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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-K
FOR ANNUAL AND TRANSITION REPORTS
PURSUANT TO SECTIONS 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
(Mark One)
xANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 20172019
or
¨TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from                      to                     
Commission file number 001-15451
____________________________________  
g795027a09.jpg
United Parcel Service, Inc.
(Exact name of registrant as specified in its charter)
Delaware 58-2480149
(State or Other Jurisdiction of
Incorporation or Organization)
 
(I.R.S. Employer
Identification No.)
55 Glenlake Parkway, N.E. Atlanta, Georgia30328
(Address of Principal Executive Offices)(Zip Code)
(404) 55 Glenlake Parkway, N.E. Atlanta, Georgia30328
(Address of Principal Executive Offices)                 (Zip Code)
(404) 828-6000
(Registrant’s telephone number, including area code)
_______________________________  
Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class Trading SymbolName of Each Exchange on Which Registered
Class B common stock, par value $.01 per shareUPSNew York Stock Exchange
Floating-Rate Senior Notes due 2020UPS20ANew York Stock Exchange
1.625% Senior Notes due 2025UPS25New York Stock Exchange
1% Senior Notes due 2028UPS28New York Stock Exchange
0.375% Senior Notes due 2023UPS23ANew York Stock Exchange
1.500% Senior Notes due 2032

UPS32New York Stock Exchange

_________________________________
Securities registered pursuant to Section 12(g) of the Act:
Class A common stock, par value $.01 per share
(Title of Class)
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.    Yesx    No  ¨
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Exchange Act.    Yes  ¨Nox
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yesx    No  ¨
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (Section 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yesx    No  ¨
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.  x
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company, or an emerging growth company. See definitiondefinitions of “accelerated“ large accelerated filer”, “large accelerated“accelerated filer”, “smaller reporting company”company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act. Check one:
Large accelerated filer
x
Accelerated filer  ¨
 
AcceleratedNon-accelerated filer  ¨
 
Non-accelerated filer  ¨
Smaller reporting company
 
Smaller reporting company  ¨
Emerging growth company¨
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes  ¨    No  x
The aggregate market value of the class B common stock held by non-affiliates of the registrant was $76,094,649,31172,097,367,231 as of June 30, 2017.2019. The registrant’s class A common stock is not listed on a national securities exchange or traded in an organized over-the-counter market, but each share of the registrant’s class A common stock is convertible into one share of the registrant’s class B common stock.
As of February 8, 2018,6, 2020, there were 173,362,905156,399,660 outstanding shares of class A common stock and 688,251,874702,088,016 outstanding shares of class B common stock.
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the registrant’s definitive proxy statement for its annual meeting of shareowners scheduled for May 10, 201814, 2020 are incorporated by reference into Part III of this report.










UNITED PARCEL SERVICE, INC.
ANNUAL REPORT ON FORM 10-K
TABLE OF CONTENTS
 PART I 
Item 1.
 
 
 
 
 
 
Item 1A.
Item 1B.
Item 2.
Item 3.2.
Item 3.
Item 4.
 PART II 
Item 5.
Item 6.
Item 6.
Item 7.
 
 
 
 
 
 
 
 
Item 7A.
Item 8.
Item 7A.
Item 8.
Item 9.
Item 9A.
Item 9B.
 PART III 
Item 10.
Item 11.
Item 11.
Item 12.
Item 13.
Item 14.
 PART IV 
Item 15.
Item 16.












PART I
Cautionary Statement About Forward-Looking Statements
This report, includes certainour Annual Report to Shareowners and our other filings with the Securities and Exchange Commission (“SEC”) contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Statements in the future tense,other than those of current or historical fact, and all statements accompanied by terms such as “believe,” “project,” “expect,” “estimate,” “assume,” “intend,” “anticipate,” “target,” “plan” and variations thereof and similar terms, are intended to be forward-looking statements. We intend that all forward-lookingForward-looking statements we make will beare made subject to the safe harbor protectionprotections of the federal securities laws pursuant to Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934.
Our disclosure and analysis in this report, in our Annual ReportFrom time to Shareholders and in our other filings with the Securities and Exchange Commission (“SEC”) containtime, we also include written or oral forward-looking statements regardingin other publicly disclosed materials. Such statements relate to our intent, belief and current expectations about our strategic direction, prospects and future results. From time to time, we also provide forward-looking statements in other materials we release as well as oral forward-looking statements. Such statementsresults, and give our current expectations or forecasts of future events; they do not relate strictly to historical or current facts. Management believes that these forward-looking statements are reasonable as and when made. However, caution should be taken not to place undue reliance on any such forward-looking statements because such statements speak only as of the date when made.
Forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from our historical experience and our present expectations or anticipated results. These risks and uncertainties are described in Part I, “Item 1A. Risk Factors” and may also be described from time to time in our future reports filed with the SEC. You should consider the limitations on, and risks associated with, forward-looking statements and not unduly rely on the accuracy of predictions contained in such forward-looking statements. We do not undertake any obligation to update forward-looking statements to reflect events, circumstances, changes in expectations or the occurrence of unanticipated events after the date of those statements.
 
Item 1.Business


Overview
United Parcel Service, Inc. (“UPS”) was founded in 1907 as a private messenger and delivery service in Seattle, Washington. Today, we are the world’s largest package delivery company, a leader in the U.S. less-than-truckload industry and a premier provider of global supply chain management solutions. We deliver packages each business day for 1.5 million shipping customers to 9.0 million receivers ("consignees") in over 220 countries and territories. In 2017, we delivered an average of 20.0 million pieces per day, or a total of 5.1 billion packages. Total revenue in 2017 was $65.872 billion.
We serve theThe global market for logisticsthese services which includes transportation, distribution, contract logistics, ground freight, ocean freight, air freight, customs brokerage, insurance and financing.
We operate one of the largest airlines in the world, as well as the world’s largest fleet of alternative-powered vehicles. We deliver packages each business day for 1.6 million shipping customers to 9.9 million delivery customers in over 220 countries and territories. In 2019, we delivered an average of 21.9 million pieces per day, or a total of 5.5 billion packages. Total revenue in 2019 was $74.094 billion.
We have three reporting segments: U.S. Domestic Package and International Package, which together we refer to as our global small package operations, and Supply Chain & Freight, all of which are described below. For financial information concerning our segments and geographic regions, refer to note 12 of our audited consolidated financial statements.

Strategy
Our market strategy is to provide customers with advanced logistics solutions made possible by a broad portfolio of differentiated services and capabilities expertly assembled and integrated into our customers’ businesses. This approach,strategy, supported by our efficient and globally balancedglobal multimodal network, enables us to deliver value to, our customers and thereby build lasting partnershipsrelationships with, them.our customers.


Customers are able to leverage our broad portfolio of logistics capabilities comprised of: our balanced globalextensive presence in North America, Europe, Middle East, Africa, Asia Pacific and Latin America; our reliability; and our industry-leading technologies and solutions.



We offer a full range of industry-leading products, services and capabilities across a growing geographical and industry footprint. Achieving our objectives has required new methods and innovative approaches to develop and implement logistics services that address customer needs for speed to market, visibility, reliability and greater control. Recent examples include:

the acquisition or creation of platform-based offerings such as UPS e-fulfillment and Ware2Go;
specialized healthcare solutions expertisesuch as UPS Premier, which offers prioritized handling and visibility for competitive advantage in markets where they choose to compete. We continue to invest to expand our integratedcritical healthcare shipments;
a full range of global networkcustoms brokerage and service portfolio. In 2017, we formedshipment insurance services; and received approval
offerings such as UPS My Choice for a joint venture with SF Express, China’s leading small package company, which will ultimately provide millions of potential customers in China with improvedbusiness that give small- and medium-sized businesses ("SMBs") greater control, visibility and data access to buyersimprove their customer service.

We monitor global trade, economic, geopolitical, regulatory and sellers aroundenvironmental factors, as well as other factors impacting the world.business environment. We acquired Freightex, Ltd. ("Freightex")quickly implement measures to extendconvert risk to opportunity and help our platform-based freight transportation capabilities into both the U.K. and European markets. The acquisition of Eirpost Group Unlimited Company ("Nightline") vaulted UPScustomers adjust their supply chains to a leading market position in Ireland. We added shipping centers and healthcare and distribution facilities in Mexico, Colombia and India. In 2017, we also acquired STTAS Global Holdings, Inc. ("Sandler & Travis Trade Advisory Services" or "STTAS"), the world’s largest dedicated global trade compliance management company.



We are increasing our capital expenditures to meet increasing global demand. Within our facilities, we are expanding automated capacity, driving greater efficiencies and providing additional network flexibilities. We also continue to invest in our air network capacity through aircraft acquisitions. In 2017, we announced investments in four new regional facilities in the Indianapolis, Phoenix, Salt Lake City and Dallas areas, with the previously announced regional facility in Atlanta, Georgia continuing to move toward completion.
fast-moving world. We have a long history of sound financial managementjoint ventures and partnerships that provide operational flexibility and the ability to acquire new capabilities as we build scale, and we also forge new marketplace alliances to stay at the cutting edge of business. For example, our consolidated balance sheet reflects financial strength. Cash generation isDigital Access Program makes it easier for SMBs to use our services by embedding our shipping solutions directly into leading e-commerce platforms.

We are a significant strength of UPS, giving us ample capacitydisciplined and focused business that purposefully reinvests capital to serviceachieve both long-term strategic benefits and favorable returns. In September 2018, we communicated our obligationscommitment to continuous transformation and allowing for distributions to shareowners, reinvestment ininvest to modernize our business and operations through state-of-the art technology. We see transformation as an ongoing commitment to enhance quality and efficiency as we deliver innovative capabilities and services. Our strategic investments are primarily focused in areas we believe will drive growth and lasting profit potential:

services and solutions for SMBs;
international growth markets;
global Business to Consumer (“B2C”) and Business to Business (“B2B”) e-commerce;
healthcare and life-sciences logistics; and
operational improvements to drive greater productivity and the pursuituse of growth opportunities.automation to enhance the efficiency of our network.
In recent periods, we have added approximately ten million square feet of highly automated capacity in more than forty new and remodeled facilities globally. We have also continued to implement numerous new technologies to help control the network and ensure resources are in the right place at the right time.
Products and Services; Reporting segments and products & servicesSegments


Global Small Package
Our global small package operations provide time-definite delivery services for express letters, documents, small packages and palletized freight via air and ground services. We serve more than 220 countries and territories around the world along with domestic delivery service in over 50 countries. We handle packages that weigh up to 150 pounds and are up to 165 inches in combined length and girth as well as palletized shipments weighing more than 150 pounds. All of our packageThese services are supported by numerous shipping, visibility and billing technologies.
We handle all levelsAll types of service (air, ground, domestic, international, commercial and residential) are managed through onea single, global integrated pickup and delivery network. We combine all packages within our network, unless dictated by specific service commitments. This enables one UPS driver to pick up customers’ shipments for any of our services at the samea scheduled time each day. Compared to companies with single service network designs, ourOur integrated network uniquely provides operational and capital efficiencies while beingthat have less of an impact on the environment than single service network designs.


We handle packages up to 108 inches in length that weigh up to 150 pounds and are up to 165 inches in combined length and girth, as well as palletized shipments weighing more environmentally friendly.
than 150 pounds. We offer same-day pickup of air and ground packages upon request. Customers can schedule pickups for one to fiveseven days a week, based on their specific needs. Additionally, our wholly-owned and partneredweek. Our global network offers more thanapproximately 150,000 entry points where customers can tender a package to us at a location or time convenient to them. This combinedintegrated network includes UPS drivers who can accept packages, provided to them, UPS drop boxes, UPS Access Point locations, The UPS Store locations, authorized shipping outlets and commercial counters, alliance locations and customer centers attached to UPS facilities. SomeThe UPS Access Point network, which includes local small businesses, national retailers and self-serve lockers, allows consumers to ship or redirect packages to an alternate delivery location or drop off pre-labeled packages, including returns. We have expanded the UPS Access Point network to total approximately 21,000 locations within the U.S. and 40,000 globally.
We have developed a robust portfolio of these locations offer a full array ofreturns services including pickup, delivery and packing options, while others are drop-off locations only.
Thein more than 145 countries resulting from the continued growth of online and mobile shopping that has increased our customers’ needsneed for efficient and reliable returns, resulting in our development of a robust selection of returns services that are available in more than 145 countries. Thereturns. This portfolio provides a range of cost-effective label options and a vastbroad network of consumer drop points, as well as a selection of returnreturns technologies that promote efficiency and a friction-free consumer experience. These options vary based on customer need and country and include solutions such as UPS Returns,®, as well as more-specialized services such as UPS Returns® Exchange. Our technologies, such as UPS Returns Manager promote systems integration, clientcustomer ease of use and visibility of inbound merchandise, which help reduce costs and improve efficiency ofin our merchants'customers' reverse logistics processes. The newly launched UPS Returns® Manager is an excellent example of this value.
We operate one of the largest airlines in the world, withOur global air operations are centered at our Worldport hub in Louisville, Kentucky. Worldport sort capacity has expanded over the years due to volume growthOur U.S. regional air hubs in Dallas, Texas; Ontario, California; Philadelphia, Pennsylvania and centralization efforts.Rockford, Illinois support Worldport. Our European air hub is located in Cologne, Germany, and we maintain Asia Pacific air hubs in Shanghai, China; Shenzhen, China and Hong Kong. Our regional air hub in Canada is located in Hamilton, Ontario and our regional air hub for Latin America and the Caribbean is in Miami, Florida.
Our U.S. regional air hubs in Dallas, Texas; Ontario, California; Philadelphia, Pennsylvania and Rockford, Illinois support Worldport. This network design creates cost-effective package processing in our most technology-enabled facilities, which allows us to use fewer, larger and more fuel-efficient aircraft. Our
U.S. Domestic Package Reporting Segment
We are a leader in time-definite, guaranteed small package delivery services in the United States. We offer a full spectrum of U.S. domestic guaranteed air and ground package transportation services, and our U.S. ground fleet serves all business and residential zip codes in the contiguous U.S.United States.


U.S. Domestic Package reporting segment
We are a leader in time-definite, money-back guaranteed, small package delivery services in the U.S. We offer a full spectrum of U.S. domestic guaranteed ground and air package transportation services.
Customers can select from same day, next day, two day and three day delivery alternatives. UPS’sUPS's Air portfolio offers options enabling customers to specify a time-of-day guarantee for their delivery (e.g., by 8:00 A.M., 10:30 A.M., noon, end of day, etc.)., while selecting from same day, next day, two day and three day delivery alternatives.
Customers can also leverage our extensive ground network to ship using our day-definite guaranteed ground service that serves every U.S. business and residential address.Ground service. We deliver more ground packages in the U.S. than any other carrier, with average daily package volume of 14.115 million, most within one to three business days.
We also offer UPS SurePost, an economy residential ground service for customers with non-urgent, lightweight residential shipments. UPS SurePost is a contractual residential ground service that combines the consistency and reliability of the UPS Groundground network with final delivery often provided by the U.S. Postal Service. We utilize our operational technology to identify multiple package delivery opportunities and redirect UPS SurePost packages for final delivery, improving time in transit, customer service and operational efficiency.
International Package reporting segmentReporting Segment
Our International Package reporting segment includesconsists of our small package operations in Europe, Asia Pacific, Canada, and Latin America and the Indian sub-continent, Middle East and Africa ("ISMEA"). We offer a wide selection of guaranteed dayday- and time-definite international shipping services. We offer more guaranteed time-definite express options (Express Plus, Express and Express Saver) than any other carrier.
In 2017,recent years we have continued the expansion of our Express time-definite portfolios:
We expanded UPS WorldWide Express to five new countries around the globe.
UPS Express now reaches 124 countries with guaranteed mid-day delivery and 56 countries with guaranteed morning delivery with Express Plus.
Express Saver reaches 220 countries and territories with guaranteed end-of-day delivery.
Express Freight Midday is available from all 67 WorldWide Express Freight origin countries to 35 destination countries.
portfolio, with certain products now reaching as many as 220 countries and territories. For international package shipments that do not require Express services, UPS Worldwide Expedited offers a reliable, deferred, guaranteed day-definite service option. The service is now available from more than 80 origin countries to more than 220 countries and territories.
For cross-border ground package delivery, we offer UPS Standard delivery services within Europe, between the U.S. and Canada and between the U.S. and Mexico.
By expanding our time-definite services, we are better able to offer customers the services they need in the places they do business. For businesses with time-sensitive shipments, these upgrades can help replenish inventories quicker, improve time to market and meet urgent delivery requirements.
Europe, our largest region outside of the U.S., accounts for approximately half of our international small package segment revenue and is one of the primary drivers of our growth. To accommodateWe continue to make major European infrastructure investments, including new hubs in London, Paris and Eindhoven, the strong potential for growth in small package exports, we made a series of enhancements to both our ground and air networks that help reduce transit time by one to two days and will result in improved exporting opportunities for customers in Europe. These expansions and enhancements are part of our commitment to invest nearly $2 billion in our European infrastructure.Netherlands.


Asia Pacific also remains a strategic market due to growth rates in intra-Asia trade and the expanding Chinese economy.trade. To capitalize on these opportunities, we are bringinghave continued to bring faster time-in-transit to customers focused on intra-Asia trade and reducingreduced transit timetimes from Asia to the U.S. and Europe. Through added flight frequencies, we now provide our customers the ability to ship next day to more places in the U.S. and Europe - guaranteed - than any other express carrier. We serve more than 40 Asia Pacific countries and territories through more than two dozen alliances with local delivery companies that supplement company-ownedour owned operations. Our newFor example, our joint venture with SF Express combines SF’s extensive Chinese network with UPS’s delivery capabilities in the U.S. and Europe, to increaseincreasing our market presence and help provideproviding Chinese enterprises with greater global access. In addition, improvements to time-in-transit for UPS Express Saver and UPS Worldwide Expedited services to Shanghai have resulted in faster delivery by a full day to 185 postal codes for packages coming from Europe.
Additional international highlights include several air network enhancements, improving time in transit and better addressing growing markets. A newInternational high-growth markets remain one of our strategic imperatives. Our direct flight from the U.S. to Dubai improves time in transithas improved time-in-transit to key destinations in the ISMEA region for shippers throughout the U.S., Canada and the Americas. EuropeMarkets like India also provide opportunities for growth. In support of this, we acquired full ownership of our express services unit in 2018. The unit helps Indian businesses, large and small, connect with global markets via the UPS network. This follows the opening of two integrated logistics facilities in Hyderabad and Ahmedabad from where customers are provided a 48-hour delivery timeline to markets in the U.S. and Europe. In addition to these upgrades, we have added flight segmentsSaturday delivery to seven countries in Lithuania, PolandISMEA and Spain, while a dedicated chartered flight from Cologneexpanded Express Services to Casablanca continues our investment strategyIndia, the Middle East and other international high-growth markets ahead of Expo 2020 in Morocco, an emerging market.Dubai, offering greater flexibility and competitiveness.


Supply Chain & Freight


Supply Chain & Freight segment

The Supply Chain & Freight segment consists of our forwarding, truckload brokerage, logistics, UPS Freight, UPS Capital and logistics services, truckload freight brokerage, dedicated contract carriage truckload services, less-than-truckload (“LTL”) services and our financial offerings through UPS Capital.other businesses. Supply chain complexity creates demand for a global service offering that incorporates transportation, distribution and international trade and brokerage services, with complementary financial and information services. Outsourcing of non-core logistics activity is a strategy more and more companies are pursuing. With increased competition and growth opportunities in new markets, businesses require flexible and responsive supply chains to support their business strategies. We meet this demand by offering a broad array of supply chain services in more than 200 countries and territories.
Freight Forwarding
We are one of the largest U.S. domestic air freight carriers and among the top international air freight forwarders globally. We offer a portfolio of guaranteed and non-guaranteed global air freight services. Additionally, as one of the world’s leading non-vessel operating common carriers, we provide ocean freight full-container load, less-than-container load and multimodal transportation services between most major ports around the world.
Truckload Freight Brokerage
In 2015, we acquiredOur acquisition of Coyote Logistics, Midco, Inc. ("Coyote"),LLC, a U.S.-based truckload freight brokerage company. We successfully integrated this large-scale truckload freight brokerage and transportation management services operation into our Supply Chain & Freight segment and have seen significantthird party logistics provider, in 2015 has resulted in synergies in the areas of purchased transportation, backhaul utilization, technology systems and industry best practices. Coyote's access to our UPS fleet, combined with its broad carrier network, has created a customized capacity solution for all markets, customers and situations. Moreover,In addition, Coyote createsprovides access to UPS services (such as air freight, customs brokerage and global freight forwarding) for its customer base.
In January 2017, UPS acquired U.K.-basedOur acquisition of Freightex, a U.K.- based freight brokerage firm, Freightex. The acquisition of Freightex addsin 2017 added a full-scalefull scale truckload brokerage and transportation management solution to UPS’sour European portfolio, creating a one-stop shopsingle-source solution for shippers throughout Europe with freight ranging from parcel to full truckload. The combination of Coyote’sIn 2018, Freightex was rebranded as Coyote Logistics to further leverage the centralized technology and business modelmodels with Freightex’sthe market knowledge, talent and established customer and carrier basebases already in Europe. Coyote Logistics's European division complements UPS’sour North American truckload brokerage business, as many international shippers know and trust the Coyote truckload product.
Global Logistics and Distribution
We provide value-added logisticsfulfillment and transportation management services to customers through our global network of company-ownedowned and leased distribution centers and field stocking locations. We leverage a global network of more than 9001,000 facilities in more than 100 countries around the globe to ensure products and parts are in the right place at the right time.


Our distribution centers are strategically located near UPS air and ground transportation hubs for rapid delivery to consumer and business markets. In 2017,2019, we expanded our network to support new business growth by adding 2 million square feet of distribution capacity. We also continued to expand our cloud-based transportation and warehouse management platforms, driving higher operational efficiency and improved customer service. The result has been better visibility, more rapid onboarding of customers and improved flexibility and response times.
With the strategic focus of serving the unique, priority-handling needs of healthcare and life sciences customers, U.S. healthcare warehouse and distribution space will total approximately 5 million square feet in 2020. Key features in the new facilities include climate controls and validated coolers and freezers for customer products requiring strict temperature-controlled environments.
In 2019, we expanded our e-commerce solutions for SMBs worldwide, offering streamlined fulfillment and shipping services to consumers in the U.S. and Canada. We launched the UPS began pilotingeFulfillment program to help sellers quickly and easily manage multiple marketplaces. The program, which is compatible with over 20 e-commerce marketplaces, includes a new integrated transportation-fulfillment solution for small business e-commerce merchants, enabling them to rapidly expandtechnology platform and grow their offerings without additional capital investment.physical fulfillment services, such as storage, order processing, packaging and shipping.
UPS Post Sales, our service parts logistics solution, relies on a global network of over 950 central and field stocking sites to support installedprovide same and deliverednext-day spare parts delivery, enabling customers to get critical equipment back up and devices. Inrunning. This solution focuses on customers within the high tech, industrial manufacturing, automotive, healthcare and aerospace sectors. More specific to the healthcare industry, UPS has an implantable medical device solution leveraging 36 field stocking sites, which helps ensure surgical kits and devices arrive safely and on time at hospital and surgery centers. Implantable medical device firms benefit from outsourcing and optimizing their supply chain with UPS, which drives down costs and increases control and service levels.
Also in 2019, UPS announced an expansion of foreign trade zone (“FTZ”) management services in the U.S.. Since our acquisition of Zone Solutions in 2017, we integratedhave developed a comprehensive FTZ solution that helps clients manage the end-to-end process, from dealing with customers to inventory control. The integration of FTZ services with our logistics network means UPS Access Point locations intocan designate any of our network, offering greater flexibility, more convenience42 U.S. distribution centers as a FTZ, allowing customers to take advantage of the program’s benefits. The strategic utilization of the FTZ program provides opportunities for duty elimination and improved service for our customers. We also began piloting GPS tracking capabilities and are converting our primary transportation couriers across the U.S. and Canada, which will continue in 2018.
Since its acquisition in late 2016, Maze 1 Limited ("Marken") has served as the clinical trials logistics subsidiary of UPS. Marken strengthened its position as the only patient-centric supply chain organization 100 percent dedicated to the pharmaceutical and life sciences industries. Marken expanded into new facilities, acquiring Touchdown International Logistics Co., Ltd. in Taiwan, and launching a new hybrid service that leverages the strength and reach of UPS’s global network. The focus in 2017 was on accelerating revenue growth through new business wins and realizing cost synergies in areas such as IT purchasing, air transportation and insurance premiums.
UPS Express Critical provides urgent, secure transportation for time-sensitive and high-value goods. The service complements UPS's core parcel and air freight services. It includes same-day, next-flight-out and door-to-door ground services, including specialized charter and hand-carry services for both lightweight and heavyweight shipments. In 2017, UPS focused on serving fast-growing industries such as life sciences and aerospace and we will continue this focus in 2018.


duty deferral.
UPS Freight
UPS Freight offers regional, inter-regional and long-haul LTLless-than-truckload ("LTL") services in all 50 states, Canada, Puerto Rico, Guam, the U.S. Virgin Islands and Mexico. UPS Freight provides reliable LTL service backed by a day-definite, on-time guarantee at no additional cost. UPS Freight also provides dedicated contract carriage truckload services to select clients. Additionally, userservices. User friendly shipping, visibility and billing technology offerings, including UPS WorldShip,®, Quantum View and UPS Billing Center, allow freight customers to create electronic bills of lading, monitor shipment progress and reconcile shipping charges.
Customs Brokerage
We are among the world’s largest customs brokers by both the number of shipments processed annually and by the number of dedicated brokerage employees worldwide. In addition to customs clearance services, we also provide product classification, trade management, duty drawback and consulting services. In 2017, we acquiredservices through STTAS, the world’s largest dedicated global trade compliance managementa UPS company. STTAS will help us reach our vision of becoming the global broker of choice by expanding the depth of services we provide, as well as our geographic coverage.
UPS Capital
UPS Capital provides financial, insurance and payment services to leverage cashsupport all aspects of the order-to-cash cycle and help protect companies from risk in their supply chains. With servicesServices are available in more than 2122 countries and territories. UPS Capital and its affiliates support all aspects of the order-to-cash cycle, including financing inventory warehoused overseas, insuring shipments and providing payment solutions. The UPS Capital suite of insurance services, trade finance and payment solutions helps customers protect their assets and keeps their businesses running smoothly. With the acquisitions of Parcel Pro™ and the Insured Parcel Services business of G4S International Logistics in 2015, UPS Capital nowalso offers insured transportation of high value goods including loose stones,gemstones, finished jewelry and wristwatches.

5

Our






People
The strength of our companyUPS is our people, working together with a common purpose. We hadhave more than 454,000495,000 employees (excluding temporary seasonal employees) as of December 31, 2017,, of which 374,000413,000 are in the U.S. and 80,00082,000 are located internationally. Our global workforce includes approximately 81,00087,000 management employees (40% of whom are part-time) and 373,000408,000 hourly employees (49% of whom are part-time).
As of December 31, 2017, we had approximately 280,000For information regarding employees employed under a national master agreement and various supplemental agreements with local unions affiliated with the International Brotherhood of Teamsters (“Teamsters”). During 2014, the Teamsters ratified a national master agreement with UPS that will expire on July 31, 2018.
We have approximately 2,700 pilots who are employed under a collective bargaining agreement with the Independent Pilots Association ("IPA"), which runs through September 1, 2021. The economic provisions in the agreement included pay increases, signing bonuses and enhanced pension benefits.
Our airline mechanics are covered by a collective bargaining agreement with Teamsters Local 2727, which became amendable November 1, 2013. We are currently in negotiations with Teamsters Local 2727. In addition, approximately 3,100 of our auto and maintenance mechanics who are not employed under agreements with the Teamsters are employed under collective bargaining agreements, see note 6 to the audited, consolidated financial statements.

Customers

As described below, we believe that our focus on building and maintaining long-term customer relationships is a competitive strength of UPS. We serve 1.6 million shipping customers and more than 9.9 million delivery customers daily. For the year ended December 31, 2019, one customer, Amazon.com, Inc. and its affiliates, represented approximately 11.6% of our consolidated revenues, substantially all of which was within our U.S. Domestic Package segment. For additional information on our customers, see “Risk Factors - Changes in our relationships with any of our significant customers, including the International Associationloss or reduction in business from one or more of Machiniststhem, could have a material adverse effect on us” and Aerospace Workers (“IAM”) that will expire on July 31, 2019.note 13 to the audited, consolidated financial statements.

Competition


UPS is a global leader in logistics. We offer a broad array of services in the package and freight delivery industry and compete with many different local, regional, national and international logistics providers. Our competitors include worldwide postal services, various motor carriers, express companies, freight forwarders, air couriersWe believe our strategy, network and others, including startups that combine technology with crowdsourcingcompetitive strengths position us well to focus on local market needs. Through our supply chain service offerings, we compete with a number of providers in the supply chain, financial services andmarketplace. For additional information technology industries.on our competitive environment, see "Risk Factors - Our industry is rapidly evolving. We expect to continue to face significant competition, which could adversely affect us".


Competitive Strengths
Our competitive strengths include:
GlobalEfficient Multimodal Network.We believe that our integrated global groundair and airground network is the most extensive in the industry. We provide all types of package services (air, ground, domestic, international, commercial and residential) through a single pickup and delivery service network. We also have extensive air freight, ocean freight, ground freight and logistics networks that provide additional capabilities in the global transportation and logistics market. Our sophisticated engineering systems allow us to optimize our network efficiency and asset utilization on a daily basis.utilization.
Global Presence.  We serve more than 220 countries and territories around the world.territories. We have a significant presence in all of the world’s major economies.
Cutting-Edge Technology.    Technology powers virtually every service we offer and every operation we perform. We are a global leader in developing technology that helps our customers enhance their shipping and logistics business processes to lower costs, improve service and increase efficiency.
Technology powers virtually every service we offer and every operation we perform. Customer need drives our technology offerings. We offer a variety of online service options that enable our customers to integrate UPS functionality into their own businesses not only to send, manage and track their shipments conveniently, butand also to provide their customers with better information services. We provide the infrastructure for an internet presence that extends to tens of thousands of customers who have integrated UPS tools directly into their own websites.
Broad Portfolio of Services.    Our portfolio of services helps customers choose the delivery option that is most appropriate for their requirements. Increasingly, our customers benefit from business solutions that integrate many UPS services beyond package delivery. For example, our supply chain services – such as freight forwarding, truckload brokerage, customs brokerage, order fulfillment and returns management – help improve the efficiency of the entire supply chain management process.
Customer Relationships.    We focus on building and maintaining long-term customer relationships. We serve 1.51.6 million shipping customers daily and 9.0deliver packages to more than 9.9 million delivery customers daily. Cross selling small package and supply chain and freight services across our customer base is an important growth mechanism for UPS.
Brand Equity.    We have built a leading and trusted brand that stands for quality, service, reliability and service innovation. The distinctive appearance of our vehicles and the professional courtesy of our drivers are major contributors to our brand equity.


Distinctive Culture.    We believe that the dedication of our employees comes in large part from our distinctive “employee-owner” concept. Our employee stock ownership tradition dates back to 1927, when our founders, who believed that employee stock ownership was a vital foundation for successful business, created our first offered stock to employees. To encourage employee stock ownership we maintain several stock-based compensation programs.program.
Financial Strength.    Our financial strength givesallows us the resources to achieve global scale; to invest in employee development, technology, transportation equipment and facilities; to pursue strategic opportunities that facilitate our growth; to service our obligations and to return value to our shareowners in the form of dividends, share repurchases and steady share growth.shareowners.
Government regulationRegulation
We are subject to numerous laws and regulations in connection with our package and non-package businesses in the countries in which we operate. Certain of theseKey laws and regulations are summarized below.
Air Operations
The U.S. Department of Transportation (“DOT”), the Federal Aviation Administration (“FAA”) and the U.S. Department of Homeland Security, through the Transportation Security Administration (“TSA”), have regulatory authority over United Parcel Service Co.’s (“UPS Airlines”)our air transportation services. The Federal Aviation Act of 1958, as amended, is the statutory basis for DOT and FAA authority and the Aviation and Transportation Security Act of 2001, as amended, is the basis for TSA aviation security authority.


The DOT’s authority primarily relates to economic aspects of air transportation, such as operations, authority, insurance requirements, discriminatory pricing, non-competitive practices, interlocking relations and cooperative agreements. The DOT also regulates, subject to the authority of the President of the United States, international routes, fares, rates and practices and is authorized to investigate and take action against discriminatory treatment of U.S. air carriers abroad. International operating rights for U.S. airlines are usually subject to bilateral agreements between the U.S. and foreign governments or, in the absence of such agreements, by principles of reciprocity. We are also subject to current and potential aviation regulations imposed by foreign governments in theother countries in which we operate, including registration and license requirements and security regulations. UPS Airlines hasWe have international route operating rights granted by the DOT and we may apply for additional authorities when those operating rights are available and are required for the efficient operation of our international network. The efficiency and flexibility of our international air transportation network is dependent on DOT and foreign government regulations and operating restrictions.
The FAA’s authority primarily relates to safety aspects of air transportation, including certification, aircraft operating procedures, transportation of hazardous materials, record keeping standards and maintenance activities and personnel. In 1988, the FAA granted us an operating certificate, which remains in effect so long as we meet the safety and operational requirements of the applicable FAA regulations. In addition, we are subject to non-U.S. government regulation of aviation rights involving non-U.S. jurisdictions and non-U.S. customs regulation.
UPSUPS's aircraft maintenance programs and procedures, including aircraft inspection and repair at periodic intervals, are approved for all aircraft under FAA regulations. The future cost of repairs pursuant to these programs may fluctuate according to aircraft condition, age and the enactment of additional FAA regulatory requirements.
The TSA regulates various security aspects of air cargo transportation in a manner consistent with the TSA mission statement to “protect the Nation’s transportation systems to ensure freedom of movement for people and commerce.” UPS Airlines, and specifiedOur airport and off-airport locations, are regulated under TSA regulations applicable to the transportation of cargo in an air network. In addition,as well as our personnel, facilities and procedures involved in air cargo transportation must comply with TSA regulations.
UPS Airlines, along with a number of other U.S. domestic airlines, participates in the Civil Reserve Air Fleet (“CRAF”) program. Our participation in the CRAF program allows the U.S. Department of Defense (“DOD”) to requisition specified UPS Airlines wide-body aircraft for military use during a national defense emergency. The DOD compensatesis required to compensate us for the use of aircraft under the CRAF program. In addition, participation in CRAF entitles UPS Airlinesus to bid for military cargo charter operations.other U.S. Government opportunities including small package and air freight.
Ground Operations
Our ground transportation of packages in the U.S. is subject to regulation by the DOT and its agency, the Federal Motor Carrier Safety Administration (the “FMCSA”) and the states’. Ground transportation also falls under state jurisdiction with respect to the regulation of operations, safety insurance and insurance. Our ground transportation of hazardous materials.materials in the U.S. is subject to regulation by the DOT's Pipeline and Hazardous Materials Safety Administration. We also must comply with the safety and fitness regulations promulgated by the FMCSA, including those relating to drug and alcohol testing and hours of service for drivers. We are subject to similar regulation in many non-U.S. jurisdictions.


The Postal Reorganization Act of 1970 created the U.S. Postal Service as an independent establishment of the executive branch of the federal government, and created the Postal Rate Commission, an independent agency, to recommend postal rates. The Postal Accountability and Enhancement Act of 2006 amended the 1970 Act to give the re-named Postal Regulatory Commission revised oversight authority over many aspects of the Postal Service, including postal rates, product offerings and service standards. We sometimes participate in the proceedings before the Postal Regulatory Commission in an attempt to secure fair postal rates for competitive services.
Our ground operations are also subject to compliance with various cargo-security and transportation regulations issued by the U.S. Department of Homeland Security, including regulation by the TSA.
Customs
We are subject to the customs laws regarding the import and export of shipments in the countries in which we operate, regarding the import and export of shipments, including those related to the filing of documents on behalf of client importers and exporters. Our activities in the U.S., including customs brokerage and freight forwarding, are subject to regulation by the Bureau of Customs and Border Protection, the TSA, the U.S. Federal Maritime Commission and the DOT.


Our international operations are subject to similar regulatory structures in their respective jurisdictions.
Environmental
We are subject to federal, state and local environmental laws and regulations across all of our business units. These laws and regulations cover a variety of processes, including, but not limited to: proper storage,properly storing, handling and disposaldisposing of waste materials; appropriately managing wastewaterwaste water and stormwater; monitoring and maintaining the integrity of underground storage tanks; complying with laws regarding clean air, including those governing emissions; protecting against and appropriately responding to spills and releases and communicating the presence of reportable quantities of hazardous materials to local responders. We have established site- and activity-specific environmental compliance and pollution prevention programs to address our environmental responsibilities and remain compliant. In addition, we have created numerous programs which seek to minimize waste and prevent pollution within our operations.
Pursuant to the Federal Aviation Act, the FAA, with the assistance of the Environmental Protection Agency (“EPA”), is authorized to establish standards governing aircraft noise. Our aircraft fleet is in compliance with current noise standards of the federal aviation regulations. Our international operations are also subject to noise regulations in certain countries in which we operate.
Communications and Data Protection
Because of our extensive use of radio and other communication facilities in our aircraft and ground transportation operations, we are subject to the Federal Communications Act of 1934, as amended. Additionally,In addition, the Federal Communications Commission regulates and licenses our activities pertaining to satellite communications. There has recently been increased regulatory and enforcement focus on data protection in the U.S. (at both the state and federal level) and in other countries. For example, the European Union (“E.U.”) General Data Protection Regulation (“GDPR”), which became effective in May 2018, greatly increases the jurisdictional reach of E.U. law and increases the requirements related to personal data, including individual notice and opt-out preferences and public disclosure of significant data breaches. Additionally, violations of the GDPR can result in significant fines. Other governments have enacted or are enacting similar data protection laws, and are considering data localization laws that would govern the use of data outside of their respective jurisdictions.

Where You Can Find More Information
We maintain a website at www.ups.com. Our annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and any amendments to those reports filed with or furnished to the SEC pursuant to Section 13(a) of the Securities Exchange Act of 1934 are made available free of charge through our investor relations website at www.investors.ups.com under the heading "Financials - SEC Filings" as soon as reasonably practical after we electronically file or furnish the reports to the SEC. However, information on these websites is not incorporated by reference into this report or any other report filed with or furnished to the SEC.
We have adopted a written Code of Business Conduct that applies to all of our directors, officers and employees, including our principal executive officer and senior financial officers. It is available inunder the governance section ofheading "ESG"- Governance Documents" on our investor relations website, located at www.investors.ups.com.website. In the event that we make changes in, or provide waivers from, the provisions of the Code of Business Conduct that the SEC requires us to disclose, we intend to disclose these events within four business days following the date of the amendment or waiver in the governancethat section of our investor relations website.


Our Corporate Governance Guidelines and the Charters for our Audit Committee, Compensation Committee, Executive Committee, Risk Committee and Nominating and Corporate Governance Committee are also available inunder the governance section ofheading "ESG- Governance Documents" on our investor relations website.
Our sustainability report, which describes our activities that support our commitment to acting responsibly and contributing to society, is available at www.sustainability.ups.com.
We provide the addresses to our internet sites solely for the information of investors.information. We do not intend for any addresses to be active links or to otherwise incorporate the contents of any website into this report.or any other report we file with the SEC.

9









Item 1A.Risk Factors


YouOur business, financial condition and results are subject to numerous risks and uncertainties. In connection with any investment decision, you should carefully consider the following significant factors, which could materially affect us, including impacting our business, financial condition, or results of operations.operations, stock price or credit rating, as well as our reputation. You should read these Risk Factorsrisk factors in conjunction with “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Item 7 and our Consolidated Financial Statements and related notes in Item 8. These risks are not the only ones we face. We could also be affected by other events, factors or uncertainties that are unknown to us, or that we do not currently consider to be significant risks.
GeneralChanges in general economic conditions, both in the U.S. and internationally, may adversely affect our results of operations.us.
We conduct operations in over 220 countries and territories. Our U.S. and international operations are subject to normal cyclescyclicality affecting the economynational and international economies in general, as well as the local economic environments in which we operate. The factors that create cyclicalresult in general economic changes to the economy and to our business are beyond our control, may adversely impact our credit rating and it may be difficult for us to adjust our business model to mitigate the impact of these factors. In particular, our business is affected by levels of industrial production, consumer spending and retail activity and our business, financial position and results of operationswe could be materially affected by adverse developments in these aspects of the economy. TheIn addition, there remains substantial economic uncertainty arising from the United Kingdom’s votedecision to leave the European UnionUnion. The U.K. and the E.U. continue to negotiate the future relationship between themselves, which could take several years to finalize. The outcome of these negotiations could result in, economic uncertainty and instability, resulting inamong other things, transportation delays, fewer goods being transported globally.globally, additional volatility in currency exchange rates and further regulations relating to, among other things, trade, aviation and the transport of goods. Any of the foregoing could materially adversely affect us.
Our industry is rapidly evolving. We expect to continue to face significant competition, which could adversely affect our business, financial positionus.
Our industry is rapidly evolving, including demand for faster deliveries and results of operations.
increased visibility into shipments. We faceexpect continued significant competition on a local, regional, national and international basis. Our competitors include the postal services of the U.S. and other nations, various motor carriers, express companies, freight forwarders, air couriers, large transportation and others.e-commerce companies that are making significant investments in their capabilities, and start ups and other companies that combine technologies with crowdsourcing to focus on local market needs, some of whom may currently be our customers. Competition may also come from other sources in the future. Some of our competitorsfuture, including as new technologies are developed. Competitors have cost and organizational structures that differ from ours and from time to time may offer services andor pricing terms that we may not be willing or able to offer. Additionally, to remain competitive, from time to time we may have to raise prices and our customers may not be willing to accept these higher prices. If we are unable to timely and appropriately respond to competitive pressures, our business, financial position and results of operationswe could be adversely affected.
TheContinued transportation industry continues to consolidate and competition remains strong.consolidation may further increase competition. As a result of consolidation, our competitors may increase their market share, and improve their financial capacity and may strengthen their competitive positions. Business combinations could also result in competitors providing a wider variety of services and products at competitive prices, which could adversely affect our financial performance.us.
Changes in our relationships with any of our significant customers, including the loss or reduction in business from one or more of them, could have ana material adverse impacteffect on us.
No singleFor the year ended December 31, 2019, one customer, accountsAmazon.com and its affiliates, accounted for 10% or more11.6% of our consolidated revenue. We do not believe the loss of any single customer would materially impair our overall financial condition or results of operations; however, collectively, somerevenues. Some of our largeother significant customers mightcan account for a relatively significant portion of the growth in revenueour revenues in a particular quarter or year. These customers can drive the growth in revenue for particular servicesimpact our revenues based on factors such as: new customer product launches; trends in the e-commerce or other industry trends, such as the seasonality associated with the fourth quarter holiday season; business mergers and acquisitionscombinations and the overall fast growth of a customer's underlying business.business; as well as any disruptions to their businesses. These customers could choose to divert all or a portion of their business with us to one of our competitors, demand pricing concessions for our services, require us to provide enhanced services that increase our costs, or develop their own shipping and distribution capabilities. If these factors drove someIn addition, certain of our large customerssignificant customer contracts include termination rights of either party upon the occurrence of certain events or without cause upon advance notice to cancelthe other party. If all or a portion of theirour business relationships with us,one or more significant customers were to terminate or be canceled it could materially impact the growth in our business and the ability to meet our current and long-term financial forecasts.adversely affect us.


Our business is subject to complex and stringent regulation in the U.S.laws, regulations and internationally.policies which could increase our operating costs.
We are subject to complex and stringent aviation, transportation, environmental, security, labor, employment, safety, privacy and data protection and other governmental laws, regulations and policies, both in the U.S. and in the other countries in which we operate. In addition, our business iswe are impacted by laws, regulations and policies that affect global trade, including tariff and trade policies, export requirements, taxes, monetary policies and other restrictions and charges. Changes in laws, regulationsRecently, trade discussions between the U.S. and policiesvarious of its trading partners have been fluid, and existing and future trade agreements are and are expected to continue to be subject to a number of uncertainties, including the related interpretations may alterimposition of new tariffs or adjustments and changes to the landscape in which we do business and may affect our costs of doing business.products covered by existing tariffs. The impact of new laws, regulations and policies or decisions or interpretations by authorities applying those laws and regulations, cannot be predicted. Compliance with any new laws andor regulations may increase our operating costs or require significant capital expenditures. Any failure to comply with applicable laws, regulations or regulationspolicies in the U.S. or in any of the other countries in which we operate could result in substantial fines or possible revocation of our authority to conduct our operations, which could adversely affect our financial performance.


us.
Increased security requirements could impose substantial costs on us and we could be the target of an attack or have a security breach.breach, which could materially adversely affect us.
As a result of concerns about global terrorism and homeland security, governments around the world have adopted or may adopt stricter security requirements that will result in increased operating costs for businesses in the transportation industry. These requirements may change periodically as a result of regulatory and legislative requirements and in response to evolving threats. We cannot determine the effect that theseany new requirements will have on our cost structure or our operating results, and thesenew rules or other future security requirements may increase our costs of operations and reduce operating efficiencies. Regardless of our compliance with security requirements or the steps we take to secure our facilities or fleet, we could also be the target of an attack or security breaches could occur, which could materially adversely affect our operations or our reputation.us.
We are subject to increasinglyIncreasingly stringent regulations related to climate change and new regulations could materially increase our operating costs.
Concern over climate change, including the impactRegulation of global warming, has led to significant legislative and regulatory efforts, particularly internationally but also in the United States, to limit greenhouse gas (“GHG”("GHG") emissions. State and local governments also are increasingly considering GHG regulation. The possibility of increased regulation of GHG emissions potentially exposes our transportation and logistics businesses to potentially significant new taxes, fees and other costs. Compliance with such potentialregulation, and any increased or additional regulation, or the associated potential costs is further complicated by the fact that various countries and regions are following different approaches to the regulation of climate change.
We are subject to international regulation of GHG emissions. For example, in 2009 the European Commission approved the extension to the airline industry of the European Union Emissions Trading Scheme (“ETS”) for GHG emissions. Under this decision, all of our flights operating within the European Union are covered by the ETS requirements, and we are required annually to purchase emission allowances in an amount exceeding the number of free allowances allocated to us under the ETS. Similarly, in 2016, the International Civil Aviation Organization (“ICAO”) passed a resolution adopting the Carbon Offsetting and Reduction Scheme for International Aviation (“CORSIA”), which is a global, market-based emissions offset program to encourage carbon-neutral growth beyond 2020. A pilot phase is scheduled to begin in 2021 in which countries may voluntarily participate, and full mandatory participation is scheduled to begin in 2027. ICAO continues to develop details regarding implementation, but compliance with CORSIA will increase our operating costs.


In the U.S., Congress in the past several years has considered various bills that would regulate GHG emissions, but these bills so far have not received sufficient Congressional support for enactment. Nevertheless, some form of federal climate change legislation is possible in the future. Even in the absence of such legislation, the Environmental Protection Agency (“EPA”), spurred by judicial interpretation of the Clean Air Act, could determine to regulate GHG emissions, especially aircraft or diesel engine emissions, and this could impose substantial costs on us.
In August 2017,November 2019, the U.S. announced its intentionbegan the process to withdraw from the Paris climate accord, an agreement among 196 countries to reduce GHG emissions, and theemissions. The effect of that withdrawal on future U.S. policy regarding GHG emissions, on CORSIA and on other GHG regulation is uncertain. Nevertheless, the extent to which other countries implement that agreement could have an adverse direct or indirect effect on our business.us.
We may face additional regulations regarding GHG emissions internationally and in the United States. Potential costs to us of increased regulation regarding GHG emissions, especially aircraft or diesel engine emissions, include an increase in the cost of the fuel and other energy we purchase and capital costs associated with updating or replacing our aircraft or vehicles prematurely. However, untilWe cannot predict the timing, scope and extent ofimpact any future regulation becomes known, we cannot predict its effectwould have on our cost structure or our operating results. It is reasonably possible that such regulation could significantly increase our operating expenses ifcosts and that we are unablemay not be willing or able to pass such costs along to our customers. Moreover, even without such regulation, increased awareness and any adverse publicity in the global marketplace about the GHGs emitted by companies in the airline and transportation industries could harm our reputation and reduce customer demand for our services, especially our air services.



Strikes, work stoppages and slowdowns by our employees could adversely affect our business, financial position and results of operations.us.
A significant numberMany of our U.S. employees are employed under a national master agreement and various supplemental agreements with local unions affiliated with the Teamsters. In addition, ourOur airline pilots, airline mechanics, ground mechanics and certain other employees are employed under other collective bargaining agreements. In addition, some of our international employees are employed under collective bargaining or similar agreements. Strikes, work stoppages andor slowdowns by our employees could adversely affect our ability to meet our customers' needs, andneeds. As a result, customers may do morereduce their business or stop doing business with competitorsus if they believe that such actions or threatened actions may adversely affect our ability to provide services. We may face a permanent loss of customers if we are unable to provide uninterrupted service, and this could materially adversely affect our business, financial position and results of operations.us. The terms of future collective bargaining agreements also may affect our competitive position and results of operations.
We are exposed to the effects of changing fuel and energy prices, of energy, including gasoline, diesel and jet fuel, and interruptions in supplies of these commodities.
Changing fuel and energy costs may have a significant impact on our operations. We require significant quantities of fuel for our aircraft and delivery vehicles and are exposed to the riskrisks associated with variations in the market price for petroleum products, including gasoline, diesel and jet fuel. We mitigate our exposure to changing fuel prices through our indexed fuel surcharges and we may also enter intothrough hedging transactions from time to time. If we are unable to maintain or increase our fuel surcharges, higher fuel costs could adversely impact our operating results. Even if we are able to offset the cost ofchanges in fuel costs with our surcharges, high fuel surcharges may result in a mix shift from our higher-yielding air products to lower-yielding ground products or an overall reduction in volume. There can also be no assurance that our hedging transactions will be effective to protect us from changes in fuel prices. Moreover, we could experience a disruption in energy supplies including our supply of gasoline, diesel and jet fuel, as a result of war, actions by producers or other factors beyond our control, which could have ana material adverse effect on our business.us.
Changes in exchange rates or interest rates may have ana material adverse effect on our results.us.
We conduct business across the globe with a significant portion of our revenue derived from operations outside the United States. Our operations in international markets are affected by changes in the exchange rates for local currencies, and in particular the Euro, British Pound Sterling, Canadian Dollar, Chinese Renminbi and Hong Kong Dollar.
We are exposed to changes in interest rates, primarily on our short-term debt and that portion of our long-term debt that carries floating interest rates. The impact of a 100-basis-point change in interest rates affecting our debt is discussed in the “Quantitative and Qualitative Disclosures about Market Risk” section of this report. Additionally, changes in interest rates impact the valuation of our pension and postretirement benefit obligations and the related benefit cost recognized in the income statement. The impact of changes in interest rates on our pension and postretirement benefit obligations and costs is discussed further in the "Critical Accounting Policies and Estimates" section of this report.
We monitor and manage our exposures to changes in currency exchange rates and interest rates, and make use of derivative instruments to mitigate the impact of changes in these rates on our financial position and results of operations; however, changes in exchange rates and interest rates cannot always be predicted or hedged.hedged and may have a material adverse effect on us.
If we are unableThe proposed phase out of the London Interbank Offer Rate ("LIBOR") could have an adverse effect on us.
Certain of our debt and other financial instruments have interest rates tied to LIBOR. The head of the United Kingdom Financial Conduct Authority has announced the desire to phase out the use of LIBOR by the end of 2021. There is currently no definitive information regarding the future utilization of LIBOR or any particular replacement rate. As such, the potential effect of any such event on our cost of capital cannot be determined. In addition, any further changes or reforms to the determination or supervision of LIBOR may result in a sudden or prolonged increase or decrease in reported LIBOR, which could have an adverse impact on extensions of credit held by us and could have a material adverse effect on us.


Failure to maintain our brand image and corporate reputation our business may suffer.could adversely impact us.
Our success depends in part on our ability to maintain the image of the UPS brand and our reputation for providing excellent service to our customers. Service quality issues, actual or perceived, even when false or unfounded, could tarnish the image of our brand and may cause customers to use other companies. Also, adverse publicity surrounding labor relations, environmental concerns, security matters, political activities and the like,similar matters, or attempts to connect our company to these sorts ofsuch issues, either in the United States or other countries in which we operate, could negatively affect our overall reputation and acceptanceuse of our services by customers. Social media accelerates and amplifies the scope of negative publicity, and makes responding to negative claims more difficult. Damage to our reputation and loss of brand equity could reduce demand for our services and thus have ana material adverse effect on our business, financial position and results of operations,us, and could require additional resources to rebuild our reputation and restore the value of our brand.


A significant data breach or IT system disruption could materially adversely affect our business, financial results, or reputation, and we may be requiredus, including requiring us to increase our spending on data and system security.
We rely heavily on information technology networks and systems, including the Internet and a number of internally-developed systems and applications, to manage or support a wide variety of important business processes and activities throughout our operations. For example, we rely on information technology to receive package level information in advance of physical receipt of packages, to track items that move through our delivery systems, to efficiently plan deliveries, to execute billing processes, and to track and report financial and operational data. Our franchised center locations and businesses we have acquired also are reliant on the use of information technology systems to manage their business processes and activities.
In addition, the provision of service to our customers and the operation of our networks and systems involve the collection, storage and transmission of significant amounts of proprietary information and sensitive or confidential data, including personal information of customers, employees and others. To conduct our operations, we regularly move data across national borders, and consequently we are subject to a variety of continuously evolving and developing laws and regulations in the United States and abroad regarding privacy, data protection and data security. The scope of the laws that may be applicable to us is often uncertain and may be conflicting, particularly with respect to foreign laws. For example, the European Union’s General Data Protection Regulation (“GDPR”), which greatly increases the jurisdictional reach of European Union law and adds a broad array of requirements for handling personal data, including the public disclosure of significant data breaches, becomesbecame effective in May 2018. Other countries have enacted or are enacting data localization laws that require data to stay within their borders. All of these evolving compliance and operational requirements impose significant costs that are likely to increase over time.
Our information technology systems (as well as those of our franchisees and acquired businesses) may beare susceptible to damage, disruptions or shutdowns due to failures during the process of upgradingprogramming errors, defects or replacing software, databases or components thereof,other vulnerabilities, power outages, hardware failures, computer viruses, cyber-attacks, ransomware attacks, malware attacks, malicioustheft, misconduct by employees or other insiders, telecommunications failures, misuse, human errors or other catastrophic events. Hackers, foreign governments, cyber-terrorists and cyber-criminals, acting individually or in coordinated groups, may launch distributed denial of service attacks or other coordinated attacks that may cause service outages, gain inappropriate or block legitimate access to systems or information, or result in other interruptions in our business. In addition, the foregoing breaches in security could expose us, our customers and franchisees, or the individuals affected, to a risk of loss, disclosure or misuse of proprietary information and sensitive or confidential data, including personal information of customers, employees and others. The techniques used to obtain unauthorized access, disable or degrade service or sabotage systems change frequently, may be difficult to detect for a long time and often are not recognized until launched against a target. As a result, we may be unable to anticipate these techniques or to implement adequate preventative measures.measures to prevent any of the events described above.
We also depend on and interact with the information technology networks and systems of third-parties for many aspects of our business operations, including our customers, and franchisees and service providers such as cloud service providers and third-party delivery services. These third parties may have access to information we maintain about our company, operations, customers, employees and vendors, or operating systems that are critical to or can significantly impact our business operations. Like us, these third-partiesthird parties are subject to risks imposed by data breaches and cyber-attacksIT systems disruptions like those described above, and other events or actions that could damage, disrupt or close down their networks or systems. Security processes, protocols and standards that we have implemented and contractual provisions requiring security measures that we may have sought to impose on such third-parties may not be sufficient or effective at preventing such events. These events which could result in unauthorized access to, or disruptions or denials of access to, misuse or misusedisclosure of, information or systems that are important to our business, including proprietary information, sensitive or confidential data, and other information about our operations, customers, employees and suppliers, including personal information.


Any of these events that impact our information technology networks or systems, or those of acquired businesses, franchisees, customers, service providers or other third-parties, could result in disruptions in our operations, the loss of existing or potential customers, damage to our brand and reputation, regulatory scrutiny, and litigation and potential liability for the company.us. Among other consequences, our customers’ confidence in our ability to protect data and systems and to provide services consistent with their expectations could be impacted, further disrupting our operations. Similarly, an actual or alleged failure to comply with applicable U.S. or foreign data protection regulations or other data protection standards may expose us to litigation, fines, sanctions or other penalties.


We have invested and continue to invest in technology security initiatives, information technology risk management and disaster recovery plans. The cost and operational consequences of implementing, maintaining and enhancing further data or system protection measures could increase significantly to overcome increasingly intense, complex and sophisticated global cyber threats. Despite our best efforts, we are not fully insulated from data breaches and system disruptions. For example, in August 2014,Although to date we are unaware of a broad-based malware intrusion targeting retailers throughout the U.S. was discovered and subsequently eradicated at approximately 1% of our franchisees’ locations. While the impact of thisdata breach or system disruption, including a cyber-attack, including the costs associated with investigation and remediation activities, was notthat has been material to our business and our financial results, there is no assuranceus, we cannot provide any assurances that such events and impacts will not be material in the future, and our efforts to deter, identify, mitigate and/or eliminate future breaches may require significant additional effort and expense and may not be successful.
Severe weather or other natural or manmade disasters could adversely affect our business.us.
Severe weather conditions and other natural or manmade disasters, including storms, floods, fires, or earthquakes, epidemics, or pandemics, conflicts, or unrest, or terrorist attacks, may disrupt our business and result in decreased revenues, as our customersrevenues. Customers may reduce their shipments, or increasedour costs to operate our business may increase, either of which could have ana material adverse effect on our results of operations for a quarter or year.us. Any such event affecting one of our major facilities could result in a significant interruption in or disruption of our business.
We make significant capital investments in our business of which a significant portion is tied to projected volume levels.
We require significant capital investments in our business consisting of aircraft, vehicles, technology, facilities and sorting and other types of equipment toequipment. These investments support both our existing business and anticipated growth. Forecasting projected volume involves many factors which are subject to uncertainty, such as general economic trends, changes in governmental regulation and competition. If we do not accurately forecast our future capital investment needs, we could have excess capacity or insufficient capacity, either of which would negatively affect our revenues and profitability. In addition to forecasting our capital investment requirements, we adjust other elements of our operations and cost structure in response to adverse economic conditions; however, these adjustments may not be sufficient to allow us to maintain our operating margins in a weak economy.margins.
We derive a significant portion of our revenues from ourEconomic, political, social developments and other risks associated with international operations and are subject to the risks of doing business in international markets.could adversely affect us.
We have significant international operations, and while the geographical diversity of our international operations helps ensure that we are not overly reliant onoperations. As a single region or country,result, we are continually exposed to changing economic, political and social developments that are beyond our control. Emerging markets are typically more volatile than those in the developed world, and any broad-based downturn in these markets could reduce our revenues and adversely affect our business, financial position and results of operations. We are subject to many laws governing our international operations, including those that prohibit improper payments to government officials and commercial customers, and restrict where we can do business, our shipments to certain countries and the information that we can provide to non-U.S. governments. Our failure to manage and anticipate these and other risks associated with our international operations could materially adversely affect us.
We are subject to changes in markets and our business plans that have resulted, and may in the future result, in substantial write-downs of the carrying value of our assets, thereby reducing our net income.
Our regular review of the carrying value of our assets has resulted, from time to time, in significant impairments, and we may in the future be required to recognize additional impairment charges. Changes in business strategy, government regulations, or economic or market conditions have resulted and may result in further substantial impairments of our intangible, fixed or other assets at any time in the future. In addition, we have been and may be required in the future to recognize increased depreciation and amortization charges if we determine that the useful lives of our fixed assets or intangible assets are shorter than we originally estimated. Such changes couldhave in the past, and may in the future, reduce our net income.


Employee health and retiree health and pension benefit costs represent a significant expense to us; further cost increases could materially and adversely affect us.
Our expenses relating to employee health and retiree health and pension benefits are significant. In recent years, we have experienced significant increases in some of these costs, largely as a result of economic factors beyond our control, including, in particular, ongoing increases in healthcare costs well in excess of the rate of inflation and historically low discount rates that we use to value our benefit plan obligations. Continually increasing healthcare costs, volatility in investment returns and discount rates, as well as changes in laws, regulations and assumptions used to calculate retiree health and pension benefit expenses, may adversely affect our business, financial position, results of operations or require significant contributions to our benefit plans. TheOur national master agreement with the IBTTeamsters includes changesprovisions that are designed to mitigate certain of these healthcare expenses, but there can be no assurance that our efforts will be successful or that the failure or success of these efforts will not materially adversely affect our business, financial position, results of operations or liquidity.


us.
We participate in a number of trustee-managed multiemployer pension and health and welfare plans for employees covered under collective bargaining agreements. As part of the overall collective bargaining process for wage and benefit levels, we have agreed to contribute certain amounts to the multiemployer benefit plans during the contract period. The multiemployer benefit plans set benefit levels and are responsible for benefit delivery to participants. Future contribution amounts to multiemployer benefit plans will be determined only through collective bargaining, and we have no additional legal or constructive obligation to increase contributions beyond the agreed-upon amounts (except potential surcharges under the Pension Protection Act of 2006amounts. However, in the event that a plan enters critical status, and our contributions are not sufficient to satisfy any rehabilitation plan funding schedule). In future collective bargaining negotiations, we could agree to make significantly higher future contributions to improve the funded status of one or more of these plans. The funded status of these multiemployer plans is impacted by various factors, including investment performance, healthcare inflation, changes in demographics and changes in participant benefit levels. At this time, we are unable to determine the amount of additional future contributions, if any, or whether any material adverse effect on our financial condition, results of operations or liquidityus could result from our participation in these plans.
In addition to our on-going multiemployer pension plan obligations, we may have significant additional exposure with respect to benefits earned in the Central States Pension Fund (the "CSPF"). UPS was a contributing employerFor additional information on our potential additional liabilities related to the CSPF, until 2007 when we withdrew from the plan and fully funded our allocable share of unfunded vested benefits by paying a $6.1 billion withdrawal liability. Under a collective bargaining agreement with the International Brotherhood of Teamsters (“IBT”), UPS agreed to provide coordinating benefits in the UPS/IBT Full Time Employee Pension Plan (“UPS/IBT Plan”) for UPS participants whose last employer was UPS and who had not retired as of January 1, 2008 (“the UPS Transfer Group”) in the event that benefits are lawfully reduced by the CSPF in the future consistent with the terms of our withdrawal agreement with the CSPF.
In December 2014, Congress passed the Multiemployer Pension Reform Act (“MPRA”), which for the first time ever allowed multiemployer pension plans to reduce benefit payments to retirees, subject to specific guidelines in the statute and government approval. In September 2015, the CSPF submitted a proposed pension benefit reduction plansee note 5 to the U.S. Department of the Treasury under the MPRA. The CSPF plan proposed to reduce retirement benefits to the CSPF participants, including the UPS Transfer Group. We vigorously challenged the proposed benefit reduction plan because we believed that it did not comply with the law and that the CSPF failed to comply with its contractual obligation to obtain our consent to reduce benefits to the UPS Transfer Group under the terms of the withdrawal agreement with the CSPF. On May 6, 2016, the U.S. Department of the Treasury rejected the proposed plan submitted by the CSPF, stating that it failed to satisfy a number of requirements set forth in the MPRA.
The CSPF has asserted that it will become insolvent in 2025, which could lead to the reduction of retirement benefits. Although there are numerous factors that could affect the CSPF’s funding status, if the CSPF were to become insolvent as they have projected, UPS may be required to provide coordinating benefits, thereby increasing the current projected benefit obligation for the UPS/IBT Plan by approximately $4 billion. The CSPF has said that it believes a legislative solution to its funding status is necessary, and we expect that the CSPF will continue to explore options to avoid insolvency.
The potential obligation to pay coordinating benefits from the UPS/IBT Plan is subject to a number of significant uncertainties, including actions that may be taken by the CSPF, the federal government or others. These actions include whether the CSPF will submit a revised pension benefit reduction plan or otherwise seek federal government assistance, the extent to which benefits are paid by the Pension Benefit Guaranty Corporation, our ability to successfully defend our legal positions as well as the effect of discount rates, CSPF asset returns and various other actuarial assumptions.
We account for this potential obligation under Accounting Standards Codification Topic 715- Compensation- Retirement Benefits (“ASC 715”). Under ASC 715 we are required to provide a best estimate of various actuarial assumptions, including the eventual outcome of this matter, in measuring our pension benefit obligation at the December 31st measurement date. While we currently believe the most likely solution to this matter and the broader systemic problems facing multiemployer pension plans is intervention by the federal government, ASC 715 does not permit anticipation of changes in law in making a best estimate of pension liabilities. Our best estimate as of the measurement date of December 31, 2017 does not incorporate this solution. However, if a future change in law resulted in an obligation to provide coordinating benefits under the UPS/IBT Plan, it may be a significant event, and may require us to remeasure the plan assets and projected benefit obligation of the UPS/IBT Plan at the date the law is enacted.


Our best estimate of the next most likely outcome to resolve the CSPF’s solvency concerns is that the CSPF will submit another benefit suspension application under the MPRA to forestall insolvency without reducing benefits to the UPS Transfer Group. If the CSPF attempts to reduce benefits for the UPS Transfer Group under a MPRA filing, we would be in a strong legal position to prevent that from occurring given that these benefits cannot be reduced without our consent and such a reduction, without first exhausting reductions to other groups in the CSPF, would be contrary to the statute. Accordingly, our best estimate as of the measurement date of December 31, 2017 is that there is no liability to be recognized for additional coordinating benefits of the UPS/IBT Plan. However, the projected benefit obligation could materially increase as the uncertainties are resolved. We will continue to assess the impact of these uncertainties on the projected benefit obligation of the UPS/IBT Plan in accordance with ASC 715.audited, consolidated financial statements.
We may have additional tax liabilities.
We are subject to income taxes in the U.S. and many foreign jurisdictions. Significant judgment is required in determining our worldwide provision for income taxes. In the course of our business, there are many transactions and calculations where the ultimate tax determination is uncertain. For example, compliance with the 2017 United States Tax CutCuts and Jobs Act (the “Tax Act”) may require the collection of information not regularly produced within our company the use of provisional estimates in our financial statements, and the exercise of significant judgment in accounting for its provisions. Many aspects of the Tax Act areremain unclear and may not be clarified for some time. In addition, many state jurisdictions continue to issue guidance on the state treatment of certain aspects of the Tax Act. As regulations and guidance evolve with respect to the Tax Act, and as we gather more information and perform more analysis, our results may differ from previous estimates and may materially affect our tax rates and our financial position.
We are regularly are under audit by tax authorities in different jurisdictions. Economic and political pressures to increase tax revenue in various jurisdictions may make resolving tax disputes favorably more difficult. Although we believe our tax estimates are reasonable, the final determination of tax audits and any related litigation in the jurisdictions where we are subject to taxation could be materially different from our historical income tax provisions and accruals. In addition, changes in U.S. federal and state or international tax laws applicable to corporate multinationals, other fundamental law changes currently being considered by many countries, including in the U.S., and changes in taxing jurisdictions’ administrative interpretations, decisions, policies and positions may materially adversely impact our tax expense and cash flows.
We may be subject to various claims and lawsuits that could result in significant expenditures.
The nature of our business exposes us to the potential for various claims and litigation related to labor and employment, personal injury, property damage, business practices, environmental liability and other matters. Any material litigation or a catastrophic accident or series of accidents could result in significant expenditures and have a material adverse effect on our business, financial positionus.
Our inability to effectively integrate acquired operations and results of operations.
We may not realize the anticipated benefits of acquisitions, joint ventures or strategic alliances.alliances could adversely affect us.
As part of our business strategy, we may acquire businesses and form joint ventures or strategic alliances. Whether we realize the anticipated benefits from these transactions depends, in part, upon the successful integration between the businesses involved, the performance of the underlying operations, capabilities or technologies and the management of the acquired operations. Accordingly, our financial results could be materially adversely affected by our failure to effectively integrate the acquired operations, unanticipated performance issues or transaction-related charges or charges for impairment of long-term assets that we acquire.charges.


Insurance and claims expenses could have a material adverse effect on our business, financial condition and results of operations.us.
We have a combination of both self-insurance and high-deductible insurance programs for the risks arising out of the services we provide and the nature of our global operations, including claims exposure resulting from cargo loss, personal injury, property damage, aircraft and related liabilities, business interruption and workers' compensation. Workers' compensation, automobile and general liabilities are determined using actuarial estimates of the aggregate liability for claims incurred and an estimate of incurred but not reported claims, on an undiscounted basis. Our accruals for insurance reserves reflect certain actuarial assumptions and management judgments, which are subject to a high degree of variability. If the number or severity of claims for which we are retaining risk increases, our financial condition and results of operations could be adversely affected. If we lose our ability to self-insure these risks, our insurance costs could materially increase and we may find it difficult to obtain adequate levels of insurance coverage.



16









Item 1B.Unresolved Staff Comments
Not applicable.None.
 
Item 2.Properties


Operating Facilities
We own our headquarters, which is located in Atlanta, Georgia and consists of aboutapproximately 745,000 square feet of space in an office space,campus, and our UPS Supply Chain Solutions group’s headquarters, which is located in Alpharetta, Georgia and consists of aboutapproximately 310,000 square feet of office space. Our information technology headquarters is located in Parsippany, New Jersey, consisting of about 200,000 square feet of owned office space.
Our primary information technology operations are consolidated in a 444,000 square foot owned facility the Ramapo Ridge facility, in Mahwah, New Jersey. Our information technology headquarters is located in Parsippany, New Jersey, consisting of about 200,000 square feet of office space. We also own a 175,000 square foot facility in Alpharetta, Georgia, which serves as a backup to the main information technology operations facility in New Jersey. This facility provides production functions and backup capacity in the event that a power outage or other disaster incapacitates the main data center. It also helps to meet our internal communication needs.
We own or lease over 1,000 package operating facilities in the U.S., with approximately 6880 million square feet of floor space. The smaller of theseThese facilities have vehicles and drivers stationed for the pickuppick-up and delivery of packages, and capacity to sort and transfer packages. TheOur larger of these facilities also service our vehicles and equipment, and employ specialized mechanical installations for the sorting and handling of packages. We own or lease approximately 800 facilities that support our international package operations, with approximately 2024 million square feet of floor space.
In addition,Our aircraft are operated in a hub and spoke pattern in the U.S., with our principal air hub, Worldport, located in Louisville, Kentucky. The Worldport facility consists of over 5 million square feet and includes high-speed conveyor and computer control systems. For additional information on our air hubs, see “Item 1 - Business - Products and Services; Reporting Segments - Global Small Package”.
Our major air hub in Europe is located in Cologne, Germany, and we operate three air hubs in Asia in Shanghai, China; Shenzhen, China; and Hong Kong.
We own or lease more than 500 facilities, with approximately 3438 million square feet of floor space that support our freight forwarding and logistics operations. We own and operate a logistics campus consisting of approximately 4 million square feet in Louisville, Kentucky.
We own or lease approximately 200 UPS Freight service centers with approximately 6 million square feet of floor space. The main offices of UPS Freight are located in Richmond, Virginia, and consist of aboutapproximately 217,000 square feet of office space.
Our aircraft are operated in a hub and spoke pattern in the U.S., with our principal air hub, known as Worldport, located in Louisville, Kentucky. The Worldport facility consists of over 5 million square feet and includes high speed conveyor and computer control systems.
We also own or lease regional air hubs globally, with over 4 million square feet of floor space. Our U.S. regional air hubs are located in Dallas, Texas; Ontario, California; Philadelphia, Pennsylvania and Rockford, Illinois. These hubs house facilities for the sorting, transfer and delivery of packages. Our European air hub is located in Cologne, Germany, and we maintain Asia Pacific air hubs in Shanghai, China; Shenzhen, China and Hong Kong. Our regional air hub in Canada is located in Hamilton, Ontario, and our regional air hub for Latin America and the Caribbean is in Miami, Florida.
In 2017, we announced seven new buildings and one expansion that total more than 5 million square feet. We believe that our facilities are adequate to support our current operations.


17









Fleet
Aircraft
The following table shows information about our aircraft fleet as of December 31, 20172019:
Description
Owned and
Capital
Leases
 
Short-term
Leased or
Chartered
From
Others
 
On
Order
 
Under
Option
Boeing 757-200F75
 
 
 
Boeing 767-300ERF59
 
 
 
Boeing 767-300BCF2
 
 1
 
Airbus A300-600F52
 
 
 
Boeing MD-11F37
 
 
 
Boeing 747-400F11
 
 
 
Boeing 747-400BCF2
 
 
 
Boeing 747-8F3
 
 11
 14
Other
 340
 
 
Total241
 340
 12
 14
On February 1, 2018, we announced an order for 14 Boeing 747-8 freighters previously under option and four new Boeing 767 aircraft to be delivered between 2019 and 2022.
DescriptionOwned & Finance Leases 
Operating Leases &
Chartered From Others
 On Order Under Option
Boeing 757-20075
 
 
 
Boeing 767-200
 
    
Boeing 767-30064
 2
 8
 
Boeing 767-300BCF3
 
 1
 
Boeing 767-300BDSF2
   2
  
Airbus A300-60052
 
 
 
Boeing MD-1137
 
 5
 
Boeing 747-400F11
 
 
 
Boeing 747-400BCF2
 
 
 
Boeing 747-8F15
 
 13
 
Other
 309
   
Total261
 311
 29
 
Vehicles
We operate a global ground fleet of approximately 119,000125,000 package cars, vans, tractors and motorcycles. Our ground support fleet consists of 35,00036,000 pieces of equipment designed specifically to support our aircraft fleet, ranging from non-powered container dollies and racks to powered aircraft main deck loaders and cargo tractors. We also have 45,00052,000 containers used to transport cargo in our aircraft.


Item 3.Legal Proceedings
For a discussion of legal proceedings affecting us and our subsidiaries, please seeSee note 45 to the audited, consolidated financial statements for a discussion of pension related matters and note 9 to the audited, consolidated financial statements for a discussion of judicial proceedings and other matters arising from the conduct of our business activities.

Item 4.Mine Safety Disclosures
Not applicable.


Information about our Executive Officers
The information under the heading "Information about our Executive Officers" in Item 10 hereof is incorporated by reference into this Part 1.







18









PART II


Item 5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
Our class A common stock is not listed on a national securities exchange or traded in an organized over-the-counter market, but each share of our class A common stock is convertible into one share of our class B common stock.
The following is a summary of our class B common stock price activity and dividend information for 2017 and 2016. Our class B common stock is listed on the New York Stock Exchange under the symbol “UPS”.
 High Low Close 
Dividends
Declared
2017:       
First Quarter$118.19
 $103.23
 $107.30
 $0.83
Second Quarter$111.55
 $102.12
 $110.59
 $0.83
Third Quarter$120.42
 $106.98
 $120.09
 $0.83
Fourth Quarter$125.16
 $111.30
 $119.15
 $0.83
2016:       
First Quarter$106.10
 $88.70
 $105.47
 $0.78
Second Quarter$107.72
 $100.66
 $107.72
 $0.78
Third Quarter$111.50
 $106.86
 $109.36
 $0.78
Fourth Quarter$120.16
 $106.84
 $114.64
 $0.78

As of February 8, 2018,7, 2020, there were 154,033155,914 and 18,86319,196 shareowners of record of class A and class B common stock, respectively.
Our practice has been to pay dividends on a quarterly basis. The declaration of dividends is subject to the discretion of the Board of Directors and will depend on various factors, including our net income, financial condition, cash requirements, future prospects and other relevant factors.
On February 8, 2018,13, 2020, our Board declared a dividend of $0.91$1.01 per share, which is payable on March 7, 201810, 2020 to shareowners of record on February 20, 2018.25, 2020. This represents a 10%5.2% increase from the previous $0.83$0.96 per share quarterly dividend paid in 2017.December 2019.
A summary of repurchases of our class A and class B common stock during the fourth quarter of 20172019 is as follows (in millions, except per share amounts):
Total Number
of Shares
Purchased(1)
 
Total Number
of Shares Purchased
as Part of Publicly
Announced Program
 
Average
Price Paid
Per Share
 
Approximate Dollar
Value of Shares that
May Yet be Purchased
Under the Program
(as of month-end)
Total Number
of Shares
Purchased(1)
 
Total Number
of Shares Purchased
as Part of Publicly
Announced Program
 Average Price Paid Per Share 
Approximate Dollar
Value of Shares that
May Yet be Purchased
Under the Program
(as of month-end)
October 1—October 311.3
 1.3
 $119.28
 $4,644
0.8
 0.8
 $115.96
 $2,495
November 1—November 301.2
 1.2
 123.47
 4,490
0.6
 0.6
 121.81
 2,416
December 1—December 311.3
 1.3
 119.50
 4,339
0.7
 0.7
 117.99
 2,334
Total October 1—December 313.8
 3.8
 $120.71
  2.1
 2.1
 $118.59
  
(1) 
Includes shares repurchased through our publicly announced share repurchase program and shares tendered to pay the exercise price and tax withholding on employee stock options.awards.


In May 2016, the Board of Directors approved a share repurchase authorization of $8.0 billion which replaced an authorization previously announced in 2013. The new share repurchase authorization has no expiration date.for shares of class A and class B common stock. We anticipate repurchasing approximately $1.0 billion of shares in 2018.2020. For additional information on our share repurchase activities, see note 11 to the audited, consolidated financial statements included in this report.




19









Shareowner Return Performance Graph
The following performance graph and related information shall not be deemed “soliciting material” or to be “filed” with the SEC, nor shall such information be incorporated by reference into any future filing under the Securities Act of 1933 or Securities Exchange Act of 1934, each as amended, except to the extent that the Company specifically incorporates such information by reference into such filing.
The following graph shows a five-year comparison of cumulative total shareowners’ returns for our class B common stock, the Standard & Poor’s 500 Index and the Dow Jones Transportation Average. The comparison of the total cumulative return on investment, which is the change in the quarterly stock price plus reinvested dividends for each of the quarterly periods, assumes that $100 was invested on December 31, 20122014 in the Standard & Poor’s 500 Index, the Dow Jones Transportation Average and our class B common stock.


chart-d02de77c71445d37b2f.jpg
12/31/2012
 12/31/2013
 12/31/2014
 12/31/2015
 12/31/2016
 12/31/2017
12/31/2014
 12/31/2015
 12/31/2016
 12/31/2017
 12/31/2018
 12/31/2019
United Parcel Service, Inc.$100.00
 $146.54
 $159.23
 $148.89
 $182.70
 $195.75
$100.00
 $93.50
 $114.74
 $122.93
 $103.90
 $130.39
Standard & Poor’s 500 Index$100.00
 $132.38
 $150.49
 $152.55
 $170.79
 $208.06
$100.00
 $101.37
 $113.49
 $138.26
 $132.19
 $175.30
Dow Jones Transportation Average$100.00
 $141.38
 $176.83
 $147.19
 $179.37
 $213.49
$100.00
 $83.24
 $101.44
 $120.73
 $105.85
 $128.76


For information regarding our equity compensation plans, see Item 12 of this report.

20









Item 6.Selected Financial Data
The following table sets forth selected financial data for each of the five years in the period ended December 31, 20172019 (in millions, except per share amounts). This financial data should be read together with our consolidated financial statements and related notes, Management’s Discussion and Analysis of Financial Condition and Results of Operations, including the Supplemental Information - Items Affecting Comparability section, and other financial data appearing elsewhere in this report.
Years Ended December 31,Years Ended December 31,
2017 2016 2015 2014 20132019 2018 2017 2016 2015
Selected Income Statement Data                  
Revenue:                  
U.S. Domestic Package$40,764
 $38,301
 $36,747
 $35,851
 $34,074
$46,493
 $43,593
 $40,761
 $38,284
 $36,744
International Package13,338
 12,350
 12,149
 12,988
 12,429
14,220
 14,442
 13,342
 12,346
 12,142
Supply Chain & Freight11,770
 10,255
 9,467
 9,393
 8,935
13,381
 13,826
 12,482
 10,980
 10,300
Total Revenue65,872
 60,906
 58,363
 58,232
 55,438
74,094
 71,861
 66,585
 61,610
 59,186
Operating Expenses:                  
Compensation and benefits34,588
 34,770
 31,028
 32,045
 28,557
38,908
 37,235
 34,577
 32,534
 31,448
Other23,755
 20,669
 19,667
 21,219
 19,847
27,388
 27,602
 24,479
 21,388
 20,495
Total Operating Expenses58,343
 55,439
 50,695
 53,264
 48,404
66,296
 64,837
 59,056
 53,922
 51,943
Operating Profit:                  
U.S. Domestic Package4,280
 3,017
 4,767
 2,859
 4,603
4,164
 3,643
 4,303
 4,628
 4,427
International Package2,464
 2,044
 2,137
 1,677
 1,757
2,657
 2,529
 2,429
 2,417
 2,123
Supply Chain and Freight785
 406
 764
 432
 674
977
 852
 797
 643
 693
Total Operating Profit7,529
 5,467
 7,668
 4,968
 7,034
7,798
 7,024
 7,529
 7,688
 7,243
Other Income and (Expense):                  
Investment income72
 50
 15
 22
 20
Investment income (expense) and other(1,493) (400) 61
 (2,186) 435
Interest expense(453) (381) (341) (353) (380)(653) (605) (453) (381) (341)
Income Before Income Taxes7,148
 5,136
 7,342
 4,637
 6,674
5,652
 6,019
 7,137
 5,121
 7,337
Income Tax Expense2,238
 1,705
 2,498
 1,605
 2,302
1,212
 1,228
 2,232
 1,699
 2,497
Net Income$4,910
 $3,431
 $4,844
 $3,032
 $4,372
$4,440
 $4,791
 $4,905
 $3,422
 $4,840
Per Share Amounts:                  
Basic Earnings Per Share$5.64
 $3.89
 $5.38
 $3.31
 $4.65
$5.14
 $5.53
 $5.63
 $3.88
 $5.37
Diluted Earnings Per Share$5.61
 $3.87
 $5.35
 $3.28
 $4.61
$5.11
 $5.51
 $5.61
 $3.86
 $5.34
Dividends Declared Per Share$3.32
 $3.12
 $2.92
 $2.68
 $2.48
$3.84
 $3.64
 $3.32
 $3.12
 $2.92
Weighted Average Shares Outstanding:                  
Basic871
 883
 901
 916
 940
864
 866
 871
 883
 901
Diluted875
 887
 906
 924
 948
869
 870
 875
 887
 906
                  
As of December 31,As of December 31,
2017 2016 2015 2014 20132019 2018 2017 2016 2015
Selected Balance Sheet Data:                  
Cash and marketable securities$4,069
 $4,567
 $4,726
 $3,283
 $5,245
$5,741
 $5,035
 $4,069
 $4,567
 $4,726
Total assets45,403
 40,377
 38,311
 35,440
 35,553
57,857
 50,016
 45,574
 40,545
 38,497
Long-term debt20,278
 12,394
 11,316
 9,856
 10,824
21,818
 19,931
 20,278
 12,394
 11,316
Shareowners’ equity1,030
 429
 2,491
 2,158
 6,488
3,283
 3,037
 1,024
 430
 2,501

This table reflects the impact of the adoption of new accounting standards in 2018 and 2019. Refer to note 1 to the audited, consolidated financial statements.


21









Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations


Overview
We produced solid growth and operatingHighlights of our annual results in 2017 across all operating segments. In 2017, consolidatedfollow:
 Year Ended December 31, $ Change% Change
 2019 2018 2019/2018 2019/2018
Revenue (in millions)$74,094
 $71,861
 $2,233
 3.1 %
Operating Expenses (in millions)66,296
 64,837
 1,459
 2.3 %
Operating Profit (in millions)$7,798
 $7,024
 $774
 11.0 %
Operating Margin10.5% 9.8%    
Net Income (in millions)$4,440
 $4,791
 $(351) (7.3)%
Basic Earnings Per Share$5.14
 $5.53
 $(0.39) (7.1)%
Diluted Earnings Per Share$5.11
 $5.51
 $(0.40) (7.3)%
        
Average Daily Package Volume (in thousands)21,880
 20,677
   5.8 %
Average Revenue Per Piece$10.87
 $10.98
 $(0.11) (1.0)%
Consolidated revenue increased 8.2% to $65.872 billion, up3.1%.
Average daily package volume increased 5.8% primarily driven by our U.S. Domestic Package segment, which experienced growth from $60.906 billionSMBs as well as several large customers, led by our largest customer, Amazon.
Average revenue per piece is dependent upon base rates, customer and product mix, average billable weight per piece, fuel surcharge rates and currency. Average revenue per piece decreased as a result of changes in 2016. Revenue for 2017 increased in all segmentscustomer and major product categories, due to shipment growth, yield expansionmix, and benefits recognized from our network investments and portfolio initiatives. While operating profits were positively impacted by these growth factors discussed above, they were partially offset by impacts from natural disasters, capacity constraints due to volume surges in the fourth quarter of 2017, operating costs associated with facility construction and the deployment of Saturday operationslower average billable weight per piece in our U.S. Domestic Package segment. Currency movements negatively impacted revenue per piece in our International Package segment.
Operating profit for 2017 was up 37.7% to $7.529 billion, driven by strong performanceand operating margin increased with growth and margin expansion in all segments and a $1.851 billion reduction in the pension mark-to-market charges.segments.
Average daily package volume increased 4.9% in 2017. We reported 2017 net income of $4.910$4.440 billion and diluted earnings per share of $5.61, compared to 2016 net income of $3.431 billion and$5.11. Adjusted diluted earnings per share was $7.53 after adjusting for the after-tax impacts of $3.87.the following:
Our consolidated results are presented intransformation strategy costs of $196 million;
legal contingencies and expenses of $91 million; and
pension mark-to-market losses recognized outside of a 10% corridor of $1.816 billion.

2018 compared to 2017
See Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations of the table below:Company's Annual Report on Form 10-K for the year ended December 31, 2018 filed with the Securities and Exchange Commission on February 21, 2019.




22

 Year Ended December 31, % Change
 2017 2016 2015 2017/ 2016 2016/ 2015
Revenue (in millions)$65,872
 $60,906
 $58,363
 8.2% 4.4 %
Operating Expenses (in millions)58,343
 55,439
 50,695
 5.2% 9.4 %
Operating Profit (in millions)$7,529
 $5,467
 $7,668
 37.7% (28.7)%
Operating Margin11.4% 9.0% 13.1%    
Average Daily Package Volume (in thousands)20,030
 19,090
 18,324
 4.9% 4.2 %
Average Revenue Per Piece$10.53
 $10.30
 $10.37
 2.2% (0.7)%
Net Income (in millions)$4,910
 $3,431
 $4,844
 43.1% (29.2)%
Basic Earnings Per Share$5.64
 $3.89
 $5.38
 45.0% (27.7)%
Diluted Earnings Per Share$5.61
 $3.87
 $5.35
 45.0% (27.7)%


UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS




Supplemental Information - Items Affecting Comparability
The results and discussions that follow are reflective of how our executive management monitors the performance of our reporting segments. We supplement the reporting of our financial information determined under generally accepted accounting principles (“GAAP”in the United States ("GAAP") with certain non-GAAP financial measures including, as applicable, "adjusted" compensation and benefits, operating expenses, operating profit, operating margin, other income and (expense), income before income taxes, income tax expense, and effective tax rate. These adjustments reflectrate, net income and earnings per share. Adjusted financial measures may exclude the non-comparable items discussedimpact of period over period exchange rate changes and hedging activities, amounts related to mark-to-market gains or losses, recognition of contingencies and transformation strategy costs, as described below. We believe that these adjusted financial measures provide meaningful information to assist investors and analysts in understanding our financial results and assessing our prospects for future performance. We believe these adjusted financial measures are important indicators of our recurring results of operations because they exclude items that may not be indicative of, or are unrelated to, our underlying operating results, of operations and provide a useful baseline for analyzing trends in our underlying businesses. Additionally, these adjusted financial measures are used internally by management for the determination of incentive compensation awards, business unit operating performance analysis and business unit resource allocation.
Non-GAAP financial measures should be considered in addition to, and not as an alternative for, our reported results prepared in accordance with GAAP. Our non-GAAP financial information does not represent a comprehensive basis of accounting. Therefore, our non-GAAP financial information may not be comparable to similarly titled measures reported by other companies.
The year over year comparisons of our financial results are affected by the following items (in millions):
 Year Ended December 31,
Non-GAAP Adjustments2019 2018
Operating Expenses:   
Transformation Strategy Costs$255
 $360
Legal Contingencies and Expenses97
 
Total Adjustments to Operating Expenses$352
 $360
    
Other Income and (Expense):   
Defined Benefit Plans Mark-to-Market Charges$2,387
 $1,627
Total Adjustments to Other Income and (Expense)$2,387
 $1,627
    
Total Adjustments to Income Before Income Taxes$2,739
 $1,987
    
Income Tax Benefit from the Mark-to-Market Charges$(571) $(390)
Income Tax Benefit from Transformation Strategy Costs(59) (87)
Income Tax Benefit from Legal Contingencies and Expenses(6) 
Total Adjustments to Income Tax Expense$(636) $(477)
    
Total Adjustments to Net Income$2,103
 $1,510

These items have been excluded from comparisons of "adjusted" Compensation and benefits, Operating Expenses, Operating Profit, Operating Margin, Other Income and (Expense), Income Tax Expense and effective tax rate in the discussion that follows. The income tax benefit from transformation strategy costs, legal contingencies and expenses and the mark-to-market charges are calculated by multiplying the statutory tax rates applicable in each tax jurisdiction, including the U.S. federal jurisdiction and various U.S. state and non-U.S. jurisdictions, by the tax deductible adjustments. The blended average of the effective tax rates in 2019 and 2018 were 23.2% and 24.0%, respectively.


23


UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS



Impact of Changes in Foreign Currency Exchange Rates and Hedging Activities

We supplement the reporting of our revenue, revenue per piece and operating profit with similar non-GAAP measures that exclude the period-over-periodperiod over period impact of foreign currency exchange rate changes and hedging activities. We believe currency-neutral revenue, revenue per piece and operating profit information allows users of our financial statements to understand growth trends in our products and results. We evaluate the performance of our International Package and Supply Chain & Freight businesses on a currency-neutral basis.

Currency-neutral revenue, revenue per piece and operating profit are calculated by dividing current period reported U.S. dollar revenue, revenue per piece and operating profit by the current period average exchange rates to derive current period local currency revenue, revenue per piece and operating profit. The derived current period local currency revenue, revenue per piece and operating profitamounts are then multiplied by the average foreign exchange rates used to translate the comparable results for each month in the prior year period (including the period over period impact of foreign currency revenue hedging activities). The difference between the current period reported U.S. dollar revenue, revenue per piece and operating profit and the derived current period U.S. dollar revenue, revenue per piece and operating profit is the period over period impact of currency fluctuations.
The year-over-year comparisons
Transformation Strategy Costs

We supplement the presentation of our financial results are affected by the following items (in millions):
 Year Ended December 31,
Non-GAAP Adjustments2017 2016 2015
Operating Expenses:     
Defined Benefit Plans Mark-to-Market Charges$800
 $2,651
 $118
Total Adjustments to Operating Expenses800
 2,651
 118
Income Tax Benefit from the Mark-to-Market Charges(193) (978) (39)
Income Tax Benefit from the Tax Cuts and Jobs Act and Other Non-U.S. Tax Law Changes(258) 
 
Total Adjustments to Net Income$349
 $1,673
 $79
These items have been excluded from comparisons of "adjusted" compensation and benefits, operating expenses, operating profit, operating margin, income tax expensebefore income taxes, net income and effective tax rate inearnings per share with similar non-GAAP measures that exclude the discussionimpact of costs related to restructuring programs, including transformation strategy costs. For information regarding transformation strategy costs, see note 17 to the audited, consolidated financial statements.

Costs Related to Legal Contingencies and Expenses

We supplement the presentation of our operating profit, operating margin, income before income taxes, net income and earnings per share with similar non-GAAP measures that follows. The income tax effectsexclude the impact of costs related to certain of our legal contingencies and expenses. For information regarding legal contingencies and expenses, see note 9 to the mark-to-market charges are calculated by multiplying the statutory tax rates applicable in each tax jurisdiction, including the U.S. federal jurisdiction and various U.S. state and non-U.S. jurisdictions, by the adjustments. The blended average of the applicable statutory tax rates in 2017, 2016 and 2015 were 24.1%, 36.9% and 33.1%, respectively.audited, consolidated financial statements.

UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS


Defined Benefit Plans Mark-to-Market Charges
We recognize changes in the fair value of plan assets and net actuarial gains and losses in excess of a 10% corridor for our pension and postretirement defined benefit plans immediately as part of net periodic benefit cost other than service cost. We supplement the presentation of our operating profitincome before income taxes, net income and operating marginearnings per share with "adjusted" measures that exclude the impact of the portion of net periodic benefit cost other than service cost represented by the gains and losses recognized in excess of the 10% corridor and the related income tax effects.
The adjustments made to exclude We believe excluding these mark-to-market adjustments utilizeimpacts from our adjusted results provides important supplemental information to remove the volatility caused by short-term changes in market interest rates, equity prices and similar factors.
This adjusted net periodic benefit cost ($754 million in 2019 and $615 million in 2018) utilizes the expected return on plan assets ($2.956, $2.580(7.68% in 2019 and $2.567 billion for 2017, 2016 and 2015, respectively)2018) and the discount ratesrate used for determiningto determine net periodic benefit cost.cost (4.45% in 2019 and 3.81% in 2018). The non-adjustedunadjusted net periodic benefit cost reflects the actual return on plan assets ($4.811 billion, $1.846 billion(17.57% in 2019 and $110 million for 2017, 2016 and 2015, respectively)-2.38% in 2018) and the discount ratesrate used for measuringto measure the projected benefit obligation as summarizedat the December 31 measurement date (3.55% in the table below. We believe excluding these mark-to-market charges from our adjusted results provides important supplemental information that reflects the anticipated long-term cost of our defined benefit plans2019 and provides a benchmark for historical defined benefit cost trends that may provide a useful comparison of year-to-year financial performance without considering the short-term impact of changes4.45% in market interest rates, equity prices and similar factors.2018).
In 2017, weWe recognized pre-tax mark-to-market losses in compensation and benefits expenseoutside of $800 million ona 10% corridor related to the remeasurement of our pension and postretirement defined benefit plans related to the remeasurement of planplans' assets and liabilities recognized outsidein "Other Income and (Expense)" of a 10% corridor. These charges impacted$2.387 and $1.627 billion for 2019 and 2018, respectively. In October 2019, we refined the bond matching approach used to determine the discount rate for our U.S. Domestic Package segment ($637 million), International Package segment ($35 million) and Supply Chain & Freight segment ($128 million).
In 2016, we recognized pre-tax mark-to-market losses in compensation and benefits expense of $2.651 billion on our pension and postretirement definedplans by implementing advances in technology and modeling techniques. This refinement decreased the projected benefit plans related toobligation on our consolidated balance sheet by approximately $900 million as of December 31, 2019, decreased the remeasurement of plan assets and liabilities recognized outside of a 10% corridor. These charges impacted our U.S. Domestic Package segment ($1.908 billion), International Package segment ($425 million) and Supply Chain & Freight segment ($318 million).
In 2015, we recognized pre-tax mark-to-market losses in compensationcharge by approximately $810 million and benefits expense of $118increased net income by $616 million, or $0.71 per share on our pensiona basic and postretirement defined benefit plans related to the remeasurement of plan assets and liabilities recognized outside of a 10% corridor. These charges impacted our U.S. Domestic Package segment ($62 million), International Package segment ($44 million) and Supply Chain & Freight segment ($12 million).diluted basis. This change did not have an impact on adjusted net income or adjusted earnings per share.

24


UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS



The table below indicates the amounts associated with each component of the pre-tax mark-to-market losses, as well as the weighted-average actuarial assumptions used to determine our net periodic benefit costs,cost, for each year:
 Year Ended December 31, Year Ended December 31,
Components of mark-to-market gain (loss) (in millions): 2017 2016 2015 2019 2018
Discount rates $(2,288) $(1,953) $1,624
 $(5,670) $845
Return on assets 1,525
 (732) (1,550) 3,850
 (1,057)
Demographic and assumption changes (37) 34
 (133)
Reclassification of prior year unrecognized benefit cost 
 
 (59)
Demographic and other assumption changes (24) (22)
Coordinating benefits attributable to the Central States Pension Fund (543) (1,393)
Total mark-to-market gain (loss) $(800) $(2,651) $(118) $(2,387) $(1,627)
          
 Year Ended December 31, Year Ended December 31,
Weighted-average actuarial assumptions used to determine net periodic benefit cost: 2017 2016 2015 2019 2018
Expected rate of return on plan assets 8.65% 8.65% 8.66% 7.68% 7.68 %
Actual rate of return on plan assets 14.25% 6.06% 0.37% 17.57% (2.38)%
Discount rate used for net periodic benefit cost 4.34% 4.81% 4.36% 4.45% 3.81 %
Discount rate at measurement date 3.81% 4.34% 4.81% 3.55% 4.45 %
The $800 million, $2.651 billion and $118 million pre-tax mark-to-market losses for the years ended December 31, 2017, 20162019 and 2015,2018, respectively, were comprised of the following components:
20172019- $800 million$2.387 billion pre-tax mark-to-market loss:
Return on Assets ($3.850 billion pre-tax gain): In 2019, the actual rate of return on plan assets was higher than our expected rate of return, primarily due to strong global equity and U.S. bond markets.
Coordinating benefits attributable to the Central States Pension Fund ($543 million pre-tax loss): This represents our current best estimate of the additional potential coordinating benefits that may be required to be paid related to the Central States Pension Fund.
Discount Rates ($5.670 billion pre-tax loss):The weighted-average discount rate for our pension and postretirement medical plans decreased from 4.45% at December 31, 2018 to 3.55% at December 31, 2019, primarily due to both a decline in U.S. treasury yields and a decrease in credit spreads on AA-rated corporate bonds in 2019.
Demographic and Other Assumption Changes ($24 million pre-tax loss): This represents the difference between actual and estimated participant data and demographic factors, including items such as healthcare cost trends, compensation rate increases and rates of termination, retirement and mortality.
2018- $1.627 billion pre-tax mark-to-market loss:
Return on Assets ($1.057 billion pre-tax loss): In 2018, the actual rate of return on plan assets was lower than our expected rate of return, primarily due to weak global equity markets.
Coordinating benefits attributable to the Central States Pension Fund ($1.393 billion pre-tax loss): This represented our then-current best estimate of potential coordinating benefits that may be required to be paid related to the Central States Pension Fund.
Discount Rates ($845 million pre-tax gain):The weighted-average discount rate for our pension and postretirement medical plans increased from 3.81% at December 31, 2017 to 4.45% at December 31, 2018, primarily due to both an increase in U.S. treasury yields and an increase in credit spreads on AA-rated corporate bonds in 2018.
Demographic and Other Assumption Changes ($22 million pre-tax loss): This represents the difference between actual and estimated participant data and demographic factors, including items such as healthcare cost trends, compensation rate increases and rates of termination, retirement and mortality.



25


UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS


Discount Rates ($2.288 billion pre-tax loss):The weighted-average discount rate for our pension and postretirement medical plans decreased from 4.34% at December 31, 2016 to 3.81% at December 31, 2017, primarily due to both a decline in U.S. treasury yields and a decrease in credit spreads on AA-rated corporate bonds in 2017.
Return on Assets ($1.525 billion pre-tax gain): In 2017, the actual 14.25% rate of return on plan assets exceeded our expected rate of return of 8.65%, primarily due to strong global equity and U.S. bond markets.
Demographic and Assumption Changes ($37 million pre-tax loss): This represents the difference between actual and estimated participant data and demographic factors, including items such as healthcare cost trends, compensation rate increases and rates of termination, retirement and mortality.
2016- $2.651 billion pre-tax mark-to-market loss:
Discount Rates ($1.953 billion pre-tax loss):The weighted-average discount rate for our pension and postretirement medical plans decreased from 4.81% at December 31, 2015 to 4.34% at December 31, 2016, primarily due to a decrease in credit spreads on AA-rated corporate bonds in 2016.
Return on Assets ($732 million pre-tax loss): In 2016, the actual 6.06% rate of return on plan assets fell short of our expected rate of return of 8.65%, primarily due to weak bond markets.
Demographic and Assumption Changes ($34 million pre-tax gain): This represents the difference between actual and estimated participant data and demographic factors, including items such as healthcare cost trends, compensation rate increases and rates of termination, retirement and mortality.
2015- $118 million pre-tax mark-to-market loss:
Discount Rates ($1.624 billion pre-tax gain):The weighted-average discount rate for our pension and postretirement medical plans increased from 4.36% at December 31, 2014 to 4.81% at December 31, 2015, primarily due to an increase in U.S. treasury yields and credit spreads on AA-rated corporate bonds in 2015.
Return on Assets ($1.550 billion pre-tax loss): In 2015, the actual 0.37% rate of return on plan assets fell short of our expected rate of return of 8.66%, primarily due to weak global equity markets.
Demographic and Assumption Changes ($133 million pre-tax loss): This represents the difference between actual and estimated participant data and demographic factors, including items such as healthcare cost trends, compensation rate increases and rates of termination, retirement and mortality.
Reclassification of Prior Year Unrecognized Benefit Cost ($59 million pre-tax loss): Our mark-to-market accounting policy requires recognition of gains and losses in excess of a corridor equal to 10% of the plans' projected benefit obligations (or fair value of the plans' assets, if greater). The decrease in certain plans' projected benefit obligations resulted in a lower corridor, which required recognition of prior year unrecognized benefit costs for some of our plans.

Income Tax Benefit from the Tax Cuts and Jobs Act
We supplement the presentation of our income tax expense and effective tax rate with "adjusted" measures that exclude the impact of the income tax benefit from the Tax Cuts and Jobs Act (the "Tax Act") described in the "Income Tax Expense" section of Management's Discussion and Analysis and note 13 to the audited consolidated financial statements. We believe income tax expense and the effective tax rate excluding the tax benefit is useful in evaluating our ongoing operating performance for the current period to that of other periods presented. The estimates are based on our initial analysis and interpretations of the Tax Act.
Expense Allocations
Certain operating expenses are allocated between our reporting segments using activity-based costing methods. These activity-based costing methods require us to make estimates that impact the amount of each expense category that is attributed to each segment. Changes in these estimates will directly impact the amount of expense allocated to each segment, and therefore the operating profit of each reporting segment. Our allocation methodologies are refined periodically, as necessary, to reflect changes in our businesses. There were no significant changes in our expense allocation methodologies during 2017, 20162019, 2018 or 2015.2017.

26



UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS




U.S. Domestic Package Operations
Year Ended December 31, % ChangeYear Ended December 31, $ Change % Change
2017 2016 2015 2017/ 2016 2016/ 20152019 2018 2019/2018 2019/2018
Average Daily Package Volume (in thousands):                
Next Day Air1,460
 1,379
 1,316
 5.9 % 4.8 %1,889
 1,542
 

 22.5 %
Deferred1,400
 1,351
 1,313
 3.6 % 2.9 %1,622
 1,432
   13.3 %
Ground14,061
 13,515
 12,969
 4.0 % 4.2 %15,176
 14,498
   4.7 %
Total Avg. Daily Package Volume16,921
 16,245
 15,598
 4.2 % 4.1 %
Total Average Daily Package Volume18,687
 17,472
   7.0 %
Average Revenue Per Piece:                
Next Day Air$19.11
 $19.20
 $19.66
 (0.5)% (2.3)%$17.74
 $19.53
 $(1.79) (9.2)%
Deferred12.43
 11.85
 11.70
 4.9 % 1.3 %12.62
 13.12
 (0.50) (3.8)%
Ground8.19
 7.97
 7.98
 2.8 % (0.1)%8.55
 8.51
 0.04
 0.5 %
Total Avg. Revenue Per Piece$9.48
 $9.25
 $9.28
 2.5 % (0.3)%
Total Average Revenue Per Piece$9.83
 $9.86
 $(0.03) (0.3)%
Operating Days in Period254
 255
 254
    253
 253
 

  
Revenue (in millions):             

  
Next Day Air$7,088
 $6,752
 $6,570
 5.0 % 2.8 %$8,479
 $7,618
 $861
 11.3 %
Deferred4,421
 4,082
 3,903
 8.3 % 4.6 %5,180
 4,752
 428
 9.0 %
Ground29,255
 27,467
 26,274
 6.5 % 4.5 %32,834
 31,223
 1,611
 5.2 %
Total Revenue$40,764
 $38,301
 $36,747
 6.4 % 4.2 %$46,493
 $43,593
 $2,900
 6.7 %
Operating Expenses (in millions):             

  
Operating Expenses$36,484
 $35,284
 $31,980
 3.4 % 10.3 %$42,329
 $39,950
 $2,379
 6.0 %
Defined Benefit Plans Mark-to-Market Charges(637) (1,908) (62)    
Transformation Strategy Costs(108) (235) 127
 (54.0)%
Legal Contingencies and Expenses(97) 
 (97) N/M
Adjusted Operating Expenses$35,847
 $33,376
 $31,918
 7.4 % 4.6 %$42,124
 $39,715
 $2,409
 6.1 %
Operating Profit (in millions) and Operating Margin:             

  
Operating Profit$4,280
 $3,017
 $4,767
 41.9 % (36.7)%$4,164
 $3,643
 $521
 14.3 %
Adjusted Operating Profit$4,917
 $4,925
 $4,829
 (0.2)% 2.0 %$4,369
 $3,878
 $491
 12.7 %
Operating Margin10.5% 7.9% 13.0%    9.0% 8.4% 

  
Adjusted Operating Margin12.1% 12.9% 13.1%    9.4% 8.9%    
Revenue
The change in overall revenue was impacted bydue to the following factors for the yearsyear ended December 31, 2017 and 2016, compared with the corresponding prior year periods:2019 versus 2018:
 Volume 
Rates /
Product Mix
 
Fuel
Surcharge
 
Total
Revenue
Change
Revenue Change Drivers:       
2017/ 20163.8% 1.7% 0.9 % 6.4%
2016/ 20154.6% 0.2% (0.6)% 4.2%
 Volume 
Rates /
Product Mix
 
Fuel
Surcharge
 
Total Revenue
Change
Revenue Change Drivers:       
2019/20187.0% (0.6)% 0.3% 6.7%









27


UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS




Volume
20172019 compared to 20162018
Our overall volume increased across all products, in 2017, largely due to continuedled by strong growth in overallour Next Day Air and Deferred driven by the structural shift to faster delivery in retail sales,and e-commerce, and from additional customer volume. We experienced growth from a number of which e-commerce continues to represent a larger percentage of the total growth. large customers and SMBs, with volume growth led by our largest customer, Amazon. This growth was enabled by our on-going investment in automated facilities and other transformation initiatives.
Business-to-consumer shipments, which represented more than 50%approximately 54% of the total U.S. Domestic Package average daily volume, grew 9.3%11.3% for the year which drovedriven by the growth in e-commerce and retail. Volume grew across all products, with particularly strong growth in our Air products. Business-to-business shipments increased 2.2% for the year with volume increases in both air and ground shipments. Business-to-business shipments decreased slightly in 2017 compared to 2016 largely due to declines in volume in professional services, as a result of increased digitization, and high tech industries.services.
AmongWithin our airAir products, overall average daily volume increased in 2017 for ourboth Next Day Air and Deferred services. SolidDeferred. Strong air volume growth continued for those products most aligned with business-to-consumer shipping, including ourprimarily in residential Next Day Air Nextand Second Day Air Saver and Three Day Select package products, as consumers and businesses continue to demand faster options.delivery options, which we expect will persist. This growth was slightly offset by a declinedeclines in Next Day Air letter and Second Day letter volume largely due to declinesshifts in customer preferences.
We experienced year over year growth in both residential and commercial ground products. Growth in residential ground volume was driven by changes in customer mix resulting from the professional services industry as a result of continued growth in digitization.
The increase in ground volume in 2017 was driven bye-commerce, while growth in residentialcommercial ground and SurePost volume, which benefited from continued e-commerce demand. Business-to-business shipments decreased slightly due to adverse weather conditions in third quarter 2017 however this decreaseproducts was partially offsetprimarily driven by an increase in ourretail return shipping services.
2016 compared to 2015
Our total volume increased across all products in 2016, largely due to continued growth in e-commerce and overall retail sales and the impact of one additional operating day. Business-to-consumer shipments, which represented more than 48% of total U.S. Domestic Package volume, grew nearly 9% for the year and 11.5% in the fourth quarter, which drove increases in both air and ground shipments. Business-to-business volume remained flat in 2016 due to revenue management initiatives and the overall slowing of the industrial manufacturing sector, offset by increased volume from the retail industry, including the use of our solutions for omni-channel (including ship-from-store and ship-to-store models) and returns shipping.
Next Day Air volume increased 5.2% in 2016, due to strong growth in e-commerce. We also experienced increased volume for our deferred air services in 2016, particularly for those products most aligned with business-to-consumer shipping, such as our residential Second Day Air Package and Three Day Select products partially offset by decreases in our business-to-business deferred air volume.
The increase in ground volume in 2016 was driven by growth in residential ground and SurePost volume while business-to-business shipments remained flat. Accelerating growth in e-commerce drove demand for our SurePost service, with volume increasing 19% in 2016.
Rates and Product Mix
20172019 compared to 20162018
Overall revenue per piece increased 2.5% in 2017, and was impacted by changes in base rates,decreased due to customer and product mix and fuel surcharge rates, partially offset by changes in base rates.
Revenue per piece for ground and air products was positively impacted by a base rate increase on December 26, 2016.2018. UPS Ground rates and UPS Air services rates increased an average net 4.9%. Effective January 8, 2017, we changed the dimensional weight calculation for packages subject to UPS daily rates. On June 19, 2017, we announced a new peak charge applicable during selected weeks in November and December 2017 for U.S. Residential, Large Packages and packages Over Maximum Limits. The new charge is designed to enable UPS to continue to offset some of the additional expenses incurred during significant volume surges. Additionally on October 25, 2017, we announced an average 4.9% base rate increase effective December 24, 2017 for UPS Ground and UPS Air services.
In the first quarter of 2017, we began our expanded Saturday ground operations to several metropolitan areas in the U.S. As of December 2017, Saturday service is available in approximately 4,700 cities and towns in the U.S. covering approximately 50% of the population. A Saturday pickup stop charge went into effect on May 1, 2017 and varies depending on the pickup service selected.

UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS

Revenue per piece for our Next Day Air servicesand Deferred products decreased in 2017 compared with 2016. The decrease in Next Day Air revenue per piece was primarily driven by a shift in product mix, as our lower yielding products experienced much larger volume growth than our higher yielding products. This shift was offset slightly by an increase in the average billable weight per piece. Revenue per piece of our deferred air services increased in 2017 compared with 2016. Deferred revenue per piece increased primarily due to an increase in average billable weight per piece, but was partially offset by an unfavorable shift in product mix. All products were positively impacted by higher fuel surcharge rates for 2017.
Ground revenue per piece increased in 2017, primarily due to base rate increases, higher fuel surcharge rates and an increase in average billable weight per piece. These factors were partially offset by changes in product mix, as we experienced faster volume growth in our SurePost product.
2016 compared to 2015
Overall revenue per piece decreased 0.3% in 2016, and was impacted by changes in base rates, customer and product mix and fuel surcharge rates.
Ground revenue per piece decreased in 2016, primarily due to customer and product mix changes, which adversely impacted revenue per piece as a greater portion of volume in 2016, relative to 2015, came from residential customers and lighter-weight shipments as SurePost volume surged. Additionally, lower fuel surcharge rates contributed to the decline. These drivers more than offset the rate actions taken since the fourth quarter of 2015.
Revenue per piece for Next Day Air products declined in 2016, while our deferred air products increased. All products were negatively impacted by lower fuel surcharge rates. The Next Day Air revenue per piece decline was caused by a shift in customer and product mix as well as an increaseand a decrease in lighter-weight packages. We experienced relatively stronger growth in our lighter-weight business-to-consumer shipments, particularly our Next Day Air Saver product, which have lower average yields than our heavier-weight commercial shipments. Customer mix also adversely impacted Next Day Air revenuebillable weight per piece, due to faster volume growth among our larger customers, which have a lower average yield than our small and middle-market customers. Deferred revenue per piece increased primarily due to heavier-weight packageswas partially offset by product mix.the increase in base rates.
Revenue per piece for our ground products increased primarily due to base rate increases and air products was positively impactedcustomer and product mix, partially offset by a base rate increase on December 28, 2015. UPS Ground rates and accessorial charges increased andecrease in average net 4.9%, while UPS Air services and accessorial charges increased an average net 5.2%. The surcharge increased for Over Maximum Packages and the index tables for the Ground and Air fuel surcharges were adjusted effective November 2, 2015. A charge for UPS’s Third-Party Billing Service was implemented, effective January 4, 2016. Additionally, the dimensions of ground packages incurring the UPS Additional Handling charge were changed effective June 6, 2016.billable weight per piece.


Fuel Surcharges
UPS appliesWe apply a fuel surcharge on our domestic air and ground services. The air fuel surcharge is based on the U.S. Department of Energy’s (“DOE”) Gulf Coast spot price for a gallon of kerosene-type jet fuel, while the ground fuel surcharge is based on the DOE’s On-Highway Diesel Fuel Price. Based on published rates, the average fuel surcharge rates for domestic air and ground products were as follows:
Year Ended December 31, % Point ChangeYear Ended December 31, % Point Change
2017 2016 2015 2017/ 2016 2016/ 20152019 2018 2019/2018
Next Day Air / Deferred5.2% 3.6% 4.8% 1.6% (1.2)%7.3% 7.7% (0.4)%
Ground5.6% 4.9% 5.5% 0.7% (0.6)%7.2% 7.0% 0.2 %
Effective February 6, 2017,April 2, 2018, we created separate fuel surcharges for Domestic Air shipments and International Air export shipments. These surcharges are based on the U.S. Gulf Coast Jet Fuel price and are adjusted weekly. In June and October 2018, ground fuel surcharge rates are reset weekly instead of monthly. In addition, the price indices have moved from a two month to a two week lag.
Total domestic fuel surcharge revenue increased by $347 millionwere raised for all thresholds, and in 2017 as a result of higherOctober and December 2018, Domestic Air fuel surcharge rates caused by an increasewere increased for all thresholds. Ground surcharges continue to be based on the national U.S. Average On-Highway Diesel Fuel price and adjusted weekly.
While fluctuations in jetfuel surcharges can be significant from period to period, fuel surcharges represent one of the many individual components of our pricing structure that impact our overall revenue and diesel fuel prices, as well as an overall increase in package volume. In addition toyield. Additional components include the factors above, fuel surcharge revenue was positively impacted by changes tomix of products sold, the fuel surcharge calculation, as ratesbase price and price indices are updated more frequently to better align with prevailing market rates. In 2016, total fuel surcharge revenue decreased by $219 million as a result of lower fuel surcharge rates caused by declining jet and diesel fuel prices, partially offset by the overall increase in package volume for the period.any additional charges or discounts on these services.


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Revenue per piece for ground products was positively impacted by fuel surcharge rate increases during 2018, while fuel surcharge rates for air products decreased slightly for the year.
Total domestic fuel surcharge revenue increased by $140 million for the year as a result of increases in package volume and shifts in product mix, partially offset by lower fuel surcharge rates on our Air products.
Operating Expenses
20172019 compared to 20162018
Operating expenses, for the period increased $1.2 billion, which included a $1.3 billion decrease in mark-to-market pension charges. Excludingand operating expenses excluding the impact of the defined benefit plan mark-to-market charges, adjusted operatingtransformation strategy costs and legal contingencies and expenses, for the segment increased $2.5 billion in 2017, primarilylargely due to pickup and delivery costs (up $1.0$1.385 billion), the costcosts of operating our domestic integrated air and ground network (up $922$631 million), the costs of package sorting (up $246$301 million) and accessorials andother indirect operating costs (up $279$92 million). These increases were driven primarily by overall volume growth in 2017. Adjusted operating expenses were impacted by several factors:
We incurred higher employee compensation, largely resulting from volume growth, an increase in average daily union labor hours (up 6.5%), growth in the overall size of the workforce and an increase in wage rates.
Employee benefit costs increased, largely due to increased employee healthcare, partially offset by a decrease in pension expense and workers' compensation expense.
We incurred higher fuel expense in 2017 primarily due to higher fuel prices and increased volume which resulted in higher fuel usage (increase in aircraft block hours of 7.0% and package delivery miles driven of 4.1%).
We incurred higher costs associated with outside contract carriers, primarily due to volume growth (including SurePost), higher fuel surcharges passed to us by carriers and general rate increases.
Total cost per piece decreased 0.3% in 2017 compared to 2016 and was primarily impacted by a 380 basis point decrease due to the defined benefit plan mark-to-market charge offset by the cost increases described previously. The increased expenses in 2017 were also driven by: capacity constraints due to volume surges in the fourth quarter of 2017, start-up costs of several investments underway to further expand and modernize our air and ground networks, and the costs of implementing Saturday operations. Costs were further impacted by rising fuel prices. In order to containmanage costs, we continually adjust our air and ground networksnetwork to better match higher volume levels. In addition, we continue to deploy and utilize technology to increase package sorting and delivery productivity.
2016 compared to 2015
Operating expenses for the period increased $3.3 billion, which included a $1.8 billion increaseproductivity by reducing manual touchpoints. The growth in mark-to-market pension charges. Excluding the impact of the defined benefit plan mark-to-market charges, adjusted operating expenses for the segment increased $1.5 billion in 2016, primarily due to pickup and delivery and network operational costs (up $814 million), the cost of operating our domestic integrated air and ground transportation network (up $282 million), the costs of package sorting (up $181 million) and accessorials and indirect operating costs (up $180 million). Adjusted operating expenses werewas impacted by several factors:
Higher employee compensation and benefit costs largely resulting from:
volume growth, which resulted in an increase in average daily union labor hours of 4.7%;
union pay rate and benefit increases; and
growth in the overall size of the workforce due to facility expansions.
We incurred higher employee compensation, largely resulting from an increasebenefit expenses due to additional headcount, contractual contribution rate increases to union multiemployer plans and changes in average dailybenefit eligibility for certain union labor hours (up 4.2%)employees. These increases were slightly offset by lower pension expense for our company-sponsored plans due to higher discount rates used to measure the projected benefit obligations which reduced service costs, and growthlower premiums due to improved funded status.
We incurred slightly lower fuel expense for the year, driven by declines in fuel prices and higher alternative fuel tax credits in 2019 due to the overall sizepassage of the workforceadditional legislation. These reductions were partially offset by lower wage rates.
Employee benefit costs increased largely due to increased employee healthcare, pension expense and workers' compensation expense.
We incurred lower fuel expensenetwork volume, which resulted in 2016 primarily due to lower fuel prices and an increase in average miles per gallon. This was partially offset by higher fuel usage (due to an increase in aircraftusage. Aircraft block hours increased 10.3%, daily package delivery stops increased 10.9% and vehicledaily delivery miles driven.)increased 7.9%.
We incurred higher expensesLower costs for purchased transportation due to higheroutside contract carriers were the result of retaining additional volume partially offset by lower fuel surcharge rates passed to us from third-party carriers.within our network.
Total cost per piece, increased 5.5% in 2016 compared to 2015which includes transformation strategy costs and was primarily impacted by a 540 basis point increaselegal contingencies and expenses, decreased 0.9% for the year. Excluding the year over year impact of transformation strategy costs and legal contingencies and expenses, adjusted cost per piece decreased 0.8% for the year. Year over year cost per piece decreased due to the defined benefit plan mark-to-market chargeincremental impact of our new automated facilities and other transformation initiatives.

Operating Profit and Margin
2019 compared to 2018
Operating profit increased $521 million with operating margins increasing 60 basis points to 9.0%. Excluding the cost increasesyear over year impact of transformation strategy costs and legal contingencies and expenses, adjusted operating profit increased $491 million with operating margins increasing 50 basis points to 9.4%. Operating profit increased as a result of the items described previously. These increases were partially offset by the continued deployment of ORION, which has contained the growth of average daily vehicle miles driven, and the increased redirect of SurePost volume to optimize delivery density on UPS vehicles, which has reduced the delivery costs for business-to-consumer shipments.above.








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Operating Profit and Margin
2017 compared to 2016
Operating profit increased $1.3 billion in 2017 compared with 2016, primarily due to a $1.3 billion decrease in mark-to-market pension charges to operating expense. Operating margin increased 260 basis points to 10.5%. Adjusted operating profit decreased $8 million in 2017 compared with 2016, while the adjusted operating margin decreased 80 basis points to 12.1%. Operating profit was negatively impacted by an increase in continued investments in new buildings and new strategic investments including deployment of Saturday operations. There was an adverse impact from higher purchased transportation costs due to volume surges in the fourth quarter 2017 and from fuel as expense increased at a faster pace than fuel surcharge revenue.
2016 compared to 2015
Operating profit decreased $1.8 billion in 2016 compared with 2015, primarily due to a $1.8 billion increase in mark-to-market pension charges to operating expense. Operating margin decreased 510 basis points to 7.9%. Adjusted operating profit increased $96 million in 2016 compared with 2015, while the adjusted operating margin decreased 20 basis points to 12.9%. Revenue growth from increased volume and enhanced productivity through the continued deployment of ORION technology resulted in higher operating profit, but was offset by an unfavorable shift in customer and product mix, especially in the fourth quarter. The net impact of fuel also negatively impacted operating profit as fuel surcharge revenue decreased faster than fuel expense.




UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS


International Package Operations
Year Ended December 31, % ChangeYear Ended December 31, $ Change % Change
2017 2016 2015 2017/ 2016 2016/ 20152019 2018 2019/2018 2019/2018
Average Daily Package Volume (in thousands):                
Domestic1,714
 1,635
 1,575
 4.8 % 3.8 %1,721
 1,723
   (0.1)%
Export1,395
 1,210
 1,151
 15.3 % 5.1 %1,472
 1,482
   (0.7)%
Total Avg. Daily Package Volume3,109
 2,845
 2,726
 9.3 % 4.4 %
Total Average Daily Package Volume3,193
 3,205
   (0.4)%
Average Revenue Per Piece:                
Domestic$6.08
 $5.85
 $6.06
 3.9 % (3.5)%$6.51
 $6.59
 $(0.08) (1.2)%
Export28.69
 30.38
 31.10
 (5.6)% (2.3)%29.10
 29.27
 (0.17) (0.6)%
Total Avg. Revenue Per Piece$16.22
 $16.29
 $16.63
 (0.4)% (2.0)%
Total Average Revenue Per Piece$16.93
 $17.08
 $(0.15) (0.9)%
Operating Days in Period254
 255
 254
    253
 253
    
Revenue (in millions):                
Domestic$2,645
 $2,441
 $2,425
 8.4 % 0.7 %$2,836
 $2,874
 $(38) (1.3)%
Export10,167
 9,374
 9,092
 8.5 % 3.1 %10,837
 10,973
 (136) (1.2)%
Cargo & Other526
 535
 632
 (1.7)% (15.3)%547
 595
 (48) (8.1)%
Total Revenue$13,338
 $12,350
 $12,149
 8.0 % 1.7 %$14,220
 $14,442
 $(222) (1.5)%
Operating Expenses (in millions):                
Operating Expenses$10,874
 $10,306
 $10,012
 5.5 % 2.9 %$11,563
 $11,913
 $(350) (2.9)%
Defined Benefit Plan Mark-to-Market Charges(35) (425) (44)    
Transformation Strategy Costs(122) (76) (46) 60.5 %
Adjusted Operating Expenses$10,839
 $9,881
 $9,968
 9.7 % (0.9)%$11,441
 $11,837
 $(396) (3.3)%
Operating Profit (in millions) and Operating Margin:                
Operating Profit$2,464
 $2,044
 $2,137
 20.5 % (4.4)%$2,657
 $2,529
 $128
 5.1 %
Adjusted Operating Profit$2,499
 $2,469
 $2,181
 1.2 % 13.2 %$2,779
 $2,605
 $174
 6.7 %
Operating Margin18.5% 16.6% 17.6%    18.7% 17.5%    
Adjusted Operating Margin18.7% 20.0% 18.0%    19.5% 18.0%    
Currency Translation Benefit / (Cost)—(in millions)*:                
Revenue      $(325) $(138)    $(232)  
Operating Expenses      (50) 146
    302
 
Operating Profit      $(375) $8
    $70
 

*Net of currency hedging; amount represents the change compared to the prior year.


Revenue
The change in overall revenue was impacted bydue to the following factors for the yearsyear ended December 31, 2017 and 2016, compared with the corresponding prior year periods:2019 versus 2018:
 Volume 
Rates /
Product Mix
 
Fuel
Surcharge
 Currency 
Total
Revenue
Change
Revenue Change Drivers:         
2017/ 20168.9% (0.9)% 2.6 % (2.6)% 8.0%
2016/ 20154.8% (1.2)% (0.8)% (1.1)% 1.7%
 Volume 
Rates /
Product Mix
 
Fuel
Surcharge
 Currency 
Total Revenue
Change
Revenue Change Drivers:         
2019/2018(0.4)% 0.4% 0.1% (1.6)% (1.5)%


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UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
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Volume
20172019 compared to 20162018
Our overall average daily volume increased in 2017, largelydecreased slightly due to continued strength in business-to-consumer volume, as well as strongweak demand from several sectors including high tech, manufacturing, professional services, automotive and government, partially offset by higher demand in healthcare, retail industrial manufacturing, high-tech and healthcare.other sectors.
We continued to experienceExport volume decreased slightly in 2019. European export volume declined across all trade lanes, while Intra-European volume grew slightly. Total U.S. export volume decreased, with declines in the Europe and Asia trade lanes partially offset by growth in 2017. The growth was mainly driven by our European, Asianthe U.S. to Americas and U.S. operations, which experienced increasesto ISMEA trade lanes. Asia exports grew in volume toall major trade lanes, with the exception of the world. European export volume increased in 2017, with growth in all trade lanes. Asia export volume also increased in 2017, with particular strength in Asia-to-U.S., Asia-to-Americas and intra-Asia trade lanes.United States. Export volume intofor the U.S. grewyear was strongest in all trade lanes, ledour non-premium Transborder Standard product, offset by Europe and the Americas. Export volume growth was strong across all major products, with a continued shift towardsdeclines in our premium express products, such as Worldwide Express and Transborder Express services.
The increase in domesticDomestic volume also decreased slightly for the year as growth in 2017several domestic markets was primarily due to growth in Turkey, Germany, France, Italy and U.K.
2016 compared to 2015
Our overall average daily volume increased in 2016, largely due to continued strength in business-to-consumer volume, as well as strong demand from several sectors including retail, industrial manufacturing, high-tech and healthcare.
We continued to experience export volume growth in 2016. The growth was mainly drivenmore than offset by our European and Asian operations, which experienced increases in volume to all regions of the world. European export volume increased in 2016, with particular strengthchallenging economic conditions, particularly in the Europe-to-U.S.United Kingdom and intra-Europe trade lanes. Asia export volume also increasedother European countries. Additionally, a postal strike in 2016, with growthCanada in all trade lanes. However, U.S. export volume declined largely due to the impact of the stronger U.S. Dollar. Export volume growth was distributed across all products led by our Worldwide Express product.
The increase in2018 drove additional domestic volume which did not repeat in 2016 was primarily due to growth in Italy, France, Turkey and Mexico.2019.
Rates and Product Mix
20172019 compared to 2016
Total average revenue per piece decreased 0.4% in 2017, impacted by a 250 basis point reduction from currency and a shift in product mix. These factors were partially offset by an increase in fuel surcharge rates as well as an increase in base rates.2018
On December 26, 2016,2018, we implemented an average 4.9% net increase in base and accessorial rates for international shipments originating in the United States. Rate changes for shipments originating outside the U.S. are made throughout the year and vary by geographic markets. Effective September 17, 2017,market. On August 26, 2019, we implemented a peak surcharge was applied to any shipment originating from China or Hong Kong to the United States for certain service levels during the peak period. The surcharge was applied as a rate per pound based upon the billable weight of the shipment. Additionally, on October 25, 2017, we announced an average 4.9% net1.0% increase in base and accessorial rates for international shipping originating in the United States; changes became effective on December 24, 2017.
Export revenue per piece decreased 5.6% in 2017, impacted by a 320 basis point reduction from currency and product mix. This was partially offset by an increase inInternational Air-Import fuel surcharges, an increase in base rates and strong volume growth in premium products.
Domestic revenue per piece increased 3.9% in 2017, impacted by a 50 basis point increase from currency, increase in base rates and higher fuel surcharges.
2016 compared to 2015surcharge.
Total average revenue per piece decreased 2.0% in 2016, impacted2019 due entirely to a 170 basis point decrease from currency. Excluding the impact of currency, revenue per piece increased 0.8% due to increases in base rates, partially offset by declines in fuel surcharge indices.
Domestic revenue per piece decreased 120 basis points, driven entirely by a 390 basis point decrease from currency. Excluding the impact of currency, revenue per piece increased 2.7% due to base rate increases.
Export revenue per piece decreased 60 basis points, also driven entirely by a 110 basis point reductiondecrease from currency. Excluding the impact of currency, revenue per piece increased 0.5% as well asthe trend toward our lower priced non-premium services was more than offset by base rate increases.
Fuel Surcharges
We apply fuel surcharges on our international air and ground services. The fuel surcharge for international air products originating inside or outside the United States is largely indexed to the DOE's Gulf Coast spot price for a gallon of kerosene-type jet fuel. Fuel surcharges for ground products originating outside the United States are indexed to fuel prices in the region or country where the shipments originate.
While fluctuations in fuel surcharges can be significant from period to period, fuel surcharges represent one of the many individual components of our pricing structure that impact our overall revenue and yield. Additional components include the mix of products sold, the base price and any additional charges or discounts on these services.
Total international fuel surcharge revenue decreased by $33 million in 2019, primarily due to decreases in fuel surcharge indices and decreases in volume.
Operating Expenses
2019 compared to 2018
Operating expenses, and operating expenses excluding the year over year impact of transformation strategy costs, decreased for 2019. These decreases are the results of effective management of network capacity and cost in response to lower volumes within our air, ground and local pickup and delivery networks, combined with lower fuel surcharge rates. These factors were partially offset by an increase in base rates, lower discountsprices and a shift in product mix as the growth in premium products continued to exceed the growth in our standard products.currency exchange rate movements.


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On December 28, 2015,
In addition to variability in usage and market prices, the manner in which we implemented an average 5.2%purchase fuel also influences the net increase in base and accessorial ratesimpact of fuel on our results. The majority of our contracts for international shipments originatingfuel purchases utilize index-based pricing formulas plus or minus a fixed locational/supplier differential. While many of the indices are aligned, each index may fluctuate at a different pace, driving variability in the United States (Worldwide Express, Worldwide Saver, UPS Worldwide Expedited and UPS International Standard service). On November 2, 2015,prices paid for fuel. Because of this, our operating results may be affected should the surcharge increased for Over Maximum Packages and the tables for Ground, Air and Internationalmarket price of fuel suddenly change by a significant amount or change by amounts that do not result in an adjustment in our fuel surcharges, were adjusted. Rate changes for shipments originating outsidewhich can affect our earnings either positively or negatively in the U.S. are made throughout the year and vary by geographic market.short-term.
Export revenue per piece decreased 2.3% in 2016, impacted by a 50 basis point reduction from currency as well as lower fuel surcharge rates. These factors were partially offset by an increase in base rates, lower discounts and favorable package weight and characteristics.
Domestic revenue per piece decreased 3.5% in 2016, impacted by a 380 basis point reduction from currency as well as lower fuel surcharge rates. These factors were partially offset by an increase in base rates.
Fuel Surcharges
We maintain fuel surcharges onThe cost of operating our integrated international air and ground services.network decreased $130 million for 2019. The fuel surcharges for international air products originating inside or outside the United States are indexed to the DOE's Gulf Coast spot price for a gallon of kerosene-type jet fuel, while the fuel surcharges for ground products originating outside the United States are indexed to fuel prices in the international region or country where the shipment takes place.
Total international fuel surcharge revenue increased by $325 million in 2017, primarily due to volume increases, higher fuel prices and pricing changes made to base freight rates and to the fuel surcharge indices from a two month lag to a two week lag. Total international fuel surcharge revenue decreased by $119 million in 2016, primarily due to price reductions in the fuel surcharge indices; however, this was partially offset by an increase in volume and changes in mix.
Operating Expenses
2017 compared to 2016
Overall operating expenses increased by $568 million, which included a $390 million decrease in mark-to-market pension charges. Excluding the impact of the defined benefit plan mark-to-market charges, adjusted operating expenses for the segment increased $958 million in 2017 primarily due to increased volumes, higher fuel usage and currency fluctuations.
Operating expenses were impacted by changes in the cost of operating our international integrated air and ground network, which increased $418 million, as well as pickup and delivery costs, which increased $280 million. The increase in network costs was largelyprimarily driven by volume growth in our Express products, which drove a 3.0% increase2.1% decrease in aircraft block hours, due in large part to our ability to adjust our global air network to match capacity with demand, and higherlower package volume for the year, together with lower fuel usage. Additionally, the increase in pickupprices. Pickup and delivery costs is due to increased volume. Operatingdecreased $105 million in 2019. The remaining decrease in operating expenses were also impacted in 2017was driven by a $260$40 million increasegain from the sale of surplus property in indirect overhead and package sorting costs and other costs.
2016 compared to 2015
Overall operating expenses increased by $294 million, which included a $381 million increase in mark-to-market pension charges. Excluding the impact of the defined benefit plan mark-to-market charges, adjusted operating expenses for the segment decreased $87 million in 2016 primarily due to currency exchange rate movements and lower fuel expense.
Operating expenses were impacted by changes in the cost of operating our international integrated air and ground network, which decreased $40 million,Canada, as well as pickup and delivery costs, which decreased $143 million. The decreases in networkthe costs of package sorting and pickupother indirect operating costs.
Operating Profit and delivery costs were largely dueMargin
2019 compared to 2018
Operating profit increased $128 million for the year, with operating margin increasing 120 basis points to 18.7%. Excluding the year over year impact of currency exchange rate movements and lower fuel expense. Network cost reductions were somewhat offset by an increase in aircraft block hours (up 1.2% in 2016), driven bytransformation strategy costs, adjusted operating profit increased, with adjusted operating margin up 150 basis points to 19.5%. Operating profit increased as a 5.1% increase in international export volume and continuing air product service enhancements.result of the items described above.
Operating expenses were also impacted in 2016 by a $96 million increase in indirect overhead, package sorting costs and other gains and losses. The total cost per piece for the segment decreased 1.8% in 2016.



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UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS


Operating Profit and Margin
2017 compared to 2016
Operating profit increased $420 million in 2017 compared with 2016, which included a $390 million decrease in operating expenses due to mark-to-market pension adjustments. Operating margin increased 190 basis points to 18.5%. Adjusted operating profit increased by $30 million in 2017, while the adjusted operating margin decreased 130 basis points to 18.7%. Operating margin was affected by negative currency exchange movements due to volatility of both hedged and unhedged currencies. Included in adjusted operating profit is a $375 million decrease due to currency.
2016 compared to 2015
Operating profit decreased $93 million in 2016 compared with 2015, which included a $381 million increase in operating expenses due to mark-to-market pension adjustments. Operating margin decreased 100 basis points to 16.6%. Adjusted operating profit increased by $288 million in 2016, while the adjusted operating margin increased 200 basis points to 20.0%. Operating profit and margin were positively affected by several factors including base rate increases, modifications to the fuel surcharge indices and currency exchange rate movements (including currency hedging gains).


UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS


Supply Chain & Freight Operations
Year Ended December 31, % ChangeYear Ended December 31, $ Change % Change
2017 2016 2015 2017/ 2016 2016/ 20152019 2018 2019/2018 2019/2018
Freight LTL Statistics:                
Revenue (in millions)$2,596
 $2,384
 $2,479
 8.9% (3.8)%$2,679
 $2,706
 $(27) (1.0)%
Revenue Per Hundredweight$24.08
 $23.44
 $22.94
 2.7% 2.2 %$26.54
 $25.52
 $1.02
 4.0 %
Shipments (in thousands)10,203
 9,954
 10,433
 2.5% (4.6)%9,281
 9,720
   (4.5)%
Shipments Per Day (in thousands)40.5
 39.3
 41.2
 3.1% (4.6)%36.7
 38.4
   (4.5)%
Gross Weight Hauled (in millions of lbs)10,782
 10,167
 10,808
 6.0% (5.9)%10,096
 10,605
   (4.8)%
Weight Per Shipment (in lbs)1,057
 1,021
 1,036
 3.5% (1.4)%1,088
 1,091
   (0.3)%
Operating Days in Period252
 253
 253
    253
 253
    
Revenue (in millions):                
Forwarding and Logistics$7,981
 $6,793
 $5,900
 17.5% 15.1 %
Forwarding$5,867
 $6,580
 $(713) (10.8)%
Logistics3,435
 3,234
 201
 6.2 %
Freight2,998
 2,736
 2,881
 9.6% (5.0)%3,265
 3,218
 47
 1.5 %
Other791
 726
 686
 9.0% 5.8 %814
 794
 20
 2.5 %
Total Revenue$11,770
 $10,255
 $9,467
 14.8% 8.3 %$13,381
 $13,826
 $(445) (3.2)%
Operating Expenses (in millions):                
Operating Expenses$10,985
 $9,849
 $8,703
 11.5% 13.2 %$12,404
 $12,974
 $(570) (4.4)%
Defined Benefit Plans Mark-to-Market Charges(128) (318) (12)   
Transformation Strategy Costs(25) (49) 24
 (49.0)%
Adjusted Operating Expenses$10,857
 $9,531
 $8,691
 13.9% 9.7 %$12,379
 $12,925
 $(546) (4.2)%
Operating Profit (in millions) and Operating Margins:         Operating Profit (in millions) and Operating Margins:      
Operating Profit$785
 $406
 $764
 93.3% (46.9)%$977
 $852
 $125
 14.7 %
Adjusted Operating Profit$913
 $724
 $776
 26.1% (6.7)%$1,002
 $901
 $101
 11.2 %
Operating Margin6.7% 4.0% 8.1%    7.3% 6.2%    
Adjusted Operating Margin7.8% 7.1% 8.2%    7.5% 6.5%    
Currency Translation Benefit / (Cost)—(in millions)*:         Currency Translation Benefit / (Cost)—(in millions)*:      
Revenue      $10
 $(56)    $(75)  
Operating Expenses      (12) 59
    67
  
Operating Profit      $(2) $3
    $(8)  
*Amount represents the change compared to the prior year.
In December 2016, we acquired Marken, a global provider of supply chain solutions to the life sciences industry and leader in clinical trials, material storage and distribution. Marken's financial results are included in the above table within Forwarding and Logistics from the date of the acquisition and have impacted the year-over-year comparability of revenue, operating expenses and operating profit for the years ended December 31, 2017 and 2016.
  Year Ended December 31, $ Change % Change
  2019 2018 2019/2018 2019/2018
Transformation Strategy Costs (in millions):        
Forwarding $12
 $16
 $(4) (25.0)%
Logistics 13
 22
 (9) (40.9)%
Freight 
 6
 (6) (100.0)%
Other 
 5
 (5) (100.0)%
Total Transformation Strategy Costs $25
 $49
 $(24) (49.0)%
In August 2015, we acquired Coyote, a truckload freight brokerage company. Coyote's financial results are included in the above table within Forwarding and Logistics from the date of the acquisition, which has impacted the year-over-year comparability of revenue, operating expenses and operating profit for the years ended December 31, 2016 and 2015.


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UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS




Revenue
20172019 compared to 20162018
Total revenue for the Supply Chain & Freight segment increased $1.515 billiondecreased $445 million in 20172019 compared to 2016.with 2018.
Forwarding and Logistics revenue increased $1.188 billion in 2017 compared with 2016,decreased primarily due to increased truckload brokerage freightan overall decline in market demand that was impacted by global trade uncertainties. This led to lower volume movement and tonnage increasesdeclines in market rates in our international air freight and North American airocean freight forwarding businesses. The volumeIn addition, excess capacity in the truckload brokerage market depressed rates, contributing to the year over year decrease in revenue. These decreases were partially offset by yield management initiatives in our air and tonnage increases were driven by improving overall market demand. Revenue for our logistics productsocean freight businesses.
Logistics revenue increased in 2017 due toas we experienced growth in the healthcare, mail services, healthcare, retail and aerospace solutions, offset by declines among our high tech customers. Additionally, the Marken acquisition on December 21, 2016 contributed to the increase in revenue. Revenue was positively impacted by currency exchange rate movements.manufacturing sectors.
Overall UPS Freight revenue increased, $262 millionas declines in 2017 comparedLTL tonnage and shipment volume which were largely attributable to 2016, driven by increases in shipments and weight per shipment. These increases were impacted by an overall improvement in market demand and customer mix. LTL revenue per hundredweight increased slightly as LTL base rate increases, averaging 4.9%, took effect September 19, 2016. Additionally, effective June 26, 2017, LTL base rates increasedthe residual impacts of the fourth quarter 2018 network disruption were more than offset by an additional 4.9%yield management initiatives and volume growth in our Ground Freight Pricing product.
Operating Expenses
2019 compared to 2018
Total operating expenses for certain shipments in the U.S., Canada and Mexico. Fuel surcharge revenue also increased $70 million due to changes in overall LTL shipment volume and diesel fuel prices.
Revenue for the other businesses within Supply Chain & Freight increased $65segment, and operating expenses excluding the year over year impact of transformation strategy costs, decreased in 2019 compared with 2018.
Forwarding operating expenses decreased $685 million in 2017largely due to revenue growth at UPS Capital Corporationreductions in purchased transportation. Purchased transportation expense decreased $655 million primarily due to lower tonnage and UPS Customer Solutions,declines in market rates in our international air and ocean freight forwarding businesses as well as service contractsa decrease in volume and market rates in truckload brokerage. Cost management initiatives in our freight forwarding businesses also contributed to the reduction in operating expenses.
Logistics operating expenses increased $172 million, primarily due to increases in purchased transportation driven by increased volume and rates, particularly in our mail services business. Additionally, business investments in healthcare quality assurance and technology increased costs.
UPS Freight operating expenses decreased $54 million. Decreases in costs associated with operating our linehaul network ($49 million) and decreases in pickup and delivery costs ($40 million) were driven by lower expenses from outside transportation carriers as a result of a decline in tonnage, lower fuel surcharges and the U.S. Postal Service.residual impacts of the fourth quarter 2018 network disruption. These decreases were offset by increases in transportation expense for our Ground Freight Pricing product due to higher volume. Cost management initiatives and production improvements largely contributed to the overall reduction in operating expenses.
2016Operating Profit and Margin
2019 compared to 20152018
Total revenueoperating profit for the Supply Chain & Freight segment increased $788$125 million in 2016 compared to 2015.
Forwarding and Logistics revenue increased $893 million in 20162019 compared with 2015, primarily due2018. Excluding the year over year impact of transformation strategy costs, adjusted operating profit increased $101 million. Operating margin increased 110 basis points to 7.3%, while the Coyote acquisition midway through the third quarter of 2015, offset by a combination of volumeadjusted operating margin increased 100 basis points to 7.5%. Operating profit and tonnage declines in our North American air freight and international air freight businesses (impacted by management focus to reduce lower-yielding accounts and softer market conditions). Additionally, revenue was adversely impacted by currency exchange rate movements and lower fuel surcharge rates (due to declining fuel prices). Revenue for our logistics products increased in 2016 as there was growth in our mail services and retail, aerospace, healthcare and automotive solutions.
UPS Freight revenue decreased $145 million in 2016 compared with 2015, driven by lower tonnage (down 5.9% from 2015) and a $73 million decrease in fuel surcharge revenue due to lower diesel fuel prices. The decline in shipments and the reduction in the weight per shipmentmargin were impacted by revenue management initiatives, an overall decline in market demand and customer mix. LTL revenue per hundredweight increased as LTL base rate increases averaging 4.9% took effect on October 26, 2015 and September 19, 2016.the items described above.
Revenue for the other businesses within Supply Chain & Freight increased $40 million in 2016 due to revenue growth at UPS Capital Corporation, UPS Customer Solutions and The UPS Store.
Operating Expenses
2017 compared to 2016
Supply Chain & Freight operating expenses for the period increased $1.136 billion, which includes a $190 million decrease in mark-to-market pension charges.
Forwarding and Logistics operating expenses increased $927 million, largely due to increased purchased transportation expenses and the acquisition of Marken in 2016. This was offset by operating efficiencies, a decrease in the mark-to-market pension charges in 2017 compared to 2016 and the receipt of a $20 million favorable legal settlement in the second quarter of 2017. Purchased transportation expense increased by $949 million compared to 2016 due to increased truckload brokerage freight movement, the acquisition of Marken in 2016, and the resulting increased fuel surcharges passed to us from outside transportation providers. Increased tonnage and third-party air carrier procurement rates in our North American and international air freight forwarding businesses, and increased volume and rates for mail services, also contributed to increased purchased transportation expenses.

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UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS



UPS Freight operating expenses
Consolidated Operating Expenses
 Year Ended December 31, $ Change % Change
 2019 2018 2019/2018 2019/2018
Operating Expenses (in millions):       
Compensation and Benefits:$38,908
 $37,235
 $1,673
 4.5 %
Transformation Strategy Costs(166) (262) 96
 (36.6)%
Adjusted Compensation and Benefits38,742
 36,973
 1,769
 4.8 %
     

  
Repairs and Maintenance1,838
 1,732
 106
 6.1 %
Depreciation and Amortization2,360
 2,207
 153
 6.9 %
Purchased Transportation12,590
 13,409
 (819) (6.1)%
Fuel3,289
 3,427
 (138) (4.0)%
Other Occupancy1,392
 1,362
 30
 2.2 %
Other Expenses5,919
 5,465
 454
 8.3 %
Total Other Expenses27,388
 27,602
 (214) (0.8)%
Other Transformation Strategy Costs(89) (98) 9
 (9.2)%
Legal Contingencies and Expenses(97) 
 (97) N/M
Adjusted Total Other Expenses$27,202
 $27,504
 $(302) (1.1)%
     

  
Total Operating Expenses$66,296
 $64,837
 $1,459
 2.3 %
Adjusted Total Operating Expenses$65,944
 $64,477
 $1,467
 2.3 %
        
Currency Translation Cost / (Benefit)*    $(369)  
 Year Ended December 31, $ Change % Change
 2019 2018 2019/2018 2019/2018
Adjustments to Operating Expenses (in millions):      
Transformation Strategy Costs:      
Compensation$21
 $
 $21
 N/M
Benefits145
 262
 (117) (44.7)%
Depreciation and Amortization3
 12
 (9) (75.0)%
Other Occupancy8
 
 8
 N/M
Other Expenses78
 86
 (8) (9.3)%
Total Transformation Strategy Costs$255
 $360
 $(105) (29.2)%
Legal Contingencies and Expenses:       
Other Expenses$97
 $
 $97
 N/M
Total Adjustments to Operating Expenses$352
 $360
 $(8) (2.2)%
Compensation and Benefits
2019 compared to 2018
Total compensation and benefits, and total compensation and benefits excluding the year over year impact of transformation strategy costs, increased $196 million in 2017 compared with 2016. The increase in operating expense wasfor 2019.
Total compensation costs increased $1.028 billion or 4.6%. Excluding the year over year impact of transformation strategy costs, adjusted compensation increased $1.007 billion largely due to higher U.S. Domestic direct labor costs. These costs associated with operating our linehaul network ($120 million) and increases in pickup and delivery costs ($79 million). The network costs and pickup and delivery expenses were driven by higher fuel cost and higher expense for outside transportation carriers (largely due to LTL volume growth and fuel surcharges passed to us by outside carriers). Total cost per LTL shipment increased 4.7% in 2017 compared to 2016. Operating expenses related to our casualty self-insurance reserves also increased in 2017 compared with 2016.
Other expenses for the other businesses within Supply Chain & Freight increased $13 million in 2017 compared with 2016 primarily due to UPS Capital, UPS Customer Solutions and service contracts with the U.S. Postal Service, slightly offset by decreases in The UPS Store.
2016 compared to 2015
Supply Chain & Freight operating expenses for the period increased $1.146 billion, which included a $306 million increase in mark-to-market pension charges. Forwarding and Logistics operating expenses increased $910 million, largely due to the acquisition of Coyote during the third quarter of 2015 and the increase in mark-to-market pension adjustment, partially offset by the impact of currency exchange rate movements and lower fuel expense. Purchased transportation expense increased by $862 million compared to 2015 largely due to the acquisition of Coyote. These increases were partially offset by a combination of lower volume and tonnage in our North American air freight and international air freight forwarding businesses, lower buy rates due to softer market conditions and the impact of currency exchange rates.
UPS Freight operating expenses decreased $103 million in 2016 compared with 2015, primarily as a result of decreases in our network costs ($58 million) and pickup and delivery costs ($34 million), offset in part by the increased mark-to-market pension charges. The declines in network costs and pickup and delivery expenses wereadditional headcount, driven by a reductionU.S. Domestic average daily volume growth that resulted in fuel expense and expense for outside transportation carriers (due to lower LTL volume and fuel surcharges passed to us by outside carriers). Total cost per LTL shipment increased by 2.7% compared with 2015 due to operating expenses declining at a faster rate than the reduction in tonnage and shipments.
Other expenses for the other businesses within Supply Chain & Freight increased $33 million in 2016 compared with 2015 primarily due to UPS Capital, UPS Customer Solutions and The UPS Store.
Operating Profit and Margin
2017 compared to 2016
Supply Chain & Freight operating profit increased $379 million in 2017 compared with 2016, which includes a $190 million decrease in the mark-to-market pension charges. Operating margin increased 270 basis points to 6.7%, while the adjusted operating margin increased 70 basis points to 7.8%.
Operating profit for Forwarding and Logistics increased $261 million in 2017 compared with 2016. Operating profit and margins for the North American air freight business increased in 2017 due to an increase in volume, slightly offset by higher transportation expenses. Operating profit and margins in our international air freight forwarding business increased due to volumeaverage daily union hours of 4.7%. Contractual union wage increases and higher revenue per kilo, slightly offset by higher rates at which we procure capacity from third-party air carriers. Operating profit for the logistics units improved from 2017 compared to 2016, due to strong performance in the U.S. as well as within our mail services. Additionally, the Marken acquisition in 2016also contributed to the increase in operating profit.compensation for hourly employees.
UPS Freight operating profit increased $66 million in 2017 compared with 2016, as increased volume and prices were partially offset by increased purchased transportation costs.
The combined operating profit for all of our other businesses in this segment increased $52 million in 2017, primarily due to higher operating profit at UPS Capital, UPS Customer Solutions and The UPS Store, as well as service contracts with the U.S. Postal Service.

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UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS



2016 compared
Benefits costs increased $645 million. Excluding the year over year impact of transformation strategy costs, adjusted benefits costs increased $762 million due to 2015the following:
Supply Chain & Freight operating profit decreased $358Health and welfare costs increased $570 million, in 2016 compared with 2015, which includes a $306 milliondriven by higher contributions to multiemployer plans due to contractual rate increases, an overall increase in the mark-to-market pensionsize of the workforce and changes in eligibility for certain union employees.
Pension and retirement benefits increased $18 million. The impacts of contractually-mandated contribution increases to multiemployer plans, as well as an increase in the size of the overall workforce, were substantially offset by lower service cost for company-sponsored plans as a result of higher discount rates.
Vacation, excused absence, payroll taxes and other expenses increased $211 million, primarily driven by salary increases and growth in the overall size of the workforce.
Workers' compensation expense decreased $37 million as we experienced more favorable actuarial adjustments. Operating marginWe evaluate the total range of actuarial outcomes when estimating losses that will ultimately occur. See note 1 to the audited, consolidated financial statements for a further description of this policy.
Repairs and Maintenance
2019 compared to 2018
The increase in repairs and maintenance expense was driven by maintenance of our aircraft, routine repairs to buildings and facilities and maintenance of our other transportation equipment, due to additional investments we have made in recent periods.
Depreciation and Amortization
2019 compared to 2018
We evaluate the useful lives of all our property, plant and equipment based on our usage, maintenance and replacement policies, and taking into account physical and economic factors that may affect the useful lives of the assets. See note 1 to the audited, consolidated financial statements for a further description of the policy.
For 2019, depreciation expense increased $365 million, and net income decreased 410by $287 million, or $0.33 per share on a basic and diluted basis, pointsas a result of investments in property, plant and equipment, net of disposals and assets becoming fully depreciated. Depreciation expense decreased $212 million, and net income increased $167 million, or $0.19 per share on a basic and diluted basis, as a result of lengthening our estimated useful lives for various asset categories in the latter half of 2018. The combined effect of the foregoing was a net increase in depreciation expense of $153 million and a decrease in net income of $120 million, or $0.14 per share on a basic and diluted basis, for the year.
Purchased Transportation
2019 compared to 4.0%, while2018
The decrease in purchased transportation expense charged to us by third-party air, rail, ocean and truck carriers was primarily driven by the adjusted operating margin decreased 110 basis points to 7.1%.following factors:
Operating profit forExpense in our Freight Forwarding and Logistics which includes Coyote,business decreased $17$530 million due to decreases in 2016 compared with 2015. Operating results for the North Americanboth market rates and volume in our air freight and international airocean freight forwarding businesses declined, as buy and sell spreads for capacity decreased. Profitabilitybusinesses. Our truckload brokerage business also experienced declines in ocean freight slightly declinedrates, primarily driven by market overcapacity. These decreases were partially offset by increases due to margin compression from soft market conditions. Operating profit for the logistics unit increased slightlyvolume growth and rate increases in 2016 compared to 2015.our mail services business.
Operating profit for the freight unitU.S. Domestic Package expense decreased $42$186 million in 2016 compared with 2015, as a decline in tonnage and increase in pension costs more than offset the increased LTL revenue per hundredweight realized during the year.
The combined operating profit for all of our other businesses in this segment increased $7 million in 2016, primarily due to higher operating profit at UPS Capital, UPS Customer Solutionslower overall usage of third-party transportation carriers.
International Package expense decreased $100 million primarily due to favorable currency exchange rate movements.
Other purchased transportation expense decreased $3 million due to changes in the number of leased and The UPS Store.chartered aircraft and lower fuel surcharges passed on to us by outside carriers.



36


UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS



Operating
Fuel
2019 compared to 2018
The decrease in fuel expense was driven by lower jet fuel, diesel and gasoline prices as well as higher alternative fuel tax credits as a result of legislation passed in 2019. These decreases were partially offset by higher consumption due to additional aircraft block hours and vehicle miles driven by higher U.S. Domestic package volume.
Other Occupancy
2019 compared to 2018
The increase in other occupancy expense and other occupancy expense excluding the year over year impact of transformation strategy costs was primarily driven by additional operating facilities coming into service.
Other Expenses
2019 compared to 2018
 Year Ended December 31, % Change
 2017 2016 2015 2017/ 2016 2016/ 2015
Operating Expenses (in millions):         
Compensation and Benefits:$34,588
 $34,770
 $31,028
 (0.5)% 12.1 %
Defined Benefit Plans Mark-to-Market Charges(800) (2,651) (118)    
Adjusted Compensation and Benefits33,788
 32,119
 30,910
 5.2 % 3.9 %
          
Repairs and Maintenance1,600
 1,538
 1,400
 4.0 % 9.9 %
Depreciation and Amortization2,282
 2,224
 2,084
 2.6 % 6.7 %
Purchased Transportation10,989
 9,129
 8,043
 20.4 % 13.5 %
Fuel2,690
 2,118
 2,482
 27.0 % (14.7)%
Other Occupancy1,155
 1,037
 1,022
 11.4 % 1.5 %
          
Other Expenses5,039
 4,623
 4,636
 9.0 % (0.3)%
          
Total Operating Expenses$58,343
 $55,439
 $50,695
 5.2 % 9.4 %
Adjusted Total Operating Expenses$57,543
 $52,788
 $50,577
 9.0 % 4.4 %
          
Currency Translation Cost / (Benefit)*      $62
 $(205)
Other expenses, and other expenses excluding the year over year impact of transformation strategy costs and legal contingencies and expenses, increased for 2019. The increase was attributable to various items, including adjustments to reserves for self-insured automobile liability claims, bad debt expense, technology equipment and software licenses, professional service fees and advertising. These increases were partially offset by a $40 million gain on the sale of surplus property in Canada and lower travel and entertainment expenses.
Other Income and (Expense)
The following table sets forth investment income (expense) and other and interest expense for the years ended December 31, 2019 and 2018 (in millions):
*Amount represents the change compared to the prior year.
 Year Ended December 31, $ Change % Change
 2019 2018 2019/2018 2019/2018
Investment Income (Expense) and Other$(1,493) $(400) $(1,093) 273.3 %
Defined Benefit Plans Mark-to-Market Charges2,387
 1,627
 760
 46.7 %
Adjusted Investment Income (Expense) and Other$894
 $1,227
 $(333) (27.1)%
        
Interest Expense(653) (605) (48) 7.9 %
Total Other Income and (Expense)$(2,146) $(1,005) $(1,141) 113.5 %
Adjusted Other Income and (Expense)$241
 $622
 $(381) (61.3)%
CompensationInvestment Income (Expense) and BenefitsOther
20172019 compared to 20162018
Total compensationInvestment income (expense) and benefits decreased $182other for the period increased $1.093 billion, which included a $760 million increase in 2017 compared to 2016.mark-to-market pension charges. Excluding the impact of the defined benefit plansplan mark-to-market charges, adjusted compensationinvestment income (expense) and benefits expense increased $1.669 billion in 2017.
Employee payroll costs increased $1.295 billion in 2017 compared with 2016, largely due to higher U.S. domestic hourlyother for the period, which includes expected investment returns on pension assets, net of interest cost on projected benefit obligations, prior service cost and management compensation costs. Total compensation costs increased 6.5%, while consolidated average daily volume growth was 4.9%. U.S. domestic compensation costs for hourly employees increased largely due to fourth quarter 2017 seasonal staffing increases resulting from a 5.4% volume growth, contractual union wage increases, headcount increases, wage rate adjustments for part time workers and a 6.5% increase in average daily union labor hours. Compensation costs for management employees increased primarily due to merit salary increases and growth in the overall size of the workforce.
Benefits expenseinvestment income, decreased $1.477 billion in 2017 compared to 2016, primarily due to the following factors:
Pension costs$333 million. Expected returns on plan assets decreased $1.869 billion in 2017 compared to 2016, primarily due to a $1.851 billion decrease in defined benefit plans mark-to-market charges. Additionally, expenses decreased due to higher asset returns in company sponsored plans as a result of discretionary contributions. This decrease wasthe lower asset base driven by negative asset returns in 2018, partially offset by additional expense for multiemployer pension plans, which were impacted by contractual contribution rate increasesthe effects of higher discretionary contributions in 2019. Pension interest cost increased with higher year-end discount rates, ongoing plan growth and an overall increase in size of workforce.
Health and welfare costs increased $229 million in 2017, largely due to increased contributions to multiemployer plans resulting from contractual contribution rate increases and an overall increase in the sizeprojected benefit obligation as a result of the workforce.2018 year-end measurement of our plans. Investment income increased as a result of higher yields on invested assets, higher overall investment balances and foreign currency exchange rate movements.
Vacation, holiday, excused absence, payroll tax and other expenses increased $226 million in 2017 due to salary increases and growth in the overall size of the workforce.





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UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS



Workers' compensation expense decreased $63 million in 2017 as we experienced more favorable actuarial adjustments. This decrease was partially offset by increases in work hours, medical trends and wage increases. Insurance reserves are established for estimates of the loss that we will ultimately incur on reported workers' compensation claims, as well as estimates of claims that have been incurred but not reported, and take into account a number of factors, including our history of claim losses, payroll growth and the impact of safety improvement initiatives.
2016Interest Expense
2019 compared to 20152018
Total compensation and benefits increased $3.742 billion in 2016 compared to 2015. Excluding the impact of the defined benefit plans mark-to-market charges, adjusted compensation and benefitsInterest expense increased $1.209 billion in 2016.
Employee payroll costs increased $609 million in 2016 compared with 2015, largely due to higher U.S. domestic hourly and management compensation costs and the acquisition of Coyote during the third quarter of 2015. Total compensation costs increased 3.2%, while consolidated average daily volume growth was 4.2%. U.S. domestic compensation costs for hourly employees increased largely due to increased headcount, contractual union wage increases and a 4.2% increase in average daily union labor hours. Compensation costs for management employees increased primarily due to merit salary increaseshigher average outstanding debt balances and growth in the overall size of the workforce, partially offset byhigher effective interest rates, combined with lower incentive compensation.capitalized interest for 2019.
Benefits expense increased $3.133 billion in 2016 compared to 2015, primarily due to increased pension costs, health and welfare costs, workers' compensation expenses, vacation, holiday and excused absence expenses and payroll taxes. These factors are discussed further as follows:
Pension costs increased $2.634 billion in 2016 compared to 2015, primarily due to $2.533 billion in defined benefit plans mark-to-market charges. Additionally, expenses increased for multiemployer pension plans due to increased contribution rates and headcount.Income Tax Expense
Health and welfare costs increased $277 million in 2016, largely due to increased contributions to multiemployer plans resulting from contractual contribution rate increases and an overall increase in the size of the workforce.
Vacation, holiday, excused absence and payrollThe following table sets forth income tax expense increased $125 million in 2016, due to salary increases and growth inour effective tax rate for the overall size of the workforce.years ended December 31, 2019 and 2018 (in millions):
Workers' compensation
 Year Ended December 31,     $ Change % Change
 2019 2018 2019/2018 2019/2018
Income Tax Expense:$1,212
 $1,228
 $(16) (1.3)%
Income Tax Impact of:       
Defined Benefit Plans Mark-to-Market Charges571
 390
 181
 46.4 %
Transformation Strategy Costs59
 87
 (28) (32.2)%
Legal Contingencies and Expenses6
 
 6
 N/M
Adjusted Income Tax Expense$1,848
 $1,705
 $143
 8.4 %
Effective Tax Rate21.4% 20.4%    
Adjusted Effective Tax Rate22.0% 21.3%    
For additional information on income tax expense increased $96 million in 2016. Insurance reserves are established for estimates of the loss that we will ultimately incur on reported workers' compensation claims, as well as estimates of claims that have been incurred but not reported, and take into account a number of factors, including our history of claim losses, payroll growth and the impact of safety improvement initiatives. In 2015, we experienced more favorable actuarial adjustments, resulting in increased expense in 2016.
Repairs and Maintenance
2017 compared to 2016
The $62 million increase in repairs and maintenance expense in 2017 was primarily due to repairs and maintenance of our transportation equipment resulting from growth in the size of our vehicle fleet and routine repairs to buildings and facilities.
2016 compared to 2015
The $138 million increase in repairs and maintenance expense in 2016 was primarily due to an increase in airframe and aircraft engine maintenance resulting from increased air volume and increased vehicle maintenance costs in our global package and freight operations, primarily dueeffective tax rate, see note 14 to the growth in the size of our vehicle fleet.audited, consolidated financial statements.





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UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS


Depreciation and Amortization
2017 compared to 2016
Depreciation and amortization expense increased $58 million in 2017 compared with 2016, primarily due to the following factors: (1) depreciation expense on vehicles increased due to an overall increase in the size of our vehicle fleet in our U.S. Domestic Package and UPS Freight operations, (2) depreciation expense for buildings and facilities increased due to the opening of new facilities and facility automation and capacity expansion projects and (3) amortization expense of intangible assets increased in conjunction with the Marken acquisition. These factors were largely offset by a decrease in amortization expense related to longer lived internally developed capitalized software.
2016 compared to 2015
Depreciation and amortization expense increased $140 million in 2016 compared with 2015, primarily due to the following factors: (1) depreciation expense for buildings and facilities increased due to leasehold improvements and purchases of new equipment; (2) increase in amortization expense largely due to new internally developed capitalized software, as well as intangible assets resulting from business acquisitions and (3) depreciation expense on vehicles increased due to the replacement of older, fully-depreciated vehicles, technology upgrades on new vehicles and an overall increase in the size of our vehicle fleet in our U.S. Domestic Package and UPS Freight operations.
Purchased Transportation
2017 compared to 2016
The $1.860 billion increase in purchased transportation expense charged to us by third-party air, rail, ocean and truck carriers in 2017 was primarily driven by the following factors:
Expense for our forwarding and logistics business increased $949 million in 2017, primarily due to increased truckload brokerage freight loads per day and the resulting increased fuel surcharges passed to us from outside transportation providers; increased volume and rates for mail services and increased tonnage in our North American and international air freight forwarding businesses. Additionally, purchased transportation expense increased due to the acquisition of Marken in December 2016.
U.S. Domestic Package expense increased $421 million in 2017, primarily due to increased volume (including SurePost), higher rates and higher fuel surcharges passed to us from outside contract carriers.
International Package expense increased $270 million in 2017, primarily due to the increased usage of third-party carriers (due to higher volume); higher fuel surcharges passed to us from outside transportation providers and an unfavorable impact of currency exchange rate movements.
UPS Freight expense increased $163 million in 2017, due to an increase in LTL shipments and higher fuel surcharges passed to us from outside transportation providers.
2016 compared to 2015
The $1.086 billion increase in purchased transportation expense charged to us by third-party air, ocean and truck carriers in 2016 was driven by several factors:
Expense for our forwarding and logistics business increased $840 million in 2016, primarily due to the acquisition of Coyote and increased volume and rates for mail services; these items were partially offset by a combination of decreased volume and tonnage in our North American air freight and international air freight forwarding business, lower buy rates in international air freight due to softer market conditions and the impact of foreign currency exchange rates.
U.S. Domestic Package expense increased $130 million in 2016, primarily due to increased volume and rates, partially offset by lower fuel surcharges passed to us from rail carriers and outside contract carriers.
International Package expense increased $112 million in 2016, primarily due to increased usage of third-party carriers; this was partially offset by the impact of currency exchange rate movements as well as lower fuel surcharges passed to us from outside transportation providers.
UPS Freight expense decreased $18 million in 2016, largely due to decreased LTL shipments and the resulting decreased use of, and lower fuel surcharges passed to us from, outside transportation carriers.

UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS


Fuel
2017 compared to 2016
The $572 million increase in fuel expense in 2017 was primarily due to higher jet fuel, diesel and unleaded gasoline prices, which increased fuel expense by $419 million. Additionally, increased alternative fuel costs and fuel consumption increased expense by $170 million primarily due to volume increases, which resulted in higher total aircraft block hours and Domestic Package delivery miles driven. These increases were partially offset by increased fuel efficiency.
2016 compared to 2015
The $364 million decrease in fuel expense in 2016 was primarily due to lower jet fuel, diesel and unleaded gasoline prices, which decreased fuel expense by $461 million. The lower fuel prices were partially offset by increased fuel consumption, primarily due to increases in total aircraft block hours and Domestic Package delivery stops (due to higher volume), which increased expense by $97 million and lower alternative fuel and tax credits.
Other Occupancy
2017 compared to 2016
The $118 million increase in other occupancy expense in 2017 was largely due to higher facility rent expense driven by new facilities, higher utilities and property taxes at our operating facilities.

2016 compared to 2015
The $15 million increase in other occupancy expense in 2016 was largely due to higher facility rent expense, partially offset by lower utilities and snow removal costs at our operating facilities.
Other Expenses
2017 compared to 2016
The $416 million increase in other expenses in 2017 was caused by a number of factors:
Auto liability insurance expense increased $75 million due to increased miles driven, medical trend rates and severity experience trends.
Transportation equipment rental increased $60 million driven by growth in package volume.
The remaining $280 million increase is comprised of increases in several other expense categories, including outside professional services, merchandise protection, computer and plant supplies and air cargo handling, partially offset by a decrease in advertising expense.
2016 compared to 2015
The $13 million decrease in other expenses in 2016 was largely due to a decrease in overall auto liability insurance, offset by an increase in outside professional services.





UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS

Investment Income and Interest Expense
The following table sets forth investment income and interest expense for the years ended December 31, 2017, 2016 and 2015 (in millions):
 Year Ended December 31, % Change
 2017 2016 2015 2017/ 2016 2016/ 2015
Investment Income and Other$72
 $50
 $15
 44.0% NA
Interest Expense$(453) $(381) $(341) 18.9% 11.7%
Investment Income and Other
2017 compared to 2016
The growth in investment income and other in 2017 as compared to 2016 was primarily due to higher interest income from invested assets and the continued decrease in losses from fair value adjustments on real estate partnerships partially offset by foreign currency exchange rate movements.
2016 compared to 2015
The growth in investment income and other in 2016 as compared to 2015 was primarily due to a decrease in losses from fair value adjustments on real estate partnerships, higher interest income and unrealized gains on investments and a benefit from foreign currency exchange rate movements.
Interest Expense
2017 compared to 2016
Interest expense increased in 2017 as compared to 2016 primarily due to the issuance of long-term CAD Senior Notes, Euro Senior Notes and USD Senior Notes and higher effective interest rates on senior notes.
2016 compared to 2015
Interest expense increased in 2016 as compared to 2015 primarily due to an increase in average outstanding commercial paper balances, an increase in long-term debt and higher effective interest rates on senior notes.

UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS

Income Tax Expense
The following table sets forth income tax expense and our effective tax rate for the years ended December 31, 2017, 2016 and 2015 (in millions):
 Year Ended December 31,     % Change
 2017 2016 2015 2017/ 2016 2016/ 2015
Income Tax Expense:$2,238
 $1,705
 $2,498
 31.3% (31.7)%
Income Tax Impact of:         
Defined Benefit Plans Mark-to-Market Charge193
 978
 39
    
Income Tax Benefit from the Tax Cuts and Jobs Act and Other Non-U.S. Tax Law Changes258
 
 
    
Adjusted Income Tax Expense$2,689
 $2,683
 $2,537
 0.2% 5.8 %
Effective Tax Rate31.3% 33.2% 34.0%    
Adjusted Effective Tax Rate33.8% 34.5% 34.0%    
Our effective tax rate is affected by recurring factors, such as statutory tax rates in the jurisdictions we operate in and the relative amounts of taxable income we earn in those jurisdictions. It is also affected by discrete items that may occur in any given year but may not be consistent from year to year.
Our effective tax rate decreased to 31.3% in 2017, compared with 33.2% in 2016 and 34.0% in 2015, primarily due to the effects of the following discrete tax items and recurring factors:
Tax Cuts and Jobs Act
On December 22, 2017, the United States enacted into law the Tax Act. The Tax Act makes broad and complex changes to the U.S. tax code, including a permanent corporate rate reduction to 21% and a transition to a territorial international system effective in 2018. Going forward, we expect a lower future effective tax rate than we have reported in recent years. Applying the lower corporate tax rate will lower our overall income tax expense, which will impact net income and cash flows. Benefits from the lower tax rate will allow us to fund strategic initiatives for our customers, employees and shareowners. The Tax Act also includes provisions that affect 2017, including: (1) requiring a one-time transition tax on certain unrepatriated earnings of foreign subsidiaries (“Transition Tax”) that is payable over eight years; (2) requiring a remeasurement of all U.S. deferred tax assets and liabilities to the newly enacted corporate tax rate of 21% and (3) providing for additional first-year depreciation that allows full expensing of qualified property placed into service after September 27, 2017.
In late December 2017, the SEC staff issued SAB 118, which provides guidance on accounting for the tax effects of the Tax Act. SAB 118 provides a measurement period that should not extend beyond one year from the Tax Act enactment date for companies to complete the related accounting under U.S. GAAP. If a company’s accounting for certain income tax effects of the Tax Act is incomplete, but it is able to determine a reasonable estimate, it must record a provisional estimate in the financial statements. Accordingly, we have recorded provisional estimates related to our Transition Tax liability, our change in indefinite reinvestment assertion for certain foreign subsidiaries and the remeasurement of our U.S. net deferred tax liabilities.
To calculate the amount of the Transition Tax, we must determine, in addition to other factors, the amount of post-1986 earnings and profits (“E&P”) of the foreign subsidiaries as well as the amount of non-U.S. income taxes paid on such earnings. We are able to make a reasonable estimate of the Transition Tax and recorded a provisional liability of $310 million; however, there are certain factors that could impact our provisional estimate.
First, several of our foreign subsidiaries have a fiscal year-end, and E&P for these subsidiaries cannot be precisely calculated until their fiscal years conclude during 2018. Second, we continue to gather additional information needed to precisely estimate the impact of the Transition Tax on our U.S. state and local tax liabilities given the complexity of the relevant state laws. Finally, we expect additional regulatory guidance and technical clarifications from the U.S. Department of the Treasury and Internal Revenue Service within the next 12 months that could change our provisional estimate of the Transition Tax.

UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS

As the U.S. has moved to a territorial system, we have also changed our indefinite reinvestment assertion with respect to the earnings of certain foreign subsidiaries. As a result, we have recorded a provisional deferred tax liability and corresponding increase to deferred tax expense of $24 million. There are certain factors, discussed above with regard to the Transition Tax, which could also impact our provisional estimate for the change in indefinite reinvestment assertion. For all other foreign subsidiaries, we continue to assert that these earnings are indefinitely reinvested. We will continue to evaluate our indefinite reinvestment assertion for all foreign subsidiaries in light of the Tax Act, and our provisional estimate is subject to change.

For our net U.S. deferred tax liabilities, we have recorded a provisional decrease of $606 million with a corresponding reduction to deferred tax expense of $606 million for the year ended December 31, 2017. While we are able to make a reasonable estimate of the impact of the reduction in the corporate rate, it may be affected by other analyses related to the Tax Act, including, but not limited to, completing the analysis of our 2017 capital expenditures that qualify for full expensing and the state tax effect of adjustments made to federal temporary differences.
Other 2017 Discrete Items
In the fourth quarter of 2017, we recognized an income tax benefit of $193 million related to pre-tax mark-to-market losses of $800 million on our pension and postretirement defined benefit plans. This income tax benefit was generated at a lower average statutory tax rate than the 2017 U.S. federal statutory tax rate due to future tax rate changes enacted by the Tax Act and differences between U.S. and foreign statutory rates, which was partially offset by the effect of U.S. state and local taxes.
In the fourth quarter of 2017, tax law changes were enacted in certain non-U.S. jurisdictions in which we operate. As a result, we have recorded a decrease to our foreign net deferred tax assets of $14 million with a corresponding net increase to deferred tax expense of $14 million for the year ended December 31, 2017.
In the first quarter of 2017, we adopted a new accounting standard that requires the recognition of excess tax benefits related to share-based compensation in income tax expense, which resulted in tax benefits for the year ended December 31, 2017 of $71 million and reduced our effective tax rate by 1.0%.
2016 Discrete Items
In the fourth quarter of 2016, we recognized an income tax benefit of $978 million related to pre-tax mark-to-market losses of $2,651,000,000.000 billion on our pension and postretirement defined benefit plans. This income tax benefit was generated at a higher average statutory tax rate than the U.S. federal statutory tax rate because it included the effect of U.S. state and local taxes.
2015 Discrete Items
During the third quarter of 2015 and after the filing of our annual federal tax returns, we reconciled our deferred tax balances and identified adjustments to be made with respect to prior years’ deferred tax balances. The adjustments resulted in a reduction of income tax expense of $66 million.
In connection with our acquisition of Coyote Logistics in 2015, we distributed $500 million of cash held by a Canadian subsidiary to its U.S. parent during the fourth quarter of 2015. As a result of the distribution, we recorded additional net income tax expense of $28 million.
In the fourth quarter of 2015, we recognized an income tax benefit of $39 million related to pre-tax mark-to-market losses of $118 million on our pension and postretirement defined benefit plans. This income tax benefit was generated at a lower average statutory tax rate than our U.S. federal statutory tax rate because it was due, in part, to non-U.S. benefit plans.

Other favorable rate impacting items in 2015 include: resolution of several U.S. state and local tax matters; the extension of favorable U.S. federal tax provisions associated with the Protecting Americans from Tax Hikes Act of 2015 related to research and development tax credits and work opportunity tax credits; and the execution of two bilateral advance pricing agreements. These agreements established intercompany transfer pricing arrangements between the U.S. and certain non-U.S. jurisdictions related to our small package operations for tax years 2010 through 2019.

UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS

As described in the Items Affecting Comparability section, certain items have been excluded from comparisons of "adjusted" income taxes in the discussion that follows.
Our adjusted effective tax rate decreased to 33.8% in 2017 from 34.5% in 2016 primarily due to favorable discrete tax adjustments related to recognition of excess tax benefits related to share-based compensation in income tax expense.
Our adjusted effective tax rate increased to 34.5% in 2016 from 34.0% in 2015 primarily due to a decrease in favorable discrete tax adjustments relative to 2015 partially offset by favorable changes in the proportion of our taxable income in certain U.S. and non-U.S. jurisdictions relative to total pre-tax income.


UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS


Liquidity and Capital Resources
As of December 31, 2017,2019, we had $4.069$5.741 billion in cash, cash equivalents and marketable securities. We believe that our current cash position, access to the long-termcommercial paper programs and debt capital markets and cash flow generated from operations should be adequate not only for operating requirements, but also to enable us to complete our capital expenditure programs, transformation strategy and to fund dividend payments, share repurchases, pension contributions and long-term debt payments through the next several years. In addition, we have funds available from our commercial paper program and the ability to obtain alternative sources of financing. We regularly evaluate opportunities to optimize our capital structure, including through issuances of debt or equity to refinance existing debt and to fund ongoing cash needs.

Cash Flows From Operating Activities
The following is a summary of the significant sources (uses) of cash from operating activities (amounts in(in millions):
2017 2016 20152019 2018
Net Income$4,910
 $3,431
 $4,844
$4,440
 $4,791
Non-cash operating activities(1)
5,776
 6,444
 4,122
6,405
 6,048
Pension and postretirement plan contributions (UPS-sponsored plans)(7,794) (2,668) (1,229)
Pension and postretirement benefit plan contributions (company-sponsored plans)(2,362) (186)
Hedge margin receivables and payables(732) (142) 170
171
 482
Income tax receivables and payables(550) (505) (6)599
 469
Changes in working capital and other non-current assets and liabilities(178) (62) (418)(634) 1,091
Other operating activities47
 (25) (53)20
 16
Net cash from operating activities$1,479
 $6,473
 $7,430
$8,639
 $12,711
(1)
(1) Represents depreciation and amortization, gains and losses on derivative transactions and foreign exchange, deferred income taxes, provisions for uncollectible accounts receivable, amortization on operating lease assets, pension and postretirement benefit expense, stock compensation expense and other non-cash items.
Represents depreciation and amortization, gains and losses on derivative transactions and foreign exchange, deferred income taxes, provisions for uncollectible accounts, pension and postretirement benefit expense, stock compensation expense and other non-cash items.
Cash from operating activities remained strong throughout 2015 to 2017.2018 and 2019. Most of the variability in operating cash flows during the 2015this period related to 2017 time period relates to the funding of our company-sponsored pension and postretirement benefit plans (and related cash tax deductions). Except for discretionary or accelerated fundings of our plans, contributions to our company-sponsored pension plans have largely varied based on whether anyin accordance with minimum funding requirements are present for individual pension plans.
requirements. We made discretionary contributions to our three primary, company-sponsored U.S. pension plans totaling $7.291, $2.461 and $1.030$2.0 billion in 2017, 2016 and 2015, respectively.
2019. No discretionary contributions were made in 2018. The remaining contributions from 2015 to 2017in 2018 and 2019 were largely due to contributions to our international pension plans and U.S. postretirement medical benefit plans.
Apart from the transactions described above, operatingOperating cash flow wasflows were impacted by changes in our working capital position,management whereby certain payments for income taxes and changesfrom the fourth quarter of 2018 shifted into the first quarter of 2019. In addition, accelerated growth in hedge margin payables and receivables. Cash payments for income taxes were $1.559, $2.064 and $1.913 billion for 2017, 2016 and 2015, respectively, and were primarily impacted by the timing of current tax deductions.business lifted overall working capital demand. The net hedge margin collateral (paid)/received from our derivative counterparties was $(732), $(142)$171 and $170$482 million during 2017, 20162019 and 2015,2018, respectively, due to settlements and changesthe change in thenet fair value of the derivative contracts used in our currency and interest rate hedging programs. Cash payments for income taxes were $514 million and $2 million for 2019 and 2018, respectively, primarily due to timing of deductions related to pension contributions.
As of December 31, 2017, the2019, our total of our worldwide holdings of cash, cash equivalents and marketable securities were $4.069$5.741 billion, of which approximately $1.800$2.564 billion was held by foreign subsidiaries. The amount of cash, cash equivalents and marketable securities held by our U.S. and foreign subsidiaries fluctuates throughout the year due to a variety of factors, including the timing of cash receipts and disbursements in the normal course of business. Cash provided by operating activities in the U.S. continues to be our primary source of funds to finance domestic operating needs, capital expenditures, share repurchases, pension contributions and dividend payments to shareowners. As a result of the Tax Act, allAll cash, cash equivalents and marketable securities held by foreign subsidiaries are generally available for distribution to the U.S. without any U.S. federal income taxes. Any such distributions may be subject to foreign withholding and U.S. state taxes. When amounts earned by foreign subsidiaries are expected to be indefinitely reinvested, no accrual for taxes is provided.
 




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UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS





Cash Flows From Investing Activities
Our primary sources (uses) of cash for investing activities were as follows (amounts in millions):
2017 2016 20152019 2018
Net cash used in investing activities$(4,975) $(2,566) $(5,309)$(6,061) $(6,330)
Capital Expenditures:        
Buildings, facilities and plant equipment$(2,954) $(1,316) $(996)$(2,729) $(3,147)
Aircraft and parts(789) (350) (27)(1,890) (1,496)
Vehicles(924) (864) (936)(987) (931)
Information technology(560) (435) (420)(774) (709)
Total Capital Expenditures:$(5,227) $(2,965) $(2,379)
Capital Expenditures as a % of Revenue7.9% 4.9% 4.1%
Total Capital Expenditures(1):
$(6,380) $(6,283)
Capital Expenditures as a % of revenue8.6% 8.7%
Other Investing Activities:        
Proceeds from disposals of property, plant and equipment$24
 $88
 $26
$65
 $37
Net decrease in finance receivables$5
 $9
 $5
Net (purchases), sales of marketable securities$356
 $908
 $(1,027)
Cash paid for business acquisitions$(134) $(547) $(1,904)
Net change in finance receivables$13
 $4
Net (purchases), sales and maturities of marketable securities$322
 $(87)
Cash paid for business acquisitions, net of cash and cash equivalents acquired$(6) $(2)
Other investing activities$1
 $(59) $(30)$(75) $1
(1) In addition to capital expenditures of $6.380 and $6.283 billion in 2019 and 2018, respectively, there were capital expenditures relating to the principal repayments of finance lease obligations of $140 and $340 million. These are included in cash flows from financing activities.
We have commitments for the purchase of aircraft, vehicles, equipment and real estate to provide for the replacement of existing capacity and anticipated future growth. We generally fund our capital expenditures with our cash from operations. Future capital spending for anticipated growth and replacement assets will depend on a variety of factors, including economic and industry conditions. WeIn 2017 we began a multi-year investment program in our smart global logistics network which impacts all asset categories, with the largest investments in buildings, facilities and plant equipment. This investment program will continue in 2020, and we anticipate that our capital expenditures for 2018 will be approximately $6.5 to $7.0 billion.
Capital expenditures on buildings, facilities and plant equipment increaseddecreased in 20172019 compared to the 2015 to 2016 periods2018 in our U.S. and international package businesses, largely due toas we completed several facility automation and capacity expansion projects.projects in 2018. Capital spending on aircraft increased in 20172019 compared to the 2015 to 2016 periods2018 due to a net increase in contract deposits on open aircraft orders and final payments for new Boeing 747-8F cargo aircraft and previously owned Boeing 767-300 cargoassociated with the delivery of aircraft. Capital spending on vehicles increased in 2017 in our U.S. and international package businesses, largely due to growth in our business and the timing of vehicle replacements. Capital spending on information technology increased in 20172019 compared to the 2015 to 2016 periods2018 due to furthercontinuing development of our smart logistics network, technology enhancementsenabled solutions and capitalized software projects. Capital spending on vehicles increased in 2019 relative to 2018, largely due to the timing of vehicle replacements and expansion of the overall fleet to support volume growth.
The proceedsProceeds from the disposal of property, plant and equipment in the 2015 to 2017 periods were largely dueattributable to vehicle retirementsthe sale of an international property in 2017, insurance recoveries2019 and disposal of equipment in 2016 and real estate sales in 2015. The net decline in finance receivables in 2017 was primarily due to growth in our cargo finance products, partially offset by loan principal paydowns in our business credit portfolio.2018. The net change in finance receivables in the 2016 and 2015 periods was primarily due to customer paydowns and loan sales activity, primarilyreductions in our commercial lending, asset-based lending and leasing portfolios. The purchasesfinance portfolios in 2019 compared with 2018. Purchases and sales of marketable securities are largely determined by liquidity needs and the periodic rebalancing of investment types, and will fluctuate from period to period.
Cash paid for business acquisitions in the 2015 to 2017 periods was primarily2019 and 2018 related to theour acquisition of area franchise rights for The UPS Store, as well as other, small acquisitions of Poltraf Sp. z.o.o., Parcel Pro, Inc.in our International Small Package and CoyoteLogistics business units in 2015; Marken in 2016 and Freightex, Nightline and STTAS in 2017.
2019. Other investing activities are impacted by changes in our non-current investments and restricted cash balances, capital contributions into certain investment partnerships and various other items. In 2017, 2016 and 2015, we increased the non-current investments and restricted cash balance associated with our self-insurance requirements by $4, $3 and $0 million, respectively.


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UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS




Cash Flows From Financing Activities
Our primary sources (uses) of cash for financing activities were as follows (amounts in millions, except per share data):
2017 2016 20152019 2018
Net cash used in financing activities$3,287
 $(3,140) $(1,565)$(1,727) $(5,692)
Share Repurchases:        
Cash expended for shares repurchased$(1,813) $(2,678) $(2,702)$(1,004) $(1,011)
Number of shares repurchased(16.1) (25.4) (26.8)(9.1) (8.9)
Shares outstanding at year-end859
 868
 886
Percent reduction in shares outstanding(1.0)% (2.0)% (2.1)%
Shares outstanding at period end857
 858
Percent increase (decrease) in shares outstanding(0.1)% (0.1)%
Dividends:        
Dividends declared per share$3.32
 $3.12
 $2.92
$3.84
 $3.64
Cash expended for dividend payments$(2,771) $(2,643) $(2,525)$(3,194) $(3,011)
Borrowings:        
Net borrowings (repayments) of debt principal$7,827
 $2,034
 $3,588
$2,419
 $(1,622)
Other Financing Activities:        
Cash received for common stock issuances$247
 $245
 $249
$218
 $240
Other financing activities$(203) $(98) $(175)$(166) $(288)
Capitalization:        
Total debt outstanding at year-end$24,289
 $16,075
 $14,334
Total shareowners’ equity at year-end1,030
 429
 2,491
Total debt outstanding at year end$25,238
 $22,736
Total shareowners’ equity at year end3,283
 3,037
Total capitalization$25,319
 $16,504
 $16,825
$28,521
 $25,773
For the years ended December 31, 2017, 20162019 and 2015,2018, we repurchased a total of 16.1, 25.29.1 and 26.88.9 million shares of class A and class B common stock for $1.816, $2.680$1.005 and $2.711$1.000 billion, respectively ($1.813, $2.6781.004 and $2.702$1.011 billion in repurchases for 2017, 20162019 and 2015,2018, respectively, are reported on the cash flow statement due to the timing of settlements). DuringFor additional information on our share repurchase activities, see note 11 to the first quarter of 2016, we also exercised a capped call option that we entered in 2015 for which we received 0.2 million UPS class B shares. The $25 million premium payment for this capped call option reducedaudited, consolidated financial statements.
For the years ended December 31, 2019 and 2018, dividends reported within shareowners' equity include $147 and $178 million, respectively, of non-cash dividends that were settled in 2015.
In May 2016, the Boardshares of Directors approved a share repurchase authorization of $8.0 billion, which replaced an authorization previously announced in 2013. The share repurchase authorization has no expiration date. As of December 31, 2017, we had $4.339 billion of this share repurchase authorization remaining.
Share repurchases may take the form of accelerated share repurchases, open market purchases, or other such methods as we deem appropriate. The timing of our share repurchases will depend upon market conditions. Unless terminated earlier by the resolution of our Board, the program will expire when we have purchased all shares authorized for repurchase under the program. We anticipate repurchasing approximately $1.0 billion of shares in 2018.class A common stock.
The declaration of dividends is subject to the discretion of the Board of Directors and will dependdepends on various factors, including our net income, financial condition, cash requirements, future prospects and other relevant factors. We expect to continue the practice of paying regular cash dividends. In February 2018,2020, we increased our quarterly dividend payment from $0.83$0.96 to $0.91$1.01 per share, a 10%5.2% increase.






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MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS




Issuances of debt in 2019 consisted of fixed-rate senior notes totaling $3.0 billion and commercial paper. In 2018, issuances of debt consisted primarily of commercial paper. The following is a summary of debt issuances as of December 31, 2017, 2016 and 2015in 2019 (in millions):
 Principal Amount in USD
2017 
Fixed-rate senior notes: 
2.050% senior notes$700
2.350% senior notes600
2.500% senior notes1,000
2.800% senior notes500
3.050% senior notes1,000
3.750% senior notes1,150
Floating-rate senior notes (multiple issuances)1,461
Euro senior notes: 
0.375% senior notes (€700)815
1.500% senior notes (€500)582
Canadian senior notes: 
2.125% senior notes (C$750)547
Total$8,355
 Principal Amount in USD
2019 
Fixed-rate senior notes: 
2.200% senior notes$400
2.500% senior notes400
3.400% senior notes (multiple issuances)1,450
4.250% senior notes750
Total$3,000
 Principal Amount in USD
2016 
Fixed-rate senior notes: 
2.400% senior notes$500
3.400% senior notes500
Floating-rate senior notes (multiple issuances)226
Euro senior notes: 
1.000% senior notes (€500)549
Total$1,775
 Principal Amount in USD
2015 
Facility notes and bonds$100
Floating-rate senior notes (multiple issuances)144
Euro senior notes: 
1.625% senior notes (€700)765
Floating-rate senior notes (€500)547
Total$1,556
The remainingRepayments of debt issuances for the 2015 to 2017 periodsin 2019 and 2018 consisted primarily of commercial paper.
Repayment of debt in 2017 consisted primarily of the maturity of our $375 million$1.0 billion 5.125% fixed-rate senior notes that matured on October 1, 2017. In 2016, there were no repayments ofin April 2019 and our $750 million 5.50% fixed-rate senior notes or floating-rate senior notes. Repayments of debtthat matured in 2015 consisted primarily of the maturity of our $100 million facility bonds associated with our Philadelphia, Pennsylvania airport facilities.January 2018. The remaining repayments of debt during the 2015 through 2017 time period included paydowns of commercial paper and scheduled principal payments on our capitalizedfinance lease obligations. We consider the overall fixed and floating interest rate mix of our portfolio and the related overall cost of borrowing when planning for future issuances and non-scheduled repayments of debt.

UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS

The amount of commercial paper outstanding fluctuates throughout the year based on daily liquidity needs. The following is a summary of our commercial paper program (amount in(in millions):
Functional currency outstanding balance at year-end Outstanding balance at year-end ($) Average balance outstanding Average balance outstanding ($) Average interest rateFunctional currency outstanding balance at year end Outstanding balance at year end ($) Average balance outstanding Average balance outstanding ($) Average interest rate
2017         
2019         
USD$2,458
 $2,458
 $2,163
 $2,163
 0.88 %$2,172
 $2,172
 $1,665
 $1,665
 2.24 %
EUR622
 $745
 941
 $1,062
 (0.39)%949
 $1,062
 903
 $1,011
 (0.39)%
Total  $3,203
        $3,234
      
 Functional currency outstanding balance at year-end Outstanding balance at year-end ($) Average balance outstanding Average balance outstanding ($) Average interest rate
2016         
USD$2,406
 $2,406
 $1,838
 $1,838
 0.44 %
EUR801
 $844
 776
 $817
 (0.28)%
GBP£
 $
 £94
 $116
 0.50 %
Total  $3,250
      
Functional currency outstanding balance at year-end Outstanding balance at year-end ($) Average balance outstanding Average balance outstanding ($) Average interest rateFunctional currency outstanding balance at year end Outstanding balance at year end ($) Average balance outstanding Average balance outstanding ($) Average interest rate
2015         
2018         
USD$2,279
 $2,279
 $2,159
 $2,159
 0.13 %$1,968
 $1,968
 $2,137
 $2,137
 1.81 %
EUR310
 $339
 10
 $11
 (0.09)%606
 $694
 360
 $425
 (0.38)%
GBP£234
 $347
 £241
 $368
 0.50 %
Total  $2,965
        $2,662
      
The variation in cash received from common stock issuances was primarily due to the levelamount of stock option exercises by employees in the 2015 through 2017 period.2018 and 2019.
The cash outflows in otherOther financing activities were impacted by several factors, primarily theincludes cash used to repurchase of shares from employees sold to satisfy tax withholding obligations on vested employee stock awards of $247, $167$180 and $217$259 million for 2017, 2016in 2019 and 2015,2018, respectively. Net cash inflows (outflows) from the premium payments and settlements of capped call options for the purchase of UPS class B shares were $54$21 and $34 million in both 20172019 and 2016, and $(17) million for 2015.2018, respectively.
Sources of Credit
See note 8 to the audited, consolidated financial statements for a discussion of our available credit and debt covenants.



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UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS



Guarantees and Other Off-Balance Sheet Arrangements
WeExcept as disclosed in note 8 to the audited, consolidated financial statements, we do not have guarantees or other off-balance sheet financing arrangements, including variable interest entities, which we believe could have a material impact on financial condition or liquidity.

UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS

Contractual Commitments
We have contractual obligations and commitments in the form of capitalfinance leases, operating leases, debt obligations, purchase commitments and certain other liabilities. We intend to satisfy these obligations primarily through the use of cash flow from operations. The following table summarizes the expected cash outflow to satisfy our contractual obligations and commitments as of December 31, 20172019 (in millions):
Commitment Type2018 2019 2020 2021 2022 After 2022 Total2020 2021 2022 2023 2024 After 2024 Total
Capital Leases$81
 $79
 $69
 $49
 $45
 $500
 $823
Finance Leases$199
 44
 39
 37
 35
 259
 $613
Operating Leases398
 305
 239
 186
 138
 371
 1,637
619
 536
 451
 360
 256
 1,267
 3,489
Debt Principal3,960
 1,009
 1,024
 2,551
 2,000
 13,342
 23,886
4,232
 2,551
 2,001
 2,284
 1,474
 12,349
 24,891
Debt Interest578
 544
 510
 475
 433
 5,604
 8,144
749
 661
 601
 521
 481
 6,522
 9,535
Purchase Commitments (1)
3,789
 2,462
 2,428
 1,926
 323
 13
 10,941
3,569
 1,982
 966
 323
 261
 201
 7,302
Tax Act Repatriation Liability23
 25
 25
 25
 25
 187
 310

 
 
 13
 49
 61
 123
Pension Funding
 
 
 
 
 
 
1,180
 
 
 
 
 
 1,180
Other Liabilities5
 
 
 
 
 
 5
Total$8,834
 $4,424
 $4,295
 $5,212
 $2,964
 $20,017
 $45,746
$10,548
 $5,774
 $4,058
 $3,538
 $2,556
 $20,659
 $47,133
(1) Purchase commitments includeincludes amounts due under aircraft leases that we entered into in 2019 and our announcement on February 1, 2018 for 14 new Boeing 747-8 freighters and four new Boeing 767 aircraft.January 29, 2020 announced commitment to purchase 10,000 electric vehicles.
Our capitalfinance lease obligations relate primarily to leases on aircraft. Capitalaircraft and real estate. Finance leases and operating leases and purchaseare discussed further in note 10 to the audited, consolidated financial statements. Purchase commitments, as well as our debt principal obligations, are discussed further in note 8 to ourthe audited, consolidated financial statements. The amount of interest on our debt was calculated as the contractual interest payments due on our fixed-rate debt in addition to interest onand variable rate debt that was calculated based on interest rates as of December 31, 2017.2019. The calculations of debt interest take into account the effect of interest rate swap agreements. For debt denominated in a foreign currency, the U.S. Dollar equivalent principal amount of the debt at the end of the year was used as the basis to calculate future interest payments.
Purchase commitments represent contractual agreements to purchase assets, goods or services that are legally binding, including contracts for aircraft, construction of new or expanded facilities and orders for technology equipment and vehicles. As of December 31, 2017,2019, we had firm commitments to lease three used and purchase 14eight new Boeing 747-8F cargo aircraft. The 14 aircraft are to be delivered between 2017 and 2020. On February 1, 2018, we announced an order for 14 additional Boeing 747-8 freighters previously under option and four new Boeing 767767-300 aircraft, to be delivered between 20192020 and 2021 and to purchase 13 new Boeing 747-8F aircraft to be delivered between 2020 and 2022. We also had a firm commitment to purchase five Boeing MD-11 aircraft to be delivered between 2020 and 2021. We paid the full purchase price for these MD-11 aircraft in December 2019; therefore these amounts are not included in the table above.
On December 22, 2017, the United States enacted into law the Tax Act requiring a one-time transition tax on certain unrepatriated earnings of foreign subsidiaries. Companies may elect to pay the tax over eight years based on an installment schedule outlined in the Tax Act.Act but are required under current Internal Revenue Service guidance to offset certain overpayments of tax against the liability. We intend to makemade this election and have reflected our estimatedremaining transition tax due by year as a contractual obligation.
There are no anticipated required minimum cash contributions to our qualified U.S. pension plans (these plans are discussed further in note 45 to the audited, consolidated financial statements). The amount of any minimum funding requirement, as applicable, for these plans could change significantly in future periods depending on many factors, including future plan asset returns, discount rates, other actuarial assumptions and changes to pension plan funding regulations. A decline in discount rates or a sustained significant decline in the world equity or bond marketsreturns could result in our domestic pension plans being subject to significantly higher minimum funding requirements. Actual contributions made in future years could materially differ and consequently required minimum contributions beyond 2020 cannot be reasonably estimated.

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MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS



As discussed in note 56 to the audited, consolidated financial statements, we are not currently subject to any minimum contributions or surcharges with respect to the multiemployer pension and health and welfare plans in which we participate. Contribution rates to these multiemployer pension and health and welfare plans are established through the collective bargaining process. As we are not subject to any minimum contribution levels, we have not included any amounts in the contractual commitments table with respect to these multiemployer plans.

UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS

The contractual payments due for “other liabilities” primarily include commitment payments related to our investment in certain partnerships.
The table above does not include approximately $212$228 million of liabilities for uncertain tax positions because we are uncertain if or when such amounts will ultimately be settled in cash. Uncertain tax positions are further discussed in note 1314 to the audited, consolidated financial statements.
As of December 31, 2017,2019, we had outstanding letters of credit totaling approximately $1.084$1.267 billion issued in connection with our self-insurance reserves and other routine business requirements. We also issue surety bonds as an alternative to letters of credit in certain instances, and as of December 31, 2017,2019, we had $932 million$1.327 billion of surety bonds written. As of December 31, 2017,2019, we had unfunded loan commitments totaling $137$131 million associated with UPS Capital.
We believe that funds from operations and borrowing programs will provide adequate sources of liquidity and capital resources to meet our expected long-term needs for the operation of our business, including anticipated capital expenditures, transformation strategy and pension contributions for the foreseeable future.
Contingencies
See note 45 to the audited, consolidated financial statements for a discussion of pension related matters and note 9 for a discussion of judicial proceedings and other matters arising from the conduct of our business activities.


Collective Bargaining Agreements
Status of Collective Bargaining Agreements
AsSee note 6 to the audited, consolidated financial statements for a discussion of December 31, 2017, we had approximately 280,000 employees employed under a national master agreement and various supplemental agreements with local unions affiliated with the Teamsters. These agreements run through July 31, 2018.
We have approximately 2,700 pilots who are employed under astatus of collective bargaining agreement with the Independent Pilots Association ("IPA"), which runs through September 1, 2021.
Our airline mechanics are covered by a collective bargaining agreement with Teamsters Local 2727, which became amendable November 1, 2013. We are currently in negotiations with Teamsters Local 2727. In addition, approximately 3,100 of our auto and maintenance mechanics who are not employed under agreements with the Teamsters are employed under collective bargaining agreements with the International Association of Machinists and Aerospace Workers (“IAM”) that will expire on July 31, 2019.agreements.
Multiemployer Benefit Plans
We contribute to a number of multiemployer defined benefitpension and health and welfare plans under the terms of collective bargaining agreements that cover our union represented employees. Our current collective bargaining agreements set forth the annual contribution increases allotted to the plans that we participate in, and we are in compliance with these contribution rates. These limitations will remain in effect throughout the terms of the existing collective bargaining agreements.
New Accounting Pronouncements
Recently Adopted Accounting Standards
See note 1 to the audited, consolidated financial statements for a discussion of recently adopted accounting standards.
Accounting Standards Issued But Not Yet Effective
See note 1 to the audited, consolidated financial statements for a discussion of accounting standards issued, but not yet effective.
Rate Adjustments
Effective December 29, 2019, the rates and accessorial charges for UPS Ground, UPS Air and International services increased by an average net 4.9%. UPS Air Freight rates within and between the U.S., Canada and Puerto Rico increased an average net 4.2%. Density-based UPS Freight non-contractual LTL rates using Tariff 580 increased an average net 3.9%.
These rate changes are customary and occur on an annual basis. Rate changes for shipments originating outside the U.S. are made throughout the year and vary by geographic market.



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UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS




Critical Accounting Policies and Estimates
OurThis discussion and analysis of our financial condition and results of operations are based on our consolidated financial statements, which are prepared in accordance with accounting principles generally accepted in the United States of America.GAAP. As indicated in note 1 to ourthe audited, consolidated financial statements, the amounts of assets, liabilities, revenue and expenses reported in our financial statements are affected by estimates and judgments that are necessary to comply with generally accepted accounting principles.GAAP. We base our estimates on prior experience and other assumptions and third-party input that we consider reasonable to our circumstances. Actual results could differ materially from our estimates, which would affect the related amounts reported in our consolidated financial statements. While estimates and judgments are applied in arriving at many reported amounts, we believe that the following matters maycritical accounting policies involve a higher degree of judgment and complexity.
Contingencies
As discussed in note 9 to ourthe audited, consolidated financial statements, we are involved in various legal proceedings and subject to various contingencies. The events that may impact our contingent liabilities are often unique and generally are not predictable. At the time a contingency is identified, we consider all relevant facts as part of our evaluation. We record a liability for a loss when the loss is probable of occurring and reasonably estimable. Events may arise that were not anticipated and the outcome of a contingency may result in a loss to us that differs from our previously estimated liability. These factorsThis difference could result in a material difference between estimated and actual operating results. Contingent losses that are probable and estimable, excluding those related to incomebe material. Income taxes and self-insurance which are discussed further below,below. Except as disclosed in note 9 to the audited, consolidated financial statements, other contingent losses that were probable and estimable were not material to our financial position or results of operations as of, andor for the year ended, December 31, 20172019. In addition, we have certain contingent liabilities that have not been recognized as of, or for the year ended, December 31, 20172019, because a loss iswas not reasonably estimable.
Goodwill and Intangible Impairment
We perform impairment testing oftest goodwill for impairment in each of our reporting units on an annual basis. In ourOur U.S. Domestic Package andsegment is a reporting unit. In our International Package reporting segments,segment, we have the following reporting units: Europe, Asia, Americas and ISMEA (Indian Subcontinent, Middle East and Africa).ISMEA. In our Supply Chain & Freight segment we have the following reporting units: Forwarding, Logistics, UPS Mail Innovations, UPS Freight, The UPS Store, UPS Capital, Marken and Coyote Logistics. During the third quarter of 2017, we changed the measurement date of our annual goodwill impairment testing from October 1st to July 1st. This change better aligns the timing of the goodwill impairment test with our long-term business planning process. The change was not material to our consolidated financial statements as it did not result in the delay, acceleration or avoidance of an impairment charge. Our annual goodwill impairment testing date is July 1st for each reporting unit owned at the testing date. In assessing goodwill for impairment, we initially evaluate qualitative factors to determine if it is more likely than not that the fair value of a reporting unit is less than its carrying amount. If the qualitative assessment is not conclusive and it is necessary to calculate the fair value of a reporting unit, then we utilize a two-step process to test goodwill for impairment. First, a comparison of the fair value of the applicable reporting unit with the aggregate carrying value, including goodwill, is performed. If the carrying amount of a reporting unit exceeds the reporting unit’s fair value, we perform the second step of the goodwill impairment test to determine the amount of impairment loss. The second step includes comparing the implied fair value of the affected reporting unit’s goodwill with the carrying value of that goodwill.
We primarily determine the fair value of our reporting units using a discounted cash flow (“DCF”) model (“DCF model”) and supplement this with observable valuation multiples for comparable companies, as appropriate. The completion of the DCF model requires that we make a number of significant assumptions to produce an estimate of future cash flows. These assumptions include projections of future revenue, costs, capital expenditures and working capital changes. In addition, we makechanges, as well as assumptions about the estimated cost of capital and other relevant variables, as required, in estimating the fair value of our reporting units.variables. The projections that we use in our DCF model are updated annually and will change over time based on the historical performance and changing business conditions for each of our reporting units. The determination of whether goodwill is impaired involves a significant level of judgment in these assumptions, and changes in our business strategy, government regulations, or economic or market conditions could significantly impact these judgments. We routinely monitor market conditions and other factors to determine if interim impairment tests are necessary. If impairment indicators are present in future periods, the resulting impairment charges could have a material impact on our results of operations.

UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS

None of the reporting units incurred any goodwill impairment charges in 2017, 20162019 or 20152018. Changes in our forecasts could cause carrying values of our reporting units to exceed their fair values in future periods, potentially resulting in a goodwill impairment charge. During the year, management monitored the actual performance of the business relative to the fair value assumptions used during our annual goodwill impairment test. For the periods presented, no triggering events were identified that required an interim impairment test. Based on most recent tests, the fair value of all our reporting units substantially exceed their carrying value.



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UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS



A trade name with a carrying value of $200 million and licenses with a carrying value of $5$4 million as of December 31, 20172019 are considered to be indefinite-lived intangibles, and therefore are not amortized. Impairment tests for indefinite-lived intangibles are performed on an annual basis. We determined that the income approach, specifically the relief from royalty method, is the most appropriate valuation method for the trade name. The estimated fair value of the trade name is compared to the carrying value of the asset. If the carrying value of the trade name exceeds its estimated fair value, an impairment charge is recognized for the amount by which the carrying amount of the asset exceeds its fair value. This valuation approach requires that we make a number of assumptions to estimate fair value. These assumptions include projections of future revenues, market royalty rates, tax rates, discount rates and other relevant variables. The projections we use in the model are updated annually and will change over time based on the historical performance and changing business conditions.


All of our remaining recorded intangible assets are deemed to be finite-lived intangibles, and are thus amortized over their estimated useful lives. Impairment tests for these intangible assets are only performed when a triggering event occurs that indicates that the carrying value of the intangible may not be recoverable based on the undiscounted future cash flows of the intangible. If the carrying amount of the intangible is determined not to be recoverable, a write-down to fair value is recorded. Fair values are determined based on a DCF model. If impairment indicators are present in future periods, the resulting impairment charges could have a material impact on our results of operations. Impairments of finite-lived intangible assets were $2 and $12 million in 2019 and 2018, respectively. There were no impairments of any indefinite-lived or finite-lived intangible assets in 2017, 20162019 or 2015.2018.
Self-Insurance Accruals
We self-insure costs associated with workers’ compensation claims, automotiveautomobile liability, health and welfare and general business liabilities, up to certain limits. Insurance reserves are established for estimates of the loss that we will ultimately incur on reported claims, as well as loss estimates offor claims that have been incurred but not yet reported. Recorded balances are based on reserve levels,third-party actuarial estimates, which incorporate historical loss experience and judgments about the present and expected levels of cost per claim. Trends in actual experience are a significant factor in the determination of suchour reserves. We believe our estimated reserves for such claims are adequate, but actual experience in claim frequency and/or severity could materially differ from our estimates and affect our results of operations.


Workers’ compensation, automobile liability and general liability insurance claims may take several years to completely settle. Consequently, actuarial estimates are required to project the ultimate cost that will be incurred to fully resolve the claims.a claim. A number of factors can affect the actual cost of a claim, including the length of time the claim remains open, trends in healthcare costs, and the results of any related litigation.litigation and with respect to workers’ compensation claims and changes in legislation. Furthermore, claims may emerge in a future yearsyear for events that occurred in a prior year at a rate that differs from previous actuarial projections. Changes in state legislation with respect to workers' compensation can affect the adequacy of our self-insurance accruals. All of these factors can result in revisions to prior actuarial projections and produce a material difference between estimated and actual operating results. PriorBased on our historical experience, during 2019 we changed our self-insurance reserves from the central estimate to 2017, outsidethe low end of the actuarial studies were performed semi-annuallyrange of losses. We believe our estimated reserves for such claims are adequate; actual experience in claim frequency and/or severity could materially differ from our estimates and we usedaffect our results of operations. For additional information on our self-insurance reserves, refer to note 1 of the studies to estimate the liability in intervening quarters. Beginning in 2017, outside actuarial studies are now performed quarterly as we believe this provides us with better quarterly estimates of our outstanding workers' compensation liability.audited, consolidated financial statements.


We sponsor a number of health and welfare insurance plans for our employees. These liabilitiesLiabilities and expenses related expensesto these plans are based on estimates of, among other things, the number of employees and eligible dependents covered under the plans, anticipated medical usage by participants and overall trends in medical costs and inflation. We believe our estimates are reasonable/appropriate. Actual experience may differ from these estimates and, therefore, produce a material difference between estimated and actual operating results.

UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS


Pension and Postretirement Medical Benefits
Our pension and other postretirement benefit costs are calculated using various actuarial assumptions and methodologies. These assumptions include discount rates, healthcare cost trend rates, inflation, compensation increase rates, expected returns on plan assets, mortality rates and other factors. The assumptions utilized in recording the obligations under our plans represent our best estimates, and we believe that they are reasonable, based on information as to historical experience and performance as well as other factors that might cause future expectations to differ from past trends.




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UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS



Differences in actual experience or changes in assumptions may affect our pension and other postretirement obligations and future expense.expenses. The primary factors contributing to actuarial gains and losses each year are (1) changes in the discount rate used to value pension and postretirement benefit obligations as of the measurement date, (2) differences between the expected and the actual return on plan assets, (3) changes in demographic assumptions including mortality, (4) participant experience different from demographic assumptions and (5) changes in coordinating benefits with plans not sponsored by UPS. In October 2019, we refined the bond matching approach used to determine the discount rate for our U.S. pension and postretirement plans by implementing advances in technology and modeling techniques. This refinement decreased the projected benefit obligation on our consolidated balance sheet by approximately $900 million as of December 31, 2019, decreased the pre-tax mark-to-market charge by approximately $810 million and increased net income by $616 million, or $0.71 per share on a basic and diluted basis.


We recognize changes in the fair value of plan assets and net actuarial gains or losses in excess of a corridor (defined as 10% of the greater of the fair value of plan assets or the plans' projected benefit obligations) in pension expense annually at December 31st each year. The remaining components of pension expense (herein referred to as "ongoing net periodic benefit cost"), primarily service and interest costs and the expected return on plan assets, are reported on a quarterly basis.


The following sensitivity analysis shows the impact of a 25 basis point change in the assumed discount rate and return on assets and healthcare cost trend rate for our pension and postretirement benefit plans, and the resulting increase increase/(decrease) on our obligations and expense as of, and for the year ended, December 31, 20172019 (in millions).
Pension Plans
25 Basis Point
Increase
 
25 Basis Point
Decrease
25 Basis Point
Increase
 
25 Basis Point
Decrease
Discount Rate:      
Effect on ongoing net periodic benefit cost$(49) $50
$(37) $38
Effect on net periodic benefit cost for amounts recognized outside the 10% corridor(616) 1,492
(1,390) 2,043
Effect on projected benefit obligation(1,883) 2,007
(2,156) 2,294
Return on Assets:      
Effect on ongoing net periodic benefit cost(1)
(84) 84
(100) 100
Effect on net periodic benefit cost for amounts recognized outside the 10% corridor(2)
(37) 37
(100) 100
      
Postretirement Medical Plans      
Discount Rate:      
Effect on ongoing net periodic benefit cost3
 (3)3
 (3)
Effect on net periodic benefit cost for amounts recognized outside the 10% corridor(11) 13
(37) 48
Effect on accumulated postretirement benefit obligation(62) 73
(55) 65
Healthcare Cost Trend Rate:      
Effect on ongoing net periodic benefit cost1
 (1)1
 (1)
Effect on net periodic benefit cost for amounts recognized outside the 10% corridor10
 (10)4
 (5)
Effect on accumulated postretirement benefit obligation16
 (17)14
 (16)
(1) 
Amount calculated based on 25 basis point increase / decrease in the expected return on assets.
(2) 
Amount calculated based on 25 basis point increase / decrease in the actual return on assets.


Refer to note 5 to the audited, consolidated financial statements for information on our potential liability for coordinating benefits related to the Central States Pension Fund.


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UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS


Pension Backstop
UPS was a contributing employer to the Central States Pension Fund ("CSPF") until 2007 when we withdrew from the plan and fully funded our allocable share of unfunded vested benefits by paying a $6.1 billion withdrawal liability. Under a collective bargaining agreement with the International Brotherhood of Teamsters ("IBT"), UPS agreed to provide coordinating benefits in the UPS/IBT Full Time Employee Pension Plan ("UPS/IBT Plan") for UPS participants whose last employer was UPS and who had not retired as of January 1, 2008 ("the UPS Transfer Group") in the event that benefits are lawfully reduced by the CSPF in the future consistent with the terms of our withdrawal agreement with the CSPF.
In December 2014, Congress passed the Multiemployer Pension Reform Act ("MPRA") which for the first time ever allowed multiemployer pension plans to reduce benefit payments to retirees, subject to specific guidelines in the statute and government approval. In September 2015, the CSPF submitted a proposed pension benefit reduction plan to the U.S. Department of the Treasury under the MPRA. The CSPF plan proposed to reduce retirement benefits to the CSPF participants, including the UPS Transfer Group. We vigorously challenged the proposed benefit reduction plan because we believed that it did not comply with the law and the CSPF failed to comply with its contractual obligation to obtain our consent to reduce benefits to the UPS Transfer Group under the terms of the withdrawal agreement with the CSPF. On May 6, 2016, the U.S. Department of the Treasury rejected the proposed plan submitted by the CSPF, stating that it failed to satisfy a number of requirements set forth in the MPRA.
The CSPF has asserted that it will become insolvent in 2025, which could lead to the reduction of retirement benefits. Although there are numerous factors that could affect the CSPF's funding status, if the CSPF were to become insolvent as they have projected, UPS may be required to provide coordinating benefits, thereby increasing the current projected benefit obligation for the UPS/IBT Plan by approximately $4 billion. The CSPF has said that it believes a legislative solution to its funding status is necessary, and we expect that the CSPF will continue to explore options to avoid insolvency.
The potential obligation to pay coordinating benefits from the UPS/IBT Plan is subject to a number of significant uncertainties, including actions that may be taken by the CSPF, the federal government or others. These actions include whether the CSPF will submit a revised pension benefit reduction plan or otherwise seek federal government assistance, the extent to which benefits are paid by the Pension Benefit Guaranty Corporation, our ability to successfully defend our legal positions as well as the effect of discount rates, CSPF asset returns and various other actuarial assumptions.
We account for this potential obligation under Accounting Standards Codification Topic 715- Compensation- Retirement Benefits (“ASC 715”). Under ASC 715 we are required to provide a best estimate of various actuarial assumptions, including the eventual outcome of this matter, in measuring our pension benefit obligation at the December 31st measurement date. While we currently believe the most likely solution to this matter and the broader systemic problems facing multiemployer pension plans is intervention by the federal government, ASC 715 does not permit anticipation of changes in law in making a best estimate of pension liabilities. Our best estimate as of the measurement date of December 31, 2017, does not incorporate this solution. However, if a future change in law resulted in an obligation to provide coordinating benefits under the UPS/IBT Plan, it may be a significant event, and may require us to remeasure the plan assets and projected benefit obligation of the UPS/IBT Plan at the date the law is enacted.
Our best estimate of the next most likely outcome to resolve the CSPF’s solvency concerns is that the CSPF will submit another benefit suspension application under the MPRA to forestall insolvency without reducing benefits to the UPS Transfer Group. If the CSPF attempts to reduce benefits for the UPS Transfer Group under a MPRA filing, we would be in a strong legal position to prevent that from occurring given that these benefits cannot be reduced without our consent and such a reduction, without first exhausting reductions to other groups in the CSPF, would be contrary to the statute. Accordingly, our best estimate as of the measurement date of December 31, 2017, is that there is no liability to be recognized for additional coordinating benefits of the UPS/IBT Plan. However, the projected benefit obligation could materially increase as the uncertainties are resolved. We will continue to assess the impact of these uncertainties on the projected benefit obligation of the UPS/IBT Plan in accordance with ASC 715.


UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS


Depreciation, Residual Value and Impairment of Fixed Assets
As of December 31, 20172019, we had $22.11830.482 billion of net fixed assets, the most significant category of which is aircraft. In accounting for fixed assets, we make estimates aboutof the expected useful lives, and the expected residual values of the assets, and the potential for impairment based on the fair values of the assets and the cash flows generated by these assets.which they generate.
In estimating the lives and expected residual values of aircraft, we have reliedrely upon actual experience with the same or similar aircraft types. Subsequent revisionsRevisions to these estimates could be caused by changes to our maintenance program,programs, changes in the utilization of the aircraft, governmental regulations on aging aircraft and changing market prices of new and used aircraft of the same or similar types. We periodically evaluate these estimates and assumptions, and adjust the estimates and assumptionsthem as necessary. Adjustments to the expected lives and residual values are accounted for on a prospective basis through depreciation expense. In 2019, we revised our estimates of the useful lives and residual values for certain airframes, engines and related rotable parts. This change increased the useful lives of certain fleet types and reduced the useful lives and residual values of the majority of our used aircraft. The net impact to 2019 depreciation expense was not material. In estimating cash flows, we project future volume levels for our different air express products in all geographic regions in which we do business. Adverse changes in these volume forecasts, or a shortfall of our actual volume compared with our projections, could result in our current aircraft capacity exceeding current or projected demand. This situation could lead to an excess of a particular aircraft, resulting in an aircraft impairment charge or a reduction of the expected life of an aircraft (thus resulting in increased depreciation expense).
We evaluate the useful lives of our property, plant and equipment based on our usage, maintenance and replacement policies, and taking into account physical and economic factors that may affect the useful lives of the assets. As part of our ongoing investment in transformation in 2018, we revised our estimates of useful lives for building improvements, vehicles and plant equipment based on our current assessment of these factors. In general, these changes in estimate had the effect of lengthening the useful lives of vehicles, building improvements and plant equipment, and were applied prospectively beginning in 2018 through depreciation expense. See "Consolidated Operating Expenses" of this "Management's Discussion and Analysis of Financial Condition and Results of Operations" for the discussion of the impacts to "Depreciation and Amortization." See note 1 to the audited, consolidated financial statements for a discussion of our accounting policies and note 4 for a discussion of the change in estimated useful lives.
We review long-lived assets for impairment when circumstances indicate the carrying amount of an asset may not be recoverable based on the undiscounted future cash flows of the asset. If the carrying amount of the asset is determined not to be recoverable, a write-down to fair value is recorded. Fair values are determined based on quoted market values, discounted cash flows or external appraisals, as appropriate. We review long-lived assets for impairment at the individual asset or the asset group level for which the lowest level of independent cash flows can be identified. The circumstances that would indicate potential impairment may include, but are not limited to, a significant change in the extent to which an asset is utilized and operating or cash flow losses associated with the use of the asset.
There were no impairment charges on our property, plant and equipment during 2017, 2016 and 20152019 or 2018.
Fair Value Measurements
In the normal course of business, we hold and issue financial instruments that contain elements of market risk, including derivatives, marketable securities, finance receivables, pension assets, other investments and debt. Certain of these financial instruments are required to be recorded at fair value, principally derivatives, marketable securities, pension assets and certain other investments. Fair values are based on listed market prices, when such prices are available. To the extent that listed market prices are not available, fair value is determined based on other relevant factors, including dealer price quotations. If listed market prices or other relevant factors are not available, inputs are developed from unobservable data reflecting our own assumptions and include situations where there is little or no market activity for the asset or liability. Certain financial instruments, including over-the-counter derivative instruments, are valued using pricing models that consider, among other factors, contractual and market prices, correlations, time value, credit spreads and yield curve volatility factors. Changes in the fixed income, foreign exchange and commodity markets will impact our estimates of fair value in the future, potentially affecting our results of operations. A quantitative sensitivity analysis of our exposure to changes in commodity prices, foreign currency exchange rates and interest rates is presented in the “Quantitative and Qualitative Disclosures about Market Risk” section of this report.
We
48


UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS



Certain non-financial assets and liabilities are measured at fair value on a nonrecurring basis, including property, plant, and equipment, goodwill and intangible assets. These assets are not measured at fair value on a recurring basis; however, they are subject to fair value adjustments in certain circumstances, such as when there is evidence of an impairment.
For acquisitions, we allocate the fair value of purchase consideration to the tangible assets acquired, liabilities assumed and intangible assets acquired based on their estimated fair values. The excess of the fair value of purchase consideration over the fair values of these identifiable assets and liabilities is recorded as goodwill. Such valuations require management to make significant estimates and assumptions, especially with respect to intangible assets. Significant estimates in valuing certain intangible assets include, but are not limited to, future expected cash flows from acquired customers, technology and trade names from a market participant perspective, useful lives and discount rates. Management’s estimates of fair value are based upon assumptions believed to be reasonable, but which are inherently uncertain and unpredictable and, asunpredictable. As a result, actual results may differ from estimates. During the measurement period, which is one year from the acquisition date, we may record adjustments to the assets acquired and liabilities assumed, with the corresponding offset to goodwill. Upon the conclusion of the measurement period, any subsequent adjustments are recorded to earnings.

UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS

Income Taxes
We make certain estimates and judgments in determining income tax expense for financial statement purposes. These estimates and judgments occur in the calculation of income by legal entity and jurisdiction, tax credits, benefits and deductions, and in the calculation of deferred tax assets and liabilities, which arise from differences in the timing of recognition of revenue and expense for tax and financial statement purposes, as well as tax, interest and penalties related to uncertain tax positions. Significant changes to these estimates may result in an increase or decrease to our tax provision in a subsequent period.
We assess the likelihood that we will be able to recover our deferred tax assets. If recovery is not likely, we must increase our provision for taxes by recording a valuation allowance against the deferred tax assets that we estimate will not ultimately be recoverable. We believe that we will ultimately recover a substantial majority of the deferred tax assets recorded on our consolidated balance sheets. However, should there be a change in our ability to recover our deferred tax assets, our tax provision would increase in the period in which we determined that the recovery was not likely.
The calculation of our tax liabilities involves dealing with uncertainties in the application of complex tax regulations. We recognize liabilities for uncertain tax positions based on a two-step process. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates that it is more likely than not that the position will be sustained on audit, including resolution of related appeals or litigation processes, if any. Once it is determined that the position meets the recognition threshold, the second step requires us to estimate and measure the largest amount of tax benefit that is more likely than not to be realized upon ultimate settlement. The difference between the amount of recognizable tax benefit and the total amount of tax benefit from positions filed or to be filed with the tax authorities is recorded as a liability for uncertain tax benefits. It is inherently difficult and subjective to estimate such amounts, as we have to determine the probability of various possible outcomes. We reevaluate uncertain tax positions on a quarterly basis. This evaluation is based on factors including, but not limited to, changes in facts or circumstances, changes in tax law, effectively settled issues under audit and new audit activity. Such a change in recognition or measurement could result in the recognition of a tax benefit or an additional charge to the tax provision.
See note 1314 to the audited consolidated financial statements for a discussion of impacts of the Tax Act.


 

49



UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS




Item 7A.Quantitative and Qualitative Disclosures about Market Risk


We are exposed to market risk from changes in certain commodity prices, foreign currency exchange rates, interest rates and interest rates.equity prices. All of these market risks arise in the normal course of business, as we do not engage in speculative trading activities. In order to manage the risk arising from these exposures, we utilize a variety of commodity, foreign exchange and interest rate forward contracts, options and swaps. A discussion of our accounting policies for derivative instruments and further disclosures are provided in note 151 to the audited, consolidated financial statements.


Commodity Price Risk
We are exposed to changes in the prices of refined fuels, principally jet-A, diesel and unleaded gasoline, as well as changes in the price of natural gas.gas and other alternative fuels. Currently, the fuel surcharges that we apply to our domestic and international package and LTL services are the primary means of reducing the risk of adverse fuel price changes. In order to mitigate the impact of fuel surcharges imposed on us by outside carriers, we regularly adjust the rates we charge for our freight brokerage, inter-modal and truckload services. The majority of our contracts for fuel purchases utilize index-based pricing formulas plus or minus a fixed locational/supplier differential. While many of the indices are aligned, each index may fluctuate at a different pace, driving variability in the prices paid for fuel. Because of this, our operating results may be affected should the market price of fuel suddenly change by a significant amount or change by amounts that do not result in an adjustment in our fuel surcharges, which can significantly affect our earnings either positively or negatively in the short-term. Additionally, we periodically use a combination of option, forward and futures contracts to provide partial protection from changing fuel and energy prices. As of December 31, 20172019 and 2016,2018, however, we had no commodity contracts outstanding.
Foreign Currency Exchange Risk
We have foreign currency risks related to our revenue, operating expenses and financing transactions in currencies other than the local currencies in which we operate. We are exposed to currency risk from the potential changes in functional currency values of our foreign currency-denominated assets, liabilities and cash flows. Our most significant foreign currency exposures relate to the Euro, British Pound Sterling, Canadian Dollar, Chinese Renminbi and Hong Kong Dollar. We use forwards as well as a combination of purchased and written options to hedge forecasted cash flow currency exposures. These derivative instruments generally cover forecasted foreign currency exposures for periods of 12 to 48 months. We also utilize forward contracts to hedge portions of our anticipated cash settlements of intercompany transactions and interest payments on certain debt subject to foreign currency remeasurement.
Interest Rate Risk
We have issued debt instruments, including debt associated with capitalfinance leases, that accrue expense at fixed and floating rates of interest. We use a combination of interest rate swaps as part of our program to manage the fixed and floating interest rate mix of our total debt portfolio and related overall cost of borrowing. The notional amount, interest payment and maturity dates of the swaps match the terms of the associated debt. We also utilize forward starting swaps and similar instruments to lock in all or a portion of the borrowing cost of anticipated debt issuances. Our floating-rate debt and interest rate swaps subject us to risk resulting from changes in short-term (primarily LIBOR) interest rates. For a discussion of the risks associated with the anticipated cessation of LIBOR, see Item 1A. Risk Factors - "The proposed phase out of the London Interbank Offer Rate ("LIBOR") could have an adverse effect on us".
We also are subject to interest rate risk with respect to our pension and postretirement benefit obligations, as changes in interest rates will effectively increase or decrease our liabilities associated with these benefit plans, which also results in changes to the amount of pension and postretirement benefit expense recognized in future periods.
We have investments in debt securities, as well as cash-equivalent instruments, some of which accrue income at variable rates of interest. Additionally, we hold a portfolio of finance receivables that accrue income at fixed and floating rates of interest.

50


UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS



Sensitivity Analysis
The following analysis provides quantitative information regarding our exposure to foreign currency exchange risk, interest rate risk and equity price risk embedded in our existing financial instruments. We utilize valuation models to evaluate the sensitivity of the fair value of financial instruments with exposure to market risk that assume instantaneous, parallel shifts in exchange rates, interest rate yield curves and commodity and equity prices. For options and instruments with non-linear returns, models appropriate to the instrument are utilized to determine the impact of market shifts.

UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS

There are certain limitations inherent in the sensitivity analyses presented, primarily due to the assumption that exchange rates change in a parallel fashion and that interest rates change instantaneously. In addition, the analyses are unable to reflect the complex market reactions that normally would arise from the market shifts modeled. While this is our best estimate of the impact of the specified interest rate scenarios, these estimates should not be viewed as forecasts. We adjust the fixed and floating interest rate mix of our interest rate sensitive assets and liabilities in response to changes in market conditions. Additionally, changes in the fair value of foreign currency derivatives and commodity derivatives are offset by changes in the cash flows of the underlying hedged foreign currency and commodity transactions.
  Shock-Test Result  
As of December 31,
  Shock-Test Result  
As of December 31,
(in millions)2017 20162019 2018
Change in Fair Value:      
Currency Derivatives(1)
$(447) $(437)$(786) $(743)
Change in Annual Interest Expense:      
Variable Rate Debt(2)
$51
 $49
$64
 $58
Interest Rate Derivatives(2)
$55
 $58
$37
 $47
Change in Annual Interest Income:      
Marketable Securities(3)
$2
 $
$
 $1
(1) 
The potential change in fair value from a hypothetical 10% weakening of the U.S. Dollar against local currency exchange rates across all maturities.
(2) 
The potential change in annual interest expense resulting from a hypothetical 100 basis point increase in short-term interest rates, applied to our variable rate debt and swap instruments (excluding hedges of anticipated debt issuances).
(3) 
The potential change in interest income resulting from a hypothetical 100 basis point increase in short-term interest rates, applied to our variable rate investment holdings.
The sensitivity of our pension and postretirement benefit obligations to changes in interest rates is quantified in “Critical Accounting Policies and Estimates”. The sensitivity in the fair value and interest income of our finance receivables due to changes in interest rates was not material as of December 31, 20172019 and 20162018.

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Item 8.Financial Statements and Supplementary Data
Table of Contents
 
  

52









Report of Independent Registered Public Accounting Firm
To the Shareowners and Board of Directors and Shareownersof
United Parcel Service, Inc.
Atlanta, Georgia


Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheets of United Parcel Service, Inc. and subsidiaries (the “Company”"Company") as of December 31, 20172019 and 2016,2018, the related consolidated statements of income, comprehensive income, and cash flows, for each of the three years in the period ended December 31, 2017,2019, and the related notes (collectively referred to as the “financial statements”"financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 20172019 and 2016,2018, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2017,2019, in conformity with accounting principles generally accepted in the United States of America.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”)(PCAOB), the Company's internal control over financial reporting as of December 31, 2017,2019, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated February 21, 2018,20, 2020, expressed an unqualified opinion on the Company’sCompany's internal control over financial reporting.
Change in Accounting Principle
As discussed in Note 1 to the financial statements, the Company has changed its method of accounting for leases due to the adoption of Financial Accounting Standards Board Accounting Standards Update 2016-02, Leases (Topic 842). This change has been applied on a modified retrospective basis effective on January 1, 2019.
Basis for Opinion
These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matters
The critical audit matters communicated below are matters arising from the current-period audit of the financial statements that were communicated or required to be communicated to the audit committee and that (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.





Central States Pension Fund coordinating benefit obligation assumptions - Refer to Note 5, Company-Sponsored Employee Benefit Plans (Actuarial Assumptions - Central States Pension Fund), to the financial statements
Critical Audit Matter Description
The Company was a contributing employer to the Central States Pension Fund (“CSPF”) until 2007 when it withdrew and fully funded its allocable share of unvested benefits. The Company agreed to provide coordinating benefits in the UPS/IBT Full Time Employee Pension Plan (“UPS/IBT Plan”) to CSPF participants whose last employer was the Company and who had not retired as of January 1, 2008 (the “UPS Transfer Group”) if the CSPF were to lawfully reduce benefits consistent with the terms of its withdrawal agreement with the Company. The CSPF has asserted that, absent legislative reform, it will become insolvent in 2025. If the CSPF were to become insolvent consistent with that assertion, the Company may be required to provide coordinating benefits through the UPS/IBT Plan to the UPS Transfer Group.
Under accounting standards generally accepted in the United States of America (“GAAP”), the Company is required to determine its best estimate of the eventual outcome of this matter and is prohibited from anticipating potential changes in law in making that best estimate. The Company considered potential outcomes based on the existing legislative framework, including the eventual insolvency of the CSPF or an approved application to reduce benefits under the U.S. Multiemployer Pension Reform Act (“MPRA”). As the Company cannot consider a legislative solution when making its best estimate of its projected benefit obligation, the Company believes the trustees of the CSPF (the “Trustees”) would be more likely to pursue an application to reduce benefits under the MPRA than they would be to allow the insolvency of the CSPF.
Based upon this possible outcome, the Company developed assumptions related to 1) the order in which benefits would be reduced to groups of participants under MPRA, 2) whether CSPF can reduce benefits to the UPS Transfer Group under MPRA without the Company’s consent, 3) the timing and effective date of a MPRA application, and 4) the actuarial assumptions associated with the timing of future CSPF cash flows. Based on the Company’s deterministic cash flow projection, management recorded a projected benefit obligation of $2.6 billion for the CSPF coordinating benefits at December 31, 2019. Given that the passage of time or changes in actuarial assumptions could reduce or eliminate the effectiveness of a MPRA application in the future, it is reasonably possible that, at the next measurement date, the projected benefit obligation could increase by approximately $2.2 billion, resulting in a total obligation for the CSPF coordinating benefits of $4.8 billion. The Company also developed disclosures of the risks and uncertainties associated with this matter.
The assumptions require significant management judgment and the following audit considerations:

1.Auditing management’s conclusion that the CSPF benefits to the UPS Transfer Group cannot be reduced without first exhausting benefit reductions to the other CSPF participants is challenging because there appears to be multiple legal interpretations of the benefit reduction provisions of MPRA and those provisions have not yet been litigated. 
2.Auditing management’s conclusion that the CSPF could not reduce benefits to the UPS Transfer Group without the Company’s consent requires judgment because the agreement between CSPF and the Company requiring such consent was made before the passage of MPRA and has not yet been litigated.
3.Auditing management’s assumptions related to the timing and effective date of a MPRA application is subjective.
4.Auditing the actuarial assumptions used to estimate the timing and present value of future CSPF cash flows is challenging because the underlying data is limited to information made publicly available by the CSPF.
5.Auditing the sufficiency of the Company’s disclosure of this matter in the footnotes to the financial statements is challenging due to the number of uncertainties associated with the potential obligation.
How the Critical Audit Matter Was Addressed in the Audit
Our audit procedures to address the Company’s assumptions used to measure its potential obligation to pay for CSPF coordinating benefits to the UPS Transfer Group (the “Coordinating Benefits”) included the following, among others:

We tested the effectiveness of controls over Coordinating Benefits assumptions, including those over the determination of the accounting model, the key legal positions relevant to determining its Coordinating Benefits obligation, the other actuarial assumptions used to project the potential Coordinating Benefits obligation; and the related financial statement disclosures.




With the assistance of professionals in our firm having expertise in pension accounting, we evaluated the Company’s conclusions regarding the accounting model applied to the Coordinating Benefits obligation through consideration of possible alternatives under GAAP.

We evaluated the Company’s assumptions used in determining the most likely outcome of the CSPF matter under the existing legislative framework. In order to evaluate the Company’s expectation that the Trustees would pursue another benefit suspension in order to avoid insolvency, we obtained evidence regarding the fiduciary responsibilities of the Trustees to govern the CSPF in a manner that continues to provide benefits to participants and their beneficiaries.
We evaluated the Company’s conclusion that 1) the CSPF could not reduce benefits to the UPS Transfer Group under MPRA without first exhausting benefit reductions to the other CSPF participants and 2) the CSPF could not reduce benefits without obtaining the Company’s consent based on the terms of an agreement between the CSPF and the Company. Specifically, we examined letters from internal and external counsel describing both counsel’s conclusion that those positions are more likely than not to be sustained if they were to be litigated. With the assistance of professionals in our firm having expertise in legal matters, we also evaluated whether the legal arguments supporting this assertion had substantive legal basis.

With the assistance of our actuarial specialists, we tested the underlying data and actuarial model used by management to estimate the potential obligation to provide Coordinating Benefits, including consideration of (1) the expected timing of CSPF benefit reductions; (2) the discount rate; (3) the projected contributions and benefit payments; and (4) the expected return on CSPF assets. Further, because the data used by management is limited to publicly available CSPF information, we considered whether other available sources of data may yield a more precise estimate.
We compared the Company’s footnote disclosure relating to this matter to the information communicated between management and the Company’s audit committee to evaluate whether significant uncertainties had been omitted from the disclosure.

Valuation of U.S. hedge fund, risk parity, private debt, private equity and real estate investments - Refer to Note 5, Company-Sponsored Employee Benefit Plans (Fair Value Measurements), to the financial statements
Critical Audit Matter Description
The Company’s U.S. pension and postretirement medical benefit plans (the “U.S. Plans”) held hedge fund, risk parity, private debt, private equity and real estate investments valued at $7.6 billion as of December 31, 2019.
The Company determines the reported values of the U.S. Plans’ investments in hedge, risk parity, private debt, private equity and real estate funds primarily based on the estimated net asset value (“NAV”) of the fund. In order to estimate NAV, the Company evaluates audited and unaudited financial reports from fund managers, and makes adjustments, as appropriate, for investment activity between the date of the financial reports and December 31st. These investments are not actively traded, and their values can only be estimated using these subjective assumptions.
Auditing the estimated NAV of these hedge fund, risk parity, private debt, private equity and real estate instruments requires a high degree of auditor judgment and subjectivity to evaluate the completeness, reliability and relevance of the inputs used by management.
How the Critical Audit Matter Was Addressed in the Audit
Our audit procedures related to the inputs used by management to estimate the NAV of the U.S. Plans’ hedge fund, risk parity, private debt, private equity and real estate investments included the following, among others:
We tested the effectiveness of controls, including those related to the reliability of values reported by fund managers, the relevance of asset class benchmark returns, and the completeness and accuracy of unobservable inputs related to the underlying assets of the funds.



For certain investments, we confirmed directly with the respective fund manager its preliminary estimate of the fund’s NAV as of December 31, 2019.

We evaluated the Company’s ability to accurately estimate NAV for these funds by comparing each fund’s recorded valuation as of its most recent fiscal year end to the audited fund financial statements (which are received in arrears of the Company’s reporting timetable).

Revenue - Refer to Note 2, Revenue Recognition, to the financial statements
Critical Audit Matter Description
Approximately 80 percent of the Company’s revenues are from its global small package operations that provide time-definite delivery services for express letters, documents, small packages and palletized freight via air and ground services. The Company’s global small package revenues are comprised of a significant volume of low-dollar transactions sourced from systems that were primarily developed by the Company. The processing of transactions, including the recording of them, is highly automated and based on contractual terms with the Company’s customers.
Auditing global small package revenue required a significant extent of effort and the involvement of professionals with expertise in information technology (“IT”) necessary for us to identify, test, and evaluate the Company’s systems, software applications, and automated controls.
How the Critical Audit Matter Was Addressed in the Audit
Our audit procedures related to the Company’s systems to process global small package revenue transactions included the following, among others:
With the assistance of our IT specialists, we:

Identified the significant systems used to process global small package revenue transactions and tested the effectiveness of the general IT controls over each of these systems, including testing of user access controls, change management controls, and IT operations controls.

Tested the effectiveness of system interface controls and automated controls within the global small package revenue stream, as well as the controls designed to ensure the accuracy and completeness of revenue. We tested the effectiveness of controls over the relevant global small package revenue business processes, including those in place to reconcile the various systems to the Company’s general ledger.

We performed analytical procedures to evaluate the Company’s recorded revenue and evaluate trends.

For a sample of customers, we read the Company’s contract with the customer and evaluated the Company’s pattern of revenue recognition for the customer. In addition, we evaluated the accuracy of the Company’s recorded global small package revenue for a sample of customer invoices.


/s/ Deloitte & Touche LLP
Atlanta, Georgia
February 21, 201820, 2020


We have served as the Company's auditor since 1969.



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UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In millions)
December 31,December 31,
2017 20162019 2018
ASSETS      
Current Assets:      
Cash and cash equivalents$3,320
 $3,476
$5,238
 $4,225
Marketable securities749
 1,091
503
 810
Accounts receivable, net8,773
 7,695
9,552
 8,958
Current income taxes receivable1,573
 633
382
 940
Other current assets1,133
 954
1,428
 1,277
Total Current Assets15,548
 13,849
17,103
 16,210
Property, Plant and Equipment, Net22,118
 18,800
30,482
 26,576
Operating Lease Right-Of-Use Assets2,856
 
Goodwill3,872
 3,757
3,813
 3,811
Intangible Assets, Net1,964
 1,758
2,167
 2,075
Investments and Restricted Cash483
 476
24
 170
Deferred Income Tax Assets265
 591
330
 141
Other Non-Current Assets1,153
 1,146
1,082
 1,033
Total Assets$45,403
 $40,377
$57,857
 $50,016
LIABILITIES AND SHAREOWNERS’ EQUITY      
Current Liabilities:      
Current maturities of long-term debt and commercial paper$4,011
 $3,681
$3,420
 $2,805
Current maturities of operating leases538
 
Accounts payable3,872
 3,042
5,555
 5,188
Accrued wages and withholdings2,521
 2,317
2,552
 3,047
Hedge margin liabilities17
 575
Self-insurance reserves705
 670
914
 810
Accrued group welfare and retirement plan contributions677
 598
793
 715
Other current liabilities905
 847
1,641
 1,522
Total Current Liabilities12,708
 11,730
15,413
 14,087
Long-Term Debt20,278
 12,394
Long-Term Debt and Finance Leases21,818
 19,931
Non-Current Operating Leases2,391
 
Pension and Postretirement Benefit Obligations7,061
 12,694
10,601
 8,347
Deferred Income Tax Liabilities757
 112
1,632
 1,619
Self-Insurance Reserves1,765
 1,794
1,282
 1,571
Other Non-Current Liabilities1,804
 1,224
1,437
 1,424
Shareowners’ Equity:      
Class A common stock (173 and 180 shares issued in 2017 and 2016)2
 2
Class B common stock (687 and 689 shares issued in 2017 and 2016)7
 7
Class A common stock (156 and 163 shares issued in 2019 and 2018)2
 2
Class B common stock (701 and 696 shares issued in 2019 and 2018)7
 7
Additional paid-in capital
 
150
 
Retained earnings5,858
 4,879
9,105
 8,006
Accumulated other comprehensive loss(4,867) (4,483)(5,997) (4,994)
Deferred compensation obligations37
 45
26
 32
Less: Treasury stock (1 share in 2017 and 2016)(37) (45)
Less: Treasury stock (0.4 shares in 2019 and 0.6 shares in 2018)(26) (32)
Total Equity for Controlling Interests1,000
 405
3,267
 3,021
Noncontrolling Interests30
 24
16
 16
Total Shareowners’ Equity1,030
 429
3,283
 3,037
Total Liabilities and Shareowners’ Equity$45,403
 $40,377
$57,857
 $50,016


See notes to audited, consolidated financial statements.

57



UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
STATEMENTS OF CONSOLIDATED INCOME
(In millions, except per share amounts)
 
Years Ended December 31,Years Ended December 31,
2017 2016 20152019 2018 2017
Revenue$65,872
 $60,906
 $58,363
$74,094
 $71,861
 $66,585
Operating Expenses:          
Compensation and benefits34,588
 34,770
 31,028
38,908
 37,235
 34,577
Repairs and maintenance1,600
 1,538
 1,400
1,838
 1,732
 1,601
Depreciation and amortization2,282
 2,224
 2,084
2,360
 2,207
 2,282
Purchased transportation10,989
 9,129
 8,043
12,590
 13,409
 11,696
Fuel2,690
 2,118
 2,482
3,289
 3,427
 2,690
Other occupancy1,155
 1,037
 1,022
1,392
 1,362
 1,155
Other expenses5,039
 4,623
 4,636
5,919
 5,465
 5,055
Total Operating Expenses58,343
 55,439
 50,695
66,296
 64,837
 59,056
Operating Profit7,529
 5,467
 7,668
7,798
 7,024
 7,529
Other Income and (Expense):          
Investment income and other72
 50
 15
Investment income (expense) and other(1,493) (400) 61
Interest expense(453) (381) (341)(653) (605) (453)
Total Other Income and (Expense)(381) (331) (326)(2,146) (1,005) (392)
Income Before Income Taxes7,148
 5,136
 7,342
5,652
 6,019
 7,137
Income Tax Expense2,238
 1,705
 2,498
1,212
 1,228
 2,232
Net Income$4,910
 $3,431
 $4,844
$4,440
 $4,791
 $4,905
Basic Earnings Per Share$5.64
 $3.89
 $5.38
$5.14
 $5.53
 $5.63
Diluted Earnings Per Share$5.61
 $3.87
 $5.35
$5.11
 $5.51
 $5.61


STATEMENTS OF CONSOLIDATED COMPREHENSIVE INCOME (LOSS)
(In millions)
 
Years Ended December 31,Years Ended December 31,
2017 2016 20152019 2018 2017
Net Income$4,910
 $3,431
 $4,844
$4,440
 $4,791
 $4,905
Change in foreign currency translation adjustment, net of tax86
 (119) (440)48
 (149) 86
Change in unrealized gain (loss) on marketable securities, net of tax(1) 
 (1)6
 
 (1)
Change in unrealized gain (loss) on cash flow hedges, net of tax(321) (112) 6
72
 485
 (321)
Change in unrecognized pension and postretirement benefit costs, net of tax(148) (712) 489
(1,129) 272
 (148)
Comprehensive Income (Loss)$4,526
 $2,488
 $4,898
$3,437
 $5,399
 $4,521


See notes to audited, consolidated financial statements.

58









UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
STATEMENTS OF CONSOLIDATED CASH FLOWS
(In millions)
 
Years Ended December 31,Years Ended December 31,
2017 2016 20152019 2018 2017
Cash Flows From Operating Activities:          
Net income$4,910
 $3,431
 $4,844
$4,440
 $4,791
 $4,905
Adjustments to reconcile net income to net cash from operating activities:          
Depreciation and amortization2,282
 2,224
 2,084
2,360
 2,207
 2,282
Pension and postretirement benefit expense1,643
 3,725
 1,189
3,141
 2,242
 1,643
Pension and postretirement benefit contributions(7,794) (2,668) (1,229)(2,362) (186) (7,794)
Self-insurance reserves
 (21) (80)(185) (86) 
Deferred tax expense1,230
 123
 540
Deferred tax (benefit) expense100
 758
 1,224
Stock compensation expense584
 591
 574
915
 634
 584
Other (gains) losses37
 (198) (185)74
 293
 37
Changes in assets and liabilities, net of effect of acquisitions:     
Changes in assets and liabilities, net of effects of business acquisitions:     
Accounts receivable(1,022) (704) (452)(717) (421) (1,022)
Other assets(982) (14) 414
698
 754
 (984)
Accounts payable592
 461
 (147)419
 1,034
 599
Accrued wages and withholdings193
 109
 (63)(446) 505
 200
Other liabilities(241) (561) (6)182
 170
 (243)
Other operating activities47
 (25) (53)20
 16
 48
Net cash from operating activities1,479
 6,473
 7,430
8,639
 12,711
 1,479
Cash Flows From Investing Activities:          
Capital expenditures(5,227) (2,965) (2,379)(6,380) (6,283) (5,227)
Proceeds from disposals of property, plant and equipment24
 88
 26
65
 37
 24
Purchases of marketable securities(1,634) (4,816) (7,415)(561) (973) (1,630)
Sales and maturities of marketable securities1,990
 5,724
 6,388
883
 886
 1,990
Net decrease in finance receivables5
 9
 5
Cash paid for business acquisitions(134) (547) (1,904)
Net change in finance receivables13
 4
 5
Cash paid for business acquisitions, net of cash and cash equivalents acquired(6) (2) (134)
Other investing activities1
 (59) (30)(75) 1
 1
Net cash used in investing activities(4,975) (2,566) (5,309)
Net cash (used in) investing activities(6,061) (6,330) (4,971)
Cash Flows From Financing Activities:          
Net change in short-term debt(250) (88) 2,529
310
 63
 (250)
Proceeds from long-term borrowings12,016
 5,927
 3,783
5,205
 1,202
 12,016
Repayments of long-term borrowings(3,939) (3,805) (2,724)(3,096) (2,887) (3,939)
Purchases of common stock(1,813) (2,678) (2,702)(1,004) (1,011) (1,813)
Issuances of common stock247
 245
 249
218
 240
 247
Dividends(2,771) (2,643) (2,525)(3,194) (3,011) (2,771)
Other financing activities(203) (98) (175)(166) (288) (203)
Net cash from (used in) financing activities3,287
 (3,140) (1,565)
Effect Of Exchange Rate Changes On Cash And Cash Equivalents53
 (21) (117)
Net Increase (Decrease) In Cash And Cash Equivalents(156) 746
 439
Cash And Cash Equivalents:     
Net cash (used in)/from financing activities(1,727) (5,692) 3,287
Effect Of Exchange Rate Changes On Cash, Cash Equivalents and Restricted Cash20
 (91) 53
Net Increase (Decrease) In Cash, Cash Equivalents and Restricted Cash871
 598
 (152)
Cash, Cash Equivalents and Restricted Cash:     
Beginning of period3,476
 2,730
 2,291
4,367
 3,769
 3,921
End of period$3,320
 $3,476
 $2,730
$5,238
 $4,367
 $3,769
Cash Paid During The Period For:          
Interest (net of amount capitalized)$428
 $373
 $345
$628
 $595
 $428
Income taxes (net of refunds and overpayments)$1,559
 $2,064
 $1,913
$514
 $2
 $1,559
See notes to audited, consolidated financial statements.

59









UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1. 1. SUMMARY OF ACCOUNTING POLICIES
Basis of Financial Statements and Business Activities
The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”), and include the accounts of United Parcel Service, Inc., and all of its consolidated subsidiaries (collectively “UPS” or the “Company”). All intercompany balances and transactions have been eliminated.
UPS concentrates its operations in the field ofWe provide transportation services, primarily domestic and international letter and package delivery. Through our Supply Chain & Freight subsidiaries, we are also a global provider of specialized transportation, logistics and financial services.
Use of Estimates
The preparation of our consolidated financial statements requires the use of estimates and assumptions that affect the reported amounts of assets and liabilities, the reported amounts of revenues and expenses and the disclosure of contingencies. Estimates have been prepared on the basis of the most current and best information, and actual results could differ materially from those estimates.
Revenue Recognition
U.S. Domestic and International Package Operations—Revenue is recognized upon delivery of a letter or package.over time as we perform the services in the contract.
Forwarding and Logistics—Freight forwarding revenue and the expense related to the transportation of freight are recognized atover time as we perform the time the services are completed.services. Truckload freight brokerage revenue and related transportation costs are recognized upon delivery ofover time as we perform the shipment by a third-party carrier. Logistics and distribution revenue is recognized upon performance of the service provided.services. Customs brokerage revenue is recognized upon completing documents necessary for customs entry purposes.
Logistics —In our Logistics business we have a right to consideration from customers in an amount that corresponds directly with the value to the customers of our performance completed to date, and as such we recognize revenue in the amount to which we have a right to invoice the customer.
UPS Freight—Revenue is recognized upon delivery of a less-than-truckload (“LTL”) or truckload (“TL”) shipment.
In our transportation businesses,over time as we utilize independent contractors and third-party carriersperform the services in the performance of some transportation services. In situations where we act as principal party to the transaction, we recognize revenue on a gross basis; in circumstances where we act as an agent, we recognize revenue net of the cost of the purchased transportation.contract.
Financial Services—Income on loans and direct finance leases is recognized on the effective interest method. Accrual of interest income is suspended at the earlier of the time at which collection of an account becomes doubtful or the account becomes 90 days delinquent. Income on operating leases is recognized on the straight-line method over the terms of the underlying leases.
Principal vs. Agent Considerations—We utilize independent contractors and third-party carriers in the performance of some transportation services. GAAP requires us to evaluate whether our businesses themselves promise to transfer services to the customer (as the principal) or to arrange for services to be provided by another party (as the agent) using a control model. Based on our evaluation of the control model, we determined that all of our major businesses act as the principal rather than the agent within their revenue arrangements. Revenue and the associated purchased transportation costs are reported on a gross basis within our statements of consolidated income.
Refer to note 2 for further discussion of our revenue recognition policies.
Cash and Cash Equivalents
Cash and cash equivalents consist of highly liquid investments that are readily convertible into cash. We consider securities with maturities of three months or less, when purchased, to be cash equivalents. The carrying amount of these securities approximates fair value because of the short-term maturity of these instruments.



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UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS





Investments
MarketableDebt securities are either classified as trading or available-for-sale securities and are carried at fair value. Unrealized gains and losses on trading securities are reported as investment income (expense) and other on the statements of consolidated income. Unrealized gains and losses on available-for-sale securities are reported as accumulated other comprehensive income (“AOCI”), a separate component of shareowners’ equity. The amortized cost of debt securities is adjusted for amortization of premiums and accretion of discounts to maturity. Such amortization and accretion is included in investment income (expense) and other, along with interest and dividends. The cost of securities sold is based on the specific identification method; realized gains and losses resulting from such sales are included in investment income (expense) and other.
UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS





We periodically review our available-for-sale investments for indications of other-than-temporary impairment considering many factors, including the extent and duration to which a security’s fair value has been less than its cost, overall economic and market conditions and the financial condition and specific prospects for the issuer. Impairment of available-for-sale securities results in a charge to income when a market decline below cost is other-than-temporary.
Accounts Receivable
Losses on accounts receivable are recognized when they are incurred, which requires us to make our best estimate of the probable losses inherent in our customer receivables at each balance sheet date. These estimates require consideration of historical loss experience, adjusted for current conditions, trends in customer payment frequency and judgments about the probable effects of relevant observable data, including present economic conditions and the financial health of specific customers and market sectors. Our risk management process includes standards and policies for reviewing major account exposures and concentrations of risk.
Our total allowance for doubtful accounts as of December 31, 2017 and 2016 was $104 and $102 million, respectively. Our total provision for doubtful accounts charged to expense during the years ended December 31, 2017, 2016 and 2015 was $133, $116 and $121 million, respectively.
Inventories
Fuel and other materials and supplies inventories are recognized as inventory when purchased, and then charged to expense when used in our operations. Jet fuel, diesel and unleaded gasoline inventories are valued at the lower of average cost or market.net realizable value. Total inventories were $404$511 and $342$421 million as of December 31, 20172019 and 2016,2018, respectively, and are included in “other“Other current assets” on the consolidated balance sheets.
Property, Plant and Equipment
Property, plant and equipment are carried at cost. We evaluate the useful lives of our property, plant and equipment based on our usage, maintenance and replacement policies, and taking into account physical and economic factors that may affect the useful lives of the assets. As part of our ongoing investment in transformation in 2018, we revised our estimates of useful lives for building improvements, vehicles and plant equipment based on our current assessment of these factors. In 2019, we revised our estimates of useful lives and residual values for certain airframes, engines and related rotable parts. The changes in estimate had the effect of lengthening the useful lives of building improvements, vehicles, plant equipment and certain aircraft, and reduced the useful lives and residual values of the majority of our used aircraft.
Depreciation and amortization are provided by the straight-line method over the estimated useful lives of the assets, which are as follows: Vehicles—3 to 15 years; Aircraft—
Aircraft: 12 to 30 years; Buildings—40 years
Buildings: 20 to 40 years; years
Leasehold Improvements—Improvements: lesser of asset useful life or lease term; term
Plant Equipment—Equipment: 3 to 20 years; years
Technology Equipment—Equipment: 3 to 5 years. Theyears
Vehicles: 6 to 15 years
For substantially all of our aircraft, the costs of major airframe and engine overhauls, as well as routine maintenance and repairs, are charged to expense as incurred.
Interest incurred during the construction period of certain property, plant and equipment is capitalized until the underlying assets are placed in service, at which time amortization of the capitalized interest begins, straight-line, over the estimated useful lives of the related assets. Capitalized interest was $49, $14$91 and $13$97 million for 2017, 2016,in 2019 and 2015,2018, respectively.
We review long-lived assets for impairment when circumstances indicate the carrying amount of an asset may not be recoverable based on theits undiscounted future cash flows of the asset.flows. If the carrying amount of the asset is determined not to be recoverable, a write-down to fair value is recorded. Fair values are determined based on quoted market values, discounted cash flows or external appraisals, as appropriate. We review long-lived assets for impairment at the individual asset or the asset group level for which the lowest level of independent cash flows can be identified.
Leased Assets
For a discussion of our accounting policies related to leased assets, refer to note 10.


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UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS





Goodwill and Intangible Assets
Costs of purchased businesses in excess of net identifiable assets acquired (goodwill), and indefinite-lived intangible assets are tested for impairment at least annually, unless changes in circumstances indicate an impairment may have occurred sooner. We are required to test goodwill on a “reporting unit”reporting unit basis. A reporting unit is the operating segment unless, for businesses within that operating segment, discrete financial information is prepared and regularly reviewed by management, in which case such a component business is the reporting unit.
During the third quarter of 2017, we changed the measurement date of our annual goodwill impairment test from October 1st to July 1st. This change better aligns the timing of the goodwill impairment test with our long-term business planning process. The change was not material to our consolidated financial statements as it did not result in the delay, acceleration or avoidance of an impairment charge.
UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS





In assessing goodwill for impairment, we initially evaluate qualitative factors to determine if it is more likely than not that the fair value of a reporting unit is less than its carrying amount. We consider several factors, including macroeconomic conditions, industry and market conditions, overall financial performance of the reporting unit, changes in management, strategy or customers and relevant reporting unit-specific events such as a change in the carrying amount of net assets, a more likely than not expectation of selling or disposing of all, or a portion of, a reporting unit, and the testing for recoverability of a significant asset group within a reporting unit. If this qualitative assessment results in a conclusion that it is more likely than not that the fair value of a reporting unit exceeds the carrying value, then no further testing is performed for that reporting unit.
If the qualitative assessment is not conclusive and it is necessary to calculate the fair value of a reporting unit, then we utilize a two-step process to test goodwill for impairment. First, a comparison of the fair value of the applicable reporting unit with the aggregate carrying value, including goodwill, is performed. If the carrying amount of a reporting unit exceeds its calculated fair value, then the second step is performed, and an impairment charge is recognized for the amount, if any, by which the carrying amount of goodwill exceeds its implied fair value. We primarily determine the fair value of our reporting units using a discounted cash flow model and supplement this with observable valuation multiples for comparable companies, as appropriate.
A trade name with a carrying value of $200 million and licenses with a carrying value of $5$4 million as of December 31, 20172019 are considered to be indefinite-lived intangibles, and therefore are not amortized. Indefinite-lived intangible assets are reviewed for impairment at least annually. We determined that the income approach, specifically the relief from royalty method, is the most appropriate valuation method to estimate the fair value of the trade name. The estimated fair value of the trade name is compared to the carrying value of the asset. If the carrying value of the trade name exceeds its estimated fair value, an impairment charge is recognized for the amount by which the carrying amount of the asset exceeds its fair value.
Finite-lived intangible assets, including trademarks, licenses, patents, customer lists, non-compete agreements and franchise rights are amortized on a straight-line basis over the estimated useful lives of the assets, which range from 2 to 22 years. Capitalized software is generally amortized over 7 years.
Self-Insurance Accruals
We self-insure costs associated with workers’ compensation claims, automotiveautomobile liability, health and welfare and general business liabilities, up to certain limits. Insurance reserves are established for estimates of the loss that we will ultimately incur on reported claims, as well as estimates of claims that have been incurred but not yet reported. Recorded balances areThe expected ultimate cost for claims incurred is estimated based on reserve levels, which incorporateupon historical loss experience and judgments about the present and expected levels of cost per claim. Trends in actual experience are a significant factor in the determination of suchour reserves.
Workers’ compensation, automobile liability and general liability insurance claims may take several years to completely settle. Consequently, actuarial estimates are required to project the ultimate cost that will be incurred to fully resolve the claims.a claim. A number of factors can affect the actual cost of a claim, including the length of time the claim remains open, trends in healthcare costs, and the results of any related litigation.litigation and with respect to workers’ compensation claims, changes in legislation. Furthermore, claims may emerge in a future yearsyear for events that occurred in a prior year at a rate that differs from previous actuarial projections. Changes in state legislation with respect to workers' compensation can affect the adequacy of our self-insurance accruals. All of these factors can result in revisions to prior actuarial projections and produce a material difference between estimated and actual operating results. PriorBased on our historical experience, during 2019 we changed our self-insurance reserves from the central estimate to 2017, outsidethe low end of the actuarial studies were performed semi-annuallyrange of losses. The principal result of this change was a decrease in expense of $94 million and we used the studies to estimate the liabilityan increase in intervening quarters. Beginningnet income of $72 million, or $0.08 per share on a basic and diluted basis. We believe our estimated reserves for such claims are adequate, but actual experience in 2017, outside actuarial studies are now performed quarterly as we believe this provides us with better quarterlyclaim frequency and/or severity could materially differ from our estimates and affect our results of our outstanding workers' compensation liability.operations.
We sponsor a number of health and welfare insurance plans for our employees. These liabilities and related expenses are based on estimates of the number of employees and eligible dependents covered under the plans, anticipated medical usage by participants and overall trends in medical costs and inflation.

62

UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS





Pension and Postretirement Benefits
We incur certain employment-related expenses associated with pension and postretirement medical benefits. These pension and postretirement medical benefit costs for company-sponsored benefit plans are calculated using various actuarial assumptions and methodologies, including discount rates, expected returns on plan assets, healthcare cost trend rates, inflation, compensation increase rates, mortality rates and coordination of benefits with plans not sponsored by UPS. Actuarial assumptions are reviewed on an annual basis, unless circumstances require an interim remeasurement forof any of our plans.

UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS





We recognize changes in the fair value of plan assets and net actuarial gains or losses in excess of a corridor (defined as 10% of the greater of the fair value of plan assets or the plans'plan's projected benefit obligations)obligation) in pension expensenet periodic benefit cost other than service cost annually at December 31st each year. The remaining components of pension expense, primarily service and interest costs and the expected return on plan assets, are recorded on a quarterly basis.
Effective July 1, 2016, the UPS Retirement Plan was closed to new non-union participants. For eligible employees hired after July 1, 2016, UPS contributes annually to a defined contribution plan. We recognize expense for the required contribution quarterly, and we recognize a liability for any contributions due and unpaid (included in “other“Other current liabilities”).
During June 2017, we amended the UPS Retirement Plan and Excess Coordinating PlansPlan to cease accrual of additional benefits for future service for non-union participants effective January 1, 2023. We remeasured plan assets and pension benefit obligations compensation for the affected pension plans as of June 30, 2017 to recognize the impact of this change.
We participate in a number of trustee-managed multiemployer pension and health and welfare plans for employees covered under collective bargaining agreements. Our contributions to these plans are determined in accordance with the respective collective bargaining agreements. We recognize expense for the contractually required contribution for each period, and we recognize a liability for any contributions due and unpaid (included in “otherwithin “Other current liabilities”).
Income Taxes
Income taxes are accounted for on an asset and liability approach that requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in our consolidated financial statements or tax returns. In estimating future tax consequences, we generally consider all expected future events other than proposed changes in the tax law or rates. Valuation allowances are provided if it is more likely than not that a deferred tax asset will not be realized.
We recognize liabilities for uncertain tax positions based on a two-step process. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates that it is more likely than not that the position will be sustained on audit, including resolution of related appeals or litigation processes, if any. Once it is determined that the position meets the recognition threshold, the second step requires us to estimate and measure the largest amount of tax benefit that is more likely than not to be realized upon ultimate settlement. The difference between the amount of recognizable tax benefit and the total amount of tax benefit from positions filed or to be filed with the tax authorities is recorded as a liability for uncertain tax benefits. It is inherently difficult and subjective to estimate such amounts, as we have to determine the probability of various possible outcomes. We reevaluate uncertain tax positions on a quarterly basis. This evaluation is based on factors including, but not limited to, changes in facts or circumstances, changes in tax law, effectively settled issues under audit and new audit atctivity.activity. Such a change in recognition or measurement could result in the recognition of a tax benefit or an additional charge to the tax provision.
In January 2018, the FASBFinancial Accounting Standards Board ("FASB") released guidance on the accounting for tax on the global intangible low-taxed incomeGlobal Intangible Low-Taxed Income ("GILTI") provisions of the Tax Cuts and Jobs Act (the "Tax Act"). The GILTI provisions impose aU.S. tax on certain foreign income in excess of a deemed return on tangible assets of foreign corporations. The guidance indicates that either accounting for deferred taxes related to GILTI inclusions or treating any taxes on GILTI inclusions as period costs are both acceptable methods subject to an accounting policy election. We elect to treat any potential GILTI inclusions as period costs.
Foreign Currency Translation and Remeasurement
We translate the results of operations of our foreign subsidiaries using average exchange rates during each period, whereas balance sheet accounts are translated using exchange rates at the end of each period. Balance sheet currency translation adjustments are recorded in AOCI. Pre-tax foreign currency transaction gains (losses) from remeasurement, net of hedging, included in other operating expenses, investment income (expense) and interest expenseother were $3, $5$(6), $(19) and $7$3 million in 2019, 2018 and 2017, 2016 and 2015, respectively.

63

UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS










Stock-Based Compensation
All share-based awards to employees are measured based on their fair values and expensed over the period during which an employee is required to provide service in exchange for the award (the vesting period), less estimated forfeitures. We issuehave issued employee share-based awards under the UPS Incentive Compensation Plan that are subject to specific vesting conditions;conditions, including service conditions, where the awards cliff vest or vest ratably over a one, three, or five year period (the "nominal vesting period”) or at the date the employee retires (as defined by the plan), if earlier. Compensation cost is generally recognized immediately for awards granted to retirement-eligible employees, or over the period from the grant date to the date retirement eligibility is achieved, if that is expected to occur during the nominal vesting period. We estimate forfeiture rates based on historical rates of forfeitures for awards with similar characteristics, historical rates of employee turnover and the nature and terms of the vesting conditions of the awards. We reevaluate our forfeiture rates on an annual basis.
Fair Value Measurements
Our financial assets and liabilities measured at fair value on a recurring basis have been categorized based upon a fair value hierarchy. Level 1 inputs utilize quoted prices in active markets for identical assets or liabilities. Level 2 inputs are based on other observable market data, such as quoted prices for similar assets and liabilities, and inputs other than quoted prices that are observable, such as interest rates and yield curves. Level 3 inputs are developed from unobservable data reflecting our own assumptions, and include situations where there is little or no market activity for the asset or liability.
Certain non-financial assets and liabilities are measured at fair value on a nonrecurring basis, including property, plant, and equipment, goodwill and intangible assets. These assets are not measured at fair value on a recurring basis; however, they are subject to fair value adjustments in certain circumstances, such as when there is evidence of an impairment. A general description of the valuation methodologies used for assets and liabilities measured at fair value, including the general classification of such assets and liabilities pursuant to the valuation hierarchy, is included in each footnote with fair value measurements present.


WeFor acquisitions, we allocate the fair value of purchase consideration to the tangible assets acquired, liabilities assumed and intangible assets acquired based on their estimated fair values. The excess of the fair value of purchase consideration over the fair values of these identifiable assets and liabilities is recorded as goodwill. Such valuations require management to make significant estimates and assumptions, especially with respect to intangible assets. Significant estimates in valuing certain intangible assets, include,including but are not limited to, future expected cash flows from acquired customers, acquired technology and trade names from a market participant perspective, useful lives and discount rates. Management’s estimates of fair value are based upon assumptions believed to be reasonable, but which are inherently uncertain and unpredictable and, as a result, actual results may differ from estimates. During the measurement period, which is one year from the acquisition date, we may record adjustments to the assets acquired and liabilities assumed, with the corresponding offset to goodwill. Upon the conclusion of the measurement period, any subsequent adjustments are recorded to earnings.
Derivative Instruments
All financialWe recognize all derivative instruments are recorded on ouras assets or liabilities in the consolidated balance sheets at fair value. Derivatives not designated as hedges must be adjusted to fair value through income. If a derivative is designated as a hedge,The accounting for changes in its fair value that are considered to be effective, as defined, either (depending on the nature of the hedge) offset the change in fair value of a derivative instrument depends on whether it has been designated and qualifies as part of a hedging relationship and, further, on the type of hedging relationship. For those derivative instruments that are designated and qualify as hedging instruments, a company must designate the derivative, based upon the exposure being hedged, as a cash flow hedge, a fair value hedge or a hedge of a net investment in a foreign operation.
A cash flow hedge refers to hedging the exposure to variability in expected future cash flows that is attributable to a particular risk. For derivative instruments that are designated and qualify as cash flow hedges, the gain or loss on the derivative instrument is reported as a component of AOCI, and reclassified into earnings in the same period during which the hedged assets, liabilities or firm commitments through income, or are recorded in AOCI until the hedged item is recorded in income. Any portion of a change in a hedge’stransaction affects earnings.
A fair value hedge refers to hedging the exposure to changes in the fair value of an existing asset or liability in the consolidated balance sheets that is consideredattributable to be ineffective,a particular risk. For derivative instruments that are designated and qualify as fair value hedges, the gain or is excluded from the measurement of effectiveness, is recorded immediately in income.
Adoption of New Accounting Standards
In March 2016, the Financial Accounting Standards Board ("FASB") issued an accounting standards update that simplifies the income tax accounting and cash flow presentation related to share-based compensation by requiring the recognition of all excess tax benefits and deficiencies directlyloss on the income statement and classification as cash flows from operating activities on the statement of cash flows. This new guidance became effective for us in the first quarter of 2017 and we adopted the statements of consolidated cash flows presentation on a prospective basis. The impact to income tax expense in 2017derivative instrument is recognized in the statements of consolidated income was a benefitduring the current period, as well as the offsetting gain or loss on the hedged item.
A net investment hedge refers to the use of $71 million. Additionally, we have electedcross currency swaps, forward contracts or foreign currency denominated debt to continue estimating forfeitures expectedhedge portions of net investments in foreign operations. For hedges that meet the hedge accounting requirements, the net gains or losses attributable to occur to determinechanges in spot exchange rates are recorded in the amount of compensation cost to be recognized each period.foreign currency translation adjustment within AOCI, and are recorded in the income statement when the hedged item affects earnings.

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In September 2015, the FASB issued an accounting standards update that simplifies the accounting for measurement-period adjustments related to business combinations. This update removes the requirement to retrospectively apply adjustments made to estimated amounts recognized in a business combination. This update permits the purchaser to adjust the estimated amounts in the reporting period in which the adjustment amounts are determined. This new guidance would have become effective for us in the first quarterAdoption of 2016; however, we elected to early adopt this standard in the third quarter of 2015. This accounting standards update did not have a material impact on our consolidated financial position or results of operations.
New Accounting Standards Issued But Not Yet Effective
In February 2018, the FASB issued an accounting standards update that allows a reclassification from AOCI to retained earnings for stranded tax effects resulting from the Tax Act.  The guidance will generally be applied either in the period of adoption or retrospectively to each period (or periods) in which the effect of the change in the U.S. federal corporate income tax rate in the Tax Act is recognized. The update becomes effective for us in the first quarter of 2019, but early adoption is permitted. We are currently evaluating this update to determine the full impact of its adoption.
In August 2017, the FASB issued an accounting standards update to enhance recognition of the economic results of hedging activities in the financial statements. In addition, this update makes certain targeted improvements to simplify the application of the hedge accounting guidance and increase transparency regarding the scope and results of hedging activities. The guidance will generally be applied prospectively and becomes effective for us in the first quarter of 2019, but early adoption is permitted. We are currently evaluating this update to determine the full impact of its adoption but do not expect this accounting standards update to have a material impact on our consolidated financial position, results of operations or cash flows.
In May 2017, the FASB issued an accounting standards update to provide clarity and reduce complexity on when to apply modification accounting to existing share-based payment awards. The guidance will be applied prospectively. We adopted this standard on January 1, 2018. This accounting standards update does not have a material impact on our consolidated financial position, results of operations or cash flows.
In March 2017, the FASB issued an accounting standards update to require the premium on callable debt securities to be amortized to the earliest call date. The amortization period for callable debt securities purchased at a discount would not be impacted by the proposed update. Under current GAAP, premiums on callable debt securities are generally amortized over the contractual life of the security. Only in cases when an entity has a large number of similar securities is it allowed to consider estimates of principal prepayments. Amortization of the premium over the contractual life of the instrument can result in losses being recorded for the unamortized premium if the issuer exercises the call feature prior to maturity. The standard will be effective for us in the first quarter of 2019, but early adoption is permitted. We are currently evaluating this update to determine the full impact of its adoption but do not expect this accounting standards update to have a material impact on our consolidated financial position, results of operations or cash flows.
In March 2017, the FASB issued an accounting standards update to improve the presentation of net periodic pension cost and net periodic postretirement benefit cost. The update requires employers to report the current service cost component in the same line item as other compensation costs arising from services rendered by employees during the period. The other components of net benefit cost are required to be presented separately from service cost and outside of income from operations. In accordance with the update, only the service cost component will be eligible for capitalization. The guidance in this update will be applied retrospectively for the presentation of service cost and other components of net benefit cost, and prospectively for the capitalization of the service cost component in assets. We adopted this standard on January 1, 2018. As a result of this update, the net amount of interest cost, prior service cost, expected return on plan assets and the actuarial gain (loss) in excess of the 10% corridor will be presented as other income (expense). For the years ended December 31, 2017, 2016 and 2015, non-service cost components amounted to an $11 million expense, a $2.236 billion expense, and a $420 million benefit, respectively, which were recognized in "Compensation and benefits" on the statements of consolidated income. After adoption, the non-service cost components will be recognized in "Other Income and (Expense)" on the statements of consolidated income.
In January 2017, the FASB issued an accounting standards update to simplify the accounting for goodwill impairment. The update removes Step 2 of the goodwill impairment test, which requires a hypothetical purchase price allocation. A goodwill impairment will now be the amount by which a reporting unit’s carrying value exceeds its fair value, not to exceed the carrying amount of goodwill. The standard will be effective for us in the first quarter of 2020, but early adoption is permitted. We are currently evaluating this update to determine the full impact of its adoption but do not expect this accounting standards update to have a material impact on our consolidated financial position, results of operations or cash flows.
UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS





In November 2016, the FASB issued an accounting standards update that is intended to reduce diversity in practice by adding or clarifying guidance on classification and presentation of changes in restricted cash on the statement of cash flows. The guidance in this update will be applied retrospectively. We adopted this standard on January 1, 2018. As a result of this update, restricted cash will be included within cash and cash equivalents on our statements of consolidated cash flows. As of December 31, 2017 and 2016, we had $449 and $445 million, respectively, in investments and restricted cash primarily associated with our self-insurance requirements.
In August 2016, the FASB issued an accounting standards update that addresses the classification and presentation of specific cash flow issues that currently result in diverse practices. The guidance also clarifies how the predominance principle should be applied when cash receipts and cash payments have aspects of more than one class of cash flows. The guidance will be applied retrospectively. We adopted this standard on January 1, 2018. We have evaluated the impact of this standard on our statements of consolidated cash flows, and have determined that this standard does not have a material impact.
In February 2016, the FASB issued an accounting standards update that requires lessees to recognize a right-of-use asset and lease liability on the balance sheet for all leases with terms beyond twelve months. Although the distinction between operating and finance leases will continue to exist under the new standard, the recognition and measurement of expenses and cash flows will not change significantly from the current treatment. This new guidance requires modified retrospective application and becomes effective for us in the first quarter of 2019, but early adoption is permitted. We are currently evaluating this update to determine the full impact of its adoption on our consolidated financial position, results of operations, cash flows and related disclosures, as well as the impact of adoption on policies, practices and systems. As of December 31, 2017, we have $1.637 billion of future minimum operating lease commitments that are not currently recognized on our consolidated balance sheet (see note 8). Therefore, we expect material changes to our consolidated balance sheets.
In January 2016, the FASB issued an accounting standards update which addresses certain aspects of the recognition, measurement, presentation and disclosure of financial instruments. We adopted this standard on January 1, 2018. This accounting standards update does not have a material impact on our consolidated financial position, results of operations or cash flows.
In May 2014, the FASB issued an accounting standards update ("ASU") that changes the revenue recognition for companies that enter into contracts with customers to transfer goods or services.services ("Revenue from Contracts with Customers"). The standard is a comprehensive new revenue recognition model that requires revenue to be recognized in a manner depicting the transfer of goods or services to a customer at an amount that reflects the consideration expected to be received in exchange for those goods or services. The FASB has also issued a number of updates to this standard. Effective January 1, 2018, we adopted the requirements of this ASU using the full retrospective method. See note 2 for disclosures required by this ASU.
In January 2016, the FASB issued an ASU which addresses certain aspects of the recognition, measurement, presentation and disclosure of financial instruments. We adopted thethis standard on January 1, 2018. Companies may use eitherThe adoption of this ASU did not have a full retrospectivematerial impact on our consolidated financial position, results of operations or cash flows.
In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which requires lessees to recognize a right-of-use asset and lease liability on their balance sheet for all leases with terms beyond twelve months. The new standard also requires enhanced disclosures that provide more transparency and information to financial statement users about lease portfolios. Effective January 1, 2019, we adopted the requirements of this ASU using the modified retrospective approachapproach. We elected the transition package of practical expedients permitted within the standard. As a result, we did not reassess initial direct costs, lease classification, or whether our contracts contain or are leases. We also made an accounting policy election to adoptnot recognize right-of-use assets and liabilities for leases with an original lease term of twelve months or less, unless the leases include options to renew or purchase the underlying asset that are reasonably certain to be exercised.
The adoption on January 1, 2019 resulted in the recognition of right-of-use assets for operating leases of approximately $2.65 billion and operating lease liabilities of approximately $2.70 billion. The consolidated financial statements for the year ended December 31, 2019 are presented under the new standard, while comparative periods presented have not been adjusted and continue to be reported in accordance with the previous standard. See note 10 for additional disclosures required by this standard.ASU.
In August 2016, the FASB issued an ASU that addressed the classification and presentation of specific cash flow matters. The guidance also clarified how the predominance principle should be applied when cash receipts and cash payments have aspects of more than one class of cash flows. The guidance was applied retrospectively. We adopted this standard on January 1, 2018. This standard did not have a material impact on our statements of consolidated cash flows.
In November 2016, the FASB issued an ASU intended to reduce diversity in practice by adding or clarifying guidance on classification and presentation of changes in restricted cash on the statement of cash flows ("Restricted Cash"). Effective January 1, 2018, we adopted the requirements of this ASU retrospectively. As a result of this update, restricted cash is included within cash and cash equivalents on our statements of consolidated cash flows.
In March 2017, the FASB issued an ASU to improve the presentation of net periodic pension cost and net periodic postretirement benefit cost ("Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost"). The update requires employers to report the current service cost component in the same line item as other compensation costs arising from services rendered by employees during the period. The other components of net periodic benefit cost are required to be presented separately from service cost and outside of income from operations. Effective January 1, 2018, we adopted the requirements of this ASU retrospectively, as required. As a result of this update, the net amount of interest cost, prior service cost and expected return on plan assets is now presented as other income.
In March 2017, the FASB issued an ASU requiring the premium on callable debt securities to be amortized to the earliest call date. We adopted this standard usingon January 1, 2019. It did not have a full retrospectivematerial impact on our consolidated financial position, results of operations or cash flows.
In May 2017, the FASB issued an ASU to provide clarity and reduce complexity on when to apply modification accounting to existing share-based payment awards. We adopted this standard on January 1, 2018. This ASU did not have a material impact on our consolidated financial position, results of operations or cash flows.
In August 2017, the FASB issued an ASU to enhance recognition of the economic results of hedging activities in the financial statements. In addition, the update made certain targeted improvements to simplify the application of hedge accounting guidance and increase transparency regarding the scope and results of hedging activities. We adopted this standard on January 1, 2019. It did not have a material impact on our consolidated financial position, results of operations or cash flows but did require additional disclosures. See note 16 for disclosures required by this ASU.
In February 2018, the FASB issued an ASU that allows a reclassification from AOCI to retained earnings for stranded tax effects resulting from the Tax Act. Effective January 1, 2018, we early adopted this ASU and elected to reclassify the income tax effects of the Tax Act from AOCI to retained earnings. This resulted in a $735 million increase to retained earnings and a $735 million decrease to AOCI. Our current accounting policy for releasing income tax effects from other comprehensive income is based on a portfolio approach.
We have determined
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UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
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In August 2018, the FASB issued an ASU that revenue recognition will be acceleratedmodifies the disclosure requirements for employers that sponsor defined benefit pension and postretirement plans. The update eliminates the transportation businesses as the standard requires revenuedisclosures for amounts in AOCI expected to be recognized as components of net periodic cost over the next fiscal year and the effects of a one percentage point change in the assumed healthcare cost trend rate. The update adds disclosure requirements to include the weighted-average interest crediting rates for cash balance plans and a narrative description of the significant gains and losses related to changes in the benefit obligation for the period. We early adopted this standard for the year ended December 31, 2018 with retrospective application. The adoption of this ASU did not have a material impact on our consolidated financial position, results of operations or cash flows.
We have recast our consolidated financial statements from amounts previously reported due to the adoption of new revenue recognition, pension and restricted cash standards. The unaudited consolidated statements of operations, which reflect the adoption of the new ASUs, are as follows (in millions):
 Twelve months ended December 31, 2017
 As Previously Reported Adjustments (a) Adjustments (b) Adjustments (c) As Recast
Revenue$65,872
 $713
 $
 $
 $66,585
Operating Expenses:         
Compensation and benefits34,588
 
 (11) 
 34,577
Repairs and maintenance1,600
 1
 
 
 1,601
Depreciation and amortization2,282
 
 
 
 2,282
Purchased transportation10,989
 707
 
 
 11,696
Fuel2,690
 
 
 
 2,690
Other occupancy1,155
 
 
 
 1,155
Other expenses5,039
 16
 
 
 5,055
Total Operating Expenses58,343
 724
 (11) 
 59,056
Operating Profit7,529
 (11) 11
 
 7,529
Other Income and (Expense):         
Investment income (expense) and other72
 
 (11) 
 61
Interest expense(453) 
 
 
 (453)
Total Other Income and (Expense)(381) 
 (11) 
 (392)
Income Before Income Taxes7,148
 (11) 
 
 7,137
Income Tax Expense (Benefit)2,238
 (6) 
 
 2,232
Net Income$4,910
 $(5) $
 $
 $4,905
Basic Earnings Per Share$5.64
 $(0.01) $
 $
 $5.63
Diluted Earnings Per Share$5.61
 $
 $
 $
 $5.61
(a) Recast to reflect the adoption of Revenue from Contracts with Customers.
(b) Recast to reflect the adoption of Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost.
(c) Recast to reflect the adoption of Restricted Cash.

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The unaudited impacted consolidated statement of cash flows line items, which reflect the adoption of the new ASUs, are as follows (in millions):
 Twelve Months Ended December 31, 2017
 As Previously Reported Adjustments (a) Adjustments (b) Adjustments (c) As Recast
Net Income$4,910
 $(5) $
 $
 $4,905
Adjustments to reconcile net income to net cash from operating activities:         
Deferred tax (benefit) expense1,230
 (6) 
 
 1,224
Other assets(982) (2) 
 
 (984)
Accounts payable592
 7
 
 
 599
Accrued wages and withholdings193
 7
 
 
 200
Other liabilities(241) (2) 
 
 (243)
Other operating activities47
 1
     48
Cash flows from operating activities1,479
 
 
 
 1,479
Purchase of marketable securities(1,634) 
 
 4
 (1,630)
Net cash used in investing activities(4,975) 
 
 4
 (4,971)
Net decrease in cash, cash equivalents and restricted cash(156) 
 
 4
 (152)
Cash, cash equivalents and restricted cash at the beginning of period3,476
 
 
 445
 3,921
Cash, cash equivalents and restricted cash at the end of period$3,320
 $
 $
 $449
 $3,769
(a) Recast to reflect the adoption of Revenue from Contracts with Customers.
(b) Recast to reflect the adoption of Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost.
(c) Recast to reflect the adoption of Restricted Cash.
Other accounting pronouncements adopted during the periods covered by the consolidated financial statements did not have a material impact on our consolidated financial position, results of operations or cash flows.

Accounting Standards Issued But Not Yet Effective
In June 2016, the FASB issued an ASU introducing an expected credit loss methodology for the measurement of financial assets not accounted for at fair value. The methodology replaces the probable, incurred loss model for those assets. The standard will be effective for us in the first quarter of 2020. We are substantially complete with our evaluation of the adoption on our consolidated financial statements and internal controls over financial reporting. This adoption will not have a material impact on our consolidated financial position, results of operations or cash flows. We will update our process for calculating our allowance for doubtful accounts to include reasonable and supportable forecasts that could affect expected collectability.
In January 2017, the FASB issued an ASU to simplify the accounting for goodwill impairment. The update removes Step 2 of the goodwill impairment test, which requires a hypothetical purchase price allocation. Under this ASU, goodwill impairment will be the amount by which a reporting unit’s carrying value exceeds its fair value, not to exceed the carrying amount of goodwill. The standard will be effective for us in the first quarter of 2020. We do not expect this ASU to have a material impact on our consolidated financial position, results of operations or cash flows.
In December 2019, the FASB issued an ASU to simplify the accounting for income taxes. The update removes certain exceptions to the general income tax principles. The standard will be effective for us in the first quarter of 2021. We are evaluating the impact of its adoption on our consolidated financial statements and internal control over financial reporting environment, but do not expect this ASU to have a material impact on our consolidated financial position, results of operations or cash flows.
Other accounting pronouncements issued, but not effective until after December 31, 2019, are not expected to have a material impact on our consolidated financial position, results of operations or cash flows.



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NOTE 2.REVENUE RECOGNITION
Revenue Recognition
Substantially all of our revenues are from contracts associated with the pick-up, transportation and delivery of packages and freight (“transportation services”), whether carried out or arranged by UPS, either domestically or internationally, which generally occurs over a short period of time. Additionally, we provide value-added logistics services to customers, both domestically and internationally, through our global network of company-owned and leased distribution centers and field stocking locations.
Disaggregation of Revenue
 Year Ended December 31,
 2019 2018 2017
Revenue:     
Next Day Air$8,479
 $7,618
 $7,088
Deferred5,180
 4,752
 4,422
Ground32,834
 31,223
 29,251
U.S. Domestic Package$46,493
 $43,593
 $40,761
      
Domestic$2,836
 $2,874
 $2,646
Export10,837
 10,973
 10,170
Cargo & Other547
 595
 526
International Package$14,220
 $14,442
 $13,342
      
Forwarding$5,867
 $6,580
 $5,674
Logistics3,435
 3,234
 3,017
Freight3,265
 3,218
 3,000
Other814
 794
 791
Supply Chain & Freight$13,381
 $13,826
 $12,482
      
Consolidated revenue$74,094
 $71,861
 $66,585
We account for a contract when both parties have approved the contract and are committed to perform their obligations, the rights of the parties are identified, payment terms are identified, the contract has commercial substance and collectability of consideration is transferredprobable.
Performance Obligations
A performance obligation is a promise in a contract to transfer a distinct good or service to the customer, and is the basis of revenue recognition in accordance with GAAP. To determine the proper revenue recognition method for contracts, we evaluate whether two or more contracts should be combined and accounted for as a single contract, and whether the combined or single contract should be accounted for as more than one performance obligation. This evaluation requires judgment, and the decision to combine a group of contracts or to separate the combined or single contract into multiple performance obligations could change the amount of revenue and profit recorded in a given period. Within most of our contracts, the customer contracts with us to provide distinct services, such as transportation services. The vast majority of our contracts with customers for transportation services include only one performance obligation; the transportation services themselves. However, if a contract is separated into more than one performance obligation, we allocate the total transaction price to each performance obligation based on the estimated relative standalone selling prices of the promised goods or services underlying each performance obligation. We frequently sell standard transportation services with observable standalone sales prices. In these instances, the observable standalone sales are used to determine the standalone selling price.


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In certain business units, such as Logistics, we sell customized, customer-specific solutions in which we provide a significant service of integrating a complex set of tasks and components into a single capability (even if that single capability results in the delivery of multiple units). Hence, the entire contract is accounted for as one performance obligation. In these cases we typically use the expected cost plus a margin approach to estimate the standalone selling price of each performance obligation.
Satisfaction of Performance Obligations
We generally recognize revenue over time rather than upon delivery. We have determined thatas we perform the impactservices in the contract because of this changethe continuous transfer of control to the statementscustomer. Our customers receive the benefit of consolidated incomeour services as the goods are transported from one location to another. Further, if we were unable to complete delivery to the final location, another entity would not need to reperform the transportation service already performed.
As control transfers over time, revenue is recognized based on the extent of progress towards completion of the performance obligation. The selection of the method to measure progress towards completion requires judgment and is based on the nature of the products or services to be provided. We use the cost-to-cost measure of progress for our package delivery contracts because it best depicts the transfer of control to the customer which occurs as we incur costs on our contracts. Under the cost-to-cost measure of progress, the extent of progress towards completion is measured based on the ratio of costs incurred to date to the total estimated costs at completion of the performance obligation. Revenues, including ancillary or accessorial fees and reductions for estimated customer incentives, are recorded proportionally as costs are incurred. Costs to fulfill include labor and other direct costs and an allocation of indirect costs. For our freight and freight forwarding contracts, an output method of progress based on time-in-transit is utilized as the timing of costs incurred does not best depict the transfer of control to the customer. In our Logistics business we have a right to consideration from customers in an amount that corresponds directly with the value to the customers of our performance completed to date, and as such we recognize revenue in the amount to which we have a right to invoice the customer.
Variable Consideration
It is common for our contracts to contain customer incentives, guaranteed service refunds or other provisions that can either increase or decrease the transaction price. These variable amounts are generally dependent upon achievement of certain incentive tiers or performance metrics. We estimate variable consideration at the most likely amount to which we expect to be entitled. We include estimated amounts of revenue, which may be reduced by incentives or other contract provisions, in the transaction price to the extent it is probable that a significant reversal of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is resolved. Our estimates of variable consideration and determination of whether to include estimated amounts in the transaction price are based on an assessment of anticipated customer spending and all information (historical, current and forecasted) that is reasonably available to us.
Contract Modifications
Contracts are often modified to account for changes in the rates we charge our customers or to add additional distinct services. We consider contract modifications to exist when the modification either creates new, or changes the existing, enforceable rights and obligations. Contract modifications that add additional distinct goods or services are treated as separate contracts. Contract modifications that do not add distinct goods or services typically change the price of existing services. These contract modifications are accounted for prospectively as the remaining performance obligations are distinct.
Payment Terms
Under the typical payment terms of our customer contracts, the customer pays at periodic intervals (i.e. every 14 days, 30 days, 45 days, etc.) for shipments included on invoices received. Invoices are generated each week on the week-ending day, which is Saturday for the majority of our U.S. Domestic Package business, but could be another day depending on the business unit or the specific agreement with the customer. It is not material.customary business practice to extend payment terms past 90 days, and as such, we do not have a practice of including a significant financing component within our contracts with customers.
The standard also
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UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
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Principal vs. Agent Considerations
In our transportation businesses, we utilize independent contractors and third-party carriers in the performance of some transportation services. GAAP requires us to evaluate, using a control model, whether our businesses themselves promise to transfer services to the customer itself (as athe principal) or to arrange for services to be provided by another party (as anthe agent). To make that determination, the standard uses a control model rather than the risks-and-rewards model in current GAAP. Based on our evaluation of the control model, we determined that certain Supply Chain & Freightall of our major businesses act as the principal rather than the agent within their revenue arrangements. This change will requireRevenue and the affected businesses to report transportation revenue gross of associated purchased transportation costs rather than net of such amountsare both reported on a gross basis within theour statements of consolidated income. This change will result
Accounts Receivable, Net
Accounts receivable, net, include amounts billed and currently due from customers. The amounts due are stated at their net estimated realizable value. Losses on accounts receivable are recognized when they are incurred, which requires us to make our best estimate of the probable losses inherent in reclassificationsour customer receivables at each balance sheet date. These estimates require consideration of approximately $709historical loss experience, adjusted for current conditions, trends in customer payment frequency, and $720judgments about the probable effects of relevant observable data, including present economic conditions and the financial health of specific customers and market sectors. Our risk management process includes standards and policies for reviewing major account exposures and concentrations of risk.
Our total allowance for doubtful accounts as of December 31, 2019 and 2018 was $93 and $94 million, from contra-revenuerespectively. Our total provision for doubtful accounts charged to operating expenses onexpense before recoveries during the statements of consolidated income for the periodsyears ended December 31, 20172019 and 2016,2018 was $194 and $118 million, respectively.
In additionContract Assets and Liabilities
Contract assets include billed and unbilled amounts resulting from in-transit packages, as we have an unconditional right to completingpayment only once all performance obligations have been completed (i.e. packages have been delivered), and our review of contracts and quantifying the impactsright to payment is not solely based on the consolidated financial statements, we have analyzed our internal control over financial reporting frameworkpassage of time. Amounts may not exceed their net realizable value. Contract assets are generally classified as current and determined that there will be new controls added around contract inceptionthe full balance is converted each quarter based on the short-term nature of the transactions.
Contract liabilities consist of advance payments and contract modifications,billings in excess of revenue as well as periodic reviewsdeferred revenue. Advance payments and billings in excess of material contracts. In addition, we have reviewedrevenue represent payments received from our customers that will be earned over the impactscontract term. Deferred revenue represents the amount of this standardconsideration due from customers related to in-transit shipments that has not yet been recognized as revenue based on our footnote disclosures for periods subsequent to January 1, 2018.selected measure of progress. We have determined thatclassify advance payments and billings in excess of revenue as either current or long-term, depending on the adoption of this standardperiod over which the advance payment will result in several additional disclosures, including but not limited to additional information around our performance obligations,be earned. We classify deferred revenue as current based on the timing of when we expect to recognize revenue, recognition, remaining performance obligations at period end,which typically occurs within a short window after period-end. The full balance of deferred revenue is converted each quarter based on the short-term nature of the transactions. Our contract assets and liabilities are reported in a net position on a contract-by-contract basis at the end of each reporting period. In order to determine revenue recognized in the period from contract liabilities, we first allocate revenue to the individual contract liability balance outstanding at the beginning of the period until the revenue exceeds that deferred revenue balance.
Contract assets related to in-transit packages were $272 and significant judgments made that impact$234 million at December 31, 2019 and 2018, respectively, net of deferred revenue related to in-transit packages of $264 and $236 million at December 31, 2019 and 2018, respectively. Contract assets are included within "Other current assets" in the amountconsolidated balance sheets. Short-term contract liabilities related to advanced payments from customers were $7 and timing of revenue$5 million at December 31, 2019 and 2018, respectively. Short-term contract liabilities are included within "Other current liabilities" in the consolidated balance sheets. Long-term contract liabilities related to advanced payments from our contracts with customers.customers were $26 million at December 31, 2019 and December 31, 2018. Long-term contract liabilities are included within "Other Non-Current Liabilities" in the consolidated balance sheets.


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UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS










NOTE 2.3. INVESTMENTS AND RESTRICTED CASH AND INVESTMENTS
The following is a summary of marketable securities classified as trading and available-for-sale at December 31, 20172019 and 20162018 (in millions):
 Cost 
Unrealized
Gains
 
Unrealized
Losses
 
Estimated
Fair Value
2019       
Current trading marketable securities:       
Corporate debt securities$112
 $
 $
 $112
Equity securities2
 
 
 2
Total trading marketable securities114
 
 
 114
        
Current available-for-sale securities:       
U.S. government and agency debt securities191
 2
 
 193
Mortgage and asset-backed debt securities46
 1
 
 47
Corporate debt securities130
 3
 
 133
Non-U.S. government debt securities16
 
 
 16
Total available-for-sale marketable securities383
 6
 
 389
        
Total current marketable securities$497
 $6
 $
 $503
        
 Cost 
Unrealized
Gains
 
Unrealized
Losses
 
Estimated
Fair Value
2018       
Current trading marketable securities:       
Corporate debt securities$137
 $
 $
 $137
Equity securities2
 
 
 2
Total trading marketable securities139
 
 
 139
        
Current available-for-sale securities:       
U.S. government and agency debt securities297
 1
 (1) 297
Mortgage and asset-backed debt securities82
 
 (1) 81
Corporate debt securities275
 
 (2) 273
Non-U.S. government debt securities20
 
 
 20
Total available-for-sale marketable securities674
 1
 (4) 671
        
Total current marketable securities$813
 $1
 $(4) $810
 Cost 
Unrealized
Gains
 
Unrealized
Losses
 
Estimated
Fair Value
2017       
Current trading marketable securities:       
Corporate debt securities$75
 $
 $
 $75
Carbon credit investments(1)
77
 16
 
 93
Total trading marketable securities152
 16
 
 168
        
Current available-for-sale marketable securities:       
U.S. government and agency debt securities286
 
 (3) 283
Mortgage and asset-backed debt securities86
 
 
 86
Corporate debt securities201
 1
 (1) 201
Equity securities2
 
 
 2
Non-U.S. government debt securities9
 
 
 9
Total available-for-sale marketable securities584
 1
 (4) 581
        
Total current marketable securities$736
 $17
 $(4) $749
        
 Cost 
Unrealized
Gains
 
Unrealized
Losses
 
Estimated
Fair Value
2016       
Current trading marketable securities:       
Corporate debt securities$427
 $
 $
 $427
Carbon credit investments(1)
80
 10
 
 90
Total trading marketable securities507
 10
 
 517
        
Current available-for-sale marketable securities:       
U.S. government and agency debt securities314
 
 (2) 312
Mortgage and asset-backed debt securities90
 1
 
 91
Corporate debt securities167
 
 (1) 166
Equity securities2
 
 
 2
Non-U.S. government debt securities3
 
 
 3
Total available-for-sale marketable securities576
 1
 (3) 574
        
Total current marketable securities$1,083
 $11
 $(3) $1,091
        
(1) These investments are hedged with forward contracts that are not designated in hedging relationships. See note 15 for offsetting statement of consolidated income impact.

Total current marketable securities that were pledged as collateral for our self-insurance requirements had an estimated fair value of $579$389 and $572$587 million at December 31, 20172019 and 2016,2018, respectively.


The gross realized gains on sales of available-for-sale securities totaled $0, $1 and $1$8 million in 2017, 2016, and 2015, respectively.2019. There were no gross realized gains on sales of available-for-sale securities in 2018 or 2017. The gross realized losses on sales of available-for-sale securities totaled $2, $1$4 and $1$2 million in 2017, 2016,2019, 2018 and 2015,2017, respectively.
There were no0 material impairment losses recognized on marketable securities during 2017, 20162019, 2018 or 2015.2017.

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UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS










Investment Other-Than-Temporary Impairments
We have concluded that no material other-than-temporary impairment losses existed as of December 31, 2017.2019. In making this determination, we considered the financial condition and prospects of theeach issuer, the magnitude of the losses compared with the investments’ cost, the probability that we will be unable to collect all amounts due according to the contractual terms of the security, the credit rating of the security and our ability and intent to hold these investments until the anticipated recovery in market value occurs.


Unrealized Losses
The following table presents the age of gross unrealized losses and fair value by investment category for all securities in a loss position as of December 31, 20172019 (in millions):
 Less Than 12 Months 12 Months or More Total
 Fair Value Unrealized Losses Fair Value Unrealized Losses Fair Value Unrealized Losses
U.S. government and agency debt securities$42
 $
 $
 $
 $42
 $
Mortgage and asset-backed debt securities3
 
 5
 
 8
 
Corporate debt securities6
 
 2
 
 8
 
Non-U.S. government debt securities9
 
 2
 
 11
 
Total marketable securities$60
 $
 $9
 $
 $69
 $
 Less Than 12 Months 12 Months or More Total
 Fair Value Unrealized Losses Fair Value Unrealized Losses Fair Value Unrealized Losses
U.S. government and agency debt securities$183
 $(2) $90
 $(1) $273
 $(3)
Mortgage and asset-backed debt securities36
 
 25
 
 61
 
Corporate debt securities101
 (1) 70
 
 171
 (1)
Non-U.S. government debt securities8
 
 
 
 8
 
Total marketable securities$328
 $(3) $185
 $(1) $513
 $(4)

The unrealized losses for the corporate debt securities, mortgage and asset-backed debt securities, and U.S. government and agency debt securities are primarily due to changes in market interest rates. We have both the intent and ability to hold thethese securities contained in the previous table for a time necessary to recover the cost basis.
Maturity Information
The amortized cost and estimated fair value of marketable securities at December 31, 2017,2019, by contractual maturity, are shown below (in millions). Actual maturities may differ from contractual maturities because the issuers of the securities may have the right to prepay obligations with or without prepayment penalties.
 
 Cost 
Estimated
Fair Value
Due in one year or less$118
 $118
Due after one year through three years328
 332
Due after three years through five years6
 6
Due after five years43
 45
 495
 501
Equity securities2
 2
 $497
 $503
 Cost 
Estimated
Fair Value
Due in one year or less$112
 $112
Due after one year through three years453
 449
Due after three years through five years21
 21
Due after five years73
 74
 659
 656
Equity and carbon credit investment securities77
 93
 $736
 $749
UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS






Non-Current Investments and Restricted Cash
InvestmentsNon-current investments and Restricted Cashrestricted cash are primarily associated with our self-insurance requirements.obligations. We entered into an escrow agreement with an insurance carrier to guarantee our self-insurancethese obligations. This agreement requires us to provide collateral to the insurance carrier, which is invested in money market fundsvarious marketable securities and corporate and municipal bonds.cash equivalents. Collateral provided is reflected in "other investing activities""Cash, Cash Equivalents and Restricted Cash" in the statements of consolidated cash flows. In 2019 we liquidated our investment balance associated with this agreement and pledged the required collateral with a surety bond. At December 31, 20172019 and 2016,2018, we had $449$0 and $445$142 million, respectively, in self-insurance investments and restricted cash, respectively.cash. For additional information on surety bonds written at December 31, 2019, see note 8.

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UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS





We held a $19$21 and $18$19 million investment in a variable life insurance policy to fund benefits for the UPS Excess Coordinating Benefit Plan at December 31, 20172019 and 2016,2018, respectively. The quarterly change in investment fair value is recognized in "investment"Investment income (expense) and other" onin the statements of consolidated income. Additionally, we held escrowed cash related to the acquisition and disposition of certain assets primarily real estate, of $15$3 and $13$9 million at December 31, 20172019 and 2016,2018, respectively.
The These amounts described above are classified as “investments“Investments and restricted cash”Restricted Cash” in the consolidated balance sheets.
A reconciliation of cash and cash equivalents and restricted cash from the consolidated balance sheets to the statements of consolidated cash flows is shown below (in millions):
 December 31, 2019 December 31, 2018 December 31, 2017
Cash and cash equivalents$5,238
 $4,225
 $3,320
Restricted cash$
 $142
 $449
Total cash, cash equivalents and restricted cash$5,238
 $4,367
 $3,769

Fair Value Measurements
Marketable securities valued utilizing Level 1 inputs include active exchange-traded equity securities and equity index funds, and most U.S. Governmentgovernment debt securities, as these securities all have quoted prices in active markets. Marketable securities valued utilizing Level 2 inputs include asset-backed securities, corporate bonds and municipal bonds. These securities are valued using market corroborated pricing, matrix pricing or other models that utilize observable inputs such as yield curves.
We maintain holdings in certain investment partnerships that are measured at fair value utilizing Level 3 inputs (classified as “other“Other non-current investments” in the tables below, and as “other non-current assets”“Other Non-Current Assets” in the consolidated balance sheets). These partnership holdings do not have quoted prices, nor can they be valued using inputs based on observable market data. These investments are valued internally using a discounted cash flow model with two significant inputs: (1) the after-tax cash flow projections for each partnership, and (2) a risk-adjusted discount rate consistent with the duration of the expected cash flows for each partnership. The weighted-average discount rates used to value these investments were 7.56%7.40% and 8.06%8.16% as of December 31, 20172019 and 2016,2018, respectively. These inputs, and the resulting fair values, are updated on a quarterly basis.

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UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS










The following table presents information about our investments measured at fair value on a recurring basis as of December 31, 20172019 and 20162018, and indicates the fair value hierarchy of the valuation techniques utilized to determine such fair value (in millions):
 
Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
 
Significant Other Observable
Inputs
(Level 2)
 
Significant
Unobservable
Inputs
(Level 3)
 Total
2019       
Marketable Securities:       
U.S. government and agency debt securities$193
 $
 $
 $193
Mortgage and asset-backed debt securities
 47
 
 47
Corporate debt securities
 245
 
 245
Equity securities
 2
 
 2
Non-U.S. government debt securities
 16
 
 16
Total marketable securities193
 310
 
 503
Other non-current investments21
 
 1
 22
Total$214
 $310
 $1
 $525
        
 
Quoted Prices in
Active Markets 
for Identical
Assets
(Level 1)
 
Significant Other
Observable Inputs
(Level 2)
 
Significant
Unobservable
Inputs
(Level 3)
 Total
2018       
Marketable Securities:       
U.S. government and agency debt securities$297
 $
 $
 $297
Mortgage and asset-backed debt securities
 81
 
 81
Corporate debt securities
 410
 
 410
Equity securities
 2
 
 2
Non-U.S. government debt securities
 20
 
 20
Total marketable securities297
 513
 
 810
Other non-current investments19
 
 2
 21
Total$316
 $513
 $2
 $831

There were no transfers of investments between Level 1 and Level 2 during the years ended December 31, 2019 or 2018.


74

 
Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
 
Significant
Other Observable
Inputs
(Level 2)
 
Significant
Unobservable
Inputs
(Level 3)
 Total
2017       
Marketable securities:       
U.S. government and agency debt securities$283
 $
 $
 $283
Mortgage and asset-backed debt securities
 86
 
 86
Corporate debt securities
 276
 
 276
Equity securities

 2
 
 2
Non-U.S. government debt securities

 9
 
 9
Carbon credit investments93
 
 
 93
Total marketable securities376
 373
 
 749
Other non-current investments19
 
 6
 25
Total$395
 $373
 $6
 $774
        
 
Quoted Prices in
Active Markets 
for Identical
Assets
(Level 1)
 
Significant Other
Observable Inputs
(Level 2)
 
Significant
Unobservable
Inputs
(Level 3)
 Total
2016       
Marketable securities:       
U.S. government and agency debt securities$312
 $
 $
 $312
Mortgage and asset-backed debt securities
 91
 
 91
Corporate debt securities
 593
 
 593
Equity securities

 2
 
 2
Non-U.S. government debt securities

 3
 
 3
Carbon credit investments90
 
 
 90
Total marketable securities402
 689
 
 1,091
Other non-current investments18
 
 13
 31
Total$420
 $689
 $13
 $1,122

UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS










The following table presents the changes in the above Level 3 instruments measured on a recurring basis for the years ended December 31, 2017 and 2016 (in millions).
 
Marketable
Securities
 
Other
Investments
 Total
Balance on January 1, 2016$
 $32
 $32
Transfers into (out of) Level 3
 
 
Net realized and unrealized gains (losses):     
Included in earnings (in investment income)
 (19) (19)
Included in accumulated other comprehensive income (pre-tax)
 
 
Purchases
 
 
Settlements
 
 
Balance on December 31, 2016$
 $13
 $13
Transfers into (out of) Level 3
 
 
Net realized and unrealized gains (losses):     
Included in earnings (in investment income)
 (7) (7)
Included in accumulated other comprehensive income (pre-tax)
 
 
Purchases
 
 
Settlements
 
 
Balance on December 31, 2017$
 $6
 $6
UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS





NOTE 3. 4. PROPERTY, PLANT AND EQUIPMENT
Property, plant and equipment, including both owned assets as well as assets subject to capitalfinance leases, consists of the following as of December 31, 20172019 and 20162018 (in millions):
 2019 2018
Vehicles$10,613
 $9,820
Aircraft19,045
 17,499
Land2,087
 2,000
Buildings5,046
 4,808
Building and leasehold improvements4,898
 4,323
Plant equipment13,849
 11,833
Technology equipment2,206
 2,093
Construction-in-progress1,983
 2,112
 59,727
 54,488
Less: Accumulated depreciation and amortization(29,245) (27,912)
 $30,482
 $26,576

 2017 2016
Vehicles$9,365
 $8,638
Aircraft16,248
 15,653
Land1,582
 1,397
Buildings4,035
 3,439
Building and leasehold improvements3,934
 3,612
Plant equipment9,387
 8,430
Technology equipment1,907
 1,741
Equipment under operating leases29
 29
Construction-in-progress2,239
 735
 48,726
 43,674
Less: Accumulated depreciation and amortization(26,608) (24,874)
 $22,118
 $18,800

As part of our ongoing investment in transformation, in 2018 we made prospective revisions to our estimates of useful lives for building improvements, vehicles and plant equipment which in general had the effect of lengthening the useful lives of these categories.
For 2019, depreciation expense increased $365 million, and net income decreased by $287 million, or $0.33 per share on a basic and diluted basis, as a result of investments in property, plant and equipment, net of disposals and assets becoming fully depreciated. Depreciation expense decreased $212 million, and net income increased $167 million, or $0.19 per share on a basic and diluted basis, as a result of lengthening our estimated useful lives for various asset categories in the latter half of 2018. The combined effect of the foregoing was a net increase in depreciation expense of $153 million and a decrease in net income of $120 million, or $0.14 per share on a basic and diluted basis, for 2019.
For 2018, this resulted in a decrease in depreciation expense and an increase in operating income of $286 million and an increase to net income of $228 million or $0.26 per share on a basic and diluted basis. Separately, capital investments in additional property, plant and equipment, net of disposals and fully-depreciated assets, resulted in an increase in depreciation expense of $257 million and a decrease to net income of $205 million or $0.24 per share on a basic and diluted basis in 2018. Combining both impacts resulted in a net decrease of $29 million to depreciation expense, and an increase to net income of $23 million or $0.03 per share on both a basic and diluted basis in 2018.
We continually monitor our aircraft fleet utilization in light of current and projected volume levels, aircraft fuel prices and other factors. Additionally, we monitor our other property, plant and equipment categories for any indicators that the carrying value of the assets may not be recoverable. NoNaN impairment charges on property, plant and equipment were recorded in 2017, 20162019 or 20152018.

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UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS





NOTE 4. COMPANY-SPONSORED5. COMPANY SPONSORED EMPLOYEE BENEFIT PLANS
We sponsor various retirement and pension plans, including defined benefit and defined contribution plans which cover our employees worldwide.
U.S. Pension Benefits
In the U.S. we maintain the following single-employer defined benefit pension plans: the UPS Retirement Plan, the UPS Pension Plan, the UPS/IBT Full-Time Employee Pension Plan and the UPS Excess Coordinating Benefit Plan, a non-qualified plan.
The UPS Retirement Plan is noncontributory and includes substantially all eligible employees of participating domestic subsidiaries hired prior to July 1, 2016 who are not members of a collective bargaining unit, as well as certain employees covered by a collective bargaining agreement. This plan generally provides for retirement benefits based on average compensation levels earned by employees prior to retirement. Benefits payable under this plan are subject to maximum compensation limits and the annual benefit limits for a tax-qualified defined benefit plan as prescribed by the Internal Revenue Service (“IRS”).
The UPS Pension Plan is noncontributory and includes certain eligible employees of participating domestic subsidiaries and members of collective bargaining units that elect to participate in the plan. This plan generally provides for retirement benefits based on service credits earned by employees prior to retirement.
The UPS/IBT Full-TimeFull Time Employee Pension Plan is noncontributory and includes employees that were previously members of the Central States Pension Fund ("CSPF"), a multiemployer pension plan, in addition to other eligible employees who are covered under certain collective bargaining agreements. This plan generally provides for retirement benefits based on service credits earned by employees prior to retirement.
The UPS Excess Coordinating Benefit Plan is a non-qualified plan that provides benefits to certain participants in the UPS Retirement Plan, hired prior to July 1, 2016, for amounts that exceed the benefit limits described above.
UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS





In the year ended December 31, 2017, we amended the UPS Retirement Plan and the UPS Excess Coordinating Benefit Plan to cease accruals of additional benefits for future service and compensation for non-union participants effective January 1, 2023. We remeasured plan assets and pension benefit obligations for the affected pension plans as of June 30, 2017, resulting in a net actuarial gain of $569 million. This reflected a curtailment gain of $1.525 billion resulting from the benefit plan changes that was partially offset by net actuarial losses of $956 million, driven by a reduction of approximately 32 basis points in the discount rate compared to December 31, 2016, offset by actual asset returns approximately 275 basis points above our expected return as of the remeasurement date. The net curtailment gain reduced the actuarial loss recorded in "Accumulated other comprehensive loss"AOCI in the equity section of the consolidated balance sheet.sheets. As actuarial losses were within the corridor (defined as 10% of the greater of the fair value of plan assets and the plan's projected benefit obligation), there was no impact to the statement of consolidated income as a result of this remeasurement.
The UPS Retirement Plan was closed to new non-union participants effective July 1, 2016. The Company amended the UPS 401(k) Savings Plan so that employees who previously would have been eligible for participation in the UPS Retirement Plan receive, in addition to current benefits under the UPS 401(k) Savings Plan, a UPS Retirement Contribution. For employees eligible to receive the Retirement Contribution, UPS will contribute 3% to 8% of eligible pay to the UPS 401(k) Savings Plan based on years of vesting service and business unit. Contributions will be made annually in cash to the accounts of participants who are employed on December 31st of each calendar year.
During the fourth quarter of 2016,2019, certain former U.S. employees were offered the option to receive a one-time payment of their vested pension benefit. Approximately 22,000 participants18,800 former employees accepted this option, accelerating $685$820 million in benefit payments during 20162019 while reducing the number of participants who are due future payments from U.S. pension plans. As the cost of these settlements did not exceed the plans' service cost and interest cost for the year, the impact of the settlement was not recognized in earnings.
International Pension Benefits
We also sponsor various defined benefit plans covering certain of our international employees. The majority of our international obligations are for defined benefit plans in Canada and the United Kingdom. In addition, many of our international employees are covered by government-sponsored retirement and pension plans. We are not directly responsible for providing benefits to participants of government-sponsored plans.

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UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS





U.S. Postretirement Medical Benefits
We also sponsor postretirement medical plans in the U.S. that provide healthcare benefits to our non-union retirees, as well as select union retirees who meet certain eligibility requirements and who are not otherwise covered by multiemployer plans. Generally, this includes employees with at least 10 years of service who have reached age 55 and employees who are eligible for postretirement medical benefits from a Company-sponsored plan pursuant to collective bargaining agreements. We have the right to modify or terminate certain of these plans. These benefits have been provided to certain retirees on a noncontributory basis; however, in many cases, retirees are required to contribute all or a portion of the total cost of the coverage.
Defined Contribution Plans
We also sponsor severala defined contribution plansplan for all employees not covered under collective bargaining agreements, and several smaller defined contribution plans for certain employees covered under collective bargaining agreements. The Company matches, in shares of UPS common stock or cash, a portion of the participating employees’ contributions. Matching contributions charged to expense were $119, $111$130, $127 and $104$119 million for 2019, 2018 and 2017, respectively.
In addition to current benefits under the UPS 401(k) Savings Plan, non-union employees hired after July 1, 2016, receive a retirement contribution. UPS contributes 3% to 8% of eligible pay to the UPS 401(k) Savings Plan based on years of vesting service and 2015,business unit. Contributions under this plan are subject to maximum compensation and contribution limits for a tax-qualified defined contribution plan as prescribed by the IRS. Contributions charged to expense were $67, $28 and $23 million for 2019, 2018 and 2017 respectively.
Effective June 23, 2017, the Company amended the UPS 401(k) Savings Plan so that non-union employees who currently participate in the UPS Retirement Plan will, in addition to current benefits under the UPS 401(k) Savings Plan, earn a UPS Retirement Contributionretirement contribution beginning January 1, 2023. UPS will contribute 5% to 8% of eligible compensation to the UPS 401(k) Savings Plan based on years of vesting service. The amendment also provides for transition contributions for certain participants. There was no impact to the statement of consolidated income for the year ended December 31,2019, 2018 and 2017 as a result of this change.
As noted above, effective July 1, 2016,The UPS Restoration Savings Plan is a non-qualified plan that provides benefits to certain participants in the UPS 401(k) Savings Plan was amended sofor amounts that newly hired employees who previously would have been eligible for participation inexceed the UPS Retirement Plan began receiving a UPS Retirement Contribution. Contributions associated with this amendment charged to expense were $23 and $4 million for 2017 and 2016 respectively.benefit limits described above.
UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS





Contributions are also made to defined contribution money purchase plans under certain collective bargaining agreements. Amounts charged to expense were $91, $82$97, $92 and $83$91 million for 2017, 20162019, 2018 and 2015,2017, respectively.
Net Periodic Benefit Cost
Information about net periodic benefit cost for the company-sponsored pension and postretirement defined benefit plans is as follows (in millions):
 U.S. Pension Benefits 
U.S. Postretirement
Medical Benefits
 
International
Pension Benefits
 2019 2018 2017 2019 2018 2017 2019 2018 2017
Net Periodic Benefit Cost:                 
Service cost$1,439
 $1,661
 $1,543
 $23
 $29
 $29
 $57
 $62
 $60
Interest cost2,067
 1,799
 1,813
 108
 104
 112
 47
 45
 40
Expected return on assets(3,130) (3,201) (2,883) (8) (8) (7) (76) (77) (66)
Amortization of prior service cost218
 193
 192
 7
 7
 7
 2
 1
 1
Actuarial (gain) loss2,296
 1,603
 729
 37
 
 53
 54
 24
 18
Curtailment and settlement loss
 
 
 
 
 
 
 
 2
Net periodic benefit cost$2,890
 $2,055
 $1,394
 $167
 $132
 $194
 $84
 $55
 $55



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UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS




 U.S. Pension Benefits 
U.S. Postretirement
Medical Benefits
 
International
Pension Benefits
 2017 2016 2015 2017 2016 2015 2017 2016 2015
Net Periodic Benefit Cost:                 
Service cost$1,543
 $1,412
 $1,527
 $29
 $28
 $34
 $60
 $49
 $48
Interest cost1,813
 1,828
 1,694
 112
 124
 117
 40
 41
 44
Expected return on assets(2,883) (2,516) (2,489) (7) (6) (17) (66) (58) (61)
Amortization of prior service cost192
 166
 168
 7
 5
 5
 1
 1
 1
Actuarial (gain) loss729
 2,520
 70
 53
 17
 17
 18
 114
 31
Curtailment and settlement loss
 
 
 
 
 
 2
 
 
Net periodic benefit cost$1,394
 $3,410
 $970
 $194
 $168
 $156
 $55
 $147
 $63


Actuarial Assumptions
The table below provides the weighted-average actuarial assumptions used to determine the net periodic benefit cost.
 U.S. Pension Benefits 
U.S. Postretirement
Medical Benefits
 
International
Pension Benefits
 2019 2018 2017 2019 2018 2017 2019 2018 2017
Discount rate4.50% 3.84% 4.41% 4.51% 3.82% 4.23% 2.94% 2.78% 2.75%
Rate of compensation increase4.25% 4.25% 4.27% N/A
 N/A
 N/A
 3.24% 3.22% 3.17%
Expected return on assets7.75% 7.75% 8.75% 7.20% 7.20% 8.75% 5.69% 5.76% 5.65%
Cash balance interest credit rate2.98% 2.50% 2.91% N/A
 N/A
 N/A
 3.17% 3.07% 2.65%

 U.S. Pension Benefits 
U.S. Postretirement
Medical Benefits
 
International
Pension Benefits
 2017 2016 2015 2017 2016 2015 2017 2016 2015
Discount rate4.41% 4.86% 4.40% 4.23% 4.79% 4.18% 2.75% 3.51% 3.56%
Rate of compensation increase4.27% 4.29% 4.29% N/A
 N/A
 N/A
 3.17% 3.04% 3.08%
Expected return on assets8.75% 8.75% 8.75% 8.75% 8.75% 8.75% 5.65% 5.73% 6.03%


The table below provides the weighted-average actuarial assumptions used to determine the benefit obligations of our plans.
 U.S. Pension Benefits 
U.S. Postretirement
Medical Benefits
 
International
Pension Benefits
 2019 2018 2019 2018 2019 2018
Discount rate3.60% 4.50% 3.59% 4.51% 2.21% 2.94%
Rate of compensation increase4.22% 4.25% N/A
 N/A
 3.00% 3.24%
Cash balance interest credit rate2.50% 2.98% N/A
 N/A
 2.59% 3.17%
 U.S. Pension Benefits 
U.S. Postretirement
Medical Benefits
 
International
Pension Benefits
 2017 2016 2017 2016 2017 2016
Discount rate3.84% 4.41% 3.82% 4.23% 2.78% 2.75%
Rate of compensation increase4.25% 4.27% N/A
 N/A
 3.23% 3.17%

A discount rate is used to determine the present value of our future benefit obligations. To determine the discount rate for our U.S. pension and postretirement benefit plans, we use a bond matching approach to select specific bonds that would satisfy our projected benefit payments. We believe the bond matching approach reflects the process we would employ to settle our pension and postretirement benefit obligations. In October 2019, we refined our bond matching approach by implementing advances in technology and modeling techniques. This refinement decreased the projected benefit obligation on our consolidated balance sheet for our U.S. pension and postretirement plans by approximately $900 million as of December 31, 2019. Additionally, we estimate that this refinement in method decreased our pre-tax mark-to-market charge by approximately $810 million and increased net income by $616 million, or $0.71 per share on a basic and diluted basis. For our international plans, the discount rate is determined by matching the expected cash flows of a sample plan of similar duration to a yield curve based on long-term, high quality fixed income debt instruments available as of the measurement date. These assumptions are updated each measurement date, which is typically annually.
As of December 31, 20172019, the impact of each basis point change in the discount rate on the projected benefit obligation of theour pension and postretirement medical benefit plans is as follows (in millions):
 Increase (Decrease) in the Projected Benefit Obligation
 Pension Benefits Postretirement Medical Benefits
One basis point increase in discount rate$(86) $(2)
One basis point decrease in discount rate92
 3

 Increase (Decrease) in the Projected Benefit Obligation
 Pension Benefits Postretirement Medical Benefits
One basis point increase in discount rate$(75) $(2)
One basis point decrease in discount rate$80
 $3
UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS






The Society of Actuaries ("SOA") published mortality tables and improvement scales are used in developing the best estimate of mortality for U.S. plans. In October 2016,2019, the SOA published updated mortality tables and an updated improvement scale, both of which reduced expected mortality improvements from previously published scales.tables and improvement scale. Based on our perspective of future longevity, we updated the mortality assumptions to incorporate thisthese updated tables and improvement scale for purposes of measuring pension and other postretirement benefit obligations.
Assumptions for the expected return on plan assets are used to determine a component of net periodic benefit cost for the fiscal year. The assumption for our U.S. plans is developed using a long-term projection of returns for each asset class. Our asset allocation targets are reviewed and, if necessary, updated taking into consideration plan changes, funded status and actual performance. The expected return for each asset class is a function of passive, long-term capital market assumptions and excess returns generated from active management. The capital market assumptions used are provided by independent investment advisors, while excess return assumptions are supported by historical performance, fund mandates and investment expectations.

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For plans outside the U.S., consideration is given to local market expectations of long-term returns. Strategic asset allocations are determined by plan, based on the nature of liabilities and considering the demographic composition of the plan participants.
Actuarial Assumptions - Central States Pension Fund
UPS was a contributing employer to the Central States Pension Fund (“CSPF”)CSPF until 2007 when we withdrew from the planCSPF and fully funded our allocable share of unfunded vested benefits by paying a $6.1 billion withdrawal liability. Under a collective bargaining agreement with the International Brotherhood of Teamsters (“IBT”), UPS agreed to provide coordinating benefits in the UPS/IBT Full-TimeFull Time Employee Pension Plan (“UPS/IBT Plan”) for UPS participants whose last employer was UPS and who had not retired as of January 1, 2008 (“the UPS Transfer Group”) in the event that benefits are lawfully reduced by the CSPF in the future consistent with the terms of our withdrawal agreement with the CSPF. Under our withdrawal agreement with the CSPF, benefits to the UPS Transfer Group cannot be reduced without our consent and can only be reduced in accordance with applicable law.
In December 2014, Congress passed the Multiemployer Pension Reform Act (“MPRA”), which. This change in law for the first time ever allowedpermitted multiemployer pension plans to reduce benefit payments to retirees, subject to specific guidelines in the statute and government approval. In September 2015, the CSPF submitted a proposed pension benefit reduction plan to the U.S. Department of the Treasury under the MPRA. The CSPF plan proposed to reduce retirement benefits to the CSPF participants, including the UPS Transfer Group. We vigorously challenged the proposed benefit reduction plan because we believed that it did not comply with the law and that the CSPF failed to comply with its contractual obligation to obtain our consent to reduce benefits to the UPS Transfer Group under the terms of the withdrawal agreement with the CSPF. On(“Treasury”). In May 6, 2016, the U.S. Department of the Treasury rejected the proposed plan submitted by the CSPF, stating that itCSPF. In the first quarter of 2018, Congress established a Joint Select Committee to develop a recommendation to improve the solvency of multiemployer plans and the Pension Benefit Guaranty Corporation (“PBGC”) before a November 30, 2018 deadline. While the Committee’s efforts failed to satisfy a numbermeet its deadline, the Committee made significant progress towards finding solutions that will address the long term solvency of requirements set forth inmultiemployer pension plans. In the MPRA.
The CSPF has asserted that it will become insolvent in 2025, which could lead tothird quarter of 2019, the reductionU.S. House of retirement benefits. Although there are numerous factors that could affectRepresentatives passed the CSPF’s funding status, if the CSPF were to become insolvent as they have projected, UPS may be requiredRehabilitation for Multiemployer Pensions Act of 2019 to provide coordinating benefits, thereby increasingassistance to critical and declining multiemployer pension plans. This bill is now with the current projected benefit obligationU.S. Senate for the UPS/IBT Plan by approximately $4 billion. consideration. UPS will continue to work with all stakeholders, including legislators and regulators, to implement an acceptable solution.
The CSPF has said that it believes a legislative solution to its fundingfunded status is necessary or that it will become insolvent in 2025, and we expect that the CSPF will continue to explore options to avoid insolvency.
The Numerous factors could affect the CSPF’s funded status and UPS’s potential obligation to pay coordinating benefits fromunder the UPS/IBT Plan isPlan. Any obligation to pay coordinating benefits will be subject to a number of significant uncertainties, including actions that may be taken by the CSPF, the federal government or others. These actions include whether the CSPF will submitsubmits a revised pension benefit reduction planMPRA filing and the terms thereof, or whether it otherwise seekseeks federal government assistance, as well as the terms of any applicable legislation, the extent to which benefits are paid by the Pension Benefit Guaranty Corporation,PBGC and our ability to successfully defend our legal positions as well aswe may take in the effect of discount rates, CSPF asset returnsfuture under the MPRA, including the suspension ordering provisions, our withdrawal agreement and various other actuarial assumptions.applicable law.
We account for thisthe potential obligation to pay coordinating benefits to the UPS Transfer Group under Accounting Standards Codification Topic 715- Compensation- Retirement Benefits (“ASC 715”). Under ASC 715 we are required, which requires us to provide a best estimate of various actuarial assumptions, including the eventual outcome of this matter, in measuring our pension benefit obligation at the December 31st measurement date. While we currently believe the most likely solutionoutcome to this matter and the broader systemic problems facing multiemployer pension plans is intervention by the federal government, ASC 715 does not permit anticipation of changes in law in making a best estimate of pension liabilities. Our
As such, our best estimate as of the next most likely outcome at the December 31, 2019 measurement date is that the CSPF will submit and implement another benefit reduction plan under the MPRA during 2020. We believe any MPRA filing would be designed to forestall insolvency by reducing benefits to participants other than the UPS Transfer Group to the maximum extent permitted, and then reducing benefits to the UPS Transfer Group by a lesser amount.
We evaluated this outcome using a deterministic cash flow projection, reflecting updated estimated CSPF cash flows and investment earnings, the lack of legislative action and the absence of a MPRA filing by the CSPF in 2019. As a result, at the December 31, 2017, does not incorporate this solution. However, if a future change in law resulted in an2019 measurement date, the best estimate of our projected benefit obligation to providefor coordinating benefits underthat may be required to be directly provided by the UPS/IBT Plan it may be a significant event, and may require us to remeasure the plan assets and projected benefit obligation of the UPS/IBT Plan at the date the lawUPS Transfer Group is enacted.$2.6 billion.

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OurThe future value of this estimate will be influenced by the terms and timing of any MPRA filing, changes in our discount rate, rate of return on assets and other actuarial assumptions, presumed solvency of the PBGC, as well as potential solutions resulting from federal government intervention. Any such event may result in a decrease or an increase in the best estimate of the next most likely outcome to resolve the CSPF’s solvency concerns is that the CSPF will submit anotherour projected benefit suspension application under the MPRA to forestall insolvency without reducing benefits to the UPS Transfer Group.obligation. If the CSPF attempts to reduce benefits for the UPS Transfer Group under a MPRA filing, we would be in a strong legal position to preventuncertainties are not resolved, it is reasonably possible that from occurring given that these benefits cannot be reduced without our consent and such a reduction, without first exhausting reductions to other groups in the CSPF, would be contrary to the statute. Accordingly, our best estimate as of the measurement date of December 31, 2017, is that there is no liability to be recognized for additional coordinating benefits of the UPS/IBT Plan. However, the projected benefit obligation could materially increase asby approximately $2.2 billion, resulting in a total obligation for coordinating benefits of approximately $4.8 billion. If a future change in law occurs, it may be a significant event requiring an interim remeasurement of the uncertainties are resolved.UPS/IBT Plan at the date the law is enacted. We will continue to assess the impact of these uncertainties on theour projected benefit obligation of the UPS/IBT Plan in accordance with ASC 715.
Other Actuarial Assumptions
Healthcare cost trends are used to project future postretirement medical benefits payable from our plans. For year-end 20172019 U.S. plan obligations, future postretirement medical benefit costs were forecasted assuming an initial annual rate of increase of 6.5%, decreasing to 4.5% by the year 20222024 and with consistent annual increases at that ultimate level thereafter.

Assumed healthcare cost trends can have a significant effect on the amounts reported for our postretirement medical plans. A one percent change in assumed healthcare cost trend rates would have had the following effects on 2017 results (in millions):
 1% Increase 1% Decrease
Effect on total of service cost and interest cost$3
 $(3)
Effect on postretirement benefit obligation$65
 $(71)
Funded Status
The following table discloses the funded status of our plans and the amounts recognized in our consolidated balance sheets as of December 31st (in millions):
 U.S. Pension Benefits 
U.S. Postretirement
Medical Benefits
 
International
Pension Benefits
 2019 2018 2019 2018 2019 2018
Funded Status:           
Fair value of plan assets$46,172
 $39,554
 $37
 $26
 $1,558
 $1,284
Benefit obligation(54,039) (45,333) (2,616) (2,510) (1,906) (1,552)
Funded status recognized at December 31$(7,867) $(5,779) $(2,579) $(2,484) $(348) $(268)
Funded Status Recognized in our Balance Sheet:           
Other non-current assets$
 $
 $
 $
 $34
 $35
Other current liabilities(22) (20) (200) (195) (5) (4)
Pension and postretirement benefit obligations(7,845) (5,759) (2,379) (2,289) (377) (299)
Net liability at December 31$(7,867) $(5,779) $(2,579) $(2,484) $(348) $(268)
Amounts Recognized in AOCI:           
Unrecognized net prior service cost$(800) $(1,018) $(16) $(21) $(12) $(14)
Unrecognized net actuarial gain (loss)(5,404) (3,967) (240) (32) (162) (100)
Gross unrecognized cost at December 31(6,204) (4,985) (256) (53) (174) (114)
Deferred tax assets (liabilities) at December 311,497
 1,205
 62
 13
 40
 28
Net unrecognized cost at December 31$(4,707) $(3,780) $(194) $(40) $(134) $(86)

 U.S. Pension Benefits 
U.S. Postretirement
Medical Benefits
 
International
Pension Benefits
 2017 2016 2017 2016 2017 2016
Funded Status:           
Fair value of plan assets$41,932
 $31,215
 $183
 $15
 $1,333
 $1,092
Benefit obligation(45,847) (41,069) (2,792) (2,730) (1,651) (1,425)
Funded status recognized at December 31$(3,915) $(9,854) $(2,609) $(2,715) $(318) $(333)
Funded Status Recognized in our Balance Sheet:           
Other non-current assets$284
 $
 $
 $
 $35
 $28
Other current liabilities(18) (17) (77) (216) (5) (3)
Pension and postretirement benefit obligations(4,181) (9,837) (2,532) (2,499) (348) (358)
Net liability at December 31$(3,915) $(9,854) $(2,609) $(2,715) $(318) $(333)
Amounts Recognized in AOCI:           
Unrecognized net prior service cost$(880) $(1,074) $(29) $(36) $(2) $(3)
Unrecognized net actuarial gain (loss)(4,277) (4,107) (195) (80) (126) (150)
Gross unrecognized cost at December 31(5,157) (5,181) (224) (116) (128) (153)
Deferred tax assets (liabilities) at December 311,840
 1,948
 69
 44
 31
 37
Net unrecognized cost at December 31$(3,317) $(3,233) $(155) $(72) $(97) $(116)
The accumulated benefit obligation for our pension plans as of the measurement dates in 20172019 and 20162018 was $45.776$57.553 and $39.48845.704 billion, respectively.
Benefit payments under the pension plans include $27 and $2223 million paid from employer assets in 20172019 and in 2016.2018, respectively. Benefit payments (net of participant contributions) under the postretirement medical benefit plans include $93$82 and $9887 million paid from employer assets in 20172019 and 20162018, respectively. Such benefit payments from employer assets are also categorized as employer contributions.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS










At December 31, 20172019 and 20162018, the projected benefit obligation, the accumulated benefit obligation and the fair value of plan assets for pension plans with benefit obligations in excess of plan assets were as follows (in millions):
 
Projected Benefit Obligation
Exceeds the Fair Value of Plan Assets
 
Accumulated Benefit Obligation
Exceeds the Fair Value of Plan Assets
 2019 2018 2019 2018
U.S. Pension Benefits:       
Projected benefit obligation$54,039
 $45,333
 $54,039
 $45,333
Accumulated benefit obligation53,194
 44,284
 53,194
 44,284
Fair value of plan assets46,172
 39,554
 46,172
 39,554
International Pension Benefits:       
Projected benefit obligation$1,319
 $630
 $1,319
 $630
Accumulated benefit obligation1,210
 539
 1,210
 539
Fair value of plan assets948
 339
 948
 339
 
Projected Benefit Obligation
Exceeds the Fair Value of Plan Assets
 
Accumulated Benefit Obligation
Exceeds the Fair Value of Plan Assets
2017 2016 2017 2016
U.S. Pension Benefits:       
Projected benefit obligation$37,113
 $41,069
 $37,113
 $41,069
Accumulated benefit obligation35,538
 38,194
 35,538
 38,194
Fair value of plan assets32,914
 31,215
 32,914
 31,215
International Pension Benefits:       
Projected benefit obligation$1,138
 $1,370
 $647
 $1,365
Accumulated benefit obligation992
 1,238
 549
 1,234
Fair value of plan assets798
 1,020
 342
 1,016

The accumulated postretirement benefit obligation presented in the funded status table exceeds plan assets for all of our U.S. postretirement medical benefit plans.

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Benefit Obligations and Fair Value of Plan Assets
The following table providestables provide a reconciliation of the changes in the plans’ benefit obligations and fair value of plan assets as of the respective measurement dates in each year (in millions).
 U.S. Pension Benefits 
U.S. Postretirement
Medical Benefits
 
International
Pension Benefits
 2019 2018 2019 2018 2019 2018
Benefit Obligations:           
Projected benefit obligation at beginning of year$45,333
 $45,847
 $2,510
 $2,792
 $1,552
 $1,651
Service cost1,439
 1,661
 23
 29
 57
 62
Interest cost2,067
 1,799
 108
 104
 47
 45
Gross benefits paid(2,394) (1,390) (288) (263) (40) (33)
Plan participants’ contributions
 
 30
 26
 3
 3
Plan amendments
 331
 
 
 1
 13
Actuarial (gain)/loss7,594
 (2,915) 233
 (178) 213
 (81)
Foreign currency exchange rate changes
 
 


 
 47
 (110)
Curtailments and settlements
 
 


 
 (2) (1)
Other
 
 


 
 28
 3
Projected benefit obligation at end of year$54,039
 $45,333
 $2,616
 $2,510
 $1,906
 $1,552
            
 U.S. Pension Benefits 
U.S. Postretirement
Medical Benefits
 
International
Pension Benefits
 2019 2018 2019 2018 2019 2018
Fair Value of Plan Assets:           
Fair value of plan assets at beginning of year$39,554
 $41,932
 $26
 $183
 $1,284
 $1,333
Actual return on plan assets6,991
 (1,007) (5) (7) 171
 (6)
Employer contributions2,021
 19
 274
 87
 67
 80
Plan participants’ contributions
 
 30
 26
 3
 3
Gross benefits paid(2,394) (1,390) (288) (263) (40) (33)
Foreign currency exchange rate changes
 
 
 
 49
 (92)
Curtailments and settlements
 
 
 
 (2) (1)
Other
 
 
 
 26
 
Fair value of plan assets at end of year$46,172
 $39,554
 $37
 $26
 $1,558
 $1,284

2019 - $8.040 billion pre-tax actuarial loss related to benefit obligation:
Discount Rates ($7.477 billion pre-tax loss): The weighted-average discount rate for our pension and postretirement medical plans decreased from 4.45% at December 31, 2018 to 3.55% at December 31, 2019, primarily due to both a decline in U.S. treasury yields and a decrease in credit spreads on AA-rated corporate bonds in 2019. This was partially offset by a refinement to our bond matching approach from advances in technology and modeling techniques.
Coordinating benefits attributable to the Central States Pension Fund ($603 million pre-tax loss): This represents our current best estimate of the additional potential coordinating benefits that may be required to be paid related to the Central States Pension Fund before taking into account the impact of the change in discount rates.
Demographic and Assumption Changes ($40 million pre-tax gain): This represents the difference between actual and estimated participant data and demographic factors, including items such as healthcare cost trends, compensation changes, rates of termination, retirement, mortality and other changes.


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 U.S. Pension Benefits 
U.S. Postretirement
Medical Benefits
 
International
Pension
Benefits
 2017 2016 2017 2016 2017 2016
Benefit Obligations:           
Projected benefit obligation at beginning of year$41,069
 $36,846
 $2,730
 $2,673
 $1,425
 $1,219
Service cost1,543
 1,412
 29
 28
 60
 49
Interest cost1,813
 1,828
 112
 124
 40
 41
Gross benefits paid(1,309) (1,885) (264) (264) (32) (28)
Plan participants’ contributions
 
 26
 27
 3
 3
Plan amendments(1)

 285
 
 15
 
 
Actuarial (gain)/loss4,256
 2,583
 159
 126
 26
 208
Foreign currency exchange rate changes
 
 
 
 129
 (67)
Curtailments and settlements(1,525) 
 
 
 (3) (3)
Other
 
 
 1
 3
 3
Projected benefit obligation at end of year$45,847
 $41,069
 $2,792
 $2,730
 $1,651
 $1,425
            
(1) Resulting from a new labor contract with the Independent Pilots Association.
      
 U.S. Pension Benefits 
U.S. Postretirement
Medical Benefits
 
International
Pension
Benefits
 2017 2016 2017 2016 2017 2016
Fair Value of Plan Assets:           
Fair value of plan assets at beginning of year$31,215
 $28,887
 $15
 $130
 $1,092
 $1,014
Actual return on plan assets4,717
 1,735
 (2) 3
 96
 108
Employer contributions7,309
 2,478
 408
 119
 77
 71
Plan participants’ contributions
 
 26
 27
 3
 3
Gross benefits paid(1,309) (1,885) (264) (264) (32) (28)
Foreign currency exchange rate changes
 
 
 
 100
 (73)
Curtailments and settlements
 
 
 
 (3) (3)
Fair value of plan assets at end of year$41,932
 $31,215
 $183
 $15
 $1,333
 $1,092

2018 - $3.174 billion pre-tax actuarial gain related to benefit obligation:
Discount Rates ($4.829 billion pre-tax gain): The weighted-average discount rate for our pension and postretirement medical plans increased from 3.81% at December 31, 2017 to 4.45% at December 31, 2018, primarily due to both an increase in U.S. treasury yields and an increase in credit spreads on AA-rated corporate bonds in 2018.
Coordinating benefits attributable to the Central States Pension Fund ($1.550 billion pre-tax loss): This represents our current best estimate of potential coordinating benefits that may be required to be paid related to the Central States Pension Fund.
Demographic and Assumption Changes ($105 million pre-tax loss): This represents the difference between actual and estimated participant data and demographic factors, including items such as healthcare cost trends, compensation rate increases and rates of termination, retirement and mortality.
Pension and Postretirement Plan Assets
Under the governance of plan trustees, the investment committeeInvestment Committee establishes investment guidelines and strategies and regularly monitors the performance of investments and investment managers. The investment guidelines address items such as establishing appropriate governance provisions; defining investment objectives; determining strategic asset allocation; monitoring and reporting the investments on a regular basis; appointing/dismissing investment managers, custodians, consultants and advisors; risk management; determining/defining the mandates for investment managers; rebalancing of assets and determining investment restrictions/prohibited investments.
Pension assets are invested in accordance with applicable laws and regulations. The primary long-term investment objectives for pension assets are to: (1) provide for a reasonable amount of long-term growth of capital given prudent levels of risk exposure while minimizing permanent loss of capital; (2) generate investment results that meet or exceed the long-term rate of return assumption for the plans and (3) match the duration of the liabilities and assets of the plans to reduce the need for large employer contributions in the future. In furtherance of these objectives, investment managers are engaged to actively manage assets within the guidelines and strategies set forth by the Investment Committee. Active managers are monitored regularly and their performance is compared to applicable benchmarks.
UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS





Fair Value Measurements

Pension assets valued utilizing Level 1 inputs include equity investments, corporate debt instruments and U.S. government securities. Fair values were determined by closing prices for those securities traded on national stock exchanges, while securities traded in the over-the-counter market and listed securities for which no sale was reported on the valuation date are valued at the mean between the last reported bid and asked prices.
Level 2 assets include certain bonds that are valued based on yields currently available on comparable securities of other issues with similar credit ratings; mortgage-backed securities that are valued based on cash flow and yield models using acceptable modeling and pricing conventions; and certain investments that are pooled with other investments in a commingled fund. We value our investments in commingled funds by taking the percentage ownership of the underlying assets, each of which has a readily determinable fair value.
Fair value estimates for certain investments are based on unobservable inputs that are not corroborated by observable market data and are thus classified as Level 3.

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UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS





Investments that do not have a readily determinable fair value, and which provide a net asset value ("NAV") or its equivalent)equivalent developed consistent with FASB measurement principles, are valued using NAV as a practical expedient. These investments are not classified in Levels 1, 2, or 3 of the fair value hierarchy but areinstead included inwithin the totals in the tables shown below. Thesesubtotals by asset category. Such investments include hedge funds, risk parity funds, real estate investments, private debt and private equity funds. Investments in hedge funds and risk parity funds are valued using the reported NAVsNAV as of December 31st. These assets are primarily invested in a portfolio of diversified, direct investments and funds of hedge funds. Real estate investments, private debt and private equity funds are valued using fair valuesat NAV per the most recent partnership audited financial reports, and adjusted, as appropriate, for any laginvestment activity between the date of the financial reports and December 31st. The fair values may, dueDue to the inherent uncertainty of valuationlimitations in obtaining a readily determinable fair value measurement for those alternative investments, the fair values reported may differ significantly from the values that would have been used had a readyreadily available market information for the alternative investments existed, and any differences could be material.existed. These investments are described further below:
Hedge Funds: Plan assets are invested in hedge funds that pursue multiple strategies to diversify risk and reduce volatility. Most of these hedge funds allow redemptions either quarterly or semi-annually after a two to three month notice period, while others allow for redemption after only a brief notification period with no restriction on redemption frequency. No unfunded commitments existed with respect to hedge funds as of December 31, 2019.
Risk Parity Funds: Plan assets are invested in risk parity strategies in order to provide diversification and balance risk/return objectives. These strategies reflect a multi-asset class balanced risk approach generally consisting of equity, interest rates, credit and commodities. These funds allow for monthly redemptions with only a brief notification period. No unfunded commitments existed with respect to risk parity funds as of December 31, 2019.
Real Estate, Private Debt and Private Equity Funds: Plan assets are invested in limited partnership interests in various private equity, private debt and real estate funds. Limited provision exists for the redemption of these interests by the limited partners that invest in these funds until the end of the term of the partnerships, typically ranging between 10 and 15 years from the date of inception. An active secondary market exists for similar partnership interests, although no particular value (discount or premium) can be guaranteed. At December 31, 2019, unfunded commitments to such limited partnerships totaling approximately $2.241 billion are expected to be contributed over the remaining investment period, typically ranging between three and six years.
Hedge Funds: Plan assets are invested in hedge funds that pursue multiple strategies to diversify risk and reduce volatility. Most of these hedge funds allow redemptions either quarterly or semi-annually after a two to three month notice period, while others allow for redemption after only a brief notification period with no restriction on redemption frequency. No unfunded commitments existed with respect to hedge funds as of December 31, 2017.

Risk Parity Funds: Plan assets are invested in risk parity strategies in order to provide diversification and balance risk/return objectives. These strategies reflect a multi-asset class balanced risk approach generally consisting of equity, interest rates, credit and commodities. These funds allow for monthly redemptions with only a brief notification period. No unfunded commitments existed with respect to risk parity funds as of December 31, 2017.84
Real Estate, Private Debt and Private Equity Funds: Plan assets are invested in limited partnership interests in various private equity, private debt and real estate funds. Limited provision exists for the redemption of these interests by the limited partners that invest in these funds until the end of the term of the partnerships, typically ranging between 10 and 15 years from the date of inception. An active secondary market exists for similar partnership interests, although no particular value (discount or premium) can be guaranteed. At December 31, 2017, unfunded commitments to such limited partnerships totaling approximately $2.546 billion are expected to be contributed over the remaining investment period, typically ranging between three and six years.

UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS










The fair values of U.S. and international pension and postretirement benefit plan assets by asset category as of December 31, 20172019 are presented below (in millions), as well as the percentage that each category comprises of our total plan assets and the respective target allocations.
Total
Assets(1)
 Level 1 Level 2 Level 3 
Percentage of
Plan Assets

 
Target
Allocation

Total
Assets(1)
 Level 1 Level 2 Level 3 
Percentage of
Plan Assets
 
Target
Allocation
Asset Category (U.S. Plans):                    
Cash and cash equivalents(2)
$5,725
 $5,292
 $433
 $
 13.6% 0-5$964
 $818
 $146
 $
 2.1% 1-5
Equity Securities:                    
U.S. Large Cap5,924
 3,121
 2,803
 
   6,607
 2,889
 3,718
 
   
U.S. Small Cap591
 421
 170
 
   505
 376
 129
 
   
Emerging Markets2,101
 1,669
 432
 
   2,039
 1,523
 516
 
   
Global Equity2,817
 2,400
 417
 
   2,892
 2,553
 339
 
   
International Equity4,791
 2,950
 1,841
 
   4,591
 2,499
 2,092
 
   
Total Equity Securities16,224
 10,561
 5,663
 
 38.5
 35-5516,634
 9,840
 6,794
 
 36.0
 25-55
Fixed Income Securities:                    
U.S. Government Securities7,695
 7,323
 372
 
   14,077
 12,980
 1,097
 
   
Corporate Bonds3,865
 
 3,857
 8
   5,051
 
 5,051
 
   
Global Bonds53
 
 53
 
   50
 
 50
 
   
Municipal Bonds21
 
 21
 
   24
 
 24
 
   
Total Fixed Income Securities11,634
 7,323
 4,303
 8
 27.6
 25-3519,202
 12,980
 6,222
 
 41.5
 35-55
Other Investments:                    
Hedge Funds2,910
 
 1,031
 
 6.9
 5-153,273
 
 1,380
 
 7.1
 5-15
Private Equity2,107
 
 
 
 5.0
 1-103,030
 
 
 
 6.6
 1-10
Private Debt953
 
 237
 
 2.3
 1-10772
 
 
 
 1.7
 1-10
Real Estate2,031
 157
 139
 
 4.8
 1-101,940
 149
 74
 
 4.2
 1-10
Structured Products(3)(2)
172
 
 172
 
 0.4
 0-5153
 
 153
 
 0.3
 1-5
Risk Parity Funds359
 
 
 

 0.9
 1-10241
 
 
 
 0.5
 1-10
Total U.S. Plan Assets$42,115
 $23,333
 $11,978
 $8
 100.0% $46,209
 $23,787
 $14,769
 $
 100.0% 
Asset Category (International Plans):                    
Cash and cash equivalents$78
 $43
 $35
 

 5.8
 0-10$72
 $32
 $40
 
 4.6
 1-10
Equity Securities:                    
Local Markets Equity213
 
 213
 

   209
 
 209
 
   
U.S. Equity30
 
 30
 

   47
 
 47
 
   
Emerging Markets38
 38
 
 

   33
 33
 
 
   
International / Global Equity356
 166
 190
 

   441
 179
 262
 
   
Total Equity Securities637
 204
 433
 
 47.7
 30-60730
 212
 518
 
 46.8
 30-60
Fixed Income Securities:                    
Local Government Bonds103
 25
 78
 

   94
 
 94
 
   
Corporate Bonds198
 59
 139
 

   177
 20
 157
 
   
Global Bonds110
 110
 
 
   
Total Fixed Income Securities301
 84
 217
 
 22.6
 25-50381
 130
 251
 
 24.5
 25-45
Other Investments:                    
Real Estate124
 
 79
 

 9.3
 5-10128
 
 80
 
 8.2
 5-10
Other193
 
 184
 

 14.6
 0-20247
 
 218
 12
 15.9
 1-20
Total International Plan Assets$1,333
 $331
 $948
 $
 100.0% $1,558
 $374
 $1,107
 $12
 100.0% 
Total Plan Assets$43,448
 $23,664
 $12,926
 $8
   $47,767
 $24,161
 $15,876
 $12
   
(1)(1) Certain investments that are measured at fair value using the NAV per share (or its equivalent) practical expedient have not been classified in the fair value hierarchy but are included in the category totals.
(2) Includes $5 billion in contributions made in December 2017 that had not yet been invested according to the targeted allocation.
(3) Represents mortgage and asset-backed securities.

85

UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS










The fair values of U.S. and international pension and postretirement benefit plan assets by asset category as of December 31, 20162018 are presented below (in millions), as well as the percentage that each category comprises of our total plan assets and the respective target allocations.
 
Total
Assets(1)
 Level 1 Level 2 Level 3 
Percentage of
Plan Assets
 
Target
Allocation
Asset Category (U.S. Plans):           
Cash and cash equivalents$157
 $108
 $49
 $
 0.4% 1-5
Equity Securities:           
U.S. Large Cap5,276
 2,155
 3,121
 
    
U.S. Small Cap542
 386
 156
 
    
Emerging Markets1,859
 1,436
 423
 
    
Global Equity2,320
 2,056
 264
 
    
International Equity3,670
 2,189
 1,481
 
    
Total Equity Securities13,667
 8,222
 5,445
 
 34.5
 25-55
Fixed Income Securities:           
U.S. Government Securities12,295
 11,922
 373
 
    
Corporate Bonds4,303
 
 4,301
 2
    
Global Bonds55
 
 55
 
    
Municipal Bonds16
 
 16
 
    
Total Fixed Income Securities16,669
 11,922
 4,745
 2
 42.1
 35-55
Other Investments:           
Hedge Funds3,154
 
 1,185
 
 8.0
 5-15
Private Equity2,763
 
 
 
 7.0
 1-10
Private Debt836
 
 178
 
 2.1
 1-10
Real Estate1,989
 152
 53
 
 5.0
 1-10
Structured Products(2)
138
 
 138
 
 0.4
 1-5
Risk Parity Funds207
 
 
 
 0.5
 1-10
Total U.S. Plan Assets$39,580
 $20,404
 $11,793
 $2
 100.0%  
Asset Category (International Plans):           
Cash and cash equivalents$45
 $4
 $41
 
 3.5
 1-10
Equity Securities:           
Local Markets Equity171
 
 171
 
    
U.S. Equity34
 
 34
 
    
Emerging Markets33
 33
 
 
    
International / Global Equity348
 150
 198
 
    
Total Equity Securities586
 183
 403
 
 45.6
 30-60
Fixed Income Securities:           
Local Government Bonds102
 24
 78
 
    
Corporate Bonds195
 54
 141
 
    
Global Bonds27
 27
 
 
    
Total Fixed Income Securities324
 105
 219
 
 25.2
 25-45
Other Investments:           
Real Estate121
 
 76
 
 9.4
 5-10
Other208
 
 191
 4
 16.3
 1-20
Total International Plan Assets$1,284
 $292
 $930
 $4
 100.0%  
Total Plan Assets$40,864
 $20,696
 $12,723
 $6
    

 
Total
Assets(1)
 Level 1 Level 2 Level 3 
Percentage of
Plan Assets

 
Target
Allocation

Asset Category (U.S. Plans):           
Cash and cash equivalents$304
 $102
 $202
 $
 1.0% 0-5
Equity Securities:           
U.S. Large Cap4,883
 2,327
 2,556
 
    
U.S. Small Cap542
 393
 149
 
    
Emerging Markets1,396
 1,236
 160
 
    
Global Equity2,603
 2,555
 48
 
    
International Equity3,026
 2,197
 829
 
    
Total Equity Securities12,450
 8,708
 3,742
 
 39.9
 35-55
Fixed Income Securities:           
U.S. Government Securities6,173
 5,821
 352
 
    
Corporate Bonds4,492
 
 4,492
 
    
Global Bonds161
 
 59
 
    
Municipal Bonds24
 
 24
 
    
Total Fixed Income Securities10,850
 5,821
 4,927
 
 34.6
 25-35
Other Investments:           
Hedge Funds2,867
 
 763
 
 9.2
 5-15
Private Equity1,716
 
 
 
 5.5
 1-10
Private Debt496
 
 
 
 1.6
 1-10
Real Estate1,734
 122
 144
 
 5.6
 1-10
Structured Products(2)
492
 
 492
 
 1.6
 0-5
Risk Parity Funds321
 
 
 
 1.0
 1-10
Total U.S. Plan Assets$31,230
 $14,753
 $10,270
 $
 100.0%  
Asset Category (International Plans):           
Cash and cash equivalents$54
 $37
 $17
 
 4.9
 0-15
Equity Securities:           
Local Markets Equity188
 
 188
 
    
U.S. Equity20
 
 20
 
    
Emerging Markets26
 26
 
 
    
International / Global Equity288
 141
 147
 
    
Total Equity Securities522
 167
 355
 
 47.7
 50-65
Fixed Income Securities:           
Local Government Bonds84
 22
 62
 
    
Corporate Bonds158
 51
 107
 
    
Total Fixed Income Securities242
 73
 169
 
 22.2
 15-35
Other Investments:           
Real Estate93
 
 57
 
 8.5
 0-17
Other181
 
 175
 
 16.7
 0-20
Total International Plan Assets$1,092
 $277
 $773
 $
 100.0%  
Total Plan Assets$32,322
 $15,030
 $11,043
 $
    
(1) Certain investments that are measured at fair value using the NAV per share (or its equivalent) practical expedient have not been classified in the fair value hierarchy but are included in the category totals.
(2) Represents mortgage and asset-backed securities.

86

UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS










The following table presents the changes in the Level 3 instruments measured on a recurring basis for the years ended December 31, 20172019 and 20162018 (in millions).
 Corporate Bonds Other Total
Balance on January 1, 2018$8
 $
 $8
Actual Return on Assets:     
Assets Held at End of Year
 
 
Assets Sold During the Year(7) 
 (7)
Purchases11
 9
 20
Sales(10) (5) (15)
Transfers Into (Out of) Level 3
 
 
Balance on December 31, 2018$2
 $4
 $6
Actual Return on Assets:     
Assets Held at End of Year
 1
 1
Assets Sold During the Year(4) 
 (4)
Purchases4
 7
 11
Sales(2) 


 (2)
Transfers Into (Out of) Level 3
 
 
Balance on December 31, 2019$
 $12
 $12

 
Corporate
Bonds
 Other Total
Balance on January 1, 2016$6
 $49
 $55
Actual Return on Assets:     
Assets Held at End of Year
 
 
Assets Sold During the Year
 (49) (49)
Purchases
 
 
Sales(6) 
 (6)
Transfers Into (Out of) Level 3
 
 
Balance on December 31, 2016$
 $
 $
Actual Return on Assets:     
Assets Held at End of Year
 
 
Assets Sold During the Year
 
 
Purchases9
 
 9
Sales(1) 
 (1)
Transfers Into (Out of) Level 3
 
 
Balance on December 31, 2017$8
 $
 $8
There were no shares of UPS class A or B shares of common stock directly held in plan assets as of December 31, 20172019 or December 31, 20162018.
Accumulated Other Comprehensive Income
The estimated amounts of prior service cost in AOCI expected to be amortized and recognized as a component of net periodic benefit cost in 2018 are as follows (in millions):
 U.S. Pension Benefits 
U.S. Postretirement
Medical Benefits
 
International Pension
Benefits
Prior service cost$193
 $7
 $1
UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS





Expected Cash Flows
Information about expected cash flows for the pension and postretirement benefit plans is as follows (in millions):
 
U.S.
Pension Benefits
 
U.S. Postretirement
Medical Benefits
 
International Pension
Benefits
Expected Employer Contributions:     
2018 to plan trusts$
 $
 $75
2018 to plan participants19
 78
 5
Expected Benefit Payments:     
2018$1,294
 $237
 $24
20191,418
 239
 27
20201,551
 237
 30
20211,691
 231
 36
20221,836
 222
 41
2023 - 202711,358
 967
 286
 
U.S.
Pension Benefits
 
U.S. Postretirement
Medical Benefits
 International  Pension Benefits
Expected Employer Contributions:     
2020 to plan trusts$1,000
 $186
 $62
2020 to plan participants21
 11
 5
2020$1,645
 $241
 $32
20211,802
 225
 36
20221,942
 215
 41
20232,085
 206
 46
20242,230
 196
 52
2025 - 202913,293
 857
 353
Our funding policy for U.S. plans is to contribute amounts annually that are at least equal to the amounts required by applicable laws and regulations, or to directly fund payments to plan participants, as applicable. International plans will be funded in accordance with local regulations. Additional discretionary contributions may be made when deemed appropriate to meet the long-term obligations of the plans. Expected benefit payments for pensions will be primarily paid from plan trusts. Expected benefit payments for postretirement medical benefits will be paid from plan trusts and corporate assets.

87

UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS





NOTE 5. 6. MULTIEMPLOYER EMPLOYEE BENEFIT PLANS
We contribute to a number of multiemployer defined benefit plans under the terms of collective bargaining agreements that cover our union-represented employees. These plans generally provide for retirement, death and/or termination benefits for eligible employees within the applicable collective bargaining units, based on specific eligibility/participation requirements, vesting periods and benefit formulas. The risks of participating in these multiemployer plans are different from single-employer plans in the following aspects:
Assets contributed to a multiemployer plan by one employer may be used to provide benefits to employees of other participating employers.
If we negotiate to cease participating in a multiemployer plan, we may be required to pay that plan an amount based on our allocable share of its underfunded status, referred to as a "withdrawal liability". However, cessation of participation in a multiemployer plan and subsequent payment of any withdrawal liability is subject to the collective bargaining process.
If any of the multiemployer pension plans in which we participate enter critical status, and our contributions are not sufficient to satisfy any rehabilitation plan funding schedule, we could be required under the Pension Protection Act of 2006 to make additional surcharge contributions to the multiemployer pension plan in the amount of five to ten percent of the existing contributions required by our labor agreement. Such surcharges would cease upon the ratification of a new collective bargaining agreement, and could not recur unless a plan re-entered critical status at a later date.
The discussion that follows sets forth the financial impact on our results of operations and cash flows for the years ended December 31, 20172019, 20162018 and 20152017, from our participation in multiemployer benefit plans. As part of the overall collective bargaining process for wage and benefit levels, we have agreed to contribute certain amounts to the multiemployer benefit plans during the contract period. The multiemployer benefit plans set benefit levels and are responsible for benefit delivery to participants. Future contribution amounts to multiemployer benefit plans are determined only through collective bargaining, and we have no additional legal or constructive obligation to increase contributions beyond the agreed-upon amounts (except potential surcharges under the Pension Protection Act of 2006 as described above).
The number of employees covered by our multiemployer pension plans has remained consistent over the past three years, and there have been no significant changes that affect the comparability of 2017, 20162019, 2018 and 20152017 contributions. We recognize expense for the contractually-required contribution for each period, and we recognize a liability for any contributions due and unpaid at the end of a reporting period.
UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS





Status of Collective Bargaining Agreements
As of December 31, 2017,2019, we had approximately 280,000290,000 employees employed under a national master agreement and various supplemental agreements with local unions affiliated with the Teamsters. These agreements runThe current National Master Agreement ("NMA") was ratified on April 28, 2019, and runs through July 31, 2023. Most of the economic provisions of the NMA are retroactive to August 1, 2018, which is the effective date of the NMA. The UPS Freight business unit national master agreement was ratified on November 11, 2018.
We have approximately 2,7002,900 pilots who are employed under a collective bargaining agreement with the Independent Pilots Association ("IPA"), which runs throughbecomes amendable on September 1, 2021. OurOn February 10, 2020, the Company and the IPA reached a tentative agreement on a two-year contract extension. Upon ratification, the extension will go into effect on September 1, 2021 and become amendable September 1, 2023.
We have approximately 1,500 airline mechanics who are covered by a collective bargaining agreement with Teamsters Local 2727 which becamebecomes amendable November 1, 2013. We are currently in negotiations with Teamsters Local 2727.2023. In addition, approximately 3,1003,300 of our auto and maintenance mechanics who are not employed under agreements with the Teamsters are employed under collective bargaining agreements with the International Association of Machinists and Aerospace Workers (“IAM”("IAM") that will expire on. On May 2, 2019, the IAM ratified a new collective bargaining agreement which runs through July 31, 2019.2024.

88

UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS





Multiemployer Pension Plans
The following table outlines our participation in multiemployer pension plans for the periods ended December 31, 2017, 20162019, 2018 and 2015,2017, and sets forth our calendar year contributions and accruals for each plan. The “EIN/Pension Plan Number” column provides the Employer Identification Number (“EIN”) and the three-digit plan number. The most recent Pension Protection Act zone status available in 20172019 and 20162018 relates to the plans’ two most recent fiscal year-ends.year ends. The zone status is based on information that we received from the plans’ administrators and is certified by each plan’s actuary. Plans certified in the red zone are generally less than 65% funded, funded; plans certified in the orange zone are both less than 80% funded and have an accumulated funding deficiency, or are expected to have a deficiency in any of the next six plan years,years; plans certified in the yellow zone are less than 80% funded, funded; and plans certified in the green zone are at least 80% funded. The “FIP/RP Status Pending/Implemented” column indicates whether a financial improvement plan (“FIP”) for yellow/orange zone plans, or a rehabilitation plan (“RP”) for red zone plans, is either pending or has been implemented. As of December 31, 20172019, all plans that have either a FIP or RP requirement have had the respective plan implemented.
Our collectively-bargained contributions satisfy the requirements of all implemented FIPs and RPs and do not currently require the payment of any surcharges. In addition, minimum contributions outside of the agreed upon contractual rates are not required. For the plans detailed in the following table, the expiration date of the associated collective bargaining agreements is July 31, 2018,2023, with the exception of the Automotive Industries Pension Plan, the Automotive Machinists Pension Trust and the IAM National Pension Fund / National Pension Plan, which both have a July 31, 20192024 expiration date. For all plans detailed in the following table, we provided more than 5% of the total plan contributions from all employers for 2017, 20162019, 2018 and 20152017 (as disclosed in the annual filing with the Department of Labor for each respective plan).
UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS





Certain plans have been aggregated in the “all other multiemployer pension plans” line in the following table, as the contributions to each of these individual plans are not material.
 
EIN / Pension
Plan
 
Pension
Protection Act
Zone Status
 
FIP / RP Status
Pending /
 
(in millions)
UPS Contributions and Accruals
 Surcharge
Pension FundNumber 2019 2018 Implemented 2019 2018 2017 Imposed
Central Pennsylvania Teamsters Defined Benefit Plan23-6262789-001 Green Green No 48
 44
 40
 No
Employer-Teamsters Local Nos. 175 & 505 Pension Trust Fund55-6021850-001 Red Red Yes/Implemented 14
 13
 12
 No
Hagerstown Motor Carriers and Teamsters Pension Fund52-6045424-001 Red Red Yes/Implemented 10
 9
 8
 No
I.A.M. National Pension Fund / National Pension Plan51-6031295-002 Green Green No 41
 38
 35
 No
International Brotherhood of Teamsters Union Local No. 710 Pension Fund36-2377656-001 Green Green No 142
 129
 118
 No
Local 705, International Brotherhood of Teamsters Pension Plan36-6492502-001 Yellow Yellow Yes/Implemented 113
 104
 93
 No
Local 804 I.B.T. & Local 447 I.A.M.—UPS Multiemployer Retirement Plan51-6117726-001 Yellow Yellow Yes/Implemented 112
 116
 110
 No
Milwaukee Drivers Pension Trust Fund39-6045229-001 Green Green No 48
 42
 38
 No
New England Teamsters & Trucking Industry Pension Fund04-6372430-001 Red Red Yes/Implemented 120
 121
 114
 No
New York State Teamsters Conference Pension and Retirement Fund16-6063585-074 Red Red Yes/Implemented 119
 108
 100
 No
Teamster Pension Fund of Philadelphia and Vicinity23-1511735-001 Yellow Yellow Yes/Implemented 74
 66
 60
 No
Teamsters Joint Council No. 83 of Virginia Pension Fund54-6097996-001 Green Green No 75
 69
 64
 No
Teamsters Local 639—Employers Pension Trust53-0237142-001 Green Green No 68
 61
 55
 No
Teamsters Negotiated Pension Plan43-6196083-001 Green Green No 37
 34
 32
 No
Truck Drivers and Helpers Local Union No. 355 Retirement Pension Plan52-6043608-001 Green Green No 24
 22
 20
 No
United Parcel Service, Inc.—Local 177, I.B.T. Multiemployer Retirement Plan13-1426500-419 Red Red Yes/Implemented 100
 95
 88
 No
Western Conference of Teamsters Pension Plan91-6145047-001 Green Green No 939
 868
 772
 No
Western Pennsylvania Teamsters and Employers Pension Fund25-6029946-001 Red Red Yes/Implemented 34
 31
 30
 No
All Other Multiemployer Pension Plans        102
 72
 81
  
       Total Contributions $2,220
 $2,042
 $1,870
  


89

UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS




 
EIN / Pension
Plan
 
Pension
Protection Act
Zone Status
 
FIP / RP Status
Pending /
 
(in millions)
UPS Contributions and Accruals
 Surcharge
Pension FundNumber 2017 2016 Implemented 2017 2016 2015 Imposed
Alaska Teamster-Employer Pension Plan92-6003463-024 Red Red Yes/Implemented $5
 $5
 $5
 No
Automotive Industries Pension Plan94-1133245-001 Red Red Yes/Implemented 5
 4
 4
 No
Central Pennsylvania Teamsters Defined Benefit Plan23-6262789-001 Green Green No 40
 38
 36
 No
Eastern Shore Teamsters Pension Fund52-0904953-001 Green Green No 5
 5
 4
 No
Employer-Teamsters Local Nos. 175 & 505 Pension Trust Fund55-6021850-001 Red Red Yes/Implemented 12
 11
 11
 No
Hagerstown Motor Carriers and Teamsters Pension Fund52-6045424-001 Red Red Yes/Implemented 8
 7
 7
 No
I.A.M. National Pension Fund / National Pension Plan51-6031295-002 Green Green No 35
 31
 29
 No
International Brotherhood of Teamsters Union Local No. 710 Pension Fund36-2377656-001 Green Green No 118
 107
 106
 No
Local 705, International Brotherhood of Teamsters Pension Plan36-6492502-001 Yellow Red Yes/Implemented 93
 88
 91
 No
Local 804 I.B.T. & Local 447 I.A.M.—UPS Multiemployer Retirement Plan51-6117726-001 Yellow Red Yes/Implemented 110
 103
 97
 No
Milwaukee Drivers Pension Trust Fund39-6045229-001 Green Green No 38
 36
 35
 No
New England Teamsters & Trucking Industry Pension Fund04-6372430-001 Red Red Yes/Implemented 114
 114
 110
 No
New York State Teamsters Conference Pension and Retirement Fund16-6063585-074 Red Red Yes/Implemented 100
 91
 86
 No
Teamster Pension Fund of Philadelphia and Vicinity23-1511735-001 Yellow Yellow Yes/Implemented 60
 56
 53
 No
Teamsters Joint Council No. 83 of Virginia Pension Fund54-6097996-001 Green Yellow No 64
 61
 57
 No
Teamsters Local 639—Employers Pension Trust53-0237142-001 Green Green No 55
 51
 48
 No
Teamsters Negotiated Pension Plan43-6196083-001 Green Green No 32
 31
 30
 No
Truck Drivers and Helpers Local Union No. 355 Retirement Pension Plan52-6043608-001 Green Yellow No 20
 19
 17
 No
United Parcel Service, Inc.—Local 177, I.B.T. Multiemployer Retirement Plan13-1426500-419 Red Red Yes/Implemented 88
 83
 83
 No
Western Conference of Teamsters Pension Plan91-6145047-001 Green Green No 772
 694
 646
 No
Western Pennsylvania Teamsters and Employers Pension Fund25-6029946-001 Red Red Yes/Implemented 30
 28
 26
 No
All Other Multiemployer Pension Plans        66
 56
 42
  
       Total Contributions $1,870
 $1,719
 $1,623
  

Agreement with the New England Teamsters and Trucking Industry Pension Fund
In 2012, we reached an agreement with the New England Teamsters and Trucking Industry Pension Fund ("NETTI Fund"), a multiemployer pension plan in which UPS is a participant, to restructure the pension liabilities for approximately 10,200 UPS employees represented by the Teamsters. As of December 31, 20172019 and 2016,2018, we had $859$845 and $866$852 million, respectively, recognized in "other non-current"Other Non-Current Liabilities" as well as $7 million as of December 31, 2019 and 2018 recorded in "Other current liabilities" on our consolidated balance sheets representing the remaining balance of the NETTI Fund withdrawal liability. This liability is payable in equal monthly installments over a remaining term of approximately 43 years. Based on the borrowing rates currently available to the Company for long-term financing of a similar maturity, the fair value of the NETTI Fund withdrawal liability as of December 31, 20172019 and 20162018 was $921$929 and $861 million.$832 million, respectively. We utilized Level 2 inputs in the fair value hierarchy of valuation techniques to determine the fair value of this liability.
UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS





Multiemployer Health and Welfare Plans
We also contribute to severala number of multiemployer health and welfare plans that covercovering both active and retired employees. Healthcare benefits are provided to participants who meet certain eligibility requirements as covered under the applicable collective bargaining unit. The following table sets forth our calendar year plan contributions and accruals. Certain plans have been aggregated in the “all other multiemployer health and welfare plans” line, in the table, as the contributions to each of these individual plans are not material.
 
(in millions)
UPS Contributions and Accruals
Health and Welfare Fund2019 2018 2017
Bay Area Delivery Drivers37
 40
 37
Central Pennsylvania Teamsters Health & Pension Fund31
 29
 27
Central States, South East & South West Areas Health and Welfare Fund2,899
 2,530
 2,366
Delta Health Systems—East Bay Drayage Drivers30
 30
 29
Joint Council #83 Health & Welfare Fund45
 40
 37
Local 804 Welfare Trust Fund101
 90
 84
Milwaukee Drivers Pension Trust Fund—Milwaukee Drivers Health and Welfare Trust Fund48
 43
 38
New York State Teamsters Health & Hospital Fund71
 62
 59
Northern California General Teamsters (DELTA)157
 153
 132
Northern New England Benefit Trust59
 54
 50
Oregon / Teamster Employers Trust51
 43
 38
Teamsters 170 Health & Welfare Fund19
 18
 17
Teamsters Benefit Trust47
 48
 46
Teamsters Local 251 Health & Insurance Plan18
 17
 15
Teamsters Local 638 Health Fund53
 48
 43
Teamsters Local 639—Employers Health & Pension Trust Funds32
 29
 27
Teamsters Local 671 Health Services & Insurance Plan20
 19
 17
Teamsters Union 25 Health Services & Insurance Plan59
 56
 52
Teamsters Western Region & Local 177 Health Care Plan769
 656
 605
Truck Drivers and Helpers Local 355 Baltimore Area Health & Welfare Fund19
 18
 16
Utah-Idaho Teamsters Security Fund37
 32
 29
Washington Teamsters Welfare Trust67
 57
 52
All Other Multiemployer Health and Welfare Plans141
 156
 156
Total Contributions$4,810
 $4,268
 $3,972



90

 
(in millions)
UPS Contributions and Accruals
Health and Welfare Fund2017 2016 2015
Central States, South East & South West Areas Health and Welfare Fund$2,366
 $2,268
 $2,081
Teamsters Western Region & Local 177 Health Care Plan605
 571
 515
Health & Welfare Insurance Fund Teamsters Local 6537
 6
 6
Bay Area Delivery Drivers37
 35
 34
Central Pennsylvania Teamsters Health & Pension Fund27
 25
 23
Delta Health Systems—East Bay Drayage Drivers29
 27
 27
Employer—Teamster Local Nos. 175 & 50511
 11
 10
Joint Council #83 Health & Welfare Fund37
 33
 28
Local 191 Teamsters Health Fund13
 12
 11
Local 401 Teamsters Health & Welfare Fund9
 8
 7
Local 804 Welfare Trust Fund84
 79
 75
Milwaukee Drivers Pension Trust Fund—Milwaukee Drivers Health and Welfare Trust Fund38
 36
 34
Montana Teamster Employers Trust8
 8
 7
New York State Teamsters Health & Hospital Fund59
 56
 53
North Coast Benefit Trust11
 8
 8
Northern California General Teamsters (DELTA)132
 116
 108
Northern New England Benefit Trust50
 47
 42
Oregon / Teamster Employers Trust38
 34
 31
Teamsters 170 Health & Welfare Fund17
 16
 15
Teamsters Benefit Trust46
 43
 36
Teamsters Local 251 Health & Insurance Plan15
 14
 13
Teamsters Local 404 Health & Insurance Plan8
 7
 7
Teamsters Local 638 Health Fund43
 40
 39
Teamsters Local 639—Employers Health & Pension Trust Funds27
 27
 26
Teamsters Local 671 Health Services & Insurance Plan17
 17
 15
Teamsters Union 25 Health Services & Insurance Plan52
 50
 46
Teamsters Union Local 677 Health Services & Insurance Plan11
 10
 10
Truck Drivers and Helpers Local 355 Baltimore Area Health & Welfare Fund16
 16
 15
Utah-Idaho Teamsters Security Fund29
 26
 25
Washington Teamsters Welfare Trust52
 47
 44
All Other Multiemployer Health and Welfare Plans78
 68
 95
Total Contributions$3,972
 $3,761
 $3,486



UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS










NOTE 6. 7. GOODWILL AND INTANGIBLE ASSETS
The following table indicates the allocation of goodwill by segment (in millions):
 
U.S. Domestic
Package
 
International
Package
 
Supply Chain &
Freight
 Consolidated
Balance on January 1, 2018$715
 $435
 $2,722
 $3,872
Acquired
 
 
 
Currency / Other
 (18) (43) (61)
Balance on December 31, 2018$715
 $417
 $2,679
 $3,811
Acquired
 2
 3
 5
Currency / Other
 (3) 
 (3)
Balance on December 31, 2019$715
 $416
 $2,682
 $3,813

 
U.S. Domestic
Package
 
International
Package
 
Supply Chain &
Freight
 Consolidated
Balance on January 1, 2016$715
 $425
 $2,279
 $3,419
Acquired
 
 359
 359
Currency / Other
 (18) (3) (21)
Balance on December 31, 2016$715
 $407
 $2,635
 $3,757
Acquired
 18
 54
 72
Currency / Other
 10
 33
 43
Balance on December 31, 2017$715
 $435
 $2,722
 $3,872
20172019 Goodwill Activity
The goodwill acquired in the Supply Chain & Freight segment is primarily related to our January 2017 acquisition of Freightex Ltd. ("Freightex") and our November 2017 acquisition of STTAS Global Holdings, Inc ("Sandler & Travis Trade Advisory Services" or "STTAS"). The remaining goodwill acquired in the Supply Chain & Freight segment was related to other, smaller acquisitions immaterial to our consolidated financial position or results of operations.
The goodwill acquired in the International Package segment is related to our June 2017January 2019 acquisition of Eirpost Group Unlimited Company ("Nightline").Transmodal Services Private Limited in India. The goodwill acquired in the Supply Chain & Freight segment is primarily due to July 2019 acquisitions by Marken in Europe.
The remaining change in goodwill for the International Package segment was due to immaterial purchase accounting adjustments and the impact of changes in the value of the U.S. Dollar on the translation of non-U.S. Dollar goodwill balances.
2018 Goodwill Activity
The change in goodwill for both the Supply Chain & Freight and the International Package segments was due to immaterial purchase accounting adjustments and the impact of changes in the value of the U.S. Dollar on the translation of non-U.S. Dollar goodwill balances.
2016 Goodwill Activity
The goodwill acquired in the Supply Chain & Freight segment was related to our December 2016 acquisition of Maze 1 Limited ("Marken").
The remaining change in goodwill for both the Supply Chain & Freight and the International Package segments was due to immaterial purchase accounting adjustments and the impact of changes in the value of the U.S. Dollar on the translation of non-U.S. Dollar goodwill balances.
The estimates of the fair value of assets acquired and liabilities assumed are subject to change based on the completion of purchase accounting. The purchase price allocation for acquired companies can be modified for up to one year from the date of acquisition. See note 7 for further discussion of these acquisitions.
Goodwill Impairment and Annual Assessment Date Change
During the third quarter of 2017, we changed the measurement date of our annual goodwill impairment test from October 1st to July 1st. This change better aligns the timing of the goodwill impairment test with our long-term business planning process. The change was not material to our consolidated financial statements as it did not result in the delay, acceleration or avoidance of an impairment charge.
We completed our annual goodwill impairment valuation,evaluation, as of July 1st, on a reporting unit basis which we own at the testing date.basis. For the periods presented, no triggering events were identified that required an interim impairment test.
U.S. Domestic Package is our largest reporting segment.segment and reporting unit. In our International Package reporting segment, we have the following reporting units: Europe, Asia, Americas and ISMEA (Indian Subcontinent, Middle East and Africa).ISMEA. In our Supply Chain & Freight segment we have the following reporting units: Forwarding, Logistics, UPS Mail Innovations, UPS Freight, The UPS Store, UPS Capital, Marken and Coyote Logistics.
UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS





Coyote.
In assessing our goodwill for impairment, we initially evaluate qualitative factors to determine if it is more likely than not that the fair value of a reporting unit is less than its carrying amount. If the qualitative assessment is not conclusive and it is necessary to calculate the fair value of a reporting unit, then we utilize a two-step process to test goodwill for impairment. First, a comparison of the fair value of the applicable reporting unit with the aggregate carrying value, including goodwill, is performed. We primarily determine the fair value of our reporting units using a discounted cash flow model, and supplement this with observable valuation multiples for comparable companies, as applicable. If the carrying amount of a reporting unit exceeds the reporting unit’s fair value, we perform the second step of the goodwill impairment test to determine the amount of impairment loss. The second step includes comparing the implied fair value of the affected reporting unit’s goodwill with the carrying value of that goodwill.


In 2017,2019, we utilized a qualitative assessment to determine that it was more likely than not that the reporting unit fair value exceeded the carrying value for our U.S. Domestic Package, Europe Package, Asia Package, Americas Package, ISMEA Package, Forwarding, Logistics, Coyote, UPS Mail Innovations and The UPS Store and UPS Capital reporting units.Store. For the remaining reporting units owned at the annual goodwill impairment testing date, we utilized the two-step process to test goodwill for impairment. We did not have any goodwill impairment charges in 2017, 20162019, 2018 or 2015.2017. Cumulatively, our Supply Chain & Freight segment has recorded $622 million of goodwill impairment charges, while our International and U.S. Domestic Package segments have not recorded any goodwill impairment charges.



91

UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS





Intangible Assets
The following is a summary of intangible assets at December 31, 20172019 and 20162018 (in millions):
 
Gross Carrying
Amount
 
Accumulated
Amortization
 
Net Carrying
Value
 
Weighted-Average
Amortization
Period
(in years)
December 31, 2019       
Capitalized software$4,125
 $(2,704) $1,421
 6.9
Licenses117
 (64) 53
 3.9
Franchise rights146
 (109) 37
 20.0
Customer relationships730
 (282) 448
 10.6
Trade name200
 
 200
 N/A
Trademarks, patents and other29
 (21) 8
 7.7
Total Intangible Assets$5,347
 $(3,180) $2,167
 7.7
December 31, 2018       
Capitalized software$3,693
 $(2,478) $1,215
  
Licenses117
 (36) 81
  
Franchise rights145
 (105) 40
  
Customer relationships736
 (217) 519
  
Trade name200
 
 200
  
Trademarks, patents and other52
 (31) 20
  
Total Intangible Assets$4,943
 $(2,867) $2,075
  
 
Gross Carrying
Amount
 
Accumulated
Amortization
 
Net Carrying
Value
 
Weighted-
Average
Amortization
Period
(in years)
December 31, 2017       
Capitalized software$3,273
 $(2,310) $963
 6.9
Licenses114
 (10) 104
 3.9
Franchise rights144
 (97) 47
 20.0
Customer relationships776
 (160) 616
 10.8
Trade name200
 
 200
 NA
Trademarks, patents and other71
 (37) 34
 5.4
Total Intangible Assets$4,578
 $(2,614) $1,964
 7.9
December 31, 2016       
Capitalized software$2,933
 $(2,157) $776
  
Licenses131
 (70) 61
  
Franchise rights128
 (90) 38
  
Customer relationships724
 (85) 639
  
Trade name200
 
 200
  
Trademarks, patents and other67
 (23) 44
  
Total Intangible Assets$4,183
 $(2,425) $1,758
  

A trade name and licenses with a carrying valuevalues of $200 and $5$4 million, respectively, as of December 31, 20172019 are deemed to be indefinite-lived intangible assets, and therefore are not amortized. Impairment tests for indefinite-lived intangible assets are performed on an annual basis. All of our other recorded intangible assets are deemed to be finite-lived intangibles, and are thus amortized over their estimated useful lives. Impairment tests for these intangible assets are only performed when a triggering event occurs that may indicate that the carrying value of the intangible may not be recoverable. There was a $7 million impairmentImpairments of a finite-lived intangible assetassets were $2 and no impairment of finite-lived$12 million in 2019 and indefinite-lived intangible assets in 2017 and 2016,2018, respectively.
Amortization of intangible assets was $287, $321$377, $339 and $261$287 million during 2017, 20162019, 2018 and 2015,2017, respectively. Expected amortization of finite-lived intangible assets recorded as of December 31, 20172019 for the next five years is as follows (in millions): 2018—$367; 2019—$328; 2020—$287;481; 2021—$232;403; 2022—$180.332; 2023—$276; 2024—$220. Amortization expense in future periods will be affected by business acquisitions, software development, licensing agreements, franchise rights purchasespurchased and other factors.

92

UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS










NOTE 7. BUSINESS ACQUISITIONS
In January 2017, we acquired Freightex Ltd. ("Freightex"), a U.K.-based asset-light provider of truckload, less-than-truckload and specialized over-the-road services, which was added to our Supply Chain & Freight segment. In June 2017, we acquired Eirpost Group Unlimited Company ("Nightline"), an Ireland-based express delivery and logistics company, which was added to our International Package reporting segment. In November 2017, we acquired STTAS, a global trade compliance management company, which was added to our Supply Chain & Freight segment. These acquisitions were funded with cash from operations and were not material to our consolidated financial position or results of operations.
In December 2016, we acquired Marken, a global provider of supply chain solutions to the life sciences industry and leader in clinical trials, material storage and distribution, for approximately $570 million. The purchase price allocation was completed in the fourth quarter of 2017 and there were no material changes to our estimated fair values of assets acquired and liabilities assumed. The financial results of Marken are included in the Supply Chain & Freight segment from the date of acquisition.
The following table summarizes the fair values of the Marken assets acquired and liabilities assumed at the acquisition date (in millions):
Marken Assets Acquired and (Liabilities) Assumed 
Cash and cash equivalents$26
Accounts receivable34
Other current assets6
Deferred tax assets35
Property, plant, and equipment7
Goodwill319
Intangible assets238
Accounts payable and other current liabilities(29)
Deferred tax liabilities(66)
    Total purchase price$570
The goodwill recognized of approximately $319 million is attributable to synergies anticipated from future growth of Marken. None of the goodwill is deductible for income tax purposes.
The intangible assets acquired of approximately $238 million primarily consist of $219 million of customer relationships (amortized over 12 years), $10 million of trade name (amortized over 3 years), $8 million of capitalized software (amortized over 3-5 years) and a $1 million agent network (amortized over 4 years). The carrying value of working capital approximates fair value.
We recognized approximately $8 million of acquisition related costs that were expensed in 2016. These costs are included in "other expenses" within the statements of consolidated income.

UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS





NOTE 8. 8. DEBT AND FINANCING ARRANGEMENTS
The following table sets forth the principal amount, maturity or range of maturities, as well as the carrying value of our outstanding debt obligations, as of December 31, 20172019 and 20162018 consists of the following (in millions). The carrying value of these debt obligations can differ from the principal amount due to the impact of unamortized discounts or premiums and valuation adjustments resulting from interest rate swap hedging relationships.
:
 Principal   Carrying Value
 Amount Maturity 2019 2018
Commercial paper$3,243
 2020 $3,234
 $2,662
Fixed-rate senior notes:       
5.125% senior notes1,000
 2019 
 998
3.125% senior notes1,500
 2021 1,524
 1,492
2.050% senior notes700
 2021 699
 698
2.450% senior notes1,000
 2022 1,003
 1,023
2.350% senior notes600
 2022 598
 597
2.500% senior notes1,000
 2023 995
 994
2.800% senior notes500
 2024 497
 496
2.200% senior notes400
 2024 398
 
2.400% senior notes500
 2026 498
 498
3.050% senior notes1,000
 2027 992
 991
3.400% senior notes750
 2029 745
 
2.500% senior notes400
 2029 397
 
6.200% senior notes1,500
 2038 1,483
 1,482
4.875% senior notes500
 2040 490
 490
3.625% senior notes375
 2042 368
 368
3.400% senior notes500
 2046 491
 491
3.750% senior notes1,150
 2047 1,136
 1,136
4.250% senior notes750
 2049 742
 
3.400% senior notes700
 2049 688
 
Floating-rate senior notes:       
     Floating-rate senior notes350
 2021 349
 349
     Floating-rate senior notes400
 2022 399
 399
     Floating-rate senior notes500
 2023 499
 499
Floating-rate senior notes1,041
 2049-2067 1,028
 1,029
8.375% Debentures:       
8.375% debentures424
 2020 426
 419
8.375% debentures276
 2030 281
 274
Pound Sterling Notes:       
     5.500% notes87
 2031 86
 84
     5.125% notes597
 2050 566
 546
Euro Senior Notes:       
0.375% senior notes783
 2023 779
 797
1.625% senior notes783
 2025 779
 798
1.000% senior notes560
 2028 556
 570
1.500% senior notes560
 2032 556
 569
Floating-rate senior notes560
 2020 559
 572
Canadian senior notes:       
     2.125% senior notes573
 2024 571
 548
Finance lease obligations498
 2020 – 2210 498
 534
Facility notes and bonds320
 2029 – 2045 320
 320
Other debt8
 2020 – 2025 8
 13
Total debt$26,388
   25,238
 22,736
Less: current maturities    (3,420) (2,805)
Long-term debt    $21,818
 $19,931


93
 Principal   Carrying Value
 Amount Maturity 2017 2016
Commercial paper$3,203
 2018 $3,203
 $3,250
Fixed-rate senior notes:       
1.125% senior notes375
 2017 
 374
5.500% senior notes750
 2018 751
 769
5.125% senior notes1,000
 2019 1,019
 1,043
3.125% senior notes1,500
 2021 1,549
 1,584
2.050% senior notes700
 2021 696
 
2.450% senior notes1,000
 2022 979
 986
2.350% senior notes600
 2022 597
 
2.500% senior notes1,000
 2023 992
 
2.800% senior notes500
 2024 495
 
2.400% senior notes500
 2026 497
 497
3.050% senior notes1,000
 2027 990
 
6.200% senior notes1,500
 2038 1,482
 1,481
4.875% senior notes500
 2040 489
 489
3.625% senior notes375
 2042 368
 367
3.400% senior notes500
 2046 491
 491
3.750% senior notes1,150
 2047 1,135
 
Floating-rate senior notes:       
     Floating-rate senior notes350
 2021 348
 
     Floating-rate senior notes400
 2022 398
 
     Floating-rate senior notes500
 2023 496
 
Floating-rate senior notes1,043
 2049-2067 1,032
 824
8.375% Debentures:       
8.375% debentures424
 2020 447
 461
8.375% debentures276
 2030 282
 282
Pound Sterling Notes:       
     5.500% notes90
 2031 84
 76
     5.125% notes614
 2050 586
 535
Euro Senior Notes:       
0.375% senior notes839
 2023 832
 
1.625% senior notes839
 2025 833
 732
1.000% senior notes599
 2028 595
 523
1.500% senior notes599
 2032 594
 
Floating-rate senior notes599
 2020 598
 525
Canadian senior notes:       
     2.125% senior notes597
 2024 593
 
Capital lease obligations500
 2018– 3005 500
 447
Facility notes and bonds320
 2029 – 2045 319
 319
Other debt19
 2018 – 2022 19
 20
Total debt$24,761
   24,289
 16,075
Less: current maturities    (4,011) (3,681)
Long-term debt    $20,278
 $12,394

UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS









Debt Issuances
On May 16, 2017 we issued U.S. senior rate notes. These senior notes consist of two separate series, as follows:
Two series of notes, in the principal amounts of $600 and $400 million, were issued. These notes bear interest at a 2.350% fixed rate and at three-month LIBOR plus 38 basis points, respectively, and mature May 2022. Interest on the fixed-rate senior notes is payable semi-annually, beginning November 2017. Interest on the floating-rate senior notes is payable quarterly beginning August 2017. The 2.350% notes are callable at our option at a redemption price equal to the greater of 100% of the principal amount, or the sum of the present values of the remaining scheduled payments of principal and interest thereon discounted to the redemption date on a semi-annual basis at the discount rate of the treasury rate plus 10 basis points and accrued interest. The floating-rate senior notes are not callable.
On May 18, 2017 we issued Canadian senior notes. These senior notes consist of a single series as follows:
Notes in the principal amount of C$750 million ($547 million), which bear interest at a 2.125% fixed interest rate and mature May 2024. Interest on the notes is payable semi-annually beginning November 2017. The notes are callable at our option, in whole or in part at the Government of Canada yield plus 21.5 basis points, and on or after the par call date, at par value.
On November 8, 2017, we issued Euro senior rate notes. These senior notes consist of two separate series, as follows:
Two series of notes, in the principal amount of €700 million ($815 million) and €500 million ($582 million) were issued. These notes bear interest at 0.375% and 1.500% fixed rates, respectively, and mature November 2023 and November 2032, respectively. Interest on these notes is payable annually, beginning in November 2018. The notes are callable at our option at a redemption price equal to the greater of 100% of the principal amount, or the sum of the present values of the remaining scheduled payments of principal and interest thereon discounted to the date of redemption at a benchmark comparable government bond yield plus 10 and 20 basis points, respectively, and accrued interest.
On November 9, 2017, we issued U.S. senior rate notes. These senior notes consist of seven separate series, as follows:
Notes in the principal amount of $350 million, which bear interest at three-month LIBOR plus 15 basis points and mature April 2021. Interest on the notes is payable quarterly beginning April 2018. These notes are not callable.
Notes in the principal amount of $500 million, which bear interest at three-month LIBOR plus 45 basis points and mature April 2023. Interest on the notes is payable quarterly beginning April 2018. These notes are not callable.
Notes in the principal amount of $700 million, which bear interest at a 2.050% fixed rate and mature April 2021. Interest on the fixed-rate senior notes is payable semi-annually, beginning April 2018. These notes are callable at our option at a redemption price equal to the greater of 100% of the principal amount, or the sum of the present values of the remaining scheduled payments of principal and interest thereon discounted to the redemption date on a semi-annual basis at the discount rate of the treasury rate plus 10 basis points and accrued interest.
Notes in the principal amount of $1 billion, which bear interest at a 2.500% fixed interest rate and mature April 2023. Interest on the fixed-rate senior notes is payable semi-annually, beginning April 2018. These notes are callable at our option at a redemption price equal to the greater of 100% of the principal amount, or the sum of the present values of the remaining scheduled payments of principal and interest thereon discounted to the redemption date on a semi-annual basis at the discount rate of the treasury rate plus 10 basis points plus accrued interest. If called within the one month prior to maturity, the redemption price is equal to 100% of the principal amount plus accrued and unpaid interest, if any, to, but excluding the redemption date.
Notes in the principal amount of $500 million, which bear interest at a 2.800% fixed interest rate and mature November 2024. Interest on the fixed-rate senior notes is payable semi-annually, beginning May 2018. These notes are callable at our option at a redemption price equal to the greater of 100% of the principal amount, or the sum of the present values of the remaining scheduled payments of principal and interest thereon discounted to the redemption date on a semi-annual basis at the discount rate of the treasury rate plus 10 basis points plus accrued interest. If called within the two months prior to maturity, the redemption price is equal to 100% of the principal amount plus accrued and unpaid interest, if any, to, but excluding the redemption date.
UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
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Notes in the principal amount of $1 billion, which bear interest at a 3.050% fixed interest rate and mature November 2027. Interest on the fixed-rate senior notes is payable semi-annually, beginning May 2018. These notes are callable at our option at a redemption price equal to the greater of 100% of the principal amount, or the sum of the present values of the remaining scheduled payments of principal and interest thereon discounted to the redemption date on a semi-annual basis at the discount rate of the treasury rate plus 15 basis points plus accrued interest. If called within the three months prior to maturity, the redemption price is equal to 100% of the principal amount plus accrued and unpaid interest, if any, to, but excluding the redemption date.
Notes in the principal amount of $1.15 billion, which bear interest at a 3.750% fixed interest rate and mature November 2047. Interest on the fixed-rate senior notes is payable semi-annually, beginning May 2018. These notes are callable at our option at a redemption price equal to the greater of 100% of the principal amount, or the sum of the present values of the remaining scheduled payments of principal and interest thereon discounted to the redemption date on a semi-annual basis at the discount rate of the treasury rate plus 15 basis points plus accrued interest. If called within the six months prior to maturity, the redemption price is equal to 100% of the principal amount plus accrued and unpaid interest, if any, to, but excluding the redemption date.
Commercial Paper
We are authorized to borrow up to $10.0 billion under a U.S. commercial paper program and €5.0 billion (in a variety of currencies) under a European commercial paper program. We had the following amounts outstanding under these programs as of December 31, 2017: $2.4582019: $2.172 billion with an average interest rate of 1.350%1.90% and €622€949 million ($745 million)1.062 billion) with an average interest rate of -0.41%-0.44%. As of December 31, 2019, we have classified the entire commercial paper balance as a current liability on our consolidated balance sheets. The amount of commercial paper outstanding under these programs in 20182020 is expected to fluctuate.
Debt Classification
We have classified both our 8.375% debentures due April 2020 with a principal balance of $424 million, and our €500 million ($560 million) floating-rate senior notes due July 2020, as long-term debt based on our intent and ability to refinance the debt as of December 31, 2019. We have classified certain floating-rate senior notes that are putable by the note holders as long-term debt due to our intent and ability to refinance the debt if the put option is exercised by the note holders.
Debt Issuances
On March 15, 2019 we issued two series of notes, both in the principal amounts of $750 million. These fixed-rate notes bear interest at 3.40% and 4.25% and will mature on March 15, 2029 and March 15, 2049, respectively. Interest on the fixed-rate senior notes is payable semi-annually, beginning September 2019. The 3.40% fixed-rate senior notes are callable at our option at a redemption price equal to the greater of 100% of the principal amount, or the sum of the present values of remaining scheduled payments of principal and interest due from the redemption date until three months prior to maturity, discounted to the redemption date on a semi-annual basis at the discount rate of the Treasury Rate plus 15 basis points, plus accrued and unpaid interest. The 4.25% fixed-rate senior notes are callable at our option at a redemption price equal to the greater of 100% of the principal amount, or the sum of the present values of remaining scheduled payments of principal and interest due from the redemption date until six months prior to maturity discounted to the redemption date on a semi-annual basis at the discount rate of the Treasury Rate plus 20 basis points, plus accrued and unpaid interest.
On August 16, 2019 we issued three series of notes, two with principal amounts of $400 million and one in the principal amount of $700 million. These notes bear interest at 2.20%, 2.50% and 3.40%, respectively, and will mature on September 1, 2024, September 1, 2029 and September 1, 2049, respectively. Interest on the notes is payable semi-annually, beginning March 2020. The 2.20% senior notes are callable at our option at a redemption price equal to the greater of 100% of the principal amount, or the sum of the present values of scheduled payments of principal and interest due from the redemption date until one month prior to maturity, discounted to the redemption date on a semi-annual basis at the discount rate of the Treasury Rate plus 10 basis points, plus accrued and unpaid interest. The 2.50% senior notes are callable at our option at a redemption price equal to the greater of 100% of the principal amount, or the sum of the present values of scheduled payments of principal and interest due from the redemption date until three months prior to maturity discounted to the redemption date on a semi-annual basis at the discount rate of the Treasury Rate plus 15 basis points, plus accrued and unpaid interest. The 3.40% senior notes are callable at our option at a redemption price equal to the greater of 100% of the principal amount, or the sum of the present values of scheduled payments of principal and interest due from the redemption date until six months prior to maturity, discounted to the redemption date on a semi-annual basis at the discount rate of the Treasury Rate plus 20 basis points, plus accrued and unpaid interest.







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Fixed-Rate Senior Notes
We have completed several offerings of fixed-rate senior notes. All of theour fixed-rate notes pay interest semi-annually, and allow for redemption of the notes by UPS at any time by paying the greater of the principal amount or a “make-whole” amount, plus accrued interest. We subsequently entered into interest rate swaps on several of these notes, which effectively converted the fixed interest rates on the notes to variable LIBOR-based interest rates. The average interest rate payable on thesethe notes where fixed interest rates were swapped to variable-based interest rates, including the impact of the interest rate swaps, for 20172019 and 2016, respectively,2018 were as follows:
 Principal   Average Effective Interest Rate
 Value Maturity 2019 2018
5.50% senior notes$750
 2018 % 3.63%
5.125% senior notes1,000
 2019 4.48% 3.99%
3.125% senior notes1,500
 2021 2.59% 2.32%
2.45% senior notes1,000
 2022 3.03% 2.77%
 Principal   Average Effective Interest Rate
 Value Maturity 2017 2016
1.125% senior notes$375
 2017 1.51% 1.04%
5.50% senior notes$750
 2018 3.45% 2.94%
5.125% senior notes$1,000
 2019 2.98% 2.49%
3.125% senior notes$1,500
 2021 1.34% 1.40%
2.45% senior notes$1,000
 2022 1.78% 1.26%

On OctoberApril 1, 2017,2019, our $375 million 1.125%$1.00 billion 5.125% senior notes matured and were repaid in full.
8.375% Debentures
The 8.375% debentures consist of two2 separate tranches, as follows:
$276 million of the debentures have a maturity of April 1, 2030. These debentures have an 8.375% interest rate until April 1, 2020, and, thereafter, the interest rate will be 7.62% for the final 10 years. These debentures are redeemable in whole or in part at our option at any time. The redemption price is equal to the greater of 100% of the principal amount and accrued interest, or the sum of the present values of the remaining scheduled payout of principal and interest thereon discounted to the date of redemption (at a benchmark treasury yield plus five basis points) plus accrued interest.
$424 million of the debentures have a maturity of April 1, 2020. These debentures are not subject to redemption prior to maturity.
$276 million of the debentures have a maturity of April 1, 2030. These debentures have an 8.375% interest rate until April 1, 2020, and, thereafter, the interest rate will be 7.62% for the final 10 years. These debentures are redeemable in whole or in part at our option at any time. The redemption price is equal to the greater of 100% of the principal amount and accrued interest, or the sum of the present values of the remaining scheduled payments of principal and interest thereon discounted to the date of redemption (at a benchmark treasury yield plus five basis points) plus accrued interest.
$424 million of the debentures have a maturity of April 1, 2020. These debentures are not subject to redemption prior to maturity.
Interest is payable semi-annually in April and October for both tranches and neither tranche is subject to sinking fund requirements. We subsequently entered into interest rate swaps on the 2020 debentures, which effectively converted the fixed interest rates on the debentures to variable LIBOR-based interest rates. The average interest rate payable on the 2020 debentures, including the impact of the interest rate swaps, for 20172019 and 20162018 was 5.95%7.20% and 5.43%6.93%, respectively.
UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
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Floating-Rate Senior Notes
The floating-rate senior notes, with principal amounts totaling $1.043$1.041 billion, bear interest at either one or three-month LIBOR, less a spread ranging from 30 to 45 basis points. The average interest rate for 20172019 and 20162018 was 0.74%2.05% and 0.21%1.76%, respectively. These notes are callable at various times after 30 years at a stated percentage of par value, and putable by the note holders at various times after one year at a stated percentage of par value. The notes have maturities ranging from 2049 through 2067. We classified the floating-rate senior notes that are putable by the note holder as a long-term liability,liabilities, due to our intent and ability to refinance the debt if the put option is exercised by the note holder.
In March and November 2017, we issued floating-rate senior notes in the principal amounts of $147 and $64 million, respectively, which are included in the $1.043 billion floating-rate senior notes described above. These notes will bear interest at three-month LIBOR less 30 and 35 basis points, respectively and mature in 2067.
The remaining three floating-rate senior notes in the principal amounts of $350, $400, and $500 million, bear interest at three-month LIBOR, plus a spread ranging from 15 to 45 basis points. The average interest rate for 20172019 and 20162018 was 0.50%2.82% and 0.0%2.50%, respectively. These notes are not callable. The notes have maturities ranging from 2021 through 2023. We classified the floating-rate senior notes that are putable by the note holder as a long-term liability, due to our intent and ability to refinance the debt if the put option is exercised by the note holder.
CapitalFinance Lease Obligations
We have certain property, plant and equipment subject to capitalfinance leases. Some of the obligations associated with these capital leases have been legally defeased. The recorded value of our property, plant and equipment subject to capital leases is as follows as of December 31 (in millions):
 2017 2016
Vehicles$70
 $68
Aircraft2,291
 2,291
Buildings285
 190
Accumulated amortization(990) (896)
Property, plant and equipment subject to capital leases$1,656
 $1,653
These capitalFor additional information on finance lease obligations, have principal payments due at various dates from 2018 through 3005.see note 10.

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Facility Notes and Bonds
We have entered into agreements with certain municipalities or related entities to finance the construction of, or improvements to, facilities that support our U.S. Domestic Package and Supply Chain & Freight operations in the United States. These facilities are located around airport properties in Louisville, Kentucky; Dallas, Texas; and Philadelphia, Pennsylvania. Under these arrangements, we enter into a lease or loan agreement that covers the debt service obligations on the bonds issued by the municipalities,these entities, as follows:
Bonds with a principal balance of $149 million issued by the Louisville Regional Airport Authority associated with our Worldport facility in Louisville, Kentucky. The bonds, which are due in January 2029, bear interest at a variable rate, and the average interest rates for 2019 and 2018 were 1.49% and 1.43%, respectively.
Bonds with a principal balance of $42 million and due in November 2036 issued by the Louisville Regional Airport Authority associated with our air freight facility in Louisville, Kentucky. The bonds bear interest at a variable rate, and the average interest rates for 2019 and 2018 were 1.49% and 1.39%, respectively.
Bonds with a principal balance of $29 million issued by the Dallas / Fort Worth International Airport Facility Improvement Corporation associated with our Dallas, Texas airport facilities. The bonds are due in May 2032 and bear interest at a variable rate, however the variable cash flows on the obligation have been swapped to a fixed 5.11%.
Bonds with a principal balance of $149$100 million issued by the Louisville Regional Airport Authority associated with our Worldport facility in Louisville, Kentucky. The bonds, which are due in January 2029, bear interest at a variable rate, and the average interest rates for 2017 and 2016 were 0.83% and 0.37%, respectively.
Bonds with a principal balance of $42 million and due in November 2036 issued by the Louisville Regional Airport Authority associated with our air freight facility in Louisville, Kentucky. The bonds bear interest at a variable rate, and the average interest rates for 2017 and 2016 were 0.80% and 0.36%, respectively.
Bonds with a principal balance of $29 million issued by the Dallas / Fort Worth International Airport Facility Improvement Corporation associated with our Dallas, Texas airport facilities. The bonds are due in May 2032 and bear interest at a variable rate, however the variable cash flows on the obligation have been swapped to a fixed 5.11%.
In September 2015, we entered into an agreement with the Delaware County, Pennsylvania Industrial Development Authority associated with our Philadelphia, Pennsylvania airport facilities, for bonds issued with a principal balance of $100 million.facilities. These bonds, which are due September 2045, bear interest at a variable rate. The average interest rate for 20172019 and 20162018 was 0.78%1.48% and 0.40%1.35%, respectively.
UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS






Pound Sterling Notes
The Pound Sterling notes consist of two2 separate tranches, as follows:
Notes with a principal amount of £66 million accrue interest at a 5.50% fixed rate, and are due in February 2031. These notes are not callable.
Notes with a principal amount of £455 million accrue interest at a 5.125%
Notes with a principal amount of £66 million accrue interest at a 5.50% fixed rate, and are due in February 2031. These notes are not callable.
Notes with a principal amount of £455 million accrue interest at a 5.125% fixed rate, and are due in February 2050. These notes are callable at our option at a redemption price equal to the greater of 100% of the principal amount and accrued interest, or the sum of the present values of the remaining scheduled payments of principal and interest thereon discounted to the date of redemption at a benchmark U.K. government bond yield plus 15 basis points, plus accrued interest.
Canadian Dollar Senior Notes
The Canadian Dollar notes consist of a single series a follows:
Notes in the principal amount of C$750 million, which bear interest at a 2.125% fixed interest rate and mature in May 2024. Interest on the notes is payable semi-annually. The notes are callable at our option, in whole or in part at a redemption price equal to the greaterGovernment of 100% of the principal amount and accrued interest, or the sum of the present values of the remaining scheduled payout of principal and interest thereon discounted to the date of redemption at a benchmark U.K. government bondCanada yield plus 1521.5 basis points, and accrued interest.
on or after the par call date, at par value.
Euro Senior Notes
The remaining euro seniorEuro notes consist of threefour separate issuances, as follows:
Notes in the principal amount of €500 million accrue interest at a 1% fixed rate and are due in November 2028. Interest is payable annually on the notes, commencing in November 2017.notes. These notes are callable at our option at a redemption price equal to the greater of 100% of the principal amounts,amount, or the sum of the present values of the remaining schedulescheduled payments of principal and interest thereon discounted to the date of redemption at a benchmark comparable German government bond yield plus 15 basis points, andplus accrued interest.
Notes with a principal amount of €500 million accrue interest at a variable rate equal to three-month EURIBOR plus 43 basis points and are due in July 2020. Interest is payable quarterly on the notes, commencing in April 2016.notes. These notes are not callable. The senior notes bear interest at a variable rate, and the average interest rates for 20172019 and 20162018 were 0.10%0.08% and 0.19%0.11%, respectively.


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Notes with a principal amount of €700 million accrue interest at a 1.625% fixed rate and are due in November 2025. Interest is payable annually on the notes, commencing in November 2016.notes. These notes are callable at our option at a redemption price equal to the greater of 100% of the principal amount, or the sum of the present values of the remaining scheduled payoutpayments of principal and interest thereon discounted to the date of redemption at a benchmark German government bond yield plus 20 basis points, plus accrued interest.
Notes with principal amounts of €700 million and €500 million accrue interest at 0.375% and 1.500% fixed rates, respectively, and are due in November 2023 and November 2032, respectively. Interest on these notes is payable annually. The notes are callable at our option at a redemption price equal to the greater of 100% of the principal amount, or the sum of the present values of the remaining scheduled payments of principal and interest thereon discounted to the date of redemption at a benchmark comparable government bond yield plus 10 and 20 basis points, respectively, plus accrued interest.
Contractual Commitments
We lease certain aircraft, facilities, land, equipment and vehicles under operating leases, which expire at various dates through 2040. Certain of the leases contain escalation clauses and renewal or purchase options. Rent expense related to our operating leases was $804, $686 and $669 million for 2017, 2016 and 2015, respectively.
The following table sets forth the aggregate minimum lease payments under capital and operating leases, the aggregate annual principal payments due under our long-term debt and the aggregate amounts expected to be spent for purchase commitments (in millions).
Year
Capital
Leases
 
Operating
Leases
 
Debt
Principal
 
Purchase
Commitments (1)
2018$81
 $398
 $3,960
 $3,789
201979
 305
 1,009
 2,462
202069
 239
 1,024
 2,428
202149
 186
 2,551
 1,926
202245
 138
 2,000
 323
After 2022500
 371
 13,342
 13
Total823
 $1,637
 $23,886
 $10,941
Less: imputed interest(323)      
Present value of minimum capitalized lease payments500
      
Less: current portion(51)      
Long-term capitalized lease obligations$449
      
YearDebt Principal 
Purchase
Commitments(1)
2020$4,232
 3,569
20212,551
 1,982
20222,001
 966
20232,284
 323
20241,474
 261
After 202412,349
 201
Total$24,891
 $7,302

(1) Purchase commitments includeincludes amounts due under aircraft leases that we entered into in 2019 and our announcement on February 1, 2018 for 14 new Boeing 747-8 freighters and four new Boeing 767 aircraft.
UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
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January 29, 2020 announced commitment to purchase 10,000 electric vehicles.
As of December 31, 2017,2019, we had outstanding letters of credit totaling approximately $1.084$1.267 billion issued in connection with our self-insurance reserves and other routine business requirements. We also issue surety bonds as an alternative to letters of credit in certain instances, and as of December 31, 2017,2019, we had $932 million$1.327 billion of surety bonds written.
AvailableSources of Credit
We maintain two2 credit agreements with a consortium of banks. One of these agreements provides revolving credit facilities of $1.5$2.0 billion, and expires on March 23, 2018.December 8, 2020. Generally, amounts outstanding under this facility bear interest at a periodic fixed rate equal to LIBOR for the applicable interest period and currency denomination, plus an applicable margin. Alternatively, a fluctuating rate of interest equal to the highest of (1) JPMorgan Chase Bank’s publicly announcedthe rate of interest last quoted by The Wall Street Journal as the prime rate in the United States; (2) the Federal Funds effective rate plus 0.50%,; and (3) LIBOR for a one month interest period plus 1.00%, plus an applicable margin, may be used at our discretion. In each case, the applicable margin for advances bearing interest based on LIBOR is a percentage determined by quotations from Markit Group Ltd. for our 1-year credit default swap spread, subject to a minimum rate of 0.10%0.25% and a maximum rate of 0.75%1.00%. The applicable margin for advances bearing interest based on the prime rate is 1.00% below the applicable margin for LIBOR advances (but not lower than 0.00%). We are also able to request advances under this facility based on competitive bids for the applicable interest rate. There were no amounts outstanding under this facility as of December 31, 2017.2019.

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The second agreement provides revolving credit facilities of $3.0$2.5 billion, and expires on March 24, 2022.December 11, 2023. Generally, amounts outstanding under this facility bear interest at a periodic fixed rate equal to LIBOR for the applicable interest period and currency denomination, plus an applicable margin. Alternatively, a fluctuating rate of interest equal to the highest of (1) JPMorgan Chase Bank’s publicly announcedthe rate of interest last quoted by The Wall Street Journal as the prime rate in the United States; (2) the Federal Funds effective rate plus 0.50%,; and (3) LIBOR for a one month interest period plus 1.00%, plus an applicable margin, may be used at our discretion. In each case, the applicable margin for advances bearing interest based on LIBOR is a percentage determined by quotations from Markit Group Ltd. for our 1-year credit default swap spread, interpolated for a period from the date of determination of such credit default swap spread in connection with a new interest period until the latest maturity date of this facility then in effect (but not less than a period of one year). The minimum applicable margin rate is 0.10% and the maximum applicable margin rate is 0.75% per annum. The applicable margin for advances bearing interest based on the prime rate is 1.00% below the applicable margin for LIBOR advances (but not less than 0.00%). We are also able to request advances under this facility based on competitive bids. There were no amounts outstanding under this facility as of December 31, 2017.2019.
Debt Covenants
Our existing debt instruments and credit facilities subject us to certain financial covenants. As of December 31, 20172019 and for all prior periods presented, we have satisfied these financial covenants. These covenants limit the amount of secured indebtedness that we may incur, and limit the amount of attributable debt in sale-leaseback transactions, to 10% of net tangible assets. As of December 31, 2017,2019, 10% of net tangible assets is equivalent to $2.686$3.646 billion; however, we have no covered sale-leaseback transactions or secured indebtedness outstanding. We do not expect these covenants to have a material impact on our financial condition or liquidity.
Fair Value of Debt
Based on the borrowing rates currently available to the Company for long-term debt with similar terms and maturities, the fair value of long-term debt, including current maturities, is approximately $25.206$26.949 and $17.134$23.293 billion as of December 31, 20172019 and 2016,2018, respectively. We utilized Level 2 inputs in the fair value hierarchy of valuation techniques to determine the fair value of all of our debt instruments.

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NOTE 9. 9. LEGAL PROCEEDINGS AND CONTINGENCIES
We are involved in a number of judicial proceedings and other matters arising from the conduct of our business activities.business.
Although there can be no assurance as to the ultimate outcome, we have generally denied, or believe we have a meritorious defense and will deny, liability in all litigation pending against us,matters, including (except as otherwise noted herein) the matters described below, and we intend to vigorously defend vigorously each case.matter. We have accrued foraccrue amounts associated with legal claimsproceedings when and to the extent that, amounts associated with the claims becomea loss becomes probable and can be reasonably estimated. The actual costs of resolving legal claimsproceedings may be substantially higher or lower than the amounts accrued foron those claims.
For those matters as to which we are not able to estimate a possible loss or range of loss,losses, we are not able to determine whether theany such loss will have a material adverse effect on our business, financial condition, or results of operations or liquidity. For matters in this category, we have indicated in the descriptions that follow the reasons that we are unable to estimate the possible loss or range of loss.losses.
Judicial Proceedings
We are a defendant in a number of lawsuits filed in state and federal courts containing various class action allegations under state wage-and-hour laws. At this time, we do not believe that any loss associated with these matters would have a material adverse effect on our financial condition, results of operations or liquidity.
UPS and our subsidiary The UPS Store, Inc. are defendants in Morgate v. The UPS Store, Inc. et al., an action in the Los Angeles Superior Court brought on behalf of a certified class of all franchisees who chose to rebrand their Mail Boxes Etc. franchises to The UPS Store in March 2003. Plaintiff alleges that UPS and The UPS Store, Inc. misrepresented and omitted facts to the class about the market tests that were conducted before offering the class the choice of whether to rebrand to The UPS Store. Defendants’ motion to decertify the class was granted in August 2017. The plaintiff has filed a notice of appeal, and further proceedings in the trial court are stayed pending resolution by the California Court of Appeal. There are multiple factors that prevent us from being able to estimate the amount of loss, if any, that may result from the remaining aspects of this case, including: (1) we are vigorously defending ourselves and believe we have a number of meritorious legal defenses; (2) it remains uncertain what evidence of damages, if any, plaintiffs will be able to present; and (3) plaintiff’s notice of appeal is pending. Accordingly, at this time, we are not able to estimate a possible loss or range of loss that may result from this matter or to determine whether such loss, if any, would have a material adverse effect on our financial condition, results of operations or liquidity.
In AFMS LLC v. UPS and FedEx Corporation, a lawsuit filed in federal court in the Central District of California in August 2010, the plaintiff asserts that UPS and FedEx violated U.S. antitrust law by conspiring to refuse to negotiate with third-party negotiators retained by shippers and by individually imposing policies that prevent shippers from using such negotiators. The Court granted summary judgment motions filed by UPS and FedEx, entered judgment in favor of UPS and FedEx, and dismissed the case. Plaintiff appealed to the Court of Appeals for the Ninth Circuit. In August 2017, the Ninth Circuit affirmed the District Court's order dismissing the case. AFMS filed a petition for rehearing in September 2017, which was denied. AFMS filed a Petition for Writ of Certiorari in the Supreme Court in January 29, 2018. The Antitrust Division of the U.S. Department of Justice (“DOJ”) opened a civil investigation of our policies and practices for dealing with third-party negotiators. We have cooperated with this investigation, although the DOJ has not communicated with us for over five years. We deny any liability with respect to these matters and intend to vigorously defend ourselves in the event that any of these proceedings were to continue. There are multiple factors that prevent us from being able to estimate the amount of loss, if any, that may result from these matters including: (1) the DOJ investigation may be pending and (2) AFMS filed a petition for discretionary review by the U.S. Supreme Court. Accordingly, at this time, we are not able to estimate a possible loss or range of loss that may result from these matters or to determine whether such loss, if any, would have a material adverse effect on our financial condition, results of operations or liquidity.
We are a defendant in Ryan Wright and Julia Zislin v. United Parcel Service Canada Ltd., an action brought on behalf of a certified class of customers in the Superior Court of Justice in Ontario, Canada. Plaintiffs filed suit in February 2007, alleging inadequate disclosure concerning the existence and cost of brokerage services provided by us under applicable provincial consumer protection legislation and infringement of interest restriction provisions under the Criminal Code of Canada. Partial summary judgment was granted to us and the plaintiffs by the Ontario motions court in August 2011, when it dismissed plaintiffs' complaint under the Criminal Code and granted plaintiffs' complaint of inadequate disclosure. We appealed the Court's decision pertaining to inadequate disclosure in September 2011. In October 2017, we reached an agreement in principle to resolve the case for an immaterial amount. Final resolution of this matter is subject to the negotiation, execution and delivery of a settlement agreement and court approval.
UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
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In February 2015, the State and City of New York filed suit against UPS in the U.S. District Court for the Southern District of New York, arising from alleged shipments of cigarettes to New York State and City residents. The complaint asserted claims under various federal and state laws. The complaint also included a claim that UPS violated the Assurance of Discontinuance it entered into with the New York Attorney General in 2005 concerning cigarette deliveries. On March 24, 2017, the District Court issued an opinion and order finding liability against UPS on each of the plaintiffs’ causes of action. On May 25, 2017, the District Court issued a corrected opinion and order on liability and an order awarding the plaintiffs damages of $9.4$9 million and penalties of $237.6$238 million. Following an appeal, on November 7, 2019, the U.S. Court of Appeals for the Second Circuit issued an order awarding the plaintiffs damages of $19 million and penalties of $79 million. An accrual of $9.4$100 million with respect to the damages awarded by the courtthis matter is included on our consolidated balance sheetsheets at December 31, 2017.2019. We estimate that the amount of losses could be up to $247 million, plus interest; however, the amount of penalties ultimately payable, if any, is subject to a variety of complex factors and potential outcomes that remain tocould be determined in future legal proceedings. Consequently, we are unable to reasonably estimateproceedings, which would include a likely amountpetition for a writ of loss within that range. We strongly disagreecertiorari with the District Court’s analysisU.S. Supreme Court.
We are a defendant in a number of lawsuits filed in state and conclusions,federal courts containing various class action allegations under state wage-and-hour laws. At this time, we do not believe that any loss associated with any matter would have a material adverse effect on our financial condition, results of operations or liquidity. One of these matters, Hughes v. UPS Supply Chain Solutions, Inc. and United Parcel Service, Inc. had previously been certified as a class action in Kentucky state court. In the second quarter of 2019, the court granted our motion for judgment on the pleadings related to the wage-and-hour claims. The plaintiffs have appealed to the United States Court of Appeals for the Second Circuit. UPS filed its opening brief with the Appellate Court in October 2017.this decision.
Other Matters
In October 2015, the DOJDepartment of Justice ("DOJ") informed us of an industry-wide inquiry into the transportation of mail under the United States Postal Service ("USPS") International Commercial Air contracts. In October 2017, we received a Civil Investigative Demand seeking certain information relating to our contracts. The DOJ has indicated it is investigating potential violations of the False Claims Act or other statutes. We are cooperating with the DOJ. The Company isWe are unable to predict what action, if any, might be taken in the future by any government authorities as a result of their investigation. Accordingly, at this time, we are not able to estimate a possible loss or range of losslosses that may result from this matter or to determine whether such loss, if any, would have a material adverse effect on our financial condition, results of operations or liquidity.
In August 2016, Spain’s National Markets and Competition Commission (“CNMC”) openedannounced an investigation into 10 companies in the commercial delivery and parcel industry, including UPS, related to alleged nonaggression agreements to allocate customers. In May 2017, UPS received a Statement of Objections issued by the CNMC. In July 2017, UPS received a Proposed Decision Proposal from the CNMC. These documents do not prejudgeOn March 8, 2018, the CNMC adopted a final decision, (whichfinding an infringement and imposing a fine on UPS of €19 million. UPS appealed the decision and in September 2018, obtained a suspension of the implementation of the decision (including payment of the fine). The appeal is subject to appeal) as to facts or law.pending. There are multiple factors that prevent us from being able to estimate the amounta possible loss or range of loss, if any,losses that may result from this matter or to determine whether such loss, if any, would have a material adverse effect on our financial condition, results of operations or liquidity including: (1) we are vigorously defending ourselves and believe that we have a number of meritorious legal defenses; and (2) there are unresolved questions of law and fact that could be important to the ultimate resolution of this matter. Accordingly, at

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In February 2018, the Turkish Competition Authority ("Authority") opened an investigation into nine companies in the small package industry, including UPS, related to alleged customer allocations in violation of Turkish competition law. In April 2018, the Authority consolidated this time, we areinvestigation with two other investigations involving similar allegations. The consolidated investigation involves over 30 companies. In January 2020, the Authority held a hearing and announced a summary decision, finding an infringement and imposing an immaterial fine on UPS. We do not able to estimate a possiblebelieve that any loss or range of loss that may result fromassociated with this matter or to determine whether such loss, if any, wouldwill have a material adverse effect on our financial condition, results of operations or liquidity.
We are a defendantparty in various other lawsuitsmatters that arose in the normal course of business. We do not believe that the eventual resolution of these other lawsuitsmatters (either individually or in the aggregate), including any reasonably possible losses in excess of current accruals, will have a material adverse effect on our financial condition, results of operations or liquidity.



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NOTE 10. LEASES
We adopted ASU 2016-02, Leases (Topic 842), on January 1, 2019. The standard requires lessees to recognize a right-of-use ("ROU") asset and lease liability for all leases. Some of our leases contain both lease and non-lease components, which we have elected to treat as a single lease component. We have also elected not to recognize leases that have an original lease term, including reasonably certain renewal or purchase options, of twelve months or less in our consolidated balance sheets for all classes of underlying assets. Lease costs for short-term leases are recognized on a straight-line basis over the lease term. We elected the package of transition practical expedients for existing contracts, which allowed us to carry forward our historical assessments of whether contracts are, or contain, leases, lease classification and determination of initial direct costs.
We lease property and equipment under finance and operating leases. We have finance and operating leases for package centers, airport facilities, warehouses, corporate office space, aircraft, aircraft engines, information technology equipment (primarily mainframes, servers and copiers), vehicles and various other equipment used in operating our business. Certain leases for real estate and aircraft contain options to purchase, extend or terminate the lease. Determining the lease term and amount of lease payments to include in the calculation of the ROU asset and lease liability for leases containing options requires the use of judgment to determine whether the exercise of an option is reasonably certain, and if the optional period and payments should be included in the calculation of the associated ROU asset and liability. In making this determination, we consider all relevant economic factors that would compel us to exercise or not exercise an option.
When our leases contain future payments that are dependent on an index or rate, such as the consumer price index, we initially measure the lease liability and ROU asset using the index or rate at the commencement date. In subsequent periods, lease payments dependent on an index or rate are not remeasured. Rather, changes to payments due to a change in an index or rate are recognized in our statements of consolidated income in the period of the change.
When available, we use the rate implicit in the lease to discount lease payments; however, the rate implicit in the lease is not readily determinable for substantially all of our leases. For these leases, we use an estimate of our incremental borrowing rate to discount lease payments based on information available at lease commencement. The incremental borrowing rate is derived using multiple inputs including our credit rating, the impact of full collateralization, lease term and denominated currency. The remaining lease terms vary from 1 month to 190 years.
Aircraft
In addition to the aircraft that we own, we have leases for 342 aircraft. Of these leased aircraft, 31 are classified as finance leases, 14 are classified as operating leases and the remaining 297 are classified as short-term leases. A majority of the obligations associated with the aircraft classified as finance leases have been legally defeased. Most of our long-term aircraft operating leases are operated by a third party to handle package and cargo volume in geographic regions where, due to government regulations, we are restricted from operating an airline.
In order to meet customers' needs, we charter aircraft to handle package and cargo volume on certain international trade lanes and domestic routes. Due to the nature of these agreements, primarily being that either party can cancel the agreement with short notice, we have classified these as short-term leases. Additionally, all of the lease payments associated with these charter agreements are variable in nature based on the number of hours flown.
Real Estate
We have operating and finance leases for package centers, airport facilities, warehouses, corporate office space and expansion facilities utilized during peak shipping periods. Many of our leases contain charges for common area maintenance or other miscellaneous expenses that are updated based on landlord estimates. Due to this variability, the cash flows associated with these charges are not included in the minimum lease payments used in determining the ROU asset and associated lease liability.
Some of our real estate leases contain options to renew or extend the lease or terminate the lease before the expiration date. These options are factored into the determination of the lease term and lease payments when their exercise is considered to be reasonably certain.
We also enter into real estate leases that contain lease incentives, such as tenant improvement allowances or move-in allowances, that are received or receivable at lease commencement. These incentives reduce lease payments for classification purposes and reduce the initial ROU asset. When lease incentives are receivable at lease commencement, they also reduce the initial lease liability.

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From time to time, we enter into leases with the intention of purchasing the property, either through purchase options with a fixed price or a purchase agreement negotiated contemporaneously with the lease agreement. We classify these leases as finance leases and include the purchase date and purchase price in the lease term and lease payments, respectively, when the option to exercise or purchase is reasonably certain.
Transportation and other equipment
We enter into both long-term and short-term leases for transportation equipment to supplement our capacity or meet contractual demands. Some of these assets are leased on a month-to-month basis and the leases can be terminated without penalty. The lease term for these types of leases is determined by the length of the underlying customer contract or based on the judgment of the business unit. We also enter into multi-year leases for trailers to increase capacity during periods of high demand, which are typically only used for 90-120 days during the year. These leases are treated as short-term as the cumulative right-of-use is less than 12 months over the term of the contract.
The remainder of our leases are primarily related to equipment used in our air operations, vehicles required to meet capacity needs during periods of higher demand for our shipping services, technology equipment and office equipment used in our facilities.
Some of our transportation and technology equipment leases require us to make additional lease payments based on the underlying usage of the assets. Due to the variable nature of these costs, these are expensed as incurred and are not included in the ROU asset and lease liability.
The components of lease expense for the year ended December 31, 2019 are as follows (in millions):
 Year Ended December 31,
 2019
Operating lease costs$643
Finance lease costs: 
Amortization of assets$73
Interest on lease liabilities19
Total finance lease costs92
Variable lease costs206
Short-term lease costs1,122
Total lease costs$2,063


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Supplemental information related to leases and location within our consolidated balance sheets are as follows (in millions, except lease term and discount rate):
 December 31, 2019
Operating Leases: 
Operating lease right-of-use assets$2,856
  
Current maturities of operating leases$538
Non-current operating leases2,391
Total operating lease liabilities$2,929
  
Finance Leases: 
Aircraft$2,087
Buildings272
Vehicles, plant equipment, technology equipment and other27
Accumulated amortization(884)
Property, plant and equipment, net$1,502
  
Current maturities of long-term debt, commercial paper and finance leases$181
Long-term debt and finance leases317
Total finance lease liabilities$498
  
Weighted average remaining lease term (in years): 
Operating leases9.7
Finance leases8.9
  
Weighted average discount rate: 
Operating leases2.78%
Finance leases4.03%

Supplemental cash flow information related to leases is as follows (in millions):
 Year Ended December 31,
 2019
Cash paid for amounts included in measurement of liabilities: 
Operating cash flows from operating leases$620
Operating cash flows from finance leases19
Financing cash flows from finance leases140
  
Right-of-use assets obtained in exchange for lease liabilities: 
Operating leases$810
Finance leases$110


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Maturities of lease liabilities as of December 31, 2019 are as follows (in millions):
 Finance Leases Operating Leases
2020$199
 $619
202144
 536
202239
 451
202337
 360
202435
 256
Thereafter259
 1,267
Total lease payments613
 3,489
Less: Imputed interest(115) (560)
Total lease obligations498
 2,929
Less: Current obligations(181) (538)
Long-term lease obligations$317
 $2,391

As of December 31, 2019, we have additional leases which have not commenced. These leases will commence when we are granted access to the property, such as when leasehold improvements are completed by the lessor or a certificate of occupancy is obtained. These leases will commence in 2020.

Disclosures related to periods prior to adoption of the new lease standard

Rent expense related to our operating leases was $959 and $804 million for 2018 and 2017, respectively. The following table sets forth the aggregate minimum lease payments under capital and operating leases as of December 31, 2018 (in millions):
 Capital Leases Operating Leases
2019$158
 $578
202095
 477
202142
 399
202239
 325
202336
 262
After 2023293
 926
Total lease payments663
 2,967
Less: Imputed interest(129)  
Total lease obligations534
  
Less: Current obligations(140)  
Long-term lease obligations$394
  



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NOTE 10. SHAREOWNERS’11. SHAREOWNERS' EQUITY
Capital Stock, Additional Paid-In Capital and Retained Earnings
We maintain two2 classes of common stock, which are distinguished from each other by their respective voting rights. Class A shares of UPS are entitled to 10 votes per share, whereas class B shares are entitled to one1 vote per share. Class A shares are primarily held by UPS employees and retirees, as well as trusts and descendants of the Company’s founders, and these shares are fully convertible into class B shares at any time. Class B shares are publicly traded on the New York Stock Exchange (“NYSE”("NYSE") under the symbol “UPS”. Class A and B shares both have a $0.01 par value, and as of December 31, 2017,2019, there were 4.6 billion class A shares and 5.6 billion class B shares authorized to be issued. Additionally, there are 200 million preferred shares authorized to be issued, with a par value of $0.01 per share; asshare. As of December 31, 2017, no2019, 0 preferred shares had been issued.
The following is a rollforward of our common stock, additional paid-in capital, and retained earnings and non-controlling interests accounts for the year ended December 31, 2019, 2018 and 2017 (in millions, except per share amounts):
Year Ended December 31:2019 2018 2017
 Shares Dollars Shares Dollars Shares Dollars
Class A Common Stock:           
Balance at beginning of year163
 $2
 173
 $2
 180
 $2
Common stock purchases(3) 
 (3) 
 (4) 
Stock award plans5
 
 3
 
 4
 
Common stock issuances3
 
 4
 
 3
 
Conversions of class A to class B common stock(12) 
 (14) 
 (10) 
Class A shares issued at end of year156
 $2
 163
 $2
 173
 $2
Class B Common Stock:           
Balance at beginning of year696
 $7
 687
 $7
 689
 $7
Common stock purchases(7) 
 (5) 
 (12) 
Conversions of class A to class B common stock12
 
 14
 
 10
 
Class B shares issued at end of year701
 $7
 696
 $7
 687
 $7
Additional Paid-In Capital:           
Balance at beginning of year  $
   $
   $
Stock award plans  778
   419
   396
Common stock purchases  (1,005)   (859)   (813)
Common stock issuances  356
   406
   363
Option premiums received (paid)  21
   34
   54
Balance at end of year  $150
   $
   $
Retained Earnings:           
Balance at beginning of year  $8,006
   $5,852
   $4,880
Net income attributable to controlling interests  4,440
   4,791
   4,905
Dividends ($3.84, $3.64, and $3.32 per share) (1)
  (3,341)   (3,189)   (2,928)
Common stock purchases  
   (141)   (1,003)
Reclassification from AOCI pursuant to the early adoption of ASU 2018-02  
   735
   
Other  
   (42)   (2)
Balance at end of year  $9,105
   $8,006
   $5,852
Non-Controlling Interests           
Balance at beginning of year  $16
   $30
   $24
Change in non-controlling interests  
   (14)   6
Balance at end of year  $16
   $16
   $30

(1) The dividend per share amount is the same for both class A and class B common stock. Dividends include $147, $178 and $157 million for 2019, 2018 and 2017, respectively, that were settled in shares of class A common stock.

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 2017 2016 2015
 Shares Dollars Shares Dollars Shares Dollars
Class A Common Stock:           
Balance at beginning of year180
 $2
 194
 $2
 201
 $2
Common stock purchases(4) 
 (4) 
 (4) 
Stock award plans4
 
 5
 
 5
 
Common stock issuances3
 
 2
 
 3
 
Conversions of class A to class B common stock(10) 
 (17) 
 (11) 
Class A shares issued at end of year173
 $2
 180
 $2
 194
 $2
Class B Common Stock:           
Balance at beginning of year689
 $7
 693
 $7
 705
 $7
Common stock purchases(12) 
 (21) 
 (23) 
Conversions of class A to class B common stock10
 
 17
 
 11
 
Class B shares issued at end of year687
 $7
 689
 $7
 693
 $7
Additional Paid-In Capital:           
Balance at beginning of year  $
   $
   $
Stock award plans  396
   541
   492
Common stock purchases  (813)   (898)   (791)
Common stock issuances  363
   303
   316
Option premiums received (paid)  54
   54
   (17)
Balance at end of year  $
   $
   $
Retained Earnings:           
Balance at beginning of year  $4,879
   $6,001
   $5,726
Net income attributable to controlling interests  4,910
   3,431
   4,844
Dividends ($3.32, $3.12, and $2.92 per share)  (2,928)   (2,771)   (2,649)
Common stock purchases  (1,003)   (1,782)   (1,920)
Balance at end of year  $5,858
   $4,879
   $6,001

In May 2016, the Board of Directors approved a share repurchase authorization of $8.0 billion for shares of class A and class B common stock, which has no expiration date. As of December 31, 2019, we had 2.334 billion of this share repurchase authorization available.
Share repurchases may be in the form of accelerated share repurchase programs, open market purchases or other such methods as we deem appropriate. The timing of share repurchases will depend upon market conditions. Unless terminated earlier by the Board, the program will expire when we have purchased all shares authorized for repurchase under the program.
For the years ended December 31, 2017, 20162019, 2018 and 2015,2017, we repurchased a total of 16.1, 25.29.1, 8.9 and 26.816.1 million shares of class A and class B common stock for $1.816, $2.680$1.005, $1.000 and $2.711$1.816 billion, respectively ($1.813, $2.6781.004, $1.011 and $2.702$1.813 billion in repurchases for 2017, 20162019, 2018 and 2015,2017, respectively, are reported on the cash flow statement due to the timing of settlements). During the first quarter of 2016, we also exercised a capped call option that we entered in 2015 for which we received 0.2 million UPS class B shares. The $25 million premium payment for this capped call option reduced shareowners' equity in 2015. In total, shares repurchased and received the twelve months ended December 31, 2016 were 25.4 million shares for $2.705 billion. In May 2016, the Board of Directors approved a new share repurchase authorization of $8.0 billion, which replaced an authorization previously announced in 2013. This new share repurchase authorization has no expiration date. As of December 31, 2017, we had $4.339 billion of this share repurchase authorization remaining.
UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS





From time to time, we enter into share repurchase programs with large financial institutions to assist in our buyback of company stock. These programs may allow us to repurchase our shares at a price below the weighted average UPS share price for a given period. DuringWe did not enter into any such program during the fourth quarter of 2016, we entered into an accelerated share repurchase program, which allowed us to repurchase $300 million of shares (2.6 million shares). The program was completed inyears ended December 2016.31, 2019, 2018 or 2017.
In order to lower the average cost of acquiring shares in our ongoing share repurchase program, we periodically enter into structured repurchase agreements involving the use of capped call options for the purchase of UPS class B shares. We pay a fixed sum of cash upon execution of each agreement in exchange for the right to receive either a pre-determined amount of cash or stock. Upon expiration of each agreement, if the closing market price of our common stock is above the pre-determined price, we will have our initial investment returned with a premium in either cash or shares (at our election). If the closing market price of our common stock is at or below the pre-determined price, we will receive the number of shares specified in the agreement. We received net premiums of $54$21, $34 and $54 million during 2017the years ended December 31, 2019, 2018 and 2016,2017, respectively, related to entering into and settling capped call options for the purchase of class B shares. As of December 31, 2017,2019, we had outstanding0 capped call options for the purchase of 0.5 million shares with an average strike price of $101.91 per share that will settle in the first quarter of 2018.outstanding.





















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Accumulated Other Comprehensive Income (Loss)
We incurrecognize activity in AOCI for unrealized holding gains and losses on available-for-sale securities, foreign currency translation adjustments, unrealized gains and losses from derivatives that qualify as hedges of cash flows and unrecognized pension and postretirement benefit costs. Additionally, effective January 1, 2018, we adopted an ASU that allows a reclassification from AOCI to retained earnings for stranded tax effects resulting from the Tax Act (see note 1 for further information). The activity in AOCI for the years ended December 31, 2019, 2018 and 2017 is as follows (in millions):
Year Ended December 31:2019 2018 2017
Foreign Currency Translation Gain (Loss), Net of Tax:     
Balance at beginning of year$(1,126) $(930) $(1,016)
Translation adjustment (net of tax effect of $10, $37 and $(161))48
 (149) 86
Reclassification to retained earnings pursuant to the early adoption of ASU 2018-02
 (47) 
Balance at end of year$(1,078) $(1,126) $(930)
Unrealized Gain (Loss) on Marketable Securities, Net of Tax:     
Balance at beginning of year$(2) $(2) $(1)
Current period changes in fair value (net of tax effect of $4, $(1) and $(1))11
 (3) (2)
Reclassification to earnings (net of tax effect of $(1), $1 and $1)(5) 3
 1
Balance at end of year$4
 $(2) $(2)
Unrealized Gain (Loss) on Cash Flow Hedges, Net of Tax:     
Balance at beginning of year$40
 $(366) $(45)
Current period changes in fair value (net of tax effect of $61, $135 and $(190))195
 429
 (316)
Reclassification to retained earnings pursuant to the early adoption of ASU 2018-02
 (79) 
Reclassification to earnings (net of tax effect of $(39), $18 and $(3))(123) 56
 (5)
Balance at end of year$112
 $40
 $(366)
Unrecognized Pension and Postretirement Benefit Costs, Net of Tax:     
Balance at beginning of year$(3,906) $(3,569) $(3,421)
Reclassification to earnings (net of tax effect of $626, $439 and $269)1,988
 1,389
 731
Reclassification to retained earnings pursuant to the early adoption of ASU 2018-02
 (609) 
Net actuarial gain (loss) and prior service cost resulting from remeasurements of plan assets and liabilities (net of tax effect of $(979), $(355) and $(180))(3,117) (1,117) (879)
Balance at end of year$(5,035) $(3,906) $(3,569)
Accumulated other comprehensive income (loss) at end of year$(5,997) $(4,994) $(4,867)






















107
 2017 2016 2015
Foreign Currency Translation Gain (Loss), Net of Tax:     
Balance at beginning of year$(1,016) $(897) $(457)
Translation adjustment (net of tax effect of $(161), $32 and $0)86
 (119) (440)
Balance at end of year(930) (1,016) (897)
Unrealized Gain (Loss) on Marketable Securities, Net of Tax:     
Balance at beginning of year(1) (1) 
Current period changes in fair value (net of tax effect of $(1), $0 and $(1))(2) 
 (1)
Reclassification to earnings (net of tax effect of $1, $0 and $0)1
 
 
Balance at end of year(2) (1) (1)
Unrealized Gain (Loss) on Cash Flow Hedges, Net of Tax:     
Balance at beginning of year(45) 67
 61
Current period changes in fair value (net of tax effect of $(190), $75 and $103)(316) 124
 171
Reclassification to earnings (net of tax effect of $(3), $(142) and $(99))(5) (236) (165)
Balance at end of year(366) (45) 67
Unrecognized Pension and Postretirement Benefit Costs, Net of Tax:     
Balance at beginning of year(3,421) (2,709) (3,198)
Reclassification to earnings (net of tax effect of $269, $1,040 and $97)731
 1,783
 195
Net actuarial gain (loss) and prior service cost resulting from remeasurements of plan assets and liabilities (net of tax effect of $(180), $(1,460) and $197)(879) (2,495) 294
Balance at end of year(3,569) (3,421) (2,709)
Accumulated other comprehensive income (loss) at end of year$(4,867) $(4,483) $(3,540)

UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS










Detail of the gains (losses) reclassified from AOCI to the statements of consolidated income for the years ended December 31, 20172019, 20162018 and 20152017 is as follows (in millions):
Year Ended December 31:Amount Reclassified from AOCI Affected Line Item in the Income Statement
 2019 2018 2017 
Unrealized Gain (Loss) on Marketable Securities:      
Realized gain (loss) on sale of securities6
 (4) (2) Investment income (expense) and other
Income tax (expense) benefit(1) 1
 1
 Income tax expense
Impact on net income5
 (3) (1) Net income
Unrealized Gain (Loss) on Cash Flow Hedges:       
Interest rate contracts(15) (24) (27) Interest expense
Foreign exchange contracts177
 (50) 35
 Revenue
Income tax (expense) benefit(39) 18
 (3) Income tax expense
Impact on net income123
 (56) 5
 Net income
Unrecognized Pension and Postretirement Benefit Costs:      
Prior service costs(227) (201) (200) Investment income (expense) and other
Remeasurement of benefit obligation(2,387) (1,627) (800) Investment income (expense) and other
Income tax (expense) benefit626
 439
 269
 Income tax expense
Impact on net income(1,988) (1,389) (731) Net income
        
Total amount reclassified for the year$(1,860) $(1,448) $(727) Net income
 2017 Amount Reclassified from AOCI 2016 Amount Reclassified from AOCI 2015 Amount Reclassified from AOCI Affected Line Item in the Income Statement
Unrealized Gain (Loss) on Marketable Securities:      
Realized gain (loss) on sale of securities(2) 
 
 Investment income
Income tax (expense) benefit1
 
 
 Income tax expense
Impact on net income(1) 
 
 Net income
Unrealized Gain (Loss) on Cash Flow Hedges:       
Interest rate contracts(27) (26) (24) Interest expense
Foreign exchange contracts
 
 (25) Interest expense
Foreign exchange contracts35
 404
 313
 Revenue
Income tax (expense) benefit(3) (142) (99) Income tax expense
Impact on net income5
 236
 165
 Net income
Unrecognized Pension and Postretirement Benefit Costs:      
Prior service costs(200) (172) (174) Compensation and benefits
Remeasurement of benefit obligation(800) (2,651) (118) Compensation and benefits
Income tax (expense) benefit269
 1,040
 97
 Income tax expense
Impact on net income(731) (1,783) (195) Net income
        
Total amount reclassified for the period$(727) $(1,547) $(30) Net income

Deferred Compensation Obligations and Treasury Stock
We maintain a deferred compensation plan whereby certain employees were previously able to elect to defer the gains on stock option exercises by deferring the shares received upon exercise into a rabbi trust. The shares held in this trust are classified as treasury stock, and the liability to participating employees is classified as “deferred“Deferred compensation obligations” in the shareowners’ equity section of the consolidated balance sheets. The number of shares needed to settle the liability for deferred compensation obligations is included in the denominator in both the basic and diluted earnings per share calculations. Employees are generally no longer able to defer the gains from stock options exercised subsequent to December 31, 2004.
Activity in the deferred compensation program for the years ended December 31, 20172019, 20162018 and 20152017 is as follows (in millions):
Year Ended December 31:2019 2018 2017
 Shares Dollars Shares Dollars Shares Dollars
Deferred Compensation Obligations:           
Balance at beginning of year  $32
   $37
   $45
Reinvested dividends  2
   2
   2
Benefit payments  (8)   (7)   (10)
Balance at end of year  $26
   $32
   $37
Treasury Stock:           
Balance at beginning of year(1) $(32) (1) $(37) (1) $(45)
Reinvested dividends
 (2) 
 (2) 
 (2)
Benefit payments1
 8
 
 7
 
 10
Balance at end of year
 $(26) (1) $(32) (1) $(37)



108

 2017 2016 2015
 Shares Dollars Shares Dollars Shares Dollars
Deferred Compensation Obligations:           
Balance at beginning of year  $45
   $51
   $59
Reinvested dividends  2
   3
   3
Benefit payments  (10)   (9)   (11)
Balance at end of year  $37
   $45
   $51
Treasury Stock:           
Balance at beginning of year(1) $(45) (1) $(51) (1) $(59)
Reinvested dividends
 (2) 
 (3) 
 (3)
Benefit payments
 10
 
 9
 
 11
Balance at end of year(1) $(37) (1) $(45) (1) $(51)

UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS










Noncontrolling Interests

We have noncontrolling interests in certain consolidated subsidiaries in our International Package and Supply Chain & Freight segments. Noncontrolling interests increased $6 and $3 million for the years ended December 31, 2017 and 2016, respectively.
NOTE 11. STOCK-BASED12. STOCK - BASED COMPENSATION
The UPS Incentive Compensation Plan permits the grant of non-qualified and incentive stock options, stock appreciation rights, restricted stock and stock units, and restricted performance shares and units to eligible employees. The number of shares reserved for issuance under theOn May 14, 2018 our shareholders approved our 2018 Omnibus Incentive Compensation Plan is 27 million.under which we are authorized to issue an additional 26 million shares. Each share issued pursuant toin the form of restricted stock units and restricted performance units (collectively referred to as "Restricted Units"), stock options and other permitted awards will reducereduces the share reserve by one1 share. We had 1213 millionshares available to be issued under the Incentive Compensation Plan as of December 31, 2017.2019.
The primary compensation programs offered under the UPS Incentive Compensation Plan include the UPS Management Incentive Award program, the Coyote Restricted Stock Award, the UPS Long-Term Incentive Performance Award program and the UPS Stock Option program. These awards are discussed in the following paragraphs. The total expense recognized in our income statement under all stock compensation award programs was $584, $591$915, $634 and $574$584 million during 2017, 20162019, 2018 and 2015,2017, respectively. The associated income tax benefit recognized in our statements of consolidated income statement was $227, $219$216, $186 and $215$227 million during 2017, 20162019, 2018 and 2015,2017, respectively. The cash income tax benefit received from the exercise of stock options and the lapsing of Restricted Units was $276, $207$148, $175 and $252$276 million during 2017, 20162019, 2018 and 2015,2017, respectively.
Management Incentive Award Program ("MIP")
Non-executive management earning the right to receive the Management Incentive Award areMIP awards is determined annually by the Salary Committee, which is comprised of executive officers of UPS. Awards granted to executive officers are determined annually by the Compensation Committee of the UPS Board of Directors. Our Management Incentive Award programMIP provides, with certain exceptions, that one-half to two-thirds of the annual Management Incentive Awardaward will be made in Restricted Units, (dependingdepending upon the level of management involved).involved. The otherremaining one-third to one-half of the award is electable in the form of cash or unrestricted shares of class A common stock, and is fully vested at the time of grant.
Upon vesting, Restricted Units result in the issuance of the equivalent number of UPS class A common shares after required tax withholdings. Except in the case of death, Restricted Units granted for our Management Incentive Awardunder the MIP prior to 2019 vest over a five-year period with approximately 20% of the award vesting at each anniversary date of the grant. The entire grant (lessvalue, less estimated forfeitures)forfeitures, is expensed on a straight-line basis over the requisite service period, (exceptexcept in the case of death, disability or retirement, in which case immediate expensing occurs).occurs. These historical awards will continue to vest through 2023.
Beginning with the MIP award in the first quarter of 2019, Restricted Units vest one year following the grant date, except in the case of death, disability or retirement, in which case immediate vesting occurs. The grant value, less estimated forfeitures, is expensed on a straight-line basis over the requisite service period, except in the case of death, disability or retirement, in which case immediate expensing occurs. All Restricted Units granted are subject to earlierearly cancellation or vesting under certain conditions. Dividends earned on Restricted Units are reinvested in additional Restricted Units at each dividend payable date.date until they have fully vested.
Coyote Restricted Stock Award
In August 2015 we acquired Coyote, a U.S.-based truckload freight brokerage company. During the third quarter of 2015, we granted Restricted Units to certain eligible Coyote management employees. The vesting of Restricted Units granted under this award will varyvaried between one and four years with an equal number of restricted units vesting at each anniversary date, (exceptexcept in the case of death or disability, in which case immediate vesting occurs).occurred. The entire grant iswas expensed on a straight-line basis over the requisite service period, (exceptexcept in the case of death disability or retirement,disability, in which case immediate expensing occurs).
Long-Term Incentive Performance Award granted prior to 2014
We awardoccurred. All Restricted Units in conjunction with our Long-Term Incentive Performance Award program to certain eligible employees. The Restricted Units ultimately granted under the Long-Term Incentive Performance Award program were based upon the achievement of certain performance measures, including growth in consolidated revenue and operating return on invested capital during the performance award cycle, and other measures, including the achievement of an adjusted earnings per share target over the entire three-year performance award cycle. The last award granted under this program fullyaward had vested in the first quarteras of 2016.December 31, 2019.

109

UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS










As of December 31, 2017,2019, we had the following outstanding Restricted Units, outstanding, including reinvested dividends, that were granted under our Management Incentive Award program and the Coyote Restricted Stock Award:MIP:
 
Shares
(in thousands)
 
Weighted-Average
Grant Date
Fair Value
 Weighted-Average  Remaining Contractual Term (in years) 
Aggregate Intrinsic
Value  (in millions)
Nonvested at January 1, 201910,139
 $104.47
    
Vested(5,100) 102.54
    
Granted5,516
 108.78
    
Reinvested Dividends410
 N/A
    
Forfeited / Expired(226) 107.22
    
Nonvested at December 31, 201910,739
 $106.94
 0.71 $1,257
Restricted Units Expected to Vest12,690
 $106.59
 0.74 $1,485
 
Shares
(in thousands)
 
Weighted-Average
Grant Date
Fair Value
 
Weighted-Average Remaining
Contractual Term
(in years)
 
Aggregate Intrinsic
Value (in millions)
Nonvested at January 1, 201711,475
 $94.32
    
Vested(5,100) 90.71
    
Granted3,927
 105.62
    
Reinvested Dividends332
 N/A
    
Forfeited / Expired(163) 99.70
    
Nonvested at December 31, 201710,471
 $99.16
 1.38 $1,248
Restricted Units Expected to Vest10,325
 $99.20
 1.38 $1,230

The fair value of each Restricted Unit is the NYSE closing price of class B common stock on the date of grant. The weighted-average grant date fair value of Restricted Units granted during 2019, 2018 and 2017 2016was $108.78, $110.95 and 2015 was $105.62, $97.04 and $100.63, respectively. The total fair value of Restricted Units vested was $534, $445$457, $596 and $564$534 million in 2017, 20162019, 2018 and 2015,2017, respectively. As of December 31, 2017,2019, there was $475$341 million of total unrecognized compensation cost related to nonvested Restricted Units. That cost is expected to be recognized over a weighted-average period of threetwo years and one month.
Long-Term Incentive Performance Award("LTIP") Program granted after 2013
We award Restricted Units in conjunction with our Long-Term Incentive Performance AwardLTIP program to certain eligible employees. Beginning with the Long-Term Incentive Performance grant in 2014, the performance targets are equally-weighted among consolidated operating return on invested capital, growth in currency-constant consolidated revenue and total shareowner return relative ("RTSR") to a peer group of companies.companies ("RTSR"). The Restricted Units granted under this award vest at the end of a three-year period, (exceptexcept in the case of death, disability or retirement, in which case immediate vesting occurs on a prorated basis. In the case of disability and retirement, vesting occurs at the end of the three-year period on a prorated basis). The number of Restricted Units earned will be based on the percentage achievement of the performance targets set forth on the grant date. The range of percentage achievement can vary from 0% to 200% of the target award.
For the two-thirds of the award related to consolidated operating return on invested capital and growth in currency-constant consolidated revenue, we recognize the grant date fair value of these units, (lessless estimated forfeitures)forfeitures, as compensation expense ratably over the vesting period, based on the number of awards expected to be earned. The remaining one-third of the award related to RTSR is valued using a Monte Carlo model. This portion of the award, less estimated forfeitures, is recognized as compensation expense (less estimated forfeitures) ratably over the vesting period.


The weighted-average assumptions used by year, and the calculated weighted-average fair values of the RTSR portion of the grants, are as follows:
 2019 2018 2017
Risk-free interest rate2.23% 2.61% 1.46%
Expected volatility19.64% 16.51% 16.59%
Weighted-average fair value of units granted$123.44
 $137.57
 $119.29
Share payout115.04% 123.47% 113.55%
 2017 2016 2015
Risk-free interest rate1.46% 1.00% 0.89%
Expected volatility16.59% 16.46% 15.53%
Weighted-average fair value of units granted$119.29
 $136.18
 $63.64
Share payout113.55% 129.08% 65.86%

There is no expected dividend yield as units earn dividend equivalents.

110

UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS










As of December 31, 2017,2019, we had the following Restricted Units outstanding, including reinvested dividends, that were granted under our Long-Term Incentive Performance AwardLTIP program:
 
Shares
(in thousands)
 
Weighted-Average
Grant Date
Fair Value
 
Weighted-Average  Remaining
Contractual Term
(in years)
 
Aggregate Intrinsic
Value  (in millions)
Nonvested at January 1, 20191,701
 $108.63
    
Vested(898) 106.12
    
Granted974
 107.30
    
Reinvested Dividends83
 N/A
    
Forfeited / Expired(169) 108.60
    
Nonvested at December 31, 20191,691
 $109.18
 1.54 $198
Restricted Units Expected to Vest1,677
 $109.16
 1.55 $196
 
Shares
(in thousands)
 
Weighted-Average
Grant Date
Fair Value
 
Weighted-Average Remaining
Contractual Term
(in years)
 
Aggregate Intrinsic
Value (in millions)
Nonvested at January 1, 20171,683
 $101.36
    
Vested(839) 97.11
    
Granted958
 105.65
    
Reinvested Dividends73
 N/A
    
Forfeited / Expired(88) 103.87
    
Nonvested at December 31, 20171,787
 $105.58
 1.53 $213
Performance Units Expected to Vest1,699
 $105.72
 1.54 $202

The fair value of each Restricted Unit is the NYSE closing price of class B common stock on the date of grant. The weighted-average grant date fair value of Restricted Units granted during 2019, 2018 and 2017 2016was $107.30, $111.42 and 2015 was $105.65, $105.50 and $96.64, respectively. The total fair value of Restricted Units vested was $71, $13$97 and $5$71 million in 2017, 20162019, 2018 and 2015,2017, respectively. As of December 31, 2017,2019, there was $100$103 million of total unrecognized compensation cost related to nonvested Restricted Units. That cost is expected to be recognized over a weighted-average period of one year and nineeight months.
Non-qualified Stock Options
We maintain fixed stock option plans, under which options are granted to purchase shares of UPS class A common stock. Stock options granted in connection with the UPS Incentive Compensation Plan must have an exercise price at least equal to the NYSE closing price of UPS class B common stock on the date the option is granted.
Executive officers and certain senior managers receive a non-qualified stock option grant annually, in which the value granted is determined as a percentage of salary. Options granted generally vest over a five-year period with approximately 20% of the award vesting at each anniversary date of the grant. All options granted are subject to earlier cancellation or vesting under certain conditions. The options granted will expire ten years after the date of the grant. Option holders may exercise their options via the tenderpayment of cash or class A common stock and new class A shares are issued upon exercise.
The following is an analysis of options to purchase shares of class A common stock issued and outstanding:
 
Shares
(in thousands)
 
Weighted-Average
Exercise
Price
 
Weighted-Average  Remaining
Contractual Term
(in years)
 
Aggregate Intrinsic
Value (in millions)
Outstanding at January 1, 20191,384
 $95.36
    
Exercised(147) 69.33
    
Granted261
 111.68
    
Forfeited / Expired
 
    
Outstanding at December 31, 20191,498
 $100.74
 6.37 $24
Options Vested and Expected to Vest1,498
 $100.74
 6.37 $24
Exercisable at December 31, 2019915
 $96.12
 5.25 $19

 
Shares
(in thousands)
 
Weighted-Average
Exercise
Price
 
Weighted-Average Remaining
Contractual Term
(in years)
 
Aggregate Intrinsic
Value (in millions)
Outstanding at January 1, 20171,828
 $80.45
    
Exercised(802) 71.57
    
Granted272
 106.87
    
Forfeited / Expired(7) 70.90
    
Outstanding at December 31, 20171,291
 $91.58
 6.30 $36
Options Vested and Expected to Vest1,291
 $91.58
 6.30 $36
Exercisable at December 31, 2017757
 $83.28
 4.80 $27


The fair value of each option grant is estimated using the Black-Scholes option pricing model. The weighted-average assumptions used, by year, and the calculated weighted-average fair values of options, are as follows:
 2019 2018 2017
Expected dividend yield2.94% 2.93% 2.89%
Risk-free interest rate2.60% 2.84% 2.15%
Expected life in years7.5
 7.5
 7.5
Expected volatility17.79% 16.72% 17.81%
Weighted-average fair value of options granted$16.34
 $15.23
 $14.70


111
 2017 2016 2015
Expected dividend yield2.89% 2.95% 2.63%
Risk-free interest rate2.15% 1.62% 2.07%
Expected life in years7.5
 7.5
 7.5
Expected volatility17.81% 22.40% 20.61%
Weighted-average fair value of options granted$14.70
 $16.46
 $18.07

UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS










Expected volatilities are based on the historical returns on our stock and the implied volatility of our publicly-traded options. The expected dividend yield is based on the recent historical dividend yields for our stock, taking into account changes in dividend policy. The risk-free interest rate is based on the term structure of interest rates at the time of the option grant. The expected life represents an estimate of the period of time options are expected to remain outstanding, and we have relied upon a combination of the observed exercise behavior of our prior grants with similar characteristics, the vesting schedule of the grants and an index of peer companies with similar grant characteristics in estimating this variable.
We received cash of $41, $72$7, $12 and $56$41 million during 2017, 20162019, 2018 and 2015,2017, respectively, from option holders resulting from the exercise of stock options. The total intrinsic value of options exercised during 2019, 2018 and 2017 2016was $5, $6 and 2015 was $22 $24 and $31 million, respectively. As of December 31, 2017,2019, there was $1$2 million of total unrecognized compensation cost related to nonvested options. That cost is expected to be recognized over a weighted-average period of three years and sixfive months.
The following table summarizes information about stock options outstanding and exercisable at December 31, 2017:2019:
 Options Outstanding Options Exercisable
Exercise Price Range
Shares
(in thousands)
 
Weighted-Average
Remaining Contractual Term
(in years)
 
Weighted-Average
Exercise
Price
 
Shares
(in thousands)
 
Weighted-Average
Exercise
Price
$65.01 - $80.00157
 1.52 $74.06
 157
 $74.06
$80.01 - $95.00100
 3.17 82.89
 100
 82.89
$95.01 - $110.00985
 6.75 103.93
 635
 103.09
$110.01 - $125.00256
 9.13 111.80
 23
 111.80
 1,498
 6.37 $100.74
 915
 $96.12
 Options Outstanding Options Exercisable
Exercise Price Range
Shares
(in thousands)
 
Weighted-Average
Remaining Contractual Term
(in years)
 
Weighted-Average
Exercise
Price
 
Shares
(in thousands)
 
Weighted-Average
Exercise
Price
$55.01 - $70.00131
 1.89 $61.97
 131
 $61.97
$70.01 - $80.00223
 3.30 75.12
 223
 75.12
$80.01 - $90.00141
 5.17 82.88
 127
 82.87
$90.01 - $110.00796
 8.07 102.59
 276
 100.11
 1,291
 6.30 $91.58
 757
 $83.28

Discounted Employee Stock Purchase Plan
We maintain an employee stock purchase plan for all eligible employees. Under this plan, shares of UPS class A common stock may be purchased at quarterly intervals at 95% of the NYSE closing price of UPS class B common stock on the last day of each quarterly period. Employees purchased 0.9,1, 0.9 and 0.9 million shares at average prices of $108.98, $99.27$102.11, $105.53 and $95.41$108.98 per share, during 2017, 20162019, 2018 and 2015,2017, respectively. This plan is not considered to be compensatory, and therefore no compensation cost is measured for the employees’ purchase rights.
UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS





NOTE 12. 13. SEGMENT AND GEOGRAPHIC INFORMATION
We report our operations in three3 segments: U.S. Domestic Package operations, International Package operations and Supply Chain & Freight operations. Package operations represent our most significant business and are broken down into regional operations around the world. Regional operations managers are responsible for both domestic and export products within their geographic area.
U.S. Domestic Package
Domestic Package operations include the time-definite delivery of letters, documents and packages throughout the United States.
International Package
International Package operations include delivery to more than 220 countries and territories worldwide, including shipments wholly outside the United States, as well as shipments with either origin or destination outside the United States. Our International Package reporting segment includes the operations of our Europe, Asia, Americas and ISMEA operating segments.
Supply Chain & Freight
Supply Chain & Freight includes our Forwarding, Logistics, Coyote, Marken, UPS Mail Innovations, UPS Freight and other aggregated business units. Our Forwarding, Logistics and UPS Mail Innovations units provide services in more than 200 countries and territories worldwide and include international air and ocean freight forwarding, customs brokerage, distribution and post-sales services, mail and consulting services. UPS Freight offers a variety of LTLless-than-truckload and TLtruckload services to customers in North America. Coyote offers truckload brokerage services primarily in the United States. Marken is a global provider of supply chain solutions to the healthcare and life sciences industry. Other aggregated business units within this segment include The UPS Store and UPS Capital.
In evaluating financial performance, we focus on operating profit as a segment’s measure of profit or loss. Operating profit is before investment income (expense) and other, interest expense and income taxes. The accounting policies of the segments are the same as those described in the "Items"Supplemental Information - Items Affecting Comparability" section of Management's Discussion and Analysis, with certain expenses allocated between the segments using activity-based costing methods. As we operate an integrated, global multimodal network, we evaluate many of our capital expenditure decisions at a network level. Accordingly, expenditures on property, plant and equipment by segment are not presented. Unallocated assets are comprised primarily of cash, marketable securities and certain investment partnerships. In 2018, we changed the segment allocation methodology for certain shared assets. All prior periods have been recast to reflect this change in methodology.



112















UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS










Segment information for the years ended December 31, 2017, 20162019, 2018 and 20152017 is as follows (in millions):
 2019 2018 2017
Revenue:     
U.S. Domestic Package$46,493
 $43,593
 $40,761
International Package14,220
 14,442
 13,342
Supply Chain & Freight13,381
 13,826
 12,482
Consolidated$74,094
 $71,861
 $66,585
Operating Profit:     
U.S. Domestic Package$4,164
 $3,643
 $4,303
International Package2,657
 2,529
 2,429
Supply Chain & Freight977
 852
 797
Consolidated$7,798
 $7,024
 $7,529
Assets:     
U.S. Domestic Package$32,795
 $28,216
 $25,449
International Package14,044
 12,070
 10,361
Supply Chain & Freight9,045
 8,411
 8,267
Unallocated1,973
 1,319
 1,497
Consolidated$57,857
 $50,016
 $45,574
Depreciation and Amortization Expense:     
U.S. Domestic Package$1,520
 $1,375
 $1,479
International Package547
 526
 509
Supply Chain & Freight293
 306
 294
Consolidated$2,360
 $2,207
 $2,282
 2017 2016 2015
Revenue:     
U.S. Domestic Package$40,764
 $38,301
 $36,747
International Package13,338
 12,350
 12,149
Supply Chain & Freight11,770
 10,255
 9,467
Consolidated$65,872
 $60,906
 $58,363
Operating Profit:     
U.S. Domestic Package$4,280
 $3,017
 $4,767
International Package2,464
 2,044
 2,137
Supply Chain & Freight785
 406
 764
Consolidated$7,529
 $5,467
 $7,668
Assets:     
U.S. Domestic Package$27,121
 $23,191
 $21,701
International Package8,544
 8,193
 7,858
Supply Chain & Freight8,241
 7,806
 7,728
Unallocated1,497
 1,187
 1,024
Consolidated$45,403
 $40,377
 $38,311
Depreciation and Amortization Expense:     
U.S. Domestic Package$1,479
 $1,479
 $1,408
International Package509
 491
 475
Supply Chain & Freight294
 254
 201
Consolidated$2,282
 $2,224
 $2,084

Revenue by product type for the years ended December 31, 2017, 20162019, 2018 and 20152017 is as follows (in millions):
 2019 2018 2017
U.S. Domestic Package:     
Next Day Air$8,479
 $7,618
 $7,088
Deferred5,180
 4,752
 4,422
Ground32,834
 31,223
 29,251
Total U.S. Domestic Package46,493
 43,593
 40,761
International Package:     
Domestic2,836
 2,874
 2,646
Export10,837
 10,973
 10,170
Cargo547
 595
 526
Total International Package14,220
 14,442
 13,342
Supply Chain & Freight:     
Forwarding5,867
 6,580
 5,674
Logistics3,435
 3,234
 3,017
Freight3,265
 3,218
 3,000
Other814
 794
 791
Total Supply Chain & Freight13,381
 13,826
 12,482
Consolidated$74,094
 $71,861
 $66,585



113
 2017 2016 2015
U.S. Domestic Package:     
Next Day Air$7,088
 $6,752
 $6,570
Deferred4,421
 4,082
 3,903
Ground29,255
 27,467
 26,274
Total U.S. Domestic Package40,764
 38,301
 36,747
International Package:     
Domestic2,645
 2,441
 2,425
Export10,167
 9,374
 9,092
Cargo526
 535
 632
Total International Package13,338
 12,350
 12,149
Supply Chain & Freight:     
Forwarding and Logistics7,981
 6,793
 5,900
Freight2,998
 2,736
 2,881
Other791
 726
 686
Total Supply Chain & Freight11,770
 10,255
 9,467
Consolidated$65,872
 $60,906
 $58,363


UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS










Geographic information for the years ended December 31, 2017, 20162019, 2018 and 20152017 is as follows (in millions):
 2019 2018 2017
United States:     
Revenue$58,699
 $56,115
 $52,080
Long-lived assets$27,976
 $24,918
 $21,141
International:     
Revenue$15,395
 $15,746
 $14,505
Long-lived assets$9,567
 $8,577
 $7,966
Consolidated:     
Revenue$74,094
 $71,861
 $66,585
Long-lived assets$37,543
 $33,495
 $29,107
 2017 2016 2015
United States:     
Revenue$51,936
 $48,013
 $45,309
Long-lived assets$22,638
 $19,253
 $18,196
International:     
Revenue$13,936
 $12,893
 $13,054
Long-lived assets$6,382
 $5,898
 $5,828
Consolidated:     
Revenue$65,872
 $60,906
 $58,363
Long-lived assets$29,020
 $25,151
 $24,024

Long-lived assets include property, plant and equipment, pension and postretirement benefit assets, long-term investments, goodwill and intangible assets.
No countries outside of the United States nor any individual customers, provided 10% or more of consolidated revenue for the years ended December 31, 2017, 20162019, 2018 or 2015.2017. For the year ended December 31, 2019, Amazon.com, Inc. and its affiliates ("Amazon") represented 11.6% of our consolidated revenues. Substantially all of this revenue was attributed to our U.S. Domestic Package segment. As of December 31, 2019, Amazon accounted for approximately 16.9% of accounts receivable, net, included within the consolidated balance sheets. No single customer represented 10% or more of our consolidated revenues for the years ended December 31, 2018 or 2017.

114

UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS










NOTE 13. 14. INCOME TAXES
The income tax expense (benefit) for the years ended December 31, 2017, 20162019, 2018 and 20152017 consists of the following (in millions):
 2019 2018 2017
Current:     
U.S. Federal$570
 $89
 $671
U.S. State and Local183
 7
 49
Non-U.S.359
 374
 288
Total Current1,112
 470
 1,008
Deferred:     
U.S. Federal255
 668
 1,115
U.S. State and Local(93) 75
 118
Non-U.S.(62) 15
 (9)
Total Deferred100
 758
 1,224
Total Income Tax Expense$1,212
 $1,228
 $2,232
 2017 2016 2015
Current:     
U.S. Federal$671
 $1,338
 $1,634
U.S. State and Local49
 67
 88
Non-U.S.288
 177
 236
Total Current1,008
 1,582
 1,958
Deferred:     
U.S. Federal1,121
 103
 469
U.S. State and Local118
 31
 65
Non-U.S.(9) (11) 6
Total Deferred1,230
 123
 540
Total Income Tax Expense$2,238
 $1,705
 $2,498

Income before income taxes includes the following components (in millions):
 2019 2018 2017
United States$3,972
 $4,307
 $5,987
Non-U.S.1,680
 1,712
 1,150
Total Income Before Income Taxes:$5,652
 $6,019
 $7,137

 2017 2016 2015
United States$5,998
 $4,322
 $6,348
Non-U.S.1,150
 814
 994
Total Income Before Income Taxes:$7,148
 $5,136
 $7,342


A reconciliation of the statutory federal income tax rate to the effective income tax rate for the years ended December 31, 2017, 20162019, 2018 and 20152017 consists of the following:
 2019 2018 2017
Statutory U.S. federal income tax rate21.0 % 21.0 % 35.0 %
U.S. state and local income taxes (net of federal benefit)1.4
 1.4
 1.5
Non-U.S. tax rate differential0.3
 0.2
 (2.0)
U.S. federal tax credits(1.4) (1.1) (1.8)
Income tax benefit from the Tax Cuts and Jobs Act and other non-U.S. tax law changes
 
 (3.6)
Defined benefit plans mark-to-market charge tax rate differential (1)

 
 1.5
Non-U.S. valuation allowance release(1.2) 
 
Other1.3
 (1.1) 0.7
Effective income tax rate21.4 % 20.4 % 31.3 %

 2017 2016 2015
Statutory U.S. federal income tax rate35.0 % 35.0 % 35.0 %
U.S. state and local income taxes (net of federal benefit)1.5
 1.5
 1.7
Non-U.S. tax rate differential(2.0) (2.4) (1.2)
Nondeductible/nontaxable items(0.1) 0.8
 0.2
U.S. federal tax credits(1.8) (1.2) (1.3)
Income tax benefit from the Tax Cuts and Jobs Act and other non-U.S. tax law changes(3.6) 
 
Defined benefit plans mark-to-market charge tax rate differential (1)
1.5
 
 
Other0.8
 (0.5) (0.4)
Effective income tax rate31.3 % 33.2 % 34.0 %

(1) Impact of applying Tax Act corporate rate enacted of 21% versus 35%
Our effective tax rate is affected by recurring factors, such as statutory tax rates in the jurisdictions in which we operate in and the relative amounts of taxable income we earn in those jurisdictions. It is also affected by discrete items that may occur in any given year, but may not be consistent from year to year.
Our effective tax rate decreased towas 21.4% in 2019, compared with 20.4% in 2018 and 31.3% in 2017, compared with 33.2% in 2016 and 34.0% in 2015, primarily due to the effects of the aforementioned recurring factors and the following discrete tax items:items.

115

UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS










Tax Cuts and Jobs Act
On December 22, 2017, the United States enacted into law the Tax Act. The Tax Act makesmade broad and complex changes to the U.S. tax code, including a permanent corporate rate reduction to 21% and a transition to a territorial international system effective in 2018. The Tax Act also includes provisions that affectaffected 2017, including: (1) requiring a one-time transition tax on certain unrepatriated earnings of foreign subsidiaries (“Transition Tax”) that is payable over eight years; (2) requiring a remeasurement of all U.S. deferred tax assets and liabilities to the newly enacted corporate tax rate of 21%; and (3) providing for additional first-year depreciation that allows full expensing of qualified property placed into service after September 27, 2017.
In late December 2017, the SEC staff issued SABStaff Accounting Bulletin ("SAB") 118, which providesprovided guidance on accounting for the tax effects of the Tax Act. SAB 118 providesprovided a measurement period that should not extend beyondup to one year from the Tax Act enactment date for companies to complete the related accounting under U.S. GAAP. IfWe recorded a company’s accounting for certain income tax effects$272 million provisional benefit inclusive of the Tax Act is incomplete, but it is able to determine a reasonable estimate, it must record a provisional estimate in the financial statements. Accordingly, we have recorded provisional estimates related to our Transition Tax liability, ourthe change in our indefinite reinvestment assertion for certain foreign subsidiaries and the remeasurement of our U.S. net deferred tax liabilities.
To calculateliabilities for the amountyear ended December 31, 2017. During the fourth quarter of 2018, we completed our accounting for the Tax Act based on the current regulatory guidance available at the end of the Transition Tax, we must determine, in addition to other factors, the amount of post-1986 earnings and profits (“E&P”) of the foreign subsidiaries as well as the amount of non-U.S. income taxes paid on such earnings. We are able to make a reasonable estimate of the Transition TaxSAB 118 measurement period and recorded a provisional liability of $310 million; however, there are certain factors that could impactno material net adjustments to our provisional estimate.
First, several of ourThe Tax Act also enacted provisions that took effect in 2018 including but not limited to: (1) a provision that imposes U.S. tax on certain foreign subsidiaries havesubsidiary income known as GILTI, (2) a fiscal year-end,new deduction for Foreign-Derived Intangible Income ("FDII"), (3) additional limitations on tax deductions for expenses such as interest and E&P for these subsidiaries cannot be precisely calculated until their fiscal years conclude during 2018. Second, we continueexecutive compensation and (4) a new minimum tax based on certain payments from a U.S. company to gather additional information needed to precisely estimateforeign related parties known as the Base Erosion and Anti-Abuse Tax ("BEAT").
We included the impact of the Transition Tax on our U.S. state and local tax liabilities given the complexityeach of the relevant state laws. Finally, we expect additional regulatory guidancenewly effective Tax Act provisions in our computation of the 2018 and technical clarifications from2019 income tax expense. Throughout 2018 and 2019, the U.S. Department of the Treasury and Internal Revenue ServiceIRS issued regulatory guidance clarifying certain provisions of the Tax Act, and we anticipate additional regulatory guidance and technical clarifications during future years. When additional guidance is issued, we will recognize the related tax impact in the quarter of enactment.
2019 Discrete Items
In the fourth quarter of 2019, we recognized an income tax benefit of $571 million related to pre-tax mark-to-market losses of $2.387 billion on our pension and postretirement defined benefit plans. This income tax benefit was generated at a higher average tax rate than the 2019 U.S. federal statutory tax rate because it included the effect of U.S. state and local and foreign taxes.
We recorded pre-tax transformation strategy costs of $255 million during the year ended December 31, 2019. As a result, we recorded an additional income tax benefit of $59 million. This income tax benefit was generated at a higher average tax rate than the 2019 U.S. federal statutory tax rate due to the effect of U.S. state and local and foreign taxes.
As discussed in note 9, $97 million of legal contingencies and expenses were accrued during 2019 in respect of certain legal proceedings for which we recorded an additional income tax benefit of $6 million. This income tax benefit was generated at a lower average tax rate than the U.S. federal statutory tax rate due to the portion of the accrual related to penalties, which are not deductible for tax purposes.
As of December 31, 2018, we maintained a valuation allowance against certain deferred tax assets, primarily related to foreign net operating loss carryforwards. As of each reporting date, we consider new evidence, both positive and negative, that could affect the future realization of deferred tax assets. During 2019, we determined that there is sufficient positive evidence to conclude that it is more likely than not that the deferred tax assets related to certain foreign net operating loss carryforwards will be realized. This conclusion is primarily related to achieving cumulative three-year income and anticipated future earnings within the next 12 monthsrelevant jurisdiction. Accordingly, we reversed the related valuation allowance and recognized a discrete tax benefit of approximately $68 million.
Other factors that could changeimpacted our provisional estimate2019 effective tax rate include favorable tax provisions enacted in the Taxpayer Certainty and Disaster Tax Relief Act of 2019.



116

UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS





2018 Discrete Items
The decrease in our effective tax rate from 2017 to 2018 was primarily due to the impact of the Transition Tax.Tax Act which reduced the U.S. federal corporate income tax rate from 35% to 21% effective January 1, 2018.
In the fourth quarter of 2018, we recognized an income tax benefit of $390 million related to pre-tax mark-to-market losses of $1.627 billion on our pension and postretirement defined benefit plans. This income tax benefit was generated at a higher average tax rate than the 2018 U.S. federal statutory tax rate because it included the effect of U.S. state and local and foreign taxes.
We recorded pre-tax transformation strategy costs of $360 million during the year ended December 31, 2018. As a result, we recorded an additional income tax benefit of $87 million. This income tax benefit was generated at a higher average tax rate than the 2018 U.S. federal statutory tax rate due to the effect of U.S. state and local and foreign taxes.
The recognition of excess tax benefits and deficiencies related to share-based compensation in income tax expense resulted in a net tax benefit of $38 million and reduced our effective tax rate by 0.6% during the year ended December 31, 2018.
Other factors that impacted our 2018 effective tax rate include favorable resolutions of uncertain tax positions, favorable U.S. state and local tax law changes, favorable tax provisions enacted in the Bipartisan Budget Act of 2018 and discrete tax credits associated with the filing of our 2017 U.S. federal income tax return.
2017 Discrete Items
In addition to the impact of the Tax Act described above, the following discrete items were recorded during the year ended December 31, 2017.
In the fourth quarter of 2017, we recognized an income tax benefit of $193 million related to pre-tax mark-to-market losses of $800 million on our pension and postretirement defined benefit plans. This income tax benefit was generated at a lower average tax rate than the 2017 U.S. federal statutory tax rate due to future tax rate changes enacted by the Tax Act and differences between U.S. and foreign statutory rates, which was partially offset by the effect of U.S. state and local taxes.
In the fourth quarter of 2017, tax law changes were enacted in certain non-U.S. jurisdictions in which we operate. As a result, we recorded a decrease to our foreign net deferred tax assets of $14 million with a corresponding net increase to deferred tax expense of $14 million.
In the first quarter of 2017, we adopted a new accounting standard that requires the recognition of excess tax benefits related to share-based compensation in income tax expense, which resulted in tax benefits for the year ended December 31, 2017 of $71 million and reduced our effective tax rate by 1.0%.
Other Items
Beginning in 2012, we were granted a tax incentive for certain of our non-U.S. operations, which is effective through December 31, 2021. The tax incentive is conditional upon our meeting specific employment and investment thresholds. The impact of this tax incentive decreased non-U.S. tax expense by $27 million, $27 million and $24 million (increased diluted earnings per share by $0.03, $0.03 and $0.03) for 2019, 2018 and 2017, respectively.








117

UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS





Deferred income tax assets and liabilities are comprised of the following at December 31, 2019 and 2018 (in millions):
 2019 2018
Fixed assets and capitalized software$(4,720) $(4,010)
Operating lease right-of-use assets(685) 
Other(538) (493)
Deferred tax liabilities(5,943) (4,503)
    
Pension and postretirement benefits2,522
 1,743
Loss and credit carryforwards328
 298
Insurance reserves413
 437
Stock compensation249
 189
Accrued employee compensation287
 274
Operating lease liabilities691
 
Other205
 196
Deferred tax assets4,695
 3,137
Deferred tax assets valuation allowance(54) (112)
Deferred tax asset (net of valuation allowance)4,641
 3,025
    
Net deferred tax asset (liability)$(1,302) $(1,478)
    
Amounts recognized in the consolidated balance sheets:   
Deferred tax assets$330
 $141
Deferred tax liabilities(1,632) (1,619)
Net deferred tax asset (liability)$(1,302) $(1,478)

The valuation allowance changed by $(58), $(14) and $(33) million during the years ended December 31, 2019, 2018 and 2017, respectively.
We have a U.S. federal capital loss carryforward of $21 million as of December 31, 2019, $20 million of which expires on December 31, 2021, and the remainder of which expires on December 31, 2022. In addition, we have U.S. federal tax credit carryforwards of $3 million, which can be carried forward for periods ranging from ten years to twenty years.
Further, we have U.S. state and local operating loss and credit carryforwards as follows (in millions):
 2019 2018
U.S. state and local operating loss carryforwards$1,374
 $1,014
U.S. state and local credit carryforwards$110
 $80

The U.S. state and local operating loss carryforwards and credits can be carried forward for periods ranging from one year to indefinitely. We also have non-U.S. loss carryforwards of $670 million as of December 31, 2019, the majority of which may be carried forward indefinitely. As indicated in the table above, we have established a valuation allowance for certain U.S. federal, state and non-U.S. carryforwards due to the uncertainty resulting from a lack of previous taxable income within the applicable tax jurisdictions and other limitations.

118

UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS





Undistributed earnings and profits ("E&P&P") of our foreign subsidiaries amounted to $5.002$6.060 billion at December 31, 2017.2019. As a result of the U.S. has moved to a territorial system,Tax Act, during the year ended December 31, 2017, we have changed our indefinite reinvestment assertion with respect to the earnings of certain foreign subsidiaries. As a result, we have recorded a provisional deferred tax liability and corresponding increase to deferred tax expense of $24 million. There are certain factors, discussed above with regard to the Transition Tax, which could also impact our provisional estimate for the change in indefinite reinvestment assertion. For all other foreign subsidiaries, we continue to assert that these earnings are indefinitely reinvested. $1.335$1.597 billion of the undistributed E&P of our foreign subsidiaries is considered to be indefinitely reinvested and, accordingly, no deferred income taxes have been provided thereon. Upon distribution of those earnings in the form of dividends or otherwise, we would be subject to U.S. state and local taxes and withholding taxes payable in various jurisdictions. Determination of the amount of unrecognized deferred income tax liability is not practicable because of the complexities associated with its hypothetical calculation. We will continue to evaluate our indefinite reinvestment assertion for all foreign subsidiaries in light of the Tax Act, and our provisional estimate is subject to change.
For our net U.S. deferred tax liabilities, we have recorded a provisional decrease of $606 million with a corresponding reduction to deferred tax expense of $606 million for the year ended December 31, 2017. While we are able to make a reasonable estimate of the impact of the reduction in corporate rate, it may be affected by other analyses related to the Tax Act, including, but not limited to, completing the analysis of our 2017 capital expenditures that qualify for full expensing and the state tax effect of adjustments made to federal temporary differences.
Other 2017 Discrete Items
In the fourth quarter of 2017, we recognized an income tax benefit of $193 million related to pre-tax mark-to-market losses of $800 million on our pension and postretirement defined benefit plans.This income tax benefit was generated at a lower average statutory tax rate than the 2017 U.S. federal statutory tax rate due to future tax rate changes enacted by the Tax Act and differences between U.S. and foreign statutory rates, which was partially offset by the effect of U.S. state and local taxes.
In the fourth quarter of 2017, tax law changes were enacted in certain non-U.S. jurisdictions in which we operate. As a result, we have recorded a decrease to our foreign net deferred tax assets of $14 million with a corresponding net increase to deferred tax expense of $14 million for the year ended December 31, 2017.
UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS





In the first quarter of 2017, we adopted a new accounting standard that requires the recognition of excess tax benefits related to share-based compensation in income tax expense, which resulted in tax benefits for the year ended December 31, 2017 of $71 million and reduced our effective tax rate by 1.0%.
2016 Discrete Items
In the fourth quarter of 2016, we recognized an income tax benefit of $978 million related to pre-tax mark-to-market losses of $2.651 billion on our pension and postretirement defined benefit plans. This income tax benefit was generated at a higher average statutory tax rate than the U.S. federal statutory tax rate because it included the effect of U.S. state and local taxes.
2015 Discrete Items
During the third quarter of 2015 and after the filing of our annual federal tax returns, we reconciled our deferred tax balances and identified adjustments to be made with respect to prior years’ deferred tax balances. The adjustments resulted in a reduction of income tax expense of $66 million.
In connection with our acquisition of Coyote Logistics in 2015, we distributed $500 million of cash held by a Canadian subsidiary to its U.S. parent during the fourth quarter of 2015. As a result of the distribution, we recorded additional net income tax expense of $28 million.
In the fourth quarter of 2015, we recognized an income tax benefit of $39 million related to pre-tax mark-to-market losses of $118 million on our pension and postretirement defined benefit plans. This income tax benefit was generated at a lower average statutory tax rate than our U.S. federal statutory tax rate because it was due, in part, to non-U.S. benefit plans.
Other favorable rate impacting items in 2015 include: resolution of several U.S. state and local tax matters; the extension of favorable U.S. federal tax provisions associated with the Protecting Americans from Tax Hikes Act of 2015 related to research and development tax credits and work opportunity tax credits; and the execution of two bilateral advance pricing agreements. These agreements established intercompany transfer pricing arrangements between the U.S. and certain non-U.S. jurisdictions related to our small package operations for tax years 2010 through 2019.
Other Items
Beginning in 2012, we were granted a tax incentive for certain of our non-U.S. operations, which is effective through December 31, 2021. The tax incentive is conditional upon our meeting specific employment and investment thresholds. The impact of this tax incentive decreased non-U.S. tax expense by $24 million ($0.03 per share), $21 million ($0.02 per share) and $25 million ($0.03 per share) for 2017, 2016, and 2015, respectively.


UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS





Deferred income tax assets and liabilities are comprised of the following at December 31, 2017 and 2016 (in millions):
 2017 2016
Fixed assets and capitalized software$(3,288) $(4,782)
Other(535) (756)
Deferred tax liabilities(3,823) (5,538)
    
Pension and postretirement benefits1,877
 4,236
Loss and credit carryforwards323
 229
Insurance reserves449
 733
Stock compensation182
 297
Other626
 681
Deferred tax assets3,457
 6,176
Deferred tax assets valuation allowance(126) (159)
Deferred tax asset (net of valuation allowance)3,331
 6,017
    
Net deferred tax asset (liability)$(492) $479
    
Amounts recognized in the consolidated balance sheets:   
Deferred tax assets$265
 $591
Deferred tax liabilities(757) (112)
Net deferred tax asset (liability)$(492) $479
The valuation allowance changed by $(33), $(38) and $(11) million during the years ended December 31, 2017, 2016 and 2015, respectively.
We have a U.S. federal capital loss carryforward of $34 million as of December 31, 2017, $32 million of which expires on December 31, 2021 and the remainder of which expires on December 31, 2022. In addition, we have U.S. state and local operating loss and credit carryforwards as follows (in millions):
 2017 2016
U.S. state and local operating loss carryforwards$1,215
 $603
U.S. state and local credit carryforwards$83
 $70
The U.S. state and local operating loss carryforwards expire at varying dates through 2037. The U.S. state and local credits can be carried forward for periods ranging from one year to indefinitely. We also have non-U.S. loss carryforwards of $728 million as of December 31, 2017, the majority of which may be carried forward indefinitely. As indicated in the table above, we have established a valuation allowance for certain non-U.S. and state carryforwards, due to the uncertainty resulting from a lack of previous taxable income within the applicable tax jurisdictions.



UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS






The following table summarizes the activity related to our unrecognizeduncertain tax benefitspositions (in millions):
 Tax Interest Penalties
Balance at January 1, 2017$144
 $50
 $6
Additions for tax positions of the current year16
 
 
Additions for tax positions of prior years33
 14
 3
Reductions for tax positions of prior years for:     
Changes based on facts and circumstances(24) (18) 
Settlements during the period(6) (3) 
Lapses of applicable statute of limitations(3) 
 
Balance at December 31, 2017160
 43
 9
Additions for tax positions of the current year47
 
 1
Additions for tax positions of prior years7
 10
 
Reductions for tax positions of prior years for:     
Changes based on facts and circumstances(43) (8) (5)
Settlements during the period(1) (1) 
Lapses of applicable statute of limitations(3) 
 
Balance at December 31, 2018167
 44
 5
Additions for tax positions of the current year6
 
 
Additions for tax positions of prior years51
 13
 
Reductions for tax positions of prior years for:     
Changes based on facts and circumstances(45) (4) (1)
Settlements during the period(3) (1) 
Lapses of applicable statute of limitations(4) 
 
Balance at December 31, 2019$172
 $52
 $4

 Tax Interest Penalties
Balance at January 1, 2015$172
 $42
 $3
Additions for tax positions of the current year24
 
 
Additions for tax positions of prior years45
 21
 3
Reductions for tax positions of prior years for:     
Changes based on facts and circumstances(85) (8) 
Settlements during the period(6) (2) 
Lapses of applicable statute of limitations(2) 
 
Balance at December 31, 2015148
 53
 6
Additions for tax positions of the current year17
 
 
Additions for tax positions of prior years20
 10
 
Reductions for tax positions of prior years for:     
Changes based on facts and circumstances(41) (13) 
Settlements during the period
 
 
Lapses of applicable statute of limitations
 
 
Balance at December 31, 2016144
 50
 6
Additions for tax positions of the current year16
 
 
Additions for tax positions of prior years33
 14
 3
Reductions for tax positions of prior years for:     
Changes based on facts and circumstances(24) (18) 
Settlements during the period(6) (3) 
Lapses of applicable statute of limitations(3) 
 
Balance at December 31, 2017$160
 $43
 $9
The total amount of gross unrecognizeduncertain tax benefitspositions as of December 31, 20172019, 20162018 and 20152017 that, if recognized, would affect the effective tax rate werewas $171, $165 and $159 $142 and $147 million, respectively. Our continuing policy is to recognize interest and penalties associated with income tax matters as a component of income tax expense.
We file income tax returns in the U.S. federal jurisdiction, most U.S. state and local jurisdictions, and many non-U.S. jurisdictions. We have substantially resolved all U.S. federal income tax matters for tax years prior to 2014.2015.
A number of years may elapse before an uncertain tax position is audited and ultimately settled. It is difficult to predict the ultimate outcome or the timing of resolution for uncertain tax positions. It is reasonably possible that the amount of unrecognizedliability for uncertain tax benefitspositions could significantly increase or decrease within the next twelve months. Items that may cause changes to unrecognizeduncertain tax benefitspositions include the timing of interest deductions and the allocation of income and expense between tax jurisdictions. These changes could result from the settlement of ongoing litigation, the completion of ongoing examinations, the expiration of the statute of limitations, additional regulatory guidance on the Tax Act or other unforeseen circumstances. At this time, an estimate of the range of the reasonably possible change cannot be made.



119

UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS










NOTE 14. 15. EARNINGS PER SHARE
The earnings per share amounts are the same for class A and class B common shares as the holders of each class are legally entitled to equal per share distributions whether through dividends or in liquidation.
The following table sets forth the computation of basic and diluted earnings per share (in millions, except per share amounts):
 2019 2018 2017
Numerator:     
Net income attributable to common shareowners$4,440
 $4,791
 $4,905
Denominator:     
Weighted-average shares859
 860
 865
Deferred compensation obligations
 1
 1
Vested portion of restricted shares5
 5
 5
Denominator for basic earnings per share864
 866
 871
Effect of Dilutive Securities:     
Restricted performance units5
 4
 3
Stock options
 
 1
Denominator for diluted earnings per share869
 870
 875
Basic Earnings Per Share$5.14
 $5.53
 $5.63
Diluted Earnings Per Share$5.11
 $5.51
 $5.61
 2017 2016 2015
Numerator:     
Net income attributable to common shareowners$4,910
 $3,431
 $4,844
Denominator:     
Weighted-average shares865
 878
 896
Deferred compensation obligations1
 1
 1
Vested portion of restricted shares5
 4
 4
Denominator for basic earnings per share871
 883
 901
Effect of Dilutive Securities:     
Restricted performance units3
 3
 4
Stock options1
 1
 1
Denominator for diluted earnings per share875
 887
 906
Basic Earnings Per Share$5.64
 $3.89
 $5.38
Diluted Earnings Per Share$5.61
 $3.87
 $5.35

Diluted earnings per share for the years ended December 31, 2017, 20162019, 2018 and 20152017 exclude the effect of 0.1,0.5, 0.2 and 0.20.1 million shares, respectively, of common stock that may be issued upon the exercise of employee stock options because such effect would be antidilutive.



120

UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS





NOTE 15. 16. DERIVATIVE INSTRUMENTS AND RISK MANAGEMENT
Risk Management Policies
We are exposed to market risk, primarily related toChanges in fuel prices, interest rates and foreign currency exchange rates commodity prices and interest rates.impact our results of operations. These exposures are actively monitored by management. To manage the volatility relating to certainimpact of these exposures, we enter into a variety of derivative financial instruments. Our objective is to reduce,manage, where it is deemed appropriate to do so, fluctuations in earnings and cash flows associated with changes in foreign currency rates, commodity prices and interest rates. It is our policy and practice to use derivative financial instruments only to the extent necessary to manage exposures. As we use price sensitive instruments to hedge a certain portion of our existing and anticipated transactions, we expect that any loss in value forfrom those instruments generally would be offset by increases in the value of those hedged transactions. We do not hold or issue derivative financial instruments for trading or speculative purposes.
Credit Risk Management
The forward contracts, swaps and options discussed below contain an element of risk that the counterparties may be unable to meet the terms of the agreements. However,agreements; however, we seek to minimize such risk exposures for these instruments by limiting the counterparties to banks and financial institutions that meet established credit guidelines and by monitoring counterparty credit riskcounterparties to prevent concentrations of credit risk with any single counterparty.
We have agreements with all of our active counterparties (covering the majority of our derivative positions) containing early termination rights and/or zero threshold bilateral collateral provisions whereby cash is required based on the net fair value of derivatives associated with those counterparties.
At December 31, 2019 and 2018, we held cash collateral of $495 and $325 million, respectively, under these agreements; this collateral is included in "Cash and cash equivalents" on the consolidated balance sheets and its use by UPS is not restricted. At December 31, 2019 and 2018 respectively, 0 additional collateral was required to be posted with our counterparties.
Events such as a counterparty credit rating downgrade (depending on the ultimate rating level) could also allow us to take additional protective measures such as the early termination of trades. At December 31, 2017 and 2016,Alternatively, we held cash collateral of $17 and $575 million, respectively, under these agreements; this collateral is included in "cash and cash equivalents" on the consolidated balance sheets and its use by UPS is not restricted.
UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS





In connection with the agreements described above, we could also be required to provide additional collateral or terminate transactions with certain counterparties in the event of a downgrade of our credit rating. The amount of collateral required would be determined by the net fair value of the associated derivatives with each counterparty. At December 31, 2017 and 2016, $174 and $0 million, respectively, of additional collateral was required to be posted with our counterparties. In addition, the aggregate fair value of instruments not covered by the zero threshold bilateral collateral provisions that were in a net liability position was $16 million at December 31, 2017.
We have not historically incurred, and do not expect to incur in the future, any losses as a result of counterparty default.
Accounting Policy for Derivative Instruments
We recognize all derivativeAt December 31, 2019, there were 0 instruments as assets or liabilities in the consolidated balance sheets at fair value. The accounting for changes in the fair value of a derivative instrument depends on whether it has been designated and qualifies as part of a hedging relationship and, further, on the type of hedging relationship. For those derivative instruments that are designated and qualify as hedging instruments, a company must designate the derivative, based upon the exposure being hedged, as a cash flow hedge, a fair value hedge or a hedge of a net investment in a foreign operation.
A cash flow hedge refers to hedgingliability position that were not covered by the exposure to variability in expected future cash flows that is attributable to a particular risk. For derivative instruments that are designated and qualify as a cash flow hedge, the effective portion of the gain or loss on the derivative instrument is reported as a component of AOCI, and reclassified into earnings in the same period during which the hedged transaction affects earnings. The remaining gain or loss on the derivative instrument in excess of the cumulative change in the present value of future cash flows of the hedged item, or hedge components excluded from the assessment of effectiveness, are recognized in the statements of consolidated income during the current period.
A fair value hedge refers to hedging the exposure to changes in the fair value of an existing asset or liability on the consolidated balance sheets that is attributable to a particular risk. For derivative instruments that are designated and qualify as a fair value hedge, the gain or loss on the derivative instrument is recognized in the statements of consolidated income during the current period, as well as the offsetting gain or loss on the hedged item.
A net investment hedge refers to the use of cross currency swaps, forward contracts or foreign currency denominated debt to hedge portions of our net investments in foreign operations. For hedges that meet the effectiveness requirements, the net gains or losses attributable to changes in spot exchange rates are recorded in the cumulative translation adjustment within AOCI. The remainder of the change in value of such instruments is recorded in earnings.zero threshold bilateral collateral provisions.
Types of Hedges
Commodity Risk Management
Currently, the fuel surcharges that we apply to our domestic and international package and LTLless-than-truckload services are the primary means of reducing the risk of adverse fuel price changes on our business. In order to mitigate the impact of fuel surcharges imposed on us by outside carriers, we regularly adjust the rates we charge for our freight brokerage, inter-modal and truckload services. We periodically enter into option and futurederivative contracts on energy commodity products to manage the price risk associated with forecasted transactions involving refined fuels, principally jet-A, diesel and unleaded gasoline. The objective of the hedges is to reduce the variability of cash flows, due to changing fuel prices, associated with the forecasted transactions involving those products. We have designatednormally designate and account for these contracts as cash flow hedges of the underlying forecasted transactions involving these fuel products and, therefore, the resulting gains and losses from these hedges are recognized as a component of fuel expense or revenue when the underlying transactions occur.
Foreign Currency Risk Management
To protect against the reduction in value of forecasted foreign currency cash flows from our international package business, we maintain a foreign currency cash flow hedging program. Our most significant foreign currency exposures relate to the Euro, British Pound Sterling, Canadian Dollar, Chinese Renminbi and Hong Kong Dollar. We hedge portions of our forecasted revenue denominated in foreign currencies with foreign currency option and forward contracts. We have designatednormally designate and account for these contracts as cash flow hedges of anticipated foreign currency denominated revenue and, therefore, the resulting gains and losses from these hedges are recognized as a component of international package revenue when the underlying sales transactions occur.

121

UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS










We also hedge portions of our anticipated cash settlements of intercompany transactions and interest payments on certain debt subject to foreign currency remeasurement using foreign currency forward contracts. We have designatednormally designate and account for these contracts as cash flow hedges of forecasted foreign currency denominated transactions, andtransactions; therefore, the resulting gains and losses from these hedges are recognized as a component of investment income and other when the underlying transactions are subject to currency remeasurement.
We hedge our net investment in certain foreign operations with foreign currency denominated debt instruments. The use of foreign denominated debt as the hedging instrument allows the debt to be remeasured to cumulativeforeign currency translation adjustment within AOCI to offset the translation risk from those investments. Any ineffective portionBalances in the cumulative translation adjustment accounts remain until the sale or substantially complete liquidation of net investment hedges isthe foreign entity, upon which they are recognized as a component of investment income and other. Balances in the cumulative translation adjustment account remain until the sale or liquidation of the foreign entity.
Interest Rate Risk Management
Our indebtedness under our various financing arrangements creates interest rate risk. We use a combination of derivative instruments as part of our program to manage the fixed and floating interest rate mix of our total debt portfolio and related overall cost of borrowing. The notional amount, interest payment date and maturity date of the swaps match the terms of the associated debt being hedged. Interest rate swaps allow us to maintain a target range of floating-rate debt within our capital structure.
We have designated and account for the majority of our interest rate swaps that convert fixed-rate interest payments into floating-rate interest payments as hedges of the fair value of the associated debt instruments. Therefore, the gains and losses resulting from fair value adjustments to the interest rate swaps and fair value adjustments to the associated debt instruments are recorded to interest expense in the period in which the gains and losses occur. We have designated and account for interest rate swaps that convert floating-rate interest payments into fixed-rate interest payments as cash flow hedges of the forecasted payment obligations. The gains and losses resulting from fair value adjustments to the interest rate swaps are recorded to AOCI.
We periodically hedge the forecasted fixed-coupon interest payments associated with anticipated debt offerings by using forward starting interest rate swaps, interest rate locks or similar derivatives. These agreements effectively lock a portion of our interest rate exposure between the time the agreement is entered into and the date when the debt offering is completed, thereby mitigating the impact of interest rate changes on future interest expense. These derivatives are settled commensurate with the issuance of the debt, and any gain or loss upon settlement is amortized as an adjustment to the effective interest yield on the debt.
Outstanding Positions
The notional amounts of our outstanding derivative positions were as follows as of December 31, 20172019 and 20162018 (in millions):
   2019 2018
Currency Hedges:     
EuroEUR 4,571
 4,924
British Pound SterlingGBP 1,494
 2,037
Canadian DollarCAD 1,402
 1,443
Hong Kong DollarHKD 3,327
 3,642
Singapore DollarSGD 
 20
      
Interest Rate Hedges:     
Fixed to Floating Interest Rate SwapsUSD 3,674
 4,674
Floating to Fixed Interest Rate SwapsUSD 778
 778
   2017 2016
Currency Hedges:     
EuroEUR 4,942
 3,702
British Pound SterlingGBP 1,736
 1,380
Canadian DollarCAD 1,259
 1,053
Indian RupeeINR 
 76
Mexican PesoMXN 169
 
Japanese YenJPY 
 3,972
Singapore DollarSGD 11
 32
      
Interest Rate Hedges:     
Fixed to Floating Interest Rate SwapsUSD 5,424
 5,799
Floating to Fixed Interest Rate SwapsUSD 778
 778
      
Investment Market Price Hedges:     
Marketable SecuritiesEUR 64
 76

As of December 31, 2017,2019 and 2018, we had no0 outstanding commodity hedge positions.


122

UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS










Balance Sheet Recognition
The following table indicates the location onin the consolidated balance sheets in whichwhere our derivative assets and liabilities have been recognized, the fair value hierarchy level applicable to each derivative type and the related fair values of those derivatives as of December 31, 2017 and 2016(in millions). The table is segregated between those derivative instruments that qualify and are designated as hedging instruments and those that are not, as well as by type of contract and whether the derivative is in an asset or liability position.
We have master netting arrangements with substantially all of our counterparties giving us the right of offset for our derivative positions. However, we have not elected to offset the fair value positions of theour derivative contracts recorded on ourin the consolidated balance sheets. The columns labeled "net amounts"Net Amounts if rightRight of offsetOffset had been applied"Applied" indicate the potential net fair value positions by type of contract and location onin the consolidated balance sheets had we elected to apply the right of offset.
 Gross Amounts Presented in
Consolidated Balance Sheets
 Net Amounts if Right of
Offset had been Applied
 Gross Amounts Presented in Consolidated Balance Sheets Net Amounts if Right of Offset had been Applied
Asset DerivativesBalance Sheet Location 2017 2016 2017 2016 Balance Sheet  Location Fair Value Hierarchy Level 2019 2018 2019 2018
Derivatives Designated As Hedges:        
Derivatives designated as hedges:        
Foreign exchange contractsOther current assets $2
 $176
 $
 $176
 Other current assets Level 2 $138
 $90
 $131
 $83
Interest rate contractsOther current assets 1
 
 1
 
 Other current assets Level 2 2
 1
 2
 1
Foreign exchange contractsOther non-current assets 1
 131
 
 126
 Other non-current assets Level 2 252
 230
 236
 215
Interest rate contractsOther non-current assets 59
 137
 43
 119
 Other non-current assets Level 2 21
 14
 20
 6
Derivatives Not Designated As Hedges:        
Derivatives not designated as hedges:        
Foreign exchange contracts Other current assets Level 2 7
 7
 7
 5
Foreign exchange contractsOther current assets 18
 1
 17
 1
 Other non-current assets Level 2 
 1
 
 1
Interest rate contractsOther non-current assets 26
 42
 26
 40
 Other non-current assets Level 2 12
 18
 11
 18
Total Asset Derivatives $107
 $487
 $87
 $462
 $432
 $361
 $407
 $329
      Gross Amounts Presented in Consolidated Balance Sheets Net Amounts if Right of Offset had been Applied
Liability Derivatives Balance Sheet Location Fair Value Hierarchy Level 2019 2018 2019 2018
Derivatives designated as hedges:            
Foreign exchange contracts Other current liabilities Level 2 $7
 $7
 $
 $
Foreign exchange contracts Other non-current liabilities Level 2 16
 15
 
 
Interest rate contracts Other non-current liabilities Level 2 11
 41
 10
 33
Derivatives not designated as hedges:            
Foreign exchange contracts Other current liabilities Level 2 
 3
 
 1
Foreign exchange contracts Other non-current liabilities Level 2 
 1
 
 1
Interest rate contracts Other non-current liabilities Level 2 3
 
 2
 
Total Liability Derivatives     $37
 $67
 $12
 $35


Our foreign exchange, interest rate and investment market price derivatives are largely comprised of over-the-counter derivatives, which are primarily valued using pricing models that rely on market observable inputs such as yield curves, currency exchange rates and investment forward prices; therefore, these derivatives are classified as Level 2. At December 31, 2019 and 2018 we did not have any derivatives that were classified as Level 1 (valued using quoted prices in active markets for identical assets) or Level 3 (valued using significant unobservable inputs).

123
   
Gross Amounts Presented in
Consolidated Balance Sheets
 
Net Amounts if Right of
Offset had been Applied
Liability DerivativesBalance Sheet Location 2017 2016 2017 2016
Derivatives Designated As Hedges:         
Foreign exchange contractsOther current liabilities $93
 $
 $91
 $
Interest rate contractsOther current liabilities 
 1
 
 1
Foreign exchange contractsOther non-current liabilities 194
 6
 193
 1
Interest rate contractsOther non-current liabilities 28
 21
 12
 3
Derivatives Not Designated As Hedges:         
Foreign exchange contractsOther current liabilities 1
 
 
 
Investment market price contractsOther current liabilities 16
 10
 16
 10
Interest rate contractsOther non-current liabilities 
 7
 

 5
Total Liability Derivatives  $332
 $45
 $312
 $20

UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS










Balance Sheet Location of Hedged Item in Fair Value Hedges
The following table indicates the amounts that were recorded in the consolidated balance sheets related to cumulative basis adjustments for fair value hedges as of December 31, 2019 and December 31, 2018 (in millions).
  Carrying Amount of Hedged Liabilities Cumulative Amount of Fair Value Hedge Adjustments Carrying Amount of Hedged Liabilities Cumulative Amount of Fair Value Hedge Adjustments
Line Item in the Consolidated Balance Sheets in Which the Hedged Item is Included

 December 31, 2019 December 31, 2019 December 31, 2018 December 31, 2018
Long-Term Debt and Finance Leases 3,234
 40
 4,207
 16

The cumulative amount of fair value hedging losses remaining for any hedged assets and liabilities for which hedge accounting has been discontinued as of December 31, 2019 is $17 million. These amounts will be recognized over the next 11 years.
Income Statement and AOCI Recognition
The following table indicates the amount of gains and losses that have been recognized in AOCI within "unrealized gain (loss) onthe income statement for the fair value and cash flow hedges"hedges, as well as the associated gain or (loss) for the underlying hedged item for fair value hedges for the years ended December 31, 20172019 and 20162018 (in millions):
  Year Ended December 31, Year Ended December 31,


 2019 2018
Location and Amount of Gain (Loss) Recognized in Income on Fair Value and Cash Flow Hedging Relationships Revenue Interest Expense Investment Income and Other Revenue Interest Expense Investment Income and Other
Gain or (loss) on fair value hedging relationships:            
Interest Contracts:            
Hedged items $
 $(38) $
 $
 $57
 $
Derivatives designated as hedging instruments 
 38


 
 (57) 
Gains or (loss) on cash flow hedging relationships:            
Interest Contracts:            
Amount of gain or (loss) reclassified from accumulated other comprehensive income 
 (15) 
 
 (24) 
Foreign Exchange Contracts:            
Amount of gain or (loss) reclassified from accumulated other comprehensive income 177
 
 
 (50) 
 
Total amounts of income and expense line items presented in the statement of income in which the effects of fair value or cash flow hedges are recorded $177
 $(15) $
 $(50) $(24) $


124

UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS





The following table indicates the amount of gains and (losses) that have been recognized in AOCI for the years ended December 31, 2019 and 2018 for those derivatives designated as cash flow hedges (in millions):
Derivative Instruments in Cash Flow Hedging Relationships Amount of Gain (Loss) Recognized in AOCI on Derivatives
 2019 2018
Interest rate contracts $6
 $1
Foreign exchange contracts 250
 563
Total $256
 $564
Derivative Instruments in Cash Flow Hedging Relationships 
Amount of Gain (Loss) Recognized in AOCI on
Derivative (Effective Portion)
 2017 2016
Interest rate contracts $
 $1
Foreign exchange contracts (506) 198
Total $(506) $199

As of December 31, 2017, $1502019, there were $162 million of pre-tax lossesgains related to cash flow hedges that are currently deferred in AOCI that are expected to be reclassified to income over the 12 month period ended December 31, 2018.2020. The actual amounts that will be reclassified to income over the next 12 months will vary from this amount as a result of changes in market conditions. The maximum term over which we are hedging exposures to the variability of cash flowflows is 15approximately 13 years.
The amount of ineffectiveness recognized in income on derivative instruments designated in cash flow hedging relationships was immaterial for the years ended December 31, 2017, 2016 and 2015.
The following table indicates the amount of gains and losses that have been recognized in AOCI within "foreignforeign currency translation gain (loss)"adjustment for the years ended December 31, 20172019 and 20162018 for those instruments designated as net investment hedges (in millions):
Non-derivative Instruments in Net Investment Hedging Relationships Amount of Gain (Loss) Recognized in AOCI on Debt
 2019 2018
Foreign denominated debt $75
 $211
Total $75
 $211
Non-derivative Instruments in Net Investment Hedging Relationships Amount of Gain (Loss) Recognized in AOCI on
Debt (Effective Portion)
 2017 2016
Foreign denominated debt $(428) $119
Total $(428) $119
The amount of ineffectiveness recognized in income on non-derivative instruments designated in net investment hedging relationships was immaterial for the years ended December 31, 2017, 2016 and 2015.
The following table indicates the amount and location in the statements of consolidated income in which derivative gains and losses, as well as the associated gains and losses on the underlying exposure, have been recognized for those derivatives designated as fair value hedges for the years ended December 31, 2017 and 2016 (in millions):
Derivative Instruments
in Fair Value Hedging
Relationships
 
Location of
Gain (Loss)
Recognized in
Income
 
Amount of Gain (Loss)
Recognized in Income
 
Hedged Items in
Fair Value Hedging
Relationships
 
Location of 
Gain (Loss)
Recognized in
Income
 
Amount of Gain (Loss)
Recognized in Income
  2017 2016   2017 2016
Interest rate contracts Interest Expense $(84) $(71) 
Fixed-Rate Debt
and Capital Leases
 Interest Expense $84
 $71

Additionally, we maintain some interest rate swaps, foreign currencyexchange forwards and investment market price forwards and commodityforward contracts that are not designated as hedges. TheseThe interest rate swap contracts are intended to provide an economic hedge of portions of our outstanding debt. TheseThe foreign exchange forward contracts are intended to provide an economic offset to foreign currency remeasurement risksand settlement risk for certain assets and liabilities inon our consolidated balance sheets. TheseThe investment market price forward contracts are intended to provide an economic offset to fair value fluctuations of certain investments in marketable securities.
We also periodically terminate interest rate swaps and foreign currencyexchange options by entering into offsetting swap and foreign currency positions with different counterparties. As part of this process, we de-designate our original swap and foreign currencyexchange contracts. These transactions provide an economic offset that effectively eliminates the impacteffects of changes in market valuation.
UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS





The following is a summary of the amounts recorded in the statements of consolidated income related to fair value changes and settlements of these foreign currency forwards, interest rate swaps, foreign currency forward and investment market price and commodityforward contracts not designated as hedges for the years ended December 31, 20172019 and 20162018 (in millions):
Derivative Instruments Not Designated in
Hedging Relationships
 
Location of Gain
(Loss) Recognized
in Income
 Amount of Gain (Loss) Recognized in Income
 2019 2018
Interest rate contracts Interest expense $(9) $(9)
Foreign exchange contracts Investment income and other (1) (102)
Investment market price contracts Investment income and other 
 16
Total   $(10) $(95)

Derivative Instruments Not Designated in
Hedging Relationships
 
Location of Gain
(Loss) Recognized
in Income
 Amount of Gain (Loss) Recognized in Income
  2017 2016
Foreign exchange contracts Investment income and other $60
 $(145)
Investment market price contracts Investment income and other (5) (5)
Interest rate contracts Interest Expense (9) (8)
Total   $46
 $(158)
Fair Value Measurements
Our foreign currency, interest rate and investment market price derivatives are largely comprised of over-the-counter derivatives, which are primarily valued using pricing models that rely on market observable inputs such as yield curves, currency exchange rates and commodity forward prices, and therefore are classified as Level 2. The fair values of our derivative assets and liabilities as of December 31, 2017 and 2016 by hedge type are as follows (in millions):
125

  
Quoted Prices in
Active Markets for
Identical Assets
(Level 1)
 
Significant
Other
Observable
Inputs
(Level 2)
 
Significant
Unobservable
Inputs
(Level 3)
 Total
2017        
Assets:        
Foreign Exchange Contracts $
 $21
 $
 $21
Interest Rate Contracts 
 86
 
 86
Total $
 $107
 $
 $107
Liabilities:        
Foreign Exchange Contracts $
 $288
 $
 $288
Investment Market Price Contracts 
 16
 
 16
Interest Rate Contracts 
 28
 
 28
Total $
 $332
 $
 $332
         
  
 
Quoted Prices in
Active Markets for
Identical Assets
(Level 1)
 
Significant
Other
Observable
Inputs
(Level 2)
 
Significant
Unobservable
Inputs
(Level 3)
 Total
2016        
Assets:        
Foreign Exchange Contracts $
 $308
 $
 $308
Interest Rate Contracts 
 179
 
 179
Total $
 $487
 $
 $487
Liabilities:        
Foreign Exchange Contracts $
 $6
 $
 $6
Investment Market Price Contracts 
 10
 
 10
Interest Rate Contracts 
 29
 
 29
Total $
 $45
 $
 $45
UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS










NOTE 16. 17. TRANSFORMATION STRATEGY COSTS
In the first quarter of 2018, we launched the first phase of a multi-year, enterprise-wide transformation strategy impacting our organization. Over the next several years additional phases will be implemented. The program includes investments, as well as changes in processes and technology, that impact global direct and indirect operating costs.
The table below presents the transformation strategy costs for the years ended December 31, 2019 and 2018 (in millions):
  Year Ended December 31,
Transformation Strategy Costs 2019 2018
Compensation and benefits $166
 $262
Total other expenses 89
 98
Total Transformation Strategy Costs $255
 $360
     
Income Tax Benefit from Transformation Strategy Costs (59) (87)
After Tax Transformation Strategy Costs $196
 $273
The income tax effects of transformation strategy costs are calculated by multiplying the amount of the adjustments by the statutory tax rates applicable in each tax jurisdiction.

NOTE 18. QUARTERLY INFORMATION (UNAUDITED)
Our revenue, segment operating profit, (loss)other income and (expense), net income, (loss), basic and diluted earnings per share on a quarterly basis are presented below (in millions, except per share amounts):
 First Quarter Second Quarter Third Quarter Fourth Quarter
 2019 2018 2019 2018 2019 2018 2019 2018
Revenue:               
U.S. Domestic Package$10,480
 $10,227
 $11,150
 $10,354
 $11,455
 $10,437
 $13,408
 $12,575
International Package3,459
 3,533
 3,505
 3,602
 3,494
 3,478
 3,762
 3,829
Supply Chain & Freight3,221
 3,353
 3,393
 3,500
 3,369
 3,529
 3,398
 3,444
Total revenue17,160
 17,113
 18,048
 17,456
 18,318
 17,444
 20,568
 19,848
Operating Profit:               
U.S. Domestic Package666
 756
 1,208
 939
 1,216
 949
 1,074
 999
International Package528
 594
 663
 618
 667
 536
 799
 781
Supply Chain & Freight200
 170
 272
 216
 245
 242
 260
 224
Total operating profit1,394
 1,520
 2,143
 1,773
 2,128
 1,727
 2,133
 2,004
Total Other Income and (Expense)$46
 $141
 $61
 $153
 $78
 $162
 $(2,331) $(1,461)
                
Net Income$1,111
 $1,345
 $1,685
 $1,485
 $1,750
 $1,508
 $(106) $453
Net Income Per Share:               
Basic$1.28
 $1.55
 $1.95
 $1.71
 $2.03
 $1.74
 $(0.12) $0.52
Diluted$1.28
 $1.55
 $1.94
 $1.71
 $2.01
 $1.73
 $(0.12) $0.52


126

UNITED PARCEL SERVICE, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS




 First Quarter Second Quarter Third Quarter Fourth Quarter
 2017 2016 2017 2016 2017 2016 2017 2016
Revenue:               
U.S. Domestic Package$9,535
 $9,084
 $9,745
 $9,015
 $9,649
 $9,289
 $11,835
 $10,913
International Package3,058
 2,914
 3,163
 3,077
 3,364
 3,024
 3,753
 3,335
Supply Chain & Freight2,722
 2,420
 2,842
 2,537
 2,965
 2,615
 3,241
 2,683
Total revenue15,315
 14,418
 15,750
 14,629
 15,978
 14,928
 18,829
 16,931
Operating Profit (Loss):               
U.S. Domestic Package1,076
 1,102
 1,395
 1,233
 1,182
 1,252
 627
 (570)
International Package529
 574
 583
 613
 627
 576
 725
 281
Supply Chain & Freight179
 147
 238
 192
 226
 206
 142
 (139)
Total operating profit (loss)1,784
 1,823
 2,216
 2,038
 2,035
 2,034
 1,494
 (428)
Net Income (Loss)$1,158
 $1,131
 $1,384
 $1,269
 $1,264
 $1,270
 $1,104
 $(239)
Net Income (Loss) Per Share:               
Basic$1.32
 $1.27
 $1.59
 $1.43
 $1.45
 $1.44
 $1.27
 $(0.27)
Diluted$1.32
 $1.27
 $1.58
 $1.43
 $1.45
 $1.44
 $1.27
 $(0.27)

Operating profit for the quarter ended December 31, 2017 wasOur quarterly results were impacted by atransformation strategy costs, legal contingencies and expenses and defined benefit plan mark-to-market loss of $800 millioncharges. The table below presents the impact on our pensionoperating profit and postretirement benefit plans related to the remeasurement of plan assetsother income and liabilities recognized outside of a 10% corridor (allocated as follows—U.S. Domestic Package $637 million, International Package $35 million, and Supply Chain & Freight $128 million). Net income(expense) for the quarter ended December 31, 2017 includes an income tax benefit of $258 million attributable to the 2017 Tax Act. These items reduced fourth quarter net income by $349 million and basic and diluted earnings per share by $0.41 and $0.40, respectively.each period.
Operating profit for the quarter ended December 31, 2016 was impacted by a mark-to-market loss of $2.651 billion on our pension and postretirement benefit plans related to the remeasurement of plan assets and liabilities recognized outside of a 10% corridor (allocated as follows—U.S. Domestic Package $1.908 billion, International Package $425 million and Supply Chain & Freight $318 million). This loss reduced fourth quarter net income by $1.673 billion, and basic and diluted earnings per share by $1.91.
(in millions, except per share amounts)First Quarter Second Quarter Third Quarter Fourth Quarter
 2019 2018 2019 2018 2019 2018 2019 2018
                
Impact to Operating Profit               
Transformation Strategy - Employee Benefits$106
 $
 $2
 $192
 $41
 $70
 $17
 $
Transformation Strategy - Other Costs17
 
 19
 71
 22
 27
 31
 
Legal Contingencies and Expenses
 
 
 
 
 
 97
 
                
Allocation of Matters Impacting Operating Profit to Segments               
U.S. Domestic Package$28
 
 18
 196
 26
 39
 133
 
International Package84
 
 2
 36
 26
 40
 10
 
Supply Chain & Freight11
 
 1
 31
 11
 18
 2
 
                
Impact to Other Income and (Expense)               
Defined Benefit Plan Mark-to-Market Charges$
 $
 $
 $
 $
 $
 $2,387
 $1,627








127













Item 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
None.


Item 9A. Controls and Procedures
Evaluation of Disclosure Controls and Procedures:
As of the end of the period covered by this report, management, including our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of the design and operation of our disclosure controls and procedures and internal controls over financial reporting.procedures. Based upon, and as of the date of, the evaluation, our Chief Executive Officer and Chief Financial Officer concluded that the disclosure controls and procedures were effective to ensure that information required to be disclosed in the reports we file and submit under the Exchange Act is recorded, processed, summarized and reported as and when required and is accumulated and communicated to our management, including the Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.
Changes in Internal Control:
There were no changes in the Company’s internal controlscontrol over financial reporting during the quarter ended December 31, 20172019 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.
Management’s Report on Internal Control Over Financial Reporting:
UPS management is responsible for establishing and maintaining adequate internal controlscontrol over financial reporting for United Parcel Service, Inc. and its subsidiaries (the “Company”). Based on the criteria for effective internal control over financial reporting established in Internal Control-Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission, management has assessed the Company’s internal control over financial reporting as effective as of December 31, 2017.2019. The independent registered public accounting firm of Deloitte & Touche LLP, as auditors of the consolidated balance sheets of United Parcel Service, Inc. and its subsidiaries as of December 31, 20172019 and the related statements of consolidated income, consolidated comprehensive income and consolidated cash flows for the year ended December 31, 2017,2019, has issued an attestation report on the Company’s internal control over financial reporting, which is included herein.









Report of Independent Registered Public Accounting Firm


To the Shareowners and Board of Directors and Shareownersof
United Parcel Service, Inc.
Atlanta, Georgia


Opinion on Internal Control over Financial Reporting
We have audited the internal control over financial reporting of United Parcel Service, Inc. and subsidiaries (the "Company") as of December 31, 2017,2019, based on criteria established in Internal Control-Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”). In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2017,2019, based on criteria established in Internal Control - Integrated Framework (2013) issued by COSO.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”), the consolidated financial statements as of and for the year ended December 31, 2017,2019, of the Company and our report dated February 21, 2018,20, 2020, expressed an unqualified opinion on those financial statements.statements and included an explanatory paragraph regarding the Company’s adoption of a new accounting standard.
Basis for Opinion
The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.
Definition and Limitations of Internal Control over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.


/s/ Deloitte & Touche LLP


Atlanta, Georgia
February 21, 201820, 2020












Item 9B.Other Information
None.


PART III
 


Item 10.
Directors, Executive Officers and Corporate Governance
Information about our Executive Officers of the Registrant
Name and Office Age 
Principal Occupation
and Employment For
the Last Five Years
David P. Abney
Chairman and Chief Executive Officer


 6264

 
Chief Executive Officer (2014 - present), Chairman (2016 - present) Senior Vice President and Chief Operating Officer (2007 - 2014).

James J. Barber, Jr.
Senior Vice President and President, UPS International
57
President, UPS International (2013 - present), Chief Operating Officer, UPS Europe, Middle East and Africa (2010 - 2013).
Norman M. Brothers, Jr.
Senior Vice President, General Counsel and
Corporate Secretary


 5052

 
Senior Vice President, General Counsel and Corporate Secretary (2016 - present), Corporate Legal Department Manager (2014 - 2016), Vice President, Corporate Legal (2004 - 2014).

Alan Gershenhorn
Senior Vice President, Chief Commercial Officer
59
Executive Vice President and Chief Commercial Officer (2014 - present), Senior Vice President, Worldwide Sales, Marketing and Strategy (2011 - 2014).
Myron A. GrayNando Cesarone
Senior Vice President and President, United States
Operations

UPS International
 6048

 President, United States Operations (2014UPS International (2018 - present), Europe Region Manager (2016 - 2018), Asia Pacific Region Manager (2013 - 2016).
Philippe Gilbert
Senior Vice President United States Operations (2009and President, UPS Supply Chain Solutions

55
President, UPS Supply Chain Solutions (2019 - 2014)present), Regional CEO, Americas, DB Schenker Logistics (2015 - 2018), Regional CEO, West Europe, DB Schenker Logistics (2013 - 2015).
Kate M. Gutmann
Senior Vice President, Chief Sales and Solutions Officer


 4951

 
Chief Sales and Solutions Officer; Senior Vice President The UPS Store and UPS Capital (2017 - present), Senior Vice President, Worldwide Sales and Solutions (2014 - 2017), President, Worldwide Sales (2011 - 2014).

Teri P. McClure Senior Vice President, Chief Human Resources Officer, Labor Relations54
Chief Human Resources Officer and Senior Vice President, Labor (2016 - present), Chief Legal, Communications and Human Resources Officer (2015 - 2016), Senior Vice President of Legal, Compliance and Public Affairs, General Counsel and Corporate Secretary (2006 -2014).
Richard N. PeretzBrian Newman
Senior Vice President, Chief Financial Officer and Treasurer


 5651

 Chief Financial Officer (2015and Treasurer (2019 - present), Corporate Controller and Treasurer (2014-2015), Corporate Controller (2013 - 2015),Executive Vice President, of Corporate Finance and Accounting (2008Operations, Latin America, PepsiCo, Inc. (2017 - 2013)2019), Executive Vice President, Global Operations, PepsiCo, Inc. (2015 - 2017), Global Head of e-Commerce, PepsiCo, Inc. (2014 - 2015).
Juan R. Perez Senior Vice President, Chief Information Officer 5153

 Chief Information Officer and Engineering Officer (2017 - present), Chief Information Officer (2016 - 2017), Vice President, Information Services (2011 - 2016).
Scott A. Price
Senior Vice President, Chief Transformation Officer
 5657

 Chief Strategy Transformation Officer (2017 - present), Walmart International Executive Vice President of Global Leverage - Walmart International, Walmart Stores, Inc. (2017), Chief Administrative Officer and Executive Vice President - Walmart Asia President andInternational, Walmart Stores Inc. (2016 - 2017), Chief Executive Officer (2009and President of Walmart Asia Pte. Ltd. (2014 - 2017)2016).
Charlene Thomas Senior Vice President, Chief Human Resources Officer52
Chief Human Resources Officer (2019 - present), President, Human Capital Transformation (2019), West Region Manager (2018 - 2019), North Atlantic District Manager (2018), Mid-South District Manager (2016-2018), West-OPS Package Operations Manager (2016), U.S. Operations Training Staff Manager (2015-2016).
Mark R. WallaceKevin Warren
Senior Vice President, Global EngineeringChief Marketing Officer

57
Chief Marketing Officer (2018 - present), Executive Vice President and SustainabilityChief Commercial Officer, Xerox Corp. (2017 - 2018), President, Commercial Business Group, Xerox Corp. (2016 - 2017), President, Industrial, Retail and Hospitality Business Group, Xerox Corp. (2015 - 2016), President of Strategic Growth Initiatives, Xerox Corp. (2014 - 2015).
George Willis

Senior Vice President and President, United States Operations
 55

 Senior Vice President, Global Engineering and Sustainability (2015U.S. Operations (2018 - present), President, Global Logistics & DistributionWest Region (2015 - 2018), U.K., Ireland, and Nordics District Manager (2013 - 2015), Corporate U.S. Engineering Coordinator (2012 - 2013).




Information about our directors is presented under the caption “Your“Our Board of Directors" in our definitive Proxy Statementproxy statement for the Annual Meeting of Shareowners to be held on May 10, 201814, 2020 (the “Proxy Statement”) and is incorporated herein by reference.
Information about our Audit Committee is presented under the caption “Your“Our Board of Directors - Committees of the Board of Directors” and "Audit Committee Matters" in our definitive Proxy Statement for the Annual Meeting of Shareowners to be held on May 10, 2018 and is incorporated herein by reference.
Information about our Code of Business Conduct is presented under the caption “Where You Can Find More Information” in Part I, Item 1 of this report.
Information about our compliance with Section 16 of the Exchange Act of 1934, as amended, is presented under the caption “Ownership of Our Securities - Section 16(a) Beneficial Ownership Reporting Compliance” in our definitive Proxy Statement for the Annual Meeting of Shareowners to be held on May 10, 2018 and is incorporated herein by reference.
 
Item 11.Executive Compensation
Information about our board and executive compensation is presented under the captions “Your“Our Board of Directors - Director Compensation" and "Executive Compensation" in our definitive Proxy Statement for the Annual Meeting of Shareowners to be held on May 10, 2018 and is incorporated herein by reference.
 
Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
Information about security ownership is presented under the caption “Ownership of Our Securities - Securities Ownership of Certain Beneficial Owners and Management” in our definitive Proxy Statement for the Annual Meeting of Shareowners to be held on May 10, 2018 and is incorporated herein by reference.
Information about our equity compensation plans is presented under the caption “Executive Compensation - Equity Compensation Plans” in our definitive Proxy Statement for the Annual Meeting of Shareowners to be held on May 10, 2018 and is incorporated herein by reference.
 
Item 13.Certain Relationships and Related Transactions, and Director Independence
Information about transactions with related persons is presented under the caption “Corporate Governance - Conflicts of Interest and Related Person Transactions” in our definitive Proxy Statement for the Annual Meeting of Shareowners to be held on May 10, 2018 and is incorporated herein by reference.


Information about director independence is presented under the caption “Corporate Governance - Director Independence” in our definitive Proxy Statement for the Annual Meeting of Shareowners to be held on May 10, 2018 and is incorporated herein by reference.
 
Item 14.Principal AccountingAccountant Fees and Services
Information about aggregate fees billed to us by our principal accountant is presented under the caption “Audit Committee Matters - Principal Accounting Firm Fees” in our definitive Proxy Statement for the Annual Meetings of Shareowners to be held on May 10, 2018 and is incorporated herein by reference.


 

131









PART IV


Item 15.Exhibits and Financial Statement Schedules
(a) Documents filed as a part of this report:
1. Financial Statements.
See Item 8 for the financial statements filed with this report.
2. Financial Statement Schedules.
None.
3. Exhibits.
See the Exhibit Index below for a list of the exhibits incorporated by reference into or filed with this report.
(b) Exhibits Required To Be Filed
See Item 15(a)1 above
(c) Financial Statement Schedules Required To Be Filed
See Item 15(a) 2 above


Item 16.Form 10-K Summary


NoneNone.



132







EXHIBIT INDEX
 
Exhibit
No.
 Description
   
3.1
   
3.2
   
4.1
Indenture relating to 8 3/8% Debentures due April 1, 2020 (incorporated by reference to Exhibit 4(c) to Registration Statement No. 33-32481, filed on December 7, 1989)(1).
   
4.2
   
4.3
   
4.4
   
4.5
   
4.6
   
4.7
   
4.8
   
4.9
4.10


4.11
   
4.124.10
   
4.134.11
   
4.144.12
4.15
   
4.164.13
   
4.174.14
   
4.184.15
   
4.194.16
   
4.204.17
   
4.214.18
4.22
   
4.234.19
4.24
4.25
   
4.264.20




4.354.29
   
4.364.30
   
4.374.31
   
4.384.32
   
4.394.33
   
4.404.34
   
4.414.35
4.36
4.37

4.38
4.39

4.40

4.41
   
10.1
10.1(a)
   


10.1(a)
10.1(b)
10.2
10.2(a)
   
10.3
   
10.4
   
10.510.4(a)
   
10.610.5
   
10.6(a)10.5(a)
   
10.6(b)10.5(b)
   
10.6(c)10.5(c)
   
10.6(d)10.5(d)
   
10.6(e)10.5(e)
10.6
10.6(a)
   
10.7
10.7(a)
10.8
10.9


10.9(a)
10.9(b)
10.9(c)
10.10
   
1110.8
   
†1210.8(a)
   
†2110.8(b)
   
†2310.8(c)
   
10.9
10.10
10.11
10.12
10.13



10.14

10.15
10.16

21
23
31.1
   
31.2
   
32.1
   
32.2—  
   
101—  The following financial information from the Annual Report on Form 10-K for the year ended December 31, 2017,2019, formatted in Inline XBRL (Extensible Business Reporting Language): (i) the Consolidated Balance Sheets, (ii) the Consolidated Statements of Income, (iii) the Consolidated Statements of Comprehensive Income (Loss), (iv) the Consolidated Statements of Cash Flows and (v) the Notes to the Consolidated Financial Statements.
104—  Cover Page Interactive Data File - The cover page from this Annual Report on Form 10-K for the year ended December 31, 2019 is formatted in iXBRL (included as Exhibit 101).
__________________________
Filed herewith.
(1) 
Filed in paper format.
*
Management contract or compensatory plan or arrangement.


136









SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, United Parcel Service, Inc. has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
UNITED PARCEL SERVICE, INC.
(REGISTRANT)
   
By: 
/S/    DAVID P. ABNEY
  David P. Abney
  Chairman and Chief Executive Officer (Principal Executive Officer)
Date: February 21, 201820, 2020
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.
Signature  Title Date
     
/S/  DAVID S/  DAVID P. ABNEYABNEY
  Chairman, Chief Executive Officer and Director (Principal Executive Officer) February 21, 201820, 2020
David P. Abney (Principal Executive Officer)  
     
/SS/ BRIAN NEWMAN
Senior Vice President, Chief Financial Officer and TreasurerFebruary 20, 2020
Brian Newman(Principal Financial and Accounting Officer)
/ RODNEYS/ RODNEY C. ADKINS      ADKINS      
 Director February 21, 201820, 2020
Rodney C. Adkins    
     
/S/  MICHAELS/  MICHAEL J. BURNS        BURNS        
  Director February 21, 201820, 2020
Michael J. Burns    
     
/S/  WILLIAMS/  WILLIAM R. JOHNSON        JOHNSON        
  Director February 21, 201820, 2020
William R. Johnson    
     
/S/  Dr. CANDACE KENDLE        S/  ANN M. LIVERMORE        
  Director February 21, 2018
Candace Kendle
/S/  ANN M. LIVERMORE        
DirectorFebruary 21, 201820, 2020
Ann M. Livermore    
     
/S/  RUDYS/  RUDY H.P. MARKHAM        MARKHAM        
  Director February 21, 201820, 2020
Rudy H. P. Markham    
     
/S/  FRANCKS/  FRANCK J. MOISON       MOISON       
 Director February 21, 201820, 2020
Franck J. Moison    
     
/S/  RICHARD N. PERETZ   
Senior Vice President, Chief Financial Officer and TreasurerFebruary 21, 2018
Richard N. Peretz (Principal Financial and Accounting Officer)
/S/  CLARKS/  CLARK T. RANDT, JR.        RANDT, JR.        
 Director February 21, 201820, 2020
Clark T. Randt, Jr.    
     
/S/  JOHN T. STANKEY S/ CHRISTIANA SMITH SHI
 Director February 21, 201820, 2020
Christiana Smith Shi
/S/  JOHN T. STANKEY 
DirectorFebruary 20, 2020
John T. Stankey    
     
/S/  CAROLS/  CAROL B. TOMÉ        TOMÉ        
 Director February 21, 201820, 2020
Carol B. Tomé    
     
/S/  KEVIN  KEVIN M. WARSHWARSH      
 Director February 21, 201820, 2020
Kevin M. Warsh    


135137