Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Feb. 25, 2019 | Jun. 30, 2018 | |
Document and Entity Information [Abstract] | |||
Entity Registrant Name | Core-Mark Holding Company, Inc. | ||
Trading Symbol | CORE | ||
Entity Central Index Key | 1,318,084 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Large Accelerated Filer | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2018 | ||
Document Fiscal Year Focus | 2,018 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Emerging Growth Company | false | ||
Entity Small Business | false | ||
Entity Shell Company | false | ||
Entity Common Stock, Shares Outstanding | 45,870,201 | ||
Entity Public Float | $ 1,019,910,160 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 | |
Current assets: | |||
Cash and cash equivalents | $ 27.3 | $ 41.6 | |
Accounts receivable, net of allowance for doubtful accounts of $8.3 and $7.3 at December 31, 2018 and 2017, respectively (Note 4) | 403.5 | 442.3 | |
Other receivables, net (Note 4) | 89.4 | 94.4 | |
Inventories, net (Note 5) | 689 | 689.1 | |
Deposits and prepayments (Note 4) | 78.8 | 108 | |
Total current assets | 1,288 | 1,375.4 | |
Property and equipment, net (Note 6) | 229 | 249 | |
Goodwill (Note 7) | 72.8 | 72.8 | |
Other intangible assets, net (Note 7) | 51.1 | 59.1 | |
Other non-current assets, net (Note 4) | 25.2 | 26.2 | |
Total assets | 1,666.1 | 1,782.5 | |
Current liabilities: | |||
Accounts payable | 199.8 | 169.9 | |
Book overdrafts (Note 2) | 49.4 | 45.3 | |
Cigarette and tobacco taxes payable | 297.8 | 304.5 | |
Accrued liabilities (Note 4) | 134 | 124.8 | |
Total current liabilities | 681 | 644.5 | |
Long-term debt (Note 8) | 346.2 | 512.9 | |
Deferred income taxes (Note 10) | 27.1 | 27.4 | |
Other long-term liabilities | 14.6 | 16.2 | |
Claims liabilities (Note 2) | 30.2 | 26.3 | |
Total liabilities | 1,099.1 | 1,227.3 | |
Commitments and contingencies (Note 9) | |||
Stockholders’ equity (Note 14): | |||
Common stock, $0.01 par value (150,000,000 and 100,000,000 shares authorized; 52,524,853 and 52,397,668 shares issued; 45,703,705 and 46,165,009 shares outstanding at December 31, 2018 and 2017, respectively) | 0.5 | 0.5 | |
Additional paid-in capital | 283.3 | 276.8 | |
Treasury stock at cost (6,821,148 and 6,232,659 shares of common stock at December 31, 2018 and 2017, respectively) | (90.6) | (75.1) | |
Retained earnings | 381.6 | 355.1 | |
Accumulated other comprehensive loss (Note 15) | (7.8) | (2.1) | |
Total stockholders’ equity | [1] | 567 | 555.2 |
Total liabilities and stockholders’ equity | $ 1,666.1 | $ 1,782.5 | |
[1] | Amounts have been rounded for presentation purposes and might differ from unrounded results. |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Current assets: | ||
Allowance for doubtful accounts | $ 8.3 | $ 7.3 |
Stockholders’ equity (Note 14): | ||
Common stock, par value per share (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 150,000,000 | 100,000,000 |
Common stock, shares issued (in shares) | 52,524,853 | 52,397,668 |
Common stock, shares outstanding (in shares) | 45,703,705 | 46,165,009 |
Treasury stock, shares (in shares) | 6,821,148 | 6,232,659 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Millions, $ in Millions | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||||||||||
Dec. 31, 2017 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | ||||
Income Statement [Abstract] | |||||||||||||||
Net sales | $ 4,089.7 | $ 4,273.2 | $ 4,226.5 | $ 3,805.9 | $ 4,072 | $ 4,310.7 | $ 3,800.7 | $ 3,504.2 | $ 16,395.3 | $ 15,687.6 | $ 14,529.4 | ||||
Cost of goods sold | 3,872.7 | 4,039.4 | 4,009.6 | 3,606.1 | 3,862.6 | 4,088.5 | 3,614.6 | 3,330.2 | 15,527.8 | 14,895.9 | 13,792.5 | ||||
Gross profit | 217 | 233.8 | 216.9 | 199.8 | 209.4 | 222.2 | 186.1 | 174 | 867.5 | 791.7 | 736.9 | ||||
Warehousing and distribution expenses | 136.4 | 137.6 | 134.3 | 132.3 | 134 | 137.4 | 118 | 114.7 | 540.6 | 504.1 | 431.2 | ||||
Selling, general and administrative expenses(1) | 61.2 | 58.8 | 61.7 | 63.4 | 57.8 | 57 | 54.2 | 55.3 | 245.1 | [1] | 224.3 | [1] | 210.3 | [1] | |
Amortization of intangible assets | 2.4 | 2.5 | 2.6 | 2.5 | 2.5 | 2.4 | 1.8 | 1.8 | 10 | 8.5 | 5.3 | ||||
Total operating expenses | 200 | 198.9 | 198.6 | 198.2 | 194.3 | 196.8 | 174 | 171.8 | 795.7 | 736.9 | 646.8 | ||||
Income from operations | 17 | 34.9 | 18.3 | 1.6 | 15.1 | 25.4 | 12.1 | 2.2 | 71.8 | 54.8 | 90.1 | ||||
Interest expense, net | (3.1) | (3.4) | (3.4) | (3.8) | (3.3) | (3.8) | (2) | (1.9) | (13.7) | (11) | (5.1) | ||||
Foreign currency transaction gains, net | 1.3 | (0.4) | 0.5 | 0.4 | (0.1) | 0.2 | 1.1 | 0.6 | 1.8 | 1.8 | 0.5 | ||||
Pension termination settlement | $ (17.2) | (17.2) | 0 | 0 | 0 | 0 | [1] | (17.2) | [1] | 0 | [1] | ||||
Income before income taxes | 15.2 | 31.1 | 15.4 | (1.8) | (5.5) | 21.8 | 11.2 | 0.9 | 59.9 | 28.4 | 85.5 | ||||
(Provision) benefit for income taxes (Note 10) | (3.1) | (7.4) | (4.4) | 0.5 | 16.3 | (8.1) | (4.3) | 1.2 | (14.4) | 5.1 | (31.3) | ||||
Net income | $ 12.1 | $ 23.7 | $ 11 | $ (1.3) | $ 10.8 | $ 13.7 | $ 6.9 | $ 2.1 | $ 45.5 | [2] | $ 33.5 | [2] | $ 54.2 | [2] | |
Earnings per share (Note 12): | |||||||||||||||
Basic and diluted (in dollars per share) | $ 0.99 | $ 0.72 | $ 1.17 | ||||||||||||
Weighted-average shares outstanding (Note 12): | |||||||||||||||
Basic (in shares) | 45.7 | 45.9 | 46 | 46.2 | 46.2 | 46.3 | 46.3 | 46.3 | 46 | 46.3 | 46.3 | ||||
Diluted (in shares) | 46 | 46.2 | 46.1 | 46.2 | 46.3 | 46.4 | 46.4 | 46.4 | 46.1 | 46.4 | 46.5 | ||||
[1] | In December 2017, the Company settled its qualified defined-benefit pension obligation, which resulted in a non-cash charge related to unrecognized actuarial losses in accumulated other comprehensive income. This charge was initially recorded in selling, general and administrative expenses in 2017 but was subsequently reclassified during 2018 as a result of the adoption of ASU No. 2017-07, Compensation - Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Benefit Cost (“ASU No. 2017-07”). | ||||||||||||||
[2] | Amounts have been rounded for presentation purposes and might differ from unrounded results. |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | ||
Statement of Comprehensive Income [Abstract] | ||||
Net income | [1] | $ 45.5 | $ 33.5 | $ 54.2 |
Other comprehensive (loss) income, net of tax: | ||||
Defined benefit plan adjustments (Note 15) | (0.2) | 11 | 0.2 | |
Foreign currency translation (loss) gain, net (Note 15) | (5.5) | 1.1 | 1.9 | |
Other comprehensive (loss) income, net of tax | [1] | (5.7) | 12.1 | 2.1 |
Comprehensive income | $ 39.8 | $ 45.6 | $ 56.3 | |
[1] | Amounts have been rounded for presentation purposes and might differ from unrounded results. |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) shares in Millions, $ in Millions | Total | Common Stock Issued | Additional Paid-in Capital | Treasury Stock | Retained Earnings | Accumulated Other Comprehensive (Loss) Income | |
Beginning balance (in shares) at Dec. 31, 2015 | [1] | 52 | (5.8) | ||||
Beginning balance at Dec. 31, 2015 | [1] | $ 494 | $ 0.5 | $ 271.6 | $ (61.8) | $ 300 | $ (16.3) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income | [1] | 54.2 | 54.2 | ||||
Other comprehensive (loss) income, net of tax | [1] | 2.1 | 2.1 | ||||
Dividends declared | [1] | (15.5) | (15.5) | ||||
Stock-based compensation expense | [1] | 6.1 | 6.1 | ||||
Cash proceeds from exercise of common stock options (in shares) | [1] | 0.1 | |||||
Cash proceeds from exercise of common stock options | [1] | 0.3 | 0.3 | ||||
Excess tax deductions associated with stock-based compensation | [1] | 2.9 | 2.9 | ||||
Issuance of stock based instruments, net of shares withheld for employee taxes (in shares) | [1] | 0.1 | |||||
Issuance of stock based instruments, net of shares withheld for employee taxes | [1] | (5.4) | (5.4) | ||||
Repurchase of common stock (in shares) | [1] | (0.2) | |||||
Repurchase of common stock | [1] | (8.9) | $ (8.9) | ||||
Ending balance (in shares) at Dec. 31, 2016 | [1] | 52.2 | (6) | ||||
Ending balance at Dec. 31, 2016 | [1] | 529.8 | $ 0.5 | 275.5 | $ (70.7) | 338.7 | (14.2) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income | [1] | 33.5 | 33.5 | ||||
Other comprehensive (loss) income, net of tax | [1] | 12.1 | 12.1 | ||||
Dividends declared | [1] | (17.1) | (17.1) | ||||
Stock-based compensation expense | [1] | 5 | 5 | ||||
Issuance of stock based instruments, net of shares withheld for employee taxes (in shares) | [1] | 0.2 | |||||
Issuance of stock based instruments, net of shares withheld for employee taxes | [1] | (3.7) | (3.7) | ||||
Repurchase of common stock (in shares) | [1] | (0.2) | |||||
Repurchase of common stock | [1] | (4.4) | $ (4.4) | ||||
Ending balance (in shares) at Dec. 31, 2017 | [1] | 52.4 | (6.2) | ||||
Ending balance at Dec. 31, 2017 | [1] | 555.2 | $ 0.5 | 276.8 | $ (75.1) | 355.1 | (2.1) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income | [1] | 45.5 | 45.5 | ||||
Other comprehensive (loss) income, net of tax | [1] | (5.7) | (5.7) | ||||
Dividends declared | [1] | (19) | (19) | ||||
Stock-based compensation expense | [1] | 8.2 | 8.2 | ||||
Issuance of stock based instruments, net of shares withheld for employee taxes (in shares) | [1] | 0.1 | |||||
Issuance of stock based instruments, net of shares withheld for employee taxes | [1] | (1.7) | (1.7) | ||||
Repurchase of common stock (in shares) | [1] | (0.6) | |||||
Repurchase of common stock | [1] | (15.5) | $ (15.5) | ||||
Ending balance (in shares) at Dec. 31, 2018 | [1] | 52.5 | (6.8) | ||||
Ending balance at Dec. 31, 2018 | [1] | $ 567 | $ 0.5 | $ 283.3 | $ (90.6) | $ 381.6 | $ (7.8) |
[1] | Amounts have been rounded for presentation purposes and might differ from unrounded results. |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | ||
Cash flows from operating activities: | ||||
Net income | [1] | $ 45.5 | $ 33.5 | $ 54.2 |
Adjustments to reconcile net income to net cash provided by (used in) operating activities: | ||||
LIFO and inventory provisions | 25.9 | 21.3 | 13.2 | |
Amortization of debt issuance costs | 0.8 | 0.8 | 0.5 | |
Stock-based compensation expense | 8.2 | 5 | 6.1 | |
Bad debt expense, net | 3.6 | 1.1 | 2 | |
Loss (gain) on disposals | 0.6 | (0.4) | 0 | |
Depreciation and amortization | 59.5 | 54.4 | 42.9 | |
Foreign currency transaction gains | (1.8) | (1.8) | (0.5) | |
Deferred income taxes | (0.1) | 2 | 8.4 | |
Pension termination settlement | 0 | 17.2 | 1.3 | |
Changes in operating assets and liabilities: | ||||
Accounts receivable, net | 29 | (32.7) | (59.2) | |
Other receivables, net | 4.3 | 8 | (37) | |
Inventories, net | (34.4) | (70.5) | (180.4) | |
Deposits, prepayments and other non-current assets | 23.6 | (16.9) | (22.8) | |
Accounts payable | 31 | 50.2 | (11) | |
Cigarette and tobacco taxes payable | (2.3) | 40.7 | 65.5 | |
Claims, accrued and other long-term liabilities | 17.8 | (18.3) | 18.8 | |
Net cash provided by (used in) operating activities | 211.2 | 93.6 | (98) | |
Cash flows from investing activities: | ||||
Acquisition of business, net of cash acquired | (2.5) | (169) | (88.4) | |
Additions to property and equipment, net | (20.1) | (48.2) | (54.3) | |
Capitalization of software and related development costs | (2) | (4.4) | (7.7) | |
Proceeds from sale of property and equipment | 0.2 | 0 | 0 | |
Net cash used in investing activities | (24.4) | (221.6) | (150.4) | |
Cash flows from financing activities: | ||||
Borrowings under revolving credit facility | 1,769.9 | 1,708.6 | 1,638.7 | |
Repayments under revolving credit facility | (1,938.1) | (1,556.4) | (1,349.7) | |
Payments of financing costs | 0 | (1.8) | (2) | |
Payments of capital leases | (3) | (2.1) | (2.4) | |
Dividends paid | (18.9) | (17.2) | (15.5) | |
Repurchases of common stock | (15.5) | (4.4) | (8.9) | |
Proceeds from exercise of common stock options | 0 | 0 | 0.3 | |
Tax withholdings related to net share settlements of restricted stock units | (1.7) | (3.7) | (5.4) | |
Excess tax deductions associated with stock-based compensation | 0 | 0 | 2.9 | |
Increase in book overdrafts, net | 4.1 | 7.4 | 8.7 | |
Net cash (used in) provided by financing activities | (203.2) | 130.4 | 266.7 | |
Effects of changes in foreign exchange rates | 2.1 | (2.5) | 2.4 | |
Change in cash, cash equivalents and restricted cash | (14.3) | (0.1) | 20.7 | |
Cash, cash equivalents and restricted cash at beginning of period | 41.6 | 41.7 | 21 | |
Cash, cash equivalents and restricted cash at end of period (Note 2) | 27.3 | 41.6 | 41.7 | |
Cash received (paid) during the period for: | ||||
Income taxes, net | 10.1 | (16.7) | (20.9) | |
Interest paid | (13) | (9.2) | (3.7) | |
Non-cash capital lease obligations incurred | 5 | 16.5 | 0.1 | |
Non-cash indemnification holdback | 0 | 5 | 0 | |
Unpaid property and equipment purchases included in accrued liabilities | $ 0.1 | $ 1.6 | $ 2.9 | |
[1] | Amounts have been rounded for presentation purposes and might differ from unrounded results. |
Summary of Company Information
Summary of Company Information and Basis of Presentation | 12 Months Ended |
Dec. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Summary of Company Information and Basis of Presentation | Summary of Company Information and Basis of Presentation Busines s Core-Mark Holding Company, Inc. and subsidiaries (referred to herein as “the Company” or “Core-Mark”) is one of the largest marketers of fresh and broad-line supply solutions to the convenience retail industry in North America. The Company offers a full range of products, marketing programs and technology solutions to customers in the United States (“U.S.”) and Canada. The Company’s customers include traditional convenience stores, drug stores, big box or supercenter stores, grocery stores, liquor stores and other specialty and small format stores that carry convenience products. The Company’s product offering includes cigarettes, other tobacco products (“OTP”), alternative nicotine delivery products, candy, snacks, fast food, groceries, fresh products, dairy, bread, beverages, general merchandise and health and beauty care products. The Company operates a network of 32 distribution centers in the U.S. and Canada (excluding two distribution facilities it operates as a third-party logistics provider). Twenty-seven distribution centers are located in the U.S. and five are located in Canada. Basis of Presentation and Principles of Consolidation The consolidated financial statements include Core-Mark and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in the consolidated financial statements. Use of Estimates |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Revenue Recognition A contract with a customer exists when a customer invoice is generated. The Company considers each item on an invoice as an individual performance obligation. The Company recognizes revenue for each performance obligation when ordered items are delivered, control is transferred, and legal right of ownership passes to the customer. The Company includes fees charged to customers for shipping and handling activities in net sales and the related costs in cost of goods sold upon transfer of control of ordered products to a customer. Revenues are reported net of customer incentives, discounts and returns, including an allowance for estimated returns. The allowance for sales returns is calculated based on the Company’s returns experience, which has historically not been significant. The Company also earns management service fee revenue from operating third-party distribution centers belonging to certain customers. These revenues represented less than 1% of the Company’s total net sales for 2018 , 2017 and 2016 . Service fee revenue is recognized as earned on a monthly basis in accordance with the terms of the management service fee contracts and is included in net sales on the accompanying consolidated statements of operations. See Note 16 - Segment and Geographic Information for the disaggregation of net sales for each of the two geographic areas in which the Company operates and also by major product category. On May 28, 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers: (Topic 606) (“ASU 2014-09”), to supersede nearly all existing revenue recognition guidance under U.S. GAAP. The Company adopted this pronouncement using the modified retrospective method effective January 1, 2018. Pursuant to Topic 606, revenue is recognized when promised goods or services are transferred to customers in an amount that reflects the consideration that is expected to be received for those goods or services. The Company reviewed the following areas: (i) presentation of certain items, including excise taxes on a gross or net basis; (ii) deferral and amortization of contract fulfillment costs; (iii) recognition of contract assets and liabilities for certain contracts that are performed but not completed; and (iv) timing of recognition of variable consideration received from vendors and paid to customers. The adoption of this pronouncement did not have any material impacts related to the above-noted areas, nor any impact to opening retained earnings as of January 1, 2018. Additionally, there were no material impacts on the amount and timing of revenue recognized in the Company’s consolidated financial statements. Customers ’ Sales Incentives The Company provides consideration to customers, such as sales allowances or discounts to its customers on a regular basis. Under ASU 2014-09, these customers’ sales incentives are recorded as a reduction to net sales as each sales incentive is earned by the customer. Customer sales incentives include volume-based rebates that are accounted for as variable consideration. Additionally, the Company may provide allowances for the customers’ commitments to continue using Core-Mark as a supplier. These incentives are known as racking allowances and may be paid at the inception of the customer’s agreement or on a periodic basis. Allowances paid at the inception of the contract are deferred and amortized over the period of the distribution agreement as a reduction to sales. Vendor Rebates and Promotional Allowances Periodic payments from vendors in various forms including rebates, promotional allowances and volume discounts, are reflected in the carrying value of the related inventory when earned and in cost of goods sold when the related merchandise is sold. Up-front consideration received from vendors for purchase or other commitments is initially deferred and amortized ratably to cost of goods sold as the performance of the activities specified by the vendor is completed. Cooperative marketing incentives received from vendors to fund specific programs first offset the costs of the program, and to the extent the consideration exceeds the costs relating to the program, the excess funds are recorded as reductions to cost of goods sold. These amounts are recorded in the period the related promotional or merchandising programs are provided. Certain vendor incentive promotions require the Company to make assumptions and judgments regarding, for example, the likelihood of achieving market share levels or attaining specified levels of purchases. Vendor incentives are at the discretion of the Company’s vendors and can fluctuate due to changes in vendor strategies and market requirements. Vendor rebates and promotional allowances earned totaled $237.7 million , $231.9 million and $221.2 million in 2018 , 2017 and 2016 , respectively. Excise Taxes As part of the implementation of ASU 2014-09, the Company determined it is responsible for collecting and remitting state, local and provincial excise taxes on cigarettes and other tobacco products and will continue to present excise taxes as part of revenue and remittances as part of cost of goods sold. These excise taxes are a significant component of the Company’s net sales and cost of goods sold. In 2018 , 2017 and 2016 , approximately $3.5 billion , $3.5 billion and $3.0 billion , or 21% , 22% and 21% of the Company’s net sales, and approximately 22% , 23% and 22% of its cost of goods sold, respectively, represented excise taxes. Additionally, federal excise taxes are levied on manufacturers who pass these taxes on to the Company as a portion of the product costs. As a result, federal excise taxes are not a component of the Company’s excise taxes, but are reflected in the cost of inventory until products are sold. Stock-based Compensation The Company accounts for stock-based compensation expense related to restricted stock unit (“RSU”) awards and performance shares based on the grant-date fair value of the awards. For service based awards, the Company recognizes the expense using a straight-line method. For performance based awards, the Company recognizes the expense ratably based on the probable achievement of performance conditions. Stock-based compensation expense is included in selling, general and administrative expenses on the consolidated statements of operations. Stock-based compensation expense is calculated based on awards ultimately expected to vest and has been reduced for estimated forfeitures. The Company’s forfeiture experience since inception of its plans has been approximately 4% of the total grants. The historical rate of forfeiture is a component of the basis for predicting the future rate of forfeitures, which are also dependent on the remaining service period related to grants. Pension and Other Post-retirement Benefit Costs On September 14, 2016, the Board of Directors approved a motion to terminate the Company’s qualified defined-benefit pension plan. In December 2017, the Company completed the settlement with an annuity transfer to a third-party insurance company, who will be responsible for all remaining payments to plan participants. At settlement, the Company recognized a non-cash charge in pension termination settlement expenses within the consolidated statements of operations related to unrecognized actuarial losses in accumulated other comprehensive income (“AOCI”) of approximately $17.2 million (see Note 11 - Employee Benefit Plans ) . Income Taxes Income taxes are accounted for using the asset and liability method. Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities, their respective tax bases, and operating loss and tax credit carry-forwards. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Deferred tax assets are reduced by a valuation allowance when the Company does not consider it more likely than not that some portion or all of the deferred tax assets will be realized. A tax benefit from an uncertain tax position may be recognized when it is more likely than not that the position will be sustained upon examination, including resolutions of any related appeals or litigation processes, based on the technical merits. The Company has established an estimated liability for income tax exposures that arise and meet the criteria for accrual. The Company prepares and files tax returns based on its interpretation of tax laws and regulations and records estimates based on these judgments and interpretations. In the normal course of business, the Company’s tax returns are subject to examination by various taxing authorities. Such examinations may result in future tax and interest assessments by these taxing authorities. Inherent uncertainties exist in estimates of tax contingencies due to changes in tax law resulting from legislation, regulation and/or as concluded through the various jurisdictions’ tax court systems. The Company classifies interest and penalties related to income taxes as income tax expense. Additionally, the Company releases income tax effects from AOCI as individual items are adjusted (see Note 10 - Income Taxes ). Earnings Per Share Basic earnings per share is calculated by dividing net income by the weighted-average number of shares outstanding during each period, excluding unvested RSUs and performance shares. Diluted earnings per share is calculated by dividing net income by weighted-average shares outstanding including common stock equivalents. Common stock equivalents include RSUs and performance-based share awards, if the impact of the individual awards is dilutive, using the treasury stock method (see Note 12 - Earnings Per Share ) . Cash, Cash Equivalents, Restricted Cash and Book Overdrafts Cash and cash equivalents include cash, money market funds and highly liquid investments with original maturities of three months or less. The Company had book overdrafts of $49.4 million and $45.3 million at December 31, 2018 and 2017 , respectively. Book overdrafts consist primarily of outstanding checks in excess of cash on hand in the corresponding bank accounts at the end of the period. The Company’s policy has been to fund these outstanding checks as they clear with cash held on deposit with other financial institutions or with borrowings under the Company’s revolving credit facility. The Company has presented its cash balances in the consolidated balance sheets net of book overdrafts. Restricted cash included funds placed in trust as required by one of the Canadian provincial taxing authorities. As of December 31, 2017, the Company no longer had any restricted cash balances due to the rescission of restrictions by the Canadian Alberta provincial government. The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the consolidated balance sheets that sum to the total of the same such amounts shown in the consolidated statements of cash flows (in millions): December 31, 2018 2017 2016 Cash and cash equivalents $ 27.3 $ 41.6 $ 26.4 Restricted cash — — 15.3 Total cash, cash equivalents and restricted cash flows in the consolidated statements of cash flows $ 27.3 $ 41.6 $ 41.7 Accounts Receivable and Allowance for Doubtful Accounts Accounts receivable consists of trade receivables from customers. The Company evaluates the collectability of accounts receivable and determines the appropriate allowance for doubtful accounts based on historical experience and a review of specific customer accounts. Account balances are charged against the allowance when collection efforts have been exhausted and the receivable is deemed uncollectible (see Note 4 - Other Consolidated Balance Sheet Accounts Detail ). Other Receivables Other receivables consist primarily of amounts due from vendors for promotional and other incentives, which are accrued as earned. The Company evaluates the collectability of amounts due from vendors and determines the appropriate allowance for doubtful accounts based on historical experience and a review of specific amounts outstanding (see Note 4 - Other Consolidated Balance Sheet Accounts Detail ). Inventories Inventories consist of finished goods, including cigarettes and other tobacco products, food and other consumable products held for re-sale and are valued at the lower of cost or market. In the Company’s U.S. divisions, cost is determined primarily on a last-in, first-out (“LIFO”) basis. The Company uses the link-chain dollar value LIFO method. The inventory price index computation (“IPIC”) is used to calculate LIFO inflation indices, for which the LIFO inflation source is the producer price indices (“PPI”) published by the U.S. Bureau of Labor Statistics (“BLS”). The Company uses the IPIC pooling method, for which LIFO pools are established for each PPI in accordance with current regulations. When the Company is aware of material price increases or decreases from manufacturers, the Company estimates the PPI for the respective period if it determines the price increase is not fully reflected in the PPI in order to more accurately reflect inflation rates. Under the LIFO method, current costs of goods sold are matched against current sales. Inventories in the Company’s Canadian divisions are valued on a first-in, first-out (“FIFO”) basis, as LIFO is not a permitted inventory valuation method in Canada. Approximately 87% and 86% of the Company’s inventory was valued on a LIFO basis at December 31, 2018 and 2017 , respectively. The Company reduces inventory value for spoiled, aged and unrecoverable inventory based on amounts on-hand and historical experience (see Note 5 - Inventories , Net ). Fair Value Measurements The Company’s financial assets and liabilities are recognized or disclosed at fair value in the financial statements on a recurring basis. The carrying amount of cash equivalents, trade accounts receivable, other receivables, trade accounts payable, cigarette and tobacco taxes payable and other accrued liabilities approximates fair value because of the short maturity of these financial instruments. The carrying amount of the Company’s variable rate debt approximates fair value. The Company calculates the fair value of certain assets related to acquisitions and impairment evaluations using a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value and gives precedence to observable inputs in determining fair value. An instrument’s level within the hierarchy is based on the lowest level of any significant input to the fair value measurement. The following levels were established for each input: • Level 1 - Quoted prices in active markets for identical assets or liabilities. • Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data. • Level 3 - Unobservable inputs for the asset or liability, which reflect the Company’s own assumptions about what market participants would assume when pricing the asset or liability. Business Combinations The Company accounts for all business combinations using the acquisition method of accounting, which allocates the fair value of the purchase consideration to the tangible and intangible assets acquired and liabilities assumed based on their estimated fair values. The excess of the purchase consideration over the fair values of these identifiable assets and liabilities is recorded as goodwill. When determining the fair values of assets acquired and liabilities assumed, management makes significant estimates and assumptions. Management may further adjust the acquisition date fair values for a period of up to one year from the date of acquisition. Acquisition-related expenses and transaction costs associated with business combinations are expensed as incurred (see Note 3 - Acquisition s ). Property and Equipment Property and equipment are recorded at cost, net of accumulated depreciation and amortization. Depreciation and amortization on new purchases is computed using the straight-line method over the assets’ estimated useful lives. Leasehold improvements are amortized using the straight-line method over the shorter of the estimated useful life of the property or the term of the lease, including available renewal option terms if it is reasonably assured that those options will be exercised. Upon retirement or sale, the cost and related accumulated depreciation of the assets are removed and any related gain or loss is reflected in the consolidated statements of operations. Maintenance and repairs are charged to expense as incurred (see Note 6 - Property and Equipment, Net ). The Company uses the following depreciable lives for its property and equipment: Useful Life in Years Office furniture and equipment 3-10 Delivery equipment 4-10 Warehouse equipment 5-15 Leasehold improvements 3-25 Buildings 15-25 Other Long-lived Assets Intangible assets with definite lives are generally amortized on a straight-line basis over the following lives: Useful Life in Years Customer relationships 9-15 Non-competition agreements 1-5 Trade names 1-2 Internally developed and other purchased software 3-7 The Company reviews its long-lived assets for indicators of impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. An impairment of long-lived assets exists when the carrying amount of a long-lived asset, or asset group, exceeds its fair value, and impairment losses are recorded when the carrying amount of the impaired asset is not recoverable. Recoverability is determined by comparing the carrying amount of the asset (or asset group) to the undiscounted cash flows which are expected to be generated from its use, a Level 3 measurement under the fair value hierarchy. The Company has determined that it has five asset groupings based on a review of its assets and liabilities at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities. During 2018 , 2017 and 2016 , the Company did not record impairment charges related to long-lived assets (see Note 6 - Property and Equipment, Net and Note 7 - Goodwill and Other Intangible Assets, Net ). Goodwill Goodwill represents the excess of cost over the fair value of net assets acquired in a business combination. Goodwill is not amortized. The Company tests goodwill for impairment annually as of October 1 or whenever events or circumstances indicate that it is more likely than not that the fair value of a reporting unit is below its carrying amount. The Company’s reporting units are its U.S. operations and Canadian operations. Whenever events or circumstances change, the Company assesses the related qualitative factors to determine whether it is necessary to perform the two-step quantitative goodwill impairment test. The tests to evaluate goodwill for impairment are performed at the reporting unit level. In the first step of the quantitative impairment test, the Company compares the fair value of the reporting unit to its carrying value. If the fair value of the reporting unit is less than its carrying value, the Company performs a second step to determine the implied fair value of goodwill associated with the reporting unit. If the carrying value of goodwill exceeds the implied fair value of goodwill, such excess represents the amount of goodwill for which an impairment loss would be recorded. Determining the fair value of a reporting unit involves the use of significant estimates and assumptions. The estimated fair value of each reporting unit is based on the discounted cash flow method, which is based on historical and forecasted amounts specific to each reporting unit and considers net sales, gross profit, income from operations and cash flows and general economic and market conditions, as well as the impact of planned business and operational strategies and other estimates and assumptions for future growth rates, working capital and capital expenditures. The Company bases its fair value estimates on assumptions it believes to be reasonable at the time, but such assumptions are subject to inherent uncertainty. Measuring the fair value of reporting units constitutes a Level 3 measurement under the fair value hierarchy. There has been no impairment of goodwill for any periods presented (see Note 7 - Goodwill and Other Intangible Assets, Net ) . Computer Software Developed or Obtained for Internal Use The Company accounts for computer software systems, namely SAP Enterprise Resource Planning modules, the Company’s proprietary Distribution Center Management System (“DCMS”), and software purchased from third-party vendors, using certain criteria under which costs associated with this software are either expensed or capitalized and amortized over periods from three to seven years . During 2018 , 2017 and 2016 the Company capitalized approximately $2.0 million , $3.5 million and $7.2 million , respectively, of costs related to software developed or obtained for internal use (see Note 7 - Goodwill and Other Intangible Assets, Net ). Claims Liabilities and Insurance Recoverables The Company maintains reserves related to workers’ compensation, auto, general, and health and welfare liability programs that are principally self-insured. The Company currently has a per-claim deductible of $500,000 for its workers’ compensation, auto and general liability self-insurance programs and a per-person annual claim deductible of $400,000 for its health and welfare program. The Company purchases insurance to cover the claims that exceed the deductible up to policy limits. Self-insured reserves are for pending or future claims that fall outside the policy and reserves include an estimate of expected settlements on pending claims and a provision for claims incurred but not reported. Estimates for workers’ compensation, auto and general liability insurance are based on the Company’s assessment of potential liability using an annual actuarial analysis of available information with respect to pending claims, historical experience and current cost trends. Reserves for claims under these programs are included in accrued liabilities (current portion) and claims liabilities, net of current portion on the accompanying consolidated balance sheets. Claims liabilities and the related recoverables from insurance carriers for estimated claims in excess of the deductible and other insured events are presented in their gross amounts on the accompanying consolidated balance sheets because there is no right of offset. The carrying values of claims liabilities and insurance recoverables are not discounted. Insurance recoverables are included in other receivables, net and other non-current assets, net. The Company had gross liabilities for workers’ compensation, auto, general, and health and welfare liability self-insurance obligations in the amounts of $30.2 million long-term and $16.4 million short-term at December 31, 2018 , and $26.3 million long-term and $15.0 million short-term at December 31, 2017 . The Company’s liabilities net of insurance recoverables were $18.9 million long-term and $14.2 million short-term at December 31, 2018 , and $15.9 million long-term and $13.3 million short-term at December 31, 2017 . Foreign Currency Translation The operating assets and liabilities of the Company’s Canadian operations, whose functional currency is the Canadian dollar, are translated to U.S. dollars at exchange rates in effect at period-end. Translation gains and losses are recorded in AOCI as a component of stockholders’ equity. Revenue and expenses from Canadian operations are translated using the monthly average exchange rates in effect during the period in which the transactions occur. The Company also recognizes gains or losses on foreign currency exchange transactions between its Canadian and U.S. operations, net of applicable income taxes, in the consolidated statements of operations. The Company currently does not hedge Canadian foreign currency cash flows. Risks and Concentrations Financial instruments, which potentially subject the Company to concentrations of credit risk, consist principally of cash investments, accounts receivable and other receivables. The Company places its cash and cash equivalents in short-term instruments with high quality financial institutions and limits the amount of credit exposure in any one financial instrument. A credit review is completed for new customers and ongoing credit evaluations of each customer’s financial condition are performed periodically, with reserves maintained for potential credit losses. Credit limits given to customers are based on a risk assessment of their ability to pay and other factors. Accounts receivable are typically not collateralized, but the Company may require prepayments or other guarantees whenever deemed necessary. Murphy U.S.A., whom the Company began servicing in 2016, is the Company’s largest customer and accounted for 11.9% , 12.2% and 12.0% of total net sales in 2018 , 2017 and 2016 , respectively. No single customer accounted for 10% or more of accounts receivable at December 31, 2018 and 2017 . The Company’s significant suppliers include Altria Group, Inc. (parent company of Philip Morris USA, Inc.) and R.J. Reynolds Tobacco Company. Product purchased from Altria Group Inc. accounted for approximately 33% , 35% and 35% of total product purchases in 2018 , 2017 and 2016 , respectively. Product purchases from R.J. Reynolds Tobacco Company were approximately 23% of total product purchases in each of 2018 , 2017 and 2016 . Cigarette sales represented 66.9% , 69.4% and 71.1% of net sales in 2018 , 2017 and 2016 , respectively, and contributed 26.0% , 27.0% and 29.9% of gross profit in 2018 , 2017 and 2016 , respectively. Although cigarettes represent a significant portion of the Company’s total net sales, the majority of gross profit is generated from food/non-food products. Adoption of Accounting Pronouncements On March 10, 2017, the FASB issued ASU No. 2017-07, Compensation - Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Benefit Cost . The Company adopted this pronouncement effective January 1, 2018. The new guidance requires employers that sponsor defined benefit pension and other post retirement plans to present the service cost component of net benefit cost in the same income statement line item as other employee compensation costs arising from services rendered. The other components of the net periodic benefit cost must be presented separately from the line item that includes the service cost component and outside of the subtotal for income from operations. Service cost continues to be recognized in the Company’s consolidated statements of operations within selling, general and administrative expenses. This change had no impact on consolidated net income. The reclassification of other components of net periodic benefit costs were not material for the Company with the exception of the non-cash pension termination settlement during the fourth quarter of 2017 related to the termination of the defined-benefit pension plan. The 2017 pension termination settlement has been reclassified from selling, general and administrative expenses to a new financial statement line item: pension termination settlement. On February 14, 2018, the FASB issued ASU No. 2018-02, Income Statement - Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income (“ASU 2018-02”). ASU 2018-02 addresses the income tax accounting treatment of the stranded tax effects within AOCI due to the newly enacted federal corporate tax rate included in the 2017 Tax Cuts and Jobs Act (“TCJA”). The Company adopted this pronouncement on a prospective basis effective January 1, 2018 and it did not have a material impact for the Company. Additionally, ASU 2018-02 requires disclosure of the Company’s existing policy of releasing income tax effects from AOCI as individual items are adjusted. Recent Accounting Standards or Updates Not Yet Effective On February 25, 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) (“ASU 2016-02”), which supersedes existing lease guidance, and is effective for annual periods beginning after December 15, 2018. The most significant among the changes in ASU 2016-02 is the recognition of right-of-use (“ROU”) assets and corresponding lease liabilities for leases classified as operating leases under current GAAP, while the accounting for capital leases remains substantially unchanged. In accordance with an accounting policy election under ASU 2016-02, the Company will not recognize assets or liabilities for leases with an initial term of 12 months or less; these short-term lease payments will be recognized in the consolidated statements of operations on a straight-line basis over the lease term. While ASU 2016-02 will have a material impact on the Company’s consolidated balance sheets, we do not expect it to have a material impact on our consolidated statement of operations and cash flows, and it will have no impact on the Company’s debt-covenant compliance under the current revolving credit facility. In preparation for the adoption of the new standard, the Company has implemented internal controls and new lease software to assist with future reporting. The Company will elect the package of practical expedients within ASU 2016-02 that allows an entity to not reassess prior to the effective date (i) whether any expired or existing contracts are or contain leases, (ii) the lease classification for any expired or existing leases, or (iii) initial direct costs for any existing leases. The Company will also elect the practical expedient to combine lease and nonlease components for all asset classes. On July 30, 2018, the FASB issued ASU No. 2018-11, Leases (Topic 842): Targeted Improvements , which allows for an additional transition method to apply ASU 2016-02 prospectively at adoption date rather than at the earliest period presented. Accordingly, the Company will elect the optional transition method, which allows for a cumulative-effect adjustment to retained earnings in the period of adoption and the Company will not restate prior periods. The Company estimates adoption of these lease standards will result in recognition of additional net lease assets of approximately $220 million to $230 million and lease liabilities of $235 million to $245 million , as of January 1, 2019, with the difference between these amounts recorded as an adjustment to retained earnings. The lease liability will be equal to the present value of the remaining lease payments while the ROU asset will be similarly calculated and then adjusted for initial direct costs. On January 26, 2017, the FASB issued ASU No. 2017-04, Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment (“ASU 2017-04”). The new guidance simplifies the subsequent measurement of goodwill by eliminating Step 2 from the goodwill impairment test. ASU 2017-04 requires goodwill impairment to be measured as the amount by which a reporting unit’s carrying amount exceeds its fair value, not to exceed the carrying amount of its goodwill. ASU 2017-04 requires prospective application and is effective for annual periods beginning after December 15, 2019. ASU 2017-04 will require the Company to amend its methodology for determining any goodwill impairment beginning in 2020. On August 28, 2018, the FASB issued ASU No. 2018-14, Compensation - Retirement Benefits - Defined Benefit Plans - General (Topic 715-20): Disclosure Framework - Changes to the Disclosure Requirements for Defined Benefit Plans (“ASU 2018-14”). The new guidance removes disclosures that are no longer considered cost beneficial, clarifies the specific requirements of disclosures and adds disclosure requirements identified as relevant for defined benefit pension and other post-retirement benefit plans. ASU 2018-14 requires retrospective application and is effective for annual periods beginning after December |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 31, 2018 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions Acquisition of Farner-Bocken Company On July 10, 2017 , the Company completed the acquisition of substantially all of the assets of Farner-Bocken Company (“Farner-Bocken”), a regional convenience wholesaler headquartered in Carroll, Iowa. The acquisition increased the Company’s market presence primarily in the Midwestern U.S. and will further enhance the Company’s ability to cost effectively service national and regional retailers. The acquisition was accounted for as a business combination in accordance with ASC 805 - Business Combinations . The total purchase consideration was approximately $174.0 million of which $169.0 million was paid at closing. The remaining $5.0 million indemnity holdback will be released in annual installments over two years from the date of the agreement, less amounts related to indemnification claims made pursuant to the purchase agreement, if any. In July 2018, the Company released $2.5 million as the first annual installment of the indemnity holdback. The acquisition was funded through borrowings under the Company’s revolving credit facility. The fair values of the assets acquired and liabilities assumed were determined using the income, cost and market approaches, all Level 3 measurements under the fair value hierarchy. The income approach was primarily used to value the intangible assets, consisting primarily of acquired customer relationships and trade names. The income approach estimates fair value for an asset based on the present value of cash flows projected to be generated by the asset. Projected cash flows are discounted at a required rate of return that reflects the relative risk of achieving the cash flows and the time value of money. The cost approach, which estimates value by determining the current cost of replacing an asset with another of equivalent economic utility, was used primarily for property and equipment. The cost to replace a given asset reflects the estimated reproduction or replacement cost for the property, less an allowance for loss in value due to depreciation. The Company determined the fair values of tangible fixed assets and intangible assets acquired with the assistance of independent valuation consultants. Goodwill is calculated as the difference between the acquisition date fair value of the total purchase consideration and the fair value of the net assets acquired, and represents the future economic benefits that the Company expects to achieve as a result of the acquisition. The following table presents the assets acquired and liabilities assumed, based on their fair values and purchase consideration as of the acquisition date (in millions): July 10, 2017 Accounts receivable $ 43.2 Inventories 35.5 Deposits and prepayments 10.2 Other receivables 0.4 Property and equipment 43.1 Goodwill (tax deductible) 36.8 Other intangible assets 22.6 Less: Capital lease liability (15.8 ) Less: Accrued liabilities (2.0 ) Total consideration $ 174.0 The Company finalized its valuation of its beginning goodwill and intangible assets during the fourth quarter ended December 31, 2017. Based on the valuation, intangible assets acquired include the following (in millions, except useful life data): Fair Value Useful Life in Years Customer relationships $ 19.7 9-11 Non-competition agreements 0.1 4-6 Trade names 2.8 1-2 Total other intangible assets $ 22.6 The results of Farner-Bocken’s operations have been included in the Company’s consolidated financial statements since the date of acquisition. The Company incurred $1.8 million of acquisition-related costs, which are included in selling, general and administrative expenses for the year ended December 31, 2017. Simultaneous with the closing of the acquisition, the Company executed a capital lease for a warehouse facility in Carroll, Iowa. The lease had an initial 15 year term and an initial capital lease obligation of $15.8 million based on the valuation as of December 31, 2017. Pro Forma Information The consolidated financial statements for 2017 include Farner-Bocken’s results from operations from July 10, 2017 through December 31, 2017, with the Company’s consolidated statement of income including $703.4 million in net sales and $9.4 million in operating income. The following unaudited pro forma information presents the combined results of operations as if the asset acquisition of Farner-Bocken had occurred as of January 1, 2016, giving effect on a pro forma basis to purchase accounting adjustments such as depreciation of property and equipment, amortization of intangible assets, and acquisition-related costs. The pro forma data is for informational purposes only and may not necessarily reflect the actual results of operations had the assets of Farner-Bocken been operated as part of the Company since January 1, 2016. Furthermore, the pro forma results do not intend to project the future results of operations of the Company (in millions, except per share amounts): (Unaudited) Year Ended December 31, 2017 (1) 2016 (1) Pro forma Pro forma Net sales $ 16,427.9 $ 15,973.6 Net income 38.1 63.6 Basic and diluted earnings per share 0.82 1.37 __________________________________________________ (1) Includes consolidated results of Farner-Bocken. Acquisition of Pine State Convenience On June 6, 2016 , the Company acquired substantially all of the assets of Pine State Convenience (“Pine State”), a division of Pine State Trading Company, located in Gardiner, Maine. The acquisition was accounted for as a business combination in accordance with ASC 805 - Business Combinations . The acquisition increased the Company’s market presence primarily in the Northeastern U.S. and further enhanced the Company’s ability to cost effectively service national and regional retailers. The total purchase consideration was $88.4 million which was paid at closing and funded through borrowings under the Company’s revolving credit facility. The Company incurred $2.2 million of acquisition-related costs, which are included in selling, general and administrative expenses for the year ended December 31, 2016 |
Other Consolidated Balance Shee
Other Consolidated Balance Sheet Accounts Detail | 12 Months Ended |
Dec. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Other Consolidated Balance Sheet Accounts Detail | Other Consolidated Balance Sheet Accounts Detail Allowance for Doubtful Accounts, Accounts Receivable The changes in the allowance for doubtful accounts due from customers consist of the following (in millions): Year Ended December 31, 2018 2017 2016 Balance, beginning of year $ 7.3 $ 7.1 $ 10.9 Net additions charged to operations (1) 3.6 1.1 2.0 Less: Write-offs and adjustments (2.6 ) (0.9 ) (5.8 ) Balance, end of year $ 8.3 $ 7.3 $ 7.1 ______________________________________________ (1) The net additions to the allowance for doubtful accounts were recognized in the consolidated statements of operations as a component of the Company’s selling, general and administrative expenses. Other Receivables, Net Other receivables, net consist of the following (in millions): December 31, 2018 2017 Vendor receivables, net $ 72.7 $ 74.6 Insurance recoverables, current 2.2 1.7 Other miscellaneous receivables (1) 14.5 18.1 Total other receivables, net $ 89.4 $ 94.4 ______________________________________________ (1) Other miscellaneous receivables include amounts related primarily to notes receivables, miscellaneous tax receivables, receivables from the Company’s third-party logistics customers, and other miscellaneous receivables. Deposits and Prepayments Deposits and prepayments consist of the following (in millions): December 31, 2018 2017 Vendor prepayments $ 45.4 $ 49.8 Prepaid taxes 3.6 28.2 Deposits (1) 7.8 7.6 Racking allowances, current 6.4 6.1 Other prepayments (2) 15.6 16.3 Total deposits and prepayments $ 78.8 $ 108.0 ______________________________________________ (1) Deposits include amounts related primarily to cigarette stamps and workers’ compensation claims. (2) Other prepayments include prepayments relating to insurance policies, software licenses, rent and other miscellaneous prepayments. Other Non-current Assets, Net Other non-current assets, net of current portion, consist of the following (in millions): December 31, 2018 2017 Insurance recoverables $ 11.3 $ 10.4 Racking allowances, net 6.7 7.5 Insurance deposits 3.5 3.3 Debt issuance costs 1.8 2.6 Other assets 1.9 2.4 Total other non-current assets, net $ 25.2 $ 26.2 Accrued Liabilities Accrued liabilities consist of the following (in millions): December 31, 2018 2017 Accrued payroll and other benefits (1) $ 40.9 $ 31.8 Accrued customer incentives payable 34.0 39.2 Claims liabilities, current 16.4 15.0 Indirect taxes 7.2 8.4 Vendor advances 3.0 3.3 Other accrued expenses (2) 32.5 27.1 Total accrued liabilities $ 134.0 $ 124.8 ______________________________________________ (1) The Company’s accrued payroll and other benefits include accruals for vacation, bonuses, wages, 401(k) benefit matching and the current portion of post-retirement benefit obligations. (2) |
Inventories, Net
Inventories, Net | 12 Months Ended |
Dec. 31, 2018 | |
Inventory Disclosure [Abstract] | |
Inventories, Net | Inventories, Net Inventories consist of the following (in millions): December 31, 2018 2017 Inventories at FIFO, net of reserves $ 866.1 $ 841.0 Less: LIFO reserve (177.1 ) (151.9 ) Total inventories, net of reserves $ 689.0 $ 689.1 During periods of rising prices, the LIFO method of costing inventories generally results in higher current costs being charged against income while lower costs are retained in inventories. Conversely, during periods of decreasing prices, the LIFO method of costing inventories generally results in lower current costs being charged against income and higher stated inventories. If the FIFO method had been used for valuing inventories in the U.S., inventories would have been approximately $177.1 million and $151.9 million higher at December 31, 2018 and 2017 , respectively. The Company recorded LIFO expense of $25.2 million , $21.5 million and $13.2 million for the years ended December 31, 2018 , 2017 and 2016 , respectively. The Company had a decrement in certain of its LIFO inventory layers of $30.7 million and $10.7 million in 2018 and 2017 , respectively, which had the effect of reducing its LIFO expense by $3.9 million in 2018 and $0.3 million in 2017 |
Property and Equipment, Net
Property and Equipment, Net | 12 Months Ended |
Dec. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | Property and Equipment, Net Property and equipment, net consist of the following (in millions): December 31, 2018 2017 Delivery, warehouse and office equipment (1) $ 355.0 $ 344.8 Leasehold improvements 86.4 82.2 Land and buildings (2) 50.0 49.5 Construction in progress 0.4 0.5 491.8 477.0 Less: Accumulated depreciation and amortization (262.8 ) (228.0 ) Total property and equipment, net $ 229.0 $ 249.0 ______________________________________________ (1) Includes equipment capital leases of $19.7 million for 2018 and $14.2 million for 2017 . (2) Includes warehouse capital leases of $20.6 million for 2018 and 2017 . Depreciation and amortization expenses related to property and equipment were $42.2 million , $37.4 million and $28.9 million for 2018 , 2017 and 2016 |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets, Net | 12 Months Ended |
Dec. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets, Net | Goodwill and Other Intangible Assets, Net Goodwill Goodwill represents the excess of the purchase consideration of an acquired business over the fair value of the identifiable tangible and intangible assets acquired and liabilities assumed in certain business combinations. The carrying amount of goodwill during 2018 and 2017 were as follows (in millions): Year Ended December 31, 2018 2017 Goodwill, beginning of year $ 72.8 $ 36.0 Farner-Bocken acquisition — 36.8 Goodwill, end of year $ 72.8 $ 72.8 The Company did no t record any impairment charges related to goodwill during the years ended December 31, 2018 and 2017 and there are no accumulated impairment losses as of December 31, 2018. Other Intangible Assets, Net The carrying amount and accumulated amortization of other intangible assets as of December 31, 2018 and 2017 are as follows (in millions): December 31, 2018 December 31, 2017 Gross Net Gross Net Carrying Accumulated Carrying Carrying Accumulated Carrying Amount Amortization Amount Amount Amortization Amount Customer relationships $ 48.0 $ (16.2 ) $ 31.8 $ 48.0 $ (12.3 ) $ 35.7 Non-competition agreements 5.0 (4.0 ) 1.0 5.1 (3.6 ) 1.5 Trade names 3.8 (3.1 ) 0.7 3.8 (1.5 ) 2.3 Favorable lease terms — — — 0.1 (0.1 ) — Internally developed and other purchased software 36.0 (18.4 ) 17.6 36.5 (16.9 ) 19.6 Total other intangible assets $ 92.8 $ (41.7 ) $ 51.1 $ 93.5 $ (34.4 ) $ 59.1 The amortization of intangible assets recorded in the consolidated statements of operations was $10.0 million , $8.5 million and $5.3 million for 2018 , 2017 and 2016 , respectively. In 2018 , the Company reduced the cost and associated accumulated amortization by $2.7 million for fully amortized software. Estimated future amortization expense for intangible assets is as follows (in millions): Year ending December 31, 2019 $ 9.4 2020 8.4 2021 7.8 2022 7.3 2023 4.9 2024 and thereafter 13.3 Total $ 51.1 |
Long-term Debt
Long-term Debt | 12 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
Long-term Debt | Long-term Debt Total long-term debt consists of the following (in millions): December 31, 2018 2017 Amounts borrowed (Credit Facility) $ 320.0 $ 488.2 Obligations under capital leases (Note 9) 26.2 24.7 Total long-term debt $ 346.2 $ 512.9 The Company has a revolving credit facility (“Credit Facility”) with a borrowing capacity of $750.0 million as of December 31, 2018 , limited by a borrowing base consisting of eligible accounts receivable and inventories. The Credit Facility expires in March 2022 and has an expansion feature which permits an increase of $200.0 million , subject to borrow-base requirements. All obligations under the Credit Facility are secured by first priority liens on substantially all of the Company’s present and future assets. The terms of the Credit Facility permit prepayment without penalty at any time (subject to customary breakage costs with respect to London Interbank Offer Rate (“LIBOR”) or Canadian Dollar Offer Rate (“CDOR”) based loans prepaid prior to the end of an interest period). The Credit Facility contains customary affirmative and restrictive covenants. In addition, the credit facility allows for unlimited stock repurchases and dividends, as long as the Company meets certain credit availability percentages and fixed charge coverage ratios. As of December 31, 2018 , the Company was in compliance with all of the covenants under the Credit Facility. Amounts related to the Credit Facility are as follows (in millions, except interest rate data): December 31, 2018 2017 Amounts borrowed, net $ 320.0 $ 488.2 Outstanding letters of credit 16.7 14.2 Amounts available to borrow (1) 328.9 152.1 Average borrowings 336.8 342.4 Range of borrowings 175.0 - 575.0 165.0 - 605.0 Unamortized debt issuance costs 2.5 3.3 Weighted-average interest rate (2) 3.1 % 2.4 % ______________________________________________ (1) Excluding expansion feature of $200.0 million . (2) Calculated based on the daily cost of borrowing, reflecting a blend of prime and LIBOR rates. Long-term debt fees and charges were as follows (in millions): December 31, 2018 2017 2016 Unused credit facility and letter of credit participation (1) $ 1.2 $ 1.0 $ 0.7 Charges related to amortization of debt issuance costs (1) 0.8 0.8 0.5 ______________________________________________ (1) |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Purchase Commitments The Company enters into purchase commitments in the ordinary course of business. The Company had purchase obligations of $24.0 million and $26.0 million as of December 31, 2018 and 2017 , respectively, related primarily to purchases of compressed natural gas for its trucking fleet, delivery and warehouse equipment, computer software and services and leasehold improvements. Purchase orders for the purchase of inventory and other services are not included in the purchase obligations as of December 31, 2018 and 2017 , respectively, because purchase orders represent authorizations to purchase rather than binding agreements. For purposes of this commitment, contractual obligations for purchase of goods or services are defined as agreements that are enforceable and legally binding and that specify all significant terms, including: fixed or minimum quantities to be purchased; fixed, minimum or variable price provisions; and the approximate timing of the transaction. The Company’s purchase orders are based on its current inventory needs and are fulfilled by its suppliers within short time periods. The Company also enters into contracts for outsourced services; however, the obligations under these contracts are not significant and the contracts generally contain clauses allowing for cancellation without significant penalty. Operating Leases The Company leases most of its sales and warehouse facilities and a significant number of trucks, vans and certain equipment under operating lease agreements expiring at various dates through 2032 , excluding renewal options. Rent expense is recorded on a straight-line basis over the term of the lease, including available renewal option terms if it is reasonably assured that the renewal options will be exercised. The operating leases generally require the Company to pay taxes, maintenance and insurance. In most instances, the Company expects the operating leases that expire will be renewed or replaced in the normal course of business. Future minimum rental payments under non-cancelable operating leases (with initial or remaining lease terms in excess of one year and excluding contracted vehicle maintenance costs) were as follows as of December 31, 2018 (in millions): Year ending December 31, 2019 $ 61.6 2020 56.8 2021 48.4 2022 38.3 2023 29.8 2024 and thereafter 108.6 Total $ 343.5 For 2018 , 2017 and 2016 , rental expenses for operating and month-to-month leases, including contracted vehicle maintenance costs, were $80.6 million , $76.0 million and $66.8 million , respectively. Capital Leases As of December 31, 2018 and 2017 , the Company had approximately $29.4 million and $27.5 million , respectively, in capital lease obligations, related to warehouse facilities and other office and warehouse equipment with lease agreements expiring at various dates through 2032 , excluding renewal options. Future minimum lease payments under non-cancelable capital leases, as of December 31, 2018 , were as follows (in millions): Year ending December 31, 2019 $ 4.7 2020 4.3 2021 3.5 2022 3.4 2023 3.2 2024 and thereafter 18.9 Total 38.0 Less: interest (8.6 ) Present value of future minimum lease payments 29.4 Less: current portion (3.2 ) Non-current portion $ 26.2 Letters of Credit As of December 31, 2018 , the Company’s standby letters of credit issued under the Company’s Credit Facility were $16.7 million related primarily to casualty insurance. The majority of the standby letters of credit mature within one year . However, in the ordinary course of business, the Company will continue to renew or modify the terms of the letters of credit to support business requirements. The letters of credit are contingent liabilities, supported by the Company’s line of credit, and are not reflected on the consolidated balance sheets. Litigation |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company’s income tax provision consists of the following (in millions): Year Ended December 31, 2018 2017 2016 Current: Federal $ 10.6 $ (2.2 ) $ 21.4 State 3.7 0.9 3.1 Total current tax provision (benefit) 14.3 (1.3 ) 24.5 Deferred: Federal (0.5 ) (5.3 ) 6.7 State 0.1 1.4 0.8 Foreign 0.5 0.1 (0.7 ) Total deferred tax provision (benefit) 0.1 (3.8 ) 6.8 Total income tax provision (benefit) $ 14.4 $ (5.1 ) $ 31.3 A reconciliation of the statutory federal income tax rate to the Company’s effective income tax rate and income tax provision is as follows (in millions, except percentages): Year Ended December 31, 2018 2017 2016 Federal income tax provision at the statutory rate $ 12.6 21.0 % $ 9.9 35.0 % $ 29.9 35.0 % Increase (decrease) resulting from: State income taxes, net of federal benefit 2.6 4.3 1.6 5.7 2.9 3.4 Reduction in federal statutory rate (1) — — (14.6 ) (51.6 ) — — Decrease in unrecognized tax benefits (inclusive of related interest and penalty) — — (0.3 ) (1.0 ) (0.3 ) (0.4 ) Effect of foreign operations 0.5 0.8 0.1 0.4 (0.7 ) (0.8 ) Excess tax benefits from stock-based award payments (2) 0.2 0.3 (1.5 ) (5.3 ) — — Tax credits (0.7 ) (1.2 ) (0.4 ) (1.4 ) (0.6 ) (0.7 ) Adjustments of prior years’ estimates (0.5 ) (0.8 ) (0.4 ) (1.4 ) (0.5 ) (0.6 ) Other, net (0.3 ) (0.4 ) 0.5 1.6 0.6 0.7 Income tax provision (benefit) $ 14.4 24.0 % $ (5.1 ) (18.0 )% $ 31.3 36.6 % ______________________________________________ (1) As a result of the enactment of the TCJA, a $14.6 million net income tax benefit was recorded in the fourth quarter of 2017 due to a one-time revaluation of the Company’s net deferred tax liability. (2) As a result of the adoption of ASU 2016-09, the Company recognized an excess tax deficiency of approximately $0.2 million in 2018 , and an excess tax benefit of approximately $1.5 million in 2017 . A federal alternative minimum tax (“AMT”) of $6.9 million was payable upon the filing of the corporate income tax return for the 2017 tax year. The TCJA repealed the federal AMT for fiscal years beginning after December 31, 2017. Taxpayers with federal AMT carry-forwards from 2017 and prior years may claim a refund in future years equal to their AMT carry-forward even if no future tax liabilities exist. Therefore, the Company has treated the federal AMT amount as a receivable of current taxes. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The tax effects of significant temporary differences which comprise deferred tax assets and liabilities are as follows (in millions): December 31, 2018 2017 Deferred tax assets: Employee benefits, including post-retirement benefits $ 10.3 $ 9.1 Trade and other receivables 2.1 1.8 Self-insurance reserves 1.9 1.5 Rent expense 3.4 3.3 Other 0.9 0.5 Total deferred tax assets $ 18.6 $ 16.2 Deferred tax liabilities: Inventories $ 12.4 $ 12.1 Property and equipment 29.5 28.7 Goodwill and intangibles 2.6 1.3 Other 1.2 1.5 Total deferred tax liabilities $ 45.7 $ 43.6 Net deferred tax liabilities $ (27.1 ) $ (27.4 ) Tax jurisdiction: Net deferred (liability) asset (Canada) $ (0.4 ) $ 0.1 Net deferred liability (U.S.) $ (26.7 ) $ (27.5 ) At each balance sheet date, management assesses whether it is more likely than not that these deferred tax assets would not be realized. The Company had no valuation allowance at December 31, 2018 and 2017 . The Company had no unrecognized tax benefits related to federal, state and foreign taxes at December 31, 2018 and 2017. A reconciliation of the beginning and ending amounts of unrecognized tax benefits for 2018 , 2017 and 2016 is as follows (in millions): Year Ended December 31, 2018 2017 2016 Balance at beginning of year $ — $ 0.2 $ 0.4 Lapse of statute of limitations — (0.2 ) (0.2 ) Balance at end of year $ — $ — $ 0.2 The Company files U.S. federal, state and foreign income tax returns in jurisdictions with varying statutes of limitations. The 2015 to 2017 tax years remain subject to examination by federal and state tax authorities. The 2014 tax year is still open for certain state tax authorities. The 2010 to 2017 |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Dec. 31, 2018 | |
Retirement Benefits [Abstract] | |
Employee Benefit Plans | Employee Benefit Plans Pension Plans The Company sponsored a qualified defined-benefit pension plan and a post-retirement benefit plan (collectively, “the Pension Plans”). The Pension Plans were frozen on September 30, 1986 and since then there have been no new entrants to the Pension Plans. On September 14, 2016, the Board of Directors approved a motion to terminate the Company’s qualified defined-benefit pension plan. The Company settled all of its remaining pension liabilities through annuities purchased in December 2017. At such time, the Company recognized a non-cash pension termination settlement charge within the consolidated statements of operations related to unrecognized actuarial losses in AOCI of approximately $17.2 million . The Company made cash contributions of $4.9 million to fully fund the pension obligation prior to terminating in 2017. In December 2017, the Company completed the plan settlement with an annuity transfer to a third-party insurance company of $29.2 million . Settling the plan eliminates future cash contributions, lowers future expenses and eliminates the risk of rising Pension Benefit Guaranty Corporation (“PBGC”) premiums. The Company’s post-retirement benefit plan is not subject to ERISA. As a result, the post-retirement benefit plan is not required to be pre-funded, and accordingly, has no plan assets. Other post-retirement benefit costs charged to operations are estimated on the basis of annual valuations with the assistance of an independent actuary. Adjustments arising from plan amendments, and changes in assumptions and experience gains and losses, are amortized over the average remaining future service of active employees expected to receive benefits for the post-retirement benefit plan. The unfunded amount of liability recognized in the balance sheet related to the other post-retirement benefit plan was $2.2 million and $2.1 million , for the years ended December 31, 2018 and 2017, respectively. The net actuarial gain recognized in AOCI was $0.4 million and $0.9 million , for those same periods. Multi-employer Defined Benefit Plan The Company contributed $0.5 million for the years ended December 31, 2018 , 2017 , and 2016 , to multi-employer defined benefit plans under the terms of a collective-bargaining agreement that covers its union-represented employees. Savings Plans The Company maintains defined-contribution plans in the U.S., subject to Section 401(k) of the Internal Revenue Code, and in Canada, subject to the Income Tax Act. For the year ended December 31, 2018 , eligible U.S. employees could elect to contribute, on a tax-deferred basis, from 1% to 75% of their compensation to a maximum of $18,500 . Eligible U.S. employees over 50 years of age could also contribute an additional $6,000 on a tax-deferred basis. In Canada, employees can elect to contribute up to a maximum of CAD $26,230 . As of December 31, 2018 , the Company matches 50% of U.S. and Canada employee contributions up to 6% of base salary for a total maximum company contribution of 3% . Effective January 1, 2019, the maximum contribution available to employees in Canada increased to CAD $26,500 . For the years ended December 31, 2018 , 2017 and 2016 , the Company made matching payments of $5.6 million , $4.8 million and $3.9 million |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Dec. 31, 2018 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share The following table sets forth the computation of basic and diluted net earnings per share (dollars and shares in millions, except per share amounts): Year Ended December 31, 2018 2017 2016 Earnings Net income $ 45.5 $ 33.5 $ 54.2 Shares Weighted-average common shares outstanding (basic shares) 46.0 46.3 46.3 Adjustment for assumed dilution: Restricted stock units 0.1 0.1 0.1 Performance shares — — 0.1 Weighted-average shares assuming dilution (diluted shares) 46.1 46.4 46.5 Earnings per share Basic and diluted (1) $ 0.99 $ 0.72 $ 1.17 ______________________________________________ (1) |
Stock Incentive Plans
Stock Incentive Plans | 12 Months Ended |
Dec. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock Incentive Plans | Stock Incentive Plans 2010 Long-Term Incentive Plan On May 25, 2010, the Company’s stockholders approved the 2010 Long-Term Incentive Plan (“2010 LTIP”) which provides for the granting of awards of the Company’s common stock to officers, employees and non-employee directors. On May 20, 2014, the Company’s stockholders approved an amendment to the 2010 LTIP increasing the shares reserved for issuance by 1,800,000 shares of the Company’s common stock and reapproved the performance measures that may apply to awards granted thereunder. As of December 31, 2018 , the total number of shares available for issuance under the 2010 LTIP was 2,225,364 . The 2010 LTIP became effective on April 1, 2010 and awards may be made under the plan through March 31, 2020. The available awards under the 2010 LTIP include: stock appreciation rights, RSUs, other stock-based awards and performance shares. The 2010 LTIP limits awards to 200,000 shares to any one participant in any one year. The majority of awards issued under the 2010 LTIP through December 31, 2018 have been RSUs and performance shares, which generally vest over three years . The Company issues new shares upon vesting of RSUs and performance shares. Prior Long-Term Incentive Plan The 2007 Long-Term Incentive Plan (“2007 LTIP”) provided for the granting of stock options, RSUs and performance share awards of the Company’s common stock to officers, employees and non-employee directors. The majority of awards granted by the Company vested over a three -year period: one-third of the awards cliff-vested on the first anniversary of the vesting commencement date and the remaining awards vested in equal quarterly installments for the 2007 LTIP, over the two -year period following the first anniversary of the vesting commencement date. For option grants, the exercise price equaled the fair value of the Company’s common stock on the date of grant. Stock options expired seven years after the date of grant. RSUs do not have an expiration date. No further grants will be made under the 2007 LTIP. The following table summarizes the number of securities to be issued and remaining available for future issuance under all of the Company’s stock incentive plans as of December 31, 2018 : Number of securities to be issued upon exercise of outstanding options and vesting of RSUs Weighted-average exercise price of outstanding options and vesting of RSUs Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column 1) 2007 Long-Term Incentive Plan (1) 1,624 $ 0.01 — 2010 Long-Term Incentive Plan (2) 595,907 0.01 2,225,364 ______________________________________________ (1) Includes RSUs. (2) Includes RSUs and performance shares. The following table summarizes the activity for all stock options, RSUs and performance shares under all of the Long-Term Incentive Plans (“LTIPs”) for the year ended December 31, 2018 : December 31, 2017 Activity during 2018 December 31, 2018 Outstanding Granted Vested / Exercised Canceled/Forfeited Outstanding Exercisable Plans Securities Number Price Number Price Number Price Number Price Number Price Number Price 2007 LTIP RSUs 1,624 0.01 — — — — — — 1,624 0.01 1,624 0.01 2010 LTIP RSUs 249,302 0.01 358,712 (1) 0.01 (136,716 ) 0.01 (17,402 ) 0.01 453,896 0.01 — — Performance shares 38,919 0.01 193,006 (2) 0.01 (39,180 ) 0.01 (50,734 ) 0.01 142,011 0.01 — — Total 289,845 551,718 (175,896 ) (68,136 ) 597,531 1,624 ______________________________________________ Note: Price is weighted-average price per share. (1) Consists of non-performance RSUs. (2) In January 2018 , the Company awarded a maximum of 193,006 performance shares that would have been received if the highest level of performance was achieved. Subsequent to December 31, 2018, 141,406 performance shares were earned based upon 2018 performance criteria. The following table summarizes RSUs and performance shares that have vested and are expected to vest as of December 31, 2018 : December 31, 2018 Outstanding Weighted-Average Remaining Contractual Term (years) Aggregate Intrinsic Value (1) (dollars in thousands) Plans Securities Vested Expected to vest (2) Vested Expected to vest (2) Vested Expected to vest (2) 2007 LTIP RSUs 1,624 — — — $ 38 $ — 2010 LTIP RSUs — 438,373 — — — 10,188 Performance shares — 140,591 — — — 3,267 Total 1,624 578,964 $ 38 $ 13,455 ______________________________________________ (1) Aggregate intrinsic value is calculated based upon the difference between the exercise price of RSUs and the Company’s closing common stock price on December 31, 2018 of $23.25 , multiplied by the number of instruments that are vested or expected to vest. RSUs having exercise prices greater than the closing stock price noted above are excluded from this calculation. (2) RSUs and performance shares that are expected to vest are net of estimated future forfeitures. The following table summarizes the aggregate intrinsic value of awards vested and exercised (in millions): Year Ended December 31, 2018 2017 2016 Aggregate intrinsic value of awards vested and exercised: Stock options $ — $ — $ 1.3 RSUs 3.8 6.1 9.3 Performance shares 1.2 5.5 5.1 Assumptions Used for Fair Value The fair values for RSUs and performance shares, which are based on the fair market value of the Company’s stock at date of grant, are included below: Year Ended December 31, 2018 2017 2016 Weighted-average fair value per share of grants: RSUs $ 23.66 $ 38.37 $ 38.21 Performance shares (1) 23.78 N/A N/A ______________________________________________ ( 1) Of the 193,006 performance shares awarded in 2018 , 141,406 were earned based upon 2018 performance criteria. Stock-based Compensation Expense The Company recognized stock-based compensation expense of $8.2 million , $5.0 million and $6.1 million for the years ended December 31, 2018 , 2017 and 2016 , respectively. As of December 31, 2018 , total unrecognized compensation cost related to non-vested share-based compensation arrangements was $9.0 million , which is expected to be recognized over a weighted-average period of 1.7 |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2018 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders’ Equity Amendment to the Certificate of Incorporation On May 22, 2018, the Company’s stockholders approved an amendment to the Certificate of Incorporation increasing the total number of authorized shares of common stock to 150,000,000 from 100,000,000 . Dividends On October 19, 2011 , the Company announced the commencement of a quarterly dividend program. The Company’s intentions are to continue increasing its dividends per share over time; however, the payment of any future dividends will be determined by the Company’s Board of Directors in light of then existing conditions, including the Company’s earnings, financial condition and capital requirements, strategic alternatives, restrictions in financing agreements, business conditions and other factors. The Board of Directors approved the following cash dividends in 2018 (in millions, except per share data): Declaration Date Dividends Per Share Record Date Cash Payment Amount (1) Payment Date February 28, 2018 $0.10 March 12, 2018 $4.6 March 29, 2018 May 7, 2018 $0.10 May 24, 2018 $4.6 June 15, 2018 August 6, 2018 $0.10 August 28, 2018 $4.6 September 14, 2018 November 5, 2018 $0.11 November 20, 2018 $5.1 December 14, 2018 ______________________________________________ (1) Includes cash payments on declared dividends and payments made on RSUs vested subsequent to the payment date. The Company paid total dividends of $18.9 million , $17.2 million and $15.5 million in 2018 , 2017 and 2016 , respectively. Dividends declared and paid per common share were $0.41 , $0.37 and $0.33 in 2018 , 2017 and 2016 , respectively. On February 28, 2019 the Board of Directors declared a quarterly cash dividend of $0.11 per common share, which is payable on March 22, 2019 to shareholders of record as of close of business on March 12, 2019 . Repurchase of Common Stock In August 2017 , the Company’s Board of Directors authorized a $40 million stock repurchase program (the “Program”), replacing the Company’s prior stock repurchase program. The timing, price and volume of purchases under the Program are based on market conditions, cash and liquidity requirements, relevant securities laws and other factors. The Program may be discontinued or amended at any time. The Program has no expiration date and terminates when the amount authorized has been expended or the Board of Directors withdraws its authorization. As of December 31, 2018 , the Company had $22.4 million under the Program available for future share repurchases. The following table summarizes the Company’s stock repurchase activities (in millions, except share and per share data): Year Ended December 31, 2018 2017 2016 Number of shares repurchased 588,489 158,106 237,869 Average price per share $ 26.20 $ 28.11 $ 37.76 Total repurchase costs (1) $ 15.5 $ 4.4 $ 8.9 ______________________________________________ (1) |
Other Comprehensive (Loss) Inco
Other Comprehensive (Loss) Income | 12 Months Ended |
Dec. 31, 2018 | |
Equity [Abstract] | |
Other Comprehensive (Loss) Income | Other Comprehensive (Loss) Income The components of other comprehensive (loss) income (“OCI”) and the related tax effects were as follows (in millions): Year Ended December 31, 2018 2017 2016 Net Net Net Before Tax of Before Tax of Before Tax of Tax Effect Tax Tax Effect Tax Tax Effect Tax Defined benefit plan adjustments: Net actuarial (loss) gain during the year $ (0.4 ) $ 0.1 $ (0.3 ) $ 0.3 $ (0.1 ) $ 0.2 $ (1.6 ) $ 0.6 $ (1.0 ) Pension settlement reclassification — — — 17.2 (6.6 ) 10.6 1.3 (0.5 ) 0.8 Amortization of net actuarial gain included in net income 0.1 — 0.1 0.4 (0.2 ) 0.2 0.6 (0.2 ) 0.4 Net (loss) gain during the year (0.3 ) 0.1 (0.2 ) 17.9 (6.9 ) 11.0 0.3 (0.1 ) 0.2 Foreign currency translation (loss) gain (5.5 ) — (5.5 ) 1.1 — 1.1 1.9 — 1.9 Other comprehensive (loss) income $ (5.8 ) $ 0.1 $ (5.7 ) $ 19.0 $ (6.9 ) $ 12.1 $ 2.2 $ (0.1 ) $ 2.1 The following table provides a summary of the changes in AOCI for the years presented (in millions): Foreign Defined Currency Benefit Plan Translation Total Balance as of December 31, 2015 (10.6 ) (5.7 ) (16.3 ) Other comprehensive income 0.2 1.9 2.1 Balance as of December 31, 2016 (10.4 ) (3.8 ) (14.2 ) Other comprehensive income 11.0 1.1 12.1 Balance as of December 31, 2017 $ 0.6 $ (2.7 ) $ (2.1 ) Other comprehensive loss (0.2 ) (5.5 ) (5.7 ) Balance as of December 31, 2018 $ 0.4 $ (8.2 ) $ (7.8 ) |
Segment and Geographic Informat
Segment and Geographic Information | 12 Months Ended |
Dec. 31, 2018 | |
Segment Reporting [Abstract] | |
Segment and Geographic Information | Segment and Geographic Information The Company identifies its operating segments based primarily on the way the Chief Operating Decision Maker (“CODM”) evaluates performance and makes decisions. The President and Chief Executive Officer of the Company has been identified as the CODM. From the perspective of the CODM, the Company is engaged primarily in the business of distributing packaged consumer products to convenience retail stores in the U.S. and Canada (collectively “North America”), which consists of customers that have similar characteristics. Therefore, the Company has determined that it has two operating segments, U.S. and Canada, that aggregate to one reportable segment. Additionally, the Company presents its segment reporting information based on business operations for each of the two geographic areas in which it operates and also by major product category. Information about the Company’s business operations based on geographic areas is as follows (in millions): Year Ended December 31, 2018 2017 2016 Net sales: United States $ 14,844.4 $ 14,245.8 $ 13,133.0 Canada 1,494.0 1,396.6 1,356.4 Corporate (1) 56.9 45.2 40.0 Total $ 16,395.3 $ 15,687.6 $ 14,529.4 Income (loss) before income taxes: United States $ 89.7 $ 58.4 $ 90.7 Canada 7.9 8.2 6.4 Corporate (2) (37.7 ) (38.2 ) (11.6 ) Total $ 59.9 $ 28.4 $ 85.5 Interest expense, net (3) : United States $ 54.7 $ 47.1 $ 40.8 Canada 1.0 1.0 1.1 Corporate (4) (42.0 ) (37.1 ) (36.8 ) Total $ 13.7 $ 11.0 $ 5.1 Depreciation and amortization: United States $ 42.1 $ 37.5 $ 31.0 Canada 2.3 2.4 2.5 Corporate (5) 15.1 14.5 9.4 Total $ 59.5 $ 54.4 $ 42.9 Capital expenditures: United States $ 18.6 $ 46.7 $ 52.4 Canada 1.5 1.5 1.9 Total $ 20.1 $ 48.2 $ 54.3 _____________________________________________ (1) Consists primarily of external sales made by the Company’s consolidating warehouses, management service fee revenue, allowance for sales returns and certain other sales adjustments. (2) Consists primarily of expenses and other income, such as corporate incentives and salaries, LIFO expense, pension termination settlement, health care costs, insurance and workers’ compensation adjustments, elimination of overhead allocations and foreign exchange gains or losses. 2017 includes the recognition of $17.2 million of a pension termination settlement. (3) Includes $0.3 million , $0.3 million , and $0.2 million of interest income for 2018 , 2017 and 2016 , respectively. (4) Consists primarily of intercompany eliminations for interest. (5) Consists primarily of depreciation for the consolidation centers and amortization of intangible assets. The increase from 2016 to 2017 is primarily attributable to the additional amortization of intangible assets related to the Company’s acquisitions and software costs. Identifiable assets by geographic area are as follows (in millions): December 31, 2018 2017 (1) Identifiable assets: United States $ 1,528.6 $ 1,630.9 Canada 137.5 151.6 Total $ 1,666.1 $ 1,782.5 ______________________________________________ (1) Subsequent to the issuance of the financial statements for the year ended December 31 2017, the Company identified an error in the previously reported identifiable assets between United States and Canada as of December 31, 2017, which were previously reported as $1,510.5 million and $272.0 million , respectively. The Company has corrected the allocation of the prior period amounts in the table above. The correction was made in Q1 2018 and did not change previously reported total assets as of December 31, 2017. The net sales for the Company’s product categories are as follows (in millions): Year Ended December 31, 2018 2017 2016 Product Category Net Sales Net Sales Net Sales Cigarettes $ 10,974.5 $ 10,887.4 $ 10,335.7 Food 1,659.0 1,561.1 1,422.5 Fresh 474.2 436.3 389.8 Candy 992.0 833.4 620.0 Other tobacco products 1,387.2 1,272.3 1,133.8 Health, beauty & general 711.5 513.3 446.7 Beverages 191.0 183.4 176.5 Equipment/other 5.9 0.4 4.4 Total food/non-food products $ 5,420.8 $ 4,800.2 $ 4,193.7 Total net sales $ 16,395.3 $ 15,687.6 $ 14,529.4 |
Quarterly Financial Data (Unaud
Quarterly Financial Data (Unaudited) | 12 Months Ended |
Dec. 31, 2018 | |
Quarterly Financial Data [Abstract] | |
Quarterly Financial Data (Unaudited) | Quarterly Financial Data (Unaudited) The tables below provide the Company’s unaudited consolidated results of operations for each of the four quarters in 2018 and 2017 : Three Months Ended (in millions, except per share data) (1) December 31, September 30, June 30, March 31, 2018 2018 2018 2018 Net sales — Cigarettes (2) $ 2,719.7 $ 2,874.6 $ 2,842.7 $ 2,537.5 Net sales — Food/Non-food (2) 1,370.0 1,398.6 1,383.8 1,268.4 Net sales (2) 4,089.7 4,273.2 4,226.5 3,805.9 Cost of goods sold (3) 3,872.7 4,039.4 4,009.6 3,606.1 Gross profit 217.0 233.8 216.9 199.8 Warehousing and distribution expenses (3) 136.4 137.6 134.3 132.3 Selling, general and administrative expenses (4) 61.2 58.8 61.7 63.4 Amortization of intangible assets 2.4 2.5 2.6 2.5 Total operating expenses 200.0 198.9 198.6 198.2 Income from operations 17.0 34.9 18.3 1.6 Interest expense, net (3.1 ) (3.4 ) (3.4 ) (3.8 ) Foreign currency transaction gains (losses), net 1.3 (0.4 ) 0.5 0.4 Income (loss) before income taxes 15.2 31.1 15.4 (1.8 ) Income tax (provision) benefit (3.1 ) (7.4 ) (4.4 ) 0.5 Net income (loss) 12.1 23.7 11.0 (1.3 ) Basic net income (loss) per share $ 0.26 $ 0.52 $ 0.24 $ (0.03 ) Diluted net income (loss) per share $ 0.26 $ 0.51 $ 0.24 $ (0.03 ) Shares used to compute basic net income (loss) per share 45.7 45.9 46.0 46.2 Shares used to compute diluted net income (loss) per share 46.0 46.2 46.1 46.2 Excise taxes (2) $ 859.0 $ 920.7 $ 900.4 $ 811.3 Cigarette inventory holding gains (5) 3.1 5.9 3.5 7.1 Cigarette tax stamp inventory holding gain (6) — 7.4 — — LIFO expense 5.2 7.2 6.9 5.9 Depreciation and amortization 15.0 14.9 14.7 14.9 Stock-based compensation 1.8 2.0 2.5 1.9 Capital expenditures 5.2 5.7 2.3 6.9 ____________________________________________ (1) Totals may not agree with full year amounts due to rounding. (2) Excise taxes are included as a component of net sales and cost of goods sold. (3) Warehousing and distribution expenses are not included as a component of the Company’s cost of goods sold. This presentation may differ from that of other registrants. (4) SG&A expenses include business integration of transition costs of $2.7 million consisting of $0.3 million in Q1, $0.1 million in Q2, $0.9 million in Q3, and $1.4 million in Q4. (5) Cigarette inventory holding gains represent income related to cigarette inventories on hand at the time cigarette manufacturers increase their prices. Such increases are reflected in customer pricing for all subsequent sales, including sales of inventory on hand at the time of the increase. (6) Cigarette inventory tax stamp holding gains represent income related to cigarette tax stamps on hand at the time the price of tax stamp inventory increased. Three Months Ended (in millions, except per share data) (1) December 31, September 30, June 30, March 31, 2017 2017 2017 2017 Net sales — Cigarettes (2) $ 2,775.9 $ 2,958.6 $ 2,666.2 $ 2,486.7 Net sales — Food/Non-food (2) 1,296.1 1,352.1 1,134.5 1,017.5 Net sales (2) 4,072.0 4,310.7 3,800.7 3,504.2 Cost of goods sold (2) 3,862.6 4,088.5 3,614.6 3,330.2 Gross profit (3) 209.4 222.2 186.1 174.0 Warehousing and distribution expenses (4) 134.0 137.4 118.0 114.7 Selling, general and administrative expenses (5) 57.8 57.0 54.2 55.3 Amortization of intangible assets 2.5 2.4 1.8 1.8 Total operating expenses 194.3 196.8 174.0 171.8 Income from operations 15.1 25.4 12.1 2.2 Interest expense, net (3.3 ) (3.8 ) (2.0 ) (1.9 ) Foreign currency transaction (losses) gains, net (0.1 ) 0.2 1.1 0.6 Pension termination settlement (6) (17.2 ) — — — (Loss) income before income taxes (6) (5.5 ) 21.8 11.2 0.9 Income tax benefit (provision) (7) 16.3 (8.1 ) (4.3 ) 1.2 Net income 10.8 13.7 6.9 2.1 Basic net income per share (8) $ 0.23 $ 0.29 $ 0.15 $ 0.05 Diluted net income per share (8) $ 0.23 $ 0.29 $ 0.15 $ 0.05 Shares used to compute basic net income per share 46.2 46.3 46.3 46.3 Shares used to compute diluted net income per share 46.3 46.4 46.4 46.4 Excise taxes (2) $ 891.4 $ 961.6 $ 872.1 $ 737.5 Cigarette inventory holding gains (8) 2.0 6.6 0.9 6.6 LIFO expense 6.7 6.0 4.6 4.2 Depreciation and amortization 14.8 15.3 12.2 12.1 Stock-based compensation 1.5 1.2 1.2 1.1 Capital expenditures 4.2 13.2 17.1 13.7 ______________________________________________ (1) Totals may not agree with full year amounts due to rounding. (2) Excise taxes are included as a component of net sales and cost of goods sold. (3) In 2017, the Company received OTP tax refunds of $3.9 million related to prior years’ taxes, offset by $0.6 million of related expenses. (4) Warehousing and distribution expenses are not included as a component of the Company’s cost of goods sold. This presentation may differ from that of other registrants. (5) Selling, general and administrative (“SG&A”) expenses include acquisition related expenses and transaction costs of $1.8 million , related primarily to the addition of Farner-Bocken consisting of $0.1 million in Q4, $0.3 million in Q3, $0.8 million in Q2, and $0.6 million in Q1. (6) (Loss) income before income taxes in Q4 was impacted by a non-recurring pension termination settlement charge of $17.2 million . (7) The fourth quarter of 2017 included a $14.6 million net income tax benefit as a result of the impacts of the 2017 TCJA. See Note 10 for additional information. (8) |
Schedule II - Valuation and Qua
Schedule II - Valuation and Qualifying Accounts | 12 Months Ended |
Dec. 31, 2018 | |
SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract] | |
Schedule II - Valuation and Qualifying Accounts | SCHEDULE II-VALUATION AND QUALIFYING ACCOUNTS (In millions) Balance at Beginning of Period Charged to Costs and Expenses Deductions Charged to Other Accounts Balance at End of Period Year Ended December 31, 2018 Allowances for: Trade receivables $ 7.3 $ 3.6 $ (2.6 ) $ — $ 8.3 Inventory reserves 1.0 25.1 (24.5 ) — 1.6 $ 8.3 $ 28.7 $ (27.1 ) $ — $ 9.9 Year Ended December 31, 2017 Allowances for: Trade receivables $ 7.1 $ 1.1 $ (1.3 ) $ 0.4 $ 7.3 Inventory reserves 0.8 20.7 (20.5 ) — 1.0 $ 7.9 $ 21.8 $ (21.8 ) $ 0.4 $ 8.3 Year Ended December 31, 2016 Allowances for: Trade receivables $ 10.9 $ 2.0 $ (6.0 ) $ 0.2 $ 7.1 Inventory reserves 0.7 20.9 (20.8 ) — 0.8 $ 11.6 $ 22.9 $ (26.8 ) $ 0.2 $ 7.9 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Principles of Consolidation | The consolidated financial statements include Core-Mark and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in the consolidated financial statements. |
Use of Estimates | Use of EstimatesThe preparation of financial statements in accordance with accounting principles generally accepted in the U.S. (“U.S. GAAP”) requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The Company considers the allowance for doubtful accounts, claims liabilities and insurance recoverables, valuation of long-lived assets and goodwill and realizability of deferred income taxes to be those estimates which involve a higher degree of judgment and complexity. Actual results could differ from those estimates. |
Revenue Recognition | Revenue Recognition A contract with a customer exists when a customer invoice is generated. The Company considers each item on an invoice as an individual performance obligation. The Company recognizes revenue for each performance obligation when ordered items are delivered, control is transferred, and legal right of ownership passes to the customer. The Company includes fees charged to customers for shipping and handling activities in net sales and the related costs in cost of goods sold upon transfer of control of ordered products to a customer. Revenues are reported net of customer incentives, discounts and returns, including an allowance for estimated returns. The allowance for sales returns is calculated based on the Company’s returns experience, which has historically not been significant. The Company also earns management service fee revenue from operating third-party distribution centers belonging to certain customers. These revenues represented less than 1% of the Company’s total net sales for 2018 , 2017 and 2016 . Service fee revenue is recognized as earned on a monthly basis in accordance with the terms of the management service fee contracts and is included in net sales on the accompanying consolidated statements of operations. See Note 16 - Segment and Geographic Information for the disaggregation of net sales for each of the two geographic areas in which the Company operates and also by major product category. On May 28, 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers: (Topic 606) (“ASU 2014-09”), to supersede nearly all existing revenue recognition guidance under U.S. GAAP. The Company adopted this pronouncement using the modified retrospective method effective January 1, 2018. Pursuant to Topic 606, revenue is recognized when promised goods or services are transferred to customers in an amount that reflects the consideration that is expected to be received for those goods or services. The Company reviewed the following areas: (i) presentation of certain items, including excise taxes on a gross or net basis; (ii) deferral and amortization of contract fulfillment costs; (iii) recognition of contract assets and liabilities for certain contracts that are performed but not completed; and (iv) timing of recognition of variable consideration received from vendors and paid to customers. The adoption of this pronouncement did not have any material impacts related to the above-noted areas, nor any impact to opening retained earnings as of January 1, 2018. Additionally, there were no material impacts on the amount and timing of revenue recognized in the Company’s consolidated financial statements. Customers ’ Sales Incentives The Company provides consideration to customers, such as sales allowances or discounts to its customers on a regular basis. Under ASU 2014-09, these customers’ sales incentives are recorded as a reduction to net sales as each sales incentive is earned by the customer. Customer sales incentives include volume-based rebates that are accounted for as variable consideration. Additionally, the Company may provide allowances for the customers’ commitments to continue using Core-Mark as a supplier. These incentives are known as racking allowances and may be paid at the inception of the customer’s agreement or on a periodic basis. Allowances paid at the inception of the contract are deferred and amortized over the period of the distribution agreement as a reduction to sales. Vendor Rebates and Promotional Allowances Periodic payments from vendors in various forms including rebates, promotional allowances and volume discounts, are reflected in the carrying value of the related inventory when earned and in cost of goods sold when the related merchandise is sold. Up-front consideration received from vendors for purchase or other commitments is initially deferred and amortized ratably to cost of goods sold as the performance of the activities specified by the vendor is completed. Cooperative marketing incentives received from vendors to fund specific programs first offset the costs of the program, and to the extent the consideration exceeds the costs relating to the program, the excess funds are recorded as reductions to cost of goods sold. These amounts are recorded in the period the related promotional or merchandising programs are provided. Certain vendor incentive promotions require the Company to make assumptions and judgments regarding, for example, the likelihood of achieving market share levels or attaining specified levels of purchases. Vendor incentives are at the discretion of the Company’s vendors and can fluctuate due to changes in vendor strategies and market requirements. Vendor rebates and promotional allowances earned totaled $237.7 million , $231.9 million and $221.2 million in 2018 , 2017 and 2016 , respectively. Excise Taxes As part of the implementation of ASU 2014-09, the Company determined it is responsible for collecting and remitting state, local and provincial excise taxes on cigarettes and other tobacco products and will continue to present excise taxes as part of revenue and remittances as part of cost of goods sold. These excise taxes are a significant component of the Company’s net sales and cost of goods sold. In 2018 , 2017 and 2016 , approximately $3.5 billion , $3.5 billion and $3.0 billion , or 21% , 22% and 21% of the Company’s net sales, and approximately 22% , 23% and 22% of its cost of goods sold, respectively, represented excise taxes. Additionally, federal excise taxes are levied on manufacturers who pass these taxes on to the Company as a portion of the product costs. As a result, federal excise taxes are not a component of the Company’s excise taxes, but are reflected in the cost of inventory until products are sold. |
Stock-based Compensation | Stock-based Compensation The Company accounts for stock-based compensation expense related to restricted stock unit (“RSU”) awards and performance shares based on the grant-date fair value of the awards. For service based awards, the Company recognizes the expense using a straight-line method. For performance based awards, the Company recognizes the expense ratably based on the probable achievement of performance conditions. Stock-based compensation expense is included in selling, general and administrative expenses on the consolidated statements of operations. Stock-based compensation expense is calculated based on awards ultimately expected to vest and has been reduced for estimated forfeitures. The Company’s forfeiture experience since inception of its plans has been approximately 4% |
Pension and Other Post-retirement Benefit Costs | Pension and Other Post-retirement Benefit Costs On September 14, 2016, the Board of Directors approved a motion to terminate the Company’s qualified defined-benefit pension plan. In December 2017, the Company completed the settlement with an annuity transfer to a third-party insurance company, who will be responsible for all remaining payments to plan participants. At settlement, the Company recognized a non-cash charge in pension termination settlement expenses within the consolidated statements of operations related to unrecognized actuarial losses in accumulated other comprehensive income (“AOCI”) of approximately $17.2 million (see Note 11 - Employee Benefit Plans ) . |
Income Taxes | Income Taxes Income taxes are accounted for using the asset and liability method. Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities, their respective tax bases, and operating loss and tax credit carry-forwards. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Deferred tax assets are reduced by a valuation allowance when the Company does not consider it more likely than not that some portion or all of the deferred tax assets will be realized. |
Earnings Per Share | Earnings Per ShareBasic earnings per share is calculated by dividing net income by the weighted-average number of shares outstanding during each period, excluding unvested RSUs and performance shares. Diluted earnings per share is calculated by dividing net income by weighted-average shares outstanding including common stock equivalents. Common stock equivalents include RSUs and performance-based share awards, if the impact of the individual awards is dilutive, using the treasury stock method |
Cash, Cash Equivalents, Restricted Cash and Book Overdrafts | Cash, Cash Equivalents, Restricted Cash and Book Overdrafts Cash and cash equivalents include cash, money market funds and highly liquid investments with original maturities of three months or less. The Company had book overdrafts of $49.4 million and $45.3 million at December 31, 2018 and 2017 , respectively. Book overdrafts consist primarily of outstanding checks in excess of cash on hand in the corresponding bank accounts at the end of the period. The Company’s policy has been to fund these outstanding checks as they clear with cash held on deposit with other financial institutions or with borrowings under the Company’s revolving credit facility. The Company has presented its cash balances in the consolidated balance sheets net of book overdrafts. |
Accounts Receivable and Allowance for Doubtful Accounts and Other Receivables | Accounts Receivable and Allowance for Doubtful Accounts Accounts receivable consists of trade receivables from customers. The Company evaluates the collectability of accounts receivable and determines the appropriate allowance for doubtful accounts based on historical experience and a review of specific customer accounts. Account balances are charged against the allowance when collection efforts have been exhausted and the receivable is deemed uncollectible (see Note 4 - Other Consolidated Balance Sheet Accounts Detail ). Other Receivables |
Inventories | Inventories Inventories consist of finished goods, including cigarettes and other tobacco products, food and other consumable products held for re-sale and are valued at the lower of cost or market. In the Company’s U.S. divisions, cost is determined primarily on a last-in, first-out (“LIFO”) basis. The Company uses the link-chain dollar value LIFO method. The inventory price index computation (“IPIC”) is used to calculate LIFO inflation indices, for which the LIFO inflation source is the producer price indices (“PPI”) published by the U.S. Bureau of Labor Statistics (“BLS”). The Company uses the IPIC pooling method, for which LIFO pools are established for each PPI in accordance with current regulations. When the Company is aware of material price increases or decreases from manufacturers, the Company estimates the PPI for the respective period if it determines the price increase is not fully reflected in the PPI in order to more accurately reflect inflation rates. Under the LIFO method, current costs of goods sold are matched against current sales. Inventories in the Company’s Canadian divisions are valued on a first-in, first-out (“FIFO”) basis, as LIFO is not a permitted inventory valuation method in Canada. Approximately 87% and 86% of the Company’s inventory was valued on a LIFO basis at December 31, 2018 and 2017 |
Fair Value Measurements | Fair Value Measurements The Company’s financial assets and liabilities are recognized or disclosed at fair value in the financial statements on a recurring basis. The carrying amount of cash equivalents, trade accounts receivable, other receivables, trade accounts payable, cigarette and tobacco taxes payable and other accrued liabilities approximates fair value because of the short maturity of these financial instruments. The carrying amount of the Company’s variable rate debt approximates fair value. The Company calculates the fair value of certain assets related to acquisitions and impairment evaluations using a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value and gives precedence to observable inputs in determining fair value. An instrument’s level within the hierarchy is based on the lowest level of any significant input to the fair value measurement. The following levels were established for each input: • Level 1 - Quoted prices in active markets for identical assets or liabilities. • Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data. • |
Business Combinations | Business CombinationsThe Company accounts for all business combinations using the acquisition method of accounting, which allocates the fair value of the purchase consideration to the tangible and intangible assets acquired and liabilities assumed based on their estimated fair values. The excess of the purchase consideration over the fair values of these identifiable assets and liabilities is recorded as goodwill. When determining the fair values of assets acquired and liabilities assumed, management makes significant estimates and assumptions. Management may further adjust the acquisition date fair values for a period of up to one year from the date of acquisition. Acquisition-related expenses and transaction costs associated with business combinations are expensed as incurred |
Property and Equipment | Property and Equipment Property and equipment are recorded at cost, net of accumulated depreciation and amortization. Depreciation and amortization on new purchases is computed using the straight-line method over the assets’ estimated useful lives. Leasehold improvements are amortized using the straight-line method over the shorter of the estimated useful life of the property or the term of the lease, including available renewal option terms if it is reasonably assured that those options will be exercised. Upon retirement or sale, the cost and related accumulated depreciation of the assets are removed and any related gain or loss is reflected in the consolidated statements of operations. Maintenance and repairs are charged to expense as incurred (see Note 6 - Property and Equipment, Net ). The Company uses the following depreciable lives for its property and equipment: Useful Life in Years Office furniture and equipment 3-10 Delivery equipment 4-10 Warehouse equipment 5-15 Leasehold improvements 3-25 Buildings 15-25 |
Other Long-lived Assets | Other Long-lived Assets Intangible assets with definite lives are generally amortized on a straight-line basis over the following lives: Useful Life in Years Customer relationships 9-15 Non-competition agreements 1-5 Trade names 1-2 Internally developed and other purchased software 3-7 |
Impairment or Disposal of Long-Lived Assets, Including Intangible Assets, Policy | The Company reviews its long-lived assets for indicators of impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. An impairment of long-lived assets exists when the carrying amount of a long-lived asset, or asset group, exceeds its fair value, and impairment losses are recorded when the carrying amount of the impaired asset is not recoverable. Recoverability is determined by comparing the carrying amount of the asset (or asset group) to the undiscounted cash flows which are expected to be generated from its use, a Level 3 measurement under the fair value hierarchy. The Company has determined that it has five asset groupings based on a review of its assets and liabilities at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities. During 2018 , 2017 and 2016 |
Goodwill | Goodwill Goodwill represents the excess of cost over the fair value of net assets acquired in a business combination. Goodwill is not amortized. |
Computer Software Developed or Obtained for Internal Use | Computer Software Developed or Obtained for Internal Use The Company accounts for computer software systems, namely SAP Enterprise Resource Planning modules, the Company’s proprietary Distribution Center Management System (“DCMS”), and software purchased from third-party vendors, using certain criteria under which costs associated with this software are either expensed or capitalized and amortized over periods from three to seven years |
Claims Liabilities and Insurance Recoverables | Claims Liabilities and Insurance Recoverables The Company maintains reserves related to workers’ compensation, auto, general, and health and welfare liability programs that are principally self-insured. The Company currently has a per-claim deductible of $500,000 for its workers’ compensation, auto and general liability self-insurance programs and a per-person annual claim deductible of $400,000 for its health and welfare program. The Company purchases insurance to cover the claims that exceed the deductible up to policy limits. Self-insured reserves are for pending or future claims that fall outside the policy and reserves include an estimate of expected settlements on pending claims and a provision for claims incurred but not reported. Estimates for workers’ compensation, auto and general liability insurance are based on the Company’s assessment of potential liability using an annual actuarial analysis of available information with respect to pending claims, historical experience and current cost trends. Reserves for claims under these programs are included in accrued liabilities (current portion) and claims liabilities, net of current portion on the accompanying consolidated balance sheets. |
Foreign Currency Translation | Foreign Currency TranslationThe operating assets and liabilities of the Company’s Canadian operations, whose functional currency is the Canadian dollar, are translated to U.S. dollars at exchange rates in effect at period-end. Translation gains and losses are recorded in AOCI as a component of stockholders’ equity. Revenue and expenses from Canadian operations are translated using the monthly average exchange rates in effect during the period in which the transactions occur. The Company also recognizes gains or losses on foreign currency exchange transactions between its Canadian and U.S. operations, net of applicable income taxes, in the consolidated statements of operations. The Company currently does not hedge Canadian foreign currency cash flows. |
Risks and Concentrations | Risks and Concentrations Financial instruments, which potentially subject the Company to concentrations of credit risk, consist principally of cash investments, accounts receivable and other receivables. The Company places its cash and cash equivalents in short-term instruments with high quality financial institutions and limits the amount of credit exposure in any one financial instrument. |
Adoption of Accounting Pronouncements and Recent Accounting Standards or Updates Not Yet Effective | Adoption of Accounting Pronouncements On March 10, 2017, the FASB issued ASU No. 2017-07, Compensation - Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Benefit Cost . The Company adopted this pronouncement effective January 1, 2018. The new guidance requires employers that sponsor defined benefit pension and other post retirement plans to present the service cost component of net benefit cost in the same income statement line item as other employee compensation costs arising from services rendered. The other components of the net periodic benefit cost must be presented separately from the line item that includes the service cost component and outside of the subtotal for income from operations. Service cost continues to be recognized in the Company’s consolidated statements of operations within selling, general and administrative expenses. This change had no impact on consolidated net income. The reclassification of other components of net periodic benefit costs were not material for the Company with the exception of the non-cash pension termination settlement during the fourth quarter of 2017 related to the termination of the defined-benefit pension plan. The 2017 pension termination settlement has been reclassified from selling, general and administrative expenses to a new financial statement line item: pension termination settlement. On February 14, 2018, the FASB issued ASU No. 2018-02, Income Statement - Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income (“ASU 2018-02”). ASU 2018-02 addresses the income tax accounting treatment of the stranded tax effects within AOCI due to the newly enacted federal corporate tax rate included in the 2017 Tax Cuts and Jobs Act (“TCJA”). The Company adopted this pronouncement on a prospective basis effective January 1, 2018 and it did not have a material impact for the Company. Additionally, ASU 2018-02 requires disclosure of the Company’s existing policy of releasing income tax effects from AOCI as individual items are adjusted. Recent Accounting Standards or Updates Not Yet Effective On February 25, 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) (“ASU 2016-02”), which supersedes existing lease guidance, and is effective for annual periods beginning after December 15, 2018. The most significant among the changes in ASU 2016-02 is the recognition of right-of-use (“ROU”) assets and corresponding lease liabilities for leases classified as operating leases under current GAAP, while the accounting for capital leases remains substantially unchanged. In accordance with an accounting policy election under ASU 2016-02, the Company will not recognize assets or liabilities for leases with an initial term of 12 months or less; these short-term lease payments will be recognized in the consolidated statements of operations on a straight-line basis over the lease term. While ASU 2016-02 will have a material impact on the Company’s consolidated balance sheets, we do not expect it to have a material impact on our consolidated statement of operations and cash flows, and it will have no impact on the Company’s debt-covenant compliance under the current revolving credit facility. In preparation for the adoption of the new standard, the Company has implemented internal controls and new lease software to assist with future reporting. The Company will elect the package of practical expedients within ASU 2016-02 that allows an entity to not reassess prior to the effective date (i) whether any expired or existing contracts are or contain leases, (ii) the lease classification for any expired or existing leases, or (iii) initial direct costs for any existing leases. The Company will also elect the practical expedient to combine lease and nonlease components for all asset classes. On July 30, 2018, the FASB issued ASU No. 2018-11, Leases (Topic 842): Targeted Improvements , which allows for an additional transition method to apply ASU 2016-02 prospectively at adoption date rather than at the earliest period presented. Accordingly, the Company will elect the optional transition method, which allows for a cumulative-effect adjustment to retained earnings in the period of adoption and the Company will not restate prior periods. The Company estimates adoption of these lease standards will result in recognition of additional net lease assets of approximately $220 million to $230 million and lease liabilities of $235 million to $245 million , as of January 1, 2019, with the difference between these amounts recorded as an adjustment to retained earnings. The lease liability will be equal to the present value of the remaining lease payments while the ROU asset will be similarly calculated and then adjusted for initial direct costs. On January 26, 2017, the FASB issued ASU No. 2017-04, Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment (“ASU 2017-04”). The new guidance simplifies the subsequent measurement of goodwill by eliminating Step 2 from the goodwill impairment test. ASU 2017-04 requires goodwill impairment to be measured as the amount by which a reporting unit’s carrying amount exceeds its fair value, not to exceed the carrying amount of its goodwill. ASU 2017-04 requires prospective application and is effective for annual periods beginning after December 15, 2019. ASU 2017-04 will require the Company to amend its methodology for determining any goodwill impairment beginning in 2020. On August 28, 2018, the FASB issued ASU No. 2018-14, Compensation - Retirement Benefits - Defined Benefit Plans - General (Topic 715-20): Disclosure Framework - Changes to the Disclosure Requirements for Defined Benefit Plans (“ASU 2018-14”). The new guidance removes disclosures that are no longer considered cost beneficial, clarifies the specific requirements of disclosures and adds disclosure requirements identified as relevant for defined benefit pension and other post-retirement benefit plans. ASU 2018-14 requires retrospective application and is effective for annual periods beginning after December 15, 2020, |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Reconciliation of Cash, Cash Equivalents and Restricted Cash | The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the consolidated balance sheets that sum to the total of the same such amounts shown in the consolidated statements of cash flows (in millions): December 31, 2018 2017 2016 Cash and cash equivalents $ 27.3 $ 41.6 $ 26.4 Restricted cash — — 15.3 Total cash, cash equivalents and restricted cash flows in the consolidated statements of cash flows $ 27.3 $ 41.6 $ 41.7 |
Property and Equipment, Useful Life | The Company uses the following depreciable lives for its property and equipment: Useful Life in Years Office furniture and equipment 3-10 Delivery equipment 4-10 Warehouse equipment 5-15 Leasehold improvements 3-25 Buildings 15-25 December 31, 2018 2017 Delivery, warehouse and office equipment (1) $ 355.0 $ 344.8 Leasehold improvements 86.4 82.2 Land and buildings (2) 50.0 49.5 Construction in progress 0.4 0.5 491.8 477.0 Less: Accumulated depreciation and amortization (262.8 ) (228.0 ) Total property and equipment, net $ 229.0 $ 249.0 ______________________________________________ (1) Includes equipment capital leases of $19.7 million for 2018 and $14.2 million for 2017 . (2) Includes warehouse capital leases of $20.6 million for 2018 and 2017 |
Intangible Assets with Definite Lives, Useful Life | Intangible assets with definite lives are generally amortized on a straight-line basis over the following lives: Useful Life in Years Customer relationships 9-15 Non-competition agreements 1-5 Trade names 1-2 Internally developed and other purchased software 3-7 December 31, 2018 and 2017 are as follows (in millions): December 31, 2018 December 31, 2017 Gross Net Gross Net Carrying Accumulated Carrying Carrying Accumulated Carrying Amount Amortization Amount Amount Amortization Amount Customer relationships $ 48.0 $ (16.2 ) $ 31.8 $ 48.0 $ (12.3 ) $ 35.7 Non-competition agreements 5.0 (4.0 ) 1.0 5.1 (3.6 ) 1.5 Trade names 3.8 (3.1 ) 0.7 3.8 (1.5 ) 2.3 Favorable lease terms — — — 0.1 (0.1 ) — Internally developed and other purchased software 36.0 (18.4 ) 17.6 36.5 (16.9 ) 19.6 Total other intangible assets $ 92.8 $ (41.7 ) $ 51.1 $ 93.5 $ (34.4 ) $ 59.1 |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Business Combinations [Abstract] | |
Schedule of Assets Acquired and Liabilities Assumed | The following table presents the assets acquired and liabilities assumed, based on their fair values and purchase consideration as of the acquisition date (in millions): July 10, 2017 Accounts receivable $ 43.2 Inventories 35.5 Deposits and prepayments 10.2 Other receivables 0.4 Property and equipment 43.1 Goodwill (tax deductible) 36.8 Other intangible assets 22.6 Less: Capital lease liability (15.8 ) Less: Accrued liabilities (2.0 ) Total consideration $ 174.0 |
Schedule of Intangible Assets Acquired | Based on the valuation, intangible assets acquired include the following (in millions, except useful life data): Fair Value Useful Life in Years Customer relationships $ 19.7 9-11 Non-competition agreements 0.1 4-6 Trade names 2.8 1-2 Total other intangible assets $ 22.6 |
Schedule of Pro Forma Information | The following unaudited pro forma information presents the combined results of operations as if the asset acquisition of Farner-Bocken had occurred as of January 1, 2016, giving effect on a pro forma basis to purchase accounting adjustments such as depreciation of property and equipment, amortization of intangible assets, and acquisition-related costs. The pro forma data is for informational purposes only and may not necessarily reflect the actual results of operations had the assets of Farner-Bocken been operated as part of the Company since January 1, 2016. Furthermore, the pro forma results do not intend to project the future results of operations of the Company (in millions, except per share amounts): (Unaudited) Year Ended December 31, 2017 (1) 2016 (1) Pro forma Pro forma Net sales $ 16,427.9 $ 15,973.6 Net income 38.1 63.6 Basic and diluted earnings per share 0.82 1.37 __________________________________________________ (1) |
Other Consolidated Balance Sh_2
Other Consolidated Balance Sheet Accounts Detail (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Changes in Allowance for Doubtful Accounts | The changes in the allowance for doubtful accounts due from customers consist of the following (in millions): Year Ended December 31, 2018 2017 2016 Balance, beginning of year $ 7.3 $ 7.1 $ 10.9 Net additions charged to operations (1) 3.6 1.1 2.0 Less: Write-offs and adjustments (2.6 ) (0.9 ) (5.8 ) Balance, end of year $ 8.3 $ 7.3 $ 7.1 ______________________________________________ (1) |
Schedule of Other Receivables, Net | Other receivables, net consist of the following (in millions): December 31, 2018 2017 Vendor receivables, net $ 72.7 $ 74.6 Insurance recoverables, current 2.2 1.7 Other miscellaneous receivables (1) 14.5 18.1 Total other receivables, net $ 89.4 $ 94.4 ______________________________________________ (1) |
Schedule of Deposits and Prepayments | Deposits and prepayments consist of the following (in millions): December 31, 2018 2017 Vendor prepayments $ 45.4 $ 49.8 Prepaid taxes 3.6 28.2 Deposits (1) 7.8 7.6 Racking allowances, current 6.4 6.1 Other prepayments (2) 15.6 16.3 Total deposits and prepayments $ 78.8 $ 108.0 ______________________________________________ (1) Deposits include amounts related primarily to cigarette stamps and workers’ compensation claims. (2) |
Schedule of Other Non-Current Assets, Net | Other non-current assets, net of current portion, consist of the following (in millions): December 31, 2018 2017 Insurance recoverables $ 11.3 $ 10.4 Racking allowances, net 6.7 7.5 Insurance deposits 3.5 3.3 Debt issuance costs 1.8 2.6 Other assets 1.9 2.4 Total other non-current assets, net $ 25.2 $ 26.2 |
Schedule of Accrued Liabilities | Accrued liabilities consist of the following (in millions): December 31, 2018 2017 Accrued payroll and other benefits (1) $ 40.9 $ 31.8 Accrued customer incentives payable 34.0 39.2 Claims liabilities, current 16.4 15.0 Indirect taxes 7.2 8.4 Vendor advances 3.0 3.3 Other accrued expenses (2) 32.5 27.1 Total accrued liabilities $ 134.0 $ 124.8 ______________________________________________ (1) The Company’s accrued payroll and other benefits include accruals for vacation, bonuses, wages, 401(k) benefit matching and the current portion of post-retirement benefit obligations. (2) |
Inventories, Net (Tables)
Inventories, Net (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | Inventories consist of the following (in millions): December 31, 2018 2017 Inventories at FIFO, net of reserves $ 866.1 $ 841.0 Less: LIFO reserve (177.1 ) (151.9 ) Total inventories, net of reserves $ 689.0 $ 689.1 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | The Company uses the following depreciable lives for its property and equipment: Useful Life in Years Office furniture and equipment 3-10 Delivery equipment 4-10 Warehouse equipment 5-15 Leasehold improvements 3-25 Buildings 15-25 December 31, 2018 2017 Delivery, warehouse and office equipment (1) $ 355.0 $ 344.8 Leasehold improvements 86.4 82.2 Land and buildings (2) 50.0 49.5 Construction in progress 0.4 0.5 491.8 477.0 Less: Accumulated depreciation and amortization (262.8 ) (228.0 ) Total property and equipment, net $ 229.0 $ 249.0 ______________________________________________ (1) Includes equipment capital leases of $19.7 million for 2018 and $14.2 million for 2017 . (2) Includes warehouse capital leases of $20.6 million for 2018 and 2017 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets, Net (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | The carrying amount of goodwill during 2018 and 2017 were as follows (in millions): Year Ended December 31, 2018 2017 Goodwill, beginning of year $ 72.8 $ 36.0 Farner-Bocken acquisition — 36.8 Goodwill, end of year $ 72.8 $ 72.8 |
Schedule of Finite-Lived Intangible Assets | Intangible assets with definite lives are generally amortized on a straight-line basis over the following lives: Useful Life in Years Customer relationships 9-15 Non-competition agreements 1-5 Trade names 1-2 Internally developed and other purchased software 3-7 December 31, 2018 and 2017 are as follows (in millions): December 31, 2018 December 31, 2017 Gross Net Gross Net Carrying Accumulated Carrying Carrying Accumulated Carrying Amount Amortization Amount Amount Amortization Amount Customer relationships $ 48.0 $ (16.2 ) $ 31.8 $ 48.0 $ (12.3 ) $ 35.7 Non-competition agreements 5.0 (4.0 ) 1.0 5.1 (3.6 ) 1.5 Trade names 3.8 (3.1 ) 0.7 3.8 (1.5 ) 2.3 Favorable lease terms — — — 0.1 (0.1 ) — Internally developed and other purchased software 36.0 (18.4 ) 17.6 36.5 (16.9 ) 19.6 Total other intangible assets $ 92.8 $ (41.7 ) $ 51.1 $ 93.5 $ (34.4 ) $ 59.1 |
Schedule of Expected Amortization Expense | Estimated future amortization expense for intangible assets is as follows (in millions): Year ending December 31, 2019 $ 9.4 2020 8.4 2021 7.8 2022 7.3 2023 4.9 2024 and thereafter 13.3 Total $ 51.1 |
Long-term Debt (Tables)
Long-term Debt (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | Total long-term debt consists of the following (in millions): December 31, 2018 2017 Amounts borrowed (Credit Facility) $ 320.0 $ 488.2 Obligations under capital leases (Note 9) 26.2 24.7 Total long-term debt $ 346.2 $ 512.9 December 31, 2018 2017 Amounts borrowed, net $ 320.0 $ 488.2 Outstanding letters of credit 16.7 14.2 Amounts available to borrow (1) 328.9 152.1 Average borrowings 336.8 342.4 Range of borrowings 175.0 - 575.0 165.0 - 605.0 Unamortized debt issuance costs 2.5 3.3 Weighted-average interest rate (2) 3.1 % 2.4 % ______________________________________________ (1) Excluding expansion feature of $200.0 million . (2) Calculated based on the daily cost of borrowing, reflecting a blend of prime and LIBOR rates. Long-term debt fees and charges were as follows (in millions): December 31, 2018 2017 2016 Unused credit facility and letter of credit participation (1) $ 1.2 $ 1.0 $ 0.7 Charges related to amortization of debt issuance costs (1) 0.8 0.8 0.5 ______________________________________________ (1) |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Rental Payments for Operating Leases | Future minimum rental payments under non-cancelable operating leases (with initial or remaining lease terms in excess of one year and excluding contracted vehicle maintenance costs) were as follows as of December 31, 2018 (in millions): Year ending December 31, 2019 $ 61.6 2020 56.8 2021 48.4 2022 38.3 2023 29.8 2024 and thereafter 108.6 Total $ 343.5 |
Schedule of Future Minimum Lease Payments for Capital Leases | Future minimum lease payments under non-cancelable capital leases, as of December 31, 2018 , were as follows (in millions): Year ending December 31, 2019 $ 4.7 2020 4.3 2021 3.5 2022 3.4 2023 3.2 2024 and thereafter 18.9 Total 38.0 Less: interest (8.6 ) Present value of future minimum lease payments 29.4 Less: current portion (3.2 ) Non-current portion $ 26.2 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) | The Company’s income tax provision consists of the following (in millions): Year Ended December 31, 2018 2017 2016 Current: Federal $ 10.6 $ (2.2 ) $ 21.4 State 3.7 0.9 3.1 Total current tax provision (benefit) 14.3 (1.3 ) 24.5 Deferred: Federal (0.5 ) (5.3 ) 6.7 State 0.1 1.4 0.8 Foreign 0.5 0.1 (0.7 ) Total deferred tax provision (benefit) 0.1 (3.8 ) 6.8 Total income tax provision (benefit) $ 14.4 $ (5.1 ) $ 31.3 |
Schedule of Effective Income Tax Rate Reconciliation | A reconciliation of the statutory federal income tax rate to the Company’s effective income tax rate and income tax provision is as follows (in millions, except percentages): Year Ended December 31, 2018 2017 2016 Federal income tax provision at the statutory rate $ 12.6 21.0 % $ 9.9 35.0 % $ 29.9 35.0 % Increase (decrease) resulting from: State income taxes, net of federal benefit 2.6 4.3 1.6 5.7 2.9 3.4 Reduction in federal statutory rate (1) — — (14.6 ) (51.6 ) — — Decrease in unrecognized tax benefits (inclusive of related interest and penalty) — — (0.3 ) (1.0 ) (0.3 ) (0.4 ) Effect of foreign operations 0.5 0.8 0.1 0.4 (0.7 ) (0.8 ) Excess tax benefits from stock-based award payments (2) 0.2 0.3 (1.5 ) (5.3 ) — — Tax credits (0.7 ) (1.2 ) (0.4 ) (1.4 ) (0.6 ) (0.7 ) Adjustments of prior years’ estimates (0.5 ) (0.8 ) (0.4 ) (1.4 ) (0.5 ) (0.6 ) Other, net (0.3 ) (0.4 ) 0.5 1.6 0.6 0.7 Income tax provision (benefit) $ 14.4 24.0 % $ (5.1 ) (18.0 )% $ 31.3 36.6 % ______________________________________________ (1) As a result of the enactment of the TCJA, a $14.6 million net income tax benefit was recorded in the fourth quarter of 2017 due to a one-time revaluation of the Company’s net deferred tax liability. (2) As a result of the adoption of ASU 2016-09, the Company recognized an excess tax deficiency of approximately $0.2 million in 2018 , and an excess tax benefit of approximately $1.5 million in 2017 |
Schedule of Deferred Tax Assets and Liabilities | The tax effects of significant temporary differences which comprise deferred tax assets and liabilities are as follows (in millions): December 31, 2018 2017 Deferred tax assets: Employee benefits, including post-retirement benefits $ 10.3 $ 9.1 Trade and other receivables 2.1 1.8 Self-insurance reserves 1.9 1.5 Rent expense 3.4 3.3 Other 0.9 0.5 Total deferred tax assets $ 18.6 $ 16.2 Deferred tax liabilities: Inventories $ 12.4 $ 12.1 Property and equipment 29.5 28.7 Goodwill and intangibles 2.6 1.3 Other 1.2 1.5 Total deferred tax liabilities $ 45.7 $ 43.6 Net deferred tax liabilities $ (27.1 ) $ (27.4 ) Tax jurisdiction: Net deferred (liability) asset (Canada) $ (0.4 ) $ 0.1 Net deferred liability (U.S.) $ (26.7 ) $ (27.5 ) |
Schedule of Unrecognized Tax Benefits Roll Forward | A reconciliation of the beginning and ending amounts of unrecognized tax benefits for 2018 , 2017 and 2016 is as follows (in millions): Year Ended December 31, 2018 2017 2016 Balance at beginning of year $ — $ 0.2 $ 0.4 Lapse of statute of limitations — (0.2 ) (0.2 ) Balance at end of year $ — $ — $ 0.2 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table sets forth the computation of basic and diluted net earnings per share (dollars and shares in millions, except per share amounts): Year Ended December 31, 2018 2017 2016 Earnings Net income $ 45.5 $ 33.5 $ 54.2 Shares Weighted-average common shares outstanding (basic shares) 46.0 46.3 46.3 Adjustment for assumed dilution: Restricted stock units 0.1 0.1 0.1 Performance shares — — 0.1 Weighted-average shares assuming dilution (diluted shares) 46.1 46.4 46.5 Earnings per share Basic and diluted (1) $ 0.99 $ 0.72 $ 1.17 ______________________________________________ (1) |
Stock Incentive Plans (Tables)
Stock Incentive Plans (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of Securities To Be Issued and Remaining Available For Future Issuance | The following table summarizes the number of securities to be issued and remaining available for future issuance under all of the Company’s stock incentive plans as of December 31, 2018 : Number of securities to be issued upon exercise of outstanding options and vesting of RSUs Weighted-average exercise price of outstanding options and vesting of RSUs Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column 1) 2007 Long-Term Incentive Plan (1) 1,624 $ 0.01 — 2010 Long-Term Incentive Plan (2) 595,907 0.01 2,225,364 ______________________________________________ (1) Includes RSUs. (2) |
Schedule of Share-based Compensation, Activity | The following table summarizes the aggregate intrinsic value of awards vested and exercised (in millions): Year Ended December 31, 2018 2017 2016 Aggregate intrinsic value of awards vested and exercised: Stock options $ — $ — $ 1.3 RSUs 3.8 6.1 9.3 Performance shares 1.2 5.5 5.1 Assumptions Used for Fair Value The fair values for RSUs and performance shares, which are based on the fair market value of the Company’s stock at date of grant, are included below: Year Ended December 31, 2018 2017 2016 Weighted-average fair value per share of grants: RSUs $ 23.66 $ 38.37 $ 38.21 Performance shares (1) 23.78 N/A N/A ______________________________________________ ( 1) Of the 193,006 performance shares awarded in 2018 , 141,406 were earned based upon 2018 December 31, 2018 : December 31, 2017 Activity during 2018 December 31, 2018 Outstanding Granted Vested / Exercised Canceled/Forfeited Outstanding Exercisable Plans Securities Number Price Number Price Number Price Number Price Number Price Number Price 2007 LTIP RSUs 1,624 0.01 — — — — — — 1,624 0.01 1,624 0.01 2010 LTIP RSUs 249,302 0.01 358,712 (1) 0.01 (136,716 ) 0.01 (17,402 ) 0.01 453,896 0.01 — — Performance shares 38,919 0.01 193,006 (2) 0.01 (39,180 ) 0.01 (50,734 ) 0.01 142,011 0.01 — — Total 289,845 551,718 (175,896 ) (68,136 ) 597,531 1,624 ______________________________________________ Note: Price is weighted-average price per share. (1) Consists of non-performance RSUs. (2) In January 2018 , the Company awarded a maximum of 193,006 performance shares that would have been received if the highest level of performance was achieved. Subsequent to December 31, 2018, 141,406 |
Schedule of Stock Options, Restricted Stock Units and Performance Shares Vested and Expected to Vest | The following table summarizes RSUs and performance shares that have vested and are expected to vest as of December 31, 2018 : December 31, 2018 Outstanding Weighted-Average Remaining Contractual Term (years) Aggregate Intrinsic Value (1) (dollars in thousands) Plans Securities Vested Expected to vest (2) Vested Expected to vest (2) Vested Expected to vest (2) 2007 LTIP RSUs 1,624 — — — $ 38 $ — 2010 LTIP RSUs — 438,373 — — — 10,188 Performance shares — 140,591 — — — 3,267 Total 1,624 578,964 $ 38 $ 13,455 ______________________________________________ (1) Aggregate intrinsic value is calculated based upon the difference between the exercise price of RSUs and the Company’s closing common stock price on December 31, 2018 of $23.25 , multiplied by the number of instruments that are vested or expected to vest. RSUs having exercise prices greater than the closing stock price noted above are excluded from this calculation. (2) RSUs and performance shares that are expected to vest are net of estimated future forfeitures. |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Equity [Abstract] | |
Schedule of Dividends | The Board of Directors approved the following cash dividends in 2018 (in millions, except per share data): Declaration Date Dividends Per Share Record Date Cash Payment Amount (1) Payment Date February 28, 2018 $0.10 March 12, 2018 $4.6 March 29, 2018 May 7, 2018 $0.10 May 24, 2018 $4.6 June 15, 2018 August 6, 2018 $0.10 August 28, 2018 $4.6 September 14, 2018 November 5, 2018 $0.11 November 20, 2018 $5.1 December 14, 2018 ______________________________________________ (1) |
Schedule of Stock Repurchase Activities | The following table summarizes the Company’s stock repurchase activities (in millions, except share and per share data): Year Ended December 31, 2018 2017 2016 Number of shares repurchased 588,489 158,106 237,869 Average price per share $ 26.20 $ 28.11 $ 37.76 Total repurchase costs (1) $ 15.5 $ 4.4 $ 8.9 ______________________________________________ (1) |
Other Comprehensive (Loss) In_2
Other Comprehensive (Loss) Income (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Equity [Abstract] | |
Schedule of Other Comprehensive Income and Related Tax Effects | The components of other comprehensive (loss) income (“OCI”) and the related tax effects were as follows (in millions): Year Ended December 31, 2018 2017 2016 Net Net Net Before Tax of Before Tax of Before Tax of Tax Effect Tax Tax Effect Tax Tax Effect Tax Defined benefit plan adjustments: Net actuarial (loss) gain during the year $ (0.4 ) $ 0.1 $ (0.3 ) $ 0.3 $ (0.1 ) $ 0.2 $ (1.6 ) $ 0.6 $ (1.0 ) Pension settlement reclassification — — — 17.2 (6.6 ) 10.6 1.3 (0.5 ) 0.8 Amortization of net actuarial gain included in net income 0.1 — 0.1 0.4 (0.2 ) 0.2 0.6 (0.2 ) 0.4 Net (loss) gain during the year (0.3 ) 0.1 (0.2 ) 17.9 (6.9 ) 11.0 0.3 (0.1 ) 0.2 Foreign currency translation (loss) gain (5.5 ) — (5.5 ) 1.1 — 1.1 1.9 — 1.9 Other comprehensive (loss) income $ (5.8 ) $ 0.1 $ (5.7 ) $ 19.0 $ (6.9 ) $ 12.1 $ 2.2 $ (0.1 ) $ 2.1 |
Schedule of Changes in Accumulated Other Comprehensive Income | The following table provides a summary of the changes in AOCI for the years presented (in millions): Foreign Defined Currency Benefit Plan Translation Total Balance as of December 31, 2015 (10.6 ) (5.7 ) (16.3 ) Other comprehensive income 0.2 1.9 2.1 Balance as of December 31, 2016 (10.4 ) (3.8 ) (14.2 ) Other comprehensive income 11.0 1.1 12.1 Balance as of December 31, 2017 $ 0.6 $ (2.7 ) $ (2.1 ) Other comprehensive loss (0.2 ) (5.5 ) (5.7 ) Balance as of December 31, 2018 $ 0.4 $ (8.2 ) $ (7.8 ) |
Segment and Geographic Inform_2
Segment and Geographic Information (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Segment Reporting [Abstract] | |
Information by Geographical Area | Information about the Company’s business operations based on geographic areas is as follows (in millions): Year Ended December 31, 2018 2017 2016 Net sales: United States $ 14,844.4 $ 14,245.8 $ 13,133.0 Canada 1,494.0 1,396.6 1,356.4 Corporate (1) 56.9 45.2 40.0 Total $ 16,395.3 $ 15,687.6 $ 14,529.4 Income (loss) before income taxes: United States $ 89.7 $ 58.4 $ 90.7 Canada 7.9 8.2 6.4 Corporate (2) (37.7 ) (38.2 ) (11.6 ) Total $ 59.9 $ 28.4 $ 85.5 Interest expense, net (3) : United States $ 54.7 $ 47.1 $ 40.8 Canada 1.0 1.0 1.1 Corporate (4) (42.0 ) (37.1 ) (36.8 ) Total $ 13.7 $ 11.0 $ 5.1 Depreciation and amortization: United States $ 42.1 $ 37.5 $ 31.0 Canada 2.3 2.4 2.5 Corporate (5) 15.1 14.5 9.4 Total $ 59.5 $ 54.4 $ 42.9 Capital expenditures: United States $ 18.6 $ 46.7 $ 52.4 Canada 1.5 1.5 1.9 Total $ 20.1 $ 48.2 $ 54.3 _____________________________________________ (1) Consists primarily of external sales made by the Company’s consolidating warehouses, management service fee revenue, allowance for sales returns and certain other sales adjustments. (2) Consists primarily of expenses and other income, such as corporate incentives and salaries, LIFO expense, pension termination settlement, health care costs, insurance and workers’ compensation adjustments, elimination of overhead allocations and foreign exchange gains or losses. 2017 includes the recognition of $17.2 million of a pension termination settlement. (3) Includes $0.3 million , $0.3 million , and $0.2 million of interest income for 2018 , 2017 and 2016 , respectively. (4) Consists primarily of intercompany eliminations for interest. (5) Consists primarily of depreciation for the consolidation centers and amortization of intangible assets. The increase from 2016 to 2017 is primarily attributable to the additional amortization of intangible assets related to the Company’s acquisitions and software costs. Identifiable assets by geographic area are as follows (in millions): December 31, 2018 2017 (1) Identifiable assets: United States $ 1,528.6 $ 1,630.9 Canada 137.5 151.6 Total $ 1,666.1 $ 1,782.5 ______________________________________________ (1) Subsequent to the issuance of the financial statements for the year ended December 31 2017, the Company identified an error in the previously reported identifiable assets between United States and Canada as of December 31, 2017, which were previously reported as $1,510.5 million and $272.0 million |
Net Sales by Product Categories | The net sales for the Company’s product categories are as follows (in millions): Year Ended December 31, 2018 2017 2016 Product Category Net Sales Net Sales Net Sales Cigarettes $ 10,974.5 $ 10,887.4 $ 10,335.7 Food 1,659.0 1,561.1 1,422.5 Fresh 474.2 436.3 389.8 Candy 992.0 833.4 620.0 Other tobacco products 1,387.2 1,272.3 1,133.8 Health, beauty & general 711.5 513.3 446.7 Beverages 191.0 183.4 176.5 Equipment/other 5.9 0.4 4.4 Total food/non-food products $ 5,420.8 $ 4,800.2 $ 4,193.7 Total net sales $ 16,395.3 $ 15,687.6 $ 14,529.4 |
Quarterly Financial Data (Una_2
Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Quarterly Financial Data [Abstract] | |
Schedule of Quarterly Financial Information | The tables below provide the Company’s unaudited consolidated results of operations for each of the four quarters in 2018 and 2017 : Three Months Ended (in millions, except per share data) (1) December 31, September 30, June 30, March 31, 2018 2018 2018 2018 Net sales — Cigarettes (2) $ 2,719.7 $ 2,874.6 $ 2,842.7 $ 2,537.5 Net sales — Food/Non-food (2) 1,370.0 1,398.6 1,383.8 1,268.4 Net sales (2) 4,089.7 4,273.2 4,226.5 3,805.9 Cost of goods sold (3) 3,872.7 4,039.4 4,009.6 3,606.1 Gross profit 217.0 233.8 216.9 199.8 Warehousing and distribution expenses (3) 136.4 137.6 134.3 132.3 Selling, general and administrative expenses (4) 61.2 58.8 61.7 63.4 Amortization of intangible assets 2.4 2.5 2.6 2.5 Total operating expenses 200.0 198.9 198.6 198.2 Income from operations 17.0 34.9 18.3 1.6 Interest expense, net (3.1 ) (3.4 ) (3.4 ) (3.8 ) Foreign currency transaction gains (losses), net 1.3 (0.4 ) 0.5 0.4 Income (loss) before income taxes 15.2 31.1 15.4 (1.8 ) Income tax (provision) benefit (3.1 ) (7.4 ) (4.4 ) 0.5 Net income (loss) 12.1 23.7 11.0 (1.3 ) Basic net income (loss) per share $ 0.26 $ 0.52 $ 0.24 $ (0.03 ) Diluted net income (loss) per share $ 0.26 $ 0.51 $ 0.24 $ (0.03 ) Shares used to compute basic net income (loss) per share 45.7 45.9 46.0 46.2 Shares used to compute diluted net income (loss) per share 46.0 46.2 46.1 46.2 Excise taxes (2) $ 859.0 $ 920.7 $ 900.4 $ 811.3 Cigarette inventory holding gains (5) 3.1 5.9 3.5 7.1 Cigarette tax stamp inventory holding gain (6) — 7.4 — — LIFO expense 5.2 7.2 6.9 5.9 Depreciation and amortization 15.0 14.9 14.7 14.9 Stock-based compensation 1.8 2.0 2.5 1.9 Capital expenditures 5.2 5.7 2.3 6.9 ____________________________________________ (1) Totals may not agree with full year amounts due to rounding. (2) Excise taxes are included as a component of net sales and cost of goods sold. (3) Warehousing and distribution expenses are not included as a component of the Company’s cost of goods sold. This presentation may differ from that of other registrants. (4) SG&A expenses include business integration of transition costs of $2.7 million consisting of $0.3 million in Q1, $0.1 million in Q2, $0.9 million in Q3, and $1.4 million in Q4. (5) Cigarette inventory holding gains represent income related to cigarette inventories on hand at the time cigarette manufacturers increase their prices. Such increases are reflected in customer pricing for all subsequent sales, including sales of inventory on hand at the time of the increase. (6) Cigarette inventory tax stamp holding gains represent income related to cigarette tax stamps on hand at the time the price of tax stamp inventory increased. Three Months Ended (in millions, except per share data) (1) December 31, September 30, June 30, March 31, 2017 2017 2017 2017 Net sales — Cigarettes (2) $ 2,775.9 $ 2,958.6 $ 2,666.2 $ 2,486.7 Net sales — Food/Non-food (2) 1,296.1 1,352.1 1,134.5 1,017.5 Net sales (2) 4,072.0 4,310.7 3,800.7 3,504.2 Cost of goods sold (2) 3,862.6 4,088.5 3,614.6 3,330.2 Gross profit (3) 209.4 222.2 186.1 174.0 Warehousing and distribution expenses (4) 134.0 137.4 118.0 114.7 Selling, general and administrative expenses (5) 57.8 57.0 54.2 55.3 Amortization of intangible assets 2.5 2.4 1.8 1.8 Total operating expenses 194.3 196.8 174.0 171.8 Income from operations 15.1 25.4 12.1 2.2 Interest expense, net (3.3 ) (3.8 ) (2.0 ) (1.9 ) Foreign currency transaction (losses) gains, net (0.1 ) 0.2 1.1 0.6 Pension termination settlement (6) (17.2 ) — — — (Loss) income before income taxes (6) (5.5 ) 21.8 11.2 0.9 Income tax benefit (provision) (7) 16.3 (8.1 ) (4.3 ) 1.2 Net income 10.8 13.7 6.9 2.1 Basic net income per share (8) $ 0.23 $ 0.29 $ 0.15 $ 0.05 Diluted net income per share (8) $ 0.23 $ 0.29 $ 0.15 $ 0.05 Shares used to compute basic net income per share 46.2 46.3 46.3 46.3 Shares used to compute diluted net income per share 46.3 46.4 46.4 46.4 Excise taxes (2) $ 891.4 $ 961.6 $ 872.1 $ 737.5 Cigarette inventory holding gains (8) 2.0 6.6 0.9 6.6 LIFO expense 6.7 6.0 4.6 4.2 Depreciation and amortization 14.8 15.3 12.2 12.1 Stock-based compensation 1.5 1.2 1.2 1.1 Capital expenditures 4.2 13.2 17.1 13.7 ______________________________________________ (1) Totals may not agree with full year amounts due to rounding. (2) Excise taxes are included as a component of net sales and cost of goods sold. (3) In 2017, the Company received OTP tax refunds of $3.9 million related to prior years’ taxes, offset by $0.6 million of related expenses. (4) Warehousing and distribution expenses are not included as a component of the Company’s cost of goods sold. This presentation may differ from that of other registrants. (5) Selling, general and administrative (“SG&A”) expenses include acquisition related expenses and transaction costs of $1.8 million , related primarily to the addition of Farner-Bocken consisting of $0.1 million in Q4, $0.3 million in Q3, $0.8 million in Q2, and $0.6 million in Q1. (6) (Loss) income before income taxes in Q4 was impacted by a non-recurring pension termination settlement charge of $17.2 million . (7) The fourth quarter of 2017 included a $14.6 million net income tax benefit as a result of the impacts of the 2017 TCJA. See Note 10 for additional information. (8) |
Summary of Company Informatio_2
Summary of Company Information and Basis of Presentation (Details) | Dec. 31, 2018distribution_centers |
Summary of Company Information [Line Items] | |
Number of distribution centers | 32 |
Number of distribution facilities operated as a third party logistics provider | 2 |
United States | |
Summary of Company Information [Line Items] | |
Number of distribution centers | 27 |
Canada | |
Summary of Company Information [Line Items] | |
Number of distribution centers | 5 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Revenue Recognition, Vendor Rebates and Promotional Allowances, and Excise Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Accounting Policies [Abstract] | |||||||||||
Management service fee revenue as a percentage of total net sales, less than 1% | 1.00% | 1.00% | 1.00% | ||||||||
Vendor rebates and promotional allowances | $ 237.7 | $ 231.9 | $ 221.2 | ||||||||
Excise taxes | $ 859 | $ 920.7 | $ 900.4 | $ 811.3 | $ 891.4 | $ 961.6 | $ 872.1 | $ 737.5 | $ 3,500 | $ 3,500 | $ 3,000 |
Excise taxes as a percentage of net sales | 21.00% | 22.00% | 21.00% | ||||||||
Excise taxes as a percentage of cost of goods sold | 22.00% | 23.00% | 22.00% |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Share-based Compensation (Details) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Forfeiture rate since inception of plans | 4.00% |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Pension and Other Post-retirement Benefit Costs (Details) - USD ($) $ in Millions | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||||||
Dec. 31, 2017 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | ||||
Accounting Policies [Abstract] | |||||||||||
Unrecognized actuarial losses in AOCI | $ 17.2 | $ 17.2 | $ 0 | $ 0 | $ 0 | $ 0 | [1] | $ 17.2 | [1] | $ 0 | [1] |
[1] | In December 2017, the Company settled its qualified defined-benefit pension obligation, which resulted in a non-cash charge related to unrecognized actuarial losses in accumulated other comprehensive income. This charge was initially recorded in selling, general and administrative expenses in 2017 but was subsequently reclassified during 2018 as a result of the adoption of ASU No. 2017-07, Compensation - Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Benefit Cost (“ASU No. 2017-07”). |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Cash Cash Equivalents, Restricted Cash and Book Overdrafts (Details) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Accounting Policies [Abstract] | ||||
Bank overdrafts | $ 49.4 | $ 45.3 | ||
Cash and cash equivalents | 27.3 | 41.6 | $ 26.4 | |
Restricted cash | 0 | 0 | 15.3 | |
Total cash, cash equivalents and restricted cash flows in the consolidated statements of cash flows | $ 27.3 | $ 41.6 | $ 41.7 | $ 21 |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies - Inventories (Details) | Dec. 31, 2018 | Dec. 31, 2017 |
Accounting Policies [Abstract] | ||
Percentage of LIFO inventory | 87.00% | 86.00% |
Summary of Significant Accoun_9
Summary of Significant Accounting Policies - Property and Equipment (Details) | 12 Months Ended |
Dec. 31, 2018 | |
Office furniture and equipment | Minimum | |
Summary of Significant Accounting Policies [Line Items] | |
Fixed assets useful lives | 3 years |
Office furniture and equipment | Maximum | |
Summary of Significant Accounting Policies [Line Items] | |
Fixed assets useful lives | 10 years |
Delivery equipment | Minimum | |
Summary of Significant Accounting Policies [Line Items] | |
Fixed assets useful lives | 4 years |
Delivery equipment | Maximum | |
Summary of Significant Accounting Policies [Line Items] | |
Fixed assets useful lives | 10 years |
Warehouse equipment | Minimum | |
Summary of Significant Accounting Policies [Line Items] | |
Fixed assets useful lives | 5 years |
Warehouse equipment | Maximum | |
Summary of Significant Accounting Policies [Line Items] | |
Fixed assets useful lives | 15 years |
Leasehold improvements | Minimum | |
Summary of Significant Accounting Policies [Line Items] | |
Fixed assets useful lives | 3 years |
Leasehold improvements | Maximum | |
Summary of Significant Accounting Policies [Line Items] | |
Fixed assets useful lives | 25 years |
Buildings | Minimum | |
Summary of Significant Accounting Policies [Line Items] | |
Fixed assets useful lives | 15 years |
Buildings | Maximum | |
Summary of Significant Accounting Policies [Line Items] | |
Fixed assets useful lives | 25 years |
Summary of Significant Accou_10
Summary of Significant Accounting Policies - Other Long-lived Assets, Goodwill, and Computer Software Developed or Obtained for Internal Use (Details) | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2018USD ($)asset_grouping | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | |
Summary of Significant Accounting Policies [Line Items] | ||||
Number Of Asset Groupings | asset_grouping | 5 | |||
Percentage of employees' base salary for which Company contributes a matching contribution | 6.00% | |||
Impairment of long-lived assets, definite-lived intangible assets | $ 0 | $ 0 | $ 0 | |
Impairment of long-lived assets, property and equipment | 0 | 0 | 0 | |
Goodwill impairment | 0 | 0 | ||
Capitalized costs related to software developed or obtained for internal use | $ 2,000,000 | $ 3,500,000 | $ 7,200,000 | |
Customer relationships | Minimum | ||||
Summary of Significant Accounting Policies [Line Items] | ||||
Intangible assets, useful life | 9 years | |||
Customer relationships | Maximum | ||||
Summary of Significant Accounting Policies [Line Items] | ||||
Intangible assets, useful life | 15 years | |||
Non-competition agreements | Minimum | ||||
Summary of Significant Accounting Policies [Line Items] | ||||
Intangible assets, useful life | 1 year | |||
Non-competition agreements | Maximum | ||||
Summary of Significant Accounting Policies [Line Items] | ||||
Intangible assets, useful life | 5 years | |||
Trade names | Minimum | ||||
Summary of Significant Accounting Policies [Line Items] | ||||
Intangible assets, useful life | 1 year | 1 year | ||
Trade names | Maximum | ||||
Summary of Significant Accounting Policies [Line Items] | ||||
Intangible assets, useful life | 2 years | 2 years | ||
Internally developed and other purchased software | ||||
Summary of Significant Accounting Policies [Line Items] | ||||
Intangible assets, useful life | 7 years | |||
Internally developed and other purchased software | Minimum | ||||
Summary of Significant Accounting Policies [Line Items] | ||||
Intangible assets, useful life | 3 years | |||
Internally developed and other purchased software | Maximum | ||||
Summary of Significant Accounting Policies [Line Items] | ||||
Intangible assets, useful life | 7 years |
Summary of Significant Accou_11
Summary of Significant Accounting Policies - Debt Issuance Costs, Claims Liabilities and Insurance Recoverables, and Risks and Concentrations (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Summary of Significant Accounting Policies [Line Items] | |||
Self insurance gross obligation, short-term | $ 16,400,000 | $ 15,000,000 | |
Self insurance gross obligation, long-term | 30,200,000 | 26,300,000 | |
Self insurance liabilities net of insurance recoverables, long-term | 18,900,000 | 15,900,000 | |
Self insurance liabilities net of insurance recoverables, short-term | $ 14,200,000 | $ 13,300,000 | |
Net, sales | Cigarettes | Product Concentration Risk | |||
Summary of Significant Accounting Policies [Line Items] | |||
Concentration risk, percentage | 66.90% | 69.40% | 71.10% |
Product purchase | Altria Group, Inc. | Supplier Concentration Risk | |||
Summary of Significant Accounting Policies [Line Items] | |||
Concentration risk, percentage | 33.00% | 35.00% | 35.00% |
Product purchase | R.J. Reynolds Tobacco Company | Supplier Concentration Risk | |||
Summary of Significant Accounting Policies [Line Items] | |||
Concentration risk, percentage | 23.00% | 23.00% | 23.00% |
Gross profit | Cigarettes | Product Concentration Risk | |||
Summary of Significant Accounting Policies [Line Items] | |||
Concentration risk, percentage | 26.00% | 27.00% | 29.90% |
Murphy USA | Net, sales | Customer Concentration Risk | |||
Summary of Significant Accounting Policies [Line Items] | |||
Concentration risk, percentage | 11.90% | 12.20% | 12.00% |
Workers' Compensation, General and Auto Liabilities Program | |||
Summary of Significant Accounting Policies [Line Items] | |||
Self-insurance pre-claim limit, amount | $ 500,000 | ||
Health and Welfare Program | |||
Summary of Significant Accounting Policies [Line Items] | |||
Self-insurance pre-claim limit, amount | $ 400,000 |
Summary of Significant Accou_12
Summary of Significant Accounting Policies - Recent Accounting Standards or Updates Not Yet Effective (Details) - Scenario, Forecast $ in Millions | Jan. 01, 2019USD ($) |
Minimum | |
Lessee, Lease, Description [Line Items] | |
Lease assets | $ 220 |
Lease liabilities | 235 |
Maximum | |
Lessee, Lease, Description [Line Items] | |
Lease assets | 230 |
Lease liabilities | $ 245 |
Acquisitions - Narrative (Detai
Acquisitions - Narrative (Details) - USD ($) $ in Millions | Jul. 10, 2017 | Jun. 06, 2016 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Jul. 08, 2018 |
Business Acquisition [Line Items] | |||||||
Acquisition related costs | $ 1.4 | $ 2.7 | $ 1.8 | ||||
Capital lease obligations | $ 29.4 | $ 27.5 | $ 29.4 | $ 27.5 | |||
Farner-Bocken Company | |||||||
Business Acquisition [Line Items] | |||||||
Total purchase consideration | $ 174 | ||||||
Consideration paid | 169 | ||||||
Indemnity holdback | $ 5 | $ 2.5 | |||||
Capital lease, term | 15 years | ||||||
Capital lease obligations | 15.8 | $ 15.8 | |||||
Net sales | 703.4 | ||||||
Operating income | $ 9.4 | ||||||
Pine State | |||||||
Business Acquisition [Line Items] | |||||||
Total purchase consideration | $ 88.4 | ||||||
Acquisition related costs | 2.2 | ||||||
Selling, General and Administrative Expenses | Farner-Bocken Company | |||||||
Business Acquisition [Line Items] | |||||||
Acquisition related costs | $ 1.8 |
Acquisitions - Assets Acquired
Acquisitions - Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 | Jul. 10, 2017 | Dec. 31, 2016 |
Business Acquisition [Line Items] | ||||
Goodwill (tax deductible) | $ 72.8 | $ 72.8 | $ 36 | |
Farner-Bocken Company | ||||
Business Acquisition [Line Items] | ||||
Accounts receivable | $ 43.2 | |||
Inventories | 35.5 | |||
Deposits and prepayments | 10.2 | |||
Other receivables | 0.4 | |||
Property and equipment | 43.1 | |||
Goodwill (tax deductible) | 36.8 | |||
Other intangible assets | $ 22.6 | 22.6 | ||
Less: Capital lease liability | (15.8) | |||
Less: Accrued liabilities | (2) | |||
Total consideration | $ 174 |
Acquisitions - Intangible Asset
Acquisitions - Intangible Assets Acquired (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2018 | Jul. 10, 2017 | |
Farner-Bocken Company | |||
Business Acquisition [Line Items] | |||
Other intangible assets | $ 22.6 | $ 22.6 | |
Customer relationships | Farner-Bocken Company | |||
Business Acquisition [Line Items] | |||
Other intangible assets | 19.7 | ||
Non-competition agreements | Farner-Bocken Company | |||
Business Acquisition [Line Items] | |||
Other intangible assets | 0.1 | ||
Trade names | Farner-Bocken Company | |||
Business Acquisition [Line Items] | |||
Other intangible assets | $ 2.8 | ||
Minimum | Customer relationships | |||
Business Acquisition [Line Items] | |||
Intangible assets, useful life | 9 years | ||
Minimum | Customer relationships | Farner-Bocken Company | |||
Business Acquisition [Line Items] | |||
Intangible assets, useful life | 9 years | ||
Minimum | Non-competition agreements | |||
Business Acquisition [Line Items] | |||
Intangible assets, useful life | 1 year | ||
Minimum | Non-competition agreements | Farner-Bocken Company | |||
Business Acquisition [Line Items] | |||
Intangible assets, useful life | 4 years | ||
Minimum | Trade names | |||
Business Acquisition [Line Items] | |||
Intangible assets, useful life | 1 year | 1 year | |
Maximum | Customer relationships | |||
Business Acquisition [Line Items] | |||
Intangible assets, useful life | 15 years | ||
Maximum | Customer relationships | Farner-Bocken Company | |||
Business Acquisition [Line Items] | |||
Intangible assets, useful life | 11 years | ||
Maximum | Non-competition agreements | |||
Business Acquisition [Line Items] | |||
Intangible assets, useful life | 5 years | ||
Maximum | Non-competition agreements | Farner-Bocken Company | |||
Business Acquisition [Line Items] | |||
Intangible assets, useful life | 6 years | ||
Maximum | Trade names | |||
Business Acquisition [Line Items] | |||
Intangible assets, useful life | 2 years | 2 years |
Acquisitions - Pro Forma Inform
Acquisitions - Pro Forma Information (Details) - Farner-Bocken Company - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Business Acquisition [Line Items] | ||
Net sales | $ 16,427.9 | $ 15,973.6 |
Net income | $ 38.1 | $ 63.6 |
Basic and diluted earnings per share (USD per share) | $ 0.82 | $ 1.37 |
Other Consolidated Balance Sh_3
Other Consolidated Balance Sheet Accounts Detail (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Allowance for Doubtful Accounts Receivable [Roll Forward] | |||
Balance, beginning of year | $ 7.3 | $ 7.1 | $ 10.9 |
Net additions charged to operations | 3.6 | 1.1 | 2 |
Less: Write-offs and adjustments | (2.6) | (0.9) | (5.8) |
Balance, end of year | 8.3 | 7.3 | $ 7.1 |
Other Receivables, Net, Current [Abstract] | |||
Vendor receivables, net | 72.7 | 74.6 | |
Insurance recoverables, current | 2.2 | 1.7 | |
Other miscellaneous receivables | 14.5 | 18.1 | |
Total other receivables, net | 89.4 | 94.4 | |
Deposits and Prepayments [Abstract] | |||
Vendor prepayments | 45.4 | 49.8 | |
Prepaid taxes | 3.6 | 28.2 | |
Deposits | 7.8 | 7.6 | |
Racking allowances, current | 6.4 | 6.1 | |
Other prepayments | 15.6 | 16.3 | |
Total deposits and prepayments | 78.8 | 108 | |
Other Assets, Noncurrent [Abstract] | |||
Insurance recoverables | 11.3 | 10.4 | |
Racking allowances, net | 6.7 | 7.5 | |
Insurance deposits | 3.5 | 3.3 | |
Debt issuance costs | 1.8 | 2.6 | |
Other assets | 1.9 | 2.4 | |
Total other non-current assets, net | 25.2 | 26.2 | |
Accrued Liabilities, Current [Abstract] | |||
Accrued payroll and other benefits | 40.9 | 31.8 | |
Accrued customer incentives payable | 34 | 39.2 | |
Claims liabilities, current | 16.4 | 15 | |
Indirect taxes | 7.2 | 8.4 | |
Vendor advances | 3 | 3.3 | |
Other accrued expenses | 32.5 | 27.1 | |
Total accrued liabilities | $ 134 | $ 124.8 |
Inventories, Net (Details)
Inventories, Net (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Inventory [Line Items] | |||||||||||
Inventories at FIFO, net of reserves | $ 866.1 | $ 841 | $ 866.1 | $ 841 | |||||||
Less: LIFO reserve | (177.1) | (151.9) | (177.1) | (151.9) | |||||||
Total inventories, net of reserves | 689 | 689.1 | 689 | 689.1 | |||||||
LIFO expense | 5.2 | $ 7.2 | $ 6.9 | $ 5.9 | 6.7 | $ 6 | $ 4.6 | $ 4.2 | 25.2 | 21.5 | $ 13.2 |
LIFO decrement | 30.7 | 10.7 | |||||||||
Reduction in LIFO expense | 3.9 | 0.3 | |||||||||
United States | |||||||||||
Inventory [Line Items] | |||||||||||
Less: LIFO reserve | $ (177.1) | $ (151.9) | $ (177.1) | $ (151.9) |
Property and Equipment, Net (De
Property and Equipment, Net (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 491.8 | $ 477 | |
Less: Accumulated depreciation and amortization | (262.8) | (228) | |
Total property and equipment, net | 229 | 249 | |
Depreciation and amortization expenses | 42.2 | 37.4 | $ 28.9 |
Delivery, warehouse and office equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 355 | 344.8 | |
Leasehold improvements | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 86.4 | 82.2 | |
Land and buildings | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 50 | 49.5 | |
Construction in progress | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 0.4 | 0.5 | |
Equipment capital leases | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 19.7 | $ 14.2 | |
Warehouse equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 20.6 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets, Net - Narrative (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Goodwill [Roll Forward] | |||||||||||
Goodwill, beginning of year | $ 72,800,000 | $ 36,000,000 | $ 72,800,000 | $ 36,000,000 | |||||||
Acquisitions | 0 | 36,800,000 | |||||||||
Goodwill, end of year | $ 72,800,000 | $ 72,800,000 | 72,800,000 | 72,800,000 | $ 36,000,000 | ||||||
Goodwill impairment | 0 | 0 | |||||||||
Amortization of intangible assets | 2,400,000 | $ 2,500,000 | $ 2,600,000 | $ 2,500,000 | $ 2,500,000 | $ 2,400,000 | $ 1,800,000 | $ 1,800,000 | 10,000,000 | $ 8,500,000 | $ 5,300,000 |
Accumulated impairment loss | $ 0 | 0 | |||||||||
Reduction of the cost and associated accumulated amortization for fully amortized software | $ 2,700,000 |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets, Net - Intangible Assets (Details) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 92.8 | $ 93.5 |
Accumulated Amortization | (41.7) | (34.4) |
Net Carrying Amount | 51.1 | 59.1 |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | ||
2,019 | 9.4 | |
2,020 | 8.4 | |
2,021 | 7.8 | |
2,022 | 7.3 | |
2,023 | 4.9 | |
2024 and thereafter | 13.3 | |
Customer relationships | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 48 | 48 |
Accumulated Amortization | (16.2) | (12.3) |
Net Carrying Amount | 31.8 | 35.7 |
Non-competition agreements | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 5 | 5.1 |
Accumulated Amortization | (4) | (3.6) |
Net Carrying Amount | 1 | 1.5 |
Trade names | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 3.8 | 3.8 |
Accumulated Amortization | (3.1) | (1.5) |
Net Carrying Amount | 0.7 | 2.3 |
Favorable lease terms | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 0 | 0.1 |
Accumulated Amortization | 0 | (0.1) |
Net Carrying Amount | 0 | 0 |
Internally developed and other purchased software | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 36 | 36.5 |
Accumulated Amortization | (18.4) | (16.9) |
Net Carrying Amount | $ 17.6 | $ 19.6 |
Long-term Debt - Schedule of Lo
Long-term Debt - Schedule of Long-term Debt (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Debt Instrument [Line Items] | |||
Amounts borrowed, net | $ 346,200,000 | $ 512,900,000 | |
Outstanding letters of credit | 16,700,000 | ||
Unused credit facility and letter of credit participation | 1,200,000 | 1,000,000 | $ 700,000 |
Charges related to amortization of debt issuance costs | 800,000 | 800,000 | $ 500,000 |
Revolving Credit Facility | Minimum | |||
Debt Instrument [Line Items] | |||
Average borrowings | 175,000,000 | 165,000,000 | |
Revolving Credit Facility | Maximum | |||
Debt Instrument [Line Items] | |||
Average borrowings | 575,000,000 | 605,000,000 | |
Obligations under capital leases (Note 9) | |||
Debt Instrument [Line Items] | |||
Amounts borrowed, net | 26,200,000 | 24,700,000 | |
Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Amounts borrowed, net | 320,000,000 | 488,200,000 | |
Outstanding letters of credit | 16,700,000 | 14,200,000 | |
Amounts available to borrow | 328,900,000 | 152,100,000 | |
Average borrowings | 336,800,000 | 342,400,000 | |
Unamortized debt issuance costs | $ 2,500,000 | $ 3,300,000 | |
Weighted-average interest rate (percent) | 3.10% | 2.40% | |
Revolving credit facility, expansion feature | $ 200,000,000 |
Long-term Debt - Narrative (Det
Long-term Debt - Narrative (Details) - Revolving Credit Facility | Dec. 31, 2018USD ($) |
Debt Instrument [Line Items] | |
Revolving credit facility maximum borrowing capacity | $ 750,000,000 |
Revolving credit facility, expansion feature | $ 200,000,000 |
Commitments and Contingencies_2
Commitments and Contingencies (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |||
Purchase commitment, amount | $ 24 | $ 26 | |
Rental expenses for operating and month-to-month leases | 80.6 | 76 | $ 66.8 |
Capital lease obligations | 29.4 | $ 27.5 | |
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | |||
2,019 | 61.6 | ||
2,020 | 56.8 | ||
2,021 | 48.4 | ||
2,022 | 38.3 | ||
2,023 | 29.8 | ||
2024 and thereafter | 108.6 | ||
Total | 343.5 | ||
Capital Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | |||
2,019 | 4.7 | ||
2,020 | 4.3 | ||
2,021 | 3.5 | ||
2,022 | 3.4 | ||
2,023 | 3.2 | ||
2024 and thereafter | 18.9 | ||
Total | 38 | ||
Less: interest | (8.6) | ||
Present value of future minimum lease payments | 29.4 | ||
Less: current portion | (3.2) | ||
Non-current portion | 26.2 | ||
Outstanding letters of credit | $ 16.7 | ||
Majority of standby letters of credit maturity period | 1 year |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Income Tax Disclosure [Abstract] | ||||
Tax receivable for federal alternative minimum tax | $ 6,900,000 | |||
Valuation allowance | $ 0 | 0 | ||
Unrecognized tax benefits | $ 0 | $ 0 | $ 200,000 | $ 400,000 |
Income Taxes - Income Tax Provi
Income Taxes - Income Tax Provisions (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Current: | |||||||||||
Federal | $ 10.6 | $ (2.2) | $ 21.4 | ||||||||
State | 3.7 | 0.9 | 3.1 | ||||||||
Total current tax provision (benefit) | 14.3 | (1.3) | 24.5 | ||||||||
Deferred: | |||||||||||
Federal | (0.5) | (5.3) | 6.7 | ||||||||
State | 0.1 | 1.4 | 0.8 | ||||||||
Foreign | 0.5 | 0.1 | (0.7) | ||||||||
Total deferred tax provision (benefit) | 0.1 | (3.8) | 6.8 | ||||||||
Income tax provision (benefit) | $ 3.1 | $ 7.4 | $ 4.4 | $ (0.5) | $ (16.3) | $ 8.1 | $ 4.3 | $ (1.2) | $ 14.4 | $ (5.1) | $ 31.3 |
Income Taxes - Effective Income
Income Taxes - Effective Income Tax Rate Reconciliation (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Tax Expense (Benefit), Continuing Operations, Income Tax Reconciliation [Abstract] | |||||||||||
Federal income tax provision at the statutory rate | $ 12.6 | $ 9.9 | $ 29.9 | ||||||||
State income taxes, net of federal benefit | 2.6 | 1.6 | 2.9 | ||||||||
Reduction in federal statutory rate | 0 | (14.6) | 0 | ||||||||
Decrease in unrecognized tax benefits (inclusive of related interest and penalty) | 0 | (0.3) | (0.3) | ||||||||
Effect of foreign operations | 0.5 | 0.1 | (0.7) | ||||||||
Excess tax benefits from stock-based award payments | (0.2) | 1.5 | 0 | ||||||||
Tax credits | (0.7) | (0.4) | (0.6) | ||||||||
Adjustments of prior years’ estimates | (0.5) | (0.4) | (0.5) | ||||||||
Other, net | (0.3) | 0.5 | 0.6 | ||||||||
Income tax provision (benefit) | $ 3.1 | $ 7.4 | $ 4.4 | $ (0.5) | $ (16.3) | $ 8.1 | $ 4.3 | $ (1.2) | $ 14.4 | $ (5.1) | $ 31.3 |
Effective Income Tax Rate, Continuing Operations, Tax Rate Reconciliation [Abstract] | |||||||||||
Federal income tax provision at the statutory rate | 21.00% | 35.00% | 35.00% | ||||||||
State income taxes, net of federal benefit | 4.30% | 5.70% | 3.40% | ||||||||
Reduction in federal statutory rate | 0.00% | (51.60%) | 0.00% | ||||||||
Decrease in unrecognized tax benefits (inclusive of related interest and penalty) | 0.00% | (1.00%) | (0.40%) | ||||||||
Effect of foreign operations | 0.80% | 0.40% | (0.80%) | ||||||||
Excess tax benefits from stock-based award payments | 0.30% | (5.30%) | 0.00% | ||||||||
Tax credits | (1.20%) | (1.40%) | (0.70%) | ||||||||
Adjustments of prior years’ estimates | (0.80%) | (1.40%) | (0.60%) | ||||||||
Other, net | (0.40%) | 1.60% | 0.70% | ||||||||
Effective tax rate | 24.00% | (18.00%) | 36.60% | ||||||||
Net income tax benefit | $ 14.6 | ||||||||||
Accounting Standards Update 2016-09 | |||||||||||
Income Tax Expense (Benefit), Continuing Operations, Income Tax Reconciliation [Abstract] | |||||||||||
Excess tax benefits from stock-based award payments | $ 0.2 | $ (1.5) |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Deferred tax assets: | ||
Employee benefits, including post-retirement benefits | $ 10.3 | $ 9.1 |
Trade and other receivables | 2.1 | 1.8 |
Self-insurance reserves | 1.9 | 1.5 |
Rent expense | 3.4 | 3.3 |
Other | 0.9 | 0.5 |
Total deferred tax assets | 18.6 | 16.2 |
Deferred tax liabilities: | ||
Inventories | 12.4 | 12.1 |
Property and equipment | 29.5 | 28.7 |
Goodwill and intangibles | 2.6 | 1.3 |
Other | 1.2 | 1.5 |
Total deferred tax liabilities | 45.7 | 43.6 |
Net deferred tax liabilities | (27.1) | (27.4) |
Net deferred liability | (27.1) | (27.4) |
Canada | ||
Deferred tax liabilities: | ||
Net deferred asset | 0.1 | |
Net deferred liability | (0.4) | |
U.S. | ||
Deferred tax liabilities: | ||
Net deferred liability | $ (26.7) | $ (27.5) |
Income Taxes - Unrecognized Tax
Income Taxes - Unrecognized Tax Benefits (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Balance at beginning of year | $ 0 | $ 0.2 | $ 0.4 |
Lapse of statute of limitations | 0 | (0.2) | (0.2) |
Balance at end of year | $ 0 | $ 0 | $ 0.2 |
Employee Benefit Plans (Details
Employee Benefit Plans (Details) $ in Millions | Jan. 01, 2019CAD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2017USD ($) | Sep. 30, 2017USD ($) | Jun. 30, 2017USD ($) | Mar. 31, 2017USD ($) | Dec. 31, 2018USD ($)entrant | Dec. 31, 2018CAD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | |||
Defined Benefit Plan Disclosure [Line Items] | |||||||||||||
Number of new entrants since plans were frozen | entrant | 0 | ||||||||||||
Unrecognized actuarial losses in AOCI | $ 17.2 | $ 17.2 | $ 0 | $ 0 | $ 0 | $ 0 | [1] | $ 17.2 | [1] | $ 0 | [1] | ||
Multi-employer defined benefit plan contributions | $ 0.5 | 0.5 | 0.5 | ||||||||||
Employer matching contribution, percent of match | 50.00% | 50.00% | |||||||||||
Percentage of employees' base salary for which Company contributes a matching contribution | 6.00% | 6.00% | |||||||||||
Maximum annual contribution employees could elect to contribute, percent | 3.00% | 3.00% | |||||||||||
Employer discretionary contribution amount | $ 5.6 | 4.8 | $ 3.9 | ||||||||||
Canada | |||||||||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||||||||
Maximum annual contributions per employee | $ 26,230 | ||||||||||||
Canada | Subsequent Event | |||||||||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||||||||
Maximum annual contributions per employee | $ 26,500 | ||||||||||||
Pension Benefits | |||||||||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||||||||
Employer contributions | 4.9 | ||||||||||||
Plan termination - annuity transfer | (29.2) | ||||||||||||
Other Post-retirement Benefits | |||||||||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||||||||
Unfunded amount of liability recognized in the balance sheet | 2.1 | 2.1 | 2.2 | 2.1 | |||||||||
Net actuarial gain recognized in AOCI | $ 0.9 | $ 0.9 | $ 0.4 | $ 0.9 | |||||||||
[1] | In December 2017, the Company settled its qualified defined-benefit pension obligation, which resulted in a non-cash charge related to unrecognized actuarial losses in accumulated other comprehensive income. This charge was initially recorded in selling, general and administrative expenses in 2017 but was subsequently reclassified during 2018 as a result of the adoption of ASU No. 2017-07, Compensation - Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Benefit Cost (“ASU No. 2017-07”). |
Earnings Per Share (Details)
Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 12 Months Ended | ||||||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | ||||
Earnings | ||||||||||||||
Net income | $ 12.1 | $ 23.7 | $ 11 | $ (1.3) | $ 10.8 | $ 13.7 | $ 6.9 | $ 2.1 | $ 45.5 | [1] | $ 33.5 | [1] | $ 54.2 | [1] |
Shares | ||||||||||||||
Weighted-average common shares outstanding (basic shares) | 45.7 | 45.9 | 46 | 46.2 | 46.2 | 46.3 | 46.3 | 46.3 | 46 | 46.3 | 46.3 | |||
Adjustment for assumed dilution: | ||||||||||||||
Weighted-average shares outstanding, diluted EPS (in shares) | 46 | 46.2 | 46.1 | 46.2 | 46.3 | 46.4 | 46.4 | 46.4 | 46.1 | 46.4 | 46.5 | |||
Earnings per share | ||||||||||||||
Basic and diluted (in dollars per share) | $ 0.99 | $ 0.72 | $ 1.17 | |||||||||||
Restricted stock units | ||||||||||||||
Adjustment for assumed dilution: | ||||||||||||||
Adjustment for assumed dilution (in shares) | 0.1 | 0.1 | 0.1 | |||||||||||
Performance shares | ||||||||||||||
Adjustment for assumed dilution: | ||||||||||||||
Adjustment for assumed dilution (in shares) | 0 | 0 | 0.1 | |||||||||||
[1] | Amounts have been rounded for presentation purposes and might differ from unrounded results. |
Stock Incentive Plans - Narrati
Stock Incentive Plans - Narrative (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | May 20, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Award vesting period | 3 years | |||||||||||
Total intrinsic value of stock options exercised in period | $ 0 | $ 0 | $ 1,300,000 | |||||||||
Stock-based compensation cost | $ 1,800,000 | $ 2,000,000 | $ 2,500,000 | $ 1,900,000 | $ 1,500,000 | $ 1,200,000 | $ 1,200,000 | $ 1,100,000 | $ 8,200,000 | 5,000,000 | 6,100,000 | |
Forfeiture rate since inception of plans | 4.00% | |||||||||||
Total unrecognized compensation cost related to non-vested share-based compensation arrangements | $ 9,000,000 | $ 9,000,000 | ||||||||||
Expected period to recognize total unrecognized compensation cost related to non-vested share-based compensation arrangements | 1 year 8 months 12 days | |||||||||||
Options | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Award expiration period | 7 years | |||||||||||
Restricted stock units | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Intrinsic value of shares vested and exercised | $ 3,800,000 | 6,100,000 | 9,300,000 | |||||||||
Performance shares | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Intrinsic value of shares vested and exercised | $ 1,200,000 | $ 5,500,000 | $ 5,100,000 | |||||||||
2010 LTIP | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Number of shares authorized (in shares) | 1,800,000 | |||||||||||
Shares available for issuance (in shares) | 2,225,364 | 2,225,364 | ||||||||||
Annual award limits (in shares) | 200,000 | |||||||||||
Shares cliff vest percentage | 33.30% | |||||||||||
2010 LTIP | RSUs and performance shares | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Award vesting period | 3 years | |||||||||||
2007 LTIP | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Shares cliff vest percentage | 33.30% | |||||||||||
Remaining period following first vesting commencement date | 2 years |
Stock Incentive Plans - Securit
Stock Incentive Plans - Securities To Be Issued and Remaining Available For Future Issuance (Details) | Dec. 31, 2018$ / sharesshares |
2007 LTIP | Stock Options, Restricted Stock Units and Performance Shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of securities to be issued upon exercise of outstanding options and vesting of RSUs (in shares) | 1,624 |
Weighted-average exercise price of outstanding options and vesting of RSUs (in dollars per share) | $ / shares | $ 0.01 |
Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column 1) (in shares) | 0 |
2010 LTIP | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column 1) (in shares) | 2,225,364 |
2010 LTIP | Stock Options, Restricted Stock Units and Performance Shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of securities to be issued upon exercise of outstanding options and vesting of RSUs (in shares) | 595,907 |
Weighted-average exercise price of outstanding options and vesting of RSUs (in dollars per share) | $ / shares | $ 0.01 |
Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column 1) (in shares) | 2,225,364 |
Stock Incentive Plans - Share-B
Stock Incentive Plans - Share-Based Compensation Activity (Details) - $ / shares | 2 Months Ended | 12 Months Ended | ||
Mar. 01, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award, Total Options and Non-Option Equity Instruments, Outstanding [Roll Forward] | ||||
Total outstanding, number (in shares) | 597,531 | 289,845 | ||
Total granted, number (in shares) | 551,718 | |||
Total vested/exercised, number (in shares) | (175,896) | |||
Total canceled/forfeited, number (in shares) | (68,136) | |||
Total outstanding, number (in shares) | 597,531 | 289,845 | ||
Total exercisable, number (in shares) | 1,624 | |||
Restricted stock units | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Weighted Average Exercise Price [Roll Forward] | ||||
Granted, price (in dollars per share) | $ 23.66 | $ 38.37 | $ 38.21 | |
Performance shares | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Weighted Average Exercise Price [Roll Forward] | ||||
Granted, price (in dollars per share) | $ 23.78 | |||
2007 LTIP | Restricted stock units | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding [Roll Forward] | ||||
Outstanding, number (in shares) | 1,624 | 1,624 | ||
Granted, number (in shares) | 0 | |||
Vested/exercised, number (in shares) | 0 | |||
Canceled/forfeited, number (in shares) | 0 | |||
Exercisable, number (in shares) | 1,624 | |||
Outstanding, number (in shares) | 1,624 | 1,624 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Weighted Average Exercise Price [Roll Forward] | ||||
Outstanding, price (in dollars per share) | $ 0.01 | $ 0.01 | ||
Granted, price (in dollars per share) | 0 | |||
Vested, price (in dollars per share) | 0 | |||
Canceled/forfeited, price (in dollars per share) | 0 | |||
Outstanding, price (in dollars per share) | 0.01 | $ 0.01 | ||
Exercisable, price (in dollars per share) | $ 0.01 | |||
2010 LTIP | Restricted stock units | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding [Roll Forward] | ||||
Outstanding, number (in shares) | 453,896 | 249,302 | ||
Granted, number (in shares) | 358,712 | |||
Vested/exercised, number (in shares) | (136,716) | |||
Canceled/forfeited, number (in shares) | (17,402) | |||
Exercisable, number (in shares) | 0 | |||
Outstanding, number (in shares) | 453,896 | 249,302 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Weighted Average Exercise Price [Roll Forward] | ||||
Outstanding, price (in dollars per share) | $ 0.01 | $ 0.01 | ||
Granted, price (in dollars per share) | 0.01 | |||
Vested, price (in dollars per share) | 0.01 | |||
Canceled/forfeited, price (in dollars per share) | 0.01 | |||
Outstanding, price (in dollars per share) | 0.01 | $ 0.01 | ||
Exercisable, price (in dollars per share) | $ 0 | |||
2010 LTIP | Performance shares | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding [Roll Forward] | ||||
Outstanding, number (in shares) | 142,011 | 38,919 | ||
Granted, number (in shares) | 193,006 | |||
Vested/exercised, number (in shares) | (39,180) | |||
Canceled/forfeited, number (in shares) | (50,734) | |||
Exercisable, number (in shares) | 0 | |||
Outstanding, number (in shares) | 142,011 | 38,919 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding, Weighted Average Exercise Price [Roll Forward] | ||||
Outstanding, price (in dollars per share) | $ 0.01 | $ 0.01 | ||
Granted, price (in dollars per share) | 0.01 | |||
Vested, price (in dollars per share) | 0.01 | |||
Canceled/forfeited, price (in dollars per share) | 0.01 | |||
Outstanding, price (in dollars per share) | 0.01 | $ 0.01 | ||
Exercisable, price (in dollars per share) | $ 0 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Total Options and Non-Option Equity Instruments, Outstanding [Roll Forward] | ||||
Total vested/exercised, number (in shares) | (141,406) | |||
Subsequent Event | 2010 LTIP | Performance shares | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Total Options and Non-Option Equity Instruments, Outstanding [Roll Forward] | ||||
Total vested/exercised, number (in shares) | (141,406) |
Stock Incentive Plans - Secur_2
Stock Incentive Plans - Securities Vested and Expected to Vest (Details) $ / shares in Units, $ in Thousands | 12 Months Ended |
Dec. 31, 2018USD ($)$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Total, outstanding, vested (in shares) | shares | 1,624 |
Total, outstanding, expected to vest (in shares) | shares | 578,964 |
Total, aggregate intrinsic value, vested | $ | $ 38 |
Total, aggregate intrinsic value, expected to vest | $ | $ 13,455 |
Common stock, price per share (in dollars per share) | $ / shares | $ 23.25 |
2007 LTIP | Restricted stock units | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Outstanding, vested (in shares) | shares | 1,624 |
Outstanding, expected to vest (in shares) | shares | 0 |
Aggregate intrinsic value, vested | $ | $ 38 |
Aggregate intrinsic value, expected to vest | $ | $ 0 |
2010 LTIP | Restricted stock units | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Outstanding, vested (in shares) | shares | 0 |
Outstanding, expected to vest (in shares) | shares | 438,373 |
Aggregate intrinsic value, vested | $ | $ 0 |
Aggregate intrinsic value, expected to vest | $ | $ 10,188 |
2010 LTIP | Performance shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Outstanding, vested (in shares) | shares | 0 |
Outstanding, expected to vest (in shares) | shares | 140,591 |
Aggregate intrinsic value, vested | $ | $ 0 |
Aggregate intrinsic value, expected to vest | $ | $ 3,267 |
Stock Incentive Plans - Aggrega
Stock Incentive Plans - Aggregate Intrinsic Value of Awards Vested and Exercised (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total intrinsic value of stock options exercised in period | $ 0 | $ 0 | $ 1,300,000 |
Restricted stock units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Intrinsic value of shares vested and exercised | 3,800,000 | 6,100,000 | 9,300,000 |
Performance shares | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Intrinsic value of shares vested and exercised | $ 1,200,000 | $ 5,500,000 | $ 5,100,000 |
Stock Incentive Plans - Fair Va
Stock Incentive Plans - Fair Value Assumptions (Details) - $ / shares | 2 Months Ended | 12 Months Ended | ||
Mar. 01, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Total Options and Non-Option Equity Instruments, Forfeitures | 68,136 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Total Options and Non-Option Equity Instruments, Vested and Exercised | 175,896 | |||
RSUs | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Weighted-average fair value per share of grants (in dollars per share) | $ 23.66 | $ 38.37 | $ 38.21 | |
Performance shares | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Weighted-average fair value per share of grants (in dollars per share) | 23.78 | |||
2010 LTIP | RSUs | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Weighted-average fair value per share of grants (in dollars per share) | $ 0.01 | |||
Number of shares awarded (in shares) | 358,712 | |||
Number of shares forfeited (in shares) | $ 0.01 | |||
2010 LTIP | Performance shares | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Weighted-average fair value per share of grants (in dollars per share) | $ 0.01 | |||
Number of shares awarded (in shares) | 193,006 | |||
Number of shares forfeited (in shares) | $ 0.01 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Total Options and Non-Option Equity Instruments, Vested and Exercised | 141,406 | |||
Subsequent Event | 2010 LTIP | Performance shares | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Total Options and Non-Option Equity Instruments, Vested and Exercised | 141,406 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions | Feb. 28, 2019 | Dec. 14, 2018 | Nov. 05, 2018 | Sep. 14, 2018 | Aug. 06, 2018 | Jun. 15, 2018 | May 07, 2018 | Mar. 29, 2018 | Feb. 28, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Aug. 28, 2017 |
Subsequent Event [Line Items] | |||||||||||||
Common stock, shares authorized (in shares) | 150,000,000 | 100,000,000 | |||||||||||
Dividends paid | $ 5.1 | $ 4.6 | $ 4.6 | $ 4.6 | $ 18.9 | $ 17.2 | $ 15.5 | ||||||
Dividends declared (in dollars per share) | $ 0.11 | $ 0.10 | $ 0.10 | $ 0.10 | $ 0.41 | $ 0.37 | $ 0.33 | ||||||
Dividends paid (in dollars per share) | $ 0.41 | $ 0.37 | $ 0.33 | ||||||||||
Authorized increase to stock repurchase plan | $ 40 | ||||||||||||
Common stock available for future share repurchases, amount | $ 22.4 | ||||||||||||
Number of shares repurchased (in shares) | 588,489 | 158,106 | 237,869 | ||||||||||
Average price per share (in dollars per share) | $ 26.20 | $ 28.11 | $ 37.76 | ||||||||||
Total repurchase costs | $ 15.5 | $ 4.4 | $ 8.9 | ||||||||||
Subsequent Event | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Dividends declared (in dollars per share) | $ 0.11 |
Stockholders' Equity - Dividend
Stockholders' Equity - Dividends (Details) - USD ($) $ / shares in Units, $ in Millions | Dec. 14, 2018 | Nov. 05, 2018 | Sep. 14, 2018 | Aug. 06, 2018 | Jun. 15, 2018 | May 07, 2018 | Mar. 29, 2018 | Feb. 28, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Equity [Abstract] | |||||||||||
Dividends declared (in dollars per share) | $ 0.11 | $ 0.10 | $ 0.10 | $ 0.10 | $ 0.41 | $ 0.37 | $ 0.33 | ||||
Cash payment amount | $ 5.1 | $ 4.6 | $ 4.6 | $ 4.6 | $ 18.9 | $ 17.2 | $ 15.5 |
Other Comprehensive (Loss) In_3
Other Comprehensive (Loss) Income - Components of OCI (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Other comprehensive (loss) income, net of tax | [1] | $ (5.7) | $ 12.1 | $ 2.1 |
Net actuarial (loss) gain during the year | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Defined benefit plan adjustments, before tax | (0.4) | 0.3 | (1.6) | |
Defined benefit plan adjustments, tax effect | 0.1 | (0.1) | 0.6 | |
Defined benefit plan adjustments, net of tax | (0.3) | 0.2 | (1) | |
Amortization of net actuarial gain (loss) included in net income, before tax | 0.1 | 0.4 | 0.6 | |
Amortization of net actuarial gain (loss) included in net income, tax effect | 0 | (0.2) | (0.2) | |
Amortization of net actuarial gain (loss) included in net income, net of tax | 0.1 | 0.2 | 0.4 | |
Pension settlement reclassification | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Defined benefit plan adjustments, before tax | 0 | 17.2 | 1.3 | |
Defined benefit plan adjustments, tax effect | 0 | (6.6) | (0.5) | |
Defined benefit plan adjustments, net of tax | 0 | 10.6 | 0.8 | |
Net (loss) gain during the year | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Other comprehensive income (loss), before tax | (0.3) | 17.9 | 0.3 | |
Other comprehensive income (loss), tax effect | 0.1 | (6.9) | (0.1) | |
Other comprehensive (loss) income, net of tax | (0.2) | 11 | 0.2 | |
Foreign currency translation (loss) gain | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Other comprehensive income (loss), before tax | (5.5) | 1.1 | 1.9 | |
Other comprehensive income (loss), tax effect | 0 | 0 | 0 | |
Other comprehensive (loss) income, net of tax | (5.5) | 1.1 | 1.9 | |
Other comprehensive (loss) income | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Other comprehensive income (loss), before tax | (5.8) | 19 | 2.2 | |
Other comprehensive income (loss), tax effect | 0.1 | (6.9) | (0.1) | |
Other comprehensive (loss) income, net of tax | [1] | $ (5.7) | $ 12.1 | $ 2.1 |
[1] | Amounts have been rounded for presentation purposes and might differ from unrounded results. |
Other Comprehensive (Loss) In_4
Other Comprehensive (Loss) Income - Summary of Changes in AOCI (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Beginning balance | [1] | $ 555.2 | $ 529.8 | $ 494 |
Other comprehensive income (loss) | (5.7) | 12.1 | 2.1 | |
Ending balance | [1] | 567 | 555.2 | 529.8 |
Defined benefit plan | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Beginning balance | 0.6 | (10.4) | (10.6) | |
Other comprehensive income (loss) | (0.2) | 11 | 0.2 | |
Ending balance | 0.4 | 0.6 | (10.4) | |
Foreign currency translation | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Beginning balance | (2.7) | (3.8) | (5.7) | |
Other comprehensive income (loss) | (5.5) | 1.1 | 1.9 | |
Ending balance | (8.2) | (2.7) | (3.8) | |
Other comprehensive (loss) income | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Beginning balance | [1] | (2.1) | (14.2) | (16.3) |
Ending balance | [1] | $ (7.8) | $ (2.1) | $ (14.2) |
[1] | Amounts have been rounded for presentation purposes and might differ from unrounded results. |
Segment and Geographic Inform_3
Segment and Geographic Information - Narrative (Details) | 12 Months Ended |
Dec. 31, 2018AreaSegment | |
Segment Reporting [Abstract] | |
Number of operating segments | 2 |
Number of reportable segments | 1 |
Number of geographic areas | Area | 2 |
Segment and Geographic Inform_4
Segment and Geographic Information - Geographic Reporting Segments (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Segment Reporting Information [Line Items] | |||||||||||
Net sales | $ 4,089.7 | $ 4,273.2 | $ 4,226.5 | $ 3,805.9 | $ 4,072 | $ 4,310.7 | $ 3,800.7 | $ 3,504.2 | $ 16,395.3 | $ 15,687.6 | $ 14,529.4 |
Income (loss) before income taxes | 15.2 | 31.1 | 15.4 | (1.8) | (5.5) | 21.8 | 11.2 | 0.9 | 59.9 | 28.4 | 85.5 |
Interest expense, net | 3.1 | 3.4 | 3.4 | 3.8 | 3.3 | 3.8 | 2 | 1.9 | 13.7 | 11 | 5.1 |
Depreciation and amortization | 15 | 14.9 | 14.7 | 14.9 | 14.8 | 15.3 | 12.2 | 12.1 | 59.5 | 54.4 | 42.9 |
Capital expenditures | $ 5.2 | $ 5.7 | $ 2.3 | $ 6.9 | $ 4.2 | $ 13.2 | $ 17.1 | $ 13.7 | 20.1 | 48.2 | 54.3 |
Pension cost | 17.2 | ||||||||||
Interest income | 0.3 | 0.3 | 0.2 | ||||||||
Corporate, Non-Segment | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net sales | 56.9 | 45.2 | 40 | ||||||||
Income (loss) before income taxes | (37.7) | (38.2) | (11.6) | ||||||||
Interest expense, net | (42) | (37.1) | (36.8) | ||||||||
Depreciation and amortization | 15.1 | 14.5 | 9.4 | ||||||||
United States | Reportable Geographical Components | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net sales | 14,844.4 | 14,245.8 | 13,133 | ||||||||
Income (loss) before income taxes | 89.7 | 58.4 | 90.7 | ||||||||
Interest expense, net | 54.7 | 47.1 | 40.8 | ||||||||
Depreciation and amortization | 42.1 | 37.5 | 31 | ||||||||
Capital expenditures | 18.6 | 46.7 | 52.4 | ||||||||
Canada | Reportable Geographical Components | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net sales | 1,494 | 1,396.6 | 1,356.4 | ||||||||
Income (loss) before income taxes | 7.9 | 8.2 | 6.4 | ||||||||
Interest expense, net | 1 | 1 | 1.1 | ||||||||
Depreciation and amortization | 2.3 | 2.4 | 2.5 | ||||||||
Capital expenditures | $ 1.5 | $ 1.5 | $ 1.9 |
Segment and Geographic Inform_5
Segment and Geographic Information - Identifiable Assets (Details) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Segment Reporting Information [Line Items] | ||
Identifiable assets | $ 1,666.1 | $ 1,782.5 |
United States | ||
Segment Reporting Information [Line Items] | ||
Identifiable assets | 1,528.6 | 1,630.9 |
Canada | ||
Segment Reporting Information [Line Items] | ||
Identifiable assets | $ 137.5 | 151.6 |
Previously Reported | United States | ||
Segment Reporting Information [Line Items] | ||
Identifiable assets | 1,510.5 | |
Previously Reported | Canada | ||
Segment Reporting Information [Line Items] | ||
Identifiable assets | $ 272 |
Segment and Geographic Inform_6
Segment and Geographic Information - Net Sales By Product Categories (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Segment Reporting Information [Line Items] | |||||||||||
Net sales | $ 4,089.7 | $ 4,273.2 | $ 4,226.5 | $ 3,805.9 | $ 4,072 | $ 4,310.7 | $ 3,800.7 | $ 3,504.2 | $ 16,395.3 | $ 15,687.6 | $ 14,529.4 |
Total food/non-food products | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net sales | 1,370 | 1,398.6 | 1,383.8 | 1,268.4 | 1,296.1 | 1,352.1 | 1,134.5 | 1,017.5 | 5,420.8 | 4,800.2 | 4,193.7 |
Cigarettes | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net sales | $ 2,719.7 | $ 2,874.6 | $ 2,842.7 | $ 2,537.5 | $ 2,775.9 | $ 2,958.6 | $ 2,666.2 | $ 2,486.7 | 10,974.5 | 10,887.4 | 10,335.7 |
Food | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net sales | 1,659 | 1,561.1 | 1,422.5 | ||||||||
Fresh | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net sales | 474.2 | 436.3 | 389.8 | ||||||||
Candy | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net sales | 992 | 833.4 | 620 | ||||||||
Other tobacco products | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net sales | 1,387.2 | 1,272.3 | 1,133.8 | ||||||||
Health, beauty & general | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net sales | 711.5 | 513.3 | 446.7 | ||||||||
Beverages | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net sales | 191 | 183.4 | 176.5 | ||||||||
Equipment/other | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Net sales | $ 5.9 | $ 0.4 | $ 4.4 |
Quarterly Financial Data (Una_3
Quarterly Financial Data (Unaudited) (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||||||||||
Dec. 31, 2017 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | ||||
Quarterly Financial Information [Line Items] | |||||||||||||||
Net sales | $ 4,089.7 | $ 4,273.2 | $ 4,226.5 | $ 3,805.9 | $ 4,072 | $ 4,310.7 | $ 3,800.7 | $ 3,504.2 | $ 16,395.3 | $ 15,687.6 | $ 14,529.4 | ||||
Cost of goods sold | 3,872.7 | 4,039.4 | 4,009.6 | 3,606.1 | 3,862.6 | 4,088.5 | 3,614.6 | 3,330.2 | 15,527.8 | 14,895.9 | 13,792.5 | ||||
Gross profit | 217 | 233.8 | 216.9 | 199.8 | 209.4 | 222.2 | 186.1 | 174 | 867.5 | 791.7 | 736.9 | ||||
Warehousing and distribution expenses | 136.4 | 137.6 | 134.3 | 132.3 | 134 | 137.4 | 118 | 114.7 | 540.6 | 504.1 | 431.2 | ||||
Selling, general and administrative expenses(1) | 61.2 | 58.8 | 61.7 | 63.4 | 57.8 | 57 | 54.2 | 55.3 | 245.1 | [1] | 224.3 | [1] | 210.3 | [1] | |
Amortization of intangible assets | 2.4 | 2.5 | 2.6 | 2.5 | 2.5 | 2.4 | 1.8 | 1.8 | 10 | 8.5 | 5.3 | ||||
Total operating expenses | 200 | 198.9 | 198.6 | 198.2 | 194.3 | 196.8 | 174 | 171.8 | 795.7 | 736.9 | 646.8 | ||||
Income from operations | 17 | 34.9 | 18.3 | 1.6 | 15.1 | 25.4 | 12.1 | 2.2 | 71.8 | 54.8 | 90.1 | ||||
Interest expense, net | (3.1) | (3.4) | (3.4) | (3.8) | (3.3) | (3.8) | (2) | (1.9) | (13.7) | (11) | (5.1) | ||||
Foreign currency transaction gains, net | 1.3 | (0.4) | 0.5 | 0.4 | (0.1) | 0.2 | 1.1 | 0.6 | 1.8 | 1.8 | 0.5 | ||||
Pension termination settlement | $ 17.2 | 17.2 | 0 | 0 | 0 | 0 | [1] | 17.2 | [1] | 0 | [1] | ||||
Income before income taxes | 15.2 | 31.1 | 15.4 | (1.8) | (5.5) | 21.8 | 11.2 | 0.9 | 59.9 | 28.4 | 85.5 | ||||
Income tax benefit (provision) | (3.1) | (7.4) | (4.4) | 0.5 | 16.3 | (8.1) | (4.3) | 1.2 | (14.4) | 5.1 | (31.3) | ||||
Net income | $ 12.1 | $ 23.7 | $ 11 | $ (1.3) | $ 10.8 | $ 13.7 | $ 6.9 | $ 2.1 | $ 45.5 | [2] | $ 33.5 | [2] | $ 54.2 | [2] | |
Basic net income per common share (in dollars per share) | $ 0.26 | $ 0.52 | $ 0.24 | $ (0.03) | $ 0.23 | $ 0.29 | $ 0.15 | $ 0.05 | |||||||
Diluted net income per common share (in dollars per share) | $ 0.26 | $ 0.51 | $ 0.24 | $ (0.03) | $ 0.23 | $ 0.29 | $ 0.15 | $ 0.05 | |||||||
Weighted-average common shares outstanding (basic shares) | 45.7 | 45.9 | 46 | 46.2 | 46.2 | 46.3 | 46.3 | 46.3 | 46 | 46.3 | 46.3 | ||||
Diluted (in shares) | 46 | 46.2 | 46.1 | 46.2 | 46.3 | 46.4 | 46.4 | 46.4 | 46.1 | 46.4 | 46.5 | ||||
Excise taxes | $ 859 | $ 920.7 | $ 900.4 | $ 811.3 | $ 891.4 | $ 961.6 | $ 872.1 | $ 737.5 | $ 3,500 | $ 3,500 | $ 3,000 | ||||
LIFO expense | 5.2 | 7.2 | 6.9 | 5.9 | 6.7 | 6 | 4.6 | 4.2 | 25.2 | 21.5 | 13.2 | ||||
Depreciation and amortization | 15 | 14.9 | 14.7 | 14.9 | 14.8 | 15.3 | 12.2 | 12.1 | 59.5 | 54.4 | 42.9 | ||||
Stock-based compensation | 1.8 | 2 | 2.5 | 1.9 | 1.5 | 1.2 | 1.2 | 1.1 | 8.2 | 5 | 6.1 | ||||
Capital expenditures | 5.2 | 5.7 | 2.3 | 6.9 | 4.2 | 13.2 | 17.1 | 13.7 | 20.1 | 48.2 | 54.3 | ||||
Acquisition and transition costs | 1.4 | 2.7 | 1.8 | ||||||||||||
Other Tobacco Products (OTP), Tax Refund | 3.9 | ||||||||||||||
Other Tobacco Products (OTP), Tax Refund, Related Expenses | 0.6 | ||||||||||||||
Selling, General and Administrative Expenses, Acquisition and Integration Expenses | 0.3 | 0.9 | 0.1 | 0.1 | 0.3 | 0.8 | 0.6 | ||||||||
Net income tax benefit | 14.6 | ||||||||||||||
Reduction in federal statutory rate | 0 | (14.6) | 0 | ||||||||||||
Cigarettes | |||||||||||||||
Quarterly Financial Information [Line Items] | |||||||||||||||
Net sales | 2,719.7 | 2,874.6 | 2,842.7 | 2,537.5 | 2,775.9 | 2,958.6 | 2,666.2 | 2,486.7 | 10,974.5 | 10,887.4 | 10,335.7 | ||||
Cigarette inventory holding gains | 3.1 | 5.9 | 3.5 | 7.1 | 2 | 6.6 | 0.9 | 6.6 | |||||||
Cigarette tax stamp inventory holding gains | 0 | 7.4 | 0 | 0 | |||||||||||
Food/non-food | |||||||||||||||
Quarterly Financial Information [Line Items] | |||||||||||||||
Net sales | $ 1,370 | $ 1,398.6 | $ 1,383.8 | $ 1,268.4 | $ 1,296.1 | $ 1,352.1 | $ 1,134.5 | $ 1,017.5 | $ 5,420.8 | $ 4,800.2 | $ 4,193.7 | ||||
[1] | In December 2017, the Company settled its qualified defined-benefit pension obligation, which resulted in a non-cash charge related to unrecognized actuarial losses in accumulated other comprehensive income. This charge was initially recorded in selling, general and administrative expenses in 2017 but was subsequently reclassified during 2018 as a result of the adoption of ASU No. 2017-07, Compensation - Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Benefit Cost (“ASU No. 2017-07”). | ||||||||||||||
[2] | Amounts have been rounded for presentation purposes and might differ from unrounded results. |
Schedule II - Valuation and Q_2
Schedule II - Valuation and Qualifying Accounts (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Period | $ 8.3 | $ 7.9 | $ 11.6 |
Charged to Costs and Expenses | 28.7 | 21.8 | 22.9 |
Deductions | (27.1) | (21.8) | (26.8) |
Charged to Other Accounts | 0 | 0.4 | 0.2 |
Balance at End of Period | 9.9 | 8.3 | 7.9 |
Trade receivables | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Period | 7.3 | 7.1 | 10.9 |
Charged to Costs and Expenses | 1.1 | 2 | |
Deductions | (1.3) | (6) | |
Charged to Other Accounts | 0 | 0.4 | 0.2 |
Balance at End of Period | 8.3 | 7.3 | 7.1 |
Inventory reserves | |||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Period | 1 | 0.8 | 0.7 |
Charged to Costs and Expenses | 25.1 | 20.7 | 20.9 |
Deductions | (24.5) | (20.5) | (20.8) |
Charged to Other Accounts | 0 | 0 | 0 |
Balance at End of Period | $ 1.6 | $ 1 | $ 0.8 |