Document and Entity Information
Document and Entity Information - USD ($) shares in Millions, $ in Billions | 12 Months Ended | ||
Dec. 31, 2016 | Feb. 21, 2017 | Jun. 30, 2016 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2016 | ||
Document Fiscal Year Focus | 2,016 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | AJRD | ||
Entity Registrant Name | AEROJET ROCKETDYNE HOLDINGS, INC. | ||
Entity Central Index Key | 40,888 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Common Stock, Shares Outstanding | 74.8 | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Well Known Seasoned Issuer | Yes | ||
Entity Public Float | $ 1.2 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Millions, $ in Millions | 1 Months Ended | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Income Statement [Abstract] | ||||
Net sales | $ 96.3 | $ 1,761.3 | $ 1,708.3 | $ 1,602.2 |
Operating costs and expenses: | ||||
Cost of sales (exclusive of items shown separately below) | 75.4 | 1,527.4 | 1,459.5 | 1,406.2 |
AR1 research and development (see Note 1(r)) | 0 | 0 | 32.1 | 0 |
Selling, general and administrative | 2.8 | 53.6 | 49 | 38.2 |
Depreciation and amortization | 5.1 | 64.9 | 65.1 | 63.7 |
Other expense, net: | ||||
Loss on debt | 0 | 34.5 | 1.9 | 60.8 |
Legal settlement | 0 | 0 | 50 | 0 |
Other | 0.2 | 19.7 | 17.4 | 13.7 |
Total operating costs and expenses | 83.5 | 1,700.1 | 1,675 | 1,582.6 |
Operating (loss) income | 12.8 | 61.2 | 33.3 | 19.6 |
Non-operating (income) expense: | ||||
Interest income | 0 | (0.6) | (0.3) | (0.1) |
Interest expense | 3.8 | 32.5 | 50.4 | 52.7 |
Total non-operating expense, net | 3.8 | 31.9 | 50.1 | 52.6 |
(Loss) income from continuing operations before income taxes | 9 | 29.3 | (16.8) | (33) |
Income tax provision | 2 | 11.2 | 0.3 | 16.3 |
(Loss) income from continuing operations | 7 | 18.1 | (17.1) | (49.3) |
(Loss) income from discontinued operations, net of income taxes | 0 | (0.1) | 0.9 | (0.7) |
Net income (loss) | $ 7 | $ 18 | $ (16.2) | $ (50) |
Basic: | ||||
(Loss) income per share from continuing operations (in USD per share) | $ 0.11 | $ 0.27 | $ (0.28) | $ (0.85) |
Income (loss) per share from discontinued operations, net of income taxes (in USD per share) | 0 | 0 | 0.01 | (0.01) |
Net (loss) income per share (in USD per share) | 0.11 | 0.27 | (0.27) | (0.86) |
Diluted: | ||||
(Loss) income per share from continuing operations (in USD per share) | 0.10 | 0.27 | (0.28) | (0.85) |
Income (loss) per share from discontinued operations, net of income taxes (in USD per share) | 0 | 0 | 0.01 | (0.01) |
Net (loss) income per share (in USD per share) | $ 0.10 | $ 0.27 | $ (0.27) | $ (0.86) |
Weighted average shares of common stock outstanding, basic (in shares) | 62.9 | 65.6 | 61.1 | 57.9 |
Weighted average shares of common stock outstanding, diluted (in shares) | 72.5 | 65.7 | 61.1 | 57.9 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Millions | 1 Months Ended | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income (loss) | $ 7 | $ 18 | $ (16.2) | $ (50) |
Other comprehensive income (loss): | ||||
Amortization of net actuarial losses, net of $23.2 million, $31.3 million, $20.4 million, and $1.7 million of income taxes in fiscal 2016, 2015, 2014, and one month ended December 31, 2015, respectively | 3.4 | 37.1 | 49.4 | 31.1 |
Actuarial gains (losses), net of $4.8 million, $36.9 million, $89.8 million and $4.6 million of income taxes in fiscal 2016, 2015, 2014, and one month ended December 31, 2015, respectively | (8.6) | 7.5 | (56.6) | (136) |
Amortization of prior service credits, net of $0.4 million, $0.4 million, $0.4 million, and $0.0 million of income taxes in fiscal 2016, 2015, 2014, and one month ended December 31, 2015, respectively | (0.1) | (0.6) | (0.8) | (0.5) |
Comprehensive income (loss) | $ 1.7 | $ 62 | $ (24.2) | $ (155.4) |
Consolidated Statements of Com4
Consolidated Statements of Comprehensive Income (Loss) (Parenthetical) - USD ($) $ in Millions | 1 Months Ended | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Statement of Comprehensive Income [Abstract] | ||||
Actuarial (losses) gains, income tax | $ 1.7 | $ 23.2 | $ 31.3 | $ 20.4 |
Actuarial gains (losses), tax expense (benefit) | (4.6) | 4.8 | (36.9) | (89.8) |
Amortization of prior service credits, income tax | $ 0 | $ (0.4) | $ (0.4) | $ (0.4) |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Current Assets | ||
Cash and cash equivalents | $ 410.3 | $ 208.5 |
Accounts receivable | 136.4 | 169.5 |
Inventories | 185.1 | 156.2 |
Recoverable from the U.S. government and other third parties for environmental remediation costs | 25.2 | 24 |
Receivable from Northrop Grumman Corporation (“Northrop”) | 6 | 6 |
Other current assets, net | 91.7 | 69.2 |
Total Current Assets | 854.7 | 633.4 |
Noncurrent Assets | ||
Property, plant and equipment, net | 366 | 363.3 |
Real estate held for entitlement and leasing | 91.8 | 86.2 |
Recoverable from the U.S. government and other third parties for environmental remediation costs | 239.8 | 207.2 |
Receivable from Northrop | 62 | 63.2 |
Deferred income taxes | 292.5 | 324.8 |
Goodwill | 158.1 | 158.1 |
Intangible assets | 94.4 | 107.7 |
Other noncurrent assets, net | 90.2 | 81.6 |
Total Noncurrent Assets | 1,394.8 | 1,392.1 |
Total Assets | 2,249.5 | 2,025.5 |
Current Liabilities | ||
Short-term borrowings and current portion of long-term debt | 55.6 | 5.3 |
Accounts payable | 96.2 | 64.2 |
Reserves for environmental remediation costs | 37.1 | 32.6 |
Postretirement medical and life insurance benefits | 5.2 | 6 |
Advance payments on contracts | 221.8 | 230.9 |
Other current liabilities | 167.8 | 203.1 |
Total Current Liabilities | 583.7 | 542.1 |
Noncurrent Liabilities | ||
Long-term debt | 608 | 633.7 |
Reserves for environmental remediation costs | 312.6 | 269.7 |
Pension benefits | 548.2 | 580.6 |
Postretirement medical and life insurance benefits | 37.4 | 44.8 |
Other noncurrent liabilities | 124 | 95.2 |
Total Noncurrent Liabilities | 1,630.2 | 1,624 |
Total Liabilities | 2,213.9 | 2,166.1 |
Commitments and contingencies (Note 7) | ||
Redeemable common stock, par value of $0.10; 0.1 million shares issued and outstanding as of December 31, 2016 and 2015 | 1.1 | 1.6 |
Stockholders’ Equity (Deficit) | ||
Preference stock, par value of $1.00; 15.0 million shares authorized; none issued or outstanding | 0 | 0 |
Common stock, par value of $0.10; 150.0 million shares authorized; 69.2 million shares issued and outstanding as of December 31, 2016; 62.9 million shares issued and outstanding as of December 31, 2015 | 6.9 | 6.5 |
Other capital | 456.9 | 342.6 |
Treasury stock at cost, 3.5 million shares as of December 31, 2016 and 2015 | (64.5) | (64.5) |
Accumulated deficit | (61.8) | (79.8) |
Accumulated other comprehensive loss, net of income taxes | (303) | (347) |
Total Stockholders’ Equity (Deficit) | 34.5 | (142.2) |
Total liabilities, redeemable common stock, and stockholders’ (deficit) equity | $ 2,249.5 | $ 2,025.5 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2016 | Dec. 31, 2015 |
Statement of Financial Position [Abstract] | ||
Redeemable common stock, par value (in USD per share) | $ 0.10 | $ 0.10 |
Redeemable common stock, shares issued (in shares) | 100,000 | 100,000 |
Redeemable common stock, shares outstanding (in shares) | 100,000 | 100,000 |
Preference stock, par value (in USD per share) | $ 1 | $ 1 |
Preference stock, shares authorized (in shares) | 15,000,000 | 15,000,000 |
Preference stock, shares issued (in shares) | 0 | 0 |
Preference stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in USD per share) | $ 0.10 | $ 0.10 |
Common stock, shares authorized (in shares) | 150,000,000 | 150,000,000 |
Common stock, shares issued (in shares) | 69,200,000 | 62,900,000 |
Common stock, shares outstanding (in shares) | 69,200,000 | 62,900,000 |
Treasury stock, shares (in shares) | 3,500,000 | 3,500,000 |
Consolidated Statements of Shar
Consolidated Statements of Shareholders' Equity (Deficit) - USD ($) shares in Millions, $ in Millions | Total | Common Stock [Member] | Other Capital [Member] | Treasury Stock [Member] | Accumulated Deficit [Member] | Accumulated Other Comprehensive Loss [Member] |
Beginning balance at Nov. 30, 2013 | $ 37.3 | $ 5.9 | $ 280.3 | $ 0 | $ (20.6) | $ (228.3) |
Beginning balance (in shares) at Nov. 30, 2013 | 59.9 | |||||
Net income (loss) | (50) | (50) | ||||
Amortization of net actuarial losses, net of income taxes | 31.1 | 31.1 | ||||
Actuarial losses arising during the period, net of income taxes | (136) | (136) | ||||
Amortization of prior service credits, net of income taxes | (0.5) | (0.5) | ||||
Reclassification of redeemable common stock | (1.4) | (1.4) | ||||
Reclassification from redeemable common stock (in shares) | 0.1 | |||||
Tax benefit from shares issued under equity plans | 1.3 | 1.3 | ||||
Repurchase of shares to satisfy tax withholding obligations | (64.5) | (64.5) | ||||
Repurchase of shares to satisfy tax withholding obligations (in shares) | (3.5) | |||||
Stock-based compensation and shares issued under equity plans, net | 7.2 | 7.2 | ||||
Stock-based compensation and other, net (in shares) | 0.4 | |||||
Ending balance at Nov. 30, 2014 | (175.5) | $ 5.9 | 287.4 | (64.5) | (70.6) | (333.7) |
Ending balance, (in shares) at Nov. 30, 2014 | 56.9 | |||||
Net income (loss) | (16.2) | (16.2) | ||||
Amortization of net actuarial losses, net of income taxes | 49.4 | 49.4 | ||||
Actuarial losses arising during the period, net of income taxes | (56.6) | (56.6) | ||||
Amortization of prior service credits, net of income taxes | (0.8) | (0.8) | ||||
Reclassification of redeemable common stock | 0.7 | 0.7 | ||||
Reclassification from redeemable common stock (in shares) | (0.1) | |||||
Tax benefit from shares issued under equity plans | 2.5 | 2.5 | ||||
Conversion of debt to common stock | 49 | $ 0.5 | 48.5 | |||
Conversion of debt to common stock (in shares) | 5.5 | |||||
Repurchase of shares for option cost and to satisfy tax withholding obligations | (6.7) | (6.7) | ||||
Repurchase of shares to satisfy tax withholding obligations (in shares) | (0.3) | |||||
Stock-based compensation and shares issued under equity plans, net | 7.8 | $ 0.1 | 7.7 | |||
Stock-based compensation and other, net (in shares) | 0.9 | |||||
Ending balance at Nov. 30, 2015 | (146.4) | $ 6.5 | 340.1 | (64.5) | (86.8) | (341.7) |
Ending balance, (in shares) at Nov. 30, 2015 | 62.9 | |||||
Beginning balance at Nov. 30, 2014 | (175.5) | $ 5.9 | 287.4 | (64.5) | (70.6) | (333.7) |
Beginning balance (in shares) at Nov. 30, 2014 | 56.9 | |||||
Ending balance at Dec. 31, 2015 | (142.2) | $ 6.5 | 342.6 | (64.5) | (79.8) | (347) |
Ending balance, (in shares) at Dec. 31, 2015 | 62.9 | |||||
Beginning balance at Nov. 30, 2015 | (146.4) | $ 6.5 | 340.1 | (64.5) | (86.8) | (341.7) |
Beginning balance (in shares) at Nov. 30, 2015 | 62.9 | |||||
Net income (loss) | 7 | 7 | ||||
Amortization of net actuarial losses, net of income taxes | 3.4 | |||||
Actuarial losses arising during the period, net of income taxes | (8.6) | (8.6) | ||||
Amortization of actuarial losses and prior service credits, net of income taxes | 3.3 | 3.3 | ||||
Amortization of prior service credits, net of income taxes | (0.1) | |||||
Reclassification of redeemable common stock | (0.7) | (0.7) | ||||
Tax benefit from shares issued under equity plans | 2.4 | 2.4 | ||||
Repurchase of shares for option cost and to satisfy tax withholding obligations | (0.2) | (0.2) | ||||
Stock-based compensation and shares issued under equity plans, net | 1 | 1 | ||||
Ending balance at Dec. 31, 2015 | (142.2) | $ 6.5 | 342.6 | (64.5) | (79.8) | (347) |
Ending balance, (in shares) at Dec. 31, 2015 | 62.9 | |||||
Net income (loss) | 18 | 18 | ||||
Amortization of net actuarial losses, net of income taxes | 37.1 | 37.1 | ||||
Actuarial losses arising during the period, net of income taxes | 7.5 | 7.5 | ||||
Amortization of prior service credits, net of income taxes | (0.6) | (0.6) | ||||
Reclassification of redeemable common stock | 0.5 | 0.5 | ||||
Tax benefit from shares issued under equity plans | 0.3 | 0.3 | ||||
Equity component of convertible debt | 54.5 | 54.5 | ||||
Conversion of debt to common stock | 49 | $ 0.4 | 48.6 | |||
Conversion of debt to common stock (in shares) | 5.4 | |||||
Repurchase of shares to satisfy tax withholding obligations | $ (64.5) | |||||
Repurchase of shares to satisfy tax withholding obligations (in shares) | (3.5) | |||||
Repurchase of shares for option cost and to satisfy tax withholding obligations | (3.9) | (3.9) | ||||
Repurchase of shares to satisfy tax withholding obligations (in shares) | (0.3) | |||||
Stock-based compensation and shares issued under equity plans, net | 14.3 | 14.3 | ||||
Stock-based compensation and other, net (in shares) | 1.2 | |||||
Ending balance at Dec. 31, 2016 | $ 34.5 | $ 6.9 | $ 456.9 | $ (64.5) | $ (61.8) | $ (303) |
Ending balance, (in shares) at Dec. 31, 2016 | 69.2 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Millions | 1 Months Ended | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Operating Activities | ||||
Net income (loss) | $ 7 | $ 18 | $ (16.2) | $ (50) |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ||||
Loss (income) from discontinued operations, net of income taxes | 0 | 0.1 | (0.9) | 0.7 |
Depreciation and amortization | 5.1 | 64.9 | 65.1 | 63.7 |
Amortization of debt discount and financing costs | 0.2 | 2.3 | 2.7 | 3.6 |
Stock-based compensation | (0.4) | 12.9 | 8.6 | 5.7 |
Retirement benefits, net | 5.4 | 31.8 | 62.7 | 31.2 |
Loss on debt repurchased | 0 | 34.4 | 1.9 | 60.6 |
Loss on bank amendment | 0 | 0.1 | 0 | 0.2 |
Loss on disposal of long-lived assets | 0 | 0.5 | 0.7 | 2.8 |
Gain on sale of technology | 0 | 0 | (1) | (6.8) |
Tax benefit on stock-based awards | (2.4) | (0.3) | (2.5) | (1.3) |
Changes in assets and liabilities, net of effects from acquisition: | ||||
Accounts receivable | 2 | 33.1 | (1) | 28.9 |
Inventories | 1.3 | (28.9) | (19.5) | (32) |
Other current assets, net | (4.8) | (22.6) | (25.7) | (7.1) |
Real estate held for entitlement and leasing | (0.1) | (6) | (7.8) | (15) |
Receivable from Northrop | (0.5) | 1.2 | 6.1 | (2.8) |
Recoverable from the U.S. government and other third parties for environmental remediation costs | 3.2 | (33.8) | (127.8) | 8.5 |
Other noncurrent assets | 0.5 | (7.8) | 11.9 | (24.1) |
Accounts payable | (41) | 27 | (5.1) | (18.2) |
Advance payments on contracts | 27.2 | (9.1) | 6.3 | 96.9 |
Other current liabilities | 5.6 | (37.5) | (17.8) | 19.8 |
Deferred income taxes | (7.1) | 4.8 | (27.6) | (7.1) |
Reserves for environmental remediation costs | (3.8) | 47.4 | 140.1 | (5.3) |
Other noncurrent liabilities and other | 0.3 | 25.9 | 12 | (0.2) |
Net cash provided by (used in) continuing operations | (2.3) | 158.4 | 65.2 | 152.7 |
Net cash used in discontinued operations | 0 | 0 | (0.1) | (2.1) |
Net Cash Provided by (Used in) Operating Activities | (2.3) | 158.4 | 65.1 | 150.6 |
Investing Activities | ||||
Purchase of Rocketdyne Business | 0 | 0 | 0 | 0.2 |
Proceeds from sale of technology | 0 | 0.5 | 1 | 7.5 |
Capital expenditures | (1.2) | (47.6) | (36.8) | (43.4) |
Net Cash Used in Investing Activities | (1.2) | (47.1) | (35.8) | (35.7) |
Financing Activities | ||||
Proceeds from issuance of debt | 0 | 800 | 0 | 189 |
Debt issuance costs including equity component of convertible debt | 0 | (9.5) | 0 | (4.2) |
Debt repayments/repurchases | (1.3) | (700.6) | (81.2) | (166.3) |
Proceeds from shares issued under equity plans, net | 0 | 4.2 | 1.3 | 0.2 |
Repurchase of shares for option cost and to satisfy tax withholding obligations | (0.2) | (3.9) | (6.7) | (2.1) |
Purchase of treasury stock | 0 | 0 | 0 | (64.5) |
Tax benefit on stock-based awards | 2.4 | 0.3 | 2.5 | 1.3 |
Net Cash Provided by (Used in) Financing Activities | 0.9 | 90.5 | (84.1) | (46.6) |
Net Increase (Decrease) in Cash and Cash Equivalents | (2.6) | 201.8 | (54.8) | 68.3 |
Cash and Cash Equivalents at Beginning of Period | 211.1 | 208.5 | 265.9 | 197.6 |
Cash and Cash Equivalents at End of Period | 208.5 | 410.3 | 211.1 | 265.9 |
Supplemental disclosures of cash flow information | ||||
Cash paid for interest | 2.7 | 39 | 49.3 | 46.9 |
Cash paid for income taxes, net | 0 | 31.1 | 27.9 | 4.9 |
Conversion of debt to common stock | $ 0 | $ 49 | $ 49 | $ 0 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies a. Basis of Presentation and Nature of Operations The consolidated financial statements of Aerojet Rocketdyne Holdings, Inc. (“Aerojet Rocketdyne Holdings” or the “Company”) include the accounts of the parent company and its 100% owned and majority owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. Certain reclassifications have been made to financial information for prior years to conform to the current year’s presentation. The Company is a manufacturer of aerospace and defense products and systems with a real estate segment. The Company’s operations are organized into two segments: Aerospace and Defense — includes the operations of the Company’s wholly-owned subsidiary Aerojet Rocketdyne, Inc. (“Aerojet Rocketdyne”), a leading technology-based designer, developer and manufacturer of aerospace and defense products and systems for the United States (“U.S.”) government, including the Department of Defense (“DoD”), the National Aeronautics and Space Administration (“NASA”), major aerospace and defense prime contractors as well as portions of the commercial sector. Real Estate — includes the activities of the Company’s wholly-owned subsidiary Easton Development Company, LLC (“Easton”) related to the re-zoning, entitlement, sale, and leasing of the Company’s excess real estate assets. The Company is currently in the process of seeking zoning changes and other governmental approvals on its excess real estate assets to optimize its value. In January 2016, the Company's board of directors approved a change in the Company's fiscal year-end from November 30 of each year to December 31 of each year. The fiscal year of the Company's subsidiary, Aerojet Rocketdyne, ends on the last Saturday in December. As a result of the change, the Company had a one month transition period in December 2015. The audited results for the one month ended December 31, 2015 and the unaudited results for the one month ended December 31, 2014 are included in these financial statements (see Note 12). Further, as a result of the 2016 calendar, Aerojet Rocketdyne had 53 weeks of operations in the twelve months ended December 31, 2016 compared to 52 weeks of operations in the twelve months ended November 30, 2015 and 2014. The additional week of operations, which occurred in the fourth quarter of fiscal 2016, accounted for $32.2 million in additional net sales. In August 2004, the Company completed the sale of its GDX Automotive business. In November 2005, the Company completed the sale of the Fine Chemicals business. The remaining related subsidiaries after the sale of GDX Automotive and the Fine Chemicals business are classified as discontinued operations. In June 2013, the Company acquired the Pratt & Whitney Rocketdyne division (the “Rocketdyne Business”) from United Technologies Corporation (“UTC”). The preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires the Company to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates. b. Cash and Cash Equivalents All highly liquid debt instruments purchased with a remaining maturity at the date of purchase of three months or less are considered to be cash equivalents. The Company aggregates its cash balances by bank, and reclassifies any negative balances, if applicable, to accounts payable. c. Fair Value of Financial Instruments The accounting standards use a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. These tiers include: Level 1, defined as observable inputs such as quoted prices in active markets; Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions. The following are measured at fair value: Fair value measurement at December 31, 2016 Total Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) (In millions) Money market funds $ 328.5 $ 328.5 $ — $ — Fair value measurement at December 31, 2015 Total Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) (In millions) Money market funds $ 141.8 $ 141.8 $ — $ — As of December 31, 2016 , a summary of cash and cash equivalents and the grantor trust by investment type was as follows: Total Cash and Cash Equivalents Money Market Funds (In millions) Cash and cash equivalents $ 410.3 $ 89.8 $ 320.5 Grantor trust (included as a component of other current and noncurrent assets) 8.0 — 8.0 $ 418.3 $ 89.8 $ 328.5 The carrying amounts of certain of the Company’s financial instruments, including cash and cash equivalents, accounts receivable, accounts payable, accrued compensation, and other accrued liabilities, approximate fair value because of their short maturities. The following table summarizes the estimated fair value and principal amount for outstanding debt obligations: Fair Value Principal Amount December 31, 2016 December 31, 2015 December 31, 2016 December 31, 2015 (In millions) Term loan $ 390.0 $ 92.5 $ 390.0 $ 92.5 7.125% Second-Priority Senior Secured Notes (“7 1 / 8 % Notes”) — 479.6 — 460.0 2.25% Convertible Senior Notes ("2 1 / 4 % Notes") 294.9 — 300.0 — 4 1 / 16 % Convertible Subordinated Debentures (“4 1 / 16 % Debentures”) (1) 70.8 149.5 35.6 84.6 Delayed draw term loan — 13.0 — 13.0 Other debt — 0.6 — 0.5 $ 755.7 $ 735.2 $ 725.6 $ 650.6 _______ (1) In December 2016, the Company notified holders of its 4 1 / 16 % Debentures that the Company would redeem, on February 3, 2017, all of their 4 1 / 16 % Debentures at a purchase price equal to 100% of the principal amount of the 4 1 / 16 % Debentures to be redeemed, plus any accrued and unpaid interest. In January 2017, $35.6 million of the 4 1 / 16 % Debentures (the entire amount outstanding as of December 31, 2016) were converted to 3.9 million shares of common stock. The fair values of the 7 1 / 8 % Notes, 2 1 / 4 % Notes, and 4 1 / 16 % Debentures were determined using broker quotes that are based on open markets for the Company’s debt securities (Level 2 securities). The term loans bore interest at variable rates, which adjusted based on market conditions, and their carrying values approximated fair value. d. Accounts Receivable Accounts receivable associated with long-term contracts consist of billed and unbilled amounts. Billed amounts include invoices presented to customers that have not been paid. Unbilled amounts relate to sales that have been recorded and billings that have not been presented to customers. Amounts for overhead disallowances or billing decrements are reflected in unbilled receivables and primarily represent estimates of potential overhead costs which may not be successfully negotiated and collected. Other receivables represent amounts billed where sales were not derived from long-term contracts. e. Inventories Inventories are stated at the lower of cost or market, generally using the average cost method. Costs on long-term contracts and programs in progress represent recoverable costs incurred for production, contract-specific facilities and equipment, allocable operating overhead, advances to suppliers, environmental expenses and, in the case of contracts with the U.S. government, allocable costs deemed allowable under U.S. government procurement regulations for bid and proposal, research and development, and general and administrative expenses. The Company capitalizes costs incurred in advance of contract award or funding in inventories if it determines that contract award or funding is probable. Amounts previously capitalized are expensed when a contract award or funding is no longer probable. Pursuant to contract provisions, agencies of the U.S. government and certain other customers have title to, or a security interest in, inventories related to such contracts as a result of performance-based and progress payments. Such progress payments are reflected as an offset against the related inventory balances. f. Income Taxes The Company files a consolidated U.S. federal income tax return with its 100% owned consolidated subsidiaries. The deferred tax assets and/or liabilities are determined by multiplying the differences between the financial reporting and tax reporting bases for assets and liabilities by the enacted tax rates expected to be in effect when such differences are recovered or settled. The effect on deferred taxes of a change in tax rates is recognized in the period of the enactment date of the change. The carrying value of the Company’s deferred tax assets is dependent upon its ability to generate sufficient taxable income in the future. A valuation allowance is required when it is more likely than not that all or a portion of a deferred tax asset will not be realized. A review of all available positive and negative evidence is considered, including the Company’s past and future performance, the market environment in which it operates, the utilization of tax attributes in the past, the length of carryback and carryforward periods, and evaluation of potential tax planning strategies. Despite the Company’s belief that its tax return positions are consistent with applicable tax laws, the Company believes that certain positions are likely to be challenged by taxing authorities. Settlement of any challenge can result in no change, a complete disallowance, or some partial adjustment reached through negotiations or litigation. The Company’s tax reserves reflect the difference between the tax benefit claimed on tax returns and the amount recognized in the financial statements. The accounting standards provide guidance for the recognition and measurement in financial statements for uncertain tax positions taken or expected to be taken in a tax return. The evaluation of a tax position is a two-step process, the first step being recognition. The Company determines whether it is more likely than not that a tax position will be sustained upon tax examination, including resolution of any related appeals or litigation, based on only the technical merits of the position. The technical merits of a tax position are derived from both statutory and judicial authority (legislation and statutes, legislative intent, regulations, rulings, and case law) and their applicability to the facts and circumstances of the tax position. If a tax position does not meet the more likely than not recognition threshold, the benefit of that position is not recognized in the financial statements. The second step is measurement. A tax position that meets the more likely than not recognition threshold is measured to determine the amount of benefit to recognize in the financial statements. The tax position is measured as the largest amount of benefit that is greater than 50% likely of being realized upon ultimate resolution with a taxing authority. As the examination process progresses with tax authorities, adjustments to tax reserves may be necessary to reflect taxes payable upon settlement. Tax reserve adjustments related to positions impacting the effective tax rate affect the provision for income taxes. Tax reserve adjustments related to positions impacting the timing of deductions impact deferred tax assets and liabilities. g. Property, Plant and Equipment, net Property, plant and equipment are recorded at cost. Refurbishment costs are capitalized in the property accounts, whereas ordinary maintenance and repair costs are expensed as incurred. Depreciation is computed principally by accelerated methods based on the following useful lives: Buildings and improvements 9 - 40 years Machinery and equipment 5 - 19 years Costs related to software acquired, developed or modified solely to meet the Company's internal requirements and for which there are no substantive plans to market are capitalized in accordance with the authoritative guidance on accounting for the costs of computer software developed or obtained for internal use. Only costs incurred after the preliminary planning stage of the project and after management has authorized and committed funds to the project are eligible for capitalization. h. Real Estate Held for Entitlement and Leasing The Company capitalizes all costs associated with the real estate entitlement and leasing process. The Company classifies activities related to the entitlement, sale, and leasing of its excess real estate assets as operating activities in the consolidated statements of cash flows. i. Goodwill Goodwill represents the excess of the purchase price of an acquired enterprise or assets over the fair values of the identifiable assets acquired and liabilities assumed. Tests for impairment of goodwill are performed on an annual basis, or at any other time if events occur or circumstances indicate that the carrying amount of goodwill may not be recoverable. All of the Company’s recorded goodwill resides in the Aerospace and Defense reporting unit. The Company evaluated goodwill using a “Step Zero" analysis as of October 1, 2016, September 1, 2016, and September 1, 2015, and determined that goodwill was no t impaired. The Company evaluates qualitative factors (including macroeconomic conditions, industry and market considerations, cost factors, and overall financial performance) to determine whether it is necessary to perform the first step of the two-step goodwill test. This step is referred to as the “Step Zero" analysis. If it is determined that it is more likely than not (a likelihood of more than 50% ) that the fair value of a reporting unit is less than its carrying amount, the Company will need to proceed to the first step (“Step One”) of the two-step goodwill impairment test. In evaluating whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount, relevant events and circumstances as discussed below shall be assessed. If, after assessing the totality of events or circumstances, the Company determines that it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, then the first and second steps of the impairment test are unnecessary. Circumstances that could trigger an impairment test include but are not limited to: a significant adverse change in the business climate or legal factors; adverse cash flow trends; an adverse action or assessment by a regulator; unanticipated competition; loss of key personnel; decline in stock price; and results of testing for recoverability of a significant asset group within a reporting unit. If the carrying amount of the reporting unit’s goodwill exceeds the implied fair value of that goodwill, an impairment loss is recorded. There can be no assurance that the Company’s estimates and assumptions made for purposes of its goodwill impairment testing will prove to be accurate predictions of the future. If the Company’s assumptions and estimates are incorrect, the Company may be required to record goodwill impairment charges in future periods. During the year ended December 31, 2016, and in connection with the Company's change in fiscal year end, as described in Note 1(a), from November 30 to December 31, the Company changed its annual test of goodwill impairment from September 1 of each year to October 1 of each year. With respect to its annual goodwill testing date, management believes that this voluntary change in accounting method is preferable as it aligns the annual impairment testing date with the Company's long-range planning cycle, the timing of which has changed consistent with the change in the Company's fiscal year end and which is a significant element in the testing process. In connection with this change, the Company first performed an impairment test as of September 1, 2016 and then performed an additional test as of October 1, 2016. This change in annual testing date does not delay, accelerate or avoid an impairment charge. j. Intangible Assets Identifiable intangible assets, such as patents, trademarks, and licenses are recorded at cost or when acquired as part of a business combination at estimated fair value. Identifiable intangible assets are amortized based on when they provide the Company economic benefit, or using the straight-line method, over their estimated useful life. Amortization periods for identifiable intangible assets range from 7 years to 30 years . k. Environmental Remediation The Company expenses, on a current basis, recurring costs associated with managing hazardous substances and contamination in ongoing operations. The Company accrues for costs associated with the remediation of environmental contamination when it becomes probable that a liability has been incurred, and the amount can be reasonably estimated. In most cases only a range of reasonably possible costs can be estimated. In establishing the Company’s reserves, the most probable estimated amount is used when determinable, and the minimum amount is used when no single amount in the range is more probable. The Company’s environmental reserves include the costs of completing remedial investigation and feasibility studies, remedial and corrective actions, regulatory oversight costs, the cost of operation and maintenance of the remedial action plan, and employee compensation costs for employees who are expected to devote a significant amount of time to remediation efforts. Calculation of environmental reserves is based on the evaluation of currently available information with respect to each individual environmental site and considers factors such as existing technology, presently enacted laws and regulations, and prior experience in remediation of contaminated sites. Such estimates are based on the expected costs of investigation and remediation and the likelihood that other potentially responsible parties will be able to fulfill their commitments at sites where the Company may be jointly or severally liable. At the time a liability is recorded for future environmental costs, the Company records an asset for estimated future recoveries that are estimable and probable. Some of the Company’s environmental costs are eligible for future recovery in the pricing of its products and services to the U.S. government and under existing third party agreements. The Company considers the recovery probable based on the Global Settlement, Northrop Agreement, U.S. government contracting regulations, and its long history of receiving reimbursement for such costs (see Notes 7(c) and (d)). l. Retirement Benefits The Company's defined benefit pension plan future benefit accrual was discontinued in fiscal 2009. In addition, the Company provides medical and life insurance benefits (“postretirement benefits”) to certain eligible retired employees, with varied coverage by employee group. Annual charges are made for the cost of the plans, including administrative costs, interest costs on benefit obligations, and net amortization and deferrals, increased or reduced by the return on assets. The Company also sponsors a defined contribution 401(k) plan and participation in the plan is available to all employees (see Note 6). m. Conditional Asset Retirement Obligations Conditional asset retirement obligations (“CAROs”) are legal obligations associated with the retirement of long-lived assets. These liabilities are initially recorded at fair value and the related asset retirement costs are capitalized by increasing the carrying amount of the related assets by the same amount as the liability. Asset retirement costs are subsequently depreciated over the useful lives of the related assets. Subsequent to initial recognition, the Company records period-to-period changes in the CARO liability resulting from the passage of time and revisions to either the timing or the amount of the estimate of the undiscounted cash flows. The Company’s estimate of CAROs associated with owned properties relates to estimated costs necessary for the legally required removal or remediation of various regulated materials, primarily asbestos disposal and radiological decontamination of an ordnance manufacturing facility. For CAROs that are not expected to be retired in the next 15 years, the Company estimated the retirement date of such asset retirement obligations to be 30 years from the date of adoption of the applicable accounting standard. For leased properties, such obligations relate to the estimated cost of contractually required property restoration. The changes in the carrying amount of CAROs since November 30, 2013 were as follows (in millions): Balance as of November 30, 2013 $ 22.9 Additions and other, net (0.2 ) Accretion 1.7 Balance as of November 30, 2014 24.4 Additions and other, net 3.0 Accretion 1.9 Balance as of November 30, 2015 29.3 Accretion 0.2 Balance as of December 31, 2015 29.5 Additions and other, net (0.9 ) Accretion 2.0 Balance as of December 31, 2016 $ 30.6 n. Advance Payments on Contracts The Company receives advances from customers which may exceed costs incurred on certain contracts. Such advances or billings in excess of cost and estimated earnings, other than those reflected as a reduction of inventories as progress payments, are classified as current liabilities. o. Loss Contingencies The Company is currently involved in certain legal proceedings and, as required, has accrued its estimate of the probable costs and recoveries for resolution of these claims. These estimates are based upon an analysis of potential results, assuming a combination of litigation and settlement strategies. It is possible, however, that future results of operations or cash flows for any particular period could be materially affected by changes in estimates or the effectiveness of strategies related to these proceedings. p. Warranties The Company provides product warranties in conjunction with certain product sales. The majority of the Company’s warranties are a one -year standard warranty for parts, workmanship, and compliance with specifications. On occasion, the Company has made commitments beyond the standard warranty obligation. While the Company has contracts with warranty provisions, there is not a history of any significant warranty claims experience. A reserve for warranty exposure is made on a product by product basis when it is both estimable and probable. These costs are included in the program’s estimate at completion and are expensed in accordance with the Company’s revenue recognition methodology as allowed under GAAP for that particular contract. q. Revenue Recognition The Company considers the nature of the individual underlying contract and the type of products and services provided in determining the proper accounting for a particular contract. Each method is applied consistently to all contracts having similar characteristics, as described below. Under the percentage of completion method, the Company recognizes sales based upon the Company's progress against the contracted performance objectives. Progress is generally measured as costs are incurred (cost-to-cost method) or as units are delivered to customers (units-of-delivery) depending on the contractual terms and scope of work of the each contract. The Company uses the cost-to-cost measure, where the scope of work on contracts principally relates to research and/or development efforts, or the contract is predominantly a development effort with few deliverable units. Under cost-to-cost, the Company recognizes sales as costs are incurred. The Company uses the units-of-delivery measure to recognize sales when contracts require unit deliveries on a frequent and routine basis. Under units-of-delivery, the Company recognizes sales at the contractually agreed upon unit price as units are sold. For fixed-priced contracts, variance in actual costs from the cost estimates used in determining the fixed price impact the overall profit from the contract. The Company recognizes these variances during the contact performance period. Fixed-priced and cost-reimbursable contracts may provide for variable consideration including awards, incentives, and/or penalties based upon the customer’s assessment of performance against pre-established targets or other criteria. These targets may include factors such as cost, performance, quality, and schedule. The Company recognizes variable consideration over the contract performance period based upon the Company's estimates of performance against the established criteria. The recognition of sales and profit on long-term contracts requires the use of assumptions and estimates related to the contract value or total contract revenue, variable consideration, the total cost at completion and the measurement of progress towards completion. Due to the nature of the programs, developing these estimates requires the use of significant judgment. Factors considered include, but are not limited to, labor productivity, the nature and technical complexity of the work to be performed, availability and cost volatility of materials, subcontractor and vendor performance, warranty costs, volume assumptions, anticipated labor agreements and inflationary trends, schedule and performance delays, availability of funding from the customer, and the recoverability of costs incurred outside the original contract included in any estimates to complete. The Company continually evaluates the facts, circumstances, and assumptions supporting these estimates. Any adjustments to net sales resulting from changes in estimates are recognized in the current period for the inception-to-date effect of such changes. Changes in estimates and assumptions related to the status of certain long-term contracts may have a material effect on the Company's operating results. The following table summarizes the impact from changes in estimates and assumptions on the statements of operations on contracts, representing 94% of the Company’s aerospace and defense segment net sales over the last three fiscal years and one month ended December 31, 2015, accounted for under the percentage-of-completion method of accounting: Year Ended One month ended December 31, November 30, November 30, December 31, 2016 2015 2014 2015 (In millions, except per share amounts) Favorable effect of the changes in contract estimates on income (loss) from continuing operations before income taxes $ 14.1 $ 41.2 $ 9.2 $ 11.7 Favorable effect of the changes in contract estimates on net income (loss) 8.5 24.7 5.5 7.0 Favorable effect of the changes in contract estimates on basic net income (loss) per share 0.13 0.40 0.10 0.11 Favorable effect of the changes in contract estimates on diluted net income (loss) per share 0.11 0.40 0.10 0.09 The fiscal 2016 favorable changes in contract estimates were primarily driven by better than expected performance on space launch systems primarily due to affordability initiatives and lower overhead costs partially offset by cost growth and manufacturing inefficiencies on electric propulsion contracts. The one month ended December 31, 2015 favorable changes in contract estimates were primarily driven by better than expected performance on tactical and missile defense programs primarily due to affordability initiatives and lower overhead costs partially offset by cost growth and manufacturing inefficiencies on an electric propulsion contract. The fiscal 2015 favorable changes in contract estimates were primarily driven by the following (i) better than expected performance on space launch systems and missile defense programs primarily due to affordability initiatives and lower overhead costs and (ii) unexpected favorable contract performance on close-out activities on the J-2X program. The fiscal 2014 favorable changes in contract estimates were primarily driven by better than expected performance on a space launch system program due to favorable contract negotiations and affordability initiatives partially offset by unanticipated inefficiencies and cost growth on the Antares AJ-26 program. Revenue on service or time and material contracts is recognized when performed. If at any time expected costs exceed the value of the contract, the loss is recognized immediately. If change orders are in dispute or are unapproved in regard to both scope and price they are evaluated as claims. The Company recognizes revenue on claims when recovery of the claim is probable and the amount can be reasonably estimated. Revenue on claims is recognized only to the extent that contract costs related to the claims have been incurred and when it is probable that the claim will result in a bona fide addition to contract value that can be reliably estimated. No profit is recognized on a claim until final settlement occurs. Revenue from real estate asset sales is recognized when a sufficient down-payment has been received, financing has been arranged and title, possession and other attributes of ownership have been transferred to the buyer. The allocation to cost of sales on real estate asset sales is based on a relative fair market value computation of the land sold which includes the basis on the Company’s book value, capitalized entitlement costs, and an estimate of the Company’s continuing financial commitment. Revenue that is not derived from long-term development and production contracts, or real estate asset transactions, is recognized when persuasive evidence of a final agreement exists, delivery has occurred, the selling price is fixed or determinable and payment from the customer is reasonably assured. Sales are recorded net of provisions for customer pricing allowances. r. Research and Development ("R&D") Company-sponsored R&D expenses (reported as a component of cost of sales) were $43.0 million in fiscal 2016, $74.4 million in fiscal 2015, $51.9 million in fiscal 2014, and $4.6 million in the one month ended December 31, 2015. Company-sponsored R&D expenses include the costs of technical activities that are useful in developing new products, services, processes, or techniques, as well as expenses for technical activities that may significantly improve existing products or processes. These expenses are generally allocated among all contracts and programs in progress under U.S. government contractual arrangements. From time to time, the Company believes it is in its best interests to self-fund and not allocate costs for certain R&D activities to the U.S. government contracts and the Company had $32.1 million of such costs in fiscal 2015 related to the AR1 engine, see discussion below. Customer-sponsored R&D expenditures, which are funded under U.S. government contracts, totaled $513.0 million in fiscal 2016, $485.8 million in fiscal 2015, $481.2 million in fiscal 2014, and $33.7 million in the one month ended December 31, 2015. Expenditures under customer-sponsored R&D funded U.S. government contracts are accounted for as sales and cost of products sold. AR1 Research and Development Company-sponsored R&D expenses are generally reimbursed via allocation of such expenses among all contracts and programs in progress under U.S. government contractual arrangements. The newest large liquid booster engine development project, the AR1, recorded $39.3 million of such reimbursable costs from inception through December 31, 2016. In February 2016, the U.S. Air Force selected Aerojet Rocketdyne and United Launch Alliance ("ULA") to share in a public-private partnership to develop jointly the AR1 engine. The total agreement is valued at $804.0 million with the U.S. Air Force investing two-thirds of the funding required to complete development of the AR1 engine by 2019. The work is expected to be completed no later than December 31, 2019. The U.S. Air Force has obligated $115.3 million with Aerojet Rocketdyne contributing $52.7 million and ULA contributing $5.0 million . The total potential U.S. government investment, including all options, is $536.0 million . The total potential investment by Aerojet Rocketdyne and its partners, including all options, is $268.0 million . Under the terms of the AR1 agreement, the U.S. Air Force contributions are recognized proportionately as an offset to R&D expenses. In the event the Company records a receivable for a milestone prior to expending the prospective proportional share to b |
Income (Loss) Per Share of Comm
Income (Loss) Per Share of Common Stock | 12 Months Ended |
Dec. 31, 2016 | |
Earnings Per Share [Abstract] | |
Income (Loss) Per Share of Common Stock | Income (Loss) Per Share of Common Stock A reconciliation of the numerator and denominator used to calculate basic and diluted income (loss) per share of common stock ("EPS"): Year Ended One month ended December 31, November 30, November 30, December 31, 2016 2015 2014 2015 (In millions, except per share amounts) Numerator: Income (loss) from continuing operations $ 18.1 $ (17.1 ) $ (49.3 ) $ 7.0 (Loss) income from discontinued operations, net of income taxes (0.1 ) 0.9 (0.7 ) — Net income (loss) 18.0 (16.2 ) (50.0 ) 7.0 Income allocated to participating securities (0.4 ) — — (0.2 ) Net income (loss) for basic earnings per share 17.6 (16.2 ) (50.0 ) 6.8 Interest on 4 1 / 16 % Debentures — — — 0.3 Net income (loss) for diluted earnings per share $ 17.6 $ (16.2 ) $ (50.0 ) $ 7.1 Denominator: Basic weighted average shares 65.6 61.1 57.9 62.9 Effect of: 4 1 / 16 % Debentures — — — 9.4 Employee stock options and stock purchase plan 0.1 — — 0.2 Diluted weighted average shares 65.7 61.1 57.9 72.5 Basic: Income (loss) from continuing operations $ 0.27 $ (0.28 ) $ (0.85 ) $ 0.11 (Loss) income from discontinued operations, net of income taxes — 0.01 (0.01 ) — Net income (loss) per share $ 0.27 $ (0.27 ) $ (0.86 ) $ 0.11 Diluted: Income (loss) from continuing operations $ 0.27 $ (0.28 ) $ (0.85 ) $ 0.10 (Loss) income from discontinued operations, net of income taxes — 0.01 (0.01 ) — Net income (loss) per share $ 0.27 $ (0.27 ) $ (0.86 ) $ 0.10 The following table sets forth the potentially dilutive securities excluded from the computation because their effect would have been anti-dilutive: Year Ended One month ended December 31, November 30, November 30, December 31, 2016 2015 2014 2015 (In millions) 4 1 / 16 % Debentures 7.1 11.0 17.9 — Employee stock options and stock purchase plan — 0.2 0.2 — Unvested restricted shares — 1.6 1.7 — Total potentially dilutive securities 7.1 12.8 19.8 — The Company's 2 1 / 4 % Notes were not included in the computation of diluted EPS because the market price of the common stock did not exceed the conversion price and the Company only expects the conversion premium for the 2 1 / 4 % Notes to be settled in common shares. |
Balance Sheet Accounts and Supp
Balance Sheet Accounts and Supplemental Disclosures | 12 Months Ended |
Dec. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Balance Sheet Accounts and Supplemental Disclosures | Balance Sheet Accounts and Supplemental Disclosures a. Accounts Receivable As of December 31, 2016 2015 (In millions) Billed $ 55.7 $ 114.1 Unbilled 124.1 91.6 Reserve for overhead rate disallowance (44.5 ) (36.8 ) Total receivables under long-term contracts 135.3 168.9 Other receivables 1.1 0.6 Accounts receivable $ 136.4 $ 169.5 The net unbilled receivable amounts as of December 31, 2016 expected to be collected after one year are $31.1 million . b. Inventories As of December 31, 2016 2015 (In millions) Long-term contracts at average cost $ 551.9 $ 543.5 Progress payments (368.2 ) (388.5 ) Total long-term contract inventories 183.7 155.0 Total other inventories 1.4 1.2 Inventories $ 185.1 $ 156.2 Long-term contract inventories included an allocation of general and administrative costs incurred throughout fiscal 2016 and the one month ended December 31, 2015 amounted to $257.4 million and $18.3 million , respectively, and the cumulative amount of general and administrative costs in long-term contract inventories is estimated to be $21.1 million and $17.1 million at December 31, 2016 and 2015 , respectively. c. Other Current Assets, net As of December 31, 2016 2015 (In millions) Recoverable from the U.S. government for Rocketdyne Business integration costs (see Note 3(f)) $ 11.9 $ 11.9 Prepaid expenses 16.5 11.9 Receivables, net 17.8 10.6 Indemnification receivable from UTC, net 5.5 15.7 Recoverable from the U.S. government for competitive improvement program obligations (see Note 10) 7.6 9.1 Income tax receivable 26.8 1.6 Other 5.6 8.4 Other current assets, net $ 91.7 $ 69.2 d. Property, Plant and Equipment, net As of December 31, 2016 2015 (In millions) Land $ 71.4 $ 71.4 Buildings and improvements 304.2 290.1 Machinery and equipment 540.8 510.6 Construction-in-progress 30.4 32.5 946.8 904.6 Less: accumulated depreciation (580.8 ) (541.3 ) Property, plant and equipment, net $ 366.0 $ 363.3 Depreciation expense for fiscal 2016, 2015, 2014, and one month ended December 31, 2015 was $49.6 million , $49.8 million , $48.5 million , and $3.8 million respectively. The Company had $5.0 million of property, plant and equipment additions included in accounts payable as of December 31, 2016. e. Intangible Assets As of December 31, 2016 Gross Carrying Amount Accumulated Amortization Net Carrying Amount (In millions) Customer related $ 83.8 $ 37.4 $ 46.4 Intellectual property\trade secrets 34.2 9.2 25.0 Non-compete agreements 0.5 0.5 — Trade name 20.5 2.4 18.1 Acquired technology 18.3 13.4 4.9 Intangible assets $ 157.3 $ 62.9 $ 94.4 As of December 31, 2015 Gross Carrying Amount Accumulated Amortization Net Carrying Amount (In millions) Customer related $ 83.8 $ 28.3 $ 55.5 Intellectual property\trade secrets 34.2 6.6 27.6 Non-compete agreements 0.5 0.4 0.1 Trade name 20.5 1.7 18.8 Acquired technology 18.3 12.6 5.7 Intangible assets $ 157.3 $ 49.6 $ 107.7 Amortization expense related to intangible assets was $13.3 million , $13.4 million , $13.5 million , and $1.1 million in fiscal 2016, fiscal 2015, fiscal 2014, and one month ended December 31, 2015, respectively. Future amortization expense for the five succeeding years was estimated to be as follows: Year Ending December 31, Future Amortization Expense (In millions) 2017 $ 13.1 2018 13.1 2019 13.0 2020 12.8 2021 9.3 $ 61.3 f. Other Noncurrent Assets, net As of December 31, 2016 2015 (In millions) Recoverable from the U.S. government for Rocketdyne Business integration costs $ 10.9 $ 21.2 Deferred financing costs 3.4 2.1 Recoverable from the U.S. government for conditional asset retirement obligations 20.3 17.8 Grantor trust 16.6 10.3 Note receivable, net 9.0 9.0 Recoverable from the U.S. government for competitive improvement program obligations (see Note 10) 1.3 3.2 Recoverable from the U.S. government for restructuring costs 12.8 3.3 Income tax receivable 10.8 7.9 Other 5.1 6.8 Other noncurrent assets, net $ 90.2 $ 81.6 The current and noncurrent Rocketdyne Business integration costs capitalized as of December 31, 2016 and 2015 totaled $22.8 million and $33.1 million , respectively. These integration costs became subject to reimbursement by the U.S. government in the third quarter of fiscal 2016 due to the following: (i) completion of the U.S. government's audit and approval that the Company's planned integration savings will exceed its restructuring costs by a factor of at least two to one; (ii) determination from the Under Secretary of Defense that the audited restructuring savings exceed the costs by a factor of two to one; and (iii) execution on August 16, 2016 of an advance agreement with the Defense Contract Management Agency. The Company amortizes deferred financing costs over the estimated life of the related debt (a portion of which is classified as a contra liability). Amortization of deferred financing costs was $2.0 million , $2.7 million , $3.6 million and $0.2 million in fiscal 2016, fiscal 2015, fiscal 2014 and the one month ended December 31, 2015, respectively. g. Assets Held for Sale As of February 28, 2015, the Company classified approximately 550 acres, known as Hillsborough and representing a portion of the 5,563 acre Easton plan, as assets held for sale as a result of its plans to sell the Hillsborough land. The Hillsborough land was reported as real estate held for entitlement and leasing as of November 30, 2014. For operating segment reporting, the Hillsborough land has been reported as a part of the Real Estate segment. During the second quarter of fiscal 2015, the Company finalized the sale of the Hillsborough land for a total purchase price of $57.0 million which was comprised of $46.7 million cash and $10.3 million of promissory notes. The total acreage covered by the Hillsborough land transaction was approximately 700 acres, of which approximately 550 acres was recognized as a sale in the second quarter of fiscal 2015. At the initial closing, the buyer paid $40.0 million cash and executed a $9.0 million promissory note secured by a first lien Deed of Trust on a portion of the sale property which resulted in a pre-tax gain of $30.6 million in the second quarter of fiscal 2015. In addition, approximately 150 acres of this land, including a 50 -acre portion known as “Area 40,” was held back from the initial closing. Upon receipt of regulatory approvals, a closing will take place for the sale of the developable portions of such holdback acreage for a purchase price of $6.7 million in cash. A summary of the impact of the land sale on the consolidated statement of operations for fiscal 2015 was as follows (in millions): Net sales from land sale $ 42.0 Cost of sales from land sale 11.4 Income from continuing operations before income taxes from land sale 30.6 Income tax provision related to land sale 12.7 Net income from land sale $ 17.9 In fiscal 2014, the Company classified its energy business (the "Energy Business") as assets held for sale as a result of its plans to sell the business. The Company divested the Energy Business in July 2015 for an insignificant amount of proceeds. The Company incurred approximately $1.8 million of expenses to divest its Energy Business. The assets and liabilities of the Energy Business for all periods presented were insignificant. The plan was a result of management’s decision to focus its capital and resources on its Aerospace and Defense and Real Estate operating segments. The net sales associated with the Energy Business totaled $0.6 million in fiscal 2015 and 2014. For operating segment reporting, the Energy Business has been reported as a part of the Aerospace and Defense segment. In fiscal 2014, the Company entered into an asset purchase agreement associated with the sale of certain intellectual property related to a solar power contract. The related contract was terminated in connection with the sale. The proceeds from the sale were $7.5 million resulting in a gain of $6.8 million which is included in "Other, net" in the consolidated statement of operations. h. Other Current Liabilities As of December 31, 2016 2015 (In millions) Accrued compensation and employee benefits $ 105.7 $ 90.4 Income taxes 2.1 20.3 Competitive improvement program obligations (see Note 10) 7.6 9.4 Payable to UTC for Transition Service Agreements 1.3 1.9 Interest payable 4.1 12.9 Contract loss provisions 6.8 9.1 Other 40.2 59.1 Other current liabilities $ 167.8 $ 203.1 i. Other Noncurrent Liabilities As of December 31, 2016 2015 (In millions) Conditional asset retirement obligations $ 30.6 $ 29.5 Pension benefits, non-qualified 17.5 17.6 Deferred compensation 19.8 11.5 Deferred revenue 13.3 13.8 Competitive improvement program obligations (see Note 10) 1.3 3.2 Uncertain income tax positions 28.4 7.0 Other 13.1 12.6 Other noncurrent liabilities $ 124.0 $ 95.2 j. Accumulated Other Comprehensive Loss, Net of Income Taxes Changes in accumulated other comprehensive loss by components, net of income taxes: Actuarial Prior Service Total (In millions) November 30, 2014 $ (337.0 ) $ 3.3 $ (333.7 ) Actuarial losses arising during the period, net of income taxes (55.0 ) (1.6 ) (56.6 ) Amortization of actuarial losses and prior service credits, net of income taxes 49.4 (0.8 ) 48.6 November 30, 2015 (342.6 ) 0.9 (341.7 ) Actuarial losses arising during the period, net of income taxes (8.6 ) — (8.6 ) Amortization of actuarial losses and prior service credits, net of income taxes 3.4 (0.1 ) 3.3 December 31, 2015 (347.8 ) 0.8 (347.0 ) Actuarial gains arising during the period, net of income taxes 7.5 — 7.5 Amortization of actuarial losses and prior service credits, net of income taxes 37.1 (0.6 ) 36.5 December 31, 2016 $ (303.2 ) $ 0.2 $ (303.0 ) The estimated amounts that will be amortized from accumulated other comprehensive loss into net periodic benefit expense in fiscal 2017: Pension Benefits Medical and Life Insurance Benefits (In millions) Actuarial losses (gains), net $ 67.8 $ (4.1 ) Prior service costs (credits), net 0.1 (0.2 ) $ 67.9 $ (4.3 ) k. Redeemable Common Stock The Company inadvertently failed to register with the SEC the issuance of certain of its common shares in its defined contribution 401(k) employee benefit plan (the “Plan”). As a result, certain Plan participants who purchased such securities pursuant to the Plan may have the right to rescind certain of their purchases for consideration equal to the purchase price paid for the securities (or if such security has been sold, to receive consideration with respect to any loss incurred on such sale) plus interest from the date of purchase. As of December 31, 2016 and 2015, the Company has classified 0.1 million shares as redeemable common stock because the redemption features are not within the control of the Company. The Company may also be subject to civil and other penalties by regulatory authorities as a result of the failure to register these shares. These shares have always been treated as outstanding for financial reporting purposes. In June 2008, the Company filed a registration statement on Form S-8 to register future transactions in the Company's stock fund in the Plan. During fiscal 2016, fiscal 2015, fiscal 2014, and the one month ended December 31, 2015, the Company recorded less than $0.1 million , ($0.1) million , and $0.9 million , and $0.4 million , respectively, for realized (gains)/losses and interest associated with this matter. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company files a consolidated U.S. federal income tax return with its wholly-owned subsidiaries. The components of the Company’s income tax provision from continuing operations: Year Ended One month ended December 31, November 30, November 30, December 31, 2016 2015 2014 2015 (In millions) Current U.S. federal $ 3.2 $ 33.0 $ 19.0 $ 7.9 State and local 3.2 3.4 4.1 1.2 6.4 36.4 23.1 9.1 Deferred U.S. federal 2.8 (41.2 ) (5.5 ) (6.2 ) State and local 2.0 5.1 (1.3 ) (0.9 ) 4.8 (36.1 ) (6.8 ) (7.1 ) Income tax provision $ 11.2 $ 0.3 $ 16.3 $ 2.0 A reconciliation of the U.S. federal statutory income tax rate to the Company’s effective income tax rate on earnings from continuing operations was as follows: Year Ended One month ended December 31, November 30, November 30, December 31, 2016 2015 2014 2015 Statutory U.S. federal income tax rate - provision (benefit) 35.0 % (35.0 )% (35.0 )% 35.0 % State and local income taxes, net of U.S. federal income tax effect (2.3 ) 16.2 11.4 4.8 Changes in state income tax rates 13.4 19.0 (0.7 ) 0.1 Reserve adjustments (1.0 ) 2.2 (0.8 ) (0.3 ) Valuation allowance adjustments — — 0.3 — Rescindable common stock interest and realized losses — — 0.9 — Non-deductible convertible subordinated notes interest 2.9 8.0 7.0 1.2 Non-deductible premiums on repurchase of convertible subordinated notes — — 64.1 — R&D credits (14.1 ) — 4.0 (2.8 ) Retroactive change in federal tax law — (11.6 ) — (19.4 ) Benefit of manufacturing deductions 1.5 (5.8 ) (4.3 ) (7.0 ) Lobbying costs 2.7 3.6 1.0 0.4 Deferred tax adjustment (1.3 ) — — 7.8 Other, net 1.4 5.2 1.5 2.4 Effective income tax rate - provision 38.2 % 1.8 % 49.4 % 22.2 % In fiscal 2016, the Company’s effective tax rate was an income tax expense of 38.2% on pre-tax income of $29.3 million . The Company’s effective tax rate differed from the 35.0% statutory federal income tax rate due largely to state income taxes and certain expenditures which are permanently not deductible for tax purposes, partially offset by the impact of R&D credits. In fiscal 2015, the Company’s effective tax rate was an income tax expense of 1.8% on a pre-tax loss from continuing operations of $16.8 million . The Company’s effective tax rate differed from the 35.0% statutory federal income tax rate due largely to state income taxes and certain non-deductible interest expense partially offset by the retroactive reinstatement of the federal R&D credit and benefits allowed by Section 199 of the Internal Revenue Service ("IRS") code allowed to manufacturers. In fiscal 2014, the Company’s effective tax rate was an income tax expense of 49.4% on a pre-tax loss from continuing operations of $33.0 million . The Company’s effective tax rate differed from the 35% statutory federal income tax rate due largely to the non-deductible premiums paid upon the redemption of portions of the convertible debt, state income taxes, impacts from the final R&D credit study, benefits allowed by Section 199 of the IRS code allowed to manufacturers, and certain non-deductible interest expense. In the one month ended December 31, 2015, the Company’s effective tax rate was an income tax expense of 22.2% on pre-tax income of $9.0 million . The Company’s effective tax rate differed from the 35% statutory federal income tax rate primarily due to the re-enactment of the federal R&D credit in December 2015 for calendar year 2015 which has been treated as a discrete event for the December 2015 one-month period, as well as impacts from state income taxes, benefits allowed by Section 199 of the IRS code allowed to manufacturers, and R&D credits. The timing of recording or releasing a valuation allowance requires significant management judgment. The amount of the valuation allowance released by the Company represents a portion of deferred tax assets that was deemed more-likely-than-not that the Company will realize the benefits based on the analysis in which the positive evidence outweighed the negative evidence. A valuation allowance is required when it is more-likely-than-not that all or a portion of deferred tax assets may not be realized. Establishment and removal of a valuation allowance requires management to consider all positive and negative evidence and to make a judgmental decision regarding the amount of valuation allowance required as of a reporting date. The weight given to the evidence is commensurate with the extent to which it can be objectively verified. In the evaluations as of December 31, 2016 and 2015, management has considered all available evidence, both positive and negative, including but not limited to the following: Positive evidence • Positive results from continuing operations before income taxes for the year ended December 31, 2016; • The Company’s recent history of generating taxable income which has allowed for the utilization of tax credit carryforwards; • Cost Accounting Standards rules that allow the Company to recover certain tax-qualified defined benefit pension plan cash contributions through its U.S. government contracts; • Eligibility of some of the Company’s environmental costs for future recovery in the pricing of its products and services to the U.S. government and under existing third party agreements; • Establishment and execution of the Competitive Improvement Program evidencing increasing growth and profitability (see Note 10); • Increase in the Company’s contract backlog; • Lower interest costs as a result of the Company's fiscal 2016 debt refinancing efforts; and • Favorable trends with respect to the market value of certain real estate assets. Negative evidence • The three year comprehensive cumulative loss position as of December 31, 2016; • The Company’s exposure to environmental remediation obligations and the related uncertainty as to the ultimate exposure upon settlement; • The significance of the Company’s defined benefit pension obligation and related impact it could have in future years; and • The interest expense arising from additional indebtedness incurred in fiscal 2016. As of December 31, 2016 and 2015, management believes that the weight of the positive evidence outweighed the negative evidence regarding the realization of the net deferred tax assets. Management will continue to evaluate the ability to realize the Company’s net deferred tax assets and the remaining valuation allowance on a quarterly basis. The Company is routinely examined by domestic and foreign tax authorities. While it is difficult to predict the outcome or timing of a particular tax matter, the Company believes it has adequately provided reserves for any reasonable foreseeable outcome related to these matters. A reconciliation of the beginning and ending amount of unrecognized tax benefits consisted of the following: Year Ended One month ended December 31, November 30, November 30, December 31, 2016 2015 2014 2015 (In millions) Balances at beginning of fiscal year $ 7.1 $ 6.8 $ 7.9 $ 6.7 Increases based on tax positions in prior years 25.8 1.0 0.6 0.6 Decreases based on tax position in prior years (1.2 ) (1.8 ) (1.3 ) (0.2 ) Increases based on tax positions in current year 0.7 0.7 — — Lapse of statute of limitations (2.9 ) — (0.4 ) — Balances at end of fiscal year $ 29.5 $ 6.7 $ 6.8 $ 7.1 As of December 31, 2016, the total amount of unrecognized tax benefits that, if recognized, would affect the effective tax rate was $5.3 million . The Company recognizes interest and penalties related to uncertain tax positions in income tax expense. As of December 31, 2016, the Company’s accrued interest and penalties related to uncertain tax positions was $2.4 million . It is reasonably possible that a reduction of up to $29.3 million of unrecognized tax benefits and related interest and penalties may occur within the next 12 months as a result of the expiration of certain statutes of limitations. The years ended November 30, 2012 through December 31, 2016 remain open to examination for U.S. federal income tax purposes. In addition, the years ended November 30, 2002 through November 30, 2005 remain open as they relate to selected tax attributes utilized during fiscal years 2010 through 2014. For the Company’s other major taxing jurisdictions, the tax years ended November 30, 2003 through December 31, 2016 remain open to examination. Deferred tax assets and liabilities were as follows: As of December 31, 2016 2015 (In millions) Deferred Tax Assets Accrued estimated costs $ 89.1 $ 113.3 Basis difference in assets and liabilities 8.5 6.0 Tax losses and credit carryforwards 6.5 3.8 Net cumulative defined benefit pension plan losses 212.9 227.8 Retiree medical and life insurance benefits 16.2 19.6 Valuation allowance (1.7 ) (1.2 ) Total deferred tax assets 331.5 369.3 Deferred Tax Liabilities Revenue recognition differences 21.7 30.7 Basis differences in intangible assets 17.3 13.8 Total deferred tax liabilities 39.0 44.5 Total net deferred tax assets $ 292.5 $ 324.8 The deferred tax liabilities considered in the assessment of the realizability of deferred tax assets are of the same character as the temporary differences giving rise to the deferred tax assets. The remaining liabilities will reverse in the same period as the assets, if not sooner. The changes in the Company's valuation allowance by period was as follows: Balance at Beginning of Period Tax Valuation Allowance Charged to Income Tax Provision Tax Valuation Allowance Credited to Income Tax Provision Balance at End of Period (In millions) Fiscal 2016 $ 1.2 $ 0.5 $ — $ 1.7 One month ended December 31, 2015 1.7 — (0.5 ) 1.2 Fiscal 2015 2.6 0.6 (1.5 ) 1.7 Fiscal 2014 2.6 — — 2.6 The Company’s state net operating loss carryforwards of $18.4 million as of December 31, 2016 are set to expire on December 31, 2017. Approximately $1.2 million of the state net operating loss carryforwards relate to the exercise of stock options, the benefit of which will be credited to equity when realized. The Company has approximately $8.3 million of loss carryover in foreign jurisdictions which have no expiration date. The Company has Federal and California credit carryovers of $2.8 million and $2.5 million , respectively. The federal credits will expire in 2036 and the state credits have no expiration date. |
Long-Term Debt
Long-Term Debt | 12 Months Ended |
Dec. 31, 2016 | |
Debt Disclosure [Abstract] | |
Long-term Debt | Long-Term Debt As of December 31, 2016 2015 (In millions) Senior debt $ 388.0 $ 91.8 Senior secured notes — 449.4 Convertible senior notes 240.0 — Convertible subordinated notes 35.6 84.8 Other debt — 13.0 Total debt, carrying amount 663.6 639.0 Less: Amounts due within one year (55.6 ) (5.3 ) Total long-term debt, carrying amount $ 608.0 $ 633.7 As of December 31, 2016 , the earlier of the Company’s contractual debt principal maturities or the next debt redemption date that could be exercised at the option of the debt holder, are summarized by fiscal year: Total 2017 2018 2019 2020 2021 2023 (In millions) Senior debt $ 390.0 $ 20.0 $ 25.0 $ 30.0 $ 35.0 $ 280.0 $ — Convertible senior notes 300.0 — — — — — 300.0 Convertible subordinated notes (1) 35.6 35.6 — — — — — Total debt principal $ 725.6 $ 55.6 $ 25.0 $ 30.0 $ 35.0 $ 280.0 $ 300.0 _______ (1) In December 2016, the Company notified holders of its 4 1 / 16 % Debentures that the Company would redeem, on February 3, 2017, all of their 4 1 / 16 % Debentures at a purchase price equal to 100% of the principal amount of the 4 1 / 16 % Debentures to be redeemed, plus any accrued and unpaid interest. In January 2017, $35.6 million of the 4 1 / 16 % Debentures (the entire amount outstanding as of December 31, 2016) were converted to 3.9 million shares of common stock. a. Senior Debt: As of December 31, 2016 2015 (In millions) Term loan, bearing interest at variable rates (rate of 3.02% as of December 31, 2016), maturing in June 2021 $ 390.0 $ 92.5 Unamortized deferred financing costs (2.0 ) (0.7 ) Total senior debt $ 388.0 $ 91.8 Senior Credit Facility On June 17, 2016, the Company entered into a new $750.0 million senior secured Senior Credit Facility (the "Senior Credit Facility") with the lenders named therein and Bank of America Merrill Lynch as joint lead arranger and administrative agent. The Senior Credit Facility matures on June 17, 2021 and consists of (i) a $350.0 million revolving line of credit (the "Revolver") and (ii) a $400.0 million term loan (the "Term Loan"). Under the Revolver, up to an aggregate of $100.0 million is available for the issuance of letters of credit and up to an aggregate of $10.0 million is available for swingline loans. The Senior Credit Facility amends and replaces the prior $300.0 million credit facility which was set to mature in May 2019. On the closing date, the Company borrowed $100.0 million of loans under the Revolver and used the proceeds to repay in full the $90.0 million of outstanding term loans under the prior credit facility, fees incurred for the Senior Credit Facility, and for general corporate purposes. As of December 31, 2016, the Company had $390.0 million outstanding under the Term Loan and had issued $45.3 million letters of credit. The Term Loan and loans under the Revolver bear interest at LIBOR (or the base rate) plus an applicable margin ranging from 175 to 250 basis points based on the Company's leverage ratio (the "Consolidated Net Leverage Ratio") at the end of the most recent fiscal quarter. In addition to interest, the Company must also pay certain fees including (i) letter of credit fees ranging from 175 to 250 basis points per annum on the amount of issued but undrawn letters of credit and (ii) commitment fees ranging from 30 to 45 basis points per annum on the unused portion of the Revolver. The Term Loan amortizes at a rate of 5.0% per annum of the original drawn amount starting on September 30, 2016, increasing to 7.5% per annum on September 30, 2018, and increasing to 10.0% per annum from September 30, 2020 to be paid in equal quarterly installments with any remaining amounts, along with outstanding borrowings under the Revolver, due on the maturity date. Outstanding borrowings under the Revolver and the Term Loan may be voluntarily repaid at any time, in whole or in part, without premium or penalty. Subject to certain restrictions, all the obligations under the Senior Credit Facility will be guaranteed by the Company and the existing and future material domestic subsidiaries, other than Easton (the "Guarantors"). As collateral security for the amount outstanding under the Senior Credit Facility and the guarantees thereof, the Company and the Guarantors (collectively, the "Loan Parties") have granted to the administrative agent for the benefit of the lenders: (i) certain equity interests of the Loan Parties; (ii) first priority liens on substantially all of the tangible and intangible personal property of the Loan Parties; and (iii) first priority liens on certain real properties located in Los Angeles, California, Culpepper, Virginia and Redmond Washington (but excluding all other owned real properties). The Senior Credit Facility contains covenants requiring the Company to (i) maintain an interest coverage ratio (the "Consolidated Interest Coverage Ratio") of not less than 3.00 to 1.00 and (ii) maintain a Consolidated Net Leverage Ratio not to exceed (a) 4.00 to 1.00 for periods ending December 31, 2016 through September 30, 2017; (b) 3.75 to 1.00 for periods ending from December 31, 2017 through September 30, 2018; and (c) 3.50 to 1.00 for periods ending from December 31, 2018 thereafter, provided that the maximum leverage ratio for all periods shall be increased by 0.50 to 1.00 for two quarters after consummation of a qualified acquisition. The Company may generally make certain investments, redeem debt subordinated to the Senior Credit Facility and make certain restricted payments (such as stock repurchases) if the Company's Consolidated Net Leverage Ratio does not exceed 3.25 to 1.00 pro forma for such transaction. The Company is otherwise subject to customary covenants including limitations on asset sales, incurrence of additional debt, and limitations on certain investments and restricted payments. Financial Covenant Actual Ratios as of Required Ratios Consolidated Interest Coverage Ratio, as defined under the Senior Credit Facility 11.07 to 1.00 Not less than: 3.00 to 1.00 Consolidated Net Leverage Ratio, as defined under the Senior Credit Facility 2.59 to 1.00 Not greater than: 4.00 to 1.00 The Company was in compliance with its financial and non-financial covenants as of December 31, 2016 . b. Senior Secured Notes: As of December 31, 2016 2015 (In millions) Senior secured notes, bearing interest at 7.125% per annum, interest payments due in March and September, maturing in March 2021 $ — $ 460.0 Unamortized deferred financing costs — (10.6 ) Total senior secured notes $ — $ 449.4 7.125% Second-Priority Senior Secured Notes On July 18, 2016, the Company fully redeemed the outstanding principal of its 7 1 / 8 % Notes. c. Convertible Senior Notes: As of December 31, 2016 2015 (In millions) Senior convertible notes, bearing interest at 2.25% per annum, interest payments due in June and December, maturing in December 2023 $ 300.0 $ — Unamortized discount and deferred financing costs (60.0 ) — Total convertible senior notes $ 240.0 $ — 2.25% Convertible Senior Notes On December 14, 2016, the Company issued $300.0 million aggregate principal amount of 2¼% Notes in a private placement to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”). The 2¼% Notes bear cash interest at a rate of 2.25% per annum on the principal amount of the 2¼% Notes from December 14, 2016, payable semi-annually in arrears on June 15 and December 15 of each year, beginning June 15, 2017. The 2¼% Notes will mature on December 15, 2023, subject to earlier repurchase, redemption or conversion in certain circumstances described below. The 2¼% Notes are general unsecured senior obligations, which (i) rank senior in right of payment to all of the Company’s existing and future senior indebtedness that is expressly subordinated in right of payment to the 2¼% Notes; (ii) rank equal in right of payment with all of the Company’s existing and future unsecured indebtedness that is not so subordinated; (iii) rank effectively junior in right of payment to any of the Company’s secured indebtedness to the extent of the value of the assets securing such indebtedness; and (iv) rank structurally junior to all indebtedness and other liabilities (including trade payables) of the Company’s subsidiaries. The 2¼% Notes may be converted into cash, shares of the Company’s common stock or a combination thereof initially at a conversion rate of 38.4615 shares of common stock per $1,000 principal amount of 2¼% Notes (equivalent to a conversion price of approximately $26.00 per share of common stock), subject to adjustment from time to time as described in the indenture governing the 2¼% Notes. Holders may convert their 2¼% Notes at their option (i) at any time prior to the close of business on the business day immediately preceding September 15, 2023 under certain circumstances and (ii) at any time on or after September 15, 2023 until the close of business on the business day immediately preceding the maturity date, irrespective of such circumstances. In addition, if holders of the 2¼% Notes elect to convert their 2¼% Notes in connection with the occurrence of a make-whole fundamental change, as defined in the indenture governing the 2¼% Notes, such holders will be entitled to an increase in the conversion rate upon conversion in certain circumstances. The Company may redeem for cash all or any portion of the 2¼% Notes, at its option, on or after December 21, 2020, if the last reported sale price of the Company’s common stock has been at least 150% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which the Company provides notice of redemption at a redemption price equal to 100% of the principal amount of the 2¼% Notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date. If a fundamental change, as defined in the indenture governing the 2¼% Notes, occurs prior to maturity, subject to certain conditions, holders of the 2¼% Notes will have the right to require the Company to repurchase all or part of their 2¼% Notes for cash at a fundamental change repurchase price equal to 100% of their principal amount, plus accrued and unpaid interest, if any, up to, but excluding, the fundamental change repurchase date. The 2¼% Notes contain customary events of default, including, among other things, payment default, covenant default and certain cross-default provisions linked to the payment of other indebtedness of the Company or its significant subsidiaries. Issuance of the 2¼% Notes generated proceeds of $294.2 million net of debt issuance costs, which were used to repurchase long-term debt and for working capital and other general corporate purposes. The Company separately accounted for the liability and equity components of the 2¼% Notes. The initial liability component of the 2¼% Notes was valued based on the present value of the future cash flows using an estimated borrowing rate at the date of the issuance for similar debt instruments without the conversion feature, which equals the effective interest rate of 5.8% on the liability component. The equity component, or debt discount, was initially valued equal to the principal value of the 2¼% Notes, less the present value of the future cash flows using an estimated borrowing rate at the date of the issuance for similar debt instruments without a conversion feature, which equated to the initial debt discount. The debt discount is being amortized as a non-cash charge to interest expense over the period from the issuance date through December 15, 2023. The debt issuance costs of $5.8 million incurred in connection with the issuance of the 2¼% Notes were capitalized and bifurcated into deferred financing costs of $4.7 million and equity issuance costs of $1.1 million . The deferred financing costs are being amortized to interest expense from the issuance date through December 15, 2023. As of December 31, 2016, the 2¼% Notes consisted of the following (in millions, except years, percentages, conversion rate, and conversion price): Carrying value, long-term $ 240.0 Unamortized discount and deferred financing costs 60.0 Principal amount $ 300.0 Carrying amount of equity component, net of equity issuance costs $ 54.5 Remaining amortization period (years) 7.0 Effective interest rate 5.8 % Conversion rate (shares of common stock per $1,000 principal amount) 38.4615 Conversion price (per share of common stock) $ 26.00 The following table presents the interest expense components for the 2¼% Notes for fiscal 2016 (in millions): Interest expense-contractual interest $ 0.3 Interest expense-amortization of debt discount 0.3 Interest expense-amortization of deferred financing costs (1) — ________ (1) Less than $0.1 million . d. Convertible Subordinated Notes: As of December 31, 2016 2015 (In millions) Convertible subordinated debentures, bearing interest at 2.25% per annum, interest payments due in May and November, maturing in November 2024 $ — $ 0.2 Convertible subordinated debentures, bearing interest at 4.0625% per annum, interest payments due in June and December, maturing in December 2039 35.6 84.6 Total convertible subordinated notes $ 35.6 $ 84.8 2.25% Convertible Subordinated Debentures ("2 1 / 4 % Debentures") As of December 31, 2016 , the Company fully redeemed the outstanding principal amount of its 2 1 / 4 % Debentures. 4.0625% Convertible Subordinated Debentures As of December 31, 2016 , the Company had $35.6 million outstanding principal of its 4 1 / 16 % Debentures, convertible into 3.9 million of shares of common stock. In December 2016, the Company notified holders of its 4 1 / 16 % Debentures that the Company would redeem, on February 3, 2017, all of their 4 1 / 16 % Debentures at a purchase price equal to 100% of the principal amount of the 4 1 / 16 % Debentures to be redeemed, plus any accrued and unpaid interest. In January 2017, $35.6 million of the 4 1 / 16 % Debentures (the entire amount outstanding as of December 31, 2016) were converted to 3.9 million shares of common stock. In December 2009, the Company issued $200.0 million in aggregate principal amount of 4 1 / 16 % Debentures in a private placement to qualified institutional buyers pursuant to Rule 144A under the Securities Act. The 4 1 / 16 % Debentures mature on December 31, 2039 , subject to earlier redemption, repurchase, or conversion. Interest on the 4 1 / 16 % Debentures accrues at 4.0625% per annum and is payable semiannually in arrears on June 30 and December 31 of each year, beginning June 30, 2010 (or if any such day is not a business day, payable on the following business day), and the Company may elect to pay interest in cash or, generally on any interest payment that is at least one year after the original issuance date of the 4 1 / 16 % Debentures, in shares of the Company’s common stock or a combination of cash and shares of the Company’s common stock, at the Company’s option, subject to certain conditions. The 4 1 / 16 % Debentures are general unsecured obligations of the Company and rank equal in right of payment to all of the Company’s other existing and future unsecured subordinated indebtedness. The 4 1 / 16 % Debentures rank junior in right of payment to all of the Company’s existing and future senior indebtedness, including all of its obligations under its Senior Credit Facility and all of its existing and future senior subordinated indebtedness. In addition, the 4 1 / 16 % Debentures are effectively subordinated to any of the Company’s collateralized debt, to the extent of such collateral, and to any and all debt and liabilities including trade debt of its subsidiaries. Each holder of the 4 1 / 16 % Debentures may convert its 4 1 / 16 % Debentures into shares of the Company’s common stock at a conversion rate of 111.0926 shares per $1,000 principal amount, representing a conversion price of approximately $9.00 per share, subject to adjustment. In addition, if the holders elect to convert their 4 1 / 16 % Debentures in connection with the occurrence of certain fundamental changes to the Company as described in the indenture, the holders will be entitled to receive additional shares of common stock upon conversion in some circumstances. Upon any conversion of the 4 1 / 16 % Debentures, subject to certain exceptions, the holders will not receive any cash payment representing accrued and unpaid interest. The Company may at any time redeem any 4 1 / 16 % Debentures for cash (except as described below with respect to any make-whole premium that may be payable) if the last reported sales price of the Company’s common stock has been at least 150% of the conversion price then in effect for at least twenty ( 20 ) trading days during any thirty ( 30 ) consecutive trading day period ending within five ( 5 ) trading days prior to the date on which the Company provides the notice of redemption. Each holder may require the Company to repurchase all or part of its 4 1 / 16 % Debentures on December 31, 2019, 2024, 2029 and 2034 (each, an “optional repurchase date”) at an optional repurchase price equal to (1) 100% of their principal amount, plus (2) accrued and unpaid interest, if any, up to, but excluding, the date of repurchase. The Company may elect to pay the optional repurchase price in cash, shares of the Company’s common stock, or a combination of cash and shares of the Company’s common stock, at the Company’s option, subject to certain conditions. If a fundamental change to the Company, as described in the indenture governing the 4 1 / 16 % Debentures, occurs prior to maturity, each holder will have the right to require the Company to purchase all or part of its 4 1 / 16 % Debentures for cash at a repurchase price equal to 100% of their principal amount, plus accrued and unpaid interest, if any, up to, but excluding, the repurchase date. If the Company elects to deliver shares of its common stock as all or part of any interest payment, any make-whole premium or any optional repurchase price, such shares will be valued at the product of (x) the price per share of the Company’s common stock determined during: (i) in the case of any interest payment, the twenty ( 20 ) consecutive trading days ending on the second trading day immediately preceding the record date for such interest payment; (ii) in the case of any make-whole premium payable as part of the redemption price, the twenty ( 20 ) consecutive trading days ending on the second trading day immediately preceding the redemption date; and (iii) in the case of any optional repurchase price, the forty ( 40 ) consecutive trading days ending on the second trading day immediately preceding the optional repurchase date; (in each case, the “averaging period” with respect to such date) using the sum of the daily price fractions (where “daily price fraction” means, for each trading day during the relevant averaging period, 5% in the case of any interest payment or any make-whole premium or 2.5% in the case of any optional repurchase, multiplied by the daily volume weighted average price per share of the Company’s common stock for such day), multiplied by (y) 97.5% . The Company will notify holders at least five ( 5 ) business days prior to the start of the relevant averaging period of the extent to which the Company will pay any portion of the related payment using shares of common stock. Effective December 21, 2010, in accordance with the terms of the indenture, the restrictive legend on the 4 1 / 16 % Debentures was removed and the 4 1 / 16 % Debentures are freely tradable pursuant to Rule 144 under the Securities Act of 1933 without volume restrictions by any holder that is not an affiliate of the Company at the time of sale and has not been an affiliate during the preceding three months. Issuance of the 4 1 / 16 % Debentures generated net proceeds of $194.1 million , which were used to repurchase long-term debt and other debt related costs. During fiscal 2014, the Company repurchased $59.6 million principal amount of its 4 1 / 16 % Debentures at various prices ranging from 195% of par to 212% of par. During fiscal 2015, $49.0 million of 4 1 / 16 % Debentures were converted to 5.5 million shares of common stock. During fiscal 2016, $49.0 million of 4 1 / 16 % Debentures were converted to 5.4 million shares of common stock. e. Other Debt: As of December 31, 2016 2015 (In millions) Delayed draw term loan $ — $ 13.0 Capital lease — 0.3 Unamortized deferred financing costs — (0.3 ) Total other debt $ — $ 13.0 Delayed Draw Term Loan During fiscal 2016, the Company retired the remaining principal amount of its delayed draw term loan. |
Retirement Benefits
Retirement Benefits | 12 Months Ended |
Dec. 31, 2016 | |
Compensation and Retirement Disclosure [Abstract] | |
Retirement Benefits, (As Restated for fiscal 2014 and 2013) | Retirement Benefits a. Plan Descriptions Pension Benefits The Company's defined benefit pension plan future benefit accrual was discontinued in fiscal 2009. As of December 31, 2016 , the assets, projected benefit obligations, and unfunded pension obligation for the tax-qualified pension plans were approximately $925.1 million , $1,492.1 million , and $548.2 million , respectively. The Company expects to make cash contributions of approximately $72.0 million to its tax-qualified defined benefit pension plan in fiscal 2017. The Company is generally able to recover these contributions related to its tax-qualified defined benefit pension plan as allowable costs on its U.S. government contracts, but there is a lag between when the Company contributes cash to its tax-qualified defined benefit pension plan under pension funding rules and recovers the cash under the U.S. government Cost Accounting Standards. During fiscal 2016, the Company made cash contributions of $32.8 million to its tax-qualified defined benefit pension plan of which $27.5 million was recoverable in the Company's U.S. government contracts in fiscal 2016 with the remaining $5.3 million being potentially recoverable in the Company's U.S. government contracts in the future. The funded status of the Company's tax-qualified pension plan may be adversely affected by the investment experience of the plan's assets, by any changes in U.S. law and by changes in the statutory interest rates used by tax-qualified pension plans in the U.S. to calculate funding requirements. Accordingly, if the performance of the Company’s plan's assets does not meet assumptions, if there are changes to the Internal Revenue Service regulations or other applicable law or if other actuarial assumptions are modified, future contributions to the underfunded pension plans could be higher than the Company expects. Medical and Life Insurance Benefits The Company provides medical and life insurance benefits to certain eligible retired employees, with varied coverage by employee group. Generally, employees hired after January 1, 1997 are not eligible for retiree medical and life insurance benefits. The medical benefit plan provides for cost sharing between the Company and its retirees in the form of retiree contributions, deductibles, and coinsurance. Medical and life insurance benefit obligations are unfunded. Medical and life insurance benefit cash payments for eligible retired employees are recoverable under the Company’s U.S. government contracts. Defined Contribution 401(k) Benefits The Company sponsors a defined contribution 401(k) plan and participation in the plan is available to all employees. The Company makes matching contributions in cash equal to 100% of the first 3% of the participants’ compensation contributed and 50% of the next 3% of the compensation contributed. The cost of the 401(k) plan was $20.7 million , $24.9 million , $24.4 million , and $1.3 million in fiscal 2016 , fiscal 2015 , fiscal 2014, and the one month ended December 31, 2015, respectively. b. Plan Results Summarized below is the balance sheet impact of the Company’s pension benefits and medical and life insurance benefits. Pension benefits include the consolidated tax-qualified plan and the unfunded non-qualified plan for benefits provided to employees beyond those provided by the Company’s tax-qualified plan. Assets, benefit obligations, and the funded status of the plans were determined at December 31, 2016 and 2015 . Pension Benefits Medical and As of December 31, 2016 2015 (3) 2016 2015 (3) (In millions) Change in fair value of assets: Fair value - beginning of period $ 931.4 $ 964.1 $ — $ — Gain (loss) on assets 93.7 (22.2 ) — — Employer contributions 34.1 0.1 4.3 0.2 Benefits paid (1) (134.1 ) (10.6 ) (4.3 ) (0.2 ) Fair value - end of period $ 925.1 $ 931.4 $ — $ — Change in benefit obligation: Benefit obligation - beginning of period $ 1,531.0 $ 1,549.5 $ 50.8 $ 51.5 Service cost 14.0 1.1 — — Interest cost 64.1 5.3 1.9 0.2 Actuarial losses (gains) 17.1 (14.3 ) (5.8 ) (0.7 ) Benefits paid (134.1 ) (10.6 ) (4.3 ) (0.2 ) Benefit obligation - end of period (2) $ 1,492.1 $ 1,531.0 $ 42.6 $ 50.8 Funded status of the plans $ (567.0 ) $ (599.6 ) $ (42.6 ) $ (50.8 ) Amounts recognized in the consolidated balance sheets: Postretirement medical and life insurance benefits, current $ — $ — $ (5.2 ) $ (6.0 ) Postretirement medical and life insurance benefits, noncurrent — — (37.4 ) (44.8 ) Pension liability, non-qualified current (component of other current liabilities) (1.3 ) (1.4 ) — — Pension liability, non-qualified (component of other noncurrent liabilities) (17.5 ) (17.6 ) — — Pension benefits, noncurrent (548.2 ) (580.6 ) — — Net liability recognized in the consolidated balance sheets $ (567.0 ) $ (599.6 ) $ (42.6 ) $ (50.8 ) __________ (1) Benefits paid for medical and life insurance benefits are net of the Medicare Part D Subsidy of $0.1 million and zero received in fiscal 2016 and the one month ended December 31, 2015 , respectively. (2) Pension benefit obligation includes $18.8 million and $19.0 million as of December 31, 2016 and 2015 , respectively, for the non-qualified plan. (3) Reflects activity for the one month ended December 31, 2015. The accumulated benefit obligation for the defined benefit pension plans was $1,492.1 million and $1,530.9 million as of the December 31, 2016 and 2015 measurement dates, respectively. Components of retirement benefit expense (income) were: Pension Benefits Medical and Year Ended One month ended Year Ended One month ended December 31, November 30, November 30, December 31, December 31, November 30, November 30, December 31, 2016 2015 2014 2015 2016 2015 2014 2015 (In millions) Service cost $ 14.0 $ 10.8 $ 8.8 $ 1.1 $ — $ — $ 0.1 $ — Interest cost on benefit obligation 64.1 63.6 67.1 5.3 1.9 1.9 2.5 0.2 Assumed return on assets (1) (70.1 ) (88.1 ) (92.6 ) (6.0 ) — — — — Amortization of prior service costs (credits) 0.1 — — — (1.2 ) (1.1 ) (0.9 ) (0.1 ) Amortization of net losses (gains) 63.7 84.0 54.4 5.4 (3.6 ) (3.5 ) (2.9 ) (0.3 ) $ 71.8 $ 70.3 $ 37.7 $ 5.8 $ (2.9 ) $ (2.7 ) $ (1.2 ) $ (0.2 ) __________ (1) The actual return and rate of return on assets was as follows: Year Ended One month ended December 31, November 30, November 30, December 31, 2016 2015 2014 2015 (In millions, except rate of return) Actual gain (loss) on assets $ 93.7 $ (64.2 ) $ 63.5 $ (22.2 ) Actual rate of return on assets 10.8 % (6.1 )% 5.1 % (2.3 )% Market conditions and interest rates significantly affect assets and liabilities of the pension plans. Pension accounting permits market gains and losses to be deferred and recognized over a period of years. This “smoothing” results in the creation of other accumulated income or loss which will be amortized to pension costs in future years. The accounting method the Company utilizes recognizes one-fifth of the unamortized gains and losses in the market-related value of pension assets and all other gains and losses including changes in the discount rate used to calculate benefit costs each year. Investment gains or losses for this purpose are the difference between the expected return and the actual return on the market-related value of assets which smoothes asset values over three years . Although the smoothing period mitigates some volatility in the calculation of annual retirement benefit expense, future expenses are impacted by changes in the market value of assets and changes in interest rates. c. Plan Assumptions The Company used the following assumptions, calculated based on a weighted-average, to determine the benefit obligations: Pension Medical and As of December 31, As of December 31, 2016 2015 2016 2015 Discount rate 4.02 % 4.36 % 3.68 % 3.99 % Discount rate (non-qualified plan) 4.07 % 4.41 % * * Ultimate healthcare trend rate * * 5.00 % 5.00 % Initial healthcare trend rate (pre 65/post 65) * * 7.00 % 7.00 % Year ultimate rate attained (pre 65/post 65) * * 2021 2021 ______ * Not applicable The Company used the following assumptions, calculated based on a weighted-average, to determine the retirement benefit expense (income): Pension Benefits Medical and Year Ended One month ended Year Ended One month ended December 31, November 30, November 30, December 31, December 31, November 30, November 30, December 31, 2016 2015 2014 2015 2016 2015 2014 2015 Discount rate 4.36 % 3.96 % 4.54 % 4.26 % 3.99 % 3.54 % 3.98 % 3.87 % Discount rate (non-qualified plan) 4.41 % 4.01 % 4.65 % 4.32 % * * * * Expected long-term rate of return on assets 7.00 % 8.00 % 8.00 % 7.00 % * * * * Ultimate healthcare trend rate * * * * 5.00 % 5.00 % 5.00 % 5.00 % Initial healthcare trend rate (pre 65/post 65) * * * * 7.00 % 7.00 % 8.50 % 7.00 % Year ultimate rate attained (pre 65/post 65) * * * * 2021 2021 2021 2021 ______ * Not applicable Certain actuarial assumptions, such as assumed discount rate, long-term rate of return, and assumed healthcare cost trend rates can have a significant effect on amounts reported for periodic cost of pension benefits and medical and life insurance benefits, as well as respective benefit obligation amounts. The assumed discount rate represents the market rate available for investments in high-quality fixed income instruments with maturities matched to the expected benefit payments for pension and medical and life insurance benefit plans. The expected long-term rate of return on assets represents the rate of earnings expected in the funds invested, and funds to be invested, to provide for anticipated benefit payments to plan participants. The Company evaluated historical investment performance, current and expected asset allocation, and, with input from the Company’s external advisors, developed best estimates of future investment performance. Based on this analysis, the Company decided to change the long-term expected rate of return on assets from 8.0% to 7.0% effective December 1, 2015. The Company reviews external data and its own historical trends for healthcare costs to determine the healthcare cost trend rates for the medical benefit plans. For fiscal 2016 medical benefit obligations, the Company assumed a 7.0% annual rate of increase for pre and post 65 participants in the per capita cost of covered healthcare claims with the rate decreasing over four years until reaching 5.0% . A one percentage point change in the key assumptions would have the following effects on the projected benefit obligations as of December 31, 2016 and on retirement benefit expense for fiscal 2016 : Pension Benefits and Medical and Life Insurance Benefits Discount Rate Expected Long-term Rate of Return Assumed Healthcare Cost Trend Rate Net Periodic Benefit Expense Projected Benefit Obligation Net Periodic Pension Benefit Expense Net Periodic Medical and Life Insurance Benefit Expense Accumulated Benefit Obligation (In millions) 1% decrease $22.8 $158.3 $10.0 $(0.3) $(1.0) 1% increase (19.5) (133.0) (10.0) 0.4 1.1 d. Plan Assets and Investment Policy The Company’s investment policy is to maximize the total rate of return with a view toward long-term funding objectives to ensure that funds are available to meet benefit obligations when due. The assets are diversified to the extent necessary to minimize risk and to achieve an optimal balance between risk and return. This return seeking strategy focuses on higher return seeking investments in actively managed investment vehicles and allows for diversification as to the type of assets, tactical trades, and number of investment managers used to carry out this strategy. This strategy is achieved using diversified asset types, which may include cash, equities, fixed income, real estate, private equity holdings, and derivatives. Allocations between these asset types may change as a result of changing market conditions and tactical investment opportunities. While the Company does not target specific investment allocations, the Company monitors asset allocations to provide diversification by investment type and investment managers to meet the Company’s objective of maximizing the total rate of return while ensuring sufficient liquidity to meet required benefit payments. The Company’s asset allocations by asset category were as follows: As of December 31, 2016 2015 Cash and cash equivalents 26 % 36 % Equity securities 43 34 Fixed income 15 13 Private assets 8 6 Hedge funds 8 11 Total 100 % 100 % The fair value by asset category and by level were as follows: Total Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) (In millions) December 31, 2016 Cash and cash equivalents $ 31.3 $ 31.3 $ — $ — Equity securities: Domestic equity securities 377.2 373.8 1.2 2.2 International equity securities 16.2 16.2 — — Derivatives: Written options (0.1 ) (0.1 ) — — Short sales (0.1 ) (0.1 ) — — Fixed income: Corporate debt securities 33.8 — 27.0 6.8 Asset-backed securities 71.5 — 71.5 — Municipal bonds 26.3 — 26.3 — Short sales (0.2 ) — (0.2 ) — Real estate investments 0.5 — — 0.5 Total 556.4 $ 421.1 $ 125.8 $ 9.5 Investment measured at Net Asset Value ("NAV") Private assets 70.7 Hedge funds 79.3 Common/collective trusts ("CCTs") 219.4 Total investments measured at NAV 369.4 Receivables 1.8 Payables (2.5 ) Total assets $ 925.1 Total Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) (In millions) December 31, 2015 Cash and cash equivalents $ 101.6 $ 101.6 $ — $ — Equity securities: Domestic equity securities 340.2 332.7 7.0 0.5 International equity securities 32.4 31.3 1.1 — Short sales (58.1 ) (58.1 ) — — Fixed income: Corporate debt securities 29.2 — 29.2 — Asset-backed securities 93.9 — 93.9 — Short sales (3.7 ) (2.5 ) (1.2 ) — Real estate investments 0.7 — — 0.7 Total 536.2 $ 405.0 $ 130.0 $ 1.2 Investment measured at NAV Private assets 53.5 Hedge funds 98.2 CCTs 246.7 Total investments measured at NAV 398.4 Receivables 7.3 Payables (10.5 ) Total assets $ 931.4 Below is a description of the significant investment strategies and valuation methodologies used for the investments measured at fair value, including the general classification of such investments pursuant to the valuation hierarchy. There have been no changes in the methodologies used at December 31, 2016 and 2015 . Cash and cash equivalents Cash and cash equivalents are held in money market accounts or invested in Short-Term Investment Funds (“STIFs”). Cash and cash equivalents held in money market accounts are classified as Level 1 investments. STIFs are measured at NAV and included in CCTs as a reconciling item to the fair value tables above. Equity securities Equity securities are invested broadly in U.S. and non-U.S. companies in a variety of sectors and market capitalizations. These investments are comprised of common stocks, exchange-traded funds (“ETFs”), CCTs, derivatives and other investment vehicles. Common stocks and ETFs are stated at fair value as quoted on a recognized securities exchange and are valued at the last reported sales price on the last business day of the fiscal year and are classified as Level 1 investments. Derivatives include call and put options on common stocks or ETFs, which are all listed on an exchange and active market and classified as Level 1 investments. Short sales are short equity positions which are all listed on an exchange and active market and classified as Level 1 investments. Equity securities that are invested in common stock of private companies are priced using unobservable inputs and classified as Level 3 investments. CCTs invested in equity securities are measured at NAV and included as a reconciling item to the fair value tables above. Fixed income securities Fixed income securities are invested in a variety of instruments, including, but not limited to, corporate debt securities, CCTs, asset-backed securities, and other investment vehicles. Corporate debt securities are invested in corporate bonds or ETFs. ETFs are traded in an exchange and active market and classified as Level 1 investments. Corporate bonds that are valued at bid evaluations using observable and market-based inputs are classified as Level 2 investments. Corporate bonds that are priced by brokers using unobservable inputs are classified as Level 3 investments. Asset-backed securities, including government-backed mortgage securities, non-government-backed collateralized mortgage obligations, asset-backed securities, and commercial mortgage-backed securities, are valued at bid evaluations and are classified as Level 2 investments. Short sales are short fixed income positions which are classified as Level 1 investments if they are listed on an exchange and active market, and are classified as Level 2 investments if they are valued at bid evaluation using observable and market-based inputs. CCTs invested in fixed income securities are measured at NAV and included as a reconciling item to the fair value tables above. Real estate investments Real estate investments include residential and commercial lots located in Benicia, California and are classified as Level 3 investments. Private assets Private assets are primarily limited partnerships and fund-of-funds that mainly invest in U.S. and non-U.S. leveraged buyout, venture capital and special situation strategies. Generally, the individual investments within the partnerships or funds are valued at public market, private market, or appraised value. Private assets are valued at total market value or NAV, which are estimated by investment managers using unobservable inputs such as extrapolated data, proprietary data, or indicative quotes and are included as a reconciling item to the fair value tables above. Valuations of certain assets were based on the NAV or total market value three months prior to the fiscal year-end. The Company made adjustments amounting to an increase of $11.3 million for fiscal 2016 and a decrease of $8.6 million for fiscal 2015 to account for changes since the valuation date. Hedge funds Hedge funds primarily consist of multi-strategy hedge funds that invest across a range of equity and debt securities in a variety of industry sectors. Hedge funds are valued at NAV calculated by investment managers using unobservable inputs such as extrapolated data, proprietary data, or indicative quotes and are included as a reconciling item to the fair value tables above. Changes in the fair value of the Level 3 investments were as follows: November 30, and December 31, 2015 Unrealized Purchases, Issuances, and December 31, (In millions) Equity securities: Domestic equity securities $ 0.5 $ 0.1 $ 1.6 $ 2.2 Fixed income: Corporate debt securities — — 6.8 6.8 Real estate investments 0.7 — (0.2 ) 0.5 Total $ 1.2 $ 0.1 $ 8.2 $ 9.5 e. Benefit Payments The following table presents estimated future benefit payments: Pension Benefit Payments Medical and Life Insurance Benefits Year Ending December 31, Gross Benefit Payments Medicare D Subsidy Net Benefit Payments (In millions) 2017 $ 121.0 $ 5.4 $ 0.2 $ 5.2 2018 118.5 5.2 0.2 5.0 2019 115.6 4.8 0.2 4.6 2020 112.5 4.5 0.2 4.3 2021 109.3 4.1 0.2 3.9 Years 2022 - 2026 495.0 15.6 0.6 15.0 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies a. Lease Commitments and Income The Company and its subsidiaries lease certain facilities, machinery and equipment, and office buildings under long-term, non-cancelable operating leases. The leases generally provide for renewal options ranging from one to five years and require the Company to pay for utilities, insurance, taxes, and maintenance. Rent expense was $21.2 million in fiscal 2016, $18.5 million in fiscal 2015, $23.7 million in fiscal 2014, and $1.8 million in the one month ended December 31, 2015. The Company also leases certain surplus facilities to third parties. The Company recorded lease income of $6.5 million in fiscal 2016, $6.3 million in fiscal 2015, $6.2 million in fiscal 2014, and $0.5 million in the one month ended December 31, 2015 related to these arrangements, which have been included in net sales. The future minimum rental commitments under non-cancelable operating leases with initial or remaining terms of one year or more and lease revenue in effect as of December 31, 2016 were as follows: Year Ending December 31, Future Minimum Future Minimum (In millions) 2017 $ 17.4 $ 4.4 2018 15.2 4.0 2019 14.0 1.8 2020 12.6 — 2021 12.4 — Thereafter 40.3 — $ 111.9 $ 10.2 b. Legal Matters The Company and its subsidiaries are subject to legal proceedings, including litigation in U.S. federal and state courts, which arise out of, and are incidental to, the ordinary course of the Company’s on-going and historical businesses. The Company is also subject from time to time to suits under the federal False Claims Act, known as “ qui tam ” actions, and to governmental investigations by federal and state agencies. The Company cannot predict the outcome of such proceedings with any degree of certainty. Loss contingency provisions are recorded for probable losses at management’s best estimate of a loss, or when a best estimate cannot be made, a minimum loss contingency amount is recorded. These estimates are often initially developed substantially earlier than when the ultimate loss is known, and are refined each quarterly reporting period as additional information becomes available. For legal settlements where the cash payments are fixed and determinable, the Company will estimate an interest factor and discount the liability accordingly. Asbestos Litigation The Company has been, and continues to be, named as a defendant in lawsuits alleging personal injury or death due to exposure to asbestos in building materials, products, or in manufacturing operations. The majority of cases are pending in Texas and Illinois. There were 64 asbestos cases pending as of December 31, 2016 . Given the lack of any significant consistency to claims (i.e., as to product, operational site, or other relevant assertions) filed against the Company, the Company is generally unable to make a reasonable estimate of the future costs of pending claims or unasserted claims. As of December 31, 2016, t he estimated range of the Company's loss on a pending claim was $0.2 million to $0.6 million and the accrued amount was $0.2 million . Inflective, Inc. (“Inflective”) Litigation On December 18, 2014, Inflective filed a complaint against Aerojet Rocketdyne and Kathleen E. Redd, individually, in the Superior Court of the State of California, Sacramento County, Inflective, Inc. v Aerojet Rocketdyne, Inc., Kathleen E. Redd, et al, Case No. 34-2014-00173068. Inflective asserted in the complaint causes for breach of contract, breach of implied contract, false promise, inducing breach of contract, intentional interference with contractual relations, negligent interference with prospective economic relations, and intentional interference with prospective economic relations and is seeking compensatory damages in excess of $3.0 million , punitive damages, interest and attorney’s costs. The complaint arose out of the Company’s implementation of ProjectOne, a company-wide enterprise resource planning (“ERP”) system, for which Inflective had been a consultant to the Company. On February 6, 2015, Aerojet Rocketdyne and Ms. Redd filed a demurrer to the complaint. On June 9, 2015, the Court sustained the demurrer in part and overruled the demurrer in part, with leave to amend. On June 18, 2015, Inflective filed an amended complaint in which it reiterated all the causes of action dismissed by the Court. On June 30, 2015, Aerojet Rocketdyne and Ms. Redd filed a demurrer and motion to strike seeking to have (a) all claims and references to a purported “finder’s fee” stricken from the case and (b) the causes of action against Ms. Redd for intentional and negligent interference with prospective business relations dismissed with prejudice. On October 16, 2015, the Court sustained Aerojet Rocketdyne’s demurrer and motion to strike with respect to the “finder’s fee” claims, dismissing those claims with prejudice, but overruled Ms. Redd’s demurrer. On October 26, 2015, Aerojet Rocketdyne and Ms. Redd answered the amended complaint and filed a Cross-Complaint against Plaintiff and its principal for breach of contract, intentional misrepresentation, negligent misrepresentation and negligence. Inflective filed a demurrer to the intentional misrepresentation, negligent misrepresentation and negligence causes of action, leaving the breach of contract cause of action unchallenged. After a hearing on the demurrer on February 18, 2016, the court granted the plaintiffs’ request to strike the claim for punitive damages on the negligence count, but denied the plaintiffs’ demurrer and allowed the Company’s claims for intentional misrepresentation, negligent misrepresentation, and negligence causes of action to remain along with the breach of contract claim. On August 10, 2016, Aerojet Rocketdyne filed a Motion for Summary Judgment on the claims brought against Ms. Redd individually, arguing that as an agent for Aerojet Rocketdyne, Ms. Redd cannot be held personally liable for any alleged interference of economic advantage between Inflective and Aerojet Rocketdyne. On December 2, 2016, the Court granted Aerojet Rocketdyne’s Motion for Summary Judgment on the claims brought against Ms. Redd. Separately, Satish Rachaiah, a former consultant on ProjectOne (working for Inflective), attempted to intervene in the action and assert claims against Aerojet Rocketdyne arising out of Aerojet Rocketdyne’s alleged interference with his employment with Inflective. Aerojet Rocketdyne opposed intervention, and the Court ultimately denied Mr. Rachaiah’s motion to intervene. On December 30, 2015, Rachaiah filed a separate lawsuit in the Superior Court of the State of California, Sacramento County, Satish Rachaiah v. Aerojet Rocketdyne, Inc. , Case No. 34-2015-00188516 . The Company received the complaint on April 7, 2016 and an amended complaint was served on June 17, 2016. Rachaiah asserted the same claims in the complaint as attempted when he tried to intervene. On June 3, 2016, the court granted Rachaiah’s motion to consolidate the case with the Inflective litigation, finding that two cases involve common parties, witnesses, legal issues and facts. Aerojet Rocketdyne filed a demurrer to Rachaiah’s first amended complaint on July 22, 2016. On September 26, 2016, the Court granted the demurrer in part and overruled it in part, dismissing the plaintiff’s claims for intentional and negligent interference with prospective economic relations with leave to amend. On October 6, 2016, Rachaiah filed a second amended complaint, once again asserting claims for intentional and negligent interference with prospective economic relations. Aerojet Rocketdyne filed its Answer to the second amended complaint on November 11, 2016. Now that the issues to be tried have been set, discovery has commenced. No trial date for either case has been established. The Company has not recorded any liability for either of these matters as of December 31, 2016. Socorro On May 12, 2015, a complaint for personal injuries, loss of consortium and punitive damages was filed by James Chavez, Andrew Baca, and their respective spouses, against Aerojet Rocketdyne and the Board of Regents of New Mexico Tech in the Seventh Judicial District, County of Socorro, New Mexico, James Chavez, et al., vs. Aerojet Rocketdyne, Inc., et al., Case No. D725CV201500047 . Messrs. Chavez and Baca were employees of Aerotek, a contractor to Aerojet Rocketdyne, who were injured when excess energetic materials being managed by the Energetic Materials Research and Testing Center, a research division of New Mexico Tech, ignited in an unplanned manner. The complaint alleges causes of action based on negligence and negligence per se, strict liability, and willful, reckless and wanton conduct against Aerojet Rocketdyne, and seeks unspecified compensatory and punitive damages. The Company has filed its answer and discovery has commenced. The Company has alerted its insurance carriers of this action and on September 23, 2015, the Company tendered the defense of the case to Aerotek pursuant to Aerotek’s contract for services with Aerojet Rocketdyne. Aerotek has not yet provided its response. Trial is scheduled for January 2018. No liability for this matter has been recorded by the Company as of December 31, 2016 . Occupational Safety On January 16, 2015, the Company received a notice that the State of California, Division of Occupational Safety & Health (“Cal\OSHA”), Bureau of Investigation (“BOI”) is conducting an investigation into an accident that occurred at the Rancho Cordova facility in November 2013. The accident involved the deflagration of solid rocket propellant following a remote cutting operation and resulted in injuries to two employees, one of whom ultimately died from his injuries. Cal\OSHA issued nine citations relating to the accident with penalties of approximately $0.1 million , all of which the Company has appealed. The BOI is the criminal investigatory arm of Cal\OSHA and is required by law to investigate any occupational fatality to determine if criminal charges will be recommended. In August 2016, the BOI advised that it had completed its investigation and the criminal aspect of the case was closed. A pre-hearing conference on the Company’s appeal of the citations was originally scheduled for January 9, 2017, but was postponed and will be rescheduled. c. Environmental Matters The Company is involved in over forty environmental matters under the Comprehensive Environmental Response Compensation and Liability Act, the Resource Conservation Recovery Act, and other federal, state, local, and foreign laws relating to soil and groundwater contamination, hazardous waste management activities, and other environmental matters at some of its current and former facilities. The Company is also involved in a number of remedial activities at third party sites, not owned by the Company, where it is designated a potentially responsible party (“PRP”) by either the U.S. Environmental Protection Agency ("EPA") and/or a state agency. In many of these matters, the Company is involved with other PRPs. In some instances, the Company’s liability and proportionate share of costs have not been determined largely due to uncertainties as to the nature and extent of site conditions and the Company’s involvement. While government agencies frequently claim PRPs are jointly and severally liable at such sites, in the Company’s experience, interim and final allocations of liability and costs are generally made based on relative contributions of waste or contamination. Anticipated costs associated with environmental remediation that are probable and estimable are accrued. In cases where a date to complete remedial activities at a particular site cannot be determined by reference to agreements or otherwise, the Company projects costs over an appropriate time period not exceeding fifteen years; in such cases, generally the Company does not have the ability to reasonably estimate environmental remediation costs that are beyond this period. Factors that could result in changes to the Company’s estimates include completion of current and future soil and groundwater investigations, new claims, future agency demands, discovery of more or less contamination than expected, discovery of new contaminants, modification of planned remedial actions, changes in estimated time required to remediate, new technologies, and changes in laws and regulations. As of December 31, 2016 , the aggregate range of these anticipated environmental costs was $349.7 million to $525.0 million and the accrued amount was $349.7 million . See Note 7(d) for a summary of the environmental reserve activity. Of these accrued liabilities, approximately 99% relates to the Company’s U.S. government contracting business and a portion of this liability is recoverable. The significant environmental sites are discussed below. The balance of the accrued liabilities relates to other sites for which the Company’s obligations are probable and estimable. Sacramento, California Site In 1989, a federal district court in California approved a Partial Consent Decree (“PCD”) requiring Aerojet Rocketdyne, among other things, to conduct a Remedial Investigation and Feasibility Study to determine the nature and extent of impacts due to the release of chemicals from the Sacramento, California site, monitor the American River and offsite public water supply wells, operate Groundwater Extraction and Treatment facilities that collect groundwater at the site perimeter, and pay certain government oversight costs. The primary chemicals of concern for both on-site and off-site groundwater are trichloroethylene, perchlorate, and n-nitrosodimethylamine. The PCD has been revised several times, most recently in 2002. The 2002 PCD revision (a) separated the Sacramento site into multiple operable units to allow quicker implementation of remedy for critical areas; (b) required the Company to guarantee up to $75 million (in addition to a prior $20 million guarantee) to assure that Aerojet Rocketdyne’s Sacramento remediation activities are fully funded; and (c) removed approximately 2,600 acres of non-contaminated land from the EPA superfund designation. Aerojet Rocketdyne is involved in various stages of soil and groundwater investigation, remedy selection, design, and remedy construction associated with the operable units. In 2002, the EPA issued a Unilateral Administrative Order (“UAO”) requiring Aerojet Rocketdyne to implement the EPA-approved remedial action in the Western Groundwater Operable Unit. An identical order was issued by the California Regional Water Quality Control Board, Central Valley (“Central Valley RWQCB”). On July 7, 2011, the EPA issued Aerojet Rocketdyne its Approval of Remedial Action Construction Completion Report for Western Groundwater Operable Unit and its Determination of Remedy as Operational and Functional. On September 20, 2011, the EPA issued two UAOs to Aerojet Rocketdyne to complete a remedial design and implement remedial action for the Perimeter Groundwater Operable Unit. One UAO addresses groundwater and the other addresses soils within the Perimeter Groundwater Operable Unit. Issuance of the UAOs is the next step in the superfund process for the Perimeter Groundwater Operable Unit. Aerojet Rocketdyne submitted a final Remedial Investigation Report for the Boundary Operable Unit in 2010 and a revised Feasibility Study for the Boundary Operable Unit in 2012. A Record of Decision was issued by the EPA on August 4, 2015. Aerojet Rocketdyne anticipates the EPA will issue a UAO or negotiate a consent decree for implementation of the remedy. A draft Remedial Investigation Report for the Island Operable Unit was submitted in January 2013 and the Final Remedial Investigation Report was issued on September 3, 2015. A portion of the Island Operable Unit, Area 40, which is related to the Hillsborough sale, is being handled separately and Aerojet Rocketdyne submitted a draft Feasibility Study to the agencies on June 23, 2016. The remaining operable units are under various stages of investigation. On September 22, 2016, the EPA completed its first five-year remedy review of the Sacramento superfund site. The five-year review required by statute and regulation applies to all remedial actions which result in hazardous substances above levels that allow unlimited use and unrestricted exposure. The Company is working with EPA to address the findings of the five-year remedy review. The entire southern portion of the site known as Rio Del Oro was under state orders issued in the 1990s from the Department of Toxic Substances Control (“DTSC”) to investigate and remediate environmental contamination in the soils and the Central Valley RWQCB to investigate and remediate groundwater environmental contamination. On March 14, 2008, the DTSC released all but approximately 400 acres of the Rio Del Oro property from DTSC’s environmental orders regarding soil contamination. Aerojet Rocketdyne expects the approximately 400 acres of Rio Del Oro property that remain subject to the DTSC orders to be released once the soil remediation has been completed. The Rio Del Oro property remains subject to the Central Valley RWQCB’s orders to investigate and remediate groundwater environmental contamination emanating offsite from such property. Pursuant to a settlement agreement entered into in 2009, Aerojet Rocketdyne and Boeing have defined responsibilities with respect to future costs and environmental projects relating to this property. As of December 31, 2016 , the estimated range of anticipated costs discussed above for the Sacramento, California site was $210.1 million to $326.0 million and the accrued amount was $210.1 million included as a component of the Company’s environmental reserves. Expenditures associated with this matter are partially recoverable. See Note 7(d) below for further discussion on recoverability. Baldwin Park Operable Unit (“BPOU”) As a result of its former Azusa, California operations, in 1994 Aerojet Rocketdyne was named a PRP by the EPA in the area of the San Gabriel Valley Basin superfund site known as the BPOU. Between 1995 and 1997, the EPA issued Special Notice Letters to Aerojet Rocketdyne and eighteen other companies requesting that they implement a groundwater remedy. On June 30, 2000, the EPA issued a UAO ordering the PRPs to implement a remedy consistent with the 1994 record of decision. Aerojet Rocketdyne, along with seven other PRPs (the "Cooperating Respondents”) signed a project agreement in late March 2002 with the San Gabriel Basin Water Quality Authority, the Main San Gabriel Basin Watermaster, and five water companies (the “Water Entities”). The project agreement, which has a term of fifteen years, became effective May 9, 2002 and will terminate in May 2017 . In November 2014, the EPA met with representatives from the Cooperating Respondents regarding the end of the project agreement and plans for discussions with the Water Entities. The EPA, the Water Entities and Aerojet Rocketdyne and the other Cooperating Respondents have participated in settlement discussions regarding the expiration of the project agreement in 2017 and the path forward. Discussions have occurred over the summer of 2015 and on September 10, 2015, the parties, including the EPA, met to discuss progress including a new project agreement to commence in 2017. At this meeting, Aerojet Rocketdyne and the other Cooperating Respondents proposed a new project agreement term limit of five years. That proposal was rejected by the EPA and the Water Entities which want a longer term. The parties continue to work cooperatively and have exchanged counter proposals. Negotiations are ongoing with mediation sessions conducted in the fourth quarter of fiscal 2016 and additional sessions planned for the first quarter of fiscal 2017. Pursuant to the project agreement, the Cooperating Respondents fund through an escrow account the capital, operation, maintenance, and administrative costs of certain treatment and water distribution facilities to be owned and operated by the water companies. There are also provisions in the project agreement for maintaining financial assurance. Aerojet Rocketdyne and the other Cooperating Respondents entered into an interim allocation agreement, which was renewed effective March 28, 2014 , that establishes the interim payment obligations, subject to final reallocation, of the Cooperating Respondents for the costs incurred pursuant to the project agreement. Under the interim allocation, Aerojet Rocketdyne is responsible for approximately 70% (increased from approximately 68% ) of all project costs. Since entering into the project agreement, two of the Cooperating Respondents, Huffy Corporation, and Fairchild Corporation (“Fairchild”), have filed for bankruptcy and are no longer participating in the project agreement. The interim allocation accounted for their shares. On September 30, 2014, another of the Cooperating Respondents, Reichhold, Inc. ("Reichhold"), filed for bankruptcy under Chapter 11. Reichhold has stopped paying and Aerojet Rocketdyne increased its contribution for its portion of Reichhold’s share of the financial assurance. Aerojet Rocketdyne and the remaining Cooperating Respondents are completing a final allocation agreement under which Aerojet Rocketdyne’s share of the costs will be approximately 74% provided that Aerojet Rocketdyne assumes the Reichhold share and all currently funding parties participate in the allocation beyond the expiration of the current agreement. As part of Aerojet Rocketdyne’s sale of its Electronics and Information Systems (“EIS”) business to Northrop in October 2001, the EPA approved a Prospective Purchaser Agreement with Northrop to absolve it of pre-closing liability for contamination caused by the Azusa, California operations, which liability remains with Aerojet Rocketdyne. As part of that agreement, the Company agreed to provide a $25 million guarantee of Aerojet Rocketdyne’s obligations under the project agreement. As of December 31, 2016 , the estimated range of anticipated costs was $126.8 million to $178.3 million and the accrued amount was $126.8 million included as a component of the Company’s environmental reserves. The primary reason for the increase in the reserve in fiscal 2015 related to BPOU is to reflect the anticipated costs through the term of a new project agreement, and the amount accrued is based on an estimate of the anticipated length of a new project agreement. There can be no assurance that the term of the new project agreement will not be longer than proposed by the Company and/or broader in scope and, if so, the Company may be required to make an additional accrual to reflect the longer time period and/or broader scope. Expenditures associated with this matter are partially recoverable. See Note 7(d) below for further discussion on recoverability. Wabash, Indiana Site As part of the Company's automotive business that was divested in 2004, the Company owned and operated a former rubber processing plant in Wabash, Indiana from 1937 to 2004. Pursuant to a request from the Indiana Department of Environmental Management (“IDEM”), the Company conducted an initial site investigation of the soil and groundwater at the site and a report was submitted to IDEM. By letter of June 11, 2014, IDEM directed the Company to conduct additional investigation of the site, including a vapor intrusion investigation in areas in and around the site where trichloroethene levels in groundwater were found to exceed screening levels for vapor intrusion. Vapor mitigation systems were installed in one residence and one business where indoor air screening levels were exceeded. The Company acquired a separate residence in August 2016 where indoor air screening levels were exceeded and a mitigation system was not economically feasible. The Company anticipates donating the property to the City of Wabash for use in connection with a city park. The Company conducted further investigations of the site in accordance with the IDEM request and approved work plan. The Company met with IDEM on May 24, 2016 to present the results of the further investigation and IDEM requested the Company to submit a remedial action plan. The remedial action plan was submitted in January 2017 with implementation anticipated late 2017. The Company sent demands to other former owners/operators of the site to participate in the site work, but no party has agreed to participate as of yet. As of December 31, 2016 , the estimated range of the Company's share of anticipated costs for the Wabash, Indiana site was $0.2 million to $0.7 million and the accrued amount was $0.2 million . None of the expenditures related to this matter are recoverable from the U.S. government. d. Environmental Reserves and Estimated Recoveries Environmental Reserves The Company reviews on a quarterly basis estimated future remediation costs and has an established practice of estimating environmental remediation costs over a fifteen year period, except for those environmental remediation costs with a specific contractual term. Environmental liabilities at the BPOU site are currently estimated through the term of a new project agreement as proposed by Aerojet Rocketdyne, which the Water Entities and the EPA have rejected. There can be no assurance that the term of the new project agreement will not be longer than the term the Company estimated and/or broader in scope and, if so, the Company may be required to make an additional accrual to reflect the longer term and/or broader scope. As the period for which estimated environmental remediation costs lengthens, the reliability of such estimates decreases. These estimates consider the investigative work and analysis of engineers, outside environmental consultants, and the advice of legal staff regarding the status and anticipated results of various administrative and legal proceedings. In most cases, only a range of reasonably possible costs can be estimated. In establishing the Company’s reserves, the most probable estimate is used when determinable; otherwise, the minimum amount is used when no single amount in the range is more probable. Accordingly, such estimates can change as the Company periodically evaluates and revises these estimates as new information becomes available. The Company cannot predict whether new information gained as projects progress will affect the estimated liability accrued. The timing of payment for estimated future environmental costs is influenced by a number of factors such as the regulatory approval process, and the time required to design, construct, and implement the remedy. A summary of the Company’s environmental reserve activity: Aerojet Aerojet Other Total Other (1) Total (In millions) November 30, 2013 $ 128.0 $ 26.9 $ 8.2 $ 163.1 $ 8.2 $ 171.3 Additions 24.0 4.5 3.3 31.8 1.9 33.7 Expenditures (21.6 ) (9.7 ) (3.4 ) (34.7 ) (4.3 ) (39.0 ) November 30, 2014 130.4 21.7 8.1 160.2 5.8 166.0 Additions 44.3 129.7 2.0 176.0 0.6 176.6 Expenditures (21.7 ) (11.3 ) (2.3 ) (35.3 ) (1.2 ) (36.5 ) November 30, 2015 153.0 140.1 7.8 300.9 5.2 306.1 Additions 0.5 — — 0.5 — 0.5 Expenditures (0.9 ) (3.4 ) — (4.3 ) — (4.3 ) December 31, 2015 152.6 136.7 7.8 297.1 5.2 302.3 Additions 80.0 3.5 3.9 87.4 — 87.4 Expenditures (22.5 ) (13.4 ) (3.2 ) (39.1 ) (0.9 ) (40.0 ) December 31, 2016 $ 210.1 $ 126.8 $ 8.5 $ 345.4 $ 4.3 $ 349.7 _____ (1) Related to the Company's legacy business operations that are primarily non-recoverable environmental remediation expenses from the U.S. government. The effect of the final resolution of environmental matters and the Company’s obligations for environmental remediation and compliance cannot be accurately predicted due to the uncertainty concerning both the amount and timing of future expenditures and due to regulatory or technological changes. The Company continues its efforts to mitigate past and future costs through pursuit of claims for recoveries from insurance coverage and other PRPs and continued investigation of new and more cost effective remediation alternatives and associated technologies. As part of the acquisition of the Atlantic Research Corporation (“ARC”) propulsion business in 2003, Aerojet Rocketdyne entered into an agreement with ARC pursuant to which Aerojet Rocketdyne is responsible for up to $20.0 million of costs (“Pre-Close Environmental Costs”) associated with environmental issues that arose prior to Aerojet Rocketdyne’s acquisition of the ARC propulsion business. ARC is responsible for any cleanup costs relating to the ARC acquired businesses in excess of $20.0 million . Pursuant to a separate agreement with the U.S. government which was entered into prior to the completion of the ARC acquisition, these costs are recovered through the establishment of prices for Aerojet Rocketdyne’s products and services sold to the U.S. government. A summary of the Pre-Close Environmental Costs (in millions): Pre-Close Environmental Costs $ 20.0 Amount spent through December 31, 2016 (19.9 ) Remaining Pre-Close Environmental Costs $ 0.1 The Company expects that the cumulative clean-up costs will exceed $20 million in fiscal 2017 after which ARC will be responsible for such costs due to contamination existing at the time of the acquisition and still requiring remediation and monitoring. On May 6, 2016, ARC informed Aerojet Rocketdyne that it is disputing certain costs that Aerojet Rocketdyne is attributing to the $20 million Pre-Close Environmental Costs. Aerojet Rocketdyne is evaluating the claim. Estimated Recoveries On January 12, 1999, Aerojet Rocketdyne and the U.S. government implemented the October 1997 Agreement in Principle (“Global Settlement”) resolving certain prior environmental and facility disagreements, with retroactive effect to December 1, 1998. Under the Global Settlement, Aerojet Rocketdyne and the U.S. government resolved disagreements about an appropriate cost-sharing ratio with respect to the clean-up costs of the environmental contamination. The Global Settlement cost-sharing ratio does not have a defined term over which costs will be recovered. Additionally, in conjunction with the sale of the EIS business in 2001, Aerojet Rocketdyne entered into an agreement with Northrop (the “Northrop Agreement”) whereby Aerojet Rocketdyne is reimbursed by Northrop for a portion of environmental expenditures eligible for recovery under the Global Settlement, subject to an annual and a cumulative limitation. The current annual billing limitation to Northrop is $6.0 million . Most of the environmental costs are incurred by the Company's Aerospace and Defense segment, and certain of these future costs are allowable to be included in the Company’s contracts with the U.S. government and allocable to Northrop until the cumulative expenditure limitation is reached. Excluding the receivable from Northrop of $68.0 million discussed below, the Company currently estimates approximately 24% of its future Aerospace and Defense segment environmental costs will not likely be reimbursable. Allowable environmental costs are charged to the Company’s contracts as the costs are incurred. Because these costs are recovered through forward-pricing arrangements, the ability of Aerojet Rocketdyne to continue recovering these costs from the U.S. government depends on Aerojet Rocketdyne’s sustained business volume under U.S. government contracts and programs. Pursuant to the Northrop Agreement, environmental expenditures to be reimbursed are subject to annual limitations and the total reimbursements are limited to cumulative expenditure limitation of $189.7 million . A summary of the Northrop Agreement activity (in millions): Total reimbursable costs under the Northrop Agreement $ 189.7 Amount reimbursed through December 31, 2016 (119.2 ) Potential future cost reimbursements available 70.5 Receivable from Northrop in excess of the annual limitation included in the consolidated balance sheet as of December 31, 2016 (68.0 ) Potential future recoverable amounts available under the Northrop Agreement $ 2.5 While the Company is currently seeking an arrangement with the U.S. government to recover environmental expenditures in excess of the reimbursement ceiling identified in the Northrop Agreement and Global Settlement, there can be no assurances that such a recovery will be obtained, or if not obtained, that such unreimbursed environmental expenditures will not have a materially adverse effect on the Company’s operating results, financial condition, and/or cash flows. Environmental reserves and estimated recoveries impact to the consolidated statements |
Arrangements with Off-Balance S
Arrangements with Off-Balance Sheet Risk | 12 Months Ended |
Dec. 31, 2016 | |
Offsetting [Abstract] | |
Arrangements with Off-Balance Sheet Risk | Arrangements with Off-Balance Sheet Risk As of December 31, 2016 , arrangements with off-balance sheet risk consisted of: • $45.3 million in outstanding commercial letters of credit expiring throughout 2017 , the majority of which may be renewed, primarily to collateralize obligations for environmental remediation and insurance coverage. • $44.5 million in outstanding surety bonds to primarily satisfy indemnification obligations for environmental remediation coverage. • Up to $120.0 million aggregate in guarantees by the Company of Aerojet Rocketdyne’s obligations to U.S. government agencies for environmental remediation activities. • Guarantees, jointly and severally, by the Company’s material domestic subsidiaries of their obligations under the Senior Credit Facility. In addition to the items discussed above, the Company has and will from time to time enter into certain types of contracts that require the Company to indemnify parties against potential third-party and other claims. These contracts primarily relate to: (i) divestiture agreements, under which the Company may provide customary indemnification to purchasers of its businesses or assets including, for example, claims arising from the operation of the businesses prior to disposition, and liability to investigate and remediate environmental contamination existing prior to disposition; (ii) certain real estate leases, under which the Company may be required to indemnify property owners for claims arising from the use of the applicable premises; and (iii) certain agreements with officers and directors, under which the Company may be required to indemnify such persons for liabilities arising out of their relationship with the Company. The terms of such obligations vary. Generally, a maximum obligation is not explicitly stated. Additionally, the Company issues purchase orders to suppliers for equipment, materials, and supplies in the normal course of business. These purchase commitments are generally for volumes consistent with anticipated requirements to fulfill purchase orders or contracts for product deliveries received, or expected to be received, from customers and would be subject to reimbursement if a cost-plus contract is terminated. The Company provides product warranties in conjunction with certain product sales. The majority of the Company’s warranties are a one -year standard warranty for parts, workmanship, and compliance with specifications. On occasion, the Company has made commitments beyond the standard warranty obligation. While the Company has contracts with warranty provisions, there is not a history of any significant warranty claims experience. A reserve for warranty exposure is made on a product by product basis when it is both estimable and probable. These costs are included in the program’s estimate at completion and are expensed in accordance with the Company’s revenue recognition methodology as allowed under GAAP for that particular contract. |
Shareholders' Deficit
Shareholders' Deficit | 12 Months Ended |
Dec. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Shareholders' Deficit | Stockholders’ Deficit a. Preference Stock As of December 31, 2016 and 2015 , 15.0 million shares of preferred stock were authorized and none were issued or outstanding. b. Common Stock As of December 31, 2016 , the Company had 150.0 million authorized shares of common stock, par value $0.10 per share, of which 69.2 million shares were issued and outstanding, and 32.1 million shares were reserved for future issuance for the exercise of stock options ( seven and ten year contractual life) and restricted stock (no maximum contractual life), payment of awards under stock-based compensation plans, and conversion of the Company’s convertible debt. See Note 3(k) for information about the Company’s redeemable common stock. c. Treasury Stock The Company has repurchased 3.5 million of its common shares at a cost of $64.5 million . The Company reflects stock repurchases in its financial statements on a “settlement” basis. d. Stock-based Compensation Total stock-based compensation expense (benefit) by type of award was as follows: Year Ended One month ended December 31, November 30, November 30, December 31, 2016 2015 2014 2015 (In millions) Stock Appreciation Rights ("SAR") $ 2.2 $ 1.8 $ (3.2 ) $ (1.4 ) Restricted stock, service based 3.6 5.6 4.3 0.3 Restricted stock, performance based 5.7 0.1 4.3 0.6 Employee stock purchase plan ("ESPP") 0.5 0.3 — — Stock options 0.9 0.8 0.3 0.1 Total stock-based compensation expense (benefit) $ 12.9 $ 8.6 $ 5.7 $ (0.4 ) Stock Appreciation Rights: As of December 31, 2016 , a total of 1.0 million SARS were outstanding under the 1999 Equity and Performance Incentive Plan (“1999 Plan”) and 2009 Equity and Performance Incentive Plan (“2009 Plan”). SARS granted to employees generally vest in one-third increments at one year, two years, and three years from the date of grant and have a ten year contractual life under the 1999 Plan and a seven year contractual life under the 2009 Plan. SARS granted to directors of the Company typically vest over a one year service period (half after six months and half after one year) and have a ten year contractual life under the 1999 Plan and a seven year contractual life under the 2009 Plan. These awards are similar to the Company’s employee stock options, but are settled in cash rather than in shares of common stock, and are classified as liability awards. Compensation cost for these awards is determined using a fair-value method and remeasured at each reporting date until the date of settlement. Stock-based compensation expense recognized is based on SARS ultimately expected to vest, and therefore it has been reduced for estimated forfeitures. A summary of the status of the Company’s SARS as of December 31, 2016 and changes during fiscal 2016 and the one month ended December 31, 2015: SARS Weighted Weighted Aggregate Outstanding at November 30, 2015 0.8 $ 8.70 Outstanding at December 31, 2015 0.8 8.64 Granted 0.5 15.97 Exercised (0.2 ) 8.50 Canceled (0.1 ) 16.80 Outstanding at December 31, 2016 1.0 $ 11.52 3.8 $ 6.3 Exercisable at December 31, 2016 0.5 $ 7.40 1.5 $ 5.4 The weighted average grant date fair value for SARS granted in fiscal 2016 was $7.66 . No SARS were granted in fiscal 2015, 2014 and the one month ended December 31, 2015. The total intrinsic value for SARS liabilities paid in fiscal 2016, 2015, and 2014 was $2.3 million , $3.3 million , and $1.0 million , respectively. As of December 31, 2016 , there was $2.6 million of total stock-based compensation related to nonvested SARS. That cost is expected to be recognized over an estimated weighted-average amortization period of 25 months . Restricted Stock, service-based: As of December 31, 2016 , a total of 0.6 million shares of service-based restricted stock were outstanding which vest based on years of service under the 2009 Plan. Restricted shares are granted to key employees and directors of the Company. The fair value of the restricted stock awards was based on the closing market price of the Company’s common stock on the date of award and is being amortized on a straight line basis over the service period. Stock-based compensation expense recognized is based on service-based restricted stock ultimately expected to vest, and therefore it has been reduced for estimated forfeitures. A summary of the status of the Company’s service-based restricted stock as of December 31, 2016 and changes during fiscal 2016 and the one month ended December 31, 2015: Service Weighted Outstanding at November 30, 2015 and December 31, 2015 0.5 $ 18.22 Granted 0.4 17.65 Exercised (0.2 ) 17.30 Canceled (0.1 ) 17.97 Outstanding at December 31, 2016 0.6 $ 18.06 Expected to vest at December 31, 2016 0.6 $ 18.28 As of December 31, 2016 , there was $6.4 million of total stock-based compensation related to nonvested service-based restricted stock. That cost is expected to be recognized over an estimated weighted-average amortization period of 20 months . At December 31, 2016, the intrinsic value of the service-based restricted stock outstanding was $10.6 million and the intrinsic value of service-based restricted stock expected to vest was $10.2 million . The weighted average grant date fair values for service-based restricted stock granted in fiscal 2015 and 2014 was $20.70 and $17.22 , respectively. Restricted Stock, performance-based Company metrics: As of December 31, 2016 , a total of 1.1 million shares of performance-based restricted shares were outstanding under the 2009 Plan. The performance-based restricted stock vests if the Company meets various operations and earnings targets set by the Organization & Compensation Committee of the Board. The fair value of the performance-based restricted stock awards was based on the closing market price of the Company’s common stock on the date of award and is being amortized over the estimated service period to achieve the operations and earnings targets. Stock-based compensation expense recognized for all years presented is based on performance-based restricted stock ultimately expected to vest, and therefore it has been reduced for estimated forfeitures. A summary of the status of the Company’s performance-based restricted stock as of December 31, 2016 and changes during fiscal 2016 and the one month ended December 31, 2015: Performance Weighted Outstanding at November 30, 2015 1.0 $ 18.89 Outstanding at December 31, 2015 1.0 18.94 Granted 0.5 15.97 Exercised (0.1 ) 16.71 Canceled (0.3 ) 18.78 Outstanding at December 31, 2016 1.1 $ 17.85 Expected to vest at December 31, 2016 1.1 $ 17.90 As of December 31, 2016 , there was $5.6 million of total stock-based compensation related to nonvested performance-based restricted stock. That cost is expected to be recognized over an estimated weighted-average amortization period of 14 months . At December 31, 2016, the intrinsic value of the performance-based restricted stock outstanding was $19.9 million and the intrinsic value of the performance-based restricted stock expected to vest was $11.6 million . The weighted average grant date fair values for performance-based restricted stock granted in fiscal 2015 and 2014 was $21.33 and $17.25 , respectively. Employee Stock Purchase Plan: The ESPP initially offered in fiscal 2015 enables eligible employees the opportunity to purchase the Company’s common stock at a price not less than 85% of the fair market value of the common stock on the last day of the respective offering period. A maximum of 1.5 million shares are authorized for issuance under the ESPP under the 2009 Plan. During fiscal 2016, 0.2 million shares were issued under the ESPP at an average price of $18.11 per share. During the one month ended December 31, 2015, 0.1 million shares were issued under the ESPP at an average price of $15.66 per share. During fiscal 2015, 0.1 million shares were issued under the ESPP at an average price of $20.61 per share. Stock Options: As of December 31, 2016 , a total of 0.6 million stock options were outstanding under the 1999 Plan and 2009 Plan. The stock options granted in fiscal 2016 related to an award granted to the Executive Chairman, see the discussion below. A summary of the status of the Company’s stock options as of December 31, 2016 and changes during fiscal 2016 : Stock Weighted Weighted Intrinsic Outstanding at November 30, 2015 and December 31, 2015 0.6 $ 12.29 Granted 0.2 18.01 Exercised (0.2 ) 6.45 Outstanding at December 31, 2016 0.6 $ 15.48 4.5 $ 2.3 Exercisable at December 31, 2016 0.2 $ 8.38 2.3 $ 2.3 Expected to vest at December 31, 2016 0.4 $ 20.19 6.0 $ — The total intrinsic value for options exercised in fiscal 2016, fiscal 2015, and fiscal 2014 was $2.1 million , $3.9 million , and $0.5 million , respectively. No options were exercised in the one month ended December 31, 2015. The weighted average grant date fair value for stock options granted in fiscal 2015 and 2014 was $23.04 and $10.33 . The following table summarizes the range of exercise prices and weighted-average exercise prices for options outstanding as of December 31, 2016 under the Company’s stock option plans: Outstanding Period Range of Exercise Prices Stock Weighted Weighted 2009 $4.54 0.1 $ 4.54 2.5 2010 $4.91 0.1 $ 4.91 0.9 2014 $16.59 - $17.27 0.1 $ 17.03 4.2 2015 $20.48 - $23.06 0.1 $ 23.04 5.2 2016 $18.01 0.2 $ 18.01 6.6 0.6 Common Shares and Stock Options, performance-based : In August 2016, the Company granted the Executive Chairman 0.2 million performance-based common shares and 0.2 million performance-based stock options that vest according to the attainment of share prices ranging from $22.00 per share to $27.00 per share of the Company's stock. The performance-based common shares were valued at a weighted average price of $12.99 using a Monte Carlo model. The performance-based stock options were valued at a weighted average price of $5.81 using a Monte Carlo model. The Company recognizes the grant-date fair value of these awards, less estimated forfeitures, as stock-based compensation expense ratably over the estimated vesting period based on the number of awards expected to vest at each reporting date. As of December 31, 2016, there was $1.6 million of total stock-based compensation related to nonvested performance-based common shares. That cost is expected to be recognized over an estimated weighted-average amortization period of 7 months . The intrinsic value of the performance-based restricted stock outstanding and expected to vest at December 31, 2016 was $3.6 million . The Company used the following weighted average assumptions to value the awards: Performance- based common shares Performance-based stock options Expected life (in years) 1.04 0.99 Volatility 32.97 % 39.58 % Risk-free interest rate 1.17 % 1.43 % The Monte Carlo Model requires a single expected dividend yield as an input. The Senior Credit Facility restricts the payment of dividends and the Company does not anticipate paying cash dividends in the foreseeable future. Accordingly, the Company did not apply an expected dividend yield to the Monte Carlo Model. Valuation Assumptions The fair value of stock options was estimated using a Black-Scholes Model (except for the performance-based stock options discussed in the section above) with the following weighted average assumptions: Year ended November 30, November 30, 2015 2014 Expected life (in years) 7.0 7.0 Volatility 58.06 % 58.92 % Risk-free interest rate 1.94 % 2.27 % The Company did not grant any stock options during the one month ended December 31, 2015. The fair value of SARS was estimated using a Black-Scholes Model with the following weighted average assumptions: Year Ended One month ended December 31, November 30, November 30, December 31, 2016 2015 2014 2015 Expected life (in years) 4.0 2.1 2.6 2.0 Volatility 36.00 % 34.00 % 28.00 % 34.00 % Risk-free interest rate 1.65 % 0.94 % 0.75 % 0.79 % Expected Term: The Company’s expected term represents the period that the Company’s stock-based awards are expected to be outstanding and was determined based on historical experience of similar awards, giving consideration to the contractual terms of the stock-based awards and vesting schedules. Expected Volatility: The fair value of stock-based payments was determined using the Black-Scholes Model with a volatility factor based on the Company’s historical stock prices. The range of expected volatility used in the Black-Scholes Model was 32% to 45% as of December 31, 2016 . Expected Dividend: The Black-Scholes Model requires a single expected dividend yield as an input. The Senior Credit Facility restricts the payment of dividends and the Company does not anticipate paying cash dividends in the foreseeable future. Accordingly, the Company did not apply an expected dividend yield to the Black-Scholes Model for all periods presented. Risk-Free Interest Rate: The Company bases the risk-free interest rate used in the Black-Scholes Model on the implied yield currently available on U.S. Treasury zero-coupon issues with an equivalent remaining term. The range of risk-free interest rates used in the Black-Scholes Model was 0.66% to 2.24% as of December 31, 2016 . Estimated Pre-vesting Forfeitures: When estimating forfeitures, the Company considers historical terminations as well as anticipated retirements. |
Operating Segments and Related
Operating Segments and Related Disclosures | 12 Months Ended |
Dec. 31, 2016 | |
Segment Reporting [Abstract] | |
Operating Segments and Related Disclosures | Operating Segments and Related Disclosures The Company’s operations are organized into two operating segments based on different products and customer bases: Aerospace and Defense, and Real Estate. The accounting policies of the operating segments are the same as those described in the summary of significant accounting policies (see Note 1). The Company evaluates its operating segments based on several factors, of which the primary financial measure is segment performance. Segment performance represents net sales from continuing operations less applicable costs, expenses and unusual items relating to the segment operations. Segment performance excludes corporate income and expenses, legacy income or expenses, unusual items not related to the segment operations, interest expense, interest income, and income taxes. Selected financial information for each reportable segment: Year Ended One month ended December 31, November 30, November 30, December 31, 2016 2015 2014 2015 (In millions) Net Sales: Aerospace and Defense $ 1,753.9 $ 1,660.0 $ 1,596.0 $ 95.8 Real Estate 7.4 48.3 6.2 0.5 Total Net Sales $ 1,761.3 $ 1,708.3 $ 1,602.2 $ 96.3 Segment Performance: Aerospace and Defense $ 184.1 $ 165.7 $ 148.6 $ 19.6 Environmental remediation provision adjustments (18.3 ) (16.6 ) (8.8 ) 0.1 Retirement benefit expense, net (1) (22.5 ) (50.2 ) (25.2 ) (4.1 ) Unusual items — (50.0 ) (0.9 ) (0.4 ) Aerospace and Defense Total 143.3 48.9 113.7 15.2 Real Estate 4.3 34.4 4.2 0.2 Total Segment Performance $ 147.6 $ 83.3 $ 117.9 $ 15.4 Reconciliation of segment performance to income (loss) from continuing operations before income taxes: Segment performance $ 147.6 $ 83.3 $ 117.9 $ 15.4 Interest expense (32.5 ) (50.4 ) (52.7 ) (3.8 ) Interest income 0.6 0.3 0.1 — Stock-based compensation expense (12.9 ) (8.6 ) (5.7 ) 0.4 Corporate retirement benefit expense (18.9 ) (17.4 ) (11.3 ) (1.5 ) Corporate and other (20.1 ) (22.1 ) (20.5 ) (1.5 ) Unusual items (34.5 ) (1.9 ) (60.8 ) — Income (loss) from continuing operations before income taxes $ 29.3 $ (16.8 ) $ (33.0 ) $ 9.0 Aerospace and Defense $ 46.4 $ 36.8 $ 43.1 $ 1.2 Real Estate — — — — Corporate 1.2 — 0.3 — Capital Expenditures $ 47.6 $ 36.8 $ 43.4 $ 1.2 Aerospace and Defense $ 64.2 $ 64.4 $ 63.0 $ 5.0 Real Estate 0.6 0.7 0.7 0.1 Corporate 0.1 — — — Depreciation and Amortization $ 64.9 $ 65.1 $ 63.7 $ 5.1 ________ (1) Retirement benefit plan expense is net of cash funding to the Company's tax-qualified defined benefit pension plan which are recoverable costs under the Company's U.S. government contracts. The Company funded $27.5 million to its tax-qualified defined benefit pension plan in fiscal 2016 that was recoverable in the Company's fiscal 2016 U.S. government contracts. As of December 31, 2016 2015 (In millions) Assets: Aerospace and Defense (1) $ 1,571.3 $ 1,591.3 Real Estate 128.7 124.5 Operating segment assets 1,700.0 1,715.8 Corporate 549.5 309.7 Total Assets $ 2,249.5 $ 2,025.5 _________ (1) The Aerospace and Defense operating segment had $158.1 million of goodwill as of December 31, 2016 and 2015. In addition, as of December 31, 2016 and 2015 intangible assets balances (other than goodwill) were $94.4 million and $107.7 million , respectively, in the Aerospace and Defense operating segment. |
Cost Reduction Plan
Cost Reduction Plan | 12 Months Ended |
Dec. 31, 2016 | |
Restructuring and Related Activities [Abstract] | |
Cost Reduction Plan | Cost Reduction Plan During fiscal 2015, the Company initiated a competitive improvement program (the “CIP”) comprised of activities and initiatives aimed at reducing costs in order for the Company to continue to compete successfully. The CIP is composed of three major components: (i) facilities optimization and footprint reduction; (ii) product affordability; and (iii) reduced administrative and overhead costs. Under the CIP, the Company expects an estimated 500 headcount reduction. The Company currently estimates that it will incur restructuring and related costs over the four -year CIP program of approximately $82 million (excluding approximately $31 million of capital expenditures). The Company has incurred $18.4 million related to the CIP program through December 31, 2016 and additionally the Company has incurred $28.9 million in capital expenditures to support the CIP. A summary of the Company's CIP reserve activity: Severance Retention Total (In millions) February 28, 2015 $ — $ — $ — Accrual established 12.9 2.7 15.6 Payments (1.8 ) — (1.8 ) November 30, 2015 11.1 2.7 13.8 Accrual (0.2 ) 0.2 — Payments — (1.2 ) (1.2 ) December 31, 2015 10.9 1.7 12.6 Accrual — 2.3 2.3 Payments (0.9 ) (1.9 ) (2.8 ) Adjustments (3.2 ) — (3.2 ) December 31, 2016 $ 6.8 $ 2.1 $ 8.9 The costs associated with the CIP will be a component of the Company’s U.S. government forward pricing rates, and therefore, will be recovered through the pricing of the Company’s products and services to the U.S. government. In addition to the employee-related CIP obligations, the Company incurred non-cash accelerated depreciation expense of $0.7 million and $0.8 million in fiscal 2016 and 2015, respectively, associated with changes in the estimated useful life of long-lived assets impacted by the CIP. In addition to the CIP, as part of the Company's ongoing effort to optimize business resources and achieve headcount reduction, the Company offered a Voluntary Reduction in Force ("VRIF") in July 2015 to substantially all employees. In connection with the VRIF, the Company recorded a liability of $2.6 million in the third quarter of fiscal 2015, consisting of costs for severance, employee-related benefits and other associated expenses. In addition, in December 2015, the Company offered a VRIF to certain employees at its Redmond, Washington location resulting in additional severance costs of $2.4 million consisting of costs for severance, employee-related benefits and other associated expenses. In June 2016, the Company announced an organizational restructuring which was part of the on-going integration of Aerojet Rocketdyne to enhance the efficiency of Aerojet Rocketdyne and improve its competitive posture. In connection with the organizational restructuring, the Company recorded a liability of $1.1 million in the second quarter of fiscal 2016, consisting of costs for severance, employee-related benefits and other associated expenses. These costs will be a component of the Company’s U.S. government forward pricing rates, and therefore, will be recovered through the pricing of the Company’s products and services to the U.S. government. |
Quarterly Financial Data (Unaud
Quarterly Financial Data (Unaudited) | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Data (Unaudited) | Quarterly Financial Data (Unaudited) First Second Third Fourth (In millions, except per share amounts) 2016 Net sales $ 356.9 $ 408.4 $ 463.8 $ 532.2 Cost of sales (exclusive of items shown separately on Statement of Operations) 309.7 356.5 405.4 455.8 Income (loss) from continuing operations before income taxes 8.7 11.5 (25.2 ) 34.3 Income (loss) from continuing operations 5.2 5.9 (11.0 ) 18.0 (Loss) income from discontinued operations, net of income taxes (0.1 ) — (0.1 ) 0.1 Net income (loss) 5.1 5.9 (11.1 ) 18.1 Basic income (loss) per share from continuing operations 0.08 0.09 (0.17 ) 0.26 Basic (loss) income per share from discontinued operations, net of income taxes — — — — Basic net income (loss) per share 0.08 0.09 (0.17 ) 0.26 Diluted income (loss) per share from continuing operations 0.08 0.09 (0.17 ) 0.25 Diluted (loss) income per share from discontinued operations, net of income taxes — — — — Diluted net income (loss) per share 0.08 0.09 (0.17 ) 0.25 First Second Third Fourth (In millions, except per share amounts) 2015 Net sales $ 323.0 $ 457.8 $ 441.0 $ 486.5 Cost of sales (exclusive of items shown separately on Statement of Operations) 285.4 372.7 373.1 428.3 (Loss) income from continuing operations before income taxes (9.3 ) 37.2 (60.2 ) 15.5 (Loss) income from continuing operations (3.5 ) 17.3 (38.5 ) 7.6 Income from discontinued operations, net of income taxes 0.2 — 0.6 0.1 Net (loss) income (3.3 ) 17.3 (37.9 ) 7.7 Basic (loss) income per share from continuing operations (0.06 ) 0.28 (0.62 ) 0.12 Basic income per share from discontinued operations, net of income taxes — — 0.01 — Basic net (loss) income per share (0.06 ) 0.28 (0.61 ) 0.12 Diluted (loss) income per share from continuing operations (0.06 ) 0.25 (0.62 ) 0.12 Diluted income per share from discontinued operations, net of income taxes — — 0.01 — Diluted net (loss) income per share (0.06 ) 0.25 (0.61 ) 0.12 |
Transition Period Financial Inf
Transition Period Financial Information | 12 Months Ended |
Dec. 31, 2016 | |
Transition Period Financial Information [Abstract] | |
Transition Period Financial Information | Transition Period Financial Information The following table presents selected financial data for the one month ended December 31, 2015 and 2014: One month ended December 31, 2015 2014 (Unaudited) (In millions, except per share amounts) Net sales $ 96.3 $ 78.2 Cost of sales (exclusive of items shown separately on Statement of Operations) 75.4 71.9 Operating income (loss) 12.8 (4.7 ) Income (loss) from continuing operations before income taxes 9.0 (9.6 ) Income tax provision (benefit) 2.0 (3.4 ) Net income (loss) 7.0 (6.2 ) Basic income (loss) per share from continuing operations 0.11 (0.11 ) Basic net income (loss) per share 0.11 (0.11 ) Diluted income (loss) per share from continuing operations 0.10 (0.11 ) Diluted net income (loss) per share 0.10 (0.11 ) |
Unusual Items
Unusual Items | 12 Months Ended |
Dec. 31, 2016 | |
Unusual or Infrequent Items, or Both [Abstract] | |
Unusual Items | Unusual Items Total unusual items expense, a component of other expense, net in the consolidated statements of operations: Year Ended One month ended December 31, November 30, November 30, December 31, 2016 2015 2014 2015 (In millions) Aerospace and Defense: Loss on legal matters and settlements $ — $ 50.0 $ 0.9 $ 0.4 Aerospace and defense unusual items — 50.0 0.9 0.4 Corporate: Loss on debt repurchased\redeemed 34.4 1.9 60.6 — Loss on bank amendment 0.1 — 0.2 — Corporate unusual items 34.5 1.9 60.8 — Total unusual items $ 34.5 $ 51.9 $ 61.7 $ 0.4 Fiscal 2016 Activity: On July 18, 2016, the Company redeemed $460.0 million principal amount of its 7 1 / 8 % Notes, representing all of the outstanding 7 1 / 8 % Notes, at a redemption price equal to 105.344% of the principal amount, plus accrued and unpaid interest. The Company incurred a pre-tax charge of $34.1 million in the third quarter of fiscal 2016 associated with the extinguishment of the 7 1 / 8 % Notes. The $34.1 million pre-tax charge was the result of the $24.6 million paid in excess of the par value and $9.5 million associated with the write-off of unamortized deferred financing costs. The Company funded the redemption in part through a $400.0 million term loan under the Company's Senior Credit Facility (see Note 5). The Company retired $13.0 million principal amount of its delayed draw term loan resulting in a loss of $0.3 million . The Company recorded a charge of $0.1 million associated with an amendment to the Senior Credit Facility. Fiscal 2015 Activity: The Company recorded an expense of $50.0 million associated with a legal settlement. The Company retired $76.0 million principal amount of its delayed draw term loan resulting in $1.9 million of losses associated with the write-off of deferred financing fees. Fiscal 2014 Activity: The Company recorded $0.9 million for realized losses and interest associated with the failure to register with the SEC the issuance of certain of the Company’s common shares under the defined contribution 401(k) employee benefit plan. A summary of the Company’s loss on the 4 1 / 16 % Debentures repurchased (in millions): Principal amount repurchased $ 59.6 Cash repurchase price (119.9 ) Write-off of deferred financing costs (0.3 ) Loss on 4 1 / 16 % Debentures repurchased $ (60.6 ) The Company recorded a charge of $0.2 million related to an amendment to the Senior Credit Facility. December 2015 Activity: The Company recorded $0.4 million for realized losses and interest associated with the failure to register with the SEC the issuance of certain of the Company’s common shares under the defined contribution 401(k) employee benefit plan. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Event In December 2016, the Company notified holders of its 4 1 / 16 % Debentures that the Company would redeem, on February 3, 2017, all of their 4 1 / 16 % Debentures at a purchase price equal to 100% of the principal amount of the 4 1 / 16 % Debentures to be redeemed, plus any accrued and unpaid interest. In January 2017, $35.6 million of the 4 1 / 16 % Debentures (the entire amount outstanding as of December 31, 2016) were converted to 3.9 million shares of common stock. On February 22, 2017, the Company announced that it signed a definitive agreement to purchase Coleman Aerospace from L3 Technologies, Inc. for $15 million in cash, subject to customary adjustments. The transaction closed on February 24, 2017. Coleman Aerospace will operate as a subsidiary of Aerojet Rocketdyne, Inc. and will be renamed Aerojet Rocketdyne Coleman Aerospace, Inc. |
Summary of Significant Accoun24
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Consolidation | The consolidated financial statements of Aerojet Rocketdyne Holdings, Inc. (“Aerojet Rocketdyne Holdings” or the “Company”) include the accounts of the parent company and its 100% owned and majority owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. Certain reclassifications have been made to financial information for prior years to conform to the current year’s presentation. |
Segments | The Company is a manufacturer of aerospace and defense products and systems with a real estate segment. The Company’s operations are organized into two segments: Aerospace and Defense — includes the operations of the Company’s wholly-owned subsidiary Aerojet Rocketdyne, Inc. (“Aerojet Rocketdyne”), a leading technology-based designer, developer and manufacturer of aerospace and defense products and systems for the United States (“U.S.”) government, including the Department of Defense (“DoD”), the National Aeronautics and Space Administration (“NASA”), major aerospace and defense prime contractors as well as portions of the commercial sector. Real Estate — includes the activities of the Company’s wholly-owned subsidiary Easton Development Company, LLC (“Easton”) related to the re-zoning, entitlement, sale, and leasing of the Company’s excess real estate assets. The Company is currently in the process of seeking zoning changes and other governmental approvals on its excess real estate assets to optimize its value. |
Fiscal Period | In January 2016, the Company's board of directors approved a change in the Company's fiscal year-end from November 30 of each year to December 31 of each year. The fiscal year of the Company's subsidiary, Aerojet Rocketdyne, ends on the last Saturday in December. As a result of the change, the Company had a one month transition period in December 2015. The audited results for the one month ended December 31, 2015 and the unaudited results for the one month ended December 31, 2014 are included in these financial statements (see Note 12). Further, as a result of the 2016 calendar, Aerojet Rocketdyne had 53 weeks of operations in the twelve months ended December 31, 2016 compared to 52 weeks of operations in the twelve months ended November 30, 2015 and 2014. |
Cash and Cash Equivalents | Cash and Cash Equivalents All highly liquid debt instruments purchased with a remaining maturity at the date of purchase of three months or less are considered to be cash equivalents. The Company aggregates its cash balances by bank, and reclassifies any negative balances, if applicable, to accounts payable. |
Fair Value of Financial Instruments | The carrying amounts of certain of the Company’s financial instruments, including cash and cash equivalents, accounts receivable, accounts payable, accrued compensation, and other accrued liabilities, approximate fair value because of their short maturities. Fair Value of Financial Instruments The accounting standards use a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. These tiers include: Level 1, defined as observable inputs such as quoted prices in active markets; Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions. |
Accounts Receivable | Accounts Receivable Accounts receivable associated with long-term contracts consist of billed and unbilled amounts. Billed amounts include invoices presented to customers that have not been paid. Unbilled amounts relate to sales that have been recorded and billings that have not been presented to customers. Amounts for overhead disallowances or billing decrements are reflected in unbilled receivables and primarily represent estimates of potential overhead costs which may not be successfully negotiated and collected. Other receivables represent amounts billed where sales were not derived from long-term contracts. |
Inventories | Inventories Inventories are stated at the lower of cost or market, generally using the average cost method. Costs on long-term contracts and programs in progress represent recoverable costs incurred for production, contract-specific facilities and equipment, allocable operating overhead, advances to suppliers, environmental expenses and, in the case of contracts with the U.S. government, allocable costs deemed allowable under U.S. government procurement regulations for bid and proposal, research and development, and general and administrative expenses. The Company capitalizes costs incurred in advance of contract award or funding in inventories if it determines that contract award or funding is probable. Amounts previously capitalized are expensed when a contract award or funding is no longer probable. Pursuant to contract provisions, agencies of the U.S. government and certain other customers have title to, or a security interest in, inventories related to such contracts as a result of performance-based and progress payments. Such progress payments are reflected as an offset against the related inventory balances. |
Income Taxes | Income Taxes The Company files a consolidated U.S. federal income tax return with its 100% owned consolidated subsidiaries. The deferred tax assets and/or liabilities are determined by multiplying the differences between the financial reporting and tax reporting bases for assets and liabilities by the enacted tax rates expected to be in effect when such differences are recovered or settled. The effect on deferred taxes of a change in tax rates is recognized in the period of the enactment date of the change. The carrying value of the Company’s deferred tax assets is dependent upon its ability to generate sufficient taxable income in the future. A valuation allowance is required when it is more likely than not that all or a portion of a deferred tax asset will not be realized. A review of all available positive and negative evidence is considered, including the Company’s past and future performance, the market environment in which it operates, the utilization of tax attributes in the past, the length of carryback and carryforward periods, and evaluation of potential tax planning strategies. Despite the Company’s belief that its tax return positions are consistent with applicable tax laws, the Company believes that certain positions are likely to be challenged by taxing authorities. Settlement of any challenge can result in no change, a complete disallowance, or some partial adjustment reached through negotiations or litigation. The Company’s tax reserves reflect the difference between the tax benefit claimed on tax returns and the amount recognized in the financial statements. The accounting standards provide guidance for the recognition and measurement in financial statements for uncertain tax positions taken or expected to be taken in a tax return. The evaluation of a tax position is a two-step process, the first step being recognition. The Company determines whether it is more likely than not that a tax position will be sustained upon tax examination, including resolution of any related appeals or litigation, based on only the technical merits of the position. The technical merits of a tax position are derived from both statutory and judicial authority (legislation and statutes, legislative intent, regulations, rulings, and case law) and their applicability to the facts and circumstances of the tax position. If a tax position does not meet the more likely than not recognition threshold, the benefit of that position is not recognized in the financial statements. The second step is measurement. A tax position that meets the more likely than not recognition threshold is measured to determine the amount of benefit to recognize in the financial statements. The tax position is measured as the largest amount of benefit that is greater than 50% likely of being realized upon ultimate resolution with a taxing authority. As the examination process progresses with tax authorities, adjustments to tax reserves may be necessary to reflect taxes payable upon settlement. Tax reserve adjustments related to positions impacting the effective tax rate affect the provision for income taxes. Tax reserve adjustments related to positions impacting the timing of deductions impact deferred tax assets and liabilities. |
Property, Plant and Equipment, net | Property, Plant and Equipment, net Property, plant and equipment are recorded at cost. Refurbishment costs are capitalized in the property accounts, whereas ordinary maintenance and repair costs are expensed as incurred. Depreciation is computed principally by accelerated methods based on the following useful lives: Buildings and improvements 9 - 40 years Machinery and equipment 5 - 19 years Costs related to software acquired, developed or modified solely to meet the Company's internal requirements and for which there are no substantive plans to market are capitalized in accordance with the authoritative guidance on accounting for the costs of computer software developed or obtained for internal use. Only costs incurred after the preliminary planning stage of the project and after management has authorized and committed funds to the project are eligible for capitalization. |
Real Estate Held for Entitlement and Leasing | Real Estate Held for Entitlement and Leasing The Company capitalizes all costs associated with the real estate entitlement and leasing process. The Company classifies activities related to the entitlement, sale, and leasing of its excess real estate assets as operating activities in the consolidated statements of cash flows. |
Goodwill | Goodwill Goodwill represents the excess of the purchase price of an acquired enterprise or assets over the fair values of the identifiable assets acquired and liabilities assumed. Tests for impairment of goodwill are performed on an annual basis, or at any other time if events occur or circumstances indicate that the carrying amount of goodwill may not be recoverable. All of the Company’s recorded goodwill resides in the Aerospace and Defense reporting unit. The Company evaluated goodwill using a “Step Zero" analysis as of October 1, 2016, September 1, 2016, and September 1, 2015, and determined that goodwill was no t impaired. The Company evaluates qualitative factors (including macroeconomic conditions, industry and market considerations, cost factors, and overall financial performance) to determine whether it is necessary to perform the first step of the two-step goodwill test. This step is referred to as the “Step Zero" analysis. If it is determined that it is more likely than not (a likelihood of more than 50% ) that the fair value of a reporting unit is less than its carrying amount, the Company will need to proceed to the first step (“Step One”) of the two-step goodwill impairment test. In evaluating whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount, relevant events and circumstances as discussed below shall be assessed. If, after assessing the totality of events or circumstances, the Company determines that it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, then the first and second steps of the impairment test are unnecessary. Circumstances that could trigger an impairment test include but are not limited to: a significant adverse change in the business climate or legal factors; adverse cash flow trends; an adverse action or assessment by a regulator; unanticipated competition; loss of key personnel; decline in stock price; and results of testing for recoverability of a significant asset group within a reporting unit. If the carrying amount of the reporting unit’s goodwill exceeds the implied fair value of that goodwill, an impairment loss is recorded. There can be no assurance that the Company’s estimates and assumptions made for purposes of its goodwill impairment testing will prove to be accurate predictions of the future. If the Company’s assumptions and estimates are incorrect, the Company may be required to record goodwill impairment charges in future periods. |
Intangible Assets | Intangible Assets Identifiable intangible assets, such as patents, trademarks, and licenses are recorded at cost or when acquired as part of a business combination at estimated fair value. Identifiable intangible assets are amortized based on when they provide the Company economic benefit, or using the straight-line method, over their estimated useful life. |
Environmental Remediation | Environmental Remediation The Company expenses, on a current basis, recurring costs associated with managing hazardous substances and contamination in ongoing operations. The Company accrues for costs associated with the remediation of environmental contamination when it becomes probable that a liability has been incurred, and the amount can be reasonably estimated. In most cases only a range of reasonably possible costs can be estimated. In establishing the Company’s reserves, the most probable estimated amount is used when determinable, and the minimum amount is used when no single amount in the range is more probable. The Company’s environmental reserves include the costs of completing remedial investigation and feasibility studies, remedial and corrective actions, regulatory oversight costs, the cost of operation and maintenance of the remedial action plan, and employee compensation costs for employees who are expected to devote a significant amount of time to remediation efforts. Calculation of environmental reserves is based on the evaluation of currently available information with respect to each individual environmental site and considers factors such as existing technology, presently enacted laws and regulations, and prior experience in remediation of contaminated sites. Such estimates are based on the expected costs of investigation and remediation and the likelihood that other potentially responsible parties will be able to fulfill their commitments at sites where the Company may be jointly or severally liable. At the time a liability is recorded for future environmental costs, the Company records an asset for estimated future recoveries that are estimable and probable. Some of the Company’s environmental costs are eligible for future recovery in the pricing of its products and services to the U.S. government and under existing third party agreements. The Company considers the recovery probable based on the Global Settlement, Northrop Agreement, U.S. government contracting regulations, and its long history of receiving reimbursement for such costs |
Retirement Benefits | Retirement Benefits The Company's defined benefit pension plan future benefit accrual was discontinued in fiscal 2009. In addition, the Company provides medical and life insurance benefits (“postretirement benefits”) to certain eligible retired employees, with varied coverage by employee group. Annual charges are made for the cost of the plans, including administrative costs, interest costs on benefit obligations, and net amortization and deferrals, increased or reduced by the return on assets. The Company also sponsors a defined contribution 401(k) plan and participation in the plan is available to all employees |
Conditional Asset Retirement Obligations | Conditional Asset Retirement Obligations Conditional asset retirement obligations (“CAROs”) are legal obligations associated with the retirement of long-lived assets. These liabilities are initially recorded at fair value and the related asset retirement costs are capitalized by increasing the carrying amount of the related assets by the same amount as the liability. Asset retirement costs are subsequently depreciated over the useful lives of the related assets. Subsequent to initial recognition, the Company records period-to-period changes in the CARO liability resulting from the passage of time and revisions to either the timing or the amount of the estimate of the undiscounted cash flows. The Company’s estimate of CAROs associated with owned properties relates to estimated costs necessary for the legally required removal or remediation of various regulated materials, primarily asbestos disposal and radiological decontamination of an ordnance manufacturing facility. For CAROs that are not expected to be retired in the next 15 years, the Company estimated the retirement date of such asset retirement obligations to be 30 years from the date of adoption of the applicable accounting standard. For leased properties, such obligations relate to the estimated cost of contractually required property restoration. |
Advance Payments on Contracts | Advance Payments on Contracts The Company receives advances from customers which may exceed costs incurred on certain contracts. Such advances or billings in excess of cost and estimated earnings, other than those reflected as a reduction of inventories as progress payments, are classified as current liabilities. |
Loss Contingencies | Loss Contingencies The Company is currently involved in certain legal proceedings and, as required, has accrued its estimate of the probable costs and recoveries for resolution of these claims. These estimates are based upon an analysis of potential results, assuming a combination of litigation and settlement strategies. It is possible, however, that future results of operations or cash flows for any particular period could be materially affected by changes in estimates or the effectiveness of strategies related to these proceedings. |
Warranties | Warranties The Company provides product warranties in conjunction with certain product sales. The majority of the Company’s warranties are a one -year standard warranty for parts, workmanship, and compliance with specifications. On occasion, the Company has made commitments beyond the standard warranty obligation. While the Company has contracts with warranty provisions, there is not a history of any significant warranty claims experience. A reserve for warranty exposure is made on a product by product basis when it is both estimable and probable. These costs are included in the program’s estimate at completion and are expensed in accordance with the Company’s revenue recognition methodology as allowed under GAAP for that particular contract. |
Revenue Recognition | Revenue Recognition The Company considers the nature of the individual underlying contract and the type of products and services provided in determining the proper accounting for a particular contract. Each method is applied consistently to all contracts having similar characteristics, as described below. Under the percentage of completion method, the Company recognizes sales based upon the Company's progress against the contracted performance objectives. Progress is generally measured as costs are incurred (cost-to-cost method) or as units are delivered to customers (units-of-delivery) depending on the contractual terms and scope of work of the each contract. The Company uses the cost-to-cost measure, where the scope of work on contracts principally relates to research and/or development efforts, or the contract is predominantly a development effort with few deliverable units. Under cost-to-cost, the Company recognizes sales as costs are incurred. The Company uses the units-of-delivery measure to recognize sales when contracts require unit deliveries on a frequent and routine basis. Under units-of-delivery, the Company recognizes sales at the contractually agreed upon unit price as units are sold. For fixed-priced contracts, variance in actual costs from the cost estimates used in determining the fixed price impact the overall profit from the contract. The Company recognizes these variances during the contact performance period. Fixed-priced and cost-reimbursable contracts may provide for variable consideration including awards, incentives, and/or penalties based upon the customer’s assessment of performance against pre-established targets or other criteria. These targets may include factors such as cost, performance, quality, and schedule. The Company recognizes variable consideration over the contract performance period based upon the Company's estimates of performance against the established criteria. The recognition of sales and profit on long-term contracts requires the use of assumptions and estimates related to the contract value or total contract revenue, variable consideration, the total cost at completion and the measurement of progress towards completion. Due to the nature of the programs, developing these estimates requires the use of significant judgment. Factors considered include, but are not limited to, labor productivity, the nature and technical complexity of the work to be performed, availability and cost volatility of materials, subcontractor and vendor performance, warranty costs, volume assumptions, anticipated labor agreements and inflationary trends, schedule and performance delays, availability of funding from the customer, and the recoverability of costs incurred outside the original contract included in any estimates to complete. The Company continually evaluates the facts, circumstances, and assumptions supporting these estimates. Any adjustments to net sales resulting from changes in estimates are recognized in the current period for the inception-to-date effect of such changes. Changes in estimates and assumptions related to the status of certain long-term contracts may have a material effect on the Company's operating results. The following table summarizes the impact from changes in estimates and assumptions on the statements of operations on contracts, representing 94% of the Company’s aerospace and defense segment net sales over the last three fiscal years and one month ended December 31, 2015, accounted for under the percentage-of-completion method of accounting: Year Ended One month ended December 31, November 30, November 30, December 31, 2016 2015 2014 2015 (In millions, except per share amounts) Favorable effect of the changes in contract estimates on income (loss) from continuing operations before income taxes $ 14.1 $ 41.2 $ 9.2 $ 11.7 Favorable effect of the changes in contract estimates on net income (loss) 8.5 24.7 5.5 7.0 Favorable effect of the changes in contract estimates on basic net income (loss) per share 0.13 0.40 0.10 0.11 Favorable effect of the changes in contract estimates on diluted net income (loss) per share 0.11 0.40 0.10 0.09 The fiscal 2016 favorable changes in contract estimates were primarily driven by better than expected performance on space launch systems primarily due to affordability initiatives and lower overhead costs partially offset by cost growth and manufacturing inefficiencies on electric propulsion contracts. The one month ended December 31, 2015 favorable changes in contract estimates were primarily driven by better than expected performance on tactical and missile defense programs primarily due to affordability initiatives and lower overhead costs partially offset by cost growth and manufacturing inefficiencies on an electric propulsion contract. The fiscal 2015 favorable changes in contract estimates were primarily driven by the following (i) better than expected performance on space launch systems and missile defense programs primarily due to affordability initiatives and lower overhead costs and (ii) unexpected favorable contract performance on close-out activities on the J-2X program. The fiscal 2014 favorable changes in contract estimates were primarily driven by better than expected performance on a space launch system program due to favorable contract negotiations and affordability initiatives partially offset by unanticipated inefficiencies and cost growth on the Antares AJ-26 program. Revenue on service or time and material contracts is recognized when performed. If at any time expected costs exceed the value of the contract, the loss is recognized immediately. If change orders are in dispute or are unapproved in regard to both scope and price they are evaluated as claims. The Company recognizes revenue on claims when recovery of the claim is probable and the amount can be reasonably estimated. Revenue on claims is recognized only to the extent that contract costs related to the claims have been incurred and when it is probable that the claim will result in a bona fide addition to contract value that can be reliably estimated. No profit is recognized on a claim until final settlement occurs. Revenue from real estate asset sales is recognized when a sufficient down-payment has been received, financing has been arranged and title, possession and other attributes of ownership have been transferred to the buyer. The allocation to cost of sales on real estate asset sales is based on a relative fair market value computation of the land sold which includes the basis on the Company’s book value, capitalized entitlement costs, and an estimate of the Company’s continuing financial commitment. Revenue that is not derived from long-term development and production contracts, or real estate asset transactions, is recognized when persuasive evidence of a final agreement exists, delivery has occurred, the selling price is fixed or determinable and payment from the customer is reasonably assured. Sales are recorded net of provisions for customer pricing allowances. |
Research and Development | AR1 Research and Development Company-sponsored R&D expenses are generally reimbursed via allocation of such expenses among all contracts and programs in progress under U.S. government contractual arrangements. Research and Development ("R&D") Company-sponsored R&D expenses include the costs of technical activities that are useful in developing new products, services, processes, or techniques, as well as expenses for technical activities that may significantly improve existing products or processes. These expenses are generally allocated among all contracts and programs in progress under U.S. government contractual arrangements. From time to time, the Company believes it is in its best interests to self-fund and not allocate costs for certain R&D activities to the U.S. government contracts |
Stock-based Compensation | Stock-based Compensation The Company recognizes stock-based compensation in the statements of operations at the grant-date fair value of stock awards issued to employees and directors over the vesting period. The Company also grants Stock Appreciation Rights (“SARS”) awards which are similar to the Company’s employee stock options, but are settled in cash rather than in shares of common stock, and are classified as liability awards. Compensation cost for these awards is determined using a fair-value method and remeasured at each reporting date until the date of settlement. The Company utilizes the short-cut method for determining the historical pool of windfall tax benefits and the tax law ordering approach for purposes of determining whether an excess tax benefit has been realized. |
Impairment or Disposal of Long-Lived Assets | Impairment or Disposal of Long-Lived Assets Impairment of long-lived assets is recognized when events or circumstances indicate that the carrying amount of the asset, or related groups of assets, may not be recoverable. Circumstances which could trigger a review include, but are not limited to: significant decreases in the market price of the asset; significant adverse changes in the business climate or legal factors; accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction of the asset; current period cash flow or operating losses combined with a history of losses or a forecast of continuing losses associated with the use of the asset; or a current expectation that the asset will more likely than not be sold or disposed of significantly before the end of its estimated useful life. The carrying amount of a long-lived asset is not recoverable if it exceeds the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the asset. If the Company determines that an asset is not recoverable, then the Company would record an impairment charge if the carrying value of the asset exceeds its fair value. A long-lived asset classified as “held for sale” is initially measured at the lower of its carrying amount or fair value less costs to sell. In the period that the “held for sale” criteria are met, the Company recognizes an impairment charge for any initial adjustment of the long-lived asset amount. Gains or losses not previously recognized resulting from the sale of a long-lived asset are recognized on the date of sale. |
Foreign Currency Transactions | Foreign Currency Transactions Foreign currency transaction losses and (gains) were $0.1 million in fiscal 2016, $0.1 million in fiscal 2015, $(0.3) million in fiscal 2014, and $0.1 million in the one month ended December 31, 2015, and are reported as a component of discontinued operations. The Company’s foreign currency transactions were primarily associated with the Company’s former GDX business which is classified as discontinued operations in these consolidated financial statements and notes to consolidated financial statements. |
Concentrations | Credit Risk Aside from investments held in the Company’s retirement benefit plans, financial instruments that could potentially subject the Company to concentration of credit risk consist primarily of cash, cash equivalents, and trade receivables. The Company’s cash and cash equivalents are held and managed by recognized financial institutions and are subject to the Company’s investment policy. The investment policy outlines minimum acceptable credit ratings for each type of investment and limits the amount of credit exposure to any one security issue. The Company does not believe significant concentration of credit risk exists with respect to these investments. The Company uses a significant quantity of raw materials that are highly dependent on market fluctuations and government regulations. Further, as a U.S. government contractor, the Company is often required to procure materials from suppliers capable of meeting rigorous customer and government specifications. As market conditions change for these companies, they often discontinue materials with low sales volumes or profit margins. The Company is often forced to either qualify new materials or pay higher prices to maintain the supply. To-date the Company has been successful in establishing replacement materials and securing customer funding to address specific qualification needs of the programs. Prolonged disruptions in the supply of any of the Company’s key raw materials, difficulty qualifying new sources of supply, implementing use of replacement materials or new sources of supply, and/or a continuing volatility in the prices of raw materials could have a material adverse effect on the Company’s operating results, financial condition, and/or cash flows. |
Accounting Pronouncements | Accounting Pronouncements Recently Adopted Accounting Pronouncements In April 2015, the Financial Accounting Standards Board (“FASB”) issued an amendment to the accounting guidance related to the presentation of debt issuance costs. The amendment requires that debt issuance costs related to a debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts or premiums. The Company adopted this guidance as of December 31, 2015 (see Note 5). As the accounting standard only impacted presentation, the new standard did not have an impact on the Company’s financial position, results of operations, or cash flows. In November 2015, the FASB issued guidance that requires deferred tax liabilities and assets to be classified as noncurrent in the consolidated balance sheet. The standard will be effective for financial statements issued for annual periods beginning after December 15, 2016, and interim periods within those annual periods. Early adoption is permitted for financial statements that have not been previously issued. The Company adopted this guidance retrospectively to all periods presented as of December 31, 2016 which resulted in $36.5 million of current deferred income taxes as of December 31, 2015 being reclassified as noncurrent. As the accounting standard only impacted presentation, the new standard did not have an impact on the Company's financial position, results of operations, or cash flows. In August 2014, the FASB issued an amendment to the accounting guidance related to the evaluation of an entity's ability to continue as a going concern. The amendment establishes management’s responsibility to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern in connection with preparing financial statements for each annual and interim reporting period. The update also gives guidance to determine whether to disclose information about relevant conditions and events when there is substantial doubt about an entity’s ability to continue as a going concern. The Company adopted this guidance as of December 31, 2016 and no additional information was required to be presented as result of the adoption. As the accounting standard only impacted presentation, the new standard did not have an impact on the Company's financial position, results of operations, or cash flows. Recently Issued Accounting Pronouncements I n May 2014, the FASB amended the existing accounting standards for revenue recognition. The amendments are based on the principle that revenue should be recognized to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The effective date is for annual reporting periods beginning after December 15, 2017. Earlier application of this guidance is permitted but not before December 15, 2016. The amendments may be applied retrospectively to each prior period presented or retrospectively with the cumulative effect recognized as of the date of initial application. The Company plans to adopt the guidance during the first quarter of 2018, retrospectively with the cumulative effect recognized during that quarter. The Company has developed a comprehensive implementation plan across all segments that includes evaluating the impact of the new guidance on existing contracts, and updating impacted accounting policies, processes, controls and systems. The Company expects the primary impact of the new guidance will be a change in the timing of when revenue is recognized on certain fixed price and cost reimbursable type contracts. The new guidance prescribes that an entity recognizes revenue when (or as) it satisfies a performance obligation by transferring a promised good or service to a customer. A good or service is transferred when (or as) the customer obtains control of that asset. Under this new guidance, the Company expects to discontinue the use of the unit-of-delivery method on certain customer contracts and remeasure performance obligations using the cost-to-cost method. The Company expects the adoption of this new standard will have a material impact on net sales recognized in any given fiscal year and will also result in the reclassification of contract related assets on the consolidated balance sheet. The Company does not expect the new guidance to change the total revenue or operating income on the related customer contracts, only the timing of when those revenues are recognized. In February 2016, the FASB issued guidance requiring lessees to recognize a right-of-use asset and a lease liability on the balance sheet for all leases with the exception of short-term leases. For lessees, leases will continue to be classified as either operating or finance leases in the income statement. Lessor accounting is similar to the current model but updated to align with certain changes to the lessee model. Lessors will continue to classify leases as operating, direct financing or sales-type leases. The effective date of the new standard is for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. Early adoption is permitted. The new standard must be adopted using a modified retrospective transition and requires application of the new guidance at the beginning of the earliest comparative period presented. The Company is evaluating the impact of adopting this new accounting guidance on its consolidated financial statements. In March 2016, the FASB amended the existing accounting guidance related to stock compensation. The amendment requires all income tax effects of awards to be recognized in the income statement when awards vest and allows a choice to account for forfeitures on an estimated or actual basis. There is also a requirement to present excess income tax benefits as an operating activity on the statement of cash flows. The guidance is effective for fiscal years beginning after December 15, 2016, and interim periods within those fiscal years. Early adoption is permitted, but all of the guidance must be adopted in the same period. The new guidance is not expected to have a significant impact on the Company’s financial position, results of operations, or cash flows. In August 2016, the FASB issued an amendment to the accounting guidance related to classification of certain cash receipts and cash payments in the statement of cash flows. The standard provides guidance for eight targeted changes with respect to how cash receipts and cash payments are classified in the statement of cash flows, with the objective of reducing diversity in practice. The standard is effective for financial statements issued for fiscal years beginning after December 15, 2017, with early adoption permitted. The Company is evaluating the impact of adopting this new accounting guidance on its consolidated financial statements. In January 2017, the FASB issued an amendment to the accounting guidance related to goodwill impairment. The update eliminates Step 2 from the goodwill impairment test for public business entities. The standard should be applied on a prospective basis and is effective for annual or any interim goodwill impairment tests in fiscal years beginning after December 15, 2019, with early adoption permitted. The Company is evaluating the impact of adopting this new accounting guidance on its consolidated financial statements. |
Summary of Significant Accoun25
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Change in Accounting Estimate [Line Items] | |
Schedule of Fair Value of Financial Instruments | The following are measured at fair value: Fair value measurement at December 31, 2016 Total Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) (In millions) Money market funds $ 328.5 $ 328.5 $ — $ — Fair value measurement at December 31, 2015 Total Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) (In millions) Money market funds $ 141.8 $ 141.8 $ — $ — |
Summary of Cash and Cash Equivalents and Grantor Trust by Investment Type | As of December 31, 2016 , a summary of cash and cash equivalents and the grantor trust by investment type was as follows: Total Cash and Cash Equivalents Money Market Funds (In millions) Cash and cash equivalents $ 410.3 $ 89.8 $ 320.5 Grantor trust (included as a component of other current and noncurrent assets) 8.0 — 8.0 $ 418.3 $ 89.8 $ 328.5 |
Schedule of Estimated Fair Value and Principal Amount of Outstanding Debt | The following table summarizes the estimated fair value and principal amount for outstanding debt obligations: Fair Value Principal Amount December 31, 2016 December 31, 2015 December 31, 2016 December 31, 2015 (In millions) Term loan $ 390.0 $ 92.5 $ 390.0 $ 92.5 7.125% Second-Priority Senior Secured Notes (“7 1 / 8 % Notes”) — 479.6 — 460.0 2.25% Convertible Senior Notes ("2 1 / 4 % Notes") 294.9 — 300.0 — 4 1 / 16 % Convertible Subordinated Debentures (“4 1 / 16 % Debentures”) (1) 70.8 149.5 35.6 84.6 Delayed draw term loan — 13.0 — 13.0 Other debt — 0.6 — 0.5 $ 755.7 $ 735.2 $ 725.6 $ 650.6 _______ (1) In December 2016, the Company notified holders of its 4 1 / 16 % Debentures that the Company would redeem, on February 3, 2017, all of their 4 1 / 16 % Debentures at a purchase price equal to 100% of the principal amount of the 4 1 / 16 % Debentures to be redeemed, plus any accrued and unpaid interest. In January 2017, $35.6 million of the 4 1 / 16 % Debentures (the entire amount outstanding as of December 31, 2016) were converted to 3.9 million shares of common stock. |
Schedule of Useful Lives of Property, Plant and Equipment | Depreciation is computed principally by accelerated methods based on the following useful lives: Buildings and improvements 9 - 40 years Machinery and equipment 5 - 19 years |
Schedule of Changes in Carrying Amount of Conditional Asset Retirement Obligations | The changes in the carrying amount of CAROs since November 30, 2013 were as follows (in millions): Balance as of November 30, 2013 $ 22.9 Additions and other, net (0.2 ) Accretion 1.7 Balance as of November 30, 2014 24.4 Additions and other, net 3.0 Accretion 1.9 Balance as of November 30, 2015 29.3 Accretion 0.2 Balance as of December 31, 2015 29.5 Additions and other, net (0.9 ) Accretion 2.0 Balance as of December 31, 2016 $ 30.6 |
AR1 Inception to Date Project Costs | The AR1 inception to date project costs were as follows (in millions): AR1 R&D costs incurred $ 169.3 Less amounts funded by the U.S. Air Force (92.9 ) Less amounts funded by ULA (5.0 ) AR1 R&D costs net of reimbursements 71.4 AR1 R&D costs expensed and not applied to contracts (32.1 ) Net AR1 R&D costs applied to contracts $ 39.3 |
Schedule of Sales to U.S. Government and its Agencies | Sales to the U.S. government and its agencies, including sales to the Company’s significant customers discussed below, were as follows: Percentage of Net Fiscal 2016 91 % Fiscal 2015 90 % Fiscal 2014 92 % One month ended December 31, 2015 85 % |
Schedule of Customers that Represented More than 10% of Net Sales | Customers that represented more than 10% of net sales for the periods presented were as follows: Year Ended One month ended December 31, November 30, November 30, December 31, 2016 2015 2014 2015 Lockheed Martin Corporation ("Lockheed Martin") 27 % 29 % 28 % 24 % ULA 21 19 25 28 Raytheon Company ("Raytheon") 20 20 17 19 NASA 13 11 11 10 |
Schedule of Customers that Represented More than 10% of Accounts Receivable | Customers that represented more than 10% of accounts receivable for the periods presented were as follows: As of December 31, 2016 2015 ULA 20 % 14 % Lockheed Martin 17 16 Raytheon 17 19 NASA 14 * The Boeing Company ("Boeing") 13 24 _____ * Less than 10% |
Contracts Accounted for under Percentage-of-Completion [Member] | |
Change in Accounting Estimate [Line Items] | |
Summary of Impact of Contracts in Progress on Statement of Operations | The following table summarizes the impact from changes in estimates and assumptions on the statements of operations on contracts, representing 94% of the Company’s aerospace and defense segment net sales over the last three fiscal years and one month ended December 31, 2015, accounted for under the percentage-of-completion method of accounting: Year Ended One month ended December 31, November 30, November 30, December 31, 2016 2015 2014 2015 (In millions, except per share amounts) Favorable effect of the changes in contract estimates on income (loss) from continuing operations before income taxes $ 14.1 $ 41.2 $ 9.2 $ 11.7 Favorable effect of the changes in contract estimates on net income (loss) 8.5 24.7 5.5 7.0 Favorable effect of the changes in contract estimates on basic net income (loss) per share 0.13 0.40 0.10 0.11 Favorable effect of the changes in contract estimates on diluted net income (loss) per share 0.11 0.40 0.10 0.09 |
Income (Loss) Per Share of Co26
Income (Loss) Per Share of Common Stock (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Earnings Per Share [Abstract] | |
Summary of Reconciliation of Numerator and Denominator Used to Calculate Basic and Diluted Loss Per Share of Common Stock | A reconciliation of the numerator and denominator used to calculate basic and diluted income (loss) per share of common stock ("EPS"): Year Ended One month ended December 31, November 30, November 30, December 31, 2016 2015 2014 2015 (In millions, except per share amounts) Numerator: Income (loss) from continuing operations $ 18.1 $ (17.1 ) $ (49.3 ) $ 7.0 (Loss) income from discontinued operations, net of income taxes (0.1 ) 0.9 (0.7 ) — Net income (loss) 18.0 (16.2 ) (50.0 ) 7.0 Income allocated to participating securities (0.4 ) — — (0.2 ) Net income (loss) for basic earnings per share 17.6 (16.2 ) (50.0 ) 6.8 Interest on 4 1 / 16 % Debentures — — — 0.3 Net income (loss) for diluted earnings per share $ 17.6 $ (16.2 ) $ (50.0 ) $ 7.1 Denominator: Basic weighted average shares 65.6 61.1 57.9 62.9 Effect of: 4 1 / 16 % Debentures — — — 9.4 Employee stock options and stock purchase plan 0.1 — — 0.2 Diluted weighted average shares 65.7 61.1 57.9 72.5 Basic: Income (loss) from continuing operations $ 0.27 $ (0.28 ) $ (0.85 ) $ 0.11 (Loss) income from discontinued operations, net of income taxes — 0.01 (0.01 ) — Net income (loss) per share $ 0.27 $ (0.27 ) $ (0.86 ) $ 0.11 Diluted: Income (loss) from continuing operations $ 0.27 $ (0.28 ) $ (0.85 ) $ 0.10 (Loss) income from discontinued operations, net of income taxes — 0.01 (0.01 ) — Net income (loss) per share $ 0.27 $ (0.27 ) $ (0.86 ) $ 0.10 |
Schedule of Potentially Dilutive Securities Excluded from Computation | The following table sets forth the potentially dilutive securities excluded from the computation because their effect would have been anti-dilutive: Year Ended One month ended December 31, November 30, November 30, December 31, 2016 2015 2014 2015 (In millions) 4 1 / 16 % Debentures 7.1 11.0 17.9 — Employee stock options and stock purchase plan — 0.2 0.2 — Unvested restricted shares — 1.6 1.7 — Total potentially dilutive securities 7.1 12.8 19.8 — |
Balance Sheet Accounts and Su27
Balance Sheet Accounts and Supplemental Disclosures (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Accounts Receivable | As of December 31, 2016 2015 (In millions) Billed $ 55.7 $ 114.1 Unbilled 124.1 91.6 Reserve for overhead rate disallowance (44.5 ) (36.8 ) Total receivables under long-term contracts 135.3 168.9 Other receivables 1.1 0.6 Accounts receivable $ 136.4 $ 169.5 |
Schedule of Inventories | As of December 31, 2016 2015 (In millions) Long-term contracts at average cost $ 551.9 $ 543.5 Progress payments (368.2 ) (388.5 ) Total long-term contract inventories 183.7 155.0 Total other inventories 1.4 1.2 Inventories $ 185.1 $ 156.2 |
Schedule of Other Current Assets, net | As of December 31, 2016 2015 (In millions) Recoverable from the U.S. government for Rocketdyne Business integration costs (see Note 3(f)) $ 11.9 $ 11.9 Prepaid expenses 16.5 11.9 Receivables, net 17.8 10.6 Indemnification receivable from UTC, net 5.5 15.7 Recoverable from the U.S. government for competitive improvement program obligations (see Note 10) 7.6 9.1 Income tax receivable 26.8 1.6 Other 5.6 8.4 Other current assets, net $ 91.7 $ 69.2 |
Schedule of Property, Plant and Equipment, net | As of December 31, 2016 2015 (In millions) Land $ 71.4 $ 71.4 Buildings and improvements 304.2 290.1 Machinery and equipment 540.8 510.6 Construction-in-progress 30.4 32.5 946.8 904.6 Less: accumulated depreciation (580.8 ) (541.3 ) Property, plant and equipment, net $ 366.0 $ 363.3 |
Schedule of Intangible Assets | As of December 31, 2016 Gross Carrying Amount Accumulated Amortization Net Carrying Amount (In millions) Customer related $ 83.8 $ 37.4 $ 46.4 Intellectual property\trade secrets 34.2 9.2 25.0 Non-compete agreements 0.5 0.5 — Trade name 20.5 2.4 18.1 Acquired technology 18.3 13.4 4.9 Intangible assets $ 157.3 $ 62.9 $ 94.4 As of December 31, 2015 Gross Carrying Amount Accumulated Amortization Net Carrying Amount (In millions) Customer related $ 83.8 $ 28.3 $ 55.5 Intellectual property\trade secrets 34.2 6.6 27.6 Non-compete agreements 0.5 0.4 0.1 Trade name 20.5 1.7 18.8 Acquired technology 18.3 12.6 5.7 Intangible assets $ 157.3 $ 49.6 $ 107.7 |
Schedule of Future Amortization Expense for Intangible Assets | Future amortization expense for the five succeeding years was estimated to be as follows: Year Ending December 31, Future Amortization Expense (In millions) 2017 $ 13.1 2018 13.1 2019 13.0 2020 12.8 2021 9.3 $ 61.3 |
Schedule of Other Noncurrent Assets, net | As of December 31, 2016 2015 (In millions) Recoverable from the U.S. government for Rocketdyne Business integration costs $ 10.9 $ 21.2 Deferred financing costs 3.4 2.1 Recoverable from the U.S. government for conditional asset retirement obligations 20.3 17.8 Grantor trust 16.6 10.3 Note receivable, net 9.0 9.0 Recoverable from the U.S. government for competitive improvement program obligations (see Note 10) 1.3 3.2 Recoverable from the U.S. government for restructuring costs 12.8 3.3 Income tax receivable 10.8 7.9 Other 5.1 6.8 Other noncurrent assets, net $ 90.2 $ 81.6 |
Summary of Impact from Land Sale | A summary of the impact of the land sale on the consolidated statement of operations for fiscal 2015 was as follows (in millions): Net sales from land sale $ 42.0 Cost of sales from land sale 11.4 Income from continuing operations before income taxes from land sale 30.6 Income tax provision related to land sale 12.7 Net income from land sale $ 17.9 |
Schedule of Other Current Liabilities | As of December 31, 2016 2015 (In millions) Accrued compensation and employee benefits $ 105.7 $ 90.4 Income taxes 2.1 20.3 Competitive improvement program obligations (see Note 10) 7.6 9.4 Payable to UTC for Transition Service Agreements 1.3 1.9 Interest payable 4.1 12.9 Contract loss provisions 6.8 9.1 Other 40.2 59.1 Other current liabilities $ 167.8 $ 203.1 |
Schedule of Other Noncurrent Liabilities | As of December 31, 2016 2015 (In millions) Conditional asset retirement obligations $ 30.6 $ 29.5 Pension benefits, non-qualified 17.5 17.6 Deferred compensation 19.8 11.5 Deferred revenue 13.3 13.8 Competitive improvement program obligations (see Note 10) 1.3 3.2 Uncertain income tax positions 28.4 7.0 Other 13.1 12.6 Other noncurrent liabilities $ 124.0 $ 95.2 |
Schedule of Accumulated Other Comprehensive Loss, Net of Income Taxes | Changes in accumulated other comprehensive loss by components, net of income taxes: Actuarial Prior Service Total (In millions) November 30, 2014 $ (337.0 ) $ 3.3 $ (333.7 ) Actuarial losses arising during the period, net of income taxes (55.0 ) (1.6 ) (56.6 ) Amortization of actuarial losses and prior service credits, net of income taxes 49.4 (0.8 ) 48.6 November 30, 2015 (342.6 ) 0.9 (341.7 ) Actuarial losses arising during the period, net of income taxes (8.6 ) — (8.6 ) Amortization of actuarial losses and prior service credits, net of income taxes 3.4 (0.1 ) 3.3 December 31, 2015 (347.8 ) 0.8 (347.0 ) Actuarial gains arising during the period, net of income taxes 7.5 — 7.5 Amortization of actuarial losses and prior service credits, net of income taxes 37.1 (0.6 ) 36.5 December 31, 2016 $ (303.2 ) $ 0.2 $ (303.0 ) |
Schedule of Estimated Amounts to be Amortized from Other Comprehensive Loss to Net Periodic Benefit Expense | The estimated amounts that will be amortized from accumulated other comprehensive loss into net periodic benefit expense in fiscal 2017: Pension Benefits Medical and Life Insurance Benefits (In millions) Actuarial losses (gains), net $ 67.8 $ (4.1 ) Prior service costs (credits), net 0.1 (0.2 ) $ 67.9 $ (4.3 ) |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Summary of Components of Company's Income Tax Provision (Benefit) from Continuing Operations | The components of the Company’s income tax provision from continuing operations: Year Ended One month ended December 31, November 30, November 30, December 31, 2016 2015 2014 2015 (In millions) Current U.S. federal $ 3.2 $ 33.0 $ 19.0 $ 7.9 State and local 3.2 3.4 4.1 1.2 6.4 36.4 23.1 9.1 Deferred U.S. federal 2.8 (41.2 ) (5.5 ) (6.2 ) State and local 2.0 5.1 (1.3 ) (0.9 ) 4.8 (36.1 ) (6.8 ) (7.1 ) Income tax provision $ 11.2 $ 0.3 $ 16.3 $ 2.0 |
Schedule of Reconciliation of U.S. Federal Statutory Income Tax Rate to Effective Income Tax Rate on Earnings | A reconciliation of the U.S. federal statutory income tax rate to the Company’s effective income tax rate on earnings from continuing operations was as follows: Year Ended One month ended December 31, November 30, November 30, December 31, 2016 2015 2014 2015 Statutory U.S. federal income tax rate - provision (benefit) 35.0 % (35.0 )% (35.0 )% 35.0 % State and local income taxes, net of U.S. federal income tax effect (2.3 ) 16.2 11.4 4.8 Changes in state income tax rates 13.4 19.0 (0.7 ) 0.1 Reserve adjustments (1.0 ) 2.2 (0.8 ) (0.3 ) Valuation allowance adjustments — — 0.3 — Rescindable common stock interest and realized losses — — 0.9 — Non-deductible convertible subordinated notes interest 2.9 8.0 7.0 1.2 Non-deductible premiums on repurchase of convertible subordinated notes — — 64.1 — R&D credits (14.1 ) — 4.0 (2.8 ) Retroactive change in federal tax law — (11.6 ) — (19.4 ) Benefit of manufacturing deductions 1.5 (5.8 ) (4.3 ) (7.0 ) Lobbying costs 2.7 3.6 1.0 0.4 Deferred tax adjustment (1.3 ) — — 7.8 Other, net 1.4 5.2 1.5 2.4 Effective income tax rate - provision 38.2 % 1.8 % 49.4 % 22.2 % |
Schedule of Reconciliation of Change in Unrecognized Tax Benefits | A reconciliation of the beginning and ending amount of unrecognized tax benefits consisted of the following: Year Ended One month ended December 31, November 30, November 30, December 31, 2016 2015 2014 2015 (In millions) Balances at beginning of fiscal year $ 7.1 $ 6.8 $ 7.9 $ 6.7 Increases based on tax positions in prior years 25.8 1.0 0.6 0.6 Decreases based on tax position in prior years (1.2 ) (1.8 ) (1.3 ) (0.2 ) Increases based on tax positions in current year 0.7 0.7 — — Lapse of statute of limitations (2.9 ) — (0.4 ) — Balances at end of fiscal year $ 29.5 $ 6.7 $ 6.8 $ 7.1 |
Summary of Deferred Tax Assets and Liabilities | Deferred tax assets and liabilities were as follows: As of December 31, 2016 2015 (In millions) Deferred Tax Assets Accrued estimated costs $ 89.1 $ 113.3 Basis difference in assets and liabilities 8.5 6.0 Tax losses and credit carryforwards 6.5 3.8 Net cumulative defined benefit pension plan losses 212.9 227.8 Retiree medical and life insurance benefits 16.2 19.6 Valuation allowance (1.7 ) (1.2 ) Total deferred tax assets 331.5 369.3 Deferred Tax Liabilities Revenue recognition differences 21.7 30.7 Basis differences in intangible assets 17.3 13.8 Total deferred tax liabilities 39.0 44.5 Total net deferred tax assets $ 292.5 $ 324.8 |
Summary of Changes in Valuation Allowance | The changes in the Company's valuation allowance by period was as follows: Balance at Beginning of Period Tax Valuation Allowance Charged to Income Tax Provision Tax Valuation Allowance Credited to Income Tax Provision Balance at End of Period (In millions) Fiscal 2016 $ 1.2 $ 0.5 $ — $ 1.7 One month ended December 31, 2015 1.7 — (0.5 ) 1.2 Fiscal 2015 2.6 0.6 (1.5 ) 1.7 Fiscal 2014 2.6 — — 2.6 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | Other Debt: As of December 31, 2016 2015 (In millions) Delayed draw term loan $ — $ 13.0 Capital lease — 0.3 Unamortized deferred financing costs — (0.3 ) Total other debt $ — $ 13.0 As of December 31, 2016 2015 (In millions) Senior debt $ 388.0 $ 91.8 Senior secured notes — 449.4 Convertible senior notes 240.0 — Convertible subordinated notes 35.6 84.8 Other debt — 13.0 Total debt, carrying amount 663.6 639.0 Less: Amounts due within one year (55.6 ) (5.3 ) Total long-term debt, carrying amount $ 608.0 $ 633.7 As of December 31, 2016, the 2¼% Notes consisted of the following (in millions, except years, percentages, conversion rate, and conversion price): Carrying value, long-term $ 240.0 Unamortized discount and deferred financing costs 60.0 Principal amount $ 300.0 Carrying amount of equity component, net of equity issuance costs $ 54.5 Remaining amortization period (years) 7.0 Effective interest rate 5.8 % Conversion rate (shares of common stock per $1,000 principal amount) 38.4615 Conversion price (per share of common stock) $ 26.00 The following table presents the interest expense components for the 2¼% Notes for fiscal 2016 (in millions): Interest expense-contractual interest $ 0.3 Interest expense-amortization of debt discount 0.3 Interest expense-amortization of deferred financing costs (1) — ________ (1) Less than $0.1 million . Convertible Senior Notes: As of December 31, 2016 2015 (In millions) Senior convertible notes, bearing interest at 2.25% per annum, interest payments due in June and December, maturing in December 2023 $ 300.0 $ — Unamortized discount and deferred financing costs (60.0 ) — Total convertible senior notes $ 240.0 $ — Senior Secured Notes: As of December 31, 2016 2015 (In millions) Senior secured notes, bearing interest at 7.125% per annum, interest payments due in March and September, maturing in March 2021 $ — $ 460.0 Unamortized deferred financing costs — (10.6 ) Total senior secured notes $ — $ 449.4 Senior Debt: As of December 31, 2016 2015 (In millions) Term loan, bearing interest at variable rates (rate of 3.02% as of December 31, 2016), maturing in June 2021 $ 390.0 $ 92.5 Unamortized deferred financing costs (2.0 ) (0.7 ) Total senior debt $ 388.0 $ 91.8 Convertible Subordinated Notes: As of December 31, 2016 2015 (In millions) Convertible subordinated debentures, bearing interest at 2.25% per annum, interest payments due in May and November, maturing in November 2024 $ — $ 0.2 Convertible subordinated debentures, bearing interest at 4.0625% per annum, interest payments due in June and December, maturing in December 2039 35.6 84.6 Total convertible subordinated notes $ 35.6 $ 84.8 |
Schedule of Maturities of Long-Term Debt | As of December 31, 2016 , the earlier of the Company’s contractual debt principal maturities or the next debt redemption date that could be exercised at the option of the debt holder, are summarized by fiscal year: Total 2017 2018 2019 2020 2021 2023 (In millions) Senior debt $ 390.0 $ 20.0 $ 25.0 $ 30.0 $ 35.0 $ 280.0 $ — Convertible senior notes 300.0 — — — — — 300.0 Convertible subordinated notes (1) 35.6 35.6 — — — — — Total debt principal $ 725.6 $ 55.6 $ 25.0 $ 30.0 $ 35.0 $ 280.0 $ 300.0 _______ (1) In December 2016, the Company notified holders of its 4 1 / 16 % Debentures that the Company would redeem, on February 3, 2017, all of their 4 1 / 16 % Debentures at a purchase price equal to 100% of the principal amount of the 4 1 / 16 % Debentures to be redeemed, plus any accrued and unpaid interest. In January 2017, $35.6 million of the 4 1 / 16 % Debentures (the entire amount outstanding as of December 31, 2016) were converted to 3.9 million shares of common stock. |
Schedule of Actual Ratios and Required Ratios Under Financial Covenants | Financial Covenant Actual Ratios as of Required Ratios Consolidated Interest Coverage Ratio, as defined under the Senior Credit Facility 11.07 to 1.00 Not less than: 3.00 to 1.00 Consolidated Net Leverage Ratio, as defined under the Senior Credit Facility 2.59 to 1.00 Not greater than: 4.00 to 1.00 |
Retirement Benefits (Tables)
Retirement Benefits (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Compensation and Retirement Disclosure [Abstract] | |
Summary of Company's Plan Assets, Benefit Obligations, and Funded Status | Assets, benefit obligations, and the funded status of the plans were determined at December 31, 2016 and 2015 . Pension Benefits Medical and As of December 31, 2016 2015 (3) 2016 2015 (3) (In millions) Change in fair value of assets: Fair value - beginning of period $ 931.4 $ 964.1 $ — $ — Gain (loss) on assets 93.7 (22.2 ) — — Employer contributions 34.1 0.1 4.3 0.2 Benefits paid (1) (134.1 ) (10.6 ) (4.3 ) (0.2 ) Fair value - end of period $ 925.1 $ 931.4 $ — $ — Change in benefit obligation: Benefit obligation - beginning of period $ 1,531.0 $ 1,549.5 $ 50.8 $ 51.5 Service cost 14.0 1.1 — — Interest cost 64.1 5.3 1.9 0.2 Actuarial losses (gains) 17.1 (14.3 ) (5.8 ) (0.7 ) Benefits paid (134.1 ) (10.6 ) (4.3 ) (0.2 ) Benefit obligation - end of period (2) $ 1,492.1 $ 1,531.0 $ 42.6 $ 50.8 Funded status of the plans $ (567.0 ) $ (599.6 ) $ (42.6 ) $ (50.8 ) Amounts recognized in the consolidated balance sheets: Postretirement medical and life insurance benefits, current $ — $ — $ (5.2 ) $ (6.0 ) Postretirement medical and life insurance benefits, noncurrent — — (37.4 ) (44.8 ) Pension liability, non-qualified current (component of other current liabilities) (1.3 ) (1.4 ) — — Pension liability, non-qualified (component of other noncurrent liabilities) (17.5 ) (17.6 ) — — Pension benefits, noncurrent (548.2 ) (580.6 ) — — Net liability recognized in the consolidated balance sheets $ (567.0 ) $ (599.6 ) $ (42.6 ) $ (50.8 ) __________ (1) Benefits paid for medical and life insurance benefits are net of the Medicare Part D Subsidy of $0.1 million and zero received in fiscal 2016 and the one month ended December 31, 2015 , respectively. (2) Pension benefit obligation includes $18.8 million and $19.0 million as of December 31, 2016 and 2015 , respectively, for the non-qualified plan. (3) Reflects activity for the one month ended December 31, 2015. |
Summary of Components of Retirement Benefit Expense (Income) | Components of retirement benefit expense (income) were: Pension Benefits Medical and Year Ended One month ended Year Ended One month ended December 31, November 30, November 30, December 31, December 31, November 30, November 30, December 31, 2016 2015 2014 2015 2016 2015 2014 2015 (In millions) Service cost $ 14.0 $ 10.8 $ 8.8 $ 1.1 $ — $ — $ 0.1 $ — Interest cost on benefit obligation 64.1 63.6 67.1 5.3 1.9 1.9 2.5 0.2 Assumed return on assets (1) (70.1 ) (88.1 ) (92.6 ) (6.0 ) — — — — Amortization of prior service costs (credits) 0.1 — — — (1.2 ) (1.1 ) (0.9 ) (0.1 ) Amortization of net losses (gains) 63.7 84.0 54.4 5.4 (3.6 ) (3.5 ) (2.9 ) (0.3 ) $ 71.8 $ 70.3 $ 37.7 $ 5.8 $ (2.9 ) $ (2.7 ) $ (1.2 ) $ (0.2 ) __________ (1) The actual return and rate of return on assets was as follows: Year Ended One month ended December 31, November 30, November 30, December 31, 2016 2015 2014 2015 (In millions, except rate of return) Actual gain (loss) on assets $ 93.7 $ (64.2 ) $ 63.5 $ (22.2 ) Actual rate of return on assets 10.8 % (6.1 )% 5.1 % (2.3 )% |
Schedule of Assumptions Used to Determine Benefit Obligations | The Company used the following assumptions, calculated based on a weighted-average, to determine the benefit obligations: Pension Medical and As of December 31, As of December 31, 2016 2015 2016 2015 Discount rate 4.02 % 4.36 % 3.68 % 3.99 % Discount rate (non-qualified plan) 4.07 % 4.41 % * * Ultimate healthcare trend rate * * 5.00 % 5.00 % Initial healthcare trend rate (pre 65/post 65) * * 7.00 % 7.00 % Year ultimate rate attained (pre 65/post 65) * * 2021 2021 ______ * Not applicable |
Schedule of Assumptions Used to Determine Periodic Benefit Expense (Income) | The Company used the following assumptions, calculated based on a weighted-average, to determine the retirement benefit expense (income): Pension Benefits Medical and Year Ended One month ended Year Ended One month ended December 31, November 30, November 30, December 31, December 31, November 30, November 30, December 31, 2016 2015 2014 2015 2016 2015 2014 2015 Discount rate 4.36 % 3.96 % 4.54 % 4.26 % 3.99 % 3.54 % 3.98 % 3.87 % Discount rate (non-qualified plan) 4.41 % 4.01 % 4.65 % 4.32 % * * * * Expected long-term rate of return on assets 7.00 % 8.00 % 8.00 % 7.00 % * * * * Ultimate healthcare trend rate * * * * 5.00 % 5.00 % 5.00 % 5.00 % Initial healthcare trend rate (pre 65/post 65) * * * * 7.00 % 7.00 % 8.50 % 7.00 % Year ultimate rate attained (pre 65/post 65) * * * * 2021 2021 2021 2021 ______ * Not applicable |
Schedule of One Percentage Point Change in Assumptions Effects on Projected Benefit Obligations | A one percentage point change in the key assumptions would have the following effects on the projected benefit obligations as of December 31, 2016 and on retirement benefit expense for fiscal 2016 : Pension Benefits and Medical and Life Insurance Benefits Discount Rate Expected Long-term Rate of Return Assumed Healthcare Cost Trend Rate Net Periodic Benefit Expense Projected Benefit Obligation Net Periodic Pension Benefit Expense Net Periodic Medical and Life Insurance Benefit Expense Accumulated Benefit Obligation (In millions) 1% decrease $22.8 $158.3 $10.0 $(0.3) $(1.0) 1% increase (19.5) (133.0) (10.0) 0.4 1.1 |
Schedule of Pension Plan's Asset Allocations by Asset Category | The Company’s asset allocations by asset category were as follows: As of December 31, 2016 2015 Cash and cash equivalents 26 % 36 % Equity securities 43 34 Fixed income 15 13 Private assets 8 6 Hedge funds 8 11 Total 100 % 100 % |
Schedule of Fair Value of Pension Plan Assets and Liabilities by Asset Category and by Level | The fair value by asset category and by level were as follows: Total Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) (In millions) December 31, 2016 Cash and cash equivalents $ 31.3 $ 31.3 $ — $ — Equity securities: Domestic equity securities 377.2 373.8 1.2 2.2 International equity securities 16.2 16.2 — — Derivatives: Written options (0.1 ) (0.1 ) — — Short sales (0.1 ) (0.1 ) — — Fixed income: Corporate debt securities 33.8 — 27.0 6.8 Asset-backed securities 71.5 — 71.5 — Municipal bonds 26.3 — 26.3 — Short sales (0.2 ) — (0.2 ) — Real estate investments 0.5 — — 0.5 Total 556.4 $ 421.1 $ 125.8 $ 9.5 Investment measured at Net Asset Value ("NAV") Private assets 70.7 Hedge funds 79.3 Common/collective trusts ("CCTs") 219.4 Total investments measured at NAV 369.4 Receivables 1.8 Payables (2.5 ) Total assets $ 925.1 Total Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) (In millions) December 31, 2015 Cash and cash equivalents $ 101.6 $ 101.6 $ — $ — Equity securities: Domestic equity securities 340.2 332.7 7.0 0.5 International equity securities 32.4 31.3 1.1 — Short sales (58.1 ) (58.1 ) — — Fixed income: Corporate debt securities 29.2 — 29.2 — Asset-backed securities 93.9 — 93.9 — Short sales (3.7 ) (2.5 ) (1.2 ) — Real estate investments 0.7 — — 0.7 Total 536.2 $ 405.0 $ 130.0 $ 1.2 Investment measured at NAV Private assets 53.5 Hedge funds 98.2 CCTs 246.7 Total investments measured at NAV 398.4 Receivables 7.3 Payables (10.5 ) Total assets $ 931.4 |
Schedule of Changes in Fair Value of Level 3 Investments | Changes in the fair value of the Level 3 investments were as follows: November 30, and December 31, 2015 Unrealized Purchases, Issuances, and December 31, (In millions) Equity securities: Domestic equity securities $ 0.5 $ 0.1 $ 1.6 $ 2.2 Fixed income: Corporate debt securities — — 6.8 6.8 Real estate investments 0.7 — (0.2 ) 0.5 Total $ 1.2 $ 0.1 $ 8.2 $ 9.5 |
Schedule of Estimated Future Benefit Payments | The following table presents estimated future benefit payments: Pension Benefit Payments Medical and Life Insurance Benefits Year Ending December 31, Gross Benefit Payments Medicare D Subsidy Net Benefit Payments (In millions) 2017 $ 121.0 $ 5.4 $ 0.2 $ 5.2 2018 118.5 5.2 0.2 5.0 2019 115.6 4.8 0.2 4.6 2020 112.5 4.5 0.2 4.3 2021 109.3 4.1 0.2 3.9 Years 2022 - 2026 495.0 15.6 0.6 15.0 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Summary of Future Minimum Rental Commitments Under Non-Cancelable Operating Leases | The future minimum rental commitments under non-cancelable operating leases with initial or remaining terms of one year or more and lease revenue in effect as of December 31, 2016 were as follows: Year Ending December 31, Future Minimum Future Minimum (In millions) 2017 $ 17.4 $ 4.4 2018 15.2 4.0 2019 14.0 1.8 2020 12.6 — 2021 12.4 — Thereafter 40.3 — $ 111.9 $ 10.2 |
Summary of Environmental Reserve Activity | A summary of the Company’s environmental reserve activity: Aerojet Aerojet Other Total Other (1) Total (In millions) November 30, 2013 $ 128.0 $ 26.9 $ 8.2 $ 163.1 $ 8.2 $ 171.3 Additions 24.0 4.5 3.3 31.8 1.9 33.7 Expenditures (21.6 ) (9.7 ) (3.4 ) (34.7 ) (4.3 ) (39.0 ) November 30, 2014 130.4 21.7 8.1 160.2 5.8 166.0 Additions 44.3 129.7 2.0 176.0 0.6 176.6 Expenditures (21.7 ) (11.3 ) (2.3 ) (35.3 ) (1.2 ) (36.5 ) November 30, 2015 153.0 140.1 7.8 300.9 5.2 306.1 Additions 0.5 — — 0.5 — 0.5 Expenditures (0.9 ) (3.4 ) — (4.3 ) — (4.3 ) December 31, 2015 152.6 136.7 7.8 297.1 5.2 302.3 Additions 80.0 3.5 3.9 87.4 — 87.4 Expenditures (22.5 ) (13.4 ) (3.2 ) (39.1 ) (0.9 ) (40.0 ) December 31, 2016 $ 210.1 $ 126.8 $ 8.5 $ 345.4 $ 4.3 $ 349.7 _____ (1) Related to the Company's legacy business operations that are primarily non-recoverable environmental remediation expenses from the U.S. government. |
Summary of Pre-Close Environmental Costs | A summary of the Pre-Close Environmental Costs (in millions): Pre-Close Environmental Costs $ 20.0 Amount spent through December 31, 2016 (19.9 ) Remaining Pre-Close Environmental Costs $ 0.1 |
Summary of Northrop Agreement Activity | A summary of the Northrop Agreement activity (in millions): Total reimbursable costs under the Northrop Agreement $ 189.7 Amount reimbursed through December 31, 2016 (119.2 ) Potential future cost reimbursements available 70.5 Receivable from Northrop in excess of the annual limitation included in the consolidated balance sheet as of December 31, 2016 (68.0 ) Potential future recoverable amounts available under the Northrop Agreement $ 2.5 |
Schedule of Environmental Reserves and Recoveries | Summarized financial information for the impact of environmental reserves and recoveries to the consolidated statements of operations were as follows: Year Ended One month ended December 31, November 30, November 30, December 31, 2016 2015 2014 2015 (In millions) Estimated recoverable amounts under U.S. government contracts and Northrop $ 69.1 $ 159.3 $ 22.9 $ 0.6 Expense (benefit) to consolidated statement of operations 18.3 17.3 10.8 (0.1 ) Total environmental reserve adjustments $ 87.4 $ 176.6 $ 33.7 $ 0.5 |
Shareholders' Deficit (Tables)
Shareholders' Deficit (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Summary of Stock-Based Compensation Expense by Type of Award | Total stock-based compensation expense (benefit) by type of award was as follows: Year Ended One month ended December 31, November 30, November 30, December 31, 2016 2015 2014 2015 (In millions) Stock Appreciation Rights ("SAR") $ 2.2 $ 1.8 $ (3.2 ) $ (1.4 ) Restricted stock, service based 3.6 5.6 4.3 0.3 Restricted stock, performance based 5.7 0.1 4.3 0.6 Employee stock purchase plan ("ESPP") 0.5 0.3 — — Stock options 0.9 0.8 0.3 0.1 Total stock-based compensation expense (benefit) $ 12.9 $ 8.6 $ 5.7 $ (0.4 ) |
Summary of Stock Appreciation Rights | A summary of the status of the Company’s SARS as of December 31, 2016 and changes during fiscal 2016 and the one month ended December 31, 2015: SARS Weighted Weighted Aggregate Outstanding at November 30, 2015 0.8 $ 8.70 Outstanding at December 31, 2015 0.8 8.64 Granted 0.5 15.97 Exercised (0.2 ) 8.50 Canceled (0.1 ) 16.80 Outstanding at December 31, 2016 1.0 $ 11.52 3.8 $ 6.3 Exercisable at December 31, 2016 0.5 $ 7.40 1.5 $ 5.4 |
Schedule of Stock Options Activity | A summary of the status of the Company’s stock options as of December 31, 2016 and changes during fiscal 2016 : Stock Weighted Weighted Intrinsic Outstanding at November 30, 2015 and December 31, 2015 0.6 $ 12.29 Granted 0.2 18.01 Exercised (0.2 ) 6.45 Outstanding at December 31, 2016 0.6 $ 15.48 4.5 $ 2.3 Exercisable at December 31, 2016 0.2 $ 8.38 2.3 $ 2.3 Expected to vest at December 31, 2016 0.4 $ 20.19 6.0 $ — |
Summary of Range of Exercise Prices and Weighted-Average Exercise Prices for Options Outstanding | The following table summarizes the range of exercise prices and weighted-average exercise prices for options outstanding as of December 31, 2016 under the Company’s stock option plans: Outstanding Period Range of Exercise Prices Stock Weighted Weighted 2009 $4.54 0.1 $ 4.54 2.5 2010 $4.91 0.1 $ 4.91 0.9 2014 $16.59 - $17.27 0.1 $ 17.03 4.2 2015 $20.48 - $23.06 0.1 $ 23.04 5.2 2016 $18.01 0.2 $ 18.01 6.6 0.6 |
Restricted Stock, Service-Based [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Summary of Restricted Stock Units | A summary of the status of the Company’s service-based restricted stock as of December 31, 2016 and changes during fiscal 2016 and the one month ended December 31, 2015: Service Weighted Outstanding at November 30, 2015 and December 31, 2015 0.5 $ 18.22 Granted 0.4 17.65 Exercised (0.2 ) 17.30 Canceled (0.1 ) 17.97 Outstanding at December 31, 2016 0.6 $ 18.06 Expected to vest at December 31, 2016 0.6 $ 18.28 |
Performance-Based Restricted Stock [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Summary of Restricted Stock Units | summary of the status of the Company’s performance-based restricted stock as of December 31, 2016 and changes during fiscal 2016 and the one month ended December 31, 2015: Performance Weighted Outstanding at November 30, 2015 1.0 $ 18.89 Outstanding at December 31, 2015 1.0 18.94 Granted 0.5 15.97 Exercised (0.1 ) 16.71 Canceled (0.3 ) 18.78 Outstanding at December 31, 2016 1.1 $ 17.85 Expected to vest at December 31, 2016 1.1 $ 17.90 |
Schedule of Weighted Average Assumptions Used to Determine Fair Value of Stock Awards | The Company used the following weighted average assumptions to value the awards: Performance- based common shares Performance-based stock options Expected life (in years) 1.04 0.99 Volatility 32.97 % 39.58 % Risk-free interest rate 1.17 % 1.43 % |
Stock Options [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of Weighted Average Assumptions Used to Determine Fair Value of Stock Awards | The fair value of stock options was estimated using a Black-Scholes Model (except for the performance-based stock options discussed in the section above) with the following weighted average assumptions: Year ended November 30, November 30, 2015 2014 Expected life (in years) 7.0 7.0 Volatility 58.06 % 58.92 % Risk-free interest rate 1.94 % 2.27 % |
SARS [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of Weighted Average Assumptions Used to Determine Fair Value of Stock Awards | The fair value of SARS was estimated using a Black-Scholes Model with the following weighted average assumptions: Year Ended One month ended December 31, November 30, November 30, December 31, 2016 2015 2014 2015 Expected life (in years) 4.0 2.1 2.6 2.0 Volatility 36.00 % 34.00 % 28.00 % 34.00 % Risk-free interest rate 1.65 % 0.94 % 0.75 % 0.79 % |
Operating Segments and Relate33
Operating Segments and Related Disclosures (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Segment Reporting [Abstract] | |
Selected Financial Information for Each Reportable Segment | Selected financial information for each reportable segment: Year Ended One month ended December 31, November 30, November 30, December 31, 2016 2015 2014 2015 (In millions) Net Sales: Aerospace and Defense $ 1,753.9 $ 1,660.0 $ 1,596.0 $ 95.8 Real Estate 7.4 48.3 6.2 0.5 Total Net Sales $ 1,761.3 $ 1,708.3 $ 1,602.2 $ 96.3 Segment Performance: Aerospace and Defense $ 184.1 $ 165.7 $ 148.6 $ 19.6 Environmental remediation provision adjustments (18.3 ) (16.6 ) (8.8 ) 0.1 Retirement benefit expense, net (1) (22.5 ) (50.2 ) (25.2 ) (4.1 ) Unusual items — (50.0 ) (0.9 ) (0.4 ) Aerospace and Defense Total 143.3 48.9 113.7 15.2 Real Estate 4.3 34.4 4.2 0.2 Total Segment Performance $ 147.6 $ 83.3 $ 117.9 $ 15.4 Reconciliation of segment performance to income (loss) from continuing operations before income taxes: Segment performance $ 147.6 $ 83.3 $ 117.9 $ 15.4 Interest expense (32.5 ) (50.4 ) (52.7 ) (3.8 ) Interest income 0.6 0.3 0.1 — Stock-based compensation expense (12.9 ) (8.6 ) (5.7 ) 0.4 Corporate retirement benefit expense (18.9 ) (17.4 ) (11.3 ) (1.5 ) Corporate and other (20.1 ) (22.1 ) (20.5 ) (1.5 ) Unusual items (34.5 ) (1.9 ) (60.8 ) — Income (loss) from continuing operations before income taxes $ 29.3 $ (16.8 ) $ (33.0 ) $ 9.0 Aerospace and Defense $ 46.4 $ 36.8 $ 43.1 $ 1.2 Real Estate — — — — Corporate 1.2 — 0.3 — Capital Expenditures $ 47.6 $ 36.8 $ 43.4 $ 1.2 Aerospace and Defense $ 64.2 $ 64.4 $ 63.0 $ 5.0 Real Estate 0.6 0.7 0.7 0.1 Corporate 0.1 — — — Depreciation and Amortization $ 64.9 $ 65.1 $ 63.7 $ 5.1 ________ (1) Retirement benefit plan expense is net of cash funding to the Company's tax-qualified defined benefit pension plan which are recoverable costs under the Company's U.S. government contracts. The Company funded $27.5 million to its tax-qualified defined benefit pension plan in fiscal 2016 that was recoverable in the Company's fiscal 2016 U.S. government contracts. As of December 31, 2016 2015 (In millions) Assets: Aerospace and Defense (1) $ 1,571.3 $ 1,591.3 Real Estate 128.7 124.5 Operating segment assets 1,700.0 1,715.8 Corporate 549.5 309.7 Total Assets $ 2,249.5 $ 2,025.5 _________ (1) The Aerospace and Defense operating segment had $158.1 million of goodwill as of December 31, 2016 and 2015. In addition, as of December 31, 2016 and 2015 intangible assets balances (other than goodwill) were $94.4 million and $107.7 million , respectively, in the Aerospace and Defense operating segment. |
Cost Reduction Plan (Tables)
Cost Reduction Plan (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Restructuring and Related Activities [Abstract] | |
Summary of the CIP Reserve Activity | A summary of the Company's CIP reserve activity: Severance Retention Total (In millions) February 28, 2015 $ — $ — $ — Accrual established 12.9 2.7 15.6 Payments (1.8 ) — (1.8 ) November 30, 2015 11.1 2.7 13.8 Accrual (0.2 ) 0.2 — Payments — (1.2 ) (1.2 ) December 31, 2015 10.9 1.7 12.6 Accrual — 2.3 2.3 Payments (0.9 ) (1.9 ) (2.8 ) Adjustments (3.2 ) — (3.2 ) December 31, 2016 $ 6.8 $ 2.1 $ 8.9 |
Quarterly Financial Data (Una35
Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Quarterly Financial Data | First Second Third Fourth (In millions, except per share amounts) 2016 Net sales $ 356.9 $ 408.4 $ 463.8 $ 532.2 Cost of sales (exclusive of items shown separately on Statement of Operations) 309.7 356.5 405.4 455.8 Income (loss) from continuing operations before income taxes 8.7 11.5 (25.2 ) 34.3 Income (loss) from continuing operations 5.2 5.9 (11.0 ) 18.0 (Loss) income from discontinued operations, net of income taxes (0.1 ) — (0.1 ) 0.1 Net income (loss) 5.1 5.9 (11.1 ) 18.1 Basic income (loss) per share from continuing operations 0.08 0.09 (0.17 ) 0.26 Basic (loss) income per share from discontinued operations, net of income taxes — — — — Basic net income (loss) per share 0.08 0.09 (0.17 ) 0.26 Diluted income (loss) per share from continuing operations 0.08 0.09 (0.17 ) 0.25 Diluted (loss) income per share from discontinued operations, net of income taxes — — — — Diluted net income (loss) per share 0.08 0.09 (0.17 ) 0.25 First Second Third Fourth (In millions, except per share amounts) 2015 Net sales $ 323.0 $ 457.8 $ 441.0 $ 486.5 Cost of sales (exclusive of items shown separately on Statement of Operations) 285.4 372.7 373.1 428.3 (Loss) income from continuing operations before income taxes (9.3 ) 37.2 (60.2 ) 15.5 (Loss) income from continuing operations (3.5 ) 17.3 (38.5 ) 7.6 Income from discontinued operations, net of income taxes 0.2 — 0.6 0.1 Net (loss) income (3.3 ) 17.3 (37.9 ) 7.7 Basic (loss) income per share from continuing operations (0.06 ) 0.28 (0.62 ) 0.12 Basic income per share from discontinued operations, net of income taxes — — 0.01 — Basic net (loss) income per share (0.06 ) 0.28 (0.61 ) 0.12 Diluted (loss) income per share from continuing operations (0.06 ) 0.25 (0.62 ) 0.12 Diluted income per share from discontinued operations, net of income taxes — — 0.01 — Diluted net (loss) income per share (0.06 ) 0.25 (0.61 ) 0.12 |
Transition Period Financial I36
Transition Period Financial Information (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Transition Period Financial Information [Abstract] | |
Transition Period Financial Information | The following table presents selected financial data for the one month ended December 31, 2015 and 2014: One month ended December 31, 2015 2014 (Unaudited) (In millions, except per share amounts) Net sales $ 96.3 $ 78.2 Cost of sales (exclusive of items shown separately on Statement of Operations) 75.4 71.9 Operating income (loss) 12.8 (4.7 ) Income (loss) from continuing operations before income taxes 9.0 (9.6 ) Income tax provision (benefit) 2.0 (3.4 ) Net income (loss) 7.0 (6.2 ) Basic income (loss) per share from continuing operations 0.11 (0.11 ) Basic net income (loss) per share 0.11 (0.11 ) Diluted income (loss) per share from continuing operations 0.10 (0.11 ) Diluted net income (loss) per share 0.10 (0.11 ) |
Unusual Items (Tables)
Unusual Items (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Unusual or Infrequent Items, or Both [Abstract] | |
Schedule of Unusual Items Expense | Total unusual items expense, a component of other expense, net in the consolidated statements of operations: Year Ended One month ended December 31, November 30, November 30, December 31, 2016 2015 2014 2015 (In millions) Aerospace and Defense: Loss on legal matters and settlements $ — $ 50.0 $ 0.9 $ 0.4 Aerospace and defense unusual items — 50.0 0.9 0.4 Corporate: Loss on debt repurchased\redeemed 34.4 1.9 60.6 — Loss on bank amendment 0.1 — 0.2 — Corporate unusual items 34.5 1.9 60.8 — Total unusual items $ 34.5 $ 51.9 $ 61.7 $ 0.4 |
Summary of Loss Incurred on Repurchased 4 1/16% Debentures | A summary of the Company’s loss on the 4 1 / 16 % Debentures repurchased (in millions): Principal amount repurchased $ 59.6 Cash repurchase price (119.9 ) Write-off of deferred financing costs (0.3 ) Loss on 4 1 / 16 % Debentures repurchased $ (60.6 ) |
Summary of Significant Accoun38
Summary of Significant Accounting Policies - Narrative (Details) | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2015USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2016USD ($)Segment | Nov. 30, 2015USD ($) | Nov. 30, 2014USD ($) | |
Accounting Policies [Abstract] | |||||
Number of operating segments | Segment | 2 | ||||
Additional net sales | $ 32,200,000 | ||||
Goodwill impairment | $ 0 | ||||
Standard warranty period | 1 year | ||||
Foreign currency transaction gains and (losses) | $ 100,000 | $ 100,000 | $ 100,000 | $ (300,000) |
Summary of Significant Accoun39
Summary of Significant Accounting Policies - Schedule of Fair Value of Financial Instruments (Details) - Money Market Funds [Member] - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | $ 328.5 | $ 141.8 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | 328.5 | 141.8 |
Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | 0 | 0 |
Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Money market funds | $ 0 | $ 0 |
Summary of Significant Accoun40
Summary of Significant Accounting Policies - Summary of Cash and Cash Equivalents and Grantor Trust by Investment Type (Details) - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 | Nov. 30, 2015 | Nov. 30, 2014 | Nov. 30, 2013 |
Cash and Cash Equivalents [Line Items] | |||||
Cash and cash equivalents | $ 410.3 | $ 208.5 | $ 211.1 | $ 265.9 | $ 197.6 |
Grantor trust (included as a component of other current and noncurrent assets) | 8 | ||||
Total investment | 418.3 | ||||
Cash and cash equivalents | |||||
Cash and Cash Equivalents [Line Items] | |||||
Cash and cash equivalents | 89.8 | ||||
Grantor trust (included as a component of other current and noncurrent assets) | 0 | ||||
Total investment | 89.8 | ||||
Money Market Funds [Member] | |||||
Cash and Cash Equivalents [Line Items] | |||||
Cash and cash equivalents | 320.5 | ||||
Grantor trust (included as a component of other current and noncurrent assets) | 8 | ||||
Total investment | $ 328.5 |
Summary of Significant Accoun41
Summary of Significant Accounting Policies - Schedule of Estimated Fair Value and Principal Amount of Outstanding Debt (Details) shares in Millions, instrument in Millions, $ in Millions | 1 Months Ended | 12 Months Ended | ||
Jan. 31, 2017USD ($)shares | Dec. 31, 2016USD ($)instrument | Dec. 31, 2015USD ($) | Dec. 31, 2009 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Fair Value | $ 755.7 | $ 735.2 | ||
Principal Amount | 725.6 | 650.6 | ||
Convertible senior notes | 240 | 0 | ||
Term Loan [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Fair Value | 390 | 92.5 | ||
Principal Amount | 390 | 92.5 | ||
7.125% Second-Priority Senior Secured Notes [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Fair Value | 0 | 479.6 | ||
Principal Amount | $ 0 | 460 | ||
Debt instrument interest rate stated percentage | 7.125% | |||
2.25% Convertible Senior Notes (2 1/4% Notes) [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Fair Value | $ 294.9 | 0 | ||
Principal Amount | $ 300 | 0 | ||
Debt instrument interest rate stated percentage | 2.25% | |||
4 1/16% Convertible Subordinated Debentures [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Fair Value | $ 70.8 | 149.5 | ||
Principal Amount | $ 35.6 | 84.6 | ||
Debt instrument interest rate stated percentage | 4.0625% | 4.0625% | ||
Convertible debentures into shares of common stock (in shares) | instrument | 3.9 | |||
4 1/16% Convertible Subordinated Debentures [Member] | Subsequent Event [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Convertible senior notes | $ 35.6 | |||
Convertible debentures into shares of common stock (in shares) | shares | 3.9 | |||
Delayed Draw Term Loan [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Fair Value | $ 0 | 13 | ||
Principal Amount | 0 | 13 | ||
Other Debt [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Fair Value | 0 | 0.6 | ||
Principal Amount | $ 0 | $ 0.5 |
Summary of Significant Accoun42
Summary of Significant Accounting Policies - Schedule of Useful Lives of Property, Plant and Equipment (Details) | 12 Months Ended |
Dec. 31, 2016 | |
Property, Plant and Equipment [Line Items] | |
Useful life of property, plant and equipment, net | 15 years |
Buildings and Improvements [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Useful life of property, plant and equipment, net | 9 years |
Buildings and Improvements [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Useful life of property, plant and equipment, net | 40 years |
Machinery and Equipment [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Useful life of property, plant and equipment, net | 5 years |
Machinery and Equipment [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Useful life of property, plant and equipment, net | 19 years |
Summary of Significant Accoun43
Summary of Significant Accounting Policies - Intangible Assets (Details) | 12 Months Ended |
Dec. 31, 2016 | |
Minimum [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Amortization periods for identifiable intangible assets | 7 years |
Maximum [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Amortization periods for identifiable intangible assets | 30 years |
Summary of Significant Accoun44
Summary of Significant Accounting Policies - Conditional Asset Retirement Obligations (Details) - USD ($) $ in Millions | 1 Months Ended | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Accounting Policies [Abstract] | ||||
Useful life of property, plant and equipment, net | 15 years | |||
Estimated retirement period of assets expected to be retired in 15 years | 30 years | |||
Asset Retirement Obligation, Roll Forward Analysis [Roll Forward] | ||||
Beginning Balance | $ 29.3 | $ 29.5 | $ 24.4 | $ 22.9 |
Additions and other, net | (0.9) | 3 | (0.2) | |
Accretion | 0.2 | 2 | 1.9 | 1.7 |
Ending Balance | $ 29.5 | $ 30.6 | $ 29.3 | $ 24.4 |
Summary of Significant Accoun45
Summary of Significant Accounting Policies - Revenue Recognition (Details) - USD ($) $ / shares in Units, $ in Millions | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Nov. 30, 2015 | Aug. 31, 2015 | May 31, 2015 | Feb. 28, 2015 | Dec. 31, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Change in Accounting Estimate [Line Items] | |||||||||||||
Favorable effect of the changes in contract estimates on income (loss) from continuing operations before income taxes | $ 7 | $ 18 | $ (11) | $ 5.9 | $ 5.2 | $ 7.6 | $ (38.5) | $ 17.3 | $ (3.5) | $ 18.1 | $ (17.1) | $ (49.3) | |
Favorable effect of the changes in contract estimates on net income (loss) | $ 7 | $ (6.2) | $ 18.1 | $ (11.1) | $ 5.9 | $ 5.1 | $ 7.7 | $ (37.9) | $ 17.3 | $ (3.3) | $ 18 | $ (16.2) | $ (50) |
Favorable effect of the changes in contract estimates on basic net (loss) income per share (in USD per share) | $ 0.11 | $ (0.11) | $ 0.26 | $ (0.17) | $ 0.09 | $ 0.08 | $ 0.12 | $ (0.61) | $ 0.28 | $ (0.06) | $ 0.27 | $ (0.27) | $ (0.86) |
Favorable effect of the changes in contract estimates on diluted net (loss) income per share (in USD per share) | $ 0.10 | $ (0.11) | $ 0.25 | $ (0.17) | $ 0.09 | $ 0.08 | $ 0.12 | $ (0.61) | $ 0.25 | $ (0.06) | $ 0.27 | $ (0.27) | $ (0.86) |
Aerospace and Defense | Contracts Accounted for under Percentage-of-Completion [Member] | |||||||||||||
Change in Accounting Estimate [Line Items] | |||||||||||||
Percentage of Net Sales | 94.00% | ||||||||||||
Favorable effect of the changes in contract estimates on income (loss) from continuing operations before income taxes | $ 11.7 | $ 14.1 | $ 41.2 | $ 9.2 | |||||||||
Favorable effect of the changes in contract estimates on net income (loss) | $ 7 | $ 8.5 | $ 24.7 | $ 5.5 | |||||||||
Favorable effect of the changes in contract estimates on basic net (loss) income per share (in USD per share) | $ 0.11 | $ 0.13 | $ 0.40 | $ 0.10 | |||||||||
Favorable effect of the changes in contract estimates on diluted net (loss) income per share (in USD per share) | $ 0.09 | $ 0.11 | $ 0.40 | $ 0.10 |
Summary of Significant Accoun46
Summary of Significant Accounting Policies - Research and Development (Details) - USD ($) $ in Millions | 1 Months Ended | 12 Months Ended | 22 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | Sep. 30, 2016 | |
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||
Research and development expenses | $ 0 | $ 0 | $ 32.1 | $ 0 | |
Company [Member] | |||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||
Research and development expenses | 4.6 | 43 | 74.4 | 51.9 | |
Customers [Member] | |||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||
Research and development expenses | $ 33.7 | 513 | $ 485.8 | $ 481.2 | |
U.S. Air Force [Member] | U.S. Government Contractual Arrangements [Member] | Liquid Booster Engine Development Project [Member] | |||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||
AR1 R&D costs expensed and not applied to contracts | $ (32.1) | ||||
U.S. Air Force [Member] | U.S. Government Contractual Arrangements [Member] | AR-1 [Member] | Liquid Booster Engine Development Project [Member] | |||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||
Research and development expenses | 169.3 | ||||
AR1 R&D costs net of reimbursements | 71.4 | ||||
AR1 R&D costs expensed and not applied to contracts | (32.1) | ||||
Net AR1 R&D costs applied to contracts | 39.3 | ||||
Aerojet Rocketdyne, Inc. [Member] | U.S. Air Force [Member] | U.S. Government Contractual Arrangements [Member] | Liquid Booster Engine Development Project [Member] | |||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||
Intended initial contribution | 52.7 | ||||
Aerojet Rocketdyne and United Launch Alliance [Member] | U.S. Air Force [Member] | U.S. Government Contractual Arrangements [Member] | Liquid Booster Engine Development Project [Member] | |||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||
Agreement value | 804 | ||||
Potential total contribution | 536 | ||||
Aerojet Rocketdyne and Partners [Member] | U.S. Air Force [Member] | U.S. Government Contractual Arrangements [Member] | Liquid Booster Engine Development Project [Member] | |||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||
Potential total contribution | 268 | ||||
U.S. Air Force and United Launch Alliance [Member] | U.S. Air Force [Member] | U.S. Government Contractual Arrangements [Member] | Liquid Booster Engine Development Project [Member] | |||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||
Less amounts funded by other parties | (87.5) | ||||
Customer funding to offset costs incurred | 97.9 | ||||
U.S. Air Force [Member] | U.S. Air Force [Member] | U.S. Government Contractual Arrangements [Member] | Liquid Booster Engine Development Project [Member] | |||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||
Intended initial contribution | 115.3 | ||||
U.S. Air Force [Member] | U.S. Air Force [Member] | U.S. Government Contractual Arrangements [Member] | AR-1 [Member] | Liquid Booster Engine Development Project [Member] | |||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||
Less amounts funded by other parties | (92.9) | ||||
ULA [Member] | U.S. Air Force [Member] | U.S. Government Contractual Arrangements [Member] | Liquid Booster Engine Development Project [Member] | |||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||
Intended initial contribution | 5 | ||||
ULA [Member] | U.S. Air Force [Member] | U.S. Government Contractual Arrangements [Member] | AR-1 [Member] | Liquid Booster Engine Development Project [Member] | |||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||||
Less amounts funded by other parties | $ (5) |
Summary of Significant Accoun47
Summary of Significant Accounting Policies - Concentrations (Details) | 1 Months Ended | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Nov. 30, 2015 | Nov. 30, 2014 | |
Segment Reporting Information [Line Items] | |||||
Percentage of employees under collective bargaining agreements | 15.00% | ||||
U.S. Government and agencies [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Percentage of Net Sales | 85.00% | 91.00% | 90.00% | 92.00% | |
Net Sales [Member] | US Government, Terminal High Altitude Area Defense Program [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Risk percentage | 13.00% | 13.00% | 13.00% | 12.00% | |
Net Sales [Member] | US Government, Standard Missile Program [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Risk percentage | 12.00% | 12.00% | 14.00% | 12.00% | |
Net Sales [Member] | Lockheed Martin Corp [Member] | Customer Concentration Risk [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Risk percentage | 24.00% | 27.00% | 29.00% | 28.00% | |
Net Sales [Member] | Raytheon Company [Member] | Customer Concentration Risk [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Risk percentage | 19.00% | 20.00% | 20.00% | 17.00% | |
Net Sales [Member] | ULA [Member] | Customer Concentration Risk [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Risk percentage | 28.00% | 21.00% | 19.00% | 25.00% | |
Net Sales [Member] | NASA [Member] | Customer Concentration Risk [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Risk percentage | 10.00% | 13.00% | 11.00% | 11.00% | |
Accounts Receivable [Member] | Lockheed Martin Corp [Member] | Customer Concentration Risk [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Risk percentage | 17.00% | 16.00% | |||
Accounts Receivable [Member] | Raytheon Company [Member] | Customer Concentration Risk [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Risk percentage | 17.00% | 19.00% | |||
Accounts Receivable [Member] | ULA [Member] | Customer Concentration Risk [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Risk percentage | 20.00% | 14.00% | |||
Accounts Receivable [Member] | NASA [Member] | Customer Concentration Risk [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Risk percentage | 14.00% | ||||
Accounts Receivable [Member] | Boeing [Member] | Customer Concentration Risk [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Risk percentage | 13.00% | 24.00% |
Summary of Significant Accoun48
Summary of Significant Accounting Policies - Related Parties (Details) - USD ($) $ in Millions | 1 Months Ended | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Aircraft for Business Travel [Member] | SP Corporate | ||||
Related Party Transaction [Line Items] | ||||
Payments to related party | $ 0.9 | $ 1.1 | ||
Payable due to related party | $ 0.7 | $ 0.2 | ||
Steel Partners Holdings L.P. [Member] | ||||
Related Party Transaction [Line Items] | ||||
Percentage of ownership interest in subsidiary | 100.00% | |||
Gamco Investors, Inc. | Investor | ||||
Related Party Transaction [Line Items] | ||||
Percentage Of Ownership Interests | 14.00% | 12.00% | ||
Investment management fee expenses for services received | $ 0.1 | $ 1.1 | $ 1.1 | $ 1.2 |
Blackrock, Inc. | Investor | ||||
Related Party Transaction [Line Items] | ||||
Percentage Of Ownership Interests | 9.00% | 10.00% |
Summary of Significant Accoun49
Summary of Significant Accounting Policies - Accounting Pronouncements (Details) $ in Millions | Dec. 31, 2015USD ($) |
New Accounting Pronouncement, Early Adoption, Effect | Accounting Standards Update 2015-17 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Current deferred taxes reclassified as noncurrent | $ 36.5 |
Income (Loss) Per Share of Co50
Income (Loss) Per Share of Common Stock - Summary of Reconciliation of Numerator and Denominator Used to Calculate Basic and Diluted Loss Per Share of Common Stock (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Nov. 30, 2015 | Aug. 31, 2015 | May 31, 2015 | Feb. 28, 2015 | Dec. 31, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Numerator: | |||||||||||||
Income (loss) from continuing operations | $ 7 | $ 18 | $ (11) | $ 5.9 | $ 5.2 | $ 7.6 | $ (38.5) | $ 17.3 | $ (3.5) | $ 18.1 | $ (17.1) | $ (49.3) | |
(Loss) income from discontinued operations, net of income taxes | 0 | 0.1 | (0.1) | 0 | (0.1) | 0.1 | 0.6 | 0 | 0.2 | (0.1) | 0.9 | (0.7) | |
Net income (loss) | 7 | $ (6.2) | $ 18.1 | $ (11.1) | $ 5.9 | $ 5.1 | $ 7.7 | $ (37.9) | $ 17.3 | $ (3.3) | 18 | (16.2) | (50) |
Income allocated to participating securities | (0.2) | (0.4) | 0 | 0 | |||||||||
Net income (loss) for basic earnings per share | 6.8 | 17.6 | (16.2) | (50) | |||||||||
Interest on 4 1/16% Debentures | 0.3 | 0 | 0 | 0 | |||||||||
Net income (loss) for diluted earnings per share | $ 7.1 | $ 17.6 | $ (16.2) | $ (50) | |||||||||
Denominator: | |||||||||||||
Basic weighted average shares (in shares) | 62.9 | 65.6 | 61.1 | 57.9 | |||||||||
Effect of: | |||||||||||||
Convertible subordinated notes (in shares) | 9.4 | 0 | 0 | 0 | |||||||||
Employee stock options (in shares) | 0.2 | 0.1 | 0 | 0 | |||||||||
Diluted weighted average shares (in shares) | 72.5 | 65.7 | 61.1 | 57.9 | |||||||||
Basic: | |||||||||||||
(Loss) income per share from continuing operations (in USD per share) | $ 0.11 | $ (0.11) | $ 0.26 | $ (0.17) | $ 0.09 | $ 0.08 | $ 0.12 | $ (0.62) | $ 0.28 | $ (0.06) | $ 0.27 | $ (0.28) | $ (0.85) |
Income (loss) per share from discontinued operations, net of income taxes (in USD per share) | 0 | 0 | 0 | 0 | 0 | 0 | 0.01 | 0 | 0 | 0 | 0.01 | (0.01) | |
Net (loss) income per share (in USD per share) | 0.11 | (0.11) | 0.26 | (0.17) | 0.09 | 0.08 | 0.12 | (0.61) | 0.28 | (0.06) | 0.27 | (0.27) | (0.86) |
Diluted: | |||||||||||||
(Loss) income per share from continuing operations (in USD per share) | 0.10 | (0.11) | 0.25 | (0.17) | 0.09 | 0.08 | 0.12 | (0.62) | 0.25 | (0.06) | 0.27 | (0.28) | (0.85) |
Income (loss) per share from discontinued operations, net of income taxes (in USD per share) | 0 | 0 | 0 | 0 | 0 | 0 | 0.01 | 0 | 0 | 0 | 0.01 | (0.01) | |
Net (loss) income per share (in USD per share) | $ 0.10 | $ (0.11) | $ 0.25 | $ (0.17) | $ 0.09 | $ 0.08 | $ 0.12 | $ (0.61) | $ 0.25 | $ (0.06) | $ 0.27 | $ (0.27) | $ (0.86) |
Income (Loss) Per Share of Co51
Income (Loss) Per Share of Common Stock - Schedule of Potentially Dilutive Securities Excluded from Computation (Details) - shares shares in Millions | 1 Months Ended | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total potentially dilutive securities (in shares) | 0 | 7.1 | 12.8 | 19.8 |
Employee Stock Option and Stock Purchase Plan [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total potentially dilutive securities (in shares) | 0 | 0 | 0.2 | 0.2 |
Unvested Restricted Shares [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total potentially dilutive securities (in shares) | 0 | 0 | 1.6 | 1.7 |
4 1/16% Convertible Subordinated Debentures [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Total potentially dilutive securities (in shares) | 0 | 7.1 | 11 | 17.9 |
Debt instrument interest rate stated percentage | 4.0625% |
Balance Sheet Accounts and Su52
Balance Sheet Accounts and Supplemental Disclosures - Accounts Receivable (Details) - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Billed | $ 55.7 | $ 114.1 |
Unbilled | 124.1 | 91.6 |
Reserve for overhead rate disallowance | (44.5) | (36.8) |
Total receivables under long-term contracts | 135.3 | 168.9 |
Other receivables | 1.1 | 0.6 |
Accounts receivable | 136.4 | $ 169.5 |
Net unbilled receivables | $ 31.1 |
Balance Sheet Accounts and Su53
Balance Sheet Accounts and Supplemental Disclosures - Inventories (Details) - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Long-term contracts at average cost | $ 551.9 | $ 543.5 |
Progress payments | (368.2) | (388.5) |
Total long-term contract inventories | 183.7 | 155 |
Total other inventories | 1.4 | 1.2 |
Inventories | 185.1 | 156.2 |
General and administrative costs incurred | 257.4 | 18.3 |
Cumulative amount of general and administrative costs in long-term contract inventories estimated | $ 21.1 | $ 17.1 |
Balance Sheet Accounts and Su54
Balance Sheet Accounts and Supplemental Disclosures - Other Current Assets, net (Details) - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Other Current Assets [Line Items] | ||
Prepaid expenses | $ 16.5 | $ 11.9 |
Receivables, net | 17.8 | 10.6 |
Recoverable from the U.S. government for competitive improvement program obligations (see Note 10) | 7.6 | 9.1 |
Income tax receivable | 26.8 | 1.6 |
Other | 5.6 | 8.4 |
Other current assets, net | 91.7 | 69.2 |
UTC [Member] | ||
Other Current Assets [Line Items] | ||
Receivables, net | 5.5 | 15.7 |
Business Integration Costs [Member] | ||
Other Current Assets [Line Items] | ||
Recoverable from the U.S. government for Rocketdyne Business integration costs (see Note 3(f)) | $ 11.9 | $ 11.9 |
Balance Sheet Accounts and Su55
Balance Sheet Accounts and Supplemental Disclosures - Property, Plant and Equipment, net (Details) - USD ($) $ in Millions | 1 Months Ended | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Property, Plant and Equipment [Line Items] | ||||
Property, plant and equipment, gross | $ 904.6 | $ 946.8 | ||
Less: accumulated depreciation | (541.3) | (580.8) | ||
Property, plant and equipment, net | 363.3 | 366 | ||
Depreciation expense | 3.8 | 49.6 | $ 49.8 | $ 48.5 |
Non-cash property, plant and equipment additions | 5 | |||
Land [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Property, plant and equipment, gross | 71.4 | 71.4 | ||
Buildings and Improvements [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Property, plant and equipment, gross | 290.1 | 304.2 | ||
Machinery and Equipment [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Property, plant and equipment, gross | 510.6 | 540.8 | ||
Construction-in-Progress [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Property, plant and equipment, gross | $ 32.5 | $ 30.4 |
Balance Sheet Accounts and Su56
Balance Sheet Accounts and Supplemental Disclosures - Intangible Assets (Details) - USD ($) $ in Millions | 1 Months Ended | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Finite-Lived Intangible Assets [Line Items] | ||||
Gross Carrying Amount | $ 157.3 | $ 157.3 | ||
Accumulated Amortization | 49.6 | 62.9 | ||
Net Carrying Amount | 107.7 | 94.4 | ||
Amortization expense | 1.1 | 13.3 | $ 13.4 | $ 13.5 |
2,017 | 13.1 | |||
2,018 | 13.1 | |||
2,019 | 13 | |||
2,020 | 12.8 | |||
2,021 | 9.3 | |||
Total | 61.3 | |||
Customer Related [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Gross Carrying Amount | 83.8 | 83.8 | ||
Accumulated Amortization | 28.3 | 37.4 | ||
Net Carrying Amount | 55.5 | 46.4 | ||
Intellectual Property\Trade Secrets [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Gross Carrying Amount | 34.2 | 34.2 | ||
Accumulated Amortization | 6.6 | 9.2 | ||
Net Carrying Amount | 27.6 | 25 | ||
Non-Compete Agreements [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Gross Carrying Amount | 0.5 | 0.5 | ||
Accumulated Amortization | 0.4 | 0.5 | ||
Net Carrying Amount | 0.1 | 0 | ||
Trade Name [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Gross Carrying Amount | 20.5 | 20.5 | ||
Accumulated Amortization | 1.7 | 2.4 | ||
Net Carrying Amount | 18.8 | 18.1 | ||
Acquired Technology [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Gross Carrying Amount | 18.3 | 18.3 | ||
Accumulated Amortization | 12.6 | 13.4 | ||
Net Carrying Amount | $ 5.7 | $ 4.9 |
Balance Sheet Accounts and Su57
Balance Sheet Accounts and Supplemental Disclosures - Other Noncurrent Assets, net (Details) $ in Millions | 1 Months Ended | 12 Months Ended | ||
Dec. 31, 2015USD ($) | Dec. 31, 2016USD ($) | Nov. 30, 2015USD ($) | Nov. 30, 2014USD ($) | |
Other Noncurrent Assets [Line Items] | ||||
Recoverable from the U.S. government for Rocketdyne Business integration costs | $ 3.3 | $ 12.8 | ||
Deferred financing costs | 2.1 | 3.4 | ||
Recoverable from the U.S. government for conditional asset retirement obligations | 17.8 | 20.3 | ||
Grantor trust | 10.3 | 16.6 | ||
Note receivable, net | 9 | 9 | ||
Recoverable from the U.S. government for competitive improvement program obligations (see Note 10) | 3.2 | 1.3 | ||
Other | 6.8 | 5.1 | ||
Other noncurrent assets, net | 81.6 | 90.2 | ||
Recoverable from the U.S. government for Rocketdyne Business integration costs | 33.1 | $ 22.8 | ||
Savings to restructuring cost ratio | 2 | |||
Amortization of deferred financing costs | 0.2 | $ 2 | $ 2.7 | $ 3.6 |
UTC [Member] | ||||
Other Noncurrent Assets [Line Items] | ||||
Income tax receivable | 7.9 | 10.8 | ||
Business Integration Costs [Member] | ||||
Other Noncurrent Assets [Line Items] | ||||
Recoverable from the U.S. government for Rocketdyne Business integration costs | $ 21.2 | $ 10.9 |
Balance Sheet Accounts and Su58
Balance Sheet Accounts and Supplemental Disclosures - Narrative - Assets Held for Sale (Details) | Feb. 28, 2015a | Dec. 31, 2015USD ($) | Jul. 31, 2015USD ($) | May 31, 2015USD ($)a | May 31, 2015USD ($)a | Dec. 31, 2016USD ($)a | Nov. 30, 2015USD ($) | Nov. 30, 2014USD ($) | Dec. 31, 2015USD ($) |
Long Lived Assets Held-for-sale [Line Items] | |||||||||
Acres of land | a | 5,563 | ||||||||
Proceeds from sale of intellectual property | $ 0 | $ 500,000 | $ 1,000,000 | $ 7,500,000 | |||||
Aerospace and Defense | Energy Business [Member] | |||||||||
Long Lived Assets Held-for-sale [Line Items] | |||||||||
Expenses incurred to divest | $ 1,800,000 | ||||||||
Net sales | 600,000 | 600,000 | |||||||
Discontinued Operations, Disposed of by Sale [Member] | |||||||||
Long Lived Assets Held-for-sale [Line Items] | |||||||||
Proceeds from sale of intellectual property | 7,500,000 | ||||||||
Discontinued Operations, Disposed of by Sale [Member] | Other, net [Member] | |||||||||
Long Lived Assets Held-for-sale [Line Items] | |||||||||
Gain on sale | $ 6,800,000 | ||||||||
Developable Portions Of Holdback Acreage [Member] | Discontinued Operations, Disposed of by Sale [Member] | |||||||||
Long Lived Assets Held-for-sale [Line Items] | |||||||||
Acres of land | a | 150 | ||||||||
Total purchase price | $ 6,700,000 | ||||||||
Area 40 | Discontinued Operations, Disposed of by Sale [Member] | |||||||||
Long Lived Assets Held-for-sale [Line Items] | |||||||||
Acres of land | a | 50 | ||||||||
Hillsborough | |||||||||
Long Lived Assets Held-for-sale [Line Items] | |||||||||
Income from continuing operations before income taxes from land sale | $ 30,600,000 | $ 30,600,000 | |||||||
Hillsborough | Discontinued Operations, Disposed of by Sale [Member] | |||||||||
Long Lived Assets Held-for-sale [Line Items] | |||||||||
Acres of land | a | 550 | 700 | |||||||
Total purchase price | $ 57,000,000 | $ 57,000,000 | |||||||
Cash proceeds from sale of land | 46,700,000 | ||||||||
Cash received at initial closing | 40,000,000 | ||||||||
Income from continuing operations before income taxes from land sale | 30,600,000 | ||||||||
Hillsborough | Discontinued Operations, Disposed of by Sale [Member] | Notes Receivable [Member] | |||||||||
Long Lived Assets Held-for-sale [Line Items] | |||||||||
Promissory note | 10,300,000 | 10,300,000 | |||||||
Hillsborough | Discontinued Operations, Disposed of by Sale [Member] | Interest Bearing Notes Receivable [Member] | |||||||||
Long Lived Assets Held-for-sale [Line Items] | |||||||||
Promissory note | $ 9,000,000 | $ 9,000,000 | |||||||
Hillsborough | |||||||||
Long Lived Assets Held-for-sale [Line Items] | |||||||||
Acres of land | a | 550 |
Balance Sheet Accounts and Su59
Balance Sheet Accounts and Supplemental Disclosures - Summary of Impact of Land Sale (Details) - USD ($) $ in Millions | 1 Months Ended | 3 Months Ended | 12 Months Ended | 13 Months Ended | |||||||||
Dec. 31, 2015 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Nov. 30, 2015 | Aug. 31, 2015 | May 31, 2015 | Feb. 28, 2015 | Dec. 31, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | Dec. 31, 2015 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||||
Net income from land sale | $ 0 | $ 0.1 | $ (0.1) | $ 0 | $ (0.1) | $ 0.1 | $ 0.6 | $ 0 | $ 0.2 | $ (0.1) | $ 0.9 | $ (0.7) | |
Hillsborough | |||||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||||||||
Net sales from land sale | 42 | $ 42 | |||||||||||
Cost of sales from land sale | 11.4 | 11.4 | |||||||||||
Income from continuing operations before income taxes from land sale | 30.6 | 30.6 | |||||||||||
Income tax provision related to land sale | 12.7 | 12.7 | |||||||||||
Net income from land sale | $ 17.9 | $ 17.9 |
Balance Sheet Accounts and Su60
Balance Sheet Accounts and Supplemental Disclosures - Other Current Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Accrued compensation and employee benefits | $ 105.7 | $ 90.4 |
Income taxes | 2.1 | 20.3 |
Competitive improvement program obligations (see Note 10) | 7.6 | 9.4 |
Payable to UTC for Transition Service Agreements | 1.3 | 1.9 |
Interest payable | 4.1 | 12.9 |
Contract loss provisions | 6.8 | 9.1 |
Other | 40.2 | 59.1 |
Other current liabilities | $ 167.8 | $ 203.1 |
Balance Sheet Accounts and Su61
Balance Sheet Accounts and Supplemental Disclosures - Other Noncurrent Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Conditional asset retirement obligations | $ 30.6 | $ 29.5 |
Pension benefits, non-qualified | 17.5 | 17.6 |
Deferred compensation | 19.8 | 11.5 |
Deferred revenue | 13.3 | 13.8 |
Competitive improvement program obligations (see Note 10) | 1.3 | 3.2 |
Liability for Uncertainty in Income Taxes, Noncurrent | 28.4 | 7 |
Other | 13.1 | 12.6 |
Other noncurrent liabilities | $ 124 | $ 95.2 |
Balance Sheet Accounts and Su62
Balance Sheet Accounts and Supplemental Disclosures - Accumulated Other Comprehensive Loss, Net of Income Taxes (Details) - USD ($) $ in Millions | 1 Months Ended | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2016 | Nov. 30, 2015 | |
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | |||
Beginning balance | $ (341.7) | $ (347) | $ (333.7) |
Actuarial losses arising during the period, net of income taxes | (8.6) | 7.5 | (56.6) |
Amortization of actuarial losses and prior service credits, net of income taxes | 3.3 | 36.5 | 48.6 |
Ending balance | (347) | (303) | (341.7) |
Actuarial Losses, Net [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | |||
Beginning balance | (342.6) | (347.8) | (337) |
Actuarial losses arising during the period, net of income taxes | (8.6) | 7.5 | (55) |
Amortization of actuarial losses and prior service credits, net of income taxes | 3.4 | 37.1 | 49.4 |
Ending balance | (347.8) | (303.2) | (342.6) |
Prior Service Credits, Net [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | |||
Beginning balance | 0.9 | 0.8 | 3.3 |
Actuarial losses arising during the period, net of income taxes | 0 | 0 | (1.6) |
Amortization of actuarial losses and prior service credits, net of income taxes | (0.1) | (0.6) | (0.8) |
Ending balance | $ 0.8 | $ 0.2 | $ 0.9 |
Balance Sheet Accounts and Su63
Balance Sheet Accounts and Supplemental Disclosures - Estimated Amounts to be Amortized from Other Comprehensive Loss (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Pension Benefits | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Actuarial losses (gains), net | $ 67.8 |
Prior service costs (credits), net | 0.1 |
Total | 67.9 |
Medical and Life Insurance Benefits | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Actuarial losses (gains), net | (4.1) |
Prior service costs (credits), net | (0.2) |
Total | $ (4.3) |
Balance Sheet Accounts and Su64
Balance Sheet Accounts and Supplemental Disclosures - Redeemable Common Stock (Details) - USD ($) shares in Millions, $ in Millions | 1 Months Ended | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||
Redeemable common stock, shares outstanding (in shares) | 0.1 | 0.1 | 0.1 | |
Realized (gains)/losses and interest, less than | $ 0.4 | $ 0.1 | $ (0.1) | $ 0.9 |
Income Taxes - Summary of Compo
Income Taxes - Summary of Components of Company's Income Tax Provision (Benefit) from Continuing Operations (Details) - USD ($) $ in Millions | 1 Months Ended | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Current | |||||
U.S. federal | $ 7.9 | $ 3.2 | $ 33 | $ 19 | |
State and local | 1.2 | 3.2 | 3.4 | 4.1 | |
Current income tax provision (benefit) | 9.1 | 6.4 | 36.4 | 23.1 | |
Deferred | |||||
U.S. federal | (6.2) | 2.8 | (41.2) | (5.5) | |
State and local | (0.9) | 2 | 5.1 | (1.3) | |
Deferred income tax provision (benefit) | (7.1) | 4.8 | (36.1) | (6.8) | |
Income tax provision | $ 2 | $ (3.4) | $ 11.2 | $ 0.3 | $ 16.3 |
Income Taxes - Schedule of Reco
Income Taxes - Schedule of Reconciliation of U.S. Federal statutory Income Tax Rate to Effective Income Tax Rate on Earnings (Details) | 1 Months Ended | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Income Tax Disclosure [Abstract] | ||||
Statutory U.S. federal income tax rate - provision (benefit) | 35.00% | 35.00% | 35.00% | 35.00% |
State and local income taxes, net of U.S. federal income tax effect | 4.80% | (2.30%) | (16.20%) | (11.40%) |
Changes in state income tax rates | 0.10% | 13.40% | (19.00%) | 0.70% |
Reserve adjustments | (0.30%) | (1.00%) | (2.20%) | 0.80% |
Valuation allowance adjustments | 0.00% | 0.00% | 0.00% | (0.30%) |
Rescindable common stock interest and realized losses | 0.00% | 0.00% | 0.00% | (0.90%) |
Non-deductible convertible subordinated notes interest | 1.20% | 2.90% | (8.00%) | (7.00%) |
Non-deductible premiums on repurchase of convertible subordinated notes | 0.00% | 0.00% | 0.00% | (64.10%) |
R&D credits | (2.80%) | (14.10%) | (0.00%) | (4.00%) |
Retroactive change in federal tax law | (19.40%) | 0.00% | 11.60% | 0.00% |
Benefit of manufacturing deductions | (7.00%) | 1.50% | 5.80% | 4.30% |
Lobbying costs | 0.40% | 2.70% | (3.60%) | (1.00%) |
Deferred tax adjustment | 7.80% | (1.30%) | 0.00% | 0.00% |
Other, net | 2.40% | 1.40% | (5.20%) | (1.50%) |
Effective income tax rate - provision | 22.20% | 38.20% | (1.80%) | (49.40%) |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Millions | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Nov. 30, 2015 | Aug. 31, 2015 | May 31, 2015 | Feb. 28, 2015 | Dec. 31, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Operating Loss Carryforwards [Line Items] | |||||||||||||
Effective income tax rate - provision (benefit) | 22.20% | 38.20% | (1.80%) | (49.40%) | |||||||||
Income (loss) from continuing operations before income taxes | $ 9 | $ (9.6) | $ 34.3 | $ (25.2) | $ 11.5 | $ 8.7 | $ 15.5 | $ (60.2) | $ 37.2 | $ (9.3) | $ 29.3 | $ (16.8) | $ (33) |
Federal statutory tax rate | 35.00% | 35.00% | 35.00% | 35.00% | |||||||||
Unrecognized tax benefits, effect in tax rate | 5.3 | $ 5.3 | |||||||||||
Accrued interest and penalties related to uncertain tax positions | 2.4 | 2.4 | |||||||||||
Possible reduction in unrecognized tax benefits and related interest (less than) | 29.3 | 29.3 | |||||||||||
Loss carryover in foreign jurisdictions | 8.3 | 8.3 | |||||||||||
Research and development credit carryover | $ 3.8 | 6.5 | 6.5 | ||||||||||
State | |||||||||||||
Operating Loss Carryforwards [Line Items] | |||||||||||||
Net operating loss carryforwards, set to expire | 18.4 | 18.4 | |||||||||||
Net operating loss carryforwards | 1.2 | 1.2 | |||||||||||
State | California | |||||||||||||
Operating Loss Carryforwards [Line Items] | |||||||||||||
Research and development credit carryover | 2.5 | 2.5 | |||||||||||
Domestic Tax Authority | |||||||||||||
Operating Loss Carryforwards [Line Items] | |||||||||||||
Research and development credit carryover | $ 2.8 | $ 2.8 |
Income Taxes - Schedule of Re68
Income Taxes - Schedule of Reconciliation of Change in Unrecognized Tax Benefits (Detail) - USD ($) $ in Millions | 1 Months Ended | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | ||||
Balances at beginning of fiscal year | $ 6.7 | $ 7.1 | $ 6.8 | $ 7.9 |
Increases based on tax positions in prior years | 0.6 | 25.8 | 1 | 0.6 |
Decreases based on tax position in prior years | (0.2) | (1.2) | (1.8) | (1.3) |
Increases based on tax positions in current year | 0 | 0.7 | 0.7 | 0 |
Lapse of statute of limitations | 0 | (2.9) | 0 | (0.4) |
Balances at end of fiscal year | $ 7.1 | $ 29.5 | $ 6.7 | $ 6.8 |
Income Taxes - Summary of Defer
Income Taxes - Summary of Deferred Tax Assets and Liabilities (Detail) - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Deferred Tax Assets | ||
Accrued estimated costs | $ 89.1 | $ 113.3 |
Basis difference in assets and liabilities | 8.5 | 6 |
Tax losses and credit carryforwards | 6.5 | 3.8 |
Net cumulative defined benefit pension plan losses | 212.9 | 227.8 |
Retiree medical and life insurance benefits | 16.2 | 19.6 |
Valuation allowance | (1.7) | (1.2) |
Total deferred tax assets | 331.5 | 369.3 |
Deferred Tax Liabilities | ||
Revenue recognition differences | 21.7 | 30.7 |
Basis differences in intangible assets | 17.3 | 13.8 |
Total deferred tax liabilities | 39 | 44.5 |
Total net deferred tax assets | $ 292.5 | $ 324.8 |
Income Taxes - Summary of Chang
Income Taxes - Summary of Changes in Valuation Allowance (Details) - Tax Valuation Allowance [Member] - USD ($) $ in Millions | 1 Months Ended | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Movement in Valuation Allowances and Reserves [Roll Forward] | ||||
Balance at Beginning of Period | $ 1.7 | $ 1.2 | $ 2.6 | $ 2.6 |
Tax Valuation Allowance Charged to Income Tax Provision | 0 | 0.5 | 0.6 | 0 |
Tax Valuation Allowance Credited to Income Tax Provision | (0.5) | 0 | (1.5) | 0 |
Balance at End of Period | $ 1.2 | $ 1.7 | $ 1.7 | $ 2.6 |
Long-Term Debt - Summary of Lon
Long-Term Debt - Summary of Long-term Debt (Details) - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Debt Disclosure [Abstract] | ||
Senior debt | $ 388 | $ 91.8 |
Senior secured notes | 0 | 449.4 |
Convertible senior notes | 240 | 0 |
Convertible subordinated notes | 35.6 | 84.8 |
Other debt | 0 | 13 |
Total debt, carrying amount | 663.6 | 639 |
Less: Amounts due within one year | (55.6) | (5.3) |
Total long-term debt | $ 608 | $ 633.7 |
Long-Term Debt - Schedule of Ma
Long-Term Debt - Schedule of Maturities of Long-term Debt (Details) shares in Millions, instrument in Millions, $ in Millions | 1 Months Ended | 12 Months Ended | ||
Jan. 31, 2017USD ($)shares | Dec. 31, 2009 | Dec. 31, 2016USD ($)instrument | Dec. 31, 2015USD ($) | |
Debt Instrument [Line Items] | ||||
Total debt, carrying amount | $ 725.6 | |||
2,017 | 55.6 | |||
2,018 | 25 | |||
2,019 | 30 | |||
2,020 | 35 | |||
2,021 | 280 | |||
2,023 | 300 | |||
Convertible senior notes | $ 240 | $ 0 | ||
4 1/16% Convertible Subordinated Debentures [Member] | ||||
Debt Instrument [Line Items] | ||||
Repurchase price, percentage of principal amount | 100.00% | 100.00% | ||
Convertible debentures into shares of common stock (in shares) | instrument | 3.9 | |||
Debt instrument interest rate stated percentage | 4.0625% | 4.0625% | ||
4 1/16% Convertible Subordinated Debentures [Member] | Subsequent Event [Member] | ||||
Debt Instrument [Line Items] | ||||
Convertible senior notes | $ 35.6 | |||
Convertible debentures into shares of common stock (in shares) | shares | 3.9 | |||
Senior Debt [Member] | ||||
Debt Instrument [Line Items] | ||||
Total debt, carrying amount | $ 390 | |||
2,017 | 20 | |||
2,018 | 25 | |||
2,019 | 30 | |||
2,020 | 35 | |||
2,021 | 280 | |||
2,023 | 0 | |||
Convertible senior notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Total debt, carrying amount | 300 | |||
2,017 | 0 | |||
2,018 | 0 | |||
2,019 | 0 | |||
2,020 | 0 | |||
2,021 | 0 | |||
2,023 | 300 | |||
Convertible subordinated notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Total debt, carrying amount | 35.6 | |||
2,017 | 35.6 | |||
2,018 | 0 | |||
2,019 | 0 | |||
2,020 | 0 | |||
2,021 | 0 | |||
2,023 | $ 0 |
Long-Term Debt - Summary of Sen
Long-Term Debt - Summary of Senior Debt (Details) - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Debt Instrument [Line Items] | ||
Long term debt, gross | $ 725.6 | |
Deferred financing costs | (3.4) | $ (2.1) |
Senior debt | 388 | 91.8 |
Term Loan [Member] | ||
Debt Instrument [Line Items] | ||
Long term debt, gross | 390 | 92.5 |
Deferred financing costs | $ (2) | $ (0.7) |
Term loan, bearing interest at variable rates | 3.02% |
Long-Term Debt - Narrative - Se
Long-Term Debt - Narrative - Senior Credit Facility (Details) | Jun. 17, 2016USD ($) | Dec. 31, 2016USD ($) | Sep. 30, 2020 | Sep. 30, 2018 | Sep. 30, 2016USD ($) | Jun. 16, 2016USD ($) | Dec. 31, 2015USD ($) |
Debt Instrument [Line Items] | |||||||
Long term debt, gross | $ 725,600,000 | ||||||
Term loan facility amortize percentage | 5.00% | ||||||
Outstanding under term loan facility | 388,000,000 | $ 91,800,000 | |||||
Term Loan [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Long term debt, gross | $ 390,000,000 | $ 92,500,000 | |||||
Forecast [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Term loan facility amortize percentage | 10.00% | 7.50% | |||||
Minimum [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Unused capacity, commitment fee percentage | 30.00% | ||||||
Maximum [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Unused capacity, commitment fee percentage | 45.00% | ||||||
Senior Credit Facility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Outstanding letters of credit | $ 45,300,000 | ||||||
Leverage ratio | 3 | ||||||
Senior Credit Facility [Member] | Maximum [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Leverage ratio | 4 | ||||||
Term Loan [Member] | Minimum [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Letter of credit fees | 175.00% | ||||||
Term Loan [Member] | Maximum [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Letter of credit fees | 250.00% | ||||||
Term Loan [Member] | London Interbank Offered Rate (LIBOR) [Member] | Minimum [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate | 175.00% | ||||||
Term Loan [Member] | London Interbank Offered Rate (LIBOR) [Member] | Maximum [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate | 250.00% | ||||||
Line of Credit [Member] | Term Loan [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Repayments of debt | $ 90,000,000 | ||||||
Lenders named therein and Bank of America Merrill Lynch [Member] | Line of Credit [Member] | Senior Credit Facility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Line of credit, borrowing capacity | $ 750,000,000 | $ 300,000,000 | |||||
Leverage ratio | 3.25 | ||||||
Lenders named therein and Bank of America Merrill Lynch [Member] | Line of Credit [Member] | Senior Credit Facility [Member] | June 30, 2016 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Interest coverage ratio | 3 | ||||||
Lenders named therein and Bank of America Merrill Lynch [Member] | Line of Credit [Member] | Senior Credit Facility [Member] | June 30, 2016 through September 30, 2017 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Leverage ratio | 4 | ||||||
Lenders named therein and Bank of America Merrill Lynch [Member] | Line of Credit [Member] | Senior Credit Facility [Member] | December 31, 2017 through September 30, 2018 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Leverage ratio | 3.75 | ||||||
Lenders named therein and Bank of America Merrill Lynch [Member] | Line of Credit [Member] | Senior Credit Facility [Member] | From December 31, 2018 thereafter [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Leverage ratio | 3.50 | ||||||
Lenders named therein and Bank of America Merrill Lynch [Member] | Line of Credit [Member] | Senior Credit Facility [Member] | Minimum [Member] | Two Quarters After Consummation of a Qualified Acquisition [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Leverage ratio | 0.50 | ||||||
Lenders named therein and Bank of America Merrill Lynch [Member] | Line of Credit [Member] | Revolving Credit Facility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Line of credit, borrowing capacity | $ 350,000,000 | ||||||
Proceeds from line of credit | 100,000,000 | ||||||
Lenders named therein and Bank of America Merrill Lynch [Member] | Line of Credit [Member] | Term Loan [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Line of credit, borrowing capacity | 400,000,000 | ||||||
Lenders named therein and Bank of America Merrill Lynch [Member] | Line of Credit [Member] | Letter of Credit [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Line of credit, borrowing capacity | 100,000,000 | ||||||
Outstanding letters of credit | $ 45,300,000 | ||||||
Lenders named therein and Bank of America Merrill Lynch [Member] | Line of Credit [Member] | Bridge Loan [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Line of credit, borrowing capacity | $ 10,000,000 |
Long-Term Debt - Schedule of Ac
Long-Term Debt - Schedule of Actual Ratios and Required Ratios Under Financial Covenants (Details) - Senior Credit Facility [Member] | 12 Months Ended |
Dec. 31, 2016 | |
Debt Instrument [Line Items] | |
Interest coverage ratio, as defined under the Senior Credit Facility | 11.07 |
Leverage ratio, as defined under the Senior Credit Facility | 3 |
Minimum [Member] | |
Debt Instrument [Line Items] | |
Interest coverage ratio, as defined under the Senior Credit Facility | 2.59 |
Maximum [Member] | |
Debt Instrument [Line Items] | |
Leverage ratio, as defined under the Senior Credit Facility | 4 |
Long-Term Debt - Summary of S76
Long-Term Debt - Summary of Senior Secured Notes (Details) - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Debt Instrument [Line Items] | ||
Long term debt, gross | $ 725.6 | |
Deferred financing costs | (3.4) | $ (2.1) |
Senior secured notes | 0 | 449.4 |
7.125% Second-Priority Senior Secured Notes [Member] | ||
Debt Instrument [Line Items] | ||
Long term debt, gross | 0 | 460 |
Deferred financing costs | $ 0 | $ (10.6) |
Debt instrument interest rate stated percentage | 7.125% |
Long-Term Debt - Convertible Se
Long-Term Debt - Convertible Senior Notes (Details) - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Debt Instrument [Line Items] | ||
Principal amount of debt | $ 725.6 | $ 650.6 |
Long term debt | 663.6 | 639 |
Deferred financing costs | (3.4) | (2.1) |
Convertible senior notes | 240 | 0 |
2.25% Convertible Subordinated Debentures [Member] | ||
Debt Instrument [Line Items] | ||
Principal amount of debt | 300 | 0 |
Long term debt | 240 | 0 |
Deferred financing costs | $ (60) | $ 0 |
Debt instrument interest rate stated percentage | 2.25% |
Long-Term Debt - Summary of Con
Long-Term Debt - Summary of Convertible Senior Notes (Details) $ / shares in Units, $ in Millions | 1 Months Ended | 12 Months Ended |
Dec. 31, 2009d | Dec. 31, 2016USD ($)d$ / shares | |
Debt Instrument [Line Items] | ||
Threshold trading days | d | 5 | |
2.25% Convertible Subordinated Debentures [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument interest rate stated percentage | 2.25% | |
Common stock conversion rate | 38.4615 | |
Conversion price per share (in USD per share) | $ / shares | $ 26 | |
Conversion rate of notes to common stock | 150.00% | |
Threshold trading days | d | 20 | |
Consecutive trading days | 30 days | |
Repurchase price, percentage of principal amount | 100.00% | |
Proceeds from issuance of debt | $ 294.2 | |
Effective interest rate | 5.80% | |
Debt issuance costs | $ 5.8 | |
2.25% Convertible Subordinated Debentures [Member] | Debt Component of Convertible Debt [Member] | ||
Debt Instrument [Line Items] | ||
Debt issuance costs | 4.7 | |
2.25% Convertible Subordinated Debentures [Member] | Equity Component of Convertible Debt [Member] | ||
Debt Instrument [Line Items] | ||
Debt issuance costs | $ 1.1 |
Long-Term Debt - 2 1_4% Convert
Long-Term Debt - 2 1/4% Convertible Senior Notes (Details) $ / shares in Units, $ in Millions | 1 Months Ended | 12 Months Ended | ||
Dec. 31, 2015USD ($) | Dec. 31, 2016USD ($)$ / shares | Nov. 30, 2015USD ($) | Nov. 30, 2014USD ($) | |
Debt Instrument [Line Items] | ||||
Long term debt | $ 639 | $ 663.6 | ||
Deferred financing costs | 2.1 | 3.4 | ||
Principal amount of debt | 650.6 | 725.6 | ||
Interest expense-amortization of deferred financing costs (less than) | 0.2 | 2 | $ 2.7 | $ 3.6 |
2.25% Convertible Subordinated Debentures [Member] | ||||
Debt Instrument [Line Items] | ||||
Long term debt | 0 | 240 | ||
Deferred financing costs | 0 | 60 | ||
Principal amount of debt | $ 0 | 300 | ||
Carrying amount of equity component, net of equity issuance costs | $ 54.5 | |||
Remaining amortization period | 7 years | |||
Effective interest rate | 5.80% | |||
Common stock conversion rate | 38.4615 | |||
Conversion price per share (in USD per share) | $ / shares | $ 26 | |||
Interest expense-contractual interest | $ 0.3 | |||
Interest expense-amortization of debt discount | 0.3 | |||
Interest expense-amortization of deferred financing costs (less than) | $ 0.1 |
Long-Term Debt - Summary of C80
Long-Term Debt - Summary of Convertible Subordinated Notes (Details) - USD ($) | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2009 |
Debt Instrument [Line Items] | |||
Convertible subordinated notes | $ 35,600,000 | $ 84,800,000 | |
2.25% Convertible Subordinated Debentures [Member] | |||
Debt Instrument [Line Items] | |||
Convertible subordinated notes | $ 0 | 200,000 | |
Debt instrument interest rate stated percentage | 2.25% | ||
4 1/16% Convertible Subordinated Debentures [Member] | |||
Debt Instrument [Line Items] | |||
Convertible subordinated notes | $ 35,600,000 | $ 84,600,000 | $ 200,000,000 |
Debt instrument interest rate stated percentage | 4.0625% | 4.0625% |
Long-Term Debt - Convertible Su
Long-Term Debt - Convertible Subordinated Notes (Details) $ / shares in Units, shares in Millions, instrument in Millions | 1 Months Ended | 12 Months Ended | 13 Months Ended | |||
Dec. 31, 2015USD ($) | Dec. 31, 2009USD ($)d$ / shares | Dec. 31, 2016USD ($)instrumentshares | Nov. 30, 2015USD ($) | Nov. 30, 2014USD ($) | Dec. 31, 2015USD ($)shares | |
Debt Instrument [Line Items] | ||||||
Convertible subordinated notes | $ 84,800,000 | $ 35,600,000 | $ 84,800,000 | |||
Threshold trading days | d | 5 | |||||
Make whole premium, additional percent | 5.00% | |||||
Percentage of repurchase of common stock | 2.50% | |||||
Percentage of conversion price of applicable trading day | 97.50% | |||||
Conversion of debt to common stock | 0 | 49,000,000 | $ 49,000,000 | $ 0 | ||
Second Trading Day Immediately Preceding Record Date [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Consecutive trading days | 20 days | |||||
Second Trading Day Immediately Preceding Redemption Date [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Consecutive trading days | 20 days | |||||
Second Trading Day Immediately Preceding Option Repurchase Date [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Consecutive trading days | 40 days | |||||
4 1/16% Convertible Subordinated Debentures [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Convertible subordinated notes | $ 84,600,000 | $ 200,000,000 | $ 35,600,000 | 84,600,000 | ||
Convertible debentures into shares of common stock (in shares) | instrument | 3.9 | |||||
Debt instrument interest rate stated percentage | 4.0625% | 4.0625% | ||||
Common stock conversion rate | 111.0926 | |||||
Conversion price per share (in USD per share) | $ / shares | $ 9 | |||||
Conversion rate of notes to common stock | 150.00% | |||||
Threshold trading days | d | 20 | |||||
Consecutive trading days | 30 days | |||||
Repurchase price, percentage of principal amount | 100.00% | 100.00% | ||||
Proceeds from issuance of debt | 194,100,000 | |||||
Conversion of debt to common stock | $ 49,000,000 | $ 49,000,000 | ||||
Principal amount repurchased | $ 59,600,000 | |||||
Conversion of debt to common stock (in shares) | shares | 5.4 | 5.5 | ||||
4 1/16% Convertible Subordinated Debentures [Member] | Minimum [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Repurchase price, percentage of principal amount | 195.00% | |||||
4 1/16% Convertible Subordinated Debentures [Member] | Maximum [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Repurchase price, percentage of principal amount | 212.00% | |||||
4 1/16% Convertible Subordinated Debentures [Member] | Prior to Notice of Redemption Date [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Threshold trading days | d | 5 |
Long-Term Debt - Summary of Oth
Long-Term Debt - Summary of Other Debt (Details) - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Debt Instrument [Line Items] | ||
Capital lease | $ 0 | $ 0.3 |
Deferred financing costs | (3.4) | (2.1) |
Total other debt | 0 | 13 |
Delayed Draw Term Loan [Member] | ||
Debt Instrument [Line Items] | ||
Delayed draw term loan | 0 | 13 |
Deferred financing costs | $ 0 | $ (0.3) |
Retirement Benefits - Narrative
Retirement Benefits - Narrative - Plan Descriptions (Details) - USD ($) $ in Millions | 1 Months Ended | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Defined Benefit Plan Disclosure [Line Items] | ||||
Defined benefit pension plan assets, total | $ 931.4 | $ 925.1 | ||
Unfunded pension obligation | 580.6 | 548.2 | ||
Expected cash contributions | $ 72 | |||
First 3% of Compensation Contributed | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Percent of company matching compensation contributed | 100.00% | |||
Percent of participant's compensation contributed | 3.00% | |||
Cost of 401(k) plan | 1.3 | $ 20.7 | $ 24.9 | $ 24.4 |
Defined Contribution 401(k) Plan, Next Three Percent Contributed | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Percent of company matching compensation contributed | 50.00% | |||
Percent of participant's compensation contributed | 3.00% | |||
Pension Benefits | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Defined benefit pension plan assets, total | 931.4 | $ 925.1 | 964.1 | |
Projected benefit obligations, total | 1,531 | 1,492.1 | $ 1,549.5 | |
Unfunded pension obligation | 580.6 | 548.2 | ||
Employer contributions | $ 0.1 | 34.1 | ||
Contributions by employer, recoverable in current year government contracts | 27.5 | |||
Defined Benefit Plan, Contributions by Employer, Recoverable in Future Fiscal Years | 5.3 | |||
Qualified Plan | Pension Benefits | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Employer contributions | $ 32.8 |
Retirement Benefits - Summary o
Retirement Benefits - Summary of Company's Plan Assets, Benefit Obligations, and Funded Status (Details) - USD ($) $ in Millions | 1 Months Ended | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Change in fair value of assets: | ||||
Fair value - beginning of period | $ 931.4 | |||
Gain (loss) on assets | $ (22.2) | 93.7 | $ (64.2) | $ 63.5 |
Fair value - end of period | 931.4 | 925.1 | ||
Amounts recognized in the consolidated balance sheets: | ||||
Pension benefits, noncurrent | (580.6) | (548.2) | ||
Net liability recognized in the consolidated balance sheets | (2,166.1) | (2,213.9) | ||
Pension Benefits | ||||
Change in fair value of assets: | ||||
Fair value - beginning of period | 964.1 | 931.4 | ||
Gain (loss) on assets | (22.2) | 93.7 | ||
Employer contributions | 0.1 | 34.1 | ||
Benefits paid | (10.6) | (134.1) | ||
Fair value - end of period | 931.4 | 925.1 | 964.1 | |
Change in benefit obligation: | ||||
Benefit obligation - beginning of period | 1,549.5 | 1,531 | ||
Service cost | 1.1 | 14 | 10.8 | 8.8 |
Interest cost | 5.3 | 64.1 | 63.6 | 67.1 |
Actuarial losses (gains) | (14.3) | 17.1 | ||
Benefits paid | (10.6) | (134.1) | ||
Benefit obligation - end of year | 1,531 | 1,492.1 | 1,549.5 | |
Funded status of the plans | (599.6) | (567) | ||
Amounts recognized in the consolidated balance sheets: | ||||
Postretirement medical and life insurance benefits, current | 0 | 0 | ||
Postretirement medical and life insurance benefits, noncurrent | 0 | 0 | ||
Pension benefits, noncurrent | (580.6) | (548.2) | ||
Net liability recognized in the consolidated balance sheets | (599.6) | (567) | ||
Pension Benefits | Other Current Liabilities [Member] | ||||
Amounts recognized in the consolidated balance sheets: | ||||
Pension liability, non-qualified current (component of other current liabilities) | (1.4) | (1.3) | ||
Pension Benefits | Other Noncurrent Liabilities [Member] | ||||
Amounts recognized in the consolidated balance sheets: | ||||
Pension benefits, noncurrent | (17.6) | (17.5) | ||
Medical and Life Insurance Benefits | ||||
Change in fair value of assets: | ||||
Fair value - beginning of period | 0 | 0 | ||
Gain (loss) on assets | 0 | 0 | ||
Employer contributions | 0.2 | 4.3 | ||
Benefits paid | (0.2) | (4.3) | ||
Fair value - end of period | 0 | 0 | 0 | |
Change in benefit obligation: | ||||
Benefit obligation - beginning of period | 51.5 | 50.8 | ||
Service cost | 0 | 0 | 0 | 0.1 |
Interest cost | 0.2 | 1.9 | 1.9 | $ 2.5 |
Actuarial losses (gains) | (0.7) | (5.8) | ||
Benefits paid | (0.2) | (4.3) | ||
Benefit obligation - end of year | 50.8 | 42.6 | $ 51.5 | |
Funded status of the plans | (50.8) | (42.6) | ||
Amounts recognized in the consolidated balance sheets: | ||||
Postretirement medical and life insurance benefits, current | (6) | (5.2) | ||
Postretirement medical and life insurance benefits, noncurrent | (44.8) | (37.4) | ||
Pension benefits, noncurrent | 0 | 0 | ||
Net liability recognized in the consolidated balance sheets | (50.8) | (42.6) | ||
Medical and Life Insurance Benefits | Other Current Liabilities [Member] | ||||
Amounts recognized in the consolidated balance sheets: | ||||
Pension liability, non-qualified current (component of other current liabilities) | 0 | 0 | ||
Medical and Life Insurance Benefits | Other Noncurrent Liabilities [Member] | ||||
Amounts recognized in the consolidated balance sheets: | ||||
Pension benefits, noncurrent | $ 0 | $ 0 |
Retirement Benefits - Summary85
Retirement Benefits - Summary of Company's Plan Assets, Benefit Obligations, and Funded Status (Footnote) (Details) - USD ($) $ in Millions | 1 Months Ended | 12 Months Ended |
Dec. 31, 2015 | Dec. 31, 2016 | |
Defined Benefit Plan Disclosure [Line Items] | ||
Pension benefit obligation, non-qualified plan | $ 19 | $ 18.8 |
Medicare Part D Subsidy [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Benefits paid for medical and life benefits | 0 | 0.1 |
Pension Benefits | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Benefits paid for medical and life benefits | $ 10.6 | $ 134.1 |
Retirement Benefits - Narrati86
Retirement Benefits - Narrative - Plan Results (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Compensation and Retirement Disclosure [Abstract] | ||
Defined Benefit Plan, Annual Amortization of Gains (Losses) | 20.00% | |
Defined benefit plan, accumulated benefit obligation | $ 1,492.1 | $ 1,530.9 |
Difference between expected return and actual return on market-related value of assets which smoothes asset values (in years) | 3 years |
Retirement Benefits - Summary87
Retirement Benefits - Summary of Components of Retirement Benefit Expense (Income) (Details) - USD ($) $ in Millions | 1 Months Ended | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Pension Benefits | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | $ 1.1 | $ 14 | $ 10.8 | $ 8.8 |
Interest cost on benefit obligation | 5.3 | 64.1 | 63.6 | 67.1 |
Assumed return on plan assets | (6) | (70.1) | (88.1) | (92.6) |
Amortization of prior service costs (credits) | 0 | 0.1 | 0 | 0 |
Amortization of net losses (gains) | 5.4 | 63.7 | 84 | 54.4 |
Retirement benefit expense (income) | 5.8 | 71.8 | 70.3 | 37.7 |
Medical and Life Insurance Benefits | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | 0 | 0 | 0 | 0.1 |
Interest cost on benefit obligation | 0.2 | 1.9 | 1.9 | 2.5 |
Assumed return on plan assets | 0 | 0 | 0 | 0 |
Amortization of prior service costs (credits) | (0.1) | (1.2) | (1.1) | (0.9) |
Amortization of net losses (gains) | (0.3) | (3.6) | (3.5) | (2.9) |
Retirement benefit expense (income) | $ (0.2) | $ (2.9) | $ (2.7) | $ (1.2) |
Retirement Benefits - Summary88
Retirement Benefits - Summary of Components of Retirement Benefit Expense (Income) (Footnote) (Details) - USD ($) $ in Millions | 1 Months Ended | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Compensation and Retirement Disclosure [Abstract] | ||||
Actual gain (loss) on assets | $ (22.2) | $ 93.7 | $ (64.2) | $ 63.5 |
Actual rate of return on assets | (2.30%) | 10.80% | (6.10%) | 5.10% |
Retirement Benefits - Schedule
Retirement Benefits - Schedule of Assumptions Used to Determine Benefit Obligations (Details) | 1 Months Ended | 12 Months Ended |
Dec. 31, 2015 | Dec. 31, 2016 | |
Pension Benefits | Defined Benefit Obligation | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Discount rate | 4.36% | 4.02% |
Discount rate (non-qualified plan) | 4.41% | 4.07% |
Medical and Life Insurance Benefits | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Ultimate healthcare trend rate | 5.00% | |
Initial healthcare trend rate (pre 65/post 65) | 7.00% | |
Medical and Life Insurance Benefits | Defined Benefit Obligation | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Discount rate | 3.99% | 3.68% |
Ultimate healthcare trend rate | 5.00% | |
Initial healthcare trend rate (pre 65/post 65) | 7.00% | |
Year ultimate rate attained (pre 65/post 65) | 2,021 | 2,021 |
Retirement Benefits - Schedul90
Retirement Benefits - Schedule of Assumptions Used to Determine Periodic Benefit Expense (Income) (Details) | Dec. 01, 2015 | Dec. 31, 2015 | Dec. 31, 2016 | Nov. 30, 2015 | Nov. 30, 2014 |
Pension Benefits | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Expected long-term rate of return on assets | 7.00% | 7.00% | 8.00% | ||
Pension Benefits | Net Periodic Benefit Cost | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Discount rate | 4.26% | 4.36% | 3.96% | 4.54% | |
Discount rate (non-qualified plan) | 4.32% | 4.41% | 4.01% | 4.65% | |
Expected long-term rate of return on assets | 7.00% | 8.00% | 8.00% | ||
Medical and Life Insurance Benefits | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Ultimate healthcare trend rate | 5.00% | ||||
Initial healthcare trend rate (pre 65/post 65) | 7.00% | ||||
Medical and Life Insurance Benefits | Net Periodic Benefit Cost | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Discount rate | 3.87% | 3.99% | 3.54% | 3.98% | |
Ultimate healthcare trend rate | 5.00% | 5.00% | 5.00% | 5.00% | |
Initial healthcare trend rate (pre 65/post 65) | 7.00% | 7.00% | 7.00% | 8.50% | |
Year ultimate rate attained (pre 65/post 65) | 2,021 | 2,021 | 2,021 | 2,021 |
Retirement Benefits - Narrati91
Retirement Benefits - Narrative - Plan Assumptions (Details) - Participant | Dec. 01, 2015 | Dec. 31, 2016 | Nov. 30, 2015 |
Pension Benefits | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Expected long-term rate of return on assets | 7.00% | 7.00% | 8.00% |
Medical Benefits [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Initial healthcare trend rate (pre 65/post 65) | 7.00% | ||
Number of participants | 65 | ||
Number of years until rate reaches ultimate trend rate | 4 years | ||
Ultimate healthcare trend rate | 5.00% |
Retirement Benefits - Schedul92
Retirement Benefits - Schedule of One Percentage Point Change in Assumptions Effects on Projected Benefit Obligations (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Compensation and Retirement Disclosure [Abstract] | |
Effect of 1% decrease on net periodic benefit expense components | $ 22.8 |
Effect of 1% increase on net periodic benefit expense components | (19.5) |
Effect of 1% decrease on projected benefit obligation | 158.3 |
Effect of 1% increase on projected benefit obligation | (133) |
Effect of 1% decrease on net periodic pension benefit expense components | 10 |
Effect of 1% increase on net periodic pension benefit expense components | (10) |
Effect of 1% decrease on net periodic medical and life insurance benefit expense | (0.3) |
Effect of 1% increase on net periodic medical and life insurance benefit expense | 0.4 |
Effect of 1% decrease on accumulated benefit obligation | (1) |
Effect of 1% increase on accumulated benefit obligation | $ 1.1 |
Retirement Benefits - Schedul93
Retirement Benefits - Schedule of Pension Plan's Asset Allocations by Asset Category (Details) | Dec. 31, 2016 | Dec. 31, 2015 |
Defined Benefit Plan Disclosure [Line Items] | ||
Pension plans weighted average asset allocation | 100.00% | 100.00% |
Cash and cash equivalents | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Pension plans weighted average asset allocation | 26.00% | 36.00% |
Equity securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Pension plans weighted average asset allocation | 43.00% | 34.00% |
Fixed income: | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Pension plans weighted average asset allocation | 15.00% | 13.00% |
Private assets | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Pension plans weighted average asset allocation | 8.00% | 6.00% |
Hedge funds | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Pension plans weighted average asset allocation | 8.00% | 11.00% |
Retirement Benefits - Schedul94
Retirement Benefits - Schedule of Fair Value of Pension Plan Assets and Liabilities by Asset Category and by Level (Details) - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of pension plan assets | $ 369.4 | $ 398.4 |
Fair value of pension plan assets, Receivables | 1.8 | 7.3 |
Fair value of pension plan assets, Payables | (2.5) | (10.5) |
Fair value of pension plan assets, Total | 925.1 | 931.4 |
Cash and cash equivalents | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of pension plan assets | 31.3 | 101.6 |
Private assets | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of pension plan assets | 70.7 | 53.5 |
Hedge funds | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of pension plan assets | 79.3 | 98.2 |
Common/collective trusts (CCTs) | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of pension plan assets | 219.4 | 246.7 |
Cash and cash equivalents | Domestic equity securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of pension plan assets | 377.2 | 340.2 |
Cash and cash equivalents | International equity securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of pension plan assets | 16.2 | 32.4 |
Derivatives: | Written options | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of pension plan assets | (0.1) | |
Derivatives: | Short sales | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of pension plan assets | (0.1) | (58.1) |
Fixed income: | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of pension plan assets | 556.4 | 536.2 |
Fixed income: | Short sales | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of pension plan assets | (0.2) | (3.7) |
Fixed income: | Corporate debt securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of pension plan assets | 33.8 | 29.2 |
Fixed income: | Asset-backed securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of pension plan assets | 71.5 | 93.9 |
Fixed income: | Municipal bonds | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of pension plan assets | 26.3 | |
Fixed income: | Real estate investments | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of pension plan assets | 0.5 | 0.7 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Cash and cash equivalents | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of pension plan assets | 31.3 | 101.6 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Cash and cash equivalents | Domestic equity securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of pension plan assets | 373.8 | 332.7 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Cash and cash equivalents | International equity securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of pension plan assets | 16.2 | 31.3 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Derivatives: | Written options | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of pension plan assets | (0.1) | |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Derivatives: | Short sales | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of pension plan assets | (0.1) | (58.1) |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Fixed income: | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of pension plan assets | 421.1 | 405 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Fixed income: | Short sales | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of pension plan assets | 0 | (2.5) |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Fixed income: | Corporate debt securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of pension plan assets | 0 | 0 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Fixed income: | Asset-backed securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of pension plan assets | 0 | 0 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Fixed income: | Municipal bonds | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of pension plan assets | 0 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Fixed income: | Real estate investments | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of pension plan assets | 0 | 0 |
Significant Other Observable Inputs (Level 2) | Cash and cash equivalents | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of pension plan assets | 0 | 0 |
Significant Other Observable Inputs (Level 2) | Cash and cash equivalents | Domestic equity securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of pension plan assets | 1.2 | 7 |
Significant Other Observable Inputs (Level 2) | Cash and cash equivalents | International equity securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of pension plan assets | 0 | 1.1 |
Significant Other Observable Inputs (Level 2) | Derivatives: | Written options | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of pension plan assets | 0 | |
Significant Other Observable Inputs (Level 2) | Derivatives: | Short sales | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of pension plan assets | 0 | 0 |
Significant Other Observable Inputs (Level 2) | Fixed income: | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of pension plan assets | 125.8 | 130 |
Significant Other Observable Inputs (Level 2) | Fixed income: | Short sales | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of pension plan assets | (0.2) | (1.2) |
Significant Other Observable Inputs (Level 2) | Fixed income: | Corporate debt securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of pension plan assets | 27 | 29.2 |
Significant Other Observable Inputs (Level 2) | Fixed income: | Asset-backed securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of pension plan assets | 71.5 | 93.9 |
Significant Other Observable Inputs (Level 2) | Fixed income: | Municipal bonds | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of pension plan assets | 26.3 | |
Significant Other Observable Inputs (Level 2) | Fixed income: | Real estate investments | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of pension plan assets | 0 | 0 |
Significant Unobservable Inputs (Level 3) | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of pension plan assets, Total | 9.5 | 1.2 |
Significant Unobservable Inputs (Level 3) | Cash and cash equivalents | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of pension plan assets | 0 | 0 |
Significant Unobservable Inputs (Level 3) | Real estate investments | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of pension plan assets, Total | 0.5 | 0.7 |
Significant Unobservable Inputs (Level 3) | Cash and cash equivalents | Domestic equity securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of pension plan assets | 2.2 | 0.5 |
Fair value of pension plan assets, Total | 2.2 | 0.5 |
Significant Unobservable Inputs (Level 3) | Cash and cash equivalents | International equity securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of pension plan assets | 0 | 0 |
Significant Unobservable Inputs (Level 3) | Derivatives: | Written options | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of pension plan assets | 0 | |
Significant Unobservable Inputs (Level 3) | Derivatives: | Short sales | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of pension plan assets | 0 | 0 |
Significant Unobservable Inputs (Level 3) | Fixed income: | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of pension plan assets | 9.5 | 1.2 |
Significant Unobservable Inputs (Level 3) | Fixed income: | Short sales | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of pension plan assets | 0 | 0 |
Significant Unobservable Inputs (Level 3) | Fixed income: | Corporate debt securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of pension plan assets | 6.8 | 0 |
Fair value of pension plan assets, Total | 6.8 | 0 |
Significant Unobservable Inputs (Level 3) | Fixed income: | Asset-backed securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of pension plan assets | 0 | 0 |
Significant Unobservable Inputs (Level 3) | Fixed income: | Municipal bonds | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of pension plan assets | 0 | |
Significant Unobservable Inputs (Level 3) | Fixed income: | Real estate investments | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of pension plan assets | $ 0.5 | $ 0.7 |
Retirement Benefits - Schedul95
Retirement Benefits - Schedule of Changes in Fair Value of Level 3 Investments (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Change in fair value of assets: | |
Fair value - beginning of period | $ 931.4 |
Fair value - end of period | 925.1 |
Significant Unobservable Inputs (Level 3) | |
Change in fair value of assets: | |
Fair value - beginning of period | 1.2 |
Unrealized Gains (Losses) on Plan Assets | 0.1 |
Purchases, Issuances, and Settlements | 8.2 |
Fair value - end of period | 9.5 |
Significant Unobservable Inputs (Level 3) | Real estate investments | |
Change in fair value of assets: | |
Fair value - beginning of period | 0.7 |
Unrealized Gains (Losses) on Plan Assets | 0 |
Purchases, Issuances, and Settlements | (0.2) |
Fair value - end of period | 0.5 |
Significant Unobservable Inputs (Level 3) | Cash and cash equivalents | Domestic equity securities | |
Change in fair value of assets: | |
Fair value - beginning of period | 0.5 |
Unrealized Gains (Losses) on Plan Assets | 0.1 |
Purchases, Issuances, and Settlements | 1.6 |
Fair value - end of period | 2.2 |
Significant Unobservable Inputs (Level 3) | Fixed income: | Corporate debt securities | |
Change in fair value of assets: | |
Fair value - beginning of period | 0 |
Unrealized Gains (Losses) on Plan Assets | 0 |
Purchases, Issuances, and Settlements | 6.8 |
Fair value - end of period | $ 6.8 |
Retirement Benefits - Schedul96
Retirement Benefits - Schedule of Estimated Future Benefit Payments (Details) $ in Millions | Dec. 31, 2016USD ($) |
Pension Benefits | |
Defined Benefit Plan Disclosure [Line Items] | |
Estimated future Net Benefit Payments, 2017 | $ 121 |
Estimated future Net Benefit Payments, 2018 | 118.5 |
Estimated future Net Benefit Payments, 2019 | 115.6 |
Estimated future Net Benefit Payments, 2020 | 112.5 |
Estimated future Net Benefit Payments, 2021 | 109.3 |
Estimated future Net Benefit Payments, Years 2022 - 2026 | 495 |
Medical and Life Insurance Benefits | |
Defined Benefit Plan Disclosure [Line Items] | |
Estimated future Net Benefit Payments, 2017 | 5.2 |
Estimated future Net Benefit Payments, 2018 | 5 |
Estimated future Net Benefit Payments, 2019 | 4.6 |
Estimated future Net Benefit Payments, 2020 | 4.3 |
Estimated future Net Benefit Payments, 2021 | 3.9 |
Estimated future Net Benefit Payments, Years 2022 - 2026 | 15 |
Estimated future Gross Benefit Payments, 2017 | 5.4 |
Estimated future Gross Benefit Payments, 2018 | 5.2 |
Estimated future Gross Benefit Payments, 2019 | 4.8 |
Estimated future Gross Benefit Payments, 2020 | 4.5 |
Estimated future Gross Benefit Payments, 2021 | 4.1 |
Estimated future Gross Benefit Payments, Years 2022 - 2026 | 15.6 |
Estimated future Medicare D Subsidy, 2017 | 0.2 |
Estimated future Medicare D Subsidy, 2018 | 0.2 |
Estimated future Medicare D Subsidy, 2019 | 0.2 |
Estimated future Medicare D Subsidy, 2020 | 0.2 |
Estimated future Medicare D Subsidy, 2021 | 0.2 |
Estimated future Medicare D Subsidy, Years 2022 - 2026 | $ 0.6 |
Retirement Benefits - Narrati97
Retirement Benefits - Narrative - Plan Assets and Investment Policy (Details) - USD ($) $ in Millions | 12 Months Ended | 13 Months Ended |
Dec. 31, 2016 | Dec. 31, 2015 | |
Private assets | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined Benefit Plan, Fair Value of Plan Assets, Period Increase (Decrease) | $ 11.3 | $ (8.6) |
Commitments and Contingencies -
Commitments and Contingencies - Lease Commitments and Income (Details) - USD ($) $ in Millions | 1 Months Ended | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Operating Leased Assets [Line Items] | ||||
Rent expense | $ 1.8 | $ 21.2 | $ 18.5 | $ 23.7 |
Lease income | $ 0.5 | 6.5 | $ 6.3 | $ 6.2 |
Future Minimum Rental Commitments | ||||
2,017 | 17.4 | |||
2,018 | 15.2 | |||
2,019 | 14 | |||
2,020 | 12.6 | |||
2,021 | 12.4 | |||
Thereafter | 40.3 | |||
Total | 111.9 | |||
Future Minimum Rental Income | ||||
2,017 | 4.4 | |||
2,018 | 4 | |||
2,019 | 1.8 | |||
2,020 | 0 | |||
2,021 | 0 | |||
Thereafter | 0 | |||
Total | $ 10.2 | |||
Minimum [Member] | ||||
Operating Leased Assets [Line Items] | ||||
Lease renewal options range | 1 year | |||
Maximum [Member] | ||||
Operating Leased Assets [Line Items] | ||||
Lease renewal options range | 5 years |
Commitments and Contingencies99
Commitments and Contingencies - Legal Matters (Details) | 12 Months Ended | ||||
Nov. 30, 2015USD ($) | Dec. 31, 2016USD ($)LegalMatter | Dec. 31, 2015USD ($) | Jan. 16, 2015USD ($)citation | Nov. 30, 2013employee | |
Loss Contingencies [Line Items] | |||||
Legal settlement | $ (50,000,000) | ||||
Asbestos Litigation [Member] | |||||
Loss Contingencies [Line Items] | |||||
Unresolved asbestos cases pending | LegalMatter | 64 | ||||
Litigation liability accrued | $ 200,000 | ||||
Inflective Inc. Litigation [Member] | |||||
Loss Contingencies [Line Items] | |||||
Damages | 3,000,000 | ||||
Socorro Litigation [Member] | James Chavez, Andrew Baca, and Spouses [Member] | |||||
Loss Contingencies [Line Items] | |||||
Litigation liability accrued | $ 0 | ||||
Occupational Safety [Member] | State of California, Division of Occupational Safety & Health [Member] | Rancho Cordova Facility [Member] | |||||
Loss Contingencies [Line Items] | |||||
Total number of injured employees | employee | 2 | ||||
Number of deceased employees due to injury | employee | 1 | ||||
Damages | $ 100,000 | ||||
Number of citations | citation | 9 | ||||
Minimum [Member] | Asbestos Litigation [Member] | |||||
Loss Contingencies [Line Items] | |||||
Accrued estimated liability | 200,000 | ||||
Maximum [Member] | Asbestos Litigation [Member] | |||||
Loss Contingencies [Line Items] | |||||
Accrued estimated liability | $ 600,000 |
Commitments and Contingencie100
Commitments and Contingencies - Environmental Matters (Details) | Sep. 10, 2015 | Feb. 28, 2015a | Sep. 20, 2011unilateral_administrative_order | Mar. 14, 2008a | May 09, 2002 | Jun. 30, 2000respondentwater_company | Dec. 31, 2016USD ($)LegalMatter | Dec. 31, 2002USD ($)a | Dec. 31, 1997respondent | Nov. 30, 2015USD ($)respondent | Sep. 30, 2016 | Dec. 31, 2015USD ($) | Nov. 30, 2014USD ($) | Mar. 28, 2014 | Mar. 27, 2014 | Nov. 30, 2013USD ($) | Oct. 31, 2001USD ($) |
Site Contingency [Line Items] | |||||||||||||||||
Accrued environmental costs | $ 349,700,000 | $ 306,100,000 | $ 302,300,000 | $ 166,000,000 | $ 171,300,000 | ||||||||||||
Guarantee obligations | $ 120,000,000 | ||||||||||||||||
Non-contaminated land | a | 5,563 | ||||||||||||||||
Various Environmental Matters [Member] | |||||||||||||||||
Site Contingency [Line Items] | |||||||||||||||||
Number of environmental remediation matters (over) | LegalMatter | 40 | ||||||||||||||||
Accrued environmental costs | $ 349,700,000 | ||||||||||||||||
Various Environmental Matters [Member] | Sacramento, California [Member] | |||||||||||||||||
Site Contingency [Line Items] | |||||||||||||||||
Accrued environmental costs | 210,100,000 | ||||||||||||||||
Various Environmental Matters [Member] | Sacramento, California [Member] | Environmental Protection Agency [Member] | |||||||||||||||||
Site Contingency [Line Items] | |||||||||||||||||
Non-contaminated land | a | 2,600 | ||||||||||||||||
Number of Unilateral Administrative Orders | unilateral_administrative_order | 2 | ||||||||||||||||
Various Environmental Matters [Member] | Sacramento, California [Member] | Department of Toxic Substances Control [Member] | |||||||||||||||||
Site Contingency [Line Items] | |||||||||||||||||
Non-contaminated land | a | 400 | ||||||||||||||||
Various Environmental Matters [Member] | Sacramento, California [Member] | Previously Reported [Member] | |||||||||||||||||
Site Contingency [Line Items] | |||||||||||||||||
Guarantee obligations | $ 20,000,000 | ||||||||||||||||
Various Environmental Matters [Member] | Baldwin Park Operable Unit [Member] | |||||||||||||||||
Site Contingency [Line Items] | |||||||||||||||||
Accrued environmental costs | 126,800,000 | ||||||||||||||||
Guarantee obligations | $ 25,000,000 | ||||||||||||||||
Number of other respondents | respondent | 2 | ||||||||||||||||
Number of water companies | water_company | 5 | ||||||||||||||||
Management agreement terms | 5 years | 15 years | |||||||||||||||
Various Environmental Matters [Member] | Baldwin Park Operable Unit [Member] | Aerojet Rocketdyne, Inc. [Member] | |||||||||||||||||
Site Contingency [Line Items] | |||||||||||||||||
Percentage of responsibility in all project costs | 74.00% | 70.00% | 68.00% | ||||||||||||||
Various Environmental Matters [Member] | Baldwin Park Operable Unit [Member] | Environmental Protection Agency [Member] | |||||||||||||||||
Site Contingency [Line Items] | |||||||||||||||||
Number of other respondents | respondent | 7 | 18 | |||||||||||||||
Various Environmental Matters [Member] | Wabash, Indiana [Member] | |||||||||||||||||
Site Contingency [Line Items] | |||||||||||||||||
Accrued environmental costs | 200,000 | ||||||||||||||||
Expenditures recoverable | $ 0 | ||||||||||||||||
Various Environmental Matters [Member] | Contracting business [Member] | |||||||||||||||||
Site Contingency [Line Items] | |||||||||||||||||
Environmental obligation funding percent | 99.00% | ||||||||||||||||
Various Environmental Matters [Member] | Minimum [Member] | |||||||||||||||||
Site Contingency [Line Items] | |||||||||||||||||
Estimated environmental costs | $ 349,700,000 | ||||||||||||||||
Various Environmental Matters [Member] | Minimum [Member] | Sacramento, California [Member] | |||||||||||||||||
Site Contingency [Line Items] | |||||||||||||||||
Estimated environmental costs | 210,100,000 | ||||||||||||||||
Various Environmental Matters [Member] | Minimum [Member] | Baldwin Park Operable Unit [Member] | |||||||||||||||||
Site Contingency [Line Items] | |||||||||||||||||
Estimated environmental costs | 126,800,000 | ||||||||||||||||
Various Environmental Matters [Member] | Minimum [Member] | Wabash, Indiana [Member] | |||||||||||||||||
Site Contingency [Line Items] | |||||||||||||||||
Estimated environmental costs | 200,000 | ||||||||||||||||
Various Environmental Matters [Member] | Maximum [Member] | |||||||||||||||||
Site Contingency [Line Items] | |||||||||||||||||
Estimated environmental costs | 525,000,000 | ||||||||||||||||
Various Environmental Matters [Member] | Maximum [Member] | Sacramento, California [Member] | |||||||||||||||||
Site Contingency [Line Items] | |||||||||||||||||
Estimated environmental costs | 326,000,000 | ||||||||||||||||
Guarantee obligations | $ 75,000,000 | ||||||||||||||||
Various Environmental Matters [Member] | Maximum [Member] | Baldwin Park Operable Unit [Member] | |||||||||||||||||
Site Contingency [Line Items] | |||||||||||||||||
Estimated environmental costs | 178,300,000 | ||||||||||||||||
Various Environmental Matters [Member] | Maximum [Member] | Wabash, Indiana [Member] | |||||||||||||||||
Site Contingency [Line Items] | |||||||||||||||||
Estimated environmental costs | $ 700,000 |
Commitments and Contingencie101
Commitments and Contingencies - Environmental Reserves and Estimated Recoveries (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Nov. 30, 2003 | |
Site Contingency [Line Items] | |||
Period of estimating environmental remediation costs | 15 years | ||
Pre-Close Environmental Costs | $ 20,000,000 | ||
Non-reimbursable percentage of environmental costs | 24.00% | ||
Northrop [Member] | |||
Site Contingency [Line Items] | |||
Current annual billing limitation | $ 6,000,000 | ||
Nontrade receivables | 68,000,000 | ||
Total reimbursable costs under the Northrop Agreement | 189,700,000 | ||
Northrop [Member] | Maximum [Member] | |||
Site Contingency [Line Items] | |||
Total reimbursable costs under the Northrop Agreement | $ 189,700,000 | ||
Atlantic Research Corporation [Member] | |||
Site Contingency [Line Items] | |||
Pre-Close Environmental Costs | $ 20,000,000 | ||
Atlantic Research Corporation [Member] | Forecast [Member] | |||
Site Contingency [Line Items] | |||
Pre-Close Environmental Costs | $ 20,000,000 |
Commitments and Contingencie102
Commitments and Contingencies - Summary of Environmental Reserve Activity (Details) - USD ($) $ in Millions | 1 Months Ended | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Accrual for Environmental Loss Contingencies [Roll Forward] | ||||
Beginning balance | $ 306.1 | $ 302.3 | $ 166 | $ 171.3 |
Additions | 0.5 | 87.4 | 176.6 | 33.7 |
Expenditures | (4.3) | (40) | (36.5) | (39) |
Ending balance | 302.3 | 349.7 | 306.1 | 166 |
Aerojet Rocketdyne- Sacramento [Member] | ||||
Accrual for Environmental Loss Contingencies [Roll Forward] | ||||
Beginning balance | 153 | 152.6 | 130.4 | 128 |
Additions | 0.5 | 80 | 44.3 | 24 |
Expenditures | (0.9) | (22.5) | (21.7) | (21.6) |
Ending balance | 152.6 | 210.1 | 153 | 130.4 |
Aerojet Rocketdyne- BPOU [Member] | ||||
Accrual for Environmental Loss Contingencies [Roll Forward] | ||||
Beginning balance | 140.1 | 136.7 | 21.7 | 26.9 |
Additions | 0 | 3.5 | 129.7 | 4.5 |
Expenditures | (3.4) | (13.4) | (11.3) | (9.7) |
Ending balance | 136.7 | 126.8 | 140.1 | 21.7 |
Other Aerojet Rocketdyne Sites [Member] | ||||
Accrual for Environmental Loss Contingencies [Roll Forward] | ||||
Beginning balance | 7.8 | 7.8 | 8.1 | 8.2 |
Additions | 0 | 3.9 | 2 | 3.3 |
Expenditures | 0 | (3.2) | (2.3) | (3.4) |
Ending balance | 7.8 | 8.5 | 7.8 | 8.1 |
Total Aerojet Rocketdyne [Member] | ||||
Accrual for Environmental Loss Contingencies [Roll Forward] | ||||
Beginning balance | 300.9 | 297.1 | 160.2 | 163.1 |
Additions | 0.5 | 87.4 | 176 | 31.8 |
Expenditures | (4.3) | (39.1) | (35.3) | (34.7) |
Ending balance | 297.1 | 345.4 | 300.9 | 160.2 |
Other [Member] | ||||
Accrual for Environmental Loss Contingencies [Roll Forward] | ||||
Beginning balance | 5.2 | 5.2 | 5.8 | 8.2 |
Additions | 0 | 0 | 0.6 | 1.9 |
Expenditures | 0 | (0.9) | (1.2) | (4.3) |
Ending balance | $ 5.2 | $ 4.3 | $ 5.2 | $ 5.8 |
Commitments and Contingencie103
Commitments and Contingencies - Summary of Pre-Close Environmental Costs (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Commitments and Contingencies Disclosure [Abstract] | |
Pre-Close Environmental Costs | $ 20 |
Amount spent through December 31, 2016 | (19.9) |
Remaining Pre-Close Environmental Costs | $ 0.1 |
Commitments and Contingencie104
Commitments and Contingencies - Summary of Northrop Agreement Activity (Details) - Northrop [Member] $ in Millions | Dec. 31, 2016USD ($) |
Site Contingency [Line Items] | |
Total reimbursable costs under the Northrop Agreement | $ 189.7 |
Amount reimbursed through December 31, 2016 | (119.2) |
Potential future cost reimbursements available | 70.5 |
Receivable from Northrop in excess of the annual limitation included in the consolidated balance sheet as of December 31, 2016 | (68) |
Potential future recoverable amounts available under the Northrop Agreement | $ 2.5 |
Commitments and Contingencie105
Commitments and Contingencies - Summary of Environmental Reserves and Recoveries (Details) - Reserve for Environmental Costs [Member] - USD ($) $ in Millions | 1 Months Ended | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Valuation and Qualifying Accounts Disclosure [Line Items] | ||||
Estimated recoverable amounts under U.S. government contracts and Northrop | $ 0.6 | $ 69.1 | $ 159.3 | $ 22.9 |
Expense (benefit) to consolidated statement of operations | (0.1) | 18.3 | 17.3 | 10.8 |
Total environmental reserve adjustments | $ 0.5 | $ 87.4 | $ 176.6 | $ 33.7 |
Arrangements with Off-Balanc106
Arrangements with Off-Balance Sheet Risk (Details) | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Fair Value, Off-balance Sheet Risks, Disclosure Information [Line Items] | |
Outstanding surety bonds | $ 44,500,000 |
Guarantee obligations, up to | $ 120,000,000 |
Standard warranty period | 1 year |
Senior Credit Facility [Member] | |
Fair Value, Off-balance Sheet Risks, Disclosure Information [Line Items] | |
Outstanding commercial letters of credit | $ 45,300,000 |
Shareholders' Deficit - Narrati
Shareholders' Deficit - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions | 1 Months Ended | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Preference stock, shares authorized (in shares) | 15,000,000 | 15,000,000 | ||
Preference stock, shares issued (in shares) | 0 | 0 | ||
Preference stock, shares outstanding (in shares) | 0 | 0 | ||
Common stock, shares authorized (in shares) | 150,000,000 | 150,000,000 | ||
Common stock, par value (in USD per share) | $ 0.10 | $ 0.10 | ||
Common stock, shares issued (in shares) | 62,900,000 | 69,200,000 | ||
Common stock, shares outstanding (in shares) | 62,900,000 | 69,200,000 | ||
Number of shares reserved for future issuance | 32,100,000 | |||
Purchase of treasury stock | $ 64.5 | |||
Stock granted in period (in shares) | 200,000 | |||
Expected volatility, Minimum | 32.00% | |||
Expected volatility, Maximum | 45.00% | |||
Risk-free interest rate, Minimum | 0.66% | |||
Risk-free interest rate, Maximum | 2.24% | |||
Common Stock [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of common shares repurchased (in shares) | 3,500,000 | 3,500,000 | ||
Purchase of treasury stock | $ 64.5 | |||
Retirement Savings Plan Contributions [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Exercise stock options contractual life | 7 years | |||
Stock Options [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Exercise stock options contractual life | 10 years | |||
Stock outstanding (in shares) | 600,000 | 600,000 | 600,000 | |
Weighted average grant date fair value of restricted stock granted (in USD per share) | $ 23.04 | $ 10.33 | ||
Intrinsic value for options exercised | $ 2.1 | $ 3.9 | $ 0.5 | |
Performance Based, Common Stock [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Restricted Stock, Granted (in shares) | 200,000 | |||
Total stock-based compensation not yet recognized | $ 1.6 | |||
Recognition period for compensation Cost | 7 months | |||
Weighted average grant date fair value of restricted stock granted (in USD per share) | $ 12.99 | |||
Performance Based, Stock Options [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Weighted-average grant date fair value of SARS granted (in USD per share) | $ 5.81 | |||
Stock granted in period (in shares) | 200,000 | |||
Intrinsic value of restricted stock which is expected to vest | $ 3.6 | |||
SARS [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock outstanding (in shares) | 800,000 | 1,000,000 | 800,000 | |
Weighted-average grant date fair value of SARS granted (in USD per share) | $ 7.66 | |||
Stock granted in period (in shares) | 0 | 500,000 | 0 | 0 |
Intrinsic value paid | $ 2.3 | $ 3.3 | $ 1 | |
Total stock-based compensation not yet recognized | $ 2.6 | |||
Recognition period for compensation Cost | 25 months | |||
SARS [Member] | Employees [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Award vesting rate | 33.30% | |||
SARS [Member] | Director [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Award vesting rate | 50.00% | |||
SARS [Member] | 1999 Plan [Member] | Employees [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Exercise stock options contractual life | 10 years | |||
SARS [Member] | 1999 Plan [Member] | Director [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Exercise stock options contractual life | 10 years | |||
SARS [Member] | 2009 Plan [Member] | Employees [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Exercise stock options contractual life | 7 years | |||
SARS [Member] | 2009 Plan [Member] | Director [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Exercise stock options contractual life | 7 years | |||
Restricted Stock, Service-Based [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Restricted Stock, Granted (in shares) | 400,000 | |||
Recognition period for compensation Cost | 20 months | |||
Restricted stock outstanding (in shares) | 500,000 | 600,000 | 500,000 | |
Unrecognized compensation cost related to restricted stock | $ 6.4 | |||
Intrinsic value of restricted stock outstanding | 10.6 | |||
Intrinsic value of restricted stock which is expected to vest | $ 10.2 | |||
Weighted average grant date fair value of restricted stock granted (in USD per share) | $ 17.65 | $ 20.70 | $ 17.22 | |
Performance-Based Restricted Stock [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Restricted Stock, Granted (in shares) | 500,000 | |||
Recognition period for compensation Cost | 14 months | |||
Restricted stock outstanding (in shares) | 1,000,000 | 1,100,000 | 1,000,000 | |
Unrecognized compensation cost related to restricted stock | $ 5.6 | |||
Intrinsic value of restricted stock outstanding | 19.9 | |||
Intrinsic value of restricted stock which is expected to vest | $ 11.6 | |||
Weighted average grant date fair value of restricted stock granted (in USD per share) | $ 15.97 | $ 21.33 | $ 17.25 | |
Performance-Based Restricted Stock [Member] | Minimum [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share price (in USD per share) | 22 | |||
Performance-Based Restricted Stock [Member] | Maximum [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share price (in USD per share) | $ 27 | |||
Employee Stock Purchase Plan [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Common stock purchase price, percentage of fair value on last day of respective offering period (not less than) | 85.00% | |||
Shares issued in period (in shares) | 100,000 | 200,000 | 100,000 | |
Average price of shares issued in period (in USD per share) | $ 15.66 | $ 18.11 | $ 20.61 | |
Employee Stock Purchase Plan [Member] | 2009 Plan [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share authorized for issuance (in shares) | 1,500,000 |
Shareholders' Deficit - Summary
Shareholders' Deficit - Summary of Stock-Based Compensation Expense by Type of Award (Details) - USD ($) $ in Millions | 1 Months Ended | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense | $ (0.4) | $ 12.9 | $ 8.6 | $ 5.7 |
SARS [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense | (1.4) | 2.2 | 1.8 | (3.2) |
Restricted Stock, Service-Based [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense | 0.3 | 3.6 | 5.6 | 4.3 |
Restricted Stock, Performance-Based [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense | 0.6 | 5.7 | 0.1 | 4.3 |
Employee Stock Purchase Plan [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense | 0 | 0.5 | 0.3 | 0 |
Stock Options [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense | $ 0.1 | $ 0.9 | $ 0.8 | $ 0.3 |
Shareholders' Deficit - Summ109
Shareholders' Deficit - Summary of Stock Appreciation Rights (Details) - USD ($) $ / shares in Units, $ in Millions | 1 Months Ended | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||||
Stock, Granted (in shares) | 200,000 | |||
Stock, Exercised (in shares) | (200,000) | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | ||||
Weighted Average Exercise Price, Granted (in USD per share) | $ 18.01 | |||
Weighted Average Exercise Price, Exercised (in USD per share) | $ 6.45 | |||
SARS [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||||
Stock, Outstanding, Beginning Balance (in shares) | 800,000 | 800,000 | ||
Stock, Granted (in shares) | 0 | 500,000 | 0 | 0 |
Stock, Exercised (in shares) | (200,000) | |||
Stock, Canceled (in shares) | (100,000) | |||
Stock, Outstanding, Ending Balance (in shares) | 800,000 | 1,000,000 | 800,000 | |
Stock, Exercisable (in shares) | 500,000 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | ||||
Weighted Average Exercise Price, Beginning Balance (in USD per share) | $ 8.70 | $ 8.64 | ||
Weighted Average Exercise Price, Granted (in USD per share) | 15.97 | |||
Weighted Average Exercise Price, Exercised (in USD per share) | 8.50 | |||
Weighted Average Exercise Price, Canceled (in USD per share) | 16.80 | |||
Weighted Average Exercise Price, Ending Balance (in USD per share) | $ 8.64 | 11.52 | $ 8.70 | |
Weighted Average Exercise Price, Exercisable (in USD per share) | $ 7.40 | |||
Weighted Average Remaining Contractual Life, Outstanding | 3 years 9 months 18 days | |||
Weighted Average Remaining Contractual Life, Exercisable | 1 year 6 months | |||
Aggregate Intrinsic Value, Outstanding | $ 6.3 | |||
Aggregate Intrinsic Value, Exercisable | $ 5.4 |
Shareholders' Deficit - Summ110
Shareholders' Deficit - Summary of Restricted Stock Units (Details) - $ / shares shares in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Restricted Stock, Service-Based [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |||
Restricted Stock, Outstanding, Beginning Balance (in shares) | 0.5 | ||
Restricted Stock, Granted (in shares) | 0.4 | ||
Restricted Stock, Vested (in shares) | (0.2) | ||
Restricted Stock, Canceled (in shares) | (0.1) | ||
Restricted Stock, Outstanding, Ending Balance (in shares) | 0.6 | 0.5 | |
Restricted Stock, Expected to vest (in shares) | 0.6 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |||
Weighted Average Grant Date Fair Value, Beginning Balance (in USD per share) | $ 18.22 | ||
Weighted Average Grant Date Fair Value, Granted (in USD per share) | 17.65 | $ 20.70 | $ 17.22 |
Weighted Average Grant Date Fair Value, Vested (in USD per share) | 17.30 | ||
Weighted Average Grant Date Fair Value, Canceled (in USD per share) | 17.97 | ||
Weighted Average Grant Date Fair Value, Ending Balance (in USD per share) | 18.06 | $ 18.22 | |
Weighted Average Grant Date Fair Value, Expected to vest (in USD per share) | $ 18.28 | ||
Performance-Based Restricted Stock [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |||
Restricted Stock, Outstanding, Beginning Balance (in shares) | 1 | ||
Restricted Stock, Granted (in shares) | 0.5 | ||
Restricted Stock, Vested (in shares) | (0.1) | ||
Restricted Stock, Canceled (in shares) | (0.3) | ||
Restricted Stock, Outstanding, Ending Balance (in shares) | 1.1 | 1 | |
Restricted Stock, Expected to vest (in shares) | 1.1 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |||
Weighted Average Grant Date Fair Value, Beginning Balance (in USD per share) | $ 18.94 | ||
Weighted Average Grant Date Fair Value, Granted (in USD per share) | 15.97 | $ 21.33 | $ 17.25 |
Weighted Average Grant Date Fair Value, Vested (in USD per share) | 16.71 | ||
Weighted Average Grant Date Fair Value, Canceled (in USD per share) | 18.78 | ||
Weighted Average Grant Date Fair Value, Ending Balance (in USD per share) | 17.85 | $ 18.89 | |
Weighted Average Grant Date Fair Value, Expected to vest (in USD per share) | $ 17.90 |
Shareholders' Deficit - Schedul
Shareholders' Deficit - Schedule of Stock Options Activity (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 1 Months Ended | 12 Months Ended |
Dec. 31, 2015 | Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||
Stock, Granted (in shares) | 0.2 | |
Stock, Exercised (in shares) | (0.2) | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | ||
Weighted Average Exercise Price, Granted (in USD per share) | $ 18.01 | |
Weighted Average Exercise Price, Exercised (in USD per share) | $ 6.45 | |
Stock Options [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||
Stock, Outstanding, Beginning Balance (in shares) | 0.6 | 0.6 |
Stock, Outstanding, Ending Balance (in shares) | 0.6 | 0.6 |
Stock, Exercisable (in shares) | 0.2 | |
Stock, Expected to vest (in shares) | 0.4 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | ||
Weighted Average Exercise Price, Beginning Balance (in USD per share) | $ 12.29 | $ 12.29 |
Weighted Average Exercise Price, Ending Balance (in USD per share) | $ 12.29 | 15.48 |
Weighted Average Exercise Price, Exercisable (in USD per share) | 8.38 | |
Weighted Average Exercise Price, Expected to vest (in USD per share) | $ 20.19 | |
Weighted Average Remaining Contractual Life, Outstanding | 4 years 6 months | |
Weighted Average Remaining Contractual Life, Exercisable | 2 years 3 months 18 days | |
Weighted Average Remaining Contractual Life, Expected to vest | 6 years | |
Intrinsic Value, Outstanding | $ 2.3 | |
Intrinsic Value, Exercisable | 2.3 | |
Intrinsic Value, Expected to vest | $ 0 |
Shareholders' Deficit - Summ112
Shareholders' Deficit - Summary of Range of Exercise Prices and Weighted-Average Exercise Prices for Options Outstanding (Details) shares in Millions | 12 Months Ended |
Dec. 31, 2016$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Stock Options Outstanding (in shares) | shares | 0.6 |
2009 [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Range of Exercise Prices, Average (in USD per share) | $ 4.54 |
Stock Options Outstanding (in shares) | shares | 0.1 |
Weighted Average Exercise Price (in USD per share) | $ 4.54 |
Weighted Average Remaining Contractual Life | 2 years 6 months |
2010 [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Range of Exercise Prices, Average (in USD per share) | $ 4.91 |
Stock Options Outstanding (in shares) | shares | 0.1 |
Weighted Average Exercise Price (in USD per share) | $ 4.91 |
Weighted Average Remaining Contractual Life | 10 months 24 days |
2014 [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Range of Exercise Prices, Minimum (in USD per share) | $ 16.59 |
Range of Exercise Prices, Maximum (in USD per share) | $ 17.27 |
Stock Options Outstanding (in shares) | shares | 0.1 |
Weighted Average Exercise Price (in USD per share) | $ 17.03 |
Weighted Average Remaining Contractual Life | 4 years 2 months 12 days |
2015 [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Range of Exercise Prices, Minimum (in USD per share) | $ 20.48 |
Range of Exercise Prices, Maximum (in USD per share) | $ 23.06 |
Stock Options Outstanding (in shares) | shares | 0.1 |
Weighted Average Exercise Price (in USD per share) | $ 23.04 |
Weighted Average Remaining Contractual Life | 5 years 2 months 12 days |
2016 [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Range of Exercise Prices, Average (in USD per share) | $ 18.01 |
Stock Options Outstanding (in shares) | shares | 0.2 |
Weighted Average Exercise Price (in USD per share) | $ 18.01 |
Weighted Average Remaining Contractual Life | 6 years 7 months 6 days |
Shareholders' Deficit - Sche113
Shareholders' Deficit - Schedule of Assumptions Used (Details) | 1 Months Ended | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Stock Options [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Expected life | 7 years | 7 years | ||
Volatility | 58.06% | 58.92% | ||
Risk-free interest rate | 1.94% | 2.27% | ||
SARS [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Expected life | 2 years | 4 years | 2 years 1 month | 2 years 7 months 6 days |
Volatility | 34.00% | 36.00% | 34.00% | 28.00% |
Risk-free interest rate | 0.79% | 1.65% | 0.94% | 0.75% |
Performance Based, Common Stock [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Expected life | 1 year 15 days | |||
Volatility | 32.97% | |||
Risk-free interest rate | 1.17% | |||
Performance Based, Stock Options [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Expected life | 11 months 27 days | |||
Volatility | 39.58% | |||
Risk-free interest rate | 1.43% |
Operating Segments and Relat114
Operating Segments and Related Disclosures - Narrative (Details) | 12 Months Ended |
Dec. 31, 2016Segment | |
Segment Reporting [Abstract] | |
Number of operating segments | 2 |
Operating Segments and Relat115
Operating Segments and Related Disclosures - Selected Financial Information for Each Reportable Segment (Details) - USD ($) $ in Millions | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Nov. 30, 2015 | Aug. 31, 2015 | May 31, 2015 | Feb. 28, 2015 | Dec. 31, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Net Sales: | |||||||||||||
Net sales | $ 96.3 | $ 78.2 | $ 532.2 | $ 463.8 | $ 408.4 | $ 356.9 | $ 486.5 | $ 441 | $ 457.8 | $ 323 | $ 1,761.3 | $ 1,708.3 | $ 1,602.2 |
Reconciliation of segment performance to loss from continuing operations before income taxes: | |||||||||||||
Interest expense | (3.8) | (32.5) | (50.4) | (52.7) | |||||||||
Interest income | 0 | 0.6 | 0.3 | 0.1 | |||||||||
Stock-based compensation expense | 0.4 | (12.9) | (8.6) | (5.7) | |||||||||
Loss from continuing operations before income taxes | 9 | 29.3 | (16.8) | (33) | |||||||||
Capital Expenditures | 1.2 | 47.6 | 36.8 | 43.4 | |||||||||
Depreciation and amortization | 5.1 | 64.9 | 65.1 | 63.7 | |||||||||
Pension Benefits | |||||||||||||
Reconciliation of segment performance to loss from continuing operations before income taxes: | |||||||||||||
Contributions by employer, recoverable in current year government contracts | 27.5 | ||||||||||||
Aerospace and Defense | |||||||||||||
Reconciliation of segment performance to loss from continuing operations before income taxes: | |||||||||||||
Capital Expenditures | 1.2 | 46.4 | 36.8 | 43.1 | |||||||||
Depreciation and amortization | 5 | 64.2 | 64.4 | 63 | |||||||||
Real Estate | |||||||||||||
Reconciliation of segment performance to loss from continuing operations before income taxes: | |||||||||||||
Capital Expenditures | 0 | 0 | 0 | 0 | |||||||||
Depreciation and amortization | 0.1 | 0.6 | 0.7 | 0.7 | |||||||||
Operating Segments | |||||||||||||
Net Sales: | |||||||||||||
Net sales | 96.3 | 1,761.3 | 1,708.3 | 1,602.2 | |||||||||
Segment Performance: | |||||||||||||
Segment performance | 15.4 | 147.6 | 83.3 | 117.9 | |||||||||
Reconciliation of segment performance to loss from continuing operations before income taxes: | |||||||||||||
Segment performance | 15.4 | 147.6 | 83.3 | 117.9 | |||||||||
Operating Segments | Aerospace and Defense | |||||||||||||
Net Sales: | |||||||||||||
Net sales | 95.8 | 1,753.9 | 1,660 | 1,596 | |||||||||
Segment Performance: | |||||||||||||
Aerospace and Defense | 19.6 | 184.1 | 165.7 | 148.6 | |||||||||
Environmental remediation provision adjustments | 0.1 | (18.3) | (16.6) | (8.8) | |||||||||
Retirement benefit plan expense, net | (4.1) | (22.5) | (50.2) | (25.2) | |||||||||
Unusual items | (0.4) | 0 | (50) | (0.9) | |||||||||
Segment performance | 15.2 | 143.3 | 48.9 | 113.7 | |||||||||
Reconciliation of segment performance to loss from continuing operations before income taxes: | |||||||||||||
Segment performance | 15.2 | 143.3 | 48.9 | 113.7 | |||||||||
Corporate retirement benefit plan expense | (4.1) | (22.5) | (50.2) | (25.2) | |||||||||
Unusual items | (0.4) | 0 | (50) | (0.9) | |||||||||
Operating Segments | Real Estate | |||||||||||||
Net Sales: | |||||||||||||
Net sales | 0.5 | 7.4 | 48.3 | 6.2 | |||||||||
Segment Performance: | |||||||||||||
Segment performance | 0.2 | 4.3 | 34.4 | 4.2 | |||||||||
Reconciliation of segment performance to loss from continuing operations before income taxes: | |||||||||||||
Segment performance | 0.2 | 4.3 | 34.4 | 4.2 | |||||||||
Segment Reconciling Items | |||||||||||||
Segment Performance: | |||||||||||||
Unusual items | 0 | (34.5) | (1.9) | (60.8) | |||||||||
Reconciliation of segment performance to loss from continuing operations before income taxes: | |||||||||||||
Interest expense | (3.8) | (32.5) | (50.4) | (52.7) | |||||||||
Interest income | 0 | 0.6 | 0.3 | 0.1 | |||||||||
Stock-based compensation expense | 0.4 | (12.9) | (8.6) | (5.7) | |||||||||
Unusual items | 0 | (34.5) | (1.9) | (60.8) | |||||||||
Corporate | |||||||||||||
Segment Performance: | |||||||||||||
Retirement benefit plan expense, net | (1.5) | (18.9) | (17.4) | (11.3) | |||||||||
Reconciliation of segment performance to loss from continuing operations before income taxes: | |||||||||||||
Corporate retirement benefit plan expense | (1.5) | (18.9) | (17.4) | (11.3) | |||||||||
Corporate and other | (1.5) | (20.1) | (22.1) | (20.5) | |||||||||
Capital Expenditures | 0 | 1.2 | 0 | 0.3 | |||||||||
Depreciation and amortization | $ 0 | $ 0.1 | $ 0 | $ 0 |
Operating Segments and Relat116
Operating Segments and Related Disclosures - Selected Financial Information for Each Reportable Segment, Components of Assets (Details) - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Segment Reporting Information [Line Items] | ||
Assets | $ 2,249.5 | $ 2,025.5 |
Goodwill | 158.1 | 158.1 |
Intangible assets | 94.4 | 107.7 |
Aerospace and Defense | ||
Segment Reporting Information [Line Items] | ||
Goodwill | 158.1 | 158.1 |
Intangible assets | 94.4 | 107.7 |
Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Assets | 1,700 | 1,715.8 |
Operating Segments | Aerospace and Defense | ||
Segment Reporting Information [Line Items] | ||
Assets | 1,571.3 | 1,591.3 |
Operating Segments | Real Estate | ||
Segment Reporting Information [Line Items] | ||
Assets | 128.7 | 124.5 |
Corporate | ||
Segment Reporting Information [Line Items] | ||
Assets | $ 549.5 | $ 309.7 |
Cost Reduction Plan - Narrative
Cost Reduction Plan - Narrative (Details) $ in Millions | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2015USD ($) | Jun. 30, 2016USD ($) | Aug. 31, 2015USD ($) | Dec. 31, 2016USD ($)employee | Nov. 30, 2015USD ($) | |
Restructuring and Related Activities [Abstract] | |||||
Estimated positions in reduction in headcount of employees | employee | 500 | ||||
Estimated restructuring and related costs over next four years | $ 82 | ||||
Expected capital expenditures | 31 | ||||
Restructuring plan cost | 18.4 | ||||
Capital expenditures incurred to date | 28.9 | ||||
Non-cash accelerated depreciation expense due to CIP | $ 0.7 | $ 0.8 | |||
Severance Costs | $ 2.4 | $ 1.1 | $ 2.6 |
Cost Reduction Plan - Summary o
Cost Reduction Plan - Summary of the CIP Reserve Activity (Details) - USD ($) $ in Millions | 1 Months Ended | 9 Months Ended | 12 Months Ended |
Dec. 31, 2015 | Nov. 30, 2015 | Dec. 31, 2016 | |
Supplemental Unemployments Benefits [Roll Forward] | |||
Beginning balance, Severance | $ 11.1 | $ 0 | $ 10.9 |
Severance accrual in period | (0.2) | 12.9 | 0 |
Severance payments | 0 | (1.8) | (0.9) |
Severance adjustments | (3.2) | ||
Ending balance, Severance | 10.9 | 11.1 | 6.8 |
Beginning balance, Retention | 2.7 | 0 | 1.7 |
Retention accrual in period | 0.2 | 2.7 | 2.3 |
Retention payments | (1.2) | 0 | (1.9) |
Retention adjustments | 0 | ||
Ending balance, Retention | 1.7 | 2.7 | 2.1 |
Beginning balance, total | 13.8 | 0 | 12.6 |
Total accrual in period | 0 | 15.6 | 2.3 |
Total payments | (1.2) | (1.8) | (2.8) |
Total adjustments | (3.2) | ||
Ending balance, total | $ 12.6 | $ 13.8 | $ 8.9 |
Quarterly Financial Data (Un119
Quarterly Financial Data (Unaudited) - Schedule of Quarterly Financial Data (Details) - USD ($) $ / shares in Units, $ in Millions | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Nov. 30, 2015 | Aug. 31, 2015 | May 31, 2015 | Feb. 28, 2015 | Dec. 31, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||||
Net sales | $ 96.3 | $ 78.2 | $ 532.2 | $ 463.8 | $ 408.4 | $ 356.9 | $ 486.5 | $ 441 | $ 457.8 | $ 323 | $ 1,761.3 | $ 1,708.3 | $ 1,602.2 |
Cost of sales (exclusive of items shown separately on Statement of Operations) | 75.4 | 71.9 | 455.8 | 405.4 | 356.5 | 309.7 | 428.3 | 373.1 | 372.7 | 285.4 | 1,527.4 | 1,459.5 | 1,406.2 |
Income (loss) from continuing operations before income taxes | 9 | (9.6) | 34.3 | (25.2) | 11.5 | 8.7 | 15.5 | (60.2) | 37.2 | (9.3) | 29.3 | (16.8) | (33) |
Income (loss) from continuing operations | 7 | 18 | (11) | 5.9 | 5.2 | 7.6 | (38.5) | 17.3 | (3.5) | 18.1 | (17.1) | (49.3) | |
(Loss) income from discontinued operations, net of income taxes | 0 | 0.1 | (0.1) | 0 | (0.1) | 0.1 | 0.6 | 0 | 0.2 | (0.1) | 0.9 | (0.7) | |
Net income (loss) | $ 7 | $ (6.2) | $ 18.1 | $ (11.1) | $ 5.9 | $ 5.1 | $ 7.7 | $ (37.9) | $ 17.3 | $ (3.3) | $ 18 | $ (16.2) | $ (50) |
Basic (loss) income per share from continuing operations (in USD per share) | $ 0.11 | $ (0.11) | $ 0.26 | $ (0.17) | $ 0.09 | $ 0.08 | $ 0.12 | $ (0.62) | $ 0.28 | $ (0.06) | $ 0.27 | $ (0.28) | $ (0.85) |
Basic (loss) income per share from discontinued operations, net of income taxes (in USD per share) | 0 | 0 | 0 | 0 | 0 | 0 | 0.01 | 0 | 0 | 0 | 0.01 | (0.01) | |
Basic net (loss) income per share (in USD per share) | 0.11 | (0.11) | 0.26 | (0.17) | 0.09 | 0.08 | 0.12 | (0.61) | 0.28 | (0.06) | 0.27 | (0.27) | (0.86) |
Diluted (loss) income per share from continuing operations (in USD per share) | 0.10 | (0.11) | 0.25 | (0.17) | 0.09 | 0.08 | 0.12 | (0.62) | 0.25 | (0.06) | 0.27 | (0.28) | (0.85) |
Diluted (loss) income per share from discontinued operations, net of income taxes (in USD per share) | 0 | 0 | 0 | 0 | 0 | 0 | 0.01 | 0 | 0 | 0 | 0.01 | (0.01) | |
Diluted net (loss) income per share (in USD per share) | $ 0.10 | $ (0.11) | $ 0.25 | $ (0.17) | $ 0.09 | $ 0.08 | $ 0.12 | $ (0.61) | $ 0.25 | $ (0.06) | $ 0.27 | $ (0.27) | $ (0.86) |
Transition Period Financial 120
Transition Period Financial Information (Details) - USD ($) $ / shares in Units, $ in Millions | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Nov. 30, 2015 | Aug. 31, 2015 | May 31, 2015 | Feb. 28, 2015 | Dec. 31, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Transition Period Financial Information [Abstract] | |||||||||||||
Net sales | $ 96.3 | $ 78.2 | $ 532.2 | $ 463.8 | $ 408.4 | $ 356.9 | $ 486.5 | $ 441 | $ 457.8 | $ 323 | $ 1,761.3 | $ 1,708.3 | $ 1,602.2 |
Cost of sales (exclusive of items shown separately on Statement of Operations) | 75.4 | 71.9 | 455.8 | 405.4 | 356.5 | 309.7 | 428.3 | 373.1 | 372.7 | 285.4 | 1,527.4 | 1,459.5 | 1,406.2 |
Operating (loss) income | 12.8 | (4.7) | 61.2 | 33.3 | 19.6 | ||||||||
Income (loss) before income taxes | 9 | (9.6) | 34.3 | (25.2) | 11.5 | 8.7 | 15.5 | (60.2) | 37.2 | (9.3) | 29.3 | (16.8) | (33) |
Income tax provision | 2 | (3.4) | 11.2 | 0.3 | 16.3 | ||||||||
Net income (loss) | $ 7 | $ (6.2) | $ 18.1 | $ (11.1) | $ 5.9 | $ 5.1 | $ 7.7 | $ (37.9) | $ 17.3 | $ (3.3) | $ 18 | $ (16.2) | $ (50) |
Basic (loss) income per share from continuing operations (in USD per share) | $ 0.11 | $ (0.11) | $ 0.26 | $ (0.17) | $ 0.09 | $ 0.08 | $ 0.12 | $ (0.62) | $ 0.28 | $ (0.06) | $ 0.27 | $ (0.28) | $ (0.85) |
Basic net (loss) income per share (in USD per share) | 0.11 | (0.11) | 0.26 | (0.17) | 0.09 | 0.08 | 0.12 | (0.61) | 0.28 | (0.06) | 0.27 | (0.27) | (0.86) |
Diluted (loss) income per share from continuing operations (in USD per share) | 0.10 | (0.11) | 0.25 | (0.17) | 0.09 | 0.08 | 0.12 | (0.62) | 0.25 | (0.06) | 0.27 | (0.28) | (0.85) |
Diluted net (loss) income per share (in USD per share) | $ 0.10 | $ (0.11) | $ 0.25 | $ (0.17) | $ 0.09 | $ 0.08 | $ 0.12 | $ (0.61) | $ 0.25 | $ (0.06) | $ 0.27 | $ (0.27) | $ (0.86) |
Unusual Items - Schedule of Unu
Unusual Items - Schedule of Unusual Items Expense (Details) - USD ($) $ in Millions | 1 Months Ended | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | |
Unusual or Infrequent Item [Line Items] | ||||
Loss on debt | $ 0 | $ 34.5 | $ 1.9 | $ 60.8 |
Unusual items | 0.4 | 34.5 | 51.9 | 61.7 |
Aerospace and Defense | ||||
Unusual or Infrequent Item [Line Items] | ||||
Loss on legal matters and settlements | 0.4 | 0 | 50 | 0.9 |
Unusual items | 0.4 | 0 | 50 | 0.9 |
Corporate | ||||
Unusual or Infrequent Item [Line Items] | ||||
Loss on debt | 0 | 34.4 | 1.9 | 60.6 |
Loss on bank amendment | 0 | 0.1 | 0 | 0.2 |
Unusual items | $ 0 | $ 34.5 | $ 1.9 | $ 60.8 |
Unusual Items - Narrative (Deta
Unusual Items - Narrative (Details) - USD ($) | 1 Months Ended | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | Jul. 18, 2016 | |
Unusual or Infrequent Item [Line Items] | |||||
Loss on extinguishment of debt | $ 0 | $ 34,400,000 | $ 1,900,000 | $ 60,600,000 | |
Proceeds from issuance of debt | 0 | 800,000,000 | 0 | 189,000,000 | |
Legal settlement | (50,000,000) | ||||
Loss on debt repurchased | 0 | 34,500,000 | 1,900,000 | 60,800,000 | |
Loss on bank amendment | 0 | 100,000 | 0 | 200,000 | |
Realized losses (gains) and interest | 400,000 | 100,000 | (100,000) | 900,000 | |
Senior Credit Facility [Member] | |||||
Unusual or Infrequent Item [Line Items] | |||||
Loss on bank amendment | 200,000 | ||||
Delayed Draw Term Loan [Member] | |||||
Unusual or Infrequent Item [Line Items] | |||||
Repurchased principal amount | 13,000,000 | ||||
Loss on extinguishment of debt | 300,000 | ||||
Principal amount of loan retired | 76,000,000 | ||||
Loss on debt repurchased | 1,900,000 | ||||
Corporate | |||||
Unusual or Infrequent Item [Line Items] | |||||
Loss on bank amendment | 0 | 100,000 | 0 | 200,000 | |
Loss on debt repurchased | 0 | 34,400,000 | 1,900,000 | 60,600,000 | |
Aerospace and Defense | |||||
Unusual or Infrequent Item [Line Items] | |||||
Loss on legal matters and settlements | $ 400,000 | $ 0 | $ 50,000,000 | $ 900,000 | |
7.125% Second-Priority Senior Secured Notes [Member] | Senior Notes [Member] | |||||
Unusual or Infrequent Item [Line Items] | |||||
Repurchased principal amount | $ 460,000,000 | ||||
Redemption price rate on principal amount | 105.344% | ||||
Loss on extinguishment of debt | $ 34,100,000 | ||||
Loss on extinguishment of debt, before write-off of unamortized deferred financing costs | 24,600,000 | ||||
Write-off of deferred financing costs | 9,500,000 | ||||
Term Loan [Member] | Senior Notes [Member] | |||||
Unusual or Infrequent Item [Line Items] | |||||
Proceeds from issuance of debt | $ 400,000,000 |
Unusual Items - Summary of Loss
Unusual Items - Summary of Loss Incurred on Repurchase of Debt Instruments (Details) - USD ($) $ in Millions | 1 Months Ended | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2016 | Nov. 30, 2015 | Nov. 30, 2014 | Dec. 31, 2009 | |
Unusual or Infrequent Item [Line Items] | |||||
Loss on 4 1/16% Debentures repurchased | $ 0 | $ (34.5) | $ (1.9) | $ (60.8) | |
4 1/16% Convertible Subordinated Debentures [Member] | |||||
Unusual or Infrequent Item [Line Items] | |||||
Principal amount repurchased | 59.6 | ||||
Cash repurchase price | (119.9) | ||||
Write-off of deferred financing costs | (0.3) | ||||
Loss on 4 1/16% Debentures repurchased | $ (60.6) | ||||
Debt instrument interest rate stated percentage | 4.0625% | 4.0625% |
Subsequent Events (Details)
Subsequent Events (Details) shares in Millions, instrument in Millions, $ in Millions | Feb. 22, 2017USD ($) | Jan. 31, 2017USD ($)shares | Dec. 31, 2016USD ($)instrument | Dec. 31, 2015USD ($) |
Subsequent Event [Line Items] | ||||
Convertible senior notes | $ 240 | $ 0 | ||
4 1/16% Convertible Subordinated Debentures [Member] | ||||
Subsequent Event [Line Items] | ||||
Convertible debentures into shares of common stock (in shares) | instrument | 3.9 | |||
4 1/16% Convertible Subordinated Debentures [Member] | Subsequent Event [Member] | ||||
Subsequent Event [Line Items] | ||||
Convertible senior notes | $ 35.6 | |||
Convertible debentures into shares of common stock (in shares) | shares | 3.9 | |||
Coleman Aerospace [Member] | Subsequent Event [Member] | ||||
Subsequent Event [Line Items] | ||||
Cash paid in acquisition | $ 15 |