Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Feb. 19, 2018 | Jun. 30, 2017 | |
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-K | ||
Document Period End Date | Dec. 31, 2017 | ||
Document Fiscal Year Focus | 2,017 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | SRCL | ||
Amendment Flag | false | ||
Entity Common Stock, Shares Outstanding | 85,544,357 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Public Float | $ 6,512,899,920 |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME - USD ($) shares in Millions, $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Statement [Abstract] | |||
Revenues | $ 3,580.7 | $ 3,562.3 | $ 2,985.9 |
Cost of revenues | 2,118.2 | 2,075.4 | 1,731.1 |
Gross profit | 1,462.5 | 1,486.9 | 1,254.8 |
Selling, general and administrative expenses | 1,470.1 | 1,053.1 | 767.2 |
(Loss) income from operations | (7.6) | 433.8 | 487.6 |
Other income (expense): | |||
Interest income | 0.3 | 0 | 0.2 |
Interest expense | (94) | (97.8) | (77.5) |
Other (expense) income, net | (6.6) | (7.9) | 0.6 |
(Loss) income before income taxes | (107.9) | 328.1 | 410.9 |
Income tax (benefit) expense | (150.9) | 120.2 | 142.9 |
Net income | 43 | 207.9 | 268 |
Net income attributable to noncontrolling interests | 0.6 | 1.6 | 1 |
Net income attributable to Stericycle, Inc. | 42.4 | 206.3 | 267 |
Mandatory convertible preferred stock dividend | 36.3 | 39.4 | 10.1 |
Gain on repurchase of preferred stock | (17.3) | (11.3) | 0 |
Net income attributable to Stericycle, Inc. common shareholders | $ 23.4 | $ 178.2 | $ 256.9 |
Earnings per common share attributable to Stericycle, Inc. common shareholders: | |||
Basic | $ 0.27 | $ 2.10 | $ 3.02 |
Diluted | $ 0.27 | $ 2.08 | $ 2.98 |
Weighted average number of common shares Outstanding: | |||
Basic | 85.3 | 84.9 | 84.9 |
Diluted | 85.6 | 85.6 | 86.2 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Statement Of Income And Comprehensive Income [Abstract] | |||
Net income | $ 43 | $ 207.9 | $ 268 |
Other comprehensive income (loss): | |||
Foreign currency translation adjustments | 80.5 | (86.7) | (140.6) |
Amortization of cash flow hedge into income, net of tax expense ($0.7, $0.8, and $0.4 for the years ended December 31, 2017, 2016, and 2015, respectively) | 1 | 1.1 | 0.7 |
Change in fair value of cash flow hedge, net of tax expense (benefit) ($0.0, $0.0, and ($2.6)) for the years ended December 31, 2017, 2016, and 2015, respectively) | 0.3 | 0.2 | (4.1) |
Total other comprehensive income (loss) | 81.8 | (85.4) | (144) |
Comprehensive income | 124.8 | 122.5 | 124 |
Less: comprehensive income attributable to noncontrolling interests | 1.8 | 1.2 | 1.2 |
Comprehensive income attributable to Stericycle, Inc. common shareholders | $ 123 | $ 121.3 | $ 122.8 |
CONSOLIDATED STATEMENTS OF COM4
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Parenthetical) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Statement Of Income And Comprehensive Income [Abstract] | |||
Amortization of cash flow hedge into income, tax expense | $ 0.7 | $ 0.8 | $ 0.4 |
Change in fair value of cash flow hedge, tax expense/(benefit) | $ 0 | $ 0 | $ (2.6) |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 |
Current Assets: | ||
Cash and cash equivalents | $ 42.2 | $ 44.2 |
Accounts receivable, less allowance for doubtful accounts of $65.2 in 2017 and $49.6 in 2016 | 624.1 | 634.9 |
Prepaid expenses | 80 | 46.2 |
Other current assets | 46.3 | 39.2 |
Assets held for sale | 20.8 | 9.1 |
Total Current Assets | 813.4 | 773.6 |
Property, plant and equipment, less accumulated depreciation of $603.2 in 2017 and $495.2 in 2016 | 741 | 723.9 |
Goodwill | 3,604 | 3,591 |
Intangible assets, less accumulated amortization of $392.5 in 2017 and $271.6 in 2016 | 1,791.5 | 1,862 |
Other assets | 38.4 | 29.6 |
Total Assets | 6,988.3 | 6,980.1 |
Current Liabilities: | ||
Current portion of long-term debt | 119.5 | 72.8 |
Bank overdraft | 7 | 4.4 |
Accounts payable | 195.2 | 172.3 |
Accrued liabilities | 588.1 | 228.5 |
Deferred revenues | 17.9 | 17.9 |
Other current liabilities | 36.6 | 44.1 |
Liabilities held for sale | 5.1 | 2.9 |
Total Current Liabilities | 969.4 | 542.9 |
Long-term debt, net | 2,615.3 | 2,877.3 |
Deferred income taxes | 371.1 | 645.4 |
Long-term tax payable | 55.8 | 34.2 |
Other liabilities | 68.1 | 63.9 |
Total Liabilities | 4,079.7 | 4,163.7 |
Commitments and contingencies | ||
Equity: | ||
Preferred stock (par value $0.01 per share, 1.0 shares authorized), mandatory convertible preferred stock, Series A, 0.7 issued and outstanding in 2017 and 2016 | ||
Common stock (par value $.01 per share, 120.0 shares authorized, 85.5 issued and outstanding in 2017 and 85.2 issued and outstanding in 2016) | 0.9 | 0.8 |
Additional paid-in capital | 1,153.2 | 1,166.5 |
Retained earnings | 2,029.5 | 2,006.1 |
Accumulated other comprehensive loss | (287) | (367.6) |
Total Stericycle, Inc.’s Equity | 2,896.6 | 2,805.8 |
Noncontrolling interests | 12 | 10.6 |
Total Equity | 2,908.6 | 2,816.4 |
Total Liabilities and Equity | $ 6,988.3 | $ 6,980.1 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 |
Statement Of Financial Position [Abstract] | ||
Accounts receivable, allowance for doubtful accounts | $ 65.2 | $ 49.6 |
Property, plant and equipment, accumulated depreciation | 603.2 | 495.2 |
Intangible assets, accumulated amortization | $ 392.5 | $ 271.6 |
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) | 673,380 | 726,500 |
Preferred stock, outstanding (in shares) | 673,380 | 726,500 |
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) | 85,500,000 | 85,200,000 |
Common stock, outstanding (in shares) | 85,500,000 | 85,200,000 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
OPERATING ACTIVITIES: | |||
Net income | $ 43 | $ 207.9 | $ 268 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation | 131.1 | 123.2 | 81.9 |
Intangible amortization | 118.4 | 129.3 | 45.5 |
Stock-based compensation expense | 21.3 | 20.5 | 21.7 |
Excess tax benefit of stock options exercised | (16.9) | ||
Deferred income taxes | (290.2) | 7.1 | (10.3) |
Asset impairment charges and loss (gain) on disposal of assets held for sale | 112.2 | 28.5 | 1.8 |
Other, net | (6.7) | 1 | 8.4 |
Changes in operating assets and liabilities, net of the effects of acquisitions and divestitures: | |||
Accounts receivable | 17.1 | (43.1) | (55.9) |
Prepaid expenses | (33.9) | (1.2) | (8.1) |
Accounts payable | 22.9 | 5.2 | 28.2 |
Accrued liabilities | 363 | 28.5 | 26.1 |
Other assets and liabilities | 10.4 | 53.9 | (4.3) |
Net cash provided by operating activities | 508.6 | 560.8 | 386.1 |
INVESTING ACTIVITIES: | |||
Capital expenditures | (143) | (136.2) | (114.8) |
Payments for acquisitions, net of cash acquired | (52.5) | (63.9) | (2,419.4) |
Proceeds from divestitures of businesses and sale of other assets | 2.5 | 2.1 | |
Other, net | 2.4 | 0.3 | |
Net cash used in investing activities | (193) | (195.6) | (2,533.9) |
FINANCING ACTIVITIES: | |||
Repayments of long-term debt and other obligations | (62.1) | (89.2) | (93.2) |
Proceeds from foreign bank debt | 13.3 | 76.2 | 53.7 |
Repayment of foreign bank debt | (31.9) | (84.1) | (87.3) |
Proceeds from term loan | 50 | 1,550 | |
Repayment of term loan | (100) | (250) | (300) |
Proceeds from private placement of long-term note | 600 | ||
Repayment of private placement of long-term note | (175) | (100) | |
Proceeds from senior credit facility | 1,739.1 | 1,464.9 | 1,907.4 |
Repayment of senior credit facility | (1,689.7) | (1,393.3) | (2,004.4) |
Proceeds from (repayment of) bank overdrafts, net | 2.4 | (13.6) | 4.3 |
Payments of capital lease obligations | (3.6) | (5.3) | (3.9) |
Payments of deferred financing costs | (2.7) | (0.6) | (9.9) |
Payment for hedge | (8.8) | ||
Payments for repurchase of common stock | (40.8) | (130.6) | |
Proceeds from issuance of common stock, net of shares withheld for tax | 10.2 | 37.5 | 60.1 |
Proceeds from issuance of mandatory convertible preferred stock | 746.9 | ||
Payments for repurchase of mandatory convertible preferred stock | (34.2) | (30.9) | |
Dividends paid on mandatory convertible preferred stock | (36.3) | (39.4) | (10.1) |
Excess tax benefit of stock options exercised | 16.9 | ||
Payments to noncontrolling interests | (0.7) | (8.2) | (5.7) |
Net cash (used in) provided by financing activities | (321.2) | (376.8) | 2,185.4 |
Effect of exchange rate changes on cash and cash equivalents | 3.6 | 0.2 | (4.2) |
Net change in cash and cash equivalents | (2) | (11.4) | 33.4 |
Cash and cash equivalents at beginning of year | 44.2 | 55.6 | 22.2 |
Cash and cash equivalents at end of year | 42.2 | 44.2 | 55.6 |
SUPPLEMENTAL CASH FLOW INFORMATION: | |||
Issuances of obligations for acquisitions | 16.5 | 44.2 | 80.2 |
Accrued capital expenditures | 5 | 6.2 | |
Interest paid during the year | 85.8 | 88.8 | 68 |
Income taxes paid during the year, net of refunds | $ 128.9 | $ 111.5 | $ 125.1 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY - USD ($) shares in Millions, $ in Millions | Total | Preferred Stock | Common Stock | Additional Paid-In Capital | Retained Earnings | Accumulated Other Comprehensive Loss | Noncontrolling Interests |
Beginning Balance at Dec. 31, 2014 | $ 1,917.2 | $ 0.8 | $ 289.2 | $ 1,743.4 | $ (138.4) | $ 22.2 | |
Beginning Balance (in shares) at Dec. 31, 2014 | 0 | 84.9 | |||||
Net income | 268 | 267 | 1 | ||||
Currency translation adjustment | (140.6) | (140.8) | 0.2 | ||||
Change in qualifying cash flow hedge, net of tax | (3.4) | (3.4) | |||||
Issuance of common stock for exercise of options and employee stock purchases, net of shares withheld for tax | 68.6 | 68.6 | |||||
Issuance of common stock for exercise of options and employee stock purchases, net of shares withheld for tax, (in shares) | 1 | ||||||
Issuance of mandatory convertible preferred stock | 746.9 | 746.9 | |||||
Issuance of mandatory convertible preferred stock (in shares) | 0.8 | ||||||
Purchase and cancellation of treasury stock | (131.6) | (131.6) | |||||
Purchase and cancellation of treasury stock (in shares) | (1) | ||||||
Preferred stock dividend | (10.1) | (10.1) | |||||
Stock compensation expense | 21.7 | 21.7 | |||||
Excess tax benefit of stock options exercised | 16.9 | 16.9 | |||||
Reduction to noncontrolling interests due to additional ownership | (5.7) | (0.3) | (5.4) | ||||
Ending Balance at Dec. 31, 2015 | 2,747.9 | $ 0.8 | 1,143 | 1,868.7 | (282.6) | 18 | |
Ending Balance (in shares) at Dec. 31, 2015 | 0.8 | 84.9 | |||||
Net income | 207.9 | 206.3 | 1.6 | ||||
Currency translation adjustment | (86.7) | (86.3) | (0.4) | ||||
Change in qualifying cash flow hedge, net of tax | 1.3 | 1.3 | |||||
Issuance of common stock for exercise of options and employee stock purchases, net of shares withheld for tax | 44.8 | 44.8 | |||||
Issuance of common stock for exercise of options and employee stock purchases, net of shares withheld for tax, (in shares) | 0.7 | ||||||
Purchase and cancellation of treasury stock | (40.8) | (40.8) | |||||
Purchase and cancellation of treasury stock (in shares) | (0.4) | ||||||
Purchase And Cancellation Of Convertible Preferred Stock Value | (30.9) | (42.2) | 11.3 | ||||
Purchase and cancellation of convertible preferred stock (in shares) | (0.1) | ||||||
Preferred stock dividend | (39.4) | (39.4) | |||||
Stock compensation expense | 20.5 | 20.5 | |||||
Reduction to noncontrolling interests due to additional ownership | (8.2) | 0.4 | (8.6) | ||||
Ending Balance at Dec. 31, 2016 | 2,816.4 | $ 0.8 | 1,166.5 | 2,006.1 | (367.6) | 10.6 | |
Ending Balance (in shares) at Dec. 31, 2016 | 0.7 | 85.2 | |||||
Net income | 43 | 42.4 | 0.6 | ||||
Currency translation adjustment | 80.5 | 79.3 | 1.2 | ||||
Change in qualifying cash flow hedge, net of tax | 1.3 | 1.3 | |||||
Issuance of common stock for exercise of options and employee stock purchases, net of shares withheld for tax | 17.3 | $ 0.1 | 17.2 | ||||
Issuance of common stock for exercise of options and employee stock purchases, net of shares withheld for tax, (in shares) | 0.3 | ||||||
Purchase And Cancellation Of Convertible Preferred Stock Value | (34.2) | (51.5) | 17.3 | ||||
Preferred stock dividend | (36.3) | (36.3) | |||||
Stock compensation expense | 21.3 | 21.3 | |||||
Reduction to noncontrolling interests due to additional ownership | (0.7) | (0.3) | (0.4) | ||||
Ending Balance at Dec. 31, 2017 | $ 2,908.6 | $ 0.9 | $ 1,153.2 | $ 2,029.5 | $ (287) | $ 12 | |
Ending Balance (in shares) at Dec. 31, 2017 | 0.7 | 85.5 |
BASIS OF PRESENTATION AND SUMMA
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 1 – BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Description of Business We are a business-to-business services provider with a focus on regulated and compliance solutions for healthcare, retail, and commercial businesses. This includes the collection and processing of regulated and specialized waste for disposal and the collection of personal and confidential information for secure destruction, plus a variety of training, consulting, recall/return, communication, and compliance services. We were incorporated in 1989 and presently serve a diverse customer base of more than one million customers throughout the United States, Argentina, Austria, Australia, Belgium, Brazil, Canada, Chile, France, Germany, Ireland, Japan, Luxembourg, Mexico, the Netherlands, Portugal, Republic of Korea, Romania, Singapore, Spain, and the United Kingdom. For further information on the Company’s business, segments and services, see Part I, Item 1. Business and Note 16 – Segment Reporting. Summary of Significant Accounting Policies Basis of Presentation: The accompanying consolidated financial statements include the accounts of Stericycle, Inc. and its subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. The Company's consolidated financial statements were prepared in accordance with U.S. GAAP and include the assets, liabilities, revenue and expenses of all wholly-owned subsidiaries and majority-owned subsidiaries over which the Company exercises control. Outside stockholders' interests in subsidiaries are shown on the consolidated financial statements as “Noncontrolling interests." Use of Estimates: The preparation of financial statements in conformity with generally accepted accounting principles requires us to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Some areas where we make estimates include our allowance for doubtful accounts, credit memo reserve, accrued employee health and welfare benefits, environmental liabilities, stock compensation expense, income tax liabilities, accrued auto and workers’ compensation insurance claims, intangible asset valuations, and goodwill impairment. Such estimates are based on historical trends and on various other assumptions that are believed to be reasonable under the circumstances. Actual results could differ from our estimates. Revenue Recognition: Revenues for our regulated medical waste management services, other than our compliances services, and secure information destruction services are recognized at the time of waste collection. Our compliance service revenues are recognized evenly over the contractual service period. Payments received in advance are deferred and recognized as services are provided. Revenues from hazardous waste services are recorded at the time waste is received at our processing facility or delivered to a third party. Revenues from regulated recall and returns management services and communication solutions are recorded at the time services are performed. Revenues from product sales are recognized at the time the goods are shipped to the ordering customer. Charges related to sales taxes and international value added tax ("VAT") and other similar pass through taxes are not included as revenue. Effective January 1, 2018, the Company will adopt ASU No. 2014-09 “Revenue from Contracts with Customers (Topic 606) Cash and Cash Equivalents: We consider all highly liquid investments with a maturity of less than three months when purchased to be cash equivalents. Cash equivalents are carried at cost. Accounts Receivable and Allowance for Doubtful Accounts: Accounts receivable consist of amounts due to us from our normal business activities. Our accounts receivable balance includes amounts related to VAT and similar international pass-through taxes. We do not require collateral as part of our standard trade credit policy. Accounts receivable balances are determined to be past due based on the contractual terms with the customer. We maintain an allowance for doubtful accounts to reflect the expected uncollectability of accounts receivable based on past collection history and specific risks identified among uncollected accounts. Accounts receivable are written off against the allowance for doubtful accounts when we have determined that the receivable will not be collected and/or when the account has been referred to a third party collection agency. No single customer accounts for more than approximately 1.0% of our accounts receivable. During the year ended December 31, 2017, 2016 and 2015, bad debt expense was $32.3 million, $41.8 million, and $13.7 million, respectively. Financial Instruments: Our financial instruments consist of cash and cash equivalents, short-term investments, accounts receivable and payable, derivatives, and long-term debt. Financial instruments, which potentially subject us to concentrations of credit risk, consist principally of accounts receivable. Credit risk on trade receivables is minimized as a result of the large size of our customer base. No single customer represents greater than approximately 1.0% of total accounts receivable. We perform ongoing credit evaluation of our customers and maintain allowances for potential credit losses. Property, Plant and Equipment: Property, plant and equipment is stated at cost. Depreciation and amortization, which includes the depreciation of assets recorded under capital leases, is computed using the straight-line method over the estimated useful lives of the assets as follows: Building and improvements 2 to 40 years Machinery and equipment 2 to 30 years Containers 2 to 20 years Vehicles 2 to 10 years Office equipment and furniture 2 to 20 years Software and Enterprise Resource Planning system 2 to 10 years Capitalized Interest: We capitalize interest incurred associated with projects under construction for the duration of the asset construction period. During the year ended December 31, 2017, we capitalized interest of $1.6 million. We did not capitalized interest in 2016 and 2015. Goodwill and Other Identifiable Intangible Assets: Goodwill is not amortized but is subject to an annual impairment test which we perform as of October 1 or whenever indicators of impairment exist. Indefinite lived intangibles may be assessed using either a qualitative or quantitative approach. The qualitative approach first determines if it is more-likely-than-not that the fair value of the asset is less than the carrying value. If no such determination is made, then the impairment test is complete. If, however, it is determined that there is a likely impairment, a quantitative assessment must then be made. One determination on whether to use the qualitative approach is the time since the last quantitative approach. In the fourth quarter of 2017, the Company performed its annual impairment test on indefinite lived intangibles, other than goodwill using the qualitative approach for certain assets and the quantitative approach for the remaining assets. We used a quantitative approach to assess goodwill for impairment. The fair value of each reporting unit is calculated using the income approach (including discounted cash flows) and validated using a market approach. The income approach uses expected future cash flows of each reporting unit and discounts those cash flows to present value. Expected future cash flows are calculated using management assumptions of growth rates, including long-term 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 a calculated weighted average cost of capital which is adjusted for each of our reporting units based on size, country and company specific risk premiums. The market approach compares the valuation multiples of similar companies to that of the associated reporting unit. We then reconcile the calculated fair values to our market capitalization. The fair value is then compared to its carrying value including goodwill. If the fair value is in excess of its carrying value, the related goodwill is not impaired. If the fair value is less than its carrying value. We recognize an impairment loss in the amount that carrying value exceeds the fair value. We performed our annual good will impairment test as of October 1, 2017 and recognized $65.0 million in non-cash goodwill impairment charges in our Latin America reporting unit. For further discussion see Note 5 – Goodwill and Other Intangible Assets Impairment of Long-Lived Assets: Long-lived assets, such as property, plant and equipment and intangible assets which are amortized are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset or asset group may not be recoverable. If circumstances require that a long-lived asset or asset group to be held and used be tested for possible impairment, the Company first compares the undiscounted cash flows expected to be generated by that long-lived asset or asset group to its carrying amount. If the carrying amount of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, an impairment is recognized to the extent that the carrying amount exceeds its fair value. Long-lived assets or disposal groups classified as held for sale are recorded at the lower of their carrying amount or fair value less estimated selling costs. Long-lived assets are not depreciated or amortized while classified as held for sale. Insurance: Our insurance for workers’ compensation, auto/fleet, property and employee-related health care benefits is obtained using high deductible insurance policies. A third-party administrator is used to process all such claims. We require all workers’ compensation, auto/fleet, and property claims to be reported within 24 hours. As a result, we accrue these liabilities based upon the claim reserves established by the third-party administrator at the end of each reporting period. Accruals include an estimate for claims incurred but not yet reported. Our workers compensation, auto/fleet and employee health insurance benefit liability is based on our historical claims experience. Restructuring Charges: Involuntary termination benefits are accrued upon the commitment to a termination plan and when the benefit arrangement is communicated to affected employees, or when liabilities are determined to be probable and estimable, depending on the existence of a substantive plan for severance or termination. Costs for one-time termination benefits in which the employee is required to render service until termination in order to receive the benefits are recognized ratably over the future service period. Contract termination costs are recorded when contracts are terminated or when we cease to use the leased facility and no longer derive economic benefit from the contract. All other exit costs are expensed as incurred. For further discussion, see Note 3 – Restructuring, Divestitures, and Assets Held For Sale . Stock-Based Compensation: The Company recognizes stock-based compensation expense based on the estimate grant-date fair value for all stock-based awards which include stock options, restricted stock units, and performance stock units. Expense is generally recognized on a straight-line basis over the service period during which awards are expected to vest. We present stock-based compensation expense within the Consolidated Statements of Income based on the classification of the respective employees' cash compensation. For further discussion, see Note 12 – Stock-Based Compensation . Income Taxes: We are subject to income taxes in both the U.S. and numerous foreign jurisdictions. We compute our provision for income taxes using the asset and liability method, under which deferred tax assets and liabilities are recognized for the expected future tax consequences of temporary differences between the financial reporting and tax basis of assets and liabilities and for operating loss and tax credit carry-forwards. Deferred tax assets and liabilities are measured using the currently enacted tax rates that are expected to apply to taxable income for the years in which those tax assets and liabilities are expected to be realized or settled. Significant judgments are required in order to determine the realizability of these deferred tax assets. In assessing the need for a valuation allowance, we evaluate all significant available positive and negative evidence, including historical operating results, estimates of future taxable income and the existence of prudent and feasible tax planning strategies. Changes in the expectations regarding the realization of deferred tax assets could materially impact income tax expense in future periods. Tax liabilities are recorded when, in management’s judgment, a tax position does not meet the more likely than not (i.e. a likelihood of more than fifty percent) threshold for recognition. For tax positions that meet the more likely than not threshold, a tax liability may still be recorded depending on management’s assessment of how the tax position will ultimately be settled. The Company records interest and penalties on unrecognized tax benefits in the provision for income taxes. For further discussion, see Note 8 – Income Taxes . Lease and Asset Retirement Obligations: The Company classifies leases at their inception as either operating or capital leases and may receive renewal or expansion options, rent holidays, and leasehold improvement or other incentives on certain lease agreements. The Company recognizes operating lease costs on a straight-line basis, taking into account adjustments for free or escalating rental payments and deferred payment terms. Additionally, lease incentives are accounted for as a reduction of lease costs over the lease term. Rent expense associated with operating lease obligations that relate to the delivery of our services is presented in Cost of revenues (“COR”) and the remaining is classified within Selling, general and administrative expenses (“SG&A”) on the Consolidated Statements of Income. Minimum lease payments made under capital leases are apportioned between interest expense and a reduction of the related capital lease obligations, which are classified within Accrued liabilities and Current portion of long-term debt on the Consolidated Balance Sheets. The Company establishes assets and liabilities for the present value of estimated future costs to retire long-lived assets at the termination or expiration of a lease. Such assets are amortized over the lease term, and the recorded liabilities are accreted to the future value of the estimated retirement costs. The related amortization and accretion expenses are presented within COR if the leased asset is used in the delivery of our services and the remaining expenses are presented within SG&A on the Consolidated Statements of Income. Foreign Currency: Assets and liabilities of foreign affiliates that use the local currency as their functional currency are translated at the exchange rate on the last day of the accounting period, and income statement accounts are translated at the average rates during the period. Related translation adjustments are reported as a component of accumulated other comprehensive loss on the Consolidated Balance Sheets. Foreign currency gains and losses resulting from transactions which are denominated in currencies other than the entity’s functional currency, including foreign currency gains and losses on intercompany balances that are not of a long-term investment nature, are included within Other (expense)/income, net on the Consolidated Statements of Income. Reclassifications: Certain amounts in previously issued financial statements have been reclassified to conform to the current period presentation. During 2017, we presented certain rent, utility and depreciation expenses in COR that had historically been classified in SG&A. For the year ended December 31, 2016, we reclassified $15.0 million, of which $7.3 million was for rent and utility expenses and $7.7 million was for depreciation expenses, from SG&A to COR to conform to the current year presentation. For the year ended December 31, 2015, we reclassified $11.4 million, of which $7.2 million was for rent and utility expenses and $4.2 million was for depreciation expenses, from SG&A to COR to conform to the current year presentation. To conform to the current period cash flows presentation, we reclassified $13.6 million net repayments of bank overdrafts from Operating Activities to Financing Activities for the year ended December 31, 2016 and $4.3 million net proceeds from bank overdrafts from Operating Activities to Financing Activities for the year ended December 31, 2015. New Accounting Standards: Adoption of New Accounting Standards Intangibles – Goodwill and Other – Simplifying the Test for Goodwill Impairment Effective January 2017, the Company early adopted ASU 2017-04, Intangibles – Goodwill and Other (Topic 350) – Simplifying the Test for Goodwill Impairment. Statement of Cash Flows Effective January 2017, the Company early adopted the guidance in ASU No. 2016-15 “Statement of Cash Flows” (Topic 230). This guidance clarifies diversity in practice on where in the Statement of Cash Flows to recognize certain transactions, including the classification of payment of contingent consideration for acquisitions between Financing and Operating activities. Based on the results of the Company’s analysis, there is no impact on our financial statements, as our treatment of the relevant affected items within the Consolidated Statement of Cash Flows is consistent with the requirements of this guidance. 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) Definition of a Business On January 5, 2017, the FASB issued ASU No. 2017-01, “ Clarifying the Definition of a Business” (Topic ASC 805) Leases In February 2016, the FASB issued ASU No. 2016-02, “Leases” (Topic 842) Intra-Entity Transfers of Assets Other Than Inventory In October 2016, the FASB issued ASU No. 2016-16, “Intra-Entity Transfers of Assets Other Than Inventory.” Compensation – Stock Compensation In May 2017, the FASB issued ASU No. 2017-09, “Compensation – Stock Compensation” (Topic 718) - Scope of Modification Accounting Derivatives and Hedging In August 2017, the FASB issued ASU No. 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities |
ACQUISITIONS
ACQUISITIONS | 12 Months Ended |
Dec. 31, 2017 | |
Business Combinations [Abstract] | |
ACQUISITIONS | NOTE 2 – ACQUISITIONS Acquisitions During the years ended December 31, 2017, 2016, and 2015, the Company completed 30, 31, and 43 acquisitions, respectively. The acquisitions were all considered to be business combinations under the current guidance. The following table summarizes the locations, services, and type of acquisitions: 2017 Acquisitions Service Type Acquisition Locations Total Number of Acquisitions Regulated Waste Secure Information Destruction Communication Services Acquisitions of Selected Assets and Liabilities Acquisitions of Stock United States 21 2 18 1 21 - Canada 1 - 1 - - 1 France 1 - 1 - 1 - Netherlands 2 1 1 - 2 - Portugal 1 1 - - - 1 Republic of Korea 2 2 - - 2 - Spain 2 1 1 - 1 1 Total 30 7 22 1 27 3 2016 Acquisitions Service Type Acquisition Locations Total Number of Acquisitions Regulated Waste Secure Information Destruction Communication Services Acquisitions of Selected Assets and Liabilities Acquisitions of Stock United States 21 5 15 1 19 2 Australia 3 - 3 - 3 - Republic of Korea 1 1 - - 1 - Romania 2 2 - - 2 - Spain 3 2 1 - 2 1 United Kingdom 1 1 - - 1 - Total 31 11 19 1 28 3 2015 Acquisitions Service Type Acquisition Locations Total Number of Acquisitions Regulated Waste Secure Information Destruction Communication Services Acquisitions of Selected Assets and Liabilities Acquisitions of Stock United States 19 13 4 2 16 3 Brazil 2 2 - - - 2 Canada 2 - 1 1 - 2 Ireland 1 1 - - - 1 Mexico 3 3 - - 1 2 Netherlands 2 2 - - 1 1 Republic of Korea 6 6 - - 6 - Romania 4 4 - - 3 1 Spain 4 4 - - 4 - Total 43 35 5 3 31 12 The following table summarizes the acquisition date fair value of consideration transferred for acquisitions completed during the years ended December 31, 2017, 2016, and 2015, respectively: In millions 2017 2016 2015 Cash $ 52.9 $ 55.4 $ 2,420.7 Promissory notes 25.3 40.9 64.1 Deferred consideration 1.1 4.1 3.2 Contingent consideration 0.1 1.0 10.1 Total purchase price $ 79.4 $ 101.4 $ 2,498.1 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 year ended December 31, 2017, we recognized an increase in goodwill of $46.5 million related to current year acquisitions, excluding the effect of foreign currency translation. Approximately $44.5 million of the goodwill recognized during the year ended December 31, 2017 will be deductible for income taxes. During the year ended December 31, 2017, we recognized an increase in estimated fair value of acquired customer relationships from current year acquisitions of $28.2 million, excluding the effect of foreign currency translation, with amortizable lives of 10 to 30 years. The fair value of consideration transferred in a business combination is allocated to the tangible and intangible assets 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 and other adjustments to purchase price allocations for the years ended December 31, 2017, 2016, and 2015: In millions 2017 2016 2015 Fixed assets $ 3.9 $ 13.1 $ 196.2 Intangibles 28.2 35.5 1,016.8 Goodwill 46.5 52.8 1,450.9 Net other assets and liabilities 1.1 2.2 59.5 Net deferred tax liabilities (0.3 ) (2.2 ) (225.3 ) Total purchase price allocation $ 79.4 $ 101.4 $ 2,498.1 The results of operations of these acquired businesses have been included on the 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. As of December 31, 2017, purchase accounting has been completed for all of our 2016 acquisitions. The following table summarizes the adjustments to the consideration transferred for prior year acquisitions during 2017: In millions Adjustments to Prior Year Acquisitions Cash $ (0.4 ) Promissory notes (0.4 ) Contingent consideration (9.6 ) Total purchase price $ (10.4 ) The following table summarizes various adjustments to our prior year acquisitions during 2017: In millions Adjustments to Prior Year Acquisitions Fixed assets $ (6.0 ) Intangibles 7.9 Goodwill (7.4 ) Net other assets and liabilities (1.5 ) Net deferred tax liabilities (3.4 ) Total purchase price allocation $ (10.4 ) |
RESTRUCTURING, DIVESTITURES, AN
RESTRUCTURING, DIVESTITURES, AND ASSETS HELD FOR SALE | 12 Months Ended |
Dec. 31, 2017 | |
Restructuring And Related Activities [Abstract] | |
RESTRUCTURING, DIVESTITURES, AND ASSETS HELD FOR SALE | NOTE 3 – RESTRUCTURING, DIVESTITURES, AND ASSETS HELD FOR SALE Restructuring - Business Transformation Stericycle is focused on driving long-term growth, profitability and delivering enhanced shareholder value. As part of our business strategy, in the third quarter of 2017, we initiated a comprehensive multiyear Business Transformation with the objective to improve long-term operational and financial performance. The Business Transformation is based on a strategic vision to build a best-in-class enterprise performance management (“EPM”) operating model to enable the Company to operate more efficiently, provide an enhanced experience to customers, better capitalize on future growth opportunities and establish greater controls and oversight to drive more consistent results. Additionally, a key component to the Business Transformation is the implementation of an enterprise resource planning (“ERP”) system which will leverage standard processes throughout the organization to accelerate decision making, expedite acquisition integration, remediate compliance and control issues, and enable real-time analytics. Key initiatives of the Business Transformation include: • Portfolio Rationalization: Executing on a comprehensive review of the Company’s global service lines to identify and pursue the divestiture of non-strategic assets. • Operational Optimization: Standardizing route planning logistics, modernizing field operations, and driving network efficiency across facilities. • Organizational Excellence and Efficiency: Redesigning the Company’s organizational structure to optimize resources and align around a global shared business services model. • Commercial Excellence: Aligning our sales and service organizations around the customer, standardizing our customer relationship management process, and expanding customer self-service options. • Strategic Sourcing: Reducing spend through global procure-to-pay processes and leveraging organizational scale. For the year ended December 31, 2017, we incurred As of December 31, 2017, the remaining liability for unpaid employee termination costs was $2.2 million related to Business Transformation which is expected to be paid within the current year. All other employee termination payments were complete by December 31, 2017. While the Company believes the recorded restructuring liability is adequate, revisions to current estimates may be recorded in future periods based on new information as it becomes available. There could be additional initiatives in the future to further streamline our operations. As such, the Company expects further expenses related to workforce reductions and other facility rationalization costs when those restructuring plans are finalized and related expenses are estimable. Divestitures In the fourth quarter of 2017, we sold certain assets and liabilities in South Africa for $7.3 million, resulting in a non-taxable gain of $3.0 million, which is included in SG&A on the Consolidated Statements of Income. In the second quarter of 2017, we sold certain assets in the U.K. for $1.2 million, resulting in a pretax loss of $5.7 million ($4.6 million, net of tax), which is included in SG&A on the Consolidated Statements of Income. In the fourth quarter of 2016, we sold certain assets in the U.K. for $0.8 million, resulting in a pretax loss of $1.6 million ($1.3 million, net of tax), which is included in SG&A on the Consolidated Statements of Income. There were no divestitures in 2015. All divestiture activity in 2017 and 2016 was recorded within the International RCS segment. Assets and Liabilities Held for Sale As of December 31, 2017, certain of our international operations met the criteria to be classified as held for sale. We recorded a $6.8 million non-cash impairment charge in SG&A on the Consolidated Statements of Income related to changes in the fair value of assets held for sale in the U.K. The assets and liabilities of the disposal groups are presented in assets held for sale and liabilities held for sale on the Consolidated Balance Sheet. As of December 31, 2016, certain of our international operations met the criteria to be classified as held for sale. We recorded a $25.5 million impairment charge in SG&A on the Consolidated Statements of Income to adjust the carrying value of the asset group to their fair value less estimated costs to sell. The following table presents information related to the major classes of assets and liabilities that were classified as held for sale on the Consolidated Balance Sheet at December 31: In millions 2017 2016 Total current assets $ 7.7 $ 3.1 Fixed assets 8.5 4.9 Goodwill 1.6 0.1 Intangibles 2.6 0.7 Other assets 0.4 0.3 Assets held for sale $ 20.8 $ 9.1 Total current liabilities $ 4.7 $ 2.6 Deferred income taxes 0.4 0.3 Liabilities held for sale $ 5.1 $ 2.9 We determined that the operations included in the table above did not meet the criteria to be classified as discontinued operations under the applicable guidance. |
PROPERTY, PLANT AND EQUIPMENT
PROPERTY, PLANT AND EQUIPMENT | 12 Months Ended |
Dec. 31, 2017 | |
Property Plant And Equipment [Abstract] | |
PROPERTY, PLANT AND EQUIPMENT | NOTE 4 – PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment at December 31, 2017 and 2016 consisted of the following: In millions 2017 2016 Land and improvements $ 66.2 $ 66.3 Building and improvements 227.6 197.6 Machinery and equipment 348.2 314.3 Vehicles 173.3 173.2 Containers 261.3 226.7 Office equipment and furniture 146.3 146.8 Software and Enterprise Resource Planning system 40.8 38.9 Construction in progress 80.5 55.3 Total property, plant and equipment 1,344.2 1,219.1 Less: accumulated depreciation (603.2 ) (495.2 ) Property, plant and equipment, net $ 741.0 $ 723.9 |
GOODWILL AND OTHER INTANGIBLE A
GOODWILL AND OTHER INTANGIBLE ASSETS | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
GOODWILL AND OTHER INTANGIBLE ASSETS | NOTE 5 – GOODWILL AND OTHER INTANGIBLE ASSETS Goodwill: The changes in the carrying amount of goodwill for the years ended December 31, 2017 and 2016, by reportable segment and for the “Other” category, were as follows: In millions Domestic and Canada RCS International RCS Other Total Balance as of January 1, 2016 $ 2,842.7 $ 632.5 $ 283.0 $ 3,758.2 Goodwill acquired during year 41.5 8.4 2.9 52.8 Purchase accounting adjustments (77.2 ) (78.9 ) (5.1 ) (161.2 ) Write-offs related to disposition and assets held for sale - (7.5 ) - (7.5 ) Changes due to foreign currency fluctuations 4.8 (56.1 ) - (51.3 ) Balance as of December 31, 2016 2,811.8 498.4 280.8 3,591.0 Goodwill acquired during year 36.9 4.9 4.7 46.5 Purchase accounting adjustments (10.1 ) 1.2 1.5 (7.4 ) Impairments during the year - (65.0 ) - (65.0 ) Write-offs related to disposition and assets held for sale - (7.1 ) - (7.1 ) Changes due to foreign currency fluctuations 11.6 34.4 - 46.0 Balance as of December 31, 2017 $ 2,850.2 $ 466.8 $ 287.0 $ 3,604.0 In our Form 10-Q for the quarter ended September 30, 2017, we disclosed that we were in the process of completing the valuation of our reporting units with the assistance of our external valuation specialist. At that time, we were evaluating the impact of the prolonged declining market trends in Latin America and continued softness in the Company’s Manufacturing and Industrial regional hazardous waste business. We have experienced cost pressures in Latin America due to the strength of local competition resulting in an increasing inability to pass along inflationary price increases to our customers. In addition, the cost savings initiatives that were anticipated in 2017 have taken longer than expected to implement and are extending into 2018. In the fourth quarter 2017, we finalized our long rang plan (LRP) to reflect these challenging conditions in Latin America partially offset by incorporating the impact Business Transformation will have on our prospective results. As a result, we recorded a $65.0 million non-cash goodwill impairment charge related to the Company’s Latin America reporting unit which is reflected as part of SG&A in the Consolidated Statements of Income. The impairment charge recognized was the amount by which the carrying value of the Latin America reporting unit exceeded its fair value. The result of the factors described above on our LRP was an overall decline in the forecasted financial information included in our income approach valuation model. The fair value of the reporting unit is classified as a Level 3 measurement within the fair value hierarchy due to significant unobservable inputs such as discount rates, projections of revenue, cost of revenue and operating expense growth rates, long-term growth rates and income tax rates. Current period adjustments to goodwill for certain prior year acquisitions are primarily due to the finalization of intangible asset valuations among other opening balance sheet adjustments. Other Intangible Assets: At December 31, 2017 and 2016, the values of other intangible assets were as follows: In millions 2017 2016 Gross Carrying Amount Accumulated Amortization Net Value Gross Carrying Amount Accumulated Amortization Net Value Amortizable intangibles: Customer relationships $ 1,613.4 $ 381.4 $ 1,232.0 $ 1,553.4 $ 261.3 $ 1,292.1 Covenants not-to-compete 7.9 5.9 2.0 9.5 6.4 3.1 Tradenames 6.0 1.8 4.2 5.7 1.4 4.3 Other 17.0 3.4 13.6 19.1 2.5 16.6 Indefinite lived intangibles: Operating permits 222.3 - 222.3 229.4 - 229.4 Tradenames 317.4 - 317.4 316.5 - 316.5 Total $ 2,184.0 $ 392.5 $ 1,791.5 $ 2,133.6 $ 271.6 $ 1,862.0 The changes in the carrying amount of intangible assets since January 1, 2016 were as follows: In millions Total Balance as of January 1, 2016 $ 1,842.6 Intangible assets acquired during the year 35.5 Valuation adjustments for prior year acquisitions 169.0 Write-offs due to disposition and amounts reclassified to assets held for sale (16.0 ) Impairments during the year (1.4 ) Amortization during the year (129.3 ) Changes due to foreign currency fluctuations (38.4 ) Balance as of December 31, 2016 1,862.0 Intangible assets acquired during the year 28.2 Valuation adjustments for prior year acquisitions 7.9 Reclassification to assets held for sale (2.6 ) Impairments during the year (21.0 ) Amortization during the year (118.4 ) Changes due to foreign currency fluctuations 35.4 Balance as of December 31, 2017 $ 1,791.5 Our indefinite-lived intangible assets include permits and certain tradenames. We have determined that our permits and certain tradenames have indefinite lives due to our ability to renew them with minimal additional cost, and therefore these are not amortized. We perform our annual impairment test as of October 1. During 2017, 2016, and 2015, we impaired $21.0 million, $1.4 million, and $4.2 million, respectively. Intangibles impaired in 2017 included $14.0 million of operating permits, $5.8 million of tradenames, and $1.2 million of customer relationships due to rationalizing certain operations across all segments. Our finite-lived intangible assets are amortized over their useful lives using the straight-line method. Our customer relationships have useful lives ranging from 5 to 30 years, based upon the type of customer, and a weighted average remaining useful life of 11.9 years. We have covenants not-to-compete with useful lives ranging from 5 to 14 years and a weighted average remaining useful life of 2.6 years. Our tradenames have useful lives ranging from 4 to 40 years and a weighted average remaining useful life of 15.5 years. Other intangibles mainly consist of landfill air rights with a weighted average remaining useful life of 16.7 years. We evaluate the useful life of our intangible assets annually to determine whether events and circumstances warrant a revision to the remaining useful life and changes are reflected prospectively as the intangible asset is amortized over the revised remaining useful life. In the fourth quarter of 2017, the Company performed its annual assessment of the useful life of its finite-lived intangibles and concluded its domestic medical waste customer relationship intangibles should be revised from 40 years to 30 years due to the change in mix of small and large quantity customer relationships. The change in life is a change in estimate to be accounted for prospectively with an estimated increase to amortization expense of approximately $7.0 million annually. During the years ended December 31, 2017, 2016 and 2015, the aggregate intangible asset amortization expense was $118.4 million, $129.3 million, and $45.5 million, respectively. The estimated amortization expense for each of the next five years (based upon foreign exchange rates at December 31, 2017) is as follows for the years ended December 31: In millions 2018 $ 126.8 2019 126.6 2020 125.8 2021 125.4 2022 125.3 |
ACCRUED LIABILITIES
ACCRUED LIABILITIES | 12 Months Ended |
Dec. 31, 2017 | |
Payables And Accruals [Abstract] | |
ACCRUED LIABILITIES | NOTE 6 – ACCRUED LIABILITIES Accrued liabilities at December 31, 2017 and 2016 consisted of the following items: In millions 2017 2016 Accrued compensation $ 52.0 $ 64.6 Accrued self-insurance 77.9 53.6 Accrued taxes 41.2 18.3 Accrued interest 13.6 14.1 Accrued small quantity customer class action legal settlement (see Note 18 – Legal Proceedings) 295.0 - Accrued professional services liabilities 34.3 10.1 Accrued disposal and landfill liabilities 13.2 13.0 Accrued liabilities - other 60.9 54.8 Total accrued liabilities $ 588.1 $ 228.5 |
DEBT
DEBT | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
DEBT | NOTE 7 – DEBT Long-term debt consisted of the following at December 31: In millions 2017 2016 Obligations under capital leases $ 9.4 $ 11.1 $1.2 billion senior credit facility weighted average rate 2.55%, due in 2022 471.7 407.1 $1.0 billion term loan weighted average rate 2.83%, due in 2022 950.0 1,000.0 $175 million private placement notes 3.89%, due in 2017 - 175.0 $125 million private placement notes 2.68%, due in 2019 125.0 125.0 $225 million private placement notes 4.47%, due in 2020 225.0 225.0 $150 million private placement notes 2.89%, due in 2021 150.0 150.0 $125 million private placement notes 3.26%, due in 2022 125.0 125.0 $200 million private placement notes 2.72%, due in 2022 200.0 200.0 $100 million private placement notes 2.79%, due in 2023 100.0 100.0 $150 million private placement notes 3.18%, due in 2023 150.0 150.0 Promissory notes and deferred consideration weighted average rate of 1.49% and weighted average maturity of 2.9 years 155.9 191.7 Foreign bank debt weighted average rate 6.11% and weighted average maturity of 1.7 years 85.2 99.4 Total debt 2,747.2 2,959.3 Less: current portion of total debt 119.5 72.8 Less: unamortized debt issuance costs 12.4 9.2 Long-term portion of total debt $ 2,615.3 $ 2,877.3 Our senior credit facility, term loan, and the private placement notes all require us to comply with the same financial, reporting and other covenants and restrictions, including a restriction on dividend payments. At December 31, 2017, we were in compliance with all of our financial debt covenants. Our senior credit facility, term loan, and private placement notes rank pari passu to each other and all other unsecured debt obligations. At December 31, 2017 and 2016, we had $130.8 million and $138.0 million, respectively, committed to outstanding letters of credit under our senior credit facility. The unused portion of the revolving credit facility was $597.5 million and $654.9 million at December 31, 2017 and 2016, respectively. The Company entered into a Credit Agreement (the “Credit Agreement”) dated as of November 17, 2017 that amended, restated and consolidated the Company’s existing revolver agreement dated as of June 4, 2014 and the Company’s existing term loan credit agreement dated as of August 15, 2015. The Credit Agreement provided for a term loan facility of $950.0 million and a revolving credit facility of $1.2 billion. The proceeds from this Credit Agreement were used on the closing date to refinance the loans and other credit extensions made under the existing revolver and term loan credit facilities. The Company applied the provisions of ASC 470-50, “Modifications and Extinguishments” The obligations under the Credit Agreement are unsecured. The Credit Agreement contains a financial covenant to maintain a Consolidated Leverage Ratio of 3.75 to 1.00 at the end of any fiscal quarter, which may be increased to 4.00 to 1.00 for up to 2 consecutive quarters in any fiscal quarter ending on or before September 30, 2018, at the Company’s option, if following the settlement payment with respect to the pending small quantity customer class action lawsuit (see Note 18 – Legal Proceedings) Payments due on long-term debt, excluding capital lease obligations, during each of the five years subsequent to December 31, 2017 are as follows: In millions 2018 $ 117.0 2019 269.9 2020 318.7 2021 211.8 2022 1,563.0 Thereafter 257.4 $ 2,737.8 During the years ended December 31, 2017, 2016 and 2015, we paid interest of $85.8 million, $88.8 million, and $68.0 million, respectively. Property under capital leases included within property, plant and equipment on the Consolidated Balance Sheets is as follows at December 31: In millions 2017 2016 Land $ 0.2 $ 0.1 Buildings 0.9 0.8 Machinery and equipment 6.7 6.6 Vehicles 9.4 9.9 Less: accumulated depreciation (6.0 ) (5.5 ) $ 11.2 $ 11.9 Amortization related to these capital leases is included within depreciation expense. Minimum future lease payments under capital leases are as follows: In millions 2018 $ 3.0 2019 3.4 2020 1.9 2021 1.9 2022 0.1 Thereafter 0.3 Total minimum lease payments 10.6 Less: amounts representing interest (1.2 ) Present value of net minimum lease payments 9.4 Less: current portion included in current portion of long-term debt (2.5 ) Long-term obligations under capital leases $ 6.9 |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | NOTE 8 – INCOME TAXES The U.S. and International components of income before income taxes consisted of the following for the years ended December 31, 2017, 2016 and 2015: In millions 2017 2016 2015 United States $ (9.6 ) $ 381.1 $ 378.8 Foreign (98.3 ) (53.0 ) 32.1 Total income before income taxes $ (107.9 ) $ 328.1 $ 410.9 Significant components of our income tax expense for the years ended December 31, 2017, 2016 and 2015 are as follows: In millions 2017 2016 2015 Current United States - federal $ 107.0 $ 102.0 $ 105.9 United States - state and local 10.0 11.6 15.6 Foreign 7.1 10.6 16.5 124.1 124.2 138.0 Deferred United States - federal (256.1 ) 19.1 23.8 United States - state and local (9.8 ) (2.5 ) 2.5 Foreign (9.1 ) (20.6 ) (21.4 ) (275.0 ) (4.0 ) 4.9 Total (benefit) provision $ (150.9 ) $ 120.2 $ 142.9 A reconciliation of the income tax provision computed at the federal statutory rate to the effective tax rate for the years ended December 31, 2017, 2016 and 2015 are as follows: 2017 2016 2015 Federal statutory income tax rate 35.0 % 35.0 % 35.0 % Effect of: State and local taxes, net of federal tax effect 3.9 % 1.5 % 3.1 % Foreign tax rates (2.7 )% 2.1 % (0.4 )% Permanent - other items (2.1 )% 0.8 % 0.4 % Permanent - goodwill impairment (12.0 )% - - U.S. Tax Reform Act 120.3 % - - Valuation allowance (4.6 )% 2.1 % - Stock-based compensation (0.6 )% (1.8 )% - Other 2.7 % (3.1 )% (3.3 )% Effective tax rate 139.9 % 36.6 % 34.8 % Cash payments for income taxes were $128.9 million, $111.5 million, and $125.1 million for the years ended December 31, 2017, 2016, and 2015, respectively. Our deferred tax liabilities and assets at December 31, 2017 and 2016 were as follows: In millions 2017 2016 Deferred tax liabilities: Property, plant and equipment $ (56.4 ) $ (78.5 ) Goodwill and intangibles (490.0 ) (690.4 ) Other (17.2 ) (7.9 ) Total deferred tax liabilities (563.6 ) (776.8 ) Deferred tax assets: Accrued liabilities 141.2 93.7 Net operating tax loss carry-forwards 38.3 38.3 Other 38.6 17.9 Less: valuation allowance (16.1 ) (15.4 ) Total deferred tax assets 202.0 134.5 Net deferred tax liabilities $ (361.6 ) $ (642.3 ) On December 22, 2017, the U.S. Tax Cuts and Jobs Act of 2017 (the “Tax Act”) was signed into law making significant changes to the Internal Revenue Code. Changes include, but are not limited to, a corporate income tax rate decrease from 35% to 21% effective for tax years beginning after December 31, 2017, the transition of U.S. international taxation from a worldwide tax system to a territorial system, and a one-time transition tax on the mandatory deemed repatriation of cumulative foreign earnings as of December 31, 2017. The Tax Act results in a related change in assertion on expected foreign withholding taxes. The SEC staff issued Staff Accounting Bulletin No. 118 ("SAB 118") in December 2017 to address the application of U.S. GAAP in situations when a registrant does not have the necessary information available, prepared, or analyzed (including computations) in reasonable detail to complete the accounting for certain income tax effects of the Tax Act. That guidance specifies that, for income tax effects of the Tax Act that can be reasonably estimated but for which the accounting and measurement analysis is not yet complete, entities should report provisional amounts in the reporting period that includes the enactment date and those provisional amounts can be adjusted for a measurement period not to exceed one year from the enactment date. Additionally, for income tax effects of the Tax Act that cannot be reasonably estimated, entities should report provisional amounts for those income tax effects in the first reporting period in which a reasonable estimate can be determined, not to exceed one year from the enactment date. In accordance with SAB 118 and our understanding of the Tax Act and guidance available as of the date of this filing, the Company has calculated its best estimate of the impact of the Tax Act on its year end 2017 income tax benefit/provision and as a result has recorded an income tax (benefit) of ($129.8) million in the fourth quarter of 2017, the period in which the legislation was enacted. The provisional amount related to the remeasurement of certain deferred tax assets and liabilities based on the rates at which they are expected to reverse in the future, the one-time transition tax on the mandatory deemed repatriation of foreign earnings and the related expected foreign withholding taxes on such earnings are reflected in the table below. The provisional estimates may be impacted by the need for further analysis and future clarification and guidance regarding available tax accounting methods and elections, earnings and profits computations, clarification of the definition of cash and cash equivalents and state tax conformity to federal tax changes. The net tax (benefit) of recognized related to the Tax Act is as follows: In millions Remeasurment of net deferred tax liabilities due to enacted rate reduction $ 167.7 Section 965 transition tax on foreign earnings (24.3 ) Foreign withholding taxes on such earnings (13.6 ) Net tax benefit from the Tax Act $ 129.8 The Section 965 transition tax is based on a deemed repatriation of foreign earnings and profits of $149.2 million at December 31, 2017. As a result of the Tax Act, the Company has re-evaluated its assertion related to the indefinite reinvestment of unremitted foreign earnings and recorded a provisional deferred tax liability in the amount of $13.6 million for expected withholding taxes related to remittances between certain foreign subsidiaries. Although the Company has recorded this deferred tax liability, the Company is still evaluating how the Tax Act will affect the Company’s accounting position related to the indefinite reinvestment of unremitted foreign earnings. During the measurement period, the Company may reflect adjustments to this provisional amount upon obtaining, preparing, and analyzing the necessary information to complete the accounting under ASC 740 – Income Taxes. The Tax Act also establishes global intangible low-taxed income ("GILTI") provisions that impose a tax on foreign income in excess of a deemed return on intangible assets of foreign corporations. The Company is in the process of evaluating the impact of prospective taxes on GILTI and has not yet determined whether its accounting policy will be to recognize deferred taxes for basis differences that are expected to affect the amount of GILTI inclusion upon reversal or to recognize taxes on GILTI as an expense in the period incurred. While the Company is still evaluating its prospective accounting policy for taxes on GILTI, the provisional estimates of the tax effects of the Tax Act were reported on the basis that the taxes on GILTI will be recognized in tax expense in the year it is incurred as a period expense. At December 31, 2017, net operating loss carry-forwards for U.S. federal and state income tax purposes have been fully utilized, excluding net operating loss carry-forwards related to our acquisitions on which certain limitations are placed at December 31, 2017. The net operating loss carry-forwards from foreign and domestic acquisitions are approximately $118.2 million and certain of these net operating loss carry-forwards begin to expire in 2018. The tax benefit of these net operating losses is approximately $38.3 million at December 31, 2017, on which a valuation allowance of $8.6 million was recorded offsetting such tax benefit. At December 31, 2017, the Company has recorded a valuation allowance of $7.5 million against tax deductible goodwill. We file income tax returns in the United States, in various states and in certain foreign jurisdictions. With a few exceptions, we are no longer subject to U.S. federal, state, local, or non-U.S. income tax examinations by tax authorities for years prior to 2012. The U.S. Internal Revenue Service is currently conducting an audit of our 2014 corporate income tax return and no significant adjustments are anticipated. The Company has recorded liabilities to cover certain uncertain tax positions. Such uncertain 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 uncertain tax positions as deemed necessary. The estimated amount of the liability associated with the Company’s uncertain tax positions that may significantly increase or decrease within the next twelve months cannot be reasonably estimated. The total amount of unrecognized tax benefit at December 31, 2017 is $27.4 million. The amount of uncertain tax positions that, if recognized, would affect the effective tax rate is approximately $22.2 million. We recognized interest and penalties related to income tax reserves in the amount of $0.3 million, $1.3 million, and $0.7 million for the years ended December 31, 2017, 2016 and 2015, respectively, as a component of income tax expense. The following table summarizes the aggregate changes in unrecognized tax benefits during the years ended December 31, 2017 and 2016: In millions Unrecognized tax positions as of January 1, 2016 $ 24.9 Gross increases - tax positions in prior periods 0.8 Gross increases - current period tax positions 2.9 Settlement (0.2 ) Lapse of statute of limitations (1.7 ) Unrecognized tax positions as of December 31, 2016 26.7 Gross increases - tax positions in prior periods 0.7 Gross increases - current period tax positions 5.1 Settlement (0.5 ) Lapse of statute of limitations (4.6 ) Unrecognized tax positions as of December 31, 2017 $ 27.4 The table above includes amounts that relate to uncertain tax positions from acquired companies. Purchase agreements to acquire the stock of a target generally provide that the seller is liable for and has indemnified Stericycle against all income tax liabilities for periods prior to the acquisition. Stericycle will be responsible for unrecognized tax benefits and related interest and penalties for periods after the acquisition. |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 12 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | NOTE 9 – 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 as described below: Level 1 – Quoted prices in active markets for identical assets or liabilities (highest priority). 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 estimate of assumptions that market participants would use in pricing the asset or liability (lowest priority). 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 our creditworthiness and non-performance risk has been considered in the fair value measurements noted below. There were no movements of items between fair value hierarchies in the periods presented. The following table summarizes the basis used to measure financial assets and liabilities that are carried at fair value on a recurring basis on the Consolidated Balance Sheets: In millions Fair Value Measurements Using Total as of December 31, 2017 Level 1 Inputs Level 2 Inputs Level 3 Inputs Assets: Derivative financial instruments $ 0.4 $ - $ 0.4 $ - Total assets $ 0.4 $ - $ 0.4 $ - Liabilities: Contingent consideration $ 12.4 $ - $ - $ 12.4 Total liabilities $ 12.4 $ - $ - $ 12.4 In millions Fair Value Measurements Using Total as of December 31, 2016 Level 1 Inputs Level 2 Inputs Level 3 Inputs Assets: Derivative financial instruments $ 0.8 $ - $ 0.8 $ - Total assets $ 0.8 $ - $ 0.8 $ - Liabilities: Contingent consideration $ 24.1 $ - $ - $ 24.1 Total liabilities $ 24.1 $ - $ - $ 24.1 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 $0.4 million asset related to the fair value of the U.S. dollar-Canadian dollar foreign currency swap which was classified as Other assets at December 31, 2017. The objective of the swap is to offset the foreign exchange risk to the U.S. dollar equivalent cash outflows for our Canadian subsidiary. Our contingent consideration liabilities are recorded using Level 3 inputs and were $12.4 million as of December 31, 2017, of which $4.6 million was classified as current liabilities. Contingent consideration liabilities were $24.1 million at December 31, 2016, of which $8.1 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, earnings, or other milestones 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 $15.7 million at December 31, 2017. Contingent consideration liabilities are reassessed each reporting period and are reflected on the Consolidated Balance Sheets as part of Other current liabilities and Other liabilities. Changes to contingent consideration are reflected in the table below: In millions Contingent consideration as of January 1, 2016 $ 25.4 Increase due to current year acquisitions 1.0 Decrease due to payments (3.0 ) Changes due to foreign currency fluctuations 2.8 Change in fair value reflected in Selling, general, and administrative expenses (2.1 ) Contingent consideration as of December 31, 2016 24.1 Increase due to current year acquisitions 0.1 Purchase accounting adjustments (9.6 ) Decrease due to payments (1.5 ) Change in fair value reflected in Selling, general, and administrative expenses (0.4 ) Other (0.3 ) Contingent consideration as of December 31, 2017 $ 12.4 In addition to assets and liabilities that are recorded at fair value on a recurring basis, the Company is required to record certain assets and liabilities at fair value on a nonrecurring basis, generally as result of acquisitions or the remeasurement of assets resulting in impairment charges. See Note 2 – Acquisitions, Divestitures, and Assets Held For Sale Note 3 – Restructuring, Divestitures, and Assets Held for Sale, Fair Value of Debt: At December 31, 2017, the fair value of the Company’s debt obligations was estimated, using Level 2 inputs, at $2.74 billion compared to a carrying amount of $2.75 billion. At December 31, 2016, the fair value of the Company’s debt obligations was estimated, using Level 2 inputs, at $2.97 billion compared to a carrying amount of $2.96 billion. The fair values were estimated using an income approach by applying market interest rates for comparable instruments. Accounts receivable, accounts payable and accrued liabilities are financial assets and liabilities, respectively, with carrying values that approximate fair value, using Level 3 inputs. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2017 | |
Commitments And Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 10 – COMMITMENTS AND CONTINGENCIES 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 on the Consolidated Balance Sheets in current liabilities within Accrued liabilities and in noncurrent liabilities within Other liabilities. At December 31, 2017 and 2016, the total environmental remediation liabilities recorded were $30.8 million and $30.9 million of which $5.7 million and $2.4 million, respectively, were presented in Accrued liabilities on the Consolidated Balance Sheets, respectively. We project payments over approximately 30 years. For the year ended December 31, 2017, we recorded an environmental liability of $2.0 million related to a portion of a hazardous waste facility in Mexico. We continue to assess the level of remediation, as well as other potentially responsible parties, and will adjust our estimate in the future as appropriate. Operating We lease various plant equipment, office furniture and equipment, motor vehicles, office and warehouse space, and landfills under operating lease agreements, which expire at various dates with the latest maturity in 2043. The leases for most of the properties contain renewal provisions. During the years ended December 31, 2017, 2016 and 2015, rent expense was $186.2 million, $181.6 million, and $139.0 million, respectively, included within COR and SG&A on the Consolidated Statements of Income. Minimum future rental payments under non-cancelable operating leases that have initial or remaining terms in excess of one year as of December 31, 2017 for each of the next five years and in the aggregate are as follows: In millions 2018 $ 145.9 2019 118.2 2020 95.0 2021 70.7 2022 44.4 Thereafter 86.9 $ 561.1 Asset Retirement Obligations We have asset retirement obligations that we are required to perform under law or contract once an asset is permanently taken out of service. Most of these obligations are not expected to be paid until many years in the future and are expected to be funded from general company resources at the time of removal. At December 31, 2017 and 2016, the total asset retirement obligation liabilities recorded were $18.2 million and $10.1 million, respectively, and were included in noncurrent liabilities within Other liabilities. Unconditional Purchase Commitments The Company has entered into non-cancelable arrangements with third-parties, primarily related to information technology products and services. As of December 31, 2017, future payments under these contractual obligations, not recognized on the Consolidated Balance Sheets, were as follows: In millions 2018 $ 37.1 2019 16.8 2020 15.3 2021 1.3 2022 0.6 Thereafter - $ 71.1 |
RETIREMENT AND OTHER EMPLOYEE B
RETIREMENT AND OTHER EMPLOYEE BENEFIT PROGRAMS | 12 Months Ended |
Dec. 31, 2017 | |
Compensation And Retirement Disclosure [Abstract] | |
RETIREMENT AND OTHER EMPLOYEE BENEFIT PROGRAMS | NOTE 11 – RETIREMENT AND OTHER EMPLOYEE BENEFIT PROGRAMS Defined Contribution Plans: We have a 401(k) defined contribution retirement savings plan (the “Plan”) covering substantially all domestic employees. Each participant may elect to defer a portion of his or her compensation subject to certain limitations. The Company may contribute up to 50% of compensation contributed to the Plan by each employee up to a maximum of $3,000 per annum. During the years ended December 31, 2017, 2016 and 2015, our contributions were $8.9 million, $5.9 million, and $4.8 million, respectively. Employees associated with the 2015 Shred-it acquisition were allowed to continue to participate in the former Shred-it 401(k) defined contribution retirement savings plan. During the years ended December 31, 2016 and 2015, our contributions were $3.4 million and $0.9 million, respectively. The Shred-it plan was officially closed and all employees converted over to the Plan effective January 1, 2017. The Company also has several foreign defined contribution plans, which require the Company to contribute a percentage of the participating employee’s salary according to local regulations. During the years ended December 31, 2017, 2016 and 2015, total contributions made by the Company for these plans were approximately $3.4 million, $2.6 million, and $2.1 million, respectively. Multiemployer Defined Benefit Pension Plans: We participate in two trustee-managed multiemployer defined benefit pension plans (“Multiemployer Pension Plans”) for employees who are covered by collective bargaining agreements. The risks of participating in these Multiemployer Pension Plans are different from single-employer plans in that (i) assets contributed to the Multiemployer Pension Plan by one employer may be used to provide benefits to employees or former employees of other participating employers; (ii) if a participating employer stops contributing to the plan, the unfunded obligations of the plan may be required to be assumed by the remaining participating employers and (iii) if we choose to stop participating in any of our Multiemployer Pension Plans or if any event should significantly reduce or eliminate our need to participate (such as employee layoffs or closure of a location), we may be required to pay those plans a withdrawal amount based on the underfunded status of the plan. Based upon the most recent information available, one of the plans we participate in is in “critical” status due to an accumulated funding deficiency and has adopted a rehabilitation plan to address the funding deficiency position. The following table outlines our participation in Multiemployer Pension Plans: Pension Protection Act Zone Status (1), (3) Company Contributions (4) (in millions) Plan Employer ID Number Plan # 2017 2016 FIP/RP Status (2) 2017 2016 Expiration Date of Collective Bargaining Agreement Pension Plan Private Sanitation Union, Local 813 IBT 13-1975659 1 Red/ Critical Red/ Critical Implemented $ 0.6 $ 0.5 11/30/2019 Nurses And Local 813 IBT Retirement Plan 13-3628926 1 Green Red N/A $ - $ - various dates (1) Zone status is defined by the Department of Labor and Pension Protection Act of 2006 and represents the level at which the plan is funded. Plans in the red zone are less than 65% funded plans in the green zone are at least 80% funded. Status is based on information received from pension plans and is certified by the pension plans actuary. (2) The "FIP/RP Status" column indicates plans for which a Funding Improvement Plan ("FIP”) or a Rehabilitation Plan ("RP") has been implemented or is pending. The most recent Pension Protection Act zone status available in 2017 and 2016 is for the plans’ year-end December 31, 2016 and 2015, respectively. (3) A multiemployer defined benefit pension plan that has been certified as endangered, seriously endangered or critical may begin to levy a statutory surcharge on contribution rates. Once authorized, the surcharge is at the rate of 5% for the first 12 months and 10% for any periods thereafter, until certain conditions are met. Contributing employers, however, may eliminate the surcharge by entering into a collective bargaining agreement that meets the requirements of the applicable FIP or RP. (4) The Company was listed in the Form 5500 for the Pension Plan Private Sanitation Union Local 813 IBT as individually significant for contributing more than 5% of total contributions to the plan during the plan years ended December 31, 2016 and 2015. At the date these financial statements were issued, Forms 5500 were not available for the plans for the year 2017. |
STOCK BASED COMPENSATION
STOCK BASED COMPENSATION | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
STOCK BASED COMPENSATION | NOTE 12 – STOCK BASED COMPENSATION At December 31, 2017, we had the following incentive stock plans: • the 2017 Incentive Stock Plan, which our stockholders approved in May 2017; • 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 on February 2010; • the Employee Stock Purchase Plan ("ESPP"), which our stockholders approved in May 2001 (as amended and restated in May 2017), and • The Canadian Employee Stock Purchase Plan (“Canada ESPP”), which our stockholders approved in May 2016. At December 31, 2017, we have reserved a total of 9,295,973 shares for issuance under our Incentive Stock plans. In terms of the stock options authorized, the 2017 Plan, 2014 Plan, 2011 Plan, 2008 Plan, and the 2005 Plan provide for the grant of non-statutory stock options ("NSOs"), incentive stock options ("ISOs"), restricted stock units (“RSUs”), and performance-based restricted stock units (“PSUs”) intended to qualify under section 422 of the Internal Revenue Code; and the 2000 Plan provides for the grant of NSOs. Our Plans authorize awards to our officers, employees and consultants, and to our directors. The exercise price per share of an option granted under any of our stock option plans may not be less than the closing price of a share of our common stock on the date of grant. The maximum term of an option granted under any plan may not exceed 8 or 10 years. An option may be exercised only when it is vested and, in the case of an option granted to an employee (including an officer), only while he or she remains an employee and for a limited period following the termination of his or her employment. New shares are issued upon exercise of stock options. Employee Stock Purchase Plan: In October 2000, our Board of Directors adopted the Employee Stock Purchase Plan ("ESPP"), which our stockholders approved in May 2001, and was made effective as of July 1, 2001. The ESPP authorizes 1,299,999 shares of our common stock, which substantially most employees may purchase through payroll deductions at a price equal to 85% of the fair market values of the stock as of the end of the six-month offering period. An employee's payroll deductions, and stock purchase, may not exceed $5,000 during any offering period. During 2017, 2016 and 2015, 111,528 shares, 89,100 shares, and 68,039 shares, respectively, were issued through the ESPP. In May 2017, our shareholders approved an ‘Amended and Restated ESPP Plan’ which authorizes the issuance of an additional 300,000 shares. At December 31, 2017, we had 390,835 shares available for issuance under the ESPP plan. In March 2016, our Board of Directors approved the Canadian Employee Stock Purchase Plan (“Canada ESPP”), which our stockholders approved in May 2016. The Canada ESPP authorizes 100,000 shares of our common stock which substantially most Canadian employees may purchase through payroll deductions, at a price equal to 95% of the fair market values of the stock at the end of the six-month offering period. An employee's payroll deductions, and stock purchase, may not exceed $5,000 during any offering period. During 2017 and 2016, 1,766 shares and 756 shares, respectively, were issued through the Canada ESPP. At December 31, 2017, we had 97,478 shares available for issuance under the Canada ESPP plan. Stock Based Compensation Expense: During 2017, there were no changes to our stock compensation plans or modifications to outstanding stock-based awards which would change the value of any awards outstanding. The following table presents the total stock-based compensation expense resulting from stock option awards, RSUs, PSUs, and the ESPP included on the Consolidated Statements of Income: In millions Years Ended December 31, 2017 2016 2015 Selling, general and administrative - stock option plan $ 14.7 $ 17.4 $ 18.6 Selling, general and administrative - RSUs 5.2 0.9 1.5 Selling, general and administrative - PSUs 0.2 - - Selling, general and administrative - ESPP 1.2 2.2 1.6 Total pre-tax expense $ 21.3 $ 20.5 $ 21.7 Stock Options: Options granted to directors vest in one year and options granted to officers and employees generally vest over five years. Expense related to options with graded vesting is recognized using the straight-line method over the vesting period. Stock option activity for the year ended December 31, 2017 is summarized as follows: Number of Options Weighted Average Exercise Price per Share Outstanding at beginning of year 5,468,732 $ 96.90 Granted 456,424 82.89 Exercised (217,922 ) 51.54 Forfeited (188,879 ) 111.78 Canceled or expired (124,938 ) 101.94 Outstanding as of December 31, 2017 5,393,417 $ 96.91 Exercisable as of December 31, 2017 3,472,994 $ 90.55 At December 31, 2017, there was $28.1 million of total unrecognized compensation expense related to stock options, which is expected to be recognized over a weighted average period of 2.64 years. The following table sets forth the intrinsic value of options exercised for the years ended December 31: In millions 2017 2016 2015 Total exercise intrinsic value of options exercised $ 4.8 $ 26.0 $ 62.6 The exercise intrinsic value represents the total pre-tax intrinsic value (the difference between the fair value on the trading day the option was exercised and the exercise price associated with the respective option). The following table sets forth the information related to outstanding and exercisable options for the years ended December 31: 2017 2016 2015 Weighted average remaining contractual life of outstanding options (in years) 4.56 5.25 5.70 Total aggregate intrinsic value of outstanding options (in millions) $ 12.8 $ 25.1 $ 162.4 Weighted average remaining contractual life of exercisable options (in years) 3.87 4.40 4.70 Total aggregate intrinsic value of exercisable options (in millions) $ 12.8 $ 25.1 $ 130.6 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: Years Ended December 31, 2017 2016 2015 Stock options granted (shares) 456,424 1,100,492 1,056,490 Weighted average fair value at grant date $ 19.46 $ 20.16 $ 22.90 Assumptions: Expected term (in years) 4.82 4.77 4.79 Expected volatility 22.68 % 18.28 % 16.71 % Expected dividend yield — % — % — % Risk free interest rate 1.90 % 1.21 % 1.47 % Restricted Stock Units: The fair value of RSUs is based on the closing price of the Company's common stock on the date of grant and is amortized to expense over the service period. RSUs vest at the end of three or five years. Our 2017 Plan includes a share reserve for RSUs granted at a 1-1 ratio while our 2008, 2011, and 2014 Plans reserve at a 2-1 ratio. No RSUs were granted under the 2005 Plan. The following table sets forth the information related to RSUs for the years ended December 31: 2017 2016 2015 Total aggregate intrinsic value of outstanding units (in millions) $ 18.2 $ 8.8 $ 8.4 Per share weighted average fair value of units granted $ 82.93 $ 106.01 $ 114.27 A summary of the status of our non-vested RSUs and changes during the year ended December 31, 2017, are as follows: Number of Units Weighted Average Grant Date Fair Value Non-vested at beginning of year 114,838 $ 104.22 Granted 210,829 82.93 Vested and Released (37,225 ) 93.86 Forfeited (21,145 ) 93.19 Non-vested as of December 31, 2017 267,297 $ 89.74 At December 31, 2017, there was $17.7 million of total unrecognized compensation expense related to RSUs, which is expected to be recognized over a weighted average period of 3.55 years. The fair value of units that vested during the year ended December 31, 2017 was $2.9 million. There were no units that vested during the years ended December 31, 2016 and 2015. Performance-Based Restricted Stock Units: Our executive officers were granted PSUs in 2017. PSUs vest, or not, in three equal annual installments based on the achievement of pre-determined annual earnings per share performance goals as approved by the Compensation Committee. Each of the units granted represent the right to receive one share of the Company’s common stock at a specified future date. The maximum number of common shares issuable upon vesting of these PSUs under the first installment was 11,149 shares. Weighted average fair value at grant date was $82.85 per share with the total fair value of $0.9 million. For the year ended December 31, 2017, 25% of the performance goal was met which will result in 2,787 shares to vest in February 2018. |
PREFERRED STOCK
PREFERRED STOCK | 12 Months Ended |
Dec. 31, 2017 | |
Equity [Abstract] | |
PREFERRED STOCK | NOTE 13 – PREFERRED STOCK At December 31, 2017, we had 1,000,000 authorized shares of preferred stock and 673,380 shares issued and outstanding of mandatory convertible preferred stock. At December 31, 2016, we had 1,000,000 authorized shares of preferred stock and 726,500 shares issued and outstanding. 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 $36.3 million, $39.4 million, and $10.1 million to the preferred stock shareholders during 2017, 2016, and 2015, respectively. The following table provides information about our repurchases of depository shares of mandatory convertible preferred stock during the year ended December 31, 2017: In millions, except share and per share data Number of Depository Shares Repurchased Amount Paid for Repurchases Average Price Paid per Share January 1 - January 31, 2017 100,000 $ 6.6 $ 65.51 February 1 - February 28 , 2017 40,694 2.7 65.57 March 1 - March 31 , 2017 5,006 0.3 70.00 April 1 - April 30 , 2017 75,500 5.5 73.00 May 1 - May 31 , 2017 65,000 4.7 72.44 June 1 - June 30 , 2017 35,000 2.3 67.00 July 1 - July 31 , 2017 - - - August 1 - August 31 , 2017 120,000 7.3 60.65 September 1 - September 30 , 2017 25,000 1.4 56.75 October 1 - October 31 , 2017 - - - November 1 - November 30 , 2017 65,000 3.4 51.88 December 1 - December 31, 2017 - - - Total 531,200 $ 34.2 $ 64.39 For the years 2017 and 2016, repurchases of our mandatory convertible preferred stock resulted in a $17.3 million and $11.3 million, respectively, increase in retained earnings, because we redeemed the preferred stock at a discount. The 531,200 depository shares are equivalent to 53,120 units of preferred stock. |
EARNINGS PER COMMON SHARE
EARNINGS PER COMMON SHARE | 12 Months Ended |
Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |
EARNINGS PER COMMON SHARE | NOTE 14 – 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, PSUs 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 stock-based compensation awards. 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 millions, except per share data Years Ended December 31, 2017 2016 2015 Numerator: Net income attributable to Stericycle, Inc. $ 42.4 $ 206.3 $ 267.0 Mandatory convertible preferred stock dividend 36.3 39.4 10.1 Gain on repurchase of preferred stock (17.3 ) (11.3 ) - Numerator for basic earnings per share attributable to Stericycle, Inc. common shareholders $ 23.4 $ 178.2 $ 256.9 Denominator: Denominator for basic earnings per share - weighted average shares 85.3 84.9 84.9 Effect of dilutive securities: Stock-based compensation awards 0.3 0.7 1.3 Mandatory convertible preferred stock (1) - - - Denominator for diluted earnings per share - adjusted weighted average shares and after assumed exercises 85.6 85.6 86.2 Earnings per share – Basic $ 0.27 $ 2.10 $ 3.02 Earnings per share – Diluted $ 0.27 $ 2.08 $ 2.98 (1) 2017, 2016 and 2015, the weighted average common shares (in thousands) issuable upon the assumed conversion of the mandatory convertible preferred stock totaling 5,104, 5,528, and 1,648, respectively, were excluded from the computation of diluted earnings per share as such conversion would have been anti-dilutive. In 2017, 2016 and 2015, options to purchase shares (in thousands) of 4,724, 3,411, and 818, respectively, at exercise prices of $62.50-$141.56, $83.49-$141.56, and $117.09-$141.56 were not included in the computation of diluted earnings per share because the effect would have been anti-dilutive. In 2017 and 2016, RSUs (in thousands) of 218 and 48, respectively, were not included in the computation of diluted earnings per share because the effect would have been anti-dilutive. During 2017, the Company had outstanding PSUs that were eligible to vest into a maximum of 11 thousand shares of common stock subject to the achievement of specified performance conditions. Contingently issuable shares are excluded from the computation of diluted earnings per share if, based on current period results, the shares would not be issuable if the end of the reporting period were the end of the contingency period. These outstanding PSUs have been excluded from the earnings per share calculation for 2017 as the performance conditions were not satisfied as of the end of the respective periods. |
ACCUMULATED OTHER COMPREHENSIVE
ACCUMULATED OTHER COMPREHENSIVE LOSS | 12 Months Ended |
Dec. 31, 2017 | |
Accumulated Other Comprehensive Income Loss Net Of Tax [Abstract] | |
ACCUMULATED OTHER COMPREHENSIVE LOSS | NOTE 15 – ACCUMULATED OTHER COMPREHENSIVE LOSS The following table sets forth the changes in the components of accumulated other comprehensive loss for 2017, 2016 and 2015: In millions Currency Translation (Loss) Income Adjustments Unrealized Gains (Losses) on Cash Flow Hedges Accumulated Other Comprehensive (Loss) Income Beginning balance as of January 1, 2015 $ (135.2 ) $ (3.2 ) $ (138.4 ) Period change (140.8 ) (3.4 ) (144.2 ) Ending balance as of December 31, 2015 $ (276.0 ) $ (6.6 ) $ (282.6 ) Period change (86.3 ) 1.3 (85.0 ) Ending balance as of December 31, 2016 $ (362.3 ) $ (5.3 ) $ (367.6 ) Period change 79.3 1.3 80.6 Ending balance as of December 31, 2017 $ (283.0 ) $ (4.0 ) $ (287.0 ) During the years ended December 31, 2017, 2016 and 2015, the net tax impact of the unrealized (losses) gains on cash flow hedges in accumulated other comprehensive income was $(0.7) million, $(0.8) million, and $2.2 million, respectively. |
SEGMENT REPORTING
SEGMENT REPORTING | 12 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
SEGMENT REPORTING | NOTE 16 – SEGMENT REPORTING Our three reportable segments are: • Domestic and Canada RCS • International RCS • All Other (which includes Domestic CRS, Corporate and shared services) Our Domestic and Canada, and International Regulated Waste and Compliance Services 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 All Other Domestic Communication and Related Services and stock-based compensation. The following tables show financial information for the Company's reportable segments: In millions Years Ended December 31, 2017 2016 2015 Revenues Domestic and Canada RCS $ 2,551.9 $ 2,508.8 $ 1,999.2 International RCS 707.6 751.7 716.8 All other 321.2 301.8 269.9 Total $ 3,580.7 $ 3,562.3 $ 2,985.9 Gross Profit Domestic and Canada RCS $ 1,091.7 $ 1,121.3 $ 908.8 International RCS 218.9 228.5 230.3 All other 151.9 137.1 115.7 Total $ 1,462.5 $ 1,486.9 $ 1,254.8 Amortization Domestic and Canada RCS $ 87.6 $ 95.7 $ 22.7 International RCS 22.7 25.7 14.9 All other 8.1 7.9 7.9 Total $ 118.4 $ 129.3 $ 45.5 Adjusted EBITA Domestic and Canada RCS $ 729.2 $ 688.2 $ 631.4 International RCS 62.8 58.0 89.1 All other (111.1 ) (18.6 ) (13.0 ) Total $ 680.9 $ 727.6 $ 707.5 Total Assets Domestic and Canada RCS $ 4,995.0 $ 5,094.1 $ 4,913.5 International RCS 1,333.1 1,357.1 1,636.4 All other 660.2 528.9 515.3 Total $ 6,988.3 $ 6,980.1 $ 7,065.2 The following table reconciles the Company's primary measure of segment profitability (Adjusted EBITA) to income from operations: In millions Years Ended December 31, 2017 2016 2015 Domestic and Canada RCS Adjusted EBITA $ 729.2 $ 688.2 $ 631.4 International RCS Adjusted EBITA 62.8 58.0 89.1 Subtotal reportable segments 792.0 746.2 720.5 All other Adjusted EBITA (111.1 ) (18.6 ) (13.0 ) Business Transformation (31.3 ) - - Intangible Amortization (118.4 ) (129.3 ) (45.5 ) Acquisition and Integration (40.7 ) (60.9 ) (79.9 ) Operational Optimization (71.1 ) (59.1 ) (34.8 ) Divestitures (9.5 ) (27.1 ) - Litigation, Settlements and Regulatory Compliance (327.7 ) (7.2 ) (59.7 ) Impairment (65.0 ) (1.4 ) - Other (24.8 ) (8.8 ) - Income from operations $ (7.6 ) $ 433.8 $ 487.6 |
GEOGRAPHIC AREA AND SERVICES IN
GEOGRAPHIC AREA AND SERVICES INFORMATION | 12 Months Ended |
Dec. 31, 2017 | |
Segments Geographical Areas [Abstract] | |
GEOGRAPHIC AREA AND SERVICES INFORMATION | NOTE 17 – GEOGRAPHIC AREA AND SERVICES INFORMATION The following table presents consolidated revenues and long-lived assets by geographic region: In millions Years Ended December 31, 2017 2016 2015 Revenues United States $ 2,716.9 $ 2,657.4 $ 2,165.0 International: Europe 436.2 486.0 441.2 Other international countries 427.6 418.9 379.7 Total international 863.8 904.9 820.9 Total $ 3,580.7 $ 3,562.3 $ 2,985.9 Long-Lived Assets United States $ 520.8 $ 499.1 $ 434.2 International: Europe 89.8 89.0 95.8 Other international countries 130.4 135.8 135.6 Total international 220.2 224.8 231.4 Total $ 741.0 $ 723.9 $ 665.6 The following table presents consolidated revenues by service: In millions Years Ended December 31, 2017 2016 2015 Regulated Waste and Compliance Services $ 2,023.6 $ 2,063.0 $ 2,064.9 Secure Information Destruction Services 823.4 747.5 178.1 Communication and Related Services 382.6 370.4 334.1 Manufacturing and Industrial Services 351.1 381.4 408.8 Revenues $ 3,580.7 $ 3,562.3 $ 2,985.9 |
LEGAL PROCEEDINGS
LEGAL PROCEEDINGS | 12 Months Ended |
Dec. 31, 2017 | |
Commitments And Contingencies Disclosure [Abstract] | |
LEGAL PROCEEDINGS | NOTE 18 – LEGAL PROCEEDINGS We operate in highly regulated industries and must deal with regulatory inquiries or investigations from time to time that may be initiated for a variety of reasons. We are also involved in a variety of civil litigation from time to time. The Company establishes an accrued liability for loss contingencies related to legal and regulatory matters when the loss is both probable and reasonably estimable. If a loss is not probable or a probable loss is not reasonably estimable, no liability is recorded. These accruals represent management's best estimate of probable losses and, in such cases, there may be an exposure to loss in excess of the amounts accrued. Legal and regulatory matters inherently involve significant uncertainties based on, among other factors, the stage of the proceedings, developments in the applicable facts or law, and the unpredictability of the ultimate determination of the merits of any claim, any defenses the Company may assert against that claim and the amount of any damages that may be awarded. The Company's accrued liabilities for loss contingencies related to legal and regulatory matters may change in the future as a result of new developments, including, but not limited to, the occurrence of new legal matters, changes in the law or regulatory environment, adverse or favorable rulings, newly discovered facts relevant to the matter, or changes in the strategy for the matter. Regardless of the outcome, litigation can have an adverse impact on the Company because of defense and settlement costs, diversion of management resources and other factors. Contract Class Action Lawsuits. 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 alleged, among other things, that we had 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. Plaintiffs filed a motion for class certification on January 29, 2016. On February 16, 2017, the Court entered an order granting plaintiffs’ motion for class certification. The Court certified a class of “[a]ll persons and entities that, between March 8, 2003 through the date of trial resided in the United States (except Washington and Alaska), were identified by Stericycle as ‘Small Quantity’ or ‘SQ’ customer, and were charged and paid more than their contractually-agreed price for Stericycle’s medical waste disposal goods and services pursuant to Stericycle’s automated price increase policy. Governmental entities whose claims were asserted in United States ex rel. Perez v. Stericycle Inc. shall be excluded from the class.” On March 2, 2017, Stericycle filed a motion for reconsideration and clarification relating to the Court’s class certification decision. The parties engaged in discussions through and overseen by a mediator regarding a potential resolution of the matter and reached an agreement in principle for settlement in July 2017 (the “Proposed MDL Settlement”). As we disclosed in a current report on Form 8-K filed on August 2, 2017, under the terms of the Proposed MDL Settlement, we will establish a common fund of $295.0 million from which will be paid all compensation to members of the settlement class, attorneys’ fees to class counsel, incentive awards to the named class representatives and all costs of notice and administration. Our existing contracts with customers will remain in force, while we will also establish as part of the Proposed MDL Settlement guidelines for future price increases and provide customers additional transparency regarding such increases. The Proposed MDL Settlement also addresses additional matters, including the availability of alternative dispute resolution for members of the settlement class. In the Proposed MDL Settlement, we are admitting no fault or wrongdoing whatsoever, and are entering into the Proposed MDL Settlement in order to avoid the cost and uncertainty of litigation. In view of the Proposed MDL Settlement, we recorded a pre-tax accrual of $295.0 million in accrued liabilities on the Consolidated Balance Sheet as of December 31, 2017 and a pre-tax charge of $295.0 million in SG&A on the Consolidated Statements of Income for the year ended December 31, 2017. On October 17, 2017, the Company executed a definitive written settlement agreement (the “Settlement”), which incorporates the terms of the agreement in principle announced in August 2017. The Settlement incorporates the terms of the Proposed MDL Settlement, described above, and proposes a global resolution of all cases and claims against the Company in the MDL Action; including the allegation that price increases implemented by the Company allegedly violated the contracts between the Company and its customers as well as various state consumer protection statutes. Under the terms of the Settlement, the Company is admitting no fault or wrongdoing whatsoever, and it is entering into the Settlement in order to avoid the cost and uncertainty of litigation. The Settlement, upon final approval by the Court following a fairness hearing, will fully and finally resolve all claims against the Company alleged in the MDL Action. On October 17, 2017, plaintiffs in the MDL Action filed Plaintiffs’ Unopposed Motion for Preliminary Approval of Class Settlement and Approval of Notice Plan. Following a hearing on October 26, 2017, the Court granted preliminary approval of the Settlement and set certain deadlines, including for notification of the class of the terms of the Settlement and the submission of opt-outs or objections to the Settlement, which deadlines have now passed. On January 12, 2018, the MDL Action was reassigned to the Honorable Robert W. Gettleman. On February 12, 2018, Plaintiffs filed a Motion for Final Approval of Class Settlement with the Court. A fairness hearing on the Settlement is currently anticipated to be held in March 2018. 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. On October 21, 2016, plaintiffs filed a Corrected Amended Complaint adding the Company as a named defendant in plaintiff’s claim under Section 11 of the Securities Act, which had previously been asserted only against the Underwriters and certain officers and directors. On November 1, 2016, the Court appointed the Public Employees’ Retirement System of Mississippi and the Arkansas Teacher Retirement System as Lead Plaintiffs and their counsel as Lead Counsel. On February 1, 2017, Lead Plaintiff filed a Consolidated Amended Complaint with additional purported factual material supporting the same legal claims from the prior complaints for a class period from February 7, 2013 through September 18, 2016. Defendants filed a motion to dismiss the Consolidated Amended Complaint on April 1, 2017. On May 19, 2017, plaintiffs filed a response in opposition to the motion to dismiss and on June 19, 2017, Defendants filed a reply brief in support of their motion. The motion to dismiss is currently pending. 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, the factual and legal allegations asserted by plaintiffs are sufficiently unique that we are unable to identify other proceedings with circumstances sufficiently comparable to provide guidance in making estimates. Shareholder Derivative Lawsuits. On September 1, 2016, a purported stockholder filed a putative derivative action complaint in the Circuit Court of Cook County, Illinois against certain officers and directors of the Company, naming the Company as nominal defendant. The complaint alleges that defendants breached their fiduciary duties to the Company and its stockholders by causing the Company to allegedly overcharge certain customers in breach of those customers’ contracts, otherwise provide unsatisfactory customer service and injure customer relationships, and make materially false and misleading statements and omissions regarding the Company’s business, operational and compliance policies between February 7, 2013 and the present. On March 1, 2017, another purported stockholder filed a putative derivative action complaint containing substantially similar allegations in the Circuit Court of Cook County, Illinois against certain officers and directors of the Company, naming the Company as nominal defendant. The Company notes, among other things that, in addition to failing to make the required demand on the board of directors, both of these filings are in violation of the Company’s Bylaws, which require any such actions to be brought in a court in Delaware. On June 29, 2017, the Court entered an agreed order consolidating the two putative derivative actions for all purposes under the caption Kausal Shah v. Charles A. Alutto, et al We intend to vigorously defend ourselves against this consolidated lawsuit. We have not accrued any amounts in respect of these 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 and (ii) in our judgment; the factual and legal allegations asserted by plaintiffs are sufficiently unique that we are unable to identify other proceedings with circumstances sufficiently comparable to provide guidance in making estimates. Shareholder Demand Letter. On October 18, 2016, the Company received a letter from an attorney purporting to represent a current stockholder of the Company demanding, pursuant to Del. Ct. Ch. R. 23.1, that the Company’s Board of Directors take action to remedy alleged breaches of fiduciary duties by certain officers and directors of the Company. The factual allegations set forth in the letter are similar to those asserted in the Securities Class Action Lawsuit and the Shareholder Derivative Lawsuit. The letter asserts breaches of fiduciary duty in connection with the management, operation and oversight of the Company’s business and in connection with alleged false, misleading and/or incomplete statements regarding the Company’s business practices. The Company’s Board of Directors has constituted a Special Demand Review Committee to investigate the claims made in the demand letter and the Committee has retained independent counsel to assist with the investigation. The Committee’s investigation is ongoing. 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 plaintiff and others in violation of that statute. Plaintiff challenges our use of pre-recorded messages that urge the owners of recalled products to return or obtain repairs for those products. 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. On December 19, 2016, before any substantial discovery in the case, we filed a motion for summary judgment primarily on the basis of the “emergency” exception. On February 1, 2017, plaintiff responded to our motion by requesting additional discovery. The court permitted plaintiff to obtain some but not all of the requested discovery, and we have provided additional documents in response to that order. On April 5, 2017, plaintiff sought leave to file an amended complaint which would add a claim under the Illinois Automatic Telephone Dialers Act (which does not include an “emergency” exception) and certain additional allegations. We filed an opposition to this motion on April 28, 2017, contending that the proposed amendments are futile and that we are entitled to summary judgment. On June 27, 2017, the court permitted plaintiff to file the amended complaint. We have answered plaintiff’s amended complaint, denying liability, and in light of the amended complaint, have withdrawn our motion for summary judgment without prejudice. The parties are currently conducting discovery. The deadline for completion of fact discovery is May 15, 2018. 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, the factual and legal allegations asserted by plaintiff are sufficiently unique that we are unable to identify other proceedings with circumstances sufficiently comparable to provide guidance in making estimates. FCPA Investigation. On June 12, 2017, the SEC issued a subpoena to the Company, requesting documents and information relating to the Company’s compliance with the Foreign Corrupt Practices Act (“FCPA”) or other foreign or domestic anti-corruption laws with respect to certain of the Company’s operations in Latin America. In addition, the Department of Justice has notified the Company that it is investigating this matter in parallel with the SEC. The Company is cooperating with these agencies. The Company is also conducting an internal investigation of these and other matters, including outside of Latin America, under the oversight of the Audit Committee of the Board of Directors and with the assistance of outside counsel, and this investigation has found evidence of improper conduct. We have not accrued any amounts in respect of this matter, as we cannot estimate any reasonably possible loss or any range of reasonably possible losses that we may incur. We are unable to make such an estimate because, based on what we know now, in our judgment, the factual and legal issues presented in this matter are sufficiently unique that we are unable to identify other circumstances sufficiently comparable to 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. North Salt Lake, Utah. The United States Attorney’s Office for the District of Utah (the “USAO”) and the Criminal Investigation Division of the U.S. Environmental Protection Agency (the “EPA”) are conducting an 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 USAO and EPA investigated whether the matters forming the basis of the NOV constitute criminal or civil violations of the Clean Air Act and other federal statutes. In February 2018, the USAO advised us that it would not pursue criminal penalties in the matter. We intend to continue cooperating with the EPA and DOJ to resolve the matter civilly. The Company has accrued its estimate of the probable loss for this matter in accrued liabilities which is not material. Rancho Cordova, California. The California Department of Toxic Substances Control (“DTSC”) has alleged violations of California’s Hazardous Waste Control Law for our hazardous waste facility in Rancho Cordova, California for the years 2011 through 2017. DTSC has referred the matter to the California Attorney General’s office. On March 3, 2016, we entered into a tolling agreement with the Attorney General’s office, which was subsequently extended through October 30, 2017. Under the tolling agreement as extended, the period from February 29, 2016 through October 30, 2017 will be excluded from any calculation of time for the purpose of determining the statute of limitations concerning any charges that we violated the Hazardous Waste Control Law. The tolling 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. On October 26, 2017, DTSC filed a complaint in California Superior Court in Sacramento County for civil penalties and injunctive relief for alleged violations of California's Hazardous Waste Control Law. We continue to engage in discussions with DTSC regarding the parties’ current factual and legal positions. We will continue to evaluate DTSC’s position and to explore a number of potential alternatives, including a negotiated resolution and potential litigation. The Company has accrued its estimate of the probable loss for this matter in accrued liabilities which is not material. Tabasco, Mexico. The National Agency for Industrial Security and the Protection of the Environment for the Hydrocarbon Sector in Mexico (“ASEA”) has conducted a permit compliance inspection at a hazardous waste treatment facility acquired by one of our subsidiaries in Dos Bocas, Tabasco, Mexico. ASEA has claimed that the contaminated soil treatment process described in the treatment permit had not been followed properly and has issued an order imposing a fine and directing that the facility be closed and that alleged contamination on a certain portion of the facility be remediated. Our subsidiary has engaged a firm of environmental technicians to assess the contamination described in the ASEA order and to conduct a broader environmental assessment of the facility. The preliminary estimate of the remediation costs necessary to address the ASEA order was $2.0 million. Our review and assessment of the overall facility is ongoing. In November 2017, ASEA issued an order revoking the prior order imposing a fine and requiring that ASEA reassess the evidence and arguments presented. At this time we are unable to reasonably estimate the future cost of any remedial obligations at the facility beyond the preliminary estimate. We have recorded a pre-tax charge of $2.0 million for this matter in accrued liabilities on our Consolidated Balance Sheet as of December 31, 2017. |
QUARTERLY FINANCIAL INFORMATION
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) | NOTE 19 – QUARTERLY FINANCIAL INFORMATION (UNAUDITED) The following table summarizes our unaudited consolidated quarterly results of operations as reported for 2017 and 2016: In millions, except per share data First Quarter 2017 Second Quarter 2017 Third Quarter 2017 Fourth Quarter 2017 Year 2017 Revenues $ 892.4 $ 917.7 $ 882.8 $ 887.8 $ 3,580.7 Gross profit 368.7 381.8 368.0 344.0 1,462.5 Business Transformation - - (4.2 ) (27.1 ) (31.3 ) Intangible Amortization (29.1 ) (29.5 ) (29.9 ) (29.9 ) (118.4 ) Acquisitions and Integration (11.5 ) (11.2 ) (10.8 ) (7.2 ) (40.7 ) Operational Optimization (10.9 ) (25.5 ) (16.0 ) (18.7 ) (71.1 ) Divestitures - (3.6 ) (9.1 ) 3.2 (9.5 ) Litigation, Settlements and Regulatory Compliance (1.9 ) (301.7 ) (1.4 ) (22.7 ) (327.7 ) Impairment - - - (65.0 ) (65.0 ) Other (2.5 ) (3.9 ) (10.9 ) (7.5 ) (24.8 ) Net income attributable to Stericycle, Inc. 58.2 (144.0 ) 39.0 89.2 42.4 Capital Allocation (Preferred stock dividend) (9.4 ) (9.2 ) (8.9 ) (8.8 ) (36.3 ) Net income attributable to Stericycle, Inc. common shareholders 53.4 (148.8 ) 35.5 83.3 23.4 * Basic earnings per common share $ 0.63 $ (1.74 ) $ 0.42 $ 0.98 $ 0.27 * Diluted earnings per common share $ 0.62 $ (1.74 ) $ 0.41 $ 0.97 $ 0.27 In millions, except per share data First Quarter 2016 Second Quarter 2016 Third Quarter 2016 Fourth Quarter 2016 Year 2016 Revenues $ 874.2 $ 891.6 $ 890.1 $ 906.4 $ 3,562.3 Gross profit 366.6 377.6 376.0 366.7 1,486.9 Intangible Amortization (18.3 ) (50.9 ) (33.1 ) (27.0 ) (129.3 ) Acquisitions and Integration (11.3 ) (18.5 ) (16.2 ) (14.9 ) (60.9 ) Operational Optimization (8.5 ) (20.4 ) (16.4 ) (13.8 ) (59.1 ) Divestitures - - - (27.1 ) (27.1 ) Litigation, Settlements and Regulatory Compliance (1.3 ) (2.7 ) (1.4 ) (1.8 ) (7.2 ) Impairment - - - (1.4 ) (1.4 ) Other - - - (8.8 ) (8.8 ) Net income attributable to Stericycle, Inc. 76.8 46.0 64.8 18.7 206.3 Capital Allocation (Preferred stock dividend) (10.1 ) (10.0 ) (9.7 ) (9.6 ) (39.4 ) Net income attributable to Stericycle, Inc. common shareholders 66.7 37.3 61.5 12.7 178.2 * Basic earnings per common share $ 0.79 $ 0.44 $ 0.72 $ 0.15 $ 2.10 * Diluted earnings per common share $ 0.78 $ 0.43 $ 0.72 $ 0.15 $ 2.08 * EPS calculated on a quarterly basis, and, as such, the amounts may not total the calculated full-year EPS. |
SCHEDULE II - VALUATION AND QUA
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS | 12 Months Ended |
Dec. 31, 2017 | |
Valuation And Qualifying Accounts [Abstract] | |
Schedule II - Valuation and Qualifying Accounts | STERICYCLE, INC. SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS In millions Allowance for doubtful accounts Balance Beginning of Period Charges to Expenses Other Charges/ (Reversals) (1) Write-offs/ Payments Balance End of Period 2015 $ 19.1 $ 13.7 $ 3.0 $ (13.5 ) $ 22.3 2016 $ 22.3 $ 41.8 $ 2.7 $ (17.2 ) $ 49.6 2017 $ 49.6 $ 32.3 $ 2.7 $ (19.4 ) $ 65.2 (1) Amounts consist primarily of currency translation adjustments. In millions Valuation Allowance on Deferred Tax Assets Balance Beginning of Period Additions/ (Deductions) Charged to/ (from) Income Tax Expense Other Changes to Reserves (2) Balance End of Period 2015 $ 0.1 $ - $ 17.5 $ 17.6 2016 $ 17.6 $ 6.9 $ (9.1 ) $ 15.4 2017 $ 15.4 $ 4.5 $ (3.8 ) $ 16.1 (2) 2017 amount consists primarily of release of valuation allowance on net operating losses that ceased upon merger. 2016 and 2015 amounts consist primarily of valuation allowances on acquired deferred tax assets from business combinations. |
BASIS OF PRESENTATION AND SUM29
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation: The accompanying consolidated financial statements include the accounts of Stericycle, Inc. and its subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. The Company's consolidated financial statements were prepared in accordance with U.S. GAAP and include the assets, liabilities, revenue and expenses of all wholly-owned subsidiaries and majority-owned subsidiaries over which the Company exercises control. Outside stockholders' interests in subsidiaries are shown on the consolidated financial statements as “Noncontrolling interests." |
Use of Estimates | Use of Estimates: The preparation of financial statements in conformity with generally accepted accounting principles requires us to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Some areas where we make estimates include our allowance for doubtful accounts, credit memo reserve, accrued employee health and welfare benefits, environmental liabilities, stock compensation expense, income tax liabilities, accrued auto and workers’ compensation insurance claims, intangible asset valuations, and goodwill impairment. Such estimates are based on historical trends and on various other assumptions that are believed to be reasonable under the circumstances. Actual results could differ from our estimates. |
Revenue Recognition | Revenue Recognition: Revenues for our regulated medical waste management services, other than our compliances services, and secure information destruction services are recognized at the time of waste collection. Our compliance service revenues are recognized evenly over the contractual service period. Payments received in advance are deferred and recognized as services are provided. Revenues from hazardous waste services are recorded at the time waste is received at our processing facility or delivered to a third party. Revenues from regulated recall and returns management services and communication solutions are recorded at the time services are performed. Revenues from product sales are recognized at the time the goods are shipped to the ordering customer. Charges related to sales taxes and international value added tax ("VAT") and other similar pass through taxes are not included as revenue. Effective January 1, 2018, the Company will adopt ASU No. 2014-09 “Revenue from Contracts with Customers (Topic 606) |
Cash and Cash Equivalents | Cash and Cash Equivalents: We consider all highly liquid investments with a maturity of less than three months when purchased to be cash equivalents. Cash equivalents are carried at cost. |
Accounts Receivable and Allowance for Doubtful Accounts | Accounts Receivable and Allowance for Doubtful Accounts: Accounts receivable consist of amounts due to us from our normal business activities. Our accounts receivable balance includes amounts related to VAT and similar international pass-through taxes. We do not require collateral as part of our standard trade credit policy. Accounts receivable balances are determined to be past due based on the contractual terms with the customer. We maintain an allowance for doubtful accounts to reflect the expected uncollectability of accounts receivable based on past collection history and specific risks identified among uncollected accounts. Accounts receivable are written off against the allowance for doubtful accounts when we have determined that the receivable will not be collected and/or when the account has been referred to a third party collection agency. No single customer accounts for more than approximately 1.0% of our accounts receivable. During the year ended December 31, 2017, 2016 and 2015, bad debt expense was $32.3 million, $41.8 million, and $13.7 million, respectively. |
Financial Instruments | Financial Instruments: Our financial instruments consist of cash and cash equivalents, short-term investments, accounts receivable and payable, derivatives, and long-term debt. Financial instruments, which potentially subject us to concentrations of credit risk, consist principally of accounts receivable. Credit risk on trade receivables is minimized as a result of the large size of our customer base. No single customer represents greater than approximately 1.0% of total accounts receivable. We perform ongoing credit evaluation of our customers and maintain allowances for potential credit losses. |
Property, Plant and Equipment | Property, Plant and Equipment: Property, plant and equipment is stated at cost. Depreciation and amortization, which includes the depreciation of assets recorded under capital leases, is computed using the straight-line method over the estimated useful lives of the assets as follows: Building and improvements 2 to 40 years Machinery and equipment 2 to 30 years Containers 2 to 20 years Vehicles 2 to 10 years Office equipment and furniture 2 to 20 years Software and Enterprise Resource Planning system 2 to 10 years |
Capitalized Interest | Capitalized Interest: We capitalize interest incurred associated with projects under construction for the duration of the asset construction period. During the year ended December 31, 2017, we capitalized interest of $1.6 million. |
Goodwill and Other Identifiable Intangible Assets | Goodwill and Other Identifiable Intangible Assets: Goodwill is not amortized but is subject to an annual impairment test which we perform as of October 1 or whenever indicators of impairment exist. Indefinite lived intangibles may be assessed using either a qualitative or quantitative approach. The qualitative approach first determines if it is more-likely-than-not that the fair value of the asset is less than the carrying value. If no such determination is made, then the impairment test is complete. If, however, it is determined that there is a likely impairment, a quantitative assessment must then be made. One determination on whether to use the qualitative approach is the time since the last quantitative approach. In the fourth quarter of 2017, the Company performed its annual impairment test on indefinite lived intangibles, other than goodwill using the qualitative approach for certain assets and the quantitative approach for the remaining assets. We used a quantitative approach to assess goodwill for impairment. The fair value of each reporting unit is calculated using the income approach (including discounted cash flows) and validated using a market approach. The income approach uses expected future cash flows of each reporting unit and discounts those cash flows to present value. Expected future cash flows are calculated using management assumptions of growth rates, including long-term 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 a calculated weighted average cost of capital which is adjusted for each of our reporting units based on size, country and company specific risk premiums. The market approach compares the valuation multiples of similar companies to that of the associated reporting unit. We then reconcile the calculated fair values to our market capitalization. The fair value is then compared to its carrying value including goodwill. If the fair value is in excess of its carrying value, the related goodwill is not impaired. If the fair value is less than its carrying value. We recognize an impairment loss in the amount that carrying value exceeds the fair value. We performed our annual good will impairment test as of October 1, 2017 and recognized $65.0 million in non-cash goodwill impairment charges in our Latin America reporting unit. For further discussion see Note 5 – Goodwill and Other Intangible Assets |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets: Long-lived assets, such as property, plant and equipment and intangible assets which are amortized are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset or asset group may not be recoverable. If circumstances require that a long-lived asset or asset group to be held and used be tested for possible impairment, the Company first compares the undiscounted cash flows expected to be generated by that long-lived asset or asset group to its carrying amount. If the carrying amount of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, an impairment is recognized to the extent that the carrying amount exceeds its fair value. Long-lived assets or disposal groups classified as held for sale are recorded at the lower of their carrying amount or fair value less estimated selling costs. Long-lived assets are not depreciated or amortized while classified as held for sale. |
Insurance | Insurance: Our insurance for workers’ compensation, auto/fleet, property and employee-related health care benefits is obtained using high deductible insurance policies. A third-party administrator is used to process all such claims. We require all workers’ compensation, auto/fleet, and property claims to be reported within 24 hours. As a result, we accrue these liabilities based upon the claim reserves established by the third-party administrator at the end of each reporting period. Accruals include an estimate for claims incurred but not yet reported. Our workers compensation, auto/fleet and employee health insurance benefit liability is based on our historical claims experience. |
Restructuring Charges | Restructuring Charges: Involuntary termination benefits are accrued upon the commitment to a termination plan and when the benefit arrangement is communicated to affected employees, or when liabilities are determined to be probable and estimable, depending on the existence of a substantive plan for severance or termination. Costs for one-time termination benefits in which the employee is required to render service until termination in order to receive the benefits are recognized ratably over the future service period. Contract termination costs are recorded when contracts are terminated or when we cease to use the leased facility and no longer derive economic benefit from the contract. All other exit costs are expensed as incurred. For further discussion, see Note 3 – Restructuring, Divestitures, and Assets Held For Sale . |
Stock-Based Compensation | Stock-Based Compensation: The Company recognizes stock-based compensation expense based on the estimate grant-date fair value for all stock-based awards which include stock options, restricted stock units, and performance stock units. Expense is generally recognized on a straight-line basis over the service period during which awards are expected to vest. We present stock-based compensation expense within the Consolidated Statements of Income based on the classification of the respective employees' cash compensation. For further discussion, see Note 12 – Stock-Based Compensation . |
Income Taxes | Income Taxes: We are subject to income taxes in both the U.S. and numerous foreign jurisdictions. We compute our provision for income taxes using the asset and liability method, under which deferred tax assets and liabilities are recognized for the expected future tax consequences of temporary differences between the financial reporting and tax basis of assets and liabilities and for operating loss and tax credit carry-forwards. Deferred tax assets and liabilities are measured using the currently enacted tax rates that are expected to apply to taxable income for the years in which those tax assets and liabilities are expected to be realized or settled. Significant judgments are required in order to determine the realizability of these deferred tax assets. In assessing the need for a valuation allowance, we evaluate all significant available positive and negative evidence, including historical operating results, estimates of future taxable income and the existence of prudent and feasible tax planning strategies. Changes in the expectations regarding the realization of deferred tax assets could materially impact income tax expense in future periods. Tax liabilities are recorded when, in management’s judgment, a tax position does not meet the more likely than not (i.e. a likelihood of more than fifty percent) threshold for recognition. For tax positions that meet the more likely than not threshold, a tax liability may still be recorded depending on management’s assessment of how the tax position will ultimately be settled. The Company records interest and penalties on unrecognized tax benefits in the provision for income taxes. For further discussion, see Note 8 – Income Taxes . |
Lease and Asset Retirement Obligations | Lease and Asset Retirement Obligations: The Company classifies leases at their inception as either operating or capital leases and may receive renewal or expansion options, rent holidays, and leasehold improvement or other incentives on certain lease agreements. The Company recognizes operating lease costs on a straight-line basis, taking into account adjustments for free or escalating rental payments and deferred payment terms. Additionally, lease incentives are accounted for as a reduction of lease costs over the lease term. Rent expense associated with operating lease obligations that relate to the delivery of our services is presented in Cost of revenues (“COR”) and the remaining is classified within Selling, general and administrative expenses (“SG&A”) on the Consolidated Statements of Income. Minimum lease payments made under capital leases are apportioned between interest expense and a reduction of the related capital lease obligations, which are classified within Accrued liabilities and Current portion of long-term debt on the Consolidated Balance Sheets. The Company establishes assets and liabilities for the present value of estimated future costs to retire long-lived assets at the termination or expiration of a lease. Such assets are amortized over the lease term, and the recorded liabilities are accreted to the future value of the estimated retirement costs. The related amortization and accretion expenses are presented within COR if the leased asset is used in the delivery of our services and the remaining expenses are presented within SG&A on the Consolidated Statements of Income. |
Foreign Currency | Foreign Currency: Assets and liabilities of foreign affiliates that use the local currency as their functional currency are translated at the exchange rate on the last day of the accounting period, and income statement accounts are translated at the average rates during the period. Related translation adjustments are reported as a component of accumulated other comprehensive loss on the Consolidated Balance Sheets. Foreign currency gains and losses resulting from transactions which are denominated in currencies other than the entity’s functional currency, including foreign currency gains and losses on intercompany balances that are not of a long-term investment nature, are included within Other (expense)/income, net on the Consolidated Statements of Income. |
Reclassifications | Reclassifications: Certain amounts in previously issued financial statements have been reclassified to conform to the current period presentation. During 2017, we presented certain rent, utility and depreciation expenses in COR that had historically been classified in SG&A. For the year ended December 31, 2016, we reclassified $15.0 million, of which $7.3 million was for rent and utility expenses and $7.7 million was for depreciation expenses, from SG&A to COR to conform to the current year presentation. For the year ended December 31, 2015, we reclassified $11.4 million, of which $7.2 million was for rent and utility expenses and $4.2 million was for depreciation expenses, from SG&A to COR to conform to the current year presentation. To conform to the current period cash flows presentation, we reclassified $13.6 million net repayments of bank overdrafts from Operating Activities to Financing Activities for the year ended December 31, 2016 and $4.3 million net proceeds from bank overdrafts from Operating Activities to Financing Activities for the year ended December 31, 2015. |
New Accounting Standards | New Accounting Standards: Adoption of New Accounting Standards Intangibles – Goodwill and Other – Simplifying the Test for Goodwill Impairment Effective January 2017, the Company early adopted ASU 2017-04, Intangibles – Goodwill and Other (Topic 350) – Simplifying the Test for Goodwill Impairment. Statement of Cash Flows Effective January 2017, the Company early adopted the guidance in ASU No. 2016-15 “Statement of Cash Flows” (Topic 230). This guidance clarifies diversity in practice on where in the Statement of Cash Flows to recognize certain transactions, including the classification of payment of contingent consideration for acquisitions between Financing and Operating activities. Based on the results of the Company’s analysis, there is no impact on our financial statements, as our treatment of the relevant affected items within the Consolidated Statement of Cash Flows is consistent with the requirements of this guidance. 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) Definition of a Business On January 5, 2017, the FASB issued ASU No. 2017-01, “ Clarifying the Definition of a Business” (Topic ASC 805) Leases In February 2016, the FASB issued ASU No. 2016-02, “Leases” (Topic 842) Intra-Entity Transfers of Assets Other Than Inventory In October 2016, the FASB issued ASU No. 2016-16, “Intra-Entity Transfers of Assets Other Than Inventory.” Compensation – Stock Compensation In May 2017, the FASB issued ASU No. 2017-09, “Compensation – Stock Compensation” (Topic 718) - Scope of Modification Accounting Derivatives and Hedging In August 2017, the FASB issued ASU No. 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities |
BASIS OF PRESENTATION AND SUM30
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Estimated Useful Lives of Assets | Depreciation and amortization, which includes the depreciation of assets recorded under capital leases, is computed using the straight-line method over the estimated useful lives of the assets as follows: Building and improvements 2 to 40 years Machinery and equipment 2 to 30 years Containers 2 to 20 years Vehicles 2 to 10 years Office equipment and furniture 2 to 20 years Software and Enterprise Resource Planning system 2 to 10 years |
ACQUISITIONS (Tables)
ACQUISITIONS (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Summary of Location, Services and Type of Acquisitions | The following table summarizes the locations, services, and type of acquisitions: 2017 Acquisitions Service Type Acquisition Locations Total Number of Acquisitions Regulated Waste Secure Information Destruction Communication Services Acquisitions of Selected Assets and Liabilities Acquisitions of Stock United States 21 2 18 1 21 - Canada 1 - 1 - - 1 France 1 - 1 - 1 - Netherlands 2 1 1 - 2 - Portugal 1 1 - - - 1 Republic of Korea 2 2 - - 2 - Spain 2 1 1 - 1 1 Total 30 7 22 1 27 3 2016 Acquisitions Service Type Acquisition Locations Total Number of Acquisitions Regulated Waste Secure Information Destruction Communication Services Acquisitions of Selected Assets and Liabilities Acquisitions of Stock United States 21 5 15 1 19 2 Australia 3 - 3 - 3 - Republic of Korea 1 1 - - 1 - Romania 2 2 - - 2 - Spain 3 2 1 - 2 1 United Kingdom 1 1 - - 1 - Total 31 11 19 1 28 3 2015 Acquisitions Service Type Acquisition Locations Total Number of Acquisitions Regulated Waste Secure Information Destruction Communication Services Acquisitions of Selected Assets and Liabilities Acquisitions of Stock United States 19 13 4 2 16 3 Brazil 2 2 - - - 2 Canada 2 - 1 1 - 2 Ireland 1 1 - - - 1 Mexico 3 3 - - 1 2 Netherlands 2 2 - - 1 1 Republic of Korea 6 6 - - 6 - Romania 4 4 - - 3 1 Spain 4 4 - - 4 - Total 43 35 5 3 31 12 |
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 years ended December 31, 2017, 2016, and 2015, respectively: In millions 2017 2016 2015 Cash $ 52.9 $ 55.4 $ 2,420.7 Promissory notes 25.3 40.9 64.1 Deferred consideration 1.1 4.1 3.2 Contingent consideration 0.1 1.0 10.1 Total purchase price $ 79.4 $ 101.4 $ 2,498.1 |
Purchase Price Allocation | The following table summarizes the preliminary purchase price allocation for current period acquisitions and other adjustments to purchase price allocations for the years ended December 31, 2017, 2016, and 2015: In millions 2017 2016 2015 Fixed assets $ 3.9 $ 13.1 $ 196.2 Intangibles 28.2 35.5 1,016.8 Goodwill 46.5 52.8 1,450.9 Net other assets and liabilities 1.1 2.2 59.5 Net deferred tax liabilities (0.3 ) (2.2 ) (225.3 ) Total purchase price allocation $ 79.4 $ 101.4 $ 2,498.1 |
Acquisitions Year 2016 | |
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 during 2017: In millions Adjustments to Prior Year Acquisitions Cash $ (0.4 ) Promissory notes (0.4 ) Contingent consideration (9.6 ) Total purchase price $ (10.4 ) |
Purchase Price Allocation | The following table summarizes various adjustments to our prior year acquisitions during 2017: In millions Adjustments to Prior Year Acquisitions Fixed assets $ (6.0 ) Intangibles 7.9 Goodwill (7.4 ) Net other assets and liabilities (1.5 ) Net deferred tax liabilities (3.4 ) Total purchase price allocation $ (10.4 ) |
RESTRUCTURING, DIVESTITURES, 32
RESTRUCTURING, DIVESTITURES, AND ASSETS HELD FOR SALE (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Assets and Liabilities Held for Sale, Not Discontinued Operations | |
Summary of Major Classes of Assets and Liabilities Classified as Held for Sale | The following table presents information related to the major classes of assets and liabilities that were classified as held for sale on the Consolidated Balance Sheet at December 31: In millions 2017 2016 Total current assets $ 7.7 $ 3.1 Fixed assets 8.5 4.9 Goodwill 1.6 0.1 Intangibles 2.6 0.7 Other assets 0.4 0.3 Assets held for sale $ 20.8 $ 9.1 Total current liabilities $ 4.7 $ 2.6 Deferred income taxes 0.4 0.3 Liabilities held for sale $ 5.1 $ 2.9 |
PROPERTY, PLANT AND EQUIPMENT (
PROPERTY, PLANT AND EQUIPMENT (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Property Plant And Equipment [Abstract] | |
Property, Plant and Equipment | Property, plant and equipment at December 31, 2017 and 2016 consisted of the following: In millions 2017 2016 Land and improvements $ 66.2 $ 66.3 Building and improvements 227.6 197.6 Machinery and equipment 348.2 314.3 Vehicles 173.3 173.2 Containers 261.3 226.7 Office equipment and furniture 146.3 146.8 Software and Enterprise Resource Planning system 40.8 38.9 Construction in progress 80.5 55.3 Total property, plant and equipment 1,344.2 1,219.1 Less: accumulated depreciation (603.2 ) (495.2 ) Property, plant and equipment, net $ 741.0 $ 723.9 |
GOODWILL AND OTHER INTANGIBLE34
GOODWILL AND OTHER INTANGIBLE ASSETS (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Changes in Carrying Amount of Goodwill | The changes in the carrying amount of goodwill for the years ended December 31, 2017 and 2016, by reportable segment and for the “Other” category, were as follows: In millions Domestic and Canada RCS International RCS Other Total Balance as of January 1, 2016 $ 2,842.7 $ 632.5 $ 283.0 $ 3,758.2 Goodwill acquired during year 41.5 8.4 2.9 52.8 Purchase accounting adjustments (77.2 ) (78.9 ) (5.1 ) (161.2 ) Write-offs related to disposition and assets held for sale - (7.5 ) - (7.5 ) Changes due to foreign currency fluctuations 4.8 (56.1 ) - (51.3 ) Balance as of December 31, 2016 2,811.8 498.4 280.8 3,591.0 Goodwill acquired during year 36.9 4.9 4.7 46.5 Purchase accounting adjustments (10.1 ) 1.2 1.5 (7.4 ) Impairments during the year - (65.0 ) - (65.0 ) Write-offs related to disposition and assets held for sale - (7.1 ) - (7.1 ) Changes due to foreign currency fluctuations 11.6 34.4 - 46.0 Balance as of December 31, 2017 $ 2,850.2 $ 466.8 $ 287.0 $ 3,604.0 |
Carrying Values of Other Intangible Assets | At December 31, 2017 and 2016, the values of other intangible assets were as follows: In millions 2017 2016 Gross Carrying Amount Accumulated Amortization Net Value Gross Carrying Amount Accumulated Amortization Net Value Amortizable intangibles: Customer relationships $ 1,613.4 $ 381.4 $ 1,232.0 $ 1,553.4 $ 261.3 $ 1,292.1 Covenants not-to-compete 7.9 5.9 2.0 9.5 6.4 3.1 Tradenames 6.0 1.8 4.2 5.7 1.4 4.3 Other 17.0 3.4 13.6 19.1 2.5 16.6 Indefinite lived intangibles: Operating permits 222.3 - 222.3 229.4 - 229.4 Tradenames 317.4 - 317.4 316.5 - 316.5 Total $ 2,184.0 $ 392.5 $ 1,791.5 $ 2,133.6 $ 271.6 $ 1,862.0 |
Changes in Carrying Amount of Intangible Assets | The changes in the carrying amount of intangible assets since January 1, 2016 were as follows: In millions Total Balance as of January 1, 2016 $ 1,842.6 Intangible assets acquired during the year 35.5 Valuation adjustments for prior year acquisitions 169.0 Write-offs due to disposition and amounts reclassified to assets held for sale (16.0 ) Impairments during the year (1.4 ) Amortization during the year (129.3 ) Changes due to foreign currency fluctuations (38.4 ) Balance as of December 31, 2016 1,862.0 Intangible assets acquired during the year 28.2 Valuation adjustments for prior year acquisitions 7.9 Reclassification to assets held for sale (2.6 ) Impairments during the year (21.0 ) Amortization during the year (118.4 ) Changes due to foreign currency fluctuations 35.4 Balance as of December 31, 2017 $ 1,791.5 |
Estimated Amortization Expense | The estimated amortization expense for each of the next five years (based upon foreign exchange rates at December 31, 2017) is as follows for the years ended December 31: In millions 2018 $ 126.8 2019 126.6 2020 125.8 2021 125.4 2022 125.3 |
ACCRUED LIABILITIES (Tables)
ACCRUED LIABILITIES (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Payables And Accruals [Abstract] | |
Accrued Liabilities | Accrued liabilities at December 31, 2017 and 2016 consisted of the following items: In millions 2017 2016 Accrued compensation $ 52.0 $ 64.6 Accrued self-insurance 77.9 53.6 Accrued taxes 41.2 18.3 Accrued interest 13.6 14.1 Accrued small quantity customer class action legal settlement (see Note 18 – Legal Proceedings) 295.0 - Accrued professional services liabilities 34.3 10.1 Accrued disposal and landfill liabilities 13.2 13.0 Accrued liabilities - other 60.9 54.8 Total accrued liabilities $ 588.1 $ 228.5 |
DEBT (Tables)
DEBT (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-term debt consisted of the following at December 31: In millions 2017 2016 Obligations under capital leases $ 9.4 $ 11.1 $1.2 billion senior credit facility weighted average rate 2.55%, due in 2022 471.7 407.1 $1.0 billion term loan weighted average rate 2.83%, due in 2022 950.0 1,000.0 $175 million private placement notes 3.89%, due in 2017 - 175.0 $125 million private placement notes 2.68%, due in 2019 125.0 125.0 $225 million private placement notes 4.47%, due in 2020 225.0 225.0 $150 million private placement notes 2.89%, due in 2021 150.0 150.0 $125 million private placement notes 3.26%, due in 2022 125.0 125.0 $200 million private placement notes 2.72%, due in 2022 200.0 200.0 $100 million private placement notes 2.79%, due in 2023 100.0 100.0 $150 million private placement notes 3.18%, due in 2023 150.0 150.0 Promissory notes and deferred consideration weighted average rate of 1.49% and weighted average maturity of 2.9 years 155.9 191.7 Foreign bank debt weighted average rate 6.11% and weighted average maturity of 1.7 years 85.2 99.4 Total debt 2,747.2 2,959.3 Less: current portion of total debt 119.5 72.8 Less: unamortized debt issuance costs 12.4 9.2 Long-term portion of total debt $ 2,615.3 $ 2,877.3 |
Payments due on Long-Term Debt, Excluding Capital Lease Obligations | Payments due on long-term debt, excluding capital lease obligations, during each of the five years subsequent to December 31, 2017 are as follows: In millions 2018 $ 117.0 2019 269.9 2020 318.7 2021 211.8 2022 1,563.0 Thereafter 257.4 $ 2,737.8 |
Property under Capital Leases Included within Property, Plant and Equipment | Property under capital leases included within property, plant and equipment on the Consolidated Balance Sheets is as follows at December 31: In millions 2017 2016 Land $ 0.2 $ 0.1 Buildings 0.9 0.8 Machinery and equipment 6.7 6.6 Vehicles 9.4 9.9 Less: accumulated depreciation (6.0 ) (5.5 ) $ 11.2 $ 11.9 |
Minimum Future Lease Payments Under Capital Leases | Minimum future lease payments under capital leases are as follows: In millions 2018 $ 3.0 2019 3.4 2020 1.9 2021 1.9 2022 0.1 Thereafter 0.3 Total minimum lease payments 10.6 Less: amounts representing interest (1.2 ) Present value of net minimum lease payments 9.4 Less: current portion included in current portion of long-term debt (2.5 ) Long-term obligations under capital leases $ 6.9 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
United States and International Components of Income Before Income Taxes | The U.S. and International components of income before income taxes consisted of the following for the years ended December 31, 2017, 2016 and 2015: In millions 2017 2016 2015 United States $ (9.6 ) $ 381.1 $ 378.8 Foreign (98.3 ) (53.0 ) 32.1 Total income before income taxes $ (107.9 ) $ 328.1 $ 410.9 |
Significant Components of Income Tax Expense | Significant components of our income tax expense for the years ended December 31, 2017, 2016 and 2015 are as follows: In millions 2017 2016 2015 Current United States - federal $ 107.0 $ 102.0 $ 105.9 United States - state and local 10.0 11.6 15.6 Foreign 7.1 10.6 16.5 124.1 124.2 138.0 Deferred United States - federal (256.1 ) 19.1 23.8 United States - state and local (9.8 ) (2.5 ) 2.5 Foreign (9.1 ) (20.6 ) (21.4 ) (275.0 ) (4.0 ) 4.9 Total (benefit) provision $ (150.9 ) $ 120.2 $ 142.9 |
Reconciliation of Income Tax Provision Computed at Federal Statutory Rate to Effective Tax Rate | A reconciliation of the income tax provision computed at the federal statutory rate to the effective tax rate for the years ended December 31, 2017, 2016 and 2015 are as follows: 2017 2016 2015 Federal statutory income tax rate 35.0 % 35.0 % 35.0 % Effect of: State and local taxes, net of federal tax effect 3.9 % 1.5 % 3.1 % Foreign tax rates (2.7 )% 2.1 % (0.4 )% Permanent - other items (2.1 )% 0.8 % 0.4 % Permanent - goodwill impairment (12.0 )% - - U.S. Tax Reform Act 120.3 % - - Valuation allowance (4.6 )% 2.1 % - Stock-based compensation (0.6 )% (1.8 )% - Other 2.7 % (3.1 )% (3.3 )% Effective tax rate 139.9 % 36.6 % 34.8 % |
Deferred Tax Liabilities and Assets | Our deferred tax liabilities and assets at December 31, 2017 and 2016 were as follows: In millions 2017 2016 Deferred tax liabilities: Property, plant and equipment $ (56.4 ) $ (78.5 ) Goodwill and intangibles (490.0 ) (690.4 ) Other (17.2 ) (7.9 ) Total deferred tax liabilities (563.6 ) (776.8 ) Deferred tax assets: Accrued liabilities 141.2 93.7 Net operating tax loss carry-forwards 38.3 38.3 Other 38.6 17.9 Less: valuation allowance (16.1 ) (15.4 ) Total deferred tax assets 202.0 134.5 Net deferred tax liabilities $ (361.6 ) $ (642.3 ) |
Summary of Net Tax (Benefit) of Recognized Related to Tax Act | The net tax (benefit) of recognized related to the Tax Act is as follows: In millions Remeasurment of net deferred tax liabilities due to enacted rate reduction $ 167.7 Section 965 transition tax on foreign earnings (24.3 ) Foreign withholding taxes on such earnings (13.6 ) Net tax benefit from the Tax Act $ 129.8 |
Summary of Aggregate Changes in Unrecognized Tax benefits | The following table summarizes the aggregate changes in unrecognized tax benefits during the years ended December 31, 2017 and 2016: In millions Unrecognized tax positions as of January 1, 2016 $ 24.9 Gross increases - tax positions in prior periods 0.8 Gross increases - current period tax positions 2.9 Settlement (0.2 ) Lapse of statute of limitations (1.7 ) Unrecognized tax positions as of December 31, 2016 26.7 Gross increases - tax positions in prior periods 0.7 Gross increases - current period tax positions 5.1 Settlement (0.5 ) Lapse of statute of limitations (4.6 ) Unrecognized tax positions as of December 31, 2017 $ 27.4 |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Summary of Financial Assets and Liabilities Carried at Fair Value on Recurring Basis | The following table summarizes the basis used to measure financial assets and liabilities that are carried at fair value on a recurring basis on the Consolidated Balance Sheets: In millions Fair Value Measurements Using Total as of December 31, 2017 Level 1 Inputs Level 2 Inputs Level 3 Inputs Assets: Derivative financial instruments $ 0.4 $ - $ 0.4 $ - Total assets $ 0.4 $ - $ 0.4 $ - Liabilities: Contingent consideration $ 12.4 $ - $ - $ 12.4 Total liabilities $ 12.4 $ - $ - $ 12.4 In millions Fair Value Measurements Using Total as of December 31, 2016 Level 1 Inputs Level 2 Inputs Level 3 Inputs Assets: Derivative financial instruments $ 0.8 $ - $ 0.8 $ - Total assets $ 0.8 $ - $ 0.8 $ - Liabilities: Contingent consideration $ 24.1 $ - $ - $ 24.1 Total liabilities $ 24.1 $ - $ - $ 24.1 |
Changes to Contingent Consideration | Changes to contingent consideration are reflected in the table below: In millions Contingent consideration as of January 1, 2016 $ 25.4 Increase due to current year acquisitions 1.0 Decrease due to payments (3.0 ) Changes due to foreign currency fluctuations 2.8 Change in fair value reflected in Selling, general, and administrative expenses (2.1 ) Contingent consideration as of December 31, 2016 24.1 Increase due to current year acquisitions 0.1 Purchase accounting adjustments (9.6 ) Decrease due to payments (1.5 ) Change in fair value reflected in Selling, general, and administrative expenses (0.4 ) Other (0.3 ) Contingent consideration as of December 31, 2017 $ 12.4 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Commitments And Contingencies Disclosure [Abstract] | |
Minimum Future Rental Payments under Non-Cancelable Operating Leases | Minimum future rental payments under non-cancelable operating leases that have initial or remaining terms in excess of one year as of December 31, 2017 for each of the next five years and in the aggregate are as follows: In millions 2018 $ 145.9 2019 118.2 2020 95.0 2021 70.7 2022 44.4 Thereafter 86.9 $ 561.1 |
Schedule of Future Payments under Contractual Obligations Not Recognized in Consolidated Balance Sheets | As of December 31, 2017, future payments under these contractual obligations, not recognized on the Consolidated Balance Sheets, were as follows: In millions 2018 $ 37.1 2019 16.8 2020 15.3 2021 1.3 2022 0.6 Thereafter - $ 71.1 |
RETIREMENT AND OTHER EMPLOYEE40
RETIREMENT AND OTHER EMPLOYEE BENEFIT PROGRAMS (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Compensation And Retirement Disclosure [Abstract] | |
Schedule of Multiemployer Defined Benefit Pension Plans | The following table outlines our participation in Multiemployer Pension Plans: Pension Protection Act Zone Status (1), (3) Company Contributions (4) (in millions) Plan Employer ID Number Plan # 2017 2016 FIP/RP Status (2) 2017 2016 Expiration Date of Collective Bargaining Agreement Pension Plan Private Sanitation Union, Local 813 IBT 13-1975659 1 Red/ Critical Red/ Critical Implemented $ 0.6 $ 0.5 11/30/2019 Nurses And Local 813 IBT Retirement Plan 13-3628926 1 Green Red N/A $ - $ - various dates (1) Zone status is defined by the Department of Labor and Pension Protection Act of 2006 and represents the level at which the plan is funded. Plans in the red zone are less than 65% funded plans in the green zone are at least 80% funded. Status is based on information received from pension plans and is certified by the pension plans actuary. (2) The "FIP/RP Status" column indicates plans for which a Funding Improvement Plan ("FIP”) or a Rehabilitation Plan ("RP") has been implemented or is pending. The most recent Pension Protection Act zone status available in 2017 and 2016 is for the plans’ year-end December 31, 2016 and 2015, respectively. (3) A multiemployer defined benefit pension plan that has been certified as endangered, seriously endangered or critical may begin to levy a statutory surcharge on contribution rates. Once authorized, the surcharge is at the rate of 5% for the first 12 months and 10% for any periods thereafter, until certain conditions are met. Contributing employers, however, may eliminate the surcharge by entering into a collective bargaining agreement that meets the requirements of the applicable FIP or RP. (4) The Company was listed in the Form 5500 for the Pension Plan Private Sanitation Union Local 813 IBT as individually significant for contributing more than 5% of total contributions to the plan during the plan years ended December 31, 2016 and 2015. At the date these financial statements were issued, Forms 5500 were not available for the plans for the year 2017. |
STOCK BASED COMPENSATION (Table
STOCK BASED COMPENSATION (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-Based Compensation Expense Resulting from Stock Option Awards, RSUs, PSUs and ESPP | The following table presents the total stock-based compensation expense resulting from stock option awards, RSUs, PSUs, and the ESPP included on the Consolidated Statements of Income: In millions Years Ended December 31, 2017 2016 2015 Selling, general and administrative - stock option plan $ 14.7 $ 17.4 $ 18.6 Selling, general and administrative - RSUs 5.2 0.9 1.5 Selling, general and administrative - PSUs 0.2 - - Selling, general and administrative - ESPP 1.2 2.2 1.6 Total pre-tax expense $ 21.3 $ 20.5 $ 21.7 |
Stock Option Activity | Stock option activity for the year ended December 31, 2017 is summarized as follows: Number of Options Weighted Average Exercise Price per Share Outstanding at beginning of year 5,468,732 $ 96.90 Granted 456,424 82.89 Exercised (217,922 ) 51.54 Forfeited (188,879 ) 111.78 Canceled or expired (124,938 ) 101.94 Outstanding as of December 31, 2017 5,393,417 $ 96.91 Exercisable as of December 31, 2017 3,472,994 $ 90.55 |
Intrinsic Value of Options Exercised | The following table sets forth the intrinsic value of options exercised for the years ended December 31: In millions 2017 2016 2015 Total exercise intrinsic value of options exercised $ 4.8 $ 26.0 $ 62.6 |
Information Related to Outstanding and Exercisable Options | The following table sets forth the information related to outstanding and exercisable options for the years ended December 31: 2017 2016 2015 Weighted average remaining contractual life of outstanding options (in years) 4.56 5.25 5.70 Total aggregate intrinsic value of outstanding options (in millions) $ 12.8 $ 25.1 $ 162.4 Weighted average remaining contractual life of exercisable options (in years) 3.87 4.40 4.70 Total aggregate intrinsic value of exercisable options (in millions) $ 12.8 $ 25.1 $ 130.6 |
Assumptions Used in Black-Scholes Option Pricing Model | The estimated fair value of stock options at the time of the grant using the Black-Scholes option pricing model was as follows: Years Ended December 31, 2017 2016 2015 Stock options granted (shares) 456,424 1,100,492 1,056,490 Weighted average fair value at grant date $ 19.46 $ 20.16 $ 22.90 Assumptions: Expected term (in years) 4.82 4.77 4.79 Expected volatility 22.68 % 18.28 % 16.71 % Expected dividend yield — % — % — % Risk free interest rate 1.90 % 1.21 % 1.47 % |
Information Related to RSUs | The following table sets forth the information related to RSUs for the years ended December 31: 2017 2016 2015 Total aggregate intrinsic value of outstanding units (in millions) $ 18.2 $ 8.8 $ 8.4 Per share weighted average fair value of units granted $ 82.93 $ 106.01 $ 114.27 |
Summary of RSU Activity | A summary of the status of our non-vested RSUs and changes during the year ended December 31, 2017, are as follows: Number of Units Weighted Average Grant Date Fair Value Non-vested at beginning of year 114,838 $ 104.22 Granted 210,829 82.93 Vested and Released (37,225 ) 93.86 Forfeited (21,145 ) 93.19 Non-vested as of December 31, 2017 267,297 $ 89.74 |
PREFERRED STOCK (Tables)
PREFERRED STOCK (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Equity [Abstract] | |
Repurchases of Depository Shares of Mandatory Convertible Preferred Stock | The following table provides information about our repurchases of depository shares of mandatory convertible preferred stock during the year ended December 31, 2017: In millions, except share and per share data Number of Depository Shares Repurchased Amount Paid for Repurchases Average Price Paid per Share January 1 - January 31, 2017 100,000 $ 6.6 $ 65.51 February 1 - February 28 , 2017 40,694 2.7 65.57 March 1 - March 31 , 2017 5,006 0.3 70.00 April 1 - April 30 , 2017 75,500 5.5 73.00 May 1 - May 31 , 2017 65,000 4.7 72.44 June 1 - June 30 , 2017 35,000 2.3 67.00 July 1 - July 31 , 2017 - - - August 1 - August 31 , 2017 120,000 7.3 60.65 September 1 - September 30 , 2017 25,000 1.4 56.75 October 1 - October 31 , 2017 - - - November 1 - November 30 , 2017 65,000 3.4 51.88 December 1 - December 31, 2017 - - - Total 531,200 $ 34.2 $ 64.39 |
EARNINGS PER COMMON SHARE (Tabl
EARNINGS PER COMMON SHARE (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |
Earnings Per Common Share | The following table sets forth the computation of basic and diluted earnings per share: In millions, except per share data Years Ended December 31, 2017 2016 2015 Numerator: Net income attributable to Stericycle, Inc. $ 42.4 $ 206.3 $ 267.0 Mandatory convertible preferred stock dividend 36.3 39.4 10.1 Gain on repurchase of preferred stock (17.3 ) (11.3 ) - Numerator for basic earnings per share attributable to Stericycle, Inc. common shareholders $ 23.4 $ 178.2 $ 256.9 Denominator: Denominator for basic earnings per share - weighted average shares 85.3 84.9 84.9 Effect of dilutive securities: Stock-based compensation awards 0.3 0.7 1.3 Mandatory convertible preferred stock (1) - - - Denominator for diluted earnings per share - adjusted weighted average shares and after assumed exercises 85.6 85.6 86.2 Earnings per share – Basic $ 0.27 $ 2.10 $ 3.02 Earnings per share – Diluted $ 0.27 $ 2.08 $ 2.98 (1) 2017, 2016 and 2015, the weighted average common shares (in thousands) issuable upon the assumed conversion of the mandatory convertible preferred stock totaling 5,104, 5,528, and 1,648, respectively, were excluded from the computation of diluted earnings per share as such conversion would have been anti-dilutive. |
ACCUMULATED OTHER COMPREHENSI44
ACCUMULATED OTHER COMPREHENSIVE LOSS (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Accumulated Other Comprehensive Income Loss Net Of Tax [Abstract] | |
Components of Total Comprehensive Loss | The following table sets forth the changes in the components of accumulated other comprehensive loss for 2017, 2016 and 2015: In millions Currency Translation (Loss) Income Adjustments Unrealized Gains (Losses) on Cash Flow Hedges Accumulated Other Comprehensive (Loss) Income Beginning balance as of January 1, 2015 $ (135.2 ) $ (3.2 ) $ (138.4 ) Period change (140.8 ) (3.4 ) (144.2 ) Ending balance as of December 31, 2015 $ (276.0 ) $ (6.6 ) $ (282.6 ) Period change (86.3 ) 1.3 (85.0 ) Ending balance as of December 31, 2016 $ (362.3 ) $ (5.3 ) $ (367.6 ) Period change 79.3 1.3 80.6 Ending balance as of December 31, 2017 $ (283.0 ) $ (4.0 ) $ (287.0 ) |
SEGMENT REPORTING (Tables)
SEGMENT REPORTING (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
Financial Information Concerning Company's Reportable Segments | The following tables show financial information for the Company's reportable segments: In millions Years Ended December 31, 2017 2016 2015 Revenues Domestic and Canada RCS $ 2,551.9 $ 2,508.8 $ 1,999.2 International RCS 707.6 751.7 716.8 All other 321.2 301.8 269.9 Total $ 3,580.7 $ 3,562.3 $ 2,985.9 Gross Profit Domestic and Canada RCS $ 1,091.7 $ 1,121.3 $ 908.8 International RCS 218.9 228.5 230.3 All other 151.9 137.1 115.7 Total $ 1,462.5 $ 1,486.9 $ 1,254.8 Amortization Domestic and Canada RCS $ 87.6 $ 95.7 $ 22.7 International RCS 22.7 25.7 14.9 All other 8.1 7.9 7.9 Total $ 118.4 $ 129.3 $ 45.5 Adjusted EBITA Domestic and Canada RCS $ 729.2 $ 688.2 $ 631.4 International RCS 62.8 58.0 89.1 All other (111.1 ) (18.6 ) (13.0 ) Total $ 680.9 $ 727.6 $ 707.5 Total Assets Domestic and Canada RCS $ 4,995.0 $ 5,094.1 $ 4,913.5 International RCS 1,333.1 1,357.1 1,636.4 All other 660.2 528.9 515.3 Total $ 6,988.3 $ 6,980.1 $ 7,065.2 |
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 (Adjusted EBITA) to income from operations: In millions Years Ended December 31, 2017 2016 2015 Domestic and Canada RCS Adjusted EBITA $ 729.2 $ 688.2 $ 631.4 International RCS Adjusted EBITA 62.8 58.0 89.1 Subtotal reportable segments 792.0 746.2 720.5 All other Adjusted EBITA (111.1 ) (18.6 ) (13.0 ) Business Transformation (31.3 ) - - Intangible Amortization (118.4 ) (129.3 ) (45.5 ) Acquisition and Integration (40.7 ) (60.9 ) (79.9 ) Operational Optimization (71.1 ) (59.1 ) (34.8 ) Divestitures (9.5 ) (27.1 ) - Litigation, Settlements and Regulatory Compliance (327.7 ) (7.2 ) (59.7 ) Impairment (65.0 ) (1.4 ) - Other (24.8 ) (8.8 ) - Income from operations $ (7.6 ) $ 433.8 $ 487.6 |
GEOGRAPHIC AREA AND SERVICES 46
GEOGRAPHIC AREA AND SERVICES INFORMATION (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Segments Geographical Areas [Abstract] | |
Summary of Consolidated Revenues and Long-lived Assets by Geographic Region | The following table presents consolidated revenues and long-lived assets by geographic region: In millions Years Ended December 31, 2017 2016 2015 Revenues United States $ 2,716.9 $ 2,657.4 $ 2,165.0 International: Europe 436.2 486.0 441.2 Other international countries 427.6 418.9 379.7 Total international 863.8 904.9 820.9 Total $ 3,580.7 $ 3,562.3 $ 2,985.9 Long-Lived Assets United States $ 520.8 $ 499.1 $ 434.2 International: Europe 89.8 89.0 95.8 Other international countries 130.4 135.8 135.6 Total international 220.2 224.8 231.4 Total $ 741.0 $ 723.9 $ 665.6 |
Summary of Revenues Details by Service Line | The following table presents consolidated revenues by service: In millions Years Ended December 31, 2017 2016 2015 Regulated Waste and Compliance Services $ 2,023.6 $ 2,063.0 $ 2,064.9 Secure Information Destruction Services 823.4 747.5 178.1 Communication and Related Services 382.6 370.4 334.1 Manufacturing and Industrial Services 351.1 381.4 408.8 Revenues $ 3,580.7 $ 3,562.3 $ 2,985.9 |
QUARTERLY FINANCIAL INFORMATI47
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Summary of Unaudited Consolidated Quarterly Results of Operations | The following table summarizes our unaudited consolidated quarterly results of operations as reported for 2017 and 2016: In millions, except per share data First Quarter 2017 Second Quarter 2017 Third Quarter 2017 Fourth Quarter 2017 Year 2017 Revenues $ 892.4 $ 917.7 $ 882.8 $ 887.8 $ 3,580.7 Gross profit 368.7 381.8 368.0 344.0 1,462.5 Business Transformation - - (4.2 ) (27.1 ) (31.3 ) Intangible Amortization (29.1 ) (29.5 ) (29.9 ) (29.9 ) (118.4 ) Acquisitions and Integration (11.5 ) (11.2 ) (10.8 ) (7.2 ) (40.7 ) Operational Optimization (10.9 ) (25.5 ) (16.0 ) (18.7 ) (71.1 ) Divestitures - (3.6 ) (9.1 ) 3.2 (9.5 ) Litigation, Settlements and Regulatory Compliance (1.9 ) (301.7 ) (1.4 ) (22.7 ) (327.7 ) Impairment - - - (65.0 ) (65.0 ) Other (2.5 ) (3.9 ) (10.9 ) (7.5 ) (24.8 ) Net income attributable to Stericycle, Inc. 58.2 (144.0 ) 39.0 89.2 42.4 Capital Allocation (Preferred stock dividend) (9.4 ) (9.2 ) (8.9 ) (8.8 ) (36.3 ) Net income attributable to Stericycle, Inc. common shareholders 53.4 (148.8 ) 35.5 83.3 23.4 * Basic earnings per common share $ 0.63 $ (1.74 ) $ 0.42 $ 0.98 $ 0.27 * Diluted earnings per common share $ 0.62 $ (1.74 ) $ 0.41 $ 0.97 $ 0.27 In millions, except per share data First Quarter 2016 Second Quarter 2016 Third Quarter 2016 Fourth Quarter 2016 Year 2016 Revenues $ 874.2 $ 891.6 $ 890.1 $ 906.4 $ 3,562.3 Gross profit 366.6 377.6 376.0 366.7 1,486.9 Intangible Amortization (18.3 ) (50.9 ) (33.1 ) (27.0 ) (129.3 ) Acquisitions and Integration (11.3 ) (18.5 ) (16.2 ) (14.9 ) (60.9 ) Operational Optimization (8.5 ) (20.4 ) (16.4 ) (13.8 ) (59.1 ) Divestitures - - - (27.1 ) (27.1 ) Litigation, Settlements and Regulatory Compliance (1.3 ) (2.7 ) (1.4 ) (1.8 ) (7.2 ) Impairment - - - (1.4 ) (1.4 ) Other - - - (8.8 ) (8.8 ) Net income attributable to Stericycle, Inc. 76.8 46.0 64.8 18.7 206.3 Capital Allocation (Preferred stock dividend) (10.1 ) (10.0 ) (9.7 ) (9.6 ) (39.4 ) Net income attributable to Stericycle, Inc. common shareholders 66.7 37.3 61.5 12.7 178.2 * Basic earnings per common share $ 0.79 $ 0.44 $ 0.72 $ 0.15 $ 2.10 * Diluted earnings per common share $ 0.78 $ 0.43 $ 0.72 $ 0.15 $ 2.08 * EPS calculated on a quarterly basis, and, as such, the amounts may not total the calculated full-year EPS. |
BASIS OF PRESENTATION AND SUM48
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Additional Information (Detail) $ in Millions | Oct. 01, 2017USD ($) | Dec. 31, 2017USD ($) | Sep. 30, 2017USD ($) | Jun. 30, 2017USD ($) | Mar. 31, 2017USD ($) | Dec. 31, 2017USD ($)Customer | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) |
Significant Accounting Policies [Line Items] | ||||||||
Bad debt expense | $ 32.3 | $ 41.8 | $ 13.7 | |||||
Capital interest | 1.6 | |||||||
Non-cash goodwill impairment charge | $ 65 | $ 0 | $ 0 | $ 0 | 65 | |||
Proceeds from (repayment of) bank overdrafts, net | $ 2.4 | (13.6) | 4.3 | |||||
Restatement adjustment | ||||||||
Significant Accounting Policies [Line Items] | ||||||||
Depreciation included in cost of revenues | 7.7 | 4.2 | ||||||
Selling, General and Administrative Expenses | Restatement adjustment | ||||||||
Significant Accounting Policies [Line Items] | ||||||||
Rent, utility and depreciation expense | (15) | (11.4) | ||||||
Rent and utility expense | (7.3) | (7.2) | ||||||
Depreciation included in selling, general and administrative expenses | (7.7) | (4.2) | ||||||
Cost of Revenues | Restatement adjustment | ||||||||
Significant Accounting Policies [Line Items] | ||||||||
Rent, utility and depreciation expense | 15 | 11.4 | ||||||
Rent and utility expense | $ 7.3 | $ 7.2 | ||||||
Latin America | ||||||||
Significant Accounting Policies [Line Items] | ||||||||
Non-cash goodwill impairment charge | $ 65 | |||||||
Customer Concentration Risk | Accounts Receivable | ||||||||
Significant Accounting Policies [Line Items] | ||||||||
Customer concentration risk percentage, no more than | 1.00% | |||||||
Minimum | ||||||||
Significant Accounting Policies [Line Items] | ||||||||
Number of customers | Customer | 1,000,000 |
BASIS OF PRESENTATION AND SUM49
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Estimated Useful Lives of Assets (Detail) | 12 Months Ended |
Dec. 31, 2017 | |
Building and improvements | Minimum | |
Significant Accounting Policies [Line Items] | |
Property, plant and equipment, useful life | 2 years |
Building and improvements | Maximum | |
Significant Accounting Policies [Line Items] | |
Property, plant and equipment, useful life | 40 years |
Machinery and equipment | Minimum | |
Significant Accounting Policies [Line Items] | |
Property, plant and equipment, useful life | 2 years |
Machinery and equipment | Maximum | |
Significant Accounting Policies [Line Items] | |
Property, plant and equipment, useful life | 30 years |
Containers | Minimum | |
Significant Accounting Policies [Line Items] | |
Property, plant and equipment, useful life | 2 years |
Containers | Maximum | |
Significant Accounting Policies [Line Items] | |
Property, plant and equipment, useful life | 20 years |
Vehicles | Minimum | |
Significant Accounting Policies [Line Items] | |
Property, plant and equipment, useful life | 2 years |
Vehicles | Maximum | |
Significant Accounting Policies [Line Items] | |
Property, plant and equipment, useful life | 10 years |
Office equipment and furniture | Minimum | |
Significant Accounting Policies [Line Items] | |
Property, plant and equipment, useful life | 2 years |
Office equipment and furniture | Maximum | |
Significant Accounting Policies [Line Items] | |
Property, plant and equipment, useful life | 20 years |
Software and Enterprise Resource Planning system | Minimum | |
Significant Accounting Policies [Line Items] | |
Property, plant and equipment, useful life | 2 years |
Software and Enterprise Resource Planning system | Maximum | |
Significant Accounting Policies [Line Items] | |
Property, plant and equipment, useful life | 10 years |
ACQUISITIONS - Additional Infor
ACQUISITIONS - Additional Information (Detail) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017USD ($)Entity | Dec. 31, 2016USD ($)Entity | Dec. 31, 2015Entity | |
Business Acquisition [Line Items] | |||
Number of acquisitions | Entity | 30 | 31 | 43 |
Net increase (decrease) in goodwill | $ 46.5 | $ 52.8 | |
Effect of goodwill on income taxes | 44.5 | ||
Customer relationships | |||
Business Acquisition [Line Items] | |||
Acquired finite-lived intangible assets | $ 28.2 | ||
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 | 30 years |
ACQUISITIONS - Summary of Acqui
ACQUISITIONS - Summary of Acquisitions Location, Services and Type (Detail) - Entity | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Business Acquisition [Line Items] | |||
Number of acquisitions | 30 | 31 | 43 |
Number of acquisitions of selected assets and liabilities | 27 | 28 | 31 |
Number of acquisitions of stock | 3 | 3 | 12 |
Regulated Waste | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | 7 | 11 | 35 |
Secure Information Destruction | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | 22 | 19 | 5 |
Communication Services | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | 1 | 1 | 3 |
United States | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | 21 | 21 | 19 |
Number of acquisitions of selected assets and liabilities | 21 | 19 | 16 |
Number of acquisitions of stock | 2 | 3 | |
United States | Regulated Waste | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | 2 | 5 | 13 |
United States | Secure Information Destruction | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | 18 | 15 | 4 |
United States | Communication Services | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | 1 | 1 | 2 |
Canada | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | 1 | 2 | |
Number of acquisitions of stock | 1 | 2 | |
Canada | Secure Information Destruction | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | 1 | 1 | |
Canada | Communication Services | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | 1 | ||
France | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | 1 | ||
Number of acquisitions of selected assets and liabilities | 1 | ||
France | Secure Information Destruction | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | 1 | ||
Netherlands | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | 2 | 2 | |
Number of acquisitions of selected assets and liabilities | 2 | 1 | |
Number of acquisitions of stock | 1 | ||
Netherlands | Regulated Waste | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | 1 | 2 | |
Netherlands | Secure Information Destruction | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | 1 | ||
Portugal | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | 1 | ||
Number of acquisitions of stock | 1 | ||
Portugal | Regulated Waste | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | 1 | ||
Republic of Korea | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | 2 | 1 | 6 |
Number of acquisitions of selected assets and liabilities | 2 | 1 | 6 |
Republic of Korea | Regulated Waste | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | 2 | 1 | 6 |
Spain | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | 2 | 3 | 4 |
Number of acquisitions of selected assets and liabilities | 1 | 2 | 4 |
Number of acquisitions of stock | 1 | 1 | |
Spain | Regulated Waste | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | 1 | 2 | 4 |
Spain | Secure Information Destruction | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | 1 | 1 | |
Australia | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | 3 | ||
Number of acquisitions of selected assets and liabilities | 3 | ||
Australia | Secure Information Destruction | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | 3 | ||
Romania | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | 2 | 4 | |
Number of acquisitions of selected assets and liabilities | 2 | 3 | |
Number of acquisitions of stock | 1 | ||
Romania | Regulated Waste | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | 2 | 4 | |
United Kingdom | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | 1 | ||
Number of acquisitions of selected assets and liabilities | 1 | ||
United Kingdom | Regulated Waste | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | 1 | ||
Brazil | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | 2 | ||
Number of acquisitions of stock | 2 | ||
Brazil | Regulated Waste | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | 2 | ||
Ireland | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | 1 | ||
Number of acquisitions of stock | 1 | ||
Ireland | Regulated Waste | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | 1 | ||
Mexico | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | 3 | ||
Number of acquisitions of selected assets and liabilities | 1 | ||
Number of acquisitions of stock | 2 | ||
Mexico | Regulated Waste | |||
Business Acquisition [Line Items] | |||
Number of acquisitions | 3 |
ACQUISITIONS - Aggregate Purcha
ACQUISITIONS - Aggregate Purchase Price Paid for Acquisitions and Other Adjustments to Consideration (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Business Acquisition [Line Items] | |||
Cash | $ 52.5 | $ 63.9 | $ 2,419.4 |
Adjustments to Prior Year Acquisitions | |||
Business Acquisition [Line Items] | |||
Cash | (0.4) | ||
Promissory notes reduction resulting from adjustment | (0.4) | ||
Contingent consideration | (9.6) | ||
Total purchase price | (10.4) | ||
Series of individual business acquisitions for Year 2016, 2015 and 2014 | |||
Business Acquisition [Line Items] | |||
Cash | 52.9 | 55.4 | 2,420.7 |
Promissory notes | 25.3 | 40.9 | 64.1 |
Deferred consideration | 1.1 | 4.1 | 3.2 |
Contingent consideration | 0.1 | 1 | 10.1 |
Total purchase price | $ 79.4 | $ 101.4 | $ 2,498.1 |
ACQUISITIONS - Purchase Price A
ACQUISITIONS - Purchase Price Allocation (Detail) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Business Acquisition [Line Items] | |||
Goodwill | $ 3,604 | $ 3,591 | $ 3,758.2 |
Adjustments to Prior Year Acquisitions | |||
Business Acquisition [Line Items] | |||
Fixed assets | (6) | ||
Intangibles | 7.9 | ||
Goodwill | (7.4) | ||
Net other assets and liabilities | (1.5) | ||
Net deferred tax liabilities | (3.4) | ||
Total purchase price allocation | (10.4) | ||
Acquisitions Year 2017 | |||
Business Acquisition [Line Items] | |||
Fixed assets | 3.9 | ||
Intangibles | 28.2 | ||
Goodwill | 46.5 | ||
Net other assets and liabilities | 1.1 | ||
Net deferred tax liabilities | (0.3) | ||
Total purchase price allocation | $ 79.4 | ||
Acquisitions Year 2016 | |||
Business Acquisition [Line Items] | |||
Fixed assets | 13.1 | ||
Intangibles | 35.5 | ||
Goodwill | 52.8 | ||
Net other assets and liabilities | 2.2 | ||
Net deferred tax liabilities | (2.2) | ||
Total purchase price allocation | $ 101.4 | ||
Acquisitions Year 2015 | |||
Business Acquisition [Line Items] | |||
Fixed assets | 196.2 | ||
Intangibles | 1,016.8 | ||
Goodwill | 1,450.9 | ||
Net other assets and liabilities | 59.5 | ||
Net deferred tax liabilities | (225.3) | ||
Total purchase price allocation | $ 2,498.1 |
RESTRUCTURING, DIVESTITURES, 54
RESTRUCTURING, DIVESTITURES, AND ASSETS HELD FOR SALE - Additional Information (Detail) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017USD ($) | Sep. 30, 2017USD ($) | Jun. 30, 2017USD ($) | Mar. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Sep. 30, 2016USD ($) | Jun. 30, 2016USD ($) | Mar. 31, 2016USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($)Divestiture | |
Restructuring Cost And Reserve [Line Items] | |||||||||||
Restructuring expenses | $ 13.9 | ||||||||||
Non-cash impairment charges | 21 | $ 1.4 | $ 4.2 | ||||||||
Proceeds from sale of certain assets | 2.5 | 2.1 | |||||||||
Number of divestitures | Divestiture | 0 | ||||||||||
Non-cash impairment of long lived assets held for sale | $ 0 | 7.3 | $ 3.9 | ||||||||
South Africa | Disposal Group, Disposed of by Sale, Not Discontinued Operations | |||||||||||
Restructuring Cost And Reserve [Line Items] | |||||||||||
Proceeds from sale of certain assets | $ 7.3 | ||||||||||
United Kingdom | Disposal Group, Disposed of by Sale, Not Discontinued Operations | |||||||||||
Restructuring Cost And Reserve [Line Items] | |||||||||||
Proceeds from sale of certain assets | $ 1.2 | 0.8 | |||||||||
Business Transformation | |||||||||||
Restructuring Cost And Reserve [Line Items] | |||||||||||
Restructuring expenses | 27.1 | $ 4.2 | 0 | $ 0 | $ 0 | $ 0 | $ 0 | 31.3 | |||
Current restructuring liability | 2.2 | 2.2 | |||||||||
Selling, General and Administrative Expenses | |||||||||||
Restructuring Cost And Reserve [Line Items] | |||||||||||
Employee termination | 11.5 | ||||||||||
Non-cash impairment charges | 2.4 | ||||||||||
Selling, General and Administrative Expenses | Assets and Liabilities Held for Sale, Not Discontinued Operations | |||||||||||
Restructuring Cost And Reserve [Line Items] | |||||||||||
Non-cash impairment of long lived assets held for sale | $ 6.8 | $ 25.5 | |||||||||
Selling, General and Administrative Expenses | South Africa | Disposal Group, Disposed of by Sale, Not Discontinued Operations | |||||||||||
Restructuring Cost And Reserve [Line Items] | |||||||||||
Non-taxable gain from sale | $ 3 | ||||||||||
Selling, General and Administrative Expenses | United Kingdom | Disposal Group, Disposed of by Sale, Not Discontinued Operations | |||||||||||
Restructuring Cost And Reserve [Line Items] | |||||||||||
Pretax loss from sale | 5.7 | 1.6 | |||||||||
Loss from sale, net of tax | $ 4.6 | $ 1.3 |
RESTRUCTURING, DIVESTITURES, 55
RESTRUCTURING, DIVESTITURES, AND ASSETS HELD FOR SALE - Summary of Major Classes of Assets and Liabilities Classified as Held for Sale (Detail) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 |
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||
Total current assets | $ 20.8 | $ 9.1 |
Total current liabilities | 5.1 | 2.9 |
Assets and Liabilities Held for Sale, Not Discontinued Operations | ||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||
Total current assets | 7.7 | 3.1 |
Fixed assets | 8.5 | 4.9 |
Goodwill | 1.6 | 0.1 |
Intangibles | 2.6 | 0.7 |
Other assets | 0.4 | 0.3 |
Assets held for sale | 20.8 | 9.1 |
Total current liabilities | 4.7 | 2.6 |
Deferred income taxes | 0.4 | 0.3 |
Liabilities held for sale | $ 5.1 | $ 2.9 |
PROPERTY, PLANT AND EQUIPMENT56
PROPERTY, PLANT AND EQUIPMENT (Detail) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Property, Plant and Equipment [Line Items] | |||
Total property, plant and equipment | $ 1,344.2 | $ 1,219.1 | |
Less: accumulated depreciation | (603.2) | (495.2) | |
Property, plant and equipment, net | 741 | 723.9 | $ 665.6 |
Land and improvements | |||
Property, Plant and Equipment [Line Items] | |||
Total property, plant and equipment | 66.2 | 66.3 | |
Building and improvements | |||
Property, Plant and Equipment [Line Items] | |||
Total property, plant and equipment | 227.6 | 197.6 | |
Machinery and equipment | |||
Property, Plant and Equipment [Line Items] | |||
Total property, plant and equipment | 348.2 | 314.3 | |
Vehicles | |||
Property, Plant and Equipment [Line Items] | |||
Total property, plant and equipment | 173.3 | 173.2 | |
Containers | |||
Property, Plant and Equipment [Line Items] | |||
Total property, plant and equipment | 261.3 | 226.7 | |
Office equipment and furniture | |||
Property, Plant and Equipment [Line Items] | |||
Total property, plant and equipment | 146.3 | 146.8 | |
Software and Enterprise Resource Planning system | |||
Property, Plant and Equipment [Line Items] | |||
Total property, plant and equipment | 40.8 | 38.9 | |
Construction in progress | |||
Property, Plant and Equipment [Line Items] | |||
Total property, plant and equipment | $ 80.5 | $ 55.3 |
PROPERTY, PLANT AND EQUIPMENT -
PROPERTY, PLANT AND EQUIPMENT -Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2015 | |
Property Plant And Equipment [Abstract] | |||
Impairment of property, plant and equipment | $ 0 | $ 7.3 | $ 3.9 |
GOODWILL AND OTHER INTANGIBLE58
GOODWILL AND OTHER INTANGIBLE ASSETS - Changes in Carrying Amount of Goodwill (Detail) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | ||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | |
Goodwill [Roll Forward] | ||||||
Beginning Balance | $ 3,591 | $ 3,591 | $ 3,758.2 | |||
Goodwill acquired during year | 46.5 | 52.8 | ||||
Purchase accounting adjustments | (7.4) | (161.2) | ||||
Impairments during the year | $ (65) | $ 0 | $ 0 | 0 | (65) | |
Write-offs related to disposition and assets held for sale | (7.1) | (7.5) | ||||
Changes due to foreign currency fluctuations | 46 | (51.3) | ||||
Ending Balance | 3,604 | 3,604 | 3,591 | |||
Domestic and Canada RCS | ||||||
Goodwill [Roll Forward] | ||||||
Beginning Balance | 2,811.8 | 2,811.8 | 2,842.7 | |||
Goodwill acquired during year | 36.9 | 41.5 | ||||
Purchase accounting adjustments | (10.1) | (77.2) | ||||
Impairments during the year | 0 | |||||
Write-offs related to disposition and assets held for sale | 0 | 0 | ||||
Changes due to foreign currency fluctuations | 11.6 | 4.8 | ||||
Ending Balance | 2,850.2 | 2,850.2 | 2,811.8 | |||
International Regulated and Compliance Services | ||||||
Goodwill [Roll Forward] | ||||||
Beginning Balance | 498.4 | 498.4 | 632.5 | |||
Goodwill acquired during year | 4.9 | 8.4 | ||||
Purchase accounting adjustments | 1.2 | (78.9) | ||||
Impairments during the year | (65) | |||||
Write-offs related to disposition and assets held for sale | (7.1) | (7.5) | ||||
Changes due to foreign currency fluctuations | 34.4 | (56.1) | ||||
Ending Balance | 466.8 | 466.8 | 498.4 | |||
Other | ||||||
Goodwill [Roll Forward] | ||||||
Beginning Balance | $ 280.8 | 280.8 | 283 | |||
Goodwill acquired during year | 4.7 | 2.9 | ||||
Purchase accounting adjustments | 1.5 | (5.1) | ||||
Impairments during the year | 0 | |||||
Write-offs related to disposition and assets held for sale | 0 | 0 | ||||
Changes due to foreign currency fluctuations | 0 | 0 | ||||
Ending Balance | $ 287 | $ 287 | $ 280.8 |
GOODWILL AND OTHER INTANGIBLE59
GOODWILL AND OTHER INTANGIBLE ASSETS - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Intangible Assets By Major Class [Line Items] | |||||||||||
Non-cash goodwill impairment charge | $ 65 | $ 0 | $ 0 | $ 0 | $ 65 | ||||||
Assets impairment charges | 21 | $ 1.4 | $ 4.2 | ||||||||
Indefinite-lived assets impairment charges | $ 1.4 | $ 0 | $ 0 | $ 0 | 1.4 | ||||||
Amortization expense increase annually | 7 | ||||||||||
Aggregate intangible amortization expense | $ 29.9 | $ 29.9 | $ 29.5 | $ 29.1 | $ 27 | $ 33.1 | $ 50.9 | $ 18.3 | $ 118.4 | $ 129.3 | $ 45.5 |
Maximum | |||||||||||
Intangible Assets By Major Class [Line Items] | |||||||||||
Finite-lived intangible asset, useful life lower the high end range one | 40 years | ||||||||||
Finite-lived intangible asset, useful life lower the high end range two | 30 years | ||||||||||
Customer relationships | |||||||||||
Intangible Assets By Major Class [Line Items] | |||||||||||
Definite-lived assets impairment charges | $ 1.2 | ||||||||||
Finite-lived intangible assets, weighted average remaining useful life | 11 years 10 months 24 days | ||||||||||
Customer relationships | Maximum | |||||||||||
Intangible Assets By Major Class [Line Items] | |||||||||||
Finite-lived intangible assets, useful life | 30 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 | 2 years 7 months 6 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 | 15 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 | 4 years | ||||||||||
Other intangibles | |||||||||||
Intangible Assets By Major Class [Line Items] | |||||||||||
Finite-lived intangible assets, weighted average remaining useful life | 16 years 8 months 12 days | ||||||||||
Operating permits | |||||||||||
Intangible Assets By Major Class [Line Items] | |||||||||||
Indefinite-lived assets impairment charges | $ 14 | ||||||||||
Tradenames | |||||||||||
Intangible Assets By Major Class [Line Items] | |||||||||||
Indefinite-lived assets impairment charges | $ 5.8 |
GOODWILL AND OTHER INTANGIBLE60
GOODWILL AND OTHER INTANGIBLE ASSETS - Carrying Values of Other Intangible Assets (Detail) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Intangible Assets By Major Class [Line Items] | |||
Gross Carrying Amount | $ 2,184 | $ 2,133.6 | |
Accumulated Amortization | 392.5 | 271.6 | |
Net Value | 1,791.5 | 1,862 | $ 1,842.6 |
Operating permits | |||
Intangible Assets By Major Class [Line Items] | |||
Carrying Amount, Indefinite Lived Intangible Assets | 222.3 | 229.4 | |
Tradenames | |||
Intangible Assets By Major Class [Line Items] | |||
Carrying Amount, Indefinite Lived Intangible Assets | 317.4 | 316.5 | |
Customer relationships | |||
Intangible Assets By Major Class [Line Items] | |||
Gross Carrying Amount | 1,613.4 | 1,553.4 | |
Accumulated Amortization | 381.4 | 261.3 | |
Net Value | 1,232 | 1,292.1 | |
Covenants not-to-compete | |||
Intangible Assets By Major Class [Line Items] | |||
Gross Carrying Amount | 7.9 | 9.5 | |
Accumulated Amortization | 5.9 | 6.4 | |
Net Value | 2 | 3.1 | |
Tradenames | |||
Intangible Assets By Major Class [Line Items] | |||
Gross Carrying Amount | 6 | 5.7 | |
Accumulated Amortization | 1.8 | 1.4 | |
Net Value | 4.2 | 4.3 | |
Other | |||
Intangible Assets By Major Class [Line Items] | |||
Gross Carrying Amount | 17 | 19.1 | |
Accumulated Amortization | 3.4 | 2.5 | |
Net Value | $ 13.6 | $ 16.6 |
GOODWILL AND OTHER INTANGIBLE61
GOODWILL AND OTHER INTANGIBLE ASSETS - Changes in Carrying Amount of Intangible Assets (Detail) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Finite-lived and Indefinite-lived Intangible Assets [Roll Forward] | |||||||||||
Beginning of period | $ 1,862 | $ 1,842.6 | $ 1,862 | $ 1,842.6 | |||||||
Intangible assets acquired during the year | 28.2 | 35.5 | |||||||||
Valuation adjustments for prior year acquisitions | 7.9 | 169 | |||||||||
Reclassification to assets held for sale | (2.6) | ||||||||||
Write-offs due to disposition and amounts reclassified to assets held for sale | (16) | ||||||||||
Impairments during the year | (21) | (1.4) | $ (4.2) | ||||||||
Amortization during the year | $ (29.9) | $ (29.9) | $ (29.5) | $ (29.1) | $ (27) | $ (33.1) | $ (50.9) | $ (18.3) | (118.4) | (129.3) | (45.5) |
Changes due to foreign currency fluctuations | 35.4 | (38.4) | |||||||||
End of period | $ 1,791.5 | $ 1,862 | $ 1,791.5 | $ 1,862 | $ 1,842.6 |
GOODWILL AND OTHER INTANGIBLE62
GOODWILL AND OTHER INTANGIBLE ASSETS - Estimated Amortization Expense (Detail) $ in Millions | Dec. 31, 2017USD ($) |
Goodwill And Intangible Assets Disclosure [Abstract] | |
2,018 | $ 126.8 |
2,019 | 126.6 |
2,020 | 125.8 |
2,021 | 125.4 |
2,022 | $ 125.3 |
ACCRUED LIABILITIES - Schedule
ACCRUED LIABILITIES - Schedule of Accrued Liabilities (Detail) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 |
Payables And Accruals [Abstract] | ||
Accrued compensation | $ 52 | $ 64.6 |
Accrued self-insurance | 77.9 | 53.6 |
Accrued taxes | 41.2 | 18.3 |
Accrued interest | 13.6 | 14.1 |
Accrued small quantity customer class action legal settlement (see Note 18 – Legal Proceedings) | 295 | 0 |
Accrued professional services liabilities | 34.3 | 10.1 |
Accrued disposal and landfill liabilities | 13.2 | 13 |
Accrued liabilities - other | 60.9 | 54.8 |
Total accrued liabilities | $ 588.1 | $ 228.5 |
DEBT - Schedule of Long-Term De
DEBT - Schedule of Long-Term Debt (Detail) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||
Total debt | $ 2,747.2 | $ 2,959.3 |
Less: current portion of total debt | 119.5 | 72.8 |
Less: unamortized debt issuance costs | 12.4 | 9.2 |
Long-term portion of total debt | 2,615.3 | 2,877.3 |
Obligations under capital leases | ||
Debt Instrument [Line Items] | ||
Total debt | 9.4 | 11.1 |
$1.2 billion senior credit facility weighted average rate 2.55%, due in 2022 | ||
Debt Instrument [Line Items] | ||
Total debt | 471.7 | 407.1 |
$1.0 billion term loan weighted average rate 2.83%, due in 2022 | ||
Debt Instrument [Line Items] | ||
Total debt | 950 | 1,000 |
$175 million private placement notes 3.89%, due in 2017 | ||
Debt Instrument [Line Items] | ||
Total debt | 0 | 175 |
$125 million private placement notes 2.68%, due in 2019 | ||
Debt Instrument [Line Items] | ||
Total debt | 125 | 125 |
$225 million private placement notes 4.47%, due in 2020 | ||
Debt Instrument [Line Items] | ||
Total debt | 225 | 225 |
$150 million private placement notes 2.89%, due in 2021 | ||
Debt Instrument [Line Items] | ||
Total debt | 150 | 150 |
$125 million private placement notes 3.26%, due in 2022 | ||
Debt Instrument [Line Items] | ||
Total debt | 125 | 125 |
$200 million private placement notes 2.72%, due in 2022 | ||
Debt Instrument [Line Items] | ||
Total debt | 200 | 200 |
$100 million private placement notes 2.79%, due in 2023 | ||
Debt Instrument [Line Items] | ||
Total debt | 100 | 100 |
$150 million private placement notes 3.18%, due in 2023 | ||
Debt Instrument [Line Items] | ||
Total debt | 150 | 150 |
Promissory notes and deferred consideration weighted average rate of 1.49% and weighted average maturity of 2.9 years | ||
Debt Instrument [Line Items] | ||
Total debt | 155.9 | 191.7 |
Foreign bank debt weighted average rate 6.11% and weighted average maturity of 1.7 years | ||
Debt Instrument [Line Items] | ||
Total debt | $ 85.2 | $ 99.4 |
DEBT - Schedule of Long-Term 65
DEBT - Schedule of Long-Term Debt (Parenthetical) (Detail) | 12 Months Ended |
Dec. 31, 2017USD ($) | |
$1.2 billion senior credit facility weighted average rate 2.55%, due in 2022 | |
Debt Instrument [Line Items] | |
Maximum borrowing capacity of line of credit facility | $ 1,200,000,000 |
Long-term debt, weighted average interest rate | 2.55% |
$1.0 billion term loan weighted average rate 2.83%, due in 2022 | |
Debt Instrument [Line Items] | |
Maximum borrowing capacity of line of credit facility | $ 1,000,000,000 |
Stated interest rate | 2.83% |
$175 million private placement notes 3.89%, due in 2017 | |
Debt Instrument [Line Items] | |
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] | |
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] | |
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] | |
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] | |
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] | |
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] | |
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] | |
Stated interest rate | 3.18% |
Long-term debt, face amount | $ 150,000,000 |
Promissory notes and deferred consideration weighted average rate of 1.49% and weighted average maturity of 2.9 years | |
Debt Instrument [Line Items] | |
Long-term debt, weighted average interest rate | 1.49% |
Long-term debt, maturity | 2 years 10 months 25 days |
Foreign bank debt weighted average rate 6.11% and weighted average maturity of 1.7 years | |
Debt Instrument [Line Items] | |
Long-term debt, weighted average interest rate | 6.11% |
Long-term debt, maturity | 1 year 8 months 12 days |
DEBT - Additional Information (
DEBT - Additional Information (Detail) - USD ($) | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Nov. 27, 2017 | |
Debt Instrument [Line Items] | ||||
Minimum consolidated leverage ratio to trigger increase in interest rate | 375.00% | |||
Maximum consolidated leverage ratio possible on Settlement | 400.00% | |||
Consolidated leverage ratio, current | 350.00% | |||
Interest paid during the year | $ 85,800,000 | $ 88,800,000 | $ 68,000,000 | |
Term Loan Facility | ||||
Debt Instrument [Line Items] | ||||
Maximum borrowing capacity of line of credit facility | $ 950,000,000 | |||
Revolving credit facility | ||||
Debt Instrument [Line Items] | ||||
Maximum borrowing capacity of line of credit facility | $ 1,200,000,000 | |||
$1.20 billion senior credit facility weighted average rate 2.14%, due in 2019 | ||||
Debt Instrument [Line Items] | ||||
Revolving credit facility, amount committed to outstanding letters of credit | 130,800,000 | 138,000,000 | ||
Revolving credit facility, unused portion | $ 597,500,000 | $ 654,900,000 |
DEBT - Payments Due on Long-Ter
DEBT - Payments Due on Long-Term Debt, Excluding Capital Lease Obligations (Detail) $ in Millions | Dec. 31, 2017USD ($) |
Debt Disclosure [Abstract] | |
2,018 | $ 117 |
2,019 | 269.9 |
2,020 | 318.7 |
2,021 | 211.8 |
2,022 | 1,563 |
Thereafter | 257.4 |
Long-term debt | $ 2,737.8 |
DEBT - Property under Capital L
DEBT - Property under Capital Leases Included within Property, Plant and Equipment (Detail) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 |
Capital Leased Assets [Line Items] | ||
Less: accumulated depreciation | $ (6) | $ (5.5) |
Capital Leases, Balance Sheet,Property under capital leases, net Assets by Major Class, Net | 11.2 | 11.9 |
Land | ||
Capital Leased Assets [Line Items] | ||
Property under capital leases, gross | 0.2 | 0.1 |
Building | ||
Capital Leased Assets [Line Items] | ||
Property under capital leases, gross | 0.9 | 0.8 |
Machinery and equipment | ||
Capital Leased Assets [Line Items] | ||
Property under capital leases, gross | 6.7 | 6.6 |
Vehicles | ||
Capital Leased Assets [Line Items] | ||
Property under capital leases, gross | $ 9.4 | $ 9.9 |
DEBT - Minimum Future Lease Pay
DEBT - Minimum Future Lease Payments under Capital Leases (Detail) $ in Millions | Dec. 31, 2017USD ($) |
Debt Disclosure [Abstract] | |
2,018 | $ 3 |
2,019 | 3.4 |
2,020 | 1.9 |
2,021 | 1.9 |
2,022 | 0.1 |
Thereafter | 0.3 |
Total minimum lease payments | 10.6 |
Less: amounts representing interest | (1.2) |
Present value of net minimum lease payments | 9.4 |
Less: current portion included in current portion of long-term debt | (2.5) |
Long-term obligations under capital leases | $ 6.9 |
INCOME TAXES - United States an
INCOME TAXES - United States and International Components of Income before Income Taxes (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||
United States | $ (9.6) | $ 381.1 | $ 378.8 |
Foreign | (98.3) | (53) | 32.1 |
Income Before Income Taxes | $ (107.9) | $ 328.1 | $ 410.9 |
INCOME TAXES - Significant Comp
INCOME TAXES - Significant Components of Income Tax Expense (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Current | |||
United States - federal | $ 107 | $ 102 | $ 105.9 |
United States - state and local | 10 | 11.6 | 15.6 |
Foreign | 7.1 | 10.6 | 16.5 |
Current income tax expense | 124.1 | 124.2 | 138 |
Deferred | |||
United States - federal | (256.1) | 19.1 | 23.8 |
United States - state and local | (9.8) | (2.5) | 2.5 |
Foreign | (9.1) | (20.6) | (21.4) |
Deferred income tax expense | (275) | (4) | 4.9 |
Total (benefit) provision | $ (150.9) | $ 120.2 | $ 142.9 |
INCOME TAXES - Reconciliation o
INCOME TAXES - Reconciliation of Income Tax Provision Computed at Federal Statutory Rate to Effective Tax Rate (Detail) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||
Federal statutory income tax rate | 35.00% | 35.00% | 35.00% |
State and local taxes, net of federal tax effect | 3.90% | 1.50% | 3.10% |
Foreign tax rates | (2.70%) | 2.10% | (0.40%) |
Permanent - other items | (2.10%) | 0.80% | 0.40% |
Permanent - goodwill impairment | (12.00%) | ||
U.S. Tax Reform Act | 120.30% | ||
Valuation allowance | (4.60%) | 2.10% | |
Stock-based compensation | (0.60%) | (1.80%) | |
Other | 2.70% | (3.10%) | (3.30%) |
Effective tax rate | 139.90% | 36.60% | 34.80% |
INCOME TAXES - Additional Infor
INCOME TAXES - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Taxes [Line Items] | |||||
Cash payments for income taxes | $ 128.9 | $ 111.5 | $ 125.1 | ||
Federal corporate tax rate | 35.00% | 35.00% | 35.00% | ||
Recognized income tax (benefit) associated with resonably estimate items | $ (129.8) | $ 129.8 | |||
Undistributed earnings of foreign subsidiaries | 149.2 | ||||
Foreign withholding taxes on such earnings | 13.6 | ||||
Net operating loss carry-forwards | 118.2 | 118.2 | |||
Tax benefit of net operating losses | 38.3 | 38.3 | $ 38.3 | ||
Valuation allowance for net operating losses | 8.6 | 8.6 | |||
Valuation allowance against tax deductible goodwill | 7.5 | 7.5 | |||
Unrecognized tax benefit | 27.4 | 27.4 | 26.7 | $ 24.9 | |
Uncentain tax positions that, if recognized, would affect the effective tax rate | $ 22.2 | 22.2 | |||
Interest and penalties recognized related to income tax reserves | $ 0.3 | $ 1.3 | $ 0.7 | ||
Scenario forecast | |||||
Income Taxes [Line Items] | |||||
Federal corporate tax rate | 21.00% |
INCOME TAXES - Deferred Tax Lia
INCOME TAXES - Deferred Tax Liabilities and Assets (Detail) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 |
Deferred tax liabilities: | ||
Property, plant and equipment | $ (56.4) | $ (78.5) |
Goodwill and intangibles | (490) | (690.4) |
Other | (17.2) | (7.9) |
Total deferred tax liabilities | (563.6) | (776.8) |
Deferred tax assets: | ||
Accrued liabilities | 141.2 | 93.7 |
Net operating tax loss carry-forwards | 38.3 | 38.3 |
Other | 38.6 | 17.9 |
Less: valuation allowance | (16.1) | (15.4) |
Total deferred tax assets | 202 | 134.5 |
Net deferred tax liabilities | $ (361.6) | $ (642.3) |
INCOME TAXES - Summary of Net T
INCOME TAXES - Summary of Net Tax (Benefit) of Recognized Related to Tax Act (Detail) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended |
Dec. 31, 2017 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | ||
Remeasurment of net deferred tax liabilities due to enacted rate reduction | $ 167.7 | |
Section 965 transition tax on foreign earnings | (24.3) | |
Foreign withholding taxes on such earnings | (13.6) | |
Net tax benefit from the Tax Act | $ (129.8) | $ 129.8 |
INCOME TAXES - Summary of Aggre
INCOME TAXES - Summary of Aggregate Changes in Unrecognized Tax benefits (Detail) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Change in Unrecognized Tax Positions [Roll Forward] | ||
Unrecognized tax positions, beginning of year | $ 26.7 | $ 24.9 |
Gross increases - tax positions in prior periods | 0.7 | 0.8 |
Gross increases - current period tax positions | 5.1 | 2.9 |
Settlement | (0.5) | (0.2) |
Lapse of statute of limitations | (4.6) | (1.7) |
Unrecognized tax positions, end of year | $ 27.4 | $ 26.7 |
FAIR VALUE MEASUREMENTS - Summa
FAIR VALUE MEASUREMENTS - Summary of Financial Assets and Liabilities Carried at Fair Value on Recurring Basis (Detail) - USD ($) $ in Millions | Dec. 31, 2017 | Dec. 31, 2016 |
Assets: | ||
Derivative financial instruments | $ 0.4 | $ 0.8 |
Total assets | 0.4 | 0.8 |
Liabilities: | ||
Contingent consideration | 12.4 | 24.1 |
Total liabilities | 12.4 | 24.1 |
Level 1 Inputs [Member] | ||
Assets: | ||
Derivative financial instruments | 0 | 0 |
Total assets | 0 | 0 |
Liabilities: | ||
Contingent consideration | 0 | 0 |
Total liabilities | 0 | 0 |
Level 2 Inputs [Member] | ||
Assets: | ||
Derivative financial instruments | 0.4 | 0.8 |
Total assets | 0.4 | 0.8 |
Liabilities: | ||
Contingent consideration | 0 | 0 |
Total liabilities | 0 | 0 |
Level 3 Inputs [Member] | ||
Assets: | ||
Derivative financial instruments | 0 | 0 |
Total assets | 0 | 0 |
Liabilities: | ||
Contingent consideration | 12.4 | 24.1 |
Total liabilities | $ 12.4 | $ 24.1 |
FAIR VALUE MEASUREMENTS - Addit
FAIR VALUE MEASUREMENTS - Additional Information (Detail) - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Derivative asset | $ 400,000 | $ 800,000 |
Contingent consideration liabilities | 12,400,000 | 24,100,000 |
Debt obligations, carrying amount | 2,747,200,000 | 2,959,300,000 |
Maximum | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Maximum contingent liability if financial performance measures were fully met | 15,700,000 | |
Level 3 Inputs [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Derivative asset | 0 | 0 |
Contingent consideration liabilities | 12,400,000 | 24,100,000 |
Level 3 Inputs [Member] | Current Liabilities [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Contingent consideration liabilities | 4,600,000 | 8,100,000 |
Level 2 Inputs [Member] | ||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | ||
Derivative asset | 400,000 | 800,000 |
Contingent consideration liabilities | 0 | 0 |
Debt obligations, fair value | $ 2,740,000,000 | $ 2,970,000,000 |
FAIR VALUE MEASUREMENTS - Chang
FAIR VALUE MEASUREMENTS - Changes to Contingent Consideration (Detail) - Contingent Consideration Liability - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Business Combination, Contingent Consideration, Liability [Roll Forward] | ||
Contingent consideration, Beginning Balance | $ 24.1 | $ 25.4 |
Increase due to current year acquisitions | 0.1 | 1 |
Purchase accounting adjustments | (9.6) | |
Decrease due to payments | (1.5) | (3) |
Changes due to foreign currency fluctuations | 2.8 | |
Change in fair value reflected in Selling, general, and administrative expenses | (0.4) | (2.1) |
Other | (0.3) | |
Contingent consideration, Ending Balance | $ 12.4 | $ 24.1 |
COMMITMENTS AND CONTINGENCIES -
COMMITMENTS AND CONTINGENCIES - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Loss Contingencies [Line Items] | |||
Environmental remediation liabilities | $ 30.8 | $ 30.9 | |
Environmental remediation liabilities, projection term | 30 years | ||
Operating lease obligations, Latest year of maturity | 2,043 | ||
Rent expense | $ 186.2 | 181.6 | $ 139 |
Other Liabilities [Member] | |||
Loss Contingencies [Line Items] | |||
Total asset retirement obligation liabilities | 18.2 | 10.1 | |
Hazardous waste facility in Mexico | |||
Loss Contingencies [Line Items] | |||
Environmental remediation liabilities | 2 | ||
Accrued Liabilities [Member] | |||
Loss Contingencies [Line Items] | |||
Environmental remediation liabilities | $ 5.7 | $ 2.4 |
COMMITMENTS AND CONTINGENCIES81
COMMITMENTS AND CONTINGENCIES - Minimum Future Rental Payments under Non-Cancelable Operating Leases (Detail) $ in Millions | Dec. 31, 2017USD ($) |
Leases [Abstract] | |
2,018 | $ 145.9 |
2,019 | 118.2 |
2,020 | 95 |
2,021 | 70.7 |
2,022 | 44.4 |
Thereafter | 86.9 |
Minimum future rental payments under operating leases | $ 561.1 |
COMMITMENTS AND CONTINGENCIES82
COMMITMENTS AND CONTINGENCIES - Schedule of Future Payments under Contractual Obligations Not Recognized in Consolidated Balance Sheets (Detail) - Technology Products And Services $ in Millions | Dec. 31, 2017USD ($) |
Unrecorded Unconditional Purchase Obligation [Line Items] | |
2,018 | $ 37.1 |
2,019 | 16.8 |
2,020 | 15.3 |
2,021 | 1.3 |
2,022 | 0.6 |
Thereafter | 0 |
Future payments under contractual obligations | $ 71.1 |
RETIREMENT AND OTHER EMPLOYEE83
RETIREMENT AND OTHER EMPLOYEE BENEFIT PROGRAMS - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Multiemployer plan, description | We participate in two trustee-managed multiemployer defined benefit pension plans (“Multiemployer Pension Plans”) for employees who are covered by collective bargaining agreements. The risks of participating in these Multiemployer Pension Plans are different from single-employer plans in that (i) assets contributed to the Multiemployer Pension Plan by one employer may be used to provide benefits to employees or former employees of other participating employers; (ii) if a participating employer stops contributing to the plan, the unfunded obligations of the plan may be required to be assumed by the remaining participating employers and (iii) if we choose to stop participating in any of our Multiemployer Pension Plans or if any event should significantly reduce or eliminate our need to participate (such as employee layoffs or closure of a location), we may be required to pay those plans a withdrawal amount based on the underfunded status of the plan. Based upon the most recent information available, one of the plans we participate in is in “critical” status due to an accumulated funding deficiency and has adopted a rehabilitation plan to address the funding deficiency position. | ||
Domestic Plan [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Percentage of contribution to 401(k) defined contribution retirement savings plan by employer | 50.00% | ||
Employer 401(k) maximum annual matching contribution to each employee | $ 3,000 | ||
Employer contributions to 401(k) plan | 8,900,000 | $ 5,900,000 | $ 4,800,000 |
Domestic Plan [Member] | Shred-it | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Employer contributions to 401(k) plan | 3,400,000 | 900,000 | |
Foreign Defined Contribution Plan [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Employer contributions to 401(k) plan | $ 3,400,000 | $ 2,600,000 | $ 2,100,000 |
RETIREMENT AND OTHER EMPLOYEE84
RETIREMENT AND OTHER EMPLOYEE BENEFIT PROGRAMS - Schedule of Multiemployer Defined Benefit Pension Plans (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | ||
Pension Plan Private Sanitation Union, Local 813 IBT [Member] | |||
Multiemployer Plans [Line Items] | |||
Plan Employer ID Number | 131,975,659 | ||
Plan # | 1 | ||
Pension Protection Act Zone Status | [1],[2] | Red | Red |
FIP/RP Status | [3] | Implemented | |
Company Contributions | [4] | $ 0.6 | $ 0.5 |
Expiration Date of Collective Bargaining Agreement | Nov. 30, 2019 | ||
Nurses and Local 813 IBT Retirement Plan [Member] | |||
Multiemployer Plans [Line Items] | |||
Plan Employer ID Number | 133,628,926 | ||
Plan # | 1 | ||
Pension Protection Act Zone Status | [1],[2] | Green | Red |
FIP/RP Status | [3] | NA | |
Expiration Date of Collective Bargaining Agreement | various dates | ||
[1] | A multiemployer defined benefit pension plan that has been certified as endangered, seriously endangered or critical may begin to levy a statutory surcharge on contribution rates. Once authorized, the surcharge is at the rate of 5% for the first 12 months and 10% for any periods thereafter, until certain conditions are met. Contributing employers, however, may eliminate the surcharge by entering into a collective bargaining agreement that meets the requirements of the applicable FIP or RP. | ||
[2] | Zone status is defined by the Department of Labor and Pension Protection Act of 2006 and represents the level at which the plan is funded. Plans in the red zone are less than 65% funded plans in the green zone are at least 80% funded. Status is based on information received from pension plans and is certified by the pension plans actuary. | ||
[3] | The "FIP/RP Status" column indicates plans for which a Funding Improvement Plan ("FIP”) or a Rehabilitation Plan ("RP") has been implemented or is pending. The most recent Pension Protection Act zone status available in 2017 and 2016 is for the plans’ year-end December 31, 2016 and 2015, respectively. | ||
[4] | The Company was listed in the Form 5500 for the Pension Plan Private Sanitation Union Local 813 IBT as individually significant for contributing more than 5% of total contributions to the plan during the plan years ended December 31, 2016 and 2015. At the date these financial statements were issued, Forms 5500 were not available for the plans for the year 2017. |
RETIREMENT AND OTHER EMPLOYEE85
RETIREMENT AND OTHER EMPLOYEE BENEFIT PROGRAMS - Schedule of Multiemployer Defined Benefit Pension Plans (Parenthetical) (Detail) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Multiemployer Plans [Line Items] | |||
Multiemployer plan, Surcharge rate description | the surcharge is at the rate of 5% for the first 12 months and 10% for any periods thereafter, until certain conditions are met. | ||
Statutory surcharge rate for the first twelve months | 5.00% | ||
Statutory surcharge rate after twelve months | 10.00% | ||
Multiemployer plans minimum contribution percentage | 5.00% | 5.00% | |
Red | |||
Multiemployer Plans [Line Items] | |||
Multiemployer plans, funded status | Less than 65 percent | ||
Green | |||
Multiemployer Plans [Line Items] | |||
Multiemployer plans, funded status | At least 80 percent |
STOCK BASED COMPENSATION - Addi
STOCK BASED COMPENSATION - Additional Information (Detail) - USD ($) | May 31, 2017 | Feb. 28, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of shares reserved for future issuance | 9,295,973 | ||||
Employee Stock Purchase Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of shares authorized | 1,299,999 | ||||
Percentage of discount to market price | 85.00% | ||||
Term of offering period | 6 months | ||||
Maximum payroll deductions during the offering period, per employee | $ 5,000 | ||||
Shares available for issuance (in shares) | 390,835 | ||||
Stock issued during period (in shares) | 111,528 | 89,100 | 68,039 | ||
Amended and Restated ESPP Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of additional shares authorized | 300,000 | ||||
Canadian Employee Stock Purchase Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of shares authorized | 100,000 | ||||
Percentage of discount to market price | 95.00% | ||||
Term of offering period | 6 months | ||||
Maximum payroll deductions during the offering period, per employee | $ 5,000 | ||||
Shares available for issuance (in shares) | 97,478 | ||||
Stock issued during period (in shares) | 1,766 | 756 | |||
Stock Options | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Unrecognized compensation expenses related to stock options | $ 28,100,000 | ||||
Weighted average period of recognition for unrecognized compensation expenses | 2 years 7 months 20 days | ||||
Stock Options | Director | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Award vesting period | 1 year | ||||
Stock Options | Officers And Employees | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Award vesting period | 5 years | ||||
Stock Options | Minimum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Maximum term of an option granted under any plan | 8 years | ||||
Stock Options | Maximum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Maximum term of an option granted under any plan | 10 years | ||||
Restricted Stock Units (RSUs) | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Weighted average period of recognition for unrecognized compensation expenses | 3 years 6 months 18 days | ||||
Award granted | 210,829 | ||||
Unrecognized compensation expenses related to RSUs | $ 17,700,000 | ||||
Fair value of units vested (in shares) | $ 2,900,000 | ||||
Units vested (in shares) | 37,225 | 0 | 0 | ||
Per share weighted average fair value of units granted | $ 82.93 | $ 106.01 | $ 114.27 | ||
Restricted Stock Units (RSUs) | 2008, 2011, and 2014 Plans | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Ratio of share reserve related to RSUs granted | 200.00% | ||||
Restricted Stock Units (RSUs) | 2017 Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Ratio of share reserve related to RSUs granted | 100.00% | ||||
Restricted Stock Units (RSUs) | 2005 Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Award granted | 0 | ||||
Restricted Stock Units (RSUs) | Minimum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Award vesting period | 3 years | ||||
Restricted Stock Units (RSUs) | Maximum | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Award vesting period | 5 years | ||||
Performance-Based Restricted Stock Units | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Fair value of units vested (in shares) | $ 900,000 | ||||
Per share weighted average fair value of units granted | $ 82.85 | ||||
Maximum number of common shares issuable upon vesting | 11,149 | ||||
Percentage of performance goals | 25.00% | ||||
Performance-Based Restricted Stock Units | Subsequent Event | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Units vested (in shares) | 2,787 |
STOCK BASED COMPENSATION - Stoc
STOCK BASED COMPENSATION - Stock-Based Compensation Expense Resulting from Stock Option Awards, RSUs, PSUs and ESPP (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | $ 21.3 | $ 20.5 | $ 21.7 |
Stock Options | Selling, General and Administrative Expenses | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | 14.7 | 17.4 | 18.6 |
Restricted Stock Units (RSUs) | Selling, General and Administrative Expenses | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | 5.2 | 0.9 | 1.5 |
Performance-Based Restricted Stock Units | Selling, General and Administrative Expenses | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | 0.2 | 0 | 0 |
ESPP | Selling, General and Administrative Expenses | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation expense | $ 1.2 | $ 2.2 | $ 1.6 |
STOCK BASED COMPENSATION - St88
STOCK BASED COMPENSATION - Stock Option Activity (Detail) - $ / shares | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Number of Options | |||
Outstanding at beginning of year | 5,468,732 | ||
Granted | 456,424 | 1,100,492 | 1,056,490 |
Exercised | (217,922) | ||
Forfeited | (188,879) | ||
Canceled or expired | (124,938) | ||
Outstanding as of December 31, 2017 | 5,393,417 | 5,468,732 | |
Exercisable as of December 31, 2017 | 3,472,994 | ||
Weighted Average Exercise Price per Share | |||
Outstanding at beginning of year | $ 96.90 | ||
Granted | 82.89 | ||
Exercised | 51.54 | ||
Forfeited | 111.78 | ||
Canceled or expired | 101.94 | ||
Outstanding as of December 31, 2017 | 96.91 | $ 96.90 | |
Exercisable as of December 31, 2017 | $ 90.55 |
STOCK BASED COMPENSATION - Intr
STOCK BASED COMPENSATION - Intrinsic Value of Options Exercised (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |||
Total exercise intrinsic value of options exercised | $ 4.8 | $ 26 | $ 62.6 |
STOCK BASED COMPENSATION - Outs
STOCK BASED COMPENSATION - Outstanding and Exercisable Options (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |||
Weighted average remaining contractual life of outstanding options | 4 years 6 months 21 days | 5 years 2 months 30 days | 5 years 8 months 12 days |
Total aggregate intrinsic value of outstanding options | $ 12.8 | $ 25.1 | $ 162.4 |
Weighted average remaining contractual life of exercisable options | 3 years 10 months 14 days | 4 years 4 months 24 days | 4 years 8 months 12 days |
Total aggregate intrinsic value of exercisable options | $ 12.8 | $ 25.1 | $ 130.6 |
STOCK BASED COMPENSATION - Assu
STOCK BASED COMPENSATION - Assumptions Used in Black-Scholes Option Pricing Model (Detail) - $ / shares | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |||
Stock options granted (shares) | 456,424 | 1,100,492 | 1,056,490 |
Weighted average fair value at grant date | $ 19.46 | $ 20.16 | $ 22.90 |
Expected term (in years) | 4 years 9 months 25 days | 4 years 9 months 7 days | 4 years 9 months 14 days |
Expected volatility | 22.68% | 18.28% | 16.71% |
Expected dividend yield | 0.00% | 0.00% | |
Risk free interest rate | 1.90% | 1.21% | 1.47% |
STOCK BASED COMPENSATION - Info
STOCK BASED COMPENSATION - Information Related to RSUs (Detail) - Restricted Stock Units (RSUs) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total aggregate intrinsic value of outstanding units | $ 18.2 | $ 8.8 | $ 8.4 |
Per share weighted average fair value of units granted | $ 82.93 | $ 106.01 | $ 114.27 |
STOCK BASED COMPENSATION - Summ
STOCK BASED COMPENSATION - Summary of RSU Activity (Detail) - Restricted Stock Units (RSUs) - $ / shares | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Number of Units | |||
Non-vested at beginning of year | 114,838 | ||
Granted | 210,829 | ||
Vested and Released | (37,225) | 0 | 0 |
Forfeited | (21,145) | ||
Non-vested as of December 31, 2017 | 267,297 | 114,838 | |
Weighted Average Grant Date Fair Value Per Share | |||
Non-vested at beginning of year | $ 104.22 | ||
Granted | 82.93 | $ 106.01 | $ 114.27 |
Vested and Released | 93.86 | ||
Forfeited | 93.19 | ||
Non-vested as of December 31, 2017 | $ 89.74 | $ 104.22 |
PREFERRED STOCK - Additional In
PREFERRED STOCK - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions | Sep. 15, 2015 | Nov. 30, 2017 | Sep. 30, 2017 | Aug. 31, 2017 | Jun. 30, 2017 | May 31, 2017 | Apr. 30, 2017 | Mar. 31, 2017 | Feb. 28, 2017 | Jan. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Class of Stock [Line Items] | |||||||||||||
Preferred stock, authorized (in shares) | 1,000,000 | 1,000,000 | |||||||||||
Preferred stock, issued (in shares) | 673,380 | 726,500 | |||||||||||
Preferred stock, outstanding (in shares) | 673,380 | 726,500 | |||||||||||
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 | ||||||||||
Gross proceeds from issuance of preferred stock | $ 770 | ||||||||||||
Preferred stock, liquidation preference (in dollars per share) | $ 1,000 | ||||||||||||
Depositary Shares, Liquidation Preference Per Share | $ 100 | ||||||||||||
Dividends paid on mandatory convertible preferred stock | $ 36.3 | $ 39.4 | $ 10.1 | ||||||||||
Increase to retained earnings on repurchase of mandatory convertible preferred stock | $ 17.3 | $ 11.3 | $ 0 | ||||||||||
Depositary shares repurchased during period (in shares) | 65,000 | 25,000 | 120,000 | 35,000 | 65,000 | 75,500 | 5,006 | 40,694 | 100,000 | 531,200 | |||
Depository shares equivalent to preferred stock units (in shares) | 53,120 | ||||||||||||
Minimum | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Common stock issuable upon conversion (in shares) | 5.8716 | ||||||||||||
Maximum | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Common stock issuable upon conversion (in shares) | 7.3394 | ||||||||||||
Preferred Stock | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Issuance of preferred stock (in dollars per share) | $ 100 |
PREFERRED STOCK - Repurchases o
PREFERRED STOCK - Repurchases of Depository Shares of Mandatory Convertible Preferred Stock (Detail) - USD ($) $ / shares in Units, $ in Millions | 1 Months Ended | 12 Months Ended | ||||||||
Nov. 30, 2017 | Sep. 30, 2017 | Aug. 31, 2017 | Jun. 30, 2017 | May 31, 2017 | Apr. 30, 2017 | Mar. 31, 2017 | Feb. 28, 2017 | Jan. 31, 2017 | Dec. 31, 2017 | |
Equity [Abstract] | ||||||||||
Number of Depository Shares Repurchased | 65,000 | 25,000 | 120,000 | 35,000 | 65,000 | 75,500 | 5,006 | 40,694 | 100,000 | 531,200 |
Amount Paid for Repurchases | $ 3.4 | $ 1.4 | $ 7.3 | $ 2.3 | $ 4.7 | $ 5.5 | $ 0.3 | $ 2.7 | $ 6.6 | $ 34.2 |
Average Price Paid per Share | $ 51.88 | $ 56.75 | $ 60.65 | $ 67 | $ 72.44 | $ 73 | $ 70 | $ 65.57 | $ 65.51 | $ 64.39 |
EARNINGS PER COMMON SHARE - Com
EARNINGS PER COMMON SHARE - Computation of Basic and Diluted Net Income Per Share (Detail) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Numerator: | |||||||||||
Net income attributable to Stericycle, Inc. | $ 89.2 | $ 39 | $ (144) | $ 58.2 | $ 18.7 | $ 64.8 | $ 46 | $ 76.8 | $ 42.4 | $ 206.3 | $ 267 |
Mandatory convertible preferred stock dividend | 8.8 | 8.9 | 9.2 | 9.4 | 9.6 | 9.7 | 10 | 10.1 | 36.3 | 39.4 | 10.1 |
Gain on repurchase of preferred stock | (17.3) | (11.3) | 0 | ||||||||
Net income attributable to Stericycle, Inc. common shareholders | $ 83.3 | $ 35.5 | $ (148.8) | $ 53.4 | $ 12.7 | $ 61.5 | $ 37.3 | $ 66.7 | $ 23.4 | $ 178.2 | $ 256.9 |
Denominator: | |||||||||||
Denominator for basic earnings per share-weighted average shares (in shares) | 85.3 | 84.9 | 84.9 | ||||||||
Effect of dilutive securities: | |||||||||||
Stock-based compensation awards | 0.3 | 0.7 | 1.3 | ||||||||
Mandatory convertible preferred stock (in shares) | 0 | 0 | 0 | ||||||||
Denominator for diluted earnings per share-adjusted weighted average shares and after assumed exercises (in shares) | 85.6 | 85.6 | 86.2 | ||||||||
Earnings per share - Basic (in dollars per share) | $ 0.98 | $ 0.42 | $ (1.74) | $ 0.63 | $ 0.15 | $ 0.72 | $ 0.44 | $ 0.79 | $ 0.27 | $ 2.10 | $ 3.02 |
Earnings per share - Diluted (in dollars per share) | $ 0.97 | $ 0.41 | $ (1.74) | $ 0.62 | $ 0.15 | $ 0.72 | $ 0.43 | $ 0.78 | $ 0.27 | $ 2.08 | $ 2.98 |
EARNINGS PER COMMON SHARE - C97
EARNINGS PER COMMON SHARE - Computation of Basic and Diluted Net Income Per Share (Parenthetical) (Detail) - shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Mandatory Convertible Preferred Stock | |||
Antidilutive shares excluded from computation of diluted earnings per share | |||
Antidilutive shares excluded from computation of diluted earnings per share (in shares) | 5,104 | 5,528 | 1,648 |
EARNINGS PER COMMON SHARE - Add
EARNINGS PER COMMON SHARE - Additional Information (Detail) - $ / shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Stock Options | |||
Antidilutive shares excluded from computation of diluted earnings per share | |||
Shares excluded from computation of diluted earnings per share | 4,724 | 3,411 | 818 |
Shares excluded from computation of diluted earnings per share, exercise price, lower range limit (in dollars per share) | $ 62.50 | $ 83.49 | $ 117.09 |
Shares excluded from computation of diluted earnings per share, exercise price, upper range limit (in dollars per share) | $ 141.56 | $ 141.56 | $ 141.56 |
Restricted Stock Units (RSUs) | |||
Antidilutive shares excluded from computation of diluted earnings per share | |||
Shares excluded from computation of diluted earnings per share | 218 | 48 | |
Performance-Based Restricted Stock Units | |||
Antidilutive shares excluded from computation of diluted earnings per share | |||
Shares excluded from computation of diluted earnings per share | 11 |
ACCUMULATED OTHER COMPREHENSI99
ACCUMULATED OTHER COMPREHENSIVE LOSS - Components of Total Comprehensive Income (Loss) (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Accumulated Other Comprehensive Income [Line Items] | |||
Beginning Balance | $ 2,816.4 | $ 2,747.9 | $ 1,917.2 |
Ending Balance | 2,908.6 | 2,816.4 | 2,747.9 |
Currency Translation (Loss) Income Adjustments | |||
Accumulated Other Comprehensive Income [Line Items] | |||
Beginning Balance | (362.3) | (276) | (135.2) |
Period change | 79.3 | (86.3) | (140.8) |
Ending Balance | (283) | (362.3) | (276) |
Unrealized Gains (Losses) on Cash Flow Hedges | |||
Accumulated Other Comprehensive Income [Line Items] | |||
Beginning Balance | (5.3) | (6.6) | (3.2) |
Period change | 1.3 | 1.3 | (3.4) |
Ending Balance | (4) | (5.3) | (6.6) |
Accumulated Other Comprehensive (Loss) Income | |||
Accumulated Other Comprehensive Income [Line Items] | |||
Beginning Balance | (367.6) | (282.6) | (138.4) |
Period change | 80.6 | (85) | (144.2) |
Ending Balance | $ (287) | $ (367.6) | $ (282.6) |
ACCUMULATED OTHER COMPREHENS100
ACCUMULATED OTHER COMPREHENSIVE LOSS - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Equity [Abstract] | |||
Tax impact of unrealized (losses) gains on cash flow hedges in accumulated other comprehensive income | $ (0.7) | $ (0.8) | $ 2.2 |
SEGMENT REPORTING - Additional
SEGMENT REPORTING - Additional Information (Detail) | 12 Months Ended |
Dec. 31, 2017Segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 3 |
SEGMENT REPORTING - Financial I
SEGMENT REPORTING - Financial Information Concerning Company's Reportable Segments (Detail) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Segment Reporting Information [Line Items] | |||||||||||
Revenues | $ 887.8 | $ 882.8 | $ 917.7 | $ 892.4 | $ 906.4 | $ 890.1 | $ 891.6 | $ 874.2 | $ 3,580.7 | $ 3,562.3 | $ 2,985.9 |
Gross Profit | 344 | 368 | 381.8 | 368.7 | 366.7 | 376 | 377.6 | 366.6 | 1,462.5 | 1,486.9 | 1,254.8 |
Intangible amortization | 29.9 | $ 29.9 | $ 29.5 | $ 29.1 | 27 | $ 33.1 | $ 50.9 | $ 18.3 | 118.4 | 129.3 | 45.5 |
Adjusted EBITA | 680.9 | 727.6 | 707.5 | ||||||||
Total Assets | 6,988.3 | 6,980.1 | 6,988.3 | 6,980.1 | 7,065.2 | ||||||
Domestic and Canada RCS | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenues | 2,551.9 | 2,508.8 | 1,999.2 | ||||||||
Gross Profit | 1,091.7 | 1,121.3 | 908.8 | ||||||||
Intangible amortization | 87.6 | 95.7 | 22.7 | ||||||||
Adjusted EBITA | 729.2 | 688.2 | 631.4 | ||||||||
Total Assets | 4,995 | 5,094.1 | 4,995 | 5,094.1 | 4,913.5 | ||||||
International Regulated and Compliance Services | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenues | 707.6 | 751.7 | 716.8 | ||||||||
Gross Profit | 218.9 | 228.5 | 230.3 | ||||||||
Intangible amortization | 22.7 | 25.7 | 14.9 | ||||||||
Adjusted EBITA | 62.8 | 58 | 89.1 | ||||||||
Total Assets | 1,333.1 | 1,357.1 | 1,333.1 | 1,357.1 | 1,636.4 | ||||||
All Other Segments | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenues | 321.2 | 301.8 | 269.9 | ||||||||
Gross Profit | 151.9 | 137.1 | 115.7 | ||||||||
Intangible amortization | 8.1 | 7.9 | 7.9 | ||||||||
Adjusted EBITA | (111.1) | (18.6) | (13) | ||||||||
Total Assets | $ 660.2 | $ 528.9 | $ 660.2 | $ 528.9 | $ 515.3 |
SEGMENT REPORTING - Reconciliat
SEGMENT REPORTING - Reconciliation of Company's Primary Measure of Segment Profitability (EBITA) to Income from Operations (Detail) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Segment Reporting Reconciling Item For Operating Profit Loss From Segment To Consolidated [Line Items] | |||||||||||
Adjusted EBITA | $ 680.9 | $ 727.6 | $ 707.5 | ||||||||
Restructuring charge | (13.9) | ||||||||||
Intangible Amortization | $ (29.9) | $ (29.9) | $ (29.5) | $ (29.1) | $ (27) | $ (33.1) | $ (50.9) | $ (18.3) | (118.4) | (129.3) | (45.5) |
Acquisition and Integration | (7.2) | (10.8) | (11.2) | (11.5) | (14.9) | (16.2) | (18.5) | (11.3) | (40.7) | (60.9) | (79.9) |
Divestitures | 3.2 | (9.1) | (3.6) | 0 | (27.1) | 0 | 0 | 0 | (9.5) | (27.1) | |
Litigation, Settlements and Regulatory Compliance | (22.7) | (1.4) | (301.7) | (1.9) | (1.8) | (1.4) | (2.7) | (1.3) | (327.7) | (7.2) | (59.7) |
Impairment | (65) | ||||||||||
Impairment | (1.4) | 0 | 0 | 0 | (1.4) | ||||||
(Loss) income from operations | (7.6) | 433.8 | 487.6 | ||||||||
Reportable Segment [Member] | |||||||||||
Segment Reporting Reconciling Item For Operating Profit Loss From Segment To Consolidated [Line Items] | |||||||||||
Adjusted EBITA | 792 | 746.2 | 720.5 | ||||||||
Domestic and Canada RCS | |||||||||||
Segment Reporting Reconciling Item For Operating Profit Loss From Segment To Consolidated [Line Items] | |||||||||||
Adjusted EBITA | 729.2 | 688.2 | 631.4 | ||||||||
Intangible Amortization | (87.6) | (95.7) | (22.7) | ||||||||
International Regulated and Compliance Services | |||||||||||
Segment Reporting Reconciling Item For Operating Profit Loss From Segment To Consolidated [Line Items] | |||||||||||
Adjusted EBITA | 62.8 | 58 | 89.1 | ||||||||
Intangible Amortization | (22.7) | (25.7) | (14.9) | ||||||||
All Other Segments | |||||||||||
Segment Reporting Reconciling Item For Operating Profit Loss From Segment To Consolidated [Line Items] | |||||||||||
Adjusted EBITA | (111.1) | (18.6) | (13) | ||||||||
Intangible Amortization | (8.1) | (7.9) | (7.9) | ||||||||
Business Transformation | |||||||||||
Segment Reporting Reconciling Item For Operating Profit Loss From Segment To Consolidated [Line Items] | |||||||||||
Restructuring charge | (27.1) | (4.2) | 0 | 0 | 0 | 0 | 0 | (31.3) | |||
Operational Optimization | |||||||||||
Segment Reporting Reconciling Item For Operating Profit Loss From Segment To Consolidated [Line Items] | |||||||||||
Restructuring charge | (18.7) | (16) | (25.5) | (10.9) | (13.8) | (16.4) | (20.4) | (8.5) | (71.1) | (59.1) | $ (34.8) |
Other Restructuring | |||||||||||
Segment Reporting Reconciling Item For Operating Profit Loss From Segment To Consolidated [Line Items] | |||||||||||
Restructuring charge | $ (7.5) | $ (10.9) | $ (3.9) | $ (2.5) | $ (8.8) | $ 0 | $ 0 | $ 0 | $ (24.8) | $ (8.8) |
GEOGRAPHIC AREA AND SERVICES104
GEOGRAPHIC AREA AND SERVICES INFORMATION - Summary of Consolidated Revenues and Long-lived Assets by Geographic Region (Detail) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Revenues and Long-Lived Assets [Line Items] | |||||||||||
Revenues | $ 887.8 | $ 882.8 | $ 917.7 | $ 892.4 | $ 906.4 | $ 890.1 | $ 891.6 | $ 874.2 | $ 3,580.7 | $ 3,562.3 | $ 2,985.9 |
Long-Lived Assets | 741 | 723.9 | 741 | 723.9 | 665.6 | ||||||
United States | |||||||||||
Revenues and Long-Lived Assets [Line Items] | |||||||||||
Revenues | 2,716.9 | 2,657.4 | 2,165 | ||||||||
Long-Lived Assets | 520.8 | 499.1 | 520.8 | 499.1 | 434.2 | ||||||
Europe | |||||||||||
Revenues and Long-Lived Assets [Line Items] | |||||||||||
Revenues | 436.2 | 486 | 441.2 | ||||||||
Long-Lived Assets | 89.8 | 89 | 89.8 | 89 | 95.8 | ||||||
Other International Countries | |||||||||||
Revenues and Long-Lived Assets [Line Items] | |||||||||||
Revenues | 427.6 | 418.9 | 379.7 | ||||||||
Long-Lived Assets | 130.4 | 135.8 | 130.4 | 135.8 | 135.6 | ||||||
Total International | |||||||||||
Revenues and Long-Lived Assets [Line Items] | |||||||||||
Revenues | 863.8 | 904.9 | 820.9 | ||||||||
Long-Lived Assets | $ 220.2 | $ 224.8 | $ 220.2 | $ 224.8 | $ 231.4 |
GEOGRAPHIC AREA AND SERVICES105
GEOGRAPHIC AREA AND SERVICES INFORMATION - Summary of Revenues Details by Service Line (Detail) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Entity Wide Information Revenue From External Customer [Line Items] | |||||||||||
Revenues | $ 887.8 | $ 882.8 | $ 917.7 | $ 892.4 | $ 906.4 | $ 890.1 | $ 891.6 | $ 874.2 | $ 3,580.7 | $ 3,562.3 | $ 2,985.9 |
Regulated Waste And Compliance Services | |||||||||||
Entity Wide Information Revenue From External Customer [Line Items] | |||||||||||
Revenues | 2,023.6 | 2,063 | 2,064.9 | ||||||||
Secure Information Destruction Services | |||||||||||
Entity Wide Information Revenue From External Customer [Line Items] | |||||||||||
Revenues | 823.4 | 747.5 | 178.1 | ||||||||
Communication And Related Services | |||||||||||
Entity Wide Information Revenue From External Customer [Line Items] | |||||||||||
Revenues | 382.6 | 370.4 | 334.1 | ||||||||
Manufacturing And Industrial Services | |||||||||||
Entity Wide Information Revenue From External Customer [Line Items] | |||||||||||
Revenues | $ 351.1 | $ 381.4 | $ 408.8 |
LEGAL PROCEEDINGS - Additional
LEGAL PROCEEDINGS - Additional Information (Detail) - USD ($) $ in Millions | 1 Months Ended | 12 Months Ended | |
Jul. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | |
Loss Contingencies [Line Items] | |||
Environmental remediation liabilities | $ 30.8 | $ 30.9 | |
Hazardous waste facility in Mexico | |||
Loss Contingencies [Line Items] | |||
Environmental remediation costs | $ 2 | ||
Environmental remediation liabilities | 2 | ||
Hazardous waste facility in Mexico | Accrued Liabilities [Member] | |||
Loss Contingencies [Line Items] | |||
Environmental remediation liabilities | 2 | ||
Accrued Liabilities [Member] | |||
Loss Contingencies [Line Items] | |||
Environmental remediation liabilities | 5.7 | $ 2.4 | |
Proposed MDL settlement | |||
Loss Contingencies [Line Items] | |||
Litigation settlement amount, common fund established | $ 295 | ||
Proposed MDL settlement | Selling, General and Administrative Expenses | |||
Loss Contingencies [Line Items] | |||
Litigation expenses | 295 | ||
Proposed MDL settlement | Accrued Liabilities [Member] | |||
Loss Contingencies [Line Items] | |||
Litigation liability | $ 295 |
QUARTERLY FINANCIAL INFORMAT107
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) (Detail) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Revenues | $ 887.8 | $ 882.8 | $ 917.7 | $ 892.4 | $ 906.4 | $ 890.1 | $ 891.6 | $ 874.2 | $ 3,580.7 | $ 3,562.3 | $ 2,985.9 |
Gross profit | 344 | 368 | 381.8 | 368.7 | 366.7 | 376 | 377.6 | 366.6 | 1,462.5 | 1,486.9 | 1,254.8 |
Restructuring charge | (13.9) | ||||||||||
Intangible Amortization | (29.9) | (29.9) | (29.5) | (29.1) | (27) | (33.1) | (50.9) | (18.3) | (118.4) | (129.3) | (45.5) |
Acquisition and Integration | (7.2) | (10.8) | (11.2) | (11.5) | (14.9) | (16.2) | (18.5) | (11.3) | (40.7) | (60.9) | (79.9) |
Divestitures | 3.2 | (9.1) | (3.6) | 0 | (27.1) | 0 | 0 | 0 | (9.5) | (27.1) | |
Litigation, Settlements and Regulatory Compliance | (22.7) | (1.4) | (301.7) | (1.9) | (1.8) | (1.4) | (2.7) | (1.3) | (327.7) | (7.2) | (59.7) |
Impairment | (65) | 0 | 0 | 0 | (65) | ||||||
Impairment | (1.4) | 0 | 0 | 0 | (1.4) | ||||||
Net income attributable to Stericycle, Inc. | 89.2 | 39 | (144) | 58.2 | 18.7 | 64.8 | 46 | 76.8 | 42.4 | 206.3 | 267 |
Capital Allocation (Preferred stock dividend) | (8.8) | (8.9) | (9.2) | (9.4) | (9.6) | (9.7) | (10) | (10.1) | (36.3) | (39.4) | (10.1) |
Net income attributable to Stericycle, Inc. common shareholders | $ 83.3 | $ 35.5 | $ (148.8) | $ 53.4 | $ 12.7 | $ 61.5 | $ 37.3 | $ 66.7 | $ 23.4 | $ 178.2 | $ 256.9 |
Earnings per share - Basic (in dollars per share) | $ 0.98 | $ 0.42 | $ (1.74) | $ 0.63 | $ 0.15 | $ 0.72 | $ 0.44 | $ 0.79 | $ 0.27 | $ 2.10 | $ 3.02 |
Earnings per share - Diluted (in dollars per share) | $ 0.97 | $ 0.41 | $ (1.74) | $ 0.62 | $ 0.15 | $ 0.72 | $ 0.43 | $ 0.78 | $ 0.27 | $ 2.08 | $ 2.98 |
Business Transformation | |||||||||||
Restructuring charge | $ (27.1) | $ (4.2) | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ (31.3) | |||
Operational Optimization | |||||||||||
Restructuring charge | (18.7) | (16) | (25.5) | (10.9) | $ (13.8) | (16.4) | (20.4) | (8.5) | (71.1) | $ (59.1) | $ (34.8) |
Other Restructuring | |||||||||||
Restructuring charge | $ (7.5) | $ (10.9) | $ (3.9) | $ (2.5) | $ (8.8) | $ 0 | $ 0 | $ 0 | $ (24.8) | $ (8.8) |
SCHEDULE II - VALUATION AND 108
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Allowance for Doubtful Accounts | |||
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance Beginning of Period | $ 49.6 | $ 22.3 | $ 19.1 |
Additions/ (Deductions) Charged to/ (from) Expense | 32.3 | 41.8 | 13.7 |
Other Charges/(Reversals)/Changes to Reserves | 2.7 | 2.7 | 3 |
Write-offs/ Payments and Other Changes | (19.4) | (17.2) | (13.5) |
Balance End of Period | 65.2 | 49.6 | 22.3 |
Valuation Allowance on Deferred Tax Assets | |||
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance Beginning of Period | 15.4 | 17.6 | 0.1 |
Additions/ (Deductions) Charged to/ (from) Expense | 4.5 | 6.9 | 0 |
Other Charges/(Reversals)/Changes to Reserves | (3.8) | (9.1) | 17.5 |
Balance End of Period | $ 16.1 | $ 15.4 | $ 17.6 |