Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Jan. 31, 2017 | Jun. 30, 2016 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2016 | ||
Document Fiscal Year Focus | 2,016 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | BCR | ||
Entity Registrant Name | BARD C R INC /NJ/ | ||
Entity Central Index Key | 9,892 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Common Stock, Shares Outstanding | 72,030,026 | ||
Entity Public Float | $ 17,273,587,263 |
Consolidated Statements of Inco
Consolidated Statements of Income - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | ||
Net sales | $ 3,714 | $ 3,416 | $ 3,323.6 | |
Costs and expenses: | ||||
Cost of goods sold | 1,371.7 | 1,301.2 | 1,258.6 | |
Marketing, selling and administrative expense | 1,101.9 | 1,012.1 | 981.5 | |
Research and development expense | 292.8 | 259.2 | 302 | |
Interest expense | 54.5 | 44.9 | 44.8 | |
Other (income) expense, net | 229.4 | 449.2 | 290.9 | |
Total costs and expenses | 3,050.3 | 3,066.6 | 2,877.8 | |
Income from operations before income taxes | 663.7 | 349.4 | 445.8 | |
Income tax provision | 132.3 | 214 | 151.3 | |
Net income | $ 531.4 | $ 135.4 | $ 294.5 | |
Basic earnings per share available to common shareholders | $ 7.15 | $ 1.80 | [1] | $ 3.83 |
Diluted earnings per share available to common shareholders | $ 7.03 | $ 1.77 | [1] | $ 3.76 |
[1] | Total per share amounts may not add due to rounding. |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Net income | $ 531.4 | $ 135.4 | $ 294.5 |
Other comprehensive income (loss) | |||
Change in derivative instruments designated as cash flow hedges, net of tax | (1.2) | (9.6) | 0.9 |
Foreign currency translation adjustments | (21.8) | (91.1) | (50.4) |
Benefit plan adjustments, net of tax | (4.5) | (18.5) | (18.4) |
Other comprehensive income (loss) | (27.5) | (119.2) | (67.9) |
Comprehensive income | $ 503.9 | $ 16.2 | $ 226.6 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Current assets | ||
Cash and cash equivalents | $ 905 | $ 950.5 |
Restricted cash | 201.5 | 80.4 |
Accounts receivable, less allowances of $7,200 and $7,500, respectively | 477.3 | 445.1 |
Inventories | 483 | 413.7 |
Other current assets | 249.6 | 79.6 |
Total current assets | 2,316.4 | 1,969.3 |
Property, plant and equipment, at cost: | ||
Land | 19.2 | 19.5 |
Buildings and improvements | 322.9 | 304.5 |
Machinery and equipment | 505 | 483.8 |
Property, Plant and Equipment, Gross, Total | 847.1 | 807.8 |
Less accumulated depreciation and amortization | 357.6 | 335.4 |
Net property, plant and equipment | 489.5 | 472.4 |
Goodwill | 1,260.5 | 1,140.6 |
Core and developed technologies, net | 686.4 | 744.3 |
Other intangible assets, net | 323.6 | 274.8 |
Deferred tax assets | 64.4 | 50.5 |
Other assets | 165.3 | 192.1 |
Total assets | 5,306.1 | 4,844 |
Current liabilities | ||
Short-term borrowings and current maturities of long-term debt | 0 | 250.2 |
Accounts payable | 96 | 70.7 |
Accrued expenses | 809.5 | 728.9 |
Accrued compensation and benefits | 186.1 | 187.9 |
Income taxes payable | 17.3 | 23 |
Total current liabilities | 1,108.9 | 1,260.7 |
Long-term debt | 1,641.7 | 1,144.1 |
Other long-term liabilities | 861.5 | 936.7 |
Deferred tax liabilities | 18.9 | 47.2 |
Commitments and contingencies | ||
Shareholders' investment: | ||
Preferred stock, $1 par value, authorized 5,000,000 shares; none issued | ||
Common stock, $.25 par value, authorized 600,000,000 shares in 2016 and 2015; issued and outstanding 72,899,251 shares in 2016 and 73,697,371 shares in 2015 | 18.2 | 18.4 |
Capital in excess of par value | 2,346.8 | 2,148.4 |
Accumulated deficit | (454.4) | (503.5) |
Accumulated other comprehensive loss | (235.5) | (208) |
Total shareholders' investment | 1,675.1 | 1,455.3 |
Total liabilities and shareholders' investment | $ 5,306.1 | $ 4,844 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Accounts receivable, allowances | $ 7.2 | $ 7.5 |
Preferred stock, par value | $ 1 | $ 1 |
Preferred stock, authorized | 5,000,000 | 5,000,000 |
Preferred stock, issued | 0 | 0 |
Common stock, par value | $ 0.25 | $ 0.25 |
Common stock, authorized | 600,000,000 | 600,000,000 |
Common stock, issued | 72,899,251 | 73,697,371 |
Common stock, outstanding | 72,899,251 | 73,697,371 |
Consolidated Statements of Shar
Consolidated Statements of Shareholders' Investment - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||
Dec. 31, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Beginning Balance | $ 1,455.3 | $ 1,804.9 | $ 1,455.3 | $ 1,804.9 | $ 2,088.2 | ||
Net income | $ 159.6 | $ 116.2 | $ 136.3 | $ 139.8 | 531.4 | 135.4 | 294.5 |
Total other comprehensive income (loss) | (27.5) | (119.2) | (67.9) | ||||
Cash dividends declared ($0.87 per share for 2014, $0.94 per share for 2015 and $ 1.02 per share for 2016) | (75.9) | (70.6) | (66.4) | ||||
Issuance of common stock | 67.6 | 77.3 | 109.3 | ||||
Share-based compensation | 90 | 81.8 | 71.6 | ||||
Purchases of common stock | (406.9) | (498.7) | (659.6) | ||||
Tax benefit relating to share-based compensation plans | 41.1 | 44.4 | 35.2 | ||||
Ending Balance | $ 1,675.1 | $ 1,455.3 | $ 1,675.1 | $ 1,455.3 | $ 1,804.9 | ||
Common Stock | |||||||
Beginning Balance (Shares) | 73,697,371 | 74,893,483 | 73,697,371 | 74,893,483 | 77,436,263 | ||
Beginning Balance | $ 18.4 | $ 18.7 | $ 18.4 | $ 18.7 | $ 19.4 | ||
Issuance of common stock | $ 0.3 | $ 0.4 | $ 0.4 | ||||
Issuance of common stock (in shares) | 1,201,880 | 1,549,177 | 1,954,647 | ||||
Purchases of common stock (in shares) | (2,000,000) | (2,745,289) | (4,497,427) | ||||
Purchases of common stock | $ (0.5) | $ (0.7) | $ (1.1) | ||||
Ending Balance (in shares) | 72,899,251 | 73,697,371 | 72,899,251 | 73,697,371 | 74,893,483 | ||
Ending Balance | $ 18.2 | $ 18.4 | $ 18.2 | $ 18.4 | $ 18.7 | ||
Capital In Excess Of Par Value | |||||||
Beginning Balance | 2,148.4 | 1,945.3 | 2,148.4 | 1,945.3 | 1,729.6 | ||
Issuance of common stock | 67.3 | 76.9 | 108.9 | ||||
Share-based compensation | 90 | 81.8 | 71.6 | ||||
Purchases of common stock | 0 | 0 | 0 | ||||
Tax benefit relating to share-based compensation plans | 41.1 | 44.4 | 35.2 | ||||
Ending Balance | 2,346.8 | 2,148.4 | 2,346.8 | 2,148.4 | 1,945.3 | ||
Accumulated Deficit / Retained Earnings | |||||||
Beginning Balance | (503.5) | (70.3) | (503.5) | (70.3) | 360.1 | ||
Net income | 531.4 | 135.4 | 294.5 | ||||
Cash dividends declared ($0.87 per share for 2014, $0.94 per share for 2015 and $ 1.02 per share for 2016) | (75.9) | (70.6) | (66.4) | ||||
Purchases of common stock | (406.4) | (498) | (658.5) | ||||
Ending Balance | (454.4) | (503.5) | (454.4) | (503.5) | (70.3) | ||
Accumulated Other Comp. (Loss) Inc. | |||||||
Beginning Balance | $ (208) | $ (88.8) | (208) | (88.8) | (20.9) | ||
Total other comprehensive income (loss) | (27.5) | (119.2) | (67.9) | ||||
Ending Balance | $ (235.5) | $ (208) | $ (235.5) | $ (208) | $ (88.8) |
Consolidated Statements of Sha7
Consolidated Statements of Shareholders' Investment (Parenthetical) - $ / shares | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Cash dividends declared, per share | $ 1.02 | $ 0.94 | $ 0.87 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows $ in Millions | 12 Months Ended | ||
Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | |
Cash flows from operating activities: | |||
Net income | $ 531.4 | $ 135.4 | $ 294.5 |
Adjustments to reconcile net income to net cash provided by operating activities, net of acquired businesses: | |||
Depreciation and amortization | 213.4 | 193.1 | 174.1 |
Litigation charges, net | 204.9 | 588 | 268.9 |
Restructuring and productivity initiative costs, net of payments | 5 | 22.5 | 9.8 |
Asset impairments | 1.2 | 4.5 | 6.8 |
Settlement of pre-existing relationship related to Medicon | 0 | 49.6 | 0 |
Gain on previously held ownership share of Medicon | 0 | (25.5) | 0 |
Gain on sale of investment | 0 | 0 | (7.1) |
Acquired in-process research and development | 0 | 0 | 2.6 |
Deferred income taxes | (65.4) | (45.1) | (26.9) |
Share-based compensation | 90 | 81.8 | 71.4 |
Inventory reserves and provision for doubtful accounts | 24 | 27.4 | 23.3 |
Other items | (1.7) | 4.2 | 4.2 |
Changes in assets and liabilities, net of acquired businesses: | |||
Accounts receivable | (25.1) | (18) | 21.3 |
Inventories | (83.7) | (33.1) | (53.9) |
Current liabilities | (318.8) | (217.3) | (35) |
Taxes | (12.9) | 22.6 | (105.5) |
Other, net | (15.7) | 8 | 11.5 |
Net cash provided by operating activities | 546.6 | 798.1 | 660 |
Cash flows from investing activities: | |||
Capital expenditures | (100.3) | (102.9) | (126.6) |
Change in restricted cash | (121.1) | (31.2) | (31.2) |
Payments made for purchases of businesses, net of cash acquired | (202.8) | (97.4) | 0 |
Payments made for intangibles | (0.9) | (0.9) | (13.3) |
Proceeds from sale of financial instruments and other investments | 0 | 21 | 7.1 |
Other | 1.2 | 0 | 0.7 |
Net cash used in investing activities | (423.9) | (211.4) | (163.3) |
Cash flows from financing activities: | |||
Change in short-term borrowings, net | 0 | (78) | 78 |
Proceeds from issuance of long-term debt, net | 495.6 | 0 | 0 |
Payments of long-term debt | (250) | (4) | 0 |
Proceeds from exercises under share-based compensation plans, net | 50.9 | 58.7 | 98.4 |
Excess tax benefit relating to share-based compensation plans | 41.4 | 44.2 | 35.2 |
Purchases of common stock | (406.9) | (498.7) | (659.6) |
Dividends paid | (74.6) | (69.4) | (66.2) |
Payments of contingent and deferred consideration | (6.2) | (6.9) | (70.2) |
Net cash used in financing activities | (149.8) | (554.1) | (584.4) |
Effect of exchange rate changes on cash and cash equivalents | (18.4) | (42.2) | (19.1) |
Decrease in cash and cash equivalents during the year | (45.5) | (9.6) | (106.8) |
Balance at January 1 | 950.5 | 960.1 | 1,066.9 |
Balance at December 31 | 905 | 950.5 | 960.1 |
Cash paid for: | |||
Interest | 50.2 | 42.8 | 42.7 |
Income taxes | 169.2 | 192.3 | 248.5 |
Non-cash transactions: | |||
Dividends declared, not paid | 19.3 | 18 | 16.8 |
Purchases of businesses and related costs | $ 17.1 | $ 69 | $ 3 |
Significant Accounting Policies
Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2016 | |
Significant Accounting Policies | 1. Significant Accounting Policies Nature of Operations Consolidation Use of Estimates in the Preparation of Financial Statements Foreign Currency Revenue Recognition Royalty revenue is recognized as earned in accordance with the contract terms when royalty revenue can be objectively determined. If royalty revenue cannot be objectively determined during the quarterly period in which it is earned, then royalty revenue is recognized in the following quarterly period when objective evidence is obtained and the revenue becomes fixed and determinable. Charges for discounts, returns, rebates and other allowances are recognized as a deduction from revenue on an accrual basis in the period in which the revenue is recorded. The accrual for product returns, discounts and other allowances is based on the company’s history. The company allows customers to return defective or damaged products. Historically, product returns have not been material. The company grants sales rebates to independent distributors based upon the distributor’s reporting of end-user sales and pricing. Sales rebates are accrued by the company in the period in which the sale is recorded. The company’s rebate accrual is based on its history of actual rebates paid. In estimating rebate accruals, the company considers the lag time between the point of sale and the payment of the distributor’s rebate claim, distributor-specific trend analysis and contractual commitments including stated rebate rates. The company’s reserves for rebates are reviewed at each reporting period and adjusted to reflect data available at that time. The company adjusts reserves to reflect any differences between estimated and actual amounts. Such adjustments impact the amount of net product sales revenue recognized by the company in the period of adjustment. Shipping and Handling Costs Advertising Costs Research and Development Share-Based Compensation Cash Equivalents Accounts Receivable Inventories - Depreciation Software Capitalization and Amortization Goodwill Other Intangible Assets Income Taxes Income Statement Presentation of Taxes Collected from Customers and Remitted to Government Authorities Treasury Stock Derivative Instruments The company’s objective in managing its exposures to foreign currency fluctuations is to minimize earnings and cash flow volatility associated with future intercompany receivables and payables denominated in foreign currencies. These risks are managed using derivative instruments, mainly through forward currency and option contracts. The company does not utilize derivative instruments for trading or speculative purposes. None of these derivative instruments extend beyond June 2018. All of these derivative instruments are designated and qualify as cash flow hedges. The effective portion of the changes in fair value of the derivative instruments’ gains or losses are reported as a component of accumulated other comprehensive loss and reclassified into earnings on the same line item associated with the forecasted transaction and in the same period or periods when the forecasted transaction affects earnings. At December 31, 2016, all of these derivative instruments were highly effective hedging instruments because they were denominated in the same currency as the hedged item and because the maturities of the derivative instruments matched the timing of the hedged items. When applicable, foreign currency exposures that arise from remeasuring intercompany loans denominated in currencies other than the functional currency are mitigated through the use of forward contracts. Hedges of these foreign exchange exposures are not designated as hedging instruments for accounting purposes. The gains or losses on these instruments are recognized in earnings and are effectively offset by the gains or losses on the underlying hedged items. The company may use interest rate swap contracts to manage its net exposure to interest rates on its long-term debt. Under its interest rate swap contract, the company exchanged, at specified intervals, the difference between fixed and floating interest rates calculated by reference to a notional principal amount of these notes. The company’s swap contract was designated and qualified as a fair value hedge. Changes in the fair value of the swap contract offset changes in the fair value of the fixed rate debt due to changes in market interest rates. The company’s interest rate swap contract was settled concurrent with the maturity of the 2.875% fixed-rate notes in January 2016. The company may use forward starting interest rate swap contracts which are intended to manage its exposure to interest rate volatility in anticipation of issuing fixed-rate debt. The effective portion of the changes in fair value are reported as a component of accumulated other comprehensive loss and are then reclassified into interest expense over the term of the related debt beginning in the period in which the planned debt issuance occurs and the related forward starting swap contract is settled. The company’s forward starting interest rate swap contract was designated and qualified as a cash flow hedge. This contract was settled concurrent with the issuance of the 3.000% senior unsecured notes due 2026 (“3.000% Notes due 2026”) in May 2016. Reclassifications Recently Adopted Accounting Pronouncement – In June 2015, the FASB issued an accounting standard update that contains amendments that will affect a wide variety of topics in the accounting standards codification. One of the amendments include a clarification that an equity security has a readily determinable fair value if it meets certain conditions, which include the fair value of an equity security that is an investment in a mutual fund or in a structure similar to a mutual fund is readily determinable if the fair value per share is determined and published and is the basis for current transactions. In 2016, the company adopted this provision of this update and applied the provision retrospectively to 2015. See Note 12 of the notes to the consolidated financial statements. In April 2015, the FASB issued an accounting standard update that requires debt issuance costs to be presented as a direct deduction from the carrying amount of the related debt rather than as an asset. In 2016, the company adopted this update. See Note 9 of the notes to consolidated financial statements. New Accounting Pronouncements Not Yet Adopted In November 2016, the FASB issued an accounting standard update that requires the change in the total of cash, cash equivalents, and restricted cash to be shown in the statement of cash flows. As a result, transfers between cash, cash equivalents, and restricted cash will no longer be presented in the statement of cash flows. This update will be effective as of the beginning of Bard’s 2018 fiscal year, with early adoption permitted. Other than the impact of this change on the statements of cash flows, this update is not expected to have a material impact on the company’s consolidated financial statements. In October 2016, the FASB issued an accounting standard update that requires the immediate recognition of the income tax effects of intra-entity transfers of assets other than inventory at the time of the transfer. This update will be effective as of the beginning of Bard’s 2018 fiscal year, with early adoption permitted at the beginning of an annual period. The company is assessing the impact of inter-entity transfers on the company’s consolidated financial statements. In March 2016, the FASB issued an accounting standard update that includes multiple provisions intended to simplify various aspects of the accounting for share-based payments, including the income tax items and the classification of these items on the statement of cash flows. This update will be effective as of the beginning of Bard’s 2017 fiscal year. This standard will result in the recognition of excess income tax benefits to the consolidated statements of income upon settlement of share-based compensation awards, which is largely dependent on the exercise/vesting of awards and variables such as the company’s stock price at the time of the exercise/vesting of awards and the exercise price of the underlying awards. Other than the recognition of excess income tax benefits which may be material to the consolidated statements of income and the classification of these items on the statements of cash flows, this update is not expected to have a material impact on the company’s consolidated financial statements. In February 2016, the FASB issued a new accounting standard to use in the accounting for leases. The new standard will require, among other items, lessees to recognize most leases on the balance sheet by recording a right-of-use asset and a lease liability. This standard will be effective as of the beginning of Bard’s 2019 fiscal year. Other than this impact to the company’s consolidated balance sheet, the new standard is not expected to have a material impact on the company’s consolidated financial statements. In May 2014, the FASB issued a new accounting standard that provides for a comprehensive model to use in the accounting for revenue arising from contracts with customers. Under this standard, revenue will be recognized to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. In August 2015, the FASB issued an accounting standard update to defer this standard’s effective date for one year, which will now begin with Bard’s 2018 fiscal year. Under this standard, the company expects to recognize royalty revenue in earlier periods than under its current policy, and for other contracts that do not meet the new criteria for recognizing revenue over time. In addition, revenue will be recognized in earlier periods, where the company maintains risk of loss for products that are in-transit to the customer. The company has made substantial progress in its evaluation of the new standard, and other than these items, this standard is not expected to have a material impact on the company’s consolidated financial statements. The company will continue to assess the new standard, as well as updates to the standard that have been proposed by the FASB. The company intends to adopt the standard under the modified retrospective approach beginning with Bard’s 2018 fiscal year. |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 31, 2016 | |
Acquisitions | 2. Acquisitions The company acquires businesses, products and technologies to augment its existing product lines and from time-to-time may divest businesses or product lines for strategic reasons. Unaudited pro forma financial information has not been presented because the effects of acquisitions were not material on either an individual or aggregate basis. Acquisitions On January 21, 2016, the company acquired all of the outstanding shares of Liberator Medical Holdings, Inc. (“Liberator”), a publicly-held direct-to-consumer distributor of urological catheters, ostomy supplies, mastectomy fashions and diabetic medical supplies for a purchase price of $181.1 million. This acquisition enhanced the company’s position in the home healthcare market in the United States. The acquisition was accounted for as a business combination, and the results of operations have been included in the company’s results since the acquisition date. The fair value of the assets acquired and the liabilities assumed results in the recognition of: customer relationships of $53.0 million; other intangibles of $26.0 million, primarily consisting of a trade name and non-compete agreements; deferred tax liabilities of $31.6 million, primarily associated with intangible assets; and other net assets of $11.9 million. The excess of the purchase price over fair value of the acquired net assets was recorded as goodwill of $121.8 million. The goodwill recognized includes the value of expected market expansion in the home healthcare market through Liberator’s direct-to-consumer capabilities that provide additional opportunity for market penetration. Additionally, synergies are expected to result from the alignment of sales call points within the company’s sales organization. The goodwill is not deductible for tax purposes. Customer relationships and other intangible assets are being amortized over their weighted average estimated useful lives of approximately 12 years and 8 years, respectively. On December 3, 2015, the company, through a wholly-owned foreign subsidiary, acquired all of the outstanding shares of Embo Medical Limited (“Embo”), a privately-held company headquartered in Galway, Ireland, specializing in the development of peripheral embolization devices. The total purchase consideration included an up-front cash payment of $21.0 million and the fair value of future additional milestone payments of up to $22.5 million that are contingent upon specific regulatory and revenue-related milestones being achieved, which had a fair value of $16.6 million as of the acquisition date. The acquisition was recognized in the first quarter of 2016 for this foreign subsidiary. The fair value of the assets acquired and the liabilities assumed resulted in the recognition of: an IPR&D asset of $36.1 million related to the development of the Caterpillar TM vascular plug device; goodwill of $4.4 million; and other net liabilities of $2.9 million. The goodwill is not deductible for tax purposes. The fair value of the IPR&D asset was determined based upon the present value of expected future cash flows adjusted for the probability of technological and regulatory success, utilizing a risk-adjusted discount rate of 17.5%. The fair value of the future contingent consideration was determined utilizing a probability weighted cash flow estimate adjusted for the expected timing of the payment. On November 2, 2015, the company acquired Kobayashi Pharmaceutical Co., Ltd.’s (“Kobayashi”) 50% ownership share in Medicon, Inc. (“Medicon”), through a share redemption (the “Medicon Acquisition”). Medicon was a joint venture company equally-owned by the company and Kobayashi and was a distributor of Bard’s products in Japan. As a result of the Medicon Acquisition, the company now owns 100% of the outstanding shares of Medicon. The acquisition provides the company with greater control over its operations in Japan. The total consideration of $138.0 million, denominated in Japanese Yen, included an up-front cash payment of approximately $24.9 million at closing; the present value of future payments totaling approximately $65.8 million; settlement of an accounts receivable balance due from Medicon of $42.0 million; and the fair value of an off-market supply contract of $5.3 million. The future payments will be paid in Japanese Yen over a 10 year period, subject to exchange rate fluctuations. The liability for future payments was $52.3 million, of which $39.5 million was recorded to other long-term liabilities, and $66.0 million, of which $50.3 million was recorded to other long-term liabilities, at December 31, 2016 and 2015, respectively. The company will make future payments of $41.0 million over the next five years. The fair value of the purchase consideration for the Medicon Acquisition was $88.4 million. In addition, the company recorded an expense of $49.6 million ($33.5 million after tax) to other (income) expense, net, related to the settlement of a pre-existing contractual relationship, which included a management fee provision. The settlement amount was calculated as the present value of the differential between the forecasted payments under the pre-existing contract and those of an at-market contract. Immediately prior to the Medicon Acquisition, the fair value of the company’s existing 50% ownership share in Medicon of $46.4 million was determined using the present value of expected future cash flows. In connection with the fair value measurement of this ownership share, the company recorded a gain of $25.5 million to other (income) expense, net. The Medicon Acquisition was accounted for as a business combination, and the results of operations have been included in the company’s results since the acquisition date. The fair value of the assets acquired and the liabilities assumed results in the recognition of: customer relationships of $13.0 million; other intangible assets of $4.0 million, primarily related to regulatory assets; other net assets of $93.0 million, primarily consisting of inventory, accounts receivable, financial instruments, and pension obligations; and deferred tax liabilities of $8.8 million, primarily associated with intangible assets. An IPR&D asset of $11.9 million was recorded for the ongoing clinical trials required to obtain regulatory approval for certain of Bard’s products in the Japanese health care market. The fair value of the IPR&D asset was determined utilizing the replacement cost method. The excess of the purchase price over fair value of the acquired net assets was recorded as goodwill of $21.7 million. The goodwill recognized includes the value of Medicon’s assembled workforce and expected other cost synergies. A portion of the goodwill is deductible for tax purposes. Customer relationships and other intangibles assets are being amortized over their weighted average estimated useful lives of approximately 12 years and 10 years, respectively. The company incurred acquisition-related transaction costs of $2.4 million, which were expensed to marketing, selling and administrative expense. Prior to the Medicon Acquisition, the company accounted for the joint venture under the equity method of accounting. The company recorded sales to Medicon of $139.6 million for the period from January 1, 2015 through November 1, 2015 and $156.3 million for the year ended 2014. The company eliminated the intercompany profits on sales to Medicon until Medicon sold the company’s products to a third party. The company recorded equity losses of $0.4 million for the period from January 1, 2015 through November 1, 2015 and $0.3 million for the year ended 2014. There were no dividends received from Medicon in 2015. The company received dividends from Medicon of $1.5 million for the year ended December 31, 2014. On July 1, 2015, the company acquired all of the outstanding shares of Vascular Pathways, Inc. (“VPI”), a privately-held developer and supplier of vascular access devices. VPI manufactures the AccuCath ® |
Asset Impairments
Asset Impairments | 12 Months Ended |
Dec. 31, 2016 | |
Asset Impairments | 3. Asset Impairments During 2016, the company recorded $1.2 million ($1.2 million after tax) to cost of goods sold for the impairment of a prepaid asset. During 2015 and 2014, the company recorded $4.5 million ($2.8 million after tax) and $6.8 million ($4.3 million after tax), respectively, to research and development expense for the impairment of IPR&D projects, primarily due to changes in cash flow assumptions. Asset impairment charges were measured at fair value using significant unobservable inputs that are categorized as Level 3 under the fair value hierarchy, which is described further in Note 6 of the notes to consolidated financial statements. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2016 | |
Income Taxes | 4. Income Taxes The components of income from operations before income taxes for the following years ended December 31 consisted of: 2016 2015 2014 (dollars in millions) United States $ 268.1 $ 550.3 $ 344.3 Foreign 395.6 (200.9 ) 101.5 $ 663.7 $ 349.4 $ 445.8 The income tax provision for the following years ended December 31 consisted of: 2016 2015 2014 (dollars in millions) Current provision Federal $ 132.3 $ 196.8 $ 130.1 Foreign 44.5 40.8 32.3 State 20.9 21.5 15.8 197.7 259.1 178.2 Deferred (benefit) provision Federal (62.1 ) (18.3 ) (17.8 ) Foreign 4.4 (26.5 ) (3.9 ) State (7.7 ) (0.3 ) (5.2 ) (65.4 ) (45.1 ) (26.9 ) $ 132.3 $ 214.0 $ 151.3 Deferred tax assets and deferred tax liabilities at December 31 consisted of: 2016 2015 (dollars in millions) Deferred tax assets Employee benefits $ 184.2 $ 180.1 Inventory 12.4 12.2 Receivables and rebates 31.7 29.6 Accrued expenses 259.8 165.2 Loss carryforwards and credits 77.7 81.4 Other 2.5 — Gross deferred tax assets 568.3 468.5 Valuation allowance (53.3 ) (51.1 ) 515.0 417.4 Deferred tax liabilities Intangibles 346.2 338.8 Accelerated depreciation 16.9 16.3 Receivables and other 106.4 59.0 469.5 414.1 $ 45.5 $ 3.3 As discussed in Note 1 of the notes to consolidated financial statements, the company retrospectively adopted an accounting standard update early. This update requires all deferred tax assets and liabilities to be reported as non-current in the consolidated balance sheets. The adoption of this update had the following impact on the 2015 consolidated balance sheet amounts as previously reported: short-term deferred tax assets decreased by $123.9 million, deferred tax assets increased by $28.7 million, accrued expenses decreased by $1.1 million and deferred tax liabilities decreased by $94.1 million. At December 31, 2016, the company had federal net operating loss carryforwards of $34.3 million, which expire between 2027 and 2036, state net operating loss carryforwards of $415.2 million, which expire between 2017 and 2037, foreign net operating loss carryforwards of $158.4 million, which expire between 2018 and 2027, and foreign net operating loss carryforwards of $24.5 million with an indefinite life. The company also had various tax credits of $11.5 million with an indefinite life and $12.3 million that expire between 2018 and 2033. The company records valuation allowances to reduce its deferred tax assets to the amount that it believes is more likely than not to be realized. The company considers future taxable income and the periods over which it must be earned in assessing the need for valuation allowances. In the event the company determines it would not be able to realize all or part of its net deferred tax assets in the future, an adjustment to the deferred tax assets would be charged to expense in the period such determination was made. At December 31, 2016, the valuation allowance primarily related to state and foreign net operating loss carryforward and credits, and to certain other state deferred tax assets. A reconciliation between the effective income tax rate and the federal statutory rate for the following years ended December 31 is: 2016 2015 2014 Federal statutory rate 35 % 35 % 35 % State taxes, net of federal benefit 1 % 4 % 2 % Operations taxed at other than U.S. rate (13 )% 24 % (A) (2 )% (A) Research and development tax credit (1 )% (2 )% (1 )% Other (2 )% — — 20 % 61 % 34 % (A) Includes the tax effects of litigation charges, net, which consist primarily of product liability claims allocated to a low tax jurisdiction. The company’s foreign tax incentives consist of incentive tax grants in Malaysia and Puerto Rico. The company’s grant in Malaysia expired during 2015 and the company’s grant in Puerto Rico will expire in 2028. The approximate dollar and per share effects of the Malaysian and Puerto Rican tax grants were as follows: 2016 2015 (A) 2014 (A) (dollars in millions, except per share amounts) Tax benefit $ 92.2 $ 2.3 $ 7.0 Per share benefit $ 1.23 $ 0.03 $ 0.09 (A) Litigation charges, net, reduced the tax benefit recognized from the incentive tax grant in Puerto Rico. A tax benefit from an uncertain tax position may be recognized only if it is more likely than not that the position is sustainable based on its technical merits. The tax benefit of a qualifying position is the largest amount of tax benefit that is greater than 50% likely of being realized upon settlement with a taxing authority having full knowledge of all relevant information. A reconciliation of the gross amounts of unrecognized tax benefits, excluding interest and penalties, is as follows: 2016 2015 (dollars in millions) Balance, January 1 $ 22.3 $ 36.1 Additions related to prior year tax positions 0.7 2.9 Reductions related to prior year tax positions (2.7 ) (4.8 ) Additions for tax positions of the current year 3.4 2.1 Settlements (1.1 ) (12.4 ) Lapse of statutes of limitation (1.1 ) (1.6 ) Balance, December 31 $ 21.5 $ 22.3 The company operates in multiple taxing jurisdictions and faces audits from various tax authorities regarding transfer pricing, the deductibility of certain expenses, intercompany transactions and other matters. As of December 31, 2016, the liability for unrecognized tax benefits related to federal, state and foreign taxes was $21.5 million (of which $18.4 million would impact the effective tax rate if recognized), plus $2.6 million of accrued interest. As of December 31, 2015, the liability for unrecognized tax benefits was $22.3 million plus $2.8 million of accrued interest. Interest and penalties associated with uncertain tax positions amounted to expense of $0.3 million in both 2016 and 2015, and a credit of $0.2 million in 2014. The company is currently under examination in several tax jurisdictions and remains subject to examination until the statutes of limitation expire. Within specific countries, the company may be subject to audit by various tax authorities, and subsidiaries operating within the country may be subject to different statutes of limitation expiration dates. As of December 31, 2016, a summary of the tax years that remain subject to examination in the company’s major tax jurisdictions are: United States – federal 2014 and forward United States – states 2008 and forward China 2008 and forward Germany 2010 and forward Japan 2012 and forward Malaysia 2010 and forward Puerto Rico 2012 and forward United Kingdom 2015 and forward In 2016 and 2014, the company’s income tax provision was reduced by $2.6 million and $10.9 million, respectively, as a result of the completion of certain U.S. Internal Revenue Service (“IRS”) examinations. Depending upon open tax examinations and/or the expiration of applicable statutes of limitation, the company believes that it is reasonably possible that the total amount of unrecognized tax benefits may decrease by up to $5.1 million within the next 12 months. At December 31, 2016, the company did not provide for income taxes on the undistributed earnings of certain foreign operations of approximately $2.5 billion as it is the company’s intention to permanently reinvest these undistributed earnings outside of the United States. Determination of the amount of unrecognized deferred tax liability related to these permanently reinvested earnings is not practicable. |
Earnings per Common Share
Earnings per Common Share | 12 Months Ended |
Dec. 31, 2016 | |
Earnings per Common Share | 5. Earnings per Common Share Earnings per share (“EPS”) is computed under the two-class method, which requires nonvested share-based payment awards that have non-forfeitable rights to dividend or dividend equivalents to be treated as a separate class of securities in calculating EPS. Participating securities include nonvested restricted stock and units, nonvested shares or units under the management stock purchase program, and certain other nonvested stock-based awards. EPS is computed using the following common share information for the following years ended December 31: 2016 2015 2014 (dollars and shares in millions) EPS Numerator: Net income attributable to common shareholders $ 531.4 $ 135.4 $ 294.5 Less: Income allocated to participating securities 2.6 1.9 4.8 Net income available to common shareholders $ 528.8 $ 133.5 $ 289.7 EPS Denominator: Weighted average common shares outstanding 74.0 74.1 75.6 Dilutive common share equivalents from share-based compensation plans 1.2 1.3 1.5 Weighted average common and common equivalent shares outstanding, assuming dilution 75.2 75.4 77.1 |
Financial Instruments
Financial Instruments | 12 Months Ended |
Dec. 31, 2016 | |
Financial Instruments | 6. Financial Instruments Foreign Exchange Derivative Instruments The company enters into readily marketable forward and option contracts with financial institutions to help reduce its exposure to foreign currency exchange rate fluctuations. These contracts limit volatility because gains and losses associated with foreign currency exchange rate movements are generally offset by movements in the underlying hedged item. The notional value of the company’s forward currency and option currency contracts was $243.2 million and $191.6 million at December 31, 2016 and 2015, respectively. Interest Rate Derivative Instruments In January 2016, the company’s outstanding interest rate swap contract was settled concurrent with the maturity of the underlying 2.875% fixed-rate notes. The notional value of the company’s interest rate swap was $250 million and effectively converted these fixed-rate notes to a floating-rate instrument. In May 2016, the company’s forward starting interest rate swap contract with a notional value of $250 million was settled concurrent with the issuance of the 3.000% Notes due 2026. The fair value of the forward starting interest rate swap contract at settlement recorded in accumulated other comprehensive loss was a loss of $23.3 million. This loss will be recognized as interest expense over the term of the 3.000% Notes due 2026. The location and fair value of derivative instruments that are designated as hedging instruments recognized in the consolidated balance sheets at December 31, are as follows: Balance Sheet Location Fair Value Derivatives Designated as Hedging Instruments 2016 2015 (dollars in millions) Forward currency contracts Other current assets $ 10.9 $ 2.9 Option currency contracts Other current assets — 3.8 Interest rate swap contract Other current assets — 0.2 Forward currency contracts Other assets 3.9 — $ 14.8 $ 6.9 Forward currency contracts Accrued expenses $ 6.2 $ 6.2 Interest rate swap contract Accrued expenses — 8.0 $ 6.2 $ 14.2 The location and amounts of gains and losses on derivative instruments designated as cash flow hedges and the impact on shareholders’ investment for the years ended December 31, are as follows: Gain/(Loss) Location of Gain/(Loss) Reclassified into Income (dollars in millions) 2016 2015 2014 2016 2015 2014 Forward currency contracts $ 2.3 $ (5.1 ) $ (4.6 ) Cost of goods sold $ (7.7 ) $ (2.3 ) $ 1.4 Option currency contracts (3.4 ) 10.1 6.8 Cost of goods sold (0.6 ) 13.4 (2.0 ) Interest rate swap contract (15.3 ) (8.2 ) 0.2 Interest expense (1.5 ) — — $ (16.4 ) $ (3.2 ) $ 2.4 $ (9.8 ) $ 11.1 $ (0.6 ) At December 31, 2016, the company had losses of approximately $0.2 million in accumulated other comprehensive loss in the consolidated balance sheet that are expected to be reclassified into earnings in 2017. Financial Instruments Measured at Fair Value on a Recurring Basis Fair value is defined as the exit price that would be received to sell an asset or paid to transfer a liability. Fair value is a market-based measurement that is determined using assumptions that market participants would use in pricing an asset or liability. The fair value guidance establishes a three-level hierarchy which maximizes the use of observable inputs and minimizes the use of unobservable inputs used in measuring fair value. The levels within the hierarchy range from Level 1 having observable inputs to Level 3 having unobservable inputs. The following table summarizes certain financial instrument assets/(liabilities) measured at fair value on a recurring basis at December 31: 2016 2015 (dollars in millions) Forward currency contracts $ 8.6 $ (3.3 ) Option currency contracts — 3.8 Interest rate swap contracts — (7.8 ) The fair values were measured using significant other observable inputs and valued by reference to similar financial instruments, adjusted for restrictions and other terms specific to each instrument. These financial instruments are categorized as Level 2 under the fair value hierarchy. The fair value of the liability for contingent consideration related to acquisitions was measured using significant unobservable inputs and is categorized as Level 3 under the fair value hierarchy. The change in the liability for contingent consideration is as follows: 2016 2015 (dollars in millions) Balance, January 1 $ 11.2 $ 23.1 Purchase price contingent consideration 17.1 5.7 Payments (2.3 ) (8.0 ) Change in fair value of contingent consideration (11.1 ) (9.6 ) Balance, December 31 $ 14.9 $ 11.2 Financial Instruments Not Measured at Fair Value The estimated fair value of long-term debt (including current maturities and the effect of the related swap contract) was $1,688.0 million and $1,449.8 million at December 31, 2016 and 2015, respectively. The fair value was estimated using dealer quotes for similarly-rated debt instruments over the remaining contractual term of the company’s obligation and is categorized as Level 2 under the fair value hierarchy. The fair value of the deferred future payments related to the Medicon Acquisition of $52.3 million and $66.0 million at December 31, 2016 and 2015, respectively, approximated the carrying value. During 2016, the company made a payment related to the Medicon Acquisition of $18.4 million. The fair value was estimated by discounting the future payments based upon the timing of such payments and is categorized as Level 2 under the fair value hierarchy. Concentration Risks The company is potentially subject to concentration of credit risk through its cash equivalents and accounts receivable. The company performs periodic evaluations of the relative credit standing of its financial institutions and limits the amount of credit exposure with any one institution. Concentrations of risk with respect to trade accounts receivable are limited due to the large number of customers dispersed across many geographic areas. Accounts receivable balances include sales to government-supported healthcare systems outside the United States. The company monitors economic conditions and evaluates accounts receivable in certain countries for potential collection risks. Economic conditions and other factors in certain countries, particularly in Spain, Italy, Greece and Portugal, have resulted in, and may continue to result in, an increase in the average length of time that it takes to collect these accounts receivable and may require the company to re-evaluate the collectability of these receivables in future periods. At December 31, 2016, the company’s accounts receivable, net of allowances, from the national healthcare systems and private sector customers in these four countries was $44.6 million, of which $3.3 million was greater than 365 days past due. Sales to distributors, which supply the company’s products to many end-users, accounted for approximately 36% of the company’s net sales in 2016 and the five largest distributors combined accounted for approximately 51% of distributors’ sales in 2016. One large distributor accounted for approximately 8% of the company’s net sales in 2016 and 9% of the company’s net sales in each of 2015 and 2014. This distributor represented gross receivables of approximately $37.3 million and $45.4 million as of December 31, 2016 and 2015, respectively. |
Inventories
Inventories | 12 Months Ended |
Dec. 31, 2016 | |
Inventories | 7. Inventories Inventories at December 31 consisted of: 2016 2015 (dollars in millions) Finished goods $ 292.8 $ 252.3 Work in process 27.0 23.8 Raw materials 163.2 137.6 $ 483.0 $ 413.7 Consigned inventory was $59.4 million and $53.2 million at December 31, 2016 and 2015, respectively. |
Other Intangible Assets
Other Intangible Assets | 12 Months Ended |
Dec. 31, 2016 | |
Other Intangible Assets | 8. Other Intangible Assets Other intangible assets at December 31 consisted of: 2016 2015 Gross Accumulated Gross Accumulated (dollars in millions) Core and developed technologies $ 1,197.7 $ (511.3 ) $ 1,161.6 $ (417.3 ) Customer relationships 171.6 (53.2 ) 150.1 (70.3 ) In-process research and development 121.5 — 115.7 — Other intangibles 190.8 (107.1 ) 184.9 (105.6 ) $ 1,681.6 $ (671.6 ) $ 1,612.3 $ (593.2 ) Amounts capitalized as IPR&D are accounted for as indefinite-lived intangible assets until completion or abandonment of the project. See Note 3 of the notes to consolidated financial statements for further discussion of IPR&D impairment charges. Amortization expense was $130.5 million, $119.5 million and $108.8 million in 2016, 2015 and 2014, respectively. The estimated amortization expense for the years 2017 through 2021 based on the company’s amortizable intangible assets as of December 31, 2016 is as follows: 2017 - $127.6 million; 2018 - $123.6 million; 2019 - $119.2 million; 2020 - $107.0 million; and 2021 - $88.5 million. |
Debt
Debt | 12 Months Ended |
Dec. 31, 2016 | |
Debt | 9. Debt Long-term debt including current maturities at December 31 consisted of: 2016 2015 (dollars in millions) 2.875% notes due 2016 $ — $ 250.2 1.375% notes due 2018 499.1 498.2 4.40% notes due 2021 496.9 496.1 3.000% notes due 2026 495.9 — 6.70% notes due 2026 149.8 149.8 $ 1,641.7 $ 1,394.3 As discussed in Note 1 of the notes to consolidated financial statements, the company retrospectively adopted an accounting standard update that requires debt issuance costs to be presented as a direct deduction from the carrying amount of the related debt. The adoption of this update required the reclassification of $3.7 million from other assets to long-term debt on the 2015 consolidated balance sheet. In January 2016, the company redeemed, at maturity, its 2.875% notes due 2016, primarily through the issuance of commercial paper. On May 9, 2016, the company issued $500 million aggregate principal amount of 3.000% senior unsecured notes due 2026. Interest on the notes is payable semi-annually. Net proceeds from this offering were approximately $495.6 million, after deducting debt offering costs, consisting of underwriting commissions and offering expenses of $4.3 million and a debt issuance discount of $0.1 million, which were both recorded to long-term debt. The debt offering costs and debt issuance discount will be amortized over the term of the notes. Net proceeds from the issuance of the notes were used for general corporate purposes, including repayment of outstanding commercial paper. With the exception of the 6.70% notes due 2026, the notes included in the above table are redeemable in whole or in part at any time, at the company’s option at specified redemption prices or, at the holder’s option, upon change of control triggering event, as defined in the applicable indenture. In November 2016, the company amended its $1.0 billion five-year committed syndicated bank credit facility that was scheduled to expire in November 2020. The amendment extends the commitment termination date until November 2021. The amended credit facility supports the company’s commercial paper program and can be used for general corporate purposes. The facility includes pricing based on the company’s long-term credit ratings and includes a financial covenant that limits the amount of total debt to total capitalization. At December 31, 2016, the company was in compliance with this covenant. There were no commercial paper borrowings outstanding at December 31, 2016 or 2015. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies | 10. Commitments and Contingencies In the ordinary course of business, the company is subject to various legal proceedings, investigations and claims, including, for example, environmental matters, employment disputes, disputes on agreements and other commercial disputes. In addition, the company operates in an industry susceptible to significant product liability and patent legal claims. The company accounts for estimated losses with respect to legal proceedings and claims when such losses are probable and reasonably estimable. If the estimate of a probable loss is a range and no amount within the range is more likely, the company accrues the minimum amount of the range. Legal costs associated with these matters are expensed as incurred. At any given time, in the ordinary course of business, the company is involved as either a plaintiff or defendant in a number of patent infringement actions. If a third party’s patent infringement claim were to be determined against the company, the company might be required to make significant royalty or other payments or might be subject to an injunction or other limitation on its ability to manufacture or distribute one or more products. If a patent owned by or licensed to the company is found to be invalid or unenforceable, the company might be required to reduce the value of certain intangible assets on the company’s balance sheet and to record a corresponding charge, which could be significant in amount. Many of the company’s legal proceedings and claims could have a material adverse effect on its business, results of operations, financial condition and/or liquidity. The company requires limited product warranty accruals as the majority of the company’s products are intended for single use. Certain of the company’s products carry limited warranties that in general do not exceed one year from sale. The company accrues estimated product warranty costs at the time of sale. Product Liability Matters Hernia Product Claims As of December 31, 2016, approximately 25 federal and 65 state lawsuits involving individual claims by approximately 90 plaintiffs, as well as one putative class action in the United States, are currently pending against the company with respect to its Composix ® ® ® ® ® ® The company has resolved the majority of its historical Hernia Product Claims, including through agreements or agreements in principle with various plaintiffs’ law firms to settle their respective inventories of cases. Each agreement involving the settlement of a firm’s inventory of claims was subject to certain conditions, including requirements for participation in the proposed settlements by a certain minimum number of plaintiffs. In addition, the company continues to engage in discussions with other plaintiffs’ law firms regarding potential resolution of unsettled Hernia Product Claims, and intends to vigorously defend Hernia Product Claims that do not settle, including through litigation. The company expects additional trials of Hernia Product Claims to take place over the next 12 months. The company cannot give any assurances that the resolution of the Hernia Product Claims that have not settled, including asserted and unasserted claims and the putative class action lawsuit, will not have a material adverse effect on the company’s business, results of operations, financial condition and/or liquidity. Women’s Health Product Claims As of December 31, 2016, product liability lawsuits involving individual claims by approximately 6,235 plaintiffs are currently pending against the company in various federal and state jurisdictions alleging personal injuries associated with the use of certain of the company’s surgical continence products for women, which includes products manufactured by both the company and two subsidiaries of Medtronic plc (as successor in interest to Covidien plc) (“Medtronic”), each a supplier of the company. Medtronic has an obligation to defend and indemnify the company with respect to any product defect liability for products its subsidiaries had manufactured. As described below, in July 2015 the company reached an agreement with Medtronic regarding certain aspects of Medtronic’s indemnification obligation. In addition, five putative class actions in the United States and five putative class actions in Canada have been filed against the company, and a limited number of other claims have been filed or asserted in various non-U.S. jurisdictions. The foregoing lawsuits, unfiled or unknown claims, putative class actions and other claims, together with claims that have settled or are the subject of agreements or agreements in principle to settle, are referred to collectively as the “Women’s Health Product Claims”. The Women’s Health Product Claims generally seek damages for personal injury resulting from use of the products. The putative class actions, none of which has been certified, seek: (i) medical monitoring; (ii) compensatory damages; (iii) punitive damages; (iv) a judicial finding of defect and causation; and/or (v) attorneys’ fees. In April 2015, the Ontario Superior Court of Justice dismissed the plaintiffs’ motion for class certification in one Canadian putative class action. In March 2016, the company reached an agreement in principle to resolve all Canadian putative class actions, with the exception of a Quebec class action, within amounts previously recorded by the company, which settlement was finalized in September 2016. In January 2017, the court approved the discontinuance of the proposed Quebec class action. In October 2010, the Women’s Health Product Claims involving solely Avaulta ® As of December 31, 2016, the company reached agreements or agreements in principle with various plaintiffs’ law firms to settle their respective inventories of cases totaling approximately 11,000 Women’s Health Product Claims, including approximately: 560 during 2014, 6,285 during 2015 and 4,155 during 2016. The company believes that these Women’s Health Product Claims are not the subject of Medtronic’s indemnification obligation. These settlement agreements and agreements in principle include unfiled and previously unknown claims held by various plaintiffs’ law firms, which have not been included in the approximate number of lawsuits set forth in the first paragraph of this section. Each agreement is subject to certain conditions, including requirements for participation in the proposed settlements by a certain minimum number of plaintiffs. The company continues to engage in discussions with other plaintiffs’ law firms regarding potential resolution of unsettled Women’s Health Product Claims, which may include additional inventory settlements. Notwithstanding these settlement efforts, the company anticipates additional trials over the next 12 months. In addition, one or more possible consolidated trials may occur in the future. In July 2015, as part of the agreement noted above, Medtronic agreed to take responsibility for pursuing settlement of certain of the Women’s Health Product Claims that relate to products distributed by the company under supply agreements with Medtronic and the company has paid Medtronic $121 million towards these potential settlements. The company also may, in its sole discretion, transfer responsibility for settlement of additional Women’s Health Product Claims to Medtronic on similar terms. The agreement does not resolve the dispute between the company and Medtronic with respect to Women’s Health Product Claims that do not settle, if any. As part of the agreement, Medtronic and the company agreed to dismiss without prejudice their previously filed litigation with respect to Medtronic’s obligation to defend and indemnify the company. The approximate number of lawsuits set forth in the first paragraph of this section does not include approximately 600 generic complaints involving women’s health products where the company cannot, based on the allegations in the complaints, determine whether any of those cases involve the company’s women’s health products. In addition, the approximate number of lawsuits set forth in the first paragraph of this section does not include approximately 830 claims that have been threatened against the company but for which complaints have not yet been filed. In addition, the company has limited information regarding the nature and quantity of these and other unfiled or unknown claims. During the course of engaging in settlement discussions with plaintiffs’ law firms, the company has learned, and may in future periods learn, additional information regarding these and other unfiled or unknown claims, or other lawsuits, which could materially impact the company’s estimate of the number of claims or lawsuits against the company. While the company continues to engage in discussions with other plaintiffs’ law firms regarding potential resolution of unsettled Women’s Health Product Claims and intends to vigorously defend the Women’s Health Product Claims that do not settle, including through litigation, it cannot give any assurances that the resolution of these claims will not have a material adverse effect on the company’s business, results of operations, financial condition and/or liquidity. Filter Product Claims As of December 31, 2016, product liability lawsuits involving individual claims by approximately 1,425 plaintiffs are currently pending against the company in various federal and state jurisdictions alleging personal injuries associated with the use of the company’s vena cava filter products (all lawsuits, collectively, the “Filter Product Claims”). In August 2015, the Judicial Panel for Multi-District Litigation (“JPML”) ordered the creation of a Multi-District Litigation for all federal Filter Product Claims (the “IVC Filter MDL”) in the District of Arizona. There are approximately 1,375 Filter Product Claims that have been, or shortly will be, transferred to the IVC Filter MDL, including one medical monitoring class action. The remaining approximately 50 Filter Product Claims are pending in various state courts. In March 2016, a putative Canadian class action was filed against the company in Quebec. In April 2016 and May 2016, putative Canadian class actions were filed in Ontario and British Columbia, respectively. In November 2016, a putative Canadian class action was filed in Saskatchewan. The approximate number of lawsuits set forth above does not include approximately 25 claims that have been threatened against the company but for which complaints have not yet been filed. In addition, the company has limited information regarding the nature and quantity of these and other unfiled or unknown claims. The company continues to receive claims and lawsuits and may in future periods learn additional information regarding other unfiled or unknown claims, or other lawsuits, which could materially impact the company’s estimate of the number of claims or lawsuits against the company. The company expects that trials of Filter Product Claims may take place over the next 12 months. While the company intends to vigorously defend Filter Product Claims that do not settle, including through litigation, it cannot give any assurances that the resolution of these claims will not have a material adverse effect on the company’s business, results of operations, financial condition and/or liquidity. General In most product liability litigations (like those described above), plaintiffs allege a wide variety of claims, ranging from allegations of serious injury caused by the products to efforts to obtain compensation notwithstanding the absence of any injury. In many of these cases, the company has not yet received and reviewed complete information regarding the plaintiffs and their medical conditions and, consequently, is unable to fully evaluate the claims. The company expects that it will receive and review additional information regarding any remaining unsettled product liability matters. The company believes that some settlements and judgments, as well as some legal defense costs, relating to product liability matters are or may be covered in whole or in part under its product liability insurance policies with a limited number of insurance carriers, or, in some circumstances, indemnification obligations to the company from other parties, which if disputed, the company intends to vigorously contest. Amounts recovered under the company’s product liability insurance policies or indemnification arrangements may be less than the stated coverage limits or less than otherwise expected and may not be adequate to cover damages and/or costs relating to claims. In addition, there is no guarantee that insurers or other parties will pay claims or that coverage or indemnity will be otherwise available. In January 2017, the company reached an agreement to resolve litigation filed in the Southern District of New York by its insurance carriers in connection with Women’s Health Product Claims and Filter Product Claims. The agreement requires the insurance carriers to reimburse the company for certain future costs incurred in connection with Filter Product Claims up to an agreed amount. For certain product liability claims or lawsuits, the company does not maintain or has limited remaining insurance coverage. Other Legal Matters Since early 2013, the company has received subpoenas or Civil Investigative Demands from a number of State Attorneys General seeking information related to the sales and marketing of certain of the company’s products that are the subject of the Hernia Product Claims and the Women’s Health Product Claims. The company is cooperating with these requests. Although the company has had discussions with the State Attorneys General with respect to overall potential resolution of this matter, there can be no assurance that a resolution will be reached or what the terms of any such resolution may be. Since it is not feasible to predict the outcome of these proceedings, the company cannot give any assurances that the resolution of these proceedings will not have a material adverse effect on the company’s business, results of operations, financial condition and/or liquidity. In November 2015, the Department of Defense Inspector General issued an investigative subpoena to the company. The Department of Health and Human Services is also participating in this investigation. The subpoena seeks documents related to the company’s sales and marketing of certain filter products, drug coated balloon catheters, and peripheral arterial disease detection products. The company is cooperating with these requests. Since it is not feasible to predict the outcome of these proceedings, the company cannot give any assurances that the resolution of these proceedings will not have a material adverse effect on the company’s business, results of operations, financial condition and/or liquidity. In June 2011, W. L. Gore & Associates, Inc. (“Gore”) filed suit in the U.S. District Court in Delaware alleging the company had infringed several of Gore’s patents. Fact and expert discovery have been completed. In December 2015, the Delaware District Court granted the company’s summary judgment motion of no willful infringement. However, that decision was vacated in June 2016 due to a United States Supreme Court ruling that changed the test for willful infringement historically applied by the lower courts. In July 2016, the company’s summary judgment motion of laches (undue delay) was denied, at least in part because of the currently pending Supreme Court case on this issue, which was heard during the Fall 2016 term. Previously, the company filed a motion to dismiss a significant portion of Gore’s damages claim on the grounds that Gore lacks proper standing. This motion was converted to a motion for summary judgment and was granted in July 2016, effectively reducing the amount of potential damages. The trial has been set for March 2017. The company intends to vigorously defend the allegations asserted by Gore. The company cannot give any assurances that an adverse resolution of this matter will not have a material adverse effect on the company’s business, results of operations, financial condition and/or liquidity. The company is subject to numerous federal, state, local and foreign environmental protection laws governing, among other things, the generation, storage, use and transportation of hazardous materials and emissions or discharges into the ground, air or water. The company is or may become a party to proceedings brought under various federal laws including the Comprehensive Environmental Response, Compensation and Liability Act (CERCLA), commonly known as Superfund, the Resource Conservation and Recovery Act, the Clean Water Act, the Clean Air Act and similar state or foreign laws. These proceedings seek to require the owners or operators of contaminated sites, transporters of hazardous materials to the sites and generators of hazardous materials disposed of at the sites to clean up the sites or to reimburse the government for cleanup costs. In most cases, there are other potentially responsible parties that may be liable for remediation costs. In these cases, the government alleges that the defendants are jointly and severally liable for the cleanup costs; however, these proceedings are frequently resolved so that the allocation of cleanup costs among the parties more closely reflects the relative contributions of the parties to the site contamination. The company’s potential liability varies greatly from site to site. For some sites, the potential liability is de minimis and for others the costs of cleanup have not yet been determined. Accruals for estimated losses from environmental remediation obligations generally are recognized no later than completion of the remedial feasibility study and are adjusted as further information develops or circumstances change. Costs of future expenditures for environmental remediation obligations are not discounted to their present value. Recoveries of environmental remediation costs from other parties are recorded as assets when their receipt is deemed probable. The company believes that the proceedings and claims described above will likely be resolved over an extended period of time. While it is not feasible to predict the outcome of these proceedings, based upon the company’s experience, current information and applicable law, the company does not expect these proceedings to have a material adverse effect on its financial condition and/or liquidity. However, one or more of the proceedings could be material to the company’s business and/or results of operations. Litigation Reserves The company regularly monitors and evaluates the status of product liability and other legal matters, and may, from time-to-time, engage in settlement and mediation discussions taking into consideration developments in the matters and the risks and uncertainties surrounding litigation. These discussions could result in settlements of one or more of these claims at any time. In the second quarter of 2014, the company recorded a charge, net of estimated recoveries to other (income) expense, net, of approximately $259 million ($238 million after tax) related to certain of the product liability matters discussed above under the heading “Product Liability Matters”. The company recorded this charge based on additional information obtained during the quarter, including but not limited to: the allegations and documentation supporting or refuting such allegations; publicly available information regarding similar medical device mass tort settlements; historical information regarding other product liability settlements involving the company; and the procedural posture and stage of litigation. Specifically, the company considered its discussions with plaintiffs’ counsel, the increase in the rate of claims being filed (which led the company to increase its estimate of future Women’s Health Product Claims), and the value, number of cases and nature of the inventory of cases with respect to the recent settlements of claims by the company and other manufacturers. In the second quarter of 2015, the company recorded an additional charge related to these matters, net of estimated recoveries to other (income) expense, net, of approximately $337 million ($325 million after tax). The company recorded this charge based on additional information obtained during the quarter, including with respect to the factors noted above. Specifically the company considered the agreement and the agreement in principle by the company to settle approximately 2,880 Women’s Health Product Claims, the involvement of the Special Master in settlement resolution, additional settlements by other manufacturers subject to product liability claims with respect to similar products, and the continued rate of claims being filed (which led the company to increase its estimate of future Women’s Health Product Claims). In the third quarter of 2015, the company recorded an additional charge related to these matters to other (income) expense, net, of approximately $241 million ($228 million after tax). The company recorded this charge based on additional information obtained with respect to the quarter, including with respect to the factors noted above. Specifically, the company considered the agreements and the agreement in principle by the company to settle approximately 3,030 Women’s Health Product Claims, discussions with plaintiffs’ counsel, additional information learned regarding the nature and quantity of unfiled and unknown claims (which led the company to increase its estimate of future Women’s Health Product Claims), a reconciliation of claims in connection with settlements, additional settlements by other manufacturers subject to product liability claims with respect to similar products, the rate of claims being filed, and the creation of the IVC Filter MDL. In the first quarter of 2016, the company recorded an additional charge related to these matters to other (income) expense, net, of approximately $49 million ($31 million after tax). The company recorded this charge based on additional information obtained with respect to the quarter. Specifically, the company considered, among other factors, additional information learned regarding the nature and quantity of unfiled and filed claims, the increase in advertising by plaintiffs’ counsel with respect to IVC filters and an increase in the rate of claims being filed in Filter Product Claims (which led the company to increase its estimate of future Filter Product Claims). In the third quarter of 2016, the company recorded an additional charge related to these matters to other (income) expense, net, of approximately $111 million ($77 million after tax). The company recorded this charge based on additional information obtained with respect to the quarter, including with respect to the factors noted above. Specifically, the company considered, among other factors, additional information learned regarding Product Liability Matters, including regarding the nature and quantity of unfiled and filed claims and the continued rate of claims being filed in certain Product Liability Matters (which led the company to increase its estimate of future claims for certain Product Liability Matters, including Filter Product Claims). In the fourth quarter of 2016, the company recorded an additional charge related to these matters to other (income) expense, net, of approximately $46 million ($31 million after tax). The company recorded this charge based on additional information obtained with respect to the quarter, including regarding cases settled by certain other manufacturers, public information available from the court, unfiled and filed claims, the status of certain settlement discussions and information regarding plaintiff law firm inventories. These charges recognized the estimated costs for the product liability matters discussed above, including (with respect to such matters) filed and an estimate of unfiled and unknown claims, and costs to administer the settlements related to such matters. These charges exclude any costs associated with certain of the putative class action lawsuits in the United States and Canada. The company cannot give any assurances that the actual costs incurred with respect to these product liability matters will not exceed the related amounts accrued. With respect to product liability claims that are not resolved through settlement, the company intends to vigorously defend against such claims, including through litigation. The company cannot give any assurances that the resolution of any of its product liability matters, including filed, unfiled and unknown claims and the putative class action lawsuits, will not have a material adverse effect on the company’s business, results of operations, financial condition and/or liquidity. Accruals for product liability and other legal matters amounted to $1,201.5 million, of which $605.3 million was recorded to accrued expenses, and $1,174.3 million, of which $516.5 million was recorded to accrued expenses, at December 31, 2016 and December 31, 2015, respectively. The company has made total payments of $762.4 million to qualified settlement funds (“QSFs”), subject to certain settlement conditions, for certain product liability matters since 2011, of which $375.2 million were made to QSFs during 2016. Payments to QSFs are recorded as a component of restricted cash. Total payments of $562.7 million from these QSFs have been made to qualified claimants, of which $254.0 million were made during 2016. In addition, other payments of $73.3 million have been made to qualified claimants, of which $10.8 million were made during 2016. The company recorded expected recoveries related to product liability matters amounting to $267.3 million, of which $156.2 million was recorded to other current assets, and $132.8 million, of which $132.1 million was recorded to other assets, at December 31, 2016 and December 31, 2015, respectively. A substantial amount of these expected recoveries at December 31, 2016 relate to the company’s agreements with Medtronic related to certain Women’s Health Product Claims. The terms of the company’s agreement with Medtronic are substantially consistent with the assumptions underlying, and the manner in which, the company has recorded expected recoveries related to the indemnification obligation. The expected recoveries at December 31, 2016 and 2015 related to the indemnification obligation are not in dispute with respect to claims that Medtronic settles pursuant to the agreement. As described above, the agreement does not resolve the dispute between the company and Medtronic with respect to Women’s Health Product Claims that do not settle, if any, and the company also may, in its sole discretion, transfer responsibility for settlement of additional Women’s Health Product Claims to Medtronic on similar terms. The company is unable to estimate the reasonably possible losses or range of losses, if any, arising from certain existing product liability matters and other legal matters. Under U.S. generally accepted accounting principles, an event is “reasonably possible” if “the chance of the future event or events occurring is more than remote but less than likely” and an event is “remote” if “the chance of the future event or events occurring is slight”. With respect to putative class action lawsuits in the United States and certain of the Canadian lawsuits relating to product liability matters, the company is unable to estimate a range of reasonably possible losses for the following reasons: (i) all or certain of the proceedings are in early stages; (ii) the company has not received and reviewed complete information regarding all or certain of the plaintiffs and their medical conditions; and/or (iii) there are significant factual issues to be resolved. In addition, there is uncertainty as to the likelihood of a class being certified or the ultimate size of the class. In addition, with respect to the investigative subpoenas issued by various state and federal government agencies and other legal matters, the company is unable to estimate a range of reasonably possible losses for the following reasons: (i) all or certain of the proceedings are in early stages; and/or (ii) there are significant factual and legal issues to be resolved. With respect to Gore’s suit against the company alleging infringement of certain of Gore’s patents, the company is unable to estimate a range of reasonably possible losses for the following reasons: (i) the stage of the proceedings; and/or (ii) there are significant factual and legal issues to be resolved. The company is committed under noncancelable operating leases involving certain facilities and equipment. The minimum annual rentals under the terms of these leases are as follows: 2017 - $35.0 million; 2018 - $29.8 million; 2019 - $21.6 million; 2020 - $15.3 million; 2021 - $10.3 million and thereafter - $37.0 million. Total rental expense for operating leases approximated $34.8 million in 2016, $31.7 million in 2015 and $32.3 million in 2014. |
Share-Based Compensation Plans
Share-Based Compensation Plans | 12 Months Ended |
Dec. 31, 2016 | |
Share-Based Compensation Plans | 11. Share-Based Compensation Plans The company may grant a variety of share-based payments under the 2012 Long Term Incentive Plan of C. R. Bard, Inc., as amended and restated (the “LTIP”) and the 2005 Directors’ Stock Award Plan of C. R. Bard, Inc., as amended and restated (the “Directors’ Plan”) to certain directors, officers and employees. The total number of remaining shares at December 31, 2016 that may be issued under the LTIP was 3,639,647 and under the Directors’ Plan was 21,890. Awards under the LTIP may be in the form of stock options, stock appreciation rights, limited stock appreciation rights, restricted stock, unrestricted stock and other stock-based awards. Awards under the Directors’ Plan may be in the form of stock awards, stock options or stock appreciation rights. The company also has two employee stock purchase programs. Amounts charged against income for share-based payment arrangements were $90.0 million for 2016, $81.8 million for 2015 and $71.4 million for 2014. The related income tax benefit recognized in income for share-based payment arrangements was $30.2 million for 2016, $27.7 million for 2015 and $24.2 million for 2014. As of December 31, 2016, there were $144.3 million of unrecognized compensation costs related to share-based payment arrangements. These costs are expected to be recognized over a weighted-average period of approximately two years. The company has sufficient shares to satisfy expected share-based payment arrangements in 2017. Stock Options Number of Weighted Weighted Aggregate Outstanding - January 1 3,918,435 $ 124.77 Granted 249,213 218.15 Exercised (795,663 ) 97.31 Canceled/forfeited (76,106 ) 155.19 Outstanding - December 31 3,295,879 $ 137.76 6.5 $ 286.5 Exercisable 2,129,474 $ 113.99 5.35 $ 235.7 The company uses a binomial-lattice option valuation model to estimate the fair value of stock options. The assumptions used to estimate the fair value of the company’s stock option grants for the following years ended December 31 are: 2016 2015 2014 Dividend yield 0.5 % 0.5 % 0.6 % Risk-free interest rate 1.6 % 1.3 % 1.2 % Expected option life in years 7.4 6.5 6.5 Expected volatility 21 % 21 % 21 % Option fair value $ 54.71 $ 40.94 $ 35.69 Compensation expense related to stock options was $23.9 million, $22.6 million and $19.4 million for the years ended December 31, 2016, 2015 and 2014, respectively. At December 31, 2016, there were $31.6 million of total unrecognized compensation costs related to nonvested stock options. These costs are expected to be recognized over a weighted-average period of approximately two years. During the years ended December 31, 2016, 2015 and 2014, 650,782, 730,082 and 709,882 options, respectively, vested with a weighted-average fair value of $31.45, $26.11 and $23.07, respectively. The total intrinsic value of stock options exercised during 2016, 2015 and 2014 was $91.7 million, $94.6 million and $95.7 million, respectively. Cash received from stock option exercises for the years ended December 31, 2016, 2015 and 2014 was $75.0 million, $89.4 million and $120.9 million, respectively. The actual tax benefit realized for the tax deductions from option exercises was $30.3 million, $32.1 million and $32.2 million for the years ended December 31, 2016, 2015 and 2014, respectively. Restricted Stock and Units— Number of Weighted Outstanding - January 1 471,920 $ 147.41 Granted 178,825 219.63 Vested (165,115 ) 129.87 Forfeited (12,542 ) 153.13 Outstanding - December 31 473,088 $ 180.67 Other Restricted Stock Units Number of Weighted Outstanding - January 1 406,533 $ 115.30 Granted 99,240 200.12 Vested (79,750 ) 96.65 Forfeited (23,933 ) 139.71 Outstanding - December 31 402,090 $ 138.47 Performance Restricted Stock Units Other Stock-Based Awards Management Stock Purchase Program Number of Weighted Outstanding - January 1 197,997 $ 39.70 Purchased 54,359 60.54 Vested (44,562 ) 32.44 Forfeited (7,790 ) 47.96 Outstanding - December 31 200,004 $ 46.66 The company uses the Black-Scholes model, as a result of the option-like features of the MSPP, to estimate the expense associated with anticipated MSPP purchases. Compensation expense is recognized over a period that will end four years after purchase. The assumptions used for the following years ended December 31 are: 2016 2015 2014 Dividend yield 0.5 % 0.6 % 0.6 % Risk-free interest rate 0.39 % 0.16 % 0.07 % Expected life in years 0.6 0.6 0.6 Expected volatility 18 % 17 % 20 % Fair value $ 83.23 $ 60.47 $ 51.82 Compensation expense related to this program was $10.7 million, $9.2 million and $6.7 million for the years ended December 31, 2016, 2015 and 2014, respectively. At December 31, 2016, there were $8.3 million of total unrecognized compensation costs related to nonvested MSPP shares and units. These costs are expected to be recognized over a weighted-average period of approximately two years. Employee Stock Purchase Plan The company values the ESPP purchases utilizing the Black-Scholes model. The weighted average assumptions used for the following years ended December 31 are: 2016 2015 2014 Dividend yield 0.5 % 0.6 % 0.6 % Risk-free interest rate 0.45 % 0.14 % 0.08 % Expected life in years 0.5 0.5 0.5 Expected volatility 21 % 17 % 18 % Fair value $ 42.71 $ 33.45 $ 27.73 Compensation expense related to this plan was $3.6 million, $3.2 million and $2.9 million for the years ended December 31, 2016, 2015 and 2014, respectively. For the years ended December 31, 2016 and 2015, employees purchased 94,841 and 107,359 shares, respectively. |
Pension and Other Postretiremen
Pension and Other Postretirement Benefit Plans | 12 Months Ended |
Dec. 31, 2016 | |
Pension and Other Postretirement Benefit Plans | 12. Pension and Other Postretirement Benefit Plans Defined Benefit Pension Plans The company has both tax-qualified and nonqualified, noncontributory defined benefit pension plans that together cover certain domestic and foreign employees. These plans provide benefits based upon a participant’s compensation and years of service. The nonqualified plans are made up of the following arrangements: a nonqualified supplemental deferred compensation arrangement and a nonqualified excess pension deferred compensation arrangement (together, “the nonqualified plans”). The nonqualified supplemental deferred compensation arrangement provides supplemental income to key executives of the company. The benefit is determined by the accumulation of an account balance that results from a percentage of pay credit and interest. No deferrals of pay are required from participants. The balance is paid to a participant after retirement over a 15-year period. The nonqualified excess pension deferred compensation arrangement provides benefits to key employees that cannot be provided by the qualified plan due to IRS limitations. The change in benefit obligation, change in fair value of plan assets and funded status for the plans are as follows: 2016 2015 (dollars in millions) Benefit obligation - beginning $ 586.9 $ 544.0 Service cost 29.2 30.1 Interest cost 19.0 20.2 Transfers–Medicon (19.1 ) 25.4 Curtailment (5.9 ) — Actuarial loss (gain) 24.3 6.1 Benefits paid (31.8 ) (33.1 ) Currency/other (13.3 ) (5.8 ) Benefit obligation - ending $ 589.3 $ 586.9 Fair value of plan assets - beginning $ 462.6 $ 455.6 Actual return on plan assets 35.6 (5.1 ) Company contributions 34.8 31.6 Transfers–Medicon (19.0 ) 17.9 Benefits paid (31.8 ) (33.1 ) Currency/other (12.5 ) (4.3 ) Fair value of plan assets - ending $ 469.7 $ 462.6 Funded status of the plans, December 31 $ (119.6 ) $ (124.3 ) Foreign benefit plan assets at fair value included in the preceding table were $86.8 million and $107.8 million at December 31, 2016 and 2015, respectively. The foreign pension plan benefit obligations included in this table were $102.4 million and $123.1 million at December 31, 2016 and 2015, respectively. The benefit obligation for nonqualified plans also included in this table was $86.4 million and $78.9 million at December 31, 2016 and 2015, respectively. The nonqualified plans are generally not funded. At December 31, 2016 and 2015, the accumulated benefit obligation for all pension plans was $537.6 million and $526.4 million, respectively. At December 31, 2016 and 2015, the accumulated benefit obligation for foreign pension plans was $87.6 million and $105.5 million, respectively. The accumulated benefit obligation for the nonqualified plans was $82.8 million and $75.1 million at December 31, 2016 and 2015, respectively. For pension plans with benefit obligations in excess of plan assets at December 31, 2016 and 2015, the fair value of plan assets was $469.7 million and $444.7 million, respectively, and the benefit obligation was $589.3 million and $576.3 million, respectively. For pension plans with accumulated benefit obligations in excess of plan assets at December 31, 2016 and 2015, the fair value of plan assets was $8.0 million and $7.1 million, respectively, and the accumulated benefit obligation was $94.6 million and $96.6 million, respectively. Defined benefit plans are an exception to the recognition and fair value measurement principles in business combinations. Defined benefit plan obligations are recognized and measured in accordance with the accounting principles for benefit plans rather than at fair value. Accordingly, at the time of acquisition, the company remeasured the benefit plans sponsored by Medicon and recognized an asset or liability for the funded status of these plans. See Note 2 of the notes to consolidated financial statements. In the fourth quarter of 2016, the Medicon defined benefit pension plans were frozen to further benefit accruals and closed to new participants. This action required a remeasurement of the plans’ assets and obligations, which resulted in a non-cash curtailment gain of $5.3 million. These plans were converted to a defined contribution plan. Amounts recognized in accumulated other comprehensive loss at December 31 consisted of: 2016 2015 (dollars in millions) Net loss $ 169.2 $ 163.7 Prior service credit (1.9 ) (2.7 ) Before tax amount $ 167.3 $ 161.0 After tax amount $ 108.7 $ 103.8 The change in net loss in the above table included net losses of $16.7 million ($11.3 million after tax) and $41.3 million ($26.5 million after tax) during the years ended December 31, 2016 and 2015, respectively. Amounts recognized in the consolidated balance sheets at December 31 consisted of: 2016 2015 (dollars in millions) Other assets $ — $ 7.2 Accrued compensation and benefits (4.6 ) (4.6 ) Other long-term liabilities (115.0 ) (126.9 ) Net amount recognized $ (119.6 ) $ (124.3 ) The estimated net actuarial loss for pension benefits that will be amortized from accumulated other comprehensive loss into net pension cost over the next fiscal year is expected to be $12.7 million. The components of net periodic benefit cost for the following years ended December 31 are: 2016 2015 2014 (dollars in millions) Service cost, net of employee contributions $ 28.8 $ 29.6 $ 26.9 Interest cost 19.0 20.2 21.2 Expected return on plan assets (32.1 ) (31.3 ) (27.9 ) Amortization of net loss 10.8 12.4 10.4 Amortization of prior service cost (0.4 ) (0.4 ) (0.4 ) Curtailment (5.3 ) — — Net periodic pension cost $ 20.8 $ 30.5 $ 30.2 The net pension cost attributable to foreign plans included in the above table were a credit of $0.5 million in 2016 and cost of $4.4 million and $4.2 million in 2015 and 2014, respectively. The weighted average assumptions used in determining pension plan information for the following years ended December 31 are: 2016 2015 2014 Net Cost Discount rate – service cost 4.26 % 3.79 % 4.58 % Discount rate – interest cost 3.47 % 3.79 % 4.58 % Expected return on plan assets 6.72 % 7.17 % 7.26 % Rate of compensation increase 3.57 % 3.42 % 3.49 % Benefit Obligation Discount rate 3.91 % 4.03 % 3.79 % Rate of compensation increase 3.58 % 3.57 % 3.42 % Prior to 2016, the company estimated the service and interest cost components using a single weighted-average discount rate derived from the yield curves used to measure the benefit obligation. In 2016, the company changed its method used to estimate the service and interest cost components of net periodic benefit cost for defined benefit plans. The company has elected to use a full yield curve approach in the estimation of these components of benefit cost by applying the specific spot rates along the yield curve used in the determination of the benefit obligation to the relevant projected cash flows. The company made this change to improve the correlation between projected benefit cash flows and the corresponding yield curve spot rates and to provide a more precise measurement of service and interest costs. The company has accounted for this change as a change in estimate and began to account for it prospectively in 2016. The reduction in service and interest cost for 2016 associated with this change in estimate was approximately $4.8 million. The long-term rate of return for plan assets is derived from return assumptions determined for each of the significant asset classes. Under this approach, the historical real returns (net of inflation) on different asset classes are combined with long-term expectations for inflation to determine an expected return on assets within that class. These real rates of return for each asset class reflect the long-term historical relationships between equities and fixed income investments. Current market factors such as inflation and interest rates are evaluated before long-term assumptions are determined. The long-term portfolio return is established based on the combination of these asset class real returns and inflation with proper consideration of the effects of diversification and rebalancing. Plan Assets The weighted average target asset allocations for the plans at December 31, are as follows: Target Allocation 2016 2015 Asset Categories Equity securities 65 % 63 % Fixed income securities 33 % 35 % Cash equivalents 2 % 2 % Total 100 % 100 % Due to short-term fluctuations in asset performance, allocation percentages may temporarily deviate from these target allocation percentages before a rebalancing occurs. Cash equivalents are used to satisfy benefit disbursement requirements and will vary throughout the year. The following table summarizes fair value measurements of plan assets at December 31: Quoted Prices Significant Total (B) 2016 2015 2016 2015 2016 2015 (dollars in millions) Cash equivalents $ 3.4 $ 7.1 $ — $ — $ 3.4 $ 7.1 Equity securities: U.S. large-cap 125.7 117.3 — — 125.7 117.3 U.S. small-cap 40.6 37.2 — — 40.6 37.2 Foreign 118.0 117.3 — — 118.0 117.3 Fixed income securities: Diversified bond funds (A) 131.6 121.1 — 2.1 131.6 123.2 Foreign government bonds 11.5 17.5 — 3.9 11.5 21.4 Foreign corporate notes and bonds 11.3 12.7 — — 11.3 12.7 Private alternative investment — — 19.6 19.3 19.6 19.3 Guaranteed insurance contracts — — 8.0 7.1 8.0 7.1 Total plan assets $ 442.1 $ 430.2 $ 27.6 $ 32.4 $ 469.7 $ 462.6 (A) Diversified bond funds consists of U.S. Treasury bonds, mortgage backed securities, and corporate bonds. (B) There were no plan assets categorized as Level 3 at December 31, 2016 or 2015. As discussed in Note 1 of the notes to consolidated financial statements, the company adopted a new accounting standard update that clarifies that an equity security has a readily determinable fair value if it meets certain conditions. As a result, certain plan assets previously reported as Level 2 were reclassified to Level 1 in the fair value hierarchy for which fair value is readily determinable. These assets include commingled funds invested in cash equivalents, equities and fixed income securities and are valued at net asset value (“NAV”) as determined by the fund administrators. Plan assets categorized as Level 2 primarily consist of private alternative investments, guaranteed insurance contracts and fixed income securities. These assets are valued using other inputs, such as NAV provided by the fund administrators or by dealer quotes for similarly-rated instruments that are observable or that can be corroborated by observable market data for substantially the remaining term of the plan instruments. There were no redemption restrictions on these investments other than for the private alternative investment, which requires a 60 day notice period for quarterly redemptions and a 90 day notice period for monthly redemptions, or unfunded commitments related to assets valued at NAV at December 31, 2016. Funding Policy and Expected Contributions The total expected benefit payments are as follows: (dollars in millions) 2017 $ 33.9 2018 32.4 2019 34.1 2020 36.1 2021 35.5 2022 through 2026 206.6 Defined Contribution Retirement Plans All domestic employees of the company not covered by a collective bargaining agreement who have been scheduled for 1,000 hours of service are eligible to participate in the company’s defined contribution plan. The amounts charged to income for this plan were $16.0 million, $15.9 million and $14.1 million for the years ended December 31, 2016, 2015 and 2014, respectively. Outside the United States, the company maintains defined contribution plans along with small pension arrangements that are typically funded with insurance products. These arrangements had a total expense of $5.3 million for the year ended December 31, 2016 and $5.1 million for each of the years ended December 31, 2015 and 2014. In addition, the company maintains a long-term deferred compensation arrangement for directors that allows for the deferral of the annual retainer and meeting fees at the director’s election and provides certain other long-term compensation benefits. The company annually accrues for long-term compensation, which is paid out upon the director’s retirement from the board. These arrangements had a total expense of $6.9 million, $5.5 million and $6.9 million for the years ended December 31, 2016, 2015 and 2014, respectively, and a benefit obligation of $36.1 million and $35.4 million at December 31, 2016 and 2015, respectively. Other Postretirement Benefit Plan The company does not provide subsidized postretirement healthcare benefits and life insurance coverage except for a limited number of former employees. As this plan is unfunded, contributions are made as benefits are incurred. The benefit obligation for this plan was $6.2 million and $7.0 million at December 31, 2016 and 2015, respectively. Amounts recognized in accumulated other comprehensive loss were $1.5 million ($0.9 million after tax) for the year ended December 31, 2016 and $2.0 million ($1.3 million after tax) for the year ended December 31, 2015. The net periodic benefit cost was $0.3 million, $0.4 million and $0.5 million for the years ended December 31, 2016, 2015 and 2014, respectively. |
Other (Income) Expense, Net
Other (Income) Expense, Net | 12 Months Ended |
Dec. 31, 2016 | |
Other (Income) Expense, Net | 13. Other (Income) Expense, Net The components of other (income) expense, net, for the following years ended December 31 are: 2016 2015 2014 (dollars in millions) Interest income $ (1.6 ) $ (0.9 ) $ (2.0 ) Foreign exchange (gains) losses (1.8 ) 3.8 1.7 Litigation charges, net 205.2 595.1 288.6 Restructuring and productivity initiative costs 30.4 41.5 11.8 Acquisition-related items (1.3 ) 24.7 2.3 Gore Proceeds — (210.5 ) — Gain on sale of investment — — (7.1 ) Other, net (1.5 ) (4.5 ) (4.4 ) Total other (income) expense, net $ 229.4 $ 449.2 $ 290.9 Litigation charges, net Restructuring and productivity initiative costs Acquisition-related items Gore Proceeds |
Other Comprehensive Income
Other Comprehensive Income | 12 Months Ended |
Dec. 31, 2016 | |
Other Comprehensive Income | 14. Other Comprehensive Income The changes in accumulated other comprehensive income (loss) by component are as follows: Derivative Foreign Currency Benefit (C) Total (dollars in millions) Balance at December 31, 2013 $ — $ 47.3 $ (68.2 ) $ (20.9 ) Other comprehensive income (loss) before reclassifications 2.5 (50.4 ) (39.9 ) (87.8 ) Tax (provision) benefit (A) (2.0 ) — 14.9 12.9 Other comprehensive income (loss) before reclassifications, net of taxes 0.5 (50.4 ) (25.0 ) (74.9 ) Reclassifications 0.6 (B) — 10.1 10.7 Tax provision (benefit) (0.2 ) — (3.5 ) (3.7 ) Reclassifications, net of tax 0.4 — 6.6 7.0 Other comprehensive income (loss) 0.9 (50.4 ) (18.4 ) (67.9 ) Balance at December 31, 2014 $ 0.9 $ (3.1 ) $ (86.6 ) $ (88.8 ) Other comprehensive income (loss) before reclassifications $ (2.6 ) $ (91.1 ) $ (40.9 ) $ (134.6 ) Tax (provision) benefit (A) 0.7 — 14.6 15.3 Other comprehensive income (loss) before reclassifications, net of taxes (1.9 ) (91.1 ) (26.3 ) (119.3 ) Reclassifications (11.1 ) (B) — 12.1 1.0 Tax provision (benefit) 3.4 — (4.3 ) (0.9 ) Reclassifications, net of tax (7.7 ) — 7.8 0.1 Other comprehensive income (loss) (9.6 ) (91.1 ) (18.5 ) (119.2 ) Balance at December 31, 2015 $ (8.7 ) $ (94.2 ) $ (105.1 ) $ (208.0 ) Other comprehensive income (loss) before reclassifications $ (13.3 ) $ (21.8 ) $ (16.4 ) $ (51.5 ) Tax (provision) benefit (A) 2.7 — 5.1 7.8 Other comprehensive income (loss) before reclassifications, net of taxes (10.6 ) (21.8 ) (11.3 ) (43.7 ) Reclassifications 9.8 (B) — 10.6 20.4 Tax provision (benefit) (0.4 ) — (3.8 ) (4.2 ) Reclassifications, net of tax 9.4 — 6.8 16.2 Other comprehensive income (loss) (1.2 ) (21.8 ) (4.5 ) (27.5 ) Balance at December 31, 2016 $ (9.9 ) $ (116.0 ) $ (109.6 ) $ (235.5 ) (A) Income taxes are not provided for foreign currency translation adjustments. (B) See Note 6 of the notes to consolidated financial statements. (C) These components are included in the computation of net periodic pension cost. See Note 12 of the notes to consolidated financial statements. |
Segment Information
Segment Information | 12 Months Ended |
Dec. 31, 2016 | |
Segment Information | 15. Segment Information The company’s management considers its business to be a single segment entity – the manufacture and sale of medical devices. The company’s products generally share similar distribution channels and customers. The company designs, develops, manufactures, packages, distributes and sells medical, surgical, diagnostic and patient care devices. The company sells a broad range of products to hospitals, individual healthcare professionals, extended care health facilities and alternate site facilities on a global basis. In general, the company’s products are intended to be used once and then discarded or either temporarily or permanently implanted. The company’s chief operating decision makers evaluate their various global product portfolios on a net sales basis and generally evaluate profitability and associated investment on an enterprise-wide basis due to shared geographic infrastructures. Net sales based on the location of the external customer and identifiable assets by geographic region for the following years ended December 31 are: 2016 2015 2014 (dollars in millions) Net sales United States $ 2,559.5 $ 2,378.4 $ 2,263.5 Europe 446.4 439.5 488.5 Asia-Pacific (A) 489.4 388.6 354.6 Other (A) 218.7 209.5 217.0 $ 3,714.0 $ 3,416.0 $ 3,323.6 (A) Beginning in 2016, net sales for Asia-Pacific are separately reported. Prior year amounts have been reclassified to conform to the current year presentation. 2016 2015 (dollars in millions) Long-lived assets United States $ 410.3 $ 398.5 Europe 48.7 49.5 Asia-Pacific (B) 24.8 19.0 Other (B) 5.7 5.4 $ 489.5 $ 472.4 (B) Beginning in 2016, amounts for Asia-Pacific are separately reported. Prior year amounts have been reclassified to conform to the current year presentation. Total net sales by product group category for the following years ended December 31 are: 2016 2015 2014 (dollars in millions) Vascular $ 1,014.9 $ 970.3 $ 928.3 Urology 951.8 845.0 835.9 Oncology 1,012.1 936.9 910.9 Surgical Specialties 637.3 572.3 555.1 Other 97.9 91.5 93.4 $ 3,714.0 $ 3,416.0 $ 3,323.6 |
Unaudited Interim Financial Inf
Unaudited Interim Financial Information | 12 Months Ended |
Dec. 31, 2016 | |
Unaudited Interim Financial Information | 16. Unaudited Interim Financial Information 2016 1st Qtr 2nd Qtr 3rd Qtr 4th Qtr Year (dollars in millions except per share amounts) Net sales $ 873.5 $ 931.5 $ 941.9 $ 967.1 $ 3,714.0 Cost of goods sold 320.4 351.0 352.2 348.1 1,371.7 Income from operations before income taxes 142.9 207.7 112.2 200.9 663.7 Net income 116.2 159.2 96.4 159.6 531.4 Basic earnings per share available to common shareholders 1.56 2.14 1.30 2.15 7.15 Diluted earnings per share available to common shareholders 1.54 2.11 1.27 2.11 7.03 The first quarter 2016 included litigation charges of $48.9 million, net charges from acquisition-related items of $4.5 million primarily consisting of a purchase accounting adjustment of $5.8 million associated with the reversal of a liability with respect to certain revenue-based and manufacturing-related milestones, and restructuring and productivity initiative costs of $9.8 million. These items decreased net income by $39.4 million after tax, or $0.52 diluted earnings per share available to common shareholders. The second quarter 2016 included restructuring and productivity initiative costs of $11.9 million, net charges from acquisition-related items of $3.9 million primarily consisting of integration costs, and an asset impairment of $1.2 million. These items decreased net income by $11.3 million after tax, or $0.15 diluted earnings per share available to common shareholders. The third quarter 2016 included litigation charges of $110.6 million, acquisition-related items of $5.0 million primarily consisting of integration costs, and restructuring and productivity initiative costs of $4.6 million. The income tax provision decreased $2.6 million due to the completion of certain IRS examinations. These items decreased net income by $81.5 million after tax, or $1.08 diluted earnings per share available to common shareholders. The fourth quarter 2016 included litigation charges, net, of $45.7 million, a net benefit from acquisition-related items of $6.8 million primarily consisting of a benefit of $3.8 million related to integration costs and a benefit of $3.7 million related to purchase accounting adjustments, and restructuring and productivity initiative costs of $4.1 million. These items decreased net income by $27.6 million after tax, or $0.37 diluted earnings per share available to common shareholders. 2015 1st Qtr 2nd Qtr 3rd Qtr 4th Qtr Year (dollars in millions except per share amounts) Net sales $ 819.7 $ 859.8 $ 865.7 $ 870.8 $ 3,416.0 Cost of goods sold 311.2 333.7 336.3 320.0 1,301.2 Income (loss) from operations before income taxes 184.6 59.2 (52.4 ) 158.0 349.4 Net income (loss) 139.8 (54.7 ) (86.0 ) 136.3 135.4 Basic earnings (loss) per share available to common shareholders (A) 1.85 (0.74 ) (1.16 ) 1.82 1.80 Diluted earnings (loss) per share available to common shareholders (A) 1.82 (0.74 ) (B) (1.16 ) (B) 1.79 1.77 (A) Total per share amounts may not add due to rounding. (B) Common share equivalents primarily from share-based compensation plans were not included in the computation of diluted weighted average shares outstanding because their effect would have been antidilutive. The first quarter 2015 included litigation charges of $10.3 million, a net benefit from acquisition-related items of $9.2 million primarily consisting of a purchase accounting adjustment of $10.2 million associated with the reversal of a liability with respect to a certain revenue-based milestone, and restructuring and productivity initiative costs of $3.9 million. These items decreased net income by $2.6 million after tax, or $0.03 diluted earnings per share available to common shareholders. The second quarter 2015 included litigation charges, net, of $343.7 million, a gain of $210.5 million related to the Gore Proceeds, restructuring and productivity initiative costs of $8.5 million, and net charges from acquisition-related items of $4.5 million. These items increased net loss by $209.0 million after tax, or $2.73 diluted loss per share available to common shareholders. The third quarter 2015 included litigation charges of $241.1 million, restructuring and productivity initiative costs of $14.6 million, and acquisition-related items of $2.5 million primarily consisting of integration costs. These items increased net loss by $240.5 million after tax, or $3.14 diluted loss per share available to common shareholders. The fourth quarter 2015 included net charges from acquisition-related items of $33.9 million primarily consisting of purchase accounting adjustments of $24.3 million and integration costs of $5.4 million, restructuring and productivity initiative costs of $14.5 million, and an asset impairment of $4.5 million. These items decreased net income by $28.3 million after tax, or $0.37 diluted earnings per share available to common shareholders. |
Schedule II. Valuation and Qual
Schedule II. Valuation and Qualifying Accounts | 12 Months Ended |
Dec. 31, 2016 | |
Schedule II. Valuation and Qualifying Accounts | Schedule II. Valuation and Qualifying Accounts for the years ended December 31, 2016, 2015 and 2014. (dollars in millions) Balance Charges Deductions (1) Balance Year Ended December 31, 2016 Allowance for inventory obsolescence $ 34.5 $ 21.2 $ (13.7 ) $ 42.0 Allowance for doubtful accounts 7.5 2.8 (3.1 ) 7.2 Totals $ 42.0 $ 24.0 $ (16.8 ) $ 49.2 (dollars in millions) Balance Charges Deductions (1) Balance Year Ended December 31, 2015 Allowance for inventory obsolescence $ 36.5 $ 26.3 $ (28.3 ) $ 34.5 Allowance for doubtful accounts 10.1 1.1 (3.7 ) 7.5 Totals $ 46.6 $ 27.4 $ (32.0 ) $ 42.0 (dollars in millions) Balance Charges Deductions (1) Balance Year Ended December 31, 2014 Allowance for inventory obsolescence $ 31.3 $ 21.6 $ (16.4 ) $ 36.5 Allowance for doubtful accounts 11.6 1.7 (3.2 ) 10.1 Totals $ 42.9 $ 23.3 $ (19.6 ) $ 46.6 (1) Includes writeoffs and the impact of foreign currency exchange rates. All other schedules are omitted because they are not applicable or the required information is shown in the financial statements or notes thereto. |
Significant Accounting Polici26
Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2016 | |
Nature of Operations | Nature of Operations |
Consolidation | Consolidation |
Use of Estimates in the Preparation of Financial Statements | Use of Estimates in the Preparation of Financial Statements |
Foreign Currency | Foreign Currency |
Revenue Recognition | Revenue Recognition Royalty revenue is recognized as earned in accordance with the contract terms when royalty revenue can be objectively determined. If royalty revenue cannot be objectively determined during the quarterly period in which it is earned, then royalty revenue is recognized in the following quarterly period when objective evidence is obtained and the revenue becomes fixed and determinable. Charges for discounts, returns, rebates and other allowances are recognized as a deduction from revenue on an accrual basis in the period in which the revenue is recorded. The accrual for product returns, discounts and other allowances is based on the company’s history. The company allows customers to return defective or damaged products. Historically, product returns have not been material. The company grants sales rebates to independent distributors based upon the distributor’s reporting of end-user sales and pricing. Sales rebates are accrued by the company in the period in which the sale is recorded. The company’s rebate accrual is based on its history of actual rebates paid. In estimating rebate accruals, the company considers the lag time between the point of sale and the payment of the distributor’s rebate claim, distributor-specific trend analysis and contractual commitments including stated rebate rates. The company’s reserves for rebates are reviewed at each reporting period and adjusted to reflect data available at that time. The company adjusts reserves to reflect any differences between estimated and actual amounts. Such adjustments impact the amount of net product sales revenue recognized by the company in the period of adjustment. |
Shipping and Handling Costs | Shipping and Handling Costs |
Advertising Costs | Advertising Costs |
Research and Development | Research and Development |
Share-Based Compensation | Share-Based Compensation |
Cash Equivalents | Cash Equivalents |
Accounts Receivable | Accounts Receivable |
Inventories | Inventories - |
Depreciation | Depreciation |
Software Capitalization and Amortization | Software Capitalization and Amortization |
Goodwill | Goodwill |
Other Intangible Assets | Other Intangible Assets |
Income Taxes | Income Taxes |
Income Statement Presentation of Taxes Collected from Customers and Remitted to Government Authorities | Income Statement Presentation of Taxes Collected from Customers and Remitted to Government Authorities |
Treasury Stock | Treasury Stock |
Derivative Instruments | Derivative Instruments The company’s objective in managing its exposures to foreign currency fluctuations is to minimize earnings and cash flow volatility associated with future intercompany receivables and payables denominated in foreign currencies. These risks are managed using derivative instruments, mainly through forward currency and option contracts. The company does not utilize derivative instruments for trading or speculative purposes. None of these derivative instruments extend beyond June 2018. All of these derivative instruments are designated and qualify as cash flow hedges. The effective portion of the changes in fair value of the derivative instruments’ gains or losses are reported as a component of accumulated other comprehensive loss and reclassified into earnings on the same line item associated with the forecasted transaction and in the same period or periods when the forecasted transaction affects earnings. At December 31, 2016, all of these derivative instruments were highly effective hedging instruments because they were denominated in the same currency as the hedged item and because the maturities of the derivative instruments matched the timing of the hedged items. When applicable, foreign currency exposures that arise from remeasuring intercompany loans denominated in currencies other than the functional currency are mitigated through the use of forward contracts. Hedges of these foreign exchange exposures are not designated as hedging instruments for accounting purposes. The gains or losses on these instruments are recognized in earnings and are effectively offset by the gains or losses on the underlying hedged items. The company may use interest rate swap contracts to manage its net exposure to interest rates on its long-term debt. Under its interest rate swap contract, the company exchanged, at specified intervals, the difference between fixed and floating interest rates calculated by reference to a notional principal amount of these notes. The company’s swap contract was designated and qualified as a fair value hedge. Changes in the fair value of the swap contract offset changes in the fair value of the fixed rate debt due to changes in market interest rates. The company’s interest rate swap contract was settled concurrent with the maturity of the 2.875% fixed-rate notes in January 2016. The company may use forward starting interest rate swap contracts which are intended to manage its exposure to interest rate volatility in anticipation of issuing fixed-rate debt. The effective portion of the changes in fair value are reported as a component of accumulated other comprehensive loss and are then reclassified into interest expense over the term of the related debt beginning in the period in which the planned debt issuance occurs and the related forward starting swap contract is settled. The company’s forward starting interest rate swap contract was designated and qualified as a cash flow hedge. This contract was settled concurrent with the issuance of the 3.000% senior unsecured notes due 2026 (“3.000% Notes due 2026”) in May 2016. |
Reclassifications | Reclassifications |
Recently Adopted Accounting Pronouncement | Recently Adopted Accounting Pronouncement – In June 2015, the FASB issued an accounting standard update that contains amendments that will affect a wide variety of topics in the accounting standards codification. One of the amendments include a clarification that an equity security has a readily determinable fair value if it meets certain conditions, which include the fair value of an equity security that is an investment in a mutual fund or in a structure similar to a mutual fund is readily determinable if the fair value per share is determined and published and is the basis for current transactions. In 2016, the company adopted this provision of this update and applied the provision retrospectively to 2015. See Note 12 of the notes to the consolidated financial statements. In April 2015, the FASB issued an accounting standard update that requires debt issuance costs to be presented as a direct deduction from the carrying amount of the related debt rather than as an asset. In 2016, the company adopted this update. See Note 9 of the notes to consolidated financial statements. |
New Accounting Pronouncement Not Yet Adopted | New Accounting Pronouncements Not Yet Adopted In November 2016, the FASB issued an accounting standard update that requires the change in the total of cash, cash equivalents, and restricted cash to be shown in the statement of cash flows. As a result, transfers between cash, cash equivalents, and restricted cash will no longer be presented in the statement of cash flows. This update will be effective as of the beginning of Bard’s 2018 fiscal year, with early adoption permitted. Other than the impact of this change on the statements of cash flows, this update is not expected to have a material impact on the company’s consolidated financial statements. In October 2016, the FASB issued an accounting standard update that requires the immediate recognition of the income tax effects of intra-entity transfers of assets other than inventory at the time of the transfer. This update will be effective as of the beginning of Bard’s 2018 fiscal year, with early adoption permitted at the beginning of an annual period. The company is assessing the impact of inter-entity transfers on the company’s consolidated financial statements. In March 2016, the FASB issued an accounting standard update that includes multiple provisions intended to simplify various aspects of the accounting for share-based payments, including the income tax items and the classification of these items on the statement of cash flows. This update will be effective as of the beginning of Bard’s 2017 fiscal year. This standard will result in the recognition of excess income tax benefits to the consolidated statements of income upon settlement of share-based compensation awards, which is largely dependent on the exercise/vesting of awards and variables such as the company’s stock price at the time of the exercise/vesting of awards and the exercise price of the underlying awards. Other than the recognition of excess income tax benefits which may be material to the consolidated statements of income and the classification of these items on the statements of cash flows, this update is not expected to have a material impact on the company’s consolidated financial statements. In February 2016, the FASB issued a new accounting standard to use in the accounting for leases. The new standard will require, among other items, lessees to recognize most leases on the balance sheet by recording a right-of-use asset and a lease liability. This standard will be effective as of the beginning of Bard’s 2019 fiscal year. Other than this impact to the company’s consolidated balance sheet, the new standard is not expected to have a material impact on the company’s consolidated financial statements. In May 2014, the FASB issued a new accounting standard that provides for a comprehensive model to use in the accounting for revenue arising from contracts with customers. Under this standard, revenue will be recognized to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. In August 2015, the FASB issued an accounting standard update to defer this standard’s effective date for one year, which will now begin with Bard’s 2018 fiscal year. Under this standard, the company expects to recognize royalty revenue in earlier periods than under its current policy, and for other contracts that do not meet the new criteria for recognizing revenue over time. In addition, revenue will be recognized in earlier periods, where the company maintains risk of loss for products that are in-transit to the customer. The company has made substantial progress in its evaluation of the new standard, and other than these items, this standard is not expected to have a material impact on the company’s consolidated financial statements. The company will continue to assess the new standard, as well as updates to the standard that have been proposed by the FASB. The company intends to adopt the standard under the modified retrospective approach beginning with Bard’s 2018 fiscal year. |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Components of Income Before Income Taxes | The components of income from operations before income taxes for the following years ended December 31 consisted of: 2016 2015 2014 (dollars in millions) United States $ 268.1 $ 550.3 $ 344.3 Foreign 395.6 (200.9 ) 101.5 $ 663.7 $ 349.4 $ 445.8 |
Income Tax Provision | The income tax provision for the following years ended December 31 consisted of: 2016 2015 2014 (dollars in millions) Current provision Federal $ 132.3 $ 196.8 $ 130.1 Foreign 44.5 40.8 32.3 State 20.9 21.5 15.8 197.7 259.1 178.2 Deferred (benefit) provision Federal (62.1 ) (18.3 ) (17.8 ) Foreign 4.4 (26.5 ) (3.9 ) State (7.7 ) (0.3 ) (5.2 ) (65.4 ) (45.1 ) (26.9 ) $ 132.3 $ 214.0 $ 151.3 |
Deferred Tax Assets and Deferred Tax Liabilities | Deferred tax assets and deferred tax liabilities at December 31 consisted of: 2016 2015 (dollars in millions) Deferred tax assets Employee benefits $ 184.2 $ 180.1 Inventory 12.4 12.2 Receivables and rebates 31.7 29.6 Accrued expenses 259.8 165.2 Loss carryforwards and credits 77.7 81.4 Other 2.5 — Gross deferred tax assets 568.3 468.5 Valuation allowance (53.3 ) (51.1 ) 515.0 417.4 Deferred tax liabilities Intangibles 346.2 338.8 Accelerated depreciation 16.9 16.3 Receivables and other 106.4 59.0 469.5 414.1 $ 45.5 $ 3.3 |
Reconciliation between Effective Income Tax Rate and Federal Statutory Rate | A reconciliation between the effective income tax rate and the federal statutory rate for the following years ended December 31 is: 2016 2015 2014 Federal statutory rate 35 % 35 % 35 % State taxes, net of federal benefit 1 % 4 % 2 % Operations taxed at other than U.S. rate (13 )% 24 % (A) (2 )% (A) Research and development tax credit (1 )% (2 )% (1 )% Other (2 )% — — 20 % 61 % 34 % (A) Includes the tax effects of litigation charges, net, which consist primarily of product liability claims allocated to a low tax jurisdiction. |
Incentive Tax Grant | The approximate dollar and per share effects of the Malaysian and Puerto Rican tax grants were as follows: 2016 2015 (A) 2014 (A) (dollars in millions, except per share amounts) Tax benefit $ 92.2 $ 2.3 $ 7.0 Per share benefit $ 1.23 $ 0.03 $ 0.09 (A) Litigation charges, net, reduced the tax benefit recognized from the incentive tax grant in Puerto Rico. |
Reconciliation of Gross Amount of Unrecognized Tax Benefits | A reconciliation of the gross amounts of unrecognized tax benefits, excluding interest and penalties, is as follows: 2016 2015 (dollars in millions) Balance, January 1 $ 22.3 $ 36.1 Additions related to prior year tax positions 0.7 2.9 Reductions related to prior year tax positions (2.7 ) (4.8 ) Additions for tax positions of the current year 3.4 2.1 Settlements (1.1 ) (12.4 ) Lapse of statutes of limitation (1.1 ) (1.6 ) Balance, December 31 $ 21.5 $ 22.3 |
Summary of Tax Years Subject to Examination in Major Tax Jurisdictions | As of December 31, 2016, a summary of the tax years that remain subject to examination in the company’s major tax jurisdictions are: United States – federal 2014 and forward United States – states 2008 and forward China 2008 and forward Germany 2010 and forward Japan 2012 and forward Malaysia 2010 and forward Puerto Rico 2012 and forward United Kingdom 2015 and forward |
Earnings per Common Share (Tabl
Earnings per Common Share (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Earnings Per Share Computation | EPS is computed using the following common share information for the following years ended December 31: 2016 2015 2014 (dollars and shares in millions) EPS Numerator: Net income attributable to common shareholders $ 531.4 $ 135.4 $ 294.5 Less: Income allocated to participating securities 2.6 1.9 4.8 Net income available to common shareholders $ 528.8 $ 133.5 $ 289.7 EPS Denominator: Weighted average common shares outstanding 74.0 74.1 75.6 Dilutive common share equivalents from share-based compensation plans 1.2 1.3 1.5 Weighted average common and common equivalent shares outstanding, assuming dilution 75.2 75.4 77.1 |
Financial Instruments (Tables)
Financial Instruments (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Location and Fair Value of Derivative Instruments Designated as Hedging Instruments | The location and fair value of derivative instruments that are designated as hedging instruments recognized in the consolidated balance sheets at December 31, are as follows: Balance Sheet Location Fair Value Derivatives Designated as Hedging Instruments 2016 2015 (dollars in millions) Forward currency contracts Other current assets $ 10.9 $ 2.9 Option currency contracts Other current assets — 3.8 Interest rate swap contract Other current assets — 0.2 Forward currency contracts Other assets 3.9 — $ 14.8 $ 6.9 Forward currency contracts Accrued expenses $ 6.2 $ 6.2 Interest rate swap contract Accrued expenses — 8.0 $ 6.2 $ 14.2 |
Location and Amounts of Gains and Losses on Derivative Instruments Designated as Cash Flow Hedges | The location and amounts of gains and losses on derivative instruments designated as cash flow hedges and the impact on shareholders’ investment for the years ended December 31, are as follows: Gain/(Loss) Location of Gain/(Loss) Reclassified into Income (dollars in millions) 2016 2015 2014 2016 2015 2014 Forward currency contracts $ 2.3 $ (5.1 ) $ (4.6 ) Cost of goods sold $ (7.7 ) $ (2.3 ) $ 1.4 Option currency contracts (3.4 ) 10.1 6.8 Cost of goods sold (0.6 ) 13.4 (2.0 ) Interest rate swap contract (15.3 ) (8.2 ) 0.2 Interest expense (1.5 ) — — $ (16.4 ) $ (3.2 ) $ 2.4 $ (9.8 ) $ 11.1 $ (0.6 ) |
Financial Instrument Assets/(Liabilities) Measured at Fair Value on Recurring Basis | The following table summarizes certain financial instrument assets/(liabilities) measured at fair value on a recurring basis at December 31: 2016 2015 (dollars in millions) Forward currency contracts $ 8.6 $ (3.3 ) Option currency contracts — 3.8 Interest rate swap contracts — (7.8 ) |
Change in Liability for Contingent Consideration | The change in the liability for contingent consideration is as follows: 2016 2015 (dollars in millions) Balance, January 1 $ 11.2 $ 23.1 Purchase price contingent consideration 17.1 5.7 Payments (2.3 ) (8.0 ) Change in fair value of contingent consideration (11.1 ) (9.6 ) Balance, December 31 $ 14.9 $ 11.2 |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Inventories | Inventories at December 31 consisted of: 2016 2015 (dollars in millions) Finished goods $ 292.8 $ 252.3 Work in process 27.0 23.8 Raw materials 163.2 137.6 $ 483.0 $ 413.7 |
Other Intangible Assets (Tables
Other Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Other Intangible Assets | Other intangible assets at December 31 consisted of: 2016 2015 Gross Accumulated Gross Accumulated (dollars in millions) Core and developed technologies $ 1,197.7 $ (511.3 ) $ 1,161.6 $ (417.3 ) Customer relationships 171.6 (53.2 ) 150.1 (70.3 ) In-process research and development 121.5 — 115.7 — Other intangibles 190.8 (107.1 ) 184.9 (105.6 ) $ 1,681.6 $ (671.6 ) $ 1,612.3 $ (593.2 ) |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Long-Term Debt | Long-term debt including current maturities at December 31 consisted of: 2016 2015 (dollars in millions) 2.875% notes due 2016 $ — $ 250.2 1.375% notes due 2018 499.1 498.2 4.40% notes due 2021 496.9 496.1 3.000% notes due 2026 495.9 — 6.70% notes due 2026 149.8 149.8 $ 1,641.7 $ 1,394.3 |
Share-Based Compensation Plans
Share-Based Compensation Plans (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Total Stock Option Activity and Amounts | Summarized information regarding total stock option activity and amounts for the year ended December 31, 2016 is as follows: Number of Weighted Weighted Aggregate Outstanding - January 1 3,918,435 $ 124.77 Granted 249,213 218.15 Exercised (795,663 ) 97.31 Canceled/forfeited (76,106 ) 155.19 Outstanding - December 31 3,295,879 $ 137.76 6.5 $ 286.5 Exercisable 2,129,474 $ 113.99 5.35 $ 235.7 |
Assumptions Used To Estimate Fair Value of Stock Option Grants | The assumptions used to estimate the fair value of the company’s stock option grants for the following years ended December 31 are: 2016 2015 2014 Dividend yield 0.5 % 0.5 % 0.6 % Risk-free interest rate 1.6 % 1.3 % 1.2 % Expected option life in years 7.4 6.5 6.5 Expected volatility 21 % 21 % 21 % Option fair value $ 54.71 $ 40.94 $ 35.69 |
Activity in Nonvested Restricted Stock and Unit Awards | The activity in the nonvested restricted stock and unit awards for the year ended December 31, 2016 is as follows: Number of Weighted Outstanding - January 1 471,920 $ 147.41 Granted 178,825 219.63 Vested (165,115 ) 129.87 Forfeited (12,542 ) 153.13 Outstanding - December 31 473,088 $ 180.67 |
Activity in Nonvested Restricted Stock Unit Awards | The activity in the nonvested restricted stock unit awards for the year ended December 31, 2016 is as follows: Number of Weighted Outstanding - January 1 406,533 $ 115.30 Granted 99,240 200.12 Vested (79,750 ) 96.65 Forfeited (23,933 ) 139.71 Outstanding - December 31 402,090 $ 138.47 |
Activity in Management Stock Purchase Program | The activity in the MSPP for the year ended December 31, 2016 is as follows: Number of Weighted Outstanding - January 1 197,997 $ 39.70 Purchased 54,359 60.54 Vested (44,562 ) 32.44 Forfeited (7,790 ) 47.96 Outstanding - December 31 200,004 $ 46.66 |
Management Stock Purchase Plan | |
Weighted Average Assumptions Used | The assumptions used for the following years ended December 31 are: 2016 2015 2014 Dividend yield 0.5 % 0.6 % 0.6 % Risk-free interest rate 0.39 % 0.16 % 0.07 % Expected life in years 0.6 0.6 0.6 Expected volatility 18 % 17 % 20 % Fair value $ 83.23 $ 60.47 $ 51.82 |
Employee Stock Purchase Plan | |
Weighted Average Assumptions Used | The company values the ESPP purchases utilizing the Black-Scholes model. The weighted average assumptions used for the following years ended December 31 are: 2016 2015 2014 Dividend yield 0.5 % 0.6 % 0.6 % Risk-free interest rate 0.45 % 0.14 % 0.08 % Expected life in years 0.5 0.5 0.5 Expected volatility 21 % 17 % 18 % Fair value $ 42.71 $ 33.45 $ 27.73 |
Pension and Other Postretirem34
Pension and Other Postretirement Benefit Plans (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Change in Fair Value of Plan Assets and Funded Status for Plans | The change in benefit obligation, change in fair value of plan assets and funded status for the plans are as follows: 2016 2015 (dollars in millions) Benefit obligation - beginning $ 586.9 $ 544.0 Service cost 29.2 30.1 Interest cost 19.0 20.2 Transfers–Medicon (19.1 ) 25.4 Curtailment (5.9 ) — Actuarial loss (gain) 24.3 6.1 Benefits paid (31.8 ) (33.1 ) Currency/other (13.3 ) (5.8 ) Benefit obligation - ending $ 589.3 $ 586.9 Fair value of plan assets - beginning $ 462.6 $ 455.6 Actual return on plan assets 35.6 (5.1 ) Company contributions 34.8 31.6 Transfers–Medicon (19.0 ) 17.9 Benefits paid (31.8 ) (33.1 ) Currency/other (12.5 ) (4.3 ) Fair value of plan assets - ending $ 469.7 $ 462.6 Funded status of the plans, December 31 $ (119.6 ) $ (124.3 ) |
Amounts Recognized In Accumulated Other Comprehensive Loss | Amounts recognized in accumulated other comprehensive loss at December 31 consisted of: 2016 2015 (dollars in millions) Net loss $ 169.2 $ 163.7 Prior service credit (1.9 ) (2.7 ) Before tax amount $ 167.3 $ 161.0 After tax amount $ 108.7 $ 103.8 |
Amounts Recognized In Consolidated Balance Sheets | Amounts recognized in the consolidated balance sheets at December 31 consisted of: 2016 2015 (dollars in millions) Other assets $ — $ 7.2 Accrued compensation and benefits (4.6 ) (4.6 ) Other long-term liabilities (115.0 ) (126.9 ) Net amount recognized $ (119.6 ) $ (124.3 ) |
Components Of Net Periodic Pension Cost | The components of net periodic benefit cost for the following years ended December 31 are: 2016 2015 2014 (dollars in millions) Service cost, net of employee contributions $ 28.8 $ 29.6 $ 26.9 Interest cost 19.0 20.2 21.2 Expected return on plan assets (32.1 ) (31.3 ) (27.9 ) Amortization of net loss 10.8 12.4 10.4 Amortization of prior service cost (0.4 ) (0.4 ) (0.4 ) Curtailment (5.3 ) — — Net periodic pension cost $ 20.8 $ 30.5 $ 30.2 |
Weighted Average Assumptions Used In Determining Pension Plan Information | The weighted average assumptions used in determining pension plan information for the following years ended December 31 are: 2016 2015 2014 Net Cost Discount rate – service cost 4.26 % 3.79 % 4.58 % Discount rate – interest cost 3.47 % 3.79 % 4.58 % Expected return on plan assets 6.72 % 7.17 % 7.26 % Rate of compensation increase 3.57 % 3.42 % 3.49 % Benefit Obligation Discount rate 3.91 % 4.03 % 3.79 % Rate of compensation increase 3.58 % 3.57 % 3.42 % |
Weighted Average Target Asset Allocations for Plans | The weighted average target asset allocations for the plans at December 31, are as follows: Target Allocation 2016 2015 Asset Categories Equity securities 65 % 63 % Fixed income securities 33 % 35 % Cash equivalents 2 % 2 % Total 100 % 100 % |
Fair Value Measurements of Plan Assets | The following table summarizes fair value measurements of plan assets at December 31: Quoted Prices Significant Total (B) 2016 2015 2016 2015 2016 2015 (dollars in millions) Cash equivalents $ 3.4 $ 7.1 $ — $ — $ 3.4 $ 7.1 Equity securities: U.S. large-cap 125.7 117.3 — — 125.7 117.3 U.S. small-cap 40.6 37.2 — — 40.6 37.2 Foreign 118.0 117.3 — — 118.0 117.3 Fixed income securities: Diversified bond funds (A) 131.6 121.1 — 2.1 131.6 123.2 Foreign government bonds 11.5 17.5 — 3.9 11.5 21.4 Foreign corporate notes and bonds 11.3 12.7 — — 11.3 12.7 Private alternative investment — — 19.6 19.3 19.6 19.3 Guaranteed insurance contracts — — 8.0 7.1 8.0 7.1 Total plan assets $ 442.1 $ 430.2 $ 27.6 $ 32.4 $ 469.7 $ 462.6 (A) Diversified bond funds consists of U.S. Treasury bonds, mortgage backed securities, and corporate bonds. (B) There were no plan assets categorized as Level 3 at December 31, 2016 or 2015. |
Expected Benefit Payments | The total expected benefit payments are as follows: (dollars in millions) 2017 $ 33.9 2018 32.4 2019 34.1 2020 36.1 2021 35.5 2022 through 2026 206.6 |
Other (Income) Expense, Net (Ta
Other (Income) Expense, Net (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Other (Income) Expense, Net | The components of other (income) expense, net, for the following years ended December 31 are: 2016 2015 2014 (dollars in millions) Interest income $ (1.6 ) $ (0.9 ) $ (2.0 ) Foreign exchange (gains) losses (1.8 ) 3.8 1.7 Litigation charges, net 205.2 595.1 288.6 Restructuring and productivity initiative costs 30.4 41.5 11.8 Acquisition-related items (1.3 ) 24.7 2.3 Gore Proceeds — (210.5 ) — Gain on sale of investment — — (7.1 ) Other, net (1.5 ) (4.5 ) (4.4 ) Total other (income) expense, net $ 229.4 $ 449.2 $ 290.9 |
Other Comprehensive Income (Tab
Other Comprehensive Income (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Changes in Accumulated Other Comprehensive Income (Loss) by Component | The changes in accumulated other comprehensive income (loss) by component are as follows: Derivative Foreign Currency Benefit (C) Total (dollars in millions) Balance at December 31, 2013 $ — $ 47.3 $ (68.2 ) $ (20.9 ) Other comprehensive income (loss) before reclassifications 2.5 (50.4 ) (39.9 ) (87.8 ) Tax (provision) benefit (A) (2.0 ) — 14.9 12.9 Other comprehensive income (loss) before reclassifications, net of taxes 0.5 (50.4 ) (25.0 ) (74.9 ) Reclassifications 0.6 (B) — 10.1 10.7 Tax provision (benefit) (0.2 ) — (3.5 ) (3.7 ) Reclassifications, net of tax 0.4 — 6.6 7.0 Other comprehensive income (loss) 0.9 (50.4 ) (18.4 ) (67.9 ) Balance at December 31, 2014 $ 0.9 $ (3.1 ) $ (86.6 ) $ (88.8 ) Other comprehensive income (loss) before reclassifications $ (2.6 ) $ (91.1 ) $ (40.9 ) $ (134.6 ) Tax (provision) benefit (A) 0.7 — 14.6 15.3 Other comprehensive income (loss) before reclassifications, net of taxes (1.9 ) (91.1 ) (26.3 ) (119.3 ) Reclassifications (11.1 ) (B) — 12.1 1.0 Tax provision (benefit) 3.4 — (4.3 ) (0.9 ) Reclassifications, net of tax (7.7 ) — 7.8 0.1 Other comprehensive income (loss) (9.6 ) (91.1 ) (18.5 ) (119.2 ) Balance at December 31, 2015 $ (8.7 ) $ (94.2 ) $ (105.1 ) $ (208.0 ) Other comprehensive income (loss) before reclassifications $ (13.3 ) $ (21.8 ) $ (16.4 ) $ (51.5 ) Tax (provision) benefit (A) 2.7 — 5.1 7.8 Other comprehensive income (loss) before reclassifications, net of taxes (10.6 ) (21.8 ) (11.3 ) (43.7 ) Reclassifications 9.8 (B) — 10.6 20.4 Tax provision (benefit) (0.4 ) — (3.8 ) (4.2 ) Reclassifications, net of tax 9.4 — 6.8 16.2 Other comprehensive income (loss) (1.2 ) (21.8 ) (4.5 ) (27.5 ) Balance at December 31, 2016 $ (9.9 ) $ (116.0 ) $ (109.6 ) $ (235.5 ) (A) Income taxes are not provided for foreign currency translation adjustments. (B) See Note 6 of the notes to consolidated financial statements. (C) These components are included in the computation of net periodic pension cost. See Note 12 of the notes to consolidated financial statements. |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Net Sales Based on Location of External Customer and Identifiable Assets by Geographic Region | Net sales based on the location of the external customer and identifiable assets by geographic region for the following years ended December 31 are: 2016 2015 2014 (dollars in millions) Net sales United States $ 2,559.5 $ 2,378.4 $ 2,263.5 Europe 446.4 439.5 488.5 Asia-Pacific (A) 489.4 388.6 354.6 Other (A) 218.7 209.5 217.0 $ 3,714.0 $ 3,416.0 $ 3,323.6 (A) Beginning in 2016, net sales for Asia-Pacific are separately reported. Prior year amounts have been reclassified to conform to the current year presentation. 2016 2015 (dollars in millions) Long-lived assets United States $ 410.3 $ 398.5 Europe 48.7 49.5 Asia-Pacific (B) 24.8 19.0 Other (B) 5.7 5.4 $ 489.5 $ 472.4 (B) Beginning in 2016, amounts for Asia-Pacific are separately reported. Prior year amounts have been reclassified to conform to the current year presentation. |
Total Net Sales by Product Group Category | Total net sales by product group category for the following years ended December 31 are: 2016 2015 2014 (dollars in millions) Vascular $ 1,014.9 $ 970.3 $ 928.3 Urology 951.8 845.0 835.9 Oncology 1,012.1 936.9 910.9 Surgical Specialties 637.3 572.3 555.1 Other 97.9 91.5 93.4 $ 3,714.0 $ 3,416.0 $ 3,323.6 |
Unaudited Interim Financial I38
Unaudited Interim Financial Information (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Unaudited Interim Financial Information | 2016 1st Qtr 2nd Qtr 3rd Qtr 4th Qtr Year (dollars in millions except per share amounts) Net sales $ 873.5 $ 931.5 $ 941.9 $ 967.1 $ 3,714.0 Cost of goods sold 320.4 351.0 352.2 348.1 1,371.7 Income from operations before income taxes 142.9 207.7 112.2 200.9 663.7 Net income 116.2 159.2 96.4 159.6 531.4 Basic earnings per share available to common shareholders 1.56 2.14 1.30 2.15 7.15 Diluted earnings per share available to common shareholders 1.54 2.11 1.27 2.11 7.03 2015 1st Qtr 2nd Qtr 3rd Qtr 4th Qtr Year (dollars in millions except per share amounts) Net sales $ 819.7 $ 859.8 $ 865.7 $ 870.8 $ 3,416.0 Cost of goods sold 311.2 333.7 336.3 320.0 1,301.2 Income (loss) from operations before income taxes 184.6 59.2 (52.4 ) 158.0 349.4 Net income (loss) 139.8 (54.7 ) (86.0 ) 136.3 135.4 Basic earnings (loss) per share available to common shareholders (A) 1.85 (0.74 ) (1.16 ) 1.82 1.80 Diluted earnings (loss) per share available to common shareholders (A) 1.82 (0.74 ) (B) (1.16 ) (B) 1.79 1.77 (A) Total per share amounts may not add due to rounding. (B) Common share equivalents primarily from share-based compensation plans were not included in the computation of diluted weighted average shares outstanding because their effect would have been antidilutive. |
Significant Accounting Polici39
Significant Accounting Policies - Additional Information (Detail) - USD ($) shares in Millions, $ in Millions | May 09, 2016 | May 31, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Jan. 31, 2016 |
Schedule Of Significant Accounting Policies [Line Items] | ||||||
Advertising expense | $ 20.8 | $ 4.8 | $ 4.4 | |||
Cash equivalents | 623.2 | 615.4 | ||||
Non-trade receivables | 20.5 | 20.7 | ||||
Depreciation expense | 69.9 | 62.3 | 56.8 | |||
Capitalized internal-use software | $ 16.4 | $ 17.1 | 21.2 | |||
Treasury stock previously repurchased shares | 43.9 | 43.1 | ||||
Interest rate swap contract | ||||||
Schedule Of Significant Accounting Policies [Line Items] | ||||||
Fixed-rate notes interest percentage | 2.875% | |||||
Forward Starting Interest Rate Swaps | 3.000% senior unsecured notes due 2026 | ||||||
Schedule Of Significant Accounting Policies [Line Items] | ||||||
Fixed-rate notes interest percentage | 3.00% | 3.00% | ||||
Debt instrument, maturity year | 2,026 | 2,026 | ||||
Software | ||||||
Schedule Of Significant Accounting Policies [Line Items] | ||||||
Amortization expense | $ 13 | $ 11.3 | $ 8.5 | |||
Software | Minimum | ||||||
Schedule Of Significant Accounting Policies [Line Items] | ||||||
Estimated useful life of other intangible assets | 5 years | |||||
Software | Maximum | ||||||
Schedule Of Significant Accounting Policies [Line Items] | ||||||
Estimated useful life of other intangible assets | 7 years | |||||
Other Intangible Assets | Minimum | ||||||
Schedule Of Significant Accounting Policies [Line Items] | ||||||
Estimated useful life of other intangible assets | 5 years | |||||
Other Intangible Assets | Maximum | ||||||
Schedule Of Significant Accounting Policies [Line Items] | ||||||
Estimated useful life of other intangible assets | 22 years | |||||
Other Intangible Assets | Weighted Average | ||||||
Schedule Of Significant Accounting Policies [Line Items] | ||||||
Estimated useful life of other intangible assets | 13 years | |||||
Building and Building Improvements | Minimum | ||||||
Schedule Of Significant Accounting Policies [Line Items] | ||||||
Estimated useful life | 3 years | |||||
Building and Building Improvements | Maximum | ||||||
Schedule Of Significant Accounting Policies [Line Items] | ||||||
Estimated useful life | 40 years | |||||
Machinery and Equipment | Minimum | ||||||
Schedule Of Significant Accounting Policies [Line Items] | ||||||
Estimated useful life | 3 years | |||||
Machinery and Equipment | Maximum | ||||||
Schedule Of Significant Accounting Policies [Line Items] | ||||||
Estimated useful life | 20 years |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Detail) - USD ($) $ in Millions | Jan. 21, 2016 | Dec. 03, 2015 | Nov. 02, 2015 | Jul. 01, 2015 | Nov. 01, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2021 |
Business Acquisition [Line Items] | |||||||||
Loss related to the settlement of preexisting contractual relationship | $ 0 | $ 49.6 | $ 0 | ||||||
Business Combination, Step Acquisition, Equity Interest in Acquiree, Remeasurement Gain | $ 0 | 25.5 | 0 | ||||||
Liberator Medical Holdings, Inc. | |||||||||
Business Acquisition [Line Items] | |||||||||
Percentage of outstanding stock acquired | 100.00% | ||||||||
Business acquisition, purchase consideration cash payment | $ 181.1 | ||||||||
Purchase price allocation at fair value, recognition of deferred tax liabilities | 31.6 | ||||||||
Business Combination, recognized identifiable assets acquired and liabilities assumed, other net assets and liabilities | 11.9 | ||||||||
Purchase price allocation at fair value, goodwill | 121.8 | ||||||||
Embo Medical Limited | |||||||||
Business Acquisition [Line Items] | |||||||||
Percentage of outstanding stock acquired | 100.00% | ||||||||
Business acquisition, purchase consideration cash payment | $ 21 | ||||||||
Business Combination, recognized identifiable assets acquired and liabilities assumed, other net assets and liabilities | (2.9) | ||||||||
Purchase price allocation at fair value, goodwill | 4.4 | ||||||||
Business acquisition, maximum contingent consideration | 22.5 | ||||||||
Business combination, contingent consideration, liability | 16.6 | ||||||||
Medicon Inc | |||||||||
Business Acquisition [Line Items] | |||||||||
Percentage of outstanding stock acquired | 50.00% | ||||||||
Business acquisition, purchase consideration cash payment | $ 24.9 | ||||||||
Purchase price allocation at fair value, recognition of deferred tax liabilities | 8.8 | ||||||||
Purchase price allocation at fair value, goodwill | $ 21.7 | ||||||||
Percentage ownership, after close of transaction | 100.00% | ||||||||
Business acquisition, consideration payment period | 10 years | 5 years | |||||||
Cash and non-cash consideration to be paid to acquire business | $ 138 | ||||||||
Non-contingent future payments for business combination | 65.8 | ||||||||
Effective settlement of a preexisting accounts receivable balance | 42 | ||||||||
Fair value of an off-market supply contract | 5.3 | ||||||||
Liability for non-continent future payments for business combinations | $ 52.3 | 66 | |||||||
Business acquisition, purchase consideration | $ 88.4 | ||||||||
Business Combination, Step Acquisition, Equity Interest in Acquiree immediately before the acquisition date, Percentage | 50.00% | ||||||||
Business Combination, Step Acquisition, Equity Interest in Acquiree immediately before the acquisition date, Fair Value | $ 46.4 | ||||||||
Purchase price allocation at fair value, other net assets | 93 | ||||||||
Related parties sales | $ 139.6 | 156.3 | |||||||
Equity (loss) income | (0.4) | (0.3) | |||||||
Dividends received | $ 0 | $ 1.5 | |||||||
Medicon Inc | Scenario, Forecast | |||||||||
Business Acquisition [Line Items] | |||||||||
Liability for non-continent future payments for business combinations | $ 41 | ||||||||
Vascular Pathways Inc | |||||||||
Business Acquisition [Line Items] | |||||||||
Percentage of outstanding stock acquired | 100.00% | ||||||||
Purchase price allocation at fair value, recognition of deferred tax liabilities | $ 24.8 | ||||||||
Purchase price allocation at fair value, goodwill | 42.4 | ||||||||
Business acquisition, maximum contingent consideration | 15 | ||||||||
Business acquisition, purchase consideration | 81.5 | ||||||||
Acquisition related transaction costs | 2.2 | ||||||||
Purchase price allocation at fair value, recognition of deferred tax assets | 9.9 | ||||||||
Purchase price allocation at fair value, other liabilities | 11 | ||||||||
Customer relationships | Liberator Medical Holdings, Inc. | |||||||||
Business Acquisition [Line Items] | |||||||||
Purchase price allocation at fair value, recognition of finite-lived intangible asset | $ 53 | ||||||||
Customer relationships | Medicon Inc | |||||||||
Business Acquisition [Line Items] | |||||||||
Purchase price allocation at fair value, recognition of finite-lived intangible asset | $ 13 | ||||||||
Customer relationships | Weighted Average | Liberator Medical Holdings, Inc. | |||||||||
Business Acquisition [Line Items] | |||||||||
Estimated useful lives, years | 12 years | ||||||||
Customer relationships | Weighted Average | Medicon Inc | |||||||||
Business Acquisition [Line Items] | |||||||||
Estimated useful lives, years | 12 years | ||||||||
Other Intangible Assets | Liberator Medical Holdings, Inc. | |||||||||
Business Acquisition [Line Items] | |||||||||
Purchase price allocation at fair value, recognition of finite-lived intangible asset | $ 26 | ||||||||
Other Intangible Assets | Medicon Inc | |||||||||
Business Acquisition [Line Items] | |||||||||
Purchase price allocation at fair value, recognition of finite-lived intangible asset | $ 4 | ||||||||
Other Intangible Assets | Weighted Average | |||||||||
Business Acquisition [Line Items] | |||||||||
Estimated useful lives, years | 13 years | ||||||||
Other Intangible Assets | Weighted Average | Liberator Medical Holdings, Inc. | |||||||||
Business Acquisition [Line Items] | |||||||||
Estimated useful lives, years | 8 years | ||||||||
Other Intangible Assets | Weighted Average | Medicon Inc | |||||||||
Business Acquisition [Line Items] | |||||||||
Estimated useful lives, years | 10 years | ||||||||
Developed technologies | Vascular Pathways Inc | |||||||||
Business Acquisition [Line Items] | |||||||||
Purchase price allocation at fair value, recognition of finite-lived intangible asset | $ 65 | ||||||||
Estimated useful lives, years | 12 years | ||||||||
Other Long-term Liabilities | Medicon Inc | |||||||||
Business Acquisition [Line Items] | |||||||||
Liability for non-continent future payments for business combinations | $ 39.5 | $ 50.3 | |||||||
Settlement Of Preexisting Relationship | Medicon Inc | |||||||||
Business Acquisition [Line Items] | |||||||||
Loss related to the settlement of preexisting contractual relationship, after tax | $ 33.5 | ||||||||
Other (income) expense, net | Settlement Of Preexisting Relationship | Medicon Inc | |||||||||
Business Acquisition [Line Items] | |||||||||
Loss related to the settlement of preexisting contractual relationship | 49.6 | ||||||||
Other (income) expense, net | Remeasurement Of Previously Held Equity Interest | Medicon Inc | |||||||||
Business Acquisition [Line Items] | |||||||||
Business Combination, Step Acquisition, Equity Interest in Acquiree, Remeasurement Gain | 25.5 | ||||||||
Marketing, selling and administrative expense | Medicon Inc | |||||||||
Business Acquisition [Line Items] | |||||||||
Acquisition related transaction costs | 2.4 | ||||||||
Marketing, selling and administrative expense | Vascular Pathways Inc | |||||||||
Business Acquisition [Line Items] | |||||||||
Acquisition related transaction costs | $ 1.2 | ||||||||
Research and Development Expense | Vascular Pathways Inc | |||||||||
Business Acquisition [Line Items] | |||||||||
Acquisition related transaction costs | $ 1 | ||||||||
In-Process Research And Development | Embo Medical Limited | |||||||||
Business Acquisition [Line Items] | |||||||||
Purchase price allocation at fair value, recognition of indefinite-lived intangible asset | $ 36.1 | ||||||||
Risk-adjusted discount rate | 17.50% | ||||||||
In-Process Research And Development | Medicon Inc | |||||||||
Business Acquisition [Line Items] | |||||||||
Purchase price allocation at fair value, recognition of indefinite-lived intangible asset | $ 11.9 |
Asset Impairments - Additional
Asset Impairments - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||
Jun. 30, 2016 | Dec. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Prepaid Asset | |||||
Impaired Long-Lived Assets Held and Used [Line Items] | |||||
Other asset impairment charges, net of tax | $ 1.2 | ||||
Prepaid Asset | Cost of Goods Sold | |||||
Impaired Long-Lived Assets Held and Used [Line Items] | |||||
Other asset impairment charges | $ 1.2 | $ 1.2 | |||
In-Process Research And Development | |||||
Impaired Long-Lived Assets Held and Used [Line Items] | |||||
Impairment of Intangible Assets, Indefinite-lived (Excluding Goodwill), Net of Tax | $ 2.8 | $ 4.3 | |||
In-Process Research And Development | Research and Development Expense | |||||
Impaired Long-Lived Assets Held and Used [Line Items] | |||||
Impairment of Intangible Assets, Indefinite-lived (Excluding Goodwill) | $ 4.5 | $ 4.5 | $ 6.8 |
Components of Income Before Inc
Components of Income Before Income Taxes (Detail) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Schedule of Income Before Income Tax [Line Items] | |||||||||||
United States | $ 268.1 | $ 550.3 | $ 344.3 | ||||||||
Foreign | 395.6 | (200.9) | 101.5 | ||||||||
Income from operations before income taxes | $ 200.9 | $ 112.2 | $ 207.7 | $ 142.9 | $ 158 | $ (52.4) | $ 59.2 | $ 184.6 | $ 663.7 | $ 349.4 | $ 445.8 |
Income Tax Provision (Detail)
Income Tax Provision (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Taxes [Line Items] | |||
Federal | $ 132.3 | $ 196.8 | $ 130.1 |
Foreign | 44.5 | 40.8 | 32.3 |
State | 20.9 | 21.5 | 15.8 |
Current provision, total | 197.7 | 259.1 | 178.2 |
Federal | (62.1) | (18.3) | (17.8) |
Foreign | 4.4 | (26.5) | (3.9) |
State | (7.7) | (0.3) | (5.2) |
Deferred (benefit) provision, total | (65.4) | (45.1) | (26.9) |
Income tax provision | $ 132.3 | $ 214 | $ 151.3 |
Deferred Tax Assets and Deferre
Deferred Tax Assets and Deferred Tax Liabilities (Detail) - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Deferred Income Tax Assets And Liabilities [Line Items] | ||
Employee benefits | $ 184.2 | $ 180.1 |
Inventory | 12.4 | 12.2 |
Receivables and rebates | 31.7 | 29.6 |
Accrued expenses | 259.8 | 165.2 |
Loss carryforwards and credits | 77.7 | 81.4 |
Other | 2.5 | 0 |
Gross deferred tax assets | 568.3 | 468.5 |
Valuation allowance | (53.3) | (51.1) |
Deferred Tax Assets, Net of Valuation Allowance, Total | 515 | 417.4 |
Intangibles | 346.2 | 338.8 |
Accelerated depreciation | 16.9 | 16.3 |
Receivables and other | 106.4 | 59 |
Deferred Tax Liabilities, Gross, Total | 469.5 | 414.1 |
Deferred Tax Assets, Net, Total | $ 45.5 | $ 3.3 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | ||
Sep. 30, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Tax [Line Items] | ||||
Deferred tax assets | $ 64.4 | $ 50.5 | ||
Accrued expenses | 809.5 | 728.9 | ||
Deferred income taxes | $ 18.9 | 47.2 | ||
Percentage of tax benefit of a qualifying position greater than largest amount of tax benefit | 50.00% | |||
Unrecognized tax benefits related to federal, state and foreign taxes | $ 21.5 | 22.3 | $ 36.1 | |
Unrecognized tax benefits that would impact effective tax rate | 18.4 | |||
Accrued interest | 2.6 | 2.8 | ||
Interest and penalties, (credits) expenses | 0.3 | 0.3 | (0.2) | |
Reduction in income tax provision | $ (2.6) | (2.6) | $ (10.9) | |
Decrease in unrecognized tax benefits within the next 12 months | $ 5.1 | |||
Number of months unrecognized tax benefits may decrease | 12 months | |||
Undistributed earnings on foreign operations for which income taxes have not been provided | $ 2,500 | |||
Accounting Standards Update 2015-17 | Restatement Adjustment | ||||
Income Tax [Line Items] | ||||
Short-term deferred tax assets | (123.9) | |||
Deferred tax assets | 28.7 | |||
Accrued expenses | (1.1) | |||
Deferred income taxes | $ (94.1) | |||
United States - federal | ||||
Income Tax [Line Items] | ||||
Operating loss carryforwards, net | $ 34.3 | |||
United States - federal | Minimum | ||||
Income Tax [Line Items] | ||||
Operating loss carryforwards, expiration year | 2,027 | |||
United States - federal | Maximum | ||||
Income Tax [Line Items] | ||||
Operating loss carryforwards, expiration year | 2,036 | |||
State and Local Jurisdiction | ||||
Income Tax [Line Items] | ||||
Operating loss carryforwards, net | $ 415.2 | |||
State and Local Jurisdiction | Minimum | ||||
Income Tax [Line Items] | ||||
Operating loss carryforwards, expiration year | 2,017 | |||
State and Local Jurisdiction | Maximum | ||||
Income Tax [Line Items] | ||||
Operating loss carryforwards, expiration year | 2,037 | |||
Foreign Tax Authority | ||||
Income Tax [Line Items] | ||||
Operating loss carryforwards, net | $ 158.4 | |||
Foreign Tax Authority | Minimum | ||||
Income Tax [Line Items] | ||||
Operating loss carryforwards, expiration year | 2,018 | |||
Foreign Tax Authority | Maximum | ||||
Income Tax [Line Items] | ||||
Operating loss carryforwards, expiration year | 2,027 | |||
Indefinite Life | ||||
Income Tax [Line Items] | ||||
Income tax credits | $ 11.5 | |||
Indefinite Life | Foreign Tax Authority | ||||
Income Tax [Line Items] | ||||
Operating loss carryforwards, net | 24.5 | |||
Definite Life | ||||
Income Tax [Line Items] | ||||
Income tax credits | $ 12.3 | |||
Definite Life | Minimum | ||||
Income Tax [Line Items] | ||||
Income tax credits carryforwards, expiration year | 2,018 | |||
Definite Life | Maximum | ||||
Income Tax [Line Items] | ||||
Income tax credits carryforwards, expiration year | 2,033 |
Reconciliation Between Effectiv
Reconciliation Between Effective Income Tax Rate and Federal Statutory Rate (Detail) | 12 Months Ended | ||||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |||
Reconciliation of Effective Income Tax Rate [Line Items] | |||||
Federal statutory rate | 35.00% | 35.00% | 35.00% | ||
State taxes, net of federal benefit | 1.00% | 4.00% | 2.00% | ||
Operations taxed at other than U.S. rate | (13.00%) | 24.00% | [1] | (2.00%) | [1] |
Research and development tax credit | (1.00%) | (2.00%) | (1.00%) | ||
Other | (2.00%) | 0.00% | 0.00% | ||
Effective Income Tax Rate Reconciliation, Percent, Total | 20.00% | 61.00% | 34.00% | ||
[1] | Includes the tax effects of litigation charges, net, which consist primarily of product liability claims allocated to a low tax jurisdiction. |
Incentive Tax Grant (Detail)
Incentive Tax Grant (Detail) - Malaysian and Puerto Rican - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||||
Dec. 31, 2016 | Dec. 31, 2015 | [1] | Dec. 31, 2014 | [1] | |
Income Taxes [Line Items] | |||||
Tax benefit | $ 92.2 | $ 2.3 | $ 7 | ||
Per share benefit | $ 1.23 | $ 0.03 | $ 0.09 | ||
[1] | Litigation charges, net, reduced the tax benefit recognized from the incentive tax grant in Puerto Rico. |
Reconciliation of Gross Amount
Reconciliation of Gross Amount of Unrecognized Tax Benefits (Detail) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Schedule of Unrecognized Tax Benefits [Line Items] | ||
Balance, January 1 | $ 22.3 | $ 36.1 |
Additions related to prior year tax positions | 0.7 | 2.9 |
Reductions related to prior year tax positions | (2.7) | (4.8) |
Additions for tax positions of the current year | 3.4 | 2.1 |
Settlements | (1.1) | (12.4) |
Lapse of statutes of limitation | (1.1) | (1.6) |
Balance, December 31 | $ 21.5 | $ 22.3 |
Summary of Tax Years Subject to
Summary of Tax Years Subject to Examination in Major Tax Jurisdictions (Detail) - Minimum | 12 Months Ended |
Dec. 31, 2016 | |
Malaysia | |
Income Taxes [Line Items] | |
Summary of the tax years that remain subject to examination | 2,010 |
Puerto Rico | |
Income Taxes [Line Items] | |
Summary of the tax years that remain subject to examination | 2,012 |
United States - federal | |
Income Taxes [Line Items] | |
Summary of the tax years that remain subject to examination | 2,014 |
State and Local Jurisdiction | |
Income Taxes [Line Items] | |
Summary of the tax years that remain subject to examination | 2,008 |
Germany | |
Income Taxes [Line Items] | |
Summary of the tax years that remain subject to examination | 2,010 |
United Kingdom | |
Income Taxes [Line Items] | |
Summary of the tax years that remain subject to examination | 2,015 |
China | |
Income Taxes [Line Items] | |
Summary of the tax years that remain subject to examination | 2,008 |
Japan | |
Income Taxes [Line Items] | |
Summary of the tax years that remain subject to examination | 2,012 |
Earnings Per Share Computation
Earnings Per Share Computation (Detail) - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||||||||||
Net income | $ 159.6 | $ 96.4 | $ 159.2 | $ 116.2 | $ 136.3 | $ (86) | $ (54.7) | $ 139.8 | $ 531.4 | $ 135.4 | $ 294.5 |
Less: Income allocated to participating securities | 2.6 | 1.9 | 4.8 | ||||||||
Net income available to common shareholders | $ 528.8 | $ 133.5 | $ 289.7 | ||||||||
Weighted average common shares outstanding | 74 | 74.1 | 75.6 | ||||||||
Dilutive common share equivalents from share-based compensation plans | 1.2 | 1.3 | 1.5 | ||||||||
Weighted average common and common equivalent shares outstanding, assuming dilution | 75.2 | 75.4 | 77.1 |
Financial Instruments - Additio
Financial Instruments - Additional Information (Detail) | May 09, 2016 | May 31, 2016USD ($) | Dec. 31, 2016USD ($)CountryDistributor | Dec. 31, 2015USD ($) | Dec. 31, 2014 | Jan. 31, 2016USD ($) |
Derivative [Line Items] | ||||||
Accumulated other comprehensive loss, expected to be reclassified in future earnings | $ 200,000 | |||||
Percentage of sales to distributors accounted for company net sales | 36.00% | |||||
Percentage of distributors' sale accounted by five largest distributors | 51.00% | |||||
Number of largest distributors accounting for distributors sales | Distributor | 5 | |||||
Percentage of net sales accounted by one large distributor | 8.00% | 9.00% | 9.00% | |||
Gross receivables from a distributor | $ 37,300,000 | $ 45,400,000 | ||||
National Healthcare Systems and Private Sector Customers | Spain, Italy, Greece, and Portugal | ||||||
Derivative [Line Items] | ||||||
Accounts receivable, net | 44,600,000 | |||||
Accounts receivable greater than 365 days past due | $ 3,300,000 | |||||
The number of countries in Europe in which certain collection risks exist | Country | 4 | |||||
Medicon Inc | ||||||
Derivative [Line Items] | ||||||
Liability for deferred future payments for business combinations | $ 52,300,000 | 66,000,000 | ||||
Fair Value, Inputs, Level 2 | ||||||
Derivative [Line Items] | ||||||
Fair value of long-term debt including current maturities and the effects of the related interest rate swap contract | 1,688,000,000 | 1,449,800,000 | ||||
Fair Value, Inputs, Level 2 | Medicon Inc | ||||||
Derivative [Line Items] | ||||||
Liability for deferred future payments for business combinations | 52,300,000 | 66,000,000 | ||||
Payment of deferred consideration financing related to business combinations | 18,400,000 | |||||
Foreign Exchange Contract | ||||||
Derivative [Line Items] | ||||||
Notional value of derivative contracts | $ 243,200,000 | $ 191,600,000 | ||||
Interest rate swap contract | ||||||
Derivative [Line Items] | ||||||
Notional value of derivative contracts | $ 250,000,000 | |||||
Fixed-rate notes interest percentage | 2.875% | |||||
Forward Starting Interest Rate Swaps | ||||||
Derivative [Line Items] | ||||||
Notional value of derivative contracts | $ 250,000,000 | |||||
Derivative instruments, loss recorded in accumulated other comprehensive loss | $ 23,300,000 | |||||
Forward Starting Interest Rate Swaps | 3.000% senior unsecured notes due 2026 | ||||||
Derivative [Line Items] | ||||||
Fixed-rate notes interest percentage | 3.00% | 3.00% | ||||
Debt instrument, maturity year | 2,026 | 2,026 |
Location and Fair Value of Deri
Location and Fair Value of Derivative Instruments Designated as Hedging Instruments (Detail) - Derivatives Designated as Hedging Instruments - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Derivatives, Fair Value [Line Items] | ||
Fair value of derivative assets | $ 14.8 | $ 6.9 |
Fair value of derivative liability | 6.2 | 14.2 |
Forward currency contracts | Other Current Assets | ||
Derivatives, Fair Value [Line Items] | ||
Fair value of derivative assets | 10.9 | 2.9 |
Forward currency contracts | Other Assets | ||
Derivatives, Fair Value [Line Items] | ||
Fair value of derivative assets | 3.9 | 0 |
Forward currency contracts | Accrued Expenses | ||
Derivatives, Fair Value [Line Items] | ||
Fair value of derivative liability | 6.2 | 6.2 |
Option currency contracts | Other Current Assets | ||
Derivatives, Fair Value [Line Items] | ||
Fair value of derivative assets | 0 | 3.8 |
Interest rate swap contract | Other Current Assets | ||
Derivatives, Fair Value [Line Items] | ||
Fair value of derivative assets | 0 | 0.2 |
Interest rate swap contract | Accrued Expenses | ||
Derivatives, Fair Value [Line Items] | ||
Fair value of derivative liability | $ 0 | $ 8 |
Location and Amounts of Gains a
Location and Amounts of Gains and Losses on Derivative Instruments Designated as Cash Flow Hedges (Detail) - Cash flow hedges - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Derivative Instruments, Gain (Loss) [Line Items] | |||
Gain/(Loss) Recognized in Other Comprehensive Income (Loss) | $ (16.4) | $ (3.2) | $ 2.4 |
Gain/(Loss) Reclassified from Accumulated Other Comprehensive Loss into Income | (9.8) | 11.1 | (0.6) |
Forward currency contracts | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Gain/(Loss) Recognized in Other Comprehensive Income (Loss) | 2.3 | (5.1) | (4.6) |
Forward currency contracts | Cost of Goods Sold | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Gain/(Loss) Reclassified from Accumulated Other Comprehensive Loss into Income | (7.7) | (2.3) | 1.4 |
Option currency contracts | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Gain/(Loss) Recognized in Other Comprehensive Income (Loss) | (3.4) | 10.1 | 6.8 |
Option currency contracts | Cost of Goods Sold | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Gain/(Loss) Reclassified from Accumulated Other Comprehensive Loss into Income | (0.6) | 13.4 | (2) |
Interest rate swap contract | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Gain/(Loss) Recognized in Other Comprehensive Income (Loss) | (15.3) | (8.2) | 0.2 |
Interest rate swap contract | Interest Expense | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Gain/(Loss) Reclassified from Accumulated Other Comprehensive Loss into Income | $ (1.5) | $ 0 | $ 0 |
Financial Instrument Assets_(Li
Financial Instrument Assets/(Liabilities) Measured at Fair Value on Recurring Basis (Detail) - Fair Value, Measurements, Recurring - Fair Value, Inputs, Level 2 - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Forward currency contracts | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial instrument assets and (liabilities) measured at fair value | $ 8.6 | $ (3.3) |
Option currency contracts | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial instrument assets and (liabilities) measured at fair value | 0 | 3.8 |
Interest rate swap contract | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Financial instrument assets and (liabilities) measured at fair value | $ 0 | $ (7.8) |
Change in Liability for Conting
Change in Liability for Contingent Consideration (Detail) - Contingent Consideration Liability From Business Acquisitions - Fair Value, Inputs, Level 3 - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Balance, January 1 | $ 11.2 | $ 23.1 |
Purchase price contingent consideration | 17.1 | 5.7 |
Payments | (2.3) | (8) |
Change in fair value of contingent consideration | (11.1) | (9.6) |
Balance, December 31 | $ 14.9 | $ 11.2 |
Inventories (Detail)
Inventories (Detail) - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Inventory [Line Items] | ||
Finished goods | $ 292.8 | $ 252.3 |
Work in process | 27 | 23.8 |
Raw materials | 163.2 | 137.6 |
Inventory, net, total | $ 483 | $ 413.7 |
Inventories - Additional Inform
Inventories - Additional Information (Detail) - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Inventory [Line Items] | ||
Consigned inventory | $ 59.4 | $ 53.2 |
Other Intangible Assets (Detail
Other Intangible Assets (Detail) - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Finite Lived and Indefinite Lived Intangible Assets Excluding Goodwill [Line Items] | ||
Gross Carrying Amount | $ 1,681.6 | $ 1,612.3 |
Accumulated amortization | (671.6) | (593.2) |
In-Process Research And Development | ||
Finite Lived and Indefinite Lived Intangible Assets Excluding Goodwill [Line Items] | ||
Gross Carrying Amount | 121.5 | 115.7 |
Core and developed technologies | ||
Finite Lived and Indefinite Lived Intangible Assets Excluding Goodwill [Line Items] | ||
Gross Carrying Amount | 1,197.7 | 1,161.6 |
Accumulated amortization | (511.3) | (417.3) |
Customer relationships | ||
Finite Lived and Indefinite Lived Intangible Assets Excluding Goodwill [Line Items] | ||
Gross Carrying Amount | 171.6 | 150.1 |
Accumulated amortization | (53.2) | (70.3) |
Other Intangible Assets | ||
Finite Lived and Indefinite Lived Intangible Assets Excluding Goodwill [Line Items] | ||
Gross Carrying Amount | 190.8 | 184.9 |
Accumulated amortization | $ (107.1) | $ (105.6) |
Other Intangible Assets - Addit
Other Intangible Assets - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Finite Lived and Indefinite Lived Intangible Assets Excluding Goodwill [Line Items] | |||
Amortization expense | $ 130.5 | $ 119.5 | $ 108.8 |
Estimated amortization expense, 2017 | 127.6 | ||
Estimated amortization expense, 2018 | 123.6 | ||
Estimated amortization expense, 2019 | 119.2 | ||
Estimated amortization expense, 2020 | 107 | ||
Estimated amortization expense, 2021 | $ 88.5 |
Long-Term Debt (Detail)
Long-Term Debt (Detail) - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Debt Instrument [Line Items] | ||
Long-term debt | $ 1,641.7 | $ 1,394.3 |
2.875% Notes Due 2016 | ||
Debt Instrument [Line Items] | ||
Long-term debt | 0 | 250.2 |
1.375% Notes Due 2018 | ||
Debt Instrument [Line Items] | ||
Long-term debt | 499.1 | 498.2 |
4.40% Notes Due 2021 | ||
Debt Instrument [Line Items] | ||
Long-term debt | 496.9 | 496.1 |
3.000% Notes Due 2026 | ||
Debt Instrument [Line Items] | ||
Long-term debt | 495.9 | 0 |
6.70% Notes Due 2026 | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 149.8 | $ 149.8 |
Long-Term Debt (Parenthetical)
Long-Term Debt (Parenthetical) (Detail) | May 09, 2016 | Dec. 31, 2016 |
2.875% Notes Due 2016 | ||
Debt Instrument [Line Items] | ||
Debt instrument interest rate | 2.875% | |
Debt instrument maturity date | 2,016 | |
1.375% Notes Due 2018 | ||
Debt Instrument [Line Items] | ||
Debt instrument interest rate | 1.375% | |
Debt instrument maturity date | 2,018 | |
4.40% Notes Due 2021 | ||
Debt Instrument [Line Items] | ||
Debt instrument interest rate | 4.40% | |
Debt instrument maturity date | 2,021 | |
3.000% Notes Due 2026 | ||
Debt Instrument [Line Items] | ||
Debt instrument interest rate | 3.00% | 3.00% |
Debt instrument maturity date | 2,026 | 2,026 |
6.70% Notes Due 2026 | ||
Debt Instrument [Line Items] | ||
Debt instrument interest rate | 6.70% | |
Debt instrument maturity date | 2,026 |
Debt - Additional Information (
Debt - Additional Information (Detail) - USD ($) | May 09, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Nov. 30, 2016 |
Debt Instrument [Line Items] | |||||
Other assets | $ 165,300,000 | $ 192,100,000 | |||
Long-term debt | 1,641,700,000 | 1,144,100,000 | |||
Debt instrument, net proceeds from offering | $ 495,600,000 | 0 | $ 0 | ||
Accounting Standards Update 2015-03 | Restatement Adjustment | |||||
Debt Instrument [Line Items] | |||||
Other assets | (3,700,000) | ||||
Long-term debt | (3,700,000) | ||||
Five Year Credit Facility Expiring In November 2021 | |||||
Debt Instrument [Line Items] | |||||
Line of credit facility, term, in years | 5 years | ||||
Line of credit facility maturity month and year prior to amendment | 2020-11 | ||||
Line of credit facility, expiration date subsequent to amendment | 2021-11 | ||||
Commercial Paper | |||||
Debt Instrument [Line Items] | |||||
Commercial paper borrowings outstanding | $ 0 | $ 0 | |||
Five Year Credit Facility Expiring In November 2020 | |||||
Debt Instrument [Line Items] | |||||
Line of credit facility, borrowing capacity | $ 1,000,000,000 | ||||
6.70% Notes Due 2026 | |||||
Debt Instrument [Line Items] | |||||
Debt instrument interest rate | 6.70% | ||||
Debt instrument maturity date | 2,026 | ||||
3.000% Notes Due 2026 | |||||
Debt Instrument [Line Items] | |||||
Debt instrument interest rate | 3.00% | 3.00% | |||
Debt instrument maturity date | 2,026 | 2,026 | |||
Debt instrument, aggregate principal amount | $ 500,000,000 | ||||
Debt instrument, interest payment description | Semi-annually | ||||
Debt instrument, net proceeds from offering | 495,600,000 | ||||
Debt instrument, underwriting commissions and offering expenses | 4,300,000 | ||||
Debt instrument, debt issuance discount | $ 100,000 | ||||
2.875% Notes Due 2016 | |||||
Debt Instrument [Line Items] | |||||
Debt instrument interest rate | 2.875% | ||||
Debt instrument maturity date | 2,016 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) $ in Millions | Dec. 31, 2016USD ($)LegalMatterSubsidiaryPlaintiffClaimTrialProceeding | Jan. 31, 2017 | Apr. 30, 2015LegalMatter | Apr. 30, 2014LegalMatter | Jul. 31, 2013USD ($) | Jul. 31, 2012USD ($) | Jun. 30, 2007LegalMatter | Dec. 31, 2016USD ($)LegalMatter | Sep. 30, 2016USD ($) | Mar. 31, 2016USD ($) | Sep. 30, 2015USD ($)LegalMatter | Jun. 30, 2015USD ($)LegalMatter | Jun. 30, 2014USD ($) | Mar. 31, 2016USD ($) | Dec. 31, 2016USD ($)LegalMatter | Dec. 31, 2015USD ($)LegalMatter | Dec. 31, 2014USD ($)LegalMatter | Dec. 31, 2016USD ($)LegalMatter | Dec. 31, 2016USD ($)LegalMatter | Jan. 27, 2017LegalMatter | Jul. 31, 2014LegalMatter | Jan. 16, 2014LegalMatter |
Commitments and Contingencies [Line Items] | ||||||||||||||||||||||
Product claims, charges incurred after tax | $ | $ 31 | $ 77 | $ 31 | $ 228 | $ 325 | $ 238 | ||||||||||||||||
Accruals for product liability and other legal matters | $ | $ 1,201.5 | 1,201.5 | $ 1,201.5 | $ 1,174.3 | $ 1,201.5 | $ 1,201.5 | ||||||||||||||||
Payments to qualified settlement fund | $ | 375.2 | 762.4 | ||||||||||||||||||||
Payments to qualified claimants from qualified settlement funds | $ | 254 | 562.7 | ||||||||||||||||||||
Other payments to qualified claimants from qualified settlement funds | $ | 10.8 | 73.3 | ||||||||||||||||||||
Minimum annual rentals, 2017 | $ | 35 | 35 | 35 | 35 | 35 | |||||||||||||||||
Minimum annual rentals, 2018 | $ | 29.8 | 29.8 | 29.8 | 29.8 | 29.8 | |||||||||||||||||
Minimum annual rentals, 2019 | $ | 21.6 | 21.6 | 21.6 | 21.6 | 21.6 | |||||||||||||||||
Minimum annual rentals, 2020 | $ | 15.3 | 15.3 | 15.3 | 15.3 | 15.3 | |||||||||||||||||
Minimum annual rentals, 2021 | $ | 10.3 | 10.3 | 10.3 | 10.3 | 10.3 | |||||||||||||||||
Minimum annual rentals, thereafter | $ | $ 37 | 37 | 37 | 37 | 37 | |||||||||||||||||
Total rental expense for operating leases | $ | 34.8 | 31.7 | $ 32.3 | |||||||||||||||||||
Minimum | ||||||||||||||||||||||
Commitments and Contingencies [Line Items] | ||||||||||||||||||||||
Proceedings that could be material to the company | Proceeding | 1 | |||||||||||||||||||||
Cases that could be settled at any time | Claim | 1 | |||||||||||||||||||||
Accrued Expenses | ||||||||||||||||||||||
Commitments and Contingencies [Line Items] | ||||||||||||||||||||||
Accruals for product liability and other legal matters, accrued expenses | $ | $ 605.3 | 605.3 | 605.3 | 516.5 | 605.3 | 605.3 | ||||||||||||||||
Receivables Related to Product Liability Matters | ||||||||||||||||||||||
Commitments and Contingencies [Line Items] | ||||||||||||||||||||||
Receivables related to product liability matters | $ | 267.3 | 267.3 | 267.3 | 132.8 | 267.3 | 267.3 | ||||||||||||||||
Receivables Related to Product Liability Matters | Other Assets | ||||||||||||||||||||||
Commitments and Contingencies [Line Items] | ||||||||||||||||||||||
Receivables related to product liability matters, noncurrent | $ | $ 132.1 | |||||||||||||||||||||
Receivables Related to Product Liability Matters | Other Current Assets | ||||||||||||||||||||||
Commitments and Contingencies [Line Items] | ||||||||||||||||||||||
Receivables related to product liability matters , current | $ | $ 156.2 | 156.2 | $ 156.2 | $ 156.2 | $ 156.2 | |||||||||||||||||
Other (income) expense, net | ||||||||||||||||||||||
Commitments and Contingencies [Line Items] | ||||||||||||||||||||||
Product claims, charges incurred before taxes | $ | $ 46 | $ 111 | $ 49 | $ 241 | $ 337 | $ 259 | ||||||||||||||||
Hernia Product Claims | ||||||||||||||||||||||
Commitments and Contingencies [Line Items] | ||||||||||||||||||||||
Number of individual plaintiffs | Plaintiff | 90 | |||||||||||||||||||||
Period for additional product claims trials | 12 months | |||||||||||||||||||||
Hernia Product Claims | United States | ||||||||||||||||||||||
Commitments and Contingencies [Line Items] | ||||||||||||||||||||||
Number of putative class actions | LegalMatter | 1 | |||||||||||||||||||||
Hernia Product Claims | Canada | ||||||||||||||||||||||
Commitments and Contingencies [Line Items] | ||||||||||||||||||||||
Number of putative class actions settled | LegalMatter | 3 | |||||||||||||||||||||
Hernia Product Claims | Federal Law Claims | ||||||||||||||||||||||
Commitments and Contingencies [Line Items] | ||||||||||||||||||||||
Number of lawsuits | LegalMatter | 25 | 25 | 25 | 25 | 25 | |||||||||||||||||
Hernia Product Claims | State Law Claims | ||||||||||||||||||||||
Commitments and Contingencies [Line Items] | ||||||||||||||||||||||
Number of lawsuits | LegalMatter | 65 | 65 | 65 | 65 | 65 | |||||||||||||||||
Hernia Product Claims | State Law Claims | Superior Court of State of Rhode Island | ||||||||||||||||||||||
Commitments and Contingencies [Line Items] | ||||||||||||||||||||||
Number of lawsuits | LegalMatter | 50 | 50 | 50 | 50 | 50 | |||||||||||||||||
Number of individual plaintiffs | Plaintiff | 50 | |||||||||||||||||||||
Number of multidistrict litigations | LegalMatter | 1 | |||||||||||||||||||||
Women's Health Product Claims | ||||||||||||||||||||||
Commitments and Contingencies [Line Items] | ||||||||||||||||||||||
Number of individual plaintiffs | Plaintiff | 6,235 | |||||||||||||||||||||
Period for additional product claims trials | 12 months | |||||||||||||||||||||
Number of claims in settlement agreement | LegalMatter | 11,000 | 4,155 | 6,285 | 560 | ||||||||||||||||||
Generic complaints | Claim | 600 | |||||||||||||||||||||
Number of claims not yet filed | LegalMatter | 830 | |||||||||||||||||||||
The number of claims subject to an agreement or an agreement in principle | LegalMatter | 3,030 | 2,880 | ||||||||||||||||||||
Women's Health Product Claims | Minimum | ||||||||||||||||||||||
Commitments and Contingencies [Line Items] | ||||||||||||||||||||||
Number of additional trials | Trial | 1 | |||||||||||||||||||||
Women's Health Product Claims | United States | ||||||||||||||||||||||
Commitments and Contingencies [Line Items] | ||||||||||||||||||||||
Number of putative class actions | LegalMatter | 5 | |||||||||||||||||||||
Women's Health Product Claims | Canada | ||||||||||||||||||||||
Commitments and Contingencies [Line Items] | ||||||||||||||||||||||
Number of putative class actions | LegalMatter | 5 | |||||||||||||||||||||
Women's Health Product Claims | California state case | ||||||||||||||||||||||
Commitments and Contingencies [Line Items] | ||||||||||||||||||||||
U. S. District Court award for plaintiff's damages | $ | $ 3.6 | |||||||||||||||||||||
Women's Health Product Claims | Medtronic | ||||||||||||||||||||||
Commitments and Contingencies [Line Items] | ||||||||||||||||||||||
Number of subsidiaries of a parent company that have an obligation to indemnify | Subsidiary | 2 | |||||||||||||||||||||
Women's Health Product Claims | Medtronic | ||||||||||||||||||||||
Commitments and Contingencies [Line Items] | ||||||||||||||||||||||
Total payments made for settlement of indemnification obligation | $ | $ 121 | |||||||||||||||||||||
Women's Health Product Claims | Ontario Superior Court of Justice | Canada | ||||||||||||||||||||||
Commitments and Contingencies [Line Items] | ||||||||||||||||||||||
Number of putative class actions with class certifications dismissed | LegalMatter | 1 | |||||||||||||||||||||
Class actions settled | In March 2016, the company reached an agreement in principle to resolve all Canadian putative class actions, with the exception of a Quebec class action, within amounts previously recorded by the company, which settlement was finalized in September 2016. | |||||||||||||||||||||
Women's Health Product Claims | Multi District Litigation | ||||||||||||||||||||||
Commitments and Contingencies [Line Items] | ||||||||||||||||||||||
U. S. District Court award for plaintiff's damages | $ | $ 2 | |||||||||||||||||||||
Number of individual case for trial | LegalMatter | 300 | 200 | ||||||||||||||||||||
Cases part of agreements or agreements in principle | Substantially all of the 500 individual cases that are the subject of the WHP Pre-Trial Orders have been part of agreements or agreements in principle to settle with various plaintiff law firms. | |||||||||||||||||||||
Women's Health Product Claims | Multi District Litigation | Unsettled Cases | ||||||||||||||||||||||
Commitments and Contingencies [Line Items] | ||||||||||||||||||||||
Number of individual case for trial | LegalMatter | 5 | 5 | 5 | 5 | 5 | |||||||||||||||||
Women's Health Product Claims | Subsequent Event | Ontario Superior Court of Justice | Canada | ||||||||||||||||||||||
Commitments and Contingencies [Line Items] | ||||||||||||||||||||||
Class actions discontinued | In January 2017, the court approved the discontinuance of the proposed Quebec class action. | |||||||||||||||||||||
Women's Health Product Claims | Subsequent Event | Multi District Litigation | ||||||||||||||||||||||
Commitments and Contingencies [Line Items] | ||||||||||||||||||||||
Number of individual case for trial | LegalMatter | 243 | |||||||||||||||||||||
Filter Product Claims | ||||||||||||||||||||||
Commitments and Contingencies [Line Items] | ||||||||||||||||||||||
Number of individual plaintiffs | Plaintiff | 1,425 | |||||||||||||||||||||
Number of multidistrict litigations | LegalMatter | 1 | |||||||||||||||||||||
Period for additional product claims trials | 12 months | |||||||||||||||||||||
Number of claims not yet filed | LegalMatter | 25 | |||||||||||||||||||||
Filter Product Claims | Canada | ||||||||||||||||||||||
Commitments and Contingencies [Line Items] | ||||||||||||||||||||||
Number of putative class actions | LegalMatter | 4 | |||||||||||||||||||||
Filter Product Claims | State Law Claims | ||||||||||||||||||||||
Commitments and Contingencies [Line Items] | ||||||||||||||||||||||
Number of lawsuits | LegalMatter | 50 | 50 | 50 | 50 | 50 | |||||||||||||||||
Filter Product Claims | Multi District Litigation | ||||||||||||||||||||||
Commitments and Contingencies [Line Items] | ||||||||||||||||||||||
Number of lawsuits | LegalMatter | 1,375 | 1,375 | 1,375 | 1,375 | 1,375 |
Share-Based Compensation Plan64
Share-Based Compensation Plans - Additional Information (Detail) | 12 Months Ended | ||
Dec. 31, 2016USD ($)CompensationPlan$ / sharesshares | Dec. 31, 2015USD ($)$ / sharesshares | Dec. 31, 2014USD ($)$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of employee stock purchase programs | CompensationPlan | 2 | ||
Share-based compensation | $ 90,000,000 | $ 81,800,000 | $ 71,400,000 |
Share-based payment arrangements, income tax benefit | 30,200,000 | 27,700,000 | 24,200,000 |
Unrecognized compensation expenses related to share-based payment arrangements | $ 144,300,000 | ||
Weighted-average period of recognizing unrecognized compensation expenses related to share-based compensation, in years | 2 years | ||
Stock Options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation | $ 23,900,000 | $ 22,600,000 | $ 19,400,000 |
Unrecognized compensation expenses related to share-based payment arrangements | $ 31,600,000 | ||
Weighted-average period of recognizing unrecognized compensation expenses related to share-based compensation, in years | 2 years | ||
Awards requisite service period | 4 years | ||
Award contractual terms | 10 years | ||
Minimum number of years for accelerated vesting | 2 years | ||
Stock options vested | shares | 650,782 | 730,082 | 709,882 |
Weighted average fair value of stock options vested | $ / shares | $ 31.45 | $ 26.11 | $ 23.07 |
Total intrinsic value of stock options exercised | $ 91,700,000 | $ 94,600,000 | $ 95,700,000 |
Cash received from stock option exercises | 75,000,000 | 89,400,000 | 120,900,000 |
Actual tax benefit realized from option exercises | $ 30,300,000 | $ 32,100,000 | $ 32,200,000 |
Fair value assumptions, risk-free interest rate | 1.60% | 1.30% | 1.20% |
Fair value assumptions, dividend yield | 0.50% | 0.50% | 0.60% |
Fair value assumptions, expected life in years | 7 years 4 months 24 days | 6 years 6 months | 6 years 6 months |
Restricted Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation | $ 23,100,000 | $ 23,800,000 | $ 21,700,000 |
Unrecognized compensation expenses related to share-based payment arrangements | $ 52,900,000 | ||
Weighted-average period of recognizing unrecognized compensation expenses related to share-based compensation, in years | 2 years | ||
Nonvested other stock-based awards, shares outstanding | shares | 473,088 | 471,920 | |
Restricted Stock | Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Awards requisite service period | 4 years | ||
Restricted Stock | Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Awards requisite service period | 5 years | ||
Other Restricted Stock Units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation | $ 9,100,000 | $ 7,300,000 | 7,100,000 |
Unrecognized compensation expenses related to share-based payment arrangements | $ 31,700,000 | ||
Weighted-average period of recognizing unrecognized compensation expenses related to share-based compensation, in years | 4 years | ||
Other Restricted Stock Units | Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Awards requisite service period | 4 years | ||
Other Restricted Stock Units | Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Awards requisite service period | 7 years | ||
Performance Restricted Stock Units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation | $ 18,800,000 | $ 14,900,000 | $ 12,700,000 |
Unrecognized compensation expenses related to share-based payment arrangements | $ 19,400,000 | ||
Weighted-average period of recognizing unrecognized compensation expenses related to share-based compensation, in years | 2 years | ||
Awards requisite service period | 3 years | ||
Fair value assumptions, risk-free interest rate | 0.83% | 0.86% | 0.70% |
Fair value assumptions, dividend yield | 0.52% | 0.51% | 0.62% |
Fair value assumptions, expected life in years | 2 years 10 months 24 days | 2 years 9 months 18 days | 2 years 10 months 24 days |
Share-based Compensation Arrangement by Share-based Payment Award, Terms of Award | These units have requisite service periods of three years and have no dividend rights. | ||
Period over which the company's performance is evaluated | 3 years | ||
Nonvested other stock-based awards, shares outstanding | shares | 313,412 | 304,751 | |
Other Stock-Based Awards | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation | $ 800,000 | $ 800,000 | $ 900,000 |
Unrecognized compensation expenses related to share-based payment arrangements | $ 400,000 | ||
Weighted-average period of recognizing unrecognized compensation expenses related to share-based compensation, in years | 2 years | ||
Awards requisite service period | 3 years | ||
Nonvested other stock-based awards, shares outstanding | shares | 13,076 | 13,741 | |
Management Stock Purchase Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation | $ 10,700,000 | $ 9,200,000 | 6,700,000 |
Unrecognized compensation expenses related to share-based payment arrangements | $ 8,300,000 | ||
Weighted-average period of recognizing unrecognized compensation expenses related to share-based compensation, in years | 2 years | ||
Share-based Compensation Arrangement by Share-based Payment Award, Terms of Award | Only shares or units corresponding to the 30% discount are forfeited if the employee's employment terminates prior to the end of the four-year vesting period. Dividends or dividend-equivalents are paid on MSPP shares or units, and the participant has the right to vote all MSPP shares. | ||
Discount on common stock purchase program | 30.00% | ||
Minimum annual bonus percentage required to purchase restricted stock | 25.00% | ||
Period restricted for sale or transfer after purchase | 4 years | ||
Vesting period, years | 4 years | ||
2012 Long Term Incentive Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of remaining shares that may be issued | shares | 3,639,647 | ||
Directors Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of remaining shares that may be issued | shares | 21,890 | ||
Employee Stock Purchase Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation | $ 3,600,000 | $ 3,200,000 | $ 2,900,000 |
Fair value assumptions, risk-free interest rate | 0.45% | 0.14% | 0.08% |
Fair value assumptions, dividend yield | 0.50% | 0.60% | 0.60% |
Fair value assumptions, expected life in years | 6 months | 6 months | 6 months |
Share-based Compensation Arrangement by Share-based Payment Award, Terms of Award | All participant funds received prior to the ESPP purchase dates are held as company liabilities without interest or other increment. No dividends are paid on employee contributions until shares are purchased. | ||
Discount on common stock purchase program | 15.00% | ||
Period restricted for sale or transfer after purchase | 6 months | ||
After tax payroll deductions percentage of compensation, minimum | 1.00% | ||
After tax payroll deductions percentage of compensation, maximum | 10.00% | ||
After tax payroll deductions maximum amount of compensation as defined by the plan | $ 20,000 | ||
Employee payroll deduction period | 6 months | ||
Shares available to purchase during period under Employee Stock Purchase Plan | shares | 185,383 | ||
Shares purchased under Employee Stock Purchase Plan | shares | 94,841 | 107,359 |
Total Stock Option Activity and
Total Stock Option Activity and Amounts (Detail) - Stock Options $ / shares in Units, $ in Millions | 12 Months Ended |
Dec. 31, 2016USD ($)$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of shares outstanding, beginning balance | shares | 3,918,435 |
Number of shares, granted | shares | 249,213 |
Number of shares, exercised | shares | (795,663) |
Number of shares, canceled/forfeited | shares | (76,106) |
Number of shares outstanding, ending balance | shares | 3,295,879 |
Number of shares, exercisable | shares | 2,129,474 |
Weighted average exercise price, beginning balance | $ / shares | $ 124.77 |
Weighted average exercise price, granted | $ / shares | 218.15 |
Weighted average exercise price, exercised | $ / shares | 97.31 |
Weighted average exercise price, canceled/forfeited | $ / shares | 155.19 |
Weighted average exercise price, ending balance | $ / shares | 137.76 |
Weighted average exercise price, exercisable | $ / shares | $ 113.99 |
Weighted average remaining contractual term (years), outstanding, ending balance | 6 years 6 months |
Weighted average remaining contractual term (years), exercisable | 5 years 4 months 6 days |
Aggregate intrinsic value, outstanding, ending balance | $ | $ 286.5 |
Aggregate intrinsic value, exercisable | $ | $ 235.7 |
Assumptions Used To Estimate Fa
Assumptions Used To Estimate Fair Value of Stock Option Grants (Detail) - Stock Options - $ / shares | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Dividend yield | 0.50% | 0.50% | 0.60% |
Risk-free interest rate | 1.60% | 1.30% | 1.20% |
Expected life in years | 7 years 4 months 24 days | 6 years 6 months | 6 years 6 months |
Expected volatility | 21.00% | 21.00% | 21.00% |
Option fair value | $ 54.71 | $ 40.94 | $ 35.69 |
Activity in Nonvested Restricte
Activity in Nonvested Restricted Stock and Unit Awards (Detail) - Restricted Stock | 12 Months Ended |
Dec. 31, 2016$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of shares outstanding, beginning balance | shares | 471,920 |
Number of shares, granted | shares | 178,825 |
Number of shares, vested | shares | (165,115) |
Number of shares, forfeited | shares | (12,542) |
Number of shares outstanding, ending balance | shares | 473,088 |
Weighted average grant date fair value outstanding, beginning balance | $ / shares | $ 147.41 |
Weighted average grant date fair value, granted | $ / shares | 219.63 |
Weighted average grant date fair value, vested | $ / shares | 129.87 |
Weighted average grant date fair value, forfeited | $ / shares | 153.13 |
Weighted average grant date fair value outstanding, ending balance | $ / shares | $ 180.67 |
Activity in Other Nonvested Res
Activity in Other Nonvested Restricted Stock Unit Awards (Detail) - Restricted Stock Units | 12 Months Ended |
Dec. 31, 2016$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of shares outstanding, beginning balance | shares | 406,533 |
Number of shares, granted | shares | 99,240 |
Number of shares, vested | shares | (79,750) |
Number of shares, forfeited | shares | (23,933) |
Number of shares outstanding, ending balance | shares | 402,090 |
Weighted average grant date fair value outstanding, beginning balance | $ / shares | $ 115.30 |
Weighted average grant date fair value, granted | $ / shares | 200.12 |
Weighted average grant date fair value, vested | $ / shares | 96.65 |
Weighted average grant date fair value, forfeited | $ / shares | 139.71 |
Weighted average grant date fair value outstanding, ending balance | $ / shares | $ 138.47 |
Activity in Management Stock Pu
Activity in Management Stock Purchase Program (Detail) - Management Stock Purchase Plan | 12 Months Ended |
Dec. 31, 2016$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of shares outstanding, beginning balance | shares | 197,997 |
Number of shares, purchased | shares | 54,359 |
Number of shares, vested | shares | (44,562) |
Number of shares, forfeited | shares | (7,790) |
Number of shares outstanding, ending balance | shares | 200,004 |
Weighted average grant date fair value outstanding, beginning balance | $ / shares | $ 39.70 |
Weighted average grant date fair value, purchased | $ / shares | 60.54 |
Weighted average grant date fair value, vested | $ / shares | 32.44 |
Weighted average grant date fair value, forfeited | $ / shares | 47.96 |
Weighted average grant date fair value outstanding, ending balance | $ / shares | $ 46.66 |
Assumptions Used To Determine C
Assumptions Used To Determine Compensation Expense for Management Stock Purchase Program (Detail) - Management Stock Purchase Plan - $ / shares | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Dividend yield | 0.50% | 0.60% | 0.60% |
Risk-free interest rate | 0.39% | 0.16% | 0.07% |
Expected life in years | 7 months 6 days | 7 months 6 days | 7 months 6 days |
Expected volatility | 18.00% | 17.00% | 20.00% |
Fair value | $ 83.23 | $ 60.47 | $ 51.82 |
Assumptions of Weighted Average
Assumptions of Weighted Average for ESPP Purchases Utilizing Black-Scholes Model (Detail) - Employee Stock Purchase Plan - $ / shares | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Dividend yield | 0.50% | 0.60% | 0.60% |
Risk-free interest rate | 0.45% | 0.14% | 0.08% |
Expected life in years | 6 months | 6 months | 6 months |
Expected volatility | 21.00% | 17.00% | 18.00% |
Fair value | $ 42.71 | $ 33.45 | $ 27.73 |
Pension And Other Postretirem72
Pension And Other Postretirement Benefit Plans - Additional Information (Detail) $ in Millions | 3 Months Ended | 12 Months Ended | |||||
Dec. 31, 2016USD ($) | Dec. 31, 2016USD ($)h | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | ||||
Defined Benefit Plan Disclosure [Line Items] | |||||||
Number of years balance is paid to participant after retirement | 15 years | ||||||
Accumulated pension plan benefit obligation | $ 537.6 | $ 537.6 | $ 526.4 | ||||
Pension plans with benefit obligations in excess of plan assets, fair value of assets | 469.7 | 469.7 | 444.7 | ||||
Aggregate benefit obligation | 589.3 | 589.3 | 576.3 | ||||
Pension plans with accumulated benefit obligations in excess of plan assets, fair value of assets | 8 | 8 | 7.1 | ||||
Pension plans with accumulated benefit obligations in excess of plan assets, accumulated benefit obligation | 94.6 | 94.6 | 96.6 | ||||
Non-cash curtailment gain (loss) | 5.3 | ||||||
Net gain (loss) | (16.7) | (41.3) | |||||
Net gain (loss) after tax | (11.3) | (26.5) | |||||
Discretionary contribution pension plans | $ 30 | ||||||
Hours of service eligible for defined contribution plan | h | 1,000 | ||||||
Long-term deferred compensation arrangement, expense | $ 6.9 | 5.5 | $ 6.9 | ||||
Long-term deferred compensation arrangement, liability | 36.1 | 36.1 | 35.4 | ||||
Change in Assumptions for Pension Plans | |||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||
Net pension periodic cost | (4.8) | ||||||
Foreign Pension Plans, Defined Benefit | |||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||
Plan assets fair value | 86.8 | 86.8 | 107.8 | ||||
Benefit obligation | 102.4 | 102.4 | 123.1 | ||||
Accumulated pension plan benefit obligation | 87.6 | 87.6 | 105.5 | ||||
Net pension periodic cost | (0.5) | 4.4 | 4.2 | ||||
Non-Qualified Pension Plans, Defined Benefit | |||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||
Benefit obligation | 86.4 | 86.4 | 78.9 | ||||
Accumulated pension plan benefit obligation | 82.8 | 82.8 | 75.1 | ||||
Pension Plans, Defined Benefit | |||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||
Plan assets fair value | 469.7 | [1] | 469.7 | [1] | 462.6 | [1] | 455.6 |
Benefit obligation | 589.3 | 589.3 | 586.9 | 544 | |||
Non-cash curtailment gain (loss) | 5.3 | 0 | 0 | ||||
Estimated net actuarial loss for pension benefits | 12.7 | ||||||
Net pension periodic cost | 20.8 | 30.5 | 30.2 | ||||
Foreign Defined Contribution Plan | |||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||
Defined contribution plan and small pension arrangement | 5.3 | 5.1 | 5.1 | ||||
Other Postretirement Benefit Plans, Defined Benefit | |||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||
Benefit obligation | $ 6.2 | 6.2 | 7 | ||||
Net pension periodic cost | 0.3 | 0.4 | 0.5 | ||||
Amounts recognized in accumulated other comprehensive loss | 1.5 | 2 | |||||
After tax amount | 0.9 | 1.3 | |||||
Domestic Defined Contribution Plan | |||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||
Amounts charged to income for defined contribution retirement plan | $ 16 | $ 15.9 | $ 14.1 | ||||
[1] | There were no plan assets categorized as Level 3 at December 31, 2016 or 2015. |
Change in Benefit Obligation, F
Change in Benefit Obligation, Fair Value of Plan Assets and Funded Status for Plans (Detail) - Pension Plans, Defined Benefit - USD ($) $ in Millions | 12 Months Ended | ||||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |||
Benefit obligation | |||||
Benefit obligation - beginning | $ 586.9 | $ 544 | |||
Service cost | 29.2 | 30.1 | |||
Interest cost | 19 | 20.2 | $ 21.2 | ||
Transfers-Medicon | (19.1) | 25.4 | |||
Curtailment | (5.9) | 0 | |||
Actuarial loss (gain) | 24.3 | 6.1 | |||
Benefits paid | (31.8) | (33.1) | |||
Currency/other | (13.3) | (5.8) | |||
Benefit obligation - ending | 589.3 | 586.9 | 544 | ||
Fair value of plan assets | |||||
Fair value of plan assets - beginning | 462.6 | [1] | 455.6 | ||
Actual return on plan assets | 35.6 | (5.1) | |||
Company contributions | 34.8 | 31.6 | |||
Transfers-Medicon | (19) | 17.9 | |||
Benefits paid | (31.8) | (33.1) | |||
Currency/other | (12.5) | (4.3) | |||
Fair value of plan assets - ending | 469.7 | [1] | 462.6 | [1] | $ 455.6 |
Funded status of the plans, December 31 | $ (119.6) | $ (124.3) | |||
[1] | There were no plan assets categorized as Level 3 at December 31, 2016 or 2015. |
Amounts Recognized In Accumulat
Amounts Recognized In Accumulated Other Comprehensive Loss (Detail) - Pension Plans, Defined Benefit - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Defined Benefit Plan Disclosure [Line Items] | ||
Net loss | $ 169.2 | $ 163.7 |
Prior service credit | (1.9) | (2.7) |
Before tax amount | 167.3 | 161 |
After tax amount | $ 108.7 | $ 103.8 |
Amounts Recognized In Consolida
Amounts Recognized In Consolidated Balance Sheets (Detail) - Pension Plans, Defined Benefit - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Defined Benefit Plan Disclosure [Line Items] | ||
Other assets | $ 0 | $ 7.2 |
Accrued compensation and benefits | (4.6) | (4.6) |
Other long-term liabilities | (115) | (126.9) |
Net amount recognized | $ (119.6) | $ (124.3) |
Components of Net Periodic Pens
Components of Net Periodic Pension Cost (Detail) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Defined Benefit Plan Disclosure [Line Items] | ||||
Curtailment | $ (5.3) | |||
Pension Plans, Defined Benefit | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost, net of employee contributions | $ 28.8 | $ 29.6 | $ 26.9 | |
Interest cost | 19 | 20.2 | 21.2 | |
Expected return on plan assets | (32.1) | (31.3) | (27.9) | |
Amortization of net loss | 10.8 | 12.4 | 10.4 | |
Amortization of prior service cost | (0.4) | (0.4) | (0.4) | |
Curtailment | (5.3) | 0 | 0 | |
Net periodic pension cost | $ 20.8 | $ 30.5 | $ 30.2 |
Weighted Average Assumptions Us
Weighted Average Assumptions Used In Determining Pension Plan Information (Detail) - Pension Plans, Defined Benefit | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Net Cost | |||
Discount rate - service cost | 4.26% | 3.79% | 4.58% |
Discount rate - interest cost | 3.47% | 3.79% | 4.58% |
Expected return on plan assets | 6.72% | 7.17% | 7.26% |
Rate of compensation increase | 3.57% | 3.42% | 3.49% |
Benefit Obligation | |||
Discount rate | 3.91% | 4.03% | 3.79% |
Rate of compensation increase | 3.58% | 3.57% | 3.42% |
Weighted Average Target Asset A
Weighted Average Target Asset Allocations for Plans (Detail) - Pension Plans, Defined Benefit | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Asset Categories | ||
Defined benefit plan target asset allocations | 100.00% | 100.00% |
Equity Securities | ||
Asset Categories | ||
Defined benefit plan target asset allocations | 65.00% | 63.00% |
Fixed Income Securities | ||
Asset Categories | ||
Defined benefit plan target asset allocations | 33.00% | 35.00% |
Cash Equivalents | ||
Asset Categories | ||
Defined benefit plan target asset allocations | 2.00% | 2.00% |
Fair Value Measurements Of Plan
Fair Value Measurements Of Plan Assets (Detail) - Pension Plans, Defined Benefit - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Plan assets fair value | $ 469.7 | [1] | $ 462.6 | [1] | $ 455.6 | |
Cash and Cash Equivalents | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Plan assets fair value | [1] | 3.4 | 7.1 | |||
Guaranteed Insurance Contracts | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Plan assets fair value | [1] | 8 | 7.1 | |||
Private alternative investment - hedge fund | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Plan assets fair value | [1] | 19.6 | 19.3 | |||
Equity Securities | US Large Cap | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Plan assets fair value | [1] | 125.7 | 117.3 | |||
Equity Securities | US Small Cap | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Plan assets fair value | [1] | 40.6 | 37.2 | |||
Equity Securities | Foreign Equity Security | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Plan assets fair value | [1] | 118 | 117.3 | |||
Fixed Income Securities | Diversified Bond Funds | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Plan assets fair value | [1],[2] | 131.6 | 123.2 | |||
Fixed Income Securities | Foreign Government Debt Securities | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Plan assets fair value | [1] | 11.5 | 21.4 | |||
Fixed Income Securities | Foreign Corporate Debt Securities | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Plan assets fair value | [1] | 11.3 | 12.7 | |||
Fair Value, Inputs, Level 1 | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Plan assets fair value | 442.1 | 430.2 | ||||
Fair Value, Inputs, Level 1 | Cash and Cash Equivalents | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Plan assets fair value | 3.4 | 7.1 | ||||
Fair Value, Inputs, Level 1 | Guaranteed Insurance Contracts | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Plan assets fair value | 0 | 0 | ||||
Fair Value, Inputs, Level 1 | Private alternative investment - hedge fund | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Plan assets fair value | 0 | 0 | ||||
Fair Value, Inputs, Level 1 | Equity Securities | US Large Cap | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Plan assets fair value | 125.7 | 117.3 | ||||
Fair Value, Inputs, Level 1 | Equity Securities | US Small Cap | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Plan assets fair value | 40.6 | 37.2 | ||||
Fair Value, Inputs, Level 1 | Equity Securities | Foreign Equity Security | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Plan assets fair value | 118 | 117.3 | ||||
Fair Value, Inputs, Level 1 | Fixed Income Securities | Diversified Bond Funds | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Plan assets fair value | [2] | 131.6 | 121.1 | |||
Fair Value, Inputs, Level 1 | Fixed Income Securities | Foreign Government Debt Securities | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Plan assets fair value | 11.5 | 17.5 | ||||
Fair Value, Inputs, Level 1 | Fixed Income Securities | Foreign Corporate Debt Securities | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Plan assets fair value | 11.3 | 12.7 | ||||
Fair Value, Inputs, Level 2 | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Plan assets fair value | 27.6 | 32.4 | ||||
Fair Value, Inputs, Level 2 | Cash and Cash Equivalents | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Plan assets fair value | 0 | 0 | ||||
Fair Value, Inputs, Level 2 | Guaranteed Insurance Contracts | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Plan assets fair value | 8 | 7.1 | ||||
Fair Value, Inputs, Level 2 | Private alternative investment - hedge fund | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Plan assets fair value | 19.6 | 19.3 | ||||
Fair Value, Inputs, Level 2 | Equity Securities | US Large Cap | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Plan assets fair value | 0 | 0 | ||||
Fair Value, Inputs, Level 2 | Equity Securities | US Small Cap | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Plan assets fair value | 0 | 0 | ||||
Fair Value, Inputs, Level 2 | Equity Securities | Foreign Equity Security | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Plan assets fair value | 0 | 0 | ||||
Fair Value, Inputs, Level 2 | Fixed Income Securities | Diversified Bond Funds | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Plan assets fair value | [2] | 0 | 2.1 | |||
Fair Value, Inputs, Level 2 | Fixed Income Securities | Foreign Government Debt Securities | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Plan assets fair value | 0 | 3.9 | ||||
Fair Value, Inputs, Level 2 | Fixed Income Securities | Foreign Corporate Debt Securities | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Plan assets fair value | $ 0 | $ 0 | ||||
[1] | There were no plan assets categorized as Level 3 at December 31, 2016 or 2015. | |||||
[2] | Diversified bond funds consists of U.S. Treasury bonds, mortgage backed securities, and corporate bonds. |
Expected Benefit Payments (Deta
Expected Benefit Payments (Detail) - Pension Plans, Defined Benefit $ in Millions | Dec. 31, 2016USD ($) |
Defined Benefit Plan Disclosure [Line Items] | |
2,017 | $ 33.9 |
2,018 | 32.4 |
2,019 | 34.1 |
2,020 | 36.1 |
2,021 | 35.5 |
2022 through 2026 | $ 206.6 |
Other (Income) Expense, Net (De
Other (Income) Expense, Net (Detail) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Components of Other Income (Expense) [Line Items] | |||||||||||
Interest income | $ (1.6) | $ (0.9) | $ (2) | ||||||||
Foreign exchange (gains) losses | (1.8) | 3.8 | 1.7 | ||||||||
Litigation charges, net | 205.2 | 595.1 | 288.6 | ||||||||
Restructuring and productivity initiative costs | $ 4.1 | $ 4.6 | $ 11.9 | $ 9.8 | $ 14.5 | $ 14.6 | $ 8.5 | $ 3.9 | 30.4 | 41.5 | 11.8 |
Acquisition-related items | (1.3) | 24.7 | 2.3 | ||||||||
Gore Proceeds | $ (210.5) | 0 | (210.5) | 0 | |||||||
Gain on sale of investment | 0 | 0 | (7.1) | ||||||||
Other, net | (1.5) | (4.5) | (4.4) | ||||||||
Total other (income) expense, net | $ 229.4 | $ 449.2 | $ 290.9 |
Other (Income) Expense, Net - A
Other (Income) Expense, Net - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | ||
Jun. 30, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Components of Other Income (Expense) [Line Items] | ||||
Litigation related defense costs | $ 15.1 | $ 30.1 | ||
Employee separation costs | 7.9 | 7.5 | ||
Litigation judgment or settlement, amount | $ 210.5 | $ 0 | 210.5 | 0 |
W. L. Gore | ||||
Components of Other Income (Expense) [Line Items] | ||||
Litigation judgment or settlement, amount | 210.5 | |||
Productivity initiative costs | ||||
Components of Other Income (Expense) [Line Items] | ||||
Employee separation costs | $ 10.3 | $ 1.7 |
Changes in Accumulated Other Co
Changes in Accumulated Other Comprehensive Income (Loss) by Component (Detail) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Beginning Balance | $ 1,455.3 | $ 1,804.9 | $ 2,088.2 | |
Other comprehensive income (loss) before reclassifications | (51.5) | (134.6) | (87.8) | |
Tax (provision) benefit | [1] | 7.8 | 15.3 | 12.9 |
Other comprehensive income (loss) before reclassifications, net of taxes | (43.7) | (119.3) | (74.9) | |
Reclassifications | 20.4 | 1 | 10.7 | |
Tax provision (benefit) | (4.2) | (0.9) | (3.7) | |
Reclassifications, net of tax | 16.2 | 0.1 | 7 | |
Other comprehensive income (loss) | (27.5) | (119.2) | (67.9) | |
Ending Balance | 1,675.1 | 1,455.3 | 1,804.9 | |
Derivative Instruments Designated as Cash Flow Hedges | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Beginning Balance | (8.7) | 0.9 | 0 | |
Other comprehensive income (loss) before reclassifications | (13.3) | (2.6) | 2.5 | |
Tax (provision) benefit | [1] | 2.7 | 0.7 | (2) |
Other comprehensive income (loss) before reclassifications, net of taxes | (10.6) | (1.9) | 0.5 | |
Reclassifications | [2] | 9.8 | (11.1) | 0.6 |
Tax provision (benefit) | (0.4) | 3.4 | (0.2) | |
Reclassifications, net of tax | 9.4 | (7.7) | 0.4 | |
Other comprehensive income (loss) | (1.2) | (9.6) | 0.9 | |
Ending Balance | (9.9) | (8.7) | 0.9 | |
Foreign Currency Translation | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Beginning Balance | (94.2) | (3.1) | 47.3 | |
Other comprehensive income (loss) before reclassifications | (21.8) | (91.1) | (50.4) | |
Tax (provision) benefit | [1] | 0 | 0 | 0 |
Other comprehensive income (loss) before reclassifications, net of taxes | (21.8) | (91.1) | (50.4) | |
Reclassifications | 0 | 0 | 0 | |
Tax provision (benefit) | 0 | 0 | 0 | |
Reclassifications, net of tax | 0 | 0 | 0 | |
Other comprehensive income (loss) | (21.8) | (91.1) | (50.4) | |
Ending Balance | (116) | (94.2) | (3.1) | |
Benefit Plans | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Beginning Balance | [3] | (105.1) | (86.6) | (68.2) |
Other comprehensive income (loss) before reclassifications | [3] | (16.4) | (40.9) | (39.9) |
Tax (provision) benefit | [1],[3] | 5.1 | 14.6 | 14.9 |
Other comprehensive income (loss) before reclassifications, net of taxes | [3] | (11.3) | (26.3) | (25) |
Reclassifications | [3] | 10.6 | 12.1 | 10.1 |
Tax provision (benefit) | [3] | (3.8) | (4.3) | (3.5) |
Reclassifications, net of tax | [3] | 6.8 | 7.8 | 6.6 |
Other comprehensive income (loss) | [3] | (4.5) | (18.5) | (18.4) |
Ending Balance | [3] | (109.6) | (105.1) | (86.6) |
Accumulated Other Comprehensive Loss | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Beginning Balance | (208) | (88.8) | (20.9) | |
Other comprehensive income (loss) | (27.5) | (119.2) | (67.9) | |
Ending Balance | $ (235.5) | $ (208) | $ (88.8) | |
[1] | Income taxes are not provided for foreign currency translation adjustments. | |||
[2] | See Note 6 of the notes to consolidated financial statements. | |||
[3] | These components are included in the computation of net periodic pension cost. See Note 12 of the notes to consolidated financial statements. |
Net Sales Based on Location of
Net Sales Based on Location of External Customer and Identifiable Assets by Geographic Region (Detail) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | ||
Segment Reporting Information [Line Items] | ||||||||||||
Net sales | $ 967.1 | $ 941.9 | $ 931.5 | $ 873.5 | $ 870.8 | $ 865.7 | $ 859.8 | $ 819.7 | $ 3,714 | $ 3,416 | $ 3,323.6 | |
Long-lived assets | 489.5 | 472.4 | 489.5 | 472.4 | ||||||||
United States | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Net sales | 2,559.5 | 2,378.4 | 2,263.5 | |||||||||
Long-lived assets | 410.3 | 398.5 | 410.3 | 398.5 | ||||||||
Europe | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Net sales | 446.4 | 439.5 | 488.5 | |||||||||
Long-lived assets | 48.7 | 49.5 | 48.7 | 49.5 | ||||||||
Asia Pacific | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Net sales | [1] | 489.4 | 388.6 | 354.6 | ||||||||
Long-lived assets | [2] | 24.8 | 19 | 24.8 | 19 | |||||||
Other | ||||||||||||
Segment Reporting Information [Line Items] | ||||||||||||
Net sales | [1] | 218.7 | 209.5 | $ 217 | ||||||||
Long-lived assets | [2] | $ 5.7 | $ 5.4 | $ 5.7 | $ 5.4 | |||||||
[1] | Beginning in 2016, net sales for Asia-Pacific are separately reported. Prior year amounts have been reclassified to conform to the current year presentation. | |||||||||||
[2] | Beginning in 2016, amounts for Asia-Pacific are separately reported. Prior year amounts have been reclassified to conform to the current year presentation. |
Total Net Sales by Product Grou
Total Net Sales by Product Group Category (Detail) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Segment Reporting Information [Line Items] | |||||||||||
Net sales | $ 967.1 | $ 941.9 | $ 931.5 | $ 873.5 | $ 870.8 | $ 865.7 | $ 859.8 | $ 819.7 | $ 3,714 | $ 3,416 | $ 3,323.6 |
Vascular | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net sales | 1,014.9 | 970.3 | 928.3 | ||||||||
Urology | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net sales | 951.8 | 845 | 835.9 | ||||||||
Oncology | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net sales | 1,012.1 | 936.9 | 910.9 | ||||||||
Surgical Specialties | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net sales | 637.3 | 572.3 | 555.1 | ||||||||
Other Product Group | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net sales | $ 97.9 | $ 91.5 | $ 93.4 |
Unaudited Interim Financial I86
Unaudited Interim Financial Information (Detail) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 12 Months Ended | ||||||||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | ||||||
Quarterly Financial Data [Line Items] | ||||||||||||||||
Net sales | $ 967.1 | $ 941.9 | $ 931.5 | $ 873.5 | $ 870.8 | $ 865.7 | $ 859.8 | $ 819.7 | $ 3,714 | $ 3,416 | $ 3,323.6 | |||||
Cost of goods sold | 348.1 | 352.2 | 351 | 320.4 | 320 | 336.3 | 333.7 | 311.2 | 1,371.7 | 1,301.2 | 1,258.6 | |||||
Income (loss) from operations before income taxes | 200.9 | 112.2 | 207.7 | 142.9 | 158 | (52.4) | 59.2 | 184.6 | 663.7 | 349.4 | 445.8 | |||||
Net income (loss) | $ 159.6 | $ 96.4 | $ 159.2 | $ 116.2 | $ 136.3 | $ (86) | $ (54.7) | $ 139.8 | $ 531.4 | $ 135.4 | $ 294.5 | |||||
Basic earnings (loss) per share available to common shareholders | $ 2.15 | $ 1.30 | $ 2.14 | $ 1.56 | $ 1.82 | [1] | $ (1.16) | [1] | $ (0.74) | [1] | $ 1.85 | [1] | $ 7.15 | $ 1.80 | [1] | $ 3.83 |
Diluted earnings (loss) per share available to common shareholders | $ 2.11 | $ 1.27 | $ 2.11 | $ 1.54 | $ 1.79 | [1] | $ (1.16) | [1],[2] | $ (0.74) | [1],[2] | $ 1.82 | [1] | $ 7.03 | $ 1.77 | [1] | $ 3.76 |
[1] | Total per share amounts may not add due to rounding. | |||||||||||||||
[2] | Common share equivalents primarily from share-based compensation plans were not included in the computation of diluted weighted average shares outstanding because their effect would have been antidilutive. |
Unaudited Interim Financial I87
Unaudited Interim Financial Information - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Quarterly Financial Data [Line Items] | |||||||||||
Litigation charges, net | $ 45.7 | $ 110.6 | $ 48.9 | $ 241.1 | $ 343.7 | $ 10.3 | |||||
Acquisition-related items | 6.8 | 5 | $ 3.9 | 4.5 | $ 33.9 | 2.5 | 4.5 | 9.2 | |||
Acquisition related item, purchased accounting adjustment | 3.7 | 5.8 | (24.3) | 10.2 | |||||||
Restructuring and productivity initiative costs | 4.1 | 4.6 | 11.9 | 9.8 | 14.5 | 14.6 | 8.5 | 3.9 | $ 30.4 | $ 41.5 | $ 11.8 |
Increase (decrease) in net income (loss) attributable to common share holders | $ (27.6) | $ (81.5) | $ (11.3) | $ (39.4) | $ (28.3) | $ (240.5) | $ (209) | $ (2.6) | |||
Increase (decrease) in diluted earnings per share available to common shareholders | $ (0.37) | $ (1.08) | $ (0.15) | $ (0.52) | $ (0.37) | $ (3.14) | $ (2.73) | $ (0.03) | |||
Reduction in income tax provision | $ (2.6) | (2.6) | (10.9) | ||||||||
Acquisition costs, benefits related to integration costs | $ 3.8 | ||||||||||
Other income (expense), net, Gore Proceeds | $ 210.5 | 0 | 210.5 | 0 | |||||||
Acquisition costs, integration costs | $ 5.4 | ||||||||||
Prepaid Asset | Cost of Goods Sold | |||||||||||
Quarterly Financial Data [Line Items] | |||||||||||
Other asset impairment charges | $ 1.2 | $ 1.2 | |||||||||
In-Process Research And Development | Research and Development Expense | |||||||||||
Quarterly Financial Data [Line Items] | |||||||||||
Impairment of Intangible Assets, Indefinite-lived (Excluding Goodwill) | $ 4.5 | $ 4.5 | $ 6.8 |
Valuation and Qualifying Accoun
Valuation and Qualifying Accounts (Detail) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | ||
Valuation and Qualifying Accounts Disclosure [Line Items] | ||||
Balance Beginning of Year | $ 42 | $ 46.6 | $ 42.9 | |
Charges to Costs and Expenses | 24 | 27.4 | 23.3 | |
Deductions | [1] | (16.8) | (32) | (19.6) |
Balance End of Year | 49.2 | 42 | 46.6 | |
Allowance for inventory obsolescence | ||||
Valuation and Qualifying Accounts Disclosure [Line Items] | ||||
Balance Beginning of Year | 34.5 | 36.5 | 31.3 | |
Charges to Costs and Expenses | 21.2 | 26.3 | 21.6 | |
Deductions | [1] | (13.7) | (28.3) | (16.4) |
Balance End of Year | 42 | 34.5 | 36.5 | |
Allowance for doubtful accounts | ||||
Valuation and Qualifying Accounts Disclosure [Line Items] | ||||
Balance Beginning of Year | 7.5 | 10.1 | 11.6 | |
Charges to Costs and Expenses | 2.8 | 1.1 | 1.7 | |
Deductions | [1] | (3.1) | (3.7) | (3.2) |
Balance End of Year | $ 7.2 | $ 7.5 | $ 10.1 | |
[1] | Includes writeoffs and the impact of foreign currency exchange rates. |