Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2019 | Jul. 26, 2019 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2019 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | DFIN | |
Entity Registrant Name | Donnelley Financial Solutions, Inc. | |
Entity Central Index Key | 0001669811 | |
Entity Current Reporting Status | Yes | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 34,300,000 | |
Entity File Number | 1-37728 | |
Entity Tax Identification Number | 364829638 | |
Entity Address, Address Line One | 35 West Wacker Drive | |
Entity Address, City or Town | Chicago | |
Entity Address, State or Province | Illinois | |
Entity Address, Postal Zip Code | 60601 | |
City Area Code | 844 | |
Local Phone Number | 866-4337 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (UNAUDITED) - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Total net sales | $ 258.9 | $ 290.6 | $ 488.5 | $ 545.8 |
Services cost of sales (exclusive of depreciation and amortization) | 75.6 | 92 | 151 | 177.9 |
Products cost of sales (exclusive of depreciation and amortization) | 73.4 | 73.6 | 151.9 | 146.3 |
Total cost of sales | 149 | 165.6 | 302.9 | 324.2 |
Selling, general and administrative expenses (exclusive of depreciation and amortization) | 57.9 | 75.1 | 112.8 | 141.2 |
Restructuring, impairment and other charges-net | 3.8 | 2.6 | 5.9 | 3.3 |
Depreciation and amortization | 12 | 11.1 | 24.1 | 21.5 |
Other operating loss | 2.8 | 0 | 2.8 | 0 |
Income from operations | 33.4 | 36.2 | 40 | 55.6 |
Interest expense-net | 9.1 | 9.8 | 18 | 18.8 |
Investment and other income-net | (0.5) | (0.8) | (1.1) | (1.6) |
Earnings before income taxes | 24.8 | 27.2 | 23.1 | 38.4 |
Income tax expense | 7.5 | 8.3 | 7.2 | 11.8 |
Net earnings | $ 17.3 | $ 18.9 | $ 15.9 | $ 26.6 |
Net earnings per share (Note 10): | ||||
Basic net earnings per share | $ 0.51 | $ 0.56 | $ 0.47 | $ 0.79 |
Diluted net earnings per share | $ 0.51 | $ 0.56 | $ 0.47 | $ 0.78 |
Weighted average number of common shares outstanding | ||||
Basic | 34.1 | 33.8 | 34 | 33.7 |
Diluted | 34.2 | 34 | 34.1 | 33.9 |
Services Net Sales | ||||
Total net sales | $ 161.2 | $ 187.9 | $ 289.1 | $ 347.4 |
Products Net Sales | ||||
Total net sales | $ 97.7 | $ 102.7 | $ 199.4 | $ 198.4 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income (UNAUDITED) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Net earnings | $ 17.3 | $ 18.9 | $ 15.9 | $ 26.6 |
Other comprehensive income, net of tax: | ||||
Translation adjustments | 0.5 | (3.4) | 2.7 | (2.7) |
Adjustment for net periodic pension and other postretirement benefits plan cost | 0.3 | 0.5 | 0.7 | 1 |
Other comprehensive income (loss), net of tax | 0.8 | (2.9) | 3.4 | (1.7) |
Comprehensive income | $ 18.1 | $ 16 | $ 19.3 | $ 24.9 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (UNAUDITED) - USD ($) $ in Millions | Jun. 30, 2019 | Dec. 31, 2018 |
ASSETS | ||
Cash and cash equivalents | $ 9.5 | $ 47.3 |
Receivables, less allowances for doubtful accounts of $10.7 in 2019 (2018 - $7.9) | 260.7 | 172.9 |
Inventories | 13 | 12.1 |
Prepaid expenses and other current assets | 17.7 | 16.7 |
Total current assets | 300.9 | 249 |
Property, plant and equipment-net | 37 | 32.2 |
Right-of-use assets | 84.4 | 0 |
Software-net | 51.6 | 47.8 |
Goodwill | 450.3 | 450 |
Other intangible assets-net | 30 | 37.2 |
Deferred income taxes | 14.3 | 9.7 |
Other noncurrent assets | 40.6 | 42.8 |
Total assets | 1,009.1 | 868.7 |
LIABILITIES | ||
Accounts payable | 78 | 72.4 |
Accrued liabilities | 123.2 | 126 |
Total current liabilities | 201.2 | 198.4 |
Long-term debt (Note 13) | 419.1 | 362.7 |
Deferred compensation liabilities | 19.9 | 19.5 |
Pension and other postretirement benefits plan liabilities | 49 | 51.3 |
Noncurrent lease liabilities | 62.8 | 0 |
Other noncurrent liabilities | 8 | 10.8 |
Total liabilities | 760 | 642.7 |
Commitments and Contingencies (Note 14) | ||
EQUITY | ||
Preferred stock, $0.01 par value Authorized: 1.0 shares; Issued: None | 0 | 0 |
Common stock, $0.01 par value Authorized: 65.0 shares Issued: 34.5 shares in 2019 (2018 - 34.2 shares) | 0.3 | 0.3 |
Treasury stock, at cost: 0.2 shares in 2019 (2018 - 0.1 shares) | (3.7) | (2.4) |
Additional paid-in-capital | 221.6 | 216.5 |
Retained earnings | 110.2 | 94.3 |
Accumulated other comprehensive loss | (79.3) | (82.7) |
Total equity | 249.1 | 226 |
Total liabilities and equity | $ 1,009.1 | $ 868.7 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (UNAUDITED) (Parenthetical) - USD ($) $ in Millions | Jun. 30, 2019 | Dec. 31, 2018 |
Statement Of Financial Position [Abstract] | ||
Receivables, allowance for doubtful accounts | $ 10.7 | $ 7.9 |
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, authorized | 1,000,000 | 1,000,000 |
Preferred stock, Issued | 0 | 0 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, Authorized | 65,000,000 | 65,000,000 |
Common stock, Issued | 34,500,000 | 34,200,000 |
Treasury stock, Shares | 200,000 | 100,000 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (UNAUDITED) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
OPERATING ACTIVITIES | ||
Net earnings | $ 15.9 | $ 26.6 |
Adjustments to reconcile net earnings to net cash used in operating activities: | ||
Depreciation and amortization | 24.1 | 21.5 |
Provision for doubtful accounts receivable | 3.2 | 3.5 |
Share-based compensation | 5.1 | 5.1 |
Deferred income taxes | (4.8) | 1.7 |
Net pension plan income | (1) | (1.6) |
Other | 18.3 | 1.7 |
Changes in operating assets and liabilities - net of acquisitions: | ||
Accounts receivable – net | (90.7) | (102.1) |
Inventories | (0.9) | (4.8) |
Prepaid expenses and other current assets | (0.9) | 0.8 |
Accounts payable | 6.1 | 13.3 |
Income taxes payable and receivable | (5.2) | 3.9 |
Accrued liabilities and other | (34.1) | (18.3) |
Pension and other postretirement benefits plan contributions | (0.4) | (1.5) |
Net cash used in operating activities | (65.3) | (50.2) |
INVESTING ACTIVITIES | ||
Capital expenditures | (26.2) | (15.6) |
Acquisition of business, net of cash acquired | (2.6) | 0 |
Other investing activities | 0.1 | 0 |
Net cash used in investing activities | (28.7) | (15.6) |
FINANCING ACTIVITIES | ||
Revolving facility borrowings | 337 | 206.5 |
Payments on revolving facility borrowings | (281.5) | (179.5) |
Proceeds from the issuance of common stock | 0 | 1.2 |
Treasury share repurchases | (1.3) | (0.8) |
Debt issuance costs | (0.2) | 0 |
Net cash provided by financing activities | 54 | 27.4 |
Effect of exchange rate on cash and cash equivalents | 2.2 | (1.8) |
Net decrease in cash and cash equivalents | (37.8) | (40.2) |
Cash and cash equivalents at beginning of year | 47.3 | 52 |
Cash and cash equivalents at end of period | 9.5 | 11.8 |
Supplemental cash flow information | ||
Income taxes paid | 17.6 | 6.1 |
Interest paid | $ 16.5 | $ 17.8 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Equity (UNAUDITED) - USD ($) $ in Millions | Total | Common Stock | Treasury Stock | Additional Paid-in-Capital | Retained Earnings | Accumulated Other Comprehensive Loss |
Balance at Dec. 31, 2017 | $ 149.4 | $ 0.3 | $ (0.9) | $ 205.7 | $ 8.9 | $ (64.6) |
Balance (in shares) at Dec. 31, 2017 | 33,800,000 | 0 | ||||
Net earnings | 26.6 | $ 0 | $ 0 | 0 | 26.6 | 0 |
Other comprehensive income | (1.7) | 0 | 0 | 0 | 0 | (1.7) |
Adoption of ASU 2014-09 | 0.9 | 0 | 0 | 0 | 0.9 | 0 |
Share-based compensation | 5.1 | 0 | 0 | 5.1 | 0 | 0 |
Issuance of share-based awards, net of withholdings and other | 0.5 | $ 0 | $ (0.8) | 1.3 | 0 | 0 |
Issuance of share-based awards, net of withholdings and other (in shares) | 300,000 | 100,000 | ||||
Balance at Jun. 30, 2018 | 180.8 | $ 0.3 | $ (1.7) | 212.1 | 36.4 | (66.3) |
Balance (in shares) at Jun. 30, 2018 | 34,100,000 | 100,000 | ||||
Balance at Mar. 31, 2018 | 161.6 | $ 0.3 | $ (1.7) | 208.9 | 17.5 | (63.4) |
Balance (in shares) at Mar. 31, 2018 | 34,000,000 | 100,000 | ||||
Net earnings | 18.9 | $ 0 | $ 0 | 0 | 18.9 | 0 |
Other comprehensive income | (2.9) | 0 | 0 | 0 | 0 | (2.9) |
Share-based compensation | 3.3 | 0 | 0 | 3.3 | 0 | 0 |
Issuance of share-based awards, net of withholdings and other | (0.1) | $ 0 | 0 | (0.1) | 0 | 0 |
Issuance of share-based awards, net of withholdings and other (in shares) | 100,000 | |||||
Balance at Jun. 30, 2018 | 180.8 | $ 0.3 | $ (1.7) | 212.1 | 36.4 | (66.3) |
Balance (in shares) at Jun. 30, 2018 | 34,100,000 | 100,000 | ||||
Balance at Dec. 31, 2018 | $ 226 | $ 0.3 | $ (2.4) | 216.5 | 94.3 | (82.7) |
Balance (in shares) at Dec. 31, 2018 | 34,200,000 | 34,200,000 | 100,000 | |||
Net earnings | $ 15.9 | $ 0 | $ 0 | 0 | 15.9 | 0 |
Other comprehensive income | 3.4 | 0 | 0 | 0 | 0 | 3.4 |
Share-based compensation | 5.1 | 0 | 0 | 5.1 | 0 | 0 |
Issuance of share-based awards, net of withholdings and other | (1.3) | $ 0 | $ (1.3) | 0 | 0 | 0 |
Issuance of share-based awards, net of withholdings and other (in shares) | 300,000 | 100,000 | ||||
Balance at Jun. 30, 2019 | $ 249.1 | $ 0.3 | $ (3.7) | 221.6 | 110.2 | (79.3) |
Balance (in shares) at Jun. 30, 2019 | 34,500,000 | 34,500,000 | 200,000 | |||
Balance at Mar. 31, 2019 | $ 227.5 | $ 0.3 | $ (3.6) | 218 | 92.9 | (80.1) |
Balance (in shares) at Mar. 31, 2019 | 34,400,000 | 200,000 | ||||
Net earnings | 17.3 | $ 0 | $ 0 | 0 | 17.3 | 0 |
Other comprehensive income | 0.8 | 0 | 0 | 0 | 0 | 0.8 |
Share-based compensation | 3.6 | 0 | 0 | 3.6 | 0 | 0 |
Issuance of share-based awards, net of withholdings and other | (0.1) | $ 0 | (0.1) | 0 | 0 | 0 |
Issuance of share-based awards, net of withholdings and other (in shares) | 100,000 | |||||
Balance at Jun. 30, 2019 | $ 249.1 | $ 0.3 | $ (3.7) | $ 221.6 | $ 110.2 | $ (79.3) |
Balance (in shares) at Jun. 30, 2019 | 34,500,000 | 34,500,000 | 200,000 |
Overview and Basis of Presentat
Overview and Basis of Presentation | 6 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
Overview and Basis of Presentation | Note 1. Overview and Basis of Presentation Description of Business Donnelley Financial Solutions, Inc. (“DFIN,” or the “Company”) is a leading global risk and compliance solutions company. The Company provides regulatory filing and deal solutions via its software-as-a-service (“SaaS”), technology-enabled services and print and distribution solutions to public and private companies, mutual funds and other regulated investment firms, to serve their regulatory and compliance needs. For corporate clients within its capital markets offerings, the Company offers technology-enabled filing solutions that allow U.S. public companies to comply with applicable U.S. Securities and Exchange Commission (“SEC”) regulations including filing agent services, digital document creation and online content management tools that support their corporate financial transactions and regulatory reporting; solutions to facilitate clients’ communications with their shareholders; and virtual data rooms and other deal management solutions. For the investment markets, including alternative investment and insurance investment companies, the Company provides technology-enabled filing solutions including cloud-based tools for creating and filing high-quality regulatory documents and solutions for investors designed to improve the speed and accuracy of their access to investment information. Throughout a company’s life cycle, the Company serves its clients’ regulatory and compliance needs. The Company’s deep industry and regulatory expertise and a commitment to exceptional service guides our clients to navigate a high-stakes and ever-changing regulatory environment. Basis of Presentation The accompanying unaudited condensed consolidated financial statements include the accounts of DFIN and have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and in accordance with the rules and regulations of the SEC. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. The financial data presented herein should be read in conjunction with the audited consolidated and combined financial statements and accompanying notes included in the Company’s latest Annual Report on Form 10-K for the year ended December 31, 2018 filed with the SEC on February 27, 2019. In the opinion of management, the financial data presented includes all adjustments necessary to present fairly the financial position, results of operations and cash flows for the interim periods presented. Results of interim periods should not be considered indicative of the results for the full year. These unaudited condensed consolidated interim financial statements include estimates and assumptions of management that affect the amounts reported in the unaudited condensed consolidated financial statements. Actual results could differ from these estimates. Changes in Presentation Certain prior year amounts have been restated to conform to the Company’s current reporting unit structure. Due to the sale of the Language Solutions business in 2018, the Company made changes to the reporting units within the U.S. segment. The former Language Solutions and other reporting unit has been renamed “Language Solutions.” Certain results previously included within the former Language Solutions and other reporting unit are now included within the Investment Markets reporting unit. |
Revenue
Revenue | 6 Months Ended |
Jun. 30, 2019 | |
Revenue Recognition [Abstract] | |
Revenue | Note 2. Revenue Revenue Recognition The Company manages highly-customized data and materials, such as Exchange Act, Securities Act and Investment Company Act filings with the SEC on behalf of its customers, manages virtual data rooms and performs XBRL and related services. Clients are provided with EDGAR filing services, XBRL compliance services and translation, editing, interpreting, proof-reading and multilingual typesetting services, among others. The Company’s SaaS offerings include the Venue Virtual Data Room (“Venue”), the FundSuiteArc software platform, ActiveDisclosure and data and analytics, among others. Substantially all of the Company’s revenue is derived from contracts with an initial expected duration of one year or less. Generally, customer payment is due within ten days upon invoicing. Revenue is recognized upon transfer of control of promised services or products to customers in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those services or products. The Company’s arrangements with customers often include promises to transfer multiple services or products to a customer. Determining whether services and products are considered distinct performance obligations that should be accounted for separately requires significant judgment. Certain customer arrangements have multiple performance obligations as certain promises are both capable of being distinct and are distinct within the context of the contract. Other customer arrangements have a single performance obligation as the promise to transfer the individual goods or services is not separately identifiable from other promises in the contracts, and therefore are not distinct. Revenue for the Company’s services and products is recognized either over time or at a point in time, as outlined below. Over time The Company recognizes revenue for certain services over time. • The Company’s SaaS solutions, including Venue, the FundSuiteArc software platform, ActiveDisclosure, data and analytics and others, are generally provided on a subscription basis and allow customers access to use the products over the contract period. As a result, revenue for SaaS solutions is recognized ratably over time as the customer receives the benefit throughout the contract period. The timing of invoicing varies, however the customer may be invoiced before the end of the contract period, resulting in a deferred revenue balance. • Revenue for warehousing services is recognized ratably over time as the customer receives the benefit throughout the storage period. Point in time All remaining revenue arrangements are generally recognized at a point in time and are primarily invoiced upon completion of all services or upon shipment to the customer. • Certain of these arrangements include multiple performance obligations and revenue is recognized upon completion of each performance obligation, such as when a document is filed with a regulatory agency and upon completion of printing the related document. For arrangements with multiple performance obligations, the transaction price is allocated to the separate performance obligations. The Company provides customer specific solutions and as such, observable standalone selling price is rarely available. Standalone selling price is more frequently determined using an estimate of the standalone selling price of each distinct service or product, taking into consideration historical selling price by customer for each distinct service or product. These estimates may vary from the final amounts invoiced to the customer and are adjusted upon completion of all performance obligations. Customers may be invoiced subsequent to the recognition of revenue for completed performance obligations , resulting in contract asset balances. • Revenue for arrangements which include assisting customers in completing regulatory filings for transactions, such as mergers and acquisitions or other public capital market transactions, is recognized upon completion of all promises, including the services performed and printing of the related document, if applicable. • Revenue for arrangements without a regulatory filing generally have a single performance obligation, as the services and products provided are not distinct within the context of the contract, and are recognized upon completion of the services performed or upon completion of printing of the related product. • Warehousing, fulfillment services and shipping and handling are each separate performance obligations. As a result, when the Company provides warehousing and future fulfillment services, revenue for the composition services performed and printing of the product is recognized upon completion of the performance obligation(s), as control of the inventory has transferred to the customer and the inventory is being stored at the customer’s request. Because substantially all of the Company’s products are customized, product returns are not significant; however, the Company accrues for the estimated amount of customer credits at the time of sale. The Company records deferred revenue when amounts are invoiced but the revenue recognition criteria are not yet met. Such revenue is recognized when all criteria are subsequently met. Certain revenues earned by the Company require significant judgment to determine if revenue should be recorded gross, as a principal, or net of related costs, as an agent. Billings for shipping and handling costs as well as certain postage costs, and out-of-pocket expenses are recorded gross. Revenue is not recognized for customer-supplied postage. The Company’s printing operations process paper that may be supplied directly by customers or may be purchased by the Company from third parties and sold to customers. Revenue is not recognized for customer-supplied paper, however revenues for Company-supplied paper are recognized on a gross basis. Revenue is recognized net of any taxes collected from customers, which are subsequently remitted to authorities. Disaggregation of revenue The following tables disaggregate revenue by reporting unit and timing of revenue recognition for the three and six months ended June 30, 2019 and 2018: Three Months Ended June 30, 2019 Point in time Over time Total U.S. Capital Markets $ 102.6 $ 25.7 $ 128.3 Investment Markets 80.9 14.0 94.9 Total U.S. 183.5 39.7 223.2 International 28.6 7.1 35.7 Total net sales $ 212.1 $ 46.8 $ 258.9 Three Months Ended June 30, 2018 Point in time Over time Total U.S. Capital Markets $ 120.5 $ 24.1 $ 144.6 Investment Markets* 78.1 13.4 91.5 Language Solutions* 6.4 — 6.4 Total U.S. 205.0 37.5 242.5 International 43.3 4.8 48.1 Total net sales $ 248.3 $ 42.3 $ 290.6 Six Months Ended June 30, 2019 Point in time Over time Total U.S. Capital Markets $ 187.6 $ 50.4 $ 238.0 Investment Markets 161.4 26.6 188.0 Total U.S. 349.0 77.0 426.0 International 49.7 12.8 62.5 Total net sales $ 398.7 $ 89.8 $ 488.5 Six Months Ended June 30, 2018 Point in time Over time Total U.S. Capital Markets $ 214.0 $ 48.1 $ 262.1 Investment Markets* 154.1 26.9 181.0 Language Solutions* 12.5 — 12.5 Total U.S. 380.6 75.0 455.6 International 81.2 9.0 90.2 Total net sales $ 461.8 $ 84.0 $ 545.8 * Certain prior year amounts were restated to conform to the Company’s current reporting unit structure. Contract Balances Contract assets represent revenue recognized for performance obligations completed before an unconditional right to payment exists, and therefore invoicing has not yet occurred. Contract assets were $8.2 million at June 30, 2019 and $8.7 million at December 31, 2018, respectively. Generally, the contract assets balance is impacted by the recognition of additional contract assets, offset by amounts invoiced to customers. For the six months ended June 30, 2019, final amounts invoiced to customers exceeded estimates of standalone selling price as of January 1, 2019 for the related arrangements by approximately $1.4 million. Contract assets are included in accounts receivable on the condensed consolidated balance sheet. Contract liabilities consist of deferred revenue and progress billings which are included in accrued liabilities on the condensed consolidated balance sheet. Changes in contract liabilities for the six months ended June 30, 2019 and 2018, respectively, were as follows: Balance at January 1, 2019 $ 12.0 Deferral of revenue 25.1 Revenue recognized (25.2 ) Balance at June 30, 2019 $ 11.9 Balance at January 1, 2018 $ 14.2 Deferral of revenue 22.8 Revenue recognized (23.8 ) Reclassified to liabilities held for sale (1.7 ) Balance at June 30, 2018 $ 11.5 |
Acquisitions and Dispositions
Acquisitions and Dispositions | 6 Months Ended |
Jun. 30, 2019 | |
Business Combinations [Abstract] | |
Acquisitions and Dispositions | Note 3. Acquisitions and Dispositions Acquisition On December 18, 2018, the Company acquired eBrevia, a leading provider of artificial intelligence-based data extraction and contract analytics software solutions. The eBrevia technology provides leading enterprise contract review and analysis solutions, leveraging machine learning to produce faster and more accurate results. eBrevia's software, which extracts and summarizes key legal provisions and other information, can be used in due diligence, contract management, lease abstraction and document drafting. The acquisition enhances the Company’s Venue Deal Solutions offerings to provide clients with secure data aggregation, due diligence, compliance and risk management solutions. The Company previously held a 12.8% investment in eBrevia prior to the acquisition. The purchase price for the remaining equity of eBrevia, which includes the Company’s estimate of contingent consideration, was $23.3 million, net of cash acquired of $0.2 million. $1.8 million of the purchase price, excluding contingent consideration and amounts held in escrow, remains payable as of June 30, 2019. The fair value of the Company’s previously held investment was $3.3 million, resulting in the recognition of a $1.8 million gain, which is reflected in investment and other income in the consolidated statements of operations for the year ended December 31, 2018. The fair value of the previously held investment was determined based on the purchase price paid for the remaining equity less an estimated control premium. The former owners of eBrevia, excluding the Company, may receive additional contingent consideration of up to $3.5 million in cash subject to eBrevia achieving certain financial targets during the twenty-four months post acquisition. As of the acquisition date and June 30, 2019, the Company estimated the fair value of contingent consideration to be $0.8 million using a probability weighting of the potential payouts. Subsequent changes in the estimated contingent consideration from the final purchase price allocation will be recognized in the Company’s consolidated statement of operations. The operations of eBrevia are included within the Capital Markets reporting unit in the U.S. segment. During the three and six months ended June 30, 2019, there were no acquisition-related expenses. For the three and six months ended June 30, 2018, the Company recorded $0.3 million and $0.5 million, respectively, of acquisition-related expenses associated with acquisitions completed or contemplated within selling, general and administrative expenses in the condensed consolidated statement of operations. The eBrevia acquisition was recorded by allocating the cost of the acquisition to the assets acquired, including other intangible assets, based on their estimated fair values at the acquisition date. The excess of the cost of the acquisition over the net amounts assigned to the fair value of the assets acquired was recorded as goodwill. There is no tax deductible goodwill related to the eBrevia acquisition. The purchase price allocation for eBrevia is preliminary as the Company is still in the process of obtaining data to finalize the estimated fair values of certain deferred tax account balances. The final purchase price allocation may differ from what is currently reflected in the consolidated financial statements . Based on the current valuation, the preliminary purchase price allocation for this acquisition is as follows: Accounts receivable $ 0.3 Other intangible assets 11.4 Software 0.8 Goodwill 12.9 Accounts payable and accrued liabilities (0.4 ) Deferred taxes-net (1.7 ) Total purchase price-net of cash acquired 23.3 Less: fair value of the Company's previously held investment in eBrevia (3.3 ) Less: fair value of contingent consideration (0.8 ) Less: payable for initial consideration (1.8 ) Less: amounts held in escrow and liabilities assumed (2.2 ) Net cash paid $ 15.2 Disposition On July 22, 2018, the Company sold its Language Solutions business, which helped companies adapt their business content into different languages for specific countries, markets and regions, for net proceeds of $77.5 million in cash, all of which was received as of December 31, 2018, resulting in a gain of $53.8 million, which was recognized in other operating income in the consolidated statement of operations for the year ended December 31, 2018. During the three and six months ended June 30, 2019, the Company recognized a $2.8 million loss in other operating loss in the consolidated statement of operations for the estimated payment of amounts related to the disposition of the Language Solutions business. |
Inventories
Inventories | 6 Months Ended |
Jun. 30, 2019 | |
Inventory Disclosure [Abstract] | |
Inventories | Note 4. Inventories The components of the Company’s inventories, net of excess and obsolescence reserves for raw materials, at June 30, 2019 and December 31, 2018 were as follows: June 30, 2019 December 31, 2018 Raw materials and manufacturing supplies $ 4.1 $ 4.0 Work in process 8.9 8.1 Total $ 13.0 $ 12.1 |
Property, Plant and Equipment
Property, Plant and Equipment | 6 Months Ended |
Jun. 30, 2019 | |
Property Plant And Equipment [Abstract] | |
Property, Plant and Equipment | Note 5. Property, Plant and Equipment The components of the Company’s property, plant and equipment at June 30, 2019 and December 31, 2018 were as follows: June 30, 2019 December 31, 2018 Land $ 10.0 $ 10.0 Buildings 37.7 36.2 Machinery and equipment 112.9 106.3 160.6 152.5 Less: Accumulated depreciation (123.6 ) (120.3 ) Total $ 37.0 $ 32.2 Depreciation expense was $1.8 million and $1.9 million for the three months ended June 30, 2019 and 2018, respectively, and $3.3 million and $3.8 million for the six months ended June 30, 2019 and 2018. |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 6 Months Ended |
Jun. 30, 2019 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Note 6. Goodwill and Other Intangible Assets The changes in the carrying amount of goodwill by segment for the six months ended June 30, 2019 were as follows: U.S. International Total Net book value as of December 31, 2018 $ 438.5 $ 11.5 $ 450.0 Purchase accounting adjustments 0.1 — 0.1 Foreign exchange and other adjustments — 0.2 0.2 Net book value as of June 30, 2019 $ 438.6 $ 11.7 $ 450.3 The components of other intangible assets at June 30, 2019 and December 31, 2018 were as follows: June 30, 2019 December 31, 2018 Gross Gross Carrying Accumulated Net Book Carrying Accumulated Net Amount Amortization Value Amount Amortization Value Customer relationships $ 149.6 $ (120.5 ) $ 29.1 $ 149.3 $ (113.1 ) $ 36.2 Trade names 3.9 (3.0 ) 0.9 3.9 (2.9 ) 1.0 Total other intangible assets $ 153.5 $ (123.5 ) $ 30.0 $ 153.2 $ (116.0 ) $ 37.2 Amortization expense for other intangible assets was $3.6 million and $3.5 million for the three months ended June 30, 2019 and 2018, respectively, and $7.3 million and $6.9 million for the six months ended June 30, 2019 and 2018, respectively. The following table outlines the estimated annual amortization expense related to other intangible assets as of June 30, 2019: For the year ending December 31, Amount 2019 $ 14.6 2020 13.0 2021 0.9 2022 0.9 2023 0.9 2024 and thereafter 7.0 Total $ 37.3 |
Leases
Leases | 6 Months Ended |
Jun. 30, 2019 | |
Leases [Abstract] | |
Leases | Note 7. Leases In February 2016, the FASB issued Accounting Standards Update No. 2016-02 “Leases (Topic 842)” (“ASU 2016-02”), which requires lessees to put most leases on the balance sheet but recognize expense on the income statement in a manner similar to current accounting. For lessors, ASU 2016-02 also modifies the classification criteria and the accounting for sales-type and direct financing leases. On January 1, 2019, the Company adopted the standard and all related amendments, using the optional transition method applied to leases at the adoption date. The comparative periods have not been restated and continue to be reported under the accounting standards in effect for those periods. The Company elected the optional package of practical expedients to not reassess prior conclusions related to contracts containing leases, lease classification and initial direct costs. The Company also elected the practical expedient to not separate lease components from non-lease components for real estate leases. As a result of the adoption of ASU 2016-02, the Company recognized $100.8 million for operating leases at January 1, 2019. The Company has operating leases for certain service centers, office space, warehouses and equipment. Operating lease ROU assets and operating lease liabilities are recognized based on the present value of future minimum lease payments over the lease term at commencement date. Upon adoption of ASU 2016-02, ROU assets were adjusted for deferred rent, restructuring liabilities, prepaids and favorable/onerous lease balances as of January 1, 2019. Lease expense is recognized on a straight-line basis over the expected lease term. The Company’s incremental borrowing rate is used in determining the present value of future payments at the commencement date of the lease, or for the adoption of ASU 2016-02, at January 1, 2019. Balances related to operating leases are included in ROU assets, accrued liabilities and noncurrent lease liabilities on the condensed consolidated balance sheet. All real estate leases are recorded on the balance sheet. Equipment and other non-real estate leases with an initial term of twelve months or less are not recorded on the balance sheet. Lease agreements for some locations provide for rent escalations and renewal options. Lease terms include the option to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. Certain real estate leases require payment for taxes, insurance and maintenance which are considered non-lease components . The Company accounts for real estate leases and the related fixed non-lease components together as a single component. The Company determines if an arrangement is a lease at inception. The Company must consider whether the contract conveys the right to control the use of an identified asset. Certain arrangements require significant judgment to determine if an asset is specified in the contract and if the Company directs how and for what purpose the asset is used during the term of the contract. The Company has non-cancelable sublease rental arrangements which did not reduce the future maturities of the operating lease liabilities at June 30, 2019 and did not reduce future rental commitments at December 31, 2018. The components of lease expense for the three and six months ended June 30, 2019 were as follows: Three months ended Six months ended June 30, 2019 June 30, 2019 Operating lease expense $ 6.4 $ 13.2 Sublease income (1.7 ) (2.5 ) Net lease expense $ 4.7 $ 10.7 Other information related to operating leases as of and for the six months ended June 30, 2019 were as follows: Lease Term and Discount Rate June 30, 2019 Weighted average remaining lease term 4.8 years Weighted average discount rate 4.6 % Six months ended Lease Liabilities June 30, 2019 Cash paid related to lease liabilities $ 13.7 Non-cash disclosure: Increase in lease liabilities due to new ROU assets $ 2.3 Decrease in lease liabilities due to lease modifications and remeasurements (7.6 ) Maturities of lease liabilities for operating leases as of June 30, 2019 were as follows: Amount 2019 (a) $ 13.8 2020 23.7 2021 18.6 2022 14.2 2023 10.0 2024 and thereafter 16.4 Total lease payments 96.7 Less: Interest (11.4 ) Present value of lease liabilities $ 85.3 (a) Excluding payments for the six months ended June 30, 2019 As of June 30, 2019 Accrued liabilities $ 22.5 Noncurrent lease liabilities 62.8 Total $ 85.3 Disclosures related to periods prior to adoption of ASU 2016-02 Future minimum rental commitments under non-cancellable operating leases as of December 31, 2018 were expected to be as follows: Year ended December 31 Amount 2019 $ 26.4 2020 22.6 2021 16.6 2022 10.9 2023 8.7 2024 and thereafter 16.3 Total $ 101.5 Rent expense for facilities in use and equipment was $6.2 million and $12.6 million for the three and six months ended June 30, 2018, respectively. |
Restructuring, Impairment and O
Restructuring, Impairment and Other Charges | 6 Months Ended |
Jun. 30, 2019 | |
Restructuring And Related Activities [Abstract] | |
Restructuring, Impairment and Other Charges | Note 8. Restructuring, Impairment and Other Charges Restructuring, Impairment and Other Charges recognized in Results of Operations For the three months ended June 30, 2019 and 2018, the Company recorded the following net restructuring charges: Three Months Ended Employee Total Restructuring June 30, 2019 Terminations Charges Total U.S. $ 2.7 $ 2.7 $ 2.7 International 0.4 0.4 0.4 Corporate 0.7 0.7 0.7 Total $ 3.8 $ 3.8 $ 3.8 Three Months Ended Employee Other Restructuring Total Restructuring June 30, 2018 Terminations Charges Charges Total U.S. $ 0.4 $ 0.2 $ 0.6 $ 0.6 International 1.9 — 1.9 1.9 Corporate 0.1 — 0.1 0.1 Total $ 2.4 $ 0.2 $ 2.6 $ 2.6 For the six months ended June 30, 2019 and 2018, the Company recorded the following net restructuring and other charges: Six Months Ended Employee Total Restructuring Other June 30, 2019 Terminations Charges Charges Total U.S. $ 3.2 $ 3.2 $ 0.1 $ 3.3 International 1.0 1.0 — 1.0 Corporate 1.6 1.6 — 1.6 Total $ 5.8 $ 5.8 $ 0.1 $ 5.9 Six Months Ended Employee Other Restructuring Total Restructuring Other June 30, 2018 Terminations Charges Charges Charges Total U.S. $ 0.5 $ 0.7 $ 1.2 $ 0.1 $ 1.3 International 1.8 — 1.8 — 1.8 Corporate 0.2 — 0.2 — 0.2 Total $ 2.5 $ 0.7 $ 3.2 $ 0.1 $ 3.3 For the three and six months ended June 30, 2019, the Company recorded net restructuring charges of $3.8 million and $5.8 million, respectively, for employee termination costs for 164 employees, substantially all of whom were terminated as of June 30, 2019. These charges primarily related to the reorganization of certain operations. For the six months ended June 30, 2019, the Company also incurred $0.1 million for other charges associated with Company’s decision to withdraw in 2013 from certain multi-employer pension plans serving facilities that continued to operate. For the three and six months ended June 30, 2018, the Company recorded net restructuring charges of $2.4 million and $2.5 million, respectively, for employee termination costs for 47 employees, all of whom were terminated as of June 30, 2019. These charges primarily related to the reorganization of certain operations. Additionally, the Company incurred net lease termination and other restructuring cost of $0.2 million and $0.7 million, respectively, for the three and six months ended June 30, 2018. Restructuring Reserve The restructuring reserve as of December 31, 2018 and June 30, 2019, and changes during the six months ended June 30, 2019, were as follows: December 31, Restructuring Adoption of Cash June 30, 2018 Charges Reversals ASU 2016-02 Paid 2019 Employee terminations $ 0.4 $ 5.9 $ (0.1 ) $ — $ (3.3 ) $ 2.9 Lease terminations 1.1 — — (1.1 ) — — Other 0.2 — — — — 0.2 Total $ 1.7 $ 5.9 $ (0.1 ) $ (1.1 ) $ (3.3 ) $ 3.1 The current portion of restructuring reserves of $3.0 million at June 30, 2019 was included in accrued liabilities, while the long-term portion of $0.1 million was included in other noncurrent liabilities at June 30, 2019. The Company anticipates that payments associated with the employee terminations reflected in the table above will be substantially completed by December 31, 2019. The restructuring liabilities classified as “lease terminations” consisted of lease terminations, other facility closing costs and contract termination costs. Upon adoption of ASU 2016-02, the restructuring liabilities as of January 1, 2019 were recorded as a reduction to the related ROU assets recorded on January 1, 2019. Refer to Note 7, Leases |
Retirement Plans
Retirement Plans | 6 Months Ended |
Jun. 30, 2019 | |
Compensation And Retirement Disclosure [Abstract] | |
Retirement Plans | Note 9. Retirement Plans The components of the estimated net pension plan income for DFIN’s pension plans for the three and six months ended June 30, 2019 and 2018 were as follows: Three Months Ended Six Months Ended June 30, June 30, 2019 2018 2019 2018 Pension expense (income) Interest cost $ 2.7 $ 2.5 $ 5.5 $ 5.1 Expected return on assets (3.7 ) (4.0 ) (7.4 ) (8.0 ) Amortization, net 0.5 0.7 0.9 1.3 Net pension income $ (0.5 ) $ (0.8 ) $ (1.0 ) $ (1.6 ) |
Earnings per Share
Earnings per Share | 6 Months Ended |
Jun. 30, 2019 | |
Earnings Per Share [Abstract] | |
Earnings per Share | Note 10. Earnings per Share Basic earnings per share is calculated by dividing net earnings by the weighted average number of common shares outstanding for the period. In computing diluted earnings per share, basic earnings per share is adjusted for the assumed issuance of all potentially dilutive share-based awards, including stock options, restricted stock units, performance share units and restricted stock. The Company’s share-based compensation plan under which it may grant future awards, the Donnelley Financial Solutions, Inc. Amended and Restated 2016 Performance Incentive Plan (as amended, the “2016 PIP”), was approved by the Board of Directors to provide incentives to key employees of the Company. Awards under the 2016 PIP may include, cash or stock bonuses, stock options, stock appreciation rights, restricted stock or restricted stock units (“RSUs”). In addition, non-employee members of the Board of Directors may receive awards under the 2016 PIP. On May 30, 2019, the Board of Directors authorized 3.4 million additional shares of common stock for issuance under the 2016 PIP. At June 30, 2019, there were 3.1 million remaining shares of common stock authorized and available for grant under the 2016 PIP. The reconciliation of the numerator and denominator of the basic and diluted earnings per share calculation and the anti-dilutive share-based awards for the three and six months ended June 30, 2019 and 2018 were as follows: Three Months Ended Six Months Ended June 30 June 30 2019 2018 2019 2018 Net earnings per share: Basic $ 0.51 $ 0.56 $ 0.47 $ 0.79 Diluted $ 0.51 $ 0.56 $ 0.47 $ 0.78 Numerator: Net earnings $ 17.3 $ 18.9 $ 15.9 $ 26.6 Denominator: Weighted average number of common shares outstanding 34.1 33.8 34.0 33.7 Dilutive awards 0.1 0.2 0.1 0.2 Diluted weighted average number of common shares outstanding 34.2 34.0 34.1 33.9 Weighted average number of anti-dilutive share-based awards: Restricted stock units 0.3 0.2 0.4 0.4 Stock options 0.8 0.6 0.8 0.6 Total 1.1 0.8 1.2 1.0 |
Comprehensive Income
Comprehensive Income | 6 Months Ended |
Jun. 30, 2019 | |
Equity [Abstract] | |
Comprehensive Income | Note 11. Comprehensive Income The components of other comprehensive income and income tax expense allocated to each component for the three and six months ended June 30, 2019 and 2018 were as follows: Three Months Ended Six Months Ended June 30, 2019 June 30, 2019 Before Tax Income Tax Net of Tax Before Tax Income Tax Net of Tax Amount Expense Amount Amount Expense Amount Translation adjustments $ 0.5 $ — $ 0.5 $ 2.7 $ — $ 2.7 Adjustment for net periodic pension plan and other postretirement benefits plan cost 0.4 0.1 0.3 1.0 0.3 0.7 Other comprehensive income $ 0.9 $ 0.1 $ 0.8 $ 3.7 $ 0.3 $ 3.4 Three Months Ended Six Months Ended June 30, 2018 June 30, 2018 Before Tax Income Tax Net of Tax Before Tax Income Tax Net of Tax Amount Expense Amount Amount Expense Amount Translation adjustments $ (3.4 ) $ — $ (3.4 ) $ (2.7 ) $ — $ (2.7 ) Adjustment for net periodic pension plan and other postretirement benefits plan cost 0.7 0.2 0.5 1.3 0.3 1.0 Other comprehensive (loss) income $ (2.7 ) $ 0.2 $ (2.9 ) $ (1.4 ) $ 0.3 $ (1.7 ) Accumulated other comprehensive loss by c omponent as of December 31, 2018 and June 30, 2019 were as follows: Pension and Other Postretirement Benefits Plan Cost Translation Adjustments Total Balance at December 31, 2018 $ (66.0 ) $ (16.7 ) $ (82.7 ) Other comprehensive income before reclassifications 0.1 2.7 2.8 Amounts reclassified from accumulated other comprehensive loss 0.6 — 0.6 Net change in accumulated other comprehensive loss 0.7 2.7 3.4 Balance at June 30, 2019 $ (65.3 ) $ (14.0 ) $ (79.3 ) Accumulated other comprehensive loss by component as of December 31, 2017 and June 30, 2018 were as follows: Pension and Other Postretirement Benefits Plan Cost Translation Adjustments Total Balance at December 31, 2017 $ (52.9 ) $ (11.7 ) $ (64.6 ) Other comprehensive income before reclassifications — (2.7 ) (2.7 ) Amounts reclassified from accumulated other comprehensive loss 1.0 — 1.0 Net change in accumulated other comprehensive loss 1.0 (2.7 ) (1.7 ) Balance at June 30, 2018 $ (51.9 ) $ (14.4 ) $ (66.3 ) Reclassifications from accumulated other comprehensive loss for the three and six months ended June 30, 2019 and 2018 were as follows: Three Months Ended Six Months Ended Classification in the Condensed June 30, June 30, Consolidated 2019 2018 2019 2018 Statements of Operations Amortization of pension and other postretirement benefits plan cost: Net actuarial loss $ 0.5 $ 0.7 $ 0.9 $ 1.3 (a) Reclassifications before tax 0.5 0.7 0.9 1.3 Income tax expense 0.2 0.2 0.3 0.3 Reclassifications, net of tax $ 0.3 $ 0.5 $ 0.6 $ 1.0 (a) This accumulated other comprehensive loss component is included in the calculation of net periodic pension and other postretirement benefits plan income recognized in investment and other income in the unaudited condensed consolidated statements of operations (see Note 9, Retirement Plans |
Segment Information
Segment Information | 6 Months Ended |
Jun. 30, 2019 | |
Segment Reporting [Abstract] | |
Segment Information | Note 12. Segment Information The Company’s segments are summarized below: United States The U.S. segment serves capital market and investment market clients in the U.S. by delivering products and services to help create, manage, and deliver, accurate and timely financial communications to investors and regulators. The Company also provides virtual data rooms to facilitate the deal management requirements of capital markets and mergers and acquisitions transactions, and provides data and analytics services that help professionals uncover intelligence from disclosures contained within public filings made with the SEC. The U.S. segment also includes commercial print. In addition, the U.S. segment included language solutions capabilities, through which the Company translated documents and created content in up to 140 different languages for its clients.* International The International segment includes the Company’s operations in Asia, Europe, Canada and Latin America. The international business is primarily focused on working with international capital markets clients on capital markets offerings and regulatory compliance related activities into or within the United States. In addition, the international segment provided language translation services and shareholder communication services to investment market clients.* *The Company sold its Language Solutions business on July 22, 2018. Refer to Note 3, Acquisitions and Dispositions Corporate Corporate consists of unallocated general and administrative activities and associated expenses including, in part, executive, legal, finance, communications and certain facility costs. In addition, certain costs and earnings of employee benefit plans, such as pension and other postretirement benefit plan expense (income) and allocated costs for share-based compensation, are included in Corporate and not allocated to the operating segments. Information by Segment The Company has disclosed income (loss) from operations as the primary measure of segment earnings (loss). This is the measure of profitability used by the Company’s chief operating decision-maker and is most consistent with the presentation of profitability reported within the consolidated financial statements. Income Depreciation Total Intersegment Net from and Capital Sales Sales Sales Operations Amortization Expenditures Three Months Ended June 30, 2019 U.S. $ 225.2 $ (2.0 ) $ 223.2 $ 40.4 $ 10.1 $ 10.7 International 36.2 (0.5 ) 35.7 1.6 1.8 0.1 Total operating segments 261.4 (2.5 ) 258.9 42.0 11.9 10.8 Corporate — — — (8.6 ) 0.1 0.3 Total operations $ 261.4 $ (2.5 ) $ 258.9 $ 33.4 $ 12.0 $ 11.1 Income Depreciation Total Intersegment Net from and Capital Sales Sales Sales Operations Amortization Expenditures Three Months Ended June 30, 2018 U.S. $ 246.2 $ (3.7 ) $ 242.5 $ 46.9 $ 9.5 $ 8.3 International 48.5 (0.4 ) 48.1 1.6 1.4 0.8 Total operating segments 294.7 (4.1 ) 290.6 48.5 10.9 9.1 Corporate — — — (12.3 ) 0.2 0.1 Total operations $ 294.7 $ (4.1 ) $ 290.6 $ 36.2 $ 11.1 $ 9.2 Income Depreciation Total Intersegment Net from Assets of and Capital Sales Sales Sales Operations Operations Amortization Expenditures Six Months Ended June 30, 2019 U.S. $ 430.1 $ (4.1 ) $ 426.0 $ 61.7 $ 805.7 $ 20.4 $ 25.7 International 63.5 (1.0 ) 62.5 (1.7 ) 95.7 3.4 0.1 Total operating segments 493.6 (5.1 ) 488.5 60.0 901.4 23.8 25.8 Corporate — — — (20.0 ) 107.7 0.3 0.4 Total operations $ 493.6 $ (5.1 ) $ 488.5 $ 40.0 $ 1,009.1 $ 24.1 $ 26.2 Income Depreciation Total Intersegment Net from Assets of and Capital Sales Sales Sales Operations Operations Amortization Expenditures Six Months Ended June 30, 2018 U.S. $ 460.8 $ (5.2 ) $ 455.6 $ 73.3 $ 726.5 $ 18.4 $ 14.4 International 91.2 (1.0 ) 90.2 4.1 102.9 2.8 0.9 Total operating segments 552.0 (6.2 ) 545.8 77.4 829.4 21.2 15.3 Corporate — — — (21.8 ) 99.8 0.3 0.3 Total operations $ 552.0 $ (6.2 ) $ 545.8 $ 55.6 $ 929.2 $ 21.5 $ 15.6 |
Debt
Debt | 6 Months Ended |
Jun. 30, 2019 | |
Debt Disclosure [Abstract] | |
Debt | Note 13. Debt The Company’s debt as of June 30, 2019 and December 31, 2018 consisted of the following: June 30, December 31, 2019 2018 8.25% senior notes due October 15, 2024 $ 300.0 $ 300.0 Term Loan Credit Facility 71.4 71.3 Borrowings under the Revolving Facility 55.5 — Unamortized debt issuance costs (7.8 ) (8.6 ) Total debt 419.1 362.7 Less: current portion — — Long-term debt $ 419.1 $ 362.7 The fair value of the senior notes, which was determined using the market approach based upon interest rates available to the Company for borrowings with similar terms and maturities, was determined to be Level 2 under the fair value hierarchy. The fair value of the Company’s senior notes was $311.1 million and $298.1 million at June 30, 2019 and December 31, 2018, respectively. The Company has a Credit Agreement (“the Credit Agreement”) which provides for a $ 350.0 300.0 20.0 On December 18, 2018, the Company entered into a second amendment to the Credit Agreement which extended the maturity date of the Revolving Facility to December 18, 2023, reduced the interest rate margin percentages and facility fees applicable to the Revolving Facility, increased the allowable annual dividends from $15.0 million to $20.0 million in the aggregate and modified the financial maintenance and negative covenants in the Credit Agreement. As of June 30, 2019, there was $55.5 million of outstanding borrowings under the Revolving Facility. The weighted average interest rate on borrowings under the Revolving Facility was 5.0% and 4.5% for the six months ended June 30, 2019 and 2018, respectively. The Company’s 8.25% senior unsecured notes due October 15, 2024 (the “Notes”) were issued pursuant to an indenture where certain wholly-owned domestic subsidiaries of the Company guarantee the Notes (the “Guarantors”). The Notes are jointly and severally guaranteed, on an unsecured basis, by the Guarantors, which are comprised of each of the Company’s existing and future direct and indirect wholly-owned U.S. subsidiaries that guarantee the Company’s obligations under the Credit Facilities. The Notes are not guaranteed by the Company’s foreign subsidiaries or unrestricted subsidiaries. The Notes and the related guarantees will be the Company and the Guarantors’, respective, senior unsecured obligations and will rank equally in right of payment to all present and future senior debt, including the obligations under the Company’s Credit Facilities, senior in right of payment to all present and future subordinated debt, and effectively subordinated in right of payment to any of the Company and the Guarantors’ secured debt, to the extent of the value of the assets securing such debt. The indenture governing the Notes contains certain covenants applicable to the Company and its restricted subsidiaries, including limitations on: (1) liens; (2) indebtedness; (3) mergers, consolidations and acquisitions; (4) sales, transfers and other dispositions of assets; (5) loans and other investments; (6) dividends and other distributions, stock repurchases and redemptions and other restricted payments; (7) restrictions affecting subsidiaries; (8) transactions with affiliates; and (9) designations of unrestricted subsidiaries. Each of these covenants is subject to important exceptions and qualifications. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2019 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 14. Commitments and Contingencies Litigation From time to time, the Company’s customers and others file voluntary petitions for reorganization under United States bankruptcy laws. In such cases, certain pre-petition payments received by the Company from these parties could be considered preference items and subject to return. In addition, the Company may be party to certain litigation arising in the ordinary course of business. Management believes that the final resolution of these preference items and litigation will not have a material effect on the Company’s consolidated results of operations, financial position or cash flows. |
New Accounting Pronouncements
New Accounting Pronouncements | 6 Months Ended |
Jun. 30, 2019 | |
Accounting Changes And Error Corrections [Abstract] | |
New Accounting Pronouncements | Note 15. New Accounting Pronouncements Recently Adopted Accounting Pronouncements In February 2016, the FASB issued ASU 2016-02, which requires lessees to put most leases on the balance sheet but recognize expense on the income statement in a manner similar to the former accounting standard. The Company adopted the standard and all related amendments on January 1, 2019 using the optional transition method. The comparative periods have not been restated and continue to be reported under the accounting standards in effect for those periods. Refer to Note 7, Leases , for further information. |
Guarantor Financial Information
Guarantor Financial Information | 6 Months Ended |
Jun. 30, 2019 | |
Condensed Financial Information Of Parent Company Only Disclosure [Abstract] | |
Guarantor Financial Information | Note 16. Guarantor Financial Information As described in Note 13, Debt The guarantee of the Notes by a subsidiary guarantor will be automatically released under certain situations, including upon the sale or disposition of such subsidiary guarantor to a person that is not DFIN or a subsidiary guarantor of the Notes, the liquidation or dissolution of such subsidiary guarantor, and if such subsidiary guarantor is released from its guarantee obligations under the Company’s Credit Facilities. The following tables set forth condensed consolidating statements of income for the three and six months ended June 30, 2019 and 2018, condensed consolidating statements of financial position as of June 30, 2019 and December 31, 2018, and condensed consolidating statements of cash flows for the six months ended June 30, 2019 and 2018. The principal consolidating adjustments are to eliminate the investment in subsidiaries and intercompany balances and transactions. For purposes of the tables below, the Company is referred to as “Parent” and the Guarantors are referred to as “Guarantor Subsidiaries.” Condensed Consolidating Statements of Operations For the Three Months Ended June 30, 2019 Parent Guarantor Subsidiaries Non-guarantor Subsidiaries Eliminations Consolidated Services net sales $ — $ 136.5 $ 26.3 $ (1.6 ) $ 161.2 Products net sales — 88.7 9.9 (0.9 ) 97.7 Total net sales — 225.2 36.2 (2.5 ) 258.9 Services cost of sales (exclusive of depreciation and amortization) — 58.9 18.1 (1.4 ) 75.6 Products cost of sales (exclusive of depreciation and amortization) — 68.6 5.9 (1.1 ) 73.4 Total cost of sales — 127.5 24.0 (2.5 ) 149.0 Selling, general and administrative expenses (exclusive of depreciation and amortization) — 50.8 7.1 — 57.9 Restructuring, impairment and other charges-net — 3.4 0.4 — 3.8 Depreciation and amortization — 10.2 1.8 — 12.0 Other operating loss — 1.2 1.6 — 2.8 Income from operations — 32.1 1.3 — 33.4 Interest expense (income)-net 9.4 (0.1 ) (0.2 ) — 9.1 Intercompany interest (income) expense-net (5.7 ) 5.7 — — — Investment and other income-net — (0.5 ) — — (0.5 ) (Loss) earnings before income taxes and equity in net income of subsidiaries (3.7 ) 27.0 1.5 — 24.8 Income tax (benefit) expense (1.6 ) 9.0 0.1 — 7.5 (Loss) earnings before equity in net income of subsidiaries (2.1 ) 18.0 1.4 — 17.3 Equity in net income of subsidiaries 19.4 1.4 — (20.8 ) — Net earnings $ 17.3 $ 19.4 $ 1.4 $ (20.8 ) $ 17.3 Comprehensive income $ 18.1 $ 20.3 $ 1.9 $ (22.2 ) $ 18.1 Condensed Consolidating Statements of Operations For the Six Months Ended June 30, 2019 Parent Guarantor Subsidiaries Non-guarantor Subsidiaries Eliminations Consolidated Services net sales $ — $ 246.3 $ 45.9 $ (3.1 ) $ 289.1 Products net sales — 183.8 17.6 (2.0 ) 199.4 Total net sales — 430.1 63.5 (5.1 ) 488.5 Services cost of sales (exclusive of depreciation and amortization) — 121.5 32.2 (2.7 ) 151.0 Products cost of sales (exclusive of depreciation and amortization) — 141.7 12.6 (2.4 ) 151.9 Total cost of sales — 263.2 44.8 (5.1 ) 302.9 Selling, general and administrative expenses (exclusive of depreciation and amortization) — 98.0 14.8 — 112.8 Restructuring, impairment and other charges-net — 4.9 1.0 — 5.9 Depreciation and amortization — 20.7 3.4 — 24.1 Other operating loss — 1.2 1.6 — 2.8 Income (loss) from operations — 42.1 (2.1 ) — 40.0 Interest expense (income)-net 18.6 (0.1 ) (0.5 ) — 18.0 Intercompany interest (income) expense-net (11.5 ) 11.5 — — — Investment and other income-net — (1.1 ) — — (1.1 ) (Loss) earnings before income taxes and equity in net income of subsidiaries (7.1 ) 31.8 (1.6 ) — 23.1 Income tax (benefit) expense (2.2 ) 9.9 (0.5 ) — 7.2 (Loss) earnings before equity in net income of subsidiaries (4.9 ) 21.9 (1.1 ) — 15.9 Equity in net income of subsidiaries 20.8 (1.1 ) — (19.7 ) — Net earnings (loss) $ 15.9 $ 20.8 $ (1.1 ) $ (19.7 ) $ 15.9 Comprehensive income $ 19.3 $ 24.2 $ 1.6 $ (25.8 ) $ 19.3 Condensed Consolidating Statements of Operations For the Three Months Ended June 30, 2018 Parent Guarantor Subsidiaries Non-guarantor Subsidiaries Eliminations Consolidated Services net sales $ — $ 153.4 $ 37.1 $ (2.6 ) $ 187.9 Products net sales — 92.8 11.4 (1.5 ) 102.7 Total net sales — 246.2 48.5 (4.1 ) 290.6 Services cost of sales (exclusive of depreciation and amortization) — 69.0 25.1 (2.1 ) 92.0 Products cost of sales (exclusive of depreciation and amortization) — 67.8 7.8 (2.0 ) 73.6 Total cost of sales — 136.8 32.9 (4.1 ) 165.6 Selling, general and administrative expenses (exclusive of depreciation and amortization) — 64.4 10.7 — 75.1 Restructuring, impairment and other charges-net — 0.7 1.9 — 2.6 Depreciation and amortization — 9.7 1.4 — 11.1 Income from operations — 34.6 1.6 — 36.2 Interest expense (income)-net 10.1 (0.1 ) (0.2 ) — 9.8 Intercompany interest (income) expense-net (6.7 ) 6.7 — — — Investment and other income-net — (0.8 ) — — (0.8 ) Earnings (loss) before income taxes and equity in net income of subsidiaries (3.4 ) 28.8 1.8 — 27.2 Income tax (benefit) expense (1.0 ) 8.8 0.5 — 8.3 Earnings (loss) before equity in net income of subsidiaries (2.4 ) 20.0 1.3 — 18.9 Equity in net income of subsidiaries 21.3 1.3 — (22.6 ) — Net earnings $ 18.9 $ 21.3 $ 1.3 $ (22.6 ) $ 18.9 Comprehensive income (loss) $ 16.0 $ 18.3 $ (2.2 ) $ (16.1 ) $ 16.0 Condensed Consolidating Statements of Operations For the Six Months Ended June 30, 2018 Parent Guarantor Subsidiaries Non-guarantor Subsidiaries Eliminations Consolidated Services net sales $ — $ 282.1 $ 69.2 $ (3.9 ) $ 347.4 Products net sales — 178.7 22.0 (2.3 ) 198.4 Total net sales — 460.8 91.2 (6.2 ) 545.8 Services cost of sales (exclusive of depreciation and amortization) — 136.5 44.7 (3.3 ) 177.9 Products cost of sales (exclusive of depreciation and amortization) — 132.9 16.3 (2.9 ) 146.3 Total cost of sales — 269.4 61.0 (6.2 ) 324.2 Selling, general and administrative expenses (exclusive of depreciation and amortization) — 119.7 21.5 — 141.2 Restructuring, impairment and other charges-net — 1.5 1.8 — 3.3 Depreciation and amortization — 18.7 2.8 — 21.5 Income from operations — 51.5 4.1 — 55.6 Interest expense (income)-net 19.3 (0.3 ) (0.2 ) — 18.8 Intercompany interest (income) expense-net (13.3 ) 13.3 — — — Investment and other income-net — (1.6 ) — — (1.6 ) (Loss) earnings before income taxes and equity in net income of subsidiaries (6.0 ) 40.1 4.3 — 38.4 Income tax (benefit) expense (1.8 ) 12.3 1.3 — 11.8 (Loss) earnings before equity in net income of subsidiaries (4.2 ) 27.8 3.0 — 26.6 Equity in net income of subsidiaries 30.8 3.0 — (33.8 ) — Net earnings $ 26.6 $ 30.8 $ 3.0 $ (33.8 ) $ 26.6 Comprehensive income $ 24.9 $ 29.1 $ 0.2 $ (29.3 ) $ 24.9 Condensed Consolidating Balance Sheet As of June 30, 2019 Parent Guarantor Subsidiaries Non-guarantor Subsidiaries Eliminations Consolidated ASSETS Cash and cash equivalents $ 0.3 $ 3.7 $ 5.5 $ — $ 9.5 Receivables, less allowances — 214.9 45.8 — 260.7 Intercompany receivables — 44.6 — (44.6 ) — Intercompany short-term note receivable-net — — 7.0 (7.0 ) — Inventories — 10.9 2.1 — 13.0 Prepaid expenses and other current assets 1.6 12.8 3.3 — 17.7 Total current assets 1.9 286.9 63.7 (51.6 ) 300.9 Property, plant and equipment-net — 34.6 2.4 — 37.0 Right-of-use assets — 69.0 15.4 — 84.4 Software-net — 51.6 — — 51.6 Goodwill — 438.6 11.7 — 450.3 Other intangible assets-net — 26.5 3.5 — 30.0 Deferred income taxes — 12.7 3.3 (1.7 ) 14.3 Intercompany long-term note receivable 298.0 — — (298.0 ) — Other noncurrent assets 3.4 33.1 4.1 — 40.6 Investments in consolidated subsidiaries 418.2 54.1 — (472.3 ) — Total assets $ 721.5 $ 1,007.1 $ 104.1 $ (823.6 ) $ 1,009.1 LIABILITIES AND STOCKHOLDERS' EQUITY Accounts payable $ — $ 62.6 $ 15.4 $ — $ 78.0 Intercompany payables 40.3 0.1 4.2 (44.6 ) — Intercompany short-term note payable-net 7.0 — — (7.0 ) — Accrued liabilities 3.3 101.3 18.6 — 123.2 Total current liabilities 50.6 164.0 38.2 (51.6 ) 201.2 Long-term debt 419.1 — — — 419.1 Intercompany long-term note payable — 298.0 — (298.0 ) — Deferred compensation liabilities — 19.9 — — 19.9 Pension and other postretirement benefits plan liabilities — 48.0 1.0 — 49.0 Noncurrent lease liabilities — 52.8 10.0 — 62.8 Other noncurrent liabilities 2.7 6.2 0.8 (1.7 ) 8.0 Total liabilities 472.4 588.9 50.0 (351.3 ) 760.0 Total equity 249.1 418.2 54.1 (472.3 ) 249.1 Total liabilities and equity $ 721.5 $ 1,007.1 $ 104.1 $ (823.6 ) $ 1,009.1 Condensed Consolidating Balance Sheet As of December 31, 2018 Parent Guarantor Subsidiaries Non-guarantor Subsidiaries Eliminations Consolidated ASSETS Cash and cash equivalents $ 24.9 $ 5.0 $ 17.4 $ — $ 47.3 Receivables, less allowances — 141.6 31.3 — 172.9 Intercompany receivables — 123.6 — (123.6 ) — Intercompany short-term note receivable-net — — 60.5 (60.5 ) — Inventories — 10.4 1.7 — 12.1 Prepaid expenses and other current assets — 13.5 3.2 — 16.7 Total current assets 24.9 294.1 114.1 (184.1 ) 249.0 Property, plant and equipment-net — 29.3 2.9 — 32.2 Software-net — 47.8 — — 47.8 Goodwill — 438.5 11.5 — 450.0 Other intangible assets-net — 32.6 4.6 — 37.2 Deferred income taxes — 37.2 2.4 (29.9 ) 9.7 Intercompany long-term note receivable 298.0 — — (298.0 ) — Other noncurrent assets 3.6 35.1 4.1 — 42.8 Investments in consolidated subsidiaries 445.9 106.0 — (551.9 ) — Total assets $ 772.4 $ 1,020.6 $ 139.6 $ (1,063.9 ) $ 868.7 LIABILITIES AND STOCKHOLDERS' EQUITY Accounts payable $ — $ 61.0 $ 11.4 $ — $ 72.4 Intercompany payables 120.9 — 2.7 (123.6 ) — Intercompany short-term note payable-net 60.0 0.5 — (60.5 ) — Accrued liabilities 0.1 109.2 16.7 — 126.0 Total current liabilities 181.0 170.7 30.8 (184.1 ) 198.4 Long-term debt 362.7 — — — 362.7 Intercompany long-term note payable — 298.0 — (298.0 ) — Deferred compensation liabilities — 19.5 — — 19.5 Pension and other postretirement benefits plan liabilities — 50.3 1.0 — 51.3 Other noncurrent liabilities 2.7 36.2 1.8 (29.9 ) 10.8 Total liabilities 546.4 574.7 33.6 (512.0 ) 642.7 Total equity 226.0 445.9 106.0 (551.9 ) 226.0 Total liabilities and equity $ 772.4 $ 1,020.6 $ 139.6 $ (1,063.9 ) $ 868.7 Condensed Consolidating Statements of Cash Flows For the Six Months Ended June 30, 2019 Parent Guarantor Subsidiaries Non-guarantor Subsidiaries Eliminations Consolidated OPERATING ACTIVITIES Net cash (used in) provided by operating activities $ (25.1 ) $ 27.3 $ (14.4 ) $ (53.1 ) $ (65.3 ) INVESTING ACTIVITIES Capital expenditures — (26.1 ) (0.1 ) — (26.2 ) Acquisition of business, net of cash acquired — (2.6 ) — — (2.6 ) Intercompany note receivable, net — — 53.5 (53.5 ) — Other investing activities — 0.1 — — 0.1 Net cash (used in) provided by investing activities — (28.6 ) 53.4 (53.5 ) (28.7 ) FINANCING ACTIVITIES Revolving facility borrowings 337.0 — — — 337.0 Payments on revolving facility borrowings (281.5 ) — — — (281.5 ) Intercompany note payable, net (53.5 ) — — 53.5 — Dividends paid to Parent — — (53.1 ) 53.1 — Treasury stock repurchases (1.3 ) — — — (1.3 ) Debt issuance costs (0.2 ) — (0.2 ) Net cash provided by (used in) financing activities 0.5 — (53.1 ) 106.6 54.0 Effect of exchange rate on cash and cash equivalents — — 2.2 — 2.2 Net decrease in cash and cash equivalents (24.6 ) (1.3 ) (11.9 ) — (37.8 ) Cash and cash equivalents at beginning of year 24.9 5.0 17.4 — 47.3 Cash and cash equivalents at end of period $ 0.3 $ 3.7 $ 5.5 $ — $ 9.5 Condensed Consolidating Statements of Cash Flows For the Six Months Ended June 30, 2018 Parent Guarantor Subsidiaries Non-guarantor Subsidiaries Eliminations Consolidated OPERATING ACTIVITIES Net cash used in operating activities $ (24.2 ) $ (10.3 ) $ (15.7 ) $ — $ (50.2 ) INVESTING ACTIVITIES Capital expenditures — (14.7 ) (0.9 ) — (15.6 ) Intercompany note receivable, net — — 11.5 (11.5 ) — Other investing activities — (0.6 ) — 0.6 — Net cash (used in) provided by investing activities — (15.3 ) 10.6 (10.9 ) (15.6 ) FINANCING ACTIVITIES Revolving facility borrowings 206.5 — — — 206.5 Payments on revolving facility borrowings (179.5 ) — — — (179.5 ) Intercompany note payable, net (11.5 ) — — 11.5 — Proceeds from the issuance of common stock 1.2 — — — 1.2 Treasury stock repurchases (0.8 ) — — — (0.8 ) Other financing activities — — 0.6 (0.6 ) — Net cash provided by financing activities 15.9 — 0.6 10.9 27.4 Effect of exchange rate on cash and cash equivalents — — (1.8 ) — (1.8 ) Net decrease in cash and cash equivalents (8.3 ) (25.6 ) (6.3 ) — (40.2 ) Cash and cash equivalents at beginning of year 8.3 27.9 15.8 — 52.0 Cash and cash equivalents at end of period $ — $ 2.3 $ 9.5 $ — $ 11.8 Supplemental non-cash disclosure: Intercompany debt allocation $ (376.0 ) $ 376.0 $ — $ — $ — |
Overview and Basis of Present_2
Overview and Basis of Presentation (Policies) | 6 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
Revenue Recognition | Revenue Recognition The Company manages highly-customized data and materials, such as Exchange Act, Securities Act and Investment Company Act filings with the SEC on behalf of its customers, manages virtual data rooms and performs XBRL and related services. Clients are provided with EDGAR filing services, XBRL compliance services and translation, editing, interpreting, proof-reading and multilingual typesetting services, among others. The Company’s SaaS offerings include the Venue Virtual Data Room (“Venue”), the FundSuiteArc software platform, ActiveDisclosure and data and analytics, among others. Substantially all of the Company’s revenue is derived from contracts with an initial expected duration of one year or less. Generally, customer payment is due within ten days upon invoicing. Revenue is recognized upon transfer of control of promised services or products to customers in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those services or products. The Company’s arrangements with customers often include promises to transfer multiple services or products to a customer. Determining whether services and products are considered distinct performance obligations that should be accounted for separately requires significant judgment. Certain customer arrangements have multiple performance obligations as certain promises are both capable of being distinct and are distinct within the context of the contract. Other customer arrangements have a single performance obligation as the promise to transfer the individual goods or services is not separately identifiable from other promises in the contracts, and therefore are not distinct. Revenue for the Company’s services and products is recognized either over time or at a point in time, as outlined below. Over time The Company recognizes revenue for certain services over time. • The Company’s SaaS solutions, including Venue, the FundSuiteArc software platform, ActiveDisclosure, data and analytics and others, are generally provided on a subscription basis and allow customers access to use the products over the contract period. As a result, revenue for SaaS solutions is recognized ratably over time as the customer receives the benefit throughout the contract period. The timing of invoicing varies, however the customer may be invoiced before the end of the contract period, resulting in a deferred revenue balance. • Revenue for warehousing services is recognized ratably over time as the customer receives the benefit throughout the storage period. Point in time All remaining revenue arrangements are generally recognized at a point in time and are primarily invoiced upon completion of all services or upon shipment to the customer. • Certain of these arrangements include multiple performance obligations and revenue is recognized upon completion of each performance obligation, such as when a document is filed with a regulatory agency and upon completion of printing the related document. For arrangements with multiple performance obligations, the transaction price is allocated to the separate performance obligations. The Company provides customer specific solutions and as such, observable standalone selling price is rarely available. Standalone selling price is more frequently determined using an estimate of the standalone selling price of each distinct service or product, taking into consideration historical selling price by customer for each distinct service or product. These estimates may vary from the final amounts invoiced to the customer and are adjusted upon completion of all performance obligations. Customers may be invoiced subsequent to the recognition of revenue for completed performance obligations , resulting in contract asset balances. • Revenue for arrangements which include assisting customers in completing regulatory filings for transactions, such as mergers and acquisitions or other public capital market transactions, is recognized upon completion of all promises, including the services performed and printing of the related document, if applicable. • Revenue for arrangements without a regulatory filing generally have a single performance obligation, as the services and products provided are not distinct within the context of the contract, and are recognized upon completion of the services performed or upon completion of printing of the related product. • Warehousing, fulfillment services and shipping and handling are each separate performance obligations. As a result, when the Company provides warehousing and future fulfillment services, revenue for the composition services performed and printing of the product is recognized upon completion of the performance obligation(s), as control of the inventory has transferred to the customer and the inventory is being stored at the customer’s request. Because substantially all of the Company’s products are customized, product returns are not significant; however, the Company accrues for the estimated amount of customer credits at the time of sale. The Company records deferred revenue when amounts are invoiced but the revenue recognition criteria are not yet met. Such revenue is recognized when all criteria are subsequently met. Certain revenues earned by the Company require significant judgment to determine if revenue should be recorded gross, as a principal, or net of related costs, as an agent. Billings for shipping and handling costs as well as certain postage costs, and out-of-pocket expenses are recorded gross. Revenue is not recognized for customer-supplied postage. The Company’s printing operations process paper that may be supplied directly by customers or may be purchased by the Company from third parties and sold to customers. Revenue is not recognized for customer-supplied paper, however revenues for Company-supplied paper are recognized on a gross basis. Revenue is recognized net of any taxes collected from customers, which are subsequently remitted to authorities. |
Revenue (Tables)
Revenue (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Revenue Recognition [Abstract] | |
Schedule of Disaggregation of Revenue by Reporting Unit and Timing of Revenue Recognition | The following tables disaggregate revenue by reporting unit and timing of revenue recognition for the three and six months ended June 30, 2019 and 2018: Three Months Ended June 30, 2019 Point in time Over time Total U.S. Capital Markets $ 102.6 $ 25.7 $ 128.3 Investment Markets 80.9 14.0 94.9 Total U.S. 183.5 39.7 223.2 International 28.6 7.1 35.7 Total net sales $ 212.1 $ 46.8 $ 258.9 Three Months Ended June 30, 2018 Point in time Over time Total U.S. Capital Markets $ 120.5 $ 24.1 $ 144.6 Investment Markets* 78.1 13.4 91.5 Language Solutions* 6.4 — 6.4 Total U.S. 205.0 37.5 242.5 International 43.3 4.8 48.1 Total net sales $ 248.3 $ 42.3 $ 290.6 Six Months Ended June 30, 2019 Point in time Over time Total U.S. Capital Markets $ 187.6 $ 50.4 $ 238.0 Investment Markets 161.4 26.6 188.0 Total U.S. 349.0 77.0 426.0 International 49.7 12.8 62.5 Total net sales $ 398.7 $ 89.8 $ 488.5 Six Months Ended June 30, 2018 Point in time Over time Total U.S. Capital Markets $ 214.0 $ 48.1 $ 262.1 Investment Markets* 154.1 26.9 181.0 Language Solutions* 12.5 — 12.5 Total U.S. 380.6 75.0 455.6 International 81.2 9.0 90.2 Total net sales $ 461.8 $ 84.0 $ 545.8 |
Changes in Contract Liabilities | Contract liabilities consist of deferred revenue and progress billings which are included in accrued liabilities on the condensed consolidated balance sheet. Changes in contract liabilities for the six months ended June 30, 2019 and 2018, respectively, were as follows: Balance at January 1, 2019 $ 12.0 Deferral of revenue 25.1 Revenue recognized (25.2 ) Balance at June 30, 2019 $ 11.9 Balance at January 1, 2018 $ 14.2 Deferral of revenue 22.8 Revenue recognized (23.8 ) Reclassified to liabilities held for sale (1.7 ) Balance at June 30, 2018 $ 11.5 |
Acquisitions and Dispositions (
Acquisitions and Dispositions (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
eBrevia | |
Acquisitions And Dispositions [Line Items] | |
Schedule of Preliminary Purchase Price Allocation for Acquisition | . Based on the current valuation, the preliminary purchase price allocation for this acquisition is as follows: Accounts receivable $ 0.3 Other intangible assets 11.4 Software 0.8 Goodwill 12.9 Accounts payable and accrued liabilities (0.4 ) Deferred taxes-net (1.7 ) Total purchase price-net of cash acquired 23.3 Less: fair value of the Company's previously held investment in eBrevia (3.3 ) Less: fair value of contingent consideration (0.8 ) Less: payable for initial consideration (1.8 ) Less: amounts held in escrow and liabilities assumed (2.2 ) Net cash paid $ 15.2 |
Inventories (Tables)
Inventories (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Inventory Disclosure [Abstract] | |
Components of Inventories | The components of the Company’s inventories, net of excess and obsolescence reserves for raw materials, at June 30, 2019 and December 31, 2018 were as follows: June 30, 2019 December 31, 2018 Raw materials and manufacturing supplies $ 4.1 $ 4.0 Work in process 8.9 8.1 Total $ 13.0 $ 12.1 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Property Plant And Equipment [Abstract] | |
Components of Company's Property, Plant and Equipment | The components of the Company’s property, plant and equipment at June 30, 2019 and December 31, 2018 were as follows: June 30, 2019 December 31, 2018 Land $ 10.0 $ 10.0 Buildings 37.7 36.2 Machinery and equipment 112.9 106.3 160.6 152.5 Less: Accumulated depreciation (123.6 ) (120.3 ) Total $ 37.0 $ 32.2 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Schedule of Changes in the Carrying Amount of Goodwill by Segment | The changes in the carrying amount of goodwill by segment for the six months ended June 30, 2019 were as follows: U.S. International Total Net book value as of December 31, 2018 $ 438.5 $ 11.5 $ 450.0 Purchase accounting adjustments 0.1 — 0.1 Foreign exchange and other adjustments — 0.2 0.2 Net book value as of June 30, 2019 $ 438.6 $ 11.7 $ 450.3 |
Components of Other Intangible Assets | The components of other intangible assets at June 30, 2019 and December 31, 2018 were as follows: June 30, 2019 December 31, 2018 Gross Gross Carrying Accumulated Net Book Carrying Accumulated Net Amount Amortization Value Amount Amortization Value Customer relationships $ 149.6 $ (120.5 ) $ 29.1 $ 149.3 $ (113.1 ) $ 36.2 Trade names 3.9 (3.0 ) 0.9 3.9 (2.9 ) 1.0 Total other intangible assets $ 153.5 $ (123.5 ) $ 30.0 $ 153.2 $ (116.0 ) $ 37.2 |
Schedule of Estimated Annual Amortization Expense Related to Other Intangible Assets | The following table outlines the estimated annual amortization expense related to other intangible assets as of June 30, 2019: For the year ending December 31, Amount 2019 $ 14.6 2020 13.0 2021 0.9 2022 0.9 2023 0.9 2024 and thereafter 7.0 Total $ 37.3 |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Leases [Abstract] | |
Summary of Components of Lease Expense | The components of lease expense for the three and six months ended June 30, 2019 were as follows: Three months ended Six months ended June 30, 2019 June 30, 2019 Operating lease expense $ 6.4 $ 13.2 Sublease income (1.7 ) (2.5 ) Net lease expense $ 4.7 $ 10.7 |
Summary of Other Information Related to Operating Leases | Other information related to operating leases as of and for the six months ended June 30, 2019 were as follows: Lease Term and Discount Rate June 30, 2019 Weighted average remaining lease term 4.8 years Weighted average discount rate 4.6 % Six months ended Lease Liabilities June 30, 2019 Cash paid related to lease liabilities $ 13.7 Non-cash disclosure: Increase in lease liabilities due to new ROU assets $ 2.3 Decrease in lease liabilities due to lease modifications and remeasurements (7.6 ) |
Summary of Maturities of Lease Liabilities for Operating Leases | Maturities of lease liabilities for operating leases as of June 30, 2019 were as follows: Amount 2019 (a) $ 13.8 2020 23.7 2021 18.6 2022 14.2 2023 10.0 2024 and thereafter 16.4 Total lease payments 96.7 Less: Interest (11.4 ) Present value of lease liabilities $ 85.3 (a) Excluding payments for the six months ended June 30, 2019 As of June 30, 2019 Accrued liabilities $ 22.5 Noncurrent lease liabilities 62.8 Total $ 85.3 Future minimum rental commitments under non-cancellable operating leases as of December 31, 2018 were expected to be as follows: Year ended December 31 Amount 2019 $ 26.4 2020 22.6 2021 16.6 2022 10.9 2023 8.7 2024 and thereafter 16.3 Total $ 101.5 |
Restructuring, Impairment and_2
Restructuring, Impairment and Other Charges (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Restructuring And Related Activities [Abstract] | |
Schedule of Restructuring, Impairment and Other Charges Recognized in Results of Operations | For the three months ended June 30, 2019 and 2018, the Company recorded the following net restructuring charges: Three Months Ended Employee Total Restructuring June 30, 2019 Terminations Charges Total U.S. $ 2.7 $ 2.7 $ 2.7 International 0.4 0.4 0.4 Corporate 0.7 0.7 0.7 Total $ 3.8 $ 3.8 $ 3.8 Three Months Ended Employee Other Restructuring Total Restructuring June 30, 2018 Terminations Charges Charges Total U.S. $ 0.4 $ 0.2 $ 0.6 $ 0.6 International 1.9 — 1.9 1.9 Corporate 0.1 — 0.1 0.1 Total $ 2.4 $ 0.2 $ 2.6 $ 2.6 For the six months ended June 30, 2019 and 2018, the Company recorded the following net restructuring and other charges: Six Months Ended Employee Total Restructuring Other June 30, 2019 Terminations Charges Charges Total U.S. $ 3.2 $ 3.2 $ 0.1 $ 3.3 International 1.0 1.0 — 1.0 Corporate 1.6 1.6 — 1.6 Total $ 5.8 $ 5.8 $ 0.1 $ 5.9 Six Months Ended Employee Other Restructuring Total Restructuring Other June 30, 2018 Terminations Charges Charges Charges Total U.S. $ 0.5 $ 0.7 $ 1.2 $ 0.1 $ 1.3 International 1.8 — 1.8 — 1.8 Corporate 0.2 — 0.2 — 0.2 Total $ 2.5 $ 0.7 $ 3.2 $ 0.1 $ 3.3 |
Schedule of Changes in the Restructuring Reserve | The restructuring reserve as of December 31, 2018 and June 30, 2019, and changes during the six months ended June 30, 2019, were as follows: December 31, Restructuring Adoption of Cash June 30, 2018 Charges Reversals ASU 2016-02 Paid 2019 Employee terminations $ 0.4 $ 5.9 $ (0.1 ) $ — $ (3.3 ) $ 2.9 Lease terminations 1.1 — — (1.1 ) — — Other 0.2 — — — — 0.2 Total $ 1.7 $ 5.9 $ (0.1 ) $ (1.1 ) $ (3.3 ) $ 3.1 |
Retirement Plans (Tables)
Retirement Plans (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Compensation And Retirement Disclosure [Abstract] | |
Components of Estimated Net Pension Plan Income | The components of the estimated net pension plan income for DFIN’s pension plans for the three and six months ended June 30, 2019 and 2018 were as follows: Three Months Ended Six Months Ended June 30, June 30, 2019 2018 2019 2018 Pension expense (income) Interest cost $ 2.7 $ 2.5 $ 5.5 $ 5.1 Expected return on assets (3.7 ) (4.0 ) (7.4 ) (8.0 ) Amortization, net 0.5 0.7 0.9 1.3 Net pension income $ (0.5 ) $ (0.8 ) $ (1.0 ) $ (1.6 ) |
Earnings per Share (Tables)
Earnings per Share (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Earnings Per Share [Abstract] | |
Reconciliation of Numerator and Denominator of Basic and Diluted Earnings per Share Calculation and Anti-dilutive Share-based Awards | The reconciliation of the numerator and denominator of the basic and diluted earnings per share calculation and the anti-dilutive share-based awards for the three and six months ended June 30, 2019 and 2018 were as follows: Three Months Ended Six Months Ended June 30 June 30 2019 2018 2019 2018 Net earnings per share: Basic $ 0.51 $ 0.56 $ 0.47 $ 0.79 Diluted $ 0.51 $ 0.56 $ 0.47 $ 0.78 Numerator: Net earnings $ 17.3 $ 18.9 $ 15.9 $ 26.6 Denominator: Weighted average number of common shares outstanding 34.1 33.8 34.0 33.7 Dilutive awards 0.1 0.2 0.1 0.2 Diluted weighted average number of common shares outstanding 34.2 34.0 34.1 33.9 Weighted average number of anti-dilutive share-based awards: Restricted stock units 0.3 0.2 0.4 0.4 Stock options 0.8 0.6 0.8 0.6 Total 1.1 0.8 1.2 1.0 |
Comprehensive Income (Tables)
Comprehensive Income (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Equity [Abstract] | |
Schedule of Components of Other Comprehensive Income and Income Tax Expense Allocated to Each Component | The components of other comprehensive income and income tax expense allocated to each component for the three and six months ended June 30, 2019 and 2018 were as follows: Three Months Ended Six Months Ended June 30, 2019 June 30, 2019 Before Tax Income Tax Net of Tax Before Tax Income Tax Net of Tax Amount Expense Amount Amount Expense Amount Translation adjustments $ 0.5 $ — $ 0.5 $ 2.7 $ — $ 2.7 Adjustment for net periodic pension plan and other postretirement benefits plan cost 0.4 0.1 0.3 1.0 0.3 0.7 Other comprehensive income $ 0.9 $ 0.1 $ 0.8 $ 3.7 $ 0.3 $ 3.4 Three Months Ended Six Months Ended June 30, 2018 June 30, 2018 Before Tax Income Tax Net of Tax Before Tax Income Tax Net of Tax Amount Expense Amount Amount Expense Amount Translation adjustments $ (3.4 ) $ — $ (3.4 ) $ (2.7 ) $ — $ (2.7 ) Adjustment for net periodic pension plan and other postretirement benefits plan cost 0.7 0.2 0.5 1.3 0.3 1.0 Other comprehensive (loss) income $ (2.7 ) $ 0.2 $ (2.9 ) $ (1.4 ) $ 0.3 $ (1.7 ) |
Schedule of Changes in Accumulated Other Comprehensive Loss | Accumulated other comprehensive loss by c omponent as of December 31, 2018 and June 30, 2019 were as follows: Pension and Other Postretirement Benefits Plan Cost Translation Adjustments Total Balance at December 31, 2018 $ (66.0 ) $ (16.7 ) $ (82.7 ) Other comprehensive income before reclassifications 0.1 2.7 2.8 Amounts reclassified from accumulated other comprehensive loss 0.6 — 0.6 Net change in accumulated other comprehensive loss 0.7 2.7 3.4 Balance at June 30, 2019 $ (65.3 ) $ (14.0 ) $ (79.3 ) Accumulated other comprehensive loss by component as of December 31, 2017 and June 30, 2018 were as follows: Pension and Other Postretirement Benefits Plan Cost Translation Adjustments Total Balance at December 31, 2017 $ (52.9 ) $ (11.7 ) $ (64.6 ) Other comprehensive income before reclassifications — (2.7 ) (2.7 ) Amounts reclassified from accumulated other comprehensive loss 1.0 — 1.0 Net change in accumulated other comprehensive loss 1.0 (2.7 ) (1.7 ) Balance at June 30, 2018 $ (51.9 ) $ (14.4 ) $ (66.3 ) |
Reclassifications from Accumulated Other Comprehensive Loss, Amortization of Pension Plan Cost | Reclassifications from accumulated other comprehensive loss for the three and six months ended June 30, 2019 and 2018 were as follows: Three Months Ended Six Months Ended Classification in the Condensed June 30, June 30, Consolidated 2019 2018 2019 2018 Statements of Operations Amortization of pension and other postretirement benefits plan cost: Net actuarial loss $ 0.5 $ 0.7 $ 0.9 $ 1.3 (a) Reclassifications before tax 0.5 0.7 0.9 1.3 Income tax expense 0.2 0.2 0.3 0.3 Reclassifications, net of tax $ 0.3 $ 0.5 $ 0.6 $ 1.0 (a) This accumulated other comprehensive loss component is included in the calculation of net periodic pension and other postretirement benefits plan income recognized in investment and other income in the unaudited condensed consolidated statements of operations (see Note 9, Retirement Plans |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information | The Company has disclosed income (loss) from operations as the primary measure of segment earnings (loss). This is the measure of profitability used by the Company’s chief operating decision-maker and is most consistent with the presentation of profitability reported within the consolidated financial statements. Income Depreciation Total Intersegment Net from and Capital Sales Sales Sales Operations Amortization Expenditures Three Months Ended June 30, 2019 U.S. $ 225.2 $ (2.0 ) $ 223.2 $ 40.4 $ 10.1 $ 10.7 International 36.2 (0.5 ) 35.7 1.6 1.8 0.1 Total operating segments 261.4 (2.5 ) 258.9 42.0 11.9 10.8 Corporate — — — (8.6 ) 0.1 0.3 Total operations $ 261.4 $ (2.5 ) $ 258.9 $ 33.4 $ 12.0 $ 11.1 Income Depreciation Total Intersegment Net from and Capital Sales Sales Sales Operations Amortization Expenditures Three Months Ended June 30, 2018 U.S. $ 246.2 $ (3.7 ) $ 242.5 $ 46.9 $ 9.5 $ 8.3 International 48.5 (0.4 ) 48.1 1.6 1.4 0.8 Total operating segments 294.7 (4.1 ) 290.6 48.5 10.9 9.1 Corporate — — — (12.3 ) 0.2 0.1 Total operations $ 294.7 $ (4.1 ) $ 290.6 $ 36.2 $ 11.1 $ 9.2 Income Depreciation Total Intersegment Net from Assets of and Capital Sales Sales Sales Operations Operations Amortization Expenditures Six Months Ended June 30, 2019 U.S. $ 430.1 $ (4.1 ) $ 426.0 $ 61.7 $ 805.7 $ 20.4 $ 25.7 International 63.5 (1.0 ) 62.5 (1.7 ) 95.7 3.4 0.1 Total operating segments 493.6 (5.1 ) 488.5 60.0 901.4 23.8 25.8 Corporate — — — (20.0 ) 107.7 0.3 0.4 Total operations $ 493.6 $ (5.1 ) $ 488.5 $ 40.0 $ 1,009.1 $ 24.1 $ 26.2 Income Depreciation Total Intersegment Net from Assets of and Capital Sales Sales Sales Operations Operations Amortization Expenditures Six Months Ended June 30, 2018 U.S. $ 460.8 $ (5.2 ) $ 455.6 $ 73.3 $ 726.5 $ 18.4 $ 14.4 International 91.2 (1.0 ) 90.2 4.1 102.9 2.8 0.9 Total operating segments 552.0 (6.2 ) 545.8 77.4 829.4 21.2 15.3 Corporate — — — (21.8 ) 99.8 0.3 0.3 Total operations $ 552.0 $ (6.2 ) $ 545.8 $ 55.6 $ 929.2 $ 21.5 $ 15.6 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of the Company's Debt | The Company’s debt as of June 30, 2019 and December 31, 2018 consisted of the following: June 30, December 31, 2019 2018 8.25% senior notes due October 15, 2024 $ 300.0 $ 300.0 Term Loan Credit Facility 71.4 71.3 Borrowings under the Revolving Facility 55.5 — Unamortized debt issuance costs (7.8 ) (8.6 ) Total debt 419.1 362.7 Less: current portion — — Long-term debt $ 419.1 $ 362.7 |
Guarantor Financial Informati_2
Guarantor Financial Information - (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Condensed Financial Information Of Parent Company Only Disclosure [Abstract] | |
Guarantor Financial Information Condensed Consolidating Statements of Operations | Condensed Consolidating Statements of Operations For the Three Months Ended June 30, 2019 Parent Guarantor Subsidiaries Non-guarantor Subsidiaries Eliminations Consolidated Services net sales $ — $ 136.5 $ 26.3 $ (1.6 ) $ 161.2 Products net sales — 88.7 9.9 (0.9 ) 97.7 Total net sales — 225.2 36.2 (2.5 ) 258.9 Services cost of sales (exclusive of depreciation and amortization) — 58.9 18.1 (1.4 ) 75.6 Products cost of sales (exclusive of depreciation and amortization) — 68.6 5.9 (1.1 ) 73.4 Total cost of sales — 127.5 24.0 (2.5 ) 149.0 Selling, general and administrative expenses (exclusive of depreciation and amortization) — 50.8 7.1 — 57.9 Restructuring, impairment and other charges-net — 3.4 0.4 — 3.8 Depreciation and amortization — 10.2 1.8 — 12.0 Other operating loss — 1.2 1.6 — 2.8 Income from operations — 32.1 1.3 — 33.4 Interest expense (income)-net 9.4 (0.1 ) (0.2 ) — 9.1 Intercompany interest (income) expense-net (5.7 ) 5.7 — — — Investment and other income-net — (0.5 ) — — (0.5 ) (Loss) earnings before income taxes and equity in net income of subsidiaries (3.7 ) 27.0 1.5 — 24.8 Income tax (benefit) expense (1.6 ) 9.0 0.1 — 7.5 (Loss) earnings before equity in net income of subsidiaries (2.1 ) 18.0 1.4 — 17.3 Equity in net income of subsidiaries 19.4 1.4 — (20.8 ) — Net earnings $ 17.3 $ 19.4 $ 1.4 $ (20.8 ) $ 17.3 Comprehensive income $ 18.1 $ 20.3 $ 1.9 $ (22.2 ) $ 18.1 Condensed Consolidating Statements of Operations For the Six Months Ended June 30, 2019 Parent Guarantor Subsidiaries Non-guarantor Subsidiaries Eliminations Consolidated Services net sales $ — $ 246.3 $ 45.9 $ (3.1 ) $ 289.1 Products net sales — 183.8 17.6 (2.0 ) 199.4 Total net sales — 430.1 63.5 (5.1 ) 488.5 Services cost of sales (exclusive of depreciation and amortization) — 121.5 32.2 (2.7 ) 151.0 Products cost of sales (exclusive of depreciation and amortization) — 141.7 12.6 (2.4 ) 151.9 Total cost of sales — 263.2 44.8 (5.1 ) 302.9 Selling, general and administrative expenses (exclusive of depreciation and amortization) — 98.0 14.8 — 112.8 Restructuring, impairment and other charges-net — 4.9 1.0 — 5.9 Depreciation and amortization — 20.7 3.4 — 24.1 Other operating loss — 1.2 1.6 — 2.8 Income (loss) from operations — 42.1 (2.1 ) — 40.0 Interest expense (income)-net 18.6 (0.1 ) (0.5 ) — 18.0 Intercompany interest (income) expense-net (11.5 ) 11.5 — — — Investment and other income-net — (1.1 ) — — (1.1 ) (Loss) earnings before income taxes and equity in net income of subsidiaries (7.1 ) 31.8 (1.6 ) — 23.1 Income tax (benefit) expense (2.2 ) 9.9 (0.5 ) — 7.2 (Loss) earnings before equity in net income of subsidiaries (4.9 ) 21.9 (1.1 ) — 15.9 Equity in net income of subsidiaries 20.8 (1.1 ) — (19.7 ) — Net earnings (loss) $ 15.9 $ 20.8 $ (1.1 ) $ (19.7 ) $ 15.9 Comprehensive income $ 19.3 $ 24.2 $ 1.6 $ (25.8 ) $ 19.3 Condensed Consolidating Statements of Operations For the Three Months Ended June 30, 2018 Parent Guarantor Subsidiaries Non-guarantor Subsidiaries Eliminations Consolidated Services net sales $ — $ 153.4 $ 37.1 $ (2.6 ) $ 187.9 Products net sales — 92.8 11.4 (1.5 ) 102.7 Total net sales — 246.2 48.5 (4.1 ) 290.6 Services cost of sales (exclusive of depreciation and amortization) — 69.0 25.1 (2.1 ) 92.0 Products cost of sales (exclusive of depreciation and amortization) — 67.8 7.8 (2.0 ) 73.6 Total cost of sales — 136.8 32.9 (4.1 ) 165.6 Selling, general and administrative expenses (exclusive of depreciation and amortization) — 64.4 10.7 — 75.1 Restructuring, impairment and other charges-net — 0.7 1.9 — 2.6 Depreciation and amortization — 9.7 1.4 — 11.1 Income from operations — 34.6 1.6 — 36.2 Interest expense (income)-net 10.1 (0.1 ) (0.2 ) — 9.8 Intercompany interest (income) expense-net (6.7 ) 6.7 — — — Investment and other income-net — (0.8 ) — — (0.8 ) Earnings (loss) before income taxes and equity in net income of subsidiaries (3.4 ) 28.8 1.8 — 27.2 Income tax (benefit) expense (1.0 ) 8.8 0.5 — 8.3 Earnings (loss) before equity in net income of subsidiaries (2.4 ) 20.0 1.3 — 18.9 Equity in net income of subsidiaries 21.3 1.3 — (22.6 ) — Net earnings $ 18.9 $ 21.3 $ 1.3 $ (22.6 ) $ 18.9 Comprehensive income (loss) $ 16.0 $ 18.3 $ (2.2 ) $ (16.1 ) $ 16.0 Condensed Consolidating Statements of Operations For the Six Months Ended June 30, 2018 Parent Guarantor Subsidiaries Non-guarantor Subsidiaries Eliminations Consolidated Services net sales $ — $ 282.1 $ 69.2 $ (3.9 ) $ 347.4 Products net sales — 178.7 22.0 (2.3 ) 198.4 Total net sales — 460.8 91.2 (6.2 ) 545.8 Services cost of sales (exclusive of depreciation and amortization) — 136.5 44.7 (3.3 ) 177.9 Products cost of sales (exclusive of depreciation and amortization) — 132.9 16.3 (2.9 ) 146.3 Total cost of sales — 269.4 61.0 (6.2 ) 324.2 Selling, general and administrative expenses (exclusive of depreciation and amortization) — 119.7 21.5 — 141.2 Restructuring, impairment and other charges-net — 1.5 1.8 — 3.3 Depreciation and amortization — 18.7 2.8 — 21.5 Income from operations — 51.5 4.1 — 55.6 Interest expense (income)-net 19.3 (0.3 ) (0.2 ) — 18.8 Intercompany interest (income) expense-net (13.3 ) 13.3 — — — Investment and other income-net — (1.6 ) — — (1.6 ) (Loss) earnings before income taxes and equity in net income of subsidiaries (6.0 ) 40.1 4.3 — 38.4 Income tax (benefit) expense (1.8 ) 12.3 1.3 — 11.8 (Loss) earnings before equity in net income of subsidiaries (4.2 ) 27.8 3.0 — 26.6 Equity in net income of subsidiaries 30.8 3.0 — (33.8 ) — Net earnings $ 26.6 $ 30.8 $ 3.0 $ (33.8 ) $ 26.6 Comprehensive income $ 24.9 $ 29.1 $ 0.2 $ (29.3 ) $ 24.9 |
Guarantor Financial Information Condensed Consolidating Balance Sheet | Condensed Consolidating Balance Sheet As of June 30, 2019 Parent Guarantor Subsidiaries Non-guarantor Subsidiaries Eliminations Consolidated ASSETS Cash and cash equivalents $ 0.3 $ 3.7 $ 5.5 $ — $ 9.5 Receivables, less allowances — 214.9 45.8 — 260.7 Intercompany receivables — 44.6 — (44.6 ) — Intercompany short-term note receivable-net — — 7.0 (7.0 ) — Inventories — 10.9 2.1 — 13.0 Prepaid expenses and other current assets 1.6 12.8 3.3 — 17.7 Total current assets 1.9 286.9 63.7 (51.6 ) 300.9 Property, plant and equipment-net — 34.6 2.4 — 37.0 Right-of-use assets — 69.0 15.4 — 84.4 Software-net — 51.6 — — 51.6 Goodwill — 438.6 11.7 — 450.3 Other intangible assets-net — 26.5 3.5 — 30.0 Deferred income taxes — 12.7 3.3 (1.7 ) 14.3 Intercompany long-term note receivable 298.0 — — (298.0 ) — Other noncurrent assets 3.4 33.1 4.1 — 40.6 Investments in consolidated subsidiaries 418.2 54.1 — (472.3 ) — Total assets $ 721.5 $ 1,007.1 $ 104.1 $ (823.6 ) $ 1,009.1 LIABILITIES AND STOCKHOLDERS' EQUITY Accounts payable $ — $ 62.6 $ 15.4 $ — $ 78.0 Intercompany payables 40.3 0.1 4.2 (44.6 ) — Intercompany short-term note payable-net 7.0 — — (7.0 ) — Accrued liabilities 3.3 101.3 18.6 — 123.2 Total current liabilities 50.6 164.0 38.2 (51.6 ) 201.2 Long-term debt 419.1 — — — 419.1 Intercompany long-term note payable — 298.0 — (298.0 ) — Deferred compensation liabilities — 19.9 — — 19.9 Pension and other postretirement benefits plan liabilities — 48.0 1.0 — 49.0 Noncurrent lease liabilities — 52.8 10.0 — 62.8 Other noncurrent liabilities 2.7 6.2 0.8 (1.7 ) 8.0 Total liabilities 472.4 588.9 50.0 (351.3 ) 760.0 Total equity 249.1 418.2 54.1 (472.3 ) 249.1 Total liabilities and equity $ 721.5 $ 1,007.1 $ 104.1 $ (823.6 ) $ 1,009.1 Condensed Consolidating Balance Sheet As of December 31, 2018 Parent Guarantor Subsidiaries Non-guarantor Subsidiaries Eliminations Consolidated ASSETS Cash and cash equivalents $ 24.9 $ 5.0 $ 17.4 $ — $ 47.3 Receivables, less allowances — 141.6 31.3 — 172.9 Intercompany receivables — 123.6 — (123.6 ) — Intercompany short-term note receivable-net — — 60.5 (60.5 ) — Inventories — 10.4 1.7 — 12.1 Prepaid expenses and other current assets — 13.5 3.2 — 16.7 Total current assets 24.9 294.1 114.1 (184.1 ) 249.0 Property, plant and equipment-net — 29.3 2.9 — 32.2 Software-net — 47.8 — — 47.8 Goodwill — 438.5 11.5 — 450.0 Other intangible assets-net — 32.6 4.6 — 37.2 Deferred income taxes — 37.2 2.4 (29.9 ) 9.7 Intercompany long-term note receivable 298.0 — — (298.0 ) — Other noncurrent assets 3.6 35.1 4.1 — 42.8 Investments in consolidated subsidiaries 445.9 106.0 — (551.9 ) — Total assets $ 772.4 $ 1,020.6 $ 139.6 $ (1,063.9 ) $ 868.7 LIABILITIES AND STOCKHOLDERS' EQUITY Accounts payable $ — $ 61.0 $ 11.4 $ — $ 72.4 Intercompany payables 120.9 — 2.7 (123.6 ) — Intercompany short-term note payable-net 60.0 0.5 — (60.5 ) — Accrued liabilities 0.1 109.2 16.7 — 126.0 Total current liabilities 181.0 170.7 30.8 (184.1 ) 198.4 Long-term debt 362.7 — — — 362.7 Intercompany long-term note payable — 298.0 — (298.0 ) — Deferred compensation liabilities — 19.5 — — 19.5 Pension and other postretirement benefits plan liabilities — 50.3 1.0 — 51.3 Other noncurrent liabilities 2.7 36.2 1.8 (29.9 ) 10.8 Total liabilities 546.4 574.7 33.6 (512.0 ) 642.7 Total equity 226.0 445.9 106.0 (551.9 ) 226.0 Total liabilities and equity $ 772.4 $ 1,020.6 $ 139.6 $ (1,063.9 ) $ 868.7 |
Guarantor Financial Information Condensed Consolidating Statements of Cash Flows | Condensed Consolidating Statements of Cash Flows For the Six Months Ended June 30, 2019 Parent Guarantor Subsidiaries Non-guarantor Subsidiaries Eliminations Consolidated OPERATING ACTIVITIES Net cash (used in) provided by operating activities $ (25.1 ) $ 27.3 $ (14.4 ) $ (53.1 ) $ (65.3 ) INVESTING ACTIVITIES Capital expenditures — (26.1 ) (0.1 ) — (26.2 ) Acquisition of business, net of cash acquired — (2.6 ) — — (2.6 ) Intercompany note receivable, net — — 53.5 (53.5 ) — Other investing activities — 0.1 — — 0.1 Net cash (used in) provided by investing activities — (28.6 ) 53.4 (53.5 ) (28.7 ) FINANCING ACTIVITIES Revolving facility borrowings 337.0 — — — 337.0 Payments on revolving facility borrowings (281.5 ) — — — (281.5 ) Intercompany note payable, net (53.5 ) — — 53.5 — Dividends paid to Parent — — (53.1 ) 53.1 — Treasury stock repurchases (1.3 ) — — — (1.3 ) Debt issuance costs (0.2 ) — (0.2 ) Net cash provided by (used in) financing activities 0.5 — (53.1 ) 106.6 54.0 Effect of exchange rate on cash and cash equivalents — — 2.2 — 2.2 Net decrease in cash and cash equivalents (24.6 ) (1.3 ) (11.9 ) — (37.8 ) Cash and cash equivalents at beginning of year 24.9 5.0 17.4 — 47.3 Cash and cash equivalents at end of period $ 0.3 $ 3.7 $ 5.5 $ — $ 9.5 Condensed Consolidating Statements of Cash Flows For the Six Months Ended June 30, 2018 Parent Guarantor Subsidiaries Non-guarantor Subsidiaries Eliminations Consolidated OPERATING ACTIVITIES Net cash used in operating activities $ (24.2 ) $ (10.3 ) $ (15.7 ) $ — $ (50.2 ) INVESTING ACTIVITIES Capital expenditures — (14.7 ) (0.9 ) — (15.6 ) Intercompany note receivable, net — — 11.5 (11.5 ) — Other investing activities — (0.6 ) — 0.6 — Net cash (used in) provided by investing activities — (15.3 ) 10.6 (10.9 ) (15.6 ) FINANCING ACTIVITIES Revolving facility borrowings 206.5 — — — 206.5 Payments on revolving facility borrowings (179.5 ) — — — (179.5 ) Intercompany note payable, net (11.5 ) — — 11.5 — Proceeds from the issuance of common stock 1.2 — — — 1.2 Treasury stock repurchases (0.8 ) — — — (0.8 ) Other financing activities — — 0.6 (0.6 ) — Net cash provided by financing activities 15.9 — 0.6 10.9 27.4 Effect of exchange rate on cash and cash equivalents — — (1.8 ) — (1.8 ) Net decrease in cash and cash equivalents (8.3 ) (25.6 ) (6.3 ) — (40.2 ) Cash and cash equivalents at beginning of year 8.3 27.9 15.8 — 52.0 Cash and cash equivalents at end of period $ — $ 2.3 $ 9.5 $ — $ 11.8 Supplemental non-cash disclosure: Intercompany debt allocation $ (376.0 ) $ 376.0 $ — $ — $ — |
Revenue - Additional Informatio
Revenue - Additional Information (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2019 | Dec. 31, 2018 | |
Revenue Recognition [Abstract] | ||
Period due on customer payment upon invoicing | 10 days | |
Contract assets | $ 8.2 | $ 8.7 |
Invoiced to customers amount that exceeded estimates of standalone selling price | $ 1.4 |
Revenue - Schedule of Disaggreg
Revenue - Schedule of Disaggregation of Revenue by Reporting Unit and Timing of Revenue Recognition (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Total net sales | $ 258.9 | $ 290.6 | $ 488.5 | $ 545.8 |
U.S. | ||||
Total net sales | 223.2 | 242.5 | 426 | 455.6 |
International | ||||
Total net sales | 35.7 | 48.1 | 62.5 | 90.2 |
Point in time | ||||
Total net sales | 212.1 | 248.3 | 398.7 | 461.8 |
Point in time | U.S. | ||||
Total net sales | 183.5 | 205 | 349 | 380.6 |
Point in time | International | ||||
Total net sales | 28.6 | 43.3 | 49.7 | 81.2 |
Over time | ||||
Total net sales | 46.8 | 42.3 | 89.8 | 84 |
Over time | U.S. | ||||
Total net sales | 39.7 | 37.5 | 77 | 75 |
Over time | International | ||||
Total net sales | 7.1 | 4.8 | 12.8 | 9 |
Capital Markets | U.S. | ||||
Total net sales | 128.3 | 144.6 | 238 | 262.1 |
Capital Markets | Point in time | U.S. | ||||
Total net sales | 102.6 | 120.5 | 187.6 | 214 |
Capital Markets | Over time | U.S. | ||||
Total net sales | 25.7 | 24.1 | 50.4 | 48.1 |
Investment Markets | U.S. | ||||
Total net sales | 94.9 | 91.5 | 188 | 181 |
Investment Markets | Point in time | U.S. | ||||
Total net sales | 80.9 | 78.1 | 161.4 | 154.1 |
Investment Markets | Over time | U.S. | ||||
Total net sales | $ 14 | 13.4 | $ 26.6 | 26.9 |
Language Solutions | U.S. | ||||
Total net sales | 6.4 | 12.5 | ||
Language Solutions | Point in time | U.S. | ||||
Total net sales | 6.4 | 12.5 | ||
Language Solutions | Over time | U.S. | ||||
Total net sales | $ 0 | $ 0 |
Revenue - Changes in Contract L
Revenue - Changes in Contract Liabilities (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Statement Of Financial Position [Abstract] | ||
Balance beginning | $ 12 | $ 14.2 |
Deferral of revenue | 25.1 | 22.8 |
Revenue recognized | (25.2) | (23.8) |
Reclassified to liabilities held for sale | (1.7) | |
Balance ending | $ 11.9 | $ 11.5 |
Acquisitions and Dispositions -
Acquisitions and Dispositions - Additional Information (Details) - USD ($) | Dec. 18, 2018 | Jul. 22, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2018 | Dec. 17, 2018 |
Discontinued Operations, Disposed of by Sale | Language Solutions | ||||||||
Acquisitions And Dispositions [Line Items] | ||||||||
Proceeds from disposition | $ 77,500,000 | |||||||
Other Operating Income (Loss) | Discontinued Operations, Disposed of by Sale | Language Solutions | ||||||||
Acquisitions And Dispositions [Line Items] | ||||||||
Gain (loss) on sale of business | $ (2,800,000) | $ (2,800,000) | $ 53,800,000 | |||||
eBrevia | ||||||||
Acquisitions And Dispositions [Line Items] | ||||||||
Percentage of investment held in prior to acquisition | 12.80% | |||||||
Business consideration including contingent consideration | 23,300,000 | |||||||
Payments to acquire business, net of cash acquired | 200,000 | |||||||
Payable for initial consideration of business acquisition excluding contingent consideration and amount held in escrow | $ 1,800,000 | 1,800,000 | ||||||
Fair value of investment held in prior to acquisition | 3,300,000 | 3,300,000 | ||||||
Maximum additional contingent consideration | 3,500,000 | |||||||
Estimated fair value of contingent consideration | 800,000 | 800,000 | 800,000 | |||||
Acquisition related expenses | $ 0 | $ 300,000 | $ 0 | $ 500,000 | ||||
Tax deductible goodwill | $ 0 | |||||||
eBrevia | Investment and Other Income | ||||||||
Acquisitions And Dispositions [Line Items] | ||||||||
Recognition of gain in previously held investment | $ 1,800,000 |
Acquisitions and Dispositions_2
Acquisitions and Dispositions - Schedule of Preliminary Purchase Price Allocation for Acquisition (Details) - USD ($) $ in Millions | Dec. 18, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2018 |
Acquisitions And Dispositions [Line Items] | ||||
Goodwill | $ 450.3 | $ 450 | ||
Net cash paid | 2.6 | $ 0 | ||
eBrevia | ||||
Acquisitions And Dispositions [Line Items] | ||||
Accounts receivable | $ 0.3 | |||
Goodwill | 12.9 | |||
Accounts payable and accrued liabilities | (0.4) | |||
Deferred taxes-net | (1.7) | |||
Total purchase price-net of cash acquired | 23.3 | |||
Less: fair value of the Company's previously held investment in eBrevia | (3.3) | (3.3) | ||
Less: fair value of contingent consideration | (0.8) | $ (0.8) | ||
Less: payable for initial consideration | (1.8) | $ (1.8) | ||
Less: amounts held in escrow and liabilities assumed | (2.2) | |||
Net cash paid | 15.2 | |||
eBrevia | Other Intangible Assets | ||||
Acquisitions And Dispositions [Line Items] | ||||
Intangible assets | 11.4 | |||
eBrevia | Software | ||||
Acquisitions And Dispositions [Line Items] | ||||
Intangible assets | $ 0.8 |
Inventories - Components of Inv
Inventories - Components of Inventories (Details) - USD ($) $ in Millions | Jun. 30, 2019 | Dec. 31, 2018 |
Inventory Net [Abstract] | ||
Raw materials and manufacturing supplies | $ 4.1 | $ 4 |
Work in process | 8.9 | 8.1 |
Total | $ 13 | $ 12.1 |
Property, Plant and Equipment -
Property, Plant and Equipment - Components of Company's Property, Plant and Equipment (Details) - USD ($) $ in Millions | Jun. 30, 2019 | Dec. 31, 2018 |
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 160.6 | $ 152.5 |
Less: Accumulated depreciation | (123.6) | (120.3) |
Total | 37 | 32.2 |
Land | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | 10 | 10 |
Buildings | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | 37.7 | 36.2 |
Machinery and Equipment | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 112.9 | $ 106.3 |
Property, Plant and Equipment_2
Property, Plant and Equipment - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Property Plant And Equipment [Abstract] | ||||
Depreciation expense | $ 1.8 | $ 1.9 | $ 3.3 | $ 3.8 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets - Schedule of Changes in the Carrying Amount of Goodwill by Segment (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2019USD ($) | |
Goodwill [Line Items] | |
Goodwill net book value, beginning balance | $ 450 |
Purchase accounting adjustments | 0.1 |
Foreign exchange and other adjustments | 0.2 |
Goodwill net book value, ending balance | 450.3 |
U.S. | |
Goodwill [Line Items] | |
Goodwill net book value, beginning balance | 438.5 |
Purchase accounting adjustments | 0.1 |
Foreign exchange and other adjustments | 0 |
Goodwill net book value, ending balance | 438.6 |
International | |
Goodwill [Line Items] | |
Goodwill net book value, beginning balance | 11.5 |
Purchase accounting adjustments | 0 |
Foreign exchange and other adjustments | 0.2 |
Goodwill net book value, ending balance | $ 11.7 |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets - Components of Other Intangible Assets (Detail) - USD ($) $ in Millions | Jun. 30, 2019 | Dec. 31, 2018 |
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 153.5 | $ 153.2 |
Accumulated Amortization | (123.5) | (116) |
Net Book Value | 30 | 37.2 |
Customer Relationships | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 149.6 | 149.3 |
Accumulated Amortization | (120.5) | (113.1) |
Net Book Value | 29.1 | 36.2 |
Trade Names | ||
Finite Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 3.9 | 3.9 |
Accumulated Amortization | (3) | (2.9) |
Net Book Value | $ 0.9 | $ 1 |
Goodwill and Other Intangible_5
Goodwill and Other Intangible Assets - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Goodwill And Intangible Assets Disclosure [Abstract] | ||||
Amortization expense for other intangible assets | $ 3.6 | $ 3.5 | $ 7.3 | $ 6.9 |
Goodwill and Other Intangible_6
Goodwill and Other Intangible Assets - Schedule of Estimated Annual Amortization Expense Related to Other Intangible Assets (Detail) $ in Millions | Jun. 30, 2019USD ($) |
Goodwill And Intangible Assets Disclosure [Abstract] | |
2019 | $ 14.6 |
2020 | 13 |
2021 | 0.9 |
2022 | 0.9 |
2023 | 0.9 |
2024 and thereafter | 7 |
Total | $ 37.3 |
Leases - Additional Information
Leases - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2018 | Jun. 30, 2018 | Jun. 30, 2019 | Jan. 01, 2019 | Dec. 31, 2018 | |
Lessee Lease Description [Line Items] | |||||
Operating lease, liability | $ 85.3 | ||||
Operating lease, right-of-use asset | $ 84.4 | $ 0 | |||
Rent expense | $ 6.2 | $ 12.6 | |||
ASU 2016-02 | |||||
Lessee Lease Description [Line Items] | |||||
Operating lease, liability | $ 101.6 | ||||
Operating lease, right-of-use asset | $ 100.8 |
Leases - Summary of Components
Leases - Summary of Components of Lease Expense (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended |
Jun. 30, 2019 | Jun. 30, 2019 | |
Leases [Abstract] | ||
Operating lease expense | $ 6.4 | $ 13.2 |
Sublease income | (1.7) | (2.5) |
Net lease expense | $ 4.7 | $ 10.7 |
Leases - Summary of Other Infor
Leases - Summary of Other Information Related to Operating Leases (Detail) $ in Millions | 6 Months Ended |
Jun. 30, 2019USD ($) | |
Leases [Abstract] | |
Weighted average remaining lease term | 4 years 9 months 18 days |
Weighted average discount rate | 4.60% |
Cash paid related to lease liabilities | $ 13.7 |
Non-cash disclosure: | |
Increase in lease liabilities due to new ROU assets | 2.3 |
Decrease in lease liabilities due to lease modifications and remeasurements | $ (7.6) |
Leases - Summary of Maturities
Leases - Summary of Maturities of Lease Liabilities for Operating Leases (Detail) $ in Millions | Jun. 30, 2019USD ($) | |
Leases [Abstract] | ||
2019 | $ 13.8 | [1] |
2020 | 23.7 | |
2021 | 18.6 | |
2022 | 14.2 | |
2023 | 10 | |
2024 and thereafter | 16.4 | |
Total lease payments | 96.7 | |
Less: Interest | (11.4) | |
Present value of lease liabilities | $ 85.3 | |
[1] | (a) Excluding payments for the six months ended June 30, 2019 |
Leases - Summary of Maturitie_2
Leases - Summary of Maturities of Lease Liabilities for Operating Leases (Detail1) - USD ($) $ in Millions | Jun. 30, 2019 | Dec. 31, 2018 |
Leases [Abstract] | ||
Accrued liabilities | $ 22.5 | |
Operating lease liabilities, balance sheet line item | us-gaap:AccruedLiabilitiesCurrent | |
Noncurrent lease liabilities | $ 62.8 | $ 0 |
Present value of lease liabilities | $ 85.3 |
Leases - Summary of Future Mini
Leases - Summary of Future Minimum Rental Commitments Under Non-cancellable Operating Leases (Detail) $ in Millions | Dec. 31, 2018USD ($) |
Leases [Abstract] | |
2019 | $ 26.4 |
2020 | 22.6 |
2021 | 16.6 |
2022 | 10.9 |
2023 | 8.7 |
2024 and thereafter | 16.3 |
Total | $ 101.5 |
Restructuring, Impairment and_3
Restructuring, Impairment and Other Charges - Schedule of Restructuring, Impairment and Other Charges Recognized in Results of Operations (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Restructuring Cost And Reserve [Line Items] | ||||
Employee Terminations | $ 3.8 | $ 2.4 | $ 5.8 | $ 2.5 |
Other Restructuring Costs | 0.2 | 0.7 | ||
Total Restructuring Charges | 3.8 | 2.6 | 5.8 | 3.2 |
Other Charges | 0.1 | 0.1 | ||
Total | 3.8 | 2.6 | 5.9 | 3.3 |
U.S. | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Employee Terminations | 2.7 | 0.4 | 3.2 | 0.5 |
Other Restructuring Costs | 0.2 | 0.7 | ||
Total Restructuring Charges | 2.7 | 0.6 | 3.2 | 1.2 |
Other Charges | 0.1 | 0.1 | ||
Total | 2.7 | 0.6 | 3.3 | 1.3 |
International | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Employee Terminations | 0.4 | 1.9 | 1 | 1.8 |
Other Restructuring Costs | 0 | 0 | ||
Total Restructuring Charges | 0.4 | 1.9 | 1 | 1.8 |
Other Charges | 0 | 0 | ||
Total | 0.4 | 1.9 | 1 | 1.8 |
Corporate | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Employee Terminations | 0.7 | 0.1 | 1.6 | 0.2 |
Other Restructuring Costs | 0 | 0 | ||
Total Restructuring Charges | 0.7 | 0.1 | 1.6 | 0.2 |
Other Charges | 0 | 0 | ||
Total | $ 0.7 | $ 0.1 | $ 1.6 | $ 0.2 |
Restructuring, Impairment and_4
Restructuring, Impairment and Other Charges - Additional Information (Details) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019USD ($)Employee | Jun. 30, 2018USD ($)Employee | Jun. 30, 2019USD ($)Employee | Jun. 30, 2018USD ($)Employee | |
Restructuring And Related Activities [Abstract] | ||||
Employee termination costs | $ 3.8 | $ 2.4 | $ 5.8 | $ 2.5 |
Number of employees used to determine employee termination costs | Employee | 164 | 47 | 164 | 47 |
Other charges | $ 0.1 | $ 0.1 | ||
Other restructuring charges | $ 0.2 | $ 0.7 |
Restructuring, Impairment and_5
Restructuring, Impairment and Other Charges - Schedule of Changes in the Restructuring Reserve (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2019USD ($) | |
Restructuring Cost And Reserve [Line Items] | |
Balance at the beginning | $ 1.7 |
Restructuring Charges | 5.9 |
Reversals | (0.1) |
Cash Paid | (3.3) |
Balance at the end | 3.1 |
ASU 2016-02 | |
Restructuring Cost And Reserve [Line Items] | |
Adoption of ASU 2016-02 | (1.1) |
Employee terminations | |
Restructuring Cost And Reserve [Line Items] | |
Balance at the beginning | 0.4 |
Restructuring Charges | 5.9 |
Reversals | (0.1) |
Cash Paid | (3.3) |
Balance at the end | 2.9 |
Employee terminations | ASU 2016-02 | |
Restructuring Cost And Reserve [Line Items] | |
Adoption of ASU 2016-02 | 0 |
Lease terminations | |
Restructuring Cost And Reserve [Line Items] | |
Balance at the beginning | 1.1 |
Restructuring Charges | 0 |
Reversals | 0 |
Cash Paid | 0 |
Balance at the end | 0 |
Lease terminations | ASU 2016-02 | |
Restructuring Cost And Reserve [Line Items] | |
Adoption of ASU 2016-02 | (1.1) |
Other | |
Restructuring Cost And Reserve [Line Items] | |
Balance at the beginning | 0.2 |
Restructuring Charges | 0 |
Reversals | 0 |
Cash Paid | 0 |
Balance at the end | 0.2 |
Other | ASU 2016-02 | |
Restructuring Cost And Reserve [Line Items] | |
Adoption of ASU 2016-02 | $ 0 |
Restructuring, Impairment and_6
Restructuring, Impairment and Other Charges - Restructuring Reserve - Additional Information (Details) $ in Millions | Jun. 30, 2019USD ($) |
Accrued Liabilities | |
Restructuring Cost And Reserve [Line Items] | |
Current restructuring reserve (included in accrued liabilities) | $ 3 |
Contract Termination | Other Noncurrent Liabilities | |
Restructuring Cost And Reserve [Line Items] | |
Noncurrent restructuring reserve (included in other noncurrent liabilities) | $ 0.1 |
Retirement Plans - Components o
Retirement Plans - Components of Estimated Net Pension Plan Income (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Pension expense (income) | ||||
Net pension income | $ (1) | $ (1.6) | ||
Pension Plan | ||||
Pension expense (income) | ||||
Interest cost | $ 2.7 | $ 2.5 | 5.5 | 5.1 |
Expected return on assets | (3.7) | (4) | (7.4) | (8) |
Amortization, net | 0.5 | 0.7 | 0.9 | 1.3 |
Net pension income | $ (0.5) | $ (0.8) | $ (1) | $ (1.6) |
Earnings per Share - Additional
Earnings per Share - Additional Information (Detail) - 2016 PIP - shares | May 30, 2019 | Jun. 30, 2019 |
Earnings Per Share Basic And Diluted [Line Items] | ||
Additional shares of common stock authorized for issuance | 3,400,000 | |
Shares authorized and available for grant | 3,100,000 |
Earnings per Share - Reconcilia
Earnings per Share - Reconciliation of Numerator and Denominator of Basic and Diluted Earnings per Share Calculation and Anti-dilutive Share-based Awards (Detail) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Earnings Per Share Basic And Diluted [Line Items] | ||||
Basic | $ 0.51 | $ 0.56 | $ 0.47 | $ 0.79 |
Diluted | $ 0.51 | $ 0.56 | $ 0.47 | $ 0.78 |
Net earnings (loss) | $ 17.3 | $ 18.9 | $ 15.9 | $ 26.6 |
Weighted average number of common shares outstanding | 34.1 | 33.8 | 34 | 33.7 |
Dilutive awards | 0.1 | 0.2 | 0.1 | 0.2 |
Diluted weighted average number of common shares outstanding | 34.2 | 34 | 34.1 | 33.9 |
Total weighted average number of anti-dilutive share-based awards | 1.1 | 0.8 | 1.2 | 1 |
Restricted stock units | ||||
Earnings Per Share Basic And Diluted [Line Items] | ||||
Total weighted average number of anti-dilutive share-based awards | 0.3 | 0.2 | 0.4 | 0.4 |
Stock options | ||||
Earnings Per Share Basic And Diluted [Line Items] | ||||
Total weighted average number of anti-dilutive share-based awards | 0.8 | 0.6 | 0.8 | 0.6 |
Comprehensive Income - Schedule
Comprehensive Income - Schedule of Components of Other Comprehensive Income and Income Tax Expense Allocated to Each Component (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
Other comprehensive (loss) income, Before Tax Amount | $ 0.9 | $ (2.7) | $ 3.7 | $ (1.4) |
Other comprehensive (loss) income, Income Tax Expense | 0.1 | 0.2 | 0.3 | 0.3 |
Other comprehensive income (loss), net of tax | 0.8 | (2.9) | 3.4 | (1.7) |
Translation adjustments | ||||
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
Other comprehensive (loss) income, Before Tax Amount | 0.5 | (3.4) | 2.7 | (2.7) |
Other comprehensive (loss) income, Income Tax Expense | 0 | 0 | 0 | 0 |
Other comprehensive income (loss), net of tax | 0.5 | (3.4) | 2.7 | (2.7) |
Adjustment for Net Periodic Pension Plan and Other Postretirement Benefits Plan Cost | ||||
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
Other comprehensive (loss) income, Before Tax Amount | 0.4 | 0.7 | 1 | 1.3 |
Other comprehensive (loss) income, Income Tax Expense | 0.1 | 0.2 | 0.3 | 0.3 |
Other comprehensive income (loss), net of tax | $ 0.3 | $ 0.5 | $ 0.7 | $ 1 |
Comprehensive Income - Schedu_2
Comprehensive Income - Schedule of Changes in Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Accumulated Other Comprehensive Income Loss [Line Items] | ||
Balance | $ 226 | $ 149.4 |
Balance | 249.1 | 180.8 |
Pension and Other Postretirement Benefits Plan Cost | ||
Accumulated Other Comprehensive Income Loss [Line Items] | ||
Balance | (66) | (52.9) |
Other comprehensive income before reclassifications | 0.1 | 0 |
Amounts reclassified from accumulated other comprehensive loss | 0.6 | 1 |
Net change in accumulated other comprehensive loss | 0.7 | 1 |
Balance | (65.3) | (51.9) |
Translation adjustments | ||
Accumulated Other Comprehensive Income Loss [Line Items] | ||
Balance | (16.7) | (11.7) |
Other comprehensive income before reclassifications | 2.7 | (2.7) |
Amounts reclassified from accumulated other comprehensive loss | 0 | 0 |
Net change in accumulated other comprehensive loss | 2.7 | (2.7) |
Balance | (14) | (14.4) |
Accumulated Other Comprehensive Loss | ||
Accumulated Other Comprehensive Income Loss [Line Items] | ||
Balance | (82.7) | (64.6) |
Other comprehensive income before reclassifications | 2.8 | (2.7) |
Amounts reclassified from accumulated other comprehensive loss | 0.6 | 1 |
Net change in accumulated other comprehensive loss | 3.4 | (1.7) |
Balance | $ (79.3) | $ (66.3) |
Comprehensive Income - Reclassi
Comprehensive Income - Reclassifications from Accumulated Other Comprehensive Loss Amortization of Pension Plan Cost (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | ||
Accumulated Defined Benefit Plans Adjustment, Net Actuarial loss | |||||
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items] | |||||
Amortization of pension and other postretirement benefits plan cost: Reclassifications before tax | [1] | $ 0.5 | $ 0.7 | $ 0.9 | $ 1.3 |
Pension and Other Postretirement Benefits Plan Cost | |||||
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items] | |||||
Amortization of pension and other postretirement benefits plan cost: Reclassifications before tax | 0.5 | 0.7 | 0.9 | 1.3 | |
Income tax expense | 0.2 | 0.2 | 0.3 | 0.3 | |
Reclassifications, net of tax | $ 0.3 | $ 0.5 | $ 0.6 | $ 1 | |
[1] | (a) This accumulated other comprehensive loss component is included in the calculation of net periodic pension and other postretirement benefits plan income recognized in investment and other income in the unaudited condensed consolidated statements of operations (see Note 9, Retirement Plans |
Segment Information - Schedule
Segment Information - Schedule of Segment Reporting Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2018 | |
Segment Reporting Information [Line Items] | |||||
Total net sales | $ 258.9 | $ 290.6 | $ 488.5 | $ 545.8 | |
Income (Loss) from Operations | 33.4 | 36.2 | 40 | 55.6 | |
Depreciation and amortization | 12 | 11.1 | 24.1 | 21.5 | |
Capital Expenditures | 11.1 | 9.2 | 26.2 | 15.6 | |
Assets of Operations | 1,009.1 | 929.2 | 1,009.1 | 929.2 | $ 868.7 |
Total Operating Segments | |||||
Segment Reporting Information [Line Items] | |||||
Total net sales | 261.4 | 294.7 | 493.6 | 552 | |
Income (Loss) from Operations | 42 | 48.5 | 60 | 77.4 | |
Depreciation and amortization | 11.9 | 10.9 | 23.8 | 21.2 | |
Capital Expenditures | 10.8 | 9.1 | 25.8 | 15.3 | |
Assets of Operations | 901.4 | 829.4 | 901.4 | 829.4 | |
Intersegment Sales | |||||
Segment Reporting Information [Line Items] | |||||
Total net sales | (2.5) | (4.1) | (5.1) | (6.2) | |
Corporate | |||||
Segment Reporting Information [Line Items] | |||||
Income (Loss) from Operations | (8.6) | (12.3) | (20) | (21.8) | |
Depreciation and amortization | 0.1 | 0.2 | 0.3 | 0.3 | |
Capital Expenditures | 0.3 | 0.1 | 0.4 | 0.3 | |
Assets of Operations | 107.7 | 99.8 | 107.7 | 99.8 | |
U.S. | |||||
Segment Reporting Information [Line Items] | |||||
Total net sales | 223.2 | 242.5 | 426 | 455.6 | |
U.S. | Total Operating Segments | |||||
Segment Reporting Information [Line Items] | |||||
Total net sales | 225.2 | 246.2 | 430.1 | 460.8 | |
Income (Loss) from Operations | 40.4 | 46.9 | 61.7 | 73.3 | |
Depreciation and amortization | 10.1 | 9.5 | 20.4 | 18.4 | |
Capital Expenditures | 10.7 | 8.3 | 25.7 | 14.4 | |
Assets of Operations | 805.7 | 726.5 | 805.7 | 726.5 | |
U.S. | Intersegment Sales | |||||
Segment Reporting Information [Line Items] | |||||
Total net sales | (2) | (3.7) | (4.1) | (5.2) | |
International | |||||
Segment Reporting Information [Line Items] | |||||
Total net sales | 35.7 | 48.1 | 62.5 | 90.2 | |
International | Total Operating Segments | |||||
Segment Reporting Information [Line Items] | |||||
Total net sales | 36.2 | 48.5 | 63.5 | 91.2 | |
Income (Loss) from Operations | 1.6 | 1.6 | (1.7) | 4.1 | |
Depreciation and amortization | 1.8 | 1.4 | 3.4 | 2.8 | |
Capital Expenditures | 0.1 | 0.8 | 0.1 | 0.9 | |
Assets of Operations | 95.7 | 102.9 | 95.7 | 102.9 | |
International | Intersegment Sales | |||||
Segment Reporting Information [Line Items] | |||||
Total net sales | $ (0.5) | $ (0.4) | $ (1) | $ (1) |
Debt - Schedule of the Company'
Debt - Schedule of the Company's Debt (Details) - USD ($) $ in Millions | Jun. 30, 2019 | Dec. 31, 2018 |
Debt Instrument [Line Items] | ||
Unamortized debt issuance costs | $ (7.8) | $ (8.6) |
Total debt | 419.1 | 362.7 |
Less: current portion | 0 | 0 |
Long-term debt | 419.1 | 362.7 |
8.25% Senior Notes Due October 15, 2024 | ||
Debt Instrument [Line Items] | ||
Senior Unsecured notes | 300 | 300 |
Senior Secured Term Loan B Facility | ||
Debt Instrument [Line Items] | ||
Credit facility | 71.4 | 71.3 |
Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Credit facility | $ 55.5 | $ 0 |
Debt - Schedule of the Compan_2
Debt - Schedule of the Company's Debt (Parenthetical) (Details) - 8.25% Senior Notes Due October 15, 2024 | 6 Months Ended | 12 Months Ended |
Jun. 30, 2019 | Dec. 31, 2018 | |
Debt Instrument [Line Items] | ||
Interest rate, stated percentage | 8.25% | 8.25% |
Maturity date | Oct. 15, 2024 | Oct. 15, 2024 |
Debt - Additional Information (
Debt - Additional Information (Details) - USD ($) | Dec. 18, 2018 | Dec. 17, 2018 | Jun. 30, 2019 | Dec. 31, 2018 | Jun. 30, 2018 |
Senior Secured Term Loan B Facility | |||||
Debt Instrument [Line Items] | |||||
Credit facility | $ 350,000,000 | ||||
Borrowings | 71,400,000 | $ 71,300,000 | |||
Revolving Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Credit facility | 300,000,000 | ||||
Borrowings | $ 55,500,000 | 0 | |||
Weighted average interest rate on borrowings | 5.00% | 4.50% | |||
Credit Agreement | |||||
Debt Instrument [Line Items] | |||||
Allowable annual dividend payment under credit agreement | $ 20,000,000 | ||||
8.25% Senior Notes Due October 15, 2024 | |||||
Debt Instrument [Line Items] | |||||
Fair value of senior notes | $ 311,100,000 | $ 298,100,000 | |||
Second Amended Credit Agreement | Revolving Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, extended maturity date | Dec. 18, 2023 | ||||
Debt instrument, allowable annual dividend | $ 20,000,000 | $ 15,000,000 |
Guarantor Financial Informati_3
Guarantor Financial Information - Additional Information (Details) | Jun. 30, 2019 |
Donnelley Financial, LLC and DFS International Holding, Inc | |
Condensed Income Statements Captions [Line Items] | |
Percentage of ownership in directly owned subsidiaries | 100.00% |
Guarantor Financial Informati_4
Guarantor Financial Information - Condensed Consolidating Statements of Operations (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Condensed Income Statements Captions [Line Items] | ||||
Total net sales | $ 258.9 | $ 290.6 | $ 488.5 | $ 545.8 |
Services cost of sales (exclusive of depreciation and amortization) | 75.6 | 92 | 151 | 177.9 |
Products cost of sales (exclusive of depreciation and amortization) | 73.4 | 73.6 | 151.9 | 146.3 |
Total cost of sales | 149 | 165.6 | 302.9 | 324.2 |
Selling, general and administrative expenses (exclusive of depreciation and amortization) | 57.9 | 75.1 | 112.8 | 141.2 |
Restructuring, impairment and other charges-net | 3.8 | 2.6 | 5.9 | 3.3 |
Depreciation and amortization | 12 | 11.1 | 24.1 | 21.5 |
Other operating loss | 2.8 | 0 | 2.8 | 0 |
Income from operations | 33.4 | 36.2 | 40 | 55.6 |
Interest expense (income)-net | 9.1 | 9.8 | 18 | 18.8 |
Intercompany interest (income) expense-net | 0 | 0 | 0 | 0 |
Investment and other income-net | (0.5) | (0.8) | (1.1) | (1.6) |
(Loss) earnings before income taxes and equity in net income of subsidiaries | 24.8 | 27.2 | 23.1 | 38.4 |
Income tax (benefit) expense | 7.5 | 8.3 | 7.2 | 11.8 |
(Loss) earnings before equity in net income of subsidiaries | 17.3 | 18.9 | 15.9 | 26.6 |
Equity in net income of subsidiaries | 0 | 0 | 0 | 0 |
Net earnings | 17.3 | 18.9 | 15.9 | 26.6 |
Comprehensive (loss) income | 18.1 | 16 | 19.3 | 24.9 |
Eliminations | ||||
Condensed Income Statements Captions [Line Items] | ||||
Total net sales | (2.5) | (4.1) | (5.1) | (6.2) |
Services cost of sales (exclusive of depreciation and amortization) | (1.4) | (2.1) | (2.7) | (3.3) |
Products cost of sales (exclusive of depreciation and amortization) | (1.1) | (2) | (2.4) | (2.9) |
Total cost of sales | (2.5) | (4.1) | (5.1) | (6.2) |
Selling, general and administrative expenses (exclusive of depreciation and amortization) | 0 | 0 | 0 | 0 |
Restructuring, impairment and other charges-net | 0 | 0 | 0 | 0 |
Depreciation and amortization | 0 | 0 | 0 | 0 |
Other operating loss | 0 | 0 | ||
Income from operations | 0 | 0 | 0 | 0 |
Interest expense (income)-net | 0 | 0 | 0 | 0 |
Intercompany interest (income) expense-net | 0 | 0 | 0 | 0 |
Investment and other income-net | 0 | 0 | 0 | 0 |
(Loss) earnings before income taxes and equity in net income of subsidiaries | 0 | 0 | 0 | 0 |
Income tax (benefit) expense | 0 | 0 | 0 | 0 |
(Loss) earnings before equity in net income of subsidiaries | 0 | 0 | 0 | 0 |
Equity in net income of subsidiaries | (20.8) | (22.6) | (19.7) | (33.8) |
Net earnings | (20.8) | (22.6) | (19.7) | (33.8) |
Comprehensive (loss) income | (22.2) | (16.1) | (25.8) | (29.3) |
Parent | ||||
Condensed Income Statements Captions [Line Items] | ||||
Total net sales | 0 | 0 | 0 | 0 |
Services cost of sales (exclusive of depreciation and amortization) | 0 | 0 | 0 | 0 |
Products cost of sales (exclusive of depreciation and amortization) | 0 | 0 | 0 | 0 |
Total cost of sales | 0 | 0 | 0 | 0 |
Selling, general and administrative expenses (exclusive of depreciation and amortization) | 0 | 0 | 0 | 0 |
Restructuring, impairment and other charges-net | 0 | 0 | 0 | 0 |
Depreciation and amortization | 0 | 0 | 0 | 0 |
Other operating loss | 0 | 0 | ||
Income from operations | 0 | 0 | 0 | 0 |
Interest expense (income)-net | 9.4 | 10.1 | 18.6 | 19.3 |
Intercompany interest (income) expense-net | (5.7) | (6.7) | (11.5) | (13.3) |
Investment and other income-net | 0 | 0 | 0 | 0 |
(Loss) earnings before income taxes and equity in net income of subsidiaries | (3.7) | (3.4) | (7.1) | (6) |
Income tax (benefit) expense | (1.6) | (1) | (2.2) | (1.8) |
(Loss) earnings before equity in net income of subsidiaries | (2.1) | (2.4) | (4.9) | (4.2) |
Equity in net income of subsidiaries | 19.4 | 21.3 | 20.8 | 30.8 |
Net earnings | 17.3 | 18.9 | 15.9 | 26.6 |
Comprehensive (loss) income | 18.1 | 16 | 19.3 | 24.9 |
Guarantor Subsidiaries | ||||
Condensed Income Statements Captions [Line Items] | ||||
Total net sales | 225.2 | 246.2 | 430.1 | 460.8 |
Services cost of sales (exclusive of depreciation and amortization) | 58.9 | 69 | 121.5 | 136.5 |
Products cost of sales (exclusive of depreciation and amortization) | 68.6 | 67.8 | 141.7 | 132.9 |
Total cost of sales | 127.5 | 136.8 | 263.2 | 269.4 |
Selling, general and administrative expenses (exclusive of depreciation and amortization) | 50.8 | 64.4 | 98 | 119.7 |
Restructuring, impairment and other charges-net | 3.4 | 0.7 | 4.9 | 1.5 |
Depreciation and amortization | 10.2 | 9.7 | 20.7 | 18.7 |
Other operating loss | 1.2 | 1.2 | ||
Income from operations | 32.1 | 34.6 | 42.1 | 51.5 |
Interest expense (income)-net | (0.1) | (0.1) | (0.1) | (0.3) |
Intercompany interest (income) expense-net | 5.7 | 6.7 | 11.5 | 13.3 |
Investment and other income-net | (0.5) | (0.8) | (1.1) | (1.6) |
(Loss) earnings before income taxes and equity in net income of subsidiaries | 27 | 28.8 | 31.8 | 40.1 |
Income tax (benefit) expense | 9 | 8.8 | 9.9 | 12.3 |
(Loss) earnings before equity in net income of subsidiaries | 18 | 20 | 21.9 | 27.8 |
Equity in net income of subsidiaries | 1.4 | 1.3 | (1.1) | 3 |
Net earnings | 19.4 | 21.3 | 20.8 | 30.8 |
Comprehensive (loss) income | 20.3 | 18.3 | 24.2 | 29.1 |
Non-guarantor Subsidiaries | ||||
Condensed Income Statements Captions [Line Items] | ||||
Total net sales | 36.2 | 48.5 | 63.5 | 91.2 |
Services cost of sales (exclusive of depreciation and amortization) | 18.1 | 25.1 | 32.2 | 44.7 |
Products cost of sales (exclusive of depreciation and amortization) | 5.9 | 7.8 | 12.6 | 16.3 |
Total cost of sales | 24 | 32.9 | 44.8 | 61 |
Selling, general and administrative expenses (exclusive of depreciation and amortization) | 7.1 | 10.7 | 14.8 | 21.5 |
Restructuring, impairment and other charges-net | 0.4 | 1.9 | 1 | 1.8 |
Depreciation and amortization | 1.8 | 1.4 | 3.4 | 2.8 |
Other operating loss | 1.6 | 1.6 | ||
Income from operations | 1.3 | 1.6 | (2.1) | 4.1 |
Interest expense (income)-net | (0.2) | (0.2) | (0.5) | (0.2) |
Intercompany interest (income) expense-net | 0 | 0 | 0 | 0 |
Investment and other income-net | 0 | 0 | 0 | 0 |
(Loss) earnings before income taxes and equity in net income of subsidiaries | 1.5 | 1.8 | (1.6) | 4.3 |
Income tax (benefit) expense | 0.1 | 0.5 | (0.5) | 1.3 |
(Loss) earnings before equity in net income of subsidiaries | 1.4 | 1.3 | (1.1) | 3 |
Equity in net income of subsidiaries | 0 | 0 | 0 | 0 |
Net earnings | 1.4 | 1.3 | (1.1) | 3 |
Comprehensive (loss) income | 1.9 | (2.2) | 1.6 | 0.2 |
Services Net Sales | ||||
Condensed Income Statements Captions [Line Items] | ||||
Total net sales | 161.2 | 187.9 | 289.1 | 347.4 |
Services Net Sales | Eliminations | ||||
Condensed Income Statements Captions [Line Items] | ||||
Total net sales | (1.6) | (2.6) | (3.1) | (3.9) |
Services Net Sales | Parent | ||||
Condensed Income Statements Captions [Line Items] | ||||
Total net sales | 0 | 0 | 0 | 0 |
Services Net Sales | Guarantor Subsidiaries | ||||
Condensed Income Statements Captions [Line Items] | ||||
Total net sales | 136.5 | 153.4 | 246.3 | 282.1 |
Services Net Sales | Non-guarantor Subsidiaries | ||||
Condensed Income Statements Captions [Line Items] | ||||
Total net sales | 26.3 | 37.1 | 45.9 | 69.2 |
Products Net Sales | ||||
Condensed Income Statements Captions [Line Items] | ||||
Total net sales | 97.7 | 102.7 | 199.4 | 198.4 |
Products Net Sales | Eliminations | ||||
Condensed Income Statements Captions [Line Items] | ||||
Total net sales | (0.9) | (1.5) | (2) | (2.3) |
Products Net Sales | Parent | ||||
Condensed Income Statements Captions [Line Items] | ||||
Total net sales | 0 | 0 | 0 | 0 |
Products Net Sales | Guarantor Subsidiaries | ||||
Condensed Income Statements Captions [Line Items] | ||||
Total net sales | 88.7 | 92.8 | 183.8 | 178.7 |
Products Net Sales | Non-guarantor Subsidiaries | ||||
Condensed Income Statements Captions [Line Items] | ||||
Total net sales | $ 9.9 | $ 11.4 | $ 17.6 | $ 22 |
Guarantor Financial Informati_5
Guarantor Financial Information - Condensed Consolidating Balance Sheet (Details) - USD ($) $ in Millions | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 |
ASSETS | ||||||
Cash and cash equivalents | $ 9.5 | $ 47.3 | $ 11.8 | $ 52 | ||
Receivables, less allowances | 260.7 | 172.9 | ||||
Intercompany receivables | 0 | 0 | ||||
Intercompany short-term note receivable-net | 0 | 0 | ||||
Inventories | 13 | 12.1 | ||||
Prepaid expenses and other current assets | 17.7 | 16.7 | ||||
Total current assets | 300.9 | 249 | ||||
Property, plant and equipment-net | 37 | 32.2 | ||||
Right-of-use assets | 84.4 | 0 | ||||
Software-net | 51.6 | 47.8 | ||||
Goodwill | 450.3 | 450 | ||||
Other intangible assets-net | 30 | 37.2 | ||||
Deferred income taxes | 14.3 | 9.7 | ||||
Intercompany long-term note receivable | 0 | 0 | ||||
Other noncurrent assets | 40.6 | 42.8 | ||||
Investments in consolidated subsidiaries | 0 | 0 | ||||
Total assets | 1,009.1 | 868.7 | 929.2 | |||
LIABILITIES AND STOCKHOLDERS' EQUITY | ||||||
Accounts payable | 78 | 72.4 | ||||
Intercompany payables | 0 | 0 | ||||
Intercompany short-term note payable-net | 0 | 0 | ||||
Accrued liabilities | 123.2 | 126 | ||||
Total current liabilities | 201.2 | 198.4 | ||||
Long-term debt | 419.1 | 362.7 | ||||
Intercompany long-term note payable | 0 | 0 | ||||
Deferred compensation liabilities | 19.9 | 19.5 | ||||
Pension and other postretirement benefits plan liabilities | 49 | 51.3 | ||||
Noncurrent lease liabilities | 62.8 | 0 | ||||
Other noncurrent liabilities | 8 | 10.8 | ||||
Total liabilities | 760 | 642.7 | ||||
Total equity | 249.1 | $ 227.5 | 226 | 180.8 | $ 161.6 | 149.4 |
Total liabilities and equity | 1,009.1 | 868.7 | ||||
Eliminations | ||||||
ASSETS | ||||||
Cash and cash equivalents | 0 | 0 | 0 | 0 | ||
Receivables, less allowances | 0 | 0 | ||||
Intercompany receivables | (44.6) | (123.6) | ||||
Intercompany short-term note receivable-net | (7) | (60.5) | ||||
Inventories | 0 | 0 | ||||
Prepaid expenses and other current assets | 0 | 0 | ||||
Total current assets | (51.6) | (184.1) | ||||
Property, plant and equipment-net | 0 | 0 | ||||
Right-of-use assets | 0 | |||||
Software-net | 0 | 0 | ||||
Goodwill | 0 | 0 | ||||
Other intangible assets-net | 0 | 0 | ||||
Deferred income taxes | (1.7) | (29.9) | ||||
Intercompany long-term note receivable | (298) | (298) | ||||
Other noncurrent assets | 0 | 0 | ||||
Investments in consolidated subsidiaries | (472.3) | (551.9) | ||||
Total assets | (823.6) | (1,063.9) | ||||
LIABILITIES AND STOCKHOLDERS' EQUITY | ||||||
Accounts payable | 0 | 0 | ||||
Intercompany payables | (44.6) | (123.6) | ||||
Intercompany short-term note payable-net | (7) | (60.5) | ||||
Accrued liabilities | 0 | 0 | ||||
Total current liabilities | (51.6) | (184.1) | ||||
Long-term debt | 0 | 0 | ||||
Intercompany long-term note payable | (298) | (298) | ||||
Deferred compensation liabilities | 0 | 0 | ||||
Pension and other postretirement benefits plan liabilities | 0 | 0 | ||||
Noncurrent lease liabilities | 0 | |||||
Other noncurrent liabilities | (1.7) | (29.9) | ||||
Total liabilities | (351.3) | (512) | ||||
Total equity | (472.3) | (551.9) | ||||
Total liabilities and equity | (823.6) | (1,063.9) | ||||
Parent | ||||||
ASSETS | ||||||
Cash and cash equivalents | 0.3 | 24.9 | 0 | 8.3 | ||
Receivables, less allowances | 0 | 0 | ||||
Intercompany receivables | 0 | 0 | ||||
Intercompany short-term note receivable-net | 0 | 0 | ||||
Inventories | 0 | 0 | ||||
Prepaid expenses and other current assets | 1.6 | 0 | ||||
Total current assets | 1.9 | 24.9 | ||||
Property, plant and equipment-net | 0 | 0 | ||||
Right-of-use assets | 0 | |||||
Software-net | 0 | 0 | ||||
Goodwill | 0 | 0 | ||||
Other intangible assets-net | 0 | 0 | ||||
Deferred income taxes | 0 | 0 | ||||
Intercompany long-term note receivable | 298 | 298 | ||||
Other noncurrent assets | 3.4 | 3.6 | ||||
Investments in consolidated subsidiaries | 418.2 | 445.9 | ||||
Total assets | 721.5 | 772.4 | ||||
LIABILITIES AND STOCKHOLDERS' EQUITY | ||||||
Accounts payable | 0 | 0 | ||||
Intercompany payables | 40.3 | 120.9 | ||||
Intercompany short-term note payable-net | 7 | 60 | ||||
Accrued liabilities | 3.3 | 0.1 | ||||
Total current liabilities | 50.6 | 181 | ||||
Long-term debt | 419.1 | 362.7 | ||||
Intercompany long-term note payable | 0 | 0 | ||||
Deferred compensation liabilities | 0 | 0 | ||||
Pension and other postretirement benefits plan liabilities | 0 | 0 | ||||
Noncurrent lease liabilities | 0 | |||||
Other noncurrent liabilities | 2.7 | 2.7 | ||||
Total liabilities | 472.4 | 546.4 | ||||
Total equity | 249.1 | 226 | ||||
Total liabilities and equity | 721.5 | 772.4 | ||||
Guarantor Subsidiaries | ||||||
ASSETS | ||||||
Cash and cash equivalents | 3.7 | 5 | 2.3 | 27.9 | ||
Receivables, less allowances | 214.9 | 141.6 | ||||
Intercompany receivables | 44.6 | 123.6 | ||||
Intercompany short-term note receivable-net | 0 | 0 | ||||
Inventories | 10.9 | 10.4 | ||||
Prepaid expenses and other current assets | 12.8 | 13.5 | ||||
Total current assets | 286.9 | 294.1 | ||||
Property, plant and equipment-net | 34.6 | 29.3 | ||||
Right-of-use assets | 69 | |||||
Software-net | 51.6 | 47.8 | ||||
Goodwill | 438.6 | 438.5 | ||||
Other intangible assets-net | 26.5 | 32.6 | ||||
Deferred income taxes | 12.7 | 37.2 | ||||
Intercompany long-term note receivable | 0 | 0 | ||||
Other noncurrent assets | 33.1 | 35.1 | ||||
Investments in consolidated subsidiaries | 54.1 | 106 | ||||
Total assets | 1,007.1 | 1,020.6 | ||||
LIABILITIES AND STOCKHOLDERS' EQUITY | ||||||
Accounts payable | 62.6 | 61 | ||||
Intercompany payables | 0.1 | 0 | ||||
Intercompany short-term note payable-net | 0 | 0.5 | ||||
Accrued liabilities | 101.3 | 109.2 | ||||
Total current liabilities | 164 | 170.7 | ||||
Long-term debt | 0 | 0 | ||||
Intercompany long-term note payable | 298 | 298 | ||||
Deferred compensation liabilities | 19.9 | 19.5 | ||||
Pension and other postretirement benefits plan liabilities | 48 | 50.3 | ||||
Noncurrent lease liabilities | 52.8 | |||||
Other noncurrent liabilities | 6.2 | 36.2 | ||||
Total liabilities | 588.9 | 574.7 | ||||
Total equity | 418.2 | 445.9 | ||||
Total liabilities and equity | 1,007.1 | 1,020.6 | ||||
Non-guarantor Subsidiaries | ||||||
ASSETS | ||||||
Cash and cash equivalents | 5.5 | 17.4 | $ 9.5 | $ 15.8 | ||
Receivables, less allowances | 45.8 | 31.3 | ||||
Intercompany receivables | 0 | 0 | ||||
Intercompany short-term note receivable-net | 7 | 60.5 | ||||
Inventories | 2.1 | 1.7 | ||||
Prepaid expenses and other current assets | 3.3 | 3.2 | ||||
Total current assets | 63.7 | 114.1 | ||||
Property, plant and equipment-net | 2.4 | 2.9 | ||||
Right-of-use assets | 15.4 | |||||
Software-net | 0 | 0 | ||||
Goodwill | 11.7 | 11.5 | ||||
Other intangible assets-net | 3.5 | 4.6 | ||||
Deferred income taxes | 3.3 | 2.4 | ||||
Intercompany long-term note receivable | 0 | 0 | ||||
Other noncurrent assets | 4.1 | 4.1 | ||||
Investments in consolidated subsidiaries | 0 | 0 | ||||
Total assets | 104.1 | 139.6 | ||||
LIABILITIES AND STOCKHOLDERS' EQUITY | ||||||
Accounts payable | 15.4 | 11.4 | ||||
Intercompany payables | 4.2 | 2.7 | ||||
Intercompany short-term note payable-net | 0 | 0 | ||||
Accrued liabilities | 18.6 | 16.7 | ||||
Total current liabilities | 38.2 | 30.8 | ||||
Long-term debt | 0 | 0 | ||||
Intercompany long-term note payable | 0 | 0 | ||||
Deferred compensation liabilities | 0 | 0 | ||||
Pension and other postretirement benefits plan liabilities | 1 | 1 | ||||
Noncurrent lease liabilities | 10 | |||||
Other noncurrent liabilities | 0.8 | 1.8 | ||||
Total liabilities | 50 | 33.6 | ||||
Total equity | 54.1 | 106 | ||||
Total liabilities and equity | $ 104.1 | $ 139.6 |
Guarantor Financial Informati_6
Guarantor Financial Information - Condensed Consolidating Statements of Cash Flows (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
OPERATING ACTIVITIES | ||||
Net cash (used in) provided by operating activities | $ (65.3) | $ (50.2) | ||
INVESTING ACTIVITIES | ||||
Capital expenditures | $ (11.1) | $ (9.2) | (26.2) | (15.6) |
Acquisition of business, net of cash acquired | (2.6) | 0 | ||
Intercompany note receivable, net | 0 | 0 | ||
Other investing activities | 0.1 | 0 | ||
Net cash used in investing activities | (28.7) | (15.6) | ||
FINANCING ACTIVITIES | ||||
Revolving facility borrowings | 337 | 206.5 | ||
Payments on revolving facility borrowings | (281.5) | (179.5) | ||
Intercompany note payable, net | 0 | 0 | ||
Dividends paid to Parent | 0 | |||
Proceeds from the issuance of common stock | 0 | 1.2 | ||
Treasury share repurchases | (1.3) | (0.8) | ||
Other financing activities | 0 | |||
Debt issuance costs | (0.2) | 0 | ||
Net cash provided by financing activities | 54 | 27.4 | ||
Effect of exchange rate on cash and cash equivalents | 2.2 | (1.8) | ||
Net decrease in cash and cash equivalents | (37.8) | (40.2) | ||
Cash and cash equivalents at beginning of year | 47.3 | 52 | ||
Cash and cash equivalents at end of period | 9.5 | 11.8 | 9.5 | 11.8 |
Supplemental non-cash disclosure: | ||||
Intercompany debt allocation | 0 | |||
Eliminations | ||||
OPERATING ACTIVITIES | ||||
Net cash (used in) provided by operating activities | (53.1) | 0 | ||
INVESTING ACTIVITIES | ||||
Capital expenditures | 0 | 0 | ||
Acquisition of business, net of cash acquired | 0 | |||
Intercompany note receivable, net | (53.5) | (11.5) | ||
Other investing activities | 0 | 0.6 | ||
Net cash used in investing activities | (53.5) | (10.9) | ||
FINANCING ACTIVITIES | ||||
Revolving facility borrowings | 0 | 0 | ||
Payments on revolving facility borrowings | 0 | 0 | ||
Intercompany note payable, net | 53.5 | 11.5 | ||
Dividends paid to Parent | 53.1 | |||
Proceeds from the issuance of common stock | 0 | |||
Treasury share repurchases | 0 | 0 | ||
Other financing activities | (0.6) | |||
Debt issuance costs | 0 | |||
Net cash provided by financing activities | 106.6 | 10.9 | ||
Effect of exchange rate on cash and cash equivalents | 0 | 0 | ||
Net decrease in cash and cash equivalents | 0 | 0 | ||
Cash and cash equivalents at beginning of year | 0 | 0 | ||
Cash and cash equivalents at end of period | 0 | 0 | 0 | 0 |
Supplemental non-cash disclosure: | ||||
Intercompany debt allocation | 0 | |||
Parent | ||||
OPERATING ACTIVITIES | ||||
Net cash (used in) provided by operating activities | (25.1) | (24.2) | ||
INVESTING ACTIVITIES | ||||
Capital expenditures | 0 | 0 | ||
Acquisition of business, net of cash acquired | 0 | |||
Intercompany note receivable, net | 0 | 0 | ||
Other investing activities | 0 | 0 | ||
Net cash used in investing activities | 0 | 0 | ||
FINANCING ACTIVITIES | ||||
Revolving facility borrowings | 337 | 206.5 | ||
Payments on revolving facility borrowings | (281.5) | (179.5) | ||
Intercompany note payable, net | (53.5) | (11.5) | ||
Dividends paid to Parent | 0 | |||
Proceeds from the issuance of common stock | 1.2 | |||
Treasury share repurchases | (1.3) | (0.8) | ||
Other financing activities | 0 | |||
Debt issuance costs | (0.2) | |||
Net cash provided by financing activities | 0.5 | 15.9 | ||
Effect of exchange rate on cash and cash equivalents | 0 | 0 | ||
Net decrease in cash and cash equivalents | (24.6) | (8.3) | ||
Cash and cash equivalents at beginning of year | 24.9 | 8.3 | ||
Cash and cash equivalents at end of period | 0.3 | 0 | 0.3 | 0 |
Supplemental non-cash disclosure: | ||||
Intercompany debt allocation | (376) | |||
Guarantor Subsidiaries | ||||
OPERATING ACTIVITIES | ||||
Net cash (used in) provided by operating activities | 27.3 | (10.3) | ||
INVESTING ACTIVITIES | ||||
Capital expenditures | (26.1) | (14.7) | ||
Acquisition of business, net of cash acquired | (2.6) | |||
Intercompany note receivable, net | 0 | 0 | ||
Other investing activities | 0.1 | (0.6) | ||
Net cash used in investing activities | (28.6) | (15.3) | ||
FINANCING ACTIVITIES | ||||
Revolving facility borrowings | 0 | 0 | ||
Payments on revolving facility borrowings | 0 | 0 | ||
Intercompany note payable, net | 0 | 0 | ||
Dividends paid to Parent | 0 | |||
Proceeds from the issuance of common stock | 0 | |||
Treasury share repurchases | 0 | 0 | ||
Other financing activities | 0 | |||
Debt issuance costs | 0 | |||
Net cash provided by financing activities | 0 | 0 | ||
Effect of exchange rate on cash and cash equivalents | 0 | 0 | ||
Net decrease in cash and cash equivalents | (1.3) | (25.6) | ||
Cash and cash equivalents at beginning of year | 5 | 27.9 | ||
Cash and cash equivalents at end of period | 3.7 | 2.3 | 3.7 | 2.3 |
Supplemental non-cash disclosure: | ||||
Intercompany debt allocation | 376 | |||
Non-guarantor Subsidiaries | ||||
OPERATING ACTIVITIES | ||||
Net cash (used in) provided by operating activities | (14.4) | (15.7) | ||
INVESTING ACTIVITIES | ||||
Capital expenditures | (0.1) | (0.9) | ||
Acquisition of business, net of cash acquired | 0 | |||
Intercompany note receivable, net | 53.5 | 11.5 | ||
Other investing activities | 0 | 0 | ||
Net cash used in investing activities | 53.4 | 10.6 | ||
FINANCING ACTIVITIES | ||||
Revolving facility borrowings | 0 | 0 | ||
Payments on revolving facility borrowings | 0 | 0 | ||
Intercompany note payable, net | 0 | 0 | ||
Dividends paid to Parent | (53.1) | |||
Proceeds from the issuance of common stock | 0 | |||
Treasury share repurchases | 0 | 0 | ||
Other financing activities | 0.6 | |||
Debt issuance costs | 0 | |||
Net cash provided by financing activities | (53.1) | 0.6 | ||
Effect of exchange rate on cash and cash equivalents | 2.2 | (1.8) | ||
Net decrease in cash and cash equivalents | (11.9) | (6.3) | ||
Cash and cash equivalents at beginning of year | 17.4 | 15.8 | ||
Cash and cash equivalents at end of period | $ 5.5 | $ 9.5 | $ 5.5 | 9.5 |
Supplemental non-cash disclosure: | ||||
Intercompany debt allocation | $ 0 |