Global Industrial (GIC) 10-Q 11 May 17 2017 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2017	May 04, 2017
Document and Entity Information [Abstract]
Entity Registrant Name	SYSTEMAX INC
Entity Central Index Key	945,114
Current Fiscal Year End Date	--12-31
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Filer Category	Accelerated Filer
Entity Common Stock, Shares Outstanding		36,954,687
Document Fiscal Year Focus	2,017
Document Fiscal Period Focus	Q1
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Mar. 31, 2017

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Millions	Mar. 31, 2017	Dec. 31, 2016
Current assets:
Cash	$ 144.5	$ 149.7
Accounts receivable, net	152.2	148.6
Inventories	117.5	116.7
Prepaid expenses and other current assets	4.8	3.9
Current assets of discontinued operations	0	92.3
Total current assets	419	511.2
Property, plant and equipment, net	15.9	16.4
Deferred income taxes	3.5	4.2
Goodwill and intangibles	15.3	15.7
Other assets	2.2	1.5
Long term assets of discontinued operations	0	17.1
Total assets	455.9	566.1
Current liabilities:
Accounts payable	169.2	181.3
Accrued expenses and other current liabilities	52.2	49.2
Current liabilities of discontinued operations	0	94.5
Total current liabilities	221.4	325
Deferred income tax liability	0.3	0.3
Other liabilities	24.7	24.3
Long term liabilities of discontinued operations	0	2.1
Total liabilities	246.4	351.7
Commitments and contingencies
Shareholders' equity:
Preferred stock	0	0
Common stock	0.4	0.4
Additional paid-in capital	185.5	185.5
Treasury stock	(23.6)	(23.9)
Retained earnings	52.8	73.1
Accumulated other comprehensive loss	(5.6)	20.7
Total shareholders' equity	209.5	214.4
Total liabilities and shareholders' equity	$ 455.9	$ 566.1

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations (Unaudited) - USD ($) shares in Millions, $ in Millions	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Condensed Consolidated Statements of Operations (Unaudited) [Abstract]
Net sales	$ 302.5	$ 286.8
Cost of sales	231.7	220.2
Gross profit	70.8	66.6
Selling, general & administrative expenses	58.4	61.9
Special charges	0	1.6
Operating income from continuing operations	12.4	3.1
Interest and other income, net	(0.2)	(0.2)
Income from continuing operations before income taxes	12.6	3.3
Provision for income taxes	2.3	1.8
Net income from continuing operations	10.3	1.5
Loss from discontinued operations, net of tax	(28.8)	(18.8)
Net income (loss)	$ (18.5)	$ (17.3)
Basic and diluted EPS:
Net income per share from continuing operations (in dollars per share)	$ 0.28	$ 0.04
Net loss per share from discontinued operations	(0.78)	(0.51)
Net income (loss) per share, basic and diluted (in dollars per share)	$ (0.50)	$ (0.47)
Weighted average common and common equivalent shares:
Basic and diluted (in shares)	37.2	37.1
Dividends declared and paid (in dollars per share)	$ 0.05	$ 0

Condensed Consolidated Stateme4

Condensed Consolidated Statements of Comprehensive Income (Loss) (Unaudited) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Condensed Consolidated Statements of Comprehensive Income (Loss) (Unaudited) [Abstract]
Net income (loss)	$ (18.5)	$ (17.3)
Other comprehensive income:
Foreign currency translation	0.7	1.5
Total comprehensive income (loss)	$ (17.8)	$ (15.8)

Condensed Consolidated Stateme5

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Cash flows from operating activities:
Income from continuing operations	$ 10.3	$ 1.5
Adjustments to reconcile income from continuing operations to net cash (used in) operating activities:
Depreciation and amortization	1.4	1.3
Provision for doubtful accounts	0.1	0.9
Compensation expense related to equity compensation plans	0.4	0.3
Gain on disposition and abandonment	0	(0.1)
Changes in operating assets and liabilities:
Accounts receivable	(2)	26.6
Inventories	(0.3)	17.2
Prepaid expenses and other current assets	(0.8)	3.1
Income taxes payable	1.6	1.2
Accounts payable	(13.2)	(84.8)
Accrued expenses, other current liabilities and other liabilities	2.1	(3.8)
Net cash used in operating activities from continuing operations	(0.4)	(36.6)
Net cash used in operating activities from discontinued operations	(1.5)	(14.4)
Net cash used in operating activities	(1.9)	(51)
Cash flows from investing activities:
Purchases of property, plant and equipment	(1)	(0.8)
Proceeds from disposals of property, plant and equipment	0	0.1
Net cash used in investing activities from continuing operations	(1)	(0.7)
Net cash used in investing activities from discontinued operations	(0.1)	(0.4)
Net cash used in investing activities	(1.1)	(1.1)
Cash flows from financing activities:
Dividends paid	(1.8)	0
Repayments of capital lease obligations	(0.1)	(0.1)
Net cash used in financing activities	(1.9)	(0.1)
Effects of exchange rates on cash	(0.3)	0.3
Net decrease in cash	(5.2)	(51.9)
Cash - beginning of period	149.7	215.1
Cash - end of period	$ 144.5	$ 163.2

Condensed Consolidated Stateme6

Condensed Consolidated Statement of Shareholders' Equity (Unaudited) - 3 months ended Mar. 31, 2017 - USD ($) shares in Thousands, $ in Millions	Common Stock [Member]	Additional Paid-in Capital [Member]	Treasury Stock, At Cost [Member]	Retained Earnings [Member]	Accumulated Other Comprehensive Loss [Member]	Total
Balances at Dec. 31, 2016	$ 0.4	$ 185.5	$ (23.9)	$ 73.1	$ (20.7)	$ 214.4
Balances (in shares) at Dec. 31, 2016	36,924
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock-based compensation expense		0.4				0.4
Issuance of restricted stock		(0.5)	0.5			0
Issuance of restricted stock (in shares)	38
Restricted stock withheld for employee taxes		0.1	(0.2)			(0.1)
Restricted stock withheld for employee taxes (in shares)	(15)
Dividends paid				(1.8)		(1.8)
Discontinued European entities cumulative translation adjustment					14.4	14.4
Change in cumulative translation adjustment					0.7	0.7
Net income (loss)				(18.5)		(18.5)
Balances at Mar. 31, 2017	$ 0.4	$ 185.5	$ (23.6)	$ 52.8	$ (5.6)	$ 209.5
Balances (in shares) at Mar. 31, 2017	36,947

Basis of Presentation

Basis of Presentation	3 Months Ended
	Mar. 31, 2017
Basis of Presentation [Abstract]
Basis of Presentation	1. Basis of Presentation The accompanying condensed consolidated financial statements of the Company and its wholly-owned subsidiaries are unaudited and have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America are not required in these interim financial statements and have been condensed or omitted. All significant intercompany accounts and transactions have been eliminated in consolidation. Certain prior year amounts have been reclassified to conform to current year presentation. On March 24, 2017, certain wholly owned subsidiaries of the Company executed a definitive securities purchase agreement (the “Purchase Agreement”) with certain special purpose companies formed by Hilco Capital Limited (“Hilco” and together with its management team partners, “Purchaser”). Pursuant to the Purchase Agreement, Purchaser acquired all of the Company’s interests in Systemax Europe SARL, which includes its subsidiaries, Systemax Business Services K.F.T., Misco UK Limited, Systemax Italy S.R.L., Misco Iberia Computer Supplies S.L., Misco AB, Global Directmail B.V. and Misco Solutions B.V. (collectively, the “SARL Businesses”). The transaction closed immediately upon execution of the Purchase Agreement. The Company retained its France technology value added reseller business, which is conducted through its subsidiary, Inmac Wstore S.A.S., which was not part of the sale transaction. The SARL Businesses were sold on a cash-free, debt-free basis; proceeds were nominal. As part of the transaction, the Company retained a 5% residual equity position in the Purchaser's acquiring entity, a note receivable and will provide limited transition services to Purchaser for a limited period of time under a transition services agreement. Additional charges may be incurred in the discontinued SARL Businesses related to certain post closing working capital tests as well as to certain vendor guarantees, of approximately $20 million, which were revoked by the Company at closing, but guaranteed through closing and through a notice period. The Company maintains complete indemnification from the Purchaser related to the vendor guarantees and the Purchaser has pledged certain collateral to assure payment. The parties to the Purchase Agreement made customary representations, warranties and covenants, and agreed to indemnification obligations appropriate for the nature of the transaction made to, and solely for the benefit of, the parties thereto. The Purchase Agreement contains representations, warranties and covenants. In addition, certain representations and warranties were made as of a specified date, may be subject to a contractual standard of materiality different from those generally applicable to investors, or may have been used for the purpose of allocating risk between the parties rather than establishing matters as facts. Investors are not third party beneficiaries under the Purchase Agreement and should not rely on the representations, warranties and covenants or any descriptions thereof as characterizations of the actual state of facts or condition of the Company, the SARL Businesses or Purchaser. The sale of the SARL Businesses met the “strategic shift with major impact” criteria as defined under Accounting Standards Update (“ASU”) 2014-08, Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity, As disclosed in our Form 10-K for the fiscal year 2015, on December 1, 2015, the Company sold its North American Technology group operating businesses (“NATG”) and began the wind-down of its remaining NATG operations. The sale of the NATG business in December 2015 had a major impact on the Company as defined under ASU 2014-08. As a result, the former operations of NATG are now reported both within continuing operations and discontinued operations. D For the quarters ended March 31, 2017 and 2016, there were no net sales of NATG included in continuing operations and net loss included in continuing operations was $0.0 million and $1.8 million, respectively. For the quarters ended March 31, 2017 and 2016, net sales of NATG included in discontinued operations was $0.0 million and $12.1 million, respectively and net loss included in discontinued operations was $1.9 million and $16.2 million, respectively. On September 2, 2016 the Company sold certain assets of its Misco Germany operations which had been reported as part of its European Technology Products Group (“ETG”) segment. As this disposition was not a strategic shift with a major impact as defined under ASU 2014-08, prior and current year results of the German operations are presented within continuing operations in the condensed consolidated financial statements. For the quarters ended March 31, 2017 and 2016, net sales of Misco Germany included in continuing operations were $0.0 million and $15.1 million, respectively, and net loss was $0.1 million and $1.0 million, respectively. On December 31, 2016 the Company sold its rebate processing business which had been reported as part of its Corporate and Other (“Corporate”) segment. As this disposition was also not a strategic shift with a major impact as defined under ASU 2014-08, prior year results of the rebate processing business are presented within continuing operations in the condensed consolidated financial statements. For the quarter ended March 31, 2016, net sales of the rebate processing business was $1.0 million and net loss was $0.4 million. In the opinion of management, the accompanying condensed consolidated financial statements contain all normal and recurring adjustments necessary to present fairly the financial position of the Company as of March 31, 2017 and the results of operations for the three month periods ended March 31, 2017 and 2016, statements of comprehensive income (loss) for the three month periods ended March 31, 2017 and 2016, cash flows for the three month periods ended March 31, 2017 and 2016 and changes in shareholders’ equity for the three month period ended March 31, 2017. The December 31, 2016 condensed consolidated balance sheet has been derived from the audited consolidated financial statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2016. The current and long term assets and the current and long term liabilities of the SARL Businesses are classified in discontinued operations in the accompanying condensed consolidated balance sheet for 2016. These condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements as of December 31, 2016 and for the year then ended included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2016. The results for the three month period ended March 31, 2017 are not necessarily indicative of the results for the entire year. Systemax manages its business and reports using a 52-53 week fiscal year that ends at midnight on the Saturday closest to December 31. For clarity of presentation herein, fiscal years and quarters are referred to as if they ended on the traditional calendar month. The actual fiscal first quarter ended on April 1, 2017. The first quarters of both 2017 and 2016 included 13 weeks.

Discontinued Operations

Discontinued Operations	3 Months Ended
	Mar. 31, 2017
Discontinued Operations [Abstract]
Discontinued Operations	2. Discontinued Operations As detailed above, for 2017 and prior year periods the Company’s discontinued operations include the results of the SARL Businesses sold in March 2017 and the NATG business sold in December 2015. The combined loss on the sale of the SARL Businesses totaled $23.3 million: $8.2 million loss on sale of net assets; $14.4 million of translation adjustments and $0.7 million of legal, professional and other costs, are reflected in the special charges row below. Below is a summary of the impact on net sales, net loss and loss per share from discontinued operations for the periods ended March 31, 2017 and 2016. Three Months Ended March 31 2017 2016 Net sales $ 117.0 $ 155.1 Cost of sales 103.9 138.5 Gross profit 13.1 16.6 Selling, general & administrative expenses 17.6 28.3 Special charges 23.9 7.9 Operating loss from discontinued operations (28.4 ) (19.6 ) Interest and other (income) loss, net 0.3 (0.9 ) Loss from discontinued operations before income taxes (28.7 ) (18.7 ) Provision for income taxes 0.1 0.1 Net loss from discontinued operations $ (28.8 ) $ (18.8 ) Net loss per share $ (0.78 ) $ (0.51 )

Net Income (Loss) per Common Sh

Net Income (Loss) per Common Share	3 Months Ended
	Mar. 31, 2017
Net Income (Loss) per Common Share [Abstract]
Net Income (Loss) per Common Share	3. Net Income (Loss) per Common Share Net income per common share - basic was calculated based upon the weighted average number of common shares outstanding during the respective periods presented using the two class method of computing earnings per share. The two class method was used as the Company has outstanding restricted stock with rights to dividend participation for unvested shares. Net income per common share - diluted was calculated based upon the weighted average number of common shares outstanding and included the equivalent shares for dilutive options outstanding during the respective periods, including unvested options. The dilutive effect of outstanding options and restricted stock issued by the Company is reflected in net income per share - diluted using the treasury stock method. Under the treasury stock method, options will only have a dilutive effect when the average market price of common stock during the period exceeds the exercise price of the options. Basic and diluted net loss per share was the same for each period presented as the inclusion of all potential shares of common stock of the Company outstanding would have been anti‑dilutive. The weighted average number of stock options and restricted stock awards outstanding excluded from the computation of diluted earnings (loss) per share was 1.3 million shares and 1.2 million shares for the three months ended March 31, 2017 and 2016, respectively, due to their antidilutive effect.

Credit Facilities and Long Term

Credit Facilities and Long Term Debt	3 Months Ended
	Mar. 31, 2017
Credit Facilities and Long Term Debt [Abstract]
Credit Facilities and Long Term Debt	4. Credit Facilities and Long Term Debt The Company maintains a $75.0 million credit revolving credit agreement which provided for borrowings in the United States. The credit agreement contains certain operating, financial and other covenants, including limits on annual levels of capital expenditures, availability tests related to payments of dividends and stock repurchases and fixed charge coverage tests related to acquisitions. The revolving credit agreement requires that a minimum level of availability be maintained. If such availability is not maintained, the Company will be required to maintain a fixed charge coverage ratio (as defined). The borrowings under the agreement are subject to borrowing base limitations of up to 85% of eligible accounts receivable and the inventory advance rate computed as the lesser of 60% or 85% of the net orderly liquidation value (“NOLV”). Borrowings are secured by substantially all of the Borrower’s assets, as defined, including all accounts, accounts receivable, inventory and certain other assets, subject to limited exceptions, including the exclusion of certain foreign assets from the collateral. The interest rate under the amended and restated facility is computed at applicable market rates based on the London interbank offered rate (“LIBO”), the Federal Reserve Bank of New York (“NYFRB”) or the Prime Rate, plus an applicable margin. The applicable margin varies based on borrowing base availability. As of March 31, 2017, eligible collateral under the credit agreement was $71.1 million, total availability was $69.3 million, total outstanding letters of credit were $4.2 million, total excess availability was $65.1 million and there were no outstanding borrowings. The Company was in compliance with all of the covenants of credit agreement in place as of March 31, 2017.

Special Charges

Special Charges	3 Months Ended
	Mar. 31, 2017
Special Charges [Abstract]
Special Charges	5. Special Charges During the first quarter of 2017, the Company incurred special charges of $23.9 million all of which were recorded within discontinued operations and were primarily related to the loss recorded on the sale of the SARL Businesses. Charges related to the sale in the quarter included $14.4 million in write offs of cumulative translation adjustments, $8.2 million of net asset write offs and $0.7 million in legal, professional and other costs. Of these charges approximately $0.7 million require the use of cash. The Company’s NATG segment also recorded charges during the quarter within discontinued operations of $0.6 million: $0.3 million related to the ongoing restitution proceedings against certain former NATG executives and $0.3 million related to updating our future lease cash flows. All of the NATG charges required the use of cash. The Company expects that total additional charges related to the sale of the SARL Businesses after this quarter will be between $0.5 million and $1.0 million, which will be presented in discontinued operations. Additional charges may be incurred in the discontinued SARL Businesses related to certain post closing working capital tests as well as to certain vendor guarantees, of approximately $20 million, which were revoked by the Company at closing, but guaranteed through closing and through a notice period. The Company maintains complete indemnification from the Purchaser related to the vendor guarantees and Purchaser has pledged certain collateral to assure payment. The Company expects that total additional charges related to the sale of the NATG business after this quarter will be between $1.0 million and $2.0 million which will be presented in discontinued operations. Additional costs may be incurred in NATG for outstanding leased facilities as they are settled or sublet and any changes in estimates related to the collection of remaining accounts receivable. All of these anticipated costs will require the use of cash. The following table details the associated liabilities related to the NATG segment, and other restructuring charges that remain for the sale of Germany in the prior year that is included in continuing operations (in millions): Germany – Lease liabilities and other costs NATG – Lease liabilities and other exit costs Total Balance January 1, 2017 $ 1.2 $ 19.3 $ 20.5 Charged to expense - 0.3 0.3 Paid or otherwise settled - (1.8 ) (1.8 ) Balance March 31, 2017 $ 1.2 $ 17.8 $ 19.0

Segment Information

Segment Information	3 Months Ended
	Mar. 31, 2017
Segment Information [Abstract]
Segment Information	6. Segment Information The Company operates and is internally managed in two reportable business segments— Industrial Products Group (“IPG”) and Europe Technology Products Group (“ETG”). Smaller business operations and corporate functions are aggregated and reported as the additional segment – Corporate and Other (“Corporate”). As previously stated, on March 24, 2017 the Company sold its SARL Businesses and its continuing ETG operations now only include those in France. IPG sells a wide array of maintenance, repair and operations (“MRO”) products which are marketed in North America. Most of these products are manufactured by other companies; however, the Company does offer a selection of products that are manufactured to our own design and marketed on a private label basis. ETG sells products categorized as Information and Communications Technology (“ICT”) and Consumer Electronics (“CE”). These products include computers, computer supplies and consumer electronics. Substantially all of these products are manufactured by other companies. The Company’s chief operating decision-maker is the Company’s Chief Executive Officer (“CEO”). The CEO, in his role as Chief Operating Decision Maker (“CODM”), evaluates segment performance based on operating income (loss) from continuing operations. The CODM reviews assets and makes significant capital expenditure decisions for the Company on a consolidated basis only. The accounting policies of the segments are the same as those of the Company. Corporate costs not identified with the disclosed segments are grouped as “Corporate and other expenses”. The IPG and ETG segments sell dissimilar products. IPG products are generally higher in price, lower in volume and higher in product margin. ETG products are generally higher in volume, lower in price and lower in product margin as compared to IPG. This results in higher operating margin for the IPG segment. Each segment incurs specifically identifiable selling, general and administrative expenses, with the selling, general and administrative expenses for the IPG segment being higher as a percentage of sales than those of the ETG segment as a result of the IPG segment having a longer selling cycle for its business customers and a business model requiring greater advertising expenditures than the ETG segment. Additionally, the IPG segment’s vendors generally do not provide funding to offset its marketing expenses. Financial information relating to the Company’s continuing operations by reportable segment was as follows (in millions). NATG which was previously its own reportable segment is included below for operating losses that remain in continuing operations, primarily related to the wind-down of certain leases that continue to be included in its own segment as noted below. Three Months Ended March 31 2017 2016 Net sales: IPG $ 190.2 $ 170.6 ETG 112.3 115.2 Corporate and other - 1.0 Consolidated $ 302.5 286.8 Operating income (loss): IPG $ 12.5 $ 7.9 ETG 5.8 3.7 NATG – continuing operations - (1.8 ) Corporate and other expenses (5.9 ) (6.7 ) Consolidated $ 12.4 $ 3.1 Financial information relating to the Company’s continuing operations by geographic area was as follows (in millions): Three Months Ended March 31 2017 2016 Net sales: United States $ 182.6 $ 165.6 France 112.3 100.1 Other Europe - 15.1 Other North America 7.6 6.0 Consolidated $ 302.5 $ 286.8 Revenue is attributed to countries based on the location of the selling subsidiary.

Fair Value Measurements

Fair Value Measurements	3 Months Ended
	Mar. 31, 2017
Fair Value Measurements [Abstract]
Fair Value Measurements	7. Fair Value Measurements Financial instruments consist primarily of investments in cash, trade accounts receivable, debt and accounts payable. The Company estimates the fair value of financial instruments based on interest rates available to the Company. At March 31, 2017 and 2016, the carrying amounts of cash, accounts receivable and accounts payable are considered to be representative of their respective fair values due to their short-term nature. Cash is classified as Level 1 within the fair value hierarchy. The fair value of our reporting units with respect to goodwill, non-amortizing intangibles and long-lived assets is measured in connection with the Company’s annual impairment testing. The Company performs a qualitative assessment of goodwill and non-amortizing intangibles to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount. If the qualitative assessment shows that the fair value of the reporting unit exceeds its carrying amount, the company is not required to complete the annual two step goodwill impairment test. If a quantitative analysis is required to be performed for goodwill, the fair value of the reporting unit to which the goodwill has been assigned is determined using a discounted cash flow model. A discounted cash flow model is also used to determine fair value of indefinite-lived intangibles using projected cash flows of the intangible. Unobservable inputs related to these discounted cash flow models include projected sales growth, gross margin percentages, new business opportunities, working capital requirements, capital expenditures and growth in selling, general and administrative expense. Long-lived assets are assets used in the Company’s operations and include definite-lived intangible assets, leasehold improvements, warehouse and similar property used to generate sales and cash flows. Long-lived assets are tested for impairment utilizing a recoverability test. The recoverability test compares the carrying value of an asset group to the undiscounted cash flows directly attributable to the asset group over the life of the primary asset. If the undiscounted cash flows of an asset group is less than the carrying value of the asset group, the fair value of the asset group is then measured. If the fair value is also determined to be less than the carrying value of the asset group, the asset group is impaired.

Legal Proceedings

Legal Proceedings	3 Months Ended
	Mar. 31, 2017
Legal Proceedings [Abstract]
Legal Proceedings	8. Legal Proceedings The Company and its subsidiaries are from time to time involved in various lawsuits, claims, investigations and proceedings which may include commercial, employment, customer, personal injury and health and safety law matters, as well as VAT tax disputes in European jurisdictions in which it has done business, and which are handled and defended in the ordinary course of business. In addition, the Company is from time to time subjected to various assertions, claims, proceedings and requests for damages and/or indemnification concerning intellectual property matters, including patent infringement suits involving technologies that are incorporated in a broad spectrum of products the Company sells or that are incorporated in the Company’s e-commerce sales channels. The Company is also audited by (or has initiated voluntary disclosure agreements with) numerous governmental agencies in various countries, including U.S. Federal and state authorities, concerning potential income tax, sales tax and unclaimed property liabilities. These matters are in various stages of investigation, negotiation and/or litigation. The Company is also being audited by an entity representing 43 states seeking recovery of “unclaimed property”. The Company is complying with the unclaimed property audit and is providing requested information. The Company intends to vigorously defend these matters and believes it has strong defenses. Although the Company does not expect, based on currently available information, that the outcome in any of these matters, individually or collectively, will have a material adverse effect on its financial position or results of operations, the ultimate outcome is inherently unpredictable. Therefore, judgments could be rendered or settlements entered, that could adversely affect the Company’s operating results or cash flows in a particular period. The Company regularly assesses all of its litigation and threatened litigation as to the probability of ultimately incurring a liability, and records its best estimate of the ultimate loss in situations where it assesses the likelihood of loss as probable and estimable. In this regard, the Company establishes accrual estimates for its various lawsuits, claims, investigations and proceedings when it is probable that an asset has been impaired or a liability incurred at the date of the financial statements and the loss can be reasonably estimated. At March 31, 2017 the Company has established accruals for certain of its various lawsuits, claims, investigations and proceedings based upon estimates of the most likely outcome in a range of loss or the minimum amounts in a range of loss if no amount within a range is a more likely estimate. The Company does not believe that at March 31, 2017 any reasonably possible losses in excess of the amounts accrued would be material to the financial statements.

Discontinued Operations (Tables

Discontinued Operations (Tables)	3 Months Ended
	Mar. 31, 2017
Discontinued Operations [Abstract]
Reconciliation of Pretax Loss of Discontinued Operations to Loss of Discontinued Operations	Below is a summary of the impact on net sales, net loss and loss per share from discontinued operations for the periods ended March 31, 2017 and 2016. Three Months Ended March 31 2017 2016 Net sales $ 117.0 $ 155.1 Cost of sales 103.9 138.5 Gross profit 13.1 16.6 Selling, general & administrative expenses 17.6 28.3 Special charges 23.9 7.9 Operating loss from discontinued operations (28.4 ) (19.6 ) Interest and other (income) loss, net 0.3 (0.9 ) Loss from discontinued operations before income taxes (28.7 ) (18.7 ) Provision for income taxes 0.1 0.1 Net loss from discontinued operations $ (28.8 ) $ (18.8 ) Net loss per share $ (0.78 ) $ (0.51 )

Special Charges (Tables)

Special Charges (Tables)	3 Months Ended
	Mar. 31, 2017
Special Charges [Abstract]
Special Charge Liabilities	The following table details the associated liabilities related to the NATG segment, and other restructuring charges that remain for the sale of Germany in the prior year that is included in continuing operations (in millions): Germany – Lease liabilities and other costs NATG – Lease liabilities and other exit costs Total Balance January 1, 2017 $ 1.2 $ 19.3 $ 20.5 Charged to expense - 0.3 0.3 Paid or otherwise settled - (1.8 ) (1.8 ) Balance March 31, 2017 $ 1.2 $ 17.8 $ 19.0

Segment Information (Tables)

Segment Information (Tables)	3 Months Ended
	Mar. 31, 2017
Segment Information [Abstract]
Financial Information by Reportable Segment	Financial information relating to the Company’s continuing operations by reportable segment was as follows (in millions). NATG which was previously its own reportable segment is included below for operating losses that remain in continuing operations, primarily related to the wind-down of certain leases that continue to be included in its own segment as noted below. Three Months Ended March 31 2017 2016 Net sales: IPG $ 190.2 $ 170.6 ETG 112.3 115.2 Corporate and other - 1.0 Consolidated $ 302.5 286.8 Operating income (loss): IPG $ 12.5 $ 7.9 ETG 5.8 3.7 NATG – continuing operations - (1.8 ) Corporate and other expenses (5.9 ) (6.7 ) Consolidated $ 12.4 $ 3.1
Financial Information by Geographic Area	Financial information relating to the Company’s continuing operations by geographic area was as follows (in millions): Three Months Ended March 31 2017 2016 Net sales: United States $ 182.6 $ 165.6 France 112.3 100.1 Other Europe - 15.1 Other North America 7.6 6.0 Consolidated $ 302.5 $ 286.8

Basis of Presentation (Details)

Basis of Presentation (Details) $ in Millions	Dec. 01, 2015Store	Mar. 31, 2017USD ($)	Mar. 31, 2016USD ($)	Dec. 31, 2015Store
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Net sales		$ 302.5	$ 286.8
Net loss from continuing operations		$ 10.3	1.5
Percentage of residual equity position retained		5.00%
Net loss included in discontinued operations		$ (28.8)	(18.8)
SARL Business [Member]
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Vendor guarantees		20
Net sales included in discontinued operations		117	143
Net loss included in discontinued operations		26.9	2.6
Rebate Processing Business [Member]
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Net sales			1
Net loss from continuing operations			0.4
NATG [Member]
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Net sales		0	0
Net loss from continuing operations		0	1.8
Number of remaining stores | Store	3
Number of retail stores closed | Store				31
Net sales included in discontinued operations		0	12.1
Net loss included in discontinued operations		1.9	16.2
Misco Germany [Member]
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Net sales		0	15.1
Net loss from continuing operations		$ 0.1	$ 1

Discontinued Operations (Detail

Discontinued Operations (Details) - USD ($) $ / shares in Units, $ in Millions	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Reconciliation of Pretax Profit (Loss) of Discontinued Operations to After-Tax Profit or Loss of Discontinued Operations [Abstract]
Net loss from discontinued operations	$ (28.8)	$ (18.8)
Net loss per share (in dollars per share)	$ (0.78)	$ (0.51)
SARL [Member]
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Loss on the sale of business	$ 23.3
Loss on sale of net assets	8.2
Translation adjustments	14.4
Legal and professional fees	0.7
Reconciliation of Pretax Profit (Loss) of Discontinued Operations to After-Tax Profit or Loss of Discontinued Operations [Abstract]
Net sales	117	$ 155.1
Cost of sales	103.9	138.5
Gross profit	13.1	16.6
Selling, general & administrative expenses	17.6	28.3
Special charges	23.9	7.9
Operating loss from discontinued operations	(28.4)	(19.6)
Interest and other (income) loss, net	0.3	(0.9)
Loss from discontinued operations before income taxes	(28.7)	(18.7)
Provision for income taxes	0.1	0.1
Net loss from discontinued operations	$ (28.8)	$ (18.8)
Net loss per share (in dollars per share)	$ (0.78)	$ (0.51)

Net Income (Loss) per Common 20

Net Income (Loss) per Common Share (Details) - shares shares in Millions	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Net Income (Loss) per Common Share [Abstract]
Weighted average number of awards outstanding excluded from the computation of diluted earnings (loss) per share (in shares)	1.3	1.2

Credit Facilities and Long Te21

Credit Facilities and Long Term Debt (Details) - Revolving Credit Facility [Member] $ in Millions	3 Months Ended
	Mar. 31, 2017USD ($)
Line of Credit Facility [Line Items]
Revolving credit agreement, maximum borrowing capacity	$ 75
Percentage of inventory advance rate computed	60.00%
Percentage of inventory advance rate of net orderly liquidation value	85.00%
Eligible collateral under the credit facility	$ 71.1
Availability under line of credit	69.3
Total outstanding letters of credit	4.2
Total excess availability	65.1
Outstanding borrowings	$ 0
Maximum [Member]
Line of Credit Facility [Line Items]
Percentage of eligible accounts receivable for borrowings	85.00%

Special Charges (Details)

Special Charges (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Restructuring Cost and Reserve [Line Items]
Special charges	$ 0	$ 1.6
Write offs of cumulative translation adjustments	14.4
SARL Business [Member]
Restructuring Cost and Reserve [Line Items]
Vendor guarantees	20
SARL Business [Member] | Minimum [Member]
Restructuring Cost and Reserve [Line Items]
Additional charges	0.5
SARL Business [Member] | Maximum [Member]
Restructuring Cost and Reserve [Line Items]
Additional charges	1
SARL Business [Member] | Discontinued Operations [Member]
Restructuring Cost and Reserve [Line Items]
Write offs of cumulative translation adjustments	14.4
Net asset write-offs	8.2
Charges related to legal, professional and other costs	0.7
Require use of cash	0.7
NATG [Member] | Germany [Member]
Restructuring Cost and Reserve [Line Items]
Balance beginning of period	20.5
Charged to expense	0.3
Paid or otherwise settled	(1.8)
Balance end of period	19
NATG [Member] | Minimum [Member]
Restructuring Cost and Reserve [Line Items]
Additional charges	1
NATG [Member] | Maximum [Member]
Restructuring Cost and Reserve [Line Items]
Additional charges	2
NATG [Member] | Discontinued Operations [Member]
Restructuring Cost and Reserve [Line Items]
Charged to expense	0.6
Future lease cash flows	0.3
Ongoing restitution proceedings	0.3
NATG and SARL [Member] | Discontinued Operations [Member]
Restructuring Cost and Reserve [Line Items]
Special charges	23.9
Lease Liabilities and Other Costs [Member] | Germany [Member]
Restructuring Cost and Reserve [Line Items]
Balance beginning of period	1.2
Charged to expense	0
Paid or otherwise settled	0
Balance end of period	1.2
Lease Liabilities and Other Exit Costs [Member] | NATG [Member]
Restructuring Cost and Reserve [Line Items]
Balance beginning of period	19.3
Charged to expense	0.3
Paid or otherwise settled	(1.8)
Balance end of period	$ 17.8

Segment Information, by Reporta

Segment Information, by Reportable Segments (Details) $ in Millions	3 Months Ended
	Mar. 31, 2017USD ($)Segment	Mar. 31, 2016USD ($)
Segment Information [Abstract]
Number of reportable segments | Segment	2
Net sales [Abstract]
Net sales	$ 302.5	$ 286.8
Operating income (loss) [Abstract]
Operating income (loss)	12.4	3.1
Net loss	10.3	1.5
Reportable Segments [Member] | IPG [Member]
Net sales [Abstract]
Net sales	190.2	170.6
Operating income (loss) [Abstract]
Operating income (loss)	12.5	7.9
Reportable Segments [Member] | ETG [Member]
Net sales [Abstract]
Net sales	112.3	115.2
Operating income (loss) [Abstract]
Operating income (loss)	5.8	3.7
Reportable Segments [Member] | NATG [Member]
Operating income (loss) [Abstract]
Operating income (loss)	0	(1.8)
Corporate and Other [Member]
Net sales [Abstract]
Net sales	0	1
Operating income (loss) [Abstract]
Operating income (loss)	$ (5.9)	$ (6.7)

Segment Information by Geograph

Segment Information by Geographic Area (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Net sales [Abstract]
Consolidated net sales	$ 302.5	$ 286.8
Reportable Geographical Components [Member] | United States [Member]
Net sales [Abstract]
Consolidated net sales	182.6	165.6
Reportable Geographical Components [Member] | France
Net sales [Abstract]
Consolidated net sales	112.3	100.1
Reportable Geographical Components [Member] | Other Europe [Member]
Net sales [Abstract]
Consolidated net sales	0	15.1
Reportable Geographical Components [Member] | Other North America [Member]
Net sales [Abstract]
Consolidated net sales	$ 7.6	$ 6

Legal Proceedings (Details)

Legal Proceedings (Details)	Mar. 31, 2017State
Legal Proceedings [Abstract]
Number of states seeking recovery of unclaimed property	43