities. As of December 31, 2014, the Company was in compliance with all covenants related to the 2006 Note Purchase Agreement. The payment of interest on the senior unsecured notes is due semi-annually on April 30th and October 30th of each year. | ||||||||
On May 15, 2003, the Company completed a private placement of $125.0 million of senior unsecured notes consisting of $50.0 million principal amount of 4.87% senior notes due 2010 and $75.0 million principal amount of 5.47% senior notes due May 2013. In May 2010, the Company repaid $50.0 million in principal of 4.87% senior notes due upon maturity. During the period ended June 30, 2013, the Company repaid with available cash the $75.0 million of unsecured senior notes that matured on May 15, 2013. | ||||||||
Common_Stock
Common Stock | 12 Months Ended |
Dec. 31, 2014 | |
Common Stock. | |
Common Stock | (11) Common Stock |
The Class A common stock and Class B common stock have equal dividend and liquidation rights. Each share of the Company's Class A common stock is entitled to one vote on all matters submitted to stockholders, and each share of Class B common stock is entitled to ten votes on all such matters. Shares of Class B common stock are convertible into shares of Class A common stock, on a one-to-one basis, at the option of the holder. As of December 31, 2014, the Company had reserved a total of 28,552,065 of Class A common stock for issuance under its stock-based compensation plans and 6,479,290 shares for conversion of Class B common stock to Class A common stock. | |
On April 30, 2013, the Board of Directors authorized the repurchase of up to $90 million of the Company's Class A common stock from time to time on the open market or in privately negotiated transactions. The timing and number of any shares repurchased will be determined by the Company's management based on its evaluation of market conditions. Repurchases may also be made under a Rule 10b5-1 plan, which would permit shares to be repurchased when the Company might otherwise be precluded from doing so under insider trading laws. The repurchase program may be suspended or discontinued at any time, subject to the terms of any Rule 10b5-1 plan the Company may enter into with respect to the repurchase program. During 2014, the Company repurchased approximately 670,000 shares of Class A common stock at a cost of approximately $39.6 million. During 2013, the Company repurchased approximately 454,000 shares of Class A common stock at a cost of approximately $23.0 million. | |
On May 16, 2012, the Board of Directors authorized a stock repurchase program of up to two million shares of the Company's Class A common stock. The stock repurchase program was completed in July 2012, as the Company repurchased the entire two million shares of Class A common stock at a cost of approximately $65.8 million. | |
StockBased_Compensation
Stock-Based Compensation | 12 Months Ended | ||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||
Stock-Based Compensation | |||||||||||||||||||||||
Stock-Based Compensation | (12) Stock-Based Compensation | ||||||||||||||||||||||
As of December 31, 2014, the Company maintains one stock incentive plan, the Second Amended and Restated 2004 Stock Incentive Plan (the "2004 Stock Incentive Plan"). Under this plan, key employees have been granted nonqualified stock options to purchase the Company's Class A common stock. Options typically become exercisable over a four-year period at the rate of 25% per year and expire ten years after the grant date. However, most options granted in 2014 become exercisable over a three-year period at a rate of one-third per year. Options granted under the plan may have exercise prices of not less than 100% of the fair market value of the Class A common stock on the date of grant. The Company's current practice is to grant all options at fair market value on the grant date. At December 31, 2014, 1,706,591 shares of Class A common stock were authorized for future grants of new equity awards under the Company's 2004 Stock Incentive Plan. | |||||||||||||||||||||||
The Company grants shares of restricted stock and deferred shares to key employees and stock awards to non-employee members of the Company's Board of Directors under the 2004 Stock Incentive Plan. Stock awards to non-employee members of the Company's Board of Directors vest immediately. Employees' restricted stock awards and deferred shares typically vest over a three-year period at the rate of one-third per year, except that most restricted stock awards and deferred shares granted in 2014 vest over a two-year period at the rate of 50% per year. | |||||||||||||||||||||||
Beginning in 2014, the Company granted performance stock units to key employees under the 2004 Stock Incentive Plan. Performance stock units cliff vest at the end of a three-year performance period. Upon vesting, the number of shares of the Company's Class A common stock awarded to each performance stock unit recipient will be determined based on the Company's attainment of certain performance goals set at the time the performance stock units were granted. The performance goals for the 2014 performance stock units are based on the compound annual growth rate of the Company's revenue over the three-year performance period and the Company's return on invested capital ("ROIC") for the third year of the performance period. The performance period for the 2014 performance stock units is January 1, 2014 through December 31, 2016. The 2014 performance stock units also provide an overall minimum ROIC threshold, which the Company must exceed in order for any shares of the Company's Class A common stock to be earned. The number of shares of Class A common stock that may be earned by a performance stock unit recipient ranges from 0% to 200% of a target number of shares designated for each recipient at the time of grant. The performance stock units are amortized to expense over the vesting period based on the Company's expected performance relative to the performance goals. If such goals are not met, no awards are earned and previously recognized compensation expense is reversed. | |||||||||||||||||||||||
The Company also has a Management Stock Purchase Plan that allows for the granting of restricted stock units (RSUs) to key employees. On an annual basis, key employees may elect to receive a portion of their annual incentive compensation in RSUs instead of cash. Each RSU provides the key employee with the right to purchase a share of Class A common stock at 67% of the fair market value on the date of grant. RSUs vest either annually over a three- year period from the grant date or upon the third anniversary of the grant date and receipt of the shares underlying RSUs is deferred for a minimum of three years or such greater number of years as is chosen by the employee. An aggregate of 2,000,000 shares of Class A common stock may be issued under the Management Stock Purchase Plan. At December 31, 2014, 913,526 shares of Class A common stock were authorized for future grants under the Company's Management Stock Purchase Plan. | |||||||||||||||||||||||
2004 Stock Incentive Plan | |||||||||||||||||||||||
At December 31, 2014, total unrecognized compensation cost related to the unvested stock options was approximately $5.6 million with a total weighted average remaining term of 2.2 years. For 2014, 2013 and 2012, the Company recognized compensation cost of $2.6 million, $3.8 million and $2.7 million, respectively. | |||||||||||||||||||||||
The following is a summary of stock option activity and related information: | |||||||||||||||||||||||
Years Ended December 31, | |||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||
Options | Weighted | Weighted | Options | Weighted | Options | Weighted | |||||||||||||||||
Average | Average | Average | Average | ||||||||||||||||||||
Exercise | Intrinsic | Exercise | Exercise | ||||||||||||||||||||
Price | Value | Price | Price | ||||||||||||||||||||
(Options in thousands) | |||||||||||||||||||||||
Outstanding at beginning of year | 1,029 | $ | 41.66 | 1,064 | $ | 33.37 | 1,272 | $ | 30.43 | ||||||||||||||
Granted | 114 | 57.58 | 379 | 54.78 | 415 | 37.67 | |||||||||||||||||
Cancelled/Forfeitures | (306 | ) | 44.19 | (53 | ) | 36.97 | (33 | ) | 31.18 | ||||||||||||||
Exercised | (342 | ) | 36.48 | (361 | ) | 31.73 | (590 | ) | 30.19 | ||||||||||||||
| | | | | | | | | | | | | | | | | | | | | | | |
Outstanding at end of year | 495 | $ | 47.34 | $ | 16.1 | 1,029 | $ | 41.66 | 1,064 | $ | 33.37 | ||||||||||||
| | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | |
Exercisable at end of year | 128 | $ | 40.04 | $ | 23.4 | 249 | $ | 32.35 | 360 | $ | 30.91 | ||||||||||||
| | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | |
As of December 31, 2014, the aggregate intrinsic value of exercisable options was approximately $3.0 million, representing the total pre-tax intrinsic value, based on the Company's closing Class A common stock price of $63.44 as of December 31, 2014, which would have been received by the option holders had all option holders exercised their options as of that date. The total intrinsic value of options exercised for 2014, 2013 and 2012 was approximately $8.2 million, $7.4 million and $5.7 million, respectively. | |||||||||||||||||||||||
Upon exercise of options, the Company issues shares of Class A common stock. | |||||||||||||||||||||||
The following table summarizes information about options outstanding at December 31, 2014: | |||||||||||||||||||||||
Options Outstanding | Options Exercisable | ||||||||||||||||||||||
Range of Exercise Prices | Number | Weighted Average | Weighted Average | Number | Weighted Average | ||||||||||||||||||
Outstanding | Remaining Contractual | Exercise | Exercisable | Exercise | |||||||||||||||||||
Life (years) | Price | Price | |||||||||||||||||||||
(Options in thousands) | |||||||||||||||||||||||
$26.34–$37.41 | 191 | 6.81 | $ | 34.40 | 85 | $ | 33.08 | ||||||||||||||||
$40.17–$47.21 | 14 | 2.49 | 43.38 | 4 | 42.13 | ||||||||||||||||||
$54.76–$54.76 | 160 | 8.28 | 54.76 | 31 | 54.76 | ||||||||||||||||||
$57.47–$60.10 | 130 | 9.39 | 57.68 | 8 | 57.95 | ||||||||||||||||||
| | | | | | | | | | | | | | | | | |||||||
495 | 7.84 | $ | 47.34 | 128 | $ | 40.04 | |||||||||||||||||
| | | | | | | | | | | | | | | | | |||||||
| | | | | | | | | | | | | | | | | |||||||
The fair value of each option granted under the 2004 Stock Incentive Plan is estimated on the date of grant, using the Black-Scholes-Merton Model, based on the following weighted average assumptions: | |||||||||||||||||||||||
Years Ended | |||||||||||||||||||||||
December 31, | |||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||
Expected life (years) | 6.0 | 6.0 | 6.0 | ||||||||||||||||||||
Expected stock price volatility | 37.5 | % | 40.3 | % | 41.2 | % | |||||||||||||||||
Expected dividend yield | 1.0 | % | 1.0 | % | 1.2 | % | |||||||||||||||||
Risk-free interest rate | 1.9 | % | 1.7 | % | 0.9 | % | |||||||||||||||||
The risk-free interest rate is based upon the U.S. Treasury yield curve at the time of grant for the respective expected life of the option. The expected life (estimated period of time outstanding) of options and volatility were calculated using historical data. The expected dividend yield of stock is the Company's best estimate of the expected future dividend yield. | |||||||||||||||||||||||
The above assumptions were used to determine the weighted average grant-date fair value of stock options of $20.04, $20.30 and $13.49 for the years ended December 31, 2014, 2013 and 2012, respectively. | |||||||||||||||||||||||
The following is a summary of unvested restricted stock and deferred shares activity and related information: | |||||||||||||||||||||||
Years Ended December 31, | |||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||
Shares | Weighted | Shares | Weighted | Shares | Weighted | ||||||||||||||||||
Average | Average | Average | |||||||||||||||||||||
Grant Date | Grant Date | Grant Date | |||||||||||||||||||||
Fair Value | Fair Value | Fair Value | |||||||||||||||||||||
(Shares in thousands) | |||||||||||||||||||||||
Unvested at beginning of year | 260 | $ | 45.58 | 237 | $ | 35.45 | 153 | $ | 30.33 | ||||||||||||||
Granted | 151 | 56.79 | 142 | 54.8 | 170 | 37.62 | |||||||||||||||||
Cancelled/Forfeitures | (95 | ) | 46.83 | (16 | ) | 37.44 | (8 | ) | 30.66 | ||||||||||||||
Vested | (102 | ) | 44.87 | (103 | ) | 35.25 | (78 | ) | 30.61 | ||||||||||||||
| | | | | | | | | | | | | | | | | | | | ||||
Unvested at end of year | 214 | $ | 53.74 | 260 | $ | 45.58 | 237 | $ | 35.45 | ||||||||||||||
| | | | | | | | | | | | | | | | | | | | ||||
| | | | | | | | | | | | | | | | | | | | ||||
The total fair value of shares vested during 2014, 2013 and 2012 was $5.9 million, $5.6 million and $2.5 million, respectively. At December 31, 2014, total unrecognized compensation cost related to unvested restricted stock and deferred shares was approximately $9.0 million with a total weighted average remaining term of 1.7 years. For 2014, 2013 and 2012, the Company recognized compensation costs of $4.8 million, $5.1 million and $3.1 million, respectively. | |||||||||||||||||||||||
The aggregate intrinsic value of restricted stock and deferred shares granted and outstanding approximated $12.2 million representing the total pre-tax intrinsic value based on the Company's closing Class A common stock price of $63.44 as of December 31, 2014. | |||||||||||||||||||||||
The following is a summary of unvested performance share award activity and related information: | |||||||||||||||||||||||
Year Ended December 31, 2014 | |||||||||||||||||||||||
Shares | Weighted | ||||||||||||||||||||||
Average | |||||||||||||||||||||||
Grant Date | |||||||||||||||||||||||
Fair Value | |||||||||||||||||||||||
(Shares in thousands) | |||||||||||||||||||||||
Unvested at beginning of year | — | ||||||||||||||||||||||
Granted | 117 | $ | 57.02 | ||||||||||||||||||||
Cancelled/Forfeitures | (10 | ) | 57.47 | ||||||||||||||||||||
Vested | — | ||||||||||||||||||||||
| | | | | | | | ||||||||||||||||
Unvested at end of year | 107 | $ | 56.97 | ||||||||||||||||||||
| | | | | | | | ||||||||||||||||
| | | | | | | | ||||||||||||||||
At December 31, 2014, total unrecognized compensation cost related to unvested performance shares was approximately $5.0 million with a total weighted average remaining term of 2.0 years. For 2014, the Company recognized compensation costs of $0.7 million. | |||||||||||||||||||||||
The aggregate intrinsic value of performance shares granted and outstanding approximated $0.7 million representing the total pre-tax intrinsic value based on the Company's closing Class A common stock price of $63.44 as of December 31, 2014. | |||||||||||||||||||||||
Management Stock Purchase Plan | |||||||||||||||||||||||
Total unrecognized compensation cost related to unvested RSUs was approximately $0.6 million at December 31, 2014 with a total weighted average remaining term of 1.4 years. For 2014, 2013 and 2012 the Company recognized compensation cost of $0.5 million, $0.7 million and $0.8 million, respectively. Dividends declared for RSUs, that are paid to individuals, that remain unpaid at December 31, 2014 total approximately $0.1 million. | |||||||||||||||||||||||
A summary of the Company's RSU activity and related information is shown in the following table: | |||||||||||||||||||||||
Years Ended December 31, | |||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||
RSUs | Weighted | Weighted | RSUs | Weighted | RSUs | Weighted | |||||||||||||||||
Average | Average | Average | Average | ||||||||||||||||||||
Purchase | Intrinsic | Purchase | Purchase | ||||||||||||||||||||
Price | Value | Price | Price | ||||||||||||||||||||
(RSU's in thousands) | |||||||||||||||||||||||
Outstanding at beginning of period | 132 | $ | 27.46 | 196 | $ | 22.88 | 392 | $ | 18.74 | ||||||||||||||
Granted | 31 | 40.27 | 45 | 31.63 | 64 | ||||||||||||||||||
Cancelled/Forfeitures | (32 | ) | 31.58 | (14 | ) | 28.35 | (110 | ) | |||||||||||||||
Settled | (51 | ) | 25.41 | (95 | ) | 19.19 | (150 | ) | |||||||||||||||
| | | | | | | | | | | | | | | | | | | | | | | |
Outstanding at end of period | 80 | $ | 32.08 | $ | 31.36 | 132 | $ | 27.46 | 196 | $ | 22.88 | ||||||||||||
| | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | |
Vested at end of period | 31 | $ | 27.96 | $ | 35.48 | 42 | $ | 25.3 | 81 | $ | 20.36 | ||||||||||||
| | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | |
As of December 31, 2014, the aggregate intrinsic values of outstanding and vested RSUs were approximately $2.5 million and $1.1 million, respectively, representing the total pre-tax intrinsic value, based on the Company's closing Class A common stock price of $63.44 as of December 31, 2014, which would have been received by the RSUs holders had all RSUs settled as of that date. The total intrinsic value of RSUs settled for 2014, 2013 and 2012 was approximately $1.7 million, $2.8 million and $3.8 million, respectively. Upon settlement of RSUs, the Company issues shares of Class A common stock. | |||||||||||||||||||||||
The following table summarizes information about RSUs outstanding at December 31, 2014: | |||||||||||||||||||||||
RSUs Outstanding | RSUs Vested | ||||||||||||||||||||||
Range of Purchase Prices | Number | Weighted Average | Number | Weighted Average | |||||||||||||||||||
Outstanding | Purchase | Vested | Purchase | ||||||||||||||||||||
Price | Price | ||||||||||||||||||||||
(RSUs in thousands) | |||||||||||||||||||||||
$13.25–$19.87 | 1 | $ | 19.87 | 1 | $ | 19.87 | |||||||||||||||||
$25.15–$26.51 | 28 | 26.45 | 20 | 26.42 | |||||||||||||||||||
$31.63–$40.27 | 51 | 35.45 | 10 | 31.63 | |||||||||||||||||||
| | | | | | | | | | | | | | ||||||||||
80 | $ | 32.08 | 31 | $ | 27.96 | ||||||||||||||||||
| | | | | | | | | | | | | | ||||||||||
| | | | | | | | | | | | | | ||||||||||
The fair value of each share issued under the Management Stock Purchase Plan is estimated on the date of grant, using the Black-Scholes-Merton Model, based on the following weighted average assumptions: | |||||||||||||||||||||||
Years Ended December 31, | |||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||
Expected life (years) | 3.0 | 3.0 | 3.0 | ||||||||||||||||||||
Expected stock price volatility | 31.2 | % | 34.1 | % | 38.3 | % | |||||||||||||||||
Expected dividend yield | 0.9 | % | 0.9 | % | 1.1 | % | |||||||||||||||||
Risk-free interest rate | 0.7 | % | 0.4 | % | 0.4 | % | |||||||||||||||||
The risk-free interest rate is based upon the U.S. Treasury yield curve at the time of grant for the respective expected life of the RSUs. The expected life (estimated period of time outstanding) of RSUs and volatility were calculated using historical data. The expected dividend yield of stock is the Company's best estimate of the expected future dividend yield. | |||||||||||||||||||||||
The above assumptions were used to determine the weighted average grant-date fair value of RSUs granted of $22.57, $18.05 and $15.68 during 2014, 2013 and 2012, respectively. | |||||||||||||||||||||||
The Company distributed dividends of $0.58 per share for 2014, $0.50 per share for 2013, and $0.44 per share for 2012, respectively, on the Company's Class A common stock and Class B common stock. | |||||||||||||||||||||||
Employee_Benefit_Plans
Employee Benefit Plans | 12 Months Ended | |||||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||||
Employee Benefit Plans | ||||||||||||||||||||||||||
Employee Benefit Plans | (13) Employee Benefit Plans | |||||||||||||||||||||||||
For the majority of its U.S. employees, the Company sponsors a funded non-contributing defined benefit pension plan, the Watts Water Technologies, Inc. Pension Plan (the "Pension Plan"), and an unfunded non-contributing defined benefit pension plan, the Watts Water Technologies, Inc. Supplemental Employees Retirement Plan (the "SERP"). Benefits are based primarily on years of service and employees' compensation. The funding policy of the Company for these plans is to contribute an annual amount that does not exceed the maximum amount that can be deducted for federal income tax purposes. On October 31, 2011, the Company's Board of Directors voted to cease accruals effective December 31, 2011 under both the Company's Pension Plan and the SERP. On April 28, 2014, the Company's Board of Directors voted to terminate the Company's Pension Plan and the SERP. | ||||||||||||||||||||||||||
The Pension Plan was terminated effective July 31, 2014. Distribution of plan assets pursuant to the termination will not be made until the plan termination satisfies the regulatory requirements prescribed by the Internal Revenue Service (IRS) and the Pension Benefit Guaranty Corporation, which is expected to occur in late 2015. The SERP was terminated effective May 15, 2014. The Company will settle all liabilities under the SERP in accordance with Section 409A of the Internal Revenue Code by paying lump sums to plan participants at least twelve and no more than twenty four months following the termination date. The Board of Directors authorized the Company to make such contributions to the Pension Plan and SERP as may be necessary to make the plans sufficient to settle all plan liabilities. | ||||||||||||||||||||||||||
The Company expects the distributions for the two plans to be completed by December 31, 2015. Except for retirees receiving payments under the Pension Plan (or "in pay status"), participants in the Pension Plan will have the choice of receiving either a single lump sum payment or an annuity. Retirees in pay status will continue to receive payments of their pension plan benefits pursuant to their current annuity elections. The Company plans to purchase annuity contracts from an insurance company for all retirees and participants that choose annuities as a payment option under the Pension Plan. All participants under the SERP will be paid a lump sum. The lump sum payments paid to participants will represent the actuarial equivalent value of the participants' remaining accrued benefits under the Pension Plan and SERP as of the applicable distribution dates, calculated in accordance with the terms of the plans and based on the participants' ages on the distribution dates. | ||||||||||||||||||||||||||
During the third quarter ended September 28, 2014, the Company remeasured its pension liability and net loss in accumulated other comprehensive income to reflect the plan termination basis for both the Pension Plan and SERP. As a result, the pension liability increased $17.1 million and the net loss increased by $10.5 million, net of tax benefits of $6.6 million. During the fourth quarter ended December 31, 2014, the annual valuation of the plans resulted in a $0.7 million increase in the pension liability and the net loss increased by $0.4 million, net of tax benefits of $0.3 million. | ||||||||||||||||||||||||||
The funded status of the defined benefit plans and amounts recognized in the consolidated balance sheets are as follows: | ||||||||||||||||||||||||||
December 31, | ||||||||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||||||||
(in millions) | ||||||||||||||||||||||||||
Change in projected benefit obligation | ||||||||||||||||||||||||||
Balance at beginning of the year | $ | 126.3 | $ | 138 | ||||||||||||||||||||||
Service cost | 0.7 | 0.5 | ||||||||||||||||||||||||
Administration costs paid | (1.5 | ) | (0.8 | ) | ||||||||||||||||||||||
Interest cost | 5.9 | 5.4 | ||||||||||||||||||||||||
Actuarial loss (gain) | 32.6 | (12.5 | ) | |||||||||||||||||||||||
Benefits paid | (5.1 | ) | (4.3 | ) | ||||||||||||||||||||||
| | | | | | | | |||||||||||||||||||
Balance at end of year | $ | 158.9 | $ | 126.3 | ||||||||||||||||||||||
| | | | | | | | |||||||||||||||||||
Change in fair value of plan assets | ||||||||||||||||||||||||||
Balance at beginning of the year | $ | 103.7 | $ | 115.8 | ||||||||||||||||||||||
Actual gain (loss) on assets | 21.1 | (7.7 | ) | |||||||||||||||||||||||
Employer contributions | 0.7 | 0.7 | ||||||||||||||||||||||||
Administration costs paid | (1.5 | ) | (0.8 | ) | ||||||||||||||||||||||
Benefits paid | (5.1 | ) | (4.3 | ) | ||||||||||||||||||||||
| | | | | | | | |||||||||||||||||||
Fair value of plan assets at end of the year | $ | 118.9 | $ | 103.7 | ||||||||||||||||||||||
| | | | | | | | |||||||||||||||||||
Funded status at end of year | $ | (40.0 | ) | $ | (22.6 | ) | ||||||||||||||||||||
| | | | | | | | |||||||||||||||||||
| | | | | | | | |||||||||||||||||||
Amounts recognized in the consolidated balance sheets are as follows: | ||||||||||||||||||||||||||
December 31, | ||||||||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||||||||
(in millions) | ||||||||||||||||||||||||||
Current liabilities | $ | (40.0 | ) | $ | (0.6 | ) | ||||||||||||||||||||
Noncurrent liabilities | — | (22.0 | ) | |||||||||||||||||||||||
| | | | | | | | |||||||||||||||||||
Net amount recognized | $ | (40.0 | ) | $ | (22.6 | ) | ||||||||||||||||||||
| | | | | | | | |||||||||||||||||||
| | | | | | | | |||||||||||||||||||
Amounts recognized in accumulated other comprehensive income consist of: | ||||||||||||||||||||||||||
December 31, | ||||||||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||||||||
(in millions) | ||||||||||||||||||||||||||
Net actuarial loss recognized | $ | 58.9 | $ | 42.2 | ||||||||||||||||||||||
| | | | | | | | |||||||||||||||||||
| | | | | | | | |||||||||||||||||||
Information for pension plans with an accumulated benefit obligation in excess of plan assets are as follows: | ||||||||||||||||||||||||||
December 31, | ||||||||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||||||||
(in millions) | ||||||||||||||||||||||||||
Projected benefit obligation | $ | 158.9 | $ | 126.3 | ||||||||||||||||||||||
Accumulated benefit obligation | $ | 158.9 | $ | 126.3 | ||||||||||||||||||||||
Fair value of plan assets | $ | 118.9 | $ | 103.7 | ||||||||||||||||||||||
The components of net periodic benefit cost are as follows: | ||||||||||||||||||||||||||
Years Ended | ||||||||||||||||||||||||||
December 31, | ||||||||||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||||||||||
(in millions) | ||||||||||||||||||||||||||
Service cost—benefits earned | $ | 0.7 | $ | 0.5 | $ | 0.6 | ||||||||||||||||||||
Interest costs on benefits obligation | 5.9 | 5.4 | 5.7 | |||||||||||||||||||||||
Expected return on assets | (6.3 | ) | (6.8 | ) | (6.9 | ) | ||||||||||||||||||||
Net actuarial loss amortization | 1.2 | 1 | 0.6 | |||||||||||||||||||||||
| | | | | | | | | | | ||||||||||||||||
Net periodic benefit cost | $ | 1.5 | $ | 0.1 | $ | — | ||||||||||||||||||||
| | | | | | | | | | | ||||||||||||||||
| | | | | | | | | | | ||||||||||||||||
For fiscal year 2015, the estimated net actuarial loss for the defined benefit pension plans that will be amortized from accumulated other comprehensive income into net periodic benefit cost is $1.5 million. | ||||||||||||||||||||||||||
Assumptions: | ||||||||||||||||||||||||||
Weighted-average assumptions used to determine benefit obligations: | ||||||||||||||||||||||||||
December 31, | ||||||||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||||||||
Discount rate | 3.5 | % | 4.9 | % | ||||||||||||||||||||||
Weighted-average assumptions used to determine net periodic benefit costs: | ||||||||||||||||||||||||||
Years Ended December 31, | ||||||||||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||||||||||
Discount rate | 4.9 | % | 4.0 | % | 4.8 | % | ||||||||||||||||||||
Long-term rate of return on assets | 6.0 | % | 6.0 | % | 6.50 | % | ||||||||||||||||||||
Discount rates are selected based upon rates of return at the measurement date utilizing a bond matching approach to match the expected benefit cash flows. In selecting the expected long-term rate of return on assets, the Company considers the average rate of earnings expected on the funds invested or to be invested to provide for the benefits of this plan. This includes considering the trust's asset allocation and the expected returns likely to be earned over the life of the plan. This basis is consistent with the prior year. | ||||||||||||||||||||||||||
Plan assets | ||||||||||||||||||||||||||
The Company's written Retirement Plan Investment Policy sets forth the investment policy, objectives and constraints of the Watts Water Technologies, Inc. Pension Plan. This Retirement Plan Investment Policy, set forth by the Pension Plan Committee, defines general investment principles and directs investment management policy, addressing preservation of capital, risk aversion and adherence to investment discipline. Investment managers are to make a reasonable effort to control risk and are evaluated twice a year against commonly accepted benchmarks to ensure that the risk assumed is commensurate with the given investment style and objectives. | ||||||||||||||||||||||||||
The portfolio is designed to achieve a balanced return of current income and modest growth of capital, while achieving returns in excess of the rate of inflation over the investment horizon in order to preserve purchasing power of Plan assets. All Plan assets are required to be invested in liquid securities. Derivative investments are not allowed. | ||||||||||||||||||||||||||
Prohibited investments include, but are not limited to the following: futures contracts, private placements, options, limited partnerships, venture-capital investments, interest-only (IO), principal-only (PO), and residual tranche collateralized mortgage obligation (CMOs), and Watts Water Technologies, Inc. stock. | ||||||||||||||||||||||||||
Prohibited transactions include, but are not limited to the following: short selling and margin transactions. | ||||||||||||||||||||||||||
Allowable assets include: cash equivalents, fixed income securities, equity securities, mutual funds, and guaranteed investment contracts. | ||||||||||||||||||||||||||
Specific guidelines regarding allocation of assets are followed using a liability driven investment (LDI) strategy. Under an LDI strategy, investments are made based on the expected cash flows required to fund the pension plan's liabilities. This cash flow matching technique requires a plan's asset allocation to be heavily weighted toward fixed income securities. The Company's current allocation target is 95% fixed income and 5% equities and other investments in anticipation of the expected termination of the plan in 2015. Investment performance is monitored on a regular basis and investments are re-allocated to stay within specific guidelines. The securities of any one company or government agency should not exceed 10% of the total fund, and no more than 20% of the total fund should be invested in any one industry. Individual treasury securities may represent 50% of the total fund, while the total allocation to treasury bonds and notes may represent up to 100% of the Plan's aggregate bond position. | ||||||||||||||||||||||||||
The weighted average asset allocations by asset category are as follows: | ||||||||||||||||||||||||||
December 31, | ||||||||||||||||||||||||||
Asset Category | 2014 | 2013 | ||||||||||||||||||||||||
Equity securities | 4.2 | % | 9.4 | % | ||||||||||||||||||||||
Debt securities | 94.0 | 85.1 | ||||||||||||||||||||||||
Other | 1.8 | 5.5 | ||||||||||||||||||||||||
| | | | | | | | |||||||||||||||||||
Total | 100.0 | % | 100.0 | % | ||||||||||||||||||||||
| | | | | | | | |||||||||||||||||||
| | | | | | | | |||||||||||||||||||
The following table presents the investments in the pension plan measured at fair value at December 31, 2014 and 2013: | ||||||||||||||||||||||||||
December 31, 2014 | December 31, 2013 | |||||||||||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | Level 1 | Level 2 | Level 3 | Total | |||||||||||||||||||
(in millions) | ||||||||||||||||||||||||||
Money market funds | $ | 2.0 | $ | — | $ | — | $ | 2.0 | $ | 2.0 | $ | — | $ | — | $ | 2.0 | ||||||||||
Equity securities | ||||||||||||||||||||||||||
U.S. equity securities(a) | 3.2 | — | — | 3.2 | 7.6 | — | — | 7.6 | ||||||||||||||||||
Non-U.S. equity securities(a) | 1.2 | — | — | 1.2 | 1.3 | — | — | 1.3 | ||||||||||||||||||
Other equity securities(b) | 0.5 | — | — | 0.5 | 0.7 | — | — | 0.7 | ||||||||||||||||||
Debt securities | ||||||||||||||||||||||||||
U.S. government | — | — | — | — | 16.5 | — | — | 16.5 | ||||||||||||||||||
U.S. and non-U.S. corporate(c) | — | 110.7 | — | 110.7 | — | 70.9 | — | 70.9 | ||||||||||||||||||
Other investments(d) | 1.3 | — | — | 1.3 | 4.7 | — | — | 4.7 | ||||||||||||||||||
| | | | | | | | | | | | | | | | | | | | | | | | | | |
Total investments | $ | 8.2 | $ | 110.7 | $ | — | $ | 118.9 | $ | 32.8 | $ | 70.9 | $ | — | $ | 103.7 | ||||||||||
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
(a) | Includes investments in common stock from diverse industries | |||||||||||||||||||||||||
(b) | Includes investments in index and exchange-traded funds | |||||||||||||||||||||||||
(c) | Includes investment grade bonds from diverse industries | |||||||||||||||||||||||||
(d) | Includes investments in real estate investment funds, exchange-traded funds, commodity mutual funds and accrued interest | |||||||||||||||||||||||||
Cash flows | ||||||||||||||||||||||||||
The information related to the Company's pension funds cash flow is as follows: | ||||||||||||||||||||||||||
December 31, | ||||||||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||||||||
(in millions) | ||||||||||||||||||||||||||
Employer Contributions | $ | 0.7 | $ | 0.7 | ||||||||||||||||||||||
Benefit Payments | $ | 5.1 | $ | 4.3 | ||||||||||||||||||||||
The Company expects to contribute approximately $42.6 million in 2015 for the Pension Plan and SERP in order to fully fund and settle the plans. The expected contribution considers the expected shortfall based on a plan termination basis as of December 31, 2015. The expected contribution is subject to change based on the distribution date, fair value of the plan assets at distribution, market interest rates and annuity purchase rates at distribution, demographic experience after 2014 and elected forms of payment. | ||||||||||||||||||||||||||
Expected benefit payments to be paid by the pension plans are as follows: | ||||||||||||||||||||||||||
(in millions) | ||||||||||||||||||||||||||
During fiscal year ending December 31, 2015 | $ | 164.4 | -1 | |||||||||||||||||||||||
During fiscal year ending December 31, 2016 | N/A | -1 | ||||||||||||||||||||||||
During fiscal year ending December 31, 2017 | N/A | -1 | ||||||||||||||||||||||||
During fiscal year ending December 31, 2018 | N/A | -1 | ||||||||||||||||||||||||
During fiscal year ending December 31, 2019 | N/A | -1 | ||||||||||||||||||||||||
During fiscal years ending December 31, 2020 through December 31, 2021 | N/A | -1 | ||||||||||||||||||||||||
-1 | Benefits under the Pension Plan and the SERP are expected to be distributed by December 31, 2015. | |||||||||||||||||||||||||
Additionally, all of the Company's domestic employees are eligible to participate in the Company's 401(k) savings plan. Effective January 1, 2012, the Company provides a base contribution of 2% of an employee's salary, regardless of whether the employee participates in the plan. Further, the Company matches the contribution of up to 100% of the first 4% of an employee's contribution. The Company's match contribution for the years ended December 31, 2014, 2013 and 2012, were $4.4 million, $4.2 million, and $4.0 million, respectively. Charges for EMEA pension plans approximated $5.5 million, $5.8 million and $6.0 million for the years ended December 31, 2014, 2013 and 2012, respectively. These costs relate to plans administered by certain European subsidiaries, with benefits calculated according to government requirements and paid out to employees upon retirement or change of employment. | ||||||||||||||||||||||||||
The Company entered into a Supplemental Compensation Agreement (the Agreement) with Timothy P. Horne on September 1, 1996. Per the Agreement, upon ceasing to be an employee of the Company, Mr. Horne must make himself available, as requested by the Board, to work a minimum of 300 but not more than 500 hours per year as a consultant in return for certain annual compensation as long as he is physically able to do so. Mr. Horne retired effective December 31, 2002, and therefore the Supplemental Compensation period began on January 1, 2003. If Mr. Horne complies with the consulting provisions of the agreement above, he shall receive supplemental compensation on an annual basis, subject to cost of living increases each year, in exchange for the services performed, as long as he is physically able to do so. The payment for consulting services provided by Mr. Horne will be expensed as incurred by the Company. Mr. Horne received payments of $0.6 million during each of 2014, 2013 and 2012. In the event of physical disability, Mr. Horne will continue to receive this payment annually. In accordance with Generally Accepted Accounting Principles (GAAP), the Company accrues for the future post-retirement disability benefits over the period from January 1, 2003, to the time in which Mr. Horne becomes physically unable to perform his consulting services (the period in which the disability benefits are earned). Mr. Horne is still active as a consultant in accordance with the terms of the Agreement. | ||||||||||||||||||||||||||
Contingencies_and_Environmenta
Contingencies and Environmental Remediation | 12 Months Ended |
Dec. 31, 2014 | |
Contingencies and Environmental Remediation | |
Contingencies and Environmental Remediation | (14) Contingencies and Environmental Remediation |
Accrual and Disclosure Policy | |
The Company is a defendant in numerous legal matters arising from its ordinary course of operations, including those involving product liability, environmental matters and commercial disputes. | |
The Company reviews its lawsuits and other legal proceedings on an ongoing basis and follows appropriate accounting guidance when making accrual and disclosure decisions. The Company establishes accruals for matters when the Company assesses that it is probable that a loss has been incurred and the amount of the loss can be reasonably estimated. The Company does not establish accruals for such matters when the Company does not believe both that it is probable that a loss has been incurred and the amount of the loss can be reasonably estimated. The Company's assessment of whether a loss is probable is based on its assessment of the ultimate outcome of the matter following all appeals. | |
Under the FASB issued ASC 450 "Contingencies", an event is "reasonably possible" if "the chance of the future event or events occurring is more than remote but less than likely" and an event is "remote" if "the chance of the future event or events occurring is slight". Thus, references to the upper end of the range of reasonably possible loss for cases in which the Company is able to estimate a range of reasonably possible loss mean the upper end of the range of loss for cases for which the Company believes the risk of loss is more than slight. | |
There may continue to be exposure to loss in excess of any amount accrued. When it is possible to estimate the reasonably possible loss or range of loss above the amount accrued for the matters disclosed, that estimate is aggregated and disclosed. The Company records legal costs associated with its legal contingencies as incurred, except for legal costs associated with product liability claims which are included in the actuarial estimates used in determining the product liability accrual. | |
As of December 31, 2014, the Company estimates that the aggregate amount of reasonably possible loss in excess of the amount accrued for its legal contingencies is approximately $5.8 million pre-tax. With respect to the estimate of reasonably possible loss, management has estimated the upper end of the range of reasonably possible loss based on (i) the amount of money damages claimed, where applicable, (ii) the allegations and factual development to date, (iii) available defenses based on the allegations, and/or (iv) other potentially liable parties. This estimate is based upon currently available information and is subject to significant judgment and a variety of assumptions, and known and unknown uncertainties. The matters underlying the estimate will change from time to time, and actual results may vary significantly from the current estimate. In the event of an unfavorable outcome in one or more of the matters described below, the ultimate liability may be in excess of amounts currently accrued, if any, and may be material to the Company's operating results or cash flows for a particular quarterly or annual period. However, based on information currently known to it, management believes that the ultimate outcome of all matters, as they are resolved over time, is not likely to have a material adverse effect on the financial condition of the Company, though the outcome could be material to the Company's operating results for any particular period depending, in part, upon the operating results for such period. | |
Connector Class Actions | |
In November and December 2014, Watts Water Technologies, Inc. and Watts Regulator Co. were named as defendants in three separate putative nationwide class action complaints (Meyers v. Watts Water Technologies, Inc., United States District Court for the Southern District of Ohio; Ponzo v. Watts Regulator Co., United States District Court for the District of Massachusetts; Sharp v. Watts Regulator Co., United States District Court for the District of Massachusetts) seeking to recover damages and other relief based on the alleged failure of water heater connectors. The complaints seek among other items, damages in an unspecified amount, replacement costs, injunctive relief, declaratory relief, and attorneys' fees and costs. | |
In February 2015, Watts Water Technologies, Inc. and Watts Regulator Co. were named as defendants in a putative nationwide class action complaint (Klug v. Watts Water Technologies, Inc., et al., United States District Court for the District of Nebraska) seeking to recover damages and other relief based on the alleged failure of floodsafe connectors. The complaint seeks among other items, damages in an unspecified amount, injunctive relief, declaratory relief, and attorneys' fees and costs. | |
The Company is unable to estimate a range of reasonably possible loss for the above matters in which damages have not been specified because: (i) the proceedings are in the early stages; (ii) there is uncertainty as to the likelihood of a class being certified or the ultimate size of the class; (iii) there is uncertainty as to the resolution of certain legal and procedural motions; (iv) there are significant factual issues to be resolved; and (v) there are novel legal issues presented. | |
Trabakoolas et al., v. Watts Water Technologies, Inc., et al., | |
On March 8, 2012, Watts Water Technologies, Inc., Watts Regulator Co., and Watts Plumbing Technologies Co., Ltd., among other companies, were named as defendants in a putative nationwide class action complaint filed in the U.S. District Court for the Northern District of California seeking to recover damages and other relief based on the alleged failure of toilet connectors. | |
On December 12, 2013, the Company reached an agreement in principle to settle all claims. The total settlement amount was $23.0 million, of which the Company was responsible for $14.0 million after insurance proceeds of $9.0 million. On July 18, 2014, the Court granted final approval of the class settlement at a fairness hearing, and issued a subsequent written order formalizing the approval on August 5, 2014. No appeal was taken, and the order became final on September 4, 2014. The litigation is now terminated. | |
During the fourth quarter of 2013, the Company recorded a liability of $22.6 million related to the Trabakoolas matter, of which $12.7 million was included in current liabilities and $9.9 million in other noncurrent liabilities. In addition, a $9.0 million receivable was recorded in current assets related to insurance proceeds due under a separate settlement agreement. The liability was reduced by $13.8 million for payments related to notice and claims administration, plaintiff attorneys' fees and partial funding of the settlement amount made during the twelve months ended December 31, 2014. The $9.0 million receivable for insurance proceeds was received as of September 28, 2014. The remaining liability of $8.8 million as of December 31, 2014 will be paid in equal annual installments over four years. | |
Product Liability | |
The Company is subject to a variety of potential liabilities in connection with product liability cases. The Company maintains high-deductible product liability and other insurance coverage, which the Company believes to be generally in accordance with industry practices. For product liability cases in the U.S., management establishes its product liability accrual, which includes legal costs associated with accrued claims, by utilizing third-party actuarial valuations which incorporate historical trend factors and the Company's specific claims experience derived from loss reports provided by third-party administrators. The product liability accrual is established net of any applicable insurance coverage. Changes in the nature of product liability claims or the actual settlement amounts could affect the adequacy of the estimates and require changes to the provisions. Because the liability is an estimate, the ultimate liability may be more or less than reported. | |
Environmental Remediation | |
The Company has been named as a potentially responsible party with respect to a limited number of identified contaminated sites. The levels of contamination vary significantly from site to site as do the related levels of remediation efforts. Environmental liabilities are recorded based on the most probable cost, if known, or on the estimated minimum cost of remediation. Accruals are not discounted to their present value, unless the amount and timing of expenditures are fixed and reliably determinable. The Company accrues estimated environmental liabilities based on assumptions, which are subject to a number of factors and uncertainties. Circumstances that can affect the reliability and precision of these estimates include identification of additional sites, environmental regulations, level of clean-up required, technologies available, number and financial condition of other contributors to remediation and the time period over which remediation may occur. The Company recognizes changes in estimates as new remediation requirements are defined or as new information becomes available. | |
Asbestos Litigation | |
The Company is defending approximately 240 lawsuits in different jurisdictions, alleging injury or death as a result of exposure to asbestos. The complaints in these cases typically name a large number of defendants and do not identify any particular Company products as a source of asbestos exposure. To date, discovery has failed to yield evidence of substantial exposure to any Company products and no judgments have been entered against the Company. | |
Other Litigation | |
Other lawsuits and proceedings or claims, arising from the ordinary course of operations, are also pending or threatened against the Company. | |
Financial_Instruments
Financial Instruments | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Financial Instruments | |||||||||||||||||
Financial Instruments | (15) Financial Instruments | ||||||||||||||||
Fair Value | |||||||||||||||||
The carrying amounts of cash and cash equivalents, short-term investments, trade receivables and trade payables approximate fair value because of the short maturity of these financial instruments. | |||||||||||||||||
The fair value of the Company's 5.85% senior notes due 2016 and 5.05% senior notes due 2020 is based on quoted market prices of similar notes (level 2). The fair value of the Company's borrowings outstanding under the Credit Agreement and the Company's variable rate debt approximates its carrying value. The carrying amount and the estimated fair market value of the Company's long-term debt, including the current portion, are as follows: | |||||||||||||||||
December 31, | |||||||||||||||||
2014 | 2013 | ||||||||||||||||
(in millions) | |||||||||||||||||
Carrying amount | $ | 579.7 | $ | 307.7 | |||||||||||||
Estimated fair value | $ | 599.3 | $ | 333.4 | |||||||||||||
Financial Instruments | |||||||||||||||||
The Company measures certain financial assets and liabilities at fair value on a recurring basis, including foreign currency derivatives, deferred compensation plan assets and related liability. There are no cash flow hedges as of December 31, 2014. The fair value of these certain financial assets and liabilities were determined using the following inputs at December 31, 2014 and 2013: | |||||||||||||||||
Fair Value Measurements at December 31, 2014 Using: | |||||||||||||||||
Quoted Prices in Active | Significant Other | Significant | |||||||||||||||
Markets for Identical | Observable | Unobservable | |||||||||||||||
Assets | Inputs | Inputs | |||||||||||||||
Total | (Level 1) | (Level 2) | (Level 3) | ||||||||||||||
(in millions) | |||||||||||||||||
Assets | |||||||||||||||||
Plan asset for deferred compensation(1) | $ | 4.0 | $ | 4.0 | $ | — | $ | — | |||||||||
| | | | | | | | | | | | | | ||||
Total assets | $ | 4.0 | $ | 4.0 | $ | — | $ | — | |||||||||
| | | | | | | | | | | | | | ||||
| | | | | | | | | | | | | | ||||
Liabilities | |||||||||||||||||
Plan liability for deferred compensation(2) | $ | 4.0 | $ | 4.0 | $ | — | $ | — | |||||||||
Contingent consideration(3) | 2.5 | — | — | 2.5 | |||||||||||||
| | | | | | | | | | | | | | ||||
Total liabilities | $ | 6.5 | $ | 4.0 | $ | — | $ | 2.5 | |||||||||
| | | | | | | | | | | | | | ||||
| | | | | | | | | | | | | | ||||
Fair Value Measurements at December 31, 2013 Using: | |||||||||||||||||
Quoted Prices in Active | Significant Other | Significant | |||||||||||||||
Markets for Identical | Observable | Unobservable | |||||||||||||||
Assets | Inputs | Inputs | |||||||||||||||
Total | (Level 1) | (Level 2) | (Level 3) | ||||||||||||||
(in millions) | |||||||||||||||||
Assets | |||||||||||||||||
Plan asset for deferred compensation(1) | $ | 4.6 | $ | 4.6 | $ | — | $ | — | |||||||||
| | | | | | | | | | | | | | ||||
Total assets | $ | 4.6 | $ | 4.6 | $ | — | $ | — | |||||||||
| | | | | | | | | | | | | | ||||
| | | | | | | | | | | | | | ||||
Liabilities | |||||||||||||||||
Plan liability for deferred compensation(2) | $ | 4.6 | $ | 4.6 | $ | — | $ | — | |||||||||
Contingent consideration(3) | 4.4 | — | — | 4.4 | |||||||||||||
| | | | | | | | | | | | | | ||||
Total liabilities | $ | 9.0 | $ | 4.6 | $ | — | $ | 4.4 | |||||||||
| | | | | | | | | | | | | | ||||
| | | | | | | | | | | | | | ||||
-1 | Included on the Company's consolidated balance sheet in other assets (other, net). | ||||||||||||||||
-2 | Included on the Company's consolidated balance sheet in accrued compensation and benefits. | ||||||||||||||||
-3 | Included on the Company's consolidated balance sheet in accrued expenses and other liabilities as of December 31, 2014 and in other noncurrent liabilities and accrued expenses and other liabilities as of December 31, 2013. | ||||||||||||||||
The table below provides a summary of the changes in fair value of all financial assets and liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the period December 31, 2013 to December 31, 2014. | |||||||||||||||||
Total realized and | |||||||||||||||||
unrealized (gains) | |||||||||||||||||
losses included in: | |||||||||||||||||
Balance | Settlements | Net earnings | Comprehensive | Balance | |||||||||||||
December 31, | adjustments | income | December 31, 2014 | ||||||||||||||
2013 | |||||||||||||||||
(in millions) | |||||||||||||||||
Contingent consideration | $ | 4.4 | $ | (2.2 | ) | $ | 0.5 | $ | (0.2 | ) | $ | 2.5 | |||||
In connection with the tekmar Control Systems acquisition in 2012, a contingent liability of $5.1 million was recognized as the estimate of the acquisition date fair value of the contingent consideration. This liability was classified as Level 3 under the fair value hierarchy as it was based on the probability of achievement of a future performance metric as of the date of the acquisition, which was not observable in the market. Failure to meet the performance metrics would reduce this liability to zero; while complete achievement would increase this liability to the full remaining purchase price of $8.2 million. The contingent liability was increased by $0.5 million during 2014 and by $1.0 million during 2013 based on revised estimates of the fair value of the contingent consideration. Portions of the contingent consideration were paid out during the first quarter of 2014 and the second quarter of 2013, in the amount of $2.2 million and $1.2 million, respectively, based on performance metrics achieved. The earnout will be completed based on fiscal year 2014 earnings and final payment made in 2015. | |||||||||||||||||
Cash equivalents consist of instruments with remaining maturities of three months or less at the date of purchase and consist primarily of certificates of deposit and money market funds, for which the carrying amount is a reasonable estimate of fair value. | |||||||||||||||||
The Company uses financial instruments from time to time to enhance its ability to manage risk, including foreign currency and commodity pricing exposures, which exist as part of its ongoing business operations. The use of derivatives exposes the Company to counterparty credit risk for nonperformance and to market risk related to changes in currency exchange rates and commodity prices. The Company manages its exposure to counterparty credit risk through diversification of counterparties. The Company's counterparties in derivative transactions are substantial commercial banks with significant experience using such derivative instruments. The impact of market risk on the fair value and cash flows of the Company's derivative instruments is monitored and the Company restricts the use of derivative financial instruments to hedging activities. The Company does not enter into contracts for trading purposes nor does the Company enter into any contracts for speculative purposes. The use of derivative instruments is approved by senior management under written guidelines. | |||||||||||||||||
The Company has exposure to a number of foreign currency rates, including the Canadian dollar, the euro, the Chinese yuan and the British pound. To manage this risk, the Company generally uses a layering methodology whereby at the end of any quarter, the Company has generally entered into forward exchange contracts which hedge approximately 50% of the projected intercompany purchase transactions for the next twelve months. The Company primarily uses this strategy for the purchases between Canada and the U.S. The average volume of contracts can vary but generally approximates $0 to $10.0 million in open contracts at the end of any given quarter. At December 31, 2014, the Company did not have any open forward exchange contracts. At December 31, 2013, the Company had contracts for notional amounts aggregating approximately $1.0 million. The Company accounts for the forward exchange contracts as an economic hedge and has elected not to designate its derivative instruments as hedging instruments. Realized and unrealized gains and losses on the contracts are recognized in other (income) expense in the consolidated statement of operations. These contracts do not subject the Company to significant market risk from exchange movement because they primarily offset gains and losses on the related foreign currency denominated transactions. | |||||||||||||||||
The Company recorded income of approximately $0 in 2014 and $0.1 million in both 2013 and 2012 to other expense (income), net in the consolidated statement of operations from the impact of derivative instruments. | |||||||||||||||||
Leases | |||||||||||||||||
The Company leases certain manufacturing facilities, sales offices, warehouses, and equipment. Generally, the leases carry renewal provisions and require the Company to pay maintenance costs. Future minimum lease payments under capital leases and non-cancelable operating leases as of December 31, 2014 are as follows: | |||||||||||||||||
Capital Leases | Operating Leases | ||||||||||||||||
(in millions) | |||||||||||||||||
2015 | $ | 1.3 | $ | 9.4 | |||||||||||||
2016 | 1.3 | 7.0 | |||||||||||||||
2017 | 1.3 | 4.9 | |||||||||||||||
2018 | 1.2 | 2.9 | |||||||||||||||
2019 | 1.2 | 2.2 | |||||||||||||||
Thereafter | 1.4 | 6.8 | |||||||||||||||
| | | | | | | | ||||||||||
Total | $ | 7.7 | $ | 33.2 | |||||||||||||
| | | | | | | | ||||||||||
| | | | | | | | ||||||||||
Less amount representing interest (at rates ranging from 4.3% to 7.0%) | 0.5 | ||||||||||||||||
| | | | | | | | ||||||||||
Present value of net minimum capital lease payments | 7.2 | ||||||||||||||||
Less current installments of obligations under capital leases | 1.2 | ||||||||||||||||
| | | | | | | | ||||||||||
Obligations under capital leases, excluding current installments | $ | 6.0 | |||||||||||||||
| | | | | | | | ||||||||||
| | | | | | | | ||||||||||
Carrying amounts of assets under capital lease include: | |||||||||||||||||
December 31, | |||||||||||||||||
2014 | 2013 | ||||||||||||||||
(in millions) | |||||||||||||||||
Buildings | $ | 15.4 | $ | 17.5 | |||||||||||||
Machinery and equipment | 1.7 | 1.8 | |||||||||||||||
| | | | | | | | ||||||||||
17.1 | 19.3 | ||||||||||||||||
Less accumulated depreciation | (5.0 | ) | (5.1 | ) | |||||||||||||
| | | | | | | | ||||||||||
$ | 12.1 | $ | 14.2 | ||||||||||||||
Segment_Information
Segment Information | 12 Months Ended | ||||||||||
Dec. 31, 2014 | |||||||||||
Segment Information | |||||||||||
Segment Information | (16) Segment Information | ||||||||||
The Company operates in three geographic segments: Americas, EMEA, and Asia-Pacific. Each of these segments sells similar products, is managed separately and has separate financial results that are reviewed by the Company's chief operating decision-maker. All intercompany sales transactions have been eliminated. Sales by region are based upon location of the entity recording the sale. The accounting policies for each segment are the same as those described in the summary of significant accounting policies (see Note 2). | |||||||||||
As of January 1, 2014, the Company began allocating certain expenses to its three operating segments that had previously been recorded as Corporate expenses. These expenses primarily include stock compensation, legal expenses and audit expenses that are directly attributable to and benefit the three operating segments. The 2013 and 2012 results have been retrospectively revised for comparative purposes. | |||||||||||
The following is a summary of the Company's significant accounts and balances by segment, reconciled to its consolidated totals: | |||||||||||
Years Ended December 31, | |||||||||||
2014 | 2013 | 2012 | |||||||||
(in millions) | |||||||||||
Net Sales | |||||||||||
Americas | $ | 926.8 | $ | 878.5 | $ | 835 | |||||
EMEA | 546.4 | 562.2 | 565.6 | ||||||||
Asia-Pacific | 40.5 | 32.8 | 26.8 | ||||||||
| | | | | | | | | | | |
Consolidated net sales | $ | 1,513.70 | $ | 1,473.50 | $ | 1,427.40 | |||||
| | | | | | | | | | | |
| | | | | | | | | | | |
Operating income (loss) | |||||||||||
Americas | $ | 110.3 | $ | 84 | $ | 90.7 | |||||
EMEA | 37.5 | 46.9 | 52.5 | ||||||||
Asia-Pacific | (6.5 | ) | 9.7 | 6.5 | |||||||
| | | | | | | | | | | |
Subtotal reportable segments | 141.3 | 140.6 | 149.7 | ||||||||
Corporate(*) | (35.9 | ) | (29.1 | ) | (26.4 | ) | |||||
| | | | | | | | | | | |
Consolidated operating income | 105.4 | 111.5 | 123.3 | ||||||||
Interest income | 0.7 | 0.6 | 0.7 | ||||||||
Interest expense | (19.9 | ) | (21.5 | ) | (24.6 | ) | |||||
Other income (expense), net | (3.1 | ) | (2.8 | ) | 0.8 | ||||||
| | | | | | | | | | | |
Income from continuing operations before income taxes | $ | 83.1 | $ | 87.8 | $ | 100.2 | |||||
| | | | | | | | | | | |
| | | | | | | | | | | |
Identifiable assets (at end of period) | |||||||||||
Americas | $ | 1,014.80 | $ | 787.9 | $ | 810.9 | |||||
EMEA | 787.5 | 869.6 | 802.1 | ||||||||
Asia-Pacific | 145.7 | 82.7 | 84.3 | ||||||||
Discontinued operations | — | — | 11.7 | ||||||||
| | | | | | | | | | | |
Consolidated identifiable assets | $ | 1,948.00 | $ | 1,740.20 | $ | 1,709.00 | |||||
| | | | | | | | | | | |
| | | | | | | | | | | |
Property, plant and equipment, net (at end of period) | |||||||||||
Americas | $ | 90.1 | $ | 85.8 | $ | 80.6 | |||||
EMEA | 100.1 | 119.8 | 126.3 | ||||||||
Asia-Pacific | 13.1 | 14.3 | 14.8 | ||||||||
| | | | | | | | | | | |
Consolidated long-lived assets | $ | 203.3 | $ | 219.9 | $ | 221.7 | |||||
| | | | | | | | | | | |
| | | | | | | | | | | |
Capital Expenditures | |||||||||||
Americas | $ | 10.9 | $ | 18 | $ | 17.9 | |||||
EMEA | 11.6 | 8.5 | 10.7 | ||||||||
Asia-Pacific | 1.2 | 1.2 | 1.9 | ||||||||
| | | | | | | | | | | |
Consolidated capital expenditures | $ | 23.7 | $ | 27.7 | $ | 30.5 | |||||
| | | | | | | | | | | |
| | | | | | | | | | | |
Depreciation and Amortization | |||||||||||
Americas | $ | 20.1 | $ | 20.5 | $ | 19.6 | |||||
EMEA | 25.8 | 26 | 26.8 | ||||||||
Asia-Pacific | 2.2 | 2.4 | 2.1 | ||||||||
| | | | | | | | | | | |
Consolidated depreciation and amortization | $ | 48.1 | $ | 48.9 | $ | 48.5 | |||||
| | | | | | | | | | | |
| | | | | | | | | | | |
* | Corporate expenses are primarily for administrative compensation expense, compliance costs, professional fees, including corporate-related legal and audit expenses, shareholder services and benefit administration costs. | ||||||||||
The following includes U.S. net sales and U.S. property, plant and equipment of the Company's Americas segment: | |||||||||||
Years Ended December 31, | |||||||||||
2014 | 2013 | 2012 | |||||||||
(in millions) | |||||||||||
U.S. net sales | $ | 849.0 | $ | 788.7 | $ | 747.4 | |||||
U.S. property, plant and equipment, net | $ | 86.0 | $ | 81.1 | $ | 75.1 | |||||
(at end of year) | |||||||||||
The following includes intersegment sales for Americas, EMEA and Asia-Pacific: | |||||||||||
Years Ended December 31, | |||||||||||
2014 | 2013 | 2012 | |||||||||
(in millions) | |||||||||||
Intersegment Sales | |||||||||||
Americas | $ | 6.3 | $ | 5.4 | $ | 5.3 | |||||
EMEA | 13.3 | 10.2 | 10.9 | ||||||||
Asia-Pacific | 155.3 | 170.9 | 139.0 | ||||||||
| | | | | | | | | | | |
Intersegment sales | $ | 174.9 | $ | 186.5 | $ | 155.2 | |||||
| | | | | | | | | | | |
| | | | | | | | | | | |
The Company sells its products into various end markets around the world and groups net sales to third parties into four product categories. Net sales to third parties for the four product categories are as follows: | |||||||||||
Years Ended December 31, | |||||||||||
2014 | 2013 | 2012 | |||||||||
(in millions) | |||||||||||
Net Sales | |||||||||||
Residential & commercial flow control | $ | 930.3 | $ | 907.7 | $ | 879.2 | |||||
HVAC & gas | 356.2 | 348.8 | 337.0 | ||||||||
Drains & water re-use | 144.0 | 140.0 | 138.8 | ||||||||
Water quality | 83.2 | 77.0 | 72.4 | ||||||||
| | | | | | | | | | | |
Consolidated net sales | $ | 1,513.7 | $ | 1,473.5 | $ | 1,427.4 | |||||
Accumulated_Other_Comprehensiv
Accumulated Other Comprehensive Income (Loss) | 12 Months Ended | ||||||||||
Dec. 31, 2014 | |||||||||||
Accumulated Other Comprehensive Income (Loss). | |||||||||||
Accumulated Other Comprehensive Income (Loss) | (17) Accumulated Other Comprehensive Income (Loss) | ||||||||||
Accumulated other comprehensive income (loss) consists of the following: | |||||||||||
Foreign | Pension | Accumulated | |||||||||
Currency | Adjustment | Other | |||||||||
Translation | Comprehensive | ||||||||||
Income (Loss) | |||||||||||
(in millions) | |||||||||||
Balance December 31, 2013 | $ | 37.9 | $ | (25.9 | ) | $ | 12 | ||||
Change in period | (4.3 | ) | 0.2 | (4.1 | ) | ||||||
| | | | | | | | | | | |
Balance March 30, 2014 | $ | 33.6 | $ | (25.7 | ) | $ | 7.9 | ||||
Change in period | (4.3 | ) | 0.1 | (4.2 | ) | ||||||
| | | | | | | | | | | |
Balance June 29, 2014 | $ | 29.3 | $ | (25.6 | ) | $ | 3.7 | ||||
Change in period | (44.4 | ) | (10.3 | ) | (54.7 | ) | |||||
| | | | | | | | | | | |
Balance September 28, 2014 | $ | (15.1 | ) | $ | (35.9 | ) | $ | (51.0 | ) | ||
Change in period | (37.9 | ) | (0.2 | ) | (38.1 | ) | |||||
| | | | | | | | | | | |
Balance December 31, 2014 | $ | (53.0 | ) | $ | (36.1 | ) | $ | (89.1 | ) | ||
| | | | | | | | | | | |
| | | | | | | | | | | |
Balance December 31, 2012 | $ | 14.4 | $ | (25.2 | ) | $ | (10.8 | ) | |||
Change in period | (19.9 | ) | 0.2 | (19.7 | ) | ||||||
| | | | | | | | | | | |
Balance March 31, 2013 | $ | (5.5 | ) | $ | (25.0 | ) | $ | (30.5 | ) | ||
Change in period | 7.5 | 0.1 | 7.6 | ||||||||
| | | | | | | | | | | |
Balance June 30, 2013 | $ | 2 | $ | (24.9 | ) | $ | (22.9 | ) | |||
Change in period | 24.4 | 0.1 | 24.5 | ||||||||
| | | | | | | | | | | |
Balance September 29, 2013 | $ | 26.4 | $ | (24.8 | ) | $ | 1.6 | ||||
Change in period | 11.5 | (1.1 | ) | 10.4 | |||||||
| | | | | | | | | | | |
Balance December 31, 2013 | $ | 37.9 | $ | (25.9 | ) | $ | 12 | ||||
| | | | | | | | | | | |
| | | | | | | | | | | |
Quarterly_Financial_Informatio
Quarterly Financial Information (unaudited) | 12 Months Ended | |||||||||||||
Dec. 31, 2014 | ||||||||||||||
Quarterly Financial Information (unaudited) | ||||||||||||||
Quarterly Financial Information (unaudited) | (18) Quarterly Financial Information (unaudited) | |||||||||||||
First | Second | Third | Fourth | |||||||||||
Quarter | Quarter | Quarter | Quarter | |||||||||||
(in millions, except per share information) | ||||||||||||||
Year ended December 31, 2014 | ||||||||||||||
Net sales | $ | 365.2 | $ | 396 | $ | 376 | $ | 376.5 | ||||||
Gross profit | 133.3 | 139 | 138.1 | 131.4 | ||||||||||
Income (loss) from continuing operations | 14.1 | 21.3 | 22.6 | (7.7 | ) | |||||||||
Net income (loss) | 14.1 | 21.3 | 22.6 | (7.7 | ) | |||||||||
Per common share: | ||||||||||||||
Basic | ||||||||||||||
Income (loss) from continuing operations | 0.4 | 0.6 | 0.64 | (0.22 | ) | |||||||||
Net income (loss) | 0.4 | 0.6 | 0.64 | (0.22 | ) | |||||||||
Diluted | ||||||||||||||
Income (loss) from continuing operations | 0.4 | 0.6 | 0.64 | (0.22 | ) | |||||||||
Net income (loss) | 0.4 | 0.6 | 0.64 | (0.22 | ) | |||||||||
Dividends declared per common share | 0.13 | 0.15 | 0.15 | 0.15 | ||||||||||
Year ended December 31, 2013 | ||||||||||||||
Net sales | $ | 358.9 | $ | 366.8 | $ | 371.8 | $ | 376 | ||||||
Gross profit | 128.9 | 132.8 | 133.9 | 130.9 | ||||||||||
Income from continuing operations | 16.3 | 18.9 | 17.5 | 8.2 | ||||||||||
Net income | 16.1 | 18.9 | 15.4 | 8.2 | ||||||||||
Per common share: | ||||||||||||||
Basic | ||||||||||||||
Income from continuing operations | 0.46 | 0.53 | 0.49 | 0.23 | ||||||||||
Net income | 0.45 | 0.53 | 0.43 | 0.23 | ||||||||||
Diluted | ||||||||||||||
Income from continuing operations | 0.46 | 0.53 | 0.49 | 0.23 | ||||||||||
Net income | 0.45 | 0.53 | 0.43 | 0.23 | ||||||||||
Dividends declared per common share | 0.11 | 0.13 | 0.13 | 0.13 | ||||||||||
In the fourth quarter of 2014, the Company recorded a goodwill impairment charge of $12.9 million relating to the Asia-Pacific reporting unit, impairment charges of $1.3 million relating to indefinite-lived trade names, $8.0 million of restructuring charges, $3.5 million of deployment costs relating to the EMEA and Americas transformation programs and $4.5 million of acquisition costs relating to the AERCO acquisition. | ||||||||||||||
In the fourth quarter of 2013, the Company recorded legal costs related to the agreement to settle all claims in the Trabakoolas et al., v. Watts Water Technologies, Inc., et al., matter pending in the United States District Court for the Northern District of California. The net settlement expense recorded in income from continuing operations was $13.6 million. Please see Note 14 for additional information. Also in the fourth quarter of 2013, the Company recorded customer rebate expense of approximately $3.0 million that related to accrual adjustments for 2013. | ||||||||||||||
Subsequent_Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2014 | |
Subsequent Events | |
Subsequent Events | (19) Subsequent Events |
On February 12, 2015, the Company declared a quarterly dividend of fifteen cents ($0.15) per share on each outstanding share of Class A common stock and Class B common stock. | |
On February 17, 2015, the Board of Directors of the Company approved the initial phase of a restructuring program relating to the transformation of the Company's Americas and Asia-Pacific businesses, which primarily involves product line rationalization efforts expected to ultimately eliminate between $175 million to $200 million of the combined Americas and Asia-Pacific net sales primarily within the Company's do-it-yourself (DIY) distribution channel (the "program"). The program is expected to include a pre-tax charge to earnings of approximately $40 million to $50 million, of which $25 million to $30 million consist of non-cash charges. | |
For the fourth quarter and year ended December 31, 2014, the Company recorded a $15.2 million pre-tax charge relating to the program consisting of goodwill impairment of $12.9 million, an indefinite-lived intangible asset impairment of $0.5 million, and other transformation and deployment costs of $1.8 million. The goodwill impairment charge was based on a quantitative assessment of the Asia-Pacific reporting unit goodwill performed as a result of it being more likely than not that the Asia-Pacific reporting unit's third party and intersegment net sales would be significantly reduced as a result of the program. The Company estimated the fair value of the reporting unit using the expected present value of future cash flows. | |
The remaining total pre-tax charge for the program is expected to include costs of severance benefits of $8 million to $10 million, facility decommissioning, clean-up and other related exit costs of $3 million to $4 million, accelerated depreciation and amortization of long-lived assets of $8 million to $10 million, and other transformation and deployment costs including inventory charges, consulting fees, and other associated costs of $5.8 million to $10.8 million. The total net after-tax charge for this program is expected to be $30 million to $40 million, inclusive of the Asia-Pacific charges that are expected to have no tax benefit. The remaining costs of the program are expected to be incurred during 2015. The Company expects to generate approximately $5.0 million in after-tax cash proceeds from the sale of assets associated with the program by the end of fiscal 2017. The Company estimates consolidated operating margins will increase by approximately 1.0 percentage point as a result of these actions by 2017. | |
Schedule_IIValuation_and_Quali
Schedule II-Valuation and Qualifying Accounts | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Schedule II-Valuation and Qualifying Accounts | |||||||||||||||||
Schedule II-Valuation and Qualifying Accounts | |||||||||||||||||
Balance At | Additions | Additions | Deductions | Balance At | |||||||||||||
Beginning of | Charged To | Charged To | End of | ||||||||||||||
Period | Expense | Other Accounts | Period | ||||||||||||||
Year Ended December 31, 2012 | |||||||||||||||||
Allowance for doubtful accounts | $ | 8.9 | 1.2 | 1 | (1.6 | ) | $ | 9.5 | |||||||||
Reserve for excess and obsolete inventories | $ | 26 | 6.6 | 0.4 | (6.2 | ) | $ | 26.8 | |||||||||
Year Ended December 31, 2013 | |||||||||||||||||
Allowance for doubtful accounts | $ | 9.5 | 1.2 | 0.2 | (1.2 | ) | $ | 9.7 | |||||||||
Reserve for excess and obsolete inventories | $ | 26.8 | 8.1 | 0.3 | (7.3 | ) | $ | 27.9 | |||||||||
Year Ended December 31, 2014 | |||||||||||||||||
Allowance for doubtful accounts | $ | 9.7 | 2.4 | — | (1.5 | ) | $ | 10.6 | |||||||||
Reserve for excess and obsolete inventories | $ | 27.9 | 8.6 | — | (7.2 | ) | $ | 29.3 | |||||||||
Accounting_Policies_Policies
Accounting Policies (Policies) | 12 Months Ended | ||||||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||||||
Accounting Policies | |||||||||||||||||||||||||||||
Principles of Consolidation | Principles of Consolidation | ||||||||||||||||||||||||||||
The consolidated financial statements include the accounts of the Company and its majority and wholly owned subsidiaries. Upon consolidation, all significant intercompany accounts and transactions are eliminated. | |||||||||||||||||||||||||||||
Cash Equivalents | Cash Equivalents | ||||||||||||||||||||||||||||
Cash equivalents consist of instruments with remaining maturities of three months or less at the date of purchase and consist primarily of certificates of deposit and money market funds, for which the carrying amount is a reasonable estimate of fair value. | |||||||||||||||||||||||||||||
Allowance for Doubtful Accounts | Allowance for Doubtful Accounts | ||||||||||||||||||||||||||||
Allowance for doubtful accounts includes reserves for bad debts, sales returns and allowances and cash discounts. The Company analyzes the aging of accounts receivable, individual accounts receivable, historical bad debts, concentration of receivables by customer, customer credit worthiness, current economic trends, and changes in customer payment terms. The Company specifically analyzes individual accounts receivable and establishes specific reserves against financially troubled customers. In addition, factors are developed in certain regions utilizing historical trends of sales and returns and allowances and cash discount activities to derive a reserve for returns and allowances and cash discounts. | |||||||||||||||||||||||||||||
Concentration of Credit | Concentration of Credit | ||||||||||||||||||||||||||||
The Company sells products to a diversified customer base and, therefore, has no significant concentrations of credit risk. In 2014, 2013, and 2012, no customer accounted for 10% or more of the Company's total sales. | |||||||||||||||||||||||||||||
Inventories | Inventories | ||||||||||||||||||||||||||||
Inventories are stated at the lower of cost or market, using primarily the first-in, first-out method. Market value is determined by replacement cost or net realizable value. Historical usage is used as the basis for determining the reserve for excess or obsolete inventories. | |||||||||||||||||||||||||||||
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets | ||||||||||||||||||||||||||||
Goodwill is recorded when the consideration paid for acquisitions exceeds the fair value of net tangible and intangible assets acquired. Goodwill and other intangible assets with indefinite useful lives are not amortized, but rather are tested at least annually for impairment. | |||||||||||||||||||||||||||||
Impairment of Goodwill and Long-Lived Assets | Impairment of Goodwill and Long-Lived Assets | ||||||||||||||||||||||||||||
The changes in the carrying amount of goodwill by geographic segment are as follows: | |||||||||||||||||||||||||||||
Year Ended December 31, 2014 | |||||||||||||||||||||||||||||
Gross Balance | Accumulated Impairment Losses | Net Goodwill | |||||||||||||||||||||||||||
Balance | Acquired | Foreign | Balance | Balance | Impairment | Balance | December 31, | ||||||||||||||||||||||
January 1, | During | Currency | December 31, | January 1, | Loss During | December 31, | 2014 | ||||||||||||||||||||||
2014 | the | Translation | 2014 | 2014 | the Period | 2014 | |||||||||||||||||||||||
Period | and Other | ||||||||||||||||||||||||||||
(in millions) | |||||||||||||||||||||||||||||
Americas | $ | 224.7 | $ | 174.3 | $ | (1.0 | ) | $ | 398 | $ | (24.5 | ) | $ | — | $ | (24.5 | ) | $ | 373.5 | ||||||||||
EMEA | 301.3 | — | (35.8 | ) | 265.5 | — | — | — | 265.5 | ||||||||||||||||||||
Asia-Pacific | 13.3 | — | (0.4 | ) | 12.9 | — | (12.9 | ) | (12.9 | ) | — | ||||||||||||||||||
| | | | | | | | | | | | | | | | | | | | | | | | | | ||||
Total | $ | 539.3 | $ | 174.3 | $ | (37.2 | ) | $ | 676.4 | $ | (24.5 | ) | $ | (12.9 | ) | $ | (37.4 | ) | $ | 639 | |||||||||
| | | | | | | | | | | | | | | | | | | | | | | | | | ||||
| | | | | | | | | | | | | | | | | | | | | | | | | | ||||
Year Ended December 31, 2013 | |||||||||||||||||||||||||||||
Gross Balance | Accumulated Impairment Losses | Net Goodwill | |||||||||||||||||||||||||||
Balance | Acquired | Foreign | Balance | Balance | Impairment | Balance | December 31, | ||||||||||||||||||||||
January 1, | During | Currency | December 31, | January 1, | Loss During | December 31, | 2013 | ||||||||||||||||||||||
2013 | the | Translation | 2013 | 2013 | the Period | 2013 | |||||||||||||||||||||||
Period | and Other | ||||||||||||||||||||||||||||
(in millions) | |||||||||||||||||||||||||||||
Americas | $ | 225.6 | $ | — | $ | (0.9 | ) | $ | 224.7 | $ | (24.2 | ) | $ | (0.3 | ) | $ | (24.5 | ) | $ | 200.2 | |||||||||
EMEA | 289.7 | — | 11.6 | 301.3 | — | — | — | 301.3 | |||||||||||||||||||||
Asia-Pacific | 12.9 | — | 0.4 | 13.3 | — | — | — | 13.3 | |||||||||||||||||||||
| | | | | | | | | | | | | | | | | | | | | | | | | | ||||
Total | $ | 528.2 | $ | — | $ | 11.1 | $ | 539.3 | $ | (24.2 | ) | $ | (0.3 | ) | $ | (24.5 | ) | $ | 514.8 | ||||||||||
| | | | | | | | | | | | | | | | | | | | | | | | | | ||||
| | | | | | | | | | | | | | | | | | | | | | | | | | ||||
Goodwill is tested for impairment at least annually or more frequently if events or circumstances indicate that it is "more likely than not" that goodwill might be impaired, such as a change in business conditions. The Company performs its annual goodwill impairment assessment in the fourth quarter of each year. | |||||||||||||||||||||||||||||
On December 1, 2014, the Company completed the acquisition of AERCO International, Inc. ("AERCO"), in a share purchase transaction. The aggregate purchase price, including an estimated working capital adjustment, was approximately $272.2 million and is subject to a final post-closing working capital adjustment. The Company accounted for the transaction as a business combination. The Company completed a purchase price allocation that resulted in the recognition of $174.3 million in goodwill and $102.4 million in intangible assets. | |||||||||||||||||||||||||||||
As of the end of the fourth quarter of 2014, management determined that it was "more likely than not" that a significant portion of the Asia-Pacific reporting unit's third party and intersegment net sales were expected to decline as a result of the initial phase of the Americas and Asia-Pacific transformation and restructuring program. Based on this factor, the Company performed a quantitative impairment analysis for the Asia-Pacific reporting unit. The Company completed a fair value assessment of the net assets of the reporting unit and recorded an impairment of $12.9 million in the fourth quarter of 2014. The Company estimated the fair value of the reporting unit using the present value of expected future cash flows that reflect the impact of certain product line rationalization efforts associated with the initial phase of the Americas and Asia-Pacific transformation and restructuring program, including the sale of certain assets. In the second step of the impairment test, the carrying value of the goodwill exceeded the implied fair value of goodwill, resulting in a full impairment. There was no tax benefit associated with the impairment and the $12.9 million charge eliminated all goodwill on the Asia-Pacific reporting unit. See Note 19 for further discussion on the Company's exit plans impacting the Americas and Asia-Pacific. | |||||||||||||||||||||||||||||
The Company recorded pre-tax goodwill impairment charges of $0.3 million and $1.0 million in 2013 and 2012, respectively, for the Blue Ridge Atlantic Enterprises, Inc. (BRAE) reporting unit. The Company had determined that the future prospects for its Blue Ridge Atlantic Enterprises, Inc. (BRAE) reporting unit in the Americas were lower than originally estimated as future sales growth expectations had been reduced a number of times since the 2010 acquisition of BRAE. The BRAE goodwill balance was fully impaired in 2013. The goodwill impairment charges were offset by the reduction in anticipated earnout payments of equal amounts, with no remaining earnout liability as of December 31, 2013. The Company estimated the fair value of the reporting unit using the expected present value of future cash flows. | |||||||||||||||||||||||||||||
The EMEA reporting unit represents the EMEA geographic segment excluding the Blücher reporting unit and had a goodwill balance of $195.8 million as of December 31, 2014. The Company continues to monitor the EMEA reporting unit's performance considering the current economic environment in Europe and impact on operating results and growth expectations. At the annual impairment date of October 26, 2014, the Company performed a qualitative fair value assessment, including an evaluation of certain key assumptions. The Company concluded that the fair value of the EMEA reporting unit continued to exceed its carrying value. | |||||||||||||||||||||||||||||
Indefinite-lived intangibles are tested for impairment at least annually or more frequently if events or circumstances, such as a change in business conditions, indicate that it is "more likely than not" that an intangible asset might be impaired. The Company performs its annual indefinite-lived intangibles impairment assessment in the fourth quarter of each year. For the 2014, 2013 and 2012 impairment assessments, the Company performed quantitative assessments for all indefinite-lived intangible assets. The methodology employed was the relief from royalty method, a subset of the income approach. Based on the results of the assessment, the Company recognized non-cash pre-tax impairment charges in 2014, 2013 and 2012 of approximately $1.3 million, $0.7 million and $0.4 million, respectively. The impairment charge of $1.3 million in 2014 consists of a $0.5 million impairment charge for a trade name in the Americas segment and a $0.8 million impairment charge for a trade name in the EMEA segment. The gross carrying amount in the table below reflects the impairment charges. | |||||||||||||||||||||||||||||
Intangible assets with estimable lives and other long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset or asset group may not be recoverable. Recoverability of intangible assets with estimable lives and other long-lived assets is measured by a comparison of the carrying amount of an asset or asset group to future net undiscounted pretax cash flows expected to be generated by the asset or asset group. If these comparisons indicate that an asset is not recoverable, the impairment loss recognized is the amount by which the carrying amount of the asset or asset group exceeds the related estimated fair value. Estimated fair value is based on either discounted future pretax operating cash flows or appraised values, depending on the nature of the asset. The Company determines the discount rate for this analysis based on the weighted average cost of capital using the market and guideline public companies for the related businesses and does not allocate interest charges to the asset or asset group being measured. Judgment is required to estimate future operating cash flows. | |||||||||||||||||||||||||||||
Intangible assets include the following: | |||||||||||||||||||||||||||||
December 31, | |||||||||||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||||||||||
Gross | Accumulated | Net | Gross | Accumulated | Net | ||||||||||||||||||||||||
Carrying | Amortization | Carrying | Carrying | Amortization | Carrying | ||||||||||||||||||||||||
Amount | Amount | Amount | Amount | ||||||||||||||||||||||||||
(in millions) | |||||||||||||||||||||||||||||
Patents | $ | 16.2 | $ | (13.3 | ) | $ | 2.9 | $ | 16.6 | $ | (12.6 | ) | $ | 4 | |||||||||||||||
Customer relationships | 206.7 | (87.5 | ) | 119.2 | 133 | (76.4 | ) | 56.6 | |||||||||||||||||||||
Technology | 42.1 | (12.9 | ) | 29.2 | 26.9 | (10.9 | ) | 16 | |||||||||||||||||||||
Trade names | 20.6 | (4.2 | ) | 16.4 | 13.7 | (3.0 | ) | 10.7 | |||||||||||||||||||||
Other | 9.5 | (5.7 | ) | 3.8 | 8.8 | (5.6 | ) | 3.2 | |||||||||||||||||||||
| | | | | | | | | | | | | | | | | | | | ||||||||||
Total amortizable intangibles | 295.1 | (123.6 | ) | 171.5 | 199 | (108.5 | ) | 90.5 | |||||||||||||||||||||
Indefinite-lived intangible assets | 38.6 | — | 38.6 | 41.9 | — | 41.9 | |||||||||||||||||||||||
| | | | | | | | | | | | | | | | | | | | ||||||||||
Total | $ | 333.7 | $ | (123.6 | ) | $ | 210.1 | $ | 240.9 | $ | (108.5 | ) | $ | 132.4 | |||||||||||||||
| | | | | | | | | | | | | | | | | | | | ||||||||||
| | | | | | | | | | | | | | | | | | | | ||||||||||
The Company acquired $102.4 million in intangible assets as part of the AERCO acquisition, consisting primarily of customer relationships valued at $78.5 million, developed technology of $15.8 million and the trade name of $7.4 million. The weighted-average amortization period in total and by asset category of customer relationships, developed technology and trade name are 15 years, 16 years, 10 years and 20 years, respectively. | |||||||||||||||||||||||||||||
Aggregate amortization expense for amortized intangible assets for 2014, 2013 and 2012 was $15.2 million, $14.7 million and $15.4 million, respectively. Additionally, future amortization expense on amortizable intangible assets is expected to be $20.5 million for 2015, $20.1 million for 2016, $19.7 million for 2017, $16.2 million for 2018, and $14.0 million for 2019. Amortization expense is provided on a straight-line basis over the estimated useful lives of the intangible assets. The weighted-average remaining life of total amortizable intangible assets is 12.2 years. Patents, customer relationships, technology, trade names and other amortizable intangibles have weighted-average remaining lives of 5.0 years, 11.9 years, 10.3 years, 14.5 years and 33.3 years, respectively. Indefinite-lived intangible assets primarily include trade names and trademarks. | |||||||||||||||||||||||||||||
Property, Plant and Equipment | Property, Plant and Equipment | ||||||||||||||||||||||||||||
Property, plant and equipment are recorded at cost. Depreciation is provided on a straight-line basis over the estimated useful lives of the assets, which range from 10 to 40 years for buildings and improvements and 3 to 15 years for machinery and equipment. Leasehold improvements are depreciated over the lesser of the economic useful life of the asset or the remaining lease term. | |||||||||||||||||||||||||||||
Taxes, Other than Income Taxes | Taxes, Other than Income Taxes | ||||||||||||||||||||||||||||
Taxes assessed by governmental authorities on sale transactions are recorded on a net basis and excluded from sales in the Company's consolidated statements of operations. | |||||||||||||||||||||||||||||
Income Taxes | Income Taxes | ||||||||||||||||||||||||||||
Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carry forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. | |||||||||||||||||||||||||||||
The Company recognizes tax benefits when the item in question meets the more-likely-than-not (greater than 50% likelihood of being sustained upon examination by the taxing authorities) threshold. During 2014, unrecognized tax benefits of the Company increased by a net amount of $1.0 million. Unrecognized tax benefits increased by approximately $1.3 million primarily due to findings during a European audit, whereby unrecognized tax benefits decreased by approximately $0.2 million related to a settlement from the completion of a state tax audit. | |||||||||||||||||||||||||||||
As of December 31, 2014, the Company had gross unrecognized tax benefits of approximately $1.8 million, approximately $1.3 million of which, if recognized, would affect the effective tax rate. The difference between the amount of unrecognized tax benefits and the amount that would affect the effective tax rate consists of the federal tax benefit of state income tax items. | |||||||||||||||||||||||||||||
A reconciliation of the beginning and ending amount of unrecognized tax is as follows: | |||||||||||||||||||||||||||||
(in millions) | |||||||||||||||||||||||||||||
Balance at January 1, 2014 | $ | 0.8 | |||||||||||||||||||||||||||
Increases related to prior year tax positions | 1.3 | ||||||||||||||||||||||||||||
Settlements | (0.2 | ) | |||||||||||||||||||||||||||
Currency movement | (0.1 | ) | |||||||||||||||||||||||||||
| | | | | |||||||||||||||||||||||||
Balance at December 31, 2014 | $ | 1.8 | |||||||||||||||||||||||||||
| | | | | |||||||||||||||||||||||||
| | | | | |||||||||||||||||||||||||
The Company conducts business in a variety of locations throughout the world resulting in tax filings in numerous domestic and foreign jurisdictions. The Company is subject to tax examinations regularly as part of the normal course of business. The Company's major jurisdictions are the U.S., Canada, China, Netherlands, U.K., Germany, Italy and France. With few exceptions the Company is no longer subject to U.S. federal, state and local, or non-U.S. income tax examinations for years before 2010. The statute of limitations in our major jurisdictions is open in the U.S. for the year 2011 and later; in Canada for 2011 and later; and in the Netherlands for 2012 and later. | |||||||||||||||||||||||||||||
The Company accounts for interest and penalties related to uncertain tax positions as a component of income tax expense. | |||||||||||||||||||||||||||||
Foreign Currency Translation | Foreign Currency Translation | ||||||||||||||||||||||||||||
The financial statements of subsidiaries located outside the United States generally are measured using the local currency as the functional currency. Balance sheet accounts, including goodwill, of foreign subsidiaries are translated into United States dollars at year-end exchange rates. Income and expense items are translated at weighted average exchange rates for each period. Net translation gains or losses are included in other comprehensive income, a separate component of stockholders' equity. The Company does not provide for U.S. income taxes on foreign currency translation adjustments since it does not provide for such taxes on undistributed earnings of foreign subsidiaries. Gains and losses from foreign currency transactions of these subsidiaries are included in net earnings. | |||||||||||||||||||||||||||||
Stock-Based Compensation | Stock-Based Compensation | ||||||||||||||||||||||||||||
The Company records compensation expense in the financial statements for share-based awards based on the grant date fair value of those awards. Stock-based compensation expense includes an estimate for pre-vesting forfeitures and is recognized over the requisite service periods of the awards on a straight-line basis, which is generally commensurate with the vesting term. The benefits associated with tax deductions in excess of recognized compensation cost are reported as a financing cash flow. | |||||||||||||||||||||||||||||
At December 31, 2014, the Company had one stock-based compensation plan with total unrecognized compensation costs related to unvested stock-based compensation arrangements of approximately $20.2 million and a total weighted average remaining term of 1.9 years. For 2014, 2013 and 2012, the Company recognized compensation costs related to stock-based programs of approximately $8.6 million, $9.6 million and $6.6 million, respectively. In 2014, the Company began recognizing certain stock compensation costs in cost of goods sold based on the allocation of costs to its three operating segments. For the 2014 stock compensation expense, $0.6 million was recorded in cost of goods sold and $8.0 million was recorded in selling, general and administrative expenses. In 2013 and 2012, the compensation costs were recognized in selling, general and administrative expenses. For 2014, 2013 and 2012, the Company recorded approximately $0.7 million, $1.2 million and $0.7 million, respectively, of tax benefits for the compensation expense relating to its stock options. For 2014, 2013 and 2012, the Company recorded approximately $1.6 million, $1.9 million and $1.4 million, respectively, of tax benefit for its other stock-based plans. For 2014, 2013 and 2012, the recognition of total stock-based compensation expense impacted both basic and diluted net income per common share by $0.18, $0.14 and $0.10, respectively. | |||||||||||||||||||||||||||||
Net Income Per Common Share | Net Income Per Common Share | ||||||||||||||||||||||||||||
Basic net income per common share is calculated by dividing net income by the weighted average number of common shares outstanding. The calculation of diluted income per share assumes the conversion of all dilutive securities (see Note 12). | |||||||||||||||||||||||||||||
Net income and number of shares used to compute net income per share, basic and assuming full dilution, are reconciled below: | |||||||||||||||||||||||||||||
Years Ended December 31, | |||||||||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||||||||
Net | Shares | Per | Net | Shares | Per | Net | Shares | Per | |||||||||||||||||||||
Income | Share | Income | Share | Income | Share | ||||||||||||||||||||||||
Amount | Amount | Amount | |||||||||||||||||||||||||||
(Amounts in millions, except per share information) | |||||||||||||||||||||||||||||
Basic EPS | $ | 50.3 | 35.3 | $ | 1.42 | $ | 58.6 | 35.5 | $ | 1.65 | $ | 68.4 | 36.0 | $ | 1.90 | ||||||||||||||
Dilutive securities, principally common stock options | — | 0.1 | — | — | 0.1 | — | — | 0.1 | — | ||||||||||||||||||||
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Diluted EPS | $ | 50.3 | 35.4 | $ | 1.42 | $ | 58.6 | 35.6 | $ | 1.65 | $ | 68.4 | 36.1 | $ | 1.90 | ||||||||||||||
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
The computation of diluted net income per share for the years ended December 31, 2014, 2013 and 2012 excludes the effect of the potential exercise of options to purchase approximately 0.3 million, 0.2 million and 0.2 million shares, respectively, because the exercise price of the option was greater than the average market price of the Class A common stock and the effect would have been anti-dilutive. | |||||||||||||||||||||||||||||
On April 30, 2013, the Board of Directors authorized the repurchase of up to $90.0 million of the Company's Class A common stock from time to time on the open market or in privately negotiated transactions. The timing and number of any shares repurchased will be determined by the Company's management based on its evaluation of market conditions. Repurchases may also be made under a Rule 10b5-1 plan, which would permit shares to be repurchased when the Company might otherwise be precluded from doing so under insider trading laws. The repurchase program may be suspended or discontinued at any time, subject to the terms of any Rule 10b5-1 plan the Company may enter into with respect to the repurchase program. During 2014, the Company repurchased approximately 670,000 shares of Class A common stock at a cost of approximately $39.6 million. During 2013, the Company repurchased approximately 454,000 shares of Class A common stock at a cost of approximately $23.0 million. | |||||||||||||||||||||||||||||
On May 16, 2012, the Board of Directors authorized a stock repurchase program of up to two million shares of the Company's Class A common stock. The stock repurchase program was completed in July 2012, as the Company repurchased the entire two million shares of Class A common stock at a cost of approximately $65.8 million. | |||||||||||||||||||||||||||||
Financial Instruments | Financial Instruments | ||||||||||||||||||||||||||||
In the normal course of business, the Company manages risks associated with commodity prices, foreign exchange rates and interest rates through a variety of strategies, including the use of hedging transactions, executed in accordance with the Company's policies. The Company's hedging transactions include, but are not limited to, the use of various derivative financial and commodity instruments. As a matter of policy, the Company does not use derivative instruments unless there is an underlying exposure. Any change in value of the derivative instruments would be substantially offset by an opposite change in the value of the underlying hedged items. The Company does not use derivative instruments for trading or speculative purposes. | |||||||||||||||||||||||||||||
Derivative instruments may be designated and accounted for as either a hedge of a recognized asset or liability (fair value hedge) or a hedge of a forecasted transaction (cash flow hedge). For a fair value hedge, both the effective and ineffective portions of the change in fair value of the derivative instrument, along with an adjustment to the carrying amount of the hedged item for fair value changes attributable to the hedged risk, are recognized in earnings. For a cash flow hedge, changes in the fair value of the derivative instrument that are highly effective are deferred in accumulated other comprehensive income or loss until the underlying hedged item is recognized in earnings. There were no cash flow hedges as of December 31, 2014 or December 31, 2013. | |||||||||||||||||||||||||||||
If a fair value or cash flow hedge were to cease to qualify for hedge accounting or be terminated, it would continue to be carried on the balance sheet at fair value until settled, but hedge accounting would be discontinued prospectively. If a forecasted transaction were no longer probable of occurring, amounts previously deferred in accumulated other comprehensive income would be recognized immediately in earnings. On occasion, the Company may enter into a derivative instrument that does not qualify for hedge accounting because it is entered into to offset changes in the fair value of an underlying transaction which is required to be recognized in earnings (natural hedge). These instruments are reflected in the Consolidated Balance Sheets at fair value with changes in fair value recognized in earnings. | |||||||||||||||||||||||||||||
Foreign currency derivatives include forward foreign exchange contracts primarily for Canadian dollars. Metal derivatives include commodity swaps for copper. | |||||||||||||||||||||||||||||
Portions of the Company's outstanding debt are exposed to interest rate risks. The Company monitors its interest rate exposures on an ongoing basis to maximize the overall effectiveness of its interest rates. | |||||||||||||||||||||||||||||
Fair value Measurements | Fair Value Measurements | ||||||||||||||||||||||||||||
Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. An entity is required to maximize the use of observable inputs, where available, and minimize the use of unobservable inputs when measuring fair value. | |||||||||||||||||||||||||||||
The Company has certain financial assets and liabilities that are measured at fair value on a recurring basis and certain nonfinancial assets and liabilities that may be measured at fair value on a nonrecurring basis. The fair value disclosures of these assets and liabilities are based on a three-level hierarchy, which is defined as follows: | |||||||||||||||||||||||||||||
Level 1 | Quoted prices in active markets for identical assets or liabilities that the entity has the ability to access at the measurement date. | ||||||||||||||||||||||||||||
Level 2 | Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. | ||||||||||||||||||||||||||||
Level 3 | Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. | ||||||||||||||||||||||||||||
Assets and liabilities subject to this hierarchy are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The Company's assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset or liability. | |||||||||||||||||||||||||||||
Shipping and Handling | Shipping and Handling | ||||||||||||||||||||||||||||
Shipping and handling costs included in selling, general and administrative expense amounted to $61.8 million, $61.3 million and $58.4 million for the years ended December 31, 2014, 2013 and 2012, respectively. The 2013 and 2012 shipping and handling costs disclosed have been updated to include handling costs in order to be comparable with the current year. | |||||||||||||||||||||||||||||
Research and Development | Research and Development | ||||||||||||||||||||||||||||
Research and development costs included in selling, general, and administrative expense amounted to $22.5 million, $21.5 million and $20.4 million for the years ended December 31, 2014, 2013 and 2012, respectively. | |||||||||||||||||||||||||||||
Revenue Recognition | Revenue Recognition | ||||||||||||||||||||||||||||
The Company recognizes revenue when all of the following criteria have been met: the Company has entered into a binding agreement, the product has been shipped and title passes, the sales price to the customer is fixed or is determinable, and collectability is reasonably assured. Provisions for estimated returns and allowances are made at the time of sale, and are recorded as a reduction of sales and included in the allowance for doubtful accounts in the Consolidated Balance Sheets. The Company records provisions for sales incentives (primarily volume rebates), as an adjustment to net sales, at the time of sale based on estimated purchase targets. | |||||||||||||||||||||||||||||
Basis of Presentation | Basis of Presentation | ||||||||||||||||||||||||||||
Certain amounts in the 2013 and 2012 consolidated financial statements have been reclassified to permit comparison with the 2014 presentation. These reclassifications had no effect on reported results of operations or stockholders' equity. | |||||||||||||||||||||||||||||
Estimates | Estimates | ||||||||||||||||||||||||||||
The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. | |||||||||||||||||||||||||||||
New Accounting Standards | New Accounting Standards | ||||||||||||||||||||||||||||
In January 2015, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2015-01, "Income Statement—Extraordinary and Unusual Items: Simplifying Income Statement Presentation by Eliminating the Concept of Extraordinary Items". ASU 2015-01 eliminates from U.S. GAAP the concept of extraordinary items as part of its initiative to reduce complexity in accounting standards. ASU 2015-01 is effective in the first quarter of 2016 for public companies with calendar year ends, with early adoption permitted provided that the guidance is applied from the beginning of the fiscal year of adoption. The ASU may be applied prospectively or retrospectively to all prior periods presented. The adoption of this guidance is not expected to have a material impact on the Company's financial statements. | |||||||||||||||||||||||||||||
In June 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2014-12, "Compensation—Stock Compensation: Accounting for Share Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period". ASU 2014-12 clarifies that performance targets that could be achieved after the requisite period should be treated as performance conditions. Those performance conditions would not be reflected in estimating the grant date fair value of the award, but instead would be accounted for when the achievement of the performance condition becomes probable. ASU 2014-12 is effective in the first quarter of 2016 for public companies with calendar year ends, with early adoption permitted. The adoption of this guidance is not expected to have a material impact on the Company's financial statements. | |||||||||||||||||||||||||||||
In May 2014, FASB issued ASU 2014-09, "Revenue from Contracts with Customers". ASU 2014-09 converges revenue recognition under U.S. GAAP and International Financial Reporting Standards ("IFRS"). For U.S. GAAP, the standard generally eliminates transaction and industry-specific revenue recognition guidance. This includes current guidance on long-term construction-type contracts, software arrangements, real estate sales, telecommunication arrangements, and franchise sales. Under the new standard, revenue is recognized based on a five-step model. ASU 2014-09 is effective in the first quarter of 2017 for public companies with calendar year ends, and early adoption is not permitted for public companies under U.S. GAAP. The Company is assessing the impact of this standard on the Company's financial statements. | |||||||||||||||||||||||||||||
In April 2014, FASB issued ASU 2014-08, "Presentation of Financial Statements and Property, Plant, and Equipment: Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity". ASU 2014-08 will change the definition of discontinued operations and limit discontinued operations presentation to disposals of components representing a strategic shift that will have a major effect on the operations and financial results of the issuer. ASU 2014-08 is effective in the first quarter of 2015 for public companies with calendar year ends, with early adoption permitted. The Company early adopted the ASU in 2014. The adoption of this guidance has not had a material impact on the Company's financial statements. | |||||||||||||||||||||||||||||
Accounting_Policies_Tables
Accounting Policies (Tables) | 12 Months Ended | ||||||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||||||
Accounting Policies | |||||||||||||||||||||||||||||
Changes in the carrying amount of goodwill by geographic segment | |||||||||||||||||||||||||||||
Year Ended December 31, 2014 | |||||||||||||||||||||||||||||
Gross Balance | Accumulated Impairment Losses | Net Goodwill | |||||||||||||||||||||||||||
Balance | Acquired | Foreign | Balance | Balance | Impairment | Balance | December 31, | ||||||||||||||||||||||
January 1, | During | Currency | December 31, | January 1, | Loss During | December 31, | 2014 | ||||||||||||||||||||||
2014 | the | Translation | 2014 | 2014 | the Period | 2014 | |||||||||||||||||||||||
Period | and Other | ||||||||||||||||||||||||||||
(in millions) | |||||||||||||||||||||||||||||
Americas | $ | 224.7 | $ | 174.3 | $ | (1.0 | ) | $ | 398 | $ | (24.5 | ) | $ | — | $ | (24.5 | ) | $ | 373.5 | ||||||||||
EMEA | 301.3 | — | (35.8 | ) | 265.5 | — | — | — | 265.5 | ||||||||||||||||||||
Asia-Pacific | 13.3 | — | (0.4 | ) | 12.9 | — | (12.9 | ) | (12.9 | ) | — | ||||||||||||||||||
| | | | | | | | | | | | | | | | | | | | | | | | | | ||||
Total | $ | 539.3 | $ | 174.3 | $ | (37.2 | ) | $ | 676.4 | $ | (24.5 | ) | $ | (12.9 | ) | $ | (37.4 | ) | $ | 639 | |||||||||
| | | | | | | | | | | | | | | | | | | | | | | | | | ||||
| | | | | | | | | | | | | | | | | | | | | | | | | | ||||
Year Ended December 31, 2013 | |||||||||||||||||||||||||||||
Gross Balance | Accumulated Impairment Losses | Net Goodwill | |||||||||||||||||||||||||||
Balance | Acquired | Foreign | Balance | Balance | Impairment | Balance | December 31, | ||||||||||||||||||||||
January 1, | During | Currency | December 31, | January 1, | Loss During | December 31, | 2013 | ||||||||||||||||||||||
2013 | the | Translation | 2013 | 2013 | the Period | 2013 | |||||||||||||||||||||||
Period | and Other | ||||||||||||||||||||||||||||
(in millions) | |||||||||||||||||||||||||||||
Americas | $ | 225.6 | $ | — | $ | (0.9 | ) | $ | 224.7 | $ | (24.2 | ) | $ | (0.3 | ) | $ | (24.5 | ) | $ | 200.2 | |||||||||
EMEA | 289.7 | — | 11.6 | 301.3 | — | — | — | 301.3 | |||||||||||||||||||||
Asia-Pacific | 12.9 | — | 0.4 | 13.3 | — | — | — | 13.3 | |||||||||||||||||||||
| | | | | | | | | | | | | | | | | | | | | | | | | | ||||
Total | $ | 528.2 | $ | — | $ | 11.1 | $ | 539.3 | $ | (24.2 | ) | $ | (0.3 | ) | $ | (24.5 | ) | $ | 514.8 | ||||||||||
| | | | | | | | | | | | | | | | | | | | | | | | | | ||||
| | | | | | | | | | | | | | | | | | | | | | | | | | ||||
Intangible assets | |||||||||||||||||||||||||||||
December 31, | |||||||||||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||||||||||
Gross | Accumulated | Net | Gross | Accumulated | Net | ||||||||||||||||||||||||
Carrying | Amortization | Carrying | Carrying | Amortization | Carrying | ||||||||||||||||||||||||
Amount | Amount | Amount | Amount | ||||||||||||||||||||||||||
(in millions) | |||||||||||||||||||||||||||||
Patents | $ | 16.2 | $ | (13.3 | ) | $ | 2.9 | $ | 16.6 | $ | (12.6 | ) | $ | 4 | |||||||||||||||
Customer relationships | 206.7 | (87.5 | ) | 119.2 | 133 | (76.4 | ) | 56.6 | |||||||||||||||||||||
Technology | 42.1 | (12.9 | ) | 29.2 | 26.9 | (10.9 | ) | 16 | |||||||||||||||||||||
Trade names | 20.6 | (4.2 | ) | 16.4 | 13.7 | (3.0 | ) | 10.7 | |||||||||||||||||||||
Other | 9.5 | (5.7 | ) | 3.8 | 8.8 | (5.6 | ) | 3.2 | |||||||||||||||||||||
| | | | | | | | | | | | | | | | | | | | ||||||||||
Total amortizable intangibles | 295.1 | (123.6 | ) | 171.5 | 199 | (108.5 | ) | 90.5 | |||||||||||||||||||||
Indefinite-lived intangible assets | 38.6 | — | 38.6 | 41.9 | — | 41.9 | |||||||||||||||||||||||
| | | | | | | | | | | | | | | | | | | | ||||||||||
Total | $ | 333.7 | $ | (123.6 | ) | $ | 210.1 | $ | 240.9 | $ | (108.5 | ) | $ | 132.4 | |||||||||||||||
| | | | | | | | | | | | | | | | | | | | ||||||||||
| | | | | | | | | | | | | | | | | | | | ||||||||||
Reconciliation of the beginning and ending amount of unrecognized tax benefits | |||||||||||||||||||||||||||||
(in millions) | |||||||||||||||||||||||||||||
Balance at January 1, 2014 | $ | 0.8 | |||||||||||||||||||||||||||
Increases related to prior year tax positions | 1.3 | ||||||||||||||||||||||||||||
Settlements | (0.2 | ) | |||||||||||||||||||||||||||
Currency movement | (0.1 | ) | |||||||||||||||||||||||||||
| | | | | |||||||||||||||||||||||||
Balance at December 31, 2014 | $ | 1.8 | |||||||||||||||||||||||||||
| | | | | |||||||||||||||||||||||||
| | | | | |||||||||||||||||||||||||
Reconciliation of net income and number of shares used to compute net income per share, basic and assuming full dilution | |||||||||||||||||||||||||||||
Years Ended December 31, | |||||||||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||||||||
Net | Shares | Per | Net | Shares | Per | Net | Shares | Per | |||||||||||||||||||||
Income | Share | Income | Share | Income | Share | ||||||||||||||||||||||||
Amount | Amount | Amount | |||||||||||||||||||||||||||
(Amounts in millions, except per share information) | |||||||||||||||||||||||||||||
Basic EPS | $ | 50.3 | 35.3 | $ | 1.42 | $ | 58.6 | 35.5 | $ | 1.65 | $ | 68.4 | 36.0 | $ | 1.90 | ||||||||||||||
Dilutive securities, principally common stock options | — | 0.1 | — | — | 0.1 | — | — | 0.1 | — | ||||||||||||||||||||
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Diluted EPS | $ | 50.3 | 35.4 | $ | 1.42 | $ | 58.6 | 35.6 | $ | 1.65 | $ | 68.4 | 36.1 | $ | 1.90 | ||||||||||||||
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Discontinued_Operations_Tables
Discontinued Operations (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Discontinued Operations. | ||||||||
Summary of Condensed operating statements for discontinued operations | ||||||||
Years Ended | ||||||||
December 31, | ||||||||
2013 | 2012 | |||||||
(in millions) | ||||||||
Operating income—Flomatic | $ | — | $ | 1.3 | ||||
Loss on disposal—Flomatic | — | (3.8 | ) | |||||
Operating (loss) income—Austroflex | (0.2 | ) | 0.2 | |||||
Loss on disposal—Austroflex | (2.2 | ) | — | |||||
Other | — | 1.4 | ||||||
| | | | | | | | |
Loss before income taxes | (2.4 | ) | (0.9 | ) | ||||
Income tax benefit (expense) | 0.1 | (1.1 | ) | |||||
| | | | | | | | |
Loss from discontinued operations, net of taxes | $ | (2.3 | ) | $ | (2.0 | ) | ||
| | | | | | | | |
| | | | | | | | |
Revenues reported in discontinued operations | ||||||||
Years Ended December 31, | ||||||||
2013 | 2012 | |||||||
(in millions) | ||||||||
Flomatic revenues | $ | — | $ | 12.9 | ||||
Austroflex revenues | 9.5 | 18.2 | ||||||
| | | | | | | | |
Total revenues | $ | 9.5 | $ | 31.1 | ||||
| | | | | | | | |
| | | | | | | | |
Restructuring_and_Other_Charge1
Restructuring and Other Charges, Net (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Restructuring and Other Charges, Net | |||||||||||||||||
Summary of the pre-tax cost by restructuring program | |||||||||||||||||
Years Ended | |||||||||||||||||
December 31, | |||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
(in millions) | |||||||||||||||||
Restructuring costs: | |||||||||||||||||
2013 Actions | $ | 3.8 | $ | 4.1 | $ | — | |||||||||||
Other Actions | 11.3 | 5.9 | 5.2 | ||||||||||||||
| | | | | | | | | | | |||||||
Total restructuring charges | 15.2 | 10 | 5.2 | ||||||||||||||
Adjustment related to contingent liability reduction | — | (0.2 | ) | (1.0 | ) | ||||||||||||
| | | | | | | | | | | |||||||
Less: amount included in cost of goods sold | — | (1.1 | ) | — | |||||||||||||
| | | | | | | | | | | |||||||
Total restructuring and other charges, net | $ | 15.2 | $ | 8.7 | $ | 4.2 | |||||||||||
| | | | | | | | | | | |||||||
| | | | | | | | | | | |||||||
Summary of recorded pre-tax restructuring charges by business segments | |||||||||||||||||
Years Ended | |||||||||||||||||
December 31, | |||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
(in millions) | |||||||||||||||||
Americas | $ | 2.1 | $ | 1.3 | $ | 1.3 | |||||||||||
EMEA | 12.1 | 8.7 | 3.9 | ||||||||||||||
Asia-Pacific | 0.2 | — | — | ||||||||||||||
Corporate | 0.8 | — | — | ||||||||||||||
| | | | | | | | | | | |||||||
Total | $ | 15.2 | $ | 10.0 | $ | 5.2 | |||||||||||
| | | | | | | | | | | |||||||
| | | | | | | | | | | |||||||
2013 Actions | |||||||||||||||||
Restructuring and other charges | |||||||||||||||||
Summary of European footprint program reserve related to severance | |||||||||||||||||
Severance | |||||||||||||||||
(in millions) | |||||||||||||||||
Balance at December 31, 2012 | $ | — | |||||||||||||||
Net pre-tax restructuring charges | 4.1 | ||||||||||||||||
Utilization and foreign currency impact | (2.1 | ) | |||||||||||||||
| | | | | |||||||||||||
Balance at December 31, 2013 | $ | 2 | |||||||||||||||
Net pre-tax restructuring charges | 3.8 | ||||||||||||||||
Utilization and foreign currency impact | (4.3 | ) | |||||||||||||||
| | | | | |||||||||||||
Balance at December 31, 2014 | $ | 1.5 | |||||||||||||||
| | | | | |||||||||||||
| | | | | |||||||||||||
Summary of total expected, incurred and remaining pre-tax costs for European footprint program actions by type | |||||||||||||||||
Severance | Legal and | Asset | Facility | Total | |||||||||||||
consultancy | write-downs | exit | |||||||||||||||
and other | |||||||||||||||||
(in millions) | |||||||||||||||||
Expected costs | $ | 7.5 | $ | 0.2 | $ | 0.2 | $ | 0.2 | $ | 8.1 | |||||||
Costs incurred—2013 | (4.1 | ) | — | — | — | (4.1 | ) | ||||||||||
Costs incurred—2014 | (3.2 | ) | (0.2 | ) | (0.2 | ) | (0.2 | ) | (3.8 | ) | |||||||
| | | | | | | | | | | | | | | | | |
Remaining costs at December 31, 2014 | $ | 0.2 | $ | — | $ | — | $ | — | $ | 0.2 | |||||||
| | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | |
Other Actions | |||||||||||||||||
Restructuring and other charges | |||||||||||||||||
Summary of the total expected, incurred and remaining pre-tax costs for EMEA restructuring actions and strategic initiatives | |||||||||||||||||
Severance | Legal and | Asset | Facility | Total | |||||||||||||
consultancy | write-downs | exit | |||||||||||||||
and other | |||||||||||||||||
(in millions) | |||||||||||||||||
Expected costs | $ | 8.8 | $ | 0.1 | $ | 0.9 | $ | 0.1 | $ | 9.9 | |||||||
Costs incurred—2014 | (6.9 | ) | — | — | — | (6.9 | ) | ||||||||||
| | | | | | | | | | | | | | | | | |
Remaining costs at December 31, 2014 | $ | 1.9 | $ | 0.1 | $ | 0.9 | $ | 0.1 | $ | 3 | |||||||
| | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | |
Business_Acquisitions_and_Disp1
Business Acquisitions and Disposition (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Business Acquisitions and Disposition | ||||||||
Summary of the value of assets and liabilities acquired | ||||||||
The following table summarizes the value of the assets and liabilities acquired (in millions): | ||||||||
Accounts receivable | $ | 16.7 | ||||||
Inventory | 16.4 | |||||||
Fixed assets | 7.6 | |||||||
Deferred tax assets | 8 | |||||||
Other assets | 7.6 | |||||||
Intangible assets | 102.4 | |||||||
Goodwill | 174.3 | |||||||
Accounts payable | (6.7 | ) | ||||||
Accrued expenses and other | (18.1 | ) | ||||||
Deferred tax liability | (36.0 | ) | ||||||
| | | | | ||||
Purchase price | $ | 272.2 | ||||||
| | | | | ||||
| | | | | ||||
Supplemental pro-forma information | ||||||||
Years Ended | ||||||||
Amounts in millions (except per share information) | December 31, | December 31, | ||||||
2014 | 2013 | |||||||
Net sales | $ | 1,610.1 | $ | 1,562.8 | ||||
Net income from continuing operations | $ | 59.7 | $ | 63.4 | ||||
Net income per share: | ||||||||
Basic EPS—continuing operations | $ | 1.69 | $ | 1.79 | ||||
Diluted EPS—continuing operations | $ | 1.69 | $ | 1.78 | ||||
Inventories_net_Tables
Inventories, net (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Inventories, net | ||||||||
Schedule of inventories | ||||||||
December 31, | ||||||||
2014 | 2013 | |||||||
(in millions) | ||||||||
Raw materials | $ | 104.8 | $ | 111.3 | ||||
Work-in-process | 16.7 | 19.1 | ||||||
Finished goods | 170.1 | 179.8 | ||||||
| | | | | | | | |
$ | 291.6 | $ | 310.2 | |||||
| | | | | | | | |
| | | | | | | | |
Property_Plant_and_Equipment_T
Property, Plant and Equipment (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Property, Plant and Equipment | ||||||||
Schedule of Property, plant and equipment | ||||||||
December 31, | ||||||||
2014 | 2013 | |||||||
(in millions) | ||||||||
Land | $ | 13.9 | $ | 15.2 | ||||
Buildings and improvements | 160.1 | 166.3 | ||||||
Machinery and equipment | 343.7 | 353.2 | ||||||
Construction in progress | 9 | 4.5 | ||||||
| | | | | | | | |
526.7 | 539.2 | |||||||
Accumulated depreciation | (323.4 | ) | (319.3 | ) | ||||
| | | | | | | | |
$ | 203.3 | $ | 219.9 | |||||
| | | | | | | | |
| | | | | | | | |
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | ||||||||||
Dec. 31, 2014 | |||||||||||
Income Taxes | |||||||||||
Schedule of significant components of the Company's deferred income tax liabilities and assets | |||||||||||
December 31, | |||||||||||
2014 | 2013 | ||||||||||
(in millions) | |||||||||||
Deferred income tax liabilities: | |||||||||||
Excess tax over book depreciation | $ | 20.9 | $ | 22.4 | |||||||
Intangibles | 50.6 | 28.2 | |||||||||
Goodwill | 17.2 | 15.4 | |||||||||
Other | 4.5 | 3.8 | |||||||||
| | | | | | | | ||||
Total deferred tax liabilities | 93.2 | 69.8 | |||||||||
Deferred income tax assets: | |||||||||||
Accrued expenses | 20.2 | 21.3 | |||||||||
Capital loss carry forward | 6.2 | 6.1 | |||||||||
Net operating loss carry forward | 12.2 | 10.9 | |||||||||
Inventory reserves | 10.8 | 12.3 | |||||||||
Pension—accumulated other comprehensive income | 22.7 | 16.3 | |||||||||
Other | 6.2 | 3.7 | |||||||||
| | | | | | | | ||||
Total deferred tax assets | 78.3 | 70.6 | |||||||||
Less: valuation allowance | (12.5 | ) | (13.1 | ) | |||||||
| | | | | | | | ||||
Net deferred tax assets | 65.8 | 57.5 | |||||||||
| | | | | | | | ||||
Net deferred tax liabilities | $ | (27.4 | ) | $ | (12.3 | ) | |||||
| | | | | | | | ||||
| | | | | | | | ||||
Schedule of pre-tax income upon which provision for income taxes from continuing operations is based | |||||||||||
Years Ended December 31, | |||||||||||
2014 | 2013 | 2012 | |||||||||
(in millions) | |||||||||||
Domestic | $ | 44.2 | $ | 21.6 | $ | 27.3 | |||||
Foreign | 38.9 | 66.2 | 72.9 | ||||||||
| | | | | | | | | | | |
$ | 83.1 | $ | 87.8 | $ | 100.2 | ||||||
| | | | | | | | | | | |
| | | | | | | | | | | |
Schedule of provision for income taxes from continuing operations | |||||||||||
Years Ended | |||||||||||
December 31, | |||||||||||
2014 | 2013 | 2012 | |||||||||
(in millions) | |||||||||||
Current tax expense: | |||||||||||
Federal | $ | 12.8 | $ | 12.8 | $ | 5 | |||||
Foreign | 20.4 | 19.7 | 21.5 | ||||||||
State | 2.7 | 2.5 | 1.3 | ||||||||
| | | | | | | | | | | |
35.9 | 35 | 27.8 | |||||||||
| | | | | | | | | | | |
Deferred tax expense (benefit): | |||||||||||
Federal | 2.1 | (5.0 | ) | 4.4 | |||||||
Foreign | (5.2 | ) | (2.3 | ) | (3.5 | ) | |||||
State | — | (0.8 | ) | 1.1 | |||||||
| | | | | | | | | | | |
(3.1 | ) | (8.1 | ) | 2 | |||||||
| | | | | | | | | | | |
$ | 32.8 | $ | 26.9 | $ | 29.8 | ||||||
| | | | | | | | | | | |
| | | | | | | | | | | |
Reconciliation of federal statutory taxes to actual income taxes reported from continuing operations | |||||||||||
Years Ended | |||||||||||
December 31, | |||||||||||
2014 | 2013 | 2012 | |||||||||
(in millions) | |||||||||||
Computed expected federal income expense | $ | 29.1 | $ | 30.8 | $ | 35 | |||||
State income taxes, net of federal tax benefit | 2.1 | 1 | 1.5 | ||||||||
Foreign tax rate differential | (4.2 | ) | (5.7 | ) | (7.4 | ) | |||||
Goodwill impairment | 3.2 | — | — | ||||||||
Other, net | 2.6 | 0.8 | 0.7 | ||||||||
| | | | | | | | | | | |
$ | 32.8 | $ | 26.9 | $ | 29.8 | ||||||
| | | | | | | | | | | |
| | | | | | | | | | | |
Accrued_Expenses_and_Other_Lia1
Accrued Expenses and Other Liabilities (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Accrued Expenses and Other Liabilities | ||||||||
Schedule of accrued expenses and other liabilities | ||||||||
December 31, | ||||||||
2014 | 2013 | |||||||
(in millions) | ||||||||
Commissions and sales incentives payable | $ | 38.3 | $ | 40.5 | ||||
Product liability and workers' compensation | 30.7 | 33.5 | ||||||
Other | 66.1 | 56.6 | ||||||
Income taxes payable | 3.7 | 4.6 | ||||||
| | | | | | | | |
$ | 138.8 | $ | 135.2 | |||||
| | | | | | | | |
| | | | | | | | |
Financing_Arrangements_Tables
Financing Arrangements (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Financing Arrangements | ||||||||
Schedule of long-term debt | ||||||||
December 31, | ||||||||
2014 | 2013 | |||||||
(in millions) | ||||||||
5.85% notes due April 2016 | $ | 225.0 | $ | 225.0 | ||||
5.05% notes due June 2020 | 75.0 | 75.0 | ||||||
Line of Credit matures February 2019 | 275.0 | — | ||||||
Other—consists primarily of European borrowings (at interest rates ranging from 1.1% to 6.0%) | 4.7 | 7.7 | ||||||
| | | | | | | | |
579.7 | 307.7 | |||||||
Less Current Maturities | 1.9 | 2.2 | ||||||
| | | | | | | | |
$ | 577.8 | $ | 305.5 | |||||
| | | | | | | | |
| | | | | | | | |
StockBased_Compensation_Tables
Stock-Based Compensation (Tables) | 12 Months Ended | ||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||
Schedule of stock option activity and related information | |||||||||||||||||||||||
Years Ended December 31, | |||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||
Options | Weighted | Weighted | Options | Weighted | Options | Weighted | |||||||||||||||||
Average | Average | Average | Average | ||||||||||||||||||||
Exercise | Intrinsic | Exercise | Exercise | ||||||||||||||||||||
Price | Value | Price | Price | ||||||||||||||||||||
(Options in thousands) | |||||||||||||||||||||||
Outstanding at beginning of year | 1,029 | $ | 41.66 | 1,064 | $ | 33.37 | 1,272 | $ | 30.43 | ||||||||||||||
Granted | 114 | 57.58 | 379 | 54.78 | 415 | 37.67 | |||||||||||||||||
Cancelled/Forfeitures | (306 | ) | 44.19 | (53 | ) | 36.97 | (33 | ) | 31.18 | ||||||||||||||
Exercised | (342 | ) | 36.48 | (361 | ) | 31.73 | (590 | ) | 30.19 | ||||||||||||||
| | | | | | | | | | | | | | | | | | | | | | | |
Outstanding at end of year | 495 | $ | 47.34 | $ | 16.1 | 1,029 | $ | 41.66 | 1,064 | $ | 33.37 | ||||||||||||
| | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | |
Exercisable at end of year | 128 | $ | 40.04 | $ | 23.4 | 249 | $ | 32.35 | 360 | $ | 30.91 | ||||||||||||
| | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | |
Schedule of information about options outstanding | |||||||||||||||||||||||
Options Outstanding | Options Exercisable | ||||||||||||||||||||||
Range of Exercise Prices | Number | Weighted Average | Weighted Average | Number | Weighted Average | ||||||||||||||||||
Outstanding | Remaining Contractual | Exercise | Exercisable | Exercise | |||||||||||||||||||
Life (years) | Price | Price | |||||||||||||||||||||
(Options in thousands) | |||||||||||||||||||||||
$26.34–$37.41 | 191 | 6.81 | $ | 34.40 | 85 | $ | 33.08 | ||||||||||||||||
$40.17–$47.21 | 14 | 2.49 | 43.38 | 4 | 42.13 | ||||||||||||||||||
$54.76–$54.76 | 160 | 8.28 | 54.76 | 31 | 54.76 | ||||||||||||||||||
$57.47–$60.10 | 130 | 9.39 | 57.68 | 8 | 57.95 | ||||||||||||||||||
| | | | | | | | | | | | | | | | | |||||||
495 | 7.84 | $ | 47.34 | 128 | $ | 40.04 | |||||||||||||||||
| | | | | | | | | | | | | | | | | |||||||
| | | | | | | | | | | | | | | | | |||||||
Schedule of weighted average assumptions used to estimate the grant-date fair value of share issued under the 2004 Stock Incentive Plan | |||||||||||||||||||||||
Years Ended | |||||||||||||||||||||||
December 31, | |||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||
Expected life (years) | 6.0 | 6.0 | 6.0 | ||||||||||||||||||||
Expected stock price volatility | 37.5 | % | 40.3 | % | 41.2 | % | |||||||||||||||||
Expected dividend yield | 1.0 | % | 1.0 | % | 1.2 | % | |||||||||||||||||
Risk-free interest rate | 1.9 | % | 1.7 | % | 0.9 | % | |||||||||||||||||
Schedule of nonvested restricted stock and deferred shares activity and related information | |||||||||||||||||||||||
Years Ended December 31, | |||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||
Shares | Weighted | Shares | Weighted | Shares | Weighted | ||||||||||||||||||
Average | Average | Average | |||||||||||||||||||||
Grant Date | Grant Date | Grant Date | |||||||||||||||||||||
Fair Value | Fair Value | Fair Value | |||||||||||||||||||||
(Shares in thousands) | |||||||||||||||||||||||
Unvested at beginning of year | 260 | $ | 45.58 | 237 | $ | 35.45 | 153 | $ | 30.33 | ||||||||||||||
Granted | 151 | 56.79 | 142 | 54.8 | 170 | 37.62 | |||||||||||||||||
Cancelled/Forfeitures | (95 | ) | 46.83 | (16 | ) | 37.44 | (8 | ) | 30.66 | ||||||||||||||
Vested | (102 | ) | 44.87 | (103 | ) | 35.25 | (78 | ) | 30.61 | ||||||||||||||
| | | | | | | | | | | | | | | | | | | | ||||
Unvested at end of year | 214 | $ | 53.74 | 260 | $ | 45.58 | 237 | $ | 35.45 | ||||||||||||||
| | | | | | | | | | | | | | | | | | | | ||||
| | | | | | | | | | | | | | | | | | | | ||||
Schedule of the Company's RSU activity and related information | |||||||||||||||||||||||
Years Ended December 31, | |||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||
RSUs | Weighted | Weighted | RSUs | Weighted | RSUs | Weighted | |||||||||||||||||
Average | Average | Average | Average | ||||||||||||||||||||
Purchase | Intrinsic | Purchase | Purchase | ||||||||||||||||||||
Price | Value | Price | Price | ||||||||||||||||||||
(RSU's in thousands) | |||||||||||||||||||||||
Outstanding at beginning of period | 132 | $ | 27.46 | 196 | $ | 22.88 | 392 | $ | 18.74 | ||||||||||||||
Granted | 31 | 40.27 | 45 | 31.63 | 64 | ||||||||||||||||||
Cancelled/Forfeitures | (32 | ) | 31.58 | (14 | ) | 28.35 | (110 | ) | |||||||||||||||
Settled | (51 | ) | 25.41 | (95 | ) | 19.19 | (150 | ) | |||||||||||||||
| | | | | | | | | | | | | | | | | | | | | | | |
Outstanding at end of period | 80 | $ | 32.08 | $ | 31.36 | 132 | $ | 27.46 | 196 | $ | 22.88 | ||||||||||||
| | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | |
Vested at end of period | 31 | $ | 27.96 | $ | 35.48 | 42 | $ | 25.3 | 81 | $ | 20.36 | ||||||||||||
| | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | |
Schedule of information about RSUs outstanding | |||||||||||||||||||||||
RSUs Outstanding | RSUs Vested | ||||||||||||||||||||||
Range of Purchase Prices | Number | Weighted Average | Number | Weighted Average | |||||||||||||||||||
Outstanding | Purchase | Vested | Purchase | ||||||||||||||||||||
Price | Price | ||||||||||||||||||||||
(RSUs in thousands) | |||||||||||||||||||||||
$13.25–$19.87 | 1 | $ | 19.87 | 1 | $ | 19.87 | |||||||||||||||||
$25.15–$26.51 | 28 | 26.45 | 20 | 26.42 | |||||||||||||||||||
$31.63–$40.27 | 51 | 35.45 | 10 | 31.63 | |||||||||||||||||||
| | | | | | | | | | | | | | ||||||||||
80 | $ | 32.08 | 31 | $ | 27.96 | ||||||||||||||||||
| | | | | | | | | | | | | | ||||||||||
| | | | | | | | | | | | | | ||||||||||
Schedule of weighted average assumptions used to estimate the grant-date fair value of restricted stock units | |||||||||||||||||||||||
Years Ended December 31, | |||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||
Expected life (years) | 3.0 | 3.0 | 3.0 | ||||||||||||||||||||
Expected stock price volatility | 31.2 | % | 34.1 | % | 38.3 | % | |||||||||||||||||
Expected dividend yield | 0.9 | % | 0.9 | % | 1.1 | % | |||||||||||||||||
Risk-free interest rate | 0.7 | % | 0.4 | % | 0.4 | % | |||||||||||||||||
Performance Shares | |||||||||||||||||||||||
Schedule of unvested performance shares activity and related information | |||||||||||||||||||||||
Year Ended December 31, 2014 | |||||||||||||||||||||||
Shares | Weighted | ||||||||||||||||||||||
Average | |||||||||||||||||||||||
Grant Date | |||||||||||||||||||||||
Fair Value | |||||||||||||||||||||||
(Shares in thousands) | |||||||||||||||||||||||
Unvested at beginning of year | — | ||||||||||||||||||||||
Granted | 117 | $ | 57.02 | ||||||||||||||||||||
Cancelled/Forfeitures | (10 | ) | 57.47 | ||||||||||||||||||||
Vested | — | ||||||||||||||||||||||
| | | | | | | | ||||||||||||||||
Unvested at end of year | 107 | $ | 56.97 | ||||||||||||||||||||
| | | | | | | | ||||||||||||||||
| | | | | | | | ||||||||||||||||
Employee_Benefit_Plans_Tables
Employee Benefit Plans (Tables) | 12 Months Ended | |||||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||||
Employee Benefit Plans | ||||||||||||||||||||||||||
Schedule of funded status of the defined benefit plans and amounts recognized in the consolidated balance sheets | ||||||||||||||||||||||||||
December 31, | ||||||||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||||||||
(in millions) | ||||||||||||||||||||||||||
Change in projected benefit obligation | ||||||||||||||||||||||||||
Balance at beginning of the year | $ | 126.3 | $ | 138 | ||||||||||||||||||||||
Service cost | 0.7 | 0.5 | ||||||||||||||||||||||||
Administration costs paid | (1.5 | ) | (0.8 | ) | ||||||||||||||||||||||
Interest cost | 5.9 | 5.4 | ||||||||||||||||||||||||
Actuarial loss (gain) | 32.6 | (12.5 | ) | |||||||||||||||||||||||
Benefits paid | (5.1 | ) | (4.3 | ) | ||||||||||||||||||||||
| | | | | | | | |||||||||||||||||||
Balance at end of year | $ | 158.9 | $ | 126.3 | ||||||||||||||||||||||
| | | | | | | | |||||||||||||||||||
Change in fair value of plan assets | ||||||||||||||||||||||||||
Balance at beginning of the year | $ | 103.7 | $ | 115.8 | ||||||||||||||||||||||
Actual gain (loss) on assets | 21.1 | (7.7 | ) | |||||||||||||||||||||||
Employer contributions | 0.7 | 0.7 | ||||||||||||||||||||||||
Administration costs paid | (1.5 | ) | (0.8 | ) | ||||||||||||||||||||||
Benefits paid | (5.1 | ) | (4.3 | ) | ||||||||||||||||||||||
| | | | | | | | |||||||||||||||||||
Fair value of plan assets at end of the year | $ | 118.9 | $ | 103.7 | ||||||||||||||||||||||
| | | | | | | | |||||||||||||||||||
Funded status at end of year | $ | (40.0 | ) | $ | (22.6 | ) | ||||||||||||||||||||
| | | | | | | | |||||||||||||||||||
| | | | | | | | |||||||||||||||||||
Schedule of amounts recognized in the consolidated balance sheets | ||||||||||||||||||||||||||
December 31, | ||||||||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||||||||
(in millions) | ||||||||||||||||||||||||||
Current liabilities | $ | (40.0 | ) | $ | (0.6 | ) | ||||||||||||||||||||
Noncurrent liabilities | — | (22.0 | ) | |||||||||||||||||||||||
| | | | | | | | |||||||||||||||||||
Net amount recognized | $ | (40.0 | ) | $ | (22.6 | ) | ||||||||||||||||||||
| | | | | | | | |||||||||||||||||||
| | | | | | | | |||||||||||||||||||
Schedule of amounts recognized in accumulated other comprehensive income | ||||||||||||||||||||||||||
December 31, | ||||||||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||||||||
(in millions) | ||||||||||||||||||||||||||
Net actuarial loss recognized | $ | 58.9 | $ | 42.2 | ||||||||||||||||||||||
| | | | | | | | |||||||||||||||||||
| | | | | | | | |||||||||||||||||||
Information for pension plans with an accumulated benefit obligation in excess of plan assets | ||||||||||||||||||||||||||
December 31, | ||||||||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||||||||
(in millions) | ||||||||||||||||||||||||||
Projected benefit obligation | $ | 158.9 | $ | 126.3 | ||||||||||||||||||||||
Accumulated benefit obligation | $ | 158.9 | $ | 126.3 | ||||||||||||||||||||||
Fair value of plan assets | $ | 118.9 | $ | 103.7 | ||||||||||||||||||||||
Schedule of the components of net periodic benefit cost | ||||||||||||||||||||||||||
Years Ended | ||||||||||||||||||||||||||
December 31, | ||||||||||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||||||||||
(in millions) | ||||||||||||||||||||||||||
Service cost—benefits earned | $ | 0.7 | $ | 0.5 | $ | 0.6 | ||||||||||||||||||||
Interest costs on benefits obligation | 5.9 | 5.4 | 5.7 | |||||||||||||||||||||||
Expected return on assets | (6.3 | ) | (6.8 | ) | (6.9 | ) | ||||||||||||||||||||
Net actuarial loss amortization | 1.2 | 1 | 0.6 | |||||||||||||||||||||||
| | | | | | | | | | | ||||||||||||||||
Net periodic benefit cost | $ | 1.5 | $ | 0.1 | $ | — | ||||||||||||||||||||
| | | | | | | | | | | ||||||||||||||||
| | | | | | | | | | | ||||||||||||||||
Schedule of weighted average assumptions used to determine benefit obligations | ||||||||||||||||||||||||||
December 31, | ||||||||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||||||||
Discount rate | 3.5 | % | 4.9 | % | ||||||||||||||||||||||
Schedule of weighted-average assumptions used to determine net periodic benefit costs | ||||||||||||||||||||||||||
Years Ended December 31, | ||||||||||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||||||||||
Discount rate | 4.9 | % | 4.0 | % | 4.8 | % | ||||||||||||||||||||
Long-term rate of return on assets | 6.0 | % | 6.0 | % | 6.50 | % | ||||||||||||||||||||
Schedule of the weighted average asset allocations by asset category | ||||||||||||||||||||||||||
December 31, | ||||||||||||||||||||||||||
Asset Category | 2014 | 2013 | ||||||||||||||||||||||||
Equity securities | 4.2 | % | 9.4 | % | ||||||||||||||||||||||
Debt securities | 94.0 | 85.1 | ||||||||||||||||||||||||
Other | 1.8 | 5.5 | ||||||||||||||||||||||||
| | | | | | | | |||||||||||||||||||
Total | 100.0 | % | 100.0 | % | ||||||||||||||||||||||
| | | | | | | | |||||||||||||||||||
| | | | | | | | |||||||||||||||||||
Schedule of the investments in the pension plan measured at fair value | ||||||||||||||||||||||||||
December 31, 2014 | December 31, 2013 | |||||||||||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | Level 1 | Level 2 | Level 3 | Total | |||||||||||||||||||
(in millions) | ||||||||||||||||||||||||||
Money market funds | $ | 2.0 | $ | — | $ | — | $ | 2.0 | $ | 2.0 | $ | — | $ | — | $ | 2.0 | ||||||||||
Equity securities | ||||||||||||||||||||||||||
U.S. equity securities(a) | 3.2 | — | — | 3.2 | 7.6 | — | — | 7.6 | ||||||||||||||||||
Non-U.S. equity securities(a) | 1.2 | — | — | 1.2 | 1.3 | — | — | 1.3 | ||||||||||||||||||
Other equity securities(b) | 0.5 | — | — | 0.5 | 0.7 | — | — | 0.7 | ||||||||||||||||||
Debt securities | ||||||||||||||||||||||||||
U.S. government | — | — | — | — | 16.5 | — | — | 16.5 | ||||||||||||||||||
U.S. and non-U.S. corporate(c) | — | 110.7 | — | 110.7 | — | 70.9 | — | 70.9 | ||||||||||||||||||
Other investments(d) | 1.3 | — | — | 1.3 | 4.7 | — | — | 4.7 | ||||||||||||||||||
| | | | | | | | | | | | | | | | | | | | | | | | | | |
Total investments | $ | 8.2 | $ | 110.7 | $ | — | $ | 118.9 | $ | 32.8 | $ | 70.9 | $ | — | $ | 103.7 | ||||||||||
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | |
(a) | Includes investments in common stock from diverse industries | |||||||||||||||||||||||||
(b) | Includes investments in index and exchange-traded funds | |||||||||||||||||||||||||
(c) | Includes investment grade bonds from diverse industries | |||||||||||||||||||||||||
(d) | Includes investments in real estate investment funds, exchange-traded funds, commodity mutual funds and accrued interest | |||||||||||||||||||||||||
Information related to the company's pension funds cash flow | ||||||||||||||||||||||||||
December 31, | ||||||||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||||||||
(in millions) | ||||||||||||||||||||||||||
Employer Contributions | $ | 0.7 | $ | 0.7 | ||||||||||||||||||||||
Benefit Payments | $ | 5.1 | $ | 4.3 | ||||||||||||||||||||||
Schedule of expected benefit payments to be paid by the pension plans | ||||||||||||||||||||||||||
(in millions) | ||||||||||||||||||||||||||
During fiscal year ending December 31, 2015 | $ | 164.4 | -1 | |||||||||||||||||||||||
During fiscal year ending December 31, 2016 | N/A | -1 | ||||||||||||||||||||||||
During fiscal year ending December 31, 2017 | N/A | -1 | ||||||||||||||||||||||||
During fiscal year ending December 31, 2018 | N/A | -1 | ||||||||||||||||||||||||
During fiscal year ending December 31, 2019 | N/A | -1 | ||||||||||||||||||||||||
During fiscal years ending December 31, 2020 through December 31, 2021 | N/A | -1 | ||||||||||||||||||||||||
-1 | Benefits under the Pension Plan and the SERP are expected to be distributed by December 31, 2015. | |||||||||||||||||||||||||
Financial_Instruments_Tables
Financial Instruments (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Financial Instruments | |||||||||||||||||
Carrying amount and estimated fair market value of the company's long-term debt, including current portion | |||||||||||||||||
December 31, | |||||||||||||||||
2014 | 2013 | ||||||||||||||||
(in millions) | |||||||||||||||||
Carrying amount | $ | 579.7 | $ | 307.7 | |||||||||||||
Estimated fair value | $ | 599.3 | $ | 333.4 | |||||||||||||
Schedule of fair value of financial assets and liabilities | |||||||||||||||||
Fair Value Measurements at December 31, 2014 Using: | |||||||||||||||||
Quoted Prices in Active | Significant Other | Significant | |||||||||||||||
Markets for Identical | Observable | Unobservable | |||||||||||||||
Assets | Inputs | Inputs | |||||||||||||||
Total | (Level 1) | (Level 2) | (Level 3) | ||||||||||||||
(in millions) | |||||||||||||||||
Assets | |||||||||||||||||
Plan asset for deferred compensation(1) | $ | 4.0 | $ | 4.0 | $ | — | $ | — | |||||||||
| | | | | | | | | | | | | | ||||
Total assets | $ | 4.0 | $ | 4.0 | $ | — | $ | — | |||||||||
| | | | | | | | | | | | | | ||||
| | | | | | | | | | | | | | ||||
Liabilities | |||||||||||||||||
Plan liability for deferred compensation(2) | $ | 4.0 | $ | 4.0 | $ | — | $ | — | |||||||||
Contingent consideration(3) | 2.5 | — | — | 2.5 | |||||||||||||
| | | | | | | | | | | | | | ||||
Total liabilities | $ | 6.5 | $ | 4.0 | $ | — | $ | 2.5 | |||||||||
| | | | | | | | | | | | | | ||||
| | | | | | | | | | | | | | ||||
Fair Value Measurements at December 31, 2013 Using: | |||||||||||||||||
Quoted Prices in Active | Significant Other | Significant | |||||||||||||||
Markets for Identical | Observable | Unobservable | |||||||||||||||
Assets | Inputs | Inputs | |||||||||||||||
Total | (Level 1) | (Level 2) | (Level 3) | ||||||||||||||
(in millions) | |||||||||||||||||
Assets | |||||||||||||||||
Plan asset for deferred compensation(1) | $ | 4.6 | $ | 4.6 | $ | — | $ | — | |||||||||
| | | | | | | | | | | | | | ||||
Total assets | $ | 4.6 | $ | 4.6 | $ | — | $ | — | |||||||||
| | | | | | | | | | | | | | ||||
| | | | | | | | | | | | | | ||||
Liabilities | |||||||||||||||||
Plan liability for deferred compensation(2) | $ | 4.6 | $ | 4.6 | $ | — | $ | — | |||||||||
Contingent consideration(3) | 4.4 | — | — | 4.4 | |||||||||||||
| | | | | | | | | | | | | | ||||
Total liabilities | $ | 9.0 | $ | 4.6 | $ | — | $ | 4.4 | |||||||||
| | | | | | | | | | | | | | ||||
| | | | | | | | | | | | | | ||||
-1 | Included on the Company's consolidated balance sheet in other assets (other, net). | ||||||||||||||||
-2 | Included on the Company's consolidated balance sheet in accrued compensation and benefits. | ||||||||||||||||
-3 | Included on the Company's consolidated balance sheet in accrued expenses and other liabilities as of December 31, 2014 and in other noncurrent liabilities and accrued expenses and other liabilities as of December 31, 2013. | ||||||||||||||||
Summary of the changes in fair value of all financial assets and liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) | |||||||||||||||||
Total realized and | |||||||||||||||||
unrealized (gains) | |||||||||||||||||
losses included in: | |||||||||||||||||
Balance | Settlements | Net earnings | Comprehensive | Balance | |||||||||||||
December 31, | adjustments | income | December 31, 2014 | ||||||||||||||
2013 | |||||||||||||||||
(in millions) | |||||||||||||||||
Contingent consideration | $ | 4.4 | $ | (2.2 | ) | $ | 0.5 | $ | (0.2 | ) | $ | 2.5 | |||||
Schedule of future minimum lease payments under capital leases and non-cancelable operating leases | |||||||||||||||||
Capital Leases | Operating Leases | ||||||||||||||||
(in millions) | |||||||||||||||||
2015 | $ | 1.3 | $ | 9.4 | |||||||||||||
2016 | 1.3 | 7.0 | |||||||||||||||
2017 | 1.3 | 4.9 | |||||||||||||||
2018 | 1.2 | 2.9 | |||||||||||||||
2019 | 1.2 | 2.2 | |||||||||||||||
Thereafter | 1.4 | 6.8 | |||||||||||||||
| | | | | | | | ||||||||||
Total | $ | 7.7 | $ | 33.2 | |||||||||||||
| | | | | | | | ||||||||||
| | | | | | | | ||||||||||
Less amount representing interest (at rates ranging from 4.3% to 7.0%) | 0.5 | ||||||||||||||||
| | | | | | | | ||||||||||
Present value of net minimum capital lease payments | 7.2 | ||||||||||||||||
Less current installments of obligations under capital leases | 1.2 | ||||||||||||||||
| | | | | | | | ||||||||||
Obligations under capital leases, excluding current installments | $ | 6.0 | |||||||||||||||
| | | | | | | | ||||||||||
| | | | | | | | ||||||||||
Schedule of carrying amounts of assets under capital lease | |||||||||||||||||
December 31, | |||||||||||||||||
2014 | 2013 | ||||||||||||||||
(in millions) | |||||||||||||||||
Buildings | $ | 15.4 | $ | 17.5 | |||||||||||||
Machinery and equipment | 1.7 | 1.8 | |||||||||||||||
| | | | | | | | ||||||||||
17.1 | 19.3 | ||||||||||||||||
Less accumulated depreciation | (5.0 | ) | (5.1 | ) | |||||||||||||
| | | | | | | | ||||||||||
$ | 12.1 | $ | 14.2 | ||||||||||||||
| | | | | | | | ||||||||||
| | | | | | | | ||||||||||
Segment_Information_Tables
Segment Information (Tables) | 12 Months Ended | ||||||||||
Dec. 31, 2014 | |||||||||||
Segment Information | |||||||||||
Summary of the Company's significant accounts and balances by segment, reconciled to the consolidated totals | |||||||||||
Years Ended December 31, | |||||||||||
2014 | 2013 | 2012 | |||||||||
(in millions) | |||||||||||
Net Sales | |||||||||||
Americas | $ | 926.8 | $ | 878.5 | $ | 835 | |||||
EMEA | 546.4 | 562.2 | 565.6 | ||||||||
Asia-Pacific | 40.5 | 32.8 | 26.8 | ||||||||
| | | | | | | | | | | |
Consolidated net sales | $ | 1,513.70 | $ | 1,473.50 | $ | 1,427.40 | |||||
| | | | | | | | | | | |
| | | | | | | | | | | |
Operating income (loss) | |||||||||||
Americas | $ | 110.3 | $ | 84 | $ | 90.7 | |||||
EMEA | 37.5 | 46.9 | 52.5 | ||||||||
Asia-Pacific | (6.5 | ) | 9.7 | 6.5 | |||||||
| | | | | | | | | | | |
Subtotal reportable segments | 141.3 | 140.6 | 149.7 | ||||||||
Corporate(*) | (35.9 | ) | (29.1 | ) | (26.4 | ) | |||||
| | | | | | | | | | | |
Consolidated operating income | 105.4 | 111.5 | 123.3 | ||||||||
Interest income | 0.7 | 0.6 | 0.7 | ||||||||
Interest expense | (19.9 | ) | (21.5 | ) | (24.6 | ) | |||||
Other income (expense), net | (3.1 | ) | (2.8 | ) | 0.8 | ||||||
| | | | | | | | | | | |
Income from continuing operations before income taxes | $ | 83.1 | $ | 87.8 | $ | 100.2 | |||||
| | | | | | | | | | | |
| | | | | | | | | | | |
Identifiable assets (at end of period) | |||||||||||
Americas | $ | 1,014.80 | $ | 787.9 | $ | 810.9 | |||||
EMEA | 787.5 | 869.6 | 802.1 | ||||||||
Asia-Pacific | 145.7 | 82.7 | 84.3 | ||||||||
Discontinued operations | — | — | 11.7 | ||||||||
| | | | | | | | | | | |
Consolidated identifiable assets | $ | 1,948.00 | $ | 1,740.20 | $ | 1,709.00 | |||||
| | | | | | | | | | | |
| | | | | | | | | | | |
Property, plant and equipment, net (at end of period) | |||||||||||
Americas | $ | 90.1 | $ | 85.8 | $ | 80.6 | |||||
EMEA | 100.1 | 119.8 | 126.3 | ||||||||
Asia-Pacific | 13.1 | 14.3 | 14.8 | ||||||||
| | | | | | | | | | | |
Consolidated long-lived assets | $ | 203.3 | $ | 219.9 | $ | 221.7 | |||||
| | | | | | | | | | | |
| | | | | | | | | | | |
Capital Expenditures | |||||||||||
Americas | $ | 10.9 | $ | 18 | $ | 17.9 | |||||
EMEA | 11.6 | 8.5 | 10.7 | ||||||||
Asia-Pacific | 1.2 | 1.2 | 1.9 | ||||||||
| | | | | | | | | | | |
Consolidated capital expenditures | $ | 23.7 | $ | 27.7 | $ | 30.5 | |||||
| | | | | | | | | | | |
| | | | | | | | | | | |
Depreciation and Amortization | |||||||||||
Americas | $ | 20.1 | $ | 20.5 | $ | 19.6 | |||||
EMEA | 25.8 | 26 | 26.8 | ||||||||
Asia-Pacific | 2.2 | 2.4 | 2.1 | ||||||||
| | | | | | | | | | | |
Consolidated depreciation and amortization | $ | 48.1 | $ | 48.9 | $ | 48.5 | |||||
| | | | | | | | | | | |
| | | | | | | | | | | |
* | Corporate expenses are primarily for administrative compensation expense, compliance costs, professional fees, including corporate-related legal and audit expenses, shareholder services and benefit administration costs. | ||||||||||
Schedule of U.S. net sales and U.S. property, plant and equipment of the Company's Americas segment | |||||||||||
Years Ended December 31, | |||||||||||
2014 | 2013 | 2012 | |||||||||
(in millions) | |||||||||||
U.S. net sales | $ | 849.0 | $ | 788.7 | $ | 747.4 | |||||
U.S. property, plant and equipment, net | $ | 86.0 | $ | 81.1 | $ | 75.1 | |||||
(at end of year) | |||||||||||
Schedule of intersegment sales for Americas, EMEA and Asia-Pacific | |||||||||||
Years Ended December 31, | |||||||||||
2014 | 2013 | 2012 | |||||||||
(in millions) | |||||||||||
Intersegment Sales | |||||||||||
Americas | $ | 6.3 | $ | 5.4 | $ | 5.3 | |||||
EMEA | 13.3 | 10.2 | 10.9 | ||||||||
Asia-Pacific | 155.3 | 170.9 | 139.0 | ||||||||
| | | | | | | | | | | |
Intersegment sales | $ | 174.9 | $ | 186.5 | $ | 155.2 | |||||
| | | | | | | | | | | |
| | | | | | | | | | | |
Schedule of net sales to third parties for the four product categories | |||||||||||
Years Ended December 31, | |||||||||||
2014 | 2013 | 2012 | |||||||||
(in millions) | |||||||||||
Net Sales | |||||||||||
Residential & commercial flow control | $ | 930.3 | $ | 907.7 | $ | 879.2 | |||||
HVAC & gas | 356.2 | 348.8 | 337.0 | ||||||||
Drains & water re-use | 144.0 | 140.0 | 138.8 | ||||||||
Water quality | 83.2 | 77.0 | 72.4 | ||||||||
| | | | | | | | | | | |
Consolidated net sales | $ | 1,513.7 | $ | 1,473.5 | $ | 1,427.4 | |||||
Accumulated_Other_Comprehensiv1
Accumulated Other Comprehensive Income (Loss) (Tables) | 12 Months Ended | ||||||||||
Dec. 31, 2014 | |||||||||||
Accumulated Other Comprehensive Income (Loss). | |||||||||||
Schedule of amounts recognized in accumulated other comprehensive income (loss) | |||||||||||
Foreign | Pension | Accumulated | |||||||||
Currency | Adjustment | Other | |||||||||
Translation | Comprehensive | ||||||||||
Income (Loss) | |||||||||||
(in millions) | |||||||||||
Balance December 31, 2013 | $ | 37.9 | $ | (25.9 | ) | $ | 12 | ||||
Change in period | (4.3 | ) | 0.2 | (4.1 | ) | ||||||
| | | | | | | | | | | |
Balance March 30, 2014 | $ | 33.6 | $ | (25.7 | ) | $ | 7.9 | ||||
Change in period | (4.3 | ) | 0.1 | (4.2 | ) | ||||||
| | | | | | | | | | | |
Balance June 29, 2014 | $ | 29.3 | $ | (25.6 | ) | $ | 3.7 | ||||
Change in period | (44.4 | ) | (10.3 | ) | (54.7 | ) | |||||
| | | | | | | | | | | |
Balance September 28, 2014 | $ | (15.1 | ) | $ | (35.9 | ) | $ | (51.0 | ) | ||
Change in period | (37.9 | ) | (0.2 | ) | (38.1 | ) | |||||
| | | | | | | | | | | |
Balance December 31, 2014 | $ | (53.0 | ) | $ | (36.1 | ) | $ | (89.1 | ) | ||
| | | | | | | | | | | |
| | | | | | | | | | | |
Balance December 31, 2012 | $ | 14.4 | $ | (25.2 | ) | $ | (10.8 | ) | |||
Change in period | (19.9 | ) | 0.2 | (19.7 | ) | ||||||
| | | | | | | | | | | |
Balance March 31, 2013 | $ | (5.5 | ) | $ | (25.0 | ) | $ | (30.5 | ) | ||
Change in period | 7.5 | 0.1 | 7.6 | ||||||||
| | | | | | | | | | | |
Balance June 30, 2013 | $ | 2 | $ | (24.9 | ) | $ | (22.9 | ) | |||
Change in period | 24.4 | 0.1 | 24.5 | ||||||||
| | | | | | | | | | | |
Balance September 29, 2013 | $ | 26.4 | $ | (24.8 | ) | $ | 1.6 | ||||
Change in period | 11.5 | (1.1 | ) | 10.4 | |||||||
| | | | | | | | | | | |
Balance December 31, 2013 | $ | 37.9 | $ | (25.9 | ) | $ | 12 | ||||
| | | | | | | | | | | |
| | | | | | | | | | | |
Quarterly_Financial_Informatio1
Quarterly Financial Information (unaudited) (Tables) | 12 Months Ended | |||||||||||||
Dec. 31, 2014 | ||||||||||||||
Quarterly Financial Information (unaudited) | ||||||||||||||
Schedule of Quarterly Financial Information | ||||||||||||||
First | Second | Third | Fourth | |||||||||||
Quarter | Quarter | Quarter | Quarter | |||||||||||
(in millions, except per share information) | ||||||||||||||
Year ended December 31, 2014 | ||||||||||||||
Net sales | $ | 365.2 | $ | 396 | $ | 376 | $ | 376.5 | ||||||
Gross profit | 133.3 | 139 | 138.1 | 131.4 | ||||||||||
Income (loss) from continuing operations | 14.1 | 21.3 | 22.6 | (7.7 | ) | |||||||||
Net income (loss) | 14.1 | 21.3 | 22.6 | (7.7 | ) | |||||||||
Per common share: | ||||||||||||||
Basic | ||||||||||||||
Income (loss) from continuing operations | 0.4 | 0.6 | 0.64 | (0.22 | ) | |||||||||
Net income (loss) | 0.4 | 0.6 | 0.64 | (0.22 | ) | |||||||||
Diluted | ||||||||||||||
Income (loss) from continuing operations | 0.4 | 0.6 | 0.64 | (0.22 | ) | |||||||||
Net income (loss) | 0.4 | 0.6 | 0.64 | (0.22 | ) | |||||||||
Dividends declared per common share | 0.13 | 0.15 | 0.15 | 0.15 | ||||||||||
Year ended December 31, 2013 | ||||||||||||||
Net sales | $ | 358.9 | $ | 366.8 | $ | 371.8 | $ | 376 | ||||||
Gross profit | 128.9 | 132.8 | 133.9 | 130.9 | ||||||||||
Income from continuing operations | 16.3 | 18.9 | 17.5 | 8.2 | ||||||||||
Net income | 16.1 | 18.9 | 15.4 | 8.2 | ||||||||||
Per common share: | ||||||||||||||
Basic | ||||||||||||||
Income from continuing operations | 0.46 | 0.53 | 0.49 | 0.23 | ||||||||||
Net income | 0.45 | 0.53 | 0.43 | 0.23 | ||||||||||
Diluted | ||||||||||||||
Income from continuing operations | 0.46 | 0.53 | 0.49 | 0.23 | ||||||||||
Net income | 0.45 | 0.53 | 0.43 | 0.23 | ||||||||||
Dividends declared per common share | 0.11 | 0.13 | 0.13 | 0.13 | ||||||||||
Accounting_Policies_Details
Accounting Policies (Details) (USD $) | 12 Months Ended | 0 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 01, 2014 |
Gross Balance | ||||
Balance at the beginning of the period | $539.30 | $528.20 | ||
Acquired During the Period | 174.3 | |||
Foreign Currency Translation and Other | -37.2 | 11.1 | ||
Balance at the end of the period | 676.4 | 539.3 | ||
Accumulated Impairment Losses | ||||
Balance at the beginning of the period | -24.5 | -24.2 | ||
Impairment Loss During the Period | -12.9 | -0.3 | ||
Balance at the end of the period | -37.4 | -24.5 | ||
Net Goodwill | 639 | 514.8 | ||
Business combination | ||||
Purchase price allocated to goodwill | 639 | 514.8 | ||
Tax benefit on Impairment charge | 0 | |||
BRAE | ||||
Accumulated Impairment Losses | ||||
Earnout liability | 0 | |||
Business combination | ||||
Goodwill Impairment Charge | 0.3 | 1 | ||
Aerco | ||||
Accumulated Impairment Losses | ||||
Net Goodwill | 174.3 | |||
Business combination | ||||
Aggregate consideration, net | 272.2 | |||
Purchase price allocated to goodwill | 174.3 | |||
Purchase price allocated to intangible assets | 102.4 | |||
Americas | ||||
Gross Balance | ||||
Balance at the beginning of the period | 224.7 | 225.6 | ||
Acquired During the Period | 174.3 | |||
Foreign Currency Translation and Other | -1 | -0.9 | ||
Balance at the end of the period | 398 | 224.7 | ||
Accumulated Impairment Losses | ||||
Balance at the beginning of the period | -24.5 | -24.2 | ||
Impairment Loss During the Period | -0.3 | |||
Balance at the end of the period | -24.5 | -24.5 | ||
Net Goodwill | 373.5 | 200.2 | ||
Business combination | ||||
Purchase price allocated to goodwill | 373.5 | 200.2 | ||
EMEA | ||||
Gross Balance | ||||
Balance at the beginning of the period | 301.3 | 289.7 | ||
Foreign Currency Translation and Other | -35.8 | 11.6 | ||
Balance at the end of the period | 265.5 | 301.3 | ||
Accumulated Impairment Losses | ||||
Net Goodwill | 265.5 | 301.3 | ||
Business combination | ||||
Purchase price allocated to goodwill | 265.5 | 301.3 | ||
Asia Pacific | ||||
Gross Balance | ||||
Balance at the beginning of the period | 13.3 | 12.9 | ||
Foreign Currency Translation and Other | -0.4 | 0.4 | ||
Balance at the end of the period | 12.9 | 13.3 | ||
Accumulated Impairment Losses | ||||
Impairment Loss During the Period | -12.9 | |||
Balance at the end of the period | -12.9 | |||
Net Goodwill | 13.3 | |||
Business combination | ||||
Purchase price allocated to goodwill | $13.30 |
Accounting_Policies_Details_2
Accounting Policies (Details 2) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Intangible assets | |||
Non-cash pre-tax impairment charges of indefinite lived intangible assets | $1.30 | $0.70 | $0.40 |
Intangible assets subject to amortization | |||
Gross Carrying Amount | 295.1 | 199 | |
Accumulated Amortization | -123.6 | -108.5 | |
Net Carrying Amount | 171.5 | 90.5 | |
Indefinite-lived intangible assets | |||
Indefinite-lived intangible assets | 38.6 | 41.9 | |
Intangible assets | |||
Gross Carrying Amount | 333.7 | 240.9 | |
Net Carrying Amount | 210.1 | 132.4 | |
Weighted-average amortization | 12 years 2 months 12 days | ||
Aggregate amortization expense for amortized intangible assets | 15.2 | 14.7 | 15.4 |
Future amortization expense | |||
Future amortization expense, 2015 | 20.5 | ||
Future amortization expense, 2016 | 20.1 | ||
Future amortization expense, 2017 | 19.7 | ||
Future amortization expense, 2018 | 16.2 | ||
Future amortization expense, 2019 | 14 | ||
Aerco | |||
Intangible assets | |||
Net Carrying Amount | 102.4 | ||
Weighted-average amortization | 15 years | ||
Patents | |||
Intangible assets subject to amortization | |||
Gross Carrying Amount | 16.2 | 16.6 | |
Accumulated Amortization | -13.3 | -12.6 | |
Net Carrying Amount | 2.9 | 4 | |
Intangible assets | |||
Weighted-average amortization | 5 years | ||
Customer relationships | |||
Intangible assets subject to amortization | |||
Gross Carrying Amount | 206.7 | 133 | |
Accumulated Amortization | -87.5 | -76.4 | |
Net Carrying Amount | 119.2 | 56.6 | |
Intangible assets | |||
Weighted-average amortization | 11 years 10 months 24 days | ||
Customer relationships | Aerco | |||
Intangible assets | |||
Gross Carrying Amount | 78.5 | ||
Weighted-average amortization | 16 years | ||
Technology | |||
Intangible assets subject to amortization | |||
Gross Carrying Amount | 42.1 | 26.9 | |
Accumulated Amortization | -12.9 | -10.9 | |
Net Carrying Amount | 29.2 | 16 | |
Intangible assets | |||
Weighted-average amortization | 10 years 3 months 18 days | ||
Technology | Aerco | |||
Intangible assets | |||
Gross Carrying Amount | 15.8 | ||
Weighted-average amortization | 10 years | ||
Trade name | |||
Intangible assets subject to amortization | |||
Gross Carrying Amount | 20.6 | 13.7 | |
Accumulated Amortization | -4.2 | -3 | |
Net Carrying Amount | 16.4 | 10.7 | |
Intangible assets | |||
Weighted-average amortization | 14 years 6 months | ||
Trade name | Aerco | |||
Intangible assets | |||
Gross Carrying Amount | 7.4 | ||
Weighted-average amortization | 20 years | ||
Trade name | Americas | |||
Intangible assets | |||
Long-lived assets written-down | 0.5 | ||
Trade name | EMEA | |||
Intangible assets | |||
Long-lived assets written-down | 0.8 | ||
Other | |||
Intangible assets subject to amortization | |||
Gross Carrying Amount | 9.5 | 8.8 | |
Accumulated Amortization | -5.7 | -5.6 | |
Net Carrying Amount | $3.80 | $3.20 | |
Intangible assets | |||
Weighted-average amortization | 33 years 3 months 18 days |
Accounting_Policies_Details_3
Accounting Policies (Details 3) (USD $) | 12 Months Ended |
In Millions, unless otherwise specified | Dec. 31, 2014 |
Income Taxes | |
Reduction in unrecognized tax benefits resulting from voluntary disclosure agreements | $0.20 |
Gross unrecognized tax benefits | 1.8 |
Amount of unrecognized tax benefits which, if recognized, would affect the effective tax rate | 1.3 |
Reconciliation of the beginning and ending amount of unrecognized tax benefits | |
Balance at the beginning of the period | 0.8 |
Increases related to prior year tax positions | 1.3 |
Settlements | -0.2 |
Currency movement | -0.1 |
Balance at the end of the period | 1.8 |
Increase in unrecognized tax benefits | 1 |
Reduction in unrecognized tax benefits related to reduced exposures in Europe | $1.30 |
Percentage of likelihood of realization that the tax position must exceed in order for the amount to be recognized | 50 |
Buildings and improvements | Minimum | |
Property, plant and equipment | |
Estimated useful lives of the assets | 10 years |
Buildings and improvements | Maximum | |
Property, plant and equipment | |
Estimated useful lives of the assets | 40 years |
Machinery and equipment | Minimum | |
Property, plant and equipment | |
Estimated useful lives of the assets | 3 years |
Machinery and equipment | Maximum | |
Property, plant and equipment | |
Estimated useful lives of the assets | 15 years |
Accounting_Policies_Details_4
Accounting Policies (Details 4) (USD $) | 12 Months Ended | ||
In Millions, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
item | |||
Stock-based compensation | |||
Number of stock-based compensation plans | 1 | ||
Total unrecognized compensation costs related to unvested stock-based compensation arrangements | $20.20 | ||
Total weighted average remaining term of unrecognized compensation costs | 1 year 10 months 24 days | ||
Compensation cost recognized | 8.6 | 9.6 | 6.6 |
Impact on both basic and diluted net income per common share for recognition of total stock-based compensation expense (in dollars per share) | $0.18 | $0.14 | $0.10 |
Cost of goods sold | |||
Stock-based compensation | |||
Compensation cost recognized | 0.6 | ||
Selling, general and administrative expenses | |||
Stock-based compensation | |||
Compensation cost recognized | 8 | ||
Stock options | |||
Stock-based compensation | |||
Tax benefit recorded for the compensation expense | 0.7 | 1.2 | 0.7 |
Other Stock-based Plans | |||
Stock-based compensation | |||
Tax benefit recorded for the compensation expense | $1.60 | $1.90 | $1.40 |
Accounting_Policies_Details_5
Accounting Policies (Details 5) (USD $) | 0 Months Ended | 3 Months Ended | 12 Months Ended | |||||||||||
In Millions, except Share data, unless otherwise specified | Jul. 31, 2012 | Dec. 31, 2014 | Sep. 28, 2014 | Jun. 29, 2014 | Mar. 30, 2014 | Dec. 31, 2013 | Sep. 29, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Apr. 30, 2013 | 16-May-12 |
Net income: | ||||||||||||||
Net income | ($7.70) | $22.60 | $21.30 | $14.10 | $8.20 | $15.40 | $18.90 | $16.10 | $50.30 | $58.60 | $68.40 | |||
Shares | ||||||||||||||
Weighted average number of shares (in shares) | 35,300,000 | 35,500,000 | 36,000,000 | |||||||||||
Per Share Amount | ||||||||||||||
NET INCOME (in dollars per share) | ($0.22) | $0.64 | $0.60 | $0.40 | $0.23 | $0.43 | $0.53 | $0.45 | $1.42 | $1.65 | $1.90 | |||
Dilutive securities, principally common stock options | ||||||||||||||
Shares | 100,000 | 100,000 | 100,000 | |||||||||||
Net Income | ||||||||||||||
Net income | 50.3 | 58.6 | 68.4 | |||||||||||
Weighted average number of shares: | ||||||||||||||
Weighted average number of shares (in shares) | 35,400,000 | 35,600,000 | 36,100,000 | |||||||||||
Per Share Amount | ||||||||||||||
NET INCOME (in dollars per share) | ($0.22) | $0.64 | $0.60 | $0.40 | $0.23 | $0.43 | $0.53 | $0.45 | $1.42 | $1.65 | $1.90 | |||
Securities not included in the computation of diluted EPS | ||||||||||||||
Options to purchase shares of Class A common stock | 300,000 | 200,000 | 200,000 | |||||||||||
Number of shares of the entity's Class A common stock authorized to be repurchased | 90 | |||||||||||||
Number of shares of the entity's Class A common stock authorized to be repurchased | 2,000,000 | |||||||||||||
Number of shares of Class A common stock repurchased | 2,000,000 | 670,000 | 454,000 | |||||||||||
Cost of shares of Class A common stock repurchased | 65.8 | 39.6 | 23 | |||||||||||
Financial Instruments | ||||||||||||||
Cash flow hedges, fair value | 0 | 0 | 0 | 0 | ||||||||||
Shipping and Handling Costs | ||||||||||||||
Shipping, Handling and Transportation Costs | 61.8 | 61.3 | 58.4 | |||||||||||
Research and Development Expense. | ||||||||||||||
Research and Development Expense | $22.50 | $21.50 | $20.40 |
Discontinued_Operations_Detail
Discontinued Operations (Details) (USD $) | 0 Months Ended | 12 Months Ended | ||
In Millions, unless otherwise specified | Aug. 01, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Discontinued Operations | ||||
Loss before income taxes | ($2.40) | ($0.90) | ||
Income tax benefit (expense) | 0.1 | -1.1 | ||
Loss from discontinued operations, net of taxes | -2.3 | -2 | ||
Total revenues | 9.5 | 31.1 | ||
Flomatic | ||||
Discontinued Operations | ||||
Operating income | 1.3 | |||
Loss on disposal | -3.8 | |||
Total revenues | 12.9 | |||
Austroflex | ||||
Discontinued Operations | ||||
Proceeds from sale of outstanding shares of an indirectly wholly-owned subsidiary | 7.9 | |||
Loss after tax on disposal of the business | 2.2 | |||
Written down value of long-lived assets | 14.8 | |||
Operating income | -0.2 | 0.2 | ||
Loss on disposal | -2.2 | |||
Total revenues | 9.5 | 18.2 | ||
Other | ||||
Discontinued Operations | ||||
Other | $1.40 |
Restructuring_and_Other_Charge2
Restructuring and Other Charges, Net (Details) (USD $) | 3 Months Ended | 12 Months Ended | 0 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Jul. 30, 2013 |
Restructuring and other charges | |||||
Net pre-tax restructuring charges | $15.20 | $15.20 | $10 | $5.20 | |
Adjustment related to contingent liability reduction | -0.2 | -1 | |||
Less: amounts included in cost of goods sold | -1.1 | ||||
Total restructuring and other charges, net | 8 | 15.2 | 8.7 | 4.2 | |
Total restructuring and other charges, net | 15.2 | 10 | 5.2 | ||
Corporate | |||||
Restructuring and other charges | |||||
Total restructuring and other charges, net | 0.8 | ||||
EMEA | |||||
Restructuring and other charges | |||||
Total restructuring and other charges, net | 12.1 | 8.7 | 3.9 | ||
Asia Pacific | |||||
Restructuring and other charges | |||||
Total restructuring and other charges, net | 0.2 | ||||
Americas | |||||
Restructuring and other charges | |||||
Total restructuring and other charges, net | 2.1 | 1.3 | 1.3 | ||
2013 Actions | |||||
Restructuring and other charges | |||||
Net pre-tax restructuring charges | 3.8 | 4.1 | |||
Total restructuring and other charges, net | 2.7 | 2.9 | |||
Net pre-tax restructuring charges, expected to be recorded through fiscal 2015 | 8.1 | 8.1 | 8.1 | ||
Total expected pre-tax charges reduced | 14 | ||||
Severance and asset write-down costs that were initially anticipated | 1.5 | ||||
Total expected restructuring and related costs (after tax) | 5.7 | ||||
Other Actions | |||||
Restructuring and other charges | |||||
Net pre-tax restructuring charges | 11.3 | 5.9 | 5.2 | ||
Severance charge | 1.3 | 1.3 | |||
Remaining costs | 0 | ||||
Other Actions | Severance | |||||
Restructuring and other charges | |||||
Expected pre-tax charge | 9.9 | 9.9 | |||
Other Actions | EMEA | |||||
Restructuring and other charges | |||||
Net pre-tax restructuring charges | 1.3 | 4.6 | |||
Remaining costs | 0 | ||||
Other Actions | EMEA | Severance | |||||
Restructuring and other charges | |||||
Total restructuring and other charges, net | 6.9 | ||||
Other Actions | Americas and Asia Pacific | Corporate | |||||
Restructuring and other charges | |||||
Net pre-tax restructuring charges | $3.10 |
Restructuring_and_Other_Charge3
Restructuring and Other Charges, Net (Details 2) (USD $) | 3 Months Ended | 12 Months Ended | 3 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2014 |
Restructuring reserve | |||||
Restructuring expense | $8 | $15.20 | $8.70 | $4.20 | |
Summary of total expected, incurred and remaining pre-tax costs | |||||
Costs incurred | -8 | -15.2 | -8.7 | -4.2 | |
EMEA | 2014 Actions | |||||
Restructuring reserve | |||||
Restructuring expense | 6.9 | ||||
Summary of total expected, incurred and remaining pre-tax costs | |||||
Expected costs | 9.9 | 9.9 | 9.9 | ||
Costs incurred | -6.9 | ||||
Remaining costs | 3 | ||||
EMEA | 2013 Actions | |||||
Restructuring reserve | |||||
Restructuring expense | 4.1 | ||||
Summary of total expected, incurred and remaining pre-tax costs | |||||
Expected costs | 8.1 | ||||
Costs incurred | -4.1 | ||||
Remaining costs | 0.2 | ||||
Severance | Europe | 2013 Actions | |||||
Restructuring reserve | |||||
Balance at the beginning of the period | 2 | ||||
Restructuring expense | 3.8 | 4.1 | |||
Utilization and foreign currency impact | -4.3 | -2.1 | |||
Balance at the ending of the period | 1.5 | 1.5 | 2 | 1.5 | |
Summary of total expected, incurred and remaining pre-tax costs | |||||
Costs incurred | -3.8 | -4.1 | |||
Severance | EMEA | 2014 Actions | |||||
Restructuring reserve | |||||
Restructuring expense | 6.9 | ||||
Summary of total expected, incurred and remaining pre-tax costs | |||||
Expected costs | 8.8 | 8.8 | 8.8 | ||
Costs incurred | -6.9 | ||||
Remaining costs | 1.9 | ||||
Severance | EMEA | 2013 Actions | |||||
Restructuring reserve | |||||
Restructuring expense | 3.2 | 4.1 | |||
Summary of total expected, incurred and remaining pre-tax costs | |||||
Expected costs | 7.5 | ||||
Costs incurred | -3.2 | -4.1 | |||
Remaining costs | 0.2 | ||||
Legal and consultancy | EMEA | 2014 Actions | |||||
Summary of total expected, incurred and remaining pre-tax costs | |||||
Expected costs | 0.1 | 0.1 | 0.1 | ||
Remaining costs | 0.1 | ||||
Legal and consultancy | EMEA | 2013 Actions | |||||
Restructuring reserve | |||||
Restructuring expense | 0.2 | ||||
Summary of total expected, incurred and remaining pre-tax costs | |||||
Expected costs | 0.2 | ||||
Costs incurred | -0.2 | ||||
Asset write-downs | EMEA | 2014 Actions | |||||
Summary of total expected, incurred and remaining pre-tax costs | |||||
Expected costs | 0.9 | 0.9 | 0.9 | ||
Remaining costs | 0.9 | ||||
Asset write-downs | EMEA | 2013 Actions | |||||
Restructuring reserve | |||||
Restructuring expense | 0.2 | ||||
Summary of total expected, incurred and remaining pre-tax costs | |||||
Expected costs | 0.2 | ||||
Costs incurred | -0.2 | ||||
Facility exit and other | EMEA | 2014 Actions | |||||
Summary of total expected, incurred and remaining pre-tax costs | |||||
Expected costs | 0.1 | 0.1 | 0.1 | ||
Remaining costs | 0.1 | ||||
Facility exit and other | EMEA | 2013 Actions | |||||
Restructuring reserve | |||||
Restructuring expense | 0.2 | ||||
Summary of total expected, incurred and remaining pre-tax costs | |||||
Expected costs | 0.2 | ||||
Costs incurred | ($0.20) |
Business_Acquisitions_and_Disp2
Business Acquisitions and Disposition (Details) (USD $) | 12 Months Ended | 0 Months Ended | 12 Months Ended | 3 Months Ended | 0 Months Ended | ||
In Millions, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 01, 2014 | Dec. 31, 2013 | Mar. 30, 2014 | Jun. 30, 2013 | Jan. 31, 2012 | Dec. 31, 2012 |
Acquisition | |||||||
Purchase price allocated to goodwill | $639 | $514.80 | |||||
Estimated useful lives | 12 years 2 months 12 days | ||||||
Value of the assets and liabilities acquired | |||||||
Goodwill | 639 | 514.8 | |||||
Technology | |||||||
Acquisition | |||||||
Estimated useful lives | 10 years 3 months 18 days | ||||||
Customer relationships | |||||||
Acquisition | |||||||
Estimated useful lives | 11 years 10 months 24 days | ||||||
Trade name | |||||||
Acquisition | |||||||
Estimated useful lives | 14 years 6 months | ||||||
Aerco | |||||||
Acquisition | |||||||
Short term working capital escrow | 7.7 | ||||||
Aggregate consideration, net | 272.2 | ||||||
Purchase price allocated to goodwill | 174.3 | ||||||
Purchase price allocated to intangible assets | 102.4 | ||||||
Revenues | 5.3 | ||||||
Operating Income (Loss) | -1.4 | ||||||
Acquisition accounting charges | 0.8 | ||||||
Value of the assets and liabilities acquired | |||||||
Accounts receivable | 16.7 | ||||||
Inventory | 16.4 | ||||||
Fixed assets | 7.6 | ||||||
Deferred tax assets | 8 | ||||||
Other assets | 7.6 | ||||||
Intangible assets | 102.4 | ||||||
Goodwill | 174.3 | ||||||
Accounts payable | -6.7 | ||||||
Accrued expenses and other | -18.1 | ||||||
Deferred tax liability | -36 | ||||||
Purchase price | 272.2 | ||||||
Supplemental pro-forma information | |||||||
Net sales | 1,610.10 | 1,562.80 | |||||
Net income from continuing operations | 59.7 | 63.4 | |||||
Basic EPS - continuing operations | $1.69 | $1.79 | |||||
Diluted EPS - continuing operations | $1.69 | $1.78 | |||||
Net interest expense related to the financing | 3.1 | 3.3 | |||||
Net amortization expense | 3.9 | 4.3 | |||||
Net acquisition-related charges and third-party costs | 3.3 | ||||||
Aerco | Technology | |||||||
Acquisition | |||||||
Purchase price allocated to intangible assets | 15.8 | ||||||
Estimated useful lives | 10 years | ||||||
Value of the assets and liabilities acquired | |||||||
Intangible assets | 15.8 | ||||||
Aerco | Customer relationships | |||||||
Acquisition | |||||||
Purchase price allocated to intangible assets | 78.5 | ||||||
Estimated useful lives | 16 years | ||||||
Value of the assets and liabilities acquired | |||||||
Intangible assets | 78.5 | ||||||
Aerco | Trade name | |||||||
Acquisition | |||||||
Purchase price allocated to intangible assets | 7.4 | ||||||
Estimated useful lives | 20 years | ||||||
Value of the assets and liabilities acquired | |||||||
Intangible assets | 7.4 | ||||||
Tekmar | |||||||
Acquisition | |||||||
Initial purchase price paid | 17.8 | ||||||
Purchase price allocated to goodwill | 11.7 | ||||||
Purchase price allocated to intangible assets | 10.1 | ||||||
Contingent liability of the acquisition date fair value | 5.1 | ||||||
Portion of contingent consideration paid on achievement of performance metrics | 2.2 | 1.2 | 2.2 | 1.2 | |||
Increase in contingent liability | 0.5 | 1 | |||||
Value of the assets and liabilities acquired | |||||||
Intangible assets | 10.1 | ||||||
Goodwill | 11.7 | ||||||
Tekmar | Technology | |||||||
Acquisition | |||||||
Estimated useful lives | 10 years | ||||||
Tekmar | Distributor relationships | |||||||
Acquisition | |||||||
Estimated useful lives | 7 years | ||||||
Tekmar | Trade name | |||||||
Acquisition | |||||||
Estimated useful lives | 20 years |
Inventories_net_Details
Inventories, net (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Inventories | ||
Raw materials | $104.80 | $111.30 |
Work in process | 16.7 | 19.1 |
Finished goods | 170.1 | 179.8 |
Total Inventories | 291.6 | 310.2 |
Valuation reserves | 27.3 | 29.9 |
Finished goods consigned | $16.40 | $16.70 |
Property_Plant_and_Equipment_D
Property, Plant and Equipment (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
In Millions, unless otherwise specified | |||
Property, plant and equipment | |||
Property, plant and equipment, at cost | $526.70 | $539.20 | |
Accumulated depreciation | -323.4 | -319.3 | |
Property, plant and equipment, net | 203.3 | 219.9 | 221.7 |
Land | |||
Property, plant and equipment | |||
Property, plant and equipment, at cost | 13.9 | 15.2 | |
Buildings and improvements | |||
Property, plant and equipment | |||
Property, plant and equipment, at cost | 160.1 | 166.3 | |
Machinery and equipment | |||
Property, plant and equipment | |||
Property, plant and equipment, at cost | 343.7 | 353.2 | |
Construction in progress | |||
Property, plant and equipment | |||
Property, plant and equipment, at cost | $9 | $4.50 |
Income_Taxes_Details
Income Taxes (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Deferred income tax liabilities: | |||
Excess tax over book depreciation | $20.90 | $22.40 | |
Intangibles | 50.6 | 28.2 | |
Goodwill | 17.2 | 15.4 | |
Other | 4.5 | 3.8 | |
Total deferred tax liabilities | 93.2 | 69.8 | |
Deferred income tax assets: | |||
Accrued expenses | 20.2 | 21.3 | |
Capital loss carry forward | 6.2 | 6.1 | |
Net operating loss carry-forward | 12.2 | 10.9 | |
Inventory reserves | 10.8 | 12.3 | |
Pension-accumulated other comprehensive income | 22.7 | 16.3 | |
Other | 6.2 | 3.7 | |
Total deferred tax assets | 78.3 | 70.6 | |
Less: valuation allowance | -12.5 | -13.1 | |
Net deferred tax assets | 65.8 | 57.5 | |
Net deferred tax liabilities | -27.4 | -12.3 | |
Pre-tax income, basis for the provision for income taxes from continuing operations | |||
Domestic | 44.2 | 21.6 | 27.3 |
Foreign | 38.9 | 66.2 | 72.9 |
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES | 83.1 | 87.8 | 100.2 |
Current tax expense: | |||
Federal | 12.8 | 12.8 | 5 |
Foreign | 20.4 | 19.7 | 21.5 |
State | 2.7 | 2.5 | 1.3 |
Total | 35.9 | 35 | 27.8 |
Deferred tax expense (benefit): | |||
Federal | 2.1 | -5 | 4.4 |
Foreign | -5.2 | -2.3 | -3.5 |
State | -0.8 | 1.1 | |
Total | -3.1 | -8.1 | 2 |
Provision for income taxes from continuing operations | 32.8 | 26.9 | 29.8 |
Reconciliation of federal statutory taxes to actual income taxes reported from continuing operations | |||
Computed expected federal income expense | 29.1 | 30.8 | 35 |
State income taxes, net of federal tax benefit | 2.1 | 1 | 1.5 |
Foreign tax rate differential | -4.2 | -5.7 | -7.4 |
Goodwill impairment | 3.2 | ||
Other, net | 2.6 | 0.8 | 0.7 |
Provision for income taxes | $32.80 | $26.90 | $29.80 |
Income_Taxes_Details_2
Income Taxes (Details 2) (USD $) | Dec. 31, 2014 |
In Millions, unless otherwise specified | |
Foreign | |
Net operating loss carry forwards | |
Net operating loss carry forwards | $41.90 |
Net operating loss carry forwards for indefinite period | 26.4 |
Net operating loss carry forwards expiring in 2020 | 10 |
Net operating loss carry forwards expiring in 2023 | 5.5 |
Austria | |
Net operating loss carry forwards | |
Net operating loss carry forwards | 26.4 |
Dutch | |
Net operating loss carry forwards | |
Net operating loss carry forwards | $15.50 |
Income_Taxes_Details_3
Income Taxes (Details 3) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Valuation allowance | |||
Valuation allowance | $12.50 | $13.10 | |
Provision for income taxes | 32.8 | 26.9 | 29.8 |
Undistributed earnings of the Company's foreign subsidiaries | 386 | 397.2 | 329.7 |
Withholding taxes payable upon remittance of all previously unremitted earnings | 12 | ||
U.S. | |||
Valuation allowance | |||
Valuation allowance | 6.2 | 6.1 | |
2015 | 2.6 | ||
2016 | 2.1 | ||
2017 | 1 | ||
2018 | 0.5 | ||
Provision for income taxes | 0 | ||
Austria | |||
Valuation allowance | |||
Valuation allowance | $6.30 | $7 |
Accrued_Expenses_and_Other_Lia2
Accrued Expenses and Other Liabilities (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Accrued Expenses and Other Liabilities | ||
Commissions and sales incentives payable | $38.30 | $40.50 |
Product liability and workers' compensation | 30.7 | 33.5 |
Other | 66.1 | 56.6 |
Income taxes payable | 3.7 | 4.6 |
Accrued expenses and other liabilities | $138.80 | $135.20 |
Financing_Arrangements_Details
Financing Arrangements (Details) (USD $) | 0 Months Ended | 12 Months Ended | 0 Months Ended | 1 Months Ended | ||
In Millions, unless otherwise specified | Apr. 27, 2006 | Dec. 31, 2014 | 15-May-03 | Jun. 18, 2010 | 31-May-10 | Dec. 31, 2013 |
Financing Arrangements | ||||||
Long-term Debt, Total | $579.70 | $307.70 | ||||
Less Current Maturities | 1.9 | 2.2 | ||||
Long-term debt, net of current portion | 577.8 | 305.5 | ||||
Principal payments during each of the next five years and thereafter | ||||||
2015 | 1.9 | |||||
2016 | 226.3 | |||||
2017 | 1.4 | |||||
2018 | 0.1 | |||||
2019 | 275 | |||||
Thereafter | 75 | |||||
Letters of credit outstanding | 23.6 | 23.6 | ||||
5.85% Senior notes due 2016 | ||||||
Financing Arrangements | ||||||
Interest rate (as a percent) | 5.85% | 5.85% | ||||
Long-term Debt, Total | 225 | 225 | ||||
Principal amount of notes issued | 225 | |||||
5.85% Senior notes due 2016 | Minimum | ||||||
Financing Arrangements | ||||||
Optional amount that the Company may prepay | 1 | |||||
5.47% notes due May 2013 | ||||||
Financing Arrangements | ||||||
Interest rate (as a percent) | 5.47% | |||||
Principal amount of notes issued | 75 | |||||
5.05% Senior notes due 2020 | ||||||
Financing Arrangements | ||||||
Interest rate (as a percent) | 5.05% | 5.05% | 5.05% | |||
Long-term Debt, Total | 75 | 75 | ||||
Principal amount of notes issued | 75 | |||||
5.05% Senior notes due 2020 | Minimum | ||||||
Financing Arrangements | ||||||
Optional amount that the Company may prepay | 1 | |||||
Line of Credit matures on 2019 | ||||||
Financing Arrangements | ||||||
Long-term Debt, Total | 275 | |||||
Other consists primarily of European borrowings (at interest rates ranging from 1.1% to 6.0%) | ||||||
Financing Arrangements | ||||||
Minimum interest rate (as a percent) | 1.10% | |||||
Maximum interest rate (as a percent) | 6.00% | |||||
Long-term Debt, Total | 4.7 | 7.7 | ||||
Senior unsecured notes | ||||||
Financing Arrangements | ||||||
Principal amount of notes issued | 125 | |||||
4.87% senior notes due 2010 | ||||||
Financing Arrangements | ||||||
Interest rate (as a percent) | 4.87% | 4.87% | ||||
Principal amount of notes issued | 50 | |||||
Debt repaid | $50 | |||||
Letters of credit | ||||||
Financing Arrangements | ||||||
Term of letters of credit from the date of issuance | 1 year |
Financing_Arrangements_Details1
Financing Arrangements (Details 2) | Dec. 31, 2014 | Dec. 31, 2013 | Feb. 18, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Feb. 18, 2014 | Feb. 18, 2014 | Feb. 18, 2014 | Feb. 18, 2014 | Feb. 18, 2014 | Feb. 18, 2014 | Feb. 18, 2014 | Feb. 18, 2014 | Jun. 30, 2013 |
In Millions, unless otherwise specified | USD ($) | USD ($) | Credit Agreement | Credit Agreement | Credit Agreement | Credit Agreement | Eurocurrency rate loans | Eurocurrency rate loans | Base rate loans and swing line loans | Base rate loans and swing line loans | Base rate loans and swing line loans | Base rate loans and swing line loans | Base rate loans and swing line loans | Senior unsecured notes |
USD ($) | EUR (€) | USD ($) | LIBOR | LIBOR | LIBOR | LIBOR | LIBOR | Federal funds | Prime Rate | USD ($) | ||||
Minimum | Maximum | Minimum | Maximum | |||||||||||
Credit Agreement | ||||||||||||||
Multi-currency borrowing capacity | $500 | |||||||||||||
Term of senior unsecured revolving credit facility | 5 years | |||||||||||||
Potential additional borrowing capacity | 500 | |||||||||||||
Sublimit on letters of credit | 100 | |||||||||||||
Interest rate added to base rate (as a percent) | 0.98% | 1.45% | 0.00% | 0.45% | ||||||||||
Interest rate added to base rate (as a percent) | 1.00% | 0.50% | ||||||||||||
Variable interest rate basis | prime rate | |||||||||||||
Unused and available credit under the credit agreement | 201.4 | |||||||||||||
Stand-by letters of credit outstanding | 23.6 | 23.6 | 23.6 | |||||||||||
Debt outstanding | 577.8 | 305.5 | 275 | |||||||||||
Repayment of debt | $75 |
Common_Stock_Details
Common Stock (Details) (USD $) | 0 Months Ended | 12 Months Ended | 1 Months Ended | |||
In Millions, except Share data, unless otherwise specified | Jul. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Jul. 31, 2012 | Apr. 30, 2013 | 16-May-12 |
Common Stock | ||||||
Common Stock conversion ratio, at the option of the holder | 1 | |||||
Options to purchase shares of Class A common stock | $90 | |||||
Number of shares authorized to be repurchased | 2,000,000 | |||||
Number of shares repurchased | 2,000,000 | 670,000 | 454,000 | |||
Cost of shares of Class A common stock repurchased | 65.8 | 39.6 | 23 | |||
Class A | ||||||
Common Stock | ||||||
Common Stock, votes per share (Number of votes) | 1 | 1 | ||||
Shares of Common Stock reserved for issuance under stock-based compensation plans | 28,552,065 | |||||
Options to purchase shares of Class A common stock | 90 | |||||
Number of shares authorized to be repurchased | 2,000,000 | |||||
Number of shares repurchased | 670,000 | 454,000 | 2,000,000 | |||
Cost of shares of Class A common stock repurchased | $39.60 | $23 | $65.80 | |||
Class B | ||||||
Common Stock | ||||||
Common Stock, votes per share (Number of votes) | 10 | 10 | ||||
Shares of Common Stock reserved for conversion | 6,479,290 |
StockBased_Compensation_Detail
Stock-Based Compensation (Details) (USD $) | 12 Months Ended | ||
In Millions, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Stock-based compensation | |||
Total unrecognized compensation cost related to the unvested awards | $20.20 | ||
Total weighted average remaining term of unrecognized compensation costs | 1 year 10 months 24 days | ||
Compensation cost recognized | 8.6 | 9.6 | 6.6 |
Selling, general and administrative expenses | |||
Stock-based compensation | |||
Compensation cost recognized | 8 | ||
Performance Shares | |||
Stock-based compensation | |||
Vesting period | 3 years | ||
Total unrecognized compensation cost related to the unvested awards | 5 | ||
Total weighted average remaining term of unrecognized compensation costs | 2 years | ||
Compensation cost recognized | 0.7 | ||
Fair value assumptions | |||
Weighted average grant-date fair value (in dollars per share) | $57.02 | ||
Performance Shares | Class A | |||
Weighted Average Intrinsic Value | |||
Company's closing Common Stock price (in dollars per share) | $63.44 | ||
Performance Shares | Class A | Minimum | |||
Stock-based compensation | |||
Percentage of stock options becoming exercisable | 0.00% | ||
Performance Shares | Class A | Maximum | |||
Stock-based compensation | |||
Percentage of stock options becoming exercisable | 200.00% | ||
Second Amended and Restated 2004 Stock Incentive Plan | |||
Stock-based compensation | |||
Number of stock incentive plans | 1 | ||
Second Amended and Restated 2004 Stock Incentive Plan | Class A | |||
Stock-based compensation | |||
Shares authorized | 1,706,591 | ||
Second Amended and Restated 2004 Stock Incentive Plan | Stock options | |||
Stock-based compensation | |||
Vesting period | 4 years | ||
Percentage of stock options becoming exercisable | 25.00% | ||
Expiration period | 10 years | ||
Total unrecognized compensation cost related to the unvested awards | 5.6 | ||
Total weighted average remaining term of unrecognized compensation costs | 2 years 2 months 12 days | ||
Compensation cost recognized | 2.6 | 3.8 | 2.7 |
Summary of stock option activity and related information | |||
Outstanding at beginning of year (in shares) | 1,029,000 | 1,064,000 | 1,272,000 |
Granted (in shares) | 114,000 | 379,000 | 415,000 |
Cancelled/Forfeitures (in shares) | -306,000 | -53,000 | -33,000 |
Exercised (in shares) | -342,000 | -361,000 | -590,000 |
Outstanding at end of year (in shares) | 495,000 | 1,029,000 | 1,064,000 |
Exercisable at end of year (in shares) | 128,000 | 249,000 | 360,000 |
Weighted Average Exercise Price | |||
Outstanding at beginning of year (in dollars per share) | $41.66 | $33.37 | $30.43 |
Granted (in dollars per share) | $57.58 | $54.78 | $37.67 |
Cancelled/Forfeitures (in dollars per share) | $44.19 | $36.97 | $31.18 |
Exercised (in dollars per share) | $36.48 | $31.73 | $30.19 |
Outstanding at end of year (in dollars per share) | $47.34 | $41.66 | $33.37 |
Exercisable at end of year (in dollars per share) | $40.04 | $32.35 | $30.91 |
Weighted Average Intrinsic Value | |||
Outstanding at end of year (in dollars per share) | $16.10 | ||
Exercisable at end of year (in dollars per share) | $23.40 | ||
Aggregate intrinsic values of exercisable options (in dollars) | 3 | ||
Total intrinsic value of options exercised | 8.2 | 7.4 | 5.7 |
Fair value assumptions | |||
Expected life | 6 years | 6 years | 6 years |
Expected stock price volatility (as a percent) | 37.50% | 40.30% | 41.20% |
Expected dividend yield (as a percent) | 1.00% | 1.00% | 1.20% |
Risk-free interest rate (as a percent) | 1.90% | 1.70% | 0.90% |
Weighted average grant-date fair value of stock options (in dollars per share) | $20.04 | $20.30 | $13.49 |
Second Amended and Restated 2004 Stock Incentive Plan | Stock options | Class A | |||
Stock-based compensation | |||
Minimum exercise price as percentage of fair market value of common stock on grant date | 100.00% | ||
Weighted Average Intrinsic Value | |||
Company's closing Common Stock price (in dollars per share) | $63.44 | ||
Second Amended and Restated 2004 Stock Incentive Plan | Stock options | Grants in 2014 | |||
Stock-based compensation | |||
Expiration period | 3 years | ||
Vesting rate per year for maximum vesting period | 0.33 | ||
Second Amended and Restated 2004 Stock Incentive Plan | Restricted stock | Maximum | |||
Stock-based compensation | |||
Vesting period | 3 years | ||
Vesting rate per year for maximum vesting period | 0.33 | ||
Second Amended and Restated 2004 Stock Incentive Plan | Restricted stock | Grants in 2014 | Maximum | |||
Stock-based compensation | |||
Vesting period | 2 years | ||
Percentage of stock options becoming exercisable | 50.00% | ||
Second Amended and Restated 2004 Stock Incentive Plan | Deferred shares | |||
Stock-based compensation | |||
Vesting period | 3 years | ||
Vesting rate per year for maximum vesting period | 0.33 | ||
Second Amended and Restated 2004 Stock Incentive Plan | Deferred shares | Grants in 2014 | |||
Stock-based compensation | |||
Vesting period | 2 years | ||
Percentage of stock options becoming exercisable | 50.00% | ||
Management Stock Purchase Plan | Class A | |||
Stock-based compensation | |||
Shares available for future grants of new equity awards | 913,526 | ||
Shares authorized | 2,000,000 | ||
Exercise price as percentage of fair market value of common stock on grant date | 67.00% | ||
Management Stock Purchase Plan | Restricted stock | Class A | |||
Weighted Average Intrinsic Value | |||
Company's closing Common Stock price (in dollars per share) | $63.44 | ||
Management Stock Purchase Plan | Restricted stock units (RSUs) | |||
Stock-based compensation | |||
Total unrecognized compensation cost related to the unvested awards | 0.6 | ||
Total weighted average remaining term of unrecognized compensation costs | 1 year 4 months 24 days | ||
Compensation cost recognized | $0.50 | $0.70 | $0.80 |
Fair value assumptions | |||
Expected life | 3 years | 3 years | 3 years |
Expected stock price volatility (as a percent) | 31.20% | 34.10% | 38.30% |
Expected dividend yield (as a percent) | 0.90% | 0.90% | 1.10% |
Risk-free interest rate (as a percent) | 0.70% | 0.40% | 0.40% |
Weighted average grant-date fair value (in dollars per share) | $22.57 | $18.05 | $15.68 |
Management Stock Purchase Plan | Restricted stock units (RSUs) | Minimum | |||
Stock-based compensation | |||
Vesting period | 3 years |
StockBased_Compensation_Detail1
Stock-Based Compensation (Details 2) (Stock options, USD $) | 12 Months Ended |
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 |
Options Outstanding | |
Number Outstanding (in shares) | 495 |
Weighted Average Remaining Contractual Life | 7 years 10 months 2 days |
Weighted Average Exercise Price (in dollars per share) | $47.34 |
Options Exercisable | |
Number Exercisable (in shares) | 128 |
Weighted Average Exercise Price (in dollars per share) | $40.04 |
$26.34-$37.41 | |
Information about options outstanding | |
Low end of exercise price range (in dollars per share) | $26.34 |
High end of exercise price range (in dollars per share) | $37.41 |
Options Outstanding | |
Number Outstanding (in shares) | 191 |
Weighted Average Remaining Contractual Life | 6 years 9 months 22 days |
Weighted Average Exercise Price (in dollars per share) | $34.40 |
Options Exercisable | |
Number Exercisable (in shares) | 85 |
Weighted Average Exercise Price (in dollars per share) | $33.08 |
$40.17-$47.21 | |
Information about options outstanding | |
Low end of exercise price range (in dollars per share) | $40.17 |
High end of exercise price range (in dollars per share) | $47.21 |
Options Outstanding | |
Number Outstanding (in shares) | 14 |
Weighted Average Remaining Contractual Life | 2 years 5 months 27 days |
Weighted Average Exercise Price (in dollars per share) | $43.38 |
Options Exercisable | |
Number Exercisable (in shares) | 4 |
Weighted Average Exercise Price (in dollars per share) | $42.13 |
$54.76-$54.76 | |
Information about options outstanding | |
Low end of exercise price range (in dollars per share) | $54.76 |
High end of exercise price range (in dollars per share) | $54.76 |
Options Outstanding | |
Number Outstanding (in shares) | 160 |
Weighted Average Remaining Contractual Life | 8 years 3 months 11 days |
Weighted Average Exercise Price (in dollars per share) | $54.76 |
Options Exercisable | |
Number Exercisable (in shares) | 31 |
Weighted Average Exercise Price (in dollars per share) | $54.76 |
$57.47-$60.10 | |
Information about options outstanding | |
Low end of exercise price range (in dollars per share) | $57.47 |
High end of exercise price range (in dollars per share) | $60.10 |
Options Outstanding | |
Number Outstanding (in shares) | 130 |
Weighted Average Remaining Contractual Life | 9 years 4 months 21 days |
Weighted Average Exercise Price (in dollars per share) | $57.68 |
Options Exercisable | |
Number Exercisable (in shares) | 8 |
Weighted Average Exercise Price (in dollars per share) | $57.95 |
StockBased_Compensation_Detail2
Stock-Based Compensation (Details 3) (USD $) | 12 Months Ended | ||
In Millions, except Share data in Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Other Disclosures | |||
Total unrecognized compensation cost related to the unvested awards | $20.20 | ||
Total weighted average remaining term of unvested awards | 1 year 10 months 24 days | ||
Compensation cost recognized | 8.6 | 9.6 | 6.6 |
Performance Shares | |||
Summary of unvested restricted stock and deferred shares activity and related information | |||
Granted (in shares) | 117 | ||
Cancelled/Forfeitures (in shares) | -10 | ||
Unvested at end of year (in shares) | 107 | ||
Weighted Average Grant Date Fair Value | |||
Granted (in dollars per share) | $57.02 | ||
Cancelled/Forfeitures (in dollars per share) | $57.47 | ||
Unvested at end of period (in dollars per share) | $56.97 | ||
Other Disclosures | |||
Total unrecognized compensation cost related to the unvested awards | 5 | ||
Total weighted average remaining term of unvested awards | 2 years | ||
Compensation cost recognized | 0.7 | ||
Aggregate intrinsic value of restricted stock granted and outstanding | 0.7 | ||
Performance Shares | Class A | |||
Other Disclosures | |||
Company's closing Common Stock price (in dollars per share) | $63.44 | ||
Second Amended and Restated 2004 Stock Incentive Plan | Restricted stock and deferred shares | |||
Summary of unvested restricted stock and deferred shares activity and related information | |||
Unvested at beginning of year (in shares) | 260 | 237 | 153 |
Granted (in shares) | 151 | 142 | 170 |
Cancelled/Forfeitures (in shares) | -95 | -16 | -8 |
Vested (in shares) | -102 | -103 | -78 |
Unvested at end of year (in shares) | 214 | 260 | 237 |
Weighted Average Grant Date Fair Value | |||
Unvested at beginning of period (in dollars per share) | $45.58 | $35.45 | $30.33 |
Granted (in dollars per share) | $56.79 | $54.80 | $37.62 |
Cancelled/Forfeitures (in dollars per share) | $46.83 | $37.44 | $30.66 |
Vested (in dollars per share) | $44.87 | $35.25 | $30.61 |
Unvested at end of period (in dollars per share) | $53.74 | $45.58 | $35.45 |
Other Disclosures | |||
Total fair value of shares vested | 5.9 | 5.6 | 2.5 |
Total unrecognized compensation cost related to the unvested awards | 9 | ||
Total weighted average remaining term of unvested awards | 1 year 8 months 12 days | ||
Compensation cost recognized | 4.8 | 5.1 | 3.1 |
Aggregate intrinsic value of restricted stock granted and outstanding | 12.2 | ||
Second Amended and Restated 2004 Stock Incentive Plan | Restricted stock and deferred shares | Class A | |||
Other Disclosures | |||
Company's closing Common Stock price (in dollars per share) | $63.44 | ||
Management Stock Purchase Plan | Restricted stock | Class A | |||
Other Disclosures | |||
Company's closing Common Stock price (in dollars per share) | $63.44 | ||
Management Stock Purchase Plan | Restricted stock units (RSUs) | |||
Summary of unvested restricted stock and deferred shares activity and related information | |||
Granted (in shares) | 31 | 45 | 64 |
Cancelled/Forfeitures (in shares) | -32 | -14 | -110 |
Weighted Average Grant Date Fair Value | |||
Granted (in dollars per share) | $22.57 | $18.05 | $15.68 |
Other Disclosures | |||
Total unrecognized compensation cost related to the unvested awards | 0.6 | ||
Total weighted average remaining term of unvested awards | 1 year 4 months 24 days | ||
Compensation cost recognized | 0.5 | 0.7 | 0.8 |
Dividend declared and unpaid | $0.10 |
StockBased_Compensation_Detail3
Stock-Based Compensation (Details 4) (Management Stock Purchase Plan, Restricted stock units (RSUs), USD $) | 12 Months Ended | ||
In Millions, except Share data in Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Management Stock Purchase Plan | Restricted stock units (RSUs) | |||
RSU activity and related information | |||
Outstanding at beginning of period (in shares) | 132 | 196 | 392 |
Granted (in shares) | 31 | 45 | 64 |
Cancelled/Forfeitures (in shares) | -32 | -14 | -110 |
Settled (in shares) | -51 | -95 | -150 |
Outstanding at end of period (in shares) | 80 | 132 | 196 |
Vested at end of period (in shares) | 31 | 42 | 81 |
Weighted Average Purchase Price | |||
Outstanding at beginning of period (in dollars per share) | $27.46 | $22.88 | $18.74 |
Granted (in dollars per share) | $40.27 | $31.63 | |
Cancelled/Forfeitures (in dollars per share) | $31.58 | $28.35 | |
Settled (in dollars per share) | $25.41 | $19.19 | |
Outstanding at end of period (in dollars per share) | $32.08 | $27.46 | $22.88 |
Vested at end of period (in dollars per share) | $27.96 | $25.30 | $20.36 |
Weighted Average Intrinsic Value | |||
Outstanding at end of period (in dollars per share) | $31.36 | ||
Vested at end of period (in dollars per share) | $35.48 | ||
Aggregate intrinsic value of outstanding awards | $2.50 | ||
Aggregate intrinsic value of awards vested | 1.1 | ||
Aggregate intrinsic value of awards settled | $1.70 | $2.80 | $3.80 |
StockBased_Compensation_Detail4
Stock-Based Compensation (Details 5) (USD $) | 3 Months Ended | 12 Months Ended | ||||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 28, 2014 | Jun. 29, 2014 | Mar. 30, 2014 | Dec. 31, 2013 | Sep. 29, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
RSUs Vested | ||||||||||||
Common Stock, Dividends, Per Share, Cash Paid | $0.15 | $0.15 | $0.15 | $0.13 | $0.13 | $0.13 | $0.13 | $0.11 | $0.58 | $0.50 | $0.44 | |
Class A | ||||||||||||
RSUs Vested | ||||||||||||
Common Stock, Dividends, Per Share, Cash Paid | $0.58 | $0.50 | $0.44 | |||||||||
Class B | ||||||||||||
RSUs Vested | ||||||||||||
Common Stock, Dividends, Per Share, Cash Paid | $0.58 | $0.50 | $0.44 | |||||||||
Management Stock Purchase Plan | Restricted stock units (RSUs) | ||||||||||||
RSUs Outstanding | ||||||||||||
Number Outstanding (in shares) | 80 | 132 | 80 | 132 | 196 | 392 | ||||||
Weighted Average Purchase Price (in dollars per share) | $32.08 | $27.46 | $32.08 | $27.46 | $22.88 | $18.74 | ||||||
RSUs Vested | ||||||||||||
Number Vested (in shares) | 31 | 42 | 31 | 42 | 81 | |||||||
Weighted Average Purchase Price (in dollars per share) | $27.96 | $25.30 | $27.96 | $25.30 | $20.36 | |||||||
$13.25-$19.87 | Management Stock Purchase Plan | Restricted stock units (RSUs) | ||||||||||||
Information about RSUs outstanding | ||||||||||||
Low end of purchase price range (in dollars per share) | $13.25 | |||||||||||
High end of purchase price range (in dollars per share) | $19.87 | |||||||||||
RSUs Outstanding | ||||||||||||
Number Outstanding (in shares) | 1 | 1 | ||||||||||
Weighted Average Purchase Price (in dollars per share) | $19.87 | $19.87 | ||||||||||
RSUs Vested | ||||||||||||
Number Vested (in shares) | 1 | 1 | ||||||||||
Weighted Average Purchase Price (in dollars per share) | $19.87 | $19.87 | ||||||||||
$25.15-$26.51 | Management Stock Purchase Plan | Restricted stock units (RSUs) | ||||||||||||
Information about RSUs outstanding | ||||||||||||
Low end of purchase price range (in dollars per share) | $25.15 | |||||||||||
High end of purchase price range (in dollars per share) | $26.51 | |||||||||||
RSUs Outstanding | ||||||||||||
Number Outstanding (in shares) | 28 | 28 | ||||||||||
Weighted Average Purchase Price (in dollars per share) | $26.45 | $26.45 | ||||||||||
RSUs Vested | ||||||||||||
Number Vested (in shares) | 20 | 20 | ||||||||||
Weighted Average Purchase Price (in dollars per share) | $26.42 | $26.42 | ||||||||||
$31.63-$31.63 | Management Stock Purchase Plan | Restricted stock units (RSUs) | ||||||||||||
Information about RSUs outstanding | ||||||||||||
Low end of purchase price range (in dollars per share) | $31.63 | |||||||||||
High end of purchase price range (in dollars per share) | $40.27 | |||||||||||
RSUs Outstanding | ||||||||||||
Number Outstanding (in shares) | 51 | 51 | ||||||||||
Weighted Average Purchase Price (in dollars per share) | $35.45 | $35.45 | ||||||||||
RSUs Vested | ||||||||||||
Number Vested (in shares) | 10 | 10 | ||||||||||
Weighted Average Purchase Price (in dollars per share) | $31.63 | $31.63 |
Employee_Benefit_Plans_Details
Employee Benefit Plans (Details) (USD $) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Increase in pension liability | $0.70 | $17.10 | $0.70 | ||
Increase in net loss | 0.4 | 10.5 | 11 | 1.3 | 6.5 |
Income tax effect attributable to pension and other postretirement benefit plans | 0.3 | 6.6 | 6.9 | 0.8 | 4.1 |
Change in projected benefit obligation | |||||
Balance at beginning of the year | 126.3 | 126.3 | 138 | ||
Service cost | 0.7 | 0.5 | 0.6 | ||
Administration costs paid | -1.5 | -0.8 | |||
Interest cost | 5.9 | 5.4 | 5.7 | ||
Actuarial (gain) loss | 32.6 | -12.5 | |||
Benefits paid | -5.1 | -4.3 | |||
Balance at end of year | 158.9 | 158.9 | 126.3 | 138 | |
Change in fair value of plan assets | |||||
Balance at beginning of the year | 103.7 | 103.7 | 115.8 | ||
Actual (loss) gain on assets | 21.1 | -7.7 | |||
Employer contributions | 0.7 | 0.7 | |||
Administration costs paid | -1.5 | -0.8 | |||
Benefits paid | -5.1 | -4.3 | |||
Fair value of plan assets at end of the year | 118.9 | 118.9 | 103.7 | 115.8 | |
Funded status at end of year | -40 | -40 | -22.6 | ||
Amounts recognized in the consolidated balance sheet | |||||
Current liabilities | -40 | -40 | -0.6 | ||
Noncurrent liabilities | -22 | ||||
Net amount recognized | -40 | -40 | -22.6 | ||
Amounts recognized in accumulated other comprehensive income | |||||
Net actuarial loss recognized | 58.9 | 58.9 | 42.2 | ||
Information for pension plans with an accumulated benefit obligation in excess of plan assets | |||||
Projected benefit obligation | 158.9 | 158.9 | 126.3 | ||
Accumulated benefit obligation | 158.9 | 158.9 | 126.3 | ||
Fair value of plan assets | 118.9 | 118.9 | 103.7 | ||
Components of net periodic benefit cost | |||||
Service cost - administrative costs | 0.7 | 0.5 | 0.6 | ||
Interest costs on benefits obligation | 5.9 | 5.4 | 5.7 | ||
Expected return on assets | -6.3 | -6.8 | -6.9 | ||
Net actuarial loss amortization | 1.2 | 1 | 0.6 | ||
Net periodic benefit cost | 1.5 | 0.1 | |||
Estimated amount that will be amortized from accumulated other comprehensive income into net periodic benefit cost over the next year | |||||
Net actuarial loss | $1.50 | ||||
Pension Plan | |||||
Number of plans expects distribution | 2 | ||||
Minimum | SERP | |||||
Period to settle liabilities under SERP | 12 months | ||||
Maximum | SERP | |||||
Period to settle liabilities under SERP | 24 months |
Employee_Benefit_Plans_Details1
Employee Benefit Plans (Details 2) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
item | |||
Weighted-average assumptions used to determine benefit obligations | |||
Discount rate (as a percent) | 3.50% | 4.90% | |
Weighted-average assumptions used to determine net periodic benefit costs | |||
Discount rate (as a percent) | 4.90% | 4.00% | |
Original discount rate (as a percent) | 4.80% | ||
Long-term rate of return on assets (as a percent) | 6.00% | 6.00% | 6.50% |
Guidelines regarding allocation of assets | |||
Number of companies or government agencies in which the allocation of assets should not exceed 10% of the total fund | 1 | ||
Maximum allocation of assets in the securities of any one company or government agency (as a percent) | 10.00% | ||
Maximum allocation of assets in any one industry (as a percent) | 20.00% | ||
Number of industries in which the allocation of assets should be no more than 20% of the total fund | 1 | ||
Individual treasury securities (as a percent) | 50.00% | ||
Treasury bonds and notes, maximum (as a percent) | 100.00% | ||
Employee Benefit Plans | |||
Total (as a percent) | 100.00% | 100.00% | |
Equity securities | |||
Employee Benefit Plans | |||
Total (as a percent) | 4.20% | 9.40% | |
Debt securities | |||
Employee Benefit Plans | |||
Total (as a percent) | 94.00% | 85.10% | |
Other investments | |||
Employee Benefit Plans | |||
Total (as a percent) | 1.80% | 5.50% | |
Fixed income securities | |||
Employee Benefit Plans | |||
Total (as a percent) | 95.00% | ||
Equity securities and other investments | |||
Employee Benefit Plans | |||
Total (as a percent) | 5.00% |
Employee_Benefit_Plans_Details2
Employee Benefit Plans (Details 3) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Investments in the pension plan measured at fair value | |||
Total investments | $118.90 | $103.70 | $115.80 |
Information related to the Company's pension funds cash flow | |||
Employer contributions | 0.7 | 0.7 | |
Benefit Payments | 5.1 | 4.3 | |
Expected employer contributions in next fiscal year | 42.6 | ||
Expected benefit payments to be paid by the pension plans | |||
During fiscal year ending December 31, 2015 | 164.4 | ||
Money market funds | |||
Investments in the pension plan measured at fair value | |||
Total investments | 2 | 2 | |
U.S. equity securities | |||
Investments in the pension plan measured at fair value | |||
Total investments | 3.2 | 7.6 | |
Non-U.S. equity securities | |||
Investments in the pension plan measured at fair value | |||
Total investments | 1.2 | 1.3 | |
Other equity securities | |||
Investments in the pension plan measured at fair value | |||
Total investments | 0.5 | 0.7 | |
U.S. government debt securities | |||
Investments in the pension plan measured at fair value | |||
Total investments | 16.5 | ||
U.S. and non-U.S. corporate debt securities | |||
Investments in the pension plan measured at fair value | |||
Total investments | 110.7 | 70.9 | |
Other investments | |||
Investments in the pension plan measured at fair value | |||
Total investments | 1.3 | 4.7 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) | |||
Investments in the pension plan measured at fair value | |||
Total investments | 8.2 | 32.8 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Money market funds | |||
Investments in the pension plan measured at fair value | |||
Total investments | 2 | 2 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) | U.S. equity securities | |||
Investments in the pension plan measured at fair value | |||
Total investments | 3.2 | 7.6 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Non-U.S. equity securities | |||
Investments in the pension plan measured at fair value | |||
Total investments | 1.2 | 1.3 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Other equity securities | |||
Investments in the pension plan measured at fair value | |||
Total investments | 0.5 | 0.7 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) | U.S. government debt securities | |||
Investments in the pension plan measured at fair value | |||
Total investments | 16.5 | ||
Quoted Prices in Active Markets for Identical Assets (Level 1) | Other investments | |||
Investments in the pension plan measured at fair value | |||
Total investments | 1.3 | 4.7 | |
Significant Other Observable Inputs (Level 2) | |||
Investments in the pension plan measured at fair value | |||
Total investments | 110.7 | 70.9 | |
Significant Other Observable Inputs (Level 2) | U.S. and non-U.S. corporate debt securities | |||
Investments in the pension plan measured at fair value | |||
Total investments | $110.70 | $70.90 |
Employee_Benefit_Plans_Details3
Employee Benefit Plans (Details 4) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Employee Benefit Plans | |||
Base contribution as a percentage of employee gross pay (as a percent) | 2.00% | ||
Employer maximum match of an employee's contributions of first 4% of eligible compensation (as a percent) | 100.00% | ||
Percentage of eligible compensation, matched 100% by employer | 4.00% | ||
Company's matching contributions under certain 401(k) savings plans | $4.40 | $4.20 | $4 |
Employee Benefit Plans | |||
Charges for pension plans | 1.5 | 0.1 | |
Supplemental compensation agreement with Timothy P. Horne | |||
Supplemental compensation paid on an annual basis | 0.6 | 0.6 | 0.6 |
Minimum | |||
Supplemental compensation agreement with Timothy P. Horne | |||
Hours per year required to be worked as a consultant in return for certain annual compensation | 300 hours | ||
Maximum | |||
Supplemental compensation agreement with Timothy P. Horne | |||
Hours per year required to be worked as a consultant in return for certain annual compensation | 500 hours | ||
EMEA pension plans | |||
Employee Benefit Plans | |||
Charges for pension plans | $5.50 | $5.80 | $6 |
Contingencies_and_Environmenta1
Contingencies and Environmental Remediation (Details) (USD $) | 2 Months Ended | 0 Months Ended | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 12, 2013 | Dec. 31, 2014 | Sep. 28, 2014 | Dec. 31, 2013 |
item | |||||
Litigation contingencies | |||||
Reasonably possible loss in excess of the amount accrued for its legal contingencies | 5.8 | $5.80 | |||
Connector Class Action | |||||
Litigation contingencies | |||||
Number of class action complaints | 3 | ||||
Trabakoolas et al., v, Watts Water Technologies, Inc., et al. | |||||
Litigation contingencies | |||||
Total settlement amount | 23 | ||||
Possible loss | 14 | ||||
Insurance proceeds | 9 | ||||
Liability recorded | -8.8 | -8.8 | 22.6 | ||
Liability recorded, current | 12.7 | ||||
Liability recorded, noncurrent | 9.9 | ||||
Insurance proceeds, current assets | 9 | 9 | |||
Reduction in liability | $13.80 | ||||
Period for payment of remaining liability | 4 years | ||||
Asbestos Litigation | |||||
Litigation contingencies | |||||
Number of lawsuits the entity is defending in different jurisdictions | 240 |
Financial_Instruments_Details
Financial Instruments (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Apr. 27, 2006 | Jun. 18, 2010 |
In Millions, unless otherwise specified | ||||
Long-term debt | ||||
Gross carrying amount | $579.70 | $307.70 | ||
Estimated fair value | $599.30 | $333.40 | ||
5.85% Senior notes due 2016 | ||||
Senior notes | ||||
Interest rate (as a percent) | 5.85% | 5.85% | ||
5.05% Senior notes due 2020 | ||||
Senior notes | ||||
Interest rate (as a percent) | 5.05% | 5.05% | 5.05% |
Financial_Instruments_Details_
Financial Instruments (Details 2) (Fair value measured on a recurring basis, USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Fair Value Measurements at Reporting Date | ||
Financial assets, cash flow hedges | $0 | |
Total | ||
Assets | ||
Plan asset for deferred compensation | 4 | 4.6 |
Total assets | 4 | 4.6 |
Liabilities | ||
Plan liability for deferred compensation | 4 | 4.6 |
Contingent consideration | 2.5 | 4.4 |
Total liabilities | 6.5 | 9 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Assets | ||
Plan asset for deferred compensation | 4 | 4.6 |
Total assets | 4 | 4.6 |
Liabilities | ||
Plan liability for deferred compensation | 4 | 4.6 |
Total liabilities | 4 | 4.6 |
Significant Unobservable Inputs (Level 3) | ||
Liabilities | ||
Contingent consideration | 2.5 | 4.4 |
Total liabilities | $2.50 | $4.40 |
Financial_Instruments_Details_1
Financial Instruments (Details 3) (USD $) | 3 Months Ended | 12 Months Ended | |||
In Millions, unless otherwise specified | Mar. 30, 2014 | Jun. 30, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Tekmar | |||||
Reconciliation of changes in fair value of all financial assets and liabilities | |||||
Contingent liability of the acquisition date fair value | $5.10 | ||||
Contingent liability | 0 | ||||
Contingent liability in case of complete achievement of performance metrics | 8.2 | ||||
Portion of contingent consideration paid on achievement of performance metrics | 2.2 | 1.2 | 2.2 | 1.2 | |
Increase in fair value of contingent liability based on a revised estimate of the fair value of the contingent consideration | 0.5 | 1 | |||
Contingent consideration | |||||
Reconciliation of changes in fair value of all financial assets and liabilities | |||||
Balance at the beginning of the period | 4.4 | 4.4 | |||
Settlements | -2.2 | ||||
Total realized and unrealized (gains) losses included in Net earnings adjustments | 0.5 | ||||
Total realized and unrealized (gains) losses included in Comprehensive income | -0.2 | ||||
Balance at the ending of the period | $2.50 |
Financial_Instruments_Details_2
Financial Instruments (Details 4) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Derivative instruments | |||
Percentage of projected intercompany purchases hedged by forward exchange contracts | 50.00% | ||
Period of projected intercompany purchase transactions | 12 months | ||
Amount of Gain or (Loss) Recognized in Income on Derivatives | |||
Income from derivatives recorded to other expense (income), net in statement of operations | $0 | $0.10 | $0.10 |
Forward exchange contracts | Purchased contracts | Minimum | |||
Derivative instruments | |||
Notional amount | 0 | ||
Forward exchange contracts | Purchased contracts | Maximum | |||
Derivative instruments | |||
Notional amount | 10 | ||
Forward exchange contracts | Non designated | |||
Derivative instruments | |||
Notional amount | $1 |
Financial_Instruments_Details_3
Financial Instruments (Details 5) (USD $) | 12 Months Ended |
In Millions, unless otherwise specified | Dec. 31, 2014 |
Future minimum lease payments under capital leases | |
2015 | 1.3 |
2016 | 1.3 |
2017 | 1.3 |
2018 | 1.2 |
2019 | 1.2 |
Thereafter | 1.4 |
Total | 7.7 |
Less amount representing interest (at rates ranging from 4.3% to 7.0%) | 0.5 |
Present value of net minimum capital lease payments | 7.2 |
Less current installments of obligations under capital leases | 1.2 |
Obligations under capital leases, excluding current installments | 6 |
Future minimum lease payments under operating leases | |
2015 | 9.4 |
2016 | 7 |
2017 | 4.9 |
2018 | 2.9 |
2019 | 2.2 |
Thereafter | 6.8 |
Total | 33.2 |
Minimum | |
Capital Leases | |
Interest rate for capital leases (as a percent) | 4.30% |
Maximum | |
Capital Leases | |
Interest rate for capital leases (as a percent) | 7.00% |
Financial_Instruments_Details_4
Financial Instruments (Details 6) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Carrying amounts of assets under capital lease | ||
Gross assets under capital lease | $17.10 | $19.30 |
Less accumulated depreciation | -5 | -5.1 |
Net assets under capital lease | 12.1 | 14.2 |
Buildings | ||
Carrying amounts of assets under capital lease | ||
Gross assets under capital lease | 15.4 | 17.5 |
Machinery and equipment | ||
Carrying amounts of assets under capital lease | ||
Gross assets under capital lease | $1.70 | $1.80 |
Segment_Information_Details
Segment Information (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Millions, unless otherwise specified | Dec. 31, 2014 | Sep. 28, 2014 | Jun. 29, 2014 | Mar. 30, 2014 | Dec. 31, 2013 | Sep. 29, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
item | |||||||||||
Segment Information | |||||||||||
Number of geographic segments | 3 | ||||||||||
Segment information | |||||||||||
Net sales | $376.50 | $376 | $396 | $365.20 | $376 | $371.80 | $366.80 | $358.90 | $1,513.70 | $1,473.50 | $1,427.40 |
Operating income (loss) | 105.4 | 111.5 | 123.3 | ||||||||
Interest income | 0.7 | 0.6 | 0.7 | ||||||||
Interest expense | -19.9 | -21.5 | -24.6 | ||||||||
Other income (expense), net | -3.1 | -2.8 | 0.8 | ||||||||
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES | 83.1 | 87.8 | 100.2 | ||||||||
Identifiable assets (at end of period) | 1,948 | 1,740.20 | 1,948 | 1,740.20 | 1,709 | ||||||
Property, plant and equipment, net (at end of period) | 203.3 | 219.9 | 203.3 | 219.9 | 221.7 | ||||||
Capital expenditures | 23.7 | 27.7 | 30.5 | ||||||||
Depreciation and amortization | 48.1 | 48.9 | 48.5 | ||||||||
Number of product categories | 4 | ||||||||||
Residential & commercial flow control | |||||||||||
Segment information | |||||||||||
Net sales | 930.3 | 907.7 | 879.2 | ||||||||
HVAC & gas | |||||||||||
Segment information | |||||||||||
Net sales | 356.2 | 348.8 | 337 | ||||||||
Drains & water re-use | |||||||||||
Segment information | |||||||||||
Net sales | 144 | 140 | 138.8 | ||||||||
Water quality | |||||||||||
Segment information | |||||||||||
Net sales | 83.2 | 77 | 72.4 | ||||||||
Discontinued operations | |||||||||||
Segment information | |||||||||||
Identifiable assets (at end of period) | 11.7 | ||||||||||
Reportable segments | |||||||||||
Segment information | |||||||||||
Operating income (loss) | 141.3 | 140.6 | 149.7 | ||||||||
Corporate | |||||||||||
Segment information | |||||||||||
Operating income (loss) | -35.9 | -29.1 | -26.4 | ||||||||
Intersegment sales | |||||||||||
Segment information | |||||||||||
Net sales | 174.9 | 186.5 | 155.2 | ||||||||
Americas | |||||||||||
Segment information | |||||||||||
Net sales | 926.8 | 878.5 | 835 | ||||||||
Identifiable assets (at end of period) | 1,014.80 | 787.9 | 1,014.80 | 787.9 | 810.9 | ||||||
Property, plant and equipment, net (at end of period) | 90.1 | 85.8 | 90.1 | 85.8 | 80.6 | ||||||
Capital expenditures | 10.9 | 18 | 17.9 | ||||||||
Depreciation and amortization | 20.1 | 20.5 | 19.6 | ||||||||
Americas | U.S. | |||||||||||
Segment information | |||||||||||
Net sales | 849 | 788.7 | 747.4 | ||||||||
Property, plant and equipment, net (at end of period) | 86 | 81.1 | 86 | 81.1 | 75.1 | ||||||
Americas | Reportable segments | |||||||||||
Segment information | |||||||||||
Operating income (loss) | 110.3 | 84 | 90.7 | ||||||||
Americas | Intersegment sales | |||||||||||
Segment information | |||||||||||
Net sales | 6.3 | 5.4 | 5.3 | ||||||||
EMEA | |||||||||||
Segment information | |||||||||||
Net sales | 546.4 | 562.2 | 565.6 | ||||||||
Identifiable assets (at end of period) | 787.5 | 869.6 | 787.5 | 869.6 | 802.1 | ||||||
Property, plant and equipment, net (at end of period) | 100.1 | 119.8 | 100.1 | 119.8 | 126.3 | ||||||
Capital expenditures | 11.6 | 8.5 | 10.7 | ||||||||
Depreciation and amortization | 25.8 | 26 | 26.8 | ||||||||
EMEA | Reportable segments | |||||||||||
Segment information | |||||||||||
Operating income (loss) | 37.5 | 46.9 | 52.5 | ||||||||
EMEA | Intersegment sales | |||||||||||
Segment information | |||||||||||
Net sales | 13.3 | 10.2 | 10.9 | ||||||||
Asia Pacific | |||||||||||
Segment information | |||||||||||
Net sales | 40.5 | 32.8 | 26.8 | ||||||||
Identifiable assets (at end of period) | 145.7 | 82.7 | 145.7 | 82.7 | 84.3 | ||||||
Property, plant and equipment, net (at end of period) | 13.1 | 14.3 | 13.1 | 14.3 | 14.8 | ||||||
Capital expenditures | 1.2 | 1.2 | 1.9 | ||||||||
Depreciation and amortization | 2.2 | 2.4 | 2.1 | ||||||||
Asia Pacific | Reportable segments | |||||||||||
Segment information | |||||||||||
Operating income (loss) | -6.5 | 9.7 | 6.5 | ||||||||
Asia Pacific | Intersegment sales | |||||||||||
Segment information | |||||||||||
Net sales | $155.30 | $170.90 | $139 |
Accumulated_Other_Comprehensiv2
Accumulated Other Comprehensive Income (Loss) (Details) (USD $) | 3 Months Ended | |||||||
In Millions, unless otherwise specified | Dec. 31, 2014 | Sep. 28, 2014 | Jun. 29, 2014 | Mar. 30, 2014 | Dec. 31, 2013 | Sep. 29, 2013 | Jun. 30, 2013 | Mar. 31, 2013 |
Changes in accumulated other comprehensive income (loss) | ||||||||
Balance at the end of the period | ($89.10) | $12 | ||||||
Foreign Currency Translation | ||||||||
Changes in accumulated other comprehensive income (loss) | ||||||||
Balance at the beginning of the period | -15.1 | 29.3 | 33.6 | 37.9 | 26.4 | 2 | -5.5 | 14.4 |
Change in period | -37.9 | -44.4 | -4.3 | -4.3 | 11.5 | 24.4 | 7.5 | -19.9 |
Balance at the end of the period | -53 | -15.1 | 29.3 | 33.6 | 37.9 | 26.4 | 2 | -5.5 |
Pension Adjustment | ||||||||
Changes in accumulated other comprehensive income (loss) | ||||||||
Balance at the beginning of the period | -35.9 | -25.6 | -25.7 | -25.9 | -24.8 | -24.9 | -25 | -25.2 |
Change in period | -0.2 | -10.3 | 0.1 | 0.2 | -1.1 | 0.1 | 0.1 | 0.2 |
Balance at the end of the period | -36.1 | -35.9 | -25.6 | -25.7 | -25.9 | -24.8 | -24.9 | -25 |
Accumulated Other Comprehensive Income (Loss) | ||||||||
Changes in accumulated other comprehensive income (loss) | ||||||||
Balance at the beginning of the period | -51 | 3.7 | 7.9 | 12 | 1.6 | -22.9 | -30.5 | -10.8 |
Change in period | -38.1 | -54.7 | -4.2 | -4.1 | 10.4 | 24.5 | 7.6 | -19.7 |
Balance at the end of the period | ($89.10) | ($51) | $3.70 | $7.90 | $12 | $1.60 | ($22.90) | ($30.50) |
Quarterly_Financial_Informatio2
Quarterly Financial Information (unaudited) (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||||
In Millions, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2014 | Sep. 28, 2014 | Jun. 29, 2014 | Mar. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2013 | Sep. 29, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Net sales | $376.50 | $376 | $396 | $365.20 | $376 | $371.80 | $366.80 | $358.90 | $1,513.70 | $1,473.50 | $1,427.40 | ||
Gross profit | 131.4 | 138.1 | 139 | 133.3 | 130.9 | 133.9 | 132.8 | 128.9 | 541.8 | 526.5 | 513.5 | ||
Income from continuing operations | -7.7 | 22.6 | 21.3 | 14.1 | 8.2 | 17.5 | 18.9 | 16.3 | |||||
Net income | -7.7 | 22.6 | 21.3 | 14.1 | 8.2 | 15.4 | 18.9 | 16.1 | 50.3 | 58.6 | 68.4 | ||
BASIC EPS | |||||||||||||
Income from continuing operations (in dollars per share) | ($0.22) | $0.64 | $0.60 | $0.40 | $0.23 | $0.49 | $0.53 | $0.46 | $1.42 | $1.72 | $1.96 | ||
Net income (in dollars per share) | ($0.22) | $0.64 | $0.60 | $0.40 | $0.23 | $0.43 | $0.53 | $0.45 | $1.42 | $1.65 | $1.90 | ||
DILUTED EPS | |||||||||||||
Income from continuing operations (in dollars per share) | ($0.22) | $0.64 | $0.60 | $0.40 | $0.23 | $0.49 | $0.53 | $0.46 | $1.42 | $1.71 | $1.95 | ||
Net income (in dollars per share) | ($0.22) | $0.64 | $0.60 | $0.40 | $0.23 | $0.43 | $0.53 | $0.45 | $1.42 | $1.65 | $1.90 | ||
Dividends declared per common share (in dollars per share) | $0.15 | $0.15 | $0.15 | $0.13 | $0.13 | $0.13 | $0.13 | $0.11 | $0.58 | $0.50 | $0.44 | ||
Net settlement expense recorded for Trabakoolas et al., v. Watts Water Technologies litigation | 13.6 | ||||||||||||
Impairment charges on Indefinite lived trade names | 1.3 | 0.7 | 0.4 | ||||||||||
Restructuring expense | 8 | 15.2 | 8.7 | 4.2 | |||||||||
Customer rebate expense | 3 | ||||||||||||
Aerco | |||||||||||||
DILUTED EPS | |||||||||||||
Acquisition costs | 4.5 | ||||||||||||
Trade name | |||||||||||||
DILUTED EPS | |||||||||||||
Impairment charges on Indefinite lived trade names | 1.3 | ||||||||||||
Asia Pacific | |||||||||||||
DILUTED EPS | |||||||||||||
Goodwill Impairment Charge | 12.9 | ||||||||||||
Europe Middle East and Africa and Americas [Member] | |||||||||||||
DILUTED EPS | |||||||||||||
Deployment costs | $3.50 |
Subsequent_Events_Details
Subsequent Events (Details) (USD $) | 3 Months Ended | 12 Months Ended | 0 Months Ended | |||||||||||
In Millions, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2014 | Sep. 28, 2014 | Jun. 29, 2014 | Mar. 30, 2014 | Dec. 31, 2013 | Sep. 29, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Feb. 17, 2015 | Feb. 12, 2015 |
Subsequent events | ||||||||||||||
Net sales | $376.50 | $376 | $396 | $365.20 | $376 | $371.80 | $366.80 | $358.90 | $1,513.70 | $1,473.50 | $1,427.40 | |||
Pre-tax restructuring charges | 15.2 | 15.2 | 10 | 5.2 | ||||||||||
Indefinite-lived intangible asset impairment | 0.5 | 0.5 | ||||||||||||
Other transformation and deployment costs | 1.8 | 1.8 | ||||||||||||
Income tax benefit | 32.8 | 26.9 | 29.8 | |||||||||||
Net after tax charges | 8 | 15.2 | 8.7 | 4.2 | ||||||||||
Americas and Asia Pacific | ||||||||||||||
Subsequent events | ||||||||||||||
Goodwill Impairment Charge | 12.9 | 12.9 | ||||||||||||
Asia Pacific | ||||||||||||||
Subsequent events | ||||||||||||||
Goodwill Impairment Charge | 12.9 | |||||||||||||
Subsequent event | Americas and Asia Pacific | ||||||||||||||
Subsequent events | ||||||||||||||
Net gain on property sales | 5 | |||||||||||||
Increase in consolidated operating margin | 1.00% | |||||||||||||
Subsequent event | Asia Pacific | ||||||||||||||
Subsequent events | ||||||||||||||
Income tax benefit | 0 | |||||||||||||
Subsequent event | Minimum | Americas and Asia Pacific | ||||||||||||||
Subsequent events | ||||||||||||||
Net sales | 175 | |||||||||||||
Expected pre-tax charge | 40 | |||||||||||||
Expected non-cash charges | 25 | |||||||||||||
Net after tax charges | 30 | |||||||||||||
Subsequent event | Minimum | Americas and Asia Pacific | Severance | ||||||||||||||
Subsequent events | ||||||||||||||
Expected pre-tax charge | 8 | |||||||||||||
Subsequent event | Minimum | Americas and Asia Pacific | Facility exit and other | ||||||||||||||
Subsequent events | ||||||||||||||
Expected pre-tax charge | 3 | |||||||||||||
Subsequent event | Minimum | Americas and Asia Pacific | Asset write-downs | ||||||||||||||
Subsequent events | ||||||||||||||
Expected pre-tax charge | 8 | |||||||||||||
Subsequent event | Minimum | Americas and Asia Pacific | All other associated costs | ||||||||||||||
Subsequent events | ||||||||||||||
Expected pre-tax charge | 5.8 | |||||||||||||
Subsequent event | Maximum | Americas and Asia Pacific | ||||||||||||||
Subsequent events | ||||||||||||||
Net sales | 200 | |||||||||||||
Expected pre-tax charge | 50 | |||||||||||||
Expected non-cash charges | 30 | |||||||||||||
Net after tax charges | 40 | |||||||||||||
Subsequent event | Maximum | Americas and Asia Pacific | Severance | ||||||||||||||
Subsequent events | ||||||||||||||
Expected pre-tax charge | 10 | |||||||||||||
Subsequent event | Maximum | Americas and Asia Pacific | Facility exit and other | ||||||||||||||
Subsequent events | ||||||||||||||
Expected pre-tax charge | 4 | |||||||||||||
Subsequent event | Maximum | Americas and Asia Pacific | Asset write-downs | ||||||||||||||
Subsequent events | ||||||||||||||
Expected pre-tax charge | 10 | |||||||||||||
Subsequent event | Maximum | Americas and Asia Pacific | All other associated costs | ||||||||||||||
Subsequent events | ||||||||||||||
Expected pre-tax charge | $10.80 | |||||||||||||
Subsequent event | Class A | ||||||||||||||
Subsequent events | ||||||||||||||
Quarterly dividend declared (in dollars per share) | $0.15 | |||||||||||||
Subsequent event | Class B | ||||||||||||||
Subsequent events | ||||||||||||||
Quarterly dividend declared (in dollars per share) | ($0.15) |
Schedule_IIValuation_and_Quali1
Schedule II-Valuation and Qualifying Accounts (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Allowance for doubtful accounts | |||
Changes in valuation and qualifying accounts | |||
Balance At Beginning of Period | $9.70 | $9.50 | $8.90 |
Additions Charged To Expense | 2.4 | 1.2 | 1.2 |
Additions Charged To Other Accounts | 0.2 | 1 | |
Deductions | -1.5 | -1.2 | -1.6 |
Balance At End of Period | 10.6 | 9.7 | 9.5 |
Reserve for excess and obsolete inventories | |||
Changes in valuation and qualifying accounts | |||
Balance At Beginning of Period | 27.9 | 26.8 | 26 |
Additions Charged To Expense | 8.6 | 8.1 | 6.6 |
Additions Charged To Other Accounts | 0.3 | 0.4 | |
Deductions | -7.2 | -7.3 | -6.2 |
Balance At End of Period | $29.30 | $27.90 | $26.80 |
Uncategorized_Items
Uncategorized Items | 1/1/14 | |||
USD ($) | ||||
[us-gaap_GoodwillGross] | 539,300,000 | 224,700,000 | 13,300,000 | 301,300,000 |
[us-gaap_GoodwillImpairedAccumulatedImpairmentLoss] | -24,500,000 | 24,500,000 |