Cover Page
Cover Page - shares | 3 Months Ended | |
Mar. 31, 2020 | Apr. 30, 2020 | |
Entity Information [Line Items] | ||
Entity Central Index Key | 0001481792 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2020 | |
Document Transition Report | false | |
Entity File Number | 001-34806 | |
Entity Registrant Name | Quad/Graphics, Inc. | |
Entity Incorporation, State or Country Code | WI | |
Entity Tax Identification Number | 39-1152983 | |
Title of 12(b) Security | Class A Common Stock, par value $0.025 per share | |
Trading Symbol | QUAD | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Shell Company | false | |
Entity Address, Address Line One | N61 W23044 Harry’s Way | |
City Area Code | 414 | |
Entity Address, City or Town | Sussex | |
Local Phone Number | 566-6000 | |
Entity Address, State or Province | WI | |
Entity Address, Postal Zip Code | 53089-3995 | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Common Class A | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 40,214,733 | |
Common Class B | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 13,556,858 | |
Common Class C | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 0 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Millions, $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Total net sales | $ 822.5 | $ 961 |
Total cost of sales | 647.7 | 788.3 |
Operating expenses | ||
Selling, general and administrative expenses | 99.6 | 94.5 |
Depreciation and amortization | 47.4 | 54.2 |
Restructuring, impairment and transaction-related charges | 22.8 | 7.6 |
Total operating expenses | 817.5 | 944.6 |
Operating income from continuing operations | 5 | 16.4 |
Interest expense | 18.1 | 21.8 |
Net pension income | (2.7) | (1.5) |
(Gain) loss on debt extinguishment | (0.6) | 15.9 |
Loss from continuing operations before income taxes and equity in loss of unconsolidated entity | (9.8) | (19.8) |
Income tax benefit | (1.2) | (7.2) |
Loss from continuing operations before equity in loss of unconsolidated entity | (8.6) | (12.6) |
Equity in loss of unconsolidated entity | 0 | 0.1 |
Net loss from continuing operations | (12.4) | (22.8) |
Net loss from continuing operations | (8.6) | (12.7) |
Loss from discontinued operations, net of tax | (3.8) | (10.1) |
Less: net loss attributable to noncontrolling interests | 0 | (0.3) |
Net loss attributable to Quad common shareholders | $ (12.4) | $ (22.5) |
Earnings Per Share [Abstract] | ||
Earnings (loss) per share attributable to Quad common shareholders, basic, continuing operations (USD per share) | $ (0.17) | $ (0.25) |
Earnings (loss) per share attributable to Quad common shareholders, basic, discontinued operations (USD per share) | (0.08) | (0.20) |
Basic earnings (loss) per share attributable to Quad common shareholders (USD per share) | $ (0.25) | $ (0.45) |
Weighted average number of common shares outstanding, basic (in shares) | 50.5 | 49.6 |
Weighted average number of common shares outstanding, diluted (in shares) | 50.5 | 49.6 |
Products | ||
Total net sales | $ 645 | $ 761.4 |
Total cost of sales | 523.7 | 646.2 |
Services | ||
Total net sales | 177.5 | 199.6 |
Total cost of sales | $ 124 | $ 142.1 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Statement of Comprehensive Income [Abstract] | ||
Net loss | $ (12.4) | $ (22.8) |
Other comprehensive loss | ||
Translation adjustments | (15.3) | (0.3) |
Interest rate swap adjustments | (11.1) | (3.7) |
Other comprehensive loss, before tax | (26.4) | (4) |
Income tax impact related to items of other comprehensive loss | 2.8 | 0.9 |
Other comprehensive loss, net of tax | (23.6) | (3.1) |
Total comprehensive loss | (36) | (25.9) |
Less: comprehensive loss attributable to noncontrolling interests | 0 | (0.3) |
Comprehensive loss attributable to Quad common shareholders | $ (36) | $ (25.6) |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Millions | Mar. 31, 2020 | Dec. 31, 2019 |
ASSETS | ||
Cash and cash equivalents | $ 207.8 | $ 78.7 |
Receivables, less allowance for credit losses of $37.1 million at March 31, 2020, and $25.0 million at December 31, 2019 | 401.8 | 456.1 |
Inventories | 188.9 | 210.5 |
Prepaid expenses and other current assets | 66.8 | 109 |
Current assets of discontinued operations | 52.3 | 56.6 |
Total current assets | 917.6 | 910.9 |
Property, plant and equipment—net | 1,006.7 | 1,036.5 |
Operating lease right-of-use assets—net | 91.5 | 97.9 |
Goodwill | 103 | 103 |
Other intangible assets—net | 131.9 | 137.2 |
Equity method investment in unconsolidated entity | 2.8 | 3.6 |
Other long-term assets | 115.1 | 127.5 |
Long-term assets of discontinued operations | 0 | 0.5 |
Total assets | 2,368.6 | 2,417.1 |
LIABILITIES AND SHAREHOLDERS’ EQUITY | ||
Accounts payable | 418.4 | 416.7 |
Other current liabilities | 229.6 | 303 |
Short-term debt and current portion of long-term debt | 44.1 | 40 |
Current portion of finance lease obligations | 5.7 | 7.7 |
Current portion of operating lease obligations | 29 | 30.2 |
Current liabilities of discontinued operations | 13.9 | 15.8 |
Liabilities, Current, Total | 740.7 | 813.4 |
Long-term debt | 1,137.8 | 1,058.5 |
Finance lease obligations | 4.9 | 6 |
Operating lease obligations | 65 | 70.4 |
Deferred income taxes | 3.2 | 2.8 |
Other long-term liabilities | 220.1 | 221.1 |
Long-term liabilities of discontinued operations | 0.6 | 0.6 |
Liabilities, Total | 2,172.3 | 2,172.8 |
Commitments and contingencies (Note 10) | ||
Shareholders’ equity | ||
Preferred stock | 0 | 0 |
Additional paid-in capital | 830.7 | 847.4 |
Treasury stock, at cost | (12.7) | (31.5) |
Accumulated deficit | (450.1) | (423.5) |
Accumulated other comprehensive loss | (190.8) | (167.2) |
Quad’s shareholders’ equity | 178.5 | 226.6 |
Noncontrolling interests | 17.8 | 17.7 |
Total shareholders’ equity and noncontrolling interests | 196.3 | 244.3 |
Total liabilities and shareholders’ equity | 2,368.6 | 2,417.1 |
Common Class A | ||
Shareholders’ equity | ||
Common stock | 1 | 1 |
Common Class B | ||
Shareholders’ equity | ||
Common stock | 0.4 | 0.4 |
Common Class C | ||
Shareholders’ equity | ||
Common stock | $ 0 | $ 0 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions | Mar. 31, 2020 | Dec. 31, 2019 |
Statement of Financial Position [Abstract] | ||
Allowances for doubtful accounts | $ 37.1 | $ 25 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Statement of Cash Flows [Abstract] | ||
Net loss | $ (12.4) | $ (22.8) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 47.4 | 59.2 |
Employee stock ownership plan contribution | 0 | 0 |
Impairment charges | 3.8 | 1.7 |
Amortization of debt issuance costs and original issue discount | 0.6 | 1.1 |
(Gain) loss on debt extinguishment | (0.6) | 15.9 |
Stock-based compensation | 2.8 | 5 |
Gain from property insurance claims | 0 | (0.8) |
Loss on the sale of a business | 2.9 | 0 |
Gain on the sale or disposal of property, plant and equipment | (0.8) | (3) |
Deferred income taxes | 12.6 | (10.7) |
Equity in loss of unconsolidated entity | 0 | 0.1 |
Changes in operating assets and liabilities—net of acquisitions | (11.6) | (104.3) |
Net cash provided by (used in) operating activities | 44.7 | (58.6) |
INVESTING ACTIVITIES | ||
Payments to Acquire Property, Plant, and Equipment | (29) | (45.3) |
Proceeds from the sale of property, plant and equipment | 3.6 | 7.8 |
Proceeds from the sale of business | 41.3 | 0 |
Proceeds from property insurance claims | 0 | 0.3 |
Acquisition of businesses—net of cash acquired | (1.6) | (121) |
Net cash provided by (used in) investing activities | 14.3 | (158.2) |
FINANCING ACTIVITIES | ||
Proceeds from issuance of long-term debt | 0 | 490.4 |
Payments of long-term debt | (43.9) | (534.3) |
Payments of finance lease obligations | (3.1) | (1.6) |
Borrowings on revolving credit facilities | 204.8 | 1,239.3 |
Payments on revolving credit facilities | (76.7) | (990.1) |
Payments of debt issuance costs and financing fees | 0 | (20.2) |
Equity awards redeemed to pay employees’ tax obligations | (1) | (6.6) |
Payment of cash dividends | (9.5) | (19.2) |
Other financing activities | 0.1 | 0 |
Net cash provided by financing activities | 70.7 | 157.7 |
Effect of exchange rates on cash and cash equivalents | (0.6) | 0 |
Net increase (decrease) in cash and cash equivalents | 129.1 | (59.1) |
Cash and cash equivalents at beginning of period | 78.7 | 69.5 |
Cash and cash equivalents at end of period | $ 207.8 | $ 10.4 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Shareholders' Equity and Noncontrolling Interests - USD ($) shares in Millions, $ in Millions | Total | Common Stock | Common StockCumulative Effect, Period Of Adoption, Adjusted Balance | Additional Paid-in Capital | Additional Paid-in CapitalCumulative Effect, Period Of Adoption, Adjusted Balance | Treasury Stock | Treasury StockCumulative Effect, Period Of Adoption, Adjusted Balance | Accumulated Deficit | Accumulated DeficitCumulative Effect, Period Of Adoption, Adjustment | Accumulated DeficitCumulative Effect, Period Of Adoption, Adjusted Balance | Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive LossCumulative Effect, Period Of Adoption, Adjusted Balance | Quad’s Shareholders’ Equity | Quad’s Shareholders’ EquityCumulative Effect, Period Of Adoption, Adjustment | Quad’s Shareholders’ EquityCumulative Effect, Period Of Adoption, Adjusted Balance | Noncontrolling Interests | Noncontrolling InterestsCumulative Effect, Period Of Adoption, Adjusted Balance |
Beginning balance, shares at Dec. 31, 2018 | 54.3 | (2.7) | |||||||||||||||
Beginning balance, Quad's shareholders equity at Dec. 31, 2018 | $ 1.4 | $ 861.3 | $ (56.6) | $ (211.4) | $ (152.2) | $ 442.5 | |||||||||||
Beginning balance, noncontrolling interests at Dec. 31, 2018 | $ 17.7 | ||||||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||
Net earnings (loss) attributable to Quad common shareholders | $ (22.5) | (22.5) | (22.5) | ||||||||||||||
Less: net loss attributable to noncontrolling interests | (0.3) | 0.3 | |||||||||||||||
Foreign currency translation adjustments | (0.3) | (0.3) | |||||||||||||||
Interest rate swap adjustments, net of tax | (2.8) | (2.8) | |||||||||||||||
Cash dividends declared | (16) | (16) | |||||||||||||||
Stock-based compensation | 5 | 5 | |||||||||||||||
Issuance of share-based awards, net of other activity, shares | 1.7 | ||||||||||||||||
Issuance of share-based awards, net of other activity | 30.1 | $ (33.3) | (3.2) | ||||||||||||||
Awards redeemed to pay employees' tax obligations, shares | (0.5) | ||||||||||||||||
Awards redeemed to pay employees’ tax obligations | $ (6.6) | (6.6) | |||||||||||||||
Ending balance, shares at Mar. 31, 2019 | 54.3 | (1.5) | |||||||||||||||
Ending balance, Quad's shareholders' equity at Mar. 31, 2019 | $ 1.4 | 836.2 | $ (29.9) | (249.9) | (155.3) | 402.5 | |||||||||||
Ending balance, noncontrolling interests at Mar. 31, 2019 | 17.4 | ||||||||||||||||
Beginning balance, shares at Dec. 31, 2019 | 54.3 | 54.3 | (1.6) | (1.6) | |||||||||||||
Beginning balance, Quad's shareholders equity at Dec. 31, 2019 | 226.6 | $ 1.4 | $ 1.4 | 847.4 | $ 847.4 | $ (31.5) | $ (31.5) | (423.5) | $ (6.3) | $ (429.8) | (167.2) | $ (167.2) | 226.6 | $ (6.3) | $ 220.3 | ||
Beginning balance, noncontrolling interests at Dec. 31, 2019 | 17.7 | 17.7 | $ 17.7 | ||||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||
Net earnings (loss) attributable to Quad common shareholders | (12.4) | (12.4) | (12.4) | ||||||||||||||
Less: net loss attributable to noncontrolling interests | 0 | ||||||||||||||||
Change in ownership of noncontrolling interests | (0.1) | ||||||||||||||||
Foreign currency translation adjustments | (15.3) | (15.3) | |||||||||||||||
Interest rate swap adjustments, net of tax | (8.3) | (8.3) | |||||||||||||||
Cash dividends declared | (7.9) | (7.9) | |||||||||||||||
Stock-based compensation | 3.1 | 3.1 | |||||||||||||||
Issuance of share-based awards, net of other activity, shares | 0.1 | 1.1 | |||||||||||||||
Issuance of share-based awards, net of other activity | 19.8 | $ (19.8) | 0 | ||||||||||||||
Awards redeemed to pay employees' tax obligations, shares | (0.2) | ||||||||||||||||
Awards redeemed to pay employees’ tax obligations | $ (1) | (1) | |||||||||||||||
Ending balance, shares at Mar. 31, 2020 | 54.4 | (0.7) | |||||||||||||||
Ending balance, Quad's shareholders' equity at Mar. 31, 2020 | 178.5 | $ 1.4 | $ 830.7 | $ (12.7) | $ (450.1) | $ (190.8) | $ 178.5 | ||||||||||
Ending balance, noncontrolling interests at Mar. 31, 2020 | $ 17.8 | $ 17.8 |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Shareholders' Equity and Noncontroling Interests (Parenthetical) - $ / shares | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Statement of Stockholders' Equity [Abstract] | ||
Cash dividend declared (USD per share) | $ 0.15 | $ 0.30 |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Mar. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements for Quad/Graphics, Inc. and its subsidiaries (the “Company” or “Quad”) have been prepared by the Company pursuant to the rules and regulations for interim financial information of the United States Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) have been omitted pursuant to such SEC rules and regulations. These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated annual financial statements as of and for the year ended December 31, 2019, and notes thereto included in the Company’s latest Annual Report on Form 10-K filed with the SEC on February 19, 2020. The Company is subject to seasonality in its quarterly results as net sales and operating income are higher in the third and fourth quarters of the calendar year as compared to the first and second quarters. The fourth quarter is typically the highest seasonal quarter for cash flows from operating activities due to the reduction of working capital requirements that reach peak levels during the third quarter. Seasonality is driven by increased magazine advertising page counts, retail inserts and catalogs primarily due to back-to-school and holiday-related advertising and promotions. The Company expects this seasonality impact to continue in future years. The financial information contained herein reflects all adjustments, in the opinion of management, necessary for a fair presentation of the Company’s results of operations for the three months ended March 31, 2020 and 2019. All of these adjustments are of a normal recurring nature, except as otherwise noted. All intercompany transactions have been eliminated in consolidation. These unaudited condensed consolidated financial statements include estimates and assumptions of management that affect the amounts reported in the condensed consolidated financial statements. Actual results could differ from these estimates. Discontinued Operations The results of operations of the Company’s United States Book business (“Book business”) have been reported as discontinued operations for all periods presented, in accordance with Accounting Standards Codification (“ASC”) 205-20 — Discontinued Operations . The corresponding current and long-term assets and liabilities of the Book business have been classified as held for sale in the condensed consolidated balance sheets in accordance with ASC 205-20 as of March 31, 2020, and December 31, 2019. The financial information pertaining to discontinued operations has been excluded from all relevant notes to the condensed consolidated financial statements, unless otherwise noted. See all required disclosures and further information in Note 4, “Discontinued Operations” for information about the Company’s intent to sell its Book business. Receivables On January 1, 2020, the Company adopted Accounting Standards Update 2016-13 “Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments” (“ASU 2016-13”), which changes the impairment model for most financial assets and certain other instruments. This new impairment model, also known as the current expected credit loss (“CECL”) model, is based on expected losses rather than incurred losses. Under ASC 326— Financial Instruments — Credit Losses (“ASC 326”), the Company is required to measure expected credit losses for financial instruments, including trade receivables, based on historical experience, current conditions and reasonable forecasts. The Company has adopted ASU 2016-13 using a modified retrospective transition approach and has recorded a cumulative-effect transition adjustment to accumulated deficit to increase the allowance for credit losses balance as of January 1, 2020. See Note 7, “Receivables,” for additional accounting policy and transition disclosures. |
Revenue Recognition Revenue Rec
Revenue Recognition Revenue Recognition | 3 Months Ended |
Mar. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | Revenue Recognition Revenue Disaggregation The following table provides information about disaggregated revenue by the Company’s operating segments and major products and services offerings for the three months ended March 31, 2020 and 2019: United States Print International Total Three months ended March 31, 2020 Catalog, publications, retail inserts, and directories $ 412.1 $ 64.7 $ 476.8 Direct mail and other printed products 150.4 16.4 166.8 Other 1.1 0.3 1.4 Total products 563.6 81.4 645.0 Logistics services 90.0 4.4 94.4 Imaging, marketing services and other services 83.0 0.1 83.1 Total services 173.0 4.5 177.5 Total net sales $ 736.6 $ 85.9 $ 822.5 Three months ended March 31, 2019 Catalog, publications, retail inserts, and directories $ 485.7 $ 71.3 $ 557.0 Direct mail and other printed products 167.4 30.4 197.8 Other 6.5 0.1 6.6 Total products 659.6 101.8 761.4 Logistics services 100.3 4.1 104.4 Imaging, marketing services and other services 95.1 0.1 95.2 Total services 195.4 4.2 199.6 Total net sales $ 855.0 $ 106.0 $ 961.0 Nature of Products and Services The Company recognizes its products and services revenue based on when the transfer of control passes to the client or when the service is completed and accepted by the client. The products offering is predominantly comprised of the Company’s print operations which includes retail inserts, publications, catalogs, special interest publications, journals, direct mail, directories, in-store marketing and promotion, packaging, newspapers, custom print products, other commercial and specialty printed products and global paper procurement. The Company considers its logistic operations as services, which include the delivery of printed material. The Services offering also includes revenues related to the Company’s imaging operations, which include digital content management, photography, color services, page production, marketing services, media planning and placement, facilities management and medical services. Costs to Obtain Contracts In accordance with ASC 606 — Revenue from Contracts with Customers , the Company capitalizes certain sales incentives of the sales compensation packages for costs that are directly attributed to being awarded a client contract or renewal and would not have been incurred had the contract not been obtained. The Company also defers certain contract acquisition costs paid to the client at contract inception. Costs to obtain contracts with a duration of less than one year are expensed as incurred. For all contract costs with contracts over one year, the Company amortizes the costs to obtain contracts on a straight-line basis over the estimated life of the contract and reviews quarterly for impairment. Activity impacting costs to obtain contracts for the three months ended March 31, 2020, was as follows: Costs to Obtain Contracts Balance at December 31, 2019 $ 12.7 Costs to obtain contracts 0.6 Amortization of costs to obtain contracts (1.2) Balance at March 31, 2020 $ 12.1 |
Acquisitions and Strategic Inve
Acquisitions and Strategic Investments Acquisitions and Strategic Investments | 3 Months Ended |
Mar. 31, 2020 | |
Acquisitions and Strategic Investments [Abstract] | |
Acquisitions and Strategic Investments | Acquisitions 2019 Acquisition of Periscope On January 3, 2019, the Company completed the acquisition of Periscope, Inc. (“Periscope”), a creative agency headquartered in Minneapolis, Minnesota, for $121.0 million cash paid. Periscope provides a comprehensive service offering, including media buying and analytics, creative and account management. Periscope also has packaging design and premedia services that complement Quad’s print-production capabilities. The purchase price of $134.0 million includes $9.8 million of acquired cash and non-cash equity incentive awards with a grant date fair value of $3.2 million. Included in the purchase price allocation are $69.8 million of identifiable other intangible assets, which are amortized over their estimated useful lives, ranging from five to six years, and $58.5 million of goodwill, of which $52.7 million is deductible for tax purposes. The final allocation of the purchase price was based on valuations performed to determine the fair value of the net assets as of the acquisition date. The net assets acquired, excluding acquired cash, were classified as Level 3 in the valuation hierarchy (see Note 13, “Financial Instruments and Fair Value Measurements,” for the definition of Level 3 inputs). Periscope’s operations are included in the United States Print and Related Services segment. |
Discontinued Operations (Notes)
Discontinued Operations (Notes) | 3 Months Ended |
Mar. 31, 2020 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | Discontinued Operations During the third quarter of 2019, the Company made a decision to sell its United States Book business as a part of an ongoing process to review its business portfolio and divest assets not core to the Quad 3.0 transformation. Accordingly, the Company has classified the Book business as a discontinued operation, as required by ASC 205-20 — Discontinued Operations . The Book business primarily consists of three facilities: Versailles, Kentucky; Fairfield, Pennsylvania; and Martinsburg, West Virginia. The Company’s Book business has historically been included within the United States Print and Related Services segment and the Core Print and Related Services reporting unit. The following table summarizes the results of operations of the Company’s United States Book business , which are included in the loss from discontinued operations in the condensed consolidated statements of operations for the three months ended March 31, 2020 and 2019: Three Months Ended March 31, 2020 2019 Total net sales $ 40.3 $ 43.7 Total cost of sales, excluding depreciation and amortization 41.1 48.8 Selling, general and administrative expenses 1.9 3.4 Depreciation and amortization — 5.0 Restructuring, impairment and transaction-related charges (1) 2.2 — Loss from discontinued operations before income taxes (4.9) (13.5) Income tax benefit (1.1) (3.4) Loss from discontinued operations, net of tax $ (3.8) $ (10.1) ______________________________ (1) The Company recognized $1.3 million of impairment charges for tangible property, plant and equipment during the three months ended March 31, 2020, to reduce the carrying value of the Book business to its fair va lue. The condensed consolidated statements of cash flows for all periods have not been adjusted to separately disclose cash flows related to discontinued operations. Cash flows used in operating activities related to the Book business were $0.9 million and $3.4 million during the three months ended March 31, 2020 and 2019, respectively; and cash flows used in investing activities related to the Book business were $1.6 million and $9.3 million during the three months ended March 31, 2020 and 2019, respectively. The following table summarizes the current and long-term assets and liabilities of the discontinued United States Book business that were classified as held for sale in the condensed consolidated balance sheets at March 31, 2020, and December 31, 2019: March 31, December 31, Receivables—net $ 16.1 $ 19.6 Inventories 12.9 14.0 Prepaid expenses and other current assets 23.3 23.0 Current assets of discontinued operations 52.3 56.6 Property, plant and equipment—net — — Operating lease right-of-use assets—net — 0.2 Other long-term assets — 0.3 Long-term assets of discontinued operations — 0.5 Accounts payable 8.0 7.0 Accrued liabilities 5.9 8.5 Current portion of finance lease obligations — 0.1 Current portion of operating lease obligations — 0.2 Current liabilities of discontinued operations 13.9 15.8 Finance lease obligations — — Other long-term liabilities 0.6 0.6 Long-term liabilities of discontinued operations 0.6 0.6 |
Restructuring, Impairment and T
Restructuring, Impairment and Transaction-Related Charges | 3 Months Ended |
Mar. 31, 2020 | |
Restructuring and Related Activities [Abstract] | |
Restructuring, Impairment and Transaction-Related Charges | Restructuring, Impairment and Transaction-Related Charges The Company recorded restructuring, impairment and transaction-related charges for the three months ended March 31, 2020 and 2019, as follows: Three Months Ended March 31, 2020 2019 Employee termination charges $ 12.6 $ 4.3 Impairment charges 2.5 1.7 Transaction-related charges 0.5 1.5 Integration costs 0.7 0.8 Other restructuring charges (income) 6.5 (0.7) Total $ 22.8 $ 7.6 The costs related to these activities have been recorded in the condensed consolidated statements of operations as restructuring, impairment and transaction-related charges. See Note 20, “Segment Information,” for restructuring, impairment and transaction-related charges by segment. Restructuring Charges The Company began a restructuring program in 2010 related to eliminating excess manufacturing capacity and properly aligning its cost structure and has since announced a total of 46 plant closures through March 31, 2020, including the announced closure of the Charlotte, North Carolina facility during the first quarter of 2020. The Company classifies the following charges as restructuring: • Employee termination charges are incurred when the Company reduces its workforce through facility consolidations and separation programs. • Integration costs are incurred primarily for the integration of acquired companies (see Note 3, “Acquisitions,” for descriptions of the Company’s recent acquisitions). • Other restructuring charges (income) are presented net of the gains on the sale of facilities and businesses, including a gain on the sale of the Shakopee, Minnesota facility during the three months ended March 31, 2020, and a gain on the sale of the Hazleton, Pennsylvania facility during the three months ended March 31, 2019. The Company also recognized a $2.9 million loss on the sale of a business during the three months ended March 31, 2020, included within other restructuring activities below. The components of other restructuring charges consisted of the following during the three months ended March 31, 2020 and 2019: Three Months Ended March 31, 2020 2019 Vacant facility carrying costs and lease exit charges $ 2.7 $ 1.3 Equipment and infrastructure removal costs 0.6 0.1 Gains on the sale of facilities (0.8) (3.5) Other restructuring activities 4.0 1.4 Other restructuring charges (income) $ 6.5 $ (0.7) The restructuring charges recorded were based on plans that have been committed to by management and were, in part, based upon management’s best estimates of future events. Changes to the estimates may require future restructuring charges and adjustments to the restructuring liabilities. The Company expects to incur additional restructuring charges related to these and other initiatives. Impairment Charges The Company recognized impairment charges of $2.5 million and $1.7 million during the three months ended March 31, 2020 and 2019, respectively, primarily for machinery and equipment no longer being utilized in production as a result of facility consolidations, as well as other capacity reduction restructuring activities. The fair values of the impaired assets were determined by the Company to be Level 3 under the fair value hierarchy (see Note 13, “Financial Instruments and Fair Value Measurements,” for the definition of Level 3 inputs) and were estimated based on broker quotes, internal expertise related to current marketplace conditions and estimated future discounted cash flows. These assets were adjusted to their estimated fair values at the time of impairment. If estimated fair values subsequently decline, the carrying values of the assets are adjusted accordingly. Transaction-Related Charges The Company incurs transaction-related charges primarily consisting of professional service fees related to business acquisition and divestiture activities. Transaction-related charges of $0.5 million and $1.5 million were recorded during the three months ended March 31, 2020 and 2019, respectively. Restructuring Reserves Activity impacting the Company’s restructuring reserves for the three months ended March 31, 2020, was as follows: Employee Impairment Transaction-Related Integration Other Total Balance at December 31, 2019 $ 9.9 $ — $ 0.8 $ 0.2 $ 13.6 $ 24.5 Expense, net 12.6 2.5 0.5 0.7 6.5 22.8 Cash payments, net (10.4) — (0.3) (0.7) (3.4) (14.8) Non-cash adjustments/reclassifications 0.3 (2.5) — — (1.7) (3.9) Balance at March 31, 2020 $ 12.4 $ — $ 1.0 $ 0.2 $ 15.0 $ 28.6 |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 3 Months Ended |
Mar. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets Goodwill Goodwill represents the excess of the purchase price over the fair value of identifiable net assets acquired in a business combination. Goodwill is assigned to specific reporting units and is tested annually for impairment as of October 31 or more frequently if events or changes in circumstances indicate that it is more likely than not that the fair value of a reporting unit is below its carrying value. Due to the decline in the Company’s stock price and the uncertainty and impacts of the coronavirus (“COVID-19”) pandemic on the Company and the global economy, an interim goodwill impairment test was completed on the goodwill in the Core Print and Related Services reporting unit during the three months ended March 31, 2020. Fair value was determined using an equal weighting of both the income and market approaches. Under the income approach, the Company determined fair value based on estimated future cash flows discounted by an estimated weighted-average cost of capital, which reflects the overall level of inherent risk and the rate of return an outside investor would expect to earn. Under the market approach, the Company derived the fair value of the reporting units based on market multiples of comparable publicly-traded companies. This fair value determination was categorized as Level 3 in the fair value hierarchy (see Note 13, “Financial Instruments and Fair Value Measurements,” for the definition of Level 3 inputs). As a result of the interim goodwill impairment test, the Company determined the fair value of the Core Print and Related Services reporting unit exceeded the carrying value, and therefore no impairment was recorded during the three months ended March 31, 2020. The accumulated goodwill impairment losses and the carrying value of goodwill at March 31, 2020, and December 31, 2019, were as follows: United States Print and Related Services International Total Goodwill $ 881.3 $ 30.0 $ 911.3 Accumulated goodwill impairment loss (778.3) (30.0) (808.3) Goodwill, net of accumulated goodwill impairment loss $ 103.0 $ — $ 103.0 Other Intangible Assets The components of finite-lived intangible assets at March 31, 2020, and December 31, 2019, were as follows: March 31, 2020 December 31, 2019 Weighted Gross Accumulated Net Book Weighted Gross Accumulated Net Book Trademarks, patents, licenses and agreements 6 $ 67.3 $ (33.8) $ 33.5 6 $ 68.6 $ (33.6) $ 35.0 Capitalized software 5 16.2 (9.2) 7.0 5 16.1 (8.5) 7.6 Acquired Technology 5 2.9 — 2.9 — — — — Customer relationships 6 561.4 (472.9) 88.5 6 562.1 (467.5) 94.6 Total $ 647.8 $ (515.9) $ 131.9 $ 646.8 $ (509.6) $ 137.2 The gross carrying amount and accumulated amortization within other intangible assets—net in the condensed consolidated balance sheets at March 31, 2020, and December 31, 2019, differs from the value originally recorded at acquisition due to impairment charges recorded in prior years and the effects of currency fluctuations since the purchase date. Other intangible assets are evaluated for potential impairment whenever events or circumstances indicate that the carrying value may not be recoverable. There were no impairment charges recorded on finite-lived intangible assets for the three months ended March 31, 2020 and 2019. Amortization expense for other intangible assets was $9.9 million and $11.6 million for the three months ended March 31, 2020 and 2019, respectively. The estimated future amortization expense related to other intangible assets as of March 31, 2020, was as follows: Amortization Expense Remainder of 2020 $ 29.6 2021 31.0 2022 29.6 2023 24.9 2024 14.4 2025 and thereafter 2.4 Total $ 131.9 |
Receivables
Receivables | 3 Months Ended |
Mar. 31, 2020 | |
Receivables [Abstract] | |
Receivables | Receivables The Company adopted ASU 2016-13 as of January 1, 2020, using a modified retrospective transition approach and has recorded a cumulative-effect transition adjustment to accumulated deficit as of January 1, 2020. The transition adjustment of $6.3 million to accumulated deficit included an $8.4 million increase in the allowance for credit losses, partially offset by a $2.1 million increase in deferred tax benefit. The transition had no impact to the condensed consolidated statement of operations. Prior to granting credit, the Company evaluates each client in an underwriting process, taking into consideration the prospective client’s financial condition, past payment experience, credit bureau information and other financial and qualitative factors that may affect the client’s ability to pay. Specific credit reviews and standard industry credit scoring models are used in performing this evaluation. Clients’ financial condition is continuously monitored as part of the normal course of business. Some of the Company’s clients are highly leveraged or otherwise subject to their own operating and regulatory risks. Specific client provisions are made when a review of significant outstanding amounts, utilizing information about client creditworthiness, as well as current and future economic trends based on reasonable forecasts, indicates that collection is doubtful. The Company also records a general provision based on the overall risk profile of the receivables and through the assessment of reasonable economic forecasts. The risk profile is assessed on a quarterly basis using various methods, including external resources and credit scoring models. Accounts that are deemed uncollectible are written off when all reasonable collection efforts have been exhausted. The Company has recorded credit loss expense of $5.0 million and $0.8 million during the three months ended March 31, 2020 and 2019, respectively, which is included in selling, general and administrative expenses in the condensed consolidated statements of operations. Receivables are stated net of allowances for credit losses in the condensed consolidated balance sheets. Based on the clients’ account reviews and the continued uncertainty of the global economy, the Company has established an allowance for credit loss of $37.1 million as of March 31, 2020, and $25.0 million as of December 31, 2019. Activity impacting the allowance for credit losses for the three months ended March 31, 2020, was as follows: Allowance for Credit Losses Balance at December 31, 2019 $ 25.0 Transition adjustment for adoption of ASU 2016-13 8.4 Balance at January 1, 2020 33.4 Provisions 5.0 Write-offs (1) (1.5) Translation and other 0.2 Balance at March 31, 2020 $ 37.1 ______________________________ (1) Write-offs primarily consisted of fully reserved receivables. |
Inventories
Inventories | 3 Months Ended |
Mar. 31, 2020 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories The components of inventories at March 31, 2020, and December 31, 2019, were as follows: March 31, December 31, Raw materials and manufacturing supplies $ 110.5 $ 112.2 Work in process 31.3 41.2 Finished goods 47.1 57.1 Total $ 188.9 $ 210.5 |
Property, Plant and Equipment
Property, Plant and Equipment | 3 Months Ended |
Mar. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, Plant and Equipment The components of property, plant and equipment at March 31, 2020, and December 31, 2019, were as follows: March 31, December 31, Land $ 101.2 $ 102.5 Buildings 843.7 846.1 Machinery and equipment 3,280.2 3,337.1 Other (1) 176.8 175.7 Construction in progress 52.6 35.0 Property, plant and equipment—gross $ 4,454.5 $ 4,496.4 Less: accumulated depreciation (3,447.8) (3,459.9) Property, plant and equipment—net $ 1,006.7 $ 1,036.5 ______________________________ (1) Other consists of computer equipment, vehicles, furniture and fixtures, leasehold improvements and communication-related equipment. The Company recorded impairment charges of $2.5 million and $1.7 million, for the three months ended March 31, 2020 and 2019, respectively, to reduce the carrying amounts of certain property, plant and equipment no longer utilized in production to fair value (see Note 5, “Restructuring, Impairment and Transaction-Related Charges,” for further discussion on impairment charges). The Company recognized depreciation expense of $37.5 million and $42.6 million for the three months ended March 31, 2020 and 2019, respectively. Assets Held for Sale from Continuing Operations |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Litigation The Company is named as a defendant in various lawsuits in which claims are asserted against the Company in the normal course of business. The liabilities, if any, which ultimately result from such lawsuits are not expected by management to have a material impact on the condensed consolidated financial statements of the Company. Environmental Reserves The Company is subject to various laws, regulations and government policies relating to health and safety, to the generation, storage, transportation, and disposal of hazardous substances, and to environmental protection in general. The Company provides for expenses associated with environmental remediation obligations when such amounts are probable and can be reasonably estimated. Such reserves are adjusted as new information develops or as circumstances change. The environmental reserves are not discounted. The Company believes it is in compliance with such laws, regulations and government policies in all material respects. Furthermore, the Company does not anticipate that maintaining compliance with such environmental statutes will have a material impact upon the Company’s condensed consolidated financial position. |
Debt
Debt | 3 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
Debt | Debt The components of long-term debt as of March 31, 2020, and December 31, 2019, were as follows: March 31, December 31, Master note and security agreement $ 31.3 $ 70.7 Term Loan A 768.3 768.3 Revolving credit facility 130.0 — Senior unsecured notes 238.7 243.5 International term loans 15.9 16.5 International revolving credit facilities 3.6 5.7 Other 2.6 3.1 Debt issuance costs (8.5) (9.3) Total debt $ 1,181.9 $ 1,098.5 Less: short-term debt and current portion of long-term debt (44.1) (40.0) Long-term debt $ 1,137.8 $ 1,058.5 Fair Value of Debt Based upon the interest rates available to the Company for borrowings with similar terms and maturities, the fair value of the Company’s total debt was approximately $1.1 billion at March 31, 2020, and at December 31, 2019. The fair value determination of the Company’s total debt was categorized as Level 2 in the fair value hierarchy (see Note 13, “Financial Instruments and Fair Value Measurements,” for the definition of Level 2 inputs). Master Note and Security Agreement Tender The Company redeemed $37.6 million of its senior notes under the Master Note and Security Agreement, at par (the outstanding principal balance as of the date of payment), during the three months ended March 31, 2020. There was no direct gain or loss recognized as a result of the tender as all notes were redeemed at par; however, $0.2 million of unamortized debt issuance costs related to the tendered notes were recognized as a loss on debt extinguishment during the three months ended March 31, 2020. All tendered senior notes under the Master Note and Security Agreement were canceled. The Company used cash flows from operating activities and borrowings under its revolving credit facility to fund the tender. The tender was primarily completed to reallocate debt to the lower interest rate revolving credit facility and thereby reduce interest expense based on current London Interbank Offered Rate ("LIBOR") rates. Senior Unsecured Notes Repurchases The Company repurchased $4.7 million of its outstanding unsecured 7.0% senior notes due May 1, 2022 (the “Senior Unsecured Notes”) in the open market, resulting in a net gain on debt extinguishment of $0.8 million during the three months ended March 31, 2020. All repurchased Senior Unsecured Notes were canceled. The Company used cash flows from operating activities and borrowings under its revolving credit facility to fund the repurchases. These repurchases were primarily completed to reallocate debt to the lower interest rate revolving credit facility and thereby reduce interest expense based on current LIBOR rates. Debt Issuance Costs Activity impacting the Company’s debt issuance costs for the three months ended March 31, 2020, was as follows: Capitalized Debt Balance at December 31, 2019 $ 9.3 Loss on debt extinguishment from Master Note and Security Tender (0.2) Amortization of debt issuance costs (0.6) Balance at March 31, 2020 $ 8.5 (Gain) Loss on Debt Extinguishment The gain on debt extinguishment recorded during the three months ended March 31, 2020, was comprised of the following: 2020 Gain on Debt Extinguishment Loss on debt extinguishment from Master Note and Security Tender $ 0.2 Gain on debt extinguishment from Senior Unsecured Note Repurchases (0.8) Total $ (0.6) The Company completed the third amendment to the April 28, 2014 Senior Secured Credit Facility on January 31, 2019, which resulted in a loss on debt extinguishment recorded during the three months ended March 31, 2019, and was comprised of the following: 2019 Loss on Debt Extinguishment Debt issuance costs: Debt issuance costs from February 10, 2017 debt financing arrangement $ 0.7 Debt issuance costs from January 31, 2019 debt financing arrangement 14.2 Original issue discount: Original issue discount from February 10, 2017 debt financing arrangement 1.0 Total $ 15.9 Covenants and Compliance The Company’s various lending arrangements include certain financial covenants (all financial terms, numbers and ratios are as defined in the Company’s debt agreements). Among these covenants, the Company was required to maintain the following as of March 31, 2020: • Total Leverage Ratio. On a rolling twelve-month basis, the Total Leverage Ratio, defined as consolidated total indebtedness to consolidated EBITDA, shall not exceed 3.75 to 1.00 (for the twelve months ended March 31, 2020, the Company’s Total Leverage Ratio was 3.53 to 1.00). • If there is any amount outstanding on the Revolving Credit Facility or Term Loan A, or if any lender has any revolving credit exposure or Term Loan A credit exposure, the Company is required to maintain the following: ◦ Senior Secured Leverage Ratio. On a rolling twelve-month basis, the Senior Secured Leverage Ratio, defined as consolidated senior secured net indebtedness to consolidated EBITDA, shall not exceed 3.50 to 1.00 (for the twelve months ended March 31, 2020, the Company’s Senior Secured Leverage Ratio was 2.24 to 1.00). ◦ Interest Coverage Ratio. On a rolling twelve-month basis, the Interest Coverage Ratio, defined as consolidated EBITDA to cash consolidated interest expense, shall not be less than 3.00 to 1.00 (for the twelve months ended March 31, 2020, the Company’s Interest Coverage Ratio was 4.62 to 1.00). The indenture underlying the Senior Unsecured Notes contains various covenants, including, but not limited to, covenants that, subject to certain exceptions, limit the Company’s and its restricted subsidiaries’ ability to incur and/or guarantee additional debt; pay dividends, repurchase stock or make certain other restricted payments; enter into agreements limiting dividends and certain other restricted payments; prepay, redeem or repurchase subordinated debt; grant liens on assets; enter into sale and leaseback transactions; merge, consolidate, transfer or dispose of substantially all of the Company’s consolidated assets; sell, transfer or otherwise dispose of property and assets; and engage in transactions with affiliates. In addition to those covenants, the Senior Secured Credit Facility also includes certain limitations on acquisitions, indebtedness, liens, dividends and repurchases of capital stock. The following limitations utilize a Total Net Leverage Ratio calculation, which, on a rolling twelve-month basis, is defined as consolidated net indebtedness to consolidated EBITDA (for the twelve months ended March 31, 2020, the Company’s Total Net Leverage Ratio was 2.95 to 1.00). • If the Company’s Total Net Leverage Ratio is greater than 2.75 to 1.00, the Company is prohibited from making greater than $120.0 million of annual dividend payments, capital stock repurchases and certain other payments. If the Total Net Leverage Ratio is less than 2.75 to 1.00, there are no such restrictions. As the Company’s Total Net Leverage Ratio as of March 31, 2020, was 2.95 to 1.00, the limitations described above are currently applicable. • If the Company’s Senior Secured Leverage Ratio is greater than 3.00 to 1.00 or the Company’s Total Net Leverage Ratio is greater than 3.50 to 1.00, the Company is prohibited from voluntarily prepaying any of the Senior Unsecured Notes and from voluntarily prepaying any other unsecured or subordinated indebtedness, with certain exceptions (including any mandatory prepayments on the Senior Unsecured Notes or any other unsecured or subordinated debt). If the senior Secured Leverage Ratio is less than 3.00 to 1.00 and the Total Net Leverage Ratio is less than 3.50 to 1.00, there are no such restrictions. The limitations described above are currently not applicable, as the Company’s Senior Secured Leverage Ratio was 2.24 to 1.00 and Total Net Leverage Ratio was 2.95 to 1.00, as of March 31, 2020. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company records income tax expense (benefit) on an interim basis. The estimated effective income tax rate is adjusted quarterly, and items discrete to a specific quarter are reflected in income tax expense (benefit) for that interim period. Tax allocable to continuing operations is calculated without regard to the tax effects of income and losses allocable to discontinued operations under the incremental approach. The effective income tax rate for the interim period can differ from the statutory tax rate, as it reflects discrete items, such as changes in the liability for unrecognized tax benefits related to the establishment and settlement of income tax exposures and benefits related to share-based compensation. The Company currently has various open tax audits in multiple jurisdictions. From time to time, the Company will receive tax assessments as part of the process. Based on the information available as of March 31, 2020, the Company has recorded its best estimate of the potential settlements of these audits. Actual results could differ from the estimated amounts. The Company’s liability for unrecognized tax benefits as of March 31, 2020, was $17.7 million. The Company anticipates a $1.6 million decrease to its liability for unrecognized tax benefits within the next twelve months due to the resolution of income tax audits or statute expirations. |
Financial Instruments and Fair
Financial Instruments and Fair Value Measurements | 3 Months Ended |
Mar. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Financial Instruments and Fair Value Measurements | Financial Instruments and Fair Value Measurements Certain assets and liabilities are required to be recorded at fair value on a recurring basis, while other assets and liabilities are recorded at fair value on a nonrecurring basis, generally as a result of acquisitions or impairment charges. Fair value is determined based on the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants. GAAP also classifies the inputs used to measure fair value into the following hierarchy: Level 1: Quoted prices in active markets for identical assets or liabilities. Level 2: Quoted prices in active markets for similar assets or liabilities, quoted prices for identical or similar assets or liabilities in markets that are not active, or inputs other than quoted prices that are observable for the asset or liability. Level 3: Unobservable inputs for the asset or liability. There were no recurring Level 3 fair value measurements of assets or liabilities as of March 31, 2020. Interest Rate Swaps The Company currently holds two interest rate swap contracts designated as cash flow hedges, as the purpose is to reduce the variability of cash flows from interest payments related to a portion of Quad’s variable-rate debt. The swaps effectively convert the notional value of the Company’s variable rate debt based on one-month LIBOR to a fixed rate, including a spread on underlying debt, and a monthly reset in the variable interest rate. The key terms of the interest rate swaps are as follows: March 19, 2019 February 7, 2017 Effective date March 29, 2019 February 28, 2017 Termination date March 28, 2024 February 28, 2022 Term 5 years 5 years Notional amount $130.0 $250.0 Fixed swap rate 2.43% 1.89% The Company classifies the interest rate swaps as Level 2 because the inputs into the valuation model are observable or can be derived or corroborated utilizing observable market data at commonly quoted intervals. The fair value of the interest rate swaps classified as Level 2 as of March 31, 2020, and December 31, 2019, were as follows: Balance Sheet Location March 31, 2020 December 31, 2019 Interest rate swap assets Prepaid expenses and other current assets $ — $ — Interest rate swap liabilities Other long-term liabilities $ (17.5) $ (6.4) The interest rate swaps were highly effective as of March 31, 2020. No amount of ineffectiveness has been recorded into earnings related to these cash flow hedges. The cash flows associated with the interest rate swaps have been recognized as an adjustment to interest expense in the condensed consolidated statements of operations, and the changes in the fair value of the interest rate swaps have been included in other comprehensive loss in the condensed consolidated statements of comprehensive loss: Three Months Ended March 31, 2020 2019 Net interest paid (received) $ 0.4 $ (0.4) Loss recognized in other comprehensive loss $ (11.1) $ (3.7) Foreign Exchange Contracts The Company has operations in countries that have transactions outside their functional currencies and periodically enters into foreign exchange contracts. These contracts are used to hedge the net exposures of changes in foreign currency exchange rates and are designated as either cash flow hedges or fair value hedges. Gains or losses on net foreign currency hedges are intended to offset losses or gains on the underlying net exposures in an effort to reduce the earnings volatility resulting from fluctuating foreign currency exchange rates. There were no open foreign currency exchange contracts as of March 31, 2020. Natural Gas Forward Contracts The Company periodically enters into natural gas forward purchase contracts to hedge against increases in commodity costs. The Company’s commodity contracts qualified for the exception related to normal purchases and sales during the three months ended March 31, 2020 and 2019, as the Company takes delivery in the normal course of business. Debt The Company measures fair value on its debt instruments using interest rates available to the Company for borrowings with similar terms and maturities and is categorized as Level 2. See Note 11, “Debt,” for the fair value of the Company’s debt as of March 31, 2020. Nonrecurring Fair Value Measurements In addition to assets and liabilities that are recorded at fair value on a recurring basis, the Company is required to record certain assets and liabilities at fair value on a nonrecurring basis, generally as a result of acquisitions or the remeasurement of assets resulting in impairment charges. See Note 3, “Acquisitions,” for further discussion on acquisitions. See Note 4, “Discontinued Operations”; Note 5, “Restructuring, Impairment and Transaction-Related Charges”; Note 6, “Goodwill and Other Intangible Assets”; and Note 9, “Property, Plant and Equipment” for further discussion on impairment charges recorded as a result of the remeasurement of certain long-lived assets. Other Estimated Fair Value Measurements The Company records the fair value of its forward contracts and pension plan assets on a recurring basis. The fair value of cash and cash equivalents, receivables, inventories, accounts payable and accrued liabilities approximate their carrying values as of March 31, 2020, and December 31, 2019. |
Accrued Liabilities and Other L
Accrued Liabilities and Other Long-Term Liabilities | 3 Months Ended |
Mar. 31, 2020 | |
Payables and Accruals [Abstract] | |
Accrued Liabilities and Other Long-Term Liabilities | Other Current and Long-Term Liabilities The components of other current and long-term liabilities as of March 31, 2020, and December 31, 2019, were as follows: March 31, 2020 December 31, 2019 Other Current Liabilities Other Total Other Current Liabilities Other Total Employee-related liabilities (1) $ 87.0 $ 55.0 $ 142.0 $ 129.4 $ 61.9 $ 191.3 Single employer pension plan obligations 1.8 72.5 74.3 1.8 77.1 78.9 Multiemployer pension plans – withdrawal liability 5.8 34.9 40.7 8.4 35.7 44.1 Tax-related liabilities 25.1 10.6 35.7 24.6 10.7 35.3 Restructuring liabilities 20.4 6.8 27.2 15.8 7.4 23.2 Interest and rent liabilities 8.9 0.2 9.1 4.9 0.2 5.1 Interest rate swap liabilities — 17.5 17.5 — 6.4 6.4 Liabilities held for sale from continuing operations (2) — — — 17.9 — 17.9 Other 80.6 22.6 103.2 100.2 21.7 121.9 Total $ 229.6 $ 220.1 $ 449.7 $ 303.0 $ 221.1 $ 524.1 ______________________________ (1) Employee-related liabilities consist primarily of payroll, bonus, vacation, health and workers’ compensation. |
Employee Retirement Plans
Employee Retirement Plans | 3 Months Ended |
Mar. 31, 2020 | |
Retirement Benefits [Abstract] | |
Employee Retirement Plans | Employee Retirement Plans Defined Contribution Plans The Quad/Graphics, Inc. Employee Stock Ownership Plan (“ESOP”) holds profit sharing contributions of Company stock, which are made at the discretion of the Company’s Board of Directors. There were no profit sharing contributions during the three months ended March 31, 2020 and 2019. Pension Plans The Company assumed various funded and unfunded frozen pension plans for a portion of its full-time employees in the United States as part of the acquisition of World Color Press Inc. (“World Color Press”) in 2010. Benefits are generally based upon years of service and compensation. These plans are funded in conformity with the applicable government regulations. The Company funds at least the minimum amount required for all qualified plans using actuarial cost methods and assumptions acceptable under government regulations. The components of net pension income for the three months ended March 31, 2020 and 2019, were as follows: Three Months Ended March 31, 2020 2019 Interest cost $ (3.4) $ (4.4) Expected return on plan assets 6.1 5.9 Net pension income $ 2.7 $ 1.5 The Company made $0.6 million in benefit payments to its non-qualified defined benefit pension plans and made $1.3 million in contributions to its qualified defined benefit pension plans during the three months ended March 31, 2020. The CARES Act allows organizations to delay required 2020 quarterly contributions until January 1, 2021, with interest, but without penalty. The Company expects to delay its future quarterly contributions to its qualified defined benefit plan until January 1, 2021. Multiemployer Pension Plans (“MEPPs”) |
Earnings (Loss) Per Share Attri
Earnings (Loss) Per Share Attributable to Quad/Graphics Common Shareholders | 3 Months Ended |
Mar. 31, 2020 | |
Earnings Per Share [Abstract] | |
Earnings (Loss) Per Share Attributable to Quad/Graphics Common Shareholders | Loss Per Share Attributable to Quad Common Shareholders Basic earnings (loss) per share attributable to Quad common shareholders is computed as net earnings (loss) attributable to Quad common shareholders divided by the basic weighted average common shares outstanding. The calculation of diluted earnings (loss) per share attributable to Quad common shareholders includes the effect of any dilutive equity incentive instruments. The Company uses the treasury stock method to calculate the effect of outstanding dilutive equity incentive instruments, which requires the Company to compute total proceeds as the sum of the amount the employee must pay upon exercise of the award and the amount of unearned stock-based compensation costs attributable to future services. Equity incentive instruments for which the total employee proceeds from exercise exceed the average fair value of the same equity incentive instrument over the period have an anti-dilutive effect on earnings per share during periods with net earnings from continuing operations, and accordingly, the Company excludes them from the calculation. Due to the net loss incurred during the three months ended March 31, 2020 and 2019, the assumed exercise of all equity incentive instruments was anti-dilutive and therefore, not included in the diluted loss per share calculation. Reconciliations of the numerator and the denominator of the basic and diluted per share computations for the Company’s common stock, including the impact of discontinued operations, for the three months ended March 31, 2020 and 2019, are summarized as follows: Three Months Ended March 31, 2020 2019 Numerator Net loss from continuing operations $ (8.6) $ (12.7) Less: net loss attributable to noncontrolling interests — (0.3) Net loss from continuing operations attributable to Quad common shareholders (8.6) (12.4) Loss from discontinued operations, net of tax (3.8) (10.1) Net loss attributable to Quad common shareholders $ (12.4) $ (22.5) Denominator Basic weighted average number of common shares outstanding for all classes of common shares 50.5 49.6 Plus: effect of dilutive equity incentive instruments — — Diluted weighted average number of common shares outstanding for all classes of common shares 50.5 49.6 Loss per share attributable to Quad common shareholders Basic and diluted: Continuing operations $ (0.17) $ (0.25) Discontinued operations (0.08) (0.20) Basic and diluted loss per share attributable to Quad common shareholders $ (0.25) $ (0.45) Cash dividends paid per common share for all classes of common shares $ 0.15 $ 0.30 |
Equity Incentive Programs
Equity Incentive Programs | 3 Months Ended |
Mar. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Equity Incentive Programs | Equity Incentive ProgramsThe shareholders of the Company approved the Quad/Graphics, Inc. 2010 Omnibus Incentive Plan (“Omnibus Plan”) for two complementary purposes: (1) to attract and retain outstanding individuals to serve as directors, officers and employees; and (2) to increase shareholder value. The Omnibus Plan provides for an aggregate 12,671,652 shares of class A common stock reserved for issuance under the Omnibus Plan. Awards under the Omnibus Plan may consist of incentive awards, stock options, stock appreciation rights, performance shares, performance share units, shares of class A common stock, restricted stock (“RS”), restricted stock units (“RSU”), deferred stock units (“DSU”) or other stock-based awards as determined by the Company’s Board of Directors. Each stock option granted has an exercise price of no less than 100% of the fair market value of the class A common stock on the date of grant. There were 457,169 shares of class A common stock reserved for issuance under the Omnibus Plan as of March 31, 2020. The Board of Directors is seeking approval from the Company’s shareholders at the annual meeting of shareholders to be held in May 2020 for the Quad/Graphics, Inc. 2020 Omnibus Incentive Plan, including the authority to issue up to 3,000,000 shares of class A common stock under the 2020 Plan. Authorized unissued shares or treasury shares may be used for issuance under the Company’s equity incentive programs. The Company plans to either use treasury shares of its class A common stock or issue shares of class A common stock to meet the stock requirements of its awards in the future. The Company recognizes compensation expense based on estimated grant date fair values for all share-based awards issued to employees and non-employee directors, including stock options, performance shares, performance share units, RS awards, RSU awards and DSU awards. The Company recognizes these compensation costs for only those awards expected to vest, on a straight-line basis over the requisite three to four year service period of the awards, except deferred stock units, which are fully vested and expensed on the grant date. The Company estimated the number of awards expected to vest based, in part, on historical forfeiture rates and also based on management’s expectations of employee turnover within the specific employee groups receiving each type of award. Forfeitures are estimated at the time of grant and revised, if necessary, in subsequent periods, if actual forfeitures differ from those estimates. Equity Incentive Compensation Expense The total compensation expense recognized related to all equity incentive programs was $2.8 million and $5.0 million for the three months ended March 31, 2020 and 2019, respectively, and was recorded primarily in selling, general and administrative expenses in the condensed consolidated statements of operations. Total stock-based compensation expense included income of $0.3 million recognized for liability awards that are remeasured on a quarterly basis during the three months ended March 31, 2020. There was no expense recognized for liability awards during the three months ended March 31, 2019. Total future compensation expense related to all equity incentive programs granted as of March 31, 2020, was estimated to be $17.1 million, which consists entirely of expense for RS and RSU awards. Estimated future compensation expense is $7.8 million for the remainder of 2020, $6.8 million for 2021, $2.2 million for 2022 and $0.3 million for 2023. Stock Options Options vest over four years, with no vesting in the first year and one-third vesting upon the second, third and fourth anniversary dates. As defined in the individual grant agreements, acceleration of vesting may occur under a change in control, death, disability or normal retirement of the grantee. Options expire no later than the tenth anniversary of the grant date, 24 months after termination for death, 36 months after termination for normal retirement or disability and 90 days after termination of employment for any other reason. Options are not credited with dividend declarations, except for the November 18, 2011 grants. Stock options are only to be granted to employees. There were no stock options granted, and no compensation expense was recognized related to stock options for the three months ended March 31, 2020 and 2019. There is no future compensation expense for stock options as of March 31, 2020. The following table is a summary of the stock option activity for the three months ended March 31, 2020: Shares Under Weighted Average Weighted Average Aggregate Outstanding at December 31, 2019 790,237 $ 25.27 1.1 $ — Granted — — Exercised — — Canceled/forfeited/expired (213,870) 16.99 Outstanding and exercisable at March 31, 2020 576,367 $ 28.34 1.2 $ — The intrinsic value of options outstanding and exercisable at March 31, 2020, and December 31, 2019, was based on the fair value of the stock price. All outstanding options are vested as of March 31, 2020. There were no stock options exercised during the three months ended March 31, 2020 and 2019. Restricted Stock and Restricted Stock Units Restricted stock and restricted stock unit awards consist of shares or the rights to shares of the Company’s class A common stock which are awarded to employees of the Company. The awards are restricted such that they are subject to substantial risk of forfeiture and to restrictions on their sale or other transfer by the employee. RSU awards are typically granted to eligible employees outside of the United States. As defined in the individual grant agreements, acceleration of vesting may occur under a change in control, death, disability or normal retirement of the grantee. Grantees receiving RS awards are able to exercise full voting rights and receive full credit for dividends during the vesting period. All such dividends will be paid to the RS grantee within 45 days of full vesting. Grantees receiving RSU awards are not entitled to vote, but do earn dividends. Upon vesting, RSU awards will be settled either through cash payment equal to the fair market value of the RSU awards on the vesting date or through issuance of the Company’s class A common stock. The following table is a summary of RS and RSU award activity for the three months ended March 31, 2020: Restricted Stock Restricted Stock Units Shares Weighted- Weighted- Units Weighted- Weighted- Nonvested at December 31, 2019 2,623,971 $ 17.82 1.5 230,621 $ 14.75 1.9 Granted 1,091,299 4.67 45,353 4.67 Vested (547,883) 26.88 (25,228) 26.88 Forfeited (131,864) 14.02 — — Nonvested at March 31, 2020 3,035,523 $ 11.63 2.1 250,746 $ 11.70 2.0 In the first quarter of 2019, the Company issued RSU awards in connection with the acquisition of Periscope that are accounted for as liability awards that will vest on March 1, 2022. The awards were recorded at fair value on the initial issuance date and are remeasured to fair value at each reporting period, with the change in fair value being recorded in selling, general and administrative expense in the condensed consolidated statements of operations. The change in fair value of the awards classified as liabilities resulted in income of $0.3 million for the three months ended March 31, 2020. There was no expense recorded for awards classified as liabilities during the three months ended March 31, 2019. As of March 31, 2020, the fair value of the RSU awards classified as liabilities was $0.3 million and was included in other long-term liabilities on the condensed consolidated balance sheets. In general, RS and RSU awards will vest on the third anniversary of the grant date, provided the holder of the share is continuously employed by the Company until the vesting date. Compensation expense recognized for RS and RSU awards classified as equity was $2.1 million and $4.1 million for the three months ended March 31, 2020 and 2019, respectively. Deferred Stock Units Deferred stock units are awards of rights to shares of the Company’s class A common stock and are awarded to non-employee directors of the Company. The following table is a summary of DSU award activity for the three months ended March 31, 2020: Deferred Stock Units Units Weighted-Average Grant Date Fair Value Per Share Outstanding at December 31, 2019 314,658 $ 16.22 Granted 204,088 4.67 Dividend equivalents granted 21,145 3.40 Settled (38,930) 19.81 Outstanding at March 31, 2020 500,961 $ 10.69 Each DSU award entitles the grantee to receive one share of class A common stock upon the earlier of the separation date of the grantee or the second anniversary of the grant date, but could be subject to acceleration for a change in control, death or disability as defined in the individual DSU grant agreement. Grantees of DSU awards may not exercise voting rights, but are credited with dividend equivalents, and those dividend equivalents will be converted into additional DSU awards based on the closing price of the class A common stock. Compensation expense recognized for DSU awards was $1.0 million and $0.9 million during the three months ended March 31, 2020 and 2019, respectively. As DSU awards are fully vested on the grant date, all compensation expense was recognized at the date of grant. |
Shareholders' Equity
Shareholders' Equity | 3 Months Ended |
Mar. 31, 2020 | |
Equity [Abstract] | |
Shareholders' Equity | Shareholders’ Equity The Company has three classes of common stock as follows (share data in millions): Issued Common Stock Authorized Shares Outstanding Treasury Total Issued Shares Class A stock ($0.025 par value) March 31, 2020 105.0 40.2 0.2 40.4 December 31, 2019 105.0 39.2 1.1 40.3 Class B stock ($0.025 par value) March 31, 2020 80.0 13.5 — 13.5 December 31, 2019 80.0 13.5 — 13.5 Class C stock ($0.025 par value) March 31, 2020 20.0 — 0.5 0.5 December 31, 2019 20.0 — 0.5 0.5 In accordance with the Articles of Incorporation, each class A common share has one vote per share and each class B and class C common share has ten votes per share on all matters voted upon by the Company’s shareholders. Liquidation rights are the same for all three classes of common stock. The Company also has 0.5 million shares of $0.01 par value preferred stock authorized, of which none were issued at March 31, 2020, and December 31, 2019. The Company has no present plans to issue any preferred stock. On July 30, 2018, the Company’s Board of Directors authorized a share repurchase program of up to $100.0 million of the Company’s outstanding class A common stock. There were no shares repurchased during the three months ended March 31, 2020, or during the three months ended March 31, 2019. As of March 31, 2020, there were $100.0 million of authorized repurchases remaining under the program. In accordance with the Articles of Incorporation, dividends are paid equally for all three classes of common shares. The dividend activity related to the then outstanding shares for the three months ended March 31, 2020 and 2019, was as follows: Declaration Date Record Date Payment Date Dividend Amount 2020 Q1 Dividend February 18, 2020 February 28, 2020 March 9, 2020 $ 0.15 2019 Q1 Dividend February 19, 2019 February 25, 2019 March 8, 2019 $ 0.30 |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 3 Months Ended |
Mar. 31, 2020 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive Loss The changes in accumulated other comprehensive loss by component, net of tax, for the three months ended March 31, 2020, were as follows: Translation Adjustments Interest Rate Swap Adjustments Pension Benefit Plan Adjustments Total Balance at December 31, 2019 $ (131.0) $ (4.7) $ (31.5) $ (167.2) Other comprehensive loss before reclassifications (15.3) (8.3) — (23.6) Amounts reclassified from accumulated other comprehensive loss to net loss — — — — Net other comprehensive loss (15.3) (8.3) — (23.6) Balance at March 31, 2020 $ (146.3) $ (13.0) $ (31.5) $ (190.8) The changes in accumulated other comprehensive loss by component, net of tax, for the three months ended March 31, 2019, were as follows: Translation Adjustments Interest Rate Swap Adjustments Pension Benefit Plan Adjustments Total Balance at December 31, 2018 $ (130.0) $ 3.3 $ (25.5) $ (152.2) Other comprehensive loss before reclassifications (0.3) (2.8) — (3.1) Amounts reclassified from accumulated other comprehensive loss to net loss — — — — Net other comprehensive loss (0.3) (2.8) — (3.1) Balance at March 31, 2019 $ (130.3) $ 0.5 $ (25.5) $ (155.3) |
Segment Information
Segment Information | 3 Months Ended |
Mar. 31, 2020 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information As a worldwide marketing solutions partner dedicated to creating a better way, Quad uses its data-driven, integrated marketing solutions platform to help clients reduce complexity, increase efficiency and enhance marketing spend effectiveness. The Company’s operating and reportable segments are aligned with how the chief operating decision maker of the Company currently manages the business. The Company’s operating and reportable segments, including their product and service offerings, and a “Corporate” category are as follows: • United States Print and Related Services • International • Corporate United States Print and Related Services The United States Print and Related Services segment is predominantly comprised of the Company’s United States printing operations and is managed as one integrated platform. This includes retail inserts, publications, catalogs, special interest publications, journals, direct mail, directories, in-store marketing and promotion, packaging, newspapers, custom print products, other commercial and specialty printed products and global paper procurement, together with marketing and other complementary services, including consumer insights, audience targeting, personalization, media planning and placement, process optimization, campaign planning and creation, pre-media production, videography, photography, digital execution, print execution and logistics. This segment also includes the manufacture of ink. International The International segment consists of the Company’s printing operations in Europe and Latin America, including operations in England, France, Germany, Poland, Argentina, Colombia, Mexico and Peru, as well as investments in printing operations in Brazil and India. This segment provides printed products and marketing and other complementary services consistent with the United States Print and Related Services segment. As of March 31, 2020, the Company has no unrestricted subsidiaries as defined in the Company’s Senior Unsecured Notes indenture. Corporate Corporate consists of unallocated general and administrative activities and associated expenses including, in part, executive, legal and finance, as well as certain expenses and income from frozen employee retirement plans, such as pension benefit plans. The following is a summary of segment information for the three months ended March 31, 2020 and 2019: Net Sales Operating Income (Loss) from Continuing Operations Restructuring, Impairment and Transaction- Products Services Three months ended March 31, 2020 United States Print and Related Services $ 563.6 $ 173.0 $ 16.3 $ 20.8 International 81.4 4.5 0.3 1.3 Total operating segments 645.0 177.5 16.6 22.1 Corporate — — (11.6) 0.7 Total $ 645.0 $ 177.5 $ 5.0 $ 22.8 Three months ended March 31, 2019 United States Print and Related Services $ 659.6 $ 195.4 $ 29.3 $ 4.5 International 101.8 4.2 1.9 1.6 Total operating segments 761.4 199.6 31.2 6.1 Corporate — — (14.8) 1.5 Total $ 761.4 $ 199.6 $ 16.4 $ 7.6 Restructuring, impairment and transaction-related charges for the three months ended March 31, 2020 and 2019, are further described in Note 5, “Restructuring, Impairment and Transaction-Related Charges,” and are included in the operating income (loss) from continuing operations results by segment above. A reconciliation of operating income from continuing operations to loss from continuing operations before income taxes and equity in loss of unconsolidated entity as reported in the condensed consolidated statements of operations for the three months ended March 31, 2020 and 2019, was as follows: Three Months Ended March 31, 2020 2019 Operating income from continuing operations $ 5.0 $ 16.4 Less: interest expense 18.1 21.8 Less: net pension income (2.7) (1.5) Less: (gain) loss on debt extinguishment (0.6) 15.9 Loss from continuing operations before income taxes and equity in loss of unconsolidated entity $ (9.8) $ (19.8) |
New Accounting Pronouncements
New Accounting Pronouncements | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Changes and Error Corrections [Abstract] | |
New Accounting Pronouncements | New Accounting Pronouncements In March 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update 2020-04 “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting” (“ASU 2020-04”), which provides optional guidance for a limited period of time to ease the potential burden in accounting for reference rate reform. ASU 2020-04 permits entities to apply certain expedients and exceptions for contracts, hedging relationships, and other transactions impacted by the anticipated transition away from the use of LIBOR or other interbank offered rates to alternative reference rates. This optional guidance is effective as of March 12, 2020, through December 31, 2022. The Company is evaluating the impact of the adoption of ASU 2020-04 on the condensed consolidated financial statements. In December 2019, the FASB issued Accounting Standards Update 2019-12 “Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes” (“ASU 2019-12”), which enhances and simplifies various aspects of the income tax accounting guidance, including requirements such as tax basis step-up in goodwill obtained in a transaction that is not a business combination, ownership changes in investments, accounting for hybrid tax regimes, interim-period accounting for enacted changes in tax law and limitation of tax benefit on year-to-date losses. This guidance is effective for interim and annual periods beginning after December 15, 2020, with early adoption permitted. The Company is evaluating the impact of the adoption of ASU 2019-12 on the condensed consolidated financial statements. In August 2018, the FASB issued Accounting Standards Update 2018-14 “Compensation—Retirement Benefits—Defined Benefit Plans—General (Subtopic 715-20): Disclosure Framework—Changes to the Disclosure Requirements for Defined Benefit Plans” (“ASU 2018-14”), which adds, removes and clarifies year-end disclosure requirements related to defined benefit pension and other postretirement plans. This guidance is effective for annual periods ending after December 15, 2020, with early adoption permitted. This new guidance will require a retrospective adoption approach. The Company is evaluating the impact of the adoption of ASU 2018-14 on the notes to the condensed consolidated financial statements. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent EventsCOVID-19 Impacts and ResponseThe coronavirus (“COVID-19”) pandemic has had, and will continue to have, a negative impact on the Company’s business, financial condition, cash flows, results of operations and supply chain, although the full extent is uncertain. The Company implemented cost reduction and cash conservation initiatives in response to the impact of the COVID-19 pandemic on its business, including temporarily reduced salary and implemented unpaid furloughs for salaried employees, which include reducing the base salaries of the Company’s Chief Executive Officer by 50% and the other named executive officers by 35%; reduced retainer fees for the Company’s non-employee directors by 50%; suspended production at several manufacturing facilities where declining client volume or other effects of the pandemic have impacted the Company’s ability to operate; suspended quarterly dividend payments until further notice; and delayed capital spending projects. The Company is continuing to evaluate its cost structure and expects to implement additional cost reduction measures as necessary. As the pandemic continues to rapidly evolve, the extent of the impact on the Company’s business, financial condition, cash flows, results of operations and supply chain will depend on future developments, all of which are highly uncertain and cannot be predicted. |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 3 Months Ended |
Mar. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Fair Value Measurement | Certain assets and liabilities are required to be recorded at fair value on a recurring basis, while other assets and liabilities are recorded at fair value on a nonrecurring basis, generally as a result of acquisitions or impairment charges. Fair value is determined based on the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants. GAAP also classifies the inputs used to measure fair value into the following hierarchy: Level 1: Quoted prices in active markets for identical assets or liabilities. Level 2: Quoted prices in active markets for similar assets or liabilities, quoted prices for identical or similar assets or liabilities in markets that are not active, or inputs other than quoted prices that are observable for the asset or liability. Level 3: Unobservable inputs for the asset or liability. There were no recurring Level 3 fair value measurements of assets or liabilities as of March 31, 2020. |
Earnings Per Share | The calculation of diluted earnings (loss) per share attributable to Quad common shareholders includes the effect of any dilutive equity incentive instruments. The Company uses the treasury stock method to calculate the effect of outstanding dilutive equity incentive instruments, which requires the Company to compute total proceeds as the sum of the amount the employee must pay upon exercise of the award and the amount of unearned stock-based compensation costs attributable to future services.Equity incentive instruments for which the total employee proceeds from exercise exceed the average fair value of the same equity incentive instrument over the period have an anti-dilutive effect on earnings per share during periods with net earnings from continuing operations, and accordingly, the Company excludes them from the calculation. |
Share-based Compensation, Option and Incentive Plans | The Company recognizes compensation expense based on estimated grant date fair values for all share-based awards issued to employees and non-employee directors, including stock options, performance shares, performance share units, RS awards, RSU awards and DSU awards. The Company recognizes these compensation costs for only those awards expected to vest, on a straight-line basis over the requisite three to four year service period of the awards, except deferred stock units, which are fully vested and expensed on the grant date. The Company estimated the number of awards expected to vest based, in part, on historical forfeiture rates and also based on management’s expectations of employee turnover within the specific employee groups receiving each type of award. Forfeitures are estimated at the time of grant and revised, if necessary, in subsequent periods, if actual forfeitures differ from those estimates. |
New Accounting Pronouncements | In December 2019, the FASB issued Accounting Standards Update 2019-12 “Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes” (“ASU 2019-12”), which enhances and simplifies various aspects of the income tax accounting guidance, including requirements such as tax basis step-up in goodwill obtained in a transaction that is not a business combination, ownership changes in investments, accounting for hybrid tax regimes, interim-period accounting for enacted changes in tax law and limitation of tax benefit on year-to-date losses. This guidance is effective for interim and annual periods beginning after December 15, 2020, with early adoption permitted. The Company is evaluating the impact of the adoption of ASU 2019-12 on the condensed consolidated financial statements. In August 2018, the FASB issued Accounting Standards Update 2018-14 “Compensation—Retirement Benefits—Defined Benefit Plans—General (Subtopic 715-20): Disclosure Framework—Changes to the Disclosure Requirements for Defined Benefit Plans” (“ASU 2018-14”), which adds, removes and clarifies year-end disclosure requirements related to defined benefit pension and other postretirement plans. This guidance is effective for annual periods ending after December 15, 2020, with early adoption permitted. This new guidance will require a retrospective adoption approach. The Company is evaluating the impact of the adoption of ASU 2018-14 on the notes to the condensed consolidated financial statements. |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The following table provides information about disaggregated revenue by the Company’s operating segments and major products and services offerings for the three months ended March 31, 2020 and 2019: United States Print International Total Three months ended March 31, 2020 Catalog, publications, retail inserts, and directories $ 412.1 $ 64.7 $ 476.8 Direct mail and other printed products 150.4 16.4 166.8 Other 1.1 0.3 1.4 Total products 563.6 81.4 645.0 Logistics services 90.0 4.4 94.4 Imaging, marketing services and other services 83.0 0.1 83.1 Total services 173.0 4.5 177.5 Total net sales $ 736.6 $ 85.9 $ 822.5 Three months ended March 31, 2019 Catalog, publications, retail inserts, and directories $ 485.7 $ 71.3 $ 557.0 Direct mail and other printed products 167.4 30.4 197.8 Other 6.5 0.1 6.6 Total products 659.6 101.8 761.4 Logistics services 100.3 4.1 104.4 Imaging, marketing services and other services 95.1 0.1 95.2 Total services 195.4 4.2 199.6 Total net sales $ 855.0 $ 106.0 $ 961.0 |
Costs to Obtain Contracts with Customers | Activity impacting costs to obtain contracts for the three months ended March 31, 2020, was as follows: Costs to Obtain Contracts Balance at December 31, 2019 $ 12.7 Costs to obtain contracts 0.6 Amortization of costs to obtain contracts (1.2) Balance at March 31, 2020 $ 12.1 |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | The following table summarizes the results of operations of the Company’s United States Book business , which are included in the loss from discontinued operations in the condensed consolidated statements of operations for the three months ended March 31, 2020 and 2019: Three Months Ended March 31, 2020 2019 Total net sales $ 40.3 $ 43.7 Total cost of sales, excluding depreciation and amortization 41.1 48.8 Selling, general and administrative expenses 1.9 3.4 Depreciation and amortization — 5.0 Restructuring, impairment and transaction-related charges (1) 2.2 — Loss from discontinued operations before income taxes (4.9) (13.5) Income tax benefit (1.1) (3.4) Loss from discontinued operations, net of tax $ (3.8) $ (10.1) ______________________________ (1) The Company recognized $1.3 million of impairment charges for tangible property, plant and equipment during the three months ended March 31, 2020, to reduce the carrying value of the Book business to its fair va lue. The following table summarizes the current and long-term assets and liabilities of the discontinued United States Book business that were classified as held for sale in the condensed consolidated balance sheets at March 31, 2020, and December 31, 2019: March 31, December 31, Receivables—net $ 16.1 $ 19.6 Inventories 12.9 14.0 Prepaid expenses and other current assets 23.3 23.0 Current assets of discontinued operations 52.3 56.6 Property, plant and equipment—net — — Operating lease right-of-use assets—net — 0.2 Other long-term assets — 0.3 Long-term assets of discontinued operations — 0.5 Accounts payable 8.0 7.0 Accrued liabilities 5.9 8.5 Current portion of finance lease obligations — 0.1 Current portion of operating lease obligations — 0.2 Current liabilities of discontinued operations 13.9 15.8 Finance lease obligations — — Other long-term liabilities 0.6 0.6 Long-term liabilities of discontinued operations 0.6 0.6 |
Restructuring, Impairment and_2
Restructuring, Impairment and Transaction-Related Charges (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Restructuring, Impairment and Transaction-Related Charges | The Company recorded restructuring, impairment and transaction-related charges for the three months ended March 31, 2020 and 2019, as follows: Three Months Ended March 31, 2020 2019 Employee termination charges $ 12.6 $ 4.3 Impairment charges 2.5 1.7 Transaction-related charges 0.5 1.5 Integration costs 0.7 0.8 Other restructuring charges (income) 6.5 (0.7) Total $ 22.8 $ 7.6 Three Months Ended March 31, 2020 2019 Vacant facility carrying costs and lease exit charges $ 2.7 $ 1.3 Equipment and infrastructure removal costs 0.6 0.1 Gains on the sale of facilities (0.8) (3.5) Other restructuring activities 4.0 1.4 Other restructuring charges (income) $ 6.5 $ (0.7) |
Activity Impacting Reserves for Restructuring, Impairment and Transaction-Related Charges | Activity impacting the Company’s restructuring reserves for the three months ended March 31, 2020, was as follows: Employee Impairment Transaction-Related Integration Other Total Balance at December 31, 2019 $ 9.9 $ — $ 0.8 $ 0.2 $ 13.6 $ 24.5 Expense, net 12.6 2.5 0.5 0.7 6.5 22.8 Cash payments, net (10.4) — (0.3) (0.7) (3.4) (14.8) Non-cash adjustments/reclassifications 0.3 (2.5) — — (1.7) (3.9) Balance at March 31, 2020 $ 12.4 $ — $ 1.0 $ 0.2 $ 15.0 $ 28.6 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Accumulated Goodwill Impairment | The accumulated goodwill impairment losses and the carrying value of goodwill at March 31, 2020, and December 31, 2019, were as follows: United States Print and Related Services International Total Goodwill $ 881.3 $ 30.0 $ 911.3 Accumulated goodwill impairment loss (778.3) (30.0) (808.3) Goodwill, net of accumulated goodwill impairment loss $ 103.0 $ — $ 103.0 |
Schedule of Intangible Assets | The components of finite-lived intangible assets at March 31, 2020, and December 31, 2019, were as follows: March 31, 2020 December 31, 2019 Weighted Gross Accumulated Net Book Weighted Gross Accumulated Net Book Trademarks, patents, licenses and agreements 6 $ 67.3 $ (33.8) $ 33.5 6 $ 68.6 $ (33.6) $ 35.0 Capitalized software 5 16.2 (9.2) 7.0 5 16.1 (8.5) 7.6 Acquired Technology 5 2.9 — 2.9 — — — — Customer relationships 6 561.4 (472.9) 88.5 6 562.1 (467.5) 94.6 Total $ 647.8 $ (515.9) $ 131.9 $ 646.8 $ (509.6) $ 137.2 |
Schedule of Estimated Future Amortization Expense Related to Intangible Assets | The estimated future amortization expense related to other intangible assets as of March 31, 2020, was as follows: Amortization Expense Remainder of 2020 $ 29.6 2021 31.0 2022 29.6 2023 24.9 2024 14.4 2025 and thereafter 2.4 Total $ 131.9 |
Receivables (Tables)
Receivables (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Receivables [Abstract] | |
Activity Impacting Allowance for Credit Losses | Activity impacting the allowance for credit losses for the three months ended March 31, 2020, was as follows: Allowance for Credit Losses Balance at December 31, 2019 $ 25.0 Transition adjustment for adoption of ASU 2016-13 8.4 Balance at January 1, 2020 33.4 Provisions 5.0 Write-offs (1) (1.5) Translation and other 0.2 Balance at March 31, 2020 $ 37.1 ______________________________ (1) Write-offs primarily consisted of fully reserved receivables. |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Inventory Disclosure [Abstract] | |
Schedule of Components of Inventory | The components of inventories at March 31, 2020, and December 31, 2019, were as follows: March 31, December 31, Raw materials and manufacturing supplies $ 110.5 $ 112.2 Work in process 31.3 41.2 Finished goods 47.1 57.1 Total $ 188.9 $ 210.5 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
Components of Property, Plant and Equipment | The components of property, plant and equipment at March 31, 2020, and December 31, 2019, were as follows: March 31, December 31, Land $ 101.2 $ 102.5 Buildings 843.7 846.1 Machinery and equipment 3,280.2 3,337.1 Other (1) 176.8 175.7 Construction in progress 52.6 35.0 Property, plant and equipment—gross $ 4,454.5 $ 4,496.4 Less: accumulated depreciation (3,447.8) (3,459.9) Property, plant and equipment—net $ 1,006.7 $ 1,036.5 ______________________________ (1) Other consists of computer equipment, vehicles, furniture and fixtures, leasehold improvements and communication-related equipment. |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
Schedule Components of Long-Term Debt | The components of long-term debt as of March 31, 2020, and December 31, 2019, were as follows: March 31, December 31, Master note and security agreement $ 31.3 $ 70.7 Term Loan A 768.3 768.3 Revolving credit facility 130.0 — Senior unsecured notes 238.7 243.5 International term loans 15.9 16.5 International revolving credit facilities 3.6 5.7 Other 2.6 3.1 Debt issuance costs (8.5) (9.3) Total debt $ 1,181.9 $ 1,098.5 Less: short-term debt and current portion of long-term debt (44.1) (40.0) Long-term debt $ 1,137.8 $ 1,058.5 |
Schedule of Debt Issuance Costs | Activity impacting the Company’s debt issuance costs for the three months ended March 31, 2020, was as follows: Capitalized Debt Balance at December 31, 2019 $ 9.3 Loss on debt extinguishment from Master Note and Security Tender (0.2) Amortization of debt issuance costs (0.6) Balance at March 31, 2020 $ 8.5 |
Schedule of Loss on Debt Extinguishment | The Company completed the third amendment to the April 28, 2014 Senior Secured Credit Facility on January 31, 2019, which resulted in a loss on debt extinguishment recorded during the three months ended March 31, 2019, and was comprised of the following: 2019 Loss on Debt Extinguishment Debt issuance costs: Debt issuance costs from February 10, 2017 debt financing arrangement $ 0.7 Debt issuance costs from January 31, 2019 debt financing arrangement 14.2 Original issue discount: Original issue discount from February 10, 2017 debt financing arrangement 1.0 Total $ 15.9 |
Accrued Liabilities and Other_2
Accrued Liabilities and Other Long-Term Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Payables and Accruals [Abstract] | |
Schedule of Components of Other Long-Term Liabilities | The components of other current and long-term liabilities as of March 31, 2020, and December 31, 2019, were as follows: March 31, 2020 December 31, 2019 Other Current Liabilities Other Total Other Current Liabilities Other Total Employee-related liabilities (1) $ 87.0 $ 55.0 $ 142.0 $ 129.4 $ 61.9 $ 191.3 Single employer pension plan obligations 1.8 72.5 74.3 1.8 77.1 78.9 Multiemployer pension plans – withdrawal liability 5.8 34.9 40.7 8.4 35.7 44.1 Tax-related liabilities 25.1 10.6 35.7 24.6 10.7 35.3 Restructuring liabilities 20.4 6.8 27.2 15.8 7.4 23.2 Interest and rent liabilities 8.9 0.2 9.1 4.9 0.2 5.1 Interest rate swap liabilities — 17.5 17.5 — 6.4 6.4 Liabilities held for sale from continuing operations (2) — — — 17.9 — 17.9 Other 80.6 22.6 103.2 100.2 21.7 121.9 Total $ 229.6 $ 220.1 $ 449.7 $ 303.0 $ 221.1 $ 524.1 ______________________________ (1) Employee-related liabilities consist primarily of payroll, bonus, vacation, health and workers’ compensation. |
Employee Retirement Plans (Tabl
Employee Retirement Plans (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Retirement Benefits [Abstract] | |
Schedule of Components of Net Pension Income | The components of net pension income for the three months ended March 31, 2020 and 2019, were as follows: Three Months Ended March 31, 2020 2019 Interest cost $ (3.4) $ (4.4) Expected return on plan assets 6.1 5.9 Net pension income $ 2.7 $ 1.5 |
Earnings (Loss) Per Share Att_2
Earnings (Loss) Per Share Attributable to Quad/Graphics Common Shareholders (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of Calculation of Numerator and Denominator in Earnings Per Share | Reconciliations of the numerator and the denominator of the basic and diluted per share computations for the Company’s common stock, including the impact of discontinued operations, for the three months ended March 31, 2020 and 2019, are summarized as follows: Three Months Ended March 31, 2020 2019 Numerator Net loss from continuing operations $ (8.6) $ (12.7) Less: net loss attributable to noncontrolling interests — (0.3) Net loss from continuing operations attributable to Quad common shareholders (8.6) (12.4) Loss from discontinued operations, net of tax (3.8) (10.1) Net loss attributable to Quad common shareholders $ (12.4) $ (22.5) Denominator Basic weighted average number of common shares outstanding for all classes of common shares 50.5 49.6 Plus: effect of dilutive equity incentive instruments — — Diluted weighted average number of common shares outstanding for all classes of common shares 50.5 49.6 Loss per share attributable to Quad common shareholders Basic and diluted: Continuing operations $ (0.17) $ (0.25) Discontinued operations (0.08) (0.20) Basic and diluted loss per share attributable to Quad common shareholders $ (0.25) $ (0.45) Cash dividends paid per common share for all classes of common shares $ 0.15 $ 0.30 |
Equity Incentive Programs (Tabl
Equity Incentive Programs (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Summary of Stock Option Activity | The following table is a summary of the stock option activity for the three months ended March 31, 2020: Shares Under Weighted Average Weighted Average Aggregate Outstanding at December 31, 2019 790,237 $ 25.27 1.1 $ — Granted — — Exercised — — Canceled/forfeited/expired (213,870) 16.99 Outstanding and exercisable at March 31, 2020 576,367 $ 28.34 1.2 $ — |
Summary of RS and RSU Award Activity | The following table is a summary of RS and RSU award activity for the three months ended March 31, 2020: Restricted Stock Restricted Stock Units Shares Weighted- Weighted- Units Weighted- Weighted- Nonvested at December 31, 2019 2,623,971 $ 17.82 1.5 230,621 $ 14.75 1.9 Granted 1,091,299 4.67 45,353 4.67 Vested (547,883) 26.88 (25,228) 26.88 Forfeited (131,864) 14.02 — — Nonvested at March 31, 2020 3,035,523 $ 11.63 2.1 250,746 $ 11.70 2.0 |
Summary of DSU Award Activity | The following table is a summary of DSU award activity for the three months ended March 31, 2020: Deferred Stock Units Units Weighted-Average Grant Date Fair Value Per Share Outstanding at December 31, 2019 314,658 $ 16.22 Granted 204,088 4.67 Dividend equivalents granted 21,145 3.40 Settled (38,930) 19.81 Outstanding at March 31, 2020 500,961 $ 10.69 |
Shareholders' Equity (Tables)
Shareholders' Equity (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Equity [Abstract] | |
Schedule of Stock by Class | The Company has three classes of common stock as follows (share data in millions): Issued Common Stock Authorized Shares Outstanding Treasury Total Issued Shares Class A stock ($0.025 par value) March 31, 2020 105.0 40.2 0.2 40.4 December 31, 2019 105.0 39.2 1.1 40.3 Class B stock ($0.025 par value) March 31, 2020 80.0 13.5 — 13.5 December 31, 2019 80.0 13.5 — 13.5 Class C stock ($0.025 par value) March 31, 2020 20.0 — 0.5 0.5 December 31, 2019 20.0 — 0.5 0.5 |
Schedule of Dividend Activity Related to the Outstanding Shares | The dividend activity related to the then outstanding shares for the three months ended March 31, 2020 and 2019, was as follows: Declaration Date Record Date Payment Date Dividend Amount 2020 Q1 Dividend February 18, 2020 February 28, 2020 March 9, 2020 $ 0.15 2019 Q1 Dividend February 19, 2019 February 25, 2019 March 8, 2019 $ 0.30 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Equity [Abstract] | |
Schedule of Changes in Accumulated Other Comprehensive Loss By Component, Net of Tax | The changes in accumulated other comprehensive loss by component, net of tax, for the three months ended March 31, 2020, were as follows: Translation Adjustments Interest Rate Swap Adjustments Pension Benefit Plan Adjustments Total Balance at December 31, 2019 $ (131.0) $ (4.7) $ (31.5) $ (167.2) Other comprehensive loss before reclassifications (15.3) (8.3) — (23.6) Amounts reclassified from accumulated other comprehensive loss to net loss — — — — Net other comprehensive loss (15.3) (8.3) — (23.6) Balance at March 31, 2020 $ (146.3) $ (13.0) $ (31.5) $ (190.8) The changes in accumulated other comprehensive loss by component, net of tax, for the three months ended March 31, 2019, were as follows: Translation Adjustments Interest Rate Swap Adjustments Pension Benefit Plan Adjustments Total Balance at December 31, 2018 $ (130.0) $ 3.3 $ (25.5) $ (152.2) Other comprehensive loss before reclassifications (0.3) (2.8) — (3.1) Amounts reclassified from accumulated other comprehensive loss to net loss — — — — Net other comprehensive loss (0.3) (2.8) — (3.1) Balance at March 31, 2019 $ (130.3) $ 0.5 $ (25.5) $ (155.3) |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Segment Reporting [Abstract] | |
Summary of Segment Information | The following is a summary of segment information for the three months ended March 31, 2020 and 2019: Net Sales Operating Income (Loss) from Continuing Operations Restructuring, Impairment and Transaction- Products Services Three months ended March 31, 2020 United States Print and Related Services $ 563.6 $ 173.0 $ 16.3 $ 20.8 International 81.4 4.5 0.3 1.3 Total operating segments 645.0 177.5 16.6 22.1 Corporate — — (11.6) 0.7 Total $ 645.0 $ 177.5 $ 5.0 $ 22.8 Three months ended March 31, 2019 United States Print and Related Services $ 659.6 $ 195.4 $ 29.3 $ 4.5 International 101.8 4.2 1.9 1.6 Total operating segments 761.4 199.6 31.2 6.1 Corporate — — (14.8) 1.5 Total $ 761.4 $ 199.6 $ 16.4 $ 7.6 |
Reconciliation of Operating Income (Loss) to Earnings (Loss) Before Income Taxes and Equity in Loss of Unconsolidated Entities | A reconciliation of operating income from continuing operations to loss from continuing operations before income taxes and equity in loss of unconsolidated entity as reported in the condensed consolidated statements of operations for the three months ended March 31, 2020 and 2019, was as follows: Three Months Ended March 31, 2020 2019 Operating income from continuing operations $ 5.0 $ 16.4 Less: interest expense 18.1 21.8 Less: net pension income (2.7) (1.5) Less: (gain) loss on debt extinguishment (0.6) 15.9 Loss from continuing operations before income taxes and equity in loss of unconsolidated entity $ (9.8) $ (19.8) |
Revenue Recognition (Disaggrega
Revenue Recognition (Disaggregation of Revenue) (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | $ 822.5 | $ 961 |
Catalog, publications, retail inserts, books and directories | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 476.8 | 557 |
Direct mail and other printed products | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 166.8 | 197.8 |
Other | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 1.4 | 6.6 |
Total Products | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 645 | 761.4 |
Logistics services | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 94.4 | 104.4 |
Imaging, marketing services and other services | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 83.1 | 95.2 |
Total Services | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 177.5 | 199.6 |
United States Print and Related Services | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 736.6 | 855 |
United States Print and Related Services | Catalog, publications, retail inserts, books and directories | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 412.1 | 485.7 |
United States Print and Related Services | Direct mail and other printed products | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 150.4 | 167.4 |
United States Print and Related Services | Other | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 1.1 | 6.5 |
United States Print and Related Services | Total Products | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 563.6 | 659.6 |
United States Print and Related Services | Logistics services | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 90 | 100.3 |
United States Print and Related Services | Imaging, marketing services and other services | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 83 | 95.1 |
United States Print and Related Services | Total Services | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 173 | 195.4 |
International | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 85.9 | 106 |
International | Catalog, publications, retail inserts, books and directories | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 64.7 | 71.3 |
International | Direct mail and other printed products | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 16.4 | 30.4 |
International | Other | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 0.3 | 0.1 |
International | Total Products | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 81.4 | 101.8 |
International | Logistics services | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 4.4 | 4.1 |
International | Imaging, marketing services and other services | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 0.1 | 0.1 |
International | Total Services | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | $ 4.5 | $ 4.2 |
Revenue Recognition (Costs to O
Revenue Recognition (Costs to Obtain Contracts) (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2020USD ($) | |
Change in Capitalized Contract Costs [Roll Forward] | |
Balance at January 1, 2020 | $ 12.7 |
Costs to obtain contracts | 0.6 |
Amortization of costs to obtain contracts | (1.2) |
Balance at March 31, 2020 | $ 12.1 |
Acquisitions and Strategic In_2
Acquisitions and Strategic Investments (Periscope) (Details) - USD ($) $ in Millions | Jan. 03, 2019 | Mar. 31, 2020 | Dec. 31, 2019 |
Business Acquisition [Line Items] | |||
Goodwill | $ 103 | $ 103 | |
Periscope Acquisition | |||
Business Acquisition [Line Items] | |||
Cash paid for acquisition | $ 121 | ||
Preliminary purchase price | 134 | ||
Acquired cash | 9.8 | ||
Non-cash equity incentive awards | 3.2 | ||
Identifiable finite-lived intangibles acquired | 69.8 | ||
Goodwill | 58.5 | ||
Goodwill, tax deductible portion | $ 52.7 |
Acquisitions and Strategic In_3
Acquisitions and Strategic Investments (Ivie and Associates Acquisition) (Details) - USD ($) $ in Millions | Mar. 31, 2020 | Dec. 31, 2019 |
Business Acquisition [Line Items] | ||
Goodwill | $ 103 | $ 103 |
Acquisitions and Strategic In_4
Acquisitions and Strategic Investments (Rise Interactive Investment) (Details) - USD ($) $ in Millions | Mar. 31, 2020 | Dec. 31, 2019 |
Business Acquisition [Line Items] | ||
Goodwill | $ 103 | $ 103 |
Discontinued Operations (Detail
Discontinued Operations (Details) $ in Millions | 3 Months Ended | ||
Mar. 31, 2020USD ($)facility | Mar. 31, 2019USD ($) | Dec. 31, 2019USD ($) | |
Assets, Current [Abstract] | |||
Current assets of discontinued operations | $ 52.3 | $ 56.6 | |
Assets, Noncurrent [Abstract] | |||
Long-term assets of discontinued operations | 0 | 0.5 | |
Liabilities, Current [Abstract] | |||
Current liabilities of discontinued operations | 13.9 | 15.8 | |
Liabilities, Noncurrent [Abstract] | |||
Long-term liabilities of discontinued operations | $ 0.6 | 0.6 | |
United States Book Business | Discontinued Operations, Held-for-sale | |||
Loss from Discontinued Operations | |||
Number of facilities | facility | 3 | ||
Total net sales | $ 40.3 | $ 43.7 | |
Total cost of sales, excluding depreciation and amortization | 41.1 | 48.8 | |
Selling, general and administrative expenses | 1.9 | 3.4 | |
Depreciation and amortization | 0 | 5 | |
Restructuring, impairment and transaction-related charges | 2.2 | 0 | |
Loss from discontinued operations before income taxes | (4.9) | (13.5) | |
Income tax benefit | (1.1) | (3.4) | |
Loss from discontinued operations, net of tax | (3.8) | (10.1) | |
Impairment of tangible property, plant, and equipment | 1.3 | ||
Cash Flows from Discontinued Operations | |||
Cash flows used in operating activities | 0.9 | 3.4 | |
Cash flows used in investing activities | 1.6 | $ 9.3 | |
Assets, Current [Abstract] | |||
Receivables—net | 16.1 | 19.6 | |
Inventories | 12.9 | 14 | |
Prepaid expenses and other current assets | 23.3 | 23 | |
Current assets of discontinued operations | 52.3 | 56.6 | |
Assets, Noncurrent [Abstract] | |||
Property, plant and equipment—net | 0 | 0 | |
Operating lease right-of-use assets—net | 0 | 0.2 | |
Other long-term assets | 0 | 0.3 | |
Long-term assets of discontinued operations | 0 | 0.5 | |
Liabilities, Current [Abstract] | |||
Accounts payable | 8 | 7 | |
Accrued liabilities | 5.9 | 8.5 | |
Current portion of finance lease obligations | 0 | 0.1 | |
Current portion of operating lease obligations | 0 | 0.2 | |
Current liabilities of discontinued operations | 13.9 | 15.8 | |
Liabilities, Noncurrent [Abstract] | |||
Finance lease obligations | 0 | 0 | |
Other long-term liabilities | 0.6 | 0.6 | |
Long-term liabilities of discontinued operations | $ 0.6 | $ 0.6 |
Restructuring, Impairment and_3
Restructuring, Impairment and Transaction-Related Charges (Schedule of Restructuring, Impairment and Transaction-Related Charges) (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Restructuring and Related Activities [Abstract] | ||
Employee termination charges | $ 12.6 | $ 4.3 |
Impairment charges | 2.5 | 1.7 |
Transaction-related charges | 0.5 | 1.5 |
Integration costs | 0.7 | 0.8 |
Other restructuring charges (income) | 6.5 | (0.7) |
Total | $ 22.8 | $ 7.6 |
Restructuring, Impairment and_4
Restructuring, Impairment and Transaction-Related Charges (Restructuring, Impairment and Transaction-Related Charges) (Details) $ in Millions | 3 Months Ended | |
Mar. 31, 2020USD ($)plant | Mar. 31, 2019USD ($) | |
Restructuring Cost and Reserve [Line Items] | ||
Gain from sale of properties | $ 2.9 | |
Value-added tax assessment | 22.8 | |
Impairment charges | 2.5 | $ 1.7 |
Transaction-related charges | 0.5 | 1.5 |
Employee termination charges | $ 12.6 | $ 4.3 |
2010 Restructuring Program | ||
Restructuring Cost and Reserve [Line Items] | ||
Number of plant closures | plant | 46 |
Restructuring, Impairment and_5
Restructuring, Impairment and Transaction-Related Charges (Schedule of Other Restructuring (Income) Charges (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Restructuring Cost and Reserve [Line Items] | ||
Gain from sale of properties | $ (2.9) | |
Other restructuring charges (income) | 6.5 | $ (0.7) |
Facilities Idled | ||
Restructuring Cost and Reserve [Line Items] | ||
Vacant facility carrying costs and lease exit charges | 2.7 | 1.3 |
Equipment and Infrastructure Removal Charges | ||
Restructuring Cost and Reserve [Line Items] | ||
Equipment and infrastructure removal costs | 0.6 | 0.1 |
Sale of facilities | ||
Restructuring Cost and Reserve [Line Items] | ||
Gain from sale of properties | (0.8) | (3.5) |
Other restructuring charges | ||
Restructuring Cost and Reserve [Line Items] | ||
Other restructuring activities | $ 4 | $ 1.4 |
Restructuring, Impairment and_6
Restructuring, Impairment and Transaction-Related Charges (Schedule of Restructuring Reserves) (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2020USD ($) | |
Restructuring Reserve [Roll Forward] | |
Balance, beginning of period | $ 24.5 |
Expense, net | 22.8 |
Cash payments, net | (14.8) |
Non-cash adjustments/reclassifications | (3.9) |
Balance, end of period | 28.6 |
Other Current Liabilities | |
Restructuring Reserve [Roll Forward] | |
Balance, beginning of period | 15.8 |
Balance, end of period | 20.4 |
Short-term restructuring reserve | (20.4) |
Accounts Payable | |
Restructuring Reserve [Roll Forward] | |
Short-term restructuring reserve | (1.4) |
Other Long-Term Liabilities | |
Restructuring Reserve [Roll Forward] | |
Balance, beginning of period | 7.4 |
Balance, end of period | 6.8 |
Long-term restructuring reserve | (6.8) |
Employee Termination Charges | |
Restructuring Reserve [Roll Forward] | |
Balance, beginning of period | 9.9 |
Expense, net | 12.6 |
Cash payments, net | (10.4) |
Non-cash adjustments/reclassifications | 0.3 |
Balance, end of period | 12.4 |
Impairment Charges | |
Restructuring Reserve [Roll Forward] | |
Balance, beginning of period | 0 |
Expense, net | 2.5 |
Cash payments, net | 0 |
Non-cash adjustments/reclassifications | (2.5) |
Balance, end of period | 0 |
Transaction-Related Charges | |
Restructuring Reserve [Roll Forward] | |
Balance, beginning of period | 0.8 |
Expense, net | 0.5 |
Cash payments, net | (0.3) |
Non-cash adjustments/reclassifications | 0 |
Balance, end of period | 1 |
Integration Costs | |
Restructuring Reserve [Roll Forward] | |
Balance, beginning of period | 0.2 |
Expense, net | 0.7 |
Cash payments, net | (0.7) |
Non-cash adjustments/reclassifications | 0 |
Balance, end of period | 0.2 |
Other Restructuring Charges (Income) | |
Restructuring Reserve [Roll Forward] | |
Balance, beginning of period | 13.6 |
Expense, net | 6.5 |
Cash payments, net | (3.4) |
Non-cash adjustments/reclassifications | (1.7) |
Balance, end of period | $ 15 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets (Narrative) (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Goodwill [Line Items] | ||
Impairment of intangible assets | $ 0 | $ 0 |
Amortization expense of intangible assets | $ 9,900,000 | $ 11,600,000 |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets (Schedule of Goodwill) (Details) - USD ($) $ in Millions | Mar. 31, 2020 | Dec. 31, 2019 |
Goodwill [Line Items] | ||
Goodwill, Gross | $ 911.3 | |
Accumulated goodwill impairment loss | (808.3) | |
Goodwill | 103 | $ 103 |
United States Print and Related Services | ||
Goodwill [Line Items] | ||
Goodwill, Gross | 881.3 | |
Accumulated goodwill impairment loss | (778.3) | |
Goodwill | 103 | |
International | ||
Goodwill [Line Items] | ||
Goodwill, Gross | 30 | |
Accumulated goodwill impairment loss | (30) | |
Goodwill | $ 0 |
Goodwill and Other Intangible_5
Goodwill and Other Intangible Assets (Schedule of Intangible Assets, Excluding Goodwill) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Jun. 30, 2019 | Dec. 31, 2019 | |
Finite-Lived Intangible Assets [Line Items] | ||||
Gross Carrying Amount | $ 647.8 | $ 646.8 | ||
Accumulated Amortization | (515.9) | (509.6) | ||
Net Book Value | $ 131.9 | 137.2 | ||
Trademarks, patents, licenses and agreements | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Weighted Average Amortization Period (Years) | 6 years | 6 years | ||
Gross Carrying Amount | $ 67.3 | 68.6 | ||
Accumulated Amortization | (33.8) | (33.6) | ||
Net Book Value | $ 33.5 | 35 | ||
Capitalized software | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Weighted Average Amortization Period (Years) | 5 years | 5 years | ||
Gross Carrying Amount | $ 16.2 | 16.1 | ||
Accumulated Amortization | (9.2) | (8.5) | ||
Net Book Value | $ 7 | 7.6 | ||
Acquired Technology | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Weighted Average Amortization Period (Years) | 5 years | 0 years | ||
Gross Carrying Amount | $ 2.9 | 0 | ||
Accumulated Amortization | 0 | 0 | ||
Net Book Value | $ 2.9 | 0 | ||
Customer relationships | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Weighted Average Amortization Period (Years) | 6 years | 6 years | ||
Gross Carrying Amount | $ 561.4 | 562.1 | ||
Accumulated Amortization | (472.9) | (467.5) | ||
Net Book Value | $ 88.5 | $ 94.6 |
Goodwill and Other Intangible_6
Goodwill and Other Intangible Assets (Schedule of Finite-Lived Intangible Assets, Future Amortization Expense) (Details) - USD ($) $ in Millions | Mar. 31, 2020 | Dec. 31, 2019 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Remainder of 2020 | $ 29.6 | |
2020 | 31 | |
2021 | 29.6 | |
2022 | 24.9 | |
2023 | 14.4 | |
2025 and thereafter | 2.4 | |
Net Book Value | $ 131.9 | $ 137.2 |
Receivables (Details)
Receivables (Details) - USD ($) $ in Millions | Jan. 01, 2020 | Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||
Accumulated deficit | $ 450.1 | $ 423.5 | ||
Allowances for doubtful accounts | 37.1 | $ 25 | ||
Deferred income taxes | 12.6 | $ (10.7) | ||
Provisions | $ 5 | $ 0.8 | ||
Accounting Standards Update 2016-13 | ||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||
Accumulated deficit | $ 6.3 | |||
Allowances for doubtful accounts | 8.4 | |||
Deferred income taxes | $ (2.1) |
Receivables - Rollforward (Deta
Receivables - Rollforward (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | ||
Balance at beginning of period | $ 25 | |
Provisions | 5 | $ 0.8 |
Write-offs | (1.5) | |
Translation and other | 0.2 | |
Balance at end of period | 37.1 | |
Cumulative Effect, Period Of Adoption, Adjustment | ||
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | ||
Balance at beginning of period | 8.4 | |
Cumulative Effect, Period Of Adoption, Adjusted Balance | ||
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | ||
Balance at beginning of period | $ 33.4 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Millions | Mar. 31, 2020 | Dec. 31, 2019 |
Inventory Disclosure [Abstract] | ||
Raw materials and manufacturing supplies | $ 110.5 | $ 112.2 |
Work in process | 31.3 | 41.2 |
Finished goods | 47.1 | 57.1 |
Total | $ 188.9 | $ 210.5 |
Property, Plant and Equipment_2
Property, Plant and Equipment (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | $ 4,454.5 | $ 4,496.4 | |
Less: accumulated depreciation | (3,447.8) | (3,459.9) | |
Property, plant and equipment—net | 1,006.7 | 1,036.5 | |
Tangible asset impairment charges | 2.5 | $ 1.7 | |
Depreciation expense | 37.5 | $ 42.6 | |
Current assets of discontinued operations | 0 | 59.3 | |
Land | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 101.2 | 102.5 | |
Buildings | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 843.7 | 846.1 | |
Machinery and equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 3,280.2 | 3,337.1 | |
Other | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 176.8 | 175.7 | |
Construction in progress | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | $ 52.6 | $ 35 |
Debt (Schedule of Long-term Deb
Debt (Schedule of Long-term Debt) (Details) - USD ($) $ in Millions | Mar. 31, 2020 | Dec. 31, 2019 |
Debt Instrument [Line Items] | ||
Total debt | $ 1,181.9 | $ 1,098.5 |
Debt issuance costs | (8.5) | (9.3) |
Less: short-term debt and current portion of long-term debt | (44.1) | (40) |
Long-term debt | 1,137.8 | 1,058.5 |
Master note and security agreement | ||
Debt Instrument [Line Items] | ||
Total debt | 31.3 | 70.7 |
Term Loan A | ||
Debt Instrument [Line Items] | ||
Total debt | 768.3 | 768.3 |
Revolving credit facility | ||
Debt Instrument [Line Items] | ||
Total debt | 130 | 0 |
Senior unsecured notes | ||
Debt Instrument [Line Items] | ||
Total debt | 238.7 | 243.5 |
International term loans | ||
Debt Instrument [Line Items] | ||
Total debt | 15.9 | 16.5 |
International revolving credit facilities | ||
Debt Instrument [Line Items] | ||
Total debt | 3.6 | 5.7 |
Other | ||
Debt Instrument [Line Items] | ||
Total debt | $ 2.6 | $ 3.1 |
Debt (Debt Transactions Narrati
Debt (Debt Transactions Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Debt Instrument [Line Items] | |||
Fair value of company debt | $ 1,100 | $ 1,100 | |
(Gain) loss on debt extinguishment | (0.6) | $ 15.9 | |
Master note and security agreement | |||
Debt Instrument [Line Items] | |||
Debt redeemed | 37.6 | ||
(Gain) loss on debt extinguishment | 0.2 | ||
Senior Unsecured Notes | |||
Debt Instrument [Line Items] | |||
(Gain) loss on debt extinguishment | (0.8) | ||
Amount of debt repurchased | $ 4.7 | ||
Interest rate, percentage | 7.00% | ||
Financing Arrangement, January 2019 | |||
Debt Instrument [Line Items] | |||
(Gain) loss on debt extinguishment | $ 14.2 |
Debt (Schedule of Debt Issuance
Debt (Schedule of Debt Issuance Costs) (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Debt Issuance Costs [Roll Forward] | ||
Balance at December 31, 2019 | $ 9.3 | |
(Gain) loss on debt extinguishment | (0.6) | $ 15.9 |
Amortization of debt issuance costs | (0.6) | |
Balance at March 31, 2020 | $ 8.5 | |
Financing Arrangement, January 2019 | ||
Debt Issuance Costs [Roll Forward] | ||
(Gain) loss on debt extinguishment | 14.2 | |
Financing Arrangement, February 2017 | ||
Debt Issuance Costs [Roll Forward] | ||
(Gain) loss on debt extinguishment | $ 0.7 |
Debt (Schedule of Loss on Debt
Debt (Schedule of Loss on Debt Extinguishment) (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Extinguishment of Debt [Line Items] | ||
(Gain) loss on debt extinguishment | $ (0.6) | $ 15.9 |
Total | 15.9 | |
Financing Arrangement, February 2017 | ||
Extinguishment of Debt [Line Items] | ||
(Gain) loss on debt extinguishment | 0.7 | |
Original issue discount from January 31, 2019 debt financing arrangement | 1 | |
Financing Arrangement, January 2019 | ||
Extinguishment of Debt [Line Items] | ||
(Gain) loss on debt extinguishment | $ 14.2 |
Debt (Debt Covenants and Compli
Debt (Debt Covenants and Compliance) (Details) | 3 Months Ended |
Mar. 31, 2020USD ($) | |
Debt Instrument [Line Items] | |
Total leverage ratio, covenant compliance | 3.53 |
Senior secured leverage ratio to consolidated EBITDA | 2.24 |
Ratio of interest coverage | 4.62 |
Actual total leverage ratio | 2.95 |
Financing Agreement Senior Secured Credit Facility | |
Debt Instrument [Line Items] | |
Maximum annual dividend payment | $ 120,000,000 |
Maximum | |
Debt Instrument [Line Items] | |
Total leverage ratio, covenant compliance | 3.75 |
Senior secured leverage ratio to consolidated EBITDA | 3.50 |
Maximum | Financing Agreement Senior Secured Credit Facility | |
Debt Instrument [Line Items] | |
Total leverage ratio | 2.75 |
Senior secured leverage ratio | 3 |
Total leverage ratio on unsecured debt | 3.50 |
Minimum | |
Debt Instrument [Line Items] | |
Ratio of interest coverage, covenant compliance | 3 |
Senior Unsecured Notes | |
Debt Instrument [Line Items] | |
Interest rate, percentage | 7.00% |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Unusual or Infrequent Item, or Both [Line Items] | ||
Liability for unrecognized tax benefits | $ 17.7 | |
Anticipated decrease in unrecognized tax benefits within the next twelve months | 1.6 | |
Income tax benefit | 1.2 | $ 7.2 |
Coronavirus Aid, Relief, And Economic Security Act (CARES Act) | ||
Unusual or Infrequent Item, or Both [Line Items] | ||
Income tax benefit | $ 4.6 |
Financial Instruments and Fai_2
Financial Instruments and Fair Value Measurements - Interest Rate Swaps (Details) - USD ($) | Mar. 29, 2019 | Feb. 28, 2017 | Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | Mar. 19, 2019 | Feb. 07, 2017 |
Derivative [Line Items] | |||||||
Change in fair value of interest rate swap | $ (11,100,000) | $ (3,700,000) | |||||
Interest Rate Swap | |||||||
Derivative [Line Items] | |||||||
Term | 5 years | 5 years | |||||
Derivative, Notional Amount | $ 130,000,000 | $ 250,000,000 | |||||
Fixed swap rate | 2.43% | 1.89% | |||||
Cash flow hedge ineffectiveness recorded in earnings | 0 | ||||||
Prepaid Expenses and Other Current Assets | Interest Rate Swap | |||||||
Derivative [Line Items] | |||||||
Interest rate swap assets | 0 | $ 0 | |||||
Other Long Term Liabilities | Interest Rate Swap | |||||||
Derivative [Line Items] | |||||||
Interest rate swap liabilities | (17,500,000) | $ (6,400,000) | |||||
Interest Expense | Interest Rate Swap | |||||||
Derivative [Line Items] | |||||||
Interest income (expense) on interest rate swap | 400,000 | (400,000) | |||||
Other Comprehensive Income (Loss) | Interest Rate Swap | |||||||
Derivative [Line Items] | |||||||
Change in fair value of interest rate swap | $ (11,100,000) | $ (3,700,000) |
Financial Instruments and Fai_3
Financial Instruments and Fair Value Measurements - Foreign Exchange Contracts (Details) | Mar. 31, 2020contract |
Foreign Exchange Contract | |
Derivatives, Fair Value [Line Items] | |
Foreign currency exchange contracts | 0 |
Accrued Liabilities and Other_3
Accrued Liabilities and Other Long-Term Liabilities (Details) - USD ($) $ in Millions | Mar. 31, 2020 | Dec. 31, 2019 |
Schedule of Accrued Liabilities and Other Long-Term Liabilities [Line Items] | ||
Multiemployer pension plans – withdrawal liability | $ 40.7 | |
Restructuring liabilities | 28.6 | $ 24.5 |
Other Current Liabilities | ||
Schedule of Accrued Liabilities and Other Long-Term Liabilities [Line Items] | ||
Employee-related liabilities | 87 | 129.4 |
Single employer pension plan obligations | 1.8 | 1.8 |
Multiemployer pension plans – withdrawal liability | 5.8 | 8.4 |
Tax-related liabilities | 25.1 | 24.6 |
Restructuring liabilities | 20.4 | 15.8 |
Interest and rent liabilities | 8.9 | 4.9 |
Liabilities held for sale from continuing operations | 0 | 17.9 |
Other | 80.6 | 100.2 |
Total | 229.6 | 303 |
Other Long-Term Liabilities | ||
Schedule of Accrued Liabilities and Other Long-Term Liabilities [Line Items] | ||
Employee-related liabilities | 55 | 61.9 |
Single employer pension plan obligations | 72.5 | 77.1 |
Multiemployer pension plans – withdrawal liability | 34.9 | 35.7 |
Tax-related liabilities | 10.6 | 10.7 |
Restructuring liabilities | 6.8 | 7.4 |
Interest and rent liabilities | 0.2 | 0.2 |
Liabilities held for sale from continuing operations | 0 | 0 |
Other | 22.6 | 21.7 |
Total | 220.1 | 221.1 |
Total | ||
Schedule of Accrued Liabilities and Other Long-Term Liabilities [Line Items] | ||
Employee-related liabilities | 142 | 191.3 |
Single employer pension plan obligations | 74.3 | 78.9 |
Multiemployer pension plans – withdrawal liability | 40.7 | 44.1 |
Tax-related liabilities | 35.7 | 35.3 |
Restructuring liabilities | 27.2 | 23.2 |
Interest and rent liabilities | 9.1 | 5.1 |
Liabilities held for sale from continuing operations | 0 | 17.9 |
Other | 103.2 | 121.9 |
Total | $ 449.7 | $ 524.1 |
Employee Retirement Plans (Defi
Employee Retirement Plans (Defined Contribution Plans) (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Retirement Benefits [Abstract] | ||
Employee stock ownership plan contribution expense | $ 0 | $ 0 |
Employee Retirement Plans (Pens
Employee Retirement Plans (Pension Plans) (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] | ||
Net pension income | $ 2.7 | $ 1.5 |
Pension Plans | ||
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] | ||
Interest cost | (3.4) | (4.4) |
Expected return on plan assets | 6.1 | 5.9 |
Net pension income | 2.7 | $ 1.5 |
Pension Plans | Non-qualified | ||
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] | ||
Benefit payments on non-qualified pension plans | 0.6 | |
Pension Plans | Qualified | ||
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] | ||
Contributions on qualified pension plans | $ 1.3 |
Employee Retirement Plans (Mult
Employee Retirement Plans (Multiemployer Pension Plans) (Details) $ in Millions | 3 Months Ended | ||
Mar. 31, 2020USD ($)plan | Mar. 31, 2019USD ($) | Dec. 31, 2019USD ($) | |
Multiemployer Plans [Line Items] | |||
Number of underfunded plans | plan | 2 | ||
Withdrawal obligation | $ 40.7 | ||
Multiemployer Plan, Contributions by Employer | 4.2 | $ 2.6 | |
Other Long-Term Liabilities | |||
Multiemployer Plans [Line Items] | |||
Withdrawal obligation | 34.9 | $ 35.7 | |
Other Current Liabilities | |||
Multiemployer Plans [Line Items] | |||
Withdrawal obligation | $ 5.8 | $ 8.4 |
Earnings (Loss) Per Share Att_3
Earnings (Loss) Per Share Attributable to Quad/Graphics Common Shareholders (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Earnings Per Share [Abstract] | ||
Net loss from continuing operations | $ (8.6) | $ (12.7) |
Less: net loss attributable to noncontrolling interests | 0 | (0.3) |
Net loss from continuing operations attributable to Quad common shareholders | (8.6) | (12.4) |
Numerator | ||
Net loss attributable to Quad common shareholders | (12.4) | (22.5) |
Loss from discontinued operations, net of tax | $ (3.8) | $ (10.1) |
Denominator | ||
Basic weighted average number of common shares outstanding for all classes of common shares (in shares) | 50.5 | 49.6 |
Plus: effect of dilutive equity incentive instruments (in shares) | 0 | 0 |
Diluted weighted average number of common shares outstanding for all classes of common shares (in shares) | 50.5 | 49.6 |
Loss per share attributable to Quad common shareholders | ||
Earnings (loss) per share attributable to Quad common shareholders, basic, continuing operations (USD per share) | $ (0.17) | $ (0.25) |
Earnings (loss) per share attributable to Quad common shareholders, basic, discontinued operations (USD per share) | (0.08) | (0.20) |
Cash dividends paid per common share for all classes of common shares (USD per share) | $ 0.15 | $ 0.30 |
Equity Incentive Programs (Equi
Equity Incentive Programs (Equity Incentive Programs and Compensation Expense) (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Aggregate shares of common stock reserved (in shares) | 12,671,652 | |
Stock option exercise price floor of fair market value of class A common stock (percent) | 100.00% | |
Shares available for issuance (in shares) | 457,169 | |
Stock-based compensation | $ 2.8 | $ 5 |
Income from remeasurement of liabilities | 0.3 | |
Estimated future compensation expense | $ 17.1 | |
Minimum | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Award vesting period | 3 years | |
Maximum | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Award vesting period | 4 years | |
Estimated Future Expense in 2018 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Estimated future compensation expense | $ 7.8 | |
Estimated Future Expense in 2019 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Estimated future compensation expense | 6.8 | |
Estimated Future Expense in 2020 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Estimated future compensation expense | 2.2 | |
Estimated Future Expense in 2021 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Estimated future compensation expense | $ 0.3 | |
2010 Plan | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Aggregate shares of common stock reserved (in shares) | 3,000,000 |
Equity Incentive Programs (Stoc
Equity Incentive Programs (Stock Options Narrative) (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Estimated future compensation expense | $ 17,100,000 | |
Stock Options | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Award vesting period | 4 years | |
Options granted (in shares) | 0 | 0 |
Compensation expense | $ 0 | $ 0 |
Estimated future compensation expense | 0 | |
Proceeds from stock options exercised | $ 0 | |
Annual Anniversary Grant Date of Award | Stock Options | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Earliest expiration period of award after event | 10 years | |
Termination for Death | Stock Options | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Earliest expiration period of award after event | 24 months | |
Termination for Retirement or Disability | Stock Options | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Earliest expiration period of award after event | 36 months | |
Employment Terminated, Any Other Reason | Stock Options | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Earliest expiration period of award after event | 90 days | |
Vested in the first year | Stock Options | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Percentage of options vested | 0.00% | |
Vested in the second year | Stock Options | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Percentage of options vested | 33.33% | |
Vested in third year | Stock Options | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Percentage of options vested | 33.33% | |
Vested in fourth year | Stock Options | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Percentage of options vested | 33.33% |
Equity Incentive Programs (Sche
Equity Incentive Programs (Schedule of Stock Option Activity Roll Forward) (Details) - Stock Options - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Shares Under Option | ||
Outstanding at beginning of period (in shares) | 790,237 | |
Granted (in shares) | 0 | 0 |
Exercised (in shares) | 0 | |
Canceled/forfeited/expired (in shares) | (213,870) | |
Outstanding at end of period (in shares) | 576,367 | |
Weighted Average Exercise Price | ||
Outstanding at beginning of period (in dollars per share) | $ 25.27 | |
Granted (in dollars per share) | 0 | |
Exercised (in dollars per share) | 0 | |
Canceled/forfeited/expired (in dollars per share) | 16.99 | |
Outstanding at end of period (in dollars per share) | $ 28.34 | |
Weighted Average Remaining Contractual Term (years) | ||
Outstanding at beginning of period (in years) | 1 year 2 months 12 days | 1 year 1 month 6 days |
Outstanding at end of period (in years) | 1 year 2 months 12 days | 1 year 1 month 6 days |
Aggregate Intrinsic Value (millions) | ||
Outstanding at beginning of period | $ 0 | |
Outstanding at end of period | $ 0 |
Equity Incentive Programs (Rest
Equity Incentive Programs (Restricted Stock and Restricted Stock Unit Activity Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Income from remeasurement of liabilities | $ 0.3 | |
Restricted Stock and Restricted Stock Units (RSUs) | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of days dividends will be paid after vesting, maximum | 45 days | |
Award vesting period | 3 years | |
Compensation expense | $ 2.1 | $ 4.1 |
Restricted Stock Units | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
RSUs classified as liability | $ 0.3 |
Equity Incentive Programs (Sc_2
Equity Incentive Programs (Schedule of Restricted Stock and Restricted Stock Unit Award Activity) (Details) - $ / shares | 3 Months Ended | 6 Months Ended |
Mar. 31, 2020 | Jun. 30, 2019 | |
Restricted Stock | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||
Nonvested at beginning of period (in shares) | 2,623,971 | |
Granted (in shares) | 1,091,299 | |
Vested (in shares) | (547,883) | |
Forfeited (in shares) | (131,864) | |
Nonvested at end of period (in shares) | 3,035,523 | |
Weighted- Average Grant Date Fair Value Per Share | ||
Nonvested at beginning of period (in dollars per share) | $ 17.82 | |
Granted (in dollars per share) | 4.67 | |
Vested (in dollars per share) | 26.88 | |
Forfeited (in dollars per share) | 14.02 | |
Nonvested at end of period (in dollars per share) | $ 11.63 | |
Weighted- Average Remaining Contractual Term (years) | ||
Nonvested at beginning of period | 2 years 1 month 6 days | 1 year 6 months |
Nonvested at end of period | 2 years 1 month 6 days | 1 year 6 months |
Restricted Stock Units | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||
Nonvested at beginning of period (in shares) | 230,621 | |
Granted (in shares) | 45,353 | |
Vested (in shares) | (25,228) | |
Forfeited (in shares) | 0 | |
Nonvested at end of period (in shares) | 250,746 | |
Weighted- Average Grant Date Fair Value Per Share | ||
Nonvested at beginning of period (in dollars per share) | $ 14.75 | |
Granted (in dollars per share) | 4.67 | |
Vested (in dollars per share) | 26.88 | |
Forfeited (in dollars per share) | 0 | |
Nonvested at end of period (in dollars per share) | $ 11.70 | |
Weighted- Average Remaining Contractual Term (years) | ||
Nonvested at beginning of period | 2 years | 1 year 10 months 24 days |
Nonvested at end of period | 2 years | 1 year 10 months 24 days |
Equity Incentive Programs (Defe
Equity Incentive Programs (Deferred Stock Unit Activity) (Details) - Deferred Stock Units (DSUs) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Units | ||
Outstanding at beginning of period (in shares) | 314,658 | |
Granted (in shares) | 204,088 | |
Dividend equivalents granted (in shares) | 21,145 | |
Settled (in shares) | (38,930) | |
Outstanding at end of period (in shares) | 500,961 | |
Weighted-Average Grant Date Fair Value Per Share | ||
Outstanding at beginning of period (in dollars per share) | $ 16.22 | |
Granted (in dollars per share) | 4.67 | |
Dividend equivalents granted (in dollars per share) | 3.40 | |
Settled (in dollars per share) | 19.81 | |
Outstanding at end of period (in dollars per share) | $ 10.69 | |
Number of DSU to class A common share conversion (in shares) | 1 | |
Compensation expense | $ 1 | $ 0.9 |
Shareholders' Equity (Schedule
Shareholders' Equity (Schedule of Stock by Class) (Details) | Mar. 31, 2020vote$ / sharesshares | Dec. 31, 2019$ / sharesshares |
Common Class A | ||
Class of Stock [Line Items] | ||
Common stock, par value (in dollars per share) | $ / shares | $ 0.025 | $ 0.025 |
Authorized Shares | 105,000,000 | 105,000,000 |
Outstanding | 40,200,000 | 39,200,000 |
Treasury | 200,000 | 1,100,000 |
Total Issued Shares | 40,400,000 | 40,300,000 |
Number of votes | vote | 1 | |
Common Class B | ||
Class of Stock [Line Items] | ||
Common stock, par value (in dollars per share) | $ / shares | $ 0.025 | $ 0.025 |
Authorized Shares | 80,000,000 | 80,000,000 |
Outstanding | 13,500,000 | 13,500,000 |
Treasury | 0 | 0 |
Total Issued Shares | 13,500,000 | 13,500,000 |
Number of votes | vote | 10 | |
Common Class C | ||
Class of Stock [Line Items] | ||
Common stock, par value (in dollars per share) | $ / shares | $ 0.025 | $ 0.025 |
Authorized Shares | 20,000,000 | 20,000,000 |
Outstanding | 0 | 0 |
Treasury | 500,000 | 500,000 |
Total Issued Shares | 500,000 | 500,000 |
Number of votes | vote | 10 |
Shareholders' Equity (Narrative
Shareholders' Equity (Narrative and Dividends) (Details) | 3 Months Ended | |||
Mar. 31, 2020USD ($)stock_classvote$ / sharesshares | Mar. 31, 2019USD ($)$ / sharesshares | Dec. 31, 2019shares | Jul. 30, 2018USD ($) | |
Shareholders' Equity [Line Items] | ||||
Number of classes of common stock | stock_class | 3 | |||
Preferred stock, authorized shares | 500,000 | |||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.01 | |||
Preferred stock, issued shares | 0 | 0 | ||
Employee stock ownership plan contribution expense | $ | $ 0 | $ 0 | ||
Cash dividend declared (USD per share) | $ / shares | $ 0.15 | $ 0.30 | ||
Common Class A | ||||
Shareholders' Equity [Line Items] | ||||
Number of votes | vote | 1 | |||
Common stock, authorized shares | 105,000,000 | 105,000,000 | ||
Share repurchase program, authorized amount | $ | $ 100,000,000 | |||
Shares repurchased (in shares) | 0 | 1,871,631 | ||
Shares repurchased, price per share (in dollars per share) | $ / shares | $ 19.59 | |||
Common stock, repurchased | $ | $ 36,700,000 | |||
Remaining authorized repurchases | $ | $ 100,000,000 | |||
Common Class B | ||||
Shareholders' Equity [Line Items] | ||||
Number of votes | vote | 10 | |||
Common stock, authorized shares | 80,000,000 | 80,000,000 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Loss (By Component) (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Accumulated other comprehensive income (loss), net of tax, beginning of period | $ (167.2) | $ (152.2) |
Other comprehensive income (loss) before reclassifications | (23.6) | (3.1) |
Amounts reclassified from accumulated other comprehensive loss to net earnings (loss) | 0 | 0 |
Other comprehensive loss, net of tax | (23.6) | (3.1) |
Accumulated other comprehensive income (loss), net of tax, end of period | (190.8) | (155.3) |
Translation Adjustments | ||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Accumulated other comprehensive income (loss), net of tax, beginning of period | (131) | (130) |
Other comprehensive income (loss) before reclassifications | (15.3) | (0.3) |
Amounts reclassified from accumulated other comprehensive loss to net earnings (loss) | 0 | 0 |
Other comprehensive loss, net of tax | (15.3) | (0.3) |
Accumulated other comprehensive income (loss), net of tax, end of period | (146.3) | (130.3) |
Interest Rate Swap Adjustments | ||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Accumulated other comprehensive income (loss), net of tax, beginning of period | (4.7) | 3.3 |
Other comprehensive income (loss) before reclassifications | (8.3) | (2.8) |
Amounts reclassified from accumulated other comprehensive loss to net earnings (loss) | 0 | 0 |
Other comprehensive loss, net of tax | (8.3) | (2.8) |
Accumulated other comprehensive income (loss), net of tax, end of period | (13) | 0.5 |
Pension Benefit Plan Adjustments | ||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Accumulated other comprehensive income (loss), net of tax, beginning of period | (31.5) | (25.5) |
Other comprehensive income (loss) before reclassifications | 0 | 0 |
Amounts reclassified from accumulated other comprehensive loss to net earnings (loss) | 0 | 0 |
Other comprehensive loss, net of tax | 0 | 0 |
Accumulated other comprehensive income (loss), net of tax, end of period | $ (31.5) | $ (25.5) |
Segment Information (Details)
Segment Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Segment Reporting Information [Line Items] | ||
Total net sales | $ 822.5 | $ 961 |
Operating Income (Loss) from Continuing Operations | 5 | 16.4 |
Restructuring, Impairment and Transaction- Related Charges | 22.8 | 7.6 |
United States Print and Related Services | ||
Segment Reporting Information [Line Items] | ||
Total net sales | 736.6 | 855 |
Operating Income (Loss) from Continuing Operations | 16.3 | 29.3 |
Restructuring, Impairment and Transaction- Related Charges | 20.8 | 4.5 |
International | ||
Segment Reporting Information [Line Items] | ||
Total net sales | 85.9 | 106 |
Operating Income (Loss) from Continuing Operations | 0.3 | 1.9 |
Restructuring, Impairment and Transaction- Related Charges | 1.3 | 1.6 |
Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Operating Income (Loss) from Continuing Operations | 16.6 | 31.2 |
Restructuring, Impairment and Transaction- Related Charges | 22.1 | 6.1 |
Corporate | ||
Segment Reporting Information [Line Items] | ||
Operating Income (Loss) from Continuing Operations | (11.6) | (14.8) |
Restructuring, Impairment and Transaction- Related Charges | 0.7 | 1.5 |
Products | ||
Segment Reporting Information [Line Items] | ||
Total net sales | 645 | 761.4 |
Products | United States Print and Related Services | ||
Segment Reporting Information [Line Items] | ||
Total net sales | 563.6 | 659.6 |
Products | International | ||
Segment Reporting Information [Line Items] | ||
Total net sales | 81.4 | 101.8 |
Products | Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Total net sales | 645 | 761.4 |
Products | Corporate | ||
Segment Reporting Information [Line Items] | ||
Total net sales | 0 | 0 |
Services | ||
Segment Reporting Information [Line Items] | ||
Total net sales | 177.5 | 199.6 |
Services | United States Print and Related Services | ||
Segment Reporting Information [Line Items] | ||
Total net sales | 173 | 195.4 |
Services | International | ||
Segment Reporting Information [Line Items] | ||
Total net sales | 4.5 | 4.2 |
Services | Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Total net sales | 177.5 | 199.6 |
Services | Corporate | ||
Segment Reporting Information [Line Items] | ||
Total net sales | $ 0 | $ 0 |
Segment Information (Reconcilia
Segment Information (Reconciliation of Operating Profit from Segment to Consolidated) (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Segment Reporting [Abstract] | ||
Operating income from continuing operations | $ 5 | $ 16.4 |
Less: interest expense | 18.1 | 21.8 |
Less: net pension income | (2.7) | (1.5) |
Less: (gain) loss on debt extinguishment | (0.6) | 15.9 |
Loss before income taxes and equity in loss (earnings) of unconsolidated entity | $ (9.8) | $ (19.8) |
Subsequent Events (Details)
Subsequent Events (Details) - Subsequent Event - COVID-19 Pandemic | Apr. 01, 2020 |
Chief Executive Officer | |
Subsequent Event [Line Items] | |
Salary reduction (percent) | 0.50 |
Executive Officer | |
Subsequent Event [Line Items] | |
Salary reduction (percent) | 0.35 |
Non-Employee Director | |
Subsequent Event [Line Items] | |
Retainer fee reduction (percent) | 0.50 |