Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2016 | Jul. 29, 2016 | |
Document Document And Entity Information [Abstract] | ||
Entity Registrant Name | STERICYCLE INC | |
Entity Central Index Key | 861,878 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | SRCL | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 85,041,964 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Current Assets: | ||
Cash and cash equivalents | $ 44,320 | $ 55,634 |
Short-term investments | 64 | 69 |
Accounts receivable, less allowance for doubtful accounts of $24,457 in 2016 and $22,329 in 2015 | 627,135 | 614,494 |
Prepaid expenses | 58,566 | 46,740 |
Other current assets | 40,277 | 44,891 |
Total Current Assets | 770,362 | 761,828 |
Property, plant and equipment, less accumulated depreciation of $479,907 in 2016 and $426,019 in 2015 | 707,060 | 665,602 |
Goodwill | 3,558,283 | 3,758,177 |
Intangible assets, less accumulated amortization of $220,398 in 2016 and $151,025 in 2015 | 2,078,234 | 1,842,561 |
Other assets | 32,429 | 36,995 |
Total Assets | 7,146,368 | 7,065,163 |
Current Liabilities: | ||
Current portion of long-term debt | 109,868 | 161,409 |
Accounts payable | 145,069 | 149,202 |
Accrued liabilities | 182,814 | 197,329 |
Deferred revenues | 17,132 | 16,989 |
Other current liabilities | 62,221 | 62,420 |
Total Current Liabilities | 517,104 | 587,349 |
Long-term debt, net of current portion | 3,008,588 | 3,040,352 |
Deferred income taxes | 705,873 | 608,272 |
Other liabilities | 85,724 | 81,352 |
Equity: | ||
Common stock (par value $0.01 per share, 120,000,000 shares authorized, 84,965,277 issued and outstanding in 2016 and 84,852,584 issued and outstanding in 2015) | 850 | 849 |
Additional paid-in capital | 1,183,140 | 1,143,020 |
Accumulated other comprehensive loss | (297,558) | (282,631) |
Retained earnings | 1,931,807 | 1,868,645 |
Total Stericycle, Inc.’s Equity | 2,818,247 | 2,729,891 |
Noncontrolling interest | 10,832 | 17,947 |
Total Equity | 2,829,079 | 2,747,838 |
Total Liabilities and Equity | 7,146,368 | 7,065,163 |
Series A Preferred Stock | ||
Equity: | ||
Preferred stock (par value $0.01 per share, 1,000,000 shares authorized), Mandatory Convertible Preferred Stock, Series A, 763,500 issued and outstanding in 2016 and 770,000 in 2015 | $ 8 | $ 8 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Accounts receivable, allowance for doubtful accounts | $ 24,457 | $ 22,329 |
Property, plant and equipment, accumulated depreciation | 479,907 | 426,019 |
Intangible assets, accumulated amortization | $ 220,398 | $ 151,025 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, authorized (in shares) | 120,000,000 | 120,000,000 |
Common stock, issued (in shares) | 84,965,277 | 84,852,584 |
Common stock, outstanding (in shares) | 84,965,277 | 84,852,584 |
Series A Preferred Stock | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, authorized (in shares) | 1,000,000 | 1,000,000 |
Preferred stock, issued (in shares) | 763,500 | 770,000 |
Preferred stock, outstanding (in shares) | 763,500 | 770,000 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF INCOME - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Income Statement [Abstract] | ||||
Revenues | $ 891,621 | $ 715,689 | $ 1,765,802 | $ 1,379,008 |
Costs and Expenses: | ||||
Cost of revenues (exclusive of depreciation shown below) | 486,915 | 396,793 | 969,271 | 764,133 |
Depreciation - cost of revenues | 23,611 | 14,072 | 46,252 | 28,720 |
Selling, general and administrative expenses (exclusive of depreciation and amortization shown below) | 222,378 | 136,752 | 424,866 | 351,615 |
Depreciation – selling, general and administrative expenses | 8,100 | 4,387 | 15,599 | 8,505 |
Amortization | 50,909 | 8,921 | 69,183 | 17,718 |
Total Costs and Expenses | 791,913 | 560,925 | 1,525,171 | 1,170,691 |
Income from Operations | 99,708 | 154,764 | 240,631 | 208,317 |
Other Income (Expense): | ||||
Interest income | 9 | 39 | 30 | 74 |
Interest expense | (24,367) | (16,429) | (48,429) | (35,062) |
Other expense, net | (2,118) | (1,604) | (3,369) | (2,202) |
Total Other Expense | (26,476) | (17,994) | (51,768) | (37,190) |
Income Before Income Taxes | 73,232 | 136,770 | 188,863 | 171,127 |
Income tax expense | 27,002 | 48,493 | 65,038 | 53,558 |
Net Income | 46,230 | 88,277 | 123,825 | 117,569 |
Less: net income attributable to noncontrolling interests | 196 | 447 | 1,005 | 799 |
Net Income Attributable to Stericycle, Inc. | 46,034 | 87,830 | 122,820 | 116,770 |
Less: mandatory convertible preferred stock dividend | 10,021 | 0 | 20,127 | 0 |
Less: gain on repurchase of preferred stock | (1,280) | 0 | (1,280) | 0 |
Net Income Attributable to Stericycle, Inc. Common Shareholders | $ 37,293 | $ 87,830 | $ 103,973 | $ 116,770 |
Earnings Per Common Share Attributable to Stericycle, Inc. Common Shareholders: | ||||
Basic (in dollars per share) | $ 0.44 | $ 1.03 | $ 1.23 | $ 1.37 |
Diluted (in dollars per share) | $ 0.43 | $ 1.02 | $ 1.21 | $ 1.35 |
Weighted Average Number of Common Shares Outstanding: | ||||
Basic (in shares) | 84,893,263 | 84,961,907 | 84,799,131 | 85,000,723 |
Diluted (in shares) | 85,760,686 | 86,221,034 | 85,798,892 | 86,292,816 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Net Income | $ 46,230 | $ 88,277 | $ 123,825 | $ 117,569 |
Other Comprehensive (Loss)/ Income: | ||||
Foreign currency translation adjustments | (32,946) | 24,560 | (15,782) | (39,941) |
Amortization of cash flow hedge into income, net of tax (($173) and ($55), and ($345) and ($109) for the three- and six- months ended June 30, 2016 and 2015, respectively) | 269 | 90 | 538 | 180 |
Change in fair value of cash flow hedge, net of tax (($132) and ($117), and $(221) and $2,498 for the three- and six- months ended June 30, 2016 and 2015, respectively) | 130 | 646 | 372 | (3,778) |
Total Other Comprehensive (Loss)/ Income | (32,547) | 25,296 | (14,872) | (43,539) |
Comprehensive Income | 13,683 | 113,573 | 108,953 | 74,030 |
Less: comprehensive income/ (loss) attributable to noncontrolling interests | 189 | 216 | 1,060 | (252) |
Comprehensive Income Attributable to Stericycle, Inc. Common Shareholders | $ 13,494 | $ 113,357 | $ 107,893 | $ 74,282 |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Amortization of cash flow hedge into income, tax | $ (173) | $ (55) | $ (345) | $ (109) |
Change in fair value of cash flow hedge, tax | $ (132) | $ (117) | $ (221) | $ 2,498 |
CONDENSED CONSOLIDATED STATEME7
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
OPERATING ACTIVITIES: | ||
Net Income | $ 123,825 | $ 117,569 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Stock compensation expense | 11,557 | 10,904 |
Excess tax benefit of stock options exercised | 0 | (10,899) |
Depreciation | 61,851 | 37,225 |
Amortization | 69,183 | 17,718 |
Deferred income taxes | 4,515 | (8,390) |
Other, net | (2,644) | 5,686 |
Changes in operating assets and liabilities, net of effect of acquisitions: | ||
Accounts receivable | (12,888) | (51,041) |
Accounts payable | (1,496) | 21,019 |
Accrued liabilities | (13,303) | 51,071 |
Deferred revenues | 305 | (3,156) |
Other assets and liabilities | 4,535 | (9,046) |
Net cash provided by operating activities | 245,440 | 178,660 |
INVESTING ACTIVITIES: | ||
Payments for acquisitions, net of cash acquired | (42,097) | (61,766) |
Proceeds from investments | 7 | 271 |
Proceeds from sale of property and equipment | 1,355 | 0 |
Capital expenditures | (67,133) | (46,794) |
Net cash used in investing activities | (107,868) | (108,289) |
FINANCING ACTIVITIES: | ||
Repayments of long-term debt and other obligations | (31,789) | (39,590) |
Proceeds from foreign bank debt | 27,619 | 18,363 |
Repayments of foreign bank debt | (36,953) | (43,769) |
Proceeds from term loan | 0 | 250,000 |
Repayment of term loan | (250,000) | 0 |
Proceeds from senior credit facility | 902,817 | 879,024 |
Repayments of senior credit facility | (715,653) | (1,072,468) |
Payments of capital lease obligations | (2,605) | (1,951) |
Payment of cash flow hedge | 0 | (8,833) |
Payments for repurchase of common stock | (40,814) | (85,149) |
Payments for repurchase of convertible preferred stock | (5,025) | 0 |
Proceeds from issuance of common stock | 30,308 | 39,208 |
Dividends paid on mandatory convertible preferred stock | (20,127) | 0 |
Excess tax benefit of stock options exercised | 0 | 10,899 |
Payments to noncontrolling interests | (6,961) | (2,603) |
Net cash used in financing activities | (149,183) | (56,869) |
Effect of exchange rate changes on cash and cash equivalents | 297 | (2,782) |
Net (decrease)/ increase in cash and cash equivalents | (11,314) | 10,720 |
Cash and cash equivalents at beginning of period | 55,634 | 22,236 |
Cash and cash equivalents at end of period | 44,320 | 32,956 |
NON-CASH INVESTING ACTIVITIES: | ||
Issuances of obligations for acquisitions | $ 23,069 | $ 47,827 |
CONDENSED CONSOLIDATED STATEME8
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY - USD ($) shares in Thousands, $ in Thousands | Total | Preferred StockSeries A Preferred Stock | Common Stock | Additional Paid-In Capital | Retained Earnings | Accumulated Other Comprehensive Income (Loss) | Noncontrolling Interest |
Beginning Balance (in shares) at Dec. 31, 2014 | 84,884 | ||||||
Beginning Balance at Dec. 31, 2014 | $ 1,917,185 | $ 849 | $ 289,211 | $ 1,743,371 | $ (138,419) | $ 22,173 | |
Net Income | 268,013 | 267,046 | 967 | ||||
Currency translation adjustment | (140,648) | (140,809) | 161 | ||||
Change in qualifying cash flow hedge, net of tax | (3,403) | (3,403) | |||||
Issuance of common stock for exercise of options, restricted stock units and employee stock purchases (in shares) | 973 | ||||||
Issuance of common stock for exercise of options, restricted stock units and employee stock purchases | 68,640 | $ 10 | 68,630 | ||||
Issuance of mandatory convertible preferred stock (in shares) | 770 | ||||||
Issuance of mandatory convertible preferred stock | 746,900 | $ 8 | 746,892 | ||||
Purchase and cancellation of common stock (in shares) | (1,004) | ||||||
Purchase and cancellation of common stock | (131,676) | $ (10) | (131,666) | ||||
Preferred stock dividend | (10,106) | (10,106) | |||||
Stock compensation expense | 21,750 | 21,750 | |||||
Excess tax benefit of stock options exercised | 16,897 | 16,897 | |||||
Reduction to noncontrolling interests due to additional ownership | (5,714) | (360) | (5,354) | ||||
Ending Balance (in shares) at Dec. 31, 2015 | 770 | 84,853 | |||||
Ending Balance at Dec. 31, 2015 | 2,747,838 | $ 8 | $ 849 | 1,143,020 | 1,868,645 | (282,631) | 17,947 |
Net Income | 123,825 | 122,820 | 1,005 | ||||
Currency translation adjustment | (15,782) | (15,837) | 55 | ||||
Change in qualifying cash flow hedge, net of tax | 910 | 910 | |||||
Issuance of common stock for exercise of options, restricted stock units and employee stock purchases (in shares) | 473 | ||||||
Issuance of common stock for exercise of options, restricted stock units and employee stock purchases | 34,460 | $ 4 | 34,456 | ||||
Purchase and cancellation of common stock (in shares) | (361) | ||||||
Purchase and cancellation of common stock | (40,814) | $ (3) | (40,811) | ||||
Purchase and cancellation of convertible preferred stock (in shares) | (6) | ||||||
Purchase and cancellation of convertible preferred stock | (5,025) | $ 0 | (6,305) | 1,280 | |||
Preferred stock dividend | (20,127) | (20,127) | |||||
Stock compensation expense | 11,557 | 11,557 | |||||
Reduction to noncontrolling interests due to additional ownership | (7,763) | 412 | (8,175) | ||||
Ending Balance (in shares) at Jun. 30, 2016 | 764 | 84,965 | |||||
Ending Balance at Jun. 30, 2016 | $ 2,829,079 | $ 8 | $ 850 | $ 1,183,140 | $ 1,931,807 | $ (297,558) | $ 10,832 |
RESTATEMENT
RESTATEMENT | 6 Months Ended |
Jun. 30, 2016 | |
Accounting Changes And Error Corrections [Abstract] | |
RESTATEMENT | NOTE A1 — RESTATEMENT The unaudited quarterly financial data for the three and six months ended June 30, 2015 has been restated for errors related to the timing of recognition of loss reserves between quarterly periods associated with the Company’s settlement of the previously disclosed TCPA Action and Qui Tam Action. The Company determined that the estimated loss contingency for the three and six months ended June 30, 2015 was overstated by $45.0 million and understated by $28.5 million, respectively, resulting in an understatement of net income of $27.4 million and an overstatement of $19.1 million for the three month and six months ended June 30, 2015, respectively. The Company’s Condensed Consolidated Statements of Income; Condensed Consolidated Statements of Comprehensive Income; Condensed Consolidated Statements of Cash Flows; Note 5 - Income Taxes; Note 8 - Earnings Per Common Share; and Note 12 - Geographic Information; included in this Form 10-Q have been restated to correct the misstatements described above. The following are previously reported and restated balances of affected line items in the Condensed Consolidated Statement of Income and Condensed Consolidated Statement of Comprehensive Income, and the Condensed Consolidated Statement of Cash Flows for the three and six months ended June 30, 2015 (Unaudited). Condensed Consolidated Statement of Income Three Months Ended June 30, 2015 Six Months Ended June 30, 2015 As Reported Adjustment Restated As Reported Adjustment Restated Selling, general and administrative expenses (exclusive of depreciation and amortization) $ 181,752 $ (45,000 ) $ 136,752 $ 323,115 $ 28,500 $ 351,615 Total costs and expenses 605,925 (45,000 ) 560,925 1,142,191 28,500 1,170,691 Income from operations 109,764 45,000 154,764 236,817 (28,500 ) 208,317 Income before income taxes 91,770 45,000 136,770 199,627 (28,500 ) 171,127 Income tax expense 30,874 17,619 48,493 62,921 (9,363 ) 53,558 Net income 60,896 27,381 88,277 136,706 (19,137 ) 117,569 Net income attributable to Stericycle, Inc. 60,449 27,381 87,830 135,907 (19,137 ) 116,770 EPS – basic 0.71 0.32 1.03 1.60 (0.23 ) 1.37 EPS – diluted 0.70 0.32 1.02 1.57 (0.22 ) 1.35 Condensed Consolidated Statement of Comprehensive Income Three Months Ended June 30, 2015 Six Months Ended June 30, 2015 As Reported Adjustment Restated As Reported Adjustment Restated Net income $ 60,896 $ 27,381 $ 88,277 $ 136,706 $ (19,137 ) $ 117,569 Comprehensive income/ (loss) 86,192 27,381 113,573 93,167 (19,137 ) 74,030 Comprehensive income/ (loss) attributable to Stericycle, Inc. 85,976 27,381 113,357 93,419 (19,137 ) 74,282 Condensed Consolidated Statement of Cash Flows Six Months Ended June 30, 2015 As Reported Adjustment Restated Net income $ 136,706 $ (19,137 ) $ 117,569 Deferred income taxes 973 (9,363 ) (8,390 ) Accrued liabilities 22,571 28,500 51,071 |
BASIS OF PRESENTATION
BASIS OF PRESENTATION | 6 Months Ended |
Jun. 30, 2016 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
BASIS OF PRESENTATION | NOTE 1 – BASIS OF PRESENTATION The accompanying condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in annual consolidated financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations. However, the Company believes the disclosures included in the accompanying condensed consolidated financial statements are adequate to make the information presented not misleading. In our opinion, all adjustments necessary for a fair presentation for the periods presented have been reflected and are of a normal recurring nature. These condensed consolidated financial statements should be read in conjunction with the Stericycle, Inc. and Subsidiaries Consolidated Financial Statements and notes thereto for the year ended December 31, 2015, as filed with our Annual Report on Form 10-K for the year ended December 31, 2015. The results of operations for the six months ended June 30, 2016 are not necessarily indicative of the results that may be achieved for the entire year ending December 31, 2016. There were no material changes in the Company’s significant accounting policies since the filing of its 2015 Form 10-K. As discussed in the 2015 Form 10-K, the preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States requires management to make certain estimates and assumptions that affect the amount of reported assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and revenues and expenses during the periods reported. Actual results may differ from those estimates. Certain amounts in previously issued financial statements have been reclassified to conform to the current period presentation. We have evaluated subsequent events through the date of filing this quarterly report on Form 10-Q. No events have occurred that would require adjustment to or disclosure in the condensed consolidated financial statements. |
ACQUISITIONS
ACQUISITIONS | 6 Months Ended |
Jun. 30, 2016 | |
Business Combinations [Abstract] | |
ACQUISITIONS | NOTE 2 – ACQUISITIONS The following table summarizes the locations of our acquisitions for the six months ended June 30, 2016: Acquisition Locations 2016 United States 11 Republic of Korea 1 Romania 2 Spain 2 United Kingdom 1 Total 17 During the quarter ended March 31, 2016, we completed seven acquisitions. Domestically, we acquired 100% of the stock of one regulated waste business and selected assets of four secure information destruction businesses. Internationally, we acquired selected assets of one regulated waste business in Romania and one in Spain. During the quarter ended June 30, 2016, we completed ten acquisitions. Domestically, we acquired selected assets of three regulated waste businesses and three secure information destruction businesses. Internationally, we acquired selected assets of one regulated waste business in each of the Republic of Korea, Romania, Spain and the United Kingdom. The following table summarizes the acquisition date fair value of consideration transferred for acquisitions completed during the six months ended June 30, 2016: In thousands Six Months Ended June 30, 2016 Cash $ 32,651 Promissory notes 23,238 Deferred consideration 1,545 Contingent consideration 75 Total purchase price $ 57,509 For financial reporting purposes, our acquisitions were accounted for using the acquisition method of accounting. These acquisitions resulted in the recognition of goodwill in our financial statements reflecting the premium paid to acquire businesses that we believe are complementary to our existing operations and fit our growth strategy. During the six months ended June 30, 2016, we recognized an increase in goodwill of $33.6 million related to current year acquisitions, excluding the effect of foreign currency translation, of which $29.2 million was assigned to our Domestic Regulated Waste and Compliance Services (“Domestic RCS”) reportable segment and $4.4 million was assigned to our International Regulated Waste and Compliance Services (“International RCS”) reportable segment (see Note 9 – Goodwill and Other Intangible Assets). Approximately $28.8 million of the goodwill recognized from current year acquisitions will be deductible for tax purposes. During the six months ended June 30, 2016, we recognized an increase in intangible assets from current year acquisitions of $18.9 million, excluding the effect of foreign currency translation. We recognized $18.1 million for the estimated fair value of acquired customer relationships with amortizable lives of 10 to 40 years, and $0.8 million for a covenant not-to-compete with an amortizable life of 5 years. The fair value of consideration transferred in business combinations is allocated to the tangible and intangible assets acquired and liabilities assumed at the acquisition date, with the remaining unallocated amount recorded as goodwill. The allocations of the acquisition price for recent acquisitions have been prepared on a preliminary basis, pending completion of certain intangible asset valuations and finalization of the opening balance sheet. The following table summarizes the preliminary purchase price allocation for current period acquisitions during the six months ended June 30, 2016: In thousands Six Months Ended June 30, 2016 Fixed assets $ 5,069 Intangibles 18,853 Goodwill 33,593 Accounts receivable 1,275 Net other assets/ (liabilities) 8 Current liabilities (239 ) Net deferred tax liabilities (1,050 ) Total purchase price allocation $ 57,509 During the six months ended June 30, 2016 and 2015, the Company incurred $5.6 million and $6.3 million, respectively, of acquisition related expenses. These expenses are included in “Selling, general and administrative expenses” (“SG&A”) on our Condensed Consolidated Statements of Income. The results of operations of these acquired businesses have been included in the Condensed Consolidated Statements of Income from the date of the acquisition. Pro forma results of operations for these acquisitions are not presented because the pro forma effects, individually or in the aggregate, were not material to the Company’s consolidated results of operations. The following table summarizes the adjustments to the consideration transferred for prior year acquisitions and primarily includes $9.5 million of additional cash consideration paid during the six months ended June 30, 2016 as part of the final working capital adjustment for the 2015 Shred-it acquisition: In thousands Six Months Ended June 30, 2016 Cash $ 9,446 Promissory notes (1,789 ) Total purchase price $ 7,657 The following table summarizes these adjustments by major assets acquired and liabilities assumed for prior year acquisitions: In thousands Shred-it Acquisition Other Prior Year Acquisitions Total Changes Fixed assets $ 31,861 $ (165 ) $ 31,696 Intangibles 277,000 17,792 294,792 Goodwill (209,958 ) (14,165 ) (224,123 ) Accounts receivable (1,085 ) 776 (309 ) Net other assets — 147 147 Current liabilities (713 ) (1,343 ) (2,056 ) Net deferred tax liabilities (87,637 ) (4,853 ) (92,490 ) Total purchase price allocation $ 9,468 $ (1,811 ) $ 7,657 During the second quarter of 2016, we recorded various adjustments to our provisional amounts for the Shred-it acquisition. The transactions have been accounted for using the acquisition method of accounting, which requires, among other things, that assets acquired and liabilities assumed be recognized at their fair values as of the acquisition date. The purchase price allocation is preliminary until we complete our assessment. As of June 30, 2016, the following recognized amounts are subject to change: · amounts for certain balances included in working capital pending receipt of certain information that could affect provisional amounts recorded; · amounts for intangibles assets and property, plant and equipment, pending finalization of valuation efforts as well as the completion of procedures confirming the existence and condition of certain property, plant and equipment assets; · amounts for income tax liabilities, pending finalization of estimates and assumptions in respect of certain tax aspects of the transaction; and · amount of goodwill pending the completion of the valuation of the assets acquired and liabilities assumed. We will finalize the amounts recognized as we obtain the information necessary to complete the analysis. We expect to finalize these amounts as soon as possible but no later than one year from the acquisition date. We do not anticipate material changes in the purchase price allocation of other prior year acquisitions. |
NEW ACCOUNTING STANDARDS
NEW ACCOUNTING STANDARDS | 6 Months Ended |
Jun. 30, 2016 | |
Accounting Changes And Error Corrections [Abstract] | |
NEW ACCOUNTING STANDARDS | NOTE 3 – NEW ACCOUNTING STANDARDS Accounting Standards Recently Adopted Compensation - Stock Compensation On January 1, 2016, the Company adopted the guidance in Accounting Standards Update (ASU) No. 2016-09, “Compensation - Stock Compensation (Topic 718) - Improvements to Employee Share-Based Payment Accounting.” Interest-Imputation of Interest The Company adopted the guidance in ASU No. 2015-03, "Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs" that requires debt issuance costs related to a recognized debt liability to be presented in the balance sheet as a direct deduction from the debt liability rather than as an asset. The guidance for recognition and measurement for debt issuance costs are not affected by the accounting standard update. The revised standard only affects presentation and therefore will not have an impact on the Company’s results of operations. At December 31, 2015, the Company reclassified $12.3 million of other assets to long-term debt, net of current portion to conform to the current period balance sheet presentation. Accounting Standards Issued But Not Yet Adopted Revenue From Contracts With Customers In May 2014, the FASB issued ASU No. 2014-09, "Revenue from Contracts with Customers" (Topic 606), Leases In February 2016, the FASB issued ASU No. 2016-02, “Leases” (Topic 842) |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 6 Months Ended |
Jun. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | NOTE 4 – FAIR VALUE MEASUREMENTS Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value hierarchy distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity's own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below: Level 1 – Quoted prices in active markets for identical assets or liabilities. Level 2 – Observable inputs other than quoted prices in active markets for identical assets and liabilities, quoted prices for identical or similar assets or liabilities in inactive markets, 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 – Inputs that are generally unobservable and typically reflect management’s judgment about the assumptions that market participants would use in pricing the asset or liability. Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. Our assessment of the significance of a particular input to the fair value measurement requires judgment, and may affect the valuation of assets and liabilities and their placement within the fair value hierarchy levels. The impact of creditworthiness and nonperformance risk has been considered in the fair value measurements presented below. There were no movements of items between fair value hierarchies. In thousands Fair Value Measurements Using Total as of June 30, 2016 Level 1 Inputs Level 2 Inputs Level 3 Inputs Assets: Cash and cash equivalents $ 44,320 $ 44,320 $ — $ — Short-term investments 64 $ 64 — — Derivative financial instruments 719 — 719 — Total assets $ 45,103 $ 44,384 $ 719 $ — Liabilities: Contingent consideration $ 23,357 $ — $ — $ 23,357 Total liabilities $ 23,357 $ — $ — $ 23,357 In thousands Fair Value Measurements Using Total as of December 31, 2015 Level 1 Inputs Level 2 Inputs Level 3 Inputs Assets: Cash and cash equivalents $ 55,634 $ 55,634 $ — $ — Short-term investments 69 69 — — Derivative financial instruments 1,207 — 1,207 — Total assets $ 56,910 $ 55,703 $ 1,207 $ — Liabilities: Contingent consideration $ 25,390 $ — $ — $ 25,390 Total liabilities $ 25,390 $ — $ — $ 25,390 For our derivative financial instruments we use a market approach valuation technique based on observable market transactions of spot and forward rates. We recorded a $0.7 million asset related to the fair value of the U.S. dollar - Canadian dollar foreign currency swap which was classified as other assets at June 30, 2016. The objective of the swap is to offset the foreign exchange risk to the U.S. dollar equivalent cash outflows for our Canadian subsidiary. We had contingent consideration liabilities recorded using Level 3 inputs in the amount of $23.4 million, of which $7.5 million was classified as current liabilities at June 30, 2016. Contingent consideration liabilities were $25.4 million at December 31, 2015 of which $9.1 million was classified as current liabilities. Contingent consideration represents amounts expected to be paid as part of acquisition consideration only if certain future events occur. These events are usually targets for revenues or earnings related to the business acquired. We arrive at the fair value of contingent consideration by applying a weighted probability of potential payment outcomes. The calculation of these potential outcomes is dependent on both past financial performance and management assumptions about future performance. If the financial performance measures were all fully met, our maximum liability would be $40.7 million at June 30, 2016. Contingent consideration liabilities are reassessed each quarter and are reflected in the Condensed Consolidated Balance Sheets as part of “Other current liabilities” and “Other liabilities”. Changes to contingent consideration are reflected in the table below: In thousands Contingent consideration at January 1, 2016 $ 25,390 Increases due to acquisitions 75 Decrease due to payments (1,169 ) Changes due to foreign currency fluctuations 1,705 Changes in fair value reflected in Selling, general, and administrative expenses (2,644 ) Contingent consideration at June 30, 2016 $ 23,357 Fair Value of Debt : At June 30, 2016, the fair value of the Company’s debt obligations was estimated, using Level 2 inputs, at $3.08 billion compare to a carrying amount of $3.13 billion. At December 31, 2015, the fair value of the Company’s debt obligations was estimated, using Level 2 inputs, at $3.22 billion compared to a carrying amount of $3.21 billion. The fair values were estimated using an income approach by applying market interest rates for comparable instruments. The Company has no current plans to retire a significant amount of its debt prior to maturity. |
INCOME TAXES
INCOME TAXES | 6 Months Ended |
Jun. 30, 2016 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | NOTE 5 – INCOME TAXES We file income tax returns in the U.S, in various states and in certain foreign jurisdictions. The Company has recorded accruals to cover certain unrecognized tax positions. Such unrecognized tax positions relate to additional taxes that the Company may be required to pay in various tax jurisdictions. During the course of examinations by various taxing authorities, proposed adjustments may be asserted. The Company evaluates such items on a case-by-case basis and adjusts the accrual for unrecognized tax positions as deemed necessary. During the quarter ended June 30, 2016, we had no material changes to our accruals related to previous or current uncertain tax positions. The effective tax rates for the quarters ended June 30, 2016 and 2015 were approximately 36.9% and 35.5%, respectively. The increase in the current quarter tax rate is primarily related to the recognition of deferred tax benefits in 2015. |
STOCK BASED COMPENSATION
STOCK BASED COMPENSATION | 6 Months Ended |
Jun. 30, 2016 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
STOCK BASED COMPENSATION | NOTE 6 – STOCK BASED COMPENSATION At June 30, 2016, we had the following active stock option and stock purchase plans: · the 2014 Incentive Stock Plan, which our stockholders approved in May 2014; · the 2011 Incentive Stock Plan, which our stockholders approved in May 2011; · the 2008 Incentive Stock Plan, which our stockholders approved in May 2008; · the 2005 Incentive Stock Plan, which our stockholders approved in April 2005; · the 2000 Non-statutory Stock Option Plan, which expired in February 2010; · the Employee Stock Purchase Plan (“ESPP”), which our stockholders approved in May 2001. Stock-Based Compensation Expense: The following table presents the total stock-based compensation expense resulting from stock option awards, restricted stock units (“RSUs”), and the ESPP included in the Condensed Consolidated Statements of Income: In thousands Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Cost of revenues – stock option plan $ 12 $ 22 $ 27 $ 45 Selling, general and administrative – stock option plan 4,585 4,650 9,337 9,379 Selling, general and administrative – RSUs 399 375 958 721 Selling, general and administrative – ESPP 456 370 1,235 759 Total pre-tax expense $ 5,452 $ 5,417 $ 11,557 $ 10,904 Stock Options: Stock option activity for the six months ended June 30, 2016 is summarized as follows: Number of Options Weighted Average Exercise Price per Share Weighted Average Remaining Contractual Life Total Aggregate Intrinsic Value (in years) (in thousands) Outstanding at beginning of year 5,334,803 $ 92.02 Granted 1,040,107 110.93 Exercised (437,584 ) 70.20 Forfeited (186,507 ) 116.07 Canceled or expired (7,950 ) 102.64 Outstanding at June 30, 2016 5,742,869 96.32 5.68 $ 85,756 Exercisable at June 30, 2016 3,153,185 82.22 4.75 $ 80,141 As of June 30, 2016, there was $39.3 million of total unrecognized compensation expense related to non-vested option awards, which is expected to be recognized over a weighted average period of 3.35 years. The following table sets forth the total intrinsic value of options exercised: Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Total intrinsic value of options exercised $ 7,021 $ 10,125 20,250 39,650 The total intrinsic value of options exercised represents the total pre-tax value (the difference between the sales price on that trading day the option was exercised and the exercise price associated with the respective option). The Company uses historical data to estimate expected life and volatility. The estimated fair value of stock options at the time of the grant using the Black-Scholes option pricing model was as follows: Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Stock options granted (shares) 31,538 74,742 1,040,107 935,276 Weighted average fair value at grant date (per share) $ 19.69 $ 22.18 $ 20.17 $ 22.80 Assumptions: Expected term (in years) 4.80 4.79 4.77 4.79 Expected volatility 20.96 % 15.98 % 18.11 % 16.58 % Expected dividend yield — % — % — % — % Risk free interest rate 1.26 % 1.43 % 1.22 % 1.44 % Restricted Stock Units: Restricted stock units (“RSUs”) vest annually, or at the end of three and five years. Our 2008, 2011 and 2014 Plans include a share reserve related to RSUs granted at a 2 -1 ratio. A summary of the status of our non-vested RSUs and changes during the six months ended June 30, 2016 are as follows : Number of Options Weighted Average Grant Date Fair Value Weighted Average Remaining Contractual Life Total Aggregate Intrinsic Value (in years) (in thousands) Non-vested at beginning of year 71,451 $ 101.29 Granted 59,072 109.99 Forfeited (17,850 ) 105.38 Non-vested at June 30, 2016 112,673 105.21 2.92 $ 11,732 As of June 30, 2016, there was $6.4 million of total unrecognized compensation expense related to RSUs, which is expected to be recognized over a weighted average period of 2.92 years. |
PREFERRED STOCK
PREFERRED STOCK | 6 Months Ended |
Jun. 30, 2016 | |
Equity [Abstract] | |
PREFERRED STOCK | NOTE 7 – PREFERRED STOCK At June 30, 2016, we had 1,000,000 authorized shares of preferred stock and 763,500 shares issued and outstanding of Mandatory Convertible Preferred Stock. During the three months ended June 30, 2016, we repurchased 65,000 depository shares of Mandatory Convertible Preferred Stock for $5.0 million at an average price per share of $77.31 per share which resulted in a $1.3 million gain because we redeemed the preferred stock at a discount. The 65,000 depository shares are equivalent to 6,500 units of preferred stock. Series A Mandatory Convertible Preferred Stock Offering: On September 15, 2015, we completed a registered public offering of 7,700,000 depositary shares, each representing a 1/10th interest in a share of our 5.25% Series A Mandatory Convertible Preferred Stock, par value $0.01 per share (the “Series A Preferred Stock”), at a public offering price of $100.00 per depository share for total gross proceeds of $770.0 million. Unless earlier converted or redeemed, each share of the Series A Preferred Stock will automatically convert into between 5.8716 and 7.3394 shares of our common stock, subject to anti-dilution and other adjustments, on the mandatory conversion date, which is expected to be September 15, 2018. The number of shares of our common stock issuable on conversion will be determined based on the volume-weighted average price of our common stock over the 20 trading day period commencing on and including the 23rd scheduled trading day prior to September 15, 2018. Subject to certain restrictions, at any time prior to September 15, 2018, holders of the Series A Preferred Stock may elect to convert all or a portion of their shares into common stock at the minimum conversion rate of 5.8716 shares of common stock per share of Series A Preferred Stock, subject to adjustment. Dividends on shares of the Series A Preferred Stock are payable on a cumulative basis when, as and if declared by our board of directors, or an authorized committee thereof, at an annual rate of 5.25% on the liquidation preference of $1,000 per share (and, correspondingly, $100.00 per share with respect to the depositary shares). The dividends may be payable in cash, or subject to certain limitations, in shares of our common stock or any combination of cash and shares of our common stock on March 15, June 15, September 15 and December 15 of each year, commencing on December 15, 2015, and to, and including, September 15, 2018. We declared and paid dividends of $10.0 million and $20.1 million to the preferred stock shareholders for the three and six months ended June 30, 2016, respectively. |
EARNINGS PER COMMON SHARE
EARNINGS PER COMMON SHARE | 6 Months Ended |
Jun. 30, 2016 | |
Earnings Per Share [Abstract] | |
EARNINGS PER COMMON SHARE | NOTE 8 – EARNINGS PER COMMON SHARE Basic earnings per share is computed by dividing income available to common shareholders by the weighted-average number of shares of common stock outstanding during the period. Diluted earnings per share is computed by dividing income available to common shareholders by the weighted-average number of shares of common stock outstanding during the period increased to include the number of additional shares of common stock that would have been outstanding if the potentially dilutive securities had been issued. Potentially dilutive securities include outstanding stock options, shares to be purchased under the Company’s employee stock purchase plan, RSUs, and the assumed conversion of mandatory convertible preferred stock. The effect of potentially dilutive securities is reflected in diluted earnings per share by application of the “treasury stock method” for outstanding restricted stock awards and stock options. Under the treasury stock method, an increase in the fair market value of the Company’s common stock can result in a greater dilutive effect from potentially dilutive securities. For the issue of the mandatory convertible preferred stock, we use the “if-converted method”. Under the if-converted method, the preferred dividend applicable to convertible preferred stock is added back as an adjustment to the numerator. The Mandatory Convertible Preferred shares are assumed to be converted to common shares at the beginning of the period or, if later, at the time of issuance, and the resulting common shares are included in the denominator. In applying the if-converted method, conversion shall not be assumed for purposes of computing diluted EPS if the effect would be anti-dilutive. The numerator is also adjusted for any premium or discount arising from redemption of the preferred stock. The following table sets forth the computation of basic and diluted earnings per share: In thousands, except share and per share data Three Months Ended June 30, Six Months Ended June 30, 2016 2015 (Restated) 2016 2015 (Restated) Numerator: Net income attributable to Stericycle, Inc. $ 46,034 $ 87,830 $ 122,820 $ 116,770 Less: mandatory convertible preferred stock dividend 10,021 — 20,127 — Less: gain on repurchase of preferred stock (1,280 ) — (1,280 ) — Numerator for basic earnings per share attributable to Stericycle, Inc. common shareholders $ 37,293 $ 87,830 $ 103,973 $ 116,770 Denominator: Denominator for basic earnings per share-weighted average shares 84,893,263 84,961,907 84,799,131 85,000,723 Effect of diluted securities: Employee stock based awards 867,423 1,259,127 999,761 1,292,093 Mandatory convertible preferred stock (1) — — — — Denominator for diluted earnings per share-adjusted weighted average shares and after assumed exercises 85,760,686 86,221,034 85,798,892 86,292,816 Earnings per share – Basic $ 0.44 $ 1.03 $ 1.23 $ 1.37 Earnings per share – Diluted $ 0.43 $ 1.02 $ 1.21 $ 1.35 (1) The weighted average common shares issuable upon the assumed conversion of the mandatory convertible preferred stock totaling 5,624,139 and 5,637,757 shares for the three and six months ended June 30, 2016 For additional information regarding outstanding employee stock options, see Note 6 - Stock Based Compensation. |
GOODWILL AND OTHER INTANGIBLE A
GOODWILL AND OTHER INTANGIBLE ASSETS | 6 Months Ended |
Jun. 30, 2016 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
GOODWILL AND OTHER INTANGIBLE ASSETS | NOTE 9 – GOODWILL AND OTHER INTANGIBLE ASSETS Goodwill and other identifiable indefinite lived intangibles are not amortized, but are subject to an annual impairment test, or more frequent testing if circumstances indicate that they may be impaired. Goodwill: During the second quarter of 2016, we changed the composition of our operating segments; see Note 12 – Segment Reporting for more information. Due to this change, part of our Domestic Regulated Waste and Compliance Services operating segment was combined with the legacy Domestic Regulated Recall and Returns Management Services operating segment to form a new operating segment, Domestic Communication and Related Services. Our three operating segments, which are also our reporting units, are: · Domestic Regulated Waste and Compliance Services, · Domestic Communication and Related Services, and · International Regulated Waste and Compliance Services. Goodwill was reassigned to the affected reporting units using a relative fair value approach. That is, the goodwill was assigned to the businesses in the Domestic Regulated Waste and Compliance Services reporting unit based on their relative fair values and then the assigned goodwill followed the business impacted by the reorganization into the new Domestic Communication and Related Services reporting unit. As a result of these changes in our segment reporting, all historical segment information has been revised to conform to the new presentation including our goodwill rollforward by segment. The changes in the carrying amount of goodwill since January 1, 2015, by reportable segment and for the "Other” category, were as follows: In thousands Domestic Regulated Waste and Compliance Services International Regulated Waste and Compliance Services Other Total Balance as of January 1, 2015 $ 1,467,969 $ 614,783 $ 336,080 $ 2,418,832 Goodwill acquired during the year 1,150,437 273,519 26,994 1,450,950 Purchase accounting allocation adjustments for prior year acquisitions (6,221 ) (19,072 ) (2,984 ) (28,277 ) Goodwill other changes — (440 ) — (440 ) Changes due to foreign currency fluctuations — (82,888 ) — (82,888 ) Balance as of December 31, 2015 2,612,185 785,902 360,090 3,758,177 Goodwill acquired during the year 29,171 4,422 — 33,593 Purchase accounting allocation adjustments for prior year acquisitions (128,076 ) (97,197 ) 1,150 (224,123 ) Changes due to foreign currency fluctuations — (9,364 ) — (9,364 ) Balance at June 30, 2016 $ 2,513,280 $ 683,763 $ 361,240 $ 3,558,283 Current year adjustments to goodwill are primarily due to updated tangible and intangible asset valuations for certain 2015 acquisitions. During the quarter ended June 30, 2016, we performed our annual goodwill impairment evaluation for our three reporting units: Domestic Regulated Waste and Compliance Services, Domestic Communication and Related Services, and International Regulated Waste and Compliance Services. We calculated the fair value of each of our reporting units using an income method and validated those results using a market approach by applying estimated EBITDA multiples to the EBITDA of the reporting units. The income approach uses expected future cash flows of each reporting unit and discounts those cash flows to present values. Expected future cash flows are calculated using management assumptions of growth rates, capital expenditures, and cost efficiencies. Future acquisitions are not included in the expected future cash flows. We use a discount rate based on our Company calculated weighted average cost of capital which is adjusted for each of our reporting units based on size and country risk premiums. The results of our goodwill impairment test using the market approach corroborated the results of the impairment test under the income approach and indicated the fair value of our reporting units exceeded their respective carrying values. Due to the change in reporting units during the second quarter, we analyzed goodwill for impairment immediately before and after we reorganized our reporting structure. As a result of this analysis, we concluded that goodwill related to the effected reporting units were not impaired. Other Intangible Assets: At June 30, 2016 and December 31, 2015, the values of other intangible assets were as follows: In thousands June 30, 2016 December 31, 2015 Gross Carrying Amount Accumulated Amortization Net Value Gross Carrying Amount Accumulated Amortization Net Value Amortizable intangibles: Customer relationships $ 1,539,892 $ 210,224 $ 1,329,668 $ 1,304,388 $ 144,020 $ 1,160,368 Covenants not-to-compete 9,875 6,137 3,738 6,878 5,141 1,737 Tradenames 7,513 1,540 5,973 3,819 948 2,871 Other 19,403 2,497 16,906 18,902 916 17,986 Indefinite lived intangibles: Operating permits 241,208 — 241,208 233,101 — 233,101 Tradenames 480,741 — 480,741 426,498 — 426,498 Total $ 2,298,632 $ 220,398 $ 2,078,234 $ 1,993,586 $ 151,025 $ 1,842,561 The changes in the carrying amount of intangible assets since January 1, 2015 were as follows: In thousands Total Balance as of January 1, 2015 $ 909,645 Intangible assets acquired during the year 1,016,775 Valuation adjustments for prior year acquisitions 35,241 Impairments during the year (4,177 ) Amortization during the year (45,498 ) Changes due to foreign currency fluctuations (69,425 ) Balance as of December 31, 2015 1,842,561 Intangible assets acquired during the year 18,853 Valuation adjustments for prior year acquisitions 294,792 Amortization during the year (69,183 ) Changes due to foreign currency fluctuations (8,789 ) Balance at June 30, 2016 $ 2,078,234 Under generally accepted accounting principles, a fair value must be assigned to all acquired assets based on a theoretical “market participant” regardless of the acquirer's intended use for those assets. This accounting treatment can lead to the recognition of losses when a company disposes of acquired assets. We complete our annual impairment analysis of our indefinite lived intangibles during the quarter ended December 31 of each year, or more frequently, if circumstances indicate that they may be impaired. Our finite-lived intangible assets are amortized over their useful lives. We have determined that our customer relationships have useful lives from 5 to 40 years based upon the type of customer, with a weighted average remaining useful life of 15.6 years. We have covenant not-to-compete intangibles with useful lives from 5 to 14 years, with a weighted average remaining useful life of 3.7 years. We have tradename intangibles with useful lives from 15 to 40 years, with a weighted average remaining useful life of 12.5 years. Other intangibles mainly consist of landfill air rights with a weighted average remaining useful life of 18.3 years. We have determined that our permits have indefinite lives due to our ability to renew these permits with minimal additional cost, and therefore these are not amortized. We also have a trade name that we have determined has an indefinite life. During the quarters ended June 30, 2016 and 2015, the aggregate amortization expense was $50.9 million and $8.9 million, respectively. We recorded approximately $30 million of additional amortization during the quarter due to an update to the valuation of the Shred-it intangibles. For the six months ended June 30, 2016 and 2015, the aggregate amortization expense was $69.2 million and $17.7 million, respectively. The estimated amortization expense for each of the next five years, assuming no additional amortizable intangible assets, is as follows for the years ended December 31: In thousands 2016 $ 123,660 2017 114,502 2018 114,453 2019 113,680 2020 112,703 Future amortization expense may fluctuate depending on changes in foreign currency rates, future acquisitions, or changes to the estimated amortizable life of the intangibles. The estimates for amortization expense noted above are based upon foreign exchange rates as of June 30, 2016. |
ENVIRONMENTAL REMEDIATION LIABI
ENVIRONMENTAL REMEDIATION LIABILITIES | 6 Months Ended |
Jun. 30, 2016 | |
Environmental Remediation Obligations [Abstract] | |
ENVIRONMENTAL REMEDIATION LIABILITIES | NOTE 10 – ENVIRONMENTAL REMEDIATION LIABILITIES We record a liability for environmental remediation when such liability becomes probable and the costs or damages can be reasonably estimated. We accrue environmental remediation costs, on an undiscounted basis, associated with identified sites where an assessment has indicated that cleanup costs are probable and can be reasonably estimated, but the timing of such payments is not fixed and determinable. Such accruals are based on currently available information, estimated timing of remedial actions, existing technology, and enacted laws and regulations. The liability for environmental remediation is included in the Condensed Consolidated Balance Sheets in current liabilities within “Accrued liabilities” and in non-current liabilities within “Other liabilities.” At June 30, 2016, the total environmental remediation liabilities recorded were $30.4 million, of which $2.8 million was classified as accrued liabilities and $27.6 million was classified as other liabilities. |
DEBT
DEBT | 6 Months Ended |
Jun. 30, 2016 | |
Debt Disclosure [Abstract] | |
DEBT | NOTE 11 – DEBT Long-term debt consisted of the following: In thousands June 30, 2016 December 31, 2015 Obligations under capital leases $ 13,574 $ 15,024 $1.20 billion senior credit facility weighted average rate 1.97%, due in 2019 531,065 353,763 $1.0 billion term loan weighted average rate 1.83%, due in 2020 1,000,000 1,250,000 $175 million private placement notes 3.89%, due in 2017 175,000 175,000 $125 million private placement notes 2.68%, due in 2019 125,000 125,000 $225 million private placement notes 4.47%, due in 2020 225,000 225,000 $150 million private placement notes 2.89%, due in 2021 150,000 150,000 $125 million private placement notes 3.26%, due in 2022 125,000 125,000 $200 million private placement notes 2.72%, due in 2022 200,000 200,000 $100 million private placement notes 2.79%, due in 2023 100,000 100,000 $150 million private placement notes 3.18%, due in 2023 150,000 150,000 Promissory notes and deferred consideration weighted average rate of 2.44% and weighted average maturity of 3.1 years 229,310 239,731 Foreign bank debt weighted average rate 7.82% and weighted average maturity of 2.3 years 105,150 105,530 Total debt 3,129,099 3,214,048 Less: current portion of total debt 109,868 161,409 Less: unamortized debt issuance costs 10,643 12,287 Long-term portion of total debt $ 3,008,588 $ 3,040,352 Our $1.20 billion senior credit facility maturing in June 2019, our $1.0 billion term loan maturing in August 2020, our $175.0 million private placement notes maturing in October 2017, our $125.0 million private placement notes maturing in December 2019, our $225.0 million private placement notes maturing in October 2020, our $150.0 million private placement notes maturing in October 2021, our $125.0 million private placement notes maturing in December 2022, our $200.0 million private placement notes maturing in July 2022, our $100.0 million private placement notes maturing in July 2023, and our $150.0 million private placement notes maturing in October 2023 all require us to comply with various financial, reporting and other covenants and restrictions, including a restriction on dividend payments. The financial debt covenants are the same for the senior credit facility, term loan, and the private placement notes. At June 30, 2016, we were in compliance with all of our financial debt covenants. Our senior credit facility, term loan, and the private placement notes rank pari passu to each other and all other unsecured debt obligations. As of June 30, 2016 and December 31, 2015, we had $162.5 million and $160.4 million, respectively, committed to outstanding letters of credit under our senior credit facility. The unused portion of the revolving credit facility as of June 30, 2016 and December 31, 2015 was $506.4 million and $685.8 million, respectively. |
SEGMENT REPORTING
SEGMENT REPORTING | 6 Months Ended |
Jun. 30, 2016 | |
Segment Reporting [Abstract] | |
SEGMENT REPORTING | NOTE 12 – SEGMENT REPORTING Our plans to make certain changes to our organizational structure to integrate the domestic and international Shred-it operations into our Domestic Regulated Waste and Compliance Services and International Regulated Waste and Compliance Services operating segments, respectively, were finalized in the second quarter of 2016. We also changed the composition of our operating segments to further align our compliance and communication services. Due to this change, part of our Domestic Regulated Waste and Compliance Services operating segment was combined with the legacy Domestic Regulated Recall and Returns Management Services operating segment to form a new operating segment, Domestic Communication and Related Services. As a result, our three operating segments are: · Domestic Regulated Waste and Compliance Services; · Domestic Communication and Related Services; and · International Regulated Waste and Compliance Services. Our Domestic and International Regulated Waste and Compliance segments include medical waste disposal, pharmaceutical waste disposal, hazardous waste management, sustainability solutions for expired or unused inventory, secure information destruction of documents and e-media, training and consulting through our Steri-Safe® and Clinical Services programs, and other regulatory compliance services. Our Domestic Communication and Related Services segment consists of inbound/outbound communication, automated patient reminders, online scheduling, notifications, product retrievals, product returns, and quality audits. Our two reportable segments are: · Domestic Regulated Waste and Compliance Services (“Domestic RCS”), · International Regulated Waste and Compliance Services (“International RCS”). Our Domestic Communication and Related Services operating segment does not meet the quantitative criteria to be a separate reportable segment and is categorized as “Other.” In connection with changes made to our management reporting to align with the new operating segments, we have also changed our measure of segment profit a measure of earnings before interest, tax and amortization (“EBITA”). As a result of these changes in segment reporting, all historical segment information has been revised to conform to the new presentation. The following tables show financial information for the Company's reportable segments: In thousands Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Revenues Domestic RCS $ 591,037 $ 451,512 $ 1,170,664 $ 866,348 International RCS 234,479 197,507 458,993 388,578 Other 66,105 66,670 136,145 124,082 Total $ 891,621 $ 715,689 $ 1,765,802 $ 1,379,008 Gross Profit Domestic RCS $ 271,816 $ 208,690 $ 532,975 $ 401,878 International RCS 76,396 63,217 149,517 124,585 Other 32,883 32,917 67,787 59,692 Total $ 381,095 $ 304,824 $ 750,279 $ 586,155 Amortization Domestic RCS $ 32,670 $ 3,482 $ 43,086 $ 6,685 International RCS 16,259 3,639 22,138 7,422 Other 1,980 1,800 3,959 3,611 Total $ 50,909 $ 8,921 $ 69,183 $ 17,718 EBITA Domestic RCS $ 164,181 $ 140,106 $ 315,880 $ 269,018 International RCS 13,801 24,632 26,901 48,229 Other 14,121 13,777 29,674 23,050 Total $ 192,103 $ 178,515 $ 372,455 $ 340,297 The following table reconciles the Company's primary measure of segment profitability (EBITA) to income from operations: In thousands Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Domestic RCS EBITA $ 164,181 $ 140,106 $ 315,880 $ 269,018 International RCS EBITA 13,801 24,632 26,901 48,229 Subtotal reportable segments 177,982 164,738 342,781 317,247 Other EBITA 14,121 13,777 29,674 23,050 Acquisition expenses (2,607 ) (2,986 ) (5,597 ) (6,282 ) Integration expenses (22,578 ) (8,924 ) (41,846 ) (17,810 ) Litigation expenses (2,664 ) 173 (3,964 ) (75,450 ) Changes in fair value of contingent consideration — (35 ) 2,644 640 Restructuring and plant conversion expenses (929 ) (3,058 ) (1,170 ) (15,360 ) Contract exit costs (12,708 ) — (12,708 ) — Amortization expense (50,909 ) (8,921 ) (69,183 ) (17,718 ) Income from operations $ 99,708 $ 154,764 $ 240,631 $ 208,317 The following table shows consolidated revenue by service: In thousands Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Regulated Waste and Compliance Solutions $ 517,186 $ 515,978 $ 1,021,220 $ 1,013,388 Secure Information Destruction Services 190,534 — 375,164 — Communication and Related Solutions 82,549 82,068 170,498 154,421 Manufacturing and Industrial Services 101,352 117,643 198,920 211,199 Revenues $ 891,621 $ 715,689 $ 1,765,802 $ 1,379,008 |
LEGAL PROCEEDINGS
LEGAL PROCEEDINGS | 6 Months Ended |
Jun. 30, 2016 | |
Commitments And Contingencies Disclosure [Abstract] | |
LEGAL PROCEEDINGS | NOTE 13 – LEGAL PROCEEDINGS We operate in a highly regulated industry and must deal with regulatory inquiries or investigations from time to time that may be instituted for a variety of reasons. We are also involved in a variety of civil litigation from time to time. We review all of our outstanding legal proceedings with counsel quarterly, and we will disclose an estimate of any reasonably possible loss or range of reasonably possible losses if and when we are able to make such an estimate and the reasonably possible loss or range of reasonably possible losses is material to our financial statements. Class Action Lawsuits . As we have previously disclosed, we were served on March 12, 2013 with a class action complaint filed in the U.S. District Court for the Western District of Pennsylvania by an individual plaintiff for itself and on behalf of all other “similarly situated” customers of ours. The complaint alleges, among other things, that we imposed unauthorized or excessive price increases and other charges on our customers in breach of our contracts and in violation of the Illinois Consumer Fraud and Deceptive Business Practices Act. The complaint sought certification of the lawsuit as a class action and the award to class members of appropriate damages and injunctive relief. The Pennsylvania class action complaint was filed in the wake of a settlement with the State of New York of an investigation under the New York False Claims Act which arose out of the qui tam (or “whistle blower”) action captioned United States of America ex rel. Jennifer D. Perez v. Stericycle, Inc., Case No. 1:08-cv-2390 which was settled in the fourth quarter of 2015 as previously disclosed. Following the filing of the Pennsylvania class action complaint, we were served with class action complaints filed in federal and state courts in several jurisdictions. These complaints asserted claims and allegations substantially similar to those made in the Pennsylvania class action complaint. All of these cases appear to be follow-on litigation to our settlement with the State of New York. On August 9, 2013, the Judicial Panel on Multidistrict Litigation granted our Motion to Transfer these related actions to the United States District Court for the Northern District of Illinois for centralized pretrial proceedings (the “MDL Action”). On December 10, 2013, we filed our answer to the Amended Consolidated Class Action Complaint in the MDL Action, generally denying the allegations therein. Plaintiffs subsequently filed a Second Amended Consolidated Complaint on March 8, 2016, and we filed an answer to that pleading on March 25, 2016, generally denying the allegations therein and asserting a variety of affirmative defenses. In addition, the plaintiffs’ attorneys filed a Motion for Class Certification in the MDL Action on January 29, 2016. The Motion requests that the court certify a class of plaintiffs consisting of certain of our small quantity customers who received rate increases. We intend to strongly contest the Motion and will be filing a response to that motion in the coming weeks. We believe that we have operated in accordance with the terms of our customer contracts and that these complaints are without merit. We will continue to vigorously defend ourselves against each of these lawsuits. We have not accrued any amounts in respect of these class action lawsuits, and we cannot estimate the reasonably possible loss or the range of reasonably possible losses that we may incur. We are unable to make such an estimate because (i) litigation is by its nature uncertain and unpredictable, (ii) we do not know whether the court will certify any class of plaintiffs or, if any class is certified, how the class would be defined, (iii) if a class or classes are certified, what the ultimate disposition on the merits would be of any class claim as well as our defenses to that claim, and (iv) in our judgment, there are no comparable proceedings against other defendants that might provide guidance in making estimates. Securities Class Action Lawsuit . On July 11, 2016, two purported stockholders filed a putative class action complaint in the U.S. District Court for the Northern District of Illinois. The plaintiffs purported to sue for themselves and on behalf of all purchasers of our publicly traded securities between February 7, 2013 and April 28, 2016, inclusive, and all those who purchased securities in our public offering of depositary shares, each representing a 1/10th interest in a share of our mandatory convertible preferred stock, on or around September 15, 2015. The complaint named as defendants the Company, our directors and certain of our current and former officers, and certain of the underwriters in the public offering. The complaint purports to assert claims under Sections 11, 12(a)(2) and 15 of the Securities Act of 1933 and Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, as well as SEC Rule 10b-5, promulgated thereunder. The complaint alleges, among other things, that the Company imposed unauthorized or excessive price increases and other charges on its customers in breach of its contracts, and that defendants failed to disclose those alleged practices in public filings and other statements issued during the proposed class period beginning February 7, 2013 and ending April 28, 2016. On August 4, 2016, plaintiffs filed an amended complaint that purports to assert additional misrepresentations in public statements through July 28, 2016, and therefore to change the putative class period to the period from February 7, 2013 to July 28, 2016, inclusive. We intend to vigorously defend ourselves against this lawsuit. We have not accrued any amounts in respect of this lawsuit, and we cannot estimate the reasonably possible loss or the range of reasonably possible losses that we may incur. We are unable to make such an estimate because (i) litigation is by its nature uncertain and unpredictable, (ii) we do not know whether the court will certify any class of plaintiffs or, if any class is certified, how the class would be defined, and (iii) in our judgment, there are no comparable proceedings against other defendants that might provide guidance in making estimates. TCPA Lawsuit . On June 3, 2016, a plaintiff filed a putative class action, captioned Ibrahim v. Stericycle, Inc., No. 16-cv-4294 (N.D. Ill.), against us and our wholly-owned subsidiary, Stericycle Communication Solutions, Inc., under the Telephone Consumer Protection Act (“TCPA”), asserting that the defendants called the plaintiff and others in violation of that statute. The plaintiff challenges our use of pre-recorded messages that urge the owners of recalled products to return or obtain repairs for those products. The plaintiff seeks certification of two nationwide classes. One class includes people who received one or more cellular telephone calls from Stericycle featuring a prerecorded or artificial voice message relating to a product recall, where the called party was not the same individual who, according to Stericycle’s records, was the intended recipient of the call. The second class includes people who received one or more cellular telephone calls from Stericycle featuring a prerecorded or artificial voice message relating to a product recall after such person had communicated to Stericycle that Stericycle did not have consent to make any such calls to their cellular telephone number. On July 28, 2016, we answered the complaint, denying the material allegations and raising certain affirmative defenses. Among the asserted defenses is the “emergency” exception to the TCPA, which exempts calls made to promote public health and safety. We have not accrued any amounts in respect of this lawsuit, and we cannot estimate the reasonably possible loss or the range of reasonably possible losses that we may incur. We are unable to make such an estimate because (i) litigation is by its nature uncertain and unpredictable, (ii) we do not know whether the court will certify any class of plaintiffs or, if any class is certified, how the class would be defined, and (iii) in our judgment, there are no comparable proceedings against other defendants that might provide guidance in making estimates. Environmental Matters . Our Environmental Solutions business is regulated by federal, state and local laws enacted to regulate the discharge of materials into the environment, remediate contaminated soil and groundwater or otherwise protect the environment. As a result of this continuing regulation, we frequently become a party to legal or administrative proceedings involving various governmental authorities and other interested parties. The issues involved in these proceedings generally relate to alleged violations of existing permits and licenses or alleged responsibility under federal or state Superfund laws to remediate contamination at properties owned either by us or by other parties to which either we or the prior owners of certain of its facilities shipped wastes. From time to time, we may be subject to fines or penalties in regulatory proceedings relating primarily to waste treatment, storage or disposal facilities. We believe that the fines or other penalties that we may pay in connection with any pending regulatory proceedings of this nature will not, individually or in the aggregate, be material to our financial statements. On February 29, 2016, we entered into a statute of limitations tolling agreement with the United States Attorney’s Office for the District of Utah relating to that Office’s investigation of the same facts underlying the notice of violation (the “NOV”) issued by the State of Utah Division of Air Quality (the “DAQ”) that resulted in our December 2014 settlement with the DAQ that we have previously disclosed. The U.S. Attorney’s Office is investigating whether the matters forming the basis of the NOV constitute violations of the Clean Air Act and other federal statutes. On July 5, 2016, we extended the tolling agreement to November 30, 2016. Under the tolling agreement as extended, the period from March 1, 2016 through November 30, 2016 will be excluded from any calculation of time for the purpose of determining the statute of limitations concerning any charges that we violated federal statutes. The agreement does not constitute an admission of guilt or wrongdoing on our part and cannot be construed as a waiver of any other rights or defenses that we may have in any resulting action or proceeding. We will continue to cooperate with the investigation. On April 8, 2016, the State of Missouri through the Missouri Department of Natural Resources (“MDNR”) filed an Amended Verified Petition in the Circuit Court of the City of St. Louis, Missouri alleging that we had violated certain provisions of the Solid Waste Permit relating to our facility located in St. Louis by failing to treat or transport certain waste within 24 hours or to transfer certain waste within 24 hours. The Petition also alleged that certain record keeping requirements had not been met. On May 27, 2016 a First Amended Verified Petition was filed with essentially the same allegations. MDNR originally filed its Petition on October 16, 2014. We have agreed in principle to a Consent Judgment which would require us to timely treat or transfer waste received, to keep proper records and to pay a civil penalty of $130,000. The Consent Judgment has not yet been executed by the parties nor entered by the Court; however, we expect that to occur in the coming weeks. |
NEW ACCOUNTING STANDARDS (Polic
NEW ACCOUNTING STANDARDS (Policies) | 6 Months Ended |
Jun. 30, 2016 | |
Accounting Changes And Error Corrections [Abstract] | |
New Accounting Standards | Accounting Standards Recently Adopted Compensation - Stock Compensation On January 1, 2016, the Company adopted the guidance in Accounting Standards Update (ASU) No. 2016-09, “Compensation - Stock Compensation (Topic 718) - Improvements to Employee Share-Based Payment Accounting.” Interest-Imputation of Interest The Company adopted the guidance in ASU No. 2015-03, "Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs" that requires debt issuance costs related to a recognized debt liability to be presented in the balance sheet as a direct deduction from the debt liability rather than as an asset. The guidance for recognition and measurement for debt issuance costs are not affected by the accounting standard update. The revised standard only affects presentation and therefore will not have an impact on the Company’s results of operations. At December 31, 2015, the Company reclassified $12.3 million of other assets to long-term debt, net of current portion to conform to the current period balance sheet presentation. Accounting Standards Issued But Not Yet Adopted Revenue From Contracts With Customers In May 2014, the FASB issued ASU No. 2014-09, "Revenue from Contracts with Customers" (Topic 606), Leases In February 2016, the FASB issued ASU No. 2016-02, “Leases” (Topic 842) |
RESTATEMENT (Tables)
RESTATEMENT (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Accounting Changes And Error Corrections [Abstract] | |
Schedule of Restatement of Financial Statements | The following are previously reported and restated balances of affected line items in the Condensed Consolidated Statement of Income and Condensed Consolidated Statement of Comprehensive Income, and the Condensed Consolidated Statement of Cash Flows for the three and six months ended June 30, 2015 (Unaudited). Condensed Consolidated Statement of Income Three Months Ended June 30, 2015 Six Months Ended June 30, 2015 As Reported Adjustment Restated As Reported Adjustment Restated Selling, general and administrative expenses (exclusive of depreciation and amortization) $ 181,752 $ (45,000 ) $ 136,752 $ 323,115 $ 28,500 $ 351,615 Total costs and expenses 605,925 (45,000 ) 560,925 1,142,191 28,500 1,170,691 Income from operations 109,764 45,000 154,764 236,817 (28,500 ) 208,317 Income before income taxes 91,770 45,000 136,770 199,627 (28,500 ) 171,127 Income tax expense 30,874 17,619 48,493 62,921 (9,363 ) 53,558 Net income 60,896 27,381 88,277 136,706 (19,137 ) 117,569 Net income attributable to Stericycle, Inc. 60,449 27,381 87,830 135,907 (19,137 ) 116,770 EPS – basic 0.71 0.32 1.03 1.60 (0.23 ) 1.37 EPS – diluted 0.70 0.32 1.02 1.57 (0.22 ) 1.35 Condensed Consolidated Statement of Comprehensive Income Three Months Ended June 30, 2015 Six Months Ended June 30, 2015 As Reported Adjustment Restated As Reported Adjustment Restated Net income $ 60,896 $ 27,381 $ 88,277 $ 136,706 $ (19,137 ) $ 117,569 Comprehensive income/ (loss) 86,192 27,381 113,573 93,167 (19,137 ) 74,030 Comprehensive income/ (loss) attributable to Stericycle, Inc. 85,976 27,381 113,357 93,419 (19,137 ) 74,282 Condensed Consolidated Statement of Cash Flows Six Months Ended June 30, 2015 As Reported Adjustment Restated Net income $ 136,706 $ (19,137 ) $ 117,569 Deferred income taxes 973 (9,363 ) (8,390 ) Accrued liabilities 22,571 28,500 51,071 |
ACQUISITIONS (Tables)
ACQUISITIONS (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Summary of Location of Acquisitions | The following table summarizes the locations of our acquisitions for the six months ended June 30, 2016: Acquisition Locations 2016 United States 11 Republic of Korea 1 Romania 2 Spain 2 United Kingdom 1 Total 17 |
Business Acquisitions in Year 2016 | |
Summary of Fair Value of Consideration Transferred for Current Period and Prior Year Acquisitions | The following table summarizes the acquisition date fair value of consideration transferred for acquisitions completed during the six months ended June 30, 2016: In thousands Six Months Ended June 30, 2016 Cash $ 32,651 Promissory notes 23,238 Deferred consideration 1,545 Contingent consideration 75 Total purchase price $ 57,509 |
Summary of Preliminary Purchase Price Allocation for Current Period and Prior Year Acquisitions | The following table summarizes the preliminary purchase price allocation for current period acquisitions during the six months ended June 30, 2016: In thousands Six Months Ended June 30, 2016 Fixed assets $ 5,069 Intangibles 18,853 Goodwill 33,593 Accounts receivable 1,275 Net other assets/ (liabilities) 8 Current liabilities (239 ) Net deferred tax liabilities (1,050 ) Total purchase price allocation $ 57,509 |
Business Acquisitions in Year 2015 | |
Summary of Fair Value of Consideration Transferred for Current Period and Prior Year Acquisitions | The following table summarizes the adjustments to the consideration transferred for prior year acquisitions and primarily includes $9.5 million of additional cash consideration paid during the six months ended June 30, 2016 as part of the final working capital adjustment for the 2015 Shred-it acquisition: In thousands Six Months Ended June 30, 2016 Cash $ 9,446 Promissory notes (1,789 ) Total purchase price $ 7,657 |
Summary of Preliminary Purchase Price Allocation for Current Period and Prior Year Acquisitions | The following table summarizes these adjustments by major assets acquired and liabilities assumed for prior year acquisitions: In thousands Shred-it Acquisition Other Prior Year Acquisitions Total Changes Fixed assets $ 31,861 $ (165 ) $ 31,696 Intangibles 277,000 17,792 294,792 Goodwill (209,958 ) (14,165 ) (224,123 ) Accounts receivable (1,085 ) 776 (309 ) Net other assets — 147 147 Current liabilities (713 ) (1,343 ) (2,056 ) Net deferred tax liabilities (87,637 ) (4,853 ) (92,490 ) Total purchase price allocation $ 9,468 $ (1,811 ) $ 7,657 |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | In thousands Fair Value Measurements Using Total as of June 30, 2016 Level 1 Inputs Level 2 Inputs Level 3 Inputs Assets: Cash and cash equivalents $ 44,320 $ 44,320 $ — $ — Short-term investments 64 $ 64 — — Derivative financial instruments 719 — 719 — Total assets $ 45,103 $ 44,384 $ 719 $ — Liabilities: Contingent consideration $ 23,357 $ — $ — $ 23,357 Total liabilities $ 23,357 $ — $ — $ 23,357 In thousands Fair Value Measurements Using Total as of December 31, 2015 Level 1 Inputs Level 2 Inputs Level 3 Inputs Assets: Cash and cash equivalents $ 55,634 $ 55,634 $ — $ — Short-term investments 69 69 — — Derivative financial instruments 1,207 — 1,207 — Total assets $ 56,910 $ 55,703 $ 1,207 $ — Liabilities: Contingent consideration $ 25,390 $ — $ — $ 25,390 Total liabilities $ 25,390 $ — $ — $ 25,390 |
Changes to Contingent Consideration | Changes to contingent consideration are reflected in the table below: In thousands Contingent consideration at January 1, 2016 $ 25,390 Increases due to acquisitions 75 Decrease due to payments (1,169 ) Changes due to foreign currency fluctuations 1,705 Changes in fair value reflected in Selling, general, and administrative expenses (2,644 ) Contingent consideration at June 30, 2016 $ 23,357 |
STOCK BASED COMPENSATION (Table
STOCK BASED COMPENSATION (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-Based Compensation Expense Resulting from Stock Option Awards, Restricted stock units ("RSU") and ESPP | The following table presents the total stock-based compensation expense resulting from stock option awards, restricted stock units (“RSUs”), and the ESPP included in the Condensed Consolidated Statements of Income: In thousands Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Cost of revenues – stock option plan $ 12 $ 22 $ 27 $ 45 Selling, general and administrative – stock option plan 4,585 4,650 9,337 9,379 Selling, general and administrative – RSUs 399 375 958 721 Selling, general and administrative – ESPP 456 370 1,235 759 Total pre-tax expense $ 5,452 $ 5,417 $ 11,557 $ 10,904 |
Stock Option Activity | Stock option activity for the six months ended June 30, 2016 is summarized as follows: Number of Options Weighted Average Exercise Price per Share Weighted Average Remaining Contractual Life Total Aggregate Intrinsic Value (in years) (in thousands) Outstanding at beginning of year 5,334,803 $ 92.02 Granted 1,040,107 110.93 Exercised (437,584 ) 70.20 Forfeited (186,507 ) 116.07 Canceled or expired (7,950 ) 102.64 Outstanding at June 30, 2016 5,742,869 96.32 5.68 $ 85,756 Exercisable at June 30, 2016 3,153,185 82.22 4.75 $ 80,141 |
Intrinsic Value of Options Exercised | The following table sets forth the total intrinsic value of options exercised: Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Total intrinsic value of options exercised $ 7,021 $ 10,125 20,250 39,650 |
Assumptions used in Black-Scholes Model | The estimated fair value of stock options at the time of the grant using the Black-Scholes option pricing model was as follows: Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Stock options granted (shares) 31,538 74,742 1,040,107 935,276 Weighted average fair value at grant date (per share) $ 19.69 $ 22.18 $ 20.17 $ 22.80 Assumptions: Expected term (in years) 4.80 4.79 4.77 4.79 Expected volatility 20.96 % 15.98 % 18.11 % 16.58 % Expected dividend yield — % — % — % — % Risk free interest rate 1.26 % 1.43 % 1.22 % 1.44 % |
Restricted Stock Units Activity | A summary of the status of our non-vested RSUs and changes during the six months ended June 30, 2016 are as follows : Number of Options Weighted Average Grant Date Fair Value Weighted Average Remaining Contractual Life Total Aggregate Intrinsic Value (in years) (in thousands) Non-vested at beginning of year 71,451 $ 101.29 Granted 59,072 109.99 Forfeited (17,850 ) 105.38 Non-vested at June 30, 2016 112,673 105.21 2.92 $ 11,732 |
EARNINGS PER COMMON SHARE (Tabl
EARNINGS PER COMMON SHARE (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Earnings Per Share [Abstract] | |
Earnings Per Common Share | The following table sets forth the computation of basic and diluted earnings per share: In thousands, except share and per share data Three Months Ended June 30, Six Months Ended June 30, 2016 2015 (Restated) 2016 2015 (Restated) Numerator: Net income attributable to Stericycle, Inc. $ 46,034 $ 87,830 $ 122,820 $ 116,770 Less: mandatory convertible preferred stock dividend 10,021 — 20,127 — Less: gain on repurchase of preferred stock (1,280 ) — (1,280 ) — Numerator for basic earnings per share attributable to Stericycle, Inc. common shareholders $ 37,293 $ 87,830 $ 103,973 $ 116,770 Denominator: Denominator for basic earnings per share-weighted average shares 84,893,263 84,961,907 84,799,131 85,000,723 Effect of diluted securities: Employee stock based awards 867,423 1,259,127 999,761 1,292,093 Mandatory convertible preferred stock (1) — — — — Denominator for diluted earnings per share-adjusted weighted average shares and after assumed exercises 85,760,686 86,221,034 85,798,892 86,292,816 Earnings per share – Basic $ 0.44 $ 1.03 $ 1.23 $ 1.37 Earnings per share – Diluted $ 0.43 $ 1.02 $ 1.21 $ 1.35 (1) The weighted average common shares issuable upon the assumed conversion of the mandatory convertible preferred stock totaling 5,624,139 and 5,637,757 shares for the three and six months ended June 30, 2016 |
GOODWILL AND OTHER INTANGIBLE29
GOODWILL AND OTHER INTANGIBLE ASSETS (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Changes in Carrying Amount of Goodwill | The changes in the carrying amount of goodwill since January 1, 2015, by reportable segment and for the "Other” category, were as follows: In thousands Domestic Regulated Waste and Compliance Services International Regulated Waste and Compliance Services Other Total Balance as of January 1, 2015 $ 1,467,969 $ 614,783 $ 336,080 $ 2,418,832 Goodwill acquired during the year 1,150,437 273,519 26,994 1,450,950 Purchase accounting allocation adjustments for prior year acquisitions (6,221 ) (19,072 ) (2,984 ) (28,277 ) Goodwill other changes — (440 ) — (440 ) Changes due to foreign currency fluctuations — (82,888 ) — (82,888 ) Balance as of December 31, 2015 2,612,185 785,902 360,090 3,758,177 Goodwill acquired during the year 29,171 4,422 — 33,593 Purchase accounting allocation adjustments for prior year acquisitions (128,076 ) (97,197 ) 1,150 (224,123 ) Changes due to foreign currency fluctuations — (9,364 ) — (9,364 ) Balance at June 30, 2016 $ 2,513,280 $ 683,763 $ 361,240 $ 3,558,283 |
Carrying Values of Other Intangible assets | At June 30, 2016 and December 31, 2015, the values of other intangible assets were as follows: In thousands June 30, 2016 December 31, 2015 Gross Carrying Amount Accumulated Amortization Net Value Gross Carrying Amount Accumulated Amortization Net Value Amortizable intangibles: Customer relationships $ 1,539,892 $ 210,224 $ 1,329,668 $ 1,304,388 $ 144,020 $ 1,160,368 Covenants not-to-compete 9,875 6,137 3,738 6,878 5,141 1,737 Tradenames 7,513 1,540 5,973 3,819 948 2,871 Other 19,403 2,497 16,906 18,902 916 17,986 Indefinite lived intangibles: Operating permits 241,208 — 241,208 233,101 — 233,101 Tradenames 480,741 — 480,741 426,498 — 426,498 Total $ 2,298,632 $ 220,398 $ 2,078,234 $ 1,993,586 $ 151,025 $ 1,842,561 |
Changes in the Carrying Amount of Intangible Assets | The changes in the carrying amount of intangible assets since January 1, 2015 were as follows: In thousands Total Balance as of January 1, 2015 $ 909,645 Intangible assets acquired during the year 1,016,775 Valuation adjustments for prior year acquisitions 35,241 Impairments during the year (4,177 ) Amortization during the year (45,498 ) Changes due to foreign currency fluctuations (69,425 ) Balance as of December 31, 2015 1,842,561 Intangible assets acquired during the year 18,853 Valuation adjustments for prior year acquisitions 294,792 Amortization during the year (69,183 ) Changes due to foreign currency fluctuations (8,789 ) Balance at June 30, 2016 $ 2,078,234 |
Estimated Amortization Expense | The estimated amortization expense for each of the next five years, assuming no additional amortizable intangible assets, is as follows for the years ended December 31: In thousands 2016 $ 123,660 2017 114,502 2018 114,453 2019 113,680 2020 112,703 |
DEBT (Tables)
DEBT (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-term debt consisted of the following: In thousands June 30, 2016 December 31, 2015 Obligations under capital leases $ 13,574 $ 15,024 $1.20 billion senior credit facility weighted average rate 1.97%, due in 2019 531,065 353,763 $1.0 billion term loan weighted average rate 1.83%, due in 2020 1,000,000 1,250,000 $175 million private placement notes 3.89%, due in 2017 175,000 175,000 $125 million private placement notes 2.68%, due in 2019 125,000 125,000 $225 million private placement notes 4.47%, due in 2020 225,000 225,000 $150 million private placement notes 2.89%, due in 2021 150,000 150,000 $125 million private placement notes 3.26%, due in 2022 125,000 125,000 $200 million private placement notes 2.72%, due in 2022 200,000 200,000 $100 million private placement notes 2.79%, due in 2023 100,000 100,000 $150 million private placement notes 3.18%, due in 2023 150,000 150,000 Promissory notes and deferred consideration weighted average rate of 2.44% and weighted average maturity of 3.1 years 229,310 239,731 Foreign bank debt weighted average rate 7.82% and weighted average maturity of 2.3 years 105,150 105,530 Total debt 3,129,099 3,214,048 Less: current portion of total debt 109,868 161,409 Less: unamortized debt issuance costs 10,643 12,287 Long-term portion of total debt $ 3,008,588 $ 3,040,352 |
SEGMENT REPORTING (Tables)
SEGMENT REPORTING (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Segment Reporting [Abstract] | |
Financial Information Concerning Company's Reportable Segments | The following tables show financial information for the Company's reportable segments: In thousands Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Revenues Domestic RCS $ 591,037 $ 451,512 $ 1,170,664 $ 866,348 International RCS 234,479 197,507 458,993 388,578 Other 66,105 66,670 136,145 124,082 Total $ 891,621 $ 715,689 $ 1,765,802 $ 1,379,008 Gross Profit Domestic RCS $ 271,816 $ 208,690 $ 532,975 $ 401,878 International RCS 76,396 63,217 149,517 124,585 Other 32,883 32,917 67,787 59,692 Total $ 381,095 $ 304,824 $ 750,279 $ 586,155 Amortization Domestic RCS $ 32,670 $ 3,482 $ 43,086 $ 6,685 International RCS 16,259 3,639 22,138 7,422 Other 1,980 1,800 3,959 3,611 Total $ 50,909 $ 8,921 $ 69,183 $ 17,718 EBITA Domestic RCS $ 164,181 $ 140,106 $ 315,880 $ 269,018 International RCS 13,801 24,632 26,901 48,229 Other 14,121 13,777 29,674 23,050 Total $ 192,103 $ 178,515 $ 372,455 $ 340,297 |
Reconciliation of Company's Primary Measure of Segment Profitability (EBITA) to Income from Operations | The following table reconciles the Company's primary measure of segment profitability (EBITA) to income from operations: In thousands Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Domestic RCS EBITA $ 164,181 $ 140,106 $ 315,880 $ 269,018 International RCS EBITA 13,801 24,632 26,901 48,229 Subtotal reportable segments 177,982 164,738 342,781 317,247 Other EBITA 14,121 13,777 29,674 23,050 Acquisition expenses (2,607 ) (2,986 ) (5,597 ) (6,282 ) Integration expenses (22,578 ) (8,924 ) (41,846 ) (17,810 ) Litigation expenses (2,664 ) 173 (3,964 ) (75,450 ) Changes in fair value of contingent consideration — (35 ) 2,644 640 Restructuring and plant conversion expenses (929 ) (3,058 ) (1,170 ) (15,360 ) Contract exit costs (12,708 ) — (12,708 ) — Amortization expense (50,909 ) (8,921 ) (69,183 ) (17,718 ) Income from operations $ 99,708 $ 154,764 $ 240,631 $ 208,317 |
Summary of Revenue Details by Service Line | The following table shows consolidated revenue by service: In thousands Three Months Ended June 30, Six Months Ended June 30, 2016 2015 2016 2015 Regulated Waste and Compliance Solutions $ 517,186 $ 515,978 $ 1,021,220 $ 1,013,388 Secure Information Destruction Services 190,534 — 375,164 — Communication and Related Solutions 82,549 82,068 170,498 154,421 Manufacturing and Industrial Services 101,352 117,643 198,920 211,199 Revenues $ 891,621 $ 715,689 $ 1,765,802 $ 1,379,008 |
RESTATEMENT - Additional Inform
RESTATEMENT - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Error Corrections And Prior Period Adjustments Restatement [Line Items] | ||||
Selling, general and administrative expenses (exclusive of depreciation and amortization) | $ 222,378 | $ 136,752 | $ 424,866 | $ 351,615 |
Net income attributable to Stericycle, Inc. | $ 46,034 | 87,830 | $ 122,820 | 116,770 |
Adjustment | ||||
Error Corrections And Prior Period Adjustments Restatement [Line Items] | ||||
Selling, general and administrative expenses (exclusive of depreciation and amortization) | (45,000) | 28,500 | ||
Net income attributable to Stericycle, Inc. | $ 27,381 | $ (19,137) |
RESTATEMENT - Condensed Consoli
RESTATEMENT - Condensed Consolidated Statements (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Dec. 31, 2015 | |
Error Corrections And Prior Period Adjustments Restatement [Line Items] | |||||
Selling, general and administrative expenses (exclusive of depreciation and amortization) | $ 222,378 | $ 136,752 | $ 424,866 | $ 351,615 | |
Total costs and expenses | 791,913 | 560,925 | 1,525,171 | 1,170,691 | |
Income from operations | 99,708 | 154,764 | 240,631 | 208,317 | |
Income before income taxes | 73,232 | 136,770 | 188,863 | 171,127 | |
Income tax expense | 27,002 | 48,493 | 65,038 | 53,558 | |
Net Income | 46,230 | 88,277 | 123,825 | 117,569 | $ 268,013 |
Net income attributable to Stericycle, Inc. | $ 46,034 | $ 87,830 | $ 122,820 | $ 116,770 | |
Earnings per share - Basic (in dollars per share) | $ 0.44 | $ 1.03 | $ 1.23 | $ 1.37 | |
Earnings per share - Diluted (in dollars per share) | $ 0.43 | $ 1.02 | $ 1.21 | $ 1.35 | |
Comprehensive income/ (loss) | $ 13,683 | $ 113,573 | $ 108,953 | $ 74,030 | |
Comprehensive income/ (loss) attributable to Stericycle, Inc. | $ 13,494 | 113,357 | 107,893 | 74,282 | |
Deferred income taxes | 4,515 | (8,390) | |||
Accrued liabilities | $ (13,303) | 51,071 | |||
As Reported | |||||
Error Corrections And Prior Period Adjustments Restatement [Line Items] | |||||
Selling, general and administrative expenses (exclusive of depreciation and amortization) | 181,752 | 323,115 | |||
Total costs and expenses | 605,925 | 1,142,191 | |||
Income from operations | 109,764 | 236,817 | |||
Income before income taxes | 91,770 | 199,627 | |||
Income tax expense | 30,874 | 62,921 | |||
Net Income | 60,896 | 136,706 | |||
Net income attributable to Stericycle, Inc. | $ 60,449 | $ 135,907 | |||
Earnings per share - Basic (in dollars per share) | $ 0.71 | $ 1.60 | |||
Earnings per share - Diluted (in dollars per share) | $ 0.70 | $ 1.57 | |||
Comprehensive income/ (loss) | $ 86,192 | $ 93,167 | |||
Comprehensive income/ (loss) attributable to Stericycle, Inc. | 85,976 | 93,419 | |||
Deferred income taxes | 973 | ||||
Accrued liabilities | 22,571 | ||||
Adjustment | |||||
Error Corrections And Prior Period Adjustments Restatement [Line Items] | |||||
Selling, general and administrative expenses (exclusive of depreciation and amortization) | (45,000) | 28,500 | |||
Total costs and expenses | (45,000) | 28,500 | |||
Income from operations | 45,000 | (28,500) | |||
Income before income taxes | 45,000 | (28,500) | |||
Income tax expense | 17,619 | (9,363) | |||
Net Income | 27,381 | (19,137) | |||
Net income attributable to Stericycle, Inc. | $ 27,381 | $ (19,137) | |||
Earnings per share - Basic (in dollars per share) | $ 0.32 | $ (0.23) | |||
Earnings per share - Diluted (in dollars per share) | $ 0.32 | $ (0.22) | |||
Comprehensive income/ (loss) | $ 27,381 | $ (19,137) | |||
Comprehensive income/ (loss) attributable to Stericycle, Inc. | $ 27,381 | (19,137) | |||
Deferred income taxes | (9,363) | ||||
Accrued liabilities | $ 28,500 |
ACQUISITIONS - Summary of Acqui
ACQUISITIONS - Summary of Acquisition Location (Detail) - Entity | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2016 | Mar. 31, 2016 | Jun. 30, 2016 | |
Business Acquisition [Line Items] | |||
Number of acquisitions | 10 | 7 | 17 |
United States | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | 11 | ||
Republic of Korea | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | 1 | ||
Romania | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | 2 | ||
Spain | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | 2 | ||
United Kingdom | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | 1 |
ACQUISITIONS - Additional Infor
ACQUISITIONS - Additional Information (Detail) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2016USD ($)Entity | Mar. 31, 2016Entity | Jun. 30, 2015USD ($) | Jun. 30, 2016USD ($)Entity | Jun. 30, 2015USD ($) | Dec. 31, 2015USD ($) | |
Business Acquisition [Line Items] | ||||||
Number of acquisitions | Entity | 10 | 7 | 17 | |||
Net increase in goodwill related to current year | $ 33,593 | $ 1,450,950 | ||||
Increase (Decrease) in goodwill due to purchase price and valuation adjustments | (224,123) | (28,277) | ||||
Effect of goodwill on income taxes | $ 28,800 | 28,800 | ||||
Net increase in Intangible Assets | 18,900 | |||||
Acquisition related expenses | $ 2,607 | $ 2,986 | 5,597 | $ 6,282 | ||
Selling, general and administrative expenses | ||||||
Business Acquisition [Line Items] | ||||||
Acquisition related expenses | 5,600 | $ 6,300 | ||||
Customer relationships | ||||||
Business Acquisition [Line Items] | ||||||
Acquired finite-lived intangible assets | $ 18,100 | |||||
Customer relationships | Minimum | ||||||
Business Acquisition [Line Items] | ||||||
Acquired finite-lived intangible assets, useful life | 10 years | |||||
Customer relationships | Maximum | ||||||
Business Acquisition [Line Items] | ||||||
Acquired finite-lived intangible assets, useful life | 40 years | |||||
Covenants not-to-compete | ||||||
Business Acquisition [Line Items] | ||||||
Acquired finite-lived intangible assets | $ 800 | |||||
Acquired finite-lived intangible assets, useful life | 5 years | |||||
Shred-It Acquisition | ||||||
Business Acquisition [Line Items] | ||||||
Additional cash consideration paid | $ 9,500 | |||||
Romania | ||||||
Business Acquisition [Line Items] | ||||||
Number of acquisitions | Entity | 2 | |||||
Spain | ||||||
Business Acquisition [Line Items] | ||||||
Number of acquisitions | Entity | 2 | |||||
Republic of Korea | ||||||
Business Acquisition [Line Items] | ||||||
Number of acquisitions | Entity | 1 | |||||
United Kingdom | ||||||
Business Acquisition [Line Items] | ||||||
Number of acquisitions | Entity | 1 | |||||
United States | Secure information destruction business | ||||||
Business Acquisition [Line Items] | ||||||
Number of acquisitions | Entity | 3 | 4 | ||||
United States | Acquisition One | Regulated and Compliance Solutions | ||||||
Business Acquisition [Line Items] | ||||||
Number of acquisitions | Entity | 1 | |||||
Business acquisition, ownership percentage acquired | 100.00% | |||||
United States | Acquisition Three | Regulated and Compliance Solutions | ||||||
Business Acquisition [Line Items] | ||||||
Number of acquisitions | Entity | 3 | |||||
International | Romania | Regulated and Compliance Solutions | ||||||
Business Acquisition [Line Items] | ||||||
Number of acquisitions | Entity | 1 | 1 | ||||
International | Spain | Regulated and Compliance Solutions | ||||||
Business Acquisition [Line Items] | ||||||
Number of acquisitions | Entity | 1 | 1 | ||||
International | Republic of Korea | Regulated and Compliance Solutions | ||||||
Business Acquisition [Line Items] | ||||||
Number of acquisitions | Entity | 1 | |||||
International | United Kingdom | Regulated and Compliance Solutions | ||||||
Business Acquisition [Line Items] | ||||||
Number of acquisitions | Entity | 1 | |||||
Domestic Regulated Waste and Compliance Services | ||||||
Business Acquisition [Line Items] | ||||||
Net increase (decrease) in goodwill | $ (29,200) | |||||
Net increase in goodwill related to current year | 29,171 | 1,150,437 | ||||
Increase (Decrease) in goodwill due to purchase price and valuation adjustments | (128,076) | (6,221) | ||||
International Regulated Waste and Compliance Services | ||||||
Business Acquisition [Line Items] | ||||||
Net increase (decrease) in goodwill | (4,400) | |||||
Net increase in goodwill related to current year | 4,422 | 273,519 | ||||
Increase (Decrease) in goodwill due to purchase price and valuation adjustments | $ (97,197) | $ (19,072) |
ACQUISITIONS - Aggregate Purcha
ACQUISITIONS - Aggregate Purchase Price Paid for Acquisitions and Other Adjustments to Consideration (Detail) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Business Acquisition [Line Items] | ||
Cash | $ 42,097 | $ 61,766 |
Promissory notes | 75 | |
Business Acquisitions in 2016 | ||
Business Acquisition [Line Items] | ||
Cash | 32,651 | |
Promissory notes | 23,238 | |
Deferred consideration | 1,545 | |
Contingent consideration | 75 | |
Total purchase price | 57,509 | |
Business Acquisitions in Year 2015 | ||
Business Acquisition [Line Items] | ||
Cash | 9,446 | |
Promissory notes reduction resulting from adjustment | (1,789) | |
Total purchase price | $ 7,657 |
ACQUISITIONS - Preliminary Purc
ACQUISITIONS - Preliminary Purchase Price Allocation and Other Adjustments to Purchase Price Allocations (Detail) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Business Acquisition [Line Items] | |||
Goodwill | $ 3,558,283 | $ 3,758,177 | $ 2,418,832 |
Business Acquisitions in 2016 | |||
Business Acquisition [Line Items] | |||
Fixed assets | 5,069 | ||
Intangibles | 18,853 | ||
Goodwill | 33,593 | ||
Accounts receivable | 1,275 | ||
Net other assets/ (liabilities) | 8 | ||
Current liabilities | (239) | ||
Net deferred tax liabilities | (1,050) | ||
Total purchase price allocation | 57,509 | ||
Shred-It Acquisition | |||
Business Acquisition [Line Items] | |||
Fixed assets | 31,861 | ||
Intangibles | 277,000 | ||
Goodwill, purchase accounting adjustment | (209,958) | ||
Accounts receivable | (1,085) | ||
Current liabilities | (713) | ||
Net deferred tax liabilities | (87,637) | ||
Total purchase price allocation | 9,468 | ||
Other Prior Year Acquisitions | |||
Business Acquisition [Line Items] | |||
Fixed assets | (165) | ||
Intangibles | 17,792 | ||
Goodwill, purchase accounting adjustment | (14,165) | ||
Accounts receivable | 776 | ||
Net other assets/ (liabilities) | 147 | ||
Current liabilities | (1,343) | ||
Net deferred tax liabilities | (4,853) | ||
Total purchase price allocation | (1,811) | ||
Business Acquisitions in Year 2015 | |||
Business Acquisition [Line Items] | |||
Fixed assets | 31,696 | ||
Intangibles | 294,792 | ||
Goodwill, purchase accounting adjustment | (224,123) | ||
Accounts receivable | (309) | ||
Net other assets/ (liabilities) | 147 | ||
Current liabilities | (2,056) | ||
Net deferred tax liabilities | (92,490) | ||
Total purchase price allocation | $ 7,657 |
NEW ACCOUNTING STANDARDS - Addi
NEW ACCOUNTING STANDARDS - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2016 | Dec. 31, 2015 | |
New Accounting Pronouncements Or Change In Accounting Principle [Line Items] | |||
Income tax effects in earnings | $ 1,600 | $ 4,500 | |
Long-term debt, net of current portion | $ 3,008,588 | $ 3,008,588 | $ 3,040,352 |
ASU No. 2015-03 | Adjustment [Member] | |||
New Accounting Pronouncements Or Change In Accounting Principle [Line Items] | |||
Long-term debt, net of current portion | (12,300) | ||
Other assets, current and noncurrent | $ (12,300) |
FAIR VALUE MEASUREMENTS - Fair
FAIR VALUE MEASUREMENTS - Fair Value Measurements (Detail) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Assets: | ||
Cash and cash equivalents | $ 44,320 | $ 55,634 |
Short-term investments | 64 | 69 |
Derivative financial instruments | 719 | 1,207 |
Total assets | 45,103 | 56,910 |
Liabilities: | ||
Contingent consideration | 23,357 | 25,390 |
Total liabilities | 23,357 | 25,390 |
Level 1 Inputs [Member] | ||
Assets: | ||
Cash and cash equivalents | 44,320 | 55,634 |
Short-term investments | 64 | 69 |
Derivative financial instruments | 0 | 0 |
Total assets | 44,384 | 55,703 |
Liabilities: | ||
Contingent consideration | 0 | 0 |
Total liabilities | 0 | 0 |
Level 2 Inputs [Member] | ||
Assets: | ||
Cash and cash equivalents | 0 | 0 |
Short-term investments | 0 | 0 |
Derivative financial instruments | 719 | 1,207 |
Total assets | 719 | 1,207 |
Liabilities: | ||
Contingent consideration | 0 | 0 |
Total liabilities | 0 | 0 |
Level 3 Inputs [Member] | ||
Assets: | ||
Cash and cash equivalents | 0 | 0 |
Short-term investments | 0 | 0 |
Derivative financial instruments | 0 | 0 |
Total assets | 0 | 0 |
Liabilities: | ||
Contingent consideration | 23,357 | 25,390 |
Total liabilities | $ 23,357 | $ 25,390 |
FAIR VALUE MEASUREMENTS - Addit
FAIR VALUE MEASUREMENTS - Additional Information (Detail) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Derivative asset | $ 719 | $ 1,207 |
Contingent consideration liabilities | 23,357 | 25,390 |
Debt obligations, carrying amount | 3,129,099 | 3,214,048 |
Maximum | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Maximum contingent liability if financial performance measures were fully met | 40,700 | |
Level 3 Inputs [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Derivative asset | 0 | 0 |
Contingent consideration liabilities | 23,357 | 25,390 |
Level 3 Inputs [Member] | Current Liabilities [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Contingent consideration liabilities | 7,500 | 9,100 |
Level 2 Inputs [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Derivative asset | 719 | 1,207 |
Contingent consideration liabilities | 0 | 0 |
Debt obligations, fair value | $ 3,080,000 | $ 3,220,000 |
FAIR VALUE MEASUREMENTS - Chang
FAIR VALUE MEASUREMENTS - Changes to Contingent Consideration (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Business Combination, Contingent Consideration, Liability [Roll Forward] | |||
Contingent consideration at January 1, 2016 | $ 25,390 | ||
Increases due to acquisitions | 75 | ||
Decrease due to payments | (1,169) | ||
Changes due to foreign currency fluctuations | 1,705 | ||
Changes in fair value reflected in Selling, general, and administrative expenses | $ 35 | (2,644) | $ (640) |
Contingent consideration at June 30, 2016 | $ 23,357 |
INCOME TAXES (Details)
INCOME TAXES (Details) | 3 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Income Tax Disclosure [Abstract] | ||
Effective tax rate | 36.90% | 35.50% |
STOCK BASED COMPENSATION - Expe
STOCK BASED COMPENSATION - Expense Resulting from Stock Option Awards and ESPP (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | $ 5,452 | $ 5,417 | $ 11,557 | $ 10,904 |
Stock Options [Member] | Cost of revenues | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | 12 | 22 | 27 | 45 |
Stock Options [Member] | Selling, general and administrative expenses | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | 4,585 | 4,650 | 9,337 | 9,379 |
Restricted Stock Units (RSUs) [Member] | Selling, general and administrative expenses | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | 399 | 375 | 958 | 721 |
ESPP [Member] | Selling, general and administrative expenses | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | $ 456 | $ 370 | $ 1,235 | $ 759 |
STOCK BASED COMPENSATION - Stoc
STOCK BASED COMPENSATION - Stock Option Activity (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Number of Options | ||||
Outstanding at beginning of year | 5,334,803 | |||
Granted | 31,538 | 74,742 | 1,040,107 | 935,276 |
Exercised | (437,584) | |||
Forfeited | (186,507) | |||
Canceled or expired | (7,950) | |||
Outstanding at June 30, 2016 | 5,742,869 | 5,742,869 | ||
Exercisable at June 30, 2016 | 3,153,185 | 3,153,185 | ||
Weighted Average Exercise Price per Share | ||||
Outstanding at beginning of year | $ 92.02 | |||
Granted | 110.93 | |||
Exercised | 70.20 | |||
Forfeited | 116.07 | |||
Canceled or expired | 102.64 | |||
Outstanding at June 30, 2016 | $ 96.32 | 96.32 | ||
Exercisable at June 30, 2016 | $ 82.22 | $ 82.22 | ||
Weighted Average Remaining Contractual Life | ||||
Outstanding at June 30, 2016 | 5 years 8 months 5 days | |||
Exercisable at June 30, 2016 | 4 years 9 months | |||
Total Aggregate Intrinsic Value | ||||
Outstanding at June 30, 2016 | $ 85,756 | $ 85,756 | ||
Exercisable at June 30, 2016 | $ 80,141 | $ 80,141 |
STOCK BASED COMPENSATION - Addi
STOCK BASED COMPENSATION - Additional Information (Detail) $ in Millions | 6 Months Ended |
Jun. 30, 2016USD ($)shares | |
Stock Options [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unrecognized compensation expenses related to non-vested option awards | $ 39.3 |
Weighted average period of recognition for unrecognized compensation expenses | 3 years 4 months 6 days |
Restricted Stock Units (RSUs) [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Weighted average period of recognition for unrecognized compensation expenses | 2 years 11 months 1 day |
Award vesting period | annually |
Ratio of share reserve related to RSUs granted | shares | 2 |
Unrecognized compensation expenses related to RSUs | $ 6.4 |
Restricted Stock Units (RSUs) [Member] | Minimum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Award vesting period | 3 years |
Restricted Stock Units (RSUs) [Member] | Maximum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Award vesting period | 5 years |
STOCK BASED COMPENSATION - Intr
STOCK BASED COMPENSATION - Intrinsic Value of Options Exercised (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ||||
Total intrinsic value of options exercised | $ 7,021 | $ 10,125 | $ 20,250 | $ 39,650 |
STOCK BASED COMPENSATION - Assu
STOCK BASED COMPENSATION - Assumptions used in Black-Scholes Model (Detail) - $ / shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ||||
Stock options granted (shares) | 31,538 | 74,742 | 1,040,107 | 935,276 |
Weighted average fair value at grant date | $ 19.69 | $ 22.18 | $ 20.17 | $ 22.80 |
Expected term (in years) | 4 years 9 months 18 days | 4 years 9 months 15 days | 4 years 9 months 7 days | 4 years 9 months 15 days |
Expected volatility | 20.96% | 15.98% | 18.11% | 16.58% |
Expected dividend yield | 0.00% | 0.00% | 0.00% | 0.00% |
Risk free interest rate | 1.26% | 1.43% | 1.22% | 1.44% |
STOCK BASED COMPENSATION - Rest
STOCK BASED COMPENSATION - Restricted Stock Units Activity (Detail) $ / shares in Units, $ in Thousands | 6 Months Ended |
Jun. 30, 2016USD ($)$ / sharesshares | |
Number of Restricted Stock Units | |
Non-vested at beginning of year | shares | 71,451 |
Granted | shares | 59,072 |
Forfeited | shares | (17,850) |
Non-vested at June 30, 2016 | shares | 112,673 |
Weighted Average Grant Date Fair Value Per Share | |
Non-vested at beginning of year | $ / shares | $ 101.29 |
Granted | $ / shares | 109.99 |
Forfeited | $ / shares | 105.38 |
Non-vested at June 30, 2016 | $ / shares | $ 105.21 |
Weighted Average Remaining Contractual Life | |
Non-vested at June 30, 2016 | 2 years 11 months 1 day |
Total Aggregate Intrinsic Value | |
Non-vested at June 30, 2016 | $ | $ 11,732 |
PREFERRED STOCK - Additional In
PREFERRED STOCK - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | Sep. 15, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Dec. 31, 2015 |
Class of Stock [Line Items] | ||||||
Gain on repurchase of mandatory convertible preferred stock | $ 1,280 | $ 0 | $ 1,280 | $ 0 | ||
Depositary Shares, Liquidation Preference Per Share | $ 100 | |||||
Payments of preferred stock | $ 20,127 | $ 0 | ||||
Series A Preferred Stock | ||||||
Class of Stock [Line Items] | ||||||
Preferred stock, authorized (in shares) | 1,000,000 | 1,000,000 | 1,000,000 | |||
Preferred stock, issued (in shares) | 763,500 | 763,500 | 770,000 | |||
Depositary share repurchased during period, share | 65,000 | |||||
Depositary share repurchased during period, value | $ 5,000 | |||||
Depositary share repurchased during period at an average price per share | $ 77.31 | |||||
Gain on repurchase of mandatory convertible preferred stock | $ 1,280 | |||||
Depository shares equivalent to preferred stock units (in shares) | 6,500 | 6,500 | ||||
Depositary shares (in shares) | 7,700,000 | |||||
Preferred stock, dividend rate | 5.25% | |||||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | ||
Issuance of preferred stock (in dollars per share) | $ 100 | |||||
Gross proceeds from issuance of preferred stock | $ 770,000 | |||||
Preferred stock, liquidation preference (in dollars per share) | $ 1,000 | |||||
Payments of preferred stock | $ 10,000 | $ 20,100 | ||||
Series A Preferred Stock | Minimum | ||||||
Class of Stock [Line Items] | ||||||
Common stock issuable upon conversion (in shares) | 5.8716 | |||||
Series A Preferred Stock | Maximum | ||||||
Class of Stock [Line Items] | ||||||
Common stock issuable upon conversion (in shares) | 7.3394 |
EARNINGS PER COMMON SHARE - Com
EARNINGS PER COMMON SHARE - Computation of Basic and Diluted Net Income Per Share (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Numerator: | ||||
Net income attributable to Stericycle, Inc. | $ 46,034 | $ 87,830 | $ 122,820 | $ 116,770 |
Less: mandatory convertible preferred stock dividend | 10,021 | 0 | 20,127 | 0 |
Less: gain on repurchase of preferred stock | (1,280) | 0 | (1,280) | 0 |
Net Income Attributable to Stericycle, Inc. Common Shareholders | $ 37,293 | $ 87,830 | $ 103,973 | $ 116,770 |
Denominator: | ||||
Denominator for basic earnings per share-weighted average shares (in shares) | 84,893,263 | 84,961,907 | 84,799,131 | 85,000,723 |
Effect of diluted securities: | ||||
Employee stock based awards (in shares) | 867,423 | 1,259,127 | 999,761 | 1,292,093 |
Mandatory convertible preferred stock (in shares) | 0 | 0 | 0 | 0 |
Denominator for diluted earnings per share-adjusted weighted average shares and after assumed exercises (in shares) | 85,760,686 | 86,221,034 | 85,798,892 | 86,292,816 |
Earnings per share - Basic (in dollars per share) | $ 0.44 | $ 1.03 | $ 1.23 | $ 1.37 |
Earnings per share - Diluted (in dollars per share) | $ 0.43 | $ 1.02 | $ 1.21 | $ 1.35 |
Series A Preferred Stock | ||||
Numerator: | ||||
Less: gain on repurchase of preferred stock | $ (1,280) | |||
Effect of diluted securities: | ||||
Antidilutive shares excluded from computation of diluted earnings per share (in shares) | 5,624,139 | 5,637,757 |
GOODWILL AND OTHER INTANGIBLE51
GOODWILL AND OTHER INTANGIBLE ASSETS - Additional Information (Detail) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2016USD ($) | Jun. 30, 2015USD ($) | Jun. 30, 2016USD ($)Segment | Jun. 30, 2015USD ($) | Dec. 31, 2015USD ($) | |
Intangible Assets By Major Class [Line Items] | |||||
Number of operating segments | Segment | 3 | ||||
Number of reporting units | Segment | 3 | ||||
Aggregate amortization expense | $ | $ 50,909 | $ 8,921 | $ 69,183 | $ 17,718 | $ 45,498 |
Shred-It Acquisition | |||||
Intangible Assets By Major Class [Line Items] | |||||
Additional amortization of intangible assets | $ | $ 30,000 | ||||
Customer relationships | |||||
Intangible Assets By Major Class [Line Items] | |||||
Finite lived intangible assets, weighted average remaining useful life | 15 years 7 months 6 days | ||||
Customer relationships | Maximum | |||||
Intangible Assets By Major Class [Line Items] | |||||
Finite-lived intangible assets, useful life | 40 years | ||||
Customer relationships | Minimum | |||||
Intangible Assets By Major Class [Line Items] | |||||
Finite-lived intangible assets, useful life | 5 years | ||||
Covenants not-to-compete | |||||
Intangible Assets By Major Class [Line Items] | |||||
Finite lived intangible assets, weighted average remaining useful life | 3 years 8 months 12 days | ||||
Covenants not-to-compete | Maximum | |||||
Intangible Assets By Major Class [Line Items] | |||||
Finite-lived intangible assets, useful life | 14 years | ||||
Covenants not-to-compete | Minimum | |||||
Intangible Assets By Major Class [Line Items] | |||||
Finite-lived intangible assets, useful life | 5 years | ||||
Tradenames | |||||
Intangible Assets By Major Class [Line Items] | |||||
Finite lived intangible assets, weighted average remaining useful life | 12 years 6 months | ||||
Tradenames | Maximum | |||||
Intangible Assets By Major Class [Line Items] | |||||
Finite-lived intangible assets, useful life | 40 years | ||||
Tradenames | Minimum | |||||
Intangible Assets By Major Class [Line Items] | |||||
Finite-lived intangible assets, useful life | 15 years | ||||
Other | |||||
Intangible Assets By Major Class [Line Items] | |||||
Finite lived intangible assets, weighted average remaining useful life | 18 years 3 months 18 days |
GOODWILL AND OTHER INTANGIBLE52
GOODWILL AND OTHER INTANGIBLE ASSETS - Changes in Carrying Amount of Goodwill (Detail) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2016 | Dec. 31, 2015 | |
Goodwill [Roll Forward] | ||
Beginning Balance | $ 3,758,177 | $ 2,418,832 |
Net increase in goodwill related to current year | 33,593 | 1,450,950 |
Purchase accounting allocation adjustments for prior year acquisitions | (224,123) | (28,277) |
Goodwill other changes | (440) | |
Changes due to foreign currency fluctuations | (9,364) | (82,888) |
Ending Balance | 3,558,283 | 3,758,177 |
Domestic Regulated Waste and Compliance Services | ||
Goodwill [Roll Forward] | ||
Beginning Balance | 2,612,185 | 1,467,969 |
Net increase in goodwill related to current year | 29,171 | 1,150,437 |
Purchase accounting allocation adjustments for prior year acquisitions | (128,076) | (6,221) |
Ending Balance | 2,513,280 | 2,612,185 |
International Regulated Waste and Compliance Services | ||
Goodwill [Roll Forward] | ||
Beginning Balance | 785,902 | 614,783 |
Net increase in goodwill related to current year | 4,422 | 273,519 |
Purchase accounting allocation adjustments for prior year acquisitions | (97,197) | (19,072) |
Goodwill other changes | (440) | |
Changes due to foreign currency fluctuations | (9,364) | (82,888) |
Ending Balance | 683,763 | 785,902 |
Other Segments | ||
Goodwill [Roll Forward] | ||
Beginning Balance | 360,090 | 336,080 |
Net increase in goodwill related to current year | 26,994 | |
Purchase accounting allocation adjustments for prior year acquisitions | 1,150 | (2,984) |
Ending Balance | $ 361,240 | $ 360,090 |
GOODWILL AND OTHER INTANGIBLE53
GOODWILL AND OTHER INTANGIBLE ASSETS - Values of Intangible Assets (Detail) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Intangible Assets By Major Class [Line Items] | |||
Gross Carrying Amount | $ 2,298,632 | $ 1,993,586 | |
Accumulated Amortization | 220,398 | 151,025 | |
Net Value | 2,078,234 | 1,842,561 | $ 909,645 |
Operating permits | |||
Intangible Assets By Major Class [Line Items] | |||
Gross Carrying Amount | 241,208 | 233,101 | |
Net Value | 241,208 | 233,101 | |
Tradenames | |||
Intangible Assets By Major Class [Line Items] | |||
Gross Carrying Amount | 480,741 | 426,498 | |
Net Value | 480,741 | 426,498 | |
Customer relationships | |||
Intangible Assets By Major Class [Line Items] | |||
Gross Carrying Amount | 1,539,892 | 1,304,388 | |
Accumulated Amortization | 210,224 | 144,020 | |
Net Value | 1,329,668 | 1,160,368 | |
Covenants not-to-compete | |||
Intangible Assets By Major Class [Line Items] | |||
Gross Carrying Amount | 9,875 | 6,878 | |
Accumulated Amortization | 6,137 | 5,141 | |
Net Value | 3,738 | 1,737 | |
Tradenames | |||
Intangible Assets By Major Class [Line Items] | |||
Gross Carrying Amount | 7,513 | 3,819 | |
Accumulated Amortization | 1,540 | 948 | |
Net Value | 5,973 | 2,871 | |
Other | |||
Intangible Assets By Major Class [Line Items] | |||
Gross Carrying Amount | 19,403 | 18,902 | |
Accumulated Amortization | 2,497 | 916 | |
Net Value | $ 16,906 | $ 17,986 |
GOODWILL AND OTHER INTANGIBLE54
GOODWILL AND OTHER INTANGIBLE ASSETS - Rollforward of Intangible Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Dec. 31, 2015 | |
Finite-lived and Indefinite-lived Intangible Assets [Roll Forward] | |||||
Beginning of period | $ 1,842,561 | $ 909,645 | $ 909,645 | ||
Intangible assets acquired during the year | $ 18,853 | 1,016,775 | |||
Valuation adjustments for prior year acquisitions | 294,792 | 35,241 | |||
Impairments during the year | (4,177) | ||||
Amortization during the year | (50,909) | $ (8,921) | (69,183) | $ (17,718) | (45,498) |
Changes due to foreign currency fluctuations | (8,789) | (69,425) | |||
End of period | $ 2,078,234 | $ 2,078,234 | $ 1,842,561 |
GOODWILL AND OTHER INTANGIBLE55
GOODWILL AND OTHER INTANGIBLE ASSETS - Estimated Amortization Expense (Detail) $ in Thousands | Jun. 30, 2016USD ($) |
Goodwill And Intangible Assets Disclosure [Abstract] | |
2,016 | $ 123,660 |
2,017 | 114,502 |
2,018 | 114,453 |
2,019 | 113,680 |
2,020 | $ 112,703 |
ENVIRONMENTAL REMEDIATION LIA56
ENVIRONMENTAL REMEDIATION LIABILITIES - Additional Information (Details) $ in Millions | Jun. 30, 2016USD ($) |
Site Contingency [Line Items] | |
Environmental remediation liabilities | $ 30.4 |
Accrued Liabilities [Member] | |
Site Contingency [Line Items] | |
Environmental remediation liabilities | 2.8 |
Other Liabilities [Member] | |
Site Contingency [Line Items] | |
Environmental remediation liabilities | $ 27.6 |
DEBT - Schedule of Long-Term De
DEBT - Schedule of Long-Term Debt (Detail) - USD ($) | 6 Months Ended | |
Jun. 30, 2016 | Dec. 31, 2015 | |
Debt Instrument [Line Items] | ||
Total debt | $ 3,129,099,000 | $ 3,214,048,000 |
Less: current portion of total debt | 109,868,000 | 161,409,000 |
Less: unamortized debt issuance costs | 10,643,000 | 12,287,000 |
Long-term portion of total debt | 3,008,588,000 | 3,040,352,000 |
Obligations under capital leases | ||
Debt Instrument [Line Items] | ||
Total debt | 13,574,000 | 15,024,000 |
$1.20 billion senior credit facility weighted average rate 1.97%, due in 2019 | ||
Debt Instrument [Line Items] | ||
Total debt | 531,065,000 | 353,763,000 |
Maximum borrowing capacity of line of credit facility | $ 1,200,000,000 | |
Long-term Debt, Weighted Average Interest Rate | 1.97% | |
$1.0 billion term loan weighted average rate 1.83%, due in 2020 | ||
Debt Instrument [Line Items] | ||
Total debt | $ 1,000,000,000 | 1,250,000,000 |
Maximum borrowing capacity of line of credit facility | $ 1,000,000,000 | |
Stated interest rate | 1.83% | |
$175 million private placement notes 3.89%, due in 2017 | ||
Debt Instrument [Line Items] | ||
Total debt | $ 175,000,000 | 175,000,000 |
Stated interest rate | 3.89% | |
Long-term debt, face amount | $ 175,000,000 | |
$125 million private placement notes 2.68%, due in 2019 | ||
Debt Instrument [Line Items] | ||
Total debt | $ 125,000,000 | 125,000,000 |
Stated interest rate | 2.68% | |
Long-term debt, face amount | $ 125,000,000 | |
$225 million private placement notes 4.47%, due in 2020 | ||
Debt Instrument [Line Items] | ||
Total debt | $ 225,000,000 | 225,000,000 |
Stated interest rate | 4.47% | |
Long-term debt, face amount | $ 225,000,000 | |
$150 million private placement notes 2.89%, due in 2021 | ||
Debt Instrument [Line Items] | ||
Total debt | $ 150,000,000 | 150,000,000 |
Stated interest rate | 2.89% | |
Long-term debt, face amount | $ 150,000,000 | |
$125 million private placement notes 3.26%, due in 2022 | ||
Debt Instrument [Line Items] | ||
Total debt | $ 125,000,000 | 125,000,000 |
Stated interest rate | 3.26% | |
Long-term debt, face amount | $ 125,000,000 | |
$200 million private placement notes 2.72%, due in 2022 | ||
Debt Instrument [Line Items] | ||
Total debt | $ 200,000,000 | 200,000,000 |
Stated interest rate | 2.72% | |
Long-term debt, face amount | $ 200,000,000 | |
$100 million private placement notes 2.79%, due in 2023 | ||
Debt Instrument [Line Items] | ||
Total debt | $ 100,000,000 | 100,000,000 |
Stated interest rate | 2.79% | |
Long-term debt, face amount | $ 100,000,000 | |
$150 million private placement notes 3.18%, due in 2023 | ||
Debt Instrument [Line Items] | ||
Total debt | $ 150,000,000 | 150,000,000 |
Stated interest rate | 3.18% | |
Long-term debt, face amount | $ 150,000,000 | |
Promissory notes and deferred consideration weighted average rate of 2.44% and weighted average maturity of 3.1 years | ||
Debt Instrument [Line Items] | ||
Total debt | $ 229,310,000 | 239,731,000 |
Long-term Debt, Weighted Average Interest Rate | 2.44% | |
Long Term Debt Maturity | 3 years 1 month 6 days | |
Foreign bank debt weighted average rate 7.82% and weighted average maturity of 2.3 years | ||
Debt Instrument [Line Items] | ||
Total debt | $ 105,150,000 | $ 105,530,000 |
Long-term Debt, Weighted Average Interest Rate | 7.82% | |
Long Term Debt Maturity | 2 years 3 months 18 days |
DEBT - Additional Information (
DEBT - Additional Information (Detail) - USD ($) | Jun. 30, 2016 | Dec. 31, 2015 |
$1.20 billion senior credit facility weighted average rate 1.97%, due in 2019 | ||
Debt Instrument [Line Items] | ||
Maximum borrowing capacity of line of credit facility | $ 1,200,000,000 | |
Revolving credit facility, amount committed to outstanding letters of credit | 162,500,000 | $ 160,400,000 |
Revolving credit facility, unused portion | 506,400,000 | $ 685,800,000 |
Term loan maturing in August 2020 | ||
Debt Instrument [Line Items] | ||
Maximum borrowing capacity of line of credit facility | 1,000,000,000 | |
$175 million private placement notes 3.89%, due in 2017 | ||
Debt Instrument [Line Items] | ||
Long-term debt, face amount | 175,000,000 | |
$125 million private placement notes 2.68%, due in 2019 | ||
Debt Instrument [Line Items] | ||
Long-term debt, face amount | 125,000,000 | |
$225 million private placement notes 4.47%, due in 2020 | ||
Debt Instrument [Line Items] | ||
Long-term debt, face amount | 225,000,000 | |
$150 million private placement notes 2.89%, due in 2021 | ||
Debt Instrument [Line Items] | ||
Long-term debt, face amount | 150,000,000 | |
$125 million private placement notes 3.26%, due in 2022 | ||
Debt Instrument [Line Items] | ||
Long-term debt, face amount | 125,000,000 | |
$200 million private placement notes 2.72%, due in 2022 | ||
Debt Instrument [Line Items] | ||
Long-term debt, face amount | 200,000,000 | |
$100 million private placement notes 2.79%, due in 2023 | ||
Debt Instrument [Line Items] | ||
Long-term debt, face amount | 100,000,000 | |
$150 million private placement notes 3.18%, due in 2023 | ||
Debt Instrument [Line Items] | ||
Long-term debt, face amount | $ 150,000,000 |
SEGMENT REPORTING - Additional
SEGMENT REPORTING - Additional Information (Detail) | 6 Months Ended |
Jun. 30, 2016Segment | |
Segment Reporting [Abstract] | |
Number of operating segments | 3 |
Number of reportable segments | 2 |
SEGMENT REPORTING - Financial I
SEGMENT REPORTING - Financial Information Concerning Company's Reportable Segments (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Dec. 31, 2015 | |
Segment Reporting Information [Line Items] | |||||
Revenues | $ 891,621 | $ 715,689 | $ 1,765,802 | $ 1,379,008 | |
Gross Profit | 381,095 | 304,824 | 750,279 | 586,155 | |
Amortization | 50,909 | 8,921 | 69,183 | 17,718 | $ 45,498 |
EBITA | 192,103 | 178,515 | 372,455 | 340,297 | |
Other Segments | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | 66,105 | 66,670 | 136,145 | 124,082 | |
Gross Profit | 32,883 | 32,917 | 67,787 | 59,692 | |
Amortization | 1,980 | 1,800 | 3,959 | 3,611 | |
EBITA | 14,121 | 13,777 | 29,674 | 23,050 | |
Reportable Segments | |||||
Segment Reporting Information [Line Items] | |||||
EBITA | 177,982 | 164,738 | 342,781 | 317,247 | |
Reportable Segments | Domestic Regulated and Compliance Services | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | 591,037 | 451,512 | 1,170,664 | 866,348 | |
Gross Profit | 271,816 | 208,690 | 532,975 | 401,878 | |
Amortization | 32,670 | 3,482 | 43,086 | 6,685 | |
EBITA | 164,181 | 140,106 | 315,880 | 269,018 | |
Reportable Segments | International Regulated and Compliance Services | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | 234,479 | 197,507 | 458,993 | 388,578 | |
Gross Profit | 76,396 | 63,217 | 149,517 | 124,585 | |
Amortization | 16,259 | 3,639 | 22,138 | 7,422 | |
EBITA | $ 13,801 | $ 24,632 | $ 26,901 | $ 48,229 |
SEGMENT REPORTING - Reconciliat
SEGMENT REPORTING - Reconciliation of Company's Primary Measure of Segment Profitability (EBITA) to Income from Operations (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Dec. 31, 2015 | |
Segment Reporting Reconciling Item For Operating Profit Loss From Segment To Consolidated [Line Items] | |||||
EBITA | $ 192,103 | $ 178,515 | $ 372,455 | $ 340,297 | |
Acquisition expenses | (2,607) | (2,986) | (5,597) | (6,282) | |
Integration expenses | (22,578) | (8,924) | (41,846) | (17,810) | |
Litigation expenses | (2,664) | 173 | (3,964) | (75,450) | |
Changes in fair value of contingent consideration | (35) | 2,644 | 640 | ||
Restructuring and plant conversion expenses | (929) | (3,058) | (1,170) | (15,360) | |
Contract exit costs | (12,708) | (12,708) | |||
Amortization expense | (50,909) | (8,921) | (69,183) | (17,718) | $ (45,498) |
Income from Operations | 99,708 | 154,764 | 240,631 | 208,317 | |
Other Segments | |||||
Segment Reporting Reconciling Item For Operating Profit Loss From Segment To Consolidated [Line Items] | |||||
EBITA | 14,121 | 13,777 | 29,674 | 23,050 | |
Amortization expense | (1,980) | (1,800) | (3,959) | (3,611) | |
Reportable Segments | |||||
Segment Reporting Reconciling Item For Operating Profit Loss From Segment To Consolidated [Line Items] | |||||
EBITA | 177,982 | 164,738 | 342,781 | 317,247 | |
Reportable Segments | Domestic Regulated and Compliance Services | |||||
Segment Reporting Reconciling Item For Operating Profit Loss From Segment To Consolidated [Line Items] | |||||
EBITA | 164,181 | 140,106 | 315,880 | 269,018 | |
Amortization expense | (32,670) | (3,482) | (43,086) | (6,685) | |
Reportable Segments | International Regulated and Compliance Services | |||||
Segment Reporting Reconciling Item For Operating Profit Loss From Segment To Consolidated [Line Items] | |||||
EBITA | 13,801 | 24,632 | 26,901 | 48,229 | |
Amortization expense | $ (16,259) | $ (3,639) | $ (22,138) | $ (7,422) |
SEGMENT REPORTING - Summary of
SEGMENT REPORTING - Summary of Revenue Details by Service Line (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Entity Wide Information Revenue From External Customer [Line Items] | ||||
Revenues | $ 891,621 | $ 715,689 | $ 1,765,802 | $ 1,379,008 |
Regulated and Compliance Solutions | ||||
Entity Wide Information Revenue From External Customer [Line Items] | ||||
Revenues | 517,186 | 515,978 | 1,021,220 | 1,013,388 |
Secure Information Destruction Services | ||||
Entity Wide Information Revenue From External Customer [Line Items] | ||||
Revenues | 190,534 | 375,164 | ||
Communication and Related Solutions | ||||
Entity Wide Information Revenue From External Customer [Line Items] | ||||
Revenues | 82,549 | 82,068 | 170,498 | 154,421 |
Manufacturing and Industrial Services | ||||
Entity Wide Information Revenue From External Customer [Line Items] | ||||
Revenues | $ 101,352 | $ 117,643 | $ 198,920 | $ 211,199 |